UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER: 811-2968
NAME OF REGISTRANT: VANGUARD TRUSTEES' EQUITY FUND
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: HEIDI STAM
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000
DATE OF FISCAL YEAR END: OCTOBER 31
DATE OF REPORTING PERIOD: JULY 1, 2008 - JUNE 30, 2009
FUND: VANGUARD INTERNATIONAL VALUE FUND
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ISSUER: ABB LTD
TICKER: N/A CUSIP: H0010V101
MEETING DATE: 5/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the annual report and ISSUER NO N/A N/A
consolidated financial statements, annual financial
statements and the Auditors' reports
PROPOSAL #2.1: Approve the annual report, the ISSUER YES FOR FOR
consolidated financial statements, and the annual
financial statements for 2008
PROPOSAL #2.2: Receive the remuneration report [as ISSUER YES FOR FOR
per pages 49 55 of the annual report]
PROPOSAL #3.: Grant discharge to the Board of ISSUER YES FOR FOR
Directors and the Management
PROPOSAL #4.: Approve to release CHF 650,000,000 of ISSUER YES FOR FOR
the legal reserves and allocate those released
reserves to other reserves and to carry forward the
available earnings in the amount of CHF 2,555,479,132
PROPOSAL #5.: Approve to renew ABB Ltd s authorized ISSUER YES FOR FOR
share capital in an amount not to exceed CHF
404,000,000, enabling the issuance of up to
200,000,000 ABB Ltd shares with a nominal value of
CHF 2.02, each by not later than 05 MAY 2011, by
amending the Articles of Incorporation with a new
PROPOSAL #6.: Approve: to reduce the share capital of ISSUER YES FOR FOR
CHF 4,692,041,526.70 by CHF 1,114,940,560.80 to CHF
3,577,100,965.90 by way of reducing the nominal value
of the registered shares from CHF 2.02 by CHF 0.48
to CHF 1.54 and to use the nominal value reduction
amount for repayment to the shareholders; b) to
confirm as a result of the report of the auditors,
that the claims of the creditors are fully covered
notwithstanding the capital reduction; c) to amend
Article 4 Paragraph1 of the Articles of Incorporation
according to the specified words as per the date of
the entry of the capital reduction in the commercial
register Article 4 Paragraph 1; the share capital of
the Company is CHF 3,577,100,965.90 and is divided
into 2,322,792,835 fully paid registered shares; each
share has a par value of CHF 1.54; and d) to amend
Article 4bis Paragraphs.1 and 4, and Article 4ter
Paragraph 1 of the Articles of Incorporation,
correspondingly reflecting the reduced nominal value
of the registered shares from CHF 2.02 by CHF 0.48 to
CHF 1.54, as per the date of the entry of the
capital reduction in the commercial register
PROPOSAL #7.: Approve to modify the By-laws according ISSUER YES FOR FOR
to the reduction of the share capital
PROPOSAL #8.1: Elect Mr. Hubertus Von Gruenberg as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #8.2: Elect Mr. Roger Agnelli as a Member of ISSUER YES FOR FOR
the Board of Directors
PROPOSAL #8.3: Elect Mr. Louis R. Hughes as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #8.4: Elect Mr. Hans Ulrich Maerki as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #8.5: Elect Mr. Michel de Rosen as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #8.6: Elect Mr. Michael Treschow as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #8.7: Elect Mr. Bernd W. Voss as a Member of ISSUER YES FOR FOR
the Board of Directors
PROPOSAL #8.8: Elect Mr. Jacob Wallenberg as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #9.: Elect Ernst & Young AG as the Auditors ISSUER YES FOR FOR
for FY 2009
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ISSUER: ADIDAS AG
TICKER: N/A CUSIP: D0066B102
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the Group financial
statements and Group annual report, and the report
pursuant to Sections 289(4) and 315(4) of the German
Commercial Code
PROPOSAL #2.: Resolution on the appropriation of the ISSUER NO N/A N/A
distribution profit of EUR 237,409,047.08 as follows:
payment of a dividend of EUR 0.50 per no-par share
EUR 140,651,291.08 shall be carried forward Ex-
dividend and payable date: 08 MAY 20 09
PROPOSAL #3.: Ratification of the acts of the Board ISSUER NO N/A N/A
of Managing Directors
PROPOSAL #4.: Ratification of the acts of the ISSUER NO N/A N/A
Supervisory Board
PROPOSAL #5.1.: Elections to the Supervisory Board: ISSUER NO N/A N/A
Dr. Stefan Jentzsch
PROPOSAL #5.2.: Elections to the Supervisory Board: ISSUER NO N/A N/A
Mr. Igor Landau
PROPOSAL #5.3.: Elections to the Supervisory Board: ISSUER NO N/A N/A
Mr. Willi Schwerdtle
PROPOSAL #5.4.: Elections to the Supervisory Board: ISSUER NO N/A N/A
Mr. Christian Tourres
PROPOSAL #5.5.: Elections to the Supervisory Board: ISSUER NO N/A N/A
Mr. Herbert Kauffmann
PROPOSAL #5.6.: Elections to the Supervisory Board: ISSUER NO N/A N/A
Mr. Alexander Popow
PROPOSAL #6.: Amendment to Section 21(2) of the ISSUER NO N/A N/A
Articles of Association in accordance with the
implementation of the Shareholders Rights Act (ARUG)
in respect of proxy-voting instructions being issued
in writing or via fax
PROPOSAL #7.: Amendments to Section 22 of the ISSUER NO N/A N/A
Articles of Association in respect of the Chairman of
the shareholders meeting shall be authorized to
limit share holder questions and remarks to a
reasonable amount of time
PROPOSAL #8.: Resolution on the creation of new ISSUER NO N/A N/A
authorized capital and the corresponding amendment to
the Articles of association, the existing
authorization to increase the share capital by up to
EUR 64,062,500 shall be revoked, the Board of
Managing Directors shall be authorized, with the
consent of the Supervisory Board, to increase the
share capital by up to EUR 50,000,000 through the
issue of new shares against cash payment, during a
period of 5 years [authorized capital 2009/I],
shareholders subscription rights may be excluded for
PROPOSAL #9.: Resolution on the creation of new ISSUER NO N/A N/A
authorized capital and the corresponding amendment to
the Articles of Association, the existing
authorization to increase the share capital by up to
EUR 12,000,000 shall be revoked, the Board of
Managing Directors shall be authorized, with the
consent of the Supervisory Board, to increase the
share capital by up to EUR 25,000,000 through the
issue of new shares against payment in kind, during a
period of 3 years [authorized capital 200 9/II], the
Board of Managing Directors shall be authorize d to
decide upon the exclusion of shareholders
PROPOSAL #10.: Renewal of the authorization to ISSUER NO N/A N/A
acquire own shares the Company shall be authorized to
acquire own shares of up to 10% of its share
capital, through the stock exchange at a price not
differing more than 10% from the market price of the
shares or by way o f public repurchase offer at a
price neither more than 10% above, nor more than 20%
below, the market price of the shares, on or before
06 NOV 2010, the Board of Managing Directors shall be
authorized to offer the shares on the stock exchange
or to all shareholders, to dispose of the shares in
a manner other than the stock exchange or rights
offering if the shares are sold at a price not
materially below their market price, to use the
shares in connection with mergers or the acquisition
of tangible or intangible assets, to use the shares
for satisfying option and conversion rights or within
the scope of the Company's stock option plan, and to
ret ire the shares, furthermore, the Company shall
also be authorized to use the shares for remuneration
PROPOSAL #11.: Authorization to acquire own shares by ISSUER NO N/A N/A
using derivatives in connection with item 10, the
Company shall also be authorized to acquire own
shares by using derivatives at a price neither more
than 10% above, nor more than 20% below, the market
price of the shares, the authorization shall be
limited to up to 5% of the share capital
PROPOSAL #12.: Appointment of the Auditors, audit of ISSUER NO N/A N/A
the financial statements for the 2009 FY: KPMG AG,
Frankfurt, review of the interim financial statements
for the first half of the 2009 FY: KPMG AG, Frankfurt
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ISSUER: AIR FRANCE - KLM, ROISSY CHARLES DE GAULLE
TICKER: N/A CUSIP: F01699135
MEETING DATE: 7/10/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Receive the reports of the Board of ISSUER YES FOR FOR
Directors and the Auditors, approves the Company's
financial statements for the YE in 31 MAR 2008 as
presented
PROPOSAL #O.2: Receive the reports of the Board of ISSUER YES FOR FOR
Directors and Auditors, approves the consolidated
financial statements for the said FY, in the form
presented to the meeting
PROPOSAL #O.3: Approve the recommendations of the ISSUER YES FOR FOR
Board of Directors and resolves that the income for
the FY be appropriated as follows: EUR
198,182,726.28, the general shareholders meeting
decides to affect the profit to which add the prior
credit retained earnings prior retained earnings: EUR
15,793,359.10 available total: EUR 213,976,085.38,
legal reserve: EUR 9,909,136.31 dividends: EUR
174,127,181.24 retained earnings : EUR 29,939,767.83
the shareholders will receive a net dividend of EUR
0.58 per share, and will entitle to the 40% deduction
provided by the france tax code, this dividend will
be paid on 17 JUL 2008, in the event that the Company
holds some of own shares on such date, the amount of
the unpaid dividend on such shares shall be
allocated to the retained earnings account, as
required by law, it is reminded that, for the last 3
FY's the dividends paid, were as follows: EUR 0.15
for FY 2004.2005 EUR 0.30 for FY 2005.2006, EUR 0.48
PROPOSAL #O.4: Receive the special reports of the ISSUER YES FOR FOR
Auditors on agreements governed by Article L.225.38
of the French Commercial Code, approves said report
and the agreements referred to therein
PROPOSAL #O.5: Approve to renews the appointment of ISSUER YES FOR FOR
the KPMG Audit as statutory Auditors for a 6 year
period
PROPOSAL #O.6: Appoint Mr. Denis Marange as the ISSUER YES FOR FOR
Deputy Auditor for a 6 years period
PROPOSAL #O.7.: Authorize the Board of Directors to ISSUER YES FOR FOR
trade in the Company's shares on the stock market,
subject to the conditions described below: maximum
purchase price: EUR 60.00 maximum number of shares to
be acquired: 10% of the share capital, maximum funds
invested in the share buybacks: EUR 255,186,386.00;
[authority expires at the end of the 18 months
period] and this authorization supersedes the
fraction unused of the authorizations granted by the
shareholders' meeting of 12 JUL 2007 in its
Resolution 5, and to take all necessary measures and
accomplish all necessary formalities
PROPOSAL #E.8: Amend the Article 18 of the Bylaws ISSUER YES FOR FOR
PROPOSAL #E.9: Grant full powers to the bearer of an ISSUER YES FOR FOR
original, a copy or extract of the minutes of this
meeting to carry out all filings, publications and
other formalities prescribed bylaw
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ISSUER: ALLIANZ SE, MUENCHEN
TICKER: N/A CUSIP: D03080112
MEETING DATE: 4/29/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the approved Annual ISSUER NO N/A N/A
Financial Statements and the approved Consolidated
Financial Statements as of and for the fiscal year
ended December 31, 2008, and of the Management
Reports for Allianz SE and for the Group, the
Explanatory Report on the information pursuant to
paragraph 289 (4), paragraph 315 (4) of the German
Commercial Code (Handelsgesetzbuch) as well as the
Report of the Supervisory Board for the fiscal year
PROPOSAL #2.: Appropriation of net earnings ISSUER YES FOR FOR
PROPOSAL #3.: Approval of the actions of the members ISSUER YES FOR FOR
of the Management Board
PROPOSAL #4.: Approval of the actions of the members ISSUER YES FOR FOR
of the Supervisory Board
PROPOSAL #5.: By-election to the Supervisory Board ISSUER YES FOR FOR
PROPOSAL #6.: Authorization to acquire treasury ISSUER YES FOR FOR
shares for trading purposes
PROPOSAL #7.: Authorization to acquire and utilize ISSUER YES FOR FOR
treasury shares for other purposes
PROPOSAL #8.: Authorization to use derivatives in ISSUER YES FOR FOR
connection with the acquisition of treasury shares
pursuant to Paragraph 71 (1) no. 8 of the German
Stock Corporation Act (Aktiengesetz)
PROPOSAL #9.: Amendment to the Statutes in accordance ISSUER YES FOR FOR
with Paragraph 67 German Stock Corporation Act
(Aktiengesetz)
PROPOSAL #10.A: Other amendments to the Statutes: ISSUER YES FOR FOR
Cancellation of provisions regarding the first
Supervisory Board
PROPOSAL #10.B: Other amendments to the Statutes: ISSUER YES FOR FOR
Anticipatory resolutions on the planned Law on the
Implementation of the Shareholder Rights Directive
(Gesetz zur Umsetzung der Aktionaersrechterichtlinie)
PROPOSAL #11.: Approval of control and profit ISSUER YES FOR FOR
transfer agreement between Allianz SE and Allianz
Shared Infrastructure Services SE
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ISSUER: AMERICA MOVIL, S.A.B. DE C.V.
TICKER: AMX CUSIP: 02364W105
MEETING DATE: 4/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #I: APPOINTMENT OR, AS THE CASE MAY BE, ISSUER YES AGAINST AGAINST
REELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS
OF THE COMPANY THAT THE HOLDERS OF THE SERIES L
SHARES ARE ENTITLED TO APPOINT. ADOPTION OF
RESOLUTION THEREON.
PROPOSAL #II: APPOINTMENT OF DELEGATES TO EXECUTE ISSUER YES FOR AGAINST
AND, IF APPLICABLE, FORMALIZE THE RESOLUTIONS ADOPTED
BY THE MEETING. ADOPTION OF RESOLUTIONS THEREON.
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ISSUER: ANHEUSER-BUSCH INBEV SA, BRUXELLES
TICKER: N/A CUSIP: B6399C107
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Management report by the Board of ISSUER NO N/A N/A
Directors on the accounting year ending on 31 DEC 2008
PROPOSAL #2.: Report by the Statutory Auditor on the ISSUER NO N/A N/A
accounting year ending on 31 DEC 2008
PROPOSAL #3.: Communication of the consolidated ISSUER NO N/A N/A
annual accounts relating to the accounting year
ending on 31 DEC 2008
PROPOSAL #4.: Approve the statutory annual accounts ISSUER NO N/A N/A
relating to the accounting year ended on 31 DEC 2008,
including the allocation of the result the dividend
will be payable as from 05 MAY 2009
PROPOSAL #5.: Grant discharge to the Directors for ISSUER NO N/A N/A
the performance of their duties during the accounting
year ending on 31 DEC 2008
PROPOSAL #6.: Grant discharge to the Statutory ISSUER NO N/A N/A
Auditor for the performance of his duties during the
accounting year ending on 31 DEC 2008
PROPOSAL #7.A: Amend the Executive remuneration ISSUER NO N/A N/A
policy, applicable as from 2009, this document can be
reviewed as indicated at the end of this notice
PROPOSAL #7.B: Approve the specific one-time granting ISSUER NO N/A N/A
of stock options and shares
PROPOSAL #8.A: Approve to change the control ISSUER NO N/A N/A
provisions relating to the emtnprogram
PROPOSAL #8.B: Approve to change of control ISSUER NO N/A N/A
provisions relating to the US dollar notes
PROPOSAL #9.A: Special report by the Board of ISSUER NO N/A N/A
Directors on the issuance of subscription rights and
the exclusion of the preference right of the existing
shareholders in favour of specific persons, drawn up
in accordance with Articles 583,596 and 598 of the
companies code
PROPOSAL #9.B: Special report by the statutory ISSUER NO N/A N/A
Auditor on the exclusion of the preference right of
the existing shareholders in favour of specific
persons, Drawn up in accordance with Articles 596 and
598 of the companies code
PROPOSAL #9.C: Approve the excluding the preference ISSUER NO N/A N/A
right of the existing shareholders in relation to the
issuance of subscription rights in favour of all
current directors of the Company, as well as former
Directors of the company, as identified in the report
referred under item(a) as specified
PROPOSAL #9.D: Approve the issuance of a maximum ISSUER NO N/A N/A
number of 1,250,000 subscription rights and
determining their terms and conditions [as such terms
and conditions are appended to report referred under
item (a) above]
PROPOSAL #9.E: Approve to increase the capital of the ISSUER NO N/A N/A
Company, under the condition precedent and to the
extent of the exercise of the subscription rights,
for a maximum amount equal to the number of
subscription rights multiplied by their exercise
price and allocation of the issuance premium to an
account not available for distribution
PROPOSAL #9.F.i: Authorize the nomination Committee ISSUER NO N/A N/A
to determine the effective total number of
subscription rights to be offered and the individual
number of subscription rights to be offered to each
of the Directors and former Directors
PROPOSAL #9.Fii: Authorize the two Directors acting ISSUER NO N/A N/A
jointly to have recorded by notarial deed the
exercise of the subscription rights, the
corresponding increase of the capital, the number of
new shares issued, the resulting modification to the
Articles of Association and the allocation of the
issuance premium to an account not available for
PROPOSAL #10.A: Special report by the Board of ISSUER NO N/A N/A
Directors on the authorized capital, drawn up in
accordance with article 604 of the Companies code
PROPOSAL #10.B: Approve to cancel the unused portion ISSUER NO N/A N/A
of the existing authorized capital, granting a new
authorization to the Board of Directors to increase
the capital in accordance with Article 6 of the
Articles of Association, in one or more transactions,
by the issuance of a number of shares, or financial
instruments giving right to a number of shares, which
will represent not more than 3pct of the shares
issued as at 28 APR 2009, and modifying Article 6 of
the articles of Association accordingly; such
authorization is granted for a period of five years
as from the date of publication of this modification
to the Articles of Association in the belgian state
journal [moniteur belge belgisch staatsblad]
PROPOSAL #11.: Authorize the Board of Directors to ISSUER NO N/A N/A
purchase the company's own shares, as such
authorization and its terms and conditions are
provided for by Article 10, indent 1, of the Articles
of Association, and amending Article 10, indent 2 of
the Articles of Association accordingly; such
authorization is granted for a period of five years
as from 28 APR 2009
PROPOSAL #12.: Authorize Mr. Benoit Loore, VP legal ISSUER NO N/A N/A
Corporate, with power to substitute and without
prejudice to other delegtions of powers to the extent
applicable, for (i) the restatements of the Articles
of Association as a result of all changes referred
to above, the signing of the restated Articles of
Association and their filings with the clerk's office
of the commercial court of brussels,(ii) the filing
with the same clerk's office of the resolutions
referred under item 8 above and (iii) any other
filings and publication formalities in relation to
the above resolution
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ISSUER: ARCELORMITTAL SA LUXEMBOURG
TICKER: N/A CUSIP: L0302D129
MEETING DATE: 5/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the decision to (i) renew for a ISSUER NO N/A N/A
5-year period the authorized share capital of EUR
7,082,460,000 represented by 1,617,000,000 shares
without nominal value, compared to the Company's
issued share capital of EUR 6,345,859,399.86
represented by 1,448,826,347 shares without nominal
value, representing a potential maximum increase in
the Company's issued share capital of 168,173,653 new
shares, and (ii) authorize the Board of Directors of
the Company to issue, within the limit of such
authorized share capital, new shares for various
types of transactions and to amend Article 5.5 of the
Articles of Association of the Company
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ISSUER: ARCELORMITTAL SA LUXEMBOURG
TICKER: N/A CUSIP: L0302D129
MEETING DATE: 5/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the Management report of the ISSUER NO N/A N/A
Board of Directors and the report of the Independent
Company Auditor, approves the consolidated financial
statements for the FY 2008 in their entirety, with a
resulting consolidated net income of EUR 10,439
millions
PROPOSAL #2.: Receive the management report of the ISSUER NO N/A N/A
Board of Directors and the report of the Independent
Company Auditor, approves the Parent Company Annual
Accounts for the FY 2008 in their entirety, with a
resulting profit for Arcelor Mittal as Parent Company
of the Arcelor Mittal group of EUR 19,093,961,939
[established in accordance with the laws and
regulations of the Grand-Duchy of Luxembourg, as
compared to the consolidated net income of EUR 10,439
millions established in accordance with
International Financial Reporting Standards as
adopted in the European Union, the subject of the
PROPOSAL #3.: Acknowledge the results to be allocated ISSUER NO N/A N/A
and distributed amount to EUR 28,134,244,719, from
which EUR 105,278,200 must be allocated to the legal
reserve and EUR 395,657,429 must be allocated to the
reserve for shares held in treasury
PROPOSAL #4.: Approve to allocate the results of the ISSUER NO N/A N/A
Company based on the Parent Company Annual Accounts
for the FY 2008 as specified, dividends are paid in
equal quarterly installments of EUR 0.1875 [gross]
per share, a first installment of dividend of EUR
0.1875 [gross] per share has been paid on 16 MAR 2009
PROPOSAL #5.: Approve to set the amount of annual ISSUER NO N/A N/A
Directors compensation and attendance fees to be
allocated to the Members of the Board of Directors at
USD 2,870,634
PROPOSAL #6.: Grant discharge to the Directors for FY ISSUER NO N/A N/A
2008
PROPOSAL #7.: Acknowledge the end of mandate for ISSUER NO N/A N/A
Messrs. Michel Marti; Sergio Silva de Freitas;
Wilbur L. Ross; Narayanan Vaghul; Francois Pinault;
and Jean-Pierre Hansen
PROPOSAL #8.: Re-elect Mr. Narayanan Vaghul, residing ISSUER NO N/A N/A
at 63 First Main Road Flat no. 3, R A Puram,
Chennai, India, for a three-year mandate, in
accordance with Article 8.3 of the Company's Articles
of Association, which mandate shall terminate on the
date of the general meeting of shareholders to be
PROPOSAL #9.: Re-elect Mr. Wilbur L. Ross, residing ISSUER NO N/A N/A
at 328 El Vedado Road, Palm Beach, Florida 33480-
4736, United States of America, for a three-year
mandate, in accordance with Article 8.3 of the
Company's Articles of Association, which mandate
shall terminate on the date of the general meeting of
shareholders to be held in 2012
PROPOSAL #10.: Re-elect Mr. Francois Pinault, ISSUER NO N/A N/A
residing at 48, rue de Bourgogne, 75007 Paris,
France, for a three-year mandate, in accordance with
Article 8.3 of the Company's Articles of Association,
which mandate shall terminate on the date of the
general meeting of shareholders to be held in 2012
PROPOSAL #11.: Approve to cancel with effect as of ISSUER NO N/A N/A
this General Meeting the authorization granted to the
Board of Directors by the general meeting of
shareholders held on 13 MAY 2008 with respect to the
share buy-back programme and decides to authorize,
effective immediately after this General Meeting, the
Board of Directors of the Company, with option to
delegate, and the corporate bodies of the other
companies in the Arcelor Mittal group referred to in
Article 49bis of the Luxembourg law of 10 AUG 1915 on
commercial companies, as amended [the Law], to
acquire and sell shares in the Company in accordance
with the Law and for all purposes authorized or which
may come to be authorized by the laws and
regulations in force, including but not limited to
entering into off-market and over-the-counter
transactions and to acquire shares in the Company
through derivative financial instruments. Euro next
markets of Amsterdam, Paris, and Brussels -
Luxembourg Stock Exchange - Spanish stock exchanges
of Barcelona, Bilbao, Madrid and Valencia In
accordance with the laws transposing Directive
2003/6/EC of 28 January 2003 and EC Regulation
2273/2003 of 22 December 2003, acquisitions,
disposals, exchanges, contributions and transfers of
shares may be carried out by all means, on or off the
market, including by a public offer to buy back
shares or by the use of derivatives or option
strategies. The fraction of the capital acquired or
transferred in the form of a block of shares may
amount to the entire program. Such transactions may
be carried out at any time, including during a tender
offer period, in accordance with applicable laws and
regulations. New York Stock Exchange Any share buy-
backs on the New York Stock Exchange should be
performed in compliance with Section 10[b] of the
Securities Exchange Act of 1934, as amended [the
Exchange Act], Rule 10b-5 promulgated there under,
and Section 9[a][2] of the Exchange Act. The
authorization is valid for a period of eighteen [18]
months or until the date of its renewal by a
resolution of the general meeting of shareholders if
such renewal date is prior to such period. The
maximum number of shares that can be acquired is the
maximum allowed by the Law in such a manner that the
accounting par value of the Company's shares held by
the Company [or other ArcelorMittal group companies
referred to in Article 49bis of the Law] may not in
any event exceed 10% of its subscribed share capital.
The purchase price per share to be paid in cash
shall not represent more than 125% of the trading
price of the shares on the New York Stock Exchange
and on the Euro next European markets on which the
Company is listed, the Luxembourg Stock Exchange or
the Spanish stock exchanges of Barcelona, Bilbo,
Madrid and Valencia, depending on the market on which
the purchases are made, and no less than one Euro.
For off-market transactions, the maximum purchase
price shall be 125% of the price on the Euro next
European markets where the Company is listed. The
PROPOSAL #12.: Appoint Deloitte S.A., with registered ISSUER NO N/A N/A
office at 560, rue de Neudorf, L-2220 Luxembourg,
G.D. Luxembourg, as independent Company Auditor for
the purposes of an Independent Audit of the Parent
Company Annual Accounts and the Consolidated
Financial Statements for the financial year 2009
PROPOSAL #13.: Authorize the Board of Directors to: ISSUER NO N/A N/A
[a] implement the payment of bonuses in relation to
financial years 2008 and 2009 to eligible employees
of the Company partly in shares of the Company [up to
40%], with the balance to be paid in cash, provided
that the maximum number of shares allocated to
employees in connection therewith shall not exceed
five million [5,000,000] shares in total, which may
either be newly issued shares or shares held in
treasury; and [b] do or cause to be done all such
further acts and things as the Board of Directors may
determine to be necessary or advisable in order to
implement the content and purpose of this resolution.
The General Meeting further acknowledges that the
maximum total number of five million [5,000,000]
shares for this purpose represents less than zero
point four per cent [0.4 %] of the Company's current
issued share capital
PROPOSAL #14.: Approve the Long-Term Incentive Plan ISSUER NO N/A N/A
2009-2018 which will cover the period from and
including financial year 2009 to and including
financial year 2018 [the LTIP], a copy of which is
available to shareholders on request from the
Company's Investor Relations department whose contact
details are provided at the end of this convening
notice; [b] delegate to the Board of Directors the
power to issue share options or other equity-based
awards and incentives to all eligible employees under
the LTIP for a number of Company's shares not
exceeding eight million five hundred thousand
[8,500,000] options on fully paid-up shares, which
may either be newly issued shares or shares held in
treasury, during the period from this General Meeting
until the general meeting of shareholders to be held
in 2010 [defined as the Cap], provided, that the
share options will be issued at an exercise price
that shall not be less than the average of the
highest and the lowest trading price on the New York
Stock Exchange on the day immediately prior to the
grant date, which date shall be decided by the Board
of Directors and shall be within the respective
periods specified in the LTIP; [c] delegate to the
Board of Directors the power to decide and implement
any increase in the Cap by the additional number
necessary to preserve the rights of the option
holders in the event of a transaction impacting the
Company's share capital; and [d] do or cause to be
done all such further acts and things as the Board of
Directors may determine to be necessary or advisable
in order to implement the content and purpose of
this resolution; the General Meeting further
acknowledges that the Cap represents less than zero
point six per cent [0.6%] of the Company's current
issued share capital on a diluted basis
PROPOSAL #15.: Authorize the Board of Director to ISSUER NO N/A N/A
decide the implementation of Employee Share Purchase
Plan 2009 reserved for all or part of the employees
of all or part of the Companies comprised within the
scope of consolidation of consolidated financial
statements for a maximum number of two million five
hundred thousand share; and for the purposes of the
implementation of ESPP 2009, issue new shares within
the limits of the authorized share capital and /or
deliver treasury shares up to a maximum of 2 million
five hundred thousand fully paid-up shares during the
period from this general meeting to the general
meeting of shareholders to be held in 2010; and do or
cause to be done all such further acts and things as
the Board of Directors may determine to be necessary
or advisable in order to implement the content and
purpose of this resolution; general meeting further
acknowledges that the maximum total number of two
million five hundred thousand shares of the Company
as indicated above for the implementation of the ESPP
2009 represent less than zero point two percent of
the Company's current issued share capital on a
diluted basis
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ARCELORMITTAL SA LUXEMBOURG
TICKER: N/A CUSIP: L0302D129
MEETING DATE: 6/17/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the decision to (i) renew for a ISSUER NO N/A N/A
5-year period the authorized share capital of EUR
7,082,460,000 represented by 1,617,000,000 shares
without nominal value, compared to the Company's
issued share capital of EUR 6,345,859,399.86
represented by 1,448,826,347 shares without nominal
value, representing a potential maximum increase in
the Company's issued share capital of 168,173,653 new
shares, and (ii) authorize the Board of Directors of
the Company to issue, within the limit of such
authorized share capital, new shares for various
types of transactions and to amend Article 5.5 of the
Articles of Association of the Company
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ASSOCIATED BRIT FOODS LTD
TICKER: N/A CUSIP: G05600138
MEETING DATE: 12/5/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the accounts and the reports of ISSUER YES FOR FOR
the Directors and the Auditors thereon for the YE 13
SEP 2008
PROPOSAL #2.: Receive and approve the Directors' ISSUER YES FOR FOR
remuneration report for the YE 13 SEP 2008
PROPOSAL #3.: Approve to pay a dividend of 13.5p per ISSUER YES FOR FOR
ordinary share on 09 JAN 2009 to holders of ordinary
shares on the register of shareholders of the Company
at the close of business on 05 DEC 2008
PROPOSAL #4.: Elect Mr. Charles James Francis ISSUER YES FOR FOR
Sinclair as a Director
PROPOSAL #5.: Re-elect Mr. Willard Gordon Galen ISSUER YES FOR FOR
Weston as a Director
PROPOSAL #6.: Re-elect Mr. Martin Gardiner Adamson as ISSUER YES FOR FOR
a Director
PROPOSAL #7.: Re-elect Mr. John George Bason as a ISSUER YES FOR FOR
Director
PROPOSAL #8.: Re-elect Mr. George Garfield Weston as ISSUER YES FOR FOR
a Director
PROPOSAL #9.: Re-appoint KPMG Audit Plc as the ISSUER YES FOR FOR
Auditors of the Company to hold office from the
conclusion of this meeting until the conclusion of
the next general meeting at which the accounts are
laid before the shareholders, and authorize the
Directors to determine their remuneration
PROPOSAL #10.: Authorize the Directors, in accordance ISSUER YES FOR FOR
with Section 80 of the Companies Act 1985, to allot
relevant securities [Section 80(2) of that Act] up to
a maximum of 263 million ordinary shares of 5 15/22p
each; [Authority expires on 04 DEC 2013]; and the
Directors may allot relevant securities after the
expiry of this authority in pursuance of such an
offer or agreement made prior to such expiry
PROPOSAL #S.11: Authorize the Directors, pursuant to ISSUER YES FOR FOR
Section 95 of the Companies Act 1985, to allot equity
securities [Section 94(2) of the Act] for cash
pursuant to the authority conferred by Resolution 10,
disapplying the statutory pre-emption rights
[Section 89(1) of the Act], provided that this power
is limited to the allotment of equity securities: i)
in connection with a rights issue, open offer or
other offer of securities in favor of ordinary
shareholders; ii) up to an aggregate of 39 million
ordinary shares of 5 15/22p each; [Authority expires
the earlier upon the date of the next AGM of the
Company after passing of this resolution or 31 DEC
2009]; and the Directors may allot equity securities
after the expiry of this authority in pursuance of
such an offer or agreement made prior to such expiry
PROPOSAL #S.12: Amend the Articles of Association of ISSUER YES FOR FOR
the Company as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ASTRAZENECA PLC
TICKER: N/A CUSIP: G0593M107
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the Company's accounts and the ISSUER YES FOR FOR
reports of the Directors and the Auditor for the YE
31 DEC 2008
PROPOSAL #2.: Approve to confirm the first interim ISSUER YES FOR FOR
dividend of USD 0.55 [27.8 pence, 3.34 SEK] per
ordinary share and confirm the final dividend for
2008, the second interim dividend of USD 1.50 [104.8
pence, SEK 12.02] per ordinary share
PROPOSAL #3.: Re-appoint KPMG Audit Plc, London as ISSUER YES FOR FOR
the Auditor
PROPOSAL #4.: Authorize the Directors to agree the ISSUER YES FOR FOR
remuneration of the Auditor
PROPOSAL #5.A: Elect Mr. Louis Schweitzer as a ISSUER YES FOR FOR
Director in accordance with Article 65 of the
Company's Articles of Association, who will retire at
the AGM in 2010
PROPOSAL #5.B: Elect Mr. David Brennan as a Director ISSUER YES FOR FOR
in accordance with Article 65 of the Company's
Articles of Association, who will retire at the AGM
in 2010
PROPOSAL #5.C: Elect Mr. Simon Lowth as a Director in ISSUER YES FOR FOR
accordance with Article 65 of the Company's Articles
of Association, who will retire at the AGM in 2010
PROPOSAL #5.D: Elect Mr. Bo Angelin as a Director in ISSUER YES FOR FOR
accordance with Article 65 of the Company's Articles
of Association, who will retire at the AGM in 2010
PROPOSAL #5.E: Elect Mr. John Buchanan as a Director ISSUER YES FOR FOR
in accordance with Article 65 of the Company's
Articles of Association, who will retire at the AGM
in 2010
PROPOSAL #5.F: Elect Mr. Jean Philippe Courtois as a ISSUER YES FOR FOR
Director in accordance with Article 65 of the
Company's Articles of Association, who will retire at
the AGM in 2010
PROPOSAL #5.G: Elect Mr. Jane Henney as a Director in ISSUER YES FOR FOR
accordance with Article 65 of the Company's Articles
of Association, who will retire at the AGM in 2010
PROPOSAL #5.H: Elect Mr. Michele Hooper as a Director ISSUER YES FOR FOR
in accordance with Article 65 of the Company's
Articles of Association, who will retire at the AGM
in 2010
PROPOSAL #5.I: Elect Mr. Rudy Markham as a Director ISSUER YES FOR FOR
in accordance with Article 65 of the Company's
Articles of Association, who will retire at the AGM
PROPOSAL #5.J: Elect Ms. Dame Nancy Rothwell as a ISSUER YES FOR FOR
Director in accordance with Article 65 of the
Company's Articles of Association, who will retire at
the AGM in 2010
PROPOSAL #5.K: Elect Ms. John Varley as a Director in ISSUER YES FOR FOR
accordance with Article 65 of the Company's Articles
of Association, who will retire at the AGM in 2010
PROPOSAL #5.L: Elect Mr. Marcus Wallenberg as a ISSUER YES FOR FOR
Director in accordance with Article 65 of the
Company's Articles of Association, who will retire at
the AGM in 2010
PROPOSAL #6.: Approve the Directors' remuneration ISSUER YES FOR FOR
report for the YE 31 DEC 2008
PROPOSAL #7.: Authorize the Company and make ISSUER YES FOR FOR
donations to Political Parties to make donations to
Political Organizations other than political parties;
and incur political expenditure during the period
commencing on the date of this resolution and ending
on the date the of the Company's AGM, provided that
in each case any such donation and expenditure made
by the Company or by any such subsidiary shall not
exceed USD 250,000 per Company and together with
those made by any subsidiary and the Company shall
not exceed in aggregate USD 250,000, as specified
PROPOSAL #8.: Authorize the Director to allot new ISSUER YES FOR FOR
shares by Article 7.1 of the Company's Article of
Association renewed by the period commencing on the
date of the AGM of the Company in 2010 or, if earlier
, on 30 JUN 2010, and such period the Section 80
amount shall be USD 120,636,176
PROPOSAL #S.9: To Authorise the directors to disapply ISSUER YES FOR FOR
pre-emption rights.
PROPOSAL #S.10: Authorize the Company for the purpose ISSUER YES FOR FOR
of Section 166 of the Companies Act 1985, to make
market purchases [Section 163 of the Companies Act
1985] of ordinary shares of USD 0.25 each in the
capital of the Company provided that: the maximum
number of shares which may be purchased is
144,763,412 the minimum price [exclusive of expenses]
which may be paid for share is USD 0.25 the maximum
price which may be paid for a share is an amount
equal to 105% of the average of the middle market
values of the Company's ordinary shares as derived
from the daily official list of the London Stock
Exchange for the 5 business days immediately
preceding the day on which such share is contracted
to be purchased [authority expires the earlier of the
conclusion of the AGM of the Company in 2010 or 30
JUN 2010]; except in relation to the purchase of
shares the contract for which was concluded before
the expiry of such authority and which might be
executed wholly or partly after such expiry
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: AUSTRALIA & NEW ZEALAND BANKING GROUP LTD, MELBOUR
TICKER: N/A CUSIP: Q09504137
MEETING DATE: 12/18/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the annual report, financial ISSUER NO N/A N/A
report and the reports of the Directors and the
Auditor for the YE 30 SEP 2008
PROPOSAL #2.: Approve, purposes of ASX Listing Rules ISSUER YES FOR FOR
7.1 and 7.4, the issue or intended issue of the
securities by the Company, as specified
PROPOSAL #3.: Adopt the remuneration report for the ISSUER YES FOR FOR
YE 30 SEP 2008
PROPOSAL #4.: Grant 700,000 options to Mr. Michael ISSUER YES FOR FOR
Smith, the Managing Director and the Chief Executive
Officer of the Company, on the terms as specified
PROPOSAL #5.: Approve to increase the maximum annual ISSUER YES FOR FOR
aggregate amount of the remuneration [within the
meaning of the Company's Constitution] that Non-
Executive Directors are entitled to be paid for their
services as Directors out of the funds of the
Company under rule 10.2(a) of the Constitution by AUD
500,000 and fixed at AUD 3,500,000
PROPOSAL #6.a: Elect Mr. R.J. Reeves as a Director ISSUER YES AGAINST
PROPOSAL #6.b: Elect Mr. P.A.F. Hay as a Director, ISSUER YES FOR FOR
who retires in accordance with the Company's
PROPOSAL #6.c: Re-elect Mr. C.B. Goode as a Director, ISSUER YES FOR FOR
who retires in accordance with the Company's
Constitution
PROPOSAL #6.d: Elect Ms. A.M. Watkins as a Director, ISSUER YES FOR FOR
who retires in accordance with the Company's
Constitution
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: AVIVA PLC, LONDON
TICKER: N/A CUSIP: G0683Q109
MEETING DATE: 4/29/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the annual report and the ISSUER YES FOR FOR
accounts
PROPOSAL #2.: Declare a final dividend ISSUER YES FOR FOR
PROPOSAL #3.: Elect Mr. Mark Hodges ISSUER YES FOR FOR
PROPOSAL #4.: Elect Ms. Euleen Goh ISSUER YES FOR FOR
PROPOSAL #5.: Re-elect Ms. Mary Francis ISSUER YES FOR FOR
PROPOSAL #6.: Re-elect Ms. Carole Piwnica ISSUER YES FOR FOR
PROPOSAL #7.: Re-elect Mr. Russell Walls ISSUER YES FOR FOR
PROPOSAL #8.: Re-elect Mr. Richard Karl Goeltz ISSUER YES FOR FOR
PROPOSAL #9.: Re-appoint Ernst and Young LLP ISSUER YES FOR FOR
PROPOSAL #10.: Authorize the Directors to determine ISSUER YES FOR FOR
the Auditors remuneration
PROPOSAL #11.: Approve to increase the authorized ISSUER YES FOR FOR
share capital of the Company
PROPOSAL #12.: Authorize the Directors to allot ISSUER YES FOR FOR
relevant securities subject to the restrictions set
out in the resolution
PROPOSAL #S.13: Approve the renewal of the authority ISSUER YES FOR FOR
to make non pre emptive share allotments
PROPOSAL #14.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #S.15: Approve to call the general meetings ISSUER YES FOR FOR
other than AGM on not less than 14 clear days notice
PROPOSAL #16.: Authorize the Company and any ISSUER YES FOR FOR
subsidiary Company in the group to make political
donations
PROPOSAL #17.: Authorize the Company to introduce a ISSUER YES FOR FOR
Scrip Dividend Scheme
PROPOSAL #S.18: Grant authority for the purchase of ISSUER YES FOR FOR
the Company's ordinary shares up to a specified amount
PROPOSAL #S.19: Grant authority for the purchase of ISSUER YES FOR FOR
the Company's 8.34% preference shares up to a
specified amount
PROPOSAL #S.20: Grant authority for the purchase of ISSUER YES FOR FOR
the Company's 8.38% preference shares up to a
specified amount
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: AXA SA, PARIS
TICKER: N/A CUSIP: F06106102
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.2: Approve to accept the consolidated ISSUER YES FOR FOR
financial statements and statutory reports
PROPOSAL #O.3: Approve the allocation of income and ISSUER YES FOR FOR
dividends of EUR 0.40 per share
PROPOSAL #O.4: Approve the Auditors' special report ISSUER YES FOR FOR
regarding related-party transactions
PROPOSAL #O.5: Re-elect Mr. Jacques de Chateauvieux ISSUER YES FOR FOR
as the Supervisory Board Member
PROPOSAL #O.6: Re-elect Mr. Anthony Hamilton as a ISSUER YES FOR FOR
Supervisory Board Member
PROPOSAL #O.7: Re-elect Mr. Michel Pebereau as a ISSUER YES AGAINST AGAINST
Supervisory Board Member
PROPOSAL #O.8: Re-elect Mr. Dominique Reiniche as a ISSUER YES FOR FOR
Supervisory Board Member
PROPOSAL #O.9: Elect Mr. Ramon de Oliveira as a ISSUER YES FOR FOR
Supervisory Board Member
PROPOSAL #O.10: Grant authority to the repurchase of ISSUER YES AGAINST AGAINST
up to 10 % of issued share capital
PROPOSAL #E.11: Grant authority to the capitalization ISSUER YES FOR FOR
of reserves of up to EUR 1 billion for bonus issue
or increase in par value
PROPOSAL #E.12: Grant authority to the issuance of ISSUER YES FOR FOR
equity or equity-linked securities with preemptive
rights up to aggregate nominal amount of EUR 2 billion
PROPOSAL #E.13: Grant authority to the issuance of ISSUER YES FOR FOR
equity or equity- linked securities without
preemptive rights up to aggregate nominal amount of
PROPOSAL #E.14: Authorize the Board to set issue ISSUER YES FOR FOR
price for 10 % of issued capital pursuant to issue
authority without preemptive rights
PROPOSAL #E.15: Authorize the Board to increase ISSUER YES FOR FOR
capital in the event of additional demand related to
delegation submitted to shareholder vote items 12 to
14 and 16 to 18
PROPOSAL #E.16: Grant authority to the capital ISSUER YES FOR FOR
increase of up to EUR 1 billion for future exchange
offers
PROPOSAL #E.17: Grant authority to the capital ISSUER YES FOR FOR
increase of up to 10 % of issued capital for future
acquisitions
PROPOSAL #E.18: Grant authority to the issuance of ISSUER YES FOR FOR
equity upon conversion of a subsidiary's equity-
linked securities for up to EUR 1 billion
PROPOSAL #E.19: Approve the issuance of securities ISSUER YES FOR FOR
convertible into debt
PROPOSAL #E.20: Approve the Employee Stock Purchase ISSUER YES FOR FOR
Plan
PROPOSAL #E.21: Approve the Stock Purchase Plan ISSUER YES FOR FOR
reserved for employees of international subsidiaries
PROPOSAL #E.22: Approve the reduction in share ISSUER YES FOR FOR
capital via cancellation of repurchased shares
PROPOSAL #E.23: Grant authority to the issuance of ISSUER YES AGAINST AGAINST
preferred stock in favor of Axa Assurances IARD
Mutuelle and Axa Assurances Vie Mutuelle for up to
aggregate nominal amount of EUR 1 billion
PROPOSAL #E.24: Grant authority to the issuance of ISSUER YES FOR FOR
preferred stock with preemptive rights for up to
aggregate nominal amount of EUR 1 billion
PROPOSAL #E.25: Grant authority to the issuance of ISSUER YES AGAINST AGAINST
preferred stock without preemptive rights for up to
aggregate nominal amount of EUR 1 billion
PROPOSAL #E.26: Adopt the new Articles of ISSUER YES FOR FOR
Association, pursuant to items 23 through 25
PROPOSAL #E.27: Grant authority to the filing of ISSUER YES FOR FOR
required documents/other formalities
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BAE SYS PLC
TICKER: N/A CUSIP: G06940103
MEETING DATE: 5/6/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to receipt the report and the ISSUER YES FOR FOR
accounts
PROPOSAL #2.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #3.: Approve the payment of the final ISSUER YES FOR FOR
dividend
PROPOSAL #4.: Re-elect Mr. Philip Carroll as a ISSUER YES FOR FOR
Director
PROPOSAL #5.: Re-elect Mr. Ian King as a Director ISSUER YES FOR FOR
PROPOSAL #6.: Re-elect Mr. Roberto Quarta as a ISSUER YES FOR FOR
Director
PROPOSAL #7.: Re-elect Mr. George Rose as a Director ISSUER YES FOR FOR
PROPOSAL #8.: Elect Mr. Carl Symon as a Director ISSUER YES FOR FOR
PROPOSAL #9.: Re-appoint KPMG Audt plc as the Auditor ISSUER YES FOR FOR
of the Company
PROPOSAL #10.: Authorize the Audit committee to fix ISSUER YES FOR FOR
remuneration of Auditors
PROPOSAL #11.: Authorize the Company and its ISSUER YES FOR FOR
Subsidiaries to make EU political donations to
political parties and/ or Independent Election
Candidates, to Political Organizations other than
Political Parties and to Incur EU Political
expenditure up to GBP 100,000
PROPOSAL #12.: Approve to increase the authorized ISSUER YES FOR FOR
share capital from GBP 188,750,001 to GBP 218,750,001
PROPOSAL #13.: Grant authority to issue of equity or ISSUER YES FOR FOR
equity-linked Securities with pre-emptive rights
Under a general authority up to aggregate nominal
Amount of GBP 29,396,313 and an Additional Amount
Pursuant to rights issue of up to GBP 29,396,313
PROPOSAL #s.14: Approve, subject to the Passing of ISSUER YES FOR FOR
Resolution 13, grant authority to Issue of equity or
equity-linked securities without Pre-emptive Rights
up to aggregate nominal amount of GBP 4,409,888
PROPOSAL #s.15: Grant authority of 352,791,045 ISSUER YES FOR FOR
ordinary shares for Market Purchase
PROPOSAL #s.16: Amend the Articles of Association by ISSUER YES FOR FOR
Deleting all the Provisions of the Company's
Memorandum of Association which, by virtue of Section
28 of the Companies Act of 2006, are to be treated
as provisions of the Company's Articles of Association
PROPOSAL #s.17: Approve the general meeting other ISSUER YES FOR FOR
than an AGM may be called on not less than 14 clear
days notice
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANCO DO BRASIL SA BB BRASIL
TICKER: N/A CUSIP: P11427112
MEETING DATE: 9/30/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the protocol and justification ISSUER YES FOR FOR
of the merger of Banco Do Estado De Santa Catarina
S.A. Besc and of Besc S.A. Credito Imobiliario Bescri
by Banco Do Brasil S.A
PROPOSAL #2.1: Approve and ratify the appointment of ISSUER YES FOR FOR
KPMG Auditors Independentes, with corporate taxpayer
ID CNPJ MF Number 57.755.217000129, as being
responsible for the preparation of the valuation
reports of Besc and of Bescri at their respective
book worth values
PROPOSAL #2.2: Approve and ratify the appointment of ISSUER YES FOR FOR
Bdo Trevisan Auditors Independentes, with corporate
taxpayer ID CNPJ MF Number 52.803.244000106, as being
responsible for the preparation of the valuation
reports of the net worth of Besc and of Bescri using
the discounted cash flow method
PROPOSAL #2.3: Approve and ratify the appointment of ISSUER YES FOR FOR
pricewaterhousecoopers International Services Ltda.,
with corporate taxpayer ID CNPJ MF Number
47.205.646000179, and pricewaterhousecoopers
Corporate Finance and Recovery Ltda., with corporate
taxpayer ID CNPJ MF Number 05.487.514000137, as being
responsible for the preparation of the valuation
report on Banco Do Brasil S.A., using the quotation
price of the shares on the securities market and
using the discounted cash flow method
PROPOSAL #3: Approve the valuation reports mentioned ISSUER YES FOR FOR
in item 2
PROPOSAL #4.: Approve and declare effective the ISSUER YES FOR FOR
merger of Besc and Bescri by Banco Do Brasil S.A.
under the terms of the protocol and justification of
the merger, as well as to authorize the
administration of Banco Do Brasil to perform all acts
that are complementary to the mentioned merger
PROPOSAL #5.: Grant authority to increase the capital ISSUER YES FOR FOR
of Banco Do Brasil as a result of the mergers
mentioned above, through the transfer of the net
assets of the merged Companies to the merging
Company, under the terms of the protocol and
justification of the merger
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANCO DO BRASIL SA BB BRASIL
TICKER: N/A CUSIP: P11427112
MEETING DATE: 11/28/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the protocol and justification ISSUER YES FOR FOR
of the merger of Banco Do Estado Do Piaui S.A. BEP,
into Banco Do Brasil S.A
PROPOSAL #2.1: Approve and ratify the appointment of ISSUER YES FOR FOR
Deloitte Touche Tohmatsu Consultores Ltda, with
corporate taxpayer ID CNPJ MF Number
02.189.924000103, as being responsible for the
preparation of the valuation report of BEP using the
discounted cash flow method
PROPOSAL #2.2: Approve and ratify the appointment of ISSUER YES FOR FOR
Global Auditors Independents, with corporate taxpayer
ID/CNPJMF Number 03.423.123000395, as being
responsible for the book equity valuation report of
BEP, for the purpose of equity transfer from BEP to BB
PROPOSAL #2.3: Approve and ratify the appointment of ISSUER YES FOR FOR
Pricewaterhousecoopers Auditors Independents, with
corporate taxpayer ID/CNPJMF Number 61.562.112001526,
and of pricewaterhousecoopers Corporate Finance and
Recovery Ltda., with corporate taxpayer ID CNPJMF
Number 5.487.514000137, as being responsible for the
preparation of the valuation report on Banco Do
Brasil S.A., at the quoted price of the shares on the
stock market and using the discounted cash flow
PROPOSAL #3.: Approve the valuation reports mentioned ISSUER YES FOR FOR
in item 2
PROPOSAL #4.: Approve and declare effective the ISSUER YES FOR FOR
merger of BEP into Banco Do Brasil S.A. in accordance
with the terms of the protocol and justification of
the merger, as well as to authorize the
administration of Banco Do Brasil to do all the acts
that are complementary to the mentioned merger
PROPOSAL #5.: Grant authority to increase the capital ISSUER YES FOR FOR
of Banco Do Brasil as a function of the merger
referred to above, through the transfer of the net
worth of the Company being merged to the Company
carrying out the merger, in accordance with the terms
of the protocol and justification of the merger
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANCO DO BRASIL SA BB BRASIL
TICKER: N/A CUSIP: P11427112
MEETING DATE: 12/23/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the acquisition by Banco Do ISSUER YES FOR FOR
Brasil S.A., of a Corporate shareholder interest
equivalent to 76,262,912 million common shares in
Banco Nossa Caixa S.A., corresponding to 71.25% of
the total share capital and of the voting capital in
the same proportion
PROPOSAL #2.: Ratify the Memorandum of understanding, ISSUER YES FOR FOR
accompanied by the valuation report on Banco Nossa
Caixa S.A., under the terms of Article 256/1 of Law
Number 6404/76 of 15 DEC 1976
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANCO DO BRASIL SA BB BRASIL, BRASILIA
TICKER: N/A CUSIP: P11427112
MEETING DATE: 3/31/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to increase the share capital ISSUER YES FOR FOR
of Banco Do Brasil S.A as a result of the corporate
mergers of Banco Do Estado De Santa Catarina S.A BESC
and BESC S.A Credito Imobiliario 'BESCRI'
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANCO DO BRASIL SA BB BRASIL, BRASILIA
TICKER: N/A CUSIP: P11427112
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to decide concerning the ISSUER YES FOR FOR
capitalization of the balance recorded in the
expansion reserves and the issuance of new shares
PROPOSAL #2.: Amend the Article 7 of the Corporate ISSUER YES FOR FOR
Bylaws
PROPOSAL #3.: Amend the Corporate Bylaws ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANCO DO BRASIL SA BB BRASIL, BRASILIA
TICKER: N/A CUSIP: P11427112
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #I.: Approve the Board of Directors ISSUER YES FOR FOR
financial statements, External Auditors and of the
Finance Committee and documents opinion report
relating to FYE 31 DEC 2008
PROPOSAL #II.: Approve to deliberate on the ISSUER YES FOR FOR
destination of the net income from the 2008 exercise
and the dividends distribution
PROPOSAL #III.: Elect the Members of the Board of ISSUER YES AGAINST AGAINST
Auditors
PROPOSAL #IV.: Approve to fix the remuneration of the ISSUER YES FOR FOR
Board of Auditors
PROPOSAL #V.: Elect the Members of the Board of ISSUER YES AGAINST AGAINST
Directors
PROPOSAL #VI.: Approve to set the overall annual ISSUER YES FOR FOR
account of the remuneration of the Members of the
Management bodies
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ISSUER: BANCO SANTANDER SA, SANTANDER
TICKER: N/A CUSIP: E19790109
MEETING DATE: 9/22/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve, to increase the capital in the ISSUER YES FOR FOR
nominal amount of EUR 71,688,495 by means of the
issuance of 143,376,990 new ordinary shares having a
par value of one-half EUR [0.5] each and an issuance
premium to be determined by the Board of Directors
or, by delegation, the Executive Committee, in
accordance with the provisions of Section 159.1.c] in
fine of the Companies Law [Lay De Sociedades
Anonimas] no later than on the date of implementation
of the resolution, for an amount that in all events
shall be between a minimum of 8 EUR and a maximum of
EUR 11.23 per share; the new shares shall be fully
subscribed and paid up by means of in kind
contributions consisting of ordinary shares of the
British Company Alliance & Leicester plc; total
elimination of the pre-emptive rights held by the
shareholders and holders of convertible bonds and
express provision for the possibility of an
incomplete subscription, option, under the provisions
of Chapter VIII of Title VII and the second
additional provision of the restated text of the
Corporate Income Tax Law [Ley del Impuesto sobre
Sociedadees] approved by Royal Legislative Decree
4/2004, for the special rules therein provided with
respect to the capital increase by means of the in
kind contribution of all the ordinary shares of
Alliance & Leicester plc, and authorize the Board of
Directors to delegate in turn to the Executive
Committee, in order to set the terms of the increase
as to all matters not provided for by the
shareholders at this general meeting, perform the
acts needed for the execution thereof, re-draft the
text of sub-sections 1 and 2 of Article 5 of the By-
Laws to reflect the new amount of share capital,
execute whatsoever public or private documents are
necessary to carry out the increase and, with respect
to the in kind contribution of the shares of
Alliance & Leicester plc, exercise the option for the
special tax rules provided for under Chapter VIII of
Title VII and the second Additional provision of the
restated text of the Corporate Income Tax Law
approved by Royal Legislative Decree 4/2004,
application to the applicable domestic and foreign
agencies to admit the new shares to trading on the
Madrid, Barcelona, Bilbao, and Valencia stock
exchanges through the stock exchange interconnection
system [Continuous Market] and the foreign stock
exchanges on which the shares of Banco Santander are
listed [London, Milan, Lisbon, Buenos Aires, Mexico,
PROPOSAL #2.: Grant authority to deliver 100 shares ISSUER YES FOR FOR
of the Bank to each employee of the Alliance &
Leicester plc Group, as a special bonus within the
framework of the acquisition of Alliance & Leicester
plc, once such acquisition has been completed
PROPOSAL #3.: Authorize the Board of Directors to ISSUER YES FOR FOR
interpret, rectify, supplement, execute and further
develop the resolutions adopted by the shareholders
at the general meeting, as well as to delegate the
powers it receives from the shareholders acting at
the general meeting, and grant powers to convert such
resolutions into notarial instruments
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ISSUER: BANCO SANTANDER SA, SANTANDER
TICKER: N/A CUSIP: E19790109
MEETING DATE: 1/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the capital increase in the ISSUER YES FOR FOR
nominal amount of EUR 88,703,857.50 by means of the
issuance of 177,407,715 new ordinary shares having a
par value of one-half EUR [0.5] each and an issuance
premium to be determined by the Board of Directors
or, by delegation, the Executive Committee, in
accordance with the provisions of Section 159.1.c in
fine of the Companies Law, no later than on the date
of implementation of the resolution, for an amount
that in all events shall be between a minimum of EUR
7.56 and a maximum of EUR 8.25 per share, the new
shares shall be fully subscribed and paid up by means
of in kind contributions consisting of ordinary
shares of the Sovereign Bancorp Inc., total
elimination of the pre-emptive rights held by the
shareholders and holders of convertible bonds and
express provision for the possibility of an
PROPOSAL #2.: Grant authority for the delivery of 100 ISSUER YES FOR FOR
shares of the Bank to each employee of the Abbey
National Plc Group
PROPOSAL #3.: Authorize the Board of Directors to ISSUER YES FOR FOR
interpret, rectify, supplement, execute and further
develop the resolutions adopted by the shareholders
at the General Meeting, as well as to delegate the
powers it receives from the shareholders acting at
the General Meeting, and grant powers to convert such
resolutions into notarial instruments
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ISSUER: BANCO SANTANDER SA, SANTANDER
TICKER: N/A CUSIP: E19790109
MEETING DATE: 6/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the annual accounts, the ISSUER YES FOR FOR
Management report and the Board Management of
Santander and consolidated group
PROPOSAL #2.: Approve the application of the 2008 ISSUER YES FOR FOR
result
PROPOSAL #3.1: Re-elect Mr. Matias Rodriguez as a ISSUER YES FOR FOR
Board Member
PROPOSAL #3.2: Re-elect Mr. Manuel Sotoserrano as a ISSUER YES FOR FOR
Board Member
PROPOSAL #3.3: Re-elect Mr. Guillermo De Ladehesa ISSUER YES FOR FOR
Romero as a Board Member
PROPOSAL #3.4: Re-elect Mr. Abel Matutes Juan as a ISSUER YES FOR FOR
Board Member
PROPOSAL #4.: Re-elect the Auditors ISSUER YES FOR FOR
PROPOSAL #5.: Grant authority for the acquisition of ISSUER YES FOR FOR
own shares
PROPOSAL #6.: Authorize the Board to increase the ISSUER YES FOR FOR
share capital
PROPOSAL #7.: Authorize the Board to increase the ISSUER YES FOR FOR
share capital in the next 3 years 1 or more time sup
to a maximum of 2,038,901,430.50 Euros
PROPOSAL #8.: Authorize the Board to increase the ISSUER YES FOR FOR
share capital through the issue of new shares with 0,
5 E nominal value charged to reserves and without
premium, delegation of powers to issue these shares
and to publish this agreement and listing of these
shares in the corresponding stock Exchanges Markets
PROPOSAL #9.: Authorize the Board to issue bonds, ISSUER YES FOR FOR
promissory notes and other fixed income securities
excluding the preferent subscription right
PROPOSAL #10.1: Approve the incentive plan to long ISSUER YES FOR FOR
term for the Banco Santander Employees
PROPOSAL #10.2: Approve the Incentive Plan for the ISSUER YES FOR FOR
Abbey Employees
PROPOSAL #10.3: Grant authority to deliver 100 shares ISSUER YES FOR FOR
to each Employee of Sovereign
PROPOSAL #11.: Approve to delegate the powers to the ISSUER YES FOR FOR
Board
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ISSUER: BANK HAPOALIM B M
TICKER: N/A CUSIP: M1586M115
MEETING DATE: 8/6/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the update of the annual ISSUER YES AGAINST AGAINST
remuneration and meeting attendance fees of all of
the Directors in office from time to time [with the
exception of Directors who are owners of means
controller or their relatives] as follows: annual
remuneration in accordance with the Companies
Regulations from time to time in force in such manner
that each Director will receive the maximum amount
permitted by law in accordance with the grading of
the Company and expertise of the Director; meeting
attendance fees in accordance with regulations as
aforesaid, 60% of such fee in the event of a meeting
held by means of communications and 50% for a
decision adopted without actual meeting
PROPOSAL #2.: Approve to increase of registered share ISSUER YES FOR FOR
capital by the creation of 2 billion additional
ordinary shares of NIS 1 par value in such manner
that, following the increase, the authorized share
capital will comprise of 4 billion ordinary NIS 1
shares
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ISSUER: BARCLAYS PLC
TICKER: N/A CUSIP: G08036124
MEETING DATE: 11/24/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve an increase in the authorized ISSUER YES AGAINST AGAINST
ordinary share capital of the Company
PROPOSAL #2.: Authorize the Directors to allot ISSUER YES AGAINST AGAINST
securities
PROPOSAL #3.: Authorize the Directors to allot equity ISSUER YES AGAINST AGAINST
securities for cash for other than on a pro-rata
basis to shareholders and to sell treasury shares
PROPOSAL #4.: Authorize the Directors to allot ISSUER YES AGAINST AGAINST
ordinary shares at a discount
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ISSUER: BARCLAYS PLC, LONDON
TICKER: N/A CUSIP: G08036124
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the reports of the Directors ISSUER YES FOR FOR
and Auditors and the audited accounts of the Company
for the YE 31 DEC 2008
PROPOSAL #2.: Approve the Directors' remuneration ISSUER YES FOR FOR
report for the YE 31 DEC 2008
PROPOSAL #3.: Re-elect Mr. Simon Fraser as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #4.: Re-elect Mr. Marcus Aglus as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #5.: Re-elect Mr. David Booth as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #6.: Re-elect Sir Richard Broadbent as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #7.: Re-elect Mr. Richard Leigh Clifford, ISSUER YES FOR FOR
A.O. as a Director of the Company
PROPOSAL #8.: Re-elect Mr. Fulvio Conti as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #9.: Re-elect Mr. Robert E Diamond Jr. as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #10.: Re-elect Sir Andrew Liklerman as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #11.: Re-elect Mr. Christopher Lucas as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #12.: Re-elect Sir Michael Rake as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #13.: Re-elect Mr. Stephen Russell as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #14.: Re-elect Mr. Frederik Seegers as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #15.: Re-elect Sir John Sunderland as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #16.: Re-elect Mr. John Varley as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #17.: Re-elect Mr. Patience Wheatcroft as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #18.: Re-appoint PricewaterhouseCoopers LLP, ISSUER YES FOR FOR
Chartered accountants and registered Auditors as the
Auditors of the Company to hold office from the
conclusion of this meeting until the conclusion of
the next AGM at which accounts are laid before the
PROPOSAL #19.: Authorize the Directors to set the ISSUER YES FOR FOR
remuneration of the Auditors
PROPOSAL #20.: Authorize the Company, for the purpose ISSUER YES AGAINST AGAINST
of Section 365 of the Companies Act 2006 [ the 2006
Act]] the Company and any company which at any time
during the period for which this resolution has
effect, is a subsidiary of the Company be and are
hereby; a) make political donation to political
organizations not exceeding GBP 25,000 in total; and
b) incur political expenditure not exceeding GBP
100,000 in total, in each case during the period
commencing on the date of this [Authority expires the
earlier of the conclusion of the next AGM of the
Company to be held in 2010 or 30 JUN 2010], whichever
is the earlier, provided that the maximum amounts
referred to in a) and b) may consist of sums in any
currency converted into sterling the purposes of this
resolution, the terms 'political donations'
'political organizations' and 'political expenditure'
shall have the meanings given to them in Sections
363 to 365 of the 2006 Act
PROPOSAL #21.: Approve to increase the authorized ISSUER YES FOR FOR
ordinary share capital of the Company from GBP
3,499,000,000 to GBP 5,249,000,000 by the creation of
7,000,000,000 new ordinary shares of 25 pence each
in the Company; this resolution is the creation of
new ordinary shares of the Company; this number of
new ordinary shares represents an increase of
approximately 50% of the existing authorized ordinary
share capital of the Company; the purpose of the
increase in authorized ordinary share capital is
primarily to allow the Company to retain sufficient
authorized, but unissued, ordinary share capital for
general purposes, particularly in view of the
authority sought under Resolution 22 to allot an
amount approximately equal to two-thirds of the
Company's issued share capital in conformity with the
revised Association of British Insurers [ABI]
guidelines, also bearing in mind the ordinary shares
already committed to be issued as part of the capital
raising
PROPOSAL #22.: Authorize the Directors Company, in ISSUER YES FOR FOR
substitution to allot: a] relevant securities [as
specified in the Companies Act 1985] upon to an
aggregate nominal amount of GBP 738,016,774, USD
77,500,000, GBP 40,000,000 and YEN 4,000,000,000; and
b] relevant securities comprising equity securities
[as specified in the Companies Act 1985] up to an
aggregate nominal amount of GBP 1,396,033,549 [such
amounts to be reduced by the aggregate amount of
relevant securities issued under above paragraph
[a]of this resolution 22 in connection with an offer
by way of a rights issue]: i] to ordinary
shareholders in proportion [as nearly as may be
practicable to their existing holdings; and ii] to
holders of others equity securities as required by
the rights of those securities or subject to such
rights as the Directors otherwise consider necessary;
and so that the Directors may impose any limits or
restrictions and make any arrangements which they
consider necessary or appropriate to deal with
treasury shares, fractional entitlements, record
dates, legal regulatory or practical problems in, or
under the laws of, any territory or any other matter;
[Authority expires earlier at the conclusion of next
AGM of the Company or 30 JUN 2010]; and the
Directors may allot equity securities after the
expiry of this authority in pursuance of such an
offer or agreement made prior to such expiry
PROPOSAL #S.23: Authorize the Directors, in ISSUER YES FOR FOR
substitution and subject to passing of Resolution 22
to allot equity securities [as specified in the
Companies Act 1985] for cash pursuant to the
authority granted by Resolution 22 and/or where the
allotment constitutes an allotment of equity
securities by virtue of Section 94(3A) of the
Companies Act 1985, in each case free of the
restriction in Section 89(1) of the Companies Act
1985, such power to be limited: a] to the allotment
of equity securities in connection with an offer of
equity securities [but in the case of an allotment
pursuant of the authority granted by paragraph b] of
Resolution 22, such power shall be limited to the
allotment equity securities in connection with an
offer by way of a rights issue and]: i] to ordinary
shareholders in proportion [as nearly as may be
practicable to their existing holdings; and ii] to
holders of other equity securities, as required by
the rights of those securities or, subject to such
rights, as the Directors otherwise consider necessary
and so that the Directors may impose any limits or
restrictions and make any arrangements which they
consider necessary or appropriate to deal with
treasury shares, fractional entitlements, record
dates, legal regulatory or practical problems in, or
under the laws of, any territory or any other matter;
and b] to the allotment of equity securities
pursuant to the authority granted by paragraph a] of
Resolution 22 and/or an allotment which constitutes
an allotment of equity securities by virtue of
Section 94(3A) of the Companies Act 1985 [in each
case otherwise than the circumstances set out in
paragraph a] of this resolution 23] up to a nominal
amount of GBP 104,702,516 calculated, in the case of
equity securities which are rights to subscribe for,
or to convert securities into, relevant shares [as
specified in the Companies Act 1985] by reference to
the aggregate nominal amount of relevant shares which
may be allotted pursuant to such rights, [Authority
expires at the conclusion of next AGM of the Company
or 30 JUN 2010] ; and the Directors may allot equity
securities after the expiry of this authority in
pursuance of such an offer or agreement made prior to
PROPOSAL #S.24: Authorize the Company, for the ISSUER YES FOR FOR
purpose of generally and unconditionally to make
market purchases [Section 163(3) of the Companies Act
1985] of up to 837,620,130 ordinary shares of 25p
each in the capital of the Company, at a minimum
price of 25p and not more than 105% above the average
market value for such shares derived from the London
Stock Exchange Daily Official List, over the
previous 5 business days; and that stipulated by
Article 5[1] of the buy-back and stabilization
regulation [EC 2273/2003]; and [Authority expires the
earlier of the conclusion of the next AGM of the
Company or 30 JUN 2010]; the Company, before the
expiry, may make a contract to purchase ordinary
shares which will or may be executed wholly or partly
PROPOSAL #S.25: Authorize the Directors to call ISSUER YES FOR FOR
general meetings [other than an AGM] on not less than
14 clear days' notice [Authority expires at the
earlier of the conclusion of the next AGM of the
Company to be held in 2010 or 30 JUN 2010]
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ISSUER: BARRICK GOLD CORP
TICKER: N/A CUSIP: 067901108
MEETING DATE: 4/29/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. H. L. Beck as a Director ISSUER YES FOR FOR
PROPOSAL #1.2: Elect Mr. C. W. D. Birchall as a ISSUER YES FOR FOR
Director
PROPOSAL #1.3: Elect Mr. D. J. Carty as a Director ISSUER YES ABSTAIN AGAINST
PROPOSAL #1.4: Elect Mr. G. Cisneros as a Director ISSUER YES FOR FOR
PROPOSAL #1.5: Elect Mr. M. A. Cohen as a Director ISSUER YES ABSTAIN AGAINST
PROPOSAL #1.6: Elect Mr. P. A. Crossgrove as a ISSUER YES FOR FOR
Director
PROPOSAL #1.7: Elect Mr. R. M. Franklin as a Director ISSUER YES FOR FOR
PROPOSAL #1.8: Elect Mr. P. C. Godsoe as a Director ISSUER YES ABSTAIN AGAINST
PROPOSAL #1.9: Elect Mr. J. B. Harvey as a Director ISSUER YES ABSTAIN AGAINST
PROPOSAL #1.10: Elect Mr. B. Mulroney as a Director ISSUER YES FOR FOR
PROPOSAL #1.11: Elect Mr. A. Munk as a Director ISSUER YES FOR FOR
PROPOSAL #1.12: Elect Mr. P. Munk as a Director ISSUER YES FOR FOR
PROPOSAL #1.13: Elect Mr. A. W. Regent as a Director ISSUER YES FOR FOR
PROPOSAL #1.14: Elect Mr. S. J. Shapiro as a Director ISSUER YES ABSTAIN AGAINST
PROPOSAL #1.15: Elect Mr. G. C. Wilkins as a Director ISSUER YES FOR FOR
PROPOSAL #2.: Appoint PricewaterhouseCoopers LLP as ISSUER YES FOR FOR
the Auditors of Barrick and authorize the Directors
to fix their remuneration
PROPOSAL #3.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: approve the shareholder proposal as
specified in Schedule B to the accompanying
Management proxy circular
PROPOSAL #4.: Any other business ISSUER NO N/A N/A
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ISSUER: BASF SE
TICKER: N/A CUSIP: D06216101
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the Financial ISSUER NO N/A N/A
Statements of BASF SE and the BASF Group for the
financial year 2008; presentation of Management's
Analyses of BASF SE and the BASF Group for the
financial year 2008 including the explanatory reports
on the data according to Section 289 (4) and Section
315 (4) of the German Commercial Code; presentation
of the Report of the Supervisory Board
PROPOSAL #2.: Adoption of a resolution on the ISSUER YES FOR FOR
appropriation of profit
PROPOSAL #3.: Adoption of a resolution giving formal ISSUER YES FOR FOR
approval to the actions of the members of the
Supervisory Board
PROPOSAL #4.: Adoption of a resolution giving formal ISSUER YES FOR FOR
approval to the actions of the members of the Board
of Executive Directors
PROPOSAL #5.: Election of the auditor for the ISSUER YES FOR FOR
financial year 2009
PROPOSAL #6.1.: Appointment of the members of the ISSUER YES FOR FOR
Supervisory Board: Prof. Dr. Fran ois Diederich,
Zurich/Switzerland
PROPOSAL #6.2.: Appointment of the members of the ISSUER YES FOR FOR
Supervisory Board: Michael Diekmann, Munich
PROPOSAL #6.3.: Appointment of the members of the ISSUER YES FOR FOR
Supervisory Board: Franz Fehrenbach, Stuttgart
PROPOSAL #6.4.: Appointment of the members of the ISSUER YES FOR FOR
Supervisory Board: Stephen K Green, London
PROPOSAL #6.5.: Appointment of the members of the ISSUER YES FOR FOR
Supervisory Board: Max Dietrich Kley, Heidelberg
PROPOSAL #6.6.: Appointment of the members of the ISSUER YES FOR FOR
Supervisory Board: Dr. h. c. Eggert Voscherau,
Wachenheim
PROPOSAL #7.: Adoption of a resolution on the removal ISSUER YES FOR FOR
of existing and the creation of new authorized
capital and amendment of the Statutes
PROPOSAL #8.: Adoption of a resolution on the ISSUER YES FOR FOR
amendment of Article 10, No. 2 and No. 3, of the
Statutes
PROPOSAL #9.: Remuneration of the first Supervisory ISSUER YES FOR FOR
Board of BASF SE
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ISSUER: BAYER AG, LEVERKUSEN
TICKER: N/A CUSIP: D07112119
MEETING DATE: 5/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the group financial
statements and group annual report as well as the
report by the Board of Managing Directors and the
proposal for the appropriation of the distributable
profit resolution on the appropriation of the
distributable profit of EUR 1,070,080,515 as follows:
payment of a dividend of EUR 1.40 per no-par share
the remaining amount shall be carried forward, ex-
dividend and payable date: 13 MAY 2009
PROPOSAL #2.: Ratification of the acts of the Board ISSUER NO N/A N/A
of Managing Directors
PROPOSAL #3.: Ratification of the acts of the ISSUER NO N/A N/A
Supervisory Board
PROPOSAL #4.: Authorization to acquire own shares the ISSUER NO N/A N/A
Company shall be authorized to acquire own shares of
up to 10% of the Company's share capital through the
Stock Exchange or by way of a public repurchase
offer to all shareholders, at prices not deviating
more than 10% from the market price of the shares, on
or before 11 NOV 2010; the shares may be acquired by
the Company's subsidiaries or by third parties on
the Company's own account; the Board of Managing
Directors shall be authorized to dispose of the
shares in a manner other than through the Stock
Exchange or by way of a public offer to all
shareholders, at a price not materially below the
market price of the shares , for up to 10% of the
Company's share capital; the Board of Managing
Directors shall be authorized, with the consent of
the Supervisory Board, to use the shares in
connection with mergers and acquisitions, as Employee
shares for Employees and executives of the Company
and its affiliates, and to retire the shares, in
these cases shareholders subscription rights shall be
PROPOSAL #5.: Resolution on the conversion of bearer ISSUER NO N/A N/A
shares into registered shares, the corresponding
amendments to the Articles of Association and the
adjustment of resolutions adopted by the shareholders
meeting in 2008; the shares of the Bayer AG shall be
converted from bearer into registered shares;
therefore, Section 4(1) ,(2),(3),(5) and (6) and
Section 15 (1) and (2) of the Articles of Association
and the Resolutions under item 5A, 6A and 6B adopted
by the shareholders meetings in 2008 shall be
amended in respect of bearer shares being replaced by
registered shares
PROPOSAL #6.: Approval of the transmission of data by ISSUER NO N/A N/A
electronic means pursuant to Section 30(3) of the
Securities Trade Act and the corresponding amendment
to Section 3 of the Articles of Association
PROPOSAL #7.: Appointment of auditors for the 2009 FY ISSUER NO N/A N/A
and the interim report: PricewaterhouseCoopers AG,
Essen
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ISSUER: BCE INC
TICKER: N/A CUSIP: 05534B760
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect B. K. Allen as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.2: Elect A. Berard as a Director who will ISSUER YES FOR FOR
serve until the end of the next AGM
PROPOSAL #1.3: Elect R. A. Brenneman as a Director ISSUER YES FOR FOR
who will serve until the end of the next AGM
PROPOSAL #1.4: Elect R. E. Brown as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.5: Elect G. A. Cope as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.6: Elect A. S. Fell as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.7: Elect D. Soble Kaufman as a Director ISSUER YES FOR FOR
who will serve until the end of the next AGM
PROPOSAL #1.8: Elect B. M. Levitt as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.9: Elect E. C. Lumley as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.10: Elect T. C. O'Neill as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.11: Elect P. M. Tellier as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.12: Elect P. R. Weiss as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #1.13: Elect V. L. Young as a Director who ISSUER YES FOR FOR
will serve until the end of the next AGM
PROPOSAL #2.: Appoint Deloitte & Touche LLP as the ISSUER YES FOR FOR
Auditors who will serve until the end of the next AGM
PROPOSAL #3.1: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: Approve, that Bell Canada
Enterprises: 1) Reverses its decision to buyback 5%
of its common stock pursuant to its share buyback
program that was announced 12 DEC 2008; 2) Cease and
desist from acquiring any further shares on the open
market pursuant to this program
PROPOSAL #3.2: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: Approve that BCE pay an amount
that is equal in aggregate to the dividends that
would have been paid in JUL 2008 and OCT 2008
PROPOSAL #3.3: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: Approve the missed dividend
payments to shareholders for the periods of 15 JUL
2008 AND 15 OCT 2008, please consider the above
proposal for your 2009 annual meeting
PROPOSAL #3.4: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: Approve the Cut Board Of
Directors, President and Chief Executive Officer, and
top Management Salaries, Bonuses, Stock Option
Benefits, Other Benefits AND Perks by 50% IN 2009 and
2010, and cap them to a maximum of CAD 500,000
Canadian, per person, per year for 2009 and 2010
PROPOSAL #3.5: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: Approve that the Board of
Directors adopt an Independence Policy for
Compensation Committee Members and External
Compensation Advisors like the policy that governs
Audit Committee Members and External Auditors
PROPOSAL #3.6: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: Approve that the Board of
Directors adopt a rule of governance stipulating that
the Executive Compensation Policy be subject to an
advisory vote by shareholders
PROPOSAL #3.7: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: Approve both men and women have
a Broad and diversified wealth of skills and
experience to meet the profile that is sought for a
Corporate Director, and the Board of Directors adopt
a policy stipulating that 50% of new candidates to
the Board be Female until Male-Female parity is
PROPOSAL #3.8: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: Approve that the Board of
Directors adopt a rule of governance limiting the
number of Boards on which a Director can serve to 4
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BELGACOM SA DE DROIT PUBLIC, BRUXELLES
TICKER: N/A CUSIP: B10414116
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report of the Board of ISSUER NO N/A N/A
Directors regarding the annual accounts
PROPOSAL #2.: Receive the Auditors reports regarding ISSUER NO N/A N/A
annual and consolidated accounts
PROPOSAL #3.: Receive the examination of the ISSUER NO N/A N/A
information provided by the Joint Committee
PROPOSAL #4.: Receive the examination of consolidated ISSUER NO N/A N/A
annual accounts
PROPOSAL #5.: Approve the financial statements and ISSUER NO N/A N/A
allocation of income and dividend of EUR 2.18
PROPOSAL #6.: Grant discharge to the Directors ISSUER NO N/A N/A
PROPOSAL #7.: Grant special discharge of Mr. Maurice ISSUER NO N/A N/A
Lippens from Directorship, resigned on 03 OCT 2009
PROPOSAL #8.: Grant discharge to the Board of Auditors ISSUER NO N/A N/A
PROPOSAL #9.: Elect Mr. Jozef Cornu as a Director and ISSUER NO N/A N/A
approve the remuneration
PROPOSAL #10.: Appoint Ernst & Young as the Auditor ISSUER NO N/A N/A
and authorize the Board to fix their remuneration
PROPOSAL #11.: Appoint Mr. Romain Lesage as a Member ISSUER NO N/A N/A
of the College of the Auditors
PROPOSAL #12.: Miscellaneous ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BELGACOM SA DE DROIT PUBLIC, BRUXELLES
TICKER: N/A CUSIP: B10414116
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Board of Directors to ISSUER NO N/A N/A
increase the share capital
PROPOSAL #2.: Approve the capital increase by means ISSUER NO N/A N/A
of contribution in kind
PROPOSAL #3.: Authorize the Board of Directors to ISSUER NO N/A N/A
acquire the Company's own shares
PROPOSAL #4.: Approve the appointment and dismissal ISSUER NO N/A N/A
of the Members of the Management Committee
PROPOSAL #5.: Approve to delete Article 50 of the ISSUER NO N/A N/A
Articles of Association regarding the distribution to
Employees of profits for the 2003 financial year
PROPOSAL #6.: Approve to delete Article 52 of the ISSUER NO N/A N/A
Articles of Association regarding the transitional
mandatory nomination rights
PROPOSAL #7.: Grant powers ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BEZEQ ISRAEL TELECOM LTD
TICKER: N/A CUSIP: M2012Q100
MEETING DATE: 5/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statements and ISSUER YES FOR FOR
Directors report for the year 2008
PROPOSAL #2.: Re-appoint the Accountant Auditors ISSUER YES FOR FOR
until the next AGM and authorize the Board to fix
PROPOSAL #3.1: Re-appoint Mr. Shlomo Rudov as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.2: Re-appoint Mr. Ran Gottfried as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.3: Re-appoint Mr. David Gilboa as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.4: Re-appoint Mr. Michael Garbiner as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.5: Re-appoint Mr. Stephen Garbiner as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.6: Re-appoint Mr. Zahavit Cohen as an ISSUER YES AGAINST AGAINST
Officiating Director
PROPOSAL #3.7: Re-appoint Mr. Rami Numkin Employee ISSUER YES FOR FOR
representative as an Officiating Director
PROPOSAL #3.8: Re-appoint Mr. Arieh Saban as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.9: Re-appoint Mr. Menahem Inbar as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.10: Re-appoint Mr. Yehuda Porat employee ISSUER YES FOR FOR
representative as an Officiating Director
PROPOSAL #3.11: Re-appoint Mr. Adam Chesnoff as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.12: Re-appoint Mr. Kihara Kiari as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.13: Re-appoint Mr. Yoav Rubinstein as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.14: Re-appoint Mr. Alon Shalev as an ISSUER YES FOR FOR
Officiating Director
PROPOSAL #4.: Approve to issue the indemnity ISSUER YES FOR FOR
undertakings to the in house legal counsel and to the
spokesman of the Company in the same form as was
approved by general meeting in JAN 2007 that was
issued to the other officers the indemnity is limited
in the aggregate for all Officers to an amount equal
to 25 of the shareholder's Equity
PROPOSAL #5.: Approve to distribute the shareholders ISSUER YES FOR FOR
of a Dividend in the amount of NIS 792 million,
Record Date 11 MAY Ex Date 12 MAY payment date 24 MAY
PROPOSAL #6.: Approve to grant the Chairman of the ISSUER YES FOR FOR
Board of a bonus in respect of 2008 in the maximum
amount in accordance with his employment agreement,
namely 18 month's Salary NIS 3,244,935
PROPOSAL #7.: Approve the terms of Employment of Mr. ISSUER YES FOR FOR
Yehuda Porat Employee Representative Director as
Director of the safety security division monthly
salary NIS 33,000, 2008 bonus NIS 85,000
PROPOSAL #8.: Approve to issue the 100,000 options to ISSUER YES AGAINST AGAINST
Mr. Porat with an exercise price of NIS 5.9703
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BG GROUP PLC
TICKER: N/A CUSIP: G1245Z108
MEETING DATE: 5/18/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the annual report and the ISSUER YES FOR FOR
accounts
PROPOSAL #2.: Approve the remuneration report ISSUER YES FOR FOR
PROPOSAL #3.: Declare the dividend ISSUER YES FOR FOR
PROPOSAL #4.: Elect Sir David Manning ISSUER YES FOR FOR
PROPOSAL #5.: Elect Mr. Martin Houston ISSUER YES FOR FOR
PROPOSAL #6.: Re-elect Sir. Robert Wilson ISSUER YES FOR FOR
PROPOSAL #7.: Re-elect Mr. Frank Chapman ISSUER YES FOR FOR
PROPOSAL #8.: Re-elect Mr. Ashley Almanza ISSUER YES FOR FOR
PROPOSAL #9.: Re-elect Mr. Jurgen Dormann ISSUER YES FOR FOR
PROPOSAL #10.: Re-appoint the Auditors ISSUER YES FOR FOR
PROPOSAL #11.: Approve the remuneration of the ISSUER YES FOR FOR
Auditors
PROPOSAL #12.: Approve the political donations ISSUER YES FOR FOR
PROPOSAL #13.: Approve to increase the authorized ISSUER YES FOR FOR
share capital
PROPOSAL #14.: Grant authority to allot shares ISSUER YES FOR FOR
PROPOSAL #S.15: Approve the disapplication of the ISSUER YES FOR FOR
pre-emption rights
PROPOSAL #S.16: Grant authority to make market ISSUER YES FOR FOR
purchases of own ordinary shares
PROPOSAL #S.17: Amend the existing Articles of ISSUER YES FOR FOR
Association
PROPOSAL #S.18: Adopt the new Articles of Association ISSUER YES FOR FOR
PROPOSAL #S.19: Approve the notice periods for the ISSUER YES FOR FOR
general meeting
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BHP BILLITON PLC
TICKER: N/A CUSIP: G10877101
MEETING DATE: 10/23/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statements and ISSUER YES FOR FOR
statutory reports for BHP Billiton Plc
PROPOSAL #2.: Approve the financial statements and ISSUER YES FOR FOR
statutory reports for BHP Billiton Limited
PROPOSAL #3.: Re-elect Mr. Paul Anderson as a ISSUER YES FOR FOR
Director of BHP Billiton Plc
PROPOSAL #4.: Re-elect Mr. Paul Anderson as a ISSUER YES FOR FOR
Director of BHP Billiton Limited
PROPOSAL #5.: Re-elect Mr. Don Argus as a Director of ISSUER YES FOR FOR
BHP Billiton Plc
PROPOSAL #6.: Re-elect Mr. Don Argus as a Director of ISSUER YES FOR FOR
BHP Billiton Limited
PROPOSAL #7.: Re-elect Dr. John Buchanan as a ISSUER YES FOR FOR
Director of BHP Billiton Plc
PROPOSAL #8.: Re-elect Dr. John Buchanan as a ISSUER YES FOR FOR
Director of BHP Billiton Limited
PROPOSAL #9.: Re-elect Mr. David Crawford as a ISSUER YES FOR FOR
Director of BHP Billiton Plc
PROPOSAL #10.: Re-elect Mr. David Crawford as a ISSUER YES FOR FOR
Director of BHP Billiton Limited
PROPOSAL #11.: Re-elect Mr. Jacques Nasser as a ISSUER YES FOR FOR
Director of BHP Billiton Plc
PROPOSAL #12.: Re-elect Mr. Jacques Nasser as a ISSUER YES FOR FOR
Director of BHP Billiton Limited
PROPOSAL #13.: Re-elect Dr. John Schubert as a ISSUER YES FOR FOR
Director of BHP Billiton Plc
PROPOSAL #14.: Re-elect Dr. John Schubert as a ISSUER YES FOR FOR
Director of BHP Billiton Limited
PROPOSAL #15.: Elect Mr. Alan Boeckmann as a Director ISSUER YES FOR FOR
of BHP Billiton Plc
PROPOSAL #16.: Elect Mr. Alan Boeckmann as a Director ISSUER YES FOR FOR
of BHP Billiton Limited
PROPOSAL #17.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: elect Mr. Stephen Mayne as a Director of
BHP Billiton Plc
PROPOSAL #18.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: elect Mr. Stephen Mayne as a Director of
BHP Billiton Limited
PROPOSAL #19.: Elect Dr. David Morgan as a Director ISSUER YES FOR FOR
of BHP Billiton Plc
PROPOSAL #20.: Elect Dr. David Morgan as a Director ISSUER YES FOR FOR
of BHP Billiton Limited
PROPOSAL #21.: Elect Mr. Keith Rumble as a Director ISSUER YES FOR FOR
of BHP Billiton Plc
PROPOSAL #22.: Elect Mr. Keith Rumble as a Director ISSUER YES FOR FOR
of BHP Billiton Limited
PROPOSAL #23.: Re-appoint KPMG Audit Plc as the ISSUER YES FOR FOR
Auditors of BHP Billiton Plc and authorize the Board
to determine their remuneration
PROPOSAL #24.: Grant authority to the issue of equity ISSUER YES FOR FOR
or equity-linked securities with pre-emptive rights
up to aggregate nominal amount of USD 277,983,328
PROPOSAL #S.25: Grant authority to the issue of ISSUER YES FOR FOR
equity or equity-linked securities without pre-
emptive rights up to aggregate nominal amount of USD
PROPOSAL #S.26: Authorize 223,112,120 BHP Billiton ISSUER YES FOR FOR
Plc ordinary shares for market purchase
PROPOSAL #S27.1: Approve to reduce the share capital ISSUER YES FOR FOR
of BHP Billiton Plc by the cancellation of all the
issued paid up shares of USD 0.50 nominal value each
held by BHP Billiton Limited on 30 APR 2009
PROPOSAL #S27.2: Approve to reduce the share capital ISSUER YES FOR FOR
of BHP Billiton Plc by the cancellation of all the
issued paid up shares of USD 0.50 nominal value each
held by BHP Billiton Limited on 29 MAY 2009
PROPOSAL #S27.3: Approve to reduce the share capital ISSUER YES FOR FOR
of BHP Billiton Plc by the cancellation of all the
issued paid up shares of USD 0.50 nominal value each
held by BHP Billiton Limited on 15 JUN 2009
PROPOSAL #S27.4: Approve to reduce the share capital ISSUER YES FOR FOR
of BHP Billiton Plc by the cancellation of all the
issued paid up shares of USD 0.50 nominal value each
held by BHP Billiton Limited on 31 JUL 2009
PROPOSAL #S27.5: Approve to reduce the share capital ISSUER YES FOR FOR
of BHP Billiton Plc by the cancellation of all the
issued paid up shares of USD 0.50 nominal value each
held by BHP Billiton Limited on 15 SEP 2009
PROPOSAL #S27.6: Approve to reduce the share capital ISSUER YES FOR FOR
of BHP Billiton Plc by the cancellation of all the
issued paid up shares of USD 0.50 nominal value each
held by BHP Billiton Limited on 30 NOV 2009
PROPOSAL #28.: Approve the remuneration report for ISSUER YES FOR FOR
the YE 30 JUN 2008
PROPOSAL #29.: Amend BHP Billiton Plc Group Incentive ISSUER YES FOR FOR
Scheme to BHP Billiton Limited Group Incentive Scheme
PROPOSAL #30.: Approve the grant of deferred shares ISSUER YES FOR FOR
and options under the BHP Billiton Limited Group
Incentive Scheme and the grant of performance shares
under the BHP Billiton Limited Long Term Incentive
Plan to the Executive Director, Mr. Marius J Kloppers
as specified
PROPOSAL #31.: Approve, for all purposes, to increase ISSUER YES FOR FOR
maximum aggregate remuneration paid by BHP Billiton
Limited to all Non-Executive Directors together with
the remuneration paid to those Non- Executive
Directors by BHP Billiton Plc from USD 3,000,000 to
USD 3,800,000, including for the purposes of Article
76 of the Articles of Association of BHP Billion Plc
PROPOSAL #32.: Approve, for all purposes, to increase ISSUER YES FOR FOR
maximum aggregate remuneration paid by BHP Billiton
Limited to all Non-Executive Directors together with
the remuneration paid to those Non- Executive
Directors by BHP Billiton Plc from USD 3,000,000 to
USD 3,800,000, including for the purposes of Rule 76
of the Constitution of BHP Billion Limited and asx
listing rule 10.17
PROPOSAL #S.33: Amend the article of association of ISSUER YES FOR FOR
BHP Billiton Plc, with effect from the close of the
2008 AGM of BHP Billiton Limited, as specified
PROPOSAL #S.34: Amend the Constitution of BHP ISSUER YES FOR FOR
Billiton Limited, with the effect from the close the
2008 AGM of BHP Billiton Limited, as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BIOVAIL CORP
TICKER: N/A CUSIP: 09067J109
MEETING DATE: 5/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Dr. Douglas J.P. Squires as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #1.2: Elect Mr. J. Spencer Lanthier as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #1.3: Elect Mr. Serge Gouin as a Director ISSUER YES FOR FOR
for the ensuing year
PROPOSAL #1.4: Elect Mr. David H. Laidley as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #1.5: Elect Mr. Mark Parrish as a Director ISSUER YES FOR FOR
for the ensuing year
PROPOSAL #1.6: Elect Dr. Laurence E. Paul as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #1.7: Elect Mr. Robert N. Power as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #1.8: Elect Mr. Lloyd M. Segal as a Director ISSUER YES FOR FOR
for the ensuing year
PROPOSAL #1.9: Elect Sir Louis R. Tull as a Director ISSUER YES FOR FOR
for the ensuing year
PROPOSAL #1.10: Elect Mr. Michael R. Van Every as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #1.11: Elect Mr. William M. Wells as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #2.: Re-appoint Ernst & Young LLP as the ISSUER YES FOR FOR
auditors for the ensuing year and authorize the
Company's Board of Directors [the Board of Directors]
to fix the Auditor's remuneration
PROPOSAL #3.: Approve the amendments to the Company's ISSUER YES FOR FOR
By-law to i] reduce the quorum requirement for
meetings of shareholders of the Company, and ii]
eliminate the Chairman's casting vote at meetings of
the Board of Directors, as specified
PROPOSAL #4.: Approve the amendments to the Company's ISSUER YES FOR FOR
2007 Equity Compensation Plan [the Plan] to i]
increase the number of common shares [Common Shares]
issuable from treasury pursuant to the Plan, and ii)
increase the percentage of Common Shares that can be
issued upon vesting of restricted share units
pursuant to the Plan, as specified
PROPOSAL #5.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
DISSIDENT SHAREHOLDER PROPOSAL 1. Amend By-Law 1 of
the Corporation [the By-Law] by adding the following
new paragraph after the first paragraph of Section 7
of the By-Law [Election of Directors] as specified
PROPOSAL #6.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
DISSIDENT SHAREHOLDER PROPOSAL 2. Amend By-Law 1 of
the Corporation [the Bye-Law] by adding the following
sentence as a new second paragraph of Section 24 of
the By-Law [Indemnities to Directors and Others] as
specified
PROPOSAL #7.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
DISSIDENT SHAREHOLDER PROPOSAL 3. Approve to use best
efforts to amend each indemnity agreement of the
Corporation to ensure that the Corporation shall not
indemnify any Director or officer with respect to any
claim where the Corporation is not covered by or
subject to reimbursement under any Directors and
officers insurance policy of the Corporation
PROPOSAL #8.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
DISSIDENT SHAREHOLDER PROPOSAL 4. Amend By-Law 1 of
the Corporation [the Bye-Law] by adding the following
new paragraph after the first paragraph of Section
37 of the By-Law [Proxies] as specified
PROPOSAL #9.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
DISSIDENT SHAREHOLDER PROPOSAL 5. Amend Bye-Law 1 of
the Corporation [the Bye-Law] by adding the following
sentence after the first sentence of the new third
paragraph of Section 37 of the Bye-Law [Proxies] as
specified
PROPOSAL #10.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
DISSIDENT SHAREHOLDER PROPOSAL 6. Approve the Article
9 of the Articles of Continuance of the Corporation
be amended by adding the following to Schedule B
attached to the Articles of Continuance, as specified
PROPOSAL #11.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
DISSIDENT SHAREHOLDER PROPOSAL 7. Amend the charter
of the Compensation, Nominating and Corporate
Governance Committee of the Board of Directors of the
Corporation [the Charter] [now the Compensation
Committee Charter and the Nominating and Corporate
Governance Committee Charter, as applicable]; a) by
deleting the last sentence of paragraph 7.1 [a] [now
Paragraph 7.1[a] of the Nominating and Corporate
Governance Committee Charter] and substituting the
specified sentences b) by adding the new Section 11.2
to the Charter [now Section 7.2[c] of the Nominating
and Corporate Governance Committee Charter]: c) by
adding the new Section 12.6 to the Charter [now
Section 6.12 of the Compensation Committee Charter];
d) by adding the sentences after the sentence in
Section 14 [Disclosure and Reporting to the Board] of
the Charter [now Section 9.1 of the Compensation
Committee Charter]: e) by deleting the sentence in
Section 17 [Charter Review] of the Charter and
substituting the following sentence [now Section 11
of the Compensation Committee Charter and Section 16
of the Nominating and Corporate Governance Committee
PROPOSAL #12.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
DISSIDENT SHAREHOLDER PROPOSAL 8. Approve to use best
efforts to amend consistent with the recommended
guidelines of the Canadian Coalition for Good
Governance in effect from time to time, each
employment agreement of the Corporation to ensure
that termination payments there under are not paid:
i) if the executive is terminated for failing to
deliver on agreed performance targets; and ii) in
connection with any change of control provision
unless [y] and actual change of control has occurred;
and [z] the executive has been terminated by the
Corporation [including by way of constructive
dismissal] during a six [6] month period after the
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BIOVAIL CORP
TICKER: N/A CUSIP: 09067J109
MEETING DATE: 5/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. Paul G. Haggis as a Director ISSUER NO N/A N/A
for the ensuing year
PROPOSAL #1.2: Elect Mr. Frank Potter as a Director ISSUER NO N/A N/A
for the ensuing year
PROPOSAL #1.2.1: Elect Dr. Douglas J.P. Squires as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #1.2.2: Elect Mr. William M. Wells as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #1.2.3: Elect Mr. J. Spencer Lanthier as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #1.2.4: Elect Mr. David H. Laidley as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #1.2.5: Elect Mr. Mark Parrish as a Director ISSUER NO N/A N/A
for the ensuing year
PROPOSAL #1.2.6: Elect Sir Louis R. Tull as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #1.2.7: Elect Mr. Robert N. Power as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #1.2.8: Elect Mr. Lloyd M. Segal as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #1.2.9: Elect Mr. Serge Gouin as a Director ISSUER NO N/A N/A
for the ensuing year
PROPOSAL #1.210: Elect Dr. Laurence E. Paul as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #1.211: Elect Mr. Michael R. Van Every as a ISSUER NO N/A N/A
Director for the ensuing year
PROPOSAL #2.: Re-appoint Ernst & Young LLP as the ISSUER NO N/A N/A
Auditor for the ensuing year and authorize the
Directors to fix the Auditors' remuneration
PROPOSAL #3.: Approve the amendments to Biovail's By- ISSUER NO N/A N/A
Law to i) reduce the quorum requirement for meetings
of shareholders of the Company, and ii) eliminate the
Chairman's casting vote at meetings of the Board of
Director; [as specified]
PROPOSAL #4.: Approve the amendments to Biovail's ISSUER NO N/A N/A
2007 Equity Compensation Plan [the Plan] to i)
increase the number of common shares [Common Shares]
issuable from treasury pursuant to the Plan, and ii)
increase the % of Common Shares that can be issued
upon vesting of restricted share units pursuant to
the Plan [as specified]
PROPOSAL #5.: PLEASE NOTE THAT THIS IS A DISSIDENT ISSUER NO N/A N/A
SHAREHOLDER PROPOSAL: Approve the Dissident
Resolution 1
PROPOSAL #6.: PLEASE NOTE THAT THIS IS A DISSIDENT ISSUER NO N/A N/A
SHAREHOLDER PROPOSAL: Approve the Dissident
Resolution 2
PROPOSAL #7.: PLEASE NOTE THAT THIS IS A DISSIDENT ISSUER NO N/A N/A
SHAREHOLDER PROPOSAL: Approve the Dissident
Resolution 3
PROPOSAL #8.: PLEASE NOTE THAT THIS IS A DISSIDENT ISSUER NO N/A N/A
SHAREHOLDER PROPOSAL: Approve the Dissident
Resolution 4
PROPOSAL #9.: PLEASE NOTE THAT THIS IS A DISSIDENT ISSUER NO N/A N/A
SHAREHOLDER PROPOSAL: Approve the Dissident
Resolution 5
PROPOSAL #10.: PLEASE NOTE THAT THIS IS A DISSIDENT ISSUER NO N/A N/A
SHAREHOLDER PROPOSAL: Approve the Dissident
Resolution 6
PROPOSAL #11.: PLEASE NOTE THAT THIS IS A DISSIDENT ISSUER NO N/A N/A
SHAREHOLDER PROPOSAL: Approve the Dissident
Resolution 7
PROPOSAL #12.: PLEASE NOTE THAT THIS IS A DISSIDENT ISSUER NO N/A N/A
SHAREHOLDER PROPOSAL: Approve the Dissident
Resolution 8
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BNP PARIBAS
TICKER: N/A CUSIP: F1058Q238
MEETING DATE: 12/19/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the contribution in kind of ISSUER YES FOR FOR
98,529,695 Fortis Banque shares by SFPI
PROPOSAL #2.: Approve the contribution in kind of ISSUER YES FOR FOR
263,586,083 Fortis Banque Luxembourg shares by Grand
Duchy of Luxembourg
PROPOSAL #3.: Grant authority to increase the capital ISSUER YES FOR FOR
of up to 10% of issued capital for future
PROPOSAL #4.: Grant authority for filing of required ISSUER YES FOR FOR
documents/other formalities
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BNP PARIBAS
TICKER: N/A CUSIP: F1058Q238
MEETING DATE: 3/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Grant authority for the new class of ISSUER YES FOR FOR
preferred stock [Class B] and amend Bylaws
accordingly, subject to approval of item 2
PROPOSAL #2.: Grant authority for the issuance of ISSUER YES FOR FOR
preferred stock [Class B] in favor of societe de
Prise de participation de 1'Etat [SPPE] for up to
aggregate nominal amount of EUR 608,064,070, subject
to approval of item 1
PROPOSAL #3.: Approve the Employee Stock Purchase Plan ISSUER YES FOR FOR
PROPOSAL #4.: Grant authority for the capitalization ISSUER YES FOR FOR
of reserves of up to EUR 1 billion for bonus issue or
increase in par value, subject to approval of items
1 and 2
PROPOSAL #5.: Grant authority for the filing of ISSUER YES FOR FOR
required documents/other formalities
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BNP PARIBAS
TICKER: N/A CUSIP: F1058Q238
MEETING DATE: 5/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve to accept consolidated ISSUER YES FOR FOR
financial statements and statutory reports
PROPOSAL #O.2: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.3: Approve the allocation of income and ISSUER YES FOR FOR
dividends of EUR 1.00 per Share
PROPOSAL #O.4: Approve the Auditors' Special report ISSUER YES FOR FOR
regarding related-party transactions
PROPOSAL #O.5: Grant authority repurchase of up to ISSUER YES FOR FOR
10% issued share capital
PROPOSAL #O.6: Re-elect Mr. Claude Bebear as a ISSUER YES FOR FOR
Director
PROPOSAL #O.7: Re-elect Mr. Jean-Louis Beffa as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #O.8: Re-elect Mr. Denis Kessler as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #O.9: Re-elect Mr. Laurence Parisot as a ISSUER YES FOR FOR
Director
PROPOSAL #O.10: Re-elect Mr. Michel Pebereau as a ISSUER YES FOR FOR
Director
PROPOSAL #E.11: Approve the contribution in kind of ISSUER YES FOR FOR
98,529,695 Fortis Banque shares by Societe Federale
de Participations et d'Investissement [SFPI]
PROPOSAL #E.12: Approve the contribution in kind of ISSUER YES FOR FOR
263,586,083 Fortis Banque Luxembourg shares by Grand
Duchy of Luxembourg
PROPOSAL #E.13: Grant authority the capital increase ISSUER YES FOR FOR
of up to 10% of issued capital for future acquisitions
PROPOSAL #E.14: Approve the changes in the procedures ISSUER YES FOR FOR
for B shares-Corresponding amendments to the
Articles of Association
PROPOSAL #E.15: Approve to reduce the share capital ISSUER YES FOR FOR
via cancellation of repurchased shares
PROPOSAL #E.16: Grant authority the filing of ISSUER YES FOR FOR
required documents/other formalities
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ISSUER: BP P L C
TICKER: N/A CUSIP: G12793108
MEETING DATE: 4/16/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report of the Directors and ISSUER YES FOR FOR
the accounts for the YE 31 DEC 2008
PROPOSAL #2.: Approve the Directors remuneration ISSUER YES FOR FOR
report for the YE 31 DEC 2008
PROPOSAL #3.: Re-elect Mr. A. Burgmans as a Director ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Mrs. C. B. Carroll as a ISSUER YES FOR FOR
Director
PROPOSAL #5.: Re-elect Sir William Castell as a ISSUER YES FOR FOR
Director
PROPOSAL #6.: Re-elect Mr. I. C. Conn as a Director ISSUER YES FOR FOR
PROPOSAL #7.: Re-elect Mr. G. David as a Director ISSUER YES FOR FOR
PROPOSAL #8.: Re-elect Mr. E. B. Davis as a Director ISSUER YES FOR FOR
PROPOSAL #9.: Re-elect Mr. R. Dudley as a Director ISSUER YES FOR FOR
PROPOSAL #10.: Re-elect Mr. D. J. Flint as a Director ISSUER YES FOR FOR
PROPOSAL #11.: Re-elect Dr. B. E. Grote as a Director ISSUER YES FOR FOR
PROPOSAL #12.: Re-elect Dr. A. B. Hayward as a ISSUER YES FOR FOR
Director
PROPOSAL #13.: Re-elect Mr. A. G. Inglis as a ISSUER YES FOR FOR
Director
PROPOSAL #14.: Re-elect Dr. D. S. Julius as a ISSUER YES FOR FOR
Director
PROPOSAL #15.: Re-elect Sir Tom McKillop as a ISSUER YES FOR FOR
Director
PROPOSAL #16.: Re-elect Sir Ian Prosser as a Director ISSUER YES FOR FOR
PROPOSAL #17.: Re-elect Mr. P. D. Sutherland as a ISSUER YES FOR FOR
Director
PROPOSAL #18.: Re-appoint Ernst & Young LLP as the ISSUER YES FOR FOR
Auditors from the conclusion of this meeting until
the conclusion of the next general meeting before
which accounts are laid and to authorize the
Directors to fix the Auditors remuneration
PROPOSAL #S.19: Authorize the Company, in accordance ISSUER YES FOR FOR
with Section 163[3] of the Companies Act 1985, to
make market purchases [Section 163[3]] with nominal
value of USD 0.25 each in the capital of the Company,
at a minimum price of USD 0.25 and not more than 5%
above the average market value for such shares
derived from the London Stock Exchange Daily Official
List, for the 5 business days preceding the date of
purchase; [Authority expires at the conclusion of the
AGM of the Company in 2010 or 15 JUL 2010]; the
Company, before the expiry, may make a contract to
purchase ordinary shares which will or may be
executed wholly or partly after such expiry
PROPOSAL #20.: Authorize the Directors by the ISSUER YES FOR FOR
Company's Articles of Association to allot relevant
securities up to an aggregate nominal amount equal to
the Section 80 Amount of USD 1,561 million, ;
[Authority expires the earlier of the conclusion of
the next AGM in 2010 of the Company or 15 JUL 2010]
PROPOSAL #S.21: Authorize the Directors, pursuant to ISSUER YES FOR FOR
Section 89 of the Companies Act 1985, to allot equity
securities [Section 89] to the allotment of equity
securities: a) in connection with a rights issue; b)
up to an aggregate nominal amount of USD 234 million;
[Authority expires the earlier of the conclusion of
the next AGM in 2010 of the Company or 15 JUL 2010];
PROPOSAL #S.22: Grant authority for the calling of ISSUER YES FOR FOR
general meeting of the Company by notice of at least
14 clear days
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ISSUER: BRITISH AMERN TOB PLC
TICKER: N/A CUSIP: G1510J102
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Adopt the receipt of the 2008 report ISSUER YES FOR FOR
and accounts
PROPOSAL #2.: Approve the 2008 remuneration report ISSUER YES FOR FOR
PROPOSAL #3.: Declare a final dividend for 2008 ISSUER YES FOR FOR
PROPOSAL #4.: Re-appoint the Auditors ISSUER YES FOR FOR
PROPOSAL #5.: Authorize the Directors to agree the ISSUER YES FOR FOR
Auditors remuneration
PROPOSAL #6.1: Re-appoint Mr. Paul Adams as a Director ISSUER YES FOR FOR
PROPOSAL #6.2: Re-appoint Mr. Jan Du Plessis as a ISSUER YES FOR FOR
Director
PROPOSAL #6.3: Re-appoint Mr. Robert Lerwill as a ISSUER YES FOR FOR
Director
PROPOSAL #6.4: Re-appoint Sir Nicholas Scheele as a ISSUER YES FOR FOR
Director
PROPOSAL #7.: Re-appoint Mr. Gerry Murphy as a ISSUER YES FOR FOR
Director since the last AGM
PROPOSAL #8.: Approve to renew the Directors ISSUER YES FOR FOR
authority to allot shares
PROPOSAL #S.9: Approve to renew the Directors ISSUER YES FOR FOR
authority to disapply pre-emption rights
PROPOSAL #S.10: Authorize the Company to purchase its ISSUER YES FOR FOR
own shares
PROPOSAL #11.: Grant authority to make donations to ISSUER YES FOR FOR
political organizations and to incur political
expenditure
PROPOSAL #S.12: Approve the notice period for general ISSUER YES FOR FOR
meetings
PROPOSAL #S.13: Adopt the new Article of Associations ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BRITISH SKY BROADCASTING GROUP PLC
TICKER: N/A CUSIP: G15632105
MEETING DATE: 9/26/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the financial statements for ISSUER YES FOR FOR
the YE 30 JUN 2008, together with the report of the
Directors and the Auditors thereon
PROPOSAL #2.: Declare a final dividend for the YE 30 ISSUER YES FOR FOR
JUN 2008
PROPOSAL #3.: Re-appoint Mr. Andrew Griffith as a ISSUER YES FOR FOR
Director
PROPOSAL #4.: Re-appoint Mr. Daniel Rimer as a ISSUER YES FOR FOR
Director
PROPOSAL #5.: Re-appoint Mr. David Evans as a Director ISSUER YES FOR FOR
PROPOSAL #6.: Re-appoint Mr. Allan Leighton as a ISSUER YES FOR FOR
Director
PROPOSAL #7.: Re-appoint Mr. James Murdoch as a ISSUER YES ABSTAIN AGAINST
Director
PROPOSAL #8.: Re-appoint Mr. Lord Wilson of Dinton as ISSUER YES FOR FOR
a Director
PROPOSAL #9.: Re-appoint Mr. David F. Devoe as a ISSUER YES FOR FOR
Director
PROPOSAL #10.: Re-appoint Mr. Arthur Siskind as a ISSUER YES FOR FOR
Director
PROPOSAL #11.: Re-appoint Deloitte & Touche LLP as ISSUER YES FOR FOR
Auditors of the Company and authorize the Directors
to agree their remuneration
PROPOSAL #12.: Approve the report on Directors ISSUER YES FOR FOR
remuneration for the YE 30 JUN 2008
PROPOSAL #13.: Authorize the Company and its ISSUER YES FOR FOR
subsidiaries to make political donations and incur
political expenditure
PROPOSAL #14.: Authorize the Directors to allot ISSUER YES FOR FOR
shares under Section 80 of the Companies Act 1985
PROPOSAL #S.15: Approve to disapply Statutory Pre- ISSUER YES FOR FOR
Emption Rights
PROPOSAL #16.: Approve to increase the maximum ISSUER YES FOR FOR
aggregate fees permitted to be paid to Non-Executive
Directors for their services in the office of Director
PROPOSAL #S.17: Approve and adopt new Articles of ISSUER YES FOR FOR
Association
PROPOSAL #18.: Approve the 2008 Long-Term Incentive ISSUER YES FOR FOR
Plan
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ISSUER: BUMIPUTRA-COMMERCE HOLDINGS BHD
TICKER: N/A CUSIP: Y1002C102
MEETING DATE: 7/11/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Authorize the Company, subject to the ISSUER YES FOR FOR
approval of all relevant authorities and/or parties,
to enter into and carry out the following
transactions: (I) for the acquisition by CIMB Group
Sdn Bhd [CIMB Group], a wholly-owned subsidiary of
the Company, of 1,997,023,850 Class B ordinary shares
with par value of Indonesian Rupiah [Rp] 100 each in
Bank Lippo [Lippo Class B Shares] representing
approximately 51% of the total issued shares in Bank
Lippo from Santubong Investments B. V. [Santubong], a
wholly-owned subsidiary of Khazanah for a purchase
consideration of approximately Rp 5,929,164 million
or the equivalent of approximately MYR 2,070.96
million upon the terms and conditions of the Share
Sale and Purchase Agreement dated 02 JUN 2008 entered
into between BCHB, CIMB Group, Khazanah and
Santubong [SSPA] [Proposed 51% Lippo Acquisition];
(II) to allot and issue 207,096,186 new ordinary
shares of MYR 1.00 each in the Company [BCHB Shares]
as purchase consideration for the Proposed 51% Lippo
Acquisition for and on behalf of CIMB Group at an
issue price of MYR 10.00 per BCHB Share [Purchase
Consideration] upon the terms and conditions of the
SSPA, the new BCHB Shares to be issued to satisfy the
purchase consideration pursuant to the Proposed 51%
Lippo Acquisition shall upon issuance, rank equally
in all respects with the existing BCHB Shares, save
for any dividends, rights, benefits, entitlements
and/or other distributions the entitlement date of
which precedes the date of issue and allotment of the
new BCHB Shares; (III) upon completion of the
Proposed 51% Lippo Acquisition, for the merger of
Bank Niaga and Bank Lippo resulting in Bank Niaga
being the surviving entity in accordance to the terms
of the agreed merger plan executed between Bank
Niaga and Bank Lippo dated 03 JUN 2008 pursuant to
the requirement arising under the Bank Indonesia (BI)
Regulation No. 8/16/PBI/2006, dated 05 OCT 2006 on
the Single Presence in Indonesian Banks [Proposed
Merger] whereby pursuant to the Proposed Merger, the
shareholders of Bank Lippo will receive approximately
2,822 new Bank Niaga shares [Niaga Shares] to be
issued in exchange for every 1,000 Lippo Shares held
based on the valuations of Lippo Shares of Rp 2,969
for each Lippo Share [Lippo Share Value] and Niaga
Shares of Rp 1,052 for each Niaga Share [Niaga Share
Value] [Shares Exchange]; (IV) in conjunction with
the Proposed Merger and to provide equal opportunity
to all the minority shareholders of Bank Niaga and
Bank Lippo, for CIMB Group to undertake the Proposed
Standby Facility (as hereinafter defined), wherein
all the minority shareholders of Bank Niaga and Bank
Lippo (whether they vote for or against the Proposed
Merger) shall be given the opportunity to sell their
Niaga Shares at the Niaga Share Value and Lippo
Shares at the Lippo Share Value to CIMB Group if they
choose not to participate in the equity of the
enlarged Bank Niaga (Proposed Standby Facility), and
that CIMB Group [after completion of the Proposed 51%
Lippo Acquisition and the Proposed Standby Faci
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ISSUER: CANADIAN IMPERIAL BANK OF COMMERCE CIBC, TORONTO O
TICKER: N/A CUSIP: 136069101
MEETING DATE: 2/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Appoint Ernst & Young LLP as the ISSUER YES FOR FOR
Auditors
PROPOSAL #2.1: Elect Mr. B. S. Belzberg as a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Elect Ms. J. H. Bennett as a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Elect Mr. G. F. Colter as a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Elect Mr. L. Desjardins as a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Elect Mr. W. L. Duke as a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Elect Mr. G. D. Giffin as a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Elect Ms. L. S. Hasenfratz as a ISSUER YES FOR FOR
Director
PROPOSAL #2.8: Elect Mr. N. D. Le Pan as a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Elect Mr. J. P. Manley as a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Elect Mr. G. T. McCaughey as a ISSUER YES FOR FOR
Director
PROPOSAL #2.11: Elect Ms. J. L. Peverett as a Director ISSUER YES FOR FOR
PROPOSAL #2.12: Elect Ms. L. Rahl as a Director ISSUER YES FOR FOR
PROPOSAL #2.13: Elect Mr. C. Sirois as a Director ISSUER YES FOR FOR
PROPOSAL #2.14: Elect Mr. S. G. Snyder as a Director ISSUER YES FOR FOR
PROPOSAL #2.15: Elect Mr. R. J. Steacy as a Director ISSUER YES FOR FOR
PROPOSAL #2.16: Elect Mr. R. W. Tysoe as a Director ISSUER YES FOR FOR
PROPOSAL #3.A: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES FOR AGAINST
SHAREHOLDER PROPOSAL: adopt a governance rule
stipulating that the executive compensation policy be
subject to an advisory shareholder vote
PROPOSAL #3.B: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: adopt a policy stipulating that
50% of new nominees for the Board of Directors must
be women until parity between men and women is
PROPOSAL #3.C: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: adopt a governance rule
limiting to 4 the number of Boards on which any of
its Directors may sit
PROPOSAL #3.D: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES FOR AGAINST
SHAREHOLDER PROPOSAL: adopt a policy that Canadian
Imperial Bank of Commerce's shareholders be given the
opportunity at each annual meeting of shareholders
to vote on an advisory resolution, to be proposed by
Canadian Imperial Bank of Commerce's Management; and
ratify the report of the Management Resources and
Compensation Committee set forth in the proxy
statement, the shareholders should ensure that
shareholders understand that the vote is non-binding
and would not affect any compensation paid or awarded
to any Named Executive Officer
PROPOSAL #3.E: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: approve to undertake a
comprehensive review of executive compensation to
ensure that incentives do not encourage extreme
risks, and that bonuses are paid out only when long-
term performance has been proven to be sound and
sustainable, this review should lead to new policies
to place before the shareholders for approval in 1
year's time
PROPOSAL #3.F: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: approve to undertake the
comprehensive review with respect to short-selling,
if warranted, the Board shall bring forward a policy
for consideration by the shareholders, and, if
necessary, for submission to the legislators and
PROPOSAL #3.G: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES AGAINST FOR
SHAREHOLDER PROPOSAL: approve to review its policies
on Director recruitment, especially with regard to
the number of current and former Chief Executive
Officers of other corporations who are nominated
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CANON INC.
TICKER: N/A CUSIP: J05124144
MEETING DATE: 3/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Approve Appropriation of Profits ISSUER YES FOR FOR
PROPOSAL #2: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions, Approve Minor Revisions Related to the
Updated Laws and Regulaions
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.15: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.16: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.17: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.18: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.19: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.20: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.21: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.22: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.23: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.24: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.25: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4: Approve Provision of Retirement ISSUER YES FOR FOR
Allowance for Corporate Auditors
PROPOSAL #5: Approve Payment of Bonuses to Corporate ISSUER YES FOR FOR
Officers
PROPOSAL #6: Allow Board to Authorize Use of Stock ISSUER YES FOR FOR
Options, and Authorize Use of Stock Options
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CARREFOUR SA
TICKER: N/A CUSIP: F13923119
MEETING DATE: 7/28/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Ratify the appointment of Mr. Bernard ISSUER YES FOR FOR
Arnault as a Member of the Supervisory Board, to
replace Mr. Robert Halley, for the remainder of Mr.
Robert Halley's term of office
PROPOSAL #E.2: Approve to decides that the Company, ISSUER YES FOR FOR
instead of being ruled by an Executive Committee and
a Supervisory Board, shall be rule d by a Board of
Director and a General Manager, it notes that the
present resolution cancels the terms of office of the
Members of the Executive Committee and of the
Supervisory Board
PROPOSAL #E.3: Approve to cancel the drawing from a ISSUER YES FOR FOR
distributable profit of the required sum to be paid
to the shareholders, as first dividend, i.e a 6 %
interest on the amount released and not refunded
their shares
PROPOSAL #E.4: Approve to overhaul the Articles of ISSUER YES FOR FOR
the Bylaws in order to adapt them to the legal
provisions in force
PROPOSAL #E.5: Adopt the Resolutions 2, 3 and 4, and ISSUER YES AGAINST AGAINST
approve to transfer to the Board of Directors the
authorization previously granted to the Executive
Committee by the extraordinary shareholders' meetings
of 15 APR 2008 [Resolutions 12, 13, 14] and 30 APR
2007 [Resolution 10]
PROPOSAL #O.6: Adopt the Resolutions 2, 3 and 4, and ISSUER YES AGAINST AGAINST
approve to transfer to the Board of Directors the
authorization previously granted to the Executive
Committee by the ordinary shareholders' meeting of 15
APR 2008 in its Resolution 11
PROPOSAL #O.7: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Rene Abate as a Director
PROPOSAL #O.8: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Bernard Arnault as a Director
PROPOSAL #O.9: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Sebastien Bazin as a Director
PROPOSAL #O.10: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Nicolas Bazire as a Director
PROPOSAL #O.11: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Jean Laurent Bonnafe as a Director
PROPOSAL #O.12: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Thierry Breton as a Director
PROPOSAL #O.13: Adopt the Resolutions 2, 3 and 4, ISSUER YES FOR FOR
appoint Mr. Rene Brillet as a Director
PROPOSAL #O.14: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Charles Edelstenne as a Director
PROPOSAL #O.15: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Jean Martin Folz as a Director
PROPOSAL #O.16: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Jose Luis Leal Maldonado as a Director
PROPOSAL #O.17: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint Mr. Amauryde Seze as a Dirrector
PROPOSAL #O.18: Adopt the Rresolutions 2, 3 and 4, ISSUER YES FOR FOR
and appoint Mrs. Anne Claire Taittinger as a Director
PROPOSAL #O.19: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
appoint the Members of the Board of Directors for a
3 year period
PROPOSAL #O.20: Adopt the Resolutions 2, 3 and 4, and ISSUER YES FOR FOR
approve to award total annual fees of EUR 900,000.00
to the Board of Directors
PROPOSAL #O.21: Grants full powers to the bearer of ISSUER YES FOR FOR
an original, a copy or extract of the minutes of this
meeting to carry out all filings, publications and
other formalities prescribed By-Law
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CARREFOUR SA, PARIS
TICKER: N/A CUSIP: F13923119
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements and ISSUER YES FOR FOR
discharge Directors
PROPOSAL #O.2: Approve to accept the consolidated ISSUER YES FOR FOR
financial statements and statutory reports
PROPOSAL #O.3: Approve the transaction with Mr. Jose ISSUER YES FOR FOR
Luis Duran regarding severance payments
PROPOSAL #O.4: Approve the transaction with Mr. Lars ISSUER YES FOR FOR
Olofsson regarding severance payments
PROPOSAL #O.5: Approve the treatment of losses and ISSUER YES FOR FOR
dividends of EUR 1.08 per share
PROPOSAL #O.6: Elect Mr. Lars Olofsson as a Director ISSUER YES FOR FOR
PROPOSAL #O.7: Re-elect Mr. Rene Abate as a Director ISSUER YES FOR FOR
PROPOSAL #O.8: Re-elect Mr. Nicolas Bazire as a ISSUER YES FOR FOR
Director
PROPOSAL #O.9: Re-elect Mr. Jean Martin Folz as a ISSUER YES FOR FOR
Director
PROPOSAL #O.10: Re-appoint Deloitte and Associes as ISSUER YES AGAINST AGAINST
the Auditor and Beas as Alternate Auditor
PROPOSAL #O.11: Re-appoint KPMG as the Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #O.12: Ratify Mr. Bernard Perod as the ISSUER YES AGAINST AGAINST
Alternate Auditor
PROPOSAL #O.13: Grant authority for the repurchase of ISSUER YES AGAINST AGAINST
up to 10% of issued capital
PROPOSAL #E.14: Approve the reduction in share ISSUER YES FOR FOR
capital via cancellation of repurchased shares
PROPOSAL #E.15: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity linked securities with preemptive
rights up to aggregate nominal amount of EUR 500
million
PROPOSAL #E.16: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity linked securities without preemptive
rights up to an aggregate nominal amount of EUR 350
million
PROPOSAL #E.17: Authorize the Board to increase ISSUER YES AGAINST AGAINST
capital in the event of additional demand related to
delegation submitted to shareholder vote above
PROPOSAL #E.18: Grant authority for the ISSUER YES FOR FOR
capitalization of reserves of up to EUR 500 million
for bonus issue or increase in par value
PROPOSAL #E.19: Grant authority for the issued ISSUER YES AGAINST AGAINST
capital up to 3% for use in Stock Option Plan
PROPOSAL #E.20: Grant authority for the issued ISSUER YES AGAINST AGAINST
capital up to 0.2% for use in restricted Stock Plan
PROPOSAL #E.21: Approve Employee Stock Purchase Plan ISSUER YES FOR FOR
PROPOSAL #E.22: Approve Employee Stock Purchase Plan ISSUER YES FOR FOR
for international employees
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ISSUER: CARSO GLOBAL TELECOM S A DE C V
TICKER: N/A CUSIP: P2142R108
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #I.: Proposal and, as the case may be, ISSUER NO N/A N/A
approval to amend several Articles of the Company's
Corporate ByLaws; resolutions in connection thereto
PROPOSAL #II.: Appointment of delegates to comply ISSUER NO N/A N/A
with the resolutions adopted by this meeting and, as
the case may be, to formalize them as applicable;
resolutions in connection thereto
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CARSO GLOBAL TELECOM S A DE C V
TICKER: N/A CUSIP: P2142R108
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #I.: Presentation and, as the case may be, ISSUER NO N/A N/A
approval of the general Director's report prepared in
accordance with Article 172 of the general
corporation and Partnership Law and 44 Paragraph XI
of the Securities Market Law, together with the
External Auditor's certificate, in respect to the
Company's transactions and results for the FYE 31 DEC
2008, as well as the Board of Directors, opinion on
such report, presentation and, as the case may be,
approval of the Board of Directors, report referred
to in Article 172, Section b) of the general
corporation and partnership law containing the main
accounting and information policies and criteria
followed in the preparation of the Company's
financial information, presentation and, as the case
may be, approval of the report on the activities and
transactions in which the Board participated under
Article 28 IV (e) of the Securities Market Law,
presentation and, as the case may be, approval of the
Company's individual and consolidated financial
statements as of 31 DEC 2008, as of 31 DEC 2008, and
allocation of the FY profits, presentation and, as
the case may be, approval of the annual report on the
activities carried out by the Audit Committee under
Article 43 of the Securities Market Law and the
report on the Company's subsidiaries, presentation
and, as the case may be, approval of the report on
the compliance with the obligation contained in
Article 86, Paragraph XX of the Income Tax Law
corresponding to the presentation of the
shareholders, meeting report on the compliance with
PROPOSAL #II.: Presentation and, as the case may be, ISSUER NO N/A N/A
approval of the proposal for the allocation of
profits; resolutions in connection thereto
PROPOSAL #III.: Ratification, as the case may be, of ISSUER NO N/A N/A
the Board of Directors, and the general Director,
performance for the FY 2008 and appointment or
ratification, as the case may be, of the persons that
will be members of the Company's Board of Directors
and other bodies, having previously evaluated their
independence, as the case may be, as well as the
Chairman of the Audit Committee, as well as,
determination of the relevant compensations;
resolutions in connection thereto
PROPOSAL #IV.: Proposal and, as the case may be, ISSUER NO N/A N/A
approval of he maximum amount of funds that may be
used fort he acquisition of own shares for the FY
2009, as well as proposal and, as the case may be,
approval on the provisions and policies regarding the
acquisition of own shares; resolutions in connection
thereto
PROPOSAL #V.: Appointment of delegates to comply the ISSUER NO N/A N/A
resolutions adopted by this meeting and, as the case
may be, to formalize them as applicable; resolutions
in connection thereto
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ISSUER: CELESIO AG, STUTTGART
TICKER: N/A CUSIP: D1497R112
MEETING DATE: 5/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisor board, the group financial
statements, the group annual report, and the reports
pursuant to sections 289(4) and 315(4) of the German
Commercial Code
PROPOSAL #2.: Resolution on the appropriation of the ISSUER YES FOR FOR
distribute profit of EUR 81,648,000 as follows:
payment of a dividend of EUR 0.48 per no-par share
ex-div. and payable date: 11 MAY 2009
PROPOSAL #3.: Ratify the Acts of the Board of ISSUER YES FOR FOR
Managing Directors
PROPOSAL #4.: Ratify the acts of the Supervisor Board ISSUER YES FOR FOR
PROPOSAL #5.: Appoint the Auditors for the 2009 FY: ISSUER YES FOR FOR
Ernst + Young AG, Stuttgart
PROPOSAL #6.: Authorize to acquire own shares the ISSUER YES FOR FOR
Company shall be authorized to acquire own shares of
up to 10% of its share capital, at a price differing
neither more than 10% from the market price of the
shares if they are acquired through the stock
exchange, nor more than 20% if they are acquired by
way of a repurchase offer, on or before 7 NOV 2010;
the Board of Managing Directors shall be authorized
to sell the shares on the stock exchange or to offer
them to all shareholders, to use the shares for
acquisition purposes, to retire the shares, to
dispose of the shares in a manner other than the
stock exchange or an offer to all shareholders if the
shares are sold at a price not materially below
their market price, and to use the shares for
satisfying option or conversion rights
PROPOSAL #7.: Resolution on the creation of authorize ISSUER YES AGAINST AGAINST
the capital and the correspondent amendment to the
Articles of Association; the Board of Managing
Directors shall be authorized, with the consent of
the supervisor board, to increase the share capital
by up to EUR 65,318,400 through the issue of new
registered no-par shares against contributions in
cash and/or kind, on or before 30 APR 2014
[authorized capital 2009] shareholders shall be
granted subscription rights for a capital increase
against payment in cash nevertheless, shareholders'
subscription rights may be excluded for residual
amounts, for the granting of such rights to
bondholders, for a capital increase of up to 10% of
the share capital if the shares are issued at a price
not materially below their market price, and for a
capital increase against payment in kind
PROPOSAL #8.: Resolution o the authorization to issue ISSUER YES AGAINST AGAINST
convertible and/or warrant bonds the creation of
contingent capital, and the correspondent amendment
to the Articles of Association the existing
authorization to issue convent and/or warrant bonds
conferring convent and/or option rights for shares of
the company shall be revoked the board of Managing
Directors shall be authorized, with the consent of
the supervisor board, to issue bearer bonds of up to
EUR 500,000,000, conferring convent and/or option
rights for shares of the Company, on or before 07 MAY
2014 shareholders shall be granted subscription
rights except for residual amounts, for the is-sue of
bonds to holders of option and/or conversion rights
for shares of the company, and for the issue of bonds
conferring convent and/or option rights for shares
of the company of up to 10% of the share capital at a
price not materially below their theatrical market
value the Company's share capital shall be increased
accordingly by up to EUR 21,772,800 through the issue
of up to 17,010,000 new registered no-par shares,
insofar as convenes and/or option rights are
exercised [contingent capital 2009]
PROPOSAL #9.: Elect Mr. W.M. Henning Rehder to the ISSUER YES FOR FOR
Supervisory Board
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ISSUER: CENTRICA PLC, WINDSOR BERKSHIRE
TICKER: N/A CUSIP: G2018Z143
MEETING DATE: 5/11/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the accounts and the reports of ISSUER YES FOR FOR
the Directors and the Auditors for the YE 31 DEC 2008
PROPOSAL #2.: Approve the remuneration report for the ISSUER YES FOR FOR
YE 31 DEC 2008
PROPOSAL #3.: Declare a final dividend of 8.73 pence ISSUER YES FOR FOR
per ordinary share be paid on 10 JUN 2009 to
shareholders on the register of the Members at the
close of business on 24 APR 2009
PROPOSAL #4.: Re-appoint Mr. Mark Hanafin as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #5.: Re-appoint Mr. Sam Laidlaw as a ISSUER YES ABSTAIN AGAINST
Director of the Company
PROPOSAL #6.: Re-appoint Mr. Andrew Mackenzie as a ISSUER YES FOR FOR
Non-Executive Director of the Company
PROPOSAL #7.: Re-appoint Ms. Helen Alexander as a ISSUER YES FOR FOR
Non-Executive Director of the Company
PROPOSAL #8.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company, until the conclusion
of the next general meeting at which accounts are laid
PROPOSAL #9.: Authorize the Directors to determine ISSUER YES FOR FOR
the Auditors' remuneration
PROPOSAL #10.: Authorize the Company and any Company ISSUER YES FOR FOR
which is, or becomes, a subsidiary of the Company, in
accordance with the Section 366 of the Companies Act
2006, to make donations to political parties or
independent election candidates, as specified in
Section 363 and 364 of the Companies Act 2006, not
exceeding GBP 80,000 in total; and to make donations
to political organization other than political
parties, as specified in Section 363 and 364 of the
Companies Act 2006, not exceeding GBP 80,000 in
total; and to incur political expenditure, as
specified in Section 365 of the Companies Act 2006,
not exceeding GBP 80,000 in total; and [Authority
expire the earlier of the Company's AGM to be held in
PROPOSAL #11.: Approve to increase the authorized ISSUER YES FOR FOR
share capital of the Company to GBP 555,655,555
divided into 9,000,000,000 ordinary shares of 6 14/81
pence each and 100,000 cumulative redeemable
preference shares of GBP 1 each by the creation of
2,000,000,000 additional ordinary shares of 6 14/81
pence each forming a single class with the existing
ordinary shares of 6 14/81 pence each in the Company
PROPOSAL #12.: Authorize the Directors, to allot ISSUER YES FOR FOR
relevant securities [as defined in the Companies Act
1985], up to a nominal amount of GBP 105,092,036, and
comprising equity securities [as defined in the
Companies Act 1985] up to a nominal amount of GBP
210,184,073 [after deducting from such limit any
relevant securities allotted under this resolution in
connection with an offer by way of a rights issue to
ordinary shareholders in proportion [as nearly as
may be practicable] to their existing holdings and so
that the Directors may impose any limits or
restrictions and make any arrangements which they
consider necessary or appropriate to deal with
treasury shares, fractional entitlements, record
dates, legal, regulatory or practical problems in, or
under the laws of, any territory or any other matter
but, in each case; [Authority expire the earlier of
the next AGM or 30 JUN 2010]]; and the Directors may
allot equity securities after the expiry of this
authority in pursuance of such an offer or agreement
made prior to such expiry
PROPOSAL #S.13: Authorize the Directors, subject to ISSUER YES FOR FOR
the passing of Resolution 12 as specified, to allot
equity securities [as defined in the Companies Act
1985] for cash under the authority given by that
Resolution and/or where the allotment constitutes an
allotment of equity securities by virtue of section
94(3A) of the Companies Act 1985, as if section 89(1)
of the Companies Act1985 provided that this power is
limited to the allotment of equity securities: a) in
connection with a rights issue in favor of ordinary
shareholders; b) up to an aggregate nominal amount of
GBP 15,765,382; and [Authority expire the earlier of
the next AGM or 30 JUN 2010]]; and the Directors may
allot equity securities after the expiry of this
authority in pursuance of such an offer or agreement
made prior to such expiry
PROPOSAL #S.14: Authorize the Company, pursuant to ISSUER YES FOR FOR
the Articles of Association of the Company, to make
market purchases [Section 163(3) of the Companies Act
1985] of up to 510,798,378 ordinary shares of 6
14/81 pence each in the Company [ordinary shares], at
a minimum price of 6 14/81 pence and an amount equal
to 105% of the average market value for such shares
derived from the London Stock Exchange Daily Official
List, over the previous 5 business days; [Authority
expires the earlier of the conclusion of the 2010 AGM
of the Company or 30 JUN 2010]; and the Company,
before the expiry, may make a contract to purchase
ordinary shares which will or may be executed wholly
or partly after such expiry
PROPOSAL #S.15: Approve that a general meeting other ISSUER YES FOR FOR
than an AGM to be called on not less than 14 clear
day's notice
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CENTRICA PLC, WINDSOR BERKSHIRE
TICKER: N/A CUSIP: G2018Z143
MEETING DATE: 6/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve that the transaction, on the ISSUER YES FOR FOR
terms specified in the Transaction Agreements [as
specified], and authorize the Directors of the
Company [or a Committee of the Directors] to waive,
amend, vary or extend any of the terms of the
Transaction Agreement [provide that any such waivers,
amendments, variations or extensions are not of a
material nature] and to do all things as they may in
their absolute discretion consider to be necessary or
desirable to implement and give effect to, or
otherwise in connection with, the transactions and
any matters incidental to the transactions
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CEZ A.S., PRAHA
TICKER: N/A CUSIP: X2337V121
MEETING DATE: 5/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening, election of Chairman of the ISSUER NO N/A N/A
GM, minutes clerk, scrutinisers and minutes
PROPOSAL #2.: Approve the Management report on the ISSUER NO N/A N/A
Company business activities and balance of assets for
the year 2008 and summarized report according to
Section 118/8/ Act on capital market budiness
PROPOSAL #3.: Approve the Supervisory Board report ISSUER NO N/A N/A
PROPOSAL #4.: Approve the financial statements of Cez ISSUER NO N/A N/A
and consolidated financial statements the Cez group
for the year 2008
PROPOSAL #5.: Approve the decision on division of ISSUER NO N/A N/A
profit including a decision on payment of dividends
and royalties
PROPOSAL #6.: Approve the agreement on the ISSUER NO N/A N/A
contribution of the part Company Rozvody Tepla to Cez
Teplrensk
PROPOSAL #7.: Approve the decision on acquisition of ISSUER NO N/A N/A
own Company shares
PROPOSAL #8.: Approve the changes of the Articles of ISSUER NO N/A N/A
Association
PROPOSAL #9.: Approve the decision on the volume of ISSUER NO N/A N/A
financial resources for provision of donations
PROPOSAL #10.: Approve to confirm the co-option, ISSUER NO N/A N/A
recalling and election of the Supervisory Board
PROPOSAL #11.: Approve the contracts on execution of ISSUER NO N/A N/A
function of the Supervisory Board Member
PROPOSAL #12.: Elect the Committee Members for Audit ISSUER NO N/A N/A
PROPOSAL #13.: Approve the draft agreement on ISSUER NO N/A N/A
execution of the function of an Audit Committee Member
PROPOSAL #14.: Conclusion ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA COMMUNICATIONS CONSTRUCTION COMPANY LTD, BEI
TICKER: N/A CUSIP: Y14369105
MEETING DATE: 8/29/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Authorize the Company, within 30 ISSUER YES FOR FOR
months from the date of passing of this resolution,
to issue domestic corporate bonds [the 'Domestic
Corporate Bonds'] in the PRC in the principal amount
of not more than RMB 15 billion; authorize the Board
of Directors of the Company [the 'Board'], or under
appropriate circumstances, more than 2 Directors
approved by the Board, to: i) determine and finalize
the terms and conditions of the proposed issue of the
Domestic Corporate Bonds, including but not limited
to, the final amount of issue, the offering method
and the interest rate; and ii) do all such acts and
things, to sign and execute all such other documents,
deeds, instruments and agreements [the 'Ancillary
Documents'], to make applications to the relevant
regulatory authorities for the approval of the issue
of the Domestic Corporate Bonds and to take such
steps as they may consider necessary, appropriate,
expedient and in the interests of the Company to give
effect to or in connection with the issue of the
Domestic Corporate Bonds or any transactions
contemplated thereunder and all other matters
incidental thereto, and to agree to any amendments to
any of the terms of the Ancillary Documents which in
the opinion of the Board are in the interests of the
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA COMMUNICATIONS CONSTRUCTION COMPANY LTD, BEI
TICKER: N/A CUSIP: Y14369105
MEETING DATE: 6/18/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the report of the Board of ISSUER YES FOR FOR
Directors of the Company for the year 2008
PROPOSAL #2.: Approve the report of the Supervisory ISSUER YES FOR FOR
Committee of the Company for the year 2008
PROPOSAL #3.: Approve the audited consolidated ISSUER YES FOR FOR
financial statements of the Company for the YE 31 DEC
2008
PROPOSAL #4.: Approve the profit distribution and ISSUER YES FOR FOR
dividend distribution plan for the year 2008 as
recommended by the Board of Directors of the Company
PROPOSAL #5.: Re-appoint PricewaterhouseCoopers as ISSUER YES FOR FOR
the Company's International Auditors and
PricewaterhouseCoopers Zhong Tian CPAs Limited
Company as the Company's Domestic Auditors for a term
ending at the next AGM of the Company and authorize
the Board of Directors of the Company to determine
their respective remuneration
PROPOSAL #6.: Approve the despatching or providing ISSUER YES FOR FOR
corporate communications to the shareholders of H
shares of the Company via its website
PROPOSAL #S.7: Approve the amendments to the Articles ISSUER YES FOR FOR
of Association
PROPOSAL #S.8: Authorize the Board of Directors of ISSUER YES AGAINST AGAINST
the Company to allot, issue and deal with additional
H shares and domestic shares of the Company, either
separately or concurrently and to make or grant
offers, agreements and options in respect thereof,
subject to the following conditions: such mandate
shall not extend beyond the relevant period save that
the Board of Directors may during the relevant
period make or grant offers, agreements or options
which might require the exercise of such powers after
the end of the relevant period; the number of the
domestic shares and H shares issued and allotted or
agreed conditionally or unconditionally to be issued
and allotted [whether pursuant to an option or
otherwise] by the Board of Directors otherwise than
pursuant to (x) a rights issue, or (y) any option
scheme or similar arrangement adopted by the Company
from time to time for the grant or issue to officers
and/or employees of the Company and/or any of its
subsidiaries of shares or rights to acquire shares of
the Company, shall not exceed 20% of each of the
existing domestic shares and H shares of the Company
in issue as at the date of this resolution; and will
only exercise its power under such mandate in
accordance with the Company Law of the PRC and the
rules governing the listing of securities on the
Stock Exchange of Hong Kong Limited [as amended from
time to time] and only if all necessary approvals
from relevant PRC government authorities are
obtained; to make such amendments to the Articles of
Association of the Company as it thinks fit so as to
increase the registered share capital and reflect the
new capital structure of the Company upon the
allotment and issuance of and dealing with shares as
contemplated in above; contingent on the Board of
Directors resolving to issue shares pursuant of this
resolution, the Board of Directors to approve,
execute and do or procure to be executed and done,
all such documents, deeds and things as it may
consider necessary in connection with the issue of
such shares including, without limitation,
determining the size of the issue, the issue price,
the use of proceeds from the issue, the target of the
issue and the place and time of the issue, making
all necessary applications to the relevant
authorities, entering into an underwriting agreement
or any other agreements and making all necessary
filings and registrations with the relevant PRC, Hong
Kong and other authorities; [Authority expires the
earlier of the conclusion of the next AGM of the
Company following the passing of this resolution or
the expiration of the 12-month period following the
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA CONSTR BK CORP
TICKER: N/A CUSIP: Y1397N101
MEETING DATE: 6/11/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the 2008 report of the Board of ISSUER YES FOR FOR
Directors of the Bank
PROPOSAL #2.: Approve the 2008 report of the Board of ISSUER YES FOR FOR
Supervisors of the Bank
PROPOSAL #3.: Approve the Bank's 2008 final financial ISSUER YES FOR FOR
accounts
PROPOSAL #4.: Approve the 2009 fixed assets ISSUER YES FOR FOR
investment budget of the Bank
PROPOSAL #5.: Approve the Bank's Profit Distribution ISSUER YES FOR FOR
Plan for the second half of 2008
PROPOSAL #6.: Approve the 2008 final Emoluments ISSUER YES FOR FOR
Distribution Plan for the Directors and the
PROPOSAL #7.: Appoint the Auditors of the Bank for ISSUER YES FOR FOR
2009
PROPOSAL #8.: Appoint Mr. Chen Zuofu as an Executive ISSUER YES FOR FOR
Director of the Bank
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA CONSTRUCTION BANK CORPORATION
TICKER: N/A CUSIP: Y1397N101
MEETING DATE: 3/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Approve to issue certain subordinated ISSUER YES AGAINST AGAINST
bonds on the specified terms and conditions, subject
to approvals by the EGM, China Banking Regulatory
Commission and the People's Bank of China; and
authorize the Board of Directors, or sub-authorize
the Senior Management, to deal with specific matters
in relation to the issuance of the subordinated bonds
PROPOSAL #2.: Approve to supply corporate ISSUER YES FOR FOR
communications to the holders of H-shares by means of
the Bank's own website
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA MOBILE LTD
TICKER: N/A CUSIP: Y14965100
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the audited financial ISSUER YES FOR FOR
statements and the reports of the Directors and the
Auditors of the Company and its subsidiaries for the
PROPOSAL #2.: Declare a final dividend for the YE 31 ISSUER YES FOR FOR
DEC 2008
PROPOSAL #3.1: Re-elect Mr. Wang Jianzhou as a ISSUER YES FOR FOR
Director
PROPOSAL #3.2: Re-elect Mr. Zhang Chunjiang as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #3.3: Re-elect Mr. Sha Yuejia as a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Re-elect Mr. Liu Aili as a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Re-elect Mr. Xu Long as a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Re-elect Mr. Moses Cheng Mo Chi as a ISSUER YES FOR FOR
Director
PROPOSAL #3.7: Re-elect Mr. Nicholas Jonathan Read as ISSUER YES FOR FOR
a Director
PROPOSAL #4.: Re-appoint Messrs. KPMG as the Auditors ISSUER YES FOR FOR
and to authorize the Directors to fix their
remuneration
PROPOSAL #5.: Authorize the Directors during the ISSUER YES FOR FOR
relevant period of all the powers of the Company to
purchase shares of HKD 0.10 each in the capital of
the Company including any form of depositary receipt
representing the right to receive such shares
[Shares]; and the aggregate nominal amount of shares
which may be purchased on The Stock Exchange of Hong
Kong Limited or any other stock exchange on which
securities of the Company may be listed and which is
recognized for this purpose by the Securities and
Futures Commission of Hong Kong and The Stock
Exchange of Hong Kong Limited shall not exceed or
represent more than 10% of the aggregate nominal
amount of the share capital of the Company in issue
at the date of passing this resolution, and the said
approval shall be limited accordingly; [Authority
expires earlier at the conclusion of the next AGM of
the meeting or the expiration of period within which
the next AGM of the Company is required by law to be
PROPOSAL #6.: Authorize the Directors to exercise ISSUER YES AGAINST AGAINST
full powers of the Company to allot, issue and deal
with additional shares in the Company [including the
making and granting of offers, agreements and options
which might require shares to be allotted, whether
during the continuance of such mandate or thereafter]
provided that, otherwise than pursuant to (i) a
rights issue where shares are offered to shareholders
on a fixed record date in proportion to their then
holdings of shares; (ii) the exercise of options
granted under any share option scheme adopted by the
Company; (iii) any scrip dividend or similar
arrangement providing for the allotment of shares in
lieu of the whole or part of a dividend in accordance
with the Articles of Association of the Company, the
aggregate nominal amount of the shares allotted
shall not exceed the aggregate of: (a) 20% of the
aggregate nominal amount of the share capital of the
Company in issue at the date of passing this
resolution, plus (b) [if the Directors are so
authorized by a separate ordinary resolution of the
shareholders of the Company] the nominal amount of
the share capital of the Company repurchased by the
Company subsequent to the passing of this resolution
[up to a maximum equivalent to 10% of the aggregate
nominal amount of the share capital of the Company in
issue at the date of passing this Resolution];
[Authority expires earlier at the conclusion of the
next AGM of the meeting or the expiration of period
within which the next AGM of the Company is required
PROPOSAL #7.: Authorize the Directors of the Company ISSUER YES AGAINST AGAINST
to exercise the powers of the Company referred to in
the resolution as specified in item 6 in the notice
of this meeting in respect of the share capital of
the Company as specified
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ISSUER: CHINA NETCOM GROUP CORPORATION (HONG KONG) LTD
TICKER: N/A CUSIP: Y1505N100
MEETING DATE: 9/17/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Scheme of Arrangement ISSUER YES FOR FOR
proposed to be made between the Company and the
holders of its ordinary shares of USD 0.04 each
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA NETCOM GROUP CORPORATION (HONG KONG) LTD
TICKER: N/A CUSIP: Y1505N100
MEETING DATE: 9/17/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Approve the Scheme of Arrangement ISSUER YES FOR FOR
dated 15 AUG 2008 [the 'Scheme'] between the Company
and the holders of the Scheme Shares (as defined in
the Scheme) in the form of the print which has been
produced to this Meeting and for the purposes of
identification signed by the Chairman of this
Meeting, with any modification thereof or addition
thereto or condition approved or imposed by the High
Court of the Hong Kong Special Administrative Region,
and (B) for the purposes of giving effect to the
Scheme, on the Effective Date (as defined in the
Scheme): 1) to issue share capital of the Company be
reduced by cancelling and extinguishing the Scheme
Shares; 2) subject to and forthwith upon such
reduction of share capital taking effect, to increase
the authorized share capital of the Company to its
former amount of USD 1,000,000,000 by the creation of
such number of ordinary shares of USD 0.04 each in
the capital of the Company as shall be equal to the
number of the Scheme Shares cancelled; and (3) the
Company shall apply the credit arising in its books
of account as a result of such reduction of share
capital in paying up in full at par the ordinary
shares of USD 0.04 each in the capital of the Company
to be created as aforesaid, which new shares shall
be allotted and issued, credited as fully paid, to
China Unicom Limited and/or its nominees and the
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA PETE & CHEM CORP
TICKER: N/A CUSIP: Y15010104
MEETING DATE: 5/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report of the third Session ISSUER YES FOR FOR
of the Board of Directors of Sinopec Corporation
[including the report of the Board of Directors of
Sinopec Corporation for the year 2008]
PROPOSAL #2.: Receive the report of the third Session ISSUER YES FOR FOR
of the Supervisory Committee of Sinopec Corporation
[including the report of the Supervisory Committee of
Sinopec Corporation for the year 2008]
PROPOSAL #3.: Approve the audited accounts and ISSUER YES FOR FOR
audited consolidated accounts of Sinopec Corporation
for the YE 31 DEC 2008
PROPOSAL #4.: Approve the plan for allocating any ISSUER YES FOR FOR
surplus common reserve funds at amount of RMB 20
billion from the after-tax profits
PROPOSAL #5.: Approve the profit distribution plan ISSUER YES FOR FOR
for the YE 31 DEC 2008
PROPOSAL #6.: Re-appoint KPMG Huazhen and KPMG as the ISSUER YES FOR FOR
domestic and overseas Auditors of Sinopec
Corporation for the year 2009, respectively, and
authorize the Board of Directors to determine their
PROPOSAL #7.: Authorize the Board of Directors to ISSUER YES FOR FOR
determine the interim profit distribution plan of
Sinopec Corporation for 2009
PROPOSAL #8.1: Elect Mr. Su Shulin as a Director ISSUER YES FOR FOR
PROPOSAL #8.2: Elect Mr. Wang Tianpu as a Director ISSUER YES FOR FOR
PROPOSAL #8.3: Elect Mr. Zhang Yaocang as a Director ISSUER YES FOR FOR
PROPOSAL #8.4: Elect Mr. Zhang Jianhua as a Director ISSUER YES FOR FOR
PROPOSAL #8.5: Elect Mr. Wang Zhigang as a Director ISSUER YES FOR FOR
PROPOSAL #8.6: Elect Mr. Cai Xiyou as a Director ISSUER YES FOR FOR
PROPOSAL #8.7: Elect Mr. Cao Yaofeng as a Director ISSUER YES FOR FOR
PROPOSAL #8.8: Elect Mr. Li Chunguang as a Director ISSUER YES FOR FOR
PROPOSAL #8.9: Elect Mr. Dai Houliang as a Director ISSUER YES FOR FOR
PROPOSAL #8.10: Elect Mr. Liu Yun as a Director ISSUER YES FOR FOR
PROPOSAL #8.11: Elect Mr. Liu Zhongli as an ISSUER YES FOR FOR
Independent Non-Executive Director
PROPOSAL #8.12: Elect Mr. Ye Qing as an Independent ISSUER YES FOR FOR
Non-Executive Director
PROPOSAL #8.13: Elect Mr. Li Deshui as an Independent ISSUER YES FOR FOR
Non-Executive Director
PROPOSAL #8.14: Elect Mr. Xie Zhongyu as an ISSUER YES FOR FOR
Independent Non-Executive Director
PROPOSAL #8.15: Elect Mr. Chen Xiaojin as an ISSUER YES FOR FOR
Independent Non-Executive Director
PROPOSAL #9.1: Elect Mr. Wang Zuoran as a Supervisor ISSUER YES FOR FOR
PROPOSAL #9.2: Elect Mr. Zhang Youcai as a Supervisor ISSUER YES FOR FOR
PROPOSAL #9.3: Elect Mr. Geng Limin as a Supervisor ISSUER YES FOR FOR
PROPOSAL #9.4: Elect Mr. Zou Huiping as a Supervisor ISSUER YES FOR FOR
PROPOSAL #9.5: Elect Mr. Li Yonggui as a Supervisor ISSUER YES FOR FOR
PROPOSAL #10.: Approve the Service Contracts between ISSUER YES FOR FOR
Sinopec Corporation and Directors of the Fourth
Session of the Board Directors and Supervisors of the
Fourth Session of the Supervisory Committee
[including emoluments provisions]
PROPOSAL #11.: Authorize the Secretary to the Board ISSUER YES FOR FOR
of Directors to, on behalf of Sinopec Corporation,
deal with all applications, approval, registrations,
disclosure and filings in relation to the reelection
of Directors and Supervisors
PROPOSAL #S.12: Amend the Articles of Association and ISSUER YES FOR FOR
its appendices of Sinopec Corporation
PROPOSAL #S.13: Authorize the Secretary to the Board ISSUER YES FOR FOR
of Directors of Sinopec Corporation to, on behalf of
Sinopec Corporation, deal with all applications,
approval, registrations and filing relevant to the
proposed amendments to the Articles of Association
and its appendices
PROPOSAL #S.14: Authorize the Board of Directors of ISSUER YES AGAINST AGAINST
Sinopec Corporation to determine the proposed plan
for issuance of debt financing instrument(s): it is
proposed to the shareholders at the AGM, pursuant to
the relevant regulations, within the maximum balance
of the issuable bonds, namely after issuance, the
relevant accumulative debt financing instruments
balance shall not exceed 40% of the latest total
audited net assets of Sinopec Corporation, to
determine issuance of debt financing instruments,
principal of which shall not exceed 10% of the latest
audited net assets of Sinopec Corporation stated in
the consolidated financial statements prepared in
accordance with the Accounting Standards for Business
Enterprises, on one issuance or several issuances,
including but not limited to short term financial
instruments and mid-term financial notes; to
generally and to determine the terms and conditions
and all other matters in relation to the issuance of
such debt financing instrument(s) based on the needs
of Sinopec Corporation and the market conditions,
including without limitation to the determination of
the actual value, interest rate, and term of the
bond(s) subject to the aforementioned limits, as well
as to the production, execution and disclosure of
all necessary documents thereof; [authority expires
at the completion of the next shareholders meeting of
Sinopec Corporation]
PROPOSAL #S.15: Authorize the Board of Directors of ISSUER YES AGAINST AGAINST
Sinopec Corporation a general mandate to issue new
shares: in order to grant discretion to the Board of
Directors on the flexibility of issuance of new
shares, to allot issue and deal with shares not
exceeding 20% of the existing domestic listed shares
and overseas listed foreign shares of Sinopec
Corporation however, notwithstanding the obtaining of
the general mandate, any issue of domestic shares
needs shareholders' approval at shareholders' meeting
in accordance with the relevant PRC Laws and
regulations' it is resolved as follow: 1) Subject to
paragraphs (3) and (4) and pursuant to the Company
Law [the Company Law] of the People's Republic of
China (the PRC) and the listing rules of the relevant
stock exchanges [as amended from time to time], to
allot, issue and deal with shares during the Relevant
Period and to determine the terms and conditions for
the allotment and issue of new shares including the
following terms: a) class and number of new shares to
be issued; b) price determination method of new
shares and/or issue price [including price range]; c)
the starting and closing dates for the issue; d)
class and number of the new shares to be issued to
existing shareholders; and e) the making or granting
of offers, agreements and options which might require
the exercise of such powers; 2) to make or grant
offers, agreements and options which would or might
require the exercise of such powers after the end of
the relevant period; 3) the aggregate nominal amount
of new domestic listed shares and new overseas listed
foreign shares allotted, issued and dealt with or
agreed conditionally or unconditionally to be
allotted, issued and dealt with [whether pursuant to
an option or otherwise] by the Board of Directors of
Sinopec Corporation pursuant to the approval in
paragraph (1), otherwise than pursuant to issue of
shares by conversion of the surplus reserve into
share capital in accordance with the Company Law of
the PRC and the Articles of Association of Sinopec
Corporation, shall not exceed 20% of each class of
the existing domestic listed shares and overseas
listed foreign shares of Sinopec Corporation In
exercising the powers granted in paragraph (1), the
Board of Directors of Sinopec Corporation must (i)
comply with the Company Law of the PRC and the
relevant regulatory stipulations [as amended from
time to time] of the places where Sinopec Corporation
is listed; and (ii) obtain approval from China
Securities Regulatory Commission and other relevant
PRC government departments, The Board of Directors of
Sinopec Corporation, subject to the approval of the
relevant authorities of the PRC and in accordance
with the Company Law of the PRC, authorized to
increase the registered capital of Sinopec
Corporation to the required amount upon the exercise
of the powers pursuant to paragraph (1) above to
authorise the Board of Directors to sign the
necessary documents, complete the necessary
formalities and take other necessary steps to
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ISSUER: CHINA SHENHUA ENERGY CO LTD
TICKER: N/A CUSIP: Y1504C113
MEETING DATE: 6/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the report of the Board of ISSUER YES FOR FOR
Directors of the Company for the YE 31 DEC 2008
PROPOSAL #2.: Approve the report of the Board of ISSUER YES FOR FOR
Supervisors of the Company for the YE 31 DEC 2008
PROPOSAL #3.: Approve the audited financial ISSUER YES FOR FOR
statements of the Company for the YE 31 DEC 2008
PROPOSAL #4.: Approve the Company's Profit ISSUER YES FOR FOR
Distribution Plan for the YE 31 DEC 2008: i.e. final
dividend for the YE 31 DEC 2008 in the amount of RMB
0.46 per share [inclusive to tax] be declared and
distributed, the aggregate amount of which is
approximately RMB 9,149,000,000
PROPOSAL #5.: Approve the remuneration of the ISSUER YES FOR FOR
Directors and Supervisors of the Company for the YE
31 DEC 2008: i.e. aggregate remuneration of the
Executive Directors is in the amount of RMB 843,181;
aggregate remuneration of the Non-Executive Directors
is in the amount of RMB 1,350,000, of which the
aggregate remuneration of the Independent Non-
Executive Directors is in the amount of RMB
1,350,000, the Non-Executive Directors [other than
the Independent Non-Executive Directors] are
remunerated by Shenhua Group Co., Limited and are not
remunerated by the Company; remuneration of the
Supervisors is in the amount of RMB 1,076,879
PROPOSAL #6.: Re-appoint KPMG Huazhen and KPMG as the ISSUER YES FOR FOR
PRC and International Auditors respectively of the
Company for 2009, the term of such re-appointment
shall continue until the next AGM, and authorize a
Committee comprising of Mr. Zhang Xiwu, Mr. Ling Wen
and Mr. Chen Xiaoyue, all being Directors of the
Company, to determine their remuneration
PROPOSAL #7.: Appoint Mr. Gong Huazhang as an ISSUER YES FOR FOR
Independent Non-Executive Director of the Company
PROPOSAL #8.: Approve the Coal Supply Framework ISSUER YES FOR FOR
Agreement dated 27 MAR 2009 entered into between the
Company and Shaanxi Province Coal Transportation and
Sales [Group] Co Ltd, the proposed annual caps of RMB
4,825,600,000 for the YE 31 DEC 2009 and RMB
6,110,000,000 for the YE 31 DEC 2010 thereto and the
transactions contemplated thereunder
PROPOSAL #S.9: Approve the proposed amendments to the ISSUER YES FOR FOR
Articles of Association of the Company [as
specified], and authorize a Committee comprising of
Mr. Zhang Xiwu and Mr. Ling Wen, all being Directors
of the Company, to, after passing of this resolution,
carry out further amendments to the Articles of
Association of the Company as they may consider
necessary and appropriate at the request of relevant
regulatory authorities in the course of filing the
Articles of Association with such regulatory
PROPOSAL #S.10: Approve a general mandate to the ISSUER YES AGAINST AGAINST
Board of Directors to, by reference to market
conditions and in accordance with needs of the
Company, to allot, issue and deal with, either
separately or concurrently, additional domestic
shares [A Shares] and overseas-listed foreign
invested shares [H Shares] not exceeding 20% of each
of the number of domestic shares [A Shares] and the
number of overseas-listed foreign invested shares [H
Shares] in issue at the time of passing this
resolution at AGM; pursuant to PRC laws and
regulations, the Company will seek further approval
from its shareholders in general meeting for each
issuance of domestic shares [A Shares] even where
this general mandate is approved; authorize the Board
of Directors to [including but not limited to the
following]: (i) formulate and implement detailed
issuance plan, including but not limited to the class
of shares to be issued, pricing mechanism and/or
issuance price [including price range], number of
shares to be issued, allottees and use of proceeds,
time of issuance, period of issuance and whether to
issue shares to existing shareholders; (ii) approve
and execute, on behalf of the Company, agreements
related to share issuance, including but not limited
to underwriting agreement and engagement agreements
of professional advisers; (iii) approve and execute,
on behalf of the Company, documents related to share
issuance for submission to regulatory authorities,
and to carry out approval procedures required by
regulatory authorities and venues in which the
Company is listed; (iv) amend, as required by
regulatory authorities within or outside China,
agreements and statutory documents referred to in
(ii) and (iii) above; (v) affix seal of the Company
on share issuance related agreements and statutory
documents; (vi) engage the services of professional
advisers for share issuance related matters, and to
approve and execute all acts, deeds, documents or
other matters necessary, appropriate or required for
share issuance; (vii) increase the registered capital
of the Company after share issuance, and to make
corresponding amendments to the Articles of
Association of the Company relating to share capital
and shareholdings etc, and to carry out statutory
registrations and filings within and outside China;
[Authority expires the earlier of the conclusion of
the next AGM of the Company for 2009 or the
expiration of 12 months following the passing of this
special resolution at the AGM for 2008], except
where the Board of Directors has resolved to issue
domestic shares [A Shares] or overseas-listed foreign
invested shares [H Shares] during the relevant
PROPOSAL #S.11: Approve a general mandate to the ISSUER YES FOR FOR
Board of Directors to, by reference to market
conditions and in accordance with needs of the
Company, to repurchase domestic shares [A Shares] not
exceeding 10% of the number of domestic shares [A
Shares] in issue at the time when this resolution is
passed at AGM and the relevant resolutions are passed
at class meetings of shareholders; pursuant to PRC
laws and regulations, and for repurchases of domestic
shares [A Shares], the Company will seek further
approval from its shareholders in general meeting for
each repurchase of domestic shares [A Shares] even
where the general mandate is granted, but will not be
required to seek shareholders' approval at class
meetings of domestic share [A Share] shareholders or
overseas-listed foreign invested share [H Share]
shareholders; by reference to market conditions and
in accordance with needs of the Company, to
repurchase overseas-listed foreign invested shares [H
Shares] not exceeding 10% of the number of overseas-
listed foreign invested shares [H Shares] in issue at
the time when this resolution is passed at AGM and
the relevant resolutions are passed at class meetings
of shareholders; authorize the Board of Directors to
[including but not limited to the following]: (i)
formulate and implement detailed repurchase plan,
including but not limited to repurchase price, number
of shares to repurchase, time of repurchase and
period of repurchase etc; (ii) notify creditors in
accordance with the PRC Company Law and Articles of
Association of the Company; (iii) open overseas share
accounts and to carry out related change of foreign
exchange registration procedures; (iv) carry out
relevant approval procedures required by regulatory
authorities and venues in which the Company is
listed, and to carry out filings with the China
Securities Regulatory Commission; (v) carry out
cancelation procedures for repurchased shares,
decrease registered capital, and to make
corresponding amendments to the Articles of
Association of the Company relating to share capital
and shareholdings etc, and to carry out statutory
registrations and filings within and outside China;
(vi) approve and execute, on behalf of the Company,
documents and matters related to share repurchase;
[Authority expires the earlier of the conclusion of
the next AGM of the Company for 2009 or the
expiration of 12 months following the passing of this
special resolution at the AGM for 2008, the first A
shareholders' class meeting in 2009 and the first H
shareholders' class meeting in 2009], except where
the board of directors has resolved to repurchase
domestic shares [A Shares] or overseas-listed foreign
invested shares [H Shares] during the relevant
period and the share repurchase is to be continued or
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA SHENHUA ENERGY CO LTD
TICKER: N/A CUSIP: Y1504C113
MEETING DATE: 6/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Authorize the Board of Directors to, ISSUER YES FOR FOR
by reference to market conditions and in accordance
with needs of the Company, to repurchase domestic
shares [A shares] not exceeding 10% of the number of
domestic shares [A shares] in issue at the time when
this resolution is passed at AGM and the relevant
resolutions is passed at class meetings of
shareholders, pursuant to PRC laws and regulations,
and for repurchases of domestic shares [A shares],
the Company will seek further approval from its
shareholders in general meeting for each repurchase
of domestic shares [A shares] even where the general
mandate is granted, but will not be required to seek
shareholders' approval at class meetings of domestic
share [A share] shareholders or overseas-listed
foreign invested share [H share] shareholders, and to
formulate and implement detailed repurchase plan,
including but not limited to repurchase price, number
of shares to repurchase, time of repurchase and
period of repurchase etc; to notify creditors in
accordance with the PRC Company Law and Articles of
Association of the Company; to open overseas share
accounts and to carry out related change of foreign
exchange registration procedures; to carry out
relevant approval procedures required by regulatory
authorities and venues in which the Company is
listed, and to carry out filings with the China
Securities Regulatory Commission; to carry out
cancellation procedures for repurchased shares,
decrease registered capital, and to make
corresponding amendments to the Articles of
Association of the Company relating to share capital
and shareholdings etc, and to carry out statutory
registrations and filings within and outside China;
and approve and execute, on behalf of the Company,
documents and matters related to share repurchase;
[Authority expires the earlier of the conclusion of
the next AGM or the expiration of the period of 12
months following the passing of this special
resolution at the AGM for 2008, the first A
shareholders' class meeting in 2009 and the first H
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA STL CORP
TICKER: N/A CUSIP: Y15041109
MEETING DATE: 6/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: The 2008 business reports ISSUER NO N/A N/A
PROPOSAL #1.2: The 2008 audited reports reviewed by ISSUER NO N/A N/A
Supervisors
PROPOSAL #1.3: The issuance status of local ISSUER NO N/A N/A
convertible bond
PROPOSAL #1.4: The status of 2008 Treasury Stock ISSUER NO N/A N/A
Buyback
PROPOSAL #2.1: Ratify the 2008 business and financial ISSUER YES FOR FOR
reports
PROPOSAL #2.2: Ratify the 2008 earnings distribution ISSUER YES FOR FOR
proposal [proposed cash dividend: TWD 1.3/sharers]
PROPOSAL #2.3: Approve to raise capital by issuing ISSUER YES FOR FOR
new shares from earnings [proposed STK dividend:
43shares / 1000shares]
PROPOSAL #2.4: Approve to revise the Articles of ISSUER YES FOR FOR
Incorporation
PROPOSAL #2.5: Approve to revise the procedures of ISSUER YES FOR FOR
acquisition or disposal of asset
PROPOSAL #2.6: Approve the procedures of endorsements ISSUER YES FOR FOR
and guarantees
PROPOSAL #2.7: Approve to release the Directors from ISSUER YES FOR FOR
non-competition duties
PROPOSAL #2.8: Other issues and extraordinary motions ISSUER YES AGAINST AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA STL CORP
TICKER: N/A CUSIP: Y15041125
MEETING DATE: 6/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: To report on the operations of 2008 ISSUER NO N/A N/A
PROPOSAL #1.2: To report on the Supervisor's review ISSUER NO N/A N/A
of the finalized financial statements of 2008
PROPOSAL #1.3: To report on the status of issuance of ISSUER NO N/A N/A
Corporate Bond for 2008
PROPOSAL #1.4: To report on the status of share ISSUER NO N/A N/A
repurchase for the 3rd time
PROPOSAL #2.1: Approve the 2008 business report and ISSUER YES FOR FOR
financial statements
PROPOSAL #2.2: Approve the proposal for distribution ISSUER YES FOR FOR
of 2008 profits
PROPOSAL #2.3: Approve the capitalization of 2008 ISSUER YES FOR FOR
dividends sharing
PROPOSAL #2.4: Amend the Articles of Incorporation ISSUER YES FOR FOR
PROPOSAL #2.5: Amend the procedures for acquisition ISSUER YES FOR FOR
or disposal of asset
PROPOSAL #2.6: Amend the regulation of endorsements ISSUER YES FOR FOR
and guarantees
PROPOSAL #2.7: Approve the removal of the prohibition ISSUER YES FOR FOR
against the holdings of the same or similar
positions in Chung Hung Steel Corporation and etc.,
for the Chairman of Board of Directors Mr. Chia-Juch
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA TELECOM CORP LTD
TICKER: N/A CUSIP: Y1505D102
MEETING DATE: 3/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Amend the Article 13 of the Articles ISSUER YES FOR FOR
of Association of the Company [the Articles of
Association] as specified and authorize any Director
of the Company to take all actions which in their
opinion are necessary or desirable to complete the
procedures for the approval and/or registration or
filing of the aforementioned amendment to the
Articles of Association
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHINA TELECOM CORP LTD
TICKER: N/A CUSIP: Y1505D102
MEETING DATE: 5/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the consolidated financial ISSUER YES FOR FOR
statements of the Company, the report of the Board of
Directors, the report of the Supervisory Committee
and the report of the International Auditor for the
YE 31 DEC 2008 and authorize the Board of Directors
[the Board] to prepare the budget of the Company for
year 2008
PROPOSAL #2.: Approve the profit distribution and the ISSUER YES FOR FOR
declaration and payment of a final dividend for the
YE 31 DEC 2008
PROPOSAL #3.: Re-appoint KPMG and KPMG Huazhen as the ISSUER YES FOR FOR
International Auditor and Domestic Auditor of the
Company respectively for the year ending 31 DEC 2009
and authorize the Board to fix the remuneration of
the Auditors
PROPOSAL #S.4.1: Authorize the Board of Directors of ISSUER YES FOR FOR
the Company to issue debentures denominated in local
or foreign currencies, in 1 or more tranches,
including, but not limited to, short-term commercial
paper, medium term note, company bonds, corporate
debts, convertible bonds, asset securitization
products and asset-backed notes, from the date of
this meeting until the date on which the AGM of the
Company for the year 2009 is held, with a maximum
outstanding repayment amount RMB 90 billion
PROPOSAL #S.4.2: Authorize the Board of Directors of ISSUER YES FOR FOR
the Company or any 2 or more Directors of the Company
duly authorized by the Board of Directors, taking
into account the specific needs of the Company and
other market conditions, to determine the specific
terms, conditions of, and other matters relating to,
the issue of debentures, including, but not limited
to, the determination of the type, amount, interest
rate, rating, security, any repurchase or redemption
provisions, any placing arrangements, any option to
adjust the nominal interest rate and use of proceeds,
secure approvals, engage professional advisors,
disseminate relevant application documents to the
regulatory authorities, obtain approvals from the
regulatory authorities, execute all requisite legal
documentation relating to the issue as requested by
the regulatory authorities and make relevant
disclosure; do all such acts which are necessary and
incidental to the issue of debentures [including, but
not limited to, the securing of approvals, the
determination of underwriting arrangements,
preparation and dissemination of relevant application
documents to the regulatory authorities, and the
securing of approvals from the regulatory
authorities]; and take all such steps which are
necessary for the purposes of executing the issue of
debentures [including, but not limited to, the
execution of all requisite documentation and the
disclosure of relevant information in accordance with
applicable laws], and approve to the extent that any
of the aforementioned acts and steps that have
already been undertaken by the Board of Directors or
the duly authorized Directors in connection with the
issue of debentures
PROPOSAL #S.5.1: Approve the Company's issue of ISSUER YES FOR FOR
debentures denominated in local or foreign currencies
with an aggregate amount of RMB 90 billion, within
which the issue of Company bonds in the PRC in one or
more tranches not exceeding RMB 30 billion with: a)
size of issue: up to RMB 30 billion; b) placing to
existing shareholders: the Company debentures will
not be issued to existing shareholders on a preferred
basis by way of placing; c) term: the Company
debentures will have a term not exceeding 10 years
and may have the same term or different terms, which
will be determined in accordance with the market
conditions and the Company's capital requirements; d)
use of proceeds: the Company bonds issued will be
for the purpose of supplementing the general working
capital of the Company; e) effective period: from the
date on which the resolutions passed to the date on
which the AGM of the Company for the year 2009 is held
PROPOSAL #S.5.2: Authorize the Board of Directors of ISSUER YES FOR FOR
the Company [the Board] or any 2 or more Directors of
the Company [the Directors] to: a) determine the
type, specific terms and conditions of, and other
matters relating to, the issue [including, but not
limited to, the determination of the type, amount,
interest rate, term, rating, security, whether there
will be repurchase or redemption provisions, whether
there will be an option to adjust the nominal
interest rate and specific arrangements relating to
the use of proceeds within the scope approved by the
shareholders in this meeting]; b) do all such acts
which are necessary and incidental to the issue
[including, but not limited to, the securing of
approvals, engaging professional advisors, the
determination of underwriting arrangements,
preparation and dissemination of relevant application
documents to the regulatory authorities, and the
securing of approvals from the regulatory
authorities]; c) to take all such steps which are
necessary for the purposes of executing the issue
[including, but not limited to, the execution of all
requisite documentation and the disclosure of
relevant information in accordance with applicable
laws], and approve to the extent that any of the
above acts and steps that have already been
undertaken by the Board or the Directors in
connection with the issue; d) if there are changes in
the regulatory policies or market conditions, adjust
the specific proposal relating to the issue and
related matters in accordance with the opinion of the
regulatory authorities; and e) after completion of
the issue, determine and approve matters relating to
PROPOSAL #S.6: Authorize the Company, to allot, issue ISSUER YES AGAINST AGAINST
and deal with additional shares of the Company and
to make or grant offers, agreements and options
during and after the relevant period, not exceeding
the aggregate of 20% of the Company's existing
domestic shares and H shares [as the case may be] in
issue at the date of passing of this special
resolution otherwise than pursuant to: i) a rights
issue; or ii) any scrip dividend or similar
arrangement providing for the allotment of shares in
lieu of the whole or part of a dividend on shares in
accordance with the Articles of Association of the
Company; [Authority expires the earlier of the
conclusion of the next AGM of the Company or the
expiration of the 12 month period following the
passing of these special resolution]
PROPOSAL #S.7: Authorize the Board to increase the ISSUER YES AGAINST AGAINST
registered capital of the Company to reflect the
issue of shares in the Company authorized under
Special Resolution 6, and to make such appropriate
and necessary amendments to the Article of
Association of the Company as they think fit to
reflect such increases in the registered capital of
the Company and to take any other action and complete
any formality required to effect such increase of
the registered capital of the Company
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COMPAL ELECTRONICS INC
TICKER: N/A CUSIP: 20440Y200
MEETING DATE: 6/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #A.1: Receive the report on business ISSUER NO N/A N/A
operation for the year 2008
PROPOSAL #A.2: Receive the report of the Supervisors' ISSUER NO N/A N/A
examination for year 2008 financial statements
PROPOSAL #A.3: Implementation for the status of share ISSUER NO N/A N/A
buy-back
PROPOSAL #B.1: Ratify the financial statements report ISSUER YES FOR FOR
for year 2008
PROPOSAL #B.2: Ratify the distribution of earnings ISSUER YES FOR FOR
for year 2008
PROPOSAL #C.1: Approve the increase of capital by ISSUER YES FOR FOR
issuing new shares from capitalization of capital
surplus, retained earning and issuance of employees'
stock bonus
PROPOSAL #C.2: Amend the Articles of Incorporations ISSUER YES FOR FOR
PROPOSAL #C.3: Amend the Procedures for the ISSUER YES FOR FOR
Acquisition or Disposal of Assets
PROPOSAL #C.4: Amend the Procedures for Endorsement & ISSUER YES FOR FOR
Guarantee
PROPOSAL #C.5: Amend the Procedures for Lending Funds ISSUER YES FOR FOR
to Other Parties
PROPOSAL #C.6: Elect 12 Directors and 3 Supervisors ISSUER YES FOR FOR
[10th Term]
PROPOSAL #C.7: Approve the release of the non-compete ISSUER YES FOR FOR
clause for the Directors
PROPOSAL #D.: Other proposals and special motion ISSUER NO N/A N/A
PROPOSAL #E.: Meeting adjourned ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COMPANHIA DE SANEAMENTO BASICO DO ESTADO DE SAO PA
TICKER: N/A CUSIP: P8228H104
MEETING DATE: 7/28/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend the Corporate Bylaws that will ISSUER YES FOR FOR
amend and renumber the Chapters and the Articles in
the following manner: Chapter I Articles 1 and 2,
Chapter II Articles 3 and 4, Chapter III Article 5,
Chapter IV Article 6, Chapter V Articles 7, 8, 9, 10,
11, 12, 13 and 14, Chapter VI Articles 15, 16, 17,
18 and 19, Chapter VII Articles 20, 21 and 22,
Chapter VIII Articles 23, 24, 25, 26 and 27, Chapter
IX Articles 28 and 29, Chapter X, Articles 30,
Chapter XI Article 31, Chapter XII Articles 32, 33,
34, 35, 36 and 37, Chapter XIII Article 38, Chapter
XIV Articles 39, 40, 41, 42 and 43, Chapter XV
Article 44 and Chapter XVI Articles 45 and 46
PROPOSAL #2.: Elect a Member of the Board of Directors ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COMPANHIA VALE DO RIO DOCE
TICKER: RIOPR CUSIP: 204412100
MEETING DATE: 12/29/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: THE APPROVAL FOR THE PROTOCOL AND ISSUER YES FOR FOR
JUSTIFICATION OF THE CONSOLIDARION OF MINERACAO ONCA
PUMA S.A. INTO VALE PURSUANT TO ARTICLES 224 AND 225
OF THE BRAZILIAN CORPORATE LAW.
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ACAL ISSUER YES FOR FOR
CONSULTORIA E AUDITOR S/S, THE EXPERTS HIRED TO
APPRAISE THE VALUE OF MINERACAO ONCA PUMA S.A.
PROPOSAL #03: TO DECIDE ON THE APPRAISAL REPORT, ISSUER YES FOR FOR
PREPARED BY THE EXPERT APPRAISERS.
PROPOSAL #04: THE APPROVAL FOR THE CONSOLIDATION OF ISSUER YES FOR FOR
MINERACAO ONCA PUMA S.A. INTO VALE, WITHOUT A CAPITAL
INCREASE OR THE ISSUANCE OF NEW VALE SHARES.
PROPOSAL #05: TO AMEND ARTICLE 1 OF VALE'S BY-LAWS IN ISSUER YES FOR FOR
ORDER TO REPLACE THE ACRONYM CVRD FOR VALE IN
ACCORDANCE WITH THE NEW GLOBAL BRAND UNIFICATION.
PROPOSAL #06: TO ADJUST ARTICLES 5 AND 6 OF VALE'S ISSUER YES FOR FOR
BY-LAWS TO REFLECT THE CAPITAL INCREASE RESOLVED IN
THE BOARD OF DIRECTORS MEETINGS HELD ON JULY 22, 2008
AND AUGUST 05, 2008.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COMPANHIA VALE DO RIO DOCE
TICKER: RIOPR CUSIP: 204412100
MEETING DATE: 4/16/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1A: APPRECIATION OF THE MANAGEMENTS' ISSUER YES FOR FOR
REPORT AND ANALYSIS, DISCUSSION AND VOTE ON THE
FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDING
PROPOSAL #O1B: PROPOSAL FOR THE DESTINATION OF ISSUER YES AGAINST AGAINST
PROFITS OF THE SAID FISCAL YEAR AND APPROVAL OF THE
INVESTMENT BUDGET FOR VALE
PROPOSAL #O1C: APPOINTMENT OF THE MEMBERS OF THE ISSUER YES WITHHOLD AGAINST
BOARD OF DIRECTORS V
PROPOSAL #O1D: APPOINTMENT OF THE MEMBERS OF THE ISSUER YES AGAINST AGAINST
FISCAL COUNCIL
PROPOSAL #O1E: ESTABLISHMENT OF THE REMUNERATION OF ISSUER YES FOR FOR
THE SENIOR MANAGEMENT AND FISCAL COUNCIL MEMBERS
PROPOSAL #E2A: TO CHANGE THE LEGAL NAME OF THE ISSUER YES FOR FOR
COMPANY TO VALE S.A., WITH THE CONSEQUENT AMENDMENT
OF ARTICLE 1 OF VALE'S BY-LAWS IN ACCORDANCE WITH THE
NEW GLOBAL BRAND UNIFICATION
PROPOSAL #E2B: TO ADJUST ARTICLE 5 OF VALE'S BY-LAWS ISSUER YES FOR FOR
TO REFLECT THE CAPITAL INCREASE RESOLVED IN THE BOARD
OF DIRECTORS MEETINGS HELD ON JULY 22, 2008 AND
AUGUST 05, 2008
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ISSUER: COMPANHIA VALE DO RIO DOCE
TICKER: RIO CUSIP: 204412209
MEETING DATE: 12/29/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: THE APPROVAL FOR THE PROTOCOL AND ISSUER YES FOR FOR
JUSTIFICATION OF THE CONSOLIDARION OF MINERACAO ONCA
PUMA S.A. INTO VALE PURSUANT TO ARTICLES 224 AND 225
OF THE BRAZILIAN CORPORATE LAW.
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ACAL ISSUER YES FOR FOR
CONSULTORIA E AUDITOR S/S, THE EXPERTS HIRED TO
APPRAISE THE VALUE OF MINERACAO ONCA PUMA S.A.
PROPOSAL #03: TO DECIDE ON THE APPRAISAL REPORT, ISSUER YES FOR FOR
PREPARED BY THE EXPERT APPRAISERS.
PROPOSAL #04: THE APPROVAL FOR THE CONSOLIDATION OF ISSUER YES FOR FOR
MINERACAO ONCA PUMA S.A. INTO VALE, WITHOUT A CAPITAL
INCREASE OR THE ISSUANCE OF NEW VALE SHARES.
PROPOSAL #05: TO RATIFY THE APPOINTMENT OF A MEMBER ISSUER YES FOR FOR
AND AN ALTERNATE OF THE BOARD OF DIRECTORS, DULY
NOMINATED DURING THE BOARD OF DIRECTORS MEETINGS HELD
ON APRIL 17, 2008 AND MAY 21, 2008 IN ACCORDANCE
WITH SECTION 10 OF ARTICLE 11 OF VALE'S BY-LAWS.
PROPOSAL #06: AMEND ARTICLE 1 OF VALE'S BY-LAWS TO ISSUER YES FOR FOR
REPLACE THE ACRONYM CVRD FOR VALE IN ACCORDANCE WITH
THE NEW GLOBAL BRAND UNIFICATION.
PROPOSAL #07: TO ADJUST ARTICLES 5 AND 6 OF VALE'S ISSUER YES FOR FOR
BY-LAWS TO REFLECT THE CAPITAL INCREASE RESOLVED IN
THE BOARD OF DIRECTORS MEETINGS HELD ON JULY 22, 2008
AND AUGUST 05, 2008.
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ISSUER: CREDIT AGRICOLE SA, PARIS
TICKER: N/A CUSIP: F22797108
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the Company's financial ISSUER YES FOR FOR
statements for the YE 31 DEC 2008, as presented, and
the expenses and charges that were not Tax deductible
of EUR 157,353.00 with a corresponding Tax of EUR
54,177.00
PROPOSAL #O.2: Approve the consolidated financial ISSUER YES FOR FOR
statements for the said FY, in the form presented to
the meeting
PROPOSAL #O.3: Approve the recommendations of the ISSUER YES FOR FOR
Board of Directors and resolves that the in come for
the FY of EUR 248,598,945.42, be appropriated as: it
resolves to fund to the legal reserve: EUR
12,429,947.27, it notes that the distributable
income, after the allocation to the legal reserve and
due to the positive balance on retained earnings of
EUR 5,133,758,198.11, amounts to EUR
5,369,927,196.26, the dividends are of EUR
1,001,854,123.20, the retained earnings will show a
new amount of EUR 4,368,073,073.06; the shareholders
will receive a net dividend of EUR 0.45 per share,
and will entitle to the 40% deduction provided by the
French Tax Code; this dividend will be paid on 23
JUN 2009; in the event that the Company holds some of
its own shares on the day the dividend is paid, the
amount of the unpaid dividend on such shares shall be
allocated to the retained earnings account; and
authorize the Board of Directors to proceed with this
registration; as required by law, it is reminded
that, for the last 3 FY, the dividends paid, were as:
EUR 0.94 for FY 2005, entitled to the 40% deduction,
EUR 1.15 for FY 2006, entitled to the 40% deduction,
EUR 1.20 for FY 2007, entitled to the 40% deduction
PROPOSAL #O.4: Approve to decide to grant to each ISSUER YES FOR FOR
shareholder an option granting the right to receive
the dividend payment in cash or in shares, as per the
conditions: this option will be effective from 27
MAY 2009 to 11 JUN 2009; after, the shareholders will
receive the dividend payment in cash as from 23 JUN
2009; if the dividend amount does not correspond to
an integer of shares, the shareholder will receive
the immediately lower number of shares with a
balancing cash adjustment; the new shares will be
created with dividend rights as of 01 JAN 2009
PROPOSAL #O.5: Approve, the special report of the ISSUER YES FOR FOR
Auditors on agreements governed by Articles L.225-38
ET sequence of the French Commercial Code, the said
report and the agreements referred to therein
PROPOSAL #O.6: Approve, the special report of the ISSUER YES FOR FOR
Auditors on regulated agreements, all the retirement
commitments in favor of Mr. Georges Pauget, General
Manager
PROPOSAL #O.7: Approve, the special report of the ISSUER YES FOR FOR
Auditors on regulated agreements, all the retirement
commitments in favor of Mr. Jean-Yves Hocher, Deputy
General Manager
PROPOSAL #O.8: Approve, the special report of the ISSUER YES FOR FOR
Auditors on regulated agreements, all the retirement
commitments in favor of Mr. Jacques Lenormand, Deputy
General Manager
PROPOSAL #O.9: Approve, the special report of the ISSUER YES FOR FOR
Auditors on regulated agreements, all the retirement
commitments in favor of Mr. Jean-Frederic De Leusse,
Deputy General Manager
PROPOSAL #O.10: Approve to renew the appointment of ISSUER YES AGAINST AGAINST
the Mr. Sas Rue La Boe Tie as a Director for a 3-year
period
PROPOSAL #O.11: Approve to renew the appointment of ISSUER YES AGAINST AGAINST
Mr. Gerard Cazals as a Director for a 3-year period
PROPOSAL #O.12: Approve to renew the appointment of ISSUER YES AGAINST AGAINST
Mr. Noel Dupuy as a Director for a 3-year period
PROPOSAL #O.13: Approve to renew the appointment of ISSUER YES AGAINST AGAINST
Mrs. Carole Giraud as a Director for a 3-year period
PROPOSAL #O.14: Approve to renew the appointment of ISSUER YES AGAINST AGAINST
Mr. Dominique Lefebvre as a Director for a 3-year
period
PROPOSAL #O.15: Approve the appointment of Mr. ISSUER YES AGAINST AGAINST
Patrick Clavelou as a Director, to replace Mr.
Bernard Mary, for the remainder of Mr. Bernard Mary's
term of office, i.e. until the shareholders' meeting
called to approve the financial statements for the
FYE 31 DEC 2008
PROPOSAL #O.16: Approve to renew the appointment of ISSUER YES AGAINST AGAINST
Mr. Patrick Clavelou as a Director for a 3-year period
PROPOSAL #O.17: Appoint the Director, to replace Mr. ISSUER YES FOR FOR
Philippe Camus, for the remainder of Mr. Philippe
Camus' term of office, i.e. until the shareholders'
meeting called to approve the financial statements
for the FYE 31 DEC 2010
PROPOSAL #O.18: Approve to award total annual fees of ISSUER YES FOR FOR
EUR 950,000.00 to the Members of the Board of
PROPOSAL #O.19: Authorizes the Board of Directors to ISSUER YES FOR FOR
buy the Company's ordinary shares on the stock
market, subject to the conditions: maximum purchase
price: EUR 15.00, maximum number of shares to be
acquired: 10% of the total number of ordinary shares,
maximum funds invested in the share buybacks: EUR
2,000,000,010.00, which represents 133,333,334
ordinary shares; the number of shares acquired by the
Company with a view to their retention or their
subsequent delivery in payment or exchange as part of
a merger, divestment or capital contribution cannot
exceed 5% of the ordinary shares in the Company;
[Authority expires after 18-month period]; it
supersedes the fraction unused of the authorization
granted by the shareholders' meeting of may 21, 2008
PROPOSAL #O.20: Authorize to repurchase up to 10% of ISSUER YES AGAINST AGAINST
preference share capital, subject to approval of Item
23, 24, 36, or 37
PROPOSAL #E.21: Amend the Article 10.2 of Bylaws re: ISSUER YES FOR FOR
maximum number of terms for the Directors
PROPOSAL #E.22: Authorize the new class of preferred ISSUER YES AGAINST AGAINST
stock and amend Bylaws accordingly, subject to
approval of Item 23, 24, 36, or 37
PROPOSAL #E.23: Authorize the issuance of preferred ISSUER YES AGAINST AGAINST
stock with preemptive rights for up to aggregate
nominal amount of EUR 2,226,342,496, subject to
approval of Item 22
PROPOSAL #E.24: Authorize the issuance of preferred ISSUER YES AGAINST AGAINST
stock without preemptive rights for up to aggregate
nominal amount of EUR 2,226,342,496, subject to
approval of Item 22
PROPOSAL #E.25: Authorize the Board to increase ISSUER YES AGAINST AGAINST
capital in the event of additional demand related to
delegation submitted to shareholder vote above
PROPOSAL #E.26: Authorize the issuance of equity or ISSUER YES FOR FOR
equity linked securities with preemptive rights up to
aggregate nominal amount of EUR 3.3 billion
PROPOSAL #E.27: Authorize the issuance of equity or ISSUER YES FOR FOR
equity linked securities without preemptive rights up
to aggregate nominal amount of EUR 1 billion
PROPOSAL #E.28: Authorize the Board to increase ISSUER YES FOR FOR
capital in the event of additional demand related to
delegation submitted to shareholder vote above
PROPOSAL #E.29: Authorize the capital increase of up ISSUER YES FOR FOR
to 10% of issued capital for future acquisitions
PROPOSAL #E.30: Authorize the Board to set issue ISSUER YES AGAINST AGAINST
price for 10% of issued capital pursuant to issuance
authority without preemptive rights
PROPOSAL #E.31: Approve to set Global Limit for ISSUER YES AGAINST AGAINST
capital increase to result from issuance requests
under Items 23 through 30 at EUR 5.5 billion
PROPOSAL #E.32: Approve the issuance of securities ISSUER YES FOR FOR
convertible into debt up to an aggregate amount of
EUR 5 billion
PROPOSAL #E.33: Authorize the capitalization of ISSUER YES FOR FOR
reserves of up to EUR 1 billion for bonus issue or
increase in par value
PROPOSAL #E.34: Approve the Employee Stock Purchase ISSUER YES FOR FOR
Plan
PROPOSAL #E.35: Approve the Stock Purchase Plan ISSUER YES FOR FOR
reserved for international employees
PROPOSAL #E.36: Approve the Employee Preferred Stock ISSUER YES AGAINST AGAINST
Purchase Plan, subject to approval of Item 22
PROPOSAL #E.37: Approve Employee Preferred Stock ISSUER YES AGAINST AGAINST
Purchase Plan for International Employees, Subject to
approval of Item 22
PROPOSAL #E.38: Approve the reduction in share ISSUER YES FOR FOR
capital via cancellation of repurchased shares
PROPOSAL #E.39: Approve the reduction in share ISSUER YES AGAINST AGAINST
capital via cancellation of repurchased preference
PROPOSAL #E.40: Authorize the filing of required ISSUER YES FOR FOR
documents/other formalities
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ISSUER: CREDIT SUISSE GROUP
TICKER: N/A CUSIP: H3698D419
MEETING DATE: 4/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Presentation of the annual report, ISSUER NO N/A N/A
parent company's 2008 financial statements, Group's
2008 consolidated financial statements and the
remuneration report.
PROPOSAL #1.2: Consultative vote on the remuneration ISSUER YES FOR FOR
report.
PROPOSAL #1.3: Approval of the annual report, parent ISSUER YES FOR FOR
company's 2008 financial statements and Group's 2008
consolidated financial statements.
PROPOSAL #2: Discharge of the acts of the Members of ISSUER YES FOR FOR
the Board of Directors and the Executive Board.
PROPOSAL #3: Appropriation of retained earnings. ISSUER YES FOR FOR
PROPOSAL #4.1: Increasing conditional capital for ISSUER YES FOR FOR
convertible and warrant bonds.
PROPOSAL #4.2: Renewing and increasing authorized ISSUER YES FOR FOR
capital.
PROPOSAL #5.1: Group's Independent auditor. ISSUER YES FOR FOR
PROPOSAL #5.2: Presence quorum for Board of ISSUER YES FOR FOR
Directors' resolutions.
PROPOSAL #5.3: Deletion of provisions concerning ISSUER YES FOR FOR
contributions in kind.
PROPOSAL #6.1.1: Re-elect Hans-Ulrich Doerig as ISSUER YES FOR FOR
Director.
PROPOSAL #6.1.2: Re-elect Walter B. Kielholz as ISSUER YES FOR FOR
Director.
PROPOSAL #6.1.3: Re-elect Richard E. Thornburgh as ISSUER YES FOR FOR
Director.
PROPOSAL #6.1.4: Elect Andreas Koopmann as Director. ISSUER YES FOR FOR
PROPOSAL #6.1.5: Elect Urs Rohner as Director. ISSUER YES FOR FOR
PROPOSAL #6.1.6: Elect John Tiner as Director. ISSUER YES FOR FOR
PROPOSAL #6.2: Election of the independent auditors. ISSUER YES FOR FOR
PROPOSAL #6.3: Election of special auditors. ISSUER YES FOR FOR
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ISSUER: DBS GROUP HOLDINGS LTD, SINGAPORE
TICKER: N/A CUSIP: Y20246107
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive and approve the Directors' ISSUER YES FOR FOR
report and audited accounts for the YE 31 DEC 2008
and the Auditors' report thereon
PROPOSAL #2.: Declare a one-tier tax exempt final ISSUER YES FOR FOR
dividend of 14 cents per ordinary share, for the YE
31 DEC 2008
PROPOSAL #3.A: Approve to sanction the amount of SGD ISSUER YES FOR FOR
1,475,281 proposed as Director's fees for 2008
PROPOSAL #3.B: Approve to sanction the amount of SGD ISSUER YES FOR FOR
2,000,000 proposed as special remuneration for Mr.
Koh Boon Hwee for 2008
PROPOSAL #4.: Re-appoint Messrs. ISSUER YES FOR FOR
PricewaterhouseCoopers as the Auditors of the Company
and authorize the Directors to fix their remuneration
PROPOSAL #5.A: Re-elect Mr. Koh Boon Hwee as a ISSUER YES FOR FOR
Director, who are retiring under Article 95 of the
Company's Articles of Association
PROPOSAL #5.B: Re-elect Mr. Christopher Cheng Wai ISSUER YES FOR FOR
Chee as a Director, who are retiring under Article 95
of the Company's Articles of Association
PROPOSAL #6.A: Re-elect Mr. Richard Daniel Stanley, ISSUER YES FOR FOR
as a Director, who are retiring under Article 101 of
the Company's Articles Association
PROPOSAL #6.B: Re-elect Ms. Euleen Goh Yiu Kiang, as ISSUER YES FOR FOR
a Director, who are retiring under Article 101 of the
Company's Articles Association
PROPOSAL #6.C: Re-elect Dr. Bart Joseph Broadman, as ISSUER YES FOR FOR
a Director, who are retiring under Article 101 of the
Company's Articles Association
PROPOSAL #7.: Re-appoint Mr. Andrew Robert Fowell ISSUER YES AGAINST AGAINST
Buxton as a Director pursuant to Section 153[6] of
the Companies Act, Chapter 50, to hold office from
the date of this AGM until the next AGM the Company
PROPOSAL #8.A: Authorize the Board of Directors of ISSUER YES FOR FOR
the Company to a] allot and issue from time to time
such number of ordinary shares in the capital of the
Company [DBSH ordinary shares] as may be required to
be issued pursuant to the exercise of options under
the DBSH share option plan; and b] offer and grant
awards in accordance with the provisions of the DBSH
share plan and to allot and issue from time to time
such number of DBSH ordinary shares as may be
required to be issued pursuant to the vesting of
awards under the DBSH share plan, provided always
that the aggregate number of new DBSH ordinary shares
to be issued pursuant to the exercise of options
granted under the DBSH share option plan and the
vesting of awards granted or to be granted under the
DBSH share plan shall not exceed 7.5% of the total
number of issued shares [excluding treasury shares]
in the capital of the Company from time to time
PROPOSAL #8.B: Authorize the Directors of the Company ISSUER YES FOR FOR
to a] [i] issue shares in the capital of the Company
[shares] whether by way of rights, bonus or
otherwise; and/or [ii] make or grant offers,
agreements or options [collectively, Instruments]
that might or would require shares to be issued,
including but not limited to the creation and issue
of [as well as adjustments to] warrants, debentures
or other instruments convertible into shares, at any
time and upon such terms and conditions and for such
purposes and to such persons as the Directors may in
their absolute discretion deem fit; and [b]
[notwithstanding the authority conferred by this
resolution may have ceased to be in force] issue
shares in pursuance of any instrument made or granted
by the Directors while this Resolution was in force,
provided that [1] the aggregate number of shares to
be issued pursuant to this resolution [including
shares to be issued in pursuance of instruments made
or granted pursuant to this Resolution] does not
exceed 50% of the total number of issued shares
[excluding treasury shares] in the capital of the
Company [as calculated in accordance with paragraph
[2] below], of which the aggregate number of shares
to be issued other than on a pro rata basis to
shareholders of the Company [including shares to be
issued in pursuance of instruments made or granted
pursuant to this resolution] does not exceed 10% of
the total number of issued shares [excluding treasury
shares] in the capital of the Company [as calculated
in accordance with paragraph [2] below]; [2]
[subject to such manner of calculation and
adjustments as may be prescribed by the Singapore
Exchange Securities Trading Limited [SGX-ST]] for the
purpose of determining the aggregate number of
shares that may be issued under paragraph [1] above,
the percentage of issued shares shall be based on the
total number of issued shares [excluding treasury
shares] in the capital of the Company at the time
this resolution is passed, after adjusting for [i]
new shares arising from the conversion or exercise of
any convertible securities or share options or
vesting of share awards which are outstanding or
subsisting at the time this resolution is passed; and
[ii] any subsequent bonus issue, consolidation or
subdivision of shares; [3] in exercising the
authority conferred by this Resolution, the Company
shall comply with the provisions of the listing
manual of the SGX-ST for the time being in force
[unless such compliance has been waived by the SGX-
ST] and the Articles of Association for the time
being of the Company; [Authority expires at the
earlier of the conclusion of the next AGM of the
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ISSUER: DBS GROUP HOLDINGS LTD, SINGAPORE
TICKER: N/A CUSIP: Y20246107
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Authorize the Directors for the ISSUER YES FOR FOR
purposes of Sections 76C and 76E of the Companies
Act, Chapter 50 [the Companies Act], to purchase or
otherwise acquire issued ordinary shares in the
capital of DBSH [ordinary shares] not exceeding in
aggregate the maximum percentage [as specified], at
such price or prices as may be determined by the
Directors from time to time up to the maximum price
[as specified], whether by way of: [i] market
purchase[s] on the Singapore Exchange Securities
Trading Limited [SGX-ST] transacted through the
Central Limit Order Book trading system and/or any
other securities exchange on which the ordinary
shares may for the time being be listed and quoted
[Other Exchange]; and/or [ii] off-market purchase[s]
[if effected otherwise than on the SGX-ST or, as the
case may be, other exchange] in accordance with any
equal access scheme[s] as may be determined or
formulated by the Directors as they consider fit,
which scheme[s] shall satisfy all the conditions
prescribed by the Companies Act, and otherwise in
accordance with all other laws and regulations and
rules of the SGX-ST or, as the case may be, other
exchange as may for the time being be applicable,
[the share purchase mandate]; [Authority expires the
earlier of the date on which the next AGM of DBSH is
held and the date by which the next AGM of DBSH is
required by law to be held]; and to complete and do
all such acts and things [including executing such
documents as may be required] as they and/or he may
consider expedient or necessary to give effect to the
transactions contemplated and/or authorized by this
PROPOSAL #2.: Approve, pursuant to Rule 14.1 of the ISSUER YES FOR FOR
rules of the DBSH Share Plan [the Plan] and further
to the ordinary resolution passed by the Company in
general meeting on 21 APR 2003, the extension of the
duration of the Plan for a further period of 10 years
from 18 SEP 2009 up to 17 SEP 2019; and amend the
Rule 8.1 of the Plan as specified
PROPOSAL #S.3: Amend the Articles of Association ISSUER YES FOR FOR
PROPOSAL #4.: Authorize the Directors of the Company, ISSUER YES FOR FOR
contingent upon the passing of Resolution 3,
pursuant to Section 161 of the Companies Act, to
allot and issue from time to time such number of new
ordinary shares, new NRPS [as specified] and new RPS
[as specified] in the Company as may be required to
be allotted and issued pursuant to the DBSH Scrip
Dividend Scheme [as specified]
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ISSUER: DENWAY MTRS LTD
TICKER: N/A CUSIP: Y2032Y106
MEETING DATE: 6/2/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive and consider the audited ISSUER YES FOR FOR
financial statements and the report of the Directors
and the Independent Auditor's report for the YE 31
DEC 2008
PROPOSAL #2.: Declare a final dividend ISSUER YES FOR FOR
PROPOSAL #3.1: Re-elect Mr. Zeng Qinghong as a ISSUER YES FOR FOR
Director
PROPOSAL #3.2: Re-elect Mr. Yang Dadong as a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Re-elect Mr. Yao Yiming as a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Re-elect Mr. Cheung Doi Shu as a ISSUER YES FOR FOR
Director
PROPOSAL #3.5: Authorize the Board of Directors to ISSUER YES FOR FOR
fix the remuneration of the Directors
PROPOSAL #4.: Re-appoint the Auditors and authorize ISSUER YES FOR FOR
the Board of Directors to fix the remuneration of the
Auditors
PROPOSAL #5.: Authorize the Directors of the Company, ISSUER YES FOR FOR
subject to repurchase shares in the capital of the
Company on The Stock Exchange of Hong Kong Limited
[the Stock Exchange] or on any other stock exchange
on which the shares of the Company may be listed and
recognized by the Securities and Futures Commission
and the Stock Exchange for this purpose, subject to
and in accordance with all applicable laws and the
requirements of the Rules Governing the Listing of
Securities on the Stock Exchange or of any other
stock exchange as amended from time to time; approve
the aggregate nominal amount of shares of the Company
to be repurchased by the Company shall not exceed
10% of the aggregate nominal amount of the issued
share capital of the Company at the date of the
passing of this resolution and the said approval
shall be limited accordingly; [Authority expires
earlier at the conclusion of the next AGM of the
Company or the expiration of the period within which
the next AGM of the Company is required by law to be
PROPOSAL #6.: Authorize the Directors of the Company, ISSUER YES AGAINST AGAINST
subject to allot, issue and deal with additional
shares in the capital of the Company and to make and
grant offers, agreements and options [including
warrants, bonds, debentures, notes and other
securities which carry rights to subscribe for or are
convertible into shares of the Company] which would
or might require shares to be allotted and after the
end of the relevant period; approve the aggregate
nominal amount of share capital allotted or agreed
conditionally or unconditionally to be allotted
[whether pursuant to an option or otherwise] by the
Directors of the Company, otherwise than pursuant to
(a) a Rights Issue [as hereinafter defined]; or (b)
an issue of shares upon the exercise of subscription
rights under any option scheme or similar arrangement
for the time being adopted for the grant or issue to
the grantees as specified in such scheme or similar
arrangement of shares or rights to acquire shares of
the Company; or (c) any issue of shares pursuant to
the exercise of rights of subscription or conversion
under the terms of any existing warrants, bonds,
debentures, notes and other securities of the Company
which carry rights to subscribe for or are
convertible into shares of the Company; or (d) an
issue of shares pursuant to any scrip dividend or
similar arrangement providing for the allotment of
shares in lieu of the whole or part of the dividend
on shares of the Company in accordance with the
Articles of Association of the Company, shall not
exceed 20% of the aggregate nominal amount of the
issued share capital of the Company at the date of
the passing of this resolution and the said approval
shall be limited accordingly; [Authority expires
earlier at the conclusion of the next AGM of the
Company or the expiration of the period within which
the next AGM of the Company is required by law to be
PROPOSAL #7.: Approve that the conditional upon the ISSUER YES AGAINST AGAINST
passing of the ordinary resolutions in items 5 and 6
as specified, the general mandate granted to the
Directors of the Company to exercise the powers of
the Company to allot, issue and deal with any
additional shares of the Company pursuant to ordinary
resolution in item 6 as specified be and is hereby
extended by the addition thereto of an amount
representing the aggregate nominal amount of the
share capital of the Company repurchased by the
Company under the authority granted pursuant to
ordinary resolution in item 5 as specified, provided
that such extended amount shall not exceed 10% of the
aggregate nominal amount of the issued share capital
of the Company at the date of the passing of this
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ISSUER: DEUTSCHE BANK AG, FRANKFURT AM MAIN
TICKER: N/A CUSIP: D18190898
MEETING DATE: 5/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the established Annual ISSUER NO N/A N/A
Financial Statements and Management Report (including
the comments on disclosure pursuant to paragraph 289
(4) German Commercial Code) for the 2008 financial
year, the approved Consolidated Financial Statements
and Management Report (including the comments on
disclosure pursuant to paragraph 315 (4) German
Commercial Code) for the 2008 financial year as well
as the Report of the Supervisory Board
PROPOSAL #2.: Appropriation of distributable profit ISSUER YES FOR FOR
PROPOSAL #3.: Ratification of the acts of management ISSUER YES FOR FOR
of the Management Board for the 2008 financial year
PROPOSAL #4.: Ratification of the acts of management ISSUER YES FOR FOR
of the Supervisory Board for the 2008 financial year
PROPOSAL #5.: Election of the auditor for the 2009 ISSUER YES FOR FOR
financial year, interim accounts
PROPOSAL #6.: Authorization to acquire own shares for ISSUER YES FOR FOR
trading purposes (paragraph 71 (1) No. 7 Stock
Corporation Act)
PROPOSAL #7.: Authorization to acquire own shares ISSUER YES FOR FOR
pursuant to paragraph 71 (1) No. 8 Stock Corporation
Act as well as for their use with the possible
exclusion of pre-emptive rights
PROPOSAL #8.: Amendment to the Articles of ISSUER YES FOR FOR
Association relating to the registration period for
the General Meeting
PROPOSAL #9.: Amendment to paragraph 19 (2) sentence ISSUER YES FOR FOR
3 of the Articles of Association to accord with the
rules of the Act on the Implementation of the
Shareholder Rights Directive
PROPOSAL #10.: Creation of new authorized capital ISSUER YES FOR FOR
(with the possibility of excluding pre-emptive
rights, also in accordance with paragraph 186 (3)
sentence 4 Stock Corporation Act) and amendment to
the Articles of Association
PROPOSAL #11.: Creation of new authorized capital for ISSUER YES FOR FOR
capital increases in cash or in kind (with the
possibility of excluding pre-emptive rights) and
amendment to the Articles of Association
PROPOSAL #12.: Creation of new authorized capital ISSUER YES FOR FOR
(with the possibility of excluding pre-emptive rights
for broken amounts as well as in favour of holders
of option and convertible rights) and amendment to
the Articles of Association
PROPOSAL #13.: Authorization to issue participatory ISSUER YES FOR FOR
notes with warrants and/ or convertible participatory
notes, bonds with warrants and convertible bonds
(with the possibility of excluding pre-emptive
rights), creation of conditional capital and
amendment to the Articles of Association
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DEUTSCHE LUFTHANSA AG, KOELN
TICKER: N/A CUSIP: D1908N106
MEETING DATE: 4/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the audited financial ISSUER NO N/A N/A
statements, the approved consolidated financial
statements, the management report for the Company and
the Group for the 2008 financial year as well as the
report of the Supervisory Board
PROPOSAL #2.: Appropriation of the distributable ISSUER YES FOR FOR
profit for the 2008 financial year
PROPOSAL #3.: Approval of Executive Board's acts for ISSUER YES FOR FOR
the 2008 financial year
PROPOSAL #4.: Approval of Supervisory Board's acts ISSUER YES FOR FOR
for the 2008 financial year
PROPOSAL #5.: Authorisation to purchase own shares ISSUER YES FOR FOR
PROPOSAL #6.: Creation of new Authorised Capital B ISSUER YES FOR FOR
for employee shares and a corresponding amendment to
the Articles of Association
PROPOSAL #7.: Amendment to the Articles of ISSUER YES FOR FOR
Association to abolish concessionary flights for
Supervisory Board members
PROPOSAL #8.: Appointment of auditors for the annual ISSUER YES FOR FOR
financial statements in the 2009 financial year
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DEUTSCHE TELEKOM AG
TICKER: N/A CUSIP: D2035M136
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the Group financial
statements and Group annual report as well as the
report by the Board of Managing Directors pursuant to
Sections 289(4) and 315(4) of the German Commercial
PROPOSAL #2.: Resolution on the appropriation of the ISSUER YES FOR FOR
distributable profit of EUR 5,297,162,661.31 as
follows: payment of a dividend of EUR 0.78 per no-par
share EUR 1,911,426,720.19 shall be carried forward
ex-dividend and payable date: may 01 MAY 2009
PROPOSAL #3.: Ratification of the Acts of the Board ISSUER YES FOR FOR
of Managing Directors
PROPOSAL #4.: Postponement of the ratification of the ISSUER YES FOR FOR
Acts of Klaus Zumwinkel, former Member of the
Supervisory Board, during the 2008 FY.
PROPOSAL #5.: Ratification of the Acts of the ISSUER YES FOR FOR
Supervisory Board the Acts of the Members of the
Supervisory Board during the 2008 FY shall be
ratified with the exception of Acts by Klaus Zumwinkel
PROPOSAL #6.: Appointment of Auditors a) for the 2009 ISSUER YES FOR FOR
FY PricewaterhouseCoopers AG, Frankfurt and Ernst &
Young AG, Stuttgart b) for the abbreviation 2009 FY
and the review of the interim report:
PricewaterhouseCoopers AG, Frankfurt and Ernst &
Young AG, Stuttgart
PROPOSAL #7.: Authorization to acquire own shares the ISSUER YES FOR FOR
Board of Managing Directors shall be authorized,
with the consent of the Supervisory Board, to acquire
shares of the Company of up to 10% of the Company's
share capital through the Stock Exchange at prices
not deviating more than 5% from the market price of
the shares or by way of a public repurchase offer to
all shareholders at prices not deviating more than
10% from the market price of the shares, on or before
29 OCT 2010, the shares may also be acquired by
third parties or the Company's affiliates, the Board
of Managing Directors shall be authorized, with the
consent of the Supervisory Board, to dispose of the
shares by way of an offer to all shareholders and to
exclude shareholders subscription rights to dispose
of the shares through the Stock Exchange, float the
shares on Foreign Stock Exchanges at prices not more
than 5% below the market price of the shares, use the
shares in connection with mergers and acquisitions
and as employee shares for employees of the Company
and its affiliates, sell the shares to third parties
against payment in cash at a price not materially
below the market price of the shares, satisfy conv.
and/or option rights, for residual amounts, and to
retire the shares
PROPOSAL #8.: Election of Joerg Asmussen to the ISSUER YES FOR FOR
Supervisory Board
PROPOSAL #9.: Election of Ulrich Schroeder to the ISSUER YES FOR FOR
Supervisory Board
PROPOSAL #10.: Approval of the control and Profit ISSUER YES FOR FOR
Transfer Agreement with the Company's subsidiary
Interactive Media CCSP GMBH, effective retroactively
from 01 JAN 2009 for at least 5 years
PROPOSAL #11.: Resolution on the revocation of the ISSUER YES FOR FOR
authorized capital 2004 and the creation of the
authorized capital 2009/I against payment in kind,
and the correspondence amendment to the Art of
Association a) The authorized capital 2004 shall be
revoked when the new authorized capital comes into
effect b) The Board of MDs shall be authorized, with
the consent of the Supervisory Board, to increase the
Company's share capital by up to EUR 2,176,000,000
through the issue of up to 850,000,000 registered no-
par shares against payment in kind, on or before
April 29, 2014. The Board of Managing Directors shall
be authorized, with the consent of the Supervisory
Board, to exclude shareholders subscription right s
in connection with mergers and acquisitions
(authorized capital 2009/I) c) Section 5(2) of the
Art. of Association shall be amended accordingly
PROPOSAL #12.: Resolution on the revocation of the ISSUER YES FOR FOR
authorized capital 2006 and the creation of the
authorized capital 2009/II against payment in cash
and/or kind, and the correspondent amendment to the
Art of Association a) The authorized capital 2006
shall be revoked when the new authorized capital
comes into effect b) The Board of Managing Directors
shall be authorized, with the consent of the
Supervisory Board, to increase the Company's share
capital by up to EUR 38,400,000 through the issue of
up to 15,000,000 registered no-par shares against
payment in cash and/or kind, on or before April 29,
2014, Shareholders, subscription rights shall be
excluded, the new shares shall only be issued to
employees of the Company and its affiliates, c)
Section 5(3) of the Art of Association shall be
PROPOSAL #13.: Amendment to Section 15(2) of the Art ISSUER YES FOR FOR
of Association, in respect of the Board of Managing
Directors being authorized to permit the audiovisual
transmission of the shareholders meeting
PROPOSAL #14.: Amendment to Section 16(1) and 2) of ISSUER YES FOR FOR
the Art of Association
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DIAGEO PLC
TICKER: N/A CUSIP: G42089113
MEETING DATE: 10/15/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the reports and accounts of 2008 ISSUER YES FOR FOR
PROPOSAL #2.: Approve the Directors' remuneration ISSUER YES FOR FOR
report of 2008
PROPOSAL #3.: Declare a final dividend ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Dr. Franz B. Humer as a ISSUER YES FOR FOR
Director, who retires by rotation
PROPOSAL #5.: Re-elect Ms. Maria Lilja as a Director, ISSUER YES FOR FOR
who retires by rotation
PROPOSAL #6.: Re-elect Mr. W S Shanahan as Director, ISSUER YES FOR FOR
who retires by rotation
PROPOSAL #7.: Re-elect Mr. H T Stitzer as a Director, ISSUER YES FOR FOR
who retires by rotation
PROPOSAL #8.: Elect Mr. Philip G Scott as a Director ISSUER YES FOR FOR
PROPOSAL #9.: Re-appoint the Auditors and approve the ISSUER YES FOR FOR
remuneration of the Auditors
PROPOSAL #10.: Grant authority to allot relevant ISSUER YES FOR FOR
securities
PROPOSAL #S.11: Approve the dis-application of pre- ISSUER YES FOR FOR
emption rights
PROPOSAL #S.12: Grant authority to purchase own ISSUER YES FOR FOR
ordinary shares
PROPOSAL #13.: Grant authority to make political ISSUER YES ABSTAIN AGAINST
donations and/or incur political expenditure
PROPOSAL #14.: Adopt the Diageo Plc 2008 Performance ISSUER YES FOR FOR
Share Plan
PROPOSAL #15.: Adopt the Diageo Plc 2008 Senior ISSUER YES FOR FOR
Executive Share Option Plan
PROPOSAL #16.: Grant authority to establish ISSUER YES FOR FOR
international share plans
PROPOSAL #S.17: Amend the Articles of Association ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DRAX GROUP PLC, SELBY
TICKER: N/A CUSIP: G2904K127
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report of the Directors and ISSUER YES FOR FOR
the audited accounts of the Company for the YE 31
DEC 2008 together with the report of the Auditors on
those audited accounts and the auditable part of the
Directors remuneration report
PROPOSAL #2.: Approve the Directors' remuneration ISSUER YES FOR FOR
report for the YE 31 DEC 2008 contained within the
annual report and accounts
PROPOSAL #3.: Declare the final dividend of 38.3 ISSUER YES FOR FOR
pence per share for the YE 31 DEC 2008
PROPOSAL #4.: Elect Mr. David Lindsell as a Director ISSUER YES FOR FOR
of the Company who retires in accordance with the
Company's Articles of Association
PROPOSAL #5.: Elect Mr. Tony Quinlan, as a Director ISSUER YES FOR FOR
of the Company who retires in accordance with the
Company's Articles of Association
PROPOSAL #6.: Re-elect Mr. Charles Berry as a ISSUER YES FOR FOR
Director of the Company who retires by rotation
pursuant to the Company's Articles of Association
PROPOSAL #7.: Re-elect Mr. Jamie Dundas as a Director ISSUER YES FOR FOR
of the Company who retires by rotation pursuant to
the Company's Articles of Association
PROPOSAL #8.: Re-elect Ms. Dorothy Thompson as a ISSUER YES FOR FOR
Director of the Company, who retires by rotation
pursuant to the Company's Articles of Association
PROPOSAL #9.: Re-appoint Deloitte and Touche LLP as ISSUER YES FOR FOR
the Auditors of the Company to hold office from the
conclusion of the meeting until the conclusion of the
next AGM at which accounts are laid before the
PROPOSAL #10.: Authorize the Directors to determine ISSUER YES FOR FOR
the Auditors' remuneration
PROPOSAL #11.: Authorize the Directors in accordance ISSUER YES FOR FOR
with Section 80 of the Companies Act 1985 [CA 1985]
to exercise all the powers of the Company to allot
relevant securities [within the meaning of that
section], such authority to be limited to the
allotment of relevant securities up to an aggregate
nominal amount of GBP 13,068,783; and that, in
addition to the authority conferred by sub-paragraph
(a) above, as specified to exercise all the powers of
the Company to allot equity securities [within the
meaning of Section 94 CA 1985] in connection with a
rights issue in favour of ordinary shareholders where
the equity securities respectively attributable to
the interests of all such ordinary shareholders are
proportionate [as specified ] to the respective
numbers of ordinary shares held by them, but subject
to such exclusions or other arrangements as the
Directors may deem necessary or expedient in relation
to treasury shares, fractional entitlements or any
legal or practical problems under the laws of, or the
requirements of any regulatory body or any stock
exchange in, any territory or by virtue of shares
being represented by depositary receipts or otherwise
howsoever up to an aggregate nominal amount of
GBP13,068,783, provided that the authorities
conferred by sub-paragraphs (a) and (b) [Authority
expires at the conclusion of the next AGM of the
Company or 30 JUN 2010 after the passing of this
resolution]; and the Directors may allot relevant
securities after the expiry of this authority in
pursuance of such an offer or agreement made prior to
PROPOSAL #12.: Authorize the Company in accordance ISSUER YES FOR FOR
with Section 366 and 367 of CA 2006, the Company and
all of the Companies that are or become Subsidiaries
of the Company from time to time during the period
when this resolution is in full force and effect, in
aggregate: a)to make political donations to political
parties and/or independent election candidates, as
defined in Sections 363 and 364 CA 2006, not
exceeding GBP 50,000 in total; and/or b) to make
political donations to political organizations other
than political parties, as defined in Sections 363
and 364 CA 2006, not exceeding GBP 50,000 in total;
and/or c) to incur political expenditure, as defined
in Section 365 CA 2006, not exceeding GBP 100,000 in
total; [authority expires whichever is earlier at the
conclusion of the next AGM of the Company or 28 APR
2010]
PROPOSAL #S.13: Authorize the Directors, subject to ISSUER YES FOR FOR
the passing of Resolution 11 and pursuant to Section
95 CA 1985, to allot equity securities [Section 94 of
CA 1985] for cash and/or to allot equity securities
where such allotment constitutes an allotment of
securities by virtue of Section 94(3A) CA 1985, as if
Section 89(1) CA 1985 did not apply to any such
allotments, provided that this power shall be limited
to the allotment of equity securities: pursuant to
the authority conferred by sub-paragraph (a) and/or
sub-paragraph (b) of resolution 11 above, in
connection with an offer of such securities by way of
a rights issue in favour of holders of ordinary
shares in the Company where the equity securities
respectively attributable to the interests of all
such holders are proportionate [as specified] to
their respective holdings of ordinary shares [but
subject to such exclusions or other arrangements as
the Directors may deem necessary or expedient in
relation to treasury shares, fractional entitlements
or any legal or practical problems under the laws of,
or the requirements of any regulatory body or any
Stock Exchange in, any territory or by virtue of
shares being represented by depositary receipts or
otherwise howsoever]; pursuant to the authority
conferred by sub-paragraph (a) of resolution 11
above, in connection with an open offer or other
offer of securities [not being a rights issue] in
favour of holders of ordinary shares in the Company
where the equity securities respectively attributable
to the interests of all such holders are
proportionate [as specified] to their respective
holdings of ordinary shares (but subject to such
exclusions or other arrangements as the directors may
deem necessary or expedient in relation to treasury
shares, fractional entitlements or any legal or
practical problems under the laws of, or the
requirements of any regulatory body or any stock
exchange in, any territory or by virtue of shares
being represented by depositary receipts or otherwise
howsoever]; and otherwise than pursuant to sub-
paragraphs (a) and (b) above, up to an aggregate
nominal amount of GBP 1,960,317, [Authority expires
at the conclusion of the next AGM of the Company or
30 JUN 2010 after the passing of this resolution];
and the Directors may allot equity securities after
the expiry of this authority in pursuance of such an
PROPOSAL #S.14: Authorize the Company, pursuant to ISSUER YES FOR FOR
and in accordance with Section 166 of CA1985, to make
one or more market purchases [Section 163(3) of CA
1985] of ordinary shares in the capital of the
Company on such terms and in such manner as the
Directors of the Company may from time to time
determine, provided that: a)the maximum aggregate
number of ordinary shares to be purchased is
33,939,896 representing approximately 10% of the
issued ordinary share capital; b) the minimum price
[exclusive of expenses] which may be paid for a
ordinary share shall be the nominal amount of such
ordinary share [exclusive of expenses]; c)the maximum
price [exclusive of expenses] which may be paid for
an ordinary share shall not exceed 105% of the
average of the middle market quotations for an
ordinary share as derived from the London Stock
Exchange Daily Official List for the 5 business days
in respect of which such Daily Official List is
published immediately preceding the day on which the
share is contracted to be purchased; [Authority
expires the earlier at the conclusion of the next AGM
of the Company after the date of passing of this
resolution or 15 months after the date of passing of
this resolution]; and may make a contract to purchase
ordinary shares which will or may be executed wholly
PROPOSAL #15.: Approve, that the Drax Bonus Matching ISSUER YES FOR FOR
Plan [the 'Plan' or '147;BMP'] [the main features of
which are summarized on page 5 and in Part D Summary
of the principal terms of the Drax Bonus Matching
Plan on pages 6 to 8 and a copy of the draft rules of
which were produced to the Meeting and for the
purpose of identification initialed by the Chairman]
and authorize the Directors to do all such acts and
things necessary or expedient to carry the Plan into
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: E.ON AKTIENGESELLSCHAFT EON, DUESSELDORF
TICKER: N/A CUSIP: D24914133
MEETING DATE: 5/6/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the group financial
statements and group annual report, and the re-port
pursuant to sect ions 289[4] and 315[4] of the German
Commercial Code
PROPOSAL #2.: Resolution on the appropriation of the ISSUER YES FOR FOR
distribute profit of EUR 2,856,795,549 as follows:
payment of a dividend of EUR 1.50 per no-par share
ex-dividend and payable date: 05 MAY 2009
PROPOSAL #3.: Ratification of the Acts of the Board ISSUER YES FOR FOR
of Managing Directors
PROPOSAL #4.: Ratification of the Acts of the ISSUER YES FOR FOR
Supervisory Board
PROPOSAL #5.: Election of Mr. Jens P. Heyerdahl D.Y. ISSUER YES FOR FOR
to the Supervisory Board
PROPOSAL #6.A: Election of the auditor for the 2009 ISSUER YES FOR FOR
financial year as well as for the inspection of
financial statements: PricewaterhouseCoopers
Aktiengesellschaft Wirtschaftspruefungsgesellschaft,
Duesseldorf, is appointed as the auditor for the
annual as well as the consolidated financial
statements for the 2009 financial year.
PROPOSAL #6.B: Election of the auditor for the 2009 ISSUER YES FOR FOR
financial year as well as for the inspection of
financial statements: in addition,
PricewaterhouseCoopers Aktiengesellschaft
Wirtschaftspruefungsgesellschaft, Duesseldorf, is
appointed as the auditor for the inspection of the
abbreviated financial statements and the interim
management report for the first half of the 2009
financial year.
PROPOSAL #7.: Renewal of the authorization to acquire ISSUER YES FOR FOR
own shares
PROPOSAL #8.: Resolution on the creation of ISSUER YES FOR FOR
authorized capital and the corresponding amendment to
the Articles of Association
PROPOSAL #9.A: Resolution on the authorization to ISSUER YES FOR FOR
issue convertible and/or warrant bonds , profit-
sharing rights and/or participating bonds, the
creation of contingent capital, and the corresponding
amendment to the Articles of Association a)
authorization I: the Board of Managing Directors
shall be authorized, with the con sent of the
Supervisory Board, to issue bonds or profit-sharing
rights of up to EUR 5,000,000,000, conferring
convertible and/or option rights for shares of the
Company, on or before 05 MAY 2014 shareholders shall
be granted subscription except, for residual amounts,
for the granting of such rights to other
bondholders, and for the issue of bonds conferring
convertible and/or option rights for shares of the
company of up to 10% of the share capital if such
bonds are issued at a price not materially below
their theoretical market value shareholders'
subscription rights shall also be excluded for the
issue o f profit-sharing rights and/or participating
bonds without convertible or option rights with
debenture like features, the Company's share capital
shall be increased accordingly by up to EUR
175,000,000 through the issue of up to 175,000,000
new registered shares, insofar as convertible and/or
option rights are exercised [contingent capital 2009
PROPOSAL #9.B: Resolution on the authorization to ISSUER YES FOR FOR
issue convertible and/or warrant bonds , profit-
sharing rights and/or participating bonds, the
creation of contingent capital, and the corresponding
amendment to the Articles of Association b)
authorization ii: the board of Managing Directors
shall be authorized, with the consent of the
Supervisory Board, to issue bonds or profit-sharing
rights of up to EUR 5,000,000,000, conferring
convertible and/or option rights for shares of the
company, on or before 05 May 2014, shareholders shall
be granted subscription except, for residual
amounts, for the granting of such rights to other
bondholders, and for the issue of bonds conferring
convertible and/or option rights for shares of the
company of up to 10 pct. of the share capital if such
bonds are issued at a price not materially below
their theoretical market value, shareholders'
subscription rights shall also be excluded for the
issue o f profit-sharing rights and/or participating
bonds without convertible or option rights with
debenture-like features, the Company's share capital
shall be increased accordingly by up to EUR
175,000,000 through the issue of up to 175,000,000
new registered shares, insofar as convertible and/or
option rights are exercised [contingent capital 2009
PROPOSAL #10.: Adjustment of the object of the ISSUER YES FOR FOR
Company and the corresponding amendment to the
Articles of Association
PROPOSAL #11.A: Amendments to the Articles of ISSUER YES FOR FOR
Association in accordance with the implementation of
the shareholders' rights act [ARUG] a) amendment to
section 19[2]2 of the Articles of Association in
respect of the Board of Directors being authorized to
allow the audiovisual transmission of the
shareholders' meeting
PROPOSAL #11.B: Amendments to the Articles of ISSUER YES FOR FOR
Association in accordance with the implementation of
the shareholders' rights act [ARUG] b) amendment to
section 20[1] of the Articles of Association in
respect of proxy-voting instructions being issued in
written or electronically in a manner defined by the
Company
PROPOSAL #11.C: Amendments to the Articles of ISSUER YES FOR FOR
Association in accordance with the implementation of
the shareholders' rights act [ARUG] c) amendment to
section 18[2] of the Articles of Association in
respect of shareholders being entitled to participate
and vote at the shareholders' meeting if they
register with the Company by the sixth day prior to
PROPOSAL #12.: Approval of the control and profit ISSUER YES FOR FOR
transfer agreement with the Company's wholly-owned
subsidiary, E.ON Einundzwanzigste Verwaltungs GMBH,
effective until at least 31 DEC 2013
PROPOSAL #13.: Approval of the control and profit ISSUER YES FOR FOR
transfer agreement with the Company's wholly-owned
subsidiary, E.On Zweiundzwanzigste Verwaltungs Gmbh,
effective until at least 31 DEC 2013
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EAST JAPAN RAILWAY COMPANY
TICKER: N/A CUSIP: J1257M109
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Proposal for appropriation of retained ISSUER YES FOR FOR
earnings
PROPOSAL #2.: Partial amendment to the Articles of ISSUER YES FOR FOR
Incorporation: Approve Minor Revisions Related to
Dematerialization of Shares and the Other Updated
Laws and Regulations
PROPOSAL #3.1: Election of Director ISSUER YES FOR FOR
PROPOSAL #3.2: Election of Director ISSUER YES FOR FOR
PROPOSAL #3.3: Election of Director ISSUER YES FOR FOR
PROPOSAL #4.1: Election of Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #4.2: Election of Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #5.: Payment of bonuses to Directors and ISSUER YES FOR FOR
Corporate Auditors
PROPOSAL #6.: Shareholders' Proposals: Partial ISSUER YES AGAINST FOR
amendment to the Articles of Incorporation (1)
Expansion of authority of the General Meeting of
Shareholders by the Articles of Incorporation
PROPOSAL #7.: Shareholders' Proposals: Establishment ISSUER YES AGAINST FOR
of a Special Committee for Compliance Surveillance
PROPOSAL #8.: Shareholders' Proposals: Partial ISSUER YES FOR AGAINST
amendment to the Articles of Incorporation (2)
Disclosure of individual Director's remunerations to
shareholders
PROPOSAL #9.: Shareholders' Proposals: Partial ISSUER YES FOR AGAINST
amendment to the Articles of Incorporation (3)
Requirement for appointment of outside Directors
PROPOSAL #10.: Shareholders' Proposals: Partial ISSUER YES AGAINST FOR
amendment to the Articles of Incorporation (4)
Deletion of Article 26 (Principal Executive Advisers
and Advisers, etc.) of the current Articles of
Incorporation and addition of new Article 26 (Special
Committee)
PROPOSAL #11.1: Shareholders' Proposals: Dismissal of ISSUER YES AGAINST FOR
Director
PROPOSAL #11.2: Shareholders' Proposals: Dismissal of ISSUER YES AGAINST FOR
Director
PROPOSAL #11.3: Shareholders' Proposals: Dismissal of ISSUER YES AGAINST FOR
Director
PROPOSAL #11.4: Shareholders' Proposals: Dismissal of ISSUER YES AGAINST FOR
Director
PROPOSAL #11.5: Shareholders' Proposals: Dismissal of ISSUER YES AGAINST FOR
Director
PROPOSAL #11.6: Shareholders' Proposals: Dismissal of ISSUER YES AGAINST FOR
Director
PROPOSAL #11.7: Shareholders' Proposals: Dismissal of ISSUER YES AGAINST FOR
Director
PROPOSAL #11.8: Shareholders' Proposals: Dismissal of ISSUER YES AGAINST FOR
Director
PROPOSAL #12.1: Shareholders' Proposals: Election of ISSUER YES AGAINST FOR
Director
PROPOSAL #12.2: Shareholders' Proposals: Election of ISSUER YES AGAINST FOR
Director
PROPOSAL #12.3: Shareholders' Proposals: Election of ISSUER YES AGAINST FOR
Director
PROPOSAL #12.4: Shareholders' Proposals: Election of ISSUER YES AGAINST FOR
Director
PROPOSAL #12.5: Shareholders' Proposals: Election of ISSUER YES AGAINST FOR
Director
PROPOSAL #13.: Shareholders' Proposals: Reduction of ISSUER YES AGAINST FOR
remunerations to Directors and Corporate Auditors
PROPOSAL #14.: Shareholders' Proposals: Proposal for ISSUER YES AGAINST FOR
appropriation of retained earnings (1)
PROPOSAL #15.: Shareholders' Proposals: Proposal for ISSUER YES AGAINST FOR
appropriation of retained earnings (2)
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ENI S P A
TICKER: N/A CUSIP: T3643A145
MEETING DATE: 4/29/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the balance sheet as of 31 DEC ISSUER NO N/A N/A
2008 of ENI SPA, consolidated balance sheet as of 31
DEC 2008, Directors, Board of Auditors and auditing
Company's reporting
PROPOSAL #2.: Approve the profits of allocation ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ETABLISSEMENTS DELHAIZE FRERES ET CIE LE LION - GR
TICKER: N/A CUSIP: B33432129
MEETING DATE: 4/29/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to confirm the mandate of Mr. ISSUER NO N/A N/A
Jack L. Stahl as a Director, who was appointed as a
Director by the Board of Directors on 01 AUG 2008 to
fill the un-expired term of the mandate of Dr.
William L. Roper who resigned as a Director as of 31
JUL 2008, until the end of the OGM that will be
requested to approve the annual accounts relating to
PROPOSAL #2.: Authorize the Board of Directors to ISSUER NO N/A N/A
acquire up to 10% of the outstanding shares of the
Company at a minimum unit price of one EUR 1 and at a
maximum unit price not higher than 20% above the
highest closing stock market price of the Company's
shares on Euronext Brussels during the 20 trading
days preceding such acquisition, [Authority is
granted for a period of 2 years as from the date of
the EGM o29 APR 2009], and extends to the acquisition
of shares of the Company by its direct subsidiaries,
as such subsidiaries are defined by legal provisions
on the acquisition of shares of the parent Company
by its subsidiaries
PROPOSAL #3.: Approve to delete Article 6 of the ISSUER NO N/A N/A
Articles of Association of the Company, which
contains share capital history, and to revise
accordingly the numbering of the other provisions of
the Articles of Association and the cross-references
PROPOSAL #4.: Authorize the Board of Directors, with ISSUER NO N/A N/A
the power to subdelegate, to implement the decisions
taken by the EGM, to co-ordinate the text of the
Articles of Association as a result of the above
mentioned amendments, and to carry out all necessary
or useful formalities to that effect
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ETABLISSEMENTS DELHAIZE FRERES ET CIE LE LION - GR
TICKER: N/A CUSIP: B33432129
MEETING DATE: 5/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Receive the Directors report ISSUER NO N/A N/A
PROPOSAL #O.2: Receive the Auditors report ISSUER NO N/A N/A
PROPOSAL #O.3: Receive consolidated financial ISSUER NO N/A N/A
statements and statutory reports
PROPOSAL #O.4: Approve the annual accounts, ISSUER NO N/A N/A
allocation of income and dividends of EUR 1.48 per
PROPOSAL #O.5: Grant discharge of the Directors ISSUER NO N/A N/A
PROPOSAL #O.6: Grant discharge of the Auditors ISSUER NO N/A N/A
PROPOSAL #O.7.1: Re-elect Mr. Claire Babrowski as a ISSUER NO N/A N/A
Director
PROPOSAL #O.7.2: Re-elect Mr. Pierre Olivier Beckers ISSUER NO N/A N/A
as a Director
PROPOSAL #O.7.3: Re-elect Mr. Georges Jacobs De Hagen ISSUER NO N/A N/A
as a Director
PROPOSAL #O.7.4: Re-elect Mr. Didier Smits as a ISSUER NO N/A N/A
Director
PROPOSAL #O.8.1: Approve to indicate Mr. Claire ISSUER NO N/A N/A
Babrowski as a Independent Board Member
PROPOSAL #O.8.2: Approve to indicate Mr. Georges ISSUER NO N/A N/A
Jacobs De Hagen as a Independent Board Member
PROPOSAL #O.8.3: Approve to indicate Mr. Jack Stahl ISSUER NO N/A N/A
as a Independent Board Member
PROPOSAL #O.9: Approve to change of control ISSUER NO N/A N/A
provisions regarding: reimbursement of bonds,
convertible bonds, and commercial papers
PROPOSAL #E.10: Grant authority for the repurchase of ISSUER NO N/A N/A
up to 10% of issued share capital and amend Article
10 accordingly
PROPOSAL #E.11: Approve to suppress Article 6 ISSUER NO N/A N/A
regarding: history of change in capital
PROPOSAL #E.12: Grant authority to implement the ISSUER NO N/A N/A
approved resolutions and filing of required
documents/formalities at trade registry
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EURASIAN NATURAL RESOURCES CORPORATION PLC, LONDON
TICKER: N/A CUSIP: G3215M109
MEETING DATE: 6/10/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the report and accounts for the ISSUER YES FOR FOR
YE 31 DEC 2008
PROPOSAL #2.: Declare a final dividend of 19 US cents ISSUER YES FOR FOR
ordinary Shares
PROPOSAL #3.: Approve the Directors' remuneration ISSUER YES FOR FOR
report for the YE 31 DEC 2008
PROPOSAL #4.: Re-elect Sir. David Cooksey as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #5.: Re-elect Mr. Gerhard Ammann as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #6.: Re-elect Sir. Paul Judge as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #7.: Re-elect Mr. Kenneth Olisa as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #8.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company
PROPOSAL #9.: Authorize the Audit Committee of the ISSUER YES FOR FOR
Board of Directors to set the remuneration of the
Auditors
PROPOSAL #S.10: Authorize the Company, for the ISSUER YES FOR FOR
purpose of Section 166 of the Companies Act 1985[the
Act], to make market purchases [as specified in
Section 163(3) of the Act] of up to 128,775,000
ordinary shares of USD 0.20 each in the capital of
the Company[each an ordinary shares] on such terms
and in such manner as the Directors may from time to
time determine and where such ordinary shares are
held as treasury shares, the Company may use them for
the purposes set out in Section 162D of the Act,
including for the purpose of its Employee Shares
Scheme, at a minimum price of USD 0.20[exclusive
expenses] and up to 105% of the average middle market
quotations for such shares derived from the London
Stock Exchange Daily Official List, over the previous
5 business days; [Authority expires the earlier of
the conclusion of the next AGM of the Company or 09
SEP 2010]; the Company, before the expiry, may make a
contract to purchase ordinary shares which will or
may be executed wholly or partly after such expiry
PROPOSAL #S.11: Approve, that a general meeting other ISSUER YES FOR FOR
than an AGM be called on not less than 14 clear
Days' notice
PROPOSAL #S.12: Amend the Articles of Association ISSUER YES FOR FOR
with effect from 01 OCT 2009 as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FAIRFAX FINL HLDGS LTD
TICKER: N/A CUSIP: 303901102
MEETING DATE: 4/15/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. Anthony F. Griffiths as a ISSUER YES FOR FOR
Director
PROPOSAL #1.2: Elect Mr. Robert J. Gunn as a Director ISSUER YES FOR FOR
PROPOSAL #1.3: Elect Mr. Alan D. Horn as a Director ISSUER YES FOR FOR
PROPOSAL #1.4: Elect Mr. David L. Johnston as a ISSUER YES FOR FOR
Director
PROPOSAL #1.5: Elect Mr. Brandon W. Sweitzer as a ISSUER YES FOR FOR
Director
PROPOSAL #1.6: Elect Mr. V. Prem Watsa as a Director ISSUER YES FOR FOR
PROPOSAL #2.: Appoint the Auditors ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FANUC LTD.
TICKER: N/A CUSIP: J13440102
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Appoint a Corporate Auditor ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FOLLI FOLLIE SA
TICKER: N/A CUSIP: X29442138
MEETING DATE: 7/8/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the issuance of a common Bond ISSUER NO N/A N/A
Loan up to the amount of EUR 335,000,000 to repay the
existing debt of the Company according to the Law
3156/2003 and the provision of the relevant proxies
to the Board of Directors for setting the specific
terms of the said loan
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FORTIS SA/NV, BRUXELLES
TICKER: N/A CUSIP: B4399L102
MEETING DATE: 12/1/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening ISSUER NO N/A N/A
PROPOSAL #2.: To comments on and justification of the ISSUER NO N/A N/A
recent events and the decisions taken during the
period 28 SEP to 10 OCT 2008, with respect to the
intervention of the Belgian, Dutch and Luxembourg
states and the future acquisition by BNP Paribas of
Fortis group assets
PROPOSAL #3.1: Appoint Mr. Etienne Davignon as a Non- ISSUER NO N/A N/A
Executive Member of the Board of Directors until the
end of the AGM of Shareholders in 2009, Mr. Etienne
Davignon will hold the title of Chairman
PROPOSAL #3.2: Appoint Mr. Jan Michiel Hessels as a ISSUER NO N/A N/A
Non-Executive Member of the Board of Directors until
the end of the AGM of Shareholders in 2009
PROPOSAL #3.3: Appoint Mr. Philippe Bodson as a Non- ISSUER NO N/A N/A
Executive Member of the Board of Directors until the
end of the AGM of Shareholders in 2009
PROPOSAL #3.4: Appoint Mr. Louis Cheung Chi Yan as a ISSUER NO N/A N/A
Non-Executive Member of the Board of Directors until
the end of the AGM of Shareholders in 2009
PROPOSAL #3.5: Appoint Mr. Karel De Boeck as a Member ISSUER NO N/A N/A
of the Board of Directors until the end of the OGM
of Shareholders in 2010, and Mr. Karel De Boeck will
carry out the function of Executive Director and will
hold the title of Chief Executive Officer in
accordance with the current Articles of Association
PROPOSAL #4.: Closure ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FORTIS SA/NV, BRUXELLES
TICKER: N/A CUSIP: B4399L102
MEETING DATE: 12/2/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening ISSUER NO N/A N/A
PROPOSAL #2.: To comments on and justification of the ISSUER NO N/A N/A
recent events and the decisions taken during the
period 28 SEP to 10 OCT 2008, with respect to the
intervention of the Belgian, Dutch and Luxembourg
states and the future acquisition by BNP Paribas of
Fortis group assets
PROPOSAL #3.1: Appoint Mr. Etienne Davignon as a Non- ISSUER NO N/A N/A
Executive Member of the Board of Directors until the
end of the OGM of Shareholders in 2009, Mr. Etienne
Davignon will hold the title of Chairman
PROPOSAL #3.2: Appoint Mr. Jan Michiel Hessels as a ISSUER NO N/A N/A
Non-Executive Member of the Board of Directors until
the end of the OGM of Shareholders in 2009
PROPOSAL #3.3: Appoint Mr. Philippe Bodson as a Non- ISSUER NO N/A N/A
Executive Member of the Board of Directors until the
end of the OGM of Shareholders in 2009
PROPOSAL #3.4: Appoint Mr. Louis Cheung Chi Yan as a ISSUER NO N/A N/A
Non-Executive Member of the Board of Directors until
the end of the OGM of Shareholders in 2009
PROPOSAL #3.5: Appoint Mr. Karel De Boeck as a Member ISSUER NO N/A N/A
of the Board of Directors until the end of the OGM
of Shareholders in 2010, and Mr. Karel De Boeck will
carry out the function of Executive Director and will
hold the title of Chief Executive Officer in
accordance with the current Articles of Association
PROPOSAL #4.1: To Special report by the Board of ISSUER NO N/A N/A
Directors and deliberation in accordance with Article
633, paragraph 1 of the Companies code
PROPOSAL #4.2: Approve to continue the business of ISSUER NO N/A N/A
the Company after having been informed of the
measures set out in the special report aimed at
turning around the financial situation of the Company
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FRANCE TELECOM SA
TICKER: N/A CUSIP: F4113C103
MEETING DATE: 5/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Receive the reports of the Board of ISSUER YES FOR FOR
Directors and the Auditor's, approve the Company's
financial statements for the YE 31 DEC 2008, as
presented and showing the earnings for the FY of EUR
3,234,431,372.50; grant permanent discharge to the
Members of the Board of Directors for the performance
of their duties during the said FY
PROPOSAL #O.2: Receive the reports of the Board of ISSUER YES FOR FOR
Directors and the Auditor's, approve the consolidated
financial statements for the said FY, in the form
presented to the meeting
PROPOSAL #O.3: Approve to acknowledge the earnings ISSUER YES FOR FOR
amount to EUR 3,234,431,372.50 and decide to allocate
to the Legal Reserve EUR 256,930.00 which shows a
new amount of EUR 1,045,996,494.40 notes that the
distributable income after allocating to the Legal
Reserve EUR 256,930.00 and taking into account the
retained earnings amounting to EUR 12,454,519,240.25,
amounts to EUR 15,688,693,682.75, resolve to pay a
dividend of EUR 1.40 per share which will entitle to
the 40% deduction provided by the French General Tax
Code and to appropriate the balance of the
distributable income to the 'Retained Earnings'
account, and the interim dividend of EUR 0.60 was
already paid on 11 SEP 2008; receive a remaining
dividend of EUR 0.80 on E-half of the dividend
balance, I.E, EUR 0.40, will be paid in shares as per
the following conditions: the shareholders may opt
for the dividend payment in shares from 02 JUN 2009
to 23 JUN 2009, the balance of the dividend will be
paid on 30 JUN 2009, regardless the means of payment;
the shares will be created with dividend rights as
of 01 JAN 2009, in the event that the Company holds
some of its own shares shall be allocated to the
retained earnings account as required By Law
PROPOSAL #O.4: Receive the special report of the ISSUER YES AGAINST AGAINST
Auditors on agreements governed by Articles L.225-38
of the French Commercial Code; approve the said
report and the agreements referred to therein
PROPOSAL #O.5: Approve to renew the appointment of ISSUER YES FOR FOR
Ernst and Young audit as the Statutory Auditor for a
6-year period
PROPOSAL #O.6: Approve to renew the appointment of ISSUER YES FOR FOR
Auditex as the Deputy Auditor for a 6-year period
PROPOSAL #O.7: Approve to renew the appointment of ISSUER YES FOR FOR
Deloitte ET Association as the Statutory Auditor for
a 6-year period
PROPOSAL #O.8: Approve to renew the appointment of ISSUER YES FOR FOR
Beas as the Deputy Auditor for a 6-year period
PROPOSAL #O.9: Authorize the Board of Directors to ISSUER YES FOR FOR
buyback the Company's shares in the open market,
subject to the conditions described below: maximum
purchase price: EUR 40.00, maximum number of shares
to be acquired: 10% of the share capital, maximum
funds invested in the shares buybacks: EUR
10,459,964,944.00, and to take all necessary measures
and accomplish all necessary formalities; [Authority
expires at the end of 18-month period]; it
supersedes the fraction unused of the authorization
granted by the shareholders meeting of 27 MAY 2008 in
PROPOSAL #E.10: Amend the Article NR 13 of the Bye- ISSUER YES FOR FOR
Laws Board of Directors, in order to fix the minimal
number of shares in the Company, of which the
Directors elected by the General Meeting must be
holders
PROPOSAL #E.11: Authorize the Board of Directors to ISSUER YES FOR FOR
issue, with the shareholders preferential
subscription right maintained, shares in the Company
and the securities giving access to shares of the
Company or one of its subsidiaries; [Authority
expires at the end of 26-month period]; it supersedes
the fraction unused of the authorization granted by
the shareholders meeting 21 MAY 2007 in resolution 8,
the maximum nominal amount of capital increase to be
carried out under this delegation authority shall
not exceed EUR 2,000,000,000.00, the overall nominal
amount of debt securities to be issued shall not
exceed EUR 10,000,000,000.00 and to take all
necessary measures and accomplish all necessary
PROPOSAL #E.12: Authorize the Board of Directors to ISSUER YES FOR FOR
issue by way of a public offering and or by way of an
offer reserved for qualified investors in accordance
with the Financial and Monetary code, with
cancellation of the shareholders preferential
subscription rights, shares in the Company or one of
its subsidiaries; [Authority expires at the end of
26-month period]; it supersedes the fraction unused
of the authorization granted by the shareholders
meeting 21 MAY 2007 in resolution 9, the maximum
nominal amount of capital increase to be carried out
under this delegation authority shall not exceed the
overall value governed by the current legal and
regulatory requirements, the overall amount of debt
securities to be issued shall not exceed and shall
count against, the overall value related to debt
securities set forth in the previous resolution and
to take all necessary measures and accomplish all
PROPOSAL #E.13: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the number of securities to be issued, at
the same price as the initial issue, within 30 days
of the closing of the subscription period and up to a
maximum of 15% of the initial issue, for each of the
issues decided in accordance with resolutions 11 and
12, subject to the compliance with the overall value
set forth in the resolution where the issue is
decided; [Authority expires at the end of 26-month
PROPOSAL #E.14: Authorize the Board of Directors to ISSUER YES FOR FOR
issue Company's shares or securities giving access to
the Company's existing or future shares, in
consideration for securities tendered in a public
exchange offer initiated in France or abroad by the
Company concerning the shares of another listed
Company; [Authority expires at the end of 26-month
period]; it supersedes the fraction unused of the
authorization granted by the shareholders meeting 21
MAY 2007 in resolution 12 the maximum nominal amount
of capital increase to be carried out under this
delegation authority is set at EUR 1,500,000,000.00,
the total nominal amount of capital increase to be
carried out under this delegation of authority shall
count against the overall value of capital increase
set by resolution 12, the overall amount of debt
securities to be issued shall not exceed and shall
count against, the overall value related to debt
securities set forth in the previous resolution 11
and to take all necessary measures and accomplish all
necessary formalities
PROPOSAL #E.15: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the share capital up to a nominal overall
amount representing 10% of the share capital by way
of issuing Company's shares or securities giving
access to the existing or future shares, in
consideration for the contributions in kind granted
to the Company and comprised of capital securities or
securities giving access to the share capital, the
nominal overall value of capital increase resulting
from the issues decided by virtue of the present
resolution 12, the overall amount of debt securities
to be issued shall not exceed and shall count
against, the overall value related to debt securities
set forth in the previous resolution 11; [Authority
expires at the end of 26-month period]; it supersedes
the fraction unused of the authorization granted by
the shareholders meeting of 21 MAY 2007 in resolution
13, and to take all necessary measures and
accomplish all necessary formalities
PROPOSAL #E.16: Authorize the Board of Directors to ISSUER YES FOR FOR
increase on one or more occasions, the share capital
issuance of the Company's shares to be subscribed
either in cash or by offsetting of the debts, the
maximum nominal amount increase to be carried out
under this delegation of authority is set at EUR
70,000,000.00, this amount shall count against the
ceiling set forth in Resolution 18, and to cancel the
shareholders preferential subscription rights in
favour of the holders of options giving the right to
subscribe shares or shares of the Company Orange
S.A., who signed a liquidity contract with the
Company , and to take all necessary measures and
accomplish all necessary formalities; [Authority
expires at the end of 18-month period]; it supersedes
the fraction unused of the authorization granted by
the shareholders meeting of 27 MAY 2008 in resolution
PROPOSAL #E.17: Authorize the Board of Directors to ISSUER YES FOR FOR
proceed on 1 or more occasions with the issue and the
allocation free of charge of liquidity instruments
on options (ILO), in favour of the holders of options
giving the right to subscribe shares of the Company
Orange S.A., having signed a liquidity contract with
the Company, the maximum nominal amount increase to
be carried out under this delegation of authority is
set at EUR 1,000,000.00 this amount shall count
against the ceiling set forth in Resolution 18 and to
take all necessary measures and accomplish all
necessary formalities; [Authority expires at the end
of 18-month period]; it supersedes the fraction
unused of the authorization granted by the
shareholders meeting of 27 MAY 2008 in Resolution 14
PROPOSAL #E.18: Adopt the 7 previous resolutions and ISSUER YES FOR FOR
approve to decides that the maximum nominal amount
pertaining to the capital increases to be carried out
with the use of the delegations given by these 7
resolutions set at EUR 3,500,000,000.00
PROPOSAL #E.19: Authorize the Board of Directors, to ISSUER YES FOR FOR
issue on 1 or more occasions, in France or abroad,
and, or on the international market, any securities
(Other than shares) giving right to the allocation of
debt securities, the nominal amount of debt
securities to be issued shall not exceed EUR
7,000,000,000.00 and to take all necessary measures
and accomplish all necessary formalities; [Authority
expires at the end of 26-month period]; it supersedes
the fraction unused of the authorization granted by
the shareholders meeting of 21 MAY 2007 in Resolution
PROPOSAL #E.20: Approve to delegate to the securities ISSUER YES FOR FOR
all powers to increase the share capital in 1 or
more occasions, by way of capitalizing reserves,
profits or premiums, provided that such
capitalization is allowed by Law and under the Bye-
Laws, by issuing bonus shares or raising the par
value of existing shares, or by a combination of
these methods, the ceiling of the nominal amount of
capital increase resulting from the issues carried by
virtue of the present delegation is set at EUR
2,000,000,000.00; [Authority expires at the end of
26-month period]; it supersedes the fraction unused
of the authorization granted by the shareholders
PROPOSAL #E.21: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
grant for free on 1 or more occasions, existing
shares in favour of the employees or the corporate
officers of the Company and related groups or
Companies, they may not represent more than 1% of the
share capital and it has been decided to cancel the
shareholder's preferential subscription rights in
favour of the beneficiaries mentioned above, and to
take all necessary measures and accomplish all
necessary formalities; [Authority expires at the end
of 38-month period]; it supersedes the fraction
unused of the authorization granted by the
shareholders meeting of 21 MAY 2007 in Resolution 12
PROPOSAL #E.22: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the share capital on 1 or more occasions by
issuing shares or securities giving access to
existing or future shares in the Company in favour of
employees and former employees who are members of a
Company Savings Plan of the France Telecom Group or
by way of allocating free of charge shares or
securities giving access to the Company's existing or
future shares, i.e., by way of capitalizing the
reserves, profits or premiums, provided that such
capitalization is allowed by Law under the Bye-Laws,
the overall nominal value of capital increase
resulting from the issues carried out by virtue of
the present resolution is set at EUR 500,000,000.00,
the ceiling of the nominal amount of France Telecom's
capital increase resulting from the issues carried
out by capitalizing reserves, profits or premiums is
also set at EUR 500,000,000.00 and it has been
decided to cancel the shareholders preferential
subscription rights in favour of the beneficiaries
mentioned above and to take all necessary measures
and accomplish all necessary formalities; [Authority
expires at the end of 6-month period]; it supersedes
the fraction unused of the authorization granted by
the shareholders meeting of 27 MAY 2008 in Resolution
PROPOSAL #E.23: Authorize the Board of Directors to ISSUER YES FOR FOR
reduce the share capital on 1 or more occasions and
at its sole discretion, by canceling all or part of
the shares held by the Company in connection with
repurchase plans authorized prior and posterior to
the date of the present shareholders meeting and to
take all necessary measures and accomplish all
necessary formalities; [Authority expires at the end
of 18-month period]; it supersedes the fraction
unused of the authorization granted by the
shareholders meeting of 27 MAY 2008 in Resolution 16
PROPOSAL #E.24: Grant full powers to the bearer of an ISSUER YES FOR FOR
original, a copy or extract of the minutes of this
meeting to carry out all filings, publications and
other formalities prescribed By Law
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FRESENIUS MED CARE AKTIENGESELLSCHAFT
TICKER: N/A CUSIP: D2734Z107
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the group financial
statements and group annual report, and the report
pursuant to Sections 289(4) and 315(4) of the German
Commercial Code, and approval of the financial
statement for 2008 FY
PROPOSAL #2.: Resolution on the appropriation of the ISSUER NO N/A N/A
distributable profit of EUR 761,954,502.81 as
follows: payment of a dividend of EUR 0.58 per
ordinary share and EUR 0.60 per preferred share EUR
589,187,597.93 shall be carried forward ex-dividend
and payable date: 08 MAY 2009
PROPOSAL #3.: Ratification of the acts of the general ISSUER NO N/A N/A
partner
PROPOSAL #4.: Ratification of the acts of the ISSUER NO N/A N/A
Supervisory Board
PROPOSAL #5.: Appointment of the Auditors for the ISSUER NO N/A N/A
2009 FY.: KPMG AG, Berlin
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FUJITSU LIMITED
TICKER: N/A CUSIP: J15708159
MEETING DATE: 6/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.1: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Corporate Auditor ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GDF SUEZ, PARIS
TICKER: N/A CUSIP: F42768105
MEETING DATE: 12/17/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve, after having taken note of the ISSUER YES FOR FOR
contribution agreement between Gdf Suez and Gdf
Investissements 31, all the terms of the contribution
agreement, the valuation of the contribution and the
consideration for it consequently, the shareholders
meeting decides to increase the share capital by the
creation of 1,140,946 new fully paid up shares of a
par value of EUR 10.00 each, to be distributed to Gdf
Suez the difference between the amount of the net
assets contributed of EUR 114,094,600.00 and the
nominal amount of the share capital increase of EUR
11,409,460.00, estimated at EUR 102,685, 140.00, will
form the merger premium; and authorize the Board of
Directors to take all necessary measures and
accomplish all necessary formalities
PROPOSAL #2.: Approve, after having taken note of the ISSUER YES FOR FOR
contribution agreement between Gdf Suez and Gdf
Investissements 37, all the terms of the contribution
agreement, the valuation of the contribution and the
consideration for it consequently, to increase the
share capital by creation of 19,036,102 new fully
paid up shares of a par value of EUR 10.00 each, to
be distributed to Gdf Suez the difference between the
amount of the net assets contributed of EUR
1,903,610,200.00 and the nominal amount of the share
capital increase of EUR 190,361,020.00, estimated at
EUR 1,713,249,180.00, will form the merger premium;
and authorize the board of Directors to take all
necessary measures and accomplish all necessary
formalities
PROPOSAL #3.: Amend the Article 16 of the By-Laws ISSUER YES FOR FOR
PROPOSAL #4.: Amend the Article 13 of the By-Laws ISSUER YES FOR FOR
PROPOSAL #5.: Grant full powers to the bearer of an ISSUER YES FOR FOR
original, a copy or extract of the minutes of this
meeting to carry out all filings, publications and
other formalities prescribed By-Law
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ISSUER: GDF SUEZ, PARIS
TICKER: N/A CUSIP: F42768105
MEETING DATE: 5/4/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the report of the Board of ISSUER YES FOR FOR
Directors and the report of the Auditors, the
Company's financial statements FYE 31 DEC 2008, as
presented showing earnings for the FY of EUR
2,766,786,164.00; and expenses and charges that were
not tax deductible of EUR 699,616.81 with a
corresponding tax of EUR 240,901.39
PROPOSAL #O.2: Approve the reports of the Board of ISSUER YES FOR FOR
Directors and the Auditors, the consolidated
financial statements for the said FY, in the form
presented to the meeting showing net consolidated
earnings [group share] of EUR 4,857,119,000.00
PROPOSAL #O.3: Approve the recommendations of the ISSUER YES FOR FOR
Board of Directors and resolves that the income for
the FY be appropriated as follows: earnings for the
FY: EUR 2,766,786,164. 00 allocation to the legal
reserve: EUR 211,114.00 balance: EUR 2,766,575,050.00
retained earnings: EUR 18,739,865,064.00 balance
available for distribution: EUR 21,506,440,114.00
dividends: EUR 4,795,008,520. 00 [i.e. a net dividend
of EUR 2.20 per share], eligible for the 40%
allowance provided by the French Tax Code interim
dividend already paid on 27 NOV, 2008: EUR
1,723,907,172.00 [i.e. a net dividend of EUR 0.80 per
share] remaining dividend to be paid: EUR
3,071,101,348.00 [i.e. a balance of the net dividend
of EUR 1.40]. this dividend will be paid on 04 JUN
2009; in the event that the Company holds some of its
own shares on such date, the amount of the unpaid
dividend on such shares shall be allocated to the
other reserves account the dividend payment may be
carried out in cash or in shares for the dividend
fraction of EUR 0.80 the shareholder will need to
request it to his or her financial intermediary from
06 MAY 2009 after, the shareholders will receive the
dividend payment only in cash for the shareholders
who have chosen the payment in cash, the dividend
will be paid on 04 JUN 2009 the dividend fraction of
EUR 0.60 will be paid only in cash on 11 MAY 2009 as
PROPOSAL #O.4: Approve the special report of the ISSUER YES FOR FOR
Auditors on agreements governed by Article L.225-38
of the French Commercial Code, and the agreements
entered into or implemented during the last year
PROPOSAL #O.5: Authorize the Board of Directors to ISSUER YES FOR FOR
buy back the Company's shares on the open market,
subject to the conditions described below: maximum
purchase price: EUR 55.00, maximum number of shares
to be acquired: 10% of the share capital, maximum
funds invested in the share buybacks: EUR
12,000,000,000.00 [Authority expires at the end of
PROPOSAL #O.6: Elect Mr. Patrick Arnaud as a Director ISSUER YES AGAINST AGAINST
for a period of 4 years
PROPOSAL #O.7: Elect Mr. Eric Charles Bourgeois as a ISSUER YES AGAINST AGAINST
Director for a period of 4 years
PROPOSAL #O.8: Elect Mr. Emmanuel Bridoux as a ISSUER YES AGAINST AGAINST
Director for a period of 4 years
PROPOSAL #O.9: Elect Mrs. Gabrielle Prunet as a ISSUER YES AGAINST AGAINST
Director for a period of 4 years
PROPOSAL #O.10: Elect Mr. Jean-Luc Rigo as a Director ISSUER YES AGAINST AGAINST
for a period of 4 years
PROPOSAL #O.11: Elect Mr. Philippe Taurines as a ISSUER YES AGAINST AGAINST
Director for a period of 4 years
PROPOSAL #O.12: Elect Mr. Robin Vander Putten as a ISSUER YES AGAINST AGAINST
Director for a period of 4 years
PROPOSAL #E.13: Authorize the Board of Directors the ISSUER YES FOR FOR
necessary powers to increase the capital by a maximum
nominal amount of EUR 20,000,000.00, by issuance,
with preferred subscription rights maintained, of
20,000,000 new shares of a par value of EUR 1.00
each; [Authority expires at the end of 18-month
period] ; it supersedes the one granted by the
shareholders' meeting of 16 JUL 2008 in its
Resolution 18 and to cancel the shareholders'
Preferential subscription rights in favour of any
entities, of which aim is to subscribe, detain or
sell GDF Suez shares or other financial instruments
within the frame of the implementation of one of the
various options of the group GDF Suez International
Employee Shareholding Plan and to take all necessary
measures and accomplish all necessary formalities
PROPOSAL #E.14: Authorize the Board of Directors all ISSUER YES FOR FOR
powers to grant, in one or more transactions, in
favour of employees and Corporate Officers of the
Company and, or related Companies, options giving the
right either to subscribe for new shares in the
Company to be issued through a share capital
increase, or to purchase existing shares purchased by
the Company, it being provided that the options
shall not give rights to a total number of shares,
which shall exceed 0.5% ; [Authority expires at the
end of 18-month period]; this delegation of powers
supersedes the one granted by the shareholders
meeting of 16 JUL 2008 in its Resolution 22 and to
cancel the shareholders' preferential subscription
rights in favour of the beneficiaries mentioned above
and to take all necessary measures and accomplish
all necessary formalities
PROPOSAL #E.15: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
grant for free, on 1 or more occasions, existing or
future shares, in favour of the employees or the
Corporate Officers of the Company and related
companies; they may not represent 0.5% of issued
share capital; [Authority expires at the end of 18-
month period]; this delegation of powers supersedes
the one granted by the shareholders meeting of 16 JUL
2008 in its Resolution 21 and to take all necessary
measures and accomplish all necessary formalities
PROPOSAL #E.16: Grants full powers to the bearer of ISSUER YES FOR FOR
an original, a copy or extract of the minutes of the
meeting to carry out all filings, publications and
other formalities prescribed by Law
PROPOSAL #A.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: Approve the external proposal has been
filed by FCPE Action Gaz 2005, one of the employees
shareholders vehicle, it amends the earlier
Resolution 14 on options for 0.50% of share capital
and tends to enlarge the beneficiaries to all
employees but equally, even if a greater
accessibility of employees to share-based payments
seems positive, we do not support this proposal as we
consider that egalitarian grants of options must not
be encouraged and that stock-options grants must
remain a remuneration tool in the hand of the Board
of Directors, we recommend opposition
PROPOSAL #B.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: Approve the external proposal from the Suez
Action Gaz 2005 ESOP amends the earlier
authorization for restricted shares up to 0.7% of the
capital but here for all employees and equally, we
do not support as we consider that theses devices
must be used as element of the individual pay and
because the Board of Directors has already
implemented all-employees plans and asks shareholders
authorization to continue within the limit of 0.20%
of share capital [See Resolution 15], we recommend
PROPOSAL #C.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: Approve to cut total dividend to EUR 0.80
instead of EUR 2.2, this external proposal from the
Suez Action Gaz 2005 ESOP is not based on the strong
increase of the 2008 dividend, last year employees
shareholders already suggested to freeze the
dividend, the motive is to increase the investments
and salaries instead of the dividends; the resulting
dividend would be a reduction to only 57% of the
ordinary dividend paid last year and 36% of the total
dividend for this year, a final distribution much
too low in view of the legitimate expectations of the
shareholders, we cannot support such resolution
which primarily opposes the interests of employees
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ISSUER: GLAXOSMITHKLINE PLC
TICKER: N/A CUSIP: G3910J112
MEETING DATE: 5/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive and adopt the Directors report ISSUER YES FOR FOR
and financial statements
PROPOSAL #2.: Approve the remuneration report ISSUER YES FOR FOR
PROPOSAL #3.: Elect Mr. James Murdoch as a Director ISSUER YES FOR FOR
PROPOSAL #4.: Elect Mr. Larry Culp as a Director ISSUER YES FOR FOR
PROPOSAL #5.: Re-elect Sir. Crispin Davis as a ISSUER YES FOR FOR
Director
PROPOSAL #6.: Re-elect Dr. Moncef Slaoui as a Director ISSUER YES FOR FOR
PROPOSAL #7.: Re-elect Mr. Tom de Swaan as a Director ISSUER YES FOR FOR
PROPOSAL #8.: Re-appoint the Auditors ISSUER YES FOR FOR
PROPOSAL #9.: Approve the remuneration of the Auditors ISSUER YES FOR FOR
PROPOSAL #10.: Authorize the Company and its ISSUER YES FOR FOR
subsidiaries to make political donations to political
organization and incur political expenditure
PROPOSAL #11.: Grant authority to allot shares ISSUER YES FOR FOR
PROPOSAL #S.12: Approve the disapplication of pre- ISSUER YES FOR FOR
emption rights
PROPOSAL #S.13: Authorize the Company to purchase its ISSUER YES FOR FOR
own shares
PROPOSAL #14.: Approve the exemption from statement ISSUER YES FOR FOR
of Senior Statutory Auditors name
PROPOSAL #S.15: Approve the reduced notice of general ISSUER YES FOR FOR
meeting other than an AGM
PROPOSAL #16.: Adopt the GlaxoSmithKline GSK 2009 ISSUER YES FOR FOR
Performance Share Plan
PROPOSAL #17.: Adopt the GSK 2009 Share Option Plan ISSUER YES FOR FOR
PROPOSAL #18.: Adopt the GSK 2009 Deferred Annual ISSUER YES FOR FOR
Bonus Plan
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GROUPE DANONE, PARIS
TICKER: N/A CUSIP: F12033134
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.2: Approve the consolidated financial ISSUER YES FOR FOR
statements and statutory reports
PROPOSAL #O.3: Approve the allocation of income and ISSUER YES FOR FOR
dividends of EUR 1.20 per share
PROPOSAL #O.4: Approve the stock dividend program ISSUER YES FOR FOR
PROPOSAL #O.5: Receive the Auditors' special report ISSUER YES AGAINST AGAINST
regarding related-party transactions
PROPOSAL #O.6: Reelect Mr. Richard Goblet D'Alviella ISSUER YES AGAINST AGAINST
as a Director
PROPOSAL #O.7: Re-elect Mr. Christian Laubie as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #O.8: Re-elect Mr. Jean Laurent as a Director ISSUER YES FOR FOR
PROPOSAL #O.9: Re-elect Mr. Hakan Mogren as a Director ISSUER YES FOR FOR
PROPOSAL #O.10: Re-elect Mr. Benoit Potier as a ISSUER YES FOR FOR
Director
PROPOSAL #O.11: Elect MR. Guylaine Saucier as a ISSUER YES FOR FOR
Director
PROPOSAL #O.12: Approve the remuneration of the ISSUER YES FOR FOR
Directors in the aggregate amount of EUR 600,000
PROPOSAL #O.13: Grant authority for the repurchase of ISSUER YES FOR FOR
up to 10% of issued share capital
PROPOSAL #O.14: Approve the creation of the Danone ISSUER YES FOR FOR
Eco-Systeme Fund
PROPOSAL #E.15: Approve to change the Company name to ISSUER YES FOR FOR
Danone
PROPOSAL #E.16: Amend the Article 7 of Bylaws ISSUER YES FOR FOR
regarding: auhtorize the share capital increase
PROPOSAL #E.17: Amend the Articles 10 of Association ISSUER YES FOR FOR
Regarding: shareholders identification
PROPOSAL #E.18: Amend the Article 18 of Bylaws ISSUER YES FOR FOR
regarding: attendance to Board meetings through
videoconference and telecommunication
PROPOSAL #E.19: Amend the Article 22 of Bylaws ISSUER YES FOR FOR
regarding: Record Date
PROPOSAL #E.20: Amend the Article 26 of Bylaws ISSUER YES FOR FOR
regarding: electronic voting
PROPOSAL #E.21: Amend the Article 27 of Bylaws ISSUER YES FOR FOR
regarding: authorize the Board for the issuance of
bonds
PROPOSAL #E.22: Amend the Articles 27 and 28 of ISSUER YES FOR FOR
Association regarding: quorum requirements for
ordinary and extraordinary general meetings
PROPOSAL #E.23: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity-linked securities with preemptive
rights up to aggregate nominal amount of EUR 45
PROPOSAL #E.24: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity-linked securities without preemptive
rights up to aggregate nominal amount of EUR 30
PROPOSAL #E.25: Authorize the Board to increase ISSUER YES FOR FOR
capital in the event of additional demand related to
delegations submitted to shareholder vote above
PROPOSAL #E.26: Grant authority for the capital ISSUER YES FOR FOR
increase of up to EUR 25 million for future exchange
offers
PROPOSAL #E.27: Grant authority for the capital ISSUER YES FOR FOR
increase of up to 10 % of issued capital for future
acquisitions
PROPOSAL #E.28: Grant authority for the ISSUER YES FOR FOR
capitalization of reserves of up to EUR 33 million
for bonus issue or increase in par value
PROPOSAL #E.29: Approve the Employee Stock Purchase ISSUER YES FOR FOR
Plan
PROPOSAL #E.30: Grant authority up to 6 million ISSUER YES FOR FOR
shares for use in stock option plan
PROPOSAL #E.31: Grant authority up to 2 million ISSUER YES FOR FOR
shares for use in restricted stock plan
PROPOSAL #E.32: Approve the reduction in share ISSUER YES FOR FOR
capital via cancellation of repurchased shares
PROPOSAL #E.33: Grant authority for the filing of ISSUER YES FOR FOR
required documents/other formalities
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ISSUER: HANA FINANCIAL GROUP INC, SEOUL
TICKER: N/A CUSIP: Y29975102
MEETING DATE: 3/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the balance sheet and income ISSUER YES FOR FOR
statement
PROPOSAL #2.: Approve the statement of appropriation ISSUER YES FOR FOR
of retained earnings
PROPOSAL #3.: Approve the partial amendment to the ISSUER YES AGAINST AGAINST
Articles of Incorporation
PROPOSAL #4.1: Elect the Directors: Nominees: Messrs. ISSUER YES AGAINST AGAINST
Kack-Young Kim, Sang-Gu Nam, Noh-Choong Huh, Kyung-
Sup Kim, Byung-Taek Yoo, Ku-Taek Lee, Jung-Nam Cho,
Jae-Chul Kim, Hae-Wang Chung, Roy. A. Karaoglan, II-
Hyun Suk
PROPOSAL #4.2: Elect the Auditor Committee Member as ISSUER YES FOR FOR
the outside Directors: Nominees: Messrs. Kack-Young
Kim, Sang-Gu Nam, Kyung-Sup Kim
PROPOSAL #4.3: Elect the Auditor Committee Member as ISSUER YES AGAINST AGAINST
non outside Directors: Mr. II-Hyun Suk
PROPOSAL #5.: Approve the limit of remuneration for ISSUER YES FOR FOR
the Directors
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HBOS PLC
TICKER: N/A CUSIP: G4364D106
MEETING DATE: 12/12/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve, subject and conditional on the ISSUER YES FOR FOR
placing and the open offer [as specified] becoming
unconditional, the waiver granted by the Panel on
Takeovers and Mergers of any obligation which might
otherwise arise for The Commissioners of Her
Majesty's Treasury or their nominee [HM Treasury] to
make a general cash offer to the remaining ordinary
shareholders of the Company for all the issued
ordinary shares in the capital of the Company held by
them pursuant to Rule 9 of the City Code on
Takeovers and Mergers, following completion of the
Placing and the Open Offer
PROPOSAL #S.2: Approve to increase the authorized ISSUER YES FOR FOR
share capital of the Company from GBP 5,410,000,000,
EUR 3,000,000,000, USD 5,000,000,000, AUD
1,000,000,000, CAD 1,000,000,000 and CNY
100,000,000,000 to GBP 7,288,000,000, EUR
3,000,000,000 USD 5,000,000,000, AUD 1,000,000,000,
CAD 1,000,000,000 and CNY 100,000,000,000 by the,
creation of: 7,500,000,000 New Ordinary Shares of 25
pence each; and 3,000,000 New preference shares of
GBP 1 each; and authorize the Directors of the
Company [the Directors], pursuant to Section 80 of
the Companies Act 1985, to exercise all the powers of
the Company to allot relevant securities [as defined
in Section 80(2) of the Companies Act 1985] up to an
aggregate nominal amount of GBP 1,875,000,000 in
respect of ordinary shares of 25 pence, each in
connection with the Placing and Open Offer, and GBP
3,000,000 in respect of preference shares of GBP 1
each; [Authority expires earlier on 30 JUN 2009] and
the Directors may allot relevant securities after the
expiry of this authority in pursuance of such an
offer or agreement made prior to such expiry; and
approve the terms of the capital raising [as
specified] and authorize the Directors to implement
the Capital Raising as specified, to exercise all the
powers of the Company to the extent the Directors
determine necessary to implement the Capital Raising
PROPOSAL #S.3: Approve the Ordinary Share Scheme of ISSUER YES FOR FOR
arrangement; cancellation of Scheme Shares; creation
of New Ordinary Shares; allotment of New Ordinary
Shares; amendments of Articles; reclassification of
Ordinary Shares
PROPOSAL #S.4: Approve the Preference Share Scheme; ISSUER YES FOR FOR
creation and allotment of New Preference Shares;
amendments of Articles; reclassification of
Preference Shares
PROPOSAL #S.5: Approve, subject to and conditional on ISSUER YES FOR FOR
Resolutions 3 and 4 as specified, relating to the
HBOS 9 1/4% Preference Shares being passed, for the
purpose of giving effect to the Preference Scheme,
the share capital of the Company be reduce by
canceling and extinguishing the HBOS 9 1/4%
Preference Shares in accordance with the terms of the
Preference Scheme or, to the extent that the HBOS 9
1/4% Preference Shares have been reclassified into A
Preference Shares and B Preference Shares pursuant
Resolution 4(a) as specified in respect of the HBOS 9
1/4% Preference Shares
PROPOSAL #S.6: Approve, subject to and conditional on ISSUER YES FOR FOR
Resolutions 3 and 4 as specified, relating to the
HBOS 9 3/4% Preference Shares being passed, for the
purpose of giving effect to the Preference Scheme,
the share capital of the Company be reduced by
canceling and extinguishing the HBOS 9 3/4%
Preference Shares in accordance with the terms of the
Preference Scheme or, to the extent that the HBOS 9
3/4% Preference Shares have been reclassified into A
Preference Shares and B Preference Shares pursuant
Resolution 4(a) as specified in respect of the HBOS 9
3/4% Preference Shares
PROPOSAL #S.7: Approve, subject to and conditional on ISSUER YES FOR FOR
Resolutions 3 and 4 as specified, relating to the
HBOS 6.0884% Preference Shares being passed, for the
purpose of giving effect to the Preference Scheme,
the share capital of the Company be reduced by
canceling and extinguishing the HBOS 6.0884%
Preference Shares in accordance with the terms of the
Preference Scheme or, to the extent that the HBOS
6.0884% Preference Shares have been reclassified into
A Preference Shares and B Preference Shares pursuant
Resolution 4(a) as specified in respect of the HBOS
6.0884% Preference Shares
PROPOSAL #S.8: Approve, subject to and conditional on ISSUER YES FOR FOR
Resolutions 3 and 4 as specified, relating to the
HBOS 6.475% Preference Shares being passed, for the
purpose of giving effect to the Preference Share
Scheme, the share capital of the Company be reduced
by canceling and extinguishing the HBOS 6.475%
Preference Shares in accordance with the terms of the
Preference Share Scheme or, to the extent that the
HBOS 6.475% Preference Shares have been reclassified
into A Preference Shares and B Preference Shares
pursuant Resolution 4(a) as specified in respect of
the HBOS 6.475% Preference Shares
PROPOSAL #S.9: Approve, subject to and conditional on ISSUER YES FOR FOR
Resolutions 3 and 4 as specified, relating to the
HBOS 6.3673% Preference Shares being passed, for the
purpose of giving effect to the Preference Scheme,
the share capital of the Company be reduced by
canceling and extinguishing the HBOS 6.3673%
Preference Shares in accordance with the terms of the
Preference Share Scheme or, to the extent that the
HBOS 6.3673% Preference Shares have been reclassified
into A Preference Shares and B Preference Shares
pursuant Resolution 4(a) as specified in respect of
the HBOS 6.3673% Preference Shares
PROPOSAL #S.10: Approve, subject to and conditional ISSUER YES FOR FOR
on Resolutions 3 and 4 as specified, relating to the
HBOS 6.413% Preference Shares being passed, for the
purpose of giving effect to the Preference Scheme,
the share capital of the Company be reduced by
canceling and extinguishing the HBOS 6.413%
Preference Shares in accordance with the terms of the
Preference Share Scheme or, to the extent that the
HBOS 6.413% Preference Shares have been reclassified
into A Preference Shares and B Preference Shares
pursuant Resolution 4(a) as specified in respect of
the HBOS 6.413% Preference Shares
PROPOSAL #S.11: Approve, subject to and conditional ISSUER YES FOR FOR
on Resolutions 3 and 4 as specified, relating to the
HBOS 5.92% Preference Shares being passed, for the
purpose of giving effect to the Preference Scheme,
the share capital of the Company be reduced by
canceling and extinguishing the HBOS 5.92% Preference
Shares in accordance with the terms of the
Preference Scheme or, to the extent that the HBOS
5.92% Preference Shares have been reclassified into A
Preference Shares and B Preference Shares pursuant
Resolution 4(a) as specified in respect of the HBOS
5.92% Preference Shares
PROPOSAL #S.12: Approve, subject to and conditional ISSUER YES FOR FOR
on Resolutions 3 and 4 as specified, relating to the
HBOS 6.657% Preference Shares being passed, for the
purpose of giving effect to the Preference Scheme,
the share capital of the Company be reduced by
canceling and extinguishing the HBOS 6.657%
Preference Shares in accordance with the terms of the
Preference Scheme or, to the extent that the HBOS
6.657% Preference Shares have been reclassified into
A Preference Shares and B Preference Shares pursuant
Resolution 4(a) as specified in respect of the HBOS
6.657% Preference Shares
PROPOSAL #S.13: Approve, subject and conditional on ISSUER YES FOR FOR
Resolutions 3 and 4 as specified, relating to the
HBOS 12% Preference Shares being passed, for the
purpose of giving effect to the Preference Scheme,
the share capital of the Company be reduced by
canceling and extinguishing the HBOS 12% Preference
Shares in accordance with the terms of the Preference
Scheme or, to the extent that the HBOS 12%
Preference Shares have been reclassified into A
Preference Shares and B Preference Shares pursuant
Resolution 4(a) as specified in respect of the HBOS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HBOS PLC
TICKER: N/A CUSIP: G4364D106
MEETING DATE: 12/12/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve [without or without ISSUER YES FOR FOR
modification] a Scheme of arrangement [the
Scheme]under Sections 895 to 899 of the Companies Act
2006, to be made between the Company and the Scheme
Shareholders and authorize the Directors of the
Company to take all such actions as they consider
necessary or appropriate for carrying the Scheme in
to effect
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HEINEKEN N V
TICKER: N/A CUSIP: N39427211
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.A: Adopt the financial statements for the ISSUER YES FOR FOR
FY 2008
PROPOSAL #1.B: Approve the decision on the ISSUER YES FOR FOR
appropriation of the balance of the income statement
in accordance with Article 12 paragraph 7 of the
Company's Articles of Association and the
distribution of retained earnings
PROPOSAL #1.C: Grant discharge to the Members of the ISSUER YES FOR FOR
Executive Board
PROPOSAL #1.D: Grant discharge to the Members of the ISSUER YES FOR FOR
Supervisory Board
PROPOSAL #2.: Amend the Articles of Association ISSUER YES FOR FOR
PROPOSAL #3.A: Approve the extension and amendment of ISSUER YES FOR FOR
the authorization of the Executive Board to acquire
own shares under which the maximum number of shares
that may be acquired will remain limited to 10% of
the issued share capital of the Company
PROPOSAL #3.B: Authorize the Executive Board to issue ISSUER YES FOR FOR
[rights to] shares
PROPOSAL #3.C: Authorize the Executive Board to ISSUER YES FOR FOR
restrict or exclude shareholders' pre-emptive rights
PROPOSAL #5.A: Re-appoint Mr. M. Das as a Member of ISSUER YES FOR FOR
the Supervisory Board
PROPOSAL #5.B: Re-appoint Mr. J. M. Hessels as a ISSUER YES FOR FOR
Member of the Supervisory Board
PROPOSAL #5.C: Appoint Mr. Ch. Navarre as a Member of ISSUER YES FOR FOR
the Supervisory Board
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HENKEL AG & CO. KGAA, DUESSELDORF
TICKER: N/A CUSIP: D32051126
MEETING DATE: 4/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the Group financial
statements and Group annual report as well as the
Corporate Governance and the remuneration report
PROPOSAL #2.: Resolution on the appropriation of the ISSUER NO N/A N/A
distributable profit of EUR 548,737,876.54 as
follows: payment of a dividend of EUR 0.51 per
ordinary share and or EUR 0.53 per preferred shares
EUR 321,815,656.54 shall be carried forward ex-
dividend and payable date: 21 APR 2009
PROPOSAL #3.: Ratification of the acts of the Board ISSUER NO N/A N/A
of Managing Directors [during the begin of the FY
until 14 APR 2008] and the general partner [during
the period from 14 APR 2008 until the FYE
PROPOSAL #4.: Ratification of the acts of the ISSUER NO N/A N/A
Supervisory Board
PROPOSAL #5.: Ratification of the acts of the ISSUER NO N/A N/A
shareholders' committee
PROPOSAL #6.: Appointment of the Auditors for the ISSUER NO N/A N/A
2009 FY: KPMG AG, Berlin and Frankfurt
PROPOSAL #7.: Amendment to Section 28(3) of the ISSUER NO N/A N/A
Articles of Association regarding the election of
substitute members for the shareholders' committee
being admissible
PROPOSAL #8.: Amendment to Section 17 (6) and (9) of ISSUER NO N/A N/A
the Articles of Association regarding members of the
Supervisory Board who are also Members of other
committees constituted by the Supervisory Board
receiving and additional remuneration of 50% and the
Chairman of a committee of the Supervisory Board
receiving an additional remuneration of 100% of the
standard remuneration of Supervisory Board Members
but Members of the nominating committee receiving no
additional remuneration
PROPOSAL #9.: Amendment to Section 7 of the Articles ISSUER NO N/A N/A
of Association regarding Section 27A(1) of the
Securities Trade Act not being applied
PROPOSAL #10.: Elections to the Supervisory Board Mr. ISSUER NO N/A N/A
Theo Siegert shall be elected to the Supervisory
Board as replacement for Mr. Friderike Bagel for the
remaining term of office
PROPOSAL #11.: Election of a substitute Member to the ISSUER NO N/A N/A
shareholders' committee Boris Canessa
PROPOSAL #12.: Renewal of authorization to acquire ISSUER NO N/A N/A
own shares the general partner shall be authorized to
acquire own shares the general partner shall be
authorized to acquire shares of the Company of up to
10% of the Company's share capital through the Stock
Exchange or by way of public repurchase offer, at
prices not deviating more than 10% from the market
price of the shares, on or before 19 OCT 2010; the
general partner shall be authorized, with the consent
of the shareholders' committee and the Supervisory
Board, to use the shares in connection with mergers
and acquisitions, to dispose of the shares against
payment in cash at a price not materially below the
market price of the shares if the total volume does
not exceed 10% of the Company's share capital, and to
retire the shares
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ISSUER: HITACHI,LTD.
TICKER: N/A CUSIP: J20454112
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Reduction of Legal Reserve ISSUER YES FOR FOR
PROPOSAL #2.: Amend Articles to :Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES AGAINST AGAINST
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES AGAINST AGAINST
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
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ISSUER: HOME RETAIL GROUP PLC
TICKER: N/A CUSIP: G4581D103
MEETING DATE: 7/2/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report of the Directors, ISSUER YES FOR FOR
the report of the Auditors and the financial
statement of the Company for the 52 weeks ended 01
PROPOSAL #2.: Approve the Director's remuneration ISSUER YES FOR FOR
report contained in the and annual reports and
financial statements of the Company for the 52 weeks
period ended 01 MAR 2008
PROPOSAL #3.: Declare a final dividend of 10.0p per ISSUER YES FOR FOR
ordinary share
PROPOSAL #4.: Re-elect Mr. Terry Duddy as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #5.: Re-elect Mr. John Coombe as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #6.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company to hold office until
the conclusion of the next general meeting at which
financial statements and reports are laid before the
Company
PROPOSAL #7.: Authorize the Directors to fix the ISSUER YES FOR FOR
remuneration of the Auditors
PROPOSAL #8.: Authorize the Company and those ISSUER YES FOR FOR
Companies which are subsidiary of the Company at any
time during the period for which this resolution has
effect for the purposes of part 14 of the Companies
Act 2006 [ the 2006 Act] during the period from the
passing of this resolution to the conclusion of the
Company's AGM in 2009; i) to make political donation
to political parties and/ or independent election
candidates ii) to make political donations to
political donations others than political parties and
iii) to incur political expenditure, up to an
aggregate amount of GBP 50,000 and the amount
authorized under each of paragraphs (i) to (iii)
shall also be limited to such amount and that's words
and expressions defined for the purpose of the 2006
Act shall have the same meaning in this resolution
PROPOSAL #9.: Authorize the Directors, in ISSUER YES FOR FOR
substitution for all previous authorities pursuant to
Section 80 of the Companies Act 1985 [the 1985 Act]
by paragraph 9.2 of Article 9 of the Company's
Articles of Association be renewed [Authority expires
the earlier for the period ending on the date of the
AGM in 2009 or on 01 OCT 2009], and for such period
the Section 80 amount shall be GBP 29,248,166 and
such authority without prejudice to any allotment of
securities prior to the date of this resolution
PROPOSAL #S.10: Authorize the Directors, ISSUER YES FOR FOR
insubstitution for all previous powers authorities
pursuant to Section 89 of the 1985 Act subject to the
passing of Resolution 9 specified above, by
Paragraph 9.3 of Article 9 of the Company's Articles
of Association be renewed for the period referred to
in such resolution and for such period the Section 89
amount shall be GBP 4,387,225; and that such
authority without prejudice to any allotment or sale
of securities prior to the date of this resolution
PROPOSAL #S.11: Authorize the Company, in accordance ISSUER YES FOR FOR
with Section 166 of the 1985 Act, to make market
purchases [Section 163 of the 1985 Act] of up to
87,000,000 ordinary shares, at a minimum price of 10p
and not more than 105% above the average market
value of the Company's ordinary shares as derived
from the London Stock Exchange Daily Official List,
for the 5 business days preceding the date of
purchase or the higher of the price of the last
independent trade and the highest current bid as
stipulated by Article 5(1) of Commission Regulation
(EC) 22 DEC 2003 implementing the market abuse
directive as regards exemptions for buyback
programmes and stabilization of financial
instructions (No. 2273/2003); [Authority expires the
earlier at the conclusion of the AGM of the Company
to be held in 2009 or 01 OCT 2009]; the Company,
before the expiry, may make a contract to purchase
ordinary shares which will or may be executed wholly
PROPOSAL #S.12: Adopt the New Articles of Association ISSUER YES FOR FOR
of the Company in substitution for, and to exclusion
of, the existing Article of Association of the
Company, with effect from the end of this meeting,
ass pecified
PROPOSAL #S.13: Approve, with effect on 01 OCT 2008 ISSUER YES FOR FOR
or such date on which Section 175 of the 2006 Act
Come into force, the new Article of Association of
the Company, adopted pursuant to Resolution 12 above
be amended; and authorize the Directors, for the
purpose of Section 175 of the 2006 Act in the
Company's Article of Association to authorize certain
conflicts of interest specified in that Section ii)
by the deletion of Articles 95, 96 and 97 in their
entirety and by the insertion in their place of New
Articles 95, 95A, 96, 96A and 97 and by the numbering
of the remaining Articles, as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HONAM PETROCHEMICAL CORP, SEOUL
TICKER: N/A CUSIP: Y3280U101
MEETING DATE: 3/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the 33th balance sheet, income ISSUER YES FOR FOR
statement and proposed disposition of retained
PROPOSAL #2.: Approve the partial amendment to the ISSUER YES AGAINST AGAINST
Articles of Incorporation
PROPOSAL #3.: Elect 1 External Director ISSUER YES FOR FOR
PROPOSAL #4.: Elect the Audit Committee Member to be ISSUER YES AGAINST AGAINST
External Director
PROPOSAL #5.: Approve the remuneration limit for the ISSUER YES FOR FOR
Director
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HOYA CORPORATION
TICKER: N/A CUSIP: J22848105
MEETING DATE: 6/16/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3: Authorize Use of Stock Options, and ISSUER YES FOR FOR
Allow Board to Authorize Use of Stock Option Plan
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HSBC HOLDINGS PLC, LONDON
TICKER: N/A CUSIP: G4634U169
MEETING DATE: 3/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to increase the share capital ISSUER YES FOR FOR
from USD 7,500,100,000, GBP 401,500 and EUR 100,000
to USD 10,500,100,000, GBP 401,500 and EUR 100,000 by
the creation of an additional 6,000,000,000 ordinary
shares of USD 0.50 each in the capital of the
Company forming a single class with the existing
ordinary shares of USD 0.50 each in the capital of
PROPOSAL #2.: Authorize the Directors, in ISSUER YES FOR FOR
substitution for any existing authority and for the
purpose of Section 80 of the UK Companies Act 1985,
[the Act] to allot relevant securities up to an
aggregate nominal amount of USD2,530,200,000 in
connection with the allotment of the new ordinary
shares as specified pursuant to right issue[Authority
expires at the conclusion of the AGM of the Company
to be held in 2009]; and the Directors may allot
relevant securities after the expiry of this
authority in pursuance of such an offer or agreement
PROPOSAL #S.3: Authorize the Directors, subject to ISSUER YES FOR FOR
the passing of Resolution 2 and pursuant to Section
94 of the UK Companies Act 1985, [the Act] the
subject of authority granted by Resolution 2 as if
Section 89[1] of the Act displaying to any such
allotment and in particular to make such allotments
subject to such exclusions or other arrangements as
the Directors may deem necessary or expedient in
relation to fractional entitlements or securities
represented by depository receipts or having regard
to any restrictions, obligations or legal problems
under the Laws of the requirements of any regulatory
body or stock exchange in any territory or otherwise
howsoever; [Authority expires the earlier of the
conclusion of the AGM of the Company to be held in
2009]; and, authorize the Directors to allot equity
securities in pursuance of such offers or agreement
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HSBC HOLDINGS PLC, LONDON
TICKER: N/A CUSIP: G4634U169
MEETING DATE: 5/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the annual accounts and reports ISSUER YES FOR FOR
of the Directors and of the Auditor for the YE 31
DEC 2008
PROPOSAL #2.: Approve the Director's remuneration ISSUER YES FOR FOR
report for YE 31 DEC 2008
PROPOSAL #3.1: Re-elect Mr. S.A. Catz as a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Re-elect Mr. V.H.C Cheng as a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Re-elect Mr. M.K.T Cheung as a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Re-elect Mr. J.D. Coombe as a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Re-elect Mr. J.L. Duran as a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Re-elect Mr. R.A. Fairhead as a ISSUER YES FOR FOR
Director
PROPOSAL #3.7: Re-elect Mr. D.J. Flint as a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Re-elect Mr. A.A. Flockhart as a ISSUER YES FOR FOR
Director
PROPOSAL #3.9: Re-elect Mr. W.K. L. Fung as a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Re-elect Mr. M.F. Geoghegan as a ISSUER YES FOR FOR
Director
PROPOSAL #3.11: Re-elect Mr. S.K. Green as a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Re-elect Mr. S.T. Gulliver as a ISSUER YES FOR FOR
Director
PROPOSAL #3.13: Re-elect Mr. J.W.J. Hughes-Hallett as ISSUER YES FOR FOR
a Director
PROPOSAL #3.14: Re-elect Mr. W.S.H. Laidlaw as a ISSUER YES FOR FOR
Director
PROPOSAL #3.15: Re-elect Mr. J.R. Lomax as a Director ISSUER YES FOR FOR
PROPOSAL #3.16: Re-elect Sir Mark Moody-Stuart as a ISSUER YES FOR FOR
Director
PROPOSAL #3.17: Re-elect Mr. G. Morgan as a Director ISSUER YES FOR FOR
PROPOSAL #3.18: Re-elect Mr. N.R.N. Murthy as a ISSUER YES FOR FOR
Director
PROPOSAL #3.19: Re-elect Mr. S.M. Robertson as a ISSUER YES FOR FOR
Director
PROPOSAL #3.20: Re-elect Mr. J.L. Thornton as a ISSUER YES FOR FOR
Director
PROPOSAL #3.21: Re-elect Sir Brian Williamson as a ISSUER YES FOR FOR
Director
PROPOSAL #4.: Reappoint the Auditor at remuneration ISSUER YES FOR FOR
to be determined by the Group Audit Committee
PROPOSAL #5.: Authorize the Directors to allot shares ISSUER YES FOR FOR
PROPOSAL #S.6: Approve to display pre-emption rights ISSUER YES FOR FOR
PROPOSAL #7.: Authorize the Company to purchase its ISSUER YES FOR FOR
own ordinary shares
PROPOSAL #S.8: Adopt new Articles of Association with ISSUER YES FOR FOR
effect from 01 OCT 2009
PROPOSAL #S.9: Approve general meetings being called ISSUER YES FOR FOR
on 14 clear days' notice
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HYUNDAI MOBIS, SEOUL
TICKER: N/A CUSIP: Y3849A109
MEETING DATE: 12/17/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Merger and Acquisition ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HYUNDAI MOBIS, SEOUL
TICKER: N/A CUSIP: Y3849A109
MEETING DATE: 3/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statements ISSUER YES FOR FOR
PROPOSAL #2.: Approve the change of the Articles of ISSUER YES AGAINST AGAINST
Incorporation
PROPOSAL #3.: Elect the Director ISSUER YES AGAINST AGAINST
PROPOSAL #4.: Elect the Audit Committee Member ISSUER YES AGAINST AGAINST
PROPOSAL #5.: Approve the remuneration limit for the ISSUER YES FOR FOR
Director
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: IAMGOLD CORP
TICKER: N/A CUSIP: 450913108
MEETING DATE: 5/14/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Elect the Directors of the Corporation ISSUER YES ABSTAIN AGAINST
for the ensuing year
PROPOSAL #2.: Appoint KPMG LLP, Chartered ISSUER YES FOR FOR
Accountants, as the Auditors of the Corporation for
the ensuing year and authorize the Directors to fix
the remuneration
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ICAP PLC
TICKER: N/A CUSIP: G46981117
MEETING DATE: 7/16/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the financial statements for ISSUER YES FOR FOR
the YE 31 MAR 2008, together with the reports of the
Directors and the Auditors thereon
PROPOSAL #2.: Declare a final dividend of 11.95 pence ISSUER YES FOR FOR
per ordinary share for the YE 31 MAR 2008, payable
to the shareholders on the register at 25 JUL 2008
PROPOSAL #3.: Re-elect Mr. Charles Gregson as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #4.: Re-elect Mr. William Nabarro as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #5.: Re-appoint Mr. John Nixon as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #6.: Re-appoint Mr. David Puth as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #7.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company
PROPOSAL #8.: Authorize the Directors to set the ISSUER YES FOR FOR
remuneration of the Auditors of the Company
PROPOSAL #9.: Approve the remuneration report ISSUER YES FOR FOR
PROPOSAL #10.: Authorize the Directors, in ISSUER YES FOR FOR
substitution for and shall replace any existing
authority pursuant to the said Section 80 for the
purposes of Section 80 of the Companies Act 1985 and
in accordance with Article 9.2 of the Company's
Articles of Association, to exercise all powers of
the Company to allot relevant securities [Section
80(2) of the said Act] up to an aggregate nominal
amount of GBP 21,611,663 [being 33% of the issued
share capital [excluding Treasury Shares] of the
Company as at 13 MAY 2008, the latest practicable
date before publication of this notice; [Authority
expires at the conclusion of the AGM for 2009]; and
the Directors may allot relevant securities after the
expiry of this authority in pursuance of such an
offer or agreement made prior to such expiry, to the
extent not utilized at the date this resolution is
PROPOSAL #S.11: Authorize the Directors, in ISSUER YES FOR FOR
accordance with Article 9.3 of the Company's Articles
of Association and pursuant to Section 95(1) of the
Companies Act 1985, subject to the passing of
Resolution 10, to allot equity securities [Section
94(2) of the said Act] for cash pursuant to the
authority conferred by Resolution 10, as if [Section
89(1)] of the Act] disapplying to any such allotment
to sell relevant shares [Section 94(5) of the said
Act] in the Company if, immediately before the sale,
such shares are held by the Company as treasury
shares [Section 162A(3) of the said Act] [Treasury
Shares] for cash [Section 162D(2) of the said Act],
as if [Section 89(1)] disapplying to any such sale
provided that this power is limited to the allotment
of equity securities and the sale of Treasury Shares
in connection with a rights issue or any other pre-
emptive offer in favor of ordinary shareholders and
otherwise than pursuant up to an aggregate nominal
amount of GBP 3,241,749; [Authority expires at the
conclusion of the AGM of the Company for 2009]; and
the Directors may allot equity securities or sell
Treasury shares in pursuance of such an offer or
agreement made prior to such expiry
PROPOSAL #S.12: Authorize the Company, pursuant to ISSUER YES FOR FOR
and in accordance with Section 166 of the Companies
Act 1985, to make market purchases [Section 163(3) of
such act] of up to 64,834,991 ordinary shares in the
capital of the Company, at a minimum price,
exclusive of expenses, which may be paid for any
amount equal to the nominal value of each share and
up to 105% of the average of the middle market
quotations for such shares in the Company derived
from the London Stock Exchange Daily Official List,
for the 5 business days preceding the date of
purchase; [Authority expires at the conclusion of the
next AGM for 2009]; and the Company, before the
expiry, may make a contract to purchase ordinary
shares which will or may be executed wholly or partly
PROPOSAL #S.13: Adopt the Articles of Association of ISSUER YES AGAINST AGAINST
the Company as specified, in substitution for, and to
the exclusion of the current Articles of Association
PROPOSAL #S.14: Amend, with effect from 00.01 AM on ISSUER YES FOR FOR
01 OCT 2008, the New Articles of Association adopted
pursuant to Resolution 13, by the insertion of New
Article 109.8, as specified
PROPOSAL #15.: Approve the ICAP Plc 2008 Sharesave ISSUER YES FOR FOR
Scheme [ the Scheme] as summarized in the appendix to
the notice of AGM of the Company dated 20 MAY 2008,
as specified and authorize the Directors of the
Company to do all acts and things which they may
consider necessary or desirable to bring the scheme
into effect and to adopt the Scheme with such
modifications as they may be consider necessary or
desirable to bring into effect, to obtain the
approval of the Scheme by HM Revenue and Customs
and/or to take account of the requirements of the
Financial Services Authority and best practice
PROPOSAL #16.: Approve the ICAP Plc 2008 Senior ISSUER YES AGAINST AGAINST
Executive Equity Participation Plan [the Plan], as
specified and authorize the Directors of the Company
to do all acts and things which they may consider
necessary or desirable to bring the Plan into effect
and to adopt the Plan with such modifications as they
may be consider necessary or desirable to bring into
effect and/or to take account of the requirements of
the UK Listing Authority and best practice
PROPOSAL #17.: Authorize the Company and those ISSUER YES FOR FOR
Companies which are subsidiaries of the Company at
any time during the period for which this resolution
has effect for the purposes of Part 14 of the
Companies Act 2006, to make political donations to
political parties or independent election candidates
not exceeding GBP 100,000 in total; to make political
donations to political organizations other than
political parties not exceeding GBP 100,000 in total;
incur political expenditure not exceeding GBP
100,000 in total; and provided that the aggregate
amount of any such donations and expenditure shall
not exceed GBP 100,000 during the period beginning
with the date of passing of this resolution
[Authority expires at the conclusion of the next AGM
of the Company to be held in 2009]; for the purposes
of this resolution, the term political donations,
Independent Election Candidate, Political
organizations and political expenditure have the
meanings specified in Part 14 of the Companies Act
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: IGM FINL INC
TICKER: N/A CUSIP: 449586106
MEETING DATE: 5/1/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. Marc A. Bibeau as a Director ISSUER YES FOR FOR
PROPOSAL #1.2: Elect Mr. Andre Desmarais as a Director ISSUER YES FOR FOR
PROPOSAL #1.3: Elect Mr. Paul Desmarais, Jr. as a ISSUER YES FOR FOR
Director
PROPOSAL #1.4: Elect Mr. V. Peter Harder as a Director ISSUER YES FOR FOR
PROPOSAL #1.5: Elect Mr. Daniel Johnson as a Director ISSUER YES FOR FOR
PROPOSAL #1.6: Elect Rt. Hon. Donald F. Mazankowski ISSUER YES FOR FOR
as a Director
PROPOSAL #1.7: Elect Mr. John McCallum as a Director ISSUER YES FOR FOR
PROPOSAL #1.8: Elect Mr. Raymond L. McFeetors as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #1.9: Elect Mr. R. Jeffrey Orr as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #1.10: Elect Mr. Roy W. Piper as a Director ISSUER YES FOR FOR
PROPOSAL #1.11: Elect Mr. Michel Plessis-Belair as a ISSUER YES FOR FOR
Director
PROPOSAL #1.12: Elect Mr. Henri-Paul Rousseau as a ISSUER YES FOR FOR
Director
PROPOSAL #1.13: Elect Mr. Philip K. Ryan as a Director ISSUER YES FOR FOR
PROPOSAL #1.14: Elect Ms. Susan Sherk as a Director ISSUER YES FOR FOR
PROPOSAL #1.15: Elect Mr. Charles R. Sims as a ISSUER YES FOR FOR
Director
PROPOSAL #1.16: Elect Mr. Murray J. Taylor as a ISSUER YES FOR FOR
Director
PROPOSAL #1.17: Elect Mr. Gerard Veilleux as a ISSUER YES FOR FOR
Director
PROPOSAL #2.: Appoint Deloitte and Touche LLP as the ISSUER YES FOR FOR
Auditors
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ISSUER: IMPERIAL OIL LTD
TICKER: N/A CUSIP: 453038408
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Re-appoint the PricewaterhouseCoopers ISSUER YES FOR FOR
LLP as the Auditors of the Company for the ensuing
PROPOSAL #2.1: Elect Mr. Krystyna T. Hoeg as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #2.2: Elect Mr. Bruce H. March as a Director ISSUER YES FOR FOR
for the ensuing year
PROPOSAL #2.3: Elect Mr. Jack M. Mintz as a Director ISSUER YES FOR FOR
for the ensuing year
PROPOSAL #2.4: Elect Mr. Robert C. Olsen as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #2.5: Elect Mr. Roger Phillips as a Director ISSUER YES FOR FOR
for the ensuing year
PROPOSAL #2.6: Elect Mr. Paul A. Smith as a Director ISSUER YES FOR FOR
for the ensuing year
PROPOSAL #2.7: Elect Mr. Sheelagh D. Whittaker as a ISSUER YES FOR FOR
Director for the ensuing year
PROPOSAL #2.8: Elect Mr. Victor L. Young as a ISSUER YES FOR FOR
Director for the ensuing year
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: IMPERIAL TOBACCO GROUP PLC, BRISTOL
TICKER: N/A CUSIP: G4721W102
MEETING DATE: 2/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the report and accounts ISSUER YES FOR FOR
PROPOSAL #2.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #3.: Declare a final dividend of 42.2 pence ISSUER YES FOR FOR
per ordinary share
PROPOSAL #4.: Re-elect Mr. Graham L. Blashill as a ISSUER YES FOR FOR
Director
PROPOSAL #5.: Re-elect Dr. Pierre H. Jungels as a ISSUER YES FOR FOR
Director
PROPOSAL #6.: Elect Mr. Jean-Dominique Comolli as a ISSUER YES FOR FOR
Director
PROPOSAL #7.: Elect Mr. Bruno F. Bich as a Director ISSUER YES FOR FOR
PROPOSAL #8.: Elect Mr. Berge Setrakian as a Director ISSUER YES FOR FOR
PROPOSAL #9.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company
PROPOSAL #10.: Approve the remuneration of the ISSUER YES FOR FOR
Auditors
PROPOSAL #11.: Authorize the Company and its ISSUER YES FOR FOR
Subsidiaries to Make EU Political Donations to
Political Organizations or Independent Election
Candidates up to GBP 100,000 and Incur EU Political
Expenditure up to GBP 100,000
PROPOSAL #12.: Grant authority for the issue of ISSUER YES FOR FOR
equity or equity-linked securities with pre-emptive
rights up to aggregate nominal amount of GBP
PROPOSAL #S.13: Grant authority, subject to the ISSUER YES FOR FOR
Passing of Resolution 12, for the issue of equity or
equity-linked securities without pre-emptive rights
up to aggregate nominal amount of GBP 5,330,000
PROPOSAL #S.14: Grant authority up to 106,794,000 ISSUER YES FOR FOR
ordinary shares for market purchase
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: INBEV SA, BRUXELLES
TICKER: N/A CUSIP: B5064A107
MEETING DATE: 9/29/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the acquisition of Anheuser- ISSUER NO N/A N/A
Busch
PROPOSAL #2.: Amend the Articles regarding change ISSUER NO N/A N/A
Company's name in Anheuser-Busch Inbev
PROPOSAL #3.: Approve the issuance of shares with ISSUER NO N/A N/A
preemptive rights in connection with acquisition up
to EUR 10 Billion
PROPOSAL #4.: Approve the terms and conditions of ISSUER NO N/A N/A
issuance of shares under Item 3
PROPOSAL #5.: Approve the suspensive conditions for ISSUER NO N/A N/A
issuance of shares under Item 3
PROPOSAL #6.: Authorize the Board and the Chief ISSUER NO N/A N/A
Executive Officer and CFO for the implementation of
approved resolutions
PROPOSAL #7.: Elect Mr. August Busch IV as a Director ISSUER NO N/A N/A
PROPOSAL #8.: Approve the change of Control Clause of ISSUER NO N/A N/A
USD 45 Billion following the Article 556 of Company
PROPOSAL #9.: Approve the change of Control Clause of ISSUER NO N/A N/A
USD 9.8 Billion following the Article 556 of Company
Law
PROPOSAL #10.: Authorize Mrs. Sabine Chalmers and Mr. ISSUER NO N/A N/A
M. Benoit Loore to implement approved resolutions
and fill required documents/formalities at Trade
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: INDUSTRIAL AND COMMERCIAL BANK OF CHINA LIMITED
TICKER: N/A CUSIP: ADPV10686
MEETING DATE: 5/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the 2008 work report of the ISSUER YES FOR FOR
Board of Directors of the Bank
PROPOSAL #2.: Approve the 2008 work report of the ISSUER YES FOR FOR
Board of Supervisors of the Bank
PROPOSAL #3.: Approve the Bank's 2008 audited accounts ISSUER YES FOR FOR
PROPOSAL #4.: Approve the Bank's 2008 Profit ISSUER YES FOR FOR
Distribution Plan
PROPOSAL #5.: Approve the Bank's 2009 fixed assets ISSUER YES FOR FOR
investment budget
PROPOSAL #6.: Re-appoint Ernst & Young as the ISSUER YES FOR FOR
International Auditors of the Bank for 2009 for the
term from the passing this until the conclusion of
the next AGM and approve to fix the aggregate Audit
fees for 2009 at RMB 153 million
PROPOSAL #7.: Approve the remuneration calculations ISSUER YES FOR FOR
for the Directors and the Supervisors of the Bank for
2008
PROPOSAL #S.8: Amend the Articles of Association of ISSUER YES FOR FOR
Industrial and Commercial Bank of China Limited as
specified and authorize the Board of Directors of the
Bank to make amendments to the Articles of
Association of the Bank which may be necessary as
China Banking Regulatory Commission and other
regulatory authorities may require
PROPOSAL #9.: Amend the Rules of Procedures for ISSUER YES FOR FOR
Shareholders' general meeting of Industrial and
Commercial Bank of China Limited as specified and
authorize the Board of Directors of the Bank to make
corresponding amendments to the rules of procedures
for the shareholders general meeting pursuant to the
Articles of Association of the Bank as finally
PROPOSAL #10.: Amend the Rules of Procedures for the ISSUER YES FOR FOR
Board of Directors of Industrial and Commercial Bank
of China Limited as specified and authorize the Board
of Directors of the Bank to make corresponding
amendments to the rules of procedures for the Board
of Directors pursuant to the Articles of Association
of the Bank as finally approved
PROPOSAL #11.: Amend the Rules of Procedures for the ISSUER YES FOR FOR
Board of Supervisors of Industrial and Commercial
Bank of China Limited as specified and authorize the
Board of Supervisors of the Bank to make
corresponding amendments to the rules of procedures
for the Board of Supervisors pursuant to the Articles
of Association of the Bank as finally approved
PROPOSAL #12.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES FOR AGAINST
SHAREHOLDER PROPOSAL: Appoint Ms. Dong Juan as an
External Supervisor of the Bank
PROPOSAL #13.: PLEASE NOTE THAT THIS RESOLUTION IS A ISSUER YES FOR AGAINST
SHAREHOLDER PROPOSAL: Appoint Mr. Meng Yan as an
External Supervisor of the Bank
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ISSUER: INDUSTRIAL BANK OF KOREA, SEOUL
TICKER: N/A CUSIP: Y3994L108
MEETING DATE: 3/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statement ISSUER YES FOR FOR
PROPOSAL #2.: Approve the partial amendment to the ISSUER YES AGAINST AGAINST
Articles of Incorporation
PROPOSAL #3.: Approve the limit of remuneration for ISSUER YES FOR FOR
the Directors
PROPOSAL #4.: Approve the limit of remuneration for ISSUER YES FOR FOR
the Auditors
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ISSUER: INFOSYS TECHNOLOGIES LIMITED
TICKER: INFY CUSIP: 456788108
MEETING DATE: 6/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RECEIVE, CONSIDER AND ADOPT THE ISSUER YES FOR AGAINST
BALANCE SHEET AS AT MARCH 31, 2009 AND THE PROFIT AND
LOSS ACCOUNT FOR THE YEAR ENDED ON THAT DATE AND THE
REPORT OF THE DIRECTORS AND AUDITORS THEREON.
PROPOSAL #02: TO DECLARE A FINAL DIVIDEND FOR THE ISSUER YES FOR AGAINST
FINANCIAL YEAR ENDED MARCH 31, 2009.
PROPOSAL #03: TO APPOINT A DIRECTOR IN PLACE OF ISSUER YES FOR AGAINST
DEEPAK M. SATWALEKAR, WHO RETIRES BY ROTATION AND,
BEING ELIGIBLE, SEEKS RE-APPOINTMENT.
PROPOSAL #04: TO APPOINT A DIRECTOR IN PLACE OF DR. ISSUER YES FOR AGAINST
OMKAR GOSWAMI, WHO RETIRES BY ROTATION AND, BEING
ELIGIBLE, SEEKS RE-APPOINTMENT.
PROPOSAL #05: TO APPOINT A DIRECTOR IN PLACE OF RAMA ISSUER YES FOR AGAINST
BIJAPURKAR, WHO RETIRES BY ROTATION AND, BEING
ELIGIBLE, SEEKS RE-APPOINTMENT.
PROPOSAL #06: TO APPOINT A DIRECTOR IN PLACE OF DAVID ISSUER YES FOR AGAINST
L. BOYLES, WHO RETIRES BY ROTATION AND, BEING
ELIGIBLE, SEEKS RE-APPOINTMENT.
PROPOSAL #07: TO APPOINT A DIRECTOR IN PLACE OF PROF. ISSUER YES FOR AGAINST
JEFFREY S. LEHMAN, WHO RETIRES BY ROTATION AND,
BEING ELIGIBLE, SEEKS RE-APPOINTMENT.
PROPOSAL #08: TO APPOINT AUDITORS TO HOLD OFFICE FROM ISSUER YES FOR AGAINST
THE CONCLUSION OF THE ANNUAL GENERAL MEETING HELD ON
JUNE 20, 2009, UNTIL THE CONCLUSION OF THE NEXT
ANNUAL GENERAL MEETING, AND TO FIX THEIR REMUNERATION.
PROPOSAL #09: TO APPOINT K.V. KAMATH AS DIRECTOR, ISSUER YES FOR AGAINST
LIABLE TO RETIRE BY ROTATION.
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ISSUER: ING GROEP N V
TICKER: N/A CUSIP: N4578E413
MEETING DATE: 4/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening remarks and announcements ISSUER NO N/A N/A
PROPOSAL #2.A: Report of the Executive Board for 2008 ISSUER NO N/A N/A
PROPOSAL #2.B: Report of the Supervisory Board for ISSUER NO N/A N/A
2008
PROPOSAL #2.C: Approve the annual accounts for 2008 ISSUER YES FOR FOR
PROPOSAL #3.A: Profit retention and Distribution ISSUER NO N/A N/A
Policy
PROPOSAL #3.B: Approve the dividend for 2008, a total ISSUER YES FOR FOR
dividend of EUR 0.74 per [depositary receipt for an]
ordinary share will be proposed to the general
meeting, taking into account the interim dividend of
EUR 0.74 paid in AUG 2008, as a result hereof no
final dividend will be paid out for 2008
PROPOSAL #4.: Remuneration report ISSUER NO N/A N/A
PROPOSAL #5.: Corporate Governance ISSUER NO N/A N/A
PROPOSAL #6.: Corporate Responsibility ISSUER NO N/A N/A
PROPOSAL #7.A: Grant discharge to the Members of the ISSUER YES FOR FOR
Executive Board in respect of the duties performed
during the year 2008 FY, as specified in the 2008
annual accounts, the report of the Executive Board,
the Corporate Governance Chapter, the chapter on
Section 404 of the Sarbanes-Oxley Act and the
statements made in the general meeting
PROPOSAL #7.B: Grant discharge to the Members of the ISSUER YES FOR FOR
Supervisory Board in respect of the duties performed
in the 2008 FY, as specified in the 2008 annual
accounts, the report of the Supervisory Board, the
Corporate governance chapter, the remuneration report
and the statements made in the general meeting
PROPOSAL #8.A: Appoint of Jan Hommen as the Members ISSUER YES FOR FOR
of the Executive Board as of the end of the general
meeting on 27 April 2009 until the end of the AGM in
2013, subject to extension or renewal
PROPOSAL #8.B: Appoint of Mr. Patrick Flynn as the ISSUER YES FOR FOR
Members of the Executive Board as of the end of the
general meeting on 27 April 2009 until the end of the
AGM in 2013, subject to extension or renewal
PROPOSAL #9.A: Re-appoint Mr.Godfried Van Der Lugt as ISSUER YES FOR FOR
the Member of the Supervisory Board
PROPOSAL #9.B: Appoint Mr.Tineke Bahlmann as the ISSUER YES FOR FOR
Member of the Supervisory Board
PROPOSAL #9.C: Appoint Mr.Jeroen Van Der Veer as the ISSUER YES FOR FOR
Member of the Supervisory Board
PROPOSAL #9.D: Appoint Mr. Lodewijk De Waal as the ISSUER YES FOR FOR
Member of the Supervisory Board
PROPOSAL #10.: Authorize to issue ordinary, to grant ISSUER YES FOR FOR
the right to take up such shares and to restrict or
exclude preferential rights of shareholders;
[Authority expires on 27 October 2010 [subject to
extension by the general meeting]]; for a total of
200,000,000 ordinary shares, plus for a total of
200,000,000 ordinary shares, only if these shares are
issued in connection with the take-over of a
business or a Company
PROPOSAL #11.: Authorize the Executive Board to ISSUER YES FOR FOR
acquire in the name of the Company fully paid-up
ordinary shares in the share capital of the Company
or depositary receipts for such shares, this
authorization is subject to such a maximum that the
Company shall not hold more than: 10% of the issued
share capital, plus 10% of the issued share capital
as a result of a major capital restructuring, the
authorization applies for each manner of acquisition
of ownership for which the law requires an
authorization like the present one, the purchase
price shall not be less than 1 eurocent and not
higher than the highest price at which the depositary
receipts for the Company's ordinary shares are
traded on the Euronext Amsterdam by NYSE Euronext on
the date on which the purchase contract is concluded
or on the preceding day of stock market trading;
[Authority expires on 27 OCT 2010]
PROPOSAL #12.: Any other business and conclusion ISSUER NO N/A N/A
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ISSUER: INTESA SANPAOLO SPA, TORINO
TICKER: N/A CUSIP: T55067101
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the destination of the ISSUER NO N/A N/A
operating profit relative to the balance sheet as of
31 DEC 2008 and of distribution of the dividends
PROPOSAL #O.2: Approve the integration of the ISSUER NO N/A N/A
Auditing Company Reconta Ernst and Youngs
PROPOSAL #E.1: Amend the Articles 7, 13, 14, 15, 17, ISSUER NO N/A N/A
18, 20, 22, 23, 24, 25, and 37 also in compliance to
the surveillance dispositions regarding the
organization and management of the banks, issued by
Banca D Italia on 04 MAR 2008
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ISUZU MOTORS LIMITED
TICKER: N/A CUSIP: J24994105
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.1: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #3.3: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JFE HOLDINGS,INC.
TICKER: N/A CUSIP: J2817M100
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Approve Payment of Bonuses to Corporate ISSUER YES FOR FOR
Officers
PROPOSAL #3.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #4.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #5.1: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #5.2: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #6.: Appoint a Substitute Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #7.: Continuation of the Policy Toward ISSUER YES AGAINST AGAINST
Large-scale Purchases of JFE Shares
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JIANGXI COPPER CO LTD
TICKER: N/A CUSIP: Y4446C100
MEETING DATE: 3/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve and ratify, the consolidated ISSUER YES FOR FOR
supply and services agreement I [the Consolidated
Supply and Services Agreement I] entered into between
the Company and Jiangxi Copper Corporation [JCC] on
14 JAN 2009 in respect of the supply of various
materials, provision of industrial services and
miscellaneous services by JCC and its subsidiaries
from time to time [other than the Group [as
specified]] to the Company and its subsidiaries from
time to time [collectively, the Group] [as specified]
and the transactions contemplated there under; the
maximum limit of the amount involved under the
Consolidated Supply and Services Agreement I for the
period from the date on which this resolution is
passed to 31 DEC 2009 and the 2 financial years
ending 31 DEC 2010 and 31 DEC 2011 shall not exceed
RMB 2,651,942,000, RMB 3,122,962,000 and RMB
3,593,292,000 respectively; and authorize any
Director of the Company for and on behalf of the
Company to sign, seal, execute, perfect, deliver and
do all such documents, deeds, acts, matters and
things as he may in his discretion consider necessary
or desirable or expedient for the purpose of or in
connection with the Consolidated Supply and Services
Agreement I and to make and agree such variations of
a non-material nature in or to the terms of the
Consolidated Supply and Services Agreement I as he
may in his discretion consider to be desirable and in
the interests of the Company
PROPOSAL #2.: Approve and ratify, the consolidated ISSUER YES FOR FOR
supply and services agreement II [the Consolidated
Supply and Services Agreement II] entered into
between the Company and Jiangxi Copper Corporation
[JCC] on 14 JAN 2009 in respect of the supply of
various materials and provision of industrial
services by the Company and its subsidiaries from
time to time [collectively, the Group] to JCC and its
subsidiaries from time to time [other than the
Group] [as specified] and the transactions
contemplated there under; the maximum limit of the
amount involved under the Consolidated Supply and
Services Agreement II for the period from the date on
which this resolution is passed to 31 DEC 2009 and
the 2 financial years ending 31 DEC 2010 and 31 DEC
2011 shall not exceed RMB 726,463,000, RMB
904,819,000 and RMB 1,096,005,000 respectively; and
authorize any Director of the Company for and on
behalf of the Company to sign, seal, execute,
perfect, deliver and do all such documents, deeds,
acts, matters and things as he may in his discretion
consider necessary or desirable or expedient for the
purpose of or in connection with the Consolidated
Supply and Services Agreement II and to make and
agree such variations of a non-material nature in or
to the terms of the Consolidated Supply and Services
Agreement II as he may in his discretion consider to
PROPOSAL #3.: Approve and ratify, the financial ISSUER YES AGAINST AGAINST
services agreement [the Financial Services Agreement]
entered into between JCC Finance Company Limited
[JCC Financial] and Jiangxi Copper Corporation [JCC]
on 14 JAN 2009 in respect of the provision of
financial services by JCC Financial to JCC and its
subsidiaries from time to time [other than the
Company and its subsidiaries] [as specified] and the
transactions contemplated there under; the maximum
limit of the amount involved in the credit services
contemplated under the Financial Services Agreement
for the period from the date on which this resolution
is passed to 31 DEC 2009 and the 2 financial years
ending 31 DEC 2010 and 31 DEC 2011 shall not exceed
RMB 1,842,000,000, RMB 3,192,000,000 and RMB
4,542,000,000 respectively; and authorize any
Director of the Company for and on behalf of the
Company to sign, seal, execute, perfect, deliver and
do all such documents, deeds, acts, matters and
things as he may in his discretion consider necessary
or desirable or expedient for the purpose of or in
connection with the Financial Services Agreement and
to make and agree such variations of a non-material
nature in or to the terms of the Financial Services
Agreement as he may in his discretion consider to be
desirable and in the interests of the Company
PROPOSAL #4.: Approve, conditional upon Resolution ISSUER YES FOR FOR
No. 5 as set out in the notice of the EGM of the
Company dated 23 JAN 2009 convening this meeting
being passed, the Company may send or supply
Corporate Communications to its shareholders of H
Shares [in relation to whom the conditions set out
below are met] by making such Corporate
Communications available on the Company's own website
and the website of The Stock Exchange of Hong Kong
Limited or in printed forms [in English only, in
Chinese only or in both English and Chinese] and
authorize any Director of the Company for and on
behalf of the Company to sign all such documents
and/or do all such things and acts as the Director
may consider necessary or expedient and in the
interest of the Company for the purpose of effecting
or otherwise in connection with the Company's
proposed communication with its shareholders of H
Shares through the Company's website and the website
of The Stock Exchange of Hong Kong Limited or in
printed forms, the supply of Corporate Communications
by making such Corporate Communications available on
the Company's own website and the website of The
Stock Exchange of Hong Kong Limited is subject to the
fulfillment of the specified conditions: i) each
holder of H shares has been asked individually by the
Company to agree that the Company may send or supply
Corporate Communications generally, or the Corporate
Communications in question, to him by means of the
Company's own website; and ii) the Company has not
received a response indicating objection from the
holder of H shares within a period of 28 days
starting from the date on which the Company's request
was sent, for purpose of this Resolution, Corporate
Communication(s) means any document issued or to be
issued by the Company for the information or action
of holders of any of its securities, including but
not limited to: (a) the directors' report, its annual
accounts together with a copy of the auditor's
report and its summary financial report; (b) the
interim report and its summary interim report; (c) a
notice of meeting; (d) a listing document; (e) a
PROPOSAL #S.5: Approve the amendments to the Articles ISSUER YES FOR FOR
of Association of the Company [details of which are
set out in the section headed Proposed Amendments to
the Articles of Association of the Letter from the
Board of the circular dispatched to shareholders of
the Company on 23 JAN 2009] and authorize any 1
Director or secretary to the Board of Directors of
the Company to deal with on behalf of the Company the
relevant filing, amendments and registration [where
necessary] procedures and other related issues
arising from the amendments to the Articles of
Association of the Company
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ISSUER: JIANGXI COPPER CO LTD
TICKER: N/A CUSIP: Y4446C100
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the report of the Board of ISSUER YES FOR FOR
Directors of the Company for the year of 2008
PROPOSAL #2.: Approve the report of the Supervisory ISSUER YES FOR FOR
Committee of the Company for the year of 2008
PROPOSAL #3.: Approve the audited financial ISSUER YES FOR FOR
statements and the Auditors' report for the year of
PROPOSAL #4.: Approve the proposal for distribution ISSUER YES FOR FOR
of profit of the Company for the year of 2008
PROPOSAL #5.: Approve, ratify and confirm the revised ISSUER YES AGAINST AGAINST
Financial Services Agreement [the Revised Financial
Services Agreement] entered into between JCC Finance
Company Limited [JCC Financial] and Jiangxi Copper
Corporation [JCC] on 24 APR 2009 in respect of the
provision of financial services by JCC Financial to
JCC and its subsidiaries from time to time [other
than the Company and its subsidiaries] [as specified]
and the transactions contemplated thereunder; the
maximum limit of the amount involved in the credit
services contemplated under the Revised Financial
Services Agreement for the period from the date on
which this resolution is passed to 31 DEC 2009 and
the 2 financial years ending 31 DEC 2010 and 31 DEC
2011 shall not exceed RMB 922,000,000, RMB
1,402,000,000 and RMB 1,602,000,000 respectively; and
authorize any Director of the Company for and on
behalf of the Company to sign, seal, execute,
perfect, deliver and do all such documents, deeds,
acts, matters and things as he may in his discretion
consider necessary or desirable or expedient for the
purpose of or in connection with the Revised
Financial Services Agreement and to make and agree
such variations of a non-material nature in or to the
terms of the Revised Financial Services Agreement as
he may in his discretion consider to be desirable
and in the interests of the Company
PROPOSAL #6.i: Elect Mr. Li Yihuang as a Director of ISSUER YES FOR FOR
the Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year of 2011
PROPOSAL #6.ii: Elect Mr. Li Baomin as a Director of ISSUER YES FOR FOR
the Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year of 2011
PROPOSAL #6.iii: Elect Mr. Gao Jianmin as a Director ISSUER YES FOR FOR
of the Company for the next term of office commencing
on the date of this AGM to the date of the AGM of
the Company for the year of 2011
PROPOSAL #6.iv: Elect Mr. Liang Qing as a Director of ISSUER YES FOR FOR
the Company for the next term of office commencing
on the date of this AGM to the date of the AGM of the
Company for the year of 2011
PROPOSAL #6.v: Elect Mr. Gan Chengjiu as a Director ISSUER YES FOR FOR
of the Company for the next term of office commencing
on the date of this AGM to the date of the AGM of
the Company for the year of 2011
PROPOSAL #6.vi: Elect Mr. Hu Qingwen as a Director of ISSUER YES FOR FOR
the Company for the next term of office commencing
on the date of this AGM to the date of the AGM of the
Company for the year of 2011
PROPOSAL #6.vii: Elect Mr. Shi Jialiang as Directors ISSUER YES FOR FOR
of the Company for the next term of office commencing
on the date of this AGM to the date of the AGM of
the Company for the year of 2011
PROPOSAL #6viii: Elect Mr. Wu Jianchang as a Director ISSUER YES FOR FOR
of the Company for the next term of office
commencing on the date of this AGM to the date of the
AGM of the Company for the year of 2011
PROPOSAL #6.ix: Elect Mr. Tu Shutian as a Director of ISSUER YES FOR FOR
the Company for the next term of office commencing
on the date of this AGM to the date of the AGM of the
Company for the year of 2011
PROPOSAL #6.x: Elect Mr. Zhang Rui as Directors of ISSUER YES FOR FOR
the Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year of 2011
PROPOSAL #6.xi: Elect Mr. Gao Dezhu as a Director of ISSUER YES FOR FOR
the Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year of 2011
PROPOSAL #7.: Authorize the Board of Directors to ISSUER YES FOR FOR
enter into service contract and/or appointment letter
with each of the newly elected Executive Directors
and the Independent Non-executive Directors
respectively subject to such terms and conditions as
the Board of Directors shall think fit and to do all
such acts and things to give effect to such matters
PROPOSAL #8.i: Elect Mr. Hu Faliang as a Supervisor ISSUER YES FOR FOR
of the Company representing the shareholders of the
Company and to confirm the appointment of the
Supervisors representing the staff and workers of the
Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year 2011
PROPOSAL #8.ii: Elect Mr. Wu Jinxing as a Supervisor ISSUER YES FOR FOR
of the Company representing the shareholders of the
Company and to confirm the appointment of the
Supervisors representing the staff and workers of the
Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year 2011
PROPOSAL #8.iii: Elect Mr. Wan Sujuan as a Supervisor ISSUER YES FOR FOR
of the Company representing the shareholders of the
Company and to confirm the appointment of the
Supervisors representing the staff and workers of the
Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year 2011
PROPOSAL #8.iv: Elect Mr. Xie Ming as a Supervisor of ISSUER YES FOR FOR
the Company representing the shareholders of the
Company and to confirm the appointment of the
Supervisors representing the staff and workers of the
Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year 2011
PROPOSAL #8.v: Elect Mr. Lin Jinliang as a Supervisor ISSUER YES FOR FOR
of the Company representing the shareholders of the
Company and to confirm the appointment of the
Supervisors representing the staff and workers of the
Company for the next term of office commencing on
the date of this AGM to the date of the AGM of the
Company for the year 2011
PROPOSAL #9.: Authorize the Board of Directors to ISSUER YES FOR FOR
enter into service contract or appointment letter
with each of the newly elected Supervisors subject to
such terms and conditions as the Board of Directors
shall think fit and to do all such acts and things to
give effect to such matters
PROPOSAL #10.: Approve the annual remunerations of ISSUER YES FOR FOR
each newly elected Executive Directors, Independent
Non-executive Directors and the Supervisors during
their terms of office as follows: i) each Internal
Executive Director is entitled to receive basic
annual remuneration of RMB 700,000 [Tax inclusive]
and the remuneration committee of the Company will
pursuant to the actual increment of business to
determine the annual growth rate, but in any event
which will not be more than 30%; ii) each External
Executive Director is entitled to receive annual
remuneration of RMB 180,000 [Tax inclusive]; iii)
each Independent Non-executive Director is entitled
to received annual allowance [or travel expense] of
RMB 50,000 [Tax inclusive]; iv) each Supervisors
[except the External Supervisor who was being
nominated by the substantial shareholder following
the recommendation of its de facto controller] is
entitled to receive basic annual remuneration of RMB
500,000 [Tax inclusive], the Remuneration Committee
of the Company will pursuant to the actual increment
of business to determine the annual growth rate, but
in any event which will not be more than 30%; and v)
the remuneration of the External Director and
Supervisor [elected after being nominated by the
substantial shareholder following the recommendation
of its de facto controller] will be determined by the
remuneration committee of the Company pursuant to
PROPOSAL #11.: Appoint Ernst & Young Hua Ming and ISSUER YES FOR FOR
Ernst & Young as the Company's PRC and the
International Auditors for the year of 2009 and
authorize the Board of Directors of the Company to
determine their remunerations and any 1 Executive
Director of the Company to enter into the service
agreement and any other related documents with Ernst
& Young Hua Ming and Ernst & Young
PROPOSAL #S.12: Approve, subject to the limitations ISSUER YES AGAINST AGAINST
imposed and in accordance with the Rules Governing
the Listing of Securities on The Stock Exchange of
Hong Kong Limited [the Listing Rules], the Company
Law of the People's Republic of China [the Company
Law], and other applicable rules and regulations of
the People's Republic of China [the PRC] [in each
case as amended from time to time], a general
unconditional mandate be and is hereby granted to the
Board of Directors of the Company [the Board of
Directors] to exercise once or more than once during
the Relevant Period [as defined below] all the powers
of the Company to allot and issue new overseas
foreign listed shares of the Company [H Shares] on
such terms and conditions as the Board of Directors
may determine and that, in the exercise of their
power to allot and issue shares, the authority of the
Board of Directors shall include [without
limitation]: i) the determination of the number of
the H Shares to be issued; ii) the determination of
the issue price of the new H Shares; iii) the
determination of the opening and closing dates of the
issue of new H Shares; iv) the determination of the
number of new H Shares to be issued to the existing
shareholders [if any]; v) the making or granting
offers, agreements and options which might require
the exercise of such powers; upon the exercise of the
powers pursuant to as specified, the Board of
Directors may during the Relevant Period make and
grant offers, agreements and options which might
require the H Shares relating to the exercise of the
authority thereunder being allotted and issued after
the expiry of the Relevant Period; the aggregate
nominal amount of the H Shares to be allotted or
conditionally or unconditionally agreed to be
allotted and issued [whether pursuant to the exercise
of options or otherwise] by the Board of Directors
pursuant to the authority granted under as specified
above [excluding any shares which may be allotted and
issued upon the conversion of the capital reserve
fund into capital in accordance with the Company Law
or the Articles of Association of the Company] shall
not exceed 20% of the aggregate nominal amount of the
H Shares in issue as at the date of passing of this
Resolution; the Board of Directors of the Company in
exercising the mandate granted under as specified
above shall comply with the Company Law, other
applicable laws and regulations of the PRC, the
Listing Rules and the rules of the stock exchanges
and regulatory authority of the relevant places where
the shares of the Company are listed [in each case,
as amended from time to time] and be subject to the
approval of the China Securities Regulatory
Commission and relevant authorities of the PRC;
[Authority expires the earlier of the conclusion of
the next AGM of the Company or 12 months from the
date of passing of this resolution]; the Board of
Directors shall, subject to the relevant approvals
being obtained from the relevant authorities and to
the compliance with the Company Law and other
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JSC MMC NORILSK NICKEL
TICKER: NILSY CUSIP: 46626D108
MEETING DATE: 12/26/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO TERMINATE PRE-TERM THE POWERS OF THE ISSUER YES FOR FOR
BOARD OF DIRECTORS OF OJSC MMC NORILSK NICKEL.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JSC MMC NORILSK NICKEL
TICKER: NILSY CUSIP: 46626D108
MEETING DATE: 12/26/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #2A: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: GUERMAN R. ALIEV
PROPOSAL #2B: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: DMITRY O. AFANASYEV
PROPOSAL #2C: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: SERGEY L. BATEKHIN
PROPOSAL #2D: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: TYE WINSTON BURT
PROPOSAL #2E: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: ANDREY E. BOUGROV
PROPOSAL #2F: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: ALEXANDER S. BULYGIN
PROPOSAL #2G: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: ALEXANDER S. VOLOSHIN
PROPOSAL #2H: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: JAMES GOODWIN
PROPOSAL #2I: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: GUY DE SELLIERS DE MORANVILLE
PROPOSAL #2J: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: LUCA CORDERO DI MONTEZEMOLO
PROPOSAL #2K: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: ANDREY A. KLISHAS
PROPOSAL #2L: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: VALERY A. MATVIENKO
PROPOSAL #2M: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES FOR FOR
MMC NORILSK NICKEL: BRADFORD ALLAN MILLS
PROPOSAL #2N: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: ARDAVAN MOSHIRI
PROPOSAL #2O: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: ALEXANDER POLEVOY
PROPOSAL #2P: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: MIKHAIL D. PROKHOROV
PROPOSAL #2Q: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: MAXIM M. SOKOV
PROPOSAL #2R: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: VLADISLAV A. SOLOVIEV
PROPOSAL #2S: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: VLADIMIR I. STRZHALKOVSKY
PROPOSAL #2T: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: SERGEY V. CHEMEZOV
PROPOSAL #2U: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: ANTON V. CHERNY
PROPOSAL #2V: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES FOR FOR
MMC NORILSK NICKEL: JOHN GERARD HOLDEN
PROPOSAL #2W: TO ELECT THE BOARD OF DIRECTORS OF OJSC ISSUER YES AGAINST AGAINST
MMC NORILSK NICKEL: HEINZ C. SCHIMMELBUSCH
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ISSUER: JSC MMC NORILSK NICKEL
TICKER: NILSY CUSIP: 46626D108
MEETING DATE: 6/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO APPROVE MMC NORILSK NICKEL'S 2008 ISSUER YES FOR FOR
ANNUAL REPORT.
PROPOSAL #02: TO APPROVE MMC NORILSK NICKEL'S 2008 ISSUER YES FOR FOR
ANNUAL ACCOUNTING STATEMENTS INCLUDING PROFIT AND
LOSS STATEMENT.
PROPOSAL #03: TO APPROVE DISTRIBUTION OF MMC NORILSK ISSUER YES FOR FOR
NICKEL'S PROFITS AND LOSSES FOR 2008.
PROPOSAL #04: NOT TO PAY DIVIDENDS ON MMC NORILSK ISSUER YES FOR FOR
NICKEL'S SHARES FOR THE YEAR 2008.
PROPOSAL #5A: ELECTION OF DIRECTOR: GUERMAN R. ALIEV ISSUER YES AGAINST AGAINST
(DEPUTY GENERAL DIRECTOR OF CJSC INTERROS HOLDING
COMPANY)
PROPOSAL #5B: ELECTION OF DIRECTOR: SERGEY L. ISSUER YES AGAINST AGAINST
BATEKHIN (DEPUTY GENERAL DIRECTOR OF CJSC INTERROS
HOLDING COMPANY)
PROPOSAL #5C: ELECTION OF DIRECTOR: ANDREY E. BOUGROV ISSUER YES AGAINST AGAINST
(MANAGING DIRECTOR OF CJSC INTERROS HOLDING COMPANY)
PROPOSAL #5D: ELECTION OF DIRECTOR: ALEXANDER S. ISSUER YES AGAINST AGAINST
VOLOSHIN (CHAIRMAN OF THE BOARD OF DIRECTORS OF OJSC
MMC NORILSK NICKEL)
PROPOSAL #5E: ELECTION OF DIRECTOR: ANDREY A. KLISHAS ISSUER YES AGAINST AGAINST
(VICE-PRESIDENT OF CJSC INTERRORS HOLDING COMPANY)
PROPOSAL #5F: ELECTION OF DIRECTOR: VALERY V. ISSUER YES AGAINST AGAINST
LUKYANENKO (MEMBER OF THE MANAGEMENT BOARD, HEAD OF
FIRST CORPORATE BUSINESS UNIT OJSC VTB BANK)
PROPOSAL #5G: ELECTION OF DIRECTOR: ALEXANDER POLEVOY ISSUER YES AGAINST AGAINST
(DEPUTY GENERAL DIRECTOR FOR FINANCES OF CJSC
INTERROS HOLDING COMPANY)
PROPOSAL #5H: ELECTION OF DIRECTOR: ANTON V. CHERNY ISSUER YES AGAINST AGAINST
(DEPUTY GENERAL DIRECTOR FOR INVESTMENTS OF CJSC
INTERROS HOLDING COMPANY)
PROPOSAL #5I: ELECTION OF DIRECTOR: BRADFORD ALLAN ISSUER YES FOR FOR
MILLS (EX-CEO, LONMIN PLC)
PROPOSAL #5J: ELECTION OF DIRECTOR: JOHN GERARD ISSUER YES FOR FOR
HOLDEN (CONSULTANT OF ROCKBURY SERVICES INC.
PROPOSAL #5K: ELECTION OF DIRECTOR: VASILY N. TITOV ISSUER YES AGAINST AGAINST
(DEPUTY PRESIDENT - CHAIRMAN OF THE MANAGEMENT BOARD
OF OJSC VTB BANK)
PROPOSAL #5L: ELECTION OF DIRECTOR: VLADIMIR I. ISSUER YES AGAINST AGAINST
STRZHALKOVSKY (GENERAL DIRECTOR - CHAIRMAN OF THE
MANAGEMENT BOARD OF OJSC MMC NORILSK NICKEL)
PROPOSAL #5M: ELECTION OF DIRECTOR: DMITRY O. ISSUER YES AGAINST AGAINST
AFANASYEV (PARTNER OF YAGOROV, PUGINSKY, AFANASYEV &
PARTNERS)
PROPOSAL #5N: ELECTION OF DIRECTOR: ANATOLY B. BALLO ISSUER YES AGAINST AGAINST
(MEMBER OF THE MANAGEMENT BOARD - DEPUTY CHAIRMAN OF
STATE CORPORATION BANK FOR DEVELOPMENT AND FOREIGN
ECONOMIC AFFAIRS (VNESHECONOMBANK))
PROPOSAL #5O: ELECTION OF DIRECTOR: ALEXANDER S. ISSUER YES AGAINST AGAINST
BULYGIN (CHAIRMAN OF THE BOARD OF DIRECTORS OF EN+
PROPOSAL #5P: ELECTION OF DIRECTOR: ARTEM O. VOLYNETS ISSUER YES AGAINST AGAINST
(DIRECTOR FOR STRATEGY AND CORPORATE GOVERNANCE OF
CJSC RUSAL GLOBAL MANAGEMENT B.V.)
PROPOSAL #5Q: ELECTION OF DIRECTOR: VADIM V. GERASKIN ISSUER YES AGAINST AGAINST
(DIRECTOR FOR RELATIONS WITH NATURAL MONOPOLIES OF
CJSC RUSAL GLOBAL MANAGEMENT B.V.)
PROPOSAL #5R: ELECTION OF DIRECTOR: MAXIM A. GOLDMAN ISSUER YES AGAINST AGAINST
(DEPUTY DIRECTOR FOR INVESTMENTS OF A BRANCH OF JSC
RENOVA MANAGEMENT AG)
PROPOSAL #5S: ELECTION OF DIRECTOR: DMITRY V. RAZUMOV ISSUER YES AGAINST AGAINST
(GENERAL DIRECTOR OF ONEXIM GROUP LLC)
PROPOSAL #5T: ELECTION OF DIRECTOR: MAXIM M. SOKOV ISSUER YES AGAINST AGAINST
(DIRECTOR, INVESTMENT MANAGEMENT, RUSAL GLOBAL
MANAGEMENT B.V.)
PROPOSAL #5U: ELECTION OF DIRECTOR: VLADISLAV A. ISSUER YES AGAINST AGAINST
SOLOVIEV (GENERAL DIRECTOR OF EN+ MANAGEMENT LLC)
PROPOSAL #5V: ELECTION OF DIRECTOR: IGOR A. KOMAROV ISSUER YES AGAINST AGAINST
(ADVISOR TO GENERAL DIRECTOR OF STATE CORPORATION
RUSSIAN TECHNOLOGIES)
PROPOSAL #5W: ELECTION OF DIRECTOR: ARDAVAN MOSHIRI ISSUER YES AGAINST AGAINST
(CHAIRMAN OF THE BOARD OF DIRECTORS AT METALLOINVEST
MANAGEMENT COMPANY)
PROPOSAL #6A: TO ELECT THE MEMBER OF THE REVISION ISSUER YES FOR FOR
COMMISSION: NATALIA V. GOLOLOBOVA (DEPUTY CHIEF
FINANCIAL OFFICER, INTEGRATED FINANCIAL SYSTEMS LLC)
PROPOSAL #6B: TO ELECT THE MEMBER OF THE REVISION ISSUER YES FOR FOR
COMMISSION: ALEXEY A. KARGACHOV (DIRECTOR OF THE
INTERNAL CONTROL DEPARTMENT, OJSC MMC NORILSK NICKEL)
PROPOSAL #6C: TO ELECT THE MEMBER OF THE REVISION ISSUER YES FOR FOR
COMMISSION: NATALIA N. PANPHIL (DEPUTY DIRECTOR OF
THE INTERNAL CONTROL DEPARTMENT - CHIEF OF THE
CONTROL AND REVISION DIVISION, OJSC MMC NORILSK
PROPOSAL #6D: TO ELECT THE MEMBER OF THE REVISION ISSUER YES FOR FOR
COMMISSION: DMITRY V. PERSHINKOV (CHIEF OF THE TAX
PLANNING DIVISION OF THE ACCOUNTING, TAXATION AND
FINANCIAL REPORTING DEPARTMENT, OJSC MMC NORILSK
NICKEL)
PROPOSAL #6E: TO ELECT THE MEMBER OF THE REVISION ISSUER YES FOR FOR
COMMISSION: TAMARA A. SIROTKINA (DEPUTY CHIEF OF THE
CLAIM ADMINISTRATION DIVISION - CHIEF OF THE
ADMINISTRATIVE AND LEGAL DISPUTES SECTOR OF THE LEGAL
DEPARTMENT, OJSC MMC NORILSK NICKEL)
PROPOSAL #07: TO APPROVE ROSEXPERTIZA LLC AS AUDITOR ISSUER YES FOR FOR
OF MMC NORILSK NICKEL'S 2009 RUSSIAN ACCOUNTING
STATEMENTS.
PROPOSAL #08: TO APPROVE THE NEW VERSION OF THE ISSUER YES FOR FOR
CHARTER OF OJSC MMC NORILSK NICKEL.
PROPOSAL #09: TO APPROVE THE NEW VERSION OF THE ISSUER YES FOR FOR
REGULATIONS ON THE BOARD OF DIRECTORS OF OJSC MMC
NORILSK NICKEL.
PROPOSAL #10: TO APPROVE THE REGULATIONS ON THE ISSUER YES FOR FOR
MANAGEMENT BOARD OF OJSC MMC NORILSK NICKEL.
PROPOSAL #11A: 1) ESTABLISH THAT PRINCIPAL AMOUNT OF ISSUER YES AGAINST AGAINST
REMUNERATION TO BE PAID TO INDEPENDENT DIRECTOR, 2)
ESTABLISH THAT ADDITIONAL REMUNERATION IN AMOUNT OF
USD 31,250 PER QUARTER, SHALL BE PAID, 3) ESTABLISH
PRINCIPAL AMOUNT OF REMUNERATION TO BE PAID TO
CHAIRMAN OF BOARD OF DIRECTORS IN CASE HE IS AN
INDEPENDENT DIRECTOR, SHALL BE USD 2,500,000 PER
YEAR, 4) ESTABLISH THAT AMOUNT OF ANNUAL BONUS TO BE
PAID TO A CHAIRMAN OF THE BOARD OF DIRECTORS 5)
REMUNERATION SUMS MENTIONED IN CLAUSES 1, 2, 3 AND 4
OF THIS RESOLUTION SHALL BE PAID FOR THE PERIOD FROM
JULY 1, 2009 AND TO THE DATE.
PROPOSAL #11B: 1) TO APPROVE THE INCENTIVE PROGRAM - ISSUER YES AGAINST AGAINST
OPTION PLAN FOR INDEPENDENT DIRECTORS OF OJSC MMC
NORILSK NICKEL, (2) TO ESTABLISH THAT THE PROGRAM
SHALL BE VALID FROM JULY 1, 2009 TO JUNE 30, 2010.
PROPOSAL #12: THE VALUE OF PROPERTY BEING THE SUBJECT ISSUER YES FOR FOR
OF INTERRELATED TRANSACTIONS TO INDEMNIFY MEMBERS OF
THE BOARD OF DIRECTORS AND MEMBERS OF MANAGEMENT
BOARD OF OJSC MMC NORILSK NICKEL AGAINST DAMAGES THE
AFOREMENTIONED PERSONS MAY INCUR IN THEIR RESPECTIVE
POSITIONS MENTIONED ABOVE SHALL NOT EXCEED USD
115,000,000 (ONE HUNDRED FIFTEEN MILLION US DOLLARS)
FOR EACH TRANSACTION.
PROPOSAL #13: TO APPROVE INTERRELATED TRANSACTIONS, ISSUER YES FOR FOR
TO WHICH ALL MEMBERS OF THE BOARD OF DIRECTORS AND
MEMBERS OF THE MANAGEMENT BOARD OF OJSC MMC NORILSK
NICKEL ARE INTERESTED PARTIES, AND WHICH INVOLVE THE
OBLIGATIONS OF OJSC MMC NORILSK NICKEL TO INDEMNIFY
MEMBERS OF THE BOARD OF DIRECTORS AND MEMBERS OF THE
MANAGEMENT BOARD OF OJSC MMC NORILSK NICKEL AGAINST
DAMAGES THE AFOREMENTIONED PERSONS MAY INCUR IN THEIR
RESPECTIVE POSITIONS MENTIONED ABOVE, SHALL NOT
EXCEED USD 115,000,000 (ONE HUNDRED FIFTEEN MILLION
US DOLLARS) FOR EACH SUCH PERSON.
PROPOSAL #14: TO ESTABLISH THAT THE VALUE OF SERVICES ISSUER YES FOR FOR
INVOLVING LIABILITY INSURANCE FOR MEMBERS OF THE
BOARD OF DIRECTORS AND MEMBERS OF THE MANAGEMENT
BOARD OF OJSC MMC NORILSK NICKEL WITH LIABILITY
LIMITED TO USD 150,000,000 (ONE HUNDRED FIFTY MILLION
US DOLLARS) AND ADDITIONAL INSURANCE COVERAGE LIMIT
OF USD 50,000,000 (FIFTY MILLION US DOLLARS) SHALL
NOT EXCEED USD 1,200,000 (ONE MILLION TWO HUNDRED
THOUSAND US DOLLARS).
PROPOSAL #15: TO APPROVE THE TRANSACTION, TO WHICH ISSUER YES FOR FOR
ALL MEMBERS OF THE BOARD OF DIRECTORS AND MEMBERS OF
THE MANAGEMENT BOARD ARE INTERESTED PARTIES,
INVOLVING LIABILITY INSURANCE FOR MEMBERS OF THE
BOARD OF DIRECTORS AND MEMBERS OF THE MANAGEMENT
BOARD WHO WILL BE BENEFICIARY PARTIES TO TRANSACTION
BY RUSSIAN INSURANCE COMPANY, FOR THE ONE-YEAR TERM
WITH LIABILITY LIMITED TO USD 150,000,000 (ONE
HUNDRED FIFTY MILLION US DOLLARS) AND ADDITIONAL
INSURANCE COVERAGE LIMIT OF USD 50,000,000, (FIFTY
MILLION US DOLLARS) AND WITH PREMIUM TO INSURER NOT
EXCEEDING USD 1,200,000.
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ISSUER: KAZAKHMYS PLC, LONDON
TICKER: N/A CUSIP: G5221U108
MEETING DATE: 7/9/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the proposed acquisition by the ISSUER YES FOR FOR
Company of 98,607,884 shares in ENRC PLC [the
Acquisition] as specified pursuant to the terms and
subject to the conditions of the agreements dated 10
JUN 2008 between the Company and the Government of
Kazakhstan [the Acquisition Agreement] and authorize
the Directors of the Company to do all such acts and
things and execute all such deeds and documents as
they may in their absolute discretion consider
necessary and/or desirable in order to implement and
complete the acquisition in accordance with the terms
described in the Acquisition Agreement, subject to
such immaterial amendments or variations thereto as
the Directors of the Company may in their absolute
discretion think fit
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KB FINANCIAL GROUP INC
TICKER: N/A CUSIP: Y46007103
MEETING DATE: 3/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statements ISSUER YES FOR FOR
PROPOSAL #2.: Approve to change the Articles of ISSUER YES FOR FOR
Incorporation
PROPOSAL #3.: Elect the External Directors ISSUER YES FOR FOR
PROPOSAL #4.: Elect the External Directors who is ISSUER YES FOR FOR
Audit Committee
PROPOSAL #5.: Approve the remuneration limit for the ISSUER YES FOR FOR
Director
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KDDI CORPORATION
TICKER: N/A CUSIP: J31843105
MEETING DATE: 6/18/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to :Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #5.: Amend the Compensation to be received ISSUER YES FOR FOR
by Corporate Auditors
PROPOSAL #6.: Approve Payment of Bonuses to Corporate ISSUER YES FOR FOR
Officers
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KIRIN HOLDINGS COMPANY,LIMITED
TICKER: N/A CUSIP: 497350108
MEETING DATE: 3/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend the Articles of Incorporation ISSUER YES FOR FOR
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Approve Payment of Bonuses to Corporate ISSUER YES FOR FOR
Officers
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ISSUER: KONINKLIJKE AHOLD NV
TICKER: N/A CUSIP: N0139V142
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening ISSUER NO N/A N/A
PROPOSAL #2.: Report of the Corporate Executive Board ISSUER NO N/A N/A
for financial year 2008
PROPOSAL #3: Explanation of policy on additions to ISSUER NO N/A N/A
reserves and dividend
PROPOSAL #4.: Adopt the 2008 financial statements ISSUER YES FOR FOR
PROPOSAL #5.: Approve the dividend over financial ISSUER YES FOR FOR
year2008
PROPOSAL #6.: Grant discharge of liability of the ISSUER YES FOR FOR
Members of the Corporate Executive Board
PROPOSAL #7.: Grant discharge of liability of the ISSUER YES FOR FOR
Members of the Supervisory Board
PROPOSAL #8.: Appoint Mr. L Benjamin as a Member of ISSUER YES FOR FOR
the Corporate Executive Board, with effect from 28
APR 2009
PROPOSAL #9.: Appoint Mrs. S.M. Shern for a new term ISSUER YES FOR FOR
as a Member of the Supervisory Board, with effect
from 28 APR 2009
PROPOSAL #10.: Appoint Mr. D.C. Doijer for a new term ISSUER YES FOR FOR
as a Member of the Supervisory Board, with effect
from 28 APR 2009
PROPOSAL #11.: Appoint Mr. B.J Noteboom as a Member ISSUER YES FOR FOR
of the Supervisory Board, with effect from 28 APR 2009
PROPOSAL #12.: Appoint Deloitte as the Accountants ISSUER YES FOR FOR
B.V. as a External Auditors of the Company for
financial year 2009
PROPOSAL #13.: Authorize the Corporate Executive ISSUER YES FOR FOR
Board for a period of 18 months, that is until and
including 28 OCT 2010 to issue common shares or grant
PROPOSAL #14.: Authorize the Corporate Executive ISSUER YES FOR FOR
Board for a period of 18 months, that is until and
including 28 OCT 2010 to restrict or exclude
PROPOSAL #15.: Authorize the Corporate Executive ISSUER YES FOR FOR
Board for a period of 18 months, that is until and
including 28 OCT 2010 to acquire shares
PROPOSAL #16.: Approve to cancel common shares in the ISSUER YES FOR FOR
share capital of the Company held or to be acquired
by the Company
PROPOSAL #17.: Closing ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KOOKMIN BANK, SEOUL
TICKER: N/A CUSIP: Y4822W100
MEETING DATE: 8/25/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Stock Exchange Plan to ISSUER YES ABSTAIN AGAINST
establish a holding Company
PROPOSAL #2.: Approve the amendment of Articles in ISSUER YES ABSTAIN AGAINST
the endowment of stock option
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LAGARDERE SCA, PARIS
TICKER: N/A CUSIP: F5485U100
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: The shareholders meeting, having ISSUER YES FOR FOR
considered the reports of the Gerance, Supervisory
Board and the Auditors, approves the Company's
Financial Statements for the YE 31 DEC 2008, as
presented and showing income of EUR 491,335,219.23.
Accordingly, the shareholders' meeting gives
permanent discharge to the Gerance for the
performance of its duty during the said FY
PROPOSAL #O.2: The shareholders meeting, having heard ISSUER YES FOR FOR
the reports of the Gerance, Supervisory Board and
the Auditors, approves the Consolidated financial
statements for the said FY, in the form presented to
the meeting and showing net consolidated profits
group share of EUR 593,000,000.00
PROPOSAL #O.3: The shareholders meeting records ISSUER YES FOR FOR
that:- the earnings for the FY are of EUR
491,335,219.23, plus the positive retained earnings
of EUR 749,598,810.17, represent a distributable
income of EUR 1,240,934,029.40; Dividends : EUR
5,933,060.00. The shareholders will receive a net
dividend of EUR 1.30 per share. It will entitle to
the 40 deduction provided by the French Tax Code.
This dividend will be paid as from 07 MAY 2009. As
required by Law, it is reminded that, for the last
three FY, the dividends paid, were as follows: EUR:
1.10 for FY 2005, entitled to the deduction, EUR 1.20
for FY 2006, entitled to the deduction, EUR 1.30 for
FY 2007, entitled to the deduction
PROPOSAL #O.4: The shareholders' meeting, after ISSUER YES FOR FOR
hearing the special report of the Auditors on
agreements governed by Article L.226-10 of the French
Commercial Code, approves said report and that no
new agreement was entered into during the last FY
PROPOSAL #O.5: The shareholders' meeting authorizes ISSUER YES FOR FOR
the Gerance to buy back the Company's shares on the
open market, subject to the conditions described be
low: maximum purchase price: EUR 60.00, maximum
number of shares to be acquired: 10% of the share
capital, maximum funds invested in the share
buybacks: EUR 500,000,000.00. The number of shares
acquired by the Company with a view to their
retention or their subsequent delivery in payment or
exchange as part of a merger, divestment or capital
contribution cannot exceed 5% of its capital. This
authorization is given for an 18-month period. It
supersedes the authorization granted by the
shareholders' meeting of 27 APR 2007. The
shareholders' meeting delegates all powers to the
Gerance to take all necessary measures and accomplish
PROPOSAL #E.6: The shareholders' meeting authorizes ISSUER YES FOR FOR
the Gerance to increase on one or more occasions, in
France or abroad, the share capital, by issuance of
debt securities giving access to debt securities and,
or to a quota lot of the capital to be issued, of
Companies other than Lagardere Sca. The nominal
amount of debt securities issued shall not exceed EUR
2,500,000,000.00. The present delegation is given
for a 26-month period, it supersedes the delegation
granted by the shareholders' meeting of 27 APR 2007.
The shareholders' meeting delegates all powers to the
Gerance to take all necessary measures and
accomplish all necessary formalities
PROPOSAL #E.7: The shareholders' meeting authorizes ISSUER YES FOR FOR
the Gerance to increase on one or more occasions, in
France or abroad, the share capital by issuance, with
the shareholders' preferred subscription rights
maintained, of ordinary shares of the company or any
other securities giving access to the Company's
capital. The maximal nominal amount of capital
increases to be carried out under this delegation of
authority shall not exceed EUR 300,000,000.00 [37.50
% of the capital]. The nominal amount of debt
securities issued shall not exceed EUR
2,500,000,000.00. The present delegation is given for
a 26-month period. It cancels and supersedes the
delegation granted by the shareholders' meeting of 27
APR 2007. The shareholders' meeting delegates all
powers to the Gerance Totake all necessary measures
and accomplish all necessary formalities
PROPOSAL #E.8: The shareholders' meeting authorizes ISSUER YES FOR FOR
the Gerance to increase on one or more occasions, in
France or abroad, the share capital by issuance of
the company or any other securities giving access to
the Company's capital. The maximal nominal amount of
capital increases to be carried out under this
delegation of authority shall not exceed EUR
200,000,000.00 [25% of the capital] and shall not
exceed EUR 150,000,000.00 [18.75 % of the capital] in
the event of issuance without priority right. The
nominal amount of debt securities issued shall not
exceed EUR 2,500,000,000.00. The present delegation
is given for a 26-month period. It cancels and
supersedes the delegation granted by the
shareholders' meeting of 27 APR 2007. The
shareholders' meeting delegates all powers to the
Gerance to take all necessary measures and accomplish
PROPOSAL #E.9: The shareholders' meeting authorizes ISSUER YES FOR FOR
the Gerance when it notes an excess demand in the
event of an issuance of securities decided by virtue
of the delegations aim of the previous resolutions,
to increase the number of securities to be issued
within 30 days of the closing of the subscription
period, up to a maximum of 15 % of the initial issue
and within the limit of the ceilings foreseen in said
resolutions and at the same price as the initial
PROPOSAL #E.10: The shareholders' meeting authorizes ISSUER YES AGAINST AGAINST
the Gerance: authorizes the Gerance to increase the
share capital, on one or more occasions, by a maximum
nominal amount of EUR 300,000,000.00 [37.50% of the
capital], by issuance of shares or securities giving
access to the Company's capital, in consideration for
securities tendered in a public exchange offer or to
a combined offer concerning the shares of another
quoted company [in accordance with Articles L.225-
129-2, L.228-92 and L.225-148 of the French
Commercial Code]. Authorizes the Gerance to increase
the share capital, on one or more occasions, by a
maximum nominal amount of EUR 80,000,000.00, by
issuance shares and securities giving access to the
Company's capital in consideration for the
contributions in kind granted to the Company and
comprised of capital securities or securities giving
access to share capital of another company [the
Article L.225-148 of the French Commercial code does
not apply] decides to cancel the shareholders'
preferential subscription rights for the said
securities decides that the nominal amount of debts
securities issued shall not exceed EUR
2,500,000,000.00. This delegation is granted for a
26-month period. It supersedes delegation granted by
the shareholders' meeting of 27 APR 2007. The
shareholders' meeting delegates all powers to the
Gerance to take all necessary measures and accomplish
PROPOSAL #E.11: Consequently to the adoption of ISSUER YES FOR FOR
Resolutions 7, 8, 9 and 10, the shareholders' meeting
decides: that the overall nominal amount pertaining
to the capital increases to be carried out with the
use of the authorizations given by the resolutions
mentioned above shall not exceed EUR 300,000,000.00,
i.e. 37.50% of the capital [the premiums not being
included], the nominal maximum amount of the issues
of debt securities to be carried out with the use of
the authorizations given by the resolutions mentioned
above shall not exceed EUR 2,500,000,000.00
PROPOSAL #E.12: The shareholders' meeting authorizes ISSUER YES FOR FOR
the Gerance to increase the share capital, in one or
more occasions, by a maximum nominal amount of EUR
300,000,000.00 [37.50 % of the capital], by way of
capitalizing reserves and, or profits, premiums, by
issuing bonus shares or raising the par value of
existing capital securities, or by a combination of
these methods. This delegation is given for a 26-
month period. It cancels and supersedes the
delegation granted by the shareholders' meeting of 27
APR 2007. The shareholders' meeting delegates all
powers to the Gerance to take all necessary measures
and accomplish all necessary formalities
PROPOSAL #E.13: The shareholders' meeting authorizes ISSUER YES FOR FOR
the Gerance to increase the share capital, on one or
more occasions, at its sole discretion, by issuing
ordinary shares in favor of the employees of the
Group Lagardere who are members of a Company Savings
Plan. This delegation is given for a 38-month period
and for a total number of shares that shall not
exceed 3% of the share capital. It supersedes the
delegation granted by the shareholders' meeting of 27
APR 2007. The shareholders' meeting decides to
cancel the shareholders' preferential subscription
rights in favor of the beneficiaries mentioned above.
The shareholders' meeting delegates all powers to
the Gerance to take all necessary measures and
accomplish all necessary formalities
PROPOSAL #E.14: The shareholders' meeting authorizes ISSUER YES AGAINST AGAINST
the Gerance to grant, for free, on one or more
occasions, Company's shares, in favor of the
employees and the executive officers of the Company
and related Companies. They may not represent more
than 0.5% of the share capital. The present
delegation is given for a 38-month period. It cancels
and supersedes the delegation granted by the
shareholders' meeting of 27 APR 2007. The
shareholders' meeting decides to cancel the
shareholders' preferential subscription rights in
favor of the beneficiaries mentioned above. The
shareholders' meeting delegates all powers to the
Gerance to take all necessary measures and accomplish
PROPOSAL #E.15: The shareholders' meeting authorizes ISSUER YES AGAINST AGAINST
the Gerance to grant, in one or more transactions, to
officers and to employees of the Company and related
Companies, options giving the right either to
subscribe for new shares in the company to be issued
through a share capital increase, or to purchase
existing shares purchased by the Company, it being
provided that the options shall not give rights to a
total number of shares, which shall exceed 1.5% of
the share capital. The present authorization is
granted for a 38-month period. It supersedes the
authorization granted by the shareholders' meeting of
27 APR 2007. The shareholders' meeting decides to
cancel the shareholders' preferential subscription
rights in favor of the beneficiaries mentioned above.
The shareholders' meeting delegates all powers to
the Gerance to take all necessary measures and
accomplish all necessary formalities
PROPOSAL #E.16: Consequently to the adoption of ISSUER YES FOR FOR
Resolutions 13, 14 and 15, the shareholders' meeting
resolves that the number of shares to be granted,
subscribed and, or purchased each year by the
employees and officers of the Company and related
Companies, shall not exceed 3% of the number of
shares comprising the share capital
PROPOSAL #E.17: The shareholders' meeting authorizes ISSUER YES FOR FOR
the Gerance to reduce the share capital, on one or
more occasions, by canceling all or part of the
shares held by the Company in connection with stock
repurchase plans, up to a maximum of 10% of the share
capital over a 24 month period. This delegation is
given for a 4-year period. It supersedes the
delegation granted by the shareholders' meeting of 10
MAY 2005. The shareholders' meeting delegates all
powers to the Gerance to take all necessary measures
and accomplish all necessary formalities
PROPOSAL #E.18: The shareholders' meeting grants full ISSUER YES FOR FOR
powers to the bearer of an original, a copy or
extract of the minutes of this meeting to carry out
all filings, publications and other formalities
prescribed by Law
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ISSUER: LLOYDS BANKING GROUP PLC, EDINBURGH
TICKER: N/A CUSIP: G5542W106
MEETING DATE: 6/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report and accounts ISSUER YES FOR FOR
PROPOSAL #2.: Approve the Directors remuneration ISSUER YES FOR FOR
report
PROPOSAL #3.a: Elect Ms. C.J. McCall as a Director ISSUER YES FOR FOR
PROPOSAL #3.b: Elect Mr. T.T. Ryan Jr. as a Director ISSUER YES FOR FOR
PROPOSAL #3.c: Elect Mr. M.A. Scicluna as a Director ISSUER YES FOR FOR
PROPOSAL #3.d: Elect Mr. T.J.W. Tookey as a Director ISSUER YES FOR FOR
PROPOSAL #3.e: Elect Mr. Anthony Watson as a Director ISSUER YES FOR FOR
PROPOSAL #4.a: Re-elect Sir Victor Blank as a Director ISSUER YES FOR FOR
PROPOSAL #4.b: Re-elect Mr. A.G. Kane as a Director ISSUER YES FOR FOR
PROPOSAL #4.c: Re-elect Lord Leitch as a Director ISSUER YES FOR FOR
PROPOSAL #5.: Re-appoint the Auditors ISSUER YES FOR FOR
PROPOSAL #6.: Grant authority to set the remuneration ISSUER YES FOR FOR
of the Auditors
PROPOSAL #7.: Approve to increase the authorized ISSUER YES FOR FOR
share capital
PROPOSAL #8.: Authorize the Directors to allot shares ISSUER YES FOR FOR
PROPOSAL #S.9: Authorize the Directors to issue ISSUER YES FOR FOR
shares for cash
PROPOSAL #S.10: Authorize the Company to purchase its ISSUER YES FOR FOR
ordinary shares
PROPOSAL #S.11: Authorize the Company to purchase its ISSUER YES FOR FOR
preference shares
PROPOSAL #S.12: Amend the Articles of Association ISSUER YES FOR FOR
PROPOSAL #S.13: Approve the notice period for general ISSUER YES FOR FOR
meetings
PROPOSAL #S.14: Grant authority relating to political ISSUER YES FOR FOR
donations or expenditure
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LLOYDS BANKING GROUP PLC, EDINBURGH
TICKER: N/A CUSIP: G5542W106
MEETING DATE: 6/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to increase the authorized ISSUER YES FOR FOR
share capital of the Company and Authorize the
Directors to allot shares to be issued pursuant to
the placing and Compensatory Open offer
PROPOSAL #2.: Approve a general increase in the ISSUER YES FOR FOR
authorized share capital of the Company and generally
authorize the Directors to allot new shares
PROPOSAL #3.: Approve the placing and compensatory ISSUER YES FOR FOR
open offer and HMT preference share redemption as a
related party transaction, pursuant to the Listing
Rules
PROPOSAL #4.: Grant authority for the Rule 9 waiver ISSUER YES FOR FOR
granted by the Panel in relation to the acquisition
of shares by HM Treasury
PROPOSAL #S.5: Authorize the Directors to allot ISSUER YES FOR FOR
shares for cash on a non preemptive basis pursuant to
the placing and compensatory open offer
PROPOSAL #S.6: Approve to provide the Directors with ISSUER YES FOR FOR
a general authority to allot shares for cash on a non
preemptive basis
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ISSUER: LLOYDS TSB GROUP PLC, EDINBURGH
TICKER: N/A CUSIP: G5542W106
MEETING DATE: 11/19/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the acquisition by the Company ISSUER YES FOR FOR
[or one or more of its subsidiaries] of HBOS plc
[HBOS] [the Acquisition] to be effected pursuant to a
scheme of arrangement [the scheme] under sections
895 to 899 of the Companies Act 2006 [the Act] or
takeover offer [the Offer] made by or on behalf of
the Company, substantially on the terms and subject
to the conditions, as specified, outlining the
Acquisition and authorize the Directors of the
Company [or any duly constituted committee thereof]
[the Board], to take all such steps as the Board
considers to be necessary or desirable in connection
with, and to implement, the acquisition [including in
respect of options granted in relation to HBOS
securities] and to agree such modifications,
variations, revisions, waivers, extensions or
amendments to any of the terms and conditions of the
Acquisition, and/or to any documents relating
thereto, as they may in their absolute discretion
PROPOSAL #2.: Approve, subject to and conditional ISSUER YES FOR FOR
upon the Acquisition becoming unconditional [save for
any conditions relating to: i) the delivery of the
order of the Court of Sessions in Edinburgh
confirming the reduction of capital in HBOS to the
Registrar of Companies in Scotland [the Court
Sanction]; ii) the admission of the ordinary shares
of 25 pence each in the Company to be issued pursuant
to the Acquisition becoming effective in accordance
with the Listing Rules, or as appropriate, the UK
Listing Authority and the London Stock Exchange
agreeing to admit such shares to the Official List
and to trading on the main market of the London Stock
Exchange respectively [Admission]], that the waiver
granted by the Panel on Takeovers and Mergers on the
Commissioners of Her Majesty's Treasury or their
nominees [HM Treasury] to make a general offer to
ordinary shareholders for all of the issued ordinary
shares in the capital of the Company held by them as
a result of the issue to HM Treasury of up to
7,123,501,749 ordinary shares in the Company pursuant
to the Placing and Open Offer Agreement [as
specified], and the following completion of the
Acquisition, representing a maximum of 43.5% of the
PROPOSAL #3.: Approve, subject to and conditional ISSUER YES FOR FOR
upon 1) the Acquisition becoming unconditional [save
for any conditions relating to the Court Sanction,
Registration or Admission] and 2) the placing and
open offer agreement entered into among the Company,
Citigroup Global Markets Limited, Citigroup Global
Markets U.K. Equity Limited, Merrill Lynch
International, UBS Limited and HM Treasury and
effective as of 13 OCT 2008 [the Placing and Open
Offer Agreement] [as specified] not having been
terminated in accordance with its terms before the
delivery of the order of the Court of Session in
Edinburgh sanctioning the Scheme: to increase the
authorized share capital of the Company from an
aggregate of GBP 1,791,250,000, USD 40,000,000, EUR
40,000,000 and CNY 1,250,000,000 to GBP
5,675,477,055, USD 40,000,000, EUR 1,250,000,000 by
the creation of 14,911,908,221 new ordinary shares of
25 pence each, such shares forming one class with
the then existing ordinary shares and having attached
thereto the respective rights and privileges and
being subject to the limitations and restrictions set
out in the Company's Articles of Association [the
Articles] and the creation of 625,000,000 new
preference shares of 25 pence each, such shares
having attached thereto the respective rights and
privileges and being subject to the limitations and
restrictions as may be determined by the Board or
otherwise in accordance with Article 3.3 of the
Articles; and authorize the Board, in substitution
for all previous existing authorities and pursuant to
and in accordance with Section 80 of the Companies
Act 1985 [the 1985 Act], to allot relevant securities
created pursuant to this resolution credited as
fully paid, with authority to deal with fractional
entitlements arising out of such allotments as it
thinks fit and to take all such allotment, to an
aggregate nominal amount of GBP 3,884,227,055, USD
39,750,000, EUR 40,000,000 and CNY 1,250,000,000;
[Authority expires the earlier of the conclusion of
the AGM in 2009 or 07 AUG 2009]; and the Board may
allot relevant securities after the expiry of this
authority in pursuance of such an offer or agreement
PROPOSAL #4.: Approve, conditional upon the passing ISSUER YES FOR FOR
of the Ordinary Resolution 3, pursuant to Article 122
of the Articles, upon the recommendation of the
Board an amount out of the sums standing to the
credit of any of the Company's share premium amount
standing to the credit of such reserves, as the Board
may at its discretion determine, be capitalized,
being such amount as the Board may determine for the
purpose of paying up new ordinary shares and
authorize the Board to apply such amount in paying up
the new ordinary shares and to take all such other
steps as it may deem necessary, expedient or
appropriate to implement such capitalization
PROPOSAL #5.: Approve, for the purpose if Article 76 ISSUER YES FOR FOR
of the Articles, the ordinary remuneration of the
Directors of the Company, to be divisible among them
shall be a sum not exceeding GBP 1,000,000 in any year
PROPOSAL #6.: Authorize the Company, subject to and ISSUER YES FOR FOR
conditional upon the Acquisition becoming
unconditional [save for any conditions relating to
the Court Sanction, Registration or Admission], for
the purpose of Section 166 of the 1985 Act to make
market purchases [Section 163(3) of the 1985 Act] of
i) the GBP 1,000,000,000 fixed to Floating Callable
Non-Cumulative Preference Shares [the New Preference
Shares] to be issued by the Company to HM Treasury
pursuant to the preference share subscription
agreement entered into with effect from 13 OCT 2008
by the Company and HM treasury and ii) the preference
shares to be issued by the Company in exchange for
the GBP 3,000,000,000 fixed to Floating Callable Non-
Cumulative Preference shares to be issued by HBOS to
HM Treasury pursuant to the preference share
subscription agreement entered into with effect from
13 OCT 2008 by HBOS and HM Treasury pursuant to the
proposed scheme of arrangement under Sections 895 to
899 of the Act between HBOS and relevant classes of
holders of preference shares in HBOS [together with
the New Preference Shares, the Preference Shares], up
to an maximum number of preference shares which may
be purchased is 4,000,000 at a minimum price of 25
pence per each preference share [exclusive of
expenses] and the maximum price which may be paid for
the each preference share is an amount equal to 120%
of the liquidation preference of the Preference
Shares; [Authority expires at the end of an 18 month
period] [except in relation to the purchase of
Preference Shares the contract for which are
concluded before such expiry and which are executed
wholly or partially after such expiry]
PROPOSAL #S.7: Approve, in place of all existing ISSUER YES FOR FOR
powers, to renew the power conferred on the Board by
Article 9.3 of the Articles for the period ending on
the day of the Company's AGM in 2009 or on 07 AUG
2009, which ever is earlier and for that period the
relevant Section 89 amount [for the purpose of
Article 9.3 and 9.5 of the Articles] shall be GBP
205,577,100 if ordinary resolution 3 is passed
[equivalent to 822,308,400 ordinary shares of 25
pence each in the capital of the Company] or GBP
75,647,511 if Ordinary Resolution 3 is rejected
[equivalent to 302,590,044 ordinary shares of 25
pence each in the capital of the Company]
PROPOSAL #S.8: Approve, subject to and conditional ISSUER YES FOR FOR
upon the Acquisition becoming unconditional [save for
any conditions relating to the Court Sanction,
Registration or Admission] to change the name of the
Company to Lloyds Banking Group plc
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LONZA GROUP AG
TICKER: N/A CUSIP: H50524133
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the consolidated financial ISSUER YES FOR FOR
statements of Lonza group for 2008 and report of the
Group Auditors
PROPOSAL #2.: Approve the annual activity report and ISSUER YES FOR FOR
financial statements for 2008 and report of the
Statutory Auditors
PROPOSAL #3.: Approve the appropriation of available ISSUER YES FOR FOR
earnings and payment of a dividend of CHF 1.75 per
share on the share capital eligible for dividend of
CHF 47,786,300
PROPOSAL #4.: Ratify the acts of the Members of the ISSUER YES FOR FOR
Board of Directors
PROPOSAL #5.: Amend the Articles 4 of the Articles of ISSUER YES FOR FOR
Association as specified
PROPOSAL #6.1: Re-elect Mr. Dame Julia Higgins to the ISSUER YES FOR FOR
Board of Directors for a 1 year term
PROPOSAL #6.2: Re-elect Mr. Patrick Aebischer to the ISSUER YES FOR FOR
Board of Directorsfor a 1 year term
PROPOSAL #6.3: Re-elect Mr. Gerhard Mayr to the Board ISSUER YES FOR FOR
of Directors for a 1 year term
PROPOSAL #6.4: Re-elect Mr. Rolf Soiron to the Board ISSUER YES FOR FOR
of Directors for a 1 year term
PROPOSAL #6.5: Re-elect Sir Richard Sykes to the ISSUER YES FOR FOR
Board of Directors for a 1 year term
PROPOSAL #6.6: Re-elect Mr. Peter Wilden to the Board ISSUER YES FOR FOR
of Directors for a 1 year term
PROPOSAL #6.7: Elect Mr. Frits Van Dijk to the Board ISSUER YES FOR FOR
of Directors for a 1 year term
PROPOSAL #7.: Re-elect KPMG Ltd, Zurich as the ISSUER YES FOR FOR
Statutory Auditors and also to act as Group Auditors
for the FY 2009
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LVMH MOET HENNESSY LOUIS VUITTON, PARIS
TICKER: N/A CUSIP: F58485115
MEETING DATE: 5/14/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.2: Approve to accept the consolidated ISSUER YES FOR FOR
financial statements and statutory reports
PROPOSAL #O.3: Approve the Auditors' special report ISSUER YES AGAINST AGAINST
regarding related-party transactions
PROPOSAL #O.4: Approve the allocation of income and ISSUER YES FOR FOR
dividends of EUR 1.60 per share
PROPOSAL #O.5: Re-elect Mr. Antoine Arnault as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #O.6: Re-elect Mr. Antoine Bernheim as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #O.7: Re-elect Mr. Albert Frere as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #O.8: Re-elect Mr. Pierre Gode as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #O.9: Re-elect Mr. Lord Powell of Bayswater ISSUER YES AGAINST AGAINST
as a Director
PROPOSAL #O.10: Elect Mr. Yves-Thilbaut De Silguy as ISSUER YES FOR FOR
a Director
PROPOSAL #O.11: Grant authority to repurchase of up ISSUER YES FOR FOR
to 10% of issued share capital
PROPOSAL #E.12: Approve the reduction in share ISSUER YES FOR FOR
capital via cancellation of repurchased shares
PROPOSAL #E.13: Grant authority the issuance of ISSUER YES FOR FOR
equity or equity-linked securities with preemptive
rights up to aggregate nominal amount of EUR 50
PROPOSAL #E.14: Grant authority the issuance of ISSUER YES AGAINST AGAINST
equity or equity-linked securities without preemptive
rights up to aggregate nominal amount of EUR 50
million, with the possibility not to offer them to
the public for an amount representing 20% per year
PROPOSAL #E.15: Approve the frame of the issuances to ISSUER YES AGAINST AGAINST
be decided by virtue of Resolutions 13 and 14, to
increase the number of securities to be issued set
forth in the issuance, in the event of an excess
demand, may be increased within the limit of the
ceiling set forth in the said resolutions
PROPOSAL #E.16: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
issue shares or any securities giving access to the
Company's share capital, or giving right, in the case
where the equity issued is a share, to the debt
securities, in consideration for securities tendered
in a public exchange offer concerning the shares of
another Company; [Authority expires for a 26-month
period]; the maximal nominal amount of capital
increases to be carried out under this delegation of
authority shall not exceed EUR 50,000,000.00; the
nominal amount of all capital increase carried out,
or to be carried out under the delegations of the
Resolutions 13, 14 and, or 17 shall count against the
overall value set forth in the present delegation;
to take all necessary measures and accomplish all
necessary formalities; this authorization supersedes
the 1 granted by the combined shareholders' meeting
of 10 MAY 2007
PROPOSAL #E.17: Authorize the Board of Directors to ISSUER YES FOR FOR
increase, on 1 and more occasions, the share capital,
up to 10% of the share capital, by way of issuing
shares or securities giving access to the capital or
giving right, in the case where the first equity
issued is a share, to a debt security, in
consideration for the contributions in kind granted
to the Company and comprised of capital securities or
securities giving access to share capital;
[Authority expires for a 26-month]; to take all
necessary measures and accomplish all necessary
formalities; this authorization supersedes the 1
granted by the shareholders' meeting 10 MAY 2007
PROPOSAL #E.18: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
grant, in 1 or more transactions, in favor of
employees or executives of the Company and related
Companies, options giving the right either to
subscribe for new shares in the Company to be issued
through a share capital increase, or to purchase
existing shares purchased by the Company, it being
provided that the options shall not give rights to a
total numbers of shares, which shall exceed 3% of the
share capital; [Authority expires for a 38-month
period]; to take all necessary measures and
accomplish all necessary formalities; this
authorization supersedes the 1 granted by the
shareholders' meeting of 11 MAY 2006
PROPOSAL #E.19: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the capital on 1 or more occasions, in
France or abroad, by a maximum nominal amount which
shall not exceed 3% of the share capital, in favor of
employees of the Company and related Companies, who
are members of the Company Savings Plan; [Authority
expires for a 26-month period]; to take all necessary
measures and accomplish all necessary formalities;
the shareholders' meeting decided to cancel the
shareholders' preferential subscription rights in
favor of the said employees; this authorization
supersedes the 1 granted by the combined
shareholders' meeting of 15 MAY 2008
PROPOSAL #E.20: Amend item 2 of Articles 11 'Board of ISSUER YES FOR FOR
Directors' and 23 'General Meetings' of the By-Laws
in order to take into account the new Clauses in
accordance with the Law 2008-776 of 04 AUG 2008, know
as the French Act of Economy Modernization
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MACQUARIE AIRPORTS
TICKER: N/A CUSIP: Q6077P119
MEETING DATE: 10/17/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve, for all purposes including for ISSUER YES FOR FOR
the purposes of ASX Listing Rule 10.1, the Sale
Transaction with MEIF3, subject to the approval of
MAL and MAT 2 in the same or substantially the same
terms as this resolution
PROPOSAL #2.: Approve the buy-back of up to AUD 1 ISSUER YES FOR FOR
billion of MAp securities in the 12 month period from
the later of the Completion Date and the
implementation of the TICKETS defeasance, subject to
the approval of Resolution 1 and the approval of the
Members of MAL and MAT 2 in the same or substantially
the same terms as this resolution
PROPOSAL #1.: Approve, for all purposes including for ISSUER YES FOR FOR
the purposes of ASX Listing Rule 10.1, the Sale
Transaction with MEIF3, subject to the approval of
MAT 1 and MAL in the same or substantially the same
terms as this resolution
PROPOSAL #2.: Approve the buy-back of up to AUD 1 ISSUER YES FOR FOR
billion of MAp securities in the 12 month period from
the later of the Completion Date and the
implementation of the TICKETS defeasance, subject to
the approval of Resolution 1 and the approval of the
Members of MAT 1 and MAL in the same or substantially
the same terms as this resolution
PROPOSAL #1.: Approve, for all purposes including for ISSUER YES FOR FOR
the purposes of ASX Listing Rule 10.1, the Sale
Transaction with MEIF3, subject to the approval of
MAT 1 and MAT 2 in the same or substantially the same
terms as this resolution
PROPOSAL #2.: Approve the buy-back of up to AUD 1 ISSUER YES FOR FOR
billion of MAp securities in the 12 month period from
the later of the Completion Date and the
implementation of the TICKETS defeasance, subject to
the approval of Resolution 1 and the approval of the
Members of MAT 1 and MAT 2 in the same or
substantially the same terms as this resolution
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MACQUARIE AIRPORTS
TICKER: N/A CUSIP: Q6077P119
MEETING DATE: 5/21/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Re-elect Mr. Max Moore-Wilton as a ISSUER YES FOR FOR
Director of MAML by its shareholders
PROPOSAL #2.: Amend Clause 21. 4[q] of the MAT 1 ISSUER YES FOR FOR
Constitution and replace it, as specified
PROPOSAL #1.: Re-elect Mr. Max Moore-Wilton as a ISSUER YES FOR FOR
Director of MAML by its shareholders
PROPOSAL #2.: Amend Clause 21. 4[q] of the MAT 2 ISSUER YES FOR FOR
Constitution and replace it, as specified
PROPOSAL #1.: Re-appoint PricewaterhouseCoopers as ISSUER YES FOR FOR
the Auditors of the Company and authorize the
Directors to determine their remuneration
PROPOSAL #2.: Re-elect Mr. Stephen Ward as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #3.: Re-elect Ms. Sharon Beesley as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #S.4: Amend the Bye-Laws 56[a] and 56[g] of ISSUER YES FOR FOR
the Company, as specified
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ISSUER: MAN GROUP PLC, LONDON
TICKER: N/A CUSIP: G5790V156
MEETING DATE: 7/10/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the Directors' and the ISSUER YES FOR FOR
Auditors' reports and the financial statements for
the YE 31 MAR 2008
PROPOSAL #2.: Approve the remuneration report of the ISSUER YES FOR FOR
Directors contained in the annual report 2008 document
PROPOSAL #3.: Declare a final dividend on the ISSUER YES FOR FOR
ordinary shares
PROPOSAL #4.: Re-elect Mr. P.M. Colebatch as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #5.: Re-elect Mr. P.H. O'Sullivan as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #6.: Re-elect Mr. D.M. Eadie as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #7.: Re-elect Mr. G.R. Moreno as a Director ISSUER YES AGAINST AGAINST
of the Company
PROPOSAL #8.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Compony
PROPOSAL #9.: Authorize the Directors to determine ISSUER YES FOR FOR
the remuneration of the Auditors
PROPOSAL #10.: Authorize the Directors, pursuant to ISSUER YES FOR FOR
and for the purposes of Section 80 of the Companies
Act 1985 [the Act], to allot relevant securities up
to an aggregate nominal amount of GBP 19,627,924
provided that; [Authority expires the earlier of the
conclusion of the AGM of the Company and 09 OCT
2009]; and the Directors may allot relevant
securities after the expiry of this authority in
pursuance of such an offer or agreement made prior to
PROPOSAL #S.11: Authorize the Directors of the ISSUER YES FOR FOR
Company, pursuant to Section 95 of the Company Act
1985[the Act], to allot equity securities [Section
94(2) of the Act] for cash pursuant to the authority
conferred by the preceding Resolution 10 as if
Section 89[1] shall be limited to: any allotment of
equity securities where such securities have been
offered [whether by way of a right issue, open offer
or otherwise] to holders of ordinary share of 3 3/7
US cents each in the capital of the Company [ordinary
shares] where the equity securities respectively
attribute to the interest of all holders of ordinary
shares are proportion as specified to the respective
numbers of ordinary shares held by them, subject to
such exclusion and other arrangements as the
Directors may deem necessary or expedient to deal
with fractional entitlements or legal or practical
problems under the laws of, or the requirements of
any recognized regulatory body or any stock exchanges
in, any territory or otherwise howsoever: and any
allotments [ otherwise than pursuant to sub-paragraph
a (i)above] of equity securities up to an aggregate
nominal value not exceeding USD 2,940,474.83; the
power conferred on the Directors by this Resolution
11 shall also apply to a sale of treasury shares,
which is an allotment of equity securities by virtue
of Section 94 (3A)of the Act, but with the omission
of the words pursuant to the general authority
conferred by Resolution 10; the Company may make an
offer or agreement before this power has expired
which would or might require equity securities to be
allotted after such expiry and the Directors may
allot securities in pursuance of such offer or
agreement as if the power conferred hereby had not
expired; [Authority expires the earlier of the
conclusion of the AGM of the Company and 09 OCT
2009]; upon the passing of this resolution, the
resolution passed as Resolution 11 at the AGM on 12
JUL 2007, shall be of no further [without prejudice
to any previous exercise of the authorities granted
PROPOSAL #S.12: Authorize the Company, pursuant to ISSUER YES FOR FOR
Section 166 of the Companies Act 1985 [the Act], to
make market purchases [Section 163 of the Act] of
ordinary shares of 3 3/7 US cents [ordinary shares]
up to 171,744,343 ordinary shares, at a minimum price
of 3 3/7 US cents or the starling equivalent of 3
3/7 US cents [calculated on the basis of the spot
rate of exchange in London [as derived from Reuters]
for the purchase of US Dollars with Sterling at 6.00
pm on the day before the relevant purchase] per
ordinary shares: the maximum price which may be paid
for an ordinary shares is an amount equal to 105% of
the average middle market closing prices for such
shares derived from the alternative investment market
appendix to the Stock Exchange Daily Official List
of the London Stock Exchange Plc, over the previous 5
business days; [Authority expires the earlier of the
conclusion of the next AGM of the Company and 09 JAN
2010]; and the Company, before the expiry, may make
a contract to purchase ordinary shares which will or
may be executed wholly or partly after such expiry;
and upon the passing of this resolution, the
resolution passed as Resolution 12 at the AGM on 12
JUL 2007, as subsequently amended by the resolution
passed at the EGM on 23 NOV 2007, shall be of no
further or effect [without prejudice to the
completion wholly or in part of any contracts by the
Company to purchase ordinary shares entered into
prior to the passing of this resolution
PROPOSAL #S.13: Adopt the form A of the Articles of ISSUER YES FOR FOR
Association as the New Articles of Association of the
Company in substitution for and the exclusion of all
existing Articles of Association of the Company, as
specified
PROPOSAL #S.14: Approve to increase the authorized ISSUER YES FOR FOR
share capital of the Company from USD
147,775,058.29209 and GBP 50,000 to USD
747,775,058,29209 and GBP 50,000 by the creation of
600,000 preference shares of USD 1,000 each in the
capital of the Company, subject to the passing of the
extraordinary resolution to be comsidred at the
class meeting of ordinary shareholders that this AGM,
having the rights and subject to the restrictions as
specified in the Articles of Association of the
Company as adopted pursuant to sub-paragraph of this
Resolution pursuant to Section 80 of the Companies
Act 1985 [the Act], and in addition to any previously
existing authority conferred upon the Directors
under that Section [including pursuant to Resolution
10] , and authorize the Directors to allot up to
600,000 preference shares of USD 1,000 each in the
capital of the Company [such preference shares being
relevant securities as defined in Section 80 of the
Act]; and [Authority expires on the 5 anniversary of
the passing of this resolution], save that the
Company may before such expiry make an offer or
agreement which would or might require relevant
securities to be allotted after expiry of this
authority and the Directors may allot relevant
securities in pursuance of that offer or agreement as
if the authority conferred by the resolution had not
expired; and immediately the end of the class
meeting of ordinary shareholders if Resolution 13 is
passed, the form B of the Articles of Association
produced to the meeting, adopt the new Articles of
Association as specified or if Resolution 12 is not
passed, the Form C of the Articles of Association,
PROPOSAL #S.15: Amend, the outcome of Resolutions 13 ISSUER YES FOR FOR
and14 and the Extraordinary resolution to be
considered at the class meeting of the ordinary
shareholders that follows this AGM, the Articles of
Association of the Company, whether they be the
current Articles of Association, the form A of the
Articles of Association, the form B Articles of
Association, or the form C of the Articles of
Association [as appropriate] by deleting in Article
87 the reference to GBP 1,000,000 and substituting
thereof GBP 1,500,000, which amendments shall be
deemed to have taken effect from 01 OCT 2007
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ISSUER: MAN GROUP PLC, LONDON
TICKER: N/A CUSIP: G5790V156
MEETING DATE: 7/10/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #E.1: Approve the holders of the Ordinary ISSUER YES FOR FOR
shares of 3 3/7 US cents each in the capital of the
Company [Ordinary Shares] to sanction and consent to
the passing and implementation of Resolution 14
specified in the notice dated 29 MAY 2008 convening
an AGM of the Company for 10 JUL 2008, and sanction
and consent to each and every variation ,
modification or abrogation of the rights or
privileges attaching to the ordinary shares, in each
case which is or may be effected by or involved in
the passing or implementation of the said resolution
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ISSUER: MERCK KGAA
TICKER: N/A CUSIP: D5357W103
MEETING DATE: 4/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the Group financial
statements and Group annual
PROPOSAL #2.: Approval of the financial statements ISSUER NO N/A N/A
for the 2008 FY
PROPOSAL #3.: Resolution on the appropriation of the ISSUER NO N/A N/A
distributable profit of EUR 101,535,201.06 as
follows: payment of a dividend of EUR 1.50 per no-par
share EUR 4,603,512.06 shall be carried forward ex-
dividend and payable date: 06 APR 2009
PROPOSAL #4.: Ratification of the acts of the Board ISSUER NO N/A N/A
of Managing Directors
PROPOSAL #5.: Ratification of the acts of the ISSUER NO N/A N/A
Supervisory Board
PROPOSAL #6.: Appointment of Auditors for the 2009 ISSUER NO N/A N/A
FY: KPMG, Berlin
PROPOSAL #7.: Approval of the control and profit ISSUER NO N/A N/A
transfer agreement with the Company's wholly-owned
subsidiary, Lite C-LLL GMBH, effective retroactively
from 01 JAN 2009 for at least 5 years
PROPOSAL #8.1.: Elections to the Supervisory Board: ISSUER NO N/A N/A
Dr. Wolfgang Buechele
PROPOSAL #8.2.: Elections to the Supervisory Board: ISSUER NO N/A N/A
Dr. Hans-Juergen Leuchs
PROPOSAL #9.: Approval of the transmission of ISSUER NO N/A N/A
information by electronic means pursuant to Section
30(3)1A of the Securities Trade Act
PROPOSAL #10.: Revision of the participation of the ISSUER NO N/A N/A
Company in the results of Mr. E. Merck and the
correspondence amendment to the Article of
Association the participation of the Company in the
results and the capital of Mr. E. Merck shall be
amended so as to make sure that expenses or profits
incurred or made through external financing of Mr. E.
Merck, adopted in order t o increase Mr. E. Merck .s
interest in the Company's capital or to buy shares
or options for Company shares, shall not be taken
into account for the results that serve as basis for
the Company's participation results, Section 10(4)1,
Section 27(1) and Section 35(1)1 of the Article of
Association shall be amended accordingly
PROPOSAL #11.: Renewal of authorized capital and the ISSUER NO N/A N/A
correspondence amendment to the Article of
Association the existing authorized capital shall be
revoked the Board of Managing Directors shall be
authorized, with the consent of the Supervisory Board
and Mr. E. Merck, to increase the Company's share
capital by up to EUR 56,521,124.19, through the issue
of new shares against payment in cash or kind, on or
before 03 APR 2014, the Board of Managing Directors
shall be authorized, with the consent of the
Supervisory Board, to exclude shareholders,
subscription rights for up to 10% of the Company's
share capital against payment in cash if the shares
are sold at a price not materially below the market
price of the shares, for the implementation of the
right of Mr. E. Merck to participate in a capital
increase through the issue o f shares or warrants and
for the implementation of the right of Mr. E. Merck
to convert the capital share into equity capital,
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ISSUER: METCASH LTD
TICKER: N/A CUSIP: Q6014C106
MEETING DATE: 9/4/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the financial report of the ISSUER NO N/A N/A
Company and the reports of the Directors and the
Auditors for the YE 30 APR 2008
PROPOSAL #2.A: Re-elect Mr. Peter L. Barnes as a ISSUER YES FOR FOR
Director of the Company who retires by rotation under
Rule 8.1(d) of the Company's Constitution
PROPOSAL #2.B: Re-elect Mr. Michael R. Jablonski as a ISSUER YES FOR FOR
Director of the Company who retires by rotation
under Rule 8.1(d) of the Company's Constitution
PROPOSAL #2.C: Re-elect Mr. V. Dudley Rubin as a ISSUER YES FOR FOR
Director of the Company who retires by rotation under
Rule 8.1(d) of the Company's Constitution
PROPOSAL #2.D: Re-elect Mr. Neil D. Hamilton as a ISSUER YES FOR FOR
Director of the Company who retires under Rule 8.1(d)
of the Company's Constitution
PROPOSAL #3.: Adopt the remuneration report that ISSUER YES FOR FOR
forms part of the Directors report of the Company for
the FYE 30 APR 2008
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ISSUER: METHANEX CORP
TICKER: N/A CUSIP: 59151K108
MEETING DATE: 5/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. Bruce Aitken as a Director ISSUER YES FOR FOR
PROPOSAL #1.2: Elect Mr. Howard Balloch as a Director ISSUER YES FOR FOR
PROPOSAL #1.3: Elect Mr. Pierre Choquette as a ISSUER YES FOR FOR
Director
PROPOSAL #1.4: Elect Mr. Phillip Cook as a Director ISSUER YES FOR FOR
PROPOSAL #1.5: Elect Mr. Thomas Hamilton as a Director ISSUER YES FOR FOR
PROPOSAL #1.6: Elect Mr. Robert Kostelnik as a ISSUER YES FOR FOR
Director
PROPOSAL #1.7: Elect Mr. Douglas Mahaffy as a Director ISSUER YES FOR FOR
PROPOSAL #1.8: Elect Mr. A. Terence Poole as a ISSUER YES FOR FOR
Director
PROPOSAL #1.9: Elect Mr. John Reid as a Director ISSUER YES FOR FOR
PROPOSAL #1.10: Elect Ms. Janice Rennie as a Director ISSUER YES FOR FOR
PROPOSAL #1.11: Elect Ms. Monica Sloan as a Director ISSUER YES FOR FOR
PROPOSAL #2.: Re-appoint KPMG LLP, Chartered ISSUER YES FOR FOR
Accountants, as the Auditors of the Company for the
ensuring year and authorize the Board of Directors to
fix the remuneration of the Auditors
PROPOSAL #3.: Ratify and approve the certain ISSUER YES FOR FOR
amendments to the Company's Incentive Stock Option
Plan as specified
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ISSUER: MITSUBISHI CHEMICAL HOLDINGS CORPORATION
TICKER: N/A CUSIP: J44046100
MEETING DATE: 6/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
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ISSUER: MITSUBISHI CORPORATION
TICKER: N/A CUSIP: J43830116
MEETING DATE: 6/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Expand Business ISSUER YES FOR FOR
Lines, Approve Minor Revisions Related to
Dematerialization of Shares and the Other Updated
Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.15: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Approve Payment of Bonuses to Directors ISSUER YES FOR FOR
PROPOSAL #5.: Approve Issuance of Share Acquisition ISSUER YES FOR FOR
Rights as Stock Options
PROPOSAL #6.: Approve reserved retirement ISSUER YES FOR FOR
remuneration for Directors
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ISSUER: MITSUBISHI UFJ FINANCIAL GROUP,INC.
TICKER: N/A CUSIP: J44497105
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Allow Use of ISSUER YES FOR FOR
Electronic Systems for Public Notifications, Reduce
Authorized Capital to 33,920,001,000 shs. due to the
retirement of Class 8 Preferred Shares and Class 12
Preferred Shares , Approve Minor Revisions Related to
Dematerialization of Shares and the Other Updated
Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.15: Appoint a Director ISSUER YES AGAINST AGAINST
PROPOSAL #3.16: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.17: Appoint a Director ISSUER YES AGAINST AGAINST
PROPOSAL #4.1: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #4.2: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #4.3: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #4.4: Appoint a Corporate Auditor ISSUER YES FOR FOR
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ISSUER: MITSUI & CO.,LTD.
TICKER: N/A CUSIP: J44690139
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Change Business ISSUER YES FOR FOR
Lines, Approve Minor Revisions Related to
Dematerialization of Shares and the other Updated
Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.: Appoint a Corporate Auditor ISSUER YES FOR FOR
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ISSUER: MITSUI CHEMICALS,INC.
TICKER: N/A CUSIP: J4466L102
MEETING DATE: 6/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.15: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4: Appoint a Corporate Auditor ISSUER YES FOR FOR
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ISSUER: MIZUHO FINANCIAL GROUP,INC.
TICKER: N/A CUSIP: J4599L102
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Reduce Authorized ISSUER YES FOR FOR
Capital to 28,485,271,000 shs., Approve Minor
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Appoint a Corporate Auditor ISSUER YES FOR FOR
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ISSUER: MUENCHENER RUECKVERSICHERUNGS-GESELLSCHAFT AKTIENG
TICKER: N/A CUSIP: D55535104
MEETING DATE: 4/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.A: Submission of the report of the ISSUER NO N/A N/A
Supervisory Board and the corporate governance report
including the remuneration report for the financial
year 2008
PROPOSAL #1.B: Submission of the adopted Company ISSUER NO N/A N/A
financial statements and management report for the
financial year 2008, the approved consolidated
financial statements and management report for the
Group for the financial year 2008, and the
explanatory report on the information in accordance
with Sections 289 para. 4 and 315 para. 4 of the
German Commercial Code
PROPOSAL #2.: Resolution on the appropriation of the ISSUER YES FOR FOR
net retained profits
PROPOSAL #3.: Resolution to approve the actions of ISSUER YES FOR FOR
the Board of Management
PROPOSAL #4.: Resolution to approve the actions of ISSUER YES FOR FOR
the Supervisory Board
PROPOSAL #5.: Authorisation to buy back and use own ISSUER YES FOR FOR
shares
PROPOSAL #6.: Authorisation to buy back own shares ISSUER YES FOR FOR
using derivatives
PROPOSAL #7.1.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Prof. Dr. Peter Gruss
PROPOSAL #7.2.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Prof. Dr. Henning Kagermann
PROPOSAL #7.3.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Peter L scher
PROPOSAL #7.4.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Wolfgang Mayrhuber
PROPOSAL #7.5.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Prof. Karel Van Miert
PROPOSAL #7.6.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Dr. e. h. Bernd Pischetsrieder
PROPOSAL #7.7.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Anton van Rossum
PROPOSAL #7.8.: Elections to the Supervisory Board: ISSUER YES AGAINST AGAINST
Dr. Hans-J rgen Schinzler
PROPOSAL #7.9.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Dr. Ron Sommer
PROPOSAL #7.10.: Elections to the Supervisory Board: ISSUER YES FOR FOR
Dr. Thomas Wellauer
PROPOSAL #8.: Resolution to cancel Contingent Capital ISSUER YES FOR FOR
2003 I as well as the existing authorisation for
increasing the share capital under Authorised Capital
Increase 2004, to replace this with a new
authorisation Authorised Capital Increase 2009 and to
amend Article 4 of the Articles of Association
PROPOSAL #9.: Resolution to amend Articles 3 (entry ISSUER YES FOR FOR
in the shareholder's register) and 6 (registration
for the Annual General Meeting) of the Articles of
Association
PROPOSAL #10.: Resolution to amend Article 7 of the ISSUER YES FOR FOR
Articles of Association (electronic participation in
the Annual General Meeting and postal vote)
PROPOSAL #11.: Resolution to amend Articles 12 and 13 ISSUER YES FOR FOR
of the Articles of Association (Supervisory Board)
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ISSUER: NATIONAL AUSTRALIA BANK LTD, MELBOURNE VIC
TICKER: N/A CUSIP: Q65336119
MEETING DATE: 12/18/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: To consider the Company's financial ISSUER NO N/A N/A
statements and the reports for the YE 30 SEP 2008
PROPOSAL #2.A: Re-elect Mr. John Thorn as a Director, ISSUER YES FOR FOR
who retires in accordance with the Article 10.3 of
the Company's Constitution
PROPOSAL #2.B: Re-elect Mr. Geoff Tomlinson as a ISSUER YES FOR FOR
Director, who retires in accordance with the Article
10.3 of the Company's Constitution
PROPOSAL #3.: Approve, for the purposes of the ASX ISSUER YES FOR FOR
Listing Rule 7.2, Exception 9, the issue of
securities in the Company under the National
Australia Bank Staff Share Allocation Plan, the
National Australia Bank New Zealand Staff Share
Allocation Plan, the National Australia Bank Staff
Share Ownership Plan, the National Australia Bank
Share Option Plan No. 2, the National Australia Bank
Performance Rights Plan and the National Australia
PROPOSAL #4.: Approve to grant performance shares and ISSUER YES FOR FOR
performance rights, to the Group Chief Executive
Officer designate, Mr. Cameron Clyne, under the
Company's Long Term Incentive Plan, as specified
PROPOSAL #5.A: Approve to grant shares, performance ISSUER YES FOR FOR
options and performance shares, to Mr. Ahmed Fahour
[an Executive Director], under the Company's Short
Term Incentive and Long Term Incentive Plans as
specified
PROPOSAL #5.B: Approve to grant shares, performance ISSUER YES FOR FOR
options and performance shares, to Mr. Michael Ullmer
[an Executive Director], under the Company's Short
Term Incentive and Long Term Incentive Plans as
specified
PROPOSAL #6.: Adopt the remuneration report for the ISSUER YES FOR FOR
YE 30 SEP 2008
PROPOSAL #7.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: approve to remove Mr. Paul Rizzo from
office as a Director of the National Australia Bank
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NESTLE SA, CHAM UND VEVEY
TICKER: N/A CUSIP: H57312649
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Receive the 2008 annual report, ISSUER YES FOR FOR
financial statements of Nestle SA and consolidated
financial statements of the Nestle Group, reports of
the statutory Auditors
PROPOSAL #1.2: Receive the 2008 compensation report ISSUER YES FOR FOR
PROPOSAL #2.: Approve to release the Members of the ISSUER YES FOR FOR
Board of Directors and the Management
PROPOSAL #3.: Approve the appropiration of profits ISSUER YES FOR FOR
resulting from the balance sheet of Nestle S.A. and
Dividends of CHF 1.40 per share
PROPOSAL #4.1.1: Re-elect Mr. Daniel Borel to the ISSUER YES FOR FOR
Board of Directors
PROPOSAL #4.1.2: Re-elect Mrs. Carolina Mueller Mohl ISSUER YES FOR FOR
to the Board of Directors
PROPOSAL #4.2: Elect KPMG S.A., Geneva branch as the ISSUER YES FOR FOR
Statutory Auditor for a term of 1 year
PROPOSAL #5.: Approve to cancel 180,000,000 ISSUER YES FOR FOR
repurchased under the Share Buy-back Programme
launched on 24 AUG 2007 and reduce the share capital
by CHF 18,000,000
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NEXEN INC
TICKER: N/A CUSIP: 65334H102
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. W.B. Berry as a Director to ISSUER YES FOR FOR
hold office for the following year
PROPOSAL #1.2: Elect Mr. R.G. Bertram as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.3: Elect Mr. D.G. Flanagan as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.4: Elect Mr. S.B. Jackson as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.5: Elect Mr. K.J. Jenkins as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.6: Elect Mr. A.A. McLellan as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.7: Elect Mr. E.P. Newell as a Director to ISSUER YES FOR FOR
hold office for the following year
PROPOSAL #1.8: Elect Mr. T.C. O'Neill as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.9: Elect Mr. M.F. Romanow as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.10: Elect Mr. F.M. Saville as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.11: Elect Mr. J.M. Willson as a Director ISSUER YES FOR FOR
to hold office for the following year
PROPOSAL #1.12: Elect Mr. V.J. Zaleschuk as a ISSUER YES FOR FOR
Director to hold office for the following year
PROPOSAL #2.: Appoint Deloitte & Touche LLP as the ISSUER YES FOR FOR
Independent Auditors for 2009 and authorize the Audit
and Conduct Review Committee to fix their pay
PROPOSAL #3.: Any other business ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NINTENDO CO.,LTD.
TICKER: N/A CUSIP: J51699106
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
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ISSUER: NIPPON MINING HOLDINGS,INC.
TICKER: N/A CUSIP: J54824107
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NIPPON TELEGRAPH AND TELEPHONE CORPORATION
TICKER: N/A CUSIP: J59396101
MEETING DATE: 6/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NISSAN MOTOR CO.,LTD.
TICKER: N/A CUSIP: J57160129
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NOKIA CORPORATION
TICKER: N/A CUSIP: X61873133
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the Meeting ISSUER YES FOR FOR
PROPOSAL #2.: Matters of order for the Meeting ISSUER YES FOR FOR
PROPOSAL #3.: Election of the persons to confirm the ISSUER YES FOR FOR
minutes and to verify the counting of votes
PROPOSAL #4.: Recording the legal convening of the ISSUER YES FOR FOR
Meeting and quorum
PROPOSAL #5.: Recording the attendance at the Meeting ISSUER YES FOR FOR
and adoption of the list of votes
PROPOSAL #6.: Presentation of the Annual Accounts ISSUER YES FOR FOR
2008, the report of the Board of Directors and the
Auditor's report for the year 2008 - Review by the CEO
PROPOSAL #7.: Adoption of the Annual Accounts ISSUER YES FOR FOR
PROPOSAL #8.: Resolution on the use of the profit ISSUER YES FOR FOR
shown on the balance sheet and the payment of
dividend; the board proposes to the AGM a dividend of
EUR 0.40 per share for the fiscal year 2008; the
dividend will be paid to shareholders registered in
the register of shareholders held by Finnish Central
Securities Depository Ltd on the record date, April
28, 2009; the board proposes that the dividend be
paid on or about May 13, 2009
PROPOSAL #9.: Resolution on the discharge of the ISSUER YES FOR FOR
Members of the Board of Directors and the President
from liability
PROPOSAL #10.: Resolution on the remuneration of the ISSUER YES FOR FOR
members of the Board of Directors; the Board's
Corporate Governance and Nomination Committee
proposes to the AGM that the remuneration payable to
the members of the board to be elected at the AGM for
the term until the close of the AGM in 2010 be
unchanged from 2008 as follows: EUR 440,000 for the
Chairman, EUR 150,000 for the Vice Chairman, and EUR
130,000 for each Member; in addition, the Committee
proposes that the Chairman of the Audit Committee and
Chairman of the Personnel Committee will each
receive an additional annual fee of EUR 25,000, and
other Members of the Audit Committee an additional
annual fee of EUR 10,000 each; the Corporate
Governance and Nomination Committee proposes that
approximately 40 % of the remuneration be paid in
Nokia shares purchased from the market
PROPOSAL #11.: Resolution on the number of Members of ISSUER YES FOR FOR
the Board of Directors; the Board's Corporate
Governance and Nomination Committee proposes to the
AGM that the number of Board Members be eleven
PROPOSAL #12.: Election of Members of the Board of ISSUER YES FOR FOR
Directors; the Board's Corporate Governance and
Nomination Committee proposes to the AGM that all
current Board members be re-elected for the term
until the close of the AGM in 2010; Georg Ehrn-rooth,
Lalita D. Gupte, Bengt Holmstrom, Henning Kagermann,
Olli-Pekka Kallasvuo, Per Karlsson, Jorma Ollila,
Marjorie Scardino, Risto Siilasmaa and Keijo Suil;
the committee also proposes that Isabel Marey-Semper
be elected as new member of the Board for the same
term; Ms. Marey-Semper is Chief Financial Officer,
EVP responsible for Strategy at PSA Peugeot Citroen;
with PhD in neuropharmacology and MBA as educational
background, she has a diverse working experience,
including Chief Operating Officer of the Intellectual
Property and Licensing Business Units of Thomson and
Vice President, Corporate Planning of Saint-Gobain
PROPOSAL #13.: Resolution on the remuneration of the ISSUER YES FOR FOR
Auditor; the Board's Audit Committee proposes to the
AGM that the External Auditor to be elected at the
AGM be reimbursed according to the Auditor's invoice,
and in compliance with the purchase policy approved
by the Audit Committee
PROPOSAL #14.: Election of Auditor; The Board's Audit ISSUER YES FOR FOR
Committee proposes to the AGM that
PricewaterhouseCoopers Oy be re-elected as the
Company's Auditor for the fiscal year 2009
PROPOSAL #15.: Authorizing the Board of Directors to ISSUER YES FOR FOR
resolve to repurchase the Company's own shares; the
board proposes that the AGM authorize the board to
resolve to repurchase a maximum of 360 million Nokia
shares by using funds in the unrestricted
shareholders' equity; repurchases will reduce funds
avail-able for distribution of profits; the shares
may be repurchased in order to develop the capital
structure of the Company, to finance or carry out
acquisitions or other arrangements, to settle the
Company's equity-based incentive plans, to be
transferred for other purposes, or to be cancelled;
the shares can be repurchased either: a] through a
tender offer made to all the shareholders on equal
terms; or b] through public trading and on such stock
exchanges the rules of which allow the purchases; in
this case the shares would be repurchased in another
proportion than that of the current shareholders; it
is proposed that the authorization be effective
until June 30, 2010 and the authorization is proposed
to terminate the authorization resolved by the AGM
on May 08, 2008
PROPOSAL #16.: Closing of the Meeting ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NOMURA HOLDINGS, INC.
TICKER: N/A CUSIP: J59009159
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Establish Articles ISSUER YES FOR FOR
Related to Preferred Stock (The proposed amendment
will not result in an amendment to the authorized
number of shares of the Company) , Approve Minor
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES AGAINST AGAINST
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.11: Appoint a Director ISSUER YES AGAINST AGAINST
PROPOSAL #2.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.: Issuance of Stock Acquisition Rights as ISSUER YES FOR FOR
Stock Options to Executives and Employees of
Subsidiaries of the Company
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NORDEA BANK AB, STOCKHOLM
TICKER: N/A CUSIP: W57996105
MEETING DATE: 3/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Elect the Chairman for the general ISSUER YES FOR FOR
meeting
PROPOSAL #2.: Approve the voting list ISSUER YES FOR FOR
PROPOSAL #3.: Approve the agenda ISSUER YES FOR FOR
PROPOSAL #4.: Elect at least 1 minutes checker ISSUER YES FOR FOR
PROPOSAL #5.: Approve to determination whether the ISSUER YES FOR FOR
general meeting has been duly convened
PROPOSAL #6.: Amend the Articles 5 and 6 of the ISSUER YES FOR FOR
Articles of Association; approve to issue new
Ordinary Shares with preferential rights for the
shareholders as specified; approve the transfer to
the Company's share capital from other shareholders'
PROPOSAL #7.: Approve the Company's share capital, ISSUER YES AGAINST AGAINST
which currently amounts to EUR 2,600,108,227, shall
be reduced by EUR 1,300,054,113.5, without redemption
of shares, for transfer to a fund to be used
pursuant to a resolution adopted by a general
meeting, after the reduction of the share capital,
the Company's share capital will amount to EUR
1,300,054,113.5, divided on 2,600,108,227 Ordinary
Shares [prior to the new issue of Ordinary Shares],
each with a quotient value of EUR 0.5; amend the
Articles 5 and 6 of the Articles of Association;
approve to issue new ordinary shares with
preferential rights for the shareholders on mainly
the following terms as specified; approve the
transfer to the Company's share capital from other
PROPOSAL #8.: Authorize the Board of Directors, until ISSUER YES AGAINST AGAINST
the next AGM, resolve on a new issue of Ordinary
Shares with preferential rights for the shareholders
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NORDEA BANK AB, STOCKHOLM
TICKER: N/A CUSIP: W57996105
MEETING DATE: 4/2/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Election of Mr. Claes Beyer, Member of ISSUER NO N/A N/A
the Swedish Bar Association as the Chairman for the
general meeting
PROPOSAL #2.: Preparation and approval of the voting ISSUER NO N/A N/A
list
PROPOSAL #3.: Approval of the agenda ISSUER NO N/A N/A
PROPOSAL #4.: Election of at least 1 minutes checker ISSUER NO N/A N/A
PROPOSAL #5.: Determination whether the general ISSUER NO N/A N/A
meeting has been duly convened
PROPOSAL #6.: Submission of the annual report and the ISSUER NO N/A N/A
consolidated accounts, and the audit report and the
group audit report, in connection herewith the
Chairman's of the Board presentation of the Board of
Directors' work and speech by the Group Chief
Executive Officer
PROPOSAL #7.: Adopt the income statement and the ISSUER YES FOR FOR
consolidated income statement, and the balance sheet
and the consolidated balance sheet
PROPOSAL #8.: Approve the dispositions of the ISSUER YES FOR FOR
Company's profit according to the adopted balance
sheet: a dividend of EUR 0.20 per share, and further,
that the record date for dividend should be 07 APR
PROPOSAL #9.: Grant discharge from liability for the ISSUER YES FOR FOR
Members of the Board of Directors and the Managing
Director
PROPOSAL #10.: Approve to determine the number of ISSUER YES FOR FOR
Board Members at 10, until the end of the next AGM
PROPOSAL #11.: Approve the fees for the Board of ISSUER YES FOR FOR
Directors shall be unchanged, amounting to EUR
252,000 for the Chairman, EUR 97,650 for the Vice
Chairman and EUR 75,600 per Member for the other
Members; in addition, fees shall be payable for
extraordinary Board meetings amounting to EUR 1,840
per meeting attended and for Committee meetings EUR
2,370 for the Committee Chairman and EUR 1,840 for
the other Members per meeting attended; by
extraordinary Board meetings are meant meetings in
addition to the 13 ordinary meetings to be held until
the next AGM of shareholders; remuneration is not
paid to the Members who are Employees of the Nordea
Group; and the fees to the Auditors shall be payable
PROPOSAL #12.: Re-elect Messrs. Hans Dalborg, Stine ISSUER YES FOR FOR
Bosse, Marie Ehrling, Svein Jacobsen, Tom Knutzen,
Lars G. Nordstrom, Timo Peltola, Heidi M. Petersen,
Bjorn Saven and Bjorn Wahlroos as the Board Members
for the period until the end of the next AGM; re-
elect Mr. Hans Dalborg as the Chairman
PROPOSAL #13.: Approve the establishment of a ISSUER YES FOR FOR
Nomination Committee
PROPOSAL #14.: Approve the purchase of own shares ISSUER YES FOR FOR
according to Chapter 7, Section 6 of the Swedish
Securities Market Act as specified
PROPOSAL #15.: Approve the guidelines for ISSUER YES FOR FOR
remuneration to the Executive Officers as specified
PROPOSAL #16.A: Approve the introduction of a Long ISSUER YES FOR FOR
Term Incentive Programme
PROPOSAL #16.B: Approve the conveyance of shares ISSUER YES FOR FOR
under the Long Term Incentive Programme
PROPOSAL #17.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: Approve to allocate 50 million Swedish
Kronor of the 2008 result to a fund/trust designated
create a decent Sweden, the purpose of the funds
activities is to prevent crime of violence and save
victims of crime from economic and social destitution
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NOVARTIS AG
TICKER: N/A CUSIP: H5820Q150
MEETING DATE: 2/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the annual report, the ISSUER YES FOR FOR
financial statements of Novartis AG and the Group
consolidated financial statements for the business
PROPOSAL #2.: Grant discharge, from liability, to the ISSUER YES FOR FOR
Members of the Board of Directors and the Executive
Committee for their activities during the business
year 2008
PROPOSAL #3.: Approve the appropriation of the ISSUER YES FOR FOR
available earnings as per the balance sheet and
declaration of dividend as follows: dividend: CHF
4,906,210,030 and balance to be carried forward: CHF
9,376,005,541; payment will be made with effect from
27 FEB 2009
PROPOSAL #4.: Approve to cancel 6,000,000 shares ISSUER YES FOR FOR
repurchased under the 6th Share Repurchase Program
and to reduce the share capital accordingly by CHF
3,000,000 from CHF 1,321,811,500 to CHF
1,318,811,500; and amend Article 4 of the Articles of
Incorporation as specified
PROPOSAL #5.1: PLEASE NOTE THAT THIS IS A ISSUER YES FOR AGAINST
SHAREHOLDERS' PROPOSAL: Amend Articles 18 and 25 of
the Articles of Incorporation as specified
PROPOSAL #5.2: Amend Article 2 Paragraph 3 of the ISSUER YES FOR FOR
Articles of Incorporation as specified
PROPOSAL #5.3: Amend Articles 18 and 28 of the ISSUER YES FOR FOR
Articles of Incorporation as specified
PROPOSAL #6.1: Acknowledge that, at this AGM, Prof. ISSUER NO N/A N/A
Peter Burckhardt M.D. is resigning from the Board of
Directors, having reached the age limit, at his own
wish and Prof. William W. George is also resigning
from the Board of Directors
PROPOSAL #6.2.A: Re-elect Prof. Srikant M. Datar, ISSUER YES FOR FOR
Ph.D, to the Board of Directors, for a 3 year term
PROPOSAL #6.2.B: Re-elect Mr. Andreas Von Planta, ISSUER YES FOR FOR
Ph.D, to the Board of Directors, for a 3 year term
PROPOSAL #6.2.C: Re-elect Dr.-Ing. Wendelin ISSUER YES FOR FOR
Wiedeking, to the Board of Directors, for a 3 year
PROPOSAL #6.2.D: Re-elect Prof. Rolf. M. Zinkernagel, ISSUER YES FOR FOR
M.D, to the Board of Directors, for a 3 year term
PROPOSAL #6.3: Elect Prof. William Brody, M.D, Ph.D, ISSUER YES FOR FOR
to the Board of Directors, for a 3 year term
PROPOSAL #7.: Appoint PricewaterhouseCoopers AG, as ISSUER YES FOR FOR
the Auditors of Novartis AG, for a further year
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NOVO-NORDISK A/S (VORMALS NOVO INDUSTRI A/S)
TICKER: N/A CUSIP: K7314N152
MEETING DATE: 3/18/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Board of Director's oral ISSUER NO N/A N/A
report on the Company's activities in the past FY
PROPOSAL #2.: Approve the presentation and adopt the ISSUER YES FOR FOR
audited annual report 2008
PROPOSAL #3.: Approve the remuneration of the Board ISSUER YES FOR FOR
of Directors
PROPOSAL #4.: Approve a dividend of DKK 6.00 for 2008 ISSUER YES FOR FOR
for each Novo Nordisk B share of DKK 1 and for each
Novo Nordisk A share of DKK 1, and that no dividend
will be paid on the Company's holding of own shares
PROPOSAL #5.1: Re-elect Mr. Sten Scheibye as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #5.2: Re-elect Mr. Goran A. Ando as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #5.3: Re-elect Mr. Henrik Gurtler as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #5.4: Re-elect Mr. Pamela J. Kirby as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #5.5: Re-elect Mr. Kurt Anker Nielsen as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #5.6: Re-elect Mr. Hannu Ryopponen as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #5.7: Elect Mr. Jorgen Wedel as the Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #6.: Re-elect PricewaterhouseCoopers as the ISSUER YES FOR FOR
Auditors
PROPOSAL #7.1: Approve to reduce the Company's B ISSUER YES FOR FOR
share capital from DKK 526,512,800 to DKK 512,512,800
by cancellation of 14,000,000 B shares of DKK 1 each
from the Company's own holdings of B shares at a
nominal value of DKK 14,000,000, equal to 2.2% of the
total share capital, after the implementation of the
share capital reduction, the Company's share capital
will amount to DKK 620,000,000 divided into A share
capital of DKK 107,487,200 and B share capital of DKK
512,512,800
PROPOSAL #7.2: Authorize the Board of Directors, ISSUER YES FOR FOR
until the next AGM, to allow the Company to acquire
own shares of up to 10% of the share capital and at
the price quoted at the time of the purchase with a
deviation of up to 10%, CF. Article 48 of the Danish
Public Limited Companies Act
PROPOSAL #7.3.1: Amend the Article 5.4 of the ISSUER YES FOR FOR
Articles of Association as specified
PROPOSAL #7.3.2: Amend the Article 6.3 of the ISSUER YES FOR FOR
Articles of Association as specified
PROPOSAL #7.3.3: Amend the Article 6.4 of the ISSUER YES FOR FOR
Articles of Association as specified
PROPOSAL #7.3.4: Amend the Articles 8.2 and 11.10 of ISSUER YES FOR FOR
the Articles of Association as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: OAO GAZPROM
TICKER: OGZPY CUSIP: 368287207
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVE THE ANNUAL REPORT OF OAO ISSUER YES FOR AGAINST
GAZPROM FOR 2008.
PROPOSAL #02: APPROVE THE ANNUAL ACCOUNTING ISSUER YES FOR AGAINST
STATEMENTS, INCLUDING THE PROFIT AND LOSS REPORT OF
THE COMPANY BASED ON THE RESULTS OF 2008.
PROPOSAL #03: APPROVE THE DISTRIBUTION OF PROFIT OF ISSUER YES FOR AGAINST
THE COMPANY BASED ON THE RESULTS OF 2008.
PROPOSAL #04: APPROVE THE AMOUNT OF, TIME FOR AND ISSUER YES FOR AGAINST
FORM OF PAYMENT OF ANNUAL DIVIDENDS ON THE COMPANY'S
SHARES THAT HAVE BEEN PROPOSED BY THE BOARD OF
DIRECTORS OF THE COMPANY.
PROPOSAL #05: APPROVE CLOSED JOINT STOCK COMPANY ISSUER YES FOR AGAINST
PRICEWATERHOUSECOOPERS AUDIT AS THE COMPANY'S
EXTERNAL AUDITOR.
PROPOSAL #06: PAY REMUNERATION TO MEMBERS OF THE ISSUER YES AGAINST AGAINST
BOARD OF DIRECTORS AND AUDIT COMMISSION OF THE
COMPANY IN THE AMOUNTS RECOMMENDED BY THE BOARD OF
DIRECTORS OF THE COMPANY.
PROPOSAL #G1: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) REGARDING RECEIPT BY OAO GAZPROM OF FUNDS
IN A MAXIMUM SUM OF 500 MILLION U.S. DOLLARS OR ITS
EQUIVALENT IN RUBLES OR EUROS.
PROPOSAL #G2: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND SBERBANK OF RUSSIA OAO
REGARDING RECEIPT BY OAO GAZPROM OF FUNDS IN A
MAXIMUM SUM OF 1.5 BILLION U.S. DOLLARS OR ITS
EQUIVALENT IN RUBLES OR EUROS.
PROPOSAL #G3: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VTB BANK REGARDING
RECEIPT BY OAO GAZPROM OF FUNDS IN A MAXIMUM SUM OF 1
BILLION U.S. DOLLARS OR ITS EQUIVALENT IN RUBLES OR
PROPOSAL #8A: ELECTION OF DIRECTOR: AKIMOV ANDREY ISSUER YES AGAINST AGAINST
IGOREVICH
PROPOSAL #8B: ELECTION OF DIRECTOR: ANANENKOV ISSUER YES AGAINST AGAINST
ALEXANDER GEORGIEVICH
PROPOSAL #8C: ELECTION OF DIRECTOR: BERGMANN BURCKHARD ISSUER YES AGAINST AGAINST
PROPOSAL #8D: ELECTION OF DIRECTOR: GAZIZULLIN FARIT ISSUER YES AGAINST AGAINST
RAFIKOVICH
PROPOSAL #8E: ELECTION OF DIRECTOR: GUSAKOV VLADIMIR ISSUER YES AGAINST AGAINST
ANATOLIEVICH
PROPOSAL #8F: ELECTION OF DIRECTOR: ZUBKOV VIKTOR ISSUER YES AGAINST AGAINST
ALEXEEVICH
PROPOSAL #8G: ELECTION OF DIRECTOR: KARPEL ELENA ISSUER YES AGAINST AGAINST
EVGENIEVNA
PROPOSAL #8H: ELECTION OF DIRECTOR: MAKAROV ALEXEY ISSUER YES AGAINST AGAINST
ALEXANDROVICH
PROPOSAL #8I: ELECTION OF DIRECTOR: MILLER ALEXEY ISSUER YES AGAINST AGAINST
BORISOVICH
PROPOSAL #8J: ELECTION OF DIRECTOR: MUSIN VALERY ISSUER YES FOR AGAINST
ABRAMOVICH
PROPOSAL #8K: ELECTION OF DIRECTOR: NABIULLINA ELVIRA ISSUER YES AGAINST AGAINST
SAKHIPZADOVNA
PROPOSAL #8L: ELECTION OF DIRECTOR: NIKOLAEV VIKTOR ISSUER YES AGAINST AGAINST
VASILIEVICH
PROPOSAL #8M: ELECTION OF DIRECTOR: PETROV YURY ISSUER YES AGAINST AGAINST
ALEXANDROVICH
PROPOSAL #8N: ELECTION OF DIRECTOR: SEREDA MIKHAIL ISSUER YES AGAINST AGAINST
LEONIDOVICH
PROPOSAL #8O: ELECTION OF DIRECTOR: FORESMAN ROBERT ISSUER YES AGAINST AGAINST
MARK
PROPOSAL #8P: ELECTION OF DIRECTOR: FORTOV VLADIMIR ISSUER YES AGAINST AGAINST
EVGENIEVICH
PROPOSAL #8Q: ELECTION OF DIRECTOR: SHMATKO SERGEY ISSUER YES AGAINST AGAINST
IVANOVICH
PROPOSAL #8R: ELECTION OF DIRECTOR: YUSUFOV IGOR ISSUER YES AGAINST AGAINST
KHANUKOVICH
PROPOSAL #J1: ELECT ARKHIPOV DMITRY ALEXANDROVICH TO ISSUER YES FOR AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J2: ELECT BIKULOV VADIM KASYMOVICH TO THE ISSUER YES FOR AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J3: ELECT ISHUTIN RAFAEL VLADIMIROVICH TO ISSUER YES FOR AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J4: ELECT KOBZEV ANDREY NIKOLAEVICH TO THE ISSUER YES FOR AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J5: ELECT LOBANOVA NINA VLADISLAVOVNA TO ISSUER YES FOR AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J6: ELECT MIKHAILOVA SVETLANA SERGEEVNA TO ISSUER YES FOR AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J7: ELECT NOSOV YURY STANISLAVOVICH TO THE ISSUER YES AGAINST AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J8: ELECT OZEROV SERGEY MIKHAILOVICH TO THE ISSUER YES AGAINST AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J9: ELECT TIKHONOVA MARIYA GENNADIEVNA TO ISSUER YES AGAINST AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J10: ELECT TULINOVA OLGA ALEXANDROVNA TO ISSUER YES AGAINST AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J11: ELECT SHUBIN YURY IVANOVICH TO THE ISSUER YES AGAINST AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #004: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND STATE CORPORATION BANK FOR
DEVELOPMENT AND FOREIGN ECONOMIC AFFAIRS
(VNESHECONOMBANK) REGARDING RECEIPT BY OAO GAZPROM OF
FUNDS IN A MAXIMUM SUM OF 6 BILLION U.S. DOLLARS OR
ITS EQUIVALENT IN RUBLES OR EUROS.
PROPOSAL #005: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO ROSSELKHOZBANK REGARDING
RECEIPT BY OAO GAZPROM OF FUNDS IN A MAXIMUM SUM OF
1.5 BILLION U.S. DOLLARS OR ITS EQUIVALENT IN RUBLES
OR EUROS.
PROPOSAL #006: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM:
TRANSACTIONS BETWEEN OAO GAZPROM AND GAZPROMBANK
(OPEN JOINT STOCK COMPANY), TO BE ENTERED INTO
PURSUANT TO A LOAN FACILITY AGREEMENT BETWEEN OAO
GAZPROM AND THE BANK, INVOLVING RECEIPT BY OAO
GAZPROM OF FUNDS IN A MAXIMUM SUM OF 25 BILLION
PROPOSAL #007: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM:
TRANSACTIONS BETWEEN OAO GAZPROM AND SBERBANK OF
RUSSIA OAO, TO BE ENTERED INTO PURSUANT TO A LOAN
FACILITY AGREEMENT BETWEEN OAO GAZPROM AND THE BANK,
INVOLVING RECEIPT BY OAO GAZPROM OF FUNDS IN A
MAXIMUM SUM OF 17 BILLION RUBLES.
PROPOSAL #008: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM:
TRANSACTIONS BETWEEN OAO GAZPROM AND ZAO
GAZENERGOPROMBANK, TO BE ENTERED INTO PURSUANT TO A
LOAN FACILITY AGREEMENT BETWEEN OAO GAZPROM AND THE
BANK, INVOLVING RECEIPT BY OAO GAZPROM OF FUNDS IN A
MAXIMUM SUM OF 100 MILLION U.S. DOLLARS.
PROPOSAL #009: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM:
TRANSACTIONS BETWEEN OAO GAZPROM AND OAO VTB BANK, TO
BE ENTERED INTO PURSUANT TO A LOAN FACILITY
AGREEMENT BETWEEN OAO GAZPROM AND THE BANK, INVOLVING
RECEIPT BY OAO GAZPROM OF FUNDS IN A MAXIMUM SUM OF
PROPOSAL #010: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH GAZPROMBANK (OPEN JOINT
STOCK COMPANY) WILL, UPON THE TERMS AND CONDITIONS
ANNOUNCED BY IT, ACCEPT AND CREDIT FUNDS TRANSFERRED
TO ACCOUNTS OPENED BY OAO GAZPROM AND CONDUCT
OPERATIONS THROUGH THE ACCOUNTS.
PROPOSAL #011: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND SBERBANK OF RUSSIA OAO
PURSUANT TO WHICH SBERBANK OF RUSSIA OAO WILL, UPON
THE TERMS AND CONDITIONS ANNOUNCED BY IT, ACCEPT AND
CREDIT FUNDS TRANSFERRED TO ACCOUNTS OPENED BY OAO
GAZPROM AND CONDUCT OPERATIONS THROUGH THE ACCOUNTS
IN ACCORDANCE WITH OAO GAZPROM'S INSTRUCTIONS.
PROPOSAL #012: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZENERGOPROMBANK
PURSUANT TO WHICH ZAO GAZENERGOPROMBANK WILL, UPON
THE TERMS AND CONDITIONS ANNOUNCED BY IT, ACCEPT AND
CREDIT FUNDS TRANSFERRED TO ACCOUNTS OPENED BY OAO
GAZPROM AND CONDUCT OPERATIONS THROUGH THE ACCOUNTS
IN ACCORDANCE WITH OAO GAZPROM'S INSTRUCTIONS.
PROPOSAL #013: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VTB BANK PURSUANT TO
WHICH OAO VTB BANK WILL, UPON THE TERMS AND
CONDITIONS ANNOUNCED BY IT, ACCEPT AND CREDIT FUNDS
TRANSFERRED TO ACCOUNTS OPENED BY OAO GAZPROM AND
CONDUCT OPERATIONS THROUGH THE ACCOUNTS IN ACCORDANCE
WITH OAO GAZPROM'S INSTRUCTIONS.
PROPOSAL #014: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH THE BANK WILL PROVIDE
SERVICES TO OAO GAZPROM MAKING USE OF THE BANK -
CLIENT ELECTRONIC PAYMENTS SYSTEM.
PROPOSAL #015: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND SBERBANK OF RUSSIA OAO
PURSUANT TO WHICH SBERBANK OF RUSSIA OAO WILL PROVIDE
SERVICES TO OAO GAZPROM MAKING USE OF THE CLIENT -
SBERBANK ELECTRONIC PAYMENTS SYSTEM.
PROPOSAL #016: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZENERGOPROMBANK
PURSUANT TO WHICH ZAO GAZENERGOPROMBANK WILL PROVIDE
SERVICES TO OAO GAZPROM MAKING USE OF THE BANK -
CLIENT ELECTRONIC PAYMENTS.
PROPOSAL #017: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VTB BANK PURSUANT TO
WHICH OAO VTB BANK WILL PROVIDE SERVICES TO OAO
GAZPROM MAKING USE OF THE BANK - CLIENT ELECTRONIC
PAYMENTS SYSTEM.
PROPOSAL #018: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: FOREIGN
CURRENCY PURCHASE / SALE TRANSACTIONS BETWEEN OAO
GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK COMPANY),
TO BE ENTERED INTO UNDER THE GENERAL AGREEMENT ON THE
CONDUCT OF CONVERSION OPERATIONS BETWEEN OAO GAZPROM
AND THE BANK DATED AS OF SEPTEMBER 12, 2006, NO.
3446, IN A MAXIMUM SUM OF 500 MILLION U.S. DOLLARS OR
ITS EQUIVALENT IN RUBLES, EUROS OR OTHER CURRENCY
FOR EACH TRANSACTION.
PROPOSAL #019: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT
STOCK COMPANY) PURSUANT TO WHICH OAO GAZPROM WILL
GRANT SURETYSHIPS TO SECURE PERFORMANCE OF OAO
GAZPROM'S SUBSIDIARIES' OBLIGATIONS TO GAZPROMBANK
(OPEN JOINT STOCK COMPANY).
PROPOSAL #020: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND SBERBANK OF RUSSIA OAO
PURSUANT TO WHICH OAO GAZPROM WILL GRANT SURETYSHIPS
TO SECURE PERFORMANCE OF OAO GAZPROM'S SUBSIDIARIES'
OBLIGATIONS TO SBERBANK OF RUSSIA OAO.
PROPOSAL #021: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH OAO GAZPROM WILL GRANT
SURETYSHIPS TO SECURE PERFORMANCE OF OAO GAZPROM'S
SUBSIDIARIES' OBLIGATIONS TO GAZPROMBANK (OPEN JOINT
STOCK COMPANY).
PROPOSAL #022: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENT
BETWEEN OAO GAZPROM AND NORD STREAM AG PURSUANT TO
WHICH OAO GAZPROM WILL ISSUE A GUARANTEE (SURETYSHIP)
TO NORD STREAM AG TO SECURE PERPORMANCE OF OOO
GAZPROM EXPORT'S OBLIGATIONS UNDER A GAS
TRANSPORTATION AGREEMENT BETWEEN NORD STREAM AG AND
OOO GAZPROM EXPORT.
PROPOSAL #023: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENT
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH GAZPROMBANK (OPEN JOINT
STOCK COMPANY) UNDERTAKES UNDER INSTRUCTIONS OF OAO
GAZPROM.
PROPOSAL #024: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO BELTRANSGAZ PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO BELTRANSGAZ
TEMPORARY POSSESSION AND USE OF THE FACILITIES OF THE
YAMAL - EUROPE TRUNK GAS PIPELINE SYSTEM AND RELATED
SERVICE EQUIPMENT.
PROPOSAL #025: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROMREGIONGAZ PURSUANT
TO WHICH OAO GAZPROM WILL GRANT OAO GAZPROMREGIONGAZ
TEMPORARY POSSESSION AND USE OF THE PROPERTY COMPLEX
OF THE GAS DISTRIBUTION SYSTEM.
PROPOSAL #026: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM NEFT ORENBURG
PURSUANT TO WHICH OAO GAZPROM WILL GRANT ZAO GAZPROM
NEFT ORENBURG TEMPORARY POSSESSION AND USE OF THE
WELLS AND DOWNHOLE AND ABOVE-GROUND WELL EQUIPMENT.
PROPOSAL #027: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROMTRUBINVEST
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO
GAZPROMTRUBINVEST TEMPORARY POSSESSION AND USE OF THE
BUILDING AND EQUIPMENT OF A TUBING AND CASING
MANUFACTURING FACILITY.
PROPOSAL #028: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO LAZURNAYA PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO LAZURNAYA TEMPORARY
POSSESSION AND USE OF THE PROPERTY OF THE FIRST AND
SECOND UNITS OF THE LAZURNAYA PEAK HOTEL COMPLEX.
PROPOSAL #029: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND DOAO TSENTRENERGOGAZ OF OAO
GAZPROM PURSUANT WHICH OAO GAZPROM WILL GRANT DOAO
TSENTRENERGOGAZ OF OAO GAZPROM.
PROPOSAL #030: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OOO GAZPROMTRANS
TEMPORARY POSSESSION AND USE OF THE INFRASTRUCTURE
FACILITIES OF THE RAILWAY STATIONS OF THE SURGUTSKIY
CONDENSATE STABILIZATION PLANT.
PROPOSAL #031: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OOO GAZPROMTRANS
TEMPORARY POSSESSION AND USE OF METHANOL TANK CARS
FOR A PERIOD OF NOT MORE THAN 5 YEARS AND OOO
GAZPROMTRANS WILL MAKE PAYMENT FOR USING SUCH
PROPERTY IN A MAXIMUM SUM OF 190 MILLION RUBLES.
PROPOSAL #032: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO TSENTRGAZ PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO TSENTRGAZ TEMPORARY
POSSESSION AND USE OF THE FACILITIES OF A
PREVENTATIVE CLINIC THAT ARE SITUATED IN THE TULSKAYA
REGION, SHCHOKINSKIY DISTRICT, TOWNSHIP OF GRUMANT,
FOR A PERIOD OF NOT MORE THAN 12 MONTHS AND OAO
TSENTRGAZ WILL MAKE PAYMENT FOR USING SUCH PROPERTY
IN A MAXIMUM SUM OF 24.1 MILLION RUBLES.
PROPOSAL #033: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO DRUZHBA PURSUANT TO WHICH
OAO GAZPROM WILL GRANT OAO DRUZHBA TEMPORARY
POSSESSION AND USE OF THE FACILITIES OF DRUZHBA
VACATION CENTER.
PROPOSAL #034: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM WILL GRANT OAO GAZPROM PROMGAZ
TEMPORARY POSSESSION AND USE OF EXPERIMENTAL
PROTOTYPES OF GAS-USING EQUIPMENT.
PROPOSAL #035: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH OAO GAZPROM WILL GRANT
GAZPROMBANK (OPEN JOINT STOCK COMPANY) TEMPORARY
POSSESSION AND USE OF THE NON-RESIDENTIAL PREMISES IN
A BUILDING.
PROPOSAL #036: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SALAVATNEFTEORGSINTEZ
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO
SALAVATNEFTEORGSINTEZ TEMPORARY POSSESSION AND USE OF
THE GAS CONDENSATE PIPELINE RUNNING FROM THE
KARACHAGANAKSKOYE GAS CONDENSATE FIELD TO THE
ORENBURGSKIY GAS REFINERY.
PROPOSAL #037: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VOSTOKGAZPROM PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO VOSTOKGAZPROM
TEMPORARY POSSESSION AND USE OF AN M-468R SPECIAL-
PURPOSE COMMUNICATIONS INSTALLATION.
PROPOSAL #038: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROM EXPORT PURSUANT
TO WHICH OAO GAZPROM WILL GRANT OOO GAZPROM EXPORT
TEMPORARY POSSESSION AND USE OF AN M-468R SPECIAL-
PURPOSE COMMUNICATIONS INSTALLATION.
PROPOSAL #039: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM NEFT PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO GAZPROM NEFT
TEMPORARY POSSESSION AND USE OF AN M-468R SPECIAL-
PURPOSE COMMUNICATIONS INSTALLATION.
PROPOSAL #040: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM SPACE SYSTEMS
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO GAZPROM
SPACE SYSTEMS TEMPORARY POSSESSION AND USE OF AN ERP
SOFTWARE AND HARDWARE SOLUTION, SYSTEM FOR MANAGING
OAO GAZPROM'S PROPERTY AND OTHER ASSETS AT OAO GAZCOM
LEVEL (ERP).
PROPOSAL #041: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST PURSUANT
TO WHICH OAO GAZPROM WILL GRANT ZAO YAMALGAZINVEST
TEMPORARY POSSESSION AND USE OF AN ERP SOFTWARE AND
HARDWARE SOLUTION, SYSTEM FOR MANAGING OAO GAZPROM'S
PROPERTY AND OTHER ASSETS AT ZAO YAMALGAZINVEST LEVEL
(ERP).
PROPOSAL #042: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZTELECOM PURSUANT TO
WHICH OAO GAZPROM WILL GRANT ZAO GAZTELECOM TEMPORARY
POSSESSION AND USE OF COMMUNICATIONS FACILITIES
WITHIN THE COMPOSITION OF BUILDINGS, COMMUNICATIONS
LINES, COMMUNICATIONS NETWORKS, CABLE DUCT SYSTEMS
AND EQUIPMENT.
PROPOSAL #043: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO TSENTRCASPNEFTEGAZ
PURSUANT TO WHICH OAO GAZPROM WILL EXTEND TO OOO
TSENTRCASPNEFTEGAZ LONG-TERM LOANS IN AN AGGREGATE
MAXIMUM SUM OF 12.6 BILLION RUBLES FOR THE PURPOSE OF
DEVELOPMENT BY IT IN 2009-2011 OF THE TSENTRALNAYA
GEOLOGICAL STRUCTURE.
PROPOSAL #044: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH THE BANK WILL ISSUE
GUARANTEES TO THE RUSSIAN FEDERATION'S CUSTOMS
AUTHORITIES WITH RESPECT TO THE OBLIGATIONS OF OAO
GAZPROM AS A CUSTOMS BROKER TO PAY CUSTOMS PAYMENTS
AND EVENTUAL INTEREST AND PENALTIES.
PROPOSAL #045: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OAO GAZPROM WILL DELIVER AND OOO MEZHREGIONGAZ
WILL ACCEPT (OFF-TAKE) GAS IN AN AMOUNT OF NOT MORE
THAN 300 BILLION CUBIC METERS, DELIVERABLE MONTHLY,
AND WILL PAY FOR GAS A MAXIMUM SUM OF 886.9 BILLION
RUBLES.
PROPOSAL #046: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OOO MEZHREGIONGAZ UNDERTAKES UNDER
INSTRUCTIONS OF OAO GAZPROM AND FOR A FEE OF NOT MORE
THAN 200 MILLION RUBLES, IN ITS OWN NAME.
PROPOSAL #047: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OOO MEZHREGIONGAZ WILL DELIVER AND OAO GAZPROM
WILL ACCEPT (OFF-TAKE) GAS PURCHASED BY OOO
MEZHREGIONGAZ FROM INDEPENDENT ENTITIES, IN AN AMOUNT
OF NOT MORE THAN 21.9 BILLION CUBIC METERS FOR A
MAXIMUM SUM OF 70 BILLION RUBLES.
PROPOSAL #048: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROM EXPORT PURSUANT
TO WHICH OOO GAZPROM EXPORT UNDERTAKES UNDER
INSTRUCTIONS OF OAO GAZPROM AND FOR A FEE OF NOT MORE
THAN 55 MILLION RUBLES, IN ITS OWN NAME.
PROPOSAL #049: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OAO GAZPROM WILL DELIVER AND OOO MEZHREGIONGAZ
WILL ACCEPT (OFF-TAKE) GAS PURCHASED BY OAO GAZPROM
FROM OAO LUKOIL AND STORED IN UNDERGROUND GAS STORAGE
FACILITIES.
PROPOSAL #050: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO NORTHGAS PURSUANT TO
WHICH ZAO NORTHGAS WILL DELIVER AND OAO GAZPROM WILL
ACCEPT (OFF-TAKE) GAS IN AN AMOUNT OF NOT MORE THAN
4.8 BILLION CUBIC METERS, DELIVERABLE MONTHLY, AND
WILL PAY FOR GAS A MAXIMUM SUM OF 4 BILLION RUBLES.
PROPOSAL #051: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SEVERNEFTEGAZPROM
PURSUANT TO WHICH OAO SEVERNEFTEGAZPROM WILL DELIVER
AND OAO GAZPROM WILL ACCEPT (OFF-TAKE) GAS IN AN
AMOUNT OF NOT MORE THAN 24.2 BILLION CUBIC METERS AND
WILL PAY FOR GAS A MAXIMUM SUM OF 23 BILLION RUBLES.
PROPOSAL #052: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM NEFT ORENBURG
PURSUANT TO WHICH ZAO GAZPROM NEFT ORENBURG WILL
DELIVER AND OAO GAZPROM WILL ACCEPT (OFF-TAKE)
UNSTABLE CRUDE OIL IN AN AMOUNT OF NOT MORE THAN 650
THOUSAND TONS AND WILL PAY FOR CRUDE OIL A MAXIMUM
SUM OF 5.3 BILLION RUBLES.
PROPOSAL #053: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SIBUR HOLDING PURSUANT TO
WHICH OAO SIBUR HOLDING WILL DELIVER AND OAO GAZPROM
WILL ACCEPT (OFF-TAKE) DRY STRIPPED GAS PROCESSED AT
GAS REFINING COMPLEXES IN AN AMOUNT OF NOT MORE THAN
4.5 BILLION CUBIC METERS AND WILL PAY FOR GAS A
MAXIMUM SUM OF 5.1 BILLION RUBLES.
PROPOSAL #054: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SIBUR HOLDING PURSUANT TO
WHICH OAO GAZPROM WILL SELL AND OAO SIBUR HOLDING
WILL BUY ETHANE FRACTION IN A TOTAL AMOUNT OF 4.885
MILLION TONS FOR A MAXIMUM SUM OF 33.707 BILLION
PROPOSAL #055: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENT
BETWEEN OAO GAZPROM AND OAO SIBUR HOLDING PURSUANT TO
WHICH OAO SIBUR HOLDING UNDERTAKES UNDER
INSTRUCTIONS OF OAO GAZPROM AND FOR A FEE OF NOT MORE
THAN 30 MILLION RUBLES. ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
PROPOSAL #056: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SIBUR HOLDING PURSUANT TO
WHICH OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 1.2 BILLION CUBIC METERS AND
OAO SIBUR HOLDING WILL PAY FOR THE SERVICES RELATED
TO ARRANGING FOR THE TRANSPORTATION OF GAS VIA TRUNK
GAS PIPELINES A MAXIMUM SUM OF 1 BILLION RUBLES.
PROPOSAL #057: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO TOMSKGAZPROM PURSUANT TO
WHICH OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 3 BILLION CUBIC METERS AND
OAO SIBUR HOLDING WILL PAY FOR THE SERVICES RELATED
TO ARRANGING FOR THE TRANSPORTATION OF GAS VIA TRUNK
GAS PIPELINE A MAXIMUM SUM OF 1.2 BILLION RUBLES.
PROPOSAL #058: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 45 BILLION CUBIC METERS
ACROSS THE TERRITORY OF THE RUSSIAN FEDERATION, CIS
COUNTRIES AND BALTIC STATES AND WILL PAY FOR THE
SERVICES RELATEDT TO ARRANGING FOR TRANSPORTATION OF
GAS VIA TRUNK GAS PIPELINES A MAXIMUM SUM OF 70
PROPOSAL #059: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM NEFT PURSUANT TO
WHICH OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 3.8 BILLION CUBIC METERS AND
OAO GAZPROM NEFT WILL PAY FOR THE SERVICES RELATED TO
ARRANGING FOR TRANSPORTATION OF GAS VIA TRUNK GAS
PIPELINES A MAXIMUM SUM OF 2.62 BILLION RUBLES.
PROPOSAL #060: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO NOVATEK PURSUANT TO WHICH
OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 45 BILLION CUBIC METERS OAO
NOVATEK WILL PAY FOR THE SERVICES ARRANGING FOR THE
TRANSPORTATION OF GAS VIA TRUNK GAS PIPELINES A
MAXIMUM SUM OF 60 BILLION RUBLES.
PROPOSAL #061: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO NOVATEK PURSUANT TO WHICH
OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE INJECTION INTO AND STORAGE IN
UNDERGROUND GAS STORAGE FACILITIES OF GAS OWNED BY
OAO NOVATEK IN AN AMOUNT OF NOT MORE THAN 1 BILLION
PROPOSAL #062: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND A/S LATVIJAS GAZE PURSUANT TO
WHICH OAO GAZPROM WILL SELL AND A/S LATVIJAS GAZE
WILL PURCHASE GAS. ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
PROPOSAL #063: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND AB LIETUVOS DUJOS PURSUANT TO
WHICH OAO GAZPROM WILL SELL AND AB LIETUVOS DUJOS
WILL PURCHASE GAS. ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
PROPOSAL #064: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND UAB KAUNO TERMOFIKACIJOS
ELEKTRINE PURSUANT TO WHICH OAO GAZPROM WILL SELL AND
UAB KAUNO TERMOFIKACIJOS ELEKTRINE WILL PURCHASE
GAS. ALL AS MORE FULLY DESCRIBED IN THE PROXY
PROPOSAL #065: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND MOLDOVAGAZ S.A. PURSUANT TO
WHICH OAO GAZPROM WILL DELIVER AND MOLDOVAGAZ S.A.
WILL ACCEPT (OFF-TAKE) IN 2010 GAS IN AN AMOUNT OF
NOT MORE THAN 3.9 BILLION CUBIC METERS AND WILL PAY
FOR GAS A MAXIMUM SUM OF 1.33 BILLION U.S. DOLLARS.
PROPOSAL #066: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND MOLDOVAGAZ S.A. PURSUANT TO
WHICH IN 2010 MOLDOVAGAZ S.A. WILL PROVIDE SERVICES
RELATED TO THE TRANSPORTATION OF GAS IN TRANSIT MODE
ACROSS THE TERRITORY OF THE REPUBLIC OF MOLDOVA.
PROPOSAL #067: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND KAZROSGAZ LLP PURSUANT TO
WHICH KAZROSGAZ LLP WILL SELL AND OAO GAZPROM WILL
PURCHASE IN 2010 GAS IN AN AMOUNT OF NOT MORE THAN
1.2 BILLION CUBIC METERS FOR A MAXIMUM SUM OF 150
MILLION U.S. DOLLARS.
PROPOSAL #068: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND KAZROSGAZ LLP PURSUANT TO
WHICH IN 2010 OAO GAZPROM WILL PROVIDE SERVICES
RELATED TO THE TRANSPORTATION ACROSS THE TERRITORY OF
THE RUSSIAN FEDERATION OF GAS OWNED BY KAZROSGAZ LLP.
PROPOSAL #069: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO BELTRANSGAZ PURSUANT TO
WHICH OAO GAZPROM WILL SELL AND OAO BELTRANSGAZ WILL
PURCHASE IN 2010 GAS IN AN AMOUNT OF NOT MORE THAN
22.1 BILLION CUBIC METERS FOR A MAXIMUM SUM OF 4.42
BILLION U.S. DOLLARS.
PROPOSAL #070: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS PURSUANT TO
WHICH OOO GAZPROMTRANS UNDERTAKES, USING IN-HOUSE
AND/OR OUTSIDE PERSONNEL AND RESOURCES, TO PERFORM IN
ACCORDANCE WITH INSTRUCTIONS FROM OAO GAZPROM.
PROPOSAL #071: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM INVEST YUG
PURSUANT TO WHICH ZAO GAZPROM INVEST YUG UNDERTAKES,
USING IN-HOUSE AND/OR OUTSIDE PERSONNEL AND
RESOURCES, TO PERFORM IN ACCORDANCE WITH INSTRUCTIONS
FROM OAO GAZPROM.
PROPOSAL #072: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST PURSUANT
TO WHICH ZAO YAMALGAZINVEST UNDERTAKES, USING IN-
HOUSE AND/OR OUTSIDE PERSONNEL AND RESOURCES, TO
PERFORM IN ACCORDANCE WITH INSTRUCTIONS FROM OAO
PROPOSAL #073: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM SPACE SYSTEMS
PURSUANT TO WHICH OAO GAZPROM SPACE SYSTEMS
UNDERTAKES, DURING THE PERIOD FROM JULY 1, 2009 TO
DECEMBER 31, 2010, IN ACCORDANCE WITH INSTRUCTIONS
FROM OAO GAZPROM.
PROPOSAL #074: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST PURSUANT
TO WHICH ZAO YAMALGAZINVEST UNDERTAKES, DURING THE
PERIOD FROM JULY 1, 2009 TO DECEMBER 31, 2010, IN
ACCORDANCE WITH INSTRUCTIONS FROM OAO GAZPROM.
PROPOSAL #075: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM NEFT ORENBURG
PURSUANT TO WHICH ZAO GAZPROM NEFT ORENBURG
UNDERTAKES, DURING THE PERIOD FROM JULY 1, 2009 TO
DECEMBER 31, 2010, IN ACCORDANCE WITH INSTRUCTIONS
FROM OAO GAZPROM.
PROPOSAL #076: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM INVEST YUG
PURSUANT TO WHICH ZAO GAZPROM INVEST YUG UNDERTAKES,
DURING THE PERIOD FROM JULY 1, 2009 TO DECEMBER 31,
2010, IN ACCORDANCE WITH INSTRUCTIONS FROM OAO
PROPOSAL #077: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS PURSUANT TO
WHICH OOO GAZPROMTRANS UNDERTAKES, DURING THE PERIOD
FROM JULY 1, 2009 TO DECEMBER 31, 2010, IN ACCORDANCE
WITH INSTRUCTIONS FROM OAO GAZPROM.
PROPOSAL #078: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZTELECOM PURSUANT TO
WHICH ZAO GAZTELECOM UNDERTAKES, DURING THE PERIOD
FROM JULY 1, 2009 TO DECEMBER 31, 2010, IN ACCORDANCE
WITH INSTRUCTIONS FROM OAO GAZPROM.
PROPOSAL #079: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO FEDERAL RESEARCH AND
PRODUCTION CENTER NEFTEGAZAEROCOSMOS PURSUANT TO
WHICH ZAO FEDERAL RESEARCH AND PRODUCTION CENTER
NEFTEGAZAEROCOSMOS UNDERTAKES, DURING THE PERIOD FROM
JULY 1, 2009 TO DECEMBER 31, 2010.
PROPOSAL #080: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ. ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #081: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, IN THE EVENT THAT HARM IS
CAUSED TO THE LIFE, HEALTH OR PROPERTY OF OTHER
PERSONS OR TO THE ENVIRONMENT AS A RESULT OF AN
EMERGENCY OR INCIDENT THAT OCCURS, AMONGST OTHER
PROPOSAL #082: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, IN THE EVENT THAT HARM IS
CAUSED TO THE LIFE OR HEALTH OF OAO GAZPROM'S
EMPLOYEES (INSURED PERSONS).
PROPOSAL #083: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, WHENEVER EMPLOYEES OF OAO
GAZPROM OR MEMBERS OF THEIR FAMILIES OR NON-WORKING
RETIRED FORMER EMPLOYEES OF OAO GAZPROM OR MEMBERS OF
THEIR FAMILIES (INSURED PERSONS WHO ARE
PROPOSAL #084: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, WHENEVER EMPLOYEES OF OAO
GAZPROM AVTOPREDPRIYATIE, A BRANCH OF OAO GAZPROM, OR
MEMBERS OF THEIR FAMILIES OR NON-WORKING RETIRED
FORMER EMPLOYEES OF OAO GAZPROM AVTOPREDPRIYATIE.
PROPOSAL #085: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, IN THE EVENT THAT OAO GAZPROM,
ACTING IN ITS CAPACITY AS CUSTOMS BROKER, INCURS
LIABILITY AS A RESULT OF ANY HARM HAVING BEEN CAUSED
TO THE PROPERTY OF THIRD PERSONS.
PROPOSAL #086: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, WHENEVER HARM (DAMAGE OR
DESTRUCTION) IS CAUSED TO A TRANSPORTATION VEHICLE
OWNED BY OAO GAZPROM. ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
PROPOSAL #087: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENT
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, IN THE EVENT. ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #088: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VOSTOKGAZPROM, OAO
GAZPROM PROMGAZ, OAO GAZPROMREGIONGAZ, OOO GAZPROM
EXPORT, OAO GAZPROM SPACE SYSTEMS, OOO GAZPROMTRANS,
OOO GAZPROM KOMPLEKTATSIYA, OAO LAZURNAYA, ZAO
GAZPROM NEFT ORENBURG, ZAO YAMALGAZINVEST, OAO
SALAVATNEFTEORGSINTEZ, DOAO TSENTRENERGOGAZ OF OAO
GAZPROM AND OAO TSENTRGAZ (THE CONTRACTORS).
PROPOSAL #089: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND DOAO TSENTRENERGOGAZ OF OAO
GAZPROM PURSUANT TO WHICH DOAO TSENTRENERGOGAZ OF OAO
GAZPROM UNDERTAKES TO PERFORM DURING THE PERIOD FROM
JULY 1, 2009 TO OCTOBER 30, 2010.
PROPOSAL #090: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZAVTOMATIKA OF OAO
GAZPROM PURSUANT TO WHICH OAO GAZAVTOMATIKA OF OAO
GAZPROM UNDERTAKES TO PERFORM DURING THE PERIOD FROM
JULY 1, 2009 TO JUNE 30, 2011.
PROPOSAL #091: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR DEVELOPMENT OF RECOMMENDATIONS
REGARDING THE DETERMINATION OF THE AMOUNTS OF
OVERHEAD EXPENSES AND ANTICIPATED PROFITS IN THE
CONSTRUCTION OF OAO GAZPROM'S WELLS, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #092: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM RESEARCH WORK FOR DEVELOPMENT
OF PROGRAMS FOR THE RECONSTRUCTION AND TECHNOLOGICAL
UPGRADING OF THE GAS FACILITIES OF THE GAZPROM GROUP
FOR 2010, ALL AS MORE FULLY DESCRIBED IN THE PROXY
PROPOSAL #093: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM RESEARCH WORK FOR DEVELOPMENT
OF A CONCEPT FOR UTILIZATION OF RENEWABLE ENERGY
SOURCES BY OAO GAZPROM ON THE BASIS OF AN ANALYSIS OF
THE EXPERIENCE OF GLOBAL ENERGY COMPANIES IN THE
AREA OF DEVELOPMENT OF ALTERNATIVE POWER, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #094: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM RESEARCH WORK FOR DEVELOPMENT
OF REGULATORY AND TECHNICAL DOCUMENTATION RELATED TO
THE ORGANIZATION AND PERFORMANCE OF REPAIRS AT OAO
GAZPROM'S FACILITIES, ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
PROPOSAL #095: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM RESEARCH WORK FOR IMPROVING THE
REGULATORY AND METHODOLOGICAL FRAMEWORK FOR ENERGY
SAVING AT OAO GAZPROM'S FACILITIES, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #096: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR DEVELOPMENT OF REGULATORY DOCUMENTS
IN THE AREA OF THE ENERGY INDUSTRY, INCLUDING SEA-
BASED FACILITIES, ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
PROPOSAL #097: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR DEVELOPMENT OF A SYSTEM OF MEDICAL,
SANITARY AND PSYCHOLOGICAL SUPPORT FOR WORK AT THE
SHTOKMAN FIELD MAKING USE OF ROTATIONAL TEAM LABOR,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #098: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR ANALYTICAL STUDIES OF THE COST OF 1
METER OF DRILLING PROGRESS AT OAO GAZPROM'S FIELDS
AND SITES, ALL AS MORE FULLY DESCRIBED IN THE PROXY
STATEMENT.
PROPOSAL #099: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR ARRANGING FOR THE MONITORING OF
PRICES FOR ALL TYPES OF CAPITAL CONSTRUCTION
RESOURCES WITH REFERENCE TO AREAS OF CLUSTERED
CONSTRUCTION OF OAO GAZPROM'S FACILITIES, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #100: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
OF OAO GAZPROM WITH OAO GAZPROM PROMGAZ AND OAO
GAZAVTOMATIKA OF OAO GAZPROM (THE CONTRACTORS), ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #101: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM INVEST YUG, OOO
GAZPROMTRANS, ZAO GAZPROM ZARUBEZHNEFTEGAZ, OAO
GAZPROM PROMGAZ, OOO SEVERNEFTEGAZPROM, ZAO
YAMALGAZINVEST, ZAO GAZPROM NEFT ORENBURG, OOO
GAZPROM KOMPLEKTATSIYA, OAO VOSTOKGAZPROM, OAO
TOMSKGAZPROM, OAO TGK-1, OAO MOSENERGO, OOO GAZPROM
TSENTRREMONT, OAO TSENTRGAZ, OOO GAZPROM EXPORT, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
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ISSUER: OIL CO LUKOIL
TICKER: N/A CUSIP: 677862104
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the 2008 annual report of Oao ISSUER YES FOR FOR
Lukoil and the annual financial statements, including
income statements [profit and loss accounts] of the
Company, and also distribution of profits [including
through the payment (declaration) of dividends] and
losses of the Company on the basis of annual results
and determination of the size, date, form and
procedure of payment of dividends
PROPOSAL #2.1: Elect Mr. Vagit Yu. Alekperov as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #2.2: Elect Mr. Igor V. Belikov as a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Elect Mr. Viktor V. Blazheev as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #2.4: Elect Mr. Donald E. Wallette (Jr.) as ISSUER YES AGAINST AGAINST
a Director
PROPOSAL #2.5: Elect Mr. Valery I. Grayfer as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #2.6: Elect Mr. German O. Gref as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #2.7: Elect Mr. Igor S. Ivanov as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #2.8: Elect Mr. Ravil U. Maganov as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #2.9: Elect Mr. Richard H. Matzke as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #2.10: Elect Mr. Sergei A. Mikhailov as a ISSUER YES FOR FOR
Director
PROPOSAL #2.11: Elect Mr. Nikolai A. Tsvetkov as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #2.12: Elect Mr. Alexander N. Shokhin as a ISSUER YES FOR FOR
Director
PROPOSAL #3.1: Elect Mr. Lyubov Ivanova as a Member ISSUER YES FOR FOR
to the Audit Commission
PROPOSAL #3.2: Elect Mr. Pavel Kondratyev as a Member ISSUER YES FOR FOR
to the Audit Commission
PROPOSAL #3.3: Elect Mr. Vladimir Nikitenko as a ISSUER YES FOR FOR
Member to the Audit Commission
PROPOSAL #4.1: Approve the disbursement of ISSUER YES FOR FOR
remuneration to the Directors and the Members of the
Audit Commission
PROPOSAL #4.2: Approve the remuneration of the ISSUER YES FOR FOR
Directors and the Members of the Audit Commission at
levels approved at 26 JUN 2008, AGM
PROPOSAL #5.: Ratify Zao KPMG as the Auditor ISSUER YES FOR FOR
PROPOSAL #6.: Amend the regulations on the procedure ISSUER YES FOR FOR
for preparing and holding the general shareholders
meeting of Oao Lukoil
PROPOSAL #7.: Approve the interested-party transaction ISSUER YES FOR FOR
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ISSUER: OIL CO LUKOIL
TICKER: LUKOY CUSIP: 677862104
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO APPROVE THE 2008 ANNUAL REPORT OF ISSUER YES FOR FOR
OAO LUKOIL AND THE ANNUAL FINANCIAL STATEMENTS,
INCLUDING INCOME STATEMENTS (PROFIT AND LOSS
ACCOUNTS) OF THE COMPANY, AND ALSO DISTRIBUTION OF
PROFITS (INCLUDING THROUGH THE PAYMENT (DECLARATION)
OF DIVIDENDS) AND LOSSES OF THE COMPANY ON THE BASIS
OF ANNUAL RESULTS. DETERMINATION OF THE SIZE, DATE,
FORM AND PROCEDURE OF PAYMENT OF DIVIDENDS.
PROPOSAL #2A: ELECTION OF DIRECTOR: ALEKPEROV, VAGIT ISSUER YES AGAINST AGAINST
YUSUFOVICH
PROPOSAL #2B: ELECTION OF DIRECTOR: BELIKOV, IGOR ISSUER YES FOR FOR
VYACHESLAVOVICH
PROPOSAL #2C: ELECTION OF DIRECTOR: BLAZHEEV, VIKTOR ISSUER YES AGAINST AGAINST
VLADIMIROVICH
PROPOSAL #2D: ELECTION OF DIRECTOR: WALLETTE (JR.), ISSUER YES AGAINST AGAINST
DONALD EVERT
PROPOSAL #2E: ELECTION OF DIRECTOR: GRAYFER, VALERY ISSUER YES AGAINST AGAINST
ISAAKOVICH
PROPOSAL #2F: ELECTION OF DIRECTOR: GREF, HERMAN ISSUER YES AGAINST AGAINST
OSKAROVICH
PROPOSAL #2G: ELECTION OF DIRECTOR: IVANOV, IGOR ISSUER YES AGAINST AGAINST
SERGEEVICH
PROPOSAL #2H: ELECTION OF DIRECTOR: MAGANOV, RAVIL ISSUER YES AGAINST AGAINST
ULFATOVICH
PROPOSAL #2I: ELECTION OF DIRECTOR: MATZKE, RICHARD ISSUER YES AGAINST AGAINST
HERMAN
PROPOSAL #2J: ELECTION OF DIRECTOR: MIKHAILOV, SERGEI ISSUER YES FOR FOR
ANATOLIEVICH
PROPOSAL #2K: ELECTION OF DIRECTOR: TSVETKOV, NIKOLAI ISSUER YES AGAINST AGAINST
ALEXANDROVICH
PROPOSAL #2L: ELECTION OF DIRECTOR: SHOKHIN, ISSUER YES FOR FOR
ALEXANDER NIKOLAEVICH
PROPOSAL #3A: TO ELECT THE AUDIT COMMISSION FROM THE ISSUER YES FOR FOR
LIST OF CANDIDATES APPROVED BY THE BOARD OF DIRECTORS
OF OAO LUKOIL ON 4 FEBRUARY 2009 (MINUTES N2 4):
IVANOVA, LYUBOV GAVRILOVNA.
PROPOSAL #3B: TO ELECT THE AUDIT COMMISSION FROM THE ISSUER YES FOR FOR
LIST OF CANDIDATES APPROVED BY THE BOARD OF DIRECTORS
OF OAO LUKOIL ON 4 FEBRUARY, 2009 (MINUTES N2 4):
KONDRATIEV, PAVEL GENNADIEVICH
PROPOSAL #3C: TO ELECT THE AUDIT COMMISSION FROM THE ISSUER YES FOR FOR
LIST OF CANDIDATES APPROVED BY THE BOARD OF DIRECTORS
OF OAO LUKOIL ON 4 FEBRUARY, 2009 (MINUTES N2 4):
NIKITENKO, VLADIMIR NIKOLAEVICH
PROPOSAL #4A: TO PAY REMUNERATION AND REIMBURSE ISSUER YES FOR FOR
EXPENSES TO MEMBERS OF THE BOARD OF DIRECTORS AND THE
AUDIT COMMISSION OF OAO LUKOIL ACCORDING TO
APPENDIX HERETO.
PROPOSAL #4B: TO DEEM IT APPROPRIATE TO RETAIN THE ISSUER YES FOR FOR
AMOUNTS OF REMUNERATION FOR MEMBERS OF THE BOARD OF
DIRECTORS AND THE AUDIT COMMISSION OF THE COMPANY
ESTABLISHED BY DECISION OF THE ANNUAL GENERAL
SHAREHOLDERS MEETING OF OAO LUKOIL OF 26 JUNE 2008
(MINUTES NO. 1).
PROPOSAL #05: TO APPROVE THE INDEPENDENT AUDITOR OF ISSUER YES FOR FOR
OAO LUKOIL - CLOSED JOINT STOCK COMPANY KPMG.
PROPOSAL #06: TO APPROVE AMENDMENTS TO THE ISSUER YES FOR FOR
REGULATIONS ON THE PROCEDURE FOR PREPARING AND
HOLDING THE GENERAL SHAREHOLDERS MEETING OF OAO
LUKOIL, PURSUANT TO THE APPENDIX HERETO.
PROPOSAL #07: TO APPROVE AN INTERESTED-PARTY ISSUER YES FOR FOR
TRANSACTION - POLICY (CONTRACT) ON INSURING THE
LIABILITY OF DIRECTORS, OFFICERS AND CORPORATIONS
BETWEEN OAO LUKOIL AND OAO KAPITAL STRAKHOVANIE, ON
THE TERMS AND CONDITIONS INDICATED IN THE APPENDIX
HERETO.
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ISSUER: ORIX CORPORATION
TICKER: N/A CUSIP: J61933123
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Expand Business ISSUER YES FOR FOR
Lines, Approve Minor Revisions Related to
Dematerialization of Shares and the Other Updated
Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.11: Appoint a Director ISSUER YES AGAINST AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: OSAKA GAS CO.,LTD.
TICKER: N/A CUSIP: J62320114
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Allow Use of ISSUER YES FOR FOR
Electronic Systems for Public Notifications, Approve
Minor Revisions Related to Dematerialization of
Shares and the other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Appoint a Director ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: OXIANA LTD
TICKER: N/A CUSIP: Q7186A100
MEETING DATE: 7/18/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Approve to change the Company name for ISSUER YES FOR FOR
the purposes of Section 157 (1) of the Corporations
Act 2001 and for all other purposes, the Company
adopt 'OZ Minerals Limited' as the New name of the
PROPOSAL #2.1: Re-elect Mr. Owen Leigh Hegarty as a ISSUER YES FOR FOR
Director of the Company, who retires in accordance
with Article 6.3(h)of the Company's Constitution
PROPOSAL #2.2: Re-elect Mr. Peter Mansell as a ISSUER YES FOR FOR
Director of the Company, who retires in accordance
with Article 6.3 of the Company's Constitution
PROPOSAL #2.3: Re-elect Dr. Peter Cassidy as a ISSUER YES FOR FOR
Director of the Company, who retires in accordance
with Article 6.3 of the Company's Constitution
PROPOSAL #2.4: Re-elect Mr. Anthony Larkin as a ISSUER YES FOR FOR
Director of the Company, who retires in accordance
with Article 6.3 of the Company's Constitution
PROPOSAL #2.5: Re-elect Mr. Richard Knight as a ISSUER YES FOR FOR
Director of the Company, who retires in accordance
with Article 6.3 of the Company's Constitution
PROPOSAL #2.6: Re-elect Mr. Dean Pritchard as a ISSUER YES FOR FOR
Director of the Company, who retires in accordance
with Article 6.3 of the Company's Constitution
PROPOSAL #3.: Approve to increase the Directors' fee ISSUER YES FOR FOR
limit from the maximum total amount of Directors' fee
payable by the Company to Non-Executive Directors by
AUD 1,500,000 per annum to a maximum of AUD
2,700,000 per annum with effect from 20 JUN 2008
PROPOSAL #4.: Approve, for the purposes of Section ISSUER YES AGAINST AGAINST
200E of the Corporations Act 2001 and for all other
purposes the Company benefits payable to Mr. Owen
Hegarty in connection with his retirement as Managing
Director and CEO as described in the Explanatory
Memorandum accompanying the notice convening this
meeting
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: P.T. TELEKOMUNIKASI INDONESIA, TBK
TICKER: TLK CUSIP: 715684106
MEETING DATE: 9/19/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: FILLING THE VACANT POSITION ON THE ISSUER YES FOR FOR
BOARD OF COMMISSIONERS.
PROPOSAL #02: EXTENSION OF THE TERM OF THE COMPANY'S ISSUER YES FOR FOR
BOARD OF COMMISSIONERS, WHICH MEMBERS WERE ELECTED IN
THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
DATED 10 MARCH 2004, UNTIL THE CLOSING OF THE
COMPANY'S ANNUAL GENERAL MEETING OF SHAREHOLDERS IN
2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: P.T. TELEKOMUNIKASI INDONESIA, TBK
TICKER: TLK CUSIP: 715684106
MEETING DATE: 6/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE COMPANY'S ANNUAL REPORT ISSUER YES FOR FOR
FOR THE 2008 FINANCIAL YEAR, INCLUDING THE BOARD OF
COMMISSIONERS' SUPERVISORY REPORT.
PROPOSAL #02: RATIFICATION OF FINANCIAL REPORT AND ISSUER YES FOR FOR
PARTNERSHIP & COMMUNITY DEVELOPMENT PROGRAM FOR THE
2008 FINANCIAL YEAR, & ACQUITTAL & DISCHARGE TO ALL
MEMBERS OF BOARD OF DIRECTORS & COMMISSIONERS.
PROPOSAL #03: APPROPRIATION OF THE COMPANY'S NET ISSUER YES FOR FOR
INCOME FOR THE 2008 FINANCIAL YEAR.
PROPOSAL #04: DETERMINATION OF REMUNERATION FOR ISSUER YES FOR FOR
MEMBERS OF BOARD OF DIRECTORS AND BOARD OF
COMMISSIONER FOR THE 2009 FINANCIAL YEAR.
PROPOSAL #05: APPOINTMENT OF PUBLIC ACCOUNTANT OFFICE ISSUER YES FOR FOR
TO AUDIT THE COMPANY'S FINANCIAL STATEMENTS FOR THE
2009 FINANCIAL YEAR INCLUDING INTERNAL CONTROL AUDIT
ON THE FINANCIAL STATEMENTS, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #06: STIPULATION OF MINISTER OF STATE OWNED- ISSUER YES FOR FOR
ENTERPRISES REGULATION NO.05/MBU/2008 REGARDING
GENERAL GUIDANCE FOR THE PROCUREMENT OF GOODS AND
SERVICES FOR STATE-OWNED ENTERPRISES.
PROPOSAL #07: APPOINTMENT/CHANGE OF THE MEMBERS OF ISSUER YES AGAINST AGAINST
THE COMPANY'S BOARD OF COMMISSIONERS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PETRO-CDA
TICKER: N/A CUSIP: 71644E102
MEETING DATE: 6/4/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Approve the plan of arrangement [the ISSUER YES FOR FOR
Arrangement] under Section 192 of the Canada Business
Corporations Act providing for the amalgamation of
Suncor Energy Incorporation and Petro-Canada, as
specified
PROPOSAL #2.: Approve new Stock Option Plan for the ISSUER YES FOR FOR
Corporation resulting from the amalgamation of Petro-
Canada and Suncor pursuant to the arrangement,
conditional upon the arrangement becoming effective
PROPOSAL #3.1: Elect Mr. Ron A. Brenneman as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #3.2: Elect Mr. Hans Brenninkmeyer as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #3.3: Elect Mr. Claude Fontaine as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #3.4: Elect Mr. Paul Haseldonckx as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #3.5: Elect Mr. Thomas E. Kierans as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #3.6: Elect Mr. Brian F. MacNeill as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #3.7: Elect Mr. Maureen McCaw as a Director ISSUER YES FOR FOR
of Petro-Canada to hold office until the earlier of
the completion of the arrangement and the close of
the next AGM
PROPOSAL #3.8: Elect Mr. Paul D. Melnuk as a Director ISSUER YES FOR FOR
of Petro-Canada to hold office until the earlier of
the completion of the arrangement and the close of
the next AGM
PROPOSAL #3.9: Elect Mr. Guylaine Saucier as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #3.10: Elect Mr. James W. Simpson as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #3.11: Elect Mr. Daniel L. Valot as a ISSUER YES FOR FOR
Director of Petro-Canada to hold office until the
earlier of the completion of the arrangement and the
close of the next AGM
PROPOSAL #4.: Appoint Deloitte & Touche LLP as the ISSUER YES FOR FOR
Auditors of Petro-Canada until the earlier of the
completion of the arrangement and the close of the
next annual meeting of shareholders of Petro-Canada
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PETROLEO BRASILEIRO S.A. - PETROBRAS
TICKER: PBRA CUSIP: 71654V101
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #IV: ELECTION OF ONE MEMBER OF THE BOARD OF ISSUER YES WITHHOLD AGAINST
DIRECTORS
PROPOSAL #VI: ELECTION OF ONE MEMBER OF THE AUDIT ISSUER YES AGAINST AGAINST
COMMITTEE AND HIS/HER RESPECTIVE SUBSITUTE
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PETROLEO BRASILEIRO S.A. - PETROBRAS
TICKER: PBR CUSIP: 71654V408
MEETING DATE: 11/24/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE PROTOCOL AND THE ISSUER YES FOR FOR
JUSTIFICATION OF INCORPORATION, DATED OCTOBER 2 2008,
SIGNED BY PETROBRAS, AS THE SURVIVING COMPANY, AND
BY '17 DE MAIO PARTICIPACOES S.A'., AS THE ACQUIRED
COMPANY, TOGETHER WITH THE RESPECTIVE PERTINENT
DOCUMENTS, AND THE APPROVAL OF '17 DE MAIO
PARTICIPACOES S.A.' INCORPORATION OPERATION.
PROPOSAL #02: APPROVAL OF THE APPOINTMENT OF A ISSUER YES FOR FOR
SPECIALIZED COMPANY TO EVALUATE THE ASSETS AND THE
APPROVAL OF THE RESPECTIVE EVALUATION REPORT, UNDER
THE TERMS OF 1 AND 3 OF ART. 227, LAW NO. 6.404/76.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PETROLEO BRASILEIRO S.A. - PETROBRAS
TICKER: PBR CUSIP: 71654V408
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #I: MANAGEMENT REPORT, FINANCIAL STATEMENTS ISSUER YES FOR FOR
AND AUDIT COMMITTEE'S OPINION FOR THE FISCAL YEAR 2008
PROPOSAL #II: CAPITAL EXPENDITURE BUDGET FOR THE ISSUER YES FOR FOR
FISCAL YEAR 2009
PROPOSAL #III: DISTRIBUTION OF RESULTS FOR THE FISCAL ISSUER YES FOR FOR
YEAR 2008
PROPOSAL #IV: ELECTION OF MEMBERS OF THE BOARD OF ISSUER YES AGAINST AGAINST
DIRECTORS
PROPOSAL #V: ELECTION OF CHAIRMAN OF THE BOARD OF ISSUER YES AGAINST AGAINST
DIRECTORS
PROPOSAL #VI: ELECTION OF MEMBERS OF THE AUDIT BOARD ISSUER YES AGAINST AGAINST
AND THEIR RESPECTIVE SUBSTITUTES
PROPOSAL #VII: ESTABLISHMENT OF THE COMPENSATION OF ISSUER YES FOR FOR
MANAGEMENT AND EFFECTIVE MEMBERS OF THE AUDIT
COMMITTEE, AS WELL AS THEIR PARTICIPATION IN THE
PROFITS PURSUANT TO ARTICLES 41 AND 56 OF THE
COMPANY'S BYLAWS
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ISSUER: PHILIPS ELECTRS N V (KONINKLIJKE PHILIPS ELECTRS N
TICKER: N/A CUSIP: N6817P109
MEETING DATE: 3/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #2.a: Adoption of the 2008 financial ISSUER NO N/A N/A
statements.
PROPOSAL #2.c: Adoption of the distribution to ISSUER NO N/A N/A
shareholders of EUR 0.70 per common share against the
retained earnings.
PROPOSAL #2.d: Discharge of the responsibilities of ISSUER NO N/A N/A
the members of the Board of Management.
PROPOSAL #2.e: Discharge of the responsibilities of ISSUER NO N/A N/A
the members of the Supervisory Board.
PROPOSAL #3: Re-appointment of Mr P-J. Sivignon as ISSUER NO N/A N/A
member of the Board of Management.
PROPOSAL #4.a: Re-appointment of Mr. J.J. Schiro as ISSUER NO N/A N/A
member of the Supervisory Board.
PROPOSAL #4.b: Appointment of Mr. J. van der Veer as ISSUER NO N/A N/A
member of the Supervisory Board.
PROPOSAL #4.c: Appointment of Ms. C.A. Poon as member ISSUER NO N/A N/A
of the Supervisory Board.
PROPOSAL #5.: Amendment of the Long-Term Incentive ISSUER NO N/A N/A
Plan.
PROPOSAL #6.a: Authorization of the Board of ISSUER NO N/A N/A
Management to issue or grant rights to acquire shares.
PROPOSAL #6.b: Authorization of the Board of ISSUER NO N/A N/A
Management to restrict or exclude pre-emption rights.
PROPOSAL #7.: Authorization of the Board of ISSUER NO N/A N/A
Management to acquire shares in the Company.
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ISSUER: PING AN INSURANCE (GROUP) COMPANY OF CHINA LTD
TICKER: N/A CUSIP: Y69790106
MEETING DATE: 6/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the report of the Board of ISSUER YES FOR FOR
Directors of the Company [the Board of Directors] for
the YE 31 DEC 2008
PROPOSAL #2.: Approve the report of the Supervisory ISSUER YES FOR FOR
Committee of the Company [the Supervisory Committee]
for the YE 31 DEC 2008
PROPOSAL #3.: Approve the annual report and its ISSUER YES FOR FOR
summary of the Company for the YE 31 DEC 2008
PROPOSAL #4.: Approve the report of the Auditors and ISSUER YES FOR FOR
audited financial statements of the Company for the
YE 31DEC 2008
PROPOSAL #5.: Approve the Profit Distribution Plan ISSUER YES FOR FOR
for the YE 31 DEC 2008
PROPOSAL #6.: Re-appoint Ernst & Young Hua Ming as ISSUER YES FOR FOR
the PRC Auditors and Ernst & Young as the
International Auditors of the Company to hold office
until the conclusion of the next AGM and authorize
the Board of Directors to fix their remuneration
PROPOSAL #7.: Re-elect Mr. Ma Mingzhe as an Executive ISSUER YES FOR FOR
Director of the Company to hold office until the
expiry of the term of the 8th Session of the Board of
Directors
PROPOSAL #8.: Re-elect Mr. Sun Jianyi as an Executive ISSUER YES FOR FOR
Director of the Company to hold office until the
expiry of the term of the 8th Session of the Board of
Directors
PROPOSAL #9.: Re-elect Mr. Cheung Chi Yan Louis as an ISSUER YES FOR FOR
Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #10.: Appoint Ms. Wang Liping as an ISSUER YES FOR FOR
Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #11.: Appoint Mr. Jason Bo Yao as an ISSUER YES FOR FOR
Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #12.: Re-elect Ms. Lin Lijun as a Non- ISSUER YES FOR FOR
Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #13.: Re-elect Mr. Hu Aimin as a Non- ISSUER YES FOR FOR
Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #14.: Re-elect Mr. Chen Hongbo as a Non- ISSUER YES FOR FOR
executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #15.: Re-elect Mr. Wong Tung Shun Peter as a ISSUER YES FOR FOR
Non-Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #16.: Re-elect Mr. Ng Sing Yip as a Non- ISSUER YES FOR FOR
Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #17.: Re-elect Mr. Clive Bannister as a Non- ISSUER YES FOR FOR
Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #18.: Appoint Ms. Li Zhe as a Non-Executive ISSUER YES FOR FOR
Director of the Company to hold office until the
expiry of the term of the 8th Session of the Board of
Directors
PROPOSAL #19.: Re-elect Mr. Chow Wing Kin Anthony as ISSUER YES FOR FOR
an Independent Non-Executive Director of the Company
to hold office until the expiry of the term of the
8th Session of the Board of Directors
PROPOSAL #20.: Re-elect Mr. Zhang Hongyi as an ISSUER YES FOR FOR
Independent Non-Executive Director of the Company to
hold office until the expiry of the term of the 8th
Session of the Board of Directors
PROPOSAL #21.: Re-elect Mr. Chen Su as an Independent ISSUER YES FOR FOR
Non-Executive Director of the Company to hold office
until the expiry of the term of the 8th Session of
the Board of Directors
PROPOSAL #22.: Re-elect Mr. Xia Liping as an ISSUER YES FOR FOR
Independent Non-Executive Director of the Company to
hold office until the expiry of the term of the 8th
Session of the Board of Directors
PROPOSAL #23.: Appoint Mr. Tang Yunwei as an ISSUER YES FOR FOR
Independent Non-Executive Director of the Company to
hold office until the expiry of the term of the 8th
Session of the Board of Directors
PROPOSAL #24.: Appoint Mr. Lee Ka Sze Carmelo as an ISSUER YES FOR FOR
Independent Non-Executive Director of the Company to
hold office until the expiry of the term of the 8th
Session of the Board of Directors
PROPOSAL #25.: Appoint Mr. Chung Yu-Wo Danny as an ISSUER YES FOR FOR
Independent Non-Executive Director of the Company to
hold office until the expiry of the term of the 8th
Session of the Board of Directors
PROPOSAL #26.: Approve the Directors' emolument plan ISSUER YES FOR FOR
for the Board of Directors
PROPOSAL #27.: Appoint Mr. Gu Liji as an Independent ISSUER YES FOR FOR
Supervisor of the Company to hold office until the
expiry of the term of the 6th Session of the
Supervisory Committee
PROPOSAL #28.: Re-elect Mr. Sun Fuxin as an ISSUER YES FOR FOR
Independent Supervisor of the Company to hold office
until the expiry of the term of the 6th Session of
the Supervisory Committee
PROPOSAL #29.: Appoint Mr. Song Zhijiang as a ISSUER YES FOR FOR
Supervisor of the Company representing the
shareholders of the Company to hold office until the
expiry of the term of the 6th Session of the
Supervisory Committee
PROPOSAL #30.: Approve the Supervisors' emolument ISSUER YES FOR FOR
plan for the Supervisory Committee
PROPOSAL #S.31: Approve the proposed amendments to ISSUER YES FOR FOR
the Articles of Association of the Company as
specified, and authorize the Board of Directors to
make further amendments which in its opinion may be
necessary, desirable and expedient in accordance with
the applicable laws and regulations, and as may be
required by the China Insurance Regulatory Commission
[CIRC] and other relevant authorities, the amended
Articles of Association of the Company as referred to
in this special resolution shall come into effect
following the relevant approvals from CIRC are
PROPOSAL #S.32: Authorize the Board of Directors, ISSUER YES AGAINST AGAINST
subject to this Resolution and in accordance with the
relevant requirements of the Rules Governing the
Listing of Securities on The Stock Exchange of Hong
Kong Limited, the Articles of Association of the
Company and the applicable Laws and regulations of
the People's Republic of China, the exercise by the
Board of Directors during the Relevant Period [as
specified] of all the powers of the Company to allot,
issue and deal with, either separately or
concurrently, additional H shares of the Company and
to make or grant offers, agreements, options and
rights of exchange or conversion which might require
the exercise of such powers be hereby generally and
unconditionally approved, during and after the
relevant period, the aggregate nominal amount of H
shares allotted, issued and dealt with or agreed
conditionally or unconditionally to be allotted,
issued and dealt with [whether pursuant to an option
or otherwise] by the Board of Directors pursuant to
the approval granted in this Resolution shall not
exceed 20% of the aggregate nominal amount of H
shares of the Company in issue on the date of passing
this resolution, otherwise than pursuant to [i] a
rights issue [as hereinafter defined] or [ii] any
scrip dividend or similar arrangement providing for
allotment of shares in lieu of the whole or part of a
dividend on shares of the Company in accordance with
the Articles of Association; and to make
corresponding amendments to the Articles of
Association of the Company as it thinks fit so as to
reflect the new capital structure upon the allotment
or issuance of shares as provided in this Resolution
PROPOSAL #33.: Appoint Mr. Peng Zhijian as an ISSUER YES FOR FOR
Independent Supervisor of the Company to hold office
until the expiry of the term of the 6th Session of
the supervisory Committee
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PORTUGAL TELECOM SGPS SA, LISBOA
TICKER: N/A CUSIP: X6769Q104
MEETING DATE: 3/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the Management report, balance ISSUER NO N/A N/A
sheet and accounts for the year 2008
PROPOSAL #2.: Receive the consolidated Management ISSUER NO N/A N/A
report, balance sheet and accounts for the year 2008
PROPOSAL #3.: Approve the application of profits and ISSUER NO N/A N/A
distribution of reserves
PROPOSAL #4.: Approve the general appraisal of the ISSUER NO N/A N/A
Company's Management and Supervision
PROPOSAL #5.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER NO N/A N/A
PROPOSAL: amend the number 1 of Article 18 of the
Company's Articles of Association
PROPOSAL #6.: Elect the Members of the corporate ISSUER NO N/A N/A
bodies and of the compensation committee for the
2009-2011 term of office
PROPOSAL #7.: Elect the Chartered Accountant, ISSUER NO N/A N/A
effective and alternate, for the 2009-2011 term of
office
PROPOSAL #8.: Amend the number 4 of Article 13 of the ISSUER NO N/A N/A
Company's Article of Association
PROPOSAL #9.: Approve the acquisition and disposal of ISSUER NO N/A N/A
own shares
PROPOSAL #10.: Approve, pursuant to number 4 of ISSUER NO N/A N/A
Article 8 of the Article of Association, on the
parameters applicable in the event of any issuance of
bonds convertible into shares that may be resolved
upon by the Board of Directors
PROPOSAL #11.: Approve the suppression of the pre- ISSUER NO N/A N/A
emptive right of shareholders in the subscription of
any issuance of convertible bonds as referred to
under Item 9 hereof as may be resolved upon by the
Board of Directors
PROPOSAL #12.: Approve to resolve the issuance of ISSUER NO N/A N/A
bonds and other securities, of whatever nature, by
the Board of Directors, and notably on the fixing of
the value of such securities in accordance with
number 3 of Article 8 and Paragraph e) of number 1 of
Article 15 of the Articles of Association
PROPOSAL #13.: Approve to resolve on the acquisition ISSUER NO N/A N/A
and disposal of own bonds and other own securities
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PPR SA, PARIS
TICKER: N/A CUSIP: F7440G127
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #o.1: Receive the reports of the Board of ISSUER YES FOR FOR
Directors, the Chairman of the Board of Director and
the Auditors, approve the Company's financial
statements for the YE 2008, as presented
PROPOSAL #O.2: Receive the reports of the Board of ISSUER YES FOR FOR
Directors and the Auditors; approve the consolidated
financial statements for the said FY, in the form
presented to the meeting
PROPOSAL #O.3: Approve the Company's financial ISSUER YES FOR FOR
statements as presented, showing: net earnings of EUR
76,521,207.80 increased by the previous retained
earning of EUR 1,624,687,687.06 i.e a distributable
profit balance of EUR 1,701,208,894.96 and resolve to
appropriate the distributable earnings as specified:
to the legal reserve: EUR 0.00, to the dividends:
EUR 417,632,744.10, to the retained earnings: EUR
1,283,576,150.76; receive a net dividend of EUR 3.30
per share and will entitle to the 40% deduction
provided by the French General Tax Code, the dividend
will be paid on 14 MAY 2009, the amount of the
unpaid dividend on shares held by the Company shall
be allocated to the retained earnings account as
required by Law, it is reminded that, for the last 3
financial years, the dividends paid, were as
specified: EUR 2.72, distributed in 2006 and entitled
to the 40% deduction, EUR 3.00, distributed in 2007
and entitled to the 10% deduction EUR 3.45,
distributed in 2008 and entitled to the 40% deduction
PROPOSAL #O.4: Approve the award total annual fees of ISSUER YES FOR FOR
EUR 66,000.00 to the Directors
PROPOSAL #O.5: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
trade in the Company's shares on the stock market,
subject to the conditions specified: maximum purchase
price: EUR 125.00, maximum number of shares to be
acquired: 10% of the share capital, i.e. 12,655,537
shares, maximum funds invested in the share buybacks:
EUR 1,581,942,125.00, the number of shares acquired
by the Company with a view to their retention or
their subsequent delivery in payment or exchange as
part of a merger, divestment or capital contribution
cannot exceed 5% of its capital, to take all
necessary measures and accomplish all necessary
formalities; [Authority expires after 18 month
period]; it supersedes the fraction unused of the
authorization granted by the shareholders meeting of
PROPOSAL #E.6: Authorize the Board of Directors to ISSUER YES FOR FOR
reduce the share capital, on one or more occasions
and at its sole discretion, by canceling all or part
of the shares held by the Company in connection with
Article L.225-2 of the French Commercial Code, up too
a maximum of 10% of the share capital over a 24
month period and to take all necessary measures and
accomplish all necessary formalities; [Authority is
given for a 26 month period]; it supercedes the
fraction unused of the authorization granted by the
shareholders' meeting of 14 MAY 2007
PROPOSAL #E.7: Authorize the Board of Directors to ISSUER YES FOR FOR
increase on one or more occasions, in France or
abroad, the share capital, by issuance with the
shareholder' preferred subscription rights
maintained, of shares and, or any securities giving
access to capital securities and, or securities
giving right to the allocation of debt securities;
the maximum nominal amount of capital increases to be
carried out under this delegation of authority shall
not exceed EUR 200,000.000.00 nominal amount of debt
securities issued shall not exceed EUR
6,000,000,000.00 and to take all necessary measures
and accomplish all necessary formalities; [Authority
is given for a 26 month period]; it supercedes the
fraction unused of the authorization granted by the
shareholders' meeting of 14 MAY 2007
PROPOSAL #E.8: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
increase on one or more occasions, in France or
abroad and, or upon the international market, by way
of a public offer or by an offer governed by Article
L.411-2 of the French monetary and financial market,
the share capital, by issuance, with cancellation of
the preferential subscription rights, of shares and,
or any securities giving access to capital securities
and, or securities giving right to the allocation of
debt securities; the maximum nominal amount of
capital increases to be carried our under this
delegation of authority shall not exceed EUR
200,000,000.00 the nominal amount of Debt Securities
issued shall not exceed 6,000,000,000.00 ; authorize
the Board of Directors to take all necessary measures
and accomplish all necessary formalities; [Authority
is given for a 26 month period]; it supercedes the
fraction unused of the authorization granted by the
shareholders' meeting of 14 MAY 2007
PROPOSAL #E.9: Authorize the Board of Directors in ISSUER YES FOR FOR
order to increase the share capital, in one or more
occasions and at its sole discretion, by way of
capitalizing reserves, profits or issue premiums, by
issuing bonus shares or raising the par value off
existing shares, or by a combination of these
methods; the amount of capital increase which may be
carried accordingly with the present Resolution shall
not exceed the overall amount of the sums which may
be capitalized and shall not exceed the overall
ceiling set fourth in Resolution 12; authorize the
Board of Directors to take all necessary measures and
accomplish all necessary formalities; this
delegation is given of a 26 month period; it
supersedes the fraction unused of the delegation
grated by the shareholders' meeting of 14 MAY 2007
PROPOSAL #E.10: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
set for the issues carried out in accordance with
Resolution 8, the issue price of the shares or
securities giving access to the capital, accordingly
with the terms and conditions determined by the
shareholders' meeting, within the limit of 10% of the
Company's share capital per year, in the framework
of a share capital increase by way of issuing shares
with cancellation of the preferential subscription
rights; this authorization is give for a 26-month
PROPOSAL #E.11: Authorize the Board of Director, ISSUER YES AGAINST AGAINST
according with the delegation granted to it virtue
the of resolution 7, 8 and 10, to increase the number
of securities to be issued in the event of a capital
increase with or without preferential subscription
right of shareholders at the same price as the
initial issue, within 30 days of the closing of the
subscription period and within the limit governed by
the Article L 225 -135-1 and R 225-118 of the French
Commercial Code and within the limit set forth the
number of securities
PROPOSAL #E.12: Approve that, the overall nominal ISSUER YES FOR FOR
amount pertaining to the capital increase to be
carried out with the use of the delegation given by
the resolutions 7, 8, 9, 10 and 11 shall not exceed
EUR 200,0000,000,00 the issues of debt securities to
be carried out with the use of the delegation given
by the resolution 7, 8, 9, 10 and 11 shall not exceed
EUR 6,000,000,000,00
PROPOSAL #E.13: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the share capital with cancellation of the
shareholders preferential subscription rights up to
10 % of the share capital [this ceiling of resolution
12 of present shareholders, meeting in consideration
for the contribution in kind granted to the Company
and comprised of capital securities or securities
giving access to share capital this authorizations
granted for a 26 month period the shareholders'
meeting delegates all powers to the Board of Director
to takes all necessary measure and accomplish all
necessary formalities
PROPOSAL #E.14: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the share capital, on one or more occasions,
at its sole discretion, by way of issuing shares or
other securities giving access to the capital, in
favour of employees and former employees of the
Company and related Companies or groups, who are
Members of a Company savings plan; authorization is
given for a nominal amount that shall not exceed EUR
5,062, 215.00; the total number of shares which may
be subscribed accordingly with the present resolution
shall not exceed 1,265,553 shares; authorize the
Board of Directors to take all necessary measures and
accomplish all necessary formalities; this
authorization is given for a 26-month period; it
supersedes the fraction unused of the authorization
granted by the shareholders' meeting of 14 MAY 2007
PROPOSAL #e.15: Amend Article 10 of the bylaws ISSUER YES FOR FOR
related to the spreading renewal of the Directors
PROPOSAL #O.16: Appoint Mr. Pierre Bellon as the ISSUER YES FOR FOR
Director for a 2-year period
PROPOSAL #O.17: Appoint Mr. Allan Chapin as the ISSUER YES FOR FOR
Director for a 2-year period
PROPOSAL #O.18: Appoint Mr. Luca Cordero as the ISSUER YES FOR FOR
Director for a 3-years period
PROPOSAL #O.19: Appoint Mr. Philippe Lagayette as the ISSUER YES FOR FOR
Director for a 3-years period
PROPOSAL #O.20: Appoint Mr. Francois-Henripinault as ISSUER YES FOR FOR
the Director for 4-years period
PROPOSAL #O.21: Appoint Mrs. Patricia Barbizet as the ISSUER YES FOR FOR
Director for 4-years period
PROPOSAL #O.22: Appoint Mr. Baudouin Prot as the ISSUER YES FOR FOR
Director for 4-years period
PROPOSAL #O.23: Appoint Mr. Jean-Philippe Thierrry as ISSUER YES AGAINST AGAINST
the Director for 4-years period
PROPOSAL #O.24: Appoint Mr. Aditya Mittal as the ISSUER YES FOR FOR
Director for 4-years period
PROPOSAL #O.25: Appoint Mr. Jean-Francois Palus as ISSUER YES FOR FOR
the Director for 4-years period
PROPOSAL #E.26: Grant authority to the bearer of an ISSUER YES FOR FOR
original, a copy or extract of the minutes of this
meeting to carry out all filings, publications and so
others formalities prescribed by Law
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PRUDENTIAL PLC, LONDON
TICKER: N/A CUSIP: G72899100
MEETING DATE: 5/14/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the Directors' Report and the ISSUER YES FOR FOR
Financial Statements
PROPOSAL #2.: Approve the Directors remuneration ISSUER YES FOR FOR
report
PROPOSAL #3.: Elect MR. H. M. McGrath as a Director ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Mr. M. E. Tucker as a Director ISSUER YES FOR FOR
PROPOSAL #5.: Re-elect Mr. M. G. A. McLintock as a ISSUER YES FOR FOR
Director
PROPOSAL #6.: Re-elect Mr. N. E. T. Prettejohn as a ISSUER YES FOR FOR
director
PROPOSAL #7.: Re-appoint KPMG Audit Plc as Auditor ISSUER YES FOR FOR
PROPOSAL #8.: Authorize the Directors to determine ISSUER YES FOR FOR
the amount of the Auditors remuneration
PROPOSAL #9.: Declare a final dividend of 12.91 pence ISSUER YES FOR FOR
per ordinary share of the Company
PROPOSAL #10.: Approve the renewal of authority to ISSUER YES FOR FOR
allot ordinary shares
PROPOSAL #11.: Approve the additional authority to ISSUER YES FOR FOR
allot ordinary shares for rights issues
PROPOSAL #12.: Approve the renewal of authority to ISSUER YES FOR FOR
allot preference
PROPOSAL #S.13: Approve the renewal of authority for ISSUER YES FOR FOR
disapplication of pre-emption rights
PROPOSAL #S.14: Approve the renewal of authority for ISSUER YES FOR FOR
purchase of own shares
PROPOSAL #S.15: Amendments the Articles of ISSUER YES FOR FOR
Association Companies Act 2006
PROPOSAL #S.16: Approve the notice for general meeting ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PT INTERNATIONAL NICKEL INDONESIA INCO
TICKER: N/A CUSIP: Y39128148
MEETING DATE: 4/17/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Board of Directors report ISSUER YES FOR FOR
PROPOSAL #2.: Approve the Board of Commissioners ISSUER YES FOR FOR
report
PROPOSAL #3.: Approve and ratify the Company ISSUER YES FOR FOR
financial report for book year 2008
PROPOSAL #4.: Approve to utilize the net Company's ISSUER YES FOR FOR
profit for book year 2008
PROPOSAL #5.: Appoint the Board of Commissioners ISSUER YES AGAINST AGAINST
PROPOSAL #6.: Appoint the Board of Directors ISSUER YES AGAINST AGAINST
PROPOSAL #7.: Approve the remuneration for the Board ISSUER YES FOR FOR
of Commissioners
PROPOSAL #8.: Authorize the Board of Commissioners to ISSUER YES FOR FOR
determine salary and other remuneration for the
Board of Directors
PROPOSAL #9.: Authorize the Board of Directors to ISSUER YES FOR FOR
appoint the Independent Public Accountant to Audit
Company's books for book year 2009 and approve to
determine their honorarium
PROPOSAL #10.: Other matter ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PT INTERNATIONAL NICKEL INDONESIA INCO
TICKER: N/A CUSIP: Y39128148
MEETING DATE: 4/17/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the general meeting of ISSUER YES FOR FOR
receiving of short term credit facility revolving
from Vale International SA up to USD 250,000,000.00
the transaction related material transaction
PROPOSAL #2.: Approve the independent shareholders of ISSUER YES FOR FOR
receiving of short term credit facility revolving
from Vale International SA up to USD 250,000,000.00
as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PT INTERNATIONAL NICKEL INDONESIA TBK
TICKER: N/A CUSIP: Y39128148
MEETING DATE: 12/5/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Appoint the Members of the Director ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PT INTERNATIONAL NICKEL INDONESIA TBK
TICKER: N/A CUSIP: Y39128148
MEETING DATE: 2/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Appoint the Member of the Board of ISSUER YES AGAINST AGAINST
Commissioner
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PTT AROMATICS AND REFINING PUBLIC COMPANY LTD, BAN
TICKER: N/A CUSIP: Y71360112
MEETING DATE: 4/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Acknowledge the report of PTTAR ISSUER YES FOR FOR
shareholders meeting on 10 APR 2008
PROPOSAL #2.: Acknowledge the report of the Board of ISSUER YES FOR FOR
Directors relating to the Company's business
operations of the year 2008
PROPOSAL #3.: Approve the Company balance sheets, ISSUER YES FOR FOR
profit and loss statements, and cash flow statements
of the year 2008
PROPOSAL #4.: Approve the distribution of profit and ISSUER YES FOR FOR
the dividend payment for the year 2008
PROPOSAL #5.: Elect the new Directors to replace ISSUER YES FOR FOR
those who are due to retire by rotation and approve
to fix their remunerations
PROPOSAL #6.: Appoint the Auditor and approve to fix ISSUER YES FOR FOR
the annual fee
PROPOSAL #7.: Other issues [if any] ISSUER YES AGAINST AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PTT PUBLIC COMPANY LIMITED
TICKER: N/A CUSIP: Y6883U113
MEETING DATE: 4/10/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to certify the 2008 AGM minutes ISSUER YES FOR FOR
on 11 APR 2008
PROPOSAL #2.: Approve 2008 performance statement and ISSUER YES FOR FOR
2008 financial statement, end up on 31 DEC 2008
PROPOSAL #3.: Approve 2008 Net Profit Allocation Plan ISSUER YES FOR FOR
and Dividend Policy
PROPOSAL #4.: Appoint an Auditor and approve to ISSUER YES FOR FOR
consider 2009 Auditor Fees
PROPOSAL #5.: Approve to consider 2009 Board of ISSUER YES FOR FOR
Directors' remuneration
PROPOSAL #6.1: Elect Mr. Norkun Sitthiphong as a ISSUER YES FOR FOR
Director
PROPOSAL #6.2: Elect Mr. Prasert Bunsumpun as a ISSUER YES FOR FOR
Director
PROPOSAL #6.3: Elect Mr. Watcharakiti Watcharothai as ISSUER YES FOR FOR
a Director
PROPOSAL #6.4: Elect Mr. Suraphol Nitikraipot as a ISSUER YES FOR FOR
Director
PROPOSAL #6.5: Elect Mr. Surachai Phuprasert as a ISSUER YES FOR FOR
Director
PROPOSAL #7.: Approve the rectification of PTT's ISSUER YES FOR FOR
Article of Association
PROPOSAL #8.: Approve 5 years External Fund Raising ISSUER YES AGAINST AGAINST
Plan [during 2009-2013]
PROPOSAL #9.: Receive the report PTT's related ISSUER YES FOR FOR
Supreme Administrative Court's decisions compliances
PROPOSAL #10.: Other matters [if any] ISSUER YES AGAINST AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: QUANTA DISPLAY INC
TICKER: N/A CUSIP: Y0451X104
MEETING DATE: 6/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #A.1: The 2008 business operations ISSUER NO N/A N/A
PROPOSAL #A.2: The 2008 audited reports ISSUER NO N/A N/A
PROPOSAL #A.3: The indirect investment in people's ISSUER NO N/A N/A
republic of China
PROPOSAL #A.4: The issuance status of corporate bonds ISSUER NO N/A N/A
PROPOSAL #B.1: Approve the 2008 business reports and ISSUER YES FOR FOR
financial statements
PROPOSAL #B.2: Approve the 2008 profit distribution ISSUER YES FOR FOR
[proposed cash dividend: TWD 0.3 per share]
PROPOSAL #B.3: Approve the issuance of new shares ISSUER YES FOR FOR
from retained earnings, staff and shareholders bonus
[proposed stock dividend 30 for 1,000 shares held]
PROPOSAL #B.4: Approve to revise the Articles of ISSUER YES FOR FOR
Incorporation
PROPOSAL #B.5: Approve to revise the procedures of ISSUER YES FOR FOR
asset acquisition or disposal, trading derivatives,
monetary loans, endorsement and guarantee
PROPOSAL #B.6: Approve to revise the rules of the ISSUER YES FOR FOR
election of the Directors and the Supervisors
PROPOSAL #B.7: Extraordinary proposals ISSUER YES AGAINST AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: RECKITT BENCKISER GROUP PLC
TICKER: N/A CUSIP: G74079107
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Adopt the 2008 report and the financial ISSUER YES FOR FOR
statements
PROPOSAL #2.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #3.: Declare a final dividend ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Mr. Adrian Bellamy [Member of ISSUER YES FOR FOR
the remuneration committee] as a Director
PROPOSAL #5.: Re-elect Dr. Peter Harf as a Director ISSUER YES FOR FOR
PROPOSAL #6.: Elect Mr. Andre Lacroix [Member of ISSUER YES FOR FOR
Audit Committee] as a Director
PROPOSAL #7.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company
PROPOSAL #8.: Authorize the Board to determine the ISSUER YES FOR FOR
Auditors' remuneration
PROPOSAL #9.: Grant authority to issue of equity or ISSUER YES FOR FOR
equity-linked securities with the pre-emptive rights
up to aggregate nominal amount of GBP 23,662,000
PROPOSAL #S.10: Grant authority, subject to the ISSUER YES FOR FOR
passing of Resolution 9, to issue of equity or
equity-linked securities without the pre-emptive
rights up to aggregate nominal amount of GBP 3,611,000
PROPOSAL #S.10: Grant authority to market purchase ISSUER YES FOR FOR
72,000,000 ordinary shares
PROPOSAL #S.12: Approve that a general meeting other ISSUER YES FOR FOR
than an AGM may be called on not less than 14 clear
days' notice
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: REDECARD S A
TICKER: N/A CUSIP: P79941103
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend the Articles regarding creation ISSUER YES FOR FOR
of statutory Earnings reserve
PROPOSAL #2.: Amend the Articles regarding the ISSUER YES FOR FOR
require that financial transactions be approved by
PROPOSAL #3.: Amend the Articles 3 ,6 ,7 ,8 ,9 ,11 ISSUER YES FOR FOR
,12, 13 ,14, 16 , 22 and 30
PROPOSAL #4.: Amend the Articles regarding the ISSUER YES FOR FOR
Executive Officer Board
PROPOSAL #5.: Approve to delete Sub-Section 5 of ISSUER YES FOR FOR
Article 27, Article 31, and Article 43
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: RENAULT SA, BOULOGNE BILLANCOURT
TICKER: N/A CUSIP: F77098105
MEETING DATE: 5/6/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Receive the consolidated financial ISSUER YES FOR FOR
statements and statutory reports
PROPOSAL #O.2: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.3: Approve the allocation of income and ISSUER YES FOR FOR
omission of dividends
PROPOSAL #O.4: Approve the Auditors' Special Report ISSUER YES FOR FOR
regarding related-party transactions
PROPOSAL #O.5: Reelect Ms. Dominique De La Garanderie ISSUER YES FOR FOR
as a Director
PROPOSAL #O.6: Elect Mr. Takeshi Isayama as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #O.7: Elect Mr. Alain J.P. Belda as a ISSUER YES FOR FOR
Director
PROPOSAL #O.8: Elect Mr. Philippe Chartier as a ISSUER YES AGAINST AGAINST
Representative of Employee Shareholders to the Board
PROPOSAL #O.9: Elect Mr. Michel Sailly representative ISSUER YES AGAINST AGAINST
of employee shareholders to the Board
PROPOSAL #O.10: Approve the Auditor's report ISSUER YES FOR FOR
PROPOSAL #O.11: Grant authority for the repurchase of ISSUER YES AGAINST AGAINST
up to 10% of issued share capital
PROPOSAL #E.12: Approve to reduce the share capital ISSUER YES FOR FOR
via cancellation of repurchased shares
PROPOSAL #E.13: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity-linked securities with preemptive
rights up to aggregate nominal amount of EUR 500
million
PROPOSAL #E.14: Grant authority for the issuance of ISSUER YES AGAINST AGAINST
equity or equity-linked securities without preemptive
rights up to aggregate nominal amount of EUR 350
million
PROPOSAL #E.15: Approve to increase the authorize ISSUER YES FOR FOR
capital increase of up to 10% of issued capital for
future acquisitions
PROPOSAL #E.16: Approve to set global limit for ISSUER YES FOR FOR
capital increase to result from all issuance requests
at EUR 500 Million
PROPOSAL #E.17: Grant authority for the ISSUER YES FOR FOR
capitalization of reserves of up to EUR 1 billion for
bonus issue or increase in par value
PROPOSAL #E.18: Grant authority for the use of up to ISSUER YES FOR FOR
2% of issued capital in Stock Option Plan
PROPOSAL #E.19: Grant authority for the use of up to ISSUER YES FOR FOR
0.5% of issued capital in Restricted Stock Plan
PROPOSAL #E.20: Approve Employee Stock Purchase Plan ISSUER YES FOR FOR
PROPOSAL #O.21: Grant authority for the filing of ISSUER YES FOR FOR
required documents/other formalities
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ISSUER: RENEWABLE ENERGY CORPORATION AS, HOVIK
TICKER: N/A CUSIP: R7199U100
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the meeting by the Chairman ISSUER YES FOR FOR
of the Board and registration of attending
PROPOSAL #2.: Elect Mr. Thomas Aanmoen as the ISSUER YES FOR FOR
Chairman of the meeting, Mr. Reidar Lund is elected
to co-sign the minutes with the Chairman
PROPOSAL #3.: Approve the notice of the meeting and ISSUER YES FOR FOR
the agenda
PROPOSAL #4.: Approve the remuneration for the period ISSUER YES FOR FOR
between 19 MAY 2008 to 19 MAY 2009 for the Chairman
of the Board, Board Members, Members of the Board
Committees and Members of the Nomination Committee is
[all amounts in NOK] as specified
PROPOSAL #5.: Approve the Auditor's remuneration of ISSUER YES FOR FOR
NOK 2,240,000 for the audit work with the annual
accounts of Renewable Energy Corporation ASA for the
accounting year of 2008
PROPOSAL #6.: Approve the annual financial statements ISSUER YES FOR FOR
and the annual report from the Board for 2008 and
the profit for 2008 shall be distributed to other
equity and that dividend will not be paid for the FY
PROPOSAL #7.1: Approve the statement of the Board ISSUER YES FOR FOR
regarding compensation to leading employees
PROPOSAL #7.2: Approve the statement of the Board ISSUER YES FOR FOR
regarding the stock option program
PROPOSAL #8.: Amend the last sentence of Section 5 of ISSUER YES FOR FOR
the Articles of Association as follows: The Board
Members are elected for a period of one year at the
time
PROPOSAL #9.: Authorize the Board to increase the ISSUER YES AGAINST AGAINST
share capital by up to NOK 49,000,000 in one or more
share issues for the purpose of ensuring that the
Company has sufficient financial flexibility with
respect to capital expenditure and related working
capital requirements and acquisitions; the authority
also includes capital increases in connection with
mergers; and to increase the share capital by maximum
NOK 100,000,000 in one or more share issues for the
purpose of fulfilling the obligations of the Company
under the Share Purchase Program for the employees;
the subscription price and subscription terms shall
be decided by the Board in connection with each share
issue, taking into consideration the Company's
requirements and the shares' market value at the
relevant time shares may be issued for contribution
in form of cash or by transfer of other assets
[contribution in kind]; existing shareholder's pre-
emptive rights to subscribe for Shares may be waived
by the Board upon exercise of these authorities;
these authorities replace all previous authorities to
issue Shares; [Authority expires at the AGM in 2010,
but in any case not later than 15 months from the
date of this General Meeting]; and to make necessary
changes to the Articles of Association upon exercise
of these authorities
PROPOSAL #10.: Authorize the Board to acquire shares ISSUER YES FOR FOR
in Renewable Energy Corporation ASA, on behalf of the
Company, for one or more of the following purposes:
in order to maximize the return for the shareholders;
fulfillment of the Company's obligations under the
Share Purchase Program for the employees; in
connection with the Long Term Incentive Plan of the
Company [LTIP 2007]; the authority covers purchase of
up to 10% of the face value of the share capital of
the Company, refer the Act Sections 9-2 and 9-3;
shares may be acquired at minimum NOK 10 per share
and maximum NOK 500 per share; the shares shall be
acquired and disposed of through ordinary purchase
and sale; [Authority is valid until the AGM in 2010
or until it is revoked by a general meeting
resolution passed with simple majority], the decision
shall be notified to and registered by the Norwegian
Registry of Business Entities prior to acquiring any
shares pursuant to the authority
PROPOSAL #11.: Authorize the Board to raise one or ISSUER YES FOR FOR
more loans where the Creditor is entitled to require
issue of shares in order to ensure that the Company
has sufficient financial flexibility with respect to
capital expenditures and related working capital
requirements and/or mergers and acquisitions; the
loans shall not exceed a total amount of NOK
49,000,000, and the share capital increase shall not
exceed NOK 49,000,000; the conditions for the loans
shall be determined by the Board at each subscription
with regard to the need of the Company and the
market price of the shares at that time, existing
shareholders' pre-emptive rights to subscribe for
Shares may be waived by the Board upon exercise of
the authority; [Authority shall expire at the AGM in
2010 but in any event not later than 15 months from
the date of this general meeting]; and to make
necessary changes to the Articles of Association in
relation to execution of the authority
PROPOSAL #12.1: Elect Mr. Dag Opedal as a new Director ISSUER YES AGAINST AGAINST
PROPOSAL #12.2: Elect Ms. Grace Skaugen as a new ISSUER YES AGAINST AGAINST
Director
PROPOSAL #12.3: Elect Mr. Hilde Myrberg as a new ISSUER YES AGAINST AGAINST
Director
PROPOSAL #12.4: Elect Mr. Odd Hansen as a new Director ISSUER YES AGAINST AGAINST
PROPOSAL #13.1: Elect Mr. Torkild Nordberg [Committee ISSUER YES FOR FOR
Chair] as a Member of Nominating Committee
PROPOSAL #13.2: Elect Mr. Christian Berg as a Member ISSUER YES FOR FOR
of Nominating Committee
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: RENEWABLE ENERGY CORPORATION AS, HOVIK
TICKER: N/A CUSIP: R7199U100
MEETING DATE: 6/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the meeting by the Chairman ISSUER YES FOR FOR
of the Board and registration of attending
shareholders and proxies
PROPOSAL #2.: Elect Mr. Thomas Aanmoen as a Chairman ISSUER YES FOR FOR
of the meeting and at least 1 person to sign the
minutes together with the Chairman
PROPOSAL #3.: Approve the notice of the meeting and ISSUER YES FOR FOR
the agenda
PROPOSAL #4.: Approve to increase the share capital ISSUER YES FOR FOR
with minimum NOK 40,000,000 and maximum NOK
400,000,000, from NOK 494,314,725 to minimum NOK
534,314,725 and maximum NOK 894,314,725, by issuance
of between 40,000,000 and 400,000,000 new shares of
nominal value NOK 1 each the final number of shares
to be issued shall be determined by the Board prior
to start of the subscription period; the Company's
shareholders as per 05 JUN 2009 shall have
preferential rights to subscribe for the new shares
Tradable subscription rights will be issued
Oversubscription and subscription without
subscription rights is permitted; the Company shall
issue a prospectus approved by Oslo Bors in
connection with the capital increase unless the Board
decides otherwise, the prospectus shall not be
registered with or approved by any foreign
authorities other than Oslo Bors the new shares
cannot be subscribed for by investors in
jurisdictions in which it is not permitted to offer
new shares to the investors in question without the
registration or approval of the prospectus [unless
such registration or approval has taken place
pursuant to a resolution by the Board] with respect
to any shareholder not entitled to subscribe for new
shares due to limitations imposed by laws or
regulations of the jurisdiction where such
shareholder is a resident or citizen, the Company [or
someone appointed by it] may sell such shareholder's
subscription rights against transfer of the net
proceeds from such sale to the shareholder; the
allocation criteria shall apply as specified:
allocation will be made to subscribers in accordance
with held [granted or acquired) subscription rights
used to subscribe for new shares in the subscription
period each subscription right will give the right to
subscribe for and be allocated one (1) New Share; If
not all subscription rights are used in the
subscription period, subscribers having used their
subscription rights and who have over-subscribed will
have the right to be allocated remaining new shares
on a pro rata basis in accordance with Section 10-4
of the Norwegian Public Companies Act in the event
that pro rata allocation is not possible due to the
number of remaining new shares, the Company will
determine the allocation by lot drawing; any
remaining new shares not allocated pursuant to the
criteria in items 4.1 and 4.2 above will be allocated
to subscribers not holding subscription rights
allocation will be sought made pro rata based on the
relevant subscription amounts, provided such
allocations may be rounded down to the nearest round
lot, which is 200 Shares; any remaining New Shares
not allocated pursuant to the above allocation
criteria will be subscribed by and allocated to
members of the Underwriting Syndicate to the extent
these have not fulfilled their underwriting
obligations through subscription for shares in the
subscription period, based on and in accordance with
their respective underwriting obligations; the
subscription price in the rights issue shall be
PROPOSAL #5.: Authorize the Board to raise one or ISSUER YES AGAINST AGAINST
more convertible loans or loans with warrants, CF the
Public Limited Liability Companies Act section 11-1,
in order to ensure financial flexibility, including
in connection with capital expenditures and/or
mergers and acquisitions the loans shall not exceed a
total principal amount of NOK 6,000,000,000 the
share capital increase shall not exceed NOK
60,000,000 the conditions for the loans shall be
determined by the Board at each subscription with
regard to the need of the Company and the market
price of the shares at that time existing
shareholders' pre-emptive rights to subscribe for
shares may be waived by the Board upon exercise of
the authority this authority to raise a convertible
loan replaces the authority to raise a convertible
loan granted the Board at the General Meeting held on
19 MAY 2009 [Authority shall expire at the AGM in
2010 but in any even not later than 15 months from
the date of this General Meeting]; to make necessary
changes to the Articles of Association upon
PROPOSAL #6.: Authorize the Board to increase the ISSUER YES AGAINST AGAINST
share capital by maximum NOK 60,000,000 in one or
more share issues in order to improve the Company's
financial flexibility, including in connection with
capital expenditures and acquisitions the authority
also includes capital increases in connection with
mergers and share issues to employees the
subscription price and subscription terms shall be
decided by the Board in connection with each share
issue, taking into consideration the Company's
requirements and the shares' market value at the
relevant time shares may be issued for contribution
in form of cash or by transfer of other
assets[contribution in kind] existing shareholder's
pre-emptive rights to subscribe for shares may be
deviated from by the Board upon exercise of this
authorization this authority replaces the authority
given on 19 MAY 2009 to issue 49,000,000 shares to
ensure that the Company has sufficient financial
flexibility with respect to capital expenditure and
related working capital requirements and acquisitions
[Authority expires at the AGM in 2010, but in any
case not later than 15 months from the date of this
General Meeting]; to make necessary changes to the
Articles of Association upon exercise of this
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ROCHE HLDG LTD
TICKER: N/A CUSIP: H69293217
MEETING DATE: 3/10/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: The Board of Directors proposes that ISSUER NO N/A N/A
the annual report, annual financial statements and
consolidated financial statements for 2008 be approved
PROPOSAL #1.2: The Board of Directors proposes that ISSUER NO N/A N/A
the remuneration report be approved; this vote is
purely consultative
PROPOSAL #2.: Ratification of the Board of Directors ISSUER NO N/A N/A
action
PROPOSAL #3.: Approve the allocation of income and ISSUER NO N/A N/A
dividends of CHF 5.00 per share
PROPOSAL #4.1: Re-election of Prof. Sir John Bell to ISSUER NO N/A N/A
the Board for a term of 3 years as provided by the
Articles of Incorporation
PROPOSAL #4.2: Re-election of Mr. Andre Hoffmann to ISSUER NO N/A N/A
the Board for a term of 3 years as provided by the
Articles of Incorporation
PROPOSAL #4.3: Re-election of Dr. Franz B. Humer to ISSUER NO N/A N/A
the Board for a term of 3 years as provided by the
Articles of Incorporation
PROPOSAL #5.: Election of Statutory Auditors, the ISSUER NO N/A N/A
Board of Directors proposes that KPMG Ltd., be
elected as Statutory Auditors for the 2009 FY
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ROYAL BANK OF CANADA
TICKER: N/A CUSIP: 780087102
MEETING DATE: 2/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. W. G. Beattie as a Director ISSUER YES FOR FOR
PROPOSAL #1.2: Elect Mr. D. T. Elix as a Director ISSUER YES FOR FOR
PROPOSAL #1.3: Elect Mr. J. T. Ferguson as a Director ISSUER YES FOR FOR
PROPOSAL #1.4: Elect Mr. P. Gauthier as a Director ISSUER YES FOR FOR
PROPOSAL #1.5: Elect Mr. T. J. Hearn as a Director ISSUER YES FOR FOR
PROPOSAL #1.6: Elect Mr. A. D. Laberge as a Director ISSUER YES FOR FOR
PROPOSAL #1.7: Elect Mr. J. Lamarre as a Director ISSUER YES FOR FOR
PROPOSAL #1.8: Elect Mr. B. C. Louie as a Director ISSUER YES FOR FOR
PROPOSAL #1.9: Elect Mr. M. H. McCain as a Director ISSUER YES FOR FOR
PROPOSAL #1.10: Elect Mr. G. M. Nixon as a Director ISSUER YES FOR FOR
PROPOSAL #1.11: Elect Mr. D. P. O'Brien as a Director ISSUER YES FOR FOR
PROPOSAL #1.12: Elect Mr. J. P. Reinhard as a Director ISSUER YES FOR FOR
PROPOSAL #1.13: Elect Mr. E. Sonshine as a Director ISSUER YES FOR FOR
PROPOSAL #1.14: Elect Mr. K. P. Taylor as a Director ISSUER YES FOR FOR
PROPOSAL #1.15: Elect Mr. V. L. Young as a Director ISSUER YES FOR FOR
PROPOSAL #2.: Appoint Deloitte & Touche LLP as the ISSUER YES FOR FOR
Auditor
PROPOSAL #3.: Approve the Royal Bank's Umbrella ISSUER YES FOR FOR
saving and Securities Purchase Plan
PROPOSAL #4.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES FOR AGAINST
PROPOSAL: adopt a rule of governance stipulating
that the compensation policy of their Executive
officers be submitted to a consultative vote by the
shareholders as specified
PROPOSAL #5.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL: adopt a policy stipulating that 50% of the
new candidates nominated as the Directors be women
until parity between men and women is achieved, as
specified
PROPOSAL #6.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL: adopt the same policy on independence for
the Members of the Compensation Committee and outside
compensation consultants as of the Members of the
Audit Committee and the External Auditors, as
PROPOSAL #7.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL: adopt a governance rule limiting to 4, the
Members of the Boards on which any of its Directors
may serve, as specified
PROPOSAL #8.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES FOR AGAINST
PROPOSAL: adopt a policy that Royal Bank of Canada's
shareholders be given the opportunity at each AGM of
shareholders to vote on an advisory resolution, as
specified
PROPOSAL #9.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL: approve to undertake a comprehensive
review of executive compensation to ensure that
incentives do not encourage extreme risks, and that
bonuses are paid out only when long-term performance
has been proven to be sound and sustainable, as
PROPOSAL #10.: PLEASE NOTE THAT THIS IS A ISSUER YES AGAINST FOR
SHAREHOLDERS PROPOSAL: approve to undertake a
comprehensive review with respect short-selling, if
warranted, the Board shall bring forward a policy for
consideration by the shareholders, and if necessary,
for submission to the legislators and regulators, as
PROPOSAL #11.: PLEASE NOTE THAT THIS IS A ISSUER YES AGAINST FOR
SHAREHOLDERS PROPOSAL: approve to review its policies
on the Director recruitment, especially with regard
to the number of current and former Chief Executive
Officers of other corporations who are nominated, as
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ROYAL BANK OF SCOTLAND GROUP PLC, EDINBURGH
TICKER: N/A CUSIP: G76891111
MEETING DATE: 4/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive and approve the accounts for ISSUER YES FOR FOR
the FYE 31 DEC 2008 and the reports of the Directors
and the Auditors thereon
PROPOSAL #2.: Approve the remuneration report ISSUER YES ABSTAIN AGAINST
contained within the report and accounts for the FYE
31 DEC 2008
PROPOSAL #3.: Elect Mr. Philip Hampton as a Director ISSUER YES FOR FOR
PROPOSAL #4.: Elect Mr. Stephen A. M. Hester as a ISSUER YES FOR FOR
Director
PROPOSAL #5.: Elect Mr. John McFarlane as a Director ISSUER YES FOR FOR
PROPOSAL #6.: Elect Mr. Arthur 'Art' Ryan as a ISSUER YES FOR FOR
Director
PROPOSAL #7.: Re-appoint Deloitte LLP as the ISSUER YES FOR FOR
Company's Auditors until the next AGM
PROPOSAL #8.: Authorize the Audit Committee to fix ISSUER YES FOR FOR
the remuneration of the Auditors
PROPOSAL #9.: Approve to increase the authorized ISSUER YES FOR FOR
share capital of the Company by GBP 7,500,000,000 by
the creation of an additional 30,000,000,000 ordinary
shares of 25p each in the capital of the Company,
such shares forming one class with the existing
ordinary shares and having attached thereto the
respective rights and privileges and being subject to
the limitations and restrictions as specified in the
Articles of Association of the Company
PROPOSAL #10.: Approve to renew the authority ISSUER YES FOR FOR
conferred on the Directors by paragraph [1] of
Article 13[B] of the Company's Articles of
Association and authorize the Directors for the
purposes of Section 80 of the Companies Act 1985 to
exercise all the powers of the Company to allot
equity securities [within the meaning of Section 94
of the said Act] in connection with a rights issue in
favour of ordinary shareholders where the equity
securities respectively attributable to the interests
of all ordinary shareholders are proportionate [as
nearly as may be] to the respective numbers of
ordinary shares held by them, up to an aggregate
nominal amount of GBP 3,288,000,408 during the period
commencing on the date of the passing of this
resolution and; [Authority expires at the conclusion
of the AGM in 2010] and the Directors may allot
equity securities after the expiry of this authority
in pursuance of such an offer or agreement made prior
to such expiry; the foregoing authorities are in
addition and without prejudice to any other
subsisting authority conferred upon the Directors
PROPOSAL #S.11: Approve to renew, subject to the ISSUER YES FOR FOR
passing of the preceding resolution, the power
conferred on the Directors by paragraph [2] of
Article 13[B] of the Company's Articles of
Association; [Authority expires at the earlier of the
conclusion of the AGM in 2010 or on 03 JUL 2010],
and for that purpose the Section 89 amount shall be
PROPOSAL #S.12: Approve, that a general meeting other ISSUER YES FOR FOR
than an AGM may be called on not less than 14 clear
days' notice
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ROYAL BANK OF SCOTLAND GROUP PLC, EDINBURGH
TICKER: N/A CUSIP: G76891111
MEETING DATE: 4/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to increase the authorized ISSUER YES FOR FOR
share capital and grant authority to the allotment of
new ordinary shares
PROPOSAL #2.: Approve the Placing and Open Offer and ISSUER YES FOR FOR
the Preference Share Redemption
PROPOSAL #3.: Amend the Articles of Association ISSUER YES FOR FOR
PROPOSAL #4.: Approve to disapply pre-emption rights ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ROYAL BK SCOTLAND GROUP PLC
TICKER: N/A CUSIP: G76891111
MEETING DATE: 11/20/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Grant authority to increase the share ISSUER YES ABSTAIN AGAINST
capital of the Company by the creation of an
additional 22,909,776,276 ordinary shares of 25 pence
each in the capital of the Company, such shares
forming one class with the existing ordinary shares
and having attached thereto the respective rights and
privileges and being subject to the limitations and
restrictions as specified in the Articles of
Association of the Company and authorize the
Directors to allot relevant securities conferred by
Article 13(b) of the Articles of Association for the
prescribed period ending on the date of the AGM in
2009 be varied by increasing the Section 80 amount
[as defined in the Articles of Association] by GBP
5,727,444,069 to GBP 8,092,121,756
PROPOSAL #2.: Approve, that subject to the placing ISSUER YES ABSTAIN AGAINST
and open offer of 22,909,776,276 new shares in the
Company, as described in the Company circular to
shareholders of which this notice forms part [as
specified], becoming unconditional [save for any
conditions relating to admission], the waiver by the
panel on takeovers and mergers of the obligation
which might otherwise arise for HM treasury to make a
general cash offer to the remaining ordinary
shareholders of the Company for all of the issued
ordinary shares in the capital of the Company held by
them pursuant to Rule 9 of the city code on
takeovers and mergers, following completion of the
placing and open offer as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ROYAL DUTCH SHELL PLC
TICKER: N/A CUSIP: G7690A100
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the Company's annual accounts ISSUER YES FOR FOR
for the FYE 31 DEC 2008, together with the Directors'
report and the Auditors' report on those accounts
PROPOSAL #2.: Approve the remuneration report for the ISSUER YES FOR FOR
YE 31 DEC 2008, as specified
PROPOSAL #3.: Appoint Mr. Simon Henry as a Director ISSUER YES FOR FOR
of the Company, with effect from 20 MAY 2009
PROPOSAL #4.: Re-appoint Lord Kerr of Kinlochard as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #5.: Re-appoint Mr. Wim Kok as a Director of ISSUER YES FOR FOR
the Company
PROPOSAL #6.: Re-appoint Mr. Nick Land as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #7.: Re-appoint Mr. Jorma Ollila as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #8.: Re-appoint Mr. Jeroen van der Veer as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #9.: Re-appoint Mr. Hans Wijers as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #10.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company
PROPOSAL #11.: Authorize the Board to settle the ISSUER YES FOR FOR
remuneration of the Auditors for 2009
PROPOSAL #12.: Authorize the Board, in substitution ISSUER YES FOR FOR
for all existing authority to extent unused, to allot
relevant securities [Section 80 of the Companies Act
1985], up to an aggregate nominal amount of EUR 147
million; [Authority expires the earlier of the
conclusion of the next AGM of the Company or 30 JUN
2010]; and the Board may allot relevant securities
after the expiry of this authority in pursuance of
such an offer or agreement made prior to such expiry
PROPOSAL #S.13: Authorize the Board, pursuant to ISSUER YES FOR FOR
Section 95 of the Companies Act 1985, to allot equity
securities [within the meaning of Section 94 of the
said Act] for cash pursuant to the authority
conferred by the previous resolution and/or where
such allotment constitutes an allotment of equity
securities by virtue of section 94(3A) of the said
Act as if sub-section (1) of Section 89 of the said
act did not apply to any such allotment, provided
that this power shall be limited to: a) the allotment
of equity securities in connection with a rights
issue, open offer or any other per-emptive offer in
favor of holders of ordinary shares [excluding
treasury shares] where their equity securities
respectively attributable to the interests of such
ordinary shareholders on a fixed record date are
proportionate [as nearly as may be] to the respective
numbers of ordinary shares held by them [as the case
may be] [subject to such exclusions or other
arrangements as the Board may deem necessary or
expedient to deal with fractional entitlements or
legal or practical problems arising in any overseas
territory, the requirements of any regulatory body or
stock exchange or any other matter whatsoever]: and
b) the allotment of equity securities up to an
aggregate nominal value of EUR 21 million; [Authority
expires the earlier of the conclusion of the next
AGM of the Company or 30 JUN 2010]; and the Board may
allot equity securities in pursuance of such an
offer or agreement as if the power conferred hereby
PROPOSAL #S.14: Authorize the Company, to make market ISSUER YES FOR FOR
purchases [Section 163 of the Companies Act 1985] of
up to 624 million ordinary shares of EUR 0.07 each
in the capital of the Company, at a minimum price of
EUR 0.07 per share and not more than 5% above the
average market value of those shares, over the
previous 5 business days before the purchase is made
and the stipulated by Article 5(1) of Commission
Regulation (EC) No. 2273/2003; [Authority expires the
earlier of the conclusion of the next AGM of the
Company or 30 JUN 2010]; and the Company may before
such expiry, pursuant to the authority granted by
this resolution, enter into a contract to purchase
such shares which would or might be executed wholly
or partly after such expiry; in executing this
authority, the Company may purchase shares using any
Currency, including Pounds sterling, US Dollars and
PROPOSAL #15.: Authorize the Company [and all ISSUER YES FOR FOR
companies that are subsidiaries of the Company, in
accordance with Section 366 of the Companies Act 2006
and in substitution for any previous authorities
given to the Company [and its subsidiaries], at any
time during the period for which this resolution has
effect], to; A) make political donations to political
organizations other than political parties not
exceeding GBP 200,000 in total per annum: and B)
incur political expenditure not exceeding GBP 200,000
in total per annum; [Authority expires the earlier
of the conclusion of the next AGM of the Company or
30 JUN 2010]
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ISSUER: RSA INSURANCE GROUP PLC, LONDON
TICKER: N/A CUSIP: G7705H116
MEETING DATE: 5/18/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Adopt the 2008 report and accounts ISSUER YES FOR FOR
PROPOSAL #2.: Declare a final dividend ISSUER YES FOR FOR
PROPOSAL #3.: Re-elect Mr. John Napier as a Director ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Mr. Andy Haste as a Director ISSUER YES FOR FOR
PROPOSAL #5.: Elect Ms. Johanna Waterous as a Director ISSUER YES FOR FOR
PROPOSAL #6.: Re-appoint Deloitte LLP as the Auditors ISSUER YES FOR FOR
PROPOSAL #7.: Approve to determine the Auditors' ISSUER YES FOR FOR
remuneration
PROPOSAL #8.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #9.: Approve the RSA Sharesave Plan ISSUER YES FOR FOR
PROPOSAL #10.: Approve the RSA Irish Sharesave Plan ISSUER YES FOR FOR
2009
PROPOSAL #11.: Approve the RSA Share Incentive Plan ISSUER YES FOR FOR
PROPOSAL #12: Approve the RSA Executive Share Option ISSUER YES FOR FOR
Scheme
PROPOSAL #13.: Authorize the Group to make donations ISSUER YES FOR FOR
to political parties, independent election candidates
and political organizations
PROPOSAL #14.: Authorize the Directors to continue ISSUER YES FOR FOR
the scrip dividend scheme
PROPOSAL #S.15: Approve the notice period for general ISSUER YES FOR FOR
meetings
PROPOSAL #16.: Approve to increase the authorized ISSUER YES FOR FOR
share capital
PROPOSAL #17.: Approve to permit the Directors to ISSUER YES FOR FOR
allot further shares
PROPOSAL #S.18: Approve to relax the restrictions ISSUER YES FOR FOR
which normally apply when ordinary shares are issued
for cash
PROPOSAL #S.19: Authorize the Company to buy back up ISSUER YES FOR FOR
to 10% of its issued ordinary shares
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ISSUER: RWE AG, ESSEN
TICKER: N/A CUSIP: D6629K109
MEETING DATE: 4/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the approved financial ISSUER NO N/A N/A
statements of RWE Aktiengesellschaft and the Group
for the financial year ended 31 DEC 2008 with the
combined Review of Operations of RWE
Aktiengesellschaft and the Group including the
statement by the Executive Board on takeover-related
issues, the proposal of the Executive Board for the
appropriation of distributable profit, and the
Supervisory Board report for fiscal 2008
PROPOSAL #2.: Resolution on the appropriation of the ISSUER YES FOR FOR
distributable profit of EUR 2,408,107,789.25 as
follows: Payment of a dividend of EUR 4.50 per no-par
share EUR 20,000,417.75 shall be carried forward Ex-
dividend and payable date: 23 APR 2009
PROPOSAL #3.: Approval of the acts of the executive ISSUER YES FOR FOR
Board for fiscal 2008
PROPOSAL #4.: Approval of the acts of the Supervisory ISSUER YES FOR FOR
Board for fiscal 2008
PROPOSAL #5.: Appointment of the Auditors for the ISSUER YES FOR FOR
2009 FY: PricewaterhouseCoopers AG, Frankfurt
PROPOSAL #6.: Appointment of the Auditors for the ISSUER YES FOR FOR
abbreviation 2009 FY: PricewaterhouseCoopers AG,
Frankfurt
PROPOSAL #7.: Authorization to acquire own shares the ISSUER YES FOR FOR
Company shall be authorized to acquire own shares of
up to 10% of its share capital through the s tock
exchange, at a price not deviating more than 10% from
the market price of the shares, or by way of a
public repurchase offer to all shareholders, at a
price not deviating more than 20% from the market
price of the shares, on or before October 21,
2010.The existing authorization to acquire own shares
shall be revoked when the above authorization comes
into effect. The Board of Managing Directors shall be
authorized to dispose of the shares in a manner
other than through the stock exchange or by way of a
public offer to all shareholders against payment in
cash at a price not materially below the market price
of the shares, to retire the shares and to exclude
shareholders. subscription rights in connection with
mergers and acquisitions, and for the satisfaction of
conversion and/or option rights
PROPOSAL #8.: Authorization for the use of derivative ISSUER YES FOR FOR
financial instruments within the scope of share
buybacks
PROPOSAL #9.: Authorization I to grant convertible ISSUER YES FOR FOR
bonds and warrants, the creation of a contingent
capital I, and the correspondence amendment to the
Article of Association the Board of Managing
Directors shall be authorized, with the consent of
the Supervisory Board, to issue bonds of up to EUR
6,000,000,000, conferring convertible rights for
bearer shares of the Company, on or before 21 APR
2014, shareholders shall be granted subscription
rights except for residual amounts and for the
satisfaction of convertible and/or option rights, the
Company's share capital shall be increased
accordingly by up to EUR 143,975,680 through the
issue of up to 56,240,500 bearer no-par shares,
insofar as convertible and/or option rights are
PROPOSAL #10.: Authorization II to grant convertible ISSUER YES FOR FOR
bonds and warrants, the creation of a contingent
capital II, and the correspondence amendment to the
Article of Association, the Board of Managing
Directors shall be authorized, with the consent of
the Supervisory Board, to issue bonds of up to EUR
6,000,000,000, conferring convertible rights for
bearer shares of the Company, on or before 21 APR
2014, shareholders shall be granted subscription
rights except for residual amounts and for the
satisfaction of convertible and/or option rights, the
Company's share capital shall be increased
accordingly by up to EUR 143,975,680 through the
issue of up to 56,240,500 bearer no-par shares,
insofar as convertible and/or option rights are
PROPOSAL #11.: Amendment to the Article of ISSUER YES FOR FOR
Association Section 15[3], in respect of the Board of
Managing Directors being authorized to allow the
electronic transmission of the shareholders meeting
Section 17[2] shall be deleted, The above amendments
shall only be entered into the commercial register if
and when the ARUG comes into effect
PROPOSAL #12.: Amendment to Article 16, Paragraph [3] ISSUER YES FOR FOR
of the Articles of Incorporation [Adoption of a
resolution]
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ISSUER: SAIPEM SPA, SAN DONATO MILANESE
TICKER: N/A CUSIP: T82000117
MEETING DATE: 4/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the balance sheet as of 31 DEC ISSUER NO N/A N/A
2008, consolidated balance sheet, Directors, Board of
Auditors and the Auditing Company reports
PROPOSAL #2.: Approve the allocation of profit ISSUER NO N/A N/A
PROPOSAL #3.: Approve to update the emoluments to ISSUER NO N/A N/A
Audit Company PricewaterhouseCoopers S.P.A.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SAMPO OYJ
TICKER: N/A CUSIP: X75653109
MEETING DATE: 4/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the meeting ISSUER NO N/A N/A
PROPOSAL #2.: Calling the meeting to order ISSUER NO N/A N/A
PROPOSAL #3.: Election of persons to scrutinise the ISSUER NO N/A N/A
minutes and to supervise the counting of votes
PROPOSAL #4.: Recording the legality of the meeting ISSUER NO N/A N/A
PROPOSAL #5.: Recording the attendance at the meeting ISSUER NO N/A N/A
and adoption of the list of votes
PROPOSAL #6.: Presentation of the Financial ISSUER NO N/A N/A
Statements, the Board of Director's; Report and the
Auditor's Report
PROPOSAL #7.: Adoption of the Financial Statements ISSUER YES FOR FOR
PROPOSAL #8.: Resolution on the use of the profit ISSUER YES FOR FOR
shown on the Balance Sheet and the payment of
dividend The Board of Directors proposes to the
Annual General Meeting that a dividend of EUR 0,80
per share from the parent company's distributable
assets be paid. The dividend will be paid to those
shareholders who, on the record date for payment of
dividends, Tuesday, 14 APR 2009, are registered in
the company's Shareholder Register kept by Euroclear
Finland Ltd (previously the Finnish Central
Securities Depository Ltd) The Board proposes to the
Annual General Meeting that the dividend be paid on
Tuesday, 21 April 2009. For those shareholders who
have not transferred their share certificates to the
book-entry system by the record date for payment of
dividends, the dividend will be paid after the
transfer of their shares to the book-entry system
PROPOSAL #9.: Resolution on the discharge of the ISSUER YES FOR FOR
members of the Board of Directors and the CEO from
liability
PROPOSAL #10.: Resolution on the remuneration of the ISSUER YES FOR FOR
members of the Board of Directors; after hearing the
major shareholders, the Board's Nomination and
Compensation Committee proposes to the Annual General
Meeting that the members of the Board of Directors
will be paid the following fees per annum until the
close of the next Annual General Meeting the Chairman
of the Board will be paid an annual fee of EUR
160,000, the Vice Chairman of Board will be paid EUR
100,000, and the other members of the Board of
Directors will be paid EUR 80,000 each 50 per cent of
each Board member's annual compensation, after
deduction of taxes and similar payments, will be paid
in Sampo plc A shares and the rest in cash Board
members employed by the company will not receive
separate compensation for Board work during the
validity of the employment or service relationship.
As background to the proposal that the Nomination and
Compensation Committee has proposed that the Annual
General Meeting elect Bj rn Wahlroos to continue as a
member of the Board of Directors and that the Board
of Directors elect him as its Chairman. At the close
of the Annual General Meeting, he will step down from
the position of Group CEO and President of Sampo
plc. However, Bj rn Wahlroos will continue in the
service of Sampo plc until 30 June 2009, and
therefore he will be paid a Board Chairman fee of EUR
120,000. After the end of the service relationship,
Bj rn Wahlroos will give up his participation in the
;Sampo 2006; Sampo long-term share-based incentive
scheme for Sampo Group's key management, and he will
no longer be entitled to payments through this scheme
PROPOSAL #11.: Resolution on the number of members of ISSUER YES FOR FOR
the Board of Directors After hearing the major
shareholders, the Nomination and Compensation
Committee proposes to the Annual General Meeting that
eight members be elected to the Board of Directors
PROPOSAL #12.: The Nomination and Compensation ISSUER YES FOR FOR
Committee proposes to the Annual General Meeting
Messrs Brunila, Eira Palin-Lehtinen, Jukka Pekkarinen
Christoffer Taxell, Matti Vuoria and Bj rn Wahlroos,
be re-elected for a term continuing until the close
of the next Annual General Meeting. Additionally,
Sampo plc's Nomination and Compensation Committee
proposes that Mr. Veli-Matti Mattila be elected as a
new Board member for a term continuing until the
close of the next Annual General Meeting. The
Nomination and Compensation Committee proposes that
the Board elect Mr. Bj rn Wahlroos from among their
number as the new Chairman of the Board
PROPOSAL #13.: The Board's Audit Committee proposes ISSUER YES FOR FOR
to the Annual General Meeting that compensation be
paid to the company's auditor on the basis of
reasonable invoicing
PROPOSAL #14.: The Board's Audit Committee proposes ISSUER YES FOR FOR
to the Annual General Meeting that Ernst & Young Oy
be elected as the Auditor until the close of the next
Annual General Meeting
PROPOSAL #15.: The Board of Directors proposes that ISSUER YES FOR FOR
the Annual General Meeting authorize the Board to
decide on repurchasing Sampo A shares using funds
available for profit distribution. Sampo A shares can
be repurchased in one or more lots up to a total of
50,000,000 shares. Sampo shares can be repurchased in
other proportion than the shareholders; proportional
shareholdings (private repurchase). The share price
will be no higher than the highest price paid for
Sampo plc shares in public trading at the time of the
purchase. However, in implementing the repurchase of
Sampo shares, normal derivatives, stock lending or
other contracts may also be entered into within the
legal and regulatory limits, at the price determined
by the market. he holder of all Sampo plc B shares
has given consent to a buy-back of A shares It is
proposed that the authorization will be valid until
the close of the next Annual General Meeting,
provided this is not more than 18 months from the
Annual General Meeting's decision
PROPOSAL #16.: The Board of Directors proposes that ISSUER YES FOR FOR
the Annual General Meeting decides to reduce the
share premium account and the reserve fund on the
company's Balance Sheet as of 31 DEC 2008 by EUR
1,160,392,342.66 and by EUR 366,295,191.68,
respectively, by transferring all the funds in the
share premium account and reserve fund on the Balance
Sheet as of 31 DEC 2008 to the reserve for invested
unrestricted equity. Under the old Finnish Companies
Act, which was in force until 31 AUG 2006, both the
share premium account and the reserve fund were
restricted equity. The new Limited Liability
Companies Act no longer recognises either the concept
of share premium account or the concept of reserve
fund but, according to the transitional provisions of
the new act, it is allowed to reduce the size of
these funds by adhering to the provisions set for
reducing share capital. Transferring the funds as
proposed will enhance the flexibility of the
company's capital structure and increase the
distributable equity and reserves
PROPOSAL #17.: Closing of the meeting ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SAMSUNG ELECTRS LTD
TICKER: N/A CUSIP: Y74718100
MEETING DATE: 3/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statements ISSUER YES FOR FOR
PROPOSAL #2.: Elect the External Director ISSUER YES FOR FOR
PROPOSAL #3.: Elect the Internal Director ISSUER YES FOR FOR
PROPOSAL #4.: Elect the Audit Committee Member ISSUER YES FOR FOR
PROPOSAL #5.: Approve the remuneration limit for the ISSUER YES AGAINST AGAINST
Directors
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SANOFI-AVENTIS
TICKER: N/A CUSIP: F5548N101
MEETING DATE: 4/17/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.2: Receive the consolidated financial ISSUER YES FOR FOR
statements and statutory reports
PROPOSAL #O.3: Approve the allocation of income and ISSUER YES FOR FOR
dividends of EUR 2.20 per share
PROPOSAL #O.4: Ratify the appointment of Mr. Chris ISSUER YES FOR FOR
Viehbacher as a Director
PROPOSAL #O.5: Approve the Auditors' special report ISSUER YES AGAINST AGAINST
regarding related-party transactions
PROPOSAL #O.6: Approve the transaction with Mr. Chris ISSUER YES AGAINST AGAINST
Viehbacher regarding Severance Payments
PROPOSAL #O.7: Grant authority for the repurchase of ISSUER YES FOR FOR
up to 10% of issued share capital
PROPOSAL #E.8: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity-linked securities with preemptive
rights up to aggregate nominal amount of EUR 1.3
billion
PROPOSAL #E.9: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity-linked securities without preemptive
rights up to aggregate nominal amount of EUR 500
million
PROPOSAL #E.10: Grant authority for the capital ISSUER YES FOR FOR
increase of up to 10% of issued capital for future
acquisitions
PROPOSAL #E.11: Authorize the Board to increase ISSUER YES FOR FOR
capital in the event of additional demand related to
delegation submitted to shareholder vote above
PROPOSAL #E.12: Grant authority for the ISSUER YES FOR FOR
capitalization of reserves of up to EUR 500 million
for bonus issue or increase in par value
PROPOSAL #E.13: Approve the Employee Stock Purchase ISSUER YES FOR FOR
Plan
PROPOSAL #E.14: Grant authority for the use of up to ISSUER YES AGAINST AGAINST
2.5% of issued capital in the Stock Option Plan
PROPOSAL #E.15: Grant authority for the use of up to ISSUER YES AGAINST AGAINST
1.0% of issued capital in the Restricted Stock Plan
PROPOSAL #E.16: Approve the reduction in share ISSUER YES FOR FOR
capital via cancellation of repurchased shares
PROPOSAL #E.17: Amend Article 15 of the Bylaws ISSUER YES FOR FOR
regarding the Audit Committee
PROPOSAL #E.18: Grant authority for the filing of ISSUER YES FOR FOR
required documents/other formalities
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SAP AKTIENGESELLSCHAFT
TICKER: N/A CUSIP: D66992104
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the Group financial
statements and Group annual report as well as the
report by the Board of Managing Directors pursuant to
sections 289[4] and 315[4] of the German Commercial
PROPOSAL #2.: Resolution on the appropriation of the ISSUER NO N/A N/A
distributable profit of EUR 2,765,783,523.74 as
follows: payment of a dividend of EUR 0.50 per no-par
share, EUR 2,171,981,798.74 shall be carried
forward, ex-dividend and payable date: 20 MAY 2009
PROPOSAL #3.: Ratification of the Acts of the Board ISSUER NO N/A N/A
of Managing Directors
PROPOSAL #4.: Ratification of the Acts of the ISSUER NO N/A N/A
Supervisory Board
PROPOSAL #5.: Appointment of the Auditors for the ISSUER NO N/A N/A
2009 FY: KPMG AG, Berlin
PROPOSAL #6.: Renewal of the authorization to acquire ISSUER NO N/A N/A
own shares; the Company shall be authorized to
acquire own shares of up to EUR 120,000,000, at a
price neither more than 10% above, nor more than 20%
below the market price of the shares if they are
acquired through the Stock Exchange, nor differing
more than 20% from the market price of the shares if
they are acquired by way of a repurchase offer, on or
before 31 OCT 2010, the Board of Managing Directors
shall be authorized, with the consent of the
Supervisory Board, to sell the shares on the Stock
Exchange and to offer them to the shareholders for
subscription; the Board of Managing Directors shall
also be authorized to exclude shareholders'
subscription rights for residual amounts and dispose
of the shares in another manner if they are sold at a
price not materially below their mark et price, to
offer the shares to third parties for acquisition
purposes, to use the shares within the scope of the
Company's Stock Option and Incentive Plans, or for
satisfying conversion and option rights, and to
PROPOSAL #7.: Amendment to Section 19[2] of the ISSUER NO N/A N/A
Articles of Association in accordance with the
implementation of the shareholders Rights Act [ARUG],
in respect of shareholders being able to issue
proxy-voting instructions via a password-secured
internet dialogue provided by the Company
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SCHNEIDER ELECTRIC SA, RUEIL MALMAISON
TICKER: N/A CUSIP: F86921107
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.2: Approve the consolidated financial ISSUER YES FOR FOR
statements and statutory reports
PROPOSAL #O.3: Approve the allocation of income and ISSUER YES FOR FOR
dividends of EUR 3.45 per share
PROPOSAL #O.4: Approve the Auditors special report ISSUER YES FOR FOR
regarding related party transactions
PROPOSAL #O.5: Approve the transaction with Mr. Jean ISSUER YES AGAINST AGAINST
Pascal Tricoire regarding Pension Scheme and
Severance Payment
PROPOSAL #O.6: Grant authority to repurchase of up to ISSUER YES FOR FOR
10% of issued share capital
PROPOSAL #O.7: Ratify the Change of Registered Office ISSUER YES FOR FOR
to 35, Rue Joseph Monier, 92500 Rueil Malmaison and
amend Article 5 of Bylaws accordingly
PROPOSAL #E.8: Approve to update the corporate ISSUER YES FOR FOR
purpose and amend Article 2 of Bylaws accordingly
PROPOSAL #E.9: Approve the share ownership disclosure ISSUER YES FOR FOR
threshold
PROPOSAL #E.10: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity linked securities with preemptive
rights up to aggregate nominal amount of EUR 800
million
PROPOSAL #E.11: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity linked securities without preemptive
rights up to aggregate nominal amount of EUR 360
million
PROPOSAL #E.12: Authorize the Board to increase the ISSUER YES FOR FOR
capital in the event of additional demand related to
delegation submitted to shareholder vote above
PROPOSAL #E.13: Grant authority to increase the ISSUER YES FOR FOR
capital for future exchange offers
PROPOSAL #E.14: Grant authority up to 3% of issued ISSUER YES AGAINST AGAINST
capital for use in Stock Option Plan
PROPOSAL #E.15: Grant authority up to 1% of issued ISSUER YES AGAINST AGAINST
capital for use in Restricted Stock Plan
PROPOSAL #E.16: Approve the Employee Stock Purchase ISSUER YES FOR FOR
Plan
PROPOSAL #E.17: Approve the Stock Purchase Plan ISSUER YES FOR FOR
reserved for International Employees
PROPOSAL #E.18: Approve the reduction in share ISSUER YES FOR FOR
capital via cancellation of repurchased shares
PROPOSAL #E.19: Grant authority for the filing of ISSUER YES FOR FOR
required documents/other formalities
PROPOSAL #A.: PLEASE NOTE THAT THIS IS A SHAREHOLDER ISSUER YES AGAINST FOR
PROPOSAL: Approve the limit of remuneration of the
Supervisory Board Members at the aggregate amount of
EUR 600,000
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ISSUER: SHARP CORPORATION
TICKER: N/A CUSIP: J71434112
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Change Business ISSUER YES FOR FOR
Lines, Approve Minor Revisions Related to
Dematerialization of Shares and the other Updated
Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Continuation of Plan Regarding Large- ISSUER YES AGAINST AGAINST
Scale Purchases of Sharp Corporation Shares (Takeover
Defense Plan)
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ISSUER: SHIN-ETSU CHEMICAL CO.,LTD.
TICKER: N/A CUSIP: J72810120
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Approve Appropriation of Profits ISSUER YES FOR FOR
PROPOSAL #2: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the other Updated Laws and Regulations, Increase
Board Size to 26
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES AGAINST AGAINST
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #5: Allow Board to Authorize Use of Stock ISSUER YES FOR FOR
Options
PROPOSAL #6: Approve Extension of Anti-Takeover ISSUER YES AGAINST AGAINST
Defense Measures
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SHINHAN FINANCIAL GROUP CO LTD, SEOUL
TICKER: N/A CUSIP: Y7749X101
MEETING DATE: 3/17/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statement ISSUER YES FOR FOR
PROPOSAL #2.: Approve the partial amendment to the ISSUER YES AGAINST AGAINST
Articles of Incorporation, amendment to the Articles
of Incorporation resulting from enacting of Financial
Investment Services and Capital Market Act and
amendment of Commercial Law
PROPOSAL #3.: Approve the limit of remuneration for ISSUER YES FOR FOR
the Directors
PROPOSAL #4.: Approve the Stock Option for staff, and ISSUER YES AGAINST AGAINST
the Directors/staff of the subsidiary of the Company
PROPOSAL #5.1: Elect Mr. Lee, Back Soon as an Non- ISSUER YES FOR FOR
Outside Director
PROPOSAL #5.2: Elect Mr. Go, Bu In as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #5.3: Elect Mr. Kim, Young Woo as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #5.4: Elect Mr. Kim, Yo Gu as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #5.5: Elect Mr. Ryu, Si Yul as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #5.6: Elect Mr. Yoon, Gye Sub as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #5.7: Elect Mr. Lee, Jung Il as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #5.8: Elect Mr. Jun, Sung Bin as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #5.9: Elect Mr. Jung, Gab Young as an ISSUER YES FOR FOR
Outside Director
PROPOSAL #5.10: Elect Mr. Jung, Haeng Nam as an ISSUER YES FOR FOR
Outside Director
PROPOSAL #5.11: Elect Mr. Jo, Bong Yun as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #5.12: Elect Mr. Choi, Young Suk as an ISSUER YES FOR FOR
Outside Director
PROPOSAL #5.13: Elect Mr. Philippe Reynieix as an ISSUER YES FOR FOR
Outside Director
PROPOSAL #6.1: Elect Mr. Kim, Young Woo as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #6.2: Elect Mr. Jun, Sung Bin as an Outside ISSUER YES FOR FOR
Director
PROPOSAL #6.3: Elect Mr. Jung, Gab Young as an ISSUER YES FOR FOR
Outside Director
PROPOSAL #6.4: Elect Mr. Jo, Bong Yeon as an Outside ISSUER YES FOR FOR
Director
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SHIONOGI & CO.,LTD.
TICKER: N/A CUSIP: J74229105
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations, Adopt
Reduction of Liability System for Outside Directors
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #5.: Approve Payment of Bonuses to Directors ISSUER YES FOR FOR
PROPOSAL #6.: Presentation of Retirement Benefits to ISSUER YES FOR FOR
a Retiring Director and Reelected Directors since
Abolishment of Retirement Benefit Systems
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SIEMENS AG, MUENCHEN
TICKER: N/A CUSIP: D69671218
MEETING DATE: 1/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the report of the ISSUER NO N/A N/A
Supervisory Board, the corporate governance and
compensation report, and the compliance report for
the 2007/2008 FY
PROPOSAL #2.: Presentation of the Company and group ISSUER NO N/A N/A
financial statements and annual reports for the
2007/2008 FY with the report pursuant to Sections
289(4) and 315(4) of the German Commercial Code
PROPOSAL #3.: Resolution on the appropriation of the ISSUER YES FOR FOR
distributable profit of EUR 1,462,725,473.60 as
follows: Payment of a dividend of EUR 1.60 per
entitled share Ex-dividend and payable date: 28 JAN
2009
PROPOSAL #4.1.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Rudi Lamprecht [Postponement]
PROPOSAL #4.2.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Juergen Radomski [Postponement]
PROPOSAL #4.3.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Uriel J. Sharef [Postponement]
PROPOSAL #4.4.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Klaus Wucherer [Postponement]
PROPOSAL #4.5.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Peter Loescher
PROPOSAL #4.6.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Wolfgang Dehen
PROPOSAL #4.7.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Heinrich Hiesinger
PROPOSAL #4.8.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Joe Kaeser
PROPOSAL #4.9.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Eduardo Montes
PROPOSAL #4.10.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Jim Reid-Anderson
PROPOSAL #4.11.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Erich R. Reinhardt
PROPOSAL #4.12.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Hermann Requardt
PROPOSAL #4.13.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Siegfried Russwurm
PROPOSAL #4.14.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Board of Managing
Directors: Mr. Peter Y. Solmssen
PROPOSAL #5.1.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Gerhard Cromme
PROPOSAL #5.2.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr. Ralf
Heckmann
PROPOSAL #5.3.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Josef Ackermann
PROPOSAL #5.4.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Lothar Adler
PROPOSAL #5.5.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Jean-Louis Beffa
PROPOSAL #5.6.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Gerhard Bieletzki
PROPOSAL #5.7.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr. Gerd
von Brandenstein
PROPOSAL #5.8.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr. John
David Coombe
PROPOSAL #5.9.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Hildegard Cornudet
PROPOSAL #5.10.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Michael Diekmann
PROPOSAL #5.11.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr. Hans
Michael Gaul
PROPOSAL #5.12.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Birgit Grube
PROPOSAL #5.13.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Peter Gruss
PROPOSAL #5.14.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Bettina Haller
PROPOSAL #5.15.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Heinz Hawreliuk
PROPOSAL #5.16.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Berthold Huber
PROPOSAL #5.17.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Harald Kern
PROPOSAL #5.18.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Walter Kroell
PROPOSAL #5.19.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Nicola Leibinger-Kammueller
PROPOSAL #5.20.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Michael Mirow
PROPOSAL #5.21.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Werner Moenius
PROPOSAL #5.22.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Roland Motzigemba
PROPOSAL #5.23.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Thomas Rackow
PROPOSAL #5.24.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Hakan Samuelsson
PROPOSAL #5.25.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Dieter Scheitor
PROPOSAL #5.26.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Albrecht Schmidt
PROPOSAL #5.27.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Henning Schulte-Noelle
PROPOSAL #5.28.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Rainer Sieg
PROPOSAL #5.29.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Peter von Siemens
PROPOSAL #5.30.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Jerry I. Speyer
PROPOSAL #5.31.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr.
Birgit Steinborn
PROPOSAL #5.32.: Ratification of the acts of the ISSUER YES FOR FOR
individual members of the Supervisory Board: Mr. Iain
Vallance of Tummel
PROPOSAL #6.: Appointment of auditors for the ISSUER YES FOR FOR
2008/2009 FY: Ernst + Young AG, Stuttgart
PROPOSAL #7.: Authorization to acquire own shares, ISSUER YES FOR FOR
the Company shall be authorized to acquire own shares
of up to 10% of its share capital, at prices neither
more than 10% above nor more than 20% below the
market price, between 01 MAR 2009, and 26 JUL 2010,
the Board of Managing Directors shall be authorized
to retire the shares, to use the shares within the
scope of the Company's stock option plans, to issue
the shares to employees and executives of the
Company, and to use the shares to fulfill conversion
PROPOSAL #8.: Authorization to use derivatives for ISSUER YES FOR FOR
the acquisition of own shares Supplementary to item
7, the Company shall be authorized to use call and
put options for the purpose of acquiring own shares
PROPOSAL #9.: Resolution on the creation of ISSUER YES FOR FOR
authorized capital, and the corresponding amendments
to the Articles of Association, the Board of Managing
Directors shall be authorized, with the consent of
the Supervisory Board, to increase the share capital
by up to EUR 520,800,000 through the issue of up to
173,600,000 new registered shares against cash
payment, on or before 26 JAN 2014, shareholders shall
be granted subscription rights, except for the issue
of shares against payment in kind, for residual
amounts, for the granting of subscription rights to
bondholders, and for the issue of shares at a price
not materially below their market price
PROPOSAL #10.: Resolution on the authorization to ISSUER YES FOR FOR
issue convertible or warrant bonds, the creation of
new contingent capital, and the corresponding
amendments to the Articles of Association, the Board
of Managing Directors shall be authorized to issue
bonds of up to EUR 15,000,000,000, conferring a
convertible or option right for up to 200,000,000 new
shares, on or before 26 JAN 2014, shareholders shall
be granted subscription rights, except for the issue
of bonds at a price not materially below their
theoretical market value, for residual amounts, and
for the granting of subscription rights to holders of
previously issued convertible or option rights, the
Company's share capital shall be increased
accordingly by up to EUR 600,000,000 through the
issue of new registered shares, insofar as
convertible or option rights are exercised
PROPOSAL #11.: Resolution on the revision of the ISSUER YES FOR FOR
Supervisory Board remuneration, and the corresponding
amendments to the Articles of Association, the
members of the Supervisory Board shall receive a
fixed annual remuneration of EUR 50,000, plus a
variable remuneration of EUR 150 per EUR 0.01 of the
earnings per share in excess of EUR 1, plus a further
variable remuneration of EUR 250 per EUR 0.01 by
which the three-year average earnings per share
exceed EUR 2, the Chairman shall receive three times,
and the Deputy Chairman one and a half times, the
amounts Committee members shall be granted further
remuneration, all members shall receive an attendance
fee of EUR 1,000 per meeting
PROPOSAL #12.: Amendment to the Articles of ISSUER YES FOR FOR
Association
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SILICONWARE PRECISION INDS LTD
TICKER: N/A CUSIP: Y7934R109
MEETING DATE: 6/10/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.A: Management report on the business ISSUER NO N/A N/A
performance in FY 2008
PROPOSAL #1.B: Supervisors review report on the FY ISSUER NO N/A N/A
2008 audited financial statements
PROPOSAL #1.C: Pursuant to ROC SFAs No. 34 to ISSUER NO N/A N/A
recognize an impairment loss
PROPOSAL #2.A: Adopt the meeting of FY 2008 Business ISSUER YES FOR FOR
report and financial statements
PROPOSAL #2.B: Adopt the meeting of FY 2008 profit ISSUER YES FOR FOR
Distribution plan [cash dividend TWD 1.8 per share]
PROPOSAL #2.C: Other proposals ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SINGAPORE TELECOMMUNICATIONS LTD
TICKER: N/A CUSIP: Y79985209
MEETING DATE: 7/25/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive and adopt the financial ISSUER YES FOR FOR
statements for the FYE 31 MAR 2008, the Directors'
report and the Auditors' report thereon
PROPOSAL #2.: Declare a final dividend of 6.9 cents ISSUER YES FOR FOR
per share in respect of the FYE 31 MAR 2008
PROPOSAL #3.: Re-elect Mr. Graham John Bradley as an ISSUER YES FOR FOR
Independent Member of the Audit Committee, who retire
by rotation in accordance with Article 97 of the
Company's Article of Association
PROPOSAL #4.: Re-elect Mr. Chumpol NaLamlieng as a ISSUER YES FOR FOR
Director, who retire by rotation in accordance with
Article 97 of the Company's Articles of Association
PROPOSAL #5.: Re-elect Mr. Nicky Tan Ng Kuang as an ISSUER YES FOR FOR
Independent Member of the Audit Committee, who retire
by rotation in accordance with Article 97 of the
Company's Articles of Association
PROPOSAL #6.: Re-elect Mr. Dominic Chiu Fai Ho as an ISSUER YES FOR FOR
Independent Member of the Audit Committee, who ceases
to hold the office in accordance with Article 103 of
the Company's Articles of Association
PROPOSAL #7.: Approve the payment of Directors' fees ISSUER YES FOR FOR
by the Company of up to SGD 2,250,000 for the FYE 31
MAR 2009 [2008: up to SGD 2,250,000]
PROPOSAL #8.: Re-appoint the Auditors and authorize ISSUER YES FOR FOR
the Directors to fix their remuneration
PROPOSAL #9.: Authorize the Directors to issue shares ISSUER YES FOR FOR
in the capital of the Company [shares] whether by
way of rights, bonus or otherwise and/or 2) make or
grant offers, agreements or potions [collectively,
Instruments] that might or would require shares to be
issued including but not limited to the creation and
issue of [as well as adjustments to] warrants,
debentures or other instruments convertible into
shares at any time and upon such terms and conditions
and for such purposes and to such persons as the
Directors may in their absolute discretion deem fit;
and (ii) issue shares in pursuance of any instrument
made or granted by the Directors while this
resolution was in force; provided that the agreement
number of shares to be issued pursuant to this
resolution [including shares to be issued in
pursuance of instruments made or granted pursuant to
this resolution] does not exceed 50% of the issued
shares in the capital of the Company [as calculated
in accordance with this resolution] of which the
aggregate number of shares to be issued other than on
a pro rata basis to shareholders of the Company
[including shares to be issued in pursuance of
instrument made or granted pursuant to this
resolution] does not exceed 10% of the total number
issued shares in the capital of the Company; (ii)
[subject to such manner of calculation as ,may be
prescribed by the Singapore Exchange Securities
Trading Limited (SGX-ST)] to determine the aggregate
number of shares that may be issued under this
resolution the percentage of issued shares shall be
on that total number of issued shares in the capital
of the Company at the time the resolution is passed
after adjusting for: (a) new shares arising from the
conversion or exercise of any convertible securities
or share options or vesting of share awards which are
outstanding or subsisting at the time this
resolution is passed and (b) any subsequent
consolidation or sub division of shares (iii) in
exercising the authority conferred by the resolution
the Company shall comply with the provisions of the
Listing manual of the SGX-ST and the rules of any
other stock exchange on which the shares of the
Company may for time being be listed or quoted for
the time being in force and the Articles of
Association for the time being of the Company and;
[Authority shall continue in force until the
conclusion of the next AGM of the Company or the date
by which the next AGM of the Company is required by
PROPOSAL #10.: Authorize the Directors to allot and ISSUER YES FOR FOR
issue from time to time such number of shares in the
capital of the Company as may be required to be
issued pursuant to exercise the options under the
Singapore Telecom Share Option Scheme 1999 [1999
scheme] provided always that the aggregate number of
shares to be issued pursuant to be 1999 Scheme shall
not exceed 5% of the total number of issued share
[excluding treasury shares] in the capital of the
Company from time to time as calculated in accordance
the rules of the 1999 Scheme
PROPOSAL #11.: Authorize the Directors to grant ISSUER YES FOR FOR
awards in accordance with the provisions of the Sing
Tel Performance Share Plan [Share plan] and to allot
and issue from time to time such number of fully paid
up shares in the capital of the Company as may be
required to be issued pursuant to the vesting of
awards under the Share Plan, provided always that the
aggregate number of shares to be issue pursuant to
the 1999 Scheme and the Share Plan shall not exceed
10% of the total number of issued shares in the
capital of the Company from time to time
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SINGAPORE TELECOMMUNICATIONS LTD
TICKER: N/A CUSIP: Y79985209
MEETING DATE: 7/25/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Authorize the Directors of the Company, ISSUER YES FOR FOR
for the purposes of Sections 76C and 76E of the
Companies Act chapter 50 [the Companies Act], to
purchase or otherwise acquire issued ordinary shares
in the capital of the Company [Shares], not exceeding
in aggregate the maximum limit [as specified],at
such price or process as may be determined by the
Directors from time to time up to the maximum price
[as specified] whether by way of: market purchases on
the Singapore Exchange Securities Trading Limited
[SGX-ST], and/or any other stock exchange on which
the shares may for the time being be listed and
quoted [Other Exchange] and/or off-market purchases
effected otherwise than on the SGX-ST or, as the case
may be, other exchange] in accordance with any equal
access scheme(s), as determined or formulated by the
Directors as they consider fir, which scheme(s)
shall satisfy all the conditions prescribed by the
Companies Act, in the case of a market purchase of a
share 105% of the average closing market price of the
shares and in case of an off-market purchase of a
share pursuant to an equal access scheme, 110% of the
average closing market price of the shares and
authorize the Directors of the Company and/or any of
them to do all such acts and things deemed necessary
to give effect to this Resolution; [Authority expires
the earlier of the next AGM of the Company or the
date by which the next AGM of the Company is required
PROPOSAL #2.: Approve, for the purposes of Rule 10.14 ISSUER YES FOR FOR
of the ASX Listing rules, the participation by the
Relevant Person in the Relevant Period specified in
paragraph 3.2 of the Circular to the shareholders and
the CUFS holders dated 26 JUN 2008 [the Circular] in
the SingTel Performance Share Plan, on the specified
terms
PROPOSAL #S.3: Amend Articles 93, 97, 98 and 103 of ISSUER YES FOR FOR
the Articles of the Association of the Company as
specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SK TELECOM CO., LTD.
TICKER: SKM CUSIP: 78440P108
MEETING DATE: 3/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF FINANCIAL STATEMENTS FOR ISSUER YES FOR FOR
THE 25TH FISCAL YEAR (FROM JANUARY 1, 2008 TO
DECEMBER 31, 2008) AS SET FORTH IN ITEM 1 OF THE
COMPANY'S AGENDA ENCLOSED HEREWITH.
PROPOSAL #02: APPROVAL OF CEILING AMOUNT OF THE ISSUER YES FOR FOR
REMUNERATION FOR DIRECTORS* PROPOSED CEILING AMOUNT
OF THE REMUNERATION FOR DIRECTORS IS KRW 12 BILLION.
PROPOSAL #03: AMENDMENT TO COMPANY REGULATION ON ISSUER YES FOR FOR
EXECUTIVE COMPENSATION AS SET FORTH IN ITEM 2 OF THE
COMPANY'S AGENDA ENCLOSED HEREWITH.
PROPOSAL #4A1: ELECTION OF DIRECTOR: MR. CHEY, JAE WON ISSUER YES FOR FOR
PROPOSAL #4A2: ELECTION OF DIRECTOR: MR. JUNG, MAN WON ISSUER YES FOR FOR
PROPOSAL #4B: ELECTION OF INDEPENDENT NON-EXECUTIVE ISSUER YES FOR FOR
DIRECTOR.
PROPOSAL #4C: ELECTION OF A MEMBER OF THE AUDIT ISSUER YES FOR FOR
COMMITTEE.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SMITH & NEPHEW GROUP P L C
TICKER: N/A CUSIP: G82343164
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Adopt the report and accounts ISSUER YES AGAINST AGAINST
PROPOSAL #2.: Approve the remuneration report ISSUER YES FOR FOR
PROPOSAL #3.: Approve to confirm the interim dividends ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Mr. David Lllingworth ISSUER YES AGAINST AGAINST
PROPOSAL #5.: Re-elect Mr. Joseph Papa ISSUER YES FOR FOR
PROPOSAL #6.: Re-elect Dr. Rolf Stomberg ISSUER YES FOR FOR
PROPOSAL #7.: Re-appoint the Auditors ISSUER YES FOR FOR
PROPOSAL #8.: Authorize the Directors to determine ISSUER YES FOR FOR
the remuneration of the Auditors
PROPOSAL #9.: Approve to renew the Directors' ISSUER YES FOR FOR
authority to allot shares
PROPOSAL #10.: Amend the French Share Save Plan [2002] ISSUER YES FOR FOR
PROPOSAL #11.: Approve to renew the Directors' ISSUER YES FOR FOR
authority for the disapplication of pre-emption rights
PROPOSAL #12.: Authorize to renew the Directors' ISSUER YES FOR FOR
authority limited to make market purchases of the
Company's own shares
PROPOSAL #13.: Authorize the Directors to continue to ISSUER YES FOR FOR
call general meetings, other than AGM, on 14 clear
days' notice
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SOCIETE GENERALE, PARIS
TICKER: N/A CUSIP: F43638141
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the Company's financial ISSUER YES FOR FOR
statements for the YE 31 DEC 2008, as presented,
showing losses of EUR 2,963,598,323.26
PROPOSAL #O.2: Approve to record the loss for the ISSUER YES FOR FOR
year as a deficit in retained earnings, following
this appropriation, the retained earnings account of
EUR 6,363 ,246,855.22 will show a new balance of EUR
3,399,648,531.96, global dividends deducted from the
retained earnings account: EUR 696,872,692. 80 the
shareholders will receive a net dividend of EUR 1.20
per share of a par value of EUR 1.25, and will
entitle to the 40% deduction provided by the French
Tax Code, this dividend will be paid on 09 JUN 2009,
as required by Law, it is reminded that, for the last
3 FY, the dividends paid, were as: EUR 4.50 for FY
2005 EUR 5.20 for FY 2006 EUR 0.90 for FY 2007
PROPOSAL #O.3: Approve the dividend payment will to ISSUER YES FOR FOR
be carried out in new shares as per the conditions:
reinvestment period will be effective from 27 MAY
2009 to 10 JUN 2009, after the shareholders will
receive the dividend payment in cash, the new shares
will be created with dividend rights as of 01 JAN
2009, and authorize the Board of Directors to take
all necessary measures and accomplish all necessary
PROPOSAL #O.4: Approve the consolidated financial ISSUER YES FOR FOR
Statements and statutory reports of the Board of
Directors and the Auditors for 2008
PROPOSAL #O.5: Receive the Special Auditors' report ISSUER YES FOR FOR
on agreements governed by the Article L.225-38 of the
French Code
PROPOSAL #O.6: Receive the Special Auditors' report ISSUER YES FOR FOR
on retirement commitments in favor of Mr. Daniel
Bouton, Mr. Phileppe Citerene and Mr. Didier LIX by
the Article L.225-42-1 of the French Code
PROPOSAL #O.7: Receive the Special Auditors' report ISSUER YES FOR FOR
on retirement commitments in favour of Mr. Severin
Cabannes and Mr. Frederic Oudea by the Article L.225-
42-1 of the French Code
PROPOSAL #O.8: Receive the Special Auditors' report ISSUER YES FOR FOR
on retirement indemnity commitments in favor of Mr.
Frederic Oudea by the Article L.225-42-1 of the
French Code
PROPOSAL #O.9: Renew the appointment of Mr. Jean ISSUER YES FOR FOR
Azema as a Director for a 4 year period
PROPOSAL #O.10: Renew the appointment of Mrs. ISSUER YES FOR FOR
Elisabeth Lulin as a Director for a 4 year period
PROPOSAL #O.11: Ratify the Co-optation of Mr. Robert ISSUER YES FOR FOR
Castaigne as a Director, to replace Mr. Elie Cohen,
resigning, for the remaining time of Mr. Elie Cohen's
term of office, until the shareholders' meeting
called in 2010 and to approve the financial
statements for the FY
PROPOSAL #O.12: Appoint Mr. Jean-Bernard Levy as a ISSUER YES FOR FOR
director for a 4-year period
PROPOSAL #O.13: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
trade by all means, in the Company's shares on the
stock market, subject to the conditions: maximum
purchase price: EUR 105.00, maximum number of shares
to be acquired: 58,072,724, i.e.10% of the share
capital, maximum funds invested in the share
buybacks: EUR 6,097,636,020.00; [Authority expires
after18-month period], this authorization supersedes
the unspent remaining period of the authorization
granted by the shareholders' meeting of 27 MAY 27
2008 in its Resolution 9, the shareholders' meeting
delegates all powers to the Board of Directors to
take all necessary measures and accomplish all
PROPOSAL #E.14: Approve to add Article 20 granting ISSUER YES AGAINST AGAINST
powers to the Bylaws
PROPOSAL #E.15: Authorize the Board of Directors, ISSUER YES FOR FOR
under approval of resolution 16, to increase the
share capital up to a maximum nominal amount of EUR
241,900,000,00, that is 33.3% of the share capital,
by issuance of preference shares without voting right
and preferred subscribed rights for any cash capital
increase; [Authority expires after 14 month period]
PROPOSAL #E.16: Approve to introduce preference ISSUER YES FOR FOR
shares within the bylaws subject to approval of
Resolution 16, consequently, a new class of shares
known as B shares will be created composed with
preference shares without voting right and
preferential subscription right for any cash capital
increase; the share capital will be divided into 2
Classes of shares A shares, corresponding to all
ordinary shares, and B shares accordingly, and
authorize the Board of Directors to amend the
PROPOSAL #E.17: Authorize the Board of Directors to ISSUER YES AGAINST AGAINST
increase the share capital, on one or more occasions,
and its sole discretion, by issuing shares or
securities giving access to the share capital in
favor of employees of the Company and its
subsidiaries who are Members of a Company savings
plan; [Authority expires after 14 month period]; and
for a nominal amount that shall not exceed 1.75% of
the share capital, the Global amount of capital
increase carried out under this present Resolution
shall count against the ones specified in 10 and 11
Resolutions of the combined shareholders' meeting
held on 27 MAY 2008, and approve to cancel the
shareholders preferential subscription rights in
favor of Members of the said savings plan, this
authorization supersedes unspent remaining period of
the authorization granted by shareholders' meeting of
27 MAY 2008, in its Resolution 14, expect what
concerns the completion of the share capital
increases reserved for Members of a Company savings
plan which has been set by the Board of Directors
during its meeting of 17 FEB 2009, and to take all
necessary measures and accomplish all necessary
PROPOSAL #E.18: Approve to increase the ceiling of ISSUER YES FOR FOR
capital increase with the shareholder's preferential
subscription right maintained set forth in the
Resolution 10 granted by the shareholders meeting
held on 27 MAY 2008; the global amount of share
capital increase originally set at EUR 220,000,000.00
will increase to EUR 360,000,000.00 i.e., 30.2% to
49.6% of the share capital; [Authority expires after
26 month period]
PROPOSAL #E.19: Grant full powers to the bearer of an ISSUER YES FOR FOR
original, a copy or extract of the minutes of this
meeting to carry out all filings, publications and
other formalities prescribed by law
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ISSUER: SONY CORPORATION
TICKER: N/A CUSIP: J76379106
MEETING DATE: 6/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.15: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.: Approve Issuance of Share Acquisition ISSUER YES FOR FOR
Rights as Stock Options
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STANDARD BANK GROUP LIMITED
TICKER: N/A CUSIP: S80605140
MEETING DATE: 5/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Receive and adopt the annual financial ISSUER YES FOR FOR
statements for the YE 31 DEC 2008, including the
reports of the Directors and Auditors
PROPOSAL #O.2.1: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Chairman of
Standard Bank Group- ZAR 3,600,000 per annum
PROPOSAL #O.2.2: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Director of
Standard Bank Group- ZAR 140,000 per annum
PROPOSAL #O.2.3: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: International
Director of Standard Bank Group- EUR 30,100 per annum
PROPOSAL #O.2.4: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Group credit
committee: Member- ZAR 13,750 per meeting
PROPOSAL #O.2.5: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Directors'
affairs committee: Chairman- ZAR 88,000 per annum;
Member- ZAR 44,000 per annum
PROPOSAL #O.2.6: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Group risk and
capital Management Committee: Chairman- ZAR 300,000
per annum; Member- ZAR 150,000 per annum
PROPOSAL #O.2.7: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Group
remuneration committee: Chairman- ZAR 175,000 per
annum; Member- ZAR 80,500 per annum
PROPOSAL #O.2.8: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Group
remuneration committee: Chairman- ZAR 120,000 per
annum; Member- ZAR 60,000 per annum
PROPOSAL #O.2.9: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Group audit
committee: Chairman- ZAR 350,000 per annum; Member-
ZAR 150,000 per annum
PROPOSAL #O2.10: Approve the proposed fees payable to ISSUER YES FOR FOR
the Non-Executive Directors for 2009: Ad hoc meeting
attendance- ZAR 13,750 per meeting
PROPOSAL #O.3.1: Elect Mr. Doug Band as a Director, ISSUER YES FOR FOR
who retire by rotation in accordance with the
provisions of the Company's Articles of Association
PROPOSAL #O.3.2: Elect Mr. Derek Cooper as a ISSUER YES FOR FOR
Director, who retire by rotation in accordance with
the provisions of the Company's Articles of
PROPOSAL #O.3.3: Elect Mr. Sam Jonah KBE as a ISSUER YES FOR FOR
Director, who retire by rotation in accordance with
the provisions of the Company's Articles of
PROPOSAL #O.3.4: Elect Mr. Sir Paul Judge as a ISSUER YES FOR FOR
Director, who retire by rotation in accordance with
the provisions of the Company's Articles of
PROPOSAL #O.3.5: Elect Mr. Kgomotso Moroka as a ISSUER YES AGAINST AGAINST
Director retire by rotation in accordance with the
provisions of the Company's Articles of Association
PROPOSAL #O.3.6: Elect Mr. Chris Nissen as a Director ISSUER YES FOR FOR
retire by rotation in accordance with the provisions
of the Company's Articles of Association
PROPOSAL #O.4.1: Authorize the Directors, for the ISSUER YES AGAINST AGAINST
purpose of carrying out the terms of the Standard
Bank Equity Growth Scheme [the Equity Growth Scheme],
other than those which have specifically been
appropriated for the Equity Growth Scheme in terms of
ordinary resolutions duly passed at previous AGM's
of the Company specifically placed under the control
of the Directors, authorized to allot and issue those
shares in terms of the Equity Growth Scheme
PROPOSAL #O.4.2: Authorized the Directors, for the ISSUER YES AGAINST AGAINST
purpose of carrying out the terms of the Standard
Bank Group Share Incentive Scheme [the Scheme], other
than those which have specifically been appropriated
for the Scheme in terms of ordinary resolutions duly
passed at previous AGM's of the Company specifically
placed under the control of the Directors,
authorized to allot and issue those shares in terms
PROPOSAL #O.4.3: Authorized the Directors of the ISSUER YES FOR FOR
Company, that the unissued ordinary shares in the
authorized share capital of the Company [other than
those specifically identified in ordinary Resolutions
4.1 and 4.2] placed under the control of the to
allot and issue the ordinary shares at their
discretion until the next AGM of the Company, subject
to the provisions of the Companies Act, 61 of 1973,
as amended, the Banks Act, 94 of 1990, as amended and
the Listings Requirements of the JSE Limited and
subject to the aggregate number of ordinary shares
able to be allotted and issued in terms of this
resolution being limited to 5% of the number of
ordinary shares in issue at 31 DEC 2008
PROPOSAL #O.4.4: Authorized the Directors of the ISSUER YES FOR FOR
Company, the share capital of the Company that the
unissued non-redeemable, non-cumulative, non-
participating preference shares [non-redeemable
preference shares] in the placed under the control of
the Directors of the Company to allot and issue the
non-redeemable preference shares at their discretion
until the next AGM of the Company, subject to the
provisions of the Companies Act, 61 of 1973, as
amended and the Listings Requirements of the JSE
Limited
PROPOSAL #O.4.5: Authorized the Directors of the ISSUER YES FOR FOR
Company and given a renewable general authority to
make payments to shareholders in terms of Section
5.85(b) of the Listings Requirements of the JSE
Limited [the Listings Requirements], subject to the
provisions of the Companies Act, 61 of 1973, as
amended [the Companies Act], the Banks Act, 94 of
1990, as amended and the Listings Requirements,
including, amongst others, the following
requirements: (a) payments to shareholders in terms
of this resolution shall be made in terms of Section
90 of the Companies Act and be made pro rata to all
shareholders; (b) in any one FY, payments to
shareholders in terms of this resolution shall not
exceed a maximum of 20% of the Company's issued share
capital, including reserves but excluding minority
interests, and revaluations of assets and intangible
assets that are not supported by a valuation by an
Independent Professional expert acceptable to the JSE
Limited prepared within the last 6 months, measured
as at the beginning of such FY; and [authority
expires at the end of the next AGM of the Company or
for 15 months from the date of this resolution]
PROPOSAL #S.5: Authorize the Directors of the ISSUER YES FOR FOR
Company, with effect from the date of this AGM, as a
general approval in terms of Section 85(2) of the
Companies Act, 61 of 1973, as amended [the Companies
Act], the acquisition by the Company and, in terms of
Section 89 of the Companies Act, the acquisition by
any subsidiary of the Company from time to time, of
such number of ordinary shares issued by the Company
and at such price and on such other terms and
conditions as the Directors may from time to time
determine, subject to the requirements of the
Companies Act, the Banks Act, 94 of 1990, as amended
and the Listings Requirements of the JSE Limited [the
Listings Requirements], which include, amongst
others, the following: any such acquisition will be
implemented through the order book operated by the
trading system of the JSE Limited and done without
any prior understanding or arrangement between the
Company and the counterparty [reported trades being
prohibited];the acquisition must be authorizes by the
Company's Articles of Association; the authority is
limited to the purchase of a maximum of 10% of the
Company's issued ordinary share capital in any one
FY; acquisition must not be made at a price more than
10% above the weighted average of the market value
for the ordinary shares of the Company for the 5
business days immediately preceding the date of
acquisition at any point in time, the Company may
only appoint 1 agent to effect any repurchase(s) on
the Company's behalf; the Company may only acquire
its ordinary shares if, after such acquisition, it
still complies with the shareholder spread
requirements as set out in the Listings Requirements;
the Company or its subsidiary may not repurchase
securities during a prohibited period, unless they
have in place a repurchase programmed where the dates
and quantities of securities to be traded during the
relevant period are fixed [not subject to any
variation] and full details of the programme have
been disclosed in an announcement over SENS prior to
the commencement of the prohibited period; that an
announcement containing full details of such
acquisitions of shares will be published as soon as
the Company and/or its subsidiary (ies) has/have
acquired shares constituting, on a cumulative basis,
3% of the number of shares in issue at the date of
the general meeting at which this special resolution
is considered and, if approved, passed, and for each
3% in aggregate of the initial number acquired
thereafter; and in the case clan acquisition by a
subsidiary of the Company and the number of shares to
be acquired, is not more than 10% in the aggregate
of the number of issued shares of the Company
[authority expires whichever is earlier until the
next AGM of the Company or 15 months from the date on
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STANDARD CHARTERED PLC, LONDON
TICKER: N/A CUSIP: G84228157
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report and accounts ISSUER YES FOR FOR
PROPOSAL #2.: Declare a final dividend of 42.32 US ISSUER YES FOR FOR
Cents per ordinary share
PROPOSAL #3.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #4.: Re-elect Mr. Jamie F. T. Dundas as a ISSUER YES FOR FOR
Non-Executive Director
PROPOSAL #5.: Re-elect Mr. Rudolph H. P. Markham as a ISSUER YES FOR FOR
Non-Executive Director
PROPOSAL #6.: Re-elect Ms. Ruth Markland as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #7.: Re-elect Mr. Richard H. Meddings as an ISSUER YES FOR FOR
Executive Director
PROPOSAL #8.: Re-elect Mr. John W. Peace as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #9.: Elect Mr. Steve Bertamini who was ISSUER YES FOR FOR
appointed as an Executive Director
PROPOSAL #10.: Elect Mr. John G. H. Paynter who was ISSUER YES FOR FOR
appointed as an Non-Executive Director
PROPOSAL #11.: Re-appoint KPMG Audit Plc as the ISSUER YES FOR FOR
Auditors of the Company
PROPOSAL #12.: Approve to set the Auditors' fees ISSUER YES FOR FOR
PROPOSAL #13.: Authorize the Company and its ISSUER YES FOR FOR
Subsidiaries to make EU Political Donations to
Political Parties or Independent Election Candidates,
to Political Organizations Other than Political
Parties and Incur EU Political Expenditure up to GBP
100,000
PROPOSAL #14.: Approve to increase the authorized ISSUER YES AGAINST AGAINST
share capital
PROPOSAL #15.: Authorize the Board to issue equity ISSUER YES FOR FOR
with Rights up to GBP 316,162,105.50 [Relevant
Authorities and Share Dividend Scheme] and additional
amount of GBP 632,324,211 [Rights Issue] after
deducting any securities issued under the relevant
authorities and Share Dividend Scheme
PROPOSAL #16.: Approve to extend the Directors' ISSUER YES FOR FOR
authority to issue equity with pre-emptive rights up
to aggregate nominal amount of USD 189,697,263
pursuant to Paragraph A of Resolution 15 to include
the shares repurchased by the Company under authority
granted by Resolution 18
PROPOSAL #S.17: Grant authority for the issue of ISSUER YES FOR FOR
equity or equity-linked securities without pre-
emptive rights up to aggregate nominal amount of USD
47,424,315.50
PROPOSAL #s.18: Grant authority to buyback ISSUER YES FOR FOR
189,697,263 ordinary shares for market purchase
PROPOSAL #s.19: Grant authority to buyback for market ISSUER YES FOR FOR
purchase of 477,500 Preference Shares of 5.00 US
Cents and 195,285,000 Preference Shares of GBP 1.00
PROPOSAL #s.20: Adopt the new Articles of Association ISSUER YES AGAINST AGAINST
PROPOSAL #s.21: Approve to call a general meeting ISSUER YES FOR FOR
other than AGM on not less than 14 clear days' notice
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STATE BANK OF INDIA
TICKER: N/A CUSIP: 856552203
MEETING DATE: 1/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Election of Shri Radheshyam Maheshwari ISSUER NO N/A N/A
as a Director to the Central Board of the Bank under
the provisions of Section 19(c) read with Section
25(2) of the State Bank of India Act, 1955
PROPOSAL #1.2: Election of Shri D. Sundaram as a ISSUER NO N/A N/A
Director to the Central Board of the Bank under the
provisions of Section 19(c) read with Section 25(2)
of the State Bank of India Act, 1955,
PROPOSAL #1.3: Election of Shri Umesh Nath Kapur as a ISSUER NO N/A N/A
Director to the Central Board of the Bank under the
provisions of Section 19(c) read with Section 25(2)
of the State Bank of India Act, 1955
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STATOILHYDRO ASA
TICKER: N/A CUSIP: R8412T102
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the AGM by the Chair of the ISSUER YES FOR FOR
Corporate Assembly
PROPOSAL #2.: Elect Mr. Olaug Svarva as the chair of ISSUER YES FOR FOR
the Corporate Assembly
PROPOSAL #3.: Approve the notice and the agenda ISSUER YES FOR FOR
PROPOSAL #4.: Approve the registration of attending ISSUER YES FOR FOR
shareholders and proxies
PROPOSAL #5.: Elect 2 persons to co-sign the minutes ISSUER YES FOR FOR
together with the Chair of the Meeting
PROPOSAL #6.: Approve the annual report and accounts ISSUER YES FOR FOR
for StatoilHydro ASA and the StatoilHydro group for
2008, and the distribution of the dividend of NOK
7.25 per share for 2008 of which the ordinary
dividend is NOK 4.40 per share and the special
dividend is NOK 2.85 per share, the dividend accrues
to the shareholders as of 19 MAY 2009, expected
payment of dividends is 03 JUN 2009
PROPOSAL #7.: Approve to determine the remuneration ISSUER YES FOR FOR
for the Company's Auditor
PROPOSAL #8.: Elect 1 deputy Member to the Corporate ISSUER YES AGAINST AGAINST
Assembly
PROPOSAL #9.: Approve, in accordance with Section 6- ISSUER YES AGAINST AGAINST
16a of the Public Limited Companies Act, the Board of
Directors will prepare an independent statement
regarding the settlement of salary and other
remuneration for Executive Management, the content of
the statement is included in note 3 to
StatoilHydro's annual report and accounts for 2008,
which have been prepared in accordance with
accounting principles generally accepted in Norway
PROPOSAL #10.: Authorize the Board of Directors on ISSUER YES AGAINST AGAINST
behalf of the Company to acquire StatoilHydro shares
in the market, the authorization may be used to
acquire own shares at a total nominal value of up to
NOK 15,000,000, shares acquired pursuant to this
authorization may only be used for sale and transfer
to employees of the StatoilHydro group as part of the
group's share saving plan, as approved by the Board
of Directors, the minimum and maximum amount that may
be paid per share will be NOK 50 and 500
respectively, the authorisation is valid until the
next AGM, but not beyond 30 JUN 2010, this
authorisation replaces the previous authorisation to
acquire own shares for implementation of the share
saving plan for employees granted by the AGM on 20
PROPOSAL #11.: Amend the Section 1 of the Articles of ISSUER YES FOR FOR
Association as specified; authorize the Board to
decide the date for implementation of the amended
Articles of Association, but the date must be not
late than 01 JAN 2010
PROPOSAL #12.: PLEASE NOTE THAT THIS IS A ISSUER YES AGAINST FOR
SHAREHOLDERS PROPOSAL: StatoilHydro shall withdraw
from tar sands activities in Canada
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STORA ENSO OYJ, HELSINKI
TICKER: N/A CUSIP: X21349117
MEETING DATE: 4/1/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the meeting ISSUER NO N/A N/A
PROPOSAL #2.: Call the meeting to order ISSUER NO N/A N/A
PROPOSAL #3.: Election of persons to confirm the ISSUER NO N/A N/A
minutes and to supervise the counting of votes
PROPOSAL #4.: Recording the legality of the meeting ISSUER NO N/A N/A
PROPOSAL #5.: Recording the attendance at the meeting ISSUER NO N/A N/A
and adoption of the list of votes
PROPOSAL #6.: Presentation of the annual accounts, ISSUER NO N/A N/A
the report of the Board of Directors and the
auditor's report for the year 2008 - CEO's report
PROPOSAL #7.: Adopt the annual accounts ISSUER YES FOR FOR
PROPOSAL #8.: Approve that EUR 0.20 per share, a ISSUER YES FOR FOR
maximum aggregate of EUR 157,907,699.80, be
distributed to the shareholders from the share
premium fund of the Parent Company; the distribution
shall be paid after the Finnish National Board of
Patents and Registration has given its consent to the
decrease of the share premium fund which is expected
to take place in July 2009 at the earliest
PROPOSAL #9.: Grant discharge to the Members of the ISSUER YES FOR FOR
Board of Directors and the Chief Executive Officer
from liability
PROPOSAL #10.: Approve the annual remuneration for ISSUER YES FOR FOR
the Members of the Board of Directors and Board
Committees as specified
PROPOSAL #11.: Approve the number of Members of the ISSUER YES FOR FOR
Board of Directors at 9 Members
PROPOSAL #12.: Re-elect Messrs. Gunnar Brock, Claes ISSUER YES FOR FOR
Dahlback, Dominique Heriard Dubreuil, Birgitta
Kantola, Ilkka Niemi, Juha Rantanen, Matti Vuoria and
Marcus Wallenberg as the Members of the Board of
Directors until the end of the following AGM and
elect Mr. Hans Straberg as a Member of the Board of
Directors for the same term of office
PROPOSAL #13.: Approve that the remuneration of the ISSUER YES FOR FOR
Auditor be paid according to invoice
PROPOSAL #14.: Re-elect Deloitte & Touche OY as the ISSUER YES FOR FOR
Auditor of the Company until the end of the following
AGM
PROPOSAL #15.: Appoint the Nomination Committee ISSUER YES AGAINST AGAINST
PROPOSAL #16.: Approve to decrease of the share ISSUER YES FOR FOR
premium fund and the reserve fund of the Parent
Company as shown in the balance sheet of the parent
Company as per 31 DEC 2008 will be decreased by an
amount of EUR 1,688,145,310.08, and the reserve fund
as shown in the balance sheet of the Parent Company
as per 31 DEC 2008 by an amount of EUR
353,946,990.12; the decreased amounts shall be
transferred to the invested non-restricted equity
fund; the decrease is proposed to be in addition to
the decrease proposed under Resolution 8 above; the
decrease of the share premium fund and the reserve
fund become effective after the Finnish National
Board of Patents and Registration has given its
PROPOSAL #17.: PLEASE NOTE THAT THIS IS A ISSUER YES AGAINST FOR
SHAREHOLDERS' PROPOSAL: approve that Stora Enso OYJ
shall no longer procure from the Finnish State
Enterprise Metsahallitus, any wood from forest areas
in forest Lapland that nature conservation
organizations have designated as rare contiguous
wilderness areas formed by old-growth forests, bogs
and fells
PROPOSAL #18.: Decision making order ISSUER NO N/A N/A
PROPOSAL #19.: Closing of the AGM ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUBSEA 7 INC.
TICKER: N/A CUSIP: G8549P108
MEETING DATE: 7/8/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Company's financial ISSUER YES FOR FOR
statements for the FYE 31 DEC 2007
PROPOSAL #2.: Re-appoint PricewaterhouseCoopers as ISSUER YES FOR FOR
the Company's Auditors for the FY 2008
PROPOSAL #3.: Authorize the Board of Directors to fix ISSUER YES FOR FOR
remuneration to the Company's Auditors for 2007
PROPOSAL #4.: Re-elect Mr. Allen Stevens and elect ISSUER YES AGAINST AGAINST
Mr. Mel Fitzgerald as the Directors of the Company
PROPOSAL #5.: Authorize the Board of Directors to fix ISSUER YES FOR FOR
remuneration to the Company's Directors
PROPOSAL #6.: Approve and ratify the actions of the ISSUER YES FOR FOR
Directors and the Officers of the Company
PROPOSAL #S.7: Amend the Articles of Association of ISSUER YES FOR FOR
the Company by deleting the existing Articles 28 (b)
and 42, and by updating certain statutory references
in the Company's Memorandum and Articles of
PROPOSAL #8.: Amend and restate the Company's ISSUER YES FOR FOR
Memorandum and Articles of Association in entirety,
in order to reflect such amendments
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUBSEA 7 INC.
TICKER: N/A CUSIP: G8549P108
MEETING DATE: 5/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the Company's financial ISSUER YES FOR FOR
statements for the FYE 31 DEC 2008
PROPOSAL #2.: Re-appoint PricewaterhouseCoopers as ISSUER YES FOR FOR
the Company's Auditors for FY 2009
PROPOSAL #3.: Authorize the Board of Directors to fix ISSUER YES FOR FOR
the remuneration to the Company's Auditors for 2008
PROPOSAL #4.1: Re-elect Mr. Kristian Siem as a ISSUER YES AGAINST AGAINST
Director of the Company
PROPOSAL #4.2: Re-elect Mr. Arild Schultz as a ISSUER YES FOR FOR
Director of the Company
PROPOSAL #4.3: Re-elect Mr. Michael Delouche as a ISSUER YES AGAINST AGAINST
Director of the Company
PROPOSAL #5.: Authorize the Board of Directors to fix ISSUER YES FOR FOR
the remuneration to the Company's Directors
PROPOSAL #6.: Approve and ratify the actions of the ISSUER YES FOR FOR
Directors and Officers of the Company
PROPOSAL #7.: Approve and ratify the establishment of ISSUER YES AGAINST AGAINST
a new Company Restricted Stock Award Plan
PROPOSAL #8.: Approve and ratify, subject to the ISSUER YES AGAINST AGAINST
Resolution 7, the granting of awards of restricted
shares under the new Company Restricted Stock Award
Plan
PROPOSAL #9.: Approve to increase the authorized ISSUER YES FOR FOR
share capital of the Company from USD 2,000,000.00
divided into 200,000,000 Common Shares of a nominal
or par value of USD 0.01 each to USD 3,000,000.00
divided into 300,000,000 Common Shares of a nominal
or par value of USD 0.01 each by the creation of an
additional 100,000,000 shares of a nominal or par
value of USD 0.01 each
PROPOSAL #10.: Amend and restate, subject to the ISSUER YES FOR FOR
approval of Resolution 9, the Company's Memorandum
and Articles of Association in their entirety in
order to have one composite set of constitutive
documents that are available to the Company and that
reflect the changes effected by the adoption of
PROPOSAL #11.: Transact such other business ISSUER NO N/A N/A
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ISSUER: SUEDZUCKER AG, MANNHEIM
TICKER: N/A CUSIP: D82781101
MEETING DATE: 7/29/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2007/2008 FY
with the report of the Supervisory Board, the Group
financial statements and annual report
PROPOSAL #2.: Resolution on the appropriation of the ISSUER NO N/A N/A
distributable profit of EUR 75,747,118.06 as follows:
payment of a dividend of EUR 0.40 per share EUR
5,674.86 shall be carried forward ex-dividend and
payable date: 30 JUL 2008
PROPOSAL #3.: Ratification of the acts of the Board ISSUER NO N/A N/A
of Managing Directors
PROPOSAL #4.: Ratification of the acts of the ISSUER NO N/A N/A
Supervisory Board
PROPOSAL #5.: Appointment of the Auditors for the ISSUER NO N/A N/A
2008/2009 FY: PricewaterhouseCoopers Ag, Frankfurt
PROPOSAL #6.: Authorization to issue profit sharing ISSUER NO N/A N/A
certificates or bonds, the creation of contingent
capital II, and the corresponding amendments to the
Article of Association the Board of Managing
Directors shall be authorized, with the consent of
the Supervisory Board, to issue profit sharing
certificates or bonds of up to EUR 400,000,000,
conferring a conversion or option right for new
shares of the Company, on or before 28 JUL 2013,
shareholders shall be granted subscription rights,
except for residual amounts, and insofar as the
profit sharing certificates or bonds are issued at a
price not materially below their theoretical market
value, as well as for the granting of subscription
rights to holders of previously granted option or
conversion rights. the share capital shall be
increased by up to EUR 15,000,000 through the issue
of up to 15,000,000 new bearer shares, insofar as
conversion or option rights are exercised
PROPOSAL #7.: Authorization to acquire own shares the ISSUER NO N/A N/A
Company shall be authorized to acquire own shares of
up to 10% of its share capital, at prices not
deviating more than 10% from the market price, on or
before 23 JAN 2010, the Board of Managing Directors
shall be authorized to dispose of the shares in a
manner other than the stock exchange or a rights
offering if the shares a resold at a price not
materially below their market price, to use the
shares for acquisition purposes or for the fulfilment
conversion or option rights, and to retire the shares
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUEZ, PARIS
TICKER: N/A CUSIP: F90131115
MEETING DATE: 7/16/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #E.1: Approve the Merger by absorption of ISSUER YES FOR FOR
rivolam
PROPOSAL #E.2: Approve the spin-off of Suez ISSUER YES FOR FOR
environment
PROPOSAL #O.3: Approve the distribution of 65% of ISSUER YES FOR FOR
Suez environment to Suez's shareholders
PROPOSAL #O.4: Approve the Special Auditors' report ISSUER YES FOR FOR
regarding related-party transactions
PROPOSAL #E.5: Approve the Merger by absorption of ISSUER YES FOR FOR
Suez by GDF
PROPOSAL #O.6: Grant authority for the filing of the ISSUER YES FOR FOR
required documents/other formalities
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUMITOMO CORPORATION (SUMITOMO SHOJI KAISHA,LTD.)
TICKER: N/A CUSIP: J77282119
MEETING DATE: 6/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to : Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.1: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #4.2: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #4.3: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #5.: Approve Payment of Bonuses to Directors ISSUER YES FOR FOR
PROPOSAL #6.: Approve Issuance of New Share ISSUER YES FOR FOR
Acquisition Rights in the Form of Stock Options to
the Company's Directors
PROPOSAL #7.: Approve Issuance of New Share ISSUER YES FOR FOR
Acquisition Rights in the Form of Stock Options
Scheme for a Stock-Linked Compensation Plan to the
Company's Directors
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUMITOMO MITSUI FINANCIAL GROUP,INC.
TICKER: N/A CUSIP: J7771X109
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Allow Use of ISSUER YES FOR FOR
Electronic Systems for Public Notifications, Approve
Minor Revisions Related to Dematerialization of
Shares and the Other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.1: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #4.2: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #4.3: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #4.4: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #5.: Appoint a Substitute Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #6.: Approve Provision of Retirement ISSUER YES AGAINST AGAINST
Allowance for Retiring Directors and Retiring
Corporate Auditors
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUN LIFE FINL INC MED TERM NTS CDS-
TICKER: N/A CUSIP: 866796105
MEETING DATE: 5/21/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. James C. Baillie as a ISSUER YES FOR FOR
Director
PROPOSAL #1.2: Elect Mr. George W. Carmany, III as a ISSUER YES FOR FOR
Director
PROPOSAL #1.3: Elect Mr. John H. Clappison as a ISSUER YES FOR FOR
Director
PROPOSAL #1.4: Elect Mr. David A. Ganong, CM as a ISSUER YES FOR FOR
Director
PROPOSAL #1.5: Elect Mr. Germaine Gibara as a Director ISSUER YES FOR FOR
PROPOSAL #1.6: Elect Mr. Krystyna T. Hoeg as a ISSUER YES FOR FOR
Director
PROPOSAL #1.7: Elect Mr. David W. Kerr as a Director ISSUER YES FOR FOR
PROPOSAL #1.8: Elect Mr. Idalene F. Kesner as a ISSUER YES FOR FOR
Director
PROPOSAL #1.9: Elect Mr. Mitchell M. Merin as a ISSUER YES FOR FOR
Director
PROPOSAL #1.10: Elect Mr. Bertin F. Nadeau as a ISSUER YES FOR FOR
Director
PROPOSAL #1.11: Elect Mr. Ronald W. Osborne as a ISSUER YES FOR FOR
Director
PROPOSAL #1.12: Elect Honorable Hugh D. Segal, CM as ISSUER YES FOR FOR
a Director
PROPOSAL #1.13: Elect Mr. Donald A. Stewart as a ISSUER YES FOR FOR
Director
PROPOSAL #1.14: Elect Mr. James H. Sutcliffe as a ISSUER YES FOR FOR
Director
PROPOSAL #2.: Appoint Deloitte & Touche LLP as the ISSUER YES FOR FOR
Auditor
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SVENSKA CELLULOSA AKTIEBOLAGET SCA
TICKER: N/A CUSIP: W90152120
MEETING DATE: 4/2/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the meeting and elect Mr. ISSUER YES FOR FOR
Sven Urger, attorney at law, as the Chairman of the
meeting
PROPOSAL #2.: Approve the voting list ISSUER YES FOR FOR
PROPOSAL #3.: Elect 2 persons to check the minutes ISSUER YES FOR FOR
PROPOSAL #4.: Approve to determine whether the ISSUER YES FOR FOR
meeting has been duly convened
PROPOSAL #5.: Approve the agenda ISSUER YES FOR FOR
PROPOSAL #6.: Approve the annual report and the ISSUER YES FOR FOR
Auditor's report and the consolidated financial
statements and the Auditor's report on the
consolidated financial statements
PROPOSAL #7.: Approve the speeches by the Chairman of ISSUER YES FOR FOR
the Board of Directors and the President
PROPOSAL #8.A: Adopt the income statement and balance ISSUER YES FOR FOR
sheet and of the consolidated income statement and
the consolidated balance sheet
PROPOSAL #8.B: Approve the dividend of SEK 3.50 per ISSUER YES FOR FOR
share and that the record date for the dividend, 07
APR 2009, payment through Euro clear Sweden AB is
estimated to be made on 14 APR 2009
PROPOSAL #8.C: Grant discharge from personal ISSUER YES FOR FOR
liability of the Directors and the President
PROPOSAL #9.: Approve the number of Directors shall ISSUER YES FOR FOR
be 8 with no Deputy Directors
PROPOSAL #10.: Approve the total of remuneration to ISSUER YES FOR FOR
the Board of Directors shall amount to SEK 4,600,000
[unchanged], provided that the Board's Committees
consist of the same number of members as last year,
each Director elected by the meeting and who is not
employed by the Company is to receive SEK 450,000,
the Chairman of the Board of Directors is to receive
SEK 1,350,000 Members of the remuneration committee
are to receive additional remuneration of SEK 75,000
and Members of the audit committee are to receive
additional remuneration of SEK 100,000, the Chairman
of the audit committee is to receive additional
remuneration of SEK 125,000, remuneration to the
auditor is to be paid according to the approved
PROPOSAL #11.: Re-elect Messrs. Rolf Borjesson, Soren ISSUER YES AGAINST AGAINST
Gyll, Tom Hedelius, Leif Johansson, Sverker Martin-
Lof, Anders Nyren, Barbara Milian Thoralfsson and Jan
Johansson, whereby Sverker Martin-Lof as Chairman of
the Board of Directors
PROPOSAL #12.: Approve the resolution on the ISSUER YES FOR FOR
nomination committee for the AGM 2010
PROPOSAL #13.: Approve the resolution on guidelines ISSUER YES FOR FOR
for remuneration of the Senior Management
PROPOSAL #14.: Close of the meeting ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SWIRE PAC LTD
TICKER: N/A CUSIP: Y83310105
MEETING DATE: 5/14/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Declare a final dividends ISSUER YES FOR FOR
PROPOSAL #2.A: Re-elect Mr. C. D. Pratt as a Director ISSUER YES FOR FOR
PROPOSAL #2.B: Re-elect Mr. P. N. L. Chen as a ISSUER YES FOR FOR
Director
PROPOSAL #2.C: Re-elect Mr. D. Ho as a Director ISSUER YES FOR FOR
PROPOSAL #2.D: Re-elect Mr. J. W. J. Hughes-Hallett ISSUER YES FOR FOR
as a Director
PROPOSAL #2.E: Re-elect Mr. C. K. M. Kwok as a ISSUER YES FOR FOR
Director
PROPOSAL #2.F: Re-elect Mr. M. M. T. Yang as a ISSUER YES FOR FOR
Director
PROPOSAL #2.G: Re-elect Mr. P. A. Kilgour as a ISSUER YES FOR FOR
Director
PROPOSAL #2.H: Re-elect Mr. M. B. Swire as a Director ISSUER YES FOR FOR
PROPOSAL #3.: Re-appoint PricewaterhouseCoopers as ISSUER YES FOR FOR
the Auditors and authorize the Directors to fix their
remuneration
PROPOSAL #4.: Authorize the Directors of the Company, ISSUER YES FOR FOR
during the relevant period to make on-market share
repurchases [within the meaning of the code on share
repurchases] the aggregate nominal amount of any
class of the Company's shares which may be
repurchased pursuant to the this resolution above
shall not exceed 10 % of the aggregate nominal amount
of the shares of that class in issue at the date of
passing this Resolution; and [Authority expires the
earlier of the conclusion of the next AGM of the
Company or the expiration of the period within which
the next AGM of the Company is required by Law to be
PROPOSAL #5.: Authorize the Directors of the Company, ISSUER YES AGAINST AGAINST
during the Relevant Period to allot, issue and deal
with additional shares and to make or grant offers,
agreements and options which will or might require
the exercise of such powers during or after the end
of the Relevant Period, the aggregate nominal amount
of shares of any class allotted or agreed
conditionally or unconditionally to be allotted
[whether pursuant to an option or otherwise] by the
Directors pursuant to the approval in this
resolution, otherwise than pursuant to (i) a rights
Issue or (ii) any scrip dividend or similar
arrangement providing for the allotment of shares in
lieu of the whole or part of a dividend on shares,
shall not exceed the aggregate of 20 % of the
aggregate nominal amount of the shares of that class
in issue at the date of passing this Resolution
provided that the aggregate nominal amount of the
shares of any class so allotted [or so agreed
conditionally or unconditionally to be allotted]
pursuant to this resolution wholly for cash shall not
exceed 5 % of the aggregate nominal amount of the
shares of that class in issue at the date of passing
this Resolution; and [Authority expires the earlier
of the conclusion of the next AGM of the Company or
the expiration of the period within which the next
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SYNGENTA AG
TICKER: N/A CUSIP: H84140112
MEETING DATE: 4/21/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the annual report including ISSUER YES FOR FOR
annual financial statements, the compensation report
and the group consolidated financial statements for
the year 2008
PROPOSAL #2.: Grant discharge to the Members of the ISSUER YES FOR FOR
Board of Directors and the Executive Committee
PROPOSAL #3.: Approve to reduce the share capital by ISSUER YES FOR FOR
cancellation of repurchased shares
PROPOSAL #4.: Approve the appropriation of the ISSUER YES FOR FOR
balance sheet profit 2008 and dividend decision
PROPOSAL #5.1: Re-elect Mr. Peggy Bruzelius as a ISSUER YES FOR FOR
Director for a term of 3 years
PROPOSAL #5.2: Re-elect Mr. Pierre Landolt as a ISSUER YES FOR FOR
Director for a term of 3 years
PROPOSAL #5.3: Re-elect Mr. Juerg Witmer as a ISSUER YES FOR FOR
Director for a term of 3 years
PROPOSAL #5.4: Elect Mr. Stefan Borgas as a Director ISSUER YES FOR FOR
for a term of 3 years
PROPOSAL #5.5: Elect Mr. David Lawrence as a Director ISSUER YES FOR FOR
for a term of 3 years
PROPOSAL #6.: Elect the Auditors ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TAIWAN SEMICONDUCTOR MFG. CO. LTD.
TICKER: TSM CUSIP: 874039100
MEETING DATE: 6/10/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO ACCEPT 2008 BUSINESS REPORT AND ISSUER YES FOR FOR
FINANCIAL STATEMENTS
PROPOSAL #02: TO APPROVE THE PROPOSAL FOR ISSUER YES FOR FOR
DISTRIBUTION OF 2008 PROFITS
PROPOSAL #03: TO APPROVE THE CAPITALIZATION OF 2008 ISSUER YES FOR FOR
DIVIDENDS, 2008 EMPLOYEE PROFIT SHARING, AND CAPITAL
SURPLUS
PROPOSAL #04: TO REVISE INTERNAL POLICIES AND RULES ISSUER YES FOR FOR
AS FOLLOWS: (A) PROCEDURES FOR LENDING FUNDS TO OTHER
PARTIES (B) PROCEDURES FOR ENDORSEMENT AND GUARANTEE
ELECTION OF DIRECTOR: MR. MORRIS CHANG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR. F.C. TSENG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR. RICK TSAI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR. TAIN-JY CHEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SIR P. LEAHY BONFIELD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR. STAN SHIH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MS. CARLY FIORINA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MR. THOMAS J ENGIBOUS ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TELECOM ITALIA SPA, MILANO
TICKER: N/A CUSIP: T92778108
MEETING DATE: 4/6/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements at 31 ISSUER NO N/A N/A
DEC 2008, any adjournment thereof.
PROPOSAL #O.2: Appoint the Director ISSUER NO N/A N/A
PROPOSAL #O.3.1: Slate of candidates for the ISSUER NO N/A N/A
appointment as Auditors and Alternates presented by
Telco S.p.A. To view the complete list please visit
the below URL:
http://www.telecomitalia.it/TIPortale/docs/investor/T
ELCO_1_180309.pdf
PROPOSAL #O.3.2: Slate of candidates for the ISSUER NO N/A N/A
appointment as Auditors and Alternates presented by
Findim Group S.A. To view the complete list please
visit the below URL:
http://www.telecomitalia.it/TIPortale/docs/investor/F
INDIM_GROUP_180309.pdf
PROPOSAL #O.3.3: Slate of candidates for the ISSUER NO N/A N/A
appointment as Auditors and Alternates jointly
presented by Aletti Gestielle S.G.R. S.p.A., Arca
S.G.R. S.p.A., Bipiemme Gestioni S.G.R. S.p.A., BNP
Paribas Asset Management S.G.R. S.p.A., Fideuram
Gestions S.A., Fideuram Investimenti S.G.R. S.p.A.,
Interfund Sicav, Monte Paschi Asset Management S.G.R.
S.p.A., Pioneer Asset Management S.A., Pioneer
Investment Management S.G.R.p.A., Stichting
Pensioenfonds ABP, UBI Pramerica S.G.R. S.p.A. To
view the complete list please visit the below URL:
http://www.telecomitalia.it/TIPortale/docs/investor/D
EPOSITO_LISTA_230309.pdf
PROPOSAL #E.1: Approve the share capital and to issue ISSUER NO N/A N/A
convertible bonds, amendment of Article No. 5 of
corporate by Laws, any adjournment thereof.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TELEFON AB L.M.ERICSSON, KISTA
TICKER: N/A CUSIP: W26049119
MEETING DATE: 4/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Elect Mr. Michael Treschow as the ISSUER YES FOR FOR
Chairman of Meeting
PROPOSAL #2.: Approve the list of shareholders ISSUER YES FOR FOR
PROPOSAL #3.: Approve the agenda of meeting ISSUER YES FOR FOR
PROPOSAL #4.: Acknowledge proper convening of meeting ISSUER YES FOR FOR
PROPOSAL #5.: Approve to designate Inspector[s] of ISSUER YES FOR FOR
Minutes of Meeting
PROPOSAL #6.: Receive financial statements and ISSUER YES FOR FOR
statutory reports receive Auditors' Report
PROPOSAL #7.: Receive president's report allow ISSUER YES FOR FOR
questions
PROPOSAL #8.A: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #8.B: Grant discharge to the Board and ISSUER YES FOR FOR
President
PROPOSAL #8.C: Approve the allocation of Income and ISSUER YES FOR FOR
Dividends of SEK 1.85 per share and 27 APR 2009 as
record date for dividend
PROPOSAL #9.A: Approve to determine the number of ISSUER YES FOR FOR
Members [10] and Deputy Members [0] of Board
PROPOSAL #9.B: Approve the remuneration of Directors ISSUER YES FOR FOR
in the amount of SEK 3.8 million for Chairman and SEK
750,000 for Other Directors [Including Possibility
to receive part of remuneration in phantom shares]
and remuneration of Committee Members
PROPOSAL #9.C: Re-elect Messrs. Michael Treschow ISSUER YES FOR FOR
[Chairman], Roxanne Austin, Peter Bonfield, Boerje
Ekholm, Ulf Johansson, Sverker Martin-Loef, Nancy
McKinstry, Anders Nyren, Carl-Henric Svanberg and
Marcus Wallenberg as the Directors
PROPOSAL #9.D: Authorize the Chairman of Board and ISSUER YES FOR FOR
representatives of 4 of Company's largest
shareholders by voting power to serve on Nominating
Committee and the assignment of the Nomination
PROPOSAL #9.E: Approve the omission of remuneration ISSUER YES FOR FOR
to Nominating Committee Members
PROPOSAL #9.F: Approve the remuneration of the ISSUER YES FOR FOR
Auditors
PROPOSAL #10.: Approve the Remuneration Policy and ISSUER YES FOR FOR
other terms of employment for Executive Management
PROPOSAL #11.1: Approve the 2009 Share Matching Plan ISSUER YES FOR FOR
for all employees
PROPOSAL #11.2: Grant authority for the reissuance of ISSUER YES FOR FOR
13.9 million Repurchased Class B Shares for 2009
Share Matching Plan for all employees
PROPOSAL #11.3: Approve the Swap Agreement with third ISSUER YES AGAINST AGAINST
party as alternative to Item 11.2
PROPOSAL #11.4: Approve 2009 Share Matching Plan for ISSUER YES FOR FOR
key contributors
PROPOSAL #11.5: Grant authority for the re-issuance ISSUER YES FOR FOR
of 8.5 million repurchased Class B shares for 2009
Share Matching Plan for key contributors
PROPOSAL #11.6: Approve the Swap Agreement with third ISSUER YES AGAINST AGAINST
party as alternative to Item 11.5
PROPOSAL #11.7: Approve the 2009 Restricted Stock ISSUER YES FOR FOR
Plan for executives
PROPOSAL #11.8: Grant authority for the reissuance of ISSUER YES FOR FOR
4.6 million repurchased Class B shares for 2009
Restricted Stock Plan for executives
PROPOSAL #11.9: Approve the Swap Agreement with third ISSUER YES AGAINST AGAINST
party as alternative to Item 11.8
PROPOSAL #12.: Grant authority for the reissuance of ISSUER YES FOR FOR
11 million repurchased class B shares to cover social
costs in connection with 2001 Global Stock Incentive
Program, and 2005, 2006, 2007, and 2008 Long-Term
Incentive and Variable Compensation Plans
PROPOSAL #13.: Amend the Articles regarding ISSUER YES FOR FOR
publication of meeting notice shareholder proposals
PROPOSAL #14.: PLEASE NOTE THAT THIS IS A ISSUER YES FOR AGAINST
SHAREHOLDERS PROPOSAL: Authorize the Board of
Directors to explore how A shares might be cancelled
and to present at the next AGM of shareholders how
the cancellation would be executed
PROPOSAL #15.: Close meeting ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TELEFONICA SA, MADRID
TICKER: N/A CUSIP: 879382109
MEETING DATE: 6/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the annual accounts, the ISSUER YES FOR FOR
Management report and the Board Management of
Telefonica and consolidated group and the proposal of
application of the 2008 result
PROPOSAL #2.: Approve the retribution of the ISSUER YES FOR FOR
shareholder and to pay a dividend with charge to free
reserves
PROPOSAL #3.: Approve the Incentive Buy Plan Shares ISSUER YES FOR FOR
for employers
PROPOSAL #4.: Grant authority for the acquisition of ISSUER YES FOR FOR
own shares
PROPOSAL #5.: Approve to reduce the share capital ISSUER YES FOR FOR
through redemption of own shares
PROPOSAL #6.: Re-elect the Auditors ISSUER YES FOR FOR
PROPOSAL #7.: Approve the delegation of powers ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TELUS CORPORATION
TICKER: N/A CUSIP: 87971M202
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the Companys 2008 audited ISSUER NO N/A N/A
consolidated financial statements together with the
report of the Auditors on those statements
PROPOSAL #2.: Elect Directors of the Company for the ISSUER NO N/A N/A
ensuing year
PROPOSAL #3.: Appoint Deloitte & Touche LLP as the ISSUER NO N/A N/A
Auditors for the ensuing year and authorize the
Directors to fix their remuneration
PROPOSAL #4.: Transact other business ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THAI OIL PUBLIC CO LTD, CHATUCHAK
TICKER: N/A CUSIP: Y8620B119
MEETING DATE: 4/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to certify the drafted minutes ISSUER YES FOR FOR
of the 2008 AGM of shareholders held on 04 APR 2008
PROPOSAL #2.: Approve to certify the Company's 2008 ISSUER YES FOR FOR
operating results and the audited financial
statements for the YE 31 DEC 2008
PROPOSAL #3.: Approve the dividend payment for the ISSUER YES FOR FOR
Company's 2008 operating results
PROPOSAL #4.: Approve the 2009 annual remuneration of ISSUER YES FOR FOR
the Company's Directors
PROPOSAL #5.: Approve the 2008 annual appointment of ISSUER YES FOR FOR
the Auditors and to determine their remuneration
PROPOSAL #6.1: Re-elect Mr. Pichai Chunhavajira as a ISSUER YES FOR FOR
new Director in replacement of retiring Directors
PROPOSAL #6.2: Re-elect Mr. Prajya Phinyawat as a new ISSUER YES FOR FOR
Director in replacement of retiring Directors
PROPOSAL #6.3: Elect Mr. Utid Tamwatin as an ISSUER YES FOR FOR
Independent Director in replacement of retiring
Directors
PROPOSAL #6.4: Elect Mr. Manu Leopairote as an ISSUER YES FOR FOR
Independent Director in replacement of retiring
Directors
PROPOSAL #6.5: Elect Mr. Naris Chaiyasoot as a new ISSUER YES FOR FOR
Director in replacement of retiring Directors
PROPOSAL #7.: Approve the issuance of debentures ISSUER YES FOR FOR
PROPOSAL #8.: Other business [if any] ISSUER YES AGAINST AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE BANK OF NOVA SCOTIA
TICKER: N/A CUSIP: 064149107
MEETING DATE: 3/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. Ronald A. Brenneman as a ISSUER YES FOR FOR
Director
PROPOSAL #1.2: Elect Mr. C.J. Chen as a Director ISSUER YES FOR FOR
PROPOSAL #1.3: Elect Ms. N. Ashleigh Everett as a ISSUER YES FOR FOR
Director
PROPOSAL #1.4: Elect Mr. John C. Kerr as a Director ISSUER YES FOR FOR
PROPOSAL #1.5: Elect Hon. Michael J.L. Kirby as a ISSUER YES FOR FOR
Director
PROPOSAL #1.6: Elect Mr. John T. Mayberry as a ISSUER YES FOR FOR
Director
PROPOSAL #1.7: Elect Mr. Thomas C . O'Neill as a ISSUER YES FOR FOR
Director
PROPOSAL #1.8: Elect Ms. Elizabeth Parr-Johnston as a ISSUER YES FOR FOR
Director
PROPOSAL #1.9: Elect Mr. Alexis E. Rovzar De La Torre ISSUER YES FOR FOR
as a Director
PROPOSAL #1.10: Elect Mr. Indira V. Samarasekera as a ISSUER YES FOR FOR
Director
PROPOSAL #1.11: Elect Mr. Allan C. Shaw as a Director ISSUER YES FOR FOR
PROPOSAL #1.12: Elect Mr. Paul D. Sobey as a Director ISSUER YES FOR FOR
PROPOSAL #1.13: Elect Ms. Barbara S. Thomas as a ISSUER YES FOR FOR
Director
PROPOSAL #1.14: Elect Mr. Richard E. Waugh as a ISSUER YES FOR FOR
Director
PROPOSAL #2.: Appoint KPMG LLP as the Auditors ISSUER YES FOR FOR
PROPOSAL #3.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL 1: approve, Regulatory structure for Long
Term Incentive Plan further a change of control it is
proposed that the Board of Director adopt, a policy
stating that, further to a change of control,
executives benefiting from a variable pay program
linked to the stock price of the Company may only
realize its proceeds at the average closing price of
the stock during the fourth month preceding the
announcement of the transaction
PROPOSAL #4.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL 2: approve, the Board of Director adopt a
governance rule whereby senior Executive compensation
policy be the subject of an advisory vote by
shareholders
PROPOSAL #5.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL 3: approve, women on Boards of Directors
Considering that there is currently among both men
and women a pool of important and diversified skills
and experience necessary to fulfill the profiles
required of Directors of Corporation, it is proposed
that the Board of Directors adopt a policy that
requires that 50% of the new applicants proposed as
Members of the Board be women until gender parity is
PROPOSAL #6.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES FOR AGAINST
PROPOSAL 4: Approve, that the Board of Directors
adopt for Members of the compensation Committee and
external compensation consultants, the same
independence policy as the one governing the Members
of the Audit Committee and External Auditors
PROPOSAL #7.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL 5: approve, that the Board of Directors
adopt a governance rule limiting the number of Boards
on which any of its Directors may sit to [4]
PROPOSAL #8.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL 6: Approve, that shareholders of Bank of
Nova Scotia urge the Board of Directors to adopt a
policy that Bank of Nova Scotia's shareholders be
given the opportunity at each annual meeting of
shareholders to vote on an advisory resolution
management, to ratify the report of the Human
Resources Committee set forth in the proxy statement,
the proposal submitted to shareholders should ensure
that shareholders understand that the vote is non-
binding and would not affect any compensation paid or
awarded to any named Executive Officer
PROPOSAL #9.: PLEASE NOTE THAT THIS IS A SHAREHOLDERS ISSUER YES AGAINST FOR
PROPOSAL 7: Approve, the shareholders recommend to
the Board of Directors that it undertake a
comprehensive review of executive compensation to
ensure that incentives do not encourage extreme
risks, and that bonuses are paid out only when long-
term performance has been proven to be sound and
sustainable, this review should lead to new policies
to place before the shareholders for approval in one
PROPOSAL #10.: PLEASE NOTE THAT THIS IS A ISSUER YES AGAINST FOR
SHAREHOLDERS PROPOSAL 8: Approve, the shareholders
recommend to the Board of Directors that a
comprehensive review be undertaken with respect to
short-selling, if warranted, the Board shall bring
forward a policy for consideration by the
shareholders, and, if necessary, for submission to
PROPOSAL #11.: PLEASE NOTE THAT THIS IS A ISSUER YES AGAINST FOR
SHAREHOLDERS PROPOSAL 9: Approve, the shareholders
recommend to the Board of Directors that it review
its policies on Director recruitment, especially with
regard to the number of current and Former Chief
Executive Officers of other Corporations who are
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE BANK OF YOKOHAMA,LTD.
TICKER: N/A CUSIP: J04242103
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to :Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.: Appoint a Corporate Auditor ISSUER YES FOR FOR
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ISSUER: THE FURUKAWA ELECTRIC CO.,LTD.
TICKER: N/A CUSIP: J16464117
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Appoint a Corporate Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #5.: Appoint a Substitute Corporate Auditor ISSUER YES AGAINST AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE SUMITOMO TRUST AND BANKING COMPANY,LIMITED
TICKER: N/A CUSIP: J77970101
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Increase Authorized ISSUER YES FOR FOR
Capital to 3,400,000,000 shs., Establish Articles
Related to Class 2 Preferred Shares, Class 3
Preferred Shares and Class 4 Preferred Shares and
Class Shareholders Meetings, Approve Minor Revisions
Related to Dematerialization of Shares and the Other
Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.1: Appoint a Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #4.2: Appoint a Corporate Auditor ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE TOKYO ELECTRIC POWER COMPANY,INCORPORATED
TICKER: N/A CUSIP: J86914108
MEETING DATE: 6/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Appropriation of Surplus ISSUER YES FOR FOR
PROPOSAL #2.: Partial Amendments to the Articles of ISSUER YES FOR FOR
Incorporation
PROPOSAL #3.1: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Election of a Director ISSUER YES AGAINST AGAINST
PROPOSAL #3.11: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.15: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.16: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.17: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.18: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.19: Election of a Director ISSUER YES FOR FOR
PROPOSAL #3.20: Election of a Director ISSUER YES FOR FOR
PROPOSAL #4.: Election of an Auditor ISSUER YES AGAINST AGAINST
PROPOSAL #5.: Shareholders' Proposals : Distribution ISSUER YES AGAINST FOR
of Surplus
PROPOSAL #6.: Shareholders' Proposals : Partial ISSUER YES AGAINST FOR
Amendments to the Articles of Incorporation (1)
PROPOSAL #7.: Shareholders' Proposals : Partial ISSUER YES AGAINST FOR
Amendments to the Articles of Incorporation (2)
PROPOSAL #8.: Shareholders' Proposals : Partial ISSUER YES FOR AGAINST
Amendments to the Articles of Incorporation (3)
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THK CO.,LTD.
TICKER: N/A CUSIP: J83345108
MEETING DATE: 6/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
PROPOSAL #2.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #3.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.15: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.16: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #4.: Appoint a Corporate Auditor ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THOMAS COOK GROUP
TICKER: N/A CUSIP: G88471100
MEETING DATE: 3/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the annual report and accounts ISSUER YES FOR FOR
PROPOSAL #2.: Approve the remuneration report ISSUER YES FOR FOR
PROPOSAL #3.: Approve to agree the final dividend ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Mr. David Allvey as a Director ISSUER YES FOR FOR
PROPOSAL #5.: Elect Dr. Jurgen Buser as a Director ISSUER YES FOR FOR
PROPOSAL #6.: Elect Mr. Nigel Northridge ISSUER YES FOR FOR
PROPOSAL #7.: Elect Dr. Karl Gerhard Eick as a ISSUER YES FOR FOR
Director
PROPOSAL #8.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors
PROPOSAL #9.: Grant authority to the Directors to fix ISSUER YES FOR FOR
the Auditors remuneration
PROPOSAL #10.: Authorize the Company and its ISSUER YES FOR FOR
subsidiaries to make EU political donations to
political parties or Independent election candidates
up to GBP 0.02m,to political org. other than
political parties up to GBP 0.02m and incur EU
political expenditure up to GBP
PROPOSAL #11.: Grant authority to issue the equity or ISSUER YES FOR FOR
equity-linked securities with pre-emptive rights up
to a nominal amount of EUR 28,606,903 in connection
with an offer by way of a rights issue otherwise up
to EUR 28,606,903
PROPOSAL #S.12: Grant authority to issue of equity or ISSUER YES FOR FOR
equity-linked securities without pre-emptive rights
up to a nominal amount of EUR 4,291,464
PROPOSAL #S.13: Amend the period of notice for ISSUER YES FOR FOR
general meetings
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TOSHIBA CORPORATION
TICKER: N/A CUSIP: J89752117
MEETING DATE: 6/24/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Approve Minor ISSUER YES FOR FOR
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES AGAINST AGAINST
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.14: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.: Renewal of the defensive measures ISSUER YES AGAINST AGAINST
(measures against the unsolicited acquisition)
PROPOSAL #4.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding disclosure of
information concerning the facts in relation to
illegal activities, etc.
PROPOSAL #5.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding exercise of
voting rights in the general meeting of shareholders
PROPOSAL #6.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding disclosure of
the sanction imposed on the officers (directors and
executive officers)
PROPOSAL #7.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding disclosure of
the facts of improper billing and unfair receipt of
the research labor expenses for the research
commissioned by the New Energy and Industrial
Technology Development Organization (NEDO)
PROPOSAL #8.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding disclosure of
personalized information of each director and
executive officer of the Company
PROPOSAL #9.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding disclosure of
personalized information of each counselor, advisor
and shayu (company friend/sympathizer) of the Company
PROPOSAL #10.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding disclosure
of information concerning employees who entered the
Company from the ministry or agency of government or
other public organizations
PROPOSAL #11.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding
establishment of a new committee for the purpose of
discovering the details of and preventing illegal
and/or improper activities
PROPOSAL #12.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding
semiconductor business of the Company
PROPOSAL #13.: Shareholders' Proposals: Amendments to ISSUER YES AGAINST FOR
the Articles of Incorporation regarding conditions
of employment for temporary employees
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TOTAL SA, COURBEVOIE
TICKER: N/A CUSIP: F92124100
MEETING DATE: 5/15/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.2: Approve the consolidated financial ISSUER YES FOR FOR
statements and statutory reports
PROPOSAL #O.3: Approve the allocation of income and ISSUER YES FOR FOR
dividends of EUR 2.28 per share
PROPOSAL #O.4: Approve the Special Auditors' report ISSUER YES FOR FOR
presenting ongoing related party transactions
PROPOSAL #O.5: Approve transaction with Mr. Thierry ISSUER YES FOR FOR
Desmarest
PROPOSAL #O.6: Approve transaction with Mr. ISSUER YES AGAINST AGAINST
Christophe De Margerie
PROPOSAL #O.7: Authorize to repurchase of up to 10% ISSUER YES FOR FOR
of issued share capital
PROPOSAL #O.8: Re-elect Ms. Anne Lauvergeon as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #O.9: Re-elect Mr. Daniel Bouton as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #O.10: Re-elect Mr. Bertrand Collomb as a ISSUER YES FOR FOR
Director
PROPOSAL #O.11: Re-elect Mr. Christophe De Margerie ISSUER YES FOR FOR
as a Director
PROPOSAL #O.12: Re-elect Mr. Michel Pebereau as a ISSUER YES AGAINST AGAINST
Director
PROPOSAL #O.13: Elect Mr. Patrick Artus as a Director ISSUER YES FOR FOR
PROPOSAL #E.14: Amend the Article 12 of the Bylaws ISSUER YES FOR FOR
regarding age limit for the Chairman
PROPOSAL #A.: Approve the statutory modification to ISSUER YES AGAINST AGAINST
advertise individual allocations of stock options and
free shares as provided by law
PROPOSAL #B.: Approve the statutory modification ISSUER YES AGAINST AGAINST
relating to a new procedure for appointing the
employee shareholder in order to enhance its
representativeness and independence
PROPOSAL #C.: Grant authority to freely allocate the ISSUER YES AGAINST AGAINST
Company's shares to all the employees of the group
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TOYOTA MOTOR CORPORATION
TICKER: N/A CUSIP: J92676113
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Distribution of Surplus ISSUER YES FOR FOR
PROPOSAL #2.: Approve Partial Amendment of the ISSUER YES FOR FOR
Articles of Incorporation: Allow Use Electronic
Systems for Public Notifications, Approve Minor
Revisions Related to Dematerialization of Shares and
the Other Updated Laws and Regulations
PROPOSAL #3.1: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.2: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.3: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.4: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.5: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.6: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.7: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.8: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.9: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.10: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.11: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.12: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.13: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.14: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.15: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.16: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.17: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.18: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.19: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.20: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.21: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.22: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.23: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.24: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.25: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.26: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.27: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.28: Elect a Director ISSUER YES FOR FOR
PROPOSAL #3.29: Elect a Director ISSUER YES FOR FOR
PROPOSAL #4.: Approve Issuance of Stock Acquisition ISSUER YES FOR FOR
Rights for the Purpose of Granting Stock Options
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TUI TRAVEL PLC
TICKER: N/A CUSIP: G9127H104
MEETING DATE: 2/5/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the accounts and reports of the ISSUER YES FOR FOR
Directors and Auditors for the YE 30 SEP 2008
PROPOSAL #2.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #3.: Declare a dividend ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Sir Michael Hodgkinson ISSUER YES FOR FOR
PROPOSAL #5.: Re-elect Mr. Bill Dalton ISSUER YES FOR FOR
PROPOSAL #6.: Re-elect Mr. Jeremy Hicks ISSUER YES FOR FOR
PROPOSAL #7.: Re-elect Mr. Paul Bowtell ISSUER YES FOR FOR
PROPOSAL #8.: Re-elect Mr. Christopher Mueller ISSUER YES FOR FOR
PROPOSAL #9.: Re-elect Mr. William Waggott ISSUER YES FOR FOR
PROPOSAL #10.: Re-appoint KPMG Audit PLC as the ISSUER YES FOR FOR
Auditors and authorize the Directors to fix their
remuneration
PROPOSAL #11.: Grant authority for the issue of ISSUER YES FOR FOR
equity or equity-linked securities with pre-emptive
rights up to aggregate nominal amount of GBP
PROPOSAL #S.12: Grant authority for Issue of Equity ISSUER YES FOR FOR
or Equity-Linked securities without pre-emptive
rights up to aggregate nominal amount of GBP
PROPOSAL #S.13: Authorize the Company to purchase ISSUER YES FOR FOR
111,801,067 shares
PROPOSAL #S.14: Approve a 14-day notice period for ISSUER YES FOR FOR
EGMs
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TURKCELL ILETISIM HIZMETLERI A S
TICKER: N/A CUSIP: M8903B102
MEETING DATE: 1/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening and elect the Presidency Board ISSUER NO N/A N/A
PROPOSAL #2.: Authorize the Presidency Board to sign ISSUER NO N/A N/A
the minutes of the meeting
PROPOSAL #3.: Amend the Article 3 of the Articles of ISSUER NO N/A N/A
Association of the Company, titled purpose and
subject matter
PROPOSAL #4.: Wishes and hopes ISSUER NO N/A N/A
PROPOSAL #5.: Closing ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TURKCELL ILETISIM HIZMETLERI A S
TICKER: N/A CUSIP: M8903B102
MEETING DATE: 5/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening and elect the Presidency Board ISSUER NO N/A N/A
PROPOSAL #2.: Authorize the Presidency Board to sign ISSUER NO N/A N/A
the minutes of meeting
PROPOSAL #3.: Approve the annual reports of the Board ISSUER NO N/A N/A
of Director, the Auditors and the summary of the
Independent Audit Firm's report relating to FY 2008
PROPOSAL #4.: Approve the balance sheet and the ISSUER NO N/A N/A
profits/loss statements relating to FY 2008
PROPOSAL #5.: Approve to release the Board Members ISSUER NO N/A N/A
and the Auditors from activities and operations of
the Company in year 2008
PROPOSAL #6.: Elect the Board of Directors Members ISSUER NO N/A N/A
for a period of 3 years and approve to determine
their remuneration
PROPOSAL #7.: Elect the Auditors for a period of 1 ISSUER NO N/A N/A
year and approve to determine their remuneration
PROPOSAL #8.: Approve the decision on the Board of ISSUER NO N/A N/A
Directors proposal concerning the distribution of
profit for year 2008
PROPOSAL #9.: Approve to inform the general assembly ISSUER NO N/A N/A
regarding the donations made in the year 2008
PROPOSAL #10.: Elect the Independent Audit Firm ISSUER NO N/A N/A
realized by the Board of Directors in accordance with
the Article 14 of the regulation concerning the
Independent External Audit in capital markets which
is published by the capital markets Board
PROPOSAL #11.: Approve to permitting the Board ISSUER NO N/A N/A
Members to, directly or on behalf of others, be
active in areas falling within or outside the scope
of the Companys and to participate in Companies
operating in the same business and to perform other
acts in compliance with Articles 334 and 335 of the
Turkish Commercial Code
PROPOSAL #12.: Wishes and hopes ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TURKIYE IS BANKASI A S
TICKER: N/A CUSIP: M8933F115
MEETING DATE: 3/31/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the assembly, elect the ISSUER NO N/A N/A
Chairmanship and grant authority for the Chairmanship
to sign the minutes of the assembly
PROPOSAL #2.: Receive the Board of Directors activity ISSUER NO N/A N/A
report, Auditors report as well as of the
Independent External Auditing Company's report
PROPOSAL #3.: Ratify the balance sheet and profit and ISSUER NO N/A N/A
loss statement of year 2008
PROPOSAL #4.: Grant discharge of the Board Members ISSUER NO N/A N/A
for the activities and accounts of year 2008
PROPOSAL #5.: Grant discharge of the Auditors for the ISSUER NO N/A N/A
activities and accounts of year 2008
PROPOSAL #6.: Approve to determine the way and of the ISSUER NO N/A N/A
date of distribution of profits
PROPOSAL #7.: Ratify the mid term election for the ISSUER NO N/A N/A
vacated Board Membership
PROPOSAL #8.: Approve to determine remuneration for ISSUER NO N/A N/A
the Members of the Board of Directors
PROPOSAL #9.: Elect the Auditors ISSUER NO N/A N/A
PROPOSAL #10.: Approve the determine of remuneration ISSUER NO N/A N/A
for the Auditors
PROPOSAL #11.: Approve the informing to shareholders ISSUER NO N/A N/A
about donations granted across the year
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UBS AG
TICKER: N/A CUSIP: H89231338
MEETING DATE: 10/2/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Elect Mr. Sally Bott as a Member of ISSUER YES FOR FOR
the Board of Directors
PROPOSAL #1.2: Elect Mr. Rainer-Marc Frey as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #1.3: Elect Mr. Bruno Gehrig as a Member of ISSUER YES FOR FOR
the Board of Directors
PROPOSAL #1.4: Elect Mr. William G. Parrett as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #2.: Amend the Articles of Association ISSUER YES FOR FOR
adjusted to the new UBS Corporate governance
effective as of 01 JUL 2008 [title of Article 20,
Articles 20 Paragraph 1, 21 Paragraph 2, 24 LIT. E,
29 and 30 of the Articles of Association]
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UBS AG
TICKER: N/A CUSIP: H89231338
MEETING DATE: 11/27/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the creation of conditional ISSUER YES FOR FOR
capital in a maximum amount of CHF 36,500,000 by
means of adding Article 4a Paragraph 4 to the
Articles of Association as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UBS AG
TICKER: N/A CUSIP: H89231338
MEETING DATE: 4/15/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Approve the annual report, Group and ISSUER YES FOR FOR
parent bank accounts
PROPOSAL #1.2: Approve the principles and ISSUER YES FOR FOR
fundamentals of the new compensation model for 2009
PROPOSAL #2.: Approve the appropriation of results ISSUER YES FOR FOR
PROPOSAL #3.1.1: Re-elect Mr. Peter R. Voser as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #3.1.2: Re-elect Mr. David Sidwell as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #3.1.3: Re-elect Ms. Sally Bott as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #3.1.4: Re-elect Mr. Rainer-Marc Frey as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #3.1.5: Re-elect Mr. Bruno Gehrig as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #3.1.6: Re-elect Mr. William G. Parrett as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #3.2.1: Elect Mr. Kaspar Villiger as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #3.2.2: Elect Mr. Michel Demare as a Member ISSUER YES FOR FOR
of the Board of Directors
PROPOSAL #3.2.3: Elect Ms. Ann F. Godbehere as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #3.2.4: Elect Mr. Axel P. Lehmann as a ISSUER YES FOR FOR
Member of the Board of Directors
PROPOSAL #3.3: Re-elect the Auditors: Ernst and Young ISSUER YES FOR FOR
LTD., Basel
PROPOSAL #3.4: Re-elect the Special Auditors: BDO ISSUER YES FOR FOR
Visura, Zurich
PROPOSAL #4.: Approve the Article 4 A Paragraph 5 of ISSUER YES FOR FOR
the Articles of Association, as specified
PROPOSAL #5.: Approve the Article 4 B Paragraph 2 of ISSUER YES FOR FOR
the Articles of Association, as specified
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNICREDIT SPA, GENOVA
TICKER: N/A CUSIP: T95132105
MEETING DATE: 11/14/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Authorize the dispose of own shares ISSUER NO N/A N/A
pursuant to the Article of the Italian Civil Code and
revocation of powers granted by the ordinary
shareholders' meeting on 16 DEC 2005
PROPOSAL #E.1: Approve paid in capital increase in a ISSUER NO N/A N/A
maximum amount of EUR 486,539,085, in one or more
tranches, of a maximum number of 973,078,170 ordinary
shares, par value EUR 0.50 per share, to be offered
to the ordinary shareholders and to the holders of
saving shares of the Company pursuant to Article 2441
of the Italian Civil Code
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER NV
TICKER: N/A CUSIP: N8981F271
MEETING DATE: 10/3/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening and announcements ISSUER NO N/A N/A
PROPOSAL #2.: Approve the discussion report and ISSUER NO N/A N/A
annual report from the period 01 JUN 2007 - 30 JUN
PROPOSAL #3.: Approve the composition of the ISSUER NO N/A N/A
Executive Board
PROPOSAL #4.: Questions ISSUER NO N/A N/A
PROPOSAL #5.: Closing ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER NV
TICKER: N/A CUSIP: N8981F271
MEETING DATE: 10/29/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Appoint Mr. P. Polman as an Executive ISSUER YES FOR FOR
Director
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER NV
TICKER: N/A CUSIP: N8981F271
MEETING DATE: 5/14/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Consideration of the Annual Report for ISSUER NO N/A N/A
the 2008 FY
PROPOSAL #2.: Adopt the annual accounts and ISSUER NO N/A N/A
appropriation of the profit for the 2008 FY
PROPOSAL #3.: Grant discharge to the Executive ISSUER NO N/A N/A
Directors in office during the 2008 FY for the
fulfilment of their tasks
PROPOSAL #4.: Grant discharge to the Non-Executive ISSUER NO N/A N/A
Directors in office during the 2008 FY for the
fulfilment of their tasks
PROPOSAL #5.: Re-appoint Mr. J A Lawrence as an ISSUER NO N/A N/A
Executive Director
PROPOSAL #6.: Re-appoint Mr. P G J M Polman as an ISSUER NO N/A N/A
Executive Director
PROPOSAL #7.: Re-appoint the Rt. Hon The Lord Brittan ISSUER NO N/A N/A
of Spennithorne QC, DL as a Non-Executive Director
PROPOSAL #8.: Re-appoint Professor W Dik as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #9.: Re-appoint Mr. C E Golden as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #10.: Re-appoint Dr. B E Grote as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #11.: Re-appoint Mr. N Murthy as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #12.: Re-appoint Ms. H Nyasulu as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #13.: Re-appoint Mr. K J Storm as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #14.: Re-appoint Mr. M Treschow as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #15.: Re-appoint Mr. J van der Veer as a ISSUER NO N/A N/A
Non-Executive Director
PROPOSAL #16.: Appoint Professor L O Fresco as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #17.: Appoint Ms. A M Fudge as a Non- ISSUER NO N/A N/A
Executive Director
PROPOSAL #18.: Appoint Mr. P Walsh as a Non-Executive ISSUER NO N/A N/A
Director
PROPOSAL #19.: Appoint PricewaterhouseCoopers ISSUER NO N/A N/A
Accountants N.V. as Auditors for the 2009 FY
PROPOSAL #20.: Authorize the Board of Directors as ISSUER NO N/A N/A
the Company Body authorized to issue shares in the
PROPOSAL #21.: Authorize the Board of Directors to ISSUER NO N/A N/A
purchase shares and depositary receipts in the Company
PROPOSAL #22.: Approve to reduce the capital through ISSUER NO N/A N/A
cancellation of shares
PROPOSAL #23.A: Approve that, move to quarterly ISSUER NO N/A N/A
dividends and to alter the Equalization Agreement and
the Articles of Association
PROPOSAL #23.B: Approve to alter the Equalization ISSUER NO N/A N/A
Agreement
PROPOSAL #24.: Questions and close of the meeting ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER PLC
TICKER: N/A CUSIP: G92087165
MEETING DATE: 10/28/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Re-elect Mr. P. Polman as a Director ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER PLC
TICKER: N/A CUSIP: G92087165
MEETING DATE: 5/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive and approve the accounts and ISSUER YES FOR FOR
balance sheet for the YE 31 DEC 2008, together with
the Directors' report and the Auditors' report
PROPOSAL #2.: Approve the Directors' remuneration ISSUER YES FOR FOR
report for the YE 31 DEC 2008 included within the
annual report and accounts 2008
PROPOSAL #3.: Declare a dividend on the ordinary ISSUER YES FOR FOR
shares
PROPOSAL #4.: Re-elect Mr. J. A. Lawrence as an ISSUER YES FOR FOR
Executive Director
PROPOSAL #5.: Re-elect Mr. P. G. J. M. Polman as an ISSUER YES FOR FOR
Executive Director
PROPOSAL #6.: Re-elect Rt Hon the Lord Brittan of ISSUER YES FOR FOR
Spennithorne QC, DL as a Non-Executive Director
PROPOSAL #7.: Re-elect Professor W. Dik as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #8.: Re-elect Mr. C. E. Golden as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #9.: Re-elect Dr. B. E. Grote as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #10.: Re-elect Mr. N. Murthy as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #11.: Re-elect Ms. H. Nyasulu as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #12.: Re-elect Mr. K. J. Storm as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #13.: Re-elect Mr. M. Treschow as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #14.: Re-elect Mr. J. Van Der Veer as a Non- ISSUER YES AGAINST AGAINST
Executive Director
PROPOSAL #15.: Elect Professor L.O. Fresco as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #16.: Elect Ms. A.M. Fudge as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #17.: Elect Mr. P. Walsh as a Non-Executive ISSUER YES FOR FOR
Director
PROPOSAL #18.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company, to hold office until
the conclusion of the next general meeting at which
accounts are laid before the members
PROPOSAL #19.: Authorize the Directors to fix the ISSUER YES FOR FOR
remuneration of the Auditors
PROPOSAL #20.: Authorize the Directors, in ISSUER YES FOR FOR
substitution for any existing authority and pursuant
to Section 80 of the Companies Act 1985, to allot
relevant securities [Section 80 of the Companies Act
1985] up to an aggregate nominal amount of GBP
13,290,000 [the authorized but unissued share
capital]; [Authority expires the earlier of the next
AGM of the Company or 30 JUN 2010]; and the Directors
may make allotments during the relevant period which
may be exercised after the relevant period
PROPOSAL #S.21: Authorize the Directors, subject to ISSUER YES FOR FOR
the passing of the previous Resolution and pursuant
to Section 95 of the Companies Act 1985, to allot
equity securities [Section 94 of the Act] for cash
pursuant to the authority conferred by the previous
resolution or, where such allotment constitutes an
allotment equity securities disapplying the statutory
pre-emption rights [Section 94(3A) of the Act],
provided that this power is limited to the allotment
of equity securities a) in connection with a rights
issue, open offer or other offers in favor of
ordinary shareholders; and b) up to an aggregate
nominal amount of GBP 2,000,000; [Authority expires
the earlier of the conclusion of the next AGM of the
Company or 30 JUN 2010]; and the Directors may allot
equity securities after the expiry of this authority
in pursuance of such an offer or agreement made prior
to such expiry
PROPOSAL #S.22: Authorize the Company, pursuant to ISSUER YES FOR FOR
the Article 65 of the Articles of Association of the
Company, to make market purchases [Section 163(3) of
the Companies Act 1985] of up to 131 million shares
of 3 1/9 pence each in the capital of the Company, at
a minimum price of 3 1/9 pence and not more than 5%
above the average market value for such shares
derived from the London Stock Exchange Daily Official
List, over the previous 5 business days; that
stipulated by Article 5(1) of the buy-back and
stabilization regulation [EC No. 2273/2003];
[Authority expires the earlier of the conclusion of
the next AGM of the Company or 30 JUN 2010]; the
Company, before the expiry, may make a contract to
purchase ordinary shares which will or may be
executed wholly or partly after such expiry
PROPOSAL #23.: Authorize the Company, pursuant to the ISSUER YES FOR FOR
Section 366 of the Companies Act 2006 [the Act],
that are its subsidiaries at any time during the
period for which this resolution is effective: (a)
make a political donation [as such term is defined in
Section 364 of the Act) to the political parties to
which Part 14 of the Act applies, and independent
election candidates to whom Part 14 of the Act
applies, not exceeding GBP 100,000 in aggregate in
any FY; (b) make a political donation [as such term
is defined in Section 364 of the Act) to the
political organizations to which Part 14 of the Act
applies, other than political parties to which Part
14 of the Act applies, not exceeding GBP 100,000 in
aggregate in any FY; (c) to incur political
expenditure [as such term is defined in section 365
of the Act] not exceeding GBP 100,000 in aggregate in
any FY, in each case during the period, in each case
during the period beginning with the date of passing
this resolution and ending at the conclusion of the
next AGM or 30 JUN 2010 [whichever is earlier]
PROPOSAL #S.24: Approve that a general meeting other ISSUER YES FOR FOR
than an AGM may be called on not less than 14 days'
clear notice
PROPOSAL #25.: Authorize the Directors to agree to ISSUER YES FOR FOR
modify the agreement dated 28 JUN 1946 [as amended by
Supplemental Agreements dated 20 JUL 1951, 21 DEC
1981 and 15 MAY 2006] with Unilever N. V. of the
Netherlands known as the Equalization Agreement by
replacing the definition of relevant rate of exchange
with the following as specified and to make certain
other minor consequently modifications as reflected
in the form of Equalization Agreement Amendment
Agreement produced to the meeting and for the purpose
of identification signed by the Chairman thereof
[subject to any non-material changes as may be
approved by the Directors[s] executing the
Equalization Agreement Amendment Agreement]
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER PLC
TICKER: N/A CUSIP: G92087165
MEETING DATE: 5/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Authorize the Directors to agree to ISSUER YES FOR FOR
modify the agreement dated 28 JUNE 1946 [as amended
by Supplemental Agreements dated 20 JULY 1951, 21 DEC
1981 and 15 MAY 2006] with Unilever N.V. of the
Netherlands known as the Equalization Agreement by
replacing the definition of relevant rate of exchange
with the definition: Relevant Rate of Exchange shall
mean the rate of exchange as determined by the Dutch
Company and the English Company in such manner as
they shall deem appropriate between the currency or
currencies in which dividends are to be paid on the
Ordinary share capital of the Dutch Company and the
currency or currencies in which dividends are to be
paid on the ordinary share capital of the English
Company on the day which is 1 day prior to the date
on which such dividends are to be declared or
resolved to be recommended or if it is not in the
opinion of the Dutch Company and the English Company
practicable to determine a representative rate of
exchange on that day on the next earlier day on which
it is in their opinion practicable to determine a
representative rate of exchange, and to make certain
other minor consequential modifications as reflected
in the form of Equalization Agreement Amendment
Agreement produced to the meeting and for the
purposes of identification signed by the Chairman
thereof [subject to any non-material changes as may
be approved by the Director's executing the
Equalization Agreement Amendment Agreement]
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNITED MICROELECTRONICS CORP
TICKER: N/A CUSIP: Y92370108
MEETING DATE: 6/10/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Chairman: Mr. Stan Hung ISSUER NO N/A N/A
PROPOSAL #2.: Chairman's address ISSUER NO N/A N/A
PROPOSAL #3.1: UMC 2008 business operations ISSUER YES FOR FOR
PROPOSAL #3.2: Supervisors' report on reviewing 2008 ISSUER YES FOR FOR
audited financial reports
PROPOSAL #3.3: Acquisition or disposal of assets with ISSUER YES FOR FOR
related parties in 2008
PROPOSAL #3.4: Status of 12th and 13th shares buyback ISSUER YES FOR FOR
program
PROPOSAL #3.5: Amendment of the Employee Stock Option ISSUER YES FOR FOR
Plan
PROPOSAL #3.6: Amendment of the Transfer Repurchased ISSUER YES FOR FOR
Shares to Employees Phase XI Procedure
PROPOSAL #4.1: To acknowledge 2008 business report ISSUER YES FOR FOR
and financial statements
PROPOSAL #4.2: To acknowledge 2008 profit and loss ISSUER YES FOR FOR
appropriation chart
PROPOSAL #5.1: Proposal to amend the Company's Loan ISSUER YES FOR FOR
Procedure
PROPOSAL #5.2: Proposal to amend the Company's ISSUER YES FOR FOR
Endorsements and Guarantees Procedure
PROPOSAL #5.3: Proposal to amend the Company's ISSUER YES FOR FOR
Financial Derivatives Transaction Procedure
PROPOSAL #5.4: Proposal to amend the Company's ISSUER YES FOR FOR
Acquisition or Disposal of Assets Procedure
PROPOSAL #5.5: Proposal to discuss the acquisition of ISSUER YES FOR FOR
total shares of He Jian Technology (Suzhou) Co., Ltd
through merging with the Holding Companies
PROPOSAL #5.6: Proposal to discuss the new share ISSUER YES FOR FOR
issuance for merging with the Holding Companies of He
Jian Technology (Suzhou) Co., Ltd
PROPOSAL #6.1: Election Mr. Chun-Yen Chang [ID: ISSUER YES FOR FOR
D100028575] as an Independent Director
PROPOSAL #6.2: Election Mr. Chung Laung Liu [ID: ISSUER YES FOR FOR
S124811949] as an Independent Director
PROPOSAL #6.3: Election Mr. Paul S.C. Hsu [ID: ISSUER YES FOR FOR
F102847490] as an Independent Director
PROPOSAL #6.4: Election Mr. Cheng-Li Huang [ID: ISSUER YES FOR FOR
R100769590] as an Independent Director
PROPOSAL #6.5: Election Mr. Ting-Yu Lin [ID: ISSUER YES FOR FOR
A122296636] as an Outside Director, Shareholder No:
5015
PROPOSAL #6.6: Election Mr. Stan Hung [ID: ISSUER YES FOR FOR
N120210012] as a Director, Shareholder No: 111699
PROPOSAL #6.7: Election Mr. Shih-Wei Sun ISSUER YES FOR FOR
[Representative of Silicon Integrated Systems Corp]
as a Director, Shareholder No: 1569628
PROPOSAL #6.8: Election Mr. Wen-Yang Chen ISSUER YES FOR FOR
[Representative of Hsun Chieh Investment Co.] as a
Director, Shareholder No: 195818
PROPOSAL #6.9: Election Mr. Po-Wen Yen ISSUER YES FOR FOR
[Representative of Hsun Chieh Investment Co.] as a
Director, Shareholder No: 195818
PROPOSAL #7.: Extraordinary Motions ISSUER NO N/A N/A
PROPOSAL #8.: Adjournment ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: USINAS SIDERURGICAS DE MINAS GERAIS SA-USIMINAS, B
TICKER: N/A CUSIP: P9632E117
MEETING DATE: 3/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: To take knowledge of the Directors ISSUER NO N/A N/A
accounts, to examine discuss and approve the
Company's consolidated financial statements and the
annual report for the FYE 31 DEC 2008
PROPOSAL #2.: Allocation of the net profit for the FY ISSUER NO N/A N/A
and ratification of the early distribution of
interest over capital, intermediate and
complementary, and of dividends, as well the proposal
for the capital budget for the year 2009
PROPOSAL #3.: Setting of the total annual amount of ISSUER NO N/A N/A
remuneration of the Members of the Board of Directors
PROPOSAL #4.: Election of a full and alternate Member ISSUER NO N/A N/A
of the Board of Directors to serve the remainder of
the term in office until the AGM for the year 2010,
to replace Mr. Gabriel Stoliar and his respective
alternate
PROPOSAL #5.: Elect the full and substitute Members ISSUER YES AGAINST AGAINST
of the Finance Committee, and approve to set their
remuneration
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: VALLOUREC USINES A TUBES DE LORRAINE ESCAUT ET VAL
TICKER: N/A CUSIP: F95922104
MEETING DATE: 6/4/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the unconsolidated accounts ISSUER YES FOR FOR
for the 2008 FY
PROPOSAL #O.2: Approve the consolidated accounts for ISSUER YES FOR FOR
the 2008 FY
PROPOSAL #O.3: Approve the distribution of profits ISSUER YES FOR FOR
for the 2008 FY and establishment of the dividend
PROPOSAL #O.4: Approve the payment option of the ISSUER YES FOR FOR
dividend in shares
PROPOSAL #O.5: Approve the agreements referred to in ISSUER YES AGAINST AGAINST
Article L.225-86 ET sequence of the Commercial Code
PROPOSAL #O.6: Approve the regulated agreements ISSUER YES AGAINST AGAINST
referred to in Article L.225-90-1 of the Commercial
Code concerning Mr. Philippe Crouzet
PROPOSAL #O.7: Ratify the appointment of the Bollore ISSUER YES FOR FOR
Company as a Member of the Supervisory Board
PROPOSAL #O.8: Ratify the appointment of Mr. Jean- ISSUER YES FOR FOR
Francois Cirelli as a Member of the Supervisory Board
PROPOSAL #O.9: Authorize the Board of Directors to ISSUER YES FOR FOR
operate on the Company's shares
PROPOSAL #E.10: Authorize the Board of Directors in ISSUER YES FOR FOR
order to issue shares equities giving access to the
capital, with maintenance of preferential
subscription rights
PROPOSAL #E.11: Authorize the Board of Directors in ISSUER YES FOR FOR
order to issue shares equities giving access to the
capital, with cancellation of preferential
subscription rights
PROPOSAL #E.12: Authorize the Board of Directors to ISSUER YES FOR FOR
fix the issuance price in accordance with the
modalities established by the General Assembly, up to
10% of the capital, in case of an issuance with
cancellation of preferential subscription rights
PROPOSAL #E.13: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the number of equities to be issued in case
of a capital increase with or without preferential
subscription rights
PROPOSAL #E.14: Authorize the Board of Directors to ISSUER YES FOR FOR
issue shares or securities giving access to the
capital without preferential subscription rights with
remuneration in kind for capital equities or
securities giving access to the capital
PROPOSAL #E.15: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the share capital 1 or many times by
incorporation of premiums, reserves or benefits
PROPOSAL #E.16: Authorize the Board of Directors in ISSUER YES FOR FOR
order to issue securities giving access to grant
financial equities and not giving access to a capital
increase of the Company
PROPOSAL #E.17: Authorize the Board of Directors to ISSUER YES FOR FOR
grant shares and/or securities giving access to the
capital reserved to Members of a Company Savings
Plan, with cancellation of preferential subscription
rights for their benefit
PROPOSAL #E.18: Authorize the Board of Directors to ISSUER YES FOR FOR
increase the capital reserved to the employees of the
foreigner companies of the Vallourec Group (and
those having similar rights) outside the Company
Savings Plan, with cancellation of preferential
subscription rights of shareholders
PROPOSAL #E.19: Authorize the Board of Directors in ISSUER YES FOR FOR
order to increase the capital reserved to the credit
institution under a transaction reserved to the
employees, with cancellation of preferential
subscription rights of shareholders
PROPOSAL #E.20: Authorize the Board of Director in ISSUER YES FOR FOR
order to allocate existing shares or shares to be
issued for the benefit of French non-residential
Members of the Group's employees or some of them
under a tender for employees
PROPOSAL #E.21: Authorize the Board of Directors in ISSUER YES FOR FOR
order to grant subscription or purchase options of
shares
PROPOSAL #E.22: Authorize the Board of Directors to ISSUER YES FOR FOR
reduce the share capital by cancellation of own shares
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: VIVENDI
TICKER: N/A CUSIP: F97982106
MEETING DATE: 4/30/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #O.2: Approve the consolidated financial ISSUER YES FOR FOR
statements and statutory reports
PROPOSAL #O.3: Approve the treatment of losses and ISSUER YES FOR FOR
allocation of dividends of EUR 1.40 per share
PROPOSAL #O.4: Grant Authority for the payment of ISSUER YES FOR FOR
dividends by shares
PROPOSAL #O.5: Approve the Auditors' special report ISSUER YES FOR FOR
regarding related-party transactions
PROPOSAL #O.6: Approve the transaction with Jean- ISSUER YES FOR FOR
Bernard Levy related to severance payments
PROPOSAL #O.7: Elect Mr. Maureen Chiquet as a ISSUER YES FOR FOR
Supervisory Board Member
PROPOSAL #O.8: Elect Mr. Christophe De Margerie as a ISSUER YES FOR FOR
Supervisory Board Member
PROPOSAL #O.9: Grant authority for the repurchase of ISSUER YES FOR FOR
up to 10% of issued share capital
PROPOSAL #E.10: Approve the reduction in share ISSUER YES FOR FOR
capital via cancellation of repurchased shares
PROPOSAL #E.11: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity-linked securities with preemptive
rights up to aggregate nominal amount of EUR 1.5
Billion
PROPOSAL #E.12: Grant authority for the issuance of ISSUER YES FOR FOR
equity or equity-linked securities without preemptive
rights up to amount of EUR 800 million
PROPOSAL #E.13: Authorize the Board to increase ISSUER YES FOR FOR
capital in the event of additional demand related to
delegation submitted to shareholder vote under items
11 and 12
PROPOSAL #E.14: Grant authority to the capital ISSUER YES FOR FOR
increase of up to 10% of issued capital for future
acquisitions
PROPOSAL #E.15: Approve the Employees Stock Option ISSUER YES FOR FOR
Plan
PROPOSAL #E.16: Approve the Stock Purchase Plan ISSUER YES FOR FOR
reserved for Employees of International Subsidiaries
PROPOSAL #E.17: Grant authority for the ISSUER YES FOR FOR
capitalization of reserves of up to EUR 800 million
for bonus issue or increase in par value
PROPOSAL #E.18: Grant authority for the filing of ISSUER YES FOR FOR
required documents/other formalities
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: VODAFONE GROUP PLC, NEWBURY BERKSHIRE
TICKER: N/A CUSIP: G93882135
MEETING DATE: 7/29/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statements and ISSUER YES FOR FOR
statutory reports
PROPOSAL #2.: Re-elect Sir John Bond as a Director ISSUER YES FOR FOR
PROPOSAL #3.: Re-elect Mr. John Buchanan as a Director ISSUER YES FOR FOR
PROPOSAL #4.: Re-elect Mr. Vittorio Colao as a ISSUER YES FOR FOR
Director
PROPOSAL #5.: Re-elect Mr. Andy Halford as a Director ISSUER YES FOR FOR
PROPOSAL #6.: Re-elect Mr. Alan Jebson as a Director ISSUER YES FOR FOR
PROPOSAL #7.: Re-elect Mr. Nick Land as a Director ISSUER YES FOR FOR
PROPOSAL #8.: Re-elect Mr. Anne Lauvergeon as a ISSUER YES FOR FOR
Director
PROPOSAL #9.: Re-elect Mr. Simon Murray as a Directorq ISSUER YES FOR FOR
PROPOSAL #10.: Re-elect Mr. Luc Vandevelde as a ISSUER YES FOR FOR
Director
PROPOSAL #11.: Re-elect Mr. Anthony Watson as a ISSUER YES FOR FOR
Director
PROPOSAL #12.: Re-elect Mr. Philip Yea as a Director ISSUER YES FOR FOR
PROPOSAL #13.: Approve the final dividend of 5.02 ISSUER YES FOR FOR
pence per ordinary share
PROPOSAL #14.: Approve the remuneration report ISSUER YES FOR FOR
PROPOSAL #15.: Re-appoint Deloitte Touche LLP as the ISSUER YES FOR FOR
Auditors of the Company
PROPOSAL #16.: Authorize the Audit Committee to fix ISSUER YES FOR FOR
remuneration of the Auditors
PROPOSAL #17.: Grant authority for the issue of ISSUER YES FOR FOR
equity or equity-linked securities with pre-emptive
rights up to aggregate nominal amount of USD
PROPOSAL #s.18: Grant authority for the issue of ISSUER YES FOR FOR
equity or equity-linked securities without pre-
emptive rights up to aggregate nominal amount of USD
300,000,000, Subject to the Passing of Resolution 17
PROPOSAL #s.19: Grant authority 5,300,000,000 ISSUER YES FOR FOR
ordinary shares for market purchase
PROPOSAL #20.: Authorize the Company and its ISSUER YES FOR FOR
Subsidiaries to make EU political donations to
political parties, and/or Independent Election
Candidates, to Political Organisations other than
political parties and incur EU political expenditure
up to GBP 100,000
PROPOSAL #s.21: Amend the Articles of Association ISSUER YES FOR FOR
PROPOSAL #22.: Approve the Vodafone Group 2008 ISSUER YES FOR FOR
Sharesave Plan
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: VOLVO AKTIEBOLAGET
TICKER: N/A CUSIP: 928856301
MEETING DATE: 4/1/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the meeting ISSUER YES FOR FOR
PROPOSAL #2.: Elect Mr. Sven Unger, Attorney at law, ISSUER YES FOR FOR
to be the Chairman of the meeting
PROPOSAL #3.: Approve the verification of the voting ISSUER YES FOR FOR
list
PROPOSAL #4.: Approval the agenda ISSUER YES FOR FOR
PROPOSAL #5.: Elect the minutes-checkers and vote ISSUER YES FOR FOR
controllers
PROPOSAL #6.: Approve the determination of whether ISSUER YES FOR FOR
the meeting has been duly convened
PROPOSAL #7.: Approve the presentation of the work of ISSUER YES FOR FOR
the Board and Board Committees
PROPOSAL #8.: Approve the Presentation of the annual ISSUER YES FOR FOR
report and the Auditors' report as well as the
consolidated accounts and the Auditors' report on the
consolidated income statement and consolidated
balance sheet
PROPOSAL #9.: Adopt the income statement and balance ISSUER YES FOR FOR
sheet and the consolidated income statement and
consolidated balance sheet
PROPOSAL #10.: Approve the dividend of SEK 2.00 per ISSUER YES FOR FOR
share shall be paid; Monday 06 APR 2009 is proposed
as the record date to receive the dividend; payment
of the cash dividend is expected to occur through
Euroclear Sweden AB [formerly VPC AB] on Thursday 09
APR 2009
PROPOSAL #11.: Grant discharge of the Members of the ISSUER YES FOR FOR
Board and of the President from liability
PROPOSAL #12.: Elect 9 Permanent Members of the Board ISSUER YES FOR FOR
of Directors and no deputy Members
PROPOSAL #13.: Approve that the individual fees shall ISSUER YES FOR FOR
remain on the same level as during 2008; the
Election Committee accordingly proposes that the
Chairman of the Board is awarded SEK 1,500,000 and
each of the other members SEK 500,000 with the
exception of the president; it is further proposed
that the Chairman of the Audit Committee is awarded
SEK 250,000 and the other 2 Members in the Audit
Committee SEK 125,000 each and the Members of the
remuneration committee SEK 75,000 each
PROPOSAL #14.: Re-elect Messrs. Peter Bijur, Leif ISSUER YES AGAINST AGAINST
Johansson, Finn Johnsson as Chairman, Messrs. Louis
Schweitzer, Ravi Venkatesan, Lars Westerberg and Ying
Yeh as a Board of Directors; Elect Messrs. Jean-
Baptiste Duzan and Anders Nyren as a Board of
PROPOSAL #15.: Elect the Chairman of the Board, ISSUER YES FOR FOR
Messrs. Finn Johnsson, Carl-Olof by, representing AB
industrivarden, Lars Forberg, representing Violet
Partners LP, Lars Ohrstedt, representing AFA
Forsakring and Thierry Moulonguet, representing
Renault s.a.s., are elected Members of the Election
Committee and acknowledge that no fees shall be paid
to the Members of the Election Committee
PROPOSAL #16.: Amend the Article 7 of the Articles of ISSUER YES FOR FOR
Association
PROPOSAL #17.: Adopt the remuneration policy for ISSUER YES FOR FOR
Senior Executives as specified
PROPOSAL #18.A: Approve the share-based incentive ISSUER YES AGAINST AGAINST
program 2009/2010 - 2011/2012 for Senior Executives
as specified
PROPOSAL #18.B: Approve the transfer of repurchased ISSUER YES AGAINST AGAINST
shares in the Company to the participants in the
program as specified
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ISSUER: WEICHAI POWER CO LTD
TICKER: N/A CUSIP: Y9531A109
MEETING DATE: 8/20/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the [Rules for the Connected ISSUER YES FOR FOR
Transactions of Weichai Power Company Limited]
PROPOSAL #2.: Approve the appointment of Messrs. ISSUER YES FOR FOR
Ernst & Young as the Non-PRC Auditors of the Company
and authorize the Directors to determine their
remuneration, as specified
PROPOSAL #S.3: Amend the Articles 7, 42, 47, 48, 67, ISSUER YES FOR FOR
70, 71, 73, 74, 83, 84, 91, 94 of Association of the
Company, as specified
PROPOSAL #S.4: Approve the amendment to [Rules for ISSUER YES FOR FOR
the Shareholders' Meeting of Weichai Power Company
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WEICHAI POWER CO LTD
TICKER: N/A CUSIP: Y9531A109
MEETING DATE: 11/3/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Approve conditional upon: i] the ISSUER YES FOR FOR
Listing Committee of The Stock Exchange of Hong Kong
Limited [Stock Exchange] granting or agreeing to
grant the listing of, and permission to deal in, the
H Shares [as defined below] to be issued under the
Bonus Shares Issue [as defined below]; ii] the
approval by and/or filing at the relevant
governmental or regulatory authorities of the
People's Republic of China [the PRC, which, for the
purposes of this resolution, excludes the Hong Kong
Special Administrative Region [Hong Kong] and the
Macau Special Administrative Region] being obtained
and/or completed [to the extent required under the
relevant PRC Laws, rules and regulations]; iii] the
approval of the Bonus Shares Issue by the EGM of the
shareholders of the Company and class meeting of the
holders of A Shares [as defined below], respectively;
and iv] the approval of consequential amendments to
the Articles of Association of the Company as a
result of the Bonus Shares Issue by the EGM of the
shareholders of the Company: a) the bonus issue of
shares of RMB 1.00 each in the capital of the Company
[New Share[s]] to the shareholders of the Company
whose names appear on the register of holders of H
Shares and on the register of holders of A Shares,
respectively, on the record date [Record Date] to be
determined by the Board of Directors of the Company
[Board] on the basis of 6 New Shares for every 10
existing shares of the Company held on the Record
Date by the conversion of the amount of up to RMB
312.4 million standing to the credit of the capital
reserve of the Company and the application of the
same in paying up in full at par the New Shares
[Bonus Shares Issue] [and any fractional entitlement
to the New Shares will not be issued]; b] authorize
the Directors to exclude holders of H Shares [if any]
who are residents outside Hong Kong of the PRC, on
account of prohibitions or requirements under
overseas laws or regulations or for some other
reasons which the Board considers to be expedient [as
applicable], from being allotted and issued New
Shares [such Shares are referred to as Excluded
Shares hereafter]; and c] authorize the Directors to
take any and all steps or sign any and all documents
as they consider necessary desirable or expedient in
connection with the Bonus Shares Issue and the
transactions contemplated thereunder including the
dealing with any Excluded Shares and any fractional
entitlements to the New Shares and the proceeds from
the sale thereof in respect of the H Shares which
form part of the New Shares; for the purposes of this
resolution, references to H Share[s] mean the
overseas listed foreign share[s] issued and/or to be
issued as a part of the New Shares [as the context
may require] in the capital of the Company with a RMB
denominated par value of RMB 1.00 each and are
listed or proposed to be listed [as the case may be]
on the main board of the Stock Exchange; and
references to A Share[s] mean the ordinary share[s]
issued and/or to be issued as a part of the New
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WEICHAI POWER CO LTD
TICKER: N/A CUSIP: Y9531A109
MEETING DATE: 11/3/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #S.1: Approve, conditional upon: i] the ISSUER YES FOR FOR
Listing Committee of The Stock Exchange of Hong Kong
Limited [Stock Exchange] granting or agreeing to
grant the listing of, and permission to deal in, the
H Shares [as specified] to be issued under the Bonus
Shares Issue [as specified]; ii] the approval by
and/or filing at the relevant governmental or
regulatory authorities of the People's Republic of
China [the PRC, which, for the purposes of this
resolution, excludes the Hong Kong Special
Administrative Region [Hong Kong] and the Macau
Special Administrative Region] being obtained and/or
completed [to the extent required under the relevant
PRC Laws, rules and regulations]; iii] the approval
of the Bonus Shares Issue by the class meeting of the
holders of H Shares and of the holders of the A
shares [as specified], respectively; and iv] the
approval of resolution 2 [as specified] by the
shareholders of the Company: a) the bonus issue of
shares of RMB 1.00 each in the capital of the Company
[New Share[s]] to the shareholders of the Company
whose names appear on the register of holders of H
Shares and on the register of holders of A Shares,
respectively, on the record date [Record Date] to be
determined by the Board of Directors of the Company
[Board] on the basis of 6 New Shares for every 10
existing shares of the Company held on the Record
Date by the conversion of the amount of up to RMB
312.4 million standing to the credit of the capital
reserve of the Company and the application of the
same in paying up in full at par the New Shares
[Bonus Shares Issue] [and any fractional entitlement
to the New Shares will not be issued]; b] authorize
the Directors to exclude holders of H Shares [if any]
who are residents outside Hong Kong, on account of
prohibitions or requirements under overseas laws or
regulations or for some other reasons which the Board
considers to be expedient [as applicable], from
being allotted and issued New Shares [such Shares are
referred to as Excluded Shares hereafter]; and c]
authorize the Directors to take any and all steps or
sign any and all documents as they consider necessary
desirable or expedient in connection with the Bonus
Shares Issue and the transactions contemplated
thereunder including the dealing with any Excluded
Shares and any fractional entitlements to the New
Shares and the proceeds from the sale thereof in
respect of the H Shares which form part of the New
Shares; for the purposes of this resolution,
references to H Share[s] mean the overseas listed
foreign share[s] issued and/or to be issued as a part
of the New Shares [as the context may require] in
the capital of the Company with a RMB denominated par
value of RMB 1.00 each and are listed or proposed to
be listed [as the case may be] on the main board of
the Stock Exchange; and references to A Share[s] mean
the ordinary share[s] issued and/or to be issued as
a part of the New Shares [as the context may require]
in the capital of the Company with a RMB denominated
par value of RMB 1.00 each and are listed or
PROPOSAL #S.2: Amend, conditional upon the approval ISSUER YES FOR FOR
of Resolution 1 [as specified] by the shareholders of
the Company and the Bonus Shares Issue [as specified
in the said Resolution 1] becoming unconditional
[other than the reference therein to the approval of
this Resolution 2 by the shareholders of the
Company], the Articles 7, 19, 20, 21 and 24 to the
Articles of Association of the Company as a result of
the Bonus Shares Issue as specified and authorize
any Director to modify such amendments as appropriate
[such amendments will not be required to be approved
by the shareholders of the Company] and to do all
such things as necessary in respect of the amendments
to the Articles of Association of the Company
pursuant to the results of the Bonus Shares Issue and
the requirements [if any] of the relevant
authorities of the People's Republic of China
[including but not limited to all applications,
filings and registrations with the relevant
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WEICHAI POWER CO LTD
TICKER: N/A CUSIP: Y9531A109
MEETING DATE: 2/11/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve, the supplemental agreement ISSUER YES FOR FOR
referred to in the section headed, II) Continuing
connected transactions, A) Weichai Continuing
Connected Transactions, 1) continuing connected
transactions between Weichai Holdings [and its
associates] and the Company [and its subsidiaries] a)
provision of general services and labour services by
Weichai Holdings [and its associates] [as the case
may be] to the Company, in the Letter from the Board
and the relevant New Caps as specified
PROPOSAL #2.: Approve, the supplemental agreement ISSUER YES FOR FOR
referred to in the section headed, II) Continuing
connected transactions, A) Weichai Continuing
Connected Transactions, 1) continuing connected
transactions between Weichai Holdings [and its
associates] and the Company [and its subsidiaries] b)
supply and/or connection of utilities by Weichai
Holdings [and its associates] [as the case may be] to
the Company, in the Letter from the Board and the
relevant New Caps as specified
PROPOSAL #3.: Approve, the Weichai Purchase and ISSUER YES FOR FOR
Processing Services Agreement referred to in the
section headed, II) Continuing connected
transactions, A) Weichai Continuing Connected
Transactions, 1) Continuing connected transactions
between Weichai Holdings [and its associates] and the
Company [and its subsidiaries], c) purchase of
diesel engine parts and components, gas and scrap
metals, etc., materials and related products and
processing services by the Company from Weichai
Holdings [and its associates] [as the case may be] in
the Letter from the Board and the relevant New Caps
PROPOSAL #4.: Approve, the Weichai Sale and ISSUER YES FOR FOR
Processing Services Agreement referred to in the
section headed II) Continuing connected transactions,
A) Weichai Continuing Connected Transactions, 1)
Continuing connected transactions between Weichai
Holdings [and its associates] and the Company [and
its subsidiaries], d) sale of diesel engines, diesel
engine parts and components, materials and related
products and provision of processing services by the
Company [and its subsidiaries] to Weichai Holdings
[and its associates] [as the case may be] in the
Letter from the Board and the relevant New Caps as
specified
PROPOSAL #5.: Approve, the supplemental agreement ISSUER YES FOR FOR
referred to in the section headed, II) Continuing
connected transactions, A) Weichai Continuing
Connected Transactions, 2) Continuing connected
transactions between Fujian Longgong and Shanghai
Longgong [and their respective associates] and the
Company, sale of diesel engines and diesel engine
parts by the Company to Fujian Longgong and Shanghai
Longgong [and their respective associates] in the
Letter from the Board and the relevant New Caps as
specified
PROPOSAL #6.: Approve, the supplemental agreement to ISSUER YES FOR FOR
the framework agreement dated 21 OCT 2003 referred to
in the section headed II) Continuing connected
transactions, A) Weichai Continuing Connected
Transactions, 3) Continuing connected transactions
between Guangxi Liugong Machinery and the Company,
sale of diesel engines and diesel engine parts by the
Company to Guangxi Liugong Machinery in the Letter
from the Board and the relevant New Caps as specified
PROPOSAL #7.: Approve, the supplemental agreement to ISSUER YES FOR FOR
the master sales agreement dated 21 OCT 2003 referred
to in the section headed, II) Continuing connected
transactions, A) Weichai Continuing Connected
Transactions, 4) Continuing connected transactions
between Weichai Deutz and the Company, a) sale of
semi-finished diesel engine parts and related
products by the Company to Weichai Deutz in the
Letter from the Board and the relevant New Caps as
PROPOSAL #8.: Approve the diesel engine parts and ISSUER YES FOR FOR
components and related products purchase agreement
referred to in the section headed, II) Continuing
connected transactions, A) Weichai Continuing
Connected Transactions, 4) Continuing connected
transactions between Weichai Deutz and the Company,
b) purchase of diesel engine parts and components and
related products by Weichai Resources from Weichai
Deutz in the Letter from the Board and the relevant
New Caps as specified
PROPOSAL #9.: Approve the diesel engines purchase ISSUER YES FOR FOR
agreement referred to in the section headed, II)
Continuing connected transactions, A) Weichai
Continuing Connected Transactions, 4) Continuing
connected transactions between Weichai Deutz and the
Company c) purchase of diesel engines and related
products by the Company from Weichai Deutz in the
Letter from the Board and the relevant New Caps as
specified
PROPOSAL #10.: Approve, the supplemental agreement to ISSUER YES FOR FOR
the framework agreement dated 17 NOV 2003 referred
to in the section headed, II) Continuing connected
transactions, A) Weichai Continuing Connected
Transactions, 5) Continuing connected transactions
between Shandong Juli and the Company, a) sale of
diesel engines and related products by the Company to
Shandong Juli in the Letter from the Board and the
relevant New Caps as specified
PROPOSAL #11.: Approve, the Juli Purchase and ISSUER YES FOR FOR
Processing Services Agreement as specified, referred
to in the section headed, II) Continuing connected
transactions, A) Weichai Continuing Connected
Transactions, 5) Continuing connected transactions
between Shandong Juli and the Company, b) purchase of
diesel engine parts and components, materials, steel
and scrap metal, etc., and related products and
processing services by the Company and Weichai
Resources [as the case may be] from Shandong Juli in
the Letter from the Board and the relevant New Caps
as specified
PROPOSAL #12.: Approve the supplemental agreement to ISSUER YES FOR FOR
the parts and components sale agreement dated 01 AUG
2007 referred to in the section headed, II)
Continuing connected transactions, B) TAGC Continuing
Connected Transactions, 1) Continuing connected
transactions between SFGC and Fast Transmission, a)
sale of parts and components of transmissions and
related products by SFGC to Fast Transmission in the
Letter from the Board and the relevant New Caps as
PROPOSAL #13.: Approve the supplemental agreement to ISSUER YES FOR FOR
the parts and components and related products
purchase agreement dated 01 AUG 2007 referred to in
the section headed, II) Continuing connected
transactions, B) TAGC Continuing Connected
Transactions, 1) Continuing connected transactions
between SFGC and Fast Transmission, b) purchase of
parts and components of transmissions and related
products by SFGC from Fast Transmission in the Letter
from the Board and the relevant New Caps as specified
PROPOSAL #14.: Approve the supplemental agreement to ISSUER YES FOR FOR
vehicles, parts and components and raw materials sale
and heat processing agreement referred to in the
section headed, II) Continuing connected
transactions, B) TAGC Continuing Connected
Transactions, 2) Continuing connected transactions
between Shaanxi Zhongqi [and its subsidiaries] and
Shaanxi Automotive [and its associates], a) sale of
vehicles, parts and components of vehicles and
related products and provision of heat processing
services by Shaanxi Zhongqi, Hande Axle, Jingding and
Tiangua [as the case may be] to Shaanxi Automotive
and its associates [as the case may be] in the Letter
from the Board and the relevant New Caps as specified
PROPOSAL #15.: Approve the supplemental agreement to ISSUER YES FOR FOR
the parts and components and scrap steel purchase
agreement dated 01 AUG 2007 referred to in the
section headed, II) Continuing connected
transactions, B) TAGC Continuing Connected
Transactions, 2) Continuing connected transactions
between Shaanxi Zhongqi [and its subsidiaries] and
Shaanxi Automotive [and its associates], b) purchase
of parts and components of vehicles, scrap steel and
related products by Shaanxi Zhongqi, Hande Axle,
Jingding, Shaanxi Import and Tiangua [as the case may
be] from Shaanxi Automotives associates in the
Letter from the Board and the relevant New Caps as
PROPOSAL #16.: Approve the supplemental agreement to ISSUER YES FOR FOR
off-road vehicles sale agreement dated 01 AUG 2007
referred to in the section headed, II) Continuing
connected transactions, B) TAGC Continuing Connected
Transactions, 3) Continuing connected transactions
between DFOVCL and Dong Feng Automotive [and its
associates] [as the case maybe], a) sale of off-road
vehicles by DFOVCL to Dong Feng Automotive in the
Letter from the Board and the relevant New Caps as
specified
PROPOSAL #17.: Approve the supplement agreement to ISSUER YES FOR FOR
parts and components purchase agreement referred to
in the section headed, II) Continuing connected
transactions, B) TAGC Continuing Connected
Transactions, 3) Continuing connected transactions
between DFOVCL and Dong Feng Automotive [and its
associates] [as the case maybe], b) purchase of parts
and components of off-road vehicles and related
products by DFOVCL from Dong Feng Automotive [and its
associates] [as the case may be] and provision of
technical support services by Dong Feng Automotive to
DFOVCL in the Letter from the Board and the relevant
New Caps as specified
PROPOSAL #S.18: Authorize the Board of Directors, ISSUER YES AGAINST AGAINST
[subject to the approval from the relevant PRC
regulatory authorities], within a period of 2 years
from the relevant registration in the PRC, a general
mandate to issue debentures [or other non-equity
related debt instruments], in 1 or more tranches,
with an amount less than RMB 2,700 million [the
Debenture Issue]; and authorize the Board of
Directors [or any committee thereof], taking into
consideration the specific needs of the Company and
other market conditions, to determine the terms and
conditions of and other matters relating to the
Debenture Issue [including, but not limited to, the
determination of the actual aggregate amount,
interest rate, rating, guarantee arrangements and use
of the proceeds of the Debenture Issue]; and to do
all such acts which are necessary and incidental to
the Debenture Issue [including, but not limited to,
the securing of approvals, the determination of
selling arrangements and the preparation of relevant
application documents]; and to approve and ratify to
take all such steps which are necessary for the
purposes of executing the Debenture Issue [including,
but not limited to, the execution of all requisite
documentation and the disclosure of relevant
information in accordance with application laws], and
to the extent that any of the aforementioned acts
and steps have already been undertaken by the Board
of Directors [or any committee thereof] in connection
with the Debenture Issue, such acts and steps
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WEICHAI PWR CO LTD
TICKER: N/A CUSIP: Y9531A109
MEETING DATE: 6/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the annual report of the ISSUER YES FOR FOR
Company for the YE 31 DEC 2008
PROPOSAL #2.: Approve the report of the Board of ISSUER YES FOR FOR
Directors of the Company for the YE 31 DEC 2008
PROPOSAL #3.: Approve the report of the Supervisory ISSUER YES FOR FOR
Committee of the Company for the YE 31 DEC 2008
PROPOSAL #4.: Receive the audited financial ISSUER YES FOR FOR
statements of the Company and the Auditors' report
for the YE 31 DEC 2008
PROPOSAL #5.: Approve the final financial report of ISSUER YES FOR FOR
the Company for the YE 31 DEC 2008
PROPOSAL #6.: Approve the distribution of profit to ISSUER YES FOR FOR
the shareholders of the Company for the YE 31 DEC 2008
PROPOSAL #7.: Re-appoint Shandong Zheng Yuan Hexin ISSUER YES FOR FOR
Accountants Limited as the PRC Auditors of the
Company and authorize the Directors to determine
their remuneration [and, for the purpose of this
resolution, PRC means the People's Republic of China,
but excluding Hong Kong, Macau and Taiwan]
PROPOSAL #8.: Re-appoint Messrs. Ernst & Young as the ISSUER YES FOR FOR
non-PRC Auditors of the Company and authorize the
Directors to determine their remuneration [and, for
the purpose of this resolution, PRC means the
People's Republic of China, but excluding Hong Kong,
Macau and Taiwan]
PROPOSAL #9.: Authorize the Board of Directors for ISSUER YES FOR FOR
the payment of interim dividend [if any] to the
shareholders of the Company for the YE 31 DEC 2009
PROPOSAL #10.: Approve the amendments to the [working ISSUER YES FOR FOR
rules of the Remuneration Committee of the Board of
Directors] of the Company
PROPOSAL #S.11: Amend the Articles of Association of ISSUER YES FOR FOR
the Company [the Existing Articles]: 1) in the first
paragraph of Article 7 of the Existing Articles, the
words and amended at the AGM of 2008 held on 2009, be
added after the words amended at the second EGM of
2008 held on 03 NOV 2008; 2) in the second paragraph
of Article 120 of the Existing Articles, the words 10
days in the sentence the last day shall be the day
10 days before the date of general meeting be
replaced by 16 days; 3) the following be inserted
after the first paragraph of Article 201 of the
Existing Articles: the profit distribution policy of
the Company should focus on the reasonable the
investment return of the investors while ensuring the
sustainability and stability, the cash dividend
distribution shall be made in due time, when the cash
flow of the Company satisfied the needs for normal
production, operation and development
PROPOSAL #S.12: Authorize the Board of the Directors ISSUER YES AGAINST AGAINST
to separately or concurrently allot, issue and deal
with additional A Shares and/or H Shares and to make
or grant offers, agreements and/or options in respect
thereof, subject to the following conditions: a) the
general mandate shall not extend beyond the relevant
period save that the Board of Directors may during
the relevant period make or grant offers, agreements
and/or options which may require the exercise of such
power after the end of the relevant period; b) the
aggregate nominal amount of the A Shares and the H
Shares allotted and issued or agreed conditionally or
unconditionally to be allotted and issued [whether
pursuant to an option or otherwise] by the Board of
Directors [otherwise than pursuant to any scrip
dividend scheme [or similar arrangement providing for
the allotment and issue of shares in lieu of the
whole or part of a dividend], any share option
scheme, a rights issue or any separate approval of
the shareholders of the Company] shall not exceed 20%
of the aggregate nominal amount of the A and H
Shares in issue, respectively, in each case as at the
date of passing of this resolution; and c) the Board
of Directors will only exercise its power under the
general mandate in accordance with the Company Law of
the People's Republic of China [the PRC, which for
the purpose of this resolution excludes the Hong Kong
Special Administrative Region [Hong Kong], the Macau
Special Administrative Region and Taiwan] and the
Rules Governing the Listing of Securities on The
Stock Exchange of Hong Kong Limited [as may be
amended from time to time] and, if required, only if
all necessary approvals from the China Securities
Regulatory Commission and/or other relevant PRC
government authorities are obtained [provided that in
the event that A Shares are to be issued pursuant to
the General Mandate, and if the then applicable laws
and regulations of the PRC require such issue to be
approved by the shareholders of the Company, further
meeting(s) of the shareholders of the Company will be
convened to consider and approve such a share issue;
and in the event that the general mandate is not
approved by the relevant regulatory authorities in
the PRC in respect of the issue of A Shares, the
general mandate shall be limited to the issue of H
Shares only]; [Authority expires the earlier of the
conclusion the conclusion of the next AGM of the
Company following the passing of this special
resolution, unless, by a special resolution passed at
that meeting, the General Mandate is renewed, either
unconditionally or subject to conditions or the
expiry of the period within which the next AGM is
required by the Articles of Association of the
Company or any applicable law to be held]; and
authorize the Board of Directors, contingent on the
Board of Directors resolving to exercise the general
mandate and/or issue shares pursuant to this
resolution above: a) to approve, execute and do,
and/or procure to be executed and done, all such
documents, deeds and matters which it may consider
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ISSUER: WESTPAC BANKING CORP, SYDNEY NSW
TICKER: N/A CUSIP: Q97417101
MEETING DATE: 12/11/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the financial report, the ISSUER NO N/A N/A
Director's report and the Auditor's report for the YE
30 SEP 2008
PROPOSAL #2.: Adopt the remuneration report for the ISSUER YES FOR FOR
YE 30 SEP 2008
PROPOSAL #3.a: Re-elect Ms. Elizabeth Blomfield Bryan ISSUER YES FOR FOR
as a Director of Westpac
PROPOSAL #3.b: Re-elect Ms. Carolyn Judith Hewson as ISSUER YES FOR FOR
a Director of Westpac
PROPOSAL #3.c: Re-elect Mr. Lindsay Philip Maxsted as ISSUER YES FOR FOR
a Director of Westpac
PROPOSAL #3.d: Elect Mr. John Simon Curtis as a ISSUER YES FOR FOR
Director of Westpac
PROPOSAL #3.e: Elect Mr. Peter John Oswin Hawkins as ISSUER YES FOR FOR
a Director of Westpac
PROPOSAL #3.f: Elect Mr. Graham John Reaney as a ISSUER YES FOR FOR
Director of Westpac
PROPOSAL #4.: Approve to increase the maximum ISSUER YES AGAINST AGAINST
aggregate amount of annual remuneration that may be
paid to the Non-Executive Directors by AUD 1.5
million, from AUD 3 million to AUD 4.5 million, with
effect from the merger implementation date
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WIMM BILL DANN FOODS
TICKER: WBD CUSIP: 97263M109
MEETING DATE: 9/4/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: IN ORDER TO COMPLY WITH THE FORMAL ISSUER YES AGAINST AGAINST
REQUIREMENTS OF THE FEDERAL LAW ON JOINT-STOCK
COMPANIES AS RELATED TO INTERESTED PARTY TRANSACTIONS
AND DUE TO THE ABSENCE OF THE ACTUAL CONFLICT OF
INTEREST, SEPERATE INDEMNIFICATION AGREEMENTS BETWEEN
WBD FOODS OJSC AND OFFICIALS OF WBD FOODS OJSC SHALL
BE APPROVED.
PROPOSAL #1B: IN ORDER TO COMPLY WITH THE FORMAL ISSUER YES AGAINST AGAINST
REQUIREMENTS OF THE FEDERAL LAW ON JOINT-STOCK
COMPANIES AS RELATED TO INTERESTED PARTY TRANSACTIONS
AND DUE TO THE ABSENCE OF THE ACTUAL CONFLICT OF
INTEREST, AGREEMENTS ON LEGAL EXPENSES COMPENSATION
BETWEEN WBD FOODS OJSC AND OFFICIALS OF WBD FOODS
OJSC SHALL BE APPROVED.
PROPOSAL #02: APPROVE THE NEW VERSION OF WBD FOODS ISSUER YES AGAINST AGAINST
OJSC CHARTER.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ZURICH FINANCIAL SERVICES, ZUERICH
TICKER: N/A CUSIP: H9870Y105
MEETING DATE: 4/2/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the annual report including ISSUER YES FOR FOR
remuneration report, the annual financial statements
and consolidated financial statements for 2008
PROPOSAL #2.: Approve the appropriation of the ISSUER YES FOR FOR
available earnings of Zurich Financial Services for
2008
PROPOSAL #3.: Approve to discharge the Members of the ISSUER YES FOR FOR
Board of Directors and the Group Executive Committee
PROPOSAL #4.: Approve to increase the authorized ISSUER YES FOR FOR
share capital and amend the Article 5 BIS Paragraph 1
of the Articles of Incorporation
PROPOSAL #5.: Approve to increase the contingent ISSUER YES FOR FOR
share capital and amend the Article 5 TER Paragraph
1a of the Articles of Incorporation
PROPOSAL #6.: Approve to change the Company name ISSUER YES FOR FOR
PROPOSAL #7.1.1: Re-elect Mr. Thomas Escher to the ISSUER YES FOR FOR
Board of Director
PROPOSAL #7.1.2: Re-elect Mr. Don Nicolaisen to the ISSUER YES FOR FOR
Board of Director
PROPOSAL #7.1.3: Re-elect Mr. Philippe Pidoux to the ISSUER YES FOR FOR
Board of Director
PROPOSAL #7.1.4: Re-elect Mr. Vernon Sankey to the ISSUER YES FOR FOR
Board of Director
PROPOSAL #7.2: Re-elect PricewaterhouseCoopers as the ISSUER YES FOR FOR
Auditors
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.
VANGUARD TRUSTEES' EQUITY FUND
By: /s/F. William McNabb III
(Heidi Stam)
F. William McNabb III*
President, Chief Executive Officer and Trustee
Date: August 27, 2009
* By Power of Attorney. Filed on July 24, 2009, see File Number 2-88373.
Incorporated by Reference.