SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. __________)
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to (S) 240.14a-11(c) or (S) 240.14a-12
Fortis Securities, Inc.
-----------------------------------------
(Name of Registrant as Specified in its Charter)
(specify)
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(Name of Person(s) Filing Proxy Statement if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] $125 per Exchange Act Rules O-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or
Item 22(a)(2) of Schedule 14A.
[ ] Fee computed on table below per Exchange Act Rules 14a96(i)(4) and O-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(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):
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(4) Proposed maximum aggregate value of transaction :
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(5) Total fee paid:
[ ] Fee paid previously by written 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:
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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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FORTIS SECURITIES, INC.
500 Bielenberg Drive, Woodbury, Minnesota 55125
Mailing Address: P.O. Box 64284, St. Paul, Minnesota 55164
NOTICE OF ANNUAL SHAREHOLDERS' MEETING
TO BE HELD ON DECEMBER 10, 1998
The annual meeting of the shareholders of Fortis Securities, Inc. (the
"Company") will be held at the offices of Fortis Advisers, Inc. ("Advisers"),
500 Bielenberg Drive, Woodbury, Minnesota, on Thursday, December 10, 1998, at
10:00 a.m. for the following purposes:
1. To set the number of directors at eleven and to elect a Board of
Directors.
2. To ratify the selection by the Board of Directors of the Company of
KPMG Peat Marwick LLP as independent public accountants for the
Company for the fiscal year ending July 31, 1999.
3. To transact such other business as may properly come before the
meeting.
Shareholders of record on October 23, 1998, are the only persons entitled
to notice of and to vote at the meeting.
Your attention is directed to the attached Proxy Statement. WHETHER OR NOT
YOU EXPECT TO BE PRESENT AT THE MEETING, PLEASE FILL IN, SIGN, DATE, AND MAIL
THE ENCLOSED PROXY AS PROMPTLY AS POSSIBLE IN ORDER TO SAVE THE COMPANY ANY
FURTHER SOLICITATION EXPENSE. An addressed envelope for which no postage is
required is enclosed.
Michael J. Radmer
Secretary
Dated: November 16, 1998
FORTIS SECURITIES, INC.
500 Bielenberg Drive, Woodbury, Minnesota 55125
Mailing Address: P.O. Box 64284, St. Paul, Minnesota 55164
PROXY STATEMENT
ANNUAL MEETING OF THE SHAREHOLDERS--DECEMBER 10, 1998
The enclosed proxy is solicited by the Board of Directors of Fortis
Securities, Inc. (the "Company") in connection with the annual meeting of
shareholders of the Company to be held December 10, 1998, and at any adjournment
of the meeting. The costs of solicitation, including the cost of preparing and
mailing the Notice of Annual Shareholders' Meeting and this Proxy Statement,
will be paid by the Company, and such mailing will take place on approximately
November 16, 1998. Representatives of Fortis Advisers, Inc. ("Advisers"), the
investment adviser and manager of the Company, without cost to the Company, may
solicit proxies for the management of the Company by means of mail, telephone,
or personal calls. The address of Advisers is that of the Company as provided
above.
A proxy may be revoked by giving written notice of revocation to the
Secretary of the Company. Unless revoked, properly executed proxies that have
been returned by shareholders without instructions will be voted "for" each
proposal. In instances where choices are specified by the shareholders in the
proxy, those proxies will be voted or the vote will be withheld in accordance
with the shareholder's choice. With regard to the election of directors, votes
may be cast in favor or withheld. Abstentions may be specified for Proposal 2
(ratification of independent public accountants). Abstentions and votes
withheld with respect to the election of directors will be counted as present
for purposes of determining whether a quorum of shares is present at the
meeting, and will have the same effect as a vote "against" such item. So far as
the Board of Directors is aware, no matters other than those described in this
Proxy Statement will be acted upon at the meeting. Should any other matters
properly come before the meeting calling for a vote of shareholders, it is the
intention of the persons named as proxies to vote upon such matters according to
their best judgment.
Only those shareholders owning shares as of the close of business on
October 23, 1998, may vote at the meeting or any adjournments of the meeting.
As of that date, there were issued and outstanding 12,642,556 common shares,
$.01 par value. Common shares represent the only class of securities of the
Company. Each shareholder is entitled to one vote for each share held.
If a quorum is not present at a meeting, or if a quorum is present but
sufficient votes to approve any of the proposals are not received, the persons
named as proxies may propose one or more adjournments of the meeting to permit
further solicitation of proxies. In determining whether to adjourn the meeting,
the following factors may be considered: the nature of the proposals that are
the subject of the meeting, the percentage of votes actually cast, the
percentage of negative votes actually cast, the nature of any further
solicitation, and the information to be provided to shareholders with respect to
the reasons for the solicitation. Any adjournment will require the affirmative
vote of a majority of those shares represented at the meeting in person or by
proxy.
-1-
A COPY OF THE COMPANY'S MOST RECENT ANNUAL REPORT IS AVAILABLE UPON
REQUEST. IF YOU WOULD LIKE TO RECEIVE A COPY, PLEASE CONTACT THE COMPANY AT
P.O. BOX 64284, ST. PAUL, MINNESOTA 55164 OR CALL 1-800-800-2000, EXTENSION
4579, AND A COPY WILL BE SENT, WITHOUT CHARGE, BY FIRST CLASS MAIL WITHIN THREE
BUSINESS DAYS OF YOUR REQUEST.
SHARE OWNERSHIP
The following table sets forth the number of shares of the Company and the
number of shares of all investment companies managed by Advisers (the "Fund
Complex") owned beneficially by the directors of the Company and by all officers
and directors as a group, as of November 11, 1998.
NUMBER OF COMPANY NUMBER OF FUND COMPLEX*
BENEFICIAL OWNER SHARES BENEFICIALLY OWNED SHARES BENEFICIALLY OWNED
- ----------------------------- ------------------------- -------------------------
Richard W. Cutting -0- 8,045
Allen R. Freedman -0- 28,133
Dr. Robert M. Gavin -0- 34,655
Benjamin S. Jaffray 400 1,585
Jean L. King 100 14,144
Dean C. Kopperud 1,100 9,154
Edward M. Mahoney 5,000 153,410
Robb L. Prince 474 93,396
Leonard J. Santow -0- 88,698
Noel S. Shadko 100 1,012
Joseph M. Wikler -0- 122,524
Officers and directors 7,174 717,857
as a group
* The Fund Complex currently consists of the Company and eight open-end
investment companies managed by the Adviser.
As of November 11, 1998, all directors and officers as a group owned less
than 1% of the outstanding shares of the Company. As of this date, no person,
to the knowledge of Company management, owned beneficially more than 5% of the
voting shares of the Company.
PROPOSAL ONE
ELECTION OF DIRECTORS
At the meeting, shareholders will be asked to elect the members of the
Company's Board of Directors. The Bylaws of the Company provide that the
shareholders have the power to set the number of Directors (subject to the
authority of the Board of Directors to increase or decrease the number as
permitted by law). The Company's management recommends that the number of
directors to be elected at the annual meeting be set at eleven. Unless
otherwise instructed, the proxies will vote in favor of a resolution to set the
number of directors at eleven.
-2-
It is intended that the enclosed proxy will be voted for the election of
the eleven persons named below as directors unless such authority has been
withheld in the proxy. All of the nominees were elected directors by the
shareholders at their last annual meeting and are currently serving as directors
of the Company. The term of office of persons elected will be until the next
annual meeting of the shareholders or until their successors are elected and
shall qualify. Pertinent information regarding each nominee's principal
occupation and business experience during the past five years is set forth
below. Each nominee also serves as a Director of each of the open-end
investment companies managed by the Adviser, with the exception of Mr. Jaffray
and Ms. Shadko who are not directors of Fortis Series Fund, Inc.
NAME, AGE, TERM OF OFFICE PRINCIPAL OCCUPATION/BUSINESS EXPERIENCE
- ----------------------------- ---------------------------------------------------------------------
Richard W. Cutting, Age 67 Certified public accountant and financial consultant.
Director since 1993 (1)
Allen R. Freedman *, Age 58 Chairman, Chief Executive Officer and President of Fortis, Inc.; a
Director since 1987 Managing Director of Fortis International, N.V.; director of Systems
and Computer Technology Corporation and Genesis Health
Ventures, Inc.
Dr. Robert M. Gavin, Age 58 President, Cranbrook Education Community; prior to July 1996,
Director since 1986 (2) President, Macalester College. St. Paul, MN.
Benjamin S. Jaffray, Age 68 Chairman of the Sheffield Group, Ltd., a financial consulting group.
Director since 1984 (2)
Jean L. King, Age 54 President, Communi-King, a communications consulting firm.
Director since 1984 (1)
Dean C. Kopperud*, Age 46 Chief Executive Officer and a Director of Advisers; President and a
Director since 1995 (2) Director of Fortis Investors, Inc. ("Investors"), the underwriter of
shares of investment companies affiliated with the Company;
President of Fortis Financial Group; a Director of Fortis Benefits
Insurance Company and Senior Vice President of Time Insurance
Company.
Edward M. Mahoney, Age 68 Retired; prior to December 1994, Chairman, Chief Executive
Director since 1979 (2) Officer and a Director of Advisers and of Investors, Senior Vice
President and a Director of Fortis Benefits Life Insurance Company
and Senior Vice President of Time Insurance Company; director of
Analysts International Corporation.
Robb L. Prince, Age 57 Financial and employee benefit consultant; prior to July 1995, Vice
Director since 1982 (2) President and Treasurer, Jostens, Inc., a producer of products and
services for youth, education, sports award, and recognition
markets; director of Analysts International Corporation.
-3-
NAME, AGE, TERM OF OFFICE PRINCIPAL OCCUPATION/BUSINESS EXPERIENCE
- ----------------------------- ---------------------------------------------------------------------
Leonard J. Santow, Age 62 Principal, Griggs & Santow, Inc., economic and financial
Director since 1972 (3) consultants.
Noel S. Shadko, Age 44 Marketing consultant; prior to 1996, Senior Vice President,
Director since 1996 (2) Marketing and Strategic Planning, Rollerblade, Inc.
Investment consultant and private investor; prior to 1994, Director
Joseph M. Wikler, Age 57 of Research, Chief Investment Officer, Principal and a Director,
Director since 1994 (1) The Rothschild Co., an investment adviser, Baltimore, MD.
* Denotes directors who are interested persons, as defined in the Investment
Company Act of 1940, as amended (the "1940 Act"), of the Company and
Advisers. Mr. Kopperud is an "interested person" of Advisers and the Company
primarily because he holds certain positions, including serving as Chief
Executive Officer and a director of Advisers. Mr. Freedman is an "interested
person" of Advisers and the Company primarily because he holds certain
positions, including serving as Chairman and Chief Executive Officer of
Fortis, Inc., the parent company of Advisers, and as a Managing Director of
Fortis International, N.V., the parent company of Fortis, Inc.
(1) Member of the Audit Committee of the Board of Directors.
(2) Member of the Executive Committee of the Board of Directors.
(3) Member of the Investment Consulting Committee of the Board of Directors.
The Company has an Audit Committee of the Board of Directors whose members
are selected annually by the full Board of Directors. The Audit Committee
currently consists of Ms. King, Mr. Wikler and Mr. Cutting, who serves as its
chairperson. The Audit Committee met two times during the fiscal year ended
July 31, 1998. The Company does not have a standing compensation committee or a
standing nominating committee of the Board of Directors.
The functions performed by the Audit Committee are to recommend annually to
the Board a firm of independent certified public accountants to audit the books
and records of the Company for the ensuing year; to monitor that firm's
performance; to review with the firm the scope and results of each audit and
determine the need, if any, to extend audit procedures; to confer with the firm
and representatives of the Company on matters concerning the Company's financial
statements and reports, including the appropriateness of its accounting
practices and of its financial controls and procedures; to evaluate the
independence of the firm; to review procedures to safeguard portfolio
securities; to review the purchase by the Company from the firm of nonaudit
services; to review all fees paid to the firm; and to facilitate communications
between the firm and the Company's officers and directors.
During the Company's fiscal year ended July 31, 1998, there were four
meetings of the Board of Directors. No director attended fewer than 75% of the
aggregate of the number of meetings of the Board of Directors and the number of
meetings held by all committees of the Board on which such director served.
-4-
No compensation is paid by the Company to any Director or officer who is an
officer or employee of Advisers or Investors or any affiliated company. The
Company pays each director who is not affiliated with Advisers or Investors a
monthly fee of $100 and a fee of $100 for each directors' meeting and each
committee meeting attended. The following table sets forth the compensation
received by each director from the Company during the fiscal year ended July 31,
1998, as well as the total compensation received by each director from the Fund
Complex during the calendar year ended December 31, 1997. Mr. Freedman and Mr.
Kopperud did not receive any such compensation and they are not included in the
table.
COMPENSATION TOTAL COMPENSATION
DIRECTOR FROM THE COMPANY FROM FUND COMPLEX
- --------------------- ---------------- ------------------
Richard W. Cutting $1,800 $31,200
Dr. Robert M. Gavin $1,800 $31,200
Benjamin S. Jaffray $1,700 $24,300
Jean L. King $1,700 $32,200
Edward M. Mahoney $1,800 $31,200
Robb L. Prince $1,800 $33,200
Leonard J. Santow $1,700 $30,200
Noel S. Shadko $1,800 $22,200
Joseph M. Wikler $1,800 $31,200
THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS SET THE NUMBER OF
DIRECTORS AT ELEVEN AND VOTE IN FAVOR OF THE ABOVE NOMINEES TO SERVE AS
DIRECTORS OF THE COMPANY. The vote of a majority of the shares represented at
the meeting, provided at least a quorum (more than 50% of the outstanding
shares) is represented in person or by proxy, is sufficient for the election of
the above nominees. Unless otherwise instructed, the proxies will vote for the
above eleven nominees. All of the nominees listed above have consented to serve
as directors if elected. In the event any of the above nominees are not
candidates for election at the meeting, the proxies may vote for such other
persons as management may designate. Nothing currently indicates that such a
situation will arise.
PROPOSAL TWO
RATIFICATION OF
INDEPENDENT PUBLIC ACCOUNTANTS
The 1940 Act provides that every registered investment company shall be
audited at least once each year by independent public accountants selected by a
majority of the directors of the investment company who are not interested
persons of the investment company or of its investment adviser. The 1940 Act
provides that the selection be submitted for ratification or rejection by the
shareholders.
The Company's Board of Directors, including a majority of the directors who
are not interested persons of Advisers or the Company, upon the recommendation
of the Company's Audit Committee, have selected KPMG Peat Marwick LLP to be the
Company's independent public accountants for the fiscal year ending July 31,
1999. KPMG Peat Marwick LLP has no direct or material indirect financial
interest in the Company or in Advisers, other than receipt of fees for services
to the Company. KPMG Peat Marwick LLP has served as the independent public
accountants of the Company since the fiscal year ended July 31, 1989. KPMG Peat
Marwick LLP also serves as independent public accountants for each of the other
investment companies managed by Advisers.
-5-
Representatives of KPMG Peat Marwick LLP are expected to be present at the
meeting. Such representatives will be given the opportunity to make a statement
to the shareholders if they desire to do so and are expected to be available to
respond to any questions which may be raised at the meeting.
THE BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE IN FAVOR OF THE
RATIFICATION OF KPMG PEAT MARWICK LLP AS THE INDEPENDENT PUBLIC ACCOUNTANTS FOR
THE COMPANY. The affirmative vote of a majority of the shares represented at
the meeting, provided at least a quorum (more than 50% of the outstanding
shares) is represented in person or by proxy, is sufficient for the ratification
of the selection of the independent public accountants. Unless otherwise
instructed, the proxies will vote for the ratification of the selection of KPMG
Peat Marwick LLP as the Company's independent public accountants.
EXECUTIVE OFFICERS OF THE COMPANY
Information about each executive officer's position and term of office with
the Company and business experience during the past five years is set forth
below. Unless otherwise indicated, all positions have been held more than five
years. No executive officer receives any compensation from the Company.
NAME AND (AGE) POSITION/TERM OF OFFICE BUSINESS EXPERIENCE DURING PAST FIVE YEARS
- ------------------------ -------------------------- --------------------------------------------------------
Dean C. Kopperud (46) President since 1995 See biographical information in Proposal One.
Gary N. Yalen (56) Vice President since 1995 President and Chief Investment Officer of Advisers
(since 1995) and Senior Vice President, Investments,
of Fortis, Inc.; prior to 1996, President and Chief
Investment Officer, Fortis Asset Management, a
former division of Fortis, Inc.
Howard G. Hudson Vice President since 1995 Executive Vice President and Head of Fixed Income
(61) Investments of Advisers since 1995; prior to 1996,
Senior Vice President, Fixed Income, Fortis Asset
Management.
Lucinda S. Mezey (51) Vice President since 1997 Executive Vice President and Head of Equity
Investments of Advisers since October 1997; from
1995 to October 1997, Chief Investment Officer, Alex
Brown Capital Advisory and Trust Co., Baltimore,
MD; prior to 1995, Senior Vice President and Head of
Equity Investments, PNC Bank, Philadelphia, PA.
James S. Byrd (47) Vice President since 1991 Executive Vice President of Advisers since 1995; prior
to 1995, Vice President of Advisers and of Investors.
Nicholas L.M. de Vice President since 1995 Vice President of Advisers since 1995; prior to 1996,
Peyster (32) Vice President, Equities, Fortis Asset Management.
-6-
NAME AND (AGE) POSITION/TERM OF OFFICE BUSINESS EXPERIENCE DURING PAST FIVE YEARS
- ------------------------ -------------------------- --------------------------------------------------------
Diane M. Gotham (40) Vice President since 1998 Vice President of Advisers since 1998; from 1994 to
1998, securities analyst for Advisers and from 1993 to
1994, systems engineer, International Business
Machines ("IBM"), Minneapolis, MN.
Laura E. Granger (37) Vice President since 1998 Vice President of Advisers since 1998; from 1993 to
1998, portfolio manager, General Motors Investment
Management, New York NY.
Maroun M. Hayek (50) Vice President since 1995 Vice President of Advisers since 1995; prior to 1996,
Vice President, Fixed Income, Fortis Asset
Management.
Robert C. Lindberg Vice President since 1993 Vice President of Advisers since 1993.
(44)
Charles L. Mehlhouse Vice President since 1996 Vice President of Advisers since 1996; prior to March
(56) 1996, Portfolio Manager, Marshall & Ilsley Bank
Corporation, Milwaukee, WI.
Kevin J. Michels (47) Vice President since 1995 Vice President of Advisers since 1995; prior to 1996,
Vice President, Administration, Fortis Asset
Management.
Christopher J. Pagano Vice President since 1996 Vice President of Advisers since 1996; prior to March
(35) 1996, government strategist, Merrill Lynch, New
York, NY.
Stephen M. Rickert Vice President since 1995 Vice President of Advisers since 1995; from 1994 to
(55) 1996, Corporate Bond Analyst, Fortis Asset
Management; from 1993 to 1994, Corporate Bond
Analyst, Dillon, Read & Co., Inc., New York, NY.
Michael J. Vice President since 1998 Vice President of Advisers since 1998; from 1995 to
Romanowski (47) 1998, portfolio manager, Value Line, New York, NY;
prior to 1995, securities analyst, Conning & Co.,
Hartford, CT.
Ho Wang (51) Vice President since 1998 Vice President of Advisers since 1998; from 1995 to
1998, senior securities analyst, Lord Abbet & Co.,
New York, NY; prior to 1995, portfolio manager, New
York Life, New York, NY.
-7-
NAME AND (AGE) POSITION/TERM OF OFFICE BUSINESS EXPERIENCE DURING PAST FIVE YEARS
- ------------------------ -------------------------- --------------------------------------------------------
Christopher J. Woods Vice President since 1995 Vice President of Advisers since 1995; prior to 1996
(38) Vice President, Fixed Income, Fortis Asset
Management.
Robert W. Beltz, Jr. Vice President since 1993 Vice President--Securities Operations of Advisers and
(49) of Investors.
Peggy E. Ettestad (41) Vice President since 1997 Senior Vice President, Operations of Advisers since
March 1997; prior to March 1997, Vice President,
G.E. Capital Fleet Services, Minneapolis, MN.
Tamara L. Fagely (40) Treasurer since 1993 and Second Vice President of Advisers and of Investors.
Vice President since 1996
Dickson W. Lewis (49) Vice President since 1997 Senior Vice President, Marketing and Sales of
Advisors and of Investors since July 1997; from 1993
to July 1997, President and Chief Executive Officer,
Hedstrom/Blessing, Inc., Minneapolis, MN.
David A. Peterson (56) Vice President since 1991 Vice President and Assistant General Counsel, Fortis
Benefits Insurance Company.
Scott R. Plummer (39) Vice President since 1996 Second Vice President, Corporate Counsel and
Assistant Secretary of Advisers since 1994; prior to
1994, attorney, Zelle & Larson, Minneapolis, MN.
Melinda S. Urion (45) Vice President since 1997 Senior Vice President and Chief Financial Officer of
Advisers since 1997; from 1995 to 1997, Senior Vice
President of Finance and Chief Financial Officer,
American Express Financial Corporation; prior to
March 1995, corporate controller, American Express
Financial Corporation and prior to 1994, controller and
treasurer, IDS Life Insurance Company, Minneapolis,
MN.
Rhonda J. Schwartz Vice President since 1996 Since January 1996, Senior Vice President and
(40) General Counsel of Advisers, Senior Vice President
and General Counsel, Life and Investment Products, of
Fortis Benefits Insurance Company and Vice President
and General Counsel, Life and Investment Products, of
Time Insurance Company; from 1993 to January 1996,
Vice President and General Counsel, Fortis, Inc.
-8-
NAME AND (AGE) POSITION/TERM OF OFFICE BUSINESS EXPERIENCE DURING PAST FIVE YEARS
- ------------------------ -------------------------- --------------------------------------------------------
Michael J. Radmer (53) Secretary since 1978 Partner, Dorsey & Whitney LLP, the Company's
General Counsel.
OTHER MATTERS
Management does not intend to present any business to the meeting not
mentioned in this Proxy Statement and currently knows of no other business to be
presented. If any other matters are brought before the meeting, the persons
named as proxies will vote on such matters in accordance with their judgment of
the best interests of the Company.
Based on the Company records and other information, the Company believes
that all SEC filing requirements applicable to its directors and officers,
Advisers and companies affiliated Advisers pursuant to Section 16(a) of the
Securities Exchange Act of 1934, with respect to the Company's fiscal year
ending July 31, 1998, were satisfied.
SHAREHOLDER PROPOSALS
Proposals of Company shareholders intended to be presented at the 1999
annual shareholders' meeting must be received at the Company's offices by July
15, 1999, in order to be considered for inclusion in the Company's proxy
statement and form of proxy for the 1999 annual meeting.
Dated: November 16, 1998 Michael J. Radmer, Secretary
-9-
Receipt of Notice of Annual FORTIS SECURITIES, INC.
Shareholders' Meeting and Proxy
Statement is acknowledged by your PROXY FOR ANNUAL SHAREHOLDERS' MEETING
execution of this proxy. Mark, TO BE HELD DECEMBER 10, 1998
sign, date, and return this proxy in
the addressed envelope--no postage THIS PROXY IS SOLICITED ON BEHALF OF
required. Please mail promptly to THE BOARD OF DIRECTORS
save the Company further
solification expenses. The undersigned appoints Michael J.
Radmer, Scott R. Plummer and Tamara
L. Fagely and each of them with power
FORTIS SECURITIES, INC. to act without the other and with the
PROXY SERVICE right of substitution in each, the
POST OFFICE BOX 9148 proxies of the undersigned to vote
FARMINGDALE, NY 11735-9855 all shares of Fortis Securities, Inc.
(the "Company") held by the
undersigned on November 9, 1998, at
the annual Shareholders' Meeting of
the Company, to be held at the
offices of Fortis Advisers, Inc.
("Advisers"), 500 Bielenberg Drive,
Woodbury, Minnesota, on Thursday,
December 10, 1998, at 10:00 a.m. and
at any adjournment thereof, with all
powers the undersigned would possess
if present in person. All previous
proxies given with respect to the
meeting are revoked.
THIS PROXY WILL BE VOTED AS
INSTRUCTED ON THE MATTERS SET FORTH
BELOW. IT IS UNDERSTOOD THAT IF NO
CHOICE IS SPECIFIED, THIS PROXY WILL
BE VOTED "FOR" ALL ITEMS. UPON ALL
OTHER MATTERS THE PROXIES SHALL VOTE
AS THEY DEEM IN THE BEST INTERESTS OF
THE COMPANY.
TO VOTE, MARK BLOCKS BELOW IN BLUE OR KEEP THIS PORTION FOR YOUR RECORDS.
BLACK INK AS FOLLOWS [ ][ ]
- ------------------------------------------------------------------------------
FORTIS SECURITIES, INC. DETACH AND RETURN THIS PORTION ONLY.
VOTE ON DIRECTORS 1. TO SET THE NUMBER OF DIRECTORS AT
ELEVEN AND TO ELECT THE FOLLOWING
FOR OR WITH- OR FOR NOMINEES: 01) R.W. CUTTING, 02) A.R.
ALL HOLD ALL FREEDMAN, 03) R.M. GAVIN, 04) B.S.
ALL EXCEPT JAFFRAY, 05) J.L. KING, 06) D.C.
[ ] [ ] [ ] KOPPERUD, 07) E.M. MAHONEY, 08) R.L.
PRINCE, 09) L.J. SANTOW, 10) N.S.
SHADKO, 11) J.M. WIKLER. TO WITHHOLD
AUTHORITY TO VOTE FOR ANY INDIVIDUAL
NOMINEE(S) WRITE THAT NOMINEE(S)
NUMBER ON THE LINE PROVIDED BELOW.
- -------------------------------------------------------------------------------
[ ] [ ] [ ] 2. PROPOSAL TO RATIFY THE SELECTION
FOR AGAINST ABSTAIN OF KPMG PEAT MARWICK LLP AS THE
INDEPENDENT PUBLIC ACCOUNTANTS FOR
THE COMPANY.
IN THEIR DISCRETION, THE PROXIES ARE
AUTHORIZED TO VOTE UPON SUCH OTHER
BUSINESS AS MAY PROPERLY COME BEFORE
THE MEETING OR ANY ADJOURNMENTS OR
POSTPONMENTS THEREOF.
------------------------------------
(Please sign name(s) exactly as
registered)
------------------------------------
(If there are
co-owners, both should sign)
------------------------------------
(Date)
November 16, 1998
Re: Fortis Securities, Inc. Annual Meeting of Shareholders
Dear Shareholder:
You are invited to attend the annual meeting of shareholders of Fortis
Securities, Inc. The meeting will begin at 10:00 a.m. on Thursday, December 10,
1998 at the offices of Fortis Advisers, Inc., 500 Bielenberg Drive, Woodbury,
Minnesota.
The only items on the agenda are the annual matters of electing the Fund's
directors and selecting its independent accountants. Please review the enclosed
proxy materials and return your completed proxy as promptly as possible.
Sincerely,
/s/ Dean C. Kopperud
Dean C. Kopperud
President