CABLEVISION SYSTEMS CORPORATION | | | CVC | | Annual Meeting Date: 05/18/2006 |
Issuer: 12686C | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | | | | |
| | CHARLES D. FERRIS | Management | For | For |
| | RICHARD H. HOCHMAN | Management | For | For |
| | VICTOR ORISTANO | Management | For | For |
| | VINCENT TESE | Management | For | For |
| | THOMAS V. REIFENHEISER | Management | For | For |
| | JOHN R. RYAN | Management | For | For |
02 | PROPOSAL TO RATIFY AND APPROVE THE APPOINTMENT | | Management | For | For |
| OF KPMG LLP, AS INDEPENDENT REGISTERED PUBLIC | | | | |
| ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL | | | | |
| YEAR 2006. | | | | |
03 | PROPOSAL TO AUTHORIZE AND APPROVE THE CABLEVISION | | Management | Against | Against |
| SYSTEMS CORPORATION 2006 EMPLOYEE STOCK PLAN. | | | | |
04 | PROPOSAL TO AUTHORIZE AND APPROVE THE CABLEVISION | | Management | For | For |
| SYSTEMS CORPORATION 2006 CASH INCENTIVE PLAN. | | | | |
05 | PROPOSAL TO AUTHORIZE AND APPROVE THE CABLEVISION | | Management | For | For |
| SYSTEMS CORPORATION 2006 STOCK PLAN FOR NON-EMPLOYEE | | | | |
| DIRECTORS. | | | | |
| | | | | |
| | | | | |
| | | | | |
CADBURY SCHWEPPES PLC | | | | | AGM Meeting Date: 05/18/2006 |
Issuer: G17444152 | | ISIN: GB0006107006 | | | |
SEDOL: 0610700, 5659883, 6149703, B02S7G6 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | RECEIVE THE FINANCIAL STATEMENTS FOR THE 52 WEEKS | | Management | For | *Management Position Unknown |
| ENDED 01 JAN 2006 AND THE REPORTS OF THE DIRECTORS | | | | |
| AND AUDITORS | | | | |
2. | APPROVE THE FINAL DIVIDEND OF 9.00 PENCE PER | | Management | For | *Management Position Unknown |
| ORDINARY SHARE PAYABLE ON 26 MAY 2006 TO THE | | | | |
| ORDINARY SHAREHOLDERS REGISTERED AT THE CLOSE | | | | |
| OF BUSINESS ON 28 APR 2006 | | | | |
3. | APPROVE THE DIRECTORS REMUNERATION REPORT CONTAINED | | Management | For | *Management Position Unknown |
| IN THE REPORT AND ACCOUNTS | | | | |
4. | RE-APPOINT MR. ROGER CARR AS A DIRECTOR OF THE | | Management | For | *Management Position Unknown |
| COMPANY, WHO RETIRES BY ROTATION | | | | |
5. | RE-APPOINT MR. KEN HENNA AS A DIRECTOR OF THE | | Management | For | *Management Position Unknown |
| COMPANY, WHO RETIRES BY ROTATION | | | | |
6. | RE-APPOINT MR. TODD STITZER AS A DIRECTOR OF | | Management | For | *Management Position Unknown |
| THE COMPANY, WHO RETIRES BY ROTATION | | | | |
7. | RE-APPOINT LORD PATTEN AS A DIRECTOR OF THE COMPANY | | Management | For | *Management Position Unknown |
8. | RE-APPOINT MR. BARONESS WILCOX AS A DIRECTOR | | Management | For | *Management Position Unknown |
| OF THE COMPANY, WHO RETIRES BY ROTATION IN ACCORDANCE | | | | |
| WITH THE COMBINED CODE | | | | |
9. | RE-APPOINT DELOITTE & TOUCHE LLP AS THE AUDITORS | | Management | For | *Management Position Unknown |
| OF THE COMPANY UNTIL THE NEXT GENERAL MEETING | | | | |
| AT WHICH ACCOUNTS ARE LAID BEFORE THE COMPANY | | | | |
10. | AUTHORIZE THE DIRECTORS TO FIX THE REMUNERATION | | Management | For | *Management Position Unknown |
| OF THE AUDITORS | | | | |
11. | APPROVE THE CADBURY SCHWEPPES INTERNATIONAL SHARE | | Management | For | *Management Position Unknown |
| AWARD PLAN THE PLAN AND AUTHORIZE THE DIRECTORS | | | | |
| TO VOTE AND BE COUNTED IN THE QUORUM ON ANY MATTERS | | | | |
| CONNECTED WITH THE PLAN EXCEPT THAT NO DIRECTOR | | | | |
| MAY VOTE OR BE COUNTED IN THE QUORUM IN RESPECT | | | | |
| OF HIS OWN PARTICIPATION AND ANY PROHIBITION | | | | |
| ON VOTING OR COUNTING IN QUORUM CONTAINED IN | | | | |
| THE ARTICLES OF ASSOCIATION OF THE COMPANY BE | | | | |
| AND IS RELAXED ACCORDINGLY | | | | |
12. | AUTHORIZE THE DIRECTORS TO AMEND THE RULES OF | | Management | For | *Management Position Unknown |
| THE CADBURY SCHWEPPES 2004 LONG TERM INCENTIVE | | | | |
| PLAN AND TO DO ALL SUCH ACTS AND THINGS AS MAY | | | | |
| BE NECESSARY TO CARRY THE SAME INTO EFFECT | | | | |
13. | AUTHORIZE THE DIRECTORS OF THE COMPANY GENERALLY | | Management | For | *Management Position Unknown |
| AND UNCONDITIONALLY TO ALLOT RELEVANT SECURITIES | | | | |
| AS DEFINED SECTION 80 OF THE COMPANIES ACT 1985 | | | | |
| UP TO A MAXIMUM AGGREGATE NOMINAL AMOUNT OF GBP | | | | |
| 86.09 MILLION; AUTHORITY EXPIRES AT THE CONCLUSION | | | | |
| OF THE AGM OF THE COMPANY NEXT YEAR ; AND THE | | | | |
| DIRECTORS MAY ALLOT RELEVANT SECURITIES AFTER | | | | |
| THE EXPIRY OF THIS AUTHORITY IN PURSUANCE OF | | | | |
| SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH | | | | |
| EXPIRY | | | | |
s.14 | AUTHORIZE THE DIRECTORS TO ALLOT EQUITY SECURITIES | | Management | For | *Management Position Unknown |
| AS DEFINED IN SECTION 94(2) OF THE COMPANIES | | | | |
| ACT 1985 FOR CASH PURSUANT TO THE AUTHORITY CONFERRED | | | | |
| BY RESOLUTION 13 WHERE SUCH ALLOTMENT CONSTITUTES | | | | |
| AN ALLOTMENT OF EQUITY SECURITIES BY VIRTUE OF | | | | |
| SECTION 94(3A) OF THE COMPANIES ACT 1985, DISAPPLYING | | | | |
| THE STATUTORY PRE-EMPTION RIGHTS SECTION 89(1) | | | | |
| , PROVIDED THAT THIS POWER IS LIMITED TO THE | | | | |
| ALLOTMENT OF EQUITY SECURITIES: I) IN CONNECTION | | | | |
| WITH A RIGHTS ISSUE, OPEN OFFER OR ANY OTHER | | | | |
| PRE-EMPTIVE OFFER IN FAVOR OF ORDINARY SHAREHOLDERS | | | | |
| OR OTHER EQUITY SECURITIES EXCLUDING ANY HOLDER | | | | |
| HOLDING SHARES AS TREASURY SHARES WHERE THE | | | | |
| EQUITY SECURITIES RESPECTIVELY ATTRIBUTABLE TO | | | | |
| THE INTERESTS OF SUCH PERSONS ON A FIXED RECORD | | | | |
| DATE ARE PROPORTIONATE AS NEARLY AS MAY BE | | | | |
| TO THE RESPECTIVE NUMBERS OF EQUITY SECURITIES | | | | |
| HELD BY THEM OR OTHERWISE ALLOTTED IN ACCORDANCE | | | | |
| WITH THE RIGHTS ATTACHING TO SUCH EQUITY SECURITIES; | | | | |
| II) UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP | | | | |
| 13.04 MILLION; AUTHORITY EXPIRES AT THE CONCLUSION | | | | |
| OF THE NEXT AGM OF THE COMPANY ; AND THE DIRECTORS | | | | |
| MAY ALLOT EQUITY SECURITIES AFTER THE EXPIRY | | | | |
| OF THIS AUTHORITY IN PURSUANCE OF SUCH AN OFFER | | | | |
| OR AGREEMENT MADE PRIOR TO SUCH EXPIRY | | | | |
s.15 | AUTHORIZE THE COMPANY, IN ACCORDANCE WITH SECTION | | Management | For | *Management Position Unknown |
| 166 OF THE COMPANIES ACT 1985, TO MAKE MARKET | | | | |
| PURCHASES SECTION 163(3) OF THE COMPANIES ACT | | | | |
| 1985 OF ITS OWN ORDINARY SHARES UPON AND SUBJECT | | | | |
| TO THE FOLLOWING CONDITIONS: I) THE MAXIMUM NUMBER | | | | |
| OF SUCH ORDINARY SHARES IN THE COMPANY HAS A | | | | |
| TOTAL NOMINAL VALUE OF GBP 26.09 MILLION; II) | | | | |
| THE MINIMUM PRICE, EXCLUSIVE OF EXPENSES, WHICH | | | | |
| MAY BE PAID FOR EACH ORDINARY SHARE IS AN AMOUNT | | | | |
| EQUAL TO THE NOMINAL VALUE OF EACH SUCH ORDINARY | | | | |
| SHARE; III) THE MAXIMUM PRICE, EXCLUSIVE OF EXPENSES, | | | | |
| WHICH MAY BE PAID FOR ANY SUCH ORDINARY SHARE | | | | |
| IS AN AMOUNT EQUAL TO 105% OF THE AVERAGE MIDDLE | | | | |
| MARKET QUOTATIONS FOR SUCH SHARES DERIVED FROM | | | | |
| THE LONDON STOCK EXCHANGE DAILY OFFICIAL LIST, | | | | |
| OVER THE PREVIOUS 5 BUSINESS DAYS; AUTHORITY | | | | |
| EXPIRES THE EARLIER OF THE CONCLUSION OF THE | | | | |
| NEXT AGM OF THE COMPANY ; THE COMPANY, BEFORE | | | | |
| THE EXPIRY, MAY MAKE A CONTRACT TO PURCHASE ORDINARY | | | | |
| SHARES WHICH WILL OR MAY BE EXECUTED WHOLLY OR | | | | |
| PARTLY AFTER SUCH EXPIRY | | | | |
| | | | | |
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| | | | | |
| | | | | |
COMCAST CORPORATION | | | CMCSA | | Annual Meeting Date: 05/18/2006 |
Issuer: 20030N | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | | | | |
| | S. DECKER ANSTROM | Management | For | For |
| | KENNETH J. BACON | Management | For | For |
| | SHELDON M. BONOVITZ | Management | For | For |
| | EDWARD D. BREEN | Management | For | For |
| | JULIAN A. BRODSKY | Management | For | For |
| | JOSEPH J. COLLINS | Management | For | For |
| | J. MICHAEL COOK | Management | For | For |
| | JEFFREY A. HONICKMAN | Management | For | For |
| | BRIAN L. ROBERTS | Management | For | For |
| | RALPH J. ROBERTS | Management | For | For |
| | DR. JUDITH RODIN | Management | For | For |
| | MICHAEL I. SOVERN | Management | For | For |
02 | INDEPENDENT AUDITORS. | | Management | For | For |
03 | 2002 EMPLOYEE STOCK PURCHASE PLAN. | | Management | For | For |
04 | 2002 RESTRICTED STOCK PLAN. | | Management | For | For |
05 | 2006 CASH BONUS PLAN. | | Management | For | For |
06 | PREVENT THE ISSUANCE OF NEW STOCK OPTIONS. | | Shareholder | Against | For |
07 | REQUIRE THAT THE CHAIRMAN OF THE BOARD NOT BE | | Shareholder | For | Against |
| AN EMPLOYEE. | | | | |
08 | LIMIT COMPENSATION FOR MANAGEMENT. | | Shareholder | Against | For |
09 | ADOPT A RECAPITALIZATION PLAN. | | Shareholder | For | Against |
10 | ESTABLISH A MAJORITY VOTE SHAREHOLDER COMMITTEE. | | Shareholder | For | Against |
| | | | | |
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DTS, INC. | | | DTSI | | Annual Meeting Date: 05/18/2006 |
Issuer: 23335C | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | JON E. KIRCHNER | Management | For | For |
| | JAMES B. MCELWEE | Management | For | For |
| | RONALD N. STONE | Management | For | For |
02 | TO RATIFY AND APPROVE PRICEWATERHOUSECOOPERS | | Management | For | For |
| LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR | | | | |
| FISCAL YEAR 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
INTERFACE, INC. | | | IFSIA | | Annual Meeting Date: 05/18/2006 |
Issuer: 458665 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | | |
| | | | | |
| | DIANNE DILLON-RIDGLEY | Management | Withheld | Against |
| | JUNE M. HENTON | Management | Withheld | Against |
| | CHRISTOPHER G. KENNEDY | Management | Withheld | Against |
| | THOMAS R. OLIVER | Management | Withheld | Against |
02 | PROPOSAL TO APPROVE THE COMPANY'S ADOPTION OF | | Management | For | For |
| AN AMENDMENT AND RESTATEMENT OF THE INTERFACE, | | | | |
| INC. OMNIBUS STOCK INCENTIVE PLAN. | | | | |
03 | RATIFICATION OF THE APPOINTMENT OF BDO SEIDMAN, | | Management | For | For |
| LLP AS INDEPENDENT AUDITORS FOR 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
JETBLUE AIRWAYS CORPORATION | | | JBLU | | Annual Meeting Date: 05/18/2006 |
Issuer: 477143 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | DR. KIM CLARK | Management | For | For |
| | JOEL PETERSON | Management | For | For |
| | ANN RHOADES | Management | For | For |
| | ANGELA GITTENS | Management | For | For |
02 | TO RATIFY THE APPOINTMENT OF ERNST & YOUNG, LLP | | Management | For | For |
| AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC | | | | |
| ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER | | | | |
| 31, 2006. | | | | |
| | | | | |
| | | | | |
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JUNIPER NETWORKS, INC. | | | JNPR | | Annual Meeting Date: 05/18/2006 |
Issuer: 48203R | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | | |
| | SCOTT KRIENS | Management | For | For |
| | STRATTON SCLAVOS | Management | Withheld | Against |
| | WILLIAM R. STENSRUD | Management | For | For |
02 | APPROVAL OF THE JUNIPER NETWORKS, INC. 2006 EQUITY | | Management | For | For |
| INCENTIVE PLAN, INCLUDING APPROVAL OF ITS MATERIAL | | | | |
| TERMS AND PERFORMANCE GOALS FOR PURPOSES OF INTERNAL | | | | |
| REVENUE CODE SECTION 162(M). | | | | |
03 | RATIFICATION OF ERNST & YOUNG LLP, AN INDEPENDENT | | Management | For | For |
| REGISTERED PUBLIC ACCOUNTING FIRM, AS AUDITORS. | | | | |
| | | | | |
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MARSH & MCLENNAN COMPANIES, INC. | | | MMC | | Annual Meeting Date: 05/18/2006 |
Issuer: 571748 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | | | | |
| | LESLIE M. BAKER, JR. | Management | For | For |
| | GWENDOLYN S. KING | Management | For | For |
| | MARC D. OKEN | Management | For | For |
| | DAVID A. OLSEN | Management | For | For |
02 | RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED | | Management | For | For |
| PUBLIC ACCOUNTING FIRM | | | | |
03 | STOCKHOLDER PROPOSAL: DIRECTOR ELECTION VOTING | | Shareholder | For | Against |
| STANDARD | | | | |
04 | STOCKHOLDER PROPOSAL: POLITICAL CONTRIBUTION | | Shareholder | For | Against |
| DISCLOSURE | | | | |
| | | | | |
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METRO AG, DUESSELDORF | | | | | AGM Meeting Date: 05/18/2006 |
Issuer: D53968125 | | ISIN: DE0007257503 | | | |
SEDOL: 5041413, 5106129, 5106130, 7159217, B02NST1, B10QQ62 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | PRESENTATION OF THE APPROVED FINANCIAL STATEMENTS, | | Non-Voting | | *Management Position Unknown |
| AND THE APPROVED CONSOLIDATED FINANCIAL STATEMENTS, | | | | |
| THE MANAGEMENT REPORTS FOR METRO AG AND THE METRO | | | | |
| GROUP FOR THE FY 2005, INCLUDING THE REPORT BY | | | | |
| THE SUPERVISORY BOARD AND THE RESOLUTION ON THE | | | | |
| APPROPRIATION ON THE BALANCE SHEET PROFIT | | | | |
2. | RESOLUTION ON THE FORMAL APPROVAL OF THE ACTS | | Management | For | *Management Position Unknown |
| OF THE MEMBERS OF THE MANAGEMENT BOARD FOR THE | | | | |
| FY 2005 | | | | |
3. | RESOLUTION ON THE FORMAL APPROVAL OF THE ACTS | | Management | For | *Management Position Unknown |
| OF THE MEMBERS OF THE SUPERVISORY BOARD FOR THE | | | | |
| FY 2005 | | | | |
4. | ELECTION OF KPMG DEUTSCHE TREUHAND-GESELLSCHAFT | | Management | For | *Management Position Unknown |
| AKTIENGESELLSCHAFT AS THE AUDITOR FOR THE ANNUAL | | | | |
| FINANCIAL STATEMENTS AND THE CONSOLIDATED FINANCIAL | | | | |
| STATEMENTS FOR THE FY 2006 | | | | |
5.1 | ELECT DR. ECKHARD CORDES AS THE MEMBER OF THE | | Management | For | *Management Position Unknown |
| SUPERVISORY BOARD | | | | |
5.2 | ELECT MR. PETER KUPFER AS THE MEMBER OF THE SUPERVISORY | | Management | For | *Management Position Unknown |
| BOARD | | | | |
6. | RESOLUTION ON THE AUTHORIZATION TO ACQUIRE COMPANY | | Management | For | *Management Position Unknown |
| STOCK | | | | |
7. | RESOLUTION ON THE AMENDMENT OF ARTICLE 16 OF | | Management | For | *Management Position Unknown |
| THE ARTICLES OF ASSOCIATION REGISTRATION FOR | | | | |
| AND ATTENDANCE OF THE GENERAL MEETING | | | | |
| | | | | |
| | | | | |
| | | | | |
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METRO AG, DUESSELDORF | | | | | AGM Meeting Date: 05/18/2006 |
Issuer: D53968125 | | ISIN: DE0007257503 | | | |
SEDOL: 5041413, 5106129, 5106130, 7159217, B02NST1, B10QQ62 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | PRESENTATION OF THE APPROVED FINANCIAL STATEMENTS, | | Management | For | *Management Position Unknown |
| AND THE APPROVED CONSOLIDATED FINANCIAL STATEMENTS, | | | | |
| THE MANAGEMENT REPORTS FOR METRO AG AND THE METRO | | | | |
| GROUP FOR THE FY 2005, INCLUDING THE REPORT BY | | | | |
| THE SUPERVISORY BOARD AND THE RESOLUTION ON THE | | | | |
| APPROPRIATION ON THE BALANCE SHEET PROFIT | | | | |
2. | RESOLUTION ON THE FORMAL APPROVAL OF THE ACTS | | Management | For | *Management Position Unknown |
| OF THE MEMBERS OF THE MANAGEMENT BOARD FOR THE | | | | |
| FY 2005 | | | | |
3. | RESOLUTION ON THE FORMAL APPROVAL OF THE ACTS | | Management | For | *Management Position Unknown |
| OF THE MEMBERS OF THE SUPERVISORY BOARD FOR THE | | | | |
| FY 2005 | | | | |
4. | ELECTION OF KPMG DEUTSCHE TREUHAND-GESELLSCHAFT | | Management | For | *Management Position Unknown |
| AKTIENGESELLSCHAFT AS THE AUDITOR FOR THE ANNUAL | | | | |
| FINANCIAL STATEMENTS AND THE CONSOLIDATED FINANCIAL | | | | |
| STATEMENTS FOR THE FY 2006 | | | | |
5.1 | ELECT DR. ECKHARD CORDES AS THE MEMBER OF THE | | Management | For | *Management Position Unknown |
| SUPERVISORY BOARD | | | | |
5.2 | ELECT MR. PETER KUPFER AS THE MEMBER OF THE SUPERVISORY | | Management | For | *Management Position Unknown |
| BOARD | | | | |
6. | RESOLUTION ON THE AUTHORIZATION TO ACQUIRE COMPANY | | Management | For | *Management Position Unknown |
| STOCK | | | | |
7. | RESOLUTION ON THE AMENDMENT OF ARTICLE 16 OF | | Management | For | *Management Position Unknown |
| THE ARTICLES OF ASSOCIATION REGISTRATION FOR | | | | |
| AND ATTENDANCE OF THE GENERAL MEETING | | | | |
| | | | | |
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THE CHARLES SCHWAB CORPORATION | | | SCHW | | Annual Meeting Date: 05/18/2006 |
Issuer: 808513 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | | | | |
| | NANCY H. BECHTLE | Management | For | For |
| | C. PRESTON BUTCHER | Management | For | For |
| | MARJORIE MAGNER | Management | For | For |
02 | APPROVAL OF AMENDMENTS TO THE CERTIFICATE OF | | Management | For | For |
| INCORPORATION AND BYLAWS TO PROVIDE FOR THE ANNUAL | | | | |
| ELECTION OF DIRECTORS | | | | |
03 | STOCKHOLDER PROPOSAL REGARDING THE EFFECT OF | | Shareholder | Against | For |
| A FLAT TAX | | | | |
04 | STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS | | Shareholder | For | Against |
05 | STOCKHOLDER PROPOSAL REGARDING MAJORITY VOTING | | Shareholder | For | Against |
06 | STOCKHOLDER PROPOSAL REGARDING SEVERANCE PAYMENTS | | Shareholder | For | Against |
| | | | | |
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MAN AG, MUENCHEN | | | | | AGM Meeting Date: 05/19/2006 |
Issuer: D51716104 | | ISIN: DE0005937007 | | | |
SEDOL: 4546373, 5563520, 5628883, 7159198, B0318P0, B10LRX1 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | PRESENTATION OF THE ADOPTED ANNUAL FINANCIAL | | Non-Voting | | *Management Position Unknown |
| STATEMENTS AND THE CONSOLIDATED FINANCIAL STATEMENTS | | | | |
| FOR THE YE 31 DEC 2005, AS WELL AS THE JOINT | | | | |
| MANAGEMENT REPORT OF MAN AKTIENGESELLSCHAFT AND | | | | |
| THE MAN GROUP FOR THE FYE 31 DEC 2005 AND THE | | | | |
| REPORT OF THE SUPERVISORY BOARD | | | | |
2. | APPROPRIATION OF NET EARNINGS AVAILABLE TO MAN | | Management | For | *Management Position Unknown |
| AKTIENGESELLSCHAFT | | | | |
3. | DISCHARGE OF THE EXECUTIVE BOARD | | Management | For | *Management Position Unknown |
4. | DISCHARGE OF THE SUPERVISORY BOARD | | Management | For | *Management Position Unknown |
5. | AUTHORIZATION TO PURCHASE AND USE OWN STOCK | | Management | For | *Management Position Unknown |
6. | AMENDMENTS TO THE BYLAWS RELATING TO COMPENSATION | | Management | For | *Management Position Unknown |
| OF MEMBERS OF THE SUPERVISORY BOARD | | | | |
7. | APPOINT KPMG, MUNICH AS THE AUDITORS FOR THE | | Management | For | *Management Position Unknown |
| 2006 FY | | | | |
| | | | | |
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TIME WARNER INC. | | | TWX | | Annual Meeting Date: 05/19/2006 |
Issuer: 887317 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | | | | |
| | JAMES L. BARKSDALE | Management | For | For |
| | STEPHEN F. BOLLENBACH | Management | For | For |
| | FRANK J. CAUFIELD | Management | For | For |
| | ROBERT C. CLARK | Management | For | For |
| | JESSICA P. EINHORN | Management | For | For |
| | REUBEN MARK | Management | For | For |
| | MICHAEL A. MILES | Management | For | For |
| | KENNETH J. NOVACK | Management | For | For |
| | RICHARD D. PARSONS | Management | For | For |
| | FRANCIS T. VINCENT, JR. | Management | For | For |
| | DEBORAH C. WRIGHT | Management | For | For |
02 | RATIFICATION OF AUDITORS. | | Management | For | For |
03 | APPROVAL OF TIME WARNER INC. 2006 STOCK INCENTIVE | | Management | For | For |
| PLAN. | | | | |
04 | STOCKHOLDER PROPOSAL REGARDING SIMPLE MAJORITY | | Shareholder | For | Against |
| VOTE. | | | | |
05 | STOCKHOLDER PROPOSAL REGARDING SEPARATION OF | | Shareholder | Against | For |
| ROLES OF CHAIRMAN AND CEO. | | | | |
06 | STOCKHOLDER PROPOSAL REGARDING CODE OF VENDOR | | Shareholder | Against | For |
| CONDUCT. | | | | |
| | | | | |
| | | | | |
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AAREAL BANK AG, WIESBADEN | | | | | AGM Meeting Date: 05/23/2006 |
Issuer: D00379111 | | ISIN: DE0005408116 | | | |
SEDOL: 7380062, B030S57 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | PRESENTATION OF THE FINANCIAL STATEMENTS AND | | Non-Voting | | *Management Position Unknown |
| ANNUAL REPORT FOR THE 2005 FINANCIAL YEAR WITH | | | | |
| THE REPORT OF THE SUPERVISORY BOARD, THE GROUP | | | | |
| FINANCIAL STATEMENTS AND GROUP ANNUAL REPORT | | | | |
2. | RESOLUTION ON THE APPROPRIATION OF THE DISTRIBUTABLE | | Management | For | *Management Position Unknown |
| PROFIT OF EUR 20,848.74 AS FOLLOWS: EUR 20,848.74 | | | | |
| SHALL BE ALLOCATED TO THE OTHER REVENUE RESERVES | | | | |
3. | RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING | | Management | For | *Management Position Unknown |
| DIRECTORS | | | | |
4. | RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD | | Management | For | *Management Position Unknown |
5. | APPOINTMENT OF AUDITORS FOR THE 2006 FINANCIAL | | Management | For | *Management Position Unknown |
| YEAR: PRICEWATERHOUSECOOPERS AG, FRANKFURT | | | | |
6. | RESOLUTION ON THE REVOCATION OF THE EXISTING | | Management | Against | *Management Position Unknown |
| AUTHORIZED CAPITAL, THE CREATION OF A NEW AUTHORIZED | | | | |
| CAPITAL 2006, AND THE CORRESPONDING AMENDMENT | | | | |
| TO THE ARTICLE OF ASSOCIATION; THE EXISTING AUTHORIZATION | | | | |
| OF THE SHAREHOLDERS MEETING OF JUNE 15, 2005, | | | | |
| TO INCREASE THE SHARE CAPITAL BY UP TO EUR 58,300,000 | | | | |
| SHALL BE REVOKED IN RESPECT OF THE UNUSED PORTION | | | | |
| OF EUR 46,639,504;THE BOARD OF MDS SHALL BE AUTHORIZED, | | | | |
| WITH THE CONSENT OF THE SUPERVISORY BOARD, TO | | | | |
| INCREASE THE COMPANY S SHARE CAPITAL BY UP TO | | | | |
| EUR 64,110,000 THROUGH THE ISSUE OF NEW BEARER | | | | |
| NO-PAR SHARES AGAINST PAYMENT IN CASH OR KIND, | | | | |
| ON OR BEFORE MAY 22, 2011; SHAREHOLDERS SHALL | | | | |
| BE GRANTED SUBSCRIPTION RIGHTS EXCEPT FOR A CAPITAL | | | | |
| INCREASE OF UP TO 10% OF THE COMPANY S SHARE | | | | |
| CAPITAL AGAINST PAYMENT IN CASH IF THE NEW SHARES | | | | |
| ARE ISSUED AT A PRICE NOT MATERIALLY BELOW THEIR | | | | |
| MARKET PRICE, FOR RESIDUAL AMOUNTS, FOR SATISFYING | | | | |
| EXISTING CONV. OR OPTION RIGHTS, FOR THE ISSUE | | | | |
| OF EMPLOYEE SHARES OF UP TO EUR 4,000,000, AND | | | | |
| FOR A CAPITAL INCREASE AGAINST PAYMENT IN KIND | | | | |
| IN CONNECTION WITH MERGERS AND ACQUISITIONS | | | | |
7. | RESOLUTION ON REVOCATION OF THE EXISTING AUTHORIZATION | | Management | For | *Management Position Unknown |
| TO ISSUE BONDS AND THE CORRESPONDING CONTINGENT | | | | |
| CAPITAL, THE AUTHORIZATION TO ISSUE CONV. AND/OR | | | | |
| WARRANT BONDS, THE CREATION OF CONTINGENT CAPITAL, | | | | |
| AND THE CORRESPONDING AMENDMENT TO THE ARTICLES | | | | |
| OF ASSOCIATION; THE BOARD OF MDS SHALL BE AUTHORIZED, | | | | |
| WITH THE CONSENT OF THE SUPERVISORY BOARD, TO | | | | |
| ISSUE BEARER OR REGISTERED BONDS OF UP TO EUR | | | | |
| 600,000,000, CONFERRING CONV. AND/OR OPTION RIGHTS | | | | |
| FOR NEW SHARES OF THE COMPANY, ON OR BEFORE MAY | | | | |
| 22, 2011; SHAREHOLDERS SHALL BE GRANTED SUBSCRIPTION | | | | |
| RIGHTS EXCEPT FOR THE ISSUE OF BONDS CONFERRING | | | | |
| CONV. AND/OR OPTION RIGHTS FOR SHARES OF THE | | | | |
| COMPANY OF UP TO 10% OF ITS SHARE CAPITAL IF | | | | |
| SUCH BONDS ARE ISSUED AT A PRICE NOT MATERIALLY | | | | |
| BELOW THEIR THEORETICAL MARKET VALUE, FOR RESIDUAL | | | | |
| AMOUNTS, FOR THE GRANTING OF SUCH RIGHTS TO OTHER | | | | |
| BONDHOLDERS, AND FOR A CAPITAL INCREASE AGAINST | | | | |
| PAYMENT IN KIND IN CONNECTION WITH ACQUISITIONS; | | | | |
| THE COMPANY S SHARE CAPITAL SHALL BE INCREASED | | | | |
| ACCORDINGLY BY UP TO EUR 30,000,000 THROUGH THE | | | | |
| ISSUE OF UP TO 10,000,000 NEW BEARER NO-PAR SHARES, | | | | |
| INSOFAR AS CONV. AND/OR OPTION RIGHTS ARE EXERCISED. | | | | |
8. | RENEWAL OF THE AUTHORIZATION TO ACQUIRE OWN SHARES | | Management | For | *Management Position Unknown |
| FOR TRADING PURPOSES THE COMPANY SHALL BE AUTHORIZED | | | | |
| TO ACQUIRE AND SELL OWN SHARES, AT PRICES NOT | | | | |
| DIFFERING MORE THAN 10% FROM THE MARKET PRICE | | | | |
| OF THE SHARES, ON OR BEFORE NOVEMBER 22, 2007; | | | | |
| THE TRADING PORTFOLIO OF SHARES TO BE ACQUIRED | | | | |
| FOR SUCH PURPOSE SHALL NOT EXCEED 5% OF THE COMPANY'S | | | | |
| SHARE CAPITAL AT THE END OF EACH DAY. | | | | |
13.3 | ELECT MR. ERWIN FLIEGER AS MEMBER TO THE SUPERVISORY | | Management | For | *Management Position Unknown |
| BOARD | | | | |
9. | RENEWAL OF THE AUTHORIZATION TO ACQUIRE OWN SHARES | | Management | For | *Management Position Unknown |
| FOR OTHER PURPOSES THE COMPANY SHALL BE AUTHORIZED | | | | |
| TO ACQUIRE OWN SHARES OF UP TO 10% OF ITS SHARE | | | | |
| CAPITAL, AT PRICES NOT DIFFERING MORE THAN 10% | | | | |
| FROM THE MARKET PRICE OF THE SHARES, ON OR BEFORE | | | | |
| 22 NOV 2007; THE BOARD OF MDS SHALL BE AUTHORIZED | | | | |
| TO DISPOSE OF THE SHARES IN A MANNER OTHER THAN | | | | |
| THE STOCK EXCHANGE OR AN OFFER TO ALL SHAREHOLDERS | | | | |
| IF THE SHARES ARE SOLD AT A PRICE NOT MATERIALLY | | | | |
| BELOW THEIR MARKET PRICE, TO USE THE SHARES FOR | | | | |
| ACQUISITION PURPOSES OR FOR SATISFYING EXISTING | | | | |
| CONV. OR OPTION RIGHTS, AND TO RETIRE THE SHARES. | | | | |
10. | APPROVAL OF THE SPIN-OFF AGREEMENT WITH THE COMPANY’S | | Management | For | *Management Position Unknown |
| WHOLLY-OWNED SUBSIDIARY REAL SECHSUNDZWANZIGSTE | | | | |
| VERWALTUNGSGESELLSCHAFT MBH, PURSUANT TO SECTION | | | | |
| 123(3)1 OF THE LAW REGULATING TRANSFORMATION | | | | |
| OF COMPANIES THE COMPANY SHALL TRANSFER A LOANS | | | | |
| PORTFOLIO TOGETHER WITH DIVISION-RELATED ASSETS | | | | |
| TO REAL SECHSUNDZWANZIGSTE VERWALTUNGSGESELLSCHAFT | | | | |
| MBH, AS PER 01 JAN 2006 | | | | |
11. | APPROVAL OF THE CONTROL AND PROFIT TRANSFER AGREEMENTS | | Management | For | *Management Position Unknown |
| WITH THE COMPANY’S WHOLLY-OWNED SUBSIDIARIES | | | | |
| AAREAL VALUATION GMBH, REAL NEUNZEHNTE VERWALTUNGSGESELLSCHAFT | | | | |
| MBH, AAREAL IT BETEILIGUNGEN GMBH, AND REAL SECHSUNDZWANZIGSTE | | | | |
| VERWALTUNGSGESELLSCHAFT MBH, EFFECTIVE RETROACTIVELY | | | | |
| FROM 01 JAN 2006 UNTIL AT LEAST 31 DEC 2010 | | | | |
12. | RESOLUTION ON THE REMUNERATION FOR MEMBERS OF | | Management | For | *Management Position Unknown |
| THE SUPERVISORY BOARD AND THE CORRESPONDING AMENDMENT | | | | |
| TO THE ARTICLES OF ASSOCIATION AS OF THE 2006 | | | | |
| FINANCIAL YEAR, EACH MEMBER OF THE SUPERVISORY | | | | |
| BOARD SHALL RECEIVE A FIXED ANNUAL REMUNERATION | | | | |
| OF EUR 20,000, THE CHAIRMAN SHALL RECEIVE TWICE, | | | | |
| THE DEPUTY CHAIRMAN ONE AND A HALF TIMES, THIS | | | | |
| AMOUNT; EACH MEMBER OF THE SUPERVISORY BOARD | | | | |
| COMMITTEE SHALL RECEIVE AN ADDITIONAL ANNUAL | | | | |
| REMUNERATION OF EUR 10,000, THE CHAIRMAN OF SUCH | | | | |
| A COMMITTEE SHALL RECEIVE EUR 20,000; IN ADDITION, | | | | |
| EACH MEMBER OF THE SUPERVISORY BOARD SHALL RECEIVE | | | | |
| A SHORT-TERM PROFIT-RELATED AND A LONG-TERM PROFIT-RELATED | | | | |
| REMUNERATION IF A DIVIDEND OF AT LEAST EUR 0.20 | | | | |
| IS PAID | | | | |
13.1 | ELECT MR. CHRISTIAN GRAF VON BASSEWITZ AS MEMBER | | Management | For | *Management Position Unknown |
| TO THE SUPERVISORY BOARD | | | | |
13.5 | ELECT DR. CLAUS NOLTING AS MEMBER TO THE SUPERVISORY | | Management | For | *Management Position Unknown |
| BOARD | | | | |
13.7 | ELECT PROFESSOR DR. STEPHAN SCHUELLER AS MEMBER | | Management | For | *Management Position Unknown |
| TO THE SUPERVISORY BOARD | | | | |
14. | AMENDMENT TO THE ARTICLES OF ASSOCIATION IN RESPECT | | Management | For | *Management Position Unknown |
| OF THE ADJUSTMENT OF THE OBJECT OF THE COMPANY | | | | |
13.2 | ELECT MR. MANFRED BEHRENS AS MEMBER TO THE SUPERVISORY | | Management | For | *Management Position Unknown |
| BOARD | | | | |
13.4 | ELECT MR. JOACHIM NEUPEL AS MEMBER TO THE SUPERVISORY | | Management | For | *Management Position Unknown |
| BOARD | | | | |
13.6 | ELECT W. REICH AS MEMBER TO THE SUPERVISORY BOARD | | Management | For | *Management Position Unknown |
13.8 | ELECT WOLF R. THIEL AS MEMBER TO THE SUPERVISORY | | Management | For | *Management Position Unknown |
| BOARD | | | | |
15. | AMENDMENTS TO THE ARTICLES. OF ASSOCIATION IN | | Management | For | *Management Position Unknown |
| CONNECTION WITH THE LAW ON COMPANY INTEGRITY | | | | |
| AND THE MODERNIZATION OF THE RIGHT TO SET ASIDE | | | | |
| RESOLUTIONS (UMAG) AS FOLLOWS: SECTION 14(1), | | | | |
| REGARDING THE SHAREHOLDERS. MEETING BEING HELD | | | | |
| AT THE COMPANY S DOMICILE, WITHIN A DISTANCE | | | | |
| OF 50 KM, OR AT THE SEAT OF A GERMAN STOCK EXCHANGE | | | | |
| SECTION 15(1), REGARDING SHAREHOLDERS MEETINGS | | | | |
| BEING CONVENED AT LEAST 30 DAYS BEFORE THE SHAREHOLDER | | | | |
| DEADLINE FOR REGISTERING TO ATTEND THE MEETING | | | | |
| SECTIONS 15(2) . (4), REGARDING THE DEADLINE | | | | |
| FOR REGISTERING TO ATTEND THE SHAREHOLDERS’ | | | | |
| MEETING BEING THE SEVENTH DAY PRIOR TO THE MEETING | | | | |
| DATE AND REGISTRATION INCLUDING PROOF OF SHAREHOLDING | | | | |
| AS PER THE 21ST DAY PRIOR TO THE MEETING DATE | | | | |
| SECTION 17(2), REGARDING THE CHAIRMAN OF THE | | | | |
| SHAREHOLDERS. MEETING BEING AUTHORIZED TO LIMIT | | | | |
| THE TIME FOR QUESTIONS AND ANSWERS AT SHAREHOLDERS’ | | | | |
| MEETINGS | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
BNP PARIBAS, PARIS | | | | | AGM Meeting Date: 05/23/2006 |
Issuer: F1058Q238 | | ISIN: FR0000131104 | BLOCKING | | |
SEDOL: 4133667, 4144681, 4904357, 6222187, 6507000, 7166057, 7309681, 7309692, 7309766, 7310070, 7529757, B01DCX4, B0CRJ34, B0Z5388 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
* | PLEASE NOTE THAT THIS IS A MIX MEETING. THANK YOU. | | Non-Voting | | *Management Position Unknown |
* | PLEASE NOTE THAT THE MEETING HELD ON 12 MAY 2006 | | Non-Voting | | *Management Position Unknown |
| HAS BEEN POSTPONED DUE TO LACK OF QUORUM AND | | | | |
| THAT THE SECOND CONVOCATION WILL BE HELD ON 23 | | | | |
| MAY 2006. PLEASE ALSO NOTE THE NEW CUTOFF DATE | | | | |
| 18 MAY 2006. IF YOU HAVE ALREADY SENT YOUR VOTES, | | | | |
| PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU | | | | |
| DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK | | | | |
| YOU. | | | | |
* | VERIFICATION PERIOD: REGISTERED SHARES: 1 TO | | Non-Voting | | *Management Position Unknown |
| 5 DAYS PRIOR TO THE MEETING DATE, DEPENDS ON | | | | |
| COMPANY S BY-LAWS. BEARER SHARES: 6 DAYS PRIOR | | | | |
| TO THE MEETING DATE. FRENCH RESIDENT SHAREOWNERS | | | | |
| MUST COMPLETE, SIGN AND FORWARD THE PROXY CARD | | | | |
| DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT | | | | |
| YOUR CLIENT SERVICE REPRESENTATIVE TO OBTAIN | | | | |
| THE NECESSARY CARD, ACCOUNT DETAILS AND DIRECTIONS. | | | | |
| THE FOLLOWING APPLIES TO NON-RESIDENT SHAREOWNERS: | | | | |
| PROXY CARDS: ADP WILL FORWARD VOTING INSTRUCTIONS | | | | |
| TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED | | | | |
| INTERMEDIARIES, ON ADP VOTE DEADLINE DATE. IN | | | | |
| CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL | | | | |
| CUSTODIAN WILL SIGN THE PROXY CARD AND FORWARD | | | | |
| TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE WHETHER | | | | |
| YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED INTERMEDIARY, | | | | |
| PLEASE CONTACT ADP. TRADES/VOTE INSTRUCTIONS: | | | | |
| SINCE FRANCE MAINTAINS A VERIFICATION PERIOD, | | | | |
| FOR VOTE INSTRUCTIONS SUBMITTED THAT HAVE A TRADE | | | | |
| TRANSACTED (SELL) FOR EITHER THE FULL SECURITY | | | | |
| POSITION OR A PARTIAL AMOUNT AFTER THE VOTE INSTRUCTION | | | | |
| HAS BEEN SUBMITTED TO ADP AND THE GLOBAL CUSTODIAN | | | | |
| ADVISES ADP OF THE POSITION CHANGE VIA THE ACCOUNT | | | | |
| POSITION COLLECTION PROCESS, ADP HAS A PROCESS | | | | |
| IN EFFECT WHICH WILL ADVISE THE GLOBAL CUSTODIAN | | | | |
| OF THE NEW ACCOUNT POSITION AVAILABLE FOR VOTING. | | | | |
| THIS WILL ENSURE THAT THE LOCAL CUSTODIAN IS | | | | |
| INSTRUCTED TO AMEND THE VOTE INSTRUCTION AND | | | | |
| RELEASE THE SHARES FOR SETTLEMENT OF THE SALE | | | | |
| TRANSACTION. THIS PROCEDURE PERTAINS TO SALE | | | | |
| TRANSACTIONS WITH A SETTLEMENT DATE PRIOR TO | | | | |
| MEETING DATE + 1 | | | | |
1. | RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS | | Management | For | *Management Position Unknown |
| AND THE STATUTORY AUDITORS AND APPROVE THE CONSOLIDATED | | | | |
| FINANCIAL STATEMENTS FOR THE FYE 31 DEC 2005 | | | | |
7. | APPROVE TO RENEW THE APPOINTMENT OF MR. CLAUDE | | Management | For | *Management Position Unknown |
| BEBEAR AS A DIRECTOR FOR A 3 YEAR PERIOD | | | | |
3. | RECEIVE THE RESULT FOR THE FY BE APPROPRIATED | | Management | For | *Management Position Unknown |
| AS FOLLOWS: NET EARNINGS FOR THE FY: EUR 3,423,168,749.54, | | | | |
| RETAINED EARNINGS: EUR 8,690,141,972.17, TOTAL: | | | | |
| EUR 12,113,310,721.71, TO THE SPECIAL INVESTMENT | | | | |
| RESERVE: EUR 54,646,169.00, DIVIDEND: EUR 2,183,005,487.00 | | | | |
| RETAINED EARNINGS: EUR 9,875,659,065.71 TOTAL: | | | | |
| EUR 12,113,310,721.71, THE SHAREHOLDERS WILL | | | | |
| RECEIVE A NET DIVIDEND OF EUR 2.60 PER SHARE | | | | |
| OF A PAR VALUE OF EUR 2.00, AND WILL ENTITLE | | | | |
| TO THE ALLOWANCE PROVIDED BY THE FRENCH GENERAL | | | | |
| TAX CODE; AUTHORIZE THE BOARD OF DIRECTORS TO | | | | |
| REGISTER THE FRACTION OF THE DIVIDEND ON SHARES | | | | |
| HELD BY BNP PARIBAS IN THE RETAINED EARNINGS | | | | |
| ACCOUNT; THIS DIVIDEND WILL BE PAID BY CASH AS | | | | |
| FROM 31 MAY 2006 AS REQUIRED BY LAW | | | | |
4. | RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON | | Management | For | *Management Position Unknown |
| AGREEMENTS GOVERNED BY ARTICLE L.225-38 OF THE | | | | |
| FRENCH COMMERCIAL CODE AND APPROVE THE SAID REPORT | | | | |
| AND THE AGREEMENTS REFERRED TO THEREIN | | | | |
5. | AUTHORIZE THE BOARD OF DIRECTORS TO BUY BACK | | Management | For | *Management Position Unknown |
| THE COMPANY S SHARES ON THE OPEN MARKET, SUBJECT | | | | |
| TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE | | | | |
| PRICE: EUR 100.00, MAXIMUM NUMBER OF SHARES TO | | | | |
| BE ACQUIRED: 10% OF THE SHARE CAPITAL, I.E. 84,033,110 | | | | |
| SHARES, MAXIMUM FUNDS INVESTED IN THE SHARE BUYBACKS: | | | | |
| EUR 8,403,311,000.00; AUTHORIZE THE BOARD OF | | | | |
| DIRECTORS TO TAKE ALL NECESSARY MEASURES AND | | | | |
| ACCOMPLISH ALL NECESSARY FORMALITIES; AUTHORITY | | | | |
| EXPIRES FOR A PERIOD OF 18 MONTHS | | | | |
6. | APPOINT MRS. LAURENCE PARISOT AS A DIRECTOR FOR | | Management | For | *Management Position Unknown |
| A 3-YEAR PERIOD | | | | |
8. | APPROVE TO RENEW THE APPOINTMENT OF MR. JEAN-LOUIS | | Management | For | *Management Position Unknown |
| BEFFA AS A DIRECTOR FOR A 3 YEAR PERIOD | | | | |
9. | APPROVE TO RENEW THE APPOINTMENT OF MR. ALAIN | | Management | For | *Management Position Unknown |
| JOLY AS A DIRECTOR FOR A 3 YEAR PERIOD | | | | |
10. | APPROVE TO RENEW THE APPOINTMENT OF MR. DENIS | | Management | For | *Management Position Unknown |
| KESSLER AS A DIRECTOR FOR A 3 YEAR PERIOD | | | | |
11. | APPROVE TO RENEW THE APPOINTMENT OF MR. MICHEL | | Management | For | *Management Position Unknown |
| PEBEREAU AS A DIRECTOR FOR A 3 YEAR PERIOD | | | | |
12. | APPOINT DELOITTEET ASSOCIES AS THE STATUTORY | | Management | For | *Management Position Unknown |
| AUDITOR, TO REPLACE BARBIER FRINAULT ET AUTRES, | | | | |
| SOCIETEBEAS AS A DEPUTY AUDITOR TO REPLACE RICHARD | | | | |
| OLIVIER, FOR A 6 YEAR PERIOD | | | | |
13. | APPROVE TO RENEW THE APPOINTMENT THE STATUTORY | | Management | For | *Management Position Unknown |
| AUDITOR OF MAZARSET GUERARD, AND MICHEL BARBET | | | | |
| MASSIN AS A DEPUTY AUDITOR FOR A 6 YEAR PERIOD | | | | |
14. | APPROVE TO RENEW THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | | Management | For | *Management Position Unknown |
| AUDIT AS THE STATUTORY AUDITOR AND PIERRECOLL | | | | |
| AS THE DEPUTY AUDITOR FOR A 6 YEAR PERIOD | | | | |
15. | GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, | | Management | For | *Management Position Unknown |
| A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING | | | | |
| TO CARRYOUT ALL FILINGS, PUBLICATIONS AND OTHER | | | | |
| FORMALITIES PRESCRIBED BY LAW | | | | |
16. | AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE | | Management | For | *Management Position Unknown |
| THE CAPITAL, ON 1 OR MORE OCCASIONS, IN FRANCE | | | | |
| OR ABROAD, BY A MAXIMUM NOMINAL AMOUNT OF EUR | | | | |
| 1,000,000,000.00, BY ISSUANCE, WITH PREFERRED | | | | |
| SUBSCRIPTION RIGHTS MAINTAINED, OF ORDINARY SHARES | | | | |
| AND SECURITIES GIVING ACCESS TO THE CAPITAL; | | | | |
| THE MAXIMUM NOMINAL AMOUNT OF DEBT SECURITIES | | | | |
| WHICH MAY BE ISSUED SHALL NOT EXCEED EUR 10,000,000,000.00; | | | | |
| AUTHORITY EXPIRES FOR A PERIOD OF 26 MONTHS ; | | | | |
| THIS DELEGATION OF POWERS CANCELS AND REPLACES | | | | |
| THE UNUSED PORTION OF ANY EARLIER DELEGATIONS | | | | |
| TO THE SAME EFFECT; AUTHORIZE THE BOARD OF DIRECTORS | | | | |
| TO TAKE ALL MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES | | | | |
17. | AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE | | Management | For | *Management Position Unknown |
| THE CAPITAL, ON 1 OR MORE OCCASIONS, IN FRANCE | | | | |
| OR ABROAD, BY A MAXIMUM NOMINAL AMOUNT OF EUR | | | | |
| 320,000,000.00, BY ISSUANCE, WITHOUT PREFERRED | | | | |
| SUBSCRIPTION RIGHTS, OF ORDINARY SHARES AND SECURITIES | | | | |
| GIVING ACCESS TO THE CAPITAL; THE MAXIMUM NOMINAL | | | | |
| AMOUNT OF DEBT SECURITIES WHICH MAY BE ISSUED | | | | |
| SHALL NOT EXCEED EUR 7,000,000,000.00; AUTHORITY | | | | |
| EXPIRES FOR A PERIOD OF 26 MONTHS ; THIS DELEGATION | | | | |
| OF POWERS CANCELS AND REPLACES THE UNUSED PORTION | | | | |
| OF ANY EARLIER DELEGATIONS TO THE SAME EFFECT; | | | | |
| AUTHORIZE THE BOARD OF DIRECTORS TO TAKE ALL | | | | |
| NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES | | | | |
18. | AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE | | Management | For | *Management Position Unknown |
| THE SHARE CAPITAL IN 1 OR MORE OCCASIONS, UP | | | | |
| TO 10% OF THE SHARE CAPITAL, IN CONSIDERATION | | | | |
| FOR THE CONTRIBUTIONS IN KIND, GRANTED TO THE | | | | |
| COMPANY, OF UNQUOTED CAPITAL SECURITIES OR SECURITIES | | | | |
| GIVING ACCESS TO SHARE CAPITAL; THE MAXIMUM AMOUNT | | | | |
| OF CAPITAL INCREASE TO BE CARRIED OUT UNDER THIS | | | | |
| DELEGATION OF AUTHORITY SHALL COUNT AGAINST THE | | | | |
| NOMINAL CEILING OF EUR 320,000,000.00 CONCERNING | | | | |
| THE CAPITAL INCREASES WITHOUT PREFERRED SUBSCRIPTION | | | | |
| RIGHTS AUTHORIZED BY RESOLUTION NUMBER. 17; | | | | |
| AUTHORITY EXPIRES FOR A PERIOD OF 26 MONTHS ; | | | | |
| AUTHORIZE THE BOARD OF DIRECTORS TO TAKE ALL | | | | |
| NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES | | | | |
19. | AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE | | Management | For | *Management Position Unknown |
| THE SHARE CAPITAL, IN 1 OR MORE OCCASIONS, TO | | | | |
| A MAXIMUM NOMINAL AMOUNT OF EUR 1,000,000,000.00, | | | | |
| BY WAY OF CAPITALIZING ALL OR PART OF THERE SERVES, | | | | |
| PROFITS OR ADD PAID IN CAPITAL, BY ISSUING BONUS | | | | |
| SHARES OR RAISING THE PAR VALUE OF EXISTING SHARES, | | | | |
| OR BY A COMBINATION OF THESE METHODS; THIS DELEGATION | | | | |
| OF POWERS CANCELS AND REPLACES THE UNUSED PORTION | | | | |
| OF ANY EARLIER DELEGATIONS TO THE SAME EFFECT; | | | | |
| AUTHORITY EXPIRES FOR A PERIOD OF 26 MONTHS | | | | |
| ; AUTHORIZE THE BOARD OF DIRECTORS TO TAKE ALL | | | | |
| NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES | | | | |
20. | APPROVE THE MAXIMUM NOMINAL AMOUNT PERTAINING | | Management | For | *Management Position Unknown |
| TO THE CAPITAL INCREASES TO BE CARRIED OUT WITH | | | | |
| THE USE OF THE AUTHORIZATIONS GIVEN BY RESOLUTIONS | | | | |
| NUMBER 16, 17 AND 19 SHALL NOT EXCEED EUR 1,000,000,000.00, | | | | |
| THE DEBT SECURITIES WHICH MAY BE ISSUED WITH | | | | |
| THE USE OF THE AUTHORIZATIONS GIVEN BY RESOLUTIONS | | | | |
| NUMBER 16 AND 17 SHALL NOT EXCEED EUR 10,000,000,000.00 | | | | |
21. | AMEND THE RESOLUTION NUMBER. 14 AUTHORIZATION | | Management | For | *Management Position Unknown |
| TO GRANT STOCK OPTIONS TO CORPORATE OFFICERS | | | | |
| AND CERTAIN EMPLOYEES ADOPTED BY THE COMBINED | | | | |
| SHAREHOLDERS MEETING OF 18 MAY 2005, AUTHORITY | | | | |
| EXPIRES FOR A PERIOD OF 38 MONTHS ; THE NUMBER | | | | |
| OF SHARES THAT MAY BE SUBSCRIBED OR PURCHASED | | | | |
| THROUGH THE EXERCISE OF OUTSTANDING OPTION MAY | | | | |
| NOT EXCEED 3% OF THE BANKS ISSUED CAPITAL AS | | | | |
| OF THE DATE OF THIS MEETING; THE TOTAL NUMBER | | | | |
| OF BONUS GRANTED BY VIRTUE OF THERE RESOLUTION | | | | |
| NUMBER. 15 OF THE COMBINED SHAREHOLDERS MEETING | | | | |
| OF 18 MAY 2005 SHALL COUNT AGAINST THIS CEILING | | | | |
22. | AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE | | Management | For | *Management Position Unknown |
| THE SHARE CAPITAL, ON 1 OR MORE OCCASIONS AND | | | | |
| AT ITS DISCRETION, BY WAY OF ISSUING SHARES IN | | | | |
| FAVOR OF THE MEMBERS OF THE BANKS COMPANY SAVINGS | | | | |
| PLAN; AUTHORITY EXPIRES FOR A PERIOD OF 26 MONTHS | | | | |
| ; FOR A MAXIMUM NOMINAL AMOUNT THAT SHALL NOT | | | | |
| EXCEED EUR 36,000,000.00; AUTHORIZE THE BOARD | | | | |
| OF DIRECTORS TO TAKE ALL NECESSARY MEASURES AND | | | | |
| ACCOMPLISH ALL NECESSARY FORMALITIES; THIS AUTHORIZATION | | | | |
| CANCELS AND REPLACES THE UNUSED PORTION OF ANY | | | | |
| EARLIER AUTHORIZATIONS TO THE SAME EFFECT | | | | |
23. | AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE | | Management | For | *Management Position Unknown |
| SHARE CAPITAL, ON 1 OR MORE OCCASIONS, BY CANCELING | | | | |
| ALL OR PART OF THE BNP PARIBAS SHARES THAT THE | | | | |
| BANK CURRENTLY HOLDS OR THAT IT MAY ACQUIRE IN | | | | |
| ACCORDANCE WITH THE CONDITIONS LAID DOWN BY THE | | | | |
| ORDINARY SHAREHOLDERS MEETING, UP TO A MAXIMUM | | | | |
| OF 10% OF THE SHARE CAPITAL OVER A 24-MONTH PERIOD; | | | | |
| AUTHORITY EXPIRES FOR A PERIOD OF 18 MONTHS | | | | |
| ; IT SUPERSEDES THE AUTHORIZATION GRANTED BY | | | | |
| THE SHAREHOLDERS MEETING OF 18 MAY 2005 IN ITS | | | | |
| RESOLUTION NUMBER. 16; AUTHORIZE THE BOARD OF | | | | |
| DIRECTORS TO TAKE ALL NECESSARY MEASURES AND | | | | |
| ACCOMPLISH ALL NECESSARY FORMALITIES | | | | |
24. | APPROVE THE REPORT OF THE BOARD OF DIRECTORS, | | Management | For | *Management Position Unknown |
| THE REPORTS OF THE MERGER AND THE MERGER AGREEMENT | | | | |
| SIGNED ON 27 MAR 2006, THE SHAREHOLDERS MEETING | | | | |
| APPROVES: ALL THE PROVISIONS OF THIS MERGER AGREEMENT, | | | | |
| PURSUANT TO WHICH SOCIETE CENTRALE D INVESTISSEMENTS | | | | |
| CONTRIBUTES TO BNP PARIBAS, SUBJECT TO THE FULFILLMENT | | | | |
| OF THE CONDITIONS PRECEDENT PROVIDED FOR IN SAID | | | | |
| AGREEMENT, ALL OF ITS ASSETS; WITH THE CORRESPONDING | | | | |
| TAKING-OVER OF ALL ITS LIABILITIES, THE VALUATION | | | | |
| OF THE CONTRIBUTION: THE ASSETS ARE VALUED AT | | | | |
| EUR 5,453,471.955.00 AND THE LIABILITIES AT EUR | | | | |
| 157,865,721.00, I.E. A TOTAL AMOUNT OF EUR 5.295,606,234.00, | | | | |
| THE CONSIDERATION FOR THE CONTRIBUTIONS ACCORDING | | | | |
| TO AN EXCHANGE RATIO OF 3 BNP PARIBAS SHARES | | | | |
| AGAINST 1 SOCIETE CENTRALED INVESTISSEMENTS SHARE; | | | | |
| CONSEQUENTLY, SUBJECT TO THE FULFILLMENT OF THE | | | | |
| CONDITIONS PRECEDENT PROVIDED FOR IN AGREEMENT, | | | | |
| THE SHAREHOLDERS MEETING DECIDES TO INCREASE | | | | |
| THE SHARE CAPITAL BY EUR 1,890.00 BY THE CREATION | | | | |
| OF 945 NEW FULLY PAID-UP SHARES OF A PAR VALUE | | | | |
| OF EUR 2.00 EACH, CARRYING RIGHTS TO THE 2005 | | | | |
| DIVIDEND AND TO BE DISTRIBUTED AMONG THE SHAREHOLDERS | | | | |
| OF THE ACQUIRED COMPANY, ACCORDING TO AN EXCHANGE | | | | |
| RATIO OF 3 BNP PARIBAS SHARES AGAINST 1 SOCIETE | | | | |
| CENTRALE D INVESTLSSEMENTS SHARE; THE DIFFERENCE | | | | |
| BETWEEN THE AMOUNT OF THE NET ASSETS CONTRIBUTED | | | | |
| AND THE AMOUNT OF THE SHARE CAPITAL INCREASE; | | | | |
| ESTIMATED AT EUR 48,139.00, FORM THE MERGER PREMIUM | | | | |
| A MERGER SURPLUS OF EUR 807,534.174.00 RESULTS | | | | |
| FROM THIS AN AMOUNT EUR 190.00 WILL BE DRAWN | | | | |
| UPON THE MERGER PREMIUM AND ALLOCATED TO THE | | | | |
| LEGAL RESERVE AND THE BALANCE. I.E. EUR 47,949.00,WILL | | | | |
| BE ALLOCATED TO THE BANK BALANCE SHEET LIABILITIES | | | | |
| IN THE MERGER PREMIUMS ACCOUNT TO WHICH THE COMPANY | | | | |
| S EXISTING AND NEW SHAREHOLDERS WILL HOLD RIGHTS | | | | |
| ALLOCATION OF THE MERGER SURPLUS; EUR 167,482,877.00 | | | | |
| TO THE RESULT EUR 640,051,297,00 TO THE MERGER | | | | |
| PREMIUMS ACCOUNT THE SHAREHOLDERS MEETING; AUTHORIZE | | | | |
| THE BOARD OF DIRECTORS, TO CHARGE THE MERGER | | | | |
| OPERATION COSTS AGAINST THE MERGER PREMIUMS ACCOUNT; | | | | |
| CONSEQUENTLY TO WHAT WAS MENTIONED, THE SHAREHOLDERS | | | | |
| MEETING RECORDS THAT, SUBJECT TO THE FULFILLMENT | | | | |
| OF THE CONDITIONS PRECEDENT PROVIDED FOR IN THE | | | | |
| MERGER AGREEMENT, THAT SOCIETE CENTRALE D INVESTISSEMENTS | | | | |
| SHALL BE AUTOMATICALLY DISSOLVED WITH OUT ANY | | | | |
| LIQUIDATION; AUTHORIZE THE BOARD OF DIRECTORS | | | | |
| TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH | | | | |
| ALL NECESSARY FORMALITIES | | | | |
26. | GRANTS FULL POWERS TO THE BEARER OF AN ORIGINAL, | | Management | For | *Management Position Unknown |
| A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING | | | | |
| TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER | | | | |
| FORMALITIES PRESCRIBED BY LAW | | | | |
2. | RECEIVE THE REPORT OF THE BOARD OF DIRECTORS | | Management | For | *Management Position Unknown |
| AND THE AUDITORS GENERAL REPORT AND APPROVE | | | | |
| THE COMPANY S FINANCIAL STATEMENTS AND THE BALANCE | | | | |
| SHEET FOR THE YE 31 DEC 2005, SHOWING NET INCOME | | | | |
| OF EUR 3,423,168,749.54 | | | | |
25. | APPROVE TO SIMPLIFY THE TERMS AND CONDITIONS | | Management | For | *Management Position Unknown |
| OF ELECTIONS AND CONSEQUENTLY, DECIDES TO AMEND | | | | |
| THE SECOND PARAGRAPH OF ARTICLE NUMBER 7 OF THE | | | | |
| BYLAWS: DIRECTORS ELECTED BY BNP PARIBAS EMPLOYEES | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
BNP PARIBAS, PARIS | | | | | EGM Meeting Date: 05/23/2006 |
Issuer: F1058Q238 | | ISIN: FR0000131104 | BLOCKING | | |
SEDOL: 4133667, 4144681, 4904357, 6222187, 6507000, 7166057, 7309681, 7309692, 7309766, 7310070, 7529757, B01DCX4, B0CRJ34, B0Z5388 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
* | A VERIFICATION PERIOD EXISTS IN FRANCE. PLEASE | | Non-Voting | | *Management Position Unknown |
| SEE HTTP://ICS.ADP.COM/MARKETGUIDE FOR COMPLETE | | | | |
| INFORMATION. VERIFICATION PERIOD: REGISTERED | | | | |
| SHARES: 1 TO 5 DAYS PRIOR TO THE MEETING DATE, | | | | |
| DEPENDS ON COMPANY S BY-LAWS. BEARER SHARES: | | | | |
| 6 DAYS PRIOR TO THE MEETING DATE. FRENCH RESIDENT | | | | |
| SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE | | | | |
| PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE | | | | |
| CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO | | | | |
| OBTAIN THE NECESSARY CARD, ACCOUNT DETAILS AND | | | | |
| DIRECTIONS. THE FOLLOWING APPLIES TO NON-RESIDENT | | | | |
| SHAREOWNERS: PROXY CARDS: ADP WILL FORWARD | | | | |
| VOTING INSTRUCTIONS TO THE GLOBAL CUSTODIANS | | | | |
| THAT HAVE BECOME REGISTERED INTERMEDIARIES, ON | | | | |
| ADP VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED | | | | |
| INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN | | | | |
| THE PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. | | | | |
| IF YOU ARE UNSURE WHETHER YOUR GLOBAL CUSTODIAN | | | | |
| ACTS AS REGISTERED INTERMEDIARY, PLEASE CONTACT | | | | |
| ADP. TRADES/VOTE INSTRUCTIONS: SINCE FRANCE | | | | |
| MAINTAINS A VERIFICATION PERIOD, FOR VOTE INSTRUCTIONS | | | | |
| SUBMITTED THAT HAVE A TRADE TRANSACTED (SELL) | | | | |
| FOR EITHER THE FULL SECURITY POSITION OR A PARTIAL | | | | |
| AMOUNT AFTER THE VOTE INSTRUCTION HAS BEEN SUBMITTED | | | | |
| TO ADP AND THE GLOBAL CUSTODIAN ADVISES ADP OF | | | | |
| THE POSITION CHANGE VIA THE ACCOUNT POSITION | | | | |
| COLLECTION PROCESS, ADP HAS A PROCESS IN EFFECT | | | | |
| WHICH WILL ADVISE THE GLOBAL CUSTODIAN OF THE | | | | |
| NEW ACCOUNT POSITION AVAILABLE FOR VOTING. THIS | | | | |
| WILL ENSURE THAT THE LOCAL CUSTODIAN IS INSTRUCTED | | | | |
| TO AMEND THE VOTE INSTRUCTION AND RELEASE THE | | | | |
| SHARES FOR SETTLEMENT OF THE SALE TRANSACTION. | | | | |
| THIS PROCEDURE PERTAINS TO SALE TRANSACTIONS | | | | |
| WITH A SETTLEMENT DATE PRIOR TO MEETING DATE + 1 | | | | |
O.1 | RECEIVE THE BOARD OF DIRECTORS AND STATUTORY | | Management | For | *Management Position Unknown |
| AUDITORS REPORT ON THE FYE ON 31DEC 2005 | | | | |
* | PLEASE NOTE THAT THIS IS A MIX MEETING. THANK | | Non-Voting | | *Management Position Unknown |
| YOU. | | | | |
O.2 | APPROVE THE BALANCE SHEET AND OF THE CONSOLIDATED | | Management | For | *Management Position Unknown |
| INCOME STATEMENT ENDED ON 31 DEC 2005 | | | | |
O.4 | APPROVE THE ALLOCATION OF THE RESULTS AND DIVIDEND | | Management | For | *Management Position Unknown |
| DISTRIBUTION | | | | |
O.7 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
O.9 | APPOINT THE PRINCIPAL STATUTORY AUDITORS AND | | Management | For | *Management Position Unknown |
| OF THE SUBSTITUTE STATUTORY AUDITORS | | | | |
O.11 | GRANT POWERS FOR FORMALITIES | | Management | For | *Management Position Unknown |
O.3 | APPROVE THE BALANCE SHEET AND OF THE CORPORATE | | Management | For | *Management Position Unknown |
| FINANCIAL STATEMENTS ENDED ON 31 DEC 2005 | | | | |
O.5 | RECEIVE THE STATUTORY AUDITORS SPECIAL REPORT | | Management | For | *Management Position Unknown |
| AND APPROVE THE OPERATIONS AND CONVENTIONS GOVERNED | | | | |
| BY ARTICLE L.225-38 OF THE COMMERCIAL LAW | | | | |
O.6 | AUTHORIZE THE BOARD OF DIRECTORS TO PROCEED TO | | Management | For | *Management Position Unknown |
| PURCHASE OF THE COMPANIES SHARES | | | | |
O.8 | APPROVE TO RENEW THE DIRECTORS MANDATE | | Management | For | *Management Position Unknown |
O.10 | APPROVE TO RENEW THE PRINCIPAL STATUTORY AUDITORS | | Management | For | *Management Position Unknown |
| MANDATE AND OF THE SUBSTITUTE STATUTORY AUDITORS | | | | |
| MANDATES TO BE EXPIRED | | | | |
E.11 | APPROVE THE MERGERS AUDITOR REPORT | | Management | For | *Management Position Unknown |
E.1 | RECEIVE THE BOARD OF DIRECTORS REPORT AND THE | | Management | For | *Management Position Unknown |
| STATUTORY AUDITORS SPECIAL REPORT | | | | |
E.2 | AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE ORDINARY | | Management | For | *Management Position Unknown |
| SHARES WITH RETENTION OF THE PREFERENTIAL SUBSCRIPTION | | | | |
| RIGHTS AND SECURITIES GIVING ACCESS TO THE SHARE | | | | |
| CAPITAL | | | | |
E.3 | AUTHORIZE THE BOARD OF DIRECTORS TO PROCEED TO | | Management | For | *Management Position Unknown |
| A LIMITED ISSUE OF ORDINARY SHARES WITH WAIVER | | | | |
| OF THE PREFERENTIAL SUBSCRIPTION RIGHTS AND SECURITIES | | | | |
| GIVING ACCESS TO THE SHARE CAPITAL | | | | |
E.4 | APPROVE THE ALLOCATION ON THE PREVIOUS AUTHORIZATION, | | Management | For | *Management Position Unknown |
| OF ALL ISSUE REMUNERATING CONTRIBUTIONS ON UNLISTED | | | | |
| SECURITIES WITHIN A LIMIT OF 10% OF THE SHARE | | | | |
| CAPITAL | | | | |
E.5 | AUTHORIZE THE BOARD OF DIRECTORS, TO INCREASE | | Management | For | *Management Position Unknown |
| THE SHARE CAPITAL BY CAPITALIZATION OF RESERVES | | | | |
| OR OF PROFITS, OF ISSUE OR CONTRIBUTION PREMIUMS | | | | |
E.6 | APPROVE THE GLOBAL LIMITATION OF THE 4 ABOVE AUTHORIZATIONS | | Management | For | *Management Position Unknown |
E.7 | AUTHORIZE THE BOARD OF DIRECTORS TO AMEND THE | | Management | For | *Management Position Unknown |
| RESOLUTION 14 OF THE 18 MAY 2005 GENERAL MEETING | | | | |
E.8 | AUTHORIZE THE BOARD OF DIRECTORS TO PROCEED TO | | Management | For | *Management Position Unknown |
| A CAPITAL INCREASE BY ISSUE OF SHARES FOR THE | | | | |
| BENEFIT OF EMPLOYEES WHO ARE THE MEMBERS OF THE | | | | |
| COMPANY SAVING SCHEME | | | | |
E.9 | AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE | | Management | For | *Management Position Unknown |
| CAPITAL BY CANCELLATION OF SHARES | | | | |
E.10 | APPROVE THE MERGER TREATY OF THE COMPANY CENTRALE | | Management | For | *Management Position Unknown |
| D INVESTISSEMENTS WITH BNP PARIBAS | | | | |
E.12 | APPROVE THE ACQUISITION MERGER OF THE COMPANY | | Management | For | *Management Position Unknown |
| CENTRALE D INVESTISSEMENTS BY BNP PARIBAS | | | | |
E.13 | AMEND THE STATUTES CONCERNING APPOINTMENT METHOD | | Management | For | *Management Position Unknown |
| OF THE DIRECTORS ELECTION BYTHE EMPLOYEES | | | | |
E.14 | GRANT POWERS FOR FORMALITIES | | Management | For | *Management Position Unknown |
| | | | | |
| | | | | |
| | | | | |
ENI SPA, ROMA | | | | | MIX Meeting Date: 05/23/2006 |
Issuer: T3643A145 | | ISIN: IT0003132476 | BLOCKING | | |
SEDOL: 7145056, 7146059, B020CR8, B07LWK9, B0ZNKV4 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
* | PLEASE NOTE IN THE EVENT THE MEETING DOES NOT | | Non-Voting | | *Management Position Unknown |
| REACH QUORUM, THERE WILL BE A SECOND CALL ON | | | | |
| 24 MAY 2006 AND A THIRD CALL ON 26 MAY 2006 | | | | |
| . CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL | | | | |
| REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA | | | | |
| IS AMENDED. PLEASE BE ALSO ADVISED THAT YOUR | | | | |
| SHARES WILL BE BLOCKED UNTIL THE QUORUM IS MET | | | | |
| OR THE MEETING IS CANCELLED. THANK YOU | | | | |
O.1 | APPROVE THE BALANCE SHEET AND THE CONSOLIDATED | | Management | For | *Management Position Unknown |
| BALANCE SHEET AS OF 31 DEC 2005 AND THE BOARD | | | | |
| OF DIRECTORS, INTERNAL AND EXTERNAL AUDITORS | | | | |
| REPORTS | | | | |
O.2 | APPROVE THE NET INCOME ALLOCATION | | Management | For | *Management Position Unknown |
O.3 | GRANT AUTHORITY TO PURCHASE OWN SHARES AND WITHDRAWAL, | | Management | For | *Management Position Unknown |
| FOR THE PART NOT YET EXECUTED AND THIS AUTHORITY | | | | |
| WAS APPROVED BY THE SHAREHOLDERS MEETING HELD | | | | |
| ON 27 MAY 2005 | | | | |
O.4 | APPROVE THE STOCK OPTION PLAN FOR THE TERM 2006-2008 | | Management | For | *Management Position Unknown |
| AND GRANT AUTHORITY TO DISPOSE OWN SHARES IN | | | | |
| FAVOR OF THE PLAN | | | | |
O.5 | APPROVE THE SUBSCRIPTION OF A DIRECTORS AND | | Management | For | *Management Position Unknown |
| OFFICERS LIABILITY INSURANCE IN FAVOR OF ENI | | | | |
| DIRECTORS AND THE INTERNAL AUDITORS | | | | |
E.1 | AMEND ARTICLES 13, PARAGRAPH 1, 17, PARAGRAPH | | Management | For | *Management Position Unknown |
| 3, 24, PARAGRAPH 1, AND 28, PARAGRAPHS 2 AND | | | | |
| 4, OF THE BY LAWS | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
INTRALASE CORP. | | | ILSE | | Annual Meeting Date: 05/23/2006 |
Issuer: 461169 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | WILLIAM J. LINK | Management | For | For |
| | GILBERT H. KLIMAN | Management | For | For |
02 | TO APPROVE AMENDMENTS TO THE COMPANY S 2004 STOCK | | Management | Against | Against |
| INCENTIVE PLAN. | | | | |
03 | TO INCREASE BY TWO MILLION SHARES THE NUMBER | | Management | Against | Against |
| OF SHARES AVAILABLE FOR ISSUANCE UNDER THE COMPANY | | | | |
| S 2004 STOCK INCENTIVE PLAN. | | | | |
04 | TO RATIFY THE SELECTION OF DELOITTE & TOUCHE, | | Management | For | For |
| LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR | | | | |
| ITS FISCAL YEAR ENDING DECEMBER 31, 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
PPR SA, PARIS | | | | | AGM Meeting Date: 05/23/2006 |
Issuer: F7440G127 | | ISIN: FR0000121485 | BLOCKING | | |
SEDOL: 4703844, 5505072, 5786372, 7166228, B030Q86, B043CN1, B10SPD8 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
* | VERIFICATION PERIOD: REGISTERED SHARES: 1 TO | | Non-Voting | | *Management Position Unknown |
| 5 DAYS PRIOR TO THE MEETING DATE, DEPENDS ON | | | | |
| COMPANY S BY-LAWS. BEARER SHARES: 6 DAYS PRIOR | | | | |
| TO THE MEETING DATE. FRENCH RESIDENT SHAREOWNERS | | | | |
| MUST COMPLETE, SIGN AND FORWARD THE PROXY CARD | | | | |
| DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT | | | | |
| YOUR CLIENT SERVICE REPRESENTATIVE TO OBTAIN | | | | |
| THE NECESSARY CARD, ACCOUNT DETAILS AND DIRECTIONS. | | | | |
| THE FOLLOWING APPLIES TO NON-RESIDENT SHAREOWNERS: | | | | |
| PROXY CARDS: ADP WILL FORWARD VOTING INSTRUCTIONS | | | | |
| TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED | | | | |
| INTERMEDIARIES, ON ADP VOTE DEADLINE DATE. IN | | | | |
| CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL | | | | |
| CUSTODIAN WILL SIGN THE PROXY CARD AND FORWARD | | | | |
| TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE WHETHER | | | | |
| YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED INTERMEDIARY, | | | | |
| PLEASE CONTACT ADP. TRADES/VOTE INSTRUCTIONS: | | | | |
| SINCE FRANCE MAINTAINS A VERIFICATION PERIOD, | | | | |
| FOR VOTE INSTRUCTIONS SUBMITTED THAT HAVE A TRADE | | | | |
| TRANSACTED (SELL) FOR EITHER THE FULL SECURITY | | | | |
| POSITION OR A PARTIAL AMOUNT AFTER THE VOTE INSTRUCTION | | | | |
| HAS BEEN SUBMITTED TO ADP AND THE GLOBAL CUSTODIAN | | | | |
| ADVISES ADP OF THE POSITION CHANGE VIA THE ACCOUNT | | | | |
| POSITION COLLECTION PROCESS, ADP HAS A PROCESS | | | | |
| IN EFFECT WHICH WILL ADVISE THE GLOBAL CUSTODIAN | | | | |
| OF THE NEW ACCOUNT POSITION AVAILABLE FOR VOTING. | | | | |
| THIS WILL ENSURE THAT THE LOCAL CUSTODIAN IS | | | | |
| INSTRUCTED TO AMEND THE VOTE INSTRUCTION AND | | | | |
| RELEASE THE SHARES FOR SETTLEMENT OF THE SALE | | | | |
| TRANSACTION. THIS PROCEDURE PERTAINS TO SALE | | | | |
| TRANSACTIONS WITH A SETTLEMENT DATE PRIOR TO | | | | |
| MEETING DATE + 1 | | | | |
1. | RECEIVE THE MANAGEMENT REPORT OF THE BOARD OF | | Management | For | *Management Position Unknown |
| DIRECTORS AND THE AUDITORS REPORT, APPROVE THE | | | | |
| COMPANY S FINANCIAL STATEMENTS AND THE BALANCE | | | | |
| SHEET FOR THE YEAR 2005 | | | | |
2. | RECEIVE THE REPORT OF THE BOARD OF DIRECTORS | | Management | For | *Management Position Unknown |
| OF THE GROUP, THE STATUTORY AUDITORS ON THE CONSOLIDATED | | | | |
| FINANCIAL STATEMENTS AND APPROVE THE CONSOLIDATED | | | | |
| FINANCIAL STATEMENTS FOR THE SAID FY IN THE FORM | | | | |
| AS PRESENTED | | | | |
3. | RECEIVE AND APPROVE THE SPECIAL REPORT OF THE | | Management | Against | *Management Position Unknown |
| AUDITORS ON AGREEMENTS GOVERNED BY THE ARTICLES | | | | |
| L. 225-86 ET SEQUENCE OF THE FRENCH COMMERCIAL CODE | | | | |
4. | APPROVE THE ANNUAL ACCOUNTS FOR THE FY, SHOWING | | Management | For | *Management Position Unknown |
| EARNINGS OF EUR 506,841,468.69, INCREASED BY | | | | |
| THE PRIOR RETAINED EARNINGS OF :EUR 681,347,865.83 | | | | |
| SHOWS A DISTRIBUTABLE INCOME OF EUR 1,188,189,334.52 | | | | |
| WHICH WILL BE ALLOCATED AS FOLLOWS: TOTAL DIVIDEND: | | | | |
| EUR 327,280,507.52, RETAINED EARNINGS: EUR 860,908,827.00; | | | | |
| THE SHARE HOLDERS WILL RECEIVE A NET DIVIDEND | | | | |
| OF EUR 2.72 PER SHARE AND WILL ENTITLE TO THE | | | | |
| 40% ALLOWANCE PROVIDED BY THE FRENCH TAX CODE | | | | |
| FOR NATURAL PERSONS DOMICILED IN FRANCE; THIS | | | | |
| DIVIDEND WILL BE PAID ON 02 JUN 2006 | | | | |
5. | AUTHORIZE THE BOARD OF DIRECTORS, TO BUY BACK | | Management | For | *Management Position Unknown |
| THE COMPANY S SHARES ON THE OPEN MARKET, SUBJECT | | | | |
| TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE | | | | |
| PRICE: EUR 150.00, MAXIMUM NUMBER OF SHARES TO | | | | |
| BE ACQUIRED: 12,032,371, I.E. 10 % OF THE SHARE | | | | |
| CAPITAL, MAXIMUM FUNDS INVESTED IN THE SHARE | | | | |
| BUYBACKS: EUR 1,804,855,650.00; AUTHORITY EXPIRES | | | | |
| AT THE END OF 18 MONTHS AND SUPERSEDES THE FRACTION | | | | |
| UNUSED AUTHORIZATION GRANTED BY THE SHAREHOLDERS | | | | |
| MEETING OF 19 MAY 2005 | | | | |
6. | GRANT ALL POWERS TO THE BEARER OF AN ORIGINAL, | | Management | For | *Management Position Unknown |
| A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING | | | | |
| TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER | | | | |
| FORMALITIES PRESCRIBED BYLAW | | | | |
* | PLEASE NOTE THAT THIS IS AN OGM.THANK YOU | | Non-Voting | | *Management Position Unknown |
| | | | | |
| | | | | |
| | | | | |
TRIAD HOSPITALS, INC. | | | TRI | | Annual Meeting Date: 05/23/2006 |
Issuer: 89579K | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | BARBARA A. DURAND | Management | For | For |
| | DONALD B. HALVERSTADT | Management | For | For |
| | WILLIAM J. HIBBITT | Management | For | For |
| | DALE V. KESLER | Management | For | For |
| | HARRIET R. MICHEL | Management | For | For |
02 | RATIFICATION OF ERNST & YOUNG LLP AS TRIAD'S | | Management | For | For |
| REGISTERED INDEPENDENT ACCOUNTING FIRM FOR FISCAL | | | | |
| 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
VALEANT PHARMACEUTICALS INTERNATIONA | | | VRX | | Annual Meeting Date: 05/23/2006 |
Issuer: 91911X | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
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Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | ROBERT A. INGRAM | Management | For | For |
| | LAWRENCE N. KUGELMAN | Management | For | For |
| | THEO MELAS-KYRIAZI | Management | For | For |
02 | APPROVAL OF THE COMPANY'S 2006 EQUITY INCENTIVE PLAN | | Management | For | For |
03 | RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| FIRM FOR THE COMPANY. | | | | |
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ABBOT GROUP PLC | | | | | AGM Meeting Date: 05/24/2006 |
Issuer: G92058109 | | ISIN: GB0009102731 | | | |
SEDOL: 0011518, 0910273 | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | RECEIVE AND ADOPT THE DIRECTORS REPORT, AUDITORS | | Management | For | *Management Position Unknown |
| REPORT AND ACCOUNTS FOR THE YE 31 DEC 2005 | | | | |
2. | DECLARE A FINAL DIVIDEND OF 3.3P PER ORDINARY | | Management | For | *Management Position Unknown |
| SHARE FOR THE YE 31 DEC 2005 PAYABLE TO ELIGIBLE | | | | |
| ORDINARY SHAREHOLDERS ON THE REGISTER OF MEMBERS | | | | |
| AT THE CLOSE OF BUSINESS ON 05 MAY 2006 | | | | |
3. | RE-APPOINT MR. J.L. SALTER AS A DIRECTOR, IN | | Management | For | *Management Position Unknown |
| ACCORDANCE WITH ARTICLE 97 OF THE ARTICLES OF | | | | |
| ASSOCIATION OF THE COMPANY | | | | |
4. | RE-APPOINT MR. JOHN W. HOLLIS AS A DIRECTOR, | | Management | For | *Management Position Unknown |
| IN ACCORDANCE WITH ARTICLE 97 OF THE ARTICLES | | | | |
| OF ASSOCIATION OF THE COMPANY | | | | |
5. | RE-APPOINT MR. GEORGE E. WATKINS AS A DIRECTOR, | | Management | For | *Management Position Unknown |
| IN ACCORDANCE WITH ARTICLE 97 OF THE ARTICLES | | | | |
| OF ASSOCIATION OF THE COMPANY | | | | |
6. | RE-APPOINT MR. JAVIER FERRAN AS A DIRECTOR, WHO | | Management | For | *Management Position Unknown |
| RETIRES IN ACCORDANCE WITH ARTICLE 90 OF THE | | | | |
| ARTICLES OF ASSOCIATION OF THE COMPANY | | | | |
7. | RE-APPOINT MS. ISLAM. SMITH AS A DIRECTOR, WHO | | Management | For | *Management Position Unknown |
| RETIRES IN ACCORDANCE WITH ARTICLE 90 OF THE | | | | |
| ARTICLES OF ASSOCIATION OF THE COMPANY | | | | |
8. | RE-APPOINT MR. HOLGER W. TEMMEN AS A DIRECTOR, | | Management | For | *Management Position Unknown |
| WHO RETIRES IN ACCORDANCE WITH ARTICLE 90 OF | | | | |
| THE ARTICLES OF ASSOCIATION OF THE COMPANY | | | | |
10 | AUTHORIZE THE DIRECTORS TO DETERMINE THE REMUNERATION | | Management | For | *Management Position Unknown |
| OF THE AUDITORS | | | | |
9. | RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS THE | | Management | For | *Management Position Unknown |
| AUDITORS OF THE COMPANY TO HOLD OFFICE UNTIL | | | | |
| THE CONCLUSION OF THE NEXT GENERAL MEETING AT | | | | |
| WHICH ACCOUNTS ARE LAID | | | | |
11. | APPROVE THE DIRECTORS REMUNERATION REPORT AS | | Management | Against | *Management Position Unknown |
| SPECIFIED IN THE DIRECTORS REPORT AND ACCOUNTS | | | | |
12. | AUTHORIZE THE DIRECTORS, IN SUBSTITUTION FOR | | Management | For | *Management Position Unknown |
| ANY PREVIOUS AUTHORITY AND IN ACCORDANCE WITH | | | | |
| SECTION 80 OF THE COMPANIES ACT 1985 THE ACT | | | | |
| , TO ALLOT RELEVANT SECURITIES SECTION 80 UP | | | | |
| TO A MAXIMUM AGGREGATE NOMINAL AMOUNT OF RELEVANT | | | | |
| SECURITIES OF GBP 9,205,840 33.24% OF THE ISSUED | | | | |
| SHARE CAPITAL OF THE COMPANY AS AT 17 MAR 2006 | | | | |
| ; AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION | | | | |
| OF THE NEXT AGM OF THE COMPANY OR 15 MONTHS ; | | | | |
| THE COMPANY MAY ALLOT RELEVANT SECURITIES BEFORE | | | | |
| THE EXPIRY OF THIS AUTHORITY IN PURSUANCE OF | | | | |
| SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH | | | | |
| EXPIRY AND THE DIRECTORS MAY ALLOT RELEVANT SECURITIES | | | | |
| AFTER THE EXPIRY OF THIS AUTHORITY IN PURSUANCE | | | | |
| OF SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH | | | | |
| EXPIRY | | | | |
s.13 | AUTHORIZE THE DIRECTORS, SUBJECT TO THE PASSING | | Management | For | *Management Position Unknown |
| OF RESOLUTION 12 AND PURSUANT TO SECTION 95 | | | | |
| OF THE COMPANIES ACT 1985, TO ALLOT EQUITY SECURITIES | | | | |
| SECTION 94(2) FOR CASH PURSUANT TO THE AUTHORITY | | | | |
| CONFERRED BY RESOLUTION 12 AND TO ALLOT EQUITY | | | | |
| SECURITIES WITHIN THE MEANING OF SECTION 94(3A) | | | | |
| OF THE ACT, DISAPPLYING THE STATUTORY PRE-EMPTION | | | | |
| RIGHTS SECTION 89(1) , PROVIDED THAT THIS POWER | | | | |
| IS LIMITED TO THE ALLOTMENT OF EQUITY SECURITIES: | | | | |
| I) WHETHER BY WAY OF RIGHTS ISSUE, OPEN OFFER | | | | |
| OR OTHERWISE TO HOLDERS OF ORDINARY SHARES IN | | | | |
| THE CAPITAL OF THE COMPANY; A) TO SELL, FOR THE | | | | |
| BENEFIT OF THOSE SHAREHOLDERS WHO ARE CITIZENS | | | | |
| OF RESIDENT IN ANY OVERSEAS TERRITORY, SAVE THAT | | | | |
| THE PROCEEDS NET OF EXPENSES OF GBP 3 OR LESS | | | | |
| DUE TO ANY SUCH SHAREHOLDERS MAY BE RETAINED | | | | |
| FOR THE BENEFIT OF THE COMPANY; B) TO AGGREGATE | | | | |
| AND SELL FOR THE BENEFIT OF THE COMPANY ALL FRACTIONS | | | | |
| OF A SHARE WHICH MAY ARISE IN APPORTIONING THE | | | | |
| EQUITY SECURITIES AMONG THE ORIGINAL SHAREHOLDERS; | | | | |
| II) TO NOMINAL AMOUNT NOT EXCEEDING IN AGGREGATE | | | | |
| GBP 1,384,708; AUTHORITY EXPIRES THE EARLIER | | | | |
| OF THE CONCLUSION OF THE NEXT AGM OF THE COMPANY | | | | |
| OR 15 MONTHS ; THE COMPANY MAY ALLOT EQUITY SECURITIES | | | | |
| BEFORE THE EXPIRY OF THIS AUTHORITY IN PURSUANCE | | | | |
| OF SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH | | | | |
| EXPIRY AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES | | | | |
| AFTER THE EXPIRY OF THIS AUTHORITY IN PURSUANCE | | | | |
| OF SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH | | | | |
| EXPIRY | | | | |
s.15 | AMEND THE ARTICLE 108 OF THE ARTICLES OF ASSOCIATION | | Management | For | *Management Position Unknown |
| OF THE COMPANY BY DELETING THE FIGURE OF GBP | | | | |
| 125,000 AND REPLACING THE FIGURE WITH GBP 250,000 | | | | |
s.14 | AUTHORIZE THE COMPANY, IN ACCORDANCE WITH ARTICLE | | Management | For | *Management Position Unknown |
| 50 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY | | | | |
| AND CHAPTER VII OF PART V OF THE ACT AND SUBJECT | | | | |
| TO THE FOLLOWING PROVISIONS OF THIS RESOLUTION, | | | | |
| PURSUANT TO SECTION 166 OF THE ACT TO MAKE MARKET | | | | |
| PURCHASES SECTION 163(3) OF UP TO 18,462,774 | | | | |
| 10% OF THE COMPANY S ISSUED ORDINARY CAPITAL | | | | |
| AS ON 17 MAR 2006 ORDINARY SHARES OF 15P EACH | | | | |
| IN THE CAPITAL OF THE COMPANY, AT A MINIMUM PRICE | | | | |
| OF 15P EXCLUSIVE OF THE EXPENSES AND NOT MORE | | | | |
| THAN 5% ABOVE THE AVERAGE OF THE MIDDLE MARKET | | | | |
| QUOTATION OF AN ORDINARY SHARE OF THE COMPANY | | | | |
| AS DERIVED FROM THE LONDON STOCK EXCHANGE DAILY | | | | |
| OFFICIAL LIST, OVER THE PREVIOUS 5 BUSINESS DAYS; | | | | |
| AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION | | | | |
| OF THE NEXT AGM OF THE COMPANY OR 12 MONTHS ; | | | | |
| THE COMPANY, BEFORE THE EXPIRY, MAY MAKE A CONTRACT | | | | |
| TO PURCHASE ORDINARY SHARES WHICH WILL OR MAY | | | | |
| BE EXECUTED WHOLLY OR PARTLY AFTER SUCH EXPIRY | | | | |
s.16 | AMEND THE ARTICLE 170 OF THE ARTICLES OF ASSOCIATION | | Management | For | *Management Position Unknown |
| OF THE COMPANY AS SPECIFIED | | | | |
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ABBOT GROUP PLC | | | | | EGM Meeting Date: 05/24/2006 |
Issuer: G92058109 | | ISIN: GB0009102731 | | | |
SEDOL: 0011518, 0910273 | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | APPROVE AND RATIFY THE PROPOSED ACQUISITION BY | | Management | For | *Management Position Unknown |
| THE COMPANY OR ANY SUBSIDIARY OF THE COMPANY | | | | |
| OF ALL OR ANY PART OF THE SHARE CAPITAL OF SONGA | | | | |
| DRILLING AS SONGA DRILLING ON THE TERMS AND | | | | |
| SUBJECT TO THE CONDITIONS OF THE OFFER AS SPECIFIED | | | | |
| IN THE OFFER DOCUMENT OFFER DOCUMENT OR ON | | | | |
| TERMS AND SUBJECT TO THE CONDITIONS OF ANY AMENDED, | | | | |
| OR VARIED, REVISED, EXTENDED, ADDITIONAL OR OTHER | | | | |
| OFFER OR OFFERS AS MAY BE APPROVED BY THE DIRECTORS | | | | |
| OF THE COMPANY DIRECTORS OR ANY DULY CONSTITUTED | | | | |
| COMMITTEE THEREOF ANY SUCH AMENDMENTS, VARIATION, | | | | |
| REVISION, EXTENSION TO SUCH ITEMS AND CONDITIONS | | | | |
| NOT BEING OF A MATERIAL NATURE OFFER AND AUTHORIZE | | | | |
| THE DIRECTORS TO WAIVE, AMEND, VARY OR EXTEND | | | | |
| ANY OF THE TERMS AND/OR CONDITIONS OF THE OFFER | | | | |
| AND TO DO ALL SUCH THINGS AS THEY MAY CONSIDER | | | | |
| NECESSARY OR APPROPRIATE IN CONNECTION WITH THE | | | | |
| OFFER | | | | |
2. | APPROVE: SUBJECT TO AND CONDITIONAL UPON THE | | Management | For | *Management Position Unknown |
| OFFER BECOMING OR BEING DECLARED UNCONDITIONAL | | | | |
| IN ALL RESPECT OTHER THAN AS TO ADMISSION OF | | | | |
| THE NEW ORDINARY SHARES OF THE COMPANY THAT: | | | | |
| TO INCREASE THE AUTHORIZED SHARE CAPITAL OF THE | | | | |
| COMPANY FROM GBP 36,900,000 TO GBP 46,000,000 | | | | |
| BY THE CREATION OF 60,666,666 NEW ABBOT SHARES | | | | |
| OF 15 PENCE EACH TO RANK PARI PASSU IN ALL RESPECT | | | | |
| WITH THE EXISTING ORDINARY SHARES OF 15 PENCE | | | | |
| EACH IN THE COMPANY; AND AUTHORIZE THE DIRECTORS, | | | | |
| PURSUANT TO SECTION 80 OF THE ACT, TO ALLOT RELEVANT | | | | |
| SECURITIES AS SPECIFIED IN THE SUB SECTION 80(2) | | | | |
| OF THE ACT IN THE CAPITAL OF THE COMPANY, UP | | | | |
| TO A MAXIMUM AGGREGATE NOMINAL AMOUNT OF GBP | | | | |
| 9,100,100 BEING THE MAXIMUM SHARE CONSIDERATION | | | | |
| PAYABLE PURSUANT TO THE TERMS OF THE OFFER; | | | | |
| AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION | | | | |
| OF THE NEXT AGM OF THE COMPANY IN 2007 OR 15 | | | | |
| MONTHS ; AND THE DIRECTORS MAY MAKE ALLOTMENTS | | | | |
| DURING THE RELEVANT PERIOD WHICH MAY BE EXERCISED | | | | |
| AFTER THE RELEVANT PERIOD; AND AUTHORIZE THE | | | | |
| DIRECTORS, IN SUBSTITUTION FOR AND EXCLUSION | | | | |
| OF ANY PREVIOUS AUTHORITY AND ADDITIONAL TO THE | | | | |
| AUTHORITY CONTAINED IN THE RESOLUTION 2.2 AND | | | | |
| PURSUANT TO SECTION 80 OF THE ACT, TO ALLOT RELEVANT | | | | |
| SECURITIES AS SPECIFIED IN THE SUB SECTION 80(2) | | | | |
| OF THE ACT IN THE CAPITAL OF THE COMPANY, UP | | | | |
| TO A MAXIMUM AGGREGATE NOMINAL AMOUNT OF GBP | | | | |
| 9,205,840; AUTHORITY EXPIRES THE EARLIER OF | | | | |
| THE CONCLUSION OF THE AGM OF THE COMPANY IN 2007 | | | | |
| OR 15 MONTHS ; AND THE DIRECTORS MAY MAKE ALLOTMENTS | | | | |
| DURING THE RELEVANT PERIOD WHICH MAY BE EXERCISED | | | | |
| AFTER THE RELEVANT PERIOD | | | | |
3. | AUTHORIZE THE BOARD TO INCUR AND/OR PERMIT TO | | Management | For | *Management Position Unknown |
| SUBSIST, BORROWINGS OF THE GROUP IN EXCESS OF | | | | |
| THE RESTRICTION CONTAINED IN THE ARTICLE 123.2 | | | | |
| OF THE COMPANY S ARTICLES OF ASSOCIATION INCLUDING, | | | | |
| WITHOUT LIMITATION, ANY BORROWINGS BY ANY MEMBER | | | | |
| OF THE GROUP UNDER THE USD 950,000,000 FACILITY | | | | |
| AGREEMENT BETWEEN INTER ALIA, THE COMPANY AND | | | | |
| SPECIFIED SUBSIDIARIES AS BORROWERS AND CERTAIN | | | | |
| FINANCIAL INSTITUTIONS AS LENDERS | | | | |
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AIRTRAN HOLDINGS, INC. | | | AAI | | Annual Meeting Date: 05/24/2006 |
Issuer: 00949P | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | | | | |
| | JOSEPH B. LEONARD | Management | For | For |
| | LEWIS H. JORDAN | Management | For | For |
| | DON L. CHAPMAN | Management | For | For |
02 | TO AMEND THE COMPANY'S 2002 FIRST AMENDED AND | | Management | For | For |
| RESTATED LONG-TERM INCENTIVE COMPENSATION PLAN. | | | | |
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ALIGN TECHNOLOGY, INC. | | | ALGN | | Annual Meeting Date: 05/24/2006 |
Issuer: 016255 | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | H. KENT BOWEN | Management | For | For |
| | DAVID E. COLLINS | Management | For | For |
| | JOSEPH LACOB | Management | For | For |
| | C. RAYMOND LARKIN, JR. | Management | For | For |
| | GEORGE J. MORROW | Management | For | For |
| | THOMAS M. PRESCOTT | Management | For | For |
| | GREG J. SANTORA | Management | For | For |
| | WARREN S. THALER | Management | For | For |
02 | RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED | | Management | For | For |
| PUBLIC ACCOUNTANTS: PROPOSAL TO RATIFY THE APPOINTMENT | | | | |
| OF PRICEWATERHOUSECOOPERS LLP AS ALIGN TECHNOLOGY, | | | | |
| INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS | | | | |
| FOR THE FISCAL YEAR ENDING DECEMBER 31, 2006. | | | | |
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CLARINS SA, NEUILLY SUR SEINE | | | | | OGM Meeting Date: 05/24/2006 |
Issuer: F18396113 | | ISIN: FR0000130296 | BLOCKING | | |
SEDOL: 4202192, 5313617, B02PRW3 | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
O.7 | AUTHORIZE THE EXECUTIVE COMMITTEE TO TRADE IN | | Management | For | *Management Position Unknown |
| THE COMPANY S SHARES ON THE STOCK MARKET, SUBJECT | | | | |
| TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE | | | | |
| PRICE: EUR 75.00, MAXIMUM NUMBER OF SHARES TO | | | | |
| BE ACQUIRED: 10% OF THE SHARE CAPITAL, MAXIMUM | | | | |
| FUNDS INVESTED IN THE SHARE BUYBACKS: EUR 20,000,000.00; | | | | |
| THIS AUTHORIZATION IS GIVEN FOR A PERIOD OF 18 | | | | |
| MONTHS; AND AUTHORIZE THE EXECUTIVE COMMITTEE | | | | |
| TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH | | | | |
| ALL NECESSARY FORMALITIES; THIS AUTHORIZATION | | | | |
| SUPERSEDES THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS | | | | |
| MEETING OF 14 JUN 2005 IN ITS RESOLUTION NUMBER 6 | | | | |
E.9 | AUTHORIZE THE EXECUTIVE COMMITTEE IN ORDER TO | | Management | For | *Management Position Unknown |
| INCREASE THE SHARE CAPITAL, IN ONE OR MORE OCCASIONS, | | | | |
| TO A MAXIMUM NOMINAL AMOUNT OF EUR 120,000,000.00, | | | | |
| BY WAY OF CAPITALIZING RESERVES, PROFITS OR PREMIUMS, | | | | |
| BY ISSUING BONUS SHARES OR RAISING THE PAR VALUE | | | | |
| OF EXISTING SHARES, OR BY A COMBINATION OF THESE | | | | |
| METHODS; THIS AUTHORIZATION IS GIVEN FOR A PERIOD | | | | |
| OF 26 MONTHS; TO TAKE ALL NECESSARY MEASURES | | | | |
| AND ACCOMPLISH ALL NECESSARY FORMALITIES | | | | |
E.14 | AUTHORIZE THE EXECUTIVE COMMITTEE TO INCREASE | | Management | Against | *Management Position Unknown |
| THE SHARE CAPITAL IN ONE OR MORE OCCASIONS, AS | | | | |
| ITS SOLE DISCRETION, IN FAVOR OF THE MEMBERS | | | | |
| OF THE COMPANY SAVING PLAN, WITH THE CANCELLATION | | | | |
| OF THE PREFERRED SUBSCRIPTION RIGHT; THIS DELEGATION | | | | |
| IS GIVEN A PERIOD OF 26 MONTHS AND FOR AN AMOUNT | | | | |
| THAT SHALL NOT EXCEED EUR 3,000,000.00; THIS | | | | |
| AUTHORIZATION IS GRANTED FOR A PERIOD 26 MONTHS; | | | | |
| TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH | | | | |
| ALL NECESSARY FORMALITIES | | | | |
E.15 | APPROVE TO BRING THE ARTICLES OF THE BY-LAWS | | Management | Against | *Management Position Unknown |
| INTO CONFORMITY WITH THE FRENCH FINANCIAL SECURITY | | | | |
| ACT NO: 2005-842 OF 26 JUL 2005 FOR THE TRUST | | | | |
| AND MODERNIZATION OF THE ECONOMY, AND MORE SPECIFICALLY | | | | |
| THE FOLLOWING ARTICLES: 14 -OBLIGATION TO INFORM | | | | |
| THE SHAREHOLDERS; 31- REGULATED AGREEMENTS; 39 | | | | |
| - ORDINARY SHAREHOLDERS MEETING; 40 - EXTRAORDINARY | | | | |
| SHAREHOLDERS MEETING; 41- SPECIAL MEETINGS | | | | |
* | REGISTERED SHARES: 1 TO 5 DAYS PRIOR TO THE MEETING | | Non-Voting | | *Management Position Unknown |
| DATE, DEPENDS ON COMPANY'S BY-LAWS. BEARER SHARES: | | | | |
| 6 DAYS PRIOR TO THE MEETING DATE. FRENCH RESIDENT | | | | |
| SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE | | | | |
| PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE | | | | |
| CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO | | | | |
| OBTAIN THE NECESSARY CARD, ACCOUNT DETAILS AND | | | | |
| DIRECTIONS. THE FOLLOWING APPLIES TO NON-RESIDENT | | | | |
| SHAREOWNERS: PROXY CARDS: ADP WILL FORWARD VOTING | | | | |
| INSTRUCTIONS TO THE GLOBAL CUSTODIANS THAT HAVE | | | | |
| BECOME REGISTERED INTERMEDIARIES, ON ADP VOTE | | | | |
| DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, | | | | |
| THE GLOBAL CUSTODIAN WILL SIGN THE PROXY CARD | | | | |
| AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE | | | | |
| UNSURE WHETHER YOUR GLOBAL CUSTODIAN ACTS AS | | | | |
| REGISTERED INTERMEDIARY, PLEASE CONTACT ADP. | | | | |
| TRADES/VOTE INSTRUCTIONS: SINCE FRANCE MAINTAINS | | | | |
| A VERIFICATION PERIOD, FOR VOTE INSTRUCTIONS | | | | |
| SUBMITTED THAT HAVE A TRADE TRANSACTED (SELL) | | | | |
| FOR EITHER THE FULL SECURITY POSITION OR A PARTIAL | | | | |
| AMOUNT AFTER THE VOTE INSTRUCTION HAS BEEN SUBMITTED | | | | |
| TO ADP AND THE GLOBAL CUSTODIAN ADVISES ADP OF | | | | |
| THE POSITION CHANGE VIA THE ACCOUNT POSITION | | | | |
| COLLECTION PROCESS, ADP HAS A PROCESS IN EFFECT | | | | |
| WHICH WILL ADVISE THE GLOBAL CUSTODIAN OF THE | | | | |
| NEW ACCOUNT POSITION AVAILABLE FOR VOTING. THIS | | | | |
| WILL ENSURE THAT THE LOCAL CUSTODIAN IS INSTRUCTED | | | | |
| TO AMEND THE VOTE INSTRUCTION AND RELEASE THE | | | | |
| SHARES FOR SETTLEMENT OF THE SALE TRANSACTION. | | | | |
| THIS PROCEDURE PERTAINS TO SALE TRANSACTIONS | | | | |
| WITH A SETTLEMENT DATE PRIOR TO MEETING DATE + 1 | | | | |
E.12 | AUTHORIZE THE EXECUTIVE COMMITTEE TO ISSUE ORDINARY | | Management | Against | *Management Position Unknown |
| SHARES AND SECURITIES GIVING ACCESS TO ORDINARY | | | | |
| SHARES OR GIVING RIGHT TO THE ALLOCATION OF DEBT | | | | |
| SECURITIES, IN CONSIDERATION FOR SECURITIES TENDERED | | | | |
| IN A PUBLIC EXCHANGE OFFER INITIATED BY THE COMPANY | | | | |
| CONCERNING THE SHARES OF ANOTHER COMPANY, AND | | | | |
| DECIDES TO CANCEL THE SHAREHOLDERS PREFERRED | | | | |
| SUBSCRIPTION RIGHT; THE NOMINAL AMOUNT OF CAPITAL | | | | |
| INCREASE WHICH MAY RESULT FROM THIS ISSUING OF | | | | |
| SHARES AND SECURITIES SHALL NOT EXCEED EUR150,000,000.00 | | | | |
| WHICH WILL COUNT AGAINST THE MAXIMUM CEILING | | | | |
| SET IN THE RESOLUTION 11; | | | | |
E.13 | AUTHORIZE THE EXECUTIVE COMMITTEE TO INCREASE | | Management | For | *Management Position Unknown |
| THE SHARE CAPITAL UP TO 10% OF THE SHARE CAPITAL, | | | | |
| BY WAY OF ISSUING ORDINARY SHARES, IN CONSIDERATION | | | | |
| FOR THE CONTRIBUTIONS IN KIND GRANTED TO THE | | | | |
| COMPANY AND COMPRISED OF CAPITAL SECURITIES GIVING | | | | |
| ACCESS TO THE SHARE INCREASE SHALL COUNT AGAINST | | | | |
| THE CEILING SET IN RESOLUTION 11, THIS AUTHORIZATION | | | | |
| IS GRANTED FOR A PERIOD 26 MONTHS; TO TAKE ALL | | | | |
| NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES | | | | |
E.16 | GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL | | Management | For | *Management Position Unknown |
| OR COPY OF THE EXTRACT OF THE MINUTES OF THIS | | | | |
| MEETING TO CARRY OUT ALL FILINGS, PUBLICATIONS | | | | |
| AND OTHER FORMALITIES PRESCRIBED BY LAW | | | | |
O.2 | APPROVE THE REPORTS OF THE EXECUTIVE COMMITTEE | | Management | For | *Management Position Unknown |
| AND THE SUPERVISORY BOARD AND THE STATUTORY AUDITORS, | | | | |
| THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE | | | | |
| SAID FY, IN THE FORM PRESENTED TO THE MEETING | | | | |
O.4 | APPROVE THE RECOMMENDATIONS OF THE EXECUTIVE | | Management | For | *Management Position Unknown |
| COMMITTEE AND RESOLVES THAT THE INCOME FOR THE | | | | |
| FY, AMOUNTING TO EUR 65,433,040.00, BE APPROPRIATED | | | | |
| AS FOLLOWS: CREDIT RETAINED EARNINGS: EUR 19,134,481.00 | | | | |
| EARNINGS: EUR 46,298,559.00 ALLOCATION TO THE | | | | |
| LEGAL RESERVE: EUR - 2,314,928.00 DISTRIBUTABLE | | | | |
| EARNINGS: EUR 63,118,112.00 DIVIDEND ALLOCATED | | | | |
| TO THE SHAREHOLDERS: EUR 34,641,518.00 CREDIT | | | | |
| RETAINED EARNINGS: EUR 28,476,594.00 THE SHAREHOLDERS | | | | |
| WILL RECEIVE A NET DIVIDEND OF EUR 0.85 PER SHARE | | | | |
| AMOUNTING TO A PAR VALUE OF EUR 8.00, AND WILL | | | | |
| ENTITLE TO THE 40% ALLOWANCE PROVIDED BY THE | | | | |
| FRENCH TAX CODE; THIS DIVIDEND WILL BE PAID ON | | | | |
| 17 JUL 2006; AS REQUIRED BY LAW | | | | |
O.6 | APPROVE TO AWARD TOTAL ANNUAL FEES OF EUR 100,000.00 | | Management | For | *Management Position Unknown |
| TO THE MEMBERS OF THE SUPERVISORY BOARD | | | | |
E.8 | AUTHORIZE THE EXECUTIVE COMMITTEE TO REDUCE THE | | Management | For | *Management Position Unknown |
| SHARE CAPITAL, ON ONE OR MORE OCCASIONS, BY CANCELING | | | | |
| ALL OR PART OF THE SHARES HELD BY THE COMPANY, | | | | |
| UP TO A MAXIMUM OF 10% OF THE SHARE CAPITAL OVER | | | | |
| A 24-MONTH PERIOD; THIS AUTHORIZATION IS GIVEN | | | | |
| FOR A PERIOD OF 18 MONTHS; TO TAKE ALL NECESSARY | | | | |
| MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES; | | | | |
| THIS AUTHORIZATION SUPERSEDES THE AUTHORIZATION | | | | |
| GRANTED BY THE SHAREHOLDERS MEETING OF 14 JUN | | | | |
| 2005 IN ITS RESOLUTION NUMBER 7 | | | | |
E.10 | AUTHORIZE THE EXECUTIVE COMMITTEE THE NECESSARY | | Management | For | *Management Position Unknown |
| POWERS TO INCREASE THE CAPITAL BY A MAXIMUM NOMINAL | | | | |
| AMOUNT OF EUR 150,000,000.00, BY ISSUANCE, WITH | | | | |
| PREFERRED SUBSCRIPTION RIGHTS MAINTAINED, OF | | | | |
| ORDINARY SHARES AND SECURITIES GIVING ACCESS | | | | |
| TO THE CAPITAL OR GIVING RIGHT TO THE ALLOCATION | | | | |
| OF DEBT SECURITIES; THE MAXIMUM NOMINAL AMOUNT | | | | |
| OF DEBT SECURITIES WHICH MAY BE ISSUED SHALL | | | | |
| NOT EXCEED EUR 600,000,000.00; THIS AUTHORIZATION | | | | |
| IS GRANTED FOR A PERIOD OF 26 MONTHS; TO TAKE | | | | |
| ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES; THIS DELEGATION OF POWERS SUPERSEDES | | | | |
| ANY AND ALL EARLIER DELEGATIONS TO THE SAME EFFECT | | | | |
E.11 | AUTHORIZE THE EXECUTIVE COMMITTEE TO INCREASE | | Management | For | *Management Position Unknown |
| THE CAPITAL BY A MAXIMUM NOMINAL AMOUNT OF EUR | | | | |
| 150,000,000.00, BY ISSUANCE, WITH PREFERRED SUBSCRIPTION | | | | |
| RIGHTS CANCELLED, OF ORDINARY SHARES AND SECURITIES | | | | |
| GIVING ACCESS TO THE CAPITAL OR GIVING RIGHT | | | | |
| TO THE ALLOCATION OF DEBT SECURITIES; THE MAXIMUM | | | | |
| NOMINAL AMOUNT OF DEBT SECURITIES WHICH MAY BE | | | | |
| ISSUED SHALL NOT EXCEED EUR 600,000,000.00; THIS | | | | |
| AUTHORIZATION IS GRANTED FOR A PERIOD 26 MONTHS; | | | | |
| TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH | | | | |
| ALL NECESSARY FORMALITIES; THIS DELEGATION OF | | | | |
| POWERS SUPERSEDES ANY AND ALL EARLIER DELEGATIONS | | | | |
| TO THE SAME EFFECT | | | | |
* | PLEASE NOTE THAT THIS IS A MIX MEETING. THANK YOU. | | Non-Voting | | *Management Position Unknown |
O.1 | APPROVE THE REPORTS OF THE EXECUTIVE COMMITTEE | | Management | For | *Management Position Unknown |
| AND THE SUPERVISORY BOARD AND THE AUDITORS GENERAL | | | | |
| REPORT, THE COMPANY S FINANCIAL STATEMENTS AND | | | | |
| THE BALANCE SHEET FOR THE YE 31 DEC 2005, AS | | | | |
| PRESENTED, SHOWING EARNINGS OF EUR 46,298,559.00; | | | | |
| AND THE CHARGES AND EXPENSES THAT WERE NOT TAX-DEDUCTIBLE | | | | |
| OF EUR 124,884.00 WITH A CORRESPONDING TAX OF | | | | |
| EUR 43,622.00; AND GRANT DISCHARGE TO THE MEMBERS | | | | |
| OF THE EXECUTIVE COMMITTEE AND THE SUPERVISORY | | | | |
| BOARD AND THE AUDITORS FOR THE PERFORMANCE OF | | | | |
| THEIR DUTIES DURING THE SAID FY | | | | |
O.3 | APPROVE THE SPECIAL REPORT OF THE AUDITORS ON | | Management | Against | *Management Position Unknown |
| AGREEMENTS GOVERNED BY ARTICLE L.225-86 OF THE | | | | |
| FRENCH COMMERCIAL CODE, THE SAID REPORT AND THE | | | | |
| AGREEMENTS REFERRED TO THEREIN | | | | |
O.5 | APPOINT MR. SERGE ROSINOER AS MEMBER OF THE SUPERVISORY | | Management | Against | *Management Position Unknown |
| BOARD FOR A PERIOD OF 6 YEARS | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
FISERV, INC. | | | FISV | | Annual Meeting Date: 05/24/2006 |
Issuer: 337738 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | D.P. KEARNEY * | Management | For | For |
| | J.W. YABUKI * | Management | For | For |
| | L.W. SEIDMAN ** | Management | For | For |
02 | RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE | | Management | For | For |
| LLP AS THE REGISTERED INDEPENDENT PUBLIC ACCOUNTING | | | | |
| FIRM OF FISERV, INC. FOR 2006. | | | | |
03 | SHAREHOLDER PROPOSAL REGARDING THE VOTE STANDARD | | Shareholder | For | Against |
| FOR DIRECTOR ELECTION. | | | | |
| | | | | |
| | | | | |
| | | | | |
GAMESA CORPORACION TECNOLOGICA SA | | | | | AGM Meeting Date: 05/24/2006 |
Issuer: E54667113 | | ISIN: ES0143416115 | | | |
SEDOL: B01CP21, B01D7H3, B01QLN6, B0ZYQK8 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
* | PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. | | Non-Voting | | *Management Position Unknown |
* | PLEASE NOTE IN THE EVENT THE MEETING DOES NOT | | Non-Voting | | *Management Position Unknown |
| REACH QUORUM THERE WILL BE A SECOND CALL ON 25 | | | | |
| MAY 2006.YOUR VOTING INSTRUCTIONS WILL REMAIN | | | | |
| VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. | | | | |
| THANK YOU. | | | | |
1. | APPROVE THE ANNUAL ACCOUNTS, BALANCE SHEET, PROFIT | | Management | For | *Management Position Unknown |
| AND LOSS ACCOUNT AND NOTES TO THE ACCOUNTS, AND | | | | |
| THE MANAGEMENT REPORT OF GAMESA CORPORATION TECNOLOGICA, | | | | |
| SOCIEDAD ANONIMA, AND ITS CONSOLIDATED GROUP; | | | | |
| MANAGEMENT OF THE BOARD OF DIRECTORS; RESOLUTIONS | | | | |
| CONCERNING APPLICATION OF PROFITS AND DIVIDEND | | | | |
| DISTRIBUTION; ALL OF THE FOREGOING WITH REFERENCE | | | | |
| TO THE YEAR 2005 | | | | |
2. | APPROVE THE DISTRIBUTION OF DIVIDENDS | | Management | For | *Management Position Unknown |
3. | AMEND ARTICLES 10, 11 AND 13 OF THE ARTICLES | | Management | For | *Management Position Unknown |
| OF ASSOCIATION CONCERNING THE GENERAL MEETING | | | | |
| OF SHAREHOLDERS AND GENERAL MEETING NOTICES, | | | | |
| IN CONFORMITY WITH THE SPANISH ACT 19-2005 DATED | | | | |
| 14 NOV ABOUT EUROPEAN PUBLIC LIMITED COMPANIES | | | | |
| WITH A DOMICILE IN SPAIN | | | | |
4. | AMEND ARTICLES 5 AND 7 OF THE GENERAL MEETING | | Management | For | *Management Position Unknown |
| REGULATIONS CONCERNING GENERAL MEETING NOTICES, | | | | |
| IN CONFORMITY WITH THE SPANISH ACT 19-2005 DATED | | | | |
| 14 NOV ABOUT EUROPEAN PUBLIC LIMITED COMPANIES | | | | |
| WITH A DOMICILE IN SPAIN | | | | |
5.1 | RATIFY MR. D. JORGE CALVET SPINATSCH, COOPTED | | Management | For | *Management Position Unknown |
| BY THE BOARD DURING THEIR MEETING OF 07 OCT 2005 | | | | |
5.2 | RATIFY MR. D. SANTIAGO BERGARE CHE BUSQUET, COOPTED | | Management | For | *Management Position Unknown |
| BY THE BOARD DURING THEIR MEETING OF 02 NOV 2005 | | | | |
5.3 | RATIFY MR. D. GUILLERMO ULACIA ARNAIZ, COOPTED | | Management | For | *Management Position Unknown |
| BY THE BOARD DURING THEIR MEETING OF 02 NOV 2005 | | | | |
6. | APPOINT THE AUDITORS OF THE COMPANY AND ITS CONSOLIDATED | | Management | For | *Management Position Unknown |
| GROUP FOR THE FY 2006 | | | | |
7. | AUTHORIZE THE BOARD OF DIRECTORS TO CARRY OUT | | Management | For | *Management Position Unknown |
| THE DERIVATIVE ACQUISITION OF OWN SHARES, EITHER | | | | |
| DIRECTLY OR VIA SUBSIDIARIES, UNDER THE TERMS | | | | |
| AGREED BY THE GENERAL MEETING AND WITHIN THE | | | | |
| LEGAL LIMITS AND REQUIREMENTS, WITH AUTHORITY | | | | |
| TO DISPOSE, AS THE CASE MAY BE, OF THE BOUGHT | | | | |
| BACK SHARES | | | | |
8. | GRANT DELEGATION OF POWERS FOR THE EXECUTION | | Management | For | *Management Position Unknown |
| AND FULL DEVELOPMENT OF THE RESOLUTIONS ADOPTED | | | | |
| BY THE GENERAL MEETING | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
INVERNESS MEDICAL INNOVATIONS, INC. | | | IMA | | Annual Meeting Date: 05/24/2006 |
Issuer: 46126P | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | CAROL R. GOLDBERG | Management | For | For |
| | ALFRED M. ZEIEN | Management | For | For |
| | RON ZWANZIGER | Management | For | For |
| | | | | |
| | | | | |
| | | | | |
KINGFISHER PLC | | | | | AGM Meeting Date: 05/24/2006 |
Issuer: G5256E441 | | ISIN: GB0033195214 | | | |
SEDOL: 3319521, 7617328, 7617339, B01DL82 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | RECEIVE AND ADOPT THE REPORT OF THE DIRECTORS | | Management | For | *Management Position Unknown |
| INCLUDING THE CORPORATE GOVERNANCE REPORT AND | | | | |
| THE FINANCIAL STATEMENTS ANNUAL REPORT FOR | | | | |
| THE YE 28 JAN 2006, TOGETHER WITH THE REPORT | | | | |
| OF THE AUDITORS | | | | |
2. | APPROVE THE DIRECTORS REMUNERATION REPORT FOR | | Management | For | *Management Position Unknown |
| THE YE 28 JAN 2006 | | | | |
3. | AMEND THE KINGFISHER INCENTIVE SHARE SCHEME 2003 | | Management | For | *Management Position Unknown |
| TO PROVIDE ROLLED-UP DIVIDENDS AND TO REMOVE | | | | |
| THE FACILITY TO GRANT MULTIPLIER AWARDS | | | | |
4. | APPROVE THE KINGFISHER 2006 PERFORMANCE SHARE | | Management | For | *Management Position Unknown |
| PLAN | | | | |
5. | DECLARE A FINAL DIVIDEND OF 6.8 PENCE ON THE | | Management | For | *Management Position Unknown |
| ORDINARY SHARES FOR PAYMENT ON 02 JUN 2006 | | | | |
6. | ELECT MR. PETER JACKSON AS A DIRECTOR BY THE | | Management | For | *Management Position Unknown |
| BOARD SINCE THE LAST AGM | | | | |
7. | RE-ELECT MR. IAN CHESHIRE AS A DIRECTOR, WHO | | Management | For | *Management Position Unknown |
| RETIRE IN ACCORDANCE WITH THE ARTICLES OF ASSOCIATION | | | | |
| OF THE COMPANY | | | | |
8. | RE-ELECT MR. HARTMUT KRAMER AS A DIRECTOR, WHO | | Management | For | *Management Position Unknown |
| RETIRE IN ACCORDANCE WITH THE ARTICLES OF ASSOCIATION | | | | |
| OF THE COMPANY | | | | |
9. | RE-ELECT MR. DUNCAN TATTON-BROWN AS A DIRECTOR, | | Management | For | *Management Position Unknown |
| WHO RETIRE IN ACCORDANCE WITH THE ARTICLES OF | | | | |
| ASSOCIATION OF THE COMPANY | | | | |
10. | RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS THE | | Management | For | *Management Position Unknown |
| COMPANY S AUDITORS AND AUTHORIZE THE DIRECTORS | | | | |
| TO AGREE THEIR REMUNERATION | | | | |
11. | AUTHORIZE THE DIRECTORS, IN PLACE OF EXITING | | Management | For | *Management Position Unknown |
| AUTHORITIES, TO ALLOT RELEVANT SECURITIES AS | | | | |
| DEFINED IN SECTION 80 OF THE COMPANIES ACT 1985 | | | | |
| THE ACT UP TO AN AGGREGATE NOMINAL VALUE OF | | | | |
| THE RELEVANT SECURITIES ALLOTTED UNDER THIS AUTHORITY | | | | |
| SHALL NOT EXCEED GBP 105,018,288; AUTHORITY | | | | |
| EXPIRES THE EARLIER OF THE CONCLUSION OF THE | | | | |
| NEXT AGM OF THE COMPANY OR 01 DEC 2007 ; AND | | | | |
| THE DIRECTORS MAY ALLOT RELEVANT SECURITIES AFTER | | | | |
| THE EXPIRY OF THIS AUTHORITY IN PURSUANCE OF | | | | |
| SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH | | | | |
| EXPIRY | | | | |
S.12 | AUTHORIZE THE DIRECTORS, IN PLACE OF ALL EXISTING | | Management | For | *Management Position Unknown |
| POWERS OF THE COMPANY AND PURSUANT TO SECTION | | | | |
| 95 OF THE ACT, TO ALLOT EQUITY SECURITIES AS | | | | |
| DEFINED IN SECTION 94(2) TO SECTION 94(3A), | | | | |
| DISAPPLYING THE STATUTORY PRE-EMPTION RIGHTS | | | | |
| SECTION 89(1) , PROVIDED THAT THIS POWER IS | | | | |
| LIMITED TO THE ALLOTMENT OF EQUITY SECURITIES | | | | |
| I) IN CONNECTION WITH AN ISSUE FOR CASH; II) | | | | |
| FOR CASH WHERE THIS AUTHORITY SHALL BE LIMITED | | | | |
| IN AGGREGATE TO THE ALLOTMENT OF, OR INVOLVING | | | | |
| EQUITY SHARE CAPITAL NOT EXCEEDING 5% OF THE | | | | |
| NOMINAL VALUE OF THE ISSUED SHARE CAPITAL OF | | | | |
| THE COMPANY AS AT THE DATE HEREOF; AUTHORITY | | | | |
| EXPIRES THE EARLIER OF THE CONCLUSION OF THE | | | | |
| NEXT AGM OF THE COMPANY OR 01 DEC 2007 ; AND | | | | |
| THE DIRECTORS MAY ALLOT EQUITY SECURITIES AFTER | | | | |
| THE EXPIRY OF THIS AUTHORITY IN PURSUANCE OF | | | | |
| SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH | | | | |
| EXPIRY | | | | |
S.13 | AUTHORIZE THE COMPANY, PURSUANT TO ARTICLE 44 | | Management | For | *Management Position Unknown |
| OF THE COMPANY S ARTICLES OF ASSOCIATION AND | | | | |
| SECTION 166 OF THE ACT, TO MAKE MARKET PURCHASES | | | | |
| SECTION 163(3) OF THE ACT OF UP TO 235,442,883 | | | | |
| ORDINARY SHARES AND THE MINIMUM PRICE SHALL BE | | | | |
| THE NOMINAL VALUE THEREOF, IN BOTH CASES EXCLUSIVE | | | | |
| OF ADVANCE CORPORATION TAX, IF ANY, PAYABLE TO | | | | |
| THE COMPANY AND UP TO 105% OF THE AVERAGE MIDDLE | | | | |
| MARKET QUOTATIONS FOR SUCH SHARES DERIVED FROM | | | | |
| THE STOCK EXCHANGE DAILY OFFICIAL LIST, OVER | | | | |
| THE PREVIOUS 5 BUSINESS DAYS; AUTHORITY EXPIRES | | | | |
| THE EARLIER OF THE CONCLUSION OF THE NEXT AGM | | | | |
| OF THE COMPANY OR 01 DEC 2007 ; THE COMPANY, | | | | |
| BEFORE THE EXPIRY, MAY MAKE A CONTRACT TO PURCHASE | | | | |
| ORDINARY SHARES WHICH WILL OR MAY BE EXECUTED | | | | |
| WHOLLY OR PARTLY AFTER SUCH EXPIRY | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
MINERALS TECHNOLOGIES INC. | | | MTX | | Annual Meeting Date: 05/24/2006 |
Issuer: 603158 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | KRISTINA M. JOHNSON | Management | For | For |
| | MICHAEL F. PASQUALE | Management | For | For |
| | JOHN T. REID | Management | For | For |
02 | RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED | | Management | For | For |
| PUBLIC ACCOUNTING FIRM. | | | | |
| | | | | |
| | | | | |
| | | | | |
PACKETEER, INC. | | | PKTR | | Annual Meeting Date: 05/24/2006 |
Issuer: 695210 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | L. WILLIAM KRAUSE | Management | For | For |
| | B.F. (BUD) MATHAISEL | Management | For | For |
| | PETER VAN CAMP | Management | For | For |
02 | RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS | | Management | For | For |
| THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| FIRM FOR THE YEAR ENDING DECEMBER 31, 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
SEI INVESTMENTS COMPANY | | | SEIC | | Annual Meeting Date: 05/24/2006 |
Issuer: 784117 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | CARMEN V. ROMEO | Management | For | For |
| | RICHARD B. LIEB | Management | For | For |
| | THOMAS W. SMITH | Management | For | For |
02 | RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| LLP AS SEI INVESTMENTS COMPANY'S INDEPENDENT | | | | |
| REGISTERED PUBLIC ACCOUNTANTS FOR 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
SENOMYX, INC. | | | SNMX | | Annual Meeting Date: 05/24/2006 |
Issuer: 81724Q | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | STEPHEN A. BLOCK, ESQ. | Management | For | For |
| | MICHAEL E. HERMAN | Management | For | For |
| | MARK LESCHLY | Management | For | For |
| | DENNIS F. O'BRIEN | Management | For | For |
| | JAY M. SHORT, PH.D. | Management | For | For |
| | KENT SNYDER | Management | For | For |
| | CHRISTOPHER J. TWOMEY | Management | For | For |
02 | TO RATIFY THE SELECTION BY THE AUDIT COMMITTEE | | Management | For | For |
| OF OUR BOARD OF DIRECTORS OF ERNST & YOUNG LLP | | | | |
| AS OUR INDEPENDENT AUDITORS FOR THE FISCAL YEAR | | | | |
| ENDING DECEMBER 31, 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
FAMILYMART CO LTD | | | | | AGM Meeting Date: 05/25/2006 |
Issuer: J13398102 | | ISIN: JP3802600001 | | | |
SEDOL: 5753729, 6331276, B05PBH3 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | APPROVE APPROPRIATION OF PROFITS: TERM-END DIVIDEND | | Management | For | *Management Position Unknown |
| - ORDINARY DIVIDEND JPY 21.5, CORPORATE OFFICERS | | | | |
| BONUSES JPY 47,000,000 (INCLUDING JPY 11,000,000 | | | | |
| TO THE CORPORATE AUDITORS) | | | | |
| | | | | |
2. | AMEND THE ARTICLES OF INCORPORATION | | Management | Against | *Management Position Unknown |
3.1 | ELECT A DIRECTOR | | Management | Against | *Management Position Unknown |
3.2 | ELECT A DIRECTOR | | Management | Against | *Management Position Unknown |
3.3 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.4 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.5 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.6 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.7 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.8 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.9 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.10 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.11 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.12 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
4. | APPOINT A CORPORATE AUDITOR | | Management | Against | *Management Position Unknown |
5. | APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR | | Management | For | *Management Position Unknown |
| DIRECTORS AND CORPORATE AUDITORS | | | | |
| | | | | |
| | | | | |
| | | | | |
POLYCOM, INC. | | | PLCM | | Annual Meeting Date: 05/25/2006 |
Issuer: 73172K | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | ROBERT C. HAGERTY | Management | For | For |
| | MICHAEL R. KOUREY | Management | For | For |
| | BETSY S. ATKINS | Management | For | For |
| | JOHN SEELY BROWN | Management | For | For |
| | DAVID G. DEWALT | Management | For | For |
| | DURK I. JAGER | Management | For | For |
| | JOHN A. KELLEY, JR. | Management | For | For |
| | STANLEY J. MERESMAN | Management | For | For |
| | WILLIAM A. OWENS | Management | For | For |
| | KEVIN T. PARKER | Management | For | For |
| | THOMAS G. STEMBERG | Management | For | For |
02 | TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC | | | | |
| ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER | | | | |
| 31, 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
FLAGSTAR BANCORP, INC. | | | FBC | | Annual Meeting Date: 05/26/2006 |
Issuer: 337930 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | | | | |
| | THOMAS J. HAMMOND | Management | For | For |
| | KIRSTIN A. HAMMOND | Management | For | For |
| | CHARLES BAZZY | Management | For | For |
| | MICHAEL LUCCI, SR. | Management | For | For |
| | ROBERT W. DEWITT | Management | For | For |
| | FRANK D'ANGELO | Management | For | For |
02 | TO RATIFY THE APPOINTMENT OF VIRCHOW, KRAUSE | | Management | For | For |
| & COMPANY, LLP AS THE COMPANY S INDEPENDENT AUDITOR | | | | |
| FOR THE YEAR ENDING DECEMBER 31, 2006 | | | | |
03 | TO AMEND AND RESTATE THE SECOND RESTATED ARTICLES | | Management | For | For |
| OF INCORPORATION TO ELIMINATE SUPERMAJORITY VOTING | | | | |
| REQUIREMENTS | | | | |
04 | TO AMEND AND RESTATE THE SECOND RESTATED ARTICLES | | Management | For | For |
| OF INCORPORATION TO PROVIDE THAT THE TERM OF | | | | |
| DIRECTORS APPOINTED TO FILL A VACANCY WILL EXPIRE | | | | |
| AT THE NEXT ANNUAL MEETING | | | | |
05 | TO ADOPT THE 2006 EQUITY INCENTIVE PLAN | | Management | Against | Against |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
DEGUSSA AG, DUESSELDORF | | | | | AGM Meeting Date: 05/29/2006 |
Issuer: D1722L112 | | ISIN: DE0005421903 | | | |
SEDOL: 4870834, 7158429, B030W99, B0ZGJL6 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | PRESENTATION OF THE FINANCIAL STATEMENTS AND | | Non-Voting | | *Management Position Unknown |
| ANNUAL REPORT FOR THE 2005 FY WITH THE REPORT | | | | |
| OF THE SUPERVISORY BOARD, THE GROUP FINANCIAL | | | | |
| STATEMENTS AND GROUP ANNUAL REPORT | | | | |
2. | RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING | | Management | For | *Management Position Unknown |
| DIRECTORS | | | | |
3. | RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD | | Management | For | *Management Position Unknown |
4. | APPOINTMENT OF AUDITORS FOR THE 2006 FY: PRICEWATERHOUSECOOPERS | | Management | For | *Management Position Unknown |
| AG, DUESSELDORF | | | | |
5. | APPROVAL OF THE CONTROL AND PROFIT TRANSFER AGREEMENT | | Management | For | *Management Position Unknown |
| WITH RAG PROJEKTGESELLSCHAFT MBH AS CONTROLLING | | | | |
| COMPANY, EFFECTIVE FOR A PERIOD OF AT LEAST 5 | | | | |
| YEARS; THE COMPANY SHALL AGREE TO SUBMIT ITS | | | | |
| DIRECTION TO THE CONTROLLING COMPANY AND TO TRANSFER | | | | |
| ITS ENTIRE PROFITS TO THAT COMPANY; AS COMPENSATION | | | | |
| FOR THE TRANSFER, THE OUTSIDE SHAREHOLDERS OF | | | | |
| THE COMPANY SHALL RECEIVE A NET ANNUAL COMPENSATION | | | | |
| PAYMENT OF EUR 1.87 PER BEARER NO-PAR SHARE, | | | | |
| FOR THE DURATION OF THE AGREEMENT; IN ADDITION, | | | | |
| THE CONTROLLING COMPANY SHALL BE OBLIGED TO ACQUIRE | | | | |
| THE SHARES OF ANY OUTSIDE SHAREHOLDER OF THE | | | | |
| COMPANY, FREE OF CHARGE AND UPON DEMAND, AGAINST | | | | |
| CASH CONSIDERATION OF EUR 42.66 PER BEARER NO-PAR | | | | |
| SHARE | | | | |
6. | RESOLUTION ON THE TRANSFER OF ALL SHARES OF THE | | Management | For | *Management Position Unknown |
| COMPANY HELD BY ITS MINORITY SHAREHOLDERS TO | | | | |
| RAG PROJEKTGESELLSCHAFT MBH, WHICH CURRENTLY | | | | |
| HOLDS APPROXIMATELY 97.53% OF THE COMPANY S SHARE | | | | |
| CAPITAL, AGAINST CASH CONSIDERATION OF EUR 42.66 | | | | |
| PER SHARE | | | | |
7. | APPROVAL OF THE CONTROL AND PROFIT TRANSFER AGREEMENT | | Management | For | *Management Position Unknown |
| WITH THE COMPANY'S WHOLLY-OWNED SUBSIDIARY ROEHM | | | | |
| GMBH + COMPANY KG, EFFECTIVE RETROACTIVELY FROM | | | | |
| 01 JAN 2006 FOR A PERIOD OF AT LEAST 5 YEARS | | | | |
* | IF THE AGENDA SHOULD NOT BE ABLE TO BE TREATED | | Non-Voting | | *Management Position Unknown |
| ON THIS DAY FINALLY, THE STATUTORY GENERAL MEETING | | | | |
| IS CONTINUED ON TUESDAY, 30 MAY 2006, 10:00 O | | | | |
| CLOCK, AT SAME PLACE | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
SOCIETE GENERALE, PARIS | | | | | MIX Meeting Date: 05/30/2006 |
Issuer: F43638141 | | ISIN: FR0000130809 | BLOCKING | | |
SEDOL: 4817756, 5784967, 5966442, 5966516, 6245504, 7166240, B030BZ8, B0439L8, B11BQ55 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
E.22 | AUTHORIZE THE BOARD OF DIRECTORS TO CANCEL, ON | | Management | For | *Management Position Unknown |
| ONE OR MORE OCCASIONS, AND AT ITS SOLE DISCRETION, | | | | |
| ALL OR PART OF THE SHARES HELD BY THE COMPANY | | | | |
| IN CONNECTION WITH A STOCK REPURCHASE PLAN, UP | | | | |
| TO A MAXIMUM OF 10% OF THE TOTAL NUMBER OF SHARES, | | | | |
| OVER A 24-MONTH PERIOD; AUTHORITY EXPIRES AT | | | | |
| THE END OF 26 MONTHS IN SUBSTITUTION FOR AUTHORITY | | | | |
| GRANTED BY THE SHAREHOLDERS MEETING IN RESOLUTION | | | | |
| 17 ON 29 APR 2004 | | | | |
E.23 | AUTHORIZE ALL THE POWERS TO THE BEARER OF AN | | Management | For | *Management Position Unknown |
| ORIGINAL, A COPY OR EXTRACT OF THE MINUTES OF | | | | |
| THIS MEETING TO CARRY OUT ALL FILLINGS, PUBLICATIONS | | | | |
| AND OTHER FORMALITIES PRESCRIBED BY LAW | | | | |
O.1 | RECEIVE THE BOARD OF DIRECTORS AND THE AUDITORS | | Management | For | *Management Position Unknown |
| REPORT, AND APPROVE THE COMPANY S FINANCIAL STATEMENTS | | | | |
| AND THE BALANCE SHEET FOR THE FYE 31 DEC 2005 | | | | |
| AND THE EARNINGS OF EUR 3,069,086,820.68; | | | | |
O.6 | APPROVE TO RENEW THE TERM OF OFFICE TO MR. ELIE | | Management | For | *Management Position Unknown |
| COHEN AS A DIRECTOR FOR 4 YEARS | | | | |
O.7 | APPOINT MR. GIANMILIO OSCULATI AS A DIRECTOR | | Management | For | *Management Position Unknown |
| FOR A 4 YEARS | | | | |
O.8 | APPOINT MR. LUC VANDEVELDE AS A DIRECTOR FOR | | Management | For | *Management Position Unknown |
| A 2-YEAR PERIOD | | | | |
O.9 | APPROVE TO ALLOCATE EUR 750,000.00 TO THE BOARD | | Management | For | *Management Position Unknown |
| OF DIRECTORS AS ANNUAL FEES | | | | |
O.10 | APPROVE TO RENEW THE APPOINTMENT OF DELOITTE | | Management | For | *Management Position Unknown |
| AND ASSOCIES STATUTORY AUDITOR FOR THE FY S 2006 | | | | |
| TO 2011 | | | | |
O.11 | APPROVE TO RENEW THE APPOINTMENT OF ERNST AND | | Management | For | *Management Position Unknown |
| YOUNG AS STATUTORY AUDITOR FOR THE FY S 2006 | | | | |
| TO 2011 | | | | |
O.12 | APPROVE TO RENEW THE APPOINTMENT OF MR. ALIAN | | Management | For | *Management Position Unknown |
| PONS AS DEPUTY AUDITOR TO THE COMPANY DELOITTE | | | | |
| ASSOCIES FOR THE FY S 2006 TO 2011 | | | | |
O.13 | APPROVE TO RENEW THE APPOINTMENT OF MR. GABRIEL | | Management | For | *Management Position Unknown |
| GALET AS DEPUTY AUDITOR OF THE COMPANY ERNST | | | | |
| & YOUNG FOR THE FY S 2006 TO 2011 | | | | |
O.14 | AUTHORIZE THE BOARD, IN SUBSTITUTION FOR THE | | Management | For | *Management Position Unknown |
| AUTHORITY OF THE GENERAL MEETING ON 09 MAY 2005, | | | | |
| TO TRADE THE COMPANY S SHARES ON THE STOCK EXCHANGE | | | | |
| IN VIEW OF ADJUSTING THEIR PRICE AS PER THE FOLLOWING | | | | |
| CONDITIONS: MAXIMUM PURCHASE PRICE: EUR 165.00; | | | | |
| MINIMUM SELLING PRICE: EUR 70.00; AND, MAXIMUM | | | | |
| NUMBER OF SHARES 43,428,818 TO BE TRADED 10% | | | | |
| OF THE SHARE CAPITAL ; MAXIMUM FUNDS INVESTED | | | | |
| IN THE SHARE BUYBACKS: EUR 7,165,754,970.00; | | | | |
| AUTHORITY EXPIRES AT THE END OF 18 MONTHS ; | | | | |
| AND AUTHORIZE THE BOARD OF DIRECTORS TO TAKE | | | | |
| ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES | | | | |
E.15 | AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE | | Management | For | *Management Position Unknown |
| THE SHARE CAPITAL, ON ONE OR MORE OCCASIONS, | | | | |
| IN FRANCE OR ABROAD, UP TO A MAXIMUM NOMINAL | | | | |
| AMOUNT OF EUR 220,000,000.00 BY WAY OF ISSUING | | | | |
| ORDINARY SHARES OTHER SECURITIES GIVING ACCESS | | | | |
| TO THE CAPITAL UP TO MAXIMUM NOMINAL AMOUNT OF | | | | |
| EUR 550,000,000.00 BY WAY OF CAPITALIZING RESERVES, | | | | |
| PROFITS, PREMIUMS OR OTHER MEANS, PROVIDED THAT | | | | |
| SUCH ISSUE IS ALLOWED BY LAW AND UNDER THE BY-LAWS | | | | |
| TO BE CARRIED OUT THROUGH THE ISSUE OF BONUS | | | | |
| SHARES OR THE RAISE OF THE PAR VALUE OF THE EXISTING | | | | |
| SHARES; THE NOMINAL AMOUNT OF DEBT SECURITIES | | | | |
| ISSUED SHALL NOT EXCEED EUR 6,000,000,000.00; | | | | |
| AUTHORITY EXPIRES AT THE END OF 26 MONTHS ; | | | | |
| THIS AUTHORIZATION SUPERSEDED THE AUTHORIZATION | | | | |
| GRANTED BY RESOLUTION 12 OF THE SHAREHOLDERS | | | | |
| MEETING OF 29 APR 2006 | | | | |
E.16 | AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE | | Management | Against | *Management Position Unknown |
| THE SHARE CAPITAL, ON ONE OR MORE OCCASIONS, | | | | |
| IN FRANCE OR ABROAD, UP TO A MAXIMUM NOMINAL | | | | |
| AMOUNT OF EUR 110,000,000.00 BY WAY OF ISSUING | | | | |
| ORDINARY SHARES OTHER SECURITIES GIVING ACCESS | | | | |
| TO THE CAPITAL UP TO MAXIMUM NOMINAL AMOUNT OF | | | | |
| EUR 600,000,000.00; AUTHORITY EXPIRES AT THE | | | | |
| END OF 26 MONTHS ; APPROVE THAT THESE ISSUES | | | | |
| MAY BE ACHIEVED IN CONSIDERATION FOR SECURITIES | | | | |
| WHICH WOULD BE BROUGHT TO SOCIETE GENERALE IN | | | | |
| THE FRAMEWORK OF A PUBLIC EXCHANGE OFFER INITIATED | | | | |
| BY THE COMPANY CONCERNING THE SHARES OF ANOTHER | | | | |
| COMPANY; THIS AUTHORIZATION SUPERSEDED THE AUTHORIZATION | | | | |
| GRANTED BY RESOLUTION 12 OF THE SHAREHOLDERS | | | | |
| MEETING OF 29 APR 2006 | | | | |
E.17 | APPROVE THAT THE BOARD OF DIRECTORS MAY DECIDE | | Management | Against | *Management Position Unknown |
| TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED | | | | |
| IN THE EVENT OF A SURPLUS DEMAND IN THE FRAMEWORK | | | | |
| OF A CAPITAL INCREASE, FOR EACH OF THE ISSUES | | | | |
| WITH OR WITHOUT PREFERENTIAL SUBSCRIPTION RIGHT | | | | |
| OF SHAREHOLDER, WITHIN 30 DAYS OF THE CLOSING | | | | |
| OF THE SUBSCRIPTION PERIOD AND UP TO A MAXIMUM | | | | |
| OF 15% OF GENERAL MEETING PROXY SERVICES INITIAL | | | | |
| ISSUE, AT THE SAME PRICE AS THE ONE OF THE INITIAL | | | | |
| ISSUANCE, AUTHORITY EXPIRES AT THE END OF 26 | | | | |
| MONTHS ; TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH | | | | |
| ALL NECESSARY FORMALITIES | | | | |
E.18 | AUTHORIZE THE BOARD, TO INCREASE THE SHARE CAPITAL | | Management | For | *Management Position Unknown |
| BY UP TO 10%, IN CONSIDERATION FOR THE CONTRIBUTION | | | | |
| IN KIND GRANTED TO THE COMPANY AND COMPRISED | | | | |
| OF CAPITAL SECURITIES GIVEN ACCESS TO SHARE CAPITAL | | | | |
| WITHOUT PREFERENTIAL SUBSCRIPTION RIGHT; AUTHORITY | | | | |
| EXPIRES AT THE END OF 26 MONTHS ; TO TAKE ALL | | | | |
| NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES; AUTHORIZE THE BOARD OF DIRECTORS | | | | |
| TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH | | | | |
| ALL NECESSARY FORMALITIES | | | | |
E.20 | AUTHORIZE THE BOARD OF DIRECTORS, IN SUBSTITUTION | | Management | Against | *Management Position Unknown |
| FOR AUTHORITY GRANTED BY THE SHAREHOLDERS MEETING | | | | |
| IN RESOLUTION 16 ON 29 APR 2004, TO GRANT IN | | | | |
| ONE OR MORE TRANSACTIONS, IN FAVOR OF EMPLOYEES | | | | |
| AND CORPORATE OFFICERS OF THE COMPANY AND RELATED | | | | |
| COMPANIES, OPTIONS TO SUBSCRIBE FOR NEW SHARES | | | | |
| IN THE COMPANY TO BE ISSUED THROUGH A SHARE CAPITAL | | | | |
| INCREASE, OR TO PURCHASE EXISTING SHARES PURCHASED | | | | |
| BY THE COMPANY, IT BEING PROVIDED THE OPTIONS | | | | |
| SHALL NOT GIVE RIGHTS TO A TOTAL NUMBER OF SHARES, | | | | |
| WHICH SHALL EXCEED 4% OF THE SHARE CAPITAL, | | | | |
| AUTHORITY EXPIRES AT THE END OF 26 MONTHS ; AND | | | | |
| AUTHORIZE THE BOARD OF DIRECTORS TO TAKE ALL | | | | |
| NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY | | | | |
| FORMALITIES | | | | |
E.21 | AUTHORIZE THE BOARD, IN SUBSTITUTION FOR THE | | Management | Against | *Management Position Unknown |
| AUTHORITY GRANTED BY THE SHAREHOLDERS MEETING | | | | |
| IN RESOLUTION 11 ON 09 MAY 2005, TO GRANT FOR | | | | |
| FREE EXISTING OR FUTURE SHARES, IN FAVOR OF THE | | | | |
| EXECUTIVE EMPLOYEES OR CLASSED AS SUCH OR SOME | | | | |
| OF THE EXECUTIVE CATEGORIES, AS WELL AS IN FAVOR | | | | |
| OF THE CORPORATE OFFICERS OF THE COMPANY AND | | | | |
| RELATED COMPANIES, WITHIN THE LIMIT OF 2% OF | | | | |
| THE SHARE CAPITAL AND THE CEILING OF 4% OF THE | | | | |
| CAPITAL REPRESENTING ON OVERALL CEILING FOR RESOLUTIONS | | | | |
| 20 AND 21, THEY MAY NOT REPRESENT MORE THAN 4% | | | | |
| OF THE SHARE CAPITAL, AUTHORITY EXPIRES AT THE | | | | |
| END OF 26 MONTHS ; AND AUTHORIZE THE BOARD OF | | | | |
| DIRECTORS TO TAKE ALL NECESSARY MEASURES AND | | | | |
| ACCOMPLISH ALL NECESSARY FORMALITIES | | | | |
O.3 | RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS | | Management | For | *Management Position Unknown |
| AND STATUTORY AUDITORS AND APPROVE THE CONSOLIDATED | | | | |
| FINANCIAL STATEMENTS FOR THE SAID FINANCIAL STATEMENTS | | | | |
| AND FY | | | | |
O.2 | APPROVE THE APPROPRIATION OF PROFITS AS FOLLOWS: | | Management | For | *Management Position Unknown |
| NET PROFIT FOR THE FY: EUR 3,069,086,820.68; | | | | |
| RETAINED EARNINGS: EUR 4,439,665,572.43; DISTRIBUTABLE | | | | |
| TOTAL: EUR 7,508,752,393.11; RETAINED EARNINGS | | | | |
| ACCOUNT: EUR 1,114,790,006.18; DIVIDEND: EUR | | | | |
| 1,954,296,814.50; THE RESERVE WHICH AMOUNTED | | | | |
| EUR 10,111,265,559.65 AFTER ALLOCATION OF THE | | | | |
| 2004 INCOME OF EUR 9,238,209,010.49 RETAINED | | | | |
| EARNINGS AMOUNTED TO EUR 4,439,665,572.43 AFTER | | | | |
| ALLOCATION OF THE 2004 INCOME EUR 5,554,455,578.61 | | | | |
| AND, THE SHAREHOLDERS WILL RECEIVE A NET DIVIDEND | | | | |
| OF EUR 1.25, WITH A FRENCH TAX CODE OF EUR 4.50 | | | | |
| AT THE 40% ALLOWANCE; THIS DIVIDEND WILL BE PAID | | | | |
| ON 06 JUN 2006 | | | | |
E.19 | AUTHORIZE THE BOARD, IN SUBSTITUTION FOR THE | | Management | Against | *Management Position Unknown |
| EXISTING AUTHORITY TO THE SHAREHOLDER ON 29 APR | | | | |
| 2004, TO INCREASE THE SHARE CAPITAL, ON ONE OR | | | | |
| MORE OCCASIONS, AT ITS SOLE DISCRETION, IN FAVOR | | | | |
| OF MEMBERS OF THE COMPANY OR A GROUP SAVINGS | | | | |
| PLAN BELONGING TO SOCIETE GENERALE OR RELATED | | | | |
| COMPANIES; AUTHORITY EXPIRES AT THE END OF 26 | | | | |
| MONTHS ; FOR AN AMOUNT THAT NOT EXCEEDING EUR | | | | |
| 16,300,000.00; AND AUTHORIZE THE BOARD OF DIRECTORS | | | | |
| TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH | | | | |
| ALL NECESSARY FORMALITIES | | | | |
O.4 | APPROVE THE SPECIAL AUDITORS REPORT, IN ACCORDANCE | | Management | For | *Management Position Unknown |
| WITH THE PROVISIONS OF ARTICLE L.225-22-1, L.225-38 | | | | |
| AND L.225-42-1 AND FOLLOWINGS OF THE FRENCH COMMERCIAL | | | | |
| CODE | | | | |
O.5 | APPROVE TO RENEW THE TERM OF OFFICE TO MR. ROBERT | | Management | Against | *Management Position Unknown |
| A. DAY AS A DIRECTOR FOR 4 YEARS | | | | |
* | A VERIFICATION PERIOD EXISTS IN FRANCE. PLEASE | | Non-Voting | | *Management Position Unknown |
| SEE HTTP://ICS.ADP.COM/MARKETGUIDE FOR COMPLETE | | | | |
| INFORMATION. VERIFICATION PERIOD: REGISTERED | | | | |
| SHARES: 1 TO 5 DAYS PRIOR TO THE MEETING DATE, | | | | |
| DEPENDS ON COMPANY S BY-LAWS. BEARER SHARES: | | | | |
| 6 DAYS PRIOR TO THE MEETING DATE. FRENCH RESIDENT | | | | |
| SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE | | | | |
| PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE | | | | |
| CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO | | | | |
| OBTAIN THE NECESSARY CARD, ACCOUNT DETAILS AND | | | | |
| DIRECTIONS. THE FOLLOWING APPLIES TO NON-RESIDENT | | | | |
| SHAREOWNERS: PROXY CARDS: ADP WILL FORWARD | | | | |
| VOTING INSTRUCTIONS TO THE GLOBAL CUSTODIANS | | | | |
| THAT HAVE BECOME REGISTERED INTERMEDIARIES, ON | | | | |
| ADP VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED | | | | |
| INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN | | | | |
| THE PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. | | | | |
| IF YOU ARE UNSURE WHETHER YOUR GLOBAL CUSTODIAN | | | | |
| ACTS AS REGISTERED INTERMEDIARY, PLEASE CONTACT | | | | |
| ADP. TRADES/VOTE INSTRUCTIONS: SINCE FRANCE | | | | |
| MAINTAINS A VERIFICATION PERIOD, FOR VOTE INSTRUCTIONS | | | | |
| SUBMITTED THAT HAVE A TRADE TRANSACTED (SELL) | | | | |
| FOR EITHER THE FULL SECURITY POSITION OR A PARTIAL | | | | |
| AMOUNT AFTER THE VOTE INSTRUCTION HAS BEEN SUBMITTED | | | | |
| TO ADP AND THE GLOBAL CUSTODIAN ADVISES ADP OF | | | | |
| THE POSITION CHANGE VIA THE ACCOUNT POSITION | | | | |
| COLLECTION PROCESS, ADP HAS A PROCESS IN EFFECT | | | | |
| WHICH WILL ADVISE THE GLOBAL CUSTODIAN OF THE | | | | |
| NEW ACCOUNT POSITION AVAILABLE FOR VOTING. THIS | | | | |
| WILL ENSURE THAT THE LOCAL CUSTODIAN IS INSTRUCTED | | | | |
| TO AMEND THE VOTE INSTRUCTION AND RELEASE THE | | | | |
| SHARES FOR SETTLEMENT OF THE SALE TRANSACTION. | | | | |
| THIS PROCEDURE PERTAINS TO SALE TRANSACTIONS | | | | |
| WITH A SETTLEMENT DATE PRIOR TO MEETING DATE + 1 | | | | |
| | | | | |
| | | | | |
| | | | | |
INTER-TEL, INCORPORATED | | | INTL | | Annual Meeting Date: 05/31/2006 |
Issuer: 458372 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | | |
| | NORMAN STOUT | Management | For | For |
| | ALEXANDER CAPPELLO | Management | For | For |
| | J. ROBERT ANDERSON | Management | For | For |
| | JERRY W. CHAPMAN | Management | Withheld | Against |
| | GARY D. EDENS | Management | For | For |
| | STEVEN E. KAROL | Management | For | For |
| | ROBERT RODIN | Management | For | For |
| | AGNIESZKA WINKLER | Management | For | For |
| | STEVEN G. MIHAYLO | Management | For | For |
| | ANIL K. PURI | Management | For | For |
| | KENNETH L. URISH | Management | For | For |
02 | TO APPROVE THE REINCORPORATION OF THE COMPANY | | Management | For | For |
| INTO DELAWARE. | | | | |
03 | TO APPROVE A SPECIAL RESOLUTION AUTHORIZING THE | | Management | For | For |
| COMPANY S BOARD OF DIRECTORS TO EFFECT AN AMENDMENT | | | | |
| TO THE COMPANY'S CHARTER DOCUMENTS REQUIRING | | | | |
| THE APPROVAL OF A MAJORITY OF DISINTERESTED SHAREHOLDERS | | | | |
| TO EFFECT CERTAIN BUSINESS COMBINATION TRANSACTIONS | | | | |
| INVOLVING INTERESTED PARTIES. | | | | |
04 | TO CONSIDER AND RATIFY THE APPOINTMENT OF ERNST | | Management | For | For |
| & YOUNG LLP AS THE COMPANY'S INDEPENDENT AUDITORS. | | | | |
05 | TO ADJOURN THE MEETING FOR THE PURPOSE OF SOLICITING | | Management | Against | Against |
| ADDITIONAL SHAREHOLDER VOTES. | | | | |
| | | | | |
| | | | | |
| | | | | |
LANXESS AG | | | | | AGM Meeting Date: 05/31/2006 |
Issuer: D5032B102 | | ISIN: DE0005470405 | | | |
SEDOL: B05M8B7, B065978, B065XZ4 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | PRESENTATION OF THE FINANCIAL STATEMENTS AND | | Non-Voting | | *Management Position Unknown |
| ANNUAL REPORT FOR THE 2005 FY WITH THE REPORT | | | | |
| OF THE SUPERVISORY BOARD, THE GROUP FINANCIAL | | | | |
| STATEMENTS AND GROUP ANNUAL REPORT | | | | |
2. | RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING | | Management | For | *Management Position Unknown |
| DIRECTORS | | | | |
3. | RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD | | Management | For | *Management Position Unknown |
4. | APPOINTMENT OF AUDITORS FOR THE 2006 FY PRICEWATERHOUSECOOPERS | | Management | For | *Management Position Unknown |
| AG, COLOGNE | | | | |
5. | AMENDMENT TO SECTION 16 OF THE ARTICLE OF ASSOCIATION | | Management | For | *Management Position Unknown |
| REGARDING THE CHAIRMAN OF THE SHAREHOLDERS MEETING | | | | |
| BEING AUTHORIZED TO LIMIT THE TIME FOR QUESTIONS | | | | |
| AND ANSWERS AT THE SHAREHOLDERS MEETING | | | | |
6. | AMENDMENT TO SECTION 12 OF THE ARTICLE OF ASSOCIATION | | Management | For | *Management Position Unknown |
| REGARDING EACH MEMBER OF THE SUPERVISORY BOARD | | | | |
| RECEIVING A FIXED ANNUAL REMUNERATION OF EUR | | | | |
| 30,000, (THE CHAIRMAN RECEIVING THREE TIMES, | | | | |
| THE DEPUTY CHAIRMAN ONE AND A HALF TIMES, AND | | | | |
| A COMMITTEE MEMBER ONE FOURTH OF THIS AMOUNT) | | | | |
| PLUS A PERFORMANCE-RELATED REMUNERATION OF UP | | | | |
| TO EUR 150,000 AS WELL AS AN ATTENDANCE FEE OF | | | | |
| EUR 500 PER SUPERVISORY BOARD AND COMMITTEE MEETING | | | | |
7. | RENEWAL OF THE AUTHORIZATION TO ACQUIRE OWN SHARES | | Management | For | *Management Position Unknown |
| THE BOAR D OF MANAGING DIRECTORS SHALL BE AUTHORIZED | | | | |
| TO ACQUIRE SHARES OF THE COMPANY OF UP TO 10% | | | | |
| OF ITS SHARE CAPITAL, AT PRICES NOT DEVIATING | | | | |
| MORE THAN 10% FROM THE MARKET PRICE OF THE SHARES, | | | | |
| ON OR BEFORE 30 NOV 2007 THE BOARD OF MANAGING | | | | |
| DIRECTORS SHALL BE AUTHORIZED TO DISPOSE OF THE | | | | |
| SHARES IN A MANNER OTHER THAN THE STOCK EXCHANGE | | | | |
| OR AN OFFER TO ALL SHAREHOLDERS IF THE SHARES | | | | |
| ARE SOLD AT A PRICE NOT MATERIALLY BELOW THE | | | | |
| MARKET PRICE OF THE SHARES, TO USE THE SHARES | | | | |
| FOR ACQUISITION PURPOSES, AND TO RETIRE THE SHARES | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
RIGHTNOW TECHNOLOGIES, INC. | | | RNOW | | Annual Meeting Date: 05/31/2006 |
Issuer: 76657R | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | RICHARD E. ALLEN | Management | For | For |
| | MARGARET L. TAYLOR | Management | For | For |
02 | TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE | | Management | For | For |
| COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| FIRM FOR 2006. | | | | |
03 | IN ACCORDANCE WITH THE DISCRETION OF THE PROXY | | Management | Against | Against |
| HOLDERS, TO ACT UPON ALL MATTERS INCIDENT TO | | | | |
| THE CONDUCT OF THE MEETING AND UPON OTHER MATTERS | | | | |
| AS MAY PROPERLY COME BEFORE THE MEETING, OR ANY | | | | |
| ADJOURNMENT OR POSTPONEMENT THEREOF. | | | | |
| | | | | |
| | | | | |
| | | | | |
SANOFI-AVENTIS | | | SNY | | Annual Meeting Date: 05/31/2006 |
Issuer: 80105N | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
O1 | APPROVAL OF THE INDIVIDUAL COMPANY FINANCIAL | | Management | For | For |
| STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2005 | | | | |
O2 | APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS | | Management | For | For |
| FOR THE YEAR ENDED DECEMBER 31, 2005 | | | | |
O3 | APPROPRIATION OF PROFITS; DECLARATION OF DIVIDEND | | Management | For | For |
O4 | APPROVAL OF TRANSACTIONS COVERED BY THE STATUTORY | | Management | For | For |
| AUDITORS SPECIAL REPORT PREPARED IN ACCORDANCE | | | | |
| WITH ARTICLE L.225-40 OF THE COMMERCIAL CODE | | | | |
O5 | REAPPOINTMENT OF A DIRECTOR | | Management | For | For |
O6 | APPOINTMENT OF A DIRECTOR | | Management | For | For |
O7 | REAPPOINTMENT OF A STATUTORY AUDITOR | | Management | For | For |
O8 | APPOINTMENT OF A DEPUTY STATUTORY AUDITOR | | Management | For | For |
O9 | DIRECTORS ATTENDANCE FEES | | Management | For | For |
O10 | AUTHORIZATION TO THE BOARD OF DIRECTORS TO CARRY | | Management | For | For |
| OUT TRANSACTIONS IN SHARES ISSUED BY THE COMPANY | | | | |
E11 | REVIEW AND APPROVAL OF THE MERGER OF RHONE COOPER | | Management | Against | Against |
| INTO SANOFI-AVENTIS - APPROVAL OF THE CONSIDERATION | | | | |
| FOR THE MERGER AND OF THE RESULTING CAPITAL INCREASE | | | | |
E12 | APPROPRIATION OF MERGER PREMIUM | | Management | Against | Against |
E13 | FORMAL RECORDING OF FINAL COMPLETION OF THE MERGER | | Management | Against | Against |
| ON MAY 31, 2006 AND OF THE RESULTING CAPITAL INCREASE | | | | |
E14 | AMENDMENT TO ARTICLE 6 OF THE BYLAWS AFTER THE | | Management | Against | Against |
| CAPITAL INCREASE | | | | |
E15 | AMENDMENT TO ARTICLES 12 AND 16 OF THE BYLAWS | | Management | For | For |
E16 | POWERS | | Management | For | For |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
SANOFI-AVENTIS, PARIS | | | | | EGM Meeting Date: 05/31/2006 |
Issuer: F5548N101 | | ISIN: FR0000120578 | BLOCKING | | |
SEDOL: 5671735, 5696589, 7166239, B01DR51, B043B67, B0CRGJ9, B114ZY6 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
O.5 | APPROVE TO RENEW THE APPOINTMENT OF MR. LORD | | Management | For | *Management Position Unknown |
| DOURO AS A DIRECTOR FOR A 4-YEAR PERIOD | | | | |
O.7 | APPROVE TO RENEW THE APPOINTMENT OF THE COMPANY | | Management | For | *Management Position Unknown |
| ERNST AND YOUNG AUDIT AS THE STATUTORY AUDITOR | | | | |
| FOR A 6-YEAR PERIOD | | | | |
O.1 | RECEIVE THE REPORT OF THE BOARD OF DIRECTORS | | Management | For | *Management Position Unknown |
| AND THE AUDITORS GENERAL REPORT AND APPROVE | | | | |
| THE COMPANY S FINANCIAL STATEMENTS AND THE BALANCE | | | | |
| SHEET FOR THE 2005 FY | | | | |
O.3 | APPROVE THE INCOME FOR THE FY BE APPROPRIATED | | Management | For | *Management Position Unknown |
| AS FOLLOWS: INCOME FOR THE FY: EUR 6,146,952,608.18 | | | | |
| PLUS RETAINED EARNINGS: EUR 1,205,678,019.78, | | | | |
| DISTRIBUTABLE INCOME: EUR 7,352,630,627.96 ALLOCATED | | | | |
| TO: PAYMENT OF DIVIDENDS: EUR 2,057,005,434.48, | | | | |
| RETAINED EARNINGS: EUR 5,295,625,193.48, FOLLOWING | | | | |
| A CAPITAL INCREASE AND A CAPITAL REDUCTION, THE | | | | |
| CAPITAL WAS BROUGHT FROM EUR 2,802,613,138.00 | | | | |
| ON 31 DEC 2005, TO EUR 2,708,476,850.00 DIVIDED | | | | |
| IN 1,354,238,425 FULLY PAID-UP SHARES, WHOSE | | | | |
| 1,353,293,049 SHARES ARE ENTITLED TO THE EXISTING | | | | |
| DIVIDEND, AND 945,376 SHALL BEAR AN ACCRUING | | | | |
| DIVIDEND AS OF 01 JAN 2006; THE SHAREHOLDERS | | | | |
| WILL RECEIVE A NET DIVIDEND OF EUR 1.52 PER SHARE, | | | | |
| FOR EACH OF THE 1,353,293,049 SHARES, THIS DIVIDEND | | | | |
| WILL BE PAID ON 07 JUN 2006 AS REQUIRED BY LAW | | | | |
* | A VERIFICATION PERIOD EXISTS IN FRANCE. PLEASE | | Non-Voting | | *Management Position Unknown |
| SEE HTTP://ICS.ADP.COM/MARKETGUIDE FOR COMPLETE | | | | |
| INFORMATION. VERIFICATION PERIOD: REGISTERED | | | | |
| SHARES: 1 TO 5 DAYS PRIOR TO THE MEETING DATE, | | | | |
| DEPENDS ON THE COMPANY S BY-LAWS. BEARER SHARES: | | | | |
| 6 DAYS PRIOR TO THE MEETING DATE. FRENCH RESIDENT | | | | |
| SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE | | | | |
| PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE | | | | |
| CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO | | | | |
| OBTAIN THE NECESSARY CARD, ACCOUNT DETAILS AND | | | | |
| DIRECTIONS. THE FOLLOWING APPLIES TO NON-RESIDENT | | | | |
| SHAREOWNERS: | | | | |
* | PLEASE NOTE THAT THIS IS A MIX MEETING. THANK YOU. | | Non-Voting | | *Management Position Unknown |
* | PLEASE NOTE THAT THE MEETING TO BE HELD ON 19 | | Non-Voting | | *Management Position Unknown |
| MAY 2006 HAS BEEN POSTPONED DUE TO LACK OF QUORUM | | | | |
| AND THAT THE SECOND CONVOCATION WILL BE HELD | | | | |
| ON 31 MAY 2006. PLEASE ALSO NOTE THE NEW CUTOFF | | | | |
| DATE 18 MAY 2006. IF YOU HAVE ALREADY SENT YOUR | | | | |
| VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS | | | | |
| YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. | | | | |
| THANK YOU. | | | | |
O.2 | RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS | | Management | For | *Management Position Unknown |
| AND THE STATUTORY AUDITORS AND APPROVE THE CONSOLIDATED | | | | |
| FINANCIAL STATEMENTS FOR THE SAID FY | | | | |
O.4 | RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON | | Management | For | *Management Position Unknown |
| AGREEMENTS GOVERNED BY ARTICLES L.225-38 ET SEQ. | | | | |
| OF THE FRENCH COMMERCIAL CODE AND APPROVE SAID | | | | |
| REPORT AND THE AGREEMENTS REFERRED TO THEREIN | | | | |
O.6 | APPOINT MR. GERARD LE FUR AS A DIRECTOR FOR A | | Management | For | *Management Position Unknown |
| 4-YEAR PERIOD | | | | |
O.8 | APPOINT THE COMPANY AUDITEX AS THE DEPUTY AUDITOR | | Management | For | *Management Position Unknown |
| FOR A 6-YEAR PERIOD | | | | |
O.9 | APPROVE THE AWARD TOTAL ANNUAL FEES OF EUR 1,200,000.00 | | Management | For | *Management Position Unknown |
| TO THE BOARD OF DIRECTORS | | | | |
O.10 | AUTHORIZE THE BOARD OF DIRECTORS, IN SUPERSESSION | | Management | For | *Management Position Unknown |
| TO ALL EARLIER DELEGATIONS, TO TRADE IN THE COMPANY | | | | |
| S SHARES ON THE STOCK MARKET, SUBJECT TO THE | | | | |
| CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE | | | | |
| PRICE: EUR 100.00, MAXIMUM NUMBER OF SHARES TO | | | | |
| BE ACQUIRED: 10% OF THE SHARE CAPITAL, I.E. 1,401,306,569 | | | | |
| SHARES, MAXIMUM FUNDS INVESTED IN THE SHARE BUYBACKS: | | | | |
| EUR 14,013,065,700.00; AUTHORITY EXPIRES AT | | | | |
| THE END OF 18 MONTHS ; TO TAKE ALL NECESSARY | | | | |
| MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES | | | | |
E.11 | APPROVE: TO REVIEW THE REPORT OF THE BOARD OF | | Management | Against | *Management Position Unknown |
| DIRECTORS, THE REPORTS OF MR. DE COURCEL, THE | | | | |
| MERGER AUDITORS AND THE MERGER AGREEMENT AS PER | | | | |
| THE PRIVATE DEED DATED 03 APR 2006; ALL THE PROVISIONS | | | | |
| OF THIS MERGER AGREEMENT, PURSUANT TO WHICH RHONE | | | | |
| COOPER CONTRIBUTES TO SANOFI-AVENTIS, ALL OF | | | | |
| ITS ASSETS, WITH THE CORRESPONDING TAKING-OVER | | | | |
| OF ALL ITS LIABILITIES: THE VALUATION OF THE | | | | |
| ASSETS CONTRIBUTED AMOUNTING TO EUR 460,949,630.75 | | | | |
| AND THE LIABILITIES AT EUR 3,857,602.25, I.E. | | | | |
| NET ASSETS CONTRIBUTED OF EUR 457,092,028.50; | | | | |
| THE CONSIDERATION FOR THE CONTRIBUTIONS ACCORDING | | | | |
| TO AN EXCHANGE RATIO OF 10 SANOFI-AVENTIS SHARES | | | | |
| AGAINST 1 RHONE COOPER SHARE; THE UNCONDITIONAL | | | | |
| COMPLETION DATE OF THE MERGER, IN A JURIDICAL | | | | |
| POINT OF VIEW, FIXED ON 31 MAY 2006 AND ON 01 | | | | |
| JAN 2006 IN AN ACCOUNTING AND FINANCIAL POINT | | | | |
| OF VIEW; RHONE COOPER SHARES HELD BY SANOFI-AVENTIS | | | | |
| WILL NOT BE EXCHANGED; TO INCREASE THE CAPITAL | | | | |
| IN CONSIDERATION FOR THE CONTRIBUTION IN CONNECTION | | | | |
| WITH THE MERGER, BY EUR 237,300.00 BY THE CREATION | | | | |
| OF 118,650 NEW FULLY PAID-UP SHARES OF A PAR | | | | |
| VALUE OF EUR 2.00 EACH, CARRYING RIGHTS TO THE | | | | |
| 2006 DIVIDEND AND TO BE DISTRIBUTED AMONG THE | | | | |
| SHAREHOLDERS OF THE ACQUIRED COMPANY, ACCORDING | | | | |
| TO AN EXCHANGE RATIO OF 10 SANOFI-AVENTIS SHARES | | | | |
| AGAINST 1 RHONE COOPER SHARE; THE CAPITAL WILL | | | | |
| THUS INCREASE FROM EUR 2,708,476,850.00 TO EUR | | | | |
| 2,708,714,150.00; THESE NEW SHARES CREATED BY | | | | |
| SANOFI-AVENTIS WILL BE ASSIMILATED IN ALL RESPECTS | | | | |
| TO THE OTHER SHARES COMPRISING THE SHARE CAPITAL; | | | | |
| THE DIFFERENCE BETWEEN: THE AMOUNT OF THE NET | | | | |
| ASSETS CONTRIBUTED BY RHONE COOPER: EUR 457,092,028.50; | | | | |
| LESS THE QUOTA OF THE NET ASSETS CONTRIBUTED | | | | |
| BY RHONE COOPER CORRESPONDING TO SHARES HELD | | | | |
| BY SANOFI-AVENTIS: EUR 452,475,399.01; AND THE | | | | |
| AMOUNT OF THE SHARE CAPITAL INCREASE: EUR 237,300.00 | | | | |
| REPRESENTS THE SHARE PREMIUM OF EUR 4,379,329.49 | | | | |
| AND WILL BE ALLOCATED TO THE MERGER PREMIUM ACCOUNT | | | | |
| TO WHICH SANOFI-AVENTIS EXISTING AND NEW SHAREHOLDERS | | | | |
| WILL HOLD RIGHTS; THE DIFFERENCE BETWEEN: THE | | | | |
| QUOTA OF THE NET ASSETS CONTRIBUTED BY RHONE | | | | |
| COOPER CORRESPONDING TO SHARES HELD BY SANOFI-AVENTIS: | | | | |
| EUR 452,475,399.01; PLUS THE DIVIDEND RECEIVED | | | | |
| BY SANOFI-AVENTIS AS A RESULT OF ITS HOLDING | | | | |
| IN RHONE COOPER: EUR 3,567,944.70; AND THE ACCOUNTING | | | | |
| NET VALUE OF THE RHONE COOPER SHARES HELD BY | | | | |
| SANOFI-AVENTIS: EUR 461,177,959.12 REPRESENTS | | | | |
| THE CAPITAL LOSS ON TRANSFERRED SHARES OF EUR | | | | |
| 5,134,615.41 AND WILL BE ALLOCATED TO SANOFI-AVENTIS | | | | |
| BALANCE SHEET ASSETS AS INTANGIBLE ASSETS | | | | |
E.13 | ACKNOWLEDGE THE UNCONDITIONAL COMPLETION DATE | | Management | Against | *Management Position Unknown |
| OF THE MERGER WILL, IN A JURIDICAL POINT OF VIEW, | | | | |
| BE FIXED ON 31 MAY 2006 AND ON 01 JAN 2006 IN | | | | |
| AN ACCOUNTING AND FINANCIAL POINT OF VIEW; THE | | | | |
| 118,650 NEW FULLY PAID-UP SHARES OF A PAR VALUE | | | | |
| OF EUR 2.00 EACH, CREATED IN CONSIDERATION FOR | | | | |
| THE MERGER BY SANOFI-AVENTIS WILL BE DISTRIBUTED | | | | |
| AMONG THE SHAREHOLDERS OF THE ACQUIRED COMPANY | | | | |
| ON 31 MAY 2006, ACCORDING TO AN EXCHANGE RATIO | | | | |
| OF 10 SANOFI-AVENTIS SHARES AGAINST 1 RHONE COOPER | | | | |
| SHARE | | | | |
E.16 | GRANT ALL POWERS TO THE BEARER OF A COPY OR AN | | Management | For | *Management Position Unknown |
| EXTRACT OF THE MINUTES OF THIS MEETING IN ORDER | | | | |
| TO ACCOMPLISH ALL FORMALITIES, FILINGS AND REGISTRATION | | | | |
| PRESCRIBED BY LAW | | | | |
E.12 | AUTHORIZE THE BOARD OF DIRECTORS TO PROCEED WITH | | Management | Against | *Management Position Unknown |
| DRAWINGS UPON THE MERGER PREMIUM | | | | |
E.14 | AMEND, PURSUANT TO THE ADOPTION OF THE ABOVE | | Management | Against | *Management Position Unknown |
| RESOLUTIONS, THE ARTICLE 6 OF THE BYLAWS AS FOLLOWS: | | | | |
| THE SHARE CAPITAL OF IS SET AT EUR 2,708,714,150.00 | | | | |
| AND IS DIVIDED IN TO 1,354,357,075 SHARES OF | | | | |
| PAR VALUE OF EUR 2.00 EACH OF THE SAME CLASS | | | | |
| AND FULLY PAID IN | | | | |
E.15 | APPROVE TO MODIFY THE DURATION OF THE TERM OF | | Management | For | *Management Position Unknown |
| OFFICE OF THE CHAIRMAN; AMEND THE ARTICLES 12 | | | | |
| AND 16 OF THE ARTICLES OF THE BYLAWS | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
DEUTSCHE BANK AG, FRANKFURT AM MAIN | | | | | OGM Meeting Date: 06/01/2006 |
Issuer: D18190898 | | ISIN: DE0005140008 | | | |
SEDOL: 0835871, 2190846, 2803025, 5750355, 5755554, 5756405, 5757936, 5759471, 5763041, 5766998, 6178774, 7168310 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | PRESENTATION OF THE ESTABLISHED ANNUAL FINANCIAL | | Non-Voting | | *Management Position Unknown |
| STATEMENTS AND THE MANAGEMENT REPORT FOR THE | | | | |
| 2005 FY, WITH THE REPORT OF THE SUPERVISORY BOARD, | | | | |
| PRESENTATION OF THE APPROVED CONSOLIDATED FINANCIAL | | | | |
| STATEMENTS WITH THE RELATED MANAGEMENT REPORT | | | | |
| ACCORDING TO U.S. GAAP FOR THE 2005 FY | | | | |
2. | APPROPRIATION OF DISTRIBUTABLE PROFIT | | Management | | *Management Position Unknown |
3. | RATIFICATION OF THE ACTS OF MANAGEMENT OF THE | | Management | | *Management Position Unknown |
| MANAGEMENT BOARD FOR THE 2005 FY | | | | |
4. | RATIFICATION OF THE ACTS OF MANAGEMENT OF THE | | Management | | *Management Position Unknown |
| SUPERVISORY BOARD FOR THE 2005 FY | | | | |
5. | ELECTION OF THE AUDITOR FOR THE 2006 FY: KPMG | | Management | | *Management Position Unknown |
| DEUTSCHE TREUHAND-GESELLSCHAFT AG, FRANKFURT | | | | |
6. | AUTHORIZATION TO ACQUIRE OWN SHARES FOR TRADING | | Management | | *Management Position Unknown |
| PURPOSES SECTION 71(1) NO. 7 STOCK CORPORATION ACT | | | | |
7. | AUTHORIZATION TO ACQUIRE OWN SHARES PURSUANT | | Management | | *Management Position Unknown |
| TO SECTION 71(1) NO. 8 STOCK CORPORATION ACT | | | | |
| AS WELL AS FOR THEIR USE | | | | |
8.1 | ELECT DR. CLEMENS BOERSIG TO THE SUPERVISORY | | Management | | *Management Position Unknown |
| BOARD | | | | |
8.2 | ELECT MR. MAURICE LEVY TO THE SUPERVISORY BOARD | | Management | | *Management Position Unknown |
8.3 | ELECT MR. DIETER BERG TO THE SUPERVISORY BOARD | | Management | | *Management Position Unknown |
8.4 | ELECT MR. LUTZ WITTIG TO THE SUPERVISORY BOARD | | Management | | *Management Position Unknown |
9. | CREATION OF NEW AUTHORIZED CAPITAL WITH THE | | Management | | *Management Position Unknown |
| POSSIBILITY OF A CAPITAL INCREASE IN KIND AND | | | | |
| AMENDMENT TO THE ARTICLES OF ASSOCIATION | | | | |
10. | AMENDMENTS TO THE ARTICLES OF ASSOCIATION FOR | | Management | | *Management Position Unknown |
| THE PURPOSE OF ADJUSTMENT TO CHANGES IN THE LAW | | | | |
| AND TO UTILIZE NEW LEGAL SCOPE ARISING OUT OF | | | | |
| THE ACT CONCERNING CORPORATE INTEGRITY AND THE | | | | |
| MODERNIZATION OF THE RIGHT OF CONTESTATION UMAG | | | | |
11. | AMENDMENTS TO THE ARTICLES OF ASSOCIATION TO | | Management | | *Management Position Unknown |
| UPDATE THE WORDING OF PROVISIONS OF THE ARTICLES | | | | |
| OF ASSOCIATION AND TO CLARIFY THE PROVISION REGULATING | | | | |
| THE DETERMINATION OF THE CHAIRMAN OF THE GENERAL | | | | |
| MEETING | | | | |
* | PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED | | Non-Voting | | *Management Position Unknown |
| DEPENDING ON SOME SUB CUSTODIANS PROCESSING IN | | | | |
| THE MARKET. PLEASE CONTACT YOUR ADP CLIENT SERVICE | | | | |
| REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION | | | | |
| FOR YOUR ACCOUNTS. THANK YOU. | | | | |
| | | | | |
| | | | | |
| | | | | |
DEUTSCHE BANK AG, FRANKFURT AM MAIN | | | | | OGM Meeting Date: 06/01/2006 |
Issuer: D18190898 | | ISIN: DE0005140008 | | | |
SEDOL: 0835871, 2190846, 2803025, 5750355, 5755554, 5756405, 5757936, 5759471, 5763041, 5766998, 6178774, 7168310 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | PRESENTATION OF THE ESTABLISHED ANNUAL FINANCIAL | | Non-Voting | | *Management Position Unknown |
| STATEMENTS AND THE MANAGEMENT REPORT FOR THE | | | | |
| 2005 FINANCIAL YEAR, WITH THE REPORT OF THE SUPERVISORY | | | | |
| BOARD, PRESENTATION OF THE APPROVED CONSOLIDATED | | | | |
| FINANCIAL STATEMENTS WITH THE RELATED MANAGEMENT | | | | |
| REPORT (ACCORDING TO U.S. GAAP) FOR THE 2005 | | | | |
| FINANCIAL YEAR | | | | |
2. | APPROPRIATION OF DISTRIBUTABLE PROFIT | | Management | For | *Management Position Unknown |
3. | RATIFICATION OF THE ACTS OF MANAGEMENT OF THE | | Management | For | *Management Position Unknown |
| MANAGEMENT BOARD FOR THE 2005 FINANCIAL YEAR | | | | |
4. | RATIFICATION OF THE ACTS OF MANAGEMENT OF THE | | Management | For | *Management Position Unknown |
| SUPERVISORY BOARD FOR THE 2005 FINANCIAL YEAR | | | | |
5. | ELECTION OF THE AUDITOR FOR THE 2006 FINANCIAL | | Management | For | *Management Position Unknown |
| YEAR | | | | |
6. | AUTHORIZATION TO ACQUIRE OWN SHARES FOR TRADING | | Management | For | *Management Position Unknown |
| PURPOSES (SECTION 71 (1) NO. 7 STOCK CORPORATION ACT) | | | | |
7. | AUTHORIZATION TO ACQUIRE OWN SHARES PURSUANT | | Management | For | *Management Position Unknown |
| TO SECTION 71 (1) NO. 8 STOCK CORPORATION ACT | | | | |
| AS WELL AS FOR THEIR USE | | | | |
8.1 | ELECT DR. CLEMENS BOERSIG TO THE SUPERVISORY | | Management | For | *Management Position Unknown |
| BOARD | | | | |
8.2 | ELECT MR. MAURICE LEVY TO THE SUPERVISORY BOARD | | Management | For | *Management Position Unknown |
9. | CREATION OF NEW AUTHORIZED CAPITAL (WITH THE | | Management | For | *Management Position Unknown |
| POSSIBILITY OF A CAPITAL INCREASE IN KIND) AND | | | | |
| AMENDMENT TO THE ARTICLES OF ASSOCIATION | | | | |
10. | AMENDMENTS TO THE ARTICLES OF ASSOCIATION FOR | | Management | For | *Management Position Unknown |
| THE PURPOSE OF ADJUSTMENT TO CHANGES IN THE LAW | | | | |
| AND TO UTILIZE NEW LEGAL SCOPE ARISING OUT OF | | | | |
| THE ACT CONCERNING CORPORATE INTEGRITY AND THE | | | | |
| MODERNIZATION OF THE RIGHT OF CONTESTATION (UMAG) | | | | |
11. | AMENDMENTS TO THE ARTICLES OF ASSOCIATION TO | | Management | For | *Management Position Unknown |
| UPDATE THE WORDING OF PROVISIONS OF THE ARTICLES | | | | |
| OF ASSOCIATION AND TO CLARIFY THE PROVISION REGULATING | | | | |
| THE DETERMINATION OF THE CHAIRMAN OF THE GENERAL | | | | |
| MEETING | | | | |
* | PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING | | Non-Voting | | *Management Position Unknown |
| ID 303118 DUE TO AN AMENDMENT OF RESOLUTION 8. | | | | |
| ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL | | | | |
| BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT | | | | |
| ON THIS MEETING NOTICE. THANK YOU | | | | |
* | PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED | | Non-Voting | | *Management Position Unknown |
| DEPENDING ON SOME SUB CUSTODIANS PROCESSING IN | | | | |
| THE MARKET. PLEASE CONTACT YOUR ADP CLIENT SERVICE | | | | |
| REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION | | | | |
| FOR YOUR ACCOUNTS. | | | | |
* | COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS | | Non-Voting | | *Management Position Unknown |
| MEETING. PLEASE FOLLOW THE LINK FOR MORE INFORMATION: | | | | |
| HTTP://WWW.DEUTSCHE-BANK.DE/EN/DOWNLOADS/IR/COUNTERPROPOSALS_MAY15.PDF | | | | |
| | | | | |
| | | | | |
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| | | | | |
WAL-MART STORES, INC. | | | WMT | | Annual Meeting Date: 06/02/2006 |
Issuer: 931142 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | | | | |
| | AIDA M. ALVAREZ | Management | For | For |
| | JAMES W. BREYER | Management | For | For |
| | M. MICHELE BURNS | Management | For | For |
| | JAMES I. CASH, JR. | Management | For | For |
| | DOUGLAS N. DAFT | Management | For | For |
| | DAVID D. GLASS | Management | For | For |
| | ROLAND A. HERNANDEZ | Management | For | For |
| | H. LEE SCOTT, JR. | Management | For | For |
| | JACK C. SHEWMAKER | Management | For | For |
| | JIM C. WALTON | Management | For | For |
| | S. ROBSON WALTON | Management | For | For |
| | CHRISTOPHER J. WILLIAMS | Management | For | For |
| | LINDA S. WOLF | Management | For | For |
02 | RATIFICATION OF INDEPENDENT ACCOUNTANTS. | | Management | For | For |
03 | A SHAREHOLDER PROPOSAL REGARDING HUMANE POULTRY | | Shareholder | Against | For |
| SLAUGHTER | | | | |
04 | A SHAREHOLDER PROPOSAL REGARDING A POLITICAL | | Shareholder | For | Against |
| CONTRIBUTIONS REPORT | | | | |
05 | A SHAREHOLDER PROPOSAL REGARDING A DIRECTOR ELECTION | | Shareholder | For | Against |
| MAJORITY VOTE STANDARD | | | | |
06 | A SHAREHOLDER PROPOSAL REGARDING A SUSTAINABILITY | | Shareholder | For | Against |
| REPORT | | | | |
07 | A SHAREHOLDER PROPOSAL REGARDING COMPENSATION | | Shareholder | Against | For |
| DISPARITY | | | | |
08 | A SHAREHOLDER PROPOSAL REGARDING AN EQUITY | | Shareholder | For | Against |
| COMPENSATION GLASS CEILING REPORT | | | | |
| | | | | |
| | | | | |
| | | | | |
BORLAND SOFTWARE CORPORATION | | | BORL | | Annual Meeting Date: 06/05/2006 |
Issuer: 099849 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | TOD NIELSEN | Management | For | For |
| | JOHN F. OLSEN | Management | For | For |
| | WILLIAM K. HOOPER | Management | For | For |
| | CHARLES J. ROBEL | Management | For | For |
| | MARK GARRETT | Management | For | For |
02 | RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| LLP AS BORLAND'S INDEPENDENT REGISTERED PUBLIC | | | | |
| ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER | | | | |
| 31, 2006. | | | | |
| | | | | |
| | | | | |
| | | | | |
CONTINENTAL AIRLINES, INC. | | | CAL | | Annual Meeting Date: 06/06/2006 |
Issuer: 210795 | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | THOMAS J. BARRACK, JR. | Management | For | For |
| | KIRBYJON H. CALDWELL | Management | For | For |
| | LAWRENCE W. KELLNER | Management | For | For |
| | DOUGLAS H. MCCORKINDALE | Management | For | For |
| | HENRY L. MEYER III | Management | For | For |
| | OSCAR MUNOZ | Management | For | For |
| | GEORGE G.C. PARKER | Management | For | For |
| | JEFFERY A. SMISEK | Management | For | For |
| | KAREN HASTIE WILLIAMS | Management | For | For |
| | RONALD B. WOODARD | Management | For | For |
| | CHARLES A. YAMARONE | Management | For | For |
02 | PROPOSAL TO AMEND THE AMENDED AND RESTATED CERTIFICATE | | Management | For | For |
| OF INCORPORATION TO INCREASE THE AUTHORIZED CLASS | | | | |
| B COMMON STOCK | | | | |
03 | PROPOSAL TO AMEND THE INCENTIVE PLAN 2000 TO | | Management | Against | Against |
| INCREASE THE NUMBER OF SHARES OF COMMON STOCK | | | | |
| ISSUABLE UNDER THE PLAN | | | | |
04 | RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS | | Management | For | For |
05 | PROPOSAL OF STOCKHOLDER REGARDING POLITICAL ACTIVITIES | | Shareholder | Against | For |
06 | PLEASE MARK FOR IF STOCK OWNED BENEFICIALLY | | Management | Against | *Management Position Unknown |
| BY YOU IS OWNED OR CONTROLLED BY PERSONS WHO | | | | |
| ARE NOT U.S. CITIZENS (AS DEFINED IN THE PROXY | | | | |
| STATEMENT) | | | | |
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NEW YORK COMMUNITY BANCORP, INC. | | | NYB | | Annual Meeting Date: 06/07/2006 |
Issuer: 649445 | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | MAUREEN E. CLANCY | Management | For | For |
| | ROBERT S. FARRELL | Management | For | For |
| | JOSEPH R. FICALORA | Management | For | For |
| | MICHAEL F. MANZULLI | Management | For | For |
| | JAMES J. O'DONOVAN | Management | For | For |
02 | THE RATIFICATION OF THE APPOINTMENT OF KPMG LLP | | Management | For | For |
| AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| FIRM OF NEW YORK COMMUNITY BANCORP, INC. FOR | | | | |
| THE FISCAL YEAR ENDING DECEMBER 31, 2006. | | | | |
03 | APPROVAL OF THE NEW YORK COMMUNITY BANCORP, INC. | | Management | For | For |
| MANAGEMENT INCENTIVE COMPENSATION PLAN. | | | | |
04 | APPROVAL OF THE NEW YORK COMMUNITY BANCORP, INC. | | Management | For | For |
| 2006 STOCK INCENTIVE PLAN. | | | | |
05 | SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED AT | | Shareholder | For | Against |
| THE ANNUAL MEETING, REGARDING ELECTION OF ALL | | | | |
| DIRECTORS ON AN ANNUAL BASIS. | | | | |
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AMICAS, INC. | | | AMCS | | Annual Meeting Date: 06/08/2006 |
Issuer: 001712 | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | PHILLIP M. BERMAN, M.D. | Management | For | For |
| | STEPHEN J. DENELSKY | Management | For | For |
| | S.N. KAHANE, M.D., M.S. | Management | For | For |
| | DAVID B. SHEPHERD | Management | For | For |
| | JOHN J. SVIOKLA | Management | For | For |
| | LISA W. ZAPPALA | Management | For | For |
02 | TO RATIFY THE APPOINTMENT OF BDO SEIDMAN, LLP | | Management | For | For |
| AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | | | |
| FOR AMICAS, INC. FOR THE YEAR ENDING DECEMBER | | | | |
| 31, 2006. | | | | |
03 | TO APPROVE THE 2006 STOCK INCENTIVE PLAN. | | Management | For | For |
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FRIEDMAN, BILLINGS, RAMSEY GROUP, IN | | | FBR | | Annual Meeting Date: 06/08/2006 |
Issuer: 358434 | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | | |
| | ERIC F. BILLINGS | Management | For | For |
| | DANIEL J. ALTOBELLO | Management | For | For |
| | PETER A. GALLAGHER | Management | For | For |
| | STEPHEN D. HARLAN | Management | For | For |
| | RUSSELL C. LINDNER | Management | For | For |
| | RALPH S. MICHAEL, III | Management | For | For |
| | W. RUSSELL RAMSEY | Management | For | For |
| | WALLACE L. TIMMENY | Management | Withheld | Against |
| | JOHN T. WALL | Management | For | For |
02 | TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS, | | Management | For | For |
| LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC | | | | |
| ACCOUNTING FIRM FOR 2006. | | | | |
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PATHMARK STORES, INC. | | | PTMK | | Annual Meeting Date: 06/08/2006 |
Issuer: 70322A | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | MICHAEL R. DUCKWORTH | Management | For | For |
| | DANIEL H. FITZGERALD | Management | For | For |
| | BRUCE HARTMAN | Management | For | For |
| | DAVID R. JESSICK | Management | For | For |
| | LARRY R. KATZEN | Management | For | For |
| | GREGORY MAYS | Management | For | For |
| | SARAH E. NASH | Management | For | For |
| | JOHN T. STANDLEY | Management | For | For |
| | IRA TOCHNER | Management | For | For |
| | JOHN J. ZILLMER | Management | For | For |
02 | APPROVAL OF THE PATHMARK STORES, INC. EXECUTIVE | | Management | For | For |
| INCENTIVE PLAN. | | | | |
03 | APPROVAL OF DELOITTE & TOUCHE LLP AS INDEPENDENT | | Management | For | For |
| REGISTERED PUBLIC ACCOUNTANTS FOR 2006. | | | | |
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ACME COMMUNICATIONS, INC. | | | ACME | | Annual Meeting Date: 06/09/2006 |
Issuer: 004631 | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | JAMIE KELLNER | Management | For | For |
| | DOUGLAS GEALY | Management | For | For |
| | THOMAS ALLEN | Management | For | For |
| | JOHN CONLIN | Management | For | For |
| | JAMES COLLIS | Management | For | For |
| | MICHAEL CORRIGAN | Management | For | For |
| | THOMAS EMBRESCIA | Management | For | For |
| | BRIAN MCNEILL | Management | For | For |
02 | TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE | | Management | For | For |
| INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL | | | | |
| YEAR ENDING DECEMBER 31, 2006. | | | | |
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THE BISYS GROUP, INC. | | | BSG | | Annual Meeting Date: 06/13/2006 |
Issuer: 055472 | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | | |
| | ROBERT J. CASALE | Management | For | For |
| | DENIS A. BOVIN | Management | Withheld | Against |
| | THOMAS A. COOPER | Management | For | For |
| | DONI L. FORDYCE | Management | For | For |
| | RUSSELL P. FRADIN | Management | For | For |
| | RICHARD J. HAVILAND | Management | For | For |
| | JOSEPH J. MELONE | Management | For | For |
02 | THE PROPOSAL TO APPROVE THE COMPANY'S 2006 | | Management | For | For |
| EMPLOYEE STOCK PURCHASE PLAN. | | | | |
03 | THE PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS | | Management | For | For |
| LLP AS AUDITORS OF THE COMPANY FOR THE FISCAL | | | | |
| YEAR ENDING JUNE 30, 2006. | | | | |
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AFFYMETRIX, INC. | | | AFFX | | Annual Meeting Date: 06/15/2006 |
Issuer: 00826T | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | | |
| | | | | |
| | STEPHEN P.A. FODOR, PHD | Management | For | For |
| | PAUL BERG, PHD | Management | For | For |
| | S.D. DESMOND-HELLMANN | Management | Withheld | Against |
| | JOHN D. DIEKMAN, PHD | Management | Withheld | Against |
| | VERNON R. LOUCKS, JR. | Management | For | For |
| | DAVID B. SINGER | Management | Withheld | Against |
| | ROBERT H. TRICE, PH.D. | Management | For | For |
| | JOHN A. YOUNG | Management | For | For |
02 | TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP | | Management | For | For |
| AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | | |
| FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING | | | | |
| DECEMBER 31, 2006. | | | | |
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AUDIBLE, INC. | | | ADBL | | Annual Meeting Date: 06/16/2006 |
Issuer: 05069A | | ISIN: | | | |
SEDOL: | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | GARY L. GINSBERG | Management | For | For |
| | JOHANNES MOHN | Management | For | For |
02 | RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT | | Management | For | For |
| REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL | | | | |
| YEAR ENDING DECEMBER 31, 2006. | | | | |
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KEYENCE CORP | | | | | AGM Meeting Date: 06/16/2006 |
Issuer: J32491102 | | ISIN: JP3236200006 | | | |
SEDOL: 3564909, 95 | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | Against | *Management Position Unknown |
2 | AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED | | Management | For | *Management Position Unknown |
| TO THE NEW COMMERCIAL CODE | | | | |
3.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.3 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.4 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4 | APPOINT A SUPPLEMENTARY AUDITOR | | Other | For | *Management Position Unknown |
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SEGA SAMMY HOLDINGS INC, TOKYO | | | | | AGM Meeting Date: 06/20/2006 |
Issuer: J7028D104 | | ISIN: JP3419050004 | | | |
SEDOL: B02RK08, B032Z41, B034451 | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | For | *Management Position Unknown |
2 | AMEND ARTICLES TO: ADOPT REDUCTION OF LIABILITY | | Management | Against | *Management Position Unknown |
| SYSTEM FOR OUTSIDE AUDITORS, ALLOW COMPANY TO | | | | |
| APPOINT INDEPENDENT AUDITORS , ALLOW DISCLOSURE | | | | |
| OF SHAREHOLDER MEETING MATERIALS ON THE INTERNET, | | | | |
| APPROVE MINOR REVISIONS RELATED TO THE NEW | | | | |
| COMMERCIAL CODE, EXPAND BUSINESS LINES | | | | |
3.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.3 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.4 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.5 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.6 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.7 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.1 | APPOINT A SUPPLEMENTARY AUDITOR | | Management | For | *Management Position Unknown |
5 | AUTHORIZE USE OF STOCK OPTIONS FOR DIRECTORS | | Other | For | *Management Position Unknown |
6 | AUTHORIZE USE OF STOCK OPTIONS FOR DIRECTORS, | | Other | For | *Management Position Unknown |
| EXECUTIVES AND EMPLOYEES OF SUBSIDIARIES | | | | |
7 | AMEND THE COMPENSATION TO BE RECEIVED BY DIRECTORS | | Management | For | *Management Position Unknown |
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SHIRE PLC | | | | | AGM Meeting Date: 06/21/2006 |
Issuer: G8125A103 | | ISIN: GB00B0KQX869 | | | |
SEDOL: B0KQX86, B0RPQ43, B0S5CT9 | | | | | |
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Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | RECEIVE AND CONSIDER THE ACCOUNTS OF THE COMPANY | | Management | For | *Management Position Unknown |
| FOR THE FYE 31 DEC 2005 TOGETHER WITH THE DIRECTORS | | | | |
| REMUNERATION REPORT AND THE AUDITORS REPORT | | | | |
| ON THOSE ACCOUNTS AND ON THE AUDITABLE PART OF | | | | |
| THE DIRECTORS REMUNERATION REPORT | | | | |
2. | RE-ELECT DR. JAMES HENRY CAVANAUGH AS A DIRECTOR | | Management | For | *Management Position Unknown |
| OF THE COMPANY, WHO RETIRES ACCORDING TO COMPANY'S | | | | |
| ARTICLES OF ASSOCIATION | | | | |
3. | RE-ELECT MR. ROBIN WILLIAM TURNBULL BUCHANAN | | Management | For | *Management Position Unknown |
| AS A DIRECTOR OF THE COMPANY, WHO RETIRES ACCORDING | | | | |
| TO COMPANY'S ARTICLES OF ASSOCIATION | | | | |
4. | RE-ELECT MR. MATTHEW WILLIAM EMMENS AS A DIRECTOR | | Management | For | *Management Position Unknown |
| OF THE COMPANY, WHO RETIRES ACCORDING TO COMPANY'S | | | | |
| ARTICLES OF ASSOCIATION | | | | |
5. | RE-ELECT HONORABLE JAMES ANDREWS GRANT AS A | | Management | For | *Management Position Unknown |
| DIRECTOR OF THE COMPANY, WHO RETIRES ACCORDING | | | | |
| TO COMPANY'S ARTICLES OF ASSOCIATION | | | | |
6. | RE-ELECT MR. DAVID JOHN KAPPLER AS A DIRECTOR | | Management | For | *Management Position Unknown |
| OF THE COMPANY, WHO RETIRES ACCORDING TO COMPANY'S | | | | |
| ARTICLES OF ASSOCIATION | | | | |
7. | RE-ELECT MR. PATRICK JEAN MARK LANGLOIS AS A | | Management | For | *Management Position Unknown |
| DIRECTOR OF THE COMPANY, WHO RETIRES ACCORDING | | | | |
| TO COMPANY'S ARTICLES OF ASSOCIATION | | | | |
8. | RE-ELECT MR. RONALD MAURICE NORDMANN AS A DIRECTOR | | Management | For | *Management Position Unknown |
| OF THE COMPANY, WHO RETIRES ACCORDING TO COMPANY'S | | | | |
| ARTICLES OF ASSOCIATION | | | | |
9. | RE-ELECT DR. BARRY JOHN PRICE AS A DIRECTOR OF | | Management | For | *Management Position Unknown |
| THE COMPANY, WHO RETIRES ACCORDING TO COMPANY'S | | | | |
| ARTICLES OF ASSOCIATION | | | | |
10. | RE-ELECT MR. ANGUS CHARLES RUSSELL AS A DIRECTOR | | Management | For | *Management Position Unknown |
| OF THE COMPANY, WHO RETIRES ACCORDING TO COMPANY'S | | | | |
| ARTICLES OF ASSOCIATION | | | | |
11. | RE-APPOINT DELOITTE & TOUCHE LLP AS THE AUDITORS | | Management | For | *Management Position Unknown |
| OF THE COMPANY UNTIL THE CONCLUSION OF THE NEXT | | | | |
| MEETING AT WHICH ACCOUNTS ARE LAID | | | | |
12. | AUTHORIZE THE AUDIT COMMITTEE OF THE BOARD TO | | Management | For | *Management Position Unknown |
| DETERMINE THE REMUNERATION OF THE AUDITORS | | | | |
13. | APPROVE THE REMUNERATION REPORT OF DIRECTORS | | Management | For | *Management Position Unknown |
| FOR FINANCIAL PERIOD ENDED 31 DEC 2005 | | | | |
14. | AUTHORIZE THE DIRECTORS, IN SUBSTITUTION FOR | | Management | For | *Management Position Unknown |
| ANY EXISTING AUTHORITY SAVE TO THE EXTENT THE | | | | |
| SAME MAY HAVE BEEN EXERCISED BY THE ISSUE OF | | | | |
| RELEVANT SECURITIES AND FOR THE PURPOSE OF SECTION | | | | |
| 80 OF THE COMPANIES ACT 1985 AS AMENDED THE | | | | |
| ACT PRIOR TO 21JUN 2006 OR BY REASON OF ANY | | | | |
| OFFER OR AGREEMENT MADE PRIOR TO 21 JUN 2006 | | | | |
| WHICH WOULD OR MIGHT REQUIRED RELEVANT SECURITIES | | | | |
| TO BE ALLOTTED ON OR AFTER 21 JUN 2006 , TO ALLOT | | | | |
| RELEVANT SECURITIES UP TO AN AGGREGATE NOMINAL | | | | |
| AMOUNT OF GBP 8,311,281; AUTHORITY EXPIRES THE | | | | |
| EARLIER OF 12 MONTHS FROM THE DATE OF PASSING | | | | |
| OF THIS RESOLUTION OR CONCLUSION OF THE AGM OF | | | | |
| THE COMPANY TO BE HELD IN 2007 ; AND THE DIRECTORS | | | | |
| MAY ALLOT RELEVANT SECURITIES AFTER THE EXPIRY | | | | |
| OF THIS AUTHORITY IN PURSUANCE OF SUCH AN OFFER | | | | |
| OR AGREEMENT MADE PRIOR TO SUCH EXPIRY | | | | |
S.15 | AUTHORIZE THE DIRECTORS, IN SUBSTITUTION FOR | | Management | For | *Management Position Unknown |
| ANY EXISTING AUTHORITY, SUBJECT TO THE PASSING | | | | |
| OF RESOLUTION 14 AND PURSUANT TO SECTION 95 OF | | | | |
| THE ACT 1985, TO ALLOT EQUITY SECURITIES SECTION | | | | |
| 94(2) FOR CASH PURSUANT TO THE AUTHORITY CONFERRED | | | | |
| BY RESOLUTION 14 AND/OR WHERE SUCH ALLOTMENT | | | | |
| CONSTITUTES AN ALLOTMENT OF EQUITY SECURITIES | | | | |
| BY VIRTUE OF SECTION 94(3A) OF THE ACT , DISAPPLYING | | | | |
| THE STATUTORY PRE-EMPTION RIGHTS SECTION 89(1) | | | | |
| , PROVIDED THAT THIS POWER IS LIMITED TO THE | | | | |
| ALLOTMENT OF EQUITY SECURITIES: A) IN CONNECTION | | | | |
| WITH A RIGHTS ISSUE, OPEN OFFER OR OTHER PRE-EMPTIVE | | | | |
| OFFER TO HOLDERS OF ORDINARY SHARES EXCLUDING | | | | |
| AND SHAREHOLDER HOLDING OF SHARES AS TREASURY | | | | |
| AND TO HOLDERS OF NON-VOTING EXCHANGEABLE SHARES | | | | |
| IN THE CAPITAL OF SHARES ACQUISITION INC. EXCHANGEABLE | | | | |
| SHARES IN PROPORTION AS NEARLY AS MAY BE ,AND | | | | |
| ON THE BASIS THAT EACH EXCHANGEABLE SHARES IS | | | | |
| EQUIVALENT TO 3 ORDINARY SHARES ; B) UP TO AN | | | | |
| AGGREGATE NOMINAL AMOUNT OF GBP 1,246,816; AUTHORITY | | | | |
| EXPIRES THE EARLIER OF THE CONCLUSION OF THE | | | | |
| NEXT AGM OF THE COMPANY TO BE HELD IN 2007 OR | | | | |
| 12 MONTHS ; AND THE DIRECTORS MAY ALLOT EQUITY | | | | |
| SECURITIES AFTER THE EXPIRY OF THIS AUTHORITY | | | | |
| IN PURSUANCE OF SUCH AN OFFER OR AGREEMENT MADE | | | | |
| PRIOR TO SUCH EXPIRY | | | | |
S.16 | AUTHORIZE THE COMPANY, IN ACCORDANCE WITH SECTION | | Management | For | *Management Position Unknown |
| 166 OF THE COMPANIES ACT 1985, TO MAKE MARKET | | | | |
| PURCHASES SECTION 163(3) OF THE ACT OF UP TO | | | | |
| 49,872,676 ORDINARY SHARES 10% OF THE ISSUED | | | | |
| SHARE CAPITAL AT 2 MAY 2006 OF 5P EACH IN THE | | | | |
| CAPITAL OF THE COMPANY, AT A MINIMUM PRICE OF | | | | |
| 5P AND NOT MORE THAN 5% ABOVE THE AVERAGE MARKET | | | | |
| VALUE FOR SUCH SHARES DERIVED FROM THE LONDON | | | | |
| STOCK EXCHANGE DAILY OFFICIAL LIST, FOR THE 5 | | | | |
| BUSINESS DAYS PRECEDING THE DATE OF PURCHASE; | | | | |
| AUTHORITY EXPIRES AT THE CONCLUSION OF THE NEXT | | | | |
| AGM OF THE COMPANY ; THE COMPANY, BEFORE THE | | | | |
| EXPIRY, MAY MAKE A CONTRACT TO PURCHASE ORDINARY | | | | |
| SHARES WHICH WILL OR MAY BE EXECUTED WHOLLY OR | | | | |
| PARTLY AFTER SUCH EXPIRY | | | | |
17. | AUTHORIZE THE COMPANY, FOR THE PURPOSES OF SECTION | | Management | For | *Management Position Unknown |
| 347C OF THE ACT OF THE COMPANY, TO MAKE DONATIONS | | | | |
| TO EU POLITICAL ORGANIZATIONS AND TO INCUR EU | | | | |
| POLITICAL EXPENDITURE UP TO A MAXIMUM AGGREGATE | | | | |
| AMOUNT OF GBP 25,000; AUTHORITY EXPIRES THE | | | | |
| EARLIER OF THE CONCLUSION OF THE AGM OF THE COMPANY | | | | |
| TO BE HELD IN 2007 OR 15 MONTHS | | | | |
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| | | | | |
PIER 1 IMPORTS, INC. | | | PIR | | Annual Meeting Date: 06/22/2006 |
Issuer: 720279 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | MARVIN J. GIROUARD | Management | For | For |
| | JAMES M. HOAK, JR. | Management | For | For |
| | TOM M. THOMAS | Management | For | For |
| | JOHN H. BURGOYNE | Management | For | For |
| | MICHAEL R. FERRARI | Management | For | For |
| | KAREN W. KATZ | Management | For | For |
| | TERRY E. LONDON | Management | For | For |
02 | PROPOSAL TO APPROVE PIER 1 S 2006 STOCK INCENTIVE | | Management | For | For |
| PLAN. | | | | |
| | | | | |
| | | | | |
| | | | | |
SONY CORPORATION | | | SNE | | Annual Meeting Date: 06/22/2006 |
Issuer: 835699 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | TO AMEND A PART OF THE ARTICLES OF INCORPORATION. | | Management | For | For |
02 | DIRECTOR | | Management | For | |
| | HOWARD STRINGER | Management | For | For |
| | RYOJI CHUBACHI | Management | For | For |
| | KATSUMI IHARA | Management | For | For |
| | AKISHIGE OKADA | Management | For | For |
| | HIROBUMI KAWANO | Management | For | For |
| | YOTARO KOBAYASHI | Management | For | For |
| | SAKIE T. FUKUSHIMA | Management | For | For |
| | YOSHIHIKO MIYAUCHI | Management | For | For |
| | YOSHIAKI YAMAUCHI | Management | For | For |
| | PETER BONFIELD | Management | For | For |
| | FUEO SUMITA | Management | For | For |
| | FUJIO CHO | Management | For | For |
| | NED LAUTENBACH | Management | For | For |
| | GORAN LINDAHL | Management | For | For |
03 | TO ISSUE STOCK ACQUISITION RIGHTS FOR THE PURPOSE | | Management | For | For |
| OF GRANTING STOCK OPTIONS. | | | | |
04 | TO AMEND THE ARTICLES OF INCORPORATION WITH RESPECT | | Shareholder | For | *Management Position Unknown |
| TO DISCLOSURE TO SHAREHOLDERS REGARDING REMUNERATION | | | | |
| PAID TO EACH DIRECTOR. | | | | |
| | | | | |
| | | | | |
| | | | | |
HELMERICH & PAYNE, INC. | | | HP | | Special Meeting Date: 06/23/2006 |
Issuer: 423452 | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | APPROVAL OF AN AMENDMENT TO THE RESTATED CERTIFICATE | | Management | For | For |
| OF INCORPORATION OF HELMERICH & PAYNE, INC. INCREASING | | | | |
| THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK. | | | | |
| | | | | |
| | | | | |
| | | | | |
DAIWA SECURITIES GROUP INC. | | | | | AGM Meeting Date: 06/24/2006 |
Issuer: J11718111 | | ISIN: JP3502200003 | | | |
SEDOL: 0250797, 4253145, 4263467, 4276830, 4743088, 6251448, B021NV2, B0K3NN2 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
* | PLEASE NOTE THIS ANNOUNCEMENT IS BEING PROVIDED | | Non-Voting | | *Management Position Unknown |
| TO INFORM YOU THAT THE TRUE AGENDA HAS BEEN RELEASED | | | | |
| AND IS AVAILABLE FOR YOUR REVIEW. (PLEASE REFER | | | | |
| TO THE ATTACHED PDF FILES.) | | | | |
1. | AMEND THE ARTICLES OF INCORPORATION: APPROVE | | Management | For | *Management Position Unknown |
| REVISIONS RELATED TO THE NEW COMMERCIAL CODE, | | | | |
| ALLOW USE OF ELECTRONIC SYSTEMS FOR PUBLIC NOTIFICATIONS | | | | |
2.1 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.2 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.3 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.4 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.5 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.6 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.7 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.8 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.9 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.10 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.11 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.12 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
2.13 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3. | APPROVE ISSUANCE OF SHARE ACQUISITION RIGHTS | | Management | For | *Management Position Unknown |
| AS STOCK OPTIONS | | | | |
| | | | | |
| | | | | |
| | | | | |
CHUGOKU BANK LTD | | | | | AGM Meeting Date: 06/28/2006 |
Issuer: J07014103 | | ISIN: JP3521000004 | | | |
SEDOL: 5861127, 6195803, B021MJ3 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | For | *Management Position Unknown |
2 | AMEND ARTICLES TO: ALLOW DISCLOSURE OF SHAREHOLDER | | Management | For | *Management Position Unknown |
| MEETING MATERIALS ON THE INTERNET, ALLOW USE OF | | | | |
| ELECTRONIC SYSTEMS FOR PUBLIC NOTIFICATIONS, | | | | |
| APPROVE MINOR REVISIONS RELATED TO THE NEW | | | | |
| COMMERCIAL CODE, APPOINT INDEPENDENT AUDITORS | | | | |
3.1 | APPOINT A CORPORATE AUDITOR | | Management | For | *Management Position Unknown |
| | | | | |
| | | | | |
| | | | | |
FANUC LTD | | | | | AGM Meeting Date: 06/28/2006 |
Issuer: J13440102 | | ISIN: JP3802400006 | | | |
SEDOL: 5477557, 6356934, B022218 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS: TERM-END DIVIDEND | | Management | For | *Management Position Unknown |
| - ORDINARY DIVIDEND JPY65, DIRECTORS BONUSES | | | | |
| JPY 415,500,000, CORPORATE AUDITORS BONUSES | | | | |
| JPY 57,000,000 | | | | |
2 | AMEND THE ARTICLES OF INCORPORATION: REDUCE BOARD | | Management | For | *Management Position Unknown |
| SIZE, REDUCE TERM OF OFFICE OF DIRECTORS, APPROVE | | | | |
| REVISIONS RELATED TO THE NEW COMMERCIAL CODE | | | | |
| (PLEASE REFER TO THE ATTACHED PDF FILES.) | | | | |
3.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.3 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4 | AMEND THE COMPENSATION TO BE RECEIVED BY DIRECTORS | | Management | For | *Management Position Unknown |
5 | AMEND THE COMPENSATION TO BE RECEIVED BY CORPORATE | | Management | For | *Management Position Unknown |
| AUDITORS | | | | |
6 | APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR | | Management | For | *Management Position Unknown |
| DIRECTORS | | | | |
| | | | | |
| | | | | |
| | | | | |
PLUG POWER INC. | | | PLUG | | Annual Meeting Date: 06/28/2006 |
Issuer: 72919P | | ISIN: | | | |
SEDOL: | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
01 | DIRECTOR | | Management | For | |
| | ROGER B. SAILLANT | Management | For | For |
| | GARY K. WILLIS | Management | For | For |
| | MAUREEN O. HELMER | Management | For | For |
02 | APPROVAL OF THE ISSUANCE OF SHARES OF THE COMPANY'S | | Management | Against | Against |
| CLASS B CAPITAL STOCK AND COMMON STOCK TO SMART | | | | |
| HYDROGEN INC. IN THE TRANSACTION DESCRIBED IN | | | | |
| THE ACCOMPANYING PROXY STATEMENT. | | | | |
| | | | | |
| | | | | |
| | | | | |
SCOMI GROUP BHD | | | | | AGM Meeting Date: 06/28/2006 |
Issuer: Y7677T106 | | ISIN: MYL7158OO008 | | | |
SEDOL: 6614096, B00PKJ3, B05PR31 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1. | RECEIVE AND ADOPT THE FINANCIAL STATEMENTS FOR | | Management | For | *Management Position Unknown |
| THE FYE 31 DEC 2005 AND THE REPORTS OF THE DIRECTORS | | | | |
| AND AUDITORS THEREON | | | | |
2. | DECLARE A FINAL DIVIDEND OF 6% LESS TAX FOR THE | | Management | For | *Management Position Unknown |
| FYE 31 DEC 2005 | | | | |
3. | RE-ELECT MR. DATO MOHAMED AZMAN BIN YAHYA AS | | Management | For | *Management Position Unknown |
| A DIRECTOR, WHO RETIRES UNDER THE ARTICLE 82 | | | | |
| OF THE ARTICLES OF ASSOCIATION OF THE COMPANY | | | | |
4. | RE-ELECT MR. FOONG CHOONG HONG AS A DIRECTOR, | | Management | For | *Management Position Unknown |
| WHO RETIRES UNDER THE ARTICLE 82 OF THE ARTICLES | | | | |
| OF ASSOCIATION OF THE COMPANY | | | | |
5. | RE-ELECT MR. SHAH HAKIM @ SHAHZANIM BIN ZAIN | | Management | For | *Management Position Unknown |
| AS A DIRECTOR, WHO RETIRES UNDER THE ARTICLE | | | | |
| 82 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY | | | | |
6. | RE-ELECT MR. SREESANTHAN A/L ELATHAMBY AS A DIRECTOR, | | Management | For | *Management Position Unknown |
| WHO RETIRES UNDER THE ARTICLE 89 OF THE ARTICLES | | | | |
| OF ASSOCIATION OF THE COMPANY | | | | |
7. | APPROVE THE PAYMENT OF DIRECTORS REMUNERATION | | Management | For | *Management Position Unknown |
| FOR THE FYE 31 DEC 2005 | | | | |
8. | RE-APPOINT MESSRS. PRICEWATERHOUSECOOPERS AS | | Management | For | *Management Position Unknown |
| THE AUDITORS OF THE COMPANY UNTIL THE CONCLUSION | | | | |
| OF THE NEXT AGM AND AUTHORIZE THE DIRECTORS TO | | | | |
| FIX THEIR REMUNERATION | | | | |
9. | TRANSACT OTHER BUSINESS | | Other | Against | *Management Position Unknown |
10. | AUTHORIZE THE DIRECTORS, SUBJECT TO THE COMPANIES | | Management | For | *Management Position Unknown |
| ACT, 1965, PURSUANT TO SECTION 132D OF THE COMPANIES | | | | |
| ACT, 1965, THE ARTICLES OF ASSOCIATION OF THE | | | | |
| COMPANY AND THE APPROVALS OF THE RELEVANT GOVERNMENTAL | | | | |
| AND/OR REGULATORY AUTHORITIES, TO ALLOT AND ISSUE | | | | |
| SHARES IN THE COMPANY, AT ANY TIME AND UPON SUCH | | | | |
| TERMS AND CONDITIONS AND FOR SUCH PURPOSES AS | | | | |
| THE DIRECTORS MAY IN THEIR ABSOLUTE DISCRETION | | | | |
| DEEM FIT, PROVIDED THAT THE AGGREGATE NUMBER | | | | |
| OF SHARES ISSUED PURSUANT TO THIS RESOLUTION | | | | |
| IN ANY FY DOES NOT EXCEED 10% OF THE ISSUED AND | | | | |
| PAID-UP SHARE CAPITAL OF THE COMPANY AT ANY TIME | | | | |
| AND AUTHORIZE THE DIRECTORS TO OBTAIN APPROVAL | | | | |
| FOR THE LISTING OF AND QUOTATION FOR THE ADDITIONAL | | | | |
| SHARES SO ISSUED ON BURSA MALAYSIA SECURITIES | | | | |
| BERHAD AUTHORITY EXPIRES AT THE CONCLUSION OF | | | | |
| NEXT AGM OF THE COMPANY | | | | |
11. | AUTHORIZE THE COMPANY, SUBJECT TO THE COMPANIES | | Management | For | *Management Position Unknown |
| ACT, 1965, THE ARTICLES OF ASSOCIATION OF THE | | | | |
| COMPANY, THE REQUIREMENTS OF BURSA MALAYSIA SECURITIES | | | | |
| BERHAD BURSA SECURITIES AND THE APPROVALS OF | | | | |
| SUCH RELEVANT GOVERNMENTAL AND/OR REGULATORY | | | | |
| AUTHORITIES WHERE NECESSARY, TO PURCHASE ITS | | | | |
| OWN ORDINARY SHARES OF RMB 0.10 EACH SCOMI SHARES | | | | |
| ON THE MARKET OF BURSA SECURITIES AT ANY TIME, | | | | |
| UPON SUCH TERMS AND CONDITIONS AS THE DIRECTORS | | | | |
| SHALL IN THEIR DISCRETION DEEM FIT AND EXPEDIENT | | | | |
| IN THE BEST INTERESTS OF THE COMPANY PROVIDED | | | | |
| THAT: A) THE AGGREGATE NUMBER OF SCOMI SHARES | | | | |
| WHICH MAY BE PURCHASED DOES NOT EXCEED 10% OF | | | | |
| THE ISSUED AND PAID-SHARE CAPITAL OF THE COMPANY; | | | | |
| B) THE MAXIMUM FUNDS TO BE ALLOCATED BY THE COMPANY | | | | |
| FOR THE PURCHASE OF SCOMI SHARES SHALL NOT EXCEED | | | | |
| THE TOTAL RETAINED PROFITS AND SHARE PREMIUM | | | | |
| ACCOUNT OF THE COMPANY BASED ON THE AUDITED FINANCIAL | | | | |
| STATEMENTS FOR THE YE 31 DEC 2005; AND C) THE | | | | |
| SCOMI SHARES PURCHASED ARE PROPOSED TO BE CANCELLED | | | | |
| AND/OR RETAINED AS TREASURY SHARES AND SUBSEQUENTLY | | | | |
| CANCELLED, DISTRIBUTED AS DIVIDENDS OR RESOLD | | | | |
| ON BURSA SECURITIES, AUTHORITY EXPIRIES AT EARLIER | | | | |
| THE CONCLUSION OF THE NEXT AGM OF THE COMPANY | | | | |
| OR A RESOLUTION PASSED BY THE MEMBERS OF THE | | | | |
| COMPANY IN GENERAL MEETING ; BUT NOT SO AS TO | | | | |
| PREJUDICE THE COMPLETION OF PURCHASE(S) BY THE | | | | |
| COMPANY BEFORE THE AFORESAID EXPIRY DATE AND | | | | |
| IN ANY EVENT IN ACCORDANCE WITH THE PROVISIONS | | | | |
| OF THE REQUIREMENTS OR GUIDELINES ISSUED BY BURSA | | | | |
| SECURITIES OR ANY OTHER RELEVANT AUTHORITIES | | | | |
| AND AUTHORIZE THE DIRECTORS OF THE COMPANY TO | | | | |
| DO ALL ACTS AND THINGS AS THEY MAY CONSIDER EXPEDIENT | | | | |
| OR NECESSARY TO GIVE FULL EFFECT TO AND TO IMPLEMENT | | | | |
| THE PROPOSED SHARE BUY-BACK | | | | |
12. | AUTHORIZE THE COMPANY AND/OR ITS SUBSIDIARIES | | Management | For | *Management Position Unknown |
| (SCOMI GROUP) TO ENTER INTO AND TO GIVE EFFECT | | | | |
| TO THE RECURRENT RELATED PARTY TRANSACTIONS OF | | | | |
| A REVENUE OR TRADING NATURE WITH THE SPECIFIED | | | | |
| CLASSES OF RELATED PARTIES AS SPECIFIED WHICH | | | | |
| ARE NECESSARY FOR THE COMPANY S DAY-TO-DAY OPERATIONS | | | | |
| SUBJECT TO THE FOLLOWING: I) THE TRANSACTIONS | | | | |
| ARE IN THE ORDINARY COURSE OF BUSINESS AND ARE | | | | |
| ON TERMS NOT MORE FAVORABLE TO THE RELATED PARTIES | | | | |
| THAN THOSE GENERALLY AVAILABLE TO THE PUBLIC | | | | |
| AND ARE NOT TO THE DETRIMENT OF THE MINORITY | | | | |
| SHAREHOLDERS; AND II) THE AGGREGATE VALUE OF | | | | |
| SUCH TRANSACTIONS CONDUCTED PURSUANT TO THE SHAREHOLDER | | | | |
| MANDATE DURING THE FY WILL BE DISCLOSED IN THE | | | | |
| ANNUAL REPORT FOR THE SAID FY; AUTHORITY EXPIRES | | | | |
| AT THE EARLIER OF THE CONCLUSION OF THE NEXT | | | | |
| AGM OF THE COMPANY AT WHICH TIME IT WILL LAPSE, | | | | |
| UNLESS BY A RESOLUTION PASSED AT THE MEETING | | | | |
| THE AUTHORITY IS RENEWED; OR THE EXPIRATION OF | | | | |
| THE PERIOD WITHIN WHICH THE NEXT AGM OF THE COMPANY | | | | |
| SUBSEQUENT TO THE DATE IT IS REQUIRED TO BE HELD | | | | |
| PURSUANT TO SECTION 143(L) OF THE MALAYSIAN COMPANIES | | | | |
| ACT, 1965 (ACT) (BUT SHALL NOT EXTEND TO SUCH | | | | |
| EXTENSION AS MAY BE ALLOWED PURSUANT TO SECTION | | | | |
| 143(2) OF THE ACT); OR REVOKED OR VARIED BY RESOLUTION | | | | |
| PASSED BY THE SHAREHOLDERS IN A GENERAL MEETING; | | | | |
| AUTHORIZE THE DIRECTORS OF THE COMPANY TO COMPLETE | | | | |
| AND DO ALL SUCH ACTS AND THINGS AS THEY MAY CONSIDER | | | | |
| EXPEDIENT OR NECESSARY IN THE BEST INTEREST OF | | | | |
| THE COMPANY (INCLUDING EXECUTING ALL SUCH DOCUMENTS | | | | |
| AS MAY BE REQUIRED) TO GIVE EFFECT TO THE TRANSACTIONS | | | | |
| CONTEMPLATED AND/OR AUTHORIZED BY THIS ORDINARY | | | | |
| RESOLUTION | | | | |
13. | AUTHORIZE THE COMPANY AND/OR ITS SUBSIDIARIES | | Management | For | *Management Position Unknown |
| (SCOMI GROUP) TO ENTER INTO AND TO GIVE EFFECT | | | | |
| TO THE RECURRENT RELATED PARTY TRANSACTIONS OF | | | | |
| A REVENUE OR TRADING NATURE WITH THE SPECIFIED | | | | |
| CLASSES OF RELATED PARTIES AS SPECIFIED WHICH | | | | |
| ARE NECESSARY FOR THE COMPANY S DAY-TO-DAY OPERATIONS | | | | |
| SUBJECT TO THE FOLLOWING: I) THE TRANSACTIONS | | | | |
| ARE IN THE ORDINARY COURSE OF BUSINESS AND ARE | | | | |
| ON TERMS NOT MORE FAVORABLE TO THE RELATED PARTIES | | | | |
| THAN THOSE GENERALLY AVAILABLE TO THE PUBLIC | | | | |
| AND ARE NOT TO THE DETRIMENT OF THE MINORITY | | | | |
| SHAREHOLDERS; AND II) THE AGGREGATE VALUE OF | | | | |
| SUCH TRANSACTIONS CONDUCTED PURSUANT TO THE SHAREHOLDERS | | | | |
| MANDATE DURING THE FY WILL BE DISCLOSED IN THE | | | | |
| ANNUAL REPORT FOR THE SAID FY; AUTHORITY EXPIRES | | | | |
| AT THE EARLIER OF THE CONCLUSION OF THE NEXT | | | | |
| AGM OF THE COMPANY AT WHICH TIME IT WILL LAPSE, | | | | |
| UNLESS BY A RESOLUTION PASSED AT THE MEETING | | | | |
| THE AUTHORITY IS RENEWED; OR THE EXPIRATION OF | | | | |
| THE PERIOD WITHIN WHICH THE NEXT AGM OF THE COMPANY | | | | |
| SUBSEQUENT TO THE DATE IT IS REQUIRED TO BE HELD | | | | |
| PURSUANT TO SECTION 143(1) OF THE MALAYSIAN COMPANIES | | | | |
| ACT, 1965 (ACT) (BUT SHALL NOT EXTEND TO SUCH | | | | |
| EXTENSION AS MAY BE ALLOWED PURSUANT TO SECTION | | | | |
| 143(2) OF THE ACT); OR REVOKED OR VARIED BY RESOLUTION | | | | |
| PASSED BY THE SHAREHOLDERS IN A GENERAL MEETING; | | | | |
| AND AUTHORIZE THE DIRECTORS OF THE COMPANY TO | | | | |
| COMPLETE AND DO ALL SUCH ACTS AND THINGS AS THEY | | | | |
| MAY CONSIDER EXPEDIENT OR NECESSARY IN THE BEST | | | | |
| INTEREST OF THE COMPANY (INCLUDING EXECUTING | | | | |
| ALL SUCH DOCUMENTS AS MAY BE REQUIRED) TO GIVE | | | | |
| EFFECT TO THE TRANSACTIONS CONTEMPLATED AND/OR | | | | |
| AUTHORIZED BY THIS ORDINARY RESOLUTION | | | | |
14. | AUTHORIZE THE COMPANY AND/OR ITS SUBSIDIARIES | | Management | For | *Management Position Unknown |
| (SOME GROUP) TO ENTER INTO AND TO GIVE EFFECT | | | | |
| TO THE RECURRENT RELATED PARTY TRANSACTIONS OF | | | | |
| A REVENUE OR TRADING NATURE WITH THE SPECIFIED | | | | |
| CLASSES OF RELATED PARTIES AS SPECIFIED WHICH | | | | |
| ARE NECESSARY FOR THE COMPANY S DAY-TO-DAY OPERATIONS | | | | |
| SUBJECT TO THE FOLLOWING: I) THE TRANSACTIONS | | | | |
| ARE IN THE ORDINARY COURSE OF BUSINESS AND ARE | | | | |
| ON TERMS NOT MORE FAVORABLE TO THE RELATED PARTIES | | | | |
| THAN THOSE GENERALLY AVAILABLE TO THE PUBLIC | | | | |
| AND ARE NOT TO THE DETRIMENT OF THE MINORITY | | | | |
| SHAREHOLDERS; AND II) THE AGGREGATE VALUE OF | | | | |
| SUCH TRANSACTIONS CONDUCTED PURSUANT TO THE SHAREHOLDERS | | | | |
| MANDATE DURING THE FY WILL BE DISCLOSED IN THE | | | | |
| ANNUAL REPORT FOR THE SAID FY; AUTHORITY EXPIRES | | | | |
| AT THE EARLIER OF THE CONCLUSION OF THE NEXT | | | | |
| AGM OF THE COMPANY AT WHICH TIME IT WILL LAPSE, | | | | |
| UNLESS BY A RESOLUTION PASSED AT THE MEETING | | | | |
| THE AUTHORITY IS RENEWED; OR THE EXPIRATION OF | | | | |
| THE PERIOD WITHIN WHICH THE NEXT AGM OF THE COMPANY | | | | |
| SUBSEQUENT TO THE DATE IT IS REQUIRED TO BE HELD | | | | |
| PURSUANT TO SECTION 143(1) OF THE MALAYSIAN COMPANIES | | | | |
| ACT, 1965 (THE ACT) (BUT SHALL NOT EXTEND TO | | | | |
| SUCH EXTENSION AS MAY BE ALLOWED PURSUANT TO | | | | |
| SECTION 143(2) OF THE ACT); OR REVOKED OR VARIED | | | | |
| BY RESOLUTION PASSED BY THE SHAREHOLDERS IN A | | | | |
| GENERAL MEETING; AND AUTHORIZE DIRECTORS OF THE | | | | |
| COMPANY TO COMPLETE AND DO ALL SUCH ACTS AND | | | | |
| THINGS AS THEY MAY CONSIDER EXPEDIENT OR NECESSARY | | | | |
| IN THE BEST INTEREST OF THE COMPANY (INCLUDING | | | | |
| EXECUTING ALL SUCH DOCUMENTS AS MAY BE REQUIRED) | | | | |
| TO GIVE EFFECT TO THE TRANSACTIONS CONTEMPLATED | | | | |
| AND/OR AUTHORIZED BY THIS ORDINARY RESOLUTION | | | | |
16. | AUTHORIZE THE COMPANY AND/OR ITS SUBSIDIARIES | | Management | For | *Management Position Unknown |
| (SCOMI GROUP) TO ENTER INTO AND TO GIVE EFFECT | | | | |
| TO THE RECURRENT RELATED PARTY TRANSACTIONS OF | | | | |
| A REVENUE OR TRADING NATURE WITH THE SPECIFIED | | | | |
| CLASSES OF RELATED PARTIES AS SPECIFIED WHICH | | | | |
| ARE NECESSARY FOR THE COMPANY S DAY-TO-DAY OPERATIONS | | | | |
| SUBJECT TO THE FOLLOWING: I) THE TRANSACTIONS | | | | |
| ARE IN THE ORDINARY COURSE OF BUSINESS AND ARE | | | | |
| ON TERMS NOT MORE FAVORABLE TO THE RELATED PARTIES | | | | |
| THAN THOSE GENERALLY AVAILABLE TO THE PUBLIC | | | | |
| AND ARE NOT TO THE DETRIMENT OF THE MINORITY | | | | |
| SHAREHOLDERS; AND II) THE AGGREGATE VALUE OF | | | | |
| SUCH TRANSACTIONS CONDUCTED PURSUANT TO THE SHAREHOLDERS | | | | |
| MANDATE DURING THE FY WILL BE DISPOSED IN THE | | | | |
| ANNUAL REPORT FOR THE SAID FY; AUTHORITY EXPIRES | | | | |
| AT THE CONCLUSION OF THE NEXT AGM OF THE COMPANY | | | | |
| AT WHICH TIME IT WILL LAPSE, UNLESS BY A RESOLUTION | | | | |
| PASSED AT THE MEETING THE AUTHORITY IS RENEWED; | | | | |
| OR THE EXPIRATION OF THE PERIOD WITHIN WHICH | | | | |
| THE NEXT AGM OF THE COMPANY SUBSEQUENT TO THE | | | | |
| DATE IT IS REQUIRED TO BE HELD PURSUANT TO SECTION | | | | |
| 143(1) OF THE MALAYSIAN COMPANIES ACT, 1965 (ACT) | | | | |
| (BUT SHALL NOT EXTEND TO SUCH EXTENSION AS MAY | | | | |
| BE ALLOWED PURSUANT TO SECTION 143(2) OF THE | | | | |
| ACT); OR REVOKED OR VARIED BY RESOLUTION PASSED | | | | |
| BY THE SHAREHOLDERS IN A GENERAL MEETING ; AND | | | | |
| AUTHORIZE DIRECTORS OF THE COMPANY TO COMPLETE | | | | |
| AND DO ALL SUCH ACTS AND THINGS AS THEY MAY CONSIDER | | | | |
| EXPEDIENT OR NECESSARY IN THE BEST INTEREST OF | | | | |
| THE COMPANY (INCLUDING EXECUTING ALL SUCH DOCUMENTS | | | | |
| AS MAY BE REQUIRED) TO GIVE EFFECT TO THE TRANSACTIONS | | | | |
| CONTEMPLATED AND/OR AUTHORIZED BY THIS ORDINARY | | | | |
| RESOLUTION | | | | |
15. | AUTHORIZE THE COMPANY AND/OR ITS SUBSIDIARIES | | Management | For | *Management Position Unknown |
| (SCOMI GROUP) TO ENTER INTO AND TO GIVE EFFECT | | | | |
| TO THE RECURRENT RELATED PARTY TRANSACTIONS OF | | | | |
| A REVENUE OR TRADING NATURE WITH THE SPECIFIED | | | | |
| CLASSES OF RELATED PARTIES AS SPECIFIED WHICH | | | | |
| ARE NECESSARY FOR THE COMPANY S DAY-TO-DAY OPERATIONS | | | | |
| SUBJECT TO THE FOLLOWING: I) THE TRANSACTIONS | | | | |
| ARE IN THE ORDINARY COURSE OF BUSINESS AND ARE | | | | |
| ON TERMS NOT MORE FAVORABLE TO THE RELATED PARTIES | | | | |
| THAN THOSE GENERALLY AVAILABLE TO THE PUBLIC | | | | |
| AND ARE NOT TO THE DETRIMENT OF THE MINORITY | | | | |
| SHAREHOLDERS; AND II) THE AGGREGATE VALUE OF | | | | |
| SUCH TRANSACTIONS CONDUCTED PURSUANT TO THE SHAREHOLDERS | | | | |
| MANDATE DURING THE FY WILL BE DISCLOSED IN THE | | | | |
| ANNUAL REPORT FOR THE SAID FY; AUTHORITY EXPIRES | | | | |
| AT THE EARLIER OF THE CONCLUSION OF THE NEXT | | | | |
| AGM OF THE COMPANY AT WHICH TIME IT WILL LAPSE, | | | | |
| UNLESS BY A RESOLUTION PASSED AT THE MEETING | | | | |
| THE AUTHORITY IS RENEWED; OR THE EXPIRATION OF | | | | |
| THE PERIOD WITHIN WHICH THE NEXT AGM OF THE COMPANY | | | | |
| SUBSEQUENT TO THE DATE IT IS REQUIRED TO BE HELD | | | | |
| PURSUANT TO SECTION 143(1) OF THE MALAYSIAN COMPANIES | | | | |
| ACT, 1965 (THE ACT) (BUT SHALL NOT EXTEND TO | | | | |
| SUCH EXTENSION AS MAY BE ALLOWED PURSUANT TO | | | | |
| SECTION 143(2) OF THE ACT); OR REVOKED OR VARIED | | | | |
| BY RESOLUTION PASSED BY THE SHAREHOLDERS IN A | | | | |
| GENERAL MEETING; AUTHORIZE THE DIRECTORS OF THE | | | | |
| COMPANY TO COMPLETE AND DO ALL SUCH ACTS AND | | | | |
| THINGS AS THEY MAY CONSIDER EXPEDIENT OR NECESSARY | | | | |
| IN THE BEST INTEREST OF THE COMPANY (INCLUDING | | | | |
| EXECUTING ALL SUCH DOCUMENTS AS MAY BE REQUIRED) | | | | |
| TO GIVE EFFECT TO THE TRANSACTIONS CONTEMPLATED | | | | |
| AND/OR AUTHORIZED BY THIS ORDINARY RESOLUTION | | | | |
17. | AUTHORIZE THE COMPANY AND/OR ITS SUBSIDIARIES | | Management | For | *Management Position Unknown |
| (SCOMI GROUP) TO ENTER INTO AND TO GIVE EFFECT | | | | |
| TO THE RECURRENT RELATED PARTY TRANSACTIONS OF | | | | |
| A REVENUE OR TRADING NATURE WITH THE SPECIFIED | | | | |
| CLASSES OF RELATED PARTIES AS SPECIFIED WHICH | | | | |
| ARE NECESSARY FOR THE COMPANY S DAY-TO-DAY OPERATIONS | | | | |
| SUBJECT TO THE FOLLOWING: I) THE TRANSACTIONS | | | | |
| ARE IN THE ORDINARY COURSE OF BUSINESS AND ARE | | | | |
| ON TERMS NOT MORE FAVORABLE TO THE RELATED PARTIES | | | | |
| THAN THOSE GENERALLY AVAILABLE TO THE PUBLIC | | | | |
| AND ARE NOT TO THE DETRIMENT OF THE MINORITY | | | | |
| SHAREHOLDERS; AND II) THE AGGREGATE VALUE OF | | | | |
| SUCH TRANSACTIONS CONDUCTED PURSUANT TO THE SHAREHOLDERS | | | | |
| MANDATE DURING THE FY WILL BE DISCLOSED IN THE | | | | |
| ANNUAL REPORT FOR THE SAID FY; AUTHORITY EXPIRES | | | | |
| AT THE EARLIER OF THE CONCLUSION OF THE NEXT | | | | |
| AGM OF THE COMPANY AT WHICH TIME IT WILL LAPSE, | | | | |
| UNLESS BY A RESOLUTION PASSED AT THE MEETING | | | | |
| THE AUTHORITY IS RENEWED; OR THE EXPIRATION OF | | | | |
| THE PERIOD WITHIN WHICH THE NEXT AGM OF THE COMPANY | | | | |
| SUBSEQUENT TO THE DATE IT IS REQUIRED TO BE HELD | | | | |
| PURSUANT TO SECTION 143(1) OF THE MALAYSIAN COMPANIES | | | | |
| ACT, 1965 (ACT) (BUT SHALL NOT EXTEND TO SUCH | | | | |
| EXTENSION AS MAY BE ALLOWED PURSUANT TO SECTION | | | | |
| 143(2) OF THE ACT); OR REVOKED OR VARIED BY RESOLUTION | | | | |
| PASSED BY THE SHAREHOLDERS IN A GENERAL MEETING; | | | | |
| AUTHORIZE THE DIRECTORS OF THE COMPANY TO COMPLETE | | | | |
| AND DO ALL SUCH ACTS AND THINGS AS THEY MAY CONSIDER | | | | |
| EXPEDIENT OR NECESSARY IN THE BEST INTEREST OF | | | | |
| THE COMPANY (INCLUDING EXECUTING ALL SUCH DOCUMENTS | | | | |
| AS MAY BE REQUIRED) TO GIVE EFFECT TO THE TRANSACTIONS | | | | |
| CONTEMPLATED AND/OR AUTHORIZED BY THIS ORDINARY | | | | |
| RESOLUTION | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
BANK TOKYO-MITSUBISHI LTD | | | | | AGM Meeting Date: 06/29/2006 |
Issuer: J44497105 | | ISIN: JP3902900004 | | | |
SEDOL: 3198902, 6335171, B02JD72, B0P9948 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | For | *Management Position Unknown |
2 | APPROVE REDUCTION OF STATED CAPITAL RESERVES | | Management | For | *Management Position Unknown |
3 | AMEND ARTICLES TO: ADOPT REDUCTION OF LIABILITY | | Management | For | *Management Position Unknown |
| SYSTEM FOR DIRECTORS AND AUDITORS, ALLOW COMPANY | | | | |
| TO REPURCHASE ITS OWN SHARES, ALLOW DISCLOSURE | | | | |
| OF SHAREHOLDER MEETING MATERIALS ON THE INTERNET, | | | | |
| APPOINT INDEPENDENT AUDITORS , APPROVE MINOR | | | | |
| REVISIONS RELATED TO THE NEW COMMERCIAL CODE, | | | | |
| REDUCE AUTHORIZED CAPITAL | | | | |
4.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.2 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.3 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.4 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.5 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.6 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.7 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.8 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.9 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.10 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.11 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.12 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.13 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.14 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.15 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
5 | APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR | | Management | Against | *Management Position Unknown |
| DIRECTORS | | | | |
| | | | | |
| | | | | |
| | | | | |
HACHIJUNI BK LTD | | | | | AGM Meeting Date: 06/29/2006 |
Issuer: J17976101 | | ISIN: JP3769000005 | | | |
SEDOL: 6400626, B05PC81 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | For | *Management Position Unknown |
2 | AMEND ARTICLES TO: ADOPT REDUCTION OF LIABILITY | | Management | For | *Management Position Unknown |
| SYSTEM FOR OUTSIDE AUDITORS, ALLOW DISCLOSURE | | | | |
| OF SHAREHOLDER MEETING MATERIALS ON THE INTERNET, | | | | |
| ALLOW USE OF ELECTRONIC SYSTEMS FOR PUBLIC NOTIFICATIONS, | | | | |
| APPROVE MINOR REVISIONS RELATED TO THE | | | | |
| NEW COMMERCIAL CODE, INCREASE AUTHORIZED CAPITAL, | | | | |
| APPOINT INDEPENDENT AUDITORS | | | | |
| | | | | |
| | | | | |
3.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.3 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.4 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4.1 | APPOINT A CORPORATE AUDITOR | | Management | For | *Management Position Unknown |
4.2 | APPOINT A CORPORATE AUDITOR | | Management | For | *Management Position Unknown |
5 | APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR | | Management | For | *Management Position Unknown |
| DIRECTORS AND CORPORATE AUDITORS | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
KAO CORPORATION | | | | | AGM Meeting Date: 06/29/2006 |
Issuer: J30642169 | | ISIN: JP3205800000 | | | |
SEDOL: 5685479, 6483809, B01DFC4 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
* | PLEASE NOTE THIS ANNOUNCEMENT IS BEING PROVIDED | | Non-Voting | | *Management Position Unknown |
| TO INFORM YOU THAT THE TRUE AGENDA HAS BEEN RELEASED | | | | |
| AND IS AVAILABLE FOR YOUR REVIEW. (PLEASE REFER | | | | |
| TO THE ATTACHED PDF FILES.) | | | | |
1. | APPROVE APPROPRIATION OF PROFITS: TERM-END DIVIDEND | | Management | For | *Management Position Unknown |
| - ORDINARY DIVIDEND JPY 25, DIRECTORS BONUSES | | | | |
| JPY 73,150,000 (EXCLUDING OUTSIDE DIRECTORS) | | | | |
2. | AMEND THE ARTICLES OF INCORPORATION: APPROVE | | Management | For | *Management Position Unknown |
| REVISIONS RELATED TO THE NEW COMMERCIAL CODE, | | | | |
| EXPAND BUSINESS LINES, ALLOW USE OF ELECTRONIC | | | | |
| SYSTEMS FOR PUBLIC NOTIFICATIONS | | | | |
3.1 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.3 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.4 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.5 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.6 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.7 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.8 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.9 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.10 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.11 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.12 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.13 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.14 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
3.15 | ELECT A DIRECTOR | | Management | For | *Management Position Unknown |
4. | APPOINT A CORPORATE AUDITOR | | Management | For | *Management Position Unknown |
5. | APPOINT A SUBSTITUTE CORPORATE AUDITOR | | Management | For | *Management Position Unknown |
6. | AMEND THE COMPENSATION TO BE RECEIVED BY DIRECTORS | | Management | For | *Management Position Unknown |
7. | APPROVE ISSUANCE OF SHARE ACQUISITION RIGHTS | | Management | For | *Management Position Unknown |
| AS STOCK OPTIONS TO THE COMPANY S EMPLOYEES, | | | | |
| AND THE MEMBERS OF THE BOARD OF DIRECTORS AND | | | | |
| EMPLOYEES OF THE COMPANY S AFFILIATED COMPANIES | | | | |
8. | APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR | | Management | For | *Management Position Unknown |
| DIRECTORS | | | | |
| | | | | |
| | | | | |
| | | | | |
KOMERI CO LTD | | | | | AGM Meeting Date: 06/29/2006 |
Issuer: J3590M101 | | ISIN: JP3305600003 | | | |
SEDOL: 6496250, B05PDW2 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | For | *Management Position Unknown |
2 | AMEND ARTICLES TO: ADOPT REDUCTION OF LIABILITY | | Management | For | *Management Position Unknown |
| SYSTEM FOR ALL DIRECTORS AND AUDITORS, ALLOW DISCLOSURE | | | | |
| OF SHAREHOLDER MEETING MATERIALS ON THE INTERNET, | | | | |
| ALLOW USE OF ELECTRONIC SYSTEMS FOR PUBLIC NOTIFICATIONS, | | | | |
| APPROVE MINOR REVISIONS RELATED TO THE | | | | |
| NEW COMMERCIAL CODE, REDUCE BOARD SIZE | | | | |
3.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4 | APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR | | Management | For | *Management Position Unknown |
| DIRECTORS | | | | |
5 | AMEND THE COMPENSATION TO BE RECEIVED BY CORPORATE | | Management | For | *Management Position Unknown |
| OFFICERS | | | | |
| | | | | |
| | | | | |
| | | | | |
SUMITOMO TRUST & BANKING CO LTD | | | | | AGM Meeting Date: 06/29/2006 |
Issuer: J77970101 | | ISIN: JP3405000005 | | | |
SEDOL: 0859246, 4860523, 5964220, 6859002, B00SKX6 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | For | *Management Position Unknown |
2 | AMEND ARTICLES TO: ADOPT REDUCTION OF LIABILITY | | Management | For | *Management Position Unknown |
| SYSTEM FOR OUTSIDE AUDITORS, ADOPT REDUCTION OF | | | | |
| LIABILITY SYSTEM FOR OUTSIDE DIRECTORS , ALLOW | | | | |
| COMPANY TO REPURCHASE ITS OWN SHARES, ALLOW | | | | |
| DISCLOSURE OF SHAREHOLDER MEETING MATERIALS | | | | |
| ON THE INTERNET, APPROVE MINOR REVISIONS RELATED | | | | |
| TO THE NEW COMMERCIAL CODE, REDUCE AUTHORIZED | | | | |
| CAPITAL | | | | |
3.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.3 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.4 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.5 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.6 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.7 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.8 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.9 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.10 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.11 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.12 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.13 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
| | | | | |
| | | | | |
| | | | | |
TAKEDA PHARMACEUTICAL CO LTD | | | | | AGM Meeting Date: 06/29/2006 |
Issuer: J8129E108 | | ISIN: JP3463000004 | | | |
SEDOL: 5296752, 6870445, B01DRX9, B03FZP1 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | For | *Management Position Unknown |
2 | AMEND ARTICLES TO: ALLOW DISCLOSURE OF SHAREHOLDER | | Management | For | *Management Position Unknown |
| MEETING MATERIALS ON THE INTERNET, ALLOW USE OF | | | | |
| ELECTRONIC SYSTEMS FOR PUBLIC NOTIFICATIONS, | | | | |
| APPROVE MINOR REVISIONS RELATED TO THE NEW | | | | |
| COMMERCIAL CODE | | | | |
3.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.3 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4 | APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR | | Management | For | *Management Position Unknown |
| DIRECTORS | | | | |
| | | | | |
| | | | | |
| | | | | |
TAKEFUJI CORP | | | | | AGM Meeting Date: 06/29/2006 |
Issuer: J81335101 | | ISIN: JP3463200000 | | | |
SEDOL: 0141501, 5694635, 6876067, B02LPF0 | | | | | |
| | | | | |
Vote Group: GLOBAL | | | | | |
| | | | | |
Proposal | | | Proposal | Vote | For or Against |
Number | Proposal | | Type | Cast | Mgmt. |
1 | APPROVE APPROPRIATION OF PROFITS | | Management | For | *Management Position Unknown |
2 | AMEND ARTICLES TO: ALLOW DISCLOSURE OF SHAREHOLDER | | Management | For | *Management Position Unknown |
| MEETING MATERIALS ON THE INTERNET, ALLOW USE OF | | | | |
| ELECTRONIC SYSTEMS FOR PUBLIC NOTIFICATIONS, | | | | |
| APPROVE MINOR REVISIONS RELATED TO THE NEW | | | | |
| COMMERCIAL CODE | | | | |
3.1 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.2 | APPOINT A DIRECTOR | | Management | Against | *Management Position Unknown |
3.3 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.4 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.5 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.6 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.7 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.8 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
3.9 | APPOINT A DIRECTOR | | Management | For | *Management Position Unknown |
4 | APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR | | Management | Against | *Management Position Unknown |
| DIRECTORS | | | | |
| | | | | |