UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-21527
THE ENDOWMENT MASTER FUND, L.P.
(Exact name of registrant as specified in charter)
4265 SAN FELIPE, SUITE 900
HOUSTON, TEXAS 77027
(Address of principal executive offices) (Zip code)
George Zornada, Esq.
K&L Gates LLP
State Street Financial Center
One Lincoln Street
Boston, Ma 02111
(Name and address of agent for service)
Registrant’s telephone number, including area code: (713) 993-4675
Date of fiscal year end: December 31
Date of reporting period: July 1, 2007 through June 30, 2008
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 there under (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2007 TO JUNE 30, 2008
| Item 1. | Proxy Voting Record |
The Information contained herein discloses the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the Registrant was entitled to vote:
| (a) | The name of the issuer of the portfolio security; |
| (b) | The exchange ticker symbol of the principal security; |
| (c) | The Council on Uniform Securities Identification Procedures (“CUSIP”) number for the portfolio security; |
| (d) | The shareholder meeting date; |
| (e) | A brief identification of the matter voted on; |
| (f) | Whether the matter was proposed by the issuer or by a security holder; |
| (g) | Whether the Registrant cast its vote on the matter; |
| (h) | How the Registrant cast its vote (e.g., for or against proposal, or abstain for or withhold regarding election of directors); and |
| (i) | Whether the Registrant cast its vote for or against management. |
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
ABERDEEN ASIA-PACIFIC INCOME FUND, INC.
| Security: | 003009107 | Agenda Number: | 932815559 | |||
| Ticker: | FAX | Meeting Type: | Annual | |||
| ISIN: | US0030091070 | Meeting Date: | 25-Mar-08 | |||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 P. GERALD MALONE | Mgmt | For | For | |||||
| 2 PETER D. SACKS | Mgmt | For | For | |||||
Page 1 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
BAKER HUGHES INCORPORATED
| Security: | 057224OIH | Agenda Number: | 932825497 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 24-Apr-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTORS | |||||||
| 1 LARRY D. BRADY | Mgmt | For | For | |||||
| 2 CLARENCE P. CAZALOT, JR | Mgmt | For | For | |||||
| 3 CHAD C. DEATON | Mgmt | For | For | |||||
| 4 EDWARD P. DJEREJIAN | Mgmt | For | For | |||||
| 5 ANTHONY G. FERNANDES | Mgmt | For | For | |||||
| 6 CLAIRE W. GARGALLI | Mgmt | For | For | |||||
| 7 PIERRE H. JUNGELS | Mgmt | For | For | |||||
| 8 JAMES A. LASH | Mgmt | For | For | |||||
| 9 JAMES F. MCCALL | Mgmt | For | For | |||||
| 10 J. LARRY NICHOLS | Mgmt | For | For | |||||
Page 2 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
| 11 H. JOHN RILEY, JR. | Mgmt | For | For | |||||
| 12 CHARLES L. WATSON | Mgmt | For | For | |||||
02 | RATIFICATION OF DELOITTE & TOUCHE AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2008. | Mgmt | For | For | ||||
03 | PROPOSAL TO APPROVE THE PERFORMANCE CRITERIA FOR AWARDS UNDER THE 2002 DIRECTOR & OFFICER LONG-TERM INCENTIVE PLAN. | Mgmt | For | For | ||||
04 | SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING AND ANY RECONVENED MEETING AFTER AN ADJOURNMENT THEREOF. | Mgmt | Abstain | Against | ||||
Page 3 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
BJ SERVICES COMPANY
| Security: | 055482OIH | Agenda Number: | 932799084 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 07-Feb-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 L. WILLIAM HEILIGBRODT | Mgmt | For | For | |||||
| 2 JAMES L. PAYNE | Mgmt | For | For | |||||
| 3 J.W. STEWART | Mgmt | For | For | |||||
02 | TO APPROVE THE BJ SERVICES COMPANY 2008 EMPLOYEE STOCK PURCHASE PLAN. | Mgmt | For | For | ||||
03 | TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY’S INDEPENDENT AUDITOR FOR THE FISCAL YEAR 2008. | Mgmt | For | For | ||||
Page 4 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
CAMERON INTERNATIONAL CORPORATION
| Security: | 13342BOIH | Agenda Number: | 932789463 | |||
| Ticker: | Meeting Type: | Special | ||||
| ISIN: | Meeting Date: | 07-Dec-07 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | AMENDMENT TO THE COMPANY’S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 150,000,000 TO 400,000,000. | Mgmt | For | For |
Page 5 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
CAMERON INTERNATIONAL CORPORATION
| Security: | 13342BOIH | Agenda Number: | 932846984 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 14-May-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 PETER J. FLUOR | Mgmt | Split 66% For | Split | |||||
| 2 JACK B. MOORE | Mgmt | Split 66% For | Split | |||||
| 3 DAVID ROSS III | Mgmt | Split 66% For | Split | |||||
02 | RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS CAMERON’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2008. | Mgmt | Split 66% For | Split | ||||
Page 6 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
DIAMOND OFFSHORE DRILLING, INC.
| Security: | 25271COIH | Agenda Number: | 932868992 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 20-May-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 JAMES S. TISCH | Mgmt | Split 66% For | Split | |||||
| 2 LAWRENCE R. DICKERSON | Mgmt | Split 66% For | Split | |||||
| 3 JOHN R. BOLTON | Mgmt | Split 66% For | Split | |||||
| 4 CHARLES L. FABRIKANT | Mgmt | Split 66% For | Split | |||||
| 5 PAUL G. GAFFNEY II | Mgmt | Split 66% For | Split | |||||
| 6 HERBERT C. HOFMANN | Mgmt | Split 66% For | Split | |||||
| 7 ARTHUR L. REBELL | Mgmt | Split 66% For | Split | |||||
| 8 RAYMOND S. TROUBH | Mgmt | Split 66% For | Split | |||||
02 | TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY FOR FISCAL YEAR 2008. | Mgmt | Split 66% For | Split | ||||
Page 7 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
ENSCO INTERNATIONAL INCORPORATED
| Security: | 26874QOIH | Agenda Number: | 932846580 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 22-May-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
1A | ELECTION OF CLASS II DIRECTOR FOR A TERM TO EXPIRE IN 2011: J. RODERICK CLARK | Mgmt | Split 66% For | Split | ||||
1B | ELECTION OF CLASS II DIRECTOR FOR A TERM TO EXPIRE IN 2011: DANIEL W. RABUN | Mgmt | Split 66% For | Split | ||||
1C | ELECTION OF CLASS II DIRECTOR FOR A TERM TO EXPIRE IN 2011: KEITH O. RATTIE | Mgmt | Split 66% For | Split | ||||
1D | ELECTION OF CLASS I DIRECTOR FOR A TERM TO EXPIRE IN 2009: C. CHRISTOPHER GAUT | Mgmt | Split 66% For | Split | ||||
02 | RATIFICATION OF THE AUDIT COMMITTEE’S APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008. | Mgmt | Split 66% For | Split | ||||
Page 8 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
EXTERRAN HOLDINGS INC.
| Security: | 410768OIH | Agenda Number: | 932866099 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 06-May-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 JANET F. CLARK | Mgmt | Split 66% For | Split | |||||
| 2 ERNIE L. DANNER | Mgmt | Split 66% For | Split | |||||
| 3 URIEL E. DUTTON | Mgmt | Split 66% For | Split | |||||
| 4 GORDON T. HALL | Mgmt | Split 66% For | Split | |||||
| 5 J.W.G. HONEYBOURNE | Mgmt | Split 66% For | Split | |||||
| 6 JOHN E. JACKSON | Mgmt | Split 66% For | Split | |||||
| 7 WILLIAM C. PATE | Mgmt | Split 66% For | Split | |||||
| 8 STEPHEN M. PAZUK | Mgmt | Split 66% For | Split | |||||
| 9 STEPHEN A. SNIDER | Mgmt | Split 66% For | Split | |||||
02 | RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS EXTERRAN HOLDINGS, INC.’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. | Mgmt | Split 66% For | Split | ||||
Page 9 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
FIDELITY INVESTMENT TRUST
| Security: | 315910760 | Agenda Number: | 932822186 | |||
| Ticker: | FJSCX | Meeting Type: | Special | |||
| ISIN: | US3159107602 | Meeting Date: | 18-Jun-08 | |||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 JAMES C. CURVEY | Mgmt | For | For | |||||
| 2 DENNIS J. DIRKS | Mgmt | For | For | |||||
| 3 EDWARD C. JOHNSON 3D | Mgmt | For | For | |||||
| 4 ALAN J. LACY | Mgmt | For | For | |||||
| 5 NED C. LAUTENBACH | Mgmt | For | For | |||||
| 6 JOSEPH MAURIELLO | Mgmt | For | For | |||||
| 7 CORNELIA M. SMALL | Mgmt | For | For | |||||
| 8 WILLIAM S. STAVROPOULOS | Mgmt | For | For | |||||
| 9 DAVID M. THOMAS | Mgmt | For | For | |||||
| 10 MICHAEL E. WILEY | Mgmt | For | For | |||||
Page 10 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
GLOBALSANTAFE CORPORATION
| Security: | G3930EOIH | Agenda Number: | 932778395 | |||
| Ticker: | Meeting Type: | Special | ||||
| ISIN: | Meeting Date: | 09-Nov-07 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | APPROVAL OF THE SCHEME OF ARRANGEMENT, ATTACHED TO THE ACCOMPANYING JOINT PROXY STATEMENT AS ANNEX H. ** NOTE ** THIS ITEM TO BE VOTED ON AT THE FIRST PART OF THE SHAREHOLDERS MEETING, WHICH PART IS CONVENED PURSUANT TO THE ORDER OF THE GRAND COURT OF THE CAYMAN ISLANDS | Mgmt | For | For | ||||
02 | APPROVAL OF THE SCHEME OF ARRANGEMENT, ATTACHED TO THE ACCOMPANYING JOINT PROXY STATEMENT AS ANNEX H. ** NOTE ** THIS ITEM TO BE VOTED ON AT THE SECOND PART OF THE SHAREHOLDERS MEETING, WHICH PART IS CONVENED IN ACCORDANCE WITH THE ARTICLES OF ASSOCIATION | Mgmt | For | For | ||||
Page 11 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
GRANT PRIDECO, INC.
| Security: | 38821GOIH | Agenda Number: | 932842518 | |||
| Ticker: | Meeting Type: | Special | ||||
| ISIN: | Meeting Date: | 21-Apr-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | ADOPTION OF MERGER AGREEMENT: TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF DECEMBER 16, 2007, AMONG NATIONAL OILWELL VARCO, INC. (“NATIONAL OILWELL VARCO”), NOV SUB, INC. (“NOV SUB”), A WHOLLY OWNED SUBSIDIARY OF NATIONAL OILWELL VARCO, AND GRANT PRIDECO, INC. (“GRANT PRIDECO”), ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. | Mgmt | Split 66% For | Split |
Page 12 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
HALLIBURTON COMPANY
| Security: | 406216OIH | Agenda Number: | 932852076 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 21-May-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
1A | ELECTION OF DIRECTOR: A.M. BENNETT | Mgmt | Split 66% For | Split | ||||
1B | ELECTION OF DIRECTOR: J.R. BOYD | Mgmt | Split 66% For | Split | ||||
1C | ELECTION OF DIRECTOR: M. CARROLL | Mgmt | Split 66% For | Split | ||||
1D | ELECTION OF DIRECTOR: K.T. DERR | Mgmt | Split 66% For | Split | ||||
1E | ELECTION OF DIRECTOR: S.M. GILLIS | Mgmt | Split 66% For | Split | ||||
1F | ELECTION OF DIRECTOR: J.T. HACKETT | Mgmt | Split 66% For | Split | ||||
1G | ELECTION OF DIRECTOR: D.J. LESAR | Mgmt | Split 66% For | Split | ||||
1H | ELECTION OF DIRECTOR: J.L. MARTIN | Mgmt | Split 66% For | Split | ||||
1I | ELECTION OF DIRECTOR: J.A. PRECOURT | Mgmt | Split 66% For | Split | ||||
1J | ELECTION OF DIRECTOR: D.L. REED | Mgmt | Split 66% For | Split | ||||
02 | PROPOSAL FOR RATIFICATION OF THE SELECTION OF AUDITORS. | Mgmt | Split 66% For | Split | ||||
03 | PROPOSAL ON REAPPROVAL OF MATERIAL TERMS OF PERFORMANCE GOALS UNDER 1993 STOCK AND INCENTIVE PLAN. | Mgmt | Split 66% For | Split | ||||
Page 13 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
04 | PROPOSAL ON HUMAN RIGHTS POLICY. | Shr | Split 66% Abstain | Against | ||||
05 | PROPOSAL ON POLITICAL CONTRIBUTIONS. | Shr | Split 66% Abstain | Against | ||||
06 | PROPOSAL ON HUMAN RIGHTS BOARD COMMITTEE. | Shr | Split 66% Abstain | Against | ||||
Page 14 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
ING MUTUAL FUNDS
| Security: | 44980Q518 | Agenda Number: | 932770476 | |||
| Ticker: | IIRIX | Meeting Type: | Special | |||
| ISIN: | US44980Q5181 | Meeting Date: | 31-Dec-07 | |||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 COLLEEN D. BALDWIN | Mgmt | For | For | |||||
| 2 JOHN V. BOYER | Mgmt | For | For | |||||
| 3 PATRICIA W. CHADWICK | Mgmt | For | For | |||||
| 4 ROBERT W. CRISPIN | Mgmt | For | For | |||||
| 5 PETER S. DROTCH | Mgmt | For | For | |||||
| 6 J. MICHAEL EARLEY | Mgmt | For | For | |||||
| 7 PATRICK W. KENNY | Mgmt | For | For | |||||
| 8 SHAUN P. MATHEWS | Mgmt | For | For | |||||
| 9 SHERYL K. PRESSLER | Mgmt | For | For | |||||
| 10 DAVID W.C. PUTNAM | Mgmt | For | For | |||||
Page 15 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Prop. # | Proposal | Proposed | Proposal Vote | For/Against | ||||
| 11 ROGER B. VINCENT | Mgmt | For | For |
Page 16 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
MFS GOVERNMENT MARKETS INCOME TRUST
| Security: | 552939100 | Agenda Number: | 932771935 | |||
| Ticker: | MGF | Meeting Type: | Annual | |||
| ISIN: | US5529391006 | Meeting Date: | 01-Nov-07 | |||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 ROBERT J. MANNING | Mgmt | Withheld | Against | |||||
| 2 LAWRENCE H. COHN, M.D. | Mgmt | Withheld | Against | |||||
| 3 LAWRENCE T. PERERA | Mgmt | Withheld | Against | |||||
| 4 LAURIE J. THOMSEN | Mgmt | Withheld | Against | |||||
02 | TO AMEND THE TRUST’S FUNDAMENTAL INVESTMENT POLICY CONCERNING BORROWING. | Mgmt | For | For | ||||
03 | TO ACT UPON, IF PROPERLY PRESENTED AT THE MEETING, A SHAREHOLDER PROPOSAL THAT THE BOARD OF TRUSTEES PROMPTLY TAKE THE STEPS NECESSARY TO OPEN-END THE TRUST OR OTHERWISE ENABLE SHAREHOLDERS TO REALIZE NET ASSET FOR THEIR SHARES. | Shr | For | Against | ||||
Page 17 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
NABORS INDUSTRIES LTD.
| Security: | G6359FOIH | Agenda Number: | 932891612 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 03-Jun-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 ANTHONY G. PETRELLO | Mgmt | Split 66% For | Split | |||||
| 2 MYRON M. SHEINFELD | Mgmt | Split 66% For | Split | |||||
| 3 MARTIN J. WHITMAN | Mgmt | Split 66% For | Split | |||||
02 | APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS AND TO AUTHORIZE THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO SET AUDITORS’ REMUNERATION. | Mgmt | Split 66% For | Split | ||||
03 | SHAREHOLDER PROPOSAL TO ADOPT A PAY FOR SUPERIOR PERFORMANCE STANDARD IN THE COMPANY’S EXECUTIVE COMPENSATION PLAN FOR SENIOR EXECUTIVES. | Shr | Split 66% For | Against | ||||
04 | SHAREHOLDER PROPOSAL REGARDING GROSS-UP PAYMENTS TO SENIOR EXECUTIVES. | Shr | Split 66% For | Against | ||||
Page 18 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
NATIONAL OILWELL VARCO, INC.
| Security: | 637071OIH | Agenda Number: | 932851771 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 14-May-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
1A | THE ELECTION OF DIRECTOR: ROBERT E. BEAUCHAMP | Mgmt | No vote | |||||
1B | THE ELECTION OF DIRECTOR: JEFFERY A. SMISEK | Mgmt | No vote | |||||
02 | RATIFICATION OF INDEPENDENT AUDITORS | Mgmt | No vote | |||||
03 | APPROVAL OF NATIONAL OILWELL VARCO ANNUAL INCENTIVE PLAN | Mgmt | No vote | |||||
Page 19 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
NOBLE CORPORATION
| Security: | G65422OIH | Agenda Number: | 932838519 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 01-May-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 LAWRENCE J. CHAZEN | Mgmt | Split 78% For | Split | |||||
| 2 MARY P. RICCIARDELLO | Mgmt | Split 78% For | Split | |||||
02 | APPROVAL OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR 2008. | Mgmt | Split 78% For | Split | ||||
Page 20 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
PUTNAM PREMIER INCOME TRUST
| Security: | 746853100 | Agenda Number: | 932801512 | |||
| Ticker: | PPT | Meeting Type: | Annual | |||
| ISIN: | US7468531006 | Meeting Date: | 31-Jan-08 | |||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 JOHN A. HILL | Mgmt | For | For | |||||
| 2 JAMESON A. BAXTER | Mgmt | For | For | |||||
| 3 C.E. HALDEMAN, JR. | Mgmt | For | For | |||||
| 4 CHARLES B. CURTIS | Mgmt | For | For | |||||
| 5 ROBERT J. DARRETTA | Mgmt | For | For | |||||
| 6 MYRA R. DRUCKER | Mgmt | For | For | |||||
| 7 PAUL L. JOSKOW | Mgmt | For | For | |||||
| 8 KENNETH R. LEIBLER | Mgmt | For | For | |||||
| 9 ELIZABETH T. KENNAN | Mgmt | For | For | |||||
| 10 ROBERT E. PATTERSON | Mgmt | For | For | |||||
Page 21 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
| 11 GEORGE PUTNAM, III | Mgmt | For | For | |||||
| 12 W. THOMAS STEPHENS | Mgmt | For | For | |||||
| 13 RICHARD B. WORLEY | Mgmt | For | For | |||||
Page 22 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
ROWAN COMPANIES, INC.
| Security: | 779382OIH | Agenda Number: | 932889908 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 06-Jun-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
1A | ELECTION OF DIRECTOR: D.F. MCNEASE | Mgmt | For | For | ||||
1B | ELECTION OF DIRECTOR: LORD MOYNIHAN | Mgmt | For | For | ||||
1C | ELECTION OF DIRECTOR: R.G. CROYLE | Mgmt | For | For | ||||
02 | THE RATIFICATION OF APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY’S INDEPENDENT AUDITORS | Mgmt | For | For | ||||
Page 23 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
| Security: | 806857OIH | Agenda Number: | 932819052 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 09-Apr-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 P. CAMUS | Mgmt | For | For | |||||
| 2 J.S. GORELICK | Mgmt | For | For | |||||
| 3 A. GOULD | Mgmt | For | For | |||||
| 4 T. ISAAC | Mgmt | For | For | |||||
| 5 N. KUDRYAVTSEV | Mgmt | For | For | |||||
| 6 A. LAJOUS | Mgmt | For | For | |||||
| 7 M.E. MARKS | Mgmt | For | For | |||||
| 8 D. PRIMAT | Mgmt | For | For | |||||
| 9 L.R. REIF | Mgmt | For | For | |||||
| 10 T.I. SANDVOLD | Mgmt | For | For | |||||
Page 24 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
| 11 N. SEYDOUX | Mgmt | For | For | |||||
| 12 L.G. STUNTZ | Mgmt | For | For | |||||
02 | ADOPTION AND APPROVAL OF FINANCIALS AND DIVIDENDS | Mgmt | For | For | ||||
03 | APPROVAL OF ADOPTION OF THE SCHLUMBERGER 2008 STOCK INCENTIVE PLAN | Mgmt | For | For | ||||
04 | APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | Mgmt | For | For | ||||
Page 25 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
SMITH INTERNATIONAL, INC.
| Security: | 832110OIH | Agenda Number: | 932865124 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 13-May-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 LOREN K. CARROLL | Mgmt | Split 66% For | Split | |||||
| 2 DOD A. FRASER | Mgmt | Split 66% For | Split | |||||
02 | APPROVAL OF THIRD AMENDED AND RESTATED 1989 LONG-TERM INCENTIVE COMPENSATION PLAN | Mgmt | Split 66% For | Split | ||||
03 | APPROVAL OF AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION | Mgmt | Split 66% For | Split | ||||
04 | RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | Mgmt | Split 66% For | Split | ||||
Page 26 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
THE CHINA FUND, INC.
| Security: | 169373107 | Agenda Number: | 932809289 | |||
| Ticker: | CHN | Meeting Type: | Annual | |||
| ISIN: | US1693731077 | Meeting Date: | 06-Mar-08 | |||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 NIGEL TULLOCH | Mgmt | For | For | |||||
| 2 WILLIAM KIRBY | Mgmt | For | For | |||||
02 | TO APPROVE THE PROPOSED ELIMINATION OF THE FUND’S FUNDAMENTAL INVESTMENT POLICY REQUIRING AT LEAST 65% OF THE FUND’S ASSETS TO BE INVESTED IN THE EQUITY SECURITIES OF CHINA COMPANIES. | Mgmt | For | For | ||||
Page 27 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
TRANSOCEAN INC.
| Security: | G90078OIH | Agenda Number: | 932778636 | |||
| Ticker: | Meeting Type: | Special | ||||
| ISIN: | Meeting Date: | 09-Nov-07 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | APPROVAL OF THE SCHEME OF ARRANGEMENT, ATTACHED TO THE ACCOMPANYING JOINT PROXY STATEMENT AS ANNEX G, WHICH PROVIDES FOR THE RECLASSIFICATION OF OUR ORDINARY SHARES. | Mgmt | For | For | ||||
02 | APPROVAL OF THE ISSUANCE OF OUR ORDINARY SHARES TO SHAREHOLDERS OF GLOBALSANTAFE CORPORATION IN THE MERGER UNDER THE TERMS OF THE AGREEMENT AND PLAN OF MERGER, ATTACHED TO THE ACCOMPANYING JOINT PROXY STATEMENT AS ANNEX A. | Mgmt | For | For | ||||
03 | APPROVAL OF THE AMENDMENT AND RESTATEMENT OF OUR MEMORANDUM AND ARTICLES OF ASSOCIATION TO, AMONG OTHER THINGS, INCREASE THE MAXIMUM NUMBER OF DIRECTORS CONSTITUTING THE BOARD OF DIRECTORS OF TRANSOCEAN INC. FROM 13 TO 14, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. | Mgmt | For | For | ||||
Page 28 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
WEATHERFORD INTERNATIONAL LTD.
| Security: | G95089OIH | Agenda Number: | 932901451 | |||
| Ticker: | Meeting Type: | Annual | ||||
| ISIN: | Meeting Date: | 02-Jun-08 | ||||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
1A | ELECTION AS DIRECTOR: NICHOLAS F. BRADY | Mgmt | Split 66% For | Split | ||||
1B | ELECTION AS DIRECTOR: WILLIAM E. MACAULAY | Mgmt | Split 66% For | Split | ||||
1C | ELECTION AS DIRECTOR: DAVID J. BUTTERS | Mgmt | Split 66% For | Split | ||||
1D | ELECTION AS DIRECTOR: ROBERT B. MILLARD | Mgmt | Split 66% For | Split | ||||
1E | ELECTION AS DIRECTOR: BERNARD J. DUROC-DANNER | Mgmt | Split 66% For | Split | ||||
1F | ELECTION AS DIRECTOR: ROBERT K. MOSES, JR. | Mgmt | Split 66% For | Split | ||||
1G | ELECTION OF DIRECTOR: ROBERT A. RAYNE | Mgmt | Split 66% For | Split | ||||
02 | APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2008, AND AUTHORIZATION OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO SET ERNST & YOUNG LLP’S REMUNERATION. | Mgmt | Split 66% For | Split | ||||
Page 29 of 30
Investment Company Report
| Meeting Date Range: | 01-Jul-2007 - 30-Jun-2008 | Report Date: | 07-Jul-2008 |
Master Fund
WESTERN ASSET/CLAYMORE LINKED SEC & INC
| Security: | 95766Q106 | Agenda Number: | 932867990 | |||
| Ticker: | WIA | Meeting Type: | Annual | |||
| ISIN: | US95766Q1067 | Meeting Date: | 27-May-08 | |||
Prop. # | Proposal | Proposed by | Proposal Vote | For/Against Management | ||||
01 | DIRECTOR | |||||||
| 1 RONALD A. NYBERG | Mgmt | No vote | ||||||
Page 30 of 30
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Registrant: The Endowment Master Fund, L.P. | ||
| By: | /s/ Roy V. Washington | |
| Roy V. Washington | ||
| Chief Compliance Officer | ||
| Date: | 7/16/08 | |