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 |
| Dell Inc. | DELL | 24702R101 | July 15 2011 | 01 Director | Management | Yes | ||
| 1 James W. Breyer | For | For | ||||||
| 2 Donald J. Carty | For | For | ||||||
| 3 Michael S. Dell | For | For | ||||||
| 4 William H. Gray, III | For | For | ||||||
| 5 Gerard J. Kleisterlee | For | For | ||||||
| 6 Thomas W. Luce, III | For | For | ||||||
| 7 Klaus S. Luft | For | For | ||||||
| 8 Alex J. Mandl | For | For | ||||||
| 9 Shantanu Narayen | For | For | ||||||
| 10 H. Ross Perot, JR. | For | For | ||||||
| 02 Ratification of selection of Pricewaterhousecoopers | Management | Yes | For | For | ||||
| LLP as Dell's independent auditor for fiscal 2012. | ||||||||
| 03 Approval, on an advisory basis, of Dell's | Management | Yes | For | For | ||||
| compensation of its named executive officers as | ||||||||
| disclosed in the proxy statement. | ||||||||
| 04 Advisory vote on whether future advisory votes | Management | Yes | 1 Year | For | ||||
| on named executive officer compensation should | ||||||||
| occur every 1 year, every 2 years or every 3 years. | ||||||||
| SH1 Independent chairman | Shareholder | Yes | Against | For | ||||
| SH2 Stockholder action by written consent | Shareholder | Yes | Abstain | Against | ||||
| SH3 Declaration of dividends | Shareholder | Yes | Against | For | ||||
| Alliance One International Inc. | AOI | 018772103 | August 11 2011 | 01 Director | Management | Yes | ||
| 1 Joseph L. Lanier, JR* | For | For | ||||||
| 2 C. Richard Green, JR** | For | For | ||||||
| 3 Nigel G. Howard* | For | For | ||||||
| 4 William S. Sheridan** | For | For | ||||||
| 02 Ratification of the appointment of Deloitte | Management | Yes | For | For | ||||
| & Touche LLP as the company's independent | ||||||||
| auditors for the fiscal year ending March 31, 2012. | ||||||||
| 03 Adoption of a resolution approving, on an | Management | Yes | For | For | ||||
| advisory basis, the compensation paid to the | ||||||||
| company's named executive officers. | ||||||||
| 04 Selection, on an advisory basis, of the frequency | Management | Yes | 1 Year | For | ||||
| of future shareholder advisory votes to approve | ||||||||
| executive compensation. | ||||||||
| 05 Approval of the amendment and restatement | Management | Yes | For | For | ||||
| of the Alliance One International, Inc. 2007 | ||||||||
| incentive plan. | ||||||||
| ASTA Funding Inc. | ASFI | 046220109 | March 21 2012 | 1 Director | Management | Yes | ||
| 1 Gary Stern | For | For | ||||||
| 2 Arthur Stern | For | For | ||||||
| 3 Herman Dadillo | For | For | ||||||
| 4 David Slackman | For | For | ||||||
| 5 Edward Celano | For | For | ||||||
| 6 Harvey Leibowitz | For | For | ||||||
| 7 Louis A. Piccolo | For | For | ||||||
| 2 Rafitication of Grant Thornton LLP as independent | Management | Yes | For | For | ||||
| registered public accounting firm. | ||||||||
| 3 Approval of the ASTA Funding, Inc. 2012 stock | Management | Yes | For | For | ||||
| option and performance award plan. | ||||||||
| 4 Approval, on a non-binding, advisory basis, of the | Management | Yes | For | For | ||||
| compensation paid to our named executive officers. | ||||||||
| 5 On a non-binding, advisory basis, your preference | Management | Yes | 1 Year | Against | ||||
| for the frequency by which the non-binding advisory | ||||||||
| vote on compensation paid to our named executive | ||||||||
| officers should be held. | ||||||||
| Citigroup Inc. | C | 172967424 | April 17 2012 | 1A Election of Director: Franz B. Humer | Management | Yes | For | For |
| 1B Election of Director: Robert L. Joss | Management | Yes | For | For | ||||
| 1C Election of Director: Michael E. O'Neill | Management | Yes | For | For | ||||
| 1D Election of Director: Vikram S. Pandit | Management | Yes | For | For | ||||
| 1E Election of Director: Lawrence R. Ricciardi | Management | Yes | For | For | ||||
| 1F Election of Director: Judith Rodin | Management | Yes | For | For | ||||
| 1G Election of Director: Robert L. Ryan | Management | Yes | For | For | ||||
| 1H Election of Director: Anthony M. Santomero | Management | Yes | For | For | ||||
| 1I Election of Director: Joan E. Spero | Management | Yes | For | For | ||||
| 1J Election of Director: Diana L. Taylor | Management | Yes | For | For | ||||
| 1K Election of Director: William S. Thompson, JR. | Management | Yes | For | For | ||||
| 1L Election of Director: Ernesto Zedillo Ponce de Leon | Management | Yes | For | For | ||||
| 02 Proposal to ratify the selection of KPMG LLP | Management | Yes | For | For | ||||
| as Citi's independent registered public accounting | ||||||||
| firm for 2012. | ||||||||
| 03 Proposal to approve an amendment to the | Management | Yes | For | For | ||||
| Citigroup 2009 stock incentive plan. | ||||||||
| 04 Advisory approval of Citi's 2011 executive | Management | Yes | For | For | ||||
| compensation. | ||||||||
| 05 Stockholder proposal requesting a report | Shareholder | Yes | Abstain | Against | ||||
| on prior governmental service of certain individuals. | ||||||||
| 06 Stockholder proposal requesting a report on | Shareholder | Yes | Abstain | Against | ||||
| lobbying and political contributions. | ||||||||
| 07 Stockholder proposal requesting that executives | Shareholder | Yes | For | Against | ||||
| retain 25% of their stock for one year following | ||||||||
| termination. | ||||||||
| 08 Stockholder proposal requesting that the audit | Shareholder | Yes | Abstain | Against | ||||
| committee conduct an independent review and | ||||||||
| report on controls related to loans, foreclosures, | ||||||||
| and securitizations. | ||||||||
| MBIA Inc | MBI | 55262C100 | May 1 2012 | 1A Election of Director: Joseph W. Brown | Management | Yes | For | For |
| 1B Election of Director: David A. Coulter | Management | Yes | For | For | ||||
| 1C Election of Director: Steven J. Gilbert | Management | Yes | For | For | ||||
| 1D Election of Director: Daniel P. Kearney | Management | Yes | For | For | ||||
| 1E Election of Director: Kewsong Lee | Management | Yes | For | For | ||||
| 1F Election of Director: Charles R. Rinehart | Management | Yes | For | For | ||||
| 1G Election of Director: Theodore Shasta | Management | Yes | For | For | ||||
| 1H Election of Director: Richard C. Vaughan | Management | Yes | For | For | ||||
| 2 To approve, on an advisory basis, | Management | Yes | For | For | ||||
| executive compensation. | ||||||||
| 3 To approve the company's 2005 omnibus | Management | Yes | For | For | ||||
| incentive plan as amended through March 2012. | ||||||||
| 4 To ratify the selection of Pricewaterhousecoopers | Management | Yes | For | For | ||||
| LLP, certified public accountants, as independent | ||||||||
| auditors for the company for the year 2012. | ||||||||
| Sears Holdings Corporation | SHLD | 812350106 | May 2 2012 | 1 Director | Management | Yes | ||
| 1 Louis J. D'Ambrosio | For | For | ||||||
| 2 William C. Kunkler, III | For | For | ||||||
| 3 Edward S. Lampert | For | For | ||||||
| 4 Steven T. Mnuchin | For | For | ||||||
| 5 Ann N. Reese | For | For | ||||||
| 6 Emily Scott | For | For | ||||||
| 7 Thomas J. Tisch | For | For | ||||||
| 2 Advisory vote to approve the compensation | Management | Yes | For | For | ||||
| of our named executive officers. | ||||||||
| 3 Approve the amended and restated Sears Holdings | Management | Yes | For | For | ||||
| Corporation umbrella incentive program. | ||||||||
| 4 Ratify the appointment by the audit committee | Management | Yes | For | For | ||||
| of Deloitte & Touche LLP as the company's | ||||||||
| independent registered public accounting firm | ||||||||
| for fiscal year 2012. | ||||||||
| Overstock.com Inc. | OSTK | 690370101 | May 3 2012 | 1 Director | Management | Yes | ||
| 1 Patrick M. Byrne | For | For | ||||||
| 2 Barclay F. Corbus | For | For | ||||||
| 2 Ratification of the selection of KPMG LLP as | Management | Yes | For | For | ||||
| Overstock.com's independent registered public | ||||||||
| accounting firm for 2012. | ||||||||
| 3 To approve an amendment and restatement of the | Management | Yes | For | For | ||||
| company's 2005 equity incentive plan to increase | ||||||||
| the number of shares available thereunder by | ||||||||
| 2,500,000; including approval of the plan's material | ||||||||
| terms and performance goals for purposes of | ||||||||
| IRC section 162 (M). | ||||||||
| Berkshire Hathaway Inc. | BRKA | 084670108 | May 5 2012 | 1 Director | Management | Yes | ||
| 1 Warren E. Buffett | For | For | ||||||
| 2 Charles T. Munger | For | For | ||||||
| 3 Howard G. Buffett | For | For | ||||||
| 4 Stephen B. Burke | For | For | ||||||
| 5 Susan L. Decker | For | For | ||||||
| 6 William H. Gates III | For | For | ||||||
| 7 David S. Gottesman | For | For | ||||||
| 8 Charlotte Guyman | For | For | ||||||
| 9 Donald R. Keough | For | For | ||||||
| 10 Thomas S. Murphy | For | For | ||||||
| 11 Ronald L. Olson | For | For | ||||||
| 12 Walter Scott, JR. | For | For | ||||||
| 2 Shareholder proposal regarding succession plan | Shareholder | Yes | For | Against | ||||
| Jefferies Group Inc. | JEF | 472319102 | May 7 2012 | 1 Director | Management | Yes | ||
| 1 Richard B. Handler | For | For | ||||||
| 2 Brian P. Friedman | For | For | ||||||
| 3 W. Patrick Campbell | For | For | ||||||
| 4 Ian M. Cumming | For | For | ||||||
| 5 Richard G. Dooley | For | For | ||||||
| 6 Robert E. Joyal | For | For | ||||||
| 7 Michael T. O'Kane | For | For | ||||||
| 8 Joseph S. Steinberg | For | For | ||||||
| 2 Ratify the appointment of Deloitte & Touche LLP | Management | Yes | For | For | ||||
| as our independent registered public accounting | ||||||||
| firm. | ||||||||
| GAP Inc. | GPS | 364760108 | May 15 2012 | 1A Election of Director: Adrian D. P. Bellamy | Management | Yes | For | For |
| 1B Election of Director: Domenico De Sole | Management | Yes | For | For | ||||
| 1C Election of Director: Robert J. Fisher | Management | Yes | For | For | ||||
| 1D Election of Director: William S. Fisher | Management | Yes | For | For | ||||
| 1E Election of Director: Isabella D. Goren | Management | Yes | For | For | ||||
| 1F Election of Director: Bob L. Martin | Management | Yes | For | For | ||||
| 1G Election of Director: Jorge P. Montoya | Management | Yes | For | For | ||||
| 1H Election of Director: Glenn K. Murphy | Management | Yes | For | For | ||||
| 1I Election of Director: Mayo A. Shattuck III | Management | Yes | For | For | ||||
| 1J Election of Director: Katherine Tsang | Management | Yes | For | For | ||||
| 2 Ratification of the selection of Deloitte & Touche | Management | Yes | For | For | ||||
| LLP as the independent registered public | ||||||||
| accounting firm for the fiscal year ending February | ||||||||
| 2, 2013. | ||||||||
| 3 Advisory vote to approve the overall compensation | Management | Yes | For | For | ||||
| of the company's named executive officers. | ||||||||
| 4 Shareholder proposal regarding ending trade | Shareholder | Yes | Against | For | ||||
| partnerships with Sri Lanka. | ||||||||
| Sprint Nextel Corporation | S | 852061100 | May 15 2012 | 1A Election of Director: Robert R. Bennett | Management | Yes | For | For |
| 1B Election of Director: Gordon M. Bethune | Management | Yes | For | For | ||||
| 1C Election of Director: Larry C. Glasscock | Management | Yes | For | For | ||||
| 1D Election of Director: James H. Hance, JR. | Management | Yes | For | For | ||||
| 1E Election of Director: Daniel R. Hesse | Management | Yes | For | For | ||||
| 1F Election of Director: V. Jenet Hill | Management | Yes | For | For | ||||
| 1G Election of Director: Frank Ianna | Management | Yes | For | For | ||||
| 1H Election of Director: Sven-Christer Nilsson | Management | Yes | For | For | ||||
| 1I Election of Director: William R. Nuti | Management | Yes | For | For | ||||
| �� | 1J Election of Director: Rodney O'Neal | Management | Yes | For | For | |||
| 2 To ratify the appointment of KMPG LLP as the | Management | Yes | For | For | ||||
| independent registered public accounting firm of | ||||||||
| Sprint Nextel for 2012. | ||||||||
| 3 Advisory approval of the company's executive | Management | Yes | For | For | ||||
| compensation. | ||||||||
| 4 To approve an amendment to Sprint's articles of | Management | Yes | For | For | ||||
| incorporation to opt-out of the business | ||||||||
| combination statute. | ||||||||
| 5 To approve an amendment to Sprint's articles of | Management | Yes | For | For | ||||
| incorporation to eliminate the business combination | ||||||||
| provision in article seventh. | ||||||||
| 6 To approve the material terms of performance | Management | Yes | For | For | ||||
| objectives under 2007 omnibus incentive plan. | ||||||||
| 7 To vote on a shareholder proposal to adopt a | Shareholder | Yes | Abstain | Against | ||||
| bonus deferral policy. | ||||||||
| 8 To vote on a shareholder proposal concerning | Shareholder | Yes | Abstain | Against | ||||
| political contributions. | ||||||||
| 9 To vote on a shareholder proposal concerning | Shareholder | Yes | Abstain | Against | ||||
| net neutrality. | ||||||||
| RadioShack Corporation | RSH | 750438103 | May 17 2012 | 1A Election of Director: Robert E. Abernathy | Management | Yes | For | For |
| 1B Election of Director: Frank J. Belatti | Management | Yes | For | For | ||||
| 1C Election of Director: Julie A. Dobson | Management | Yes | For | For | ||||
| 1D Election of Director: Daniel R. Feehan | Management | Yes | For | For | ||||
| 1E Election of Director: James F. Gooch | Management | Yes | For | For | ||||
| 1F Election of Director: H. Eugene Lockhart | Management | Yes | For | For | ||||
| 1G Election of Director: Jack L. Messman | Management | Yes | For | For | ||||
| 1H Election of Director: Thomas G. Plaskett | Management | Yes | For | For | ||||
| 1I Election of Director: Edwina D. Woodbury | Management | Yes | For | For | ||||
| 2 Ratification of the appointment of | Management | Yes | For | For | ||||
| Pricewaterhousecoopers LLP as independent | ||||||||
| registered public accounting firm of RadioShack | ||||||||
| Corporation to serve for the 2012 fiscal year. | ||||||||
| 3 Non-binding, advisory vote to approve executive | Management | Yes | Abstain | Against | ||||
| compensation. | ||||||||
| Flagstone Reinsurance Holdings | FSR | L3466T104 | May 18 2012 | 01 Director | Management | Yes | ||
| 1 Stewart Gross | For | For | ||||||
| 2 E. Daniel James | For | For | ||||||
| 3 Anthony Latham | For | For | ||||||
| 02 To elect certain individuals as designated company | Management | Yes | For | For | ||||
| directors of certain of the company's non-U. S. | ||||||||
| subsidiaries. | ||||||||
| 03 To approve the appointment of Deloitte & Touche | Management | Yes | For | For | ||||
| LTD. (Bermuda) to serve as the company's | ||||||||
| independent registered public accounting firm | ||||||||
| (the "Independent Auditor") for fiscal year 2012 and | ||||||||
| until our 2013 annual general meeting of | ||||||||
| shareholders and to refer the determination of the | ||||||||
| auditor's remuneration to the board of directors. | ||||||||
| 04 To approve, as required by Luxembourg law, | Management | Yes | For | For | ||||
| the appointment of Deloitte audit, societe a | ||||||||
| responsibilite limitee to serve as the company's | ||||||||
| reviseur d'entreprises agree (the "authorized | ||||||||
| statutory auditor") for the fiscal year 2012 and | ||||||||
| until our 2013 annual general meeting of | ||||||||
| shareholders. | ||||||||
| 05 To approve, as required by Luxembourg law, | Management | Yes | For | For | ||||
| the consolidated financial statements of the | ||||||||
| company prepared in accordance with U.S. GAAP | ||||||||
| and the annual accounts of the company prepared | ||||||||
| in accordance with Luxembourg GAAP, in each case | ||||||||
| as at and for the year ended December 31, 2011 | ||||||||
| (together, the "Luxembourg statutory accounts"). | ||||||||
| 06 To approve, as required by Luxembourg law, the | Management | Yes | For | For | ||||
| consolidated management report to the board of | ||||||||
| directors on the business of the company in | ||||||||
| relation to the year ended December 31, 2011 and | ||||||||
| the authorized statutory auditor's reports on the | ||||||||
| Luxembourg statutory accounts as at and for the year | ||||||||
| ended December 31, 2011. | ||||||||
| 07 To allocate, as required by Luxembourg law, the | Management | Yes | For | For | ||||
| company's results and part of its distributable | ||||||||
| reserves. | ||||||||
| 08 To grant a discharge to each of the current and past | Management | Yes | For | For | ||||
| directors and officers of the company in respect to the | ||||||||
| performance of their mandates during the year ended | ||||||||
| December 31, 2011. | ||||||||
| 09 To approve, as required by Luxembourg law, all | Management | Yes | For | For | ||||
| interim dividends declared since the company's last | ||||||||
| annual general meeting of shareholders. | ||||||||
| S10 To approve amendments to the articles of | Management | Yes | For | For | ||||
| incorporation (statuts) to reduce the minimum | ||||||||
| number of required directors on the board of | ||||||||
| directors. | ||||||||
| The Goldman Sachs Group Inc. | GS | 38141G104 | May 24 2012 | 1A Election of director: Lloyd C. Blankfein | Management | Yes | For | For |
| 1B Election of Director: M. Michele Burns | Management | Yes | For | For | ||||
| 1C Election of Director: Gary D. Cohn | Management | Yes | For | For | ||||
| 1D Election of Director: Claes Dahlback | Management | Yes | For | For | ||||
| 1E Election of Director: Stephen Friedman | Management | Yes | For | For | ||||
| 1F Election of Director: William W. George | Management | Yes | For | For | ||||
| 1G Election of Director: James A. Johnson | Management | Yes | For | For | ||||
| 1H Election of Director: Lakshmi N. Mittal | Management | Yes | For | For | ||||
| 1I Election of Director: James J. Schiro | Management | Yes | For | For | ||||
| 1J Election of Director: Debora L. Spar | Management | Yes | For | For | ||||
| 2 Advisory vote to approve executive compensation | Management | Yes | For | For | ||||
| (say on pay). | ||||||||
| 3 Ratification of Pricewaterhousecoopers LLP as | Management | Yes | For | For | ||||
| our independent registered public accounting | ||||||||
| firm for 2012. | ||||||||
| 4 Shareholder proposal regarding cumulative voting. | Shareholder | Yes | Abstain | Against | ||||
| 5 Shareholder proposal regarding executive | Shareholder | Yes | Abstain | Against | ||||
| compensation and long-term performance. | ||||||||
| 6 Shareholder proposal regarding report on | Shareholder | Yes | Abstain | Against | ||||
| lobbying expenditures. | ||||||||
| Aeropostale Inc. | ARO | 007865108 | June 13 2012 | 1 Director | Management | Yes | ||
| 1 Ronald R. Beegle | For | For | ||||||
| 2 Robert B. Chavez | For | For | ||||||
| 3 Michael J. Cunningham | For | For | ||||||
| 4 Evelyn Dilsaver | For | For | ||||||
| 5 Janet E. Grove | For | For | ||||||
| 6 John N. Haugh | For | For | ||||||
| 7 Karin Hirtler-Garvey | For | For | ||||||
| 8 John D. Howard | For | For | ||||||
| 9 Thomas P. Johnson | For | For | ||||||
| 10 Arthur Rubinfeld | For | For | ||||||
| 11 David B. Vermylen | For | For | ||||||
| 2 To hold an advisory vote on executive | Management | Yes | For | For | ||||
| compensation. | ||||||||
| 3 To ratify the selection by the audit committee of | Management | Yes | For | For | ||||
| the board of directors, of Deloitte & Touche LLP | ||||||||
| as the company's independent registered public | ||||||||
| accounting firm for the fiscal year ending | ||||||||
| February 2, 2013. | ||||||||
| Orchard Supply Hardware | OSH | 685691404 | June 21 2012 | 1 Director | Management | Yes | ||
| Stores Corp. | 1 Mark R. Baker | For | For | |||||
| 2 Mark A. Bussard | For | For | ||||||
| 3 William C. Crowley | For | For | ||||||
| 4 Kevin R. Czinger | For | For | ||||||
| 5 Susan L. Healy | For | For | ||||||
| 6 Steven L. Mahurin | For | For | ||||||
| 7 Karen M. Rose | For | For | ||||||
| 8 Bryant W. Scott | For | For | ||||||
| 2 Proposal to ratify the selection of Deloitte & | Management | For | For | |||||
| Touche LLP as the company's independent | ||||||||
| registered public accounting firm for the fiscal | ||||||||
| year ending February 2, 2013. | ||||||||
| 3 To vote on a non-binding advisory resolution | Management | Yes | For | For | ||||
| regarding executive compensation. | ||||||||
| 4 To vote on how frequently a non-binding advisory | Management | Yes | 1 Year | Against | ||||
| resolution regarding executive compensation will | ||||||||
| be submitted to stockholders in the future. | ||||||||
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 |
Compton Petroleum Fin Corp | 204755AD4 | July 25 2011 | 01 A resolution of noteholders (the "noteholders' | Management | Yes | For | For | |
| arrangement resolution"), the full text of which is set | ||||||||
| out in appendix "A" to the accompanying circular, | ||||||||
| approving among other things an arrangement | ||||||||
| (the "arrangement") pursuant to section 192 of the | ||||||||
| Canada business corporations act, which | ||||||||
| arrangement is more particularly described in the | ||||||||
| circular. | ||||||||
| Catalyst Paper Corporation | 14888TAC8 | June 25 2012 | 01 Approval of the Second Amended Plan of | Management | Yes | For | For | |
| Compromise and Arrangement, under which | ||||||||
| Unsecured Creditors with Allowed Claims are | ||||||||
| entitled to certain distributions in return for the | ||||||||
| release of their claims against Catalyst. |
| By: | /s/ Francis Chou | |
| Francis S.M. Chou, President and Principal Executive Officer | ||
| Date: | August 8 2012 |
