Exhibit 3
FORM OF PROXY SOLICITED BY THE MANAGEMENT OF
VISIBLE GENETICS INC.
PROXY
FOR USE AT THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 17, 2001.
The undersigned holder of Series A Convertible Preferred Shares ("Series A
preferred shares") of Visible Genetics Inc. (the "Company") hereby appoints
Richard T. Daly, President and Chief Executive Officer of the Company, or
failing him, Thomas J. Clarke, Chief Financial Officer, or instead of any of the
foregoing _______________________________ as the nominee of the undersigned to
attend and act for and on behalf of the undersigned at the Annual Meeting of the
Shareholders of the Company to be held on the 17th day of May, 2001, and at any
adjournment or adjournments thereof.
The undersigned specifies that all of the Series A preferred shares of the
Company owned by him and represented by this form of proxy shall be voted as
follows:
(CONTINUED ON REVERSE SIDE)
FOLD AND DETACH HERE
If no specification is made with respect to the voting Please mark your
on the resolutions referred to in items 1 or 2 below, votes as
the proxy nominee is instructed to vote the Series A indicated in this X
preferred shares represented by this proxy on such example
matter and in favor of such resolution
1. ELECTION OF SERIES A DIRECTOR
(INSTRUCTION: TO WITHHOLD
AUTHORITY TO VOTE FOR THE
NOMINEE, STRIKE A LINE
THROUGH THE NOMINEE'S NAME
BELOW.)
Jonathan S. Leff
FOR the nominee WITHHOLD AUTHORITY
listed to the right to vote for the
(except as marked nominee listed to
to the contrary) the right
[ ] [ ]
2. RESOLUTION APPROVING THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP as
auditors of the Company and authorizing the Board of Directors to fix
their remuneration.
FOR WITHHOLD
[ ] [ ]
3. To vote at the discretion of the proxy nominee on any amendments or
variations to the foregoing and on any other matter which may properly
come before the meeting or any adjournment or adjournments thereof.
THIS PROXY IS SOLICITED ON BEHALF OF MANAGEMENT OF THE
COMPANY. SHAREHOLDERS HAVE THE RIGHT TO APPOINT A PERSON
TO ATTEND AND ACT ON THEIR BEHALF AT THE ANNUAL MEETING
OTHER THAN THE NOMINEES DESIGNATED AND MAY EXERCISE SUCH
RIGHT BY STRIKING OUT THE NAMES OF THE PERSONS
DESIGNATED THEREIN AND INSERTING THE NAME OF THEIR
NOMINEE IN THE BLANK SPACE PROVIDED ABOVE FOR THAT
PURPOSE OR BY COMPLETING ANOTHER FORM OF PROXY AND, IN
EITHER CASE, DELIVERING THE COMPLETED AND EXECUTED FORM
OF PROXY TO THE COMPANY AT LEAST ONE HOUR PRIOR TO THE
MEETING, OR TO THE COMPANY'S TRANSFER AGENT PRIOR TO
4:00 P.M. NEW YORK CITY TIME, ON THE BUSINESS DAY
IMMEDIATELY PRIOR TO THE ANNUAL MEETING.
(SIGNATURE OF SHAREHOLDER) (NAME OF SHAREHOLDER - PLEASE PRINT) DATED THIS DAY OF , 2001.
---------------------- --------- -- ----
THIS PROXY MUST BE SIGNED AND DATED BY THE SHAREHOLDER OR HIS OR HER ATTORNEY AUTHORIZED IN WRITING, OR, IF THE SHAREHOLDER IS A
CORPORATION, EXECUTED BY A DULY AUTHORIZED OFFICER OR ATTORNEY.
FOLD AND DETACH HERE
NOTES:
1. This proxy must be signed and dated by the shareholder or his or her attorney
authorized in writing, or, if the shareholder is a corporation, executed by a
duly authorized officer or attorney.
2. IF NO SPECIFICATION IS MADE WITH RESPECT TO THE VOTING ON THE RESOLUTIONS
REFERRED TO IN ITEMS 1 OR 2 ABOVE, THE PROXY NOMINEE IS INSTRUCTED TO VOTE THE
SERIES A PREFERRED SHARES REPRESENTED BY THIS PROXY ON SUCH MATTER AND IN FAVOR
OF SUCH RESOLUTION.
3. Proxies to be used at the meeting must be received at the Company's office at
least one hour prior to the Annual Meeting, or at the office of the Company's
transfer agent by 4:00 p.m. New York City time on the business day immediately
prior to the Annual Meeting.
4. Please date the proxy. If this proxy is not dated in the space provided, it
is deemed to bear the date on which it is mailed.
Please return this proxy using the enclosed postage paid envelope.
FORM OF PROXY SOLICITED BY THE MANAGEMENT OF
VISIBLE GENETICS INC.
PROXY
FOR USE AT THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 17, 2001.
The undersigned common shareholder of Visible Genetics Inc. (the "Company")
hereby appoints Richard T. Daly, President and Chief Executive Officer of the
Company, or failing him, Thomas J. Clarke, Chief Financial Officer, or instead
of any of the foregoing _______________________________ as the nominee of the
undersigned to attend and act for and on behalf of the undersigned at the Annual
Meeting of the Shareholders of the Company to be held on the 17th day of May,
2001, and at any adjournment or adjournments thereof.
The undersigned specifies that all of the common shares of the Company owned by
him and represented by this form of proxy shall be voted as follows:
(CONTINUED ON REVERSE SIDE)
FOLD AND DETACH HERE
If no specification is made with respect to the voting on the resolutions Please mark your
referred to in items 1 or 2 below, the proxy nominee is instructed to votes as
vote the common shares represented by this proxy on such matter and in indicated in this X
favor of such resolution example
1. ELECTION OF CLASS II DIRECTORS (INSTRUCTION: TO WITHHOLD AUTHORITY TO
VOTE FOR ANY INDIVIDUAL NOMINEE, STRIKE
FOR all WITHHOLD A LINE THROUGH THAT NOMINEE'S NAME BELOW.)
nominees AUTHORITY
listed to the to vote for Richard T. Daly
right (except all nominees
as marked to listed to the Dr. Lloyd M. Smith
the contrary) right
[ ] [ ] Dr. Konrad Weis
2. RESOLUTION APPROVING THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP as
auditors of the Company and authorizing the Board of Directors to fix
their remuneration.
FOR WITHHOLD
[ ] [ ]
3. To vote at the discretion of the proxy nominee on any amendments or
variations to the foregoing and on any other matter which may properly
come before the meeting or any adjournment or adjournments thereof.
THIS PROXY IS SOLICITED ON BEHALF OF MANAGEMENT OF THE
COMPANY. SHAREHOLDERS HAVE THE RIGHT TO APPOINT A PERSON
TO ATTEND AND ACT ON THEIR BEHALF AT THE ANNUAL MEETING
OTHER THAN THE NOMINEES DESIGNATED AND MAY EXERCISE SUCH
RIGHT BY STRIKING OUT THE NAMES OF THE PERSONS
DESIGNATED THEREIN AND INSERTING THE NAME OF THEIR
NOMINEE IN THE BLANK SPACE PROVIDED ABOVE FOR THAT
PURPOSE OR BY COMPLETING ANOTHER FORM OF PROXY AND, IN
EITHER CASE, DELIVERING THE COMPLETED AND EXECUTED FORM
OF PROXY TO THE COMPANY AT LEAST ONE HOUR PRIOR TO THE
MEETING, OR TO THE COMPANY'S TRANSFER AGENT PRIOR TO
4:00 P.M. NEW YORK CITY TIME, ON THE BUSINESS DAY
IMMEDIATELY PRIOR TO THE ANNUAL MEETING.
(SIGNATURE OF SHAREHOLDER) (NAME OF SHAREHOLDER - PLEASE PRINT) DATED THIS DAY OF , 2001.
---------------------- --------- -- ----
THIS PROXY MUST BE SIGNED AND DATED BY THE SHAREHOLDER OR HIS OR HER ATTORNEY AUTHORIZED IN WRITING, OR, IF THE SHAREHOLDER IS A
CORPORATION, EXECUTED BY A DULY AUTHORIZED OFFICER OR ATTORNEY.
FOLD AND DETACH HERE
NOTES:
1. This proxy must be signed and dated by the shareholder or his or her attorney
authorized in writing, or, if the shareholder is a corporation, executed by a
duly authorized officer or attorney.
2. IF NO SPECIFICATION IS MADE WITH RESPECT TO THE VOTING ON THE RESOLUTIONS
REFERRED TO IN ITEMS 1 OR 2 ABOVE, THE PROXY NOMINEE IS INSTRUCTED TO VOTE THE
COMMON SHARES REPRESENTED BY THIS PROXY ON SUCH MATTER AND IN FAVOR OF SUCH
RESOLUTION.
3. Proxies to be used at the meeting must be received at the Company's office at
least one hour prior to the Annual Meeting, or at the office of the Company's
transfer agent by 4:00 p.m. New York City time on the business day immediately
prior to the Annual Meeting.
4. Please date the proxy. If this proxy is not dated in the space provided, it
is deemed to bear the date on which it is mailed.
Please return this proxy using the enclosed postage paid envelope.