UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER: 811-1776
NAME OF REGISTRANT: VANGUARD WELLESLEY INCOME FUND
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: HEIDI STAM
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000
DATE OF FISCAL YEAR END: SEPTEMBER 30
DATE OF REPORTING PERIOD: JULY 1, 2009 - JUNE 30, 2010
FUND: VANGUARD WELLESLEY INCOME FUND
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ISSUER: 3M COMPANY
TICKER: MMM CUSIP: 88579Y101
MEETING DATE: 5/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: LINDA G. ALVARADO ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: GEORGE W. BUCKLEY ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: VANCE D. COFFMAN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: MICHAEL L. ESKEW ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: W. JAMES FARRELL ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: HERBERT L. HENKEL ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: EDWARD M. LIDDY ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: ROBERT S. MORRISON ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: AULANA L. PETERS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROBERT J. ULRICH ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 60; FOR
PRICEWATERHOUSECOOPERS LLP AS 3M'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: TO APPROVE THE AMENDED 2008 LONG-TERM ISSUER YES FOR FOR
INCENTIVE PLAN AND TO APPROVE THE EXPANDED
PERFORMANCE CRITERIA AVAILABLE UNDER THE 2008 LONG-
TERM INCENTIVE PLAN.
PROPOSAL #04: STOCKHOLDER PROPOSAL ON SPECIAL SHAREHOLDER YES AGAINST FOR
MEETINGS.
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ISSUER: AFLAC INCORPORATED
TICKER: AFL CUSIP: 001055102
MEETING DATE: 5/3/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DANIEL P. AMOS ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN SHELBY AMOS ISSUER YES FOR FOR
II
PROPOSAL #1C: ELECTION OF DIRECTOR: PAUL S. AMOS II ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: MICHAEL H. ISSUER YES FOR ; FOR
ARMACOST
PROPOSAL #1E: ELECTION OF DIRECTOR: KRISS CLONINGER ISSUER YES FOR FOR
III
PROPOSAL #1F: ELECTION OF DIRECTOR: JOE FRANK HARRIS ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: ELIZABETH J. ISSUER YES FOR FOR
HUDSON
PROPOSAL #1H: ELECTION OF DIRECTOR: DOUGLAS W. JOHNSON ISSUER YES FOR F OR
PROPOSAL #1I: ELECTION OF DIRECTOR: ROBERT B. JOHNSON ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: CHARLES B. KNAPP ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: E. STEPHEN ISSUER YES FOR ; FOR
PURDOM, M.D.
PROPOSAL #1L: ELECTION OF DIRECTOR: BARBARA K. RIMER, ISSUER YES FOR FOR
DR. PH
PROPOSAL #1M: ELECTION OF DIRECTOR: MARVIN R. SCHUSTER ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: DAVID GARY ISSUER YES FOR ; FOR
THOMPSON
PROPOSAL #1O: ELECTION OF DIRECTOR: ROBERT L. WRIGHT ISSUER YES FOR FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: TAKURO YOSHIDA ISSUER YES FOR FOR
PROPOSAL #02: TO CONSIDER AND APPROVE THE FOLLOWING ISSUER YES FOR FOR
ADVISORY (NON-BINDING) PROPOSAL: RESOLVED, THAT THE
SHAREHOLDERS APPROVE THE OVERALL EXECUTIVE PAY-FOR-
PERFORMANCE COMPENSATION POLICIES AND PROCEDURES
EMPLOYED BY THE COMPANY, AS DESCRIBED IN THE
COMPENSATION DISCUSSION AND ANALYSIS AND THE TABULAR
DISCLOSURE REGARDING NAMED EXECUTIVE OFFICER
COMPENSATION IN THIS PROXY STATEMENT.
PROPOSAL #03: RATIFICATION OF APPOINTMENT OF KPMG LLP ISSUER YES FOR FOR
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF
THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2010.
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ISSUER: ALTRIA GROUP, INC.
TICKER: MO CUSIP: 02209S103
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ELIZABETH E. ISSUER YES FOR FOR
BAILEY
PROPOSAL #1B: ELECTION OF DIRECTOR: GERALD L. BALILES ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN T. CASTEEN ISSUER YES FOR FOR
III
PROPOSAL #1D: ELECTION OF DIRECTOR: DINYAR S. DEVITRE ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: THOMAS F. FARRELL ISSUER YES FOR FOR
II
PROPOSAL #1F: ELECTION OF DIRECTOR: ROBERT E. R. ISSUER YES FOR FOR
HUNTLEY
PROPOSAL #1G: ELECTION OF DIRECTOR: THOMAS W. JONES ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: GEORGE MUNOZ ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: NABIL Y. SAKKAB ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: MICHAEL E. ISSUER YES FOR ; FOR
SZYMANCZYK
PROPOSAL #02: 2010 PERFORMANCE INCENTIVE PLAN ISSUER YES FOR &# 160; FOR
PROPOSAL #03: RATIFICATION OF THE SELECTION OF ISSUER YES FOR ; FOR
INDEPENDENT AUDITORS
PROPOSAL #04: SHAREHOLDER PROPOSAL 1 - FOOD SHAREHOLDER YES ABSTAIN AGAINST
INSECURITY AND TOBACCO USE
PROPOSAL #05: SHAREHOLDER PROPOSAL 2 - CREATE HUMAN SHAREHOLDER YES ABSTAIN AGAINST
RIGHTS PROTOCOLS FOR THE COMPANY AND ITS SUPPLIERS
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ISSUER: AMERICAN ELECTRIC POWER COMPANY, INC.
TICKER: AEP CUSIP: 025537101
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: E.R. BROOKS ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: DONALD M. CARLTON ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JAMES F. CORDES ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: RALPH D. CROSBY, ISSUER YES FOR FOR
JR.
PROPOSAL #1E: ELECTION OF DIRECTOR: LINDA A. GOODSPEED ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: THOMAS E. HOAGLIN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: LESTER A. HUDSON, ISSUER YES FOR FOR
JR
PROPOSAL #1H: ELECTION OF DIRECTOR: MICHAEL G. MORRIS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: LIONEL L. NOWELL ISSUER YES FOR FOR
III
PROPOSAL #1J: ELECTION OF DIRECTOR: RICHARD L. SANDOR ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: KATHRYN D. ISSUER YES FOR ; FOR
SULLIVAN
PROPOSAL #1L: ELECTION OF DIRECTOR: SARA MARTINEZ ISSUER YES FOR FOR
TUCKER
PROPOSAL #1M: ELECTION OF DIRECTOR: JOHN F. TURNER ISSUER YES FOR FOR
PROPOSAL #02: APPROVE AMENDMENTS TO THE AMERICAN ISSUER YES FOR FOR
ELECTRIC POWER SYSTEM LONG-TERM INCENTIVE PLAN.
PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ANALOG DEVICES, INC.
TICKER: ADI CUSIP: 032654105
MEETING DATE: 7/20/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO APPROVE AN EMPLOYEE STOCK OPTION ISSUER YES FOR FOR
EXCHANGE PROGRAM.
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ISSUER: ANALOG DEVICES, INC.
TICKER: ADI CUSIP: 032654105
MEETING DATE: 3/9/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRETOR: RAY STATA ISSUER YES FOR 60; FOR
PROPOSAL #1B: ELECTION OF DIRETOR: JERALD G. FISHMAN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRETOR: JAMES A. CHAMPY ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRETOR: JOHN L. DOYLE ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRETOR: JOHN C. HODGSON ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRETOR: YVES-ANDRE ISTEL ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRETOR: NEIL NOVICH ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRETOR: F. GRANT SAVIERS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRETOR: PAUL J. SEVERINO ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRETOR: KENTON J. ISSUER YES FOR & #160; FOR
SICCHITANO
PROPOSAL #02: TO RATIFY THE SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
OCTOBER 30, 2010.
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ISSUER: ASTRAZENECA PLC
TICKER: AZN CUSIP: 046353108
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RECEIVE THE COMPANY'S ACCOUNTS AND ISSUER YES FOR FOR
THE REPORTS OF THE DIRECTORS AND AUDITOR FOR THE
YEAR ENDED 31 DECEMBER 2009
PROPOSAL #02: TO CONFIRM DIVIDENDS ISSUER YES FOR FOR
PROPOSAL #03: TO RE-APPOINT KPMG AUDIT PLC, LONDON AS ISSUER YES FOR FOR
AUDITOR
PROPOSAL #04: TO AUTHORIZE THE DIRECTORS TO AGREE THE ISSUER YES FOR FOR
REMUNERATION OF THE AUDITOR
PROPOSAL #5A: ELECTION OF DIRECTOR: LOUIS SCHWEITZER ISSUER YES FOR FOR
PROPOSAL #5B: ELECTION OF DIRECTOR: DAVID BRENNAN ISSUER YES FOR FOR
PROPOSAL #5C: ELECTION OF DIRECTOR: SIMON LOWTH ISSUER YES FOR ; FOR
PROPOSAL #5D: ELECTION OF DIRECTOR: JEAN-PHILIPPE ISSUER YES FOR FOR
COURTOIS
PROPOSAL #5E: ELECTION OF DIRECTOR: JANE HENNEY ISSUER YES FOR FOR
PROPOSAL #5F: ELECTION OF DIRECTOR: MICHELE HOOPER ISSUER YES FOR FOR
PROPOSAL #5G: ELECTION OF DIRECTOR: RUDY MARKHAM ISSUER YES FOR FOR
PROPOSAL #5H: ELECTION OF DIRECTOR: DAME NANCY ISSUER YES FOR ; FOR
ROTHWELL
PROPOSAL #5I: ELECTION OF DIRECTOR: JOHN VARLEY ISSUER YES FOR FOR
PROPOSAL #5J: ELECTION OF DIRECTOR: MARCUS WALLENBERG ISSUER YES FOR FOR
PROPOSAL #06: TO APPROVE THE DIRECTORS' REMUNERATION ISSUER YES FOR FOR
REPORT FOR THE YEAR ENDED 31 DECEMBER 2009
PROPOSAL #07: TO AUTHORIZE LIMITED EU POLITICAL ISSUER YES FOR FOR
DONATIONS
PROPOSAL #08: TO AUTHORIZE THE DIRECTORS TO ALLOT ISSUER YES FOR FOR
SHARES
PROPOSAL #09: TO AUTHORIZE THE DIRECTORS TO DISAPPLY ISSUER YES FOR FOR
PRE-EMPTION RIGHTS
PROPOSAL #10: TO AUTHORIZE THE COMPANY TO PURCHASE ISSUER YES FOR FOR
ITS OWN SHARES
PROPOSAL #11: TO REDUCE NOTICE PERIOD FOR GENERAL ISSUER YES FOR FOR
MEETINGS
PROPOSAL #12: TO ADOPT NEW ARTICLES OF ASSOCIATION ISSUER YES FOR FOR
PROPOSAL #13: TO APPROVE THE ASTRAZENECA INVESTMENT ISSUER YES FOR FOR
PLAN
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ISSUER: AT&T INC.
TICKER: T CUSIP: 00206R102
MEETING DATE: 4/30/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: RANDALL L. ISSUER YES FOR FOR
STEPHENSON
PROPOSAL #1B: ELECTION OF DIRECTOR: GILBERT F. AMELIO ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: REUBEN V. ANDERSON ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES H. BLANCHARD ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JAIME CHICO PARDO ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JAMES P. KELLY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JON C. MADONNA ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: LYNN M. MARTIN ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JOHN B. MCCOY ISSUER �� YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JOYCE M. ROCHE ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: LAURA D'ANDREA ISSUER YES FOR FOR
TYSON
PROPOSAL #1L: ELECTION OF DIRECTOR: PATRICIA P. UPTON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR & #160; FOR
INDEPENDENT AUDITORS.
PROPOSAL #03: CUMULATIVE VOTING. SHAREHOLDER YES AGAINST ; FOR
PROPOSAL #04: PENSION CREDIT POLICY. SHAREHOLDER YES AGAINST & #160; FOR
PROPOSAL #05: ADVISORY VOTE ON COMPENSATION. SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: SPECIAL STOCKHOLDER MEETINGS. SHAREHOLDER YES AGAINST FOR
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ISSUER: BP P.L.C.
TICKER: BP CUSIP: 055622104
MEETING DATE: 4/15/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RECEIVE THE DIRECTORS' ANNUAL REPORT ISSUER YES FOR FOR
AND ACCOUNTS
PROPOSAL #02: TO APPROVE THE DIRECTORS' REMUNERATION ISSUER YES FOR FOR
REPORT
PROPOSAL #03: TO ELECT MR P ANDERSON AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #04: TO RE-ELECT MR A BURGMANS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #05: TO RE-ELECT MRS C B CARROLL AS A ISSUER YES FOR ; FOR
DIRECTOR
PROPOSAL #06: TO RE-ELECT SIR WILLIAM CASTELL AS A ISSUER YES FOR FOR
DIRECTOR
PROPOSAL #07: TO RE-ELECT MR I C CONN AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #08: TO RE-ELECT MR G DAVID AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #09: TO ELECT MR I E L DAVIS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #10: TO RE-ELECT MR R DUDLEY AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #11: TO RE-ELECT MR D J FLINT AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #12: TO RE-ELECT DR B E GROTE AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #13: TO RE-ELECT DR A B HAYWARD AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #14: TO RE-ELECT MR A G INGLIS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #15: TO RE-ELECT DR D'S JULIUS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #16: TO ELECT MR C-H SVANBERG AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #17: TO REAPPOINT ERNST & YOUNG LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE THE BOARD TO FIX THEIR
REMUNERATION
PROPOSAL #S18: SPECIAL RESOLUTION: TO ADOPT NEW ISSUER YES FOR FOR
ARTICLES OF ASSOCIATION
PROPOSAL #S19: SPECIAL RESOLUTION: TO GIVE LIMITED ISSUER YES FOR FOR
AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE
COMPANY
PROPOSAL #20: TO GIVE LIMITED AUTHORITY TO ALLOT ISSUER YES FOR FOR
SHARES UP TO A SPECIFIED AMOUNT
PROPOSAL #S21: SPECIAL RESOLUTION: TO GIVE AUTHORITY ISSUER YES FOR FOR
TO ALLOT A LIMITED NUMBER OF SHARES FOR CASH FREE OF
PRE-EMPTION RIGHTS
PROPOSAL #S22: SPECIAL RESOLUTION: TO AUTHORIZE THE ISSUER YES FOR FOR
CALLING OF GENERAL MEETINGS (EXCLUDING ANNUAL GENERAL
MEETINGS) BY NOTICE OF AT LEAST 14 CLEAR DAYS
PROPOSAL #23: TO APPROVE THE RENEWAL OF THE EXECUTIVE ISSUER YES FOR FOR
DIRECTORS INCENTIVE PLAN
PROPOSAL #24: TO APPROVE THE SCRIP DIVIDEND PROGRAMME ISSUER YES FOR FOR
PROPOSAL #S25: SPECIAL RESOLUTION: TO INSTRUCT A SHAREHOLDER YES ABSTAIN AGAINST
COMMITTEE OF THE BOARD TO REVIEW THE ASSUMPTIONS
BEHIND THE SUNRISE SAGD PROJECT
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ISSUER: CHEVRON CORPORATION
TICKER: CVX CUSIP: 166764100
MEETING DATE: 5/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: S.H. ARMACOST ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: L.F. DEILY ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: R.E. DENHAM ISSUER YES FOR ; FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: R.J. EATON ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: C. HAGEL ISSUER YES FOR &# 160; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: E. HERNANDEZ ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: F.G. JENIFER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: G.L. KIRKLAND ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: S. NUNN ISSUER YES FOR 60; FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: D.B. RICE ISSUER YES FOR & #160; FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: K.W. SHARER ISSUER YES FOR ; FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: C.R. SHOEMATE ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: J.G. STUMPF ISSUER YES FOR ; FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: R.D. SUGAR ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: C. WARE ISSUER YES FOR 60; FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: J.S. WATSON ISSUER YES FOR ; FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: AMENDMENT TO CHEVRON'S BY-LAWS TO ISSUER YES FOR FOR
REDUCE THE PERCENTAGE OF STOCKHOLDINGS REQUIRED FOR
STOCKHOLDERS TO CALL FOR SPECIAL MEETINGS
PROPOSAL #04: APPOINTMENT OF AN INDEPENDENT DIRECTOR SHAREHOLDER YES AGAINST FOR
WITH ENVIRONMENTAL EXPERTISE
PROPOSAL #05: HOLDING EQUITY-BASED COMPENSATION SHAREHOLDER YES AGAINST FOR
THROUGH RETIREMENT
PROPOSAL #06: DISCLOSURE OF PAYMENTS TO HOST SHAREHOLDER YES AGAINST FOR
GOVERNMENTS
PROPOSAL #07: GUIDELINES FOR COUNTRY SELECTION SHAREHOLDER YES AGAINST FOR
PROPOSAL #08: FINANCIAL RISKS FROM CLIMATE CHANGE SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #09: HUMAN RIGHTS COMMITTEE SHAREHOLDER YES ABSTAIN AGAINST
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ISSUER: CONOCOPHILLIPS
TICKER: COP CUSIP: 20825C104
MEETING DATE: 5/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: RICHARD L. ISSUER YES FOR FOR
ARMITAGE
PROPOSAL #1B: ELECTION OF DIRECTOR: RICHARD H. ISSUER YES FOR FOR
AUCHINLECK
PROPOSAL #1C: ELECTION OF DIRECTOR: JAMES E. ISSUER YES FOR &# 160; FOR
COPELAND, JR.
PROPOSAL #1D: ELECTION OF DIRECTOR: KENNETH M. ISSUER YES FOR FOR
DUBERSTEIN
PROPOSAL #1E: ELECTION OF DIRECTOR: RUTH R. HARKIN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: HAROLD W. MCGRAW ISSUER YES FOR FOR
III
PROPOSAL #1G: ELECTION OF DIRECTOR: JAMES J. MULVA ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: ROBERT A. NIBLOCK ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: HARALD J. NORVIK ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: WILLIAM K. REILLY ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: BOBBY S. SHACKOULS ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: VICTORIA J. ISSUER YES FOR FOR
TSCHINKEL
PROPOSAL #1M: ELECTION OF DIRECTOR: KATHRYN C. TURNER ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: WILLIAM E. WADE, ISSUER YES FOR FOR
JR.
PROPOSAL #02: PROPOSAL TO RATIFY APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS CONOCOPHILLIPS' INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2010.
PROPOSAL #03: BOARD RISK MANAGEMENT OVERSIGHT SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: GREENHOUSE GAS REDUCTION SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: OIL SANDS DRILLING SHAREHOLDER YES ABSTAIN ; AGAINST
PROPOSAL #06: LOUISIANA WETLANDS SHAREHOLDER YES ABSTAIN ; AGAINST
PROPOSAL #07: FINANCIAL RISKS OF CLIMATE CHANGE SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #08: TOXIC POLLUTION REPORT SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #09: GENDER EXPRESSION NON-DISCRIMINATION SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #10: POLITICAL CONTRIBUTIONS SHAREHOLDER YES ABSTAIN AGAINST
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ISSUER: CREDIT SUISSE GROUP
TICKER: CS CUSIP: 225401108
MEETING DATE: 4/30/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1B: CONSULTATIVE VOTE ON THE 2009 ISSUER YES FOR 60; AGAINST
REMUNERATION REPORT
PROPOSAL #1C: APPROVAL OF THE ANNUAL REPORT, PARENT ISSUER YES FOR AGA INST
COMPANY'S 2009 FINANCIAL STATEMENTS AND GROUP'S 2009
CONSOLIDATED FINANCIAL STATEMENTS
PROPOSAL #02: DISCHARGE OF THE ACTS OF THE MEMBERS OF ISSUER YES FOR AGAINST
THE BOARD OF DIRECTORS AND EXECUTIVE BOARD
PROPOSAL #03: APPROPRIATION OF RETAINED EARNINGS ISSUER YES FOR AGAINST
PROPOSAL #04: AMENDMENT OF THE ARTICLES OF ISSUER YES FOR 60; AGAINST
ASSOCIATION IN LINE WITH THE NEW SWISS FEDERAL
INTERMEDIATED SECURITIES ACT
PROPOSAL #5A: ELECTION TO THE BOARD OF DIRECTORS: RE- ISSUER YES FOR AGAINST
ELECTION OF DIRECTORS: NOREEN DOYLE, AZIZ R.D.
SYRIANI, DAVID W. SYZ, PETER F. WEIBEL ELECTION OF
DIRECTORS: JASSIM BIN HAMAD J.J. AL THANI, ROBERT H.
BENMOSCHE
PROPOSAL #5B: ELECTION OF THE INDEPENDENT AUDITORS ISSUER YES FOR AGAINST
PROPOSAL #5C: ELECTION OF SPECIAL AUDITORS ISSUER YES FOR 0; AGAINST
PROPOSAL #06: IF VOTING OR ELECTIONS TAKES PLACE ON ISSUER YES AGAINST AGAINST
PROPOSALS THAT HAVE NOT BEEN SUBMITTED UNTIL THE
ANNUAL GENERAL MEETING ITSELF AS DEFINED IN ART. 700
PARAS. 3 AND 4 OF THE SWISS CODE OF OBLIGATIONS, I
HEREBY AUTHORIZE THE INDEPENDENT PROXY TO VOTE IN
FAVOR OF THE PROPOSAL OF THE BOARD OF DIRECTORS
**VOTING CUT-OFF DATE: APRIL 23, 2010 AT 03:00 P.M.
EDT**
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ISSUER: DOMINION RESOURCES, INC.
TICKER: D CUSIP: 25746U109
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WILLIAM P. BARR ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: PETER W. BROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: GEORGE A. ISSUER YES FOR FOR
DAVIDSON, JR.
PROPOSAL #1D: ELECTION OF DIRECTOR: THOMAS F. FARRELL ISSUER YES FOR FOR
II
PROPOSAL #1E: ELECTION OF DIRECTOR: JOHN W. HARRIS ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ROBERT S. JEPSON, ISSUER YES FOR FOR
JR.
PROPOSAL #1G: ELECTION OF DIRECTOR: MARK J. KINGTON ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: MARGARET A. ISSUER YES FOR FOR
MCKENNA
PROPOSAL #1I: ELECTION OF DIRECTOR: FRANK S. ROYAL ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROBERT H. ISSUER YES FOR FOR
SPILMAN, JR.
PROPOSAL #1K: ELECTION OF DIRECTOR: DAVID A. WOLLARD ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF THE ISSUER YES FOR FOR
INDEPENDENT AUDITORS FOR 2010
PROPOSAL #03: AMENDMENT TO ARTICLES OF INCORPORATION ISSUER YES FOR FOR
RELATED TO VOTING PROVISIONS
PROPOSAL #04: AMENDMENTS TO BYLAWS RELATED TO VOTING ISSUER YES FOR FOR
PROVISIONS
PROPOSAL #05: AMENDMENTS TO ARTICLES RELATED TO ISSUER YES FOR FOR
SETTING THE SIZE OF THE BOARD
PROPOSAL #06: AMENDMENT TO ARTICLES RELATED TO ISSUER YES FOR FOR
REMOVAL OF A DIRECTOR FOR CAUSE
PROPOSAL #07: AMENDMENT TO ARTICLES CLARIFYING ISSUER YES FOR FOR
CERTAIN SHAREHOLDER MEETING PROVISIONS
PROPOSAL #08: 20% RENEWABLE ELECTRICITY ENERGY SHAREHOLDER YES ABSTAIN AGAINST
GENERATION BY 2022
PROPOSAL #09: REJECT PLANS TO CONSTRUCT NORTH ANNA 3 SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #10: ADVISORY VOTE ON EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: E. I. DU PONT DE NEMOURS AND COMPANY
TICKER: DD CUSIP: 263534109
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: SAMUEL W. BODMAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: RICHARD H. BROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: ROBERT A. BROWN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: BERTRAND P. ISSUER YES FOR FOR
COLLOMB
PROPOSAL #1E: ELECTION OF DIRECTOR: CURTIS J. CRAWFORD ISSUER YES FOR F OR
PROPOSAL #1F: ELECTION OF DIRECTOR: ALEXANDER M. ISSUER YES FOR FOR
CUTLER
PROPOSAL #1G: ELECTION OF DIRECTOR: JOHN T. DILLON ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: ELEUTHERE I. DU ISSUER YES FOR FOR
PONT
PROPOSAL #1I: ELECTION OF DIRECTOR: MARILLYN A. HEWSON ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LOIS D. JULIBER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ELLEN J. KULLMAN ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: WILLIAM K. REILLY ISSUER YES FOR FOR
PROPOSAL #02: ON RATIFICATION OF INDEPENDENT ISSUER YES FOR & #160; FOR
REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: ON SHAREHOLDER SAY ON EXECUTIVE PAY SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: ON AMENDMENT TO HUMAN RIGHTS POLICY SHAREHOLDER YES ABSTAIN AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EATON CORPORATION
TICKER: ETN CUSIP: 278058102
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: TODD M. BLUEDORN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: CHRISTOPHER M. ISSUER YES FOR FOR
CONNOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MICHAEL J. ISSUER YES FOR FOR
CRITELLI
PROPOSAL #1D: ELECTION OF DIRECTOR: CHARLES E. GOLDEN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ERNIE GREEN ISSUER YES FOR ; FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF ERNST & YOUNG ISSUER YES FOR FOR
LLP AS INDEPENDENT AUDITOR FOR 2010.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ELI LILLY AND COMPANY
TICKER: LLY CUSIP: 532457108
MEETING DATE: 4/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR : R. ALVAREZ ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR : W. BISCHOFF ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR : R.D. HOOVER ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR : F.G. PRENDERGAST ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR : K.P. SEIFERT ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT BY THE ISSUER YES FOR FOR
AUDIT COMMITTEE OF BOARD OF ERNST & YOUNG LLP AS
PRINCIPAL INDEPENDENT AUDITORS FOR 2010.
PROPOSAL #03: APPROVE AMENDMENTS TO THE ARTICLES OF ISSUER YES FOR FOR
INCORPORATION TO PROVIDE FOR ANNUAL ELECTION OF ALL
DIRECTORS.
PROPOSAL #04: APPROVE AMENDMENTS TO THE ARTICLES OF ISSUER YES FOR FOR
INCORPORATION TO ELIMINATE ALL SUPERMAJORITY VOTING
PROVISIONS.
PROPOSAL #05: SHAREHOLDER PROPOSAL ON ALLOWING SHAREHOLDER YES AGAINST FOR
SHAREHOLDERS TO CALL SPECIAL SHAREHOLDERS' MEETINGS.
PROPOSAL #06: SHAREHOLDER PROPOSAL ON PROHIBITING SHAREHOLDER YES AGAINST FOR
CEO'S FROM SERVING ON THE COMPENSATION COMMITTEE.
PROPOSAL #07: SHAREHOLDER PROPOSAL ON RATIFICATION OF SHAREHOLDER YES AGAINST FOR
EXECUTIVE COMPENSATION.
PROPOSAL #08: SHAREHOLDER PROPOSAL REQUIRING SHAREHOLDER YES AGAINST FOR
EXECUTIVES TO HOLD EQUITY AWARDS INTO RETIREMENT.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EMERSON ELECTRIC CO.
TICKER: EMR CUSIP: 291011104
MEETING DATE: 2/2/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: C.A.H. BOERSIG* ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: C. FERNANDEZ G.* ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: W.J. GALVIN* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.L. STEPHENSON* ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: V.R. LOUCKS, JR.** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.L. RIDGWAY** ISSUER YES FOR FOR
PROPOSAL #02: RE-APPROVAL OF THE PERFORMANCE MEASURES ISSUER YES FOR FOR
UNDER THE EMERSON ELECTRIC CO. ANNUAL INCENTIVE PLAN.
PROPOSAL #03: RATIFICATION OF KPMG LLP AS INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FPL GROUP, INC.
TICKER: FPL CUSIP: 302571104
MEETING DATE: 5/21/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: SHERRY S. BARRAT ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ROBERT M. BEALL, II ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: J. HYATT BROWN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES L. CAMAREN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: J. BRIAN FERGUSON ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: LEWIS HAY, III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: TONI JENNINGS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: OLIVER D. KINGSLEY, JR. ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: RUDY E. SCHUPP ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM H. SWANSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL H. THAMAN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: HANSEL E. TOOKES, II ISSUER YES FOR 0; FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF DELOITTE ISSUER YES FOR FOR
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2010.
PROPOSAL #03: APPROVAL OF AN AMENDMENT TO ARTICLE I ISSUER YES FOR FOR
OF THE RESTATED ARTICLES OF INCORPORATION OF FPL
GROUP, INC. TO CHANGE THE COMPANY'S NAME TO NEXTERA
ENERGY, INC.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GENERAL ELECTRIC COMPANY
TICKER: GE CUSIP: 369604103
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #A1: ELECTION OF DIRECTOR: W. GEOFFREY ISSUER YES FOR FOR
BEATTIE
PROPOSAL #A2: ELECTION OF DIRECTOR: JAMES I. CASH, JR. ISSUER YES FOR F OR
PROPOSAL #A3: ELECTION OF DIRECTOR: WILLIAM M. CASTELL ISSUER YES FOR FOR
PROPOSAL #A4: ELECTION OF DIRECTOR: ANN M. FUDGE ISSUER YES FOR FOR
PROPOSAL #A5: ELECTION OF DIRECTOR: SUSAN HOCKFIELD ISSUER YES FOR FOR
PROPOSAL #A6: ELECTION OF DIRECTOR: JEFFREY R. IMMELT ISSUER YES FOR FOR
PROPOSAL #A7: ELECTION OF DIRECTOR: ANDREA JUNG ISSUER YES FOR ; FOR
PROPOSAL #A8: ELECTION OF DIRECTOR: ALAN G. (A.G.) ISSUER YES FOR FOR
LAFLEY
PROPOSAL #A9: ELECTION OF DIRECTOR: ROBERT W. LANE ISSUER YES FOR FOR
PROPOSAL #A10: ELECTION OF DIRECTOR: RALPH S. LARSEN ISSUER YES FOR FOR
PROPOSAL #A11: ELECTION OF DIRECTOR: ROCHELLE B. ISSUER YES FOR FOR
LAZARUS
PROPOSAL #A12: ELECTION OF DIRECTOR: JAMES J. MULVA ISSUER YES FOR FOR
PROPOSAL #A13: ELECTION OF DIRECTOR: SAM NUNN ISSUER YES FOR & #160; FOR
PROPOSAL #A14: ELECTION OF DIRECTOR: ROGER S. PENSKE ISSUER YES FOR FOR
PROPOSAL #A15: ELECTION OF DIRECTOR: ROBERT J. ISSUER YES FOR ; FOR
SWIERINGA
PROPOSAL #A16: ELECTION OF DIRECTOR: DOUGLAS A. ISSUER YES FOR FOR
WARNER III
PROPOSAL #B1: RATIFICATION OF KPMG ISSUER YES FOR FOR
PROPOSAL #C1: SHAREOWNER PROPOSAL: CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
PROPOSAL #C2: SHAREOWNER PROPOSAL: SPECIAL SHAREOWNER SHAREHOLDER YES AGAINST FOR
MEETINGS
PROPOSAL #C3: SHAREOWNER PROPOSAL: INDEPENDENT BOARD SHAREHOLDER YES AGAINST FOR
CHAIRMAN
PROPOSAL #C4: SHAREOWNER PROPOSAL: PAY DISPARITY SHAREHOLDER YES AGAINST FOR
PROPOSAL #C5: SHAREOWNER PROPOSAL: KEY BOARD SHAREHOLDER YES AGAINST FOR
COMMITTEES
PROPOSAL #C6: SHAREOWNER PROPOSAL: ADVISORY VOTE ON SHAREHOLDER YES AGAINST FOR
EXECUTIVE COMPENSATION
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GENUINE PARTS COMPANY
TICKER: GPC CUSIP: 372460105
MEETING DATE: 4/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DR. MARY B. BULLOCK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEAN DOUVILLE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS C. GALLAGHER ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: GEORGE C. JACK GUYNN ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: JOHN D. JOHNS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS, MD ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: J. HICKS LANIER ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: WENDY B. NEEDHAM ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JERRY W. NIX ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LARRY L. PRINCE ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: GARY W. ROLLINS ISSUER YES FOR 60; FOR
PROPOSAL #02: RATIFICATION OF THE SELECTION OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2010.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: H.J. HEINZ COMPANY
TICKER: HNZ CUSIP: 423074103
MEETING DATE: 8/12/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: W.R. JOHNSON ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: C.E. BUNCH ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: L.S. COLEMAN, JR. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: J.G. DROSDICK ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: E.E. HOLIDAY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: C. KENDLE ISSUER YES FOR & #160; FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: D.R. O'HARE ISSUER YES FOR ; FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: N. PELTZ ISSUER YES FOR &# 160; FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: D.H. REILLEY ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: L.C. SWANN ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: T.J. USHER ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: M.F. WEINSTEIN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: AMENDMENT OF BY-LAWS TO ADD RIGHT OF ISSUER YES FOR FOR
HOLDERS OF 25% OF VOTING POWER TO CALL SPECIAL
MEETING OF SHAREHOLDERS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HSBC HOLDINGS PLC, LONDON
TICKER: N/A CUSIP: G4634U169
MEETING DATE: 5/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Receive the annual accounts and reports ISSUER YES FOR FOR
of the Director's and of the Auditor for the YE 31
DEC 2009
PROPOSAL #2.: Approve the Director's remuneration ISSUER YES FOR FOR
report for the YE 31 DEC 2009
PROPOSAL #3.a: Re-elect R. A. Fairhead as a Director ISSUER YES FOR FOR
PROPOSAL #3.b: Re-elect M. F. Geoghegan as a Director ISSUER YES FOR FOR
PROPOSAL #3.c: Re-elect S. K. Green as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #3.d: Re-elect G. Morgan as a Director ISSUER YES FOR ; FOR
PROPOSAL #3.e: Re-elect N. R. N. Murthy as a Director ISSUER YES FOR FOR
PROPOSAL #3.f: Re-elect S. M. Robertson as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #3.g: Re-elect J. L. Thornton as a Director ISSUER YES FOR FOR
PROPOSAL #3.h: Re-elect Sir Brian Williamson as a ISSUER YES FOR FOR
Director
PROPOSAL #4.: Re-appoint KPMG Audit PLC as the ISSUER YES FOR FOR
Auditor at remuneration to be determined by the Group
Audit Committee
PROPOSAL #5.: Authorize the Directors, pursuant to ISSUER YES FOR FOR
and for the purposes of Section 551 of the Companies
Act 2006 [the Act] Company to allot shares in the
Company and to grant rights to subscribe for, or to
convert any security into, shares in the Company up
to an aggregate nominal amount of GBP 100,000 [in the
form of 10,000,000 Non-cumulative Preference Shares
of GBP 0.01 each], EUR 100,000 [in the form of
10,000,000 non-cumulative preference shares of EUR
0.01 each], USD 85,500 [in the form of 8,550,000 Non-
Cumulative Preference Shares of USD 0.01 each] and
USD 1,742,319,000 [in the form of 3,484,638,000
ordinary shares of USD 0.50 each in the capital of
the Company [Ordinary Shares] [the latter being equal
to approximately 20 per cent of the nominal amount
of Ordinary Shares of the Company in issue at the
latest practicable date prior to the printing of the
Notice of this Meeting]; provided that this authority
shall be limited so that, otherwise than pursuant
to: (a) a right issue or other issue the subject of
an offer or invitation, open for acceptance for a
period fixed by the Directors, to: i) holders of
Ordinary Shares where the shares respectively
attributable to the interests of all holders of
Ordinary Shares are proportionate [or as nearly as
may be] to the respective number of Ordinary Shares
held by them; and ii) holders of Securities, Bonds,
Debentures or Warrants which, in accordance with the
rights attaching thereto, are entitled to participate
in such a rights issue or other issue or as the
Directors consider necessary, but subject to such
exclusions or other arrangements as the Directors may
deem necessary or expedient in relation to record
dates, fractional entitlements or securities
represented by depositary receipts or having regard
to any restrictions, obligations, practical or legal
problems under the laws of or the requirements of any
regulatory body or Stock Exchange in any territory
or otherwise howsoever, or (b) the terms of any Share
Plan for employees of the Company or any of its
subsidiary undertakings; or (c) any scrip dividend
scheme or similar arrangements implemented in
accordance with the Articles of Association of the
Company; or (d) the allotment of up to 10,000,000
Non-cumulative Preference Shares of GBP 0.01 each,
10,000,000 Non-cumulative Preference Shares of EUR
0.01 each and 8,550,000 Non-cumulative Preference
Shares of USD 0.01 each in the capital of the
Company, the nominal amount of shares to be allotted
or rights to subscribe for, or to convert any
security into, shares to be granted by the Directors
pursuant to this authority wholly for cash shall not
in aggregate exceed USD 435,579,750 [being equal to
approximately 5% of the Ordinary Shares of the
Company in issue at the latest practical date prior
to the printing of the Notice of this Meeting]
[Authority expires at the conclusion of the AGM of
the Company to be held in 2011] and the Directors
may allot shares or grant rights to subscribe for, or
to convert any security into, shares [as the case
PROPOSAL #S.6: Authorize the Directors, subject to ISSUER YES FOR FOR
the passing of Resolution 5 as specified, pursuant to
Section 570 of the Companies Act 2006 [the Act] to
allot equity securities [within the meaning of
Section 560 of the Act] [disapplying the statutory
pre-exemption rights 561(1) of the Act]; [Authority
expires at the conclusion of the AGM of the Company
to be held in 2011] save that this authority shall
allow the Company before the expiry of this power to
make offers or agreements which would or might
require equity securities to be allotted after such
expiry and the Directors may allot equity securities
in pursuance of such offers or agreements as if the
power conferred hereby had not expired
PROPOSAL #S.7: Amend the Articles of Association of ISSUER YES FOR FOR
the Company as specified: (a) by deleting Article
55.2 in its entirely and renumbering the remainder of
Article 55 accordingly; (b) by inserting into
Article 55.2 [as renumbered pursuant to this
Resolution] the words include such statements as are
required by the Act and shall in any event so that
Article 55.2 shall begin as specified (c) by deleting
from Article 60.1 the words the same day in the next
week at the same time and place, or to such other
day and substituting therefore the words such day
[being not less than ten clear days after the
original meeting] so that Article 60.1 reads as
specified; (d) by inserting into Article 73.3 the
words, subject to the Act, and deleting the words ,
on a poll, so that Article 73.3 as specified; (e) by
deleting Article 74 in its entirely and renumbering
Articles 75, 76 and 77 accordingly; (f) by inserting
into Article 76 [as renumbered pursuant to paragraph
(e) of this Resolution] the following new Article
76.2 to 76.4; and (g) by inserting a new Article 77
PROPOSAL #8: Approve the amendment to the trust deed ISSUER YES FOR FOR
and rules of the HSBC Holding UK Share Incentive Plan
[UK SIP] [as specified] to extend the termination
date of the UK SIP from 29 MAY 2010 to 28 MAY 2020
and authorize the Directors to do whatever may be
necessary or expedient to carry the amended UK SIP
into effect including making such changes as may be
necessary or expedient to secure the approval of HM
Revenue & Customs under Schedule 2 to the Income Tax
[Earning and pension] Act 2003; and to establish for
the benefit of non-United Kingdom resident employees
of the Company or of any of its direct or indirect
subsidiaries such further all-employee share
incentive plans as the Directors shall from time to
time consider appropriate, provided that; i) any such
further plans are based on or similar to the UK SIP
or any part or parts thereof but with such variations
as the Directors may consider necessary or
desirable, taking into account local tax, exchange
control and securities laws in relevant overseas
countries or territories; and ii) where Ordinary
Shares of USD 0.50 each in the capital of the Company
[Ordinary Shares] made available under such further
plans are newly issued such Ordinary Shares shall be
counted against to overall limit applicable to the
Company's Employee Share Plans, and so that for this
purpose establishing a plan also includes
participating in any plan established or operated by
any direct or indirect subsidiary or establishing or
participating in a sub-plan or adopting such other
method or approach as the Directors consider
appropriate to achieve the relevant objectives
PROPOSAL #S.9: Approve, that the Company General ISSUER YES FOR FOR
Meetings [other than AGMs] being called on a minimum
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ILLINOIS TOOL WORKS INC.
TICKER: ITW CUSIP: 452308109
MEETING DATE: 5/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MARVIN D. ISSUER YES FOR & #160; FOR
BRAILSFORD
PROPOSAL #1B: ELECTION OF DIRECTOR: SUSAN CROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DON H. DAVIS, JR. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ROBERT C. ISSUER YES FOR FOR
MCCORMACK
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT S. MORRISON ISSUER YES FOR F OR
PROPOSAL #1F: ELECTION OF DIRECTOR: JAMES A. SKINNER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: DAVID B. SMITH, ISSUER YES FOR FOR
JR.
PROPOSAL #1H: ELECTION OF DIRECTOR: DAVID B. SPEER ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: PAMELA B. STROBEL ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS ITW'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010.
PROPOSAL #03: STOCKHOLDER PROPOSAL, IF PRESENTED AT SHAREHOLDER YES ABSTAIN AGAINST
THE MEETING, REQUESTING REPORTS ON POLITICAL
CONTRIBUTIONS AND EXPENDITURES.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: INTEL CORPORATION
TICKER: INTC CUSIP: 458140100
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CHARLENE ISSUER YES FOR &# 160; FOR
BARSHEFSKY
PROPOSAL #1B: ELECTION OF DIRECTOR: SUSAN L. DECKER ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN J. DONAHOE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: REED E. HUNDT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: PAUL S. OTELLINI ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JAMES D. PLUMMER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: DAVID S. POTTRUCK ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: JANE E. SHAW ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: FRANK D. YEARY ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: DAVID B. YOFFIE ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE CURRENT YEAR
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JOHNSON & JOHNSON
TICKER: JNJ CUSIP: 478160104
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MARY SUE COLEMAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JAMES G. CULLEN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: SUSAN L. LINDQUIST ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ANNE M. MULCAHY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: LEO F. MULLIN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM D. PEREZ ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: CHARLES PRINCE ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID SATCHER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: WILLIAM C. WELDON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR & #160; FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KIMBERLY-CLARK CORPORATION
TICKER: KMB CUSIP: 494368103
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN R. ALM ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: DENNIS R. ISSUER YES FOR FOR
BERESFORD
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN F. BERGSTROM ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ABELARDO E. BRU ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT W. DECHERD ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: THOMAS J. FALK ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: MAE C. JEMISON, ISSUER YES FOR FOR
M.D.
PROPOSAL #1H: ELECTION OF DIRECTOR: JAMES M. JENNESS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: IAN C. READ ISSUER YES FOR ; FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LINDA JOHNSON RICE ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: MARC J. SHAPIRO ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: G. CRAIG SULLIVAN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF AUDITORS ISSUER YES FOR &# 160; FOR
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER YES AGAINST FOR
SHAREHOLDER MEETINGS
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KONINKLIJKE KPN NV
TICKER: N/A CUSIP: N4297B146
MEETING DATE: 11/3/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening and announcements ISSUER NO N/A 60; N/A
PROPOSAL #2.: Notification regarding the intended ISSUER NO N/A N/A
appointment of Mrs. Carla Smits-Nusteling as a Member
of the Board of Management
PROPOSAL #3.: Closure of the meeting ISSUER NO N/A N/A
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KONINKLIJKE KPN NV
TICKER: N/A CUSIP: N4297B146
MEETING DATE: 4/13/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Opening and announcements ISSUER NO N/A 0; N/A
PROPOSAL #2: Report by the Board of Management for ISSUER NO N/A N/A
the FY 2009
PROPOSAL #3: Update on Corporate Governance ISSUER NO N/A ; N/A
PROPOSAL #4: Adopt the financial statements for the ISSUER YES FOR FOR
FY 2009
PROPOSAL #5: Explanation of the financial and ISSUER NO N/A &# 160; N/A
dividend policy
PROPOSAL #6: Adopt a dividend over the FY 2009 ISSUER YES FOR & #160; FOR
PROPOSAL #7: Grant discharge to the Members of the ISSUER YES FOR FOR
Board of Management from liability
PROPOSAL #8: Grant discharge to the Members of the ISSUER YES FOR FOR
Supervisory Board from liability
PROPOSAL #9: Appoint the Auditor ISSUER YES FOR FOR
PROPOSAL #10: Amend the remuneration policy for the ISSUER YES FOR FOR
Board of Management
PROPOSAL #11: Announcement regarding the intended ISSUER NO N/A N/A
extension of the employment contracts of Mr. E. Blok
and Mr. J.B.P. Coopmans as Members of the Board of
Management
PROPOSAL #12: Announcement concerning vacancies in ISSUER NO N/A N/A
the Supervisory Board arising in 2011
PROPOSAL #13: Announcement regarding changes in ISSUER NO N/A N/A
composition of the Committees of the Supervisory Board
PROPOSAL #14: Authorize the Board of Management to ISSUER YES FOR FOR
resolve that the Company may acquire its own shares
PROPOSAL #15: Approve to reduce the capital through ISSUER YES FOR FOR
cancellation of own shares
PROPOSAL #16: Any other business and closure of the ISSUER NO N/A N/A
meeting
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KRAFT FOODS INC.
TICKER: KFT CUSIP: 50075N104
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: AJAYPAL S. BANGA ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MYRA M. HART ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: LOIS D. JULIBER ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: MARK D. KETCHUM ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: RICHARD A. ISSUER YES FOR ; FOR
LERNER, M.D.
PROPOSAL #1F: ELECTION OF DIRECTOR: MACKEY J. MCDONALD ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JOHN C. POPE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: FREDRIC G. ISSUER YES FOR ; FOR
REYNOLDS
PROPOSAL #1I: ELECTION OF DIRECTOR: IRENE B. ROSENFELD ISSUER YES FOR F OR
PROPOSAL #1J: ELECTION OF DIRECTOR: J.F. VAN BOXMEER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: DEBORAH C. WRIGHT ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: FRANK G. ZARB ISSUER YES FOR FOR
PROPOSAL #2: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2010.
PROPOSAL #3: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SHAREHOLDER ACTION BY WRITTEN CONSENT.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LORILLARD, INC.
TICKER: LO CUSIP: 544147101
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: VIRGIS W. COLBERT ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: RICHARD W. ROEDEL ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: DAVID H. TAYLOR ISSUER YES FOR 60; FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2010.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: M&T BANK CORPORATION
TICKER: MTB CUSIP: 55261F104
MEETING DATE: 4/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: BRENT D. BAIRD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT J. BENNETT ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: C. ANGELA BONTEMPO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT T. BRADY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: MICHAEL D. BUCKLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: T.J. CUNNINGHAM III ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: MARK J. CZARNECKI ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: COLM E. DOHERTY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: GARY N. GEISEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PATRICK W.E. HODGSON ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: RICHARD G. KING ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JORGE G. PEREIRA ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MICHAEL P. PINTO ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MELINDA R. RICH ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ROBERT E. SADLER, JR. ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: HERBERT L. WASHINGTON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ROBERT G. WILMERS ISSUER YES FOR & #160; FOR
PROPOSAL #02: TO APPROVE THE COMPENSATION OF M&T BANK ISSUER YES FOR FOR
CORPORATION'S NAMED EXECUTIVE OFFICERS.
PROPOSAL #03: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 0; FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF M&T BANK
CORPORATION FOR THE YEAR ENDING DECEMBER 31, 2010.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MARSH & MCLENNAN COMPANIES, INC.
TICKER: MMC CUSIP: 571748102
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: LESLIE M. BAKER ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ZACHARY W. CARTER ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: BRIAN DUPERREAULT ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: OSCAR FANJUL ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: H. EDWARD HANWAY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: GWENDOLYN S. KING ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: BRUCE P. NOLOP ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: MARC D. OKEN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF SELECTION OF ISSUER YES FOR 60; FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: STOCKHOLDER PROPOSAL: SHAREHOLDER SHAREHOLDER YES AGAINST FOR
ACTION BY WRITTEN CONSENT
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MATTEL, INC.
TICKER: MAT CUSIP: 577081102
MEETING DATE: 5/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MICHAEL J. DOLAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ROBERT A. ECKERT ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DR. FRANCES D. ISSUER YES FOR FOR
FERGUSSON
PROPOSAL #1D: ELECTION OF DIRECTOR: TULLY M. FRIEDMAN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: DOMINIC NG ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: VASANT M. PRABHU ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: DR. ANDREA L. RICH ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: RONALD L. SARGENT ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: DEAN A. ISSUER YES FOR &# 160; FOR
SCARBOROUGH
PROPOSAL #1J: ELECTION OF DIRECTOR: CHRISTOPHER A. ISSUER YES FOR FOR
SINCLAIR
PROPOSAL #1K: ELECTION OF DIRECTOR: G. CRAIG SULLIVAN ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: KATHY BRITTAIN ISSUER YES FOR FOR
WHITE
PROPOSAL #02: APPROVAL OF THE MATTEL, INC. 2010 ISSUER YES FOR FOR
EQUITY AND LONG-TERM COMPENSATION PLAN.
PROPOSAL #03: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE YEAR.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MAXIM INTEGRATED PRODUCTS, INC.
TICKER: MXIM CUSIP: 57772K101
MEETING DATE: 12/10/2009 &# 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: TUNC DOLUCA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: B. KIPLING HAGOPIAN ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: JAMES R. BERGMAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JOSEPH R. BRONSON ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ROBERT E. GRADY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: WILLIAM D. WATKINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.R. FRANK WAZZAN ISSUER YES FOR & #160; FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS MAXIM'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE 26,
2010.
PROPOSAL #03: TO RATIFY AND APPROVE AMENDMENTS TO ISSUER YES FOR FOR
MAXIM'S 2008 EMPLOYEE STOCK PURCHASE PLAN TO (A)
INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE
THEREUNDER BY 2,000,000 SHARES AND (B) MAKE OTHER
ADMINISTRATIVE CHANGES.
PROPOSAL #04: RATIFY AND APPROVE AMENDMENTS TO 1996 ISSUER YES FOR FOR
STOCK INCENTIVE PLAN TO (A) INCREASE NUMBER OF SHARES
AVAILABLE FOR ISSUANCE THEREUNDER BY 6,000,000
SHARES (B) PERMIT TO EXTEND THE TERM OF A STOCK
OPTION BEYOND 10-YEARS FROM DATE OF GRANT IF
ISSUANCE OF COMMON STOCK UPON EXERCISE OF SUCH OPTION
WOULD VIOLATE APPLICABLE SECURITIES LAWS AT THE TIME
THE OPTION WOULD OTHERWISE EXPIRE.
PROPOSAL #05: TO APPROVE THE ADOPTION OF MAXIM'S ISSUER YES FOR FOR
EXECUTIVE BONUS PLAN, WHICH IS A BONUS PLAN FOR
OFFICERS OF MAXIM COMPLIANT WITH SECTION 162(M) OF
THE INTERNAL REVENUE CODE.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MCDONALD'S CORPORATION
TICKER: MCD CUSIP: 580135101
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WALTER E. MASSEY ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN W. ROGERS, ISSUER YES FOR FOR
JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: ROGER W. STONE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: MILES D. WHITE ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE APPOINTMENT OF AN ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO
SERVE AS INDEPENDENT AUDITORS FOR 2010.
PROPOSAL #03: SHAREHOLDER PROPOSAL RELATING TO SHAREHOLDER YES AGAINST FOR
SHAREHOLDER VOTE ON EXECUTIVE COMPENSATION.
PROPOSAL #04: SHAREHOLDER PROPOSAL RELATING TO SIMPLE SHAREHOLDER YES AGAINST FOR
MAJORITY VOTE.
PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO THE SHAREHOLDER YES ABSTAIN AGAINST
USE OF CONTROLLED ATMOSPHERE STUNNING.
PROPOSAL #06: SHAREHOLDER PROPOSAL RELATING TO THE SHAREHOLDER YES ABSTAIN AGAINST
USE OF CAGE-FREE EGGS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MERCK & CO., INC.
TICKER: MRK CUSIP: 589331107
MEETING DATE: 8/7/2009 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: PROPOSAL TO APPROVE THE AGREEMENT AND ISSUER YES FOR FOR
PLAN OF MERGER, DATED AS OF MARCH 8, 2009, BY AND
AMONG MERCK & CO., INC., SCHERING-PLOUGH CORPORATION,
SP MERGER SUBSIDIARY ONE, INC. (FORMERLY BLUE, INC.)
AND SP MERGER SUBSIDIARY TWO, INC. (FORMERLY PURPLE,
INC.), AS IT MAY BE AMENDED.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MERCK & CO., INC.
TICKER: MRK CUSIP: 58933Y105
MEETING DATE: 5/25/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: LESLIE A. BRUN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: THOMAS R. CECH ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: RICHARD T. CLARK ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: THOMAS H. GLOCER ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: STEVEN F. ISSUER YES FOR FOR
GOLDSTONE
PROPOSAL #1F: ELECTION OF DIRECTOR: WILLIAM B. ISSUER YES FOR FOR
HARRISON, JR.
PROPOSAL #1G: ELECTION OF DIRECTOR: HARRY R. JACOBSON ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: WILLIAM N. KELLEY ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: C. ROBERT KIDDER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROCHELLE B. ISSUER YES FOR FOR
LAZARUS
PROPOSAL #1K: ELECTION OF DIRECTOR: CARLOS E. REPRESAS ISSUER YES FOR F OR
PROPOSAL #1L: ELECTION OF DIRECTOR: PATRICIA F. RUSSO ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: THOMAS E. SHENK ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: ANNE M. TATLOCK ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: CRAIG B. THOMPSON ISSUER YES FOR FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: WENDELL P. WEEKS ISSUER YES FOR FOR
PROPOSAL #1Q: ELECTION OF DIRECTOR: PETER C. WENDELL ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF THE ISSUER YES FOR FOR
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2010.
PROPOSAL #03: PROPOSAL TO ADOPT THE 2010 INCENTIVE ISSUER YES FOR FOR
STOCK PLAN.
PROPOSAL #04: PROPOSAL TO ADOPT THE 2010 NON-EMPLOYEE ISSUER YES FOR FOR
DIRECTORS STOCK OPTION PLAN.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PACKAGING CORPORATION OF AMERICA
TICKER: PKG CUSIP: 695156109
MEETING DATE: 5/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: CHERYL K. BEEBE ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: HENRY F. FRIGON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: HASAN JAMEEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SAMUEL M. MENCOFF ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ROGER B. PORTER ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: PAUL T. STECKO ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: JAMES D. WOODRUM ISSUER YES FOR &# 160; FOR
PROPOSAL #02: PROPOSAL TO RATIFY APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM TO SERVE AS THE COMPANY'S AUDITORS.
PROPOSAL #03: PROPOSAL TO APPROVE THE PCA PERFORMANCE ISSUER YES FOR FOR
INCENTIVE PLAN.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PEPSICO, INC.
TICKER: PEP CUSIP: 713448108
MEETING DATE: 5/5/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: S.L. BROWN ISSUER YES FOR & #160; FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: I.M. COOK ISSUER YES FOR & #160; FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: D. DUBLON ISSUER YES FOR & #160; FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: V.J. DZAU ISSUER YES FOR & #160; FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: R.L. HUNT ISSUER YES FOR & #160; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: A. IBARGUEN ISSUER YES FOR ; FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: A.C. MARTINEZ ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: I.K. NOOYI ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: S.P. ROCKEFELLER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: J.J. SCHIRO ISSUER YES FOR ; FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: L.G. TROTTER ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: D. VASELLA ISSUER YES AGAINST AGAINST
PROPOSAL #02: APPROVAL OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTANTS.
PROPOSAL #03: APPROVAL OF AMENDMENT TO PEPSICO, INC. ISSUER YES FOR FOR
2007 LONG-TERM INCENTIVE PLAN.
PROPOSAL #04: SHAREHOLDER PROPOSAL - CHARITABLE SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS REPORT (PROXY STATEMENT P. 67)
PROPOSAL #05: SHAREHOLDER PROPOSAL - RIGHT TO CALL SHAREHOLDER YES AGAINST FOR
SPECIAL SHAREHOLDERS MEETING (PROXY STATEMENT P. 68)
PROPOSAL #06: SHAREHOLDER PROPOSAL - PUBLIC POLICY SHAREHOLDER YES ABSTAIN AGAINST
REPORT (PROXY STATEMENT P. 70)
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PFIZER INC.
TICKER: PFE CUSIP: 717081103
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DENNIS A. AUSIELLO ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MICHAEL S. BROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: M. ANTHONY BURNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ROBERT N. BURT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: W. DON CORNWELL ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: FRANCES D. ISSUER YES FOR ; FOR
FERGUSSON
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM H. GRAY ISSUER YES FOR FOR
III
PROPOSAL #1H: ELECTION OF DIRECTOR: CONSTANCE J. ISSUER YES FOR FOR
HORNER
PROPOSAL #1I: ELECTION OF DIRECTOR: JAMES M. KILTS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JEFFREY B. KINDLER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: GEORGE A. LORCH ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JOHN P. MASCOTTE ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: SUZANNE NORA ISSUER YES FOR FOR
JOHNSON
PROPOSAL #1N: ELECTION OF DIRECTOR: STEPHEN W. SANGER ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: WILLIAM C. ISSUER YES FOR ; FOR
STEERE, JR.
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2010.
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION. ISSUER YES FOR FOR
PROPOSAL #04: APPROVAL OF BY-LAW AMENDMENT TO REDUCE ISSUER YES FOR FOR
THE PERCENTAGE OF SHARES REQUIRED FOR SHAREHOLDERS TO
CALL SPECIAL MEETINGS.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING STOCK SHAREHOLDER YES AGAINST FOR
OPTIONS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PHILIP MORRIS INTERNATIONAL INC.
TICKER: PM CUSIP: 718172109
MEETING DATE: 5/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: HAROLD BROWN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MATHIS ISSUER YES FOR 60; FOR
CABIALLAVETTA
PROPOSAL #1C: ELECTION OF DIRECTOR: LOUIS C. CAMILLERI ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: J. DUDLEY FISHBURN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JENNIFER LI ISSUER YES FOR ; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: GRAHAM MACKAY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: SERGIO MARCHIONNE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: LUCIO A. NOTO ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: CARLOS SLIM HELU ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: STEPHEN M. WOLF ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE SELECTION OF ISSUER YES FOR ; FOR
INDEPENDENT AUDITORS
PROPOSAL #03: STOCKHOLDER PROPOSAL 1 - FOOD SHAREHOLDER YES ABSTAIN AGAINST
INSECURITY AND TOBACCO USE
PROPOSAL #04: STOCKHOLDER PROPOSAL 2 - CREATE HUMAN SHAREHOLDER YES ABSTAIN AGAINST
RIGHTS PROTOCOLS FOR THE COMPANY AND ITS SUPPLIERS
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PPG INDUSTRIES, INC.
TICKER: PPG CUSIP: 693506107
MEETING DATE: 4/15/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JAMES G. BERGES ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: VICTORIA F. HAYNES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARTIN H. RICHENHAGEN ISSUER YES FOR 60; FOR
PROPOSAL #2: THE ENDORSEMENT OF DELOITTE & TOUCHE LLP ISSUER YES FOR FOR
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2010
PROPOSAL #3: SHAREHOLDER PROPOSAL REQUESTING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ABOUT OUR COMMUNITY ENVIRONMENTAL ACCOUNTABILITY
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SCHNEIDER ELECTRIC SA, RUEIL MALMAISON
TICKER: N/A CUSIP: F86921107
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Company's accounts for the ISSUER YES FOR FOR
year 2009
PROPOSAL #2.: Approve the consolidated accounts for ISSUER YES FOR FOR
the year 2009
PROPOSAL #3.: Approve the allocation of income for ISSUER YES FOR FOR
the year, setting of the dividend and option of
dividend payment in shares
PROPOSAL #4.: Approve the report on regulated ISSUER YES FOR & #160; FOR
agreements and commitments concluded in 2009 or
during previous years
PROPOSAL #5.: Approve the profit by M. Emmanuel ISSUER YES FOR FOR
Babeau under the additional pension scheme for French
Directors in the Group
PROPOSAL #6.: Approve to renew the mandate of a ISSUER YES AGAINST AGAINST
member of the Board of Directors, M. Henri Lachmann
PROPOSAL #7.: Approve to renew the mandate of a ISSUER YES FOR FOR
member of the Board of Directors, M. Serge Weinberg
PROPOSAL #8.: Approve to renew the mandate of a ISSUER YES FOR FOR
member of the Board of Directors, M. Gerard Martiniere
PROPOSAL #9.: Approve to renew the mandate of a ISSUER YES FOR FOR
member of the Board of Directors, M. Noel Forgeard
PROPOSAL #10.: Approve to renew the mandate of a ISSUER YES FOR FOR
member of the Board of Directors, Mme. Cathy Kopp
PROPOSAL #11.: Approve to renew the mandate of a ISSUER YES FOR FOR
member of the Board of Directors, M. James Ross
PROPOSAL #12.: Approve to renew the appointment of ISSUER YES FOR FOR
the Ernst and Young ET Autre's as Statutory Auditor
for a 6 year period
PROPOSAL #13.: Appointment of the Ernst and Young ET ISSUER YES FOR FOR
Autre's as a Deputy Auditor of the Company, the
Company Auditex for a 6 year period
PROPOSAL #14.: Approve to renew the appointment of ISSUER YES FOR FOR
the Company Mazars as the Statutory Auditor for a 6
year period
PROPOSAL #15.: Appointment of the 'Mazars', Mr. ISSUER YES FOR FOR
Thierry Blanchetier as the Deputy Auditor of the
Company for A 6-year period
PROPOSAL #16.: Authorize the company to purchase its ISSUER YES FOR FOR
own shares: maximum share price EUR 100
PROPOSAL #E.17: Authorize the Board of Directors to ISSUER YES FOR FOR
decide, with a view to increasing, with suppression
of the preferential subscription right, and as part
of an odder as specified in II of Article L. 411-2 of
the Code Monetaire et Financier [Monetary and
Financial Code], capital stock within a nominal limit
of 100 million Euros [5% of capital stock], through
the issue of ordinary shares or any financial
security, granting access to capital stock by the
company or one of its subsidiaries, whose issue price
will be set by the Board of Directors in accordance
with the procedures determined by the General Meeting
PROPOSAL #E.18: Authorize the Board of Directors to ISSUER YES FOR FOR
increase capital stock reserved for employees who
belong to the Company Savings Plan
PROPOSAL #E.19: Approve the increase in capital stock ISSUER YES FOR FOR
reserved for one category of beneficiaries: in
favour of employees of foreign companies within the
Group: either directly, or via entities acting on
PROPOSAL #E.20: Powers for formalities ISSUER YES FOR 60; FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STANDARD CHARTERED PLC
TICKER: N/A CUSIP: G84228157
MEETING DATE: 5/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report and accounts ISSUER YES FOR &# 160; FOR
PROPOSAL #2.: Declare the final dividend ISSUER YES FOR FOR
PROPOSAL #3.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #4.: Re-elect Mr. J.F.T. Dundas as Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #5.: Re-elect Miss V.F. Gooding CBE as Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #6.: Re-elect Mr. R.H.P. Markham as Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #7.: Re-elect Mr. J.W. Peace as Chairman ISSUER YES FOR FOR
PROPOSAL #8.: Re-elect Mr. P.A. Sands as an Executive ISSUER YES AGAINST AGAINST
Director
PROPOSAL #9.: Re-elect Mr. P.D. Skinner as Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #10.: Re-elect Mr. O.H.J. Stocken, as Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #11.: Election of Mr. J.S. Bindra, who was ISSUER YES FOR FOR
appointed as an Executive Director by the Board since
the last AGM of the Company
PROPOSAL #12.: Election of Mr. R. Delbridge, who was ISSUER YES FOR FOR
appointed as an Non-Executive Director by the Board
since the last AGM of the Company
PROPOSAL #13.: Election of Dr. Han Seung-soo KBE, who ISSUER YES FOR FOR
was appointed as an Non-Executive Director by the
Board since the last AGM of the Company
PROPOSAL #14.: Election of Mr. S.J. Lowth, who was ISSUER YES FOR FOR
appointed as an Non-Executive Director by the Board
since the last AGM of the Company
PROPOSAL #15.: Election of Mr. A.M.G. Rees, who was ISSUER YES FOR FOR
appointed as an Executive Director by the Board since
the last AGM of the Company
PROPOSAL #16.: Re-appoint the Auditor ISSUER YES FOR 0; FOR
PROPOSAL #17.: Authorize the Board to set the ISSUER YES FOR FOR
Auditor's fees
PROPOSAL #18.: Authorize the Company and its ISSUER YES FOR &# 160; FOR
subsidiaries to make political donations
PROPOSAL #19.: Authorize the Board to allot shares ISSUER YES FOR FOR
PROPOSAL #20.: Approve to extend the authority to ISSUER YES FOR FOR
allot shares
PROPOSAL #21.: Authorize the Board to allot shares in ISSUER YES FOR FOR
connection with the Indian listing
PROPOSAL #S.22: Approve to disapply pre-emption rights ISSUER YES FOR FOR
PROPOSAL #S.23: Approve to disapply pre-emption ISSUER YES FOR FOR
rights in connection with the Indian listing
PROPOSAL #S.24: Authorize the Company to buy back its ISSUER YES FOR FOR
Ordinary Shares
PROPOSAL #S.25: Authorize the Company to buy back its ISSUER YES AGAINST AGAINST
Preference Shares
PROPOSAL #S.26: Adopt the new Articles of Association ISSUER YES FOR FOR
PROPOSAL #S.27: Authorize the Company to call a ISSUER YES FOR FOR
general meeting other than an AGM on not less than 14
clear days' notice
PROPOSAL #28.: Amend the Standard Chartered 2006 ISSUER YES FOR FOR
Restricted Share Scheme
PROPOSAL #29.: Approve the waiver in respect of the ISSUER YES FOR FOR
reporting and annual review requirements in respect
of ongoing banking transactions with associates of
Temasek that the Company has not been able to identify
PROPOSAL #30.: Approve the waiver in respect of the ISSUER YES FOR FOR
requirement to enter into fixed-term written
agreements with Temasek and its associates in respect
of ongoing banking transactions
PROPOSAL #31.: Approve future ongoing banking ISSUER YES FOR & #160; FOR
transactions with Temasek and its associates,
including the waiver in respect of the requirement to
set an annual cap
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STANLEY BLACK & DECKER, INC
TICKER: SWK CUSIP: 854502101
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JOHN G. BREEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE W. BUCKLEY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: VIRGIS W. COLBERT ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: MANUEL A. FERNANDEZ ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: BENJAMIN H GRISWOLD, IV ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ANTHONY LUISO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN F. LUNDGREN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: ROBERT L. RYAN ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE ERNST & YOUNG LLP AS ISSUER YES FOR &# 160; FOR
INDEPENDENT AUDITORS FOR THE YEAR 2010.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SYSCO CORPORATION
TICKER: SYY CUSIP: 871829107
MEETING DATE: 11/18/2009 &# 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR TO SERVE UNTIL THE ISSUER YES FOR FOR
ANNUAL MEETING OF STOCKHOLDERS IN 2012: JONATHAN
PROPOSAL #1B: ELECTION OF DIRECTOR TO SERVE UNTIL THE ISSUER YES FOR FOR
ANNUAL MEETING OF STOCKHOLDERS IN 2012: JOSEPH A.
HAFNER. JR.
PROPOSAL #1C: ELECTION OF DIRECTOR TO SERVE UNTIL THE ISSUER YES FOR FOR
ANNUAL MEETING OF STOCKHOLDERS IN 2012: NANCY S.
NEWCOMB
PROPOSAL #1D: ELECTION OF DIRECTOR TO SERVE UNTIL THE ISSUER YES FOR FOR
ANNUAL MEETING OF STOCKHOLDERS IN 2012: KENNETH F.
SPITLER
PROPOSAL #02: TO APPROVE THE 2009 NON-EMPLOYEE ISSUER YES FOR FOR
DIRECTORS STOCK PLAN.
PROPOSAL #03: TO AUTHORIZE AMENDMENTS TO SYSCO'S 2007 ISSUER YES FOR FOR
STOCK INCENTIVE PLAN, AS AMENDED.
PROPOSAL #04: TO APPROVE THE MATERIAL TERMS OF, AND ISSUER YES FOR FOR
THE PAYMENT OF COMPENSATION TO CERTAIN EXECUTIVE
OFFICERS PURSUANT TO, THE 2009 MANAGEMENT INCENTIVE
PLAN, SO THAT THE DEDUCTIBILITY OF SUCH COMPENSATION
WILL NOT BE LIMITED BY SECTION 162(M) OF THE INTERNAL
REVENUE CODE.
PROPOSAL #05: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS SYSCO'S INDEPENDENT ACCOUNTANTS FOR
FISCAL 2010.
PROPOSAL #06: TO CONSIDER AND APPROVE AN ADVISORY ISSUER YES FOR FOR
PROPOSAL RELATING TO THE COMPANY'S EXECUTIVE
COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES.
PROPOSAL #07: TO CONSIDER A STOCKHOLDER PROPOSAL, IF SHAREHOLDER YES ABSTAIN AGAINST
PRESENTED AT THE MEETING, REQUESTING THAT THE BOARD
OF DIRECTORS ADOPT CERTAIN PRINCIPLES FOR HEALTH CARE
REFORM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TAIWAN SEMICONDUCTOR MFG. CO. LTD.
TICKER: TSM CUSIP: 874039100
MEETING DATE: 6/15/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO ACCEPT 2009 BUSINESS REPORT AND ISSUER YES FOR FOR
FINANCIAL STATEMENTS
PROPOSAL #02: TO APPROVE THE PROPOSAL FOR ISSUER YES FOR ; FOR
DISTRIBUTION OF 2009 PROFITS
PROPOSAL #03: TO REVISE THE ARTICLES OF INCORPORATION ISSUER YES FOR FOR
PROPOSAL #04: TO REVISE THE POLICIES AND PROCEDURES ISSUER YES FOR FOR
FOR FINANCIAL DERIVATIVES TRANSACTIONS
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE ALLSTATE CORPORATION
TICKER: ALL CUSIP: 020002101
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: F. DUANE ACKERMAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ROBERT D. BEYER ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: W. JAMES FARRELL ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JACK M. GREENBERG ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: RONALD T. LEMAY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ANDREA REDMOND ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: H. JOHN RILEY, JR. ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: JOSHUA I. SMITH ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JUDITH A. SPRIESER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: MARY ALICE TAYLOR ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: THOMAS J. WILSON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS ALLSTATE'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTANT FOR 2010.
PROPOSAL #03: STOCKHOLDER PROPOSAL SEEKING THE RIGHT SHAREHOLDER YES AGAINST FOR
TO CALL SPECIAL SHAREOWNER MEETINGS.
PROPOSAL #04: STOCKHOLDER PROPOSAL SEEKING THE RIGHT SHAREHOLDER YES FOR AGAINST
FOR STOCKHOLDERS TO ACT BY WRITTEN CONSENT.
PROPOSAL #05: STOCKHOLDER PROPOSAL SEEKING AN SHAREHOLDER YES AGAINST FOR
ADVISORY RESOLUTION TO RATIFY THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS.
PROPOSAL #06: STOCKHOLDER PROPOSAL SEEKING A REVIEW SHAREHOLDER YES AGAINST FOR
AND REPORT ON EXECUTIVE COMPENSATION.
PROPOSAL #07: STOCKHOLDER PROPOSAL SEEKING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON POLITICAL CONTRIBUTIONS AND PAYMENTS TO TRADE
ASSOCIATIONS AND OTHER TAX EXEMPT ORGANIZATIONS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE BANK OF NOVA SCOTIA
TICKER: BNS CUSIP: 064149107
MEETING DATE: 4/8/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RONALD A. BRENNEMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.J. CHEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID A. DODGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: N. ASHLEIGH EVERETT ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: JOHN C. KERR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HON. MICHAEL J.L. KIRBY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JOHN T. MAYBERRY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: THOMAS C. O'NEILL ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: A.E. ROVZAR DE LA TORRE ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: INDIRA V. SAMARASEKERA ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: ALLAN C. SHAW ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAUL D. SOBEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BARBARA S. THOMAS ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: RICHARD E. WAUGH ISSUER YES FOR &# 160; FOR
PROPOSAL #02: APPOINTMENT OF KPMG LLP AS AUDITORS. ISSUER YES FOR FOR
PROPOSAL #03: ADVISORY VOTE ON NON-BINDING RESOLUTION ISSUER YES FOR FOR
ON EXECUTIVE COMPENSATION APPROACH.
PROPOSAL #04: SHAREHOLDER PROPOSAL 1. SHAREHOLDER YES AGAINST & #160; FOR
PROPOSAL #05: SHAREHOLDER PROPOSAL 2. SHAREHOLDER YES AGAINST FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE CHUBB CORPORATION
TICKER: CB CUSIP: 171232101
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ZOE BAIRD ISSUER YES FOR &# 160; FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: SHEILA P. BURKE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JAMES I. CASH, JR. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN D. FINNEGAN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: MARTIN G. MCGUINN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: LAWRENCE M. SMALL ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JESS SODERBERG ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: DANIEL E. SOMERS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: KAREN HASTIE ISSUER YES FOR FOR
WILLIAMS
PROPOSAL #1J: ELECTION OF DIRECTOR: JAMES M. ZIMMERMAN ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ALFRED W. ZOLLAR ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS INDEPENDENT AUDITOR.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE HOME DEPOT, INC.
TICKER: HD CUSIP: 437076102
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: F. DUANE ACKERMAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: DAVID H. ISSUER YES FOR & #160; FOR
BATCHELDER
PROPOSAL #1C: ELECTION OF DIRECTOR: FRANCIS S. BLAKE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ARI BOUSBIB ISSUER YES FOR ; FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GREGORY D. ISSUER YES FOR ; FOR
BRENNEMAN
PROPOSAL #1F: ELECTION OF DIRECTOR: ALBERT P. CAREY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: ARMANDO CODINA ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: BONNIE G. HILL ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: KAREN L. KATEN ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
KPMG LLP
PROPOSAL #03: PROPOSAL TO APPROVE THE MATERIAL TERMS ISSUER YES FOR FOR
OF PERFORMANCE GOALS FOR QUALIFIED PERFORMANCE-BASED
AWARDS UNDER THE HOME DEPOT, INC. 2005 OMNIBUS STOCK
INCENTIVE PLAN
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
EXECUTIVE OFFICER COMPENSATION
PROPOSAL #06: SHAREHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER YES AGAINST FOR
SHAREHOLDER MEETINGS
PROPOSAL #07: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SHAREHOLDER ACTION BY WRITTEN CONSENT
PROPOSAL #08: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
INDEPENDENT CHAIRMAN OF THE BOARD
PROPOSAL #09: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES ABSTAIN AGAINST
EMPLOYMENT DIVERSITY REPORT
PROPOSAL #10: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
REINCORPORATION IN NORTH DAKOTA
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: �� THE STANLEY WORKS
TICKER: SWK CUSIP: 854616109
MEETING DATE: 3/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: PROPOSAL TO APPROVE THE ISSUANCE OF ISSUER YES FOR FOR
STANLEY COMMON STOCK IN CONNECTION WITH THE MERGER
CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER,
DATED AS OF NOVEMBER 2, 2009, BY AND AMONG THE BLACK
& DECKER CORPORATION, STANLEY AND BLUE JAY
ACQUISITION CORP.
PROPOSAL #02: PROPOSAL TO AMEND THE CERTIFICATE OF ISSUER YES FOR FOR
INCORPORATION OF STANLEY TO (A) INCREASE THE
AUTHORIZED NUMBER OF SHARES OF STANLEY COMMON STOCK
FROM 200,000,000 TO 300,000,000 AND (B) CHANGE THE
NAME OF STANLEY TO STANLEY BLACK & DECKER, INC.
PROPOSAL #03: PROPOSAL TO AMEND THE STANLEY 2009 ISSUER YES FOR FOR
LONG-TERM INCENTIVE PLAN TO AMONG OTHER THINGS,
INCREASE THE NUMBER OF SHARES AVAILABLE TO BE ISSUED
UNDER SUCH PLAN.
PROPOSAL #04: PROPOSAL TO APPROVE AN ADJOURNMENT OF ISSUER YES FOR FOR
THE STANLEY SPECIAL MEETING (IF NECESSARY OR
APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE NOT SUFFICIENT VOTES FOR THE APPROVAL OF
ANY OF THE FOREGOING PROPOSALS).
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE TORONTO-DOMINION BANK
TICKER: TD CUSIP: 891160509
MEETING DATE: 3/25/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: WILLIAM E. BENNETT ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: HUGH J. BOLTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN L. BRAGG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W. EDMUND CLARK ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: WENDY K. DOBSON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: HENRY H. KETCHAM ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: PIERRE H. LESSARD ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: BRIAN M. LEVITT ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: HAROLD H. MACKAY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: IRENE R. MILLER ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: NADIR H. MOHAMED ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WILBUR J. PREZZANO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HELEN K. SINCLAIR ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: CAROLE S. TAYLOR ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JOHN M. THOMPSON ISSUER YES FOR &# 160; FOR
PROPOSAL #B: APPOINTMENT OF AUDITOR NAMED IN THE ISSUER YES FOR FOR
MANAGEMENT PROXY CIRCULAR
PROPOSAL #C: APPROACH TO EXECUTIVE COMPENSATION ISSUER YES FOR FOR
DISCLOSURE IN THE REPORT OF THE MANAGEMENT RESOURCES
COMMITTEE AND APPROACH TO COMPENSATION SECTIONS OF
THE MANAGEMENT PROXY CIRCULAR. (NOTE - ITEM C ABOVE
IS AN ADVISORY VOTE)
PROPOSAL #D: SHAREHOLDER PROPOSAL A SHAREHOLDER YES AGAINST 60; FOR
PROPOSAL #E: SHAREHOLDER PROPOSAL B SHAREHOLDER YES AGAINST &# 160; FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TOTAL S.A.
TICKER: TOT CUSIP: 89151E109
MEETING DATE: 5/21/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1: APPROVAL OF PARENT COMPANY FINANCIAL ISSUER YES FOR FOR
STATEMENTS DATED DECEMBER 31, 2009.
PROPOSAL #O2: APPROVAL OF CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS DATED DECEMBER 31, 2009.
PROPOSAL #O3: ALLOCATION OF EARNINGS, DECLARATION OF ISSUER YES FOR FOR
DIVIDEND.
PROPOSAL #O4: AGREEMENTS COVERED BY ARTICLE L.225-38 ISSUER YES FOR FOR
OF THE FRENCH COMMERCIAL CODE.
PROPOSAL #O5: COMMITMENTS UNDER ARTICLE L.225-42-1 OF ISSUER YES AGAINST AGAINST
THE FRENCH COMMERCIAL CODE, CONCERNING MR.
CHRISTOPHE DE MARGERIE.
PROPOSAL #O6: AUTHORIZATION FOR THE BOARD OF ISSUER YES FOR &# 160; FOR
DIRECTORS TO TRADE IN SHARES OF THE COMPANY.
PROPOSAL #O7: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES FOR FOR
THIERRY DESMAREST AS A DIRECTOR.
PROPOSAL #O8: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES AGAINST AGAINST
THIERRY DE RUDDER AS A DIRECTOR.
PROPOSAL #O9: APPOINTMENT OF MR. GUNNAR BROCK AS A ISSUER YES FOR FOR
DIRECTOR.
PROPOSAL #O13: RENEWAL OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
AND YOUNG AUDIT AS STATUTORY AUDITORS.
PROPOSAL #O14: RENEWAL OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
AUDIT (A DIVISION OF KPMG S.A.) AS STATUTORY AUDITORS.
PROPOSAL #O15: APPOINTMENT OF AUDITEX AS ALTERNATE ISSUER YES FOR FOR
AUDITORS.
PROPOSAL #O16: APPOINTMENT OF KPMG AUDIT IS AS ISSUER YES FOR FOR
ALTERNATE AUDITOR.
PROPOSAL #E17: SHARE CAPITAL INCREASES WITH ISSUER YES FOR 60; FOR
PREFERENTIAL SUBSCRIPTION RIGHTS.
PROPOSAL #E18: SHARE CAPITAL INCREASES BY PUBLIC ISSUER YES FOR FOR
OFFERING WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS.
PROPOSAL #E19: SHARE CAPITAL INCREASES IN EXCHANGE ISSUER YES FOR FOR
FOR EQUITY SECURITIES CONTRIBUTED TO THE COMPANY.
PROPOSAL #E20: SHARE CAPITAL INCREASES BY THE ISSUER YES FOR & #160; FOR
ISSUANCE OF COMMON SHARES RESERVED TO EMPLOYEES.
PROPOSAL #E21: ALLOCATION OF STOCK OPTIONS. ISSUER YES FOR 0; FOR
PROPOSAL #A: AMENDMENT OF THE ARTICLES OF ASSOCIATION SHAREHOLDER YES AGAINST FOR
CONCERNING THE PUBLICATION OF THE INTERNAL CHARTERS
FOR COLLECTIVE INVESTMENT FUNDS WHOSE ASSETS ARE MORE
THAN 0.5% OF THE CAPITAL OF THE COMPANY.
PROPOSAL #Z: PLEASE BE ADVISED YOU MAY VOTE ONLY ON ISSUER YES FOR AGAINST
ONE OF THE FOLLOWING: FOR PROPOSAL 10 VOTE FOR
APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE
SHAREHOLDERS MR: CLAUDE CLEMENTE FOR PROPOSAL 11 VOTE
AGAINST APPOINTMENT OF A DIRECTOR REPRESENTING
EMPLOYEE SHAREHOLDERS MR: PHILIPPE MARCHANDISE FOR
PROPOSAL 12 VOTE ABSTAIN APPOINTMENT OF A DIRECTOR
REPRESENTING EMPLOYEE SHAREHOLDERS MR. MOHAMMED ZAKI
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER N.V.
TICKER: UN CUSIP: 904784709
MEETING DATE: 5/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #02: TO ADOPT THE ANNUAL ACCOUNTS AND ISSUER YES FOR FOR
APPROPRIATION OF THE PROFIT FOR THE 2009 FINANCIAL
YEAR.
PROPOSAL #03: TO DISCHARGE THE EXECUTIVE DIRECTORS IN ISSUER YES FOR FOR
OFFICE IN THE 2009 FINANCIAL YEAR FOR THE
FULFILLMENT OF THEIR TASK.
PROPOSAL #04: TO DISCHARGE THE NON-EXECUTIVE ISSUER YES FOR &# 160; FOR
DIRECTORS IN OFFICE IN THE 2009 FINANCIAL YEAR FOR
THE FULFILLMENT OF THEIR TASK.
PROPOSAL #05: TO RE-APPOINT MR P G J M POLMAN AS AN ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #06: TO APPOINT MR R J-M'S HUET AS AN ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #07: TO RE-APPOINT PROFESSOR L O FRESCO AS A ISSUER YES FOR FOR
NON-EXECUTIVE DIRECTOR.
PROPOSAL #08: TO RE-APPOINT MS A M FUDGE AS A NON- ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #09: TO RE-APPOINT MR C E GOLDEN AS A NON- ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #10: TO RE-APPOINT DR B E GROTE AS A NON- ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #11: TO RE-APPOINT MS H NYASULU AS A NON- ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #12: TO RE-APPOINT MR K J STORM AS A NON- ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #13: TO RE-APPOINT MR M TRESCHOW AS A NON- ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #14: TO RE-APPOINT MR J VAN DER VEER AS A ISSUER YES FOR FOR
NON-EXECUTIVE DIRECTOR.
PROPOSAL #15: TO RE-APPOINT MR P WALSH AS A NON- ISSUER YES FOR FOR
EXECUTIVE DIRECTOR.
PROPOSAL #16: TO APPOINT THE RT HON SIR MALCOLM ISSUER YES FOR FOR
RIFKIND MP AS A NON-EXECUTIVE DIRECTOR.
PROPOSAL #17: TO APPROVE THE MANAGEMENT CO-INVESTMENT ISSUER YES FOR FOR
PLAN.
PROPOSAL #18: TO APPROVE AMENDMENTS TO THE ISSUER YES FOR 0; FOR
PERFORMANCE CONDITIONS OF THE ANNUAL BONUS.
PROPOSAL #19: TO APPROVE AMENDMENTS TO THE ISSUER YES FOR 0; FOR
PERFORMANCE CONDITIONS OF THE LONG-TERM INCENTIVE
PROPOSAL #20: TO REDUCE CAPITAL WITH RESPECT TO 4% ISSUER YES FOR FOR
CUMULATIVE PREFERENCE SHARES AGAINST REPAYMENT AND
AMENDMENT OF THE COMPANY'S ARTICLES OF ASSOCIATION.
PROPOSAL #21: TO AUTHORISE THE BOARD OF DIRECTORS TO ISSUER YES FOR FOR
PURCHASE 6% CUMULATIVE PREFERENCE SHARES AND 7%
CUMULATIVE PREFERENCE SHARES (AND DEPOSITARY RECEIPTS
THEREOF) IN THE SHARE CAPITAL OF THE COMPANY.
PROPOSAL #22: TO AUTHORISE THE BOARD OF DIRECTORS TO ISSUER YES FOR FOR
PURCHASE ORDINARY SHARES AND DEPOSITARY RECEIPTS
THEREOF IN THE SHARE CAPITAL OF THE COMPANY.
PROPOSAL #23: TO REDUCE THE CAPITAL WITH RESPECT TO ISSUER YES FOR FOR
ORDINARY SHARES AND DEPOSITARY RECEIPTS THEREOF HELD
BY THE COMPANY IN ITS OWN SHARE CAPITAL.
PROPOSAL #24: TO DESIGNATE THE BOARD OF DIRECTORS AS ISSUER YES FOR FOR
THE COMPANY BODY AUTHORISED TO ISSUE ORDINARY SHARES
IN THE COMPANY.
PROPOSAL #25: TO APPOINT PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
ACCOUNTANTS N.V. AS AUDITORS FOR THE 2010 FINANCIAL
YEAR.
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ISSUER: VERIZON COMMUNICATIONS INC.
TICKER: VZ CUSIP: 92343V104
MEETING DATE: 5/6/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: RICHARD L. CARRION ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: M. FRANCES KEETH ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: ROBERT W. LANE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: SANDRA O. MOOSE ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JOSEPH NEUBAUER ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: DONALD T. ISSUER YES FOR FOR
NICOLAISEN
PROPOSAL #1G: ELECTION OF DIRECTOR: THOMAS H. O'BRIEN ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: CLARENCE OTIS, JR. ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: HUGH B. PRICE ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: IVAN G. SEIDENBERG ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: RODNEY E. SLATER ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JOHN W. SNOW ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: JOHN R. STAFFORD ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
PROPOSAL #03: ADVISORY VOTE RELATED TO EXECUTIVE ISSUER YES FOR FOR
COMPENSATION
PROPOSAL #04: PROHIBIT GRANTING STOCK OPTIONS SHAREHOLDER YES AGAINST FOR
PROPOSAL #05: GENDER IDENTITY NON-DISCRIMINATION SHAREHOLDER YES ABSTAIN AGAINST
POLICY
PROPOSAL #06: PERFORMANCE STOCK UNIT PERFORMANCE SHAREHOLDER YES AGAINST FOR
THRESHOLDS
PROPOSAL #07: SHAREHOLDER RIGHT TO CALL A SPECIAL SHAREHOLDER YES AGAINST FOR
MEETING
PROPOSAL #08: ADOPT AND DISCLOSE SUCCESSION PLANNING SHAREHOLDER YES AGAINST FOR
POLICY
PROPOSAL #09: SHAREHOLDER APPROVAL OF BENEFITS PAID SHAREHOLDER YES AGAINST FOR
AFTER DEATH
PROPOSAL #10: EXECUTIVE STOCK RETENTION REQUIREMENTS SHAREHOLDER YES AGAINST FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: VF CORPORATION
TICKER: VFC CUSIP: 918204108
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RICHARD T. CARUCCI ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JULIANA L. CHUGG ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: GEORGE FELLOWS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CLARENCE OTIS, JR. ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF AN AMENDMENT AND ISSUER YES FOR 60; FOR
RESTATEMENT OF VF'S 1996 STOCK COMPENSATION PLAN.
PROPOSAL #03: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS VF'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2010 FISCAL
YEAR.
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ISSUER: WASTE MANAGEMENT, INC.
TICKER: WM CUSIP: 94106L109
MEETING DATE: 5/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: PASTORA SAN JUAN ISSUER YES FOR FOR
CAFFERTY
PROPOSAL #1B: ELECTION OF DIRECTOR: FRANK M. CLARK, ISSUER YES FOR FOR
JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: PATRICK W. GROSS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN C. POPE ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: W. ROBERT REUM ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: STEVEN G. ISSUER YES FOR FOR
ROTHMEIER
PROPOSAL #1G: ELECTION OF DIRECTOR: DAVID P. STEINER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: THOMAS H. ISSUER YES FOR FOR
WEIDEMEYER
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010.
PROPOSAL #03: PROPOSAL TO AMEND THE COMPANY'S SECOND ISSUER YES FOR FOR
RESTATED CERTIFICATE OF INCORPORATION TO ELIMINATE
THE SUPERMAJORITY STOCKHOLDER VOTING PROVISIONS.
PROPOSAL #04: PROPOSAL RELATING TO DISCLOSURE OF SHAREHOLDER YES ABSTAIN AGAINST
POLITICAL CONTRIBUTIONS, IF PROPERLY PRESENTED AT THE
MEETING.
PROPOSAL #05: PROPOSAL RELATING TO THE RIGHT OF SHAREHOLDER YES AGAINST FOR
STOCKHOLDERS TO CALL SPECIAL STOCKHOLDER MEETINGS, IF
PROPERLY PRESENTED AT THE MEETING.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WYETH
TICKER: WYE CUSIP: 983024100
MEETING DATE: 7/20/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: VOTE TO ADOPT THE AGREEMENT AND PLAN OF ISSUER YES FOR FOR
MERGER, DATED AS OF JANUARY 25, 2009, AMONG PFIZER
INC., WAGNER ACQUISITION CORP. AND WYETH, AS IT MAY
BE AMENDED FROM TIME TO TIME
PROPOSAL #02: VOTE TO APPROVE THE ADJOURNMENT OF THE ISSUER YES FOR FOR
MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE MERGER
AGREEMENT
PROPOSAL #3A: ELECTION OF DIRECTOR: ROBERT M. AMEN ISSUER YES FOR FOR
PROPOSAL #3B: ELECTION OF DIRECTOR: MICHAEL J. ISSUER YES FOR ; FOR
CRITELLI
PROPOSAL #3C: ELECTION OF DIRECTOR: FRANCES D. ISSUER YES FOR FOR
FERGUSSON
PROPOSAL #3D: ELECTION OF DIRECTOR: VICTOR F. GANZI ISSUER YES FOR FOR
PROPOSAL #3E: ELECTION OF DIRECTOR: ROBERT LANGER ISSUER YES FOR FOR
PROPOSAL #3F: ELECTION OF DIRECTOR: JOHN P. MASCOTTE ISSUER YES FOR FOR
PROPOSAL #3G: ELECTION OF DIRECTOR: RAYMOND J. MCGUIRE ISSUER YES FOR FOR
PROPOSAL #3H: ELECTION OF DIRECTOR: MARY LAKE POLAN ISSUER YES FOR FOR
PROPOSAL #3I: ELECTION OF DIRECTOR: BERNARD POUSSOT ISSUER YES FOR FOR
PROPOSAL #3J: ELECTION OF DIRECTOR: GARY L. ROGERS ISSUER YES FOR FOR
PROPOSAL #3K: ELECTION OF DIRECTOR: JOHN R. TORELL III ISSUER YES FOR FOR
PROPOSAL #04: VOTE TO RATIFY PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
LLP AS WYETH'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2009
PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES ABSTAIN AGAINST
REPORTING ON WYETH'S POLITICAL CONTRIBUTIONS AND
TRADE ASSOCIATION PAYMENTS
PROPOSAL #06: STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER YES AGAINST FOR
STOCKHOLDER MEETINGS
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ISSUER: XCEL ENERGY INC.
TICKER: XEL CUSIP: 98389B100
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: FREDRIC W. ISSUER YES FOR FOR
CORRIGAN
PROPOSAL #1B: ELECTION OF DIRECTOR: RICHARD K. DAVIS ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: BENJAMIN G.S. ISSUER YES FOR FOR
FOWKE III
PROPOSAL #1D: ELECTION OF DIRECTOR: RICHARD C. KELLY ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ALBERT F. MORENO ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: CHRISTOPHER J. ISSUER YES FOR FOR
POLICINSKI
PROPOSAL #1G: ELECTION OF DIRECTOR: A. PATRICIA ISSUER YES FOR FOR
SAMPSON
PROPOSAL #1H: ELECTION OF DIRECTOR: DAVID A. ISSUER YES FOR & #160; FOR
WESTERLUND
PROPOSAL #1I: ELECTION OF DIRECTOR: KIM WILLIAMS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: TIMOTHY V. WOLF ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE PERFORMANCE MEASURES ISSUER YES FOR FOR
AVAILABLE UNDER THE EXECUTIVE ANNUAL INCENTIVE AWARD
PLAN, AS AMENDED AND RESTATED.
PROPOSAL #03: APPROVAL OF THE PERFORMANCE MEASURES ISSUER YES FOR FOR
AVAILABLE UNDER THE 2005 LONG-TERM INCENTIVE PLAN.
PROPOSAL #04: RATIFY THE APPOINTMENT OF DELOITTE AND ISSUER YES FOR FOR
TOUCHE LLP AS XCEL ENERGY INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2010.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING ANNUAL SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
VANGUARD WELLESLEY INCOME FUND
By: /s/F. William McNabb III
(Heidi Stam)
F. William McNabb III*
Chairman and Chief Executive Officer
Date: August 31, 2010
* By Power of Attorney. Filed on April 26, 2010, see File Number 33-53683.
Incorporated by Reference.
