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
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: 2/28
DATE OF REPORTING PERIOD: 07/01/2009 - 06/30/2010
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/ KENNETH B. ROBINS*
KENNETH B. ROBINS, TREASURER
DATE: 08/16/2010 02:33:36 PM
*BY: /s/ MARK LUNDVALL
MARK LUNDVALL, VICE PRESIDENT, FIDELITY MANAGEMENT & RESEARCH COMPANY, PURSUANT TO A POWER OF ATTORNEY DATED JUNE 10, 2010 AND FILED HEREWITH.
VOTE SUMMARY REPORT
PAS CORE INCOME FUND OF FUNDS
07/01/2009 - 06/30/2010
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.
| DRYDEN SHORT-TERM BOND FUND, INC MEETING DATE: MAR 9, 2010 | ||||
| TICKER: SECURITY ID: 26248R602 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Kevin J. Bannon | Management | For | Proportional |
| 1.2 | Elect Director Linda W. Bynoe | Management | For | Proportional |
| 1.3 | Elect Director Michael S. Hyland | Management | For | Proportional |
| 1.4 | Elect Director Douglas H. McCorkindale | Management | For | Proportional |
| 1.5 | Elect Director Stephen P. Munn | Management | For | Proportional |
| 1.6 | Elect Director Richard A. Redeker | Management | For | Proportional |
| 1.7 | Elect Director Robin B. Smith | Management | For | Proportional |
| 1.8 | Elect Director Stephen G. Stoneburn | Management | For | Proportional |
| 1.9 | Elect Director Judy A. Rice | Management | For | Proportional |
| 1.10 | Elect Director Scott E. Benjamin | Management | For | Proportional |
| FIDELITY INVESTMENT GRADE BOND FUND MEETING DATE: JUL 15, 2009 | ||||
| TICKER: SECURITY ID: 316146109 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee James C. Curvey | Management | For | Proportional |
| 1.2 | Elect Trustee Albert R. Gamper, Jr. | Management | For | Proportional |
| 1.3 | Elect Trustee Abigail P. Johnson | Management | For | Proportional |
| 1.4 | Elect Trustee Arthur E. Johnson | Management | For | Proportional |
| 1.5 | Elect Trustee Michael E. Kenneally | Management | For | Proportional |
| 1.6 | Elect Trustee James H. Keyes | Management | For | Proportional |
| 1.7 | Elect Trustee Marie L. Knowles | Management | For | Proportional |
| 1.8 | Elect Trustee Kenneth L. Wolfe | Management | For | Proportional |
| 2 | Amend Quorum Requirements | Management | For | Proportional |
| 3 | Improve Human Rights Standards or Policies | Shareholder | Against | Proportional |
| FIDELITY MUNICIPAL INCOME FUND MEETING DATE: JUL 15, 2009 | ||||
| TICKER: SECURITY ID: 316089507 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee James C. Curvey | Management | For | Proportional |
| 1.2 | Elect Trustee Albert R. Gamper, Jr. | Management | For | Proportional |
| 1.3 | Elect Trustee Abigail P. Johnson | Management | For | Proportional |
| 1.4 | Elect Trustee Arthur E. Johnson | Management | For | Proportional |
| 1.5 | Elect Trustee Michael E. Kenneally | Management | For | Proportional |
| 1.6 | Elect Trustee James H. Keyes | Management | For | Proportional |
| 1.7 | Elect Trustee Marie L. Knowles | Management | For | Proportional |
| 1.8 | Elect Trustee Kenneth L. Wolfe | Management | For | Proportional |
| 2 | Amend Quorum Requirements | Management | For | Proportional |
| FIDELITY TOTAL BOND FUND AND FIDELITY GOVERNMENT INCOME FUND MEETING DATE: JUL 15, 2009 | ||||
| TICKER: SECURITY ID: 31617K881 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee James C. Curvey | Management | For | Proportional |
| 1.2 | Elect Trustee Albert R. Gamper, Jr. | Management | For | Proportional |
| 1.3 | Elect Trustee Abigail P. Johnson | Management | For | Proportional |
| 1.4 | Elect Trustee Arthur E. Johnson | Management | For | Proportional |
| 1.5 | Elect Trustee Michael E. Kenneally | Management | For | Proportional |
| 1.6 | Elect Trustee James H. Keyes | Management | For | Proportional |
| 1.7 | Elect Trustee Marie L. Knowles | Management | For | Proportional |
| 1.8 | Elect Trustee Kenneth L. Wolfe | Management | For | Proportional |
| 2 | Amend Quorum Requirements | Management | For | Proportional |
| LOOMIS SAYLES FUNDS I MEETING DATE: MAY 27, 2010 | ||||
| TICKER: SECURITY ID: 543495832 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Kenneth A. Drucker | Management | For | Proportional |
| 1.2 | Elect Director Wendell J. Knox | Management | For | Proportional |
| 1.3 | Elect Director Erik R. Sirri | Management | For | Proportional |
| 1.4 | Elect Director Peter J. Smail | Management | For | Proportional |
| METROPOLITAN WEST FUNDS MEETING DATE: APR 9, 2010 | ||||
| TICKER: SECURITY ID: 592905103 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
VOTE SUMMARY REPORT
PAS INCOME OPPORTUNITIES FUND OF FUNDS
07/01/2009 - 06/30/2010
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.
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
VOTE SUMMARY REPORT
PAS INTERNATIONAL FIDELITY FUND OF FUNDS
07/01/2009 - 06/30/2010
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.
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
VOTE SUMMARY REPORT
PAS INTERNATIONAL FUND OF FUNDS
07/01/2009 - 06/30/2010
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.
| EUROPACIFIC GROWTH FUND INC. MEETING DATE: DEC 23, 2009 | ||||
| TICKER: SECURITY ID: 298706409 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee Elisabeth Allison | Management | For | Proportional |
| 1.2 | Elect Trustee Vanessa C.l. Chang | Management | For | Proportional |
| 1.3 | Elect Trustee Gina H. Despres | Management | For | Proportional |
| 1.4 | Elect Trustee Nicholas Donatiello, Jr. | Management | For | Proportional |
| 1.5 | Elect Trustee Robert A. Fox | Management | For | Proportional |
| 1.6 | Elect Trustee Koichi Itoh | Management | For | Proportional |
| 1.7 | Elect Trustee Carl M. Kawaja | Management | For | Proportional |
| 1.8 | Elect Trustee William H. Kling | Management | For | Proportional |
| 1.9 | Elect Trustee John G. McDonald | Management | For | Proportional |
| 1.10 | Elect Trustee William I. Miller | Management | For | Proportional |
| 1.11 | Elect Trustee Alessandro Ovi | Management | For | Proportional |
| 2 | Approve Conversion to Series of Delaware Business Trust | Management | For | Proportional |
| 3 | Approve Change of Fundamental Investment Policy: Borrowing | Management | For | Proportional |
| 4 | Approve Change of Fundamental Investment Policy: Issuance Of Senior Securities | Management | For | Proportional |
| 5 | Approve Change of Fundamental Investment Policy: Underwriting | Management | For | Proportional |
| 6 | Approve Change of Fundamental Investment Policy: Investments In Real Estate Or Commodities | Management | For | Proportional |
| 7 | Approve Change of Fundamental Investment Policy: Lending | Management | For | Proportional |
| 8 | Approve Change of Fundamental Investment Policy: Industry Concentration | Management | For | Proportional |
| 9 | Approve Change of Fundamental Investment Policy: Elimination Of Certain Policies | Management | For | Proportional |
| 10 | Approve Multi-Manager Structure | Management | For | Proportional |
| 11 | Amend Investment Advisory Agreement | Management | For | Proportional |
| 12 | Approve Subadvisory Agreement | Management | For | Proportional |
| 13 | Institute Procedures to Prevent Investments in Companies that Contribute to Genocide or Crimes Against Humanity | Shareholder | Against | Proportional |
| FIDELITY SELECT MONEY MARKET PORTFOLIO MEETING DATE: JUL 15, 2009 | ||||
| TICKER: SECURITY ID: 316390814 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee James C. Curvey | Management | For | Proportional |
| 1.2 | Elect Trustee Albert R. Gamper, Jr. | Management | For | Proportional |
| 1.3 | Elect Trustee Abigail P. Johnson | Management | For | Proportional |
| 1.4 | Elect Trustee Arthur E. Johnson | Management | For | Proportional |
| 1.5 | Elect Trustee Michael E. Kenneally | Management | For | Proportional |
| 1.6 | Elect Trustee James H. Keyes | Management | For | Proportional |
| 1.7 | Elect Trustee Marie L. Knowles | Management | For | Proportional |
| 1.8 | Elect Trustee Kenneth L. Wolfe | Management | For | Proportional |
| 2 | Amend Quorum Requirements | Management | For | Proportional |
| GMO TRUST MEETING DATE: MAR 10, 2010 | ||||
| TICKER: SECURITY ID: 362008435 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Donald W. Glazer | Management | For | Proportional |
| 1.2 | Elect Director W. Nicholas Thorndike | Management | For | Proportional |
| 1.3 | Elect Director Peter Tufano | Management | For | Proportional |
| 1.4 | Elect Director Paul Braverman | Management | For | Proportional |
| 1.5 | Elect Director Joseph B. Kittredge, Jr. | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: IYT SECURITY ID: 464287234 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: IYT SECURITY ID: 464287465 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: IYT SECURITY ID: 464287E22 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee George G.C. Parker | Management | For | Proportional |
| 1.2 | Elect Trustee J. Darrell Duffie | Management | For | Proportional |
| 1.3 | Elect Trustee Cecilia H. Herbert | Management | For | Proportional |
| 1.4 | Elect Trustee Charles A. Hurty | Management | For | Proportional |
| 1.5 | Elect Trustee John E. Kerrigan | Management | For | Proportional |
| 1.6 | Elect Trustee Robert H. Silver | Management | For | Proportional |
| 1.7 | Elect Trustee Lee T. Kranefuss | Management | For | Proportional |
| 1.8 | Elect Trustee John E. Martinez | Management | For | Proportional |
| 1.9 | Elect Trustee Robert S. Kapito | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: IYT SECURITY ID: 464287F77 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee George G.C. Parker | Management | For | Proportional |
| 1.2 | Elect Trustee J. Darrell Duffie | Management | For | Proportional |
| 1.3 | Elect Trustee Cecilia H. Herbert | Management | For | Proportional |
| 1.4 | Elect Trustee Charles A. Hurty | Management | For | Proportional |
| 1.5 | Elect Trustee John E. Kerrigan | Management | For | Proportional |
| 1.6 | Elect Trustee Robert H. Silver | Management | For | Proportional |
| 1.7 | Elect Trustee Lee T. Kranefuss | Management | For | Proportional |
| 1.8 | Elect Trustee John E. Martinez | Management | For | Proportional |
| 1.9 | Elect Trustee Robert S. Kapito | Management | For | Proportional |
| ISHARES, INC. MEETING DATE: NOV 4, 2009 | ||||
| TICKER: EZA SECURITY ID: 464286C66 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee George G. C. Parker | Management | For | Proportional |
| 1.2 | Elect Trustee J. Darrell Duffie | Management | For | Proportional |
| 1.3 | Elect Trustee Cecilia H. Herbert | Management | For | Proportional |
| 1.4 | Elect Trustee Charles A. Hurty | Management | For | Proportional |
| 1.5 | Elect Trustee John E. Kerrigan | Management | For | Proportional |
| 1.6 | Elect Trustee Robert H. Silver | Management | For | Proportional |
| 1.7 | Elect Trustee Lee T. Kranefuss | Management | For | Proportional |
| 1.8 | Elect Trustee John E. Martinez | Management | For | Proportional |
| 1.9 | Elect Trustee Robert S. Kapito | Management | For | Proportional |
| ISHARES, INC. MEETING DATE: DEC 22, 2009 | ||||
| TICKER: EZA SECURITY ID: 464286848 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 2 | Change Fundamental Investment Objective to Non-fundamental | Management | For | Proportional |
| MFS FUNDS MEETING DATE: JAN 28, 2010 | ||||
| TICKER: SECURITY ID: 55273E301 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee Robert E. Butler | Management | For | Proportional |
| 1.2 | Elect Trustee Lawrence H. Cohn, M.D. | Management | For | Proportional |
| 1.3 | Elect Trustee Maureen R. Goldfarb | Management | For | Proportional |
| 1.4 | Elect Trustee David H. Gunning | Management | For | Proportional |
| 1.5 | Elect Trustee William R. Gutow | Management | For | Proportional |
| 1.6 | Elect Trustee Michael Hegarty | Management | For | Proportional |
| 1.7 | Elect Trustee John P. Kavanaugh | Management | For | Proportional |
| 1.8 | Elect Trustee Robert J. Manning | Management | For | Proportional |
| 1.9 | Elect Trustee Robert C. Pozen | Management | For | Proportional |
| 1.10 | Elect Trustee J. Dale Sherratt | Management | For | Proportional |
| 1.11 | Elect Trustee Laurie J. Thomsen | Management | For | Proportional |
| 1.12 | Elect Trustee Robert W. Uek | Management | For | Proportional |
| MFS FUNDS MEETING DATE: JAN 28, 2010 | ||||
| TICKER: SECURITY ID: 552981888 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee Robert E. Butler | Management | For | Proportional |
| 1.2 | Elect Trustee Lawrence H. Cohn, M.D. | Management | For | Proportional |
| 1.3 | Elect Trustee Maureen R. Goldfarb | Management | For | Proportional |
| 1.4 | Elect Trustee David H. Gunning | Management | For | Proportional |
| 1.5 | Elect Trustee William R. Gutow | Management | For | Proportional |
| 1.6 | Elect Trustee Michael Hegarty | Management | For | Proportional |
| 1.7 | Elect Trustee John P. Kavanaugh | Management | For | Proportional |
| 1.8 | Elect Trustee Robert J. Manning | Management | For | Proportional |
| 1.9 | Elect Trustee Robert C. Pozen | Management | For | Proportional |
| 1.10 | Elect Trustee J. Dale Sherratt | Management | For | Proportional |
| 1.11 | Elect Trustee Laurie J. Thomsen | Management | For | Proportional |
| 1.12 | Elect Trustee Robert W. Uek | Management | For | Proportional |
| MFS SERIES TRUST I MEETING DATE: JAN 28, 2010 | ||||
| TICKER: SECURITY ID: 552983512 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Robert E. Butler | Management | For | Proportional |
| 1.2 | Elect Director Lawrence H. Cohn, M.D. | Management | For | Proportional |
| 1.3 | Elect Director Maureen R. Goldfarb | Management | For | Proportional |
| 1.4 | Elect Director David H. Gunning | Management | For | Proportional |
| 1.5 | Elect Director William R. Gutow | Management | For | Proportional |
| 1.6 | Elect Director Michael Hegarty | Management | For | Proportional |
| 1.7 | Elect Director John P. Kavanaugh | Management | For | Proportional |
| 1.8 | Elect Director Robert J. Manning | Management | For | Proportional |
| 1.9 | Elect Director Robert C. Pozen | Management | For | Proportional |
| 1.10 | Elect Director J. Dale Sherratt | Management | For | Proportional |
| 1.11 | Elect Director Laurie J. Thomsen | Management | For | Proportional |
| 1.12 | Elect Director Robert W. Uek | Management | For | Proportional |
VOTE SUMMARY REPORT
PAS SMALL CAP FUND OF FUNDS
07/01/2009 - 06/30/2010
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.
| ADVISORS' INNER CIRCLE FUND II, THE MEETING DATE: DEC 11, 2009 | ||||
| TICKER: SECURITY ID: 00764Q843 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Merger of Funds | Management | For | Proportional |
| AMERICAN CENTURY CAPITAL PORTFOLIOS, INC. MEETING DATE: JUN 30, 2010 | ||||
| TICKER: SECURITY ID: 025076852 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director John R. Whitten | Management | For | Proportional |
| 2 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 3 | Approve Director Liability and Indemnification | Management | For | Proportional |
| ASTON FUNDS MEETING DATE: MAR 22, 2010 | ||||
| TICKER: SECURITY ID: 00078H125 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 2 | Amend By-Laws of the Trust | Management | For | Proportional |
| 3.1 | Elect Director Stuart D. Bilton | Management | For | Proportional |
| 3.2 | Elect Director Jeffrey S. Murphy | Management | For | Proportional |
| 3.3 | Elect Director Gregory T. Mutz | Management | For | Proportional |
| 3.4 | Elect Director Robert B. Scherer | Management | For | Proportional |
| 3.5 | Elect Director Jack W. Aber | Management | For | Proportional |
| 3.6 | Elect Director William E. Chapman, II | Management | For | Proportional |
| 3.7 | Elect Director Edward J. Kaier | Management | For | Proportional |
| 3.8 | Elect Director Steven J. Paggioli | Management | For | Proportional |
| 3.9 | Elect Director Eric Rakowski | Management | For | Proportional |
| 3.10 | Elect Director Thomas R. Schneeweis | Management | For | Proportional |
| ASTON FUNDS MEETING DATE: MAR 22, 2010 | ||||
| TICKER: SECURITY ID: 00078H216 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 2 | Amend By-Laws of the Trust | Management | For | Proportional |
| 3.1 | Elect Director Stuart D. Bilton | Management | For | Proportional |
| 3.2 | Elect Director Jeffrey S. Murphy | Management | For | Proportional |
| 3.3 | Elect Director Gregory T. Mutz | Management | For | Proportional |
| 3.4 | Elect Director Robert B. Scherer | Management | For | Proportional |
| 3.5 | Elect Director Jack W. Aber | Management | For | Proportional |
| 3.6 | Elect Director William E. Chapman, II | Management | For | Proportional |
| 3.7 | Elect Director Edward J. Kaier | Management | For | Proportional |
| 3.8 | Elect Director Steven J. Paggioli | Management | For | Proportional |
| 3.9 | Elect Director Eric Rakowski | Management | For | Proportional |
| 3.10 | Elect Director Thomas R. Schneeweis | Management | For | Proportional |
| FBR FUNDS, THE MEETING DATE: NOV 13, 2009 | ||||
| TICKER: SECURITY ID: 30246J208 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 2 | Approve A Manager Of Managers Arrangement | Management | For | Proportional |
| 3.1 | Elect Trustee Michael A. Willner | Management | For | Proportional |
| 3.2 | Elect Trustee Reena Aggarwal | Management | For | Proportional |
| 3.3 | Elect Trustee William E. Cole, Jr. | Management | For | Proportional |
| 3.4 | Elect Trustee Charles O. Heller | Management | For | Proportional |
| 3.5 | Elect Trustee David H. Ellison | Management | For | Proportional |
| FBR FUNDS, THE MEETING DATE: NOV 13, 2009 | ||||
| TICKER: SECURITY ID: 30246J307 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 2 | Approve A Manager Of Managers Arrangement | Management | For | Proportional |
| 3.1 | Elect Trustee Michael A. Willner | Management | For | Proportional |
| 3.2 | Elect Trustee Reena Aggarwal | Management | For | Proportional |
| 3.3 | Elect Trustee William E. Cole, Jr. | Management | For | Proportional |
| 3.4 | Elect Trustee Charles O. Heller | Management | For | Proportional |
| 3.5 | Elect Trustee David H. Ellison | Management | For | Proportional |
| FORWARD FUNDS MEETING DATE: NOV 9, 2009 | ||||
| TICKER: SECURITY ID: 29089R301 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee DeWitt F. Bowman | Management | For | Proportional |
| 1.2 | Elect Trustee Cecilia W. Herbert | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: IYT SECURITY ID: 464287630 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: IYT SECURITY ID: 464287648 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: JKF SECURITY ID: 464288869 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: JKF SECURITY ID: 464288869 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee George G.C. Parker | Management | For | Proportional |
| 1.2 | Elect Trustee J. Darrell Duffie | Management | For | Proportional |
| 1.3 | Elect Trustee Cecilia H. Herbert | Management | For | Proportional |
| 1.4 | Elect Trustee Charles A. Hurty | Management | For | Proportional |
| 1.5 | Elect Trustee John E. Kerrigan | Management | For | Proportional |
| 1.6 | Elect Trustee Robert H. Silver | Management | For | Proportional |
| 1.7 | Elect Trustee Lee T. Kranefuss | Management | For | Proportional |
| 1.8 | Elect Trustee John E. Martinez | Management | For | Proportional |
| 1.9 | Elect Trustee Robert S. Kapito | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: IYT SECURITY ID: 464287630 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee George G.C. Parker | Management | For | Proportional |
| 1.2 | Elect Trustee J. Darrell Duffie | Management | For | Proportional |
| 1.3 | Elect Trustee Cecilia H. Herbert | Management | For | Proportional |
| 1.4 | Elect Trustee Charles A. Hurty | Management | For | Proportional |
| 1.5 | Elect Trustee John E. Kerrigan | Management | For | Proportional |
| 1.6 | Elect Trustee Robert H. Silver | Management | For | Proportional |
| 1.7 | Elect Trustee Lee T. Kranefuss | Management | For | Proportional |
| 1.8 | Elect Trustee John E. Martinez | Management | For | Proportional |
| 1.9 | Elect Trustee Robert S. Kapito | Management | For | Proportional |
| ISHARES TRUST MEETING DATE: JAN 28, 2010 | ||||
| TICKER: IYT SECURITY ID: 464287648 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee George G.C. Parker | Management | For | Proportional |
| 1.2 | Elect Trustee J. Darrell Duffie | Management | For | Proportional |
| 1.3 | Elect Trustee Cecilia H. Herbert | Management | For | Proportional |
| 1.4 | Elect Trustee Charles A. Hurty | Management | For | Proportional |
| 1.5 | Elect Trustee John E. Kerrigan | Management | For | Proportional |
| 1.6 | Elect Trustee Robert H. Silver | Management | For | Proportional |
| 1.7 | Elect Trustee Lee T. Kranefuss | Management | For | Proportional |
| 1.8 | Elect Trustee John E. Martinez | Management | For | Proportional |
| 1.9 | Elect Trustee Robert S. Kapito | Management | For | Proportional |
| JANUS INVESTMENT FUND MEETING DATE: JUN 10, 2010 | ||||
| TICKER: SECURITY ID: 471023572 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Jerome S. Contro | Management | For | Proportional |
| 1.2 | Elect Director William F. McCalpin | Management | For | Proportional |
| 1.3 | Elect Director John W. McCarter, Jr. | Management | For | Proportional |
| 1.4 | Elect Director Dennis B. Mullen | Management | For | Proportional |
| 1.5 | Elect Director James T. Rothe | Management | For | Proportional |
| 1.6 | Elect Director William D. Stewart | Management | For | Proportional |
| 1.7 | Elect Director Martin H. Waldinger | Management | For | Proportional |
| 1.8 | Elect Director Linda S. Wolf | Management | For | Proportional |
| 1.9 | Elect Director John H. Cammack | Management | For | Proportional |
| 1.10 | Elect Director John P. McGonigle | Management | For | Proportional |
| MFS SERIES TRUST I MEETING DATE: JAN 28, 2010 | ||||
| TICKER: SECURITY ID: 552983553 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Robert E. Butler | Management | For | Proportional |
| 1.2 | Elect Director Lawrence H. Cohn, M.D. | Management | For | Proportional |
| 1.3 | Elect Director Maureen R. Goldfarb | Management | For | Proportional |
| 1.4 | Elect Director David H. Gunning | Management | For | Proportional |
| 1.5 | Elect Director William R. Gutow | Management | For | Proportional |
| 1.6 | Elect Director Michael Hegarty | Management | For | Proportional |
| 1.7 | Elect Director John P. Kavanaugh | Management | For | Proportional |
| 1.8 | Elect Director Robert J. Manning | Management | For | Proportional |
| 1.9 | Elect Director Robert C. Pozen | Management | For | Proportional |
| 1.10 | Elect Director J. Dale Sherratt | Management | For | Proportional |
| 1.11 | Elect Director Laurie J. Thomsen | Management | For | Proportional |
| 1.12 | Elect Director Robert W. Uek | Management | For | Proportional |
| NATIXIS FUNDS TRUST I MEETING DATE: MAY 27, 2010 | ||||
| TICKER: SECURITY ID: 63872R756 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Kenneth A. Drucker | Management | For | Proportional |
| 1.2 | Elect Director Wendell J. Knox | Management | For | Proportional |
| 1.3 | Elect Director Erik R. Sirri | Management | For | Proportional |
| 1.4 | Elect Director Peter J. Smail | Management | For | Proportional |
| PROFESSIONALLY MANAGED PORTFOLIOS MEETING DATE: JUL 27, 2009 | ||||
| TICKER: SECURITY ID: 742935273 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 2 | Approve Distribution (12b-1 Fee) Plan | Management | For | Proportional |
| SPDR SERIES TRUST MEETING DATE: JUN 18, 2010 | ||||
| TICKER: TFI SECURITY ID: 78464A870 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Frank Nesvet | Management | For | Proportional |
| 1.2 | Elect Director David M. Kelly | Management | For | Proportional |
| 1.3 | Elect Director Bonny Eugenia Boatman | Management | For | Proportional |
| 1.4 | Elect Director Dwight D. Churchill | Management | For | Proportional |
| 1.5 | Elect Director Carl G. Verboncoeur | Management | For | Proportional |
| 1.6 | Elect Director James E. Ross | Management | For | Proportional |
| 2 | Approve Multi-Manager Structure | Management | For | Proportional |
| 3 | Approve Change of Fundamental Investment Policy: Purchasing And Selling Real Estate | Management | For | Proportional |
| 4 | Approve Change of Fundamental Investment Policy: Issuing Senior Securities And Borrowing Money | Management | For | Proportional |
| 5 | Approve Change of Fundamental Investment Policy: Making Loans | Management | For | Proportional |
| 6 | Approve Change of Fundamental Investment Policy: Purchasing And Selling Commodities | Management | For | Proportional |
| 7 | Approve Change of Fundamental Investment Policy: Concentrating Investments In A Particular Industry Or Group Of Industries | Management | For | Proportional |
| 8 | Approve Change of Fundamental Investment Policy: Underwriting Activities | Management | For | Proportional |
| 9 | Approve Elimination of Fundamental Investment Policy: Outdated Policies Not Required By Law | Management | For | Proportional |
| WASATCH FUNDS, INC. MEETING DATE: MAR 11, 2010 | ||||
| TICKER: SECURITY ID: 936772102 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director James U. Jensen, J.D. | Management | For | Proportional |
| 1.2 | Elect Director William R. Swinyard | Management | For | Proportional |
| 1.3 | Elect Director D. James Croft | Management | For | Proportional |
| 1.4 | Elect Director Miriam M. Allison | Management | For | Proportional |
| 1.5 | Elect Director Samuel S. Stewart, Jr. | Management | For | Proportional |
| 2 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 3 | Approve Conversion to Massachusetts business Trust | Management | For | Proportional |
VOTE SUMMARY REPORT
PAS U.S. OPPORTUNITY FIDELITY FUND OF FUNDS
07/01/2009 - 06/30/2010
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.
There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period.
VOTE SUMMARY REPORT
PAS U.S. OPPORTUNITY FUND OF FUNDS
07/01/2009 - 06/30/2010
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.
| AMERICAN CENTURY CAPITAL PORTFOLIOS, INC. MEETING DATE: JUN 30, 2010 | ||||
| TICKER: SECURITY ID: 025076100 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director John R. Whitten | Management | For | Proportional |
| 2 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 3 | Approve Director Liability and Indemnification | Management | For | Proportional |
| AMERICAN CENTURY CAPITAL PORTFOLIOS, INC. MEETING DATE: JUN 30, 2010 | ||||
| TICKER: SECURITY ID: 025076654 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director John R. Whitten | Management | For | Proportional |
| 2 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 3 | Approve Director Liability and Indemnification | Management | For | Proportional |
| ASTON FUNDS MEETING DATE: MAR 22, 2010 | ||||
| TICKER: SECURITY ID: 00078H125 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 2 | Amend By-Laws of the Trust | Management | For | Proportional |
| 3.1 | Elect Director Stuart D. Bilton | Management | For | Proportional |
| 3.2 | Elect Director Jeffrey S. Murphy | Management | For | Proportional |
| 3.3 | Elect Director Gregory T. Mutz | Management | For | Proportional |
| 3.4 | Elect Director Robert B. Scherer | Management | For | Proportional |
| 3.5 | Elect Director Jack W. Aber | Management | For | Proportional |
| 3.6 | Elect Director William E. Chapman, II | Management | For | Proportional |
| 3.7 | Elect Director Edward J. Kaier | Management | For | Proportional |
| 3.8 | Elect Director Steven J. Paggioli | Management | For | Proportional |
| 3.9 | Elect Director Eric Rakowski | Management | For | Proportional |
| 3.10 | Elect Director Thomas R. Schneeweis | Management | For | Proportional |
| ASTON FUNDS MEETING DATE: MAR 22, 2010 | ||||
| TICKER: SECURITY ID: 00078H844 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 2 | Amend By-Laws of the Trust | Management | For | Proportional |
| 3.1 | Elect Director Stuart D. Bilton | Management | For | Proportional |
| 3.2 | Elect Director Jeffrey S. Murphy | Management | For | Proportional |
| 3.3 | Elect Director Gregory T. Mutz | Management | For | Proportional |
| 3.4 | Elect Director Robert B. Scherer | Management | For | Proportional |
| 3.5 | Elect Director Jack W. Aber | Management | For | Proportional |
| 3.6 | Elect Director William E. Chapman, II | Management | For | Proportional |
| 3.7 | Elect Director Edward J. Kaier | Management | For | Proportional |
| 3.8 | Elect Director Steven J. Paggioli | Management | For | Proportional |
| 3.9 | Elect Director Eric Rakowski | Management | For | Proportional |
| 3.10 | Elect Director Thomas R. Schneeweis | Management | For | Proportional |
| COLUMBIA FUNDS SERIES TRUST I MEETING DATE: MAR 31, 2010 | ||||
| TICKER: SECURITY ID: 19765Y514 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Investment Management Agreement | Management | For | Proportional |
| 2 | Approve Multi-Manager Structure | Management | For | Proportional |
| 3.1 | Elect Director John D. Collins | Management | For | Proportional |
| 3.2 | Elect Director Rodman L. Drake | Management | For | Proportional |
| 3.3 | Elect Director Douglas A. Hacker | Management | For | Proportional |
| 3.4 | Elect Director Janet Langford Kelly | Management | For | Proportional |
| 3.5 | Elect Director William E. Mayer | Management | For | Proportional |
| 3.6 | Elect Director Charles R. Nelson | Management | For | Proportional |
| 3.7 | Elect Director John J. Neuhauser | Management | For | Proportional |
| 3.8 | Elect Director Jonathan Piel | Management | For | Proportional |
| 3.9 | Elect Director Patrick J. Simpson | Management | For | Proportional |
| 3.10 | Elect Director Anne-Lee Verville | Management | For | Proportional |
| DELAFIELD FUNDS MEETING DATE: SEP 24, 2009 | ||||
| TICKER: SECURITY ID: 245524103 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Reorganization of Funds | Management | For | Proportional |
| IVY FUNDS INC MEETING DATE: JUL 2, 2009 | ||||
| TICKER: SECURITY ID: 466000536 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Reorganization of Funds | Management | For | Proportional |
| JANUS INVESTMENT FUND MEETING DATE: JUN 10, 2010 | ||||
| TICKER: SECURITY ID: 471023598 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Jerome S. Contro | Management | For | Proportional |
| 1.2 | Elect Director William F. McCalpin | Management | For | Proportional |
| 1.3 | Elect Director John W. McCarter, Jr. | Management | For | Proportional |
| 1.4 | Elect Director Dennis B. Mullen | Management | For | Proportional |
| 1.5 | Elect Director James T. Rothe | Management | For | Proportional |
| 1.6 | Elect Director William D. Stewart | Management | For | Proportional |
| 1.7 | Elect Director Martin H. Waldinger | Management | For | Proportional |
| 1.8 | Elect Director Linda S. Wolf | Management | For | Proportional |
| 1.9 | Elect Director John H. Cammack | Management | For | Proportional |
| 1.10 | Elect Director John P. McGonigle | Management | For | Proportional |
| JANUS INVESTMENT FUND MEETING DATE: JUN 10, 2010 | ||||
| TICKER: SECURITY ID: 471023804 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Jerome S. Contro | Management | For | Proportional |
| 1.2 | Elect Director William F. McCalpin | Management | For | Proportional |
| 1.3 | Elect Director John W. McCarter, Jr. | Management | For | Proportional |
| 1.4 | Elect Director Dennis B. Mullen | Management | For | Proportional |
| 1.5 | Elect Director James T. Rothe | Management | For | Proportional |
| 1.6 | Elect Director William D. Stewart | Management | For | Proportional |
| 1.7 | Elect Director Martin H. Waldinger | Management | For | Proportional |
| 1.8 | Elect Director Linda S. Wolf | Management | For | Proportional |
| 1.9 | Elect Director John H. Cammack | Management | For | Proportional |
| 1.10 | Elect Director John P. McGonigle | Management | For | Proportional |
| JANUS INVESTMENT FUND MEETING DATE: JUN 10, 2010 | ||||
| TICKER: SECURITY ID: 471023853 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Jerome S. Contro | Management | For | Proportional |
| 1.2 | Elect Director William F. McCalpin | Management | For | Proportional |
| 1.3 | Elect Director John W. McCarter, Jr. | Management | For | Proportional |
| 1.4 | Elect Director Dennis B. Mullen | Management | For | Proportional |
| 1.5 | Elect Director James T. Rothe | Management | For | Proportional |
| 1.6 | Elect Director William D. Stewart | Management | For | Proportional |
| 1.7 | Elect Director Martin H. Waldinger | Management | For | Proportional |
| 1.8 | Elect Director Linda S. Wolf | Management | For | Proportional |
| 1.9 | Elect Director John H. Cammack | Management | For | Proportional |
| 1.10 | Elect Director John P. McGonigle | Management | For | Proportional |
| MFS SERIES TRUST VI MEETING DATE: JAN 28, 2010 | ||||
| TICKER: SECURITY ID: 552986309 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee Robert E. Butler | Management | For | Proportional |
| 1.2 | Elect Trustee Lawrence H. Cohn, M.D. | Management | For | Proportional |
| 1.3 | Elect Trustee Maureen R. Goldfarb | Management | For | Proportional |
| 1.4 | Elect Trustee David H. Gunning | Management | For | Proportional |
| 1.5 | Elect Trustee William R. Gutow | Management | For | Proportional |
| 1.6 | Elect Trustee Michael Hegarty | Management | For | Proportional |
| 1.7 | Elect Trustee John P. Kavanaugh | Management | For | Proportional |
| 1.8 | Elect Trustee Robert J. Manning | Management | For | Proportional |
| 1.9 | Elect Trustee Robert C. Pozen | Management | For | Proportional |
| 1.10 | Elect Trustee J. Dale Sherratt | Management | For | Proportional |
| 1.11 | Elect Trustee Laurie J. Thomsen | Management | For | Proportional |
| 1.12 | Elect Trustee Robert W. Uek | Management | For | Proportional |
| NATIXIS FUNDS TRUST I MEETING DATE: MAY 27, 2010 | ||||
| TICKER: SECURITY ID: 63872R103 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Kenneth A. Drucker | Management | For | Proportional |
| 1.2 | Elect Director Wendell J. Knox | Management | For | Proportional |
| 1.3 | Elect Director Erik R. Sirri | Management | For | Proportional |
| 1.4 | Elect Director Peter J. Smail | Management | For | Proportional |
| NATIXIS FUNDS TRUST I MEETING DATE: MAY 27, 2010 | ||||
| TICKER: SECURITY ID: 63872R756 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Kenneth A. Drucker | Management | For | Proportional |
| 1.2 | Elect Director Wendell J. Knox | Management | For | Proportional |
| 1.3 | Elect Director Erik R. Sirri | Management | For | Proportional |
| 1.4 | Elect Director Peter J. Smail | Management | For | Proportional |
| PRUDENTIAL INVESTMENT PORTFOLIOS, INC., THE MEETING DATE: MAR 9, 2010 | ||||
| TICKER: SECURITY ID: 74437E503 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director Kevin J. Bannon | Management | For | Proportional |
| 1.2 | Elect Director Linda W. Bynoe | Management | For | Proportional |
| 1.3 | Elect Director Michael S. Hyland | Management | For | Proportional |
| 1.4 | Elect Director Douglas H. McCorkindale | Management | For | Proportional |
| 1.5 | Elect Director Stephen P. Munn | Management | For | Proportional |
| 1.6 | Elect Director Richard A. Redeker | Management | For | Proportional |
| 1.7 | Elect Director Robin B. Smith | Management | For | Proportional |
| 1.8 | Elect Director Stephen G. Stoneburn | Management | For | Proportional |
| 1.9 | Elect Director Judy A. Rice | Management | For | Proportional |
| 1.10 | Elect Director Scott E. Benjamin | Management | For | Proportional |
| PUTNAM INVESTMENT FUNDS MEETING DATE: DEC 18, 2009 | ||||
| TICKER: SECURITY ID: 746802800 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee Ravi Akhoury | Management | For | Proportional |
| 1.2 | Elect Trustee Jameson A. Baxter | Management | For | Proportional |
| 1.3 | Elect Trustee Charles B. Curtis | Management | For | Proportional |
| 1.4 | Elect Trustee Robert J. Darretta | Management | For | Proportional |
| 1.5 | Elect Trustee Myra R. Drucker | Management | For | Proportional |
| 1.6 | Elect Trustee John A. Hill | Management | For | Proportional |
| 1.7 | Elect Trustee Paul L. Joskow | Management | For | Proportional |
| 1.8 | Elect Trustee Elizabeth T. Kennan | Management | For | Proportional |
| 1.9 | Elect Trustee Kenneth R. Leibler | Management | For | Proportional |
| 1.10 | Elect Trustee Robert E. Patterson | Management | For | Proportional |
| 1.11 | Elect Trustee George Putnam, III | Management | For | Proportional |
| 1.12 | Elect Trustee Robert L. Reynolds | Management | For | Proportional |
| 1.13 | Elect Trustee W. Thomas Stephens | Management | For | Proportional |
| 1.14 | Elect Trustee Richard B. Worley | Management | For | Proportional |
| 2 | Approve Investment Management Agreement: With Both Fund Family Breakpoints And Performance Fees | Management | For | Proportional |
| 3 | Approve Investment Management Agreement: With Fund Family Breakpoints Only | Management | For | Proportional |
| 4 | Approve Investment Management Agreement: With Performance Fees Only | Management | For | Proportional |
| 5 | Approve Change of Fundamental Investment Policy: With Respect To Diversification | Management | For | Proportional |
| 6 | Approve Change of Fundamental Investment Policy: With Respect To Borrowing | Management | For | Proportional |
| 7 | Approve Change of Fundamental Investment Policy: With Respect To Making Loans | Management | For | Proportional |
| PUTNAM VOYAGER FUND MEETING DATE: NOV 19, 2009 | ||||
| TICKER: SECURITY ID: 747012102 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Trustee Ravi Akhoury | Management | For | Proportional |
| 1.2 | Elect Trustee Jameson A. Baxter | Management | For | Proportional |
| 1.3 | Elect Trustee Charles B. Curtis | Management | For | Proportional |
| 1.4 | Elect Trustee Robert J. Darretta | Management | For | Proportional |
| 1.5 | Elect Trustee Myra R. Drucker | Management | For | Proportional |
| 1.6 | Elect Trustee John A. Hill | Management | For | Proportional |
| 1.7 | Elect Trustee Paul L. Joskow | Management | For | Proportional |
| 1.8 | Elect Trustee Elizabeth T. Kennan | Management | For | Proportional |
| 1.9 | Elect Trustee Kenneth R. Leibler | Management | For | Proportional |
| 1.10 | Elect Trustee Robert E. Patterson | Management | For | Proportional |
| 1.11 | Elect Trustee George Putnam, III | Management | For | Proportional |
| 1.12 | Elect Trustee Robert L. Reynolds | Management | For | Proportional |
| 1.13 | Elect Trustee W. Thomas Stephens | Management | For | Proportional |
| 1.14 | Elect Trustee Richard B. Worley | Management | For | Proportional |
| 2 | Approve Investment Management Agreement:With both Fund Family Breakpoints And Performance Fees | Management | For | Proportional |
| 3 | Approve Investment Management Agreement:With Fund Family Breakpoints Only | Management | For | Proportional |
| 4 | Approve Investment Management Agreement:With Performance Fees Only | Management | For | Proportional |
| 5 | Institute Procedures to Prevent Investments in Companies that Contribute to Genocide or Crimes Against Humanity | Shareholder | Against | Proportional |
| VAN KAMPEN SERIES FUND, INC MEETING DATE: MAY 10, 2010 | ||||
| TICKER: SECURITY ID: 921133542 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | Approve Reorganization of Funds | Management | For | Proportional |
| WASATCH FUNDS, INC. MEETING DATE: MAR 11, 2010 | ||||
| TICKER: SECURITY ID: 936793843 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1.1 | Elect Director James U. Jensen, J.D. | Management | For | Proportional |
| 1.2 | Elect Director William R. Swinyard | Management | For | Proportional |
| 1.3 | Elect Director D. James Croft | Management | For | Proportional |
| 1.4 | Elect Director Miriam M. Allison | Management | For | Proportional |
| 1.5 | Elect Director Samuel S. Stewart, Jr. | Management | For | Proportional |
| 2 | Approve Investment Advisory Agreement | Management | For | Proportional |
| 3 | Approve Conversion to Massachusetts business Trust | Management | For | Proportional |
POWER OF ATTORNEY
I, the undersigned President and Treasurer of the following investment companies:
Fidelity Rutland Square Trust
Fidelity Rutland Square Trust II
Commonwealth Trust II
in addition to any other investment company for which Fidelity Management & Research Company or an affiliate acts as investment adviser and for which the undersigned individual serves as Treasurer (collectively, the "Funds"), hereby constitute and appoint Mark Lundvall and Jay Burke my true and lawful attorney-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 capacity, 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 do all such things in my name and behalf in connection therewith as said attorney-in-fact deems 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 attorney-in-fact or his substitute may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after June 10, 2010.
WITNESS my hand on this 10th day of June 2010.
/s/ Kenneth B. Robins
Kenneth B. Robins
Treasurer