Ann: Supplementary Explanatory Memorandum, page-10

Re: 'If you don't vote, your OPEN votes will be directed FOR the merger'

I'm not sure this is correct.

I believe that doing nothing means just that (ie no vote one way or the other), it's only if you appoint the chairman as proxy and don't tick the for/against/abstain box that the chairman will vote on your behalf. I don't think anybody (or many people anyway) will go as far as appointing the chairman proxy and then not directing him how to vote.

Of course everyone should vote, and every vote against makes it harder for the proposal to get up, but doing nothing isn't a vote 'For'.