To: Ben Marfield who wrote (584 ) 7/31/1999 7:37:00 AM From: Ben Marfield Respond to of 619
LENOX POLYMERS LIMITED PROXY ANNUAL MEETING OF SHAREHOLDERS This Proxy is solicited by the Management of Lenox Polymers Limited for use at the Annual Meeting of Shareholders to be held at 10:30 a.m. EST at the Metropolitan Hotel, Victoria Room, 180 Chestnut Street, Toronto, Ontario, CANADA on August 26, 1999 (the 'Meeting') The undersigned shareholder of Lenox Polymers Limited (the 'Corporation') hereby appoints Kenneth R. Kurple, of Casco, Michigan, USA or failing him Gregory P. Deacon of Toronto, Ontario, CANADA or failing him ___________ to attend and act for and on behalf of the undersigned at the Meeting and any adjournments thereof. The undersigned hereby revokes any proxy previously given to attend or vote at the Meeting. The person(s) named above are hereby directed in respect of the shares registered in the name of the undersigned: 1. TO VOTE " ___ TO WITHHOLD FROM VOTING " in respect of the election as directors of the persons named in the Management Information Circular accompanying this form of Proxy. 2. TO VOTE FOR________" TO VOTE AGAINST_______" amending the Bylaws to remove the residence requirement for the Managing Director. 3. TO VOTE FOR " TO VOTE AGAINST_______" confirming the appointment of Mr. Mark Fischer, CFA as the Corporations' Chief Operating Officer. 4. TO VOTE FOR " TO VOTE AGAINST " allowing Management to proceed with any and all necessary United States corporate and securities domestication documentation so that the Corporation's equity can be traded on one of the USA's stock markets. *AMERICAN HOLDERS PLEASE READ FOOTNOTE ON BACK <over> 5.TO VOTE " TO WITHHOLD FROM VOTING_" in respect of the appointment of Collins Barrow, Chartered Accountants, as auditors of the Corporation and the authorization of the directors to fix the remuneration of the auditors. 6. TO VOTE FOR " TO VOTE AGAINST______" establishing the advisory board and confirm the Board of Directors' appointments to the Advisory Board named in the Management's Information Circular. 7.TO VOTE FOR " TO VOTE AGAINST______" approving a performance base stock option program for senior officers, directors and employees. The shares represented by this Proxy will be voted or withheld from voting in accordance with the information contain under sections II & III, of the Management Information Circular. A shareholder may appoint a Proxyholder in accordance to section II, III, & IV of the Management Information Circular. If this form of Proxy is NOT dated in the space provide below, it shall be deemed to bear the date on which it was mailed by the Management of the Corporation. Please return this form of Proxy in the enclosed self addressed return envelope so that it will be received by August 26, 1999. Dated this day of , 1999 Signature Name of Shareholder Number of Shares Represented by this Proxy NOTE: SHAREHOLDERS WHO ARE UNABLE TO ATTEND THE MEETING IN PERSON ARE REQUESTED TO SIGN AND DATE THIS PROXY AND RETURN IT IN THE ENCLOSED ENVELOPE NO LATER THAN 9:30 a.m. EST ON THURSDAY, AUGUST 26, 1999 * AMERICAN SHAREHOLDERS WHO ATTEND MEETING BUT THEIR CERTIFICATES ARE HELD WITH A FINANCIAL/BROKERAGE ENTITY MUST SEND VOTING INSTRUCTION CARD BACK PER THE ENTITIES INSTRUCTIONS. PERSONALLY SHOWING UP WITH AN INSTRUCTION CARD IS NOT A PROXY. PLEASE SUBMIT YOUR VOTING INSTRUCTION CARD PRIOR TO YOUR ATTENDANCE.