Communicating with Directors
CMS and Consumers shareholders, employees or third parties can communicate with the Boards of Directors, Committees of the Boards, the independent directors as a group, or an individual director, including our Chairman or our Presiding Director, by sending a written communication to:
Corporate Secretary
CMS Energy Corporation
One Energy Plaza
Jackson, MI 49201-2276
Envelopes should be clearly marked “Board Communication” or “Director Communication”. The Corporate Secretary will forward such communications to the Board or the appropriate Committees or group of directors or individual director.
Submitting Compliance Concerns
Any shareholder, employee or third party who wishes to submit a compliance concern to the Boards or applicable Committees, including complaints regarding accounting, internal accounting controls or auditing matters to the Audit Committees, may do so by any of the following means:
Mail:
c/o the Chief Compliance Officer
CMS Energy Corporation
One Energy Plaza
Jackson, MI 49201-2276
E-mail: cmscompliance@cmsenergy.com
www.ethicspoint.com
CMS Compliance Hotline:
(800) CMS-5212 (internally monitored)
(800) ETHICSP (externally monitored)
All such communications initially will be reviewed by the Chief Compliance Officer (who reports directly to the Audit Committees of the Boards) prior to being forwarded to the Boards or the appropriate Committees or Directors.
Procedures to Recommend or Nominate Director Candidates
Shareholders can submit recommendations of nominees for election to the Boards of Directors. Shareholders' recommendations will be provided to the Governance and Public Responsibility Committees for consideration. Qualifying shareholders may also nominate board candidates for inclusion in our proxy statement.
The information that must be included and the procedures that must be followed by a shareholder wishing to recommend a director candidate for the Boards' consideration are the same as the information that would be required to be included and the procedure that would be required to be followed under our CMS Energy Bylaws if the shareholder wished to nominate that candidate directly. Accordingly, any recommendation or nomination submitted by a shareholder regarding a director candidate must be submitted within the time frame provided in the Bylaws for director nominations and must include (a) a statement from the proposed nominee that he or she has consented to the submission of the recommendation or nomination and (b) such other information about the proposed nominee(s) or nominating shareholder(s) that would be required by our Bylaws.
Shareholders should send their written recommendations of nominees to:
Corporate Secretary
CMS Energy Corporation
One Energy Plaza
Jackson, MI 49201-2276