| Notice to Members |
| Notice No. 31 01/17/2006 |
| Procedures for 2006 Annual Meeting of Stockholders of NYMEX Holdings, Inc. |
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On January 23, 2006, the Membership Subcommittee will hold an open meeting at 3:00 p.m. in Boardroom 1012 to accept recommendations of names for proposed nominees for the Board of Directors. At that meeting, stockholders may recommend proposed nominees for each open position. The Board of Directors positions for which nominations will be accepted are: ONE (1) FCM - ONE 3-Year Term ONE (1) Local - ONE 3-Year Term TWO (2) Floor Brokers - ONE 3-Year Term; ONE 1-Year Term ONE (1) Trade - ONE 3-Year Term TWO (2) Equity Holders - ONE 3-Year Term; ONE 1-Year Term ONE (1) At-Large - ONE 3-Year Term TWO (2) Public Directors - TWO 3-Year Terms A stockholder may not recommend more than one candidate per category. Written recommendations by stockholders proposing candidates may be presented prior to or at this meeting. Thereafter, a list of the recommendations of proposed nominees will be compiled and immediately posted. Additional written recommendations by stockholders for proposed nominees may be submitted to the Subcommittee (c/o the Donna Talamo, Vice President & Assistant Corporate Secretary, NYMEX, NO PERSON, UNLESS THEIR NAME HAS BEEN SUBMITTED BY 5:00 P.M. ON FRIDAY, JANUARY 27, 2006 IN ACCORDANCE WITH THESE PROCEDURES, WILL BE PERMITTED TO STAND FOR ELECTION. Please note that in order to qualify as a Public Director, a person must be knowledgeable of futures trading or financial regulation or otherwise capable of contributing to the deliberations of the Board of Directors and may not be a member of the Exchange or affiliated with any member of the Exchange or be an employee of the Exchange. In addition, a Public Director must satisfy the relevant Independent Director listing standards resulting from the Sarbanes-Oxley Act of 2002 and subsequent rules and regulations of the Securities and Exchange Commission. These independence standards seek to ensure that the Directors who are designated as “independent” are indeed independent from, and not beholden to, management. For example, any Director who directly or indirectly receives from the Exchange any consulting, advisory, or other compensatory fees (other than Director and committee fees), or who otherwise has a material relationship with the Exchange or its independent accountants, can not be considered “independent” and cannot qualify as a Public Director. The Board of Directors has final authority to determine whether a particular Director or Director-nominee qualifies as a Public Director. After January 27, 2006, the Subcommittee will convene to make its determination as to the eligibility of the proposed nominees to run in the category for which he was proposed or otherwise qualified. Such determination will be immediately posted. Should the Subcommittee determine that a proposed candidate is ineligible to run in the category for which he was recommended, written notice thereof shall immediately be submitted to that person. To assist the Subcommittee, NYMEX members may submit information regarding the eligibility of a proposed nominee to the Subcommittee. All such submissions must be received by TO BE OFFICIALLY NOMINATED, EACH PROPOSED NOMINEE WILL BE REQUIRED TO FILE WITH THE OFFICE OF THE CORPORATE SECRETARY A DECLARATION WHICH STATES THE CATEGORY IN WHICH THE PERSON INTENDS TO STAND FOR ELECTION. FAILURE TO SUBMIT A DECLARATION TO THE OFFICE OF THE CORPORATE SECRETARY BY 5:00 P.M. ON TUESDAY, FEBRUARY 21, 2006 WILL RENDER THE PROPOSED NOMINEE INELIGIBLE TO RUN IN ANY CATEGORY. Note, only those persons who were proposed by January 27, 2006 will be permitted to be officially nominated. A candidates’ forum is scheduled to be held on Thursday, March 9, 2006. The election will be held on Tuesday, March 21, 2006. |
| Should you have any questions or require any further information, please contact exchangeinfo@nymex.com |