UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, DC 20549 |
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FORM N-PX |
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ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY |
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Investment Company Act file number 811-21306 |
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Franklin Mutual Recovery Fund |
(Exact name of registrant as specified in charter) |
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101 John F. Kennedy Parkway, Short Hills, NJ 07078-2789 |
(Address of principal executive offices) (Zip code) |
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Craig S. Tyle, One Franklin Parkway, San Mateo, CA 94403-1906 |
(Name and address of agent for service) |
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Registrant's telephone number, including area code: (973) 912-2086 |
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Date of fiscal year end: 3/31 |
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Date of reporting period: 6/30/15 |
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Item 1. Proxy Voting Records. |
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AGEAS SA/NV | ||||
Ticker: AGS | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Open Meeting | Management | None | None |
2.1.1 | Receive Directors' Reports (Non-Voting) | Management | None | None |
2.1.2 | Receive Consolidated Financial Statements and Statutory Reports (Non-Voting) | Management | None | None |
2.1.3 | Adopt Financial Statements | Management | For | For |
2.2.1 | Receive Explanation on Reserves and Dividend Policy | Management | None | None |
2.2.2 | Approve Dividends of EUR 1.55 Per Share | Management | For | For |
2.3.1 | Approve Discharge of Directors | Management | For | For |
2.3.2 | Approve Discharge of Auditors | Management | For | For |
3.1 | Discussion on Company's Corporate Governance Structure | Management | None | None |
3.2 | Discuss and Approve Remuneration Report | Management | For | For |
4.1 | Elect Christophe Boizard as Executive Director | Management | For | For |
4.2 | Elect Filip Coremans as Executive Director | Management | For | For |
4.3 | Reelect Jozef De Mey as Independent Non-Executive Director | Management | For | For |
4.4 | Reelect Guy de Selliers as Independent Non-Executive Director | Management | For | For |
4.5 | Reelect Lionel Perl as Independent Non-Executive Director | Management | For | For |
4.6 | Reelect Jan Zegering Hadders as Independent Non-Executive Director | Management | For | For |
4.7 | Ratify KPMG as Auditors and Approve Auditors' Remuneration | Management | For | For |
5.1 | Approve Cancellation of 7,217,759 Repurchased Shares | Management | For | For |
5.2.1 | Receive Special Board Report Re: Authorization to Increase Capital Proposed under Item 5.2.2 | Management | None | None |
5.2.2 | Renew Authorization to Increase Share Capital within the Framework of Authorized Capital | Management | For | For |
5.2.3 | Insert New Article 6bis Re: Issue Premiums | Management | For | For |
5.3 | Amend Article 10 Re: Board of Directors | Management | For | For |
5.4 | Amend Article 11 Re: Deliberations and Decisions | Management | For | For |
5.5 | Amend Article 12 Re: Management of the Company | Management | For | For |
5.6 | Amend Article 13 Re: Representation | Management | For | For |
5.7 | Amend Article 15 Re: General Meeting of Shareholders | Management | For | For |
6 | Authorize Repurchase of Up to 10 Percent of Issued Share Capital | Management | For | For |
7 | Proposal to Cancel all VVPR Strips | Management | For | For |
8 | Close Meeting | Management | None | None |
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ALLY FINANCIAL INC. | ||||
Ticker: ALLY | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Franklin W. Hobbs | Management | For | For |
1.2 | Elect Director Robert T. Blakely | Management | For | For |
1.3 | Elect Director Mayree C. Clark | Management | For | For |
1.4 | Elect Director Stephen A. Feinberg | Management | For | For |
1.5 | Elect Director Kim S. Fennebresque | Management | For | For |
1.6 | Elect Director Marjorie Magner | Management | For | For |
1.7 | Elect Director Mathew Pendo | Management | For | For |
1.8 | Elect Director John J. Stack | Management | For | For |
1.9 | Elect Director Jeffrey J. Brown | Management | For | For |
1.10 | Elect Director Kenneth J. Bacon | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
5 | Amend Tax Asset Protection Plan | Management | For | For |
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AVON PRODUCTS, INC. | ||||
Ticker: AVP | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Douglas R. Conant | Management | For | For |
1.2 | Elect Director W. Don Cornwell | Management | For | For |
1.3 | Elect Director V. Ann Hailey | Management | For | For |
1.4 | Elect Director Nancy Killefer | Management | For | For |
1.5 | Elect Director Susan J. Kropf | Management | For | For |
1.6 | Elect Director Maria Elena Lagomasino | Management | For | For |
1.7 | Elect Director Sara Mathew | Management | For | For |
1.8 | Elect Director Helen McCluskey | Management | For | For |
1.9 | Elect Director Sheri McCoy | Management | For | For |
1.10 | Elect Director Charles H. Noski | Management | For | For |
1.11 | Elect Director Gary M. Rodkin | Management | For | For |
1.12 | Elect Director Paula Stern | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Amend Omnibus Stock Plan | Management | For | For |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
5 | Adopt Proxy Access Right | Shareholder | Against | For |
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B/E AEROSPACE, INC. | ||||
Ticker: BEAV | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Amin J. Khoury | Management | For | For |
1.2 | Elect Director Jonathan M. Schofield | Management | For | Withhold |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | Against |
3 | Ratify Auditors | Management | For | For |
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BAKER HUGHES INCORPORATED | ||||
Ticker: BHI | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Merger Agreement | Management | For | For |
2 | Adjourn Meeting | Management | For | For |
3 | Advisory Vote on Golden Parachutes | Management | For | For |
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BAKER HUGHES INCORPORATED | ||||
Ticker: BHI | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Larry D. Brady | Management | For | For |
1b | Elect Director Gregory D. Brenneman | Management | For | For |
1c | Elect Director Clarence P. Cazalot, Jr. | Management | For | For |
1d | Elect Director Martin S. Craighead | Management | For | For |
1e | Elect Director William H. Easter, III | Management | For | For |
1f | Elect Director Lynn L. Elsenhans | Management | For | For |
1g | Elect Director Anthony G. Fernandes | Management | For | For |
1h | Elect Director Claire W. Gargalli | Management | For | For |
1i | Elect Director Pierre H. Jungels | Management | For | For |
1j | Elect Director James A. Lash | Management | For | For |
1k | Elect Director J. Larry Nichols | Management | For | For |
1l | Elect Director James W. Stewart | Management | For | For |
1m | Elect Director Charles L. Watson | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
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BP PLC | ||||
Ticker: BP. | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Accept Financial Statements and Statutory Reports | Management | For | For |
2 | Approve Remuneration Report | Management | For | For |
3 | Re-elect Bob Dudley as Director | Management | For | For |
4 | Re-elect Dr Brian Gilvary as Director | Management | For | For |
5 | Re-elect Paul Anderson as Director | Management | For | For |
6 | Elect Alan Boeckmann as Director | Management | For | For |
7 | Re-elect Frank Bowman as Director | Management | For | For |
8 | Re-elect Antony Burgmans as Director | Management | For | For |
9 | Re-elect Cynthia Carroll as Director | Management | For | For |
10 | Re-elect Ian Davis as Director | Management | For | For |
11 | Re-elect Dame Ann Dowling as Director | Management | For | For |
12 | Re-elect Brendan Nelson as Director | Management | For | For |
13 | Re-elect Phuthuma Nhleko as Director | Management | For | For |
14 | Re-elect Andrew Shilston as Director | Management | For | For |
15 | Re-elect Carl-Henric Svanberg as Director | Management | For | For |
16 | Reappoint Ernst & Young LLP as Auditors and Authorise Their Remuneration | Management | For | For |
17 | Authorise the Renewal of the Scrip Dividend Programme | Management | For | For |
18 | Approve Share Award Plan 2015 | Management | For | For |
19 | Authorise EU Political Donations and Expenditure | Management | For | For |
20 | Authorise Issue of Equity with Pre-emptive Rights | Management | For | For |
21 | Authorise Issue of Equity without Pre-emptive Rights | Management | For | For |
22 | Authorise Market Purchase of Ordinary Shares | Management | For | For |
23 | Adopt New Articles of Association | Management | For | For |
24 | Authorise the Company to Call EGM with Two Weeks' Notice | Management | For | For |
25 | Approve Strategic Climate Change Resilience for 2035 and Beyond | Shareholder | For | For |
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CAIRN ENERGY PLC | ||||
Ticker: CNE | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Accept Financial Statements and Statutory Reports | Management | For | For |
2 | Approve Remuneration Report | Management | For | For |
3 | Reappoint PricewaterhouseCoopers LLP as Auditors | Management | For | For |
4 | Authorise Board to Fix Remuneration of Auditors | Management | For | For |
5 | Re-elect Ian Tyler as Director | Management | For | For |
6 | Re-elect Todd Hunt as Director | Management | For | For |
7 | Re-elect Iain McLaren as Director | Management | For | For |
8 | Re-elect Alexander Berger as Director | Management | For | For |
9 | Re-elect Jacqueline Sheppard as Director | Management | For | For |
10 | Re-elect Simon Thomson as Director | Management | For | For |
11 | Elect James Smith as Director | Management | For | For |
12 | Authorise Issue of Equity with Pre-emptive Rights | Management | For | For |
13 | Authorise Issue of Equity without Pre-emptive Rights | Management | For | For |
14 | Authorise Market Purchase of Ordinary Shares | Management | For | For |
15 | Authorise the Company to Call EGM with Two Weeks' Notice | Management | For | For |
16 | Approve Any Disposals by the Company or Any Subsidiary Undertaking of the Company of Any or All Shares in Cairn India Limited | Management | For | For |
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CAPMARK FINANCIAL GROUP INC. | ||||
Ticker: CPMK | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Charles H. Cremens | Management | For | For |
1.2 | Elect Director Eugene I. Davis | Management | For | For |
1.3 | Elect Director Thomas L. Fairfield | Management | For | For |
1.4 | Elect Director Thomas F. Maher | Management | For | For |
1.5 | Elect Director Steven H. Nave | Management | For | For |
1.6 | Elect Director Scott A. Schroepfer | Management | For | For |
2 | Change Company Name to Bluestem Group Inc. | Management | For | For |
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CIT GROUP INC. | ||||
Ticker: CIT | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director John A. Thain | Management | For | For |
1b | Elect Director Ellen R. Alemany | Management | For | For |
1c | Elect Director Michael J. Embler | Management | For | For |
1d | Elect Director William M. Freeman | Management | For | For |
1e | Elect Director David M. Moffett | Management | For | For |
1f | Elect Director R. Brad Oates | Management | For | For |
1g | Elect Director Marianne Miller Parrs | Management | For | For |
1h | Elect Director Gerald Rosenfeld | Management | For | For |
1i | Elect Director John R. Ryan | Management | For | For |
1j | Elect Director Sheila A. Stamps | Management | For | For |
1k | Elect Director Seymour Sternberg | Management | For | For |
1l | Elect Director Peter J. Tobin | Management | For | For |
1m | Elect Director Laura S. Unger | Management | For | For |
2 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Approve Executive Incentive Bonus Plan | Management | For | For |
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CNH INDUSTRIAL N.V. | ||||
Ticker: CNHI | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Open Meeting | Management | None | None |
2.a | Discuss Remuneration Report | Management | None | None |
2.b | Receive Explanation on Company's Reserves and Dividend Policy | Management | None | None |
2.c | Adopt Financial Statements and Statutory Reports | Management | For | For |
2.d | Approve Dividends of EUR 0.20 Per Share | Management | For | For |
2.e | Approve Discharge of Directors | Management | For | For |
3.a | Reelect Sergio Marchionne as Executive Director | Management | For | For |
3.b | Reelect Richard J. Tobin as Executive Director | Management | For | For |
3.c | Reelect John P. Elkann as Non-Executive Director | Management | For | Against |
3.d | Reelect Mina Gerowin as Non- Executive Director | Management | For | For |
3.e | Reelect Maria Patrizia Grieco as Non-Executive Director | Management | For | For |
3.f | Reelect Leo W. Houle as Non-Executive Director | Management | For | For |
3.g | Reelect Peter Kalantzis as Non-Executive Director | Management | For | For |
3.h | Reelect John B. Lanaway as Non-Executive Director | Management | For | For |
3.i | Reelect Guido Tabellini as Non-Executive Director | Management | For | For |
3.j | Reelect Jacquiline Tammenoms Bakker as Non-Executive Director | Management | For | For |
3.k | Reelect Jacques Theurillat as Non-Executive Director | Management | For | For |
4 | Authorize Repurchase of Up to 10 Percent of Issued Share Capital | Management | For | For |
5 | Close Meeting | Management | None | None |
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COVIDIEN PLC | ||||
Ticker: COV | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Scheme of Arrangement | Management | For | For |
2 | Approve Reduction of Share Premium Account | Management | For | For |
3 | Authorize Issuance of Equity or Equity-Linked Securities without Preemptive Rights | Management | For | For |
4 | Amendment to Articles of Association | Management | For | For |
5 | Creation of Distributable Reserves of New Medtronic | Management | For | For |
6 | Advisory Vote on Golden Parachutes | Management | For | For |
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COVIDIEN PLC | ||||
Ticker: COV | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Scheme of Arrangement | Management | For | For |
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DEEP OCEAN HOLDING B.V. | ||||
Ticker: | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Open Meeting and Receive Announcements | Management | None | None |
2 | Elect Bart H. Heijermans as Chariman and Secretary | Management | For | For |
3 | Authorize Board to Ratify and Execute Approved Resolutions | Management | For | For |
4 | Elect Management Board Members (Bundled) | Management | For | For |
5 | Approve Remuneration of New Board Member | Management | For | For |
6 | Close Meeting | Management | None | None |
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DIRECT LINE INSURANCE GROUP PLC | ||||
Ticker: DLG | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Accept Financial Statements and Statutory Reports | Management | For | For |
2 | Approve Remuneration Report | Management | For | For |
3 | Re-elect Mike Biggs as Director | Management | For | For |
4 | Re-elect Paul Geddes as Director | Management | For | For |
5 | Re-elect Jane Hanson as Director | Management | For | For |
6 | Elect Sebastian James as Director | Management | For | For |
7 | Re-elect Andrew Palmer as Director | Management | For | For |
8 | Re-elect John Reizenstein as Director | Management | For | For |
9 | Re-elect Clare Thompson as Director | Management | For | For |
10 | Re-elect Priscilla Vacassin as Director | Management | For | For |
11 | Reappoint Deloitte LLP as Auditors | Management | For | For |
12 | Authorise the Audit Committee to Fix Remuneration of Auditors | Management | For | For |
13 | Authorise Issue of Equity with Pre-emptive Rights | Management | For | For |
14 | Authorise Issue of Equity without Pre-emptive Rights | Management | For | For |
15 | Authorise Market Purchase of Ordinary Shares | Management | For | For |
16 | Authorise the Company to Call EGM with Two Weeks' Notice | Management | For | For |
17 | Authorise EU Political Donations and Expenditure | Management | For | For |
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DIRECT LINE INSURANCE GROUP PLC | ||||
Ticker: DLG | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Share Consolidation | Management | For | For |
2 | Authorise Issue of Equity with Pre-emptive Rights | Management | For | For |
3 | Authorise Issue of Equity without Pre-emptive Rights | Management | For | For |
4 | Authorise Market Purchase of Ordinary Shares | Management | For | For |
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DIRECTV | ||||
Ticker: DTV | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Merger Agreement | Management | For | For |
2 | Advisory Vote on Golden Parachutes | Management | For | For |
3 | Adjourn Meeting | Management | For | For |
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EASTMAN KODAK COMPANY | ||||
Ticker: KODK | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Mark S. Burgess | Management | For | For |
1.2 | Elect Director Jeffrey J. Clarke | Management | For | For |
1.3 | Elect Director James V. Continenza | Management | For | For |
1.4 | Elect Director Matthew A. Doheny | Management | For | For |
1.5 | Elect Director John A. Janitz | Management | For | For |
1.6 | Elect Director George Karfunkel | Management | For | For |
1.7 | Elect Director Jason New | Management | For | For |
1.8 | Elect Director William G. Parrett | Management | For | For |
1.9 | Elect Director Derek Smith | Management | For | For |
2 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
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FIRSTGROUP PLC | ||||
Ticker: FGP | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Accept Financial Statements and Statutory Reports | Management | For | For |
2 | Approve Remuneration Policy | Management | For | For |
3 | Approve Remuneration Report | Management | For | For |
4 | Elect John McFarlane as Director | Management | For | For |
5 | Elect Warwick Brady as Director | Management | For | For |
6 | Elect Drummond Hall as Director | Management | For | For |
7 | Elect Imelda Walsh as Director | Management | For | For |
8 | Re-elect Tim O'Toole as Director | Management | For | For |
9 | Re-elect Chris Surch as Director | Management | For | For |
10 | Re-elect Brian Wallace as Director | Management | For | For |
11 | Re-elect Jim Winestock as Director | Management | For | For |
12 | Re-elect Mick Barker as Director | Management | For | For |
13 | Reappoint Deloitte LLP as Auditors | Management | For | For |
14 | Authorise Board to Fix Remuneration of Auditors | Management | For | For |
15 | Approve Increase in the Aggregate Limit of Fees Payable to Directors | Management | For | For |
16 | Authorise Issue of Equity with Pre-emptive Rights | Management | For | For |
17 | Authorise Issue of Equity without Pre-emptive Rights | Management | For | For |
18 | Authorise Market Purchase of Ordinary Shares | Management | For | For |
19 | Authorise EU Political Donations and Expenditure | Management | For | For |
20 | Authorise the Company to Call EGM with Two Weeks' Notice | Management | For | For |
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FREEPORT-MCMORAN INC. | ||||
Ticker: FCX | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Richard C. Adkerson | Management | For | For |
1.2 | Elect Director Robert J. Allison, Jr. | Management | For | For |
1.3 | Elect Director Alan R. Buckwalter, III | Management | For | Withhold |
1.4 | Elect Director Robert A. Day | Management | For | For |
1.5 | Elect Director James C. Flores | Management | For | Withhold |
1.6 | Elect Director Gerald J. Ford | Management | For | For |
1.7 | Elect Director Thomas A. Fry, III | Management | For | Withhold |
1.8 | Elect Director H. Devon Graham, Jr. | Management | For | For |
1.9 | Elect Director Lydia H. Kennard | Management | For | For |
1.10 | Elect Director Charles C. Krulak | Management | For | For |
1.11 | Elect Director Bobby Lee Lackey | Management | For | Withhold |
1.12 | Elect Director Jon C. Madonna | Management | For | For |
1.13 | Elect Director Dustan E. McCoy | Management | For | For |
1.14 | Elect Director James R. Moffett | Management | For | For |
1.15 | Elect Director Stephen H. Siegele | Management | For | For |
1.16 | Elect Director Frances Fragos Townsend | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
4 | Amend Omnibus Stock Plan | Management | For | For |
5 | Adopt Proxy Access Right | Shareholder | Against | For |
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HOSPIRA, INC. | ||||
Ticker: HSP | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1a | Elect Director Irving W. Bailey, II | Management | For | For |
1.1b | Elect Director F. Michael Ball | Management | For | For |
1.1c | Elect Director Barbara L. Bowles | Management | For | For |
1.1d | Elect Director William G. Dempsey | Management | For | For |
1.1e | Elect Director Dennis M. Fenton | Management | For | For |
1.1f | Elect Director Roger W. Hale | Management | For | For |
1.1g | Elect Director Heino von Prondzynski | Management | For | For |
1.1h | Elect Director Jacque J. Sokolov | Management | For | For |
1.1i | Elect Director John C. Staley | Management | For | For |
1.1j | Elect Director Mark F. Wheeler | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | Against |
3 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
4 | Provide Right to Act by Written Consent | Shareholder | Against | For |
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HOSPIRA, INC. | ||||
Ticker: HSP | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Merger Agreement | Management | For | For |
2 | Advisory Vote on Golden Parachutes | Management | For | Against |
3 | Adjourn Meeting | Management | For | For |
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KONINKLIJKE KPN NV | ||||
Ticker: KPN | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Open Meeting | Management | None | None |
2a | Announce Intention to Appoint Frank van der Post to Management Board | Management | None | None |
2b | Approve Cash and Stock Awards to Van Der Post of EUR 1.19 Million | Management | For | For |
3 | Other Business (Non-Voting) | Management | None | None |
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KONINKLIJKE KPN NV | ||||
Ticker: KPN | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Open Meeting | Management | None | None |
2 | Receive Report of Management Board (Non-Voting) | Management | None | None |
3 | Discuss Remuneration Report | Management | None | None |
4 | Adopt Financial Statements | Management | For | For |
5 | Receive Explanation on Company's Financial and Dividend Policy | Management | None | None |
6 | Approve Dividends of EUR 0.07 per Share | Management | For | For |
7 | Approve Discharge of Management Board | Management | For | For |
8 | Approve Discharge of Supervisory Board | Management | For | For |
9 | Appoint Ernst & Young Accountants LLP as External Auditors Re: Financial Year 2016 | Management | For | For |
10 | Opportunity to Make Recommendations | Management | None | None |
11 | Proposal to Elect Jolande Sap to Supervisory Board | Management | For | For |
12 | Proposal to Elect Peter Hartman to Supervisory Board | Management | For | For |
13 | Announce Vacancies on the Supervisory Board Arising in 2016 | Management | None | None |
14 | Approve Remuneration of the Supervisory Board Strategy & Organization Committee | Management | For | For |
15 | Authorize Repurchase of Up to 10 Percent of Issued Share Capital | Management | For | For |
16 | Approve Cancellation of Repurchased Shares | Management | For | For |
17 | Grant Board Authority to Issue Shares Up To 10 Percent of Issued Capital | Management | For | For |
18 | Authorize Board to Exclude Preemptive Rights from Share Issuances | Management | For | For |
19 | Close Meeting | Management | None | None |
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LORILLARD, INC. | ||||
Ticker: LO | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Merger Agreement | Management | For | For |
2 | Advisory Vote on Golden Parachutes | Management | For | For |
3 | Adjourn Meeting | Management | For | For |
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NINE ENTERTAINMENT CO. HOLDINGS LTD | ||||
Ticker: NEC | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve the Remuneration Report | Management | For | For |
2 | Elect Peter Costello as Director | Management | For | For |
3 | Elect David Haslingden as Director | Management | For | For |
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PINNACLE ENTERTAINMENT, INC. | ||||
Ticker: PNK | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
Management Proxy (White Card) | ||||
1a | Elect Director Charles L. Atwood | Management | For | For |
1b | Elect Director Stephen C. Comer | Management | For | For |
1c | Elect Director Bruce A. Leslie | Management | For | For |
1d | Elect Director James L. Martineau | Management | For | For |
1e | Elect Director Desiree Rogers | Management | For | For |
1f | Elect Director Anthony M. Sanfilippo | Management | For | For |
1g | Elect Director Jaynie M. Studenmund | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
4 | Approve Omnibus Stock Plan | Management | For | For |
5 | Increase Authorized Common Stock | Management | For | For |
6 | Renew Shareholder Rights Plan (Poison Pill) | Management | For | For |
7 | Approve Right of Shareholder to Approve Amendments for Spin-off Entity Bylaws | Shareholder | Against | Against |
8 | Require a Majority Vote for the Election of Directors for Spin-off Entity | Shareholder | Against | Against |
9 | Require Shareholder to Call Special Meetings for Spin-off Entity | Shareholder | Against | Against |
10 | Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote for Spin-off Entity | Shareholder | Against | Against |
11 | Require Shareholder to Approve Opt-in State Anti-Takeover Statutes for Spin-off Entity | Shareholder | Against | Against |
12 | Remove Ability of Board to Amend Bylaws | Shareholder | Against | Against |
13 | Require Majority Vote of Then-Outstanding Shares of Capital Stock to Approve Bylaw Amendments | Shareholder | Against | Against |
Proposal No | Proposal | Proposed By | Dissident Recommendation | Vote Cast |
Dissident Proxy (Blue Card) | ||||
1a | Management Nominee - Charles L. Atwood | Shareholder | None | Did Not Vote |
1b | Management Nominee - Stephen C. Comer | Shareholder | None | Did Not Vote |
1c | Management Nominee - Bruce A. Leslie | Shareholder | None | Did Not Vote |
1d | Management Nominee - James L. Martineau | Shareholder | None | Did Not Vote |
1e | Management Nominee - Desiree Rogers | Shareholder | None | Did Not Vote |
1f | Management Nominee - Anthony M. Sanfilippo | Shareholder | None | Did Not Vote |
1g | Management Nominee - Jaynie M. Studenmund | Shareholder | None | Did Not Vote |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | None | Did Not Vote |
3 | Ratify Ernst & Young LLP as Auditors | Management | None | Did Not Vote |
4 | Approve Omnibus Stock Plan | Management | None | Did Not Vote |
5 | Increase Authorized Common Stock | Management | None | Did Not Vote |
6 | Renew Shareholder Rights Plan (Poison Pill) | Management | None | Did Not Vote |
7 | Approve Right of Shareholder to Approve Amendments for Spin-off Entity Bylaws | Shareholder | For | Did Not Vote |
8 | Require a Majority Vote for the Election of Directors for Spin-off Entity | Shareholder | For | Did Not Vote |
9 | Require Shareholder to Call Special Meetings for Spin-off Entity | Shareholder | For | Did Not Vote |
10 | Submit Shareholder Rights Plan (Poison Pill) to Shareholder Vote for Spin-off Entity | Shareholder | For | Did Not Vote |
11 | Require Shareholder to Approve Opt-in State Anti-Takeover Statutes for Spin-off Entity | Shareholder | For | Did Not Vote |
12 | Remove Ability of Board to Amend Bylaws | Shareholder | For | Did Not Vote |
13 | Require Majority Vote of Then-Outstanding Shares of Capital Stock to Approve Bylaw Amendments | Shareholder | For | Did Not Vote |
| ||||
RSA INSURANCE GROUP PLC | ||||
Ticker: RSA | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Accept Financial Statements and Statutory Reports | Management | For | For |
2 | Approve Final Dividend | Management | For | For |
3 | Approve Remuneration Report | Management | For | For |
4 | Re-elect Martin Scicluna as Director | Management | For | For |
5 | Re-elect Stephen Hester as Director | Management | For | For |
6 | Re-elect Alastair Barbour as Director | Management | For | For |
7 | Re-elect Kath Cates as Director | Management | For | For |
8 | Elect Enrico Cucchiani as Director | Management | For | For |
9 | Re-elect Hugh Mitchell as Director | Management | For | For |
10 | Re-elect Joseph Streppel as Director | Management | For | For |
11 | Re-elect Johanna Waterous as Director | Management | For | For |
12 | Reappoint KPMG LLP as Auditors | Management | For | For |
13 | Authorise Board to Fix Remuneration of Auditors | Management | For | For |
14 | Authorise EU Political Donations and Expenditure | Management | For | For |
15 | Authorise Issue of Equity with Pre-emptive Rights | Management | For | For |
16 | Authorise Issue of Equity without Pre-emptive Rights | Management | For | For |
17 | Authorise Market Purchase of Ordinary Shares | Management | For | For |
18 | Authorise the Company to Call EGM with Two Weeks' Notice | Management | For | For |
| ||||
SAMSUNG ELECTRONICS CO. LTD. | ||||
Ticker: 005930 | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Financial Statements and Allocation of Income | Management | For | For |
2.1.1 | Elect Kim Han-Joong as Outside Director | Management | For | For |
2.1.2 | Elect Lee Byung-Gi as Outside Director | Management | For | For |
2.2 | Elect Kwon Oh-Hyun as Inside Director | Management | For | For |
2.3 | Elect Kim Han-Joong as Member of Audit Committee | Management | For | For |
3 | Approve Total Remuneration of Inside Directors and Outside Directors | Management | For | For |
| ||||
SYMANTEC CORPORATION | ||||
Ticker: SYMC | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Michael A. Brown | Management | For | For |
1b | Elect Director Frank E. Dangeard | Management | For | For |
1c | Elect Director Geraldine B. Laybourne | Management | For | For |
1d | Elect Director David L. Mahoney | Management | For | For |
1e | Elect Director Robert S. Miller | Management | For | For |
1f | Elect Director Anita M. Sands | Management | For | For |
1g | Elect Director Daniel H. Schulman | Management | For | For |
1h | Elect Director V. Paul Unruh | Management | For | For |
1i | Elect Director Suzanne M. Vautrinot | Management | For | For |
2 | Ratify Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
| ||||
TALISMAN ENERGY INC. | ||||
Ticker: TLM | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Plan of Arrangement | Management | For | For |
| ||||
TEVA PHARMACEUTICAL INDUSTRIES LTD. | ||||
Ticker: TEVA | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Reelect Dan Propper as Director for a Three Year Term | Management | For | For |
1.2 | Reelect Ory Slonim as Director for a Three Year Term | Management | For | Against |
2.1 | Reelect Joseph Nitzani as External Director and Approve Director's Remuneration | Management | For | Against |
2.2 | Elect Jean-Michel Halfon as External Director and Approve Director's Remuneration | Management | For | For |
3.1 | Approve Annual Cash Bonus Objectives for CEO and President, for 2014 and Onwards | Management | For | For |
3.2 | Approve Grant Annual Equity Awards to CEO and President, Starting 2015 | Management | For | For |
4 | Approve Purchase of D&O Liability Insurance Policie | Management | For | For |
5 | Reappoint Kesselman & Kesselman as Auditors | Management | For | For |
6 | Discuss Financial Statements and the Report of the Board for 2013 | Management | None | None |
A | Vote FOR if you are a controlling shareholder or have a personal interest in one or several resolutions, as indicated in the proxy card; otherwise, vote AGAINST. You may not abstain. If you vote FOR, please provide an explanation to your account manager | Management | None | Against |
| ||||
TIME WARNER CABLE INC. | ||||
Ticker: TWC | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Merger Agreement | Management | For | For |
2 | Advisory Vote on Golden Parachutes | Management | For | For |
| ||||
TRANSOCEAN LTD. | ||||
Ticker: RIG | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Decrease in Size of Board | Management | For | For |
2 | Elect Merrill A. "Pete" Miller, Jr. as Director | Management | For | For |
| ||||
TRANSOCEAN LTD. | ||||
Ticker: RIG | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Accept Financial Statements and Statutory Reports | Management | For | For |
2 | Approve Discharge of Board and Senior Management | Management | For | For |
3 | Appropriation of Available Earnings for Fiscal Year 2014 | Management | For | For |
4 | Approve Dividends of USD 0.60 per Share from Capital Contribution Reserves | Management | For | For |
5A | Elect Glyn A. Barker as Director | Management | For | For |
5B | Elect Vanessa C.L. Chang as Director | Management | For | For |
5C | Elect Frederico F. Curado as Director | Management | For | For |
5D | Elect Chadwick C. Deaton as Director | Management | For | For |
5E | Elect Vincent J. Intrieri as Director | Management | For | For |
5F | Elect Martin B. McNamara as Director | Management | For | For |
5G | Elect Samuel J. Merksamer as Director | Management | For | For |
5H | Elect Merrill A. 'Pete' Miller, Jr. as Director | Management | For | For |
5I | Elect Edward R. Muller as Director | Management | For | For |
5J | Elect Tan Ek Kia as Director | Management | For | For |
6 | Elect Merrill A. 'Pete' Miller, Jr. as Board Chairman | Management | For | For |
7A | Appoint Frederico F. Curado as Member of the Compensation Committee | Management | For | For |
7B | Appoint Vincent J. Intrieri as Member of the Compensation Committee | Management | For | For |
7C | Appoint Martin B. McNamara as Member of the Compensation Committee | Management | For | For |
7D | Appoint Tan Ek Kia as Member of the Compensation Committee | Management | For | For |
8 | Designate Schweiger Advokatur/Notariat as Independent Proxy | Management | For | For |
9 | Appointment Of Ernst & Young LLP as Independent Registered Public Accounting Firm for Fiscal Year 2015 and Reelection of Ernst & Young Ltd, Zurich as the Company's Auditor for a Further One-Year Term | Management | For | For |
10 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
11A | Approve Maximum Remuneration of Board of Directors for the Period Between the 2015 and 2016 Annual General Meetings in the Amount of USD 4.12 Million | Management | For | For |
11B | Approve Maximum Remuneration of the Execution Management Team for Fiscal Year 2016 in the Amount of USD 29.62 Million | Management | For | For |
12 | Approve Omnibus Stock Plan | Management | For | For |
| ||||
TRIBUNE COMPANY | ||||
Ticker: TRBAA | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Craig A. Jacobson | Management | For | For |
1.2 | Elect Director Laura R. Walker | Management | For | For |
2 | Amend Certificate of Incorporation | Management | For | For |
3 | Ratify Auditors | Management | For | For |
| ||||
TRIBUNE COMPANY | ||||
Ticker: TRBAA | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Amend Certificate of Incorporation | Management | For | Against |
| ||||
TRIBUNE MEDIA COMPANY | ||||
Ticker: TRCO | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Michael Kreger | Management | For | For |
1.2 | Elect Director Peter Liguori | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
| ||||
TRIBUNE PUBLISHING COMPANY | ||||
Ticker: TPUB | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director David E. Dibble | Management | For | For |
1.2 | Elect Director Philip G. Franklin | Management | For | For |
1.3 | Elect Director John H. Griffin, Jr. | Management | For | For |
1.4 | Elect Director Eddy W. Hartenstein | Management | For | For |
1.5 | Elect Director Renetta McCann | Management | For | For |
1.6 | Elect Director Ellen Taus | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
| ||||
TRONOX LIMITED | ||||
Ticker: TROX | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Thomas Casey | Management | For | For |
1.2 | Elect Director Andrew P. Hines | Management | For | For |
1.3 | Elect Director Wayne A. Hinman | Management | For | Withhold |
1.4 | Elect Director Peter Johnston | Management | For | For |
1.5 | Elect Director Ilan Kaufthal | Management | For | For |
1.6 | Elect Director Jeffry N. Quinn | Management | For | For |
2 | Ratify PricewaterhouseCoopers as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | Against |
| ||||
UNIQA INSURANCE GROUP AG | ||||
Ticker: UQA | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Receive Financial Statements and Statutory Reports (Non-Voting) | Management | None | None |
2 | Approve Allocation of Income | Management | For | For |
3.1 | Approve Discharge of Management Board | Management | For | For |
3.2 | Approve Discharge of Supervisory Board | Management | For | For |
4 | Approve Remuneration of Supervisory Board Members | Management | For | For |
5 | Ratify Auditors | Management | For | For |
6 | Authorize Share Repurchase Program and Reissuance or Cancellation of Repurchased Shares | Management | For | For |
7.1 | Elect Walter Rothensteiner as Supervisory Board Member | Management | For | For |
7.2 | Elect Christian Kuhn as Supervisory Board Member | Management | For | For |
7.3 | Elect Erwin Hameseder as Supervisory Board Member | Management | For | For |
7.4 | Elect Eduard Lechner as Supervisory Board Member | Management | For | For |
7.5 | Elect Markus Andreewitch as Supervisory Board Member | Management | For | For |
7.6 | Elect Ernst Burger as Supervisory Board Member | Management | For | For |
7.7 | Elect Peter Gauper as Supervisory Board Member | Management | For | For |
7.8 | Elect Johannes Schuster as Supervisory Board Member | Management | For | For |
7.9 | Elect Kory Sorenson as Supervisory Board Member | Management | For | For |
| ||||
VERSO CORPORATION | ||||
Ticker: VRS | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Robert M. Amen | Management | For | For |
1.2 | Elect Director Thomas Gutierrez | Management | For | For |
1.3 | Elect Director Eric L. Press | Management | For | For |
1.4 | Elect Director L.H. Puckett, Jr. | Management | For | For |
2 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
| ||||
VODAFONE GROUP PLC | ||||
Ticker: VOD | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Accept Financial Statements and Statutory Reports | Management | For | For |
2 | Re-elect Gerard Kleisterlee as Director | Management | For | For |
3 | Re-elect Vittorio Colao as Director | Management | For | For |
4 | Elect Nick Read as Director | Management | For | For |
5 | Re-elect Stephen Pusey as Director | Management | For | For |
6 | Elect Sir Crispin Davis as Director | Management | For | For |
7 | Elect Dame Clara Furse as Director | Management | For | For |
8 | Elect Valerie Gooding as Director | Management | For | For |
9 | Re-elect Renee James as Director | Management | For | For |
10 | Re-elect Samuel Jonah as Director | Management | For | For |
11 | Re-elect Omid Kordestani as Director | Management | For | For |
12 | Re-elect Nick Land as Director | Management | For | For |
13 | Re-elect Luc Vandevelde as Director | Management | For | For |
14 | Re-elect Philip Yea as Director | Management | For | For |
15 | Approve Final Dividend | Management | For | For |
16 | Approve Remuneration Policy | Management | For | For |
17 | Approve Remuneration Report | Management | For | For |
18 | Approve Incentive Plan | Management | For | For |
19 | Appoint PricewaterhouseCoopers LLP as Auditors | Management | For | For |
20 | Authorise the Audit and Risk Committee to Fix Remuneration of Auditors | Management | For | For |
21 | Authorise Issue of Equity with Pre-emptive Rights | Management | For | For |
22 | Authorise Issue of Equity without Pre-emptive Rights | Management | For | For |
23 | Authorise Market Purchase of Ordinary Shares | Management | For | For |
24 | Authorise EU Political Donations and Expenditure | Management | For | For |
25 | Authorise the Company to Call EGM with Two Weeks' Notice | Management | For | For |
| ||||
VOSSLOH AG | ||||
Ticker: VOS | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Receive Financial Statements and Statutory Reports for Fiscal 2014 (Non-Voting) | Management | None | None |
2 | Approve Discharge of Management Board for Fiscal 2014 | Management | For | For |
3 | Approve Discharge of Supervisory Board for Fiscal 2014 | Management | For | For |
4 | Ratify KPMG AG as Auditors for Fiscal 2015 | Management | For | For |
5 | Elect Ulrich Harnacke to the Supervisory Board | Management | For | For |
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.
(Registrant) Franklin Mutual Recovery Fund
By (Signature and Title)* /s/LAURA F. FERGERSON_____
Laura F. Fergerson,
Chief Executive Officer – Finance and Administration
Date August 26, 2015
* Print the name and title of each signing officer under his or her signature.
