UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number | 811-03692 |
Morgan Stanley Variable Investment Series |
(Exact name of registrant as specified in charter) |
522 Fifth Avenue, New York, New York | 10036 |
(Address of principal executive offices) | (Zip code) |
Joseph Benedetti, Esq.
Managing Director
Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036 |
(Name and address of agent for service) |
Registrant's telephone number, including area code: | 800-548-7786 |
Date of fiscal year end: | 12/31 |
Date of reporting period: | 7/1/14 – 6/30/15 |
******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-03692 Reporting Period: 07/01/2014 - 06/30/2015 Morgan Stanley Variable Investment Series ========== Morgan Stanley Variable Investment Series European Equity ========== ========== Portfolio ========== ACCOR Ticker: AC Security ID: F00189120 Meeting Date: APR 28, 2015 Meeting Type: Annual/Special Record Date: APR 23, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 0.95 per Share 4 Approve Stock Dividend Program (Cash For For Management or New Shares) 5 Reelect Jean-Paul Bailly as Director For Against Management 6 Reelect Philippe Citerne as Director For For Management 7 Reelect Mercedes Erra as Director For For Management 8 Reelect Bertrand Meheut as Director For For Management 9 Approve Agreement with Sebastien Bazin For For Management 10 Authorize Repurchase of Up to 23 For For Management Million Shares 11 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 12 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 347 Million 13 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 69 Million 14 Approve Issuance of Equity or For For Management Equity-Linked Securities for Private Placements, up to Aggregate Nominal Amount of EUR 69 Million 15 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 16 Authorize Capital Increase for For For Management Contributions in Kind, up to Aggregate Nominal Amount of EUR 69 Million 17 Authorize Capitalization of Reserves For For Management of Up to EUR 347 Million for Bonus Issue or Increase in Par Value 18 Set Total Limit for Capital Increase For For Management to Result from Issuance Requests under Items 12-17 at EUR 347 Million 19 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 20 Authorize up to 2.5 Percent of Issued For For Management Capital for Use in Restricted Stock Plans 21 Set Limit for Shares Granted to CEO For For Management and Vice-CEOs Pursuant to Item 20 at 15 Percent of All Shares Granted Pursuant to Item 20 22 Amend Article 24 of Bylaws Re: For For Management Attendance to General Meetings 23 Advisory Vote on Compensation of For For Management Sebastien Bazin 24 Advisory Vote on Compensation of Sven For For Management Boinet 25 Approve the Plant for the Planet For For Management Program 26 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- AIRBUS GROUP Ticker: AIR Security ID: N0280E105 Meeting Date: MAY 27, 2015 Meeting Type: Annual Record Date: APR 29, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2.1 Discussion on Company's Corporate None None Management Governance Structure 2.2 Receive Report on Business and None None Management Financial Statements 2.3 Discuss Remuneration Report Containing None None Management Remuneration Policy 2.4 Receive Explanation on Company's None None Management Reserves and Dividend Policy 3 Discussion of Agenda Items None None Management 4.1 Adopt Financial Statements For For Management 4.2 Approve Allocation of Income and For For Management Dividends of EUR 1.20 per Share 4.3 Approve Discharge of Non-Executive For For Management Members of the Board of Directors 4.4 Approve Discharge of Executive Members For For Management of the Board of Directors 4.5 Ratify KPMG as Auditors For For Management 4.6 Approve Remuneration Policy Changes For For Management 4.7 Change Company Form to European Company For For Management 4.8 Elect Maria Amparo Moraleda Martinez For For Management as Director 4.9 Grant Board Authority to Issue Shares For For Management Up to 0.38 Percent of Issued Share Capital and Excluding Preemptive Rights Re: ESOP Plans 4.10 Grant Board Authority to Issue Shares For For Management Up to 1.15 Percent of Issued Share Capital and Excluding Preemptive Rights Re: Company Funding 4.11 Renewal of the Authorization to For For Management Directors to Repurchase of Up to 10 Percent of Issued Share Capital 4.12 Authorize Additional Repurchase of Up For For Management to 10 Percent of Issued Share Capital Re: Exceptional Share Buyback Programme 4.13 Approve Cancellation of Repurchased For For Management Shares 5 Close Meeting None None Management -------------------------------------------------------------------------------- ALCATEL LUCENT Ticker: ALU Security ID: F0191J101 Meeting Date: MAY 26, 2015 Meeting Type: Annual/Special Record Date: MAY 21, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Absence of Dividends 4 Elect Sylvia Summers as Director For For Management 5 Reelect Stuart Eizenstat as Director For For Management 6 Reelect Louis Hughes as Director For For Management 7 Reelect Olivier Piou as Director For For Management 8 Appoint Laurent du Mouza as Censor For Against Management 9 Advisory Vote on Compensation of For For Management Michel Combes, CEO 10 Advisory Vote on Compensation of For For Management Philippe Camus, Chairman 11 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 12 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 13 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 56.5 Million 14 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights with a Binding Priority Right up to Aggregate Nominal Amount of EUR 28.25 Million, and up to Aggregate Nominal Amount of EUR 14.1 Million without a Binding Priority Right 15 Approve Issuance of Equity or For For Management Equity-Linked Securities for Private Placements, up to Aggregate Nominal Amount of EUR 14.1 Million 16 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 17 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 18 Authorize Capitalization of Reserves For For Management of Up to EUR 5 Billion for Bonus Issue or Increase in Par Value 19 Authorize Board to Set Issue Price for For For Management 10 Percent Per Year of Issued Capital Pursuant to Issue Authority without Preemptive Rights 20 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 21 Authorize up to 1.5 Percent of Issued For For Management Capital for Use in Restricted Stock Plans 22 Amend Article 21 of Bylaws Re: Proxy For For Management Voting 23 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- AMADEUS IT HOLDINGS SA Ticker: AMS Security ID: E04908112 Meeting Date: JUN 24, 2015 Meeting Type: Annual Record Date: JUN 19, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated and Standalone For For Management Financial Statements 2 Approve Allocation of Income and For For Management Dividends 3 Approve Discharge of Board For For Management 4 Renew Appointment of Deloitte as For For Management Auditor 5.1 Reelect Jose Antonio Tazon Garcia as For For Management Director 5.2 Reelect David Gordon Comyn Webster as For For Management Director 5.3 Reelect Francesco Loredan as Director For For Management 5.4 Reelect Stuart Anderson McAlpine as For For Management Director 5.5 Reelect Pierre-Henri Gourgeon as For For Management Director 6 Advisory Vote on Remuneration Policy For For Management Report 7 Approve Remuneration of Directors For For Management 8 Amend Performance Share Plan For For Management 9.1 Amend Article 7 Re: Shareholder Status For For Management 9.2 Amend Articles Re: General For For Management Shareholders Meeting 9.3 Amend Articles Re: Board of Directors For For Management 9.4 Amend Article 47 Re: Management Report For For Management 10.1 Amend Articles of General Meeting For For Management Regulations Re: Right to Information 10.2 Amend Article 10 of General Meeting For For Management Regulations Re: Representation 10.3 Amend Articles of General Meeting For For Management Regulations Re: Voting and Adoption of Resolutions 11 Approve Reduction in Share Capital via For For Management Amortization of Treasury Shares 12 Authorize Increase in Capital up to 20 For For Management Percent via Issuance of Equity or Equity-Linked Securities without Preemptive Rights 13 Authorize Issuance of Convertible For For Management Bonds, Debentures, Warrants, and Other Debt Securities without Preemptive Rights up to EUR 2 Billion 14 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- AXA Ticker: CS Security ID: F06106102 Meeting Date: APR 30, 2015 Meeting Type: Annual/Special Record Date: APR 27, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 0.95 per Share 4 Advisory Vote on Compensation of Henri For For Management de Castries, Chairman and CEO 5 Advisory Vote on Compensation of Denis For For Management Duverne, Vice CEO 6 Approve Auditors' Special Report on For For Management Related-Party Transactions Mentioning the Absence of New Transactions 7 Reelect Jean Pierre Clamadieu as For For Management Director 8 Reelect Jean Martin Folz as Director For For Management 9 Approve Remuneration of Directors in For For Management the Aggregate Amount of EUR 1.65 Million 10 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 11 Authorize Capitalization of Reserves For For Management for Bonus Issue or Increase in Par Value 12 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 2 Billion 13 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 550 Million 14 Approve Issuance of Equity or For For Management Equity-Linked Securities for Private Placements up to Aggregate Nominal Amount of EUR 550 Million 15 Authorize Board to Set Issue Price for For For Management 10 Percent Per Year of Issued Capital Pursuant to Issue Authority without Preemptive Rights 16 Authorize Capital Increase of Up to For For Management EUR 550 Million for Future Exchange Offers 17 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 18 Authorize Issuance of Equity without For For Management Preemptive Rights upon Conversion of a Subsidiary's Equity-Linked Securities for Up to EUR 550 Million 19 Authorize Issuance of Equity with For For Management Preemptive Rights upon Conversion of a Subsidiary's Equity Linked Securities for Up to EUR 2 Billion 20 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 21 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans Reserved for Employees of International Subsidiaries 22 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 23 Amend Article 23 of Bylaws Re: Record For For Management Date 24 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- BANCO BILBAO VIZCAYA ARGENTARIA, S.A. Ticker: BBVA Security ID: E11805103 Meeting Date: MAR 12, 2015 Meeting Type: Annual Record Date: MAR 08, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Approve Consolidated and Standalone For For Management Financial Statements 1.2 Approve Allocation of Income and For For Management Dividends 1.3 Approve Discharge of Board For For Management 2.1 Reelect Jose Antonio Fernandez Rivero For For Management as Director 2.2 Reelect Belen Garijo Lopez as Director For For Management 2.3 Reelect Jose Maldonado Ramos as For For Management Director 2.4 Reelect Juan Pi Llorens as Director For For Management 2.5 Elect Jose Miguel Andres Torrecillas For For Management as Director 3 Authorize Issuance of Non-Convertible For For Management Bonds/Debentures and/or Other Debt Securities up to EUR 250 Billion 4.1 Authorize Capitalization of Reserves For For Management for Scrip Dividends 4.2 Authorize Capitalization of Reserves For For Management for Scrip Dividends 4.3 Authorize Capitalization of Reserves For For Management for Scrip Dividends 4.4 Authorize Capitalization of Reserves For For Management for Scrip Dividends 5.1 Amend Articles Re: General Meetings For For Management 5.2 Add Article 39 bis and Amend Articles For For Management Re: Board Related 5.3 Amend Article 48 Re: Audit Committee For For Management 6 Amend Articles of General Meeting For For Management Regulations 7 Approve Remuneration Policy For For Management 8 Fix Maximum Variable Compensation Ratio For For Management 9 Renew Appointment of Deloitte as For For Management Auditor 10 Authorize Board to Ratify and Execute For For Management Approved Resolutions 11 Advisory Vote on Remuneration Policy For For Management Report -------------------------------------------------------------------------------- BARCLAYS PLC Ticker: BARC Security ID: G08036124 Meeting Date: APR 23, 2015 Meeting Type: Annual Record Date: APR 21, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Elect Crawford Gillies as Director For For Management 4 Elect John McFarlane as Director For For Management 5 Re-elect Mike Ashley as Director For For Management 6 Re-elect Tim Breedon as Director For For Management 7 Re-elect Reuben Jeffery III as Director For For Management 8 Re-elect Antony Jenkins as Director For For Management 9 Re-elect Wendy Lucas-Bull as Director For For Management 10 Re-elect Tushar Morzaria as Director For For Management 11 Re-elect Dambisa Moyo as Director For For Management 12 Re-elect Frits van Paasschen as For For Management Director 13 Re-elect Sir Michael Rake as Director For For Management 14 Re-elect Steve Thieke as Director For For Management 15 Re-elect Diane de Saint Victor as For For Management Director 16 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 17 Authorise Board to Fix Remuneration of For For Management Auditors 18 Authorise EU Political Donations and For For Management Expenditure 19 Authorise Issue of Equity with For For Management Pre-emptive Rights 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Issue of Equity with For For Management Pre-emptive Rights in Relation to the Issuance of Contingent Equity Conversion Notes 22 Authorise Issue of Equity without For For Management Pre-emptive Rights in Relation to the Issuance of Contingent Equity Conversion Notes 23 Authorise Market Purchase of Ordinary For For Management Shares 24 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice -------------------------------------------------------------------------------- BAYER AG Ticker: BAYN Security ID: D0712D163 Meeting Date: MAY 27, 2015 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and For Did Not Vote Management Statutory Reports; Approve Allocation of Income and Dividends of EUR 2.25 per Share for Fiscal 2014 2 Approve Discharge of Management Board For Did Not Vote Management for Fiscal 2014 3 Approve Discharge of Supervisory Board For Did Not Vote Management for Fiscal 2014 4 Elect Otmar Wiestler to the For Did Not Vote Management Supervisory Board 5 Amend Corporate Purpose For Did Not Vote Management 6 Ratify PricewaterhouseCoopers AG as For Did Not Vote Management Auditors for Fiscal 2015 -------------------------------------------------------------------------------- BHP BILLITON PLC Ticker: BLT Security ID: G10877101 Meeting Date: OCT 23, 2014 Meeting Type: Annual Record Date: OCT 21, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Reappoint KPMG LLP as Auditors For For Management 3 Authorise the Risk and Audit Committee For For Management to Fix Remuneration of Auditors 4 Authorise Issue of Equity with For For Management Pre-emptive Rights 5 Authorise Issue of Equity without For For Management Pre-emptive Rights 6 Authorise Market Purchase of Ordinary For For Management Shares 7 Approve Remuneration Policy For For Management 8 Approve Remuneration Report for UK Law For For Management Purposes 9 Approve Remuneration Report for For For Management Australian Law Purposes 10 Approve Leaving Entitlements For For Management 11 Approve Grant of Awards under the For For Management Group's Short and Long Term Incentive Plans to Andrew Mackenzie 12 Elect Malcolm Brinded as Director For For Management 13 Re-elect Malcolm Broomhead as Director For For Management 14 Re-elect Sir John Buchanan as Director For For Management 15 Re-elect Carlos Cordeiro as Director For For Management 16 Re-elect Pat Davies as Director For For Management 17 Re-elect Carolyn Hewson as Director For For Management 18 Re-elect Andrew Mackenzie as Director For For Management 19 Re-elect Lindsay Maxsted as Director For For Management 20 Re-elect Wayne Murdy as Director For For Management 21 Re-elect Keith Rumble as Director For For Management 22 Re-elect John Schubert as Director For For Management 23 Re-elect Shriti Vadera as Director For For Management 24 Re-elect Jac Nasser as Director For For Management 25 Elect Ian Dunlop, a Shareholder Against Against Shareholder Nominee to the Board -------------------------------------------------------------------------------- BHP BILLITON PLC Ticker: BLT Security ID: G10877101 Meeting Date: MAY 06, 2015 Meeting Type: Special Record Date: MAY 04, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Demerger of South32 from BHP For For Management Billiton -------------------------------------------------------------------------------- BNP PARIBAS SA Ticker: BNP Security ID: F1058Q238 Meeting Date: MAY 13, 2015 Meeting Type: Annual/Special Record Date: MAY 08, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Treatment of Losses and For For Management Dividends of EUR 1.50 per Share 4 Approve Auditors' Special Report on For For Management Related-Party Transactions 5 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 6 Reelect Pierre Andre de Chalendar as For For Management Director 7 Reelect Denis Kessler as Director For For Management 8 Reelect Laurence Parisot as Director For For Management 9 Ratify Appointment of Jean Lemierre as For For Management Director 10 Advisory Vote on Compensation of Jean For For Management Lemierre, Chairman since Dec. 1, 2014 11 Advisory Vote on Compensation of For For Management Jean-Laurent Bonnafe, CEO 12 Advisory Vote on Compensation of For For Management Philippe Bordenave, Vice-CEO 13 Advisory Vote on Compensation of For For Management Francois Villeroy de Galhau, Vice-CEO 14 Advisory Vote on Compensation of For For Management Baudouin Prot, Chairman until Dec. 1, 2014 15 Advisory Vote on Compensation of For For Management Georges Chodron de Courcel, Vice-CEO until June 30, 2014 16 Advisory Vote on the Overall Envelope For For Management of Compensation of Certain Senior Management, Responsible Officers and the Risk-takers 17 Fix Maximum Variable Compensation For For Management Ratio for Executives and Risk Takers 18 Amend Article 18 of Bylaws Re: Absence For For Management of Double-Voting Rights 19 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 20 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- BP PLC Ticker: BP. Security ID: G12793108 Meeting Date: APR 16, 2015 Meeting Type: Annual Record Date: APR 14, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Re-elect Bob Dudley as Director For For Management 4 Re-elect Dr Brian Gilvary as Director For For Management 5 Re-elect Paul Anderson as Director For For Management 6 Elect Alan Boeckmann as Director For For Management 7 Re-elect Frank Bowman as Director For For Management 8 Re-elect Antony Burgmans as Director For For Management 9 Re-elect Cynthia Carroll as Director For For Management 10 Re-elect Ian Davis as Director For For Management 11 Re-elect Dame Ann Dowling as Director For For Management 12 Re-elect Brendan Nelson as Director For For Management 13 Re-elect Phuthuma Nhleko as Director For For Management 14 Re-elect Andrew Shilston as Director For For Management 15 Re-elect Carl-Henric Svanberg as For For Management Director 16 Reappoint Ernst & Young LLP as For For Management Auditors and Authorise Their Remuneration 17 Authorise the Renewal of the Scrip For For Management Dividend Programme 18 Approve Share Award Plan 2015 For For Management 19 Authorise EU Political Donations and For For Management Expenditure 20 Authorise Issue of Equity with For For Management Pre-emptive Rights 21 Authorise Issue of Equity without For For Management Pre-emptive Rights 22 Authorise Market Purchase of Ordinary For For Management Shares 23 Adopt New Articles of Association For For Management 24 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice 25 Approve Strategic Climate Change For For Shareholder Resilience for 2035 and Beyond -------------------------------------------------------------------------------- BRITISH AMERICAN TOBACCO PLC Ticker: BATS Security ID: G1510J102 Meeting Date: APR 29, 2015 Meeting Type: Annual Record Date: APR 27, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For Against Management 3 Approve Final Dividend For For Management 4 Appoint KPMG LLP as Auditors For For Management 5 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 6 Re-elect Richard Burrows as Director For For Management 7 Re-elect Karen de Segundo as Director For For Management 8 Re-elect Nicandro Durante as Director For For Management 9 Re-elect Ann Godbehere as Director For For Management 10 Re-elect Savio Kwan as Director For For Management 11 Re-elect Christine Morin-Postel as For For Management Director 12 Re-elect Gerry Murphy as Director For For Management 13 Re-elect Kieran Poynter as Director For For Management 14 Re-elect Ben Stevens as Director For For Management 15 Re-elect Richard Tubb as Director For For Management 16 Elect Sue Farr as Director For For Management 17 Elect Pedro Malan as Director For For Management 18 Elect Dimitri Panayotopoulos as For For Management Director 19 Authorise Issue of Equity with For For Management Pre-emptive Rights 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Market Purchase of Ordinary For For Management Shares 22 Approve EU Political Donations and For For Management Expenditure 23 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice -------------------------------------------------------------------------------- CREDIT AGRICOLE SA Ticker: ACA Security ID: F22797108 Meeting Date: MAY 20, 2015 Meeting Type: Annual/Special Record Date: MAY 15, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Transfer from Special Reserves For For Management Account to Legal Reserves Account 4 Approve Allocation of Income and For For Management Dividends of EUR 0.35 per Share 5 Approve Stock Dividend Program For For Management 6 Approve Transfer from Issuance Premium For For Management Account to Distributable Reserves Account 7 Approve Auditors' Special Report on For For Management Related-Party Transactions 8 Ratify Appointment of Roger Andrieu as For For Management Director 9 Elect Francois Thibault as Director For For Management 10 Reelect Roger Andrieu as Director For For Management 11 Reelect Pascale Berger as Director For For Management 12 Reelect Pascal Celerier as Director For For Management 13 Reelect Monica Mondardini as Director For For Management 14 Reelect Jean-Louis Roveyaz as Director For For Management 15 Reelect SAS Rue La Boetie as Director For For Management 16 Approve Remuneration of Directors in For For Management the Aggregate Amount of EUR 1.05 Miilion 17 Advisory Vote on Compensation of For For Management Jean-Marie Sander, Chairman 18 Advisory Vote on Compensation of For For Management Jean-Paul Chifflet, CEO 19 Advisory Vote on Compensation of For For Management Jean-Yves Hocher, Bruno de Laage, Michel Mathieu, Xavier Musca, Vice-CEOs 20 Advisory Vote on the Overall Envelope For For Management of Compensation of Certain Senior Management, Responsible Officers and the Risk-takers 21 Fix Maximum Variable Compensation For For Management Ratio for Executives and Risk Takers 22 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 23 Amend Article 10 of Bylaws Re: Absence For For Management of Double Voting Rights 24 Amend Article 24 of Bylaws Re: Record For For Management Date 25 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 26 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- CRH PLC Ticker: CRG Security ID: G25508105 Meeting Date: MAR 19, 2015 Meeting Type: Special Record Date: MAR 17, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Acquisition of Certain Assets For For Management Being Disposed of By Lafarge S.A. and Holcim Ltd -------------------------------------------------------------------------------- CRH PLC Ticker: CRG Security ID: G25508105 Meeting Date: MAY 07, 2015 Meeting Type: Annual Record Date: MAY 05, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Final Dividend For For Management 3 Approve Remuneration Report For For Management 4(a) Re-elect Ernst Bartschi as Director For For Management 4(b) Re-elect Maeve Carton as Director For For Management 4(c) Re-elect William (Bill) Egan as For For Management Director 4(d) Re-elect Utz-Hellmuth Felcht as For For Management Director 4(e) Re-elect Nicky Hartery as Director For For Management 4(f) Elect Patrick Kennedy as Director For For Management 4(g) Re-elect Donald McGovern Jr. as For For Management Director 4(h) Re-elect Heather Ann McSharry as For For Management Director 4(i) Re-elect Albert Manifold as Director For For Management 4(j) Elect Lucinda Riches as Director For For Management 4(k) Re-elect Henk Rottinghuis as Director For For Management 4(l) Re-elect Mark Towe as Director For For Management 5 Authorise Board to Fix Remuneration of For For Management Auditors 6 Reappoint Ernst & Young as Auditors For For Management 7 Authorise Issue of Equity with For For Management Pre-emptive Rights 8 Authorise Issue of Equity without For For Management Pre-emptive Rights 9 Authorise Market Purchase of Ordinary For For Management Shares 10 Authorise Reissuance of Treasury Shares For For Management 11 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice 12 Approve Scrip Dividend Program For For Management 13 Approve Increase in Authorised Share For For Management Capital 14 Amend Memorandum of Association For For Management 15 Adopt New Articles of Association For For Management -------------------------------------------------------------------------------- DAIMLER AG Ticker: DAI Security ID: D1668R123 Meeting Date: APR 01, 2015 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for Fiscal 2014 (Non-Voting) 2 Approve Allocation of Income and For Did Not Vote Management Dividends of EUR 2.45 per Share 3 Approve Discharge of Management Board For Did Not Vote Management for Fiscal 2014 4 Approve Discharge of Supervisory Board For Did Not Vote Management for Fiscal 2014 5 Ratify KPMG AG as Auditors for Fiscal For Did Not Vote Management 2015 6 Elect Paul Achleitner to the For Did Not Vote Management Supervisory Board 7 Authorize Share Repurchase Program and For Did Not Vote Management Reissuance or Cancellation of Repurchased Shares 8 Authorize Use of Financial Derivatives For Did Not Vote Management when Repurchasing Shares 9 Approve Issuance of Warrants/Bonds For Did Not Vote Management with Warrants Attached/Convertible Bonds without Preemptive Rights up to Aggregate Nominal Amount of EUR 10 Billion; Approve Creation of EUR 500 Million Pool of Capital to Guarantee Conversion Rights 10 Cancel Affiliation Agreement with For Did Not Vote Management Subsidiary Daimler Financial Services AG Approved at 2014 AGM -------------------------------------------------------------------------------- FRESENIUS SE & CO KGAA Ticker: FRE Security ID: D27348263 Meeting Date: MAY 20, 2015 Meeting Type: Annual Record Date: APR 28, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income and For For Management Dividends of EUR 0.44 per Share 3 Approve Discharge of Personally Liable For For Management Partner for Fiscal 2014 4 Approve Discharge of Supervisory Board For For Management for Fiscal 2014 5 Ratify KPMG AG as Auditors for Fiscal For For Management 2015 6 Approve Affiliation Agreements with For For Management Fresenius Kabi AG and Fresenius Versicherungsvermittlung GmbH 7 Elect Michael Diekmann to the For For Management Supervisory Board 8 Elect Michael Diekmann as Member of For For Management the Joint Committee -------------------------------------------------------------------------------- GLAXOSMITHKLINE PLC Ticker: GSK Security ID: G3910J112 Meeting Date: DEC 18, 2014 Meeting Type: Special Record Date: DEC 16, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Transaction by the Company For For Management with Novartis AG -------------------------------------------------------------------------------- GLAXOSMITHKLINE PLC Ticker: GSK Security ID: G3910J112 Meeting Date: MAY 07, 2015 Meeting Type: Annual Record Date: MAY 05, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Elect Sir Philip Hampton as Director For For Management 4 Elect Urs Rohner as Director For For Management 5 Re-elect Sir Andrew Witty as Director For For Management 6 Re-elect Sir Roy Anderson as Director For For Management 7 Re-elect Dr Stephanie Burns as Director For For Management 8 Re-elect Stacey Cartwright as Director For For Management 9 Re-elect Simon Dingemans as Director For For Management 10 Re-elect Lynn Elsenhans as Director For For Management 11 Re-elect Judy Lewent as Director For For Management 12 Re-elect Sir Deryck Maughan as Director For For Management 13 Re-elect Dr Daniel Podolsky as Director For For Management 14 Re-elect Dr Moncef Slaoui as Director For For Management 15 Re-elect Hans Wijers as Director For For Management 16 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 17 Authorise the Audit & Risk Committee For For Management to Fix Remuneration of Auditors 18 Authorise EU Political Donations and For For Management Expenditure 19 Authorise Issue of Equity with For For Management Pre-emptive Rights 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Market Purchase of Ordinary For For Management Shares 22 Approve the Exemption from Statement For For Management of the Name of the Senior Statutory Auditor in Published Copies of the Auditors' Reports 23 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice 24 Approve Share Value Plan For For Management -------------------------------------------------------------------------------- GLENCORE PLC Ticker: GLEN Security ID: G39420107 Meeting Date: MAY 07, 2015 Meeting Type: Annual Record Date: MAY 05, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Final Distribution For For Management 3 Approve Distribution in Specie of For For Management Ordinary Shares in Lonmin plc to Shareholders 4 Re-elect Anthony Hayward as Director For For Management 5 Re-elect Leonhard Fischer as Director For For Management 6 Re-elect William Macaulay as Director For For Management 7 Re-elect Ivan Glasenberg as Director For For Management 8 Re-elect Peter Coates as Director For For Management 9 Re-elect John Mack as Director For For Management 10 Re-elect Peter Grauer as Director For For Management 11 Elect Patrice Merrin as Director For For Management 12 Approve Remuneration Report For For Management 13 Reappoint Deloitte LLP as Auditors For For Management 14 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 15 Authorise Issue of Equity with For For Management Pre-emptive Rights 16 Authorise Issue of Equity without For For Management Pre-emptive Rights 17 Authorise Market Purchase of Ordinary For For Management Shares -------------------------------------------------------------------------------- HSBC HOLDINGS PLC Ticker: HSBA Security ID: G4634U169 Meeting Date: APR 24, 2015 Meeting Type: Annual Record Date: APR 23, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3(a) Elect Phillip Ameen as Director For For Management 3(b) Elect Heidi Miller as Director For For Management 3(c) Re-elect Kathleen Casey as Director For For Management 3(d) Re-elect Safra Catz as Director For For Management 3(e) Re-elect Laura Cha as Director For For Management 3(f) Re-elect Lord Evans of Weardale as For For Management Director 3(g) Re-elect Joachim Faber as Director For For Management 3(h) Re-elect Rona Fairhead as Director For For Management 3(i) Re-elect Douglas Flint as Director For For Management 3(j) Re-elect Stuart Gulliver as Director For For Management 3(k) Re-elect Sam Laidlaw as Director For For Management 3(l) Re-elect John Lipsky as Director For For Management 3(m) Re-elect Rachel Lomax as Director For For Management 3(n) Re-elect Iain Mackay as Director For For Management 3(o) Re-elect Marc Moses as Director For For Management 3(p) Re-elect Sir Simon Robertson as For For Management Director 3(q) Re-elect Jonathan Symonds as Director For For Management 4 Appoint PricewaterhouseCoopers LLP as For For Management Auditors 5 Authorise the Group Audit Committee to For For Management Fix Remuneration of Auditors 6 Authorise Issue of Equity with For For Management Pre-emptive Rights 7 Authorise Issue of Equity without For For Management Pre-emptive Rights 8 Authorise Directors to Allot Any For For Management Repurchased Shares 9 Authorise Market Purchase of Ordinary For For Management Shares 10 Authorise Issue of Equity with For For Management Pre-emptive Rights in Relation to Contingent Convertible Securities 11 Authorise Issue of Equity without For For Management Pre-emptive Rights in Relation to Contingent Convertible Securities 12 Amend Savings-Related Share Option For For Management Plan (UK) 13 Authorise the Company to Call EGM with For For Management Two Weeks' Notice -------------------------------------------------------------------------------- IMPERIAL TOBACCO GROUP PLC Ticker: IMT Security ID: G4721W102 Meeting Date: JAN 28, 2015 Meeting Type: Annual Record Date: JAN 26, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For Against Management 3 Approve Remuneration Policy For Against Management 4 Approve Final Dividend For For Management 5 Re-elect Dr Ken Burnett as Director For For Management 6 Re-elect Alison Cooper as Director For For Management 7 Re-elect David Haines as Director For For Management 8 Re-elect Michael Herlihy as Director For For Management 9 Re-elect Matthew Phillips as Director For For Management 10 Re-elect Oliver Tant as Director For For Management 11 Re-elect Mark Williamson as Director For For Management 12 Elect Karen Witts as Director For For Management 13 Re-elect Malcolm Wyman as Director For For Management 14 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 15 Authorise Board to Fix Remuneration of For For Management Auditors 16 Authorise EU Political Donations and For For Management Expenditure 17 Authorise Issue of Equity with For For Management Pre-emptive Rights 18 Authorise Issue of Equity without For For Management Pre-emptive Rights 19 Authorise Market Purchase of Ordinary For For Management Shares 20 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice -------------------------------------------------------------------------------- IMPERIAL TOBACCO GROUP PLC Ticker: IMT Security ID: G4721W102 Meeting Date: JAN 28, 2015 Meeting Type: Special Record Date: JAN 26, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Acquisition of Certain US For For Management Cigarette and E-cigarette Brands and Assets -------------------------------------------------------------------------------- NESTLE SA Ticker: NESN Security ID: H57312649 Meeting Date: APR 16, 2015 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For For Management Statutory Reports 1.2 Approve Remuneration Report For For Management (Non-binding) 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 2.20 per Share 4.1a Reelect Peter Brabeck-Letmathe as For For Management Director 4.1b Reelect Paul Bulcke as Director For For Management 4.1c Reelect Andreas Koopmann as Director For For Management 4.1d Reelect Beat Hess as Director For For Management 4.1e Reelect Daniel Borel as Director For For Management 4.1f Reelect Steven G. Hoch as Director For For Management 4.1g Reelect Naina Lal Kidwai as Director For For Management 4.1h Reelect Jean-Pierre Roth as Director For For Management 4.1i Reelect Ann M. Veneman as Director For For Management 4.1j Reelect Henri de Castries as Director For For Management 4.1k Reelect Eva Cheng as Director For For Management 4.2.1 Elect Ruth Khasaya Oniang'o as Director For For Management 4.2.2 Elect Patrick Aebischer as Director For For Management 4.2.3 Elect Renato Fassbind as Director For For Management 4.3 Elect Peter Brabeck-Letmathe as Board For For Management Chairman 4.4.1 Appoint Beat Hess as Member of the For For Management Compensation Committee 4.4.2 Appoint Daniel Borel as Member of the For For Management Compensation Committee 4.4.3 Appoint Andreas Koopmann as Member of For For Management the Compensation Committee 4.4.4 Appoint Jean-Pierre Roth as Member of For For Management the Compensation Committee 4.5 Ratify KPMG SA as Auditors For For Management 4.6 Designate Hartmann Dreyer as For For Management Independent Proxy 5.1 Approve Maximum Remuneration of Board For For Management of Directors in the Amount of CHF 11 Million 5.2 Approve Maximum Remuneration of For For Management Executive Committee in the Amount of CHF 60 Million 6 Approve CHF 3.6 Million Reduction in For For Management Share Capital via Cancellation of Repurchased Shares 7 Transact Other Business (Voting) For Against Management -------------------------------------------------------------------------------- NOVARTIS AG Ticker: NOVN Security ID: H5820Q150 Meeting Date: FEB 27, 2015 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 2.60 per Share 4 Approve CHF 14.6 Million Reduction in For For Management Share Capital via Cancellation of Repurchased Shares 5 Amend Articles Re: Ordinance Against For For Management Excessive Remuneration at Listed Companies 6.1 Approve Maximum Remuneration of Board For For Management of Directors in the Amount of CHF 7.7 Million 6.2 Approve Maximum Remuneration of For For Management Executive Committee in the Amount of CHF 84 Million 6.3 Approve Remuneration Report For For Management 7.1 Reelect Joerg Reinhardt as Director For For Management and Board Chairman 7.2 Reelect Dimitri Azar as Director For For Management 7.3 Reelect Verena Briner as Director For For Management 7.4 Reelect Srikant Datar as Director For For Management 7.5 Reelect Ann Fudge as Director For For Management 7.6 Reelect Pierre Landolt as Director For For Management 7.7 Reelect Andreas von Planta as Director For For Management 7.8 Reelect Charles Sawyers as Director For For Management 7.9 Reelect Enrico Vanni as Director For For Management 7.10 Reelect William Winters as Director For For Management 7.11 Elect Nancy Andrews as Director For For Management 8.1 Appoint Srikant Datar as Member of the For For Management Compensation Committee 8.2 Appoint Ann Fudge as Member of the For For Management Compensation Committee 8.3 Appoint Enrico Vanni as Member of the For For Management Compensation Committee 8.4 Appoint William Winters as Member of For For Management the Compensation Committee 9 Ratify PricewaterhouseCoopers AG as For For Management Auditors 10 Designate Peter Zahn as Independent For For Management Proxy 11 Transact Other Business (Voting) For Against Management -------------------------------------------------------------------------------- PEARSON PLC Ticker: PSON Security ID: G69651100 Meeting Date: APR 24, 2015 Meeting Type: Annual Record Date: APR 22, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Final Dividend For For Management 3 Re-elect Vivienne Cox as Director For For Management 4 Re-elect John Fallon as Director For For Management 5 Re-elect Robin Freestone as Director For For Management 6 Re-elect Josh Lewis as Director For For Management 7 Re-elect Linda Lorimer as Director For For Management 8 Re-elect Harish Manwani as Director For For Management 9 Re-elect Glen Moreno as Director For For Management 10 Elect Elizabeth Corley as Director For For Management 11 Elect Tim Score as Director For For Management 12 Approve Remuneration Report For For Management 13 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 14 Authorise Board to Fix Remuneration of For For Management Auditors 15 Authorise Issue of Equity with For For Management Pre-emptive Rights 16 Authorise Issue of Equity without For For Management Pre-emptive Rights 17 Authorise Market Purchase of Ordinary For For Management Shares -------------------------------------------------------------------------------- PRUDENTIAL PLC Ticker: PRU Security ID: G72899100 Meeting Date: MAY 14, 2015 Meeting Type: Annual Record Date: MAY 12, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend For For Management 4 Re-elect Pierre-Olivier Bouee as For For Management Director 5 Re-elect Sir Howard Davies as Director For For Management 6 Re-elect Ann Godbehere as Director For For Management 7 Re-elect Jacqueline Hunt as Director For For Management 8 Re-elect Alexander Johnston as Director For For Management 9 Re-elect Paul Manduca as Director For For Management 10 Re-elect Michael McLintock as Director For For Management 11 Re-elect Kaikhushru Nargolwala as For For Management Director 12 Re-elect Nicolaos Nicandrou as Director For For Management 13 Re-elect Anthony Nightingale as For For Management Director 14 Re-elect Philip Remnant as Director For For Management 15 Re-elect Alice Schroeder as Director For For Management 16 Re-elect Barry Stowe as Director For For Management 17 Re-elect Tidjane Thiam as Director For For Management 18 Re-elect Michael Wells as Director For For Management 19 Reappoint KPMG LLP as Auditors For For Management 20 Authorise Board to Fix Remuneration of For For Management Auditors 21 Authorise EU Political Donations and For For Management Expenditure 22 Authorise Issue of Equity with For For Management Pre-emptive Rights 23 Authorise Issue of Equity with For For Management Pre-emptive Rights to Include Repurchased Shares 24 Authorise Issue of Equity without For For Management Pre-emptive Rights 25 Authorise Market Purchase of Ordinary For For Management Shares 26 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice -------------------------------------------------------------------------------- PUBLICIS GROUPE SA Ticker: PUB Security ID: F7607Z165 Meeting Date: MAY 27, 2015 Meeting Type: Annual/Special Record Date: MAY 22, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Treatment of Losses and For For Management Dividends of EUR 1.20 per Share 4 Approve Stock Dividend Program (Cash For For Management or New Shares) 5 Approve Transaction with Societe For For Management Generale Re: Share Purchase Agreement 6 Approve Transaction with Elisabeth For For Management Badinter and her Family Group: Share Purchase Agreement 7 Approve Severance Payment Agreement For Against Management with Kevin Roberts, Member of the Management Board 8 Approve Severance Payment Agreement For Against Management with Jean Michel Etienne, Member of the Management Board 9 Approve Severance Payment Agreement For Against Management with Anne Gabrielle Heilbronner, Member of the Management Board 10 Advisory Vote on Compensation of For For Management Maurice Levy, Chairman of the Management Board 11 Advisory Vote on Compensation of Jean For For Management Michel Etienne, Member of the Management Board 12 Advisory Vote on Compensation of Kevin For For Management Roberts, Member of the Management Board 13 Advisory Vote on Compensation of Jean For For Management Yves Naouri, Member of the Management Board until Sep. 15, 2014 14 Advisory Vote on Compensation of Anne For For Management Gabrielle Heilbronner, Member of the Management Board 15 Elect Jerry A Greenberg as Supervisory For For Management Board Member 16 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 17 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 18 Authorize Board to Set Issue Price for For For Management 10 Percent of Issued Capital Per Year Pursuant to Issuancee Authorities without Preemptive Rights 19 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 20 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 21 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans for International Employees 22 Amend Terms of Warrants Issuance For For Management (ORANE) 23 Amend Article 13 of Bylaws Re: For For Management Shareholding Requirement for Directors 24 Amend Article 16 of Bylaws Re: Censors For For Management 25 Amend Article 20 of Bylaws Re: For For Management Attendance at General Meetings 26 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- RECKITT BENCKISER GROUP PLC Ticker: RB. Security ID: G74079107 Meeting Date: DEC 11, 2014 Meeting Type: Special Record Date: DEC 09, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Demerger of the For For Management Pharmaceuticals Business by Way of Dividend in Specie -------------------------------------------------------------------------------- RECKITT BENCKISER GROUP PLC Ticker: RB. Security ID: G74079107 Meeting Date: MAY 07, 2015 Meeting Type: Annual Record Date: MAY 05, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For Against Management 3 Approve Final Dividend For For Management 4 Elect Jaspal Bindra as Director For For Management 5 Elect Mary Harris as Director For For Management 6 Elect Pamela Kirby as Director For For Management 7 Elect Sue Shim as Director For For Management 8 Elect Christopher Sinclair as Director For For Management 9 Elect Douglas Tough as Director For For Management 10 Re-elect Adrian Bellamy as Director For For Management 11 Re-elect Nicandro Durante as Director For For Management 12 Re-elect Peter Harf as Director For For Management 13 Re-elect Adrian Hennah as Director For For Management 14 Re-elect Kenneth Hydon as Director For For Management 15 Re-elect Rakesh Kapoor as Director For For Management 16 Re-elect Andre Lacroix as Director For For Management 17 Re-elect Judith Sprieser as Director For For Management 18 Re-elect Warren Tucker as Director For For Management 19 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 20 Authorise Board to Fix Remuneration of For For Management Auditors 21 Authorise EU Political Donations and For For Management Expenditure 22 Authorise Issue of Equity with For For Management Pre-emptive Rights 23 Amend the Annual Limit of Directors' For For Management Fees 24 Authorise Issue of Equity without For For Management Pre-emptive Rights 25 Authorise Market Purchase of Ordinary For For Management Shares 26 Approve 2015 Long Term Incentive Plan For Against Management 27 Approve 2015 Savings Related Share For For Management Option Plan 28 Authorise Directors to Establish a For For Management Further Plan or Plans 29 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice -------------------------------------------------------------------------------- REED ELSEVIER NV Ticker: REN Security ID: N73430113 Meeting Date: OCT 21, 2014 Meeting Type: Special Record Date: SEP 23, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Approve Cancellation of up to 40 For For Management Million Repurchased Shares 3 Amend Articles Re: Reflect Legislative For For Management Changes on Repurchase Limit 4 Other Business (Non-Voting) None None Management 5 Close Meeting None None Management -------------------------------------------------------------------------------- REED ELSEVIER NV Ticker: REN Security ID: N73430113 Meeting Date: APR 22, 2015 Meeting Type: Annual Record Date: MAR 25, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Receive Report of Management Board None None Management (Non-Voting) 3 Discuss Remuneration Report Containing None None Management Remuneration Policy for Management Board Members 4 Adopt Financial Statements and For For Management Statutory Reports 5.a Approve Discharge of Executive For For Management Directors 5.b Approve Discharge of Non-Executive For For Management Directors 6 Approve Dividends of EUR 0.589 Per For For Management Share 7 Ratify Deloitte as Auditors For For Management 8.a Reelect Anthony Habgood as For For Management Non-Executive Director 8.b Reelect Wolfhart Hauser as For For Management Non-Executive Director 8.c Reelect Adrian Hennah as Non-Executive For For Management Director 8.d Reelect Lisa Hook as Non-Executive For For Management Director 8.e Reelect Marike van Lier Lels as For For Management Non-Executive Director 8.f Reelect Robert Polet as Non-Executive For Against Management Director 8.g Reelect Linda Sanford as Non-Executive For For Management Director 8.h Reelect Ben van der Veer as For For Management Non-Executive Director 9.a Reelect erik Engstrom as Executive For For Management Director 9.b Reelect Nick Luff as Executive Director For For Management 10.a Amend Articles Re: Cancellation of R For For Management shares 10.b Approve Cancellation of All R Shares For For Management With Repayment 10.c Amend Articles Re: Delete All For For Management References to the R Shares After Cancellation 11.a Grant Board Authority to Issue Bonus For For Management Shares 11.b Authorize Board to Exclude Preemptive For For Management Rights from Share Issuance of Bonus Shares Under Item 11a 12 Change the Corporate Name of the For For Management Company to RELX N.V. 13.a Authorize Board to Acquire Shares in For For Management the Company 13.b Approve Cancellation of up to 30 For For Management Million Ordinary Shares Held in Treasury 14.a Grant Board Authority to Issue Shares For For Management Up To 10 Percent of Issued Capital Plus Additional 10 Percent in Case of Takeover/Merger 14.b Authorize Board to Exclude Preemptive For For Management Rights from Share Issuances under Item 14a 15 Other Business (Non-Voting) None None Management 16 Close Meeting None None Management -------------------------------------------------------------------------------- ROLLS-ROYCE HOLDINGS PLC Ticker: RR. Security ID: G76225104 Meeting Date: MAY 08, 2015 Meeting Type: Annual Record Date: MAY 06, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Elect Ruth Cairnie as Director For For Management 4 Elect David Smith as Director For For Management 5 Re-elect Ian Davis as Director For For Management 6 Re-elect John Rishton as Director For For Management 7 Re-elect Dame Helen Alexander as For For Management Director 8 Re-elect Lewis Booth as Director For For Management 9 Re-elect Sir Frank Chapman as Director For For Management 10 Re-elect Warren East as Director For For Management 11 Re-elect Lee Hsien Yang as Director For For Management 12 Re-elect John McAdam as Director For For Management 13 Re-elect Colin Smith as Director For For Management 14 Re-elect Jasmin Staiblin as Director For For Management 15 Reappoint KPMG LLP as Auditors For For Management 16 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 17 Approve Payment to Shareholders For For Management 18 Authorise EU Political Donations and For For Management Expenditure 19 Authorise Issue of Equity with For For Management Pre-emptive Rights 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Market Purchase of Ordinary For For Management Shares 22 Approve Increase in Borrowing Powers For For Management -------------------------------------------------------------------------------- ROYAL DUTCH SHELL PLC Ticker: RDSA Security ID: G7690A100 Meeting Date: MAY 19, 2015 Meeting Type: Annual Record Date: MAY 15, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Re-elect Ben van Beurden as Director For For Management 4 Re-elect Guy Elliott as Director For For Management 5 Re-elect Euleen Goh as Director For For Management 6 Re-elect Simon Henry as Director For For Management 7 Re-elect Charles Holliday as Director For For Management 8 Re-elect Gerard Kleisterlee as Director For For Management 9 Re-elect Sir Nigel Sheinwald as For For Management Director 10 Re-elect Linda Stuntz as Director For For Management 11 Re-elect Hans Wijers as Director For For Management 12 Re-elect Patricia Woertz as Director For For Management 13 Re-elect Gerrit Zalm as Director For For Management 14 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 15 Authorise Board to Fix Remuneration of For For Management Auditors 16 Authorise Issue of Equity with For For Management Pre-emptive Rights 17 Authorise Issue of Equity without For For Management Pre-emptive Rights 18 Authorise Market Purchase of Ordinary For For Management Shares 19 Approve Scrip Dividend Scheme For For Management 20 Authorise EU Political Donations and For For Management Expenditure 21 Approve Strategic Resilience for 2035 For For Shareholder and Beyond -------------------------------------------------------------------------------- SCHNEIDER ELECTRIC SA Ticker: SU Security ID: F86921107 Meeting Date: APR 21, 2015 Meeting Type: Annual/Special Record Date: APR 16, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 1.92 per Share 4 Approve Transaction with Vice Chairman For For Management 5 Approve Agreement with Jean Pascal For For Management Tricoire 6 Approve Agreement with Emmanuel Babeau For For Management 7 Advisory Vote on Compensation of Jean For For Management Pascal Tricoire 8 Advisory Vote on Compensation of For For Management Emmanuel Babeau 9 Elect Gregory Spierkel as Director For For Management 10 Reelect Betsy Atkins as Director For For Management 11 Reelect Jeong Kim as Director For For Management 12 Reelect Gerard de La Martiniere as For For Management Director 13 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 14 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 800 Million 15 Authorize Capitalization of Reserves For For Management of Up to EUR 800 Million for Bonus Issue or Increase in Par Value 16 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 800 Million 17 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 18 Authorize Capital Increase of up to For For Management EUR 230 Million of Issued Capital for Contributions in Kind 19 Approve Issuance of Equity or For For Management Equity-Linked Securities for Private Placements up to Aggregate Nominal Amount of EUR 115 Million 20 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 21 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans Reserved for Employees of International Subsidiaries 22 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 23 Amend Article 13 of Bylaws Re: Related For For Management Party Transactions 24 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- SES SA Ticker: SESG Security ID: L8300G135 Meeting Date: APR 02, 2015 Meeting Type: Annual Record Date: MAR 19, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Attendance List, Quorum, and Adoption None None Management of Agenda 2 Appoint One Secretary and Two Meeting None None Management Scrutineers 3 Receive Board's 2014 Activities Report None None Management 4 Receive Explanations on Main None None Management Developments during 2014 and Perspectives 5 Receive Information on 2014 Financial None None Management Results 6 Receive Auditor's Report None None Management 7 Accept Consolidated and Individual For For Management Financial Statements 8 Approve Allocation of Income For For Management 9 Approve Standard Accounting Transfers For For Management 10 Approve Discharge of Directors For For Management 11 Approve Discharge of Auditors For For Management 12 Approve Auditors and Authorize Board For For Management to Fix Their Remuneration 13 Approve Share Repurchase For For Management 14.1 Ratify Cooptation of A.C. Ries as For For Management Director 14.2 Ratify Cooptation of K. Wehr-Seiter as For For Management Director 15.1 Elect H. De Liedekerke Beaufort as For For Management Director 15.2 Elect C. Kullman as Director For For Management 15.3 Elect M. Speeckaert as Director For For Management 15.4 Elect K. Wehr-Seiter as Director For For Management 15.5 Elect S. Allegrezza as Director For For Management 15.6 Elect V. Rod as Director For For Management 16 Approve Remuneration of Directors For For Management 17 Transact Other Business (Non-Voting) None None Management -------------------------------------------------------------------------------- SES SA Ticker: SESG Security ID: L8300G135 Meeting Date: APR 02, 2015 Meeting Type: Special Record Date: MAR 19, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Attendance List, Quorum, and Adoption None None Management of Agenda 2 Appoint One Secretary and Two Meeting None None Management Scrutineers 3 Amend Article 10 Re: Daily Management For For Management - Special Powers 4 Amend Article 11 Re: Board Chairman For For Management 5 Amend Article 27 Re: Shareholders' For For Management Competence to Discharge Auditors 6 Amend Article 28 Re: Accounting Year For For Management and According Filing Requirements 7 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights 8 Transact Other Business (Non-Voting) None None Management -------------------------------------------------------------------------------- SIEMENS AG Ticker: SIE Security ID: D69671218 Meeting Date: JAN 27, 2015 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for Fiscal 2013/2014 (Non-Voting) 2 Approve Allocation of Income and For Did Not Vote Management Dividends of EUR 3.30 per Share 3 Approve Discharge of Management Board For Did Not Vote Management for Fiscal 2013/2014 4 Approve Discharge of Supervisory Board For Did Not Vote Management for Fiscal 2013/2014 5 Approve Remuneration System for For Did Not Vote Management Management Board Members 6 Ratify Ernst & Young GmbH as Auditors For Did Not Vote Management for Fiscal 2014/2015 7.1 Elect Nathalie von Siemens to the For Did Not Vote Management Supervisory Board 7.2 Elect Norbert Reithofer to the For Did Not Vote Management Supervisory Board 8 Authorize Share Repurchase Program and For Did Not Vote Management Reissuance or Cancellation of Repurchased Shares 9 Authorize Use of Financial Derivatives For Did Not Vote Management when Repurchasing Shares 10 Approve Issuance of Warrants/Bonds For Did Not Vote Management with Warrants Attached/Convertible Bonds without Preemptive Rights up to Aggregate Nominal Amount of EUR 15 Billion; Approve Creation of EUR 240 Million Pool of Capital to Guarantee Conversion Rights 11 Approve Settlement Agreement Between For Did Not Vote Management Siemens AG and Heinz-Joachim Neubuerger, Concluded on August 26, 2014 12 Amend Articles Re: Board-Related For Did Not Vote Management 13 Approve Affiliation Agreements with For Did Not Vote Management Subsidiary Kyros 47 GmbH -------------------------------------------------------------------------------- SUEZ ENVIRONNEMENT COMPANY Ticker: SEV Security ID: F4984P118 Meeting Date: MAY 12, 2015 Meeting Type: Annual/Special Record Date: MAY 07, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 0.65 per Share 4 Ratify Appointment and Reelect Anne For For Management Lauvergeon as Director 5 Ratify Appointment of Isidro Faine For Against Management Casas as Director 6 Reelect Nicolas Bazire as Director For For Management 7 Reelect Valerie Bernis as Director For For Management 8 Reelect Lorenz d Este as Director For For Management 9 Reelect Isabelle Kocher as Director For For Management 10 Approve Auditors' Special Report on For For Management Related-Party Transactions Regarding New Transactions 11 Advisory Vote on Compensation of For For Management Gerard Mestrallet, Chairman 12 Advisory Vote on Compensation of Jean For For Management Louis Chaussade, CEO 13 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 14 Amend Article 10 of Bylaws Re: For For Management Appointment of Employee Representatives 15 Amend Article 23 of Bylaws Re: Absence For For Management of Double-Voting Rights 16 Amend Article 20 of Bylaws Re: Record For For Management Date 17 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 18 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 432 Million 19 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 216 Million 20 Approve Issuance of Equity or For For Management Equity-Linked Securities for up to 20 Percent of Issued Capital Per Year for Private Placements, up to Aggregate Nominal Amount of EUR 216 Million 21 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 22 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 23 Authorize Capital Increase of Up to For For Management EUR 216 Million for Future Exchange Offers 24 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 25 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans Reserved for Employees of International Subsidiaries 26 Set Total Limit for Capital Increase For For Management to Result from All Issuance Requests at EUR 432 Million 27 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- SYNGENTA AG Ticker: SYNN Security ID: H84140112 Meeting Date: APR 28, 2015 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management (Non-Binding) 3 Approve Discharge of Board and Senior For For Management Management 4 Approve Allocation of Income and For For Management Dividends of 11.00 CHF per Share 5.1 Reelect Vinita Bali as Director For For Management 5.2 Reelect Stefan Borgas as Director For For Management 5.3 Reelect Gunnar Brock as Director For For Management 5.4 Reelect Michel Demare as Director For For Management 5.5 Reelect Eleni Gabre-Madhin as Director For For Management 5.6 Reelect David Lawrence as Director For For Management 5.7 Reelect Michael Mack as Director For For Management 5.8 Reelect Eveline Saupper as Director For For Management 5.9 Reelect Jacques Vincent as Director For For Management 5.10 Reelect Juerg Witmer as Director For For Management 6 Reelect Michel Demare as Board Chairman For For Management 7.1 Appoint Eveline Saupper as Member of For For Management the Compensation Committee 7.2 Appoint Jacques Vincent as Member of For For Management the Compensation Committee 7.3 Appoint Juerg Witmer as Member of the For For Management Compensation Committee 8 Approve Maximum Remuneration of Board For For Management of Directors in the Amount of CHF 4.5 Million 9 Approve Maximum Remuneration of For For Management Executive Committee in the Amount of CHF 41 Million 10 Designate Lukas Handschin as For For Management Independent Proxy 11 Ratify KPMG AG as Auditors For For Management 12 Transact Other Business (Voting) For Against Management -------------------------------------------------------------------------------- UNICREDIT SPA Ticker: UCG Security ID: T960AS101 Meeting Date: MAY 13, 2015 Meeting Type: Annual/Special Record Date: MAY 04, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income For For Management 3 Approve Stock Dividend Program For For Management 4.a Fix Number of Directors None For Shareholder 4.b Fix Board Terms for Directors None For Shareholder 4.c.1 Slate 1 Submitted by Allianz SpA, None Did Not Vote Shareholder Aabar Luxembourg Sarl, Fondazione Cassa di Risparmio di Torino, Carimonte Holding SpA, Fincal SpA, and Cofimar Srl 4.c.2 Slate 2 Submitted by Institutional None For Shareholder Investors (Assogestioni) 5 Deliberations Pursuant to Article 2390 For Against Management of Civil Code Re: Decisions Inherent to Authorization of Board Members to Assume Positions in Competing Companies 6 Approve Remuneration of Directors None For Shareholder 7 Approve Remuneration Report For For Management 8 Approve 2015 Group Incentive System For For Management 9 Approve Phantom Share Plan For For Management 10 Approve Severance Payments Policy For For Management 11 Approve Group Employees Share For For Management Ownership Plan 2015 12 Elect Angelo Rocco Bonissoni as None For Shareholder Internal Auditor 1 Authorize Capitalization of Reserves For For Management for a Bonus Issue 2 Amend Articles (Compensation Related) For For Management 3 Authorize Board to Increase Capital to For For Management Finance 2014 Group Incentive System 4 Authorize Board to Increase Capital to For For Management Finance 2015 Group Incentive System A Deliberations on Possible Legal Action None Against Management Against Directors if Presented by Shareholders -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: G93882192 Meeting Date: JUL 29, 2014 Meeting Type: Annual Record Date: JUL 25, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Re-elect Gerard Kleisterlee as Director For For Management 3 Re-elect Vittorio Colao as Director For For Management 4 Elect Nick Read as Director For For Management 5 Re-elect Stephen Pusey as Director For For Management 6 Elect Sir Crispin Davis as Director For For Management 7 Elect Dame Clara Furse as Director For For Management 8 Elect Valerie Gooding as Director For For Management 9 Re-elect Renee James as Director For For Management 10 Re-elect Samuel Jonah as Director For For Management 11 Re-elect Omid Kordestani as Director For For Management 12 Re-elect Nick Land as Director For For Management 13 Re-elect Luc Vandevelde as Director For For Management 14 Re-elect Philip Yea as Director For For Management 15 Approve Final Dividend For For Management 16 Approve Remuneration Policy For For Management 17 Approve Remuneration Report For For Management 18 Approve Incentive Plan For For Management 19 Appoint PricewaterhouseCoopers LLP as For For Management Auditors 20 Authorise the Audit and Risk Committee For For Management to Fix Remuneration of Auditors 21 Authorise Issue of Equity with For For Management Pre-emptive Rights 22 Authorise Issue of Equity without For For Management Pre-emptive Rights 23 Authorise Market Purchase of Ordinary For For Management Shares 24 Authorise EU Political Donations and For For Management Expenditure 25 Authorise the Company to Call EGM with For Against Management Two Weeks' Notice -------------------------------------------------------------------------------- ZURICH INSURANCE GROUP AG Ticker: ZURN Security ID: H9870Y105 Meeting Date: APR 01, 2015 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For For Management Statutory Reports 1.2 Approve Remuneration Report For For Management 2.1 Approve Allocation of Income For For Management 2.2 Approve Dividends of CHF 17.00 per For For Management Share from Capital Contribution Reserves 3 Approve Discharge of Board and Senior For For Management Management 4.1a Reelect Tom de Swaan as Director and For For Management Board Chairman 4.1b Reelect Susan Bies as Director For For Management 4.1c Reelect Alison Carnwath as Director For For Management 4.1d Reelect Rafael del Pino as Director For For Management 4.1e Reelect Thomas Escher as Director For For Management 4.1f Reelect Christoph Franz as Director For For Management 4.1g Reelect Fred Kindle as Director For For Management 4.1h Reelect Monica Maechler as Director For For Management 4.1i Reelect Don Nicolaisen as Director For For Management 4.1j Elect Joan Amble as Director For For Management 4.1.k Elect Kishore Mahbubani as Director For For Management 4.2.1 Appoint Alison Carnwath as Member of For For Management the Compensation Committee 4.2.2 Appoint Tom de Swaan as Member of the For For Management Compensation Committee 4.2.3 Appoint Rafael del Pino as Member of For For Management the Compensation Committee 4.2.4 Appoint Thomas Escher as Member of the For For Management Compensation Committee 4.2.5 Appoint Christoph Franz as Member of For For Management the Compensation Committee 4.3 Designate Andreas Keller as For For Management Independent Proxy 4.4 Ratify PricewaterhouseCoopers as For For Management Auditors 5.1 Approve Maximum Remuneration of Board For For Management of Directors Until 2016 AGM in the Amount of CHF 4.9 Million 5.2 Approve Maximum Remuneration of For For Management Executive Committee for Fiscal 2016 in the Amount of CHF 75.9 Million 6 Amend Articles Re: Commercial For For Management Accounting and Financial Reporting 7 Transact Other Business (Voting) For Against Management ============ Morgan Stanley Variable Investment Series Income Plus ============ ============ Portfolio ============ There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period. ========= Morgan Stanley Variable Investment Series Limited Duration ========== ========= Portfolio ========== There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period. =========== Morgan Stanley Variable Investment Series Money Market ============ =========== Portfolio ============ There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period. ========= Morgan Stanley Variable Investment Series Multi Cap Growth ========== ========= Portfolio ========== ALNYLAM PHARMACEUTICALS, INC. Ticker: ALNY Security ID: 02043Q107 Meeting Date: MAY 01, 2015 Meeting Type: Annual Record Date: MAR 04, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis A. Ausiello For For Management 1.2 Elect Director John K. Clarke For For Management 1.3 Elect Director Marsha H. Fanucci For For Management 2 Amend Omnibus Stock Plan For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- AMAZON.COM, INC. Ticker: AMZN Security ID: 023135106 Meeting Date: JUN 10, 2015 Meeting Type: Annual Record Date: APR 13, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jeffrey P. Bezos For For Management 1b Elect Director Tom A. Alberg For For Management 1c Elect Director John Seely Brown For For Management 1d Elect Director William B. Gordon For For Management 1e Elect Director Jamie S. Gorelick For For Management 1f Elect Director Judith A. McGrath For For Management 1g Elect Director Alain Monie For For Management 1h Elect Director Jonathan J. Rubinstein For For Management 1i Elect Director Thomas O. Ryder For For Management 1j Elect Director Patricia Q. Stonesifer For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Adopt Proxy Access Right Against For Shareholder 4 Report on Political Contributions Against Against Shareholder 5 Report on Sustainability, Including Against For Shareholder GHG Goals 6 Report on Human Rights Risk Assessment Against Against Shareholder Process -------------------------------------------------------------------------------- APPLE INC. Ticker: AAPL Security ID: 037833100 Meeting Date: MAR 10, 2015 Meeting Type: Annual Record Date: JAN 09, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tim Cook For For Management 1.2 Elect Director Al Gore For For Management 1.3 Elect Director Bob Iger For For Management 1.4 Elect Director Andrea Jung For For Management 1.5 Elect Director Art Levinson For For Management 1.6 Elect Director Ron Sugar For For Management 1.7 Elect Director Sue Wagner For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Qualified Employee Stock For For Management Purchase Plan 5 Report on Risks Associated with Repeal Against Against Shareholder of Climate Change Policies 6 Adopt Proxy Access Right Against For Shareholder -------------------------------------------------------------------------------- ATHENAHEALTH, INC. Ticker: ATHN Security ID: 04685W103 Meeting Date: JUN 10, 2015 Meeting Type: Annual Record Date: APR 15, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jacqueline B. Kosecoff For For Management 1.2 Elect Director David E. Robinson For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CEB INC Ticker: CEB Security ID: 21988R102 Meeting Date: JUN 15, 2015 Meeting Type: Annual Record Date: APR 20, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas L. Monahan, III For For Management 1.2 Elect Director Gregor S. Bailar For For Management 1.3 Elect Director Stephen M. Carter For For Management 1.4 Elect Director Gordon J. Coburn For For Management 1.5 Elect Director L. Kevin Cox For For Management 1.6 Elect Director Daniel O. Leemon For For Management 1.7 Elect Director Stacey S. Rauch For For Management 1.8 Elect Director Jeffrey R. Tarr For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- FACEBOOK, INC. Ticker: FB Security ID: 30303M102 Meeting Date: JUN 11, 2015 Meeting Type: Annual Record Date: APR 13, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marc L. Andreessen For Withhold Management 1.2 Elect Director Erskine B. Bowles For Withhold Management 1.3 Elect Director Susan D. For For Management Desmond-Hellmann 1.4 Elect Director Reed Hastings For For Management 1.5 Elect Director Jan Koum For For Management 1.6 Elect Director Sheryl K. Sandberg For For Management 1.7 Elect Director Peter A. Thiel For For Management 1.8 Elect Director Mark Zuckerberg For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 5 Report on Sustainability Against For Shareholder 6 Report on Human Rights Risk Assessment Against Against Shareholder Process -------------------------------------------------------------------------------- FIESTA RESTAURANT GROUP, INC. Ticker: FRGI Security ID: 31660B101 Meeting Date: APR 28, 2015 Meeting Type: Annual Record Date: MAR 04, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jack A. Smith For For Management 1.2 Elect Director Nicholas Daraviras For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- FIREEYE, INC. Ticker: FEYE Security ID: 31816Q101 Meeting Date: JUN 11, 2015 Meeting Type: Annual Record Date: APR 13, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ashar Aziz For For Management 1.2 Elect Director David G. DeWalt For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- FIVE BELOW, INC. Ticker: FIVE Security ID: 33829M101 Meeting Date: JUN 18, 2015 Meeting Type: Annual Record Date: APR 20, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David M. Mussafer For For Management 1.2 Elect Director David Schlessinger For For Management 1.3 Elect Director Thomas G. Vellios For For Management 1.4 Elect Director Catherine E. Buggeln For For Management 1.5 Elect Director Joel D. Anderson For For Management 1.6 Elect Director Kathleen S. Barclay For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Adopt Majority Voting for Uncontested For For Management Election of Directors -------------------------------------------------------------------------------- GOOGLE INC. Ticker: GOOG Security ID: 38259P508 Meeting Date: JUN 03, 2015 Meeting Type: Annual Record Date: APR 06, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry Page For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Eric E. Schmidt For For Management 1.4 Elect Director L. John Doerr For Withhold Management 1.5 Elect Director Diane B. Greene For For Management 1.6 Elect Director John L. Hennessy For For Management 1.7 Elect Director Ann Mather For For Management 1.8 Elect Director Alan R. Mulally For For Management 1.9 Elect Director Paul S. Otellini For Withhold Management 1.10 Elect Director K. Ram Shriram For Withhold Management 1.11 Elect Director Shirley M. Tilghman For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 5 Report on Lobbying Payments and Policy Against For Shareholder 6 Require a Majority Vote for the Against For Shareholder Election of Directors 7 Report on Costs of Renewable Energy Against Against Shareholder Investments 8 Report on Risks Associated with Repeal Against Against Shareholder of Climate Change Policies -------------------------------------------------------------------------------- ILLUMINA, INC. Ticker: ILMN Security ID: 452327109 Meeting Date: MAY 27, 2015 Meeting Type: Annual Record Date: MAR 31, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director A. Blaine Bowman For For Management 1b Elect Director Karin Eastham For For Management 1c Elect Director Jay T. Flatley For For Management 1d Elect Director Jeffrey T. Huber For For Management 1e Elect Director William H. Rastetter For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- INTUITIVE SURGICAL, INC. Ticker: ISRG Security ID: 46120E602 Meeting Date: APR 23, 2015 Meeting Type: Annual Record Date: FEB 25, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Craig H. Barratt For For Management 1.2 Elect Director Gary S. Guthart For For Management 1.3 Elect Director Eric H. Halvorson For For Management 1.4 Elect Director Amal M. Johnson For For Management 1.5 Elect Director Alan J. Levy For For Management 1.6 Elect Director Mark J. Rubash For For Management 1.7 Elect Director Lonnie M. Smith For For Management 1.8 Elect Director George Stalk, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- KEURIG GREEN MOUNTAIN, INC. Ticker: GMCR Security ID: 49271M100 Meeting Date: JAN 29, 2015 Meeting Type: Annual Record Date: DEC 01, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian P. Kelley For For Management 1.2 Elect Director Robert A. Steele For For Management 1.3 Elect Director Jose Octavio Reyes For For Management Lagunes 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- LINKEDIN CORPORATION Ticker: LNKD Security ID: 53578A108 Meeting Date: JUN 03, 2015 Meeting Type: Annual Record Date: APR 07, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Leslie Kilgore For For Management 1.2 Elect Director Jeffrey Weiner For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Amend Omnibus Stock Plan For Against Management 4 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 5 Report on Plans to Increase Board None For Shareholder Diversity -------------------------------------------------------------------------------- MASTERCARD INCORPORATED Ticker: MA Security ID: 57636Q104 Meeting Date: JUN 09, 2015 Meeting Type: Annual Record Date: APR 15, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard Haythornthwaite For For Management 1b Elect Director Ajay Banga For For Management 1c Elect Director Silvio Barzi For For Management 1d Elect Director David R. Carlucci For For Management 1e Elect Director Steven J. Freiberg For For Management 1f Elect Director Julius Genachowski For For Management 1g Elect Director Merit E. Janow For For Management 1h Elect Director Nancy J. Karch For For Management 1i Elect Director Marc Olivie For For Management 1j Elect Director Rima Qureshi For For Management 1k Elect Director Jose Octavio Reyes For For Management Lagunes 1l Elect Director Jackson P. Tai For For Management 1m Elect Director Edward Suning Tian For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Executive Incentive Bonus Plan For For Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- MEAD JOHNSON NUTRITION COMPANY Ticker: MJN Security ID: 582839106 Meeting Date: APR 30, 2015 Meeting Type: Annual Record Date: MAR 13, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1a Elect Director Steven M. Altschuler For For Management 1.1b Elect Director Howard B. Bernick For For Management 1.1c Elect Director Kimberly A. Casiano For For Management 1.1d Elect Director Anna C. Catalano For For Management 1.1e Elect Director Celeste A. Clark For For Management 1.1f Elect Director James M. Cornelius For For Management 1.1g Elect Director Stephen W. Golsby For For Management 1.1h Elect Director Michael Grobstein For For Management 1.1i Elect Director Peter Kasper Jakobsen For For Management 1.1j Elect Director Peter G. Ratcliffe For For Management 1.1k Elect Director Michael A. Sherman For For Management 1.1l Elect Director Elliott Sigal For For Management 1.1m Elect Director Robert S. Singer For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- MEDIDATA SOLUTIONS, INC. Ticker: MDSO Security ID: 58471A105 Meeting Date: MAY 27, 2015 Meeting Type: Annual Record Date: MAR 31, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tarek A. Sherif For For Management 1.2 Elect Director Glen M. de Vries For For Management 1.3 Elect Director Carlos Dominguez For For Management 1.4 Elect Director Neil M. Kurtz For For Management 1.5 Elect Director George W. McCulloch For For Management 1.6 Elect Director Lee A. Shapiro For For Management 1.7 Elect Director Robert B. Taylor For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- MONSANTO COMPANY Ticker: MON Security ID: 61166W101 Meeting Date: JAN 30, 2015 Meeting Type: Annual Record Date: DEC 02, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gregory H. Boyce For For Management 1b Elect Director Janice L. Fields For For Management 1c Elect Director Hugh Grant For For Management 1d Elect Director Laura K. Ipsen For For Management 1e Elect Director Marcos M. Lutz For For Management 1f Elect Director C. Steven McMillan For For Management 1g Elect Director William U. Parfet For For Management 1h Elect Director George H. Poste For For Management 1i Elect Director Robert J. Stevens For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Lobbying Payments and Policy Against For Shareholder 5 Adopt Proxy Access Right Against Against Shareholder 6 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- NASPERS LTD Ticker: NPN Security ID: S53435103 Meeting Date: AUG 29, 2014 Meeting Type: Annual Record Date: AUG 15, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for the Year Ended 31 March 2014 2 Approve Dividends for N Ordinary and A For For Management Ordinary Shares 3 Reappoint PricewaterhouseCoopers Inc For For Management as Auditors of the Company and Appoint B Deegan as Individual Registered Auditor 4.1 Elect Craig Enenstein as Director For For Management 4.2 Elect Don Eriksson as Director For For Management 4.3 Elect Roberto Oliveira de Lima as For For Management Director 4.4 Elect Yuanhe Ma as Director For For Management 4.5 Elect Cobus Stofberg as Director For For Management 4.6 Elect Nolo Letele as Director For For Management 4.7 Elect Bob van Dijk as Director For For Management 4.8 Elect Basil Sgourdos as Director For For Management 5.1 Re-elect Rachel Jafta as Director For For Management 5.2 Re-elect Debra Meyer as Director For For Management 5.3 Re-elect Boetie van Zyl as Director For For Management 6.1 Re-elect Francine-Ann du Plessis as For For Management Member of the Audit Committee 6.2 Elect Don Eriksson as Member of the For For Management Audit Committee 6.3 Re-elect Ben van der Ross as Member of For For Management the Audit Committee 6.4 Re-elect Boetie van Zyl as Member of For For Management the Audit Committee 7 Approve Remuneration Policy For For Management 8 Place Authorised but Unissued Shares For Against Management under Control of Directors 9 Authorise Board to Issue Shares for For For Management Cash up to a Maximum of Five Percent of Issued Share Capital 10 Authorise Board to Ratify and Execute For For Management Approved Resolutions 1.1 Approve Remuneration of Board Chairman For For Management 1.2.1 Approve Remuneration of Board Member For For Management (South African Resident) 1.2.2 Approve Remuneration of Board Member For For Management (Non-South African Resident) 1.2.3 Approve Remuneration of Board Member For For Management (Additional Amount for Non-South African Resident) 1.2.4 Approve Remuneration of Board Member For For Management (Daily Amount) 1.3 Approve Remuneration of Audit For For Management Committee Chairman 1.4 Approve Remuneration of Audit For For Management Committee Member 1.5 Approve Remuneration of Risk Committee For For Management Chairman 1.6 Approve Remuneration of Risk Committee For For Management Member 1.7 Approve Remuneration of Human For For Management Resources and Remuneration Committee Chairman 1.8 Approve Remuneration of Human For For Management Resources and Remuneration Committee Member 1.9 Approve Remuneration of Nomination For For Management Committee Chairman 1.10 Approve Remuneration of Nomination For For Management Committee Member 1.11 Approve Remuneration of Social and For For Management Ethics Committee Chairman 1.12 Approve Remuneration of Social and For For Management Ethics Committee Member 1.13 Approve Remuneration of Trustees of For For Management Group Share Schemes/Other Personnel Funds 1.14 Approve Remuneration of Chairman of For For Management Media24 Pension Fund 1.15 Approve Remuneration of Trustees of For For Management Media24 Pension Fund 1.1 Approve Remuneration of Board Chairman For For Management 1.2.1 Approve Remuneration of Board Member For For Management (South African Resident) 1.2.2 Approve Remuneration of Board Member For For Management (Non-South African Resident) 1.2.3 Approve Remuneration of Board Member For For Management (Additional Amount for Non-South African Resident) 1.2.4 Approve Remuneration of Board Member For For Management (Daily Amount) 1.3 Approve Remuneration of Audit For For Management Committee Chairman 1.4 Approve Remuneration of Audit For For Management Committee Member 1.5 Approve Remuneration of Risk Committee For For Management Chairman 1.6 Approve Remuneration of Risk Committee For For Management Member 1.7 Approve Remuneration of Human For For Management Resources and Remuneration Committee Chairman 1.8 Approve Remuneration of Human For For Management Resources and Remuneration Committee Member 1.9 Approve Remuneration of Nomination For For Management Committee Chairman 1.10 Approve Remuneration of Nomination For For Management Committee Member 1.11 Approve Remuneration of Social and For For Management Ethics Committee Chairman 1.12 Approve Remuneration of Social and For For Management Ethics Committee Member 1.13 Approve Remuneration of Trustees of For For Management Group Share Schemes/Other Personnel Funds 1.14 Approve Remuneration of Chairman of For For Management Media24 Pension Fund 1.15 Approve Remuneration of Trustees of For For Management Media24 Pension Fund 2 Amend Memorandum of Incorporation For For Management 3 Approve Financial Assistance in Terms For For Management of Section 44 of the Act 4 Approve Financial Assistance in Terms For For Management of Section 45 of the Act 5 Authorise Repurchase of N Ordinary For For Management Shares 6 Authorise Repurchase of A Ordinary For Against Management Shares -------------------------------------------------------------------------------- RESTORATION HARDWARE HOLDINGS, INC. Ticker: RH Security ID: 761283100 Meeting Date: JUN 24, 2015 Meeting Type: Annual Record Date: MAY 08, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gary Friedman For For Management 1.2 Elect Director Carlos Alberini For For Management 1.3 Elect Director J. Michael Chu For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- SALESFORCE.COM, INC. Ticker: CRM Security ID: 79466L302 Meeting Date: JUN 04, 2015 Meeting Type: Annual Record Date: APR 09, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Marc R. Benioff For For Management 1b Elect Director Keith G. Block For For Management 1c Elect Director Craig A. Conway For For Management 1d Elect Director Alan G. Hassenfeld For For Management 1e Elect Director Colin L. Powell For For Management 1f Elect Director Sanford R. Robertson For For Management 1g Elect Director John V. Roos For For Management 1h Elect Director Lawrence J. Tomlinson For For Management 1i Elect Director Robin L. Washington For For Management 1j Elect Director Maynard G. Webb For For Management 1k Elect Director Susan D. Wojcicki For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Qualified Employee Stock For For Management Purchase Plan 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- SPLUNK INC. Ticker: SPLK Security ID: 848637104 Meeting Date: JUN 11, 2015 Meeting Type: Annual Record Date: APR 15, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Stephen Newberry For For Management 1b Elect Director Graham Smith For For Management 1c Elect Director Godfrey Sullivan For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- STARBUCKS CORPORATION Ticker: SBUX Security ID: 855244109 Meeting Date: MAR 18, 2015 Meeting Type: Annual Record Date: JAN 08, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Howard Schultz For For Management 1b Elect Director William W. Bradley For For Management 1c Elect Director Robert M. Gates For For Management 1d Elect Director Mellody Hobson For For Management 1e Elect Director Kevin R. Johnson For For Management 1f Elect Director Olden Lee For For Management 1g Elect Director Joshua Cooper Ramo For For Management 1h Elect Director James G. Shennan, Jr. For For Management 1i Elect Director Clara Shih For For Management 1j Elect Director Javier G. Teruel For For Management 1k Elect Director Myron E. Ullman, III For For Management 1l Elect Director Craig E. Weatherup For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Sustainability 5 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- TESLA MOTORS, INC. Ticker: TSLA Security ID: 88160R101 Meeting Date: JUN 09, 2015 Meeting Type: Annual Record Date: APR 15, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Antonio J. Gracias For For Management 1.2 Elect Director Kimbal Musk For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Adopt Goals to Reduce Use of Against Against Shareholder Animal-Sourced Materials 4 Become First Cruelty-Free Premium Brand Against Against Shareholder -------------------------------------------------------------------------------- THE ADVISORY BOARD COMPANY Ticker: ABCO Security ID: 00762W107 Meeting Date: SEP 04, 2014 Meeting Type: Annual Record Date: JUL 18, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sanju K. Bansal For For Management 1.2 Elect Director David L. Felsenthal For For Management 1.3 Elect Director Peter J. Grua For For Management 1.4 Elect Director Nancy Killefer For For Management 1.5 Elect Director Kelt Kindick For For Management 1.6 Elect Director Robert W. Musslewhite For For Management 1.7 Elect Director Mark R. Neaman For For Management 1.8 Elect Director Leon D. Shapiro For For Management 1.9 Elect Director Frank J. Williams For For Management 1.10 Elect Director LeAnne M. Zumwalt For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- THE ADVISORY BOARD COMPANY Ticker: ABCO Security ID: 00762W107 Meeting Date: JUN 09, 2015 Meeting Type: Annual Record Date: APR 17, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sanju K. Bansal For For Management 1.2 Elect Director David L. Felsenthal For For Management 1.3 Elect Director Peter J. Grua For For Management 1.4 Elect Director Nancy Killefer For For Management 1.5 Elect Director Kelt Kindick For For Management 1.6 Elect Director Robert W. Musslewhite For For Management 1.7 Elect Director Mark R. Neaman For For Management 1.8 Elect Director Leon D. Shapiro For For Management 1.9 Elect Director LeAnne M. Zumwalt For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- THE PRICELINE GROUP INC. Ticker: PCLN Security ID: 741503403 Meeting Date: JUN 04, 2015 Meeting Type: Annual Record Date: APR 09, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Timothy M. Armstrong For For Management 1.2 Elect Director Howard W. Barker, Jr. For For Management 1.3 Elect Director Jeffery H. Boyd For For Management 1.4 Elect Director Jan L. Docter For For Management 1.5 Elect Director Jeffrey E. Epstein For For Management 1.6 Elect Director James M. Guyette For For Management 1.7 Elect Director Darren R. Huston For For Management 1.8 Elect Director Charles H. Noski For For Management 1.9 Elect Director Nancy B. Peretsman For For Management 1.10 Elect Director Thomas E. Rothman For For Management 1.11 Elect Director Craig W. Rydin For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Act by Written Consent Against Against Shareholder 5 Adopt Proxy Access Right Against For Shareholder -------------------------------------------------------------------------------- TWITTER, INC. Ticker: TWTR Security ID: 90184L102 Meeting Date: JUN 03, 2015 Meeting Type: Annual Record Date: APR 10, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David Rosenblatt For Withhold Management 1.2 Elect Director Evan Williams For For Management 2 Advisory Vote on Say on Pay Frequency One Year One Year Management 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- VALEANT PHARMACEUTICALS INTERNATIONAL, INC. Ticker: VRX Security ID: 91911K102 Meeting Date: MAY 19, 2015 Meeting Type: Annual Record Date: MAR 24, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ronald H. Farmer For For Management 1b Elect Director Colleen A. Goggins For For Management 1c Elect Director Robert A. Ingram For For Management 1d Elect Director Anders O. Lonner For For Management 1e Elect Director Theo Melas-Kyriazi For For Management 1f Elect Director J. Michael Pearson For For Management 1g Elect Director Robert N. Power For For Management 1h Elect Director Norma A. Provencio For For Management 1i Elect Director Howard B. Schiller For For Management 1j Elect Director Katharine B. Stevenson For For Management 1k Elect Director Jeffrey W. Ubben For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: JAN 28, 2015 Meeting Type: Annual Record Date: DEC 01, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mary B. Cranston For For Management 1b Elect Director Francisco Javier For For Management Fernandez-Carbajal 1c Elect Director Alfred F. Kelly, Jr. For For Management 1d Elect Director Robert W. Matschullat For For Management 1e Elect Director Cathy E. Minehan For For Management 1f Elect Director Suzanne Nora Johnson For For Management 1g Elect Director David J. Pang For For Management 1h Elect Director Charles W. Scharf For For Management 1i Elect Director William S. Shanahan For For Management 1j Elect Director John A. C. Swainson For For Management 1k Elect Director Maynard G. Webb, Jr. For For Management 2 Approve Amendments to the Certificate For For Management of Incorporation to Facilitate Stock Splits 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Qualified Employee Stock For For Management Purchase Plan 5a Remove Supermajority Vote Requirement For For Management for Exiting Core Payment Business 5b Remove Supermajority Vote Requirement For For Management for Future Amendments to Certain Sections of Company's Certificate of Incorporation 5c Remove Supermajority Vote Requirement For For Management for Approval of Exceptions to Transfer Certifications 5d Remove Supermajority Vote Requirement For For Management for Removal of Directors 5e Remove Supermajority Vote Requirement For For Management for Future Amendments to the Advance Notice Provision in the Bylaws 6 Ratify Auditors For For Management -------------------------------------------------------------------------------- WAGEWORKS, INC. Ticker: WAGE Security ID: 930427109 Meeting Date: MAY 06, 2015 Meeting Type: Annual Record Date: MAR 09, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas A. Bevilacqua For For Management 1.2 Elect Director Bruce G. Bodaken For For Management 1.3 Elect Director Joseph L. Jackson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency Three One Year Management Years 4 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- WISDOMTREE INVESTMENTS, INC. Ticker: WETF Security ID: 97717P104 Meeting Date: JUN 24, 2015 Meeting Type: Annual Record Date: APR 27, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Anthony Bossone For For Management 1.2 Elect Director Bruce Lavine For For Management 1.3 Elect Director Michael Steinhardt For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- WORKDAY, INC. Ticker: WDAY Security ID: 98138H101 Meeting Date: JUN 03, 2015 Meeting Type: Annual Record Date: APR 06, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aneel Bhusri For For Management 1.2 Elect Director David A. Duffield For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- XPO LOGISTICS, INC. Ticker: XPO Security ID: 983793100 Meeting Date: DEC 23, 2014 Meeting Type: Special Record Date: NOV 24, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Conversion of Securities For For Management 2 Adjourn Meeting For For Management -------------------------------------------------------------------------------- XPO LOGISTICS, INC. Ticker: XPO Security ID: 983793100 Meeting Date: MAY 19, 2015 Meeting Type: Annual Record Date: APR 02, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James J. Martell For For Management 1.2 Elect Director Jason D. Papastavrou For For Management 2 Declassify the Board of Directors For For Management 3 Ratify KPMG LLP as Auditors For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation ========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant): | Morgan Stanley Variable Investment Series |
By (Signature and Title)* | |
/s/ John H. Gernon | |
John H. Gernon | |
President and Principal Executive Officer |
Date | August 28, 2015 |
* Print the name and title of each signing officer under his or her signature.