To: Whiskey who wrote (4542 ) 1/29/1999 6:44:00 AM From: Dorine Essey Read Replies (1) | Respond to of 13953
NOTICE OF ANNUAL MEETING OF SHAREOWNERS of E-TRADE To Be Held March 9, 1999 ---------------- To our Shareowners: You are cordially invited to attend the Annual Meeting of Shareowners of E*TRADE Group, Inc. ("E*TRADE" or the "Company") which will be held at the Quadrus Conference Center located at 2400 Sand Hill Road, Menlo Park, California 94025, on March 9, 1999 at 10:00 a.m. local time, for the following purposes: 1. To elect four directors to the Board; 2. To amend the Company's Certificate of Incorporation to increase the Company's authorized Common Stock from 150 million to 300 million shares; 3. To approve a series of amendments to the Company's 1996 Stock Incentive Plan, including a 2,750,000 share increase in the maximum number of shares of Common Stock reserved for issuance under the plan; 4. To consider and vote upon a proposal to ratify the selection of Deloitte & Touche LLP as independent public accountants for the Company for the fiscal year ending September 30, 1999; and 5. To act upon such other business as may properly come before the meeting or any adjournment or postponement thereof. The Board of Directors has fixed the close of business on January 19, 1999 as the record date for determining those shareowners who will be entitled to vote at the meeting. The stock transfer books will not be closed between the record date and the date of the meeting. Representation of at least a majority of all outstanding shares of Common Stock of E*TRADE Group, Inc. is required to constitute a quorum. Accordingly, it is important that your shares be represented at the meeting. WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, PLEASE COMPLETE, DATE AND SIGN THE ENCLOSED PROXY CARD AND RETURN IT IN THE ENCLOSED ENVELOPE. If you elected to receive the 1998 Proxy Statement and Annual Report electronically over the Internet you will not receive a paper proxy card and should vote online, unless you cancel your enrollment. If your shares are held in a bank or brokerage account and you did not elect to receive the materials through the Internet, you may be eligible to vote your shares electronically. Your proxy may be revoked at any time prior to the time it is voted. Please read the proxy material carefully. Your vote is important and the Company appreciates your cooperation in considering and acting on the matters presented. Very truly yours, Christos M. Cotsakos Chairman and Chief Executive Officer Palo Alto, California January 28, 1999