ICA File Number: 811-01710 |
Reporting Period: 07/01/2004 - 06/30/2005 |
T. Rowe Price New Era Fund, Inc. |
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FORM N-PX |
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ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT |
INVESTMENT COMPANY |
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Investment Company Act file number 811-1710 |
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T. Rowe Price New Era Fund, Inc. |
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(Exact name of registrant as specified in charter) |
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100 East Pratt Street Baltimore, Maryland 21202 |
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(Address of principal executive offices) |
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Joseph A. Carrier |
100 East Pratt Street |
Baltimore, Maryland 21202 |
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(Name and address of agent for service) |
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Registrant's telephone number, including area code: (410) 345-2653 |
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Date of fiscal year end: 12/31 |
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Date of reporting period: 7/1/04 to 6/30/05 |
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SIGNATURES |
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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. |
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(Registrant) T. Rowe Price New Era Fund, Inc. |
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By (Signature and Title) /s/ Joseph A. Carrier |
Joseph A. Carrier, Vice-President |
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Date August 22, 2005 |
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================================= NEW ERA FUND ================================= |
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Elect Hans Black, Jacques Bougie, Marlene | For | For | Management |
| Davidge, William Davis, Richard Drouin, | | | |
| Lise Lachapelle, Gary Lukassen, John A. | | | |
| Tory, David A. Ward, John W. Weaver as | | | |
| Directors | | | |
2 | Approve PricewaterhouseCoopers LLP as | For | For | Management |
| Auditors and Authorize Board to Fix | | | |
| Remuneration of Auditors | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Accept Financial Statements and Statutory For | For | Management |
| Reports for Year Ended December 31, 2004 | | | |
2 | Reelect D.D. Barber as Director Appointed For | For | Management |
| During the Year | | | |
3 | Reelect C.B. Brayshaw as Director | For | For | Management |
4 | Reelect J.M. Halhead as Director | For | For | Management |
| Appointed During the Year | | | |
5 | Reelect S.E. Jonah as Director Appointed | For | For | Management |
| During the Year | | | |
6 | Reelect A.E. Redman as Director Appointed For | For | Management |
| During the Year | | | |
7 | Reelect A.J. Trahar as Director | For | Against | Management |
8 | Reelect D.G. Wanbladas Director Appointed For | For | Management |
| During the Year | | | |
9 | Reelect A.I. Wood as Director | For | For | Management |
10 | Ratify Deloitte and Touche as Auditors | For | For | Management |
11 | Amend Articles of Association Re: | For | For | Management |
| Unclaimed Dividends | | | |
12 | Change the Name of the Company to Anglo | For | For | Management |
| Platinum Ltd. | | | |
13 | Amend Articles of Association Re: | For | For | Management |
| Authorizing Communication by Electronic | | | |
| Medium | | | |
14 | Place Authorized But Unissued Shares | For | For | Management |
| under Control of Directors | | | |
15 | Approve Remuneration of Directors | For | For | Management |
16 | Authorize Board to Ratify and Execute | For | For | Management |
| Approved Resolutions | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Accept Financial Statements and Statutory | For | For | Management |
| Reports | | | |
2 | Approve Remuneration Report | For | For | Management |
3 | Approve Final Dividend of 2.08 Pence Per | For | For | Management |
| Ordinary Share | | | |
4 | Elect Baroness Hogg as Director | For | For | Management |
5 | Reappoint PricewaterhouseCoopers LLP as | For | For | Management |
| Auditors of the Company | | | |
6 | Authorise Board to Fix Remuneration of | For | For | Management |
| the Auditors | | | |
7 | Approve EU Political Donations up to GBP | For | For | Management |
| 25,000 and EU Political Expenditure up to | | | |
| GBP 25,000 | | | |
8 | Authorise Issue of Equity or | For | For | Management |
| Equity-Linked Securities with Pre-emptive | | | |
| Rights up to Aggregate Nominal Amount of | | | |
| GBP 123,368,432 | | | |
9 | Approve Increase in Remuneration of | For | For | Management |
| Non-Executive Directors to GBP 1,000,000 | | | |
10 | Authorise Issue of Equity or | For | For | Management |
| Equity-Linked Securities without | | | |
| Pre-emptive Rights up to Aggregate | | | |
| Nominal Amount of GBP 17,692,165 | | | |
11 | Authorise 353,843,302 Ordinary Shares for | For | For | Management |
| Market Purchase | | | |
12 | Amend Articles of Association Re: | For | For | Management |
| Indemnities and Defence Funding | | | |
13 | Amend Articles of Association Re: | For | For | Management |
| Treasury Shares and CREST | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Accept Financial Statements and Statutory | For | For | Management |
�� | Reports | | | |
2 | Accept Financial Statements and Statutory | For | For | Management |
| Reports | | | |
3 | Elect D.R. Argus as Director of BHP | For | For | Management |
| Billiton Ltd. | | | |
4 | Elect D.R. Argus as Director of BHP | For | For | Management |
| Billiton PLc. | | | |
5 | Elect D.A. Crawford as Director of BHP | For | For | Management |
| Billiton Ltd. | | | |
6 | Elect D.A. Crawford as Director of BHP | For | For | Management |
| Billiton PLc. | | | |
7 | Elect C.W. Goodyear as Director of BHP | For | For | Management |
| Billiton Ltd. | | | |
8 | Elect C.W. Goodyear as Director of BHP | For | For | Management |
| Billiton PLc. | | | |
9 | Elect J.M. Schubert as Director of BHP | For | For | Management |
| Billiton Ltd. | | | |
10 | Elect J.M. Schubert as Director of BHP | For | For | Management |
| Billiton PLc. | | | |
11 | Approve KPMG Audit Plc as Auditors of BHP | For | For | Management |
| Billiton PLc. and Authorize Board to Fix | | | |
| Their Remuneration | | | |
12 | Authorise Issuance of Equity or | For | For | Management |
| Equity-Linked Securities with Pre-emptive | | | |
| Rights up to Aggregate Nominal Amount of | | | |
| USD 265,926,499 | | | |
13 | Authorise Issuance of Equity or | For | For | Management |
| Equity-Linked Securities without | | | |
| Pre-emptive Rights up to Aggregate | | | |
| Nominal Amount of USD 61,703,675 | | | |
14 | Authorise 246,814,700 BHP Billiton Plc | For | For | Management |
| Ordinary Shares for Market Purchase | | | |
15 | Approve Remuneration Report For the Year | For | For | Management |
| Ended June 30, 2003 | | | |
16 | Amend BHP Billiton Ltd. and BHP Billiton | For | For | Management |
| Plc Group Incentive Scheme | | | |
17 | Approve BHP Billiton Ltd. and BHP | For | For | Management |
| Billiton Plc Long Term Incentive Plan | | | |
18 | Approve Grant of Deferred Shares and | For | For | Management |
| Options under the Amended BHP Billiton | | | |
| Ltd. Group Incentive Scheme and Grant of | | | |
| Performance Shares under the BHP Billiton | | | |
| Ltd. Long Term Incentive Plan to Charles | | | |
| Goodyear | | | |
19 | Approve Grant of Deferred Shares and | For | For | Management |
| Options under the Amended BHP Billiton | | | |
| Plc Group Incentive Scheme and Grant of | | | |
| Performance Shares under the BHP Billiton | | | |
| Plc Long Term Incentive Plan to Mike | | | |
| Salamon | | | |
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# | Proposal | | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director Dr D C Allen | For | For | Management |
1.2 | Elect | Director Lord Browne | For | For | Management |
1.3 | Elect | Director Mr J H Bryan | For | For | Management |
1.4 | Elect | Director Mr A Burgmans | For | For | Management |
1.5 | Elect | Director Mr I C Conn | For | For | Management |
1.6 | Elect | Director Mr E B Davis, Jr | For | For | Management |
1.7 | Elect | Director Mr D J Flint | For | For | Management |
1.8 | Elect | Director Dr B E Grote | | For | For | Management |
1.9 | Elect | Director Dr A B Hayward | | For | For | Management |
1.10 | Elect | Director Dr D S Julius | | For | For | Management |
1.11 | Elect | Director Sir Tom Mckillop | For | For | Management |
1.12 | Elect | Director Mr J A Manzoni | | For | For | Management |
1.13 | Elect | Director Dr W E Massey | | For | For | Management |
1.14 | Elect | Director Mr H M P Miles | | For | For | Management |
1.15 | Elect | Director Sir Ian Prosser | For | For | Management |
1.16 | Elect | Director Mr M H Wilson | For | For | Management |
1.17 | Elect | Director Mr P D Sutherland | For | For | Management |
2 | Ratify Auditors | | For | For | Management |
3 | TO GIVE AUTHORITY TO ALLOT SHARES UP TO A | For | For | Management |
| SPECIFIED AMOUNT | | | | |
4 | SPECIAL RESOLUTION: TO GIVE AUTHORITY TO | For | For | Management |
| ALLOT A LIMITED NUMBER OF SHARES FOR CASH | | | |
| WITHOUT MAKING AN OFFER TO SHAREHOLDERS | | | |
5 | SPECIAL RESOLUTION: TO GIVE LIMITED | For | For | Management |
| AUTHORITY FOR THE PURCHASE OF ITS OWN | | | |
| SHARES BY THE COMPANY | | | | |
6 | TO APPROVE THE DIRECTORS REMUNERATION | For | For | Management |
| REPORT | | | | | |
7 | TO APPROVE THE RENEWAL OF EXECUTIVE | For | For | Management |
| DIRECTORS INCENTIVE PLAN | | | |
8 | TO RECEIVE THE DIRECTORS ANNUAL REPORT | For | For | Management |
| AND THE ACCOUNTS | | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect Director B.T. Alexander | For | For | Management |
1.2 | Elect Director R.V. Anderson | For | For | Management |
1.3 | Elect Director L.I. Grant | For | For | Management |
1.4 | Elect Director R.J. Harding | For | For | Management |
1.5 | Elect Director J.T. LaMacchia | For | For | Management |
1.6 | Elect Director R.L. Limbacher | For | For | Management |
1.7 | Elect Director J.F. McDonald | For | Withhold | Management |
1.8 | Elect Director K.W. Orce | For | Withhold | Management |
1.9 | Elect Director D.M. Roberts | For | For | Management |
1.10 | Elect Director J.A. Runde | For | For | Management |
1.11 | Elect Director J.F. Schwarz | For | For | Management |
1.12 | Elect Director W. Scott, Jr. | For | For | Management |
1.13 | Elect Director B.S. Shackouls | For | For | Management |
1.14 | Elect Director S.J. Shapiro | For | For | Management |
1.15 | Elect Director W.E. Wade, Jr | For | For | Management |
2 | Ratify Auditors | For | For | Management |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Elect Catherine M. Best, N. Murray | For | For | Management |
| Edwards, Gordon D. Giffin, John G. | | | |
| Langille, Keith A.J MacPhail, Allan B. | | | |
| Markin, James S. Palmer, Eldon R. Smith | | | |
| and David A. Tuer as Directors | | | |
2 | Approve PricewaterhouseCoopers LLP as | For | For | Management |
| Auditors and Authorize Board to Fix | | | |
| Remuneration of Auditors | | | |
3 | Approve 2:1 Stock Split | For | For | Management |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect Director W. Frank Blount | For | For | Management |
1.2 | Elect Director John R. Brazil | For | For | Management |
1.3 | Elect Director Eugene V. Fife | For | For | Management |
1.4 | Elect Director Gaul D. Fosler | For | For | Management |
1.5 | Elect Director Peter A. Magowan | For | For | Management |
2 | Ratify Auditors | For | For | Management |
3 | Submit Shareholder Rights Plan (Poison | Against | For | Shareholder |
| Pill) to Shareholder Vote | | | |
4 | Report on Equipment Sales to Israel | Against | Against | Shareholder |
5 | Report on Operational Imact of HIV/AIDS, | Against | Against | Shareholder |
| TB, and Malaria Pandemic | | | |
6 | Require a Majority Vote for the Election | Against | For | Shareholder |
| of Directors | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | APPRECIATION OF THE MANAGEMENT S REPORT | For | For | Management |
| AND ANALYSIS, DISCUSSION AND VOTE ON THE | | | |
| FINANCIAL STATEMENTS FOR THE FISCAL YEAR | | | |
| ENDING DECEMBER 31, 2004. | | | |
2 | PROPOSAL FOR THE DESTINATION OF THE | For | For | Management |
| PROFITS OF THE SAID FISCAL YEAR AND | | | |
| APPROVAL OF THE INVESTMENT BUDGET OF THE | | | |
| COMPANY. | | | |
3 | ELECTION OF THE MEMBERS OF THE BOARD OF | For | For | Management |
| DIRECTORS. | | | |
4 | ELECTION OF THE MEMBERS OF THE FISCAL | For | For | Management |
| COUNCIL. | | | |
5 | ESTABLISHMENT OF THE REMUNERATION OF THE | For | For | Management |
| SENIOR MANAGEMENT AND FISCAL COUNCIL | | | |
| MEMBERS. | | | |
6 | PROPOSAL FOR THE INCREASE OF CAPITAL, VIA | For | For | Management |
| CAPITALIZATION OF RESERVES, WITHOUT ISSUE | | | |
| OF SHARES, AND WITH THE CONSEQUENT | | | |
| ALTERATION OF THE MAIN SECTION OF ARTICLE | | | |
| 5 OF THE COMPANY BYLAWS. | | | |
7 | NEW VERSION OF CVRD S DIVIDEND POLICY. | For | For | Management |
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| ALTERATIONS OF ARTICLES 5 AN | | | |
2 | ELECTION, BY HOLDERS OF PREFERRED CLASS | For | For | Management |
| A SHARES, OF ONE MEMBER AND HIS | | | |
| ALTERNATE FOR THE COMPANY S FISCAL | | | |
| COUNCIL, DUE TO THE RESIGNATION OF THE | | | |
| FISCAL COUNCIL MEMBERS ELECTED BY THIS | | | |
| CLASS OF SHARES, AS WELL AS THE ELECTION | | | |
| BY THE COMMON SHAREHOLDERS | | | |
3 | RECTIFICATION OF THE TOTAL ANNUAL | For | For | Management |
| COMPENSATION OF THE MEMBERS OF THE | | | |
| COMPANY S MANAGEMENT FIXED BY THE | | | |
| ORDINARY GENERAL SHAREHOLDERS MEETING | | | |
| HELD ON APRIL 28, 2004. | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director Barrington H. Branch | For | For | Management |
1.2 | Elect | Director Geoffrey Button | For | For | Management |
1.3 | Elect | Director William Cavanaugh III | For | For | Management |
1.4 | Elect | Director Ngaire E. Cuneo | For | For | Management |
1.5 | Elect | Director Charles R. Eitel | For | For | Management |
1.6 | Elect | Director R. Glenn Hubbard | For | For | Management |
1.7 | Elect | Director Martin C. Jischke | For | For | Management |
1.8 | Elect | Director L. Ben Lytle | For | For | Management |
1.9 | Elect | Director William O. Mccoy | For | For | Management |
1.10 | Elect | Director John W. Nelley, Jr. | For | For | Management |
1.11 | Elect | Director Dennis D. Oklak | For | For | Management |
1.12 | Elect | Director Jack R. Shaw | For | For | Management |
1.13 | Elect | Director Robert J. Woodward, Jr. | For | For | Management |
2 | Approve Omnibus Stock Plan | For | For | Management |
3 | Amend Incentive Stock Option Plan | For | For | Management |
4 | Ratify Auditors | For | For | Management |
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1.6 | Elect Director Charles O. Holliday, Jr. | For | For | Management |
1.7 | Elect Director Lois D. Juliber | For | For | Management |
1.8 | Elect Director Masahisa Naitoh | For | For | Management |
1.9 | Elect Director William K. Reilly | For | For | Management |
1.10 | Elect Director H. Rodney Sharp, III | For | For | Management |
1.11 | Elect Director Charles M. Vest | For | For | Management |
2 | Ratify Auditors | For | For | Management |
3 | Report on Government Service of Employees | Against | Against | Shareholder |
4 | Implement ILO Code of Conduct | Against | Against | Shareholder |
5 | Executive Compensation | Against | Against | Shareholder |
6 | Eliminate Animal Testing | Against | Against | Shareholder |
7 | Report on Genetically Modified Organisms | Against | Against | Shareholder |
8 | Performance- Based/Indexed Options | Against | Against | Shareholder |
9 | Report on PFOA Chemical Remediation | Against | Against | Shareholder |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director Michael J. Boskin | For | For | Management |
1.2 | Elect | Director William W. George | For | For | Management |
1.3 | Elect | Director James R. Houghton | For | For | Management |
1.4 | Elect | Director William R. Howell | For | For | Management |
1.5 | Elect | Director Reatha Clark King | For | For | Management |
1.6 | Elect | Director Philip E. Lippincott | For | For | Management |
1.7 | Elect | Director Henry A. McKinnell, Jr. | For | For | Management |
1.8 | Elect | Director Marilyn Carlson Nelson | For | For | Management |
1.9 | Elect | Director Lee R. Raymond | For | For | Management |
1.10 | Elect | Director Walter V. Shipley | For | For | Management |
1.11 | Elect | Director Rex W. Tillerson | For | For | Management |
2 | Ratify Auditors | For | For | Management |
3 | Political Contributions/Activities | Against | Against | Shareholder |
4 | Review/Limit Executive Compensation | Against | Against | Shareholder |
5 | Nominate Independent Directors with | Against | Against | Shareholder |
| Industry Experience | | | |
6 | Report on Payments to Indonesian Military | Against | Against | Shareholder |
7 | Adopt Policy Prohibiting Discrimination | Against | For | Shareholder |
| based on Sexual Orientation | | | |
8 | Report on Potential Damage of Drilling in | Against | Against | Shareholder |
| Protected Regions | | | |
9 | Disclose Information Supporting the | Against | Against | Shareholder |
| Company Position on Climate Change | | | |
10 | Report on Company Policies for Compliance | Against | Against | Shareholder |
| with the Kyoto Protocol | | | |
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| CONTACT YOUR REPRESENTATIVE | | | |
4 | ELECT A.S. ANATOLIEVICH TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
5 | ELECT A.D. ALEKSANDROVICH TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
6 | ELECT B.V. KASYMOVICH TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
7 | ELECT G.I. NIKOLAEVICH TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
8 | ELECT G.S. ALEKSEEVNA TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
9 | ELECT D.N. NIKOLAEVNA TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
10 | ELECT I.R. VLADIMIROVICH TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
11 | ELECT L.N. VLADISLAVOVNA TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
12 | ELECT M.O. VYACHESLAVOVICH TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
13 | ELECT T.A. PETROVICH TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
14 | ELECT S.Y. IVANOVICH TO THE AUDIT | For | For | Management |
| COMMISSION | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | ANNUAL REPORT | For | For | Management |
2 | ANNUAL ACCOUNTING STATEMENTS | For | For | Management |
3 | DISTRIBUTION OF THE PROFIT | For | For | Management |
4 | APPROVE PAYMENT OF ANNUAL DIVIDENDS | For | For | Management |
5 | PAY REMUNERATION TO BOARD AND AUDIT | For | Against | Management |
| COMMISSION | | | |
6 | APPROVE EXTERNAL AUDITOR | For | For | Management |
7 | AMENDMENT NO. 1 TO THE CHARTER | For | For | Management |
8 | AMENDMENT NO. 2 TO THE CHARTER | For | For | Management |
9 | AMENDMENT NO. 3 TO THE CHARTER | For | For | Management |
10 | AMENDMENT NO. 1 TO THE CHARTER THAT HAVE | For | For | Management |
| BEEN PROPOSED BY THE BOARD | | | |
11 | AMENDMENTS AND ADDITIONS NO. 2 TO THE | For | For | Management |
| CHARTER THAT HAVE BEEN PROPOSED BY THE | | | |
| BOARD | | | |
12 | AMENDMENTS AND ADDITIONS NO. 3 TO THE | For | For | Management |
| CHARTER THAT HAVE BEEN PROPOSED BY THE | | | |
| BOARD | | | |
13 | AMENDMENT TO THE REGULATION ON THE BOARD | For | For | Management |
14 | LOAN TRANSACTIONS BETWEEN OAO GAZPROM | For | For | Management |
| AND AB GAZPROMBANK (ZAO) | | | |
15 | LOAN TRANSACTIONS BETWEEN OAO GAZPROM | For | For | Management |
| AND SBERBANK OF RUSSIA | | | |
16 | BANK ACCOUNT AGREEMENTS BETWEEN OAO | For | For | Management |
| GAZPROM AND AB GAZPROMBANK (ZAO) | | | |
17 | BANK ACCOUNT AGREEMENTS BETWEEN OAO | For | For | Management |
| GAZPROM AND SBERBANK OF RUSSIA | | | |
| Appointed During the Year | | | |
2.2 | Reelect K. Mokhele as Director Appointed | For | For | Management |
| During the Year | | | |
2.3 | Reelect N.D.B. Orleyn as Director | For | For | Management |
| Appointed During the Year | | | |
2.4 | Reelect F.J.P. Roux as Director Appointed | For | For | Management |
| During the Year | | | |
2.5 | Reelect L.C. van Vught as Director | For | For | Management |
| Appointed During the Year | | | |
3.1 | Reelect C.R. Markus as Director | For | For | Management |
3.2 | Reelect J.M. McMahon as Director | For | For | Management |
3.3 | Reelect J.V. Roberts as Director | For | For | Management |
4 | Approve Remuneration of Directors | For | For | Management |
5 | Place Authorized But Unissued Shares | For | For | Management |
| under Control of Directors | | | |
6 | Approve Issuance of Shares without | For | For | Management |
| Preemptive Rights up to a Maximum of 15 | | | |
| Percent of Issued Capital | | | |
7 | Authorize Repurchase of Up to 20 Percent | For | For | Management |
| of Issued Share Capital | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect Director Glen A. Barton | For | For | Management |
1.2 | Elect Director Angus A. Bruneau | For | For | Management |
1.3 | Elect Director Ronald C. Cambre | For | For | Management |
1.4 | Elect Director Scott M. Hand | For | For | Management |
1.5 | Elect Director Janice K. Henry | For | For | Management |
1.6 | Elect Director Chaviva M. Hosek | For | For | Management |
1.7 | Elect Director Peter C. Jones | For | For | Management |
1.8 | Elect Director John T. Mayberry | For | For | Management |
1.9 | Elect Director David P. O'Brien | For | For | Management |
1.10 | Elect Director Roger Phillips | For | For | Management |
1.11 | Elect Director James M. Stanford | For | For | Management |
2 | Ratify PricewaterhouseCoopers LLP as | For | For | Management |
| Auditors | | | |
3 | Reconfirm Shareholder Rights Plan (Poison | For | For | Management |
| Pill) | | | |
4 | Approve 2005 Key Employee Incentive Plan | For | For | Management |
5 | Other Business (Voting) | For | Against | Management |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | EARLY TERMINATION OF POWERS OF ALL | None | For | Shareholder |
| MEMBERS OF THE COMPANY S BOARD OF | | | |
| DIRECTORS | | | |
1.2A | ELECT ALEKPEROV, VAGIT YUSUFOVICH AS | None | Against | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2B | ELECT BEREZHNOI, MIKHAIL PAVLOVICH AS | None | Against | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2C | ELECT GRAYFER, VALERY ISA KOVICH AS | None | Against | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2D | ELECT YESAOULKOVA, TATIANA | None | Against | Shareholder |
| STANISLAVOVNA AS MEMBER OF THE BOARD | | | |
| OF DIRECTORS | | | |
1.2E | ELECT KUTAFIN, OLEG YEMEL YANOVICH AS | None | For | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2F | ELECT MAGANOV, RAVIL ULFATOVICH AS | None | Against | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2G | ELECT MATZKE, RICHARD HERMAN AS | None | For | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2H | ELECT MEYERS, KEVIN OMAR AS MEMBER | None | Against | Shareholder |
| OF THE BOARD OF DIRECTORS | | | |
1.2I | ELECT MIKHAILOVA, SERGEI NATOLIEVICH AS | None | Against | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2J | ELECT TSVETKOV, MIKOLAI ALEXANDROVICH | None | Against | Shareholder |
| AS MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2K | ELECT SHERKUNOV, IGOR VLADIMIROVICH AS | None | Against | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
1.2L | ELECT SHOKHIN, ALEXANDER NIOLAEVICH AS | None | For | Shareholder |
| MEMBER OF THE BOARD OF DIRECTORS | | | |
2 | APPROVAL OF THE AMENDMENTS AND | For | For | Shareholder |
| ADDENDA TO THE CHARTER OF THE OPEN | | | |
| JOINT STOCK COMPANY OIL COMPANY LUKOIL | | | |
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | ENDORSEMENT OF OAO LUKOIL, ANNUAL REPORT | For | For | Management |
| FOR 2004, ANNUAL ACCOUNTING STATEMENT | | | |
| INCLUDING THE PROFIT-AND-LOSS STATEMENT | | | |
| (PROFIT-AND-LOSS ACCOUNTS) OF THE | | | |
| COMPANY. | | | |
2 | ELECTION OF DIRECTIONS. IF YOU WISH TO | For | Abstain | Management |
| VOTE SELECTIVELY OR CUMULATE, PLEASE | | | |
| CONTACT YOUR REPRESENTATIVE. | | | |
3 | ELECTION OF MEMBER OF THE AUDIT | For | For | Management |
| COMMISSION: KONDRATYEV, PAVEL | | | |
| GENNADYEVICH. | | | |
4 | ELECTION OF MEMBER OF THE AUDIT | For | For | Management |
| COMMISSION: NIKITENKO, VLADIMIR | | | |
| NIKOLAYEVICH. | | | |
5 | ELECTION OF MEMBER OF THE AUDIT | For | For | Management |
| COMMISSION: SKLYAROVA, TATYANA | | | |
| SERGUEYEVNA. | | | |
6 | ON REMUNERATION AND COMPENSATION OF | For | For | Management |
| EXPENSES TO THE MEMBERS OF THE BOARD OF | | | |
| DIRECTORS AND THE AUDIT COMMISSION OF OAO | | | |
| LUKOIL. | | | |
7 | ENDORSEMENT OF COMPANY AUDITORS. | For | For | Management |
8 | APPROVAL OF AMENDMENTS AND ADDENDA TO | For | For | Management |
| THE CHARTERED OF THE PUBLIC JOINT STOCK | | | |
| COMPANY OIL COMPANY LUKOIL. | | | |
9 | APPROVAL OF AMENDMENTS AND ADDENDA TO | For | For | Management |
| THE REGULATIONS ON THE PROCEDURE FOR | | | |
| PREPARING AND HOLDING THE GENERAL | | | |
| SHAREHOLDERS MEETING OF OAO LUKOIL. | | | |
10 | APPROVAL OF AMENDMENTS AND ADDENDA TO | For | For | Management |
| THE REGULATIONS ON THE BOARD OF DIRECTORS | | | |
| OF OAO LUKOIL. | | | |
11 | ON THE APPROVAL OF TRANSACTIONS | For | For | Management |
| INVOLVING INTERESTED/RELATED PARTIES. | | | |
| | | | |
| | | | |
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director Carol A. Anderson | For | For | Management |
1.2 | Elect | Director Dr. William T. Butler | For | For | Management |
1.3 | Elect | Director Stephen I. Chazen | For | For | Management |
1.4 | Elect | Director Worley H. Clark, Jr. | For | For | Management |
1.5 | Elect | Director Travis Engen | For | For | Management |
1.6 | Elect | Director Stephen F. Hinchliffe, | For | For | Management |
| Jr. | | | | |
1.7 | Elect | Director Danny W. Huff | For | For | Management |
1.8 | Elect | Director Dr. Ray R. Irani | For | Withhold | Management |
1.9 | Elect | Director David J. Lesar | For | For | Management |
1.10 | Elect | Director David J.P. Meachin | For | For | Management |
1.11 | Elect | Director Dan F. Smith | For | For | Management |
1.12 | Elect | Director Dr. William R. Spivey | For | For | Management |
2 | Ratify Auditors | For | For | Management |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | TO APPROVE THE ANNUAL REPORT OF MECHEL | For | For | Management |
| STEEL GROUP OPEN JOINT STOCK COMPANY FOR | | | |
| 2004. | | | |
2 | TO APPROVE THE ANNUAL FINANCIAL | For | For | Management |
| STATEMENTS INCLUSIVE OF THE INCOME | | | |
| STATEMENT (PROFIT AND LOSS ACCOUNT) FOR | | | |
| 2004. | | | |
3 | TO PAY OUT DIVIDENDS ON ORDINARY | For | For | Management |
| REGISTERED NON-DOCUMENTARY SHARES BASED | | | |
| ON THE COMPANY S OPERATIONAL RESULTS FOR | | | |
| 2004. | | | |
4 | ELECTION OF DIRECTORS. IF YOU WISH TO | For | Abstain | Management |
| VOTE SELECTIVELY OR CUMULATE, PLEASE | | | |
| CONTACT YOUR REPRESENTATIVE. | | | |
5 | ELECTION OF DMITRIY B. KLETSKIY TO THE | For | For | Management |
| AUDIT COMMISSION. | | | |
6 | ELECTION OF LYUDMILA E. RADISHEVSKAYA TO | For | For | Management |
| THE AUDIT COMMISSION. | | | |
7 | ELECTION OF ELLEONORA V. ZOLOTAREVA TO | For | For | Management |
| THE AUDIT COMMISSION. | | | |
8 | ELECTION OF ELENA A. TUVAEVA TO THE AUDIT | For | For | Management |
| COMMISSION. | | | |
9 | TO APPROVE FINANCIAL AND ACCOUNTING | For | For | Management |
| CONSULTANTS LIMITED LIABILITY COMPANY TO | | | |
| BE THE AUDITOR. | | | |
10 | TO APPROVE THE NEW VERSION OF THE CHARTER | For | For | Management |
| OF MECHEL STEEL GROUP OPEN JOINT STOCK | | | |
| COMPANY. | | | |
11 | TO APPROVE THE NEW VERSION OF THE BY-LAW | For | For | Management |
| ON REMUNERATION TO MEMBERS OF THE BOARD | | | |
| OF DIRECTORS OF MECHEL OAO AND | | | |
| COMPENSATION OF THEIR EXPENSES CONNECTED | | | |
| WITH THEIR EXECUTION OF FUNCTIONS OF | | | |
| MEMBERS OF THE BOARD OF DIRECTORS. | | | |
12 | TO APPROVE CONCLUDING A LOAN AGREEMENT BY | For | For | Management |
| MECHEL OAO AS A TRANSACTION (SEVERAL | | | |
| INTERRELATED TRANSACTIONS) OF INTEREST. | | | |
|
|
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# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Elect J.A. Eckersley, R.A. Horn, B.J. | For | For | Management |
| Kennedy, C.R. Lattanzi, M.W. MacNaught, | | | |
| G.E. Munera, C.L. Renzoni as Directors | | | |
2 | Approve KPMG LLP as Auditors and | For | For | Management |
| Authorize Board to Fix Remuneration of | | | |
| Auditors | | | |
3 | Amend Shareholder Rights Plan (Poison | For | For | Management |
| Pill) | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director Anthony G. Petrello | For | For | Management |
1.2 | Elect | Director Myron M. Sheinfeld | For | For | Management |
1.3 | Elect | Director Martin J. Whitman | For | For | Management |
2 | Ratify Auditors | For | For | Management |
3 | AMENDMENT TO AMENDED AND RESTATED | For | For | Management |
| BYE-LAWS TO REQUIRE SHAREHOLDER APPROVAL | | | |
| OF CERTAIN DISPOSITIONS OF COMPANY S | | | |
| ASSETS. | | | | |
4 | AMENDMENT TO 2003 EMPLOYEE STOCK PLAN TO | For | Against | Management |
| MAKE NONEMPLOYEE DIRECTORS ELIGIBLE | | | |
| PARTICIPANTS. | | | |
5 | SHAREHOLDER PROPOSAL TO REQUIRE THE | Against | For | Shareholder |
| COMPANY TO ADOPT A POLICY THAT A | | | |
| SIGNIFICANT AMOUNT OF FUTURE STOCK GRANTS | | | |
| TO SENIOR EXECUTIVES BE PERFORMANCE | | | |
| BASED. | | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect Director Charles W. Fisher | For | For | Management |
1.2 | Elect Director Dennis G. Flanagan | For | For | Management |
1.3 | Elect Director David A. Hentschel | For | For | Management |
1.4 | Elect Director S. Barry Jackson | For | For | Management |
1.5 | Elect Director Kevin J. Jenkins | For | For | Management |
1.6 | Elect Director Thomas C. O'Neill | For | For | Management |
1.7 | Elect Director Eric P. Newell | For | For | Management |
1.8 | Elect Director Francis M. Saville | For | For | Management |
1.9 | Elect Director Richard M. Thomson | For | For | Management |
1.10 | Elect Director John M. Willson | For | For | Management |
1.11 | Elect Director Victor J. Zaleschuk | For | For | Management |
2 | Ratify Deloitte & Touche LLP as Auditors | For | For | Management |
3 | Amend Shareholder Rights Plan (Poison | For | For | Management |
| Pill) | | | |
4 | Approve 2:1 Stock Split | For | For | Management |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director Lawrence J. Chazen | For | For | Management |
1.2 | Elect | Director Mary P. Ricciardello | For | For | Management |
1.3 | Elect | Director William A. Sears | For | For | Management |
2 | APPROVAL OF ADOPTION OF SPECIAL | For | For | Management |
| RESOLUTION OF MEMBERS TO AMEND ARTICLES | | | |
| OF ASSOCIATION TO INCREASE DIRECTOR | | | |
| RETIREMENT AGE. | | | |
3 | APPROVAL OF THE PROPOSAL REGARDING THE | For | For | Management |
| AMENDED AND RESTATED NOBLE CORPORATION | | | |
| 1992 NONQUALIFIED STOCK OPTION PLAN FOR | | | |
| NON-EMPLOYEE DIRECTORS. | | | |
4 | APPROVAL OF THE PROPOSAL TO AMEND THE | For | For | Management |
| NOBLE CORPORATION EQUITY COMPENSATION | | | |
| PLAN FOR NON-EMPLOYEE DIRECTORS. | | | |
5 | Ratify Auditors | For | For | Management |
| | | | | |
| | | | | |
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Approve Financial Statements, Allocation | For | For | Management |
| of Income and Dividends of NOK 20 Per | | | |
| Share | | | |
2 | Receive Information Regarding Guidelines | None | None | Management |
| for Remuneration of Executive Management | | | |
3 | Approve Remuneration of Auditor | For | For | Management |
4 | Reelect Westye Hoeegh and Reier Soeberg | For | For | Management |
| as Members of Nominating Committee | | | |
5 | Shareholder Proposal: Increase Allocation | Against | Against | Shareholder |
| of Funds for Research & Development from | | | |
| 0.5 Percent to 2 Percent of Company's | | | |
| Turnover | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect Director J.A. Blumberg | For | For | Management |
1.2 | Elect Director F.P. Boer | For | For | Management |
1.3 | Elect Director J. Bougie | For | For | Management |
1.4 | Elect Director J.V. Creighton | For | For | Management |
1.5 | Elect Director R.E. Dineen, Jr. | For | For | Management |
1.6 | Elect Director L.Y. Fortier | For | For | Management |
1.7 | Elect Director K.L. Hawkins | For | For | Management |
1.8 | Elect Director J.M. Lipton | For | For | Management |
1.9 | Elect Director A.M. Ludwick | For | For | Management |
1.10 | Elect Director J.E. Newall | For | For | Management |
1.11 | Elect Director J.M. Stanford | For | For | Management |
2 | Approve Ernst & Young LLP as Auditors and | For | For | Management |
| Authorize Board to Fix Remuneration of | | | |
| Auditors | | | |
3 | Amend Shareholder Rights Plan (Poison | For | For | Management |
| Pill) | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director B.R. Brown | For | For | Management |
1.2 | Elect | Director Henry Givens, Jr., Ph.D. | For | For | Management |
1.3 | Elect | Director James R. Schlesinger | For | Withhold | Management |
1.4 | Elect | Director Sandra Van Trease | For | For | Management |
2 | Ratify Auditors | For | For | Management |
3 | Increase Authorized Common Stock | For | For | Management |
4 | Require Two Thirds Majority of | Against | Against | Shareholder |
| Independent Directors on the Board. | | | |
5 | Declassify the Board of Directors | Against | For | Shareholder |
6 | Require a Majority Vote for the Election | Against | For | Shareholder |
| of Directors | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect Director F.J. Blesi | For | For | Management |
1.2 | Elect Director W.J. Doyle | For | For | Management |
1.3 | Elect Director J.W. Estey | For | For | Management |
1.4 | Elect Director W. Fetzer III | For | For | Management |
1.5 | Elect Director D.J. Howe | For | For | Management |
1.6 | Elect Director A.D. Laberge | For | For | Management |
1.7 | Elect Director J.J. McCaig | For | For | Management |
1.8 | Elect Director M. Mogford | For | For | Management |
1.9 | Elect Director P.J. Schoenhals | For | For | Management |
1.10 | Elect Director E.R. Stromberg | For | For | Management |
1.11 | Elect Director J.G. Vicq | For | For | Management |
1.12 | Elect Director E. Viyella De Paliza | For | For | Management |
2 | Ratify Deloitte & Touche LLP as Auditors | For | For | Management |
3 | Approve New Stock Option Plan | For | For | Management |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Authorise Issue of Equity or | For | For | Management |
| Equity-Linked Securities with Pre-emptive | | | |
| Rights up to Aggregate Nominal Amount of | | | |
| GBP 34,350,000 | | | |
2 | Authorise Issue of Equity or | For | For | Management |
| Equity-Linked Securities without | | | |
| Pre-emptive Rights up to Aggregate | | | |
| Nominal Amount of GBP 6,900,000 | | | |
3 | Authorise 106,800,000 Ordinary Shares of | For | For | Management |
| Rio Tinto Plc for Market Purchase by Rio | | | |
| Tinto Plc, Rio Tinto Ltd. and any | | | |
| Subsidiaries of Rio Tinto Ltd. | | | |
4 | Authorise Buy-Backs of Rio Tinto Ltd. | For | For | Management |
| Ordinary Shares, Under Off-Market | | | |
| Buy-Back Tender Schemes, by Rio Tinto | | | |
| Ltd. | | | |
5 | Amend Articles of Association | For | For | Management |
6 | Amend DLC Merger Sharing Agreement | For | For | Management |
7 | Approve Rio Tinto Share Savings Plan for | For | For | Management |
| Employees in France | | | |
8 | Elect Richard Goodmanson as Director | For | For | Management |
9 | Elect Ashton Calvert as Director | For | For | Management |
10 | Elect Vivienne Cox as Director | For | For | Management |
11 | Re-elect Paul Skinner as Director | For | For | Management |
12 | Reappoint PricewaterhouseCoopers LLP as | For | For | Management |
| Auditors and Authorise the Board to | | | |
| Determine Their Remuneration | | | |
13 | Approve Remuneration Report | For | For | Management |
14 | Accept Financial Statements and Statutory | For | For | Management |
| Reports | | | |
|
|
|
| MEMBER OF THE SUPERVISORY BOARD | | | |
6 | AUTHORIZATION FOR THE ACQUISITION OF | For | For | Management |
| ORDINARY SHARES | | | |
7 | CANCELLATION OF THE ORDINARY SHARES | For | For | Management |
| HELD BY THE COMPANY | | | |
8 | APPROVAL OF THE IMPLEMENTATION | For | For | Management |
| AGREEMENT | | | |
9 | PROPOSAL TO AMEND THE ARTICLES OF | For | Against | Management |
| ASSOCIATION OF THE COMPANY | | | |
10 | APPOINTMENT OF MR A.G. JACOBS AS A | For | For | Management |
| NON-EXECUTIVE DIRECTOR | | | |
11 | APPOINTMENT OF MS CH. MORIN-POSTEL | For | For | Management |
| AS A NON-EXECUTIVE DIRECTOR | | | |
12 | APPOINTMENT OF MR A.A. LOUDON AS A | For | For | Management |
| NON-EXECUTIVE DIRECTOR | | | |
13 | APPOINTMENT OF MR L.R. RICCIARDI AS A | For | For | Management |
| NON-EXECUTIVE DIRECTOR | | | |
14 | ADOPTION OF THE REMUNERATION POLICY | For | For | Management |
| FOR THE BOARD OF DIRECTORS | | | |
15 | APPROVAL OF AMENDED LONG-TERM | For | For | Management |
| INCENTIVE PLAN | | | |
16 | APPROVAL OF AMENDED RESTRICTED | For | For | Management |
| SHARE PLAN | | | |
17 | APPROVAL OF AMENDED DEFERRED | For | For | Management |
| BONUS PLAN | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director J. Deutch | For | Withhold | Management |
1.2 | Elect | Director J.S. Gorelick | For | For | Management |
1.3 | Elect | Director A. Gould | For | For | Management |
1.4 | Elect | Director T. Isaac | For | For | Management |
1.5 | Elect | Director A. Lajous | For | For | Management |
1.6 | Elect | Director A. Levy-Lang | For | For | Management |
1.7 | Elect | Director M.E. Marks | For | For | Management |
1.8 | Elect | Director D. Primat | For | For | Management |
1.9 | Elect | Director T.I. Sandvold | For | For | Management |
1.10 | Elect | Director N. Seydoux | For | For | Management |
1.11 | Elect | Director L.G. Stuntz | For | For | Management |
1.12 | Elect | Director R. Talwar | For | For | Management |
2 | ADOPTION AND APPROVAL OF FINANCIALS AND | For | For | Management |
| DIVIDENDS | | | |
3 | ADOPTION OF MANDATORY AMENDMENTS TO THE | For | For | Management |
| ARTICLES OF INCORPORATION | | | |
4 | ADOPTION OF VOLUNTARY AMENDMENTS TO THE | For | For | Management |
| ARTICLES OF INCORPORATION | | | |
5 | APPROVAL OF ADOPTION OF THE SCHLUMBERGER | For | For | Management |
| 2005 OPTION PLAN | | | |
6 | APPROVAL OF ADOPTION OF AN AMENDMENT TO | For | For | Management |
| THE SCHLUMBERGER DISCOUNTED STOCK | | | |
| PURCHASE PLAN | | | |
7 | APPROVAL OF INDEPENDENT REGISTERED | For | For | Management |
| PUBLIC ACCOUNTING FIRM | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director James R. Boris | For | For | Management |
1.2 | Elect | Director Connie K. Duckworth | For | For | Management |
1.3 | Elect | Director Alan E. Goldberg | For | For | Management |
1.4 | Elect | Director William T. Lynch, Jr. | For | For | Management |
1.5 | Elect | Director Patrick J. Moore | For | For | Management |
1.6 | Elect | Director James J. O'Connor | For | For | Management |
1.7 | Elect | Director Jerry K. Pearlman | For | For | Management |
1.8 | Elect | Director Thomas A. Reynolds, III | For | For | Management |
1.9 | Elect | Director Eugene C. Sit | For | For | Management |
1.10 | Elect | Director William D. Smithburg | For | For | Management |
2 | Ratify Auditors | For | For | Management |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Open Meeting | None | None | Management |
2 | Prepare and Approve List of Shareholders | For | For | Management |
3 | Elect Chairman of Meeting | For | For | Management |
4 | Designate Inspector or Shareholder | For | For | Management |
| Representative(s) of Minutes of Meeting | | | |
5 | Approve Notice of Meeting and Agenda | For | For | Management |
6 | Approve Financial Statements, Allocation | For | For | Management |
| of Income, Ordinary Dividends of NOK | | | |
| 3.20, and Special Dividends of NOK 2.10 | | | |
| Per Share | | | |
7 | Approve Remuneration of Auditors | For | For | Management |
8 | Authorize Repurchase of Issued Shares Up | For | Against | Management |
| to NOK 10 Million Nominal Value for | | | |
| Employee Share Investment Plan | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | Elect J.B. Aune, L.I. Barber, J.H. | For | For | Management |
| Bennett, H.J. Bolton, M. Hisatsune, N.B. | | | |
| Keevil, N.B. Keevil III, D.R. Lindsay, T. | | | |
| Mochihara, W.S.R. Seyffert, K.E. Steeves, | | | |
| C.M.T. Thompson, D.A. Thompson, and R.J. | | | |
| Wright as Directors | | | |
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1 | APPROVAL OF THE PARENT COMPANY FINANCIAL | For | For | Management |
| STATEMENTS | | | |
2 | APPROVAL OF THE CONSOLIDATED FINANCIAL | For | For | Management |
| STATEMENTS | | | |
3 | ALLOCATION OF EARNINGS, DECLARATION OF | For | For | Management |
| DIVIDEND | | | |
4 | AGREEMENTS COVERED BY ARTICLE L. 225-38 | For | Against | Management |
| OF THE FRENCH COMMERCIAL CODE | | | |
5 | AUTHORIZATION FOR THE BOARD OF DIRECTORS | For | For | Management |
| TO TRADE SHARES OF THE COMPANY | | | |
6 | RENEWAL OF THE APPOINTMENT OF MR. PAUL | For | For | Management |
| DESMARAIS JR. AS A DIRECTOR | | | |
7 | RENEWAL OF THE APPOINTMENT OF MR. | For | For | Management |
| BERTRAND JACQUILLAT AS A DIRECTOR | | | |
8 | RENEWAL OF THE APPOINTMENT OF MR. | For | For | Management |
| MAURICELIPPENS AS A DIRECTOR | | | |
9 | APPOINTMENT OF LORD LEVENE OF PORTSOKEN, | For | For | Management |
| KBE, AS A DIRECTOR | | | |
10 | AUTHORITY TO BOARD TO RAISE CAPITAL BY | For | For | Management |
| ISSUING EQUITY OR EQUITY- LINKED | | | |
| SECURITIES WITH PREFERENTIAL SUBSCRIPTION | | | |
| RIGHTS | | | |
11 | AUTHORITY TO BOARD TO RAISE CAPITAL BY | For | For | Management |
| ISSUING EQUITY OR EQUITY- LINKED | | | |
| SECURITIES WITHOUT PREFERENTIAL | | | |
| SUBSCRIPTION RIGHTS | | | |
12 | AUTHORITY TO THE BOARD FOR THE PURPOSE | For | For | Management |
| OF CAPITAL INCREASES PURSUANT TO ARTICLE L. | | | |
| 443-5 OF THE FRENCH LABOR CODE | | | |
13 | AUTHORIZATION TO GRANT SHARES OF THE | Against | Against | Management |
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director Judy J. Kelly | For | For | Management |
1.2 | Elect | Director Roberto Monti | For | For | Management |
1.3 | Elect | Director Ian C. Strachan | For | For | Management |
2 | APPROVAL OF THE AMENDMENT OF | For | For | Management |
| OUR EMPLOYEE STOCK PURCHASE PLAN | | | |
| TO INCREASE THE NUMBER OF ORDINARY | | | |
| SHARES RESERVED FOR ISSUANCE UNDER | | | |
| THE PLAN FROM 2,500,000 TO 3,500,000. | | | |
3 | APPROVAL OF THE APPOINTMENT OF ERNST & | For | For�� | Management |
| YOUNG LLP TO SERVE AS OUR INDEPENDENT | | | |
| REGISTERED PUBLIC ACCOUNTING FIRM. | | | |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect Director Philip F. Anschutz | For | For | Management |
1.2 | Elect Director Erroll B. Davis, Jr. | For | Withhold | Management |
1.3 | Elect Director Richard K. Davidson | For | For | Management |
1.4 | Elect Director Thomas J. Donohue | For | For | Management |
1.5 | Elect Director Archie W. Dunham | For | For | Management |
1.6 | Elect Director Spencer F. Eccles | For | For | Management |
1.7 | Elect Director Judith Richards Hope | For | For | Management |
1.8 | Elect Director Michael W. McConnell | For | For | Management |
1.9 | Elect Director Steven R. Rogel | For | For | Management |
1.10 | Elect Director James R. Young | For | For | Management |
1.11 | Elect Director Ernesto Zedillo Ponce de | For | For | Management |
| Leon | | | |
2 | Approve Executive Incentive Bonus Plan | For | For | Management |
3 | Ratify Auditors | For | For | Management |
4 | Performance- Based/Indexed Options | Against | Against | Shareholder |
|
|
|
# | Proposal | Mgt Rec | Vote Cast | Sponsor |
1.1 | Elect | Director James W. Breyer | For | For | Management |
1.2 | Elect | Director M. Michele Burns | For | For | Management |
1.3 | Elect | Director Douglas N. Daft | For | For | Management |
1.4 | Elect | Director David D. Glass | For | For | Management |
1.5 | Elect | Director Roland A. Hernandez | For | For | Management |
1.6 | Elect | Director John D. Opie | For | For | Management |
1.7 | Elect | Director J. Paul Reason | For | For | Management |
1.8 | Elect | Director H. Lee Scott, Jr. | For | For | Management |
1.9 | Elect | Director Jack C. Shewmaker | For | For | Management |
1.10 | Elect | Director Jose H. Villarreal | For | For | Management |
1.11 | Elect | Director John T. Walton | For | For | Management |
1.12 | Elect | Director S. Robson Walton | For | For | Management |
1.13 | Elect | Director Christopher J. Williams | For | For | Management |
1.14 | Elect | Director Linda S. Wolf | For | For | Management |
2 | Amend Omnibus Stock Plan | For | For | Management |
3 | Ratify Auditors | For | For | Management |
4 | Report on Executive Compensation | Against | For | Shareholder |
5 | Prepare Sustainability Report | Against | Against | Shareholder |
6 | Report on Stock Option Distribution by | Against | Against | Shareholder |
| Race and Gender | | | |
7 | Report on Political Contributions | Against | Against | Shareholder |
8 | Prepare Equal Opportunity Report | Against | For | Shareholder |
9 | Require a Majority Vote for the Election | Against | For | Shareholder |
| of Directors | | | |
10 | Require Majority of Independent Directors | Against | Against | Shareholder |
| on Board | | | |
11 | Performance- Based/Indexed Options | Against | Against | Shareholder |
|
|
|