UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER: 811-3916
NAME OF REGISTRANT: VANGUARD SPECIALIZED FUNDS
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: HEIDI STAM
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000
DATE OF FISCAL YEAR END: JANUARY 31
DATE OF REPORTING PERIOD: JULY 1, 2009 - JUNE 30, 2010
FUND: VANGUARD DIVIDEND GROWTH FUND
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ISSUER: ABBOTT LABORATORIES
TICKER: ABT CUSIP: 002824100
MEETING DATE: 4/23/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: R.J. ALPERN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.S. AUSTIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.M. DALEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.J. FARRELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H.L. FULLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.A. OSBORN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: D.A.L. OWEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.S. ROBERTS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.C. SCOTT III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.D. SMITHBURG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: G.F. TILTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M.D. WHITE ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF DELOITTE & TOUCHE LLP ISSUER YES FOR FOR
AS AUDITORS
PROPOSAL #03: SHAREHOLDER PROPOSAL-ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: SHAREHOLDER PROPOSAL-SPECIAL SHAREHOLDER YES AGAINST FOR
SHAREHOLDER MEETINGS
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ISSUER: ACCENTURE LTD
TICKER: ACN CUSIP: G1150G111
MEETING DATE: 8/5/2009 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE SCHEME OF ARRANGEMENT ISSUER YES FOR FOR
ATTACHED TO THE ACCOMPANYING PROXY STATEMENT AS ANNEX
A AS IT APPLIES TO THE CLASS A COMMON SHAREHOLDERS.
PROPOSAL #02: APPROVAL OF THE MOTION TO ADJOURN THE ISSUER YES FOR FOR
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT PROXIES TO APPROVE THE
SCHEME OF ARRANGEMENT AT THE TIME OF THE ACCENTURE
LTD CLASS A COMMON SHAREHOLDER CLASS MEETING.
PROPOSAL #03: IF THE SCHEME OF ARRANGEMENT IS ISSUER YES FOR & #160; FOR
APPROVED, APPROVAL OF THE ESTABLISHMENT OF
DISTRIBUTABLE RESERVES OF ACCENTURE PLC (THROUGH THE
REDUCTION OF ITS SHARE PREMIUM ACCOUNT) THAT WAS
PREVIOUSLY APPROVED BY ACCENTURE LTD AND THE OTHER
CURRENT SHAREHOLDERS OF ACCENTURE PLC (AS DESCRIBED
IN THE ACCOMPANYING PROXY STATEMENT).
PROPOSAL #04: APPROVAL OF THE MOTION TO ADJOURN THE ISSUER YES FOR FOR
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT PROXIES TO APPROVE THE
PROPOSAL AT THE TIME OF THE SPECIAL GENERAL MEETING.
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ISSUER: ACCENTURE PLC
TICKER: ACN CUSIP: G1151C101
MEETING DATE: 2/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: RE-APPOINTMENT OF WILLIAM L. KIMSEY TO ISSUER YES FOR FOR
THE BOARD OF DIRECTORS
PROPOSAL #1B: RE-APPOINTMENT OF ROBERT I. LIPP TO THE ISSUER YES FOR FOR
BOARD OF DIRECTORS
PROPOSAL #1C: RE-APPOINTMENT OF WULF VON SCHIMMELMANN ISSUER YES FOR FOR
TO THE BOARD OF DIRECTORS
PROPOSAL #02: RE-APPOINTMENT OF KPMG AS INDEPENDENT ISSUER YES FOR FOR
AUDITORS FOR THE 2010 FISCAL YEAR AND AUTHORIZATION
OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO
DETERMINE KPMG'S REMUNERATION
PROPOSAL #03: APPROVAL OF ACCENTURE PLC 2010 SHARE ISSUER YES FOR FOR
INCENTIVE PLAN
PROPOSAL #04: APPROVAL OF ACCENTURE PLC 2010 EMPLOYEE ISSUER YES FOR FOR
SHARE PURCHASE PLAN
PROPOSAL #05: AUTHORIZATION TO HOLD THE 2011 ANNUAL ISSUER YES FOR FOR
GENERAL MEETING OF SHAREHOLDERS OF ACCENTURE PLC AT A
LOCATION OUTSIDE OF IRELAND
PROPOSAL #06: AUTHORIZATION OF ACCENTURE TO MAKE ISSUER YES FOR FOR
OPEN-MARKET PURCHASES OF ACCENTURE PLC CLASS A
ORDINARY SHARES
PROPOSAL #07: DETERMINATION OF THE PRICE RANGE AT ISSUER YES FOR FOR
WHICH ACCENTURE PLC CAN RE-ISSUE SHARES THAT IT
ACQUIRES AS TREASURY STOCK
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ISSUER: ACE LIMITED
TICKER: ACE CUSIP: H0023R105
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT M. ISSUER YES FOR & #160; FOR
HERNANDEZ
PROPOSAL #1B: ELECTION OF DIRECTOR: PETER MENIKOFF ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: ROBERT RIPP ISSUER YES FOR ; FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: THEODORE E.SHASTA ISSUER YES FOR FOR
PROPOSAL #02: AMENDMENT OF THE ARTICLES OF ISSUER YES FOR 60; FOR
ASSOCIATION RELATING TO THE TREATMENT OF ABSTENTIONS
AND BROKER NON-VOTES
PROPOSAL #3A: APPROVAL OF THE ANNUAL REPORT ISSUER YES FOR 0; FOR
PROPOSAL #3B: APPROVAL OF THE STATUTORY FINANCIAL ISSUER YES FOR FOR
STATEMENTS OF ACE LIMITED
PROPOSAL #3C: APPROVAL OF THE CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS
PROPOSAL #04: ALLOCATION OF DISPOSABLE PROFIT ISSUER YES FOR 160; FOR
PROPOSAL #05: DISCHARGE OF THE BOARD OF DIRECTORS ISSUER YES FOR FOR
PROPOSAL #06: AMENDMENT OF THE ARTICLES OF ISSUER YES FOR 60; FOR
ASSOCIATION RELATING TO AUTHORIZED SHARE CAPITAL
PROPOSAL #7A: ELECTION OF PRICEWATERHOUSECOOPERS AG ISSUER YES FOR FOR
(ZURICH) AS OUR STATUTORY AUDITOR UNTIL OUR NEXT
ANNUAL ORDINARY GENERAL MEETING
PROPOSAL #7B: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR 160; FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PRICEWATERHOUSECOOPERS LLP (UNITED STATES) FOR
PURPOSES OF UNITED STATES SECURITIES LAW REPORTING
FOR THE YEAR ENDING DECEMBER 31, 2010
PROPOSAL #7C: ELECTION OF BDO AG (ZURICH) AS SPECIAL ISSUER YES FOR FOR
AUDITING FIRM UNTIL OUR NEXT ANNUAL ORDINARY GENERAL
MEETING
PROPOSAL #08: APPROVAL OF THE ACE LIMITED 2004 LONG- ISSUER YES FOR FOR
TERM INCENTIVE PLAN AS AMENDED THROUGH THE FIFTH
AMENDMENT
PROPOSAL #09: APPROVAL OF THE PAYMENT OF A DIVIDEND ISSUER YES FOR FOR
IN THE FORM OF A DISTRIBUTION THROUGH REDUCTION OF
THE PAR VALUE OF OUR SHARES
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ISSUER: ASTRAZENECA PLC
TICKER: AZN CUSIP: 046353108
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RECEIVE THE COMPANY'S ACCOUNTS AND ISSUER YES FOR FOR
THE REPORTS OF THE DIRECTORS AND AUDITOR FOR THE
YEAR ENDED 31 DECEMBER 2009
PROPOSAL #02: TO CONFIRM DIVIDENDS ISSUER YES FOR FOR
PROPOSAL #03: TO RE-APPOINT KPMG AUDIT PLC, LONDON AS ISSUER YES FOR FOR
AUDITOR
PROPOSAL #04: TO AUTHORIZE THE DIRECTORS TO AGREE THE ISSUER YES FOR FOR
REMUNERATION OF THE AUDITOR
PROPOSAL #5A: ELECTION OF DIRECTOR: LOUIS SCHWEITZER ISSUER YES FOR FOR
PROPOSAL #5B: ELECTION OF DIRECTOR: DAVID BRENNAN ISSUER YES FOR FOR
PROPOSAL #5C: ELECTION OF DIRECTOR: SIMON LOWTH ISSUER YES FOR ; FOR
PROPOSAL #5D: ELECTION OF DIRECTOR: JEAN-PHILIPPE ISSUER YES FOR FOR
COURTOIS
PROPOSAL #5E: ELECTION OF DIRECTOR: JANE HENNEY ISSUER YES FOR FOR
PROPOSAL #5F: ELECTION OF DIRECTOR: MICHELE HOOPER ISSUER YES FOR FOR
PROPOSAL #5G: ELECTION OF DIRECTOR: RUDY MARKHAM ISSUER YES FOR FOR
PROPOSAL #5H: ELECTION OF DIRECTOR: DAME NANCY ISSUER YES FOR ; FOR
ROTHWELL
PROPOSAL #5I: ELECTION OF DIRECTOR: JOHN VARLEY ISSUER YES FOR FOR
PROPOSAL #5J: ELECTION OF DIRECTOR: MARCUS WALLENBERG ISSUER YES FOR FOR
PROPOSAL #06: TO APPROVE THE DIRECTORS' REMUNERATION ISSUER YES FOR FOR
REPORT FOR THE YEAR ENDED 31 DECEMBER 2009
PROPOSAL #07: TO AUTHORIZE LIMITED EU POLITICAL ISSUER YES FOR FOR
DONATIONS
PROPOSAL #08: TO AUTHORIZE THE DIRECTORS TO ALLOT ISSUER YES FOR FOR
SHARES
PROPOSAL #09: TO AUTHORIZE THE DIRECTORS TO DISAPPLY ISSUER YES FOR FOR
PRE-EMPTION RIGHTS
PROPOSAL #10: TO AUTHORIZE THE COMPANY TO PURCHASE ISSUER YES FOR FOR
ITS OWN SHARES
PROPOSAL #11: TO REDUCE NOTICE PERIOD FOR GENERAL ISSUER YES FOR FOR
MEETINGS
PROPOSAL #12: TO ADOPT NEW ARTICLES OF ASSOCIATION ISSUER YES FOR FOR
PROPOSAL #13: TO APPROVE THE ASTRAZENECA INVESTMENT ISSUER YES FOR FOR
PLAN
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ISSUER: AT&T INC.
TICKER: T CUSIP: 00206R102
MEETING DATE: 4/30/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: RANDALL L. ISSUER YES FOR FOR
STEPHENSON
PROPOSAL #1B: ELECTION OF DIRECTOR: GILBERT F. AMELIO ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: REUBEN V. ANDERSON ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES H. BLANCHARD ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JAIME CHICO PARDO ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JAMES P. KELLY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JON C. MADONNA ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: LYNN M. MARTIN ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JOHN B. MCCOY ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JOYCE M. ROCHE ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: LAURA D'ANDREA ISSUER YES FOR FOR
TYSON
PROPOSAL #1L: ELECTION OF DIRECTOR: PATRICIA P. UPTON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR & #160; FOR
INDEPENDENT AUDITORS.
PROPOSAL #03: CUMULATIVE VOTING. SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: PENSION CREDIT POLICY. SHAREHOLDER YES AGAINST & #160; FOR
PROPOSAL #05: ADVISORY VOTE ON COMPENSATION. SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: SPECIAL STOCKHOLDER MEETINGS. SHAREHOLDER YES AGAINST FOR
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ISSUER: AUTOMATIC DATA PROCESSING, INC.
TICKER: ADP CUSIP: 053015103
MEETING DATE: 11/10/2009 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: LESLIE A. BRUN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GARY C. BUTLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LEON G. COOPERMAN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ERIC C. FAST ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LINDA R. GOODEN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: R. GLENN HUBBARD ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: JOHN P. JONES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES H. NOSKI ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: SHARON T. ROWLANDS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GREGORY L. SUMME ISSUER YES FOR 160; FOR
PROPOSAL #02: APPOINTMENT OF DELOITTE & TOUCHE LLP ISSUER YES FOR FOR
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ISSUER: BG GROUP PLC
TICKER: N/A CUSIP: G1245Z108
MEETING DATE: 5/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the accounts and reports of the ISSUER YES FOR FOR
Directors and the Auditors for the YE 31 DEC 2009
PROPOSAL #2.: Approve the remuneration report of the ISSUER YES FOR FOR
BG Group plc annual report and accounts for the YE 31
DEC 2009
PROPOSAL #3.: Declare a final dividend in respect of ISSUER YES FOR FOR
the YE 31 DEC 2009 of 6.73 pence per ordinary share
payable on 21 MAY 2010 to holders of ordinary shares
on the register of shareholders of the Company at the
close of business on 16 APR 2010
PROPOSAL #4.: Election of Mark Seligman as a Director ISSUER YES FOR FOR
of the Company
PROPOSAL #5.: Re-elect Peter Backhouse as a Director ISSUER YES FOR FOR
of the Company, who retires by rotation
PROPOSAL #6.: Re-elect Lord Sharman as a Director of ISSUER YES FOR FOR
the Company, who retires by rotation
PROPOSAL #7.: Re-elect Philippe Varin, as a Director ISSUER YES FOR FOR
of the Company, who retires by rotation
PROPOSAL #8.: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors of the Company, to hold office until
the conclusion of the next general meeting at which
accounts are laid before the Company
PROPOSAL #9.: Authorize the Audit Committee to ISSUER YES FOR FOR
approve the remuneration of the Auditors
PROPOSAL #10.: Authorize the Company, with Sections ISSUER YES FOR FOR
366 and 367 of the Companies Act 2006 [the Act], and
all Companies which are subsidiaries of the Company
during the period when this resolution has effect to;
make political donations to political parties or
independent election candidates up to a total
aggregate amount of GBP15,000; make political
donations to political organisations other than
political parties up to a total aggregate amount of
GBP 15,000; and incur political expenditure up to a
total aggregate amount of GBP 20,000; [Authority
expires at the conclusion of the next AGM of the
Company]; provided that, in any event, the total
aggregate amount of all political donations and
political expenditure incurred by the Company and its
subsidiaries in such period shall not exceed GBP
50,000; for the purposes of this resolution,
'political donations', 'political organisations',
'political parties' and 'political expenditure' shall
have the meanings given to them in Sections 363 to
365 of the Act
PROPOSAL #11.: Authorize the Directors in accordance ISSUER YES FOR FOR
with Section 551 of the Act to exercise all the
powers of the Company to allot shares in the Company
and to grant rights to subscribe for, or to convert
any security into, shares in the Company [Rights]; up
to an aggregate nominal amount of GBP 115,641,305;
and up to a further aggregate nominal amount of
112,536,365 provided that [i] they are equity
securities [within the meaning of Section 560[1] of
the Act], and [ii] they are offered by way of a
rights issue to holders of ordinary shares on the
register of Members at such record date as the
Directors may determine where the equity securities
respectively attributable to the interests of the
ordinary shareholders are proportionate [as nearly as
may be practicable] to the respective numbers of
ordinary shares held or deemed to be held by them on
any such record date end to other holders of equity
securities entitled to participate therein, subject
to such exclusions or other arrangements as the
Directors may deem necessary or expedient to deal
with treasury shares, fractional entitlements or
legal or practical problems arising under the laws of
any overseas territory or the requirements of any
regulatory body or stock exchange or by virtue of
shares being represented by depositary receipts or
any other matter; [Authority expires at the
conclusion of the next AGM of the Company]; the
Directors shall be entitled to make offers or
agreements before the expiry of such authority which
would or might require shares to be allotted or
Rights to be granted after such expiry and the
Directors shall be entitled to allot shares and grant
Rights pursuant to any such offer or agreement as if
this authority had not expired; and all unexercised
authorities previously granted to the Directors to
PROPOSAL #S.12: Authorize the Directors, pursuant to ISSUER YES FOR FOR
Sections 570 and 573 of the Act to allot equity
securities [within the meaning of Section 560 of the
Act] for cash either pursuant to the authority
conferred by Resolution 11 above or by way of a sale
of treasury shares as if Section 561[1] of the Act
did not apply to any such allotment provided that
this power shall be limited to: the allotment of
equity securities in connection with an offer of
securities [but in the case of the authority granted
under paragraph II of the Resolution 11 by way of a
rights issue only] in favour of the holders of
ordinary shares on the register of Members at such
record date as the Directors may determine and other
persons entitled to participate therein, where the
equity securities respectively attributable to the
interests of the ordinary shareholders are
proportionate [as nearly as may be practicable] to
the respective number of ordinary shares held or
deemed to be held by them on any such record date,
subject to such exclusions or other arrangements as
the Directors may deem necessary or expedient to deal
with treasury shares, fractional entitlements or
legal or practical problems arising under the laws of
any overseas territory or the requirements of any
regulatory body or stock exchange or by virtue of
shares being represented by depositary receipts or
any other matter; and the allotment [otherwise than
pursuant to sub-paragraph I of this Resolution 12] to
any person or persons of equity securities up to an
aggregate nominal amount of GBP16,880,454; and shall
expire upon the expiry of the general authority
conferred by Resolution 11 above, the Directors shall
be entitled to make offers or agreements before the
expiry of such power which would or might require
equity securities to be allotted after such expiry
and the Directors shall be entitled to allot equity
securities pursuant to any such offer or agreement as
if the power conferred hereby had not expired
PROPOSAL #S.13: Authorize the Company to make market ISSUER YES FOR FOR
purchases [within the meaning of Section 693[4] of
the Act] of ordinary shares of 10 pence each of the
Company on such terms and in such manner as the
Directors may from time to time determine, provided
that: the maximum number of ordinary shares hereby
authorized to be acquired is 337,609,096 representing
approximately 10% of the issued ordinary share
capital of the Company as at 10 MAR 2010; the minimum
price that may be paid for any such ordinary share
is 10 pence, the nominal value of that share; the
maximum price that may be paid for any such ordinary
share is an amount equal to 105% of the average of
the middle market quotations for an ordinary share in
the Company as derived from the London Stock
Exchange Daily Official List for the five business
days immediately preceding the day on which such
ordinary share is contracted to be purchased;
[Authority expires at the conclusion of the next AGM
of the Company]; and the Company may make a contract
to purchase its ordinary shares under the authority
hereby conferred prior to the expiry of such
authority, which contract will or may be executed
wholly or partly after the expiry of such authority,
and may purchase its ordinary shares in pursuance of
PROPOSAL #S.14: Approve the general meeting, other ISSUER YES FOR FOR
than an AGM, may be called on not less than 14 clear
days' notice
PROPOSAL #S.15: Approve and adopt, with effect from ISSUER YES FOR FOR
the conclusion of the AGM, the Articles of
Association contained in the document produced to the
Meeting and signed by the Chairman for the purposes
of identification as the new Articles of Association
of the Company in substitution for, and to the
exclusion of, the Articles of Association of the
Company in effect immediately prior to that time
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ISSUER: BP P.L.C.
TICKER: BP CUSIP: 055622104
MEETING DATE: 4/15/2010 �� 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RECEIVE THE DIRECTORS' ANNUAL REPORT ISSUER YES FOR FOR
AND ACCOUNTS
PROPOSAL #02: TO APPROVE THE DIRECTORS' REMUNERATION ISSUER YES FOR FOR
REPORT
PROPOSAL #03: TO ELECT MR P ANDERSON AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #04: TO RE-ELECT MR A BURGMANS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #05: TO RE-ELECT MRS C B CARROLL AS A ISSUER YES FOR ; FOR
DIRECTOR
PROPOSAL #06: TO RE-ELECT SIR WILLIAM CASTELL AS A ISSUER YES FOR FOR
DIRECTOR
PROPOSAL #07: TO RE-ELECT MR I C CONN AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #08: TO RE-ELECT MR G DAVID AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #09: TO ELECT MR I E L DAVIS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #10: TO RE-ELECT MR R DUDLEY AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #11: TO RE-ELECT MR D J FLINT AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #12: TO RE-ELECT DR B E GROTE AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #13: TO RE-ELECT DR A B HAYWARD AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #14: TO RE-ELECT MR A G INGLIS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #15: TO RE-ELECT DR D'S JULIUS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #16: TO ELECT MR C-H SVANBERG AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #17: TO REAPPOINT ERNST & YOUNG LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE THE BOARD TO FIX THEIR
REMUNERATION
PROPOSAL #S18: SPECIAL RESOLUTION: TO ADOPT NEW ISSUER YES FOR FOR
ARTICLES OF ASSOCIATION
PROPOSAL #S19: SPECIAL RESOLUTION: TO GIVE LIMITED ISSUER YES FOR FOR
AUTHORITY FOR THE PURCHASE OF ITS OWN SHARES BY THE
COMPANY
PROPOSAL #20: TO GIVE LIMITED AUTHORITY TO ALLOT ISSUER YES FOR FOR
SHARES UP TO A SPECIFIED AMOUNT
PROPOSAL #S21: SPECIAL RESOLUTION: TO GIVE AUTHORITY ISSUER YES FOR FOR
TO ALLOT A LIMITED NUMBER OF SHARES FOR CASH FREE OF
PRE-EMPTION RIGHTS
PROPOSAL #S22: SPECIAL RESOLUTION: TO AUTHORIZE THE ISSUER YES FOR FOR
CALLING OF GENERAL MEETINGS (EXCLUDING ANNUAL GENERAL
MEETINGS) BY NOTICE OF AT LEAST 14 CLEAR DAYS
PROPOSAL #23: TO APPROVE THE RENEWAL OF THE EXECUTIVE ISSUER YES FOR FOR
DIRECTORS INCENTIVE PLAN
PROPOSAL #24: TO APPROVE THE SCRIP DIVIDEND PROGRAMME ISSUER YES FOR FOR
PROPOSAL #S25: SPECIAL RESOLUTION: TO INSTRUCT A SHAREHOLDER YES ABSTAIN AGAINST
COMMITTEE OF THE BOARD TO REVIEW THE ASSUMPTIONS
BEHIND THE SUNRISE SAGD PROJECT
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ISSUER: BURLINGTON NORTHERN SANTA FE CORPORATION
TICKER: BNI CUSIP: 12189T104
MEETING DATE: 2/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ADOPT THE AGREEMENT AND PLAN OF MERGER, ISSUER YES FOR FOR
DATED AS OF NOVEMBER 2, 2009, BY AND AMONG BERKSHIRE
HATHWAY INC., R ACQUISITION COMPANY, LLC AND
BURLINGTON NORTHERN SANTA FE CORPORATION, AS IT MAY
BE AMENDED FROM TIME TO TIME (THE MERGER AGREEMENT).
PROPOSAL #02: ADOPT A MOTION TO ADJOURN OR POSTPONE ISSUER YES FOR FOR
THE SPECIAL MEETING TO ANOTHER TIME AND/OR PLACE FOR
THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IN FAVOR
OF THE PROPOSAL TO ADOPT THE MERGER AGREEMENT, IF
NECESSARY.
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ISSUER: CARDINAL HEALTH, INC.
TICKER: CAH CUSIP: 14149Y108
MEETING DATE: 11/4/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: COLLEEN F. ARNOLD ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: GEORGE S. BARRETT ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: GLENN A. BRITT ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: CALVIN DARDEN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: BRUCE L. DOWNEY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JOHN F. FINN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: GREGORY B. KENNY ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: RICHARD C. ISSUER YES FOR ; FOR
NOTEBAERT
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID W. RAISBECK ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JEAN G. ISSUER YES FOR 160; FOR
SPAULDING, M.D.
PROPOSAL #02: TO RATIFY THE SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
PROPOSAL #03: TO RE-APPROVE MATERIAL TERMS OF THE ISSUER YES FOR FOR
PERFORMANCE CRITERIA UNDER CARDINAL HEALTH'S AMENDED
& RESTATED MANAGEMENT INCENTIVE PLAN.
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
PERFORMANCE-BASED STOCK OPTIONS.
PROPOSAL #05: SHAREHOLDER PROPOSAL TO AMEND THE CODE SHAREHOLDER YES AGAINST FOR
OF REGULATIONS TO REQUIRE THAT THE CHAIRMAN OF THE
BOARD BE AN INDEPENDENT DIRECTOR.
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ISSUER: CHEVRON CORPORATION
TICKER: CVX CUSIP: 166764100
MEETING DATE: 5/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: S.H. ARMACOST ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: L.F. DEILY ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: R.E. DENHAM ISSUER YES FOR ; FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: R.J. EATON ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: C. HAGEL ISSUER YES FOR 160; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: E. HERNANDEZ ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: F.G. JENIFER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: G.L. KIRKLAND ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: S. NUNN ISSUER YES FOR 60; FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: D.B. RICE ISSUER YES FOR & #160; FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: K.W. SHARER ISSUER YES FOR ; FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: C.R. SHOEMATE ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: J.G. STUMPF ISSUER YES FOR ; FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: R.D. SUGAR ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: C. WARE ISSUER YES FOR 60; FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: J.S. WATSON ISSUER YES FOR ; FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: AMENDMENT TO CHEVRON'S BY-LAWS TO ISSUER YES FOR FOR
REDUCE THE PERCENTAGE OF STOCKHOLDINGS REQUIRED FOR
STOCKHOLDERS TO CALL FOR SPECIAL MEETINGS
PROPOSAL #04: APPOINTMENT OF AN INDEPENDENT DIRECTOR SHAREHOLDER YES AGAINST FOR
WITH ENVIRONMENTAL EXPERTISE
PROPOSAL #05: HOLDING EQUITY-BASED COMPENSATION SHAREHOLDER YES AGAINST FOR
THROUGH RETIREMENT
PROPOSAL #06: DISCLOSURE OF PAYMENTS TO HOST SHAREHOLDER YES AGAINST FOR
GOVERNMENTS
PROPOSAL #07: GUIDELINES FOR COUNTRY SELECTION SHAREHOLDER YES AGAINST FOR
PROPOSAL #08: FINANCIAL RISKS FROM CLIMATE CHANGE SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #09: HUMAN RIGHTS COMMITTEE SHAREHOLDER YES ABSTAIN AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COLGATE-PALMOLIVE COMPANY
TICKER: CL CUSIP: 194162103
MEETING DATE: 5/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN T. CAHILL ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: IAN COOK ISSUER YES FOR 160; FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: HELENE D. GAYLE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ELLEN M. HANCOCK ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JOSEPH JIMENEZ ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: DAVID W. JOHNSON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: RICHARD J. KOGAN ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: DELANO E. LEWIS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: J. PEDRO REINHARD ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: STEPHEN I. SADOVE ISSUER YES FOR FOR
PROPOSAL #02: RATIFY SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS COLGATE'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION. ISSUER YES FOR FOR
PROPOSAL #04: STOCKHOLDER PROPOSAL ON CHARITABLE SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS.
PROPOSAL #05: STOCKHOLDER PROPOSAL ON SPECIAL SHAREHOLDER YES AGAINST FOR
STOCKHOLDER MEETINGS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DOMINION RESOURCES, INC.
TICKER: D CUSIP: 25746U109
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WILLIAM P. BARR ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: PETER W. BROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: GEORGE A. ISSUER YES FOR FOR
DAVIDSON, JR.
PROPOSAL #1D: ELECTION OF DIRECTOR: THOMAS F. FARRELL ISSUER YES FOR FOR
II
PROPOSAL #1E: ELECTION OF DIRECTOR: JOHN W. HARRIS ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ROBERT S. JEPSON, ISSUER YES FOR FOR
JR.
PROPOSAL #1G: ELECTION OF DIRECTOR: MARK J. KINGTON ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: MARGARET A. ISSUER YES FOR FOR
MCKENNA
PROPOSAL #1I: ELECTION OF DIRECTOR: FRANK S. ROYAL ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROBERT H. ISSUER YES FOR FOR
SPILMAN, JR.
PROPOSAL #1K: ELECTION OF DIRECTOR: DAVID A. WOLLARD ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF THE ISSUER YES FOR FOR
INDEPENDENT AUDITORS FOR 2010
PROPOSAL #03: AMENDMENT TO ARTICLES OF INCORPORATION ISSUER YES FOR FOR
RELATED TO VOTING PROVISIONS
PROPOSAL #04: AMENDMENTS TO BYLAWS RELATED TO VOTING ISSUER YES FOR FOR
PROVISIONS
PROPOSAL #05: AMENDMENTS TO ARTICLES RELATED TO ISSUER YES FOR FOR
SETTING THE SIZE OF THE BOARD
PROPOSAL #06: AMENDMENT TO ARTICLES RELATED TO ISSUER YES FOR FOR
REMOVAL OF A DIRECTOR FOR CAUSE
PROPOSAL #07: AMENDMENT TO ARTICLES CLARIFYING ISSUER YES FOR FOR
CERTAIN SHAREHOLDER MEETING PROVISIONS
PROPOSAL #08: 20% RENEWABLE ELECTRICITY ENERGY SHAREHOLDER YES ABSTAIN AGAINST
GENERATION BY 2022
PROPOSAL #09: REJECT PLANS TO CONSTRUCT NORTH ANNA 3 SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #10: ADVISORY VOTE ON EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ELI LILLY AND COMPANY
TICKER: LLY CUSIP: 532457108
MEETING DATE: 4/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR : R. ALVAREZ ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR : W. BISCHOFF ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR : R.D. HOOVER ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR : F.G. PRENDERGAST ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR : K.P. SEIFERT ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT BY THE ISSUER YES FOR FOR
AUDIT COMMITTEE OF BOARD OF ERNST & YOUNG LLP AS
PRINCIPAL INDEPENDENT AUDITORS FOR 2010.
PROPOSAL #03: APPROVE AMENDMENTS TO THE ARTICLES OF ISSUER YES FOR FOR
INCORPORATION TO PROVIDE FOR ANNUAL ELECTION OF ALL
DIRECTORS.
PROPOSAL #04: APPROVE AMENDMENTS TO THE ARTICLES OF ISSUER YES FOR FOR
INCORPORATION TO ELIMINATE ALL SUPERMAJORITY VOTING
PROVISIONS.
PROPOSAL #05: SHAREHOLDER PROPOSAL ON ALLOWING SHAREHOLDER YES AGAINST FOR
SHAREHOLDERS TO CALL SPECIAL SHAREHOLDERS' MEETINGS.
PROPOSAL #06: SHAREHOLDER PROPOSAL ON PROHIBITING SHAREHOLDER YES AGAINST FOR
CEO'S FROM SERVING ON THE COMPENSATION COMMITTEE.
PROPOSAL #07: SHAREHOLDER PROPOSAL ON RATIFICATION OF SHAREHOLDER YES AGAINST FOR
EXECUTIVE COMPENSATION.
PROPOSAL #08: SHAREHOLDER PROPOSAL REQUIRING SHAREHOLDER YES AGAINST FOR
EXECUTIVES TO HOLD EQUITY AWARDS INTO RETIREMENT.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EMERSON ELECTRIC CO.
TICKER: EMR CUSIP: 291011104
MEETING DATE: 2/2/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: C.A.H. BOERSIG* ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: C. FERNANDEZ G.* ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: W.J. GALVIN* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.L. STEPHENSON* ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: V.R. LOUCKS, JR.** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.L. RIDGWAY** �� ISSUER YES FOR FOR
PROPOSAL #02: RE-APPROVAL OF THE PERFORMANCE MEASURES ISSUER YES FOR FOR
UNDER THE EMERSON ELECTRIC CO. ANNUAL INCENTIVE PLAN.
PROPOSAL #03: RATIFICATION OF KPMG LLP AS INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EXXON MOBIL CORPORATION
TICKER: XOM CUSIP: 30231G102
MEETING DATE: 5/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: M.J. BOSKIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P. BRABECK-LETMATHE ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: L.R. FAULKNER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.S. FISHMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: K.C. FRAZIER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.W. GEORGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M.C. NELSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.J. PALMISANO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.S REINEMUND ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.W. TILLERSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.E. WHITACRE, JR. ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS ISSUER YES FOR FOR
(PAGE 52)
PROPOSAL #03: SPECIAL SHAREHOLDER MEETINGS (PAGE 54) SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: INCORPORATE IN NORTH DAKOTA (PAGE 55) SHAREHOLDER YES AGAINST FOR
PROPOSAL #05: SHAREHOLDER ADVISORY VOTE ON EXECUTIVE SHAREHOLDER YES AGAINST FOR
COMPENSATION (PAGE 56)
PROPOSAL #06: AMENDMENT OF EEO POLICY (PAGE 57) SHAREHOLDER YES FOR AGAINST
PROPOSAL #07: POLICY ON WATER (PAGE 59) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #08: WETLANDS RESTORATION POLICY (PAGE 60) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #09: REPORT ON CANADIAN OIL SANDS (PAGE 62) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #10: REPORT ON NATURAL GAS PRODUCTION (PAGE SHAREHOLDER YES ABSTAIN AGAINST
64)
PROPOSAL #11: REPORT ON ENERGY TECHNOLOGY (PAGE 65) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #12: GREENHOUSE GAS EMISSIONS GOALS (PAGE 67) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #13: PLANNING ASSUMPTIONS (PAGE 69) SHAREHOLDER YES ABSTAIN AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GENERAL DYNAMICS CORPORATION
TICKER: GD CUSIP: 369550108
MEETING DATE: 5/5/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: NICHOLAS D. ISSUER YES FOR FOR
CHABRAJA
PROPOSAL #1B: ELECTION OF DIRECTOR: JAMES S. CROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: WILLIAM P. FRICKS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAY L. JOHNSON ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GEORGE A. JOULWAN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: PAUL G. KAMINSKI ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JOHN M. KEANE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: LESTER L. LYLES ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: WILLIAM A. OSBORN ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ROBERT WALMSLEY ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR & #160; FOR
INDEPENDENT AUDITORS.
PROPOSAL #03: SHAREHOLDER PROPOSAL WITH REGARD TO SHAREHOLDER YES ABSTAIN AGAINST
WEAPONS IN SPACE.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HONEYWELL INTERNATIONAL INC.
TICKER: HON CUSIP: 438516106
MEETING DATE: 4/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: GORDON M. BETHUNE ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: KEVIN BURKE ISSUER YES FOR ; FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JAIME CHICO PARDO ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: DAVID M. COTE ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: D. SCOTT DAVIS ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: LINNET F. DEILY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: CLIVE R. HOLLICK ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: GEORGE PAZ ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: BRADLEY T. SHEARES ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: MICHAEL W. WRIGHT ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF INDEPENDENT ACCOUNTANTS ISSUER YES FOR FOR
PROPOSAL #03: AMENDMENT TO THE AMENDED AND RESTATED ISSUER YES FOR FOR
CERTIFICATE OF INCORPORATION - RIGHT TO CALL A
SPECIAL MEETING OF SHAREOWNERS
PROPOSAL #04: ADVISORY VOTE ON EXECUTIVE COMPENSATION ISSUER YES FOR FOR
PROPOSAL #05: SHAREHOLDER ACTION BY WRITTEN CONSENT SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: INDEPENDENT CHAIRMAN SHAREHOLDER YES AGAINST 60; FOR
PROPOSAL #07: HUMAN RIGHTS -- DEVELOP AND ADOPT SHAREHOLDER YES ABSTAIN AGAINST
POLICIES
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ILLINOIS TOOL WORKS INC.
TICKER: ITW CUSIP: 452308109
MEETING DATE: 5/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MARVIN D. ISSUER YES FOR & #160; FOR
BRAILSFORD
PROPOSAL #1B: ELECTION OF DIRECTOR: SUSAN CROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DON H. DAVIS, JR. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ROBERT C. ISSUER YES FOR FOR
MCCORMACK
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT S. MORRISON ISSUER YES FOR F OR
PROPOSAL #1F: ELECTION OF DIRECTOR: JAMES A. SKINNER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: DAVID B. SMITH, ISSUER YES FOR FOR
JR.
PROPOSAL #1H: ELECTION OF DIRECTOR: DAVID B. SPEER ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: PAMELA B. STROBEL ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS ITW'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010.
PROPOSAL #03: STOCKHOLDER PROPOSAL, IF PRESENTED AT SHAREHOLDER YES ABSTAIN AGAINST
THE MEETING, REQUESTING REPORTS ON POLITICAL
CONTRIBUTIONS AND EXPENDITURES.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: INTERNATIONAL BUSINESS MACHINES CORP.
TICKER: IBM CUSIP: 459200101
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: A.J.P. BELDA ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: C. BLACK ISSUER YES FOR 160; FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: W.R. BRODY ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: K.I. CHENAULT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: M.L. ESKEW ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: S.A. JACKSON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: A.N. LIVERIS ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: W.J. MCNERNEY, JR. ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: T. NISHIMURO ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: J.W. OWENS ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: S.J. PALMISANO ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: J.E. SPERO ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: S. TAUREL ISSUER YES FOR & #160; FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: L.H. ZAMBRANO ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR & #160; FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: STOCKHOLDER PROPOSAL ON EXECUTIVE SHAREHOLDER YES AGAINST FOR
COMPENSATION ANNUAL INCENTIVE PAYOUT
PROPOSAL #04: STOCKHOLDER PROPOSAL ON CUMULATIVE SHAREHOLDER YES AGAINST FOR
VOTING
PROPOSAL #05: STOCKHOLDER PROPOSAL ON NEW THRESHOLD SHAREHOLDER YES AGAINST FOR
FOR CALLING SPECIAL MEETINGS
PROPOSAL #06: STOCKHOLDER PROPOSAL ON ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
ON EXECUTIVE COMPENSATION.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JOHNSON & JOHNSON
TICKER: JNJ CUSIP: 478160104
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MARY SUE COLEMAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JAMES G. CULLEN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: SUSAN L. LINDQUIST ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ANNE M. MULCAHY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: LEO F. MULLIN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM D. PEREZ ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: CHARLES PRINCE ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID SATCHER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: WILLIAM C. WELDON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR & #160; FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JPMORGAN CHASE & CO.
TICKER: JPM CUSIP: 46625H100
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CRANDALL C. BOWLES ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: STEPHEN B. BURKE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID M. COTE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES S. CROWN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JAMES DIMON ISSUER YES FOR ; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ELLEN V. FUTTER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM H. GRAY, ISSUER YES FOR FOR
III
PROPOSAL #1H: ELECTION OF DIRECTOR: LABAN P. JACKSON, ISSUER YES FOR FOR
JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID C. NOVAK ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LEE R. RAYMOND ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: WILLIAM C. WELDON ISSUER YES FOR FOR
PROPOSAL #02: APPOINTMENT OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION ISSUER YES FOR FOR
PROPOSAL #04: POLITICAL NON-PARTISANSHIP SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: COLLATERAL IN OVER THE COUNTER SHAREHOLDER YES AGAINST FOR
DERIVATIVES TRADING
PROPOSAL #07: SHAREHOLDER ACTION BY WRITTEN CONSENT SHAREHOLDER YES AGAINST FOR
PROPOSAL #08: INDEPENDENT CHAIRMAN SHAREHOLDER YES AGAINST 60; FOR
PROPOSAL #09: PAY DISPARITY SHAREHOLDER YES AGAINST FOR
PROPOSAL #10: SHARE RETENTION SHAREHOLDER YES AGAINST FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KIMBERLY-CLARK CORPORATION
TICKER: KMB CUSIP: 494368103
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN R. ALM ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: DENNIS R. ISSUER YES FOR FOR
BERESFORD
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN F. BERGSTROM ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ABELARDO E. BRU ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT W. DECHERD ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: THOMAS J. FALK ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: MAE C. JEMISON, ISSUER YES FOR FOR
M.D.
PROPOSAL #1H: ELECTION OF DIRECTOR: JAMES M. JENNESS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: IAN C. READ ISSUER YES FOR ; FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LINDA JOHNSON RICE ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: MARC J. SHAPIRO ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: G. CRAIG SULLIVAN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF AUDITORS ISSUER YES FOR 160; FOR
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER YES AGAINST FOR
SHAREHOLDER MEETINGS
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LINEAR TECHNOLOGY CORPORATION
TICKER: LLTC CUSIP: 535678106
MEETING DATE: 11/4/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ROBERT H. SWANSON, JR. ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: DAVID S. LEE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LOTHAR MAIER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD M. MOLEY ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: THOMAS S. VOLPE ISSUER YES FOR 60; FOR
PROPOSAL #02: TO APPROVE AN AMENDMENT TO THE ISSUER YES FOR & #160; FOR
COMPANY'S 2005 EMPLOYEE STOCK PURCHASE PLAN TO
INCREASE THE SHARES RESERVED FOR ISSUANCE THEREUNDER
PROPOSAL #03: TO APPROVE THE COMPANY'S 2009 EXECUTIVE ISSUER YES FOR FOR
BONUS PLAN.
PROPOSAL #04: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
JUNE 27, 2010.
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ISSUER: LOCKHEED MARTIN CORPORATION
TICKER: LMT CUSIP: 539830109
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: E.C. PETE ISSUER YES FOR & #160; FOR
ALDRIDGE JR.
PROPOSAL #1B: ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID B. BURRITT ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES O. ELLIS JR. ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GWENDOLYN S. KING ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JAMES M. LOY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: DOUGLAS H. ISSUER YES FOR ; FOR
MCCORKINDALE
PROPOSAL #1H: ELECTION OF DIRECTOR: JOSEPH W. RALSTON ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JAMES M. SCHNEIDER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ANNE STEVENS ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ROBERT J. STEVENS ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS INDEPENDENT AUDITORS
PROPOSAL #03: STOCKHOLDER PROPOSAL: REPORT ON SPACE- SHAREHOLDER YES ABSTAIN AGAINST
BASED WEAPONS PROGRAM
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LOWE'S COMPANIES, INC.
TICKER: LOW CUSIP: 548661107
MEETING DATE: 5/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DAVID W. BERNAUER ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: LEONARD L. BERRY ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: DAWN E. HUDSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT A. NIBLOCK ISSUER YES FOR & #160; FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: TO APPROVE AN AMENDMENT TO LOWE'S ISSUER YES FOR FOR
BYLAWS DECREASING THE PERCENTAGE OF SHARES REQUIRED
TO CALL A SPECIAL MEETING OF SHAREHOLDERS.
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON POLITICAL SPENDING.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SEPARATING THE ROLES OF CHAIRMAN AND CEO.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MARSH & MCLENNAN COMPANIES, INC.
TICKER: MMC CUSIP: 571748102
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: LESLIE M. BAKER ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ZACHARY W. CARTER ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: BRIAN DUPERREAULT ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: OSCAR FANJUL ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: H. EDWARD HANWAY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: GWENDOLYN S. KING ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: BRUCE P. NOLOP ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: MARC D. OKEN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF SELECTION OF ISSUER YES FOR 60; FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: STOCKHOLDER PROPOSAL: SHAREHOLDER SHAREHOLDER YES AGAINST FOR
ACTION BY WRITTEN CONSENT
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MCDONALD'S CORPORATION
TICKER: MCD CUSIP: 580135101
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WALTER E. MASSEY ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN W. ROGERS, ISSUER YES FOR FOR
JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: ROGER W. STONE ISSUER YES �� FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: MILES D. WHITE ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE APPOINTMENT OF AN ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO
SERVE AS INDEPENDENT AUDITORS FOR 2010.
PROPOSAL #03: SHAREHOLDER PROPOSAL RELATING TO SHAREHOLDER YES AGAINST FOR
SHAREHOLDER VOTE ON EXECUTIVE COMPENSATION.
PROPOSAL #04: SHAREHOLDER PROPOSAL RELATING TO SIMPLE SHAREHOLDER YES AGAINST FOR
MAJORITY VOTE.
PROPOSAL #05: SHAREHOLDER PROPOSAL RELATING TO THE SHAREHOLDER YES ABSTAIN AGAINST
USE OF CONTROLLED ATMOSPHERE STUNNING.
PROPOSAL #06: SHAREHOLDER PROPOSAL RELATING TO THE SHAREHOLDER YES ABSTAIN AGAINST
USE OF CAGE-FREE EGGS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MEDTRONIC, INC.
TICKER: MDT CUSIP: 585055106
MEETING DATE: 8/27/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RICHARD H. ANDERSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VICTOR J. DZAU, M.D. ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: WILLIAM A. HAWKINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SHIRLEY A. JACKSON, PHD ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: DENISE M. O'LEARY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ROBERT C. POZEN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JEAN-PIERRE ROSSO ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JACK W. SCHULER ISSUER YES FOR 60; FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 60; FOR
PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: TO APPROVE AN AMENDMENT TO THE ISSUER YES FOR 160; FOR
MEDTRONIC, INC. 2005 EMPLOYEES STOCK PURCHASE PLAN TO
INCREASE THE NUMBER OF SHARES AUTHORIZED FOR
ISSUANCE THEREUNDER FROM 10,000,000 TO 25,000,000.
PROPOSAL #04: TO APPROVE AN AMENDMENT TO THE ISSUER YES FOR 160; FOR
MEDTRONIC, INC. 2008 STOCK AWARD AND INCENTIVE PLAN
TO INCREASE THE NUMBER OF SHARES AUTHORIZED FOR
ISSUANCE THEREUNDER FROM 50,000,000 TO 100,000,000.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MERCK & CO., INC.
TICKER: MRK CUSIP: 589331107
MEETING DATE: 8/7/2009 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: PROPOSAL TO APPROVE THE AGREEMENT AND ISSUER YES FOR FOR
PLAN OF MERGER, DATED AS OF MARCH 8, 2009, BY AND
AMONG MERCK & CO., INC., SCHERING-PLOUGH CORPORATION,
SP MERGER SUBSIDIARY ONE, INC. (FORMERLY BLUE, INC.)
AND SP MERGER SUBSIDIARY TWO, INC. (FORMERLY PURPLE,
INC.), AS IT MAY BE AMENDED.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MICROSOFT CORPORATION
TICKER: MSFT CUSIP: 594918104
MEETING DATE: 11/19/2009 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: WILLIAM H. GATES ISSUER YES FOR FOR
III
PROPOSAL #02: ELECTION OF DIRECTOR: STEVEN A. BALLMER ISSUER YES FOR FOR
PROPOSAL #03: ELECTION OF DIRECTOR: DINA DUBLON ISSUER YES FOR ; FOR
PROPOSAL #04: ELECTION OF DIRECTOR: RAYMOND V. ISSUER YES FOR ; FOR
GILMARTIN
PROPOSAL #05: ELECTION OF DIRECTOR: REED HASTINGS ISSUER YES FOR FOR
PROPOSAL #06: ELECTION OF DIRECTOR: MARIA KLAWE ISSUER YES FOR ; FOR
PROPOSAL #07: ELECTION OF DIRECTOR: DAVID F. MARQUARDT ISSUER YES FOR FOR
PROPOSAL #08: ELECTION OF DIRECTOR: CHARLES H. NOSKI ISSUER YES FOR FOR
PROPOSAL #09: ELECTION OF DIRECTOR: HELMUT PANKE ISSUER YES FOR FOR
PROPOSAL #10: RATIFICATION OF THE SELECTION OF ISSUER YES FOR ; FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITOR
PROPOSAL #11: TO APPROVE AMENDMENTS TO AMENDED AND ISSUER YES FOR FOR
RESTATED ARTICLES OF INCORPORATION
PROPOSAL #12: ADVISORY VOTE ON EXECUTIVE COMPENSATION ISSUER YES FOR FOR
PROPOSAL #13: SHAREHOLDER PROPOSAL - ADOPTION OF SHAREHOLDER YES ABSTAIN AGAINST
HEALTHCARE REFORM PRINCIPLES
PROPOSAL #14: SHAREHOLDER PROPOSAL - DISCLOSURE OF SHAREHOLDER YES ABSTAIN AGAINST
CHARITABLE CONTRIBUTIONS
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NIKE, INC.
TICKER: NKE CUSIP: 654106103
MEETING DATE: 9/21/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JILL K. CONWAY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALAN B. GRAF, JR. ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JOHN C. LECHLEITER ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE AN AMENDMENT TO THE NIKE, ISSUER YES FOR FOR
INC. EMPLOYEE STOCK PURCHASE PLAN.
PROPOSAL #03: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 0; FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PAYCHEX, INC.
TICKER: PAYX CUSIP: 704326107
MEETING DATE: 10/13/2009 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: B. THOMAS GOLISANO ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: DAVID J.S. ISSUER YES FOR ; FOR
FLASCHEN
PROPOSAL #1C: ELECTION OF DIRECTOR: GRANT M. INMAN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: PAMELA A. JOSEPH ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JONATHAN J. JUDGE ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JOSEPH M. TUCCI ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JOSEPH M. VELLI ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE AUDIT COMMITTEE'S ISSUER YES FOR FOR
SELECTION OF ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PEPSICO, INC.
TICKER: PEP CUSIP: 713448108
MEETING DATE: 5/5/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: S.L. BROWN ISSUER YES FOR & #160; FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: I.M. COOK ISSUER YES FOR & #160; FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: D. DUBLON ISSUER YES FOR & #160; FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: V.J. DZAU ISSUER YES FOR & #160; FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: R.L. HUNT ISSUER YES FOR & #160; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: A. IBARGUEN ISSUER YES FOR ; FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: A.C. MARTINEZ ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: I.K. NOOYI ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: S.P. ROCKEFELLER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: J.J. SCHIRO ISSUER YES FOR ; FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: L.G. TROTTER ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: D. VASELLA ISSUER YES AGAINST AGAINST
PROPOSAL #02: APPROVAL OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTANTS.
PROPOSAL #03: APPROVAL OF AMENDMENT TO PEPSICO, INC. ISSUER YES FOR FOR
2007 LONG-TERM INCENTIVE PLAN.
PROPOSAL #04: SHAREHOLDER PROPOSAL - CHARITABLE SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS REPORT (PROXY STATEMENT P. 67)
PROPOSAL #05: SHAREHOLDER PROPOSAL - RIGHT TO CALL SHAREHOLDER YES AGAINST FOR
SPECIAL SHAREHOLDERS MEETING (PROXY STATEMENT P. 68)
PROPOSAL #06: SHAREHOLDER PROPOSAL - PUBLIC POLICY SHAREHOLDER YES ABSTAIN AGAINST
REPORT (PROXY STATEMENT P. 70)
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PFIZER INC.
TICKER: PFE CUSIP: 717081103
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DENNIS A. AUSIELLO ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MICHAEL S. BROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: M. ANTHONY BURNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ROBERT N. BURT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: W. DON CORNWELL ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: FRANCES D. ISSUER YES FOR ; FOR
FERGUSSON
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM H. GRAY ISSUER YES FOR FOR
III
PROPOSAL #1H: ELECTION OF DIRECTOR: CONSTANCE J. ISSUER YES FOR FOR
HORNER
PROPOSAL #1I: ELECTION OF DIRECTOR: JAMES M. KILTS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JEFFREY B. KINDLER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: GEORGE A. LORCH ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JOHN P. MASCOTTE ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: SUZANNE NORA ISSUER YES FOR FOR
JOHNSON
PROPOSAL #1N: ELECTION OF DIRECTOR: STEPHEN W. SANGER ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: WILLIAM C. ISSUER YES FOR ; FOR
STEERE, JR.
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2010.
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION. ISSUER YES FOR FOR
PROPOSAL #04: APPROVAL OF BY-LAW AMENDMENT TO REDUCE ISSUER YES FOR FOR
THE PERCENTAGE OF SHARES REQUIRED FOR SHAREHOLDERS TO
CALL SPECIAL MEETINGS.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING STOCK SHAREHOLDER YES AGAINST FOR
OPTIONS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PRAXAIR, INC.
TICKER: PX CUSIP: 74005P104
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: STEPHEN F. ANGEL ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: NANCE K. DICCIANI ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: EDWARD G. GALANTE ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: CLAIRE W. GARGALLI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: IRA D. HALL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RAYMOND W. LEBOEUF ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LARRY D. MCVAY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WAYNE T. SMITH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT L. WOOD ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
THE INDEPENDENT AUDITOR.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.)
TICKER: SLB CUSIP: 806857108
MEETING DATE: 4/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: P. CAMUS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.S. GORELICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. GOULD ISSUER YES FO R FOR
ELECTION OF DIRECTOR: T. ISAAC ISSUER YES FO R FOR
ELECTION OF DIRECTOR: N. KUDRYAVTSEV ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. LAJOUS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M.E. MARKS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: L.R. REIF ISSUER YES FOR FOR
ELECTION OF DIRECTOR: T.I. SANDVOLD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H. SEYDOUX ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P. CURRIE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: K.V. KAMATH ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO ADOPT AND APPROVE ISSUER YES FOR 160; FOR
FINANCIALS AND DIVIDENDS.
PROPOSAL #03: PROPOSAL TO APPROVE THE ADOPTION OF THE ISSUER YES FOR FOR
SCHLUMBERGER 2010 STOCK INCENTIVE PLAN.
PROPOSAL #04: PROPOSAL TO APPROVE THE ADOPTION OF AN ISSUER YES FOR FOR
AMENDMENT TO THE SCHLUMBERGER DISCOUNTED STOCK
PURCHASE PLAN.
PROPOSAL #05: PROPOSAL TO APPROVE INDEPENDENT ISSUER YES FOR & #160; FOR
REGISTERED PUBLIC ACCOUNTING FIRM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STAPLES, INC.
TICKER: SPLS CUSIP: 855030102
MEETING DATE: 6/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: BASIL L. ANDERSON ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ARTHUR M. BLANK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MARY ELIZABETH ISSUER YES FOR FOR
BURTON
PROPOSAL #1D: ELECTION OF DIRECTOR: JUSTIN KING ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: CAROL MEYROWITZ ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ROWLAND T. ISSUER YES FOR ; FOR
MORIARTY
PROPOSAL #1G: ELECTION OF DIRECTOR: ROBERT C. NAKASONE ISSUER YES FOR F OR
PROPOSAL #1H: ELECTION OF DIRECTOR: RONALD L. SARGENT ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: ELIZABETH A. SMITH ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROBERT E. SULENTIC ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: VIJAY VISHWANATH ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: PAUL F. WALSH ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE THE LONG TERM CASH INCENTIVE ISSUER YES FOR FOR
PLAN.
PROPOSAL #03: TO APPROVE AN AMENDMENT TO STAPLES' ISSUER YES FOR FOR
AMENDED AND RESTATED 2004 STOCK INCENTIVE PLAN
INCREASING THE NUMBER OF SHARES OF COMMON STOCK
AUTHORIZED FOR ISSUANCE UNDER THE PLAN FROM
77,430,000 TO 97,430,000 AND AMENDING THE MATERIAL
TERMS OF THE PERFORMANCE GOALS OF THE PLAN.
PROPOSAL #04: TO RATIFY THE SELECTION BY THE AUDIT ISSUER YES FOR FOR
COMMITTEE OF ERNST & YOUNG LLP AS STAPLES'
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
CURRENT FISCAL YEAR.
PROPOSAL #05: TO ACT ON A SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
REGARDING THE ABILITY OF SHAREHOLDERS TO ACT BY
MAJORITY WRITTEN CONSENT.
PROPOSAL #06: TO ACT ON A SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
PROVIDING SHAREHOLDERS OWNING 10% OF OUTSTANDING
SHARES WITH THE ABILITY TO CALL SPECIAL MEETINGS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SYSCO CORPORATION
TICKER: SYY CUSIP: 871829107
MEETING DATE: 11/18/2009 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR TO SERVE UNTIL THE ISSUER YES FOR FOR
ANNUAL MEETING OF STOCKHOLDERS IN 2012: JONATHAN
PROPOSAL #1B: ELECTION OF DIRECTOR TO SERVE UNTIL THE ISSUER YES FOR FOR
ANNUAL MEETING OF STOCKHOLDERS IN 2012: JOSEPH A.
HAFNER. JR.
PROPOSAL #1C: ELECTION OF DIRECTOR TO SERVE UNTIL THE ISSUER YES FOR FOR
ANNUAL MEETING OF STOCKHOLDERS IN 2012: NANCY S.
NEWCOMB
PROPOSAL #1D: ELECTION OF DIRECTOR TO SERVE UNTIL THE ISSUER YES FOR FOR
ANNUAL MEETING OF STOCKHOLDERS IN 2012: KENNETH F.
SPITLER
PROPOSAL #02: TO APPROVE THE 2009 NON-EMPLOYEE ISSUER YES FOR FOR
DIRECTORS STOCK PLAN.
PROPOSAL #03: TO AUTHORIZE AMENDMENTS TO SYSCO'S 2007 ISSUER YES FOR FOR
STOCK INCENTIVE PLAN, AS AMENDED.
PROPOSAL #04: TO APPROVE THE MATERIAL TERMS OF, AND ISSUER YES FOR FOR
THE PAYMENT OF COMPENSATION TO CERTAIN EXECUTIVE
OFFICERS PURSUANT TO, THE 2009 MANAGEMENT INCENTIVE
PLAN, SO THAT THE DEDUCTIBILITY OF SUCH COMPENSATION
WILL NOT BE LIMITED BY SECTION 162(M) OF THE INTERNAL
REVENUE CODE.
PROPOSAL #05: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS SYSCO'S INDEPENDENT ACCOUNTANTS FOR
FISCAL 2010.
PROPOSAL #06: TO CONSIDER AND APPROVE AN ADVISORY ISSUER YES FOR FOR
PROPOSAL RELATING TO THE COMPANY'S EXECUTIVE
COMPENSATION PHILOSOPHY, POLICIES AND PROCEDURES.
PROPOSAL #07: TO CONSIDER A STOCKHOLDER PROPOSAL, IF SHAREHOLDER YES ABSTAIN AGAINST
PRESENTED AT THE MEETING, REQUESTING THAT THE BOARD
OF DIRECTORS ADOPT CERTAIN PRINCIPLES FOR HEALTH CARE
REFORM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE CHUBB CORPORATION
TICKER: CB CUSIP: 171232101
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ZOE BAIRD ISSUER YES FOR 160; FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: SHEILA P. BURKE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JAMES I. CASH, JR. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN D. FINNEGAN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: MARTIN G. MCGUINN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: LAWRENCE M. SMALL ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JESS SODERBERG ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: DANIEL E. SOMERS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: KAREN HASTIE ISSUER YES FOR FOR
WILLIAMS
PROPOSAL #1J: ELECTION OF DIRECTOR: JAMES M. ZIMMERMAN ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ALFRED W. ZOLLAR ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS INDEPENDENT AUDITOR.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE COCA-COLA COMPANY
TICKER: KO CUSIP: 191216100
MEETING DATE: 4/21/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: HERBERT A. ALLEN �� ISSUER YES FOR FOR
PROPOSAL #02: ELECTION OF DIRECTOR: RONALD W. ALLEN ISSUER YES FOR FOR
PROPOSAL #03: ELECTION OF DIRECTOR: CATHLEEN P. BLACK ISSUER YES FOR FOR
PROPOSAL #04: ELECTION OF DIRECTOR: BARRY DILLER ISSUER YES FOR FOR
PROPOSAL #05: ELECTION OF DIRECTOR: ALEXIS M. HERMAN ISSUER YES FOR FOR
PROPOSAL #06: ELECTION OF DIRECTOR: MUHTAR KENT ISSUER YES FOR FOR
PROPOSAL #07: ELECTION OF DIRECTOR: DONALD R. KEOUGH ISSUER YES FOR FOR
PROPOSAL #08: ELECTION OF DIRECTOR: MARIA ELENA ISSUER YES FOR FOR
LAGOMASINO
PROPOSAL #09: ELECTION OF DIRECTOR: DONALD F. MCHENRY ISSUER YES FOR FOR
PROPOSAL #10: ELECTION OF DIRECTOR: SAM NUNN ISSUER YES FOR 160; FOR
PROPOSAL #11: ELECTION OF DIRECTOR: JAMES D. ROBINSON ISSUER YES FOR FOR
III
PROPOSAL #12: ELECTION OF DIRECTOR: PETER V. UEBERROTH ISSUER YES FOR FOR
PROPOSAL #13: ELECTION OF DIRECTOR: JACOB WALLENBERG ISSUER YES FOR FOR
PROPOSAL #14: ELECTION OF DIRECTOR: JAMES B. WILLIAMS ISSUER YES FOR FOR
PROPOSAL #15: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS INDEPENDENT AUDITORS
PROPOSAL #16: SHAREOWNER PROPOSAL REGARDING AN SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE COMPENSATION
PROPOSAL #17: SHAREOWNER PROPOSAL REGARDING AN SHAREHOLDER YES AGAINST FOR
INDEPENDENT BOARD CHAIR
PROPOSAL #18: SHAREOWNER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
RESTRICTED STOCK
PROPOSAL #19: SHAREOWNER PROPOSAL REGARDING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON BISPHENOL-A
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE PROCTER & GAMBLE COMPANY
TICKER: PG CUSIP: 742718109
MEETING DATE: 10/13/2009 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: KENNETH I. ISSUER YES FOR FOR
CHENAULT
PROPOSAL #1B: ELECTION OF DIRECTOR: SCOTT D. COOK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: RAJAT K. GUPTA ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: A.G. LAFLEY ISSUER YES FOR ; FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: CHARLES R. LEE ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: LYNN M. MARTIN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: ROBERT A. MCDONALD ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: W. JAMES ISSUER YES FOR & #160; FOR
MCNERNEY, JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: JOHNATHAN A. ISSUER YES FOR FOR
RODGERS
PROPOSAL #1J: ELECTION OF DIRECTOR: RALPH SNYDERMAN, ISSUER YES FOR FOR
M.D.
PROPOSAL #1K: ELECTION OF DIRECTOR: MARY AGNES ISSUER YES FOR FOR
WILDEROTTER
PROPOSAL #1L: ELECTION OF DIRECTOR: PATRICIA A. WOERTZ ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: ERNESTO ZEDILLO ISSUER YES FOR FOR
PROPOSAL #02: RATIFY APPOINTMENT OF THE INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: AMEND THE COMPANY'S CODE OF REGULATIONS ISSUER YES FOR FOR
PROPOSAL #04: APPROVE THE PROCTER & GAMBLE 2009 STOCK ISSUER YES FOR FOR
AND INCENTIVE COMPENSATION PLAN
PROPOSAL #05: SHAREHOLDER PROPOSAL #1 - CUMULATIVE SHAREHOLDER YES AGAINST FOR
VOTING
PROPOSAL #06: SHAREHOLDER PROPOSAL #2 - ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
ON EXECUTIVE COMPENSATION
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE WALT DISNEY COMPANY
TICKER: DIS CUSIP: 254687106
MEETING DATE: 3/10/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: SUSAN E. ARNOLD ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN E. BRYSON ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN S. CHEN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JUDITH L. ESTRIN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT A. IGER ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: STEVEN P. JOBS ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: FRED H. LANGHAMMER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: AYLWIN B. LEWIS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: MONICA C. LOZANO ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROBERT W. ISSUER YES FOR FOR
MATSCHULLAT
PROPOSAL #1K: ELECTION OF DIRECTOR: JOHN E. PEPPER, ISSUER YES FOR FOR
JR.
PROPOSAL #1L: ELECTION OF DIRECTOR: SHERYL SANDBERG ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: ORIN C. SMITH ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 60; FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
REGISTERED PUBLIC ACCOUNTANTS FOR 2010.
PROPOSAL #03: TO APPROVE THE AMENDMENT TO THE AMENDED ISSUER YES FOR FOR
AND RESTATED 2005 STOCK INCENTIVE PLAN.
PROPOSAL #04: TO APPROVE THE AMENDMENT TO THE ISSUER YES FOR & #160; FOR
COMPANY'S RESTATED CERTIFICATE OF INCORPORATION
RELATING TO INTERESTED PERSON TRANSACTIONS.
PROPOSAL #05: TO APPROVE THE AMENDMENT TO THE ISSUER YES FOR & #160; FOR
COMPANY'S RESTATED CERTIFICATE OF INCORPORATION
RELATING TO BYLAW AMENDMENTS.
PROPOSAL #06: TO APPROVE THE AMENDMENT TO THE ISSUER YES FOR & #160; FOR
COMPANY'S RESTATED CERTIFICATE OF INCORPORATION
RELATING TO TRACKING STOCK PROVISIONS.
PROPOSAL #07: TO APPROVE THE AMENDMENT TO THE ISSUER YES FOR & #160; FOR
COMPANY'S RESTATED CERTIFICATE OF INCORPORATION
RELATING TO CLASSIFIED BOARD TRANSITION PROVISIONS.
PROPOSAL #08: TO APPROVE THE SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
RELATING TO SHAREHOLDER ADVISORY VOTE ON EXECUTIVE
COMPENSATION.
PROPOSAL #09: TO APPROVE THE SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
RELATING TO EX-GAY NON DISCRIMINATION POLICY.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE WESTERN UNION COMPANY
TICKER: WU CUSIP: 959802109
MEETING DATE: 5/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: DINYAR S. DEVITRE ISSUER YES FOR FOR
PROPOSAL #02: ELECTION OF DIRECTOR: CHRISTINA A. GOLD ISSUER YES FOR FOR
PROPOSAL #03: ELECTION OF DIRECTOR: BETSY D. HOLDEN ISSUER YES FOR FOR
PROPOSAL #04: ELECTION OF DIRECTOR: WULF VON ISSUER YES FOR & #160; FOR
SCHIMMELMANN
PROPOSAL #05: RATIFICATION OF SELECTION OF AUDITORS ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TOTAL S.A.
TICKER: TOT CUSIP: 89151E109
MEETING DATE: 5/21/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1: APPROVAL OF PARENT COMPANY FINANCIAL ISSUER YES FOR FOR
STATEMENTS DATED DECEMBER 31, 2009.
PROPOSAL #O2: APPROVAL OF CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS DATED DECEMBER 31, 2009.
PROPOSAL #O3: ALLOCATION OF EARNINGS, DECLARATION OF ISSUER YES FOR FOR
DIVIDEND.
PROPOSAL #O4: AGREEMENTS COVERED BY ARTICLE L.225-38 ISSUER YES FOR FOR
OF THE FRENCH COMMERCIAL CODE.
PROPOSAL #O5: COMMITMENTS UNDER ARTICLE L.225-42-1 OF ISSUER YES AGAINST AGAINST
THE FRENCH COMMERCIAL CODE, CONCERNING MR.
CHRISTOPHE DE MARGERIE.
PROPOSAL #O6: AUTHORIZATION FOR THE BOARD OF ISSUER YES FOR 160; FOR
DIRECTORS TO TRADE IN SHARES OF THE COMPANY.
PROPOSAL #O7: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES FOR FOR
THIERRY DESMAREST AS A DIRECTOR.
PROPOSAL #O8: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES AGAINST AGAINST
THIERRY DE RUDDER AS A DIRECTOR.
PROPOSAL #O9: APPOINTMENT OF MR. GUNNAR BROCK AS A ISSUER YES FOR FOR
DIRECTOR.
PROPOSAL #O13: RENEWAL OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
AND YOUNG AUDIT AS STATUTORY AUDITORS.
PROPOSAL #O14: RENEWAL OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
AUDIT (A DIVISION OF KPMG S.A.) AS STATUTORY AUDITORS.
PROPOSAL #O15: APPOINTMENT OF AUDITEX AS ALTERNATE ISSUER YES FOR FOR
AUDITORS.
PROPOSAL #O16: APPOINTMENT OF KPMG AUDIT IS AS ISSUER YES FOR FOR
ALTERNATE AUDITOR.
PROPOSAL #E17: SHARE CAPITAL INCREASES WITH ISSUER YES FOR 60; FOR
PREFERENTIAL SUBSCRIPTION RIGHTS.
PROPOSAL #E18: SHARE CAPITAL INCREASES BY PUBLIC ISSUER YES FOR FOR
OFFERING WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS.
PROPOSAL #E19: SHARE CAPITAL INCREASES IN EXCHANGE ISSUER YES FOR FOR
FOR EQUITY SECURITIES CONTRIBUTED TO THE COMPANY.
PROPOSAL #E20: SHARE CAPITAL INCREASES BY THE ISSUER YES FOR & #160; FOR
ISSUANCE OF COMMON SHARES RESERVED TO EMPLOYEES.
PROPOSAL #E21: ALLOCATION OF STOCK OPTIONS. ISSUER YES FOR 0; FOR
PROPOSAL #A: AMENDMENT OF THE ARTICLES OF ASSOCIATION SHAREHOLDER YES AGAINST FOR
CONCERNING THE PUBLICATION OF THE INTERNAL CHARTERS
FOR COLLECTIVE INVESTMENT FUNDS WHOSE ASSETS ARE MORE
THAN 0.5% OF THE CAPITAL OF THE COMPANY.
PROPOSAL #Z: PLEASE BE ADVISED YOU MAY VOTE ONLY ON ISSUER YES FOR AGAINST
ONE OF THE FOLLOWING: FOR PROPOSAL 10 VOTE FOR
APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE
SHAREHOLDERS MR: CLAUDE CLEMENTE FOR PROPOSAL 11 VOTE
AGAINST APPOINTMENT OF A DIRECTOR REPRESENTING
EMPLOYEE SHAREHOLDERS MR: PHILIPPE MARCHANDISE FOR
PROPOSAL 12 VOTE ABSTAIN APPOINTMENT OF A DIRECTOR
REPRESENTING EMPLOYEE SHAREHOLDERS MR. MOHAMMED ZAKI
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNITED PARCEL SERVICE, INC.
TICKER: UPS CUSIP: 911312106
MEETING DATE: 5/6/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: F. DUANE ACKERMAN ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: MICHAEL J. BURNS ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: D. SCOTT DAVIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STUART E. EIZENSTAT ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: MICHAEL L. ESKEW ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: WILLIAM R. JOHNSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANN M. LIVERMORE ISSUER YES WITHHOLD 60; AGAINST
ELECTION OF DIRECTOR: RUDY MARKHAM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN W. THOMPSON ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: CAROL B. TOME ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS UPS'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31,
2010.
PROPOSAL #03: APPROVAL OF A PROPOSAL REMOVING THE ISSUER YES FOR FOR
VOTING STANDARD FROM THE UPS CERTIFICATE OF
INCORPORATION SO THAT THE BOARD MAY PROVIDE FOR
MAJORITY VOTING IN UNCONTESTED DIRECTOR ELECTIONS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNITED TECHNOLOGIES CORPORATION
TICKER: UTX CUSIP: 913017109
MEETING DATE: 4/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: LOUIS R. CHENEVERT ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JOHN V. FARACI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEAN-PIERRE GARNIER ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: JAMIE S. GORELICK ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: CARLOS M. GUTIERREZ ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: EDWARD A. KANGAS ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: CHARLES R. LEE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD D. MCCORMICK ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: HAROLD MCGRAW III ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: RICHARD B. MYERS ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: H. PATRICK SWYGERT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANDRE VILLENEUVE ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: CHRISTINE TODD WHITMAN ISSUER YES FOR 160; FOR
PROPOSAL #02: APPOINTMENT OF THE FIRM OF ISSUER YES FOR ; FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITOR.
PROPOSAL #03: SHAREOWNER PROPOSAL: ADVISORY VOTE ON SHAREHOLDER YES AGAINST FOR
EXECUTIVE COMPENSATION
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WALGREEN CO.
TICKER: WAG CUSIP: 931422109
MEETING DATE: 1/13/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: STEVEN A. DAVIS ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: WILLIAM C. FOOTE ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: MARK P. FRISSORA ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: ALAN G. MCNALLY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: NANCY M. SCHLICHTING ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: DAVID Y. SCHWARTZ ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ALEJANDRO SILVA ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JAMES A. SKINNER ISSUER YES FOR 160; FOR
ELECTION OF DIRECTOR: GREGORY D. WASSON ISSUER YES FOR & #160; FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS WALGREEN CO.'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: AMEND AND RESTATE THE WALGREEN CO. ISSUER YES FOR FOR
EXECUTIVE STOCK OPTION PLAN.
PROPOSAL #04: SHAREHOLDER PROPOSAL ON A POLICY TO SHAREHOLDER YES FOR AGAINST
CHANGE EACH VOTING REQUIREMENT IN WALGREEN CO.'S
CHARTER AND BY-LAWS TO SIMPLE MAJORITY VOTE.
PROPOSAL #05: SHAREHOLDER PROPOSAL ON A POLICY THAT A SHAREHOLDER YES AGAINST FOR
SIGNIFICANT PORTION OF FUTURE STOCK OPTION GRANTS TO
SENIOR EXECUTIVES SHOULD BE PERFORMANCE-BASED.
PROPOSAL #06: SHAREHOLDER PROPOSAL ON A WRITTEN SHAREHOLDER YES ABSTAIN AGAINST
REPORT ON CHARITABLE DONATIONS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WAL-MART STORES, INC.
TICKER: WMT CUSIP: 931142103
MEETING DATE: 6/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: AIDA M. ALVAREZ ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JAMES W. BREYER ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: M. MICHELE BURNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES I. CASH, JR. ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROGER C. CORBETT ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: DOUGLAS N. DAFT ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: MICHAEL T. DUKE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: GREGORY B. PENNER ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: STEVEN'S REINEMUND ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: H. LEE SCOTT, JR. ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ARNE M. SORENSON ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JIM C. WALTON ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: S. ROBSON WALTON ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: CHRISTOPHER J. ISSUER YES FOR FOR
WILLIAMS
PROPOSAL #1O: ELECTION OF DIRECTOR: LINDA S. WOLF ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
INDEPENDENT ACCOUNTANTS
PROPOSAL #03: APPROVAL OF THE WAL-MART STORES, INC. ISSUER YES FOR FOR
STOCK INCENTIVE PLAN OF 2010
PROPOSAL #04: APPROVAL OF THE ASDA LIMITED SHARESAVE ISSUER YES AGAINST AGAINST
PLAN 2000, AS AMENDED
PROPOSAL #05: GENDER IDENTITY NON-DISCRIMINATION SHAREHOLDER YES ABSTAIN AGAINST
POLICY
PROPOSAL #06: ADVISORY VOTE ON EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
PROPOSAL #07: POLITICAL CONTRIBUTIONS REPORT SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #08: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
PROPOSAL #09: POULTRY SLAUGHTER SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #10: LOBBYING PRIORITIES REPORT SHAREHOLDER YES ABSTAIN AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WASTE MANAGEMENT, INC.
TICKER: WM CUSIP: 94106L109
MEETING DATE: 5/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: PASTORA SAN JUAN ISSUER YES FOR FOR
CAFFERTY
PROPOSAL #1B: ELECTION OF DIRECTOR: FRANK M. CLARK, ISSUER YES FOR FOR
JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: PATRICK W. GROSS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN C. POPE ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: W. ROBERT REUM ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: STEVEN G. ISSUER YES FOR FOR
ROTHMEIER
PROPOSAL #1G: ELECTION OF DIRECTOR: DAVID P. STEINER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: THOMAS H. ISSUER YES FOR FOR
WEIDEMEYER
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010.
PROPOSAL #03: PROPOSAL TO AMEND THE COMPANY'S SECOND ISSUER YES FOR FOR
RESTATED CERTIFICATE OF INCORPORATION TO ELIMINATE
THE SUPERMAJORITY STOCKHOLDER VOTING PROVISIONS.
PROPOSAL #04: PROPOSAL RELATING TO DISCLOSURE OF SHAREHOLDER YES ABSTAIN AGAINST
POLITICAL CONTRIBUTIONS, IF PROPERLY PRESENTED AT THE
MEETING.
PROPOSAL #05: PROPOSAL RELATING TO THE RIGHT OF SHAREHOLDER YES AGAINST FOR
STOCKHOLDERS TO CALL SPECIAL STOCKHOLDER MEETINGS, IF
PROPERLY PRESENTED AT THE MEETING.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WELLS FARGO & COMPANY
TICKER: WFC CUSIP: 949746101
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN D. BAKER II ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN S. CHEN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: LLOYD H. DEAN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: SUSAN E. ENGEL ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ENRIQUE ISSUER YES FOR 160; FOR
HERNANDEZ, JR.
PROPOSAL #1F: ELECTION OF DIRECTOR: DONALD M. JAMES ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: RICHARD D. ISSUER YES FOR ; FOR
MCCORMICK
PROPOSAL #1H: ELECTION OF DIRECTOR: MACKEY J. MCDONALD ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: CYNTHIA H. ISSUER YES FOR ; FOR
MILLIGAN
PROPOSAL #1J: ELECTION OF DIRECTOR: NICHOLAS G. MOORE ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: PHILIP J. QUIGLEY ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JUDITH M. RUNSTAD ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: STEPHEN W. SANGER ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: ROBERT K. STEEL ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: JOHN G. STUMPF ISSUER YES FOR FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: SUSAN G. SWENSON ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO APPROVE A NON-BINDING ISSUER YES FOR FOR
ADVISORY RESOLUTION REGARDING THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVES.
PROPOSAL #03: PROPOSAL TO APPROVE AN AMENDMENT TO THE ISSUER YES FOR FOR
COMPANY'S CERTIFICATE OF INCORPORATION TO INCREASE
THE COMPANY'S AUTHORIZED SHARES OF COMMON STOCK FROM
6 BILLION TO 9 BILLION.
PROPOSAL #04: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
KPMG LLP AS INDEPENDENT AUDITORS FOR 2010.
PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING AN SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE AND DIRECTOR COMPENSATION.
PROPOSAL #06: STOCKHOLDER PROPOSAL REGARDING A POLICY SHAREHOLDER YES AGAINST FOR
TO REQUIRE AN INDEPENDENT CHAIRMAN.
PROPOSAL #07: STOCKHOLDER PROPOSAL REGARDING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON CHARITABLE CONTRIBUTIONS.
PROPOSAL #08: STOCKHOLDER PROPOSAL REGARDING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON POLITICAL CONTRIBUTIONS.
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
VANGUARD SPECIALIZED FUNDS
By: /s/F. William McNabb III
(Heidi Stam)
F. William McNabb III*
Chairman and Chief Executive Officer
Date: August 31, 2010
* By Power of Attorney. Filed on April 26, 2010, see File Number 33-53683.
Incorporated by Reference.