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EXHIBIT 99.1
CODA MUSIC TECHNOLOGY, INC.
SPECIAL MEETING OF SHAREHOLDERS
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS.
The undersigned shareholder hereby appoints John W. Paulson and Barbara
S. Remley and each of them as proxies, each with full power of substitution, to
vote as designated below all shares of common stock of Coda Music Technology,
Inc. held of record as of , 2000, which the undersigned would be
entitled to vote if personally present at the Special Meeting of Shareholders to
be held on , 2000, at a.m., local time, at the Company's
corporate headquarters, located at 6210 Bury Drive, Eden Prairie, Minnesota
55346, and at any adjournment or adjournments thereof, upon the following
matters:
1. To amend the Articles of Incorporation to increase the authorized
common stock from 15,000,000 to 50,000,000 shares and to change the
name of the company to Net4Music Inc. effective upon the closing of the
transaction with the Net4Music S.A. shareholders.
[ ] FOR [ ] AGAINST [ ]ABSTAIN
2. To approve a 1,700,000 share increase in the number of shares reserved
for Coda's 1992 Stock Option Plan.
[ ] FOR [ ]AGAINST [ ]ABSTAIN
3. To issue up to 16,600,000 shares of common stock, which shares will be
issued to shareholders of Net4Music S.A. in exchange for the capital
stock of Net4Music S.A. based upon the conversion ratio described in
the accompanying Proxy Statement/Prospectus.
[ ] FOR [ ]AGAINST [ ]ABSTAIN
This proxy will be voted as specified by the shareholder, but if no
choice is specified, this proxy will be voted FOR approval of each proposal. If
this proxy is not returned, the effect will be a vote against each proposal. The
persons acting as proxies will have discretion to vote on any other matters
properly presented for consideration at the Special Meeting or any adjournment
or adjournments thereof in accordance with their best judgment.
IMPORTANT: Please sign exactly as name or names appear on this Proxy.
Joint owners should each sign personally. When signing as attorney, executor,
administrator, trustee or guardian, please give your full title as such. When
signing as a corporation or a partnership, please sign in the name of the entity
by an authorized person.
Dated:
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(Please sign name exactly as it appears hereon)
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(Signature of joint owner, if any)
PLEASE MARK, DATE, SIGN AND RETURN THIS PROXY IN THE ENCLOSED PROXY RETURN
ENVELOPE, WHICH REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES. IF AN
ENVELOPE IS NOT ENCLOSED OR HAS BEEN MISPLACED, PLEASE RETURN THIS COMPLETED
PROXY TO CODA MUSIC TECHNOLOGY, INC., 6210 BURY DRIVE, EDEN PRAIRIE, MINNESOTA
55346, ATTENTION: BARBARA S. REMLEY.