UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811-21915
Exact name of registrant as specified in charter: Oppenheimer Baring SMA International Fund
Address of principal executive offices: 6803 South Tucson Way
Centennial, CO 80112
Name and address of agent for service: Robert G. Zack, Executive Vice President and General
Counsel
OppenheimerFunds, Inc.
Two World Financial Center
225 Liberty Street
New York, NY 10281-1008
Registrant's telephone number, including area code: 303-768-3200
Date of fiscal year end: 9/30
Date of reporting period: 07/01/2007-06/30/2008
Item 1. Proxy Voting Record.
This report indicates that the fund did not vote any proxies during the
reporting period. This was due to administrative, systems and/or processing
errors.
================== OPPENHEIMER BARING SMA INTERNATIONAL FUND ===================
Aker Kvaerner ASA
Ticker: Security ID: R0180X100
Meeting Date: APR 3, 2008 Meeting Type: Special
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting; Designate Inspector(s) of For Did Not Management
Minutes of Meeting Vote
2 Receive Information about Company None Did Not Management
Business Vote
3 Approve Financial Statements and For Did Not Management
Statutory Reports; Approve Allocation of Vote
Income and Dividends of NOK 3 Per Share
4 Approve Remuneration Policy For Executive For Did Not Management
Management Vote
5 Approve Remuneration of Directors for For Did Not Management
2007 Vote
6 Approve Remuneration of Nominating For Did Not Management
Committee for 2007 Vote
7 Approve Remuneration of Auditors for 2007 For Did Not Management
Vote
8 Elect Directors For Did Not Management
Vote
9 Elect Members of Nominating Committee For Did Not Management
Vote
10 Change Company Name to Aker Solutions ASA For Did Not Management
Vote
11 Approve Creation of NOK 109.6 Million For Did Not Management
Pool of Capital without Preemptive Rights Vote
12 Authorize Repurchase of Up to Ten Percent For Did Not Management
of Issued Share Capital Vote
- --------------------------------------------------------------------------------
Bank of Cyprus Public Co. (frmly Bank of Cyprus Ltd.)
Ticker: Security ID: M1637D106
Meeting Date: DEC 5, 2007 Meeting Type: Special
Record Date: NOV 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Increase Authorized Common Stock For Did Not Management
Vote
2 Adjust Par Value of Common Stock For Did Not Management
Vote
3 Approve Stock Option Plan For Did Not Management
Vote
4 Amend Articles For Did Not Management
Vote
- --------------------------------------------------------------------------------
Capitaland Limited
Ticker: Security ID: Y10923103
Meeting Date: APR 29, 2008 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Adopt Financial Statements and Directors' For Did Not Management
and Auditors' Reports Vote
2 Declare First and Final Dividend of SGD For Did Not Management
0.08 Per Share and Special Dividend of Vote
SGD 0.07 Per Share
3 Approve Directors' Fees of SGD 1.3 For Did Not Management
Million for the Year Ended Dec. 31, 2007 Vote
(2006: SGD 1.1 Million)
4a Reelect Hu Tsu Tau as Director For Did Not Management
Vote
4b Reelect Hsuan Owyang as Director For Did Not Management
Vote
4c Reelect Lim Chin Beng as Director For Did Not Management
Vote
4d Reelect Richard Edward Hale as Director For Did Not Management
Vote
5a Reelect Jackson Peter Tai as Director For Did Not Management
Vote
5b Reelect Victor Fung Kwok King as Director For Did Not Management
Vote
6 Reappoint KPMG as Auditors and Authorize For Did Not Management
Board to Fix Their Remuneration Vote
7 Other Business (Voting) For Did Not Management
Vote
8a Approve Issuance of Shares without For Did Not Management
Preemptive Rights Vote
8b Approve Issuance of Shares and Grant of For Did Not Management
Options and Awards Pursuant to the Vote
CapitaLand Share Option Plan, CapitaLand
Performance Share Plan and/or CapitaLand
Restricted Stock Plan
- --------------------------------------------------------------------------------
Capitaland Limited
Ticker: Security ID: Y10923103
Meeting Date: APR 29, 2008 Meeting Type: Special
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve to authorize the Company to For Did Not Management
repurchase shares Vote
2 Approved amendment to Articles For Did Not Management
Vote
- --------------------------------------------------------------------------------
Doosan Heavy Industries & Construction Co.
Ticker: Security ID: KR7034020008
Meeting Date: MAR 21, 2008 Meeting Type: Annual
Record Date: DEC 31, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Appropriation of Income and For Did Not Management
Dividends of KRW 500 per Share Vote
2 Elect One Inside Director and One Outside For Did Not Management
Director (Bundled) Vote
3 Approve Remuneration of Executive For Did Not Management
Directors and Independent Non-Executive Vote
Directors
4 Approve Stock Option Grants For Did Not Management
Vote
- --------------------------------------------------------------------------------
Dyno Nobel Ltd.
Ticker: Security ID: Q3311A107
Meeting Date: MAY 22, 2008 Meeting Type: Annual
Record Date: MAY 20, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None Did Not Management
Statutory Reports for the Year Ended Dec. Vote
31, 2007
2 Approve Remuneration Report for the Year For Did Not Management
Ended Dec. 31, 2007 Vote
3a Elect David Anthony Walsh as Director For Did Not Management
Vote
3b Elect Jock Muir as Director For Did Not Management
Vote
- --------------------------------------------------------------------------------
Dyno Nobel Ltd.
Ticker: Security ID: Q3311A107
Meeting Date: MAY 22, 2008 Meeting Type: Court
Record Date: MAY 20, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Scheme Arrangement Between Dyno For Did Not Management
Nobel Limited and the Holders of its Vote
Fully Paid Ordinary Shares (Other Than
Incitec Pivot Limited and its
Subsidiaries)
- --------------------------------------------------------------------------------
Emaar Properties PJSC
Ticker: Security ID: B01RM25
Meeting Date: MAR 19, 2008 Meeting Type: Annual
Record Date: MAR 19, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve the Company's financial For Did Not Management
statements for the fiscal year ended Vote
December 31, 2007
2 Ratify the acts of the Company's board of For Did Not Management
directors for the fiscal year ended Vote
December 31, 2007, as well as discharge
the directors and the auditors from
liability.
3 Ratify the appointment of Ernst & Young For Did Not Management
as the Company's independent auditor, and Vote
authorize the board to set the auditor's
fees for the next fiscal year.
4 Approve under Article 108 of the Federal For Did Not Management
Law No. 8 of 1984 (as amended) for the Vote
directors to carry on activities relating
to property development.
- --------------------------------------------------------------------------------
Fugro NV
Ticker: Security ID: N3385Q197
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date: MAY 7, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None Did Not Management
Vote
2 Receive Report of Management and None Did Not Management
Supervisory Boards (Non-Voting) Vote
3 Approve Financial Statements and For Did Not Management
Statutory Reports Vote
4 Approve Discharge of Management Board For Did Not Management
Vote
5 Approve Discharge of Supervisory Board For Did Not Management
Vote
6a Receive Explanation on Company's Reserves None Did Not Management
and Dividend Policy Vote
6b Approve Dividends of EUR 1.25 Per Share For Did Not Management
Vote
7 Elect A. Jonkman as Management Board For Did Not Management
Member Vote
8a Approve Remuneration Report Containing For Did Not Management
Remuneration Policy for Management Board Vote
Members
8b Amend Stock Option Plan For Did Not Management
Vote
9 Authorize Repurchase of Up to Ten Percent For Did Not Management
of Issued Share Capital Vote
10a Grant Board Authority to Issue All For Did Not Management
Preference Shares and Ordinary Shares Vote
10b Authorize Board to Exclude Preemptive For Did Not Management
Rights from Issuance under Item 10a Vote
11 Other Business (Non-Voting) None Did Not Management
Vote
12 Close Meeting None Did Not Management
Vote
- --------------------------------------------------------------------------------
Hellenic Exchanges Holding SA
Ticker: Security ID: X3247C104
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Statutory Reports For Did Not Management
Vote
2 Accept Financial Statements For Did Not Management
Vote
3 Approve Allocation of Income For Did Not Management
Vote
4 Approve Discharge of Board and Auditors For Did Not Management
Vote
5 Approve Director Remuneration for 2007 For Did Not Management
Vote
6 Preapprove Director Remuneration for 2008 For Did Not Management
Vote
7 Ratify Director Appointments For Did Not Management
Vote
8 Approve Auditors and Fix Their For Did Not Management
Remuneration Vote
9 Amend Articles to Reflect Changes in For Did Not Management
Capital Vote
10 Amend Company Articles For Did Not Management
Vote
11 Authorize Share Repurchase Program For Did Not Management
Vote
12 Amend Approved Stock Option Plan For Did Not Management
Vote
13 Approve Stock Option Plan For Did Not Management
Vote
14 Authorize Electronic Information For Did Not Management
Transfers Vote
15 Other Business For Did Not Management
Vote
- --------------------------------------------------------------------------------
Hellenic Exchanges Holding SA
Ticker: Security ID: X3247C104
Meeting Date: JUN 4, 2008 Meeting Type: Special
Record Date: MAY 29, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Ammendment to Articles Regarding For Did Not Management
Share Capital Vote
2 Approve Ammendments to Articles of For Did Not Management
Association Vote
3 Approve Ammendment to Stock Option Plan For Did Not Management
Vote
4 Approve Stock Option Plan For Did Not Management
Vote
- --------------------------------------------------------------------------------
Immoeast AG
Ticker: Security ID: 7733967
Meeting Date: SEP 13, 2007 Meeting Type: Annual
Record Date: SEP 7, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve the receipt of the Company's None Did Not Management
financial statements, consolidated Vote
financial statements, and management and
supervisory board reports for the fiscal
year ended April 30, 2007.
2 Resolution on the use of retained For Did Not Management
earnings as shown in the annual financial Vote
statements as of 30 April 2007
3 Resolution on the release of the For Did Not Management
Executive Board and Supervisory Board Vote
from liability for the 2006/2007 Business
Year.
4 Resolution on the determination of For Did Not Management
remuneration for the members of the Vote
Supervisory Board for the 2006/2007
Business Year.
5 Election of the auditor for the annual For Did Not Management
financial statements and consolidated Vote
financial statements for the 2007/2008
Business Year.
6 Resolution to cancel the authorisation of For Did Not Management
the Executive Board, which was passed by Vote
the 7th Annual General Meeting on 14
September 2006, to repurchase the share
capital of the company for a duration of
eighteen months beginning on the date the
resolution w
7 Resolution on the authorisation of the For Did Not Management
Executive Board in accordance with 174 Vote
Par. 2 of the Austrian Stock Corporation
Act to issue convertible bonds with the
approval of the Supervisory Board,
including in several tranches, for a
duration of five years
8 Resolution on the conditional increase in For Did Not Management
share capital by up to 208,456,031.- Vote
through the issue of up to 208,456,031
shares of new bearer common stock in
order to uphold the conversion and
subscription rights of the bearers of
convertible bonds and the
9 Resolution on the amendment to the For Did Not Management
Articles of Association Vote
- --------------------------------------------------------------------------------
Julius Baer Holding AG (formerly Baer Holdings)
Ticker: Security ID: H4407G263
Meeting Date: APR 15, 2008 Meeting Type: Annual
Record Date: MAR 28, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and Statutory For Did Not Management
Reports Vote
2 Approve Allocation of Income and For Did Not Management
Dividends of CHF 0.50 per Share Vote
3 Approve Discharge of Board and Senior For Did Not Management
Management Vote
4 Reelect Peter Kuepfer and Charles For Did Not Management
Stonehill as Directors Vote
5 Ratify KPMG Ltd. as Auditors For Did Not Management
Vote
6 Approve CHF 611,111 Reduction in Share For Did Not Management
Capital via Cancellation of 12.2 Million Vote
Repurchased Shares
7 Authorize Share Repurchase Program and For Did Not Management
Cancellation of Repurchased Shares Vote
- --------------------------------------------------------------------------------
Lonza Group Ltd.
Ticker: Security ID: H50524133
Meeting Date: MAR 26, 2008 Meeting Type: Annual
Record Date: MAR 11, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Consolidated Financial Statements For Did Not Management
and Statutory Reports Vote
2 Accept Financial Statements and Statutory For Did Not Management
Reports Vote
3 Approve Allocation of Income and For Did Not Management
Dividends of CHF 1.75 per Share Vote
4 Approve Discharge of Board and Senior For Did Not Management
Management Vote
5 Reelect Julia Higgins, Peter Kalantzis, For Did Not Management
Gerhard Mayr, Rolf Soiron, Richard Sykes, Vote
and Peter Wilden as Directors; Elect
Patrick Aebischer as Director (Bundled)
6 Ratify KPMG AG as Auditors For Did Not Management
Vote
- --------------------------------------------------------------------------------
Man Group plc
Ticker: Security ID: B28KQ18
Meeting Date: JUL 12, 2007 Meeting Type: Annual
Record Date: JUL 10, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 To receive the Directors' and Auditors' For Did Not Management
Reports and the Financial Statements for Vote
the year ended 31 March 2007.
2 To approve the Remuneration Report of the For Did Not Management
Directors contained in the Annual Report Vote
2007 document.
3 To declare a final dividend on the For Did Not Management
Ordinary Shares. Vote
4 To re-elect K J P Hayes as a Director of For Did Not Management
the Company. Vote
5 To re-elect A J Carnwath* as a Director For Did Not Management
of the Company. Vote
6 To re-elect H A McGrath+ as a Director of For Did Not Management
the Company. Vote
7 To re-elect G R Moreno*# as a Director of For Did Not Management
the Company. Vote
8 To reappoint PricewaterhouseCoopers LLP For Did Not Management
as Auditors of the Company. Vote
9 To authorise the Directors to determine For Did Not Management
the remuneration of the Auditors. Vote
10 Directors' power to allot securities For Did Not Management
(Ordinary Resolution) Vote
11 Disapplication of pre-emption rights For Did Not Management
(Special Resolution) Vote
12 Power to purchase shares for cancellation For Did Not Management
(Special Resolution) Vote
- --------------------------------------------------------------------------------
Man Group plc
Ticker: Security ID: B28KQ18
Meeting Date: NOV 23, 2007 Meeting Type: Special
Record Date: NOV 21, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Consolidation of Share Capital and For Did Not Management
Allocation of Special Dividend Vote
- --------------------------------------------------------------------------------
Man Group plc
Ticker: Security ID: B28KQ18
Meeting Date: JUL 9, 2007 Meeting Type: Special
Record Date: JUL 7, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 To approve the Disposal by way of IPO of For Did Not Management
MF Global Ltd. Vote
- --------------------------------------------------------------------------------
Megastudy Co. Ltd.
Ticker: Security ID: B04M227
Meeting Date: MAR 21, 2008 Meeting Type: Annual
Record Date: DEC 31, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Appropriation of Income and For Did Not Management
Management Vote
2 Amend Articles of Incorporation Regarding For Did Not Management
Public Offerings, Issuances of Vote
Convertible Bonds and Bonds with Warrants
3 Elect Two Inside Directors (Bundled) For Did Not Management
Vote
4 Approve Remuneration of Executive For Did Not Management
Directors and Independent Non-Executive Vote
Directors
5 Approve Limit on Remuneration of Auditor For Did Not Management
Vote
- --------------------------------------------------------------------------------
Mobistar Sa
Ticker: Security ID: B60667100
Meeting Date: MAY 7, 2008 Meeting Type: Annual/Special
Record Date: APR 28, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Directors' Report on the Annual None Did Not Management
Account of Year Ended Dec. 31, 2007 Vote
2 Receive Auditors' Report on the Annual None Did Not Management
Account of Year Ended Dec. 31, 2007 Vote
3 Cancel Company Treasury Shares For Did Not Management
Vote
4 Approve Annual Accounts and Allocation of For Did Not Management
Income, Receive Consolidated Annual Vote
Accounts of Year Ended Dec. 31, 2007
5 Approve Discharge of Directors For Did Not Management
Vote
6 Approve Discharge of Auditors For Did Not Management
Vote
7 Reelect Bourgoin-Castagnet, Brunet, Du For Did Not Management
Boucher, Steyaert, SA Wirefree Services Vote
Belgium, Von Wackerbarth, Dekeuleneer,
Delaunois and Sparaxis SA as Directors
(Bundled). Elect Meijer Swantee,
Pellissier and Scheen as Directors.
8 Approve Remuneration of Chairman For Did Not Management
Vote
9 Ratify Ernst & Young as Auditors and For Did Not Management
Approve their Remuneration Vote
10 Approve Increase of Capital through For Did Not Management
Incorporation of Issue Premium Vote
11 Approve Reduction in Share Capital For Did Not Management
Vote
12 Amend Articles Re: Statutory Seat For Did Not Management
Vote
13 Amend Articles to Reflect Changes in For Did Not Management
Capital Vote
14 Amend Articles Re: Elimination of Bearer For Did Not Management
Shares Vote
15 Authorize Repurchase of Up to Ten Percent For Did Not Management
of Issued Share Capital Vote
16 Authorize Implementation of Approved For Did Not Management
Resolutions and Filing of Required Vote
Documents/Formalities at Trade Registry
17 Discussion on Company's Corporate None Did Not Management
Governance Structure Vote
- --------------------------------------------------------------------------------
Neuf Cegetel
Ticker: Security ID: F58287107
Meeting Date: APR 21, 2008 Meeting Type: Annual
Record Date: APR 16, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements and For Did Not Management
Discharge Directors Vote
2 Accept Consolidated Financial Statements For Did Not Management
and Statutory Reports Vote
3 Approve Special Auditors' Report For Did Not Management
Regarding Related-Party Transactions Vote
4 Approve Allocation of Income and For Did Not Management
Dividends of EUR 0.60 per Share Vote
5 Ratify Appointment of Jean-Dominique Pit For Did Not Management
as Director Vote
6 Approve Special Auditors' Report For Did Not Management
Regarding Related-Party Transactions Vote
7 Authorize Repurchase of Up to 5 Percent For Did Not Management
of Issued Share Capital Vote
8 Authorize Filing of Required For Did Not Management
Documents/Other Formalities Vote
- --------------------------------------------------------------------------------
PEACE MARK (HOLDINGS) LIMITED
Ticker: Security ID: G6957A209
Meeting Date: FEB 1, 2008 Meeting Type: Special
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve the Voluntary Pre-Conditional For Did Not Management
General Offer by A-A United Ltd. Vote
(Offeror) For All the Issued Shares of
Sincere Watch Ltd., Other Than Those
Already Owned, Controlled or Agreed to be
Acquired by the Offeror (Offer)
2 Approve Participation of the Company in For Did Not Management
the Offer Vote
3 Authorize Board to Take Any Action on For Did Not Management
Behalf of the Company in Connection with Vote
the Offer
4 Authorize Board to Ratify and Execute For Did Not Management
Approved Resolutions Vote
- --------------------------------------------------------------------------------
Peter Hambro Mining plc
Ticker: Security ID: G5555S109
Meeting Date: JUN 25, 2008 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and Statutory For Did Not Management
Reports Vote
2 Approve Final Dividend of 7.5 Pence Per For Did Not Management
Ordinary Share Vote
3 Reappoint Moore Stephens LLP as Auditors For Did Not Management
and Authorise the Board to Determine Vote
Their Remuneration
4 Elect Lord Guthrie as Director For Did Not Management
Vote
5 Re-elect Jay Hambro as Director For Did Not Management
Vote
6 Re-elect Andrey Maruta as Director For Did Not Management
Vote
7 Re-elect Alfiya Samokhvalova as Director For Did Not Management
Vote
8 Authorise Issue of Equity or For Did Not Management
Equity-Linked Securities with Pre-emptive Vote
Rights up to Aggregate Nominal Amount of
GBP 270,516
9 Subject to the Passing of Resolution 8, For Did Not Management
Authorise Issue of Equity or Vote
Equity-Linked Securities without
Pre-emptive Rights up to Aggregate
Nominal Amount of GBP 40,577
10 Authorise 4,057,752 Ordinary Shares for For Did Not Management
Market Purchase Vote
11 Adopt New Articles of Association For Did Not Management
Vote
- --------------------------------------------------------------------------------
QBE Insurance Group Ltd.
Ticker: QBE Security ID: Q78063114
Meeting Date: APR 4, 2008 Meeting Type: Annual
Record Date: APR 2, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None Did Not Management
Statutory Reports for the Financial Year Vote
Ended Dec. 31, 2007
2 Approve Remuneration Report for the For Did Not Management
Financial Year Ended Dec. 31, 2007 Vote
3 Approve Grant of Up to 37,250 Conditional For Did Not Management
Rights and 74,500 Options to FM Vote
O'Halloran, the Company's Chief Executive
Officer, Under the 2007 Deferred
Compensation Plan
4 Elect C L A Irby as Director For Did Not Management
Vote
- --------------------------------------------------------------------------------
Rational AG
Ticker: Security ID: D6349P107
Meeting Date: MAY 7, 2008 Meeting Type: Annual
Record Date: APR 16, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None Did Not Management
Statutory Reports for Fiscal 2007 Vote
(Non-Voting)
2 Approve Allocation of Income and For Did Not Management
Dividends of EUR 4.50 per Share Vote
3 Approve Discharge of Management Board for For Did Not Management
Fiscal 2007 Vote
4 Approve Discharge of Supervisory Board For Did Not Management
for Fiscal 2007 Vote
5 Ratify Roelfs WP Partner AG as Auditors For Did Not Management
for Fiscal 2008 Vote
6 Approve Affiliation Agreement with For Did Not Management
Subsidiary RATIONAL Komponenten GmbH Vote
- --------------------------------------------------------------------------------
Reckitt Benckiser Group plc
Ticker: Security ID: 727871
Meeting Date: MAY 1, 2008 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and Statutory For Did Not Management
Reports Vote
2 Approve Remuneration Report For Did Not Management
Vote
3 Approve Final Dividend of 30 Pence Per For Did Not Management
Ordinary Share Vote
4 Re-elect Adrian Bellamy as Director For Did Not Management
Vote
5 Re-elect Graham Mackay as Director For Did Not Management
Vote
6 Re-elect Bart Becht as Director For Did Not Management
Vote
7 Reappoint PricewaterhouseCoopers LLP as For Did Not Management
Auditors of the Company Vote
8 Authorise Board to Fix Remuneration of For Did Not Management
Auditors Vote
9 Authorise Issue of Equity or For Did Not Management
Equity-Linked Securities with Pre-emptive Vote
Rights up to Aggregate Nominal Amount of
GBP 23,694,000
10 Subject to the Passing of Resolution 9, For Did Not Management
Authorise Issue of Equity or Vote
Equity-Linked Securities without
Pre-emptive Rights up to Aggregate
Nominal Amount of GBP 3,611,000
11 Authorise 72,000,000 Ordinary Shares for For Did Not Management
Market Purchase Vote
12 Amend Articles of Association For Did Not Management
Vote
13 Authorise the Company to Use Electronic For Did Not Management
Communications Vote
- --------------------------------------------------------------------------------
Singapore Exchange Ltd.
Ticker: Security ID: 6303866
Meeting Date: SEP 28, 2007 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Adopt Financial Statements and Directors For Did Not Management
and Auditors' Reports Vote
2 Reelect Joseph Yuvaraj Pillay as Director For Did Not Management
Vote
3 Reelect Chew Choon Seng as Director For Did Not Management
Vote
4 Reelect Ho Tian Yee as Director For Did Not Management
Vote
5 Reelect Low Check Kian as Director For Did Not Management
Vote
6 Reelect Robert Owen as Director For Did Not Management
Vote
7 Approve Directors' Fees of SGD 767,800 For Did Not Management
for the Financial Year Ended June 30, Vote
2007 (2006: SGD 765,200)
8 Declare Final Dividend of SGD 0.30 Per For Did Not Management
Share Vote
9 Reappoint PricewaterthouseCoopers as For Did Not Management
Auditors and Authorize Board to Fix Their Vote
Remuneration
10 Approve Issuance of Shares without For Did Not Management
Preemptive Rights Vote
11 Approve Grant of Awards and Allotment and For Did Not Management
Issuance of Shares Pursuant to the SGX Vote
Performance Share Plan and the SGX Share
Option Plan
- --------------------------------------------------------------------------------
Singapore Exchange Ltd.
Ticker: Security ID: 6303866
Meeting Date: SEP 28, 2007 Meeting Type: Special
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Authorize Share Repurchase Program For Did Not Management
Vote
- --------------------------------------------------------------------------------
Standard Chartered plc
Ticker: Security ID: G84228157
Meeting Date: MAY 7, 2008 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and Statutory For Did Not Management
Reports Vote
2 Approve Final Dividend of 56.23 US Cents For Did Not Management
Per Ordinary Share Vote
3 Approve Remuneration Report For Did Not Management
Vote
4 Re-elect Michael DeNoma as Director For Did Not Management
Vote
5 Re-elect Valerie Gooding as Director For Did Not Management
Vote
6 Re-elect Rudolph Markham as Director For Did Not Management
Vote
7 Re-elect Peter Sands as Director For Did Not Management
Vote
8 Re-elect Oliver Stocken as Director For Did Not Management
Vote
9 Elect Gareth Bullock as Director For Did Not Management
Vote
10 Elect Sunil Mittal as Director For Did Not Management
Vote
11 Elect John Peace as Director For Did Not Management
Vote
12 Reappoint KPMG Audit plc as Auditors of For Did Not Management
the Company Vote
13 Authorise Board to Fix Remuneration of For Did Not Management
Auditors Vote
14 Authorise Issue of Equity or For Did Not Management
Equity-Linked Securities with Pre-emptive Vote
Rights up to Aggregate Nominal Amount of
USD 235,070,165 (Relevant Securities and
Share Dividend Scheme); Otherwise up to
USD 141,042,099
15 Authorise Issue of Equity or For Did Not Management
Equity-Linked Securities with Pre-emptive Vote
Rights up to Aggregate Nominal Amount
Equal to the Company's Share Capital
Repurchased by the Company Pursuant to
Resolution 17
16 Authorise Issue of Equity or For Did Not Management
Equity-Linked Securities without Vote
Pre-emptive Rights up to Aggregate
Nominal Amount of USD 35,260,524
17 Authorise 141,042,099 Ordinary Shares for For Did Not Management
Market Purchase Vote
18 Authorise 15,000 US Dollar Preference For Did Not Management
Shares and 195,285,000 Sterling Vote
Preference Shares for Market Purchase
19 Adopt New Articles of Association For Did Not Management
Vote
20 Authorise the Company to Make EU For Did Not Management
Political Donations to Political Parties Vote
and/or Independent Election Candidates,
to Make EU Political Donations to
Political Organisations Other Than
Political Parties and Incur EU Political
Expenditure up to GBP 100,000
21 Authorise Company to Offer the Share For Did Not Management
Dividend Alternative Vote
- --------------------------------------------------------------------------------
Tokyu Corp.
Ticker: 9005 Security ID: J88720123
Meeting Date: JUN 27, 2008 Meeting Type: Annual
Record Date: MAR 31, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Allocation of Income, with a For Did Not Management
Final Dividend of JY 3 Vote
2.1 Elect Director For Did Not Management
Vote
2.2 Elect Director For Did Not Management
Vote
2.3 Elect Director For Did Not Management
Vote
2.4 Elect Director For Did Not Management
Vote
2.5 Elect Director For Did Not Management
Vote
2.6 Elect Director For Did Not Management
Vote
2.7 Elect Director For Did Not Management
Vote
2.8 Elect Director For Did Not Management
Vote
2.9 Elect Director For Did Not Management
Vote
2.10 Elect Director For Did Not Management
Vote
2.11 Elect Director For Did Not Management
Vote
2.12 Elect Director For Did Not Management
Vote
2.13 Elect Director For Did Not Management
Vote
2.14 Elect Director For Did Not Management
Vote
2.15 Elect Director For Did Not Management
Vote
2.16 Elect Director For Did Not Management
Vote
2.17 Elect Director For Did Not Management
Vote
2.18 Elect Director For Did Not Management
Vote
3.1 Appoint Internal Statutory Auditor For Did Not Management
Vote
3.2 Appoint Internal Statutory Auditor For Did Not Management
Vote
3.3 Appoint Internal Statutory Auditor For Did Not Management
Vote
3.4 Appoint Internal Statutory Auditor For Did Not Management
Vote
3.5 Appoint Internal Statutory Auditor For Did Not Management
Vote
- --------------------------------------------------------------------------------
Toshiba Corp.
Ticker: 6502 Security ID: JP3592200004
Meeting Date: JUN 25, 2008 Meeting Type: Annual
Record Date: MAR 31, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Tadashi Okamura For Did Not Management
Vote
1.2 Elect Director Atsutoshi Nishida For Did Not Management
Vote
1.3 Elect Director Shigeo Koguchi For Did Not Management
Vote
1.4 Elect Director Fumio Muraoka For Did Not Management
Vote
1.5 Elect Director Kazuo Tanigawa For Did Not Management
Vote
1.6 Elect Director Toshiharu Kobayashi For Did Not Management
Vote
1.7 Elect Director Atsushi Shimizu For Did Not Management
Vote
1.8 Elect Director Kiichiro Furusawa For Did Not Management
Vote
1.9 Elect Director Hiroshi Hirabayashi For Did Not Management
Vote
1.10 Elect Director Takeshi Sasaki For Did Not Management
Vote
1.11 Elect Director Hisatsugu Nonaka For Did Not Management
Vote
1.12 Elect Director Masao Namiki For Did Not Management
Vote
1.13 Elect Director Norio Sasaki For Did Not Management
Vote
1.14 Elect Director Masashi Muromachi For Did Not Management
Vote
2.1 Appoint Shareholder Nominee Seigo Against Did Not Shareholder
Watanabe to the Board Vote
2.2 Appoint Shareholder Nominee Yoshio Koyama Against Did Not Shareholder
to the Board Vote
2.3 Appoint Shareholder Nominee Jiro Ozono to Against Did Not Shareholder
the Board Vote
2.4 Appoint Shareholder Nominee Masataka Against Did Not Shareholder
Shintani to the Board Vote
2.5 Appoint Shareholder Nominee Yuichiro Isu Against Did Not Shareholder
to the Board Vote
2.6 Appoint Shareholder Nominee Koichi Hatano Against Did Not Shareholder
to the Board Vote
2.7 Appoint Shareholder Nominee Yoshiaki Miki Against Did Not Shareholder
to the Board Vote
2.8 Appoint Shareholder Nominee Tomohiko Against Did Not Shareholder
Sasaki to the Board Vote
2.9 Appoint Shareholder Nominee Toshiki Against Did Not Shareholder
Miyamoto to the Board Vote
2.10 Appoint Shareholder Nominee Yoshiyuki Against Did Not Shareholder
Oshima to the Board Vote
2.11 Appoint Shareholder Nominee Fumio Sato to Against Did Not Shareholder
the Board Vote
2.12 Appoint Shareholder Nominee Taizo Against Did Not Shareholder
Nishimuro to the Board Vote
2.13 Appoint Shareholder Nominee Kiyoaki Against Did Not Shareholder
Shimagami to the Board Vote
3 Amend Articles to Introduce Provisions on Against Did Not Shareholder
Disclosure of Improper Billing and Vote
Receipt Related to Expenses for Research
Commissioned by New Energy and Industrial
Technology Development Organization
4 Amend Articles to Introduce Provisions on Against Did Not Shareholder
Disclosure of Improper Billing and Vote
Receipt Related to Expenses for Research
Commissioned by New Energy and Industrial
Technology Development Organization
(Additional Proposal)
5 Amend Articles to Require Disclosure of Against Did Not Shareholder
Individual Compensation for Directors Vote
Elected from 1995-96 to 2007-08
6 Amend Articles to Require Individual Against Did Not Shareholder
Information Disclosure Concerning Senior Vote
Advisors Appointed from 1995-96 to
2007-08
7 Amend Articles to Require Information Against Did Not Shareholder
Disclosure Concerning Former Public Vote
Officials Employed by Toshiba from
1995-96 to 2007-08
8 Amend Articles to Require the Company to Against Did Not Shareholder
Observe Orders Issued by Central or Local Vote
Labor Relations Commissions
- --------------------------------------------------------------------------------
Tullow Oil plc
Ticker: Security ID: G91235104
Meeting Date: MAY 14, 2008 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and Statutory For Did Not Management
Reports Vote
2 Approve Final Dividend of 4.0 Pence Per For Did Not Management
Ordinary Share Vote
3 Approve Remuneration Report For Did Not Management
Vote
4 Re-elect David Bamford as Director For Did Not Management
Vote
5 Re-elect Steven McTiernan as Director For Did Not Management
Vote
6 Re-elect Graham Martin as Director For Did Not Management
Vote
7 Re-elect Clare Spottiswoode as Director For Did Not Management
Vote
8 Re-elect Patrick Plunkett as Director For Did Not Management
Vote
9 Reappoint Deloitte & Touche LLP as For Did Not Management
Auditors and Authorise the Board to Vote
Determine Their Remuneration
10 Authorise Issue of Equity or For Did Not Management
Equity-Linked Securities with Pre-emptive Vote
Rights up to Aggregate Nominal Amount of
GBP 23,988,878
11 Subject to the Passing of Resolution 10, For Did Not Management
Authorise Issue of Equity or Vote
Equity-Linked Securities without
Pre-emptive Rights up to Aggregate
Nominal Amount of GBP 3,598,331
12 Adopt New Articles of Association For Did Not Management
Vote
13 Subject to Resolution 12 Being Passed and For Did Not Management
with Effect From 12:01 am on 1 October Vote
2008 or Such Later Date as Section 175 of
the Companies Act 2006 Shall be Brought
into Force, Amend Articles of
Association Re: Permitted Interests and
Voting
14 Amend Tullow Oil 2005 Performance Share For Did Not Management
Plan Vote
- --------------------------------------------------------------------------------
WorleyParsons Ltd.
Ticker: Security ID: 6562474
Meeting Date: OCT 12, 2007 Meeting Type: Annual
Record Date: OCT 10, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 RECEIVE AND CONSIDER THE FINANCIAL REPORT None Did Not Management
OF THE COMPANY AND THE REPORTS OF THE Vote
DIRECTORS AND OF THE AUDITORS FOR THE FYE
30 JUN 2007
2 RE-ELECT MR. GRAHAME CAMPBELL AS A For Did Not Management
DIRECTOR OF THE COMPANY, WHO RETIRES BY Vote
ROTATION IN ACCORDANCE WITH RULE 8.1E2 OF
THE COMPANY S CONSTITUTION
3 RE-ELECT MR. JOHN GREEN AS A DIRECTOR OF For Did Not Management
THE COMPANY, WHO RETIRES BY ROTATIONIN Vote
ACCORDANCE WITH RULE 8.1E2 OF THE COMPANY
S CONSTITUTION
4 RE-ELECT MS. CATHERINE LIVINGSTONE AS A For Did Not Management
DIRECTOR OF THE COMPANY, WHO RETIRES BY Vote
ROTATION IN ACCORDANCE WITH RULE 8.1E1 OF
THE COMPANY S CONSTITUTION
5 ADOPT THE REMUNERATION REPORT AS SET OUT For Did Not Management
IN THE ANNUAL REPORT FOR THE FYE 30 JUN Vote
2007
6 APPROVE, UNDER THE LISTING RULE 10.14, For Did Not Management
THE GRANT OF NOT MORE THAN A TOTAL OF Vote
73,528 PERFORMANCE RIGHTS TO THE
EXECUTIVE DIRECTORS OF THE COMPANY
MESSRS. JOHN GRILL, DAVID HOUSEGO,
WILLIAM HALL AND LARRY BENKE IN RESPECT
OF THE 2007/8 FY, IN ACCORDANCE WIT
7 APPROVE, FOR THE PURPOSE OF RULE 8.4A OF For Did Not Management
THE COMPANY S CONSTITUTION, TO INCREASE Vote
THE AGGREGATE AMOUNT OF REMUNERATION THAT
MAY BE PAID IN ANY FY TO THE COMPANY S
NON-EXECUTIVE DIRECTORS BY AUD 8 5,000
FROM AUD 925,000 TO AUD 1,750,000
8 APPROVE TO RENEW THE PROPORTIONAL For Did Not Management
TAKEOVER PROVISIONS CONTAINED IN RULE 6 Vote
OF THE CONSTITUTION FOR A PERIOD OF 3
YEARS
- --------------------------------------------------------------------------------
Xstrata Plc
Ticker: Security ID: G9826T102
Meeting Date: MAY 6, 2008 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and Statutory For Did Not Management
Reports Vote
2 Approve Final Dividend of 0.34 US Cents For Did Not Management
Per Ordinary Share Vote
3 Approve Remuneration Report For Did Not Management
Vote
4 Re-elect Willy Strothotte as Director For Did Not Management
Vote
5 Re-elect Paul Hazen as Director For Did Not Management
Vote
6 Re-elect Ian Strachan as Director For Did Not Management
Vote
7 Elect Claude Lamoureux as Director For Did Not Management
Vote
8 Reappoint Ernst & Young LLP as Auditors For Did Not Management
and Authorise the Board to Determine Vote
Their Remuneration
9 Authorise Issue of Equity or For Did Not Management
Equity-Linked Securities with Pre-emptive Vote
Rights up to Aggregate Nominal Amount of
USD 161,944,486
10 Authorise Issue of Equity or For Did Not Management
Equity-Linked Securities without Vote
Pre-emptive Rights up to Aggregate
Nominal Amount of USD 24,291,673
11 With Effect From the Conclusion of the For Did Not Management
Meeting, Adopt New Articles of Vote
Association
12 Subject to the Passing of Resolution 11 For Did Not Management
and With Effect From the Entry into Force Vote
of Section 175 Companies Act 2006 at
00:01 am on 1 October 2008, Adopt New
Articles of Association
13 Amend the Xstrata plc Added Value For Did Not Management
Incentive Plan Vote
- --------------------------------------------------------------------------------
ZINIFEX LTD
Ticker: ZFX Security ID: B00G2C3
Meeting Date: NOV 26, 2007 Meeting Type: Annual
Record Date: NOV 24, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and Statutory For Did Not Management
Reports for the Financial Year Ended June Vote
30, 2007
2 Elect Peter Cassidy as Director For Did Not Management
Vote
3 Approve Increase in the Remuneration of None Did Not Management
Non-Executive Directors by A$500,000 to Vote
A$2 Million Per Annum
4 Approve Remuneration Report for the For Did Not Management
Financial Year Ended June 30, 2007 Vote
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant): Oppenheimer Baring SMA International Fund
By (Signature and Title)*: John V. Murphy
John V. Murphy, President and Principal Executive Officer
Date: August 15, 2008
*By: /s/ Randy Legg
Randy Legg, Attorney in Fact
Oppenheimer Baring SMA International Fund Inactive
Filed: 29 Aug 08, 12:00am