UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER: 811-5628
NAME OF REGISTRANT: VANGUARD MALVERN FUNDS
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: HEIDI STAM
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000
DATE OF FISCAL YEAR END: SEPTEMBER 30
DATE OF REPORTING PERIOD: JULY 1, 2006 - JUNE 30, 2007
FUND: VANGUARD CAPITAL VALUE FUND
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ISSUER: ACE LIMITED
TICKER: ACE CUSIP: G0070K103
MEETING DATE: 5/17/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: BRIAN DUPERREAULT ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ROBERT M. HERNANDEZ ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: PETER MENIKOFF ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ROBERT RIPP ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: DERMOT F. SMURFIT ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF ACE LIMITED FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2007
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ISSUER: AETNA INC.
TICKER: AET CUSIP: 00817Y108
MEETING DATE: 4/27/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: FRANK M. CLARK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BETSY Z. COHEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MOLLY J. COYE, M.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BARBARA H. FRANKLIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEFFREY E. GARTEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EARL G. GRAVES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GERALD GREENWALD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ELLEN M. HANCOCK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD J. LUDWIG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOSEPH P. NEWHOUSE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RONALD A. WILLIAMS ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: APPROVAL OF AMENDMENT TO ARTICLES OF ISSUER YES FOR FOR
INCORPORATION
PROPOSAL #04: SHAREHOLDER PROPOSAL ON CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
PROPOSAL #05: SHAREHOLDER PROPOSAL ON NOMINATING A SHAREHOLDER YES AGAINST FOR
DIRECTOR FROM THE EXECUTIVE RETIREE RANKS
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ISSUER: AGCO CORPORATION
TICKER: AG CUSIP: 001084102
MEETING DATE: 4/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: W. WAYNE BOOKER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FRANCISCO R. GROS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GERALD B. JOHANNESON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CURTIS E. MOLL ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF RATIFICATION OF KPMG LLP AS ISSUER YES FOR FOR
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007.
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ISSUER: ALCOA INC.
TICKER: AA CUSIP: 013817101
MEETING DATE: 4/20/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ALAIN J.P. BELDA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CARLOS GHOSN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HENRY B. SCHACHT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FRANKLIN A. THOMAS ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE INDEPENDENT ISSUER YES FOR FOR
AUDITOR
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ISSUER: ALLIANT TECHSYSTEMS INC.
TICKER: ATK CUSIP: 018804104
MEETING DATE: 8/1/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: FRANCES D. COOK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GILBERT F. DECKER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RONALD R. FOGLEMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CYNTHIA L LESHER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DOUGLAS L. MAINE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROMAN MARTINEZ IV ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DANIEL J. MURPHY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL T. SMITH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM G. VAN DYKE ISSUER YES FOR FOR
PROPOSAL #02: APPOINTMENT OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: APPROVAL OF EXECUTIVE OFFICER INCENTIVE ISSUER YES FOR FOR
PLAN
PROPOSAL #04: STOCKHOLDER PROPOSAL - ETHICAL CRITERIA SHAREHOLDER YES ABSTAIN AGAINST
FOR MILITARY CONTRACTS
PROPOSAL #05: STOCKHOLDER PROPOSAL - REPORT ON SHAREHOLDER YES ABSTAIN AGAINST
DEPLETED URANIUM WEAPONS AND COMPONENTS
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ISSUER: AMERICAN AXLE & MANUFACTURING HLDGS,
TICKER: AXL CUSIP: 024061103
MEETING DATE: 4/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN A. CASESA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.A. "BETH" CHAPPELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR. HENRY T. YANG ISSUER YES FOR FOR
PROPOSAL #02: THE RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM (INDEPENDENT
AUDITORS) FOR YEAR ENDING DECEMBER 31, 2007.
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ISSUER: AMERICAN INTERNATIONAL GROUP, INC.
TICKER: AIG CUSIP: 026874107
MEETING DATE: 5/16/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: MARSHALL A. COHEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARTIN S. FELDSTEIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ELLEN V. FUTTER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEPHEN L. HAMMERMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD C. HOLBROOKE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FRED H. LANGHAMMER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE L. MILES, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MORRIS W. OFFIT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES F. ORR III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VIRGINIA M. ROMETTY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARTIN J. SULLIVAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL H. SUTTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDMUND S.W. TSE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT B. WILLUMSTAD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FRANK G. ZARB ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS AIG'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2007.
PROPOSAL #03: ADOPTION OF THE AMERICAN INTERNATIONAL ISSUER YES FOR FOR
GROUP, INC. 2007 STOCK INCENTIVE PLAN.
PROPOSAL #04: SHAREHOLDER PROPOSAL RELATING TO SHAREHOLDER YES AGAINST FOR
PERFORMANCE-BASED STOCK OPTIONS.
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ISSUER: AMERICAN STANDARD COMPANIES, INC.
TICKER: ASD CUSIP: 029712106
MEETING DATE: 5/3/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: STEVEN E. ANDERSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEVEN F. GOLDSTONE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RUTH ANN MARSHALL ISSUER YES FOR FOR
PROPOSAL #02: DIRECTORS PROPOSAL - AMENDMENT TO THE ISSUER YES FOR FOR
AMERICAN STANDARD COMPANIES INC. 2002 OMNIBUS
INCENTIVE PLAN.
PROPOSAL #03: DIRECTORS PROPOSAL - RATIFICATION OF ISSUER YES FOR FOR
THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2007.
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ISSUER: APOLLO INVESTMENT CORPORATION
TICKER: AINV CUSIP: 03761U106
MEETING DATE: 8/3/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN J. HANNAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GERALD TSAI, JR. ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS APOLLO INVESTMENT
CORPORATION'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING MARCH 31, 2007.
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ISSUER: ARROW ELECTRONICS, INC.
TICKER: ARW CUSIP: 042735100
MEETING DATE: 5/8/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DANIEL W. DUVAL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN N. HANSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD S. HILL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M.F. (FRAN) KEETH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROGER KING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KAREN GORDON MILLS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM E. MITCHELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEPHEN C. PATRICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BARRY W. PERRY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN C. WADDELL ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS ARROW'S INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2007.
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ISSUER: ASTELLAS PHARMA INC.
TICKER: N/A CUSIP: N/A
MEETING DATE: 6/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: APPROVE APPROPRIATION OF RETAINED ISSUER YES FOR N/A
EARNINGS
PROPOSAL #2.: AMEND THE ARTICLES OF INCORPORATION ISSUER YES FOR N/A
PROPOSAL #3.1: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #3.2: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #3.3: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #3.4: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #3.5: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #3.6: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #3.7: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #4.1: APPOINT A CORPORATE AUDITOR ISSUER YES FOR N/A
PROPOSAL #4.2: APPOINT A CORPORATE AUDITOR ISSUER YES FOR N/A
PROPOSAL #5.: APPOINT A SUBSTITUTE CORPORATE AUDITOR ISSUER YES FOR N/A
PROPOSAL #6.: APPROVE PAYMENT OF BONUSES TO CORPORATE ISSUER YES FOR N/A
OFFICERS
PROPOSAL #7.: APPROVE PROVISION OF REMUNERATION TO THE ISSUER YES FOR N/A
DIRECTORS OF THE BOARD AS A GROUP FOR STOCK OPTION
SCHEME AS STOCK-LINKED COMPENSATION PLAN
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ISSUER: AVIS BUDGET GROUP INC.
TICKER: CAR CUSIP: 053774105
MEETING DATE: 5/21/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RONALD L. NELSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARY C. CHOKSI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LEONARD S. COLEMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LYNN KROMINGA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARTIN L . EDELMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SHELI Z. ROSENBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: F. ROBERT SALERNO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STENDER E. SWEENEY ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS THE AUDITORS OF THE COMPANY'S FINANCIAL
STATEMENTS FOR FISCAL YEAR 2007.
PROPOSAL #03: TO APPROVE THE AVIS BUDGET GROUP, INC. ISSUER YES FOR FOR
2007 EQUITY AND INCENTIVE PLAN.
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ISSUER: AVNET, INC.
TICKER: AVT CUSIP: 053807103
MEETING DATE: 11/9/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ELEANOR BAUM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. VERONICA BIGGINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LAWRENCE W. CLARKSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EHUD HOUMINER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES A. LAWRENCE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FRANK R. NOONAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RAY M. ROBINSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GARY L. TOOKER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROY VALLEE ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE AVNET 2006 STOCK ISSUER YES FOR FOR
COMPENSATION PLAN.
PROPOSAL #03: RATIFICATION OF APPOINTMENT OF KPMG LLP ISSUER YES FOR FOR
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING JUNE 30, 2007.
PROPOSAL #04: SHAREHOLDER PROPOSAL TO SEPARATE THE SHAREHOLDER YES AGAINST FOR
ROLES OF CEO AND CHAIRMAN.
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ISSUER: AVON PRODUCTS, INC.
TICKER: AVP CUSIP: 054303102
MEETING DATE: 5/3/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: W. DON CORNWELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD T. FOGARTY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FRED HASSAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANDREA JUNG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARIA ELENA LAGOMASINO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANN S. MOORE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAUL S. PRESSLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GARY M. RODKIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAULA STERN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LAWRENCE A. WEINBACH ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: AMENDMENTS TO THE COMPANY'S RESTATED ISSUER YES FOR FOR
CERTIFICATE OF INCORPORATION AND BY-LAWS
PROPOSAL #04: RESOLUTION REGARDING BENCHMARKING OF SHAREHOLDER YES AGAINST FOR
INCENTIVE COMPENSATION GOALS AGAINST PEER GROUP
PERFORMANCE
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ISSUER: BANK OF AMERICA CORPORATION
TICKER: BAC CUSIP: 060505104
MEETING DATE: 4/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WILLIAM BARNET, III ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: FRANK P. BRAMBLE, ISSUER YES FOR FOR
SR.
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN T. COLLINS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: GARY L. COUNTRYMAN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: TOMMY R. FRANKS ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: CHARLES K. GIFFORD ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: W. STEVEN JONES ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: KENNETH D. LEWIS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: MONICA C. LOZANO ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: WALTER E. MASSEY ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: THOMAS J. MAY ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: PATRICIA E. ISSUER YES FOR FOR
MITCHELL
PROPOSAL #1M: ELECTION OF DIRECTOR: THOMAS M. RYAN ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: O. TEMPLE SLOAN, ISSUER YES FOR FOR
JR.
PROPOSAL #1O: ELECTION OF DIRECTOR: MEREDITH R. ISSUER YES FOR FOR
SPANGLER
PROPOSAL #1P: ELECTION OF DIRECTOR: ROBERT L. TILLMAN ISSUER YES FOR FOR
PROPOSAL #1Q: ELECTION OF DIRECTOR: JACKIE M. WARD ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2007
PROPOSAL #03: STOCKHOLDER PROPOSAL - STOCK OPTIONS SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: STOCKHOLDER PROPOSAL - NUMBER OF SHAREHOLDER YES AGAINST FOR
DIRECTORS
PROPOSAL #05: STOCKHOLDER PROPOSAL - INDEPENDENT BOARD SHAREHOLDER YES AGAINST FOR
CHAIRMAN
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ISSUER: BRASIL ECODIESEL IND COM BIOCOMBUSTIVEIS OLEOS VEGETAIS SA, BRAZIL
TICKER: N/A CUSIP: N/A
MEETING DATE: 4/9/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #A.1: RECEIVE THE ACCOUNTS OF BOARD OF ISSUER YES ABSTAIN N/A
DIRECTORS, TO EXAMINE, DISCUSS AND VOTE ON THE
FINANCIAL STATEMENTS, FOR THE FYE 31 DEC 2006
PROPOSAL #A.2: ELECT THE MEMBERS OF THE BOARD OF ISSUER YES ABSTAIN N/A
DIRECTORS AND APPROVE TO SET THEIR REMUNERATION
PROPOSAL #E.1: APPROVE THE FORM OF CONVOCATION OF THE ISSUER YES ABSTAIN N/A
MEETINGS OF THE BOARD OF DIRECTORS
PROPOSAL #E.2: APPROVE THE TITLES AND THE NUMBERS OF ISSUER YES ABSTAIN N/A
EXECUTIVE OFFICERS
PROPOSAL #E.3: APPROVE THE FORM OF REPRESENTATION OF ISSUER YES ABSTAIN N/A
THE COMPANY
PROPOSAL #E.4: APPROVE THE CORRECTION OF A ISSUER YES ABSTAIN N/A
TYPOGRAPHICAL MISTAKE IN THE ARTICLE 19 OF THE
CORPORATE BY-LAWS OF THE COMPANY, WHERE IT IS STATED
THAT THE TERM OF OFFICE OF THE EXECUTIVE COMMITTEE IS
2 YEARS, WHEN THE CORRECT NUMBER IS 1 YEAR, IN
ACCORDANCE WITH THE ARTICLE 14 WHICH STATES THAT THE
ADMINISTRATION HAS A TERM OF OFFICE OF 1 YEAR
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ISSUER: BRISTOL-MYERS SQUIBB COMPANY
TICKER: BMY CUSIP: 110122108
MEETING DATE: 5/1/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: L.B. CAMPBELL ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: J.M. CORNELIUS ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: L.J. FREEH ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: L.H. GLIMCHER, M.D. ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: M. GROBSTEIN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: L. JOHANSSON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: J.D. ROBINSON III ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: V.L. SATO, PH.D. ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: R.S. WILLIAMS, M.D. ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: 2007 STOCK AWARD AND INCENTIVE PLAN ISSUER YES FOR FOR
PROPOSAL #04: SENIOR EXECUTIVE PERFORMANCE INCENTIVE ISSUER YES FOR FOR
PLAN
PROPOSAL #05: EXECUTIVE COMPENSATION DISCLOSURE SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: RECOUPMENT SHAREHOLDER YES AGAINST FOR
PROPOSAL #07: CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
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ISSUER: BUNGE LIMITED
TICKER: BG CUSIP: G16962105
MEETING DATE: 5/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: TO ELECT AS CLASS I DIRECTOR: JORGE ISSUER YES FOR FOR
BORN, JR.
PROPOSAL #1B: TO ELECT AS CLASS I DIRECTOR: BERNARD DE ISSUER YES FOR FOR
LA TOUR D AUVERGNE LAURAGUAIS
PROPOSAL #1C: TO ELECT AS CLASS I DIRECTOR: WILLIAM ISSUER YES FOR FOR
ENGELS
PROPOSAL #1D: TO ELECT AS CLASS I DIRECTOR: L. PATRICK ISSUER YES FOR FOR
LUPO
PROPOSAL #1E: TO ELECT AS CLASS II DIRECTOR: OCTAVIO ISSUER YES FOR FOR
CARABALLO
PROPOSAL #02: TO APPOINT DELOITTE & TOUCHE LLP AS ISSUER YES FOR FOR
BUNGE LIMITED'S INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2007 AND TO AUTHORIZE THE
AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO DETERMINE
THE INDEPENDENT AUDITORS FEES.
PROPOSAL #03: TO APPROVE THE BUNGE LIMITED 2007 NON- ISSUER YES FOR FOR
EMPLOYEE DIRECTORS EQUITY INCENTIVE PLAN AS SET FORTH
IN THE PROXY STATEMENT.
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ISSUER: CABLEVISION SYSTEMS CORPORATION
TICKER: CVC CUSIP: 12686C109
MEETING DATE: 6/14/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: GROVER C. BROWN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ZACHARY W. CARTER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES D. FERRIS ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: RICHARD H. HOCHMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VICTOR ORISTANO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS V. REIFENHEISER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN R. RYAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VINCENT TESE ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF THE COMPANY FOR FISCAL YEAR 2007
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ISSUER: CAPITAL ONE FINANCIAL CORPORATION
TICKER: COF CUSIP: 14040H105
MEETING DATE: 8/22/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO APPROVE AND ADOPT THE AGREEMENT AND ISSUER YES FOR FOR
PLAN OF MERGER, DATED AS OF MARCH 12, 2006, BETWEEN
CAPITAL ONE FINANCIAL CORPORATION AND NORTH FORK
BANCORPORATION, INC., AS IT MAY BE AMENDED FROM TIME
TO TIME, PURSUANT TO WHICH NORTH FORK WILL MERGE WITH
AND INTO CAPITAL ONE.
PROPOSAL #02: TO APPROVE ADJOURNMENT OR POSTPONEMENT ISSUER YES FOR FOR
OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT
ADDITIONAL PROXIES.
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ISSUER: CAPITAL ONE FINANCIAL CORPORATION
TICKER: COF CUSIP: 14040H105
MEETING DATE: 4/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: W. RONALD DIETZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LEWIS HAY, III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MAYO SHATTUCK, III ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
INDEPENDENT AUDITORS OF THE CORPORATION FOR 2007.
PROPOSAL #03: APPROVAL AND ADOPTION OF CAPITAL ONE'S ISSUER YES FOR FOR
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO
PERMIT AMENDMENT OF THE BYLAWS TO ADOPT MAJORITY
VOTING FOR THE ELECTION OF DIRECTORS.
PROPOSAL #04: STOCKHOLDER PROPOSAL: STOCKHOLDER SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
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ISSUER: CELANESE CORPORATION
TICKER: CE CUSIP: 150870103
MEETING DATE: 4/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: CHINH E. CHU ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARK C. ROHR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID N. WEIDMAN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF KPMG LLP ISSUER YES FOR FOR
AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
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ISSUER: CENTURY ALUMINUM COMPANY
TICKER: CENX CUSIP: 156431108
MEETING DATE: 5/23/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN C. FONTAINE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN P. O'BRIEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PETER C. JONES ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHEMTURA CORPORATION
TICKER: CEM CUSIP: 163893100
MEETING DATE: 4/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: MARTIN M. HALE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.A. (LANCE) PICCOLO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRUCE F. WESSON ISSUER YES FOR FOR
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CINRAM INTERNATIONAL INCOME FUND, TORONTO
TICKER: N/A CUSIP: N/A
MEETING DATE: 5/17/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: ELECT THE TRUSTEES OF THE FUND, AS ISSUER YES FOR N/A
SPECIFIED
PROPOSAL #2.: APPOINT KPMG LLP, CHARTERED ACCOUNTANTS, ISSUER YES FOR N/A
AS THE AUDITORS OF THE FUND AND AUTHORIZE THE
TRUSTEES TO FIX THEIR REMUNERATION
PROPOSAL #3.: AMEND THE UNIT OPTION INCENTIVE PLAN, ISSUER YES FOR N/A
LONG-TERM INCENTIVE PLAN AND DEFERRED UNIT PLAN OF THE
FUND, AS SPECIFIED
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CIRCUIT CITY STORES, INC.
TICKER: CC CUSIP: 172737108
MEETING DATE: 6/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: BARBARA S. FEIGIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALLEN B. KING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CAROLYN Y. WOO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES F. HARDYMON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2008.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CISCO SYSTEMS, INC.
TICKER: CSCO CUSIP: 17275R102
MEETING DATE: 11/15/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: CAROL A. BARTZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M. MICHELE BURNS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LARRY R. CARTER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN T. CHAMBERS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RODERICK C. MCGEARY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEVEN M. WEST ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JERRY YANG ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS CISCO'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JULY 28, 2007.
PROPOSAL #03: PROPOSAL SUBMITTED BY A SHAREHOLDER SHAREHOLDER YES AGAINST FOR
URGING THE BOARD OF DIRECTORS TO ADOPT A POLICY THAT A
SIGNIFICANT PORTION OF FUTURE EQUITY COMPENSATION
GRANTS TO SENIOR EXECUTIVES SHALL BE SHARES OF STOCK
THAT REQUIRE THE ACHIEVEMENT OF PERFORMANCE GOALS AS A
PREREQUISITE TO VESTING, AS SET FORTH IN THE
ACCOMPANYING PROXY STATEMENT.
PROPOSAL #04: PROPOSAL SUBMITTED BY SHAREHOLDERS SHAREHOLDER YES AGAINST FOR
REQUESTING THE BOARD'S COMPENSATION COMMITTEE INITIATE
A REVIEW OF CISCO'S EXECUTIVE COMPENSATION POLICIES
AND TO MAKE AVAILABLE, UPON REQUEST, A REPORT OF THAT
REVIEW BY JANUARY 1, 2007, AS SET FORTH IN THE
ACCOMPANYING PROXY STATEMENT.
PROPOSAL #05: PROPOSAL SUBMITTED BY SHAREHOLDERS SHAREHOLDER YES ABSTAIN AGAINST
REQUESTING THE BOARD TO PUBLISH A REPORT TO
SHAREHOLDERS WITHIN SIX MONTHS PROVIDING A SUMMARIZED
LISTING AND ASSESSMENT OF CONCRETE STEPS CISCO COULD
REASONABLY TAKE TO REDUCE THE LIKELIHOOD THAT ITS
BUSINESS PRACTICES MIGHT ENABLE OR ENCOURAGE THE
VIOLATION OF HUMAN RIGHTS, AS SET FORTH IN THE
ACCOMPANYING PROXY STATEMENT.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CIT GROUP INC.
TICKER: CIT CUSIP: 125581108
MEETING DATE: 5/8/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JEFFREY M. PEEK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GARY C. BUTLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM M. FREEMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SUSAN LYNE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARIANNE MILLER PARRS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: TIMOTHY M. RING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN R. RYAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SEYMOUR STERNBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PETER J. TOBIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LOIS M. VAN DEUSEN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
LLP AS INDEPENDENT AUDITORS.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CITIGROUP INC.
TICKER: C CUSIP: 172967101
MEETING DATE: 4/17/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: C. MICHAEL ISSUER YES FOR FOR
ARMSTRONG.
PROPOSAL #1B: ELECTION OF DIRECTOR: ALAIN J.P. BELDA. ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: GEORGE DAVID. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: KENNETH T. DERR. ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JOHN M. DEUTCH. ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ROBERTO HERNANDEZ ISSUER YES FOR FOR
RAMIREZ.
PROPOSAL #1G: ELECTION OF DIRECTOR: KLAUS KLEINFELD. ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: ANDREW N. LIVERIS. ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: ANNE MULCAHY. ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: RICHARD D. PARSONS. ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: CHARLES PRINCE. ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JUDITH RODIN. ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: ROBERT E. RUBIN. ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: FRANKLIN A. THOMAS. ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF KPMG ISSUER YES FOR FOR
LLP AS CITIGROUP'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2007.
PROPOSAL #03: STOCKHOLDER PROPOSAL REQUESTING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON PRIOR GOVERNMENTAL SERVICE OF CERTAIN INDIVIDUALS.
PROPOSAL #04: STOCKHOLDER PROPOSAL REQUESTING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON POLITICAL CONTRIBUTIONS.
PROPOSAL #05: STOCKHOLDER PROPOSAL REQUESTING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON CHARITABLE CONTRIBUTIONS.
PROPOSAL #06: SHAREOWNER PROPOSAL REQUESTING AN SHAREHOLDER YES AGAINST FOR
ADVISORY RESOLUTION TO RATIFY EXECUTIVE COMPENSATION.
PROPOSAL #07: STOCKHOLDER PROPOSAL REQUESTING THAT CEO SHAREHOLDER YES AGAINST FOR
COMPENSATION BE LIMITED TO NO MORE THAN 100 TIMES THE
AVERAGE COMPENSATION PAID TO WORLDWIDE EMPLOYEES.
PROPOSAL #08: STOCKHOLDER PROPOSAL REQUESTING THAT THE SHAREHOLDER YES AGAINST FOR
CHAIRMAN OF THE BOARD HAVE NO MANAGEMENT DUTIES,
TITLES OR RESPONSIBILITIES.
PROPOSAL #09: STOCKHOLDER PROPOSAL REQUESTING THAT SHAREHOLDER YES AGAINST FOR
STOCK OPTIONS BE SUBJECT TO A FIVE-YEAR SALES
RESTRICTION.
PROPOSAL #10: STOCKHOLDER PROPOSAL REQUESTING SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING.
PROPOSAL #11: STOCKHOLDER PROPOSAL REQUESTING THAT SHAREHOLDER YES FOR AGAINST
STOCKHOLDERS HAVE THE RIGHT TO CALL SPECIAL
SHAREHOLDER MEETINGS.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CORNING INCORPORATED
TICKER: GLW CUSIP: 219350105
MEETING DATE: 4/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ROBERT F. CUMMINGS, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EUGENE C. SIT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM D. SMITHBURG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HANSEL E. TOOKES II ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WENDELL P. WEEKS ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS CORNING'S INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2007.
PROPOSAL #03: SHAREHOLDER PROPOSAL RELATING TO THE SHAREHOLDER YES FOR AGAINST
ELECTION OF EACH DIRECTOR ANNUALLY.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CYTEC INDUSTRIES INC.
TICKER: CYT CUSIP: 232820100
MEETING DATE: 4/19/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: CHRIS A. DAVIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LOUIS L. HOYNES, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM P. POWELL ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF KPMG LLP AS THE ISSUER YES FOR FOR
COMPANY'S AUDITORS FOR 2007
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DEERE & COMPANY
TICKER: DE CUSIP: 244199105
MEETING DATE: 2/28/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT W. LANE ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ANTONIO MADERO B. ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: AULANA L. PETERS ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL 2007
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DEVON ENERGY CORPORATION
TICKER: DVN CUSIP: 25179M103
MEETING DATE: 6/6/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: THOMAS F. FERGUSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID M. GAVRIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN RICHELS ISSUER YES FOR FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF THE COMPANY'S ISSUER YES FOR FOR
INDEPENDENT AUDITORS FOR 2007
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: E*TRADE FINANCIAL CORPORATION
TICKER: ETFC CUSIP: 269246104
MEETING DATE: 5/23/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RONALD D. FISHER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE A. HAYTER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. JARRETT LILIEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DONNA L. WEAVER ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE SELECTION OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR THE
COMPANY FOR FISCAL YEAR 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: E. I. DU PONT DE NEMOURS AND COMPANY
TICKER: DD CUSIP: 263534109
MEETING DATE: 4/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RICHARD H. BROWN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT A. BROWN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BERTRAND P. COLLOMB ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CURTIS J. CRAWFORD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN T. DILLON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ELEUTHERE I. DU PONT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, JR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LOIS D. JULIBER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MASAHISA NAITOH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SEAN O'KEEFE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM K. REILLY ISSUER YES FOR FOR
PROPOSAL #02: ON RATIFICATION OF INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: ON DUPONT EQUITY AND INCENTIVE PLAN ISSUER YES FOR FOR
PROPOSAL #04: ON GENETICALLY MODIFIED FOOD SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: ON PLANT CLOSURE SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #06: ON REPORT ON PFOA SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #07: ON COSTS SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #08: ON GLOBAL WARMING SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #09: ON CHEMICAL FACILITY SECURITY SHAREHOLDER YES ABSTAIN AGAINST
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EMBARQ CORPORATION
TICKER: EQ CUSIP: 29078E105
MEETING DATE: 4/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: PETER C. BROWN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEVEN A. DAVIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DANIEL R. HESSE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN P. MULLEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM A. OWENS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DINESH C. PALIWAL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEPHANIE M. SHERN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LAURIE A. SIEGEL ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE 2007 FISCAL YEAR.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ENCANA CORPORATION
TICKER: ECA CUSIP: 292505104
MEETING DATE: 4/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RALPH S. CUNNINGHAM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PATRICK D. DANIEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: IAN W. DELANEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RANDALL K. ERESMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL A. GRANDIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BARRY W. HARRISON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DALE A. LUCAS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KEN F. MCCREADY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VALERIE A.A. NIELSEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID P. O'BRIEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JANE L. PEVERETT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALLAN P. SAWIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DENNIS A. SHARP ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES M. STANFORD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WAYNE G. THOMSON ISSUER YES FOR FOR
PROPOSAL #02: APPOINTMENT OF AUDITORS - ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AT A REMUNERATION TO BE
FIXED BY THE BOARD OF DIRECTORS.
PROPOSAL #03: RECONFIRMATION OF THE SHAREHOLDER RIGHTS ISSUER YES FOR FOR
PLAN (AS DESCRIBED ON PAGES 12-14 OF THE INFORMATION
CIRCULAR).
PROPOSAL #04: AMENDMENT NO. 1 TO THE EMPLOYEE STOCK ISSUER YES FOR FOR
OPTION PLAN (AS DESCRIBED ON PAGES 14-16 OF THE
INFORMATION CIRCULAR).
PROPOSAL #05: AMENDMENT NO. 2 TO THE EMPLOYEE STOCK ISSUER YES FOR FOR
OPTION PLAN (AS DESCRIBED ON PAGES 14-16 OF THE
INFORMATION CIRCULAR).
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ENTERCOM COMMUNICATIONS CORP.
TICKER: ETM CUSIP: 293639100
MEETING DATE: 5/3/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DAVID J. BERKMAN* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DANIEL E. GOLD* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOSEPH M. FIELD** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID J. FIELD** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN C. DONLEVIE** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD H. WEST** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT S. WIESENTHAL** ISSUER YES FOR FOR
PROPOSAL #03: RATIFICATION OF THE SELECTION OF THE ISSUER YES FOR FOR
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FAIRCHILD SEMICONDUCTOR INTL., INC.
TICKER: FCS CUSIP: 303726103
MEETING DATE: 5/2/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RICHARD A. AURELIO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES P. CARINALLI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT F. FRIEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS L. MAGNANTI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KEVIN J. MCGARITY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRYAN R. ROUB ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RONALD W. SHELLY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM N. STOUT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARK S. THOMPSON ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO APPROVE THE FAIRCHILD ISSUER YES FOR FOR
SEMICONDUCTOR 2007 STOCK PLAN.
PROPOSAL #03: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FLEXTRONICS INTERNATIONAL LTD.
TICKER: FLEX CUSIP: Y2573F102
MEETING DATE: 10/4/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: RE-ELECTION OF MR. MICHAEL E. MARKS AS A ISSUER YES FOR FOR
DIRECTOR OF THE COMPANY.
PROPOSAL #1B: RE-ELECTION OF MR. RICHARD SHARP AS A ISSUER YES FOR FOR
DIRECTOR OF THE COMPANY.
PROPOSAL #2A: RE-ELECTION OF MR. H. RAYMOND BINGHAM AS ISSUER YES FOR FOR
A DIRECTOR OF THE COMPANY.
PROPOSAL #2B: RE-ELECTION OF MR. MICHAEL MCNAMARA AS A ISSUER YES FOR FOR
DIRECTOR OF THE COMPANY.
PROPOSAL #2C: RE-ELECTION OF MR. ROCKWELL A. SCHNABEL ISSUER YES FOR FOR
AS A DIRECTOR OF THE COMPANY.
PROPOSAL #2D: RE-ELECTION OF MR. AJAY B. SHAH AS A ISSUER YES FOR FOR
DIRECTOR OF THE COMPANY.
PROPOSAL #03: TO RE-APPOINT DELOITTE & TOUCHE LLP, AS ISSUER YES FOR FOR
INDEPENDENT AUDITORS AND TO AUTHORIZE THE BOARD OF
DIRECTORS TO FIX THEIR REMUNERATION.
PROPOSAL #04: TO APPROVE THE AUTHORIZATION FOR THE ISSUER YES FOR FOR
DIRECTORS OF THE COMPANY TO ALLOT AND ISSUE ORDINARY
SHARES.
PROPOSAL #05: TO APPROVE AUTHORIZATION TO PROVIDE ISSUER YES FOR FOR
DIRECTOR CASH COMPENSATION AND ADDITIONAL CASH
COMPENSATION FOR CHAIRMAN OF AUDIT COMMITTEE
PROPOSAL #06: TO APPROVE THE COMPANY'S AMENDED AND ISSUER YES FOR FOR
RESTATED ARTICLES OF ASSOCIATION.
PROPOSAL #07: APPROVE THE RENEWAL OF THE SHARE ISSUER YES FOR FOR
PURCHASE MANDATE RELATING TO ACQUISITIONS BY THE
COMPANY OF ITS OWN ISSUED ORDINARY SHARES.
PROPOSAL #08: AMENDMENT TO 2001 EQUITY INCENTIVE PLAN ISSUER YES FOR FOR
TO ELIMINATE TWO MILLION SHARE SUB-LIMIT ON ISSUED AND
OUTSTANDING SHARE BONUS AWARDS.
PROPOSAL #09: AMENDMENT TO 2001 EQUITY INCENTIVE PLAN ISSUER YES FOR FOR
PROVIDING THE AUTOMATIC OPTION GRANT TO NON-EMPLOYEE
DIRECTORS WILL NOT BE PRO-RATED.
PROPOSAL #10: APPROVE AN AMENDMENT TO THE COMPANY'S ISSUER YES FOR FOR
2001 EQUITY INCENTIVE PLAN TO INCREASE THE NUMBER OF
SHARES RESERVED FOR ISSUANCE.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FMC CORPORATION
TICKER: FMC CUSIP: 302491303
MEETING DATE: 4/24/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: WILLIAM F. REILLY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM G. WALTER ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FOOT LOCKER, INC.
TICKER: FL CUSIP: 344849104
MEETING DATE: 5/30/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JAMES E. PRESTON** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MATTHEW D. SERRA** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DONA D. YOUNG** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHRISTOPHER A SINCLAIR* ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS.
PROPOSAL #03: APPROVAL OF 2007 STOCK INCENTIVE PLAN. ISSUER YES FOR FOR
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GENESIS LEASE LTD
TICKER: GLS CUSIP: 37183T107
MEETING DATE: 5/21/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RE-ELECT JOHN MCMAHON AS A DIRECTOR ISSUER YES FOR N/A
OF THE COMPANY.
PROPOSAL #02: TO RE-ELECT NIALL GREENE AS A DIRECTOR ISSUER YES FOR N/A
OF THE COMPANY.
PROPOSAL #03: TO RE-ELECT KENNETH HOLDEN AS A DIRECTOR ISSUER YES FOR N/A
OF THE COMPANY.
PROPOSAL #04: TO RE-ELECT DAVID C. HURLEY AS A ISSUER YES FOR N/A
DIRECTOR OF THE COMPANY.
PROPOSAL #05: TO RE-ELECT ANDREW L. WALLACE AS A ISSUER YES FOR N/A
DIRECTOR OF THE COMPANY.
PROPOSAL #06: TO APPOINT KPMG OF DUBLIN, IRELAND AS ISSUER YES FOR N/A
AUDITORS AND TO AUTHORIZE THE BOARD OF DIRECTORS OF
THE COMPANY TO DETERMINE THEIR REMUNERATION.
PROPOSAL #07: TO TRANSACT OTHER SUCH BUSINESS AS MAY ISSUER YES AGAINST N/A
PROPERLY COME BEFORE THE ANNUAL GENERAL MEETING OR ANY
ADJOURNMENT THEREOF.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GOODRICH CORPORATION
TICKER: GR CUSIP: 382388106
MEETING DATE: 4/24/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DIANE C. CREEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE A. DAVIDSON, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HARRIS E. DELOACH, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES W. GRIFFITH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM R. HOLLAND ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN P. JUMPER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARSHALL O. LARSEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LLOYD W. NEWTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DOUGLAS E. OLESEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALFRED M. RANKIN, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. THOMAS YOUNG ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2007
PROPOSAL #03: SHAREHOLDER PROPOSAL - PAY-FOR-SUPERIOR SHAREHOLDER YES AGAINST FOR
PERFORMANCE
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JAPAN TOBACCO INC.
TICKER: N/A CUSIP: N/A
MEETING DATE: 6/22/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: APPROVE APPROPRIATION OF RETAINED ISSUER YES FOR N/A
EARNINGS
PROPOSAL #2.1: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #2.2: APPOINT A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #3.1: APPOINT A STATUTORY AUDITOR ISSUER YES FOR N/A
PROPOSAL #3.2: APPOINT A STATUTORY AUDITOR ISSUER YES AGAINST N/A
PROPOSAL #3.3: APPOINT A STATUTORY AUDITOR ISSUER YES FOR N/A
PROPOSAL #3.4: APPOINT A STATUTORY AUDITOR ISSUER YES FOR N/A
PROPOSAL #4.: APPROVE PAYMENT OF BONUSES TO CORPORATE ISSUER YES FOR N/A
OFFICERS
PROPOSAL #5.: AMEND THE COMPENSATION TO BE RECEIVED BY ISSUER YES FOR N/A
CORPORATE OFFICERS
PROPOSAL #6.: APPROVE DECISION ON AMOUNT AND TERMS OF ISSUER YES AGAINST N/A
STOCK OPTIONS GRANTED TO DIRECTORS
PROPOSAL #7.: GRANT RETIREMENT BENEFITS TO RETIRING ISSUER YES AGAINST N/A
DIRECTORS AND RETIRING STATUTORY AUDITORS AND PAYMENT
OF RETIREMENT BENEFITS RESULTING FROM THE ABOLITION OF
THE RETIREMENT BENEFIT PLAN FOR DIRECTORS AND
STATUTORY AUDITORS
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: KKR FINANCIAL CORP.
TICKER: KFN CUSIP: 482476306
MEETING DATE: 5/3/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO APPROVE THE MERGER UNDER THE ISSUER YES FOR FOR
AGREEMENT AND PLAN OF MERGER AMONG KKR FINANCIAL
CORP., KKR FINANCIAL MERGER CORP. AND KKR FINANCIAL
HOLDINGS LLC, PURSUANT TO WHICH THE CONVERSION
TRANSACTION WILL BE EFFECTED.
ELECTION OF DIRECTOR: WILLIAM F. ALDINGER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: TRACY L. COLLINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KENNETH M. DEREGT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SATURNINO S. FANLO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VINCENT PAUL FINIGAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAUL M. HAZEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. GLENN HUBBARD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROSS J. KARI ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: ELY L. LICHT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DEBORAH H. MCANENY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SCOTT C. NUTTALL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLY R. STROTHOTTE ISSUER YES FOR FOR
PROPOSAL #03: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS KKR FINANCIAL CORP.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: M.D.C. HOLDINGS, INC.
TICKER: MDC CUSIP: 552676108
MEETING DATE: 6/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: MICHAEL A. BERMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HERBERT T. BUCHWALD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LARRY A. MIZEL ISSUER YES WITHHOLD AGAINST
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MARINE HARVEST ASA
TICKER: N/A CUSIP: N/A
MEETING DATE: 6/13/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: OPEN OF THE MEETING AND REGISTRATION OF ISSUER YES FOR N/A
ATTENDING SHAREHOLDERS AND PROXIES
PROPOSAL #2.: ELECT THE CHAIRMAN OF MEETING AND THE ISSUER YES FOR N/A
DESIGNATE INSPECTOR OR SHAREHOLDER REPRESENTATIVE(S)
FOR THE MINUTES OF MEETING
PROPOSAL #3.: APPROVE THE NOTICE OF MEETING AND AGENDA ISSUER YES FOR N/A
PROPOSAL #4.: APPROVE THE FINANCIAL STATEMENTS AND ISSUER YES FOR N/A
STATUTORY REPORTS SHAREHOLDER PROPOSAL
PROPOSAL #5.: PLEASE NOTE THAT THIS IS A SHARHOLDERS ISSUER YES FOR N/A
PROPOSAL: APPROVE TO LIMIT THE BOARD'S ABILITY TO
CHANGE TERMS OF ONGOING OPTIONS PROGRAMS
PROPOSAL #6.: APPROVE THE REMUNERATION POLICY AND ISSUER YES AGAINST N/A
OTHER TERMS OF EMPLOYMENT FOR THE EXECUTIVE MANAGEMENT
PROPOSAL #7.: APPROVE THE STOCK OPTION PLAN AND THE ISSUER YES FOR N/A
CREATION OF POOL OF CONDITIONAL CAPITALTO GUARANTEE
CONVERSION RIGHTS
PROPOSAL #8.: APPROVE THE INSTRUCTIONS FOR THE ISSUER YES FOR N/A
NOMINATING COMMITTEE
PROPOSAL #9.: APPROVE THE REMUNERATION OF THE ISSUER YES FOR N/A
NOMINATING COMMITTEE IN THE AMOUNT OF NOK 20,000 FOR
THE CHAIRMAN AND NOK 10,000 FOR EACH OF THE OTHER
MEMBERS
PROPOSAL #10.: APPROVE THE REMUNERATION OF THE ISSUER YES FOR N/A
DIRECTORS IN THE AMOUNT OF NOK 750,000 FOR THE
CHAIRMAN AND NOK 275,000 FOR EACH OF THE OTHER
DIRECTORS
PROPOSAL #11.: APPROVE THE REMUNERATION OF THE AUDITORS ISSUER YES AGAINST N/A
PROPOSAL #12.: RE-ELECT THE MEMBERS OF THE NOMINATING ISSUER YES FOR N/A
COMMITTEE
PROPOSAL #13.1: ELECT MR. SVEIN AASER ?CHAIRMAN? AS A ISSUER YES FOR N/A
DIRECTOR
PROPOSAL #13.2: ELECT MR. LEIF ONARHEIM ?DEPUTY ISSUER YES FOR N/A
CHAIRMAN? AS A DIRECTOR
PROPOSAL #13.3: ELECT MR. STURE ELDBJOERG AS A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #13.4: ELECT MS. KATHRINE MO AS A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #13.5: RE-ELECT MR. SOLVEIG STRAND AS A ISSUER YES FOR N/A
DIRECTOR
PROPOSAL #13.6: RE-ELECT MR. TOR TROEIM AS A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #13.7: ELECT MS. CECILIE FREDRIKSEN AS THE ISSUER YES FOR N/A
DEPUTY DIRECTOR
PROPOSAL #14.: AMEND THE ARTICLES RE: AUTHORIZATION TO ISSUER YES FOR N/A
THE GENERAL MEETING TO ELECT THE VICE-CHAIRMAN
PROPOSAL #15.: AMEND THE ARTICLES RE: AUTHORIZATION TO ISSUER YES FOR N/A
THE GENERAL MEETING TO ELECT THE NOMINATING COMMITTEE
?NUMBER OF NOMINATING COMMITTEE MEMBERS, LENGTH OF
TERM, AND NOMINATING COMMITTEE PROPOSALS?
PROPOSAL #16.: APPROVE THE CREATION OF NOK 652.3 ISSUER YES FOR N/A
MILLION POOL OF CAPITAL WITHOUT PREEMPTIVE RIGHTS
PROPOSAL #17.: GRANT AUTHORITY FOR THE REPURCHASE OF ISSUER YES FOR N/A
UP TO 10% OF ISSUED SHARE CAPITAL
PROPOSAL #18.: APPROVE THE ISSUANCE OF 41.3 MILLION ISSUER YES FOR N/A
SHARES PURSUANT TO A SHARE OPTION SCHEME
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MICROSOFT CORPORATION
TICKER: MSFT CUSIP: 594918104
MEETING DATE: 11/14/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WILLIAM H. GATES ISSUER YES FOR FOR
III
PROPOSAL #1B: ELECTION OF DIRECTOR: STEVEN A. BALLMER ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JAMES I. CASH JR. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: DINA DUBLON ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: RAYMOND V. ISSUER YES FOR FOR
GILMARTIN
PROPOSAL #1F: ELECTION OF DIRECTOR: DAVID F. MARQUARDT ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: CHARLES H. NOSKI ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: HELMUT PANKE ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JON A. SHIRLEY ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITOR
PROPOSAL #03: SHAREHOLDER PROPOSAL - RESTRICTION ON SHAREHOLDER YES ABSTAIN AGAINST
SELLING PRODUCTS AND SERVICES TO FOREIGN GOVERNMENTS
PROPOSAL #04: SHAREHOLDER PROPOSAL - SEXUAL SHAREHOLDER YES AGAINST FOR
ORIENTATION IN EQUAL EMPLOYMENT OPPORTUNITY POLICY
PROPOSAL #05: SHAREHOLDER PROPOSAL - HIRING OF PROXY SHAREHOLDER YES ABSTAIN AGAINST
ADVISOR
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MUELLER WATER PRODUCTS INC.
TICKER: MWA CUSIP: 624758207
MEETING DATE: 3/22/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: D. BOYCE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H. CLARK, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: G. HYLAND ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. KOLB ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. LEONARD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M. O'BRIEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: B. RETHORE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: N. SPRINGER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M. TOKARZ ISSUER YES FOR FOR
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MVC CAPITAL, INC.
TICKER: MVC CUSIP: 553829102
MEETING DATE: 6/28/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: EMILIO DOMINIANNI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GERALD HELLERMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WARREN HOLTSBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT KNAPP ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM TAYLOR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL TOKARZ ISSUER YES FOR FOR
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NEWFIELD EXPLORATION COMPANY
TICKER: NFX CUSIP: 651290108
MEETING DATE: 5/3/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DAVID A. TRICE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID F. SCHAIBLE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HOWARD H. NEWMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS G. RICKS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.E. (CHUCK) SHULTZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DENNIS R. HENDRIX ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PHILIP J. BURGUIERES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN RANDOLPH KEMP III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. MICHAEL LACEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOSEPH H. NETHERLAND ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. TERRY STRANGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAMELA J. GARDNER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JUANITA F. ROMANS ISSUER YES WITHHOLD AGAINST
PROPOSAL #02: APPROVAL OF NEWFIELD EXPLORATION COMPANY ISSUER YES FOR FOR
2007 OMNIBUS STOCK PLAN
PROPOSAL #03: APPROVAL OF SECOND AMENDMENT TO NEWFIELD ISSUER YES FOR FOR
EXPLORATION COMPANY 2000 NON-EMPLOYEE DIRECTOR
RESTRICTED STOCK PLAN
PROPOSAL #04: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT ACCOUNTANTS
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NORTEL NETWORKS CORPORATION
TICKER: NT CUSIP: 656568508
MEETING DATE: 5/2/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JALYNN H. BENNETT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR. MANFRED BISCHOFF ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HON. JAMES B. HUNT, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR. KRISTINA M. JOHNSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN A. MACNAUGHTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HON. JOHN P. MANLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD D. MCCORMICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CLAUDE MONGEAU ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HARRY J. PEARCE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN D. WATSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI ISSUER YES FOR FOR
PROPOSAL #02: THE APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR
INDEPENDENT AUDITORS.
PROPOSAL #03: THE SHAREHOLDER PROPOSAL SET OUT IN SHAREHOLDER YES AGAINST FOR
SCHEDULE A TO THE PROXY CIRCULAR AND PROXY STATEMENT.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: OWENS-ILLINOIS, INC.
TICKER: OI CUSIP: 690768403
MEETING DATE: 5/9/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ALBERT P.L. STROUCKEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DENNIS K. WILLIAMS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS L. YOUNG ISSUER YES FOR FOR
PROPOSAL #02: RATIFY THE SELECTION OF ERNST & YOUNG ISSUER YES FOR FOR
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PAN FISH ASA
TICKER: N/A CUSIP: N/A
MEETING DATE: 1/30/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: APPROVE THE SUMMONS AND THE AGENDA ISSUER YES FOR N/A
PROPOSAL #2.: ELECT 1 PERSON TO CHAIR THE MEETING AND ISSUER YES FOR N/A
1 PERSON TO CO-SIGN THE MINUTES
PROPOSAL #3.: AMEND THE ARTICLES OF ASSOCIATION, ISSUER YES FOR N/A
ARTICLE 1, NAME CHANGE
PROPOSAL #4.: AMEND THE ARTICLES OF ASSOCIATION, ISSUER YES FOR N/A
ARTICLE 2; THE BOARD HAS DECIDED TO MOVE THE COMPANY'S
HEAD OFFICE TO OSLO
PROPOSAL #5.: AMEND THE ARTICLES OF ASSOCIATION, ISSUER YES FOR N/A
ARTICLE 5; THE COMPANY'S BOARD OF DIRECTORS SHALL BE
COMPOSED OF FROM 6 TO 12 MEMBERS
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PETRO-CDA
TICKER: N/A CUSIP: N/A
MEETING DATE: 4/24/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: ELECT MR. RON A. BRENNEMAN AS A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #1.2: ELECT MS. GAIL COOK-BENNETT AS A ISSUER YES FOR N/A
DIRECTOR
PROPOSAL #1.3: ELECT MR. RICHARD J. CURRIE AS A ISSUER YES FOR N/A
DIRECTOR
PROPOSAL #1.4: ELECT MR. CLAUDE FONTAINE AS A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #1.5: ELECT MR. PAUL HASELDONCKX AS A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #1.6: ELECT MR. THOMAS E. KIERANS AS A ISSUER YES FOR N/A
DIRECTOR
PROPOSAL #1.7: ELECT MR. BRIAN F. MACNEILL AS A ISSUER YES FOR N/A
DIRECTOR
PROPOSAL #1.8: ELECT MS. MAUREEN MCCAW AS A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #1.9: ELECT MR. PAUL D. MELNUK AS A DIRECTOR ISSUER YES FOR N/A
PROPOSAL #1.10: ELECT MR. GUYLAINE SAUCIER AS A ISSUER YES FOR N/A
DIRECTOR
PROPOSAL #1.11: ELECT MR. JAMES W. SIMPSON AS A ISSUER YES FOR N/A
DIRECTOR
PROPOSAL #2.: APPOINT DELOITTE & TOUCHE LLP AS THE ISSUER YES FOR N/A
AUDITORS OF THE COMPANY
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PETROLEO BRASILEIRO S.A. - PETROBRAS
TICKER: PBR CUSIP: 71654V101
MEETING DATE: 4/2/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #IV: ELECTION OF ONE MEMBER OF THE BOARD OF ISSUER YES FOR FOR
DIRECTORS
PROPOSAL #VI: ELECTION OF ONE MEMBER OF THE FISCAL ISSUER YES FOR FOR
COUNCIL AND HIS/HER RESPECTIVE SUBSTITUTE
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PLATINUM UNDERWRITERS HOLDINGS, LTD.
TICKER: PTP CUSIP: G7127P100
MEETING DATE: 4/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: H. FURLONG BALDWIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JONATHAN F. BANK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAN R. CARMICHAEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT V. DEUTSCH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. JOHN HASS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDMUND R. MEGNA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEVEN H. NEWMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL D. PRICE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PETER T. PRUITT ISSUER YES FOR FOR
PROPOSAL #02: TO CONSIDER AND TAKE ACTION UPON A ISSUER YES FOR FOR
PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE 2007 FISCAL YEAR.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: POWERWAVE TECHNOLOGIES, INC.
TICKER: PWAV CUSIP: 739363109
MEETING DATE: 10/27/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DANIEL A. ARTUSI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RONALD J. BUSCHUR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN L. CLENDENIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRUCE C. EDWARDS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID L. GEORGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EUGENE L. GODA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CARL W. NEUN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANDREW J. SUKAWATY ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT AUDITORS: TO RATIFY THE APPOINTMENT OF
DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITORS.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: R.H. DONNELLEY CORPORATION
TICKER: RHD CUSIP: 74955W307
MEETING DATE: 5/3/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF CLASS II MEMBER OF THE BOARD ISSUER YES FOR FOR
OF DIRECTORS: ALAN F. SCHULTZ.
PROPOSAL #1B: ELECTION OF CLASS II MEMBER OF THE BOARD ISSUER YES FOR FOR
OF DIRECTORS: BARRY LAWSON WILLIAMS.
PROPOSAL #1C: ELECTION OF CLASS II MEMBER OF THE BOARD ISSUER YES FOR FOR
OF DIRECTORS: EDWINA WOODBURY.
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2007.
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES FOR AGAINST
CLASSIFIED BOARD STRUCTURE.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SANOFI-AVENTIS
TICKER: SNY CUSIP: 80105N105
MEETING DATE: 5/31/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1: APPROVAL OF THE INDIVIDUAL COMPANY ISSUER YES FOR FOR
FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31,
2006
PROPOSAL #O2: APPROVAL OF THE CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2006
PROPOSAL #O3: APPROPRIATION OF PROFITS; DECLARATION OF ISSUER YES FOR FOR
DIVIDEND
PROPOSAL #O4: APPROVAL OF TRANSACTIONS COVERED BY THE ISSUER YES AGAINST AGAINST
STATUTORY AUDITORS SPECIAL REPORT PREPARED IN
ACCORDANCE WITH ARTICLE L.225-40 OF THE COMMERCIAL CODE
PROPOSAL #O5: REAPPOINTMENT OF A DIRECTOR ISSUER YES FOR FOR
PROPOSAL #O6: AUTHORIZATION TO THE BOARD OF DIRECTORS ISSUER YES AGAINST AGAINST
TO CARRY OUT TRANSACTIONS IN SHARES ISSUED BY THE
COMPANY
PROPOSAL #E7: DELEGATION TO THE BOARD OF DIRECTORS OF ISSUER YES FOR FOR
AUTHORITY TO DECIDE TO CARRY OUT INCREASES IN THE
SHARE CAPITAL BY ISSUANCE, WITH PREEMPTIVE RIGHTS
MAINTAINED, OF SHARES AND/OR SECURITIES GIVING ACCESS
TO THE COMPANY'S CAPITAL AND/OR SECURITIES GIVING
ENTITLEMENT TO THE ALLOTMENT OF DEBT SECURITIES
PROPOSAL #E8: DELEGATION TO THE BOARD OF DIRECTORS OF ISSUER YES AGAINST AGAINST
AUTHORITY TO DECIDE TO CARRY OUT INCREASES IN THE
SHARE CAPITAL BY ISSUANCE, WITH PREEMPTIVE RIGHTS
WAIVED, OF SHARES AND/OR SECURITIES GIVING ACCESS TO
THE COMPANY'S CAPITAL AND/OR SECURITIES GIVING
ENTITLEMENT TO THE ALLOTMENT OF DEBT SECURITIES
PROPOSAL #E9: DELEGATION TO THE BOARD OF DIRECTORS OF ISSUER YES FOR FOR
AUTHORITY TO DECIDE TO CARRY OUT INCREASES IN THE
SHARE CAPITAL BY INCORPORATION OF SHARE PREMIUM,
RESERVES, PROFITS OR OTHER ITEMS
PROPOSAL #E10: POSSIBILITY OF ISSUING WITHOUT ISSUER YES FOR FOR
PREEMPTIVE RIGHTS, SHARES OR SECURITIES GIVING ACCESS
TO THE COMPANY'S CAPITAL OR TO SECURITIES GIVING
ENTITLEMENT TO THE ALLOTMENT OF DEBT SECURITIES AS
CONSIDERATION FOR ASSETS TRANSFERRED TO THE COMPANY AS
A CAPITAL CONTRIBUTION IN KIND IN THE FORM OF SHARES
OR SECURITIES GIVING ACCESS TO CAPITAL
PROPOSAL #E11: DELEGATION TO THE BOARD OF DIRECTORS OF ISSUER YES FOR FOR
AUTHORITY TO DECIDE TO CARRY OUT INCREASES IN THE
SHARE CAPITAL BY ISSUANCE OF SHARES RESERVED FOR
EMPLOYEES WITH WAIVER OF PREEMPTIVE RIGHTS IN THEIR
FAVOR
PROPOSAL #E12: AUTHORIZATION TO THE BOARD OF DIRECTORS ISSUER YES FOR FOR
TO GRANT OPTIONS TO SUBSCRIBE FOR OR PURCHASE SHARES
PROPOSAL #E13: AUTHORIZATION TO THE BOARD OF DIRECTORS ISSUER YES AGAINST AGAINST
TO ALLOT EXISTING OR NEW CONSIDERATION FREE SHARES TO
SALARIED EMPLOYEES OF THE GROUP AND CORPORATE
OFFICERS OF THE COMPANY OR COMPANIES OF THE GROUP
PROPOSAL #E14: AUTHORIZATION TO THE BOARD OF DIRECTORS ISSUER YES FOR FOR
TO REDUCE THE SHARE CAPITAL BY CANCELLATION OF
TREASURY SHARES
PROPOSAL #E15: AUTHORIZATION TO THE BOARD OF DIRECTORS ISSUER YES AGAINST AGAINST
IN THE EVENT OF A PUBLIC TENDER OFFER FOR THE SHARES
OF THE COMPANY, IN CASES WHERE THE LEGAL RECIPROCITY
CLAUSE APPLIES
PROPOSAL #E16: AMENDMENT TO THE BYLAWS TO BRING THEM ISSUER YES FOR FOR
INTO COMPLIANCE WITH DECREE NO. 2006-1566 OF DECEMBER
11, 2006 AMENDING DECREE NO. 67-236 OF MARCH 23, 1967
ON COMMERCIAL COMPANIES: (AMENDMENTS TO ARTICLE 19,
PARAGRAPHS 1 AND 3 OF THE BYLAWS)
PROPOSAL #E17: POWERS FOR FORMALITIES ISSUER YES FOR FOR
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SANOFI-AVENTIS, PARIS
TICKER: N/A CUSIP: N/A
MEETING DATE: 5/31/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O.1: APPROVAL OF THE ANNUAL FINANCIAL ISSUER YES FOR N/A
STATEMENTS FOR THE FY 2006; ASCERTAINMENT OF THE
BENEFIT
PROPOSAL #O.2: APPROVAL OF THE ANNUAL FINANCIAL ISSUER YES FOR N/A
STATEMENTS FOR THE FY 2006; ASCERTAINMENT OF THE
BENEFIT
PROPOSAL #O.3: APPROVE TO ALLOCATE THE RESULT AND THE ISSUER YES FOR N/A
PAYMENT OF DIVIDEND FROM 07 JUN 2007
PROPOSAL #O.4: APPROVE THE TRADE COVERED BY THE ISSUER YES AGAINST N/A
ARTICLES L. 225-40 OF THE FRENCH COMMERCIAL CODE
PROPOSAL #O.5: APPROVE TO RENEW MR. GERARD VAN ISSUER YES FOR N/A
KEMMEL'S MANDATE AS A DIRECTOR
PROPOSAL #O.6: AUTHORIZE THE BOARD OF DIRECTORS, IN ISSUER YES AGAINST N/A
ACCORDANCE WITH THE ARTICLES L. 225-209 AND THE
FOLLOWING OF THE COMMERCIAL LAW, TO BUY OR TO MAKE
BUT SHARES OF THE COMPANY WITH IN THE LIMIT OF 10% OF
CAPITAL TO BUY, TO SELL OR TO TRANSFER SHARES COULD BE
CARRIED OUT AT ANY TIME AND BY ANY MEANS; THE MAXIMUM
PRICE TO BUY AND THE GLOBAL AMOUNT FOR THE BUYBACK
PROGRAM HAVE BEEN FIXED
PROPOSAL #E.7: AUTHORIZE THE BOARD OF DIRECTORS TO ISSUER YES FOR N/A
INCREASE CAPITAL, IN 1 OR SEVERAL TIMES, BY ISSUANCE
OF THE SHARES OR INVESTMENT SECURITIES GIVING ACCESS
TO THE CAPITAL OR GIVING RIGHTS TO DEBT SECURITIES,
ISSUED WITH PAYMENT OR FREE OF TAX; THE SUBSCRIPTION
CAN BE CARRIED OUT IN CASH OR BY COMPENSATION OF DEBT;
FIXING OF THE NOMINAL, MAXIMUM AMOUNT OF CAPITAL,
INCREASES
PROPOSAL #E.8: AUTHORIZE THE BOARD OF DIRECTORS TO ISSUER YES AGAINST N/A
INCREASE CAPITAL, IN 1 OR SEVERAL TIMES, BY A PUBLIC
CALL TO SAVE, BY ISSUANCE OF SHARES OR INVESTMENT
SECURITIES GIVING ACCESS TO THE CAPITAL OF THE
COMPANY OR INVESTMENT SECURITIES GIVING RIGHTS TO THE
ALLOCATION OF DEBTS SECURITIES, ISSUED WITH PAYMENT OF
FREE OF TAX; THE SUBSCRIPTION CAN BE CARRIED OUT IN
CASH OR BY COMPENSATION OF DEBTS, TO PAY SECURITIES
THAT COULD BE BROUGHT BY THE COMPANY IN CASE OF
ARTICLE PUBLIC EXCAHANGE OFFER; FIXING OF THE MAXIMUM
NOMINAL AMOUNT OF CAPITAL INCREASE; CANCELLATTION OF
THE PREFERENTIAL SOBSCRPTION RIGHT OF SHAREHOLDERS TO
SECURITIES
PROPOSAL #E.9: AUTHORIZE THE BOARD OF DIRECTORS TO ISSUER YES FOR N/A
INCREASE CAPITAL, IN 1 OR SEVERAL TIMES, BY
INCORPORATION OF RESERVES, BENEFITS OR OTHER AS
ALLOCATION OF SHARES FREE OF TAX OR INCREASE OF HE
EXISTING SHARES NOMINAL NOMINAL VALUE OR BY THE USING
OF BOTH; FIXING OF THE MAXIMUM NOMINAL AMOUNT OF
CAPITAL INCREASE
PROPOSAL #E.10: AUTHORIZE THE BOARD OF DIRECTORS, ISSUER YES FOR N/A
WITHIN HE LIMIT OF 10% OF CAPITAL TO PAY CONTRIBUTIONS
IN KIND GRANTED TO THE COMPANY AND FORMED BY
SECURITIES OR INVESTMENT SECURITIES GIVING ACCESS TO
THE CAPITAL OF THE COMPANY OR TO ALLOCATION OF DEBT
SECURITIES; AUTHORIZE THE BOARD OF DIRECTORS TO FIX
CONDITIONS OF ASSUANCE AND SUBSCRIPTION IN THE TERMS
COVERED BY THE ARTICLE 9 RESOLUTION 8 OF THE MEETING
PROPOSAL #E.11: AUTHORIZE THE BOARD OF DIRECTORS TO ISSUER YES FOR N/A
INCREASE CAPITAL, IN 1 OR SEVERAL TIMES, WITHIN THE
LIMIT OF 2%, BY ISSUANCE OF SHARES OR INVESTMENT
SECURITIES GIVING ACCESS TO CAPITAL RESERVED TO
MEMBERS OF ON OR SEVERAL CORPORATE SAVINGS PLAN OF
THE SANNOFI-AVENTIS GROUP FORMED BY THE COMPANY AND
ITS SUBSIDIARIES; FIXING OF THE MAXIMUM NOMINAL AMOUNT
OF CAPITAL INCREASES; SPECIAL METHODS FOR ISSUANCES
OF SHARES RESERVED TO EMPLOYEES OF THE COMPANIES OF
THE SANNOFI-AVENTIS GROUP WORKING IN UNITED STATES;
CANCELLATION THE THE PREFERENTIAL SUBSCRIPTION RIGHTS
OF SHAREHOLDERS TO SHARES OR INVESTMENT SECURITIES
GIVING ACCESS TO CAPITAL
PROPOSAL #E.12: AUTHORIZE THE BOARD OF DIRECTORS TO ISSUER YES FOR N/A
INCREASE CAPITAL, IN 1 OR SEVERAL TIMES, FOR THE
BENEFIT OF EMPLOYEES AND SOCIAL REPRESENTATIVES,
OPTION GIVING RIGHT TO SUBSCRBE NEW SHARESOF THE
COMPANY TO ISSUE AS ARTICLE CAPITAL INCREASE AND
OPTIONS GIVING RIGHT TO BUY SHARES RESULTED FROM THE
REPURCHASED CARRIED OUT BY THE COMPANY, WITHIN THE
LIMIT OF 2.5% OF CAPITAL; RENUNCIATION OF
SHARESHOLDERS TO THEIR PREFERENTIAL SUBSCRIPTION RIGHT
TO ISSUED SHARES
PROPOSAL #E.13: AUTHORIZE THE BOARD OF DIRECTORS, TO ISSUER YES AGAINST N/A
CARRY OUT, IN 1 OR SEVERAL TIMES, ALLOCATIONS FREE OF
TAX OF EXISTING SHARES OR SHARES TO ISSUE FOR THE
BENEFIT OF EMPLOYEES OR SOCIAL REPRESENTATIVES OF THE
COMPANY, WITHIN THE LIMIT OF 1% OF THE CAPITAL; IN
CASE OF ALLOCATION OF NEW SHARES FREE OF TAX; CAPITAL
INCREASE BY INCORPORATION OF RESERVES, BENEFITS;
PREMIUMS OR ISSUANCES PREMIUMS AND RENUNCIATION OF OF
SHAREHOLDERS TO THEIR PREFERENTIAL SUBSCRIPTION RIGHT
PROPOSAL #E.14: AUTHORIZE THE BOARD OF DIRECTORS, TO ISSUER YES FOR N/A
REDUCE CAPITAL BY CANCELLATION OF SHARES OWED, WITHIN
THE LIMIT OF 10% OF CAPITAL
PROPOSAL #E.15: AUTHORIZE THE BOARD OF DIRECTORS, IN ISSUER YES AGAINST N/A
CASE OF ISSUANCE OF SECURITIES IN A PUBLIC OFFER, TO
CARRY OUT AUTHORIZATIONS GRANTED IN THE RESOLUTIONS 6
TO 14 OF THIS MEETING
PROPOSAL #E.16: AMEND THE ARTICLE 19 INDENTS 1 AND 3 ISSUER YES FOR N/A
OF THE BYLAWS CONCERNING THE RIGHT TO ATTEND AND TO
VOTE IN THE GENERAL MEETING
PROPOSAL #E.17: GRANT AUTHORITY FOR THE ACCOMPLISHMENT ISSUER YES FOR N/A
OF FORMALITIES
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SMURFIT-STONE CONTAINER CORPORATION
TICKER: SSCC CUSIP: 832727101
MEETING DATE: 5/9/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JAMES R. BORIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CONNIE K. DUCKWORTH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALAN E. GOLDBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM T. LYNCH, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PATRICK J. MOORE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES J. O'CONNOR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JERRY K. PEARLMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS A. REYNOLDS, III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EUGENE C. SIT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM D. SMITHBURG ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SPRINT NEXTEL CORPORATION
TICKER: S CUSIP: 852061100
MEETING DATE: 5/8/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: KEITH J. BANE ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ROBERT R. BENNETT ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: GORDON M. BETHUNE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: FRANK M. DRENDEL ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GARY D. FORSEE ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JAMES H. HANCE, JR. ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: V. JANET HILL ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: IRVINE O. ISSUER YES FOR FOR
HOCKADAY, JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: LINDA KOCH LORIMER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: WILLIAM H. SWANSON ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF
SPRINT NEXTEL FOR 2007.
PROPOSAL #03: TO APPROVE THE 2007 OMNIBUS INCENTIVE ISSUER YES FOR FOR
PLAN.
PROPOSAL #04: SHAREHOLDER PROPOSAL CONCERNING ADVISORY SHAREHOLDER YES AGAINST FOR
VOTE ON COMPENSATION OF NAMED EXECUTIVE OFFICERS.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUN MICROSYSTEMS, INC.
TICKER: SUNW CUSIP: 866810104
MEETING DATE: 11/2/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: SCOTT G. MCNEALY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES L. BARKSDALE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEPHEN M. BENNETT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT J. FINOCCHIO, JR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PATRICIA E. MITCHELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M. KENNETH OSHMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JONATHAN I. SCHWARTZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NAOMI O. SELIGMAN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE 30,
2007.
PROPOSAL #03: APPROVAL OF SUN'S SECTION 162(M) ISSUER YES FOR FOR
EXECUTIVE OFFICER PERFORMANCE- BASED BONUS PLAN.
PROPOSAL #04: CONSIDERATION OF A STOCKHOLDER PROPOSAL, SHAREHOLDER YES AGAINST FOR
IF PROPERLY PRESENTED AT THE MEETING, REGARDING THE
LEADERSHIP DEVELOPMENT AND COMPENSATION COMMITTEE.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SYMANTEC CORPORATION
TICKER: SYMC CUSIP: 871503108
MEETING DATE: 9/13/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: MICHAEL BROWN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM T. COLEMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID L. MAHONEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT S. MILLER ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: GEORGE REYES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID ROUX ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DANIEL H. SCHULMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN W. THOMPSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: V. PAUL UNRUH ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE THE AMENDMENT AND RESTATEMENT ISSUER YES FOR FOR
OF THE 2004 EQUITY INCENTIVE PLAN, INCLUDING AN
INCREASE OF 40,000,000 IN THE NUMBER OF SHARES
RESERVED FOR ISSUANCE UNDER THE PLAN, THE MODIFICATION
OF THE SHARE POOL AVAILABLE UNDER THE PLAN TO REFLECT
A RATIO-BASED POOL, ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
PROPOSAL #03: TO RATIFY THE SELECTION OF KPMG LLP AS ISSUER YES FOR FOR
SYMANTEC'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE 2007 FISCAL YEAR.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TALISMAN ENERGY INC.
TICKER: TLM CUSIP: 87425E103
MEETING DATE: 5/9/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DOUGLAS D. BALDWIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES W. BUCKEE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM R.P. DALTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KEVIN S. DUNNE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LAWRENCE G. TAPP ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STELLA M. THOMPSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT G. WELTY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES R. WILLIAMSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES W. WILSON ISSUER YES FOR FOR
PROPOSAL #02: REAPPOINTMENT OF ERNST & YOUNG LLP, ISSUER YES FOR FOR
CHARTERED ACCOUNTANTS, AS AUDITOR OF THE COMPANY FOR
THE ENSUING YEAR.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TEXAS INSTRUMENTS INCORPORATED
TICKER: TXN CUSIP: 882508104
MEETING DATE: 4/19/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: J.R. ADAMS. ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: D.L. BOREN. ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: D.A. CARP. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: C.S. COX. ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: T.J. ENGIBOUS. ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: D.R. GOODE. ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: P.H. PATSLEY. ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: W.R. SANDERS. ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: R.J. SIMMONS. ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: R.K. TEMPLETON. ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: C.T. WHITMAN. ISSUER YES FOR FOR
PROPOSAL #02: BOARD PROPOSAL TO RATIFY THE APPOINTMENT ISSUER YES FOR FOR
OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE COOPER COMPANIES, INC.
TICKER: COO CUSIP: 216648402
MEETING DATE: 3/20/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: A. THOMAS BENDER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN D. FRUTH ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: MICHAEL H. KALKSTEIN ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: JODY LINDELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MOSES MARX ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DONALD PRESS ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: STEVEN ROSENBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.E. RUBENSTEIN, M.D. ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: ROBERT S. WEISS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STANLEY ZINBERG, M.D. ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE COOPER COMPANIES, INC. FOR THE FISCAL YEAR
ENDING OCTOBER 31, 2007.
PROPOSAL #03: APPROVAL OF THE 2007 LONG-TERM INCENTIVE ISSUER YES AGAINST AGAINST
PLAN.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE HOME DEPOT, INC.
TICKER: HD CUSIP: 437076102
MEETING DATE: 5/24/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DAVID H. BATCHELDER ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: FRANCIS S. BLAKE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: GREGORY D. ISSUER YES FOR FOR
BRENNEMAN
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN L. CLENDENIN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: CLAUDIO X. GONZALEZ ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: MILLEDGE A. HART, ISSUER YES FOR FOR
III
PROPOSAL #1G: ELECTION OF DIRECTOR: BONNIE G. HILL ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: LABAN P. JACKSON, ISSUER YES FOR FOR
JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: HELEN JOHNSON- ISSUER YES FOR FOR
LEIPOLD
PROPOSAL #1J: ELECTION OF DIRECTOR: LAWRENCE R. ISSUER YES FOR FOR
JOHNSTON
PROPOSAL #1K: ELECTION OF DIRECTOR: KENNETH G. LANGONE ISSUER YES AGAINST AGAINST
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF KPMG LLP AS ISSUER YES FOR FOR
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR ENDING FEBRUARY 3, 2008
PROPOSAL #03: SHAREHOLDER PROPOSAL REGARDING POISON SHAREHOLDER YES AGAINST FOR
PILL IMPLEMENTATION
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES ABSTAIN AGAINST
EMPLOYMENT DIVERSITY REPORT DISCLOSURE
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING EXECUTIVE SHAREHOLDER YES AGAINST FOR
OFFICER COMPENSATION
PROPOSAL #06: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
MANAGEMENT BONUSES
PROPOSAL #07: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
RETIREMENT BENEFITS
PROPOSAL #08: SHAREHOLDER PROPOSAL REGARDING EQUITY SHAREHOLDER YES AGAINST FOR
COMPENSATION
PROPOSAL #09: SHAREHOLDER PROPOSAL REGARDING PAY-FOR- SHAREHOLDER YES AGAINST FOR
SUPERIOR PERFORMANCE
PROPOSAL #10: SHAREHOLDER PROPOSAL REGARDING POLITICAL SHAREHOLDER YES ABSTAIN AGAINST
NONPARTISANSHIP
PROPOSAL #11: SHAREHOLDER PROPOSAL REGARDING CHAIRMAN SHAREHOLDER YES AGAINST FOR
AND CEO
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THERAVANCE, INC.
TICKER: THRX CUSIP: 88338T104
MEETING DATE: 4/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: P. ROY VAGELOS, M.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICK E. WINNINGHAM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEFFREY M. DRAZAN ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: ROBERT V. GUNDERSON, JR ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: ARNOLD J. LEVINE, PH.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EVE E. SLATER, M.D. ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: WILLIAM H. WALTRIP ISSUER YES FOR FOR
ELECTION OF DIRECTOR: G.M. WHITESIDES, PH.D. ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: WILLIAM D. YOUNG ISSUER YES WITHHOLD AGAINST
PROPOSAL #02: APPROVE AN AMENDMENT TO THE THERAVANCE, ISSUER YES AGAINST AGAINST
INC. 2004 EQUITY INCENTIVE PLAN (THE INCENTIVE PLAN )
TO, AMONG OTHER THINGS, INCREASE THE NUMBER OF SHARES
AUTHORIZED FOR ISSUANCE UNDER THE INCENTIVE PLAN FROM
3,700,000 TO 7,200,000 SHARES, AS DESCRIBED IN THE
PROXY STATEMENT.
PROPOSAL #03: APPROVE AN AMENDMENT TO THE COMPANY'S ISSUER YES FOR FOR
RESTATED CERTIFICATE OF INCORPORATION TO ENABLE THE
COMPANY TO ISSUE SHARES OF CLASS A COMMON STOCK AND
COMMON STOCK TO GLAXOSMITHKLINE PLC OR ITS DESIGNATED
AFFILIATE IN THE EVENT OF THE CALL OR THE PUT AND TO
ISSUE COMMON STOCK WITH RESPECT TO ANY STOCK DIVIDENDS
ON CLASS A COMMON STOCK AFTER THE CALL AND PUT DATES.
PROPOSAL #04: RATIFY THE SELECTION BY THE AUDIT ISSUER YES FOR FOR
COMMITTEE OF THE BOARD OF DIRECTORS OF ERNST & YOUNG
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF THE COMPANY FOR ITS FISCAL YEAR ENDING
DECEMBER 31, 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TRW AUTOMOTIVE HOLDINGS CORP.
TICKER: TRW CUSIP: 87264S106
MEETING DATE: 5/14/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN C. PLANT ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: NEIL P. SIMPKINS ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: JODY G. MILLER ISSUER YES FOR FOR
PROPOSAL #02: THE RATIFICATION OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
INDEPENDENT PUBLIC ACCOUNTANTS TO AUDIT THE
CONSOLIDATED FINANCIAL STATEMENTS OF TRW AUTOMOTIVE
HOLDINGS CORP. FOR 2007.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TYCO INTERNATIONAL LTD.
TICKER: TYC CUSIP: 902124106
MEETING DATE: 3/8/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DENNIS C. BLAIR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD D. BREEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRIAN DUPERREAULT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRUCE S. GORDON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RAJIV L. GUPTA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN A. KROL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H. CARL MCCALL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRENDAN R. O'NEILL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM S. STAVROPOULOS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SANDRA S. WIJNBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEROME B. YORK ISSUER YES FOR FOR
PROPOSAL #02: RE-APPOINTMENT OF DELOITTE & TOUCHE LLP ISSUER YES FOR FOR
AS TYCO'S INDEPENDENT AUDITORS AND AUTHORIZATION FOR
THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO SET
THE AUDITORS REMUNERATION.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TYCO INTERNATIONAL LTD.
TICKER: TYC CUSIP: 902124106
MEETING DATE: 3/8/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: APPROVAL OF REVERSE STOCK SPLIT OF THE ISSUER YES FOR FOR
COMPANY'S COMMON SHARES AT A SPLIT RATIO OF 1 FOR 4.
PROPOSAL #1B: APPROVAL OF CONSEQUENTIAL AMENDMENT TO ISSUER YES FOR FOR
THE COMPANY'S AMENDED AND RESTATED BYE-LAWS.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UAL CORPORATION
TICKER: UAUA CUSIP: 902549807
MEETING DATE: 5/10/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RICHARD J. ALMEIDA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARY K. BUSH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W. JAMES FARRELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WALTER ISAACSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT D. KREBS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT S. MILLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES J. O'CONNOR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GLENN F. TILTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID J. VITALE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN H. WALKER ISSUER YES FOR FOR
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UBS AG
TICKER: UBS CUSIP: H89231338
MEETING DATE: 4/18/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ANNUAL REPORT, GROUP AND PARENT COMPANY ISSUER YES FOR FOR
ACCOUNTS FOR FINANCIAL YEAR 2006, REPORTS OF THE GROUP
AND STATUTORY AUDITORS
PROPOSAL #02: APPROPRIATION OF RETAINED EARNINGS ISSUER YES FOR FOR
DIVIDEND FOR FINANCIAL YEAR 2006
PROPOSAL #03: DISCHARGE OF THE MEMBERS OF THE BOARD OF ISSUER YES FOR FOR
DIRECTORS AND THE GROUP EXECUTIVE BOARD
PROPOSAL #4A1: RE-ELECTION OF BOARD MEMBER: STEPHAN ISSUER YES FOR FOR
HAERINGER
PROPOSAL #4A2: RE-ELECTION OF BOARD MEMBER: HELMUT ISSUER YES FOR FOR
PANKE
PROPOSAL #4A3: RE-ELECTION OF BOARD MEMBER: PETER ISSUER YES FOR FOR
SPUHLER
PROPOSAL #4B1: ELECTION OF NEW BOARD MEMBER: SERGIO ISSUER YES FOR FOR
MARCHIONNE
PROPOSAL #4C: ELECTION OF THE GROUP AND STATUTORY ISSUER YES FOR FOR
AUDITORS
PROPOSAL #5A: CAPITAL REDUCTION: CANCELLATION OF ISSUER YES FOR FOR
SHARES REPURCHASED UNDER THE 2006/2007 SHARE BUYBACK
PROGRAM AND RESPECTIVE AMENDMENT OF ARTICLE 4 PARA 1
OF THE ARTICLES OF ASSOCIATION
PROPOSAL #5B: CAPITAL REDUCTION: APPROVAL OF A NEW ISSUER YES FOR FOR
SHARE BUYBACK PROGRAM FOR 2007-2010
PROPOSAL #06: IN CASE OF AD-HOC SHAREHOLDERS MOTIONS ISSUER YES AGAINST AGAINST
DURING THE ANNUAL GENERAL MEETING, I/WE AUTHORIZE
MY/OUR PROXY TO ACT IN ACCORDANCE WITH THE BOARD OF
DIRECTORS
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER N.V.
TICKER: UN CUSIP: 904784709
MEETING DATE: 5/15/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #02: ADOPTION OF THE ANNUAL ACCOUNTS AND ISSUER YES FOR FOR
APPROPRIATION OF THE PROFIT FOR THE 2006 FINANCIAL
YEAR.
PROPOSAL #04: DISCHARGE OF THE EXECUTIVE DIRECTORS. ISSUER YES FOR FOR
PROPOSAL #05: DISCHARGE OF THE NON-EXECUTIVE DIRECTORS. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PJ CESCAU* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CJ VAN DER GRAAF* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RD KUGLER* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THE LORD BRITTAN** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PROFESSOR W DIK** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CE GOLDEN** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR BE GROTE** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LORD SIMON** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J-C SPINETTA** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KJ STORM** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J VAN DER VEER** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PROF. G. BERGER** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: N MURTHY** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H NYASULU** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M TRESCHOW** ISSUER YES FOR FOR
PROPOSAL #08: REMUNERATION OF EXECUTIVE DIRECTORS. ISSUER YES FOR FOR
PROPOSAL #09: REMUNERATION OF NON-EXECUTIVE DIRECTORS. ISSUER YES FOR FOR
PROPOSAL #10: ALTERATION TO THE ARTICLES OF ISSUER YES FOR FOR
ASSOCIATION.
PROPOSAL #11: APPOINTMENT OF AUDITORS CHARGED WITH THE ISSUER YES FOR FOR
AUDITING OF THE ANNUAL ACCOUNTS FOR THE 2007
FINANCIAL YEAR.
PROPOSAL #12: DESIGNATION OF THE BOARD OF DIRECTORS AS ISSUER YES FOR FOR
THE COMPANY BODY AUTHORIZED IN RESPECT OF THE ISSUE
OF SHARES IN THE COMPANY.
PROPOSAL #13: AUTHORIZATION OF THE BOARD OF DIRECTORS ISSUER YES FOR FOR
TO PURCHASE SHARES IN THE COMPANY AND DEPOSITARY
RECEIPTS THEREFOR.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER NV
TICKER: N/A CUSIP: N/A
MEETING DATE: 10/2/2006 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: OPENING AND ANNOUNCEMENTS ISSUER NO N/A N/A
PROPOSAL #2.: RECEIVE THE REPORT BY ISSUER NO N/A N/A
ADMINISTRATIEKANTOOR; THE FY HAS BEEN AMENDED ON 24
APR 2006, THE FY IS NOW FROM 01 JUL TILL 30 JUN AND
THE TREATED REPORT BY ADMINISTRATIEKANTOOR IS ABOUT
THAT SHORT FY AND THE REPORT ALSO CONTAINS THE ANNUAL
ACCOUNTS AS OF 30 JUN 2006 AND OTHER SUBJECTS DURING
THE MEETING THE REPORT ON THAT PERIOD WILL BE TREATED
PROPOSAL #3.: CLOSING ISSUER NO N/A N/A
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNILEVER NV
TICKER: N/A CUSIP: N/A
MEETING DATE: 5/15/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: CONSIDERATION OF THE ANNUAL REPORT FOR ISSUER NO N/A N/A
THE 2006 FY SUBMITTED BY THE BOARD OF DIRECTORS AND
THE REPORT OF THE REMUNERATION COMMITTEE.
PROPOSAL #2.: ADOPTION OF THE ANNUAL ACCOUNTS AND ISSUER NO N/A N/A
APPROPRIATION OF THE PROFIT FOR THE 2006 FY: A) THE
POLICY OF THE COMPANY ON ADDITIONS TO RESERVES AND
DIVIDENDS; B) IT IS PROPOSED THAT: I) THE ANNUAL
ACCOUNTS FOR THE 2006 FY DRAWN UP BY THE BOARD OF
DIRECTORS BE ADOPTED; II) THE PROFIT FOR THE 2006 FY
BE APPROPRIATED FOR ADDITION TO THE BALANCE-SHEET ITEM
PROFIT RETAINED : EUR 255,797,426; III) THE
REMAINING PROFIT FOR THE 2006 FY BE DISTRIBUTED TO
SHAREHOLDERS AS FOLLOWS: FOR DIVIDENDS ON THE
PREFERENCE SHARES: EUR 6 671 704; FOR DIVIDENDS ON THE
ORDINARY SHARES: EUR 1 591 471 623 ?INCLUDING AN
AMOUNT OF EUR 431 091 321 PAID AS A ONE-OFF DIVIDEND
IN DEC 2006.
PROPOSAL #3.: CORPORATE GOVERNANCE. ISSUER NO N/A N/A
PROPOSAL #4.: DISCHARGE OF THE EXECUTIVE DIRECTORS: IT ISSUER NO N/A N/A
IS PROPOSED THAT THE EXECUTIVE DIRECTORS IN OFFICE
DURING THE 2006 FY BE DISCHARGED FOR THE FULFILMENT OF
THEIR TASK DURING THE 2006 FY.
PROPOSAL #5.: DISCHARGE OF THE NON-EXECUTIVE ISSUER NO N/A N/A
DIRECTORS: IT IS PROPOSED THAT THE NON-EXECUTIVE
DIRECTORS IN OFFICE DURING THE 2006 FY BE DISCHARGED
FOR THE FULFILMENT OF THEIR TASK DURING THE 2006 FY.
PROPOSAL #6.A: APPOINTMENT OF MR. P.J. CESCAU AS AN ISSUER NO N/A N/A
EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #6.B: APPOINTMENT OF MR. C.J. VAN DER GRAAF ISSUER NO N/A N/A
AS AN EXECUTIVE AS SPECIFIED.
PROPOSAL #6.C: APPOINTMENT OF MR. R.D. KUGLER AS AN ISSUER NO N/A N/A
EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.A: APPOINTMENT OF THE RT. HON. THE LORD ISSUER NO N/A N/A
BRITTAN OF SPENNITHORNE QC, DL AS A NON-EXECUTIVE
DIRECTOR AS SPECIFIED.
PROPOSAL #7.B: APPOINTMENT OF PROFESSOR W. DIK AS A ISSUER NO N/A N/A
NON-EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.C: APPOINTMENT OF MR. C.E. GOLDEN AS A ISSUER NO N/A N/A
NON-EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.D: APPOINTMENT OF DR. B.E. GROTE AS A NON- ISSUER NO N/A N/A
EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.E: APPOINTMENT OF THE LORD SIMON OF ISSUER NO N/A N/A
HIGHBURY CBE AS A NON-EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.F: APPOINTMENT OF MR. J-C SPINETTA AS A ISSUER NO N/A N/A
NON-EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.G: APPOINTMENT OF MR. K.J. STORM AS A NON- ISSUER NO N/A N/A
EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.H: APPOINTMENT OF MR. J. VAN DER VEER AS A ISSUER NO N/A N/A
NON-EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.I: APPOINT PROFESSOR G. BERGER AS THE NON- ISSUER NO N/A N/A
EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.J: APPOINT MR. N. MURTHY AS THE NON- ISSUER NO N/A N/A
EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.K: APPOINT MS. H. NYASULU AS THE NON- ISSUER NO N/A N/A
EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #7.L: APPOINT MR. M. TRESCHOW AS THE NON- ISSUER NO N/A N/A
EXECUTIVE DIRECTOR AS SPECIFIED.
PROPOSAL #8.: REMUNERATION OF EXECUTIVE DIRECTORS: THE ISSUER NO N/A N/A
UNILEVER GLOBAL SHARE INCENTIVE PLAN2007 FOLLOWING A
REVIEW BY THE REMUNERATION COMMITTEE OF THE
REMUNERATION ARRANGEMENTS WHICH APPLY TO EXECUTIVE
DIRECTORS AND OTHER INTERNATIONAL EXECUTIVES OF THE
GROUP, THE COMMITTEE HAS DECIDED TO GROUP FUTURE LONG
TERM INCENTIVE ARRANGEMENTS ?GLOBAL PERFORMANCE SHARE
PLAN AND TSR-LTIP? BE COMBINED UNDER THE NEW UNILEVER
GLOBAL SHARE INCENTIVE PLAN 2007 ?THE PLAN?; BY 2008,
THE PLAN WILL REPLACE THE EXISTING TSR-BASED LONG TERM
INCENTIVE PLAN AND THE GLOBAL PERFORMANCE SHARE PLAN
2005 FOR ALL PARTICIPANTS; THIS WILL GREATLY SIMPLIFY
LONG TERM INCENTIVE ARRANGEMENTS AND PROVIDE THE
REQUIRED FLEXIBILITY IN TODAY'S GLOBAL MARKET FOR
STRUCTURING AWARDS; THE PRINCIPAL FEATURES OF THE PLAN
ARE AS SPECIFIED; UNDER THE FIRST OPERATION OF THE
PLAN IN 2007, AWARDS WILL BE MADE, CONSISTING OF
CONDITIONAL RIGHTS TO RECEIVE EITHER UNILEVER N.V. OR
UNILEVER PLC SHARES ?OR THE EQUIVALENT AMOUNT IN
CASH?, AT THE END OF A 3-YEAR PERFORMANCE PERIOD;
THERE WILL BE 2 INTERNALLY FOCUSED PERFORMANCE
MEASURES: UNDERLYING SALES GROWTH AND UNGEARED CASH
FLOW AND ONE EXTERNAL PERFORMANCE MEASURE: RELATIVE
TSR; A PROPORTION OF THE AWARD WILL BE TESTED AGAINST
EACH MEASURE; IT IS PROPOSED: I) THAT THE PLAN BE
APPROVED AND THE BOARD OF DIRECTORS BE AUTHORIZED TO
DO ALL ACTS AND THINGS NECESSARY AND EXPEDIENT TO
ADOPT AND OPERATE THE PLAN, INCLUDING MAKING SUCH
MODIFICATION AS THE BOARD OF DIRECTORS CONSIDERS
APPROPRIATE TO TAKE ACCOUNT OF REGULATORY REQUIREMENTS
AND BEST PRACTICE; II) THAT THE BOARD OF DIRECTORS BE
AUTHORIZED TO ESTABLISH SUCH FURTHER PLANS SIMILAR TO
AND BASED ON THE PLAN FOR EMPLOYEES IN PARTICULAR
COUNTRIES, SUBJECT TO SUCH MODIFICATIONS AS MAY BE
NECESSARY OR DESIRABLE TO TAKE ACCOUNT OF LOCAL
SECURITIES LAWS, EXCHANGE CONTROL OR TAX LEGISLATION;
ANNUAL BONUS: IT IS ALSO PROPOSED THAT FROM 2007
ONWARDS THE BONUS OPPORTUNITY FOR THE GROUP CHIEF
EXECUTIVE BE SET AT A MAXIMUM OF 200% OF BASE SALARY
AND FOR THE OTHER EXECUTIVE DIRECTORS BE SET AT A
MAXIMUM OF 150% OF BASE SALARY.
PROPOSAL #9.: REMUNERATION OF NON-EXECUTIVE DIRECTORS: ISSUER NO N/A N/A
LAST YEAR THE UNILEVER N.V. AGM RESOLVED, PURSUANT TO
ARTICLE 19, PARAGRAPH 8, OF THE ARTICLES OF
ASSOCIATION, TO SET THE MAXIMUM AGGREGATE REMUNERATION
FOR ALL NON-EXECUTIVE DIRECTORS IN A FY AT EUR 2 000
000; HOWEVER, TAKING INTO ACCOUNT FEES PAYABLE TO THE
ADDITIONAL NON-EXECUTIVE DIRECTORS AND TO THE NEW
CHAIRMAN, IT IS PROPOSED TO RAISE THE LIMIT FOR NON-
EXECUTIVE DIRECTORS FEES; WITH THE EXCEPTION OF THE
INCREASE IN THE CHAIRMAN'S FEE TO REFLECT CURRENT
MARKET PRACTICE, IT IS NOT INTENDED TO INCREASE THE
ACTUAL LEVEL OF THE FEES PAYABLE TO THE OTHER NON-
EXECUTIVE DIRECTORS; IT IS PROPOSED THAT THE GENERAL
MEETING OF SHAREHOLDERS DETERMINES THAT THE MAXIMUM
AGGREGATE AMOUNT FOR ALL NON-EXECUTIVE DIRECTORS FEES
IN A FY BE INCREASED TO EUR 3 000 000 TO ENABLE
UNILEVER N.V. TO PAY ALL OF THE NON-EXECUTIVE
DIRECTORS FEES IF THIS IS AT ANY TIME DEEMED TO BE IN
THE BEST INTERESTS OF THE UNILEVER GROUP; HOWEVER,
UNDER THE CURRENT ARRANGEMENTS, IT IS THE INTENTION
THAT HALF OF THE NON-EXECUTIVE DIRECTORS FEES WILL BE
PAID BY UNILEVER N.V. ?AS SPECIFIED? AND HALF BY
UNILEVER PLC ?AS SPECIFIED?; UNILEVER PLC PROPOSES TO
ITS GENERAL MEETING OF SHAREHOLDERS TO INCREASE THE
AGGREGATE MAXIMUM AMOUNT FOR THE REMUNERATION OF ALL
NON-EXECUTIVE DIRECTORS TO 2 000 000; FOR YOUR
INFORMATION, THE BOARD PLANS TO PAY ANNUAL FEES TO THE
NON-EXECUTIVE DIRECTORS AS SPECIFIED; AN ADDITIONAL
ALLOWANCE OF 5 000 PER MEETING WILL BE PAID TO NON-
EXECUTIVE DIRECTORS WHO HAVE TO TRAVEL TO MEETINGS
FROM OUTSIDE EUROPE; THE REMUNERATION COMMITTEE, ON
ADVICE FROM TOWERS PERRIN, BELIEVES THAT THE FEES
MENTIONED ABOVE ARE FAIR IN THE LIGHT OF THE
RESPONSIBILITIES CURRENTLY CARRIED OUT BY NON-
EXECUTIVE DIRECTORS AND ALSO IN VIEW OF THE NEED TO
ATTRACT AND RETAIN NON-EXECUTIVE DIRECTORS OF THE
APPROPRIATE CALIBRE AND STANDING; FURTHERMORE, MEMBERS
OF THE REMUNERATION COMMITTEE WILL MAKE THEMSELVES
ACCOUNTABLE FOR THEIR ACTIONS BY SUBMITTING THEMSELVES
TO YOU FOR RE-APPOINTMENT EACH YEAR.
PROPOSAL #10.: ALTERATIONS TO THE ARTICLES OF ISSUER NO N/A N/A
ASSOCIATION: ON 01 JAN 2007 THE ACT ON ELECTRONIC
MEANS OF COMMUNICATION ?WET ELEKTRONISCHE
COMMUNICATIEMIDDELEN? CAME INTO EFFECT; PURSUANT TO
THIS ACT, THE ARTICLES OF ASSOCIATION OF A DUTCH
COMPANY MAY ALLOW SHAREHOLDERS TO MAKE USE OF
ELECTRONIC MEANS OF COMMUNICATION TO MONITOR THE
PROCEEDINGS AT A GENERAL MEETING OF SHAREHOLDERS AND
TO PARTICIPATE IN THE VOTING AT A GENERAL MEETING
WITHOUT BEING PHYSICALLY PRESENT; UNDER THESE PROPOSED
ALTERATIONS THE BOARD OF DIRECTORS WILL BE AUTHORIZED
TO DECIDE UPON THE USE OF THESE ELECTRONIC MEANS OF
COMMUNICATION; THE PROPOSED ALTERATIONS ARE MAINLY
INTENDED TO IMPLEMENT CERTAIN PROVISIONS MADE
AVAILABLE BY THIS NEW ACT IN THE ARTICLES OF
ASSOCIATION; CERTAIN CHANGES ARE PROPOSED WITH RESPECT
TO SHARE CERTIFICATES FOR REGISTERED SHARES; IN 2006
THE BEARER SHARES WERE DEMATERIALIZED , I.E. ALL
SHARES TRADED ON THE AMSTERDAM STOCK EXCHANGE WERE
CONVERTED INTO REGISTERED SHARES; IN THE NETHERLANDS
THIS IS THE MOST MODERN FORM FOR LISTED SHARES; THE
PROVISIONS IN THE ARTICLES OF ASSOCIATION FOR ?OTHER?
REGISTERED SHARES ARE OUTDATED AND SHOULD BE
MODERNIZED, TAKING INTO ACCOUNT THE FACT THAT SHARE
CERTIFICATES SHOULD ONLY BE ISSUED FOR THE NEW YORK
REGISTRY SHARES; IT IS PROPOSED BY THE BOARD OF
DIRECTORS THAT: I) THE ARTICLES OF ASSOCIATION OF THE
COMPANY BE ALTERED IN AGREEMENT WITH THE DRAFT
PREPARED BY DE BRAUW BLACKSTONE WESTBROEK N.V., DATED
28 MAR 2007; II) IN CONNECTION WITH THIS ALTERATION OF
THE ARTICLES OF ASSOCIATION, ANY AND ALL DIRECTORS OF
THE COMPANY, THE COMPANY SECRETARIES AND DEPUTY
SECRETARIES AND ANY AND ALL LAWYERS PRACTISING WITH DE
BRAUW BLACKSTONE WESTBROEK N.V. BE AUTHORIZED TO
APPLY FOR THE REQUIRED MINISTERIAL DECLARATION OF NO-
OBJECTION AND TO EXECUTE THE NOTARIAL DEED OF
ALTERATION OF THE ARTICLES OF ASSOCIATION.
PROPOSAL #11.: APPOINTMENT OF AUDITORS CHARGED WITH ISSUER NO N/A N/A
THE AUDITING OF THE ANNUAL ACCOUNTS FOR THE 2007 FY:
PURSUANT TO ARTICLE 34, PARAGRAPH 3, OF THE ARTICLES
OF ASSOCIATION, AUDITORS CHARGED WITH THE AUDITING OF
THE ANNUAL ACCOUNTS FOR THE CURRENT FY ARE TO BE
APPOINTED EACH YEAR; IT IS PROPOSED THAT
PRICEWATERHOUSECOOPERS ACCOUNTANTS N.V., ROTTERDAM, BE
APPOINTED TO AUDIT THE ANNUAL ACCOUNTS FOR THE 2007
FY; THIS CORPORATE BODY INCLUDES EXPERTS AS REFERRED
TO IN ARTICLE 393 OF BOOK 2 OF THE NETHERLANDS CIVIL
CODE.
PROPOSAL #12.: DESIGNATION OF THE BOARD OF DIRECTORS ISSUER NO N/A N/A
AS THE COMPANY BODY AUTHORIZED IN RESPECT OF THE ISSUE
OF SHARES IN THE COMPANY: IT IS PROPOSED THAT THE
BOARD OF DIRECTORS BE DESIGNATED, IN ACCORDANCE WITH
ARTICLES 96 AND 96A OF BOOK 2 OF THE NETHERLANDS CIVIL
CODE, AS THE CORPORATE BODY WHICH IS AUTHORIZED UNTIL
15 NOV 2008 TO RESOLVE ON THE ISSUE OF- OR ON THE
GRANTING OF RIGHTS TO SUBSCRIBE FOR-SHARES NOT YET
ISSUED AND TO RESTRICT OR EXCLUDE THE STATUTORY PRE-
EMPTION RIGHTS THAT ACCRUE TO SHAREHOLDERS UPON ISSUE
OF SHARES, ON THE UNDERSTANDING THAT THIS AUTHORITY IS
LIMITED TO 10% OF THE ISSUED SHARE CAPITAL OF THE
COMPANY, PLUS AN ADDITIONAL 10% OF THE ISSUED SHARE
CAPITAL OF THE COMPANY IN CONNECTION WITH OR ON THE
OCCASION OF MERGERS AND ACQUISITIONS.
PROPOSAL #13.: AUTHORIZATION OF THE BOARD OF DIRECTORS ISSUER NO N/A N/A
TO PURCHASE SHARES IN THE COMPANY ANDDEPOSITARY
RECEIPTS THEREFORE: IT IS PROPOSED THAT THE BOARD OF
DIRECTORS BE AUTHORIZED, IN ACCORDANCE WITH ARTICLE 98
OF BOOK 2 OF THE NETHERLANDS CIVIL CODE, UNTIL 15 NOV
2008 TO CAUSE THE COMPANY TO BUY IN ITS OWN SHARES
AND DEPOSITARY RECEIPTS THEREFOR, WITHIN THE LIMITS
SET BY LAW ?10% OF THE ISSUED SHARE CAPITAL?, EITHER
THROUGH PURCHASE ON A STOCK EXCHANGE OR OTHERWISE, AT
A PRICE, EXCLUDING EXPENSES, NOT LOWER THAN THE
NOMINAL VALUE OF THE SHARES AND NOT HIGHER THAN 10%
ABOVE THE AVERAGE OF THE CLOSING PRICE OF THE SHARES
ON EUROLIST BY EURONEXT AMSTERDAM FOR THE 5 BUSINESS
DAYS BEFORE THE DAY ON WHICH THE PURCHASE IS MADE.
PROPOSAL #14.: QUESTIONS. ISSUER NO N/A N/A
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNISYS CORPORATION
TICKER: UIS CUSIP: 909214108
MEETING DATE: 4/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: HENRY C. DUQUES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CLAYTON M. JONES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THEODORE E. MARTIN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: APPROVE THE UNISYS CORPORATION 2007 ISSUER YES FOR FOR
LONG-TERM INCENTIVE AND EQUITY COMPENSATION PLAN
PROPOSAL #04: STOCKHOLDER PROPOSAL (POLITICAL SHAREHOLDER YES ABSTAIN AGAINST
CONTRIBUTIONS)
PROPOSAL #05: STOCKHOLDER PROPOSAL (SUSTAINABILITY SHAREHOLDER YES ABSTAIN AGAINST
REPORT)
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: US AIRWAYS GROUP, INC.
TICKER: LCC CUSIP: 90341W108
MEETING DATE: 5/15/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DENISE M. O'LEARY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE M. PHILIP ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. STEVEN WHISLER ISSUER YES FOR FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF KPMG LLP TO ISSUER YES FOR FOR
SERVE AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2007.
PROPOSAL #03: STOCKHOLDER PROPOSAL RELATING TO SHAREHOLDER YES ABSTAIN AGAINST
DISCLOSURE OF POLITICAL CONTRIBUTIONS.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: VIRGIN MEDIA INC
TICKER: VMED CUSIP: 92769L101
MEETING DATE: 5/16/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JEFFREY D. BENJAMIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID ELSTEIN ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: GORDON MCCALLUM ISSUER YES FOR FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF ERNST & YOUNG ISSUER YES FOR FOR
LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2007.
PROPOSAL #03: APPROVAL OF THE VIRGIN MEDIA 2007 ISSUER YES AGAINST AGAINST
SHARESAVE PLAN.
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WALTER INDUSTRIES, INC.
TICKER: WLT CUSIP: 93317Q105
MEETING DATE: 4/25/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: HOWARD L. CLARK, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JERRY W. KOLB ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PATRICK A. KRIEGSHAUSER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARK J. O'BRIEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VICTOR P. PATRICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BERNARD G. RETHORE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE R. RICHMOND ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL T. TOKARZ ISSUER YES FOR FOR
- ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WYETH
TICKER: WYE CUSIP: 983024100
MEETING DATE: 4/26/2007 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT ESSNER ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN D. FEERICK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: FRANCES D. ISSUER YES FOR FOR
FERGUSSON, PH.D.
PROPOSAL #1D: ELECTION OF DIRECTOR: VICTOR F. GANZI ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT LANGER, ISSUER YES FOR FOR
SC.D.
PROPOSAL #1F: ELECTION OF DIRECTOR: JOHN P. MASCOTTE ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: RAYMOND J. MCGUIRE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: MARY LAKE POLAN, ISSUER YES FOR FOR
M.D., PH.D., M.P.H.
PROPOSAL #1I: ELECTION OF DIRECTOR: BERNARD POUSSOT ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: GARY L. ROGERS ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: IVAN G. SEIDENBERG ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: WALTER V. SHIPLEY ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: JOHN R. TORELL III ISSUER YES FOR FOR
PROPOSAL #02: VOTE TO RATIFY PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007
PROPOSAL #03: VOTE TO AMEND THE CERTIFICATE OF ISSUER YES FOR FOR
INCORPORATION TO ELIMINATE SUPERMAJORITY VOTE
REQUIREMENTS
PROPOSAL #04: VOTE TO AMEND AND RESTATE THE 2005 STOCK ISSUER YES FOR FOR
INCENTIVE PLAN FOR TAX COMPLIANCE
PROPOSAL #05: DISCLOSURE OF ANIMAL WELFARE POLICY SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #06: REPORT ON LIMITING SUPPLY OF SHAREHOLDER YES ABSTAIN AGAINST
PRESCRIPTION DRUGS IN CANADA
PROPOSAL #07: DISCLOSURE OF POLITICAL CONTRIBUTIONS SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #08: RECOUPMENT OF INCENTIVE BONUSES SHAREHOLDER YES AGAINST FOR
PROPOSAL #09: INTERLOCKING DIRECTORSHIPS SHAREHOLDER YES AGAINST FOR
PROPOSAL #10: PROPOSAL WITHDRAWN. NO VOTE REQUIRED ISSUER NO N/A N/A
PROPOSAL #11: SEPARATING THE ROLES OF CHAIRMAN AND CEO SHAREHOLDER YES AGAINST FOR
PROPOSAL #12: STOCKHOLDER ADVISORY VOTE ON COMPENSATION SHAREHOLDER YES AGAINST FOR
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
VANGUARD MALVERN FUNDS
By: /s/John J. Brennan
(Heidi Stam)
John J. Brennan*
Chairman & Chief Executive Officer
Date: August 31, 2007
*By Power of Attorney, Filed on August 22, 2007, see File Number 333-145624. Incorporated by Reference.
