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, 2009 - JUNE 30, 2010
FUND: VANGUARD CAPITAL VALUE FUND
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ISSUER: ACCENTURE LTD
TICKER: ACN CUSIP: G1150G111
MEETING DATE: 8/5/2009 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE SCHEME OF ARRANGEMENT ISSUER YES FOR FOR
ATTACHED TO THE ACCOMPANYING PROXY STATEMENT AS ANNEX
A AS IT APPLIES TO THE CLASS A COMMON SHAREHOLDERS.
PROPOSAL #02: APPROVAL OF THE MOTION TO ADJOURN THE ISSUER YES FOR FOR
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT PROXIES TO APPROVE THE
SCHEME OF ARRANGEMENT AT THE TIME OF THE ACCENTURE
LTD CLASS A COMMON SHAREHOLDER CLASS MEETING.
PROPOSAL #03: IF THE SCHEME OF ARRANGEMENT IS ISSUER YES FOR & #160; FOR
APPROVED, APPROVAL OF THE ESTABLISHMENT OF
DISTRIBUTABLE RESERVES OF ACCENTURE PLC (THROUGH THE
REDUCTION OF ITS SHARE PREMIUM ACCOUNT) THAT WAS
PREVIOUSLY APPROVED BY ACCENTURE LTD AND THE OTHER
CURRENT SHAREHOLDERS OF ACCENTURE PLC (AS DESCRIBED
IN THE ACCOMPANYING PROXY STATEMENT).
PROPOSAL #04: APPROVAL OF THE MOTION TO ADJOURN THE ISSUER YES FOR FOR
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT PROXIES TO APPROVE THE
PROPOSAL AT THE TIME OF THE SPECIAL GENERAL MEETING.
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ISSUER: ACCENTURE PLC
TICKER: ACN CUSIP: G1151C101
MEETING DATE: 2/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: RE-APPOINTMENT OF WILLIAM L. KIMSEY TO ISSUER YES FOR FOR
THE BOARD OF DIRECTORS
PROPOSAL #1B: RE-APPOINTMENT OF ROBERT I. LIPP TO THE ISSUER YES FOR FOR
BOARD OF DIRECTORS
PROPOSAL #1C: RE-APPOINTMENT OF WULF VON SCHIMMELMANN ISSUER YES FOR FOR
TO THE BOARD OF DIRECTORS
PROPOSAL #02: RE-APPOINTMENT OF KPMG AS INDEPENDENT ISSUER YES FOR FOR
AUDITORS FOR THE 2010 FISCAL YEAR AND AUTHORIZATION
OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO
DETERMINE KPMG'S REMUNERATION
PROPOSAL #03: APPROVAL OF ACCENTURE PLC 2010 SHARE ISSUER YES FOR FOR
INCENTIVE PLAN
PROPOSAL #04: APPROVAL OF ACCENTURE PLC 2010 EMPLOYEE ISSUER YES FOR FOR
SHARE PURCHASE PLAN
PROPOSAL #05: AUTHORIZATION TO HOLD THE 2011 ANNUAL ISSUER YES FOR FOR
GENERAL MEETING OF SHAREHOLDERS OF ACCENTURE PLC AT A
LOCATION OUTSIDE OF IRELAND
PROPOSAL #06: AUTHORIZATION OF ACCENTURE TO MAKE ISSUER YES FOR FOR
OPEN-MARKET PURCHASES OF ACCENTURE PLC CLASS A
ORDINARY SHARES
PROPOSAL #07: DETERMINATION OF THE PRICE RANGE AT ISSUER YES FOR FOR
WHICH ACCENTURE PLC CAN RE-ISSUE SHARES THAT IT
ACQUIRES AS TREASURY STOCK
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ISSUER: ACE LIMITED
TICKER: ACE CUSIP: H0023R105
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT M. ISSUER YES FOR & #160; FOR
HERNANDEZ
PROPOSAL #1B: ELECTION OF DIRECTOR: PETER MENIKOFF ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: ROBERT RIPP ISSUER YES FOR ; FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: THEODORE E.SHASTA ISSUER YES FOR FOR
PROPOSAL #02: AMENDMENT OF THE ARTICLES OF ISSUER YES FOR 60; FOR
ASSOCIATION RELATING TO THE TREATMENT OF ABSTENTIONS
AND BROKER NON-VOTES
PROPOSAL #3A: APPROVAL OF THE ANNUAL REPORT ISSUER YES FOR 0; FOR
PROPOSAL #3B: APPROVAL OF THE STATUTORY FINANCIAL ISSUER YES FOR FOR
STATEMENTS OF ACE LIMITED
PROPOSAL #3C: APPROVAL OF THE CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS
PROPOSAL #04: ALLOCATION OF DISPOSABLE PROFIT ISSUER YES FOR &# 160; FOR
PROPOSAL #05: DISCHARGE OF THE BOARD OF DIRECTORS ISSUER YES FOR FOR
PROPOSAL #06: AMENDMENT OF THE ARTICLES OF ISSUER YES FOR 60; FOR
ASSOCIATION RELATING TO AUTHORIZED SHARE CAPITAL
PROPOSAL #7A: ELECTION OF PRICEWATERHOUSECOOPERS AG ISSUER YES FOR FOR
(ZURICH) AS OUR STATUTORY AUDITOR UNTIL OUR NEXT
ANNUAL ORDINARY GENERAL MEETING
PROPOSAL #7B: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR &# 160; FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PRICEWATERHOUSECOOPERS LLP (UNITED STATES) FOR
PURPOSES OF UNITED STATES SECURITIES LAW REPORTING
FOR THE YEAR ENDING DECEMBER 31, 2010
PROPOSAL #7C: ELECTION OF BDO AG (ZURICH) AS SPECIAL ISSUER YES FOR FOR
AUDITING FIRM UNTIL OUR NEXT ANNUAL ORDINARY GENERAL
MEETING
PROPOSAL #08: APPROVAL OF THE ACE LIMITED 2004 LONG- ISSUER YES FOR FOR
TERM INCENTIVE PLAN AS AMENDED THROUGH THE FIFTH
AMENDMENT
PROPOSAL #09: APPROVAL OF THE PAYMENT OF A DIVIDEND ISSUER YES FOR FOR
IN THE FORM OF A DISTRIBUTION THROUGH REDUCTION OF
THE PAR VALUE OF OUR SHARES
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ISSUER: AGCO CORPORATION
TICKER: AGCO CUSIP: 001084102
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: FRANCISCO R. GROS ISSUER YES WITHHOLD 60; AGAINST
ELECTION OF DIRECTOR: GERALD B. JOHANNESON ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: GEORGE E. MINNICH ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: CURTIS E. MOLL ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF KPMG LLP AS THE ISSUER YES FOR FOR
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2010.
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ISSUER: AIRASIA BHD
TICKER: N/A CUSIP: Y0029V101
MEETING DATE: 8/3/2009 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the audited financial ISSUER YES FOR 60; FOR
statements together with the reports of the Directors
and the Auditors thereon for the YE 31 DEC 2008
PROPOSAL #2.: Approve the Directors' fees of MYR ISSUER YES FOR FOR
983,000 for the FYE 31 DEC 2008
PROPOSAL #3.: Re-elect Dato' Sri Anthony Francis ISSUER YES FOR FOR
Fernandes as a Director, who retires pursuant to
Article 124 of the Company's Articles of Association
PROPOSAL #4.: Re-elect Dato' Kamarudin Bin Meranun as ISSUER YES FOR FOR
a Director, who retires pursuant to Article 124 of
the Company's Articles of Association
PROPOSAL #5.: Re-appoint Dato' Leong Sonny @ Leong ISSUER YES FOR FOR
Khee Seong as a Director of the Company, who retires
in accordance with Section 129 of the Companies Act,
1965, to hold office until the next AGM
PROPOSAL #6.: Re-appoint Messrs. ISSUER YES FOR FOR
PricewaterhouseCoopers as the Auditors of the Company
and authorize the Directors to fix their remuneration
PROPOSAL #7.: Authorize the Directors, pursuant to ISSUER YES FOR FOR
Section 132D of the Companies Act, 1965, and subject
to the approvals of the relevant
governmental/regulatory authorities, to issue shares
in the capital of the Company from time to time and
upon such terms and conditions and for such purposes
as the Directors may in their discretion deem fit,
provided that the aggregate number of shares to be
issued does not exceed 10% of the issued share
capital of the Company for the time being [excluding
the number of ordinary shares arising from the
exercise of the Employees' Share Option Scheme] and
to obtain the approval from the Bursa Malaysia
Securities Berhad for the listing and quotation of
the additional shares so issued; [Authority expires
at the conclusion of the next AGM of the Company]
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ISSUER: AIRASIA BHD
TICKER: N/A CUSIP: Y0029V101
MEETING DATE: 8/3/2009 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Ratify and approve that all financial ISSUER YES FOR FOR
assistance provided and to be provided by the Company
to PT Indonesia AirAsia [TAA] and Thai AirAsia
Company Limited [TAA], in the manner as specified in
Section 2.1 provided that the amount of additional
and financial assistance provided and to be provided
to each of IAA and TAA shall be up to and not exceed
10.0% of the consolidated net tangible assets of the
Company; and Authorize the Directors of the Company
to act and take all steps and do all thing as they
may deem fit, necessary, expedient and/or appropriate
in order to finalize, implement and/or give full
effect to such provision of financial assistance,
including to finalize and execute the financial
assistance agreements and to assent to any
modification, variation and/or amendment thereto
thought by the Directors to be in the interest of the
Company, and with all preparatory steps taken and
things done to date by the Directors of the Company
in respect of such provision of financial assistance
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ISSUER: AIRASIA BHD
TICKER: N/A CUSIP: Y0029V101
MEETING DATE: 9/10/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Authorize the Directors of the Company, ISSUER YES FOR FOR
subject to the approval of all relevant authorities,
including the approval of Bursa Malaysia Securities
Berhad for the listing of and quotation for new
ordinary shares of MYR 0.10 each in the Company
[AirAsia Shares] to be issued hereunder, to allot and
issue new AirAsia Shares [Placement Shares], the
exact number thereof being such number, when
aggregated with the number of shares which the
Directors of the Company have been duly authorized to
allot and issue pursuant to that general mandate
granted at the Company's AGM held on 03 AUG 2009 and
after excluding therefrom provision for any options
which may be granted under the Company's present
employees' share option scheme, shall represent up to
20% of the issued and paid-up share capital of the
Company at an issue price to be determined based on
the 5-day volume weighted average market price of
AirAsia Shares immediately preceding the date on
which the price of the Placement Shares will be fixed
with a discount of not more than 10% or at par
value, whichever is higher, to the placees to be
identified and is payable in full upon acceptance and
that the Placement Shares shall upon allotment and
issue, rank pari passu in all respects with the
existing AirAsia Shares; to give effect to the
authority as aforesaid with full power to assent to
any conditions, variations, modifications and/or
amendments in any manner as may be required by any
relevant authorities and to deal with all matters
relating thereto and to take all such steps and do
all acts and things in any manner as they may deem
necessary or expedient to implement, finalize and
give full effect to the Proposed Placement Under
PROPOSAL #S.2: Approve the proposed amendments as ISSUER YES FOR FOR
specified
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ISSUER: AIRASIA BHD
TICKER: N/A CUSIP: Y0029V101
MEETING DATE: 6/24/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Receive the audited financial statements ISSUER YES FOR FOR
together with the reports of the Directors and the
Auditors for the FYE 31 DEC 2009
PROPOSAL #2: Approve the Director's fees of MYR ISSUER YES FOR FOR
967,000 for the FYE 31 DEC 2009
PROPOSAL #3: Re-elect Mr. Conor Mc Carthy as a ISSUER YES FOR FOR
Director, who retires pursuant to Article 124 of the
Company's Articles of Association
PROPOSAL #4: Re-elect Dato Fam Lee Ee as a Director, ISSUER YES FOR FOR
who retires pursuant to Article 124 of the Company's
Articles of Association
PROPOSAL #5: Re-elect Dato' Mohamed Khadar Bin ISSUER YES FOR FOR
Merican as a Director, who retires pursuant to
Article 124 of the Company's Articles of Association
PROPOSAL #6: Re-elect Dato' Leong Sonny @ Leong Khee ISSUER YES FOR FOR
Seong as a Director, who retires in accordance with
Section 129 of the Companies Act, 1965 to hold office
until the next AGM
PROPOSAL #7: Re-appoint Messrs PricewaterhouseCoopers ISSUER YES FOR FOR
as the Auditors of the Company and authorize the
Directors to fix their remuneration
PROPOSAL #8: Authorize the Directors of the Company, ISSUER YES FOR FOR
pursuant to Section 132D of the Companies Act, 1965
and subject to approval of relevant authorities, to
issue shares in the Company from time to time and
upon such terms and conditions and for such purposes
as the Directors may, in their absolute discretion,
deem fit provided that the aggregate number of issued
shares pursuant to this resolution does not exceed
10% of the issued share capital of the Company for
the time being and that the Directors to obtain
approval for the listing of and quotation for the
additional shares so issued on the Main Market of
Bursa Malaysia Securities Berhad; Authority shall
continue in force until the conclusion of the next
PROPOSAL #0: Transact any other business ISSUER NO N/A &# 160; N/A
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ISSUER: ALL-AMERICA LATINA LOGISTICA S A
TICKER: N/A CUSIP: 01643R606
MEETING DATE: 4/30/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Approve the remuneration of Executive ISSUER YES AGAINST AGAINST
Officers, Non-Executive Directors, and the Fiscal
Council Members
PROPOSAL #2: Amend the Lines E, P, and'S of Article ISSUER YES FOR FOR
17, the main part and the exclude Lines C, D, E, F, G
and H from Article 31, the wording of the main part
of Article 25 and Lines E, P and'S of Article 17 of
the Corporate Bylaws of the Company
PROPOSAL #3: Approve the consolidate Company's Bylaws ISSUER YES FOR FOR
of the Company in such a way as to reflect the
amendments at the meetings of the Board of Directors
held on 31 MAR 2008, and 17 NOV 2009, at the AGM and
the EGM held on 28 APR 2008, 29 APR 2009, and at the
EGM held 02 OCT 2009, as well as the amendments
proposed in the Item 5 of this meeting
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ISSUER: ALL-AMERICA LATINA LOGISTICA S A
TICKER: N/A CUSIP: 01643R606
MEETING DATE: 4/30/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Approve to take knowledge of the ISSUER YES FOR & #160; FOR
Directors accounts, to examine, discuss and the
Company's consolidated financial statements for the
FY ending 31 DEC 2009
PROPOSAL #2: Approve the allocation of t he net ISSUER YES FOR FOR
profits from the FY, and the distribution of dividends
PROPOSAL #3: Election the Members of the Board of ISSUER YES AGAINST AGAINST
Directors and the Finance Committee
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ISSUER: ALLEGHENY ENERGY, INC.
TICKER: AYE CUSIP: 017361106
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: H. FURLONG BALDWIN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ELEANOR BAUM ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: PAUL J. EVANSON ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: CYRUS F. ISSUER YES FOR & #160; FOR
FREIDHEIM, JR.
PROPOSAL #1E: ELECTION OF DIRECTOR: JULIA L. JOHNSON ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: TED J. KLEISNER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: CHRISTOPHER D. ISSUER YES FOR FOR
PAPPAS
PROPOSAL #1H: ELECTION OF DIRECTOR: STEVEN H. RICE ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: GUNNAR E. SARSTEN ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: MICHAEL H. SUTTON ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITOR FOR 2010.
PROPOSAL #03: STOCKHOLDER PROPOSAL RELATING TO AN SHAREHOLDER YES AGAINST FOR
INDEPENDENT BOARD CHAIRMAN.
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ISSUER: AMERIPRISE FINANCIAL, INC.
TICKER: AMP CUSIP: 03076C106
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JAMES M. ISSUER YES FOR &# 160; FOR
CRACCHIOLO
PROPOSAL #1B: ELECTION OF DIRECTOR: H. JAY SARLES ISSUER YES FOR FOR
PROPOSAL #02: TO ADOPT AND APPROVE AN AMENDMENT TO ISSUER YES FOR FOR
THE COMPANY'S CERTIFICATE OF INCORPORATION TO
DECLASSIFY THE BOARD OF DIRECTORS.
PROPOSAL #03: TO APPROVE A NON-BINDING ADVISORY ISSUER YES FOR FOR
RESOLUTION ON THE COMPANY'S EXECUTIVE COMPENSATION
PHILOSOPHY, OBJECTIVES AND POLICIES.
PROPOSAL #04: TO APPROVE THE AMENDED AND RESTATED ISSUER YES FOR FOR
AMERIPRISE FINANCIAL 2005 INCENTIVE COMPENSATION PLAN.
PROPOSAL #05: TO RATIFY THE AUDIT COMMITTEE'S ISSUER YES FOR & #160; FOR
SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR 2010.
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ISSUER: AMETEK INC NEW
TICKER: AME CUSIP: 031100100
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: CHARLES D. KLEIN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: STEVEN W. KOHLHAGEN ISSUER YES FOR ; FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2010.
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ISSUER: AMGEN INC.
TICKER: AMGN CUSIP: 031162100
MEETING DATE: 5/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DR. DAVID ISSUER YES FOR & #160; FOR
BALTIMORE
PROPOSAL #1B: ELECTION OF DIRECTOR: MR. FRANK J. ISSUER YES FOR FOR
BIONDI, JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: MR. FRANCOIS DE ISSUER YES FOR FOR
CARBONNEL
PROPOSAL #1D: ELECTION OF DIRECTOR: MR. JERRY D. ISSUER YES FOR FOR
CHOATE
PROPOSAL #1E: ELECTION OF DIRECTOR: DR. VANCE D. ISSUER YES FOR FOR
COFFMAN
PROPOSAL #1F: ELECTION OF DIRECTOR: MR. FREDERICK W. ISSUER YES FOR FOR
GLUCK
PROPOSAL #1G: ELECTION OF DIRECTOR: DR. REBECCA M. ISSUER YES FOR FOR
HENDERSON
PROPOSAL #1H: ELECTION OF DIRECTOR: MR. FRANK C. ISSUER YES FOR FOR
HERRINGER
PROPOSAL #1I: ELECTION OF DIRECTOR: DR. GILBERT S. ISSUER YES FOR FOR
OMENN
PROPOSAL #1J: ELECTION OF DIRECTOR: MS. JUDITH C. ISSUER YES FOR FOR
PELHAM
PROPOSAL #1K: ELECTION OF DIRECTOR: ADM. J. PAUL ISSUER YES FOR FOR
REASON, USN (RETIRED)
PROPOSAL #1L: ELECTION OF DIRECTOR: MR. LEONARD D. ISSUER YES FOR FOR
SCHAEFFER
PROPOSAL #1M: ELECTION OF DIRECTOR: MR. KEVIN W. ISSUER YES FOR FOR
SHARER
PROPOSAL #02: TO RATIFY THE SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31, 2010
PROPOSAL #3A: STOCKHOLDER PROPOSAL: STOCKHOLDER SHAREHOLDER YES AGAINST FOR
PROPOSAL #1 (SHAREHOLDER ACTION BY WRITTEN CONSENT)
PROPOSAL #3B: STOCKHOLDER PROPOSAL: STOCKHOLDER SHAREHOLDER YES AGAINST FOR
PROPOSAL #2 (EQUITY RETENTION POLICY)
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ISSUER: ANADARKO PETROLEUM CORPORATION
TICKER: APC CUSIP: 032511107
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: H. PAULETT ISSUER YES FOR FOR
EBERHART
PROPOSAL #1B: ELECTION OF DIRECTOR: PRESTON M. GEREN ISSUER YES FOR FOR
III
PROPOSAL #1C: ELECTION OF DIRECTOR: JAMES T. HACKETT ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF KPMG LLP ISSUER YES FOR FOR
AS INDEPENDENT AUDITORS.
PROPOSAL #03: STOCKHOLDER PROPOSAL - AMENDMENT TO SHAREHOLDER YES ABSTAIN AGAINST
NON-DISCRIMINATION POLICY.
PROPOSAL #04: STOCKHOLDER PROPOSAL - AMENDMENT TO BY- SHAREHOLDER YES AGAINST FOR
LAWS: REIMBURSEMENT OF PROXY EXPENSES.
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ISSUER: APACHE CORPORATION
TICKER: APA CUSIP: 037411105
MEETING DATE: 5/6/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: EUGENE C. FIEDOREK ISSUER YES FOR FOR
PROPOSAL #02: ELECTION OF DIRECTOR: PATRICIA ALBJERG ISSUER YES FOR FOR
GRAHAM
PROPOSAL #03: ELECTION OF DIRECTOR: F.H. MERELLI ISSUER YES FOR FOR
PROPOSAL #04: RATIFICATION OF ERNST & YOUNG AS ISSUER YES FOR & #160; FOR
APACHE'S INDEPENDENT AUDITORS.
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ISSUER: APPLE INC.
TICKER: AAPL CUSIP: 037833100
MEETING DATE: 2/25/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: WILLIAM V. CAMPBELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MILLARD S. DREXLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALBERT A. GORE, JR. ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: STEVEN P. JOBS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANDREA JUNG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.D. LEVINSON, PH.D. ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: JEROME B. YORK ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE AMENDMENTS TO THE APPLE INC. ISSUER YES FOR FOR
2003 EMPLOYEE STOCK PLAN.
PROPOSAL #03: TO APPROVE AMENDMENTS TO THE APPLE INC. ISSUER YES FOR FOR
1997 DIRECTOR STOCK OPTION PLAN.
PROPOSAL #04: TO HOLD AN ADVISORY VOTE ON EXECUTIVE ISSUER YES FOR FOR
COMPENSATION.
PROPOSAL #05: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2010.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE
AGAINST PROPOSALS 6 AND 7.
PROPOSAL #06: TO CONSIDER A SHAREHOLDER PROPOSAL SHAREHOLDER YES ABSTAIN AGAINST
ENTITLED SUSTAINABILITY REPORT, IF PROPERLY PRESENTED
AT THE MEETING.
PROPOSAL #07: TO CONSIDER A SHAREHOLDER PROPOSAL SHAREHOLDER YES ABSTAIN AGAINST
ENTITLED AMEND CORPORATE BYLAWS ESTABLISHING A BOARD
COMMITTEE ON SUSTAINABILITY, IF PROPERLY PRESENTED AT
THE MEETING.
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ISSUER: ARENA PHARMACEUTICALS, INC.
TICKER: ARNA CUSIP: 040047102
MEETING DATE: 6/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JACK LIEF ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DOMINIC P. BEHAN, PH.D. ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: DONALD D. BELCHER ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: SCOTT H. BICE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H.F. HIXSON, JR., PH.D. ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: TINA S. NOVA, PH.D. ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: PHILLIP M. SCHNEIDER ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: C.A. WHITE, M.D. ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: RANDALL E. WOODS ISSUER YES FOR &# 160; FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP, AN INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM, AS ARENA'S INDEPENDENT AUDITORS FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2010.
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ISSUER: ARROW ELECTRONICS, INC.
TICKER: ARW CUSIP: 042735100
MEETING DATE: 5/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DANIEL W. DUVAL ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: GAIL E. HAMILTON ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JOHN N. HANSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD S. HILL ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: M.F. (FRAN) KEETH ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ROGER KING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MICHAEL J. LONG ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: STEPHEN C. PATRICK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BARRY W. PERRY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN C. WADDELL ISSUER YES WITHHOLD 0; AGAINST
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS ARROW'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2010
PROPOSAL #03: PROPOSAL TO AMEND AND RE-APPROVE THE ISSUER YES FOR FOR
ARROW ELECTRONICS, INC. 2004 OMNIBUS INCENTIVE PLAN
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANK OF AMERICA CORPORATION
TICKER: BAC CUSIP: 060505104
MEETING DATE: 2/23/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: A PROPOSAL TO ADOPT AN AMENDMENT TO THE ISSUER YES FOR FOR
BANK OF AMERICA CORPORATION AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER
OF AUTHORIZED SHARES OF COMMON STOCK FROM 10 BILLION
TO 11.3 BILLION.
PROPOSAL #02: 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 PROPOSAL SET FORTH IN
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANK OF AMERICA CORPORATION
TICKER: BAC CUSIP: 060505104
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: SUSAN S. BIES ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: WILLIAM P. ISSUER YES FOR ; FOR
BOARDMAN
PROPOSAL #1C: ELECTION OF DIRECTOR: FRANK P. BRAMBLE, ISSUER YES FOR FOR
SR.
PROPOSAL #1D: ELECTION OF DIRECTOR: VIRGIS W. COLBERT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: CHARLES K. GIFFORD ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: CHARLES O. ISSUER YES FOR ; FOR
HOLLIDAY, JR.
PROPOSAL #1G: ELECTION OF DIRECTOR: D. PAUL JONES, JR. ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: MONICA C. LOZANO ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: THOMAS J. MAY ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: BRIAN T. MOYNIHAN ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: DONALD E. POWELL ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: CHARLES O. ISSUER YES FOR ; FOR
ROSSOTTI
PROPOSAL #1M: ELECTION OF DIRECTOR: ROBERT W. SCULLY ISSUER YES FOR FOR
PROPOSAL #02: A PROPOSAL TO RATIFY THE REGISTERED ISSUER YES FOR FOR
INDEPENDENT PUBLIC ACCOUNTING FIRM FOR 2010
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 COMMON STOCK FROM 11.3 BILLION TO 12.8
BILLION
PROPOSAL #04: AN ADVISORY (NON-BINDING) VOTE ISSUER YES FOR &# 160; FOR
APPROVING EXECUTIVE COMPENSATION
PROPOSAL #05: A PROPOSAL TO APPROVE AN AMENDMENT TO ISSUER YES FOR FOR
THE 2003 KEY ASSOCIATE STOCK PLAN
PROPOSAL #06: STOCKHOLDER PROPOSAL - DISCLOSURE OF SHAREHOLDER YES ABSTAIN AGAINST
GOVERNMENT EMPLOYMENT
PROPOSAL #07: STOCKHOLDER PROPOSAL - NON-DEDUCTIBLE SHAREHOLDER YES AGAINST FOR
PAY
PROPOSAL #08: STOCKHOLDER PROPOSAL - SPECIAL SHAREHOLDER YES AGAINST F OR
STOCKHOLDER MEETINGS
PROPOSAL #09: STOCKHOLDER PROPOSAL - ADVISORY VOTE ON SHAREHOLDER YES AGAINST FOR
EXECUTIVE COMPENSATION
PROPOSAL #10: STOCKHOLDER PROPOSAL - SUCCESSION SHAREHOLDER YES AGAINST FOR
PLANNING
PROPOSAL #11: STOCKHOLDER PROPOSAL - DERIVATIVES SHAREHOLDER YES AGAINST FOR
TRADING
PROPOSAL #12: STOCKHOLDER PROPOSAL - RECOUP INCENTIVE SHAREHOLDER YES AGAINST FOR
COMPENSATION
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BANK OF NEW YORK MELLON CORP.
TICKER: BK CUSIP: 064058100
MEETING DATE: 4/13/2010 �� 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RUTH E. BRUCH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NICHOLAS M. DONOFRIO ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: GERALD L. HASSELL ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: EDMUND F. KELLY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ROBERT P. KELLY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: RICHARD J. KOGAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MICHAEL J. KOWALSKI ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: JOHN A. LUKE, JR. ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ROBERT MEHRABIAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MARK A. NORDENBERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CATHERINE A. REIN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: WILLIAM C. RICHARDSON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: SAMUEL C. SCOTT III ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: JOHN P. SURMA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WESLEY W. VON SCHACK ISSUER YES FOR 0; FOR
PROPOSAL #02: PROPOSAL TO APPROVE THE ADVISORY (NON- ISSUER YES FOR FOR
BINDING) RESOLUTION RELATING TO 2009 EXECUTIVE
COMPENSATION.
PROPOSAL #03: RATIFICATION OF APPOINTMENT OF KPMG LLP ISSUER YES FOR FOR
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANT.
PROPOSAL #04: STOCKHOLDER PROPOSAL WITH RESPECT TO SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING.
PROPOSAL #05: STOCKHOLDER PROPOSAL REQUESTING SHAREHOLDER YES AGAINST FOR
ADOPTION OF POLICY REQUIRING FIVE-YEAR LOCK-UP PERIOD
FOR SENIOR EXECUTIVES' EQUITY INCENTIVE AWARDS.
PROPOSAL #06: STOCKHOLDER PROPOSAL REQUESTING SHAREHOLDER YES FOR AGAINST
STOCKHOLDER APPROVAL OF CERTAIN FUTURE SEVERANCE
AGREEMENTS WITH SENIOR EXECUTIVES.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BARNES GROUP INC.
TICKER: B CUSIP: 067806109
MEETING DATE: 5/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN W. ALDEN* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GEORGE T. CARPENTER* ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: WILLIAM J. MORGAN* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HASSELL H. MCCLELLAN** ISSUER YES FOR &# 160; FOR
PROPOSAL #02: APPROVE THE BARNES GROUP INC. STOCK AND ISSUER YES FOR FOR
INCENTIVE AWARD PLAN, AS AMENDED
PROPOSAL #03: RATIFY SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
PROPOSAL #04: CONSIDERATION OF STOCKHOLDER PROPOSAL SHAREHOLDER YES FOR AGAINST
REGARDING DECLASSIFICATION OF THE BOARD OF DIRECTORS
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BARRICK GOLD CORPORATION
TICKER: ABX CUSIP: 067901108
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: H.L. BECK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.W.D. BIRCHALL ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: D.J. CARTY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: G. CISNEROS ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: M.A. COHEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P.A. CROSSGROVE ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: R.M. FRANKLIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.B. HARVEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: B. MULRONEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A. MUNK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P. MUNK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.W. REGENT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: N.P. ROTHSCHILD ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: S.J. SHAPIRO ISSUER YES FOR FOR
PROPOSAL #02: RESOLUTION APPROVING THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE AUDITORS OF
BARRICK AND AUTHORIZING THE DIRECTORS TO FIX THEIR
REMUNERATION.
PROPOSAL #03: ADVISORY RESOLUTION ON EXECUTIVE ISSUER YES FOR FOR
COMPENSATION APPROACH.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: BRIGGS & STRATTON CORPORATION
TICKER: BGG CUSIP: 109043109
MEETING DATE: 10/21/2009 &# 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ROBERT J. O'TOOLE ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JOHN S. SHIELY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CHARLES I. STORY ISSUER YES FOR &# 160; FOR
PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
LLP AS THE COMPANY'S INDEPENDENT AUDITOR.
PROPOSAL #03: RATIFICATION OF THE RIGHTS AGREEMENT AS ISSUER YES FOR FOR
AMENDED BY THE BOARD OF DIRECTORS ON AUGUST 12, 2009.
PROPOSAL #04: APPROVAL OF AMENDED AND RESTATED BRIGGS ISSUER YES AGAINST AGAINST
& STRATTON INCENTIVE COMPENSATION PLAN.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CADENCE DESIGN SYSTEMS, INC.
TICKER: CDNS CUSIP: 127387108
MEETING DATE: 5/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DONALD L. LUCAS ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ALBERTO ISSUER YES FOR &# 160; FOR
SANGIOVANNI-VINCENTELLI
PROPOSAL #1C: ELECTION OF DIRECTOR: GEORGE M. SCALISE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN B. SHOVEN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ROGER S. SIBONI ISSUER YES �� FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JOHN A.C. SWAINSON ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: LIP-BU TAN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE SELECTION OF KPMG ISSUER YES FOR FOR
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF CADENCE DESIGN SYSTEMS, INC. FOR ITS FISCAL
YEAR ENDING JANUARY 1, 2011.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CAMECO CORPORATION
TICKER: CCJ CUSIP: 13321L108
MEETING DATE: 5/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: YOU DECLARE THAT THE SHARES REPRESENTED ISSUER YES ABSTAIN AGAINST
BY THIS VOTING INSTRUCTION FORM ARE HELD,
BENEFICIALLY OWNED OR CONTROLLED, EITHER DIRECTLY OR
INDIRECTLY, BY A RESIDENT OF CANADA AS DEFINED ON THE
FORM. IF THE SHARES ARE HELD IN THE NAMES OF TWO OR
MORE PEOPLE, YOU DECLARE THAT ALL OF THESE PEOPLE ARE
RESIDENTS OF CANADA.
ELECTION OF DIRECTOR: JOHN H. CLAPPISON ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JOE F. COLVIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES R. CURTISS ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: DONALD H.F. DERANGER ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: JAMES K. GOWANS ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: GERALD W. GRANDEY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: NANCY E. HOPKINS ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: OYVIND HUSHOVD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.W. GEORGE IVANY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: A. ANNE MCLELLAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: A. NEIL MCMILLAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: VICTOR J. ZALESCHUK ISSUER YES FOR ; FOR
PROPOSAL #03: APPOINT KPMG LLP AS AUDITORS ISSUER YES FOR 0; FOR
PROPOSAL #04: RESOLVED, ON AN ADVISORY BASIS AND NOT ISSUER YES FOR FOR
TO DIMINISH THE ROLE AND RESPONSIBILITIES OF THE
BOARD OF DIRECTORS, THAT THE SHAREHOLDERS ACCEPT THE
APPROACH TO EXECUTIVE COMPENSATION DISCLOSED IN
CAMECO'S MANAGEMENT PROXY CIRCULAR DELIVERED IN
ADVANCE OF THE 2010 ANNUAL MEETING OF SHAREHOLDERS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CANADIAN NATURAL RESOURCES LIMITED
TICKER: CNQ CUSIP: 136385101
MEETING DATE: 5/6/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: CATHERINE M. BEST ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: N. MURRAY EDWARDS ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: HON. GARY A. FILMON ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: AMB. GORDON D. GIFFIN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: STEVE W. LAUT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KEITH A.J. MACPHAIL ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: ALLAN P. MARKIN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: HON. FRANK J. MCKENNA ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JAMES S. PALMER ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ELDON R. SMITH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID A. TUER ISSUER YES FOR FOR
PROPOSAL #02: THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP, CHARTERED ACCOUNTANTS,
CALGARY, ALBERTA, AS AUDITORS OF THE CORPORATION FOR
THE ENSUING YEAR AND THE AUTHORIZATION OF THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS OF THE
CORPORATION TO FIX THEIR REMUNERATION.
PROPOSAL #03: A SPECIAL RESOLUTION AUTHORIZING THE ISSUER YES FOR FOR
CORPORATION TO AMEND ITS ARTICLES TO SUBDIVIDE EACH
ISSUED AND OUTSTANDING COMMON SHARE OF THE
CORPORATION ON A TWO-FOR-ONE BASIS AS SET FORTH IN
THE ACCOMPANYING INFORMATION CIRCULAR.
PROPOSAL #04: AN ORDINARY RESOLUTION AMENDING THE ISSUER YES FOR FOR
CORPORATION'S AMENDED COMPILED AND RESTATED EMPLOYEE
STOCK OPTION PLAN AS SET FORTH IN THE ACCOMPANYING
INFORMATION CIRCULAR.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CHAODA MODERN AGRICULTURE
TICKER: N/A CUSIP: G2046Q107
MEETING DATE: 11/27/2009 &# 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Receive the audited financial ISSUER YES FOR 60; FOR
statements, the reports of the Directors and of the
Auditors for the FYE 30 JUN 2009
PROPOSAL #2.: Approve the final dividend for the FYE ISSUER YES FOR FOR
30 JUN 2008
PROPOSAL #3.A: Re-elect Mr. Kwok Ho as an Executive ISSUER YES FOR FOR
Director of the Company
PROPOSAL #3.B: Re-elect Mr. Fung Chi Kin as an ISSUER YES FOR FOR
Independent Non-Executive Director of the Company
PROPOSAL #3.C: Re-elect Mr. Tam Ching Ho as an ISSUER YES FOR FOR
Independent Non-Executive Director of the Company
PROPOSAL #3.D: Authorize the Board of Directors of ISSUER YES FOR FOR
the Company [the Directors] to fix the Directors'
remuneration
PROPOSAL #4.: Re-appoint Grant Thornton as the ISSUER YES FOR FOR
Auditors of the Company and authorize the Board of
Directors to fix their remuneration
PROPOSAL #5.A: 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 of Hong Kong Limited [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.B: 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; 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) an issue of
shares in the Company upon the exercise of any rights
or subscription or conversion attaching to any
warrants, convertible bonds, debentures or notes
issued by the Company; and/or d) 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 Company or any applicable laws to
PROPOSAL #5.C: Approve, conditional upon the passing ISSUER YES AGAINST AGAINST
of Resolutions 5.A and 5.B, 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.B 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.A, 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: CHESAPEAKE ENERGY CORPORATION
TICKER: CHK CUSIP: 165167107
MEETING DATE: 6/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: FRANK KEATING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MERRILL A. MILLER, JR. ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: FREDERICK B. WHITTEMORE ISSUER YES FOR & #160; FOR
PROPOSAL #02: TO APPROVE AN AMENDMENT TO OUR LONG ISSUER YES FOR FOR
TERM INCENTIVE PLAN.
PROPOSAL #03: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 0; FOR
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2010.
PROPOSAL #04: SHAREHOLDER PROPOSAL RELATING TO ANNUAL SHAREHOLDER YES AGAINST FOR
CASH BONUSES TO NAMED EXECUTIVE OFFICERS.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
EXECUTIVE PARTICIPATION IN DERIVATIVE OR SPECULATIVE
TRANSACTIONS INVOLVING STOCK.
PROPOSAL #06: SHAREHOLDER PROPOSAL REQUESTING AN SHAREHOLDER YES AGAINST FOR
ADVISORY SHAREHOLDER VOTE ON EXECUTIVE COMPENSATION.
PROPOSAL #07: SHAREHOLDER PROPOSAL REQUESTING AN SHAREHOLDER YES AGAINST FOR
ADVISORY SHAREHOLDER VOTE ON EXECUTIVE AND DIRECTOR
COMPENSATION.
PROPOSAL #08: SHAREHOLDER PROPOSAL RELATING TO SHAREHOLDER YES ABSTAIN AGAINST
HYDRAULIC FRACTURING.
PROPOSAL #09: SHAREHOLDER PROPOSAL RELATING TO A SHAREHOLDER YES ABSTAIN AGAINST
SUSTAINABILITY REPORT.
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ISSUER: CHINA MEDICAL TECHNOLOGIES, INC.
TICKER: CMED CUSIP: 169483104
MEETING DATE: 11/16/2009 &# 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #02: TO APPROVE THE CHINA MEDICAL ISSUER YES FOR 0; FOR
TECHNOLOGIES, INC. 2009 EQUITY INCENTIVE PLAN.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CIGNA CORPORATION
TICKER: CI CUSIP: 125509109
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DAVID M. CORDANI ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ISAIAH HARRIS, JR. ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JANE E. HENNEY, ISSUER YES FOR FOR
M.D.
PROPOSAL #1D: ELECTION OF DIRECTOR: DONNA F. ZARCONE ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR & #160; FOR
PRICEWATERHOUSECOOPERS LLP AS CIGNA'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2010.
PROPOSAL #03: APPROVAL OF THE AMENDED AND RESTATED ISSUER YES FOR FOR
CIGNA LONG-TERM INCENTIVE PLAN.
PROPOSAL #04: APPROVAL OF THE CIGNA CORPORATION ISSUER YES FOR FOR
DIRECTORS EQUITY PLAN.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CISCO SYSTEMS, INC.
TICKER: CSCO CUSIP: 17275R102
MEETING DATE: 11/12/2009 &# 160; 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: ARUN SARIN ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: STEVEN M. WEST ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: JERRY YANG ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE THE AMENDMENT AND ISSUER YES FOR 60; FOR
RESTATEMENT OF THE 2005 STOCK INCENTIVE PLAN, AS SET
FORTH IN THE ACCOMPANYING PROXY STATEMENT.
PROPOSAL #03: TO APPROVE THE AMENDMENT AND ISSUER YES FOR 0; FOR
RESTATEMENT OF THE EMPLOYEE STOCK PURCHASE PLAN, AS
SET FORTH IN THE ACCOMPANYING PROXY STATEMENT.
PROPOSAL #04: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 0; FOR
PRICEWATERHOUSECOOPERS LLP AS CISCO'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JULY 31, 2010.
PROPOSAL #05: PROPOSAL SUBMITTED BY A SHAREHOLDER TO SHAREHOLDER YES ABSTAIN AGAINST
AMEND CISCO'S BYLAWS TO ESTABLISH A BOARD COMMITTEE
ON HUMAN RIGHTS.
PROPOSAL #06: PROPOSAL SUBMITTED BY SHAREHOLDERS SHAREHOLDER YES AGAINST FOR
REQUESTING THE BOARD TO ADOPT A POLICY THAT
SHAREHOLDERS BE PROVIDED THE OPPORTUNITY, AT EACH
ANNUAL MEETING OF SHAREHOLDERS, TO VOTE ON AN
ADVISORY RESOLUTION TO RATIFY THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS DESCRIBED IN THE PROXY
STATEMENT FOR THE ANNUAL MEETING.
PROPOSAL #07: PROPOSAL SUBMITTED BY SHAREHOLDERS SHAREHOLDER YES ABSTAIN AGAINST
REQUESTING THE BOARD TO PUBLISH A REPORT TO
SHAREHOLDERS, WITHIN SIX MONTHS, PROVIDING A
SUMMARIZED LISTING AND ASSESSMENT OF CONCRETE STEPS
CISCO COULD REASONABLY TAKE TO REDUCE THE LIKELIHOOD
THAT ITS BUSINESS PRACTICES MIGHT ENABLE OR ENCOURAGE
THE VIOLATION OF HUMAN RIGHTS, AS SET FORTH IN THE
ACCOMPANYING PROXY STATEMENT.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COBALT INTERNATIONAL ENERGY, INC
TICKER: CIE CUSIP: 19075F106
MEETING DATE: 5/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOSEPH H. BRYANT ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: GREGORY A. BEARD ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: PETER R. CONEWAY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: HENRY CORNELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JACK E. GOLDEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KENNETH W. MOORE ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: J. HARDY MURCHISON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KENNETH A. PONTARELLI ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: MYLES W. SCOGGINS ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: D. JEFF VAN STEENBERGEN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: MARTIN H. YOUNG JR. ISSUER YES FOR ; FOR
PROPOSAL #02: APPROVAL OF THE COBALT INTERNATIONAL ISSUER YES FOR FOR
ENERGY, INC. NON-EMPLOYEE DIRECTORS COMPENSATION PLAN
AND THE COBALT INTERNATIONAL ENERGY, INC. NON-
EMPLOYEE DIRECTORS DEFERRAL PLAN
PROPOSAL #03: RATIFICATION OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
INDEPENDENT AUDITORS FOR 2010
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COMCAST CORPORATION
TICKER: CMCSA CUSIP: 20030N101
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: S. DECKER ANSTROM ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: KENNETH J. BACON ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: SHELDON M. BONOVITZ ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: EDWARD D. BREEN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JULIAN A. BRODSKY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JOSEPH J. COLLINS ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: J. MICHAEL COOK ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: GERALD L. HASSELL ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JEFFREY A. HONICKMAN ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: BRIAN L. ROBERTS ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: RALPH J. ROBERTS ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: DR. JUDITH RODIN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MICHAEL I. SOVERN ISSUER YES FOR & #160; FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
INDEPENDENT AUDITORS
PROPOSAL #03: APPROVAL OF OUR 2006 CASH BONUS PLAN ISSUER YES FOR FOR
PROPOSAL #04: TO PROVIDE FOR CUMULATIVE VOTING IN THE SHAREHOLDER YES AGAINST FOR
ELECTION OF DIRECTORS
PROPOSAL #05: TO ADOPT AND DISCLOSE A SUCCESSION SHAREHOLDER YES AGAINST FOR
PLANNING POLICY AND ISSUE ANNUAL REPORTS ON
SUCCESSION PLAN
PROPOSAL #06: TO REQUIRE THAT THE CHAIRMAN OF THE SHAREHOLDER YES AGAINST FOR
BOARD NOT BE A CURRENT OR FORMER EXECUTIVE OFFICER
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CONSOL ENERGY INC.
TICKER: CNX CUSIP: 20854P109
MEETING DATE: 5/4/2010 0; 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 60; FOR
ELECTION OF DIRECTOR: JAMES E. ALTMEYER, SR. ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: PHILIP W. BAXTER ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WILLIAM E. DAVIS ISSUER YES FOR &# 160; 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 &# 160; FOR
ELECTION OF DIRECTOR: JOHN T. MILLS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM P. POWELL ISSUER YES FOR & #160; 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.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: CORNING INCORPORATED
TICKER: GLW CUSIP: 219350105
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT F. ISSUER YES FOR & #160; FOR
CUMMINGS, JR.
PROPOSAL #1B: ELECTION OF DIRECTOR: CARLOS M. ISSUER YES FOR & #160; FOR
GUTIERREZ
PROPOSAL #1C: ELECTION OF DIRECTOR: WILLIAM D. ISSUER YES FOR FOR
SMITHBURG
PROPOSAL #1D: ELECTION OF DIRECTOR: HANSEL E. TOOKES ISSUER YES FOR FOR
II
PROPOSAL #1E: ELECTION OF DIRECTOR: WENDELL P. WEEKS ISSUER YES FOR FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS CORNING'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS.
PROPOSAL #03: APPROVAL OF THE 2010 VARIABLE ISSUER YES FOR 60; FOR
COMPENSATION PLAN.
PROPOSAL #04: APPROVAL OF THE 2010 EQUITY PLAN FOR ISSUER YES FOR FOR
NON-EMPLOYEE DIRECTORS.
PROPOSAL #05: APPROVAL OF THE AMENDMENT AND ISSUER YES FOR 60; FOR
RESTATEMENT OF THE RESTATED CERTIFICATE OF
INCORPORATION TO DECLASSIFY THE BOARD OF DIRECTORS.
PROPOSAL #06: SHAREHOLDER PROPOSAL CONCERNING VOTING. SHAREHOLDER YES FOR AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: COVIDIEN PLC
TICKER: COV CUSIP: G2554F105
MEETING DATE: 3/16/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO RECEIVE AND CONSIDER THE COMPANY'S ISSUER YES FOR FOR
IRISH STATUTORY ACCOUNTS AND THE REPORTS OF THE
DIRECTORS AND AUDITORS THEREON.
PROPOSAL #2A: ELECTION OF DIRECTOR: CRAIG ARNOLD ISSUER YES FOR FOR
PROPOSAL #2B: ELECTION OF DIRECTOR: ROBERT H. BRUST ISSUER YES FOR FOR
PROPOSAL #2C: ELECTION OF DIRECTOR: JOHN M. CONNORS, ISSUER YES FOR FOR
JR.
PROPOSAL #2D: ELECTION OF DIRECTOR: CHRISTOPHER J. ISSUER YES FOR FOR
COUGHLIN
PROPOSAL #2E: ELECTION OF DIRECTOR: TIMOTHY M. DONAHUE ISSUER YES FOR FOR
PROPOSAL #2F: ELECTION OF DIRECTOR: KATHY J. HERBERT ISSUER YES FOR FOR
PROPOSAL #2G: ELECTION OF DIRECTOR: RANDALL J. HOGAN, ISSUER YES FOR FOR
III
PROPOSAL #2H: ELECTION OF DIRECTOR: RICHARD J. MEELIA ISSUER YES FOR FOR
PROPOSAL #2I: ELECTION OF DIRECTOR: DENNIS H. REILLEY ISSUER YES FOR FOR
PROPOSAL #2J: ELECTION OF DIRECTOR: TADATAKA YAMADA ISSUER YES FOR FOR
PROPOSAL #2K: ELECTION OF DIRECTOR: JOSEPH A. ISSUER YES FOR FOR
ZACCAGNINO
PROPOSAL #03: TO APPOINT INDEPENDENT AUDITORS AND ISSUER YES FOR FOR
AUTHORIZE THE AUDIT COMMITTEE TO SET THE AUDITORS'
REMUNERATION.
PROPOSAL #04: TO AUTHORIZE THE COMPANY AND/OR ANY ISSUER YES FOR FOR
SUBSIDIARY OF THE COMPANY TO MAKE MARKET PURCHASES OF
COMPANY SHARES.
PROPOSAL #S5: TO AUTHORIZE THE REISSUE PRICE RANGE OF ISSUER YES FOR FOR
TREASURY SHARES. (SPECIAL RESOLUTION)
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DAIICHI SANKYO COMPANY,LIMITED
TICKER: N/A CUSIP: J11257102
MEETING DATE: 6/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
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 #3.1: Appoint a Corporate Auditor ISSUER YES FOR 0; FOR
PROPOSAL #3.2: Appoint a Corporate Auditor ISSUER YES FOR 0; FOR
PROPOSAL #4.: Appoint a Substitute Corporate Auditor ISSUER YES FOR FOR
PROPOSAL #5.: Approve Payment of Bonuses to Directors ISSUER YES FOR FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DANA HOLDING CORP
TICKER: DAN CUSIP: 235825205
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN M. DEVINE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: TERRENCE J. KEATING ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: JAMES E. SWEETNAM ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: KEITH E. WANDELL ISSUER YES WITHHOLD 60; AGAINST
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 60; FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DEAN FOODS COMPANY
TICKER: DF CUSIP: 242370104
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: TOM C. DAVIS ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: GREGG L. ENGLES ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JIM L. TURNER ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY DELOITTE & TOUCHE ISSUER YES FOR FOR
LLP AS INDEPENDENT AUDITOR.
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING TAX SHAREHOLDER YES AGAINST FOR
GROSS-UPS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DEERE & COMPANY
TICKER: DE CUSIP: 244199105
MEETING DATE: 2/24/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: SAMUEL R. ALLEN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: AULANA L. PETERS ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID B. SPEER ISSUER YES FOR FOR
PROPOSAL #02: COMPANY PROPOSAL #1 - AMEND RESTATED ISSUER YES FOR FOR
CERTIFICATE OF INCORPORATION TO PROVIDE FOR ANNUAL
ELECTION OF ALL DIRECTORS
PROPOSAL #03: COMPANY PROPOSAL #2 - AMEND THE JOHN ISSUER YES FOR FOR
DEERE OMNIBUS EQUITY AND INCENTIVE PLAN
PROPOSAL #04: COMPANY PROPOSAL #3 - RE-APPROVE THE ISSUER YES FOR FOR
JOHN DEERE SHORT-TERM INCENTIVE BONUS PLAN
PROPOSAL #05: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL 2010
PROPOSAL #06: STOCKHOLDER PROPOSAL #1 - CEO PAY SHAREHOLDER YES AGAINST FOR
DISPARITY
PROPOSAL #07: STOCKHOLDER PROPOSAL #2 - ADVISORY VOTE SHAREHOLDER YES AGAINST FOR
ON EXECUTIVE COMPENSATION
PROPOSAL #08: STOCKHOLDER PROPOSAL #3 - SEPARATION OF SHAREHOLDER YES AGAINST FOR
CEO AND CHAIRMAN RESPONSIBILITIES
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: DELTA AIR LINES, INC.
TICKER: DAL CUSIP: 247361702
MEETING DATE: 6/30/2010 60; 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: EDWARD H. BASTIAN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: ROY J. BOSTOCK ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN S. BRINZO ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: DANIEL A. CARP ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JOHN M. ENGLER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: MICKEY P. FORET ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: DAVID R. GOODE ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: PAULA ROSPUT ISSUER YES FOR FOR
REYNOLDS
PROPOSAL #1J: ELECTION OF DIRECTOR: KENNETH C. ROGERS ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: RODNEY E. SLATER ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: DOUGLAS M. ISSUER YES FOR ; FOR
STEENLAND
PROPOSAL #1M: 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, 2010.
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING IN THE ELECTION OF DIRECTORS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EBAY INC.
TICKER: EBAY CUSIP: 278642103
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DAVID M. MOFFETT ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: RICHARD T. ISSUER YES FOR ; FOR
SCHLOSBERG, III
PROPOSAL #1C: ELECTION OF DIRECTOR: THOMAS J. TIERNEY ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE THE AMENDMENT AND ISSUER YES FOR 60; FOR
RESTATEMENT OF OUR EBAY INCENTIVE PLAN, INCLUDING TO
SATISFY THE REQUIREMENTS OF SECTION 162(M) OF THE
INTERNAL REVENUE CODE.
PROPOSAL #03: TO APPROVE THE AMENDMENT AND ISSUER YES FOR 60; FOR
RESTATEMENT OF OUR 2008 EQUITY INCENTIVE AWARD PLAN,
INCLUDING AN AMENDMENT TO INCREASE THE AGGREGATE
NUMBER OF SHARES AUTHORIZED FOR ISSUANCE UNDER THE
PLAN BY 20 MILLION SHARES.
PROPOSAL #04: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 0; FOR
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
AUDITORS FOR OUR FISCAL YEAR ENDING DECEMBER 31, 2010.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ELAN CORPORATION, PLC
TICKER: ELN CUSIP: 284131208
MEETING DATE: 7/16/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1: TO RECEIVE AND CONSIDER THE FINANCIAL ISSUER YES FOR FOR
STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2008
TOGETHER WITH THE REPORTS OF THE DIRECTORS AND
AUDITORS THEREON.
PROPOSAL #O2: TO RE-ELECT MR. SHANE COOKE WHO RETIRES ISSUER YES FOR FOR
FROM THE BOARD BY ROTATION IN ACCORDANCE WITH THE
ARTICLES OF ASSOCIATION.
PROPOSAL #O3: TO RE-ELECT DR. LARS EKMAN WHO RETIRES ISSUER YES FOR FOR
FROM THE BOARD BY ROTATION IN ACCORDANCE WITH THE
ARTICLES OF ASSOCIATION.
PROPOSAL #O4: TO RE-ELECT MR. GARY KENNEDY WHO ISSUER YES FOR FOR
RETIRES FROM THE BOARD BY ROTATION IN ACCORDANCE WITH
THE ARTICLES OF ASSOCIATION.
PROPOSAL #O5: TO ELECT MR. PATRICK KENNEDY WHO ISSUER YES FOR FOR
RETIRES FROM THE BOARD IN ACCORDANCE WITH THE
ARTICLES OF ASSOCIATION.
PROPOSAL #O6: TO RE-ELECT MR. KIERAN MCGOWAN WHO ISSUER YES FOR FOR
RETIRES FROM THE BOARD BY ROTATION IN ACCORDANCE WITH
THE ARTICLES OF ASSOCIATION.
PROPOSAL #O7: TO RE-ELECT MR. G. KELLY MARTIN WHO ISSUER YES FOR FOR
RETIRES FROM THE BOARD BY ROTATION IN ACCORDANCE WITH
THE ARTICLES OF ASSOCIATION.
PROPOSAL #O8: TO RE-ELECT MR. KYRAN MCLAUGHLIN WHO ISSUER YES FOR FOR
RETIRES FROM THE BOARD IN ACCORDANCE WITH THE
COMBINED CODE.
PROPOSAL #O9: TO ELECT MR. DONAL O'CONNOR WHO RETIRES ISSUER YES FOR FOR
FROM THE BOARD IN ACCORDANCE WITH THE ARTICLES OF
ASSOCIATION.
PROPOSAL #O10: TO ELECT MR. VAUGHN BRYSON TO THE ISSUER YES FOR FOR
BOARD WITH EFFECT FROM THE END OF THE MEETING.
PROPOSAL #O11: TO ELECT MR. RICHARD PILNIK TO THE ISSUER YES FOR FOR
BOARD WITH EFFECT FROM THE END OF THE MEETING.
PROPOSAL #O12: TO ELECT MR. JACK SCHULER TO THE BOARD ISSUER YES FOR FOR
WITH EFFECT FROM THE END OF THE MEETING.
PROPOSAL #O13: TO AUTHORISE THE DIRECTORS TO FIX THE ISSUER YES FOR FOR
REMUNERATION OF THE AUDITORS.
PROPOSAL #O14: TO AUTHORISE ELECTRONIC COMMUNICATIONS ISSUER YES FOR FOR
WITH SHAREHOLDERS.
PROPOSAL #O15: TO AUTHORISE THE DIRECTORS TO ISSUE ISSUER YES FOR FOR
SECURITIES.
PROPOSAL #S16: TO AUTHORISE THE DISAPPLICATION OF ISSUER YES FOR FOR
PRE-EMPTION RIGHTS ON THE ALLOTMENT OF UP TO 40
MILLION SHARES.
PROPOSAL #S17: TO AUTHORISE THE COMPANY TO MAKE ISSUER YES FOR FOR
MARKET PURCHASES OF ITS OWN SHARES.
PROPOSAL #S18: TO SET THE RE-ISSUE PRICE RANGE FOR ISSUER YES FOR FOR
TREASURY SHARES.
PROPOSAL #S19: TO APPROVE AMENDMENTS TO THE ARTICLES ISSUER YES FOR FOR
OF ASSOCIATION.
PROPOSAL #S20: TO AUTHORISE 14 DAY NOTICE PERIOD FOR ISSUER YES FOR FOR
EXTRAORDINARY GENERAL MEETINGS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ELAN CORPORATION, PLC
TICKER: ELN CUSIP: 284131208
MEETING DATE: 5/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1: TO RECEIVE AND CONSIDER THE FINANCIAL ISSUER YES FOR FOR
STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2009
TOGETHER WITH THE REPORTS OF THE DIRECTORS AND
AUDITORS THEREON.
PROPOSAL #O2: TO RE-ELECT MR. KIERAN MCGOWAN WHO ISSUER YES FOR FOR
RETIRES FROM THE BOARD IN ACCORDANCE WITH THE
REQUIREMENTS OF THE COMBINED CODE.
PROPOSAL #O3: TO RE-ELECT MR. KYRAN MCLAUGHLIN WHO ISSUER YES FOR FOR
RETIRES FROM THE BOARD IN ACCORDANCE WITH THE
REQUIREMENTS OF THE COMBINED CODE.
PROPOSAL #O4: TO RE-ELECT DR. DENNIS SELKOE WHO ISSUER YES FOR FOR
RETIRES FROM THE BOARD IN ACCORDANCE WITH THE
ARTICLES OF ASSOCIATION.
PROPOSAL #O5: TO AUTHORISE THE DIRECTORS TO FIX THE ISSUER YES FOR FOR
REMUNERATION OF THE AUDITORS.
PROPOSAL #O6: TO AUTHORISE THE DIRECTORS TO ISSUE ISSUER YES FOR FOR
SECURITIES.
PROPOSAL #O7: TO INCREASE THE ISSUED SHARE CAPITAL OF ISSUER YES FOR FOR
THE COMPANY.
PROPOSAL #S8: TO AMEND THE MEMORANDUM AND ARTICLES OF ISSUER YES FOR FOR
ASSOCIATION.
PROPOSAL #S9: TO AUTHORISE THE DIRECTORS TO ALLOT ISSUER YES AGAINST AGAINST
SECURITIES FOR CASH.
PROPOSAL #S10: TO AUTHORISE THE COMPANY TO MAKE ISSUER YES FOR FOR
MARKET PURCHASES OF ITS OWN SHARES.
PROPOSAL #S11: TO SET THE RE-ISSUE PRICE RANGE FOR ISSUER YES FOR FOR
TREASURY SHARES.
PROPOSAL #S12: TO AUTHORISE 14 DAY NOTICE PERIOD FOR ISSUER YES FOR FOR
EXTRAORDINARY GENERAL MEETINGS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: ENTERGY CORPORATION
TICKER: ETR CUSIP: 29364G103
MEETING DATE: 5/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: M.S. BATEMAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: W.F. BLOUNT ISSUER YES FOR ; FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: G.W. EDWARDS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: A.M. HERMAN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: D.C. HINTZ ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: J.W. LEONARD ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: S.L. LEVENICK ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: S.C. MYERS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: J.R. NICHOLS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: W.A. PERCY, II ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: W.J. TAUZIN ISSUER YES FOR ; FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: S.V. WILKINSON ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF SELECTION OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR 2010.
PROPOSAL #03: APPROVAL OF THE AMENDED AND RESTATED ISSUER YES FOR FOR
ENTERGY CORPORATION EXECUTIVE ANNUAL INCENTIVE PLAN.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EVEREST RE GROUP, LTD.
TICKER: RE CUSIP: G3223R108
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: KENNETH J. DUFFY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JOSEPH V. TARANTO ISSUER YES FOR & #160; FOR
PROPOSAL #2: TO APPOINT PRICEWATERHOUSECOOPERS LLP AS ISSUER YES FOR FOR
THE COMPANY'S REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE YEAR ENDING DECEMBER 31, 2010 AND AUTHORIZE THE
BOARD OF DIRECTORS ACTING BY THE AUDIT COMMITTEE OF
THE BOARD TO SET THE FEES FOR THE REGISTERED PUBLIC
ACCOUNTING FIRM.
PROPOSAL #3: TO APPROVE THE EVEREST RE GROUP, LTD. ISSUER YES FOR FOR
2010 STOCK INCENTIVE PLAN.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: EXXON MOBIL CORPORATION
TICKER: XOM CUSIP: 30231G102
MEETING DATE: 5/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: M.J. BOSKIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P. BRABECK-LETMATHE ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: L.R. FAULKNER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.S. FISHMAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: K.C. FRAZIER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.W. GEORGE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M.C. NELSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.J. PALMISANO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: S.S REINEMUND ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: R.W. TILLERSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.E. WHITACRE, JR. ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT AUDITORS ISSUER YES FOR FOR
(PAGE 52)
PROPOSAL #03: SPECIAL SHAREHOLDER MEETINGS (PAGE 54) SHAREHOLDER YES AGAINST FOR
PROPOSAL #04: INCORPORATE IN NORTH DAKOTA (PAGE 55) SHAREHOLDER YES AGAINST FOR
PROPOSAL #05: SHAREHOLDER ADVISORY VOTE ON EXECUTIVE SHAREHOLDER YES AGAINST FOR
COMPENSATION (PAGE 56)
PROPOSAL #06: AMENDMENT OF EEO POLICY (PAGE 57) SHAREHOLDER YES FOR AGAINST
PROPOSAL #07: POLICY ON WATER (PAGE 59) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #08: WETLANDS RESTORATION POLICY (PAGE 60) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #09: REPORT ON CANADIAN OIL SANDS (PAGE 62) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #10: REPORT ON NATURAL GAS PRODUCTION (PAGE SHAREHOLDER YES ABSTAIN AGAINST
64)
PROPOSAL #11: REPORT ON ENERGY TECHNOLOGY (PAGE 65) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #12: GREENHOUSE GAS EMISSIONS GOALS (PAGE 67) SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #13: PLANNING ASSUMPTIONS (PAGE 69) SHAREHOLDER YES ABSTAIN AGAINST
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: FEDEX CORPORATION
TICKER: FDX CUSIP: 31428X106
MEETING DATE: 9/28/2009 60; 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: JOHN A. EDWARDSON ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JUDITH L. ESTRIN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: J.R. HYDE, III ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: SHIRLEY A. JACKSON ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: STEVEN R. LORANGER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: GARY W. LOVEMAN ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: SUSAN C. SCHWAB 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: DAVID P. STEINER ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: PAUL S. WALSH ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
INDEPENDENT BOARD CHAIRMAN.
PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER YES AGAINST FOR
SHAREOWNER MEETINGS.
PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SHAREHOLDER VOTE ON EXECUTIVE PAY.
PROPOSAL #06: STOCKHOLDER PROPOSAL REGARDING HEALTH SHAREHOLDER YES ABSTAIN AGAINST
CARE REFORM PRINCIPLES.
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ISSUER: FIDELITY NATIONAL FINANCIAL, INC
TICKER: FNF CUSIP: 31620R105
MEETING DATE: 5/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DANIEL D. (RON) LANE ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: GENERAL WILLIAM LYON ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: RICHARD N. MASSEY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: CARY H. THOMPSON ISSUER YES FOR &# 160; FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF KPMG LLP ISSUER YES FOR FOR
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE 2010 FISCAL YEAR.
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ISSUER: FIRST SOLAR, INC.
TICKER: FSLR CUSIP: 336433107
MEETING DATE: 6/1/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: MICHAEL J. AHEARN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: ROBERT J. GILLETTE 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: WILLIAM J. POST ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: J. THOMAS PRESBY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: PAUL H. STEBBINS ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MICHAEL SWEENEY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JOSE H. VILLARREAL ISSUER YES FOR FOR
PROPOSAL #2: APPROVAL OF THE ADOPTION OF THE FIRST ISSUER YES FOR FOR
SOLAR,INC. 2010 OMNIBUS INCENTIVE COMPENSATION PLAN.
PROPOSAL #3: APPROVAL OF THE ADOPTION OF THE FIRST ISSUER YES FOR FOR
SOLAR, INC. ASSOCIATE STOCK PURCHASE PLAN.
PROPOSAL #4: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 25, 2010.
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ISSUER: FLEXTRONICS INTERNATIONAL LTD.
TICKER: FLEX CUSIP: Y2573F102
MEETING DATE: 7/13/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO AMEND CERTAIN OF THE COMPANY'S ISSUER YES FOR FOR
EXISTING EQUITY INCENTIVE PLANS TO ALLOW FOR A ONE-
TIME STOCK OPTION EXCHANGE PROGRAM FOR EMPLOYEES OF
THE COMPANY AND ITS SUBSIDIARIES, OTHER THAN THE
MEMBERS OF THE COMPANY'S BOARD OF DIRECTORS, ITS
EXECUTIVE OFFICERS, AND CERTAIN OTHER DESIGNATED
EMPLOYEES OF THE COMPANY AND ITS SUBSIDIARIES.
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ISSUER: FLEXTRONICS INTERNATIONAL LTD.
TICKER: FLEX CUSIP: Y2573F102
MEETING DATE: 9/22/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: RE-ELECTION OF DIRECTOR: JAMES A. ISSUER YES AGAINST AGAINST
DAVIDSON
PROPOSAL #1B: RE-ELECTION OF DIRECTOR: LIP BU TAN ISSUER YES FOR FOR
PROPOSAL #2A: RE-ELECTION OF DIRECTOR: ROBERT L. ISSUER YES FOR FOR
EDWARDS
PROPOSAL #2B: RE-ELECTION OF DIRECTOR: DANIEL H. ISSUER YES AGAINST AGAINST
SCHULMAN
PROPOSAL #2C: RE-ELECTION OF DIRECTOR: WILLIAM D. ISSUER YES FOR FOR
WATKINS
PROPOSAL #03: TO APPROVE THE REAPPOINTMENT OF ISSUER YES FOR & #160; FOR
DELOITTE & TOUCHE LLP AS FLEXTRONICS'S INDEPENDENT
AUDITORS FOR THE 2010 FISCAL YEAR AND TO AUTHORIZE
THE BOARD OF DIRECTORS TO FIX ITS REMUNERATION.
PROPOSAL #04: TO APPROVE THE GENERAL AUTHORIZATION ISSUER YES FOR FOR
FOR THE DIRECTORS OF FLEXTRONICS TO ALLOT AND ISSUE
ORDINARY SHARES.
PROPOSAL #05: 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 #06: TO APPROVE CHANGES IN THE CASH ISSUER YES FOR &# 160; FOR
COMPENSATION PAYABLE TO FLEXTRONICS'S NON-EMPLOYEE
DIRECTORS AND ADDITIONAL CASH COMPENSATION FOR THE
CHAIRMAN OF THE BOARD OF DIRECTORS.
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ISSUER: FORD MOTOR COMPANY
TICKER: F CUSIP: 345370860
MEETING DATE: 5/13/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: STEPHEN G. BUTLER ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: KIMBERLY A. CASIANO ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: ANTHONY F. EARLEY, JR. ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: EDSEL B. FORD II ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WILLIAM CLAY FORD, JR. ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: RICHARD A. GEPHARDT ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: IRVINE O. HOCKADAY, JR. ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: RICHARD A. MANOOGIAN ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: ELLEN R. MARRAM ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ALAN MULALLY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HOMER A. NEAL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GERALD L. SHAHEEN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JOHN L. THORNTON ISSUER YES FOR &# 160; FOR
PROPOSAL #02: RATIFICATION OF SELECTION OF ISSUER YES FOR 60; FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: APPROVAL OF TAX BENEFIT PRESERVATION ISSUER YES FOR FOR
PLAN.
PROPOSAL #04: RELATING TO DISCLOSING ANY PRIOR SHAREHOLDER YES AGAINST FOR
GOVERNMENT AFFILIATION OF DIRECTORS, OFFICERS, AND
CONSULTANTS.
PROPOSAL #05: RELATING TO CONSIDERATION OF A SHAREHOLDER YES FOR AGAINST
RECAPITALIZATION PLAN TO PROVIDE THAT ALL OF
COMPANY'S OUTSTANDING STOCK HAVE ONE VOTE PER SHARE.
PROPOSAL #06: RELATING TO THE COMPANY ISSUING A SHAREHOLDER YES ABSTAIN AGAINST
REPORT DISCLOSING POLICIES AND PROCEDURES RELATED TO
POLITICAL CONTRIBUTIONS.
PROPOSAL #07: RELATING TO PROVIDING SHAREHOLDERS THE SHAREHOLDER YES AGAINST FOR
OPPORTUNITY TO CAST AN ADVISORY VOTE TO RATIFY THE
COMPENSATION OF THE NAMED EXECUTIVES.
PROPOSAL #08: RELATING TO THE COMPANY NOT FUNDING ANY SHAREHOLDER YES ABSTAIN AGAINST
ENERGY SAVINGS PROJECTS THAT ARE SOLELY CONCERNED
WITH CO2 REDUCTION.
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ISSUER: FOSTER WHEELER AG
TICKER: FWLT CUSIP: H27178104
MEETING DATE: 11/4/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: CLAYTON C. DALEY, ISSUER YES FOR FOR
JR.
PROPOSAL #02: IN THE EVENT COUNTERPROPOSALS, ISSUER YES AGAINST AGAINST
ALTERATIONS OR AMENDMENTS OF THE AGENDA ITEMS OR
OTHER MATTERS ARE RAISED AT THE EXTRAORDINARY GENERAL
MEETING, I INSTRUCT THE APPOINTED PROXIES TO VOTE AS
FOLLOWS.
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ISSUER: FREEPORT-MCMORAN COPPER & GOLD INC.
TICKER: FCX CUSIP: 35671D857
MEETING DATE: 6/9/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RICHARD C. ADKERSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT J. ALLISON, JR. ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: ROBERT A. DAY ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: GERALD J. FORD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H. DEVON GRAHAM, JR. ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: CHARLES C. KRULAK ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: BOBBY LEE LACKEY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JON C. MADONNA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DUSTAN E. MCCOY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JAMES R. MOFFETT ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: B. M. RANKIN, JR. ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: STEPHEN H. SIEGELE ISSUER YES FOR FOR
PROPOSAL #2: RATIFICATION OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
& YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
PROPOSAL #3: ADOPTION OF THE AMENDED AND RESTATED ISSUER YES FOR FOR
2006 STOCK INCENTIVE PLAN.
PROPOSAL #4: STOCKHOLDER PROPOSAL REGARDING THE SHAREHOLDER YES AGAINST FOR
SELECTION OF A CANDIDATE WITH ENVIRONMENTAL EXPERTISE
TO BE RECOMMENDED FOR ELECTION TO THE COMPANY'S
BOARD OF DIRECTORS.
PROPOSAL #5: STOCKHOLDER PROPOSAL REGARDING THE SHAREHOLDER YES AGAINST FOR
ADOPTION OF A POLICY REQUIRING SENIOR EXECUTIVES TO
RETAIN SHARES ACQUIRED THROUGH EQUITY COMPENSATION
PROGRAMS UNTIL TWO YEARS FOLLOWING TERMINATION OF
THEIR EMPLOYMENT.
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ISSUER: GAZPROM O A O
TICKER: N/A CUSIP: 368287207
MEETING DATE: 6/25/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #10.71: Approval, 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, of the
agreements between OAO Gazprom and ZAO Gazprom Invest
Yug, pursuant to which ZAO Gazprom Invest Yug
undertakes, within the period between July 1, 2010
and December 31, 2011, acting on OAO Gazprom's
instructions, to provide services related to
implementation of OAO Gazprom's investment projects
involving construction and commissioning of
facilities and OAO Gazprom undertakes to pay for such
services the maximum amount of 9 billion Rubles
PROPOSAL #10.72: Approval, 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, of the
agreements between OAO Gazprom and OOO Gazpromtrans,
pursuant to which OOO Gazpromtrans undertakes, within
the period between July 1, 2010 and December 31,
2011, acting on OAO Gazprom's instructions, to
provide services related to implementation of OAO
Gazprom's investment projects involving construction
and commissioning of facilities and OAO Gazprom
undertakes to pay for such services the maximum
amount of 600 million Rubles
PROPOSAL #10.73: Approval, 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, of the
agreements between OAO Gazprom and ZAO Gaztelecom,
pursuant to which ZAO Gaztelecom undertakes, within
the period between July 1, 2010 and December 31,
2011, acting on OAO Gazprom's instructions, to
provide services related to implementation of OAO
Gazprom's investment projects involving construction
and commissioning of facilities and OAO Gazprom
undertakes to pay for such services the maximum
amount of 80 million Rubles
PROPOSAL #10.74: Approval, 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, of the
agreements between OAO Gazprom and OOO Gazprom
Tsentrremont, pursuant to which OOO Gazprom
Tsentrremont undertakes, within the period between
July 1, 2010 and December 31, 2011, acting on OAO
Gazprom's instructions, to provide services related
to implementation of OAO Gazprom's investment
projects involving construction and commissioning of
facilities, and OAO Gazprom undertakes to pay for
such services the maximum amount of 1.6 billion Rubles
PROPOSAL #10.75: Approval, 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, of the
agreements 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 and 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 losses incurred
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 subsidiary companies to which the
insured property has been leased [beneficiaries] up
to the aggregate insurance amount not exceeding 10
trillion Rubles in respect of all insured events, and
OAO Gazprom undertakes to pay OAO SOGAZ an insurance
premium in an aggregate maximum amount of 5 billion
Rubles, with each agreement having an effective term
PROPOSAL #10.76: Approval, 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, of the
agreements between OAO Gazprom and OAO SOGAZ pursuant
to which OAO SOGAZ undertakes, in the event that
harm is caused to life, health or property of other
persons or the natural environment as a result of an
emergency or incident occurring, among other things,
as a result of a terrorist act at a hazardous
industrial facility operated by OAO Gazprom [insured
events], to make an insurance payment to physical
persons whose life, health or property has been
harmed, to legal entities whose property has been
harmed or to the state, acting through those
authorized agencies of executive power whose
competence includes environmental protection
management, in the event that harm is caused to the
natural environment [beneficiaries] up to an
aggregate insurance amount not exceeding 30 million
Rubles, and OAO Gazprom undertakes to pay an
insurance premium in an aggregate maximum amount of
PROPOSAL #10.77: Approval, 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, of the
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] 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 not exceeding 150
billion Rubles, and OAO Gazprom undertakes to pay OAO
SOGAZ an insurance premium in an aggregate maximum
amount of 40 million Rubles, each agreement having an
effective term of 1 year
PROPOSAL #10.78: Approval, 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, of the
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
employees of OAO Gazprom's branch responsible for the
administration of OAO Gazprom premises [insured
persons] as a result of an accident occurring during
the performance by an insured person of his official
duties, including the time of travel from the place
of residence of such person to the place of the
performance of his official duties, and back, within
2.5 hours before the beginning and after the end of
the working day [insured events], to make an
insurance payment to the insured person or the person
designated by him as his beneficiary or to a heir of
the insured person [beneficiaries], up to the
aggregate insurance amount not exceeding 279.66
million Rubles, and OAO Gazprom undertakes to pay OAO
SOGAZ an insurance premium in an aggregate maximum
amount of 589,000 Rubles, each agreement having an
PROPOSAL #10.79: Approval, 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, of the
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
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 not exceeding 90 billion Rubles and
OAO Gazprom undertakes to pay OAO SOGAZ an insurance
premium in an aggregate maximum amount of 200 million
Rubles, each agreement having an effective term of 1
PROPOSAL #10.80: Approval, 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, of the
agreements between OAO Gazprom and OAO SOGAZ pursuant
to which OAO SOGAZ undertakes, whenever employees of
OAO Gazprom's branch responsible for the
administration of OAO Gazprom premises, members of
their families or nonworking retired former employees
of OAO Gazprom's branch responsible for the
administration of OAO Gazprom premises [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 not exceeding
154.3 million Rubles and OAO Gazprom undertakes to
pay OAO SOGAZ an insurance premium in an aggregate
maximum amount of 151.2 million Rubles, each
agreement having an effective term of 1 year
PROPOSAL #10.81: Approval, 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, of the
agreements between OAO Gazprom and OAO SOGAZ pursuant
to which OAO SOGAZ undertakes, whenever employees of
OAO Gazprom's branch OAO Gazprom Avtopredpriyatie,
members of their families or non-working retired
former employees of OAO Gazprom's branch OAO Gazprom
Avtopredpriyatie 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 not exceeding
62.8 million Rubles and OAO Gazprom undertakes to pay
OAO SOGAZ an insurance premium in an aggregate
maximum amount of 59.03 million Rubles, each
agreement having an effective term of 1 year
PROPOSAL #10.82: Approval, 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, of the
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, or such vehicle 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
not exceeding 1,183.6 million Rubles and OAO Gazprom
undertakes to pay OAO SOGAZ an insurance premium in
an aggregate maximum amount of 22.49 million Rubles,
each agreement having an effective term of 1 year
PROPOSAL #10.83: Approval, 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, of the
agreement between OAO Gazprom and OAO SOGAZ pursuant
to which OAO SOGAZ undertakes, in the event of:
assertion of claims 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 persons or
legal entities for whose benefit the agreement will
be entered into and who could suffer harm, 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 parties
[beneficiaries]] for compensation of losses resulting
from unintentional erroneous acts [omissions] of
insured persons in the conduct by them of their
management activities; the insured persons incurring
judicial or other costs in settling such claims;
assertion of claims against OAO Gazprom by third
persons [beneficiaries] for compensation of losses
resulting from unintentional erroneous acts
[omissions] of insured persons in the conduct by them
of their management activities on the basis of
claims asserted with respect to OAO Gazprom's
securities, as well as claims originally asserted
against insured persons; OAO Gazprom incurring
judicial or other costs in settling such claims
[insured events], to make an insurance payment to
third parties [beneficiaries] whose interests were
prejudiced, as well as insured persons and/or OAO
Gazprom in the event of incurrence of judicial or
other costs involved in settling claims for
compensation of losses, up to the aggregate insurance
amount not exceeding the Ruble equivalent of 100
million U.S. Dollars, and OAO Gazprom undertakes to
pay OAO SOGAZ an insurance premium in an aggregate
maximum amount equal to the Ruble equivalent of 2
million U.S. Dollars, such agreement having an
PROPOSAL #10.84: Approval, 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, of the
agreements between OAO Gazprom and OAO Vostokgazprom,
ZAO Gaztelecom, OAO Gazprom Promgaz, OAO
Gazpromregiongaz, OOO Gazprom Export, OOO
Gazpromtrans, ZAO Gazprom Invest Yug, OAO Gazprom
Space Systems, OOO Gazprom Komplektatsiya, ZAO
Gazprom Neft Orenburg, OAO Gazprom Neft , OAO
Druzhba, OAO Lazurnaya, OOO Mezhregiongaz, OAO
Salavatnefteorgsintez, OAO SOGAZ, DOAO
Tsentrenergogaz of OAO Gazprom, OAO Tsentrgaz,
Gazprombank [Open Joint Stock Company] and ZAO
Yamalgazinvest [the Contractors] pursuant to which
the Contractors undertake to provide, from August 30,
2010 to December 31, 2010, in accordance with
instructions from OAO Gazprom, services of arranging
for and carrying out stocktaking of fixed assets of
OAO Gazprom that are to be leased to the Contractors,
and OAO Gazprom undertakes to pay for such services
an aggregate maximum amount of 3 million Rubles
PROPOSAL #10.85: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes, within the period between July 1, 2010
and November 30, 2011, to perform, acting on OAO
Gazprom's instructions, research work for OAO Gazprom
covering the following subjects: Development of
regulatory and methodological documentation ensuring
reliability and development of gas distribution
systems; Development of recommendations concerning
the selection of gas supply options in respect of
remote and newly commissioned gas consuming
facilities; Predictive estimate of efficient areas
and volumes of the use of natural gas and other types
of fuel and energy resources in regions of Eastern
Siberia and the Far East through the year of 2030
under different economic development scenarios; Flow
diagram of development of Severokolpakovskoye gas
condensate field with identification of a pilot
production period; Development of OAO Gazprom's
technical policy covering the energy parameters of
the unified gas supply system through the year of
2020 and deliver the research results to OAO Gazprom,
and OAO Gazprom undertakes to accept of the research
results and pay for such work an aggregate maximum
PROPOSAL #10.86: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes within the period between July 1, 2010 and
November 30, 2011 to perform, acting on OAO
Gazprom's instructions, research work for OAO Gazprom
covering the following subjects: Preparation of
regulatory and methodological documents on ensuring
control of development of natural gas fields at OAO
Gazprom; Technical and economic considerations
concerning the utilization residual gas at Astrakhan
Gas Processing Facility; Development of permanent
geological and technological [geological and
filtration] models of Kshuk and Lower Kvakchik gas
condensate fields; Development of a methodology for
cost-effective management of low pressure trunk
transportation of gas in a gas transportation system
with compressor plants equipped with full-pressure
gas pumping units [based on the example of GTS OOO
Gazprom Transgaz Yugorsk]; Development of regulatory
and technical documentation for arrangement for and
conduct of repairs of OAO Gazprom's facilities,
delivering the research results to OAO Gazprom and
OAO Gazprom undertakes to accept the research results
and pay for such work an aggregate maximum amount of
PROPOSAL #10.87: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes within the period between July 1, 2010 and
November 30, 2011 to perform, acting on OAO
Gazprom's instructions, research work for OAO Gazprom
covering the following subjects: Development of
regulatory documentation for the information support
of prospecting and development of gas condensate and
oil and gas condensate fields in the area of the
study of gas condensate parameters of wells and
deposits, planning and monitoring of the mining
process; Information and analytical support of the
management of gas distribution to consumers in
Russian Federation regions, including monitoring of
the load of gas pipeline branches and analysis of the
compliance with the terms of permits for the use of
gas; Development of a set of regulatory documents
relating to standardization of the dispatch control
of gas supply systems; Development of regulatory and
methodological basis facilitating the preparation of
development and exploitation of methane-coal
deposits, delivering the research results to OAO
Gazprom and OAO Gazprom undertakes to accept the
research results and pay for such work an aggregate
maximum amount of 321.7 million Rubles
PROPOSAL #10.88: 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, Agreements
between OAO Gazprom and OAO Gazprom Promgaz, pursuant
to which OAO Gazprom Promgaz undertakes within the
period between July 1, 2010 and December 31, 2012 to
perform, acting on OAO Gazprom's instructions,
research work for OAO Gazprom covering the following
subject: A program of commissioning gas pipeline
branches through the year of 2030, delivering the
research results to OAO Gazprom and OAO Gazprom
undertakes to accept the research results and pay for
such work an aggregate maximum amount of 100 million
Rubles
PROPOSAL #10.89: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes within the period between July 1, 2010 and
December 31, 2011 to perform, acting on OAO
Gazprom's instructions, research work for OAO Gazprom
covering the following subject: Development of a
system of costing design and exploration operations
at OAO Gazprom's facilities on the basis of labor
costs, delivering the research results to OAO Gazprom
and OAO Gazprom undertakes to accept the research
results and pay for such work an aggregate maximum
amount of 58 million Rubles
PROPOSAL #10.90: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes within the period between July 1, 2010 and
December 31, 2010 to perform, acting on OAO
Gazprom's instructions, research work for OAO Gazprom
covering the following subject: Development of
corporate unit rates for construction and assembly,
drilling, start-up and commissioning work by clusters
of concentrated construction in prices current as of
01 JAN 2010 [by types of directories of state and
industry cost estimation standards used in the design
of production facilities], delivering the research
results to OAO Gazprom and OAO Gazprom undertakes to
accept the research results and pay for such work an
aggregate maximum amount of 35 million Rubles
PROPOSAL #10.91: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes within the period between July 1, 2010 and
December 31, 2011 to perform, acting on OAO
Gazprom's instructions, research work for OAO Gazprom
covering the following subject: Improvement of the
technology of natural gas conversion on a
bifunctional catalytic agent with the production of
synthetic liquid fuel and development of proposals
for the introduction of the developed technological
solutions for pilot production purposes, delivering
the research results to OAO Gazprom and OAO Gazprom
undertakes to accept the research results and pay for
such work an aggregate maximum amount of 360 million
PROPOSAL #10.92: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes within the period between July 1, 2010 and
December 31, 2012 to perform, acting on OAO
Gazprom's instructions, research work for OAO Gazprom
covering the following subject: Development of plans
of activities for supply of natural gas and
gasification of regions of Eastern Siberia and the
Far East, delivering the research results to OAO
Gazprom and OAO Gazprom undertakes to accept the
research results and pay for such work an aggregate
maximum amount of 14.5 million Rubles
PROPOSAL #10.93: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform, within the period between July
1, 2010 and December 31, 2011, acting on OAO
Gazprom's instructions, research work for OAO Gazprom
covering the following subjects: 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 at OAO Gazprom's organizations for 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, delivering the research results to OAO
Gazprom and OAO Gazprom undertakes to accept the
research results and pay for such work an aggregate
PROPOSAL #10.94: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz pursuant to which OAO Gazprom Promgaz
undertakes to perform, within the period between July
1, 2010 and December 31, 2012, acting on OAO
Gazprom's instructions, 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 with the use of
rotational team labor system 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, development of the Caspian Sea shelf and
Central Asian oil and gas fields, delivering the
research results to OAO Gazprom and OAO Gazprom
undertakes to accept the research results and pay for
such work an aggregate maximum amount of 116 million
PROPOSAL #10.95: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes, within the period between July 1, 2010
and December 31, 2010, acting on OAO Gazprom's
instructions, to provide services related to express
assessment of estimated cost of OAO Gazprom's
commissioned facilities, determination of the
operational cost and expenses included in Chapters 1
and 9 of the consolidated estimates of the
construction cost of OAO Gazprom's facilities in
accordance with statutory, methodological and
regulatory documentation effective as of January 1,
2010, with the purpose of establishing effective
control over the use of the mentioned limits,
analysis of the labor costs involved in the design of
mining facilities, trunk gas pipelines and
compressor plants on the basis of actual data
provided by OAO Gazprom's design institutions,
support of the Comprehensive Plan of Activities for
Optimizing the Company's Costs Structure in terms of
cost estimation-related regulatory framework and
assessment of cost estimation-related regulatory
documents facilitating the introduction of new
construction technologies, and OAO Gazprom undertakes
to pay for such services an aggregate maximum amount
PROPOSAL #10.96: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz
undertakes, within the period between July 1, 2010
and July 1, 2012 to perform, acting on OAO Gazprom's
instructions, research work for OAO Gazprom covering
the following subject: Assessment of opportunities
for the sale of methane extracted at the primary
production sites of Kuznetsk Coal Basin, delivering
the research results to OAO Gazprom, and OAO Gazprom
undertakes to accept of the research results and pay
for such work an aggregate maximum amount of 35
million Rubles
PROPOSAL #10.97: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz and OAO Gazprom Space Systems [the
Contractors], pursuant to which the Contractors
undertake, within the period between July 1, 2010 and
December 31, 2010, acting on OAO Gazprom's
instructions, to provide services related to
implementation of programs of scientific and
technical cooperation of OAO Gazprom with foreign
partner companies and OAO Gazprom undertakes to pay
for such services an aggregate maximum amount of 2
PROPOSAL #10.98: Approval, 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, of the
agreements between OAO Gazprom and ZAO Gaztelecom,
pursuant to which ZAO Gaztelecom undertakes, within
the period between July 1, 2010 and December 31,
2011, to perform, acting on OAO Gazprom's
instructions, a set of work relating to technical
maintenance of OAO Gazprom's technological assets
constituting elements of communication lines and
equipment of the fiber optic communication system of
Yamal–Europe pipeline in the territories of the
Russian Federation and the Republic of Belarus,
delivering the results to OAO Gazprom, and OAO
Gazprom undertakes to accept of the results of the
operations and pay for such work an aggregate maximum
PROPOSAL #10.99: Approval, 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, of an
agreement between OAO Gazprom and OAO Gazprom
Promgaz, pursuant to which OAO Gazprom Promgaz will
deliver to OAO Gazprom complete exclusive rights to
utility model Corporate system for collecting space
data required for the design and operation of long-
distance technical structures, prospecting of oil and
gas fields and their development and operation owned
by it, and OAO Gazprom undertakes to pay OAO Gazprom
Promgaz a fee for the acquisition of exclusive
rights to the utility model in an aggregate maximum
amount of 20,000 Rubles
PROPOSAL #10100: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom
Promgaz, ZAO Gazprom Invest Yug and OAO Tomskgazprom
[the Licensees], pursuant to which OAO Gazprom will
grant the Licensees ordinary [non-exclusive] license
to use computer software package Software for
computation of cost estimates based on the resource
method under the current level of well construction
prices by recording it in the memory of the
Licensees' computers, and the Licensees will pay OAO
Gazprom a license fee in an aggregate maximum amount
of 975,000 Rubles
PROPOSAL #10101: Approval, 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, of the
agreements between OAO Gazprom and OOO Gazpromtrans,
ZAO Yamalgazinvest, OOO Mezhregiongaz, OAO
Gazpromregiongaz, OAO Salavatnefteorgsintez, OOO REP
and Gazpromipoteka Fund [the Licensees], pursuant to
which OAO Gazprom will grant the Licensees an
ordinary [non-exclusive] license to use OAO Gazprom's
trade marks, registered in the State Register of
Trade Marks and Service Marks of the Russian
Federation, as follows: on goods, labels or packaging
of goods which are produced, offered for sale, sold
or displayed at exhibitions or fairs or otherwise
introduced into civil transactions in the territory
of the Russian Federation, are stored or transported
for such purpose or brought into the territory of the
Russian Federation; in connection with performance
of work or provision of services, including the
development of oil and gas fields or construction of
oil or gas pipelines; on covering, business and other
documentation, including documentation related to
introduction of goods into civil transactions; in
offers for the sale of goods, performance of work or
provision of services, as well as in announcements,
advertisements, in connection with the conduct of
charitable or sponsored events, in printed
publications, on official letterheads, on signs,
including signs on administrative buildings,
industrial facilities, multi-functional refueling
complexes providing accompanying types of roadside
service, shops, car washing units, cafes, car
service/tire fitting businesses, recreational
services centers, on transportation vehicles, as well
as on clothes and individual protection gear; on the
Licensees' corporate seals; in the Internet; in the
Licensees' corporate names, and the Licensees will
pay OAO Gazprom license fees in the form of quarterly
payments for the right of use of each of OAO
Gazprom's trade mark with respect to each transaction
in the amount not exceeding 300 times the minimum
statutory wage established by the effective
legislation of the Russian Federation as of the date
of signing the delivery and acceptance acts, plus
value added tax at the rate required by the effective
legislation of the Russian Federation, in an
aggregate maximum amount of 38.232 million Rubles
PROPOSAL #10102: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom Neft
[the Licensee], pursuant to which OAO Gazprom will
grant the Licensee an exclusive license to use the
following OAO Gazprom's trade marks, registered in
blue, azure and white color/color combination in the
State Register of Trade Marks and Service Marks of
the Russian Federation, as follows: on goods, labels
or packaging of goods which are produced, offered for
sale, sold or displayed at exhibitions or fairs or
otherwise introduced into civil transactions in the
territory of the Russian Federation, are stored or
transported for such purpose or brought into the
territory of the Russian Federation; in connection
with performance of work or provision of services,
including the development of oil and gas fields or
construction of oil or gas pipelines; on covering,
business and other documentation, including
documentation related to introduction of goods into
civil transactions; in offers for the sale of goods,
performance of work or provision of services, as well
as in announcements, advertisements, in connection
with the conduct of charitable or sponsored events,
in printed publications, on official letterheads, on
signs, including signs on administrative buildings,
industrial facilities, multi-functional refueling
complexes providing accompanying types of roadside
service, shops, car washing units, cafes, car
service/tire fitting businesses, recreational
services centers, on transportation vehicles, as well
as on clothes and individual protection gear; on the
Licensee's corporate seals; in the Internet; in the
Licensee's corporate name, and the Licensee will pay
OAO Gazprom a license fee in the form of one-time
[lump-sum] payment in an aggregate maximum amount of
7.304 million Rubles
PROPOSAL #11.1: Election of Akimov Andrei Igorevich ISSUER YES AGAINST AGAINST
to the Board of Directors of OAO Gazprom
PROPOSAL #11.2: Election of Ananenkov Aleksandr ISSUER YES AGAINST AGAINST
Georgievich to the Board of Directors of OAO Gazprom
PROPOSAL #11.3: Election of Bergmann Burckhard to the ISSUER YES AGAINST AGAINST
Board of Directors of OAO Gazprom
PROPOSAL #11.4: Election of Gazizullin Farit ISSUER YES AGAINST AGAINST
Rafikovich to the Board of Directors of OAO Gazprom
PROPOSAL #11.5: Election of Gusakov Vladimir ISSUER YES AGAINST AGAINST
Anatolievich to the Board of Directors of OAO Gazprom
PROPOSAL #11.6: Election of Zubkov Viktor Alekseevich ISSUER YES AGAINST AGAINST
to the Board of Directors of OAO Gazprom
PROPOSAL #11.7: Election of Karpel Elena Evgenievna ISSUER YES AGAINST AGAINST
to the Board of Directors of OAO Gazprom
PROPOSAL #11.8: Election of Makarov Aleksei ISSUER YES AGAINST AGAINST
Aleksandrovich to the Board of Directors of OAO
PROPOSAL #11.9: Election of Miller Aleksei Borisovich ISSUER YES AGAINST AGAINST
to the Board of Directors of OAO Gazprom
PROPOSAL #11.10: Election of Musin Valery Abramovich ISSUER YES FOR FOR
to the Board of Directors of OAO Gazprom
PROPOSAL #11.11: Election of Nabiullina Elvira ISSUER YES AGAINST AGAINST
Sakhipzadovna to the Board of Directors of OAO Gazprom
PROPOSAL #11.12: Election of Nikolaev Viktor ISSUER YES AGAINST AGAINST
Vasilievich to the Board of Directors of OAO Gazprom
PROPOSAL #11.13: Election of Rusakova Vlada ISSUER YES AGAINST AGAINST
Vilorikovna to the Board of Directors of OAO Gazprom
PROPOSAL #11.14: Election of Sereda Mikhail ISSUER YES AGAINST AGAINST
Leonidovich to the Board of Directors of OAO Gazprom
PROPOSAL #11.15: Election of Fortov Vladimir ISSUER YES AGAINST AGAINST
Evgenievich to the Board of Directors of OAO Gazprom
PROPOSAL #11.16: Election of Shmatko Sergei Ivanovich ISSUER YES AGAINST AGAINST
to the Board of Directors of OAO Gazprom
PROPOSAL #11.17: Election of Yusufov Igor Khanukovich ISSUER YES AGAINST AGAINST
to the Board of Directors of OAO Gazprom
PROPOSAL #12.1: Election of Arkhipov Dmitry ISSUER YES FOR 60; FOR
Aleksandrovich as a Member of the Audit Commission of
OAO Gazprom
PROPOSAL #12.2: Election of Belobrov Andrei ISSUER YES AGAINST AGAINST
Viktorovich as a Member of the Audit Commission of
OAO Gazprom
PROPOSAL #12.3: Election of Bikulov Vadim Kasymovich ISSUER YES FOR FOR
as a Member of the Audit Commission of OAO Gazprom
PROPOSAL #12.4: Election of Kobzev Andrei Nikolaevich ISSUER YES FOR FOR
as a Member of the Audit Commission of OAO Gazprom
PROPOSAL #12.5: Election of Lobanova Nina ISSUER YES FOR ; FOR
Vladislavovna as a Member of the Audit Commission of
OAO Gazprom
PROPOSAL #12.6: Election of Logunov Dmitry ISSUER YES AGAINST AGAINST
Sergeyevich as a Member of the Audit Commission of
PROPOSAL #12.7: Election of Nosov Yury Stanislavovich ISSUER YES AGAINST AGAINST
as a Member of the Audit Commission of OAO Gazprom
PROPOSAL #12.8: Election of Pesotsky Konstantin ISSUER YES AGAINST AGAINST
Valerievich as a Member of the Audit Commission of
OAO Gazprom
PROPOSAL #12.9: Election of Salekhov Marat ISSUER YES AGAINST
Khasanovich as a Member of the Audit Commission of
PROPOSAL #12.10: Election of Tikhonova Maria ISSUER YES FOR &# 160; FOR
Gennadievna as a Member of the Audit Commission of
OAO Gazprom
PROPOSAL #12.11: Election of Yugov Aleksandr ISSUER YES AGAINST
Sergeyevich as a Member of the Audit Commission of
OAO Gazprom
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GAZPROM O A O
TICKER: N/A CUSIP: 368287207
MEETING DATE: 6/25/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approval of the annual report of OAO ISSUER YES FOR FOR
Gazprom for 2009
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 based on
the results of 2009
PROPOSAL #3.: Approval of the distribution of profit ISSUER YES FOR FOR
of the Company based on the results of 2009
PROPOSAL #4.: Approval of the amount of, time for and ISSUER YES FOR FOR
form of payment of annual dividends on the Company's
shares that have been proposed by the Board of
Directors of the Company based on the results of 2009
PROPOSAL #5.: Approval of the Closed Joint Stock ISSUER YES FOR FOR
Company PricewaterhouseCoopers Audit as the Company's
External Auditor
PROPOSAL #6.: Amendments to the Clauses 19.1, 21.3, ISSUER YES FOR FOR
31.1, 32.1 and 53.1 and Article 55 of the Charter of
OAO Gazprom
PROPOSAL #7.: Amendments to Article 23 and Clauses ISSUER YES FOR FOR
24.2 and 25.1 of the Regulation on the General
Shareholders' Meeting of OAO Gazprom
PROPOSAL #8.: Payment of remuneration to Members of ISSUER YES AGAINST AGAINST
the Board of Directors in the amounts recommended by
the Board of Directors of the Company
PROPOSAL #9.: Payment of remuneration to Members of ISSUER YES FOR FOR
the Audit Commission in the amounts recommended by
the Board of Directors of the Company
PROPOSAL #10.1: Approval, 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, of the
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, for a
term of up to and including 5 years, with interest
for using the loans to be paid at a rate not
exceeding 12% 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 #10.2: Approval, 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, of the
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, for a term of up to
and including 5 years, with interest for using the
loans to be paid at a rate not exceeding 12% 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 #10.3: Approval, 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, of the
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 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 12% 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 #10.4: Approval, 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, of the
agreements between OAO Gazprom and State Corporation
Bank for Development and Foreign Economic Affairs
[Vnesheconombank] regarding receipt by OAO Gazprom of
cash in a maximum amount 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 12% 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 #10.5: Approval, 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, of
transactions between OAO Gazprom and Gazprombank
[Open Joint Stock Company] entered into under the
loan facility agreement between OAO Gazprom and the
Bank, involving receipt by OAO Gazprom of cash in the
maximum amount 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
reference offered rate for 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, plus 2%
PROPOSAL #10.6: Approval, 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, of
transactions between OAO Gazprom and Sberbank of
Russia OAO entered into under the loan facility
agreement between OAO Gazprom and the Bank, involving
receipt by OAO Gazprom of cash in the maximum amount
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 reference offered
rate for 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, plus 4%
PROPOSAL #10.7: Approval, 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, of
transactions between OAO Gazprom and ZAO
Gazenergoprombank entered into under the loan
facility agreement between OAO Gazprom and the Bank,
involving receipt by OAO Gazprom of cash in the
maximum amount 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, plus
PROPOSAL #10.8: Approval, 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, of
transactions between OAO Gazprom and OAO Bank VTB,
entered into under the loan facility agreement
between OAO Gazprom and the bank, involving receipt
by OAO Gazprom of cash in the maximum amount 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 reference offered rate for
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, plus 4%
PROPOSAL #10.9: Approval, 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, of the
agreements between OAO Gazprom and Gazprombank [Open
Joint Stock Company] pursuant to which Gazprombank
[Open Joint Stock Company] will accept and credit,
upon the terms and conditions announced by the Bank,
cash transferred to accounts opened in OAO Gazprom's
name 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 in the account
of a non-reducible balance in a maximum amount not
exceeding 20 billion Rubles or its equivalent in a
foreign currency per transaction, with interest to be
paid by the bank at a rate not lower than 0.1% per
annum in the relevant currency
PROPOSAL #10.10: Approval, 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, of the
agreements between OAO Gazprom and Sberbank of Russia
OAO, ZAO Gazenergoprombank and OAO Bank VTB pursuant
to which the Banks will accept and credit, upon the
terms and conditions announced by the Banks, cash
transferred to accounts opened in OAO Gazprom's name
and conduct operations through the accounts in
accordance with OAO Gazprom's instructions
PROPOSAL #10.11: Approval, 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, of the
agreements between OAO Gazprom and Gazprombank [Open
Joint Stock Company], Sberbank of Russia OAO, ZAO
Gazenergoprombank and OAO Bank VTB, pursuant to which
the Banks will provide services to OAO Gazprom
making use of electronic payments system of the
respective Bank, including receipt from OAO Gazprom
of electronic payment documents for executing payment
operations through the accounts, provision of
electronic statements of accounts and conduct of
other electronic document processing, and OAO Gazprom
will pay for the services provided at the tariffs of
the respective Bank effective at the time of the
provision of the services
PROPOSAL #10.12: Approval, 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 No. 3446 between OAO
Gazprom and the Bank dated September 12, 2006, in
the maximum amount of 500 million U.S. Dollars or its
equivalent in Rubles, Euros or other currency for
each transaction
PROPOSAL #10.13: Approval, 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, of the
agreements between OAO Gazprom and Gazprombank [Open
Joint Stock Company] pursuant to which OAO Gazprom
will issue suretyships to secure performance by OAO
Gazprom's subsidiary companies of their 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 subsidiary companies challenging such tax
authorities' claims in court, in an aggregate maximum
amount equivalent to 500 million U.S. Dollars and
for a period not exceeding 14 months
PROPOSAL #10.14: Approval, 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, of the
agreements between OAO Gazprom and Sberbank of Russia
OAO pursuant to which OAO Gazprom will issue
suretyships to secure performance by OAO Gazprom's
subsidiary companies of their 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 amount equivalent to 500 million
U.S. Dollars and for a period not exceeding 14 months
PROPOSAL #10.15: Approval, 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, of the
agreements between OAO Gazprom and Gazprombank [Open
Joint Stock Company] pursuant to which OAO Gazprom
will issue suretyships to secure performance by OAO
Gazprom's subsidiary companies of their 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 the aggregate maximum amount of 1.8 billion Rubles
and for a period not exceeding 14 months
PROPOSAL #10.16: Approval, 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, of the
agreement between OAO Gazprom and Bank Societe
Generale pursuant to which OAO Gazprom undertakes to
Bank Societe Generale to secure performance by OOO
Gazprom Export of its obligations under a direct
contract in connection with the gas transportation
agreement between Nord Stream AG and OOO Gazprom
Export, concluded between OOO Gazprom Export and Bank
Societe Generale [hereinafter referred to as Direct
Contract in connection with the GTA] including the
obligations to pay a termination fee pursuant to the
terms and conditions of the Direct Contract in
connection with the GTA, in an aggregate maximum
amount of 12.094 billion Euros
PROPOSAL #10.17: Approval, 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, of the
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 the related service equipment that are
situated in the territory of the Republic of Belarus
for a period not exceeding 12 months and OAO
Beltransgaz will make payment for using such property
in the maximum amount of 6.4 billion Rubles
PROPOSAL #10.18: Approval, 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, of the
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,
Sernaya railway station and Tvyordaya Sera railway
station, the facilities of the railway station
situated in the town of Slavyansk-na-Kubani, the
facilities of the railway line between Obskaya and
Bovanenkovo stations, as well as the software and
hardware solutions System for Managing OAO Gazprom's
Property and Other Assets at OOO Gazpromtrans Level
[ERP] and Electronic Archive Module at OOO
Gazpromtrans Level for a period not exceeding 12
months and OOO Gazpromtrans will make payment for
using such property in the maximum amount of 3.6
PROPOSAL #10.19: Approval, 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, of the
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, downhole and above-ground well
equipment within the Eastern Segment of the
Orenburgskoye oil and gas-condensate field for a
period not exceeding 12 months and ZAO Gazprom Neft
Orenburg will make payment for using such property in
the maximum amount of 1.49 billion Rubles
PROPOSAL #10.20: Approval, 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, of the
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 situated in the city of
Sochi, for a period not exceeding 12 months and OAO
Lazurnaya will make payment for using such property
in the maximum amount of 83.4 million Rubles
PROPOSAL #10.21: Approval, 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, of the
Agreements 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, the
building and equipment of the repair and machining
shop at the Southern Regional Repair Base situated in
the Stavropolskiy Province, town of Izobilnyi, as
well as the software and hardware solutions System
for Managing OAO Gazprom's Property and Other Assets
at DOAO Tsentrenergogaz of OAO Gazprom Level [ERP],
OAO Gazprom Long Term Investments Reporting and
Analysis System [LTIAA] at DOAO Tsentrenergogaz Level
and Electronic Archive Module at DOAO
Tsentrenergogaz of OAO Gazprom Level for a period not
exceeding 12 months and DOAO Tsentrenergogaz of OAO
Gazprom will make payment for using such property in
the maximum amount of 123.2 million Rubles
PROPOSAL #10.22: Approval, 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, of the
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 situated in the
Tula Region, Shchekinsky District, township of
Grumant, as well as the software and hardware
solutions System for Managing OAO Gazprom's Property
and Other Assets at OAO Tsentrgaz Level [ERP], OAO
Gazprom Long-Term Investments Reporting and Analysis
System [LTIAA] at OAO Tsentrgaz Level, System of
Reporting and Analysis of Information on Non-Core
Assets within OAO Gazprom System [RAINCA] at OAO
Tsentrgaz Level and Electronic Archive Module at OAO
Tsentrgaz Level for a period not exceeding 12 months
and OAO Tsentrgaz will make payment for using such
property in the maximum amount of 35.5 million Rubles
PROPOSAL #10.23: Approval, 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, 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 [self-contained
modular boiler installation, recuperative air heater,
mini-boiler unit, radiant panel heating system, U-
shaped radiant tube, modularized complete full-
function small-sized gas and water treatment
installations for coal bed methane extraction wells,
well-head equipment, borehole enlargement device, and
pressure core sampler] located in the Rostov Region,
town of Kamensk-Shakhtinsky, and the Kemerovi
Region, city of Novokuznetsk, an aerospace data
processing software and equipment complex, as well as
the software and hardware solutions System for
Managing OAO Gazprom's Property and Other Assets at
OAO Gazprom Promgaz Level [ERP] and Electronic
Archive Module at OAO Gazprom Promgaz Level for a
period not exceeding 12 months and OAO Gazprom
Promgaz will make payment for using such property in
the maximum amount of 21.6 million Rubles
PROPOSAL #10.24: Approval, 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, of the
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 that are situated at 31 Lenina
Street, Yugorsk, Tyumen 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 for the use of that building, with an area
of 3,371 square meters, for a period not exceeding 12
months and Gazprombank [Open Joint Stock Company]
will make payment for using such property in the
maximum amount of 2.4 million Rubles
PROPOSAL #10.25: Approval, 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, of the
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 Orenburg Gas Refinery for a period not
exceeding 12 months and OAO Salavatnefteorgsintez
will make payment for using such property in the
maximum amount of 283,000 Rubles
PROPOSAL #10.26: Approval, 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, of the
agreements between OAO Gazprom and OAO Vostokgazprom
pursuant to which OAO Gazprom will grant OAO
Vostokgazprom temporary possession and use of M-468R
special-purpose communications installation, as well
as the software and hardware solutions System for
Managing OAO Gazprom's Property and Other Assets at
OAO Vostokgazprom Level [ERP], OAO Gazprom Long-Term
Investments Reporting and Analysis System [LTIAA] at
OAO Vostokgazprom Level, System of Reporting and
Analysis of Information on Non-Core Assets within OAO
Gazprom System [RAINCA] at OAO Vostokgazprom Level
and Electronic Archive Module at OAO Vostokgazprom
Level for a period not exceeding 12 months and OAO
Vostokgazprom will make payment for using such
property in the maximum amount of 17.7 million Rubles
PROPOSAL #10.27: Approval, 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, of the
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, as well
as the software and hardware solutions OAO Gazprom
Long-Term Investments Reporting and Analysis System
[LTIAA] at OOO Gazprom Export Level and System of
Reporting and Analysis of Information on Non-Core
Assets within OAO Gazprom System [RAINCA] at OOO
Gazprom Export Level for a period not exceeding 12
months and OOO Gazprom Export will make payment for
using such property in the maximum amount of 3.4
million Rubles
PROPOSAL #10.28: Approval, 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, 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, as well as the
software and hardware solutions System for Managing
OAO Gazprom's Property and Other Assets at OAO
Gazprom Neft Level [ERP], OAO Gazprom Long-Term
Investments Reporting and Analysis System [LTIAA] at
OAO Gazprom Neft Level, System of Reporting and
Analysis of Information on Non-Core Assets within OAO
Gazprom System [RAINCA] at OAO Gazprom Neft Level
and Electronic Archive Module at OAO Gazprom Neft
Level for a period not exceeding 12 months and OAO
Gazprom Neft will make payment for using such
property in the maximum amount of 15.4 million Rubles
PROPOSAL #10.29: Approval, 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, of the
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
software and hardware solutions System for Managing
OAO Gazprom's Property and Other Assets at OAO Gazkom
Level [ERP], OAO Gazprom Long-Term Investments
Reporting and Analysis System [LTIAA] at OAO Gazprom
Space Systems Level and Electronic Archive Module at
OAO Gazprom Space Systems Level for a period not
exceeding 12 months and OAO Gazprom Space Systems
will make payment for using such property in the
maximum amount of 19.7 million Rubles
PROPOSAL #10.30: Approval, 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, of the
agreements between OAO Gazprom and ZAO Yamalgazinvest
pursuant to which OAO Gazprom will grant ZAO
Yamalgazinvest temporary possession and use of the
software and hardware solutions System for Managing
OAO Gazprom's Property and Other Assets at ZAO
Yamalgazinvest Level [ERP] and Electronic Archive
Module at ZAO Yamalgazinvest Level for a period not
exceeding 12 months and ZAO Yamalgazinvest will make
payment for using such property in the maximum amount
of 12.9 million Rubles
PROPOSAL #10.31: Approval, 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, of the
agreements between OAO Gazprom and ZAO Gazprom Invest
Yug, pursuant to which OAO Gazprom will grant ZAO
Gazprom Invest Yug temporary possession and use of
the ERP software and equipment complex System for
Managing OAO Gazprom's Property and Other Assets at
ZAO Gazprom Invest Yug Level [ERP] for a period not
exceeding 12 months and ZAO Gazprom Invest Yug will
make payment for using such property in the maximum
amount of 2.4 million Rubles
PROPOSAL #10.32: Approval, 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, of the
agreements between OAO Gazprom and OOO Mezhregiongaz,
pursuant to which OAO Gazprom will grant OOO
Mezhregiongaz temporary possession and use of the
software and hardware solutions System for Managing
OAO Gazprom's Property and Other Assets at OOO
Mezhregiongaz Level [ERP], OAO Gazprom Long-Term
Investments Reporting and Analysis System [LTIAA] at
OOO Mezhregiongaz Level and System of Reporting and
Analysis of Information on Non-Core Assets within OAO
Gazprom System [RAINCA] at OOO Mezhregiongaz Level
for a period not exceeding 12 months and OOO
Mezhregiongaz will make payment for using such
property in the maximum amount of 14 million Rubles
PROPOSAL #10.33: Approval, 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, of the
agreements between OAO Gazprom and OAO SOGAZ,
pursuant to which OAO Gazprom will grant OAO SOGAZ
temporary possession and use of the software and
hardware solutions System for Managing OAO Gazprom's
Property and Other Assets at OAO SOGAZ Level (ERP)
and Electronic Archive Module at OAO Insurance
Company of Gas Industry (SOGAZ) Level for a period
not exceeding 12 months and OAO SOGAZ will make
payment for using such property in the maximum amount
of 13.4 million Rubles
PROPOSAL #10.34: Approval, 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, of the
agreements between OAO Gazprom and OOO Gazprom
Komplektatsiya pursuant to which OAO Gazprom will
grant OOO Gazprom Komplektatsiya temporary possession
and use of the software and hardware solutions
System for Managing OAO Gazprom's Property and Other
Assets at OOO Gazprom Komplektatsiya Level [ERP], OAO
Gazprom Long-Term Investments Reporting and Analysis
System [LTIAA] at OOO Gazprom Komplektatsiya Level,
System of Reporting and Analysis of Information on
Non-Core Assets within OAO Gazprom System [RAINCA] at
OOO Gazprom Komplektatsiya Level and Electronic
Archive Module at OOO Gazprom Komplektatsiya Level
for a period not exceeding 12 months and OAO Gazprom
Komplektatsiya will make payment for using such
property in the maximum amount of 15.2 million Rubles
PROPOSAL #10.35: Approval, 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, of the
agreements between OAO Gazprom and ZAO Gaztelecom
pursuant to which OAO Gazprom will grant ZAO
Gaztelecom temporary possession and use of
communications facilities comprised 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, the
Moscow Region and the Smolensk Region of the Russian
Federation and in the territory of the Republic of
Belarus, as well as the software and hardware
solutions System for Managing OAO Gazprom's Property
and Other Assets at ZAO Gaztelecom Level [ERP] and
Electronic Archive Module at ZAO Gaztelecom Level for
a period not exceeding 12 months and ZAO Gaztelecom
will make payment for using such property in the
maximum amount of 233.4 million Rubles
PROPOSAL #10.36: Approval, 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, of the
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, comprised of facilities designed to transport
and supply directly to consumers [gas offtaking
pipelines, gas distribution pipelines, inter-township
and street gas pipelines, high, medium and low
pressure gas pipelines, gas flow control stations and
buildings], as well as the software and hardware
solutions System for Managing OAO Gazprom's Property
and Other Assets at OAO Gazpromregiongaz Level [ERP],
OAO Gazprom Long-Term Investments Reporting and
Analysis System [LTIAA] at OAO Gazpromregiongaz
Level, and Electronic Archive Module at OAO
Gazpromregiongaz Level for a period not exceeding 12
months and OAO Gazpromregiongaz will make payment for
using such property in the maximum amount of 726.6
PROPOSAL #10.37: Approval, 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, of the
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 [hotels, effluent treatment
facilities, transformer substations entrance
checkpoints, cottages, utility networks, metal
fences, parking areas, ponds, roads, pedestrian
crossings, sites, sewage pumping station, sports
center, roofed ground-level arcade, servicing
station, diesel-generator station, boiler house
extension, storage facility, Fisherman's Lodge,
garage, garage with administrative and amenity
building, a stela, as well as service machinery,
equipment, furniture and accessories] situated in the
Moscow Region, Naro-Fominsk District, village of
Rogozinino, for a period not exceeding 12 months and
OAO Druzhba will make payment for using such property
in the maximum amount of 265.5 million Rubles
PROPOSAL #10.38: Approval, 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, of the
agreements between OAO Gazprom and Gazprombank [Open
Joint Stock Company] pursuant to which the Bank,
acting as a Customs Broker, will issue guarantees to
the Russian Federation's customs authorities in
respect of OAO Gazprom's obligations to pay customs
payments and eventual interest and penalties, in the
maximum amount of 50 million Rubles, with a fee due
to the bank at a rate not exceeding 1% per annum of
the amount of the guarantee
PROPOSAL #10.39: Approval, 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, of the
agreements between OAO Gazprom and Gazprombank [Open
Joint Stock Company] pursuant to which the Bank,
acting as a Customs Broker, will issue guarantees to
the Russian Federation's customs authorities in
respect of OAO Gazprom's obligations to pay customs
payments and eventual interest and penalties, in a
maximum amount equivalent to 1 million Euros, with a
fee due to the bank at a rate not exceeding 1% per
annum of the amount of the guarantee
PROPOSAL #10.40: Approval, 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, of the
agreements between OAO Gazprom and OOO Mezhregiongaz,
pursuant to which OAO Gazprom undertakes, acting on
behalf of OOO Mezhregiongaz and at its instructions,
to declare for customs purposes the natural gas
transported by pipeline across the customs border of
the Russian Federation, and OOO Mezhregiongaz
undertakes to pay for such services in the amount not
exceeding 3,000 Rubles per cargo customs
declaration, as well as the value added tax at the
rate required by the effective legislation of the
Russian Federation, for an aggregate maximum amount
PROPOSAL #10.41: Approval, 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, of the
agreements between OAO Gazprom and OAO NOVATEK,
pursuant to which OAO Gazprom undertakes, acting on
behalf of OAO NOVATEK and at its instructions, to
declare for customs purposes the natural gas
transported by pipeline across the customs border of
the Russian Federation, and OAO NOVATEK undertakes to
pay for such services in the amount not exceeding
1.58 Rubles per 1 thousand cubic meters of natural
gas, as well as the value added tax at the rate
required by the effective legislation of the Russian
Federation, on the basis of the monthly volume of the
transported natural gas, for an aggregate maximum
amount of 42.7 million Rubles
PROPOSAL #10.42: Approval, 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, of the
agreements between OAO Gazprom and OOO Mezhregiongaz
pursuant to which OAO Gazprom will deliver and OOO
Mezhregiongaz will accept [take off] gas in the
amount not exceeding 300 billion cubic meters,
deliverable on a monthly basis, and will pay for the
gas an aggregate maximum amount of 992 billion Rubles
PROPOSAL #10.43: Approval, 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, of the
agreements between OAO Gazprom and OOO Mezhregiongaz
pursuant to which OOO Mezhregiongaz undertakes,
acting on OAO Gazprom's instructions and for a total
fee not exceeding 252.23 million Rubles, in its own
name, but for OAO Gazprom's account, to accept gas
produced by OAO Gazprom and its affiliates and sell
it through OOO Mezhregiongaz's electronic trading
site in the amount not exceeding 11.25 billion cubic
meters for a maximum amount of 25.22 billion Rubles
PROPOSAL #10.44: Approval, 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, of the
agreements between OAO Gazprom and OOO Mezhregiongaz
pursuant to which OOO Mezhregiongaz will deliver and
OAO Gazprom will accept [take off] gas bought by OOO
Mezhregiongaz from independent entities in the amount
not exceeding 11.25 billion cubic meters and will
pay for the gas an aggregate maximum amount of 39.98
billion Rubles
PROPOSAL #10.45: Approval, 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, of the
agreements between OAO Gazprom and OOO Gazprom Export
pursuant to which OOO Gazprom Export undertakes,
acting on OAO Gazprom's instructions and for a total
fee not exceeding 70 million Rubles, in its own name,
but for OAO Gazprom's account, to accept liquid
hydrocarbons owned by OAO Gazprom, including crude
oil, gas condensate and refined products [gasoline,
liquefied gases, etc.] and sell them in the market
outside the customs territory of the Russian
Federation, in the amount not exceeding 1.6 million
tons for a maximum amount of 15 billion Rubles
PROPOSAL #10.46: Approval, 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, of the
agreements between OAO Gazprom and ZAO Northgas,
pursuant to which ZAO Northgas will deliver and OAO
Gazprom will accept [take off] gas in the amount not
exceeding 70 million cubic meters, deliverable on a
monthly basis, and will pay for the gas an aggregate
maximum amount of 61 million Rubles
PROPOSAL #10.47: Approval, 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, of the
agreements between OAO Gazprom and OAO
Severneftegazprom, pursuant to which OAO
Severneftegazprom will deliver and OAO Gazprom will
accept [take off] gas in the amount not exceeding
16.45 billion cubic meters and will pay for the gas
an aggregate maximum amount of 33.25 billion Rubles
PROPOSAL #10.48: Approval, 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, of the
agreements between OAO Gazprom and ZAO Gazprom Neft
Orenburg, pursuant to which ZAO Gazprom Neft Orenburg
will deliver and OAO Gazprom will accept [take off]
unstable crude oil in the amount not exceeding 800
thousand tons and will pay for the crude oil an
aggregate maximum amount of 7 billion Rubles
PROPOSAL #10.49: Approval, 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, of the
agreements between OAO Gazprom and OAO SIBUR Holding,
pursuant to which OAO SIBUR Holding will deliver and
OAO Gazprom will accept [take off] dry stripped gas
processed at OAO SIBUR Holding's gas refining
complexes in the amount not exceeding 2.3 billion
cubic meters and will pay for the gas an aggregate
maximum amount of 2.89 billion Rubles
PROPOSAL #10.50: Approval, 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, of the
agreements between OAO Gazprom and OAO NOVATEK
pursuant to which OAO Gazprom will deliver and OAO
NOVATEK will accept [take off] gas in the amount not
exceeding 16.5 billion cubic meters and will pay for
the gas an aggregate maximum amount of 27.67 billion
Rubles
PROPOSAL #10.51: Approval, 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, of the
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 not exceeding 3 billion cubic meters
and OAO Tomskgazprom will pay for the services
related to arranging for the transportation of gas
via trunk gas pipelines an aggregate maximum amount
of 1.4 billion Rubles
PROPOSAL #10.52: Approval, 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, of the
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 not exceeding 50 billion cubic meters
across the territory of the Russian Federation and
the Republic of Kazakhstan and OOO Mezhregiongaz will
pay for the services related to arranging for the
transportation of gas via trunk gas pipelines an
aggregate maximum amount of 92 billion Rubles
PROPOSAL #10.53: Approval, 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, of the
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 not exceeding 5 billion cubic meters
and OAO Gazprom Neft will pay for the services
related to arranging for the transportation of gas
via trunk gas pipelines an aggregate maximum amount
of 3.2 billion Rubles
PROPOSAL #10.54: Approval, 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, of the
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 not exceeding 47 billion cubic meters
and OAO NOVATEK will pay for the services related to
arranging for the transportation of gas via trunk
gas pipelines an aggregate maximum amount of 66.5
billion Rubles
PROPOSAL #10.55: Approval, 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, of the
agreements between OAO Gazprom and OAO NOVATEK
pursuant to which OAO Gazprom will provide services
related to arranging for the injection of gas owned
by OAO NOVATEK into underground gas storage
facilities and its storage in such facilities in the
amount not exceeding 3.45 billion cubic meters and
OAO NOVATEK will pay for the services related to
arranging for gas injection and storage an aggregate
maximum amount of 1.8 million Rubles, as well as
services related to arranging for the off-taking the
gas owned by OAO NOVATEK from underground gas storage
facilities in the amount not exceeding 1.15 billion
cubic meters and OAO NOVATEK will pay for the
services related to arranging for the off-taking of
gas an aggregate maximum amount of 29.2 million Rubles
PROPOSAL #10.56: Approval, 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, of the
agreements 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 the
amount not exceeding 800 million cubic meters for an
aggregate maximum amount of 200 million Euros in the
second half of 2010 and in the amount not exceeding
1.5 billion cubic meters for an aggregate maximum
amount of 450 million Euros in 2011; as well as
pursuant to which, a/s Latvijas Gaze will provide
services of injection of gas owned by OAO Gazprom
into Incukalna underground gas storage facility, of
its storage in the storage facility, its off-taking
and transportation across the territory of Latvian
Republic as follows: in the second half of 2010,
services related to the injection of gas into storage
facilities in the amount not exceeding 600 million
cubic meters, services related to storage of gas and
its off-taking in the amount not exceeding 400
million cubic meters, services related to the
transportation of gas in the amount not exceeding 1
billion cubic meters, and OAO Gazprom will pay for
such services an aggregate maximum amount of 10
million Euros; in 2011, services related to the
injection of gas into storage facilities in the
amount not exceeding 900 million cubic meters,
services related to storage of gas and its off-taking
in the amount not exceeding 900 million cubic
meters, services related to the transportation of gas
in the amount not exceeding 1.8 billion cubic
meters, and OAO Gazprom will pay for such services an
PROPOSAL #10.57: Approval, 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, of the
agreements between OAO Gazprom and AB Lietuvos Dujos
pursuant to which OAO Gazprom will sell and AB
Lietuvos Dujos will purchase gas as follows: in the
amount not exceeding 675 million cubic meters for an
aggregate maximum amount of 170 million Euros in the
second half of 2010 and in the amount not exceeding
1.6 billion cubic meters for an aggregate maximum
amount of 480 million Euros in 2011, and pursuant to
which AB Lietuvos Dujos will provide services related
to the transportation of gas in transport mode
across the territory of the Republic of Lithuania as
follows: in the amount not exceeding 1 billion cubic
meters in the second half of 2010, OAO Gazprom will
pay an aggregate maximum amount of 4.2 million Euros
for the gas transportation services and in the amount
not exceeding 2.5 billion cubic meters in 2011, OAO
Gazprom will pay an aggregate maximum amount of 14.7
million Euros for the gas transportation services
PROPOSAL #10.58: Approval, 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, of the
agreements between OAO Gazprom and UAB Kauno
termofikacijos elektrine pursuant to which OAO
Gazprom will sell and UAB Kauno termofikacijos
elektrine will purchase gas as follows: in the amount
not exceeding 180 million cubic meters for an
aggregate maximum amount of 45 million Euros in the
second half of 2010 and in the amount not exceeding
470 million cubic meters for an aggregate maximum
amount of 141 million Euros in 2011
PROPOSAL #10.59: Approval, 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, of the
agreements between OAO Gazprom and MoldovaGaz S.A.
pursuant to which OAO Gazprom will deliver and
MoldovaGaz S.A. will accept [take off] gas in the
amount not exceeding 3.5 billion cubic meters for an
aggregate maximum amount of 900 million U.S. Dollars
in 2011, and pursuant to which MoldovaGaz S.A. will
provide in 2011 services related to the
transportation of gas in transport mode across the
territory of the Republic of Moldova in the amount
not exceeding 19.14 billion cubic meters, and OAO
Gazprom will pay for services related to the
transportation of gas via trunk gas pipelines an
aggregate maximum amount of 47.85 million U.S. Dollars
PROPOSAL #10.60: Approval, 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, of the
agreements between OAO Gazprom and KazRosGaz LLP
pursuant to which in 2010 OAO Gazprom will deliver
and KazRosGaz LLP will accept [take off] gas in the
amount not exceeding 1.2 billion cubic meters for an
aggregate maximum amount of 170 million U.S. Dollars
and pursuant to which OAO Gazprom will provide in
2010 services related to arranging for the
transportation of gas owned by KazRosGaz LLP across
the territory of the Russian Federation in the amount
not exceeding 10.5 billion cubic meters and
KazRosGaz LLP will pay for the services related to
arranging for the transportation of gas via trunk gas
pipelines an aggregate maximum amount of 43.5
PROPOSAL #10.61: Approval, 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, of the
agreements between OAO Gazprom and OAO Beltransgaz,
pursuant to which OAO Gazprom will sell, and OAO
Beltransgaz will purchase gas in 2011 in the amount
not exceeding 22.5 billion cubic meters for an
aggregate maximum amount of 5.625 billion U.S.
Dollars and pursuant to which OAO Beltransgaz in 2011
will provide services related to the transportation
of gas in transport mode across the territory of the
Republic of Belarus via gas transportation system of
OAO Beltransgaz and via the Byelorussian segment of
Russian Yamal Europe gas pipeline in the amount not
exceeding 48.2 billion cubic meters and OAO Gazprom
will pay for the services related to the
transportation of gas via trunk gas pipelines an
aggregate maximum amount of 600 million U.S. Dollars
PROPOSAL #10.62: Approval, 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, of the
agreements between OAO Gazprom and GAZPROM Germania
GmbH, pursuant to which OAO Gazprom will provide
services in 2011 related to arranging for the
transportation of natural gas owned by GAZPROM
Germania GmbH across the territory of the Republic of
Kazakhstan, the Republic of Uzbekistan, the Russian
Federation and the Republic of Belarus in the amount
not exceeding 63.3 billion cubic meters, and GAZPROM
Germania GmbH will pay for the services related to
arranging for the transportation of gas via trunk gas
pipelines an aggregate maximum amount of 1.8 billion
U.S. Dollars
PROPOSAL #10.63: Approval, 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, of the
agreements between OAO Gazprom and GAZPROM Germania
GmbH, pursuant to which OAO Gazprom undertakes,
acting on the instructions of GAZPROM Germania GmbH
for a fee in the total maximum amount of 96,000 U.S.
Dollars, in its own name, but for the account of
GAZPROM Germania GmbH, to arrange in 2011 for the
transportation of natural gas owned by GAZPROM
Germania GmbH across the territory of the Republic of
Belarus for the amount not exceeding 37.293 million
PROPOSAL #10.64: Approval, 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, of the
agreements between OAO Gazprom and OOO Gazpromtrans,
pursuant to which OOO Gazpromtrans undertakes, acting
on the instructions of OAO Gazprom, for a fee in the
total maximum amount of 350,000 Rubles, in its own
name, but for the account of OAO Gazprom, to ensure
in 2010 2011 arrangement of operations related to the
development and assessment of cost estimate
documentation, start-up and commissioning work at OAO
Gazprom's facilities commissioned under investment
projects implementation contracts, as well as other
work, including work of preparatory and support
nature, required for the performance of start-up and
commissioning work and the commissioning of OAO
Gazprom's facilities
PROPOSAL #10.65: Approval, 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, of the
agreements between OAO Gazprom and ZAO Gazprom Invest
Yug, pursuant to which ZAO Gazprom Invest Yug
undertakes, acting on the instructions of OAO
Gazprom, for a fee in an aggregate maximum amount of
200,000 Rubles, in its own name, but for the account
of OAO Gazprom, to ensure in 2010-2011 arrangement of
operations related to the development and assessment
of cost estimate documentation, start-up and
commissioning work at OAO Gazprom's facilities
commissioned under investment projects implementation
contracts, as well as other operations, including
those of preparatory and support nature, required for
the performance of start-up and commissioning work
and the commissioning of OAO Gazprom's facilities
PROPOSAL #10.66: Approval, 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, of the
agreements between OAO Gazprom and OOO Gazprom
Tsentrremont, pursuant to which OOO Gazprom
Tsentrremont undertakes, acting on the instructions
of OAO Gazprom, for a fee in an aggregate maximum
amount of 112,500 Rubles, in its own name, but for
the account of OAO Gazprom, to ensure in 2010-2011
arrangement of operations related to the development
and assessment of cost estimate documentation, start-
up and commissioning work at OAO Gazprom's
facilities, commissioned under investment projects
implementation contracts, as well as other
operations, including those of preparatory and
support nature, required for the performance of
start-up and commissioning work and the commissioning
PROPOSAL #10.67: Approval, 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, of the
agreements between OAO Gazprom and ZAO
Yamalgazinvest, pursuant to which ZAO Yamalgazinvest
undertakes, acting on the instructions of OAO
Gazprom, for a fee in an aggregate maximum amount of
525,000 Rubles, in its own name, but for the account
of OAO Gazprom, to ensure in 2010 2011 arrangement of
operations related to the development and assessment
of cost estimate documentation, start-up and
commissioning work at OAO Gazprom's facilities,
commissioned under investment projects implementation
contracts, as well as other operations, including
those of preparatory and support nature, required for
the performance of start-up and commissioning work
and the commissioning of OAO Gazprom's facilities
PROPOSAL #10.68: Approval, 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, of the
agreements between OAO Gazprom and OAO Gazprom Space
Systems, pursuant to which OAO Gazprom Space Systems
undertakes, within the period between July 1, 2010
and December 31, 2011, acting on OAO Gazprom's
instructions, to provide services related to the
implementation of OAO Gazprom's investment projects
involving construction and commissioning of
facilities, and OAO Gazprom undertakes to pay for
such services the maximum amount of 2 million Rubles
PROPOSAL #10.69: Approval, 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, of the
agreement between OAO Gazprom and ZAO Yamalgazinvest,
pursuant to which ZAO Yamalgazinvest undertakes,
within the period between July 1, 2010 and December
31, 2011, acting on OAO Gazprom's instructions, to
provide services related to implementation of OAO
Gazprom's investment projects involving construction
and commissioning of facilities, and OAO Gazprom
undertakes to pay for such services the maximum
amount of 9 billion Rubles
PROPOSAL #10.70: Approval, 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, of the
agreements between OAO Gazprom and ZAO Gazprom Neft
Orenburg, pursuant to which ZAO Gazprom Neft Orenburg
undertakes, within the period between July 1, 2010
and December 31, 2011, acting on OAO Gazprom's
instructions, to provide services related to
implementation of OAO Gazprom's investment projects
involving construction and commissioning of
facilities and OAO Gazprom undertakes to pay for such
services the maximum amount of 85 million Rubles
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GENERAL DYNAMICS CORPORATION
TICKER: GD CUSIP: 369550108
MEETING DATE: 5/5/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: NICHOLAS D. ISSUER YES FOR FOR
CHABRAJA
PROPOSAL #1B: ELECTION OF DIRECTOR: JAMES S. CROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: WILLIAM P. FRICKS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAY L. JOHNSON ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GEORGE A. JOULWAN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: PAUL G. KAMINSKI ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JOHN M. KEANE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: LESTER L. LYLES ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: WILLIAM A. OSBORN ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: ROBERT WALMSLEY ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR & #160; FOR
INDEPENDENT AUDITORS.
PROPOSAL #03: SHAREHOLDER PROPOSAL WITH REGARD TO SHAREHOLDER YES ABSTAIN AGAINST
WEAPONS IN SPACE.
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ISSUER: GENERAL ELECTRIC COMPANY
TICKER: GE CUSIP: 369604103
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #A1: ELECTION OF DIRECTOR: W. GEOFFREY ISSUER YES FOR FOR
BEATTIE
PROPOSAL #A2: ELECTION OF DIRECTOR: JAMES I. CASH, JR. ISSUER YES FOR F OR
PROPOSAL #A3: ELECTION OF DIRECTOR: WILLIAM M. CASTELL ISSUER YES FOR FOR
PROPOSAL #A4: ELECTION OF DIRECTOR: ANN M. FUDGE ISSUER YES FOR FOR
PROPOSAL #A5: ELECTION OF DIRECTOR: SUSAN HOCKFIELD ISSUER YES FOR FOR
PROPOSAL #A6: ELECTION OF DIRECTOR: JEFFREY R. IMMELT ISSUER YES FOR FOR
PROPOSAL #A7: ELECTION OF DIRECTOR: ANDREA JUNG ISSUER YES FOR ; FOR
PROPOSAL #A8: ELECTION OF DIRECTOR: ALAN G. (A.G.) ISSUER YES FOR FOR
LAFLEY
PROPOSAL #A9: ELECTION OF DIRECTOR: ROBERT W. LANE ISSUER YES FOR FOR
PROPOSAL #A10: ELECTION OF DIRECTOR: RALPH S. LARSEN ISSUER YES FOR FOR
PROPOSAL #A11: ELECTION OF DIRECTOR: ROCHELLE B. ISSUER YES FOR FOR
LAZARUS
PROPOSAL #A12: ELECTION OF DIRECTOR: JAMES J. MULVA ISSUER YES FOR FOR
PROPOSAL #A13: ELECTION OF DIRECTOR: SAM NUNN ISSUER YES FOR & #160; FOR
PROPOSAL #A14: ELECTION OF DIRECTOR: ROGER S. PENSKE ISSUER YES FOR FOR
PROPOSAL #A15: ELECTION OF DIRECTOR: ROBERT J. ISSUER YES FOR ; FOR
SWIERINGA
PROPOSAL #A16: ELECTION OF DIRECTOR: DOUGLAS A. ISSUER YES FOR FOR
WARNER III
PROPOSAL #B1: RATIFICATION OF KPMG ISSUER YES FOR FOR
PROPOSAL #C1: SHAREOWNER PROPOSAL: CUMULATIVE VOTING SHAREHOLDER YES AGAINST FOR
PROPOSAL #C2: SHAREOWNER PROPOSAL: SPECIAL SHAREOWNER SHAREHOLDER YES AGAINST FOR
MEETINGS
PROPOSAL #C3: SHAREOWNER PROPOSAL: INDEPENDENT BOARD SHAREHOLDER YES AGAINST FOR
CHAIRMAN
PROPOSAL #C4: SHAREOWNER PROPOSAL: PAY DISPARITY SHAREHOLDER YES AGAINST FOR
PROPOSAL #C5: SHAREOWNER PROPOSAL: KEY BOARD SHAREHOLDER YES AGAINST FOR
COMMITTEES
PROPOSAL #C6: SHAREOWNER PROPOSAL: ADVISORY VOTE ON SHAREHOLDER YES AGAINST FOR
EXECUTIVE COMPENSATION
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: GILEAD SCIENCES, INC.
TICKER: GILD CUSIP: 375558103
MEETING DATE: 5/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: PAUL BERG ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN F. COGAN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ETIENNE F. DAVIGNON ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: JAMES M. DENNY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CARLA A. HILLS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: KEVIN E. LOFTON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JOHN W. MADIGAN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JOHN C. MARTIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GORDON E. MOORE ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: NICHOLAS G. MOORE ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: RICHARD J. WHITLEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GAYLE E. WILSON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: PER WOLD-OLSEN ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP BY THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF GILEAD FOR THE FISCAL YEAR ENDING
PROPOSAL #03: IF PROPERLY PRESENTED AT THE MEETING, SHAREHOLDER YES AGAINST FOR
TO VOTE ON A STOCKHOLDER PROPOSAL REQUESTING THAT THE
BOARD TAKE STEPS TO ADOPT MAJORITY VOTING STANDARDS
IN GILEAD'S CERTIFICATE OF INCORPORATION AND BY-LAWS.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HALLIBURTON COMPANY
TICKER: HAL CUSIP: 406216101
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: A.M. BENNETT ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: J.R. BOYD ISSUER YES FOR & #160; FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: M. CARROLL ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: N.K. DICCIANI ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: S.M. GILLIS ISSUER YES FOR ; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: J.T. HACKETT ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: D.J. LESAR ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: R.A. MALONE ISSUER YES FOR ; FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: J.L. MARTIN ISSUER YES FOR ; FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: D.L. REED ISSUER YES FOR & #160; FOR
PROPOSAL #02: PROPOSAL FOR RATIFICATION OF THE ISSUER YES FOR ; FOR
SELECTION OF AUDITORS.
PROPOSAL #03: PROPOSAL ON HUMAN RIGHTS POLICY. SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #04: PROPOSAL ON POLITICAL CONTRIBUTIONS. SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: PROPOSAL ON EXECUTIVE COMPENSATION SHAREHOLDER YES AGAINST FOR
POLICIES.
PROPOSAL #06: PROPOSAL ON SPECIAL SHAREOWNER MEETINGS. SHAREHOLDER YES AGAINST FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: HARLEY-DAVIDSON, INC.
TICKER: HOG CUSIP: 412822108
MEETING DATE: 4/24/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: BARRY K. ALLEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RICHARD I. BEATTIE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JUDSON C. GREEN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: N. THOMAS LINEBARGER ISSUER YES FOR 0; FOR
PROPOSAL #1: APPROVAL OF AMENDMENTS TO THE HARLEY- ISSUER YES FOR FOR
DAVIDSON, INC. RESTATED ARTICLES OF INCORPORATION TO
ELIMINATE THE CLASSIFIED BOARD STRUCTURE AND APPROVAL
OF AN ADJOURNMENT OF THE ANNUAL MEETING TO IMPLEMENT
THE AMENDMENTS.
PROPOSAL #2: APPROVAL OF THE HARLEY-DAVIDSON, INC. ISSUER YES FOR FOR
EMPLOYEE INCENTIVE PLAN.
PROPOSAL #3: APPROVAL OF THE AMENDED AND RESTATED ISSUER YES FOR FOR
HARLEY-DAVIDSON, INC. DIRECTOR STOCK PLAN.
PROPOSAL #4: RATIFICATION OF SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP, INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM, TO BE THE AUDITORS.
PROPOSAL #5: SHAREHOLDER PROPOSAL TO ADOPT SIMPLE SHAREHOLDER YES FOR AGAINST
MAJORITY VOTE
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ISSUER: HEIDELBERGCEMENT AG, HEIDELBERG
TICKER: N/A CUSIP: D31709104
MEETING DATE: 5/6/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the financial ISSUER NO N/A 0; N/A
statements and annual report for the 2009 financial
year with the report of the Supervisory Board, the
group financial statements and annual report, and the
report 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
distributable profit of EUR 63,920,304.85 as follows:
Payment of a dividend of EUR 0.12 per share EUR
25,000,000 shall be allocated to the other revenue
reserves EUR 16,420,304.85 shall be carried forward
Ex-dividend and payable date: May 7, 2010
PROPOSAL #3.a: Ratification of the acts of the Board ISSUER YES FOR FOR
of Managing Director : Bernd Scheifele
PROPOSAL #3.b: Ratification of the acts of the Board ISSUER YES FOR FOR
of Managing Director : Dominik von Achten
PROPOSAL #3.c: Ratification of the acts of the Board ISSUER YES FOR FOR
of Managing Director : Daniel Gauthier
PROPOSAL #3.d: Ratification of the acts of the Board ISSUER YES FOR FOR
of Managing Director : Andreas Kern
PROPOSAL #3.e: Ratification of the acts of the Board ISSUER YES FOR FOR
of Managing Director : Lorenz Naeger
PROPOSAL #3.f: Ratification of the acts of the Board ISSUER YES FOR FOR
of Managing Director : Albert Scheuer
PROPOSAL #4.a: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Fritz-Juergen Heckmann
PROPOSAL #4.b: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Heinz Schirmer
PROPOSAL #4.c: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Heinz Schmitt
PROPOSAL #4.d: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Theo Beermann
PROPOSAL #4.e: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Robert Feiger
PROPOSAL #4.f: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Veronika Fuess
PROPOSAL #4.g: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Josef Heumann
PROPOSAL #4.h: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Gerhard Hirth
PROPOSAL #4.i: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Max Dietrich Kley
PROPOSAL #4.j: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Hans Georg Kraut
PROPOSAL #4.k: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Adolf Merckle
PROPOSAL #4.l: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board : Ludwig Merckle
PROPOSAL #4.m: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board :Tobias Merckle
PROPOSAL #4.n: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board: Eduard Schleicher
PROPOSAL #4.o: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board: Werner Schraeder
PROPOSAL #4.p: Ratification of the acts of the ISSUER YES FOR FOR
Supervisory Board : Frank-Dirk Steininger
PROPOSAL #5.: Appointment of auditors for the 2010 ISSUER YES FOR FOR
financial year: Ernst + Young GmbH, Stuttgart
PROPOSAL #6.: Resolution on the creation of new ISSUER YES FOR FOR
authorized capital and the corresponding amendments
to the Articles of Association the Board o f MDs
shall be authorized, with the consent of the
Supervisory Board, to increase the share capital by
upto EUR 225,000,000 through the issue of new bearer
shares against cash payment, on or before May 5, 2015
(authorized capital I). Shareholders shall be
granted subscription rights, except for residual
amounts and for the issue of shares at a price not
materially below their market price
PROPOSAL #7.: Resolution on the creation of further ISSUER YES FOR FOR
authorized capital, and the corresponding amendments
to the Articles of Association the Boar d of MDs
shall be authorized, with the consent of the
Supervisory Board, to increase the share capital by
up to EUR 56,100,000 through the issue of new bearer
shares against payment in kind, on or before May 5,
2015 (authorized capital II), share holders.
subscription rights shall be excluded for the issue
of shares for acquisition purposes, and in so far as
such rights are granted to holders of conversion
PROPOSAL #8.a: Resolution on the authorization to ISSUER YES FOR FOR
issue bonds or profit-sharing rights, the revision of
the contingent capital, and the corresponding
amendments to the Articles of Association A. The
Board of MDs shall be authorized, with the consent o
f the Supervisory Board to grant warrant, convertible
or income bonds, or profit-sharing rights, of up to
EUR 3,000,000,000, on or before Ma y 5,
2015.Shareholders shall be granted subscription
rights, except for residual amounts, insofar as such
rights are granted to holders of conversion and
option rights, and for the issue of bonds at a price
not materially below their theoretical market value
or against payment in kind
PROPOSAL #8.b: The share capital shall be increased ISSUER YES FOR FOR
by up to EUR 168,750,000 through the issue of up to
56,250, 000 new bearer shares, insofar as option or
conversion rights are exercised (2010 contingent
capital).The authorization to issue bonds or profit-
sharing rights granted by the AGM of May 7, 2009,
shall be revoke d, along with the related 2009 cont
ingent capital
PROPOSAL #9.: Approval of the compensation system for ISSUER YES AGAINST AGAINST
the Board of MDs,based on the current level of
remuneration and set forth on the investor relations
page at www.heidelbergcement.com
PROPOSAL #10.a: Elections to the Supervisory Board : ISSUER YES FOR FOR
Alan Murray
PROPOSAL #10.b: Elections to the Supervisory Board : ISSUER YES FOR FOR
Herbert Luetkestratkoetter
PROPOSAL #11.a: Amendments to the Articles of ISSUER YES FOR & #160; FOR
Association in respect of the Supervisory Board;
Section 9(2) shall be amended through the inclusion
of a nomination committee
PROPOSAL #11.b: Amendments to the Articles of ISSUER YES FOR FOR
Association in respect of the Supervisory Board;
Section 12 shall be revised to reflect the new annual
remuneration, being EUR 40,000 per member plus EUR
58 for every EUR 0 .01 of the Company's earnings per
share in excess of EUR 2.50 (two and a half times the
amount for the Chairman and one and a half times for
the deputy chairman) plus EUR 15,0 00 and EUR 7,500
for the members of the audit and personnel
committees, respectively
PROPOSAL #12.a: Amendments to the Articles of ISSUER YES FOR & #160; FOR
Association in connection with the Shareholder Rights
Directive Implementation Act (ARUG):Section 16(1)
shall be amended in respect of shareholders
registering to attend shareholders. Meetings at least
six days in advance
PROPOSAL #12.b: Amendments to the Articles of ISSUER YES FOR & #160; FOR
Association in connection with the Shareholder Rights
Directive Implementation Act (ARUG): Sect ion 16(3)
and (4) shall be added in respect of the
admissibility of on line participation in and
absentee voting at shareholders. Meetings
PROPOSAL #12.c: Amendments to the Articles of ISSUER YES FOR & #160; FOR
Association in connection with the Shareholder Rights
Directive Implementation Act (ARUG): Section 18(3)
shall also be added, to allow the shareholders.
meeting to be transmitted by audiovisual means
PROPOSAL #12.d: Amendments to the Articles of ISSUER YES FOR & #160; FOR
Association in connection with the Shareholder Rights
Directive Implementation Act (ARUG): Section 11(2)
shall be deleted
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ISSUER: HEWLETT-PACKARD COMPANY
TICKER: HPQ CUSIP: 428236103
MEETING DATE: 3/17/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR : M.L. ANDREESSEN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR : L.T. BABBIO, JR. ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR : S.M. BALDAUF ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR : R.L. GUPTA ISSUER YES FOR ; FOR
PROPOSAL #1E: ELECTION OF DIRECTOR : J.H. HAMMERGREN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR : M.V. HURD ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR : J.Z. HYATT ISSUER YES FOR ; FOR
PROPOSAL #1H: ELECTION OF DIRECTOR : J.R. JOYCE ISSUER YES FOR ; FOR
PROPOSAL #1I: ELECTION OF DIRECTOR : R.L. RYAN ISSUER YES FOR FOR
PROPOSAL #IJ: ELECTION OF DIRECTOR : L.S. SALHANY ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR : G.K. THOMPSON ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL YEAR ENDING OCTOBER 31, 2010.
PROPOSAL #03: PROPOSAL TO APPROVE THE AMENDED AND ISSUER YES FOR FOR
RESTATED HEWLETT-PACKARD COMPANY 2004 STOCK INCENTIVE
PLAN.
PROPOSAL #04: PROPOSAL TO CONDUCT AN ANNUAL ADVISORY ISSUER YES FOR FOR
VOTE ON EXECUTIVE COMPENSATION.
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ISSUER: HOLOGIC, INC.
TICKER: HOLX CUSIP: 436440101
MEETING DATE: 3/3/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JOHN W. CUMMING ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: ROBERT A. CASCELLA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GLENN P. MUIR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SALLY W. CRAWFORD ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: DAVID R. LAVANCE JR. ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: NANCY L. LEAMING ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: LAWRENCE M. LEVY ISSUER YES WITHHOLD 60; AGAINST
ELECTION OF DIRECTOR: ELAINE S. ULLIAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WAYNE WILSON ISSUER YES FOR FOR
PROPOSAL #02: TO CONSIDER AND ACT UPON RATIFICATION ISSUER YES FOR FOR
OF THE APPOINTMENT OF ERNST & YOUNG LLP AS HOLOGIC'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: TO CONSIDER AND ACT UPON THE ISSUER YES AGAINST AGAINST
ADJOURNMENT OF THE ANNUAL MEETING.
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ISSUER: IGUATEMI EMPRESA DE SHOPPING CENTERS SA, SAO PAULO
TICKER: N/A CUSIP: P5352J104
MEETING DATE: 1/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Ratify the appointment and hiring of the ISSUER YES FOR FOR
specialized Company Deloitte Touche Tohmatsu
Auditores Independentes, with its headquarters in the
city of Sao Paulo, state of Sao Paulo, at Rua Jose
Guerra, 127, Chacara Santo Antonio, registered with
the RC.SP Council under Number 2 SP 011609.O.8, with
Corporate Taxpayer ID CNPJMF 49.928.567.0001.11
Deloitte, responsible for the preparation of the book
valuation report of the net worth of the subsidiary
of the Company, Midia Mall Consultoria Promocional
Ltda., a Company with its Headquarters at AV. DR.
Chucri Zaidan, 920, 16th floor, Sao Paulo, with
Corporate Taxpayer ID CNPJMF number
03.823.279.0001.00 Midia Mall valuation report
PROPOSAL #2: Approve the Midia Mall Valuation Report ISSUER YES FOR FOR
prepared by Deloitte
PROPOSAL #3: Approve the protocol and justification ISSUER YES FOR FOR
of the merger of Midia Mall into the Company, entered
into between the Managers of the Company and Midia
Mall on 14 JAN 2010 protocol
PROPOSAL #4: Approve the Merger of the subsidiary of ISSUER YES FOR FOR
the Company, Midia Mall, into the Company, for the
amount of its book net worth, in accordance with the
terms and conditions established in the protocol,
without an increase or decrease in the share capital
of the Company and with the consequent extinction of
Midia Mall
PROPOSAL #5: Approve the broadening of the Corporate ISSUER YES FOR FOR
purpose of the Company for the purpose of
assimilating the activities currently conducted by
Midia Mall, directed at the shopping center sector,
which are, a) brokering the rental of promotional
spaces and b) the preparation of studies, plans and
planning in promotion and merchandising
PROPOSAL #6: Approve the amendment of Article 5 of ISSUER YES FOR FOR
the Corporate Bylaws of the Company to contemplate
the activities described in item 5 above, which will
come into effect with the specified new wording
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ISSUER: IGUATEMI EMPRESA DE SHOPPING CENTERS SA, SAO PAULO
TICKER: N/A CUSIP: P5352J104
MEETING DATE: 4/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Approve the Directors accounts and the ISSUER YES FOR FOR
Companys consolidated financial statements for the FT
ending 31 DEC 2009
PROPOSAL #2: Approve the destination of the year end ISSUER YES FOR FOR
results of 2009
PROPOSAL #3: Election of the Members of the finance ISSUER YES FOR FOR
committee and set their remuneration
PROPOSAL #4: Election of the Members of the Board of ISSUER YES FOR FOR
Directors
PROPOSAL #5: Approve the global remuneration of the ISSUER YES AGAINST AGAINST
Directors
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ISSUER: INGERSOLL-RAND PLC
TICKER: IR CUSIP: G47791101
MEETING DATE: 6/3/2010 0; 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. BRUTON ISSUER YES FOR & #160; FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: J.L. COHON ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: G.D. FORSEE ISSUER YES FOR ; FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: P.C. GODSOE ISSUER YES FOR ; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: E.E. HAGENLOCKER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: C.J. HORNER ISSUER YES FOR ; FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: M.W. LAMACH ISSUER YES FOR ; FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: T.E. MARTIN 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 THE COMPANY'S EXECUTIVE PAY-FOR-
PERFORMANCE COMPENSATION POLICIES.
PROPOSAL #03: APPOINTMENT OF INDEPENDENT AUDITORS AND ISSUER YES FOR FOR
AUTHORIZATION OF AUDIT COMMITTEE OF THE BOARD TO FIX
THE AUDITORS' REMUNERATION.
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ISSUER: ITT EDUCATIONAL SERVICES, INC.
TICKER: �� ESI CUSIP: 45068B109
MEETING DATE: 5/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN F. COZZI ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: KEVIN M. MODANY ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: LLOYD G. ISSUER YES FOR & #160; FOR
WATERHOUSE
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ISSUER YES FOR 60; FOR
PRICEWATERHOUSECOOPERS LLP TO SERVE AS ITT/ESI'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR ITS
FISCAL YEAR ENDING DECEMBER 31, 2010.
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ISSUER: JAPAN TOBACCO INC.
TICKER: N/A CUSIP: J27869106
MEETING DATE: 6/24/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
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
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ISSUER: JOHNSON CONTROLS, INC.
TICKER: JCI CUSIP: 478366107
MEETING DATE: 1/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DAVID P. ABNEY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT L. BARNETT ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: E.C. REYES-RETANA ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: JEFFREY A. JOERRES ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF PRICEWATERHOUSECOOPERS ISSUER YES FOR FOR
AS INDEPENDENT AUDITORS FOR 2010.
PROPOSAL #03: CONSIDERATION OF A SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST FOR
TO ADOPT A MAJORITY VOTE STANDARD.
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ISSUER: JPMORGAN CHASE & CO.
TICKER: JPM CUSIP: 46625H100
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CRANDALL C. BOWLES ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: STEPHEN B. BURKE ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID M. COTE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JAMES S. CROWN ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: JAMES DIMON ISSUER YES FOR ; FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ELLEN V. FUTTER ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM H. GRAY, ISSUER YES FOR FOR
III
PROPOSAL #1H: ELECTION OF DIRECTOR: LABAN P. JACKSON, ISSUER YES FOR FOR
JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: DAVID C. NOVAK ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: LEE R. RAYMOND ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: WILLIAM C. WELDON ISSUER YES FOR FOR
PROPOSAL #02: APPOINTMENT OF INDEPENDENT REGISTERED ISSUER YES FOR FOR
PUBLIC ACCOUNTING FIRM
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION ISSUER YES FOR FOR
PROPOSAL #04: POLITICAL NON-PARTISANSHIP SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #05: SPECIAL SHAREOWNER MEETINGS SHAREHOLDER YES AGAINST FOR
PROPOSAL #06: COLLATERAL IN OVER THE COUNTER SHAREHOLDER YES AGAINST FOR
DERIVATIVES TRADING
PROPOSAL #07: SHAREHOLDER ACTION BY WRITTEN CONSENT SHAREHOLDER YES AGAINST FOR
PROPOSAL #08: INDEPENDENT CHAIRMAN SHAREHOLDER YES AGAINST 60; FOR
PROPOSAL #09: PAY DISPARITY SHAREHOLDER YES AGAINST FOR
PROPOSAL #10: SHARE RETENTION SHAREHOLDER YES AGAINST FOR
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ISSUER: KENNAMETAL INC.
TICKER: KMT CUSIP: 489170100
MEETING DATE: 10/27/2009 &# 160; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RONALD M. DEFEO ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: WILLIAM R. NEWLIN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: L.W. STRANGHOENER ISSUER YES FOR & #160; FOR
PROPOSAL #II: RATIFICATION OF THE SELECTION OF THE ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING JUNE 30, 2010.
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ISSUER: KING PHARMACEUTICALS, INC.
TICKER: KG CUSIP: 495582108
MEETING DATE: 5/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: KEVIN S CRUTCHFIELD ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.W DEAVENPORT JR ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ELIZABETH M GREETHAM ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: PHILIP A INCARNATI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GREGORY D JORDAN PHD ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: BRIAN A MARKISON ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: R CHARLES MOYER PHD ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: D GREG ROOKER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DERACE L SCHAFFER MD ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: TED G WOOD ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF A PROPOSED AMENDMENT TO THE ISSUER YES FOR FOR
COMPANY'S THIRD AMENDED AND RESTATED CHARTER
PROVIDING FOR A MAJORITY VOTING STANDARD IN
UNCONTESTED ELECTIONS OF DIRECTORS AND ELIMINATING
UNNECESSARY PROVISIONS RELATED TO OUR PREVIOUSLY
CLASSIFIED BOARD OF DIRECTORS.
PROPOSAL #03: REAPPROVAL OF THE PERFORMANCE GOALS ISSUER YES FOR FOR
LISTED WITHIN THE COMPANY'S INCENTIVE PLAN, WHICH
ORIGINALLY WERE APPROVED BY OUR SHAREHOLDERS IN 2005.
PROPOSAL #04: RATIFICATION OF 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, 2010. THE
BOARD OF DIRECTORS RECOMMENDS YOU VOTE
AGAINST PROPOSAL 5.
PROPOSAL #05: IF PROPERLY PRESENTED AT THE MEETING, SHAREHOLDER YES AGAINST FOR
APPROVAL OF A NON-BINDING SHAREHOLDER PROPOSAL
REQUESTING THAT THE COMPANY'S BOARD OF DIRECTORS TAKE
STEPS TO ELIMINATE SUPERMAJORITY VOTING PROVISIONS
APPLICABLE TO SHAREHOLDERS.
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ISSUER: KRAFT FOODS INC.
TICKER: KFT CUSIP: 50075N104
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: AJAYPAL S. BANGA ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MYRA M. HART ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: LOIS D. JULIBER ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: MARK D. KETCHUM ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: RICHARD A. ISSUER YES FOR ; FOR
LERNER, M.D.
PROPOSAL #1F: ELECTION OF DIRECTOR: MACKEY J. MCDONALD ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: JOHN C. POPE ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: FREDRIC G. ISSUER YES FOR ; FOR
REYNOLDS
PROPOSAL #1I: ELECTION OF DIRECTOR: IRENE B. ROSENFELD ISSUER YES FOR F OR
PROPOSAL #1J: ELECTION OF DIRECTOR: J.F. VAN BOXMEER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: DEBORAH C. WRIGHT ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: FRANK G. ZARB ISSUER YES FOR FOR
PROPOSAL #2: RATIFICATION OF THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2010.
PROPOSAL #3: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SHAREHOLDER ACTION BY WRITTEN CONSENT.
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ISSUER: LENNAR CORPORATION
TICKER: LEN CUSIP: 526057104
MEETING DATE: 4/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: IRVING BOLOTIN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STEVEN L. GERARD ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: SHERRILL W. HUDSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. KIRK LANDON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SIDNEY LAPIDUS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STUART A. MILLER ISSUER �� YES FOR &# 160; FOR
ELECTION OF DIRECTOR: DONNA E. SHALALA ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JEFFREY SONNENFELD ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING THE SHAREHOLDER YES ABSTAIN AGAINST
COMPANY'S BUILDING PRACTICES.
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ISSUER: LOWE'S COMPANIES, INC.
TICKER: LOW CUSIP: 548661107
MEETING DATE: 5/28/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DAVID W. BERNAUER ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: LEONARD L. BERRY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: DAWN E. HUDSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT A. NIBLOCK ISSUER YES FOR & #160; FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: TO APPROVE AN AMENDMENT TO LOWE'S ISSUER YES FOR FOR
BYLAWS DECREASING THE PERCENTAGE OF SHARES REQUIRED
TO CALL A SPECIAL MEETING OF SHAREHOLDERS.
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON POLITICAL SPENDING.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SEPARATING THE ROLES OF CHAIRMAN AND CEO.
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ISSUER: M.D.C. HOLDINGS, INC.
TICKER: MDC CUSIP: 552676108
MEETING DATE: 4/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: MICHAEL A. BERMAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: HERBERT T. BUCHWALD ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: LARRY A. MIZEL ISSUER YES FOR FOR
PROPOSAL #02: TO VOTE ON A SHAREOWNER PROPOSAL SHAREHOLDER YES AGAINST FOR
REGARDING THE CHAIRMAN AND CEO POSITIONS.
PROPOSAL #03: TO APPROVE THE SELECTION OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE 2010 FISCAL YEAR.
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ISSUER: MASCO CORPORATION
TICKER: MAS CUSIP: 574599106
MEETING DATE: 5/11/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DENNIS W. ARCHER ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ANTHONY F. ISSUER YES FOR ; FOR
EARLEY, JR.
PROPOSAL #1C: ELECTION OF DIRECTOR: LISA A. PAYNE ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS
FOR MASCO FOR 2010.
PROPOSAL #03: PROPOSAL TO AMEND THE 2005 LONG TERM ISSUER YES FOR FOR
STOCK INCENTIVE PLAN.
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ISSUER: MASSEY ENERGY COMPANY
TICKER: MEE CUSIP: 576206106
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RICHARD M. GABRYS ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: DAN R. MOORE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: BAXTER F. PHILLIPS, JR. ISSUER YES FOR & #160; FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2010.
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING A WATER SHAREHOLDER YES AGAINST FOR
MANAGEMENT REPORT.
PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES ABSTAIN AGAINST
GREENHOUSE GAS EMISSIONS REDUCTION.
PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING MAJORITY SHAREHOLDER YES AGAINST FOR
VOTING.
PROPOSAL #06: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES FOR AGAINST
DECLASSIFICATION OF THE BOARD OF DIRECTORS.
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ISSUER: MERCK & CO., INC.
TICKER: MRK CUSIP: 589331107
MEETING DATE: 8/7/2009 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: PROPOSAL TO APPROVE THE AGREEMENT AND ISSUER YES FOR FOR
PLAN OF MERGER, DATED AS OF MARCH 8, 2009, BY AND
AMONG MERCK & CO., INC., SCHERING-PLOUGH CORPORATION,
SP MERGER SUBSIDIARY ONE, INC. (FORMERLY BLUE, INC.)
AND SP MERGER SUBSIDIARY TWO, INC. (FORMERLY PURPLE,
INC.), AS IT MAY BE AMENDED.
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ISSUER: METHANEX CORPORATION
TICKER: MEOH CUSIP: 59151K108
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: BRUCE AITKEN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: HOWARD BALLOCH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PIERRE CHOQUETTE ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: PHILLIP COOK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS HAMILTON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ROBERT KOSTELNIK ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: DOUGLAS MAHAFFY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: A. TERENCE POOLE ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JOHN REID ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JANICE RENNIE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: MONICA SLOAN ISSUER YES FOR FOR
PROPOSAL #02: TO-REAPPOINT KPMG LLP, CHARTERED ISSUER YES FOR ; FOR
ACCOUNTANTS, AS AUDITORS OF THE COMPANY FOR THE
ENSUING YEAR AND AUTHORIZE THE BOARD OF DIRECTORS TO
FIX THE REMUNERATION OF THE AUDITORS.
PROPOSAL #03: AN ORDINARY RESOLUTION TO RATIFY, ISSUER YES FOR FOR
CONFIRM AND APPROVE CERTAIN AMENDMENTS TO THE
COMPANY'S STOCK OPTION PLAN, THE FULL TEXT OF WHICH
RESOLUTION IS SET OUT IN SCHEDULE A TO THE
INFORMATION CIRCULAR ACCOMPANYING THIS VOTING
PROPOSAL #04: THE SHAREHOLDER PROPOSAL DESCRIBED IN SHAREHOLDER YES AGAINST FOR
SCHEDULE B TO THE INFORMATION CIRCULAR ACCOMPANYING
THIS VOTING INSTRUCTION FORM.
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ISSUER: MITSUI & CO.,LTD.
TICKER: N/A CUSIP: J44690139
MEETING DATE: 6/23/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
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 #2.13: Appoint a Director ISSUER YES FOR FOR
PROPOSAL #3.: Appoint a Corporate Auditor ISSUER YES FOR ; FOR
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ISSUER: MONSTER WORLDWIDE, INC.
TICKER: MWW CUSIP: 611742107
MEETING DATE: 6/8/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: SALVATORE IANNUZZI ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ROBERT J. CHRENC ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: JOHN GAULDING ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: EDMUND P. ISSUER YES FOR FOR
GIAMBASTIANI, JR.
PROPOSAL #1E: ELECTION OF DIRECTOR: CYNTHIA P. MCCAGUE ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JEFFREY F. RAYPORT ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: ROBERTO TUNIOLI ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: TIMOTHY T. YATES ISSUER YES FOR FOR
PROPOSAL #02: 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, 2010
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ISSUER: NEWFIELD EXPLORATION COMPANY
TICKER: NFX CUSIP: 651290108
MEETING DATE: 5/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: LEE K. BOOTHBY ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: PHILIP J. ISSUER YES FOR FOR
BURGUIERES
PROPOSAL #1C: ELECTION OF DIRECTOR: PAMELA J. GARDNER ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JOHN RANDOLPH ISSUER YES FOR FOR
KEMP III
PROPOSAL #1E: ELECTION OF DIRECTOR: J. MICHAEL LACEY ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: JOSEPH H. ISSUER YES FOR FOR
NETHERLAND
PROPOSAL #1G: ELECTION OF DIRECTOR: HOWARD H. NEWMAN ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: THOMAS G. RICKS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: JUANITA F. ROMANS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: C.E. (CHUCK) ISSUER YES FOR FOR
SHULTZ
PROPOSAL #1K: ELECTION OF DIRECTOR: J. TERRY STRANGE ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO APPROVE THE NEWFIELD ISSUER YES FOR ; FOR
EXPLORATION COMPANY 2010 EMPLOYEE STOCK PURCHASE PLAN.
PROPOSAL #03: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP, INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM, AS INDEPENDENT AUDITORS FOR
THE YEAR ENDING DECEMBER 31, 2010.
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ISSUER: NIPPON YUSEN KABUSHIKI KAISHA
TICKER: N/A CUSIP: J56515133
MEETING DATE: 6/23/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approve Appropriation of Retained ISSUER YES FOR FOR
Earnings
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 #2.13: Appoint a Director ISSUER YES FOR FOR
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ISSUER: NOBLE ENERGY, INC.
TICKER: NBL CUSIP: 655044105
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JEFFREY L. ISSUER YES FOR FOR
BERENSON
PROPOSAL #1B: ELECTION OF DIRECTOR: MICHAEL A. CAWLEY ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: EDWARD F. COX ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: CHARLES D. ISSUER YES FOR ; FOR
DAVIDSON
PROPOSAL #1E: ELECTION OF DIRECTOR: THOMAS J. EDELMAN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: ERIC P. GRUBMAN ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: KIRBY L. HEDRICK ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: SCOTT D. URBAN ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: WILLIAM T. VAN ISSUER YES FOR FOR
KLEEF
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF KPMG LLP ISSUER YES FOR FOR
AS THE COMPANY'S INDEPENDENT AUDITOR.
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ISSUER: NOVAVAX, INC.
TICKER: NVAX CUSIP: 670002104
MEETING DATE: 6/17/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: STANLEY C. ERCK ISSUER YES WITHHOLD ; AGAINST
ELECTION OF DIRECTOR: MICHAEL A. MCMANUS, JR. ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: JAMES F. YOUNG, PH.D. ISSUER YES FOR 60; FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF GRANT ISSUER YES FOR FOR
THORNTON LLP, AN INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM, AS THE INDEPENDENT AUDITOR OF THE
COMPANY FOR THE YEAR ENDING DECEMBER 31, 2010.
PROPOSAL #03: TO TRANSACT SUCH OTHER BUSINESS AS MAY ISSUER YES AGAINST AGAINST
PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT
THEREOF.
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ISSUER: NV ENERGY, INC.
TICKER: NVE CUSIP: 67073Y106
MEETING DATE: 5/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: BRIAN J. KENNEDY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JOHN F. O'REILLY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MICHAEL W. YACKIRA ISSUER YES FOR FOR
PROPOSAL #02: TO AMEND THE COMPANY'S RESTATED ISSUER YES FOR FOR
EMPLOYEE STOCK PURCHASE PLAN, INCREASING THE NUMBER
OF SHARES AVAILABLE FOR ISSUANCE THEREUNDER.
PROPOSAL #03: TO RATIFY THE SELECTION OF INDEPENDENT ISSUER YES FOR FOR
REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #04: TO CONSIDER A STOCKHOLDER PROPOSAL SHAREHOLDER YES FOR AG AINST
RELATED TO SIMPLE MAJORITY VOTING REQUIREMENTS.
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ISSUER: OWENS CORNING
TICKER: OC CUSIP: 690742101
MEETING DATE: 12/3/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: NORMAN P. BLAKE, JR. ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: LANDON HILLIARD ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JAMES J. MCMONAGLE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W. HOWARD MORRIS ISSUER YES FOR &# 160; FOR
PROPOSAL #02: RATIFICATION OF THE SELECTION OF ISSUER YES FOR ; FOR
PRICEWATERHOUSECOOPERS LLP AS OWENS CORNING'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: OWENS CORNING
TICKER: OC CUSIP: 690742101
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RALPH F. HAKE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: F. PHILIP HANDY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: MICHAEL H. THAMAN ISSUER YES FOR & #160; FOR
PROPOSAL #02: APPROVAL OF THE OWENS CORNING 2010 ISSUER YES FOR FOR
STOCK PLAN
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ISSUER: OWENS-ILLINOIS, INC.
TICKER: OI CUSIP: 690768403
MEETING DATE: 5/6/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JAY L. GELDMACHER ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ALBERT P.L. STROUCKEN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: DENNIS K. WILLIAMS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: THOMAS L. YOUNG ISSUER YES FOR 60; FOR
PROPOSAL #02: RATIFY THE SELECTION OF ERNST & YOUNG ISSUER YES FOR FOR
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2010.
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ISSUER: PACCAR INC
TICKER: PCAR CUSIP: 693718108
MEETING DATE: 4/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ALISON J. CARNWATH ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ROBERT T. PARRY ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JOHN M. PIGOTT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GREGORY M.E. SPIERKEL ISSUER YES FOR 60; FOR
PROPOSAL #02: STOCKHOLDER PROPOSAL REGARDING THE SHAREHOLDER YES FOR A GAINST
SUPERMAJORITY VOTE PROVISIONS
PROPOSAL #03: STOCKHOLDER PROPOSAL REGARDING A SHAREHOLDER YES FOR AGAINST
DIRECTOR VOTE THRESHOLD
PROPOSAL #04: STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
COMPOSITION OF THE COMPENSATION COMMITTEE
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ISSUER: PEABODY ENERGY CORPORATION
TICKER: BTU CUSIP: 704549104
MEETING DATE: 5/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: GREGORY H. BOYCE ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: WILLIAM A. COLEY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WILLIAM E. JAMES ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: ROBERT B. KARN III ISSUER YES FOR FOR
ELECTION OF DIRECTOR: M. FRANCES KEETH ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: HENRY E. LENTZ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT A. MALONE ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WILLIAM C. RUSNACK ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN F. TURNER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ALAN H. WASHKOWITZ ISSUER YES FOR FOR
PROPOSAL #2: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR &# 160; FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
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ISSUER: PENTAIR, INC.
TICKER: PNR CUSIP: 709631105
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: GLYNIS A. BRYAN ISSUER YES FOR FOR
PROPOSAL #02: ELECTION OF DIRECTOR: T. MICHAEL GLENN ISSUER YES FOR FOR
PROPOSAL #03: ELECTION OF DIRECTOR: DAVID H.Y. HO ISSUER YES FOR FOR
PROPOSAL #04: ELECTION OF DIRECTOR: WILLIAM T. MONAHAN ISSUER YES FOR FOR
PROPOSAL #05: TO AMEND THE PENTAIR, INC. 2008 OMNIBUS ISSUER YES FOR FOR
STOCK INCENTIVE PLAN TO INCREASE THE NUMBER OF
SHARES AVAILABLE FOR GRANT.
PROPOSAL #06: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2010.
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ISSUER: PFIZER INC.
TICKER: PFE CUSIP: 717081103
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: DENNIS A. AUSIELLO ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: MICHAEL S. BROWN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: M. ANTHONY BURNS ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ROBERT N. BURT ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: W. DON CORNWELL ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: FRANCES D. ISSUER YES FOR ; FOR
FERGUSSON
PROPOSAL #1G: ELECTION OF DIRECTOR: WILLIAM H. GRAY ISSUER YES FOR FOR
III
PROPOSAL #1H: ELECTION OF DIRECTOR: CONSTANCE J. ISSUER YES FOR FOR
HORNER
PROPOSAL #1I: ELECTION OF DIRECTOR: JAMES M. KILTS ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JEFFREY B. KINDLER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: GEORGE A. LORCH ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JOHN P. MASCOTTE ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: SUZANNE NORA ISSUER YES FOR FOR
JOHNSON
PROPOSAL #1N: ELECTION OF DIRECTOR: STEPHEN W. SANGER ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: WILLIAM C. ISSUER YES FOR ; FOR
STEERE, JR.
PROPOSAL #02: PROPOSAL TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2010.
PROPOSAL #03: ADVISORY VOTE ON EXECUTIVE COMPENSATION. ISSUER YES FOR FOR
PROPOSAL #04: APPROVAL OF BY-LAW AMENDMENT TO REDUCE ISSUER YES FOR FOR
THE PERCENTAGE OF SHARES REQUIRED FOR SHAREHOLDERS TO
CALL SPECIAL MEETINGS.
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING STOCK SHAREHOLDER YES AGAINST FOR
OPTIONS.
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ISSUER: PLATINUM UNDERWRITERS HOLDINGS, LTD.
TICKER: PTP CUSIP: G7127P100
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: H. FURLONG BALDWIN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: DAN R. CARMICHAEL ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: A. JOHN HASS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANTONY P.D. LANCASTER ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: EDMUND R. MEGNA ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: MICHAEL D. PRICE ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: PETER T. PRUITT ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JAMES P. SLATTERY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: CHRISTOPHER J. STEFFEN ISSUER YES FOR &# 160; FOR
PROPOSAL #2A: AMENDMENTS TO THE BYE-LAWS REGARDING ISSUER YES FOR FOR
ENHANCED RESTRICTIONS TO MITIGATE THE RISK OF
ATTRIBUTION OF INCOME TO U.S. SHAREHOLDERS.
PROPOSAL #2B: TO APPROVE AMENDMENTS TO THE COMPANY'S ISSUER YES FOR FOR
BYE-LAWS REGARDING DIRECTOR AND OFFICER LIABILITY.
PROPOSAL #2C: TO APPROVE AMENDMENTS TO THE COMPANY'S ISSUER YES FOR FOR
BYE-LAWS REGARDING THE JURISDICTIONS IN WHICH CERTAIN
CORPORATE ACTIONS MAY BE TAKEN.
PROPOSAL #2D: TO APPROVE AMENDMENTS TO THE COMPANY'S ISSUER YES FOR FOR
BYE-LAWS REQUIRING THAT DIRECTORS TAKE CERTAIN
ACTIONS BY A MAJORITY.
PROPOSAL #2E: AMENDMENTS TO BYE-LAWS ALLOWING A ISSUER YES FOR FOR
PERSON ENTITLED TO MORE THAN ONE VOTE AT A GENERAL
MEETING TO CAST VOTES IN DIFFERENT WAYS.
PROPOSAL #2F: AMENDMENTS TO THE BYE-LAWS CLARIFYING ISSUER YES FOR FOR
CERTAIN POINTS REGARDING THE BOARD'S RIGHTS TO REFUSE
TO REGISTER A TRANSFER OF SHARES.
PROPOSAL #2G: AMENDMENTS TO BYE-LAWS TO PROVIDE THAT ISSUER YES FOR FOR
BOARD SHALL CONSIST OF NOT LESS THAN TWO DIRECTORS OR
SUCH NUMBER IN EXCESS THEREOF.
PROPOSAL #2H: TO APPROVE OTHER CHANGES TO THE ISSUER YES FOR & #160; FOR
COMPANY'S BYE-LAWS.
PROPOSAL #03: TO APPROVE THE COMPANY'S 2010 SHARE ISSUER YES FOR FOR
INCENTIVE PLAN.
PROPOSAL #04: TO RE-APPROVE THE MATERIAL TERMS OF THE ISSUER YES FOR FOR
PERFORMANCE GOALS UNDER THE COMPANY'S SECTION 162(M)
PERFORMANCE INCENTIVE PLAN SO THAT COMPENSATION
PAYABLE THEREUNDER TO CERTAIN EXECUTIVE OFFICERS IS
TAX DEDUCTIBLE UNDER SECTION 162(M) OF INTERNAL
REVENUE CODE.
PROPOSAL #05: TO APPROVE THE NOMINATION OF KPMG, A ISSUER YES FOR FOR
BERMUDA PARTNERSHIP, AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2010 FISCAL
YEAR.
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ISSUER: POTASH CORPORATION OF SASKATCHEWAN INC.
TICKER: POT CUSIP: 73755L107
MEETING DATE: 5/6/2010 0; 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 &# 160; FOR
ELECTION OF DIRECTOR: E. R. STROMBERG ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: E. VIYELLA DE PALIZA ISSUER YES FOR 0; 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 ADVISORY RESOLUTION (ATTACHED AS ISSUER YES FOR FOR
APPENDIX D TO THE ACCOMPANYING MANAGEMENT PROXY
CIRCULAR) ACCEPTING THE CORPORATION'S APPROACH TO
EXECUTIVE COMPENSATION DISCLOSED IN THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR.
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ISSUER: PRINCIPAL FINANCIAL GROUP, INC.
TICKER: PFG CUSIP: 74251V102
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: MICHAEL T. DAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: C. DANIEL GELATT ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: SANDRA L. HELTON ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: LARRY D. ZIMPLEMAN ISSUER YES FOR FOR
PROPOSAL #02: APPROVE 2010 STOCK INCENTIVE PLAN ISSUER YES FOR ; FOR
PROPOSAL #03: RATIFICATION OF INDEPENDENT AUDITORS ISSUER YES FOR FOR
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ISSUER: PULTE HOMES, INC.
TICKER: PHM CUSIP: 745867101
MEETING DATE: 5/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: THOMAS M. SCHOEWE* ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: TIMOTHY R. ELLER** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.W. MURCHISON III** ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: R.J. DUGAS, JR.*** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID N. MCCAMMON*** ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: JAMES J. POSTL*** ISSUER YES FOR & #160; FOR
PROPOSAL #02: THE APPROVAL OF AN AMENDMENT TO OUR ISSUER YES FOR FOR
RESTATED ARTICLES OF INCORPORATION TO DECLASSIFY OUR
BOARD OF DIRECTORS.
PROPOSAL #03: THE APPROVAL OF OUR AMENDED AND ISSUER YES FOR & #160; FOR
RESTATED SECTION 382 RIGHTS AGREEMENT.
PROPOSAL #04: THE RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
PROPOSAL #05: A SHAREHOLDER PROPOSAL REQUESTING THE SHAREHOLDER YES AGAINST FOR
ELECTION OF DIRECTORS BY A MAJORITY, RATHER THAN
PLURALITY, VOTE.
PROPOSAL #06: A SHAREHOLDER PROPOSAL REQUESTING AN SHAREHOLDER YES AGAINST FOR
AMENDMENT TO THE COMPANY'S BYLAWS TO REQUIRE THAT THE
CHAIRMAN OF THE BOARD OF DIRECTORS BE AN INDEPENDENT
DIRECTOR, IF PROPERLY PRESENTED AT THE MEETING.
PROPOSAL #07: A SHAREHOLDER PROPOSAL REGARDING THE SHAREHOLDER YES AGAINST FOR
USE OF PERFORMANCE-BASED OPTIONS, IF PROPERLY
PRESENTED AT THE MEETING.
PROPOSAL #08: A SHAREHOLDER PROPOSAL REQUESTING SHAREHOLDER YES AGAINST FOR
ANNUAL ADVISORY VOTES ON EXECUTIVE COMPENSATION, IF
PROPERLY PRESENTED AT THE MEETING.
PROPOSAL #09: SHAREHOLDER PROPOSAL - SENIOR SHAREHOLDER YES AGAINST FOR
EXECUTIVES TO RETAIN EQUITY-BASED COMPENSATION, SEE
PROXY STATEMENT FOR FURTHER DETAILS.
PROPOSAL #10: A SHAREHOLDER PROPOSAL REQUESTING AN SHAREHOLDER YES AGAINST FOR
AMENDMENT TO THE COMPANY'S BYLAWS TO REQUIRE THE
COMPANY TO REIMBURSE SHAREHOLDERS FOR REASONABLE
EXPENSES INCURRED IN CONNECTION WITH THE NOMINATION
OF CANDIDATES IN CONTESTED ELECTIONS OF DIRECTORS, IF
PROPERLY PRESENTED AT THE MEETING.
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ISSUER: QUALCOMM, INCORPORATED
TICKER: QCOM CUSIP: 747525103
MEETING DATE: 3/2/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: BARBARA T. ALEXANDER ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: STEPHEN M. BENNETT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DONALD G. CRUICKSHANK ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: RAYMOND V. DITTAMORE ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: THOMAS W. HORTON ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: IRWIN MARK JACOBS ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: PAUL E. JACOBS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ROBERT E. KAHN ISSUER YES FOR FOR
ELECTION OF DIRECTOR: SHERRY LANSING ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DUANE A. NELLES ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: BRENT SCOWCROFT ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: MARC I. STERN ISSUER YES FOR FOR
PROPOSAL #02: TO APPROVE AN AMENDMENT TO THE 2006 ISSUER YES FOR FOR
LONG-TERM INCENTIVE PLAN TO INCREASE THE SHARE
RESERVE BY 13,000,000 SHARES.
PROPOSAL #03: TO RATIFY THE SELECTION OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT PUBLIC
ACCOUNTANTS FOR OUR FISCAL YEAR ENDING SEPTEMBER 26,
2010.
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ISSUER: REINSURANCE GROUP OF AMERICA, INC.
TICKER: RGA CUSIP: 759351604
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: WILLIAM J. BARTLETT* ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: ALAN C. HENDERSON* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: RACHEL LOMAX* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: FRED J. SIEVERT** ISSUER YES FOR & #160; FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF DELOITTE & ISSUER YES FOR FOR
TOUCHE LLP AS THE COMPANY'S INDEPENDENT AUDITOR FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2010.
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ISSUER: REXAM PLC
TICKER: N/A CUSIP: G1274K113
MEETING DATE: 5/6/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Receive and adopt the Annual Report for ISSUER YES FOR FOR
the YE 31 DEC 2009
PROPOSAL #2: Approve the Remuneration Report ISSUER YES FOR 60; FOR
PROPOSAL #3: Declare the 2009 final dividend on the ISSUER YES FOR FOR
ordinary shares
PROPOSAL #4: Re-elect Peter Ellwood as a Director ISSUER YES FOR FOR
PROPOSAL #5: Re-elect Graham Chipchase as a Director ISSUER YES FOR FOR
PROPOSAL #6: Re-elect David Robbie as a Director ISSUER YES AGAINST AGAINST
PROPOSAL #7: Re-elect Carl Symon as a Director ISSUER YES FOR FOR
PROPOSAL #8: Re-elect Noreen Doyle as a Director ISSUER YES FOR FOR
PROPOSAL #9: Re-elect John Langston as a Director ISSUER YES FOR FOR
PROPOSAL #10: Re-elect Wolfgang Meusburger as Director ISSUER YES FOR FOR
PROPOSAL #11: Re-elect Jean-Pierre Rodier as a ISSUER YES FOR ; FOR
Director
PROPOSAL #12: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as Auditors and authorize the Directors to determine
PwCs remuneration
PROPOSAL #13: Authorize the Directors to allot shares ISSUER YES FOR FOR
PROPOSAL #S.14: Authorize the Directors to allot ISSUER YES FOR FOR
equity securities for cash
PROPOSAL #S.15: Authorize the Company to make market ISSUER YES FOR FOR
purchases of its own ordinary shares
PROPOSAL #S.16: Grant authority to call a general ISSUER YES FOR FOR
meeting on not less than 14 clear days notice
PROPOSAL #S.17: Adopt the new Articles of Association ISSUER YES FOR FOR
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ISSUER: SBM OFFSHORE NV
TICKER: N/A CUSIP: N7752F148
MEETING DATE: 4/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Opening ISSUER NO ; N/A N/A
PROPOSAL #2: Receive the report of the Management ISSUER NO N/A N/A
Board for the FY 2009
PROPOSAL #3: Receive the report of the Supervisory ISSUER NO N/A N/A
Board and of its sub-committees for the FY 2009
PROPOSAL #4.1: Adopt the annual accounts ISSUER NO N/A &# 160; N/A
PROPOSAL #4.2: Approve that in accordance with the ISSUER NO N/A N/A
dividend policy of the Company, a total dividend of
USD 0.67 (2008: USD 0.93) per ordinary share is
proposed out of the net result of the Company's
continuing operations, realized in the period 01 JAN
2009 through 31 DEC 2009, the pay out amounts to 50%
(2008: 60%, exceptionally payable 50% in cash and 50%
in stock), the ex-dividend date will be 16 APR 2010,
the record date will be CONTD.
PROPOSAL #5.1: Summary of the Corporate Governance ISSUER NO N/A N/A
policy
PROPOSAL #5.2: Approve to install a new Technical ISSUER NO N/A N/A
Committee to enable the Supervisory Board to have a
better understanding of the Company's exposure to
technical risks and to facilitate its supervisory
duties of technical and project management matters,
the Technical Committee will consist of 2 Members of
the Supervisory Board, Mr. T. Ehret (Chairman) and
Mr. R. Van Gelder, it is proposed to award the CONTD.
PROPOSAL #6.1: Grant discharge to the Managing ISSUER NO N/A & #160; N/A
Directors for their management during 2009
PROPOSAL #6.2: Grant discharge to the Supervisory ISSUER NO N/A N/A
Directors for their supervision during 2009
PROPOSAL #7: Appointment of KPMG Accountants N.V. as ISSUER NO N/A N/A
the External Auditor of the Company
PROPOSAL #8.1: Authorize the Management Board, in ISSUER NO N/A N/A
accordance with Article 4 of the Company's Articles
of Association, subject to the approval of the
Supervisory Board, to issue ordinary shares and to
grant rights to subscribe for ordinary shares, the
authorization will be limited to 10% of the issued
ordinary shares as at the time of this authorization,
which percentage will be increased to 20% in case of
mergers and acquisitions, and to allow to react in a
timely way with regard to the financing of the
Company; Authority expires after 18 months ; in
accordance with the current Corporate Governance
practice, starting after approval of the proposed
resolution
PROPOSAL #8.2: Approve to designate, in accordance ISSUER NO N/A N/A
with Article 6 of the Company's Articles of
Association, the Management Board as the Corporate
Body authorized, subject to the approval of the
Supervisory Board, to restrict or to exclude pre-
emption rights in connection with the issue of/grant
of rights to subscribe for ordinary shares in
accordance with Article 96, Book 2 of the Dutch Civil
Code, as it is the case for the proposal referred to
under resolution 8.1, the designation is limited to
a period of 18 months, in order for this proposal to
be approved, a majority of at least 2/3 is required
if less than 50% of the issued share capital is
represented at the meeting, if half or more of the
issued share capital is represented, a simple
majority is sufficient
PROPOSAL #9: Authorize the Management Board, in ISSUER NO N/A N/A
accordance with Article 7 of the Company's Articles
of Association, subject to the approval of the
Supervisory Board, and without prejudice to the
provisions of Article 98, Book 2 of the Dutch Civil
Code, to acquire ordinary shares representing a
maximum of 10% of the Company's issued share capital,
with regard to the ordinary shares, the mandate is
requested to acquire ordinary shares at a CONTD.
PROPOSAL #10.1: The end-of-term resignation of Mr. ISSUER NO N/A N/A
L.J.A.M. Ligthart as the Vice-Chairman and the Member
of the Supervisory Board
PROPOSAL #10.2: Appointment, in accordance with ISSUER NO N/A N/A
Article 23 of the Articles of Association of the
Company, of Mr. F.J.G.M. Cremers as a Member of the
Supervisory Board for a period of 4 years, expiring
at the AGM of Shareholders of 2014; if the general
meeting appoints Mr. F.J.G.M. Cremers as a member of
the Supervisory Board, Mr. F.J.G.M. Cremers will also
be appointed by the Supervisory Board as chairman of
the Audit Committee
PROPOSAL #11: Communications and questions ISSUER NO N/A N/A
PROPOSAL #12: Closing ISSUER NO 60; N/A N/A
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ISSUER: ST. JUDE MEDICAL, INC.
TICKER: STJ CUSIP: 790849103
MEETING DATE: 5/7/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: STUART M. ESSIG ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: BARBARA B. HILL ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: MICHAEL A. ROCCA ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010.
PROPOSAL #03: TO CONSIDER AND ACT UPON A SHAREHOLDER SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL REGARDING SUSTAINABILITY REPORTING.
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ISSUER: STEELCASE INC.
TICKER: SCS CUSIP: 858155203
MEETING DATE: 6/24/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: CONNIE K. DUCKWORTH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JAMES P. HACKETT ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: DAVID W. JOOS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: P. CRAIG WELCH, JR. ISSUER YES FOR ; FOR
PROPOSAL #02: APPROVAL OF THE STEELCASE INC. ISSUER YES FOR & #160; FOR
INCENTIVE COMPENSATION PLAN.
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ISSUER: SUNPOWER CORPORATION
TICKER: SPWRB CUSIP: 867652307
MEETING DATE: 5/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: W. STEVE ALBRECHT ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: BETSY S. ATKINS ISSUER YES FOR 60; FOR
PROPOSAL #2: 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 2010.
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ISSUER: TARGET CORPORATION
TICKER: TGT CUSIP: 87612E106
MEETING DATE: 6/9/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: CALVIN DARDEN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: ANNE M. MULCAHY ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: STEPHEN W. SANGER ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: GREGG W. ISSUER YES FOR & #160; FOR
STEINHAFEL
PROPOSAL #02: COMPANY PROPOSAL TO RATIFY THE ISSUER YES AGAINST AGAINST
APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS
PROPOSAL #03: COMPANY PROPOSAL TO AMEND THE RESTATED ISSUER YES FOR FOR
ARTICLES OF INCORPORATION RELATING TO BOARD, SEE
PROXY STATEMENT FOR FURTHER DETAILS.
PROPOSAL #04: COMPANY PROPOSAL TO AMEND THE RESTATED ISSUER YES FOR FOR
ARTICLES OF INCORPORATION TO ELIMINATE A
SUPERMAJORITY VOTE REQUIREMENT FOR CERTAIN BUSINESS
PROPOSAL #05: COMPANY PROPOSAL TO AMEND AND RESTATE ISSUER YES FOR FOR
THE RESTATED ARTICLES TO REFLECT THE CHANGES PROPOSED
AS ITEMS 3 AND 4, IF APPROVED, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT
PROPOSAL #06: SHAREHOLDER PROPOSAL REGARDING ANNUAL SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE COMPENSATION
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ISSUER: TD AMERITRADE HOLDING CORPORATION
TICKER: AMTD CUSIP: 87236Y108
MEETING DATE: 2/25/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: MARSHALL A. COHEN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WILLIAM H. HATANAKA ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: J. PETER RICKETTS ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ALLAN R. TESSLER ISSUER YES FOR &# 160; FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING SEPTEMBER
30, 2010.
PROPOSAL #03: APPROVAL OF THE AMENDMENT AND ISSUER YES AGAINST AGAINST
RESTATEMENT OF THE COMPANY'S LONG-TERM INCENTIVE PLAN.
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ISSUER: TECK RESOURCES LIMITED
TICKER: TCK CUSIP: 878742204
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: M.M. ASHAR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.B. AUNE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.H. BENNETT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H.J. BOLTON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: F.P. CHEE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.L. COCKWELL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: N.B. KEEVIL ISSUER YES FOR FOR
ELECTION OF DIRECTOR: N.B. KEEVIL III ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: T. KURIYAMA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: D.R. LINDSAY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: T. MOCHIHARA ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.G. RENNIE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.S.R. SEYFFERT ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: C.M. THOMPSON ISSUER YES FOR FOR
PROPOSAL #02: TO APPOINT PRICEWATERHOUSECOOPERS LLP ISSUER YES FOR FOR
AS AUDITORS AND TO AUTHORIZE THE DIRECTORS TO FIX THE
AUDITOR'S REMUNERATION.
PROPOSAL #03: TO APPROVE THE ADOPTION OF THE 2010 ISSUER YES FOR FOR
STOCK OPTION PLAN OF THE CORPORATION.
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ISSUER: TEREX CORPORATION
TICKER: TEX CUSIP: 880779103
MEETING DATE: 5/13/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RONALD M. DEFEO ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: G. CHRIS ANDERSEN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: PAULA H.J. CHOLMONDELEY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: DON DEFOSSET ISSUER YES FOR FOR
ELECTION OF DIRECTOR: WILLIAM H. FIKE ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: THOMAS J. HANSEN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: DAVID A. SACHS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: OREN G. SHAFFER ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: DAVID C. WANG ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE SELECTION OF ISSUER YES FOR ; FOR
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR
2010.
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ISSUER: THE BLACK & DECKER CORPORATION
TICKER: N/A CUSIP: 091797100
MEETING DATE: 3/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE MERGER (INCLUDING THE ISSUER YES FOR FOR
AMENDMENT AND RESTATEMENT OF THE CHARTER OF THE BLACK
& DECKER CORPORATION (BLACK & DECKER) TO BE EFFECTED
AS PART OF THE MERGER) ON SUBSTANTIALLY THE TERMS
AND CONDITIONS SET FORTH IN AGREEMENT & PLAN OF
MERGER, DATED AS OF NOVEMBER 2, 2009, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
PROPOSAL #02: APPROVAL OF AN ADJOURNMENT OF THE BLACK ISSUER YES FOR FOR
& DECKER SPECIAL MEETING, IF NECESSARY, INCLUDING TO
SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT
SUFFICIENT VOTES FOR THE PROPOSAL TO APPROVE THE
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ISSUER: THE BOEING COMPANY
TICKER: BA CUSIP: 097023105
MEETING DATE: 4/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN H. BIGGS ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN E. BRYSON ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: DAVID L. CALHOUN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ARTHUR D. ISSUER YES FOR FOR
COLLINS, JR.
PROPOSAL #1E: ELECTION OF DIRECTOR: LINDA Z. COOK ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: WILLIAM M. DALEY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: KENNETH M. ISSUER YES FOR ; FOR
DUBERSTEIN
PROPOSAL #1H: ELECTION OF DIRECTOR: EDMUND P. ISSUER YES FOR & #160; FOR
GIAMBASTIANI, JR.
PROPOSAL #1I: ELECTION OF DIRECTOR: JOHN F. MCDONNELL ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: W. JAMES ISSUER YES FOR & #160; FOR
MCNERNEY, JR.
PROPOSAL #1K: ELECTION OF DIRECTOR: SUSAN C. SCHWAB ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITOR.
PROPOSAL #03: ETHICAL CRITERIA FOR MILITARY CONTRACTS. SHAREHOLDER YES ABSTAIN AGAINST
PROPOSAL #04: ADVISORY VOTE ON NAMED EXECUTIVE SHAREHOLDER YES AGAINST FOR
OFFICER COMPENSATION.
PROPOSAL #05: CHANGE OWNERSHIP THRESHOLD TO CALL SHAREHOLDER YES AGAINST FOR
SPECIAL MEETINGS.
PROPOSAL #06: INDEPENDENT CHAIRMAN. SHAREHOLDER YES AGAINST 60; FOR
PROPOSAL #07: REPORT ON POLITICAL CONTRIBUTIONS. SHAREHOLDER YES ABSTAIN AGAINST
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ISSUER: THE DOW CHEMICAL COMPANY
TICKER: DOW CUSIP: 260543103
MEETING DATE: 5/13/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ARNOLD A. ALLEMANG ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JACQUELINE K. ISSUER YES FOR FOR
BARTON
PROPOSAL #1C: ELECTION OF DIRECTOR: JAMES A. BELL ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: JEFF M. FETTIG ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: BARBARA H. ISSUER YES FOR ; FOR
FRANKLIN
PROPOSAL #1F: ELECTION OF DIRECTOR: JOHN B. HESS ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: ANDREW N. LIVERIS ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: PAUL POLMAN ISSUER YES FOR ; FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: DENNIS H. REILLEY ISSUER YES FOR FOR
PROPOSAL #1J: ELECTION OF DIRECTOR: JAMES M. RINGLER ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: RUTH G. SHAW ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: PAUL G. STERN ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF THE ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
PROPOSAL #03: AMENDMENT OF THE RESTATED CERTIFICATE ISSUER YES FOR FOR
OF INCORPORATION REGARDING SPECIAL STOCKHOLDER
PROPOSAL #04: STOCKHOLDER PROPOSAL ON ENVIRONMENTAL SHAREHOLDER YES ABSTAIN AGAINST
REMEDIATION IN THE MIDLAND AREA.
PROPOSAL #05: STOCKHOLDER PROPOSAL ON EXECUTIVE STOCK SHAREHOLDER YES AGAINST FOR
RETENTION.
PROPOSAL #06: STOCKHOLDER PROPOSAL ON EXECUTIVE SHAREHOLDER YES AGAINST FOR
COMPENSATION.
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ISSUER: THE FIRST AMERICAN CORPORATION
TICKER: FAF CUSIP: 318522307
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: HON. GEORGE L. ARGYROS ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: BRUCE S. BENNETT ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MATTHEW B. BOTEIN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: J. DAVID CHATHAM ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: GLENN C. CHRISTENSON ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: HON. WILLIAM G. DAVIS ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JAMES L. DOTI ISSUER YES FOR FOR
ELECTION OF DIRECTOR: LEWIS W. DOUGLAS, JR. ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: CHRISTOPHER V. GREETHAM ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: PARKER S. KENNEDY ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: THOMAS C. O'BRIEN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: FRANK E. O'BRYAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JOHN W. PEACE ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: D. VAN SKILLING ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: HERBERT B. TASKER ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: VIRGINIA M. UEBERROTH ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: MARY LEE WIDENER ISSUER YES FOR &# 160; FOR
PROPOSAL #02: TO APPROVE THE REINCORPORATION OF THE ISSUER YES FOR FOR
COMPANY UNDER THE LAWS OF DELAWARE.
PROPOSAL #03: IF THE PROPOSAL TO APPROVE THE ISSUER YES FOR &# 160; FOR
REINCORPORATION OF THE COMPANY IS NOT APPROVED BY
SHAREHOLDERS AT THE ANNUAL MEETING, TO APPROVE
AMENDMENTS TO OUR COMPANY'S RESTATED ARTICLES OF
INCORPORATION AND BYLAWS DECREASING THE RANGE IN THE
NUMBER OF DIRECTORS THAT MAY SERVE ON THE BOARD FROM
A RANGE OF 10 TO 18 TO A RANGE OF 7 TO 13.
PROPOSAL #04: IF THE PROPOSAL TO APPROVE THE ISSUER YES FOR &# 160; FOR
REINCORPORATION OF THE COMPANY IS NOT APPROVED BY
SHAREHOLDERS AT THE ANNUAL MEETING, TO AMEND OUR
COMPANY'S RESTATED ARTICLES OF INCORPORATION TO
CHANGE THE NAME OF THE COMPANY TO CORELOGIC, INC.
PROPOSAL #05: TO RATIFY THE SELECTION OF ISSUER YES FOR ; FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2010.
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ISSUER: THE HARTFORD FINANCIAL SVCS GROUP, INC.
TICKER: HIG CUSIP: 416515104
MEETING DATE: 5/19/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: ROBERT B. ISSUER YES FOR & #160; FOR
ALLARDICE, III
PROPOSAL #1B: ELECTION OF DIRECTOR: TREVOR FETTER ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: PAUL G. KIRK, JR. ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: LIAM E. MCGEE ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GAIL J. MCGOVERN ISSUER YES FOR FOR
PROPOSAL #1F: ELECTION OF DIRECTOR: MICHAEL G. MORRIS ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: THOMAS A. RENYI ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: CHARLES B. STRAUSS ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: H. PATRICK SWYGERT ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITOR OF THE
COMPANY FOR THE 2010 FISCAL YEAR.
PROPOSAL #03: MANAGEMENT PROPOSAL TO APPROVE THE ISSUER YES FOR FOR
COMPANY'S 2010 INCENTIVE STOCK PLAN.
PROPOSAL #04: MANAGEMENT PROPOSAL TO APPROVE THE ISSUER YES FOR FOR
MATERIAL TERMS OF EXECUTIVE OFFICER PERFORMANCE GOALS
FOR ANNUAL INCENTIVE AWARDS.
PROPOSAL #05: SHAREHOLDER PROPOSAL RECOMMENDING THAT SHAREHOLDER YES AGAINST FOR
THE BOARD OF DIRECTORS AMEND THE BY-LAWS OF THE
COMPANY TO PROVIDE FOR REIMBURSEMENT OF A SHAREHOLDER
OR GROUP OF SHAREHOLDERS FOR EXPENSES INCURRED IN
CONNECTION WITH NOMINATING ONE OR MORE CANDIDATES WHO
ARE ELECTED BY SHAREHOLDERS IN A CONTESTED ELECTION
OF DIRECTORS.
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ISSUER: THE HOME DEPOT, INC.
TICKER: HD CUSIP: 437076102
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: F. DUANE ACKERMAN ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: DAVID H. ISSUER YES FOR & #160; FOR
BATCHELDER
PROPOSAL #1C: ELECTION OF DIRECTOR: FRANCIS S. BLAKE ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: ARI BOUSBIB ISSUER YES FOR ; FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: GREGORY D. ISSUER YES FOR ; FOR
BRENNEMAN
PROPOSAL #1F: ELECTION OF DIRECTOR: ALBERT P. CAREY ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: ARMANDO CODINA ISSUER YES FOR FOR
PROPOSAL #1H: ELECTION OF DIRECTOR: BONNIE G. HILL ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: KAREN L. KATEN ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
KPMG LLP
PROPOSAL #03: PROPOSAL TO APPROVE THE MATERIAL TERMS ISSUER YES FOR FOR
OF PERFORMANCE GOALS FOR QUALIFIED PERFORMANCE-BASED
AWARDS UNDER THE HOME DEPOT, INC. 2005 OMNIBUS STOCK
INCENTIVE PLAN
PROPOSAL #04: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING
PROPOSAL #05: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
EXECUTIVE OFFICER COMPENSATION
PROPOSAL #06: SHAREHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER YES AGAINST FOR
SHAREHOLDER MEETINGS
PROPOSAL #07: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
SHAREHOLDER ACTION BY WRITTEN CONSENT
PROPOSAL #08: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
INDEPENDENT CHAIRMAN OF THE BOARD
PROPOSAL #09: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES ABSTAIN AGAINST
EMPLOYMENT DIVERSITY REPORT
PROPOSAL #10: SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER YES AGAINST FOR
REINCORPORATION IN NORTH DAKOTA
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ISSUER: THE MOSAIC COMPANY
TICKER: MOS CUSIP: 61945A107
MEETING DATE: 10/8/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: PHYLLIS E. COCHRAN ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: ROBERT L. LUMPKINS �� ISSUER YES WITHHOLD AGAINST
ELECTION OF DIRECTOR: HAROLD H. MACKAY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WILLIAM T. MONAHAN ISSUER YES FOR FOR
PROPOSAL #02: APPROVAL OF THE AMENDED PERFORMANCE ISSUER YES FOR FOR
GOALS UNDER THE MOSAIC COMPANY 2004 OMNIBUS STOCK AND
INCENTIVE PLAN.
PROPOSAL #03: RATIFICATION OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING MAY 31, 2010.
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ISSUER: THE STANLEY WORKS
TICKER: SWK CUSIP: 854616109
MEETING DATE: 3/12/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: PROPOSAL TO APPROVE THE ISSUANCE OF ISSUER YES FOR FOR
STANLEY COMMON STOCK IN CONNECTION WITH THE MERGER
CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER,
DATED AS OF NOVEMBER 2, 2009, BY AND AMONG THE BLACK
& DECKER CORPORATION, STANLEY AND BLUE JAY
ACQUISITION CORP.
PROPOSAL #02: PROPOSAL TO AMEND THE CERTIFICATE OF ISSUER YES FOR FOR
INCORPORATION OF STANLEY TO (A) INCREASE THE
AUTHORIZED NUMBER OF SHARES OF STANLEY COMMON STOCK
FROM 200,000,000 TO 300,000,000 AND (B) CHANGE THE
NAME OF STANLEY TO STANLEY BLACK & DECKER, INC.
PROPOSAL #03: PROPOSAL TO AMEND THE STANLEY 2009 ISSUER YES FOR FOR
LONG-TERM INCENTIVE PLAN TO AMONG OTHER THINGS,
INCREASE THE NUMBER OF SHARES AVAILABLE TO BE ISSUED
UNDER SUCH PLAN.
PROPOSAL #04: PROPOSAL TO APPROVE AN ADJOURNMENT OF ISSUER YES FOR FOR
THE STANLEY SPECIAL MEETING (IF NECESSARY OR
APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE NOT SUFFICIENT VOTES FOR THE APPROVAL OF
ANY OF THE FOREGOING PROPOSALS).
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ISSUER: THE WESTERN UNION COMPANY
TICKER: WU CUSIP: 959802109
MEETING DATE: 5/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: ELECTION OF DIRECTOR: DINYAR S. DEVITRE ISSUER YES FOR FOR
PROPOSAL #02: ELECTION OF DIRECTOR: CHRISTINA A. GOLD ISSUER YES FOR FOR
PROPOSAL #03: ELECTION OF DIRECTOR: BETSY D. HOLDEN ISSUER YES FOR FOR
PROPOSAL #04: ELECTION OF DIRECTOR: WULF VON ISSUER YES FOR & #160; FOR
SCHIMMELMANN
PROPOSAL #05: RATIFICATION OF SELECTION OF AUDITORS ISSUER YES FOR FOR
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ISSUER: THOMAS COOK GROUP
TICKER: N/A CUSIP: G88471100
MEETING DATE: 3/25/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Receive the accounts and the reports ISSUER YES FOR FOR
PROPOSAL #2: Approve the remuneration report ISSUER YES FOR &# 160; FOR
PROPOSAL #3: Approve the Long Term Incentive ISSUER YES FOR & #160; FOR
performance conditions
PROPOSAL #4: Approve to agree the final dividend ISSUER YES FOR FOR
PROPOSAL #5: Re-elect Roger Burnell ISSUER YES FOR FOR
PROPOSAL #6: Re-elect Manny Fontenla Novoa ISSUER YES FOR 0; FOR
PROPOSAL #7: Elect Sam Weihagen ISSUER YES FOR FOR
PROPOSAL #8: Elect Peter Middleton ISSUER YES FOR FOR
PROPOSAL #9: Elect Paul Hollingworth ISSUER YES FOR FOR
PROPOSAL #10: Re-appoint PricewaterhouseCoopers LLP ISSUER YES FOR FOR
as the Auditors
PROPOSAL #11: Authorize the Directors to fix the ISSUER YES FOR FOR
Auditors remuneration
PROPOSAL #12: Grant authority to make political ISSUER YES FOR FOR
donations
PROPOSAL #13: Grant authority to allot shares ISSUER YES FOR & #160; FOR
PROPOSAL #S.14: Approve to disapply pre emption rights ISSUER YES FOR FOR
PROPOSAL #S.15: Amend the Memorandum and Articles of ISSUER YES FOR FOR
Association
PROPOSAL #S.16: Approve to amend the period of notice ISSUER YES FOR FOR
for general meetings
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ISSUER: TOLL BROTHERS, INC.
TICKER: TOL CUSIP: 889478103
MEETING DATE: 3/17/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: ZVI BARZILAY ISSUER YES FOR FOR
ELECTION OF DIRECTOR: EDWARD G. BOEHNE ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: RICHARD J. BRAEMER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: CARL B. MARBACH ISSUER YES FOR 60; FOR
PROPOSAL #02: THE RATIFICATION OF THE RE-APPOINTMENT ISSUER YES FOR FOR
OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2010 FISCAL
YEAR.
PROPOSAL #03: THE APPROVAL OF THE PROTECTIVE ISSUER YES FOR &# 160; FOR
AMENDMENT TO THE COMPANY'S SECOND RESTATED
CERTIFICATE OF INCORPORATION TO RESTRICT CERTAIN
TRANSFERS OF COMMON STOCK IN ORDER TO PRESERVE THE
TAX TREATMENT OF THE COMPANY'S NET OPERATING LOSSES
AND UNREALIZED TAX LOSSES.
PROPOSAL #04: THE APPROVAL OF THE TOLL BROTHERS, INC. ISSUER YES FOR FOR
SECTION 382 RIGHTS AGREEMENT.
PROPOSAL #05: THE APPROVAL OF THE TOLL BROTHERS, INC. ISSUER YES FOR FOR
SENIOR OFFICER BONUS PLAN.
PROPOSAL #06: A STOCKHOLDER PROPOSAL SUBMITTED BY THE SHAREHOLDER YES AGAINST FOR
CENTRAL LABORERS' PENSION FUND RELATING TO ADOPTION
OF A POLICY THAT THE BOARD'S CHAIRMAN BE AN
INDEPENDENT DIRECTOR WHO HAS NOT PREVIOUSLY SERVED AS
AN EXECUTIVE OFFICER OF THE COMPANY.
PROPOSAL #07: A STOCKHOLDER PROPOSAL SUBMITTED BY THE SHAREHOLDER YES ABSTAIN AGAINST
OFFICE OF THE COMPTROLLER OF NEW YORK CITY RELATING
TO ADOPTION OF QUANTITATIVE GOALS FOR REDUCTION OF
GREENHOUSE GAS EMISSIONS FROM THE COMPANY'S PRODUCTS
AND OPERATIONS.
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ISSUER: TOTAL S.A.
TICKER: TOT CUSIP: 89151E109
MEETING DATE: 5/21/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #O1: APPROVAL OF PARENT COMPANY FINANCIAL ISSUER YES FOR FOR
STATEMENTS DATED DECEMBER 31, 2009.
PROPOSAL #O2: APPROVAL OF CONSOLIDATED FINANCIAL ISSUER YES FOR FOR
STATEMENTS DATED DECEMBER 31, 2009.
PROPOSAL #O3: ALLOCATION OF EARNINGS, DECLARATION OF ISSUER YES FOR FOR
DIVIDEND.
PROPOSAL #O4: AGREEMENTS COVERED BY ARTICLE L.225-38 ISSUER YES FOR FOR
OF THE FRENCH COMMERCIAL CODE.
PROPOSAL #O5: COMMITMENTS UNDER ARTICLE L.225-42-1 OF ISSUER YES AGAINST AGAINST
THE FRENCH COMMERCIAL CODE, CONCERNING MR.
CHRISTOPHE DE MARGERIE.
PROPOSAL #O6: AUTHORIZATION FOR THE BOARD OF ISSUER YES FOR &# 160; FOR
DIRECTORS TO TRADE IN SHARES OF THE COMPANY.
PROPOSAL #O7: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES FOR FOR
THIERRY DESMAREST AS A DIRECTOR.
PROPOSAL #O8: RENEWAL OF THE APPOINTMENT OF MR. ISSUER YES AGAINST AGAINST
THIERRY DE RUDDER AS A DIRECTOR.
PROPOSAL #O9: APPOINTMENT OF MR. GUNNAR BROCK AS A ISSUER YES FOR FOR
DIRECTOR.
PROPOSAL #O13: RENEWAL OF THE APPOINTMENT OF ERNST ISSUER YES FOR FOR
AND YOUNG AUDIT AS STATUTORY AUDITORS.
PROPOSAL #O14: RENEWAL OF THE APPOINTMENT OF KPMG ISSUER YES FOR FOR
AUDIT (A DIVISION OF KPMG S.A.) AS STATUTORY AUDITORS.
PROPOSAL #O15: APPOINTMENT OF AUDITEX AS ALTERNATE ISSUER YES FOR FOR
AUDITORS.
PROPOSAL #O16: APPOINTMENT OF KPMG AUDIT IS AS ISSUER YES FOR FOR
ALTERNATE AUDITOR.
PROPOSAL #E17: SHARE CAPITAL INCREASES WITH ISSUER YES FOR 60; FOR
PREFERENTIAL SUBSCRIPTION RIGHTS.
PROPOSAL #E18: SHARE CAPITAL INCREASES BY PUBLIC ISSUER YES FOR FOR
OFFERING WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS.
PROPOSAL #E19: SHARE CAPITAL INCREASES IN EXCHANGE ISSUER YES FOR FOR
FOR EQUITY SECURITIES CONTRIBUTED TO THE COMPANY.
PROPOSAL #E20: SHARE CAPITAL INCREASES BY THE ISSUER YES FOR & #160; FOR
ISSUANCE OF COMMON SHARES RESERVED TO EMPLOYEES.
PROPOSAL #E21: ALLOCATION OF STOCK OPTIONS. ISSUER YES FOR 0; FOR
PROPOSAL #A: AMENDMENT OF THE ARTICLES OF ASSOCIATION SHAREHOLDER YES AGAINST FOR
CONCERNING THE PUBLICATION OF THE INTERNAL CHARTERS
FOR COLLECTIVE INVESTMENT FUNDS WHOSE ASSETS ARE MORE
THAN 0.5% OF THE CAPITAL OF THE COMPANY.
PROPOSAL #Z: PLEASE BE ADVISED YOU MAY VOTE ONLY ON ISSUER YES FOR AGAINST
ONE OF THE FOLLOWING: FOR PROPOSAL 10 VOTE FOR
APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE
SHAREHOLDERS MR: CLAUDE CLEMENTE FOR PROPOSAL 11 VOTE
AGAINST APPOINTMENT OF A DIRECTOR REPRESENTING
EMPLOYEE SHAREHOLDERS MR: PHILIPPE MARCHANDISE FOR
PROPOSAL 12 VOTE ABSTAIN APPOINTMENT OF A DIRECTOR
REPRESENTING EMPLOYEE SHAREHOLDERS MR. MOHAMMED ZAKI
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TRW AUTOMOTIVE HOLDINGS CORP.
TICKER: TRW CUSIP: 87264S106
MEETING DATE: 5/18/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: JODY G. MILLER ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN C. PLANT ISSUER YES FOR FOR
ELECTION OF DIRECTOR: NEIL P. SIMPKINS ISSUER YES FOR &# 160; FOR
PROPOSAL #02: THE RATIFICATION OF ERNST & YOUNG LLP, ISSUER YES FOR FOR
AN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, TO
AUDIT THE CONSOLIDATED FINANCIAL STATEMENTS OF TRW
AUTOMOTIVE HOLDINGS CORP. FOR 2010.
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: TSAKOS ENERGY NAVIGATION LTD
TICKER: TNP CUSIP: G9108L108
MEETING DATE: 6/4/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: D. JOHN STAVROPOULOS ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: PETER C. NICHOLSON ISSUER YES FOR FOR
PROPOSAL #2: APPOINTMENT OF ERNST & YOUNG (HELLAS), ISSUER YES FOR FOR
ATHENS GREECE AS AUDITORS AND AUTHORIZATION OF THE
AUDIT COMMITTEE TO SET THEIR REMUNERATION.
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ISSUER: UAL CORPORATION
TICKER: UAUA CUSIP: 902549807
MEETING DATE: 6/10/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: RICHARD J. ALMEIDA ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: MARY K. BUSH ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W. JAMES FARRELL ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JANE C. GARVEY ISSUER YES FOR ���� FOR
ELECTION OF DIRECTOR: WALTER ISAACSON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ROBERT D. KREBS ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ROBERT S. MILLER ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JAMES J. O'CONNOR ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: GLENN F. TILTON ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: DAVID J. VITALE ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: JOHN H. WALKER ISSUER YES FOR FOR
PROPOSAL #2: RATIFICATION OF APPOINTMENT OF ISSUER YES FOR &# 160; FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS
PROPOSAL #3: AMENDMENT TO RESTATED CERTIFICATE OF ISSUER YES FOR FOR
INCORPORATION TO EXTEND THE 5% OWNERSHIP LIMIT
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: UBS AG
TICKER: N/A CUSIP: H89231338
MEETING DATE: 4/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Approve the annual report and Group ISSUER YES FOR FOR
and Parent bank accounts
PROPOSAL #1.2: Approve the compensation report for ISSUER YES AGAINST AGAINST
2009
PROPOSAL #2.: Approve the appropriation of results ISSUER YES FOR FOR
PROPOSAL #3.1: Grant discharge to the Members of the ISSUER YES FOR FOR
Board of Directors and the Group Executive Board for
the FY 2009
PROPOSAL #3.2: Grant discharge to the Members of the ISSUER YES FOR FOR
Board of Directors and the Group Executive Board for
the FY 2008
PROPOSAL #3.3: Grant discharge to the Members of the ISSUER YES AGAINST AGAINST
Board of Directors and the Group Executive Board for
the FY 2007
PROPOSAL #4.: Approve the adaptation of the Articles ISSUER YES FOR FOR
of Association to new Swiss Intermediary-Held
Securities Act and amend Article 4 Paragraph 2 and
Article 6 of the Articles of Association
PROPOSAL #5.1.1: Re-elect Kaspar Villiger as a Member ISSUER YES FOR FOR
of the Board of Directors for a 1 year term of office
PROPOSAL #5.1.2: Re-elect Sally Bott as a Member of ISSUER YES FOR FOR
the Board of Directors for a 1 year term of office
PROPOSAL #5.1.3: Re-elect Michel Demare as a Member ISSUER YES FOR FOR
of the Board of Directors for a 1 year term of office
PROPOSAL #5.1.4: Re-elect Rainer-Marc Frey as a ISSUER YES FOR FOR
Member of the Board of Directors for a 1 year term of
PROPOSAL #5.1.5: Re-elect Bruno Gehrig as a Member of ISSUER YES FOR FOR
the Board of Directors for a 1 year term of office
PROPOSAL #5.1.6: Re-elect Ann F. Godbehere as a ISSUER YES FOR FOR
Member of the Board of Directors for a 1 year term of
PROPOSAL #5.1.7: Re-elect Axel P. Lehmann as a Member ISSUER YES FOR FOR
of the Board of Directors for a 1 year term of office
PROPOSAL #5.1.8: Re-elect Helmut Panke as a Member of ISSUER YES FOR FOR
the Board of Directors for a 1 year term of office
PROPOSAL #5.1.9: Re-elect William G. Parrett as a ISSUER YES FOR FOR
Member of the Board of Directors for a 1 year term of
office
PROPOSAL #5.110: Re-elect David Sidwell as a Member ISSUER YES FOR FOR
of the Board of Directors for a 1 year term of office
PROPOSAL #5.2: Election of Wolfgang Mayrhuber as an ISSUER YES FOR FOR
Independent Member of the Board of Directors for a 1
year term of office
PROPOSAL #5.3: Re-elect Ernst & Young Ltd., Basel, ISSUER YES FOR FOR
for 1 year term of office as the Auditors for the
financial statements of UBS AG and the consolidated
financial statements of the UBS Group
PROPOSAL #6.: Approve the creation of conditional ISSUER YES FOR FOR
capital in a maximum amount of CHF 38,000,000 by
means of adding Article 4a Paragraph 4 to the
Articles of Association, as specified
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ISSUER: UBS AG
TICKER: UBS CUSIP: H89231338
MEETING DATE: 4/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: APPROVAL OF ANNUAL REPORT AND GROUP AND ISSUER YES FOR FOR
PARENT BANK ACCOUNTS
PROPOSAL #1B: ADVISORY VOTE ON THE COMPENSATION ISSUER YES AGAINST AGAINST
REPORT 2009
PROPOSAL #02: APPROPRIATION OF RESULTS ISSUER YES FOR 60; FOR
PROPOSAL #3A: DISCHARGE OF THE MEMBERS OF THE BOARD ISSUER YES FOR FOR
OF DIRECTORS AND THE GROUP EXECUTIVE BOARD FOR THE
FINANCIAL YEAR 2009
PROPOSAL #3B: DISCHARGE OF THE MEMBERS OF THE BOARD ISSUER YES FOR FOR
OF DIRECTORS AND THE GROUP EXECUTIVE BOARD FOR THE
FINANCIAL YEAR 2008
PROPOSAL #3C: DISCHARGE OF THE MEMBERS OF THE BOARD ISSUER YES AGAINST AGAINST
OF DIRECTORS AND THE GROUP EXECUTIVE BOARD FOR THE
FINANCIAL YEAR 2007
PROPOSAL #04: ADAPTATION OF ARTICLES OF ASSOCIATION ISSUER YES FOR FOR
TO NEW SWISS INTERMEDIARY-HELD SECURITIES ACT:
APPROVAL OF AMENDMENT OF ARTICLE 4 PARA. 2 AND
ARTICLE 6 OF THE ARTICLES OF ASSOCIATION
PROPOSAL #5AA: REELECTION OF DIRECTOR: KASPAR VILLIGER ISSUER YES FOR FOR
PROPOSAL #5AB: REELECTION OF DIRECTOR: SALLY BOTT ISSUER YES FOR FOR
PROPOSAL #5AC: REELECTION OF DIRECTOR: MICHEL DEMARE ISSUER YES FOR FOR
PROPOSAL #5AD: REELECTION OF DIRECTOR: RAINER-MARC ISSUER YES FOR FOR
FREY
PROPOSAL #5AE: REELECTION OF DIRECTOR: BRUNO GEHRIG ISSUER YES FOR FOR
PROPOSAL #5AF: REELECTION OF DIRECTOR: ANN F. ISSUER YES FOR FOR
GODBEHERE
PROPOSAL #5AG: REELECTION OF DIRECTOR: AXEL P. LEHMANN ISSUER YES FOR F OR
PROPOSAL #5AH: REELECTION OF DIRECTOR: HELMUT PANKE ISSUER YES FOR FOR
PROPOSAL #5AI: REELECTION OF DIRECTOR: WILLIAM G. ISSUER YES FOR FOR
PARRETT
PROPOSAL #5AJ: REELECTION OF DIRECTOR: DAVID SIDWELL ISSUER YES FOR FOR
PROPOSAL #5BA: ELECTION OF A CANDIDATE FOR THE BOARD ISSUER YES FOR FOR
OF DIRECTOR: WOLFGANG MAYRHUBER
PROPOSAL #5C: REELECTION OF THE AUDITORS ERNST & ISSUER YES FOR FOR
YOUNG LTD., BASEL
PROPOSAL #06: CREATION OF CONDITIONAL CAPITAL: ISSUER YES FOR FOR
APPROVAL OF ARTICLE 4A PARA. 4 OF THE ARTICLES OF
ASSOCIATION
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ISSUER: UCB SA, BRUXELLES
TICKER: N/A CUSIP: B93562120
MEETING DATE: 11/6/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.1: Acknowledgment of and discussion on a ISSUER NO N/A N/A
special report by the Board of Directors in
accordance with Articles 583, 596 - applied on an ad
hoc basis - and 602 of the Belgian Companies Code
regarding the attachment to the Bonds (as defined and
described in item 2 below) of a right to convert the
Bonds into up to a maximum of 12,904,558 new
ordinary shares of the Company
PROPOSAL #1.2: Acknowledgment of and discussion on a ISSUER NO N/A N/A
report by the Statutory Auditors of the Company in
accordance with Article 596 - applied on an ad hoc
basis - and 602 of the Belgian Companies Code
regarding the attachment to the Bonds of a right to
convert the Bonds into up to a maximum of 12,904,558
new ordinary shares of the Company
PROPOSAL #2.: Approve the attachment of a conversion ISSUER NO N/A N/A
right to the senior unsecured bonds due 2015 [the
'Bonds'] which have been issued by the Company for an
aggregate principal amount of EUR 500 million and
placed with institutional investors following an
accelerated book-building procedure on 30 SEP 2009
and an over-allotment option granted to the banks
managing the placement and exercised on the 01 OCT
2009; consequently, as far as necessary and
applicable, acknowledge the cancellation of the
preferential subscription rights of the shareholders;
the conversion shall be permitted in accordance with
and subject to the terms and conditions set forth in
annex to the special report of the Board of
Directors referred to above in item 1.1 (the Terms
and Conditions)
PROPOSAL #3.I: Approve, as a consequence of the ISSUER NO N/A N/A
attachment of the conversion right to the Bonds: to
increase the share capital of the Company, subject to
and to the extent of the conversion of Bonds into
new shares in accordance with the terms and
conditions, to up to a maximum amount of EUR
38,713,674 (being EUR 3.00 per share issued) by means
of a contribution in kind of bonds presented to the
Company, through the issuance of maximum 12,904,558
ordinary shares without nominal value (the
'Contribution in Kind'), with the same rights and
benefits as the existing ordinary shares of the
Company, which will participate in the profits of the
Company on the same footing as existing shares
PROPOSAL #3.II: Approve, as a consequence of the ISSUER NO N/A N/A
attachment of the conversion right to the Bonds, to
allocate the remaining value of the Contribution in
Kind, i.e. an amount of maximum EUR 461,286,326
(being EUR 35.746 per share issued), subject to
adjustments in accordance with the terms and
conditions, to the issuance premium account of the
Company, which is an account that provides the same
guarantee to third parties as the one provided by the
share capital of the Company and that may not be
abolished nor the amounts it contains be distributed
except further to a resolution by the Shareholders
Meeting resolving in accordance with the requirements
referred to in Article 612 of the Belgian Companies
PROPOSAL #4.i: Approve: pursuant to Article 556 of ISSUER NO N/A N/A
the Belgian Companies Code, to provide to
bondholders, in accordance with the terms and
conditions of the bonds, certain rights likely to
affect the Company' assets or which could give rise
to a debt of or a commitment by the Company, subject
to a change of control over the Company;
PROPOSAL #4.ii: Approve: pursuant to Article 556 of ISSUER NO N/A N/A
the Belgian Company Code, the provision granting to
the holders of bonds that the Company may issue
through a public offering, before 31 DEC 2009,
denominated in EUR, with a maturity not exceeding 10
years, the right to obtain the redemption, or the
right to require the repurchase, of such bonds in an
amount not in excess of 102% of the outstanding
principal amount plus accrued and unpaid interest of
such bonds, in the event of a take-over bid or a
change of control of the Company, as would be
provided in the terms and conditions relating to such
bonds; if such bond issue would be launched after
the date of this general shareholders' meeting, it
would be disclosed through a press release, which
would summarize the applicable change of control
provision and mention the total amount of bonds and
notes already issued by the Company that are subject
to a change of control provision approved under this
resolution
PROPOSAL #5.I: Authorize the Board of Directors of ISSUER NO N/A N/A
the Company and the Boards of its direct
subsidiaries, for a period of 5 years starting after
the date of the general shareholders' meeting which
will deliberate this point, to acquire shares of UCB,
up to maximum 20% of the issued shares, for exchange
values equivalent to the closing price of the UCB
share on Euronext Brussels on the day immediately
preceding the acquisition, plus a maximum of 15% or
minus a maximum of 15%, taking also into account any
applicable legal requirement
PROPOSAL #5.II: Approve to add the specified ISSUER NO N/A 60; N/A
paragraph at the end of Article 12 of the Articles of
PROPOSAL #6.I: Appoint Sir Tom McKillop as a ISSUER NO N/A 60; N/A
Director, for the period provided by Article 15 of
the Articles of Association, i.e. until after the AGM
PROPOSAL #6.II: Acknowledge that Sir Tom McKillop ISSUER NO N/A N/A
fulfills the independence criteria mentioned in
Article 526ter of the Companies Code; and that he is
appointed as an Independent Director in the meaning
of this legal provision
PROPOSAL #7.1.I: Authorize 2 Members of the Executive ISSUER NO N/A N/A
Committee or 1 Member of the Executive Committee and
the Secretary General of the Company, acting
jointly, to determine in accordance with the
resolutions above as adopted by the Shareholders
Meeting, the exact amount of each capital increase
and the exact number of shares to be issued
PROPOSAL #7.1II: Authorize 2 Members of the Executive ISSUER NO N/A N/A
Committee or 1 Member of the Executive Committee and
the Secretary General of the Company, acting
jointly, to have the realization of each capital
increase recorded before a notary public, to allocate
the conversion price of the Bonds as referred to
above and to subsequently amend the Articles of
Association with respect to the amount of the share
capital and the number of shares
PROPOSAL #7.2: Authorize the notary public, with ISSUER NO N/A N/A
right of substitution, to amend, to the extent
necessary, as a result of the amendments to the
Articles of Association relating to the capital
increase and to the disposal of own shares, the
records of the Company held with the register of
legal entities and to carry out any other formalities
required further to the capital increase
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ISSUER: UCB SA, BRUXELLES
TICKER: N/A CUSIP: B93562120
MEETING DATE: 4/29/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Receive the reports of the Board of ISSUER NO N/A N/A
Directors
PROPOSAL #2: Receive the reports of the Auditor ISSUER NO N/A & #160; N/A
PROPOSAL #3: Approve the annual accounts of UCB S.A ISSUER NO N/A N/A
and allocation of profits or losses
PROPOSAL #4: Grant discharge to the Directors ISSUER NO N/A 60; N/A
PROPOSAL #5: Grant discharge to the Auditors ISSUER NO N/A 60; N/A
PROPOSAL #6.1: Re-appoint Frederic Roch Doliveux as a ISSUER NO N/A N/A
Director who is due to expire for the period provide
by the Articles of Association
PROPOSAL #6.2: Re-appoint Peter Fellner as the ISSUER NO N/A N/A
Director for the period provided by the Articles of
Association
PROPOSAL #6.3: Appoint Peter Fellner as the as ISSUER NO N/A & #160; N/A
Independent Director according to the Article
PROPOSAL #6.4: Appoint Albrecht De Graeve as a new ISSUER NO N/A N/A
Director for the period provided by the
PROPOSAL #6.5: Appoint De Grave as the as Independent ISSUER NO N/A N/A
Director according to the Article 526bis of the
Companies code
PROPOSAL #6.6: Appoint Alexandre Van Damme as a new ISSUER NO N/A N/A
Director for the period provided by the
PROPOSAL #7: Approve the decisions of the Board of ISSUER NO N/A N/A
Directors to allocate a number of 300,000 to 375,000
maximum free shares of which 150,000 maximum to
Senior Executive, namely to about 38 individuals,
according to allocation criteria linked to the level
of responsibility of those concerned that the
allocations of these free shares will take place on
completion of the condition that the interested
parties remain employed within the UCB group for a
period of at least 3 years after the grant of awards;
and of which 225,000 maximum to Senior Executive
qualifying for the Performance Share Plan and for
which payout will occur after a three year vesting
period and will vary from 0% to 15% of the granted
amount depending on the level of achievement of the
performance conditions set by the Company at the
PROPOSAL #8: Approve, pursuant to Article 556 of the ISSUER NO N/A N/A
Belgian Company Code, the general share holder's
meeting approves: the condition 5 (c) (i) redemption
at the option of the bondholders-upon a change of
control of the terms and conditions applicable to
the EUR 500,000,000 5.75% bonds due 2016 which have
been issued by the Company on 10 DEC 2009, which
provides that, under certain circumstances, in case
of a change of control over the Company, the Company
may have to repay earlier all amount due under the
bonds; and any provisions of the facility agreement
dated 14 DEC 2009 between, amongst others, UCB SA/NV
as the Company, Commerzbank Aktiengesellschaft and
Mizuho Corporate bank Nederland N. V as co-ordinators
and Fortis bank SA/NV as agent, CONTD...
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ISSUER: UNITED PARCEL SERVICE, INC.
TICKER: UPS CUSIP: 911312106
MEETING DATE: 5/6/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: F. DUANE ACKERMAN ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: MICHAEL J. BURNS ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: D. SCOTT DAVIS ISSUER YES FOR FOR
ELECTION OF DIRECTOR: STUART E. EIZENSTAT ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: MICHAEL L. ESKEW ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: WILLIAM R. JOHNSON ISSUER YES FOR FOR
ELECTION OF DIRECTOR: ANN M. LIVERMORE ISSUER YES WITHHOLD 60; AGAINST
ELECTION OF DIRECTOR: RUDY MARKHAM ISSUER YES FOR FOR
ELECTION OF DIRECTOR: JOHN W. THOMPSON ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: CAROL B. TOME ISSUER YES FOR FOR
PROPOSAL #02: RATIFICATION OF THE APPOINTMENT OF ISSUER YES FOR FOR
DELOITTE & TOUCHE LLP AS UPS'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31,
2010.
PROPOSAL #03: APPROVAL OF A PROPOSAL REMOVING THE ISSUER YES FOR FOR
VOTING STANDARD FROM THE UPS CERTIFICATE OF
INCORPORATION SO THAT THE BOARD MAY PROVIDE FOR
MAJORITY VOTING IN UNCONTESTED DIRECTOR ELECTIONS.
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ISSUER: UNITEDHEALTH GROUP INCORPORATED
TICKER: UNH CUSIP: 91324P102
MEETING DATE: 5/24/2010 60; 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, 2010.
PROPOSAL #03: SHAREHOLDER PROPOSAL CONCERNING SHAREHOLDER YES ABSTAIN AGAINST
DISCLOSURE OF LOBBYING EXPENSES.
PROPOSAL #04: SHAREHOLDER PROPOSAL CONCERNING SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
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ISSUER: UNUM GROUP
TICKER: UNM CUSIP: 91529Y106
MEETING DATE: 5/20/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: E. MICHAEL ISSUER YES FOR FOR
CAULFIELD
PROPOSAL #1B: ELECTION OF DIRECTOR: RONALD E. ISSUER YES FOR & #160; FOR
GOLDSBERRY
PROPOSAL #1C: ELECTION OF DIRECTOR: KEVIN T. KABAT ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: MICHAEL J. ISSUER YES FOR ; FOR
PASSARELLA
PROPOSAL #02: RATIFICATION OF APPOINTMENT OF ERNST & ISSUER YES FOR FOR
YOUNG LLP AS UNUM GROUP'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010.
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ISSUER: US AIRWAYS GROUP, INC.
TICKER: LCC CUSIP: 90341W108
MEETING DATE: 6/10/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DENISE M. O'LEARY ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: GEORGE M. PHILIP ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: J. STEVEN WHISLER ISSUER YES FOR & #160; FOR
PROPOSAL #02: RATIFY THE APPOINTMENT OF KPMG LLP TO ISSUER YES FOR FOR
SERVE AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2010.
PROPOSAL #03: STOCKHOLDER PROPOSAL RELATING TO SHAREHOLDER YES AGAINST FOR
CUMULATIVE VOTING.
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ISSUER: VESTAS WIND SYS A/S UTD KINGDOM
TICKER: N/A CUSIP: K9773J128
MEETING DATE: 1/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Amend Article 4.6 of the Articles of ISSUER YES FOR FOR
Associations for the proposed changed to the
specified wordings
PROPOSAL #2: Authorize the Chairman of the general ISSUER YES FOR FOR
meeting to notify the notifiable decisions made by
the general meeting to the Danish Commerce and
Companies Agency and make the corrections in the
documents which have been prepared in connection with
these decisions to the extent that the Danish
Commerce and Companies Agency requires so in order to
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ISSUER: VESTAS WIND SYS A/S UTD KINGDOM
TICKER: N/A CUSIP: K9773J128
MEETING DATE: 3/17/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Receive the report from the Board of ISSUER YES FOR FOR
Directors on the Company's activities during the past
year
PROPOSAL #2: Adopt the annual report ISSUER YES FOR FOR
PROPOSAL #3: Approve to apply the profit for the year ISSUER YES FOR FOR
of EUR 564m as follows: transfer to reserve for net
revaluation according to the equity method: EUR 66m;
dividend: EUR 0m and retained earnings: EUR 498m
PROPOSAL #4: Re-elect Bent Erik Carlsen, Torsten Erik ISSUER YES FOR FOR
Rasmussen, Freddy Frandsen, Hakan Eriksson, Jorgen
Huno Rasmussen, Jorn Anaer Thomsen, Kurt Anker
Nielsen and Ola Rollen as Board Members
PROPOSAL #5: Appointment of PricewaterhouseCoopers, ISSUER YES FOR FOR
Statsautoriseret
PROPOSAL #6.1: Amend Articles 2(4), 2(8) and 3(4) ISSUER YES FOR FOR
which is numbered Article 3(5) in the new draft
Articles Articles 3(1) - 3(4), Article 7(2), 8(1)
and 13(1), Article 4(3), 4(4), 5(1), 6(2), 6(3) of
the Articles of Association
PROPOSAL #6.2: Amend Articles 2, 3, 4, 5, 4(5), 6(5), ISSUER YES FOR FOR
6(4), 7(2) and 7(3) of the Articles of Association
PROPOSAL #6.3: Amend Article 1(1) to effect that the ISSUER YES FOR FOR
secondary name Cotas Computer Technology A/s is
PROPOSAL #6.4: Amend Article 1(2) of the Articles of ISSUER YES FOR FOR
Association in accordance with Section 28 of the
Danish Companies Act, and as a consequence, Article
1(3) shall be re-numbered as Article 1 (2)
PROPOSAL #6.5: Approve to rephrase Article 2(3) to ISSUER YES FOR FOR
the effect that it specifies that the Company's
shares are registered with a central securities
depository and that any dividends will be disbursed
through such central securities depository
PROPOSAL #6.6: Approve that Article 2(9) concerning ISSUER YES FOR FOR
cancellation is deleted, as the provisions are no
longer relevant to the Company
PROPOSAL #6.7: Approve that previous authorization to ISSUER YES FOR FOR
the Board of Directors in Article 3(1) to increase
the Company's share capital is renewed to apply until
01 MAY 2011, allowing an increase of the share
capital by a total nominal amount of DKK 20,370,410
20,370,410 shares
PROPOSAL #6.8: Approve that the previous ISSUER YES AGAINST AGAINST
authorization to the Board of Directors in Article
3(2) to increase the Company's share capital in
connection with the issuance of employee shares is
extended to expire on 01 MAY 2011
PROPOSAL #6.9: Approve that the previous ISSUER YES AGAINST AGAINST
authorization to the Board of Directors in Article
3(3) to issue warrants and to carry out the relevant
increase of the Company's share capital is extended
to expire on 01 MAY 2011
PROPOSAL #6.10: Approve to insert an authorization to ISSUER YES AGAINST AGAINST
the Board of Directors, in the Company's Articles of
Association, for the Board of Directors to raise
loans against the issuance of convertible debt
instruments, the new provision will be inserted as
Article 3(4) and the existing Article 3(4) will be
renumbered to Article 3(5) and amended so that a
conversion combined with an issuance of shares,
pursuant to the authorization in Article 3(1), may
only result in a capital increase of 10%
PROPOSAL #6.11: Amend Article 4(2) to the effect that ISSUER YES FOR FOR
the Company's general meetings are held in Central
Denmark Region or in the Capital Region of Denmark,
as directed by the Board of Directors
PROPOSAL #6.12: Amend Article 5(2) to the effect that ISSUER YES FOR FOR
it clearly states that the general meeting can
decide whether the Company shall have one or two
PROPOSAL #6.13: Approve to insert a new provision, ISSUER YES FOR FOR
stipulating that the Company's general meetings may
be held in English, provided that a simultaneous
interpretation service into Danish is given, and that
all documents pertaining to general meetings are
available both in Danish and in English
PROPOSAL #6.14: Approve to insert a new provision ISSUER YES FOR FOR
Article 8(8) to the effect that the corporate
language is English
PROPOSAL #6.15: Authorize the Company to purchase ISSUER YES FOR FOR
treasury shares, in the period until the next AGM,
within a total nominal value of 10% of the Company's
share capital from time to time, in accordance with
the relevant statutory provisions, the consideration
for such shares may not deviate by more than 10% from
the closing price quoted by NASDAQ OMX Copenhagen at
the time of purchase
PROPOSAL #6.16: Approve a rider to the overall ISSUER YES FOR FOR
guidelines for incentive pay which were adopted at
the AGM in 2009 to the effect that warrants, and not
only options, can be issued under the existing
PROPOSAL #6.17: Authorize the Chairman of the meeting ISSUER YES FOR FOR
to file the registrable resolutions adopted by the
general meeting with the Danish Commerce and
Companies Agency and to make such amendments to the
documents prepared in connection with these
resolutions as may be required by the Danish Commerce
and Companies Agency in connection with registration
of the adopted resolutions
PROPOSAL #7: Any other business ISSUER NO N/A N/A
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ISSUER: VIRGIN MEDIA INC
TICKER: VMED CUSIP: 92769L101
MEETING DATE: 6/9/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: CHARLES L. ALLEN ISSUER YES FOR 60; FOR
ELECTION OF DIRECTOR: ANDREW J. COLE ISSUER YES FOR FOR
ELECTION OF DIRECTOR: GORDON D. MCCALLUM ISSUER YES FOR FOR
PROPOSAL #02: TO RATIFY THE APPOINTMENT BY THE AUDIT ISSUER YES FOR FOR
COMMITTEE OF ERNST & YOUNG LLP AS INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2010.
PROPOSAL #03: TO APPROVE THE VIRGIN MEDIA INC. 2010 ISSUER YES FOR FOR
STOCK INCENTIVE PLAN.
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ISSUER: VOLKSWAGEN AG, WOLFSBURG
TICKER: N/A CUSIP: D94523103
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Presentation of the adopted annual ISSUER NO N/A N/A
financial statements, the approved consolidated
financial statements, the management report and the
Group management report for the year ended December
31, 2009, together with the Report by the Supervisory
Board on fiscal year 2009 as well as the explanatory
report by the Board of Management on the
informations in accordance with sections 289(4) and
315(4) of the Handelsgesetzbuch (HGB – German
PROPOSAL #2.: Resolution on the appropriation of the ISSUER NO N/A N/A
net profit of Volkswagen Aktiengesellschaft
PROPOSAL #3.: Resolution on formal approval of the ISSUER NO N/A N/A
actions of the members of the Board of Management for
fiscal year 2009
PROPOSAL #4.: Resolution on formal approval of the ISSUER NO N/A N/A
actions of the members of the Supervisory Board for
fiscal year 2009
PROPOSAL #5.1: Election of a member of the ISSUER NO N/A ; N/A
Supervisory Board: Mr J rg Bode
PROPOSAL #5.2: Election of a member of the ISSUER NO N/A ; N/A
Supervisory Board: Dr. Hussain Ali Al Abdulla
PROPOSAL #6.: Resolution on the authorization to ISSUER NO N/A N/A
issue bonds with warrants and/or convertible bonds,
the creation of contingent capital and the
corresponding amendment to the Articles of Association
PROPOSAL #7.: Resolution on the approval of the ISSUER NO N/A N/A
system for the remuneration of the members of the
Board of Management
PROPOSAL #8.: Resolution on the approval of ISSUER NO N/A 0; N/A
intercompany agreements
PROPOSAL #9.: Election of the auditors and Group ISSUER NO N/A N/A
auditors for fiscal year 2010 as well as of the
auditors to review the condensed consolidated
financial statements and interim management report
for the first six months of 2010
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: VOLKSWAGEN AG, WOLFSBURG
TICKER: N/A CUSIP: D94523103
MEETING DATE: 4/22/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1.: Approval of the resolution authorizing ISSUER YES FOR FOR
the Board of Management to issue bonds with warrants
and/or convertible bonds and to create contingent
capital to grant options and/or conversion rights to
subscribe for non-voting preferred shares in
accordance with item 6 of the agenda for the Annual
General Meeting on April 22, 2010
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ISSUER: VULCAN MATERIALS COMPANY
TICKER: VMC CUSIP: 929160109
MEETING DATE: 5/14/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: DOUGLAS J. MCGREGOR ISSUER YES FOR FOR
ELECTION OF DIRECTOR: VINCENT J. TROSINO ISSUER YES FOR FOR
ELECTION OF DIRECTOR: PHILIP J. CARROLL, JR. ISSUER YES FOR &# 160; FOR
ELECTION OF DIRECTOR: JAMES V. NAPIER ISSUER YES FOR 60; FOR
PROPOSAL #2: RATIFY APPOINTMENT OF DELOITTE & TOUCHE ISSUER YES FOR FOR
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2010
PROPOSAL #3: SHAREHOLDER PROPOSAL SHAREHOLDER YES AGAINST ; FOR
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ISSUER: WEATHERFORD INTERNATIONAL LTD
TICKER: WFT CUSIP: H27013103
MEETING DATE: 6/23/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: APPROVAL OF THE 2009 ANNUAL REPORT, THE ISSUER YES FOR FOR
CONSOLIDATED FINANCIAL STATEMENTS OF WEATHERFORD
INTERNATIONAL LTD. FOR THE YEAR ENDED DECEMBER 31,
2009 AND THE STATUTORY FINANCIAL STATEMENTS OF
WEATHERFORD INTERNATIONAL LTD. FOR THE YEAR ENDED
DECEMBER 31, 2009.
PROPOSAL #02: DISCHARGE OF THE BOARD OF DIRECTORS AND ISSUER YES FOR FOR
EXECUTIVE OFFICERS FROM LIABILITY FOR ACTIONS DURING
THE YEAR ENDED DECEMBER 31, 2009.
PROPOSAL #3A: ELECTION OF THE DIRECTOR: BERNARD J. ISSUER YES FOR FOR
DUROC-DANNER
PROPOSAL #3B: ELECTION OF THE DIRECTOR: SAMUEL W. ISSUER YES FOR FOR
BODMAN, III
PROPOSAL #3C: ELECTION OF THE DIRECTOR: DAVID J. ISSUER YES FOR FOR
BUTTERS
PROPOSAL #3D: ELECTION OF THE DIRECTOR: NICHOLAS F. ISSUER YES FOR FOR
BRADY
PROPOSAL #3E: ELECTION OF THE DIRECTOR: WILLIAM E. ISSUER YES FOR FOR
MACAULAY
PROPOSAL #3F: ELECTION OF THE DIRECTOR: ROBERT B. ISSUER YES FOR FOR
MILLARD
PROPOSAL #3G: ELECTION OF THE DIRECTOR: ROBERT K. ISSUER YES FOR FOR
MOSES, JR.
PROPOSAL #3H: ELECTION OF THE DIRECTOR: GUILLERMO ISSUER YES FOR FOR
ORTIZ
PROPOSAL #3I: ELECTION OF THE DIRECTOR: EMYR JONES ISSUER YES FOR FOR
PARRY
PROPOSAL #3J: ELECTION OF THE DIRECTOR: ROBERT A. ISSUER YES FOR FOR
RAYNE
PROPOSAL #04: APPOINTMENT OF ERNST & YOUNG LLP AS ISSUER YES FOR FOR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
YEAR ENDING DECEMBER 31, 2010 AND THE RE-ELECTION OF
ERNST & YOUNG LTD, ZURICH AS STATUTORY AUDITOR FOR
YEAR ENDING DECEMBER 31, 2010.
PROPOSAL #05: APPROVAL OF THE RECLASSIFICATION OF CHF ISSUER YES FOR FOR
475 MILLION OF LEGAL RESERVES (ADDITIONAL PAID-IN
CAPITAL) TO OTHER RESERVES.
PROPOSAL #06: APPROVAL OF AN AMENDMENT TO THE ISSUER YES FOR & #160; FOR
ARTICLES OF ASSOCIATION TO EXTEND THE COMPANY'S
AUTHORIZED SHARE CAPITAL TO JUNE 23, 2012 AND TO
INCREASE ISSUABLE AUTHORIZED CAPITAL TO AN AMOUNT
EQUAL TO 50% OF STATED CAPITAL AS OF MAY 5, 2010.
PROPOSAL #07: APPROVAL OF AN AMENDMENT TO THE ISSUER YES FOR & #160; FOR
ARTICLES OF ASSOCIATION TO INCREASE THE AMOUNT OF
CONDITIONAL CAPITAL TO 50% OF STATED CAPITAL AS OF
MAY 5, 2010 AND TO SPECIFY IN THE ARTICLES OF
ASSOCIATION THE AMOUNT OF CONDITIONAL SHARE CAPITAL
THAT MAY BE ALLOCATED TO EACH CATEGORY OF BENEFICIARY
PROVIDED FOR IN THE ARTICLES.
PROPOSAL #08: APPROVAL OF THE WEATHERFORD ISSUER YES FOR ; FOR
INTERNATIONAL LTD. 2010 OMNIBUS INCENTIVE PLAN.
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ISSUER: WELLS FARGO & COMPANY
TICKER: WFC CUSIP: 949746101
MEETING DATE: 4/27/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1A: ELECTION OF DIRECTOR: JOHN D. BAKER II ISSUER YES FOR FOR
PROPOSAL #1B: ELECTION OF DIRECTOR: JOHN S. CHEN ISSUER YES FOR FOR
PROPOSAL #1C: ELECTION OF DIRECTOR: LLOYD H. DEAN ISSUER YES FOR FOR
PROPOSAL #1D: ELECTION OF DIRECTOR: SUSAN E. ENGEL ISSUER YES FOR FOR
PROPOSAL #1E: ELECTION OF DIRECTOR: ENRIQUE ISSUER YES FOR &# 160; FOR
HERNANDEZ, JR.
PROPOSAL #1F: ELECTION OF DIRECTOR: DONALD M. JAMES ISSUER YES FOR FOR
PROPOSAL #1G: ELECTION OF DIRECTOR: RICHARD D. ISSUER YES FOR ; FOR
MCCORMICK
PROPOSAL #1H: ELECTION OF DIRECTOR: MACKEY J. MCDONALD ISSUER YES FOR FOR
PROPOSAL #1I: ELECTION OF DIRECTOR: CYNTHIA H. ISSUER YES FOR ; FOR
MILLIGAN
PROPOSAL #1J: ELECTION OF DIRECTOR: NICHOLAS G. MOORE ISSUER YES FOR FOR
PROPOSAL #1K: ELECTION OF DIRECTOR: PHILIP J. QUIGLEY ISSUER YES FOR FOR
PROPOSAL #1L: ELECTION OF DIRECTOR: JUDITH M. RUNSTAD ISSUER YES FOR FOR
PROPOSAL #1M: ELECTION OF DIRECTOR: STEPHEN W. SANGER ISSUER YES FOR FOR
PROPOSAL #1N: ELECTION OF DIRECTOR: ROBERT K. STEEL ISSUER YES FOR FOR
PROPOSAL #1O: ELECTION OF DIRECTOR: JOHN G. STUMPF ISSUER YES FOR FOR
PROPOSAL #1P: ELECTION OF DIRECTOR: SUSAN G. SWENSON ISSUER YES FOR FOR
PROPOSAL #02: PROPOSAL TO APPROVE A NON-BINDING ISSUER YES FOR FOR
ADVISORY RESOLUTION REGARDING THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVES.
PROPOSAL #03: PROPOSAL TO APPROVE AN AMENDMENT TO THE ISSUER YES FOR FOR
COMPANY'S CERTIFICATE OF INCORPORATION TO INCREASE
THE COMPANY'S AUTHORIZED SHARES OF COMMON STOCK FROM
6 BILLION TO 9 BILLION.
PROPOSAL #04: PROPOSAL TO RATIFY THE APPOINTMENT OF ISSUER YES FOR FOR
KPMG LLP AS INDEPENDENT AUDITORS FOR 2010.
PROPOSAL #05: STOCKHOLDER PROPOSAL REGARDING AN SHAREHOLDER YES AGAINST FOR
ADVISORY VOTE ON EXECUTIVE AND DIRECTOR COMPENSATION.
PROPOSAL #06: STOCKHOLDER PROPOSAL REGARDING A POLICY SHAREHOLDER YES AGAINST FOR
TO REQUIRE AN INDEPENDENT CHAIRMAN.
PROPOSAL #07: STOCKHOLDER PROPOSAL REGARDING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON CHARITABLE CONTRIBUTIONS.
PROPOSAL #08: STOCKHOLDER PROPOSAL REGARDING A REPORT SHAREHOLDER YES ABSTAIN AGAINST
ON POLITICAL CONTRIBUTIONS.
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ISSUER: WHITE MOUNTAINS INSURANCE GROUP, LTD.
TICKER: WTM CUSIP: G9618E107
MEETING DATE: 5/26/2010 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
ELECTION OF DIRECTOR: B.R. BERKOWITZ* ISSUER YES FOR 0; FOR
ELECTION OF DIRECTOR: M.W. DAVIS* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.E. HOLIDAY* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: L.A. SMITH* ISSUER YES FOR FOR
ELECTION OF DIRECTOR: B.E. KENSIL** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: E.A. PETTERSSON** ISSUER YES FOR & #160; FOR
ELECTION OF DIRECTOR: G.A. THORSTENSSON** ISSUER YES FOR ; FOR
ELECTION OF DIRECTOR: A.L. WATERS** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.H. REPASY*** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.J. TRACE*** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.L. WATERS*** ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.W. DAVIS+ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: B.E. KENSIL+ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: C.H. REPASY+ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.J. TRACE+ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: A.L. WATERS+ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. BARRETTE$ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: H.K. CHENG$ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: DAVID T. FOY$ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.L. PITTS$ ISSUER YES FOR FOR
ELECTION OF DIRECTOR: R. BARRETTE# ISSUER YES FOR FOR
ELECTION OF DIRECTOR: D.T. FOY# ISSUER YES FOR FOR
ELECTION OF DIRECTOR: J.L. PITTS# ISSUER YES FOR FOR
ELECTION OF DIRECTOR: W.J. TRACE# ISSUER YES FOR FOR
PROPOSAL #07: APPROVAL OF AMENDMENTS TO, AND ISSUER YES FOR & #160; FOR
PERFORMANCE CRITERIA IN, THE COMPANY'S LONG-TERM
INCENTIVE PLAN.
PROPOSAL #08: APPROVAL OF AMENDMENTS TO THE TERMS OF ISSUER YES AGAINST AGAINST
OPTIONS GRANTED TO THE CHAIRMAN AND CEO.
PROPOSAL #09: APPROVAL OF APPOINTMENT OF ISSUER YES FOR FOR
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
----------------------------------------------------------------------------------------------------------------------------------------------------------------
ISSUER: XSTRATA PLC
TICKER: N/A CUSIP: G9826T102
MEETING DATE: 5/5/2010 0; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #1: Receive and adopt the annual report and ISSUER YES FOR FOR
financial statements of the Company, and the reports
of the Directors and the Auditors thereon, for the YE
31 DEC 2009
PROPOSAL #2: Declare a final dividend of USD 0.08 ISSUER YES FOR FOR
cents per Ordinary Share in respect of the YE 31 DEC
2009
PROPOSAL #3: Approve the Directors remuneration ISSUER YES FOR FOR
report for the YE 31 DEC 2009
PROPOSAL #4: Re-election of Mick Davis as a Director ISSUER YES FOR FOR
PROPOSAL #5: Re-election of David Rough as a Director ISSUER YES FOR FOR
PROPOSAL #6: Re-election of Sir. Steve Robson as a ISSUER YES FOR FOR
Director
PROPOSAL #7: Re-election of Willy Strothotte as a ISSUER YES FOR FOR
Director
PROPOSAL #8: Election of Dr. Con Fauconnier as a ISSUER YES FOR FOR
Director
PROPOSAL #9: Re-appoint Ernst & Young LLP as the ISSUER YES FOR FOR
Auditors to the Company to hold office until the
conclusion of the next general meeting at which
accounts are laid before the Company and authorize
the Directors to determine the remuneration of the
PROPOSAL #10: Authorize the Directors, pursuant to ISSUER YES FOR FOR
Section 551 of the Companies Act 2006 to: (i) allot
shares in the Company, and to grant rights to
subscribe for or to convert any security into shares
in the Company: (A) up to an aggregate nominal amount
of USD 489,835,270; and (B) comprising equity
securities (as defined in Section 560 of the
Companies Act 2006) up to an aggregate nominal amount
of USD 979,670,540 (including within such limit any
shares issued or rights granted under paragraph (A)
above) in connection with an offer by way of a rights
issue: (I) to holders of ordinary shares in
proportion (as nearly as may be practicable) to their
existing holdings; and (II) to people who are
holders of other equity securities if this is
required by the rights of those securities or, if the
Directors consider it necessary, as permitted by the
rights of those securities, and so that the
Directors may impose any limits or restrictions and
make any arrangements which they consider necessary
or appropriate to deal with treasury shares,
fractional entitlements, record dates, legal,
regulatory or practical problems in, or under, the
laws of, any territory or any other matter; for a
period expiring (unless previously renewed, varied or
revoked by the Company in a general meeting) at the
end of the next annual general meeting of the Company
after the date on which this resolution is passed;
and (ii) make an offer or agreement which would or
might require shares to be allotted, or rights to
subscribe for or convert any security into shares to
be granted, after expiry of this authority and the
directors may allot shares and grant rights in
pursuance of that offer or agreement as if this
authority had not expired, (b) that, subject to
paragraph (c) below, all existing authorities given
to the Directors pursuant to Section 80 of the
Companies Act 1985 to allot relevant securities (as
defined by the Companies Act 1985) by the passing on
05 MAY 2009 of the resolution numbered 8 as set out
in the notice of the Company's seventh AGM (the 2009
AGM Notice) be revoked by this resolution, (c) that
paragraph (b) above shall be without prejudice to the
continuing authority of the directors to allot
shares, or grant rights to subscribe for or convert
any securities into shares, pursuant to an offer or
agreement made by the Company before the expiry of
PROPOSAL #S.11: Authorize the Directors, subject to ISSUER YES FOR FOR
the passing of Resolution 10 in the Notice of AGM and
in place of the power given to them by the passing
on 05 MAY 2009 of the resolution numbered 9 as set
out in the 2009 AGM Notice, pursuant to Section 570
and Section 573 of the Companies Act 2006 to allot
equity securities (as defined in Section 560 of the
Companies Act 2006) for cash, pursuant to the
authority conferred by Resolution 10 in the Notice of
AGM as if Section 561(1) of the Companies Act 2006
did not apply to the allotment, this power: (a)
expires (unless previously renewed, varied or revoked
by the Company in a general meeting) at the end of
the next AGM of the Company after the date on which
this resolution is passed, but the Company may make
an offer or agreement which would or might require
equity securities to be allotted after expiry of this
power and the Directors may allot equity securities
in pursuance of that offer or agreement as if this
power had not expired; and (b) shall be limited to
the allotment of equity securities in connection with
an offer of equity securities (but in the case of
the authority granted under Resolution 10 (a)(i)(B),
by way of a rights issue only): (i) to the ordinary
shareholders in proportion (as nearly as may be
practicable) to their existing holdings; and (ii) to
people who hold other equity securities, if this is
required by the rights of those securities or, if the
Directors consider it necessary, as permitted by the
rights of those securities, and so that the
directors may impose any limits or restrictions and
make any arrangements which they consider necessary
or appropriate to deal with treasury shares,
fractional entitlements, record dates, legal,
regulatory or practical problems in, or under the
laws of, any territory or any other matter; and (c)
in the case of the authority granted under Resolution
10 (a)(i)(A) shall be limited to the allotment of
equity securities for cash otherwise than pursuant to
paragraph (b) up to an aggregate nominal amount of
USD 73,475,290; this power applies in relation to a
sale of shares which is an allotment of equity
securities by virtue of Section 560(3) of the Act as
if the first paragraph of this resolution the words
pursuant to the authority conferred by Resolution 10
PROPOSAL #S.12: Approve that any EGM of the Company ISSUER YES FOR FOR
(as defined in the Company's Articles of Association
as a general meeting other than an AGM) may be called
on not less than 20 clear days' notice
PROPOSAL #S.13: Amend, with effect from the ISSUER YES FOR 60; FOR
conclusion of the meeting: (A) save for Clause 4.3 of
the Company's Memorandum of Association (the
Memorandum) which shall remain in full force and
effect, the Articles of Association of the Company by
deleting the provisions of the Company's Memorandum
which, by virtue of Section 28 Companies Act 2006,
are to be treated as provisions of the Company's
Articles of Association; and (B) the amendments to
the Company's Articles of Association which are shown
in the draft Articles of Association labelled A for
the purposes of identification, the main features of
which are as specified, shall become effective
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ISSUER: YINGLI GREEN ENERGY HOLD. CO. LTD.
TICKER: YGE CUSIP: 98584B103
MEETING DATE: 8/18/2009 60; FOR/AGAINST
PROPOSAL: PROPOSED BY VOTED? VOTE CAST MGMT
PROPOSAL #01: TO ADOPT THE COMPANY'S AUDITED ISSUER YES FOR & #160; FOR
CONSOLIDATED FINANCIAL STATEMENTS FOR THE FISCAL YEAR
ENDED DECEMBER 31, 2008.
PROPOSAL #2A: TO RE-ELECT MR. ZONGWEI LI AS A ISSUER YES AGAINST AGAINST
DIRECTOR OF THE COMPANY.
PROPOSAL #2B: TO RE-ELECT MR. XIANGDONG WANG AS A ISSUER YES AGAINST AGAINST
DIRECTOR OF THE COMPANY.
PROPOSAL #03: TO APPROVE AMENDMENT NO. 2 TO THE ISSUER YES FOR FOR
COMPANY'S 2006 STOCK INCENTIVE PLAN, IN THE FORM AS
ATTACHED HERETO AS EXHIBIT A.
PROPOSAL #04: TO APPROVE AMENDMENT NO. 3 TO THE ISSUER YES FOR FOR
COMPANY'S 2006 STOCK INCENTIVE PLAN, IN THE FORM AS
ATTACHED HERETO AS EXHIBIT B.
PROPOSAL #05: TO RATIFY AND APPOINT KPMG AS THE ISSUER YES FOR FOR
COMPANY'S INDEPENDENT AUDITORS.
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*
Chairman and Chief Executive Officer
Date: August 30, 2010
* By Power of Attorney. Filed on April 26, 2010, see File Number 33-53683.
Incorporated by Reference.
