Notice of Internet Availability

 

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   LOGO    Vote by Internet
     

 

• Go to www.investorvote.com/CPWR

     

 

• Or scan the QR code with your smartphone

     

 

• Follow the steps outlined on the secure  website

 

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Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to be Held on August 28, 2012

Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual shareholders’ meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important!

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The proxy statement, form of proxy and annual report to shareholders are available at:

 

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LOGO      Easy Online Access — A Convenient Way to View Proxy Materials and Vote
  

 

When you go online to view materials, you can also vote your shares.

 

Step 1: Go to www.investorvote.com/CPWR.

  

 

Step 2: Click the View button(s) to access the proxy materials.

  

 

Step 3: Return to the investorvote.com window and follow the instructions on the screen to log in.

  

 

Step 4: Make your selection as instructed on each screen to select delivery preferences and vote.

 

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Compuware Annual Meeting Notice & Admission Ticket

This is a notice to you that Compuware’s Annual Meeting of Shareholders will be held on August 28, 2012, at Compuware headquarters, One Campus Martius, Detroit, MI 48226, at 3:00 p.m. Eastern time to consider and act upon the following matters:

 

  1. The election of eleven directors to serve until the next Annual Meeting of Shareholders and until their successors are elected and qualified:

 

Dennis W. Archer    Gurminder S. Bedi    William O. Grabe    Frederick A. Henderson
Peter Karmanos, Jr.    Faye Alexander Nelson    Robert C. Paul    Glenda D. Price
W. James Prowse    G. Scott Romney    Ralph J. Szygenda   

 

  2. A non-binding proposal to ratify the appointment of Deloitte & Touche LLP, our independent registered public accounting firm, to audit our consolidated financial statements for the fiscal year ending March 31, 2013;

 

  3. A non-binding proposal to ratify the Rights Agreement, dated October 25, 2000, as amended on March 9, 2012.

 

  4. A proposal to approve the amendment to the Restated Articles of Incorporation to adopt a majority vote standard for the election of directors.

 

  5. A non-binding proposal to approve the compensation of the Company’s named executive officers.

 

  6. Such other business as may properly come before the meeting.

The Board of Directors recommends that you vote FOR the listed nominees and FOR the proposals in items 2, 3, 4 and 5.

PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you.

 

 

Directions to the Compuware 2012 Annual Meeting

The entrance for Compuware visitor parking is on Farmer Street between Monroe Street and Gratiot Avenue. Once you have parked, please take the elevator down to Farmer Street (ground) level. Cross the street to the Farmer Street entrance of the Compuware building, and make your way to the registration desk.

For directions to Compuware’s headquarters, go to www.compuware.com/hqdirections.

Due to space configurations at our headquarters, it may be necessary for us to use an additional conference room to accommodate all shareholders who wish to attend.

 

 

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Obtaining a Copy of the Proxy Materials – If you want to receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed below on or before August 15, 2012, to facilitate timely delivery.

 

Here’s how to order a copy of the proxy materials:

 

Paper copies: Current and future paper delivery requests can be submitted via the telephone, Internet or e-mail options below.

 

E-mail copies: Current and future e-mail delivery requests must be submitted via the Internet following the instructions below. If you request an e-mail copy of current materials, you will receive an e-mail with a link to the materials.

 

PLEASE NOTE: You must use the number in the shaded bar on the reverse side when requesting a set of proxy materials.

  

 

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Internet – Go to www.investorvote.com/CPWR. Follow the instructions to log in and order a paper or e-mail copy of the current meeting materials.

  

 

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Telephone – Call us free of charge at 1-866-641-4276 using a touch-tone phone and follow the instructions to log in and order a paper copy of the materials by mail for the current meeting.

  

 

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E-mail – Send e-mail to investorvote@computershare.com with “Proxy Materials Compuware” in the subject line. Include in the message your full name and address, plus the number located in the shaded bar on the reverse, and state in the e-mail that you want a paper copy of current meeting materials.

  

 

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