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, 2011 - JUNE 30, 2012
FUND: VANGUARD PRECIOUS METALS AND MINING FUND
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ISSUER: Alacer Gold Corp.
TICKER: AQG CUSIP: 010679108
MEETING DATE: 5/23/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR TIMOTHY J. HADDON ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR JAN A. CASTRO ISSUER YES FOR FOR
PROPOSAL #1.3: ELECT DIRECTOR EDWARD DOWLING ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR RICHARD P. GRAFF ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR DAVID F. QUINLIVAN ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR STEPHANIE J. UNWIN ISSUER YES FOR FOR
PROPOSAL #1.7: ELECT DIRECTOR ROHAN WILLIAMS ISSUER YES FOR FOR
PROPOSAL #2: APPROVE PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE BOARD TO FIX THEIR REMUNERATION
PROPOSAL #3: AMEND ARTICLES ISSUER YES FOR FOR
PROPOSAL #4: ADOPT BY-LAW NO. 2 ISSUER YES FOR FOR
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ISSUER: AMCOL International Corporation
TICKER: ACO CUSIP: 02341W103
MEETING DATE: 5/10/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT DIRECTOR DANIEL P. CASEY ISSUER YES FOR FOR
PROPOSAL #2: ELECT DIRECTOR RYAN F. MCKENDRICK ISSUER YES FOR FOR
PROPOSAL #3: ELECT DIRECTOR FREDERICK J. PALENSKY ISSUER YES FOR FOR
PROPOSAL #4: ELECT DIRECTOR DALE E. STAHL ISSUER YES FOR FOR
PROPOSAL #5: RATIFY AUDITORS ISSUER YES FOR FOR
PROPOSAL #6: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR
OFFICERS' COMPENSATION
PROPOSAL #7: OTHER BUSINESS ISSUER YES AGAINST AGAINST
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ISSUER: Apex Minerals NL
TICKER: AXM CUSIP: Q04378107
MEETING DATE: 11/30/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT MATTHEW RICHARD SHELDRICK AS A ISSUER YES FOR FOR
DIRECTOR
PROPOSAL #2: ELECT ROBIN LEE SING LEUNG AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: APPROVE THE ADOPTION OF THE REMUNERATION ISSUER YES FOR FOR
REPORT
PROPOSAL #4: RATIFY THE PAST ISSUANCE OF 350 MILLION ISSUER YES FOR FOR
SHARES TO INSTITUTIONAL AND SOPHISTICATED INVESTORS
PROPOSAL #5: AUTHORIZE THE CANCELLATION OF EXISTING ISSUER YES FOR FOR
WARRANTS UNDER GUP NOTE REDEMPTION AGREEMENT
PROPOSAL #6: APPROVE THE ISSUE OF WARRANTS TO KIM ISSUER YES FOR FOR
ROBINSON
PROPOSAL #7: RATIFY THE PAST ISSUE OF WARRANTS TO GUP ISSUER YES FOR FOR
NOTEHOLDERS
PROPOSAL #8: RATIFY THE PAST ISSUANCE OF 15 MILLION ISSUER YES FOR FOR
OPTIONS TO ATLAS COPCO AUSTRALIA PTY LTD
PROPOSAL #9: APPROVE THE APPOINTMENT OF CROWE HORWATH ISSUER YES FOR FOR
AS THE COMPANY'S AUDITOR
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ISSUER: Apex Minerals NL
TICKER: AXM CUSIP: Q04378107
MEETING DATE: 4/11/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE ISSUE OF 600 MILLION RELATED ISSUER YES FOR FOR
PARTY OPTIONS TO EDUARD ESHUYS
PROPOSAL #2: APPROVE THE ISSUE OF 100 MILLION OPTIONS ISSUER YES FOR FOR
TO AZURE CAPITAL INVESTMENTS PTY LTD
PROPOSAL #3: APPROVE THE ISSUE OF 1 BILLION OPTIONS ISSUER YES FOR FOR
TO DRUMMOND GOLD LTD
PROPOSAL #4: APPROVE THE CONSOLIDATION OF THE ISSUED ISSUER YES FOR FOR
CAPITAL OF THE COMPANY ON THE BASIS THAT EVERY 100
SHARES BE CONSOLIDATED INTO ONE SHARE
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ISSUER: Aquila Resources Ltd.
TICKER: AQA CUSIP: Q0460J103
MEETING DATE: 11/30/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT TONY POLI AS A DIRECTOR ISSUER YES AGAINST AGAINST
PROPOSAL #2: ELECT CHARLES BASS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: APPROVE THE INCREASE IN NON-EXECUTIVE ISSUER YES FOR FOR
DIRECTORS' FEES
PROPOSAL #4: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR
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ISSUER: Bear Creek Mining Corporation
TICKER: BCM CUSIP: 07380N104
MEETING DATE: 5/22/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: FIX NUMBER OF DIRECTORS AT SEVEN ISSUER YES FOR FOR
PROPOSAL #2.1: ELECT DIRECTOR CATHERINE MCLEOD-SELTZER ISSUER YES WITHHOLD AGAINST
PROPOSAL #2.2: ELECT DIRECTOR ANDREW T. SWARTHOUT ISSUER YES WITHHOLD AGAINST
PROPOSAL #2.3: ELECT DIRECTOR DAVID DE WITT ISSUER YES FOR FOR
PROPOSAL #2.4: ELECT DIRECTOR MIGUEL GRAU ISSUER YES WITHHOLD AGAINST
PROPOSAL #2.5: ELECT DIRECTOR KEVIN MORANO ISSUER YES FOR FOR
PROPOSAL #2.6: ELECT DIRECTOR NOLAN WATSON ISSUER YES FOR FOR
PROPOSAL #2.7: ELECT DIRECTOR FRANK R. TWEDDLE ISSUER YES WITHHOLD AGAINST
PROPOSAL #3: APPROVE PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE BOARD TO FIX THEIR REMUNERATION
PROPOSAL #4: RE-APPROVE STOCK OPTION PLAN ISSUER YES FOR FOR
PROPOSAL #5: APPROVE SHAREHOLDER RIGHTS PLAN ISSUER YES FOR FOR
PROPOSAL #6: OTHER BUSINESS ISSUER YES AGAINST AGAINST
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ISSUER: Belo Sun Mining Corp
TICKER: BSX CUSIP: 080558109
MEETING DATE: 5/23/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT MARK EATON, HELIO DINIZ, STAN ISSUER YES WITHHOLD AGAINST
BHARTI, C. JAY HODGSON, CLAY LIVINGSTON HOES, RUI
BOTICA SANTOS, AND PETER TAGLIAMONTE AS DIRECTORS
PROPOSAL #2: APPROVE COLLINS BARROW LLP AS AUDITORS ISSUER YES FOR FOR
AND AUTHORIZE BOARD TO FIX THEIR REMUNERATION
PROPOSAL #3: APPROVE SHAREHOLDER RIGHTS PLAN ISSUER YES FOR FOR
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ISSUER: Bougainville Copper Ltd.
TICKER: BOC CUSIP: Y09434104
MEETING DATE: 5/1/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ADOPT THE REPORTS AND ACCOUNTS FOR THE ISSUER YES AGAINST AGAINST
YEAR ENDED DEC. 31, 2011
PROPOSAL #2(i): ELECT ROBERT S BURNS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: APPOINT PRICEWATERHOUSECOOPERS AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE THE BOARD TO FIX THEIR
REMUNERATION
PROPOSAL #4: OTHER BUSINESS ISSUER YES AGAINST AGAINST
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ISSUER: Centerra Gold Inc.
TICKER: CG CUSIP: 152006102
MEETING DATE: 5/17/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR NIYAZBEK B. ALDASHEV ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR RAPHAEL A. GIRARD ISSUER YES FOR FOR
PROPOSAL #1.3: ELECT DIRECTOR KARYBEK U. IBRAEV ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR STEPHEN A. LANG ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR JOHN W. LILL ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR AMANGELDY M. MURALIEV ISSUER YES FOR FOR
PROPOSAL #1.7: ELECT DIRECTOR SHERYL K. PRESSLER ISSUER YES FOR FOR
PROPOSAL #1.8: ELECT DIRECTOR TERRY V. ROGERS ISSUER YES FOR FOR
PROPOSAL #1.9: ELECT DIRECTOR BRUCE V. WALTER ISSUER YES FOR FOR
PROPOSAL #1.10: ELECT DIRECTOR ANTHONY J. WEBB ISSUER YES FOR FOR
PROPOSAL #2: APPROVE KPMG LLP AS AUDITORS AND ISSUER YES FOR FOR
AUTHORIZE BOARD TO FIX THEIR REMUNERATION
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ISSUER: Claude Resources Inc.
TICKER: CRJ CUSIP: 182873109
MEETING DATE: 5/10/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR TED J. NIEMAN ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR RONALD J. HICKS ISSUER YES FOR FOR
PROPOSAL #1.3: ELECT DIRECTOR J. ROBERT KOWALISHIN ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR RAY A. MCKAY ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR RITA M. MIRWALD ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR MIKE SYLVESTRE ISSUER YES FOR FOR
PROPOSAL #1.7: ELECT DIRECTOR BRIAN R. BOOTH ISSUER YES FOR FOR
PROPOSAL #1.8: ELECT DIRECTOR NEIL MCMILLAN ISSUER YES FOR FOR
PROPOSAL #2: APPROVE KPMG LLP AS AUDITORS AND ISSUER YES FOR FOR
AUTHORIZE BOARD TO FIX THEIR REMUNERATION
PROPOSAL #3: AMEND EMPLOYEE SHARE PURCHASE PLAN ISSUER YES FOR FOR
PROPOSAL #4: APPROVE SHAREHOLDER RIGHTS PLAN ISSUER YES FOR FOR
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ISSUER: Cudeco Ltd
TICKER: CDU CUSIP: Q3046H120
MEETING DATE: 7/6/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: RATIFY THE PAST ISSUE OF 6.25 MILLION ISSUER YES FOR FOR
SHARES AT AN ISSUE PRICE OF A$4.00 EACH TO OCEANWIDE
INTERNATIONAL RESOURCES INVESTMENT CO. LTD
PROPOSAL #2: APPROVE THE ISSUE OF 14.95 MILLION ISSUER YES FOR FOR
SHARES AT AN ISSUE PRICE OF A$3.80 EACH TO OCEANWIDE
INTERNATIONAL RESOURCES INVESTMENT CO. LTD
PROPOSAL #3: APPROVE THE ISSUE OF 15 MILLION SHARES ISSUER YES FOR FOR
AT AN ISSUE PRICE OF A$3.80 EACH TO OCEANWIDE
INTERNATIONAL RESOURCES INVESTMENT CO. LTD
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ISSUER: Cudeco Ltd
TICKER: CDU CUSIP: Q3046H120
MEETING DATE: 11/24/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE ADOPTION OF THE REMUNERATION ISSUER YES AGAINST AGAINST
REPORT
PROPOSAL #2: ELECT PAUL KERAN AS A DIRECTOR ISSUER YES AGAINST AGAINST
PROPOSAL #3: ELECT DAVID TAYLOR AS A DIRECTOR ISSUER �� YES AGAINST AGAINST
PROPOSAL #4: ELECT ZHIJAN MA AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #5: APPROVE THE ADOPTION OF THE LOAN FUNDED ISSUER YES FOR FOR
SHARE PLAN
PROPOSAL #6: APPROVE THE ISSUE OF 250,000 SHARES TO ISSUER YES FOR FOR
WAYNE MCCRAE UNDER THE LOAN FUNDED SHARE PLAN
PROPOSAL #7: APPROVE THE ISSUE OF 250,000 SHARES TO ISSUER YES FOR FOR
PETER HUTCHISON UNDER THE LOAN FUNDED SHARE PLAN
PROPOSAL #8: APPROVE THE ISSUE OF 100,000 SHARES TO ISSUER YES FOR FOR
DAVID TAYLOR UNDER THE LOAN FUNDED SHARE PLAN
PROPOSAL #9: APPROVE THE ISSUE OF 100,000 SHARES TO ISSUER YES FOR FOR
PAUL KERAN UNDER THE LOAN FUNDED SHARE PLAN
PROPOSAL #10: APPROVE THE ISSUE OF 100,000 SHARES TO ISSUER YES FOR FOR
GERALD LAMBERT UNDER THE LOAN FUNDED SHARE PLAN
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ISSUER: Cudeco Ltd
TICKER: CDU CUSIP: Q3046H120
MEETING DATE: 1/20/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: RATIFY THE PAST ISSUANCE OF SHARES ISSUER YES FOR FOR
PROPOSAL #2: APPROVE THE ISSUANCE OF SHARES FOR A ISSUER YES ABSTAIN AGAINST
PRIVATE PLACEMENT
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ISSUER: Discovery Metals Ltd.
TICKER: DML CUSIP: Q3192G124
MEETING DATE: 11/22/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #2: ELECT RIBSON GABONOWE AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: ELECT JEREMY READ AS A DIRECTOR ISSUER YES AGAINST AGAINST
PROPOSAL #4: APPROVE THE DISCOVERY METALS LIMITED ISSUER YES FOR FOR
PERFORMANCE RIGHTS PLAN
PROPOSAL #5: APPROVE THE GRANT OF PERFORMANCE RIGHTS ISSUER YES FOR FOR
TO STUART BRADLEY SAMPSON, MANAGING DIRECTOR
PROPOSAL #6: APPROVE THE INCREASE IN THE REMUNERATION ISSUER YES FOR FOR
OF DIRECTORS
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ISSUER: Drummond Gold Ltd.
TICKER: DGO CUSIP: Q3278F107
MEETING DATE: 11/29/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #2: ELECT ROSS HUTTON AS A DIRECTOR ISSUER YES FOR FOR
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ISSUER: Eldorado Gold Corporation
TICKER: ELD CUSIP: 284902103
MEETING DATE: 2/21/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE ACQUISITION OF EUROPEAN ISSUER YES FOR FOR
GOLDFIELDS LIMITED
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ISSUER: Eldorado Gold Corporation
TICKER: ELD CUSIP: 284902103
MEETING DATE: 5/3/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR TIMOTHY BAKER ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR K. ROSS CORY ISSUER YES FOR FOR
PROPOSAL #1.3: ELECT DIRECTOR ROBERT R. GILMORE ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR GEOFFREY A. HANDLEY ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR WAYNE D. LENTON ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR MICHAEL A. PRICE ISSUER YES FOR FOR
PROPOSAL #1.7: ELECT DIRECTOR JONATHAN A. RUBENSTEIN ISSUER YES FOR FOR
PROPOSAL #1.8: ELECT DIRECTOR DONALD M. SHUMKA ISSUER YES FOR FOR
PROPOSAL #1.9: ELECT DIRECTOR PAUL N. WRIGHT ISSUER YES FOR FOR
PROPOSAL #2: RATIFY KPMG LLP AS AUDITORS ISSUER YES FOR FOR
PROPOSAL #3: AUTHORIZE BOARD TO FIX REMUNERATION OF ISSUER YES FOR FOR
AUDITORS
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ISSUER: Equatorial Resources Limited
TICKER: EQX CUSIP: Q3554P118
MEETING DATE: 8/23/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: RATIFY PRIOR PLACEMENT OF 12 MILLION ISSUER YES ABSTAIN AGAINST
SHARES
PROPOSAL #2: APPROVE THE ISSUE OF CONSIDERATION SHARES ISSUER YES FOR FOR
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ISSUER: Equatorial Resources Limited
TICKER: EQX CUSIP: Q3554P118
MEETING DATE: 11/29/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #2: ELECT IAN MIDDLEMAS AS A DIRECTOR ISSUER YES FOR FOR
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ISSUER: Equatorial Resources Limited
TICKER: EQX CUSIP: Q3554P118
MEETING DATE: 1/25/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE EQUATORIAL EMPLOYEE ISSUER YES FOR FOR
PERFORMANCE RIGHTS PLAN
PROPOSAL #2: APPROVE THE EQUATORIAL CONTRACTOR ISSUER YES FOR FOR
PERFORMANCE RIGHTS PLAN
PROPOSAL #3: APPROVE THE GRANT OF PERFORMANCE RIGHTS ISSUER YES FOR FOR
TO DIRECTOR JOHN WELBORN
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ISSUER: Galaxy Resources Ltd.
TICKER: GXY CUSIP: Q39596103
MEETING DATE: 5/23/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #2: ELECT ROBERT WANLESS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: ELECT YUEWEN ZHENG AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #4: ELECT XIAOJIAN REN AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #5: APPROVE EMPLOYEE INCENTIVE SCHEME ISSUER YES FOR N/A
PROPOSAL #6a: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO I KS TAN (OR HIS NOMINEE)
PROPOSAL #6b: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO C L READHEAD (OR HIS NOMINEE)
PROPOSAL #6c: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO R J WANLESS (OR HIS NOMINEE)
PROPOSAL #6d: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO Y ZHENG (OR HIS NOMINEE)
PROPOSAL #6e: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO X REN (OR HIS NOMINEE)
PROPOSAL #6f: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO K C KWAN (OR HIS NOMINEE)
PROPOSAL #6g: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO A P TSE (OR HIS NOMINEE)
PROPOSAL #6h: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO C B F WHITFIELD (OR HIS NOMINEE)
PROPOSAL #6i: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO M SPRATT (OR HIS NOMINEE)
PROPOSAL #6j: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR N/A
CONDITIONS OF DIRECTORS' PERFORMANCE OPTIONS ISSUED
TO S WU (OR HIS NOMINEE)
PROPOSAL #7: APPROVE THE CHANGE TO THE TERMS AND ISSUER YES FOR FOR
CONDITIONS OF EMPLOYEE PERFORMANCE OPTIONS
PROPOSAL #8: RATIFY PAST ISSUANCE OF UP TO 37.53 ISSUER YES FOR FOR
MILLION SHARES TO SOPHISTICATED INVESTORS
PROPOSAL #9: APPROVE THE ISSUANCE OF UP TO 649,351 ISSUER YES FOR FOR
SHARES FOR A PRIVATE PLACEMENT TO C L READHEAD
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ISSUER: Galaxy Resources Ltd.
TICKER: GXY CUSIP: Q39596103
MEETING DATE: 6/18/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: AMEND THE CONSTITUTION TO ENABLE THE ISSUER YES FOR FOR
ISSUANCE OF SPECIAL VOTING SHARES
PROPOSAL #2: APPROVE THE ISSUE OF GALAXY SHARES, ISSUER YES FOR FOR
EXCHANGEABLE SHARES, AND SPECIAL VOTING SHARES AS
CONSIDERATION UNDER THE MERGER
PROPOSAL #3a: APPROVE THE ISSUE OF MERGER ISSUER YES FOR FOR
CONSIDERATION TO MARTIN ROWLEY OR HIS NOMINEE
PROPOSAL #3b: APPROVE THE ISSUE OF MERGER ISSUER YES FOR FOR
CONSIDERATION TO PAUL MATYSEK OR HIS NOMINEE
PROPOSAL #4: APPROVE THE ISSUE OF GALAXY CONVERTIBLE ISSUER YES FOR FOR
NOTES
PROPOSAL #5a: APPROVE THE ISSUE OF 467,533 SHARES TO ISSUER YES FOR FOR
AZURE CAPITAL INVESTMENTS PTY LTD AS PART PAYMENT FOR
SERVICES RENDERED
PROPOSAL #5b: APPROVE THE ISSUE OF 311,688 SHARES TO ISSUER YES �� FOR FOR
PARADIGM CAPITAL INC. AS PART PAYMENT FOR SERVICES
RENDERED
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ISSUER: Gindalbie Metals Ltd.
TICKER: GBG CUSIP: Q4046S108
MEETING DATE: 9/9/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE ISSUE OF SHARES TO ANGANG ISSUER YES FOR FOR
GROUP HONG KONG (HOLDINGS) LTD OR ITS NOMINEE
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ISSUER: Gindalbie Metals Ltd.
TICKER: GBG CUSIP: Q4046S108
MEETING DATE: 11/10/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE ADOPTION OF REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #2: ELECT MICHAEL O'NEILL AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: ELECT YU WANYUAN AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #4: ELECT CHEN PING AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #5: ELECT ROBIN MARSHALL AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #6: ELECT SHAO ANLIN AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #7: APPROVE AMENDMENTS TO EMPLOYEE SHARE ISSUER YES FOR FOR
OPTION PLAN
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ISSUER: Hochschild Mining plc
TICKER: HOC CUSIP: G4611M107
MEETING DATE: 5/23/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ACCEPT FINANCIAL STATEMENTS AND ISSUER YES FOR FOR
STATUTORY REPORTS
PROPOSAL #2: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #3: APPROVE FINAL DIVIDEND ISSUER YES FOR FOR
PROPOSAL #4: RE-ELECT EDUARDO HOCHSCHILD AS DIRECTOR ISSUER YES AGAINST AGAINST
PROPOSAL #5: RE-ELECT IGNACIO BUSTAMANTE AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #6: ELECT GRAHAM BIRCH AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #7: RE-ELECT JORGE BORN JR AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #8: RE-ELECT ROBERTO DAÑINO AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #9: RE-ELECT SIR MALCOLM FIELD AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #10: RE-ELECT NIGEL MOORE AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #11: ELECT RUPERT PENNANT-REA AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #12: RE-ELECT FRED VINTON AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #13: REAPPOINT ERNST & YOUNG LLP AS AUDITORS ISSUER YES FOR FOR
PROPOSAL #14: AUTHORISE THE AUDIT COMMITTEE TO FIX ISSUER YES FOR FOR
REMUNERATION OF AUDITORS
PROPOSAL #15: AUTHORISE ISSUE OF EQUITY WITH PRE- ISSUER YES FOR FOR
EMPTIVE RIGHTS
PROPOSAL #16: AUTHORISE ISSUE OF EQUITY WITHOUT PRE- ISSUER YES FOR FOR
EMPTIVE RIGHTS
PROPOSAL #17: AUTHORISE MARKET PURCHASE OF ORDINARY ISSUER YES FOR FOR
SHARES
PROPOSAL #18: AUTHORISE THE COMPANY TO CALL EGM WITH ISSUER YES FOR FOR
TWO WEEKS' NOTICE
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ISSUER: Iluka Resources Ltd. (formerly Westralian Sands)
TICKER: ILU CUSIP: Q4875J104
MEETING DATE: 5/23/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT JOHN PIZZEY AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #2: ELECT GAVIN REZOS AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: APPROVE REMUNERATION REPORT FOR THE YEAR ISSUER YES FOR FOR
ENDED DEC. 31, 2011
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ISSUER: Imerys
TICKER: NK CUSIP: F49644101
MEETING DATE: 4/26/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE FINANCIAL STATEMENTS AND ISSUER YES FOR FOR
STATUTORY REPORTS
PROPOSAL #2: APPROVE CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS AND STATUTORY REPORTS
PROPOSAL #3: APPROVE ALLOCATION OF INCOME AND ISSUER YES FOR FOR
DIVIDENDS OF EUR 1.50 PER SHARE
PROPOSAL #4: APPROVE AMENDMENT TO ADDITIONAL PENSION ISSUER YES AGAINST AGAINST
SCHEME AGREEMENT WITH GILLES MICHEL
PROPOSAL #5: APPROVE SEVERANCE PAYMENT AGREEMENT WITH ISSUER YES AGAINST AGAINST
GILLES MICHEL
PROPOSAL #6: REELECT JACQUES DRIJARD AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #7: REELECT JOCELYN LEFEBVRE AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #8: REELECT GILLES MICHEL AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #9: ELECT XAVIER LE CLEF AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #10: AUTHORIZE REPURCHASE OF UP TO 10 ISSUER YES FOR FOR
PERCENT OF ISSUED SHARE CAPITAL
PROPOSAL #11: APPROVE NEW SET OF BYLAWS ISSUER YES AGAINST AGAINST
PROPOSAL #12: AUTHORIZE FILING OF REQUIRED ISSUER YES FOR FOR
DOCUMENTS/OTHER FORMALITIES
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Ivanhoe Australia Ltd.
TICKER: IVA CUSIP: Q4980B103
MEETING DATE: 11/8/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: RATIFY OF THE ISSUE OF SHARES ISSUER YES ABSTAIN AGAINST
PROPOSAL #2: APPROVE THE ISSUE OF SHARES TO IAL ISSUER YES FOR FOR
HOLDINGS SINGAPORE PTE. LTD.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Ivanhoe Australia Ltd.
TICKER: IVA CUSIP: Q4980B103
MEETING DATE: 5/29/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #2: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #3a: ELECT INES SCOTLAND AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3b: ELECT JAMES E. ASKEW AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3c: ELECT KYLE WIGHTMAN AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3d: ELECT IAN R. PLIMER AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #4: APPROVAL OF ACQUISITION UNDER THE SHARE ISSUER YES FOR FOR
PLAN BY DIRECTORS
PROPOSAL #5: APPROVAL OF INCREASE IN MAXIMUM ISSUER YES FOR FOR
AGGREGATE REMUNERATION FOR NON-EXECUTIVE DIRECTORS
PROPOSAL #6: APPOINTMENT OF AUDITORS ISSUER YES FOR FOR
PROPOSAL #7: CHANGES TO COMPANY'S CONSTITUTION ISSUER YES FOR FOR
PROPOSAL #8: APPROVAL OF TERMINATION BENEFITS TO ISSUER YES AGAINST AGAINST
SPECIFIED RELEVANT OFFICERS
PROPOSAL #9: APPROVAL OF TERMINATION BENEFITS TO ISSUER YES AGAINST AGAINST
OTHER RELEVANT OFFICERS
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: K+S Aktiengesellschaft
TICKER: SDF CUSIP: D48164129
MEETING DATE: 5/9/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #2: APPROVE ALLOCATION OF INCOME AND ISSUER YES FOR FOR
DIVIDENDS OF EUR 1.30 PER SHARE
PROPOSAL #3: APPROVE DISCHARGE OF MANAGEMENT BOARD ISSUER YES FOR FOR
FOR FISCAL 2011
PROPOSAL #4: APPROVE DISCHARGE OF SUPERVISORY BOARD ISSUER YES FOR FOR
FOR FISCAL 2011
PROPOSAL #5: RATIFY DELOITTE & TOUCHE GMBH AS ISSUER YES FOR FOR
AUDITORS FOR FISCAL 2012
PROPOSAL #6: ELECT RALF BETHKE TO THE SUPERVISORY ISSUER YES AGAINST AGAINST
BOARD
PROPOSAL #7: APPROVE REMUNERATION OF SUPERVISORY BOARD ISSUER YES FOR FOR
PROPOSAL #8: AMEND ARTICLES RE: ALLOW FOR AGM VOTING ISSUER YES FOR FOR
BY POST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Kenmare Resources plc
TICKER: JEV CUSIP: G52332106
MEETING DATE: 5/31/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ACCEPT FINANCIAL STATEMENTS AND ISSUER YES FOR FOR
STATUTORY REPORTS
PROPOSAL #2: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #3(a): RE-ELECT SOFIA BIANCHI AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3(b): RE-ELECT MICHAEL CARVILL AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3(c): RE-ELECT JACOB DEYSEL AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3(d): RE-ELECT IAN EGAN AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3(e): RE-ELECT SIMON FARRELL AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3(f): RE-ELECT TERENCE FITZPATRICK AS ISSUER YES FOR FOR
DIRECTOR
PROPOSAL #3(g): RE-ELECT ELIZABETH HEADON AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3(h): RE-ELECT TONY LOWRIE AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3(i): RE-ELECT PETER MCALEER AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3(j): RE-ELECT TONY MCCLUSKEY AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #4: ELECT JUSTIN LOASBY AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #5: AUTHORISE BOARD TO FIX REMUNERATION OF ISSUER YES FOR FOR
AUDITORS
PROPOSAL #6: AUTHORISE ISSUE OF EQUITY WITH PRE- ISSUER YES FOR FOR
EMPTIVE RIGHTS
PROPOSAL #7: AUTHORISE ISSUE OF EQUITY WITHOUT PRE- ISSUER YES FOR FOR
EMPTIVE RIGHTS
PROPOSAL #8: AUTHORISE THE COMPANY TO CALL EGM WITH ISSUER YES FOR FOR
TWO WEEKS' NOTICE
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Lake Shore Gold Corp.
TICKER: LSG CUSIP: 510728108
MEETING DATE: 5/10/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: FIX NUMBER OF DIRECTORS AT SIX ISSUER YES FOR FOR
PROPOSAL #2.1: ELECT DIRECTOR ALAN C. MOON ISSUER YES FOR FOR
PROPOSAL #2.2: ELECT DIRECTOR ARNOLD KLASSEN ISSUER YES FOR FOR
PROPOSAL #2.3: ELECT DIRECTOR PETER CROSSGROVE ISSUER YES FOR FOR
PROPOSAL #2.4: ELECT DIRECTOR FRANK HALLAM ISSUER YES FOR FOR
PROPOSAL #2.5: ELECT DIRECTOR JONATHAN GILL ISSUER YES FOR FOR
PROPOSAL #2.6: ELECT DIRECTOR ANTHONY P. MAKUCH ISSUER YES FOR FOR
PROPOSAL #3: APPROVE DELOITTE & TOUCHE LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE BOARD TO FIX THEIR REMUNERATION
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Medusa Mining Ltd.
TICKER: MML CUSIP: Q59444101
MEETING DATE: 11/10/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT GEOFF DAVIS AS A DIRECTOR ISSUER YES AGAINST AGAINST
PROPOSAL #2: ELECT CICERON ANGELES AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: ELECT ANDREW TEO AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #4: APPROVE DISAPPLICATION OF PRE-EMPTIVE ISSUER YES FOR FOR
RIGHTS
PROPOSAL #5: APPROVE THE GRANT OF PERFORMANCE RIGHTS ISSUER YES FOR FOR
TO PETER HEPBURN-BROWN, MANAGING DIRECTOR OF THE
COMPANY
PROPOSAL #6: APPROVE THE REMUNERATION REPORT ISSUER YES FOR N/A
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MIL Resources Ltd
TICKER: MGK CUSIP: Q57223101
MEETING DATE: 11/2/2011 �� FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE REMUNERATION REPORT ISSUER YES AGAINST AGAINST
PROPOSAL #2: ELECT DOUG HALLEY AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: ELECT JOHN HOLLIDAY AS DIRECTOR ISSUER YES AGAINST AGAINST
PROPOSAL #4: ELECT MALCOLM RICHMOND AS DIRECTOR ISSUER YES AGAINST AGAINST
PROPOSAL #5: APPROVE STOCK OPTION GRANTS TO DOUG ISSUER YES AGAINST AGAINST
HALLEY
PROPOSAL #6: APPROVE STOCK OPTION GRANTS TO JOHN ISSUER YES AGAINST AGAINST
HOLLIDAY
PROPOSAL #7: RATIFY ISSUANCE OF 35 MILLION ORDINARY ISSUER YES FOR FOR
SHARES FOR PRIVATE PLACEMENT
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MIL Resources Ltd
TICKER: MGK CUSIP: Q6094B101
MEETING DATE: 5/28/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: RATIFY PAST ISSUANCE OF 80 MILLION ISSUER YES FOR FOR
SHARES TO SOPHISTICATED, PROFESSIONAL AND
INSTITUTIONAL INVESTORS
PROPOSAL #2: APPROVE THE ISSUANCE OF 5 MILLION SHARES ISSUER YES FOR FOR
TO DOUG HALLEY, CHAIRPERSON OF THE COMPANY
PROPOSAL #3: APPROVE THE ISSUANCE OF 2 MILLION SHARES ISSUER YES FOR FOR
TO JOHN HOLLIDAY, DIRECTOR OF THE COMPANY
PROPOSAL #4: APPROVE THE ISSUANCE OF 3 MILLION SHARES ISSUER YES FOR FOR
TO MICHAEL PALMER, INTERIM CHIEF EXECUTIVE OF THE
COMPANY
PROPOSAL #5: APPROVE ISSUANCE OF UP TO 100 MILLION ISSUER YES FOR FOR
SHARES TO TAYLOR COLLISON LIMITED
PROPOSAL #6: APPROVE ISSUANCE OF 5 MILLION OPTIONS TO ISSUER YES FOR FOR
TAYLOR COLLISON LIMITED
PROPOSAL #7: APPROVE REMOVAL OF KPMG AS AUDITORS OF ISSUER YES FOR FOR
THE COMPANY
PROPOSAL #8: APPOINT PRICEWATERHOUSECOOPERS AS ISSUER YES FOR FOR
AUDITORS OF THE COMPANY
PROPOSAL #9: APPROVE THE CHANGE IN COMPANY NAME TO ISSUER YES FOR FOR
FOYSON RESOURCES LTD
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Minefinders Corporation Ltd.
TICKER: MFL CUSIP: 602900102
MEETING DATE: 3/26/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE ACQUISITION BY PAN AMERICAN ISSUER YES FOR FOR
SILVER CORP.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Nevsun Resources Ltd.
TICKER: NSU CUSIP: 64156L101
MEETING DATE: 11/16/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE SHAREHOLDER RIGHTS PLAN ISSUER YES FOR FOR
PROPOSAL #2: FIX NUMBER OF DIRECTORS AT SIX ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Nevsun Resources Ltd.
TICKER: NSU CUSIP: 64156L101
MEETING DATE: 6/5/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR R. STUART ANGUS ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR CLIFFORD T. DAVIS ISSUER YES FOR FOR
PROPOSAL #1.3: ELECT DIRECTOR ANTHONY J. FERGUSON ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR ROBERT J. GAYTON ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR GARY E. GERMAN ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR GERARD E. MUNERA ISSUER YES FOR FOR
PROPOSAL #2: APPROVE KPMG LLP AS AUDITORS AND ISSUER YES FOR FOR
AUTHORIZE BOARD TO FIX THEIR REMUNERATION
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Newmont Mining Corporation
TICKER: NEM CUSIP: 651639106
MEETING DATE: 4/24/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR BRUCE R. BROOK ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR VINCENT A. CALARCO ISSUER YES FOR FOR
PROPOSAL #1.3: ELECT DIRECTOR JOSEPH A. CARRABBA ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR NOREEN DOYLE ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR VERONICA M. HAGEN ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR MICHAEL S. HAMSON ISSUER YES FOR FOR
PROPOSAL #1.7: ELECT DIRECTOR JANE NELSON ISSUER YES FOR FOR
PROPOSAL #1.8: ELECT DIRECTOR RICHARD T. O'BRIEN ISSUER YES FOR FOR
PROPOSAL #1.9: ELECT DIRECTOR JOHN B. PRESCOTT ISSUER YES FOR FOR
PROPOSAL #1.10: ELECT DIRECTOR DONALD C. ROTH ISSUER YES FOR FOR
PROPOSAL #1.11: ELECT DIRECTOR SIMON R. THOMPSON ISSUER YES FOR FOR
PROPOSAL #2: RATIFY AUDITORS ISSUER YES FOR FOR
PROPOSAL #3: ADVISORY VOTE TO RATIFY NAMED EXECUTIVE ISSUER YES FOR FOR
OFFICERS' COMPENSATION
PROPOSAL #4: OTHER BUSINESS ISSUER YES AGAINST AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Noble Group Ltd.
TICKER: N21 CUSIP: G6542T119
MEETING DATE: 4/30/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ADOPT FINANCIAL STATEMENTS AND ISSUER YES FOR FOR
DIRECTORS' AND AUDITORS' REPORTS
PROPOSAL #2: DECLARE FINAL DIVIDEND OF $0.0165 PER ISSUER YES FOR FOR
SHARE
PROPOSAL #3: REELECT MILTON M. AU AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #4: REELECT IAIN FERGUSON BRUCE AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #5: REELECT BURTON LEVIN AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #6: REELECT LI RONGRONG AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #7: REELECT WILLIAM JAMES RANDALL AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #8: REELECT IRENE YUN LIEN LEE AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #9: REELECT YUSUF ALIREZA AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #10: APPROVE DIRECTORS' FEES OF $446,000 FOR ISSUER YES FOR FOR
THE YEAR ENDED DEC. 31, 2011
PROPOSAL #11: REAPPOINT ERNST & YOUNG AS AUDITORS AND ISSUER YES FOR FOR
AUTHORIZE BOARD TO FIX THEIR REMUNERATION
PROPOSAL #12: APPROVE ISSUANCE OF EQUITY OR EQUITY- ISSUER YES FOR FOR
LINKED SECURITIES WITH OR WITHOUT PREEMPTIVE RIGHTS
PROPOSAL #13: AUTHORIZE SHARE REPURCHASE PROGRAM ISSUER YES FOR FOR
PROPOSAL #14: APPROVE ISSUANCE OF SHARES AND GRANT OF ISSUER YES AGAINST AGAINST
OPTIONS PURSUANT TO THE NOBLE GROUP SHARE OPTION
SCHEME 2004
PROPOSAL #15: APPROVE ISSUANCE OF SHARES PURSUANT TO ISSUER YES FOR FOR
THE NOBLE GROUP LIMITED SCRIP DIVIDEND SCHEME
PROPOSAL #16: APPROVE ISSUANCE OF SHARES AND GRANT OF ISSUER YES AGAINST AGAINST
AWARDS PURSUANT TO THE NOBLE GROUP PERFORMANCE SHARE
PLAN
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Northam Platinum Ltd
TICKER: NHM CUSIP: S56540156
MEETING DATE: 8/18/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE FINANCIAL ASSISTANCE TO RELATED ISSUER YES FOR FOR
OR INTER-RELATED COMPANIES
PROPOSAL #1: AUTHORISE BOARD TO RATIFY AND EXECUTE ISSUER YES FOR FOR
APPROVED SPECIAL RESOLUTION 1
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NovaGold Resources Inc.
TICKER: NG CUSIP: 66987E206
MEETING DATE: 3/28/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE SPIN-OFF AGREEMENT ISSUER YES FOR FOR
PROPOSAL #2: APPROVE INCREASE IN MAXIMUM NUMBER OF ISSUER YES FOR FOR
DIRECTORS FROM TEN TO FIFTEEN
PROPOSAL #3: APPROVE 1,875,000 STOCK OPTION PLAN ISSUER YES AGAINST AGAINST
GRANTS TO RICK VAN NIEUWENHUYSE
PROPOSAL #4: APPROVE ISSUANCE OF 135,000 COMMON ISSUER YES AGAINST AGAINST
SHARES TO RICK VAN NIEUWENHUYSE
PROPOSAL #5: APPROVE EQUITY INCENTIVE PLAN OF ISSUER YES AGAINST AGAINST
NOVACOPPER
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NovaGold Resources Inc.
TICKER: NG CUSIP: 66987E206
MEETING DATE: 5/29/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR SHARON E. DOWDALL ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR GERALD J. MCCONNELL ISSUER YES WITHHOLD AGAINST
PROPOSAL #1.3: ELECT DIRECTOR MARC FABER ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR TONY S. GIARDINI ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR THOMAS S. KAPLAN ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR GREGORY A. LANG ISSUER YES FOR FOR
PROPOSAL #1.7: ELECT DIRECTOR GILLYEARD J. LEATHLEY ISSUER YES FOR FOR
PROPOSAL #1.8: ELECT DIRECTOR IGOR LEVENTAL ISSUER YES FOR FOR
PROPOSAL #1.9: ELECT DIRECTOR KALIDAS V. MADHAVPEDDI ISSUER YES FOR FOR
PROPOSAL #1.10: ELECT DIRECTOR CLYNTON R. NAUMAN ISSUER YES FOR FOR
PROPOSAL #1.11: ELECT DIRECTOR RICK VAN NIEUWENHUYSE ISSUER YES FOR FOR
PROPOSAL #1.12: ELECT DIRECTOR ANTHONY P. WALSH ISSUER YES FOR FOR
PROPOSAL #2: APPROVE PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE BOARD TO FIX THEIR REMUNERATION
PROPOSAL #3: RE-APPROVE STOCK AWARD PLAN ISSUER YES FOR FOR
PROPOSAL #4: RE-APPROVE PERFORMANCE SHARE UNIT PLAN ISSUER YES FOR FOR
PROPOSAL #5: RE-APPROVE DEFERRED SHARE UNIT PLAN ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: OZ Minerals Ltd
TICKER: OZL CUSIP: Q7161P122
MEETING DATE: 5/28/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #2i: ELECT NEIL HAMILTON AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #2ii: ELECT BRIAN JAMIESON AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #2iii: ELECT BARRY LAVIN AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: APPROVE THE REMUNERATION REPORT ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Pan American Silver Corp.
TICKER: PAA CUSIP: 697900108
MEETING DATE: 5/15/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR ROSS J. BEATY ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR GEOFFREY A. BURNS ISSUER YES FOR FOR
PROPOSAL #1.3: ELECT DIRECTOR MICHAEL CARROLL ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR MICHAEL J. J. MALONEY ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR ROBERT P. PIROOZ ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR DAVID C. PRESS ISSUER YES FOR FOR
PROPOSAL #1.7: ELECT DIRECTOR WALTER T. SEGSWORTH ISSUER YES FOR FOR
PROPOSAL #1.8: ELECT DIRECTOR CHRISTOPHER NOEL DUNN ISSUER YES FOR FOR
PROPOSAL #2: APPROVE DELOITTE & TOUCHE LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE BOARD TO FIX THEIR REMUNERATION
PROPOSAL #3: ADVISORY VOTE ON EXECUTIVE COMPENSATION ISSUER YES FOR FOR
APPROACH
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Panoramic Resources Ltd.
TICKER: PAN CUSIP: Q7318E103
MEETING DATE: 11/17/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT CHRISTOPHER LANGDON AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #2: APPROVE THE REMUNERATION REPORT ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Petropavlovsk plc
TICKER: POG CUSIP: G7053A101
MEETING DATE: 5/31/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ACCEPT FINANCIAL STATEMENTS AND ISSUER YES FOR FOR
STATUTORY REPORTS
PROPOSAL #2: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #3: APPROVE FINAL DIVIDEND ISSUER YES FOR FOR
PROPOSAL #4: REAPPOINT DELOITTE LLP AS AUDITORS ISSUER YES FOR FOR
PROPOSAL #5: AUTHORISE BOARD TO FIX REMUNERATION OF ISSUER YES FOR FOR
AUDITORS
PROPOSAL #6: ELECT DR DAVID HUMPHREYS AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #7: ELECT SERGEY ERMOLENKO AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #8: ELECT RACHEL ENGLISH AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #9: RE-ELECT PETER HAMBRO AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #10: RE-ELECT DR ALFIYA SAMOKHVALOVA AS ISSUER YES FOR FOR
DIRECTOR
PROPOSAL #11: RE-ELECT ANDREY MARUTA AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #12: RE-ELECT MARTIN SMITH AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #13: RE-ELECT DR GRAHAM BIRCH AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #14: RE-ELECT SIR MALCOLM FIELD AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #15: RE-ELECT LORD GUTHRIE AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #16: RE-ELECT SIR RODERIC LYNE AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #17: RE-ELECT CHARLES MCVEIGH AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #18: APPROVE INCREASE IN BORROWING POWERS ISSUER YES FOR FOR
PROPOSAL #19: AUTHORISE ISSUE OF EQUITY WITH PRE- ISSUER YES FOR FOR
EMPTIVE RIGHTS
PROPOSAL #20: AUTHORISE ISSUE OF EQUITY WITHOUT PRE- ISSUER YES FOR FOR
EMPTIVE RIGHTS
PROPOSAL #21: AUTHORISE MARKET PURCHASE OF ORDINARY ISSUER YES FOR FOR
SHARES
PROPOSAL #22: AUTHORISE THE COMPANY TO CALL EGM WITH ISSUER YES FOR FOR
TWO WEEKS' NOTICE
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PT International Nickel Indonesia Tbk
TICKER: INCO CUSIP: Y39128148
MEETING DATE: 9/27/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: AMEND ARTICLES OF ASSOCIATION RE: CHANGE ISSUER YES FOR FOR
IN COMPANY NAME
PROPOSAL #2: ELECT DIRECTORS ISSUER YES AGAINST AGAINST
PROPOSAL #3: ELECT COMMISSIONERS ISSUER YES AGAINST AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PT Vale Indonesia Tbk
TICKER: INCO CUSIP: Y39128148
MEETING DATE: 2/17/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT COMMISSIONERS ISSUER YES AGAINST AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PT Vale Indonesia Tbk
TICKER: INCO CUSIP: Y39128148
MEETING DATE: 4/25/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ACCEPT DIRECTORS' REPORT ISSUER YES FOR FOR
PROPOSAL #2: ACCEPT COMMISSIONERS' REPORT ISSUER YES FOR FOR
PROPOSAL #3: ACCEPT FINANCIAL STATEMENTS ISSUER YES FOR FOR
PROPOSAL #4: APPROVE ALLOCATION OF INCOME AND DIVIDEND ISSUER YES FOR FOR
PROPOSAL #5: ELECT COMMISSIONERS ISSUER YES AGAINST AGAINST
PROPOSAL #6: ELECT DIRECTORS ISSUER YES AGAINST AGAINST
PROPOSAL #7: APPROVE REMUNERATION OF COMMISSIONERS ISSUER YES FOR FOR
PROPOSAL #8: APPROVE REMUNERATION OF DIRECTORS ISSUER YES FOR FOR
PROPOSAL #9: APPROVE AUDITORS ISSUER YES FOR FOR
PROPOSAL #10: OTHER BUSINESS ISSUER YES AGAINST AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Reed Resources Ltd.
TICKER: RDR CUSIP: Q80514104
MEETING DATE: 11/15/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT VANESSA GUTHRIE AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #2: ELECT DAVID REED AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: ELECT PETER COLLINS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #4: APPROVE RATIFICATION OF ISSUANCE OF ISSUER YES FOR FOR
SHARES TO MERCATOR GOLD AUSTRALIA PTY LTD FOR THE
ACQUISITION OF THE MEEKATHARRA GOLD PROJECT
PROPOSAL #5: APPROVE INCREASE IN AGGREGATE ISSUER YES FOR FOR
REMUNERATION OF DIRECTORS FROM A$250,000 TO A$400,000
PER ANNUM
PROPOSAL #6: APPROVE THE PERFORMANCE RIGHTS PLAN ISSUER YES FOR FOR
PROPOSAL #7: APPROVE POTENTIAL TERMINATION BENEFITS ISSUER YES FOR FOR
UNDER THE PERFORMANCE RIGHTS PLAN
PROPOSAL #8: APPROVE THE ADOPTION OF THE REMUNERATION ISSUER YES FOR FOR
REPORT
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Remote and Rural Communications Ltd.
TICKER: N/A CUSIP: Q8069D104
MEETING DATE: 11/30/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: ELECT JOHN MCDONNELL AS A DIRECTOR ISSUER YES ABSTAIN AGAINST
PROPOSAL #2(i): ELECT ALVIN TAN AS A DIRECTOR ISSUER YES ABSTAIN AGAINST
PROPOSAL #2(ii): ELECT ALAN WINDUSS AS A DIRECTOR ISSUER YES ABSTAIN AGAINST
PROPOSAL #3: APPROVE THE ADOPTION OF THE REMUNERATION ISSUER YES ABSTAIN AGAINST
REPORT
PROPOSAL #4: APPROVE GRANT THORNTON AUDIT PTY LTD AS ISSUER YES ABSTAIN AGAINST
AUDITOR
PROPOSAL #5: APPROVE THE CHANGE IN COMPANY NAME ISSUER YES ABSTAIN AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Resolute Mining Ltd.
TICKER: RSG CUSIP: Q81068100
MEETING DATE: 11/29/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE ADOPTION OF THE REMUNERATION ISSUER YES FOR FOR
REPORT
PROPOSAL #2: ELECT THOMAS CUMMINGS FORD AS A DIRECTOR ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Semafo Inc.
TICKER: SMF CUSIP: 816922108
MEETING DATE: 5/14/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT DIRECTOR TERENCE F. BOWLES ISSUER YES FOR FOR
PROPOSAL #1.2: ELECT DIRECTOR BENOIT LA SALLE ISSUER YES FOR FOR
PROPOSAL #1.3: ELECT DIRECTOR JEAN LAMARRE ISSUER YES FOR FOR
PROPOSAL #1.4: ELECT DIRECTOR JOHN LEBOUTILLIER ISSUER YES FOR FOR
PROPOSAL #1.5: ELECT DIRECTOR GILLES MASSON ISSUER YES FOR FOR
PROPOSAL #1.6: ELECT DIRECTOR LAWRENCE MCBREARTY ISSUER YES FOR FOR
PROPOSAL #1.7: ELECT DIRECTOR TERTIUS ZONGO ISSUER YES FOR FOR
PROPOSAL #2: APPROVE PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR
AUDITORS AND AUTHORIZE BOARD TO FIX THEIR REMUNERATION
PROPOSAL #3: ALLOW BOARD TO APPOINT ADDITIONAL ISSUER YES FOR FOR
DIRECTORS BETWEEN ANNUAL MEETINGS
PROPOSAL #4: ADOPT NEW BY-LAWS ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Speewah Metals Ltd.
TICKER: SPM CUSIP: Q8703L108
MEETING DATE: 11/14/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE ADOPTION OF THE REMUNERATION ISSUER YES FOR FOR
REPORT
PROPOSAL #2: ELECT DEREK CAREW-HOPKINS AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #3: APPROVE THE ISSUE OF 750,000 INCENTIVE ISSUER YES FOR FOR
OPTIONS TO RICHARD WOLANSKI
PROPOSAL #4: APPROVE THE ISSUE OF 750,000 INCENTIVE ISSUER YES FOR FOR
OPTIONS TO ANTHONY BARTON
PROPOSAL #5: APPROVE THE ISSUE OF 500,000 INCENTIVE ISSUER YES FOR FOR
OPTIONS TO DEREK CAREW-HOPKINS
PROPOSAL #6: RATIFY THE PAST ISSUANCE OF ISSUER YES ABSTAIN AGAINST
APPROXIMATELY 17 MILLION SHARES AT AN ISSUE PRICE OF
A$0.37 EACH TO PROFESSIONAL AND SOPHISTICATED
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: St Barbara Ltd.
TICKER: SBM CUSIP: Q8744Q108
MEETING DATE: 11/17/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #2: APPROVE BOARD SIZE ISSUER YES FOR FOR
PROPOSAL #3: ELECT ELIZABETH ANN DONAGHEY AS A ISSUER YES FOR FOR
DIRECTOR
PROPOSAL #4: ELECT DOUGLAS WEIR BAILEY AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #5: ELECT ROBERT KEITH RAE AS A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #6: ADOPT NEW CONSTITUTION ISSUER YES FOR FOR
PROPOSAL #7: APPROVE ISSUANCE OF PERFORMANCE RIGHTS ISSUER YES FOR FOR
TO TIMOTHY JAMES LEHANY, MANAGING DIRECTOR AND CEO OF
THE COMPANY
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Umicore
TICKER: UMI CUSIP: B95505168
MEETING DATE: 4/24/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #2: APPROVE REMUNERATION REPORT ISSUER YES FOR FOR
PROPOSAL #3: APPROVE FINANCIAL STATEMENTS, ALLOCATION ISSUER YES FOR FOR
OF INCOME, AND DIVIDENDS OF EUR 1.00 PER SHARE
PROPOSAL #5: APPROVE DISCHARGE OF DIRECTORS ISSUER YES FOR FOR
PROPOSAL #6: APPROVE DISCHARGE OF AUDITORS ISSUER YES FOR FOR
PROPOSAL #7.1: REELECT T. LEYSEN AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #7.2: REELECT M. GRYNBERG AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #7.3: REELECT K. WENDEL AS DIRECTOR ISSUER YES FOR FOR
PROPOSAL #7.4: ELECT R. THOMAES AS INDEPENDENT ISSUER YES FOR FOR
DIRECTOR
PROPOSAL #7.5: APPROVE REMUNERATION OF DIRECTORS ISSUER YES FOR FOR
PROPOSAL #8: APPROVE CHANGE-OF-CONTROL CLAUSES ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Umicore
TICKER: UMI CUSIP: B95505168
MEETING DATE: 5/31/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: AUTHORIZE REPURCHASE OF UP TO 10 PERCENT ISSUER YES FOR FOR
OF ISSUED SHARE CAPITAL
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Uralkali OAO
TICKER: URKA CUSIP: 91688E206
MEETING DATE: 12/8/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE INTERIM DIVIDEND OF RUB 4 PER ISSUER YES FOR FOR
SHARE
PROPOSAL #2: APPROVE NEW EDITION OF CHARTER ISSUER YES FOR FOR
PROPOSAL #3.1: DETERMINE COST OF LIABILITY INSURANCE ISSUER YES FOR FOR
FOR DIRECTORS AND EXECUTIVES
PROPOSAL #3.2: DETERMINE COST OF SERVICES UNDER ISSUER YES FOR FOR
INSURANCE AGREEMENT FOR DIRECTORS AND EXECUTIVES
PROPOSAL #4.1: APPROVE RELATED-PARTY TRANSACTION RE: ISSUER YES FOR FOR
LIABILITY INSURANCE FOR DIRECTORS AND EXECUTIVES
PROPOSAL #4.2: APPROVE RELATED-PARTY TRANSACTION RE: ISSUER YES FOR FOR
INSURANCE FOR DIRECTORS AND EXECUTIVES
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Uralkali OAO
TICKER: URKA CUSIP: 91688E206
MEETING DATE: 4/16/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE REORGANIZATION VIA ACQUISITION ISSUER YES FOR FOR
AND MERGER AGREEMENTS WITH ZAO INVESTMENT COMPANY
SILVINIT-RESURS, ZAO KAMA, OAO KAMSKAYA GORNAYA
KOMPANIYA
PROPOSAL #2: APPROVE REDUCTION IN SHARE CAPITAL ISSUER YES FOR FOR
PROPOSAL #3: APPROVE RELATED-PARTY TRANSACTION RE: ISSUER YES FOR FOR
LOAN AGREEMENT WITH OAO SBERBANK ROSSII
PROPOSAL #4: APPROVE RELATED-PARTY TRANSACTION RE: ISSUER YES FOR FOR
GUARANTEE LOAN AGREEMENT WITH OAO SBERBANK ROSSII
PROPOSAL #5: APPROVE RELATED-PARTY TRANSACTION RE: ISSUER YES FOR FOR
CROSS CURRENCY INTEREST RATE SWAP WITH OAO SBERBANK
ROSSII
PROPOSAL #6: AMEND REGULATIONS ON AUDIT COMMISSION ISSUER YES FOR FOR
PROPOSAL #7: APPROVE REGULATION ON REMUNERATION OF ISSUER YES FOR FOR
DIRECTORS
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Uralkali OAO
TICKER: URKA CUSIP: 91688E206
MEETING DATE: 6/7/2012 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE MEETING PROCEDURES ISSUER YES FOR FOR
PROPOSAL #2: APPROVE ANNUAL REPORT ISSUER YES FOR FOR
PROPOSAL #3: APPROVE FINANCIAL STATEMENTS ISSUER YES FOR FOR
PROPOSAL #4: APPROVE ALLOCATION OF INCOME AND ISSUER YES FOR FOR
DIVIDENDS OF RUB 4 PER SHARE
PROPOSAL #5.1: ELECT OLGA VYATKINA AS MEMBER OF AUDIT ISSUER YES FOR FOR
COMMISSION
PROPOSAL #5.2: ELECT LIDIYA NIKONOVA AS MEMBER OF ISSUER YES FOR FOR
AUDIT COMMISSION
PROPOSAL #5.3: ELECT VALERY LEPEKHIN AS MEMBER OF ISSUER YES FOR FOR
AUDIT COMMISSION
PROPOSAL #5.4: ELECT NATALYA PROKOPOVA AS MEMBER OF ISSUER YES FOR FOR
AUDIT COMMISSION
PROPOSAL #5.5: ELECT ARTEM TKACHEV AS MEMBER OF AUDIT ISSUER YES FOR FOR
COMMISSION
PROPOSAL #6: RATIFY AUDITOR OF COMPANY'S FINANCIAL ISSUER YES FOR FOR
STATEMENTS PREPARED IN ACCORDANCE WITH INTERNATIONAL
FINANCIAL REPORTING STANDARDS (IFRS)
PROPOSAL #7: RATIFY AUDITOR OF COMPANY'S FINANCIAL ISSUER YES FOR FOR
STATEMENTS PREPARED IN ACCORDANCE WITH RUSSIAN
ACCOUNTING STANDARDS (RAS)
PROPOSAL #8: APPROVE NEW EDITION OF CHARTER ISSUER YES FOR FOR
PROPOSAL #9: AMEND REGULATIONS ON REMUNERATION OF ISSUER YES FOR FOR
DIRECTORS
PROPOSAL #10: APPROVE NEW EDITION OF REGULATIONS ON ISSUER YES FOR FOR
GENERAL MEETINGS
PROPOSAL #11: DETERMINE COST OF LIABILITY INSURANCE ISSUER YES FOR FOR
OF DIRECTORS
PROPOSAL #12: APPROVE RELATED-PARTY TRANSACTIONS RE: ISSUER YES FOR FOR
INSURANCE AGREEMENT FOR DIRECTORS
PROPOSAL #13: DETERMINE COST OF SERVICES UNDER ISSUER YES FOR FOR
LIABILITY INSURANCE FOR DIRECTORS AND OFFICIALS
PROPOSAL #14: APPROVE RELATED-PARTY TRANSACTIONS RE: ISSUER YES FOR FOR
LIABILITY INSURANCE FOR DIRECTORS AND OFFICIALS
PROPOSAL #15.1: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OAO URAL SCIENTIFIC AND RESEARCH PROJECT
INSTITUTE OF GALLURGY RE: SERVICES AGREEMENTSRE:
SERVICES AGREEMENTS
PROPOSAL #15.2: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO VNII GALURGII RE: SERVICES AGREEMENTS
PROPOSAL #15.3: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO STROITELNO-MONTAZHNY TREST BEREZNIKOVSKOYE
SHAKHTOSTROITELNOYE UPRAVLENIYE RE: SERVICES
PROPOSAL #15.4: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH SOLIKAMSKY STROITELNY TREST RE: SERVICES
AGREEMENTS
PROPOSAL #15.5: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO NOVAYA NEDVIZHIMOST RE: SERVICES AGREEMENTS
PROPOSAL #15.6: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OAO BALTIC BULKER TERMINAL RE: SERVICES
PROPOSAL #15.7: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO WAGON DEPOT BALAKHONTSY RE: SERVICES
AGREEMENTS
PROPOSAL #15.8: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO REGISTRATOR INTRACO RE: SERVICES AGREEMENTS
PROPOSAL #15.9: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO AVTROTRANSKALI RE: SERVICES AGREEMENTS
PROPOSAL #15.10: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO SATELLITE-SERVICE RE: SERVICES AGREEMENTS
PROPOSAL #15.11: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO VODOKANAL RE: SERVICES AGREEMENTS
PROPOSAL #15.12: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO SECURITY AGENCY SHERIFF-BEREZNIKI RE:
SERVICES AGREEMENTS
PROPOSAL #15.13: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OAO KOPEYSKY MASHINOSTROITELNY ZAVOD RE:
SERVICES AGREEMENTS
PROPOSAL #15.14: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO EN-RESOURCE RE: SERVICES AGREEMENTS
PROPOSAL #15.15: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO CENTRE OF AUTOMATION AND MEASUREMENTS RE:
SERVICES AGREEMENTS
PROPOSAL #15.16: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO URALKALI-REMONT RE: SERVICES AGREEMENTS
PROPOSAL #15.17: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO WAGON DEPOT BALAKHONTSY RE: SERVICES
AGREEMENTS
PROPOSAL #15.18: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO AVTROTRANSKALI RE: SERVICES AGREEMENTS
PROPOSAL #15.19: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO SATELLITE-SERVICE RE: SERVICES AGREEMENTS
PROPOSAL #15.20: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO CENTRE OF AUTOMATION AND MEASUREMENTS RE:
SERVICES AGREEMENTS
PROPOSAL #15.21: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO URALKALI-REMONT RE: SERVICES AGREEMENTS
PROPOSAL #15.22: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO STROITELNO-MONTAZHNY TREST BEREZNIKOVSKOYE
SHAKHTOSTROITELNOYE UPRAVLENIYE RE: LEASE AGREMEMENTS
PROPOSAL #15.23: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO SOLIKAMSKY STROITELNY TREST RE: LEASE
AGREMEMENTS
PROPOSAL #15.24: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO NOVAYA NEDVIZHIMOST RE: LEASE AGREMEMENTS
PROPOSAL #15.25: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO WAGON DEPOT BALAKHONTSY RE: LEASE AGREMEMENTS
PROPOSAL #15.26: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO POLYCLINIC URALKALI-MED RE: LEASE AGREMEMENTS
PROPOSAL #15.27: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO AVTOTRANSKALI RE: LEASE AGREMEMENTS
PROPOSAL #15.28: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO SATELLITE-SERVICE RE: LEASE AGREMEMENTS
PROPOSAL #15.29: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO SP KAMA RE: LEASE AGREMEMENTS
PROPOSAL #15.30: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO VODOKANAL RE: LEASE AGREMEMENTS
PROPOSAL #15.31: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO SECURITY AGENCY SHERIFF-BEREZNIKI RE: LEASE
AGREMEMENTS
PROPOSAL #15.32: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OAO KAMSKAYA GORNAYA KOMPANIYA RE: LEASE
AGREMEMENTS
PROPOSAL #15.33: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO URALKALI-TECHNOLOGY RE: LEASE AGREMEMENTS
PROPOSAL #15.34: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO EN RESOURCE RE: LEASE AGREMEMENTS
PROPOSAL #15.35: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO CENTRE OF AUTOMATION AND MEASUREMENTS RE:
LEASE AGREMEMENTS
PROPOSAL #15.36: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO URALKALI-REMONT RE: LEASE AGREMEMENTS
PROPOSAL #15.37: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OAO URAL SCIENTIFIC AND RESEARCH PROJECT
INSTITUTE OF GALURGIA RE: LEASE AGREMEMENTS
PROPOSAL #15.38: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO STROITELNO-MONTAZHNY TRUST BEREZNIKOVSKOYE
SHAKHTOSTROITELNOYE UPRAVLENIYE RE: SUPPLY AGREEMENTS
PROPOSAL #15.39: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO SOLIKAMSKY STROITELNY TRUST RE: SUPPLY
AGREEMENTS
PROPOSAL #15.40: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO NOVAYA NEDVIZHIMOST RE: SUPPLY AGREEMENTS
PROPOSAL #15.41: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO WAGON DEPOT BALAKHONTSY RE: SUPPLY
PROPOSAL #15.42: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO POLYCLINIC URALKALI-MED RE: SUPPLY
PROPOSAL #15.43: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO BELARUSIAN POTASH COMPANY RE: SUPPLY
AGREEMENTS
PROPOSAL #15.44: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO AVTOTRANSKALI RE: SUPPLY AGREEMENTS
PROPOSAL #15.45: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO SATELLITE-SERVICE RE: SUPPLY AGREEMENTS
PROPOSAL #15.46: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO SP KAMA RE: SUPPLY AGREEMENTS
PROPOSAL #15.47: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO EN-RESOURCE RE: SUPPLY AGREEMENTS
PROPOSAL #15.48: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO CENTRE OF AUTOMATION AND MEASUREMENTS RE:
SUPPLY AGREEMENTS
PROPOSAL #15.49: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO URALKALI-REMONT RE: SUPPLY AGREEMENTS
PROPOSAL #15.50: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO STROITELNO-MONTAZHNY TRUST BEREZNIKOVSKOYE
SHAKHTOSTROITELNOYE UPRAVLENIYE RE: SUPPLY AGREEMENTS
PROPOSAL #15.51: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO SOLIKAMSKY STROITELNY TRUST RE: SUPPLY
AGREEMENTS
PROPOSAL #15.52: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH ZAO NOVAYA NEDVIZHIMOST RE: SUPPLY AGREEMENTS
PROPOSAL #15.53: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO WAGON DEPOT BALAKHONTSY RE: SUPPLY AGREEMENTS
PROPOSAL #15.54: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO SATELLITE-SERVICE RE: SUPPLY AGREEMENTS
PROPOSAL #15.55: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OAO KOPEYSKY MASHINOSTROITELNY ZAVOD RE: SUPPLY
AGREEMENTS
PROPOSAL #15.56: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO URALKALI-REMONT RE: SUPPLY AGREEMENTS
PROPOSAL #15.57: APPROVE RELATED-PARTY TRANSACTIOSN ISSUER YES FOR FOR
WITH ZAO SOLIKASMKY STROITELNY TRUST RE: LOAN
AGREEMENTS
PROPOSAL #15.58: APPROVE RELATED-PARTY TRANSACTIOSN ISSUER YES FOR FOR
WITH ZAO SP KAMA RE: LOAN AGREEMENTS
PROPOSAL #15.59: APPROVE RELATED-PARTY TRANSACTIOSN ISSUER YES FOR FOR
WITH OAO KAMSKAYA GORNAYA KOMPANIYA RE: LOAN
AGREEMENTS
PROPOSAL #15.60: APPROVE RELATED-PARTY TRANSACTIOSN ISSUER YES FOR FOR
WITH ZAO URALKALI-TECHNOLOGY RE: LOAN AGREEMENTS
PROPOSAL #15.61: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
WITH OOO SATELLIT-SERVICE RE: LICENSING AGREEMENTS
PROPOSAL #15.62: APPROVE RELATED-PARTY TRANSACTIONS ISSUER YES FOR FOR
RE: ASSETS CONTRIBUTION
PROPOSAL #16.1: ELECT ANTON AVERIN AS DIRECTOR ISSUER YES AGAINST N/A
PROPOSAL #16.2: ELECT VLADISLAV BAUMGERTNER AS ISSUER YES AGAINST N/A
DIRECTOR
PROPOSAL #16.3: ELECT ALEXANDER VOLOSHIN AS DIRECTOR ISSUER YES AGAINST N/A
PROPOSAL #16.4: ELECT ANNA KOLONCHINA AS DIRECTOR ISSUER YES AGAINST N/A
PROPOSAL #16.5: ELECT ALEXANDER MALAKH AS DIRECTOR ISSUER YES AGAINST N/A
PROPOSAL #16.6: ELECT VLADISLAV MAMULKIN AS DIRECTOR ISSUER YES AGAINST N/A
PROPOSAL #16.7: ELECT ROBERT JOHN MARGETTS AS DIRECTOR ISSUER YES FOR N/A
PROPOSAL #16.8: ELECT ALEXANDER MOSIONZHIK AS DIRECTOR ISSUER YES AGAINST N/A
PROPOSAL #16.9: ELECT PAUL JAMES OSTLING AS DIRECTOR ISSUER YES FOR N/A
PROPOSAL #16.10: ELECT GORDON HOLDEN SAGE AS DIRECTOR ISSUER YES FOR N/A
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: Zambezi Resources Ltd.
TICKER: ZRL CUSIP: G98841128
MEETING DATE: 12/23/2011 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: APPROVE THE APPOINTMENT OF DELOITTE ISSUER YES FOR FOR
TOUCHE TOHMATSU AS AUDITORS OF THE COMPANY
PROPOSAL #2: RATIFY THE PAST ISSUANCE OF THE FIRST ISSUER YES FOR FOR
TRANCHE A NOTES
PROPOSAL #3: APPROVE THE ISSUANCE OF THE SECOND ISSUER YES FOR FOR
TRANCHE A NOTES
PROPOSAL #4: APPROVE THE ISSUANCE OF THE TRANCHE B ISSUER YES FOR FOR
NOTES
PROPOSAL #5: APPROVE THE ISSUANCE OF THE CONVERTIBLE ISSUER YES FOR FOR
NOTES
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
F. William McNabb III*
Chairman and Chief Executive Officer
Date: August 30, 2012
*By: /s/Heidi Stam
Heidi Stam, pursuant to a Power of Attorney filed on March 27, 2012,
see File Number 2-11444. Incorporated by Reference.
