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, 2008 - JUNE 30, 2009
FUND: VANGUARD CAPITAL VALUE FUND
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ACE LIMITED
TICKER: ACE CUSIP: G0070K103
MEETING DATE: 7/14/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MICHAEL G. ATIEH ISSUER YES FOR FOR
TO TERM EXPIRING IN 2009.
PROPOSAL #1B: ELECTION OF DIRECTOR: MARY A. CIRILLO ISSUER YES FOR FOR
TO TERM EXPIRING IN 2009.
PROPOSAL #1C: ELECTION OF DIRECTOR: BRUCE L. CROCKETT ISSUER YES FOR FOR
TO TERM EXPIRING IN 2009.
PROPOSAL #1D: ELECTION OF DIRECTOR: THOMAS J. NEFF TO ISSUER YES FOR FOR
TERM EXPIRING IN 2009.
PROPOSAL #1E: ELECTION OF DIRECTOR: GARY M. STUART TO ISSUER YES FOR FOR
TERM EXPIRING IN 2009.
PROPOSAL #1F: ELECTION OF DIRECTOR: ROBERT M. ISSUER YES FOR FOR
HERNANDEZ TO TERM EXPIRING IN 2010.
PROPOSAL #1G: ELECTION OF DIRECTOR: PETER MENIKOFF TO ISSUER YES FOR FOR
TERM EXPIRING IN 2010.
PROPOSAL #1H: ELECTION OF DIRECTOR: ROBERT RIPP TO ISSUER YES FOR FOR
TERM EXPIRING IN 2010.
PROPOSAL #1I: ELECTION OF DIRECTOR: DERMOT F. SMURFIT ISSUER YES FOR FOR
TO TERM EXPIRING IN 2010.
PROPOSAL #1J: ELECTION OF DIRECTOR: EVAN G. GREENBERG ISSUER YES FOR FOR
TO TERM EXPIRING IN
PROPOSAL #1K: ELECTION OF DIRECTOR: JOHN A. KROL TO ISSUER YES FOR FOR
TERM EXPIRING IN 2011.
PROPOSAL #1L: ELECTION OF DIRECTOR: LEO F. MULLIN TO ISSUER YES FOR FOR
TERM EXPIRING IN 2011.
PROPOSAL #1M: ELECTION OF DIRECTOR: OLIVIER STEIMER ISSUER YES FOR FOR
TO TERM EXPIRING IN 2011.
PROPOSAL #02: APPROVAL OF THE AMENDMENT (THE DE- ISSUER YES FOR FOR
REGISTRATION AMENDMENT) TO THE COMPANY'S MEMORANDUM
OF ASSOCIATION AND ARTICLES OF ASSOCIATION TO PERMIT
THE DEREGISTRATION OF THE COMPANY FROM THE CAYMAN
PROPOSAL #03: APPROVAL OF THE AMENDMENT (THE ISSUER YES FOR FOR
FINANCIAL STATEMENT AMENDMENT) TO THE COMPANY'S
ARTICLES OF ASSOCIATION TO REQUIRE THE COMPANY TO
PREPARE AND PROVIDE TO SHAREHOLDERS NOT LESS THAN
ANNUALLY AN UNCONSOLIDATED BALANCE SHEET OF THE
COMPANY VALUING THE COMPANY'S INVESTMENT IN ITS
SUBSIDIARIES ON A MARK-TO-MARKET BASIS
PROPOSAL #04: APPROVAL OF AMENDMENTS TO THE ARTICLES ISSUER YES FOR FOR
OF ASSOCIATION WHICH WILL HAVE THE EFFECT OF
INCREASING THE PAR VALUE OF THE ORDINARY SHARES FROM
$0.041666667 TO AN AMOUNT IN SWISS FRANCS EQUAL TO
$11,000,000,000 DIVIDED BY THE NUMBER OF OUR ORDINARY
SHARES OUTSTANDING AS OF THE CLOSE OF BUSINESS ON
JULY 10, 2008 AND CONVERTED INTO SWISS FRANCS USING
THE THEN MOST RECENTLY AVAILABLE NOON BUYING RATE IN
NEW YORK CERTIFIED BY THE FEDERAL RESERVE BANK OF NEW
YORK FOR CUSTOMS PURPOSES, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT
PROPOSAL #05: APPROVAL OF THE COMPANY'S DE- ISSUER YES FOR FOR
REGISTRATION FROM THE CAYMAN ISLANDS AND CONTINUATION
IN SWITZERLAND (THE CONTINUATION)
PROPOSAL #06: APPROVAL OF THE NAME OF THE COMPANY ISSUER YES FOR FOR
PROPOSAL #07: APPROVAL OF THE CHANGE OF THE PURPOSE ISSUER YES FOR FOR
OF THE COMPANY
PROPOSAL #08: APPROVAL OF THE REARRANGEMENT OF THE ISSUER YES FOR FOR
COMPANY'S EXISTING SHARE CAPITAL
PROPOSAL #09: APPROVAL OF THE COMPANY'S ARTICLES OF ISSUER YES FOR FOR
ASSOCIATION
PROPOSAL #10: CONFIRMATION OF SWISS LAW AS THE ISSUER YES FOR FOR
AUTHORITATIVE LEGISLATION GOVERNING THE COMPANY
PROPOSAL #11: CONFIRMATION OF THE PRINCIPAL PLACE OF ISSUER YES FOR FOR
BUSINESS OF THE COMPANY AS ZURICH, SWITZERLAND
PROPOSAL #12: APPOINTMENT OF BDO VISURA AS SPECIAL ISSUER YES FOR FOR
AUDITOR UNTIL OUR NEXT ANNUAL GENERAL MEETING
PROPOSAL #13: APPROVAL OF THE COMPANY'S 2004 LONG- ISSUER YES FOR FOR
TERM INCENTIVE PLAN AS AMENDED THROUGH THE FOURTH
PROPOSAL #14: APPOINTMENT OF PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
LLP AS OUR THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM AND, IF THE CONTINUATION IS APPROVED
AND AS REQUIRED BY SWISS LAW, TO ELECT
PRICEWATERHOUSECOOPERS AG AS OUR STATUTORY AUDITOR
FOR A ONE YEAR TERM UNTIL OUR NEXT ANNUAL GENERAL
PROPOSAL #15: APPROVAL OF PAYMENT OF A DIVIDEND ISSUER YES FOR FOR
THROUGH A REDUCTION OF THE PAR VALUE OF OUR SHARES IN
AN AMOUNT EQUAL TO THE SWISS FRANC EQUIVALENT OF
$0.87, CONVERTED INTO SWISS FRANCS USING THE MOST
RECENTLY AVAILABLE NOON BUYING RATE IN NEW YORK
CERTIFIED BY THE FEDERAL RESERVE BANK OF NEW YORK FOR
CUSTOMS PURPOSES AS OF THE CLOSE OF BUSINESS ON JULY
9, 2008, AND PAYMENT OF SUCH AMOUNT IN THREE EQUAL
INSTALLMENTS AT SUCH TIMES DURING THE PERIOD THROUGH
OUR NEXT ANNUAL GENERAL MEETING AS DETERMINED BY THE
BOARD OF DIRECTORS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: AETNA INC.
TICKER: AET CUSIP: 00817Y108
MEETING DATE: 5/29/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: FRANK M. CLARK ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: BETSY Z. COHEN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MOLLY J. COYE, ISSUER YES FOR FOR
M.D.
PROPOSAL #1D: ELECTION OF DIRECTOR: ROGER N. FARAH ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: BARBARA HACKMAN ISSUER YES FOR FOR
FRANKLIN
PROPOSAL #1F: ELECTION OF DIRECTOR: JEFFREY E. GARTEN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: EARL G. GRAVES ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: GERALD GREENWALD ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: ELLEN M. HANCOCK ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: RICHARD J. ISSUER YES FOR FOR
HARRINGTON
PROPOSAL #1K: ELECTION OF DIRECTOR: EDWARD J. LUDWIG ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JOSEPH P. NEWHOUSE ISSUER YES FOR FOR
PROPOSAL #1M: 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: SHAREHOLDER PROPOSAL ON CUMULATIVE SHAREHOLDER YES AGAINST FOR
VOTING.
PROPOSAL #04: SHAREHOLDER PROPOSAL ON NOMINATING A SHAREHOLDER YES AGAINST FOR
RETIRED AETNA EXECUTIVE TO THE BOARD.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: AGILENT TECHNOLOGIES, INC.
TICKER: A CUSIP: 00846U101
MEETING DATE: 3/11/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: WILLIAM P. SULLIVAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT J. HERBOLD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KOH BOON HWEE ISSUER YES FOR FOR
PROPOSAL #02: THE RATIFICATION OF THE AUDIT AND ISSUER YES FOR FOR
FINANCE COMMITTEE'S APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS AGILENT'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: THE APPROVAL OF THE AGILENT ISSUER YES FOR FOR
TECHNOLOGIES, INC. 2009 STOCK PLAN.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ALLIANT TECHSYSTEMS INC.
TICKER: ATK CUSIP: 018804104
MEETING DATE: 8/5/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: FRANCES D. COOK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARTIN C. FAGA 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: MARK H. RONALD 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 AMENDMENT TO THE RESTATED ISSUER YES AGAINST AGAINST
CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER
OF SHARES OF AUTHORIZED COMMON STOCK FROM 90,000,000
TO 180,000,000
PROPOSAL #04: STOCKHOLDER PROPOSAL - HEALTH CARE SHAREHOLDER YES ABSTAIN AGAINST
REFORM PRINCIPLES THE BOARD OF DIRECTORS
RECOMMENDS A VOTE AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ARCELORMITTAL
TICKER: MT CUSIP: 03938L104
MEETING DATE: 5/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #A1: APPROVAL OF THE CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS FOR THE FINANCIAL YEAR 2008.
PROPOSAL #A2: APPROVAL OF THE PARENT COMPANY ANNUAL ISSUER YES FOR FOR
ACCOUNTS FOR THE FINANCIAL YEAR 2008.
PROPOSAL #A3: ALLOCATION OF RESULTS IN RELATION TO ISSUER YES FOR FOR
THE FINANCIAL YEAR 2008.
PROPOSAL #A4: DETERMINATION OF THE DIVIDEND. ISSUER YES FOR FOR
PROPOSAL #A5: DETERMINATION OF DIRECTORS' ISSUER YES FOR FOR
COMPENSATION AND ATTENDANCE FEES.
PROPOSAL #A6: DISCHARGE OF THE DIRECTORS. ISSUER YES FOR FOR
PROPOSAL #A7: STATUTORY ELECTIONS OF MEMBERS OF THE ISSUER YES FOR FOR
BOARD OF DIRECTORS- TTHE GENERAL MEETING ACKNOWLEDGES
THE END OF THE MANDATES OF SIX DIRECTORS, BEING
MESSRS. MARTI, SILVA DE FREITAS, ROSS, VAGHUL,
PINAULT AND HANSEN, AND RE-ELECTS THE FOLLOWING THREE
MEMBERS OF THE BOARD OF DIRECTORS FOR A THREE-YEAR
PROPOSAL #A8: RE-ELECTION OF DIRECTOR: NARAYANAN ISSUER YES AGAINST AGAINST
VAGHUL.
PROPOSAL #A9: RE-ELECTION OF DIRECTOR: WILBUR L. ROSS. ISSUER YES AGAINST AGAINST
PROPOSAL #A10: RE-ELECTION OF DIRECTOR: FRANCOIS ISSUER YES AGAINST AGAINST
PINAULT.
PROPOSAL #A11: RENEWAL OF THE AUTHORISATION OF THE ISSUER YES AGAINST AGAINST
BOARD OF DIRECTORS OF THE COMPANY AND OF THE
CORPORATE BODIES OF OTHER COMPANIES IN THE
ARCELORMITTAL GROUP TO ACQUIRE SHARES IN THE COMPANY.
PROPOSAL #A12: APPOINTMENT OF AN INDEPENDENT COMPANY ISSUER YES FOR FOR
AUDITOR FOR THE PURPOSES OF THE PARENT COMPANY ANNUAL
ACCOUNTS AND THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR 2009.
PROPOSAL #A13: DECISION TO GRANT THE BOARD OF ISSUER YES FOR FOR
DIRECTORS THE OPTION TO PAY BONUSES IN RELATION TO
THE FINANCIAL YEARS 2008 AND 2009 PARTLY IN SHARES
AND IN CASH.
PROPOSAL #A14: DECISION TO AUTHORISE THE BOARD OF ISSUER YES AGAINST AGAINST
DIRECTORS TO ISSUE SHARE OPTIONS OR OTHER EQUITY
BASED AWARDS UNDER THE LONG TERM INCENTIVE PLAN 2009-
PROPOSAL #A15: DECISION TO AUTHORISE THE BOARD OF ISSUER YES FOR FOR
DIRECTORS TO IMPLEMENT THE EMPLOYEE SHARE PURCHASE
PLAN 2009.
PROPOSAL #E16: DECISION TO (I) RENEW FOR A FIVE-YEAR ISSUER YES FOR FOR
PERIOD THE AUTHORISED SHARE CAPITAL OF EUR
7,082,460,000 REPRESENTED BY 1,617,000,000 SHARES
WITHOUT NOMINAL VALUE, COMPARED TO THE COMPANY'S
ISSUED SHARE CAPITAL OF EUR 6,345,859,399.86
REPRESENTED BY 1,448,826,347 SHARES WITHOUT NOMINAL
VALUE, REPRESENTING A POTENTIAL MAXIMUM INCREASE IN
THE COMPANY'S ISSUED SHARE CAPITAL OF 168,173,653 NEW
SHARES, AND (II) AUTHORISE THE BOARD OF DIRECTORS OF
THE COMPANY TO ISSUE, WITHIN THE LIMIT OF SUCH
AUTHORISED SHARE CAPITAL, NEW SHARES FOR VARIOUS
TRANSACTIONS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ARCELORMITTAL
TICKER: MT CUSIP: 03938L104
MEETING DATE: 6/17/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: DECISION TO (I) RENEW FOR A FIVE-YEAR ISSUER NO N/A N/A
PERIOD THE AUTHORISED SHARE CAPITAL OF EUR
7,082,460,000 REPRESENTED BY 1,617,000,000 SHARES
WITHOUT NOMINAL VALUE, AND (II) AUTHORISE THE BOARD
TO ISSUE, NEW SHARES FOR VARIOUS TYPES OF
TRANSACTIONS, AND TO AMEND ARTICLE 5.5 OF THE
ARTICLES OF ASSOCIATION OF THE COMPANY.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANK OF AMERICA CORPORATION
TICKER: BAC CUSIP: 060505104
MEETING DATE: 12/5/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: A PROPOSAL TO APPROVE THE ISSUANCE OF ISSUER YES FOR FOR
SHARES OF BANK OF AMERICA COMMON STOCK AS
CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER,
DATED AS OF SEPTEMBER 15, 2008, BY AND BETWEEN
MERRILL LYNCH & CO., INC. AND BANK OF AMERICA
CORPORATION, AS SUCH AGREEMENT MAY BE AMENDED FROM
PROPOSAL #02: A PROPOSAL TO APPROVE AN AMENDMENT TO ISSUER YES FOR FOR
THE 2003 KEY ASSOCIATE STOCK PLAN, AS AMENDED AND
RESTATED.
PROPOSAL #03: A PROPOSAL TO ADOPT AN AMENDMENT TO THE ISSUER YES FOR FOR
BANK OF AMERICA AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED
SHARES OF BANK OF AMERICA COMMON STOCK FROM 7.5
BILLION TO 10 BILLION.
PROPOSAL #04: A PROPOSAL TO APPROVE THE ADJOURNMENT ISSUER YES FOR FOR
OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES, IN THE EVENT THAT
THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE
SPECIAL MEETING TO APPROVE THE FOREGOING PROPOSALS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANK OF AMERICA CORPORATION
TICKER: BAC CUSIP: 060505104
MEETING DATE: 4/29/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WILLIAM BARNET, ISSUER YES FOR FOR
III
PROPOSAL #1B: ELECTION OF DIRECTOR: FRANK P. BRAMBLE, ISSUER YES FOR FOR
SR.
PROPOSAL #1C: ELECTION OF DIRECTOR: VIRGIS W. COLBERT ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN T. COLLINS ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GARY L. COUNTRYMAN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: TOMMY R. FRANKS ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: CHARLES K. GIFFORD 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: JOSEPH W. PRUEHER ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: CHARLES O. ISSUER YES FOR FOR
ROSSOTTI
PROPOSAL #1O: ELECTION OF DIRECTOR: THOMAS M. RYAN ISSUER YES FOR FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: O. TEMPLE SLOAN, ISSUER YES FOR FOR
JR.
PROPOSAL #1Q: ELECTION OF DIRECTOR: ROBERT L. TILLMAN ISSUER YES FOR FOR
PROPOSAL #1R: 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 2009
PROPOSAL #03: AN ADVISORY (NON-BINDING) VOTE ISSUER YES FOR FOR
APPROVING EXECUTIVE COMPENSATION
PROPOSAL #04: STOCKHOLDER PROPOSAL - DISCLOSURE OF SHAREHOLDER YES ABSTAIN AGAINST
GOVERNMENT EMPLOYMENT
PROPOSAL #05: STOCKHOLDER PROPOSAL - ADVISORY VOTE ON SHAREHOLDER YES AGAINST FOR
EXEC COMP
PROPOSAL #06: STOCKHOLDER PROPOSAL - CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
PROPOSAL #07: STOCKHOLDER PROPOSAL - SPECIAL SHAREHOLDER YES AGAINST FOR
STOCKHOLDER MEETINGS
PROPOSAL #08: STOCKHOLDER PROPOSAL - INDEPENDENT SHAREHOLDER YES AGAINST FOR
BOARD CHAIRMAN
PROPOSAL #09: STOCKHOLDER PROPOSAL - PREDATORY CREDIT SHAREHOLDER YES ABSTAIN AGAINST
CARD LENDING PRACTICES
PROPOSAL #10: STOCKHOLDER PROPOSAL - ADOPTION OF SHAREHOLDER YES ABSTAIN AGAINST
PRINCIPLES FOR HEALTH CARE REFORM
PROPOSAL #11: STOCKHOLDER PROPOSAL - LIMITS ON EXEC SHAREHOLDER YES AGAINST FOR
COMP
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CAMECO CORPORATION
TICKER: CCJ CUSIP: 13321L108
MEETING DATE: 5/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: THE UNDERSIGNED HEREBY DECLARES THAT ISSUER YES ABSTAIN AGAINST
THE SHARES REPRESENTED BY THIS VOTING INSTRUCTION
FORM ARE HELD, BENEFICIALLY OWNED OR CONTROLLED,
EITHER DIRECTLY OR INDIRECTLY, BY A RESIDENT OF
CANADA AS DEFINED ON THE VOTING INSTRUCTION FORM. IF
THE SHARES ARE HELD IN THE NAMES OF TWO OR MORE
PEOPLE, I HEREBY DECLARE THAT ALL OF THESE PEOPLE ARE
RESIDENTS OF CANADA.
ELECTION OF DIRECTOR: JOHN H. CLAPPISON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOE F. COLVIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES R. CURTISS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE S. DEMBROSKI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DONALD H.F. DERANGER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES K. GOWANS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GERALD W. GRANDEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NANCY E. HOPKINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: OYVIND HUSHOVD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.W. GEORGE IVANY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. ANNE MCLELLAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. NEIL MCMILLAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT W. PETERSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VICTOR J. ZALESCHUK ISSUER YES FOR FOR
PROPOSAL #03: APPOINT KPMG LLP AS AUDITORS ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHAODA MODERN AGRICULTURE HLDGS LTD
TICKER: N/A CUSIP: G2046Q107
MEETING DATE: 12/10/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive and approve the audited ISSUER YES FOR FOR
financial statements and the reports of the Directors
and the Auditors for the FYE 30 JUN 2008
PROPOSAL #2.: Approve the final dividend for the FYE ISSUER YES FOR FOR
30 JUN 2008
PROPOSAL #3.A: Re-elect Mr. Fong Jao as an Executive ISSUER YES FOR FOR
Director of the Company
PROPOSAL #3.B: Re-elect Mr. Chen Jun Hua as an ISSUER YES FOR FOR
Executive Director of the Company
PROPOSAL #3.C: Re-elect Mr. Chan Chi Po, Andy as an ISSUER YES FOR FOR
Executive Director of the Company
PROPOSAL #3.D: Re-elect Professor Lin Shun Quan as an ISSUER YES AGAINST AGAINST
Independent Non-Executive Director of the Company
PROPOSAL #3.E: Authorize the Board of Directors of ISSUER YES FOR FOR
the Company [the Directors] to fix the remuneration
of the Directors'
PROPOSAL #4.: Re-appoint Grant Thornton as the ISSUER YES FOR FOR
Auditors of the Company and authorize the Directors
to fix their remuneration
PROPOSAL #5.A: Approve, conditional upon the Listing ISSUER YES FOR FOR
Committee of the Stock Exchange of Hong Kong Limited
[the 'Stock Exchange'] granting the listing of, and
permission to deal in, the Bonus Shares [as defined
below] to be issued pursuant to this resolution, an
amount of approximately HKD 9,739,872.10 standing to
the credit of the share premium account of the
Company capitalized in accordance with Article 142 of
the Articles of Association of the Company and
authorize the Directors to apply such amount in
paying up in full at par 97,398,721 new ordinary
shares of HKD 0.10 each in the capital of the Company
[the 'Bonus Shares'] to be allotted, issued and
distributed, credited as fully paid, to the Members
of the Company whose names appear on the register of
the Members of the Company at the close of business
on 10 DEC 2008 on the basis of one Bonus Share for
every 25 existing issued shares of the Company held
[the 'Bonus Issue']; the Bonus Shares shall rank pari
passu in all respects with the then existing issued
shares of the Company except that they will not be
entitled to participate in any dividend declared or
recommended by the Company in respect of the FYE 30
JUN 2008; no fractional Bonus Shares shall be
allotted to Members of the Company and fractional
entitlements [if any] will be aggregated and sold for
the benefit of the Company; and to do all acts and
things as may be necessary and expedient in
connection with or to give effect to the Bonus Issue
including but not limited to the issue of the Bonus
Shares, adjusting the amount to be capitalized out of
the share premium account of the Company and
adjusting the number of the Bonus Shares to be
PROPOSAL #5.B: Authorize the Directors of the Company ISSUER YES FOR FOR
to purchase, or otherwise acquire shares of HKD 0.10
each in the capital of the Company on The Stock
Exchange or on any other stock exchange on which the
shares of the Company may be listed and recognized by
the Securities and Futures Commission of Hong Kong
and the Stock Exchange for this purpose, subject to
and in accordance with all applicable laws and
requirements of the Rules Governing the Listing of
Securities on The Stock Exchange [as amended from
time to time], not exceeding 10% of the aggregate
nominal amount of the issued share capital of the
Company; [Authority expires the earlier of the
conclusion of the next AGM of the Company or the
expiration of the period within which the next AGM of
the Company is required by the Articles of
Association of the Company or any applicable laws to
PROPOSAL #5.C: Authorize the Directors of the Company ISSUER YES AGAINST AGAINST
to allot, issue and deal with additional shares in
the capital of the Company and make or grant offers,
agreements, options [including bonds, warrants and
debentures convertible into shares of the Company]
and rights of exchange or conversion which might
require the exercise of such powers during and after
the end of the relevant period, shall not exceed 20%
of the aggregate amount of share capital of the
Company in issue as at the date of passing this
resolution, and otherwise than pursuant to: a) a
rights issue [as defined below]; or b) the exercise
of options under any share option scheme or similar
arrangement for the time being adopted for the grant
or issue to option holders of shares in the Company;
or c) the exercise of any rights of conversion under
any convertible bonds, debentures or notes issued by
the Company; or d) the exercise of the subscription
rights attaching to any warrants which may be issued
by the Company; and/or e) the issue of bonus shares
pursuant to the passing of the resolution in No.5(A)
and/or any scrip dividend and/or other similar
arrangement provided for the allotment of shares in
lieu of the whole or part of a dividend on shares of
the Company in accordance with the Articles of
Association of the Company from time to time;
[Authority expires the earlier of the conclusion of
the next AGM of the Company or the expiration of the
period within which the next AGM of the Company is
required by the Articles of Association of the
PROPOSAL #5.D: Approve, conditional upon the passing ISSUER YES AGAINST AGAINST
of Resolutions 5.B and 5.C, to extend the general
mandate granted to the Directors of the Company to
allot, issue and otherwise deal with the shares of
the Company pursuant to Resolution 5.C by the
addition thereto of an amount representing the
aggregate nominal amount of the shares of the Company
purchased or otherwise acquired by the Company
pursuant to Resolution 5.B, provided that such amount
does not exceed 10% of the aggregate nominal amount
of the issued share capital of the Company at the
date of passing this resolution
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHAODA MODERN AGRICULTURE (HOLDINGS) LTD
TICKER: N/A CUSIP: G2046Q107
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve to enter into the organic ISSUER YES FOR FOR
fertilizers supply agreement dated 15 MAY 2009 made
between Fuzhou Chaoda Modern Agriculture Development
Company Limited and Fujian Chaoda Agricultural
Produce Trading Company Limited [the 2009 Agreement,
as specified]; the proposed transactions [as
specified] subject to the proposed annual caps [as
specified]; the proposed annual caps [as specified];
authorize the Directors of the Company [the
Directors] from time to time to approve and/or to
enter into, on behalf of the Company, any matter or
transactions at any time relating to or under the
2009 Agreement subject to the proposed annual caps
[as specified]; and authorize each of the Directors
to sign, seal, execute, perfect and deliver all such
documents, undertakings and deeds or to do anything
on behalf of the Company which he or she may consider
necessary, desirable or expedient for the purposes
of or in connection with, the implementation of the
2009 Agreement, the proposed transactions [as
specified] and/or the proposed annual caps [as
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHARLES RIVER LABORATORIES INTL., INC.
TICKER: CRL CUSIP: 159864107
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JAMES C. FOSTER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NANCY T. CHANG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEPHEN D. CHUBB ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DEBORAH T. KOCHEVAR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE E. MASSARO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE M. MILNE, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C. RICHARD REESE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DOUGLAS E. ROGERS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SAMUEL O. THIER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM H. WALTRIP ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO APPROVE AN AMENDMENT TO THE ISSUER YES FOR FOR
COMPANY'S 2007 INCENTIVE PLAN TO INCREASE THE NUMBER
OF SHARES OF COMMON STOCK FOR ISSUANCE THEREUNDER
FROM 6,300,000 TO 8,800,000.
PROPOSAL #03: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE
FISCAL YEAR ENDING DECEMBER 26, 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CISCO SYSTEMS, INC.
TICKER: CSCO CUSIP: 17275R102
MEETING DATE: 11/13/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CAROL A. BARTZ ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: M. MICHELE BURNS ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MICHAEL D. ISSUER YES FOR FOR
CAPELLAS
PROPOSAL #1D: ELECTION OF DIRECTOR: LARRY R. CARTER ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JOHN T. CHAMBERS ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: BRIAN L. HALLA ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: DR. JOHN L. ISSUER YES FOR FOR
HENNESSY
PROPOSAL #1H: ELECTION OF DIRECTOR: RICHARD M. ISSUER YES FOR FOR
KOVACEVICH
PROPOSAL #1I: ELECTION OF DIRECTOR: RODERICK C. ISSUER YES FOR FOR
MCGEARY
PROPOSAL #1J: ELECTION OF DIRECTOR: MICHAEL K. POWELL ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: STEVEN M. WEST ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JERRY YANG ISSUER YES AGAINST AGAINST
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 25, 2009.
PROPOSAL #03: PROPOSAL SUBMITTED BY A SHAREHOLDER TO SHAREHOLDER YES ABSTAIN AGAINST
AMEND THE COMPANY'S BYLAWS TO ESTABLISH A BOARD
COMMITTEE ON HUMAN RIGHTS.
PROPOSAL #04: 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 PROXY
STATEMENT.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CLIFFS NATURAL RESOURCES INC.
TICKER: CLF CUSIP: 18683K101
MEETING DATE: 5/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: R.C. CAMBRE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.A. CARRABBA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.M. CUNNINGHAM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: B.J. ELDRIDGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.M. GREEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.D. IRELAND III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: F.R. MCALLISTER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. PHILLIPS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R.K. RIEDERER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. SCHWARTZ ISSUER YES FOR FOR
PROPOSAL #02: A PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM TO EXAMINE OUR CONSOLIDATED
FINANCIAL STATEMENTS FOR THE 2009 FISCAL YEAR.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COMCAST CORPORATION
TICKER: CMCSA CUSIP: 20030N101
MEETING DATE: 5/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: S. DECKER ANSTROM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KENNETH J. BACON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SHELDON M. BONOVITZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD D. BREEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JULIAN A. BRODSKY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOSEPH J. COLLINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. MICHAEL COOK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GERALD L. HASSELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEFFREY A. HONICKMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRIAN L. ROBERTS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RALPH J. ROBERTS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DR. JUDITH RODIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL I. SOVERN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS ISSUER YES FOR FOR
PROPOSAL #03: APPROVAL OF OUR 2002 EMPLOYEE STOCK ISSUER YES FOR FOR
PURCHASE PLAN, AS AMENDED AND RESTATED
PROPOSAL #04: APPROVAL OF OUR 2002 RESTRICTED STOCK ISSUER YES FOR FOR
PLAN, AS AMENDED AND RESTATED
PROPOSAL #05: APPROVAL OF OUR 2003 STOCK OPTION PLAN, ISSUER YES FOR FOR
AS AMENDED AND RESTATED
PROPOSAL #06: IDENTIFY ALL EXECUTIVE OFFICERS WHO SHAREHOLDER YES AGAINST FOR
EARN IN EXCESS OF $500,000
PROPOSAL #07: OBTAIN SHAREHOLDER APPROVAL OF CERTAIN SHAREHOLDER YES AGAINST FOR
FUTURE DEATH BENEFIT ARRANGEMENTS
PROPOSAL #08: ADOPT AN ANNUAL VOTE ON EXECUTIVE SHAREHOLDER YES AGAINST FOR
COMPENSATION
PROPOSAL #09: ADOPT A RECAPITALIZATION PLAN SHAREHOLDER YES FOR AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CONSOL ENERGY INC.
TICKER: CNX CUSIP: 20854P109
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN WHITMIRE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. BRETT HARVEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES E. ALTMEYER, SR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PHILIP W. BAXTER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM E. DAVIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RAJ K. GUPTA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PATRICIA A. HAMMICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID C. HARDESTY, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN T. MILLS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM P. POWELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOSEPH T. WILLIAMS ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF ANTICIPATED SELECTION ISSUER YES FOR FOR
OF INDEPENDENT AUDITOR: ERNST & YOUNG LLP.
PROPOSAL #03: CONSOL ENERGY INC. AMENDMENT AND ISSUER YES FOR FOR
RESTATEMENT OF EQUITY INCENTIVE PLAN.
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING MAJORITY SHAREHOLDER YES AGAINST FOR
VOTING.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING EARLY SHAREHOLDER YES AGAINST FOR
DISCLOSURE OF VOTING RESULTS OF SHAREHOLDER PROPOSALS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CTRIP.COM INTERNATIONAL, LTD.
TICKER: CTRP CUSIP: 22943F100
MEETING DATE: 9/30/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1: THE COMPANY IS HEREBY APPROVED AND ISSUER YES AGAINST AGAINST
AUTHORIZED, BUT NOT OBLIGATED, TO PURCHASE ITS OWN
AMERICAN DEPOSITARY SHARES (ADS) WITH AN AGGREGATE
VALUE OF US$15 MILLION BY A REPURCHASE OF
CORRESPONDING ORDINARY SHARES FROM THE DEPOSITARY, TO
BE FUNDED OUT OF THE CAPITAL OF THE COMPANY, ALL AS
MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CUMMINS INC.
TICKER: CMI CUSIP: 231021106
MEETING DATE: 5/12/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT J. BERNHARD ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ROBERT J. DARNALL ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: ROBERT K. HERDMAN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ALEXIS M. HERMAN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: N. THOMAS ISSUER YES FOR FOR
LINEBARGER
PROPOSAL #1F: ELECTION OF DIRECTOR: WILLIAM I. MILLER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: GEORGIA R. NELSON ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: THEODORE M. SOLSO ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: CARL WARE ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS AUDITORS FOR THE YEAR
2009.
PROPOSAL #03: PROPOSAL TO AMEND 2003 STOCK INCENTIVE ISSUER YES FOR FOR
PLAN.
PROPOSAL #04: PROPOSAL TO REAPPROVE INCENTIVE PLAN ISSUER YES FOR FOR
PERFORMANCE SHARES.
PROPOSAL #05: PROPOSAL TO ADOPT INTERNATIONAL LABOR SHAREHOLDER YES ABSTAIN AGAINST
ORGANIZATION STANDARDS, ETC.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DEERE & COMPANY
TICKER: DE CUSIP: 244199105
MEETING DATE: 2/25/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CRANDALL C. BOWLES ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: VANCE D. COFFMAN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: CLAYTON M. JONES ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: THOMAS H. PATRICK 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 2009
PROPOSAL #03: STOCKHOLDER PROPOSAL #1 - ANNUAL ISSUER YES FOR FOR
ELECTION OF DIRECTORS
PROPOSAL #04: STOCKHOLDER PROPOSAL #2 - ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
ON EXECUTIVE COMPENSATION
PROPOSAL #05: STOCKHOLDER PROPOSAL #3 - SEPARATION OF SHAREHOLDER YES AGAINST FOR
CEO AND CHAIRMAN RESPONSIBILITIES
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DELTA AIR LINES, INC.
TICKER: DAL CUSIP: 247361702
MEETING DATE: 9/25/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVE THE ISSUANCE OF DELTA COMMON ISSUER YES FOR FOR
STOCK, IN THE MERGER CONTEMPLATED BY THE AGREEMENT
AND PLAN OF MERGER, DATED AS OF APRIL 14, 2008, BY
AND AMONG DELTA AIR LINES, INC., NAUTILUS MERGER
CORPORATION AND NORTHWEST AIRLINES CORPORATION.
PROPOSAL #02: APPROVE AN AMENDMENT TO THE DELTA 2007 ISSUER YES FOR FOR
PERFORMANCE COMPENSATION PLAN TO INCREASE THE NUMBER
OF SHARES OF DELTA COMMON STOCK ISSUABLE UNDER THE
PLAN BY A NUMBER OF SHARES EQUAL TO 15% OF DELTA'S
OUTSTANDING EQUITY CAPITALIZATION, DETERMINED ON A
FULLY-DILUTED BASIS AT THE CLOSING OF THE MERGER, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DELTA AIR LINES, INC.
TICKER: DAL CUSIP: 247361702
MEETING DATE: 6/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: RICHARD H. ISSUER YES FOR FOR
ANDERSON
PROPOSAL #1B: ELECTION OF DIRECTOR: ROY J. BOSTOCK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN S. BRINZO ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: DANIEL A. CARP ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JOHN M. ENGLER ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: MICKEY P. FORET ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: DAVID R. GOODE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: PAULA ROSPUT ISSUER YES FOR FOR
REYNOLDS
PROPOSAL #1I: ELECTION OF DIRECTOR: KENNETH C. ROGERS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: RODNEY E. SLATER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: DOUGLAS M. ISSUER YES FOR FOR
STEENLAND
PROPOSAL #1L: ELECTION OF DIRECTOR: KENNETH B. WOODROW ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS DELTA'S INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2009.
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING IN THE ELECTION OF DIRECTORS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DEUTSCHE BOERSE AG, FRANKFURT AM MAIN
TICKER: N/A CUSIP: D1882G119
MEETING DATE: 5/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A N/A
statements and annual report for the 2008 FY with the
report of the Supervisory Board, the group financial
statements, the group annual report, and the reports
pursuant to Sections 289[4] and 315[4] of the German
Commercial Code
PROPOSAL #2.: Resolution on the appropriation Of the ISSUER YES FOR FOR
distribution Profit of EUR 500,000,000 as follows:
payment of a dividend of EUR 2.10 per no-par share
EUR 109,811,753.30 shall be allocated to the other
revenue reserves ex-dividend date: 21 MAY 2009
payable date: 22 MAY 2009
PROPOSAL #3.: Ratification of the Acts of the Board ISSUER YES FOR FOR
of Managing Directors
PROPOSAL #4.: Ratification of the Acts of the ISSUER YES FOR FOR
Supervisory Board
PROPOSAL #5.1: Elections to the Supervisory Board: ISSUER YES FOR FOR
Mr. Richard Berliand
PROPOSAL #5.2: Elections to the Supervisory Board: ISSUER YES FOR FOR
Dr. Joachim Faber
PROPOSAL #5.3: Elections to the Supervisory Board: ISSUER YES FOR FOR
Dr. Manfred Gentz
PROPOSAL #5.4: Elections to the Supervisory Board: ISSUER YES FOR FOR
Mr. Richard M. Hayden
PROPOSAL #5.5: Elections to the Supervisory Board: ISSUER YES FOR FOR
Mr. Craig Heimark
PROPOSAL #5.6: Elections to the Supervisory Board: ISSUER YES FOR FOR
Dr. Konrad Hummler
PROPOSAL #5.7: Elections to the Supervisory Board: ISSUER YES FOR FOR
Mr. David Krell
PROPOSAL #5.8: Elections to the Supervisory Board: ISSUER YES FOR FOR
Mr. Hermann-Josef Lamberti
PROPOSAL #5.9: Elections to the Supervisory Board: ISSUER YES FOR FOR
Mr. Friedrich Merz
PROPOSAL #5.10: Elections to the Supervisory Board: ISSUER YES FOR FOR
Mr. Thomas Neisse
PROPOSAL #5.11: Elections to the Supervisory Board: ISSUER YES FOR FOR
Mr. Gerhard Roggemann
PROPOSAL #5.12: Elections to the Supervisory Board: ISSUER YES FOR FOR
Dr. Erhard Schipporeit
PROPOSAL #6.: Renewal of the authorization to acquire ISSUER YES FOR FOR
own shares the Company shall be authorized to
acquire own shares of up to 10% of its share capital,
at prices not deviating more than 10% from the
market price of the shares, on or before 31 OCT 2010,
the Company shall also be authorized to use put and
call options for the acquisition of own shares of up
to 5% of the Company's share capital, at a price
neither more than 10 above, nor more than 20% below
the market price of the shares, the Board of Managing
Director's shall be authorized use the shares for
all legally permissible purposes, especially, to use
the shares for mergers and acquisitions, to offer the
shares to employees, executives and retired
employees of the Company and its affiliates, to use
the shares within the scope of the Company's stock
option plan, to dispose of the shares in a manner
other than the stock exchange or an offer to all
shareholders if the shares are sold at a price not
materially below their market price, and to retire
PROPOSAL #7.: Amendments to the Articles of ISSUER YES FOR FOR
Association in accordance with the implementation of
the Shareholders Rights Act (ARUG), as follows:
Section 15(2) of the Article of Association in
respect of the convocation of t he shareholders
meeting being published in the electronic federal
gazette at least 30 days prior to the meeting, the
publishing date of the convocation not being included
in the 30 day period Section 16(1) of the Article of
Association in respect of shareholders being
entitled to participate and vote at the shareholders
meeting if they are entered in the Company's share
register and register with the Company by the sixth
day prior to the meeting, Section 16 of the Article
of Association in respect of its heading being
reworded as follows: attendance, voting rights
Section 16(3) of the Article of Association in
respect of proxy-voting instructions being issued in
writing, unless a less stringent form is stipulated
by Law, Section 17 of the Article of Association in
respect of its heading being reworded as follows:
Chairman, broadcast of the AGM Section 17(4) of the
Article of Association in respect of the Board of
Managing Director's being authorized to allow the
audiovisual transmission of the shareholders meeting
PROPOSAL #8.: Appointment of the Auditors for the ISSUER YES FOR FOR
2009 FY: KPMG AG, Berlin
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DISCOVER FINANCIAL SERVICES
TICKER: DFS CUSIP: 254709108
MEETING DATE: 4/21/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JEFFREY S. ARONIN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MARY K. BUSH ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: GREGORY C. CASE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ROBERT M. DEVLIN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: CYNTHIA A. ISSUER YES FOR FOR
GLASSMAN
PROPOSAL #1F: ELECTION OF DIRECTOR: RICHARD H. LENNY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: THOMAS G. MAHERAS ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: MICHAEL M. MOSKOW ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID W. NELMS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: E. FOLLIN SMITH ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: LAWRENCE A. ISSUER YES FOR FOR
WEINBACH
PROPOSAL #02: APPROVE THE DISCOVER FINANCIAL SERVICES ISSUER YES FOR FOR
AMENDED AND RESTATED 2007 OMNIBUS INCENTIVE PLAN.
PROPOSAL #03: RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EQUINIX, INC.
TICKER: EQIX CUSIP: 29444U502
MEETING DATE: 6/9/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: STEVEN T. CLONTZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEVEN P. ENG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GARY F. HROMADKO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SCOTT G. KRIENS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: IRVING F. LYONS, III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHRISTOPHER B. PAISLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEPHEN M. SMITH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PETER F. VAN CAMP ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FEDEX CORPORATION
TICKER: FDX CUSIP: 31428X106
MEETING DATE: 9/29/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JAMES L. BARKSDALE ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: AUGUST A. BUSCH IV ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN A. EDWARDSON ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JUDITH L. ESTRIN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: J.R. HYDE, III ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: SHIRLEY A. JACKSON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: STEVEN R. LORANGER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: GARY W. LOVEMAN ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: FREDERICK W. SMITH ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JOSHUA I. SMITH ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: PAUL S. WALSH ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: PETER S. WILLMOTT ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF AMENDMENT TO INCENTIVE ISSUER YES FOR FOR
STOCK PLAN TO INCREASE THE NUMBER OF OPTION SHARES
AND RESTRICTED SHARES ISSUABLE UNDER THE PLAN.
PROPOSAL #03: RATIFICATION OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM.
PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
INDEPENDENT BOARD CHAIRMAN.
PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SHAREHOLDER VOTE ON EXECUTIVE PAY.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FIRST SOLAR, INC.
TICKER: FSLR CUSIP: 336433107
MEETING DATE: 6/4/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: MICHAEL J. AHEARN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CRAIG KENNEDY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES F. NOLAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J. THOMAS PRESBY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAUL H. STEBBINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL SWEENEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOSE H. VILLARREAL ISSUER YES FOR FOR
PROPOSAL #2: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 26, 2009
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FLEXTRONICS INTERNATIONAL LTD.
TICKER: FLEX CUSIP: Y2573F102
MEETING DATE: 9/30/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: RE-ELECTION OF MR. H. RAYMOND BINGHAM ISSUER YES FOR FOR
AS A DIRECTOR OF FLEXTRONICS.
PROPOSAL #1B: RE-ELECTION OF MR. AJAY B. SHAH AS A ISSUER YES FOR FOR
DIRECTOR OF FLEXTRONICS.
PROPOSAL #02: RE-ELECTION OF DR. WILLY C. SHIH AS A ISSUER YES FOR FOR
DIRECTOR OF FLEXTRONICS.
PROPOSAL #03: RE-APPOINTMENT OF MR. ROCKWELL A. ISSUER YES FOR FOR
SCHNABEL AS A DIRECTOR OF FLEXTRONICS.
PROPOSAL #04: TO APPROVE THE RE-APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS FLEXTRONICS'S INDEPENDENT
AUDITORS FOR THE 2009 FISCAL YEAR.
PROPOSAL #05: TO APPROVE THE GENERAL AUTHORIZATION ISSUER YES FOR FOR
FOR THE DIRECTORS OF FLEXTRONICS TO ALLOT AND ISSUE
ORDINARY SHARES.
PROPOSAL #06: TO APPROVE THE RENEWAL OF THE SHARE ISSUER YES FOR FOR
PURCHASE MANDATE RELATING TO ACQUISITIONS BY
FLEXTRONICS OF ITS OWN ISSUED ORDINARY SHARES.
PROPOSAL #07: APPROVE AN AMENDMENT TO 2001 EQUITY ISSUER YES FOR FOR
INCENTIVE PLAN TO INCREASE THE SUB-LIMIT ON THE
MAXIMUM NUMBER OF ORDINARY SHARES WHICH MAY BE ISSUED
AS SHARE BONUSES BY 5,000,000 ORDINARY SHARES.
PROPOSAL #08: TO APPROVE AN AMENDMENT TO THE 2001 ISSUER YES FOR FOR
EQUITY INCENTIVE PLAN TO INCREASE THE SUB-LIMIT ON
THE MAXIMUM NUMBER OF ORDINARY SHARES SUBJECT TO
AWARDS WHICH MAY BE GRANTED TO A PERSON IN A SINGLE
CALENDAR YEAR BY 2,000,000 ORDINARY SHARES.
PROPOSAL #09: TO APPROVE AN AMENDMENT TO THE 2001 ISSUER YES FOR FOR
EQUITY INCENTIVE PLAN TO INCREASE THE NUMBER OF
ORDINARY SHARES RESERVED FOR ISSUANCE BY 20,000,000
ORDINARY SHARES.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FOCUS MEDIA HOLDING LIMITED
TICKER: FMCN CUSIP: 34415V109
MEETING DATE: 10/13/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE ELECTION OF YING WU AS ISSUER YES FOR FOR
THE DIRECTOR TO SERVE ON THE BOARD OF DIRECTORS FOR A
THREE YEAR TERM OR UNTIL SUCH DIRECTOR'S SUCCESSOR
IS ELECTED AND DULY QUALIFIED, AS SET FORTH IN THE
COMPANY'S NOTICE OF MEETING ENCLOSED HEREWITH.
PROPOSAL #02: APPROVAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE TOUCHE TOHMATSU CPA LTD. AS INDEPENDENT
AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2008, AS SET FORTH IN THE COMPANY'S
NOTICE OF MEETING ENCLOSED HEREWITH.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GAZPROM O A O
TICKER: N/A CUSIP: 368287207
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approval of the annual report of the ISSUER YES FOR FOR
Company.
PROPOSAL #2.: Approval of the annual accounting ISSUER YES FOR FOR
statements, including the profit and loss reports
[profit and loss accounts] of the Company.
PROPOSAL #3.: Approval of the distribution of profit ISSUER YES FOR FOR
of the Company based on the results of 2008.
PROPOSAL #4.: Regarding the amount of, time for and ISSUER YES FOR FOR
form of payment of dividends based on the results of
2008.
PROPOSAL #5.: Approval of the External Auditor of the ISSUER YES FOR FOR
Company.
PROPOSAL #6.: Regarding the remuneration of Members ISSUER YES AGAINST AGAINST
of the Board of Directors and Audit Commission of the
Company.
PROPOSAL #7.1: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company] regarding receipt by OAO
Gazprom of funds in a maximum sum of 500 million U.S.
dollars or its equivalent in rubles or euros, for a
term of up to and including 5 years, with interest
for using the loans to be paid at a rate not
exceeding 15% per annum in the case of loans in U.S.
dollars / euros and at a rate not exceeding the Bank
of Russia's refinancing rate in effect on the date of
entry into the applicable loan agreement, plus 3%
per annum, in the case of loans in rubles.
PROPOSAL #7.2: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Sberbank of
Russia OAO regarding receipt by OAO Gazprom of funds
in a maximum sum of 1.5 billion U.S. dollars or its
equivalent in rubles or euros, for a term of up to
and including 5 years, with interest for using the
loans to be paid at a rate not exceeding 15% per
annum in the case of loans in U.S. dollars / euros
and at a rate not exceeding the Bank of Russia's
refinancing rate in effect on the date of entry into
the applicable loan agreement, plus 3% per annum, in
the case of loans in rubles.
PROPOSAL #7.3: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO VTB
Bank regarding receipt by OAO Gazprom of funds in a
maximum sum of 1 billion U.S. dollars or its
equivalent in rubles or euros, for a term of up to
and including 5 years, with interest for using the
loans to be paid at a rate not exceeding 15% per
annum in the case of loans in U.S. dollars / euros
and at a rate not exceeding the Bank of Russia's
refinancing rate in effect on the date of entry into
the applicable loan agreement, plus 3% per annum, in
the case of loans in rubles.
PROPOSAL #7.4: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and State
Corporation Bank for Development and Foreign Economic
Affairs [Vnesheconombank] regarding receipt by OAO
Gazprom of funds in a maximum sum of 6 billion U.S.
dollars or its equivalent in rubles or euros, for a
term of up to and including 5 years, with interest
for using the loans to be paid at a rate not
exceeding 15% per annum in the case of loans in U.S.
dollars / euros and at a rate not exceeding the Bank
of Russia's refinancing rate in effect on the date of
entry into the applicable loan agreement, plus 3%
per annum, in the case of loans in rubles.
PROPOSAL #7.5: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Rosselkhozbank regarding receipt by OAO Gazprom of
funds in a maximum sum of 1.5 billion U.S. dollars or
its equivalent in rubles or euros, for a term of up
to and including 5 years, with interest for using the
loans to be paid at a rate not exceeding 15% per
annum in the case of loans in U.S. dollars / euros
and at a rate not exceeding the Bank of Russia's
refinancing rate in effect on the date of entry into
the applicable loan agreement, plus 3% per annum, in
the case of loans in rubles.
PROPOSAL #7.6: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company], to be entered into
pursuant to a loan facility agreement between OAO
Gazprom and the bank, involving receipt by OAO
Gazprom of funds in a maximum sum of 25 billion
rubles, for a term not exceeding 30 calendar days,
with interest for using the loans to be paid at a
rate not exceeding the indicative rate based on the
offered rates of Russian ruble loans [deposits] in
the Moscow money market [MosPrime Rate] established
for loans with a maturity equal to the period of
using the applicable loan, quoted as of the date of
entry into the applicable transaction, increased by
PROPOSAL #7.7: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Sberbank of
Russia OAO, to be entered into pursuant to a loan
facility agreement between OAO Gazprom and the bank,
involving receipt by OAO Gazprom of funds in a
maximum sum of 17 billion rubles, for a term not
exceeding 30 calendar days, with interest for using
the loans to be paid at a rate not exceeding the
indicative rate based on the offered rates of Russian
ruble loans [deposits] in the Moscow money market
[MosPrime Rate] established for loans with a maturity
equal to the period of using the applicable loan,
quoted as of the date of entry into the applicable
PROPOSAL #7.8: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Gazenergoprombank, to be entered into pursuant to a
loan facility agreement between OAO Gazprom and the
bank, involving receipt by OAO Gazprom of funds in a
maximum sum of 100 million U.S. dollars, for a term
not exceeding 30 calendar days, with interest for
using the loans to be paid at a rate not exceeding
the London Interbank Offered Rate [LIBOR] established
for loans with a maturity equal to the period of
using the applicable loan, quoted as of the date of
entry into the applicable transaction, increased by
PROPOSAL #7.9: Approve, in accordance with Chapter XI ISSUER YES FOR FOR
of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO VTB
Bank, to be entered into pursuant to a loan facility
agreement between OAO Gazprom and the bank, involving
receipt by OAO Gazprom of funds in a maximum sum of
5 billion rubles, for a term not exceeding 30
calendar days, with interest for using the loans to
be paid at a rate not exceeding the indicative rate
based on the offered rates of Russian ruble loans
[deposits] in the Moscow money market [MosPrime Rate]
established for loans with a maturity equal to the
period of using the applicable loan, quoted as of the
date of entry into the applicable transaction,
PROPOSAL #7.10: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company] pursuant to which
Gazprombank [Open Joint Stock Company] will, upon the
terms and conditions announced by it, accept and
credit funds transferred to accounts opened by OAO
Gazprom and conduct operations through the accounts
in accordance with OAO Gazprom's instructions, as
well as agreements between OAO Gazprom and
Gazprombank [Open Joint Stock Company] regarding
maintenance in the account of a non-reducible balance
in a maximum sum not exceeding 20 billion rubles or
its equivalent in a foreign currency for each
transaction, with interest to be paid by the bank at
a rate not lower than 0.1% per annum in the relevant
PROPOSAL #7.11: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Sberbank of
Russia OAO pursuant to which Sberbank of Russia OAO
will, upon the terms and conditions announced by it,
accept and credit funds transferred to accounts
opened by OAO Gazprom and conduct operations through
the accounts in accordance with OAO Gazprom's
PROPOSAL #7.12: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Gazenergoprombank pursuant to which ZAO
Gazenergoprombank will, upon the terms and conditions
announced by it, accept and credit funds transferred
to accounts opened by OAO Gazprom and conduct
operations through the accounts in accordance with
OAO Gazprom's instructions.
PROPOSAL #7.13: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO VTB
Bank pursuant to which OAO VTB Bank will, upon the
terms and conditions announced by it, accept and
credit funds transferred to accounts opened by OAO
Gazprom and conduct operations through the accounts
in accordance with OAO Gazprom's instructions.
PROPOSAL #7.14: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company] pursuant to which the
bank will provide services to OAO Gazprom making use
of the Bank Client electronic payments system,
including, without limitation, receipt from OAO
Gazprom of electronic payment documents for executing
expense operations through accounts, provision of
the account electronic statements and conduct of
other electronic document processing, and OAO Gazprom
will pay for the services provided at such tariffs
of the bank as may be in effect at the time the
PROPOSAL #7.15: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Sberbank of
Russia OAO pursuant to which Sberbank of Russia OAO
will provide services to OAO Gazprom making use of
the Client Sberbank electronic payments system,
including, without limitation, receipt from OAO
Gazprom of electronic payment documents for executing
expense operations through accounts, provision of
the account electronic statements and conduct of
other electronic document processing, and OAO Gazprom
will pay for the services provided at such tariffs
of Sberbank of Russia OAO as may be in effect at the
time the services are provided.
PROPOSAL #7.16: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Gazenergoprombank pursuant to which ZAO
Gazenergoprombank will provide services to OAO
Gazprom making use of the Bank Client electronic
payments system, including, without limitation,
receipt from OAO Gazprom of electronic payment
documents for executing expense operations through
accounts, provision of the account electronic
statements and conduct of other electronic document
processing, and OAO Gazprom will pay for the services
provided at such tariffs of ZAO Gazenergoprombank as
may be in effect at the time the services are
PROPOSAL #7.17: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO VTB
Bank pursuant to which OAO VTB Bank will provide
services to OAO Gazprom making use of the Bank Client
electronic payments system, including, without
limitation, receipt from OAO Gazprom of electronic
payment documents for executing expense operations
through accounts, provision of the account electronic
statements and conduct of other electronic document
processing, and OAO Gazprom will pay for the services
provided at such tariffs of OAO VTB Bank as may be
in effect at the time the services are provided.
PROPOSAL #7.18: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, the foreign
currency purchase/sale transactions between OAO
Gazprom and Gazprombank [Open Joint Stock Company],
to be entered into under the General Agreement on the
Conduct of Conversion Operations between OAO Gazprom
and the bank dated as of September 12, 2006, No.
3446, in a maximum sum of 500 million U.S. dollars or
its equivalent in rubles, euros or other currency
for each transaction.
PROPOSAL #7.19: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company] pursuant to which OAO
Gazprom will grant suretyships to secure performance
of OAO Gazprom's subsidiaries' obligations to
Gazprombank [Open Joint Stock Company] with respect
to the bank's guarantees issued to the Russian
Federation's tax authorities in connection with the
subsidiaries challenging such tax authorities' claims
in court, in an aggregate maximum sum equivalent to
500 million U.S. dollars and for a period of not more
than 14 months.
PROPOSAL #7.20: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Sberbank of
Russia OAO pursuant to which OAO Gazprom will grant
suretyships to secure performance of OAO Gazprom's
subsidiaries' obligations to Sberbank of Russia OAO
with respect to the bank's guarantees issued to the
Russian Federation's tax authorities in connection
with the subsidiary companies challenging such tax
authorities' claims in court, in an aggregate maximum
sum equivalent to 500 million U.S. dollars and for a
period of not more than 14 months.
PROPOSAL #7.21: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company] pursuant to which OAO
Gazprom will grant suretyships to secure performance
of OAO Gazprom's subsidiaries' obligations to
Gazprombank [Open Joint Stock Company] with respect
to the bank's guarantees issued to the Russian
Federation's tax authorities related to such
companies' obligations to pay excise taxes in
connection with exports of petroleum products that
are subject to excise taxes, and eventual penalties,
in a maximum sum of 1.8 billion rubles and for a
period of not more than 14 months.
PROPOSAL #7.22: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Nord Stream
AG pursuant to which OAO Gazprom will issue a
guarantee [suretyship] to Nord Stream AG to secure
performance of OOO Gazprom Export's obligations under
a gas transportation agreement between Nord Stream
AG and OOO Gazprom Export, including its obligations
to pay a tariff for the transportation of gas via the
North Stream gas pipeline on the basis of an agreed-
upon model for calculating the tariff, in an
aggregate maximum sum of 24.035 billion euros.
PROPOSAL #7.23: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company] pursuant to which
Gazprombank [Open Joint Stock Company] undertakes
under instructions of OAO Gazprom and for a fee not
exceeding 0.5% per annum, to open on a monthly basis
documentary irrevocable uncovered letters of credit
in favor of AK Uztransgaz in connection with payments
for its services related to natural gas
transportation across the territory of the Republic
of Uzbekistan, with the maximum amount under all of
the simultaneously outstanding letters of credit
being 81 million U.S. dollars.
PROPOSAL #7.24: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Beltransgaz pursuant to which OAO Gazprom will grant
OAO Beltransgaz temporary possession and use of the
facilities of the Yamal-Europe trunk gas pipeline
system and related service equipment that are
situated in the territory of the Republic of Belarus
for a period of not more than 12 months and OAO
Beltransgaz will make payment for using such property
in a maximum sum of 6.33 billion rubles.
PROPOSAL #7.25: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Gazpromregiongaz pursuant to which OAO Gazprom will
grant OAO Gazpromregiongaz temporary possession and
use of the property complex of the gas distribution
system, comprised of facilities designed to transport
and supply gas directly to consumers [gas off taking
pipelines, gas distribution pipelines, inter-
township and street gas pipelines, high-, medium- and
low-pressure gas pipelines, gas flow control
stations and buildings], for a period of not more
than 12 months and OAO Gazpromregiongaz will make
payment for using such property in a maximum sum of
PROPOSAL #7.26: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO Gazprom
Neft Orenburg pursuant to which OAO Gazprom will
grant ZAO Gazprom Neft Orenburg temporary possession
and use of the wells and downhole and above-ground
well equipment within the Eastern Segment of the
Orenburgskoye oil and gas-condensate field for a
period of not more than 12 months and ZAO Gazprom
Neft Orenburg will make payment for using such
property in a maximum sum of 1.5 billion rubles.
PROPOSAL #7.27: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Gazpromtrubinvest pursuant to which OAO Gazprom will
grant OAO Gazpromtrubinvest temporary possession and
use of the building and equipment of a tubing and
casing manufacturing facility with a thermal
treatment shop and pipe coating unit, situated in the
Kostromskaya Region, town of Volgorechensk, for a
period of not more than 12 months and OAO
Gazpromtrubinvest will make payment for using such
property in a maximum sum of 451 million rubles.
PROPOSAL #7.28: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Lazurnaya pursuant to which OAO Gazprom will grant
OAO Lazurnaya temporary possession and use of the
property of the first and second units of the
Lazurnaya Peak Hotel complex, situated in the city of
Sochi, for a period of not more than 12 months and
OAO Lazurnaya will make payment for using such
property in a maximum sum of 93.3 million rubles.
PROPOSAL #7.29: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and DOAO
Tsentrenergogaz of OAO Gazprom pursuant to which OAO
Gazprom will grant DOAO Tsentrenergogaz of OAO
Gazprom temporary possession and use of the building
and equipment of the repair and machining shop at the
home base of the oil and gas production department
for the Zapolyarnoye gas-oil-condensate field,
situated in the Yamalo-Nenetskiy Autonomous Area,
Tazovskiy District, township of Novozapolyarnyi, as
well as of the building and equipment of the repair
and machining shop at the Southern Regional Repair
Base, situated in the Stavropolskiy Province, town of
Izobilnyi, for a period of not more than 12 months
and DOAO Tsentrenergogaz of OAO Gazprom will make
payment for using such property in a maximum sum of
115.5 million rubles.
PROPOSAL #7.30: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Gazpromtrans pursuant to which OAO Gazprom will grant
OOO Gazpromtrans temporary possession and use of the
infrastructure facilities of the railway stations of
the Surgutskiy Condensate Stabilization Plant, of
the Sernaya railway station and of the Tvyordaya Sera
railway station, the facilities of the railway
station situated in the town of Slavyansk-na-Kubani,
as well as the facilities of the railway line from
the Obskaya station to the Bovanenkovo station, for a
period of not more than 12 months and OOO
Gazpromtrans will make payment for using such
property in a maximum sum of 2.1 billion rubles.
PROPOSAL #7.31: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Gazpromtrans pursuant to which OAO Gazprom will grant
OOO Gazpromtrans temporary possession and use of
methanol tank cars for a period of not more than 5
years and OOO Gazpromtrans will make payment for
using such property in a maximum sum of 190 million
PROPOSAL #7.32: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Tsentrgaz pursuant to which OAO Gazprom will grant
OAO Tsentrgaz temporary possession and use of the
facilities of a preventative clinic that are situated
in the Tulskaya Region, Shchokinskiy District,
township of Grumant, for a period of not more than 12
months and OAO Tsentrgaz will make payment for using
such property in a maximum sum of 24.1 million
PROPOSAL #7.33: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Druzhba
pursuant to which OAO Gazprom will grant OAO Druzhba
temporary possession and use of the facilities of
Druzhba vacation center [hotels, effluent treatment
facilities, transformer substations, entrance
checkpoints, cottages, utility networks, metal
fences, parking area, ponds, roads, pedestrian
crossings, playgrounds, sewage pumping station,
sports center, roofed ground-level arcade, servicing
station, diesel-generator station, boiler house
extension, storage facility, Fisherman's Lodge,
garage, as well as service machinery, equipment,
furniture and accessories] situated in the Moscow
Region, Naro-Fominskiy District, village of
Rogozinino, for a period of not more than 12 months
and OAO Druzhba will make payment for using such
property in a maximum sum of 249.55 million rubles.
PROPOSAL #7.34: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom will grant OAO
Gazprom Promgaz temporary possession and use of
experimental prototypes of gas-using equipment [self-
contained modular boiler installation, recuperative
air heater, mini-boiler unit, radiant panel heating
system, U-shaped radiant tube, modularized compact
full-function gas and water treatment installations
for coal bed methane extraction wells, well-head
equipment, borehole enlargement device, and pressure
core sampler] located in the Rostovskaya Region, town
of Kamensk-Shakhtinskiy, and the Kemerovskaya
Region, city of Novokuznetsk, for a period of not
more than 12 months and OAO Gazprom Promgaz will make
payment for using such property in a maximum sum of
3.5 million rubles.
PROPOSAL #7.35: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company] pursuant to which OAO
Gazprom will grant Gazprombank [Open Joint Stock
Company] temporary possession and use of the non-
residential premises in a building that are situated
at 31 Lenina Street, Yugorsk, Tyumenskaya Region and
are used to house a branch of Gazprombank [Open Joint
Stock Company], with a total floor space of 810.6
square meters, and the plot of land occupied by the
building and required to use that building, with an
area of 3,371 square meters, for a period of not more
than 12 months and Gazprombank [Open Joint Stock
Company] will make payment for using such property in
a maximum sum of 2.61 million rubles.
PROPOSAL #7.36: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Salavatnefteorgsintez pursuant to which OAO Gazprom
will grant OAO Salavatnefteorgsintez temporary
possession and use of the gas condensate pipeline
running from the Karachaganakskoye gas condensate
field to the Orenburgskiy Gas Refinery for a period
of not more than 12 months and OAO
Salavatnefteorgsintez will make payment for using
such property in a maximum sum of 347 thousand rubles.
PROPOSAL #7.37: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Vostokgazprom pursuant to which OAO Gazprom will
grant OAO Vostokgazprom temporary possession and use
of an M-468R special-purpose communications
installation for a period of not more than 12 months
and OAO Vostokgazprom will make payment for using
such property in a maximum sum of 109 thousand rubles.
PROPOSAL #7.38: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO Gazprom
Export pursuant to which OAO Gazprom will grant OOO
Gazprom Export temporary possession and use of an M-
468R special-purpose communications installation for
a period of not more than 12 months and OOO Gazprom
Export will make payment for using such property in a
maximum sum of 129 thousand rubles.
PROPOSAL #7.39: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Neft pursuant to which OAO Gazprom will grant OAO
Gazprom Neft temporary possession and use of an M-
468R special-purpose communications installation for
a period of not more than 12 months and OAO Gazprom
Neft will make payment for using such property in a
maximum sum of 132 thousand rubles.
PROPOSAL #7.40: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Space Systems pursuant to which OAO Gazprom will
grant OAO Gazprom Space Systems temporary possession
and use of an ERP software and hardware solution,
System for Managing OAO Gazprom's Property and Other
Assets at OAO Gazcom Level [ERP], for a period of not
more than 12 months and OAO Gazprom Space Systems
will make payment for using such property in a
maximum sum of 1.15 million rubles.
PROPOSAL #7.41: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Yamalgazinvest pursuant to which OAO Gazprom will
grant ZAO Yamalgazinvest temporary possession and use
of an ERP software and hardware solution, System for
Managing OAO Gazprom's Property and Other Assets at
ZAO Yamalgazinvest Level [ERP], for a period of not
more than 12 months and ZAO Yamalgazinvest will make
payment for using such property in a maximum sum of
1.74 million rubles.
PROPOSAL #7.42: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Gaztelecom pursuant to which OAO Gazprom will grant
ZAO Gaztelecom temporary possession and use of
communications facilities within the composition of
buildings, communications lines, communications
networks, cable duct systems and equipment, which are
located in the city of Moscow, the city of
Maloyaroslavets, the city of Rostov-on-Don, the city
of Kaliningrad, in the Smolenskaya Region of the
Russian Federation and in the territory of the
Republic of Belarus, for a period of not more than 12
months and ZAO Gaztelecom will make payment for
using such property in a maximum sum of 204.8 million
PROPOSAL #7.43: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
TsentrCaspneftegaz pursuant to which OAO Gazprom will
extend to OOO TsentrCaspneftegaz long-term loans in
an aggregate maximum sum of 12.6 billion rubles for
the purpose of development by it in 2009-2011 of the
Tsentralnaya geological structure.
PROPOSAL #7.44: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and Gazprombank
[Open Joint Stock Company] pursuant to which the
bank will issue guarantees to the Russian
Federation's customs authorities with respect to the
obligations of OAO Gazprom as a customs broker to pay
customs payments and eventual interest and
penalties, in a maximum sum of 50 million rubles,
with the bank to be paid a fee at a rate of not more
than 1% per annum of the amount of the guarantee.
PROPOSAL #7.45: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Mezhregiongaz pursuant to which OAO Gazprom will
deliver and OOO Mezhregiongaz will accept [off-take]
gas in an amount of not more than 300 billion cubic
meters, deliverable monthly, and will pay for gas a
maximum sum of 886.9 billion rubles.
PROPOSAL #7.46: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Mezhregiongaz pursuant to which OOO Mezhregiongaz
undertakes under instructions of OAO Gazprom and for
a fee of not more than 200 million rubles, in its own
name, but for OAO Gazprom's account, to accept and,
through OOO Mezhregiongaz's electronic trading site,
sell gas produced by OAO Gazprom and its affiliates,
in an amount of not more than 11.25 billion cubic
meters for a maximum sum of 20 billion rubles.
PROPOSAL #7.47: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Mezhregiongaz pursuant to which OOO Mezhregiongaz
will deliver and OAO Gazprom will accept [off-take]
gas purchased by OOO Mezhregiongaz from independent
entities, in an amount of not more than 21.9 billion
cubic meters for a maximum sum of 70 billion rubles.
PROPOSAL #7.48: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO Gazprom
Export pursuant to which OOO Gazprom Export
undertakes under instructions of OAO Gazprom and for
a fee of not more than 55 million rubles, in its own
name, but for OAO Gazprom's account, to accept and
sell in the market outside the customs territory of
the Russian Federation liquid hydrocarbons owned by
OAO Gazprom, including crude oil, gas condensate and
refined products [gasoline, liquefied gases, etc.],
in an amount of not more than 1.25 million tons for a
maximum sum of 11 billion rubles.
PROPOSAL #7.49: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Mezhregiongaz pursuant to which OAO Gazprom will
deliver and OOO Mezhregiongaz will accept [off-take]
gas purchased by OAO Gazprom from OAO LUKOIL and
stored in underground gas storage facilities, in an
amount of not more than 3.39 billion cubic meters,
and will pay for gas a maximum sum of 9.1 billion
PROPOSAL #7.50: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Northgas pursuant to which ZAO Northgas will deliver
and OAO Gazprom will accept [off-take] gas in an
amount of not more than 4.8 billion cubic meters,
deliverable monthly, and will pay for gas a maximum
sum of 4 billion rubles.
PROPOSAL #7.51: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Severneftegazprom pursuant to which OAO
Severneftegazprom will deliver and OAO Gazprom will
accept [off-take] gas in an amount of not more than
24.2 billion cubic meters and will pay for gas a
maximum sum of 23 billion rubles.
PROPOSAL #7.52: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO Gazprom
Neft Orenburg pursuant to which ZAO Gazprom Neft
Orenburg will deliver and OAO Gazprom will accept
[off-take] unstable crude oil in an amount of not
more than 650 thousand tons and will pay for crude
oil a maximum sum of 5.3 billion rubles.
PROPOSAL #7.53: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SIBUR
Holding pursuant to which OAO SIBUR Holding will
deliver and OAO Gazprom will accept [off-take] dry
stripped gas processed at gas refining complexes in
an amount of not more than 4.5 billion cubic meters
and will pay for gas a maximum sum of 5.1 billion
PROPOSAL #7.54: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SIBUR
Holding pursuant to which OAO Gazprom will sell and
OAO SIBUR Holding will buy ethane fraction in a total
amount of 4.885 million tons for a maximum sum of
33.707 billion rubles.
PROPOSAL #7.55: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SIBUR
Holding pursuant to which OAO SIBUR Holding
undertakes under instructions of OAO Gazprom and for
a fee of not more than 30 million rubles, to enter
into: in OAO Gazprom's name and for OAO Gazprom's
account: agreements providing for the processing of
ethane fraction in an amount of not more than 275
thousand tons and with the maximum cost of ethane
fraction processing services being 2.6 billion
rubles; and agreements providing for the sale of
ethane fraction processing products [polyethylene] in
an amount of not more than 180 thousand tons for a
maximum sum of 6.5 billion rubles; and in its own
name, but for OAO Gazprom's account: agreements on
arranging for the transportation and storage of
ethane fraction processing products [polyethylene]
owned by OAO Gazprom in an amount of not more than 36
thousand tons for a maximum sum of 75 million rubles.
PROPOSAL #7.56: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SIBUR
Holding pursuant to which OAO Gazprom will provide
services related to arranging for the transportation
of gas in a total amount of not more than 1.2 billion
cubic meters and OAO SIBUR Holding will pay for the
services related to arranging for the transportation
of gas via trunk gas pipelines a maximum sum of 1
billion rubles.
PROPOSAL #7.57: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Tomskgazprom pursuant to which OAO Gazprom will
provide services related to arranging for the
transportation of gas in a total amount of not more
than 3 billion cubic meters and OAO Tomskgazprom will
pay for the services related to arranging for the
transportation of gas via trunk gas pipelines a
maximum sum of 1.2 billion rubles.
PROPOSAL #7.58: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Mezhregiongaz pursuant to which OAO Gazprom will
provide services related to arranging for the
transportation of gas in a total amount of not more
than 45 billion cubic meters across the territory of
the Russian Federation, CIS countries and Baltic
states and OOO Mezhregiongaz will pay for the
services related to arranging for the transportation
of gas via trunk gas pipelines a maximum sum of 70
PROPOSAL #7.59: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Neft pursuant to which OAO Gazprom will provide
services related to arranging for the transportation
of gas in a total amount of not more than 3.8 billion
cubic meters and OAO Gazprom Neft will pay for the
services related to arranging for the transportation
of gas via trunk gas pipelines a maximum sum of 2.62
billion rubles.
PROPOSAL #7.60: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO NOVATEK
pursuant to which OAO Gazprom will provide services
related to arranging for the transportation of gas in
a total amount of not more than 45 billion cubic
meters and OAO NOVATEK will pay for the services
related to arranging for the transportation of gas
via trunk gas pipelines a maximum sum of 60 billion
rubles..
PROPOSAL #7.61: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO NOVATEK
pursuant to which OAO Gazprom will provide services
related to arranging for the injection into and
storage in underground gas storage facilities of gas
owned by OAO NOVATEK in an amount of not more than 1
billion cubic meters and OAO NOVATEK will pay for the
services related to arranging for gas injection and
storage a maximum sum of 400 million rubles, as well
as services related to arranging for the off-taking
from underground gas storage facilities of gas owned
by OAO NOVATEK in an amount of not more than 1
billion cubic meters and OAO NOVATEK will pay for the
services related to arranging for the off-taking of
gas a maximum sum of 20 million rubles.
PROPOSAL #7.62: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and a/s
Latvijas Gaze pursuant to which OAO Gazprom will sell
and a/s Latvijas Gaze will purchase gas as follows:
in an amount of not more than 750 million cubic
meters for a maximum sum of 225 million euros in the
second half of 2009 and in an amount of not more than
750 million cubic meters for a maximum sum of 225
million euros in the first half of 2010, as well as
pursuant to which a/s Latvijas Gaze will provide
services related to injection into and storage in the
Ineukalna underground gas storage facility of gas
owned by OAO Gazprom, and related to its off-taking
and transportation across the territory of the
Republic of Latvia, as follows: in the second half of
2009-services related to injection of gas in an
amount of not more than 1.2 billion cubic meters,
services related to storage and off-taking of gas in
an amount of not more than 800 million cubic meters
and services related to transportation of gas in an
amount of not more than 2 billion cubic meters, and
OAO Gazprom will pay for such services a maximum sum
of 20 million euros; and in the first half of 2010
– services related to injection of gas in an
amount of not more than 800 million cubic meters,
services related to storage and off-taking of gas in
an amount of not more than 1 billion cubic meters and
services related to transportation of gas in an
amount of not more than 1.8 billion cubic meters, and
OAO Gazprom will pay for such services a maximum sum
PROPOSAL #7.63: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and AB Lietuvos
Dujos pursuant to which OAO Gazprom will sell and AB
Lietuvos Dujos will purchase gas as follows: in an
amount of not more than 675 million cubic meters for
a maximum sum of 180 million euros in the second half
of 2009 and in an amount of not more than 790
million cubic meters for a maximum sum of 210 million
euros in the first half of 2010, as well as pursuant
to which AB Lietuvos Dujos will provide services
related to the transportation of gas in transit mode
across the territory of the Republic of Lithuania as
follows: in the second half of 2009-in an amount of
not more than 743 million cubic meters, and OAO
Gazprom will pay for such gas transportation services
a maximum sum of 3 million euros; and in the first
half of 2010-in an amount of not more than 1.25
billion cubic meters, and OAO Gazprom will pay for
such gas transportation services a maximum sum of 6.5
PROPOSAL #7.64: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and UAB Kauno
termofikacijos elektrin pursuant to which OAO
Gazprom will sell and UAB Kauno termofikacijos
elektrin will purchase gas as follows: in an amount
of not more than 180 million cubic meters for a
maximum sum of 48 million euros in the second half of
2009 and in an amount of not more than 225 million
cubic meters for a maximum sum of 60 million euros in
the first half of 2010.
PROPOSAL #7.65: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and MoldovaGaz
S.A. pursuant to which OAO Gazprom will deliver and
MoldovaGaz S.A. will accept [off-take] in 2010 gas in
an amount of not more than 3.9 billion cubic meters
and will pay for gas a maximum sum of 1.33 billion
U.S. dollars.
PROPOSAL #7.66: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and MoldovaGaz
S.A. pursuant to which in 2010 MoldovaGaz S.A. will
provide services related to the transportation of gas
in transit mode across the territory of the Republic
of Moldova in an amount of not more than 22.1
billion cubic meters and OAO Gazprom will pay for the
services related to the transportation of gas via
trunk gas pipelines a maximum sum of 55.4 million
PROPOSAL #7.67: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and KazRosGaz
LLP pursuant to which KazRosGaz LLP will sell and OAO
Gazprom will purchase in 2010 gas in an amount of
not more than 1.2 billion cubic meters for a maximum
sum of 150 million U.S. dollars.
PROPOSAL #7.68: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and KazRosGaz
LLP pursuant to which in 2010 OAO Gazprom will
provide services related to the transportation across
the territory of the Russian Federation of gas owned
by KazRosGaz LLP in an amount of not more than 8.5
billion cubic meters and KazRosGaz LLP will pay for
the services related to the transportation of gas via
trunk gas pipelines a maximum sum of 35.2 million
U.S. dollars.
PROPOSAL #7.69: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Beltransgaz pursuant to which OAO Gazprom will sell
and OAO Beltransgaz will purchase in 2010 gas in an
amount of not more than 22.1 billion cubic meters for
a maximum sum of 4.42 billion U.S. dollars, as well
as pursuant to which in 2010 OAO Beltransgaz will
provide services related to the transportation of gas
in transit mode across the territory of the Republic
of Belarus via the gas transportation system of OAO
Beltransgaz and via the Byelorussian segment of
Russia's Yamal-Europe gas pipeline in an amount of
not more than 48.2 billion cubic meters and OAO
Gazprom will pay for the services related to the
transportation of gas via trunk gas pipelines a
maximum sum of 700 million U.S. dollars.
PROPOSAL #7.70: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Gazpromtrans pursuant to which OOO Gazpromtrans
undertakes, using in-house and/or outside personnel
and resources, to perform in accordance with
instructions from OAO Gazprom an aggregate of start-
up and commissioning work at OAO Gazprom's
facilities, with the time periods for performance
being from July 2009 to December 2009 and from
January 2010 to June 2010, and to deliver the results
of such work to OAO Gazprom and OAO Gazprom
undertakes to accept the results of such work and to
pay for such work a maximum sum of 500 thousand
PROPOSAL #7.71: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO Gazprom
Invest Yug pursuant to which ZAO Gazprom Invest Yug
undertakes, using in-house and/or outside personnel
and resources, to perform in accordance with
instructions from OAO Gazprom an aggregate of start-
up and commissioning work at OAO Gazprom's
facilities, with the time periods for performance
being from July 2009 to December 2009 and from
January 2010 to June 2010, and to deliver the results
of such work to OAO Gazprom and OAO Gazprom
undertakes to accept the results of such work and to
pay for such work a maximum sum of 150 million rubles.
PROPOSAL #7.72: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Yamalgazinvest pursuant to which ZAO Yamalgazinvest
undertakes, using in-house and/or outside personnel
and resources, to perform in accordance with
instructions from OAO Gazprom an aggregate of start-
up and commissioning work at OAO Gazprom's
facilities, with the time periods for performance
being from July 2009 to December 2009 and from
January 2010 to June 2010, and to deliver the results
of such work to OAO Gazprom and OAO Gazprom
undertakes to accept the results of such work and to
pay for such work a maximum sum of 350 million rubles.
PROPOSAL #7.73: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Space Systems pursuant to which OAO Gazprom Space
Systems undertakes, during the period from 01 JUL
2009 to 31 DEC 2010, in accordance with instructions
from OAO Gazprom, to provide services related to the
implementation of OAO Gazprom's investment projects
involving the construction and commissioning of
facilities and OAO Gazprom undertakes to pay for such
services a maximum sum of 600 thousand rubles.
PROPOSAL #7.74: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Yamalgazinvest pursuant to which ZAO Yamalgazinvest
undertakes, during the period from 01 JUL 2009 to 31
DEC 2010, in accordance with instructions from OAO
Gazprom, to provide services related to the
implementation of OAO Gazprom's investment projects
involving the construction and commissioning of
facilities and OAO Gazprom undertakes to pay for such
services a maximum sum of 3.6 billion rubles.
PROPOSAL #7.75: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO Gazprom
Neft Orenburg pursuant to which ZAO Gazprom Neft
Orenburg undertakes, during the period from 01 JUL
2009 to 31 DEC 2010, in accordance with instructions
from OAO Gazprom, to provide services related to the
implementation of OAO Gazprom's investment projects
involving the construction and commissioning of
facilities and OAO Gazprom undertakes to pay for such
services a maximum sum of 29.69 million rubles.
PROPOSAL #7.76: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO Gazprom
Invest Yug pursuant to which ZAO Gazprom Invest Yug
undertakes, during the period from 01 JUL 2009 to 31
DEC 2010, in accordance with instructions from OAO
Gazprom, to provide services related to the
implementation of OAO Gazprom's investment projects
involving the construction and commissioning of
facilities and OAO Gazprom undertakes to pay for such
services a maximum sum of 3.3 billion rubles.
PROPOSAL #7.77: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OOO
Gazpromtrans pursuant to which OOO Gazpromtrans
undertakes, during the period from 01 JUL 2009 to 31
DEC 2010, in accordance with instructions from OAO
Gazprom, to provide services related to the
implementation of OAO Gazprom's investment projects
involving the construction and commissioning of
facilities and OAO Gazprom undertakes to pay for such
services a maximum sum of 280 million rubles.
PROPOSAL #7.78: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO
Gaztelecom pursuant to which ZAO Gaztelecom
undertakes, during the period from 01 JUL 2009 to 31
DEC 2010, in accordance with instructions from OAO
Gazprom, to provide services related to the
implementation of OAO Gazprom's investment projects
involving the construction and commissioning of
facilities and OAO Gazprom undertakes to pay for such
services a maximum sum of 6.35 million rubles.
PROPOSAL #7.79: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO Federal
Research and Production Center NefteGazAeroCosmos
pursuant to which ZAO Federal Research and Production
Center NefteGazAeroCosmos undertakes, during the
period from 01 JUL 2009 to 31 DEC 2010, in accordance
with instructions from OAO Gazprom, to provide
services related to the implementation of OAO
Gazprom's investment projects involving the
construction and commissioning of facilities and OAO
Gazprom undertakes to pay for such services a maximum
sum of 6.7 million rubles.
PROPOSAL #7.80: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SOGAZ
pursuant to which OAO SOGAZ undertakes, in the event
of loss or destruction of or damage to, including
deformation of the original geometrical dimensions of
the structures or individual elements of, machinery
or equipment; linear portions, technological
equipment or fixtures of trunk gas pipelines,
petroleum pipelines or refined product pipelines;
property forming part of wells; natural gas held at
the facilities of the Unified Gas Supply System in
the course of transportation or storage in
underground gas storage reservoirs [insured
property], as well as in the event of incurrence of
losses by OAO Gazprom as a result of an interruption
in production operations due to destruction or loss
of or damage to insured property [insured events], to
make payment of insurance compensation to OAO
Gazprom or OAO Gazprom's subsidiaries to which the
insured property has been leased [beneficiaries], up
to the aggregate insurance amount of not more than 10
trillion rubles in respect of all insured events,
and OAO Gazprom undertakes to pay OAO SOGAZ an
insurance premium in a total maximum amount of 5
billion rubles, with each agreement having a term of
PROPOSAL #7.81: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SOGAZ
pursuant to which OAO SOGAZ undertakes, in the event
that harm is caused to the life, health or property
of other persons or to the environment as a result of
an emergency or incident that occurs, amongst other
things, because of a terrorist act at a hazardous
industrial facility operated by OAO Gazprom [insured
events], to make an insurance payment to the physical
persons whose life, health or property has been
harmed, to the legal entities whose property has been
harmed or to the state, acting through those
authorized agencies of executive power whose
jurisdiction includes overseeing protection of the
environment, in the event that harm is caused to the
environment [beneficiaries], up to the aggregate
insurance amount of not more than 30 million rubles,
and OAO Gazprom undertakes to pay an insurance
premium in a total maximum amount of 100 thousand
rubles, with each agreement having a term of 1 year.
PROPOSAL #7.82: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SOGAZ
pursuant to which OAO SOGAZ undertakes, in the event
that harm is caused to the life or health of OAO
Gazprom's employees [insured persons] as a result of
an accident that occurs during the period of the
insurance coverage on a 24-hour-a-day basis or
diseases that are diagnosed during the effective
period of the agreements [insured events], to make an
insurance payment to the insured person or the
person designated by him as his beneficiary or to the
heir of the insured person [beneficiaries], up to
the aggregate insurance amount of not more than 150
billion rubles, and OAO Gazprom undertakes to pay OAO
SOGAZ an insurance premium in a total maximum amount
of 40 million rubles, with each agreement having a
term of 1 year.
PROPOSAL #7.83: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SOGAZ
pursuant to which OAO SOGAZ undertakes, whenever
employees of OAO Gazprom or members of their families
or non-working retired former employees of OAO
Gazprom or members of their families [insured persons
who are beneficiaries] apply to a health care
institution for the provision of medical services
[insured events], to arrange and pay for the
provision of medical services to the insured persons
up to the aggregate insurance amount of not more than
90 billion rubles and OAO Gazprom undertakes to pay
OAO SOGAZ an insurance premium in a total maximum
amount of 200 million rubles, with each agreement
PROPOSAL #7.84: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SOGAZ
pursuant to which OAO SOGAZ undertakes, whenever
employees of OAO Gazprom Avtopredpriyatie, a branch
of OAO Gazprom, or members of their families or non-
working retired former employees of OAO Gazprom
Avtopredpriyatie, a branch of OAO Gazprom, or members
of their families [insured persons who are
beneficiaries] apply to a health care institution for
the provision of medical services [insured events],
to arrange and pay for the provision of medical
services to the insured persons up to the aggregate
insurance amount of not more than 52.8 million rubles
and OAO Gazprom undertakes to pay OAO SOGAZ an
insurance premium in a total maximum amount of 51.1
million rubles, with each agreement having a term of
PROPOSAL #7.85: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SOGAZ
pursuant to which OAO SOGAZ undertakes, in the event
that OAO Gazprom, acting in its capacity as customs
broker, incurs liability as a result of any harm
having been caused to the property of third persons
represented by OAO Gazprom in connection with the
conduct of customs operations [beneficiaries] and/or
any contracts with such persons having been breached
[insured events], to make an insurance payment to
such persons up to the aggregate insurance amount of
not more than 70 million rubles and OAO Gazprom
undertakes to pay OAO SOGAZ an insurance premium in a
total maximum amount of 1 million rubles, with each
agreement having a term of 3 years.
PROPOSAL #7.86: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO SOGAZ
pursuant to which OAO SOGAZ undertakes, whenever harm
[damage or destruction] is caused to a
transportation vehicle owned by OAO Gazprom, or it is
stolen or hijacked, or an individual component,
part, unit, device or supplementary equipment
installed on such transportation vehicle is stolen
[insured events], to make an insurance payment to OAO
Gazprom [beneficiary] up to the aggregate insurance
amount of not more than 840 million rubles and OAO
Gazprom undertakes to pay OAO SOGAZ an insurance
premium in a total maximum amount of 16 million
rubles, with each agreement having a term of 1 year.
PROPOSAL #7.87: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, the
following interested-party transactions that may be
entered into by OAO Gazprom in the future in the
ordinary course of business, agreement between OAO
Gazprom and OAO SOGAZ pursuant to which OAO SOGAZ
undertakes, in the event of: assertion against
members of the Board of Directors or the Management
Committee of OAO Gazprom who are not persons holding
state positions in the Russian Federation or
positions in the state civil service [insured
persons] by physical or legal persons for whose
benefit the agreement will be entered into and to
whom harm could be caused, including shareholders of
OAO Gazprom, debtors and creditors of OAO Gazprom,
employees of OAO Gazprom, as well as the Russian
Federation represented by its authorized agencies and
representatives [third persons [beneficiaries]], of
claims for compensation of losses resulting from
unintentional erroneous actions [inaction] by insured
persons in the conduct by them of their managerial
activities; incurrence by insured persons of judicial
or other costs to settle such claims; assertion
against OAO Gazprom by third persons [beneficiaries]
of claims for compensation of losses resulting from
unintentional erroneous actions [inaction] by insured
persons in the conduct by them of their managerial
activities on the basis of claims asserted with
respect to OAO Gazprom's securities, as well as
claims originally asserted against insured persons;
incurrence by OAO Gazprom of judicial or other costs
to settle such claims [insured events], to make an
insurance payment to the third persons
[beneficiaries] whose interests have been harmed, as
well as to insured persons and/or OAO Gazprom in the
event of incurrence of judicial or other costs to
settle claims for compensation of losses, up to the
aggregate insurance amount of not more than the ruble
equivalent of 100 million U.S. dollars, and OAO
Gazprom undertakes to pay OAO SOGAZ an insurance
premium in a total maximum amount equal to the ruble
equivalent of 2 million U.S. dollars, such agreement
PROPOSAL #7.88: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Vostokgazprom, OAO Gazprom Promgaz, OAO
Gazpromregiongaz, OOO Gazprom Export, OAO Gazprom
Space Systems, OOO Gazpromtrans, OOO Gazprom
Komplektatsiya, OAO Lazurnaya, ZAO Gazprom Neft
Orenburg, ZAO Yamalgazinvest, OAO
Salavatnefteorgsintez, DOAO Tsentrenergogaz of OAO
Gazprom and OAO Tsentrgaz [the Contractors] pursuant
to which the Contractors undertake to perform from 30
AUG 2009 to 31 DEC 2009 in accordance with
instructions from OAO Gazprom the services of
arranging for and proceeding with a stocktaking of
the property, plant and equipment of OAO Gazprom that
are to be leased to the Contractors and OAO Gazprom
undertakes to pay for such services an aggregate
maximum sum of 2.5 million rubles.
PROPOSAL #7.89: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and DOAO
Tsentrenergogaz of OAO Gazprom pursuant to which DOAO
Tsentrenergogaz of OAO Gazprom undertakes to perform
during the period from 01 JUL 2009 to 30 OCT 2010,
in accordance with instructions from OAO Gazprom,
research work for OAO Gazprom covering the following
subject: Development of regulatory documents in the
area of maintenance and repair of equipment and
structures , and to deliver the result of such work
to OAO Gazprom and OAO Gazprom undertakes to accept
the result of such work and to pay for such work a
total maximum sum of 31 million rubles.
PROPOSAL #7.90: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO
Gazavtomatika of OAO Gazprom pursuant to which OAO
Gazavtomatika of OAO Gazprom undertakes to perform
during the period from 01 JUL 2009 to 30 JUN 2011, in
accordance with instructions from OAO Gazprom,
research work for OAO Gazprom covering the following
subjects: Development of key regulations regarding
the creation of integrated automatic process control
systems for the operating facilities of subsidiary
companies by type of activity [production,
transportation, underground storage and refining of
gas and gas condensate] ; and Development of model
technical requirements for designing automation
systems for facilities of software and hardware
complex by type of activity [production,
transportation, storage and refining of gas and gas
condensate] , and to deliver the results of such work
to OAO Gazprom and OAO Gazprom undertakes to accept
the results of such work and to pay for such work a
total maximum sum of 26.55 million rubles.
PROPOSAL #7.91: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 30 JUL 2010, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Development of
recommendations regarding the determination of the
amounts of overhead expenses and anticipated profits
in the construction of OAO Gazprom's wells ;
Development of a technology for remotely updating
technological and other schemes directly in a
graphical data base ; Recommendations regarding the
application and utilization of alternative types of
energy resources for the gasification of industrial
enterprises, households and transportation vehicles ;
and Preparation of a report on the financial and
economic feasibility of acquisition of shares owned
by OOO NGK ITERA in OAO Bratskekogaz, the holder of
the license for the right to use the subsoil of the
Bratskoye gas condensate field , and to deliver the
results of such work to OAO Gazprom and OAO Gazprom
undertakes to accept the results of such work and to
pay for such work a total maximum sum of 49.1 million
rubles.
PROPOSAL #7.92: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 31 DEC 2010, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Development of
programs for the reconstruction and technological
upgrading of the gas facilities of the Gazprom Group
for 2010 ; Development of a Master Plan of the Siting
of Facilities for the Production and Sale of
Liquefied Hydrocarbon Gases [Propane-Butane] ;
Organizing the metering of the quantities of gas,
condensate and oil extracted from the subsoil in the
process of development of gas condensate fields and
oil and gas condensate fields ; and Development of
cost estimation standards and rules for the
construction of trunk gas pipelines with a 12 MPa
pressure rating to meet OAO Gazprom's requirements ,
and to deliver the results of such work to OAO
Gazprom and OAO Gazprom undertakes to accept the
results of such work and to pay for such work a total
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GAZPROM O A O
TICKER: N/A CUSIP: 368287207
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #7.93: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 31 DEC 2010, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Development of a
concept for utilization of renewable energy sources
by OAO Gazprom on the basis of an analysis of the
experience of global energy companies in the area of
development of alternative power ; Development of a
comprehensive Program for Early Diagnostics and
Prevention of Cardiovascular Diseases of OAO
Gazprom's Personnel ; Development of an Occupational
Risk Management System and a Program for Prevention
of Injuries to Personnel at OAO Gazprom's Enterprises
; Development of a regulatory and methodological
framework for the vocational selection of personnel
from OAO Gazprom's organizations to work on a
rotational team basis ; and Development of a
comprehensive Program for Early Identification and
Prevention of Oncological Diseases of OAO Gazprom's
Personnel , and to deliver the results of such work
to OAO Gazprom and OAO Gazprom undertakes to accept
the results of such work and to pay for such work a
total maximum sum of 132 million rubles.
PROPOSAL #7.94: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 31 DEC 2010, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Development of
regulatory and technical documentation related to the
organization and performance of repairs at OAO
Gazprom's facilities ; and Development of a Concept
for Streamlining Production Processes at Gas
Distribution Organizations , and to deliver the
results of such work to OAO Gazprom and OAO Gazprom
undertakes to accept the results of such work and to
pay for such work a total maximum sum of 251.5
million rubles.
PROPOSAL #7.95: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 30 JUL 2011, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Improving the
regulatory and methodological framework for energy
saving at OAO Gazprom's facilities ; Development of a
regulatory document for calculating indicators of
reliability of gas distribution systems ; Development
of a regulatory framework for the diagnostic
servicing of gas distribution systems of the gas
supply sector ; Development of regulatory and
methodological documents in the area of study of gas
condensate characteristics of wells and fields in the
course of prospecting and exploration work and in
overseeing the development of gas condensate fields
and oil and gas condensate fields ; and Development
of guidelines for the design, construction,
reconstruction and operation of gas distribution
systems , and to deliver the results of such work to
OAO Gazprom and OAO Gazprom undertakes to accept the
results of such work and to pay for such work a total
PROPOSAL #7.96: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 31 DEC 2011, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Development of
regulatory documents in the area of the energy
industry, including sea-based facilities ; and
Development of standardized systems for managing gas
distribution organizations , and to deliver the
results of such work to OAO Gazprom and OAO Gazprom
undertakes to accept the results of such work and to
pay for such work a total maximum sum of 193 million
rubles.
PROPOSAL #7.97: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 31 DEC 2011, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Development of a
system of medical, sanitary and psychological support
for work at the Shtokman field making use of
rotational team labor ; Development of
recommendations for selecting efficient secondary
methods of extracting oil from oil-rimmed gas
condensate fields, using the Urengoiskoe and
Orenburgskoe fields as examples; and Development of
unified standards for evaluating [monitoring] and
forecasting the impact of natural, environmental and
production factors on the state of human health in
the area of construction of the Pre-Caspian gas
pipeline and development of the Caspian Sea shelf and
Central Asian oil and gas fields , and to deliver
the results of such work to OAO Gazprom and OAO
Gazprom undertakes to accept the results of such work
and to pay for such work a total maximum sum of
PROPOSAL #7.98: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 31 DEC 2011, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Analytical studies
of the cost of 1 meter of drilling progress at OAO
Gazprom's fields and sites ; Development of price
lists for repairs at OAO Gazprom's facilities ; and
Program for bringing gas pipeline branches into
operation through the year 2020 , and to deliver the
results of such work to OAO Gazprom and OAO Gazprom
undertakes to accept the results of such work and to
pay for such work a total maximum sum of 495.1
million rubles.
PROPOSAL #7.99: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform during the period from 01 JUL
2009 to 31 DEC 2010, in accordance with instructions
from OAO Gazprom, research work for OAO Gazprom
covering the following subjects: Arranging for the
monitoring of prices for all types of capital
construction resources with reference to areas of
clustered construction of OAO Gazprom's facilities ;
Develop a procedure for providing design
organizations with information about prices for
material and technical resources for the purpose of
adopting optimal decisions in designing the Unified
Gas Supply System's facilities ; and Perform an
analysis of the impact of changes in the commercial
rate of penetration for prospecting and exploration
wells and prepare measures designed to increase such
rate and reduce the cost of geological exploration
work, and to deliver the results of such work to OAO
Gazprom and OAO Gazprom undertakes to accept the
results of such work and to pay for such work a total
maximum sum of 93.2 million rubles.
PROPOSAL #7.100: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement of OAO Gazprom with OAO Gazprom
Promgaz and OAO Gazavtomatika of OAO Gazprom [the
Contractors] pursuant to which the Contractors
undertake to perform during the period from 01 JUL
2009 to 31 DEC 2009, in accordance with instructions
from OAO Gazprom, the services of implementing
programs for scientific and technical cooperation
between OAO Gazprom and foreign partner companies and
OAO Gazprom undertakes to pay for such services a
total maximum sum of 2 million rubles.
PROPOSAL #7.101: Approve, in accordance with Chapter ISSUER YES FOR FOR
XI of the Federal Law on Joint Stock Companies and
Chapter XI of the Charter of OAO Gazprom, to enter
into an agreement between OAO Gazprom and ZAO Gazprom
Invest Yug, OOO Gazpromtrans, ZAO Gazprom
Zarubezhneftegaz, OAO Gazprom Promgaz, OOO
Severneftegazprom, ZAO Yamalgazinvest, ZAO Gazprom
Neft Orenburg, OOO Gazprom Komplektatsiya, OAO
Vostokgazprom, OAO Tomskgazprom, OAO TGK-1, OAO
Mosenergo, OOO Gazprom Tsentrremont, OAO Tsentrgaz,
OOO Gazprom Export, OAO Gazpromregiongaz, OAO Gazprom
Neft, OOO Mezhregiongaz and Gazpromipoteka Fund [the
Licensees] pursuant to which OAO Gazprom will grant
the Licensees a non-exclusive license to use OAO
Gazprom's trade marks, , Gazprom and, which
have been registered in the State Register of Trade
Marks and Service Marks of the Russian Federation, as
follows: on goods or labels or packaging of goods
which are produced, offered for sale, sold or
displayed at exhibitions or fairs or are otherwise
introduced into civil turnover in the territory of
the Russian Federation, or are stored or transported
for such purpose, or are brought into the territory
of the Russian Federation; in connection with the
performance of work or the provision of services,
including the development of oil or gas fields or the
construction of oil pipelines or gas pipelines; on
accompanying, commercial or other documentation,
including documentation related to the introduction
of goods into civil turnover; in offers regarding the
sale of goods, regarding the performance of work or
regarding the provision of services, as well as in
announcements, in advertisements, in connection with
the conduct of charitable or sponsored events, in
printed publications, on official letterheads, on
signs, including, without limitation, on
administrative buildings, industrial facilities,
multi-function refueling complexes with accompanying
types of roadside service, shops, car washes, cafes,
car service / tire fitting businesses, recreational
services centers, on transportation vehicles, as well
as on clothes and individual protection gear; on the
Licensees' seals; in the Internet network; and in
the Licensees' corporate names, and the Licensees
will pay OAO Gazprom license fees in the form of
quarterly payments for the right to use each of OAO
Gazprom's trade marks with respect to each
transaction in the amount of not more than 300 times
the minimum wage established by the effective
legislation of the Russian Federation as of the date
of signature of delivery and acceptance acts, plus
VAT at the rate required by the effective legislation
of the Russian Federation, in a total maximum sum of
68.4 million rubles.
PROPOSAL #8.1: Elect Mr. Akimov Andrey Igorevich as a ISSUER YES AGAINST AGAINST
Member of the Board of Directors of the Company.
PROPOSAL #8.2: Elect Mr. Ananenkov Alexander ISSUER YES AGAINST AGAINST
Georgievich as a Member of the Board of Directors of
the Company.
PROPOSAL #8.3: Elect Mr. Bergmann Burckhard as a ISSUER YES AGAINST AGAINST
Member of the Board of Directors of the Company.
PROPOSAL #8.4: Elect Mr. Gazizullin Farit Rafikovich ISSUER YES AGAINST AGAINST
as a Member of the Board of Directors of the Company.
PROPOSAL #8.5: Elect Mr. Gusakov Vladimir ISSUER YES AGAINST AGAINST
Anatolievich as a Member of the Board of Directors of
PROPOSAL #8.6: Elect Mr. Zubkov Viktor Alexeevich as ISSUER YES AGAINST AGAINST
a Member of the Board of Directors of the Company.
PROPOSAL #8.7: Elect Ms. Karpel Elena Evgenievna as a ISSUER YES AGAINST AGAINST
Member of the Board of Directors of the Company.
PROPOSAL #8.8: Elect Mr. Makarov Alexey Alexandrovich ISSUER YES AGAINST AGAINST
as a Member of the Board of Directors of the Company.
PROPOSAL #8.9: Elect Mr. Miller Alexey Borisovich as ISSUER YES AGAINST AGAINST
a Member of the Board of Directors of the Company.
PROPOSAL #8.10: Elect Mr. Musin Valery Abramovich as ISSUER YES FOR FOR
a Member of the Board of Directors of the Company.
PROPOSAL #8.11: Elect Ms. Nabiullina Elvira ISSUER YES AGAINST AGAINST
Sakhipzadovna as a Member of the Board of Directors
of the Company.
PROPOSAL #8.12: Elect Mr. Nikolaev Viktor Vasilievich ISSUER YES AGAINST AGAINST
as a Member of the Board of Directors of the Company.
PROPOSAL #8.13: Elect Mr. Petrov Yury Alexandrovich ISSUER YES AGAINST AGAINST
as a Member of the Board of Directors of the Company.
PROPOSAL #8.14: Elect Mr. Sereda Mikhail Leonidovich ISSUER YES AGAINST AGAINST
as a Member of the Board of Directors of the Company.
PROPOSAL #8.15: Elect Mr. Foresman Robert Mark as a ISSUER YES AGAINST AGAINST
Member of the Board of Directors of the Company.
PROPOSAL #8.16: Elect Mr. Fortov Vladimir Evgenievich ISSUER YES AGAINST AGAINST
as a Member of the Board of Directors of the Company.
PROPOSAL #8.17: Elect Mr. Shmatko Sergey Ivanovich as ISSUER YES AGAINST AGAINST
a Member of the Board of Directors of the Company.
PROPOSAL #8.18: Elect Mr. Yusufov Igor Khanukovich as ISSUER YES AGAINST AGAINST
a Member of the Board of Directors of the Company.
PROPOSAL #9.1: Elect Mr. Arkhipov Dmitry ISSUER YES FOR FOR
Alexandrovich as a Member of the Audit Commission of
PROPOSAL #9.2: Elect Mr. Bikulov Vadim Kasymovich as ISSUER YES FOR FOR
a Member of the Audit Commission of the Company.
PROPOSAL #9.3: Elect Mr. Ishutin Rafael Vladimirovich ISSUER YES FOR FOR
as a Member of the Audit Commission of the Company.
PROPOSAL #9.4: Elect Mr. Kobzev Andrey Nikolaevich as ISSUER YES FOR FOR
a Member of the Audit Commission of the Company.
PROPOSAL #9.5: Elect Ms. Lobanova Nina Vladislavovna ISSUER YES FOR FOR
as a Member of the Audit Commission of the Company.
PROPOSAL #9.6: Elect Ms. Mikhailova Svetlana ISSUER YES FOR FOR
Sergeevna as a Member of the Audit Commission of the
PROPOSAL #9.7: Elect Mr. Nosov Yury Stanislavovich as ISSUER YES AGAINST AGAINST
a Member of the Audit Commission of the Company.
PROPOSAL #9.8: Elect Mr. Ozerov Sergey Mikhailovich ISSUER YES AGAINST AGAINST
as a Member of the Audit Commission of the Company.
PROPOSAL #9.9: Elect Ms. Tikhonova Mariya Gennadievna ISSUER YES AGAINST AGAINST
as a Member of the Audit Commission of the Company.
PROPOSAL #9.10: Elect Ms. Tulinova Olga Alexandrovna ISSUER YES AGAINST
as a Member of the Audit Commission of the Company.
PROPOSAL #9.11: Elect Mr. Shubin Yury Ivanovich as a ISSUER YES AGAINST
Member of the Audit Commission of the Company.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HESS CORPORATION
TICKER: HES CUSIP: 42809H107
MEETING DATE: 5/6/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: J.B. HESS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.W. BODMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. LAVIZZO-MOUREY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.G. MATTHEWS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.H. VON METZSCH ISSUER YES FOR FOR
PROPOSAL #2: RATIFICATION OF THE SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR
ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HOLOGIC, INC.
TICKER: HOLX CUSIP: 436440101
MEETING DATE: 3/4/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN W. CUMMING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT A. CASCELLA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID R. LAVANCE, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NANCY L. LEAMING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LAWRENCE M. LEVY ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: GLENN P. MUIR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ELAINE S. ULLIAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SALLY W. CRAWFORD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WAYNE WILSON ISSUER YES FOR FOR
PROPOSAL #02: TO CONSIDER AND ACT UPON A STOCK OPTION ISSUER YES FOR FOR
EXCHANGE PROGRAM FOR ELIGIBLE EMPLOYEES
PROPOSAL #03: TO CONSIDER AND ACT UPON THE ISSUER YES FOR FOR
ADJOURNMENT OF THE ANNUAL MEETING, INCLUDING, IF
NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF
THE FOREGOING PROPOSALS, AS DESCRIBED IN THE
ACCOMPANYING PROXY STATEMENT
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: IMPAX LABORATORIES, INC.
TICKER: IPXL CUSIP: 45256B101
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: LESLIE Z. BENET, PH.D. ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: ROBERT L. BURR ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: NIGEL TEN FLEMING, PHD. ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: LARRY HSU, PH.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL MARKBREITER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: OH KIM SUN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PETER R. TERRERI ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE AMENDMENT AND ISSUER YES AGAINST AGAINST
RESTATEMENT OF THE IMPAX LABORATORIES, INC. 2002
EQUITY INCENTIVE PLAN TO, AMONG OTHER MATTERS,
INCREASE THE AGGREGATE NUMBER OF SHARES OF COMMON
STOCK THAT MAY BE ISSUED UNDER SUCH PLAN BY 1,900,000
SHARES.
PROPOSAL #03: RATIFICATION OF THE ADOPTION OF THE ISSUER YES FOR FOR
PREFERRED STOCK RIGHTS AGREEMENT, DATED JANUARY 20,
2009, BY AND BETWEEN IMPAX LABORATORIES, INC. AND
STOCKTRANS, INC., AS RIGHTS AGENT.
PROPOSAL #04: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
GRANT THORNTON LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF IMPAX LABORATORIES, INC.
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2009.
PROPOSAL #05: APPROVAL OF THE ADJOURNMENT OF THE 2009 ISSUER YES AGAINST AGAINST
ANNUAL MEETING OF STOCKHOLDERS, IF NECESSARY, TO
SOLICIT ADDITIONAL PROXIES IN THE EVENT THAT THERE
ARE NOT SUFFICIENT VOTES AT THE TIME OF THE 2009
ANNUAL MEETING OF STOCKHOLDERS TO APPROVE ANY OF THE
FOREGOING PROPOSALS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: INGERSOLL-RAND COMPANY LIMITED
TICKER: IR CUSIP: G4776G101
MEETING DATE: 6/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: A.C. BERZIN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: J.L. COHON ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: G.D. FORSEE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: P.C. GODSOE ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: E.E. HAGENLOCKER ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: H.L. HENKEL ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: C.J. HORNER ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: T.E. MARTIN ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: P. NACHTIGAL ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: O.R. SMITH ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: R.J. SWIFT ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: T.L. WHITE ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF AN ADVISORY PROPOSAL ISSUER YES FOR FOR
RELATING TO COMPANY'S EXECUTIVE PAY-FOR-PERFORMANCE
COMPENSATION POLICIES AND PROCEDURES.
PROPOSAL #03: APPROVAL OF THE AMENDED AND RESTATED ISSUER YES FOR FOR
INCENTIVE STOCK PLAN OF 2007.
PROPOSAL #04: APPOINTMENT OF INDEPENDENT AUDITORS AND ISSUER YES FOR FOR
AUTHORIZATION OF BOARD OF DIRECTORS TO FIX THE
AUDITORS' REMUNERATION.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: INGERSOLL-RAND COMPANY LIMITED
TICKER: IR CUSIP: G4776G101
MEETING DATE: 6/3/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE SCHEME OF ARRANGEMENT ISSUER YES FOR FOR
ATTACHED TO THE ACCOMPANYING PROXY STATEMENT AS ANNEX
A.
PROPOSAL #02: IF THE SCHEME OF ARRANGEMENT IS ISSUER YES FOR FOR
APPROVED, APPROVAL OF THE CREATION OF DISTRIBUTABLE
RESERVES OF INGERSOLL-RAND PLC THAT WAS PREVIOUSLY
APPROVED BY INGERSOLL-RAND COMPANY LIMITED AND THE
OTHER CURRENT SHAREHOLDERS OF INGERSOLL-RAND PLC (AS
DESCRIBED IN THE PROXY STATEMENT).
PROPOSAL #03: APPROVAL OF THE MOTION TO ADJOURN THE ISSUER YES FOR FOR
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT PROXIES TO APPROVE THE
SCHEME OF ARRANGEMENT AT THE TIME OF THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: INTUITIVE SURGICAL, INC.
TICKER: ISRG CUSIP: 46120E602
MEETING DATE: 4/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: GARY S. GUTHART ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARK J. RUBASH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LONNIE M. SMITH ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JPMORGAN CHASE & CO.
TICKER: JPM CUSIP: 46625H100
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CRANDALL C. BOWLES ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: STEPHEN B. BURKE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID M. COTE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES S. CROWN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JAMES DIMON ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ELLEN V. FUTTER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM H. GRAY, ISSUER YES FOR FOR
III
PROPOSAL #1H: ELECTION OF DIRECTOR: LABAN P. JACKSON, ISSUER YES FOR FOR
JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID C. NOVAK ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LEE R. RAYMOND ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: WILLIAM C. WELDON ISSUER YES FOR FOR
PROPOSAL #02: APPOINTMENT OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION ISSUER YES FOR FOR
PROPOSAL #04: GOVERNMENTAL SERVICE REPORT SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
PROPOSAL #07: CREDIT CARD LENDING PRACTICES SHAREHOLDER YES AGAINST FOR
PROPOSAL #08: CHANGES TO KEPP SHAREHOLDER YES AGAINST FOR
PROPOSAL #09: SHARE RETENTION SHAREHOLDER YES AGAINST FOR
PROPOSAL #10: CARBON PRINCIPLES REPORT SHAREHOLDER YES ABSTAIN AGAINST
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: JULIUS BAER HOLDING AG, ZUERICH
TICKER: N/A CUSIP: H4407G263
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the annual report, annual ISSUER YES FOR FOR
accounts of the group 2008 report of the Auditors
PROPOSAL #2.: Approve the appropriation of the ISSUER YES FOR FOR
balance profit
PROPOSAL #3.: Grant discharge to the Members of the ISSUER YES FOR FOR
Board of Directors and the Management
PROPOSAL #4.1: Re-elect Mr. Raymon J. Baer ISSUER YES FOR FOR
PROPOSAL #4.2: Approve the By-election of Mr. ISSUER YES FOR FOR
Leonhard H. Fischer
PROPOSAL #5.: Elect the Auditors ISSUER YES FOR FOR
PROPOSAL #6.: Approve the reduction of the share ISSUER YES FOR FOR
capital with modification of By-Laws
PROPOSAL #7.: Approve the other modifications of By- ISSUER YES FOR FOR
Laws
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LAM RESEARCH CORPORATION
TICKER: LRCX CUSIP: 512807108
MEETING DATE: 11/6/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JAMES W. BAGLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID G. ARSCOTT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT M. BERDAHL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD J. ELKUS, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JACK R. HARRIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GRANT M. INMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CATHERINE P. LEGO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEPHEN G. NEWBERRY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SEIICHI WATANABE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PATRICIA S. WOLPERT ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL
YEAR 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: LUNDIN PETE AB
TICKER: N/A CUSIP: W64566107
MEETING DATE: 5/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Opening of the meeting ISSUER NO N/A N/A
PROPOSAL #2.: Elect Mr. Advokat Erik Nerpin as a ISSUER NO N/A N/A
Chairman of the meeting
PROPOSAL #3.: Preparation and approval of the voting ISSUER NO N/A N/A
register
PROPOSAL #4.: Approval of the agenda ISSUER NO N/A N/A
PROPOSAL #5.: Election of one or two persons to ISSUER NO N/A N/A
approve the minutes
PROPOSAL #6.: Determination as to whether the meeting ISSUER NO N/A N/A
has been duly convened
PROPOSAL #7.: Speech by the Managing Director ISSUER NO N/A N/A
PROPOSAL #8.: Presentation of the annual report and ISSUER NO N/A N/A
the Auditors report, the consolidated annual report
and the Auditors group report
PROPOSAL #9.: Adopt the profit and loss statement and ISSUER YES FOR FOR
the balance sheet and the consolidated profit and
loss statement and consolidated balance sheet
PROPOSAL #10.: Approve the appropriation of the ISSUER YES FOR FOR
Company's profit or loss according to the adopted
balance sheet
PROPOSAL #11.: Grant discharge from liability of the ISSUER YES FOR FOR
Members of the Board and the Managing Director
PROPOSAL #12.: Presentation by the Nomination ISSUER NO N/A N/A
Committee: The work of the Nomination Committee;
proposal for election of Chairman of the Board and
other Members of the Board; proposal for remuneration
of the Chairman and other Members of the Board ;
proposal for Election of Auditors; proposal for
remuneration of the Auditors
PROPOSAL #13.: Approve the number of Members of the ISSUER YES FOR FOR
Board as 7, with no deputies
PROPOSAL #14.: Approve the remuneration of the ISSUER YES FOR FOR
Chairman and other Members of the Board; SEK 3.5
million to be divided as follows: SEK 800,000 to the
Chairman, SEK 400,000 to other Members of the Board
not employed in Lundin Petroleum and SEK 100,000 for
each assignment in the Committees of the Board of
Directors (in total not more than SEK 700,000 for
Committee work)
PROPOSAL #15.: Re-elect Mr. Ian H. Lundin as the ISSUER YES AGAINST AGAINST
Chairman of the Board and Messrs: Ian. H. Lundin,
Magnus Unger, William A. Rand, Lukas H. Lundin, C.
Ashley Heppenstall and Asbjorn Larsen as the Members
of the Board and elect Ms. Dambisa F. Moyo as a new
Member of the Board
PROPOSAL #16.: Elect PricewaterhouseCoopers AB as ISSUER YES FOR FOR
Auditors with the authorized Public Accountant Bo
Hjalmarsson as the Auditor in charge
PROPOSAL #17.: Approve the remuneration of the ISSUER YES FOR FOR
Auditors as per the invoice
PROPOSAL #18.: Presentation of proposals in relation ISSUER NO N/A N/A
to: Principles for compensation and other terms of
employment for management; remuneration of Board
Members for special assignments outside the
directorship; Authorization of the Board to resolve
new issue of shares and convertible debentures;
Authorization of the Board to resolve repurchase and
sale of shares; Amendment of the Articles of
Association regarding the object of the Company's
business and notice of a General Meeting
PROPOSAL #19.: Approve the principles for ISSUER YES AGAINST AGAINST
compensation and other terms of employment for
management; as specified
PROPOSAL #20.: Approve the remuneration of the Board ISSUER YES AGAINST AGAINST
Members for special assignments outside the
directorship; Shareholders jointly representing
approximately 30% of the voting rights for all the
shares in the Company propose that an amount of not
more than SEK 2.5 million in total be available for
remuneration of Board Members for special assignments
outside the directorship
PROPOSAL #21.: Authorize the Board to resolve new ISSUER YES FOR FOR
issue of shares and convertible debentures; as
specified
PROPOSAL #22.: Authorize the Board to resolve ISSUER YES FOR FOR
repurchase and sale of shares; as specified
PROPOSAL #23.: Amend the Articles of Association; as ISSUER YES FOR FOR
specified
PROPOSAL #24.: Approve the nomination process for the ISSUER YES FOR FOR
AGM in 2010
PROPOSAL #25.: Other matters ISSUER NO N/A N/A
PROPOSAL #26.: Closing of the meeting ISSUER NO N/A N/A
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: M.A. INDUSTRIES LTD
TICKER: N/A CUSIP: M67888103
MEETING DATE: 7/20/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve the financial statements and ISSUER YES FOR FOR
the Directors' report for the year 2007
PROPOSAL #2.: Re-appoint the Accountant Auditors and ISSUER YES FOR FOR
authorize the Board to fix their fees
PROPOSAL #3.A: Re-appoint Mr. A. Bigger as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.B: Re-appoint Mr. N. Dankner as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.C: Re-appoint Mr. Z. Livnat as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.D: Re-appoint Mr. I. Manor as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.E: Re-appoint Mr. R. Cohen as a ISSUER YES AGAINST AGAINST
Officiating Director
PROPOSAL #3.F: Re-appoint Mr. H. Garvrieli as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.G: Re-appoint Mr. A. Arel as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.H: Re-appoint Mr. O. Leader as a ISSUER YES AGAINST AGAINST
Officiating Director
PROPOSAL #3.I: Re-appoint Mr. A. Fisher as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.J: Re-appoint Mr. D. Peckleman as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #3.K: Re-appoint Mr. H. Shorek as a ISSUER YES FOR FOR
Officiating Director
PROPOSAL #4.: Approve to update the remuneration of ISSUER YES AGAINST AGAINST
the Directors Messrs. A. Arel , A. Fisher, D.
Peckleman, H. Shorek to the maximum rate permitted
By Law for payment to External Directors
PROPOSAL #5.: Approve to update the remuneration of ISSUER YES AGAINST AGAINST
the Directors Mr. Z. Livnat who may regarded as an
owner of control [special majority required] to the
maximum rate permitted By Law
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MAXIM INTEGRATED PRODUCTS, INC.
TICKER: MXIM CUSIP: 57772K101
MEETING DATE: 12/15/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: TUNC DOLUCA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: B. KIPLING HAGOPIAN ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: JAMES R. BERGMAN ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: JOSEPH R. BRONSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT E. GRADY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM D. WATKINS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.R. FRANK WAZZAN ISSUER YES WITHHOLD AGAINST
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS MAXIM'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE 27,
2009.
PROPOSAL #03: TO APPROVE THE ADOPTION OF MAXIM'S 2008 ISSUER YES FOR FOR
EMPLOYEE STOCK PURCHASE PLAN WITH 4,000,000 SHARES
OF COMMON STOCK RESERVED FOR ISSUANCE THEREUNDER.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MERRILL LYNCH & CO., INC.
TICKER: MER CUSIP: 590188108
MEETING DATE: 12/5/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ADOPT THE AGREEMENT AND PLAN OF MERGER, ISSUER YES FOR FOR
DATED AS OF SEPTEMBER 15, 2008, BY AND BETWEEN
MERRILL LYNCH & CO., INC. AND BANK OF AMERICA
PROPOSAL #02: APPROVE THE AMENDMENT TO THE RESTATED ISSUER YES FOR FOR
CERTIFICATE OF INCORPORATION OF MERRILL LYNCH & CO.,
INC.
PROPOSAL #03: APPROVE ADJOURNMENT OF THE SPECIAL ISSUER YES FOR FOR
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE NOT
SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING
FOR THE FOREGOING PROPOSALS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: METROPCS COMMUNICATIONS INC
TICKER: PCS CUSIP: 591708102
MEETING DATE: 5/21/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: W. MICHAEL BARNES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JACK F. CALLAHAN, JR. ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS THE METROPCS COMMUNICATIONS, INC.
INDEPENDENT AUDITOR FOR FISCAL YEAR ENDING DECEMBER
31, 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MICROSOFT CORPORATION
TICKER: MSFT CUSIP: 594918104
MEETING DATE: 11/19/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: STEVEN A. BALLMER ISSUER YES FOR FOR
PROPOSAL #02: ELECTION OF DIRECTOR: JAMES I. CASH JR. ISSUER YES FOR FOR
PROPOSAL #03: ELECTION OF DIRECTOR: DINA DUBLON ISSUER YES FOR FOR
PROPOSAL #04: ELECTION OF DIRECTOR: WILLIAM H. GATES ISSUER YES FOR FOR
III
PROPOSAL #05: ELECTION OF DIRECTOR: RAYMOND V. ISSUER YES FOR FOR
GILMARTIN
PROPOSAL #06: ELECTION OF DIRECTOR: REED HASTINGS ISSUER YES FOR FOR
PROPOSAL #07: ELECTION OF DIRECTOR: DAVID F. MARQUARDT ISSUER YES FOR FOR
PROPOSAL #08: ELECTION OF DIRECTOR: CHARLES H. NOSKI ISSUER YES FOR FOR
PROPOSAL #09: ELECTION OF DIRECTOR: HELMUT PANKE ISSUER YES FOR FOR
PROPOSAL #10: APPROVAL OF MATERIAL TERMS OF ISSUER YES FOR FOR
PERFORMANCE CRITERIA UNDER THE EXECUTIVE OFFICER
INCENTIVE PLAN.
PROPOSAL #11: APPROVAL OF AMENDMENTS TO THE 1999 ISSUER YES FOR FOR
STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS.
PROPOSAL #12: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITOR.
PROPOSAL #13: SHAREHOLDER PROPOSAL - ADOPTION OF SHAREHOLDER YES ABSTAIN AGAINST
POLICIES ON INTERNET CENSORSHIP.
PROPOSAL #14: SHAREHOLDER PROPOSAL - ESTABLISHMENT OF SHAREHOLDER YES ABSTAIN AGAINST
BOARD COMMITTEE ON HUMAN RIGHTS.
PROPOSAL #15: SHAREHOLDER PROPOSAL - DISCLOSURE OF SHAREHOLDER YES ABSTAIN AGAINST
CHARITABLE CONTRIBUTIONS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MITSUI & CO.,LTD.
TICKER: N/A CUSIP: J44690139
MEETING DATE: 6/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Amend Articles to: Change Business ISSUER YES FOR FOR
Lines, Approve Minor Revisions Related to
Dematerialization of Shares and the other Updated
Laws and Regulations
PROPOSAL #2.1: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.2: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.3: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.4: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.5: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.6: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.7: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.8: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.9: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.10: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.11: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #2.12: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.: Appoint a Corporate Auditor ISSUER YES FOR FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MONSTER WORLDWIDE, INC.
TICKER: MWW CUSIP: 611742107
MEETING DATE: 6/22/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: SALVATORE IANNUZZI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT J. CHRENC ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN GAULDING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.P. GIAMBASTIANI, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RONALD J. KRAMER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERTO TUNIOLI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: TIMOTHY T. YATES ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF AN AMENDMENT TO THE MONSTER ISSUER YES FOR FOR
WORLDWIDE, INC. 2008 EQUITY INCENTIVE PLAN TO
INCREASE THE NUMBER OF SHARES AUTHORIZED FOR ISSUANCE
UNDER THE PLAN.
PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF BDO ISSUER YES FOR FOR
SEIDMAN, LLP AS MONSTER WORLDWIDE, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: MORGAN STANLEY
TICKER: MS CUSIP: 617446448
MEETING DATE: 2/9/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO APPROVE THE CONVERSION TERMS OF ISSUER YES FOR FOR
MORGAN STANLEY'S SERIES B NON-CUMULATIVE NON-VOTING
PERPETUAL CONVERTIBLE PREFERRED STOCK, THE ISSUANCE
OF MORGAN STANLEY'S COMMON STOCK PURSUANT TO SUCH
TERMS AND POTENTIAL EQUITY ISSUANCES CONTEMPLATED BY
INVESTOR AGREEMENT, DATED AS OF OCTOBER 13, 2008, AS
AMENDED, BY AND BETWEEN MORGAN STANLEY AND MITSUBISHI
UFJ FINANCIAL GROUP, INC.
PROPOSAL #02: TO APPROVE THE ADJOURNMENT OF THE ISSUER YES FOR FOR
SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO
SOLICIT ADDITIONAL PROXIES IF (A) THERE ARE
INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING
TO APPROVE PROPOSAL 1 OR (B) A QUORUM IS NOT PRESENT
AT THE TIME OF THE SPECIAL MEETING.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NATIONAL CITY CORPORATION
TICKER: NCC CUSIP: 635405103
MEETING DATE: 12/23/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ADOPT THE AGREEMENT AND PLAN OF MERGER, ISSUER YES FOR FOR
DATED AS OF OCTOBER 24, 2008, BY AND BETWEEN THE PNC
FINANCIAL SERVICES GROUP, INC. AND NATIONAL CITY
CORPORATION, AS SUCH AGREEMENT MAY BE AMENDED FROM
TIME TO TIME, PURSUANT TO WHICH NATIONAL CITY WILL
MERGE WITH AND INTO PNC, WITH PNC SURVIVING THE MERGER
PROPOSAL #02: APPROVE THE ADJOURNMENT OF THE SPECIAL ISSUER YES FOR FOR
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES, IN THE EVENT THAT THERE ARE NOT
SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING
TO ADOPT THE FOREGOING PROPOSAL
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NATIONAL OILWELL VARCO, INC.
TICKER: NOV CUSIP: 637071101
MEETING DATE: 5/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MERRILL A. ISSUER YES FOR FOR
MILLER, JR.
PROPOSAL #1B: ELECTION OF DIRECTOR: GREG L. ARMSTRONG ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID D. HARRISON ISSUER YES FOR FOR
PROPOSAL #2: RATIFICATION OF INDEPENDENT AUDITORS ISSUER YES FOR FOR
PROPOSAL #3: APPROVAL OF AMENDMENT TO NATIONAL ISSUER YES FOR FOR
OILWELL VARCO LONG-TERM INCENTIVE PLAN
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NETAPP, INC
TICKER: NTAP CUSIP: 64110D104
MEETING DATE: 9/2/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DANIEL J. WARMENHOVEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DONALD T. VALENTINE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEFFRY R. ALLEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CAROL A. BARTZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALAN L. EARHART ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS GEORGENS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD KOZEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MARK LESLIE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NICHOLAS G. MOORE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE T. SHAHEEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT T. WALL ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE AN AMENDMENT TO THE 1999 ISSUER YES FOR FOR
STOCK OPTION PLAN TO ALLOW THE COMPANY TO GRANT
EQUITY AWARDS TO THE COMPANY'S NON-EMPLOYEE DIRECTORS
UNDER ALL EQUITY PROGRAMS UNDER THE 1999 PLAN.
PROPOSAL #03: TO APPROVE AN AMENDMENT TO THE 1999 ISSUER YES FOR FOR
PLAN TO INCREASE THE SHARE RESERVE BY AN ADDITIONAL
6,600,000 SHARES OF COMMON STOCK.
PROPOSAL #04: TO APPROVE AN AMENDMENT TO THE EMPLOYEE ISSUER YES FOR FOR
STOCK PURCHASE PLAN TO INCREASE THE SHARE RESERVE
UNDER THE PURCHASE PLAN BY AN ADDITIONAL 2,900,000
SHARES OF COMMON STOCK.
PROPOSAL #05: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS INDEPENDENT AUDITORS OF THE COMPANY
FOR THE FISCAL YEAR ENDING APRIL 24, 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NORDSTROM, INC.
TICKER: JWN CUSIP: 655664100
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: PHYLLIS J. ISSUER YES FOR FOR
CAMPBELL
PROPOSAL #1B: ELECTION OF DIRECTOR: ENRIQUE ISSUER YES FOR FOR
HERNANDEZ, JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: ROBERT G. MILLER ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: BLAKE W. NORDSTROM ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ERIK B. NORDSTROM ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: PETER E. NORDSTROM ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: PHILIP G. SATRE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: ROBERT D. WALTER ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: ALISON A. WINTER ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PROPOSAL #03: APPROVAL OF EXECUTIVE MANAGEMENT BONUS ISSUER YES FOR FOR
PLAN
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NORTHWEST AIRLINES CORPORATION
TICKER: NWA CUSIP: 667280408
MEETING DATE: 9/25/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ROY J. BOSTOCK ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: DAVID A. BRANDON ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: MICHAEL J. DURHAM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN M. ENGLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICKEY P. FORET ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT L. FRIEDMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DORIS KEARNS GOODWIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JEFFREY G. KATZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES J. POSTL ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: RODNEY E. SLATER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DOUGLAS M. STEENLAND ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM S. ZOLLER ISSUER YES FOR FOR
PROPOSAL #02: TO ADOPT AND APPROVE THE AGREEMENT AND ISSUER YES FOR FOR
PLAN OF MERGER DATED AS OF APRIL 14, 2008 (AS IT MAY
BE AMENDED FROM TIME TO TIME, THE MERGER AGREEMENT),
BY AND AMONG NORTHWEST AIRLINES, DELTA AIRLINES, INC.
AND NAUTILUS MERGER CORPORATION.
PROPOSAL #03: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS NORTHWEST'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2008.
PROPOSAL #04: TO APPROVE AN AMENDMENT TO THE ISSUER YES FOR FOR
NORTHWEST AIRLINES CORPORATION 2007 STOCK INCENTIVE
PROPOSAL #05: TO APPROVE THE ADJOURNMENT OF THE ISSUER YES FOR FOR
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT
THE TIME OF MEETING TO ADOPT THE MERGER AGREEMENT.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: NOVAVAX, INC.
TICKER: NVAX CUSIP: 670002104
MEETING DATE: 5/13/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: GARY C. EVANS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN O. MARSH, JR. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.B. TANANBAUM, M.D. ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF GRANT ISSUER YES FOR FOR
THORNTON LLP, AN INDEPENDENT REGISTERED ACCOUNTING
FIRM, AS THE INDEPENDENT AUDITOR OF THE COMPANY FOR
THE YEAR ENDING DECEMBER 31, 2009.
PROPOSAL #03: TO APPROVE AN AMENDMENT TO THE ISSUER YES AGAINST AGAINST
COMPANY'S AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION, AS AMENDED, TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK OF THE COMPANY BY
100,000,000 SHARES FROM 100,000,000 SHARES TO
PROPOSAL #04: TO TRANSACT SUCH OTHER BUSINESS AS MAY ISSUER YES AGAINST AGAINST
PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT
THEREOF.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: OAO GAZPROM
TICKER: OGZPY CUSIP: 368287207
MEETING DATE: 6/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVE THE ANNUAL REPORT OF OAO ISSUER YES FOR AGAINST
GAZPROM FOR 2008.
PROPOSAL #02: APPROVE THE ANNUAL ACCOUNTING ISSUER YES FOR AGAINST
STATEMENTS, INCLUDING THE PROFIT AND LOSS REPORT OF
THE COMPANY BASED ON THE RESULTS OF 2008.
PROPOSAL #03: APPROVE THE DISTRIBUTION OF PROFIT OF ISSUER YES FOR AGAINST
THE COMPANY BASED ON THE RESULTS OF 2008.
PROPOSAL #04: APPROVE THE AMOUNT OF, TIME FOR AND ISSUER YES FOR AGAINST
FORM OF PAYMENT OF ANNUAL DIVIDENDS ON THE COMPANY'S
SHARES THAT HAVE BEEN PROPOSED BY THE BOARD OF
DIRECTORS OF THE COMPANY.
PROPOSAL #05: APPROVE CLOSED JOINT STOCK COMPANY ISSUER YES FOR AGAINST
PRICEWATERHOUSECOOPERS AUDIT AS THE COMPANY'S
EXTERNAL AUDITOR.
PROPOSAL #06: PAY REMUNERATION TO MEMBERS OF THE ISSUER YES AGAINST AGAINST
BOARD OF DIRECTORS AND AUDIT COMMISSION OF THE
COMPANY IN THE AMOUNTS RECOMMENDED BY THE BOARD OF
DIRECTORS OF THE COMPANY.
PROPOSAL #G1: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) REGARDING RECEIPT BY OAO GAZPROM OF FUNDS
IN A MAXIMUM SUM OF 500 MILLION U.S. DOLLARS OR ITS
EQUIVALENT IN RUBLES OR EUROS.
PROPOSAL #G2: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND SBERBANK OF RUSSIA OAO
REGARDING RECEIPT BY OAO GAZPROM OF FUNDS IN A
MAXIMUM SUM OF 1.5 BILLION U.S. DOLLARS OR ITS
EQUIVALENT IN RUBLES OR EUROS.
PROPOSAL #G3: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VTB BANK REGARDING
RECEIPT BY OAO GAZPROM OF FUNDS IN A MAXIMUM SUM OF 1
BILLION U.S. DOLLARS OR ITS EQUIVALENT IN RUBLES OR
PROPOSAL #8A: ELECTION OF DIRECTOR: AKIMOV ANDREY ISSUER YES AGAINST AGAINST
IGOREVICH
PROPOSAL #8B: ELECTION OF DIRECTOR: ANANENKOV ISSUER YES AGAINST AGAINST
ALEXANDER GEORGIEVICH
PROPOSAL #8C: ELECTION OF DIRECTOR: BERGMANN BURCKHARD ISSUER YES AGAINST AGAINST
PROPOSAL #8D: ELECTION OF DIRECTOR: GAZIZULLIN FARIT ISSUER YES AGAINST AGAINST
RAFIKOVICH
PROPOSAL #8E: ELECTION OF DIRECTOR: GUSAKOV VLADIMIR ISSUER YES AGAINST AGAINST
ANATOLIEVICH
PROPOSAL #8F: ELECTION OF DIRECTOR: ZUBKOV VIKTOR ISSUER YES AGAINST AGAINST
ALEXEEVICH
PROPOSAL #8G: ELECTION OF DIRECTOR: KARPEL ELENA ISSUER YES AGAINST AGAINST
EVGENIEVNA
PROPOSAL #8H: ELECTION OF DIRECTOR: MAKAROV ALEXEY ISSUER YES AGAINST AGAINST
ALEXANDROVICH
PROPOSAL #8I: ELECTION OF DIRECTOR: MILLER ALEXEY ISSUER YES AGAINST AGAINST
BORISOVICH
PROPOSAL #8J: ELECTION OF DIRECTOR: MUSIN VALERY ISSUER YES FOR AGAINST
ABRAMOVICH
PROPOSAL #8K: ELECTION OF DIRECTOR: NABIULLINA ELVIRA ISSUER YES AGAINST AGAINST
SAKHIPZADOVNA
PROPOSAL #8L: ELECTION OF DIRECTOR: NIKOLAEV VIKTOR ISSUER YES AGAINST AGAINST
VASILIEVICH
PROPOSAL #8M: ELECTION OF DIRECTOR: PETROV YURY ISSUER YES AGAINST AGAINST
ALEXANDROVICH
PROPOSAL #8N: ELECTION OF DIRECTOR: SEREDA MIKHAIL ISSUER YES AGAINST AGAINST
LEONIDOVICH
PROPOSAL #8O: ELECTION OF DIRECTOR: FORESMAN ROBERT ISSUER YES AGAINST AGAINST
MARK
PROPOSAL #8P: ELECTION OF DIRECTOR: FORTOV VLADIMIR ISSUER YES AGAINST AGAINST
EVGENIEVICH
PROPOSAL #8Q: ELECTION OF DIRECTOR: SHMATKO SERGEY ISSUER YES AGAINST AGAINST
IVANOVICH
PROPOSAL #8R: ELECTION OF DIRECTOR: YUSUFOV IGOR ISSUER YES AGAINST AGAINST
KHANUKOVICH
PROPOSAL #J1: ELECT ARKHIPOV DMITRY ALEXANDROVICH TO ISSUER YES FOR AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J2: ELECT BIKULOV VADIM KASYMOVICH TO THE ISSUER YES FOR AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J3: ELECT ISHUTIN RAFAEL VLADIMIROVICH TO ISSUER YES FOR AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J4: ELECT KOBZEV ANDREY NIKOLAEVICH TO THE ISSUER YES FOR AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J5: ELECT LOBANOVA NINA VLADISLAVOVNA TO ISSUER YES FOR AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J6: ELECT MIKHAILOVA SVETLANA SERGEEVNA TO ISSUER YES FOR AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J7: ELECT NOSOV YURY STANISLAVOVICH TO THE ISSUER YES AGAINST AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J8: ELECT OZEROV SERGEY MIKHAILOVICH TO THE ISSUER YES AGAINST AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J9: ELECT TIKHONOVA MARIYA GENNADIEVNA TO ISSUER YES AGAINST AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J10: ELECT TULINOVA OLGA ALEXANDROVNA TO ISSUER YES AGAINST AGAINST
THE AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #J11: ELECT SHUBIN YURY IVANOVICH TO THE ISSUER YES AGAINST AGAINST
AUDIT COMMISSION OF OAO GAZPROM
PROPOSAL #004: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND STATE CORPORATION BANK FOR
DEVELOPMENT AND FOREIGN ECONOMIC AFFAIRS
(VNESHECONOMBANK) REGARDING RECEIPT BY OAO GAZPROM OF
FUNDS IN A MAXIMUM SUM OF 6 BILLION U.S. DOLLARS OR
ITS EQUIVALENT IN RUBLES OR EUROS.
PROPOSAL #005: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO ROSSELKHOZBANK REGARDING
RECEIPT BY OAO GAZPROM OF FUNDS IN A MAXIMUM SUM OF
1.5 BILLION U.S. DOLLARS OR ITS EQUIVALENT IN RUBLES
OR EUROS.
PROPOSAL #006: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM:
TRANSACTIONS BETWEEN OAO GAZPROM AND GAZPROMBANK
(OPEN JOINT STOCK COMPANY), TO BE ENTERED INTO
PURSUANT TO A LOAN FACILITY AGREEMENT BETWEEN OAO
GAZPROM AND THE BANK, INVOLVING RECEIPT BY OAO
GAZPROM OF FUNDS IN A MAXIMUM SUM OF 25 BILLION
PROPOSAL #007: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM:
TRANSACTIONS BETWEEN OAO GAZPROM AND SBERBANK OF
RUSSIA OAO, TO BE ENTERED INTO PURSUANT TO A LOAN
FACILITY AGREEMENT BETWEEN OAO GAZPROM AND THE BANK,
INVOLVING RECEIPT BY OAO GAZPROM OF FUNDS IN A
MAXIMUM SUM OF 17 BILLION RUBLES.
PROPOSAL #008: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM:
TRANSACTIONS BETWEEN OAO GAZPROM AND ZAO
GAZENERGOPROMBANK, TO BE ENTERED INTO PURSUANT TO A
LOAN FACILITY AGREEMENT BETWEEN OAO GAZPROM AND THE
BANK, INVOLVING RECEIPT BY OAO GAZPROM OF FUNDS IN A
MAXIMUM SUM OF 100 MILLION U.S. DOLLARS.
PROPOSAL #009: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM:
TRANSACTIONS BETWEEN OAO GAZPROM AND OAO VTB BANK, TO
BE ENTERED INTO PURSUANT TO A LOAN FACILITY
AGREEMENT BETWEEN OAO GAZPROM AND THE BANK, INVOLVING
RECEIPT BY OAO GAZPROM OF FUNDS IN A MAXIMUM SUM OF
PROPOSAL #010: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH GAZPROMBANK (OPEN JOINT
STOCK COMPANY) WILL, UPON THE TERMS AND CONDITIONS
ANNOUNCED BY IT, ACCEPT AND CREDIT FUNDS TRANSFERRED
TO ACCOUNTS OPENED BY OAO GAZPROM AND CONDUCT
OPERATIONS THROUGH THE ACCOUNTS.
PROPOSAL #011: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND SBERBANK OF RUSSIA OAO
PURSUANT TO WHICH SBERBANK OF RUSSIA OAO WILL, UPON
THE TERMS AND CONDITIONS ANNOUNCED BY IT, ACCEPT AND
CREDIT FUNDS TRANSFERRED TO ACCOUNTS OPENED BY OAO
GAZPROM AND CONDUCT OPERATIONS THROUGH THE ACCOUNTS
IN ACCORDANCE WITH OAO GAZPROM'S INSTRUCTIONS.
PROPOSAL #012: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZENERGOPROMBANK
PURSUANT TO WHICH ZAO GAZENERGOPROMBANK WILL, UPON
THE TERMS AND CONDITIONS ANNOUNCED BY IT, ACCEPT AND
CREDIT FUNDS TRANSFERRED TO ACCOUNTS OPENED BY OAO
GAZPROM AND CONDUCT OPERATIONS THROUGH THE ACCOUNTS
IN ACCORDANCE WITH OAO GAZPROM'S INSTRUCTIONS.
PROPOSAL #013: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VTB BANK PURSUANT TO
WHICH OAO VTB BANK WILL, UPON THE TERMS AND
CONDITIONS ANNOUNCED BY IT, ACCEPT AND CREDIT FUNDS
TRANSFERRED TO ACCOUNTS OPENED BY OAO GAZPROM AND
CONDUCT OPERATIONS THROUGH THE ACCOUNTS IN ACCORDANCE
WITH OAO GAZPROM'S INSTRUCTIONS.
PROPOSAL #014: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH THE BANK WILL PROVIDE
SERVICES TO OAO GAZPROM MAKING USE OF THE BANK -
CLIENT ELECTRONIC PAYMENTS SYSTEM.
PROPOSAL #015: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND SBERBANK OF RUSSIA OAO
PURSUANT TO WHICH SBERBANK OF RUSSIA OAO WILL PROVIDE
SERVICES TO OAO GAZPROM MAKING USE OF THE CLIENT -
SBERBANK ELECTRONIC PAYMENTS SYSTEM.
PROPOSAL #016: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZENERGOPROMBANK
PURSUANT TO WHICH ZAO GAZENERGOPROMBANK WILL PROVIDE
SERVICES TO OAO GAZPROM MAKING USE OF THE BANK -
CLIENT ELECTRONIC PAYMENTS.
PROPOSAL #017: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VTB BANK PURSUANT TO
WHICH OAO VTB BANK WILL PROVIDE SERVICES TO OAO
GAZPROM MAKING USE OF THE BANK - CLIENT ELECTRONIC
PAYMENTS SYSTEM.
PROPOSAL #018: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: FOREIGN
CURRENCY PURCHASE / SALE TRANSACTIONS BETWEEN OAO
GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK COMPANY),
TO BE ENTERED INTO UNDER THE GENERAL AGREEMENT ON THE
CONDUCT OF CONVERSION OPERATIONS BETWEEN OAO GAZPROM
AND THE BANK DATED AS OF SEPTEMBER 12, 2006, NO.
3446, IN A MAXIMUM SUM OF 500 MILLION U.S. DOLLARS OR
ITS EQUIVALENT IN RUBLES, EUROS OR OTHER CURRENCY
FOR EACH TRANSACTION.
PROPOSAL #019: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT
STOCK COMPANY) PURSUANT TO WHICH OAO GAZPROM WILL
GRANT SURETYSHIPS TO SECURE PERFORMANCE OF OAO
GAZPROM'S SUBSIDIARIES' OBLIGATIONS TO GAZPROMBANK
(OPEN JOINT STOCK COMPANY).
PROPOSAL #020: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND SBERBANK OF RUSSIA OAO
PURSUANT TO WHICH OAO GAZPROM WILL GRANT SURETYSHIPS
TO SECURE PERFORMANCE OF OAO GAZPROM'S SUBSIDIARIES'
OBLIGATIONS TO SBERBANK OF RUSSIA OAO.
PROPOSAL #021: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH OAO GAZPROM WILL GRANT
SURETYSHIPS TO SECURE PERFORMANCE OF OAO GAZPROM'S
SUBSIDIARIES' OBLIGATIONS TO GAZPROMBANK (OPEN JOINT
STOCK COMPANY).
PROPOSAL #022: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENT
BETWEEN OAO GAZPROM AND NORD STREAM AG PURSUANT TO
WHICH OAO GAZPROM WILL ISSUE A GUARANTEE (SURETYSHIP)
TO NORD STREAM AG TO SECURE PERPORMANCE OF OOO
GAZPROM EXPORT'S OBLIGATIONS UNDER A GAS
TRANSPORTATION AGREEMENT BETWEEN NORD STREAM AG AND
OOO GAZPROM EXPORT.
PROPOSAL #023: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENT
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH GAZPROMBANK (OPEN JOINT
STOCK COMPANY) UNDERTAKES UNDER INSTRUCTIONS OF OAO
GAZPROM.
PROPOSAL #024: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO BELTRANSGAZ PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO BELTRANSGAZ
TEMPORARY POSSESSION AND USE OF THE FACILITIES OF THE
YAMAL - EUROPE TRUNK GAS PIPELINE SYSTEM AND RELATED
SERVICE EQUIPMENT.
PROPOSAL #025: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROMREGIONGAZ PURSUANT
TO WHICH OAO GAZPROM WILL GRANT OAO GAZPROMREGIONGAZ
TEMPORARY POSSESSION AND USE OF THE PROPERTY COMPLEX
OF THE GAS DISTRIBUTION SYSTEM.
PROPOSAL #026: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM NEFT ORENBURG
PURSUANT TO WHICH OAO GAZPROM WILL GRANT ZAO GAZPROM
NEFT ORENBURG TEMPORARY POSSESSION AND USE OF THE
WELLS AND DOWNHOLE AND ABOVE-GROUND WELL EQUIPMENT.
PROPOSAL #027: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROMTRUBINVEST
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO
GAZPROMTRUBINVEST TEMPORARY POSSESSION AND USE OF THE
BUILDING AND EQUIPMENT OF A TUBING AND CASING
MANUFACTURING FACILITY.
PROPOSAL #028: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO LAZURNAYA PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO LAZURNAYA TEMPORARY
POSSESSION AND USE OF THE PROPERTY OF THE FIRST AND
SECOND UNITS OF THE LAZURNAYA PEAK HOTEL COMPLEX.
PROPOSAL #029: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND DOAO TSENTRENERGOGAZ OF OAO
GAZPROM PURSUANT WHICH OAO GAZPROM WILL GRANT DOAO
TSENTRENERGOGAZ OF OAO GAZPROM.
PROPOSAL #030: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OOO GAZPROMTRANS
TEMPORARY POSSESSION AND USE OF THE INFRASTRUCTURE
FACILITIES OF THE RAILWAY STATIONS OF THE SURGUTSKIY
CONDENSATE STABILIZATION PLANT.
PROPOSAL #031: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OOO GAZPROMTRANS
TEMPORARY POSSESSION AND USE OF METHANOL TANK CARS
FOR A PERIOD OF NOT MORE THAN 5 YEARS AND OOO
GAZPROMTRANS WILL MAKE PAYMENT FOR USING SUCH
PROPERTY IN A MAXIMUM SUM OF 190 MILLION RUBLES.
PROPOSAL #032: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO TSENTRGAZ PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO TSENTRGAZ TEMPORARY
POSSESSION AND USE OF THE FACILITIES OF A
PREVENTATIVE CLINIC THAT ARE SITUATED IN THE TULSKAYA
REGION, SHCHOKINSKIY DISTRICT, TOWNSHIP OF GRUMANT,
FOR A PERIOD OF NOT MORE THAN 12 MONTHS AND OAO
TSENTRGAZ WILL MAKE PAYMENT FOR USING SUCH PROPERTY
IN A MAXIMUM SUM OF 24.1 MILLION RUBLES.
PROPOSAL #033: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO DRUZHBA PURSUANT TO WHICH
OAO GAZPROM WILL GRANT OAO DRUZHBA TEMPORARY
POSSESSION AND USE OF THE FACILITIES OF DRUZHBA
VACATION CENTER.
PROPOSAL #034: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM WILL GRANT OAO GAZPROM PROMGAZ
TEMPORARY POSSESSION AND USE OF EXPERIMENTAL
PROTOTYPES OF GAS-USING EQUIPMENT.
PROPOSAL #035: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH OAO GAZPROM WILL GRANT
GAZPROMBANK (OPEN JOINT STOCK COMPANY) TEMPORARY
POSSESSION AND USE OF THE NON-RESIDENTIAL PREMISES IN
A BUILDING.
PROPOSAL #036: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SALAVATNEFTEORGSINTEZ
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO
SALAVATNEFTEORGSINTEZ TEMPORARY POSSESSION AND USE OF
THE GAS CONDENSATE PIPELINE RUNNING FROM THE
KARACHAGANAKSKOYE GAS CONDENSATE FIELD TO THE
ORENBURGSKIY GAS REFINERY.
PROPOSAL #037: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VOSTOKGAZPROM PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO VOSTOKGAZPROM
TEMPORARY POSSESSION AND USE OF AN M-468R SPECIAL-
PURPOSE COMMUNICATIONS INSTALLATION.
PROPOSAL #038: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROM EXPORT PURSUANT
TO WHICH OAO GAZPROM WILL GRANT OOO GAZPROM EXPORT
TEMPORARY POSSESSION AND USE OF AN M-468R SPECIAL-
PURPOSE COMMUNICATIONS INSTALLATION.
PROPOSAL #039: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM NEFT PURSUANT TO
WHICH OAO GAZPROM WILL GRANT OAO GAZPROM NEFT
TEMPORARY POSSESSION AND USE OF AN M-468R SPECIAL-
PURPOSE COMMUNICATIONS INSTALLATION.
PROPOSAL #040: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM SPACE SYSTEMS
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO GAZPROM
SPACE SYSTEMS TEMPORARY POSSESSION AND USE OF AN ERP
SOFTWARE AND HARDWARE SOLUTION, SYSTEM FOR MANAGING
OAO GAZPROM'S PROPERTY AND OTHER ASSETS AT OAO GAZCOM
LEVEL (ERP).
PROPOSAL #041: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST PURSUANT
TO WHICH OAO GAZPROM WILL GRANT ZAO YAMALGAZINVEST
TEMPORARY POSSESSION AND USE OF AN ERP SOFTWARE AND
HARDWARE SOLUTION, SYSTEM FOR MANAGING OAO GAZPROM'S
PROPERTY AND OTHER ASSETS AT ZAO YAMALGAZINVEST LEVEL
(ERP).
PROPOSAL #042: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZTELECOM PURSUANT TO
WHICH OAO GAZPROM WILL GRANT ZAO GAZTELECOM TEMPORARY
POSSESSION AND USE OF COMMUNICATIONS FACILITIES
WITHIN THE COMPOSITION OF BUILDINGS, COMMUNICATIONS
LINES, COMMUNICATIONS NETWORKS, CABLE DUCT SYSTEMS
AND EQUIPMENT.
PROPOSAL #043: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO TSENTRCASPNEFTEGAZ
PURSUANT TO WHICH OAO GAZPROM WILL EXTEND TO OOO
TSENTRCASPNEFTEGAZ LONG-TERM LOANS IN AN AGGREGATE
MAXIMUM SUM OF 12.6 BILLION RUBLES FOR THE PURPOSE OF
DEVELOPMENT BY IT IN 2009-2011 OF THE TSENTRALNAYA
GEOLOGICAL STRUCTURE.
PROPOSAL #044: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) PURSUANT TO WHICH THE BANK WILL ISSUE
GUARANTEES TO THE RUSSIAN FEDERATION'S CUSTOMS
AUTHORITIES WITH RESPECT TO THE OBLIGATIONS OF OAO
GAZPROM AS A CUSTOMS BROKER TO PAY CUSTOMS PAYMENTS
AND EVENTUAL INTEREST AND PENALTIES.
PROPOSAL #045: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OAO GAZPROM WILL DELIVER AND OOO MEZHREGIONGAZ
WILL ACCEPT (OFF-TAKE) GAS IN AN AMOUNT OF NOT MORE
THAN 300 BILLION CUBIC METERS, DELIVERABLE MONTHLY,
AND WILL PAY FOR GAS A MAXIMUM SUM OF 886.9 BILLION
RUBLES.
PROPOSAL #046: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OOO MEZHREGIONGAZ UNDERTAKES UNDER
INSTRUCTIONS OF OAO GAZPROM AND FOR A FEE OF NOT MORE
THAN 200 MILLION RUBLES, IN ITS OWN NAME.
PROPOSAL #047: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OOO MEZHREGIONGAZ WILL DELIVER AND OAO GAZPROM
WILL ACCEPT (OFF-TAKE) GAS PURCHASED BY OOO
MEZHREGIONGAZ FROM INDEPENDENT ENTITIES, IN AN AMOUNT
OF NOT MORE THAN 21.9 BILLION CUBIC METERS FOR A
MAXIMUM SUM OF 70 BILLION RUBLES.
PROPOSAL #048: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROM EXPORT PURSUANT
TO WHICH OOO GAZPROM EXPORT UNDERTAKES UNDER
INSTRUCTIONS OF OAO GAZPROM AND FOR A FEE OF NOT MORE
THAN 55 MILLION RUBLES, IN ITS OWN NAME.
PROPOSAL #049: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OAO GAZPROM WILL DELIVER AND OOO MEZHREGIONGAZ
WILL ACCEPT (OFF-TAKE) GAS PURCHASED BY OAO GAZPROM
FROM OAO LUKOIL AND STORED IN UNDERGROUND GAS STORAGE
FACILITIES.
PROPOSAL #050: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO NORTHGAS PURSUANT TO
WHICH ZAO NORTHGAS WILL DELIVER AND OAO GAZPROM WILL
ACCEPT (OFF-TAKE) GAS IN AN AMOUNT OF NOT MORE THAN
4.8 BILLION CUBIC METERS, DELIVERABLE MONTHLY, AND
WILL PAY FOR GAS A MAXIMUM SUM OF 4 BILLION RUBLES.
PROPOSAL #051: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SEVERNEFTEGAZPROM
PURSUANT TO WHICH OAO SEVERNEFTEGAZPROM WILL DELIVER
AND OAO GAZPROM WILL ACCEPT (OFF-TAKE) GAS IN AN
AMOUNT OF NOT MORE THAN 24.2 BILLION CUBIC METERS AND
WILL PAY FOR GAS A MAXIMUM SUM OF 23 BILLION RUBLES.
PROPOSAL #052: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM NEFT ORENBURG
PURSUANT TO WHICH ZAO GAZPROM NEFT ORENBURG WILL
DELIVER AND OAO GAZPROM WILL ACCEPT (OFF-TAKE)
UNSTABLE CRUDE OIL IN AN AMOUNT OF NOT MORE THAN 650
THOUSAND TONS AND WILL PAY FOR CRUDE OIL A MAXIMUM
SUM OF 5.3 BILLION RUBLES.
PROPOSAL #053: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SIBUR HOLDING PURSUANT TO
WHICH OAO SIBUR HOLDING WILL DELIVER AND OAO GAZPROM
WILL ACCEPT (OFF-TAKE) DRY STRIPPED GAS PROCESSED AT
GAS REFINING COMPLEXES IN AN AMOUNT OF NOT MORE THAN
4.5 BILLION CUBIC METERS AND WILL PAY FOR GAS A
MAXIMUM SUM OF 5.1 BILLION RUBLES.
PROPOSAL #054: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SIBUR HOLDING PURSUANT TO
WHICH OAO GAZPROM WILL SELL AND OAO SIBUR HOLDING
WILL BUY ETHANE FRACTION IN A TOTAL AMOUNT OF 4.885
MILLION TONS FOR A MAXIMUM SUM OF 33.707 BILLION
PROPOSAL #055: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENT
BETWEEN OAO GAZPROM AND OAO SIBUR HOLDING PURSUANT TO
WHICH OAO SIBUR HOLDING UNDERTAKES UNDER
INSTRUCTIONS OF OAO GAZPROM AND FOR A FEE OF NOT MORE
THAN 30 MILLION RUBLES. ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
PROPOSAL #056: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SIBUR HOLDING PURSUANT TO
WHICH OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 1.2 BILLION CUBIC METERS AND
OAO SIBUR HOLDING WILL PAY FOR THE SERVICES RELATED
TO ARRANGING FOR THE TRANSPORTATION OF GAS VIA TRUNK
GAS PIPELINES A MAXIMUM SUM OF 1 BILLION RUBLES.
PROPOSAL #057: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO TOMSKGAZPROM PURSUANT TO
WHICH OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 3 BILLION CUBIC METERS AND
OAO SIBUR HOLDING WILL PAY FOR THE SERVICES RELATED
TO ARRANGING FOR THE TRANSPORTATION OF GAS VIA TRUNK
GAS PIPELINE A MAXIMUM SUM OF 1.2 BILLION RUBLES.
PROPOSAL #058: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO MEZHREGIONGAZ PURSUANT TO
WHICH OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 45 BILLION CUBIC METERS
ACROSS THE TERRITORY OF THE RUSSIAN FEDERATION, CIS
COUNTRIES AND BALTIC STATES AND WILL PAY FOR THE
SERVICES RELATEDT TO ARRANGING FOR TRANSPORTATION OF
GAS VIA TRUNK GAS PIPELINES A MAXIMUM SUM OF 70
PROPOSAL #059: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM NEFT PURSUANT TO
WHICH OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 3.8 BILLION CUBIC METERS AND
OAO GAZPROM NEFT WILL PAY FOR THE SERVICES RELATED TO
ARRANGING FOR TRANSPORTATION OF GAS VIA TRUNK GAS
PIPELINES A MAXIMUM SUM OF 2.62 BILLION RUBLES.
PROPOSAL #060: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO NOVATEK PURSUANT TO WHICH
OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE TRANSPORTATION OF GAS IN A TOTAL
AMOUNT OF NOT MORE THAN 45 BILLION CUBIC METERS OAO
NOVATEK WILL PAY FOR THE SERVICES ARRANGING FOR THE
TRANSPORTATION OF GAS VIA TRUNK GAS PIPELINES A
MAXIMUM SUM OF 60 BILLION RUBLES.
PROPOSAL #061: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO NOVATEK PURSUANT TO WHICH
OAO GAZPROM WILL PROVIDE SERVICES RELATED TO
ARRANGING FOR THE INJECTION INTO AND STORAGE IN
UNDERGROUND GAS STORAGE FACILITIES OF GAS OWNED BY
OAO NOVATEK IN AN AMOUNT OF NOT MORE THAN 1 BILLION
PROPOSAL #062: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND A/S LATVIJAS GAZE PURSUANT TO
WHICH OAO GAZPROM WILL SELL AND A/S LATVIJAS GAZE
WILL PURCHASE GAS. ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
PROPOSAL #063: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND AB LIETUVOS DUJOS PURSUANT TO
WHICH OAO GAZPROM WILL SELL AND AB LIETUVOS DUJOS
WILL PURCHASE GAS. ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
PROPOSAL #064: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND UAB KAUNO TERMOFIKACIJOS
ELEKTRINE PURSUANT TO WHICH OAO GAZPROM WILL SELL AND
UAB KAUNO TERMOFIKACIJOS ELEKTRINE WILL PURCHASE
GAS. ALL AS MORE FULLY DESCRIBED IN THE PROXY
PROPOSAL #065: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND MOLDOVAGAZ S.A. PURSUANT TO
WHICH OAO GAZPROM WILL DELIVER AND MOLDOVAGAZ S.A.
WILL ACCEPT (OFF-TAKE) IN 2010 GAS IN AN AMOUNT OF
NOT MORE THAN 3.9 BILLION CUBIC METERS AND WILL PAY
FOR GAS A MAXIMUM SUM OF 1.33 BILLION U.S. DOLLARS.
PROPOSAL #066: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND MOLDOVAGAZ S.A. PURSUANT TO
WHICH IN 2010 MOLDOVAGAZ S.A. WILL PROVIDE SERVICES
RELATED TO THE TRANSPORTATION OF GAS IN TRANSIT MODE
ACROSS THE TERRITORY OF THE REPUBLIC OF MOLDOVA.
PROPOSAL #067: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND KAZROSGAZ LLP PURSUANT TO
WHICH KAZROSGAZ LLP WILL SELL AND OAO GAZPROM WILL
PURCHASE IN 2010 GAS IN AN AMOUNT OF NOT MORE THAN
1.2 BILLION CUBIC METERS FOR A MAXIMUM SUM OF 150
MILLION U.S. DOLLARS.
PROPOSAL #068: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND KAZROSGAZ LLP PURSUANT TO
WHICH IN 2010 OAO GAZPROM WILL PROVIDE SERVICES
RELATED TO THE TRANSPORTATION ACROSS THE TERRITORY OF
THE RUSSIAN FEDERATION OF GAS OWNED BY KAZROSGAZ LLP.
PROPOSAL #069: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO BELTRANSGAZ PURSUANT TO
WHICH OAO GAZPROM WILL SELL AND OAO BELTRANSGAZ WILL
PURCHASE IN 2010 GAS IN AN AMOUNT OF NOT MORE THAN
22.1 BILLION CUBIC METERS FOR A MAXIMUM SUM OF 4.42
BILLION U.S. DOLLARS.
PROPOSAL #070: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS PURSUANT TO
WHICH OOO GAZPROMTRANS UNDERTAKES, USING IN-HOUSE
AND/OR OUTSIDE PERSONNEL AND RESOURCES, TO PERFORM IN
ACCORDANCE WITH INSTRUCTIONS FROM OAO GAZPROM.
PROPOSAL #071: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM INVEST YUG
PURSUANT TO WHICH ZAO GAZPROM INVEST YUG UNDERTAKES,
USING IN-HOUSE AND/OR OUTSIDE PERSONNEL AND
RESOURCES, TO PERFORM IN ACCORDANCE WITH INSTRUCTIONS
FROM OAO GAZPROM.
PROPOSAL #072: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST PURSUANT
TO WHICH ZAO YAMALGAZINVEST UNDERTAKES, USING IN-
HOUSE AND/OR OUTSIDE PERSONNEL AND RESOURCES, TO
PERFORM IN ACCORDANCE WITH INSTRUCTIONS FROM OAO
PROPOSAL #073: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM SPACE SYSTEMS
PURSUANT TO WHICH OAO GAZPROM SPACE SYSTEMS
UNDERTAKES, DURING THE PERIOD FROM JULY 1, 2009 TO
DECEMBER 31, 2010, IN ACCORDANCE WITH INSTRUCTIONS
FROM OAO GAZPROM.
PROPOSAL #074: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST PURSUANT
TO WHICH ZAO YAMALGAZINVEST UNDERTAKES, DURING THE
PERIOD FROM JULY 1, 2009 TO DECEMBER 31, 2010, IN
ACCORDANCE WITH INSTRUCTIONS FROM OAO GAZPROM.
PROPOSAL #075: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM NEFT ORENBURG
PURSUANT TO WHICH ZAO GAZPROM NEFT ORENBURG
UNDERTAKES, DURING THE PERIOD FROM JULY 1, 2009 TO
DECEMBER 31, 2010, IN ACCORDANCE WITH INSTRUCTIONS
FROM OAO GAZPROM.
PROPOSAL #076: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM INVEST YUG
PURSUANT TO WHICH ZAO GAZPROM INVEST YUG UNDERTAKES,
DURING THE PERIOD FROM JULY 1, 2009 TO DECEMBER 31,
2010, IN ACCORDANCE WITH INSTRUCTIONS FROM OAO
PROPOSAL #077: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS PURSUANT TO
WHICH OOO GAZPROMTRANS UNDERTAKES, DURING THE PERIOD
FROM JULY 1, 2009 TO DECEMBER 31, 2010, IN ACCORDANCE
WITH INSTRUCTIONS FROM OAO GAZPROM.
PROPOSAL #078: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZTELECOM PURSUANT TO
WHICH ZAO GAZTELECOM UNDERTAKES, DURING THE PERIOD
FROM JULY 1, 2009 TO DECEMBER 31, 2010, IN ACCORDANCE
WITH INSTRUCTIONS FROM OAO GAZPROM.
PROPOSAL #079: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO FEDERAL RESEARCH AND
PRODUCTION CENTER NEFTEGAZAEROCOSMOS PURSUANT TO
WHICH ZAO FEDERAL RESEARCH AND PRODUCTION CENTER
NEFTEGAZAEROCOSMOS UNDERTAKES, DURING THE PERIOD FROM
JULY 1, 2009 TO DECEMBER 31, 2010.
PROPOSAL #080: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ. ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #081: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, IN THE EVENT THAT HARM IS
CAUSED TO THE LIFE, HEALTH OR PROPERTY OF OTHER
PERSONS OR TO THE ENVIRONMENT AS A RESULT OF AN
EMERGENCY OR INCIDENT THAT OCCURS, AMONGST OTHER
PROPOSAL #082: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, IN THE EVENT THAT HARM IS
CAUSED TO THE LIFE OR HEALTH OF OAO GAZPROM'S
EMPLOYEES (INSURED PERSONS).
PROPOSAL #083: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, WHENEVER EMPLOYEES OF OAO
GAZPROM OR MEMBERS OF THEIR FAMILIES OR NON-WORKING
RETIRED FORMER EMPLOYEES OF OAO GAZPROM OR MEMBERS OF
THEIR FAMILIES (INSURED PERSONS WHO ARE
PROPOSAL #084: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, WHENEVER EMPLOYEES OF OAO
GAZPROM AVTOPREDPRIYATIE, A BRANCH OF OAO GAZPROM, OR
MEMBERS OF THEIR FAMILIES OR NON-WORKING RETIRED
FORMER EMPLOYEES OF OAO GAZPROM AVTOPREDPRIYATIE.
PROPOSAL #085: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, IN THE EVENT THAT OAO GAZPROM,
ACTING IN ITS CAPACITY AS CUSTOMS BROKER, INCURS
LIABILITY AS A RESULT OF ANY HARM HAVING BEEN CAUSED
TO THE PROPERTY OF THIRD PERSONS.
PROPOSAL #086: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, WHENEVER HARM (DAMAGE OR
DESTRUCTION) IS CAUSED TO A TRANSPORTATION VEHICLE
OWNED BY OAO GAZPROM. ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
PROPOSAL #087: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENT
BETWEEN OAO GAZPROM AND OAO SOGAZ PURSUANT TO WHICH
OAO SOGAZ UNDERTAKES, IN THE EVENT. ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #088: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO VOSTOKGAZPROM, OAO
GAZPROM PROMGAZ, OAO GAZPROMREGIONGAZ, OOO GAZPROM
EXPORT, OAO GAZPROM SPACE SYSTEMS, OOO GAZPROMTRANS,
OOO GAZPROM KOMPLEKTATSIYA, OAO LAZURNAYA, ZAO
GAZPROM NEFT ORENBURG, ZAO YAMALGAZINVEST, OAO
SALAVATNEFTEORGSINTEZ, DOAO TSENTRENERGOGAZ OF OAO
GAZPROM AND OAO TSENTRGAZ (THE CONTRACTORS).
PROPOSAL #089: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND DOAO TSENTRENERGOGAZ OF OAO
GAZPROM PURSUANT TO WHICH DOAO TSENTRENERGOGAZ OF OAO
GAZPROM UNDERTAKES TO PERFORM DURING THE PERIOD FROM
JULY 1, 2009 TO OCTOBER 30, 2010.
PROPOSAL #090: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZAVTOMATIKA OF OAO
GAZPROM PURSUANT TO WHICH OAO GAZAVTOMATIKA OF OAO
GAZPROM UNDERTAKES TO PERFORM DURING THE PERIOD FROM
JULY 1, 2009 TO JUNE 30, 2011.
PROPOSAL #091: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR DEVELOPMENT OF RECOMMENDATIONS
REGARDING THE DETERMINATION OF THE AMOUNTS OF
OVERHEAD EXPENSES AND ANTICIPATED PROFITS IN THE
CONSTRUCTION OF OAO GAZPROM'S WELLS, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #092: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM RESEARCH WORK FOR DEVELOPMENT
OF PROGRAMS FOR THE RECONSTRUCTION AND TECHNOLOGICAL
UPGRADING OF THE GAS FACILITIES OF THE GAZPROM GROUP
FOR 2010, ALL AS MORE FULLY DESCRIBED IN THE PROXY
PROPOSAL #093: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM RESEARCH WORK FOR DEVELOPMENT
OF A CONCEPT FOR UTILIZATION OF RENEWABLE ENERGY
SOURCES BY OAO GAZPROM ON THE BASIS OF AN ANALYSIS OF
THE EXPERIENCE OF GLOBAL ENERGY COMPANIES IN THE
AREA OF DEVELOPMENT OF ALTERNATIVE POWER, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #094: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM RESEARCH WORK FOR DEVELOPMENT
OF REGULATORY AND TECHNICAL DOCUMENTATION RELATED TO
THE ORGANIZATION AND PERFORMANCE OF REPAIRS AT OAO
GAZPROM'S FACILITIES, ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
PROPOSAL #095: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM RESEARCH WORK FOR IMPROVING THE
REGULATORY AND METHODOLOGICAL FRAMEWORK FOR ENERGY
SAVING AT OAO GAZPROM'S FACILITIES, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #096: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR DEVELOPMENT OF REGULATORY DOCUMENTS
IN THE AREA OF THE ENERGY INDUSTRY, INCLUDING SEA-
BASED FACILITIES, ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
PROPOSAL #097: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR DEVELOPMENT OF A SYSTEM OF MEDICAL,
SANITARY AND PSYCHOLOGICAL SUPPORT FOR WORK AT THE
SHTOKMAN FIELD MAKING USE OF ROTATIONAL TEAM LABOR,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #098: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR ANALYTICAL STUDIES OF THE COST OF 1
METER OF DRILLING PROGRESS AT OAO GAZPROM'S FIELDS
AND SITES, ALL AS MORE FULLY DESCRIBED IN THE PROXY
STATEMENT.
PROPOSAL #099: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND OAO GAZPROM PROMGAZ PURSUANT
TO WHICH OAO GAZPROM PROMGAZ UNDERTAKES TO PERFORM
RESEARCH WORK FOR ARRANGING FOR THE MONITORING OF
PRICES FOR ALL TYPES OF CAPITAL CONSTRUCTION
RESOURCES WITH REFERENCE TO AREAS OF CLUSTERED
CONSTRUCTION OF OAO GAZPROM'S FACILITIES, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #100: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
OF OAO GAZPROM WITH OAO GAZPROM PROMGAZ AND OAO
GAZAVTOMATIKA OF OAO GAZPROM (THE CONTRACTORS), ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #101: APPROVE, IN ACCORDANCE WITH CHAPTER XI ISSUER YES FOR AGAINST
OF THE FEDERAL LAW ON JOINT STOCK COMPANIES AND
CHAPTER IX OF THE CHARTER OF OAO GAZPROM: AGREEMENTS
BETWEEN OAO GAZPROM AND ZAO GAZPROM INVEST YUG, OOO
GAZPROMTRANS, ZAO GAZPROM ZARUBEZHNEFTEGAZ, OAO
GAZPROM PROMGAZ, OOO SEVERNEFTEGAZPROM, ZAO
YAMALGAZINVEST, ZAO GAZPROM NEFT ORENBURG, OOO
GAZPROM KOMPLEKTATSIYA, OAO VOSTOKGAZPROM, OAO
TOMSKGAZPROM, OAO TGK-1, OAO MOSENERGO, OOO GAZPROM
TSENTRREMONT, OAO TSENTRGAZ, OOO GAZPROM EXPORT, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PERKINELMER, INC.
TICKER: PKI CUSIP: 714046109
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT F. FRIEL ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: NICHOLAS A. ISSUER YES FOR FOR
LOPARDO
PROPOSAL #1C: ELECTION OF DIRECTOR: ALEXIS P. MICHAS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES C. MULLEN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: DR. VICKI L. SATO ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: GABRIEL SCHMERGEL ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: KENTON J. ISSUER YES FOR FOR
SICCHITANO
PROPOSAL #1H: ELECTION OF DIRECTOR: PATRICK J. ISSUER YES FOR FOR
SULLIVAN
PROPOSAL #1I: ELECTION OF DIRECTOR: G. ROBERT TOD ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS PERKINELMER'S INDEPENDENT AUDITORS FOR
THE CURRENT FISCAL YEAR.
PROPOSAL #03: TO APPROVE THE PERKINELMER, INC. 2009 ISSUER YES FOR FOR
INCENTIVE PLAN.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PETRO-CANADA
TICKER: PCZ CUSIP: 71644E102
MEETING DATE: 6/4/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: THE PLAN OF ARRANGEMENT (THE ISSUER YES FOR FOR
ARRANGEMENT) UNDER SECTION 192 OF THE CANADA BUSINESS
CORPORATIONS ACT PROVIDING FOR THE AMALGAMATION OF
SUNCOR ENERGY INC. AND PETRO-CANADA, AS MORE
PARTICULARLY DESCRIBED IN THE ACCOMPANYING JOINT
INFORMATION CIRCULAR AND PROXY STATEMENT OF SUNCOR
ENERGY INC. AND PETRO-CANADA.
PROPOSAL #02: THE ADOPTION OF A STOCK OPTION PLAN BY ISSUER YES FOR FOR
THE CORPORATION FORMED BY THE AMALGAMATION OF SUNCOR
ENERGY INC. AND PETRO-CANADA, CONDITIONAL UPON THE
ARRANGEMENT BECOMING EFFECTIVE.
ELECTION OF DIRECTOR: RON A. BRENNEMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HANS BRENNINKMEYER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CLAUDE FONTAINE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAUL HASELDONCKX ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS E. KIERANS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRIAN F. MACNEILL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MAUREEN MCCAW ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAUL D. MELNUK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GUYLAINE SAUCIER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES W. SIMPSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DANIEL L. VALOT ISSUER YES FOR FOR
PROPOSAL #04: APPOINTMENT OF DELOITTE & TOUCHE LLP AS ISSUER YES FOR FOR
AUDITORS OF PETRO-CANADA UNTIL THE EARLIER OF THE
COMPLETION OF THE ARRANGEMENT AND THE CLOSE OF THE
NEXT ANNUAL MEETING OF SHAREHOLDERS OF PETRO-CANADA.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PETROLEO BRASILEIRO S.A. - PETROBRAS
TICKER: PBR CUSIP: 71654V408
MEETING DATE: 4/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #I: MANAGEMENT REPORT, FINANCIAL STATEMENTS ISSUER YES FOR FOR
AND AUDIT COMMITTEE'S OPINION FOR THE FISCAL YEAR 2008
PROPOSAL #II: CAPITAL EXPENDITURE BUDGET FOR THE ISSUER YES FOR FOR
FISCAL YEAR 2009
PROPOSAL #III: DISTRIBUTION OF RESULTS FOR THE FISCAL ISSUER YES FOR FOR
YEAR 2008
PROPOSAL #IV: ELECTION OF MEMBERS OF THE BOARD OF ISSUER YES AGAINST AGAINST
DIRECTORS
PROPOSAL #V: ELECTION OF CHAIRMAN OF THE BOARD OF ISSUER YES AGAINST AGAINST
DIRECTORS
PROPOSAL #VI: ELECTION OF MEMBERS OF THE AUDIT BOARD ISSUER YES AGAINST AGAINST
AND THEIR RESPECTIVE SUBSTITUTES
PROPOSAL #VII: ESTABLISHMENT OF THE COMPENSATION OF ISSUER YES FOR FOR
MANAGEMENT AND EFFECTIVE MEMBERS OF THE AUDIT
COMMITTEE, AS WELL AS THEIR PARTICIPATION IN THE
PROFITS PURSUANT TO ARTICLES 41 AND 56 OF THE
COMPANY'S BYLAWS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PFIZER INC.
TICKER: PFE CUSIP: 717081103
MEETING DATE: 4/23/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DENNIS A. AUSIELLO ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MICHAEL S. BROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: M. ANTHONY BURNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ROBERT N. BURT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: W. DON CORNWELL ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: WILLIAM H. GRAY, ISSUER YES FOR FOR
III
PROPOSAL #1G: ELECTION OF DIRECTOR: CONSTANCE J. ISSUER YES FOR FOR
HORNER
PROPOSAL #1H: ELECTION OF DIRECTOR: JAMES M. KILTS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JEFFREY B. KINDLER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: GEORGE A. LORCH ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: DANA G. MEAD ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: SUZANNE NORA ISSUER YES FOR FOR
JOHNSON
PROPOSAL #1M: ELECTION OF DIRECTOR: STEPHEN W. SANGER ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: WILLIAM C. ISSUER YES FOR FOR
STEERE, JR.
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2009.
PROPOSAL #03: PROPOSAL TO APPROVE THE PFIZER INC. ISSUER YES FOR FOR
2004 STOCK PLAN, AS AMENDED AND RESTATED.
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING STOCK SHAREHOLDER YES AGAINST FOR
OPTIONS.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING ADVISORY SHAREHOLDER YES AGAINST FOR
VOTE ON EXECUTIVE COMPENSATION.
PROPOSAL #06: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING.
PROPOSAL #07: SHAREHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER YES AGAINST FOR
SHAREHOLDER MEETINGS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: PHARMACEUTICAL PRODUCT DEVELOPMENT, INC.
TICKER: PPDI CUSIP: 717124101
MEETING DATE: 5/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: STUART BONDURANT, M.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FREDRIC N. ESHELMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FREDERICK FRANK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GENERAL DAVID L. GRANGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CATHERINE M. KLEMA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: TERRY MAGNUSON, PH.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ERNEST MARIO, PH.D. ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN A. MCNEILL, JR. ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE AN AMENDMENT AND RESTATEMENT ISSUER YES FOR FOR
OF THE COMPANY'S 1995 EQUITY COMPENSATION PLAN
WHICH, AMONG OTHER THINGS, INCREASES THE NUMBER OF
SHARES OF OUR COMMON STOCK RESERVED FOR ISSUANCE
UNDER THE PLAN BY 8,300,000 FROM 21,259,004 SHARES TO
29,559,004 SHARES.
PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2009.
PROPOSAL #04: IN THEIR DISCRETION, THE PROXIES ARE ISSUER YES AGAINST AGAINST
AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS AS MAY
PROPERLY COME BEFORE THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: POTASH CORPORATION OF SASKATCHEWAN INC.
TICKER: POT CUSIP: 73755L107
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: C.M. BURLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.J. DOYLE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.W. ESTEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.S. HOFFMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: D.J. HOWE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.D. LABERGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: K.G. MARTELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.J. MCCAIG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M. MOGFORD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P.J. SCHOENHALS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.R. STROMBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E. VIYELLA DE PALIZA ISSUER YES FOR FOR
PROPOSAL #02: THE APPOINTMENT OF DELOITTE & TOUCHE ISSUER YES FOR FOR
LLP AS AUDITORS OF THE CORPORATION.
PROPOSAL #03: THE RESOLUTION (ATTACHED AS APPENDIX B ISSUER YES FOR FOR
TO THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR)
APPROVING THE ADOPTION OF A NEW PERFORMANCE OPTION
PLAN, THE FULL TEXT OF WHICH IS ATTACHED AS APPENDIX
C TO THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR.
PROPOSAL #04: THE SHAREHOLDER PROPOSAL (ATTACHED AS SHAREHOLDER YES AGAINST FOR
APPENDIX D TO THE ACCOMPANYING MANAGEMENT PROXY
CIRCULAR).
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SIEMENS AG
TICKER: SI CUSIP: 826197501
MEETING DATE: 1/27/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #03: APPROPRIATION OF NET INCOME ISSUER YES FOR FOR
PROPOSAL #4A: POSTPONEMENT OF THE RATIFICATION OF THE ISSUER YES FOR FOR
ACTS OF THE FOLLOWING MANAGING BOARD MEMBER: RUDI
LAMPRECHT (UNTIL 31.12.2007)
PROPOSAL #4B: POSTPONEMENT OF THE RATIFICATION OF THE ISSUER YES FOR FOR
ACTS OF THE FOLLOWING MANAGING BOARD MEMBER: JURGEN
RADOMSKI (UNTIL 31.12.2007)
PROPOSAL #4C: POSTPONEMENT OF THE RATIFICATION OF THE ISSUER YES FOR FOR
ACTS OF THE FOLLOWING MANAGING BOARD MEMBER: URIEL
J. SHAREF (UNTIL 31.12.2007)
PROPOSAL #4D: POSTPONEMENT OF THE RATIFICATION OF THE ISSUER YES FOR FOR
ACTS OF THE FOLLOWING MANAGING BOARD MEMBER: KLAUS
WUCHERER (UNTIL 31.12.2007)
PROPOSAL #4E: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: PETER LOSCHER
PROPOSAL #4F: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: WOLFGANG DEHEN (AS OF
01.01.2008)
PROPOSAL #4G: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: HEINRICH HIESINGER
PROPOSAL #4H: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: JOE KAESER
PROPOSAL #4I: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: EDUARDO MONTES (UNTIL
31.12.2007)
PROPOSAL #4J: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: JIM REID-ANDERSON (AS OF
01.05.2008)
PROPOSAL #4K: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: ERICH R. REINHARDT (UNTIL
30.04.2008)
PROPOSAL #4L: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: HERMANN REQUARDT
PROPOSAL #4M: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: SIEGFRIED RUSSWURM (AS OF
01.01.2008)
PROPOSAL #4N: RATIFICATION OF THE ACTS OF THE OTHER ISSUER YES FOR FOR
MANAGING BOARD MEMBER: PETER Y. SOLMSSEN
PROPOSAL #5A: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: GERHARD CROMME
PROPOSAL #5B: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: RALF HECKMANN
PROPOSAL #5C: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: JOSEF ACKERMANN
PROPOSAL #5D: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: LOTHAR ADLER
PROPOSAL #5E: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: JEAN-LOUIS BEFFA (AS OF 24.01.2008)
PROPOSAL #5F: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: GERHARD BIELETZKI (UNTIL
PROPOSAL #5G: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: GERD VON BRANDENSTEIN (AS OF
24.01.2008)
PROPOSAL #5H: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: JOHN DAVID COOMBE (UNTIL
PROPOSAL #5I: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: HILDEGARD CORNUDET (UNTIL
24.01.2008)
PROPOSAL #5J: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: MICHAEL DIEKMANN (AS OF 24.01.2008)
PROPOSAL #5K: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: HANS MICHAEL GAUL (AS OF
PROPOSAL #5L: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: BIRGIT GRUBE (UNTIL 24.01.2008)
PROPOSAL #5M: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: PETER GRUSS (AS OF 24.01.2008)
PROPOSAL #5N: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: BETTINA HALLER
PROPOSAL #5O: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: HEINZ HAWRELIUK
PROPOSAL #5P: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: BERTHOLD HUBER
PROPOSAL #5Q: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: HARALD KERN (AS OF 24.01.2008)
PROPOSAL #5R: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: WALTER KROLL (UNTIL 24.01.2008)
PROPOSAL #5S: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: NICOLA LEIBINGER-KAMMULLER (AS OF
24.01.2008)
PROPOSAL #5T: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: MICHAEL MIROW (UNTIL 24.01.2008)
PROPOSAL #5U: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: WERNER MONIUS (AS OF 24.01.2008)
PROPOSAL #5V: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: ROLAND MOTZIGEMBA (AS OF
03.12.2007, UNTIL 24.01.2008)
PROPOSAL #5W: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: THOMAS RACKOW (UNTIL 24.01.2008)
PROPOSAL #5X: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: HAKAN SAMUELSSON (AS OF 24.01.2008)
PROPOSAL #5Y: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: DIETER SCHEITOR
PROPOSAL #5Z: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: ALBRECHT SCHMIDT (UNTIL 24.01.2008)
PROPOSAL #5AA: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: HENNING SCHULTE-NOELLE (UNTIL
24.01.2008)
PROPOSAL #5AB: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: RAINER SIEG (AS OF 24.01.2008)
PROPOSAL #5AC: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: PETER VON SIEMENS (UNTIL
PROPOSAL #5AD: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: JERRY I. SPEYER (UNTIL 24.01.2008)
PROPOSAL #5AE: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: BIRGIT STEINBORN (AS OF 24.01.2008)
PROPOSAL #5AF: RATIFICATION OF THE ACTS OF THE ISSUER YES FOR FOR
SUPERVISORY BOARD: LORD IAIN VALLANCE OF TUMMEL
PROPOSAL #06: APPOINTMENT OF INDEPENDENT AUDITORS ISSUER YES FOR FOR
PROPOSAL #07: ACQUISITION AND USE OF SIEMENS SHARES ISSUER YES FOR FOR
PROPOSAL #08: USE OF EQUITY DERIVATIVES IN CONNECTION ISSUER YES FOR FOR
WITH THE ACQUISITION OF SIEMENS SHARES
PROPOSAL #09: CREATION OF AN AUTHORIZED CAPITAL 2009 ISSUER YES FOR FOR
PROPOSAL #10: ISSUE OF CONVERTIBLE/WARRANT BONDS AND ISSUER YES FOR FOR
CREATION OF A CONDITIONAL CAPITAL 2009
PROPOSAL #11: ADJUSTMENTS TO THE SUPERVISORY BOARD ISSUER YES FOR FOR
REMUNERATION
PROPOSAL #12: AMENDMENTS TO THE ARTICLES OF ISSUER YES FOR FOR
ASSOCIATION WITH REGARD TO ELECTIONS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STANDARD CHARTERED PLC, LONDON
TICKER: N/A CUSIP: G84228157
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report and accounts ISSUER YES FOR FOR
PROPOSAL #2.: Declare a final dividend of 42.32 US ISSUER YES FOR FOR
Cents per ordinary share
PROPOSAL #3.: Approve the Directors' remuneration ISSUER YES FOR FOR
report
PROPOSAL #4.: Re-elect Mr. Jamie F. T. Dundas as a ISSUER YES FOR FOR
Non-Executive Director
PROPOSAL #5.: Re-elect Mr. Rudolph H. P. Markham as a ISSUER YES FOR FOR
Non-Executive Director
PROPOSAL #6.: Re-elect Ms. Ruth Markland as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #7.: Re-elect Mr. Richard H. Meddings as an ISSUER YES FOR FOR
Executive Director
PROPOSAL #8.: Re-elect Mr. John W. Peace as a Non- ISSUER YES FOR FOR
Executive Director
PROPOSAL #9.: Elect Mr. Steve Bertamini who was ISSUER YES FOR FOR
appointed as an Executive Director
PROPOSAL #10.: Elect Mr. John G. H. Paynter who was ISSUER YES FOR FOR
appointed as an Non-Executive Director
PROPOSAL #11.: Re-appoint KPMG Audit Plc as the ISSUER YES FOR FOR
Auditors of the Company
PROPOSAL #12.: Approve to set the Auditors' fees ISSUER YES FOR FOR
PROPOSAL #13.: Authorize the Company and its ISSUER YES FOR FOR
Subsidiaries to make EU Political Donations to
Political Parties or Independent Election Candidates,
to Political Organizations Other than Political
Parties and Incur EU Political Expenditure up to GBP
100,000
PROPOSAL #14.: Approve to increase the authorized ISSUER YES AGAINST AGAINST
share capital
PROPOSAL #15.: Authorize the Board to issue equity ISSUER YES FOR FOR
with Rights up to GBP 316,162,105.50 [Relevant
Authorities and Share Dividend Scheme] and additional
amount of GBP 632,324,211 [Rights Issue] after
deducting any securities issued under the relevant
authorities and Share Dividend Scheme
PROPOSAL #16.: Approve to extend the Directors' ISSUER YES FOR FOR
authority to issue equity with pre-emptive rights up
to aggregate nominal amount of USD 189,697,263
pursuant to Paragraph A of Resolution 15 to include
the shares repurchased by the Company under authority
granted by Resolution 18
PROPOSAL #S.17: Grant authority for the issue of ISSUER YES FOR FOR
equity or equity-linked securities without pre-
emptive rights up to aggregate nominal amount of USD
47,424,315.50
PROPOSAL #s.18: Grant authority to buyback ISSUER YES FOR FOR
189,697,263 ordinary shares for market purchase
PROPOSAL #s.19: Grant authority to buyback for market ISSUER YES FOR FOR
purchase of 477,500 Preference Shares of 5.00 US
Cents and 195,285,000 Preference Shares of GBP 1.00
PROPOSAL #s.20: Adopt the new Articles of Association ISSUER YES AGAINST AGAINST
PROPOSAL #s.21: Approve to call a general meeting ISSUER YES FOR FOR
other than AGM on not less than 14 clear days' notice
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STAPLES, INC.
TICKER: SPLS CUSIP: 855030102
MEETING DATE: 6/9/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: BASIL L. ANDERSON ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ARTHUR M. BLANK ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MARY ELIZABETH ISSUER YES FOR FOR
BURTON
PROPOSAL #1D: ELECTION OF DIRECTOR: JUSTIN KING ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: CAROL MEYROWITZ ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ROWLAND T. ISSUER YES FOR FOR
MORIARTY
PROPOSAL #1G: ELECTION OF DIRECTOR: ROBERT C. NAKASONE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: RONALD L. SARGENT ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: ELIZABETH A. SMITH ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: ROBERT E. SULENTIC ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: VIJAY VISHWANATH ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: PAUL F. WALSH ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE AN AMENDMENT TO STAPLES' ISSUER YES FOR FOR
AMENDED AND RESTATED 1998 EMPLOYEE STOCK PURCHASE
PLAN INCREASING THE NUMBER OF SHARES OF COMMON STOCK
AUTHORIZED FOR ISSUANCE FROM 15,750,000 TO 22,750,000.
PROPOSAL #03: TO APPROVE AN AMENDMENT TO STAPLES' ISSUER YES FOR FOR
AMENDED AND RESTATED INTERNATIONAL EMPLOYEE STOCK
PURCHASE PLAN INCREASING THE NUMBER OF SHARES OF
COMMON STOCK AUTHORIZED FOR ISSUANCE FROM 1,275,000
TO 2,775,000.
PROPOSAL #04: TO RATIFY THE SELECTION BY THE AUDIT ISSUER YES FOR FOR
COMMITTEE OF ERNST & YOUNG LLP AS STAPLES'
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
CURRENT FISCAL YEAR.
PROPOSAL #05: TO ACT ON A SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
REGARDING THE REINCORPORATION OF STAPLES, INC. IN
NORTH DAKOTA.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: STATE STREET CORPORATION
TICKER: STT CUSIP: 857477103
MEETING DATE: 5/20/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: K. BURNES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P. COYM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P. DE SAINT-AIGNAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. FAWCETT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: D. GRUBER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: L. HILL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. KAPLAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C. LAMANTIA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. LOGUE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. SERGEL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. SKATES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: G. SUMME ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. WEISSMAN ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE AMENDMENTS TO STATE STREET'S ISSUER YES FOR FOR
ARTICLES OF ORGANIZATION AND BY-LAWS CHANGING THE
SHAREHOLDER QUORUM AND VOTING REQUIREMENTS, INCLUDING
THE ADOPTION OF A MAJORITY VOTE STANDARD FOR
UNCONTESTED ELECTIONS OF DIRECTORS.
PROPOSAL #03: TO APPROVE THE AMENDED AND RESTATED ISSUER YES FOR FOR
2006 EQUITY INCENTIVE PLAN TO, AMONG OTHER THINGS,
INCREASE BY 17 MILLION THE NUMBER OF SHARES OF OUR
COMMON STOCK THAT MAY BE DELIVERED IN SATISFACTION OF
AWARDS UNDER THE PLAN.
PROPOSAL #04: TO APPROVE A NON-BINDING ADVISORY ISSUER YES FOR FOR
PROPOSAL ON EXECUTIVE COMPENSATION.
PROPOSAL #05: TO RATIFY THE SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS STATE STREET'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
PROPOSAL #06: TO VOTE ON A SHAREHOLDER PROPOSAL. SHAREHOLDER YES AGAINST FOR
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUNCOR ENERGY INC.
TICKER: SU CUSIP: 867229106
MEETING DATE: 6/4/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: THE PLAN OF ARRANGEMENT (THE ISSUER YES FOR FOR
ARRANGEMENT) UNDER SECTION 192 OF THE CANADA BUSINESS
CORPORATIONS ACT PROVIDING FOR THE AMALGAMATION OF
SUNCOR ENERGY INC. AND PETRO-CANADA, AS MORE
PARTICULARLY DESCRIBED IN THE ACCOMPANYING JOINT
INFORMATION CIRCULAR AND PROXY STATEMENT OF SUNCOR
ENERGY INC. AND PETRO- CANADA.
PROPOSAL #02: THE ADOPTION OF A STOCK OPTION PLAN BY ISSUER YES FOR FOR
THE CORPORATION FORMED BY THE AMALGAMATION OF SUNCOR
ENERGY INC. AND PETRO-CANADA, CONDITIONAL UPON THE
ARRANGEMENT BECOMING EFFECTIVE.
ELECTION OF DIRECTOR: MEL E. BENSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRIAN A. CANFIELD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRYAN P. DAVIES ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BRIAN A. FELESKY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN T. FERGUSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W. DOUGLAS FORD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD L. GEORGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN R. HUFF ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M. ANN MCCAIG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL W. O'BRIEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EIRA M. THOMAS ISSUER YES FOR FOR
PROPOSAL #04: RE-APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS AUDITOR OF SUNCOR
ENERGY INC. UNTIL THE EARLIER OF THE COMPLETION OF
THE ARRANGEMENT AND THE CLOSE OF THE NEXT ANNUAL
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: SUNPOWER CORPORATION
TICKER: SPWRB CUSIP: 867652307
MEETING DATE: 5/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: UWE-ERNST BUFE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PAT WOOD III ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
FISCAL YEAR 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE GOLDMAN SACHS GROUP, INC.
TICKER: GS CUSIP: 38141G104
MEETING DATE: 5/8/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: LLOYD C. BLANKFEIN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN H. BRYAN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: GARY D. COHN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: CLAES DAHLBACK ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: STEPHEN FRIEDMAN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: WILLIAM W. GEORGE ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: RAJAT K. GUPTA ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: JAMES A. JOHNSON ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: LOIS D. JULIBER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LAKSHMI N. MITTAL ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: JAMES J. SCHIRO ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: RUTH J. SIMMONS ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR 2009 FISCAL
YEAR
PROPOSAL #03: ADVISORY VOTE TO APPROVE EXECUTIVE ISSUER YES FOR FOR
COMPENSATION
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING SIMPLE SHAREHOLDER YES FOR AGAINST
MAJORITY VOTE
PROPOSAL #06: SHAREHOLDER PROPOSAL TO AMEND BY-LAWS SHAREHOLDER YES AGAINST FOR
TO PROVIDE FOR A BOARD COMMITTEE ON U.S. ECONOMIC
PROPOSAL #07: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES ABSTAIN AGAINST
POLITICAL CONTRIBUTIONS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE HARTFORD FINANCIAL SVCS GROUP, INC.
TICKER: HIG CUSIP: 416515104
MEETING DATE: 3/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: THE CONVERSION OF ANY ISSUED AND ISSUER YES FOR FOR
OUTSTANDING SERIES C NON-VOTING CONTINGENT
CONVERTIBLE PREFERRED STOCK OF THE COMPANY INTO
COMMON STOCK OF THE COMPANY AND THE EXERCISE OF THE
SERIES C WARRANT TO PURCHASE COMMON STOCK OF THE
COMPANY, AS WELL AS OTHER POTENTIAL ISSUANCES OF OUR
COMMON STOCK FOR ANTI-DILUTION, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: THE PNC FINANCIAL SERVICES GROUP, INC.
TICKER: PNC CUSIP: 693475105
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MR. BERNDT ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MR. BUNCH ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MR. CHELLGREN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: MR. CLAY ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: MS. JAMES ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: MR. KELSON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: MR. LINDSAY ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: MR. MASSARO ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: MS. PEPPER ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: MR. ROHR ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: MR. SHEPARD ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: MS. STEFFES ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: MR. STRIGL ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: MR. THIEKE ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: MR. USHER ISSUER YES FOR FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: MR. WALLS ISSUER YES FOR FOR
PROPOSAL #1Q: ELECTION OF DIRECTOR: MR. WEHMEIER ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE PNC FINANCIAL SERVICES ISSUER YES FOR FOR
GROUP, INC. EMPLOYEE STOCK PURCHASE PLAN AS AMENDED
AND RESTATED AS OF JANUARY 1, 2009.
PROPOSAL #03: RATIFICATION OF THE AUDIT COMMITTEE'S ISSUER YES FOR FOR
SELECTION OF PRICEWATERHOUSECOOPERS LLP AS PNC'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
PROPOSAL #04: APPROVAL OF AN ADVISORY VOTE ON ISSUER YES FOR FOR
EXECUTIVE COMPENSATION.
PROPOSAL #05: A SHAREHOLDER PROPOSAL REGARDING EQUITY SHAREHOLDER YES AGAINST FOR
OWNERSHIP, IF PROPERLY PRESENTED BEFORE THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UBS AG
TICKER: UBS CUSIP: H89231338
MEETING DATE: 10/2/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: SALLY BOTT ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: RAINER-MARC FREY ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: BRUNO GEHRIG ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: WILLIAM G. PARRETT ISSUER YES FOR FOR
PROPOSAL #02: AMENDMENTS TO THE ARTICLES OF ISSUER YES FOR FOR
ASSOCIATION: ADJUSTMENT TO THE NEW UBS CORPORATE
GOVERNANCE EFFECTIVE AS OF 1 JULY 2008
PROPOSAL #03: IN CASE OF AD-HOC SHAREHOLDERS' MOTIONS ISSUER YES AGAINST AGAINST
DURING THE EXTRAORDINARY GENERAL MEETING, I/WE
AUTHORIZE MY/OUR PROXY TO ACT IN ACCORDANCE WITH THE
BOARD OF DIRECTORS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UBS AG
TICKER: UBS CUSIP: H89231338
MEETING DATE: 11/27/2008 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: MANDATORY CONVERTIBLE NOTES CREATION OF ISSUER YES FOR FOR
CONDITIONAL CAPITAL APPROVAL OF ARTICLE 4A PARA. 4
OF THE ARTICLES OF ASSOCIATION
PROPOSAL #02: IN CASE OF AD-HOC SHAREHOLDERS' MOTIONS ISSUER YES AGAINST AGAINST
DURING THE EXTRAORDINARY GENERAL MEETING, I/WE
AUTHORIZE MY/OUR PROXY TO ACT IN ACCORDANCE WITH THE
BOARD OF DIRECTORS
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UNITEDHEALTH GROUP INCORPORATED
TICKER: UNH CUSIP: 91324P102
MEETING DATE: 6/2/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: WILLIAM C. ISSUER YES FOR FOR
BALLARD, JR.
PROPOSAL #1B: ELECTION OF DIRECTOR: RICHARD T. BURKE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: ROBERT J. DARRETTA ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: MICHELE J. HOOPER ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: DOUGLAS W. ISSUER YES FOR FOR
LEATHERDALE
PROPOSAL #1G: ELECTION OF DIRECTOR: GLENN M. RENWICK ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: KENNETH I. SHINE, ISSUER YES FOR FOR
M.D.
PROPOSAL #1I: ELECTION OF DIRECTOR: GAIL R. WILENSKY, ISSUER YES FOR FOR
PH.D.
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2009.
PROPOSAL #03: SHAREHOLDER PROPOSAL CONCERNING SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: VESTAS WIND SYSTEMS A/S, RANDERS
TICKER: N/A CUSIP: K9773J128
MEETING DATE: 3/26/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the report from Board of ISSUER NO N/A N/A
Directors on the Company's activities during the past
year
PROPOSAL #2.: Approve the presentation of the annual ISSUER YES FOR FOR
report and resolution to adopt the annual report
PROPOSAL #3.: Approve the resolution on the ISSUER YES FOR FOR
distribution of the profit or covering of loss
according to the approved annual report, the Board of
Directors proposes that no dividend be paid out for
2008
PROPOSAL #4.a: Re-elect Mr. Bent Erik Carlsen as the ISSUER YES FOR FOR
Members of the Board of Directors
PROPOSAL #4.b: Re-elect Mr. Torsten Erik Rasmussen as ISSUER YES FOR FOR
the Members of the Board of Directors
PROPOSAL #4.c: Re-elect Mr. Freddy Frandsen as the ISSUER YES FOR FOR
Members of the Board of Directors
PROPOSAL #4.d: Re-elect Mr. Jorgen Huno Rasmussen as ISSUER YES FOR FOR
the Members of the Board of Directors
PROPOSAL #4.e: Re-elect Mr. Jorn Ankaer Thomsen as ISSUER YES FOR FOR
the Members of the Board of Directors
PROPOSAL #4.f: Re-elect Mr. Kurt Anker Nielsen as the ISSUER YES FOR FOR
Members of the Board of Directors
PROPOSAL #4.g: Elect Mr. Hakan Eriksson as the ISSUER YES FOR FOR
Members of the Board of Directors
PROPOSAL #4.h: Elect Mr. Ola Rollen as the Members of ISSUER YES FOR FOR
the Board of Directors
PROPOSAL #5.a: Re-appoint PricewaterhouseCoopers, ISSUER YES FOR FOR
Statsautoriseret Revisionsaktieselskab as the
Auditors of the Company
PROPOSAL #5.b: Re-appoint KPMG Statsautiroseret ISSUER YES FOR FOR
Revisionspartnerselskab as the Auditors of the Company
PROPOSAL #6.a: Approve the overall guidelines for ISSUER YES FOR FOR
incentive pay for the Members of the Executive
Management of Vestas Wind Systems A/S laid down by
the Board of Directors; if the guidelines are
approved by the AGM, the following new Article 13
will be included in the Companys Articles of
PROPOSAL #6.b: Authorize the Company to acquire ISSUER YES FOR FOR
treasury shares in the period up until the next AGM
up to a total nominal value of 10% of the value of
the Company's share capital at the time in question,
cf., Article 48 of the Danish Public Companies Act,
the payment for the shares must not deviate more 10%
from the closing price quoted at the NASDAQ OMX
Copenhagen at time of acquisition
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WEATHERFORD INTERNATIONAL LTD
TICKER: WFT CUSIP: H27013103
MEETING DATE: 5/7/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: BERNARD J. DUROC- ISSUER YES FOR FOR
DANNER
PROPOSAL #1B: ELECTION OF DIRECTOR: DAVID J. BUTTERS ISSUER YES AGAINST AGAINST
PROPOSAL #1C: ELECTION OF DIRECTOR: NICHOLAS F. BRADY ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: WILLIAM E. ISSUER YES FOR FOR
MACAULAY
PROPOSAL #1E: ELECTION OF DIRECTOR: ROBERT B. MILLARD ISSUER YES AGAINST AGAINST
PROPOSAL #1F: ELECTION OF DIRECTOR: ROBERT K. MOSES, ISSUER YES FOR FOR
JR.
PROPOSAL #1G: ELECTION OF DIRECTOR: ROBERT A. RAYNE ISSUER YES AGAINST AGAINST
PROPOSAL #02: APPOINTMENT OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
YEAR ENDING DECEMBER 31, 2009 AND RATIFICATION OF THE
ELECTION OF ERNST & YOUNG AG, ZURICH AS STATUTORY
AUDITOR FOR YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WEATHERFORD INTERNATIONAL LTD.
TICKER: WFT CUSIP: G95089101
MEETING DATE: 2/17/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE SCHEME OF ARRANGEMENT ISSUER YES FOR FOR
ATTACHED TO THE ACCOMPANYING PROXY STATEMENT AS ANNEX
B.
PROPOSAL #02: APPROVAL OF THE MOTION TO ADJOURN THE ISSUER YES FOR FOR
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE
MEETING TO APPROVE THE SCHEME OF ARRANGEMENT.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: WELLS FARGO & COMPANY
TICKER: WFC CUSIP: 949746101
MEETING DATE: 4/28/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN D. BAKER II ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN S. CHEN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: LLOYD H. DEAN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: SUSAN E. ENGEL ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ENRIQUE ISSUER YES FOR FOR
HERNANDEZ, JR.
PROPOSAL #1F: ELECTION OF DIRECTOR: DONALD M. JAMES ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: ROBERT L. JOSS ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: RICHARD M. ISSUER YES FOR FOR
KOVACEVICH
PROPOSAL #1I: ELECTION OF DIRECTOR: RICHARD D. ISSUER YES FOR FOR
MCCORMICK
PROPOSAL #1J: ELECTION OF DIRECTOR: MACKEY J. MCDONALD ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: CYNTHIA H. ISSUER YES AGAINST AGAINST
MILLIGAN
PROPOSAL #1L: ELECTION OF DIRECTOR: NICHOLAS G. MOORE ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: PHILIP J. QUIGLEY ISSUER YES AGAINST AGAINST
PROPOSAL #1N: ELECTION OF DIRECTOR: DONALD B. RICE ISSUER YES AGAINST AGAINST
PROPOSAL #1O: ELECTION OF DIRECTOR: JUDITH M. RUNSTAD ISSUER YES FOR FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: STEPHEN W. SANGER ISSUER YES FOR FOR
PROPOSAL #1Q: ELECTION OF DIRECTOR: ROBERT K. STEEL ISSUER YES FOR FOR
PROPOSAL #1R: ELECTION OF DIRECTOR: JOHN G. STUMPF ISSUER YES FOR FOR
PROPOSAL #1S: ELECTION OF DIRECTOR: SUSAN G. SWENSON ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO APPROVE A NON-BINDING ISSUER YES FOR FOR
ADVISORY RESOLUTION REGARDING THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVES.
PROPOSAL #03: PROPOSAL TO RATIFY APPOINTMENT OF KPMG ISSUER YES FOR FOR
LLP AS INDEPENDENT AUDITORS FOR 2009.
PROPOSAL #04: PROPOSAL TO APPROVE AN AMENDMENT TO THE ISSUER YES FOR FOR
COMPANY'S LONG-TERM INCENTIVE COMPENSATION PLAN.
PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING A BY- SHAREHOLDER YES AGAINST FOR
LAWS AMENDMENT TO REQUIRE AN INDEPENDENT CHAIRMAN.
PROPOSAL #06: STOCKHOLDER PROPOSAL REGARDING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON POLITICAL CONTRIBUTIONS.
- ----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: XTO ENERGY INC.
TICKER: XTO CUSIP: 98385X106
MEETING DATE: 5/19/2009 FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF AMENDMENT TO BYLAWS TO ISSUER YES FOR FOR
PROVIDE FOR THE ANNUAL ELECTION OF ALL DIRECTORS.
PROPOSAL #2A: ELECTION OF PHILLIP R. KEVIL CLASS B ISSUER YES FOR FOR
DIRECTOR (2-YEAR TERM) OR, IF ITEM 1 IS NOT APPROVED,
CLASS I DIRECTOR (3-YEAR TERM).
PROPOSAL #2B: ELECTION OF HERBERT D. SIMONS CLASS B ISSUER YES FOR FOR
DIRECTOR (2-YEAR TERM) OR, IF ITEM 1 IS NOT APPROVED,
CLASS I DIRECTOR (3-YEAR TERM).
PROPOSAL #2C: ELECTION OF VAUGHN O. VENNERBERG II ISSUER YES FOR FOR
CLASS B DIRECTOR (2-YEAR TERM) OR, IF ITEM 1 IS NOT
APPROVED, CLASS I DIRECTOR (3-YEAR TERM).
PROPOSAL #03: APPROVAL OF THE 2009 EXECUTIVE ISSUER YES FOR FOR
INCENTIVE COMPENSATION PLAN.
PROPOSAL #04: RATIFICATION OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
LLP AS THE COMPANY'S INDEPENDENT AUDITOR FOR 2009.
PROPOSAL #05: STOCKHOLDER PROPOSAL CONCERNING A SHAREHOLDER YES AGAINST FOR
STOCKHOLDER ADVISORY VOTE ON EXECUTIVE COMPENSATION
IF PROPERLY PRESENTED.
PROPOSAL #06: STOCKHOLDER PROPOSAL CONCERNING SHAREHOLDER YES AGAINST FOR
STOCKHOLDER APPROVAL OF EXECUTIVE BENEFITS PAYABLE
UPON DEATH IF PROPERLY PRESENTED.
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/F. William McNabb III
(Heidi Stam)
F. William McNabb III*
President, Chief Executive Officer and Trustee
Date: August 27, 2009
* By Power of Attorney. Filed on July 24, 2009, see File Number 2-88373.
Incorporated by Reference.
