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: 811-07390
BOULDER TOTAL RETURN FUND, INC.
(Exact name of registrant as specified in charter)
Fund Administrative Services, LLC
2344 Spruce Street, Suite A, Boulder, CO 80302
(Name and address of agent for service)
Registrant’s Telephone Number, including Area Code: (303) 444-5483
Date of fiscal year end: November 30
Date of reporting period: July 1, 2014 – March 23, 2015
Item 1. Proxy Voting Record
======================== BOULDER TOTAL RETURN FUND INC =========================
3M COMPANY
Ticker: MMM Security ID: 88579Y101
Meeting Date: MAY 12, 2015 Meeting Type: Annual
Record Date: MAR 13, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linda G. Alvarado For For Management
1b Elect Director Sondra L. Barbour For For Management
1c Elect Director Thomas 'Tony' K. Brown For For Management
1d Elect Director Vance D. Coffman For For Management
1e Elect Director Michael L. Eskew For For Management
1f Elect Director Herbert L. Henkel For For Management
1g Elect Director Muhtar Kent For For Management
1h Elect Director Edward M. Liddy For For Management
1i Elect Director Inge G. Thulin For For Management
1j Elect Director Robert J. Ulrich For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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AMERICAN EXPRESS COMPANY
Ticker: AXP Security ID: 025816109
Meeting Date: MAY 11, 2015 Meeting Type: Annual
Record Date: MAR 13, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Charlene Barshefsky For For Management
1b Elect Director Ursula M. Burns For For Management
1c Elect Director Kenneth I. Chenault For For Management
1d Elect Director Peter Chernin For For Management
1e Elect Director Anne Lauvergeon For For Management
1f Elect Director Michael O. Leavitt For For Management
1g Elect Director Theodore J. Leonsis For For Management
1h Elect Director Richard C. Levin For For Management
1i Elect Director Samuel J. Palmisano For For Management
1j Elect Director Daniel L. Vasella For For Management
1k Elect Director Robert D. Walter For For Management
1l Elect Director Ronald A. Williams For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Prepare Employment Diversity Report Against For Shareholder
5 Report on Board Oversight of Privacy Against For Shareholder
and Data Security and Requests for
Customer Information
6 Provide Right to Act by Written Consent Against For Shareholder
7 Report on Lobbying Payments and Policy Against For Shareholder
8 Require Independent Board Chairman Against Against Shareholder
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BERKSHIRE HATHAWAY INC.
Ticker: BRK-A Security ID: 084670108
Meeting Date: MAY 02, 2015 Meeting Type: Annual
Record Date: MAR 04, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Warren E. Buffett For For Management
1.2 Elect Director Charles T. Munger For For Management
1.3 Elect Director Howard G. Buffett For For Management
1.4 Elect Director Stephen B. Burke For For Management
1.5 Elect Director Susan L. Decker For For Management
1.6 Elect Director William H. Gates, III For For Management
1.7 Elect Director David S. Gottesman For For Management
1.8 Elect Director Charlotte Guyman For For Management
1.9 Elect Director Thomas S. Murphy For For Management
1.10 Elect Director Ronald L. Olson For For Management
1.11 Elect Director Walter Scott, Jr. For For Management
1.12 Elect Director Meryl B. Witmer For For Management
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BERKSHIRE HATHAWAY INC.
Ticker: BRK-B Security ID: 084670702
Meeting Date: MAY 02, 2015 Meeting Type: Annual
Record Date: MAR 04, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Warren E. Buffett For For Management
1.2 Elect Director Charles T. Munger For For Management
1.3 Elect Director Howard G. Buffett For For Management
1.4 Elect Director Stephen B. Burke For For Management
1.5 Elect Director Susan L. Decker For For Management
1.6 Elect Director William H. Gates, III For For Management
1.7 Elect Director David S. Gottesman For For Management
1.8 Elect Director Charlotte Guyman For For Management
1.9 Elect Director Thomas S. Murphy For For Management
1.10 Elect Director Ronald L. Olson For For Management
1.11 Elect Director Walter Scott, Jr. For For Management
1.12 Elect Director Meryl B. Witmer For For Management
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CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: NOV 20, 2014 Meeting Type: Annual
Record Date: SEP 22, 2014
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Carol A. Bartz For For Management
1b Elect Director M. Michele Burns For For Management
1c Elect Director Michael D. Capellas For For Management
1d Elect Director John T. Chambers For For Management
1e Elect Director Brian L. Halla For For Management
1f Elect Director John L. Hennessy For For Management
1g Elect Director Kristina M. Johnson For For Management
1h Elect Director Roderick C. McGeary For For Management
1i Elect Director Arun Sarin For For Management
1j Elect Director Steven M. West For For Management
2 Amend Qualified Employee Stock For For Management
Purchase Plan
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify Auditors For For Management
5 Establish Public Policy Board Committee Against Against Shareholder
6 Adopt Proxy Access Right Against Against Shareholder
7 Report on Political Contributions Against Against Shareholder
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COHEN & STEERS INFRASTRUCTURE FUND, INC.
Ticker: UTF Security ID: 19248A109
Meeting Date: APR 23, 2015 Meeting Type: Annual
Record Date: FEB 28, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director George Grossman For For Management
1.2 Elect Director Robert H. Steers For For Management
1.3 Elect Director C. Edward Ward, Jr. For For Management
2 Approve Change of Fundamental For For Management
Investment Restriction With Respect To
Concentrating Investments in an
Industry
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INTERNATIONAL BUSINESS MACHINES CORPORATION
Ticker: IBM Security ID: 459200101
Meeting Date: APR 28, 2015 Meeting Type: Annual
Record Date: FEB 27, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alain J.P. Belda For For Management
1.2 Elect Director William R. Brody For For Management
1.3 Elect Director Kenneth I. Chenault For For Management
1.4 Elect Director Michael L. Eskew For For Management
1.5 Elect Director David N. Farr For For Management
1.6 Elect Director Alex Gorsky For For Management
1.7 Elect Director Shirley Ann Jackson For For Management
1.8 Elect Director Andrew N. Liveris For For Management
1.9 Elect Director W. James McNerney, Jr. For For Management
1.10 Elect Director James W. Owens For For Management
1.11 Elect Director Virginia M. Rometty For For Management
1.12 Elect Director Joan E. Spero For For Management
1.13 Elect Director Sidney Taurel For For Management
1.14 Elect Director Peter R. Voser For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Lobbying Payments and Policy Against For Shareholder
5 Provide Right to Act by Written Consent Against For Shareholder
6 Pro-rata Vesting of Equity Awards Against For Shareholder
7 Establish Public Policy Board Committee Against Against Shareholder
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JOHNSON & JOHNSON
Ticker: JNJ Security ID: 478160104
Meeting Date: APR 23, 2015 Meeting Type: Annual
Record Date: FEB 24, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mary Sue Coleman For Did Not Vote Management
1b Elect Director D. Scott Davis For Did Not Vote Management
1c Elect Director Ian E. L. Davis For Did Not Vote Management
1d Elect Director Alex Gorsky For Did Not Vote Management
1e Elect Director Susan L. Lindquist For Did Not Vote Management
1f Elect Director Mark B. McClellan For Did Not Vote Management
1g Elect Director Anne M. Mulcahy For Did Not Vote Management
1h Elect Director William D. Perez For Did Not Vote Management
1i Elect Director Charles Prince For Did Not Vote Management
1j Elect Director A. Eugene Washington For Did Not Vote Management
1k Elect Director Ronald A. Williams For Did Not Vote Management
2 Advisory Vote to Ratify Named For Did Not Vote Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For Did Not Vote Management
Auditors
4 Policy Regarding Overextended Directors Against Did Not Vote Shareholder
5 Report on Consistency Between Against Did Not Vote Shareholder
Corporate Values and Political
Contributions
6 Require Independent Board Chairman Against Did Not Vote Shareholder
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JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 19, 2015 Meeting Type: Annual
Record Date: MAR 20, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linda B. Bammann For For Management
1b Elect Director James A. Bell For For Management
1c Elect Director Crandall C. Bowles For For Management
1d Elect Director Stephen B. Burke For For Management
1e Elect Director James S. Crown For For Management
1f Elect Director James Dimon For For Management
1g Elect Director Timothy P. Flynn For For Management
1h Elect Director Laban P. Jackson, Jr. For For Management
1i Elect Director Michael A. Neal For For Management
1j Elect Director Lee R. Raymond For For Management
1k Elect Director William C. Weldon For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Amend Omnibus Stock Plan For For Management
5 Require Independent Board Chairman Against For Shareholder
6 Report on Lobbying Payments and Policy Against Against Shareholder
7 Amend Bylaws -- Call Special Meetings Against For Shareholder
8 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
9 Report on Certain Vesting Program Against For Shareholder
10 Disclosure of Recoupment Activity from Against For Shareholder
Senior Officers
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ORACLE CORPORATION
Ticker: ORCL Security ID: 68389X105
Meeting Date: NOV 05, 2014 Meeting Type: Annual
Record Date: SEP 08, 2014
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey S. Berg For For Management
1.2 Elect Director H. Raymond Bingham For For Management
1.3 Elect Director Michael J. Boskin For For Management
1.4 Elect Director Safra A. Catz For For Management
1.5 Elect Director Bruce R. Chizen For For Management
1.6 Elect Director George H. Conrades For For Management
1.7 Elect Director Lawrence J. Ellison For For Management
1.8 Elect Director Hector Garcia-Molina For For Management
1.9 Elect Director Jeffrey O. Henley For For Management
1.10 Elect Director Mark V. Hurd For For Management
1.11 Elect Director Naomi O. Seligman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
5 Adopt Multiple Performance Metrics Against Against Shareholder
Under Executive Incentive Plans
6 Adopt Specific Performance Standards Against Against Shareholder
7 Adopt Proxy Access Right Against Against Shareholder
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PHILIP MORRIS INTERNATIONAL INC.
Ticker: PM Security ID: 718172109
Meeting Date: MAY 06, 2015 Meeting Type: Annual
Record Date: MAR 13, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Harold Brown For For Management
1.2 Elect Director Andre Calantzopoulos For For Management
1.3 Elect Director Louis C. Camilleri For For Management
1.4 Elect Director Werner Geissler For For Management
1.5 Elect Director Jennifer Li For For Management
1.6 Elect Director Jun Makihara For For Management
1.7 Elect Director Sergio Marchionne For Against Management
1.8 Elect Director Kalpana Morparia For For Management
1.9 Elect Director Lucio A. Noto For For Management
1.10 Elect Director Frederik Paulsen For For Management
1.11 Elect Director Robert B. Polet For For Management
1.12 Elect Director Stephen M. Wolf For For Management
2 Ratify PricewaterhouseCoopers SA as For For Management
Auditors
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Report on Lobbying Payments and Policy Against For Shareholder
5 Adopt Anti-Forced Labor Policy for Against Against Shareholder
Tobacco Supply Chain
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REPUBLIC SERVICES, INC.
Ticker: RSG Security ID: 760759100
Meeting Date: MAY 14, 2015 Meeting Type: Annual
Record Date: MAR 17, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ramon A. Rodriguez For For Management
1b Elect Director Tomago Collins For For Management
1c Elect Director James W. Crownover For For Management
1d Elect Director Ann E. Dunwoody For For Management
1e Elect Director William J. Flynn For For Management
1f Elect Director Manuel Kadre For For Management
1g Elect Director Michael Larson For For Management
1h Elect Director W. Lee Nutter For For Management
1i Elect Director Donald W. Slager For For Management
1j Elect Director John M. Trani For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Proxy Access None For Shareholder
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WELLS FARGO & COMPANY
Ticker: WFC Security ID: 949746101
Meeting Date: APR 28, 2015 Meeting Type: Annual
Record Date: MAR 03, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director John D. Baker, II For For Management
1b Elect Director Elaine L. Chao For For Management
1c Elect Director John S. Chen For For Management
1d Elect Director Lloyd H. Dean For For Management
1e Elect Director Elizabeth A. Duke For For Management
1f Elect Director Susan E. Engel For For Management
1g Elect Director Enrique Hernandez, Jr. For For Management
1h Elect Director Donald M. James For For Management
1i Elect Director Cynthia H. Milligan For For Management
1j Elect Director Federico F. Pena For For Management
1k Elect Director James H. Quigley For For Management
1l Elect Director Judith M. Runstad For For Management
1m Elect Director Stephen W. Sanger For For Management
1n Elect Director John G. Stumpf For For Management
1o Elect Director Susan G. Swenson For For Management
1p Elect Director Suzanne M. Vautrinot For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
4 Require Independent Board Chairman Against Against Shareholder
5 Report on Lobbying Payments and Policy Against For Shareholder
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YUM! BRANDS, INC.
Ticker: YUM Security ID: 988498101
Meeting Date: MAY 01, 2015 Meeting Type: Annual
Record Date: MAR 03, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1a Elect Director Michael J. Cavanagh For For Management
1.1b Elect Director Greg Creed For For Management
1.1c Elect Director David W. Dorman For For Management
1.1d Elect Director Massimo Ferragamo For For Management
1.1e Elect Director Mirian M. Graddick-Weir For For Management
1.1f Elect Director Jonathan S. Linen For For Management
1.1g Elect Director Thomas C. Nelson For For Management
1.1h Elect Director David C. Novak For For Management
1.1i Elect Director Thomas M. Ryan For For Management
1.1j Elect Director Elane B. Stock For For Management
1.1k Elect Director Jing-Shyh S. Su For For Management
1.1l Elect Director Robert D. Walter For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Pro-rata Vesting of Equity Awards Against For Shareholder
SIGNATURE
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) | Boulder Total Return Fund, Inc. |
| | |
| By: | /s/ Stephen C. Miller |
| | Stephen C. Miller |
| | President (Principal Executive Officer) |
| | |
| Date: | August 28, 2015 |
| | |
