UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORED OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
Investment Company Act file number 811-22394
CHOU AMERICA MUTUAL FUNDS
Three Canal Plaza, Suite 600
Portland, Maine 04101
(207) 347-2088
Francis S.M. Chou, President
Three Canal Plaza, Suite 600
Portland, Maine 04101
(207) 347-2088
Date of fiscal year end:
DECEMBER 31
Chou Equity Opportunity Fund and Chou Income Opportunity Fund
Date of reporting period: July 1, 2010 - June 30, 2011
CHOU EQUITY OPPORTUNITY FUND
Issuer Name | Exchange Ticker Symbol | CUSIP # | Shareholder Meeting Date | Proposal/Description of the Matter Voted | Proposed by Issurer/Shareholder | Did Fund Cast Vote on Matter (Y/N) | How Vote was Cast (For/Against Proposal or Abstain) | Fund Vote For/ Against Management |
UTStarcom, Inc. | UTSI | 918076100 | Dec. 13, 2010 | 01. Election of Director: Thomas J. Toy | Management | Y | For | For |
02. Ratify the Appointment of PriceWaterhouseCoopers Zhong Tian CPAs Limited Company as Independent Registered Public Accounting Firm. | Management | Y | For | For | ||||
ASTA Funding, Inc. | ASFI | 046220109 | Jan. 13, 2011 | 01. Election of Director: Gary Stern | Management | Y | For | For |
01. Election of Director: Arthur Stern | Management | Y | For | For | ||||
01. Election of Director: Herman Badillo | Management | Y | For | For | ||||
01. Election of Director: David Slackman | Management | Y | For | For | ||||
01. Election of Director: Edward Celano | Management | Y | For | For | ||||
01. Election of Director: Harvey Leibowitz | Management | Y | For | For | ||||
01. Election of Director: Louis A. Piccolo | Management | Y | For | For | ||||
02. Ratification of Grant Thornton LLP as Independent Registered Public Accounting Firm | Management | Y | For | For | ||||
Office Depot, Inc. | ODP | 676220106 | Apr. 21, 2011 | 01. Election of Director: Neil R. Austrian | Management | Y | For | For |
02. Election of Director: Justin Bateman | Management | Y | For | For | ||||
03. Election of Director: Thomas J. Colligan | Management | Y | For | For | ||||
04. Election of Director: Marsha J. Evans | Management | Y | For | For | ||||
05. Election of Director: David I. Fuente | Management | Y | For | For | ||||
06. Election of Director: Brenda J. Gaines | Management | Y | For | For | ||||
07. Election of Director: Myra M. Hart | Management | Y | For | For | ||||
08. Election of Director: W. Scott Hedrick | Management | Y | For | For | ||||
09. Election of Director: Kathleen Mason | Management | Y | For | For | ||||
10. Election of Director: James S. Rubin | Management | Y | Against | Against | ||||
11. Election of Director: Raymond Svider | Management | Y | Against | Against | ||||
12. Ratification of appointment of Deloitte & | ||||||||
Touche LLP as the company's Independent Public | ||||||||
Accountants. | Management | Y | For | For | ||||
13. An advisory vote on executive compensation. | Management | Y | Against | Against | ||||
14. An advisory vote on the frequency of holding | ||||||||
an advisory vote on executive compensation. | Management | Y | 1 Year | For | ||||
15. To approve an amendment to our 2007 | ||||||||
long-term incentive plan. | Management | Y | For | For | ||||
16. A proposal from a shareholder recommending | ||||||||
that our board of directors amend the company's | ||||||||
Bylaws (and each appropriate document) to give | ||||||||
holders of 10% or more of the company's | ||||||||
outstanding common stock (or the lowest | ||||||||
percentage permited by law above 10%) the | ||||||||
power to call a special shareholder meeting. | Shareholder | Y | For | Against | ||||
Sears Holdings Corpoation | SHLD | 812350106 | May 3, 2011 | 01. Election of Director: Louis J. D'Ambrosio | Management | Y | For | For |
01. Election of Director: William C. Kunkler, III | Management | Y | For | For | ||||
01. Election of Director: Edward S. Lampert | Management | Y | For | For | ||||
01. Election of Director: Steven T. Mnuchin | Management | Y | For | For | ||||
01. Election of Director: Ann N. Reese | Management | Y | For | For | ||||
01. Election of Director: Emily Scott | Management | Y | For | For | ||||
01. Election of Director: Thomas J. Tisch | Management | Y | For | For | ||||
02. Advisory vote on the compensation of our | ||||||||
named executive officers. | Management | Y | For | For | ||||
03. Advisory vote on the frequency of advisory | ||||||||
vote on the compensation of our named | ||||||||
executive officers. | Management | Y | For | For | ||||
04. Ratify the appointment by the Audit Committee | ||||||||
of Deloitte & Touche LLP as the Company's | ||||||||
Independent Registered Public Accounting Firm for | ||||||||
fiscal year 2011. | Management | Y | 1 Year | For | ||||
05. Stockholder proposal to require disclosure | ||||||||
regarding corporate political contributions. | Shareholder | Y | For | Against | ||||
Overstock.com, Inc. | OSTK | 690370101 | May 4, 2011 | 01. Election of Director: Allison H. Abraham | Management | Y | For | For |
01. Election of Director: Samuel A. Mitchell | Management | Y | For | For | ||||
01. Election of Director: Stormy D. Simon | Management | Y | For | For | ||||
02. The ratification of the selection by the Audit | ||||||||
Committee of the Company's Board of Directors of | ||||||||
KPMG LLP as the Company's Independent | ||||||||
Registered Public Accounting Firm for the fiscal | ||||||||
year ending December 31, 2011. | Management | Y | For | For | ||||
03. Advisory vote on executive compension. | Management | Y | For | For | ||||
04. Advisory vote on the frequency of advisory | ||||||||
stockholder votes on executive compensation. | Management | Y | 3 Years | For | ||||
Sprint Nextel Corporation | S | 852061100 | May 10, 2011 | 01. Election of Director: Robert R. Bennett | Management | Y | For | For |
02. Election of Director: Gordon M. Bethune | Management | Y | For | For | ||||
03. Election of Director: Larry C. Glasscock | Management | Y | For | For | ||||
04. Election of Director: James H. Hance, JR. | Management | Y | For | For | ||||
05. Election of Director: Daniel R. Hesse | Management | Y | For | For | ||||
06. Election of Director: V. Janet Hill | Management | Y | For | For | ||||
07. Election of Director: Frank Ianna | Management | Y | For | For | ||||
08. Election of Director: Sven-Christer Nilsson | Management | Y | For | For | ||||
09. Election of Director: William R. Nuti | Management | Y | For | For | ||||
10. Election of Director: Rodney O'Neal | Management | Y | For | For | ||||
11. To ratify the appointment of KPMG LLP as the | ||||||||
Independent Registered Public Accounting Firm of | ||||||||
Sprint Nextel for 2011. | Management | Y | For | For | ||||
12. To approve, by a non-binding advisory vote, our | ||||||||
executive compensation. | Management | Y | For | For | ||||
13. To recommend, by a not-binding advisory vote, | ||||||||
the frequency of advisory votes on our executive | ||||||||
compensation. | Management | Y | 1 Year | For | ||||
14. To vote on a shareholder proposal concerning | ||||||||
political contributions. | Shareholder | Y | Abstain | Against | ||||
15. To vote on a shareholder proposal concerning | ||||||||
the retention of equity awards. | Shareholder | Y | Abstain | Against | ||||
16. To vote on a shareholder proposal requesting | ||||||||
change to a voting requirement. | Shareholder | Y | Abstain | Against | ||||
Radioshack Corporation | RSH | 750438103 | May 19 2011 | 01. Election of Director: Frank J. Belatti | Management | Y | For | For |
02. Election of Director: Daniel R. Feehan | Management | Y | For | For | ||||
03. Election of Director: James F. Gooch | Management | Y | For | For | ||||
04. Election of Director: H. Eugene Lockhart | Management | Y | For | For | ||||
05. Election of Director: Jack L. Messman | Management | Y | For | For | ||||
06. Election of Director: Thomas G. Plaskett | Management | Y | For | For | ||||
07. Election of Director: Edwina D. Woodbury | Management | Y | For | For | ||||
08. Ratification of the appointment of | ||||||||
Pricewaterhousecoopers LLP as Independent | ||||||||
Registered Public Accounting Firm of Radioshack | ||||||||
Corporation to serve for the 2011 fiscal year. | Management | Y | For | For | ||||
09. To approve, by non-binding vote, executive | ||||||||
compensation. | Management | Y | For | For | ||||
10. To approve, by non-binding vote, the frequency | ||||||||
of executive compensation votes. | Management | Y | 1 Year | For | ||||
Mannkind Corporation | MNKD | 56400P201 | June 2, 2011 | 01. Election of Director: Alfred E. Mann | Management | Y | For | For |
01. Election of Director: Hakan S. Edstrom | Management | Y | For | For | ||||
01. Election of Director: Abraham E. Cohen | Management | Y | For | For | ||||
01. Election of Director: Ronald Consiglio | Management | Y | For | For | ||||
01. Election of Director: Michael Friedman | Management | Y | For | For | ||||
01. Election of Director: Kent Kresa | Management | Y | For | For | ||||
01. Election of Director: David H. Maccallum | Management | Y | For | For | ||||
01. Election of Director: Henry L. Nordhoff | Management | Y | For | For | ||||
01. Election of Director: James S. Shannon | Management | Y | For | For | ||||
02. To approve an amendment to Mannkind's | ||||||||
amended and restated certificate of | ||||||||
incorporation to increase the authorized number | ||||||||
of shares of common stock from 200,000,000 | ||||||||
shares to 250,000,000 shares. | Management | Y | For | For | ||||
03. To approve an amendment to Mannkind's | ||||||||
2004 Equity Incentive Plan. | Management | Y | For | For | ||||
04. To approve , on an advisory basis, the | ||||||||
compensation of the named executive officers of | ||||||||
Mannkind, as disclosed in Mannkind's Proxy | ||||||||
Statement for the Annual Meeting. | Management | Y | For | For | ||||
05. To indicate, on an advisory basis, the preferred | ||||||||
frequency of stockholder advisory vote on the | ||||||||
compensation of the named executive officers of | ||||||||
Mannkind. | Management | Y | 1 Year | For | ||||
06. To ratify the selection by the Audit Committee | ||||||||
of the Board of Directors of Deloitte & Touche LLP | ||||||||
as Independent Registered Public Accounting Firm | ||||||||
of Mannkind for its fiscal year ending December | ||||||||
31, 2011. | Management | Y | For | For | ||||
Village Farms Intl Inc. | VFFIF | 92707Y108 | June 21, 2011 | 01. Please note that shareholders are allowed to | ||||
vote 'In Favor' or 'Abstain' only for resolution | ||||||||
numbers "1.1 to 1.6 and 2". Thanks you. | Non-Voting | |||||||
02. Election of Director: Christopher Woodward | Management | Y | For | For | ||||
03. Election of Director: Heinz Wehner | Management | Y | For | For | ||||
04. Election of Director: John Henry | Management | Y | For | For | ||||
05. Election of Director: John Mclernon | Management | Y | For | For | ||||
06. Election of Director: Michael Degiglio | Management | Y | For | For | ||||
07. Election of Director: David Holewinski | Management | Y | For | For | ||||
08. Appointment of Pricewaterhousecoopers LLP | ||||||||
as auditors of Village Farms International, Inc. for | ||||||||
the ensuing year and authorizing the directors to | ||||||||
fix their renumeration. | Management | Y | For | For | ||||
UTStarcom, Inc. | UTSI | 918076100 | June 24, 2011 | 01. Election of Director: Jack Lu | Management | Y | For | For |
02. Election of Director: Baichuan Du | Management | Y | For | For | ||||
03. Election of Director: Xiaoping Li | Management | Y | For | For | ||||
04. The ratification and approval of the | ||||||||
appointment of Pricewaterhousecoopers | ||||||||
Zhong Tian CPAs Limited Company as UTStarcom, | ||||||||
Inc.'s Independent Registered Public Accounting | ||||||||
Firm for the fiscal year. | Management | Y | For | For | ||||
05. The approval of 2010 compensation awarded to | ||||||||
named executive officers. | Management | Y | For | For | ||||
06. The frequency of future stockholder advisory | ||||||||
votes regarding executive compensation. | Management | Y | 1 Year | Against | ||||
07. The adoption of the agreement and plan of | ||||||||
merger and reorganization, entered into as of | ||||||||
April 25, 2011, by and among UTStarcom, Inc., a | ||||||||
Delaware Corporation, UTStarcom Holding Corp., | ||||||||
a Cayman Islands Exempted Company and a | ||||||||
wholly-owned subsidiary of UTStarcom, Inc., and | ||||||||
UTSI Mergeco Inc.. All as more fully described in | ||||||||
the Proxy Statement. | Management | Y | For | For |
Issuer Name | Exchange Ticker Symbol | CUSIP # | Shareholder Meeting Date | Proposal/Description of the Matter Voted | Proposed by Issurer/Shareholder | Did Fund Cast Vote on Matter (Y/N) | How Vote was Cast (For/Against Proposal or Abstain) | Fund Vote For/ Against Management |
AbitibiBowater Inc. | ABH | 003687209 | June 9 2011 | 01. Election of Director: Richard B. Evans | Management | Y | For | For |
01. Election of Director: Richard D. Falconer | Management | Y | For | For | ||||
01. Election of Director: Richard Garneau | Management | Y | For | For | ||||
01. Election of Director: Jeffrey A. Hearn | Management | Y | For | For | ||||
01. Election of Director: Alain Rheaume | Management | Y | For | For | ||||
01. Election of Director: Paul C. Rivett | Management | Y | For | For | ||||
01. Election of Director: Michael Rousseau | Management | Y | For | For | ||||
01. Election of Director: David H. Wilkins | Management | Y | For | For | ||||
02. Ratification of Pricewaterhousecoopers LLP | ||||||||
appointment. | Management | Y | For | For | ||||
03. Advisory vote on executive compensation | ||||||||
(say-on-pay). | Management | Y | For | For | ||||
04. Advisory vote on the frequency of say-on-pay. | Management | Y | 1 Year | For |
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CHOU AMERICA MUTUAL FUNDS
By: /s/ Francis Chou
Francis S.M. Chou, President and Principal Executive Officer
Date: August 5, 2011