UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-06044
Morgan Stanley Europe Opportunity Fund, Inc.
(Exact name of registrant as specified in charter)
| 522 Fifth Avenue, New York, New York | 10036 |
| (Address of principal executive offices) | (Zip code) |
Mary E. Mullin, Esq.
Managing Director
Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-548-7786
Date of fiscal year end: 10/31
Date of reporting period: 7/1/19– 6/30/20
*******************************FORM N - Px REPORT*******************************
ICA File Number: 811-06044
Reporting Period: 07/01/2019 - 06/30/2020
Morgan Stanley European Equity Fund, Inc.
================= Morgan Stanley Europe Opportunity Fund, Inc. =================
On April 13, 2020, the Fund changed its name from Morgan Stanley European Equity
Fund Inc.
ADYEN NV
Ticker: ADYEN Security ID: N3501V104
Meeting Date: MAY 26, 2020 Meeting Type: Annual
Record Date: APR 28, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None None Management
2.a Receive Report of Management Board None None Management
(Non-Voting)
2.b Approve Remuneration Report For For Management
2.c Adopt Annual Accounts For For Management
2.d Receive Explanation on Company's None None Management
Reserves and Dividend Policy
2.e Approve Remuneration Policy for For For Management
Management Board
2.f Approve Remuneration Policy for For For Management
Supervisory Board
3 Approve Discharge of Management Board For For Management
4 Approve Discharge of Supervisory Board For For Management
5 Reelect Piero Overmars to Supervisory For For Management
Board
6 Grant Board Authority to Issue Shares For For Management
Up to 10 Percent of Issued Capital
7 Authorize Board to Exclude Preemptive For For Management
Rights from Share Issuances
8 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
9 Ratify PWC as Auditors For For Management
10 Close Meeting None None Management
--------------------------------------------------------------------------------
ASML HOLDING NV
Ticker: ASML Security ID: N07059202
Meeting Date: APR 22, 2020 Meeting Type: Annual
Record Date: MAR 25, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None None Management
2 Discuss the Company's Business, None None Management
Financial Situation and Sustainability
3.a Approve Remuneration Report For For Management
3.b Adopt Financial Statements and For For Management
Statutory Reports
3.c Receive Clarification on Company's None None Management
Reserves and Dividend Policy
3.d Approve Dividends of EUR 2.40 Per Share For For Management
4.a Approve Discharge of Management Board For For Management
4.b Approve Discharge of Supervisory Board For For Management
5 Approve Number of Shares for Management For For Management
Board
6 Approve Certain Adjustments to the For For Management
Remuneration Policy for Management
Board
7 Approve Remuneration Policy for For For Management
Supervisory Board
8.a Announce Vacancies on the Supervisory None None Management
Board
8.b Opportunity to Make Recommendations None None Management
8.c Announce Intention to Reappoint A.P. None None Management
Aris and Appoint D.W.A. East and D.M.
Durcan to Supervisory Board
8.d Reelect A.P. (Annet) Aris to For For Management
Supervisory Board
8.e Elect D.M. (Mark) Durcan to Supervisory For For Management
Board
8.f Elect D.W.A. (Warren) East to For For Management
Supervisory Board
8.g Receive Information on the Composition None None Management
of the Supervisory Board
9 Ratify KPMG as Auditors For For Management
10.a Grant Board Authority to Issue Shares For For Management
Up to 5 Percent of Issued Capital for
General Purposes
10.b Authorize Board to Exclude Preemptive For For Management
Rights from Share Issuances under Item
10.a
10.c Grant Board Authority to Issue or Grant For For Management
Rights to Subscribe for Ordinary Shares
Up to 5 Percent in Case of Merger or
Acquisition
10.d Authorize Board to Exclude Preemptive For For Management
Rights from Share Issuances under Item
10.c
11.a Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
11.b Authorize Additional Repurchase of Up For For Management
to 10 Percent of Issued Share Capital
12 Authorize Cancellation of Repurchased For For Management
Shares
13 Other Business (Non-Voting) None None Management
14 Close Meeting None None Management
--------------------------------------------------------------------------------
BOOHOO GROUP PLC
Ticker: BOO Security ID: G6153P109
Meeting Date: JUN 19, 2020 Meeting Type: Annual
Record Date: JUN 17, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Re-elect Pierre Cuilleret as Director For For Management
4 Re-elect Iain McDonald as Director For For Management
5 Re-elect Brian Small as Director For For Management
6 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
7 Authorise Board to Fix Remuneration of For For Management
Auditors
8 Authorise EU Political Donations and For For Management
Expenditure
9 Authorise Issue of Equity without For For Management
Pre-emptive Rights
10 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
11 Authorise Market Purchase of Ordinary For For Management
Shares
--------------------------------------------------------------------------------
COLOPLAST A/S
Ticker: COLO.B Security ID: K16018192
Meeting Date: DEC 05, 2019 Meeting Type: Annual
Record Date: NOV 28, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Report of Board None None Management
2 Accept Financial Statements and For For Management
Statutory Reports
3 Approve Allocation of Income and For For Management
Dividends
4 Approve Remuneration Report For For Management
5.1 Approve Remuneration of Directors in For For Management
the Amount of DKK 1.35 Million for
Chairman, DKK 787,500 for Deputy
Chairman, and DKK 450,000 for Other
Directors; Approve Remuneration for
Committee Work
5.2 Approve Update of the Company's Overall For For Management
Guidelines for Incentive Pay to the
Executive Management
5.3 Amend Articles Re: Annual General For For Management
Meeting Agenda
5.4 Amend Articles Re: Participation on For For Management
General Meetings
5.5 Authorize Share Repurchase Program For For Management
6.1 Reelect Lars Soren Rasmussen as For For Management
Director
6.2 Reelect Niels Peter Louis-Hansen as For For Management
Director
6.3 Reelect Birgitte Nielsen as Director For For Management
6.4 Reelect Carsten Hellmann as Director For For Management
6.5 Reelect Jette Nygaard-Andersen as For For Management
Director
6.6 Reelect Jorgen Tang-Jensen as Director For For Management
7 Ratify PricewaterhouseCoopers as For Abstain Management
Auditors
8 Other Business None None Management
--------------------------------------------------------------------------------
COMPAGNIE FINANCIERE RICHEMONT SA
Ticker: CFR Security ID: H25662182
Meeting Date: SEP 11, 2019 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Allocation of Income and For For Management
Dividends of CHF 2.00 per Registered A
Share and CHF 0.20 per Registered B
Share
3 Approve Discharge of Board and Senior For For Management
Management
4.1 Reelect Johann Rupert as Director and For For Management
Board Chairman
4.2 Reelect Josua Malherbe as Director For For Management
4.3 Reelect Nikesh Arora as Director For For Management
4.4 Reelect Nicolas Bos as Director For For Management
4.5 Reelect Clay Brendish as Director For For Management
4.6 Reelect Jean-Blaise Eckert as Director For For Management
4.7 Reelect Burkhart Grund as Director For For Management
4.8 Reelect Sophie Guieysse as Director For For Management
4.9 Reelect Keyu Jin as Director For For Management
4.10 Reelect Jerome Lambert as Director For For Management
4.11 Reelect Ruggero Magnoni as Director For For Management
4.12 Reelect Jeff Moss as Director For For Management
4.13 Reelect Vesna Nevistic as Director For For Management
4.14 Reelect Guillaume Pictet as Director For For Management
4.15 Reelect Alan Quasha as Director For For Management
4.16 Reelect Maria Ramos as Director For For Management
4.17 Reelect Anton Rupert as Director For For Management
4.18 Reelect Jan Rupert as Director For For Management
4.19 Reelect Gary Saage as Director For For Management
4.20 Reelect Cyrille Vigneron as Director For For Management
5.1 Reappoint Clay Brendish as Member of For For Management
the Compensation Committee
5.2 Reppoint Keyu Jin as Member of the For For Management
Compensation Committee
5.3 Reappoint Guillaume Pictet as Member of For For Management
the Compensation Committee
5.4 Reappoint Maria Ramos as Member of the For For Management
Compensation Committee
6 Ratify PricewaterhouseCoopers as For For Management
Auditors
7 Designate Etude Gampert & Demierre as For For Management
Independent Proxy
8.1 Approve Remuneration of Directors in For For Management
the Amount of CHF 9.2 Million
8.2 Approve Fixed Remuneration of Executive For For Management
Committee in the Amount of CHF 15.8
Million
8.3 Approve Variable Remuneration of For For Management
Executive Committee in the Amount of
CHF 19.1 Million
9 Transact Other Business (Voting) For Against Management
--------------------------------------------------------------------------------
COMPASS GROUP PLC
Ticker: CPG Security ID: G23296208
Meeting Date: FEB 06, 2020 Meeting Type: Annual
Record Date: FEB 04, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Approve Final Dividend For For Management
4 Elect Karen Witts as Director For For Management
5 Re-elect Dominic Blakemore as Director For For Management
6 Re-elect Gary Green as Director For For Management
7 Re-elect Carol Arrowsmith as Director For For Management
8 Re-elect John Bason as Director For For Management
9 Re-elect Stefan Bomhard as Director For For Management
10 Re-elect John Bryant as Director For For Management
11 Re-elect Anne-Francoise Nesmes as For For Management
Director
12 Re-elect Nelson Silva as Director For For Management
13 Re-elect Ireena Vittal as Director For For Management
14 Re-elect Paul Walsh as Director For For Management
15 Reappoint KPMG LLP as Auditors For For Management
16 Authorise the Audit Committee to Fix For For Management
Remuneration of Auditors
17 Authorise EU Political Donations and For For Management
Expenditure
18 Approve Payment of Fees to For For Management
Non-executive Directors
19 Authorise Issue of Equity For Against Management
20 Authorise Issue of Equity without For Against Management
Pre-emptive Rights
21 Authorise Issue of Equity without For Against Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
22 Authorise Market Purchase of Ordinary For For Management
Shares
23 Authorise the Company to Call General For Against Management
Meeting with 14 Working Days' Notice
--------------------------------------------------------------------------------
DASSAULT SYSTEMES SA
Ticker: DSY Security ID: F2457H472
Meeting Date: MAY 26, 2020 Meeting Type: Annual/Special
Record Date: MAY 22, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements and For For Management
Statutory Reports
2 Approve Consolidated Financial For For Management
Statements and Statutory Reports
3 Approve Allocation of Income and For For Management
Dividends of EUR 0.70 per Share
4 Approve Auditors' Special Report on For For Management
Related-Party Transactions Mentioning
the Absence of New Transactions
5 Approve Remuneration Policy of For For Management
Corporate Officers
6 Approve Compensation of Charles For For Management
Edelstenne, Chairman of the Board
7 Approve Compensation of Bernard For Against Management
Charles, Vice-Chairman and CEO
8 Approve Compensation Report of For For Management
Corporate Officers
9 Reelect Marie-Helene Habert-Dassault as For For Management
Director
10 Reelect Laurence Lescourret as Director For For Management
11 Approve Remuneration of Directors in For For Management
the Aggregate Amount of EUR 800,000
12 Authorize Repurchase of Up to 5 Million For For Management
Shares
13 Authorize Decrease in Share Capital via For For Management
Cancellation of Repurchased Shares
14 Amend Articles 14, 16 and 19 of Bylaws For For Management
to Comply with Legal Changes
15 Authorize up to 4 Percent of Issued For Against Management
Capital for Use in Stock Option Plans
16 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans
17 Delegate Power to the Board to Carry For Against Management
Mergers by Absorption
18 Pursuant to Item 17 Above, Delegate For Against Management
Power to the Board to Issue Shares in
Connection with Mergers by Absorption
19 Delegate Power to the Board to Carry For Against Management
Spin-Off Agreements
20 Pursuant to Item 19 Above, Delegate For Against Management
Power to the Board to Issue Shares in
Connection with Spin-Off Agreements
21 Delegate Power to the Board to Acquire For Against Management
Certain Assets of Another Company
22 Pursuant to Item 21 Above, Delegate For Against Management
Power to the Board to Issue Shares in
Connection with Acquisitions
23 Authorize Filing of Required For For Management
Documents/Other Formalities
--------------------------------------------------------------------------------
EVOLUTION GAMING GROUP AB
Ticker: EVO Security ID: W3287P115
Meeting Date: JUN 17, 2020 Meeting Type: Annual
Record Date: JUN 11, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None None Management
2 Elect Chairman of Meeting For For Management
3 Prepare and Approve List of For For Management
Shareholders
4 Approve Agenda of Meeting For For Management
5 Designate Inspector(s) of Minutes of For For Management
Meeting
6 Acknowledge Proper Convening of Meeting For For Management
7.a Accept Financial Statements and For For Management
Statutory Reports
7.b Approve Allocation of Income and For For Management
Dividends of EUR 0.42 Per Share
7.c Approve Discharge of Board and For For Management
President
8 Determine Number of Members (6) and For For Management
Deputy Members (0) of Board
9 Approve Remuneration of Directors in For For Management
the Aggregate Amount of EUR 150,000
10 Reelect Jens von Bahr (Chairman), Joel For For Management
Citron, Jonas Engwall, Cecilia Lager,
Ian Livingstone and Fredrik Osterberg
as Directors
11 Approve Remuneration of Auditors For For Management
12 Ratify PricewaterhouseCoopers as For For Management
Auditors
13 Approve Nomination Committee Procedures For For Management
14 Approve Remuneration Policy And Other For For Management
Terms of Employment For Executive
Management
15 Authorize Share Repurchase Program For For Management
16 Authorize Reissuance of Repurchased For For Management
Shares
17 Approve EUR 1,014 Reduction in Share For For Management
Capital via Share Cancellation;
Increase Share Capital Through Bonus
Issue of EUR 1,014
18 Approve Issuance of up to 10 Percent of For For Management
Issued Shares without Preemptive Rights
19 Close Meeting None None Management
--------------------------------------------------------------------------------
EXPERIAN PLC
Ticker: EXPN Security ID: G32655105
Meeting Date: JUL 24, 2019 Meeting Type: Annual
Record Date: JUL 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Re-elect Dr Ruba Borno as Director For For Management
4 Re-elect Brian Cassin as Director For For Management
5 Re-elect Caroline Donahue as Director For For Management
6 Re-elect Luiz Fleury as Director For For Management
7 Re-elect Deirdre Mahlan as Director For For Management
8 Re-elect Lloyd Pitchford as Director For For Management
9 Re-elect Mike Rogers as Director For For Management
10 Re-elect George Rose as Director For For Management
11 Re-elect Kerry Williams as Director For For Management
12 Reappoint KPMG LLP as Auditors For For Management
13 Authorise Board to Fix Remuneration of For For Management
Auditors
14 Authorise Issue of Equity For For Management
15 Authorise Issue of Equity without For For Management
Pre-emptive Rights
16 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
17 Authorise Market Purchase of Ordinary For For Management
Shares
--------------------------------------------------------------------------------
FEVERTREE DRINKS PLC
Ticker: FEVR Security ID: G33929103
Meeting Date: JUN 04, 2020 Meeting Type: Annual
Record Date: JUN 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Approve Final Dividend For For Management
4 Re-elect William Ronald as Director For For Management
5 Re-elect Timothy Warrillow as Director For For Management
6 Re-elect Andrew Branchflower as For For Management
Director
7 Re-elect Coline McConville as Director For For Management
8 Re-elect Kevin Havelock as Director For For Management
9 Re-elect Jeff Popkin as Director For For Management
10 Re-elect Domenic De Lorenzo as Director For For Management
11 Reappoint BDO LLP as Auditors For For Management
12 Authorise Board to Fix Remuneration of For For Management
Auditors
13 Authorise Issue of Equity For For Management
14 Authorise Issue of Equity without For For Management
Pre-emptive Rights
15 Authorise Market Purchase of Ordinary For For Management
Shares
16 Approve Increase in Limit on Aggregate For For Management
Fees Payable to Directors
--------------------------------------------------------------------------------
GEBERIT AG
Ticker: GEBN Security ID: H2942E124
Meeting Date: APR 01, 2020 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2.1 Approve Transfer of CHF 21.5 Million For For Management
from Capital Contribution Reserves to
Free Reserves
2.2 Approve Allocation of Income and For For Management
Dividends of CHF 11.30 per Share
3 Approve Discharge of Board and Senior For For Management
Management
4.1.1 Reelect Albert Baehny as Director and For For Management
as Board Chairman
4.1.2 Reelect Felix Ehrat as Director For For Management
4.1.3 Reelect Bernadette Koch as Director For For Management
4.1.4 Reelect Hartmut Reuter as Director For For Management
4.1.5 Reelect Eunice Zehnder-Lai as Director For For Management
4.1.6 Elect Werner Karlen as Director For For Management
4.2.1 Reappoint Hartmut Reuter as Member of For For Management
the Compensation Committee
4.2.2 Reappoint Eunice Zehnder-Lai as Member For For Management
of the Compensation Committee
4.2.3 Appoint Werner Karlen as Member of the For For Management
Compensation Committee
5 Designate Roger Mueller as Independent For For Management
Proxy
6 Ratify PricewaterhouseCoopers AG as For For Management
Auditors
7.1 Approve Remuneration Report For For Management
7.2 Approve Remuneration of Directors in For For Management
the Amount of CHF 2.4 Million
7.3 Approve Remuneration of Executive For For Management
Committee in the Amount of CHF 11.5
Million
8 Transact Other Business (Voting) For Against Management
--------------------------------------------------------------------------------
HELLOFRESH SE
Ticker: HFG Security ID: D3R2MA100
Meeting Date: JUN 30, 2020 Meeting Type: Annual
Record Date: JUN 17, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports for Fiscal 2019
(Non-Voting)
2 Approve Discharge of Management Board For For Management
for Fiscal 2019
3 Approve Discharge of Supervisory Board For For Management
for Fiscal 2019
4 Ratify KPMG AG as Auditors for Fiscal For For Management
2020
5 Amend Articles Re: Supervisory Board For Against Management
Term of Office
6.1 Reelect Jeffrey Lieberman to the For Against Management
Supervisory Board
6.2 Reelect Ugo Arzani to the Supervisory For Against Management
Board
6.3 Reelect Ursula Radeke-Pietsch to the For Against Management
Supervisory Board
6.4 Reelect John Rittenhouse to the For Against Management
Supervisory Board
6.5 Reelect Derek Zissman to the For Against Management
Supervisory Board
7 Approve Creation of EUR 22.3 Million For For Management
Pool of Capital with Partial Exclusion
of Preemptive Rights
8 Approve Issuance of Warrants/Bonds with For For Management
Warrants Attached/Convertible Bonds
without Preemptive Rights up to
Aggregate Nominal Amount of EUR 1
Billion; Approve Creation of EUR 40
Million Pool of Capital to Guarantee
Conversion Rights
9 Authorize Share Repurchase Program and For For Management
Reissuance or Cancellation of
Repurchased Shares
10 Amend Articles Re: Proof of Entitlement For For Management
11 Amend Articles Re: Supervisory Board For For Management
Approval of Transactions
--------------------------------------------------------------------------------
HERMES INTERNATIONAL SCA
Ticker: RMS Security ID: F48051100
Meeting Date: APR 24, 2020 Meeting Type: Annual/Special
Record Date: APR 22, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements and For For Management
Statutory Reports
2 Approve Consolidated Financial For For Management
Statements and Statutory Reports
3 Approve Discharge of General Managers For For Management
4 Approve Allocation of Income and For For Management
Dividends of EUR 4.55 per Share
5 Approve Auditors' Special Report on For Against Management
Related-Party Transactions
6 Authorize Repurchase of Up to 10 For Against Management
Percent of Issued Share Capital
7 Approve Compensation of Corporate For For Management
Officers
8 Approve Compensation of Axel Dumas, For For Management
General Manager
9 Approve Compensation of Emile Hermes For For Management
SARL, General Manager
10 Approve Compensation of Eric de Seynes, For For Management
Chairman of the Supervisory Board
11 Approve Remuneration Policy of General For For Management
Managers
12 Approve Remuneration Policy of For For Management
Supervisory Board Members
13 Reelect Dorothee Altmayer as For For Management
Supervisory Board Member
14 Reelect Monique Cohen as Supervisory For For Management
Board Member
15 Reelect Renaud Mommeja as Supervisory For For Management
Board Member
16 Reelect Eric de Seynes as Supervisory For For Management
Board Member
17 Authorize Decrease in Share Capital via For For Management
Cancellation of Repurchased Shares
18 Authorize up to 2 Percent of Issued For Against Management
Capital for Use in Stock Option Plans
19 Authorize up to 2 Percent of Issued For Against Management
Capital for Use in Restricted Stock
Plans
20 Amend Articles 18 and 22 of Bylaws Re: For For Management
Employee Reprensentative and
Supervisory Board Members Remuneration
21 Authorize Filing of Required For For Management
Documents/Other Formalities
--------------------------------------------------------------------------------
JUST EAT TAKEAWAY.COM NV
Ticker: TKWY Security ID: N4753E105
Meeting Date: MAY 14, 2020 Meeting Type: Annual
Record Date: APR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None None Management
2.a Receive Report of Management Board None None Management
(Non-Voting)
2.b Approve Remuneration Report For For Management
2.c Adopt Financial Statements and For For Management
Statutory Reports
3 Amend Remuneration Policy for For For Management
Management Board
4 Approve Remuneration Policy for For For Management
Supervisory Board
5.a Approve Discharge of Management Board For For Management
5.b Approve Discharge of Supervisory Board For For Management
6.a Reelect Jitse Groen to Management Board For For Management
6.b Reelect Brent Wissink to Management For For Management
Board
6.c Reelect Jorg Gerbig to Management Board For For Management
7.a Reelect Adriaan Nuhn to Supervisory For For Management
Board
7.b Reelect Corinne Vigreux to Supervisory For For Management
Board
7.c Reelect Ron Teerlink to Supervisory For For Management
Board
7.d Reelect Gwyn Burr to Supervisory Board For For Management
7.e Reelect Jambu Palaniappan to For For Management
Supervisory Board
8 Grant Board Authority to Issue Shares For Against Management
Up to 25 Percent of Issued Capital
9.a Authorize Board to Exclude Preemptive For For Management
Rights from Share Issuances for General
Corporate Purposes
9.b Authorize Board to Exclude Preemptive For Against Management
Rights from Share IssuancesAuthorize
Board to Exclude Preemptive Rights from
Share Issuances for Mergers,
Acquisitions and/or Strategic Alliances
10 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
11 Other Business (Non-Voting) None None Management
12 Close Meeting None None Management
--------------------------------------------------------------------------------
KONE OYJ
Ticker: KNEBV Security ID: X4551T105
Meeting Date: FEB 25, 2020 Meeting Type: Annual
Record Date: FEB 13, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None None Management
2 Call the Meeting to Order None None Management
3 Designate Inspector or Shareholder For For Management
Representative(s) of Minutes of Meeting
4 Acknowledge Proper Convening of Meeting For For Management
5 Prepare and Approve List of For For Management
Shareholders
6 Receive Financial Statements and None None Management
Statutory Reports
7 Accept Financial Statements and For For Management
Statutory Reports
8 Approve Allocation of Income and For For Management
Dividends of EUR 1.6975 per Class A
Share and EUR 1.70 per Class B Share
9 Approve Discharge of Board and For For Management
President
10 Approve Remuneration Policy And Other For For Management
Terms of Employment For Executive
Management
11 Approve Remuneration of Directors in For For Management
the Amount of EUR 60,000 for Chairman,
EUR 50,000 for Vice Chairman, and EUR
45,000 for Other Directors; Approve
Attendance Fees for Board and Committee
Work
12 Fix Number of Directors at Nine For For Management
13 Reelect Matti Alahuhta, Anne Brunila, For For Management
Antti Herlin, Iiris Herlin, Jussi
Herlin, Ravi Kant, Juhani Kaskeala and
Sirpa Pietikainen as Directors; Elect
Susan Duinhoven as New Director
14 Amend Articles Re: Business Area; For For Management
Auditors; General Meeting
15.a Approve Remuneration of Auditors For For Management
15.b Fix Number of Auditors at Two for For For Management
Financial Year 2020
15.c Fix Number of Auditors at One for For For Management
Financial Year 2021
15.d Ratify PricewaterhouseCoopers and Jouko For For Management
Malinen as Auditors for Financial Year
2020
15.e Ratify Ernst & Young as Auditors for For For Management
Financial Year 2021
16 Authorize Share Repurchase Program For For Management
17 Approve Issuance Shares without For For Management
Preemptive Rights
18 Close Meeting None None Management
--------------------------------------------------------------------------------
KUEHNE + NAGEL INTERNATIONAL AG
Ticker: KNIN Security ID: H4673L145
Meeting Date: MAY 05, 2020 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Allocation of Income and For For Management
Omission of Dividends
3 Approve Discharge of Board and Senior For For Management
Management
4.1.1 Reelect Renato Fassbind as Director For For Management
4.1.2 Reelect Karl Gernandt as Director For For Management
4.1.3 Reelect David Kamenetzky as Director For For Management
4.1.4 Reelect Klaus-Michael Kuehne as For For Management
Director
4.1.5 Reelect Hauke Stars as Director For For Management
4.1.6 Reelect Martin Wittig as Director For For Management
4.1.7 Reelect Joerg Wolle as Director For For Management
4.2 Elect Dominik Buergy as Director For For Management
4.3 Reelect Joerg Wolle as Board Chairman For For Management
4.4.1 Appoint Karl Gernandt as Member of the For For Management
Compensation Committee
4.4.2 Appoint Klaus-Michael Kuehne as Member For For Management
of the Compensation Committee
4.4.3 Appoint Hauke Stars as Member of the For For Management
Compensation Committee
4.5 Designate Investarit AG as Independent For For Management
Proxy
4.6 Ratify Ernst & Young AG as Auditors For For Management
5 Approve Creation of CHF 20 Million Pool For For Management
of Capital without Preemptive Rights
6 Approve Remuneration Report For Against Management
7.1 Approve Remuneration of Directors in For Against Management
the Amount of CHF 5 Million
7.2 Approve Remuneration of Executive For Against Management
Committee in the Amount of CHF 20
Million
8 Transact Other Business (Voting) For Against Management
--------------------------------------------------------------------------------
MONCLER SPA
Ticker: MONC Security ID: T6730E110
Meeting Date: JUN 11, 2020 Meeting Type: Annual/Special
Record Date: JUN 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Accept Financial Statements and For For Management
Statutory Reports
1.2 Approve Allocation of Income For For Management
2.1 Approve Remuneration Policy For For Management
2.2 Approve Second Section of the For Against Management
Remuneration Report
3.1.1 Slate Submitted by Ruffini None For Shareholder
Partecipazioni Srl
3.1.2 Slate Submitted by Institutional None Against Shareholder
Investors (Assogestioni)
3.2 Appoint Chairman of Internal Statutory None For Shareholder
Auditors
3.3 Approve Internal Auditors' Remuneration None For Shareholder
4 Approve 2020 Performance Shares Plan For For Management
5 Authorize Share Repurchase Program and For For Management
Reissuance of Repurchased Shares
1 Authorize Board to Increase Capital to For For Management
Service 2020 Performance Shares Plan
A Deliberations on Possible Legal Action None Against Management
Against Directors if Presented by
Shareholders
--------------------------------------------------------------------------------
NESTLE SA
Ticker: NESN Security ID: H57312649
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Accept Financial Statements and For For Management
Statutory Reports
1.2 Approve Remuneration Report For For Management
2 Approve Discharge of Board and Senior For For Management
Management
3 Approve Allocation of Income and For For Management
Dividends of CHF 2.70 per Share
4.1.a Reelect Paul Bulcke as Director and For For Management
Board Chairman
4.1.b Reelect Ulf Schneider as Director For For Management
4.1.c Reelect Henri de Castries as Director For For Management
4.1.d Reelect Renato Fassbind as Director For For Management
4.1.e Reelect Ann Veneman as Director For For Management
4.1.f Reelect Eva Cheng as Director For For Management
4.1.g Reelect Patrick Aebischer as Director For For Management
4.1.h Reelect Ursula Burns as Director For For Management
4.1.i Reelect Kasper Rorsted as Director For For Management
4.1.j Reelect Pablo Isla as Director For For Management
4.1.k Reelect Kimberly Ross as Director For For Management
4.1.l Reelect Dick Boer as Director For For Management
4.1.m Reelect Dinesh Paliwal as Director For For Management
4.2 Elect Hanne Jimenez de Mora as Director For For Management
4.3.1 Appoint Patrick Aebischer as Member of For For Management
the Compensation Committee
4.3.2 Appoint Ursula Burns as Member of the For For Management
Compensation Committee
4.3.3 Appoint Pablo Isla as Member of the For For Management
Compensation Committee
4.3.4 Appoint Dick Boer as Member of the For For Management
Compensation Committee
4.4 Ratify Ernst & Young AG as Auditors For For Management
4.5 Designate Hartmann Dreyer as For For Management
Independent Proxy
5.1 Approve Remuneration of Directors in For For Management
the Amount of CHF 10 Million
5.2 Approve Remuneration of Executive For For Management
Committee in the Amount of CHF 55
Million
6 Approve CHF 9.5 Million Reduction in For For Management
Share Capital via Cancellation of
Repurchased Shares
7 Transact Other Business (Voting) Against Against Management
--------------------------------------------------------------------------------
NOVO NORDISK A/S
Ticker: NOVO.B Security ID: K72807132
Meeting Date: MAR 26, 2020 Meeting Type: Annual
Record Date: MAR 19, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Report of Board None None Management
2 Accept Financial Statements and For For Management
Statutory Reports
3.1 Receive Remuneration Report 2019 None None Management
3.2a Approve Remuneration of Directors for For For Management
2019 in the Aggregate Amount of DKK
19.4 Million
3.2b Approve Remuneration of Directors for For For Management
2020 in the Amount of DKK 2.2 Million
for the Chairman, DKK 1.4 Million for
the Vice Chairman, and DKK 720,000 for
Other Directors; Approve Remuneration
for Committee Work
3.3 Approve Guidelines for Incentive-Based For For Management
Compensation for Executive Management
and Board
3.4 Amend Articles Re: Voting on the For For Management
Company's Remuneration Report at Annual
General Meetings
4 Approve Allocation of Income and For For Management
Dividends
5.1 Reelect Helge Lund as Director and For For Management
Chairman
5.2 Reelect Jeppe Christiansen as Director For For Management
and Deputy Chairman
5.3a Reelect Brian Daniels as Director For For Management
5.3b Reelect Laurence Debroux as Director For For Management
5.3c Reelect Andreas Fibig as Director For For Management
5.3d Reelect Sylvie Gregoire as Director For For Management
5.3e Reelect Liz Hewitt as Director For For Management
5.3f Reelect Kasim Kutay as Director For For Management
5.3g Reelect Martin Mackay as Director For For Management
6 Ratify PricewaterhouseCoopers as For For Management
Auditors
7.1 Approve DKK 10 Million Reduction in For For Management
Share Capital via B Share Cancellation
7.2 Authorize Share Repurchase Program For For Management
7.3a Approve Creation of Pool of Capital for For For Management
the Benefit of Employees
7.3b Approve Creation of Pool of Capital For For Management
with Preemptive Rights
7.3c Approve Creation of Pool of Capital For For Management
without Preemptive Rights
7.4 Approve Donation to the World Diabetes For For Management
Foundation
8 Disclosure of the Ratio between Against Against Shareholder
Executive and Employee Remuneration in
theAnnual Reports
9 Other Business None None Management
--------------------------------------------------------------------------------
NOVOZYMES A/S
Ticker: NZYM.B Security ID: K7317J133
Meeting Date: FEB 26, 2020 Meeting Type: Annual
Record Date: FEB 19, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Report of Board None None Management
2 Accept Financial Statements and For For Management
Statutory Reports
3 Approve Allocation of Income and For For Management
Dividends of DKK 5.25 Per Share
4 Approve Remuneration of Directors in For For Management
the Amount of DKK 1.5 Million for
Chairman, DKK1 Million for Vice
Chairman and DKK 500,000 for Other
Directors; ApproveRemuneration for
Committee Work
5 Reelect Jorgen Buhl Rasmussen For For Management
(Chairman) as Director
6 Elect Cornelis de Jong (Vice Chairman) For For Management
as Director
7a Reelect Kasim Kutay as Director For For Management
7b Reelect Kim Stratton as Director For For Management
7c Reelect Mathias Uhlen as Director For For Management
7d Elect Sharon James as Director For For Management
7e Elect Heine Dalsgaard as Director For For Management
8 Ratify PricewaterhouseCoopers as For For Management
Auditors
9a Approve Guidelines for Incentive-Based For For Management
Compensation for Executive Management
and Board
9b Approve Creation of DKK 57 Million Pool For For Management
of Capital in B Shares without
Preemptive Rights; DKK 58.2 Million
Pool of Capital with Preemptive Rights;
and Pool of Capital in Warrants without
Preemptive Rights
9c Approve DKK 12 Million Reduction in For For Management
Share Capital via Share Cancellation
9d Authorize Share Repurchase Program For For Management
9e Amend Articles For For Management
9f Authorize Editorial Changes to Adopted For For Management
Resolutions in Connection with
Registration with Danish Authorities
10 Other Business None None Management
--------------------------------------------------------------------------------
PUMA SE
Ticker: PUM Security ID: D62318148
Meeting Date: MAY 07, 2020 Meeting Type: Annual
Record Date: APR 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports for Fiscal 2019
(Non-Voting)
2 Approve Allocation of Income and For For Management
Omission of Dividends
3 Approve Discharge of Management Board For For Management
for Fiscal 2019
4 Approve Discharge of Supervisory Board For For Management
for Fiscal 2019
5 Ratify Deloitte GmbH as Auditors for For For Management
Fiscal 2020
6 Authorize Share Repurchase Program and For For Management
Reissuance or Cancellation of
Repurchased Shares
7 Amend Articles Re: Annulment of the For For Management
Variable Supervisory Board Remuneration
Clause
8 Amend Articles Re: Proof of Entitlement For For Management
--------------------------------------------------------------------------------
RELX PLC
Ticker: REL Security ID: G7493L105
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: APR 21, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Policy For For Management
3 Approve Remuneration Report For For Management
4 Approve Final Dividend For For Management
5 Reappoint Ernst & Young LLP as Auditors For For Management
6 Authorise the Audit Committee to Fix For For Management
Remuneration of Auditors
7 Elect Charlotte Hogg as Director For For Management
8 Re-elect Erik Engstrom as Director For For Management
9 Re-elect Sir Anthony Habgood as For For Management
Director
10 Re-elect Wolfhart Hauser as Director For For Management
11 Re-elect Marike van Lier Lels as For For Management
Director
12 Re-elect Nick Luff as Director For For Management
13 Re-elect Robert MacLeod as Director For For Management
14 Re-elect Linda Sanford as Director For For Management
15 Re-elect Andrew Sukawaty as Director For For Management
16 Re-elect Suzanne Wood as Director For For Management
17 Authorise Issue of Equity For For Management
18 Authorise Issue of Equity without For For Management
Pre-emptive Rights
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
20 Authorise Market Purchase of Ordinary For For Management
Shares
21 Authorise the Company to Call General For Against Management
Meeting with Two Weeks' Notice
--------------------------------------------------------------------------------
RIGHTMOVE PLC
Ticker: RMV Security ID: G7565D106
Meeting Date: MAY 04, 2020 Meeting Type: Annual
Record Date: APR 30, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Approve Remuneration Policy For For Management
4 Approve Final Dividend (Resolution None None Management
Withdrawn)
5 Reappoint KPMG LLP as Auditors For For Management
6 Authorise Board to Fix Remuneration of For For Management
Auditors
7 Elect Andrew Fisher as Director For For Management
8 Elect Amit Tiwari as Director For For Management
9 Re-elect Peter Brooks-Johnson as For For Management
Director
10 Re-elect Robyn Perriss as Director For For Management
11 Re-elect Jacqueline de Rojas as For For Management
Director
12 Re-elect Rakhi Goss-Custard as Director For For Management
13 Re-elect Andrew Findlay as Director For For Management
14 Re-elect Lorna Tilbian as Director For For Management
15 Authorise Issue of Equity For For Management
16 Authorise Issue of Equity without For For Management
Pre-emptive Rights
17 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
18 Authorise Market Purchase of Ordinary For For Management
Shares
19 Authorise EU Political Donations and For For Management
Expenditure
20 Authorise the Company to Call General For Against Management
Meeting with Two Weeks' Notice
21 Approve Performance Share Plan For For Management
--------------------------------------------------------------------------------
SGS SA
Ticker: SGSN Security ID: H7485A108
Meeting Date: MAR 24, 2020 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Accept Financial Statements and For For Management
Statutory Reports
1.2 Approve Remuneration Report For For Management
(Non-Binding)
2 Approve Discharge of Board and Senior For For Management
Management
3 Approve Allocation of Income and For For Management
Dividends of CHF 80.00 per Share
4.1a Reelect Paul Desmarais as Director For Against Management
4.1b Reelect August Francois von Finck as For For Management
Director
4.1c Reelect Ian Gallienne as Director For For Management
4.1d Reelect Calvin Grieder as Director For For Management
4.1e Reelect Cornelius Grupp as Director For For Management
4.1f Reelect Gerard Lamarche as Director For For Management
4.1g Reelect Shelby du Pasquier as Director For For Management
4.1h Reelect Kory Sorenson as Director For For Management
4.1i Elect Sami Atiya as Director For For Management
4.1j Elect Tobias Hartmann as Director For For Management
4.2 Elect Calvin Grieder as Board Chairman For For Management
4.3.1 Appoint Ian Gallienne as Member of the For Against Management
Compensation Committee
4.3.2 Appoint Shelby du Pasquier as Member of For For Management
the Compensation Committee
4.3.3 Appoint Kory Sorenson as Member of the For For Management
Compensation Committee
4.4 Ratify Deloitte SA as Auditors For For Management
4.5 Designate Jeandin & Defacqz as For For Management
Independent Proxy
5.1 Approve Remuneration of Directors in For For Management
the Amount of CHF 2.3 Million
5.2 Approve Fixed Remuneration of Executive For For Management
Committee in the Amount of CHF 14
Million
5.3 Approve Variable Remuneration of For For Management
Executive Committee in the Amount of
CHF 7 Million
6 Transact Other Business (Voting) For Against Management
--------------------------------------------------------------------------------
VITROLIFE AB
Ticker: VITR Security ID: W98218147
Meeting Date: JUN 15, 2020 Meeting Type: Annual
Record Date: JUN 09, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None None Management
2 Elect Chairman of Meeting For For Management
3 Prepare and Approve List of For For Management
Shareholders
4 Approve Agenda of Meeting For For Management
5 Designate Inspector(s) of Minutes of For For Management
Meeting
6 Acknowledge Proper Convening of Meeting For For Management
7 Receive President's Report None None Management
8.a Receive Financial Statements and None None Management
Statutory Reports
8.b Receive Auditor's Report on Application None None Management
of Guidelines for Remuneration for
Executive Management
9.a Accept Financial Statements and For For Management
Statutory Reports
9.b Approve Allocation of Income and For For Management
Omission of Dividends
9.c Approve Discharge of Board and For For Management
President
10 Receive Nomination Committee's Report None None Management
11 Determine Number of Members (5) and For For Management
Deputy Members (0) of Board
12 Approve Remuneration of Directors in For For Management
the Amount of SEK 825,000 for Chairman
and SEK 275,000 for Other Directors;
Approve Remuneration for Committee
Work; Approve Remuneration of Auditors
13 Reelect Lars Holmqvist, Pia Marions, For For Management
Henrik Blomquist and Jon Sigurdsson
(Chairman) as Directors; Elect Karen
Lykke Sorensen as New Director; Ratify
Deloitte as Auditors
14 Amend Articles of Association Re: For For Management
Delete Article 7 regarding Auditor's
Term of Office
15 Authorize Representatives of Three of For For Management
Company's Largest Shareholders to Serve
on Nominating Committee
16 Approve Issuance of up to 10.85 Million For For Management
Shares without Preemptive Rights
17 Authorize Share Repurchase Program For For Management
18 Approve Remuneration Policy And Other For For Management
Terms of Employment For Executive
Management
19.a Approve Performance Share Plan LTIP For For Management
2020
19.b Approve Equity Plan Financing For For Management
19.c Approve Alternative Equity Plan For Against Management
Financing
20 Close Meeting None None Management
========== END NPX REPORT
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.
(Registrant): Morgan Stanley Europe Opportunity Fund, Inc.
| By (Signature and Title)* | /s/ John H. Gernon | |
| | John H. Gernon | |
| | President and Principal Executive Officer | |
Date August 28, 2020
* Print the name and title of each signing officer under his or her signature.
