FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-21439
EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Rutland Square Trust
Fund Name: PAS International Fund of Funds
82 DEVONSHIRE STREET, BOSTON, MA 02109
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
SCOTT C.GOEBEL, SECRETARY, 82 DEVONSHIRE STREET, BOSTON, MA 02109
(NAME AND ADDRESS OF AGENT FOR SERVICE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 617-563-7000
DATE OF FISCAL YEAR END: FEBRUARY 29
DATE OF REPORTING PERIOD: 06/30/2008
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, THERE UNTO DULY AUTHORIZED.
Fidelity Rutland Square Trust
BY: /s/ MARK OSTERHELD*
MARK OSTERHELD, PRESIDENT AND TREASURER
DATE: 08/11/2008 02:37:21 PM
*BY: /s/ CLAIRE S. WALPOLE
CLAIRE S. WALPOLE, VICE PRESIDENT, FIDELITY MANAGEMENT & RESEARCH COMPANY, PURSUANT TO A POWER OF ATTORNEY DATED JULY 6, 2007 AND FILED HEREWITH.
VOTE SUMMARY REPORT
PAS International Fund of Funds
07/01/2007- 06/30/2008
Note: The Security ID will be the CUSIP (Committee on Uniform Securities Identification Procedures) when available. When CUSIP is not available, an alternate identifier, e.g., CINS, will be provided.
| ISSUER NAME: AIM INTERNATIONAL GROWTH FUND MEETING DATE: 03/28/2008 | ||||
| TICKER: AIIEX SECURITY ID: 008882102 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT BOB R. BAKER AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT FRANK S. BAYLEY AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT JAMES T. BUNCH AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT BRUCE L. CROCKETT AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT ALBERT R. DOWDEN AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JACK M. FIELDS AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT MARTIN L. FLANAGAN AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT CARL FRISCHLING AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT PREMA MATHAI-DAVIS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT LEWIS F. PENNOCK AS A DIRECTOR | Management | For | Proportional |
| 1. 11 | ELECT LARRY SOLL, PH.D. AS A DIRECTOR | Management | For | Proportional |
| 1. 12 | ELECT RAYMOND STICKEL, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 13 | ELECT PHILIP A. TAYLOR AS A DIRECTOR | Management | For | Proportional |
| 2 | TO APPROVE A NEW SUB-ADVISORY AGREEMENT FOR THE FUND BETWEEN AIM ADVISORS, INC. AND EACH OF AIM FUNDS MANAGEMENT INC.; INVESCO ASSET MANAGEMENT DEUTSCHLAND, GMBH; INVESCO ASSET MANAGEMENT LTD.; INVESCO ASSET MANAGEMENT (JAPAN) LIMITED; INVESCO AUSTRALIA LIMITED; INVESCO GLOBAL ASSET MANAGEMENT (N.A.), INC., ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. | Management | For | Proportional |
| 3 | TO APPROVE AN AMENDMENT TO THE TRUST S AGREEMENT AND DECLARATION OF TRUST THAT WOULD PERMIT THE BOARD OF TRUSTEES OF THE TRUST TO TERMINATE THE TRUST, THE FUND AND EACH OTHER SERIES PORTFOLIO OF THE TRUST, OR A SHARE CLASS WITHOUT A SHAREHOLDER VOTE. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: BLACKROCK PACIFIC FUND, INC. MEETING DATE: 09/07/2007 | ||||
| TICKER: MDPCX SECURITY ID: 09252J104 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT DAVID O. BEIM AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT RICHARD S. DAVIS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT RONALD W. FORBES AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT HENRY GABBAY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT DR. MATINA HORNER AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT RODNEY D. JOHNSON AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT HERBERT I. LONDON AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT CYNTHIA A. MONTGOMERY AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT JOSEPH P. PLATT, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT ROBERT C. ROBB, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 11 | ELECT TOBY ROSENBLATT AS A DIRECTOR | Management | For | Proportional |
| 1. 12 | ELECT KENNETH L. URISH AS A DIRECTOR | Management | For | Proportional |
| 1. 13 | ELECT FREDERICK W. WINTER AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY CANADA FUND MEETING DATE: 04/16/2008 | ||||
| TICKER: FICDX SECURITY ID: 315910307 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | SHAREHOLDER PROPOSAL FOR FIDELITY CANADA FUND, FIDELITY DIVERSIFIED INTERNATIONAL FUND, FIDELITY INTERNATIONAL DISCOVERY FUND, FIDELITY MID-CAP STOCK FUND, AND FIDELITY OVERSEAS FUND CONCERNING BOARD OVERSIGHT PROCEDURES TO SCREEN OUT INVESTMENTS IN COMPANIES THAT SUBSTANTIALLY CONTRIBUTE TO GENOCIDE. | Shareholder | Against | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY DIVERSIFIED INTERNATIONAL FUND MEETING DATE: 12/13/2007 | ||||
| TICKER: FDIVX SECURITY ID: 315910802 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR SHAREHOLDER MEETINGS. | Management | For | Proportional |
| 2. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 2. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 2. 3 | ELECT ALBERT R. GAMPER, JR. AS A DIRECTOR | Management | For | Proportional |
| 2. 4 | ELECT GEORGE H. HEILMEIER AS A DIRECTOR | Management | For | Proportional |
| 2. 5 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 2. 6 | ELECT JAMES H. KEYES AS A DIRECTOR | Management | For | Proportional |
| 2. 7 | ELECT MARIE L. KNOWLES AS A DIRECTOR | Management | For | Proportional |
| 2. 8 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 2. 9 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 2. 10 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 2. 11 | ELECT KENNETH L. WOLFE AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY DIVERSIFIED INTERNATIONAL FUND MEETING DATE: 04/16/2008 | ||||
| TICKER: FDIVX SECURITY ID: 315910802 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | SHAREHOLDER PROPOSAL FOR FIDELITY CANADA FUND, FIDELITY DIVERSIFIED INTERNATIONAL FUND, FIDELITY INTERNATIONAL DISCOVERY FUND, FIDELITY MID-CAP STOCK FUND, AND FIDELITY OVERSEAS FUND CONCERNING BOARD OVERSIGHT PROCEDURES TO SCREEN OUT INVESTMENTS IN COMPANIES THAT SUBSTANTIALLY CONTRIBUTE TO GENOCIDE. | Shareholder | Against | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY INTERNATIONAL DISCOVERY FUND MEETING DATE: 12/13/2007 | ||||
| TICKER: FIGRX SECURITY ID: 315910208 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR SHAREHOLDER MEETINGS. | Management | For | Proportional |
| 2. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 2. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 2. 3 | ELECT ALBERT R. GAMPER, JR. AS A DIRECTOR | Management | For | Proportional |
| 2. 4 | ELECT GEORGE H. HEILMEIER AS A DIRECTOR | Management | For | Proportional |
| 2. 5 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 2. 6 | ELECT JAMES H. KEYES AS A DIRECTOR | Management | For | Proportional |
| 2. 7 | ELECT MARIE L. KNOWLES AS A DIRECTOR | Management | For | Proportional |
| 2. 8 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 2. 9 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 2. 10 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 2. 11 | ELECT KENNETH L. WOLFE AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY INTERNATIONAL DISCOVERY FUND MEETING DATE: 04/16/2008 | ||||
| TICKER: FIGRX SECURITY ID: 315910208 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | SHAREHOLDER PROPOSAL FOR FIDELITY CANADA FUND, FIDELITY DIVERSIFIED INTERNATIONAL FUND, FIDELITY INTERNATIONAL DISCOVERY FUND, FIDELITY MID-CAP STOCK FUND, AND FIDELITY OVERSEAS FUND CONCERNING BOARD OVERSIGHT PROCEDURES TO SCREEN OUT INVESTMENTS IN COMPANIES THAT SUBSTANTIALLY CONTRIBUTE TO GENOCIDE. | Shareholder | Against | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY JAPAN SMALLER COMPANIES FUND MEETING DATE: 04/16/2008 | ||||
| TICKER: FJSCX SECURITY ID: 315910760 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: GOLDMAN SACHS STRUCTURED INTL EQUITY FUND MEETING DATE: 08/30/2007 | ||||
| TICKER: GCIAX SECURITY ID: 38142V878 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT ASHOK N. BAKHRU AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT JOHN P. COBLENTZ, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT DIANA M. DANIELS AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT PATRICK T. HARKER AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT JESSICA PALMER AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT ALAN A. SHUCH AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT RICHARD P. STRUBEL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT KAYSIE P. UNIACKE AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: JULIUS BAER INTER EQUITY FUND II MEETING DATE: 05/15/2008 | ||||
| TICKER: JETAX SECURITY ID: 481370880 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | TO APPROVE A REPLACEMENT INVESTMENT ADVISORY AGREEMENT BETWEEN THE JULIUS BAER INVESTMENT FUNDS, ON BEHALF OF THE FUND, AND JULIUS BAER INVESTMENT MANAGEMENT LLC. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: WORLD OPPORTUNITIES SERIES MEETING DATE: 12/17/2007 | ||||
| TICKER: EXWAX SECURITY ID: 563821545 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT B. REUBEN AUSPITZ AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT STEPHEN B. ASHLEY AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT PETER L. FABER AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT HARRIS H. RUSITZKY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO APPROVE THE INVESTMENT ADVISORY AGREEMENT BETWEEN MANNING & NAPIER ADVISORS, INC. AND MANNING & NAPIER FUND, INC. | Management | For | Proportional |
| 3 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING BORROWING | Management | For | Proportional |
| 4 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING INVESTMENTS IN ANY ONE INDUSTRY | Management | For | Proportional |
| 5 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING LOANS | Management | For | Proportional |
| 6 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING SENIOR SECURITIES OR PLEDGING ITS ASSETS | Management | For | Proportional |
| 7 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING BUYING OR SELLING OF COMMODITIES OR COMMODITY CONTRACTS | Management | For | Proportional |
| 8 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING UNDERWRITING OF SECURITIES | Management | For | Proportional |
| 9 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING DIVERSIFICATION | Management | For | Proportional |
| 10 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING RESTRICTED SECURITIES | Management | For | Proportional |
| 11 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING SECURITIES ON MARGIN | Management | For | Proportional |
| 12 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING ACQUIRING SECURITIES OF OTHER INVESTMENT COMPANIES | Management | For | Proportional |
| 13 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING WARRANTS | Management | For | Proportional |
| 14 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING OPTIONS | Management | For | Proportional |
| 15 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING HEDGING AND DERIVATIVE TRANSACTIONS | Management | For | Proportional |
| 16 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING FOREIGN SECURITIES | Management | For | Proportional |
| 17 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING EXERCISING CONTROL | Management | For | Proportional |
| 18 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING SHORT SALES OR SHORT POSITIONS | Management | For | Proportional |
| 19 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING PARTICIPATION ON A JOINT OR JOINT AND SEVERAL BASIS | Management | For | Proportional |
| 20 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING OIL, GAS OR OTHER MINERAL EXPLORATION OR DEVELOPMENT PROGRAMS | Management | For | Proportional |
| 21 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING OFFICERS AND DIRECTORS OF THE FUND | Management | For | Proportional |
| 22 | TO APPROVE ELIMINATING, RECLASSIFYING OR AMENDING FUNDAMENTAL POLICY REGARDING INVESTING IN COMPANIES WITH LESS THAN THREE YEARS CONTINUOUS OPERATION | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
POWER OF ATTORNEY
I, the undersigned Treasurer of the following investment companies:
Fidelity Rutland Square Trust Fidelity Rutland Square Trust II Fidelity Commonwealth Trust II |
plus any other investment company for which Strategic Advisers, Inc. or an affiliate acts as investment adviser and for which the undersigned individual serves as President and Treasurer (collectively, the "Funds"), hereby constitute and appoint Nicholas Steck and Claire Walpole my true and lawful attorneys-in-fact, each of them singly, with full power of substitution, and with full power to sign for me and in my name in the appropriate capacities, all Reports of the Proxy Voting Records of the Funds on Form N-PX under the Investment Company Act of 1940, as amended (the "Act"), or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate to cause such Form to be completed and filed in accordance with the Act and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorneys-in-fact or their substitute may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after August 1, 2007.
WITNESS my hand on this 6th of July 2007.
/s/ Mark Osterheld
Mark Osterheld
President and Treasurer