[ ] | Preliminary Proxy Statement | |
[ ] | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
[ ] | Definitive Proxy Statement | |
[X] | Definitive Additional Materials | |
[ ] | Soliciting Material Pursuant to �240.14a-12 |
[X] | No fee required. | |
[ ] | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| (1) Title of each class of securities to which transaction applies: | |
| (2) Aggregate number of securities to which transaction applies: | |
| (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): | |
| (4) Proposed maximum aggregate value of transaction: | |
| (5) Total fee paid: |
[ ] Fee paid previously with preliminary materials. |
| [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| (1) | Amount previously paid: | ||
| (2) | Form, Schedule or Registration Statement No.: | ||
| (3) | Filing Party: | ||
| (4) | Date Filed: | ||
Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting of NATIONAL DATACOMPUTER, INC. To Be Held On: Tuesday, June 24, 2008 at 10:00 AM EST At 900 Middlesex Turnpike, Bldg. #5, Billerica, MA 01821 Please visit www.ndcomputer.com to obtain directions to our offices. |
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. |
The following materials are available at www.ndcomputer.com
|
| If you want to receive a paper or e-mail copy of the proxy materials you must request one. There is no charge to you for requesting a copy. To facilitate timely delivery please make the request as instructed below on or before 6/9/08 |
| To request material: | Website: ww.amstock.com/proxyservices/requestmaterials.asp | Telephone: 1-866-668-8526 | Email: info@amstock.com |
| NATIONAL DATACOMPUTER, INC. | |||
Vote In Person | |||
| Should you choose to attend the meeting and vote these shares in person, you will need personal identification and, unless you are a record holder of common stock, evidence of ownership on National Datacomputer stock as of the close of business on the record date, March 31, 2008. Please check the proxy statement for requirements for meeting attendance. | |||
Vote By Internet | |||
To access your online proxy card, please visit www.voteproxy.com and follow the on-screen instructions. You may enter your voting instructions at www.voteproxy.com up until 11:59 PM Eastern Time the day before the cut-off or meeting date. |
Vote By Telephone | |||
To vote by telephone, please visit https://secure.amstock.com/voteproxy/login2.asp to view the materials and to obtain the toll free number to call. | |||
Vote By Mail | |||
| You may request a card by following the directions above. |
| Voting items | ||
| The Board of Directors recommends a vote FOR Proposals 1 to 5. | ||
| 1. | Proposal to elect the Company's director nominees to the Board of Directors. | |
| 2. | Proposal to approve an amendment to the Company's Certificate of Incorporation, as amended (the "Certificate of Incorporation") that Article Fourth of the Company's Certificate of Incorporation be amended to effect a 1-for-15 reverse stock split of the issued and outstanding shares of the Company's common stock. | |
| 3. | Proposal to approve a proposed amendment to our Restated Certificate of Incorporation to reduce the number of authorized shares of common stock. | |
| 4. | Proposal to amend the 2007 Employee, Director and Consultant Stock Plan by increasing the shares of the Company's common stock for grant under that plan from 2,000,000 to 3,000,000 shares (which shares available for grant shall be reduced to 200,000 shares following the reverse stock split set forth in Proposal 1, if approved) | |
| 5. | Proposal to ratify the appointment of Carlin, Charron & Rosen, LLP as the independent registered public accounting firm for the Company | |
