UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811- 06727
Dominion Funds, Inc.
(Exact name of registrant as specified in charter)
35 Old Tavern Road, 2nd Floor, Orange, CT 06477
(Address of principal executive offices)
(Zip code)
Paul Dietrich
21509 Willisville Road
Upperville, VA 20184
________________________________________________________________________
(Name and address of agent for service)
Registrant's telephone number, including area code: (800) 416-2053
Date of fiscal year end: June 30
Date of reporting period: July 1, 2009- June 30, 2010
ITEM 1. PROXY VOTING RECORD: (see attached tables)
Item 1, Exhibit A contains the following information indicating for each matter relating to a portfolio security owned by the Registrant considered at any shareholder meeting held during the twelve month period ended June 30, 2009 with respect to which the Registrant was entitled to vote:
(a) The name of the issuer of the portfolio security;
(b) The exchange ticker symbol of the portfolio security;
(c) The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security;
(d) The shareholder meeting date;
(e) A brief identification of the matter voted on;
(f) Whether the matter was proposed by the issuer or by a security holder;
(g) Whether the Registrant cast its vote on the matter;
(h) How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and
(i) Whether the Registrant cast its vote for or against management.
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)
DOMINION FUNDS, INC.
By (Signature and Title) /s/ Paul Dietrich
Paul Dietrich, President and Principal Executive Officer
Date August 24, 2010
| | | | | | | | | |
Registrant: Dominion Funds, Inc. - Foxhall Global Trends Fund Item 1, Exhibit A | | | |
Investment Company Act file number: 811-49808 | | | |
Reporting Period: July 1, 2009 through June 30, 2010 | | | | | |
| | | | | | | | | |
ITEM 1- PROXY VOTING RECORD |
| (a) Issuer's Name | (b) Exchange Ticker Symbol | (c)"CUSIP" # | (d) Shareholder Meeting Date | (e) Matter Identification | (f) Proposal Type (by issuer or shareholder) | (g) Voted | (h) How was vote cast (for or against proposal, or abstain; for or withhold regarding election of directors) | (i) Was Vote For or Against Management |
1 | IVANHOE MINES LTD. | IVN | 46579N103 | 10/20/2009 | To consider and, if thought appropriate, pass an ordinary resolution authorizing and approving an agreement dated September 21, 2009 amending the private placement agreement dated October 18, 2006 between the Company and Rio Tinto International Holdings Limited ("RIO Tinto"), as previously amended November 16, 2006 and October 24, 2007, (the "Private Placement Agreement") extending the expiry date of Rio Tinto's right and obligation to complete the second tranch private placement (as defined in the Private Placement Agreement). *Note* this form confers discretionary authority to vote on such other business as may properly come before the meeting or any adjournment thereof. | Management | Yes | For | For |
| | | |
Vote Summary |
| |
| |
| HARMAN INTERNATIONAL INDUSTRIES, INC. | | |
| Security | 413086109 | Meeting Type | Annual |
| Ticker Symbol | HAR | Meeting Date | 08-Dec-2009 |
| ISIN | US4130861093 | Agenda | 933160222 - Management |
| City | | Holding Recon Date | 12-Oct-2009 |
| Country | United States | Vote Deadline Date | 07-Dec-2009 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | DINESH C. PALIWAL | | For | For |
| | 2 | EDWARD H. MEYER | | For | For |
| | 3 | GARY G. STEEL | | For | For |
Page 1 of 25
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Vote Summary |
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| JABIL CIRCUIT, INC. | | | |
| Security | 466313103 | Meeting Type | Annual |
| Ticker Symbol | JBL | Meeting Date | 21-Jan-2010 |
| ISIN | US4663131039 | Agenda | 933174992 - Management |
| City | | Holding Recon Date | 24-Nov-2009 |
| Country | United States | Vote Deadline Date | 20-Jan-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | MEL S. LAVITT | | For | For |
| | 2 | TIMOTHY L. MAIN | | For | For |
| | 3 | WILLIAM D. MOREAN | | For | For |
| | 4 | LAWRENCE J. MURPHY | | For | For |
| | 5 | FRANK A. NEWMAN | | For | For |
| | 6 | STEVEN A. RAYMUND | | For | For |
| | 7 | THOMAS A. SANSONE | | For | For |
| | 8 | DAVID M. STOUT | | For | For |
| | 9 | KATHLEEN A. WALTERS | | For | For |
| 02 | TO APPROVE AN AMENDMENT TO INCREASE THE SIZE OF | Management | For | For |
| | THE JABIL CIRCUIT, INC. 2002 STOCK INCENTIVE PLAN BY | | | |
| | 8,200,000 SHARES. | | | |
| 03 | TO RATIFY THE APPOINTMENT OF KPMG LLP AS JABIL'S | Management | For | For |
| | INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | | |
| | FOR THE FISCAL YEAR ENDING AUGUST 31, 2010. | | | |
| 04 | TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY | Management | For | For |
| | COME BEFORE THE ANNUAL MEETING, INCLUDING ANY | | | |
| | ADJOURNMENT THEREOF. | | | |
Page 2 of 25
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Vote Summary |
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| |
| ATWOOD OCEANICS, INC. | | |
| Security | 050095108 | Meeting Type | Annual |
| Ticker Symbol | ATW | Meeting Date | 11-Feb-2010 |
| ISIN | US0500951084 | Agenda | 933184537 - Management |
| City | | Holding Recon Date | 15-Dec-2009 |
| Country | United States | Vote Deadline Date | 10-Feb-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | DEBORAH A. BECK | | For | For |
| | 2 | ROBERT W. BURGESS | | For | For |
| | 3 | GEORGE S. DOTSON | | For | For |
| | 4 | JACK E. GOLDEN | | For | For |
| | 5 | HANS HELMERICH | | For | For |
| | 6 | JAMES R. MONTAGUE | | For | For |
| | 7 | ROBERT J. SALTIEL | | For | For |
| 02 | TO RATIFY THE APPOINTMENT OF | Management | For | For |
| | PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT | | | |
| | AUDITORS. | | | |
| 03 | IN THEIR DISCRETION, THE PROXY HOLDERS ARE | Management | For | |
| | AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS | | | |
| | MAY PROPERLY COME BEFORE THE MEETING. | | | |
Page 3 of 25
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Vote Summary |
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| |
| JOY GLOBAL INC. | | | |
| Security | 481165108 | Meeting Type | Annual |
| Ticker Symbol | JOYG | Meeting Date | 09-Mar-2010 |
| ISIN | US4811651086 | Agenda | 933186339 - Management |
| City | | Holding Recon Date | 08-Jan-2010 |
| Country | United States | Vote Deadline Date | 08-Mar-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | STEVEN L. GERARD | | For | For |
| | 2 | JOHN NILS HANSON | | For | For |
| | 3 | KEN C. JOHNSEN | | For | For |
| | 4 | GALE E. KLAPPA | | For | For |
| | 5 | RICHARD B. LOYND | | For | For |
| | 6 | P. ERIC SIEGERT | | For | For |
| | 7 | MICHAEL W. SUTHERLIN | | For | For |
| | 8 | JAMES H. TATE | | For | For |
| 02 | RATIFICATION OF ERNST & YOUNG LLP AS THE COMPANY'S | Management | For | For |
| | INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | | |
| | FOR FISCAL 2010. | | | |
Page 4 of 25
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Vote Summary |
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| F5 NETWORKS, INC. | | | |
| Security | 315616102 | Meeting Type | Annual |
| Ticker Symbol | FFIV | Meeting Date | 11-Mar-2010 |
| ISIN | US3156161024 | Agenda | 933183092 - Management |
| City | | Holding Recon Date | 04-Jan-2010 |
| Country | United States | Vote Deadline Date | 10-Mar-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 1 | A | ELECTION OF DIRECTOR: DEBORAH L. BEVIER | Management | For | For |
| 1 | B | ELECTION OF DIRECTOR: ALAN J. HIGGINSON | Management | For | For |
| 1 | C | ELECTION OF DIRECTOR: JOHN MCADAM | Management | For | For |
| 02 | | PROPOSAL TO RATIFY THE SELECTION OF | Management | For | For |
| | | PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S | | | |
| | | INDEPENDENT AUDITOR FOR FISCAL YEAR 2010. | | | |
Page 5 of 25
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Vote Summary |
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| |
| APARTMENT INVESTMENT AND MANAGEMENT CO. | |
| Security | 03748 | R101 | Meeting Type | Annual |
| Ticker Symbol | AIV | | Meeting Date | 26-Apr-2010 |
| ISIN | US03748 | R1014 | Agenda | 933198649 - Management |
| City | | | Holding Recon Date | 26-Feb-2010 |
| Country | United States | | Vote Deadline Date | 23-Apr-2010 |
| SEDOL(s) | | | Quick Code | |
| | | | | |
| Item | | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 1 | A | ELECTION OF DIRECTOR: JAMES N. BAILEY | Management | For | For |
| 1 | B | ELECTION OF DIRECTOR: TERRY CONSIDINE | Management | For | For |
| 1 | C | ELECTION OF DIRECTOR: RICHARD S. ELLWOOD | Management | For | For |
| 1 | D | ELECTION OF DIRECTOR: THOMAS L. KELTNER | Management | For | For |
| 1 | E | ELECTION OF DIRECTOR: J. LANDIS MARTIN | Management | For | For |
| 1 | F | ELECTION OF DIRECTOR: ROBERT A. MILLER | Management | For | For |
| 1 | G | ELECTION OF DIRECTOR: KATHLEEN M. NELSON | Management | For | For |
| 1 | H | ELECTION OF DIRECTOR: MICHAEL A. STEIN | Management | For | For |
| 02 | | TO RATIFY THE SELECTION OF ERNST & YOUNG LLP TO | Management | For | For |
| | | SERVE AS THE INDEPENDENT REGISTERED PUBLIC | | | |
| | | ACCOUNTING FIRM FOR AIMCO FOR THE YEAR ENDING | | | |
| | | DECEMBER 31, 2010. | | | |
Page 6 of 25
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Vote Summary |
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| KKR FINANCIAL HOLDINGS LLC | | | |
| Security | 48248 | A306 | Meeting Type | Annual |
| Ticker Symbol | KFN | | Meeting Date | 29-Apr-2010 |
| ISIN | US48248 | A3068 | Agenda | 933219467 - Management |
| City | | | Holding Recon Date | 16-Mar-2010 |
| Country | United States | | Vote Deadline Date | 28-Apr-2010 |
| SEDOL(s) | | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | TRACY L. COLLINS | | For | For |
| | 2 | VINCENT PAUL FINIGAN | | For | For |
| | 3 | PAUL M. HAZEN | | For | For |
| | 4 | R. GLENN HUBBARD | | For | For |
| | 5 | ROSS J. KARI | | For | For |
| | 6 | ELY L. LICHT | | For | For |
| | 7 | DEBORAH H. MCANENY | | For | For |
| | 8 | SCOTT C. NUTTALL | | For | For |
| | 9 | SCOTT A. RYLES | | For | For |
| | 10 | WILLIAM C. SONNEBORN | | For | For |
| | 11 | WILLY R. STROTHOTTE | | For | For |
| 02 | TO RATIFY THE AUDIT COMMITTEE'S APPOINTMENT OF | Management | For | For |
| | DELOITTE & TOUCHE LLP AS KKR FINANCIAL HOLDINGS | | | |
| | LLC'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | |
| | FIRM FOR THE YEAR ENDING DECEMBER 31, 2010. | | | |
Page 7 of 25
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Vote Summary |
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| |
| TEMPUR-PEDIC INTERNATIONAL, INC. | | | |
| Security | 88023 | U101 | Meeting Type | Annual |
| Ticker Symbol | TPX | | Meeting Date | 04-May-2010 |
| ISIN | US88023 | U1016 | Agenda | 933208678 - Management |
| City | | | Holding Recon Date | 05-Mar-2010 |
| Country | United States | | Vote Deadline Date | 03-May-2010 |
| SEDOL(s) | | | Quick Code | |
| | | | | |
| Item | | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 1 | A | ELECTION OF DIRECTOR: MARK SARVARY | Management | For | For |
| 1 | B | ELECTION OF DIRECTOR: EVELYN DILSAVER | Management | For | For |
| 1 | C | ELECTION OF DIRECTOR: FRANCIS A. DOYLE | Management | For | For |
| 1 | D | ELECTION OF DIRECTOR: JOHN HEIL | Management | For | For |
| 1 | E | ELECTION OF DIRECTOR: PETER K. HOFFMAN | Management | For | For |
| 1 | F | ELECTION OF DIRECTOR: SIR PAUL JUDGE | Management | For | For |
| 1 | G | ELECTION OF DIRECTOR: NANCY F. KOEHN | Management | For | For |
| 1 | H | ELECTION OF DIRECTOR: CHRISTOPHER A. MASTO | Management | For | For |
| 1 | I | ELECTION OF DIRECTOR: P. ANDREWS MCLANE | Management | For | For |
| 1 | J | ELECTION OF DIRECTOR: ROBERT B. TRUSSELL, JR. | Management | For | For |
| 02 | | RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT | Management | For | For |
| | | AUDITORS | | | |
| 03 | | PROPOSAL TO APPROVE THE COMPANY'S AMENDED AND | Management | For | For |
| | | RESTATED ANNUAL INCENTIVE BONUS PLAN FOR SENIOR | | | |
| | | EXECUTIVES | | | |
Page 8 of 25
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| Vote Summary |
| |
| |
| HUNTSMAN CORPORATION | | |
| Security | 447011107 | Meeting Type | Annual |
| Ticker Symbol | HUN | Meeting Date | 06-May-2010 |
| ISIN | US4470111075 | Agenda | 933216031 - Management |
| City | | Holding Recon Date | 10-Mar-2010 |
| Country | United States | Vote Deadline Date | 05-May-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | NOLAN D ARCHIBALD | | For | For |
| | 2 | H WILLIAM LICHTENBERGER | | For | For |
| | 3 | M ANTHONY BURNS | | For | For |
| 02 | RATIFICATION OF THE APPOINTMENT OF DELOITTE & | Management | For | For |
| | TOUCHE LLP AS HUNTSMAN CORPORATION'S | | | |
| | INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | | |
| | FOR THE YEAR ENDING DECEMBER 31, 2010. | | | |
Page 9 of 25
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Vote Summary |
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| SWIFT ENERGY COMPANY | | |
| Security | 870738101 | Meeting Type | Annual |
| Ticker Symbol | SFY | Meeting Date | 11-May-2010 |
| ISIN | US8707381013 | Agenda | 933221602 - Management |
| City | | Holding Recon Date | 19-Mar-2010 |
| Country | United States | Vote Deadline Date | 10-May-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| |
| 1 | DIRECTOR | Management | | |
| | 1 | GREG MATIUK | | For | For |
| | 2 | BRUCE H. VINCENT | | For | For |
| 2 | TO AMEND THE FIRST AMENDED AND RESTATED SWIFT | Management | For | For |
| | ENERGY COMPANY 2005 STOCK COMPENSATION PLAN. | | | |
| 3 | TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS | Management | For | For |
| | SWIFT ENERGY COMPANY'S INDEPENDENT AUDITOR FOR | | | |
| | THE FISCAL YEAR ENDING DECEMBER 31, 2010. | | | |
Page 10 of 25
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Vote Summary |
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| |
| CLIFFS NATURAL RESOURCES INC. | | | |
| Security | 18683 | K101 | Meeting Type | Annual |
| Ticker Symbol | CLF | | Meeting Date | 11-May-2010 |
| ISIN | US18683 | K1016 | Agenda | 933222907 - Management |
| City | | | Holding Recon Date | 18-Mar-2010 |
| Country | United States | | Vote Deadline Date | 10-May-2010 |
| SEDOL(s) | | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| |
| 01 | DIRECTOR | Management | | |
| | 1 | R.C. CAMBRE | | For | For |
| | 2 | J.A. CARRABBA | | For | For |
| | 3 | S.M. CUNNINGHAM | | For | For |
| | 4 | B.J. ELDRIDGE | | For | For |
| | 5 | S.M. GREEN | | For | For |
| | 6 | J.K. HENRY | | For | For |
| | 7 | J.F. KIRSCH | | For | For |
| | 8 | F.R. MCALLISTER | | For | For |
| | 9 | R. PHILLIPS | | For | For |
| | 10 | R.K. RIEDERER | | For | For |
| | 11 | A. SCHWARTZ | | For | For |
| 02 | TO APPROVE AND ADOPT AN AMENDMENT TO OUR | Management | For | For |
| | AMENDED ARTICLES OF INCORPORATION TO CHANGE | | | |
| | CERTAIN SUPERMAJORITY SHAREHOLDER VOTING | | | |
| | REQUIREMENTS CONTAINED IN THE OHIO REVISED CODE | | | |
| | TO MAJORITY SHAREHOLDER VOTING REQUIREMENTS. | | | |
| 03 | TO APPROVE THE AMENDMENT AND RESTATEMENT OF | Management | For | For |
| | THE 2007 INCENTIVE EQUITY PLAN TO (A) INCREASE THE | | | |
| | AUTHORIZED NUMBER OF SHARES AVAILABLE FOR | | | |
| | ISSUANCE UNDER THE PLAN BY A TOTAL OF 7,000,000 | | | |
| | COMMON SHARES, AND (B) PROVIDE AN ANNUAL | | | |
| | LIMITATION ON THE NUMBER OF SHARES AVAILABLE TO | | | |
| | GRANT TO ANY ONE PARTICIPANT IN ANY FISCAL YEAR OF | | | |
| | 500,000 COMMON SHARES. | | | |
| 04 | TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP | Management | For | For |
| | AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | |
| | FIRM TO EXAMINE OUR CONSOLIDATED FINANCIAL | | | |
| | STATEMENTS FOR THE 2010 FISCAL YEAR. | | | |
Page 11 of 25
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Vote Summary |
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| FOREST OIL CORPORATION | | |
| Security | 346091705 | Meeting Type | Annual |
| Ticker Symbol | FST | Meeting Date | 12-May-2010 |
| ISIN | US3460917053 | Agenda | 933219227 - Management |
| City | | Holding Recon Date | 15-Mar-2010 |
| Country | United States | Vote Deadline Date | 11-May-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| |
| 01 | DIRECTOR | Management | | |
| |
| | 1 | LOREN K. CARROLL | | For | For |
| |
| | 2 | PATRICK R. MCDONALD | | For | For |
| |
| | 3 | RAYMOND I. WILCOX | | For | For |
| |
| 02 | PROPOSAL TO APPROVE AN AMENDMENT TO THE FOREST | Management | For | For |
| | OIL CORPORATION 2007 STOCK INCENTIVE PLAN TO (I) ADD | | | |
| | 4,000,000 SHARES AVAILABLE FOR ISSUANCE, (II) FURTHER | | | |
| | RESTRICT THE ABILITY OF FOREST TO REPRICE OR | | | |
| | EXCHANGE UNDERWATER OPTIONS OR STOCK | | | |
| | APPRECIATION RIGHTS, (III) PROHIBIT PAYMENTS IN | | | |
| | CONNECTION WITH A CORPORATE CHANGE PRIOR TO THE | | | |
| | CORPORATE CHANGE | | | |
| 03 | PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & | Management | For | For |
| | YOUNG LLP AS FOREST'S INDEPENDENT REGISTERED | | | |
| | PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING | | | |
| | DECEMBER 31, 2010. | | | |
Page 12 of 25
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Vote Summary |
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| |
| DREAMWORKS ANIMATION SKG, INC. | | | |
| Security | 26153 | C103 | Meeting Type | Annual |
| Ticker Symbol | DWA | | Meeting Date | 12-May-2010 |
| ISIN | US26153 | C1036 | Agenda | 933223973 - Management |
| City | | | Holding Recon Date | 23-Mar-2010 |
| Country | United States | | Vote Deadline Date | 11-May-2010 |
| SEDOL(s) | | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 1 | DIRECTOR | Management | | |
| | 1 | JEFFREY KATZENBERG | | For | For |
| | 2 | ROGER A. ENRICO | | For | For |
| | 3 | LEWIS COLEMAN | | For | For |
| | 4 | HARRY BRITTENHAM | | For | For |
| | 5 | THOMAS FRESTON | | For | For |
| | 6 | JUDSON C. GREEN | | For | For |
| | 7 | MELLODY HOBSON | | For | For |
| | 8 | MICHAEL MONTGOMERY | | For | For |
| | 9 | NATHAN MYHRVOLD | | For | For |
| | 10 | RICHARD SHERMAN | | For | For |
| 2 | PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & | Management | For | For |
| | YOUNG LLP AS THE COMPANY'S INDEPENDENT | | | |
| | REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR | | | |
| | ENDING DECEMBER 31, 2010. | | | |
| 3 | PROPOSAL TO APPROVE THE ADOPTION OF THE 2010 | Management | For | For |
| | EMPLOYEE STOCK PURCHASE PLAN. | | | |
Page 13 of 25
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Vote Summary |
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| |
| GENWORTH FINANCIAL, INC. | | | |
| Security | 37247 | D106 | Meeting Type | Annual |
| Ticker Symbol | GNW | | Meeting Date | 12-May-2010 |
| ISIN | US37247 | D1063 | Agenda | 933226741 - Management |
| City | | | Holding Recon Date | 19-Mar-2010 |
| Country | United States | | Vote Deadline Date | 11-May-2010 |
| SEDOL(s) | | | Quick Code | |
| | | | | |
| Item | | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 1 | A | ELECTION OF DIRECTOR: STEVEN W. ALESIO | Management | For | For |
| 1 | B | ELECTION OF DIRECTOR: MICHAEL D. FRAIZER | Management | For | For |
| 1 | C | ELECTION OF DIRECTOR: NANCY J. KARCH | Management | For | For |
| 1 | D | ELECTION OF DIRECTOR: J. ROBERT "BOB" KERREY | Management | For | For |
| 1 | E | ELECTION OF DIRECTOR: RISA J. LAVIZZO-MOUREY | Management | For | For |
| 1 | F | ELECTION OF DIRECTOR: CHRISTINE B. MEAD | Management | For | For |
| 1 | G | ELECTION OF DIRECTOR: THOMAS E. MOLONEY | Management | For | For |
| 1 | H | ELECTION OF DIRECTOR: JAMES A. PARKE | Management | For | For |
| 1 | I | ELECTION OF DIRECTOR: JAMES S. RIEPE | Management | For | For |
| 02 | | RE-APPROVAL OF THE MATERIAL TERMS OF | Management | For | For |
| | | PERFORMANCE GOALS FOR QUALIFIED PERFORMANCE- | | | |
| | | BASED AWARDS UNDER THE 2004 GENWORTH FINANCIAL, | | | |
| | | INC. OMNIBUS INCENTIVE PLAN | | | |
| 03 | | RATIFICATION OF THE SELECTION OF KPMG LLP AS THE | Management | For | For |
| | | INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | | |
| | | FOR 2010 | | | |
Page 14 of 25
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Vote Summary |
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| |
| VEECO INSTRUMENTS INC. | | |
| Security | 922417100 | Meeting Type | Annual |
| Ticker Symbol | VECO | Meeting Date | 14-May-2010 |
| ISIN | US9224171002 | Agenda | 933239522 - Management |
| City | | Holding Recon Date | 19-Mar-2010 |
| Country | United States | Vote Deadline Date | 13-May-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| |
| 01 | DIRECTOR | Management | | |
| | 1 | ROGER D. MCDANIEL | | For | For |
| | 2 | JOHN R. PEELER | | For | For |
| 02 | APPROVAL OF THE VEECO INSTRUMENTS INC. 2010 STOCK | Management | For | For |
| | INCENTIVE PLAN. | | | |
| 03 | APPROVAL OF AN AMENDMENT TO VEECO'S CERTIFICATE | Management | For | For |
| | OF INCORPORATION TO INCREASE THE AUTHORIZED | | | |
| | SHARES OF VEECO'S COMMON STOCK THEREUNDER. | | | |
| 04 | RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG | Management | For | For |
| | LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING | | | |
| | FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING | | | |
| | DECEMBER 31, 2010. | | | |
Page 15 of 25
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| | | |
Vote Summary |
| |
| |
| CIMAREX ENERGY CO. | | |
| Security | 171798101 | Meeting Type | Annual |
| Ticker Symbol | XEC | Meeting Date | 19-May-2010 |
| ISIN | US1717981013 | Agenda | 933232681 - Management |
| City | | Holding Recon Date | 23-Mar-2010 |
| Country | United States | Vote Deadline Date | 18-May-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| |
| 1 | A | ELECTION OF DIRECTOR: HANS HELMERICH | Management | For | For |
| 1 | B | ELECTION OF DIRECTOR: HAROLD R. LOGAN, JR. | Management | For | For |
| 1 | C | ELECTION OF DIRECTOR: MONROE W. ROBERTSON | Management | For | For |
| 2 | | IN ORDER TO OBTAIN THE FEDERAL INCOME TAX | Management | For | For |
| | | DEDUCTION BENEFITS UNDER SECTION 162(M) OF THE | | | |
| | | INTERNAL REVENUE CODE, APPROVE A REVISION TO THE | | | |
| | | MAXIMUM NUMBER OF SHARES THAT MAY BE ISSUED | | | |
| | | UNDER THE PERFORMANCE AWARDS. | | | |
| 3 | | RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT | Management | For | For |
| | | AUDITORS FOR 2010. | | | |
Page 16 of 25
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| | | |
Vote Summary |
| |
| |
| DENBURY RESOURCES INC. | | |
| Security | 247916208 | Meeting Type | Annual |
| Ticker Symbol | DNR | Meeting Date | 19-May-2010 |
| ISIN | US2479162081 | Agenda | 933265945 - Management |
| City | | Holding Recon Date | 31-Mar-2010 |
| Country | United States | Vote Deadline Date | 18-May-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| |
| 01 | DIRECTOR | Management | | |
| | 1 | GARETH ROBERTS | | For | For |
| | 2 | WIELAND F. WETTSTEIN | | For | For |
| | 3 | MICHAEL L. BEATTY | | For | For |
| | 4 | MICHAEL B. DECKER | | For | For |
| | 5 | RONALD G. GREENE | | For | For |
| | 6 | DAVID I. HEATHER | | For | For |
| | 7 | GREGORY L. MCMICHAEL | | For | For |
| | 8 | RANDY STEIN | | For | For |
| 02 | PROPOSAL TO INCREASE THE NUMBER OF SHARES THAT | Management | For | For |
| | MAY BE USED UNDER THE 2004 OMNIBUS STOCK AND | | | |
| | INCENTIVE PLAN. | | | |
| 03 | PROPOSAL TO REAPPROVE THE PERFORMANCE | Management | For | For |
| | MEASURES UNDER OUR 2004 OMNIBUS STOCK AND | | | |
| | INCENTIVE PLAN. | | | |
| 04 | PROPOSAL TO INCREASE THE SECTION 162(M) BASED CAP | Management | For | For |
| | ON THE CASH PORTION OF PERFORMANCE AWARDS | | | |
| | GRANTED UNDER OUR 2004 OMNIBUS STOCK AND | | | |
| | INCENTIVE PLAN. | | | |
| 05 | PROPOSAL TO RATIFY THE APPOINTMENT BY THE AUDIT | Management | For | For |
| | COMMITTEE OF PRICEWATERHOUSECOOPERS LLP AS | | | |
| | DENBURY'S INDEPENDENT AUDITOR FOR 2010. | | | |
Page 17 of 25
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| | | |
| Vote Summary |
| |
| |
| BRIGHAM EXPLORATION COMPANY | | |
| Security | 109178103 | Meeting Type | Annual |
| Ticker Symbol | BEXP | Meeting Date | 26-May-2010 |
| ISIN | US1091781039 | Agenda | 933267759 - Management |
| City | | Holding Recon Date | 15-Apr-2010 |
| Country | United States | Vote Deadline Date | 25-May-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | BEN M. BRIGHAM | | For | For |
| | 2 | DAVID T. BRIGHAM | | For | For |
| | 3 | HAROLD D. CARTER | | For | For |
| | 4 | STEPHEN C. HURLEY | | For | For |
| | 5 | STEPHEN P. REYNOLDS | | For | For |
| | 6 | HOBART A. SMITH | | For | For |
| | 7 | DR. SCOTT W. TINKER | | For | For |
| 02 | APPROVAL OF THE APPOINTMENT OF KPMG LLP AS THE | Management | For | For |
| | COMPANY'S AUDITORS FOR THE FISCAL YEAR ENDING | | | |
| | DECEMBER 31, 2010. | | | |
Page 18 of 25
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| Vote Summary |
| |
| |
| DECKERS OUTDOOR CORPORATION | | |
| Security | 243537107 | Meeting Type | Annual |
| Ticker Symbol | DECK | Meeting Date | 27-May-2010 |
| ISIN | US2435371073 | Agenda | 933261959 - Management |
| City | | Holding Recon Date | 01-Apr-2010 |
| Country | United States | Vote Deadline Date | 26-May-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | | ANGEL R. MARTINEZ | | For | For |
| | 2 | | REX A. LICKLIDER | | For | For |
| | 3 | | JOHN M. GIBBONS | | For | For |
| | 4 | | JOHN G. PERENCHIO | | For | For |
| | 5 | | MAUREEN CONNERS | | For | For |
| | 6 | | TORE STEEN | | For | For |
| | 7 | | RUTH M. OWADES | | For | For |
| | 8 | | KARYN O. BARSA | | For | For |
| 02 | TO RATIFY THE SELECTION OF KPMG LLP AS THE | Management | For | For |
| | COMPANY'S INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, | | | |
| | 2010 | . | | | | |
| 03 | TO APPROVE THE AMENDMENT TO THE COMPANY'S | Management | For | For |
| | RESTATED CERTIFICATE OF INCORPORATION TO | | | |
| | INCREASE THE AUTHORIZED NUMBER OF SHARES OF | | | |
| | COMMON STOCK FROM 50,000,000 SHARES TO 125,000,000 | | | |
| | SHARES. | | | |
Page 19 of 25
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Vote Summary |
| |
| |
| SKECHERS U.S.A., INC. | | |
| Security | 830566105 | Meeting Type | Annual |
| Ticker Symbol | SKX | Meeting Date | 02-Jun-2010 |
| ISIN | US8305661055 | Agenda | 933262759 - Management |
| City | | Holding Recon Date | 07-Apr-2010 |
| Country | United States | Vote Deadline Date | 01-Jun-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | MICHAEL GREENBERG | | For | For |
| | 2 | DAVID WEINBERG | | For | For |
| | 3 | JEFFREY GREENBERG | | For | For |
Page 20 of 25
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Vote Summary |
| |
| |
| MARKWEST ENERGY PARTNERS LP | | |
| Security | 570759100 | Meeting Type | Annual |
| Ticker Symbol | MWE | Meeting Date | 02-Jun-2010 |
| ISIN | US5707591005 | Agenda | 933264246 - Management |
| City | | Holding Recon Date | 07-Apr-2010 |
| Country | United States | Vote Deadline Date | 01-Jun-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| 01 | DIRECTOR | Management | | |
| | 1 | FRANK M. SEMPLE | | For | For |
| | 2 | DONALD D. WOLF | | For | For |
| | 3 | KEITH E. BAILEY | | For | For |
| | 4 | MICHAEL L. BEATTY | | For | For |
| | 5 | CHARLES K. DEMPSTER | | For | For |
| | 6 | DONALD C. HEPPERMANN | | For | For |
| | 7 | WILLIAM A. KELLSTROM | | For | For |
| | 8 | ANNE E. FOX MOUNSEY | | For | For |
| | 9 | WILLIAM P. NICOLETTI | | For | For |
| 02 | RATIFICATION OF DELOITTE & TOUCHE LLP AS THE | Management | For | For |
| | PARTNERSHIP'S INDEPENDENT REGISTERED PUBLIC | | | |
| | ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER | | | |
| | 31, 2010. | | | |
Page 21 of 25
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Vote Summary |
| |
| |
| PENN WEST ENERGY TRUST | | |
| Security | 707885109 | Meeting Type | Annual |
| Ticker Symbol | PWE | Meeting Date | 08-Jun-2010 |
| ISIN | CA7078851093 | Agenda | 933279033 - Management |
| City | | Holding Recon Date | 03-May-2010 |
| Country | Canada | Vote Deadline Date | 03-Jun-2010 |
| SEDOL(s) | | Quick Code | |
| | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | Management |
| |
| 01 | THE APPOINTMENT OF KPMG LLP, CHARTERED | Management | For | For |
| | ACCOUNTANTS, AS AUDITORS OF PENN WEST; | | | |
| 02 | THE ELECTION AS DIRECTORS OF PWPL FOR THE ENSUING | Management | For | For |
| | YEAR OF THE TWELVE (12) NOMINEES PROPOSED BY | | | |
| | MANAGEMENT, ALL AS MORE PARTICULARLY DESCRIBED | | | |
| | IN THE MANAGEMENT PROXY CIRCULAR OF PENN WEST | | | |
| | DATED MAY 4, 2010. | | | |
Page 22 of 25
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Vote Summary |
| |
| |
| IMAX CORPORATION | | | | | |
| Security | | 45245 | E109 | Meeting Type | | Annual | |
| Ticker Symbol | IMAX | | Meeting Date | | 09-Jun-2010 | |
| ISIN | | CA45245 | E1097 | Agenda | | 933271013 - Management |
| City | | | | Holding Recon Date | | 22-Apr-2010 | |
| Country | | Canada | | Vote Deadline Date | | 04-Jun-2010 | |
| SEDOL(s) | | | | Quick Code | | | |
| Item | Proposal | | Type | Vote | For/Against |
| | | | | | | | Management |
| 01 | DIRECTOR | | Management | | | |
| | 1 | RICHARD L. GELFOND | | | For | | For |
| | 2 | BRADLEY J. WECHSLER | | | For | | For |
| 02 | IN RESPECT OF THE APPOINTMENT OF | | Management | For | | For |
| | PRICEWATERHOUSECOOPERS LLP AS AUDITORS OF THE | | | | | |
| | COMPANY AND AUTHORIZING THE DIRECTORS TO FIX | | | | | |
| | THEIR REMUNERATION. | | | | | |
Page 23 of 25
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Vote Summary |
| |
| |
| LIBERTY GLOBAL, INC. | | |
| Security | 530555101 | Meeting Type | Annual |
| Ticker Symbol | LBTYA | Meeting Date | 17-Jun-2010 |
| ISIN | US5305551013 | Agenda | 933266226 - Management |
| City | | Holding Recon Date | 21-Apr-2010 |
| Country | United States | Vote Deadline Date | 16-Jun-2010 |
| SEDOL(s) | | Quick Code | |
| | | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | Management |
| |
| 01 | DIRECTOR | Management | | |
| | 1 | MIRANDA CURTIS | | For | For |
| | 2 | JOHN W. DICK | | For | For |
| | 3 | J.C. SPARKMAN | | For | For |
| | 4 | J. DAVID WARGO | | For | For |
| 02 | REAPPROVAL OF THE MATERIAL TERMS OF THE | Management | For | For |
| | PERFORMANCE GOALS UNDER THE LIBERTY GLOBAL, INC. | | | |
| | 2005 INCENTIVE PLAN | | | |
| 03 | RATIFICATION OF THE SELECTION OF KPMG LLP AS THE | Management | For | For |
| | COMPANY'S INDEPENDENT AUDITORS FOR THE YEAR | | | |
| | ENDING DECEMBER 31, 2010 | | | |
Page 24 of 25
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Vote Summary |
| |
| |
| SALIX PHARMACEUTICALS, LTD. | | | | |
| Security | | 795435106 | Meeting Type | | Annual | |
| Ticker Symbol | SLXP | Meeting Date | | 17-Jun-2010 | |
| ISIN | | US7954351067 | Agenda | | 933268838 - Management |
| City | | | Holding Recon Date | | 22-Apr-2010 | |
| Country | | Canada | Vote Deadline Date | | 16-Jun-2010 | |
| SEDOL(s) | | | Quick Code | | | |
| Item | Proposal | Type | Vote | For/Against |
| | | | | | | Management |
| 1 | DIRECTOR | Management | | | |
| | 1 | JOHN F. CHAPPELL | | For | | For |
| | 2 | THOMAS W. D'ALONZO | | For | | For |
| | 3 | RICHARD A. FRANCO, SR. | | For | | For |
| | 4 | WILLIAM P. KEANE | | For | | For |
| | 5 | CAROLYN J. LOGAN | | For | | For |
| | 6 | MARK A. SIRGO | | For | | For |
| 2 | APPROVAL OF THE AMENDMENT OF THE COMPANY'S | Management | For | | For |
| | CERTIFICATE OF INCORPORATION TO INCREASE THE | | | | |
| | NUMBER OF AUTHORIZED SHARES OF CAPITAL STOCK | | | | |
| | FROM 85,000,000 TO 155,000,000 SHARES AND TO | | | | |
| | INCREASE THE NUMBER OF AUTHORIZED SHARES OF | | | | |
| | COMMON STOCK FROM 80,000,000 TO 150,000,000 SHARES. | | | |
| 3 | RATIFICATION OF THE APPOINTMENT OF | Management | For | | For |
| | PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S | | | | |
| | INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | | | |
| | FOR FISCAL YEAR ENDING DECEMBER 31, 2010. | | | | |
Page 25 of 25
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