Form N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act File Number: 811-3489
The Wright Managed Equity Trust
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(Exact Name of Registrant as Specified in Charter)
The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109
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(Address of Principal Executive Offices)
Janet E. Sanders
The Eaton Vance Building, 255 State Street, Boston, Massachusetts 02109
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(Name and Address of Agent for Services)
(617) 482-8260
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(Registrant's Telephone Number)
December 31
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Date of Fiscal Year End
July 1, 2008 - June 30, 2009
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Date of Reporting Period
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ITEM 1. PROXY VOTING RECORD
WRIGHT SELECTED BLUE CHIP EQUITIES FUND
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ACTIVISION BLIZZARD INC
Ticker: ATVI Security ID: 00507V109
Meeting Date: 09/24/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - PHILIPPE G. H. CAPRON For For
1.2 Management DIRECTOR - ROBERT J. CORTI For For
1.3 Management DIRECTOR - FREDERIC R. CREPIN For For
1.4 Management DIRECTOR - BRUCE L. HACK For For
1.5 Management DIRECTOR - BRIAN G. KELLY For For
1.6 Management DIRECTOR - ROBERT A. KOTICK For For
1.7 Management DIRECTOR - JEAN-BERNARD LEVY For For
1.8 Management DIRECTOR - ROBERT J. MORGADO For For
1.9 Management DIRECTOR - DOUGLAS P. MORRIS For For
1.10 Management DIRECTOR - RENE P. PENISSON For For
1.11 Management DIRECTOR - RICHARD SARNOFF For For
2 Management APPROVAL OF THE ACTIVISION BLIZZARD, INC. 2008 INCENTIVE PLAN. For For
3 Shareholder APPROVAL OF THE STOCKHOLDER PROPOSAL REGARDING DIVERSITY ON THE Against For
BOARD OF DIRECTORS OF THE COMPANY.
4 Shareholder APPROVAL OF THE STOCKHOLDER PROPOSAL REGARDING A STOCKHOLDER For Against
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
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ACTIVISION, INC.
Ticker: ATVI Security ID: 004930202
Meeting Date: 07/08/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management A PROPOSAL TO ISSUE AN AGGREGATE OF APPROXIMATELY 358.2 MILLION For For
NEW SHARES OF ACTIVISION COMMON STOCK.
2A Management A PROPOSAL TO CHANGE THE COMBINED COMPANY'S NAME FROM For For
"ACTIVISION, INC" TO "ACTIVISION BLIZZARD, INC."
2B Management A PROPOSAL TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF CAPITAL For For
STOCK FROM 455,000,000 TO 1,205,000,000.
2C Management A PROPOSAL TO ELIMINATE THE SERIES A JUNIOR PREFERRED STOCK. For For
2D Management A PROPOSAL TO INCLUDE CERTAIN QUORUM REQUIREMENTS FOR COMMITTEES For For
OF THE BOARD OF DIRECTORS UNDER CERTAIN CIRCUMSTANCES.
2E Management A PROPOSAL TO REQUIRE SUPERMAJORITY STOCKHOLDER APPROVAL TO AMEND For For
CERTAIN SECTIONS OF THE CERTIFICATE OF INCORPORATION.
2F Management A PROPOSAL TO LIMIT THE POWER OF THE BOARD OF DIRECTORS TO AMEND For For
CERTAIN PROVISIONS OF THE BYLAWS WITHOUT STOCKHOLDER APPROVAL.
2G Management A PROPOSAL TO GRANT THE DIRECTORS DESIGNATED BY VIVENDI CERTAIN For For
VOTING POWERS WHEN OTHER VIVENDI DESIGNEES ARE NOT PRESENT.
2H Management A PROPOSAL TO INCLUDE LIMITATIONS ON CERTAIN BUSINESS ACTIVITIES For For
IN WHICH VIVENDI MAY ENGAGE OR PARTICIPATE.
2I Management A PROPOSAL TO ESTABLISH PROCEDURES ALLOCATING CERTAIN CORPORATE For For
OPPORTUNITIES BETWEEN ACTIVISION BLIZZARD AND VIVENDI.
2J Management A PROPOSAL TO REQUIRE VIVENDI OR ACTIVISION BLIZZARD TO PURCHASE For For
ALL OF THE COMBINED COMPANY'S ISSUED AND OUTSTANDING SHARES.
2K Management A PROPOSAL TO ESTABLISH PROCEDURES GOVERNING AFFILIATE For For
TRANSACTIONS.
2L Management A PROPOSAL TO CAUSE THE COMBINED COMPANY TO BE GOVERNED BY For For
SECTION 203 OF THE DELAWARE GENERAL CORPORATION LAW.
03 Management A PROPOSAL TO AMEND SECTION 7.4(A) OF ACTIVISION'S THIRD AMENDED For For
AND RESTATED BYLAWS.
04 Management A PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL MEETING TO A LATER For For
DATE OR DATES, IF NECESSARY.
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ADVANCE AUTO PARTS, INC.
Ticker: AAP Security ID: 00751Y106
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JOHN F. BERGSTROM For For
01.2 Management DIRECTOR - JOHN C. BROUILLARD For For
01.3 Management DIRECTOR - DARREN R. JACKSON For For
01.4 Management DIRECTOR - WILLIAM S. OGLESBY For For
01.5 Management DIRECTOR - GILBERT T. RAY For For
01.6 Management DIRECTOR - CARLOS A. SALADRIGAS For For
01.7 Management DIRECTOR - FRANCESCA M. SPINELLI For For
02 Management RATIFY THE APPOINTMENT BY OUR AUDIT COMMITTEE OF DELOITTE & For For
TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2009.
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AEROPOSTALE, INC.
Ticker: ARO Security ID: 007865108
Meeting Date: 06/18/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JULIAN R. GEIGER For For
01.2 Management DIRECTOR - BODIL ARLANDER For For
01.3 Management DIRECTOR - RONALD R. BEEGLE For For
01.4 Management DIRECTOR - JOHN N. HAUGH For For
01.5 Management DIRECTOR - ROBERT B. CHAVEZ For For
01.6 Management DIRECTOR - MINDY C. MEADS For For
01.7 Management DIRECTOR - JOHN D. HOWARD For For
01.8 Management DIRECTOR - DAVID B. VERMYLEN For For
01.9 Management DIRECTOR - KARIN HIRTLER-GARVEY For For
01.10 Management DIRECTOR - EVELYN DILSAVER For For
01.11 Management DIRECTOR - THOMAS P. JOHNSON For For
02 Management TO RATIFY THE SELECTION, BY THE AUDIT COMMITTEE OF THE BOARD OF For For
DIRECTORS, OF DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING JANUARY 30, 2010.
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AGCO CORPORATION
Ticker: AG Security ID: 001084102
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - P. GEORGE BENSON For For
01.2 Management DIRECTOR - GERALD L. SHAHEEN For For
01.3 Management DIRECTOR - HENDRIKUS VISSER For For
02 Management RATIFICATION OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTING FIRM FOR 2009.
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AIRGAS, INC.
Ticker: ARG Security ID: 009363102
Meeting Date: 08/05/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WILLIAM O. ALBERTINI For For
01.2 Management DIRECTOR - LEE M. THOMAS For For
01.3 Management DIRECTOR - JOHN C. VAN RODEN, JR. For For
02 Management RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM.
03 Management APPROVE THE AIRGAS EXECUTIVE BONUS PLAN. For For
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AIRTRAN HOLDINGS, INC.
Ticker: AAI Security ID: 00949P108
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - GEOFFREY T. CROWLEY For For
01.2 Management DIRECTOR - DON L. CHAPMAN For For
01.3 Management DIRECTOR - LEWIS H. JORDAN For For
02 Management TO AMEND AND RESTATE THE COMPANY'S 2002 LONG- TERM INCENTIVE For For
PLAN.
03 Management TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
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ALASKA AIR GROUP, INC.
Ticker: ALK Security ID: 011659109
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WILLIAM S. AYER For For
01.2 Management DIRECTOR - PATRICIA M. BEDIENT For For
01.3 Management DIRECTOR - PHYLLIS J. CAMPBELL For For
01.4 Management DIRECTOR - MARK R. HAMILTON For For
01.5 Management DIRECTOR - JESSIE J. KNIGHT, JR. For For
01.6 Management DIRECTOR - R. MARC LANGLAND For For
01.7 Management DIRECTOR - DENNIS F. MADSEN For For
01.8 Management DIRECTOR - BYRON I. MALLOTT For For
01.9 Management DIRECTOR - J. KENNETH THOMPSON For For
02 Management APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT AUDITOR. For For
03 Management ADVISORY VOTE ON THE COMPENSATION OF THE COMPANY'S NAMED For For
EXECUTIVE OFFICERS.
04 Shareholder STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREOWNER MEETINGS. Against For
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ALLIANCE DATA SYSTEMS CORPORATION
Ticker: ADS Security ID: 018581108
Meeting Date: 06/15/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - EDWARD J. HEFFERNAN For For
1.2 Management DIRECTOR - ROBERT A. MINICUCCI For For
1.3 Management DIRECTOR - J. MICHAEL PARKS For For
02 Management TO RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF ALLIANCE DATA
SYSTEMS CORPORATION FOR 2009.
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ALLIANT TECHSYSTEMS INC.
Ticker: ATK Security ID: 018804104
Meeting Date: 08/05/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - FRANCES D. COOK For For
01.2 Management DIRECTOR - MARTIN C. FAGA For For
01.3 Management DIRECTOR - RONALD R. FOGLEMAN For For
01.4 Management DIRECTOR - CYNTHIA L. LESHER For For
01.5 Management DIRECTOR - DOUGLAS L. MAINE For For
01.6 Management DIRECTOR - ROMAN MARTINEZ IV For For
01.7 Management DIRECTOR - DANIEL J. MURPHY For For
01.8 Management DIRECTOR - MARK H. RONALD For For
01.9 Management DIRECTOR - MICHAEL T. SMITH For For
01.10 Management DIRECTOR - WILLIAM G. VAN DYKE For For
02 Management APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM For For
03 Management APPROVAL OF AMENDMENT TO THE RESTATED CERTIFICATE OF For For
INCORPORATION TO INCREASE THE NUMBER OF SHARES OF AUTHORIZED
COMMON STOCK FROM 90,000,000 TO 180,000,000
04 Shareholder STOCKHOLDER PROPOSAL - HEALTH CARE REFORM PRINCIPLES THE BOARD Against For
OF DIRECTORS RECOMMENDS A VOTE "AGAINST" PROPOSAL 4
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AMERICAN EAGLE OUTFITTERS, INC.
Ticker: AEO Security ID: 02553E106
Meeting Date: 06/16/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: JANICE E. PAGE For For
1B Management ELECTION OF DIRECTOR: J. THOMAS PRESBY For For
1C Management ELECTION OF DIRECTOR: GERALD E. WEDREN For For
2 Management AMEND AND RESTATE THE COMPANY'S 2005 STOCK AWARD AND INCENTIVE For For
PLAN.
3 Management RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
JANUARY 30, 2010.
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AMERICAN FINANCIAL GROUP, INC.
Ticker: AFG Security ID: 025932104
Meeting Date: 05/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - CARL H. LINDNER For For
01.2 Management DIRECTOR - CARL H. LINDNER III For For
01.3 Management DIRECTOR - S. CRAIG LINDNER For For
01.4 Management DIRECTOR - KENNETH C. AMBRECHT For For
01.5 Management DIRECTOR - THEODORE H. EMMERICH For For
01.6 Management DIRECTOR - JAMES E. EVANS For For
01.7 Management DIRECTOR - TERRY S. JACOBS For For
01.8 Management DIRECTOR - GREGORY G. JOSEPH For For
01.9 Management DIRECTOR - WILLIAM W. VERITY For For
01.10 Management DIRECTOR - JOHN I. VON LEHMAN For For
02 Management PROPOSAL TO RATIFY THE AUDIT COMMITTEE'S APPOINTMENT OF ERNST & For For
YOUNG LLP AS THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANTS FOR
2009.
03 Management PROPOSAL TO APPROVE THE ANNUAL CO-CEO EQUITY BONUS PLAN. For For
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AMETEK INC NEW
Ticker: AME Security ID: 031100100
Meeting Date: 04/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JAMES R. MALONE For For
01.2 Management DIRECTOR - ELIZABETH R. VARET For For
01.3 Management DIRECTOR - DENNIS K. WILLIAMS For For
02 Management PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR 2009.
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ANSYS, INC.
Ticker: ANSS Security ID: 03662Q105
Meeting Date: 05/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - PETER J. SMITH For For
1.2 Management DIRECTOR - BRADFORD C. MORLEY For For
1.3 Management DIRECTOR - PATRICK J. ZILVITIS For For
2 Management RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM.
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APRIA HEALTHCARE GROUP INC.
Ticker: AHG Security ID: 037933108
Meeting Date: 10/10/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management APPROVE & ADOPT AGREEMENT & PLAN OF MERGER BY AND AMONG APRIA, For For
SKY ACQUISITION LLC, A DELAWARE LIMITED LIABILITY COMPANY
("BUYER") AND SKY MERGER SUB CORPORATION, A DELAWARE CORPORATION
("MERGER SUB"), PURSUANT TO WHICH MERGER SUB WILL BE MERGED WITH
& INTO APRIA, AND APRIA WILL CONTINUE AS SURVIVING CORPORATION
AND BECOME A WHOLLY-OWNED SUBSIDIARY OF BUYER.
02 Management PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR For For
APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE
INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
AND ADOPT THE FIRST PROPOSAL DESCRIBED ABOVE.
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ARROW ELECTRONICS, INC.
Ticker: ARW Security ID: 042735100
Meeting Date: 05/01/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - DANIEL W. DUVAL For For
01.2 Management DIRECTOR - GAIL E. HAMILTON For For
01.3 Management DIRECTOR - JOHN N. HANSON For For
01.4 Management DIRECTOR - RICHARD S. HILL For For
01.5 Management DIRECTOR - M.F. (FRAN) KEETH For For
01.6 Management DIRECTOR - ROGER KING For For
01.7 Management DIRECTOR - MICHAEL J. LONG For For
01.8 Management DIRECTOR - WILLIAM E. MITCHELL For For
01.9 Management DIRECTOR - STEPHEN C. PATRICK For For
01.10 Management DIRECTOR - BARRY W. PERRY For For
01.11 Management DIRECTOR - JOHN C. WADDELL For For
02 Management RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS ARROW'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2009
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AVNET, INC.
Ticker: AVT Security ID: 053807103
Meeting Date: 11/06/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - ELEANOR BAUM For For
01.2 Management DIRECTOR - J. VERONICA BIGGINS For For
01.3 Management DIRECTOR - LAWRENCE W. CLARKSON For For
01.4 Management DIRECTOR - EHUD HOUMINER For For
01.5 Management DIRECTOR - FRANK R. NOONAN For For
01.6 Management DIRECTOR - RAY M. ROBINSON For For
01.7 Management DIRECTOR - WILLIAM P. SULLIVAN For For
01.8 Management DIRECTOR - GARY L. TOOKER For For
01.9 Management DIRECTOR - ROY VALLEE For For
02 Management RATIFICATION OF APPOINTMENT OF KPMG LLP AS THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
JUNE 27, 2009.
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BANK OF HAWAII CORPORATION
Ticker: BOH Security ID: 062540109
Meeting Date: 04/24/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - S. HAUNANI APOLIONA For For
1.2 Management DIRECTOR - MARY G. F. BITTERMAN For For
1.3 Management DIRECTOR - MARK A. BURAK For For
1.4 Management DIRECTOR - MICHAEL J. CHUN For For
1.5 Management DIRECTOR - CLINTON R. CHURCHILL For For
1.6 Management DIRECTOR - DAVID A. HEENAN For For
1.7 Management DIRECTOR - PETER S. HO For For
1.8 Management DIRECTOR - ROBERT HURET For For
1.9 Management DIRECTOR - ALLAN R. LANDON For For
1.10 Management DIRECTOR - KENT T. LUCIEN For For
1.11 Management DIRECTOR - MARTIN A. STEIN For For
1.12 Management DIRECTOR - DONALD M. TAKAKI For For
1.13 Management DIRECTOR - BARBARA J. TANABE For For
1.14 Management DIRECTOR - ROBERT W. WO, JR. For For
2 Management RATIFICATION OF SELECTION OF AN INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM (ERNST & YOUNG)
3 Management APPROVAL OF THE MATERIAL TERMS OF AMENDED PERFORMANCE MEASURES For For
UNDER THE COMPANY'S 2004 STOCK AND INCENTIVE COMPENSATION PLAN
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BJ'S WHOLESALE CLUB, INC.
Ticker: BJ Security ID: 05548J106
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: CHRISTINE M. COURNOYER For For
1B Management ELECTION OF DIRECTOR: EDMOND J. ENGLISH For For
1C Management ELECTION OF DIRECTOR: HELEN FRAME PETERS For For
02 Management APPROVAL OF THE AMENDMENT TO THE 2008 AMENDED AND RESTATED For For
MANAGEMENT INCENTIVE PLAN.
03 Management APPROVAL OF THE AMENDMENT TO THE 2008 AMENDED AND RESTATED GROWTH For For
INCENTIVE PLAN.
04 Management APPROVAL OF THE AMENDMENT TO THE 2007 STOCK INCENTIVE PLAN. For For
05 Management RATIFICATION OF THE AUDIT COMMITTEE'S SELECTION OF For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
JANUARY 30, 2010.
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BORGWARNER INC.
Ticker: BWA Security ID: 099724106
Meeting Date: 04/29/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - PHYLLIS O. BONANNO* For For
01.2 Management DIRECTOR - ALEXIS P. MICHAS* For For
01.3 Management DIRECTOR - RICHARD O. SCHAUM* For For
01.4 Management DIRECTOR - THOMAS T. STALLKAMP* For For
01.5 Management DIRECTOR - DENNIS C. CUNEO** For For
02 Management TO APPROVE AMENDMENTS TO THE COMPANY'S AMENDED AND RESTATED 2004 For For
STOCK INCENTIVE PLAN, INCLUDING TO INCREASE THE AUTHORIZED
COMMON STOCK AVAILABLE FOR AWARDS UNDER THAT PLAN.
03 Management TO RATIFY THE APPOINTMENT OF PRICE WATERHOUSE COOPERS LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY
FOR 2009.
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CAREER EDUCATION CORPORATION
Ticker: CECO Security ID: 141665109
Meeting Date: 04/30/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: DENNIS H. CHOOKASZIAN For For
1B Management ELECTION OF DIRECTOR: DAVID W. DEVONSHIRE For For
1C Management ELECTION OF DIRECTOR: PATRICK W. GROSS For For
1D Management ELECTION OF DIRECTOR: GREGORY L. JACKSON For For
1E Management ELECTION OF DIRECTOR: THOMAS B. LALLY For For
1F Management ELECTION OF DIRECTOR: STEVEN H. LESNIK For For
1G Management ELECTION OF DIRECTOR: GARY E. MCCULLOUGH For For
1H Management ELECTION OF DIRECTOR: EDWARD A. SNYDER For For
1I Management ELECTION OF DIRECTOR: LESLIE T. THORNTON For For
02 Management RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE For For
COMPANY'S INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31,
2009.
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CARPENTER TECHNOLOGY CORPORATION
Ticker: CRS Security ID: 144285103
Meeting Date: 10/13/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - ROBERT R. MCMASTER For For
01.2 Management DIRECTOR - GREGORY A. PRATT For For
01.3 Management DIRECTOR - ANNE L. STEVENS For For
02 Management APPROVAL OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM.
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CHARLES RIVER LABORATORIES INTL., INC.
Ticker: CRL Security ID: 159864107
Meeting Date: 05/07/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JAMES C. FOSTER For For
01.2 Management DIRECTOR - NANCY T. CHANG For For
01.3 Management DIRECTOR - STEPHEN D. CHUBB For For
01.4 Management DIRECTOR - DEBORAH T. KOCHEVAR For For
01.5 Management DIRECTOR - GEORGE E. MASSARO For For
01.6 Management DIRECTOR - GEORGE M. MILNE, JR. For For
01.7 Management DIRECTOR - C. RICHARD REESE For For
01.8 Management DIRECTOR - DOUGLAS E. ROGERS For For
01.9 Management DIRECTOR - SAMUEL O. THIER For For
01.10 Management DIRECTOR - WILLIAM H. WALTRIP For For
02 Management PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY'S 2007 INCENTIVE For For
PLAN TO INCREASE THE NUMBER OF SHARES OF COMMON STOCK FOR
ISSUANCE THEREUNDER FROM 6,300,000 TO 8,800,000.
03 Management PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP For For
AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR
THE FISCAL YEAR ENDING DECEMBER 26, 2009.
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CHURCH & DWIGHT CO., INC.
Ticker: CHD Security ID: 171340102
Meeting Date: 04/30/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - T. ROSIE ALBRIGHT For For
01.2 Management DIRECTOR - RAVICHANDRA K. SALIGRAM For For
01.3 Management DIRECTOR - ROBERT K. SHEARER For For
02 Management RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO AUDIT THE
CHURCH & DWIGHT CO., INC. 2009 CONSOLIDATED FINANCIAL
STATEMENTS.
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CIMAREX ENERGY CO.
Ticker: XEC Security ID: 171798101
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: JERRY BOX For For
1B Management ELECTION OF DIRECTOR: PAUL D. HOLLEMAN For For
1C Management ELECTION OF DIRECTOR: MICHAEL J. SULLIVAN For For
4 Management RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS FOR 2009. For For
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CLEVELAND-CLIFFS INC
Ticker: CLF Security ID: 185896107
Meeting Date: 10/03/2008 Meeting Type: Contested-Consent
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management "BY VOTING THIS AGENDA YOU ARE HEREBY CERTIFYING THAT YOUR SHARES Against For
ARE "NOT INTERESTED SHARES," AS DEFINED IN THE PROXY STATEMENT.
IF YOU HOLD "INTERESTED SHARES," YOU MUST CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE IN ORDER TO VOTE YOUR SHARES PROPERLY.
PLEASE REFER TO THE PROXY MATERIAL TO DETERMINE IF YOU HOLD
"INTERESTED SHARES" VERSUS "NOT INTERESTED SHARES." CONTROL
SHARE ACQUISITION PROPOSAL: A RESOLUTION OF CLEVELAND- CLIFFS'
SHAREHOLDERS AUTHORIZING THE CONTROL SHARE ACQUISITION OF
CLEVELAND-CLIFFS COMMON SHARES PURSUANT TO THE ACQUIRING PERSON
STATEMENT OF HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD. AND
HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS FUND, L.P. DATED
AUGUST 14, 2008.
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CLEVELAND-CLIFFS INC
Ticker: 0 Security ID: 185896107
Meeting Date: 11/21/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management TO ADOPT THE AGREEMENT AND PLAN OF MERGER DATED JULY 15, 2008, BY For For
AND AMONG CLIFFS NATURAL RESOURCES INC. (FORMERLY KNOWN AS
CLEVELAND- CLIFFS INC), ALPHA MERGER SUB, INC. (FORMERLY KNOWN
AS DAILY DOUBLE ACQUISITION, INC.) ("MERGER SUB"), AND ALPHA
NATURAL RESOURCES, INC., ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
02 Management TO APPROVE ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING, IF For For
DEEMED NECESSARY OR APPROPRIATE BY THE PROXY HOLDERS, TO PERMIT
FURTHER SOLICITATION OF PROXIES IF THERE ARE NOT SUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE ABOVE
PROPOSAL.
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CLIFFS NATURAL RESOURCES INC.
Ticker: CLF Security ID: 18683K101
Meeting Date: 05/12/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - R.C. CAMBRE For For
01.2 Management DIRECTOR - J.A. CARRABBA For For
01.3 Management DIRECTOR - S.M. CUNNINGHAM For For
01.4 Management DIRECTOR - B.J. ELDRIDGE For For
01.5 Management DIRECTOR - S.M. GREEN For For
01.6 Management DIRECTOR - J.D. IRELAND III For For
01.7 Management DIRECTOR - F.R. MCALLISTER For For
01.8 Management DIRECTOR - R. PHILLIPS For For
01.9 Management DIRECTOR - R.K. RIEDERER For For
01.10 Management DIRECTOR - A. SCHWARTZ For For
02 Management A PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO EXAMINE OUR
CONSOLIDATED FINANCIAL STATEMENTS FOR THE 2009 FISCAL YEAR.
- ----------------------------------------------------------------------------------------------------------------------
COMMERCE BANCSHARES, INC.
Ticker: CBSH Security ID: 200525103
Meeting Date: 04/15/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JONATHAN M. KEMPER For For
01.2 Management DIRECTOR - TERRY O. MEEK For For
01.3 Management DIRECTOR - DAN C. SIMONS For For
01.4 Management DIRECTOR - KIMBERLY G. WALKER For For
02 Management RATIFY KPMG LLP AS AUDIT AND ACCOUNTING FIRM. For For
03 Shareholder SHAREHOLDER PROPOSAL REQUESTING NECESSARY STEPS TO CAUSE THE Against For
ANNUAL ELECTION OF ALL DIRECTORS.
- ----------------------------------------------------------------------------------------------------------------------
COMMSCOPE, INC.
Ticker: CTV Security ID: 203372107
Meeting Date: 05/01/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - FRANK M. DRENDEL For For
01.2 Management DIRECTOR - RICHARD C. SMITH For For
02 Management APPROVAL OF AN INCREASE IN THE NUMBER OF SHARES OF COMMON STOCK For For
AUTHORIZED FOR ISSUANCE UNDER THE COMMSCOPE, INC. 2006 LONG TERM
INCENTIVE PLAN.
03 Management TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
COMMUNITY HEALTH SYSTEMS, INC.
Ticker: CYH Security ID: 203668108
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF CLASS III DIRECTOR: JOHN A. CLERICO For For
1B Management ELECTION OF CLASS III DIRECTOR: JULIA B. NORTH For For
1C Management ELECTION OF CLASS III DIRECTOR: WAYNE T. SMITH For For
1D Management ELECTION OF CLASS II DIRECTOR: JAMES S. ELY III For For
02 Management PROPOSAL TO APPROVE THE 2000 STOCK OPTION AND AWARD PLAN, AMENDED For For
AND RESTATED AS OF MARCH 24, 2009.
03 Management PROPOSAL TO APPROVE THE 2004 EMPLOYEE PERFORMANCE INCENTIVE PLAN, For For
AMENDED AND RESTATED AS OF MARCH 24, 2009.
04 Management PROPOSAL TO APPROVE THE 2009 STOCK OPTION AND AWARD PLAN, ADOPTED For For
AS OF MARCH 24, 2009.
05 Management PROPOSAL TO RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP AS THE For For
COMPANY'S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
CON-WAY, INC.
Ticker: CNW Security ID: 205944101
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WILLIAM R. CORBIN For For
01.2 Management DIRECTOR - ROBERT JAUNICH II For For
01.3 Management DIRECTOR - W. KEITH KENNEDY, JR. For For
02 Management AMENDMENTS RELATING TO BOARD DECLASSIFICATION For For
03 Management AMENDMENTS RELATING TO BOARD SIZE For For
04 Management RATIFY APPOINTMENT OF INDEPENDENT AUDITORS For For
- ----------------------------------------------------------------------------------------------------------------------
CORN PRODUCTS INTERNATIONAL, INC.
Ticker: CPO Security ID: 219023108
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - LUIS ARANGUREN-TRELLEZ For For
01.2 Management DIRECTOR - PAUL HANRAHAN For For
01.3 Management DIRECTOR - WILLIAM S. NORMAN For For
02 Management TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY AND ITS
SUBSIDIARIES, IN RESPECT OF THE COMPANY'S OPERATIONS IN 2009.
03 Shareholder TO REQUEST THE BOARD OF DIRECTORS TO ELIMINATE CLASSIFICATION OF For
THE TERMS OF THE BOARD OF DIRECTORS TO REQUIRE THAT ALL
DIRECTORS STAND FOR ELECTION ANNUALLY.
- ----------------------------------------------------------------------------------------------------------------------
CRANE CO.
Ticker: CR Security ID: 224399105
Meeting Date: 04/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: DONALD G. COOK For For
1B Management ELECTION OF DIRECTOR: ROBERT S. EVANS For For
1C Management ELECTION OF DIRECTOR: ERIC C. FAST For For
1D Management ELECTION OF DIRECTOR: DORSEY R. GARDNER For For
02 Management RATIFICATION OF SELECTION OF DELOITTE & TOUCHE LLP AS INDEPENDENT For For
AUDITORS FOR THE COMPANY FOR 2009
03 Management APPROVAL OF THE 2009 STOCK INCENTIVE PLAN For For
04 Management APPROVAL OF THE 2009 NON-EMPLOYEE DIRECTOR COMPENSATION PLAN For For
05 Management APPROVAL OF THE 2009 CORPORATE EVA INCENTIVE COMPENSATION PLAN For For
06 Shareholder APPROVAL OF SHAREHOLDER PROPOSAL CONCERNING ADOPTION OF THE For Against
MACBRIDE PRINCIPLES
- ----------------------------------------------------------------------------------------------------------------------
CULLEN/FROST BANKERS, INC.
Ticker: CFR Security ID: 229899109
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - CRAWFORD H. EDWARDS For For
01.2 Management DIRECTOR - RUBEN M. ESCOBEDO For For
01.3 Management DIRECTOR - PATRICK B. FROST For For
01.4 Management DIRECTOR - DAVID J. HAEMISEGGER For For
01.5 Management DIRECTOR - ROBERT S. MCCLANE For For
02 Management TO APPROVE THE AMENDMENT TO THE CULLEN/FROST BANKERS, INC. 2005 For For
OMNIBUS INCENTIVE PLAN.
03 Management TO RATIFY THE SELECTION OF ERNST & YOUNG LLP TO ACT AS For For
INDEPENDENT AUDITORS OF CULLEN/FROST BANKERS, INC. FOR THE
FISCAL YEAR THAT BEGAN JANUARY 1, 2009.
- ----------------------------------------------------------------------------------------------------------------------
CYTEC INDUSTRIES INC.
Ticker: CYT Security ID: 232820100
Meeting Date: 04/16/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - BARRY C. JOHNSON For For
01.2 Management DIRECTOR - CAROL P. LOWE For For
01.3 Management DIRECTOR - THOMAS W. RABAUT For For
01.4 Management DIRECTOR - JAMES R. STANLEY For For
02 Management RATIFICATION OF KPMG LLP AS THE COMPANY'S AUDITORS FOR 2009. For For
- ----------------------------------------------------------------------------------------------------------------------
DENBURY RESOURCES INC.
Ticker: DNR Security ID: 247916208
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WIELAND F. WETTSTEIN For For
01.2 Management DIRECTOR - MICHAEL L. BEATTY For For
01.3 Management DIRECTOR - MICHAEL B. DECKER For For
01.4 Management DIRECTOR - RONALD G. GREENE For For
01.5 Management DIRECTOR - DAVID I. HEATHER For For
01.6 Management DIRECTOR - GREGORY L. MCMICHAEL For For
01.7 Management DIRECTOR - GARETH ROBERTS For For
01.8 Management DIRECTOR - RANDY STEIN For For
02 Management PROPOSAL TO INCREASE THE NUMBER OF SHARES THAT MAY BE USED UNDER For For
OUR 2004 OMNIBUS STOCK AND INCENTIVE PLAN
03 Management PROPOSAL TO INCREASE THE NUMBER OF SHARES THAT MAY BE USED UNDER For For
OUR EMPLOYEE STOCK PURCHASE PLAN AND EXTEND THE TERM OF THE PLAN
04 Management PROPOSAL TO RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE OF For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT AUDITOR
FOR 2009
- ----------------------------------------------------------------------------------------------------------------------
DEVRY INC.
Ticker: DV Security ID: 251893103
Meeting Date: 11/13/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - DAVID S. BROWN For For
01.2 Management DIRECTOR - LISA W. PICKRUM For For
01.3 Management DIRECTOR - FERNANDO RUIZ For For
02 Management RATIFICATION OF SELECTION OF PRICEWATERHOUSECOOPERS LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------
DOLLAR TREE INC
Ticker: DLTR Security ID: 256746108
Meeting Date: 06/18/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - ARNOLD S. BARRON For For
01.2 Management DIRECTOR - J. DOUGLAS PERRY For For
01.3 Management DIRECTOR - THOMAS A. SAUNDERS III For For
01.4 Management DIRECTOR - CARL P. ZEITHAML For For
02 Shareholder SHAREHOLDER PROPOSAL TO ELIMINATE CLASSIFIED BOARD OF DIRECTORS For Against
- ----------------------------------------------------------------------------------------------------------------------
DRS TECHNOLOGIES, INC.
Ticker: DRS Security ID: 23330X100
Meeting Date: 09/25/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF For For
MAY 12, 2008, BY AND AMONG DRS TECHNOLOGIES, INC., FINMECCANICA
- SOCIETA PER AZIONI, AND DRAGON ACQUISITION SUB, INC. AND
APPROVE THE MERGER.
02 Management PROPOSAL TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF THE For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE
SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER AND
APPROVE THE MERGER.
- ----------------------------------------------------------------------------------------------------------------------
ENDO PHARMACEUTICALS HOLDINGS INC.
Ticker: ENDP Security ID: 29264F205
Meeting Date: 05/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JOHN J. DELUCCA For For
01.2 Management DIRECTOR - DAVID P. HOLVECK For For
01.3 Management DIRECTOR - NANCY J HUTSON, PH.D. For For
01.4 Management DIRECTOR - MICHAEL HYATT For For
01.5 Management DIRECTOR - ROGER H. KIMMEL For For
01.6 Management DIRECTOR - C.A. MEANWELL, MD. PHD. For For
01.7 Management DIRECTOR - WILLIAM P. MONTAGUE For For
01.8 Management DIRECTOR - JOSEPH C. SCODARI For For
01.9 Management DIRECTOR - WILLIAM F. SPENGLER For For
02 Management TO AMEND THE COMPANY'S 2007 STOCK INCENTIVE PLAN TO ADD A NUMBER For For
OF ADDITIONAL PERFORMANCE GOALS TO WHICH PERFORMANCE BASED
AWARDS MAY RELATE.
03 Management TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY'S
FISCAL YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
ENERGEN CORPORATION
Ticker: EGN Security ID: 29265N108
Meeting Date: 04/22/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JUDY M. MERRITT For For
01.2 Management DIRECTOR - STEPHEN A. SNIDER For For
01.3 Management DIRECTOR - GARY C. YOUNGBLOOD For For
02 Management PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- ----------------------------------------------------------------------------------------------------------------------
EVEREST RE GROUP, LTD.
Ticker: RE Security ID: G3223R108
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MARTIN ABRAHAMS For For
01.2 Management DIRECTOR - JOHN R. DUNNE For For
01.3 Management DIRECTOR - JOHN A. WEBER For For
02 Management TO APPOINT PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S REGISTERED For For
PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2009 AND
AUTHORIZE THE BOARD OF DIRECTORS ACTING BY THE AUDIT COMMITTEE
OF THE BOARD TO SET THE FEES FOR THE REGISTERED PUBLIC
ACCOUNTING FIRM.
03 Management TO APPROVE THE EVEREST RE GROUP, LTD. 2009 NON- EMPLOYEE DIRECTOR For For
STOCK OPTION AND RESTRICTED STOCK PLAN.
- ----------------------------------------------------------------------------------------------------------------------
FIRSTMERIT CORPORATION
Ticker: FMER Security ID: 337915102
Meeting Date: 01/05/2009 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management TO APPROVE THE PROPOSED AMENDMENTS TO ARTICLE FOURTH OF For For
FIRSTMERIT CORPORATION'S SECOND AMENDED AND RESTATED ARTICLES OF
INCORPORATION.
02 Management TO APPROVE THE PROPOSED AMENDMENTS TO ARTICLE III OF FIRSTMERIT For For
CORPORATION'S SECOND AMENDED AND RESTATED CODE OF REGULATIONS,
AS AMENDED.
03 Management TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, For For
TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT
SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE
AMENDMENTS PROPOSED IN ITEMS 1 AND 2.
- ----------------------------------------------------------------------------------------------------------------------
FIRSTMERIT CORPORATION
Ticker: FMER Security ID: 337915102
Meeting Date: 04/15/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - KAREN S. BELDEN For For
01.2 Management DIRECTOR - R. CARY BLAIR For For
01.3 Management DIRECTOR - JOHN C. BLICKLE For For
01.4 Management DIRECTOR - ROBERT W. BRIGGS For For
01.5 Management DIRECTOR - GINA D. FRANCE For For
01.6 Management DIRECTOR - PAUL G. GREIG For For
01.7 Management DIRECTOR - TERRY L. HAINES For For
01.8 Management DIRECTOR - CLIFFORD J. ISROFF For For
02 Management TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2009.
03 Management TO APPROVE THE NON-BINDING ADVISORY PROPOSAL ON FIRSTMERIT'S For For
EXECUTIVE COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------
FMC CORPORATION
Ticker: FMC Security ID: 302491303
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF CLASS II DIRECTOR FOR A THREE-YEAR TERM EXPIRING IN For For
2012: PATRICIA A. BUFFLER
1B Management ELECTION OF CLASS II DIRECTOR FOR A THREE-YEAR TERM EXPIRING IN For For
2012: G. PETER D'ALOIA
1C Management ELECTION OF CLASS II DIRECTOR FOR A THREE-YEAR TERM EXPIRING IN For For
2012: C. SCOTT GREER
1D Management ELECTION OF CLASS II DIRECTOR FOR A THREE-YEAR TERM EXPIRING IN For For
2012: PAUL J. NORRIS
1E Management ELECTION OF CLASS III DIRECTOR FOR A ONE-YEAR TERM EXPIRING IN For For
2010: DIRK A. KEMPTHORNE
02 Management RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------
FMC TECHNOLOGIES, INC.
Ticker: FTI Security ID: 30249U101
Meeting Date: 05/15/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MIKE R. BOWLIN For For
01.2 Management DIRECTOR - PHILIP J. BURGUIERES For For
01.3 Management DIRECTOR - PETER D. KINNEAR For For
01.4 Management DIRECTOR - EDWARD J. MOONEY For For
01.5 Management DIRECTOR - JAMES M. RINGLER For For
02 Management APPROVE THE AMENDMENT OF THE AMENDED AND RESTATED CERTIFICATE OF For For
INCORPORATION.
- ----------------------------------------------------------------------------------------------------------------------
FOREST OIL CORPORATION
Ticker: FST Security ID: 346091705
Meeting Date: 05/12/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DOD A. FRASER For For
1.2 Management DIRECTOR - JAMES D. LIGHTNER For For
2 Management APPROVAL OF AN ADDITIONAL 500,000 SHARES FOR ISSUANCE UNDER THE For For
FOREST OIL CORPORATION 1999 EMPLOYEE STOCK PURCHASE PLAN AND
CERTAIN ADMINISTRATIVE CHANGES.
3 Management RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS FOREST'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE YEAR ENDING
DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
GLOBAL PAYMENTS INC.
Ticker: GPN Security ID: 37940X102
Meeting Date: 09/26/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - PAUL R. GARCIA For For
01.2 Management DIRECTOR - GERALD J. WILKINS For For
01.3 Management DIRECTOR - MICHAEL W. TRAPP For For
02 Management ON THE PROPOSAL TO RATIFY THE REAPPOINTMENT OF DELOITTE & TOUCHE For For
LLP AS THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANTS.
- ----------------------------------------------------------------------------------------------------------------------
HARRIS CORPORATION
Ticker: HRS Security ID: 413875105
Meeting Date: 10/24/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF A DIRECTOR FOR A THREE-YEAR TERM EXPIRING IN 2011: For For
LEWIS HAY III
1B Management ELECTION OF A DIRECTOR FOR A THREE-YEAR TERM EXPIRING IN 2011: For For
KAREN KATEN
1C Management ELECTION OF A DIRECTOR FOR A THREE-YEAR TERM EXPIRING IN 2011: For For
STEPHEN P. KAUFMAN
1D Management ELECTION OF A DIRECTOR FOR A THREE-YEAR TERM EXPIRING IN 2011: For For
HANSEL E. TOOKES II
02 Management RATIFICATION OF THE APPOINTMENT BY OUR AUDIT COMMITTEE OF ERNST & For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR 2009.
03 Management APPROVAL OF AN AMENDMENT TO OUR RESTATED CERTIFICATE OF For For
INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF
HARRIS COMMON STOCK FROM 250,000,000 TO 500,000,000 SHARES.
04 Management APPROVAL OF AN AMENDMENT TO OUR RESTATED CERTIFICATE OF For For
INCORPORATION TO DECLASSIFY THE BOARD OF DIRECTORS.
- ----------------------------------------------------------------------------------------------------------------------
HARSCO CORPORATION
Ticker: HSC Security ID: 415864107
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - G.D.H. BUTLER For For
01.2 Management DIRECTOR - K.G. EDDY For For
01.3 Management DIRECTOR - S.D. FAZZOLARI For For
01.4 Management DIRECTOR - S.E. GRAHAM For For
01.5 Management DIRECTOR - T.D. GROWCOCK For For
01.6 Management DIRECTOR - H.W. KNUEPPEL For For
01.7 Management DIRECTOR - D.H. PIERCE For For
01.8 Management DIRECTOR - J.I. SCHEINER For For
01.9 Management DIRECTOR - A.J. SORDONI, III For For
01.10 Management DIRECTOR - R.C. WILBURN For For
02 Management REAPPROVAL OF THE MATERIAL TERMS FOR PERFORMANCE-BASED AWARDS FOR For For
SECTION 162(M) PURPOSES UNDER THE AMENDED AND RESTATED 1995
EXECUTIVE INCENTIVE COMPENSATION PLAN, AS AMENDED TO DATE.
03 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
INDEPENDENT AUDITORS.
- ----------------------------------------------------------------------------------------------------------------------
HCC INSURANCE HOLDINGS, INC.
Ticker: HCC Security ID: 404132102
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - FRANK J. BRAMANTI For For
01.2 Management DIRECTOR - WALTER M. DUER For For
01.3 Management DIRECTOR - EDWARD H. ELLIS, JR. For For
01.4 Management DIRECTOR - JAMES C. FLAGG For For
01.5 Management DIRECTOR - THOMAS M. HAMILTON For For
01.6 Management DIRECTOR - JOHN N. MOLBECK, JR. For For
01.7 Management DIRECTOR - JAMES E. OESTERREICHER For For
01.8 Management DIRECTOR - ROBERT A. ROSHOLT For For
01.9 Management DIRECTOR - C.J.B. WILLIAMS For For
01.10 Management DIRECTOR - SCOTT W. WISE For For
02 Management RATIFY APPOINTMENT OF PRICEWATERHOUSECOOPERS, LLP AS AUDITORS FOR For For
2009.
- ----------------------------------------------------------------------------------------------------------------------
HEALTH MANAGEMENT ASSOCIATES, INC.
Ticker: HMA Security ID: 421933102
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WILLIAM J. SCHOEN For For
01.2 Management DIRECTOR - GARY D. NEWSOME For For
01.3 Management DIRECTOR - KENT P. DAUTEN For For
01.4 Management DIRECTOR - DONALD E. KIERNAN For For
01.5 Management DIRECTOR - ROBERT A. KNOX For For
01.6 Management DIRECTOR - W.E. MAYBERRY, M.D. For For
01.7 Management DIRECTOR - VICKI A. O'MEARA For For
01.8 Management DIRECTOR - WILLIAM C. STEERE, JR. For For
01.9 Management DIRECTOR - R.W. WESTERFIELD, PH.D. For For
02 Management TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS OUR INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
HELMERICH & PAYNE, INC.
Ticker: HP Security ID: 423452101
Meeting Date: 03/04/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - W.H. HELMERICH, III For For
01.2 Management DIRECTOR - FRANCIS ROONEY For For
01.3 Management DIRECTOR - EDWARD B. RUST, JR. For For
- ----------------------------------------------------------------------------------------------------------------------
HERMAN MILLER, INC.
Ticker: MLHR Security ID: 600544100
Meeting Date: 09/30/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - C. WILLIAM POLLARD* For For
01.2 Management DIRECTOR - MARY VERMEER ANDRINGA** For For
01.3 Management DIRECTOR - LORD BRIAN GRIFFITHS** For For
01.4 Management DIRECTOR - J. BARRY GRISWELL** For For
01.5 Management DIRECTOR - BRIAN C. WALKER** For For
02 Management PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------
HORACE MANN EDUCATORS CORPORATION
Ticker: HMN Security ID: 440327104
Meeting Date: 05/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: MARY H. FUTRELL For For
1B Management ELECTION OF DIRECTOR: STEPHEN J. HASENMILLER For For
1C Management ELECTION OF DIRECTOR: LOUIS G. LOWER II For For
1D Management ELECTION OF DIRECTOR: JOSEPH J. MELONE For For
1E Management ELECTION OF DIRECTOR: CHARLES A. PARKER For For
1F Management ELECTION OF DIRECTOR: GABRIEL L. SHAHEEN For For
1G Management ELECTION OF DIRECTOR: ROGER J. STEINBECKER For For
1H Management ELECTION OF DIRECTOR: CHARLES R. WRIGHT For For
02 Management RATIFICATION OF THE APPOINTMENT OF KPMG LLP, AN INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM, AS THE COMPANY'S AUDITORS FOR
THE YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
HUBBELL INCORPORATED
Ticker: HUBB Security ID: 443510201
Meeting Date: 05/04/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - E. BROOKS For For
01.2 Management DIRECTOR - G. EDWARDS For For
01.3 Management DIRECTOR - A. GUZZI For For
01.4 Management DIRECTOR - J. HOFFMAN For For
01.5 Management DIRECTOR - A. MCNALLY IV For For
01.6 Management DIRECTOR - T. POWERS For For
01.7 Management DIRECTOR - G. RATCLIFFE For For
01.8 Management DIRECTOR - R. SWIFT For For
01.9 Management DIRECTOR - D. VAN RIPER For For
02 Management RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE YEAR 2009.
- ----------------------------------------------------------------------------------------------------------------------
IDEX CORPORATION
Ticker: IEX Security ID: 45167R104
Meeting Date: 04/07/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WILLIAM M. COOK For For
01.2 Management DIRECTOR - FRANK S. HERMANCE For For
01.3 Management DIRECTOR - MICHAEL T. TOKARZ For For
02 Management TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS AUDITORS OF For For
THE COMPANY FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
INGRAM MICRO INC.
Ticker: IM Security ID: 457153104
Meeting Date: 06/03/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JOHN R. INGRAM For For
01.2 Management DIRECTOR - DALE R. LAURANCE For For
01.3 Management DIRECTOR - GERHARD SCHULMEYER For For
02 Management RATIFICATION OF SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE CURRENT
YEAR.
- ----------------------------------------------------------------------------------------------------------------------
INTERNATIONAL RECTIFIER CORPORATION
Ticker: IRF Security ID: 460254105
Meeting Date: 10/10/2008 Meeting Type: Contested-Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JACK O. VANCE For For
01.2 Management DIRECTOR - THOMAS LACEY For For
01.3 Management DIRECTOR - MARY B. CRANSTON For For
02 Management RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS AN INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY TO SERVE FOR
FISCAL YEAR 2008.
03 Shareholder STOCKHOLDER PROPOSAL REGARDING COMPENSATION RECOUPMENT POLICY. For Against
04 Shareholder VISHAY INTERTECHNOLOGY, INC. PROPOSAL TO AMEND BY-LAWS TO REQUIRE Against For
2008 ANNUAL MEETING BE HELD NO LATER THAN DECEMBER 21, 2008.
05 Shareholder VISHAY INTERTECHNOLOGY, INC. PROPOSAL TO AMEND BY-LAWS TO PROVIDE Against For
FOR MAJORITY STOCKHOLDER VOTE TO ADJOURN STOCKHOLDERS MEETING.
06 Shareholder VISHAY INTERTECHNOLOGY, INC. PROPOSAL TO AMEND BY-LAWS TO REPEAL Against For
AMENDMENTS TO THE BY-LAWS MADE AFTER FEBRUARY 29, 2008.
- ----------------------------------------------------------------------------------------------------------------------
INTERSIL CORPORATION
Ticker: ISIL Security ID: 46069S109
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - DAVID B. BELL For For
01.2 Management DIRECTOR - DR. ROBERT W. CONN For For
01.3 Management DIRECTOR - JAMES V. DILLER For For
01.4 Management DIRECTOR - GARY E. GIST For For
01.5 Management DIRECTOR - MERCEDES JOHNSON For For
01.6 Management DIRECTOR - GREGORY LANG For For
01.7 Management DIRECTOR - JAN PEETERS For For
01.8 Management DIRECTOR - ROBERT N. POKELWALDT For For
01.9 Management DIRECTOR - JAMES A. URRY For For
02 Management TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
03 Management TO RATIFY AN AMENDMENT TO EXTEND THE TERM OF THE INTERSIL For For
CORPORATION EMPLOYEE STOCK PURCHASE PLAN TO FEBRUARY 28, 2019
AND INCREASE THE NUMBER OF SHARES AUTHORIZED UNDER THE EMPLOYEE
STOCK PURCHASE PLAN FROM 2,533,334 TO 4,533,334, AN INCREASE OF
2,000,000 SHARES AVAILABLE FOR ISSUANCE UNDER THE PLAN.
- ----------------------------------------------------------------------------------------------------------------------
INVITROGEN CORPORATION
Ticker: IVGN Security ID: 46185R100
Meeting Date: 10/28/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management APPROVE THE ISSUANCE OF INVITROGEN COMMON STOCK TO APPLIED For For
BIOSYSTEMS STOCKHOLDERS IN THE MERGER OF APPLIED BIOSYSTEMS INC.
("ABI") WITH AND INTO ATOM ACQUISITION, LLC, AS CONTEMPLATED BY
THE AGREEMENT AND PLAN OF MERGER, AS AMENDED BY AMENDMENT NO. 1
THERETO, BY AND AMONG INVITROGEN, ATOM ACQUISITION, LLC AND ABI,
AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME.
02 Management PROPOSAL TO APPROVE AN AMENDMENT TO INVITROGEN'S RESTATED For For
CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF INVITROGEN COMMON STOCK FROM 200,000,000 TO
400,000,000 SHARES.
03 Management PROPOSAL TO APPROVE ANY ADJOURNMENTS OF THE SPECIAL MEETING OF For For
INVITROGEN STOCKHOLDERS, IF NECESSARY, TO SOLICIT ADDITIONAL
PROXIES IN FAVOR OF ANY OR ALL OF THE FOREGOING PROPOSALS.
- ----------------------------------------------------------------------------------------------------------------------
JACK HENRY & ASSOCIATES, INC.
Ticker: JKHY Security ID: 426281101
Meeting Date: 11/13/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - J. HALL For For
01.2 Management DIRECTOR - M. HENRY For For
01.3 Management DIRECTOR - J. ELLIS For For
01.4 Management DIRECTOR - C. CURRY For For
01.5 Management DIRECTOR - W. BROWN For For
01.6 Management DIRECTOR - M. FLANIGAN For For
01.7 Management DIRECTOR - M. SHEPARD For For
01.8 Management DIRECTOR - J. PRIM For For
02 Management TO RATIFY THE SELECTION OF THE COMPANY'S INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------
JETBLUE AIRWAYS CORPORATION
Ticker: JBLU Security ID: 477143101
Meeting Date: 05/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - PETER BONEPARTH For For
01.2 Management DIRECTOR - KIM CLARK For For
01.3 Management DIRECTOR - STEPHAN GEMKOW For For
01.4 Management DIRECTOR - JOEL PETERSON For For
01.5 Management DIRECTOR - ANN RHOADES For For
02 Management RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG, LLP AS THE For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2009.
03 Management APPROVAL OF A PROPOSAL TO AMEND THE COMPANY'S AMENDED AND For For
RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF
SHARES OF PREFERRED STOCK AND COMMON STOCK AUTHORIZED FOR
ISSUANCE FROM 525,000,000 SHARES TO 975,000,000 SHARES.
04 Shareholder STOCKHOLDER PROPOSAL WITH RESPECT TO MAJORITY VOTE FOR ELECTION For Against
OF DIRECTORS.
- ----------------------------------------------------------------------------------------------------------------------
JOY GLOBAL INC.
Ticker: JOYG Security ID: 481165108
Meeting Date: 02/24/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - STEVEN L. GERARD For For
01.2 Management DIRECTOR - JOHN NILS HANSON For For
01.3 Management DIRECTOR - KEN C. JOHNSEN For For
01.4 Management DIRECTOR - GALE E. KLAPPA For For
01.5 Management DIRECTOR - RICHARD B. LOYND For For
01.6 Management DIRECTOR - P. ERIC SIEGERT For For
01.7 Management DIRECTOR - MICHAEL W. SUTHERLIN For For
01.8 Management DIRECTOR - JAMES H. TATE For For
02 Management RATIFICATION OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2009.
- ----------------------------------------------------------------------------------------------------------------------
KANSAS CITY SOUTHERN
Ticker: KSU Security ID: 485170302
Meeting Date: 10/07/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management TO APPROVE THE KANSAS CITY SOUTHERN 2008 STOCK OPTION AND For For
PERFORMANCE AWARD PLAN (THE "2008 PLAN").
- ----------------------------------------------------------------------------------------------------------------------
KENNAMETAL INC.
Ticker: KMT Security ID: 489170100
Meeting Date: 10/21/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
I.1 Management DIRECTOR - PHILIP A. DUR For For
I.2 Management DIRECTOR - TIMOTHY R. MCLEVISH For For
I.3 Management DIRECTOR - STEVEN H. WUNNING For For
II Management RATIFICATION OF THE SELECTION OF THE INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE 30, 2009.
III Management APPROVAL OF THE AMENDED AND RESTATED KENNAMETAL INC. STOCK AND For For
INCENTIVE PLAN OF 2002.
- ----------------------------------------------------------------------------------------------------------------------
LAM RESEARCH CORPORATION
Ticker: LRCX Security ID: 512807108
Meeting Date: 11/06/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JAMES W. BAGLEY For For
01.2 Management DIRECTOR - DAVID G. ARSCOTT For For
01.3 Management DIRECTOR - ROBERT M. BERDAHL For For
01.4 Management DIRECTOR - RICHARD J. ELKUS, JR. For For
01.5 Management DIRECTOR - JACK R. HARRIS For For
01.6 Management DIRECTOR - GRANT M. INMAN For For
01.7 Management DIRECTOR - CATHERINE P. LEGO For For
01.8 Management DIRECTOR - STEPHEN G. NEWBERRY For For
01.9 Management DIRECTOR - SEIICHI WATANABE For For
01.10 Management DIRECTOR - PATRICIA S. WOLPERT For For
02 Management PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR 2009.
- ----------------------------------------------------------------------------------------------------------------------
LIFEPOINT HOSPITALS, INC.
Ticker: LPNT Security ID: 53219L109
Meeting Date: 05/12/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MARGUERITE W. KONDRACKE For For
01.2 Management DIRECTOR - JOHN E. MAUPIN, JR. For For
01.3 Management DIRECTOR - OWEN G. SHELL, JR. For For
02 Management RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS THE For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
2009.
03 Management REAPPROVAL OF THE ISSUANCE OF COMMON STOCK UNDER THE COMPANY'S For For
MANAGEMENT STOCK PURCHASE PLAN.
04 Management REAPPROVAL OF THE ISSUANCE OF AWARDS UNDER THE COMPANY'S OUTSIDE For For
DIRECTORS STOCK AND INCENTIVE COMPENSATION PLAN.
05 Management REAPPROVAL OF THE COMPANY'S EXECUTIVE PERFORMANCE INCENTIVE PLAN. For For
- ----------------------------------------------------------------------------------------------------------------------
LINCARE HOLDINGS INC.
Ticker: LNCR Security ID: 532791100
Meeting Date: 05/11/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - J.P. BYRNES For For
01.2 Management DIRECTOR - S.H. ALTMAN, PH.D. For For
01.3 Management DIRECTOR - C.B. BLACK For For
01.4 Management DIRECTOR - F.D. BYRNE, M.D. For For
01.5 Management DIRECTOR - W.F. MILLER, III For For
02 Management APPROVAL OF THE COMPANY'S 2009 EMPLOYEE STOCK PURCHASE PLAN. For For
03 Management RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
LINCOLN ELECTRIC HOLDINGS, INC.
Ticker: LECO Security ID: 533900106
Meeting Date: 04/30/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - HAROLD L. ADAMS For For
01.2 Management DIRECTOR - ROBERT J. KNOLL For For
01.3 Management DIRECTOR - JOHN M. STROPKI, JR. For For
02 Management RATIFICATION OF INDEPENDENT AUDITORS. For For
- ----------------------------------------------------------------------------------------------------------------------
MANPOWER INC.
Ticker: MAN Security ID: 56418H100
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JEFFREY A. JOERRES For For
01.2 Management DIRECTOR - JOHN R. WALTER For For
01.3 Management DIRECTOR - MARC J. BOLLAND For For
01.4 Management DIRECTOR - ULICE PAYNE, JR. For For
02 Management RATIFICATION OF THE APPOINTMENT OF ROBERTO MENDOZA TO THE BOARD For For
OF DIRECTORS.
03 Management RATIFICATION OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITORS FOR For For
2009.
04 Management APPROVAL OF AMENDMENT TO THE 2003 EQUITY INCENTIVE PLAN OF For For
MANPOWER INC.
05 Shareholder SHAREHOLDER PROPOSAL REGARDING IMPLEMENTATION OF THE MACBRIDE For Against
PRINCIPLES IN NORTHERN IRELAND.
- ----------------------------------------------------------------------------------------------------------------------
MANTECH INTERNATIONAL CORP.
Ticker: MANT Security ID: 564563104
Meeting Date: 05/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - GEORGE J. PEDERSEN For For
01.2 Management DIRECTOR - RICHARD L. ARMITAGE For For
01.3 Management DIRECTOR - MARY K. BUSH For For
01.4 Management DIRECTOR - BARRY G. CAMPBELL For For
01.5 Management DIRECTOR - ROBERT A. COLEMAN For For
01.6 Management DIRECTOR - W.R. FATZINGER, JR. For For
01.7 Management DIRECTOR - DAVID E. JEREMIAH For For
01.8 Management DIRECTOR - RICHARD J. KERR For For
01.9 Management DIRECTOR - KENNETH A. MINIHAN For For
01.10 Management DIRECTOR - STEPHEN W. PORTER For For
02 Management RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP TO SERVE AS THE For For
COMPANY'S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
MATTHEWS INTERNATIONAL CORPORATION
Ticker: MATW Security ID: 577128101
Meeting Date: 02/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WILLIAM J. STALLKAMP** For For
01.2 Management DIRECTOR - JOSEPH C. BARTOLACCI* For For
01.3 Management DIRECTOR - KATHERINE E. DIETZE* For For
01.4 Management DIRECTOR - GLENN R. MAHONE* For For
02 Management TO APPROVE THE ADOPTION OF THE 2008 MANAGEMENT INCENTIVE PLAN. For For
03 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO AUDIT THE
RECORDS OF THE COMPANY FOR THE FISCAL YEAR ENDING SEPTEMBER 30,
2009.
- ----------------------------------------------------------------------------------------------------------------------
MCAFEE, INC.
Ticker: MFE Security ID: 579064106
Meeting Date: 07/28/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MR. THOMAS E. DARCY* For For
01.2 Management DIRECTOR - MR. DENIS J. O'LEARY* For For
01.3 Management DIRECTOR - MR. ROBERT W. PANGIA* For For
01.4 Management DIRECTOR - MR. CARL BASS** For For
01.5 Management DIRECTOR - MR. JEFFREY A. MILLER** For For
01.6 Management DIRECTOR - MR. ANTHONY ZINGALE** For For
02 Management APPROVAL OF THE EXECUTIVE BONUS PLAN. For For
03 Management APPROVAL OF THE AMENDMENTS TO THE 1997 STOCK INCENTIVE PLAN, AS For For
AMENDED.
04 Management TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR For For
INDEPENDENT PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31,
2008.
- ----------------------------------------------------------------------------------------------------------------------
MCAFEE, INC.
Ticker: MFE Security ID: 579064106
Meeting Date: 04/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: MR. LESLIE G. DENEND For For
1B Management ELECTION OF DIRECTOR: MR. DAVID G. DEWALT For For
1C Management ELECTION OF DIRECTOR: MR. CHARLES J. ROBEL For For
02 Management APPROVAL OF THE AMENDMENT AND RESTATEMENT OF OUR CERTIFICATE OF For For
INCORPORATION TO EFFECT THE GRADUAL DECLASSIFICATION OF OUR
BOARD OF DIRECTORS.
03 Management APPROVAL OF THE AMENDMENTS TO OUR 1997 STOCK INCENTIVE PLAN, AS For For
AMENDED.
04 Management APPROVAL OF THE AMENDMENT TO OUR 2002 EMPLOYEE STOCK PURCHASE For For
PLAN, AS AMENDED.
05 Management APPROVAL OF THE AMENDMENT AND RESTATEMENT OF OUR 1993 STOCK For For
OPTION PLAN FOR OUTSIDE DIRECTORS.
06 Management RATIFY APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT For For
PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
MDU RESOURCES GROUP, INC.
Ticker: MDU Security ID: 552690109
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: THOMAS EVERIST For For
1B Management ELECTION OF DIRECTOR: KAREN B. FAGG For For
1C Management ELECTION OF DIRECTOR: A. BART HOLADAY For For
1D Management ELECTION OF DIRECTOR: THOMAS C. KNUDSON For For
1E Management ELECTION OF DIRECTOR: RICHARD H. LEWIS For For
1F Management ELECTION OF DIRECTOR: PATRICIA L. MOSS For For
1G Management ELECTION OF DIRECTOR: HARRY J. PEARCE For For
1H Management ELECTION OF DIRECTOR: SISTER THOMAS WELDER, O.S.B. For For
02 Management RATIFICATION OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT AUDITORS For For
FOR 2009
- ----------------------------------------------------------------------------------------------------------------------
MOHAWK INDUSTRIES, INC.
Ticker: MHK Security ID: 608190104
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MR. BRUCKMANN For For
01.2 Management DIRECTOR - MR. DE COCK For For
01.3 Management DIRECTOR - MR. MCCURDY For For
02 Management THE RATIFICATION OF THE SELECTION OF KPMG LLP AS THE COMPANY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------
NAVIGANT CONSULTING, INC.
Ticker: NCI Security ID: 63935N107
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - THOMAS A. GILDEHAUS For For
01.2 Management DIRECTOR - PETER B. POND For For
02 Management PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY IN 2009.
- ----------------------------------------------------------------------------------------------------------------------
NETFLIX, INC.
Ticker: NFLX Security ID: 64110L106
Meeting Date: 05/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - RICHARD N. BARTON For For
01.2 Management DIRECTOR - CHARLES H. GIANCARLO For For
02 Management TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR
ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
NEW YORK COMMUNITY BANCORP, INC.
Ticker: NYB Security ID: 649445103
Meeting Date: 06/10/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MAUREEN E. CLANCY For For
01.2 Management DIRECTOR - ROBERT S. FARRELL For For
01.3 Management DIRECTOR - JOSEPH R. FICALORA For For
01.4 Management DIRECTOR - JAMES J. O'DONOVAN For For
01.5 Management DIRECTOR - HANIF W. DAHYA For For
02 Management THE RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF NEW YORK
COMMUNITY BANCORP, INC. FOR THE FISCAL YEAR ENDING DECEMBER 31,
2009.
- ----------------------------------------------------------------------------------------------------------------------
NORTHEAST UTILITIES
Ticker: NU Security ID: 664397106
Meeting Date: 05/12/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - RICHARD H. BOOTH For For
01.2 Management DIRECTOR - JOHN S. CLARKESON For For
01.3 Management DIRECTOR - COTTON M. CLEVELAND For For
01.4 Management DIRECTOR - SANFORD CLOUD, JR. For For
01.5 Management DIRECTOR - JAMES F. CORDES For For
01.6 Management DIRECTOR - E. GAIL DE PLANQUE For For
01.7 Management DIRECTOR - JOHN G. GRAHAM For For
01.8 Management DIRECTOR - ELIZABETH T. KENNAN For For
01.9 Management DIRECTOR - KENNETH R. LEIBLER For For
01.10 Management DIRECTOR - ROBERT E. PATRICELLI For For
01.11 Management DIRECTOR - CHARLES W. SHIVERY For For
01.12 Management DIRECTOR - JOHN F. SWOPE For For
02 Management TO RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP AS THE COMPANY'S For For
INDEPENDENT AUDITORS FOR 2009.
03 Management OTHER BUSINESS THAT MAY PROPERLY COME BEFORE THE ANNUAL MEETING For For
OR ANY ADJOURNMENT THEREOF.
- ----------------------------------------------------------------------------------------------------------------------
NVR, INC.
Ticker: NVR Security ID: 62944T105
Meeting Date: 05/05/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: TIMOTHY M. DONAHUE For For
1B Management ELECTION OF DIRECTOR: WILLIAM A. MORAN For For
1C Management ELECTION OF DIRECTOR: ALFRED E. FESTA For For
1D Management ELECTION OF DIRECTOR: W. GRADY ROSIER For For
02 Management RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS For For
FOR THE YEAR ENDING DECEMBER 31, 2009.
03 Shareholder SHAREHOLDER PROPOSAL TO IMPOSE A REQUIREMENT THAT OUR NAMED For Against
EXECUTIVE OFFICERS HOLD CERTAIN SHARES ACQUIRED BY THEM UNDER
OUR COMPENSATION PLANS UNTIL TWO YEARS AFTER TERMINATION.
- ----------------------------------------------------------------------------------------------------------------------
OMNICARE, INC.
Ticker: OCR Security ID: 681904108
Meeting Date: 05/22/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR : JOHN T. CROTTY For For
1B Management ELECTION OF DIRECTOR : JOEL F. GEMUNDER For For
1C Management ELECTION OF DIRECTOR : STEVEN J. HEYER For For
1D Management ELECTION OF DIRECTOR : SANDRA E. LANEY For For
1E Management ELECTION OF DIRECTOR : ANDREA R. LINDELL For For
1F Management ELECTION OF DIRECTOR : JAMES D. SHELTON For For
1G Management ELECTION OF DIRECTOR : JOHN H. TIMONEY For For
1H Management ELECTION OF DIRECTOR : AMY WALLMAN For For
02 Management TO APPROVE THE AMENDMENT OF OMNICARE'S ANNUAL INCENTIVE PLAN FOR For For
SENIOR EXECUTIVE OFFICERS AND RE-APPROVE THE PERFORMANCE
CRITERIA THEREUNDER.
03 Management TO RE-APPROVE THE PERFORMANCE CRITERIA UNDER OMNICARE'S 2004 For For
STOCK AND INCENTIVE PLAN.
04 Management TO RATIFY THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------
ONEOK, INC.
Ticker: OKE Security ID: 682680103
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: JAMES C. DAY For For
1B Management ELECTION OF DIRECTOR: JULIE H. EDWARDS For For
1C Management ELECTION OF DIRECTOR: WILLIAM L. FORD For For
1D Management ELECTION OF DIRECTOR: JOHN W. GIBSON For For
1E Management ELECTION OF DIRECTOR: DAVID L. KYLE For For
1F Management ELECTION OF DIRECTOR: BERT H. MACKIE For For
1G Management ELECTION OF DIRECTOR: JIM W. MOGG For For
1H Management ELECTION OF DIRECTOR: PATTYE L. MOORE For For
1I Management ELECTION OF DIRECTOR: GARY D. PARKER For For
1J Management ELECTION OF DIRECTOR: EDUARDO A. RODRIGUEZ For For
1K Management ELECTION OF DIRECTOR: DAVID J. TIPPECONNIC For For
02 Management A PROPOSAL TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP For For
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF ONEOK,
INC. FOR THE YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
PATTERSON-UTI ENERGY, INC.
Ticker: PTEN Security ID: 703481101
Meeting Date: 06/03/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - MARK S. SIEGEL For For
1.2 Management DIRECTOR - KENNETH N. BERNS For For
1.3 Management DIRECTOR - CHARLES O. BUCKNER For For
1.4 Management DIRECTOR - CURTIS W. HUFF For For
1.5 Management DIRECTOR - TERRY H. HUNT For For
1.6 Management DIRECTOR - KENNETH R. PEAK For For
1.7 Management DIRECTOR - CLOYCE A. TALBOTT For For
2 Management RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2009
- ----------------------------------------------------------------------------------------------------------------------
PENTAIR, INC.
Ticker: PNR Security ID: 709631105
Meeting Date: 04/30/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management ELECTION OF DIRECTOR: CHARLES A. HAGGERTY For For
02 Management ELECTION OF DIRECTOR: RANDALL J. HOGAN For For
03 Management ELECTION OF DIRECTOR: DAVID A. JONES For For
04 Management TO APPROVE OUR EXECUTIVE OFFICER PERFORMANCE PLAN FOR PURPOSES OF For For
INTERNAL REVENUE CODE 162(M).
05 Management TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
PEPSIAMERICAS, INC.
Ticker: PAS Security ID: 71343P200
Meeting Date: 05/07/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: HERBERT M. BAUM For For
1B Management ELECTION OF DIRECTOR: RICHARD G. CLINE For For
1C Management ELECTION OF DIRECTOR: MICHAEL J. CORLISS For For
1D Management ELECTION OF DIRECTOR: PIERRE S. DU PONT For For
1E Management ELECTION OF DIRECTOR: ARCHIE R. DYKES For For
1F Management ELECTION OF DIRECTOR: JAROBIN GILBERT, JR. For For
1G Management ELECTION OF DIRECTOR: JAMES R. KACKLEY For For
1H Management ELECTION OF DIRECTOR: MATTHEW M. MCKENNA For For
1I Management ELECTION OF DIRECTOR: ROBERT C. POHLAD For For
1J Management ELECTION OF DIRECTOR: DEBORAH E. POWELL For For
02 Management APPROVAL OF 2009 LONG-TERM INCENTIVE PLAN. For For
03 Management RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTANTS.
- ----------------------------------------------------------------------------------------------------------------------
PERRIGO COMPANY
Ticker: PRGO Security ID: 714290103
Meeting Date: 11/04/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MOSHE ARKIN For For
01.2 Management DIRECTOR - GARY K. KUNKLE, JR. For For
01.3 Management DIRECTOR - HERMAN MORRIS, JR. For For
01.4 Management DIRECTOR - BEN-ZION ZILBERFARB For For
02 Management APPROVAL OF THE PROPOSED ANNUAL INCENTIVE PLAN. For For
03 Management APPROVAL OF THE PROPOSED AMENDMENT AND RESTATEMENT OF THE 2003 For For
LONG-TERM INCENTIVE PLAN.
- ----------------------------------------------------------------------------------------------------------------------
PHARMACEUTICAL PRODUCT DEVELOPMENT, INC.
Ticker: PPDI Security ID: 717124101
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - STUART BONDURANT, M.D. For For
01.2 Management DIRECTOR - FREDRIC N. ESHELMAN For For
01.3 Management DIRECTOR - FREDERICK FRANK For For
01.4 Management DIRECTOR - GENERAL DAVID L. GRANGE For For
01.5 Management DIRECTOR - CATHERINE M. KLEMA For For
01.6 Management DIRECTOR - TERRY MAGNUSON, PH.D. For For
01.7 Management DIRECTOR - ERNEST MARIO, PH.D. For For
01.8 Management DIRECTOR - JOHN A. MCNEILL, JR. For For
02 Management TO APPROVE AN AMENDMENT AND RESTATEMENT OF THE COMPANY'S 1995 For For
EQUITY COMPENSATION PLAN WHICH, AMONG OTHER THINGS, INCREASES
THE NUMBER OF SHARES OF OUR COMMON STOCK RESERVED FOR ISSUANCE
UNDER THE PLAN BY 8,300,000 FROM 21,259,004 SHARES TO 29,559,004
SHARES.
03 Management RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
YEAR ENDING DECEMBER 31, 2009.
04 Management IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH For For
OTHER MATTERS AS MAY PROPERLY COME BEFORE THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------
PHILADELPHIA CONSOLIDATED HOLDING CORP.
Ticker: PHLY Security ID: 717528103
Meeting Date: 10/23/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY For For
22, 2008, AMONG THE COMPANY, TOKIO MARINE HOLDINGS, INC. AND
TOKIO MARINE INVESTMENT (PENNSYLVANIA) INC.
02 Management APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES PRESENT, IN
PERSON OR BY PROXY, AT THE TIME OF THE SPECIAL MEETING TO ADOPT
THE AGREEMENT AND PLAN OF MERGER.
- ----------------------------------------------------------------------------------------------------------------------
PHILLIPS-VAN HEUSEN CORPORATION
Ticker: PVH Security ID: 718592108
Meeting Date: 06/25/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MARY BAGLIVO For For
01.2 Management DIRECTOR - EMANUEL CHIRICO For For
01.3 Management DIRECTOR - EDWARD H. COHEN For For
01.4 Management DIRECTOR - JOSEPH B. FULLER For For
01.5 Management DIRECTOR - MARGARET L. JENKINS For For
01.6 Management DIRECTOR - BRUCE MAGGIN For For
01.7 Management DIRECTOR - V. JAMES MARINO For For
01.8 Management DIRECTOR - HENRY NASELLA For For
01.9 Management DIRECTOR - RITA M. RODRIGUEZ For For
01.10 Management DIRECTOR - CRAIG RYDIN For For
02 Management APPROVAL OF THE AMENDMENT TO THE COMPANY'S 2006 STOCK INCENTIVE For For
PLAN TO INCREASE THE NUMBER OF SHARES AUTHORIZED FOR ISSUANCE
UNDER THE PLAN AND TO INCREASE THE MAXIMUM NUMBER OF SHARES THAT
MAY BE GRANTED IN ANY CALENDAR YEAR TO ANY ONE PARTICIPANT.
03 Management APPROVAL OF THE CONTINUATION OF THE COMPANY'S PERFORMANCE For For
INCENTIVE BONUS PLAN AND APPROVAL OF THE MATERIAL TERMS UNDER
THE PLAN.
04 Management APPROVAL OF THE CONTINUATION OF THE COMPANY'S LONG-TERM INCENTIVE For For
PLAN AND APPROVAL OF THE MATERIAL TERMS UNDER THE PLAN.
05 Management APPOINTMENT OF AUDITORS. For For
- ----------------------------------------------------------------------------------------------------------------------
PLANTRONICS, INC.
Ticker: PLT Security ID: 727493108
Meeting Date: 07/23/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MARV TSEU For For
01.2 Management DIRECTOR - KEN KANNAPPAN For For
01.3 Management DIRECTOR - BRIAN DEXHEIMER For For
01.4 Management DIRECTOR - GREGG HAMMANN For For
01.5 Management DIRECTOR - JOHN HART For For
01.6 Management DIRECTOR - MARSHALL MOHR For For
01.7 Management DIRECTOR - ROGER WERY For For
02 Management RATIFY AND APPROVE AMENDMENTS TO THE 2003 STOCK PLAN. For For
03 Management RATIFY AND APPROVE AMENDMENTS TO THE 2002 EMPLOYEE STOCK PURCHASE For For
PLAN.
04 Management RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF PLANTRONICS FOR
FISCAL 2009.
- ----------------------------------------------------------------------------------------------------------------------
PRICELINE.COM INCORPORATED
Ticker: PCLN Security ID: 741503403
Meeting Date: 06/03/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JEFFERY H. BOYD For For
1.2 Management DIRECTOR - RALPH M. BAHNA For For
1.3 Management DIRECTOR - HOWARD W. BARKER, JR. For For
1.4 Management DIRECTOR - JAN L. DOCTER For For
1.5 Management DIRECTOR - JEFFREY E. EPSTEIN For For
1.6 Management DIRECTOR - JAMES M. GUYETTE For For
1.7 Management DIRECTOR - NANCY B. PERETSMAN For For
1.8 Management DIRECTOR - CRAIG W. RYDIN For For
2 Management TO RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP AS INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR OUR FISCAL
YEAR ENDING DECEMBER 31, 2009.
3 Management TO AMEND THE COMPANY'S CERTIFICATE OF INCORPORATION TO PROVIDE For For
FOR THE RIGHT OF STOCKHOLDERS REPRESENTING AT LEAST 25% OF THE
COMPANY'S OUTSTANDING SHARES OF COMMON STOCK TO CALL SPECIAL
STOCKHOLDER MEETINGS.
4 Shareholder TO CONSIDER AND VOTE UPON A STOCKHOLDER PROPOSAL CONCERNING Against For
SPECIAL STOCKHOLDER MEETINGS.
- ----------------------------------------------------------------------------------------------------------------------
PROTECTIVE LIFE CORPORATION
Ticker: PL Security ID: 743674103
Meeting Date: 05/04/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JAMES S.M. FRENCH For For
01.2 Management DIRECTOR - THOMAS L. HAMBY For For
01.3 Management DIRECTOR - JOHN D. JOHNS For For
01.4 Management DIRECTOR - VANESSA LEONARD For For
01.5 Management DIRECTOR - CHARLES D. MCCRARY For For
01.6 Management DIRECTOR - JOHN J. MCMAHON, JR. For For
01.7 Management DIRECTOR - MALCOLM PORTERA For For
01.8 Management DIRECTOR - C. DOWD RITTER For For
01.9 Management DIRECTOR - WILLIAM A. TERRY For For
01.10 Management DIRECTOR - W. MICHAEL WARREN, JR. For For
01.11 Management DIRECTOR - VANESSA WILSON For For
02 Management PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP For For
AS THE COMPANY'S INDEPENDENT ACCOUNTANTS.
- ----------------------------------------------------------------------------------------------------------------------
RALCORP HOLDINGS, INC.
Ticker: RAH Security ID: 751028101
Meeting Date: 01/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - DAVID R. BANKS For For
01.2 Management DIRECTOR - JACK W. GOODALL For For
01.3 Management DIRECTOR - JOE R. MICHELETTO For For
01.4 Management DIRECTOR - DAVID P. SKARIE For For
02 Management RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS RALCORP HOLDINGS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING SEPTEMBER 30, 2009.
- ----------------------------------------------------------------------------------------------------------------------
RAYMOND JAMES FINANCIAL, INC.
Ticker: RJF Security ID: 754730109
Meeting Date: 02/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - SHELLEY BROADER For For
01.2 Management DIRECTOR - FRANCIS S. GODBOLD For For
01.3 Management DIRECTOR - H.WILLIAM HABERMEYER,JR For For
01.4 Management DIRECTOR - CHET HELCK For For
01.5 Management DIRECTOR - THOMAS A. JAMES For For
01.6 Management DIRECTOR - PAUL C. REILLY For For
01.7 Management DIRECTOR - ROBERT P. SALTZMAN For For
01.8 Management DIRECTOR - KENNETH A. SHIELDS For For
01.9 Management DIRECTOR - HARDWICK SIMMONS For For
01.10 Management DIRECTOR - SUSAN N. STORY For For
02 Management TO RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE BOARD OF For For
DIRECTORS OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
03 Management TO APPROVE AN AMENDMENT TO THE 2005 RESTRICTED STOCK PLAN. For For
04 Management TO APPROVE AN AMENDMENT TO THE 2003 EMPLOYEE STOCK PURCHASE PLAN. For For
- ----------------------------------------------------------------------------------------------------------------------
REGIS CORPORATION
Ticker: RGS Security ID: 758932107
Meeting Date: 10/23/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - ROLF F. BJELLAND For For
01.2 Management DIRECTOR - PAUL D. FINKELSTEIN For For
01.3 Management DIRECTOR - THOMAS L. GREGORY For For
01.4 Management DIRECTOR - VAN ZANDT HAWN For For
01.5 Management DIRECTOR - SUSAN S. HOYT For For
01.6 Management DIRECTOR - DAVID B. KUNIN For For
01.7 Management DIRECTOR - STEPHEN WATSON For For
02 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
03 Management TRANSACTION OF SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE For For
THE MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF.
- ----------------------------------------------------------------------------------------------------------------------
RELIANCE STEEL & ALUMINUM CO.
Ticker: RS Security ID: 759509102
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - THOMAS W. GIMBEL For For
01.2 Management DIRECTOR - DOUGLAS M. HAYES For For
01.3 Management DIRECTOR - FRANKLIN R. JOHNSON For For
01.4 Management DIRECTOR - LESLIE A. WAITE For For
02 Management TO RATIFY KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM TO PERFORM THE ANNUAL AUDIT OF OUR 2009
FINANCIAL STATEMENTS.
03 Management IN THE PROXYHOLDERS' DISCRETION ON SUCH OTHER MATTERS AS MAY For For
PROPERLY COME BEFORE THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------
RENT-A-CENTER, INC.
Ticker: RCII Security ID: 76009N100
Meeting Date: 05/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF CLASS III DIRECTOR: MICHAEL J. GADE For For
1B Management ELECTION OF CLASS III DIRECTOR: J.V. LENTELL For For
02 Management TO RATIFY THE AUDIT COMMITTEE'S APPOINTMENT OF GRANT THORNTON, For For
LLP, REGISTERED INDEPENDENT ACCOUNTANTS, AS THE COMPANY'S
INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDED DECEMBER 31,
2009, AS SET FORTH IN THE ACCOMPANYING PROXY STATEMENT.
- ----------------------------------------------------------------------------------------------------------------------
REPUBLIC SERVICES, INC.
Ticker: RSG Security ID: 760759100
Meeting Date: 11/14/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
01 Management APPROVAL OF PROPOSAL TO ISSUE SHARES OF REPUBLIC COMMON STOCK AND For For
OTHER SECURITIES CONVERTIBLE INTO SHARES OF REPUBLIC COMMON
STOCK, IN CONNECTION WITH TRANSACTIONS CONTEMPLATED BY AGREEMENT
AND PLAN OF MERGER, AMONG REPUBLIC, RS MERGER WEDGE, INC., AND
ALLIED WASTE INDUSTRIES, INC., AS DESCRIBED IN THE ACCOMPANYING
JOINT PROXY STATEMENT/PROSPECTUS.
02 Management APPROVAL OF PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF For For
NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE
FOREGOING PROPOSAL.
- ----------------------------------------------------------------------------------------------------------------------
RF MICRO DEVICES, INC.
Ticker: RFMD Security ID: 749941100
Meeting Date: 07/30/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - DR. ALBERT E. PALADINO For For
01.2 Management DIRECTOR - ROBERT A. BRUGGEWORTH For For
01.3 Management DIRECTOR - DANIEL A. DILEO For For
01.4 Management DIRECTOR - JEFFERY R. GARDNER For For
01.5 Management DIRECTOR - JOHN R. HARDING For For
01.6 Management DIRECTOR - CASIMIR S. SKRZYPCZAK For For
01.7 Management DIRECTOR - ERIK H. VAN DER KAAY For For
01.8 Management DIRECTOR - W.H. WILKINSON, JR. For For
02 Management TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING MARCH 28, 2009.
- ----------------------------------------------------------------------------------------------------------------------
ROSS STORES, INC.
Ticker: ROST Security ID: 778296103
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - MICHAEL BALMUTH For For
01.2 Management DIRECTOR - K. GUNNAR BJORKLUND For For
01.3 Management DIRECTOR - SHARON D. GARRETT For For
02 Management TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING JANUARY 30, 2010.
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SCANA CORPORATION
Ticker: SCG Security ID: 80589M102
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JAMES A. BENNETT For For
01.2 Management DIRECTOR - LYNNE M. MILLER For For
01.3 Management DIRECTOR - JAMES W. ROQUEMORE For For
01.4 Management DIRECTOR - MACEO K. SLOAN For For
02 Management APPROVAL OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM
- ----------------------------------------------------------------------------------------------------------------------
SCHOLASTIC CORPORATION
Ticker: SCHL Security ID: 807066105
Meeting Date: 09/24/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JAMES W. BARGE For For
01.2 Management DIRECTOR - JOHN G. MCDONALD For For
- ----------------------------------------------------------------------------------------------------------------------
SEI INVESTMENTS COMPANY
Ticker: SEIC Security ID: 784117103
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - CARMEN V. ROMEO For For
01.2 Management DIRECTOR - RICHARD B. LIEB For For
02 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
SEI INVESTMENTS COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
SONOCO PRODUCTS COMPANY
Ticker: SON Security ID: 835495102
Meeting Date: 04/15/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - P.L. DAVIES* For For
01.2 Management DIRECTOR - H.E. DELOACH* For For
01.3 Management DIRECTOR - E.H. LAWTON* For For
01.4 Management DIRECTOR - J.E. LINVILLE* For For
01.5 Management DIRECTOR - J.M. MICALI** For For
02 Management TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY.
- ----------------------------------------------------------------------------------------------------------------------
SPX CORPORATION
Ticker: SPW Security ID: 784635104
Meeting Date: 04/22/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: CHRISTOPHER J. KEARNEY For For
1B Management ELECTION OF DIRECTOR: MARTHA B. WYRSCH For For
02 Management TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR For For
INDEPENDENT PUBLIC ACCOUNTANTS FOR 2009.
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STANCORP FINANCIAL GROUP, INC.
Ticker: SFG Security ID: 852891100
Meeting Date: 05/04/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - VIRGINIA L ANDERSON For For
1.2 Management DIRECTOR - STANLEY R FALLIS For For
1.3 Management DIRECTOR - PETER O KOHLER MD For For
1.4 Management DIRECTOR - ERIC E PARSONS For For
1.5 Management DIRECTOR - MARY F SAMMONS For For
2 Management PROPOSAL TO RATIFY APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM
- ----------------------------------------------------------------------------------------------------------------------
STEEL DYNAMICS, INC.
Ticker: STLD Security ID: 858119100
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - KEITH E. BUSSE For For
01.2 Management DIRECTOR - MARK D. MILLETT For For
01.3 Management DIRECTOR - RICHARD P. TEETS, JR. For For
01.4 Management DIRECTOR - JOHN C. BATES For For
01.5 Management DIRECTOR - DR. FRANK D. BYRNE For For
01.6 Management DIRECTOR - PAUL B. EDGERLEY For For
01.7 Management DIRECTOR - RICHARD J. FREELAND For For
01.8 Management DIRECTOR - DR. JURGEN KOLB For For
01.9 Management DIRECTOR - JAMES C. MARCUCCILLI For For
01.10 Management DIRECTOR - JOSEPH D. RUFFOLO For For
02 Management TO APPROVE THE AUDIT COMMITTEE'S APPOINTMENT OF ERNST & YOUNG LLP For For
AS STEEL DYNAMICS, INC.'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2009.
03 Management TO GIVE PROXIES DISCRETION TO VOTE ON ANY OTHER MATTERS THAT MAY For For
PROPERLY COME BEFORE THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------
SUPERIOR ENERGY SERVICES, INC.
Ticker: SPN Security ID: 868157108
Meeting Date: 05/22/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - HAROLD J. BOUILLION For For
01.2 Management DIRECTOR - ENOCH L. DAWKINS For For
01.3 Management DIRECTOR - JAMES M. FUNK For For
01.4 Management DIRECTOR - TERENCE E. HALL For For
01.5 Management DIRECTOR - E.E. 'WYN' HOWARD, III For For
01.6 Management DIRECTOR - JUSTIN L. SULLIVAN For For
02 Management RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTING FIRM FOR 2009.
03 Management APPROVE THE 2009 STOCK INCENTIVE PLAN. For For
- ----------------------------------------------------------------------------------------------------------------------
SVB FINANCIAL GROUP
Ticker: SIVB Security ID: 78486Q101
Meeting Date: 05/12/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - ERIC A. BENHAMOU For For
01.2 Management DIRECTOR - DAVID M. CLAPPER For For
01.3 Management DIRECTOR - ROGER F. DUNBAR For For
01.4 Management DIRECTOR - JOEL P. FRIEDMAN For For
01.5 Management DIRECTOR - G. FELDA HARDYMON For For
01.6 Management DIRECTOR - ALEX W. "PETE" HART For For
01.7 Management DIRECTOR - C. RICHARD KRAMLICH For For
01.8 Management DIRECTOR - LATA KRISHNAN For For
01.9 Management DIRECTOR - JAMES R. PORTER For For
01.10 Management DIRECTOR - MICHAELA K. RODENO For For
01.11 Management DIRECTOR - KEN P. WILCOX For For
01.12 Management DIRECTOR - KYUNG H. YOON For For
02 Management TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR ITS FISCAL
YEAR ENDING DECEMBER 31, 2009.
03 Management TO APPROVE AN ADVISORY (NON-BINDING) PROPOSAL CONCERNING THE For For
COMPANY'S EXECUTIVE COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------
SYBASE, INC.
Ticker: SY Security ID: 871130100
Meeting Date: 04/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - JOHN S. CHEN For For
01.2 Management DIRECTOR - RICHARD C. ALBERDING For For
01.3 Management DIRECTOR - MICHAEL A. DANIELS For For
01.4 Management DIRECTOR - ALAN B. SALISBURY For For
01.5 Management DIRECTOR - JACK E. SUM For For
02 Management RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTING FIRM FOR 2009
03 Management APPROVE AMENDMENTS TO THE SYBASE, INC. AMENDED AND RESTATED 2003 For For
STOCK PLAN, THAT AMONG OTHER MATTERS, INCREASE THE SHARE RESERVE
BY 5,000,000 SHARES AND APPROVE ITS MATERIAL TERMS AND
PERFORMANCE GOALS FOR PURPOSES OF INTERNAL REVENUE CODE SECTION
162(M)
- ----------------------------------------------------------------------------------------------------------------------
SYNOPSYS, INC.
Ticker: SNPS Security ID: 871607107
Meeting Date: 02/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - AART J. DE GEUS For For
01.2 Management DIRECTOR - ALFRED CASTINO For For
01.3 Management DIRECTOR - CHI-FOON CHAN For For
01.4 Management DIRECTOR - BRUCE R. CHIZEN For For
01.5 Management DIRECTOR - DEBORAH A. COLEMAN For For
01.6 Management DIRECTOR - JOHN SCHWARZ For For
01.7 Management DIRECTOR - SASSON SOMEKH For For
01.8 Management DIRECTOR - ROY VALLEE For For
01.9 Management DIRECTOR - STEVEN C. WALSKE For For
02 Management TO APPROVE AN AMENDMENT TO OUR 2006 EMPLOYEE EQUITY INCENTIVE For For
PLAN TO, AMONG OTHER ITEMS, INCREASE THE NUMBER OF SHARES OF
COMMON STOCK RESERVED THEREUNDER BY 4,000,000 SHARES.
03 Management TO RATIFY THE APPOINTMENT BY OUR AUDIT COMMITTEE OF KPMG LLP AS For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING OCTOBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
TECH DATA CORPORATION
Ticker: TECD Security ID: 878237106
Meeting Date: 06/10/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - KATHLEEN MISUNAS For For
01.2 Management DIRECTOR - THOMAS I. MORGAN For For
01.3 Management DIRECTOR - STEVEN A. RAYMUND For For
02 Management TO APPROVE AN AMENDMENT TO THE COMPANY'S ARTICLES OF For For
INCORPORATION TO ALLOW FOR NOMINEES FOR DIRECTOR TO BE ELECTED
BY MAJORITY VOTE IN UNCONTESTED ELECTIONS.
03 Management TO RATIFY THE SELECTION BY THE AUDIT COMMITTEE OF ERNST & YOUNG For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING JANUARY 31, 2010.
04 Management TO VOTE, ON AN ADVISORY BASIS, FOR THE COMPENSATION AWARDED TO For For
THE NAMED EXECUTIVE OFFICERS FOR THE FISCAL YEAR ENDED JANUARY
31, 2009.
05 Management TO APPROVE THE 2009 EQUITY INCENTIVE PLAN. For For
- ----------------------------------------------------------------------------------------------------------------------
TELEPHONE AND DATA SYSTEMS, INC.
Ticker: TDS Security ID: 879433100
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - C.A. DAVIS For For
01.2 Management DIRECTOR - C.D. O'LEARY For For
01.3 Management DIRECTOR - G.L. SUGARMAN For For
01.4 Management DIRECTOR - H.S. WANDER For For
02 Management NON-EMPLOYEE DIRECTOR COMPENSATION PLAN. For For
03 Management RATIFY ACCOUNTANTS FOR 2009. For For
04 Shareholder SHAREHOLDER PROPOSAL TO RECAPITALIZE THE TDS CAPITAL STOCK. Against For
- ----------------------------------------------------------------------------------------------------------------------
THE HANOVER INSURANCE GROUP, INC.
Ticker: THG Security ID: 410867105
Meeting Date: 05/12/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECT FREDERICK H. EPPINGER TO THE BOARD OF DIRECTORS FOR A For For
THREE-YEAR TERM EXPIRING IN 2012.
1B Management ELECT GAIL L. HARRISON TO THE BOARD OF DIRECTORS FOR A ONE-YEAR For For
TERM EXPIRING IN 2010.
1C Management ELECT JOSEPH R. RAMRATH TO THE BOARD OF DIRECTORS FOR A For For
THREE-YEAR TERM EXPIRING IN 2012.
1D Management ELECT HARRIETT TEE TAGGART TO THE BOARD OF DIRECTORS FOR A For For
THREE-YEAR TERM EXPIRING IN 2012.
02 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE HANOVER
INSURANCE GROUP, INC. FOR 2009.
03 Management TO APPROVE THE 2009 SHORT-TERM INCENTIVE COMPENSATION PLAN. For For
- ----------------------------------------------------------------------------------------------------------------------
THE J. M. SMUCKER COMPANY
Ticker: SJM Security ID: 832696405
Meeting Date: 08/21/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - VINCENT C. BYRD For For
01.2 Management DIRECTOR - R. DOUGLAS COWAN For For
01.3 Management DIRECTOR - ELIZABETH VALK LONG For For
02 Management RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2009
FISCAL YEAR.
- ----------------------------------------------------------------------------------------------------------------------
THE LUBRIZOL CORPORATION
Ticker: LZ Security ID: 549271104
Meeting Date: 04/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - FOREST J. FARMER, SR. For For
01.2 Management DIRECTOR - MICHAEL J. GRAFF For For
01.3 Management DIRECTOR - JAMES E. SWEETNAM For For
01.4 Management DIRECTOR - PHILLIP C. WIDMAN For For
02 Management CONFIRMATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANT
3A Management AMEND THE AMENDED ARTICLES OF INCORPORATION TO: ADD A MAJORITY For For
VOTING STANDARD IN UNCONTESTED ELECTIONS OF DIRECTORS
3B Management AMEND THE AMENDED ARTICLES OF INCORPORATION TO: REPEAL ARTICLE For For
NINTH TO DELETE EXISTING CONTROL SHARE ACQUISITION PROVISIONS
4A Management AMEND THE REGULATIONS TO: DECLASSIFY THE BOARD OF DIRECTORS, ADD For For
A MAJORITY VOTING STANDARD IN UNCONTESTED ELECTIONS OF
DIRECTORS, AUTHORIZE THE BOARD TO FIX THE NUMBER OF DIRECTORS
AND CLARIFY THE PROVISION RELATING TO REMOVAL OF DIRECTORS
4B Management AMEND THE REGULATIONS TO: MODERNIZE AND CLARIFY VARIOUS For For
PROVISIONS RELATED TO SHAREHOLDER MEETINGS AND NOTICES, MEETINGS
AND COMMITTEES OF THE BOARD, ELECTION OF OFFICERS AND
INDEMNIFICATION OF DIRECTORS, OFFICERS AND AGENTS
4C Management AMEND THE REGULATIONS TO: REVISE PROVISIONS RELATED TO SPECIAL For For
MEETINGS REQUESTED BY SHAREHOLDERS, ADVANCE NOTICE REQUIREMENTS
FOR PROPOSALS AND BUSINESS BROUGHT AT SHAREHOLDER MEETINGS
4D Management AMEND THE REGULATIONS TO: REVISE THE AMENDMENT PROVISIONS IN For For
ACCORDANCE WITH OHIO LAW
- ----------------------------------------------------------------------------------------------------------------------
THOMAS & BETTS CORPORATION
Ticker: TNB Security ID: 884315102
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JEANANNE K. HAUSWALD For For
1.2 Management DIRECTOR - DEAN JERNIGAN For For
1.3 Management DIRECTOR - RONALD B. KALICH, SR. For For
1.4 Management DIRECTOR - KENNETH R. MASTERSON For For
1.5 Management DIRECTOR - DOMINIC J. PILEGGI For For
1.6 Management DIRECTOR - JEAN-PAUL RICHARD For For
1.7 Management DIRECTOR - RUFUS H. RIVERS For For
1.8 Management DIRECTOR - KEVIN L. ROBERG For For
1.9 Management DIRECTOR - DAVID D. STEVENS For For
1.10 Management DIRECTOR - WILLIAM H. WALTRIP For For
2 Management RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM
- ----------------------------------------------------------------------------------------------------------------------
THOR INDUSTRIES, INC.
Ticker: THO Security ID: 885160101
Meeting Date: 12/09/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WADE F.B. THOMPSON For For
01.2 Management DIRECTOR - JAN H. SUWINSKI For For
02 Management APPROVE 2008 ANNUAL INCENTIVE PLAN. For For
- ----------------------------------------------------------------------------------------------------------------------
TIDEWATER INC.
Ticker: TDW Security ID: 886423102
Meeting Date: 07/31/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - M. JAY ALLISON For For
01.2 Management DIRECTOR - JAMES C. DAY For For
01.3 Management DIRECTOR - RICHARD T. DU MOULIN For For
01.4 Management DIRECTOR - J. WAYNE LEONARD For For
01.5 Management DIRECTOR - RICHARD A. PATTAROZZI For For
01.6 Management DIRECTOR - NICHOLAS SUTTON For For
01.7 Management DIRECTOR - CINDY B. TAYLOR For For
01.8 Management DIRECTOR - DEAN E. TAYLOR For For
01.9 Management DIRECTOR - JACK E. THOMPSON For For
02 Management APPROVAL OF THE TERMS OF THE EXECUTIVE OFFICER ANNUAL INCENTIVE For For
PLAN.
03 Management RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
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TOLL BROTHERS, INC.
Ticker: TOL Security ID: 889478103
Meeting Date: 03/11/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - ROBERT S. BLANK For For
01.2 Management DIRECTOR - ROGER S. HILLAS For For
01.3 Management DIRECTOR - STEPHEN A. NOVICK For For
01.4 Management DIRECTOR - PAUL E. SHAPIRO For For
02 Management THE RATIFICATION OF THE RE-APPOINTMENT OF ERNST & YOUNG LLP AS For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE 2009 FISCAL YEAR.
03 Shareholder A STOCKHOLDER PROPOSAL TO DECLASSIFY THE BOARD OF DIRECTORS. Against For
04 Shareholder A STOCKHOLDER PROPOSAL RELATING TO THE SEPARATION OF THE ROLES OF Against For
CEO AND CHAIRMAN OF THE BOARD.
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TUPPERWARE BRANDS CORPORATION
Ticker: TUP Security ID: 899896104
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: KRISS CLONINGER III For For
1B Management ELECTION OF DIRECTOR: JOE R. LEE For For
1C Management ELECTION OF DIRECTOR: BOB MARBUT For For
1D Management ELECTION OF DIRECTOR: DAVID R. PARKER For For
1E Management ELECTION OF DIRECTOR: J. PATRICK SPAINHOUR For For
2 Management THE PROPOSAL TO RATIFY THE APPOINTMENT OF THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM
3 Shareholder THE SHAREHOLDER PROPOSAL REGARDING ADVISORY VOTE ON EXECUTIVE For Against
COMPENSATION
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UDR, INC.
Ticker: UDR Security ID: 902653104
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - KATHERINE A. CATTANACH For For
01.2 Management DIRECTOR - ERIC J. FOSS For For
01.3 Management DIRECTOR - ROBERT P. FREEMAN For For
01.4 Management DIRECTOR - JON A. GROVE For For
01.5 Management DIRECTOR - JAMES D. KLINGBEIL For For
01.6 Management DIRECTOR - ROBERT C. LARSON For For
01.7 Management DIRECTOR - THOMAS R. OLIVER For For
01.8 Management DIRECTOR - LYNNE B. SAGALYN For For
01.9 Management DIRECTOR - MARK J. SANDLER For For
01.10 Management DIRECTOR - THOMAS W. TOOMEY For For
01.11 Management DIRECTOR - THOMAS C. WAJNERT For For
02 Management PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP TO SERVE For For
AS OUR INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31,
2009.
03 Management APPROVE THE AMENDED AND RESTATED 1999 LONG-TERM INCENTIVE PLAN, For For
INCLUDING TO (I) INCREASE NUMBER OF SHARES RESERVED FOR ISSUANCE
FROM 4,000,000 SHARES TO 16,000,000 SHARES (II) RAISE ANNUAL PER
PERSON LIMIT ON AWARDS OTHER THAN OPTIONS AND STOCK APPRECIATION
RIGHTS TO $5,000,000, AND SHARES OF STOCK WITH RESPECT TO
OPTIONS AND/OR STOCK APPRECIATION RIGHTS TO 5,000,000 SHARES.
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UNIVERSAL CORPORATION
Ticker: UVV Security ID: 913456109
Meeting Date: 08/05/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - GEORGE C. FREEMAN, III For For
01.2 Management DIRECTOR - EDDIE N. MOORE, JR. For For
01.3 Management DIRECTOR - HUBERT R. STALLARD For For
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VISHAY INTERTECHNOLOGY, INC.
Ticker: VSH Security ID: 928298108
Meeting Date: 05/26/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - ZIV SHOSHANI For For
1.2 Management DIRECTOR - THOMAS WERTHEIMER For For
1.3 Management DIRECTOR - MARC ZANDMAN For For
1.4 Management DIRECTOR - RUTA ZANDMAN For For
2 Management TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS VISHAY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR
ENDING DECEMBER 31, 2009.
3 Management OTHER PROPOSALS. For For
- ----------------------------------------------------------------------------------------------------------------------
W. R. BERKLEY CORPORATION
Ticker: WRB Security ID: 084423102
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - WILLIAM R. BERKLEY For For
01.2 Management DIRECTOR - GEORGE G. DALY For For
02 Management TO APPROVE THE W.R. BERKLEY CORPORATION 2009 LONG-TERM INCENTIVE For For
PLAN
03 Management TO APPROVE THE W.R. BERKLEY CORPORATION 2009 DIRECTORS STOCK PLAN For For
04 Management TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR W.R. BERKLEY CORPORATION
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2009
- ----------------------------------------------------------------------------------------------------------------------
WABTEC CORPORATION
Ticker: WAB Security ID: 929740108
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - BRIAN P. HEHIR For For
1.2 Management DIRECTOR - MICHAEL W.D. HOWELL For For
1.3 Management DIRECTOR - NICKOLAS W. VANDE STEEG For For
1.4 Management DIRECTOR - GARY C. VALADE For For
- ----------------------------------------------------------------------------------------------------------------------
WESTAMERICA BANCORPORATION
Ticker: WABC Security ID: 957090103
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - E. ALLEN For For
01.2 Management DIRECTOR - L. BARTOLINI For For
01.3 Management DIRECTOR - E.J. BOWLER For For
01.4 Management DIRECTOR - A. LATNO, JR. For For
01.5 Management DIRECTOR - P. LYNCH For For
01.6 Management DIRECTOR - C. MACMILLAN For For
01.7 Management DIRECTOR - R. NELSON For For
01.8 Management DIRECTOR - D. PAYNE For For
01.9 Management DIRECTOR - E. SYLVESTER For For
02 Management TO APPROVE THE MATERIAL TERMS OF THE PERFORMANCE CRITERIA FOR For For
PERFORMANCE-BASED AWARDS UNDER THE AMENDED AND RESTATED
WESTAMERICA BANCORPORATION STOCK OPTION PLAN OF 1995, AS
AMENDED.
03 Management TO APPROVE A NON-BINDING ADVISORY VOTE ON EXECUTIVE COMPENSATION. For For
- ----------------------------------------------------------------------------------------------------------------------
WESTERN DIGITAL CORPORATION
Ticker: WDC Security ID: 958102105
Meeting Date: 11/06/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: PETER D. BEHRENDT For For
1B Management ELECTION OF DIRECTOR: KATHLEEN A. COTE For For
1C Management ELECTION OF DIRECTOR: JOHN F. COYNE For For
1D Management ELECTION OF DIRECTOR: HENRY T. DENERO For For
1E Management ELECTION OF DIRECTOR: WILLIAM L. KIMSEY For For
1F Management ELECTION OF DIRECTOR: MICHAEL D. LAMBERT For For
1G Management ELECTION OF DIRECTOR: MATTHEW E. MASSENGILL For For
1H Management ELECTION OF DIRECTOR: ROGER H. MOORE For For
1I Management ELECTION OF DIRECTOR: THOMAS E. PARDUN For For
1J Management ELECTION OF DIRECTOR: ARIF SHAKEEL For For
02 Management TO APPROVE AN AMENDMENT TO THE COMPANY'S 2005 EMPLOYEE STOCK For For
PURCHASE PLAN THAT WOULD INCREASE BY 8,000,000 THE NUMBER OF
SHARES OF COMMON STOCK AVAILABLE FOR ISSUANCE UNDER THE PLAN.
03 Management TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR WESTERN DIGITAL
CORPORATION FOR THE FISCAL YEAR ENDING JULY 3, 2009.
- ----------------------------------------------------------------------------------------------------------------------
WILMINGTON TRUST CORPORATION
Ticker: WL Security ID: 971807102
Meeting Date: 04/22/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
01.1 Management DIRECTOR - TED T. CECALA For For
01.2 Management DIRECTOR - THOMAS L. DU PONT For For
01.3 Management DIRECTOR - DONALD E. FOLEY For For
02 Management APPROVAL OF 2009 EXECUTIVE INCENTIVE PLAN For For
03 Management APPROVAL OF 2009 LONG-TERM INCENTIVE PLAN For For
04 Management APPROVAL OF EXECUTIVE COMPENSATION For For
WRIGHT MAJOR BLUE CHIP EQUITIES FUND
- ----------------------------------------------------------------------------------------------------------------------
ACE LIMITED
Ticker: ACE Security ID: G0070K103
Meeting Date: 07/14/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: MICHAEL G. ATIEH TO TERM EXPIRING IN 2009. For For
1B Management ELECTION OF DIRECTOR: MARY A. CIRILLO TO TERM EXPIRING IN 2009. For For
1C Management ELECTION OF DIRECTOR: BRUCE L. CROCKETT TO TERM EXPIRING IN 2009. For For
1D Management ELECTION OF DIRECTOR: THOMAS J. NEFF TO TERM EXPIRING IN 2009. For For
1E Management ELECTION OF DIRECTOR: GARY M. STUART TO TERM EXPIRING IN 2009. For For
1F Management ELECTION OF DIRECTOR: ROBERT M. HERNANDEZ TO TERM EXPIRING IN For For
2010.
1G Management ELECTION OF DIRECTOR: PETER MENIKOFF TO TERM EXPIRING IN 2010. For For
1H Management ELECTION OF DIRECTOR: ROBERT RIPP TO TERM EXPIRING IN 2010. For For
1I Management ELECTION OF DIRECTOR: DERMOT F. SMURFIT TO TERM EXPIRING IN 2010. For For
1J Management ELECTION OF DIRECTOR: EVAN G. GREENBERG TO TERM EXPIRING IN For For
1K Management ELECTION OF DIRECTOR: JOHN A. KROL TO TERM EXPIRING IN 2011. For For
1L Management ELECTION OF DIRECTOR: LEO F. MULLIN TO TERM EXPIRING IN 2011. For For
1M Management ELECTION OF DIRECTOR: OLIVIER STEIMER TO TERM EXPIRING IN 2011. For For
2 Management APPROVAL OF THE AMENDMENT (THE "DE-REGISTRATION AMENDMENT") TO For For
THE COMPANY'S MEMORANDUM OF ASSOCIATION AND ARTICLES OF
ASSOCIATION TO PERMIT THE DEREGISTRATION OF THE COMPANY FROM THE
CAYMAN ISLANDS
3 Management APPROVAL OF THE AMENDMENT (THE "FINANCIAL STATEMENT AMENDMENT") For For
TO THE COMPANY'S ARTICLES OF ASSOCIATION TO REQUIRE THE COMPANY
TO PREPARE AND PROVIDE TO SHAREHOLDERS NOT LESS THAN ANNUALLY AN
UNCONSOLIDATED BALANCE SHEET OF THE COMPANY VALUING THE
COMPANY'S INVESTMENT IN ITS SUBSIDIARIES ON A "MARK-TO-MARKET"
BASIS
4 Management APPROVAL OF AMENDMENTS TO THE ARTICLES OF ASSOCIATION WHICH WILL For For
HAVE THE EFFECT OF INCREASING THE PAR VALUE OF THE ORDINARY
SHARES FROM $0.041666667 TO AN AMOUNT IN SWISS FRANCS EQUAL TO
$11,000,000,000 DIVIDED BY THE NUMBER OF OUR ORDINARY SHARES
OUTSTANDING AS OF THE CLOSE OF BUSINESS ON JULY 10, 2008 AND
CONVERTED INTO SWISS FRANCS USING THE THEN MOST RECENTLY
AVAILABLE NOON BUYING RATE IN NEW YORK CERTIFIED BY THE FEDERAL
RESERVE BANK OF NEW YORK FOR CUSTOMS PURPOSES, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT
5 Management APPROVAL OF THE COMPANY'S DE-REGISTRATION FROM THE CAYMAN ISLANDS For For
AND CONTINUATION IN SWITZERLAND (THE "CONTINUATION")
6 Management APPROVAL OF THE NAME OF THE COMPANY For For
7 Management APPROVAL OF THE CHANGE OF THE PURPOSE OF THE COMPANY For For
8 Management APPROVAL OF THE REARRANGEMENT OF THE COMPANY'S EXISTING SHARE For For
CAPITAL
9 Management APPROVAL OF THE COMPANY'S ARTICLES OF ASSOCIATION For For
10 Management CONFIRMATION OF SWISS LAW AS THE AUTHORITATIVE LEGISLATION For For
GOVERNING THE COMPANY
11 Management CONFIRMATION OF THE PRINCIPAL PLACE OF BUSINESS OF THE COMPANY AS For For
ZURICH, SWITZERLAND
12 Management APPOINTMENT OF BDO VISURA AS SPECIAL AUDITOR UNTIL OUR NEXT For For
ANNUAL GENERAL MEETING
13 Management APPROVAL OF THE COMPANY'S 2004 LONG-TERM INCENTIVE PLAN AS For For
AMENDED THROUGH THE FOURTH AMENDMENT
14 Management APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM AND, IF THE CONTINUATION IS
APPROVED AND AS REQUIRED BY SWISS LAW, TO ELECT
PRICEWATERHOUSECOOPERS AG AS OUR STATUTORY AUDITOR FOR A ONE
YEAR TERM UNTIL OUR NEXT ANNUAL GENERAL MEETING
15 Management APPROVAL OF PAYMENT OF A DIVIDEND THROUGH A REDUCTION OF THE PAR For For
VALUE OF OUR SHARES IN AN AMOUNT EQUAL TO THE SWISS FRANC
EQUIVALENT OF $0.87, CONVERTED INTO SWISS FRANCS USING THE MOST
RECENTLY AVAILABLE NOON BUYING RATE IN NEW YORK CERTIFIED BY THE
FEDERAL RESERVE BANK OF NEW YORK FOR CUSTOMS PURPOSES AS OF THE
CLOSE OF BUSINESS ON JULY 9, 2008, AND PAYMENT OF SUCH AMOUNT IN
THREE EQUAL INSTALLMENTS AT SUCH TIMES DURING THE PERIOD THROUGH
OUR NEXT ANNUAL GENERAL MEETING AS DETERMINED BY THE BOARD OF
DIRECTORS
- ----------------------------------------------------------------------------------------------------------------------
AETNA INC.
Ticker: AET Security ID: 00817Y108
Meeting Date: 05/29/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: FRANK M. CLARK For For
1B Management ELECTION OF DIRECTOR: BETSY Z. COHEN For For
1C Management ELECTION OF DIRECTOR: MOLLY J. COYE, M.D. For For
1D Management ELECTION OF DIRECTOR: ROGER N. FARAH For For
1E Management ELECTION OF DIRECTOR: BARBARA HACKMAN FRANKLIN For For
1F Management ELECTION OF DIRECTOR: JEFFREY E. GARTEN For For
1G Management ELECTION OF DIRECTOR: EARL G. GRAVES For For
1H Management ELECTION OF DIRECTOR: GERALD GREENWALD For For
1I Management ELECTION OF DIRECTOR: ELLEN M. HANCOCK For For
1J Management ELECTION OF DIRECTOR: RICHARD J. HARRINGTON For For
1K Management ELECTION OF DIRECTOR: EDWARD J. LUDWIG For For
1L Management ELECTION OF DIRECTOR: JOSEPH P. NEWHOUSE For For
1M Management ELECTION OF DIRECTOR: RONALD A. WILLIAMS For For
2 Management APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. For For
3 Shareholder SHAREHOLDER PROPOSAL ON CUMULATIVE VOTING. Against For
4 Shareholder SHAREHOLDER PROPOSAL ON NOMINATING A RETIRED AETNA EXECUTIVE TO Against For
THE BOARD.
- ----------------------------------------------------------------------------------------------------------------------
AFFILIATED COMPUTER SERVICES, INC.
Ticker: ACS Security ID: 8190100
Meeting Date: 05/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DARWIN DEASON For For
1.2 Management DIRECTOR - LYNN R. BLODGETT For For
1.3 Management DIRECTOR - ROBERT DRUSKIN For For
1.4 Management DIRECTOR - KURT R. KRAUSS For For
1.5 Management DIRECTOR - TED B. MILLER, JR. For For
1.6 Management DIRECTOR - PAUL E. SULLIVAN For For
1.7 Management DIRECTOR - FRANK VARASANO For For
2 Management TO APPROVE THE SENIOR EXECUTIVE ANNUAL INCENTIVE PLAN FOR For For
PARTICIPANTS.
3 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE For For
CORPORATION'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL YEAR 2009.
- ----------------------------------------------------------------------------------------------------------------------
AFLAC INCORPORATED
Ticker: AFL Security ID: 1055102
Meeting Date: 05/04/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: DANIEL P. AMOS For For
1B Management ELECTION OF DIRECTOR: JOHN SHELBY AMOS II For For
1C Management ELECTION OF DIRECTOR: PAUL S. AMOS II For For
1D Management ELECTION OF DIRECTOR: YOSHIRO AOKI For For
1E Management ELECTION OF DIRECTOR: MICHAEL H. ARMACOST For For
1F Management ELECTION OF DIRECTOR: KRISS CLONINGER III For For
1G Management ELECTION OF DIRECTOR: JOE FRANK HARRIS For For
1H Management ELECTION OF DIRECTOR: ELIZABETH J. HUDSON For For
1I Management ELECTION OF DIRECTOR: KENNETH S. JANKE SR. For For
1J Management ELECTION OF DIRECTOR: DOUGLAS W. JOHNSON For For
1K Management ELECTION OF DIRECTOR: ROBERT B. JOHNSON For For
1L Management ELECTION OF DIRECTOR: CHARLES B. KNAPP For For
1M Management ELECTION OF DIRECTOR: E. STEPHEN PURDOM For For
1N Management ELECTION OF DIRECTOR: BARBARA K. RIMER, DR. PH For For
1O Management ELECTION OF DIRECTOR: MARVIN R. SCHUSTER For For
1P Management ELECTION OF DIRECTOR: DAVID GARY THOMPSON For For
1Q Management ELECTION OF DIRECTOR: ROBERT L. WRIGHT For For
2 Management TO CONSIDER AND APPROVE THE FOLLOWING ADVISORY (NON-BINDING) For For
PROPOSAL: "RESOLVED, THAT THE SHAREHOLDERS APPROVE THE OVERALL
EXECUTIVE PAY- FOR-PERFORMANCE COMPENSATION POLICIES AND
PROCEDURES EMPLOYED BY THE COMPANY, AS DESCRIBED IN THE
COMPENSATION DISCUSSION AND ANALYSIS AND THE TABULAR DISCLOSURE
REGARDING NAMED EXECUTIVE OFFICER COMPENSATION IN THIS PROXY
STATEMENT."
3 Management RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE YEAR ENDING
DECEMBER 31, 2009.
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ALTRIA GROUP, INC.
Ticker: MO Security ID: 02209S103
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: ELIZABETH E. BAILEY For For
1B Management ELECTION OF DIRECTOR: GERALD L. BALILES For For
1C Management ELECTION OF DIRECTOR: DINYAR S. DEVITRE For For
1D Management ELECTION OF DIRECTOR: THOMAS F. FARRELL II For For
1E Management ELECTION OF DIRECTOR: ROBERT E. R. HUNTLEY For For
1F Management ELECTION OF DIRECTOR: THOMAS W. JONES For For
1G Management ELECTION OF DIRECTOR: GEORGE MUNOZ For For
1H Management ELECTION OF DIRECTOR: NABIL Y. SAKKAB For For
1I Management ELECTION OF DIRECTOR: MICHAEL E. SZYMANCZYK For For
2 Management RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS For For
3 Shareholder STOCKHOLDER PROPOSAL 1 - MAKING FUTURE AND/OR EXPANDED BRANDS Against For
NON-ADDICTIVE
4 Shareholder STOCKHOLDER PROPOSAL 2 - FOOD INSECURITY AND TOBACCO USE Against For
5 Shareholder STOCKHOLDER PROPOSAL 3 - ENDORSE HEALTH CARE PRINCIPLES For Against
6 Shareholder STOCKHOLDER PROPOSAL 4 - CREATE HUMAN RIGHTS PROTOCOLS FOR THE For Against
COMPANY AND ITS SUPPLIERS
7 Shareholder STOCKHOLDER PROPOSAL 5 - SHAREHOLDER SAY ON EXECUTIVE PAY For Against
8 Shareholder STOCKHOLDER PROPOSAL 6 - DISCLOSURE OF POLITICAL CONTRIBUTIONS For Against
- ----------------------------------------------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY
Ticker: AXP Security ID: 25816109
Meeting Date: 04/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: D.F. AKERSON For For
1B Management ELECTION OF DIRECTOR: C. BARSHEFSKY For For
1C Management ELECTION OF DIRECTOR: U.M. BURNS For For
1D Management ELECTION OF DIRECTOR: K.I. CHENAULT For For
1E Management ELECTION OF DIRECTOR: P. CHERNIN For For
1F Management ELECTION OF DIRECTOR: J. LESCHLY For For
1G Management ELECTION OF DIRECTOR: R.C. LEVIN For For
1H Management ELECTION OF DIRECTOR: R.A. MCGINN For For
1I Management ELECTION OF DIRECTOR: E.D. MILLER For For
1J Management ELECTION OF DIRECTOR: S.S REINEMUND For For
1K Management ELECTION OF DIRECTOR: R.D. WALTER For For
1L Management ELECTION OF DIRECTOR: R.A. WILLIAMS For For
2 Management RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Management ADVISORY (NON-BINDING) VOTE APPROVING EXECUTIVE COMPENSATION. For For
4 Shareholder SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE VOTING FOR DIRECTORS. For Against
5 Shareholder SHAREHOLDER PROPOSAL RELATING TO THE CALLING OF SPECIAL Against For
SHAREHOLDER MEETINGS.
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AMGEN INC.
Ticker: AMGN Security ID: 31162100
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: DR. DAVID BALTIMORE For For
1B Management ELECTION OF DIRECTOR: MR. FRANK J. BIONDI, JR. For For
1C Management ELECTION OF DIRECTOR: MR. FRANCOIS DE CARBONNEL For For
1D Management ELECTION OF DIRECTOR: MR. JERRY D. CHOATE For For
1E Management ELECTION OF DIRECTOR: DR. VANCE D. COFFMAN For For
1F Management ELECTION OF DIRECTOR: MR. FREDERICK W. GLUCK For For
1G Management ELECTION OF DIRECTOR: MR. FRANK C. HERRINGER For For
1H Management ELECTION OF DIRECTOR: DR. GILBERT S. OMENN For For
1I Management ELECTION OF DIRECTOR: MS. JUDITH C. PELHAM For For
1J Management ELECTION OF DIRECTOR: ADM. J. PAUL REASON, USN (RETIRED) For For
1K Management ELECTION OF DIRECTOR: MR. LEONARD D. SCHAEFFER For For
1L Management ELECTION OF DIRECTOR: MR. KEVIN W. SHARER For For
2 Management TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS OUR INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTANTS FOR THE YEAR ENDING DECEMBER 31,
2009.
3 Management TO APPROVE THE PROPOSED 2009 EQUITY INCENTIVE PLAN, WHICH For For
AUTHORIZES THE ISSUANCE OF 100,000,000 SHARES.
4 Management TO APPROVE THE PROPOSED AMENDMENT TO OUR RESTATED CERTIFICATE OF For For
INCORPORATION, AS AMENDED, WHICH REDUCES THE SIXTY-SIX AND TWO-
THIRDS PERCENT (66-2/3%) VOTING REQUIREMENT TO A SIMPLE MAJORITY
VOTING REQUIREMENT FOR APPROVAL OF CERTAIN BUSINESS
COMBINATIONS.
5A Shareholder STOCKHOLDER PROPOSAL #1 (AMEND OUR BYLAWS TO PERMIT 10 PERCENT OF Against For
OUR OUTSTANDING COMMON STOCK THE ABILITY TO CALL SPECIAL
MEETINGS.)
5B Shareholder STOCKHOLDER PROPOSAL #2 (CHANGE OUR JURISDICTION OF INCORPORATION Against For
FROM DELAWARE TO NORTH DAKOTA.)
- ----------------------------------------------------------------------------------------------------------------------
ANADARKO PETROLEUM CORPORATION
Ticker: APC Security ID: 32511107
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: ROBERT J. ALLISON, JR. For For
1B Management ELECTION OF DIRECTOR: PETER J. FLUOR For For
1C Management ELECTION OF DIRECTOR: JOHN W. PODUSKA, SR. For For
1D Management ELECTION OF DIRECTOR: PAULA ROSPUT REYNOLDS For For
2 Management RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS. For For
3 Management APPROVAL OF AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION, For For
AS AMENDED.
4 Shareholder STOCKHOLDER PROPOSAL - AMENDMENT TO NON- DISCRIMINATION POLICY. For Against
- ----------------------------------------------------------------------------------------------------------------------
APPLE INC.
Ticker: AAPL Security ID: 37833100
Meeting Date: 02/25/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - WILLIAM V. CAMPBELL For For
1.2 Management DIRECTOR - MILLARD S. DREXLER For For
1.3 Management DIRECTOR - ALBERT A. GORE, JR. For For
1.4 Management DIRECTOR - STEVEN P. JOBS For For
1.5 Management DIRECTOR - ANDREA JUNG For For
1.6 Management DIRECTOR - A.D. LEVINSON, PH.D. For For
1.7 Management DIRECTOR - ERIC E. SCHMIDT, PH.D. For For
1.8 Management DIRECTOR - JEROME B. YORK For For
2 Shareholder SHAREHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS AND Against For
EXPENDITURES REPORT, IF PROPERLY PRESENTED AT THE MEETING.
3 Shareholder SHAREHOLDER PROPOSAL REGARDING ADOPTION OF PRINCIPLES FOR HEALTH Against For
CARE REFORM, IF PROPERLY PRESENTED AT THE MEETING.
4 Shareholder SHAREHOLDER PROPOSAL REGARDING SUSTAINABILITY REPORT, IF PROPERLY Against For
PRESENTED AT THE MEETING.
5 Shareholder SHAREHOLDER PROPOSAL REGARDING ADVISORY VOTE ON COMPENSATION, IF Against For
PROPERLY PRESENTED AT THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------
ASSURANT, INC.
Ticker: AIZ Security ID: 04621X108
Meeting Date: 05/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - CHARLES JOHN KOCH For For
1.2 Management DIRECTOR - H. CARROLL MACKIN For For
1.3 Management DIRECTOR - ROBERT B. POLLOCK For For
2 Management APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP, AS INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM
3 Management APPROVAL OF AMENDMENT OF COMPANY'S RESTATED CERTIFICATE OF For For
INCORPORATION TO ELIMINATE CERTAIN SUPERMAJORITY VOTE
REQUIREMENTS
- ----------------------------------------------------------------------------------------------------------------------
AT&T INC.
Ticker: T Security ID: 00206R102
Meeting Date: 04/24/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: RANDALL L. STEPHENSON For For
1B Management ELECTION OF DIRECTOR: WILLIAM F. ALDINGER III For For
1C Management ELECTION OF DIRECTOR: GILBERT F. AMELIO For For
1D Management ELECTION OF DIRECTOR: REUBEN V. ANDERSON For For
1E Management ELECTION OF DIRECTOR: JAMES H. BLANCHARD For For
1F Management ELECTION OF DIRECTOR: AUGUST A. BUSCH III For For
1G Management ELECTION OF DIRECTOR: JAIME CHICO PARDO For For
1H Management ELECTION OF DIRECTOR: JAMES P. KELLY For For
1I Management ELECTION OF DIRECTOR: JON C. MADONNA For For
1J Management ELECTION OF DIRECTOR: LYNN M. MARTIN For For
1K Management ELECTION OF DIRECTOR: JOHN B. MCCOY For For
1L Management ELECTION OF DIRECTOR: MARY S. METZ For For
1M Management ELECTION OF DIRECTOR: JOYCE M. ROCHE For For
1N Management ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON For For
1O Management ELECTION OF DIRECTOR: PATRICIA P. UPTON For For
2 Management RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS. For For
3 Management AMENDMENT TO INCREASE AUTHORIZED SHARES. For For
4 Shareholder REPORT ON POLITICAL CONTRIBUTIONS. For Against
5 Shareholder SPECIAL STOCKHOLDER MEETINGS. For Against
6 Shareholder CUMULATIVE VOTING. Against For
7 Shareholder BYLAW REQUIRING INDEPENDENT CHAIRMAN. For Against
8 Shareholder ADVISORY VOTE ON COMPENSATION. For Against
9 Shareholder PENSION CREDIT POLICY. Against For
- ----------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 60505104
Meeting Date: 12/05/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management A PROPOSAL TO APPROVE THE ISSUANCE OF SHARES OF BANK OF AMERICA For For
COMMON STOCK AS CONTEMPLATED BY THE AGREEMENT AND PLAN OF
MERGER, DATED AS OF SEPTEMBER 15, 2008, BY AND BETWEEN MERRILL
LYNCH & CO., INC. AND BANK OF AMERICA CORPORATION, AS SUCH
AGREEMENT MAY BE AMENDED FROM TIME TO TIME.
2 Management A PROPOSAL TO APPROVE AN AMENDMENT TO THE 2003 KEY ASSOCIATE For For
STOCK PLAN, AS AMENDED AND RESTATED.
3 Management A PROPOSAL TO ADOPT AN AMENDMENT TO THE BANK OF AMERICA AMENDED For For
AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER
OF AUTHORIZED SHARES OF BANK OF AMERICA COMMON STOCK FROM 7.5
BILLION TO 10 BILLION.
4 Management A PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF For For
NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES, IN THE
EVENT THAT THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE
SPECIAL MEETING TO APPROVE THE FOREGOING PROPOSALS.
- ----------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 60505104
Meeting Date: 04/29/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: WILLIAM BARNET, III For For
1B Management ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. For For
1C Management ELECTION OF DIRECTOR: VIRGIS W. COLBERT For For
1D Management ELECTION OF DIRECTOR: JOHN T. COLLINS For For
1E Management ELECTION OF DIRECTOR: GARY L. COUNTRYMAN For For
1F Management ELECTION OF DIRECTOR: TOMMY R. FRANKS For For
1G Management ELECTION OF DIRECTOR: CHARLES K. GIFFORD For For
1H Management ELECTION OF DIRECTOR: KENNETH D. LEWIS Against Against
1I Management ELECTION OF DIRECTOR: MONICA C. LOZANO For For
1J Management ELECTION OF DIRECTOR: WALTER E. MASSEY For For
1K Management ELECTION OF DIRECTOR: THOMAS J. MAY For For
1L Management ELECTION OF DIRECTOR: PATRICIA E. MITCHELL For For
1M Management ELECTION OF DIRECTOR: JOSEPH W. PRUEHER For For
1N Management ELECTION OF DIRECTOR: CHARLES O. ROSSOTTI For For
1O Management ELECTION OF DIRECTOR: THOMAS M. RYAN Against Against
1P Management ELECTION OF DIRECTOR: O. TEMPLE SLOAN, JR. Against Against
1Q Management ELECTION OF DIRECTOR: ROBERT L. TILLMAN For For
1R Management ELECTION OF DIRECTOR: JACKIE M. WARD For For
2 Management RATIFICATION OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM For For
FOR 2009
3 Management AN ADVISORY (NON-BINDING) VOTE APPROVING EXECUTIVE COMPENSATION For For
4 Shareholder STOCKHOLDER PROPOSAL - DISCLOSURE OF GOVERNMENT EMPLOYMENT Against For
5 Shareholder STOCKHOLDER PROPOSAL - ADVISORY VOTE ON EXEC COMP For Against
6 Shareholder STOCKHOLDER PROPOSAL - CUMULATIVE VOTING For Against
7 Shareholder STOCKHOLDER PROPOSAL - SPECIAL STOCKHOLDER MEETINGS Against For
8 Shareholder STOCKHOLDER PROPOSAL - INDEPENDENT BOARD CHAIRMAN For Against
9 Shareholder STOCKHOLDER PROPOSAL - PREDATORY CREDIT CARD LENDING PRACTICES Against For
10 Shareholder STOCKHOLDER PROPOSAL - ADOPTION OF PRINCIPLES FOR HEALTH CARE For Against
REFORM
11 Shareholder STOCKHOLDER PROPOSAL - LIMITS ON EXEC COMP Against For
- ----------------------------------------------------------------------------------------------------------------------
BANK OF NEW YORK MELLON CORP.
Ticker: BK Security ID: 64058100
Meeting Date: 04/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - RUTH E. BRUCH For For
1.2 Management DIRECTOR - NICHOLAS M. DONOFRIO For For
1.3 Management DIRECTOR - GERALD L. HASSELL For For
1.4 Management DIRECTOR - EDMUND F. KELLY For For
1.5 Management DIRECTOR - ROBERT P. KELLY For For
1.6 Management DIRECTOR - RICHARD J. KOGAN For For
1.7 Management DIRECTOR - MICHAEL J. KOWALSKI For For
1.8 Management DIRECTOR - JOHN A. LUKE, JR. For For
1.9 Management DIRECTOR - ROBERT MEHRABIAN For For
1.1 Management DIRECTOR - MARK A. NORDENBERG For For
1.11 Management DIRECTOR - CATHERINE A. REIN For For
1.12 Management DIRECTOR - WILLIAM C. RICHARDSON For For
1.13 Management DIRECTOR - SAMUEL C. SCOTT III For For
1.14 Management DIRECTOR - JOHN P. SURMA For For
1.15 Management DIRECTOR - WESLEY W. VON SCHACK For For
2 Management PROPOSAL TO APPROVE THE ADVISORY (NON-BINDING) RESOLUTION For For
RELATING TO 2008 EXECUTIVE COMPENSATION.
3 Management RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTANT.
4 Shareholder STOCKHOLDER PROPOSAL WITH RESPECT TO CUMULATIVE VOTING. For Against
5 Shareholder STOCKHOLDER PROPOSAL REQUESTING A 75% RETENTION POLICY FOR SHARES For Against
ACQUIRED THROUGH COMPENSATION PLANS.
- ----------------------------------------------------------------------------------------------------------------------
BAXTER INTERNATIONAL INC.
Ticker: BAX Security ID: 71813109
Meeting Date: 05/05/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: WALTER E. BOOMER For For
1B Management ELECTION OF DIRECTOR: JAMES R. GAVIN III, M.D., PH.D. For For
1C Management ELECTION OF DIRECTOR: PETER S. HELLMAN For For
1D Management ELECTION OF DIRECTOR: K.J. STORM For For
2 Management RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM For For
3 Shareholder SHAREHOLDER PROPOSAL RELATING TO ANIMAL TESTING Against For
- ----------------------------------------------------------------------------------------------------------------------
BIG LOTS, INC.
Ticker: BIG Security ID: 89302103
Meeting Date: 05/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JEFFREY P. BERGER For For
1.2 Management DIRECTOR - STEVEN S. FISHMAN For For
1.3 Management DIRECTOR - PETER J. HAYES For For
1.4 Management DIRECTOR - DAVID T. KOLLAT For For
1.5 Management DIRECTOR - BRENDA J. LAUDERBACK For For
1.6 Management DIRECTOR - PHILIP E. MALLOTT For For
1.7 Management DIRECTOR - RUSSELL SOLT For For
1.8 Management DIRECTOR - JAMES R. TENER For For
1.9 Management DIRECTOR - DENNIS B. TISHKOFF For For
2 Management RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2009.
3 Shareholder SHAREHOLDER PROPOSAL REGARDING MAJORITY VOTING IN UNCONTESTED For Against
DIRECTOR ELECTIONS.
- ----------------------------------------------------------------------------------------------------------------------
BIOGEN IDEC INC.
Ticker: BIIB Security ID: 09062X103
Meeting Date: 06/03/2009 Meeting Type: Contested-Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - LAWRENCE C. BEST For For
1.2 Management DIRECTOR - ALAN B. GLASSBERG For For
1.3 Management DIRECTOR - ROBERT W. PANGIA For For
1.4 Management DIRECTOR - WILLIAM D. YOUNG For For
2 Management TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2009.
3 Management TO APPROVE AMENDMENTS TO THE COMPANY'S BYLAWS TO CHANGE THE For For
VOTING STANDARD FOR THE ELECTION OF DIRECTORS IN UNCONTESTED
ELECTIONS FROM A PLURALITY STANDARD TO A MAJORITY STANDARD. THE
BOARD OF DIRECTORS RECOMMENDS A VOTE "AGAINST" PROPOSALS 4 AND
5.
4 Shareholder SHAREHOLDER PROPOSAL TO AMEND THE COMPANY'S BYLAWS TO FIX THE Against For
SIZE OF THE BOARD AT 13 MEMBERS AND REMOVE THE BOARD'S ABILITY
TO CHANGE THE SIZE OF THE BOARD.
5 Shareholder SHAREHOLDER PROPOSAL THAT THE COMPANY REINCORPORATE FROM DELAWARE Against For
TO NORTH DAKOTA AND ELECT TO BE SUBJECT TO THE NORTH DAKOTA
PUBLICLY TRADED CORPORATIONS ACT.
- ----------------------------------------------------------------------------------------------------------------------
BMC SOFTWARE, INC.
Ticker: BMC Security ID: 55921100
Meeting Date: 07/22/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - B. GARLAND CUPP For For
1.2 Management DIRECTOR - ROBERT E. BEAUCHAMP For For
1.3 Management DIRECTOR - JON E. BARFIELD For For
1.4 Management DIRECTOR - GARY BLOOM For For
1.5 Management DIRECTOR - MELDON K. GAFNER For For
1.6 Management DIRECTOR - P. THOMAS JENKINS For For
1.7 Management DIRECTOR - LOUIS J. LAVIGNE, JR. For For
1.8 Management DIRECTOR - KATHLEEN A. O'NEIL For For
1.9 Management DIRECTOR - TOM C. TINSLEY For For
2 Management PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS OF THE COMPANY FOR THE
FISCAL YEAR ENDING MARCH 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
BURLINGTON NORTHERN SANTA FE CORPORATION
Ticker: BNI Security ID: 12189T104
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: A.L. BOECKMANN For For
1B Management ELECTION OF DIRECTOR: D.G. COOK For For
1C Management ELECTION OF DIRECTOR: V.S. MARTINEZ For For
1D Management ELECTION OF DIRECTOR: M.F. RACICOT For For
1E Management ELECTION OF DIRECTOR: R.S. ROBERTS For For
1F Management ELECTION OF DIRECTOR: M.K. ROSE For For
1G Management ELECTION OF DIRECTOR: M.J. SHAPIRO For For
1H Management ELECTION OF DIRECTOR: J.C. WATTS, JR. For For
1I Management ELECTION OF DIRECTOR: R.H. WEST For For
1J Management ELECTION OF DIRECTOR: J.S. WHISLER For For
1K Management ELECTION OF DIRECTOR: E.E. WHITACRE, JR. For For
2 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
THE COMPANY'S INDEPENDENT AUDITOR FOR 2009 (ADVISORY VOTE).
3 Shareholder PROPOSAL REGARDING SAY ON EXECUTIVE PAY. For Against
4 Shareholder PROPOSAL REGARDING SPECIAL SHAREOWNER MEETINGS. Against For
5 Shareholder PROPOSAL REGARDING REPORT ON POLITICAL CONTRIBUTIONS. For Against
- ----------------------------------------------------------------------------------------------------------------------
CAPITAL ONE FINANCIAL CORPORATION
Ticker: COF Security ID: 14040H105
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: RICHARD D. FAIRBANK For For
1B Management ELECTION OF DIRECTOR: E.R. CAMPBELL For For
1C Management ELECTION OF DIRECTOR: BRADFORD H. WARNER For For
1D Management ELECTION OF DIRECTOR: STANLEY WESTREICH For For
2 Management RATIFICATION OF SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT For For
AUDITORS OF THE CORPORATION FOR 2009.
3 Management APPROVAL AND ADOPTION OF CAPITAL ONE'S SECOND AMENDED AND For For
RESTATED 2004 STOCK INCENTIVE PLAN.
4 Management ADVISORY APPROVAL OF CAPITAL ONE'S NAMED EXECUTIVE OFFICER For For
COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------
CATERPILLAR INC.
Ticker: CAT Security ID: 149123101
Meeting Date: 06/10/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DANIEL M. DICKINSON For For
1.2 Management DIRECTOR - DAVID R. GOODE For For
1.3 Management DIRECTOR - JAMES W. OWENS For For
1.4 Management DIRECTOR - CHARLES D. POWELL For For
1.5 Management DIRECTOR - JOSHUA I. SMITH For For
2 Management RATIFY AUDITORS For For
3 Shareholder STOCKHOLDER PROPOSAL - ANNUAL ELECTION OF DIRECTORS Against For
4 Shareholder STOCKHOLDER PROPOSAL - DIRECTOR ELECTION MAJORITY VOTE STANDARD For Against
5 Shareholder STOCKHOLDER PROPOSAL - FOREIGN MILITARY SALES Against For
6 Shareholder STOCKHOLDER PROPOSAL - SIMPLE MAJORITY VOTE For Against
7 Shareholder STOCKHOLDER PROPOSAL - INDEPENDENT COMPENSATION CONSULTANT Against For
8 Shareholder STOCKHOLDER PROPOSAL - INDEPENDENT CHAIRMAN OF THE BOARD For Against
9 Shareholder STOCKHOLDER PROPOSAL - LOBBYING PRIORITIES Against For
- ----------------------------------------------------------------------------------------------------------------------
CENTURYTEL, INC.
Ticker: CTL Security ID: 156700106
Meeting Date: 01/27/2009 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management A PROPOSAL TO APPROVE THE ISSUANCE OF SHARES OF COMMON STOCK OF For For
THE COMPANY IN CONNECTION WITH THE MERGER CONTEMPLATED BY THE
AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 26, 2008, BY
AND AMONG EMBARQ CORPORATION, THE COMPANY, AND CAJUN ACQUISITION
COMPANY, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME.
2 Management A PROPOSAL TO AMEND THE AMENDED AND RESTATED ARTICLES OF For For
INCORPORATION OF THE COMPANY TO ELIMINATE THE RIGHTS OF PERSONS
WHO HAVE CONTINUOUSLY OWNED SHARES OF COMMON STOCK SINCE MAY 30,
1987 TO TEN VOTES PER SHARE OF SUCH STOCK AND TO PROVIDE INSTEAD
THAT ALL HOLDERS OF COMMON STOCK WILL BE ENTITLED TO ONE VOTE
PER SHARE.
3 Management A PROPOSAL TO AMEND THE AMENDED AND RESTATED ARTICLES OF For For
INCORPORATION OF THE COMPANY TO INCREASE THE AUTHORIZED NUMBER
OF SHARES OF CENTURYTEL COMMON STOCK FROM 350,000,000 TO
800,000,000.
4 Management A PROPOSAL TO APPROVE THE ADJOURNMENT OF THE MEETING, IF For For
NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT
SUFFICIENT VOTES FOR THE PROPOSAL TO ISSUE COMMON STOCK OF THE
COMPANY IN CONNECTION WITH THE MERGER.
- ----------------------------------------------------------------------------------------------------------------------
CENTURYTEL, INC.
Ticker: CTL Security ID: 156700106
Meeting Date: 05/07/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - FRED R. NICHOLS For For
1.2 Management DIRECTOR - HARVEY P. PERRY For For
1.3 Management DIRECTOR - JIM D. REPPOND For For
1.4 Management DIRECTOR - JOSEPH R. ZIMMEL For For
2 Management TO RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT For For
AUDITOR FOR 2009.
3 Shareholder TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING DIRECTOR ELECTION For Against
VOTING STANDARDS.
4 Shareholder TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING EXECUTIVE For Against
COMPENSATION.
5 Shareholder TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING NETWORK MANAGEMENT Against For
PRACTICES.
- ----------------------------------------------------------------------------------------------------------------------
CF INDUSTRIES HOLDINGS, INC.
Ticker: CF Security ID: 125269100
Meeting Date: 04/21/2009 Meeting Type: Contested-Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - STEPHEN A. FURBACHER For For
1.2 Management DIRECTOR - DAVID R. HARVEY For For
1.3 Management DIRECTOR - JOHN D. JOHNSON For For
2 Management TO RATIFY THE SELECTION OF KPMG LLP AS CF INDUSTRIES HOLDINGS, For For
INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Management TO APPROVE CF INDUSTRIES HOLDINGS, INC.'S 2009 EQUITY AND For For
INCENTIVE PLAN.
1.1 Management DIRECTOR - STEPHEN A. FURBACHER
1.2 Management DIRECTOR - DAVID R. HARVEY
1.3 Management DIRECTOR - JOHN D. JOHNSON
2 Management TO RATIFY THE SELECTION OF KPMG LLP AS CF INDUSTRIES HOLDINGS,
INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Management TO APPROVE CF INDUSTRIES HOLDINGS, INC.'S 2009 EQUITY AND
INCENTIVE PLAN.
- ----------------------------------------------------------------------------------------------------------------------
CHESAPEAKE ENERGY CORPORATION
Ticker: CHK Security ID: 165167107
Meeting Date: 06/12/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - RICHARD K. DAVIDSON For For
1.2 Management DIRECTOR - V. BURNS HARGIS For For
1.3 Management DIRECTOR - CHARLES T. MAXWELL For For
2 Management TO APPROVE AN AMENDMENT TO OUR CERTIFICATE OF INCORPORATION TO For For
INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK.
3 Management TO APPROVE AN AMENDMENT TO OUR LONG TERM INCENTIVE PLAN. For For
4 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2009.
5 Shareholder SHAREHOLDER PROPOSAL REGARDING ANNUAL ELECTIONS OF DIRECTORS. Against For
6 Shareholder SHAREHOLDER PROPOSAL REGARDING MAJORITY VOTING STANDARD FOR For Against
DIRECTOR ELECTIONS.
7 Shareholder SHAREHOLDER PROPOSAL REGARDING THE COMPANY'S NON-DISCRIMINATION Against For
POLICY.
- ----------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION
Ticker: CVX Security ID: 166764100
Meeting Date: 05/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: S.H. ARMACOST For For
1B Management ELECTION OF DIRECTOR: L.F. DEILY For For
1C Management ELECTION OF DIRECTOR: R.E. DENHAM For For
1D Management ELECTION OF DIRECTOR: R.J. EATON For For
1E Management ELECTION OF DIRECTOR: E. HERNANDEZ For For
1F Management ELECTION OF DIRECTOR: F.G. JENIFER For For
1G Management ELECTION OF DIRECTOR: S. NUNN For For
1H Management ELECTION OF DIRECTOR: D.J. O'REILLY For For
1I Management ELECTION OF DIRECTOR: D.B. RICE For For
1J Management ELECTION OF DIRECTOR: K.W. SHARER For For
1K Management ELECTION OF DIRECTOR: C.R. SHOEMATE For For
1L Management ELECTION OF DIRECTOR: R.D. SUGAR For For
1M Management ELECTION OF DIRECTOR: C. WARE For For
1N Management ELECTION OF DIRECTOR: J.S. WATSON For For
2 Management RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM For For
3 Management APPROVE THE MATERIAL TERMS OF PERFORMANCE GOALS FOR For For
PERFORMANCE-BASED AWARDS UNDER THE CHEVRON INCENTIVE PLAN
4 Management APPROVE THE MATERIAL TERMS OF PERFORMANCE GOALS FOR For For
PERFORMANCE-BASED AWARDS UNDER THE LONG-TERM INCENTIVE PLAN OF
CHEVRON CORPORATION
5 Shareholder SPECIAL STOCKHOLDER MEETINGS For Against
6 Shareholder ADVISORY VOTE ON SUMMARY COMPENSATION TABLE For Against
7 Shareholder GREENHOUSE GAS EMISSIONS For Against
8 Shareholder COUNTRY SELECTION GUIDELINES For Against
9 Shareholder HUMAN RIGHTS POLICY Against For
10 Shareholder HOST COUNTRY LAWS Against For
- ----------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: 11/13/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: CAROL A. BARTZ For For
1B Management ELECTION OF DIRECTOR: M. MICHELE BURNS For For
1C Management ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS For For
1D Management ELECTION OF DIRECTOR: LARRY R. CARTER For For
1E Management ELECTION OF DIRECTOR: JOHN T. CHAMBERS For For
1F Management ELECTION OF DIRECTOR: BRIAN L. HALLA For For
1G Management ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY For For
1H Management ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH For For
1I Management ELECTION OF DIRECTOR: RODERICK C. MCGEARY For For
1J Management ELECTION OF DIRECTOR: MICHAEL K. POWELL For For
1K Management ELECTION OF DIRECTOR: STEVEN M. WEST For For
1L Management ELECTION OF DIRECTOR: JERRY YANG For For
2 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
CISCO'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING JULY 25, 2009.
3 Shareholder PROPOSAL SUBMITTED BY A SHAREHOLDER TO AMEND THE COMPANY'S BYLAWS Against For
TO ESTABLISH A BOARD COMMITTEE ON HUMAN RIGHTS.
4 Shareholder PROPOSAL SUBMITTED BY SHAREHOLDERS REQUESTING THE BOARD TO Against For
PUBLISH A REPORT TO SHAREHOLDERS WITHIN SIX MONTHS PROVIDING A
SUMMARIZED LISTING AND ASSESSMENT OF CONCRETE STEPS CISCO COULD
REASONABLY TAKE TO REDUCE THE LIKELIHOOD THAT ITS BUSINESS
PRACTICES MIGHT ENABLE OR ENCOURAGE THE VIOLATION OF HUMAN
RIGHTS, AS SET FORTH IN THE PROXY STATEMENT.
- ----------------------------------------------------------------------------------------------------------------------
CITIGROUP INC.
Ticker: C Security ID: 172967101
Meeting Date: 04/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: C. MICHAEL ARMSTRONG For For
1B Management ELECTION OF DIRECTOR: ALAIN J.P. BELDA For For
1C Management ELECTION OF DIRECTOR: JOHN M. DEUTCH For For
1D Management ELECTION OF DIRECTOR: JERRY A. GRUNDHOFER For For
1E Management ELECTION OF DIRECTOR: ANDREW N. LIVERIS For For
1F Management ELECTION OF DIRECTOR: ANNE M. MULCAHY For For
1G Management ELECTION OF DIRECTOR: MICHAEL E. O'NEILL For For
1H Management ELECTION OF DIRECTOR: VIKRAM S. PANDIT For For
1I Management ELECTION OF DIRECTOR: RICHARD D. PARSONS For For
1J Management ELECTION OF DIRECTOR: LAWRENCE R. RICCIARDI For For
1K Management ELECTION OF DIRECTOR: JUDITH RODIN For For
1L Management ELECTION OF DIRECTOR: ROBERT L. RYAN For For
1M Management ELECTION OF DIRECTOR: ANTHONY M. SANTOMERO For For
1N Management ELECTION OF DIRECTOR: WILLIAM S. THOMPSON, JR. For For
2 Management PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS CITI'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Management PROPOSAL TO APPROVE THE CITIGROUP 2009 STOCK INCENTIVE PLAN. For For
4 Management PROPOSAL TO APPROVE CITI'S 2008 EXECUTIVE COMPENSATION For For
5 Shareholder STOCKHOLDER PROPOSAL REQUESTING A REPORT ON PRIOR GOVERNMENTAL Against For
SERVICE OF CERTAIN INDIVIDUALS.
6 Shareholder STOCKHOLDER PROPOSAL REQUESTING A REPORT ON POLITICAL For Against
CONTRIBUTIONS.
7 Shareholder STOCKHOLDER PROPOSAL REQUESTING A REPORT ON PREDATORY CREDIT CARD Against For
PRACTICES.
8 Shareholder STOCKHOLDER PROPOSAL REQUESTING THAT TWO CANDIDATES BE NOMINATED Against For
FOR EACH BOARD POSITION.
9 Shareholder STOCKHOLDER PROPOSAL REQUESTING A REPORT ON THE CARBON Against For
PRINCIPLES.
10 Shareholder STOCKHOLDER PROPOSAL REQUESTING THAT EXECUTIVE OFFICERS RETAIN Against For
75% OF THE SHARES ACQUIRED THROUGH COMPENSATION PLANS FOR TWO
YEARS FOLLOWING TERMINATION OF EMPLOYMENT.
11 Shareholder STOCKHOLDER PROPOSAL REQUESTING ADDITIONAL DISCLOSURE REGARDING For Against
CITI'S COMPENSATION CONSULTANTS.
12 Shareholder STOCKHOLDER PROPOSAL REQUESTING THAT STOCKHOLDERS HOLDING 10% OR For Against
ABOVE HAVE THE RIGHT TO CALL SPECIAL SHAREHOLDER MEETINGS.
13 Shareholder STOCKHOLDER PROPOSAL REQUESTING CUMULATIVE VOTING. Against For
- ----------------------------------------------------------------------------------------------------------------------
COMPUTER SCIENCES CORPORATION
Ticker: CSC Security ID: 205363104
Meeting Date: 08/04/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - IRVING W. BAILEY, II For For
1.2 Management DIRECTOR - DAVID J. BARRAM For For
1.3 Management DIRECTOR - STEPHEN L. BAUM For For
1.4 Management DIRECTOR - RODNEY F. CHASE For For
1.5 Management DIRECTOR - JUDITH R. HABERKORN For For
1.6 Management DIRECTOR - MICHAEL W. LAPHEN For For
1.7 Management DIRECTOR - F. WARREN MCFARLAN For For
1.8 Management DIRECTOR - CHONG SUP PARK For For
1.9 Management DIRECTOR - THOMAS H. PATRICK For For
2 Management TO RATIFY THE APPOINTMENT OF INDEPENDENT AUDITORS For For
- ----------------------------------------------------------------------------------------------------------------------
COMPUWARE CORPORATION
Ticker: CPWR Security ID: 205638109
Meeting Date: 08/26/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DENNIS W. ARCHER For For
1.2 Management DIRECTOR - GURMINDER S. BEDI For For
1.3 Management DIRECTOR - WILLIAM O. GRABE For For
1.4 Management DIRECTOR - WILLIAM R. HALLING For For
1.5 Management DIRECTOR - PETER KARMANOS, JR For For
1.6 Management DIRECTOR - FAYE ALEXANDER NELSON For For
1.7 Management DIRECTOR - GLENDA D. PRICE For For
1.8 Management DIRECTOR - W. JAMES PROWSE For For
1.9 Management DIRECTOR - G. SCOTT ROMNEY For For
2 Management THE RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS For For
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO AUDIT THE
FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDING MARCH 31, 2009
- ----------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS
Ticker: COP Security ID: 20825C104
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: RICHARD L. ARMITAGE For For
1B Management ELECTION OF DIRECTOR: RICHARD H. AUCHINLECK For For
1C Management ELECTION OF DIRECTOR: JAMES E. COPELAND, JR. For For
1D Management ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN For For
1E Management ELECTION OF DIRECTOR: RUTH R. HARKIN For For
1F Management ELECTION OF DIRECTOR: HAROLD W. MCGRAW III For For
1G Management ELECTION OF DIRECTOR: JAMES J. MULVA For For
1H Management ELECTION OF DIRECTOR: HARALD J. NORVIK For For
1I Management ELECTION OF DIRECTOR: WILLIAM K. REILLY For For
1J Management ELECTION OF DIRECTOR: BOBBY S. SHACKOULS For For
1K Management ELECTION OF DIRECTOR: VICTORIA J. TSCHINKEL For For
1L Management ELECTION OF DIRECTOR: KATHRYN C. TURNER For For
1M Management ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. For For
2 Management PROPOSAL TO RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS For For
CONOCOPHILLIPS' INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2009.
3 Management PROPOSAL TO APPROVE 2009 OMNIBUS STOCK AND PERFORMANCE INCENTIVE For For
PLAN.
4 Shareholder UNIVERSAL HEALTH CARE PRINCIPLES. For Against
5 Shareholder ADVISORY VOTE ON EXECUTIVE COMPENSATION. For Against
6 Shareholder POLITICAL CONTRIBUTIONS. For Against
7 Shareholder GREENHOUSE GAS REDUCTION. Against For
8 Shareholder OIL SANDS DRILLING. Against For
9 Shareholder DIRECTOR QUALIFICATIONS. Against For
- ----------------------------------------------------------------------------------------------------------------------
COOPER INDUSTRIES, LTD.
Ticker: CBE Security ID: G24182100
Meeting Date: 04/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - IVOR J. EVANS For For
1.2 Management DIRECTOR - KIRK S. HACHIGIAN For For
1.3 Management DIRECTOR - LAWRENCE D. KINGSLEY For For
1.4 Management DIRECTOR - JAMES R. WILSON For For
2 Management APPOINT ERNST & YOUNG LLP AS OUR INDEPENDENT AUDITORS FOR THE For For
YEAR ENDING 12/31/2009.
3 Shareholder SHAREHOLDER PROPOSAL REQUESTING COOPER TO IMPLEMENT A CODE OF For Against
CONDUCT BASED ON INTERNATIONAL LABOR ORGANIZATION HUMAN RIGHTS
STANDARDS.
- ----------------------------------------------------------------------------------------------------------------------
CSX CORPORATION
Ticker: CSX Security ID: 126408103
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - D.M. ALVARADO For For
1.2 Management DIRECTOR - A. BEHRING For For
1.3 Management DIRECTOR - SEN. J.B. BREAUX For For
1.4 Management DIRECTOR - S.T. HALVERSON For For
1.5 Management DIRECTOR - E.J. KELLY, III For For
1.6 Management DIRECTOR - G. H. LAMPHERE For For
1.7 Management DIRECTOR - J.D. MCPHERSON For For
1.8 Management DIRECTOR - T.T. O'TOOLE For For
1.9 Management DIRECTOR - D.M. RATCLIFFE For For
1.1 Management DIRECTOR - D.J. SHEPARD For For
1.11 Management DIRECTOR - M.J. WARD For For
2 Management RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS CSX'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009
- ----------------------------------------------------------------------------------------------------------------------
CVS CAREMARK CORPORATION
Ticker: CVS Security ID: 126650100
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: EDWIN M. BANKS For For
1B Management ELECTION OF DIRECTOR: C. DAVID BROWN II For For
1C Management ELECTION OF DIRECTOR: DAVID W. DORMAN For For
1D Management ELECTION OF DIRECTOR: KRISTEN G. WILLIAMS For For
1E Management ELECTION OF DIRECTOR: MARIAN L. HEARD For For
1F Management ELECTION OF DIRECTOR: WILLIAM H. JOYCE For For
1G Management ELECTION OF DIRECTOR: JEAN-PIERRE MILLON For For
1H Management ELECTION OF DIRECTOR: TERRENCE MURRAY For For
1I Management ELECTION OF DIRECTOR: C.A. LANCE PICCOLO For For
1J Management ELECTION OF DIRECTOR: SHELI Z. ROSENBERG For For
1K Management ELECTION OF DIRECTOR: THOMAS M. RYAN For For
1L Management ELECTION OF DIRECTOR: RICHARD J. SWIFT For For
2 Management PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
2009 FISCAL YEAR.
3 Shareholder STOCKHOLDER PROPOSAL REGARDING SPECIAL STOCKHOLDER MEETINGS. For Against
4 Shareholder STOCKHOLDER PROPOSAL REGARDING INDEPENDENT CHAIRMAN OF THE BOARD. For Against
5 Shareholder STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS AND For Against
EXPENDITURES.
6 Shareholder STOCKHOLDER PROPOSAL REGARDING ADVISORY STOCKHOLDER VOTE ON For Against
EXECUTIVE COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------
DEERE & COMPANY
Ticker: DE Security ID: 244199105
Meeting Date: 02/25/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: CRANDALL C. BOWLES For For
1B Management ELECTION OF DIRECTOR: VANCE D. COFFMAN For For
1C Management ELECTION OF DIRECTOR: CLAYTON M. JONES For For
1D Management ELECTION OF DIRECTOR: THOMAS H. PATRICK For For
2 Management RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2009
3 Management STOCKHOLDER PROPOSAL #1 - ANNUAL ELECTION OF DIRECTORS For For
4 Shareholder STOCKHOLDER PROPOSAL #2 - ADVISORY VOTE ON EXECUTIVE COMPENSATION Against For
5 Shareholder STOCKHOLDER PROPOSAL #3 - SEPARATION OF CEO AND CHAIRMAN Against For
RESPONSIBILITIES
- ----------------------------------------------------------------------------------------------------------------------
DOVER CORPORATION
Ticker: DOV Security ID: 260003108
Meeting Date: 05/07/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: D.H. BENSON For For
1B Management ELECTION OF DIRECTOR: R.W. CREMIN For For
1C Management ELECTION OF DIRECTOR: T.J. DEROSA For For
1D Management ELECTION OF DIRECTOR: J-P.M. ERGAS For For
1E Management ELECTION OF DIRECTOR: P.T. FRANCIS For For
1F Management ELECTION OF DIRECTOR: K.C. GRAHAM For For
1G Management ELECTION OF DIRECTOR: J.L. KOLEY For For
1H Management ELECTION OF DIRECTOR: R.A. LIVINGSTON For For
1I Management ELECTION OF DIRECTOR: R.K. LOCHRIDGE For For
1J Management ELECTION OF DIRECTOR: B.G. RETHORE For For
1K Management ELECTION OF DIRECTOR: M.B. STUBBS For For
1L Management ELECTION OF DIRECTOR: M.A. WINSTON For For
2 Management TO APPROVE AMENDMENTS TO THE 2005 EQUITY AND CASH INCENTIVE PLAN. For For
3 Management TO APPROVE AMENDMENTS TO THE EXECUTIVE OFFICER ANNUAL INCENTIVE For For
PLAN.
4 Shareholder TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING A CLIMATE CHANGE Against For
REPORT.
5 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF DOVER
CORPORATION FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
EBAY INC.
Ticker: EBAY Security ID: 278642103
Meeting Date: 04/29/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: MARC L. ANDREESSEN For For
1B Management ELECTION OF DIRECTOR: WILLIAM C. FORD, JR. For For
1C Management ELECTION OF DIRECTOR: DAWN G. LEPORE For For
1D Management ELECTION OF DIRECTOR: PIERRE M. OMIDYAR For For
1E Management ELECTION OF DIRECTOR: RICHARD T. SCHLOSBERG, III For For
2 Management TO APPROVE AMENDMENTS TO CERTAIN OF OUR EXISTING EQUITY INCENTIVE For For
PLANS TO ALLOW FOR A ONE-TIME STOCK OPTION EXCHANGE PROGRAM FOR
EMPLOYEES OTHER THAN OUR NAMED EXECUTIVE OFFICERS AND DIRECTORS.
3 Management TO APPROVE THE AMENDMENT AND RESTATEMENT OF OUR 2008 EQUITY For For
INCENTIVE AWARD PLAN TO INCREASE THE AGGREGATE NUMBER OF SHARES
AUTHORIZED FOR ISSUANCE UNDER THE PLAN BY 50 MILLION SHARES AND
TO ADD MARKET SHARES AND VOLUME METRICS AS PERFORMANCE CRITERIA
UNDER THE PLAN.
4 Management TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR For For
INDEPENDENT AUDITORS FOR OUR FISCAL YEAR ENDING DECEMBER 31,
2009.
- ----------------------------------------------------------------------------------------------------------------------
EMERSON ELECTRIC CO.
Ticker: EMR Security ID: 291011104
Meeting Date: 02/03/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - A.A. BUSCH III* For For
1.2 Management DIRECTOR - A.F. GOLDEN* For For
1.3 Management DIRECTOR - H. GREEN* For For
1.4 Management DIRECTOR - W.R. JOHNSON* For For
1.5 Management DIRECTOR - J.B. MENZER* For For
1.6 Management DIRECTOR - V.R. LOUCKS, JR.** For For
2 Management RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------
ENSCO INTERNATIONAL INCORPORATED
Ticker: ESV Security ID: 26874Q100
Meeting Date: 05/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: GERALD W. HADDOCK For For
1B Management ELECTION OF DIRECTOR: PAUL E. ROWSEY, III For For
1C Management ELECTION OF DIRECTOR: C. CHRISTOPHER GAUT For For
2 Management APPROVAL OF AN AMENDMENT TO THE ENSCO 2005 LONG- TERM INCENTIVE For For
PLAN AND REAPPROVAL OF THE MATERIAL TERMS OF THE PERFORMANCE
GOALS THEREIN FOR PURPOSES OF SECTION 162(M) OF THE INTERNAL
REVENUE CODE.
3 Management RATIFICATION OF THE AUDIT COMMITTEE'S APPOINTMENT OF KPMG LLP AS For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
ENTERGY CORPORATION
Ticker: ETR Security ID: 29364G103
Meeting Date: 05/08/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: M.S. BATEMAN For For
1B Management ELECTION OF DIRECTOR: W.F. BLOUNT For For
1C Management ELECTION OF DIRECTOR: G.W. EDWARDS For For
1D Management ELECTION OF DIRECTOR: A.M. HERMAN For For
1E Management ELECTION OF DIRECTOR: D.C. HINTZ For For
1F Management ELECTION OF DIRECTOR: J.W. LEONARD For For
1G Management ELECTION OF DIRECTOR: S.L. LEVENICK For For
1H Management ELECTION OF DIRECTOR: J.R. NICHOLS For For
1I Management ELECTION OF DIRECTOR: W.A. PERCY, II For For
1J Management ELECTION OF DIRECTOR: W.J. TAUZIN For For
1K Management ELECTION OF DIRECTOR: S.V. WILKINSON For For
2 Management RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTANTS FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
EXPRESS SCRIPTS, INC.
Ticker: ESRX Security ID: 302182100
Meeting Date: 05/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - GARY G. BENANAV For For
1.2 Management DIRECTOR - FRANK J. BORELLI For For
1.3 Management DIRECTOR - MAURA C. BREEN For For
1.4 Management DIRECTOR - NICHOLAS J. LAHOWCHIC For For
1.5 Management DIRECTOR - THOMAS P. MAC MAHON For For
1.6 Management DIRECTOR - FRANK MERGENTHALER For For
1.7 Management DIRECTOR - WOODROW A. MYERS, JR., For For
1.8 Management DIRECTOR - JOHN O. PARKER, JR. For For
1.9 Management DIRECTOR - GEORGE PAZ For For
1.1 Management DIRECTOR - SAMUEL K. SKINNER For For
1.11 Management DIRECTOR - SEYMOUR STERNBERG For For
1.12 Management DIRECTOR - BARRETT A. TOAN For For
2 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR
2009.
- ----------------------------------------------------------------------------------------------------------------------
EXXON MOBIL CORPORATION
Ticker: XOM Security ID: 30231G102
Meeting Date: 05/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - M.J. BOSKIN For For
1.2 Management DIRECTOR - L.R. FAULKNER For For
1.3 Management DIRECTOR - K.C. FRAZIER For For
1.4 Management DIRECTOR - W.W. GEORGE For For
1.5 Management DIRECTOR - R.C. KING For For
1.6 Management DIRECTOR - M.C. NELSON For For
1.7 Management DIRECTOR - S.J. PALMISANO For For
1.8 Management DIRECTOR - S.S REINEMUND For For
1.9 Management DIRECTOR - R.W. TILLERSON For For
1.1 Management DIRECTOR - E.E. WHITACRE, JR. For For
2 Management RATIFICATION OF INDEPENDENT AUDITORS (PAGE 50) For For
3 Shareholder CUMULATIVE VOTING (PAGE 51) For Against
4 Shareholder SPECIAL SHAREHOLDER MEETINGS (PAGE 53) For Against
5 Shareholder INCORPORATE IN NORTH DAKOTA (PAGE 54) Against For
6 Shareholder BOARD CHAIRMAN AND CEO (PAGE 55) For Against
7 Shareholder SHAREHOLDER ADVISORY VOTE ON EXECUTIVE COMPENSATION (PAGE 57) For Against
8 Shareholder EXECUTIVE COMPENSATION REPORT (PAGE 59) For Against
9 Shareholder CORPORATE SPONSORSHIPS REPORT (PAGE 60) Against For
10 Shareholder AMENDMENT OF EEO POLICY (PAGE 62) Against For
11 Shareholder GREENHOUSE GAS EMISSIONS GOALS (PAGE 63) For Against
12 Shareholder CLIMATE CHANGE AND TECHNOLOGY REPORT (PAGE 65) Against For
13 Shareholder RENEWABLE ENERGY POLICY (PAGE 66) Against For
- ----------------------------------------------------------------------------------------------------------------------
FLUOR CORPORATION
Ticker: FLR Security ID: 343412102
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: PETER K. BARKER For For
1B Management ELECTION OF DIRECTOR: ALAN L. BOECKMANN For For
1C Management ELECTION OF DIRECTOR: VILMA S. MARTINEZ For For
1D Management ELECTION OF DIRECTOR: DEAN R. O'HARE For For
2 Management THE RATIFICATION OF THE APPOINTMENT BY OUR AUDIT COMMITTEE OF For For
ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
FORTUNE BRANDS, INC.
Ticker: FO Security ID: 349631101
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - BRUCE A. CARBONARI For For
1.2 Management DIRECTOR - ANN F. HACKETT For For
1.3 Management DIRECTOR - DAVID M. THOMAS For For
1.4 Management DIRECTOR - RONALD V. WATERS, III For For
2 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Management APPROVAL OF AMENDMENTS TO THE COMPANY'S RESTATED CERTIFICATE OF For For
INCORPORATION TO PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS.
4 Shareholder IF PRESENTED, A SHAREHOLDER PROPOSAL ENTITLED "ADOPT SIMPLE Against For
MAJORITY VOTE".
- ----------------------------------------------------------------------------------------------------------------------
GAMESTOP CORP.
Ticker: GME Security ID: 36467W109
Meeting Date: 06/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DANIEL A. DEMATTEO For For
1.2 Management DIRECTOR - MICHAEL N. ROSEN For For
1.3 Management DIRECTOR - EDWARD A. VOLKWEIN For For
2 Management PROPOSAL TO APPROVE THE FOURTH AMENDED AND RESTATED GAMESTOP For For
CORP. 2001 INCENTIVE PLAN.
3 Management PROPOSAL TO RATIFY THE APPOINTMENT OF BDO SEIDMAN, LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING JANUARY 30, 2010.
- ----------------------------------------------------------------------------------------------------------------------
GENERAL DYNAMICS CORPORATION
Ticker: GD Security ID: 369550108
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: N.D. CHABRAJA For For
1B Management ELECTION OF DIRECTOR: J.S. CROWN For For
1C Management ELECTION OF DIRECTOR: W.P. FRICKS For For
1D Management ELECTION OF DIRECTOR: J.L. JOHNSON For For
1E Management ELECTION OF DIRECTOR: G.A. JOULWAN For For
1F Management ELECTION OF DIRECTOR: P.G. KAMINSKI For For
1G Management ELECTION OF DIRECTOR: J.M. KEANE For For
1H Management ELECTION OF DIRECTOR: D.J. LUCAS For For
1I Management ELECTION OF DIRECTOR: L.L. LYLES For For
1J Management ELECTION OF DIRECTOR: J.C. REYES For For
1K Management ELECTION OF DIRECTOR: R. WALMSLEY For For
2 Management APPROVAL OF GENERAL DYNAMICS 2009 EQUITY COMPENSATION PLAN For For
3 Management APPROVAL OF 2009 GENERAL DYNAMICS UNITED KINGDOM SHARE SAVE PLAN For For
4 Management SELECTION OF INDEPENDENT AUDITORS For For
5 Shareholder SHAREHOLDER PROPOSAL WITH REGARD TO WEAPONS IN SPACE Against For
6 Shareholder SHAREHOLDER PROPOSAL WITH REGARD TO EXECUTIVE DEATH BENEFIT Against For
PAYMENTS
- ----------------------------------------------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY
Ticker: GE Security ID: 369604103
Meeting Date: 04/22/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
A1 Management ELECTION OF DIRECTOR: JAMES I. CASH, JR. For For
A2 Management ELECTION OF DIRECTOR: WILLIAM M. CASTELL For For
A3 Management ELECTION OF DIRECTOR: ANN M. FUDGE For For
A4 Management ELECTION OF DIRECTOR: SUSAN HOCKFIELD For For
A5 Management ELECTION OF DIRECTOR: JEFFREY R. IMMELT For For
A6 Management ELECTION OF DIRECTOR: ANDREA JUNG For For
A7 Management ELECTION OF DIRECTOR: ALAN G. (A.G.) LAFLEY For For
A8 Management ELECTION OF DIRECTOR: ROBERT W. LANE For For
A9 Management ELECTION OF DIRECTOR: RALPH S. LARSEN For For
A10 Management ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS For For
A11 Management ELECTION OF DIRECTOR: JAMES J. MULVA For For
A12 Management ELECTION OF DIRECTOR: SAM NUNN For For
A13 Management ELECTION OF DIRECTOR: ROGER S. PENSKE For For
A14 Management ELECTION OF DIRECTOR: ROBERT J. SWIERINGA For For
A15 Management ELECTION OF DIRECTOR: DOUGLAS A. WARNER III For For
B Management RATIFICATION OF KPMG For For
C1 Shareholder CUMULATIVE VOTING For Against
C2 Shareholder EXECUTIVE COMPENSATION ADVISORY VOTE For Against
C3 Shareholder INDEPENDENT STUDY REGARDING BREAKING UP GE Against For
C4 Shareholder DIVIDEND POLICY Against For
C5 Shareholder SHAREHOLDER VOTE ON GOLDEN PARACHUTES For Against
- ----------------------------------------------------------------------------------------------------------------------
HASBRO, INC.
Ticker: HAS Security ID: 418056107
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - BASIL L. ANDERSON For For
1.2 Management DIRECTOR - ALAN R. BATKIN For For
1.3 Management DIRECTOR - FRANK J. BIONDI, JR. For For
1.4 Management DIRECTOR - KENNETH A. BRONFIN For For
1.5 Management DIRECTOR - JOHN M. CONNORS, JR. For For
1.6 Management DIRECTOR - MICHAEL W.O. GARRETT For For
1.7 Management DIRECTOR - E. GORDON GEE For For
1.8 Management DIRECTOR - BRIAN GOLDNER For For
1.9 Management DIRECTOR - JACK M. GREENBERG For For
1.1 Management DIRECTOR - ALAN G. HASSENFELD For For
1.11 Management DIRECTOR - TRACY A. LEINBACH For For
1.12 Management DIRECTOR - EDWARD M. PHILIP For For
1.13 Management DIRECTOR - PAULA STERN For For
1.14 Management DIRECTOR - ALFRED J. VERRECCHIA For For
2 Management APPROVAL AMENDMENTS TO THE RESTATED 2003 STOCK INCENTIVE For For
PERFORMANCE PLAN.
3 Management APPROVAL THE 2009 SENIOR MANAGEMENT ANNUAL PERFORMANCE PLAN. For For
4 Management RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2009 FISCAL YEAR.
- ----------------------------------------------------------------------------------------------------------------------
HESS CORPORATION
Ticker: HES Security ID: 42809H107
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - J.B. HESS For For
1.2 Management DIRECTOR - S.W. BODMAN For For
1.3 Management DIRECTOR - R. LAVIZZO-MOUREY For For
1.4 Management DIRECTOR - C.G. MATTHEWS For For
1.5 Management DIRECTOR - E.H. VON METZSCH For For
2 Management RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT For For
AUDITORS FOR FISCAL YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
HEWLETT-PACKARD COMPANY
Ticker: HPQ Security ID: 428236103
Meeting Date: 03/18/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: L. T. BABBIO, JR. For For
1B Management ELECTION OF DIRECTOR: S. M. BALDAUF For For
1C Management ELECTION OF DIRECTOR: R. L. GUPTA For For
1D Management ELECTION OF DIRECTOR: J. H. HAMMERGREN For For
1E Management ELECTION OF DIRECTOR: M. V. HURD For For
1F Management ELECTION OF DIRECTOR: J. Z. HYATT For For
1G Management ELECTION OF DIRECTOR: J. R. JOYCE For For
1H Management ELECTION OF DIRECTOR: R. L. RYAN For For
1I Management ELECTION OF DIRECTOR: L. S. SALHANY For For
1J Management ELECTION OF DIRECTOR: G. K. THOMPSON For For
2 Management PROPOSAL TO RATIFY THE APPOINTMENT OF THE INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING OCTOBER 31,
2009.
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HONEYWELL INTERNATIONAL INC.
Ticker: HON Security ID: 438516106
Meeting Date: 04/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: GORDON M. BETHUNE For For
1B Management ELECTION OF DIRECTOR: JAIME CHICO PARDO For For
1C Management ELECTION OF DIRECTOR: DAVID M. COTE For For
1D Management ELECTION OF DIRECTOR: D. SCOTT DAVIS For For
1E Management ELECTION OF DIRECTOR: LINNET F. DEILY For For
1F Management ELECTION OF DIRECTOR: CLIVE R. HOLLICK For For
1G Management ELECTION OF DIRECTOR: GEORGE PAZ For For
1H Management ELECTION OF DIRECTOR: BRADLEY T. SHEARES For For
1I Management ELECTION OF DIRECTOR: JOHN R. STAFFORD For For
1J Management ELECTION OF DIRECTOR: MICHAEL W. WRIGHT For For
2 Management APPROVAL OF INDEPENDENT ACCOUNTANTS For For
3 Shareholder CUMULATIVE VOTING For Against
4 Shareholder PRINCIPLES FOR HEALTH CARE REFORM For Against
5 Shareholder EXECUTIVE COMPENSATION ADVISORY VOTE For Against
6 Shareholder TAX GROSS-UP PAYMENTS Against For
7 Shareholder SPECIAL SHAREOWNER MEETINGS Against For
- ----------------------------------------------------------------------------------------------------------------------
HUDSON CITY BANCORP, INC.
Ticker: HCBK Security ID: 443683107
Meeting Date: 04/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DENIS J. SALAMONE For For
1.2 Management DIRECTOR - MICHAEL W. AZZARA For For
1.3 Management DIRECTOR - VICTORIA H. BRUNI For For
2 Management RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
ILLINOIS TOOL WORKS INC.
Ticker: ITW Security ID: 452308109
Meeting Date: 05/08/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: WILLIAM F. ALDINGER For For
1B Management ELECTION OF DIRECTOR: MARVIN D. BRAILSFORD For For
1C Management ELECTION OF DIRECTOR: SUSAN CROWN For For
1D Management ELECTION OF DIRECTOR: DON H. DAVIS, JR. For For
1E Management ELECTION OF DIRECTOR: ROBERT C. MCCORMACK For For
1F Management ELECTION OF DIRECTOR: ROBERT S. MORRISON For For
1G Management ELECTION OF DIRECTOR: JAMES A. SKINNER For For
1H Management ELECTION OF DIRECTOR: HAROLD B. SMITH For For
1I Management ELECTION OF DIRECTOR: DAVID B. SPEER For For
1J Management ELECTION OF DIRECTOR: PAMELA B. STROBEL For For
2 Management RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS ITW'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Shareholder STOCKHOLDER PROPOSAL, IF PRESENTED AT THE MEETING, URGING THE For Against
BOARD OF DIRECTORS TO SEEK STOCKHOLDER APPROVAL OF ANY FUTURE
EXTRAORDINARY RETIREMENT BENEFITS FOR SENIOR EXECUTIVES.
- ----------------------------------------------------------------------------------------------------------------------
INTEGRYS ENERGY GROUP INC
Ticker: TEG Security ID: 45822P105
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - KEITH E. BAILEY For For
1.2 Management DIRECTOR - K.M. HASSELBLAD-PASCALE For For
1.3 Management DIRECTOR - JOHN W. HIGGINS For For
1.4 Management DIRECTOR - JAMES L. KEMERLING For For
1.5 Management DIRECTOR - CHARLES A. SCHROCK For For
2 Management RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR INTEGRYS ENERGY GROUP AND
ITS SUBSIDIARIES FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORP.
Ticker: IBM Security ID: 459200101
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: A.J.P. BELDA For For
1B Management ELECTION OF DIRECTOR: C. BLACK For For
1C Management ELECTION OF DIRECTOR: W.R. BRODY For For
1D Management ELECTION OF DIRECTOR: K.I. CHENAULT For For
1E Management ELECTION OF DIRECTOR: M.L. ESKEW For For
1F Management ELECTION OF DIRECTOR: S.A. JACKSON For For
1G Management ELECTION OF DIRECTOR: T. NISHIMURO For For
1H Management ELECTION OF DIRECTOR: J.W. OWENS For For
1I Management ELECTION OF DIRECTOR: S.J. PALMISANO For For
1J Management ELECTION OF DIRECTOR: J.E. SPERO For For
1K Management ELECTION OF DIRECTOR: S. TAUREL For For
1L Management ELECTION OF DIRECTOR: L.H. ZAMBRANO For For
2 Management RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM
3 Management APPROVAL OF LONG-TERM INCENTIVE PERFORMANCE TERMS FOR CERTAIN For For
EXECUTIVES PURSUANT TO SECTION 162(M) OF THE INTERNAL REVENUE
CODE
4 Shareholder STOCKHOLDER PROPOSAL ON CUMULATIVE VOTING For Against
5 Shareholder STOCKHOLDER PROPOSAL ON EXECUTIVE COMPENSATION AND PENSION INCOME Against For
6 Shareholder STOCKHOLDER PROPOSAL ON ADVISORY VOTE ON EXECUTIVE COMPENSATION For Against
- ----------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON
Ticker: JNJ Security ID: 478160104
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: MARY SUE COLEMAN For For
1B Management ELECTION OF DIRECTOR: JAMES G. CULLEN For For
1C Management ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS For For
1D Management ELECTION OF DIRECTOR: ARNOLD G. LANGBO For For
1E Management ELECTION OF DIRECTOR: SUSAN L. LINDQUIST For For
1F Management ELECTION OF DIRECTOR: LEO F. MULLIN For For
1G Management ELECTION OF DIRECTOR: WILLIAM D. PEREZ For For
1H Management ELECTION OF DIRECTOR: CHARLES PRINCE For For
1I Management ELECTION OF DIRECTOR: DAVID SATCHER For For
1J Management ELECTION OF DIRECTOR: WILLIAM C. WELDON For For
2 Management RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
3 Shareholder ADVISORY VOTE ON EXECUTIVE COMPENSATION POLICIES AND DISCLOSURE For Against
- ----------------------------------------------------------------------------------------------------------------------
KB HOME
Ticker: KBH Security ID: 48666K109
Meeting Date: 04/02/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH For For
1B Management ELECTION OF DIRECTOR: TIMOTHY W. FINCHEM For For
1C Management ELECTION OF DIRECTOR: KENNETH M. JASTROW, II For For
1D Management ELECTION OF DIRECTOR: ROBERT L. JOHNSON For For
1E Management ELECTION OF DIRECTOR: MELISSA LORA For For
1F Management ELECTION OF DIRECTOR: MICHAEL G. MCCAFFERY For For
1G Management ELECTION OF DIRECTOR: JEFFREY T. MEZGER For For
2 Management PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS KB For For
HOME'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
3 Management PROPOSAL TO ADOPT THE PROTECTIVE AMENDMENT TO KB HOME'S RESTATED For For
CERTIFICATE OF INCORPORATION
4 Management PROPOSAL TO APPROVE THE SUCCESSOR RIGHTS PLAN For For
5 Management TO APPROVE THE ANNUAL INCENTIVE PLAN FOR EXECUTIVE OFFICERS For For
DIRECTORS RECOMMEND A VOTE "AGAINST" PROPOSALS 6, 7 AND 8
6 Shareholder STOCKHOLDER PROPOSAL RELATING TO EXECUTIVE COMPENSATION For Against
7 Shareholder STOCKHOLDER PROPOSAL RELATING TO AN ADVISORY VOTE ON NAMED For Against
EXECUTIVE OFFICER COMPENSATION
8 Shareholder STOCKHOLDER PROPOSAL RELATING TO HEALTH CARE REFORM PRINCIPLES For Against
- ----------------------------------------------------------------------------------------------------------------------
KING PHARMACEUTICALS, INC.
Ticker: KG Security ID: 495582108
Meeting Date: 06/04/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - R. CHARLES MOYER For For
1.2 Management DIRECTOR - D. GREGORY ROOKER For For
1.3 Management DIRECTOR - TED G. WOOD For For
1.4 Management DIRECTOR - E.W. DEAVENPORT, JR. For For
1.5 Management DIRECTOR - ELIZABETH M. GREETHAM For For
2 Management RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Shareholder NON-BINDING SHAREHOLDER PROPOSAL REQUESTING THE ADOPTION OF A Against For
MAJORITY VOTING STANDARD IN THE ELECTION OF DIRECTORS.
- ----------------------------------------------------------------------------------------------------------------------
L-3 COMMUNICATIONS HOLDINGS, INC.
Ticker: LLL Security ID: 502424104
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - ROBERT B. MILLARD For For
1.2 Management DIRECTOR - ARTHUR L. SIMON For For
2 Management APPROVAL OF THE L-3 COMMUNICATIONS CORPORATION 2009 EMPLOYEE For For
STOCK PURCHASE PLAN.
3 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
LABORATORY CORP. OF AMERICA HOLDINGS
Ticker: LH Security ID: 50540R409
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: THOMAS P. MAC MAHON For For
1B Management ELECTION OF DIRECTOR: KERRII B. ANDERSON For For
1C Management ELECTION OF DIRECTOR: JEAN-LUC BELINGARD For For
1D Management ELECTION OF DIRECTOR: DAVID P. KING For For
1E Management ELECTION OF DIRECTOR: WENDY E. LANE For For
1F Management ELECTION OF DIRECTOR: ROBERT E. MITTELSTAEDT, JR. For For
1G Management ELECTION OF DIRECTOR: ARTHUR H. RUBENSTEIN, MBBCH For For
1H Management ELECTION OF DIRECTOR: M. KEITH WEIKEL, PH.D For For
1I Management ELECTION OF DIRECTOR: R. SANDERS WILLIAMS, M.D. For For
2 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
LABORATORY CORPORATION OF AMERICA HOLDINGS' INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
LEXMARK INTERNATIONAL, INC.
Ticker: LXK Security ID: 529771107
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: MICHAEL J. MAPLES For For
1B Management ELECTION OF DIRECTOR: STEPHEN R. HARDIS For For
1C Management ELECTION OF DIRECTOR: WILLIAM R. FIELDS For For
1D Management ELECTION OF DIRECTOR: ROBERT HOLLAND, JR. For For
2 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE COMPANY'S FISCAL YEAR ENDING DECEMBER 31, 2009.
3 Management APPROVAL OF THE COMPANY'S STOCK INCENTIVE PLAN, AS AMENDED AND For For
RESTATED.
4 Shareholder STOCKHOLDER PROPOSAL REGARDING AN ADVISORY VOTE ON EXECUTIVE For Against
COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION
Ticker: LMT Security ID: 539830109
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: E.C. "PETE" ALDRIDGE JR. For For
1B Management ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD For For
1C Management ELECTION OF DIRECTOR: DAVID B. BURRITT For For
1D Management ELECTION OF DIRECTOR: JAMES O. ELLIS JR. For For
1E Management ELECTION OF DIRECTOR: GWENDOLYN S. KING For For
1F Management ELECTION OF DIRECTOR: JAMES M. LOY For For
1G Management ELECTION OF DIRECTOR: DOUGLAS H. MCCORKINDALE For For
1H Management ELECTION OF DIRECTOR: JOSEPH W. RALSTON For For
1I Management ELECTION OF DIRECTOR: FRANK SAVAGE For For
1J Management ELECTION OF DIRECTOR: JAMES M. SCHNEIDER For For
1K Management ELECTION OF DIRECTOR: ANNE STEVENS For For
1L Management ELECTION OF DIRECTOR: ROBERT J. STEVENS For For
1M Management ELECTION OF DIRECTOR: JAMES R. UKROPINA For For
2 Management RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT For For
AUDITORS
3 Management MANAGEMENT PROPOSAL - TO AMEND THE CHARTER TO DELETE THE 80% For For
SUPERMAJORITY VOTE REQUIRED TO AMEND ARTICLE XIII
4 Shareholder STOCKHOLDER PROPOSAL - REPORT ON SPACE-BASED WEAPONS PROGRAM Against For
5 Shareholder STOCKHOLDER PROPOSAL - POLICY ON PAYMENTS TO EXECUTIVES AFTER Against For
DEATH
6 Shareholder STOCKHOLDER PROPOSAL - ADVISORY VOTE ON EXECUTIVE COMPENSATION For Against
- ----------------------------------------------------------------------------------------------------------------------
M&T BANK CORPORATION
Ticker: MTB Security ID: 55261F104
Meeting Date: 04/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - BRENT D. BAIRD For For
1.2 Management DIRECTOR - ROBERT J. BENNETT For For
1.3 Management DIRECTOR - C. ANGELA BONTEMPO For For
1.4 Management DIRECTOR - ROBERT T. BRADY For For
1.5 Management DIRECTOR - MICHAEL D. BUCKLEY For For
1.6 Management DIRECTOR - T.J. CUNNINGHAM III For For
1.7 Management DIRECTOR - MARK J. CZARNECKI For For
1.8 Management DIRECTOR - COLM E. DOHERTY For For
1.9 Management DIRECTOR - PATRICK W.E. HODGSON For For
1.1 Management DIRECTOR - RICHARD G. KING For For
1.11 Management DIRECTOR - JORGE G. PEREIRA For For
1.12 Management DIRECTOR - MICHAEL P. PINTO For For
1.13 Management DIRECTOR - MELINDA R. RICH For For
1.14 Management DIRECTOR - ROBERT E. SADLER, JR. For For
1.15 Management DIRECTOR - EUGENE J. SHEEHY For For
1.16 Management DIRECTOR - HERBERT L. WASHINGTON For For
1.17 Management DIRECTOR - ROBERT G. WILMERS For For
2 Management TO APPROVE THE M&T BANK CORPORATION 2009 EQUITY INCENTIVE For For
COMPENSATION PLAN.
3 Management TO APPROVE THE COMPENSATION OF M&T BANK CORPORATION'S NAMED For For
EXECUTIVE OFFICERS.
4 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF M&T BANK
CORPORATION FOR THE YEAR ENDING DECEMBER 31, 2009.
- ----------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION
Ticker: MCD Security ID: 580135101
Meeting Date: 05/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: ROBERT A. ECKERT For For
1B Management ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR. For For
1C Management ELECTION OF DIRECTOR: JEANNE P. JACKSON For For
1D Management ELECTION OF DIRECTOR: ANDREW J. MCKENNA For For
2 Management APPROVAL OF THE APPOINTMENT OF AN INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM TO SERVE AS INDEPENDENT AUDITORS FOR 2009.
3 Management APPROVAL OF PERFORMANCE GOALS FOR CERTAIN QUALIFIED For For
PERFORMANCE-BASED AWARDS UNDER THE MCDONALD'S CORPORATION
AMENDED AND RESTATED 2001 OMNIBUS STOCK OWNERSHIP PLAN.
4 Management APPROVAL OF MCDONALD'S CORPORATION 2009 CASH INCENTIVE PLAN. For For
5 Shareholder SHAREHOLDER PROPOSAL RELATING TO SHAREHOLDER VOTE ON EXECUTIVE For Against
COMPENSATION.
6 Shareholder SHAREHOLDER PROPOSAL RELATING TO THE USE OF CAGE-FREE EGGS. Against For
- ----------------------------------------------------------------------------------------------------------------------
METLIFE, INC.
Ticker: MET Security ID: 59156R108
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - C. ROBERT HENRIKSON For For
1.2 Management DIRECTOR - JOHN M. KEANE For For
1.3 Management DIRECTOR - CATHERINE R. KINNEY For For
1.4 Management DIRECTOR - HUGH B. PRICE For For
1.5 Management DIRECTOR - KENTON J. SICCHITANO For For
2 Management REAPPROVAL OF THE METLIFE, INC. 2005 STOCK AND INCENTIVE For For
COMPENSATION PLAN
3 Management RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS For For
INDEPENDENT AUDITOR FOR 2009
- ----------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION
Ticker: MSFT Security ID: 594918104
Meeting Date: 11/19/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management ELECTION OF DIRECTOR: STEVEN A. BALLMER For For
2 Management ELECTION OF DIRECTOR: JAMES I. CASH JR. For For
3 Management ELECTION OF DIRECTOR: DINA DUBLON For For
4 Management ELECTION OF DIRECTOR: WILLIAM H. GATES III For For
5 Management ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN For For
6 Management ELECTION OF DIRECTOR: REED HASTINGS For For
7 Management ELECTION OF DIRECTOR: DAVID F. MARQUARDT For For
8 Management ELECTION OF DIRECTOR: CHARLES H. NOSKI For For
9 Management ELECTION OF DIRECTOR: HELMUT PANKE For For
10 Management APPROVAL OF MATERIAL TERMS OF PERFORMANCE CRITERIA UNDER THE For For
EXECUTIVE OFFICER INCENTIVE PLAN.
11 Management APPROVAL OF AMENDMENTS TO THE 1999 STOCK OPTION PLAN FOR For For
NON-EMPLOYEE DIRECTORS.
12 Management RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS THE For For
COMPANY'S INDEPENDENT AUDITOR.
13 Shareholder SHAREHOLDER PROPOSAL - ADOPTION OF POLICIES ON INTERNET Against For
CENSORSHIP.
14 Shareholder SHAREHOLDER PROPOSAL - ESTABLISHMENT OF BOARD COMMITTEE ON HUMAN Against For
RIGHTS.
15 Shareholder SHAREHOLDER PROPOSAL - DISCLOSURE OF CHARITABLE CONTRIBUTIONS. Against For
- ----------------------------------------------------------------------------------------------------------------------
MOLSON COORS BREWING CO.
Ticker: TAP Security ID: 60871R209
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JOHN E. CLEGHORN For For
1.2 Management DIRECTOR - CHARLES M. HERINGTON For For
1.3 Management DIRECTOR - DAVID P. O'BRIEN For For
- ----------------------------------------------------------------------------------------------------------------------
NATIONAL OILWELL VARCO, INC.
Ticker: NOV Security ID: 637071101
Meeting Date: 05/13/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: MERRILL A. MILLER, JR. For For
1B Management ELECTION OF DIRECTOR: GREG L. ARMSTRONG For For
1C Management ELECTION OF DIRECTOR: DAVID D. HARRISON For For
2 Management RATIFICATION OF INDEPENDENT AUDITORS For For
3 Management APPROVAL OF AMENDMENT TO NATIONAL OILWELL VARCO LONG-TERM For For
INCENTIVE PLAN
- ----------------------------------------------------------------------------------------------------------------------
NIKE, INC.
Ticker: NKE Security ID: 654106103
Meeting Date: 09/22/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JILL K. CONWAY For For
1.2 Management DIRECTOR - ALAN B. GRAF, JR. For For
1.3 Management DIRECTOR - JEANNE P. JACKSON For For
2 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSE COOPERS LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
- ----------------------------------------------------------------------------------------------------------------------
NOBLE ENERGY, INC.
Ticker: NBL Security ID: 655044105
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JEFFREY L. BERENSON For For
1.2 Management DIRECTOR - MICHAEL A. CAWLEY For For
1.3 Management DIRECTOR - EDWARD F. COX For For
1.4 Management DIRECTOR - CHARLES D. DAVIDSON For For
1.5 Management DIRECTOR - THOMAS J. EDELMAN For For
1.6 Management DIRECTOR - ERIC P. GRUBMAN For For
1.7 Management DIRECTOR - KIRBY L. HEDRICK For For
1.8 Management DIRECTOR - SCOTT D. URBAN For For
1.9 Management DIRECTOR - WILLIAM T. VAN KLEEF For For
2 Management PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S For For
INDEPENDENT AUDITOR.
3 Management PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY'S 1992 STOCK For For
OPTION AND RESTRICTED STOCK PLAN TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR ISSUANCE FROM 22,000,000 TO 24,000,000.
- ----------------------------------------------------------------------------------------------------------------------
NORFOLK SOUTHERN CORPORATION
Ticker: NSC Security ID: 655844108
Meeting Date: 05/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DANIEL A. CARP For For
1.2 Management DIRECTOR - STEVEN F. LEER For For
1.3 Management DIRECTOR - MICHAEL D. LOCKHART For For
1.4 Management DIRECTOR - CHARLES W. MOORMAN For For
2 Management RATIFICATION OF THE APPOINTMENT OF KPMG LLP, INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM, AS NORFOLK SOUTHERN'S
INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2009.
3 Shareholder STOCKHOLDER PROPOSAL CONCERNING CORPORATE POLITICAL For Against
CONTRIBUTIONS.
- ----------------------------------------------------------------------------------------------------------------------
NORTHROP GRUMMAN CORPORATION
Ticker: NOC Security ID: 666807102
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: LEWIS W. COLEMAN For For
1B Management ELECTION OF DIRECTOR: THOMAS B. FARGO For For
1C Management ELECTION OF DIRECTOR: VICTOR H. FAZIO For For
1D Management ELECTION OF DIRECTOR: DONALD E. FELSINGER For For
1E Management ELECTION OF DIRECTOR: STEPHEN E. FRANK For For
1F Management ELECTION OF DIRECTOR: BRUCE S. GORDON For For
1G Management ELECTION OF DIRECTOR: MADELEINE KLEINER For For
1H Management ELECTION OF DIRECTOR: KARL J. KRAPEK For For
1I Management ELECTION OF DIRECTOR: RICHARD B. MYERS For For
1J Management ELECTION OF DIRECTOR: AULANA L. PETERS For For
1K Management ELECTION OF DIRECTOR: KEVIN W. SHARER For For
1L Management ELECTION OF DIRECTOR: RONALD D. SUGAR For For
2 Management PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS For For
THE COMPANY'S INDEPENDENT AUDITOR.
3 Shareholder STOCKHOLDER PROPOSAL REGARDING A REPORT ON SPACE-BASED WEAPONS. Against For
4 Shareholder STOCKHOLDER PROPOSAL REGARDING A VOTE ON EXECUTIVE COMPENSATION. For Against
5 Shareholder STOCKHOLDER PROPOSAL REGARDING RIGHT OF 10% STOCKHOLDERS TO CALL Against For
A SPECIAL MEETING.
- ----------------------------------------------------------------------------------------------------------------------
NUCOR CORPORATION
Ticker: NUE Security ID: 670346105
Meeting Date: 05/14/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - CLAYTON C. DALEY, JR. For For
1.2 Management DIRECTOR - HARVEY B. GANTT For For
1.3 Management DIRECTOR - BERNARD L. KASRIEL For For
1.4 Management DIRECTOR - CHRISTOPHER J. KEARNEY For For
2 Management RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS NUCOR'S For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDED
DECEMBER 31, 2009
3 Shareholder STOCKHOLDER PROPOSAL REGARDING MAJORITY VOTE For Against
4 Shareholder STOCKHOLDER PROPOSAL REGARDING DECLASSIFICATION OF BOARD OF For Against
DIRECTORS
5 Shareholder STOCKHOLDER PROPOSAL REGARDING HUMAN RIGHTS For Against
6 Shareholder STOCKHOLDER PROPOSAL REGARDING PRINCIPLES FOR HEALTH CARE REFORM For Against
- ----------------------------------------------------------------------------------------------------------------------
OCCIDENTAL PETROLEUM CORPORATION
Ticker: OXY Security ID: 674599105
Meeting Date: 05/01/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: SPENCER ABRAHAM For For
1B Management ELECTION OF DIRECTOR: RONALD W. BURKLE For For
1C Management ELECTION OF DIRECTOR: JOHN S. CHALSTY For For
1D Management ELECTION OF DIRECTOR: EDWARD P. DJEREJIAN For For
1E Management ELECTION OF DIRECTOR: JOHN E. FEICK For For
1F Management ELECTION OF DIRECTOR: RAY R. IRANI For For
1G Management ELECTION OF DIRECTOR: IRVIN W. MALONEY For For
1H Management ELECTION OF DIRECTOR: AVEDICK B. POLADIAN For For
1I Management ELECTION OF DIRECTOR: RODOLFO SEGOVIA For For
1J Management ELECTION OF DIRECTOR: AZIZ D. SYRIANI For For
1K Management ELECTION OF DIRECTOR: ROSEMARY TOMICH For For
1L Management ELECTION OF DIRECTOR: WALTER L. WEISMAN For For
2 Management RATIFICATION OF SELECTION OF KPMG AS INDEPENDENT AUDITORS. For For
3 Management AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION TO PERMIT For For
STOCKHOLDERS TO CALL SPECIAL MEETINGS.
4 Shareholder REPORT ON ASSESSMENT OF HOST COUNTRY LAWS. Against For
- ----------------------------------------------------------------------------------------------------------------------
OMNICOM GROUP INC.
Ticker: OMC Security ID: 681919106
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JOHN D. WREN For For
1.2 Management DIRECTOR - BRUCE CRAWFORD For For
1.3 Management DIRECTOR - ALAN R. BATKIN For For
1.4 Management DIRECTOR - ROBERT CHARLES CLARK For For
1.5 Management DIRECTOR - LEONARD S. COLEMAN, JR. For For
1.6 Management DIRECTOR - ERROL M. COOK For For
1.7 Management DIRECTOR - SUSAN S. DENISON For For
1.8 Management DIRECTOR - MICHAEL A. HENNING For For
1.9 Management DIRECTOR - JOHN R. MURPHY For For
1.1 Management DIRECTOR - JOHN R. PURCELL For For
1.11 Management DIRECTOR - LINDA JOHNSON RICE For For
1.12 Management DIRECTOR - GARY L. ROUBOS For For
2 Management RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT For For
AUDITORS FOR THE 2009 FISCAL YEAR.
3 Management AMENDMENT TO THE OMNICOM GROUP INC. EMPLOYEE STOCK PURCHASE PLAN For For
TO AUTHORIZE AN ADDITIONAL 10 MILLION SHARES FOR ISSUANCE AND
SALE TO EMPLOYEES.
- ----------------------------------------------------------------------------------------------------------------------
ORACLE CORPORATION
Ticker: ORCL Security ID: 68389X105
Meeting Date: 10/10/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JEFFREY O. HENLEY For For
1.2 Management DIRECTOR - LAWRENCE J. ELLISON For For
1.3 Management DIRECTOR - DONALD L. LUCAS For For
1.4 Management DIRECTOR - MICHAEL J. BOSKIN For For
1.5 Management DIRECTOR - JACK F. KEMP For For
1.6 Management DIRECTOR - JEFFREY S. BERG For For
1.7 Management DIRECTOR - SAFRA A. CATZ For For
1.8 Management DIRECTOR - HECTOR GARCIA-MOLINA For For
1.9 Management DIRECTOR - H. RAYMOND BINGHAM For For
1.1 Management DIRECTOR - CHARLES E. PHILLIPS, JR For For
1.11 Management DIRECTOR - NAOMI O. SELIGMAN For For
1.12 Management DIRECTOR - GEORGE H. CONRADES For For
1.13 Management DIRECTOR - BRUCE R. CHIZEN For For
2 Management PROPOSAL FOR THE APPROVAL OF THE ADOPTION OF THE FISCAL YEAR 2009 For For
EXECUTIVE BONUS PLAN.
3 Management PROPOSAL TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING MAY 31, 2009.
4 Shareholder STOCKHOLDER PROPOSAL ON ADVISORY VOTE ON EXECUTIVE COMPENSATION. For Against
- ----------------------------------------------------------------------------------------------------------------------
PARKER-HANNIFIN CORPORATION
Ticker: PH Security ID: 701094104
Meeting Date: 10/22/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - WILLIAM E. KASSLING For For
1.2 Management DIRECTOR - JOSEPH M. SCAMINACE For For
1.3 Management DIRECTOR - WOLFGANG R. SCHMITT For For
2 Management RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FY09
- ----------------------------------------------------------------------------------------------------------------------
PEPSICO, INC.
Ticker: PEP Security ID: 713448108
Meeting Date: 05/06/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: S.L. BROWN For For
1B Management ELECTION OF DIRECTOR: I.M. COOK For For
1C Management ELECTION OF DIRECTOR: D. DUBLON For For
1D Management ELECTION OF DIRECTOR: V.J. DZAU For For
1E Management ELECTION OF DIRECTOR: R.L. HUNT For For
1F Management ELECTION OF DIRECTOR: A. IBARGUEN For For
1G Management ELECTION OF DIRECTOR: A.C. MARTINEZ For For
1H Management ELECTION OF DIRECTOR: I.K. NOOYI For For
1I Management ELECTION OF DIRECTOR: S.P. ROCKEFELLER For For
1J Management ELECTION OF DIRECTOR: J.J. SCHIRO For For
1K Management ELECTION OF DIRECTOR: L.G. TROTTER For For
1L Management ELECTION OF DIRECTOR: D. VASELLA For For
1M Management ELECTION OF DIRECTOR: M.D. WHITE For For
2 Management APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS For For
3 Management APPROVAL OF PEPSICO, INC. EXECUTIVE INCENTIVE COMPENSATION PLAN For For
4 Shareholder SHAREHOLDER PROPOSAL - BEVERAGE CONTAINER RECYCLING (PROXY Against For
STATEMENT P. 59)
5 Shareholder SHAREHOLDER PROPOSAL - GENETICALLY ENGINEERED PRODUCTS REPORT Against For
(PROXY STATEMENT P. 61)
6 Shareholder SHAREHOLDER PROPOSAL - CHARITABLE CONTRIBUTIONS REPORT (PROXY For Against
STATEMENT P. 63)
7 Shareholder SHAREHOLDER PROPOSAL - ADVISORY VOTE ON COMPENSATION (PROXY For Against
STATEMENT P. 64)
- ----------------------------------------------------------------------------------------------------------------------
PFIZER INC.
Ticker: PFE Security ID: 717081103
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: DENNIS A. AUSIELLO For For
1B Management ELECTION OF DIRECTOR: MICHAEL S. BROWN For For
1C Management ELECTION OF DIRECTOR: M. ANTHONY BURNS For For
1D Management ELECTION OF DIRECTOR: ROBERT N. BURT For For
1E Management ELECTION OF DIRECTOR: W. DON CORNWELL For For
1F Management ELECTION OF DIRECTOR: WILLIAM H. GRAY, III For For
1G Management ELECTION OF DIRECTOR: CONSTANCE J. HORNER For For
1H Management ELECTION OF DIRECTOR: JAMES M. KILTS For For
1I Management ELECTION OF DIRECTOR: JEFFREY B. KINDLER For For
1J Management ELECTION OF DIRECTOR: GEORGE A. LORCH For For
1K Management ELECTION OF DIRECTOR: DANA G. MEAD For For
1L Management ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON For For
1M Management ELECTION OF DIRECTOR: STEPHEN W. SANGER For For
1N Management ELECTION OF DIRECTOR: WILLIAM C. STEERE, JR. For For
2 Management PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Management PROPOSAL TO APPROVE THE PFIZER INC. 2004 STOCK PLAN, AS AMENDED For For
AND RESTATED.
4 Shareholder SHAREHOLDER PROPOSAL REGARDING STOCK OPTIONS. Against For
5 Shareholder SHAREHOLDER PROPOSAL REGARDING ADVISORY VOTE ON EXECUTIVE For Against
COMPENSATION.
6 Shareholder SHAREHOLDER PROPOSAL REGARDING CUMULATIVE VOTING. Against For
7 Shareholder SHAREHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER MEETINGS. For Against
- ----------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC.
Ticker: PM Security ID: 718172109
Meeting Date: 05/05/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: HAROLD BROWN For For
1B Management ELECTION OF DIRECTOR: MATHIS CABIALLAVETTA For For
1C Management ELECTION OF DIRECTOR: LOUIS C. CAMILLERI For For
1D Management ELECTION OF DIRECTOR: J. DUDLEY FISHBURN For For
1E Management ELECTION OF DIRECTOR: GRAHAM MACKAY For For
1F Management ELECTION OF DIRECTOR: SERGIO MARCHIONNE For For
1G Management ELECTION OF DIRECTOR: LUCIO A. NOTO For For
1H Management ELECTION OF DIRECTOR: CARLOS SLIM HELU For For
1I Management ELECTION OF DIRECTOR: STEPHEN M. WOLF For For
2 Management RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS. For For
3 Management APPROVAL OF ELIGIBILITY, BUSINESS CRITERIA FOR AWARDS AND AWARD For For
LIMITS UNDER THE PMI 2008 PERFORMANCE INCENTIVE PLAN.
- ----------------------------------------------------------------------------------------------------------------------
PRECISION CASTPARTS CORP.
Ticker: PCP Security ID: 740189105
Meeting Date: 08/12/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DON R. GRABER For For
1.2 Management DIRECTOR - LESTER L. LYLES For For
2 Management APPROVAL OF THE 2008 EMPLOYEE STOCK PURCHASE PLAN For For
3 Management APPROVAL OF AMENDMENTS TO THE 2001 STOCK INCENTIVE PLAN For For
4 Management RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM
- ----------------------------------------------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INC.
Ticker: PEG Security ID: 744573106
Meeting Date: 04/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - ALBERT R. GAMPER, JR. For For
1.2 Management DIRECTOR - CONRAD K. HARPER For For
1.3 Management DIRECTOR - SHIRLEY ANN JACKSON For For
1.4 Management DIRECTOR - DAVID LILLEY For For
1.5 Management DIRECTOR - THOMAS A. RENYI For For
1.6 Management DIRECTOR - HAK CHEOL SHIN For For
2 Management RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS For For
INDEPENDENT AUDITOR FOR THE YEAR 2009.
- ----------------------------------------------------------------------------------------------------------------------
QUESTAR CORPORATION
Ticker: STR Security ID: 748356102
Meeting Date: 05/19/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - KEITH O. RATTIE* For For
1.2 Management DIRECTOR - HARRIS H. SIMMONS* For For
1.3 Management DIRECTOR - M.W. SCOGGINS* For For
1.4 Management DIRECTOR - JAMES A. HARMON** For For
2 Management PROPOSAL TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE For For
COMPANY'S INDEPENDENT AUDITOR.
3 Management AMEND ARTICLES TO PROVIDE FOR THE ELIMINATION OF THE CLASSIFIED For For
BOARD STRUCTURE AND REMOVE THE REQUIREMENT TO HAVE 13 DIRECTORS.
4 Management AMEND ARTICLES OF INCORPORATION TO REMOVE AN OUTDATED STATUTORY For For
REFERENCE AND CLARIFY THE DIRECTOR LIABILITY STANDARD.
5 Management PROPOSAL TO AMEND QUESTAR CORPORATION'S ARTICLES OF INCORPORATION For For
TO INCREASE THE NUMBER OF AUTHORIZED SHARES FROM 360,000,000 TO
510,000,000 AND TO MAKE CERTAIN OTHER CLARIFYING CHANGES.
6 Management PROPOSAL TO AMEND QUESTAR CORPORATIONS ARTICLES OF INCORPORATION For For
TO ELIMINATE A LIMIT ON THE ISSUANCE OF PREFERRED STOCK.
7 Management PROPOSAL TO APPROVE PERFORMANCE METRICS AND AMENDMENTS TO THE For For
LONG-TERM CASH INCENTIVE PLAN.
8 Shareholder A SHAREHOLDER PROPOSAL TO UTILIZE A MAJORITY VOTING STANDARD IN For
UNCONTESTED DIRECTOR ELECTIONS.
9 Shareholder A SHAREHOLDER PROPOSAL TO HOLD AN ADVISORY VOTE ON EXECUTIVE For Against
COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------
R.R. DONNELLEY & SONS COMPANY
Ticker: RRD Security ID: 257867101
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: THOMAS J. QUINLAN, III For For
1B Management ELECTION OF DIRECTOR: STEPHEN M. WOLF For For
1C Management ELECTION OF DIRECTOR: LEE A. CHADEN For For
1D Management ELECTION OF DIRECTOR: E.V. (RICK) GOINGS For For
1E Management ELECTION OF DIRECTOR: JUDITH H. HAMILTON For For
1F Management ELECTION OF DIRECTOR: SUSAN M. IVEY For For
1G Management ELECTION OF DIRECTOR: THOMAS S. JOHNSON For For
1H Management ELECTION OF DIRECTOR: JOHN C. POPE For For
1I Management ELECTION OF DIRECTOR: MICHAEL T. RIORDAN For For
1J Management ELECTION OF DIRECTOR: OLIVER R. SOCKWELL For For
2 Management RATIFICATION OF THE COMPANY'S AUDITORS. For For
3 Shareholder STOCKHOLDER PROPOSAL WITH RESPECT TO A SUSTAINABLE FORESTRY Against For
REPORT.
4 Shareholder STOCKHOLDER PROPOSAL WITH RESPECT TO SPECIAL STOCKHOLDER For Against
MEETINGS.
- ----------------------------------------------------------------------------------------------------------------------
RAYTHEON COMPANY
Ticker: RTN Security ID: 755111507
Meeting Date: 05/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: VERNON E. CLARK For For
1B Management ELECTION OF DIRECTOR: JOHN M. DEUTCH For For
1C Management ELECTION OF DIRECTOR: FREDERIC M. POSES For For
1D Management ELECTION OF DIRECTOR: MICHAEL C. RUETTGERS For For
1E Management ELECTION OF DIRECTOR: RONALD L. SKATES For For
1F Management ELECTION OF DIRECTOR: WILLIAM R. SPIVEY For For
1G Management ELECTION OF DIRECTOR: LINDA G. STUNTZ For For
1H Management ELECTION OF DIRECTOR: WILLIAM H. SWANSON For For
2 Management RATIFICATION OF INDEPENDENT AUDITORS For For
3 Shareholder STOCKHOLDER PROPOSAL REGARDING ADVISORY VOTE ON EXECUTIVE For Against
COMPENSATION
4 Shareholder STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREOWNER MEETINGS For Against
5 Shareholder STOCKHOLDER PROPOSAL REGARDING CUMULATIVE VOTING Against For
6 Shareholder STOCKHOLDER PROPOSAL REGARDING ADOPTION OF HEALTH CARE REFORM For Against
PRINCIPLES
7 Shareholder STOCKHOLDER PROPOSAL REGARDING SUPPLEMENTAL EXECUTIVE RETIREMENT Against For
PLANS
- ----------------------------------------------------------------------------------------------------------------------
THE BOEING COMPANY
Ticker: BA Security ID: 97023105
Meeting Date: 04/27/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: JOHN H. BIGGS For For
1B Management ELECTION OF DIRECTOR: JOHN E. BRYSON For For
1C Management ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR. For For
1D Management ELECTION OF DIRECTOR: LINDA Z. COOK For For
1E Management ELECTION OF DIRECTOR: WILLIAM M. DALEY For For
1F Management ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN For For
1G Management ELECTION OF DIRECTOR: JOHN F. MCDONNELL For For
1H Management ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR. For For
1I Management ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI For For
2 Management AMENDMENT TO THE BOEING COMPANY 2003 INCENTIVE STOCK PLAN. For For
3 Management ADVISORY VOTE ON APPOINTMENT OF DELOITTE & TOUCHE LLP AS For For
INDEPENDENT AUDITOR.
4 Shareholder ADOPT CUMULATIVE VOTING. For Against
5 Shareholder REQUIRE ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION. For Against
6 Shareholder ADOPT HEALTH CARE PRINCIPLES. For Against
7 Shareholder PREPARE A REPORT ON FOREIGN MILITARY SALES. Against For
8 Shareholder REQUIRE AN INDEPENDENT LEAD DIRECTOR. For Against
9 Shareholder REQUIRE SHAREHOLDER APPROVAL OF FUTURE SEVERANCE ARRANGEMENTS. Against For
10 Shareholder REQUIRE DISCLOSURE OF POLITICAL CONTRIBUTIONS. For Against
- ----------------------------------------------------------------------------------------------------------------------
THE CHUBB CORPORATION
Ticker: CB Security ID: 171232101
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: ZOE BAIRD For For
1B Management ELECTION OF DIRECTOR: SHEILA P. BURKE For For
1C Management ELECTION OF DIRECTOR: JAMES I. CASH, JR. For For
1D Management ELECTION OF DIRECTOR: JOEL J. COHEN For For
1E Management ELECTION OF DIRECTOR: JOHN D. FINNEGAN For For
1F Management ELECTION OF DIRECTOR: KLAUS J. MANGOLD For For
1G Management ELECTION OF DIRECTOR: MARTIN G. MCGUINN For For
1H Management ELECTION OF DIRECTOR: LAWRENCE M. SMALL For For
1I Management ELECTION OF DIRECTOR: JESS SODERBERG For For
1J Management ELECTION OF DIRECTOR: DANIEL E. SOMERS For For
1K Management ELECTION OF DIRECTOR: KAREN HASTIE WILLIAMS For For
1L Management ELECTION OF DIRECTOR: JAMES M. ZIMMERMAN For For
1M Management ELECTION OF DIRECTOR: ALFRED W. ZOLLAR For For
2 Management TO APPROVE THE ADOPTION OF THE CHUBB CORPORATION LONG-TERM For For
INCENTIVE PLAN (2009).
3 Management TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT For For
AUDITOR.
- ----------------------------------------------------------------------------------------------------------------------
THE PNC FINANCIAL SERVICES GROUP, INC.
Ticker: PNC Security ID: 693475105
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: MR. BERNDT For For
1B Management ELECTION OF DIRECTOR: MR. BUNCH For For
1C Management ELECTION OF DIRECTOR: MR. CHELLGREN For For
1D Management ELECTION OF DIRECTOR: MR. CLAY For For
1E Management ELECTION OF DIRECTOR: MS. JAMES For For
1F Management ELECTION OF DIRECTOR: MR. KELSON For For
1G Management ELECTION OF DIRECTOR: MR. LINDSAY For For
1H Management ELECTION OF DIRECTOR: MR. MASSARO For For
1I Management ELECTION OF DIRECTOR: MS. PEPPER For For
1J Management ELECTION OF DIRECTOR: MR. ROHR For For
1K Management ELECTION OF DIRECTOR: MR. SHEPARD For For
1L Management ELECTION OF DIRECTOR: MS. STEFFES For For
1M Management ELECTION OF DIRECTOR: MR. STRIGL For For
1N Management ELECTION OF DIRECTOR: MR. THIEKE For For
1O Management ELECTION OF DIRECTOR: MR. USHER For For
1P Management ELECTION OF DIRECTOR: MR. WALLS For For
1Q Management ELECTION OF DIRECTOR: MR. WEHMEIER For For
2 Management APPROVAL OF THE PNC FINANCIAL SERVICES GROUP, INC. EMPLOYEE STOCK For For
PURCHASE PLAN AS AMENDED AND RESTATED AS OF JANUARY 1, 2009.
3 Management RATIFICATION OF THE AUDIT COMMITTEE'S SELECTION OF For For
PRICEWATERHOUSECOOPERS LLP AS PNC'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2009.
4 Management APPROVAL OF AN ADVISORY VOTE ON EXECUTIVE COMPENSATION. For For
5 Shareholder A SHAREHOLDER PROPOSAL REGARDING EQUITY OWNERSHIP, IF PROPERLY Against For
PRESENTED BEFORE THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY
Ticker: PG Security ID: 742718109
Meeting Date: 10/14/2008 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - KENNETH I. CHENAULT For For
1.2 Management DIRECTOR - SCOTT D. COOK For For
1.3 Management DIRECTOR - RAJAT K. GUPTA For For
1.4 Management DIRECTOR - A.G. LAFLEY For For
1.5 Management DIRECTOR - CHARLES R. LEE For For
1.6 Management DIRECTOR - LYNN M. MARTIN For For
1.7 Management DIRECTOR - W. JAMES MCNERNEY, JR. For For
1.8 Management DIRECTOR - JOHNATHAN A. RODGERS For For
1.9 Management DIRECTOR - RALPH SNYDERMAN, M.D. For For
1.1 Management DIRECTOR - MARGARET C. WHITMAN For For
1.11 Management DIRECTOR - PATRICIA A. WOERTZ For For
1.12 Management DIRECTOR - ERNESTO ZEDILLO For For
2 Management RATIFY APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC For For
ACCOUNTING FIRM
3 Management AMEND COMPANY'S AMENDED ARTICLES OF INCORPORATION TO ADOPT For For
MAJORITY VOTING
4 Shareholder SHAREHOLDER PROPOSAL #1 - ROTATE SITE OF ANNUAL MEETING Against For
5 Shareholder SHAREHOLDER PROPOSAL #2 - ADVISORY VOTE ON EXECUTIVE COMPENSATION For Against
- ----------------------------------------------------------------------------------------------------------------------
THE PROGRESSIVE CORPORATION
Ticker: PGR Security ID: 743315103
Meeting Date: 04/24/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: ROGER N. FARAH For For
1B Management ELECTION OF DIRECTOR: STEPHEN R. HARDIS For For
1C Management ELECTION OF DIRECTOR: NORMAN S. MATTHEWS For For
1D Management ELECTION OF DIRECTOR: BRADLEY T. SHEARES, PH.D. For For
2 Management PROPOSAL TO APPROVE AN AMENDMENT TO OUR CODE OF REGULATIONS TO For For
ESTABLISH PROCEDURES FOR SHAREHOLDERS TO MAKE PROPOSALS FOR
CONSIDERATION AT OUR ANNUAL MEETINGS OF SHAREHOLDERS (OTHER THAN
NOMINATIONS FOR DIRECTORS).
3 Management PROPOSAL TO APPROVE AN AMENDMENT TO OUR CODE OF REGULATIONS TO For For
REVISE THE EXISTING PROCEDURES RELATING TO SHAREHOLDER
NOMINATIONS OF DIRECTORS.
4 Management PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
- ----------------------------------------------------------------------------------------------------------------------
THE SHERWIN-WILLIAMS COMPANY
Ticker: SHW Security ID: 824348106
Meeting Date: 04/15/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - A.F. ANTON For For
1.2 Management DIRECTOR - J.C. BOLAND For For
1.3 Management DIRECTOR - C.M. CONNOR For For
1.4 Management DIRECTOR - D.F. HODNIK For For
1.5 Management DIRECTOR - S.J. KROPF For For
1.6 Management DIRECTOR - G.E. MCCULLOUGH For For
1.7 Management DIRECTOR - A.M. MIXON, III For For
1.8 Management DIRECTOR - C.E. MOLL For For
1.9 Management DIRECTOR - R.K. SMUCKER For For
2 Management VOTE TO RATIFY ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED For For
PUBLIC ACCOUNTING FIRM FOR 2009.
3 Shareholder SHAREHOLDER PROPOSAL RELATING TO MAJORITY VOTING. Against For
- ----------------------------------------------------------------------------------------------------------------------
THE STANLEY WORKS
Ticker: SWK Security ID: 854616109
Meeting Date: 04/23/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - PATRICK D. CAMPBELL For For
1.2 Management DIRECTOR - EILEEN S. KRAUS For For
1.3 Management DIRECTOR - LAWRENCE A. ZIMMERMAN For For
2 Management TO APPROVE ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE YEAR For For
2009.
3 Management TO APPROVE THE STANLEY WORKS 2009 LONG-TERM INCENTIVE PLAN. For For
4 Shareholder TO VOTE ON A SHAREHOLDER PROPOSAL URGING THE BOARD OF DIRECTORS Against For
TO TAKE THE NECESSARY STEPS TO REQUIRE THAT ALL MEMBERS OF THE
BOARD OF DIRECTORS BE ELECTED ANNUALLY.
- ----------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC.
Ticker: TJX Security ID: 872540109
Meeting Date: 06/02/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - JOSE B. ALVAREZ For For
1.2 Management DIRECTOR - ALAN M. BENNETT For For
1.3 Management DIRECTOR - DAVID A. BRANDON For For
1.4 Management DIRECTOR - BERNARD CAMMARATA For For
1.5 Management DIRECTOR - DAVID T. CHING For For
1.6 Management DIRECTOR - MICHAEL F. HINES For For
1.7 Management DIRECTOR - AMY B. LANE For For
1.8 Management DIRECTOR - CAROL MEYROWITZ For For
1.9 Management DIRECTOR - JOHN F. O'BRIEN For For
1.1 Management DIRECTOR - ROBERT F. SHAPIRO For For
1.11 Management DIRECTOR - WILLOW B. SHIRE For For
1.12 Management DIRECTOR - FLETCHER H. WILEY For For
2 Management APPROVAL OF AMENDMENTS TO AND PERFORMANCE TERMS OF THE STOCK For For
INCENTIVE PLAN.
3 Management RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP. For For
- ----------------------------------------------------------------------------------------------------------------------
THE TRAVELERS COMPANIES, INC.
Ticker: TRV Security ID: 8.94E+113
Meeting Date: 05/05/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: ALAN L. BELLER For For
1B Management ELECTION OF DIRECTOR: JOHN H. DASBURG For For
1C Management ELECTION OF DIRECTOR: JANET M. DOLAN For For
1D Management ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN For For
1E Management ELECTION OF DIRECTOR: JAY S. FISHMAN For For
1F Management ELECTION OF DIRECTOR: LAWRENCE G. GRAEV For For
1G Management ELECTION OF DIRECTOR: PATRICIA L. HIGGINS For For
1H Management ELECTION OF DIRECTOR: THOMAS R. HODGSON For For
1I Management ELECTION OF DIRECTOR: CLEVE L. KILLINGSWORTH, JR. For For
1J Management ELECTION OF DIRECTOR: ROBERT I. LIPP For For
1K Management ELECTION OF DIRECTOR: BLYTHE J. MCGARVIE For For
1L Management ELECTION OF DIRECTOR: LAURIE J. THOMSEN For For
2 Management PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS TRAVELERS' For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
3 Management TO RE-APPROVE THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER For For
TRAVELERS' AMENDED AND RESTATED 2004 STOCK INCENTIVE PLAN.
4 Shareholder SHAREHOLDER PROPOSAL RELATING TO POLITICAL CONTRIBUTIONS. For Against
- ----------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY
Ticker: DIS Security ID: 254687106
Meeting Date: 03/10/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: SUSAN E. ARNOLD For For
1B Management ELECTION OF DIRECTOR: JOHN E. BRYSON For For
1C Management ELECTION OF DIRECTOR: JOHN S. CHEN For For
1D Management ELECTION OF DIRECTOR: JUDITH L. ESTRIN For For
1E Management ELECTION OF DIRECTOR: ROBERT A. IGER For For
1F Management ELECTION OF DIRECTOR: STEVEN P. JOBS For For
1G Management ELECTION OF DIRECTOR: FRED H. LANGHAMMER For For
1H Management ELECTION OF DIRECTOR: AYLWIN B. LEWIS For For
1I Management ELECTION OF DIRECTOR: MONICA C. LOZANO For For
1J Management ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT For For
1K Management ELECTION OF DIRECTOR: JOHN E. PEPPER, JR. For For
1L Management ELECTION OF DIRECTOR: ORIN C. SMITH For For
2 Management TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSE- COOPERS LLP AS THE For For
COMPANY'S REGISTERED PUBLIC ACCOUNTANTS FOR 2009.
3 Management TO APPROVE THE AMENDMENT TO THE AMENDED AND RESTATED 2005 STOCK For For
INCENTIVE PLAN.
4 Management TO APPROVE THE TERMS OF THE AMENDED AND RESTATED 2002 EXECUTIVE For For
PERFORMANCE PLAN.
5 Shareholder TO APPROVE THE SHAREHOLDER PROPOSAL RELATING TO POLITICAL Against For
CONTRIBUTIONS REPORTING.
6 Shareholder TO APPROVE THE SHAREHOLDER PROPOSAL RELATING TO DEATH BENEFIT Against For
PAYMENTS.
7 Shareholder TO APPROVE THE SHAREHOLDER PROPOSAL RELATING TO SHAREHOLDER Against For
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
- ----------------------------------------------------------------------------------------------------------------------
TIME WARNER CABLE INC
Ticker: TWC Security ID: 88732J207
Meeting Date: 06/03/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: CAROLE BLACK For For
1B Management ELECTION OF DIRECTOR: GLENN A. BRITT For For
1C Management ELECTION OF DIRECTOR: THOMAS H. CASTRO For For
1D Management ELECTION OF DIRECTOR: DAVID C. CHANG For For
1E Management ELECTION OF DIRECTOR: JAMES E. COPELAND, JR. For For
1F Management ELECTION OF DIRECTOR: PETER R. HAJE For For
1G Management ELECTION OF DIRECTOR: DONNA A. JAMES For For
1H Management ELECTION OF DIRECTOR: DON LOGAN For For
1I Management ELECTION OF DIRECTOR: N.J. NICHOLAS, JR. For For
1J Management ELECTION OF DIRECTOR: WAYNE H. PACE For For
1K Management ELECTION OF DIRECTOR: EDWARD D. SHIRLEY For For
1L Management ELECTION OF DIRECTOR: JOHN E. SUNUNU For For
2 Management RATIFICATION OF AUDITORS For For
- ----------------------------------------------------------------------------------------------------------------------
TORCHMARK CORPORATION
Ticker: TMK Security ID: 891027104
Meeting Date: 04/30/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - DAVID L. BOREN For For
1.2 Management DIRECTOR - M. JANE BUCHAN For For
1.3 Management DIRECTOR - ROBERT W. INGRAM For For
1.4 Management DIRECTOR - PAUL J. ZUCCONI For For
2 Management RATIFICATION OF AUDITORS For For
3 Management AMENDMENT OF BY-LAWS TO PROVIDE FOR MAJORITY VOTING FOR DIRECTORS For For
AND ADVANCE NOTICE
- ----------------------------------------------------------------------------------------------------------------------
TRANSOCEAN INC
Ticker: RIG Security ID: G90073100
Meeting Date: 12/08/2008 Meeting Type: Special
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management APPROVAL OF THE MERGER TRANSACTION TO BE EFFECTED BY THE SCHEMES For For
OF ARRANGEMENT, ATTACHED TO THE ACCOMPANYING PROXY STATEMENT AS
ANNEX B.
2 Management APPROVAL OF THE MOTION TO ADJOURN THE MEETING TO A LATER DATE TO For For
SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT
THE TIME OF THE MEETING TO APPROVE THE MERGER TRANSACTION.
- ----------------------------------------------------------------------------------------------------------------------
UNITED STATES STEEL CORPORATION
Ticker: X Security ID: 912909108
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - FRANK J. LUCCHINO For For
1.2 Management DIRECTOR - SETH E. SCHOFIELD For For
1.3 Management DIRECTOR - JOHN P. SURMA For For
1.4 Management DIRECTOR - DAVID S. SUTHERLAND For For
2 Management APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM
- ----------------------------------------------------------------------------------------------------------------------
UNUM GROUP
Ticker: UNM Security ID: 91529Y106
Meeting Date: 05/22/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: PAMELA H. GODWIN For For
1B Management ELECTION OF DIRECTOR: THOMAS KINSER For For
1C Management ELECTION OF DIRECTOR: A.S. MACMILLAN, JR. For For
1D Management ELECTION OF DIRECTOR: EDWARD J. MUHL For For
2 Management THE RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS THE For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
2009.
- ----------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC.
Ticker: VZ Security ID: 92343V104
Meeting Date: 05/07/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: RICHARD L. CARRION For For
1B Management ELECTION OF DIRECTOR: M. FRANCES KEETH For For
1C Management ELECTION OF DIRECTOR: ROBERT W. LANE For For
1D Management ELECTION OF DIRECTOR: SANDRA O. MOOSE For For
1E Management ELECTION OF DIRECTOR: JOSEPH NEUBAUER For For
1F Management ELECTION OF DIRECTOR: DONALD T. NICOLAISEN For For
1G Management ELECTION OF DIRECTOR: THOMAS H. O'BRIEN For For
1H Management ELECTION OF DIRECTOR: CLARENCE OTIS, JR. For For
1I Management ELECTION OF DIRECTOR: HUGH B. PRICE For For
1J Management ELECTION OF DIRECTOR: IVAN G. SEIDENBERG For For
1K Management ELECTION OF DIRECTOR: JOHN W. SNOW For For
1L Management ELECTION OF DIRECTOR: JOHN R. STAFFORD For For
2 Management RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM
3 Management ADVISORY VOTE RELATED TO EXECUTIVE COMPENSATION For For
4 Management APPROVAL OF LONG-TERM INCENTIVE PLAN For For
5 Management APPROVAL OF SHORT-TERM INCENTIVE PLAN For For
6 Shareholder PROHIBIT GRANTING STOCK OPTIONS Against For
7 Shareholder SHAREHOLDER ABILITY TO CALL SPECIAL MEETING For Against
8 Shareholder SEPARATE OFFICES OF CHAIRMAN AND CEO For Against
9 Shareholder CUMULATIVE VOTING For Against
10 Shareholder SHAREHOLDER APPROVAL OF BENEFITS PAID AFTER DEATH Against For
- ----------------------------------------------------------------------------------------------------------------------
WAL-MART STORES, INC.
Ticker: WMT Security ID: 931142103
Meeting Date: 06/05/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: AIDA M. ALVAREZ For For
1B Management ELECTION OF DIRECTOR: JAMES W. BREYER For For
1C Management ELECTION OF DIRECTOR: M. MICHELE BURNS For For
1D Management ELECTION OF DIRECTOR: JAMES I. CASH, JR. For For
1E Management ELECTION OF DIRECTOR: ROGER C. CORBETT For For
1F Management ELECTION OF DIRECTOR: DOUGLAS N. DAFT For For
1G Management ELECTION OF DIRECTOR: MICHAEL T. DUKE For For
1H Management ELECTION OF DIRECTOR: GREGORY B. PENNER For For
1I Management ELECTION OF DIRECTOR: ALLEN I. QUESTROM For For
1J Management ELECTION OF DIRECTOR: H. LEE SCOTT, JR. For For
1K Management ELECTION OF DIRECTOR: ARNE M. SORENSON For For
1L Management ELECTION OF DIRECTOR: JIM C. WALTON For For
1M Management ELECTION OF DIRECTOR: S. ROBSON WALTON For For
1N Management ELECTION OF DIRECTOR: CHRISTOPHER J. WILLIAMS For For
1O Management ELECTION OF DIRECTOR: LINDA S. WOLF For For
2 Management RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT ACCOUNTANTS For For
3 Shareholder GENDER IDENTITY NON-DISCRIMINATION POLICY Against For
4 Shareholder PAY FOR SUPERIOR PERFORMANCE For Against
5 Shareholder ADVISORY VOTE ON EXECUTIVE COMPENSATION For Against
6 Shareholder POLITICAL CONTRIBUTIONS For Against
7 Shareholder SPECIAL SHAREOWNER MEETINGS Against For
8 Shareholder INCENTIVE COMPENSATION TO BE STOCK OPTIONS Against For
- ----------------------------------------------------------------------------------------------------------------------
WATSON PHARMACEUTICALS, INC.
Ticker: WPI Security ID: 942683103
Meeting Date: 05/08/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Management DIRECTOR - RONALD R. TAYLOR For For
1.2 Management DIRECTOR - ANDREW L. TURNER For For
1.3 Management DIRECTOR - JACK MICHELSON For For
2 Management RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2009
FISCAL YEAR.
- ----------------------------------------------------------------------------------------------------------------------
WELLPOINT, INC.
Ticker: WLP Security ID: 94973V107
Meeting Date: 05/20/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: LENOX D. BAKER, JR., M.D. For For
1B Management ELECTION OF DIRECTOR: SUSAN B. BAYH For For
1C Management ELECTION OF DIRECTOR: LARRY C. GLASSCOCK For For
1D Management ELECTION OF DIRECTOR: JULIE A. HILL For For
1E Management ELECTION OF DIRECTOR: RAMIRO G. PERU For For
2 Management TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR 2009.
3 Management TO APPROVE THE PROPOSED WELLPOINT INCENTIVE COMPENSATION PLAN. For For
4 Management TO APPROVE THE WELLPOINT EMPLOYEE STOCK PURCHASE PLAN. For For
5 Shareholder TO CONSIDER A SHAREHOLDER PROPOSAL CONCERNING AN ADVISORY For Against
RESOLUTION ON COMPENSATION OF NAMED EXECUTIVE OFFICERS IF
PROPERLY PRESENTED AT THE MEETING.
- ----------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY
Ticker: WFC Security ID: 949746101
Meeting Date: 04/28/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: JOHN D. BAKER II For For
1B Management ELECTION OF DIRECTOR: JOHN S. CHEN For For
1C Management ELECTION OF DIRECTOR: LLOYD H. DEAN For For
1D Management ELECTION OF DIRECTOR: SUSAN E. ENGEL For For
1E Management ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR. For For
1F Management ELECTION OF DIRECTOR: DONALD M. JAMES For For
1G Management ELECTION OF DIRECTOR: ROBERT L. JOSS For For
1H Management ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH For For
1I Management ELECTION OF DIRECTOR: RICHARD D. MCCORMICK For For
1J Management ELECTION OF DIRECTOR: MACKEY J. MCDONALD For For
1K Management ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN For For
1L Management ELECTION OF DIRECTOR: NICHOLAS G. MOORE For For
1M Management ELECTION OF DIRECTOR: PHILIP J. QUIGLEY For For
1N Management ELECTION OF DIRECTOR: DONALD B. RICE For For
1O Management ELECTION OF DIRECTOR: JUDITH M. RUNSTAD For For
1P Management ELECTION OF DIRECTOR: STEPHEN W. SANGER For For
1Q Management ELECTION OF DIRECTOR: ROBERT K. STEEL For For
1R Management ELECTION OF DIRECTOR: JOHN G. STUMPF For For
1S Management ELECTION OF DIRECTOR: SUSAN G. SWENSON For For
2 Management PROPOSAL TO APPROVE A NON-BINDING ADVISORY RESOLUTION REGARDING For For
THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVES.
3 Management PROPOSAL TO RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT For For
AUDITORS FOR 2009.
4 Management PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY'S LONG-TERM For For
INCENTIVE COMPENSATION PLAN.
5 Shareholder STOCKHOLDER PROPOSAL REGARDING A BY-LAWS AMENDMENT TO REQUIRE AN For Against
INDEPENDENT CHAIRMAN.
6 Shareholder STOCKHOLDER PROPOSAL REGARDING A REPORT ON POLITICAL For Against
CONTRIBUTIONS.
- ----------------------------------------------------------------------------------------------------------------------
XEROX CORPORATION
Ticker: XRX Security ID: 984121103
Meeting Date: 05/21/2009 Meeting Type: Annual
# Sponsor Proposal Vote Cast For/Against Mgmt.
1A Management ELECTION OF DIRECTOR: GLENN A. BRITT For For
1B Management ELECTION OF DIRECTOR: URSULA M. BURNS For For
1C Management ELECTION OF DIRECTOR: RICHARD J. HARRINGTON For For
1D Management ELECTION OF DIRECTOR: WILLIAM CURT HUNTER For For
1E Management ELECTION OF DIRECTOR: ROBERT A. MCDONALD For For
1F Management ELECTION OF DIRECTOR: ANNE M. MULCAHY For For
1G Management ELECTION OF DIRECTOR: N.J. NICHOLAS, JR. For For
1H Management ELECTION OF DIRECTOR: CHARLES PRINCE For For
1I Management ELECTION OF DIRECTOR: ANN N. REESE For For
1J Management ELECTION OF DIRECTOR: MARY AGNES WILDEROTTER For For
2 Management RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
2009.
WRIGHT INTERNATIONAL BLUE CHIP EQUITIES FUND
- ----------------------------------------------------------------------------------------------------------------------
A.P. MOELLER - MAERSK A/S
Ticker: Security ID: DK0010244508
Meeting Date: 04/30/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THESE SHARES HAVE NO VOTING RIGHTS, SHOULD YOU
WISH TO ATTEND THE MEETING PERSONALLY, YOU MAY APPLY FOR AN
ENTRANCE CARD BY CONTACTING YOUR CLIENT REPRESENTATIVE. THANK
YOU.
a. Non-Voting RECEIVE THE REPORT ON THE COMPANY'S ACTIVITIES DURING THE PAST FY
b. Non-Voting SUBMISSION OF THE AUDITED ANNUAL REPORT FOR ADOPTION
c. Non-Voting RESOLUTION TO GRANT DISCHARGE TO THE DIRECTORS
d. Non-Voting RESOLUTION ON APPROPRIATION OF PROFIT, INCLUDING THE AMOUNT OF
DIVIDENDS, OR C-OVERING OF LOSS IN ACCORDANCE WITH THE ADOPTED
ANNUAL REPORT AND PAYMENT OF A DIVIDEND OF DKK 650 PER SHARE OF
DKK 1,000
e. Non-Voting RESOLUTION ON AUTHORITY TO ACQUIRE OWN SHARES; THE BOARD PROPOSES
THAT IN THE PERIOD UNTIL THE NEXT AGM, THE BOARD IS AUTHORIZED
TO ALLOW THE COMPANY TO ACQUIRE OWN SHARES OF A NOMINAL VALUE
UP TO 10% OF THE COMPANY'S SHARE CAPITAL, ACCORDING TO THE
DANISH COMPANIES ACT, ARTICLE 48; THE PURCHASE PRICE MUST
NOT DEVIATE BY MORE THAN 10% FROM THE PRICE QUOTED ON NASDAQ OMX
COPENHAGEN A/S ON THE DATE OF THE PURCHASE; [AUTHORITY IN FORCE
UNTIL THE COMPANY'S NEXT AGM]
f. Non-Voting ANY REQUISITE ELECTION OF MEMBERS FOR THE BOARD OF DIRECTORS; RE-
ELECT MESSRS.MICHAEL PRAM RASMUSSEN, JAN TOPHOLM, LEISE MAERSK
MCKINNEY MOLLER AND NIELS JACOBSEN AS THE BOARD OF DIRECTORS
g. Non-Voting ELECTION OF THE AUDITORS; RE-ELECT KPMG STATSAUTORISERET
REVISIONSPARTNERSELSK-AB AND GRANT THORNTON STATSAUTORISERET
REVISIONSAKTIESELSKAB AS THE AUDITORS OF THE COMPANY
h. Non-Voting DELIBERATION OF ANY PROPOSALS SUBMITTED BY THE BOARD OF DIRECTORS
OR BY SHAREHOLDERS
- ----------------------------------------------------------------------------------------------------------------------
ABB LTD
Ticker: Security ID: CH0012221716
Meeting Date: 05/05/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 559593 DUE TO
CHANGE IN VOTING STATUS OF RESOLUTION 1. ALL VOTES RECEIVED ON
THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK YOU.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOUNTS.
Non-Voting PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE SENT
UNDER MEETING 525721, INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE NOTIFIED TO THE COMPANY
REGISTRAR AS BENEFICIAL OWNER BEFORE THE REREGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS THAT ARE SUBMITTED
AFTER THE CUTOFF DATE WILL BE PROCESSED ON A BEST EFFORT BASIS.
THANK YOU.
Non-Voting IF YOUR SHARES ARE HELD BY SEB SWEDEN, PLEASE BE ADVISED THAT
THERE IS A SPECIAL PROCEDURE THAT WILL APPLY TO THIS MEETING.
SEB SWEDEN WILL REGISTER YOUR SHARES BUT WILL NOT ATTEND THE
MEETING ON BEHALF OF YOU. YOU ARE REQUIRED TO ATTEND OR SEND A
REPRESENTATIVE TO THE MEETING. YOU CAN CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE FOR MORE DETAILS. THANK YOU.
1. Non-Voting RECEIVE THE ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS,
ANNUAL FINANCIAL STATEMENTS AND THE AUDITORS' REPORTS
2.1 Management APPROVE THE ANNUAL REPORT, THE CONSOLIDATED FINANCIAL STATEMENTS, No Action
AND THE ANNUAL FINANCIAL STATEMENTS FOR 2008
2.2 Management RECEIVE THE REMUNERATION REPORT [AS PER PAGES 49 55 OF THE ANNUAL No Action
REPORT]
3. Management GRANT DISCHARGE TO THE BOARD OF DIRECTORS AND THE MANAGEMENT No Action
4. Management APPROVE TO RELEASE CHF 650,000,000 OF THE LEGAL RESERVES AND No Action
ALLOCATE THOSE RELEASED RESERVES TO OTHER RESERVES AND TO CARRY
FORWARD THE AVAILABLE EARNINGS IN THE AMOUNT OF CHF
2,555,479,132
5. Management APPROVE TO RENEW ABB LTD S AUTHORIZED SHARE CAPITAL IN AN AMOUNT No Action
NOT TO EXCEED CHF 404,000,000, ENABLING THE ISSUANCE OF UP TO
200,000,000 ABB LTD SHARES WITH A NOMINAL VALUE OF CHF 2.02,
EACH BY NOT LATER THAN 05 MAY 2011, BY AMENDING THE ARTICLES OF
INCORPORATION WITH A NEW ARTICLE 4TER
6. Management APPROVE: TO REDUCE THE SHARE CAPITAL OF CHF 4,692,041,526.70 BY No Action
CHF 1,114,940,560.80 TO CHF 3,577,100,965.90 BY WAY OF REDUCING
THE NOMINAL VALUE OF THE REGISTERED SHARES FROM CHF 2.02 BY CHF
0.48 TO CHF 1.54 AND TO USE THE NOMINAL VALUE REDUCTION AMOUNT
FOR REPAYMENT TO THE SHAREHOLDERS; B) TO CONFIRM AS A RESULT OF
THE REPORT OF THE AUDITORS, THAT THE CLAIMS OF THE CREDITORS ARE
FULLY COVERED NOTWITHSTANDING THE CAPITAL REDUCTION; C) TO AMEND
ARTICLE 4 PARAGRAPH1 OF THE ARTICLES OF INCORPORATION ACCORDING
TO THE SPECIFIED WORDS AS PER THE DATE OF THE ENTRY OF THE
CAPITAL REDUCTION IN THE COMMERCIAL REGISTER ARTICLE 4 PARAGRAPH
1; THE SHARE CAPITAL OF THE COMPANY IS CHF 3,577,100,965.90 AND
IS
DIVIDED INTO 2,322,792,835 FULLY PAID REGISTERED SHARES; EACH
SHARE HAS A PAR VALUE OF CHF 1.54; AND D) TO AMEND ARTICLE 4BIS
PARAGRAPHS.1 AND 4, AND ARTICLE 4TER PARAGRAPH 1 OF THE ARTICLES
OF INCORPORATION, CORRESPONDINGLY REFLECTING THE REDUCED NOMINAL
VALUE OF THE REGISTERED SHARES FROM CHF 2.02 BY CHF 0.48 TO CHF
1.54, AS PER THE DATE OF THE ENTRY OF THE CAPITAL REDUCTION IN
THE COMMERCIAL REGISTER
7. Management APPROVE TO MODIFY THE BY-LAWS ACCORDING TO THE REDUCTION OF THE No Action
SHARE CAPITAL
8.1 Management ELECT MR. HUBERTUS VON GRUENBERG AS A MEMBER OF THE BOARD OF No Action
DIRECTORS
8.2 Management ELECT MR. ROGER AGNELLI AS A MEMBER OF THE BOARD OF DIRECTORS No Action
8.3 Management ELECT MR. LOUIS R. HUGHES AS A MEMBER OF THE BOARD OF DIRECTORS No Action
8.4 Management ELECT MR. HANS ULRICH MAERKI AS A MEMBER OF THE BOARD OF No Action
DIRECTORS
8.5 Management ELECT MR. MICHEL DE ROSEN AS A MEMBER OF THE BOARD OF DIRECTORS No Action
8.6 Management ELECT MR. MICHAEL TRESCHOW AS A MEMBER OF THE BOARD OF DIRECTORS No Action
8.7 Management ELECT MR. BERND W. VOSS AS A MEMBER OF THE BOARD OF DIRECTORS No Action
8.8 Management ELECT MR. JACOB WALLENBERG AS A MEMBER OF THE BOARD OF DIRECTORS No Action
9. Management ELECT ERNST & YOUNG AG AS THE AUDITORS FOR FY 2009 No Action
- ----------------------------------------------------------------------------------------------------------------------
ACCIONA S A
Ticker: Security ID: ES0125220311
Meeting Date: 06/03/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE
WILL BE A SECOND CALL ON 04 JUN 2009. CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
1. Management APPROVE THE ANNUAL ACCOUNTS OF THE COMPANY AND THE CONSOLIDATED For For
GROUP OF 2008
2. Management APPROVE THE MANAGEMENT REPORT AND THE BOARD OF DIRECTORS For For
MANAGEMENT REPORT
3. Management APPROVE THE APPLICATION OF THE RESULT OF THE YEAR 2008 For For
4. Management RE-ELECT THE AUDITORS For For
5. Management APPROVE THE RENEWAL OF THE BOARD OF DIRECTORS For For
6. Management APPROVE THE DIRECTOR'S REMUNERATION INCLUDING THE BOARD OF For For
DIRECTORS CONSISTING OF PART OF THEIR VARIABLE SALARY IN SHARES
AND IN PREFERMENT SUBSCRIPTION RIGHTS AND THE ADJUDICATION IN
2008
7. Management APPROVE THE ACQUISITION OF DERIVATED OWN SHARES LEAVING WITHOUT For For
EFFECT THE PREVIOUS AUTHORIZATION IN THE OGM OF 2008 AND DESTINE
PART OF THE SHARES TOTAL OR PARCIALLY TO THE RETRIBUTIONS PLAN
8. Management APPROVE THE DELEGATION TO THE BOARD OF DIRECTORS OF THE FACULTY For For
OF INCREASE THE SOCIAL CAPITAL UNTIL AN IMPORT OF 31,775,000
EUROS WITH THE FACULTY OF EXCLUDE TOTALLY OR PARCIALLY THE
PREFERENT SUBSCRIPTION RIGHT
9. Management APPROVE THE DELEGATION TO THE BOARD OF DIRECTOR TO ISSUE BONDS For For
PROMISSORY NOTES AND OTHER FIXED INCOME OR WARRANTS WITH A LIMIT
OF 2,600,000,000 EUROS EXCLUDING THE PROMISSORY NOTES THAT WILL
HAVE A LIMIT OF 1,000,000,000 EUROS
10. Management APPROVE THE DELEGATION OF POWERS TO THE BOARD For For
- ----------------------------------------------------------------------------------------------------------------------
ADECCO SA, CHESEREX
Ticker: Security ID: CH0012138605
Meeting Date: 05/13/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOUNTS.
1. Registration TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST BE NOTIFIED TO No Action
THE COMPANY REGISTRAR AS BENEFICIAL OWNER BEFORE THE RECORD
DATE. PLEASE ADVISE US NOW IF YOU INTEND TO VOTE. NOTE THAT THE
COMPANY REGISTRAR HAS DISCRETION OVER GRANTING VOTING RIGHTS.
ONCE THE AGENDA IS AVAILABLE, A SECOND NOTIFICATION WILL BE
ISSUED REQUESTING YOUR VOTING INSTRUCTIONS
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ACTUAL
RECORD DATE. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
ADECCO SA, CHESEREX
Ticker: Security ID: CH0012138605
Meeting Date: 05/13/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOUNTS.
Non-Voting PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE SENT
UNDER MEETING 562845, INCLUDING THE AGENDA. TO BE ELIGIBLE TO
VOTE AT THE UPCOMING MEETING, YOUR SHARES MUST BE RE-REGISTERED
FOR THIS MEETING. IN ADDITION, YOUR NAME MAYBE PROVIDED TO THE
COMPANY REGISTRAR AS BENEFICIAL OWNER. PLEASE CONTACT
YOUR GLOBAL CUSTODIAN OR YOUR CLIENT SERVICE REPRESENTATIVE IF
YOU HAVE ANY QUESTIONS OR TO FIND OUT WHETHER YOUR SHARES HAVE
BEEN RE-REGISTERED FOR THIS MEETING. THANK YOU.
1. Management APPROVE THE ANNUAL REPORT 2008 No Action
2. Management APPROVE THE APPROPRIATION OF RETAINED EARNINGS No Action
3. Management GRANT DISCHARGE TO THE MEMBERS OF THE BOARD OF DIRECTORS No Action
4.1 Management RE-ELECT MR. JAKOB BAER No Action
4.2 Management RE-ELECT MR. ROLF DOERIG No Action
4.3 Management RE-ELECT MR. ANDREAS JACOBS No Action
4.4 Management RE-ELECT MR. FRANCIS MER No Action
4.5 Management RE-ELECT MR. THOMAS O. NEILL No Action
4.6 Management RE-ELECT MR. DAVID PRINCE No Action
4.7 Management RE-ELECT MRS. WANDA RAPACZYNSKI No Action
4.8 Management RE-ELECT MRS. JUDITH A. SPRIESER No Action
5. Management RE-ELECT THE AUDITORS ERNST AND YOUNG LIMITED, ZURICH No Action
6. Management APPROVE THE ADAPTATION OF THE ARTICLES OF INCORPORATION TO No Action
STATUTORY REVISIONS
7. Management APPROVE THE SHARE BUYBACK PROGRAM No Action
- ----------------------------------------------------------------------------------------------------------------------
AISIN SEIKI CO.,LTD.
Ticker: Security ID: JP3102000001
Meeting Date: 06/19/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2 Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
3.12 Management APPOINT A DIRECTOR For For
3.13 Management APPOINT A DIRECTOR For For
3.14 Management APPOINT A DIRECTOR For For
3.15 Management APPOINT A DIRECTOR For For
3.16 Management APPOINT A DIRECTOR For For
3.17 Management APPOINT A DIRECTOR For For
3.18 Management APPOINT A DIRECTOR For For
3.19 Management APPOINT A DIRECTOR For For
4 Management APPOINT A CORPORATE AUDITOR For For
5 Management APPROVE ISSUANCE OF SHARE ACQUISITION RIGHTS AS STOCK OPTIONS For For
6 Management APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR CORPORATE AUDITORS For For
- ----------------------------------------------------------------------------------------------------------------------
ALPHA BANK SA, ATHENS
Ticker: Security ID: GRS015013006
Meeting Date: 01/12/2009 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE TO INCREASE OF THE SHARE CAPITAL IN ACCORDANCE WITH LAW No Action
3723/2008, FOREGOING PREEMPTIVE RIGHTS OF EXISTING SHAREHOLDERS
BY THE ISSUANCE AND DISTRIBUTION OF NEW MATERIAL REDEEMABLE
PREFERRED SHARES WITHOUT VOTING RIGHTS; AUTHORIZE THE BOARD OF
DIRECTORS TO DEFINE THE TERMS OF THE PREFERRED SHARES; AMEND THE
ARTICLE 5 OF THE BANK'S ARTICLES OF INCORPORATION TO INCLUDE THE
SHARE CAPITAL INCREASE AND ADAPTATION TO LAW 3723/2008
2. Management AMEND THE NUMBER OF BOARD OF DIRECTORS AND ARTICLE 7 OF THE No Action
BANK'S ARTICLES OF INCORPORATION
3. Management ELECT A NEW MEMBER OF BOARD OF DIRECTORS IN APPLICATION OF LAW No Action
3723/2008
- ----------------------------------------------------------------------------------------------------------------------
ANGLO AMERICAN PLC, LONDON
Ticker: Security ID: GB00B1XZS820
Meeting Date: 04/15/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE REPORT AND ACCOUNTS For For
2. Management RE-ELECT MR. DAVID CHALLEN For For
3. Management RE-ELECT MR. CHRIS FAY For For
4. Management RE-ELECT SIR ROB MARGETTS For For
5. Management RE-ELECT SIR MARK MOODY STUART For For
6. Management RE-ELECT MR. FRED PHASWANA For For
7. Management RE-ELECT MR. MAMPHELA RAMPHELE For For
8. Management RE-ELECT MR. PETER WOICKE For For
9. Management RE-APPOINT DELOITTE LLP AS THE AUDITORS For For
10. Management AUTHORIZE THE DIRECTORS TO DETERMINE THE AUDITORS REMUNERATION For For
11. Management APPROVE THE REMUNERATION REPORT For For
12. Management AUTHORIZE THE DIRECTORS TO ALLOT SHARES For For
S.13 Management APPROVE TO DISAPPLY PRE EMPTION RIGHTS For For
S.14 Management GRANT AUTHORITY TO THE PURCHASE OF OWN SHARES For For
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF AUDITOR'S
NAME. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
ASTELLAS PHARMA INC.
Ticker: Security ID: JP3942400007
Meeting Date: 06/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
4. Management APPROVE PAYMENT OF BONUSES TO DIRECTORS For For
5. Management PROVISION OF REMUNERATION TO DIRECTORS FOR STOCK OPTION SCHEME AS For For
STOCK-LINKED COMPENSATION PLAN
- ----------------------------------------------------------------------------------------------------------------------
ASTRAZENECA PLC, LONDON
Ticker: Security ID: GB0009895292
Meeting Date: 04/30/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ''IN FAVOR" OR
"AGAINST" FOR-BELOW RESOLUTIONS. THANK YOU.
1. Management RECEIVE THE COMPANY'S ACCOUNTS AND THE REPORTS OF THE DIRECTORS For For
AND THE AUDITOR FOR THE YE 31 DEC 2008
2. Management APPROVE TO CONFIRM THE FIRST INTERIM DIVIDEND OF USD 0.55 [27.8 For For
PENCE, 3.34 SEK] PER ORDINARY SHARE AND CONFIRM THE FINAL
DIVIDEND FOR 2008, THE SECOND INTERIM DIVIDEND OF USD 1.50
[104.8 PENCE, SEK 12.02] PER ORDINARY SHARE
3. Management RE-APPOINT KPMG AUDIT PLC, LONDON AS THE AUDITOR For For
4. Management AUTHORIZE THE DIRECTORS TO AGREE THE REMUNERATION OF THE AUDITOR For For
5.A Management ELECT MR. LOUIS SCHWEITZER AS A DIRECTOR IN ACCORDANCE WITH For For
ARTICLE 65 OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL
RETIRE AT THE AGM IN 2010
5.B Management ELECT MR. DAVID BRENNAN AS A DIRECTOR IN ACCORDANCE WITH ARTICLE For For
65 OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL RETIRE AT
THE AGM IN 2010
5.C Management ELECT MR. SIMON LOWTH AS A DIRECTOR IN ACCORDANCE WITH ARTICLE 65 For For
OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL RETIRE AT THE
AGM IN 2010
5.D Management ELECT MR. BO ANGELIN AS A DIRECTOR IN ACCORDANCE WITH ARTICLE 65 For For
OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL RETIRE AT THE
AGM IN 2010
5.E Management ELECT MR. JOHN BUCHANAN AS A DIRECTOR IN ACCORDANCE WITH ARTICLE For For
65 OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL RETIRE AT
THE AGM IN 2010
5.F Management ELECT MR. JEAN PHILIPPE COURTOIS AS A DIRECTOR IN ACCORDANCE WITH For For
ARTICLE 65 OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL
RETIRE AT THE AGM IN 2010
5.G Management ELECT MR. JANE HENNEY AS A DIRECTOR IN ACCORDANCE WITH ARTICLE 65 For For
OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL RETIRE AT THE
AGM IN 2010
5.H Management ELECT MR. MICHELE HOOPER AS A DIRECTOR IN ACCORDANCE WITH ARTICLE For For
65 OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL RETIRE AT
THE AGM IN 2010
5.I Management ELECT MR. RUDY MARKHAM AS A DIRECTOR IN ACCORDANCE WITH ARTICLE For For
65 OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL RETIRE AT
THE AGM IN 2010
5.J Management ELECT MS. DAME NANCY ROTHWELL AS A DIRECTOR IN ACCORDANCE WITH For For
ARTICLE 65 OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL
RETIRE AT THE AGM IN 2010
5.K Management ELECT MS. JOHN VARLEY AS A DIRECTOR IN ACCORDANCE WITH ARTICLE 65 For For
OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL RETIRE AT THE
AGM IN 2010
5.L Management ELECT MR. MARCUS WALLENBERG AS A DIRECTOR IN ACCORDANCE WITH For For
ARTICLE 65 OF THE COMPANY'S ARTICLES OF ASSOCIATION, WHO WILL
RETIRE AT THE AGM IN 2010
6. Management APPROVE THE DIRECTORS' REMUNERATION REPORT FOR THE YE 31 DEC 2008 For For
7. Management AUTHORIZE THE COMPANY AND MAKE DONATIONS TO POLITICAL PARTIES TO For For
MAKE DONATIONS TO POLITICAL ORGANIZATIONS OTHER THAN POLITICAL
PARTIES; AND INCUR POLITICAL EXPENDITURE DURING THE PERIOD
COMMENCING ON THE DATE OF THIS RESOLUTION AND ENDING ON THE DATE
THE OF THE COMPANY'S AGM, PROVIDED THAT IN EACH CASE ANY SUCH
DONATION AND EXPENDITURE MADE BY THE COMPANY OR BY ANY SUCH
SUBSIDIARY SHALL NOT EXCEED USD 250,000 PER COMPANY AND TOGETHER
WITH THOSE MADE BY ANY SUBSIDIARY AND THE COMPANY SHALL NOT
EXCEED IN AGGREGATE USD 250,000, AS SPECIFIED
8. Management AUTHORIZE THE DIRECTOR TO ALLOT NEW SHARES BY ARTICLE 7.1 OF THE For For
COMPANY'S ARTICLE OF ASSOCIATION RENEWED BY THE PERIOD
COMMENCING ON THE DATE OF THE AGM OF THE COMPANY IN 2010 OR, IF
EARLIER , ON 30 JUN 2010, AND SUCH PERIOD THE SECTION 80 AMOUNT
SHALL BE USD 120,636,176
S.9 Management TO AUTHORISE THE DIRECTORS TO DISAPPLY PRE-EMPTION RIGHTS. For For
S.10 Management AUTHORIZE THE COMPANY FOR THE PURPOSE OF SECTION 166 OF THE For For
COMPANIES ACT 1985, TO MAKE MARKET PURCHASES [SECTION 163 OF THE
COMPANIES ACT 1985] OF ORDINARY SHARES OF USD 0.25 EACH IN THE
CAPITAL OF THE COMPANY PROVIDED THAT: THE MAXIMUM NUMBER OF
SHARES WHICH MAY BE PURCHASED IS 144,763,412 THE MINIMUM PRICE
[EXCLUSIVE OF EXPENSES] WHICH MAY BE PAID FOR SHARE IS USD 0.25
THE MAXIMUM PRICE WHICH MAY BE PAID FOR A SHARE IS AN AMOUNT
EQUAL TO 105% OF THE AVERAGE OF THE MIDDLE MARKET VALUES OF THE
COMPANY'S ORDINARY SHARES AS DERIVED FROM THE DAILY OFFICIAL
LIST OF THE LONDON STOCK EXCHANGE FOR THE 5 BUSINESS DAYS
IMMEDIATELY PRECEDING THE DAY ON WHICH SUCH SHARE IS CONTRACTED
TO BE PURCHASED [AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION
OF THE AGM OF THE COMPANY IN 2010 OR 30 JUN 2010]; EXCEPT IN
RELATION TO THE PURCHASE OF SHARES THE CONTRACT FOR WHICH WAS
CONCLUDED BEFORE THE EXPIRY OF SUCH AUTHORITY AND WHICH MIGHT BE
EXECUTED WHOLLY OR PARTLY AFTER SUCH EXPIRY
- ----------------------------------------------------------------------------------------------------------------------
AXA SA, PARIS
Ticker: Security ID: FR0000120628
Meeting Date: 04/30/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 504193 DUE TO
ADDITION OF RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY,PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
O.1 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.2 Management APPROVE TO ACCEPT THE CONSOLIDATED FINANCIAL STATEMENTS AND For For
STATUTORY REPORTS
O.3 Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.40 PER For For
SHARE
O.4 Management APPROVE THE AUDITORS' SPECIAL REPORT REGARDING RELATED-PARTY For For
TRANSACTIONS
O.5 Management RE-ELECT MR. JACQUES DE CHATEAUVIEUX AS THE SUPERVISORY BOARD For For
MEMBER
O.6 Management RE-ELECT MR. ANTHONY HAMILTON AS A SUPERVISORY BOARD MEMBER For For
O.7 Management RE-ELECT MR. MICHEL PEBEREAU AS A SUPERVISORY BOARD MEMBER For For
O.8 Management RE-ELECT MR. DOMINIQUE REINICHE AS A SUPERVISORY BOARD MEMBER For For
O.9 Management ELECT MR. RAMON DE OLIVEIRA AS A SUPERVISORY BOARD MEMBER For For
O.10 Management GRANT AUTHORITY TO THE REPURCHASE OF UP TO 10 % OF ISSUED SHARE For For
CAPITAL
E.11 Management GRANT AUTHORITY TO THE CAPITALIZATION OF RESERVES OF UP TO EUR 1 For For
BILLION FOR BONUS ISSUE OR INCREASE IN PAR VALUE
E.12 Management GRANT AUTHORITY TO THE ISSUANCE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT
OF EUR 2 BILLION
E.13 Management GRANT AUTHORITY TO THE ISSUANCE OF EQUITY OR EQUITY- LINKED For For
SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL
AMOUNT OF EUR 1 BILLION
E.14 Management AUTHORIZE THE BOARD TO SET ISSUE PRICE FOR 10 % OF ISSUED CAPITAL For For
PURSUANT TO ISSUE AUTHORITY WITHOUT PREEMPTIVE RIGHTS
E.15 Management AUTHORIZE THE BOARD TO INCREASE CAPITAL IN THE EVENT OF For For
ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER
VOTE ITEMS 12 TO 14 AND 16 TO 18
E.16 Management GRANT AUTHORITY TO THE CAPITAL INCREASE OF UP TO EUR 1 BILLION For For
FOR FUTURE EXCHANGE OFFERS
E.17 Management GRANT AUTHORITY TO THE CAPITAL INCREASE OF UP TO 10 % OF ISSUED For For
CAPITAL FOR FUTURE ACQUISITIONS
E.18 Management GRANT AUTHORITY TO THE ISSUANCE OF EQUITY UPON CONVERSION OF A For For
SUBSIDIARY'S EQUITY-LINKED SECURITIES FOR UP TO EUR 1 BILLION
E.19 Management APPROVE THE ISSUANCE OF SECURITIES CONVERTIBLE INTO DEBT For For
E.20 Management APPROVE THE EMPLOYEE STOCK PURCHASE PLAN For For
E.21 Management APPROVE THE STOCK PURCHASE PLAN RESERVED FOR EMPLOYEES OF For For
INTERNATIONAL SUBSIDIARIES
E.22 Management APPROVE THE REDUCTION IN SHARE CAPITAL VIA CANCELLATION OF For For
REPURCHASED SHARES
E.23 Management GRANT AUTHORITY TO THE ISSUANCE OF PREFERRED STOCK IN FAVOR OF For For
AXA ASSURANCES IARD MUTUELLE AND AXA ASSURANCES VIE MUTUELLE FOR
UP TO AGGREGATE NOMINAL AMOUNT OF EUR 1 BILLION
E.24 Management GRANT AUTHORITY TO THE ISSUANCE OF PREFERRED STOCK WITH For For
PREEMPTIVE RIGHTS FOR UP TO AGGREGATE NOMINAL AMOUNT OF EUR 1
BILLION
E.25 Management GRANT AUTHORITY TO THE ISSUANCE OF PREFERRED STOCK WITHOUT For For
PREEMPTIVE RIGHTS FOR UP TO AGGREGATE NOMINAL AMOUNT OF EUR 1
BILLION
E.26 Management ADOPT THE NEW ARTICLES OF ASSOCIATION, PURSUANT TO ITEMS 23 For For
THROUGH 25
E.27 Management GRANT AUTHORITY TO THE FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
- ----------------------------------------------------------------------------------------------------------------------
BAE SYS PLC
Ticker: Security ID: GB0002634946
Meeting Date: 05/06/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE TO RECEIPT THE REPORT AND THE ACCOUNTS For For
2. Management APPROVE THE DIRECTORS' REMUNERATION REPORT For For
3. Management APPROVE THE PAYMENT OF THE FINAL DIVIDEND For For
4. Management RE-ELECT MR. PHILIP CARROLL AS A DIRECTOR For For
5. Management RE-ELECT MR. IAN KING AS A DIRECTOR For For
6. Management RE-ELECT MR. ROBERTO QUARTA AS A DIRECTOR For For
7. Management RE-ELECT MR. GEORGE ROSE AS A DIRECTOR For For
8. Management ELECT MR. CARL SYMON AS A DIRECTOR For For
9. Management RE-APPOINT KPMG AUDT PLC AS THE AUDITOR OF THE COMPANY For For
10. Management AUTHORIZE THE AUDIT COMMITTEE TO FIX REMUNERATION OF AUDITORS For For
11. Management AUTHORIZE THE COMPANY AND ITS SUBSIDIARIES TO MAKE EU POLITICAL For For
DONATIONS TO POLITICAL PARTIES AND/ OR INDEPENDENT ELECTION
CANDIDATES, TO POLITICAL ORGANIZATIONS OTHER THAN POLITICAL
PARTIES AND TO INCUR EU POLITICAL EXPENDITURE UP TO GBP 100,000
12. Management APPROVE TO INCREASE THE AUTHORIZED SHARE CAPITAL FROM GBP For For
188,750,001 TO GBP 218,750,001
13. Management GRANT AUTHORITY TO ISSUE OF EQUITY OR EQUITY-LINKED SECURITIES For For
WITH PRE-EMPTIVE RIGHTS UNDER A GENERAL AUTHORITY UP TO
AGGREGATE NOMINAL AMOUNT OF GBP 29,396,313 AND AN ADDITIONAL
AMOUNT PURSUANT TO RIGHTS ISSUE OF UP TO GBP 29,396,313
s.14 Management APPROVE, SUBJECT TO THE PASSING OF RESOLUTION 13, GRANT AUTHORITY For For
TO ISSUE OF EQUITY OR EQUITY-LINKED SECURITIES WITHOUT
PRE-EMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF GBP
4,409,888
s.15 Management GRANT AUTHORITY OF 352,791,045 ORDINARY SHARES FOR MARKET For For
PURCHASE
s.16 Management AMEND THE ARTICLES OF ASSOCIATION BY DELETING ALL THE PROVISIONS For For
OF THE COMPANY'S MEMORANDUM OF ASSOCIATION WHICH, BY VIRTUE OF
SECTION 28 OF THE COMPANIES ACT OF 2006, ARE TO BE TREATED AS
PROVISIONS OF THE COMPANY'S ARTICLES OF ASSOCIATION
s.17 Management APPROVE THE GENERAL MEETING OTHER THAN AN AGM MAY BE CALLED ON For For
NOT LESS THAN 14 CLEAR DAYS NOTICE
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF AMOUNTS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
BANCO BILBAO VIZCAYA ARGENTARIA SA, BILBAO
Ticker: Security ID: ES0113211835
Meeting Date: 03/12/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE
WILL BE A SE-COND CALL ON 13 MAR 2009. CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN V-ALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
1. Management APPROVE THE FORTHCOMING OF THE ANNUAL ACCOUNTS AND MANAGEMENT For For
REPORT FOR BANCO BILBAO VIZCAYA ARGENTARIA S.A. AND ITS
CONSOLIDATED FINANCIAL GROUP, APPLICATION OF EARNINGS, DIVIDEND
PAYOUT, AND APPROVAL OF CORPORATE MANAGEMENT ALL THESE REFER TO
THE YEAR ENDING 31 DEC 2008
2.1 Management ADOPT THE NEW ARTICLE 53.B IN THE BANCO BILBAO VIZCAYA ARGENTARIA For For
S.A. BYLAWS TO EXPRESSLY MENTION THE POSSIBILITY OF PAYING OUT
DIVIDENDS AND THE SHARE PREMIUM IN KIND AND RETURNING
CONTRIBUTIONS IN KIND
2.2 Management APPROVE A PAYOUT IN KIND TO SHAREHOLDERS SUPPLEMENTARY TO THE For For
2008 DIVIDEND BY GIVING SHAREHOLDERS TREASURY STOCK AGAINST THE
SHARE PREMIUM RESERVE
3. Management APPROVE THE MERGER PLAN FOR BANCO BILBAO VIZCAYA ARGENTARIA S.A. For For
[ABSORBING COMPANY] AND BANCO DE CREDITO LOCAL DE ESPANA S.A.U.
AND BBVA FACTORING E.F.C. S.A.U. [ABSORBED COMPANIES] AND THE
BALANCE SHEET OF BANCO BILBAO VIZCAYA ARGENTARIA S.A. CLOSED ON
31 DEC 2008 AS MERGER BALANCE SHEET, THE MERGER BETWEEN THE
COMPANIES BANCO BILBAO VIZCAYA ARGENTARIA S.A. [ABSORBING
COMPANY] AND BANCO DE CREDITO LOCAL DE ESPANA S.A.U. AND BBVA
FACTORING E.F.C. S.A.U. [ABSORBED COMPANIES] IN COMPLIANCE WITH
THE PROVISIONS OF SAID MERGER PLAN, THE MERGER WILL BE SUBJECT
TO THE SPECIAL TAX REGIME ESTABLISHED UNDER CHAPTER VIII OF
TITLE VII OF THE COMPANY TAX ACT [CONSOLIDATED TEXT]
4.1 Management RE-ELECT MR. JOSE ANTONIO FERNANDEZ RIVERO AS A BOARD MEMBER For For
4.2 Management RE-ELECT MR. JOSE MALDONADO RAMOS AS A BOARD MEMBER For For
4.3 Management RE-ELECT MR. ENRIQUE MEDINA FERNANDEZ AS A BOARD MEMBER PURSUANT For For
TO PARAGRAPH 2 OF ARTICLE 34 OF THE CORPORATE BYLAWS,
DETERMINATION OF THE NUMBER OF DIRECTORS AT WHATEVER NUMBER
THERE ARE AT THIS MOMENT IN COMPLIANCE WITH THE RESOLUTIONS
ADOPTED UNDER THIS AGENDA ITEM WHICH WILL BE REPORTED TO THE AGM
FOR ALL DUE EFFECTS
5. Management AUTHORIZE THE BOARD OF DIRECTORS PURSUANT TO ARTICLE 153.1.B) OF For For
THE COMPANIES ACT TO INCREASE SHARE CAPITAL DURING 5 YEARS UP TO
A MAXIMUM AMOUNT CORRESPONDING TO 50% OF THE COMPANY'S SHARE
CAPITAL ON THE DATE OF THE AUTHORIZATION ON 1 OR SEVERAL
OCCASIONS TO THE AMOUNT THAT THE BOARD DECIDES BY ISSUING NEW
ORDINARY OR PREFERRED SHARES WITH OR WITHOUT VOTING RIGHTS OR
SHARES OF ANY OTHER KIND PERMITTED BY LAW INCLUDING REDEEMABLE
SHARES ENVISAGING THE POSSIBILITY OF INCOMPLETE SUBSCRIPTION
PURSUANT TO ARTICLE 161.1 OF THE COMPANIES ACT AND AMEND ARTICLE
5 OF THE CORPORATE BYLAWS, LIKEWISE CONFER AUTHORITY UNDER THE
TERMS AND CONDITIONS OF ARTICLE 159.2 OF THE COMPANIES ACT TO
EXCLUDE PRE-EMPTIVE SUBSCRIPTION RIGHTS OVER SAID SHARE ISSUES,
THIS AUTHORITY WILL BE LIMITED TO 20% OF THE COMPANY'S SHARE
CAPITAL
6. Management APPROVE TO INCREASE BY 50,000,000,000 EUROS THE MAXIMUM NOMINAL For For
AMOUNT AGAINST WHICH THE BOARD OF DIRECTORS AUTHORIZED BY THE
AGM 18 MAR 2006 UNDER ITS AGENDA ITEM THREE TO ISSUE DEBT
SECURITIES OF ANY CLASS AND ANY KIND INCLUDING EXCHANGEABLE
SECURITIES NOT CONVERTIBLE INTO SHARES
7. Management AUTHORIZE THE COMPANY TO ACQUIRE TREASURY STOCK DIRECTLY OR For For
THROUGH GROUP COMPANIES PURSUANT TO ARTICLE 75 OF THE COMPANIES
ACT [CONSOLIDATED TEXT] ESTABLISHING THE LIMITS AND REQUIREMENTS
FOR THESE ACQUISITIONS WITH EXPRESS POWERS TO REDUCE THE
COMPANY'S SHARE CAPITAL TO REDEEM TREASURY STOCK, TO IMPLEMENT
THE RESOLUTIONS PASSED BY THE AGM IN THIS RESPECT REPEALING THE
AUTHORIZATION CONFERRED BY THE AGM 14 MAR 2008 INSOFAR AS IT HAS
NOT BEEN EXECUTED
8.1 Management ADOPT THE LIQUIDATION OF THE 2006-2008 LONG-TERM SHARE For For
REMUNERATION PLAN
8.2 Management APPROVE THE APPLICATION BY THE BANK AND ITS SUBSIDIARIES OF A For For
VARIABLE REMUNERATION SCHEME IN BBVA SHARES FOR 2009 AND 2010
ADDRESSED TO THE MEMBERS OF THE MANAGEMENT TEAM INCLUDING
EXECUTIVE DIRECTORS AND MEMBERS OF THE MANAGEMENT COMMITTEE
COMPRISING THE DELIVERY OF BBVA SHARES TO BENEFICIARIES
9. Management RE-ELECT THE ACCOUNT AUDITORS FOR BANCO BILBAO VIZCAYA ARGENTARIA For For
S.A. AND ITS CONSOLIDATED FINANCIAL GROUP FOR 2009
10. Management AUTHORIZE THE BOARD OF DIRECTORS WHICH MAY IN TURN DELEGATE SAID For For
AUTHORITY TO FORMALIZE CORRECT INTERPRET AND IMPLEMENT THE
RESOLUTIONS ADOPTED BY THE AGM
- ----------------------------------------------------------------------------------------------------------------------
BANCO SANTANDER SA, SANTANDER
Ticker: Security ID: ES0113900J37
Meeting Date: 09/22/2008 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE, TO INCREASE THE CAPITAL IN THE NOMINAL AMOUNT OF EUR For For
71,688,495 BY MEANS OF THE ISSUANCE OF 143,376,990 NEW ORDINARY
SHARES HAVING A PAR VALUE OF ONE-HALF EUR [0.5] EACH AND AN
ISSUANCE PREMIUM TO BE DETERMINED BY THE BOARD OF DIRECTORS OR,
BY DELEGATION, THE EXECUTIVE COMMITTEE, IN ACCORDANCE WITH THE
PROVISIONS OF SECTION 159.1.C] IN FINE OF THE COMPANIES LAW [LAY
DE SOCIEDADES ANONIMAS] NO LATER THAN ON THE DATE OF
IMPLEMENTATION OF THE RESOLUTION, FOR AN AMOUNT THAT IN ALL
EVENTS SHALL BE BETWEEN A MINIMUM OF 8 EUR AND A MAXIMUM OF EUR
11.23 PER SHARE; THE NEW SHARES SHALL BE FULLY SUBSCRIBED AND
PAID UP BY MEANS OF IN KIND CONTRIBUTIONS CONSISTING OF ORDINARY
SHARES OF THE BRITISH COMPANY ALLIANCE & LEICESTER PLC; TOTAL
ELIMINATION OF THE PRE-EMPTIVE RIGHTS HELD BY THE SHAREHOLDERS
AND HOLDERS OF CONVERTIBLE BONDS AND EXPRESS PROVISION FOR THE
POSSIBILITY OF AN INCOMPLETE SUBSCRIPTION, OPTION, UNDER THE
PROVISIONS OF CHAPTER VIII OF TITLE VII AND THE SECOND
ADDITIONAL PROVISION OF THE RESTATED TEXT OF THE CORPORATE
INCOME TAX LAW [LEY DEL IMPUESTO SOBRE SOCIEDADEES] APPROVED BY
ROYAL LEGISLATIVE DECREE 4/2004, FOR THE SPECIAL RULES THEREIN
PROVIDED WITH RESPECT TO THE CAPITAL INCREASE BY MEANS OF THE IN
KIND CONTRIBUTION OF ALL THE ORDINARY SHARES OF ALLIANCE &
LEICESTER PLC, AND AUTHORIZE THE BOARD OF DIRECTORS TO DELEGATE
IN TURN TO THE EXECUTIVE COMMITTEE, IN ORDER TO SET THE TERMS OF
THE INCREASE AS TO ALL MATTERS NOT PROVIDED FOR BY THE
SHAREHOLDERS AT THIS GENERAL MEETING, PERFORM THE ACTS NEEDED
FOR THE EXECUTION THEREOF, RE-DRAFT THE TEXT OF SUB-SECTIONS 1
AND 2 OF ARTICLE 5 OF THE BY-LAWS TO REFLECT THE NEW AMOUNT OF
SHARE CAPITAL, EXECUTE WHATSOEVER PUBLIC OR PRIVATE DOCUMENTS
ARE NECESSARY TO CARRY OUT THE INCREASE AND, WITH RESPECT TO THE
IN KIND CONTRIBUTION OF THE SHARES OF ALLIANCE & LEICESTER PLC,
EXERCISE THE OPTION FOR THE SPECIAL TAX RULES PROVIDED FOR UNDER
CHAPTER VIII OF TITLE VII AND THE SECOND ADDITIONAL PROVISION OF
THE RESTATED TEXT OF THE CORPORATE INCOME TAX LAW APPROVED BY
ROYAL LEGISLATIVE DECREE 4/2004, APPLICATION TO THE APPLIC
2. Management GRANT AUTHORITY TO DELIVER 100 SHARES OF THE BANK TO EACH For For
EMPLOYEE OF THE ALLIANCE & LEICESTER PLC GROUP, AS A SPECIAL
BONUS WITHIN THE FRAMEWORK OF THE ACQUISITION OF ALLIANCE &
LEICESTER PLC, ONCE SUCH ACQUISITION HAS BEEN COMPLETED
3. Management AUTHORIZE THE BOARD OF DIRECTORS TO INTERPRET, RECTIFY, For For
SUPPLEMENT, EXECUTE AND FURTHER DEVELOP THE RESOLUTIONS ADOPTED
BY THE SHAREHOLDERS AT THE GENERAL MEETING, AS WELL AS TO
DELEGATE THE POWERS IT RECEIVES FROM THE SHAREHOLDERS ACTING AT
THE GENERAL MEETING, AND GRANT POWERS TO CONVERT SUCH
RESOLUTIONS INTO NOTARIAL INSTRUMENTS
- ----------------------------------------------------------------------------------------------------------------------
BANCO SANTANDER SA, SANTANDER
Ticker: Security ID: ES0113900J37
Meeting Date: 01/25/2009 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE
WILL BE A SECOND CALL ON 26 JAN 2009. CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
1. Management APPROVE THE CAPITAL INCREASE IN THE NOMINAL AMOUNT OF EUR For For
88,703,857.50 BY MEANS OF THE ISSUANCE OF 177,407,715 NEW
ORDINARY SHARES HAVING A PAR VALUE OF ONE-HALF EUR [0.5] EACH
AND AN ISSUANCE PREMIUM TO BE DETERMINED BY THE BOARD OF
DIRECTORS OR, BY DELEGATION, THE EXECUTIVE COMMITTEE, IN
ACCORDANCE WITH THE PROVISIONS OF SECTION 159.1.C IN FINE OF THE
COMPANIES LAW, NO LATER THAN ON THE DATE OF IMPLEMENTATION OF
THE RESOLUTION, FOR AN AMOUNT THAT IN ALL EVENTS SHALL BE
BETWEEN A MINIMUM OF EUR 7.56 AND A MAXIMUM OF EUR 8.25 PER
SHARE, THE NEW SHARES SHALL BE FULLY SUBSCRIBED AND PAID UP BY
MEANS OF IN KIND CONTRIBUTIONS CONSISTING OF ORDINARY SHARES OF
THE SOVEREIGN BANCORP INC., TOTAL ELIMINATION OF THE PRE-EMPTIVE
RIGHTS HELD BY THE SHAREHOLDERS AND HOLDERS OF CONVERTIBLE BONDS
AND EXPRESS PROVISION FOR THE POSSIBILITY OF AN INCOMPLETE
SUBSCRIPTION
2. Management GRANT AUTHORITY FOR THE DELIVERY OF 100 SHARES OF THE BANK TO For For
EACH EMPLOYEE OF THE ABBEY NATIONAL PLC GROUP
3. Management AUTHORIZE THE BOARD OF DIRECTORS TO INTERPRET, RECTIFY, For For
SUPPLEMENT, EXECUTE AND FURTHER DEVELOP THE RESOLUTIONS ADOPTED
BY THE SHAREHOLDERS AT THE GENERAL MEETING, AS WELL AS TO
DELEGATE THE POWERS IT RECEIVES FROM THE SHAREHOLDERS ACTING AT
THE GENERAL MEETING, AND GRANT POWERS TO CONVERT SUCH
RESOLUTIONS INTO NOTARIAL INSTRUMENTS
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE CUT-OFF.IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLE-SS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
BANCO SANTANDER SA, SANTANDER
Ticker: Security ID: ES0113900J37
Meeting Date: 06/19/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN MEETING
DATE. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
1. Management APPROVE THE ANNUAL ACCOUNTS, THE MANAGEMENT REPORT AND THE BOARD For For
MANAGEMENT OF SANTANDER AND CONSOLIDATED GROUP
2. Management APPROVE THE APPLICATION OF THE 2008 RESULT For For
3.1 Management RE-ELECT MR. MATIAS RODRIGUEZ AS A BOARD MEMBER For For
3.2 Management RE-ELECT MR. MANUEL SOTOSERRANO AS A BOARD MEMBER For For
3.3 Management RE-ELECT MR. GUILLERMO DE LADEHESA ROMERO AS A BOARD MEMBER For For
3.4 Management RE-ELECT MR. ABEL MATUTES JUAN AS A BOARD MEMBER For For
4. Management RE-ELECT THE AUDITORS For For
5. Management GRANT AUTHORITY FOR THE ACQUISITION OF OWN SHARES For For
6. Management AUTHORIZE THE BOARD TO INCREASE THE SHARE CAPITAL For For
7. Management AUTHORIZE THE BOARD TO INCREASE THE SHARE CAPITAL IN THE NEXT 3 For For
YEARS 1 OR MORE TIME SUP TO A MAXIMUM OF 2,038,901,430.50 EUROS
8. Management AUTHORIZE THE BOARD TO INCREASE THE SHARE CAPITAL THROUGH THE For For
ISSUE OF NEW SHARES WITH 0, 5 E NOMINAL VALUE CHARGED TO
RESERVES AND WITHOUT PREMIUM, DELEGATION OF POWERS TO ISSUE
THESE SHARES AND TO PUBLISH THIS AGREEMENT AND LISTING OF THESE
SHARES IN THE CORRESPONDING STOCK EXCHANGES MARKETS
9. Management AUTHORIZE THE BOARD TO ISSUE BONDS, PROMISSORY NOTES AND OTHER For For
FIXED INCOME SECURITIES EXCLUDING THE PREFERENT SUBSCRIPTION
RIGHT
10.1 Management APPROVE THE INCENTIVE PLAN TO LONG TERM FOR THE BANCO SANTANDER For For
EMPLOYEES
10.2 Management APPROVE THE INCENTIVE PLAN FOR THE ABBEY EMPLOYEES For For
10.3 Management GRANT AUTHORITY TO DELIVER 100 SHARES TO EACH EMPLOYEE OF For For
SOVEREIGN
11. Management APPROVE TO DELEGATE THE POWERS TO THE BOARD For For
- ----------------------------------------------------------------------------------------------------------------------
BARCLAYS PLC, LONDON
Ticker: Security ID: GB0031348658
Meeting Date: 11/24/2008 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE AN INCREASE IN THE AUTHORIZED ORDINARY SHARE CAPITAL OF For For
THE COMPANY
2. Management AUTHORIZE THE DIRECTORS TO ALLOT SECURITIES For For
3. Management AUTHORIZE THE DIRECTORS TO ALLOT EQUITY SECURITIES FOR CASH FOR For For
OTHER THAN ON A PRO-RATA BASIS TO SHAREHOLDERS AND TO SELL
TREASURY SHARES
4. Management AUTHORIZE THE DIRECTORS TO ALLOT ORDINARY SHARES AT A DISCOUNT For For
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE CUT-OFF DATE. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
BARCLAYS PLC, LONDON
Ticker: Security ID: GB0031348658
Meeting Date: 04/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE THE REPORTS OF THE DIRECTORS AND AUDITORS AND THE AUDITED For For
ACCOUNTS OF THE COMPANY FOR THE YE 31 DEC 2008
2. Management APPROVE THE DIRECTORS' REMUNERATION REPORT FOR THE YE 31 DEC 2008 For For
3. Management RE-ELECT MR. SIMON FRASER AS A DIRECTOR OF THE COMPANY For For
4. Management RE-ELECT MR. MARCUS AGLUS AS A DIRECTOR OF THE COMPANY For For
5. Management RE-ELECT MR. DAVID BOOTH AS A DIRECTOR OF THE COMPANY For For
6. Management RE-ELECT SIR RICHARD BROADBENT AS A DIRECTOR OF THE COMPANY For For
7. Management RE-ELECT MR. RICHARD LEIGH CLIFFORD, A.O. AS A DIRECTOR OF THE For For
COMPANY
8. Management RE-ELECT MR. FULVIO CONTI AS A DIRECTOR OF THE COMPANY For For
9. Management RE-ELECT MR. ROBERT E DIAMOND JR. AS A DIRECTOR OF THE COMPANY For For
10. Management RE-ELECT SIR ANDREW LIKLERMAN AS A DIRECTOR OF THE COMPANY For For
11. Management RE-ELECT MR. CHRISTOPHER LUCAS AS A DIRECTOR OF THE COMPANY For For
12. Management RE-ELECT SIR MICHAEL RAKE AS A DIRECTOR OF THE COMPANY For For
13. Management RE-ELECT MR. STEPHEN RUSSELL AS A DIRECTOR OF THE COMPANY For For
14. Management RE-ELECT MR. FREDERIK SEEGERS AS A DIRECTOR OF THE COMPANY For For
15. Management RE-ELECT SIR JOHN SUNDERLAND AS A DIRECTOR OF THE COMPANY For For
16. Management RE-ELECT MR. JOHN VARLEY AS A DIRECTOR OF THE COMPANY For For
17. Management RE-ELECT MR. PATIENCE WHEATCROFT AS A DIRECTOR OF THE COMPANY For For
18. Management RE-APPOINT PRICEWATERHOUSECOOPERS LLP, CHARTERED ACCOUNTANTS AND For For
REGISTERED AUDITORS AS THE AUDITORS OF THE COMPANY TO HOLD
OFFICE FROM THE CONCLUSION OF THIS MEETING UNTIL THE CONCLUSION
OF THE NEXT AGM AT WHICH ACCOUNTS ARE LAID BEFORE THE COMPANY
19. Management AUTHORIZE THE DIRECTORS TO SET THE REMUNERATION OF THE AUDITORS For For
20. Management AUTHORIZE THE COMPANY, FOR THE PURPOSE OF SECTION 365 OF THE For For
COMPANIES ACT 2006 [ THE 2006 ACT]] THE COMPANY AND ANY COMPANY
WHICH AT ANY TIME DURING THE PERIOD FOR WHICH THIS RESOLUTION
HAS EFFECT, IS A SUBSIDIARY OF THE COMPANY BE AND ARE HEREBY; A)
MAKE POLITICAL DONATION TO POLITICAL ORGANIZATIONS NOT EXCEEDING
GBP 25,000 IN TOTAL; AND B) INCUR POLITICAL EXPENDITURE NOT
EXCEEDING GBP 100,000 IN TOTAL, IN EACH CASE DURING THE PERIOD
COMMENCING ON THE DATE OF THIS [AUTHORITY EXPIRES THE EARLIER OF
THE CONCLUSION OF THE NEXT AGM OF THE COMPANY TO BE HELD IN 2010
OR 30 JUN 2010], WHICHEVER IS THE EARLIER, PROVIDED THAT THE
MAXIMUM AMOUNTS REFERRED TO IN A) AND B) MAY CONSIST OF SUMS IN
ANY CURRENCY CONVERTED INTO STERLING THE PURPOSES OF THIS
RESOLUTION, THE TERMS 'POLITICAL DONATIONS' 'POLITICAL
ORGANIZATIONS' AND 'POLITICAL EXPENDITURE' SHALL HAVE THE
MEANINGS GIVEN TO THEM IN SECTIONS 363 TO 365 OF THE 2006 ACT
21. Management APPROVE TO INCREASE THE AUTHORIZED ORDINARY SHARE CAPITAL OF THE For For
COMPANY FROM GBP 3,499,000,000 TO GBP 5,249,000,000 BY THE
CREATION OF 7,000,000,000 NEW ORDINARY SHARES OF 25 PENCE EACH
IN THE COMPANY; THIS RESOLUTION IS THE CREATION OF NEW ORDINARY
SHARES OF THE COMPANY; THIS NUMBER OF NEW ORDINARY SHARES
REPRESENTS AN INCREASE OF APPROXIMATELY 50% OF THE EXISTING
AUTHORIZED ORDINARY SHARE CAPITAL OF THE COMPANY; THE PURPOSE OF
THE INCREASE IN AUTHORIZED ORDINARY SHARE CAPITAL IS PRIMARILY
TO ALLOW THE COMPANY TO RETAIN SUFFICIENT AUTHORIZED, BUT
UNISSUED, ORDINARY SHARE CAPITAL FOR GENERAL PURPOSES,
PARTICULARLY IN VIEW OF THE AUTHORITY SOUGHT UNDER RESOLUTION 22
TO ALLOT AN AMOUNT APPROXIMATELY EQUAL TO TWO-THIRDS OF THE
COMPANY'S ISSUED SHARE CAPITAL IN CONFORMITY WITH THE REVISED
ASSOCIATION OF BRITISH INSURERS [ABI] GUIDELINES, ALSO BEARING
IN MIND THE ORDINARY SHARES ALREADY COMMITTED TO BE ISSUED AS
PART OF THE CAPITAL RAISING
22. Management AUTHORIZE THE DIRECTORS COMPANY, IN SUBSTITUTION TO ALLOT: A] For For
RELEVANT SECURITIES [AS SPECIFIED IN THE COMPANIES ACT 1985]
UPON TO AN AGGREGATE NOMINAL AMOUNT OF GBP 738,016,774, USD
77,500,000, GBP 40,000,000 AND YEN 4,000,000,000; AND B]
RELEVANT SECURITIES COMPRISING EQUITY SECURITIES [AS SPECIFIED
IN THE COMPANIES ACT 1985] UP TO AN AGGREGATE NOMINAL AMOUNT OF
GBP 1,396,033,549 [SUCH AMOUNTS TO BE REDUCED BY THE AGGREGATE
AMOUNT OF RELEVANT SECURITIES ISSUED UNDER ABOVE PARAGRAPH [A]OF
THIS RESOLUTION 22 IN CONNECTION WITH AN OFFER BY WAY OF A
RIGHTS ISSUE]: I] TO ORDINARY SHAREHOLDERS IN PROPORTION [AS
NEARLY AS MAY BE PRACTICABLE TO THEIR EXISTING HOLDINGS; AND II]
TO HOLDERS OF OTHERS EQUITY SECURITIES AS REQUIRED BY THE RIGHTS
OF THOSE SECURITIES OR SUBJECT TO SUCH RIGHTS AS THE DIRECTORS
OTHERWISE CONSIDER NECESSARY; AND SO THAT THE DIRECTORS MAY
IMPOSE ANY LIMITS OR RESTRICTIONS AND MAKE ANY ARRANGEMENTS
WHICH THEY CONSIDER NECESSARY OR APPROPRIATE TO DEAL WITH
TREASURY SHARES, FRACTIONAL ENTITLEMENTS, RECORD DATES, LEGAL
REGULATORY OR PRACTICAL PROBLEMS IN, OR UNDER THE LAWS OF, ANY
TERRITORY OR ANY OTHER MATTER; [AUTHORITY EXPIRES EARLIER AT THE
CONCLUSION OF NEXT AGM OF THE COMPANY OR 30 JUN 2010]; AND THE
DIRECTORS MAY ALLOT EQUITY SECURITIES AFTER THE EXPIRY OF THIS
AUTHORITY IN PURSUANCE OF SUCH AN OFFER OR AGREEMENT MADE PRIOR
TO SUCH EXPIRY
S.23 Management AUTHORIZE THE DIRECTORS, IN SUBSTITUTION AND SUBJECT TO PASSING For For
OF RESOLUTION 22 TO ALLOT EQUITY SECURITIES [AS SPECIFIED IN THE
COMPANIES ACT 1985] FOR CASH PURSUANT TO THE AUTHORITY GRANTED
BY RESOLUTION 22 AND/OR WHERE THE ALLOTMENT CONSTITUTES AN
ALLOTMENT OF EQUITY SECURITIES BY VIRTUE OF SECTION 94(3A) OF
THE COMPANIES ACT 1985, IN EACH CASE FREE OF THE RESTRICTION IN
SECTION 89(1) OF THE COMPANIES ACT 1985, SUCH POWER TO BE
LIMITED: A] TO THE ALLOTMENT OF EQUITY SECURITIES IN CONNECTION
WITH AN OFFER OF EQUITY SECURITIES [BUT IN THE CASE OF AN
ALLOTMENT PURSUANT OF THE AUTHORITY GRANTED BY PARAGRAPH B] OF
RESOLUTION 22, SUCH POWER SHALL BE LIMITED TO THE ALLOTMENT
EQUITY SECURITIES IN CONNECTION WITH AN OFFER BY WAY OF A RIGHTS
ISSUE AND]: I] TO ORDINARY SHAREHOLDERS IN PROPORTION [AS NEARLY
AS MAY BE PRACTICABLE TO THEIR EXISTING HOLDINGS; AND II] TO
HOLDERS OF OTHER EQUITY SECURITIES, AS REQUIRED BY THE RIGHTS OF
THOSE SECURITIES OR, SUBJECT TO SUCH RIGHTS, AS THE DIRECTORS
OTHERWISE CONSIDER NECESSARY AND SO THAT THE DIRECTORS MAY
IMPOSE ANY LIMITS OR RESTRICTIONS AND MAKE ANY ARRANGEMENTS
WHICH THEY CONSIDER NECESSARY OR APPROPRIATE TO DEAL WITH
TREASURY SHARES, FRACTIONAL ENTITLEMENTS, RECORD DATES, LEGAL
REGULATORY OR PRACTICAL PROBLEMS IN, OR UNDER THE LAWS OF, ANY
TERRITORY OR ANY OTHER MATTER; AND B] TO THE ALLOTMENT OF EQUITY
SECURITIES PURSUANT TO THE AUTHORITY GRANTED BY PARAGRAPH A] OF
RESOLUTION 22 AND/OR AN ALLOTMENT WHICH CONSTITUTES AN ALLOTMENT
OF EQUITY SECURITIES BY VIRTUE OF SECTION 94(3A) OF THE
COMPANIES ACT 1985 [IN EACH CASE OTHERWISE THAN THE
CIRCUMSTANCES SET OUT IN PARAGRAPH A] OF THIS RESOLUTION 23] UP
TO A NOMINAL AMOUNT OF GBP 104,702,516 CALCULATED, IN THE CASE
OF EQUITY SECURITIES WHICH ARE RIGHTS TO SUBSCRIBE FOR, OR TO
CONVERT SECURITIES INTO, RELEVANT SHARES [AS SPECIFIED IN THE
COMPANIES ACT 1985] BY REFERENCE TO THE AGGREGATE NOMINAL AMOUNT
OF RELEVANT SHARES WHICH MAY BE ALLOTTED PURSUANT TO SUCH
RIGHTS, [AUTHORITY EXPIRES AT THE CONCLUSION OF NEXT AGM OF THE
COMPANY OR 30 JUN 2010] ; AND THE DIRECTORS MAY ALLOT EQUITY
SECURITIES AFTER THE EXPIRY OF THIS AUTHORITY IN PURSUANCE OF
SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH EXPIRY
S.24 Management AUTHORIZE THE COMPANY, FOR THE PURPOSE OF GENERALLY AND For For
UNCONDITIONALLY TO MAKE MARKET PURCHASES [SECTION 163(3) OF THE
COMPANIES ACT 1985] OF UP TO 837,620,130 ORDINARY SHARES OF 25P
EACH IN THE CAPITAL OF THE COMPANY, AT A MINIMUM PRICE OF 25P
AND NOT MORE THAN 105% ABOVE THE AVERAGE MARKET VALUE FOR SUCH
SHARES DERIVED FROM THE LONDON STOCK EXCHANGE DAILY OFFICIAL
LIST, OVER THE PREVIOUS 5 BUSINESS DAYS; AND THAT STIPULATED BY
ARTICLE 5[1] OF THE BUY-BACK AND STABILIZATION REGULATION [EC
2273/2003]; AND [AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION
OF THE NEXT AGM OF THE COMPANY OR 30 JUN 2010]; THE COMPANY,
BEFORE THE EXPIRY, MAY MAKE A CONTRACT TO PURCHASE ORDINARY
SHARES WHICH WILL OR MAY BE EXECUTED WHOLLY OR PARTLY AFTER SUCH
EXPIRY
S.25 Management AUTHORIZE THE DIRECTORS TO CALL GENERAL MEETINGS [OTHER THAN AN For For
AGM] ON NOT LESS THAN 14 CLEAR DAYS' NOTICE [AUTHORITY EXPIRES
AT THE EARLIER OF THE CONCLUSION OF THE NEXT AGM OF THE COMPANY
TO BE HELD IN 2010 OR 30 JUN 2010]
- ----------------------------------------------------------------------------------------------------------------------
BASF SE
Ticker: Security ID: DE0005151005
Meeting Date: 04/30/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU.
Non-Voting PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS
09.04.2009, WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL
RECORD DATE - 1 BUSINESS DAY. THIS-IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GER-MAN LAW.
THANK YOU.
1. Non-Voting PRESENTATION OF THE FINANCIAL STATEMENTS OF BASF SE AND THE BASF
GROUP FOR THE-FINANCIAL YEAR 2008; PRESENTATION OF MANAGEMENT'S
ANALYSES OF BASF SE AND THE-BASF GROUP FOR THE FINANCIAL YEAR
2008 INCLUDING THE EXPLANATORY REPORTS ON T-HE DATA ACCORDING TO
SECTION 289 (4) AND SECTION 315 (4) OF THE GERMAN COMMERC-IAL
CODE; PRESENTATION OF THE REPORT OF THE SUPERVISORY BOARD
2. Management ADOPTION OF A RESOLUTION ON THE APPROPRIATION OF PROFIT For For
3. Management ADOPTION OF A RESOLUTION GIVING FORMAL APPROVAL TO THE ACTIONS OF For For
THE MEMBERS OF THE SUPERVISORY BOARD
4. Management ADOPTION OF A RESOLUTION GIVING FORMAL APPROVAL TO THE ACTIONS OF For For
THE MEMBERS OF THE BOARD OF EXECUTIVE DIRECTORS
5. Management ELECTION OF THE AUDITOR FOR THE FINANCIAL YEAR 2009 For For
6.1. Management APPOINTMENT OF THE MEMBERS OF THE SUPERVISORY BOARD: PROF. DR. For For
FRAN OIS DIEDERICH, ZURICH/SWITZERLAND
6.2. Management APPOINTMENT OF THE MEMBERS OF THE SUPERVISORY BOARD: MICHAEL For For
DIEKMANN, MUNICH
6.3. Management APPOINTMENT OF THE MEMBERS OF THE SUPERVISORY BOARD: FRANZ For For
FEHRENBACH, STUTTGART
6.4. Management APPOINTMENT OF THE MEMBERS OF THE SUPERVISORY BOARD: STEPHEN K For For
GREEN, LONDON
6.5. Management APPOINTMENT OF THE MEMBERS OF THE SUPERVISORY BOARD: MAX DIETRICH For For
KLEY, HEIDELBERG
6.6. Management APPOINTMENT OF THE MEMBERS OF THE SUPERVISORY BOARD: DR. H. C. For For
EGGERT VOSCHERAU, WACHENHEIM
7. Management ADOPTION OF A RESOLUTION ON THE REMOVAL OF EXISTING AND THE For For
CREATION OF NEW AUTHORIZED CAPITAL AND AMENDMENT OF THE STATUTES
8. Management ADOPTION OF A RESOLUTION ON THE AMENDMENT OF ARTICLE 10, NO. 2 For For
AND NO. 3, OF THE STATUTES
9. Management REMUNERATION OF THE FIRST SUPERVISORY BOARD OF BASF SE For For
Non-Voting COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO
THE COUNTER PROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL
URL SECTION OF THE APPLICATIO-N. IF YOU WISH TO ACT ON THESE
ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES AT THE COMPANYS MEETING.
- ----------------------------------------------------------------------------------------------------------------------
BAYER AG, LEVERKUSEN
Ticker: Security ID: DE0005752000
Meeting Date: 05/12/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU
Non-Voting PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 21 APR
2009, WHEREAS THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD
DATE 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GERMAN LAW.
THANK YOU
1. Management PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL REPORT FOR For For
THE 2008 FY WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP
FINANCIAL STATEMENTS AND GROUP ANNUAL REPORT AS WELL AS THE
REPORT BY THE BOARD OF MANAGING DIRECTORS AND THE PROPOSAL FOR
THE APPROPRIATION OF THE DISTRIBUTABLE PROFIT RESOLUTION ON THE
APPROPRIATION OF THE DISTRIBUTABLE PROFIT OF EUR 1,070,080,515
AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 1.40 PER NO-PAR SHARE
THE REMAINING AMOUNT SHALL BE CARRIED FORWARD, EX-DIVIDEND AND
PAYABLE DATE: 13 MAY 2009
2. Management RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING DIRECTORS For For
3. Management RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD For For
4. Management AUTHORIZATION TO ACQUIRE OWN SHARES THE COMPANY SHALL BE For For
AUTHORIZED TO ACQUIRE OWN SHARES OF UP TO 10% OF THE COMPANY'S
SHARE CAPITAL THROUGH THE STOCK EXCHANGE OR BY WAY OF A PUBLIC
REPURCHASE OFFER TO ALL SHAREHOLDERS, AT PRICES NOT DEVIATING
MORE THAN 10% FROM THE MARKET PRICE OF THE SHARES, ON OR BEFORE
11 NOV 2010; THE SHARES MAY BE ACQUIRED BY THE COMPANY'S
SUBSIDIARIES OR BY THIRD PARTIES ON THE COMPANY'S OWN ACCOUNT;
THE BOARD OF MANAGING DIRECTORS SHALL BE AUTHORIZED TO DISPOSE
OF THE SHARES IN A MANNER OTHER THAN THROUGH THE STOCK EXCHANGE
OR BY WAY OF A PUBLIC OFFER TO ALL SHAREHOLDERS, AT A PRICE NOT
MATERIALLY BELOW THE MARKET PRICE OF THE SHARES , FOR UP TO 10%
OF THE COMPANY'S SHARE CAPITAL; THE BOARD OF MANAGING DIRECTORS
SHALL BE AUTHORIZED, WITH THE CONSENT OF THE SUPERVISORY BOARD,
TO USE THE SHARES IN CONNECTION WITH MERGERS AND ACQUISITIONS,
AS EMPLOYEE SHARES FOR EMPLOYEES AND EXECUTIVES OF THE COMPANY
AND ITS AFFILIATES, AND TO RETIRE THE SHARES, IN THESE CASES
SHAREHOLDERS SUBSCRIPTION RIGHTS SHALL BE EXCLUDED
5. Management RESOLUTION ON THE CONVERSION OF BEARER SHARES INTO REGISTERED For For
SHARES, THE CORRESPONDING AMENDMENTS TO THE ARTICLES OF
ASSOCIATION AND THE ADJUSTMENT OF RESOLUTIONS ADOPTED BY THE
SHAREHOLDERS MEETING IN 2008; THE SHARES OF THE BAYER AG SHALL
BE CONVERTED FROM BEARER INTO REGISTERED SHARES; THEREFORE,
SECTION 4(1) ,(2),(3),(5) AND (6) AND SECTION 15 (1) AND (2) OF
THE ARTICLES OF ASSOCIATION AND THE RESOLUTIONS UNDER ITEM 5A,
6A AND 6B ADOPTED BY THE SHAREHOLDERS MEETINGS IN 2008 SHALL BE
AMENDED IN RESPECT OF BEARER SHARES BEING REPLACED BY REGISTERED
SHARES
6. Management APPROVAL OF THE TRANSMISSION OF DATA BY ELECTRONIC MEANS PURSUANT For For
TO SECTION 30(3) OF THE SECURITIES TRADE ACT AND THE
CORRESPONDING AMENDMENT TO SECTION 3 OF THE ARTICLES OF
ASSOCIATION
7. Management APPOINTMENT OF AUDITORS FOR THE 2009 FY AND THE INTERIM REPORT: For For
PRICEWATERHOUSECOOPERS AG, ESSEN
- ----------------------------------------------------------------------------------------------------------------------
BAYERISCHE MOTORENWERKE AG BMW, MUENCHEN
Ticker: Security ID: DE0005190003
Meeting Date: 05/14/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU
Non-Voting PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 23 APR
2009, WHEREAS THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD
DATE 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GERMAN LAW.
THANK YOU
1. Non-Voting PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL REPORT FOR
THE 2008 FY WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP
FINANCIAL STATEMENTS, THE GROUP ANNUAL REPORT, AND THE REPORTS
PURSUANT TO SECTIONS 289(4) AND 315(4) OF THE GERMAN COMMERCIAL
CODE
2. Management RESOLUTION ON THE APPROPRIATION OF THE DISTRIBUTION PROFIT OF EUR For For
197,129,532.24 AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 0.30 PER
ENTITLED ORDINARY SHARE PAYMENT OF A DIVIDEND OF EUR 0.32 PER
ENTITLED PREFERRED SHARE EUR 116,201.60 SHALL BE CARRIED FOR
WARD EX-DIVIDEND AND PAYABLE DATE: 15 MAY 2009
3. Management RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING DIRECTOR'S For For
4. Management RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD For For
5. Management APPOINTMENT OF THE AUDITORS FOR THE 2009 FY: KPMG AG, BERLIN For For
6.1. Management ELECTIONS TO THE SUPERVISORY BOARD: MR. FRANZ M. HANIEL For For
6.2. Management ELECTIONS TO THE SUPERVISORY BOARD: MS. SUSANNE KLATTEN For For
6.3. Management ELECTIONS TO THE SUPERVISORY BOARD: MR. ROBERT W. LANE For For
6.4. Management ELECTIONS TO THE SUPERVISORY BOARD: MR. WOLFGANG MAYRHUBER For For
6.5. Management ELECTIONS TO THE SUPERVISORY BOARD: PROF. DR. ING. DR. H. C. For For
DR -ING. E. H. JOACHIM MILBERG
6.6. Management ELECTIONS TO THE SUPERVISORY BOARD: MR. STEFAN QUANDT For For
6.7. Management ELECTIONS TO THE SUPERVISORY BOARD: PROF. DR. JUERGEN STRUBE For For
7. Management AUTHORIZATION TO ACQUIRE OWN SHARES, THE COMPANY SHALL BE For For
AUTHORIZED TO ACQUIRE OWN ORDINARY OR NON-VOTING PREFERRED
SHARES OF UP TO 10% OF ITS SHARE CAPITAL AT PRICES NOT DEVIATING
MORE THAN 10% FROM THE MARKET PRICE OF THE SHARES, ON OR BEFORE
12 NOV 2010, THE BOARD OF MANAGING DIRECTOR'S SHALL BE
AUTHORIZED TO RETIRE THE ORDINARY OR NON-VOTING PREFERRED SHARES
AND TO OFFER NON- VOTING PREFERRED SHARES OF UP TO EUR 2,000,000
TO EMPLOYEES OF THE COMPANY AND ITS AFFILIATES
8. Management AMENDMENT TO SECTION 16(1)4 OF THE ARTICLE OF ASSOCIATION IN For For
ACCORDANCE WITH THE IMPLEMENTATION OF THE SHAREHOLDERS, RIGHTS
ACT [ARUG] IN RESPECT OF THE BOARD OF MANAGING DIRECTOR'S BEING
AUTHORIZED TO ALLOW THE AUDIOVISUAL TRANSMISSION OF THE
SHAREHOLDERS MEETING
9. Management AMENDMENTS TO SECTION 13 OF THE ARTICLE OF ASSOCIATION IN RESPECT For For
OF THE PROVISIONS CONCERNING THE SUPERVISORY BOARD BEING
ADJUSTED, THE ADJUSTMENTS SHALL ALSO INCLUDE THE AUTHORIZATION
OF THE COMPANY TO TAKE OUT D+0 INSURANCE POLICIES FOR MEMBERS OF
THE SUPERVISORY BOARD
10. Management RESOLUTION ON THE CREATION OF AUTHORIZED CAPITAL AND THE For For
CORRESPONDENT AMENDMENT TO THE ARTICLE OF ASSOCIATION, THE BOARD
OF MANAGING DIRECTOR'S SHALL BE AUTHORIZED, WITH THE CONSENT OF
THE SUPERVISORY BOARD, TO INCREASE THE SHARE CAPITAL BY UP TO
EUR 5,000,000 THROUGH THE ISSUE OF NEW NON-VOTING PREFERRED
SHARES TO EMPLOYEES OF THE COMPANY AND ITS AFFILIATES, ON OR
BEFORE 13 MAY 2014
Non-Voting COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO
THE COUNTER P-ROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL
URL SECTION OF THE APPLICATION. IF YOU WISH TO ACT ON THESE
ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES AT THE COMPANYS MEETING.
- ----------------------------------------------------------------------------------------------------------------------
BG GROUP PLC
Ticker: Security ID: GB0008762899
Meeting Date: 05/18/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE THE ANNUAL REPORT AND THE ACCOUNTS For For
2. Management APPROVE THE REMUNERATION REPORT For For
3. Management DECLARE THE DIVIDEND For For
4. Management ELECT SIR DAVID MANNING For For
5. Management ELECT MR. MARTIN HOUSTON For For
6. Management RE-ELECT SIR. ROBERT WILSON For For
7. Management RE-ELECT MR. FRANK CHAPMAN For For
8. Management RE-ELECT MR. ASHLEY ALMANZA For For
9. Management RE-ELECT MR. JURGEN DORMANN For For
10. Management RE-APPOINT THE AUDITORS For For
11. Management APPROVE THE REMUNERATION OF THE AUDITORS For For
12. Management APPROVE THE POLITICAL DONATIONS For For
13. Management APPROVE TO INCREASE THE AUTHORIZED SHARE CAPITAL For For
14. Management GRANT AUTHORITY TO ALLOT SHARES For For
S.15 Management APPROVE THE DISAPPLICATION OF THE PRE-EMPTION RIGHTS For For
S.16 Management GRANT AUTHORITY TO MAKE MARKET PURCHASES OF OWN ORDINARY SHARES For For
S.17 Management AMEND THE EXISTING ARTICLES OF ASSOCIATION For For
S.18 Management ADOPT THE NEW ARTICLES OF ASSOCIATION For For
S.19 Management APPROVE THE NOTICE PERIODS FOR THE GENERAL MEETING For For
- ----------------------------------------------------------------------------------------------------------------------
BHP BILLITON LTD
Ticker: Security ID: AU000000BHP4
Meeting Date: 11/27/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 508523 DUE TO
CHANGE IN VOTING STATUS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
1. Management RECEIVE THE FINANCIAL STATEMENTS FOR BHP BILLITON PLC FOR THE YE For For
30 JUN 2008, TOGETHER WITH THE DIRECTORS' REPORT AND THE
AUDITOR'S REPORT AS SPECIFIED IN THE ANNUAL REPORT
2. Management RECEIVE THE FINANCIAL STATEMENTS FOR BHP BILLITON LIMITED FOR THE For For
YE 30 JUN 2008, TOGETHER WITH THE DIRECTORS' REPORT AND THE
AUDITOR'S REPORT AS SPECIFIED IN THE ANNUAL REPORT
3. Management RE-ELECT MR. PAUL M. ANDERSON AS A DIRECTOR OF BHP BILLITON PLC, For For
WHO RETIRES BY ROTATION
4. Management RE-ELECT MR. PAUL M. ANDERSON AS A DIRECTOR OF BHP BILLITON For For
LIMITED, WHO RETIRES BY ROTATION
5. Management RE-ELECT MR. DON R. ARGUS AS A DIRECTOR OF BHP BILLITON PLC, IN For For
ACCORDANCE WITH THE BOARD'S POLICY
6. Management RE-ELECT MR. DON R. ARGUS AS A DIRECTOR OF BHP BILLITON LIMITED, For For
IN ACCORDANCE WITH THE BOARD'S POLICY
7. Management RE-ELECT DR. JOHN G. S. BUCHANAN AS A DIRECTOR OF BHP BILLITON For For
PLC, WHO RETIRES BY ROTATION
8. Management RE-ELECT DR. JOHN G. S. BUCHANAN AS A DIRECTOR OF BHP BILLITON For For
LIMITED, WHO RETIRES BY ROTATION
9. Management RE-ELECT MR. DAVID A. CRAWFORD AS A DIRECTOR OF BHP BILLITON PLC, For For
IN ACCORDANCE WITH THE BOARD'S POLICY
10. Management RE-ELECT MR. DAVID A. CRAWFORD AS A DIRECTOR OF BHP BILLITON For For
LIMITED, IN ACCORDANCE WITH THE BOARD'S POLICY
11. Management RE-ELECT MR. JACQUES NASSER AS A DIRECTOR OF BHP BILLITON PLC, For For
WHO RETIRES BY ROTATION
12. Management RE-ELECT MR. JACQUES NASSER AS A DIRECTOR OF BHP BILLITON For For
LIMITED, WHO RETIRES BY ROTATION
13. Management RE-ELECT DR. JOHN M. SCHUBERT AS A DIRECTOR OF BHP BILLITON PLC, For For
WHO RETIRES BY ROTATION
14. Management RE-ELECT DR. JOHN M. SCHUBERT AS A DIRECTOR OF BHP BILLITON For For
LIMITED, WHO RETIRES BY ROTATION
15. Management ELECT MR. ALAN L. BOECKMANN AS A DIRECTOR OF BHP BILLITON PLC For For
16. Management ELECT MR. ALAN L. BOECKMANN AS A DIRECTOR OF BHP BILLITON LIMITED For For
17. Shareholder PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: ELECT Against For
MR. STEPHEN MAYNE AS A DIRECTOR OF BHP BILLITON PLC
18. Shareholder PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: ELECT Against For
MR. STEPHEN MAYNE AS A DIRECTOR OF BHP BILLITON LIMITED
19. Management ELECT DR. DAVID R. MORGAN AS A DIRECTOR OF BHP BILLITON PLC For For
20. Management ELECT DR. DAVID R. MORGAN AS A DIRECTOR OF BHP BILLITON LIMITED For For
21. Management ELECT MR. KEITH C. RUMBLE AS A DIRECTOR OF BHP BILLITON PLC For For
22. Management ELECT MR. KEITH C. RUMBLE AS A DIRECTOR OF BHP BILLITON LIMITED For For
23. Management RE-APPOINT KPMG AUDIT PLC AS THE AUDITOR OF BHP BILLITON PLC AND For For
AUTHORIZE THE DIRECTORS TO AGREE THEIR REMUNERATION
24. Management APPROVE TO RENEW THE AUTHORITY AND TO ALLOT RELEVANT SECURITIES For For
[SECTION 80 OF THE UNITED KINGDOM COMPANIES ACT 1985] CONFERRED
BY THE DIRECTORS BY ARTICLE 9 OF BHP BILLITON PLC'S ARTICLES OF
ASSOCIATION FOR THE PERIOD ENDING ON THE LATER OF THE AGM OF BHP
BILLITON PLC AND THE AGM OF BHP BILLITON LIMITED IN 2009
[PROVIDED THAT THIS AUTHORITY SHALL ALLOW BHP BILLITON PLC
BEFORE THE EXPIRY OF THIS AUTHORITY TO MAKE OFFERS OR AGREEMENTS
WHICH WOULD OR MIGHT REQUIRE RELEVANT SECURITIES TO BE ALLOTTED
AFTER SUCH EXPIRY AND, NOTWITHSTANDING SUCH EXPIRY, THE
DIRECTORS MAY ALLOT RELEVANT SECURITIES IN PURSUANCE OF SUCH
OFFERS OR AGREEMENTS], AND FOR SUCH PERIOD THE SECTION 80 AMOUNT
[UNDER THE UNITED KINGDOM COMPANIES ACT 1985] SHALL BE USD
277,983,328
S.25 Management APPROVE TO RENEW THE AUTHORITY AND TO ALLOT EQUITY SECURITIES For For
[SECTION 94 OF THE UNITED KINGDOM COMPANIES ACT 1985] FOR CASH
CONFERRED BY THE DIRECTORS BY ARTICLE 9 OF BHP BILLITON PLC'S
ARTICLES OF ASSOCIATION FOR THE PERIOD ENDING ON THE LATER OF
THE AGM OF BHP BILLITON PLC AND THE AGM OF BHP BILLITON LIMITED
IN 2009 [PROVIDED THAT THIS AUTHORITY SHALL ALLOW BHP BILLITON
PLC BEFORE THE EXPIRY OF THIS AUTHORITY TO MAKE OFFERS OR
AGREEMENTS WHICH WOULD OR MIGHT REQUIRE EQUITY SECURITIES TO BE
ALLOTTED AFTER SUCH EXPIRY AND, NOTWITHSTANDING SUCH EXPIRY, THE
DIRECTORS MAY ALLOT EQUITY SECURITIES IN PURSUANCE OF SUCH
OFFERS OR AGREEMENTS], AND FOR SUCH PERIOD THE SECTION 95 AMOUNT
[UNDER THE UNITED KINGDOM COMPANIES ACT 1985] SHALL BE USD
55,778,030
S.26 Management AUTHORIZE BHP BILLITON PLC, IN ACCORDANCE WITH ARTICLE 6 OF ITS For For
ARTICLES OF ASSOCIATION AND SECTION 166 OF THE UNITED KINGDOM
COMPANIES ACT 1985, TO MAKE MARKET PURCHASES [SECTION 163 OF
THAT ACT] OF ORDINARY SHARES OF USD 0.50 NOMINAL VALUE EACH IN
THE CAPITAL OF BHP BILLITON PLC [SHARES] PROVIDED THAT: A) THE
MAXIMUM AGGREGATE NUMBER OF SHARES AUTHORIZED TO BE PURCHASED
WILL BE 223,112,120, REPRESENTING 10% OF BHP BILLITON PLC'S
ISSUED SHARE CAPITAL; B) THE MINIMUM PRICE THAT MAY BE PAID FOR
EACH SHARE IS USD 0.50, BEING THE NOMINAL VALUE OF SUCH A SHARE;
C) THE MAXIMUM PRICE THAT MAY BE PAID FOR ANY SHARE IS NOT MORE
THAN 5% THE AVERAGE OF THE MIDDLE MARKET QUOTATIONS FOR A SHARE
TAKEN FROM THE LONDON STOCK EXCHANGE DAILY OFFICIAL LIST FOR THE
5 BUSINESS DAYS IMMEDIATELY PRECEDING THE DATE OF PURCHASE OF
THE SHARES; [AUTHORITY EXPIRES THE EARLIER OF 22 APR 2010 AND
THE LATER OF THE AGM OF BHP BILLITON PLC AND THE AGM OF BHP
BILLITON LIMITED IN 2009 [PROVIDED THAT BHP BILLITON PLC MAY
ENTER INTO A CONTRACT OR CONTRACTS FOR THE PURCHASE OF SHARES
BEFORE THE EXPIRY OF THIS AUTHORITY WHICH WOULD OR MIGHT BE
COMPLETED WHOLLY OR PARTLY AFTER SUCH EXPIRY AND MAY MAKE A
PURCHASE OF SHARES IN PURSUANCE OF ANY SUCH CONTRACT OR
CONTRACTS]
S27.1 Management APPROVE TO REDUCE THE SHARE CAPITAL OF BHP BILLITON PLC BY THE For For
CANCELLATION OF ALL THE ISSUED PAID UP SHARES OF USD 0.50
NOMINAL VALUE EACH HELD BY BHP BILLITON LIMITED ON 30 APR 2009
S27.2 Management APPROVE TO REDUCE THE SHARE CAPITAL OF BHP BILLITON PLC BY THE For For
CANCELLATION OF ALL THE ISSUED PAID UP SHARES OF USD 0.50
NOMINAL VALUE EACH HELD BY BHP BILLITON LIMITED ON 29 MAY 2009
S27.3 Management APPROVE TO REDUCE THE SHARE CAPITAL OF BHP BILLITON PLC BY THE For For
CANCELLATION OF ALL THE ISSUED PAID UP SHARES OF USD 0.50
NOMINAL VALUE EACH HELD BY BHP BILLITON LIMITED ON 15 JUN 2009
S27.4 Management APPROVE TO REDUCE THE SHARE CAPITAL OF BHP BILLITON PLC BY THE For For
CANCELLATION OF ALL THE ISSUED PAID UP SHARES OF USD 0.50
NOMINAL VALUE EACH HELD BY BHP BILLITON LIMITED ON 31 JUL 2009
S27.5 Management APPROVE TO REDUCE THE SHARE CAPITAL OF BHP BILLITON PLC BY THE For For
CANCELLATION OF ALL THE ISSUED PAID UP SHARES OF USD 0.50
NOMINAL VALUE EACH HELD BY BHP BILLITON LIMITED ON 15 SEP 2009
S27.6 Management APPROVE TO REDUCE THE SHARE CAPITAL OF BHP BILLITON PLC BY THE For For
CANCELLATION OF ALL THE ISSUED PAID UP SHARES OF USD 0.50
NOMINAL VALUE EACH HELD BY BHP BILLITON LIMITED ON 30 NOV 2009
28. Management APPROVE THE REMUNERATION REPORT FOR THE YE 30 JUN 2008 For For
29. Management APPROVE, FOR ALL PURPOSES, THE BHP BILLITON PLC GROUP INCENTIVE For For
SCHEME, AS AMENDED; AND THE BHP BILLITON LIMITED GROUP INCENTIVE
SCHEME, AS AMENDED
30. Management APPROVE TO GRANT DEFERRED SHARES AND OPTIONS UNDER THE BHP For For
BILLITON LIMITED GROUP INCENTIVE SCHEME AND PERFORMANCE SHARES
UNDER THE BHP BILLITON LIMITED LONG TERM INCENTIVE PLAN TO THE
EXECUTIVE DIRECTOR, MR. M. J. KLOPPERS AS SPECIFIED
31. Management APPROVE, FOR ALL PURPOSES, INCLUDING FOR THE PURPOSES OF ARTICLE For For
76 OF THE ARTICLES OF ASSOCIATION OF BHP BILLITON PLC, THAT THE
MAXIMUM AGGREGATE REMUNERATION WHICH MAY BE PAID BY BHP BILLITON
PLC TO ALL THE NON-EXECUTIVE DIRECTORS IN ANY YEAR TOGETHER WITH
THE REMUNERATION PAID TO THOSE NON-EXECUTIVE DIRECTORS BY BHP
BILLITON LIMITED BE INCREASED FROM USD 3,000,000 TO USD
3,800,000
32. Management APPROVE, FOR ALL PURPOSES, INCLUDING FOR THE PURPOSES OF RULE 76 For For
OF THE CONSTITUTION OF BHP BILLITON LIMITED AND ASX LISTING RULE
10.17, THAT THE MAXIMUM AGGREGATE REMUNERATION WHICH MAY BE PAID
BY BHP BILLITON LIMITED TO ALL THE NON-EXECUTIVE DIRECTORS IN
ANY YEAR TOGETHER WITH THE REMUNERATION PAID TO THOSE NON-
EXECUTIVE DIRECTORS BY BHP BILLITON PLC BE INCREASED FROM USD
3,000,000 TO USD 3,800,000
S.33 Management AMEND THE ARTICLES OF ASSOCIATION OF BHP BILLITON PLC, WITH For For
EFFECT FROM THE CLOSE OF THIS MEETING, IN THE MANNER OUTLINED IN
THE APPENDIX TO THIS NOTICE OF MEETING AND AS SET OUT IN THE
AMENDED ARTICLES OF ASSOCIATION TABLED BY THE CHAIR OF THE
MEETING AND SIGNED FOR THE PURPOSES OF IDENTIFICATION
S.34 Management AMEND THE CONSTITUTION OF BHP BILLITON LIMITED, WITH EFFECT FROM For For
THE CLOSE OF THIS MEETING, IN THE MANNER OUTLINED IN THE
APPENDIX TO THIS NOTICE OF MEETING AND AS SET OUT IN THE
CONSTITUTION TABLED BY THE CHAIR OF THE MEETING AND SIGNED FOR
THE PURPOSES OF IDENTIFICATION
- ----------------------------------------------------------------------------------------------------------------------
BLUESCOPE STL LTD
Ticker: Security ID: AU000000BSL0
Meeting Date: 11/13/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Non-Voting RECEIVE THE ANNUAL REPORT, FINANCIAL STATEMENTS AND THE REPORTS
OF THE DIRECTORS AND THE AUDITOR FOR THE YE 30 JUN 2008
2. Management ADOPT THE REMUNERATION REPORT [WHICH IS CONTAINED IN THE For For
DIRECTORS' REPORT] FOR THE YE 30 JUN 2008
3.A Management RE-ELECT MR. GRAHAM KRAEHE AS A DIRECTOR, WHO RETIRES BY ROTATION For For
IN ACCORDANCE WITH THE COMPANY'S CONSTITUTION
3.B Management RE-ELECT MR. TAN YAM PIN AS A DIRECTOR, WHO RETIRES BY ROTATION For For
IN ACCORDANCE WITH THE COMPANY'S CONSTITUTION
3.C Management ELECT MR. DOUG JUKES AS A DIRECTOR, WHO VACATES OFFICE IN For For
ACCORDANCE WITH THE COMPANY'S CONSTITUTION
4. Management APPROVE, FOR ALL PURPOSES, INCLUDING FOR THE PURPOSE OF ASX For For
LISTING RULE 10.14, THE GRANT OF SHARE RIGHTS TO THE MANAGING
DIRECTOR AND CHIEF EXECUTIVE OFFICER, MR. PAUL O'MALLEY, UNDER
THE LONG TERM INCENTIVE PLAN AS SPECIFIED
5. Management APPROVE TO INCREASE THE TOTAL AMOUNT OR VALUE OF THE REMUNERATION For For
PAYABLE TO NON-EXECUTIVE DIRECTORS FOR THE PURPOSE OF RULE 11.9
OF THE COMPANY'S CONSTITUTION FROM A MAXIMUM AMOUNT OF AUD
2,250,000 PER ANNUM [INCLUSIVE OF SUPERANNUATION CONTRIBUTIONS]
TO A MAXIMUM AMOUNT OF AUD 2,925,000 PER ANNUM [INCLUSIVE OF
SUPERANNUATION CONTRIBUTIONS]
S.6 Management APPROVE TO RENEW THE PROPORTIONAL TAKEOVER PROVISIONS IN RULES For For
6.12 TO 6.16 [INCLUSIVE] OF THE CONSTITUTION FOR A PERIOD OF 3
YEARS COMMENCING IMMEDIATELY
- ----------------------------------------------------------------------------------------------------------------------
BNP PARIBAS
Ticker: Security ID: FR0000131104
Meeting Date: 12/19/2008 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL-BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
1. Management APPROVE THE CONTRIBUTION IN KIND OF 98,529,695 FORTIS BANQUE For For
SHARES BY SFPI
2. Management APPROVE THE CONTRIBUTION IN KIND OF 263,586,083 FORTIS BANQUE For For
LUXEMBOURG SHARES BY GRAND DUCHY OF LUXEMBOURG
3. Management GRANT AUTHORITY TO INCREASE THE CAPITAL OF UP TO 10% OF ISSUED For For
CAPITAL FOR FUTURE ACQUISITIONS
4. Management GRANT AUTHORITY FOR FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
- ----------------------------------------------------------------------------------------------------------------------
BNP PARIBAS
Ticker: Security ID: FR0000131104
Meeting Date: 03/27/2009 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIR-ECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE
UNSURE WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
1. Management GRANT AUTHORITY FOR THE NEW CLASS OF PREFERRED STOCK [CLASS B] For For
AND AMEND BYLAWS ACCORDINGLY, SUBJECT TO APPROVAL OF ITEM 2
2. Management GRANT AUTHORITY FOR THE ISSUANCE OF PREFERRED STOCK [CLASS B] IN For For
FAVOR OF SOCIETE DE PRISE DE PARTICIPATION DE 1'ETAT [SPPE] FOR
UP TO AGGREGATE NOMINAL AMOUNT OF EUR 608,064,070, SUBJECT TO
APPROVAL OF ITEM 1
3. Management APPROVE THE EMPLOYEE STOCK PURCHASE PLAN For For
4. Management GRANT AUTHORITY FOR THE CAPITALIZATION OF RESERVES OF UP TO EUR 1 For For
BILLION FOR BONUS ISSUE OR INCREASE IN PAR VALUE, SUBJECT TO
APPROVAL OF ITEMS 1 AND 2
5. Management GRANT AUTHORITY FOR THE FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
- ----------------------------------------------------------------------------------------------------------------------
BNP PARIBAS
Ticker: Security ID: FR0000131104
Meeting Date: 05/13/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 540421 DUE TO
ADDITION IN RESOLUTION. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU
O.1 Management APPROVE TO ACCEPT CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY For For
REPORTS
O.2 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.3 Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 1.00 PER For For
SHARE
O.4 Management APPROVE THE AUDITORS' SPECIAL REPORT REGARDING RELATED-PARTY For For
TRANSACTIONS
O.5 Management GRANT AUTHORITY REPURCHASE OF UP TO 10% ISSUED SHARE CAPITAL For For
O.6 Management RE-ELECT MR. CLAUDE BEBEAR AS A DIRECTOR For For
O.7 Management RE-ELECT MR. JEAN-LOUIS BEFFA AS A DIRECTOR For For
O.8 Management RE-ELECT MR. DENIS KESSLER AS A DIRECTOR For For
O.9 Management RE-ELECT MR. LAURENCE PARISOT AS A DIRECTOR For For
O.10 Management RE-ELECT MR. MICHEL PEBEREAU AS A DIRECTOR For For
E.11 Management APPROVE THE CONTRIBUTION IN KIND OF 98,529,695 FORTIS BANQUE For For
SHARES BY SOCIETE FEDERALE DE PARTICIPATIONS ET D'INVESTISSEMENT
[SFPI]
E.12 Management APPROVE THE CONTRIBUTION IN KIND OF 263,586,083 FORTIS BANQUE For For
LUXEMBOURG SHARES BY GRAND DUCHY OF LUXEMBOURG
E.13 Management GRANT AUTHORITY THE CAPITAL INCREASE OF UP TO 10% OF ISSUED For For
CAPITAL FOR FUTURE ACQUISITIONS
E.14 Management APPROVE THE CHANGES IN THE PROCEDURES FOR B SHARES CORRESPONDING For For
AMENDMENTS TO THE ARTICLES OF ASSOCIATION
E.15 Management APPROVE TO REDUCE THE SHARE CAPITAL VIA CANCELLATION OF For For
REPURCHASED SHARES
E.16 Management GRANT AUTHORITY THE FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
- ----------------------------------------------------------------------------------------------------------------------
BOC HONG KONG HLDGS LTD
Ticker: Security ID: HK2388011192
Meeting Date: 05/21/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ''IN FAVOR" OR
"AGAINST" FOR ALL THE RESOLUTIONS. THANK YOU.
1. Management RECEIVE AND APPROVE THE AUDITED STATEMENT OF ACCOUNTS AND THE For For
REPORTS OF THE DIRECTORS AND THE AUDITORS OF THE COMPANY FOR THE
YE 31 DEC 2008
2.A Management RE-ELECT MR. XIAO GANG AS A DIRECTOR OF THE COMPANY For For
2.B Management RE-ELECT MR. LI ZAOHANG AS A DIRECTOR OF THE COMPANY For For
2.C Management RE-ELECT MR. ZHOU ZAIQUN AS A DIRECTOR OF THE COMPANY For For
2.D Management RE-ELECT MR. KOH BENG SENG AS A DIRECTOR OF THE COMPANY For For
2.E Management RE-ELECT MR. TUNG SAVIO WAIHOK AS A DIRECTOR OF THE COMPANY For For
3. Management RE-APPOINT PRICEWATERHOUSECOOPERS AS THE AUDITORS OF THE COMPANY For For
AND AUTHORIZE THE BOARD OF DIRECTORS OR A DULY AUTHORIZED
COMMITTEE OF THE BOARD TO DETERMINE THEIR REMUNERATION
4. Management AUTHORIZE THE BOARD OF DIRECTORS TO ALLOT, ISSUE AND DEAL WITH For For
ADDITIONAL SHARES OF THE COMPANY, NOT EXCEEDING 20% OR, IN THE
CASE OF ISSUE OF SHARES SOLELY FOR CASH AND UNRELATED TO ANY
ASSET ACQUISITION, NOT EXCEEDING 5% OF THE OF THE ISSUED SHARE
CAPITAL OF THE COMPANY AS AT THE DATE OF PASSING THIS RESOLUTION
5. Management AUTHORIZE THE BOARD OF DIRECTORS TO REPURCHASE SHARES IN THE For For
COMPANY, NOT EXCEEDING 10% OF THE ISSUED SHARE CAPITAL OF THE
COMPANY AS AT THE DATE OF PASSING THIS RESOLUTION
6. Management APPROVE, CONDITIONAL ON THE PASSING OF RESOLUTIONS 4 AND 5, TO For For
EXTEND THE GENERAL MANDATE GRANTED BY RESOLUTION 4 BY ADDING
THERETO THE SHARES REPURCHASED PURSUANT TO THE GENERAL MANDATE
GRANTED BY RESOLUTION 5
- ----------------------------------------------------------------------------------------------------------------------
BP P L C
Ticker: Security ID: GB0007980591
Meeting Date: 04/16/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE REPORT OF THE DIRECTORS AND THE ACCOUNTS FOR THE YE For For
31 DEC 2008
2. Management APPROVE THE DIRECTORS REMUNERATION REPORT FOR THE YE 31 DEC 2008 For For
3. Management RE-ELECT MR. A. BURGMANS AS A DIRECTOR For For
4. Management RE-ELECT MRS. C. B. CARROLL AS A DIRECTOR For For
5. Management RE-ELECT SIR WILLIAM CASTELL AS A DIRECTOR For For
6. Management RE-ELECT MR. I. C. CONN AS A DIRECTOR For For
7. Management RE-ELECT MR. G. DAVID AS A DIRECTOR For For
8. Management RE-ELECT MR. E. B. DAVIS AS A DIRECTOR For For
9. Management RE-ELECT MR. R. DUDLEY AS A DIRECTOR For For
10. Management RE-ELECT MR. D. J. FLINT AS A DIRECTOR For For
11. Management RE-ELECT DR. B. E. GROTE AS A DIRECTOR For For
12. Management RE-ELECT DR. A. B. HAYWARD AS A DIRECTOR For For
13. Management RE-ELECT MR. A. G. INGLIS AS A DIRECTOR For For
14. Management RE-ELECT DR. D. S. JULIUS AS A DIRECTOR For For
15. Management RE-ELECT SIR TOM MCKILLOP AS A DIRECTOR For For
16. Management RE-ELECT SIR IAN PROSSER AS A DIRECTOR For For
17. Management RE-ELECT MR. P. D. SUTHERLAND AS A DIRECTOR For For
18. Management RE-APPOINT ERNST & YOUNG LLP AS THE AUDITORS FROM THE CONCLUSION For For
OF THIS MEETING UNTIL THE CONCLUSION OF THE NEXT GENERAL MEETING
BEFORE WHICH ACCOUNTS ARE LAID AND TO AUTHORIZE THE DIRECTORS TO
FIX THE AUDITORS REMUNERATION
S.19 Management AUTHORIZE THE COMPANY, IN ACCORDANCE WITH SECTION 163[3] OF THE For For
COMPANIES ACT 1985, TO MAKE MARKET PURCHASES [SECTION 163[3]]
WITH NOMINAL VALUE OF USD 0.25 EACH IN THE CAPITAL OF THE
COMPANY, AT A MINIMUM PRICE OF USD 0.25 AND NOT MORE THAN 5%
ABOVE THE AVERAGE MARKET VALUE FOR SUCH SHARES DERIVED FROM THE
LONDON STOCK EXCHANGE DAILY OFFICIAL LIST, FOR THE 5 BUSINESS
DAYS PRECEDING THE DATE OF PURCHASE; [AUTHORITY EXPIRES AT THE
CONCLUSION OF THE AGM OF THE COMPANY IN 2010 OR 15 JUL 2010];
THE COMPANY, BEFORE THE EXPIRY, MAY MAKE A CONTRACT TO PURCHASE
ORDINARY SHARES WHICH WILL OR MAY BE EXECUTED WHOLLY OR PARTLY
AFTER SUCH EXPIRY
20. Management AUTHORIZE THE DIRECTORS BY THE COMPANY'S ARTICLES OF ASSOCIATION For For
TO ALLOT RELEVANT SECURITIES UP TO AN AGGREGATE NOMINAL AMOUNT
EQUAL TO THE SECTION 80 AMOUNT OF USD 1,561 MILLION, ;
[AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
IN 2010 OF THE COMPANY OR 15 JUL 2010]
S.21 Management AUTHORIZE THE DIRECTORS, PURSUANT TO SECTION 89 OF THE COMPANIES For For
ACT 1985, TO ALLOT EQUITY SECURITIES [SECTION 89] TO THE
ALLOTMENT OF EQUITY SECURITIES: A) IN CONNECTION WITH A RIGHTS
ISSUE; B) UP TO AN AGGREGATE NOMINAL AMOUNT OF USD 234 MILLION;
[AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
IN 2010 OF THE COMPANY OR 15 JUL 2010];
S.22 Management GRANT AUTHORITY FOR THE CALLING OF GENERAL MEETING OF THE COMPANY For For
BY NOTICE OF AT LEAST 14 CLEAR DAYS
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL
COMMENT. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
Non-Voting PLEASE NOTE THAT RESOLUTION 15 IS NOT BEING COUNTED AT THE
MEETING, AS MR. TOM MCKILLOP IS NO LONGER STANDING AS DIRECTOR.
THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
BRITISH AMERN TOB PLC
Ticker: Security ID: GB0002875804
Meeting Date: 04/30/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management ADOPT THE RECEIPT OF THE 2008 REPORT AND ACCOUNTS For For
2. Management APPROVE THE 2008 REMUNERATION REPORT For For
3. Management DECLARE A FINAL DIVIDEND FOR 2008 For For
4. Management RE-APPOINT THE AUDITORS For For
5. Management AUTHORIZE THE DIRECTORS TO AGREE THE AUDITORS REMUNERATION For For
6.1 Management RE-APPOINT MR. PAUL ADAMS AS A DIRECTOR For For
6.2 Management RE-APPOINT MR. JAN DU PLESSIS AS A DIRECTOR For For
6.3 Management RE-APPOINT MR. ROBERT LERWILL AS A DIRECTOR For For
6.4 Management RE-APPOINT SIR NICHOLAS SCHEELE AS A DIRECTOR For For
7. Management RE-APPOINT MR. GERRY MURPHY AS A DIRECTOR SINCE THE LAST AGM For For
8. Management APPROVE TO RENEW THE DIRECTORS AUTHORITY TO ALLOT SHARES For For
S.9 Management APPROVE TO RENEW THE DIRECTORS AUTHORITY TO DISAPPLY PRE-EMPTION For For
RIGHTS
S.10 Management AUTHORIZE THE COMPANY TO PURCHASE ITS OWN SHARES For For
11. Management GRANT AUTHORITY TO MAKE DONATIONS TO POLITICAL ORGANIZATIONS AND For For
TO INCUR POLITICAL EXPENDITURE
S.12 Management APPROVE THE NOTICE PERIOD FOR GENERAL MEETINGS For For
S.13 Management ADOPT THE NEW ARTICLE OF ASSOCIATIONS For For
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN TYPE OF
RESOLUTIONS. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLES-S YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
CARNIVAL PLC
Ticker: Security ID: GB0031215220
Meeting Date: 04/15/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RE-ELECT MR. MICKY ARISON AS A DIRECTOR OF CARNIVAL CORPORATION For For
AND CARNIVAL PLC
2. Management RE-ELECT MR. AMBASSADOR RICHARD G. CAPEN, JR. AS A DIRECTOR OF For For
CARNIVAL CORPORATION AND CARNIVAL PLC
3. Management RE-ELECT MR. ROBERT H. DICKINSON AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
4. Management RE-ELECT MR. ARNOLD W. DONALD AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
5. Management RE-ELECT MR. PIER LUIGI FOSCHI AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
6. Management RE-ELECT MR. HOWARD S. FRANK AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
7. Management RE-ELECT MR. RICHARD J. GLASIER AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
8. Management RE-ELECT MR. MODESTO A. MAIDIQUE AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
9. Management RE-ELECT SIR JOHN PARKER AS A DIRECTOR OF CARNIVAL CORPORATION For For
AND CARNIVAL PLC
10. Management RE-ELECT MR. PETER G. RATCLIFFE AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
11. Management RE-ELECT MR. STUART SUBOTNICK AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
12. Management RE-ELECT MR. LAURA WEIL AS A DIRECTOR OF CARNIVAL CORPORATION AND For For
CARNIVAL PLC
13. Management ELECT MR. RANDALL J. WEISENBURGER AS A DIRECTOR OF CARNIVAL For For
CORPORATION AND CARNIVAL PLC
14. Management RE-ELECT MR. UZI ZUCKER AS A DIRECTOR OF CARNIVAL CORPORATION AND For For
CARNIVAL PLC
15. Management RE-APPOINT CARNIVAL PLC'S AS THE INDEPENDENT AUDITORS AND RATIFY For For
CARNIVAL CORPORATION'S INDEPENDENT REGISTERED CERTIFIED PUBLIC
ACCOUNTING FIRM
16. Management GRANT AUTHORITY FOR THE CARNIVAL PLC'S AUDIT COMMITTEE TO AGREE For For
THE REMUNERATION OF THE INDEPENDENT AUDITORS
17. Management RECEIVE THE ANNUAL ACCOUNTS & REPORTS OF CARNIVAL PLC For For
18. Management APPROVE THE CARNIVAL PLC DIRECTORS' REMUNERATION REPORT For For
19. Management APPROVE TO INCREASE THE AUTHORIZED SHARE CAPITAL OF CARNIVAL PLC For For
s.20 Management APPROVE TO RESTATED THE ARTICLES OF ASSOCIATION OF CARNIVAL PLC For For
s.21 Management AMEND THE ARTICLES OF ASSOCIATION OF CARNIVAL PLC WITH EFFECT For For
FROM 01 OCT 2009
22. Management APPROVE TO RENEW CARNIVAL PLC SECTION 80 AUTHORITY For For
s.23 Management APPROVE TO RENEW CARNIVAL PLC SECTION 89 AUTHORITY For For
s.24 Management GRANT AUTHORITY FOR CARNIVAL PLC TO MAKE MARKET PURCHASES OF For For
ORDINARY SHARES OF USD 1.66 EACH IN THE CAPITAL OF CARNIVAL PLC
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO ORDINARY RESOLUTIONS
CHANGED TO SPE-CIAL RESOLUTIONS AND RECEIPT OF CONSERVATIVE
CUT-OFF DATE. IF YOU HAVE ALREADY-SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO-AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
CASINO GUICHARD PERRACHON, SAINT ETIENNE
Ticker: Security ID: FR0000125585
Meeting Date: 05/19/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE
UNSURE WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
O.1 Management APPROVE THE UNCONSOLIDATED ACCOUNTS FOR THE FYE ON 31 DEC 2008 For For
O.2 Management APPROVE THE CONSOLIDATED ACCOUNTS FOR THE FYE ON 31 DEC 2008 For For
O.3 Management APPROVE THE DISTRIBUTION OF PROFITS FIXATION OF THE DIVIDEND For For
O.4 Management APPROVE THE AGREEMENTS REFERRED TO IN ARTICLE L.225-38 OF THE For For
COMMERCIAL CODE
O.5 Management AUTHORIZE THE COMPANY TO PURCHASE ITS OWN SHARES For For
O.6 Management APPOINT MR. PIERRE GIACOMETTI AS A BOARD MEMBER For For
O.7 Management APPROVE TO RENEW MR. ABILIO DOS SANTOS DINIZ'S MANDATE AS A BOARD For For
MEMBER FOR 3 YEARS
O.8 Management APPROVE TO RENEW MR. PIERRE GIACOMETTI'S MANDATE AS A BOARD For For
MEMBER FOR 3 YEARS
O.9 Management APPROVE TO RENEW MR. HENRI GISCARD D'ESTAING'S MANDATE AS A BOARD For For
MEMBER FOR 3 YEARS
O.10 Management APPROVE TO RENEW MR. PHILIPPE HOUZE'S MANDATE AS A BOARD MEMBER For For
FOR 3 YEARS
O.11 Management APPROVE TO RENEW MR. MARC LADREIT DE LACHARRIERE'S MANDATE AS A For For
BOARD MEMBER FOR 3 YEARS
O.12 Management APPROVE TO RENEW MR. JEAN-CHARLES NAOURI'S MANDATE AS A BOARD For For
MEMBER FOR 3 YEARS
O.13 Management APPROVE TO RENEW MR. GILLES PINONCELY'S MANDATE AS A BOARD MEMBER For For
FOR 3 YEARS
O.14 Management APPROVE TO RENEW MR. GERALD DE ROQUEMAUREL'S MANDATE AS A BOARD For For
MEMBER FOR 3 YEARS
O.15 Management APPROVE TO RENEW MR. DAVID DE ROTHSCHILD'S MANDATE AS A BOARD For For
MEMBER FOR 3 YEARS
O.16 Management APPROVE TO RENEW MR. FREDERIC SAINT-GEOURS'S MANDATE AS A BOARD For For
MEMBER FOR 3 YEARS
O.17 Management APPROVE TO RENEW EURIS COMPANY'S MANDATE AS THE BOARD MEMBER FOR For For
3 YEARS
O.18 Management APPROVE TO RENEW FINATIS COMPANY'S MANDATE AS THE BOARD MEMBER For For
FOR 3 YEARS
O.19 Management APPROVE TO RENEW MATIGNON-DIDEROT COMPANY'S MANDATE AS THE BOARD For For
MEMBER FOR 3 YEARS
O.20 Management APPROVE TO RENEW OMNUIM DE COMMERCE ET DE PARTICIPATIONS OCP For For
COMPANY'S MANDATE AS THE BOARD MEMBER FOR 3 YEARS
O.21 Management APPOINT MR. JEAN-DOMINIQUE COMOLLI AS A BOARD MEMBER For For
O.22 Management APPOINT MS. ROSE-MARIE VAN LERBERGHE AS A BOARD MEMBER For For
O.23 Management APPROVE THE ATTENDANCE ALLOWANCES ALLOCATED TO THE BOARD OF For For
DIRECTORS
O.24 Management APPOINT MS. MARIE-PAULE DEGEILH, OF THE DIDIER KLING & ASSOCIES For For
OFFICE, AS THE TEMPORARY STATUTORY AUDITOR
E.25 Management APPROVE THE CONVERSION OF THE SHARES WITH PREFERENTIAL DIVIDEND, For For
WITHOUT VOTING RIGHT, INTO COMMON SHARES
E.26 Management APPROVE THE MODIFICATION OF THE STATUTES For For
E.27 Management AUTHORIZE THE BOARD OF DIRECTORS AND TO THE CHAIRMAN For For
E.28 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO ISSUE SHARES OR For For
SECURITIES GIVING RIGHT TO THE ALLOCATION OF NEW OR EXISTING
SHARES OF THE COMPANY OR EXISTING SHARES OF ANY COMPANY WHICH IT
HELD DIRECTLY OR INDIRECTLY MORE THAN 50% OF THE CAPITAL, OR
DEBT SECURITIES, WITH MAINTENANCE OF PREFERENTIAL SUBSCRIPTION
RIGHTS, IN CASE OF ISSUANCE OF NEW SHARES
E.29 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO ISSUE SHARES OR For For
SECURITIES GIVING RIGHT TO THE ALLOCATION OF NEW OR EXISTING
SHARES OF THE COMPANY OR EXISTING SHARES OF ANY COMPANY WHICH IT
HELD DIRECTLY OR INDIRECTLY MORE THAN 50% OF THE CAPITAL, OR
DEBT SECURITIES, WITH CANCELLATION OF PREFERENTIAL SUBSCRIPTION
RIGHTS, IN CASE OF ISSUANCE OF NEW SHARES
E.30 Management AUTHORIZE THE BOARD OF DIRECTORS TO THE EFFECT OF FIXING THE For For
PRICE OF THE ISSUE ACHIEVED WITHOUT PREFERENTIAL SUBSCRIPTION
RIGHTS UNDER THE TERMS DETERMINED BY THE GENERAL ASSEMBLY, UNDER
ARTICLE L.225-136 OF THE COMMERCIAL CODE
E.31 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE THE NUMBER OF For For
SECURITIES TO BE ISSUED UNDER CAPITAL INCREASES MADE WITH OR
WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS
E.32 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO INCREASE CAPITAL BY For For
INCORPORATION OF RESERVES, PROFITS, PREMIUMS OR OTHER AMOUNTS
WHOSE CAPITALIZATION IS ACCEPTED
E.33 Management AUTHORIZE THE BOARD OF DIRECTORS, WITHIN THE LIMIT OF 10% OF THE For For
COMPANY'S CAPITAL, TO ISSUE SHARES OR SECURITIES GIVING ACCESS
TO CAPITAL, IN ORDER TO REMUNERATE CONTRIBUTIONS IN KIND MADE TO
THE COMPANY AND CONSIST OF EQUITY SECURITIES OR SECURITIES
GIVING ACCESS TO CAPITAL
E.34 Management AUTHORIZE THE BOARD OF DIRECTORS ON OVERALL LIMITATION OF THE For For
FINANCIAL
E.35 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO ISSUE SHARES OR For For
SECURITIES GIVING ACCESS TO CAPITAL, IN CASE OF A PUBLIC OFFER
IMPLEMENTED BY CASINO, GUICHARD-PERRACHON FOR ANOTHER LISTED
COMPANY WITH CANCELLATION OF PREFERENTIAL SUBSCRIPTION RIGHT
E.36 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO DECIDE, DURING A For For
PUBLIC OFFER PERIOD FOR THE COMPANY, THE ISSUANCE OF WARRANTS
FOR THE SUBSCRIPTION TO THE COMPANY'S SHARES, ON PREFERENTIAL
TERMS, INCLUDING THEIR FREE ALLOCATION TO ALL COMPANY'S
SHAREHOLDERS
E.37 Management GRANT AUTHORITY TO ISSUE, BY ANY COMPANY WHICH HOLDS MORE THAN For For
50% OF THE CASINO GUICHARD-PERRACHON COMPANY'S CAPITAL,
SECURITIES OF THE ISSUING COMPANY, GIVING RIGHT TO THE
ALLOCATION OF THE COMPANY'S EXISTING SHARES
E.38 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO INCREASE THE SHARE For For
CAPITAL AND/OR TO YIELD THE TREASURY SHARES, FOR THE BENEFIT OF
EMPLOYEES
E.39 Management GRANT AUTHORITY TO REDUCE SHARE CAPITAL BY CANCELLATION OF For For
TREASURY SHARES
- ----------------------------------------------------------------------------------------------------------------------
CENTRICA PLC, WINDSOR BERKSHIRE
Ticker: Security ID: GB00B033F229
Meeting Date: 11/21/2008 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE TO INCREASE THE AUTHORIZED SHARE CAPITAL OF THE COMPANY For For
FROM GBP 275,100,000, DIVIDED INTO 4,455,000,000 ORDINARY SHARES
OF 6 14/81 PENCE EACH AND 100,000 CUMULATIVE PREFERENCE SHARES
OF GBP 1 EACH, TO GBP 432,098,765 DIVIDED INTO 7,000,000,000
ORDINARY SHARES OF 6 14/81 PENCE EACH AND 100,000 CUMULATIVE
PREFERENCE SHARES OF GBP 1 EACH BY THE CREATION OF 2,545,000,000
ORDINARY SHARES OF 6 14/81 PENCE EACH FORMING A SINGLE CLASS
WITH THE EXISTING ORDINARY SHARES OF 6 14/81 PENCE EACH IN THE
COMPANY; AND AUTHORIZE THE DIRECTORS, PURPOSE OF SECTION 80 OF
THE COMPANIES ACT 1985, TO ALLOT RELEVANT SECURITIES UP TO AN
AGGREGATE NOMINAL AMOUNT OF GBP 180,515,131[AUTHORITY EXPIRES
THE EARLIER OF THE CONCLUSION OF THE AGM OF THE COMPANY IN 2009
OR 20 FEB 2010]; AND THE DIRECTORS MAY ALLOT RELEVANT SECURITIES
AFTER THE EXPIRY OF THIS AUTHORITY IN PURSUANCE OF SUCH AN OFFER
OR AGREEMENT MADE PRIOR TO SUCH EXPIRY
S.2 Management AUTHORIZE THE DIRECTORS, SUBJECT TO THE PASSING OF RESOLUTION 1 For For
AND TO ALLOT EQUITY SECURITIES [AS DEFINED IN SECTION 94 OF THE
COMPANIES ACT 1985]; [SECTION 89(1) OF THE COMPANIES ACT 1985],
DID NOT APPLY TO SUCH ALLOTMENT OF EQUITY SECURITIES A) IN
CONNECTION WITH A RIGHTS ISSUE, AND B) UP TO AN AGGREGATE
NOMINAL AMOUNT OF GBP 15,700,000; [AUTHORITY EXPIRES THE EARLIER
OF THE CONCLUSION OF THE AGM OF THE COMPANY IN 2009 OR 20 FEB
2010]; AND, AUTHORIZE THE DIRECTORS TO ALLOT EQUITY SECURITIES
AFTER THE EXPIRY OF THIS AUTHORITY IN PURSUANCE OF SUCH AN OFFER
OR AGREEMENT MADE PRIOR TO SUCH EXPIRY
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE CUT-OFF DATE. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
CHEUNG KONG HLDGS LTD
Ticker: Security ID: HK0001000014
Meeting Date: 05/21/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF "ABSTAIN" WILL
BE TREATED THE SAME AS A "TAKE NO ACTION" VOTE.
1. Management RECEIVE THE AUDITED FINANCIAL STATEMENTS, THE REPORT OF THE For For
DIRECTORS AND THE INDEPENDENT AUDITOR'S REPORT FOR THE YE 31 DEC
2008
2. Management DECLARE A FINAL DIVIDEND For For
3.1 Management ELECT MR. KAM HING LAM AS A DIRECTOR For For
3.2 Management ELECT MS. WOO CHIA CHING, GRACE AS A DIRECTOR For For
3.3 Management ELECT MR. FOK KIN-NING, CANNING AS A DIRECTOR For For
3.4 Management ELECT MR. FRANK JOHN SIXT AS A DIRECTOR For For
3.5 Management ELECT MR. GEORGE COLIN MAGNUS AS A DIRECTOR For For
3.6 Management ELECT MR. KWOK TUN-LI, STANLEY AS A DIRECTOR For For
3.7 Management ELECT MS. HUNG SIU-LIN, KATHERINE AS A DIRECTOR For For
4. Management APPOINT MESSRS. DELOITTE TOUCHE TOHMATSU AS THE AUDITOR AND For For
AUTHORIZE THE DIRECTORS TO FIX THEIR REMUNERATION
5.1 Management AUTHORIZE THE DIRECTORS TO ISSUE AND DISPOSE OF ADDITIONAL SHARES For For
NOT EXCEEDING 20% OF THE EXISTING ISSUED SHARE CAPITAL OF THE
COMPANY AT THE DATE OF THIS RESOLUTION UNTIL THE NEXT AGM
[RELEVANT PERIOD], SUCH MANDATE TO INCLUDE THE GRANTING OF
OFFERS OR OPTIONS [INCLUDING BONDS AND DEBENTURES CONVERTIBLE
INTO SHARES OF THE COMPANY] WHICH MIGHT BE EXERCISABLE OR
CONVERTIBLE DURING OR AFTER THE RELEVANT PERIOD
5.2 Management AUTHORIZE THE DIRECTORS DURING THE RELEVANT PERIOD TO REPURCHASE For For
SHARES OF HKD 0.50 EACH IN THE CAPITAL OF THE COMPANY IN
ACCORDANCE WITH ALL APPLICABLE LAWS AND THE REQUIREMENTS OF THE
RULES GOVERNING THE LISTING OF SECURITIES ON THE STOCK EXCHANGE
OF HONG KONG LIMITED OR OF ANY OTHER STOCK EXCHANGE AS AMENDED
FROM TIME TO TIME, NOT EXCEEDING 10% OF THE AGGREGATE NOMINAL
AMOUNT OF THE SHARE CAPITAL OF THE COMPANY IN ISSUE AT THE DATE
OF THIS RESOLUTION, AND THE SAID APPROVAL SHALL BE LIMITED
ACCORDINGLY; [AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION OF
THE NEXT AGM OF THE COMPANY OR THE EXPIRATION OF THE PERIOD
WITHIN WHICH THE NEXT AGM OF THE COMPANY IS REQUIRED BY LAW TO
BE HELD]
5.3 Management APPROVE TO EXTEND THE GENERAL MANDATE GRANTED TO THE DIRECTORS TO For For
ISSUE AND DISPOSE OF ADDITIONAL SHARES PURSUANT TO RESOLUTION
5.1 BY THE ADDITION THERETO OF AN AMOUNT REPRESENTING THE
AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL OF THE COMPANY
REPURCHASED BY THE COMPANY UNDER THE AUTHORITY GRANTED PURSUANT
TO RESOLUTION 5.2, PROVIDED THAT SUCH AMOUNT SHALL NOT EXCEED
10% OF THE AGGREGATE NOMINAL AMOUNT OF THE ISSUED SHARE CAPITAL
OF THE COMPANY AT THE DATE OF THE SAID RESOLUTION
Non-Voting PLEASE NOTE THAT EUROCLEAR DOES NOT OFFER ANY VOTING SERVICES ON
THIS ISSUE. THANK YOU.
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE RECORD DATE. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
CHINA RY GROUP LTD
Ticker: Security ID: CNE1000007Z2
Meeting Date: 06/25/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE THE REPORT OF THE BOARD OF DIRECTORS OF THE COMPANY FOR For For
THE YE 31 DEC 2008
2. Management APPROVE THE REPORT OF THE SUPERVISORY COMMITTEE OF THE COMPANY For For
FOR THE YE 31 DEC 2008
3. Management APPROVE THE WORK REPORT OF THE INDEPENDENT DIRECTORS OF THE For For
COMPANY FOR THE YE 31 DEC 2008
4. Management APPROVE THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF THE For For
COMPANY FOR THE YE 31 DEC 2008
5. Management RE-APPOINT DELOITTE TOUCHE TOHMATSU AS THE COMPANY'S For For
INTERNATIONAL AUDITORS AND DELOITTE TOUCHE TOHMATSU CPA LTD. AS
THE COMPANY'S DOMESTIC AUDITORS FOR A TERM ENDING AT THE NEXT
AGM OF THE COMPANY AND AUTHORIZE THE BOARD OF DIRECTORS OF THE
COMPANY TO DETERMINE THEIR REMUNERATION
6. Management APPROVE THE PROFIT DISTRIBUTION PLAN OF THE COMPANY FOR THE YE 31 For For
DEC 2008
7. Management APPOINT MR. YAO GUIQING AS A SHAREHOLDER REPRESENTATIVE For For
SUPERVISOR OF THE COMPANY WITH IMMEDIATE EFFECT UNTIL THE EXPIRY
OF THE TERM OF THE FIRST SESSION OF THE SUPERVISORY COMMITTEE OF
THE COMPANY AND AUTHORIZE THE BOARD OF DIRECTORS OF THE COMPANY
TO FIX HIS EMOLUMENTS
8. Management APPROVE THE REMUNERATION PLAN FOR THE DIRECTORS AND THE For For
SUPERVISORS OF THE COMPANY
9. Management APPROVE THE CHANGE IN USE OF PART OF PROCEEDS FROM THE A SHARE For For
OFFERING OF THE COMPANY
10. Management APPROVE THE AMENDMENTS TO THE RULES FOR THE INDEPENDENT DIRECTORS For For
AS SPECIFIED
S.11 Management AMEND THE ARTICLES OF ASSOCIATION OF THE COMPANY AS SPECIFIED For For
S.12 Management AMEND THE PROCEDURAL RULES FOR THE SHAREHOLDERS' GENERAL MEETING For For
OF THE COMPANY AS SPECIFIED
S.13 Management AMEND THE PROCEDURAL RULES FOR THE BOARD OF DIRECTORS OF THE For For
COMPANY AS SPECIFIED
S.14 Management AUTHORIZE THE COMPANY, WITHIN THE REGISTERED PERIOD OF THE ISSUE For For
OF THE MEDIUM-TERM NOTES [THE NOTES] OR THE DURATION OF RELEVANT
MATTERS AFTER THE DATE OF PASSING OF THIS RESOLUTION, TO
PUBLICLY ISSUE AND OFFER THE NOTES OF PRINCIPAL AMOUNT NOT
EXCEEDING RMB 12 BILLION WITH A TERM NOT EXCEEDING 10 YEARS IN
SINGLE OR MULTIPLE TRANCHES IN THE PRC AND THE PROCEEDS FROM THE
ISSUE OF THE NOTES BE USED TO REPAY LOANS AND SUPPLEMENT THE
COMPANY'S WORKING CAPITAL AND AUTHORIZE THE BOARD TO EXERCISE
ALL POWERS TO HANDLE ALL MATTERS RELATING TO THE ISSUE OF THE
NOTES, INCLUDING BUT NOT LIMITED TO: TO DECIDE ON SPECIFIC
MATTERS RELATING TO THE ISSUE OF THE NOTES, INCLUDING BUT NOT
LIMITED TO THE ARRANGEMENTS AS TO WHETHER OR NOT TO ISSUE THE
NOTES IN TRANCHES, THE ARRANGEMENTS IN RELATION TO THE ISSUE
SIZE AND MATURITY DATES, THE DURATION AND METHOD OF REPAYMENT OF
THE PRINCIPAL AND THE INTERESTS, THE MATTERS AS TO WHETHER ANY
TERMS FOR REPURCHASE AND REDEMPTION WILL BE IN PLACE, THE
PRICING OF THE NOTES, THE COUPON INTEREST RATE, THE DETAILS OF
USE OF PROCEEDS, THE MEASURES FOR GUARANTEEING THE REPAYMENT,
THE GUARANTEE AND THE SELECTION OF QUALIFIED PROFESSIONAL
ADVISERS IN THE ISSUE OF THE NOTES; TO NEGOTIATE ON BEHALF OF
THE COMPANY IN RELATION TO ALL MATTERS REGARDING THE ISSUE OF
THE NOTES, TO EXECUTE
Management ALL RELEVANT AGREEMENTS AND OTHER NECESSARY DOCUMENTS, AND TO
MAKE PROPER DISCLOSURE OF ALL RELEVANT INFORMATION; TO CARRY OUT
ALL NECESSARY RELEVANT PROCEDURES WITH RESPECT TO THE APPROVAL
OF THE ISSUE OF THE NOTES BY THE RELEVANT REGULATORY
AUTHORITIES, AND TO MAKE SUITABLE ADJUSTMENTS TO THE SPECIFIC
ISSUE OF THE NOTES IN ACCORDANCE WITH THE DIRECTIONS FROM THE
REGULATORY AUTHORITIES (IF ANY); AND TO TAKE ALL NECESSARY
ACTIONS AND DEAL WITH OR MAKE DECISIONS ON OTHER MATTERS
RELATING TO THE ISSUE OF THE NOTES
- ----------------------------------------------------------------------------------------------------------------------
CIE FINANCIERE RICHEMONT SA, GENEVE
Ticker: Security ID: CH0012731458
Meeting Date: 09/10/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YO-UR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOU-NTS.
1. Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS No Action
2. Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.060 PER A No Action
BEARER SHARE AND EUR 0.006 PER B REGISTERED SHARE
3. Management GRANT DISCHARGE TO THE BOARD AND SENIOR MANAGEMENT No Action
4.1 Management ELECT MR. JOHANN RUPERT AS DIRECTOR No Action
4.2 Management ELECT MR. JEAN-PAUL AESCHIMANN AS DIRECTOR No Action
4.3 Management ELECT MR. FRANCO COLOGNI AS A DIRECTOR No Action
4.4 Management ELECT LORD DOURO AS DIRECTOR No Action
4.5 Management ELECT MR. YVES-ANDRE ISTEL AS DIRECTOR No Action
4.6 Management ELECT MR. RICHARD LEPEU AS DIRECTOR No Action
4.7 Management ELECT MR. RUGGERO MAGNONI AS DIRECTOR No Action
4.8 Management ELECT MR. SIMON MURRAY AS DIRECTOR No Action
4.9 Management ELECT MR. ALAIN DOMINIQUE PERRIN AS DIRECTOR No Action
4.10 Management ELECT MR. NORBERT PLATT AS DIRECTOR No Action
4.11 Management ELECT MR. ALAN QUASHA AS DIRECTOR No Action
4.12 Management ELECT LORD CLIFTON AS DIRECTOR No Action
4.13 Management ELECT MR. JAN RUPERT AS DIRECTOR No Action
4.14 Management ELECT MR. JUERGEN SCHREMPP AS DIRECTOR No Action
4.15 Management ELECT MR. MARTHA WIKSTROM AS DIRECTOR No Action
5. Management RATIFY PRICEWATERHOUSECOOPERS AS THE AUDITORS No Action
- ----------------------------------------------------------------------------------------------------------------------
CIE FINANCIERE RICHEMONT SA, GENEVE
Ticker: Security ID: CH0012731458
Meeting Date: 10/08/2008 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT DUE TO CHANGE IN MEETING
DATE. ALL VOTES-RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REI-NSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YO-UR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOU-NTS.
1. Management APPROVE: A) THE CANCELLATION OF ALL OF THE 1,914,000 EXISTING No Action
SHARES AND REDUCTION OF THE CURRENT ISSUED SHARE CAPITAL THE
COMPANY BY AN AMOUNT EUR 215,000,000 AGAINST TRANSFER TO
COMPAGNIE FINANCIERE RICHEMONT S.A. OF THE ENTIRE LUXURY
BUSINESS OF THE COMPANY; B) TO SIMULTANEOUSLY CONVERT THE
COMPANY INTO A PARTNERSHIP LIMITED BY SHARES [SOCIETE EN
COMMANDITE PAR ACTIONS] QUALIFYING AS A SECURITIZATION COMPANY
UNDER THE LAW OF 22 MAR 2004 ON SECURITIZATION AND TO
SIMULTANEOUSLY CONVERT THE PARTICIPATION RESERVE OF EUR
645,000,000 INTO CAPITAL AND OF THE 574,200,000 PARTICIPATION
CERTIFICATES INTO NEW ORDINARY SHARES; C) TO INCREASE THE
CAPITAL BY A FURTHER AMOUNT OF EUR 1,123 AGAINST THE ISSUE OF
1,000 MANAGEMENT SHARES TO REINET INVESTMENTS MANAGERS S.A. [THE
MANAGER]; D) TO ADOPT THE NEW ARTICLES OF INCORPORATION,
INCLUDING A NEW OBJECTS CLAUSE AS SPECIFIED; AND E) TO ADOPT A
NEW NAME: REINET INVESTMENTS S.C.A.
2. Management ELECT MESSRS. YVES-ANDRE ISTEL, RUGGERO MAGNONI, ALAN QUASHA AND No Action
JURGEN SCHREMPP AS THE MEMBERS OF THE BOARD OF OVERSEERS UNTIL
THE HOLDING OF THE OGM OF THE SHAREHOLDERS OF THE COMPANY TO BE
HELD BY 30 SEP 2009
3. Management AUTHORIZE THE MANAGER, FROM TIME TO TIME, TO PURCHASE, ACQUIRE OR No Action
RECEIVE, IN THE NAME OF THE COMPANY, SHARES IN THE COMPANY UP TO
10% OF THE ISSUED SHARE CAPITAL FROM TIME TO TIME, OVER THE
STOCK EXCHANGE OR IN PRIVATELY NEGOTIATED TRANSACTIONS OR
OTHERWISE, AND IN THE CASE OF ACQUISITIONS FOR VALUE, AT A
PURCHASE PRICE BEING [A] NO LESS THAN 80% OF THE LOWEST STOCK
PRICE OVER THE 30 DAYS PRECEDING THE DATE OF THE PURCHASE AND
[B] NO MORE THAN [I] THE HIGHER OF 5% ABOVE THE AVERAGE MARKET
VALUE OF THE COMPANY'S ORDINARY SHARES FOR THE 5 BUSINESS DAYS
PRIOR TO THE DAY THE PURCHASE IS MADE AND [II] A PRICE HIGHER
THAN THE HIGHER OF THE PRICE OF THE LAST INDEPENDENT TRADE AND
THE HIGHEST CURRENT INDEPENDENT BID ON THE TRADING VENUES WHERE
THE PURCHASE IS TO BE CARRIED OUT AND ON SUCH TERMS AS SHALL BE
DETERMINED BY THE MANAGER, PROVIDED SUCH PURCHASE IS IN
CONFORMITY WITH ARTICLE 49- 2 OF THE LUXEMBOURG LAW OF 10 AUG
1915, AS AMENDED, AND WITH APPLICABLE LAWS AND REGULATIONS;
[AUTHORITY EXPIRES AT THE END OF 18 MONTHS]
- ----------------------------------------------------------------------------------------------------------------------
CIE FINANCIERE RICHEMONT SA, GENEVE
Ticker: Security ID: CH0012731458
Meeting Date: 10/09/2008 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YO-UR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOU-NTS.
1. Management APPROVE THE RESTRUCTURING OF THE BUSINESS OF THE COMPANY No Action
2. Management AMEND THE ARTICLES OF ASSOCIATION OF THE COMPANY No Action
- ----------------------------------------------------------------------------------------------------------------------
CIE GENERALE DES ETABLISSEMENTS MICHELIN SA, CLERM
Ticker: Security ID: FR0000121261
Meeting Date: 05/15/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIR-ECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE-TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWIN-G APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL-BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIAR-IES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GL-OBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF-YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY,-PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D ""AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN ""AGAINST" VOTE.
Non-Voting PLEASE NOTE THAT THIS IS AN MIX MEETING. THANK YOU
O.1 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.2 Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 1.00 PER For For
SHARE
O.3 Management APPROVE THE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY For For
REPORTS
O.4 Management RECEIVE THE AUDITORS' SPECIAL REPORT REGARDING RELATED-PARTY For For
TRANSACTIONS WHICH IS MENTIONING THE ABSENCE OF RELATED-PARTY
TRANSACTIONS
O.5 Management RE-ELECT MR. ERIC BOURDAIS DE CHARBONNIERE AS A SUPERVISORY BOARD For For
MEMBER
O.6 Management RE-ELECT MR. FRANCOIS GRAPPOTTE AS A SUPERVISORY BOARD MEMBER For For
O.7 Management GRANT AUTHORITY TO REPURCHASE OF UP TO 10% OF ISSUED SHARE For For
CAPITAL
E.8 Management AMEND THE ARTICLE 15 OF BYLAWS REGARDING LENGTH OF TERM FOR For For
SUPERVISORY BOARD MEMBER
E.9 Management GRANT AUTHORITY UP TO 2% OF ISSUED CAPITAL FOR USE IN STOCK For For
OPTION PLAN
- ----------------------------------------------------------------------------------------------------------------------
CLP HLDGS LTD
Ticker: Security ID: HK0002007356
Meeting Date: 04/28/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN FAVOR' OR
AGAINST" FOR A-LL RESOLUTIONS. THANK YOU.
1. Management RECEIVE THE AUDITED FINANCIAL STATEMENTS AND THE REPORTS OF THE For For
DIRECTORS AND THE AUDITORS FOR THE YE 31 DEC 2008
2. Management DECLARE A FINAL DIVIDEND OF HKD 0.92 PER SHARE For For
3.A Management RE-ELECT MR. IAN DUNCAN BOYCE AS DIRECTOR For For
3.B Management RE-ELECT DR. LEE YUI BOR AS DIRECTOR For For
3.C Management RE-ELECT MR. JASON HOLROYD WHITTLE AS DIRECTOR For For
3.D Management RE-ELECT MR. LEE TING CHANG PETER AS DIRECTOR For For
3.E Management RE-ELECT MR. PETER WILLIAM GREENWOOD AS DIRECTOR For For
3.F Management RE-ELECT MR. RUDOLF BISCHOF AS DIRECTOR For For
3.G Management RE-ELECT MR. WILLIAM ELKIN MOCATTA AS DIRECTOR For For
4. Management RE-APPOINT PRICEWATERHOUSECOOPERS AS THE AUDITORS OF THE COMPANY For For
AND AUTHORIZE THE DIRECTORS TO FIX AUDITORS' REMUNERATION FOR
THE YE 31 DEC 2008
5. Management AUTHORIZE THE DIRECTORS OF THE COMPANY TO ALLOT, ISSUE AND For For
DISPOSE OF ADDITIONAL SHARES OF THE COMPANY MAKE OR GRANT
OFFERS, AGREEMENTS, OPTIONS OR WARRANTS WHICH WOULD OR MIGHT
REQUIRE THE EXERCISE OF SUCH POWERS, DURING AND AFTER THE
RELEVANT PERIOD, THE AGGREGATE NOMINAL VALUE OF SHARE CAPITAL
ALLOTTED OR AGREED TO BE ALLOTTED [WHETHER PURSUANT TO AN OPTION
OR OTHERWISE] BY THE DIRECTORS OF THE COMPANY PURSUANT TO: I) A
RIGHTS ISSUE, OR II) ANY OPTION SCHEME OR SIMILAR ARRANGEMENT OR
III] ANY SCRIP DIVIDEND OR SIMILAR ARRANGEMENT, NOT EXCEEDING 5%
OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL OF THE
COMPANY IN ISSUE AT THE DATE OF THIS RESOLUTION AND THE SAID
MANDATE SHALL BE LIMITED ACCORDINGLY; [AUTHORITY EXPIRES THE
EARLIER OF THE CONCLUSION OF THE NEXT AGM OF THE COMPANY OR THE
EXPIRATION OF THE PERIOD WITHIN WHICH THE NEXT AGM OF THE
COMPANY IS REQUIRED BY LAW TO BE HELD]
6. Management AUTHORIZE THE DIRECTORS OF THE COMPANY TO PURCHASE OR OTHERWISE For For
ACQUIRE SHARES OF HKD 5.00 EACH IN THE CAPITAL OF THE COMPANY IN
ACCORDANCE WITH ALL APPLICABLE LAWS AND THE REQUIREMENTS OF THE
RULES GOVERNING THE LISTING OF SECURITIES ON THE STOCK EXCHANGE
OF HONG KONG LIMITED, PROVIDED THAT THE AGGREGATE NOMINAL AMOUNT
OF SHARES SO PURCHASED OR OTHERWISE ACQUIRED DOES NOT EXCEED 10%
OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL OF THE
COMPANY IN ISSUE AT THE DATE OF THIS RESOLUTION; [AUTHORITY
EXPIRES THE EARLIER OF THE CONCLUSION OF THE NEXT AGM OF THE
COMPANY OR THE EXPIRATION OF THE PERIOD WITHIN WHICH THE NEXT
AGM OF THE COMPANY IS REQUIRED BY LAW TO BE HELD]
7. Management APPROVE, CONDITIONAL UPON THE PASSING OF RESOLUTION 5 AND 6, THAT For For
THE AGGREGATE NOMINAL AMOUNT OF THE SHARES WHICH ARE PURCHASED
OR OTHERWISE ACQUIRED BY THE COMPANY PURSUANT TO RESOLUTION 6 BE
ADDED TO THE AGGREGATE NOMINAL AMOUNT OF THE SHARES WHICH MAY BE
ISSUED PURSUANT TO RESOLUTION 5
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ACTUAL
RECORD DATE. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLES-S YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
COLRUYT SA
Ticker: Security ID: BE0003775898
Meeting Date: 09/17/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
Non-Voting PLEASE NOTE THAT THIS IS AN OGM. THANK YOU.
1. Management RECEIVE THE ANNUAL REPORT OF THE BOARD OF DIRECTORS, REPORT OF No Action
THE STATUTORY AUDITOR, REPORT OF THE WORKS COUNCIL [CONCERNING
OF THE ANNUAL ACCOUNTS OF ETN. FR. COLRUYT N.V. AND CONCERNING
THE ANNUAL ACCOUNTS OF THE COLRUYT GROUP]
2.A Management APPROVE THE ANNUAL ACCOUNTS OF THE COMPANY CLOSED ON 31 MAR 2008 No Action
2.B Management APPROVE THE CONSOLIDATED ANNUAL ACCOUNTS OF THE COLRUYT GROUP No Action
CLOSED ON 31 MAR 2008
3. Management APPROVE THE DECISION TO PAY OUT A GROSS DIVIDEND OF 3.68 EUR PER No Action
SHARE IN EXCHANGE FOR COUPON NO.10
4. Management APPROVE THE APPROPRIATION OF THE PROFITS AS SPECIFIED No Action
5. Management APPROVE THE DISTRIBUTION OF PROFITS TO THE EMPLOYEES OF THE No Action
COMPANY AND THE COLRUYT GROUP WHO HAVE CHOSEN TO RECEIVE THEIR
PROFIT SHARE, AS REFERRED TO IN ITEM 4, IN THE FORM OF SHARES,
WILL BE PAID WITH TREASURY SHARES OF THE N.V. ETN. FR. COLRUYT
REPURCHASED BY THE COMPANY
6. Management GRANT DISCHARGE TO THE DIRECTORS No Action
7. Management GRANT DISCHARGE TO THE STATUTORY AUDITOR No Action
8.A Management APPROVE TO RENEW THE MANDATE OF SA ANIMA [PERMANENTLY REPRESENTED No Action
BY MR. JEF COLRUYT ], FOR A TERM OF 4 YEARS, EXPIRING AT THE AGM
OF 2012
8.B Management APPROVE TO RENEW THE MANDATE OF MR. FRANCOIS GILLET, FOR A TERM No Action
OF 4 YEARS, EXPIRING AT THE AGM OF 2012
9. Non-Voting QUESTIONS AT THE END OF THE MEETING
- ----------------------------------------------------------------------------------------------------------------------
COLRUYT SA
Ticker: Security ID: BE0003775898
Meeting Date: 10/10/2008 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
I.1 Non-Voting RECEIVE SPECIAL BOARD REPORT
I.2 Non-Voting RECEIVE SPECIAL AUDITOR REPORT
I.3 Management APPROVE THE EMPLOYEE STOCK PURCHASE PLAN UP TO 200,000 SHARES No Action
I.4 Management APPROVE TO FIX THE PRICE OF SHARES TO BE ISSUED No Action
I.5 Management APPROVE TO ELIMINATE PREEMPTIVE RIGHTS REGARDING ITEM I.3 No Action
I.6 Management APPROVE THE ISSUANCE OF EQUITY OR EQUITY-LINKED SECURITIES No Action
WITHOUT PREEMPTIVE RIGHTS
I.7 Management APPROVE THE SUBSCRIPTION PERIOD REGARDING ITEM I.3 No Action
I.8 Management AUTHORIZE THE BOARD TO IMPLEMENT APPROVED RESOLUTIONS AND FILL No Action
REQUIRED DOCUMENTS/FORMALITIES AT TRADE REGISTRY
II.1 Non-Voting RECEIVE SPECIAL BOARD REPORT
II.2 Management GRANT AUTHORITY TO REPURCHASE OF 3,334,860 SHARES No Action
II.3 Management GRANT AUTHORITY TO CANCEL THE REPURCHASED SHARES No Action
- ----------------------------------------------------------------------------------------------------------------------
CREDIT SUISSE GROUP
Ticker: Security ID: CH0012138530
Meeting Date: 04/24/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1.1 Non-Voting PRESENTATION OF THE ANNUAL REPORT, PARENT COMPANY'S 2008
FINANCIAL STATEMENTS,GROUP'S 2008 CONSOLIDATED FINANCIAL
STATEMENTS AND THE REMUNERATION REPORT.
1.2 Management CONSULTATIVE VOTE ON THE REMUNERATION REPORT. No Action
1.3 Management APPROVAL OF THE ANNUAL REPORT, PARENT COMPANY'S 2008 FINANCIAL No Action
STATEMENTS AND GROUP'S 2008 CONSOLIDATED FINANCIAL STATEMENTS.
2 Management DISCHARGE OF THE ACTS OF THE MEMBERS OF THE BOARD OF DIRECTORS No Action
AND THE EXECUTIVE BOARD.
3 Management APPROPRIATION OF RETAINED EARNINGS. No Action
4.1 Management INCREASING CONDITIONAL CAPITAL FOR CONVERTIBLE AND WARRANT BONDS. No Action
4.2 Management RENEWING AND INCREASING AUTHORIZED CAPITAL. No Action
5.1 Management GROUP'S INDEPENDENT AUDITOR. No Action
5.2 Management PRESENCE QUORUM FOR BOARD OF DIRECTORS' RESOLUTIONS. No Action
5.3 Management DELETION OF PROVISIONS CONCERNING CONTRIBUTIONS IN KIND. No Action
6.1.1 Management RE-ELECT HANS-ULRICH DOERIG AS DIRECTOR. No Action
6.1.2 Management RE-ELECT WALTER B. KIELHOLZ AS DIRECTOR. No Action
6.1.3 Management RE-ELECT RICHARD E. THORNBURGH AS DIRECTOR. No Action
6.1.4 Management ELECT ANDREAS KOOPMANN AS DIRECTOR. No Action
6.1.5 Management ELECT URS ROHNER AS DIRECTOR. No Action
6.1.6 Management ELECT JOHN TINER AS DIRECTOR. No Action
6.2 Management ELECTION OF THE INDEPENDENT AUDITORS. No Action
6.3 Management ELECTION OF SPECIAL AUDITORS. No Action
- ----------------------------------------------------------------------------------------------------------------------
DENSO CORPORATION
Ticker: Security ID: JP3551500006
Meeting Date: 06/24/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management APPROVE APPROPRIATION OF PROFITS For For
2 Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
4.1 Management APPOINT A CORPORATE AUDITOR For For
4.2 Management APPOINT A CORPORATE AUDITOR For For
5 Management ALLOW BOARD TO AUTHORIZE USE OF STOCK OPTIONS AND STOCK OPTION For For
PLAN
6 Management APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR CORPORATE AUDITORS For For
- ----------------------------------------------------------------------------------------------------------------------
DEUTSCHE BANK AG, FRANKFURT AM MAIN
Ticker: Security ID: DE0005140008
Meeting Date: 05/26/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS USUAL. THANK YOU
Non-Voting PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED DEPENDING ON SOME
SUBCUSTODIANS'PROCESSING IN THE MARKET. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION FOR
YOUR ACCOUNTS.
1. Non-Voting PRESENTATION OF THE ESTABLISHED ANNUAL FINANCIAL STATEMENTS AND
MANAGEMENT REP-ORT (INCLUDING THE COMMENTS ON DISCLOSURE
PURSUANT TO PARAGRAPH 289 (4) GERMAN-COMMERCIAL CODE) FOR THE
2008 FINANCIAL YEAR, THE APPROVED CONSOLIDATED FINAN-CIAL
STATEMENTS AND MANAGEMENT REPORT (INCLUDING THE COMMENTS ON
DISCLOSURE PURSUANT TO PARAGRAPH 315 (4) GERMAN COMMERCIAL
CODE) FOR THE 2008 FINANCIAL YEA-R AS WELL AS THE REPORT OF THE
SUPERVISORY BOARD
2. Management APPROPRIATION OF DISTRIBUTABLE PROFIT For For
3. Management RATIFICATION OF THE ACTS OF MANAGEMENT OF THE MANAGEMENT BOARD For For
FOR THE 2008 FINANCIAL YEAR
4. Management RATIFICATION OF THE ACTS OF MANAGEMENT OF THE SUPERVISORY BOARD For For
FOR THE 2008 FINANCIAL YEAR
5. Management ELECTION OF THE AUDITOR FOR THE 2009 FINANCIAL YEAR, INTERIM For For
ACCOUNTS
6. Management AUTHORIZATION TO ACQUIRE OWN SHARES FOR TRADING PURPOSES For For
(PARAGRAPH 71 (1) NO. 7 STOCK CORPORATION ACT)
7. Management AUTHORIZATION TO ACQUIRE OWN SHARES PURSUANT TO PARAGRAPH 71 (1) For For
NO. 8 STOCK CORPORATION ACT AS WELL AS FOR THEIR USE WITH THE
POSSIBLE EXCLUSION OF PRE-EMPTIVE RIGHTS
8. Management AMENDMENT TO THE ARTICLES OF ASSOCIATION RELATING TO THE For For
REGISTRATION PERIOD FOR THE GENERAL MEETING
9. Management AMENDMENT TO PARAGRAPH 19 (2) SENTENCE 3 OF THE ARTICLES OF For For
ASSOCIATION TO ACCORD WITH THE RULES OF THE ACT ON THE
IMPLEMENTATION OF THE SHAREHOLDER RIGHTS DIRECTIVE
10. Management CREATION OF NEW AUTHORIZED CAPITAL (WITH THE POSSIBILITY OF For For
EXCLUDING PRE-EMPTIVE RIGHTS, ALSO IN ACCORDANCE WITH PARAGRAPH
186 (3) SENTENCE 4 STOCK CORPORATION ACT) AND AMENDMENT TO THE
ARTICLES OF ASSOCIATION
11. Management CREATION OF NEW AUTHORIZED CAPITAL FOR CAPITAL INCREASES IN CASH For For
OR IN KIND (WITH THE POSSIBILITY OF EXCLUDING PRE-EMPTIVE
RIGHTS) AND AMENDMENT TO THE ARTICLES OF ASSOCIATION
12. Management CREATION OF NEW AUTHORIZED CAPITAL (WITH THE POSSIBILITY OF For For
EXCLUDING PRE-EMPTIVE RIGHTS FOR BROKEN AMOUNTS AS WELL AS IN
FAVOUR OF HOLDERS OF OPTION AND CONVERTIBLE RIGHTS) AND
AMENDMENT TO THE ARTICLES OF ASSOCIATION
13. Management AUTHORIZATION TO ISSUE PARTICIPATORY NOTES WITH WARRANTS AND/ OR For For
CONVERTIBLE PARTICIPATORY NOTES, BONDS WITH WARRANTS AND
CONVERTIBLE BONDS (WITH THE POSSIBILITY OF EXCLUDING PRE-EMPTIVE
RIGHTS), CREATION OF CONDITIONAL CAPITAL AND AMENDMENT TO THE
ARTICLES OF ASSOCIATION
Non-Voting COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO
THE COUNTER PROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL
URL SECTION OF THE APPLICATION. IF YOU WISH TO ACT ON THESE
ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEN-D AND VOTE YOUR
SHARES AT THE COMPANYS MEETING.
- ----------------------------------------------------------------------------------------------------------------------
DRAGON OIL PLC
Ticker: Security ID: IE0000590798
Meeting Date: 05/28/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE AND APPROVE THE DIRECTORS' REPORT AND FINANCIAL For For
STATEMENTS FOR THE YE 31 DEC 2008
2.A Management ELECT MR. ABDUL JALEEL AL KHALIFA AS A DIRECTOR, WHO RETIRES IN For For
ACCORDANCE WITH THE ARTICLE OF ASSOCIATION
2.B Management RE-ELECT MR. MOHAMMED AL GHURAIR AS A DIRECTOR, WHO RETIRES IN For For
ACCORDANCE WITH THE ARTICLE OF ASSOCIATION
2.C Management RE-ELECT MR. AHMAD AL MUHAIRBL AS A DIRECTOR, WHO RETIRES IN For For
ACCORDANCE WITH THE ARTICLE OF ASSOCIATION
3. Management AUTHORIZE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS For For
4. Management APPROVE, FOR THE PURPOSES OF SECTION 140 OF THE COMPANIES ARTICLE For For
1963, THAT THE AGM IN 2010 [AND, IF THERE SHALL BE ANY EGM
BEFORE SUCH MEETING, SUCH EGM OR MEETINGS] SHALL BE HELD AT SUCH
PLACE AS MAY BE DETERMINED BY THE DIRECTORS
S.5 Management APPROVE TO REDUCE THE AUTHORIZED BUT UNISSUED SHARE CAPITAL OF For For
THE COMPANY BY THE CANCELLATION OF EUR 130,000,000 THEREOF
DIVIDED INTO 1,300,000,000 ORDINARY SHARES OF EUR 0.10 EACH NOT
TAKEN UP OR AGREED TO BE TAKEN UP BY ANY PERSON SUCH THAT SHARE
CAPITAL OF THE COMPANY SHALL BE EUR 70,000,000 DIVIDED INTO
700,000,000 ORDINARY SHARES OF EUR 0.10 EACH AND AMEND THE
STATEMENT OF SHARE CAPITAL IN THE MEMORANDUM OF ASSOCIATION AND
IN ARTICLES OF ASSOCIATION ACCORDINGLY; AND AUTHORIZE THE
DIRECTORS, IN ACCORDANCE WITH SECTION 20 OF THE COMPANIES
[AMENDMENT] ACT, 1983, TO EXERCISE ALL THE POWER OF THE COMPANY
TO ALLOT RELEVANT SECURITIES OF THE COMPANY UP TO A MAXIMUM
AGGREGATE NOMINAL AMOUNT EQUAL TO ONE THIRD OF THE ISSUED SHARE
CAPITAL OF THE COMPANY IMMEDIATELY FOLLOWING THE PASSING OF THIS
RESOLUTION, [AUTHORITY EXPIRES ON THE LAST DAY OF 5TH YEAR AFTER
THE DATE PASSING OF THIS RESOLUTION OF AT THE CONCLUSION OF THE
AGM OF THE COMPANY TO BE HELD IN CALENDAR YEAR 2014]; THE
COMPANY MAY BEFORE SUCH EXPIRY MAKE AN OFFER OR AGREEMENT WHICH
WOULD OR MIGHT REQUIRE RELEVANT SECURITIES TO BE ALLOTTED AFTER
SUCH EXPIRY AND THE DIRECTORS MAY ALLOT RELEVANT SECURITIES
PURSUANT TO SUCH OFFER OR AGREEMENT AS IF THE AUTHORITY
CONFERRED HERE BY NOT EXPIRED
S.6 Management AUTHORIZE THE DIRECTORS, PURSUANT TO SECTION 24(1) OF THE For For
COMPANIES [AMENDMENT] ACT, 1983, TO ALLOT EQUITY SECURITIES [AS
DEFINED IN SECTION 23 OF THAT ACT] OF THE COMPANY [TO INCLUDE
THE REISSUE OF TREASURY SHARES AS PROVIDED BY RESOLUTION 7]
PURSUANT TO THE AUTHORITY CONFERRED BY RESOLUTION 5 [OR IF
RESOLUTION 5 IS NOT PASSED, BY RESOLUTION 6 PASSED AT THE AGM
HELD ON 21 JUN 2006] AS IF SUBSECTION (1) OF SECTION 23 OF THAT
ACT DID NOT APPLY TO SUCH ALLOTMENT PROVIDED THAT THE POWER
HEREBY GRANTED SHALL BE LIMITED TO ALLOTMENTS; A) OF A NOMINAL
AMOUNT VALUE UP TO 5% OF THE NOMINAL VALUE OF THE SHARES IN
ISSUE AT THE DATE OF PASSING OF THIS RESOLUTION; B) IN
CONNECTION WITH OR PURSUANT TO; I] ANY RIGHTS ISSUE BEING AN
OFFER OF SHARES OPEN FOR A PERIOD FIXED BY THE DIRECTORS BY WAY
OF RIGHTS TO HOLDERS OF SHARES IN THE COMPANY IN PROPORTION [AS
NEARLY AS MAY BE] TO SUCH HOLDER'S HOLDINGS OF SUCH SHARES ON A
FIXED RECORD DATE IN ALL CASES SUBJECT TO SUCH EXCLUSIONS OR TO
SUCH OTHER ARRANGEMENTS AS THE DIRECTORS MAY DEEM NECESSARY OR
EXPEDIENT IN RELATION TO FRACTIONAL ENTITLEMENTS OR LEGAL OR
PRACTICAL PROBLEMS UNDER THE LAWS OF THE REQUIREMENTS OF ANY
REGULATORY BODY OR STOCK EXCHANGE IN ANY TERRITORY; II] ANY
PLACING TO ANY
PERSON, SUBJECT TO THERE BEING AS OPEN OFFER BEING OF SHARES OPEN
FOR A PERIOD FIXED BY THE DIRECTORS TO HOLDERS OF SHARES IN THE
COMPANY IN PROPORTION [AS NEARLY AS MAY BE] TO SUCH HOLDERS'
HOLDINGS OF SUCH SHARES ON A FIXED EXPEDIENT IN RELATION TO
FRACTIONAL ENTITLEMENTS OR LEGAL OR PRACTICAL PROBLEMS UNDER THE
LAWS OF THE REQUIREMENTS OF ANY REGULATORY BODY OR STOCK
EXCHANGE IN ANY TERRITORY; III] THE OPTION SCHEME ADOPTED
PURSUANT TO RESOLUTION 6 PASSED AT THE AGM HELD ON 05 JUL 2002
OR ANY PREVIOUS OPTIONS SCHEME; IV] SUBJECT TO THE PASSING OF
RESOLUTION 8 AT THE AGM HELD ON 28 MAY 2009, THE SHARE OPTION
SCHEME ADOPTED BY THAT RESOLUTION; [AUTHORITY EXPIRES THE
EARLIER OF THE CONCLUSION OF THE AGM OF THE COMPANY IN 2010 OR
15 MONTHS]; AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES
PURSUANT TO SUCH OFFER OR AGREEMENT AS IF THE POWER CONFERRED
HEREBY HAD NOT EXPIRED, ALL AUTHORITIES PREVIOUSLY CONFERRED
UNDER SECTION 24 OF ACT BE REVOKED PROVIDED THAT SUCH REVOCATION
SHALL NOT HAVE RETROSPECTIVE EFFECT
S.7 Management AUTHORIZE THE COMPANY [AND ANY SUBSIDIARY OF THE COMPANY FOR THE For For
TIME BEING], TO MAKE MARKET PURCHASES ANY SHARES OF AND IN THE
COMPANY [INCLUDING ANY CONTRACT OF PURCHASE WHICH WILL OR MIGHT
BE CONCLUDED WHOLLY OR PARTLY AFTER THE EXPIRY DATE BELOW],
PROVIDED THAT THE MAXIMUM NUMBER OF SHARES WHICH MAY BE ACQUIRED
SHALL BE 10% OF THE ISSUED SHARES OF AND IN THE COMPANY, AT A
MINIMUM PRICE AND UP TO 5% ABOVE THE AVERAGE MIDDLE MARKET
QUOTATIONS FOR SUCH SHARES DERIVED FROM THE IRISH STOCK EXCHANGE
OFFICIAL LIST OR AT THE OPTION OF THE DIRECTORS, THE UK LISTING
AUTHORITY OFFICIAL LIST, OVER THE PREVIOUS 10 BUSINESS DAYS;
[AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
OF THE COMPANY OR 18 MONTHS]; THE COMPANY, BEFORE THE EXPIRY,
MAY MAKE A CONTRACT TO PURCHASE ORDINARY SHARES WHICH WILL OR
MAY BE EXECUTED WHOLLY OR PARTLY AFTER SUCH EXPIRY; AND
AUTHORIZE THE DIRECTORS, PURSUANT TO SECTION 20 OF THE COMPANIES
[AMENDMENT] ACT 1983 [THE 1983 ACT] TO RE-ISSUE TREASURY SHARES
[WITHIN THE MEANING OF SECTION 209 OF THE COMPANIES OF ACT 1990
[THE 1990 ACT] AS RELEVANT SECURITIES AND PURSUANT TO SECTION 24
OF THE 1983 ACT TO RE-ISSUE TREASURY SHARES AS EQUITY SECURITIES
AS IF SUB-SECTION [1] OF SECTION 23 OF THE 1986 ACT DID NOT
APPLY TO ANY SUCH RE-ISSUE PROVIDED THAT: I] THIS POWER SHALL
LIMITED AS PROVIDED BY RESOLUTION 5 [OR IF RESOLUTION 5 IS NOT
PASSED, OF RESOLUTION 6 PASSED AT THE AGM HELD ON 21 JUN 2006]
AND [AUTHORITY EXPIRES AT THE CONCLUSION OF THE AGM OF THE
COMPANY OR 15 MONTHS]; II] (A) THE PRICE AT WHICH ANY TREASURY
SHARES MAY BE RE-ISSUED OFF MARKET [ WITHIN THE MEANING OF
SECTION 212 OF THE 1990 ACT] SHALL BE: IN THE CASE OF RE-ISSUES
OTHER THAN TO SATISFY ENTITLEMENTS UNDER SHARE OPTIONS, NOT BE
MORE THAN 25% ABOVE AND NOT MORE THAN 5% BELOW THE AVERAGE OF
THE MIDDLE MARKET QUOTATIONS OF THE RELEVANT SHARES TAKEN FROM
UK LISTING AUTHORITY; (B) IN THE CASE OF RE-ISSUE TO SATISFY
ENTITLEMENTS UNDER SHARE OPTIONS, NOT MORE THAN 25% ABOVE THAT
AVERAGE AND NOT LESS THAN PAR VALUE
8. Management ADOPT THE SHARE OPTION SCHEME AS SPECIFIED AS AN EMPLOYEE SHARE For For
SCHEME OF THE COMPANY [WITHIN THE MEANING OF SECTION 2 OF THE
COMPANIES [AMENDMENT] ACT 1983] SUBJECT TO SUCH AMENDMENTS NOT
MATERIAL THERETO AS THE BOARD MAY FROM TIME TO TIME RESOLVE; AND
AUTHORIZE THE DIRECTORS I) TO MAKE ALL AND ANY AMENDMENTS TO THE
COMPANY'S SHARE SCHEME APPROVED AT THE AGM HELD IN 2002 WITH A
VIEW TO TERMINATION THE SAID SCHEME AND II) TO TERMINATE THE
SAID SCHEME
- ----------------------------------------------------------------------------------------------------------------------
E.ON AKTIENGESELLSCHAFT EON, DUESSELDORF
Ticker: Security ID: DE000ENAG999
Meeting Date: 05/06/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EI-THER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU
Non-Voting PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED DEPENDING ON SOME
SUBCUSTODIANS'PROCESSING IN THE MARKET. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO-OBTAIN BLOCKING INFORMATION FOR
YOUR ACCOUNTS.
1. Non-Voting PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL REPORT FOR
THE 2008 FY WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP
FINANCIAL STATEMENTS AND GROUP ANNUAL REPORT, AND THE REPORT
PURSUANT TO SECT IONS 289[4] AND 315[4] OF TH-E GERMAN
COMMERCIAL CODE
2. Management RESOLUTION ON THE APPROPRIATION OF THE DISTRIBUTE PROFIT OF EUR For For
2,856,795,549 AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 1.50 PER
NO-PAR SHARE EX-DIVIDEND AND PAYABLE DATE: 05 MAY 2009
3. Management RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING DIRECTORS For For
4. Management RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD For For
5. Management ELECTION OF MR. JENS P. HEYERDAHL D.Y. TO THE SUPERVISORY BOARD For For
6.A Management ELECTION OF THE AUDITOR FOR THE 2009 FINANCIAL YEAR AS WELL AS For For
FOR THE INSPECTION OF FINANCIAL STATEMENTS:
PRICEWATERHOUSECOOPERS AKTIENGESELLSCHAFT
WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, DUESSELDORF, IS APPOINTED AS
THE AUDITOR FOR THE ANNUAL AS WELL AS THE CONSOLIDATED FINANCIAL
STATEMENTS FOR THE 2009 FINANCIAL YEAR.
6.B Management ELECTION OF THE AUDITOR FOR THE 2009 FINANCIAL YEAR AS WELL AS For For
FOR THE INSPECTION OF FINANCIAL STATEMENTS: IN ADDITION,
PRICEWATERHOUSECOOPERS AKTIENGESELLSCHAFT
WIRTSCHAFTSPRUEFUNGSGESELLSCHAFT, DUESSELDORF, IS APPOINTED AS
THE AUDITOR FOR THE INSPECTION OF THE ABBREVIATED FINANCIAL
STATEMENTS AND THE INTERIM MANAGEMENT REPORT FOR THE FIRST HALF
OF THE 2009 FINANCIAL YEAR.
7. Management RENEWAL OF THE AUTHORIZATION TO ACQUIRE OWN SHARES For For
8. Management RESOLUTION ON THE CREATION OF AUTHORIZED CAPITAL AND THE For For
CORRESPONDING AMENDMENT TO THE ARTICLES OF ASSOCIATION
9.A Management RESOLUTION ON THE AUTHORIZATION TO ISSUE CONVERTIBLE AND/OR For For
WARRANT BONDS , PROFIT-SHARING RIGHTS AND/OR PARTICIPATING
BONDS, THE CREATION OF CONTINGENT CAPITAL, AND THE CORRESPONDING
AMENDMENT TO THE ARTICLES OF ASSOCIATION A) AUTHORIZATION I: THE
BOARD OF MANAGING DIRECTORS SHALL BE AUTHORIZED, WITH THE CON
SENT OF THE SUPERVISORY BOARD, TO ISSUE BONDS OR PROFIT-SHARING
RIGHTS OF UP TO EUR 5,000,000,000, CONFERRING CONVERTIBLE AND/OR
OPTION RIGHTS FOR SHARES OF THE COMPANY, ON OR BEFORE 05 MAY
2014 SHAREHOLDERS SHALL BE GRANTED SUBSCRIPTION EXCEPT, FOR
RESIDUAL AMOUNTS, FOR THE GRANTING OF SUCH RIGHTS TO OTHER
BONDHOLDERS, AND FOR THE ISSUE OF BONDS CONFERRING CONVERTIBLE
AND/OR OPTION RIGHTS FOR SHARES OF THE
Management COMPANY OF UP TO 10% OF THE SHARE CAPITAL IF SUCH BONDS ARE
ISSUED AT A PRICE NOT MATERIALLY BELOW THEIR THEORETICAL MARKET
VALUE SHAREHOLDERS' SUBSCRIPTION RIGHTS SHALL ALSO BE EXCLUDED
FOR THE ISSUE O F PROFIT-SHARING RIGHTS AND/OR PARTICIPATING
BONDS WITHOUT CONVERTIBLE OR OPTION RIGHTS WITH DEBENTURE LIKE
FEATURES, THE COMPANY'S SHARE CAPITAL SHALL BE INCREASED
ACCORDINGLY BY UP TO EUR 175,000,000 THROUGH THE ISSUE OF UP TO
175,000,000 NEW REGISTERED SHARES, INSOFAR AS CONVERTIBLE AND/OR
OPTION RIGHTS ARE EXERCISED [CONTINGENT CAPITAL 2009 I]
9.B Management RESOLUTION ON THE AUTHORIZATION TO ISSUE CONVERTIBLE AND/OR For For
WARRANT BONDS , PROFIT-SHARING RIGHTS AND/OR PARTICIPATING
BONDS, THE CREATION OF CONTINGENT CAPITAL, AND THE CORRESPONDING
AMENDMENT TO THE ARTICLES OF ASSOCIATION B) AUTHORIZATION II:
THE BOARD OF MANAGING DIRECTORS SHALL BE AUTHORIZED, WITH THE
CONSENT OF THE SUPERVISORY BOARD, TO ISSUE BONDS OR
PROFIT-SHARING RIGHTS OF UP TO EUR 5,000,000,000, CONFERRING
CONVERTIBLE AND/OR OPTION RIGHTS FOR SHARES OF THE COMPANY, ON
OR BEFORE 05 MAY 2014, SHAREHOLDERS SHALL BE GRANTED
SUBSCRIPTION EXCEPT, FOR RESIDUAL AMOUNTS, FOR THE GRANTING OF
SUCH RIGHTS TO OTHER BONDHOLDERS, AND FOR THE ISSUE OF BONDS
CONFERRING CONVERTIBLE AND/OR OPTION RIGHTS FOR SHARES OF THE
COMPANY OF UP TO 10 PCT. OF THE SHARE CAPITAL IF SUCH BONDS ARE
ISSUED AT A PRICE NOT MATERIALLY BELOW THEIR THEORETICAL MARKET
VALUE, SHAREHOLDERS' SUBSCRIPTION RIGHTS SHALL ALSO BE EXCLUDED
FOR THE ISSUE O F PROFIT-SHARING RIGHTS AND/OR PARTICIPATING
BONDS WITHOUT CONVERTIBLE OR OPTION RIGHTS WITH DEBENTURE-LIKE
FEATURES, THE COMPANY'S SHARE CAPITAL SHALL BE INCREASED
ACCORDINGLY BY UP TO EUR 175,000,000 THROUGH THE ISSUE OF UP TO
175,000,000 NEW REGISTERED SHARES, INSOFAR AS CONVERTIBLE AND/OR
OPTION RIGHTS ARE EXERCISED [CONTINGENT CAPITAL 2009 II]
10. Management ADJUSTMENT OF THE OBJECT OF THE COMPANY AND THE CORRESPONDING For For
AMENDMENT TO THE ARTICLES OF ASSOCIATION
11.A Management AMENDMENTS TO THE ARTICLES OF ASSOCIATION IN ACCORDANCE WITH THE For For
IMPLEMENTATION OF THE SHAREHOLDERS' RIGHTS ACT [ARUG] A)
AMENDMENT TO SECTION 19[2]2 OF THE ARTICLES OF ASSOCIATION IN
RESPECT OF THE BOARD OF DIRECTORS BEING AUTHORIZED TO ALLOW THE
AUDIOVISUAL TRANSMISSION OF THE SHAREHOLDERS' MEETING
11.B Management AMENDMENTS TO THE ARTICLES OF ASSOCIATION IN ACCORDANCE WITH THE For For
IMPLEMENTATION OF THE SHAREHOLDERS' RIGHTS ACT [ARUG] B)
AMENDMENT TO SECTION 20[1] OF THE ARTICLES OF ASSOCIATION IN
RESPECT OF PROXY-VOTING INSTRUCTIONS BEING ISSUED IN WRITTEN OR
ELECTRONICALLY IN A MANNER DEFINED BY THE COMPANY
11.C Management AMENDMENTS TO THE ARTICLES OF ASSOCIATION IN ACCORDANCE WITH THE For For
IMPLEMENTATION OF THE SHAREHOLDERS' RIGHTS ACT [ARUG] C)
AMENDMENT TO SECTION 18[2] OF THE ARTICLES OF ASSOCIATION IN
RESPECT OF SHAREHOLDERS BEING ENTITLED TO PARTICIPATE AND VOTE
AT THE SHAREHOLDERS' MEETING IF THEY REGISTER WITH THE COMPANY
BY THE SIXTH DAY PRIOR TO THE MEETING
12. Management APPROVAL OF THE CONTROL AND PROFIT TRANSFER AGREEMENT WITH THE For For
COMPANY'S WHOLLY-OWNED SUBSIDIARY, E.ON EINUNDZWANZIGSTE
VERWALTUNGS GMBH, EFFECTIVE UNTIL AT LEAST 31 DEC 2013
13. Management APPROVAL OF THE CONTROL AND PROFIT TRANSFER AGREEMENT WITH THE For For
COMPANY'S WHOLLY-OWNED SUBSIDIARY, E.ON ZWEIUNDZWANZIGSTE
VERWALTUNGS GMBH, EFFECTIVE UNTIL AT LEAST 31 DEC 2013
Non-Voting COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO
THE COUNTER P-ROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL
URL SECTION OF THE APPLICATIO-N. IF YOU WISH TO ACT ON THESE
ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEN-D AND VOTE YOUR
SHARES AT THE COMPANYS MEETING.
- ----------------------------------------------------------------------------------------------------------------------
EDP RENOVAVEIS, SA, OVIEDO
Ticker: Security ID: ES0127797019
Meeting Date: 04/14/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE THE INDIVIDUAL ANNUAL ACCOUNTS AS WELL AS THOSE For For
CONSOLIDATED WITH ITS SUBSIDIARIES FOR THE FYE 31 DEC 2008
2. Management APPROVE THE PROPOSED APPLICATION OF RESULTS FOR THE FY OF 2008 For For
3. Management RECEIVE AND APPROVE THE INDIVIDUAL MANAGEMENT REPORT, THE For For
CONSOLIDATED MANAGEMENT REPORT WITH ITS SUBSIDIARIES AND ITS
CORPORATE GOVERNANCE REPORT FOR THE FY OF 2008
4. Management APPROVE THE MANAGEMENT CONDUCTED BY THE BOARD OF DIRECTORS DURING For For
THE FY OF 2008
5. Management APPROVE THE ANALYSIS FOR CONSULTATION PURPOSES OF THE For For
REMUNERATION POLICIES FOR THE MANAGERS OF THE COMPANY
6. Management APPROVE THE DELEGATION POWERS TO THE FORMALIZATION AND For For
IMPLEMENTATION OF ALL RESOLUTIONS ADOPTED AT THE AGM FOR THE
PURPOSE OF CELEBRATING THE RESPECTIBE PUBLIC DEED AND TO PERMIT
ITS INTERPRETATION, CORRECTION, ADDITION OR DEVELOPMENT IN ORDER
TO OBTAIN THE APPROPRIATE REGISTRATIONS
- ----------------------------------------------------------------------------------------------------------------------
ENI S P A
Ticker: Security ID: IT0003132476
Meeting Date: 04/29/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE
WILL BE A SECOND CALL ON 30 APR 2009. CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. PLEASE BE ALSO ADVISED THAT Y-OUR SHARES WILL BE
BLOCKED UNTIL THE QUORUM IS MET OR THE MEETING IS CANCELLED-.
THANK YOU.
1. Management APPROVE THE BALANCE SHEET AS OF 31 DEC 2008 OF ENI SPA, No Action
CONSOLIDATED BALANCE SHEET AS OF 31 DEC 2008, DIRECTORS, BOARD
OF AUDITORS AND AUDITING COMPANY'S REPORTING
2. Management APPROVE THE PROFITS OF ALLOCATION No Action
- ----------------------------------------------------------------------------------------------------------------------
FRANCE TELECOM SA
Ticker: Security ID: FR0000133308
Meeting Date: 05/26/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting "FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DI-RECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE
UNSURE WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE."
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
O.1 Management RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS AND THE AUDITOR'S, For For
APPROVE THE COMPANY'S FINANCIAL STATEMENTS FOR THE YE 31 DEC
2008, AS PRESENTED AND SHOWING THE EARNINGS FOR THE FY OF EUR
3,234,431,372.50; GRANT PERMANENT DISCHARGE TO THE MEMBERS OF
THE BOARD OF DIRECTORS FOR THE PERFORMANCE OF THEIR DUTIES
DURING THE SAID FY
O.2 Management RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS AND THE AUDITOR'S, For For
APPROVE THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE SAID FY,
IN THE FORM PRESENTED TO THE MEETING
O.3 Management APPROVE TO ACKNOWLEDGE THE EARNINGS AMOUNT TO EUR For For
3,234,431,372.50 AND DECIDE TO ALLOCATE TO THE LEGAL RESERVE EUR
256,930.00 WHICH SHOWS A NEW AMOUNT OF EUR 1,045,996,494.40
NOTES THAT THE DISTRIBUTABLE INCOME AFTER ALLOCATING TO THE
LEGAL RESERVE EUR 256,930.00 AND TAKING INTO ACCOUNT THE
RETAINED EARNINGS AMOUNTING TO EUR 12,454,519,240.25, AMOUNTS TO
EUR 15,688,693,682.75, RESOLVE TO PAY A DIVIDEND OF EUR 1.40 PER
SHARE WHICH WILL ENTITLE TO THE 40% DEDUCTION PROVIDED BY THE
FRENCH GENERAL TAX CODE AND TO APPROPRIATE THE BALANCE OF THE
DISTRIBUTABLE INCOME TO THE 'RETAINED EARNINGS' ACCOUNT, AND THE
INTERIM DIVIDEND OF EUR 0.60 WAS ALREADY PAID ON 11 SEP 2008;
RECEIVE A REMAINING DIVIDEND OF EUR 0.80 ON E-HALF OF THE
DIVIDEND BALANCE, I.E, EUR 0.40, WILL BE PAID IN SHARES AS PER
THE FOLLOWING CONDITIONS: THE SHAREHOLDERS MAY OPT FOR THE
DIVIDEND PAYMENT IN SHARES FROM 02 JUN 2009 TO 23 JUN 2009, THE
BALANCE OF THE DIVIDEND WILL BE PAID ON 30 JUN 2009, REGARDLESS
THE MEANS OF PAYMENT; THE SHARES WILL BE CREATED WITH DIVIDEND
RIGHTS AS OF 01 JAN 2009, IN THE EVENT THAT THE COMPANY HOLDS
SOME OF ITS OWN SHARES SHALL BE ALLOCATED TO THE RETAINED
EARNINGS ACCOUNT AS REQUIRED BY LAW
O.4 Management RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON AGREEMENTS GOVERNED For For
BY ARTICLES L.225-38 OF THE FRENCH COMMERCIAL CODE; APPROVE THE
SAID REPORT AND THE AGREEMENTS REFERRED TO THEREIN
O.5 Management APPROVE TO RENEW THE APPOINTMENT OF ERNST AND YOUNG AUDIT AS THE For For
STATUTORY AUDITOR FOR A 6-YEAR PERIOD
O.6 Management APPROVE TO RENEW THE APPOINTMENT OF AUDITEX AS THE DEPUTY AUDITOR For For
FOR A 6-YEAR PERIOD
O.7 Management APPROVE TO RENEW THE APPOINTMENT OF DELOITTE ET ASSOCIATION AS For For
THE STATUTORY AUDITOR FOR A 6-YEAR PERIOD
O.8 Management APPROVE TO RENEW THE APPOINTMENT OF BEAS AS THE DEPUTY AUDITOR For For
FOR A 6-YEAR PERIOD
O.9 Management AUTHORIZE THE BOARD OF DIRECTORS TO BUYBACK THE COMPANY'S SHARES For For
IN THE OPEN MARKET, SUBJECT TO THE CONDITIONS DESCRIBED BELOW:
MAXIMUM PURCHASE PRICE: EUR 40.00, MAXIMUM NUMBER OF SHARES TO
BE ACQUIRED: 10% OF THE SHARE CAPITAL, MAXIMUM FUNDS INVESTED IN
THE SHARES BUYBACKS: EUR 10,459,964,944.00, AND TO TAKE ALL
NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES;
[AUTHORITY EXPIRES AT THE END OF 18-MONTH PERIOD]; IT SUPERSEDES
THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED BY THE
SHAREHOLDERS MEETING OF 27 MAY 2008 IN RESOLUTION 6
E.10 Management AMEND THE ARTICLE NR 13 OF THE BY-LAWS BOARD OF DIRECTORS, IN For For
ORDER TO FIX THE MINIMAL NUMBER OF SHARES IN THE COMPANY, OF
WHICH THE DIRECTORS ELECTED BY THE GENERAL MEETING MUST BE
HOLDERS
E.11 Management AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE, WITH THE SHAREHOLDERS For For
PREFERENTIAL SUBSCRIPTION RIGHT MAINTAINED, SHARES IN THE
COMPANY AND THE SECURITIES GIVING ACCESS TO SHARES OF THE
COMPANY OR ONE OF ITS SUBSIDIARIES; [AUTHORITY EXPIRES AT THE
END OF 26-MONTH PERIOD]; IT SUPERSEDES THE FRACTION UNUSED OF
THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS MEETING 21 MAY
2007 IN RESOLUTION 8, THE MAXIMUM NOMINAL AMOUNT OF CAPITAL
INCREASE TO BE CARRIED OUT UNDER THIS DELEGATION AUTHORITY SHALL
NOT EXCEED EUR 2,000,000,000.00, THE OVERALL NOMINAL AMOUNT OF
DEBT SECURITIES TO BE ISSUED SHALL NOT EXCEED EUR
10,000,000,000.00 AND TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES
E.12 Management AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE BY WAY OF A PUBLIC For For
OFFERING AND OR BY WAY OF AN OFFER RESERVED FOR QUALIFIED
INVESTORS IN ACCORDANCE WITH THE FINANCIAL AND MONETARY CODE,
WITH CANCELLATION OF THE SHAREHOLDERS PREFERENTIAL SUBSCRIPTION
RIGHTS, SHARES IN THE COMPANY OR ONE OF ITS SUBSIDIARIES;
[AUTHORITY EXPIRES AT THE END OF 26-MONTH PERIOD]; IT SUPERSEDES
THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED BY THE
SHAREHOLDERS MEETING 21 MAY 2007 IN RESOLUTION 9, THE MAXIMUM
NOMINAL AMOUNT OF CAPITAL INCREASE TO BE CARRIED OUT UNDER THIS
DELEGATION AUTHORITY SHALL NOT EXCEED THE OVERALL VALUE GOVERNED
BY THE CURRENT LEGAL AND REGULATORY REQUIREMENTS, THE OVERALL
AMOUNT OF DEBT SECURITIES TO BE ISSUED SHALL NOT EXCEED AND
SHALL COUNT AGAINST, THE OVERALL VALUE RELATED TO DEBT
SECURITIES SET FORTH IN THE PREVIOUS RESOLUTION AND TO TAKE ALL
NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
E.13 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE THE NUMBER OF For For
SECURITIES TO BE ISSUED, AT THE SAME PRICE AS THE INITIAL ISSUE,
WITHIN 30 DAYS OF THE CLOSING OF THE SUBSCRIPTION PERIOD AND UP
TO A MAXIMUM OF 15% OF THE INITIAL ISSUE, FOR EACH OF THE ISSUES
DECIDED IN ACCORDANCE WITH RESOLUTIONS 11 AND 12, SUBJECT TO THE
COMPLIANCE WITH THE OVERALL VALUE SET FORTH IN THE RESOLUTION
WHERE THE ISSUE IS DECIDED; [AUTHORITY EXPIRES AT THE END OF
26-MONTH PERIOD]
E.14 Management AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE COMPANY'S SHARES OR For For
SECURITIES GIVING ACCESS TO THE COMPANY'S EXISTING OR FUTURE
SHARES, IN CONSIDERATION FOR SECURITIES TENDERED IN A PUBLIC
EXCHANGE OFFER INITIATED IN FRANCE OR ABROAD BY THE COMPANY
CONCERNING THE SHARES OF ANOTHER LISTED COMPANY; [AUTHORITY
EXPIRES AT THE END OF 26-MONTH PERIOD]; IT SUPERSEDES THE
FRACTION UNUSED OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING 21 MAY 2007 IN RESOLUTION 12 THE MAXIMUM NOMINAL AMOUNT
OF CAPITAL INCREASE TO BE CARRIED OUT UNDER THIS DELEGATION
AUTHORITY IS
Management SET AT EUR 1,500,000,000.00, THE TOTAL NOMINAL AMOUNT OF CAPITAL
INCREASE TO BE CARRIED OUT UNDER THIS DELEGATION OF AUTHORITY
SHALL COUNT AGAINST THE OVERALL VALUE OF CAPITAL INCREASE SET BY
RESOLUTION 12, THE OVERALL AMOUNT OF DEBT SECURITIES TO BE
ISSUED SHALL NOT EXCEED AND SHALL COUNT AGAINST, THE OVERALL
VALUE RELATED TO DEBT SECURITIES SET FORTH IN THE PREVIOUS
RESOLUTION 11 AND TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES
E.15 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL UP For For
TO A NOMINAL OVERALL AMOUNT REPRESENTING 10% OF THE SHARE
CAPITAL BY WAY OF ISSUING COMPANY'S SHARES OR SECURITIES GIVING
ACCESS TO THE EXISTING OR FUTURE SHARES, IN CONSIDERATION FOR
THE CONTRIBUTIONS IN KIND GRANTED TO THE COMPANY AND COMPRISED
OF CAPITAL SECURITIES OR SECURITIES GIVING ACCESS TO THE SHARE
CAPITAL, THE NOMINAL OVERALL VALUE OF CAPITAL INCREASE RESULTING
FROM THE ISSUES DECIDED BY VIRTUE OF THE PRESENT RESOLUTION 12,
THE OVERALL AMOUNT OF DEBT SECURITIES TO BE ISSUED SHALL NOT
EXCEED AND SHALL COUNT AGAINST, THE OVERALL VALUE RELATED TO
DEBT SECURITIES SET FORTH IN THE PREVIOUS RESOLUTION 11;
[AUTHORITY EXPIRES AT THE END OF 26-MONTH PERIOD]; IT SUPERSEDES
THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED BY THE
SHAREHOLDERS MEETING OF 21 MAY 2007 IN RESOLUTION 13, AND TO
TAKE ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES
E.16 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE ON ONE OR MORE For For
OCCASIONS, THE SHARE CAPITAL ISSUANCE OF THE COMPANY'S SHARES TO
BE SUBSCRIBED EITHER IN CASH OR BY OFFSETTING OF THE DEBTS, THE
MAXIMUM NOMINAL AMOUNT INCREASE TO BE CARRIED OUT UNDER THIS
DELEGATION OF AUTHORITY IS SET AT EUR 70,000,000.00, THIS AMOUNT
SHALL COUNT AGAINST THE CEILING SET FORTH IN RESOLUTION 18, AND
TO CANCEL THE SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS IN
FAVOUR OF THE HOLDERS OF OPTIONS GIVING THE RIGHT TO SUBSCRIBE
SHARES OR SHARES OF THE COMPANY ORANGE S.A., WHO SIGNED A
LIQUIDITY CONTRACT WITH THE COMPANY , AND TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES; [AUTHORITY
EXPIRES AT THE END OF 18-MONTH PERIOD]; IT SUPERSEDES THE
FRACTION UNUSED OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 27 MAY 2008 IN RESOLUTION 13
E.17 Management AUTHORIZE THE BOARD OF DIRECTORS TO PROCEED ON 1 OR MORE For For
OCCASIONS WITH THE ISSUE AND THE ALLOCATION FREE OF CHARGE OF
LIQUIDITY INSTRUMENTS ON OPTIONS ("ILO"), IN FAVOUR OF THE
HOLDERS OF OPTIONS GIVING THE RIGHT TO SUBSCRIBE SHARES OF THE
COMPANY ORANGE S.A., HAVING SIGNED A LIQUIDITY CONTRACT WITH THE
COMPANY, THE MAXIMUM NOMINAL AMOUNT INCREASE TO BE CARRIED OUT
UNDER THIS DELEGATION OF AUTHORITY IS SET AT EUR 1,000,000.00
THIS AMOUNT SHALL COUNT AGAINST THE CEILING SET FORTH IN
RESOLUTION 18 AND TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES; [AUTHORITY EXPIRES AT THE END OF
18-MONTH PERIOD]; IT SUPERSEDES THE FRACTION UNUSED OF THE
AUTHORIZATION GRANTED BY THE SHAREHOLDERS MEETING OF 27 MAY 2008
IN RESOLUTION 14
E.18 Management ADOPT THE 7 PREVIOUS RESOLUTIONS AND APPROVE TO DECIDES THAT THE For For
MAXIMUM NOMINAL AMOUNT PERTAINING TO THE CAPITAL INCREASES TO BE
CARRIED OUT WITH THE USE OF THE DELEGATIONS GIVEN BY THESE 7
RESOLUTIONS SET AT EUR 3,500,000,000.00
E.19 Management AUTHORIZE THE BOARD OF DIRECTORS, TO ISSUE ON 1 OR MORE For For
OCCASIONS, IN FRANCE OR ABROAD, AND, OR ON THE INTERNATIONAL
MARKET, ANY SECURITIES (OTHER THAN SHARES) GIVING RIGHT TO THE
ALLOCATION OF DEBT SECURITIES, THE NOMINAL AMOUNT OF DEBT
SECURITIES TO BE ISSUED SHALL NOT EXCEED EUR 7,000,000,000.00
AND TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES; [AUTHORITY EXPIRES AT THE END OF 26-MONTH PERIOD];
IT SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED
BY THE SHAREHOLDERS MEETING OF 21 MAY 2007 IN RESOLUTION 18
E.20 Management APPROVE TO DELEGATE TO THE SECURITIES ALL POWERS TO INCREASE THE For For
SHARE CAPITAL IN 1 OR MORE OCCASIONS, BY WAY OF CAPITALIZING
RESERVES, PROFITS OR PREMIUMS, PROVIDED THAT SUCH CAPITALIZATION
IS ALLOWED BY LAW AND UNDER THE BYE-LAWS, BY ISSUING BONUS
SHARES OR RAISING THE PAR VALUE OF EXISTING SHARES, OR BY A
COMBINATION OF THESE METHODS, THE CEILING OF THE NOMINAL AMOUNT
OF CAPITAL INCREASE RESULTING FROM THE ISSUES CARRIED BY VIRTUE
OF THE PRESENT DELEGATION IS SET AT EUR 2,000,000,000.00;
[AUTHORITY EXPIRES AT THE END OF 26-MONTH PERIOD]; IT SUPERSEDES
THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED BY THE
SHAREHOLDERS MEETING OF 21 MAY 2007 IN RESOLUTION 19
E.21 Management AUTHORIZE THE BOARD OF DIRECTORS TO GRANT FOR FREE ON 1 OR MORE For For
OCCASIONS, EXISTING SHARES IN FAVOUR OF THE EMPLOYEES OR THE
CORPORATE OFFICERS OF THE COMPANY AND RELATED GROUPS OR
COMPANIES, THEY MAY NOT REPRESENT MORE THAN 1% OF THE SHARE
CAPITAL AND IT HAS BEEN DECIDED TO CANCEL THE SHAREHOLDER'S
PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOUR OF THE BENEFICIARIES
MENTIONED ABOVE, AND TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES; [AUTHORITY EXPIRES AT THE
END OF 38-MONTH PERIOD]; IT SUPERSEDES THE FRACTION UNUSED OF
THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS MEETING OF 21 MAY
2007 IN RESOLUTION 12
E.22 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL ON For For
1 OR MORE OCCASIONS BY ISSUING SHARES OR SECURITIES GIVING
ACCESS TO EXISTING OR FUTURE SHARES IN THE COMPANY IN FAVOUR OF
EMPLOYEES AND FORMER EMPLOYEES WHO ARE MEMBERS OF A COMPANY
SAVINGS PLAN OF THE FRANCE TELECOM GROUP OR BY WAY OF ALLOCATING
FREE OF CHARGE SHARES OR SECURITIES GIVING ACCESS TO THE
COMPANY'S EXISTING OR FUTURE SHARES, I.E., BY WAY OF
CAPITALIZING THE RESERVES, PROFITS OR PREMIUMS, PROVIDED THAT
SUCH CAPITALIZATION IS ALLOWED BY LAW UNDER THE BYE-LAWS, THE
OVERALL NOMINAL VALUE OF CAPITAL INCREASE RESULTING FROM THE
ISSUES CARRIED OUT BY VIRTUE OF THE PRESENT RESOLUTION IS SET AT
EUR 500,000,000.00, THE CEILING OF THE NOMINAL AMOUNT OF FRANCE
TELECOM'S CAPITAL INCREASE RESULTING FROM THE ISSUES CARRIED OUT
BY CAPITALIZING RESERVES, PROFITS OR PREMIUMS IS ALSO SET AT EUR
500,000,000.00 AND IT HAS BEEN DECIDED TO CANCEL THE
SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOUR OF THE
BENEFICIARIES MENTIONED ABOVE AND TO TAKE ALL NECESSARY MEASURES
AND ACCOMPLISH ALL NECESSARY FORMALITIES; [AUTHORITY EXPIRES AT
THE END OF 6-MONTH PERIOD]; IT SUPERSEDES THE FRACTION UNUSED OF
THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS MEETING OF 27 MAY
2008 IN RESOLUTION 15
E.23 Management AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL ON 1 For For
OR MORE OCCASIONS AND AT ITS SOLE DISCRETION, BY CANCELING ALL
OR PART OF THE SHARES HELD BY THE COMPANY IN CONNECTION WITH
REPURCHASE PLANS AUTHORIZED PRIOR AND POSTERIOR TO THE DATE OF
THE PRESENT SHAREHOLDERS MEETING AND TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES; [AUTHORITY
EXPIRES AT THE END OF 18-MONTH PERIOD]; IT SUPERSEDES THE
FRACTION UNUSED OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 27 MAY 2008 IN RESOLUTION 16
E.24 Management GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, A COPY OR EXTRACT For For
OF THE MINUTES OF THIS MEETING TO CARRY OUT ALL FILINGS,
PUBLICATIONS AND OTHER FORMALITIES PRESCRIBED BY LAW
- ----------------------------------------------------------------------------------------------------------------------
GEBERIT AG, RAPPERSWIL-JONA
Ticker: Security ID: CH0030170408
Meeting Date: 04/30/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YO-UR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOU-NTS.
1. Registration TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST BE NOTIFIED TO No Action
THE COMPANY REGISTRAR AS BENEFICIAL OWNER BEFORE THE RECORD
DATE. PLEASE ADVISE US NOW IF YOU INTEND TO VOTE. NOTE THAT THE
COMPANY REGISTRAR HAS DISCRETION OVER GRANTING VOTING RIGHTS.
ONCE THE AGENDA IS AVAILABLE, A SECOND NOTIFICATION WILL BE
ISSUED REQUESTING YOUR VOTING INSTRUCTIONS
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ACTUAL
RECORD DATE. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLES-S YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
GLAXOSMITHKLINE PLC
Ticker: Security ID: GB0009252882
Meeting Date: 05/20/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE AND ADOPT THE DIRECTORS REPORT AND FINANCIAL STATEMENTS For For
2. Management APPROVE THE REMUNERATION REPORT For For
3. Management ELECT MR. JAMES MURDOCH AS A DIRECTOR For For
4. Management ELECT MR. LARRY CULP AS A DIRECTOR For For
5. Management RE-ELECT SIR. CRISPIN DAVIS AS A DIRECTOR For For
6. Management RE-ELECT DR. MONCEF SLAOUI AS A DIRECTOR For For
7. Management RE-ELECT MR. TOM DE SWAAN AS A DIRECTOR For For
8. Management RE-APPOINT THE AUDITORS For For
9. Management APPROVE THE REMUNERATION OF THE AUDITORS For For
10. Management AUTHORIZE THE COMPANY AND ITS SUBSIDIARIES TO MAKE POLITICAL For For
DONATIONS TO POLITICAL ORGANIZATION AND INCUR POLITICAL
EXPENDITURE
11. Management GRANT AUTHORITY TO ALLOT SHARES For For
S.12 Management APPROVE THE DISAPPLICATION OF PRE-EMPTION RIGHTS For For
S.13 Management AUTHORIZE THE COMPANY TO PURCHASE ITS OWN SHARES For For
14. Management APPROVE THE EXEMPTION FROM STATEMENT OF SENIOR STATUTORY AUDITORS For For
NAME
S.15 Management APPROVE THE REDUCED NOTICE OF GENERAL MEETING OTHER THAN AN AGM For For
16. Management ADOPT THE GLAXOSMITHKLINE GSK 2009 PERFORMANCE SHARE PLAN For For
17. Management ADOPT THE GSK 2009 SHARE OPTION PLAN For For
18. Management ADOPT THE GSK 2009 DEFERRED ANNUAL BONUS PLAN For For
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE CUT-OFF. IF-YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNL-ESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
GROUPE DANONE, PARIS
Ticker: Security ID: FR0000120644
Meeting Date: 04/23/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIR-ECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY,PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
O.1 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.2 Management APPROVE THE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY For For
REPORTS
O.3 Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 1.20 PER For For
SHARE
O.4 Management APPROVE THE STOCK DIVIDEND PROGRAM For For
O.5 Management RECEIVE THE AUDITORS' SPECIAL REPORT REGARDING RELATED-PARTY For For
TRANSACTIONS
O.6 Management REELECT MR. RICHARD GOBLET D'ALVIELLA AS A DIRECTOR For For
O.7 Management RE-ELECT MR. CHRISTIAN LAUBIE AS A DIRECTOR For For
O.8 Management RE-ELECT MR. JEAN LAURENT AS A DIRECTOR For For
O.9 Management RE-ELECT MR. HAKAN MOGREN AS A DIRECTOR For For
O.10 Management RE-ELECT MR. BENOIT POTIER AS A DIRECTOR For For
O.11 Management ELECT MR. GUYLAINE SAUCIER AS A DIRECTOR For For
O.12 Management APPROVE THE REMUNERATION OF THE DIRECTORS IN THE AGGREGATE AMOUNT For For
OF EUR 600,000
O.13 Management GRANT AUTHORITY FOR THE REPURCHASE OF UP TO 10% OF ISSUED SHARE For For
CAPITAL
O.14 Management APPROVE THE CREATION OF THE DANONE ECO-SYSTEME FUND For For
E.15 Management APPROVE TO CHANGE THE COMPANY NAME TO DANONE For For
E.16 Management AMEND THE ARTICLE 7 OF BYLAWS REGARDING: AUHTORIZE THE SHARE For For
CAPITAL INCREASE
E.17 Management AMEND THE ARTICLES 10 OF ASSOCIATION REGARDING: SHAREHOLDERS For For
IDENTIFICATION
E.18 Management AMEND THE ARTICLE 18 OF BYLAWS REGARDING: ATTENDANCE TO BOARD For For
MEETINGS THROUGH VIDEOCONFERENCE AND TELECOMMUNICATION
E.19 Management AMEND THE ARTICLE 22 OF BYLAWS REGARDING: RECORD DATE For For
E.20 Management AMEND THE ARTICLE 26 OF BYLAWS REGARDING: ELECTRONIC VOTING For For
E.21 Management AMEND THE ARTICLE 27 OF BYLAWS REGARDING: AUTHORIZE THE BOARD FOR For For
THE ISSUANCE OF BONDS
E.22 Management AMEND THE ARTICLES 27 AND 28 OF ASSOCIATION REGARDING: QUORUM For For
REQUIREMENTS FOR ORDINARY AND EXTRAORDINARY GENERAL MEETINGS
E.23 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT
OF EUR 45 MILLION
E.24 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL
AMOUNT OF EUR 30 MILLION
E.25 Management AUTHORIZE THE BOARD TO INCREASE CAPITAL IN THE EVENT OF For For
ADDITIONAL DEMAND RELATED TO DELEGATIONS SUBMITTED TO
SHAREHOLDER VOTE ABOVE
E.26 Management GRANT AUTHORITY FOR THE CAPITAL INCREASE OF UP TO EUR 25 MILLION For For
FOR FUTURE EXCHANGE OFFERS
E.27 Management GRANT AUTHORITY FOR THE CAPITAL INCREASE OF UP TO 10 % OF ISSUED For For
CAPITAL FOR FUTURE ACQUISITIONS
E.28 Management GRANT AUTHORITY FOR THE CAPITALIZATION OF RESERVES OF UP TO EUR For For
33 MILLION FOR BONUS ISSUE OR INCREASE IN PAR VALUE
E.29 Management APPROVE THE EMPLOYEE STOCK PURCHASE PLAN For For
E.30 Management GRANT AUTHORITY UP TO 6 MILLION SHARES FOR USE IN STOCK OPTION For For
PLAN
E.31 Management GRANT AUTHORITY UP TO 2 MILLION SHARES FOR USE IN RESTRICTED For For
STOCK PLAN
E.32 Management APPROVE THE REDUCTION IN SHARE CAPITAL VIA CANCELLATION OF For For
REPURCHASED SHARES
E.33 Management GRANT AUTHORITY FOR THE FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
- ----------------------------------------------------------------------------------------------------------------------
HANG LUNG GROUP LTD
Ticker: Security ID: HK0010000088
Meeting Date: 11/03/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE AND APPROVE THE FINANCIAL STATEMENTS AND THE REPORTS OF For For
THE DIRECTORS AND THE AUDITORS FOR THE YE 30 JUN 2008
2. Management DECLARE A FINAL DIVIDEND RECOMMENDED BY THE DIRECTORS For For
3.A Management RE-ELECT MR. GERALD LOKCHUNG CHAN AS A DIRECTOR For For
3.B Management RE-ELECT MR. RONNIE CHICHUNG CHAN AS A DIRECTOR For For
3.C Management RE-ELECT MR. NELSON WAI LEUNG YUEN AS A DIRECTOR For For
3.D Management AUTHORIZE THE BOARD OF DIRECTORS TO FIX THE DIRECTORS' FEES For For
4. Management RE-APPOINT KPMG AS THE AUDITORS OF THE COMPANY AND AUTHORIZE THE For For
DIRECTORS TO FIX THEIR REMUNERATION
5.A Management AUTHORIZE THE DIRECTORS OF THE COMPANY OF ALL THE POWERS OF THE For For
COMPANY TO PURCHASE SHARES IN THE CAPITAL OF THE COMPANY, DURING
THE RELEVANT PERIOD, THE AGGREGATE NOMINAL AMOUNT OF SHARES OF
THE COMPANY WHICH MAY BE PURCHASED BY THE COMPANY ON THE STOCK
EXCHANGE OF HONG KONG LIMITED [THE STOCK EXCHANGE] OR ANY OTHER
STOCK EXCHANGE RECOGNIZED FOR THIS PURPOSE BY THE SECURITIES AND
FUTURES COMMISSION AND THE STOCK EXCHANGE UNDER THE HONG KONG
CODE ON SHARE REPURCHASES PURSUANT TO THE APPROVAL, SHALL NOT
EXCEED 10% OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL
OF THE COMPANY IN ISSUE AT THE DATE OF PASSING OF THIS
RESOLUTION; [AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION OF
THE NEXT MEETING OF THE COMPANY OR THE EXPIRATION OF THE PERIOD
WITHIN WHICH THE NEXT MEETING OF THE COMPANY IS TO BE HELD BY
LAW]
5.B Management AUTHORIZE THE DIRECTORS OF THE COMPANY, PURSUANT TO SECTION 57B For For
OF THE COMPANIES ORDINANCE, TO ALLOT, ISSUE AND DEAL WITH
ADDITIONAL SHARES IN THE CAPITAL OF THE COMPANY AND TO ALLOT,
ISSUE OR GRANT SECURITIES CONVERTIBLE INTO SHARES IN THE CAPITAL
OF THE COMPANY OR OPTIONS, WARRANTS OR SIMILAR RIGHTS TO
SUBSCRIBE FOR ANY SUCH SHARES OR SUCH CONVERTIBLE SECURITIES AND
TO MAKE OR GRANT OFFERS, AGREEMENTS AND OPTIONS, DURING AND
AFTER THE RELEVANT PERIOD, NOT EXCEEDING THE AGGREGATE OF A) 20%
OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL OF THE
COMPANY IN ISSUE AT THE DATE OF PASSING THIS RESOLUTION PLUS B)
THE NOMINAL AMOUNT OF SHARE CAPITAL REPURCHASED BY THE COMPANY
SUBSEQUENT TO THE PASSING OF THIS RESOLUTION UP TO MAXIMUM
EQUIVALENT TO 10% OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE
CAPITAL OF THE COMPANY IN ISSUE AT THE DATE OF PASSING OF THIS
RESOLUTION, OTHERWISE THAN PURSUANT TO: I) A RIGHTS ISSUE [AS
SPECIFIED]; OR II) THE EXERCISE OF RIGHTS OF SUBSCRIPTION OR
CONVERSION UNDER THE TERMS OF ANY WARRANTS ISSUED BY THE COMPANY
OR ANY SECURITIES WHICH ARE CONVERTIBLE INTO THE SHARES OF THE
COMPANY; III) ANY OPTION SCHEME OR SIMILAR ARRANGEMENT FOR THE
TIME BEING ADOPTED FOR THE GRANT OR ISSUE OF SHARES OR RIGHTS TO
ACQUIRE SHARES OF THE COMPANY OR IV) ANY SCRIP DIVIDEND OR
SIMILAR ARRANGEMENT PROVIDING FOR THE ALLOTMENT OF SHARES IN
LIEU OF THE WHOLE OR PART OF A DIVIDEND ON SHARES OF THE COMPANY
IN ACCORDANCE WITH THE ARTICLES OF ASSOCIATION OF THE COMPANY
5.C Management AUTHORIZE THE DIRECTORS OF THE COMPANY TO EXERCISE THE POWERS OF For For
THE COMPANY AS SPECIFIED, IN RESPECT OF THE SHARE CAPITAL OF THE
COMPANY
Non-Voting ANY OTHER BUSINESS
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE RECORD DATE-. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FORM-UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
HENDERSON LAND DEVELOPMENT CO LTD
Ticker: Security ID: HK0012000102
Meeting Date: 12/08/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN FAVOR' OR
"AGAINST" FOR-ALL RESOLUTIONS. THANK YOU
1. Management RECEIVE AND APPROVE THE AUDITED ACCOUNTS AND THE REPORTS OF THE For For
DIRECTORS AND AUDITORS FOR THE YE 30 JUN 2008
2. Management DECLARE A FINAL DIVIDEND For For
3.1 Management RE-ELECT MR. LEE KA KIT AS A DIRECTOR For For
3.2 Management RE-ELECT MR. LEE KA SHING AS A DIRECTOR For For
3.3 Management RE-ELECT MR. SUEN KWOK LAM AS A DIRECTOR For For
3.4 Management RE-ELECT MR. PATRICK KWOK PING HO AS A DIRECTOR For For
3.5 Management RE-ELECT MRS. ANGELINA LEE PUI LING AS A DIRECTOR For For
3.6 Management RE-ELECT MR. WU KING CHEONG AS A DIRECTOR For For
3.7 Management AUTHORIZE THE BOARD OF DIRECTORS TO FIX THE DIRECTORS' For For
REMUNERATION
4. Management RE-APPOINT THE AUDITORS AND AUTHORIZE THE DIRECTORS TO FIX THEIR For For
REMUNERATION
5.A Management AUTHORIZE THE DIRECTORS TO REPURCHASE ORDINARY SHARES OF HKD 2.00 For For
EACH IN THE CAPITAL OF THE COMPANY DURING THE RELEVANT PERIOD,
ON THE STOCK EXCHANGE OF HONG KONG LIMITED [STOCK EXCHANGE] OR
ANY OTHER STOCK EXCHANGE ON WHICH THE SHARES OF THE COMPANY MAY
BE LISTED AND RECOGNIZED BY THE STOCK EXCHANGE AND THE
SECURITIES AND FUTURES COMMISSION, ON SHARE REPURCHASES FOR SUCH
PURPOSES, SUBJECT TO AND IN ACCORDANCE WITH ALL APPLICABLE LAWS
AND THE REQUIREMENTS OF THE RULES GOVERNING THE LISTING OF
SECURITIES ON THE STOCK EXCHANGE OR OF ANY OTHER STOCK EXCHANGE
AS AMENDED FROM TIME TO TIME, NOT EXCEEDING 10% OF THE AGGREGATE
NOMINAL AMOUNT OF THE ISSUED SHARE CAPITAL OF THE COMPANY;
[AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
OF THE COMPANY OR THE EXPIRATION OF THE PERIOD WITHIN WHICH THE
NEXT AGM OF THE COMPANY IS REQUIRED BY THE ARTICLES OF
ASSOCIATION OF THE COMPANY OR THE COMPANIES ORDINANCE [CHAPTER
32 OF THE LAWS OF HONG KONG] TO BE HELD]
5.B Management AUTHORIZE THE DIRECTORS OF THE COMPANY TO ALLOT, ISSUE AND DEAL For For
WITH ADDITIONAL SHARES OF THE COMPANY AND MAKE OR GRANT OFFERS,
AGREEMENTS AND OPTIONS [INCLUDING WARRANTS, BONDS, DEBENTURES,
NOTES AND OTHER SECURITIES CONVERTIBLE INTO SHARES IN THE
COMPANY] DURING AND AFTER THE RELEVANT PERIOD, NOT EXCEEDING THE
AGGREGATE OF 20% OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE
CAPITAL OF THE COMPANY, OTHERWISE THAN PURSUANT TO I) A RIGHTS
ISSUE; OR II) ANY OPTION SCHEME OR SIMILAR ARRANGEMENT; OR III)
AN ISSUE OF SHARES IN THE COMPANY UPON THE EXERCISE OF THE
SUBSCRIPTION OR CONVERSION RIGHTS ATTACHING TO ANY WARRANTS OR
CONVERTIBLE NOTES WHICH MAY BE ISSUED BY THE COMPANY OR ANY OF
ITS SUBSIDIARIES; OR IV) ANY SCRIP DIVIDEND PURSUANT TO THE
ARTICLES OF ASSOCIATION OF THE COMPANY FROM TIME TO TIME;
[AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
OF THE COMPANY OR THE EXPIRATION OF THE PERIOD WITHIN WHICH THE
NEXT AGM OF THE COMPANY IS REQUIRED BY THE ARTICLES OF
ASSOCIATION OF THE COMPANY OR THE COMPANIES ORDINANCE [CHAPTER
32 OF THE LAWS OF HONG KONG] TO BE HELD]
5.C Management APPROVE TO EXTEND THE GENERAL MANDATE GRANTED TO THE DIRECTORS OF For For
THE COMPANY TO ALLOT, ISSUE AND DEAL WITH ANY ADDITIONAL SHARES
OF THE COMPANY PURSUANT TO RESOLUTION 5.B, BY THE ADDITION TO
THE AGGREGATE NOMINAL AMOUNT OF SHARE CAPITAL WHICH MAY BE
ALLOTTED, ISSUED AND DEALT WITH OR AGREED CONDITIONALLY OR
UNCONDITIONALLY TO BE ALLOTTED, ISSUED AND DEALT WITH BY THE
DIRECTORS PURSUANT TO SUCH GENERAL MANDATE AN AMOUNT
REPRESENTING THE AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL
OF THE COMPANY REPURCHASED BY THE COMPANY PURSUANT TO RESOLUTION
5.A, PROVIDED THAT SUCH AMOUNT DOES NOT EXCEED 10% OF THE
AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL OF THE COMPANY AT
THE DATE OF PASSING THIS RESOLUTION
S.6 Management AMEND ARTICLE 78 AND ARTICLE 123 OF THE ARTICLES OF ASSOCIATION For For
OF THE COMPANY AS SPECIFIED
- ----------------------------------------------------------------------------------------------------------------------
HOLCIM LTD, RAPPERSWIL-JONA
Ticker: Security ID: CH0012214059
Meeting Date: 05/07/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOUNTS.
Non-Voting PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE SENT
UNDER MEETING 520196, INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE NOTIFIED TO THE COMPANY
REGISTRAR AS BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS THAT ARE SUBMITTED
AFTER THE CUTOFF DATE WILL BE PROCESSED ON A BEST EFFORT BASIS.
THANK YOU.
1. Management APPROVE THE ANNUAL REPORT, THE ACCOUNTS OF THE GROUP AND THE No Action
ACCOUNTS OF THE HOLDING GROUP INCLUDING COMPENSATION REPORT, THE
REPORTS OF THE AUDITOR'S
2. Management GRANT DISCHARGE TO THE MEMBERS OF THE BOARD OF DIRECTOR'S AND THE No Action
MANAGEMENT
3. Management APPROVE THE APPROPRIATION OF THE BALANCE PROFIT No Action
4. Management APPROVE THE CREATION OF CHF 26.4 MILLION POOL OF CAPITAL WITH No Action
PRE- EMPTIVE RIGHTS FOR PURPOSE OF STOCK DIVIDEND
5.1.1 Management RE-ELECT MR. ADRIAN LOADER AS A MEMBERS OF THE BOARD OF DIRECTOR No Action
5.1.2 Management RE-ELECT DR. H.C. THOMAS SCHMIDHEINY AS A MEMBER OF THE BOARD OF No Action
DIRECTOR
5.1.3 Management RE-ELECT DR. H.C. WOLFGANG SCHUERER AS A MEMBER OF THE BOARD OF No Action
DIRECTOR
5.1.4 Management RE-ELECT DR. DIETER SPAELTY AS A MEMBER OF THE BOARD OF DIRECTOR No Action
5.2 Management ELECT ERNST YOUNG AS THE AUDITORS No Action
6. Management AMEND ARTICLE 1 OF THE BY-LAWS No Action
- ----------------------------------------------------------------------------------------------------------------------
HONDA MOTOR CO.,LTD.
Ticker: Security ID: JP3854600008
Meeting Date: 06/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO :APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management .APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
3.12 Management APPOINT A DIRECTOR For For
3.13 Management APPOINT A DIRECTOR For For
3.14 Management APPOINT A DIRECTOR For For
3.15 Management APPOINT A DIRECTOR For For
3.16 Management APPOINT A DIRECTOR For For
3.17 Management APPOINT A DIRECTOR For For
3.18 Management APPOINT A DIRECTOR For For
3.19 Management APPOINT A DIRECTOR For For
3.20 Management APPOINT A DIRECTOR For For
3.21 Management APPOINT A DIRECTOR For For
4. Management APPOINT A CORPORATE AUDITOR For For
5. Management APPROVE PAYMENT OF BONUSES TO CORPORATE OFFICERS For For
- ----------------------------------------------------------------------------------------------------------------------
HONG KONG EXCHANGES & CLEARING LTD
Ticker: Security ID: HK0388045442
Meeting Date: 04/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 545726 DUE TO
ADDITION OF RESOLUTION. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
Non-Voting PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN FAVOR'
OR"AGAINST" FOR ALL THE RESOLUTIONS. THANK YOU.
1. Management RECEIVE AND CONSIDER THE AUDITED ACCOUNTS FOR THE YE 31 DEC 2008 For For
TOGETHER WITH THE REPORTS OF THE DIRECTORS AND AUDITOR THEREON
2. Management DECLARE A FINAL DIVIDEND OF HKD 1.80 PER SHARE For For
3.A Management ELECT MR. IGNATIUS T C CHAN AS A DIRECTOR For For
3.B Management ELECT MR. JOHN M M WILLIAMSON AS A DIRECTOR For For
3.C Management ELECT MR. GILBERT K T CHU AS A DIRECTOR For For
4. Management RE-APPOINT PRICEWATERHOUSECOOPERS AS THE AUDITOR OF HKEX AND TO For For
AUTHORIZE THE DIRECTORS TO FIX THEIR REMUNERATION
5. Management APPROVE TO GRANT A GENERAL MANDATE TO THE DIRECTORS TO REPURCHASE For For
SHARES OF HKEX, NOT EXCEEDING 10% OF THE ISSUED SHARE CAPITAL OF
HKEX AS AT THE DATE OF THIS RESOLUTION
- ----------------------------------------------------------------------------------------------------------------------
HSBC HOLDINGS PLC, LONDON
Ticker: Security ID: GB0005405286
Meeting Date: 03/19/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE TO INCREASE THE SHARE CAPITAL FROM USD 7,500,100,000, GBP For For
401,500 AND EUR 100,000 TO USD 10,500,100,000, GBP 401,500 AND
EUR 100,000 BY THE CREATION OF AN ADDITIONAL 6,000,000,000
ORDINARY SHARES OF USD 0.50 EACH IN THE CAPITAL OF THE COMPANY
FORMING A SINGLE CLASS WITH THE EXISTING ORDINARY SHARES OF USD
0.50 EACH IN THE CAPITAL OF THE COMPANY
2. Management AUTHORIZE THE DIRECTORS, IN SUBSTITUTION FOR ANY EXISTING For For
AUTHORITY AND FOR THE PURPOSE OF SECTION 80 OF THE UK COMPANIES
ACT 1985, [THE ACT] TO ALLOT RELEVANT SECURITIES UP TO AN
AGGREGATE NOMINAL AMOUNT OF USD2,530,200,000 IN CONNECTION WITH
THE ALLOTMENT OF THE NEW ORDINARY SHARES AS SPECIFIED PURSUANT
TO RIGHT ISSUE[AUTHORITY EXPIRES AT THE CONCLUSION OF THE AGM OF
THE COMPANY TO BE HELD IN 2009]; AND THE DIRECTORS MAY ALLOT
RELEVANT SECURITIES AFTER THE EXPIRY OF THIS AUTHORITY IN
PURSUANCE OF SUCH AN OFFER OR AGREEMENT MADE PRIOR TO SUCH
EXPIRY
S.3 Management AUTHORIZE THE DIRECTORS, SUBJECT TO THE PASSING OF RESOLUTION 2 For For
AND PURSUANT TO SECTION 94 OF THE UK COMPANIES ACT 1985, [THE
ACT] THE SUBJECT OF AUTHORITY GRANTED BY RESOLUTION 2 AS IF
SECTION 89[1] OF THE ACT DISPLAYING TO ANY SUCH ALLOTMENT AND IN
PARTICULAR TO MAKE SUCH ALLOTMENTS SUBJECT TO SUCH EXCLUSIONS OR
OTHER ARRANGEMENTS AS THE DIRECTORS MAY DEEM NECESSARY OR
EXPEDIENT IN RELATION TO FRACTIONAL ENTITLEMENTS OR SECURITIES
REPRESENTED BY DEPOSITORY RECEIPTS OR HAVING REGARD TO ANY
RESTRICTIONS, OBLIGATIONS OR LEGAL PROBLEMS UNDER THE LAWS OF
THE REQUIREMENTS OF ANY REGULATORY BODY OR STOCK EXCHANGE IN ANY
TERRITORY OR OTHERWISE HOWSOEVER; [AUTHORITY EXPIRES THE EARLIER
OF THE CONCLUSION OF THE AGM OF THE COMPANY TO BE HELD IN 2009];
AND, AUTHORIZE THE DIRECTORS TO ALLOT EQUITY SECURITIES IN
PURSUANCE OF SUCH OFFERS OR AGREEMENT MADE PRIOR TO SUCH EXPIRY
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE CUT-OFF. IF-YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNL-ESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
HSBC HOLDINGS PLC, LONDON
Ticker: Security ID: GB0005405286
Meeting Date: 05/22/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE ANNUAL ACCOUNTS AND REPORTS OF THE DIRECTORS AND OF For For
THE AUDITOR FOR THE YE 31 DEC 2008
2. Management APPROVE THE DIRECTOR'S REMUNERATION REPORT FOR YE 31 DEC 2008 For For
3.1 Management RE-ELECT MR. S.A. CATZ AS A DIRECTOR For For
3.2 Management RE-ELECT MR. V.H.C CHENG AS A DIRECTOR For For
3.3 Management RE-ELECT MR. M.K.T CHEUNG AS A DIRECTOR For For
3.4 Management RE-ELECT MR. J.D. COOMBE AS A DIRECTOR For For
3.5 Management RE-ELECT MR. J.L. DURAN AS A DIRECTOR For For
3.6 Management RE-ELECT MR. R.A. FAIRHEAD AS A DIRECTOR For For
3.7 Management RE-ELECT MR. D.J. FLINT AS A DIRECTOR For For
3.8 Management RE-ELECT MR. A.A. FLOCKHART AS A DIRECTOR For For
3.9 Management RE-ELECT MR. W.K. L. FUNG AS A DIRECTOR For For
3.10 Management RE-ELECT MR. M.F. GEOGHEGAN AS A DIRECTOR For For
3.11 Management RE-ELECT MR. S.K. GREEN AS A DIRECTOR For For
3.12 Management RE-ELECT MR. S.T. GULLIVER AS A DIRECTOR For For
3.13 Management RE-ELECT MR. J.W.J. HUGHES-HALLETT AS A DIRECTOR For For
3.14 Management RE-ELECT MR. W.S.H. LAIDLAW AS A DIRECTOR For For
3.15 Management RE-ELECT MR. J.R. LOMAX AS A DIRECTOR For For
3.16 Management RE-ELECT SIR MARK MOODY-STUART AS A DIRECTOR For For
3.17 Management RE-ELECT MR. G. MORGAN AS A DIRECTOR For For
3.18 Management RE-ELECT MR. N.R.N. MURTHY AS A DIRECTOR For For
3.19 Management RE-ELECT MR. S.M. ROBERTSON AS A DIRECTOR For For
3.20 Management RE-ELECT MR. J.L. THORNTON AS A DIRECTOR For For
3.21 Management RE-ELECT SIR BRIAN WILLIAMSON AS A DIRECTOR For For
4. Management REAPPOINT THE AUDITOR AT REMUNERATION TO BE DETERMINED BY THE For For
GROUP AUDIT COMMITTEE
5. Management AUTHORIZE THE DIRECTORS TO ALLOT SHARES For For
S.6 Management APPROVE TO DISPLAY PRE-EMPTION RIGHTS For For
7. Management AUTHORIZE THE COMPANY TO PURCHASE ITS OWN ORDINARY SHARES For For
S.8 Management ADOPT NEW ARTICLES OF ASSOCIATION WITH EFFECT FROM 01 OCT 2009 For For
S.9 Management APPROVE GENERAL MEETINGS BEING CALLED ON 14 CLEAR DAYS' NOTICE For For
- ----------------------------------------------------------------------------------------------------------------------
IBERDROLA RENOVABLES SA, VALENCIA
Ticker: Security ID: ES0147645016
Meeting Date: 06/11/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management TO APPROVE THE INDIVIDUAL ANNUAL FINANCIAL STATEMENTS OF For For
IBERDROLA RENOVABLES, S.A. [BALANCE SHEET, PROFIT AND LOSS
STATEMENT, STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY,
STATEMENT OF CASH FLOWS AND NOTES], AND THE CONSOLIDATED ANNUAL
FINANCIAL STATEMENTS OF IBERDROLA RENOVABLES S.A. AND ITS
SUBSIDIARIES [BALANCE SHEET, PROFIT AND LOSS STATEMENT,
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY, STATEMENT OF CASH
FLOWS, AND NOTES] FOR THE FYE 31 DEC 2008, WHICH WERE PRESENTED
BY THE BOARD OF DIRECTORS AT ITS MEETING HELD ON 24 FEB 2009
2. Management TO APPROVE THE ALLOCATION OF PROFITS/LOSSES FOR THE FYE 31 DEC For For
2008, PRESENTED BY THE BOARD OF DIRECTORS AT ITS MEETING HELD ON
24 FEB 2009, AS SPECIFIED
3. Management TO APPROVE THE INDIVIDUAL MANAGEMENT REPORT OF IBERDROLA For For
RENOVABLES, S.A. AND THE CONSOLIDATED MANAGEMENT REPORT OF
IBERDROLA RENOVABLES, S.A. AND ITS SUBSIDIARIES FOR THE FYE 31
DEC 2008 PRESENTED BY THE BOARD OF DIRECTORS AT ITS MEETING HELD
ON 24 FEB 2009
4. Management TO APPROVE THE MANAGEMENT AND ACTIVITIES OF THE BOARD OF For For
DIRECTORS FOR THE FYE 31 DEC 2008
5. Management TO RE-ELECT ERNST & YOUNG, S.L. AS AUDITOR OF THE COMPANY AND OF For For
ITS CONSOLIDATED GROUP, TO CONDUCT THE AUDITS FOR FY 2009,
AUTHORIZING THE BOARD OF DIRECTORS, WHICH MAY DELEGATE SUCH
AUTHORITY TO THE EXECUTIVE COMMITTEE, TO ENTER INTO THE
RESPECTIVE SERVICES AGREEMENT, ON THE TERMS AND CONDITIONS IT
DEEMS APPROPRIATE, WITH THE AUTHORITY ALSO TO MAKE SUCH
AMENDMENTS AS MAY BE REQUIRED IN ACCORDANCE WITH THE LAW
APPLICABLE AT ANY TIME
6.A Management IN ACCORDANCE WITH CURRENT LEGAL AND BY-LAW PROVISIONS, TO RATIFY For For
THE APPOINTMENT OF MR. SANTIAGO MARTINEZ GARRIDO AS DIRECTOR
APPOINTED ON AN INTERIM BASIS TO FILL A VACANCY, IN ACCORDANCE
WITH THE REPORT OF THE NOMINATING AND COMPENSATION COMMITTEE,
PURSUANT TO THE RESOLUTION ADOPTED BY THE BOARD OF DIRECTORS ON
31 MAR 2009, THE DATE ON WHICH THE NEW DIRECTOR FORMALLY AND
EXPRESSLY ACCEPTED HIS APPOINTMENT AND BECAME A MEMBER OF THE
BOARD OF DIRECTORS AS EXTERNAL PROPRIETARY DIRECTOR, HIS TERM OF
OFFICE ENDS ON 05 NOV 2012, AS DID THAT OF THE PREVIOUS MEMBER,
MR. MARCOS FERNANDEZ FERMOSELLE, WHOM HE REPLACES
6.B Management IN ACCORDANCE WITH CURRENT LEGAL AND BY-LAW PROVISIONS, TO RATIFY For For
THE APPOINTMENT OF MS. MARIA DOLORES HERRERA PEREDA AS DIRECTOR
APPOINTED ON AN INTERIM BASIS TO FILL A VACANCY, IN ACCORDANCE
WITH THE REPORT OF THE NOMINATING AND COMPENSATION COMMITTEE,
PURSUANT TO THE RESOLUTION ADOPTED BY THE BOARD OF DIRECTORS ON
31 MAR 2009, THE DATE ON WHICH THE NEW DIRECTOR FORMALLY AND
EXPRESSLY ACCEPTED HER APPOINTMENT AND BECAME A MEMBER OF THE
BOARD OF DIRECTORS AS EXTERNAL PROPRIETARY DIRECTOR, HER TERM OF
OFFICE ENDS ON 05 NOV 2012, AS DID THAT OF THE PREVIOUS MEMBER,
MR. JUAN PEDRO HERNANDEZ MOLTO, WHOM SHE REPLACES
7. Management TO EXPRESSLY AUTHORIZE THE BOARD OF DIRECTORS, WITH THE EXPRESS For For
POWER OF DELEGATION, PURSUANT TO THE PROVISIONS OF SECTION 75 OF
THE COMPANIES LAW, TO CARRY OUT THE DERIVATIVE ACQUISITION OF
SHARES OF IBERDROLA RENOVABLES, S.A., UNDER THE FOLLOWING TERMS:
A) THE ACQUISITIONS MAY BE MADE DIRECTLY BY IBERDROLA
RENOVABLES, S.A. OR INDIRECTLY THROUGH ITS SUBSIDIARIES, ON THE
SAME TERMS RESULTING FROM THIS AUTHORIZATION, B) THE
ACQUISITIONS
Management SHALL BE MADE THROUGH PURCHASE AND SALE, EXCHANGE OR ANY OTHER
TRANSACTIONS PERMITTED BY THE LAW, C) THE ACQUISITIONS MAY BE
MADE, AT ANY TIME, UP TO THE MAXIMUM AMOUNT PERMITTED BY THE
LAW, D) THE ACQUISITIONS MAY NOT BE MADE AT A PRICE GREATER THAN
THE LISTING PRICE OF THE SHARES OR LOWER THAN THE PAR VALUE OF
THE SHARES, E) THIS AUTHORIZATION IS GRANTED FOR A MAXIMUM
PERIOD OF 18 MONTHS, F) A RESTRICTED RESERVE SHALL BE SET UP IN
THE SHAREHOLDERS' EQUITY OF THE ACQUIRING COMPANY EQUAL TO THE
AMOUNT OF THE COMPANY'S OWN SHARES OR OF THE SHARES OF THE
CONTROLLING COMPANY REFLECTED UNDER ASSETS, SUCH RESERVE SHALL
BE MAINTAINED AS LONG AS THE SHARES ARE NOT DISPOSED OF OR
CANCELLED, PURSUANT TO THE PROVISIONS OF SUB-SECTION 3 OF
SECTION 75 OF THE COMPANIES LAW
8. Management TO AUTHORIZE THE BOARD OF DIRECTORS, ON BEHALF OF THE COMPANY - For For
EITHER DIRECTLY OR THROUGH ITS SUBSIDIARIES TO PARTICIPATE,
EITHER ALONE OR TOGETHER WITH OTHER SPANISH OR FOREIGN
INDIVIDUALS OR LEGAL ENTITIES, AND AS FOUNDER, IN THE CREATION
OF ONE OR MORE ASSOCIATIONS AND FOUNDATIONS GOVERNED BY PRIVATE
LAW FOR PURPOSES OF GENERAL INTEREST [SOCIAL ASSISTANCE,
PUBLIC-SPIRITED, EDUCATIONAL, CULTURAL, SCIENTIFIC, SPORTS,
HEALTH, COOPERATION FOR DEVELOPMENT, ENVIRONMENTAL PROTECTION,
ECONOMIC PROMOTION OR PROMOTION OF RESEARCH, PROMOTION OF
VOLUNTEERISM, DEFENSE OF HUMAN RIGHTS OR ANY OTHER PURPOSES
PERMITTED BY LAW], WITH THE COVENANTS, CLAUSES, CONDITIONS,
REPRESENTATIONS AND AGREEMENTS IT DEEMS APPROPRIATE, PROVIDING
FOR SUCH PURPOSE, AS INITIAL FUNDING OR AS MERE CONTRIBUTIONS,
ON A SINGLE OCCASION OR IN PART OR SUCCESSIVELY, CASH OR SUCH
OTHER PROPERTY OR RIGHTS AS IT DEEMS APPROPRIATE FOR EACH OF
THEM, AND TO CONTRIBUTE CASH OR SUCH OTHER PROPERTY OR RIGHTS AS
IT DEEMS APPROPRIATE TO THE FOUNDATIONS WHERE THE COMPANY - OR
ITS SUBSIDIARIES - IS A MEMBER OF THE BOARD OF TRUSTEES, UP TO
THE AGGREGATE AMOUNT FOR BOTH ITEMS, OF 2,500,000 EUROS A YEAR
OR THE EQUIVALENT THEREOF IN OTHER CURRENCIES FOR ALL
FOUNDATIONS AND ASSOCIATIONS DURING THE EFFECTIVE PERIOD OF THIS
AUTHORIZATION, TO SUCH END, THE BOARD OF DIRECTORS IS EXPRESSLY
AUTHORIZED TO EXECUTE THE NOTARIAL INSTRUMENTS OF CREATION,
DRAFT AND APPROVE THE BY-LAWS OF EACH SUCH ASSOCIATION AND
FOUNDATION, WITH AUTHORITY TO ACCEPT POSITIONS ON BEHALF OF THE
COMPANY AND, GENERALLY, TO TAKE ALL SUCH DECISIONS AS MAY BE
REQUIRED OR APPROPRIATE FOR THE IMPLEMENTATION OF AND COMPLIANCE
WITH THIS RESOLUTION; THIS AUTHORIZATION IS GRANTED FOR A
MAXIMUM PERIOD THAT WILL EXPIRE ON THE DATE OF THE GENERAL
SHAREHOLDERS' MEETING AT WHICH THE ANNUAL FINANCIAL STATEMENTS
FOR FY 2009 ARE APPROVED, SUCH AUTHORIZATION MAY BE EXPRESSLY
EXTENDED BY SUBSEQUENT RESOLUTIONS OF THE SHAREHOLDERS AT THE
GENERAL SHAREHOLDERS' MEETING, THE MAXIMUM PERIOD OF THIS
AUTHORIZATION IS DEEMED TO BE ESTABLISHED WITHOUT PREJUDICE TO
THE POSSIBLE SUCCESSIVE FU
9. Management IN ORDER TO CONTINUE WITH THE PROCESS OF INCLUDING IN THE For For
COMPANY'S BY-LAWS THE RECOMMENDATIONS OF THE UNIFIED GOOD
GOVERNANCE CODE APPROVED BY THE BOARD OF THE NATIONAL SECURITIES
MARKET COMMISSION ON 22 MAY 2006 AS THE SINGLE DOCUMENT IN
CORPORATE GOVERNANCE MATTERS, AS WELL AS THE BEST CORPORATE
GOVERNANCE PRACTICES, AND IN ORDER TO UPDATE AND COMPLETE THE
TEXT OF THE BY-LAWS BY SUPPLEMENTING AND CLARIFYING THE
REGULATION OF CERTAIN MATTERS IN LIGHT OF THE MOST RECENT
LEGISLATIVE REFORMS IN THE COMMERCIAL AREA, IT IS RESOLVED TO
APPROVE THE NEW TEXT OF THE FOLLOWING ARTICLES 13, 18, 23, 28,
30, 31, 32, 33, 38, 39, 40, 41 AND 43 OF TITLE III OF THE
BY-LAWS, AS FURTHER EXPLAINED IN THE REPORT PREPARED BY THE
BOARD OF DIRECTORS FOR SUCH PURPOSE, WITH THE OTHER ARTICLES OF
THE BY-LAWS REMAINING UNCHANGED, SUCH ARTICLES SHALL HEREAFTER
READ AS SPECIFIED
10. Management IN ORDER TO UPDATE SUCH REGULATIONS, COMPLETING AND CLARIFYING For For
THE PROVISIONS GOVERNING CERTAIN MATTERS, IT IS RESOLVED TO
AMEND ARTICLES 1 THROUGH 13, 15 THROUGH 35, 37 AND 38, ALL OF
THEM INCLUSIVE, OF THE REGULATIONS FOR THE GENERAL SHAREHOLDERS'
MEETING, TO DELETE ARTICLE 39 AND TO CHANGE THE NAME OF TITLE I,
ALL AS SPECIFIED IN THE DIRECTORS' REPORT AND, ACCORDINGLY, TO
APPROVE A NEWLY RESTATED TEXT OF SUCH REGULATIONS, REPEALING
THE REGULATIONS CURRENTLY IN FORCE, WHICH SHALL READ AS
SPECIFIED
11. Management WITHOUT PREJUDICE TO THE POWERS DELEGATED IN THE PRECEDING For For
RESOLUTIONS, TO AUTHORIZE THE BOARD OF DIRECTORS TO DELEGATE
POWERS TO ANY ONE OR MORE OF THE EXECUTIVE COMMITTEE, MR. JOSE
IGNACIO SANCHEZ GALAN, CHAIRMAN OF THE BOARD OF DIRECTORS, MR.
XABIER VITERI SOLAUN, CHIEF EXECUTIVE OFFICER, AND MS. ANA
ISABEL BUITRAGO MONTORO, GENERAL SECRETARY AND SECRETARY OF THE
BOARD OF DIRECTORS, TO THE FULLEST EXTENT PERMITTED BY LAW, TO
CARRY OUT THE FOREGOING RESOLUTIONS, FOR WHICH PURPOSE THEY MAY:
A) ELABORATE ON, CLARIFY, MAKE MORE SPECIFIC, INTERPRET,
COMPLETE AND CORRECT THE RESOLUTIONS ADOPTED BY THE SHAREHOLDERS
AT THIS GENERAL SHAREHOLDERS’ MEETING OR THOSE SET FORTH IN
THE NOTARIAL INSTRUMENTS OR DOCUMENTS THAT MAY BE EXECUTED TO
CARRY OUT SUCH RESOLUTIONS AND, IN PARTICULAR, ALL OMISSIONS,
DEFECTS OR ERRORS, WHETHER SUBSTANTIVE OR OTHERWISE, THAT MIGHT
PREVENT THE ACCESS OF THESE RESOLUTIONS AND THE CONSEQUENCES
THEREOF TO THE COMMERCIAL REGISTRY, THE LAND REGISTRY [REGISTRO
DE LA PROPIEDAD], THE INDUSTRIAL PROPERTY REGISTRY [REGISTRO DE
LA PROPIEDAD INDUSTRIAL], THE NATIONAL ASSOCIATIONS REGISTRY
[REGISTRO NACIONAL DE ASOCIACIONES], THE REGISTRY OF
GOVERNMENT-MANAGED FOUNDATIONS [REGISTRO DE FUNDACIONES DE
COMPETENCIA ESTATAL] OR, IF APPROPRIATE, THE TERRITORIAL
REGISTRIES OF ASSOCIATIONS AND FOUNDATIONS OF THE CORRESPONDING
AUTONOMOUS COMMUNITIES OR ANY OTHER REGISTRIES, B) CARRY OUT
SUCH ACTS OR LEGAL TRANSACTIONS AS MAY BE NECESSARY OR
APPROPRIATE FOR THE IMPLEMENTATION OF THE RESOLUTIONS ADOPTED BY
THE SHAREHOLDERS AT THIS GENERAL SHAREHOLDERS' MEETING,
EXECUTING SUCH PUBLIC OR PRIVATE DOCUMENTS AS MAY BE DEEMED
NECESSARY OR APPROPRIATE FOR THE FULL EFFECTIVENESS OF THESE
RESOLUTIONS, INCLUDING, IF APPLICABLE, APPLICATION FOR PARTIAL
REGISTRATION PURSUANT TO SECTION 63 OF THE REGULATIONS OF THE
COMMERCIAL REGISTRY, THE DELEGATED POWERS INCLUDE THE AUTHORITY
TO MAKE THE MANDATORY DEPOSIT OF THE ANNUAL FINANCIAL STATEMENTS
AND OTHER DOCUMENTATION WITH THE COMMERCIAL REGISTRY, C)
DELEGATE TO ONE OR MORE OF ITS MEMBERS ALL OR PART OF THE POWERS
OF THE BOARD OF D
Management REQUIRED, ADOPT AND IMPLEMENT THE NECESSARY RESOLUTIONS, PUBLISH
THE NOTICES AND PROVIDE THE GUARANTEES THAT MAY BE REQUIRED FOR
THE PURPOSES ESTABLISHED IN THE LAW, FORMALIZE THE REQUIRED
DOCUMENTS, AND CARRY OUT ALL NECESSARY PROCEEDINGS AND COMPLY
WITH ALL REQUIREMENTS UNDER THE LAW FOR THE FULL EFFECTIVENESS
OF THE RESOLUTIONS ADOPTED BY THE SHAREHOLDERS AT THE GENERAL
SHAREHOLDERS' MEETING
- ----------------------------------------------------------------------------------------------------------------------
ING GROEP N V
Ticker: Security ID: NL0000303600
Meeting Date: 04/27/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS AN AGM. THANK YOU.
Non-Voting PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING AT THIS GENERAL
MEETING ARE RE-LAXED. BLOCKING PERIOD ENDS ONE DAY AFTER THE
REGISTRATION DATE SET ON 30 MAR-2009. SHARES CAN BE TRADED
THEREAFTER. THANK YOU.
1. Non-Voting OPENING REMARKS AND ANNOUNCEMENTS
2.A Non-Voting REPORT OF THE EXECUTIVE BOARD FOR 2008
2.B Non-Voting REPORT OF THE SUPERVISORY BOARD FOR 2008
2.C Management APPROVE THE ANNUAL ACCOUNTS FOR 2008 No Action
3.A Non-Voting PROFIT RETENTION AND DISTRIBUTION POLICY
3.B Management APPROVE THE DIVIDEND FOR 2008, A TOTAL DIVIDEND OF EUR 0.74 PER No Action
[DEPOSITARY RECEIPT FOR AN] ORDINARY SHARE WILL BE PROPOSED TO
THE GENERAL MEETING, TAKING INTO ACCOUNT THE INTERIM DIVIDEND OF
EUR 0.74 PAID IN AUG 2008, AS A RESULT HEREOF NO FINAL DIVIDEND
WILL BE PAID OUT FOR 2008
4. Non-Voting REMUNERATION REPORT
5. Non-Voting CORPORATE GOVERNANCE
6. Non-Voting CORPORATE RESPONSIBILITY
7.A Management GRANT DISCHARGE TO THE MEMBERS OF THE EXECUTIVE BOARD IN RESPECT No Action
OF THE DUTIES PERFORMED DURING THE YEAR 2008 FY, AS SPECIFIED IN
THE 2008 ANNUAL ACCOUNTS, THE REPORT OF THE EXECUTIVE BOARD, THE
CORPORATE GOVERNANCE CHAPTER, THE CHAPTER ON SECTION 404 OF THE
SARBANES-OXLEY ACT AND THE STATEMENTS MADE IN THE GENERAL
MEETING
7.B Management GRANT DISCHARGE TO THE MEMBERS OF THE SUPERVISORY BOARD IN No Action
RESPECT OF THE DUTIES PERFORMED IN THE 2008 FY, AS SPECIFIED IN
THE 2008 ANNUAL ACCOUNTS, THE REPORT OF THE SUPERVISORY BOARD,
THE CORPORATE GOVERNANCE CHAPTER, THE REMUNERATION REPORT AND
THE STATEMENTS MADE IN THE GENERAL MEETING
8.A Management APPOINT OF JAN HOMMEN AS THE MEMBERS OF THE EXECUTIVE BOARD AS OF No Action
THE END OF THE GENERAL MEETING ON 27 APRIL 2009 UNTIL THE END OF
THE AGM IN 2013, SUBJECT TO EXTENSION OR RENEWAL
8.B Management APPOINT OF MR. PATRICK FLYNN AS THE MEMBERS OF THE EXECUTIVE No Action
BOARD AS OF THE END OF THE GENERAL MEETING ON 27 APRIL 2009
UNTIL THE END OF THE AGM IN 2013, SUBJECT TO EXTENSION OR
RENEWAL
9.A Management RE-APPOINT MR.GODFRIED VAN DER LUGT AS THE MEMBER OF THE No Action
SUPERVISORY BOARD
9.B Management APPOINT MR.TINEKE BAHLMANN AS THE MEMBER OF THE SUPERVISORY BOARD No Action
9.C Management APPOINT MR.JEROEN VAN DER VEER AS THE MEMBER OF THE SUPERVISORY No Action
BOARD
9.D Management APPOINT MR. LODEWIJK DE WAAL AS THE MEMBER OF THE SUPERVISORY No Action
BOARD
10. Management AUTHORIZE TO ISSUE ORDINARY, TO GRANT THE RIGHT TO TAKE UP SUCH No Action
SHARES AND TO RESTRICT OR EXCLUDE PREFERENTIAL RIGHTS OF
SHAREHOLDERS; [AUTHORITY EXPIRES ON 27 OCTOBER 2010 [SUBJECT TO
EXTENSION BY THE GENERAL MEETING]]; FOR A TOTAL OF 200,000,000
ORDINARY SHARES, PLUS FOR A TOTAL OF 200,000,000 ORDINARY
SHARES, ONLY IF THESE SHARES ARE ISSUED IN CONNECTION WITH THE
TAKE-OVER OF A BUSINESS OR A COMPANY
11. Management AUTHORIZE THE EXECUTIVE BOARD TO ACQUIRE IN THE NAME OF THE No Action
COMPANY FULLY PAID-UP ORDINARY SHARES IN THE SHARE CAPITAL OF
THE COMPANY OR DEPOSITARY RECEIPTS FOR SUCH SHARES, THIS
AUTHORIZATION IS SUBJECT TO SUCH A MAXIMUM THAT THE COMPANY
SHALL NOT HOLD MORE THAN: 10% OF THE ISSUED SHARE CAPITAL, PLUS
10% OF THE ISSUED SHARE CAPITAL AS A RESULT OF A MAJOR CAPITAL
RESTRUCTURING, THE AUTHORIZATION APPLIES FOR EACH MANNER OF
ACQUISITION OF OWNERSHIP FOR WHICH THE LAW REQUIRES AN
AUTHORIZATION LIKE THE PRESENT ONE, THE PURCHASE PRICE SHALL NOT
BE LESS THAN 1 EUROCENT AND NOT HIGHER THAN THE HIGHEST PRICE AT
WHICH THE DEPOSITARY RECEIPTS FOR THE COMPANY'S ORDINARY SHARES
ARE TRADED ON THE EURONEXT AMSTERDAM BY NYSE EURONEXT ON THE
DATE ON WHICH THE PURCHASE CONTRACT IS CONCLUDED OR ON THE
PRECEDING DAY OF STOCK MARKET TRADING; [AUTHORITY EXPIRES ON 27
OCT 2010]
12. Non-Voting ANY OTHER BUSINESS AND CONCLUSION
- ----------------------------------------------------------------------------------------------------------------------
ITOCHU CORPORATION
Ticker: Security ID: JP3143600009
Meeting Date: 06/24/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
3.12 Management APPOINT A DIRECTOR For For
3.13 Management APPOINT A DIRECTOR For For
3.14 Management APPOINT A DIRECTOR For For
4.1 Management APPOINT A CORPORATE AUDITOR For For
4.2 Management APPOINT A CORPORATE AUDITOR For For
- ----------------------------------------------------------------------------------------------------------------------
JARDINE CYCLE & CARRIAGE LTD
Ticker: Security ID: SG1B51001017
Meeting Date: 04/29/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE AND ADOPT THE AUDITED ACCOUNTS FOR THE YE 31 DEC 2008 For For
TOGETHER WITH THE REPORTS OF THE DIRECTORS AND AUDITORS THEREON
2. Management APPROVE THE PAYMENT OF A FINAL 1-TIER TAX EXEMPT DIVIDEND OF USD For For
0.36 PER SHARE FOR THE YE 31 DEC 2008 AS RECOMMENDED BY THE
DIRECTORS
3. Management APPROVE THE PAYMENT OF ADDITIONAL DIRECTORS' FEES OF UP TO SGD For For
15,000 FOR THE YE 31 DEC 2008 AND DIRECTORS' FEES OF UP TO SGD
502,000 FOR THE YE 31 DEC 2009
4.A Management RE-ELECT MR. JAMES WATKINS AS A DIRECTOR, WHO RETIRES PURSUANT TO For For
ARTICLE 94 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY
4.B Management RE-ELECT MR. DATUK AZLAN BIN MOHD ZAINOL AS A DIRECTOR, WHO For For
RETIRES PURSUANT TO ARTICLE 94 OF THE ARTICLES OF ASSOCIATION OF
THE COMPANY
4.C Management RE-ELECT MR. CHEAH KIM TECK AS A DIRECTOR, WHO RETIRES PURSUANT For For
TO ARTICLE 94 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY
4.D Management RE-ELECT MR. MARK GREENBERG AS A DIRECTOR, WHO RETIRES PURSUANT For For
TO ARTICLE 94 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY
5. Management AUTHORIZE MR. BOON YOON CHIANG TO CONTINUE TO ACT AS A DIRECTOR For For
OF THE COMPANY FROM THE DATE OF THIS AGM UNTIL THE NEXT AGM,
PURSUANT TO SECTION 153(6) OF THE COMPANIES ACT, CHAPTER 50
6. Management RE-APPOINT PRICEWATERHOUSECOOPERS AS THE AUDITORS AND AUTHORIZE For For
THE DIRECTORS TO FIX THEIR REMUNERATION
7. Non-Voting TRANSACT ANY OTHER BUSINESS
8.A Management AUTHORIZE THE DIRECTORS OF THE COMPANY TO: ISSUE SHARES IN THE For For
CAPITAL OF THE COMPANY [SHARES] WHETHER BY WAY OF RIGHTS, BONUS
OR OTHERWISE; AND/OR MAKE OR GRANT OFFERS, AGREEMENTS OR OPTIONS
[COLLECTIVELY, INSTRUMENTS] THAT MIGHT OR WOULD REQUIRE SHARES
TO BE ISSUED, INCLUDING BUT NOT LIMITED TO THE CREATION AND
ISSUE OF [AS WELL AS ADJUSTMENTS TO] WARRANTS, DEBENTURES OR
OTHER INSTRUMENTS CONVERTIBLE INTO SHARES, AT ANY TIME AND UPON
SUCH TERMS AND CONDITIONS AND FOR SUCH PURPOSES AND TO SUCH
PERSONS AS THE DIRECTORS MAY IN THEIR ABSOLUTE DISCRETION DEEM
FIT; AND [NOTWITHSTANDING THE AUTHORITY CONFERRED BY THIS
RESOLUTION MAY HAVE CEASED TO BE IN FORCE] ISSUE SHARES IN
PURSUANCE OF ANY INSTRUMENT MADE OR GRANTED BY THE DIRECTORS
WHILE THIS RESOLUTION WAS IN FORCE, PROVIDED THAT: THE AGGREGATE
NUMBER OF SHARES TO BE ISSUED PURSUANT TO THIS RESOLUTION
[INCLUDING SHARES TO BE ISSUED IN PURSUANCE OF INSTRUMENTS MADE
OR GRANTED PURSUANT TO THIS RESOLUTION] DOES NOT EXCEED 50% OF
THE ISSUED SHARES IN THE CAPITAL OF THE COMPANY [AS CALCULATED
IN ACCORDANCE WITH THIS RESOLUTION], OF WHICH THE AGGREGATE
NUMBER OF SHARES TO BE ISSUED OTHER THAN ON A PRO-RATA BASIS TO
SHAREHOLDERS OF THE COMPANY [INCLUDING SHARES TO BE ISSUED IN
PURSUANCE OF INSTRUMENTS MADE OR GRANTED PURSUANT TO THIS
RESOLUTION] DOES NOT EXCEED 20% OF THE ISSUED SHARES [EXCLUDING
TREASURY SHARES] IN THE CAPITAL OF THE COMPANY [AS SPECIFIED];
[SUBJECT TO SUCH MANNER OF CALCULATION AS MAY BE PRESCRIBED BY
THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED] FOR THE
PURPOSE OF DETERMINING THE AGGREGATE NUMBER OF SHARES THAT MAY
BE ISSUED UNDER THIS RESOLUTION, THE PERCENTAGE OF ISSUED SHARES
SHALL BE BASED ON THE NUMBER OF ISSUED SHARES IN THE CAPITAL OF
THE COMPANY AT THE TIME OF THE PASSING OF THIS RESOLUTION, AFTER
ADJUSTING FOR: A) NEW SHARES ARISING FROM THE
CONVERSION OR EXERCISE OF ANY CONVERTIBLE SECURITIES OR SHARE
OPTIONS OR VESTING OF SHARE AWARDS WHICH ARE OUTSTANDING OR
SUBSISTING AT THE TIME OF THE PASSING OF THIS RESOLUTION; AND B)
ANY SUBSEQUENT CONSOLIDATION OR SUBDIVISION OF SHARES; IN
EXERCISING THE AUTHORITY CONFERRED BY THIS RESOLUTION, THE
COMPANY SHALL COMPLY WITH THE PROVISIONS OF THE LISTING MANUAL
OF THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED FOR THE
TIME BEING IN FORCE [UNLESS SUCH COMPLIANCE HAS BEEN WAIVED BY
THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED] AND THE
ARTICLES OF ASSOCIATION FOR THE TIME BEING OF THE COMPANY; AND
[AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
OF THE COMPANY OR THE DATE BY WHICH THE NEXT AGM OF THE COMPANY
IS REQUIRED BY LAW TO BE HELD, WHICHEVER IS THE EARLIER]
8.B Management AUTHORIZE THE DIRECTORS OF THE COMPANY, FOR THE PURPOSES OF For For
SECTIONS 76C AND 76E OF THE COMPANIES ACT, CHAPTER 50 [THE ACT],
TO PURCHASE OR OTHERWISE ACQUIRE ISSUED ORDINARY SHARES IN THE
CAPITAL OF THE COMPANY [SHARES] NOT EXCEEDING IN AGGREGATE THE
PRESCRIBED LIMIT [AS HEREAFTER DEFINED], AT SUCH PRICE OR PRICES
AS MAY BE DETERMINED BY THE DIRECTORS FROM TIME TO TIME UP TO
THE MAXIMUM PRICE [AS HEREAFTER SPECIFIED], WHETHER BY WAY OF:
MARKET PURCHASES [EACH A MARKET PURCHASE] ON THE SINGAPORE
EXCHANGE SECURITIES TRADING LIMITED [SGX-ST]; AND/OR OFF-MARKET
PURCHASES [EACH AN OFF-MARKET PURCHASE] EFFECTED OTHERWISE THAN
ON THE SGX-ST IN ACCORDANCE WITH ANY EQUAL ACCESS SCHEMES AS MAY
BE DETERMINED OR FORMULATED BY THE DIRECTORS AS THEY CONSIDER
FIT, WHICH SCHEMES SHALL SATISFY ALL THE CONDITIONS PRESCRIBED
BY THE ACT, AND OTHERWISE IN ACCORDANCE WITH ALL OTHER LAWS,
REGULATIONS AND RULES OF THE SGX-ST AS MAY FOR THE TIME BEING BE
APPLICABLE, [THE SHARE PURCHASE MANDATE]; [AUTHORITY EXPIRES THE
EARLIER OF THE DATE ON WHICH THE NEXT AGM OF THE COMPANY IS
HELD; THE DATE THE DATE BY WHICH THE NEXT AGM OF THE COMPANY
REQUIRED BY LAW TO BE HELD]; AUTHORIZE THE DIRECTORS OF THE
COMPANY TO COMPLETE AND DO ALL SUCH ACTS AND THINGS (INCLUDING
EXECUTING SUCH DOCUMENTS AS MAY BE REQUIRED) AS THEY MAY
CONSIDER EXPEDIENT OR NECESSARY TO GIVE EFFECT TO THE
TRANSACTIONS CONTEMPLATED BY THIS RESOLUTION
8.C Management AUTHORIZE THE COMPANY, FOR THE PURPOSES OF CHAPTER 9 OF THE For For
LISTING MANUAL [CHAPTER 9] OF THE SINGAPORE EXCHANGE SECURITIES
TRADING LIMITED, ITS SUBSIDIARIES AND ASSOCIATED COMPANIES THAT
ARE CONSIDERED TO BE ENTITIES AT RISK UNDER CHAPTER 9, OR ANY OF
THEM, TO ENTER INTO ANY OF THE TRANSACTIONS FALLING WITHIN THE
TYPES OF INTERESTED PERSON TRANSACTIONS AS SPECIFIED, SUCH
TRANSACTIONS ARE MADE ON NORMAL COMMERCIAL TERMS AND IN
ACCORDANCE WITH THE REVIEW PROCEDURES FOR INTERESTED PERSON
TRANSACTIONS AS SPECIFIED [THE GENERAL MANDATE]; [AUTHORITY
EXPIRES AT THE CONCLUSION OF THE NEXT AGM OF THE COMPANY]; AND
AUTHORIZE THE DIRECTORS OF THE COMPANY TO COMPLETE AND DO ALL
SUCH ACTS AND THINGS [INCLUDING EXECUTING ALL SUCH DOCUMENTS AS
MAY BE REQUIRED] AS THEY MAY CONSIDER EXPEDIENT OR NECESSARY OR
IN THE INTERESTS OF THE COMPANY TO GIVE EFFECT TO THE GENERAL
MANDATE AND/OR THIS RESOLUTION
- ----------------------------------------------------------------------------------------------------------------------
K + S AKTIENGESELLSCHAFT
Ticker: Security ID: DE0007162000
Meeting Date: 05/13/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU
Non-Voting PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 22 APR
2009, WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD
DATE 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GERMAN LAW.
THANK YOU
1. Non-Voting PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL REPORT FOR
THE 2008 FY WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP
FINANCIAL STATEMENTS, THE GROUP ANNUAL REPORT, AND THE REPORTS
PURSUANT TO SECTIONS 289(4) AND 315(4) OF TH-E GERMAN COMMERCIAL
CODE
2. Management RESOLUTION ON THE APPROPRIATION OF THE DISTRIBUTION PROFIT OF EUR For For
399,393,869.12 AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 2.40 PER
NO-PAR SHARE EUR 3,393,869.12 SHALL BE CARRIED FORWARD EX-
DIVIDEND AND PAYABLE DATE: 14 MAY 2009
3. Management RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING DIRECTORS For For
4. Management RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD For For
5. Management APPOINTMENT OF AUDITORS FOR THE 2009 FY: DELOITTE + TOUCHE GMBH, For For
HANOVER
6. Management RESOLUTION ON THE AUTHORIZATION TO ISSUE CONVERTIBLE AND/OR For For
WARRANT BONDS, THE CREATION OF CONTINGENT CAPITAL, AND THE
CORRESPONDENT AMENDMENT TO THE ARTICLES OF ASSOCIATION, THE
EXISTING AUTHORIZATION APPROVED BY THE SHAREHOLDERS, MEETING OF
10 MAY 2006, TO ISSUE CONVERTIBLE AND/OR WARRANT BONDS SHALL BE
REVOKED, THE BOARD OF MANAGING DIRECTORS SHALL BE AUTHORIZED,
WITH THE CONSENT OF THE SUPERVISORY BOARD, TO ISSUE REGISTERED
AND/OR BEARER BONDS OF UP TO EUR 1,500,000,000 CONFERRING
CONVERTIBLE AND/OR OPTION RIGHTS FOR SHARES OF THE COMPANY, ON
OR BEFORE 12 MAY 2014, SHAREHOLDERS SHALL BE GRANTED
SUBSCRIPTION RIGHTS EXCEPT FOR THE ISSUE OF BONDS CONFERRING
CONVERTIBLE AND/OR OPTION RIGHTS FOR SHARES OF THE COMPANY OF UP
TO 10% OF THE SHARE CAPITAL AT A PRICE NOT MATERIALLY BELOW
THEIR THEORETICAL MARKET VALUE, FOR THE GRANTING OF SUCH RIGHTS
TO HOLDERS OF CONVERTIBLE AND/OR OPTION RIGHTS, FOR RESIDUAL
AMOUNTS, AND FOR THE ISSUE OF BONDS FOR ACQUISITION PURPOSES,
THE COMPANY'S SHARE CAPITAL SHALL BE INCREASED ACCORDINGLY BY UP
TO EUR 16,500,000 THROUGH THE ISSUE OF UP TO 16,500,000 NEW
NO-PAR SHARES, INSOFAR AS CONVERTIBLE AND/OR OPTION RIGHTS ARE
EXERCISED [CONTINGENT CAPITAL]
7. Management RENEWAL OF THE AUTHORIZATION TO ACQUIRE OWN SHARES THE COMPANY For For
SHALL BE AUTHORIZED TO ACQUIRE OWN SHARES OF UP TO 10% OF ITS
SHARE CAPITAL, AT A PRICE NOT DIFFERING MORE THAN 10% FROM THE
MARKET PRICE OF THE SHARES, ON OR BEFORE 31 OCT 2010, THE BOARD
OF MANAGING DIRECTORS SHALL BE AUTHORIZED TO SELL THE SHARES ON
THE STOCK EXCHANGE OR BY A RIGHTS OFFERING, TO DISPOSE OF THE
SHARES IN A MANNER OTHER THAN THE STOCK EXCHANGE OR AN OFFER TO
ALL SHAREHOLDERS IF THE SHARES ARE SOLD AT A PRICE NOT
MATERIALLY BELOW THEIR MARKET PRICE, TO USE THE SHARES FOR
ACQUISITION PURPOSES OR FOR SATISFYING OPTION AND CONVERTIBLE
RIGHTS, AND TO RETIRE THE SHARES
8. Management AMENDMENT TO SECTION 12 OF THE ARTICLE OF ASSOCIATION IN RESPECT For For
OF THE ADJUSTMENT OF THE REMUNERATION FOR THE SUPERVISORY BOARD,
AS FOLLOWS: EACH BOARD MEMBER SHALL RECEIVE A FIXED ANNUAL
REMUNERATION OF EUR 55,000 PLUS A VARIABLE REMUNERATION OF UP TO
EUR 45,000, THE CHAIRMAN SHALL RECEIVE TWICE, AND THE DEPUTY
CHAIRMAN ONE AND A HALF TIMES, THESE AMOUNTS, MEMBERS OF THE
AUDIT COMMITTEE SHALL RECEIVE AN ADDITIONAL FIXED ANNUAL
REMUNERATION OF EUR 7,500 FOR THEIR COMMITTEE MEMBERSHIP, THE
COMMITTEE CHAIRMAN SHALL RECEIVE TWICE, THE DEPUTY COMMITTEE
CHAIRMAN ONE AND A HALF TIMES, THIS AMOUNT, FURTHERMORE, EACH
SUPERVISORY BOARD MEMBER SHALL RECEIVE AN ATTENDANCE FEE OF EUR
500 PER SUPERVISORY BOARD MEETING OR COMMITTEE MEETING, AT MOST
EUR 1,000 PER DAY
9. Management AMENDMENTS TO THE ARTICLES OF ASSOCIATION IN ACCORDANCE WITH THE For For
LAW ON THE IMPLEMENTATION OF THE SHAREHOLDER RIGHTS DIRECTIVE
[ARUG], AS FOLLOWS: A] SECTION 14(2) DELETION B] SECTION 15, IN
RESPECT OF SHAREHOLDERS REGISTERING WITH THE COMPANY WITHIN THE
STATUTORY PERIOD OF TIME, C] SECTION 17(1), IN RESPECT OF EACH
SHARE GIVING RISE TO ONE VOTE, AND SHAREHOLDERS, VOTING RIGHTS
BEING EXERCISED BY A PROXY, IF REQUESTED
- ----------------------------------------------------------------------------------------------------------------------
KIRIN HOLDINGS COMPANY,LIMITED
Ticker: Security ID: JP3258000003
Meeting Date: 03/26/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND THE ARTICLES OF INCORPORATION For For
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
4. Management APPROVE PAYMENT OF BONUSES TO CORPORATE OFFICERS For For
- ----------------------------------------------------------------------------------------------------------------------
KOMATSU LTD.
Ticker: Security ID: JP3304200003
Meeting Date: 06/24/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS, ADOPT REDUCTION OF LIABILITY SYSTEM FOR OUTSIDE
DIRECTORS, ADOPT REDUCTION OF LIABILITY SYSTEM FOR OUTSIDE
AUDITORS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
4.1 Management APPOINT A CORPORATE AUDITOR For For
4.2 Management APPOINT A CORPORATE AUDITOR For For
5. Management APPROVE PAYMENT OF BONUSES TO DIRECTORS For For
6. Management GIVING THE BOARD OF DIRECTORS THE AUTHORITY TO ISSUE STOCK For For
ACQUISITION RIGHTS AS STOCK OPTIONS TO EMPLOYEES OF THE COMPANY
AND DIRECTORS OF MAJOR SUBSIDIARIES OF THE COMPANY
- ----------------------------------------------------------------------------------------------------------------------
KONINKLIJKE KPN NV
Ticker: Security ID: NL0000009082
Meeting Date: 04/07/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING AT THIS GENERAL
MEETING ARE RELAXED. BLOCKING PERIOD ENDS ONE DAY AFTER THE
REGISTRATION DATE SET ON 16 MAR-2009 SHARES CAN BE TRADED
THEREAFTER. THANK YOU.
Non-Voting PLEASE NOTE THAT THIS IS AN AGM. THANK YOU.
1. Non-Voting OPENING AND ANNOUNCEMENTS
2. Non-Voting REPORT BY THE BOARD OF MANAGEMENT FOR THE FY 2008
3. Management ADOPT KONINKLIJKE KPN N.V.'S FINANCIAL STATEMENTS FOR THE FY 2008 No Action
4. Non-Voting UNDER THIS AGENDA ITEM THE BOARD OF MANAGEMENT WILL GIVE AN
EXPLANATION OF THE FINANCIAL, DIVIDEND AND RESERVATION POLICY OF
KONINKLIJKE KPN N.V., AS OUTLINED IN THE ANNUAL REPORT OVER THE
FY 2008
5. Management APPROVE TO ALLOCATE AN AMOUNT OF EUR 312 MILLION OUT OF THE No Action
PROFIT TO THE OTHER RESERVES; THE REMAINING PART OF THE PROFIT
OVER 2008, AMOUNTING TO EUR 1,020 MILLION, IS AVAILABLE FOR
DISTRIBUTION AS DIVIDEND; IN AUGUST 2008, AN INTERIM DIVIDEND OF
EUR 0.20 PER ORDINARY SHARE WAS PAID TO ALL HOLDERS OF ORDINARY
SHARES, AMOUNTING TO A TOTAL OF EUR 344 MILLION THEREFORE, THE
REMAINING PART OF THE PROFIT OVER 2008, WHICH IS AVAILABLE FOR
DISTRIBUTION AS FINAL DIVIDEND, AMOUNTS TO EUR 676 MILLION; TO
DETERMINE THE TOTAL DIVIDEND OVER 2008 AT EUR 0.60 PER ORDINARY
SHARE, AFTER DEDUCTION OF THE INTERIM DIVIDEND OF EUR 0.20 PER
ORDINARY SHARE, THE FINAL DIVIDEND WILL BE EUR 0.40 PER ORDINARY
SHARE, SUBJECT TO THE PROVISIONS OF ARTICLE 37 OF THE ARTICLES
OF ASSOCIATION, THE 2008 FINAL DIVIDEND WILL BECOME PAYABLE AS
OF 21 APR 2009, WHICH IS 8 WORKING DAYS AFTER THE DATE OF THE
GENERAL MEETING OF SHAREHOLDERS
6. Management GRANT DISCHARGE TO THE MEMBERS OF THE BOARD MANAGEMENT FROM ALL No Action
LIABILITY IN RELATION TO THE EXERCISE OF THEIR DUTIES IN THE FY
2008, TO THE EXTENT THAT SUCH EXERCISE IS APPARENT FROM THE
FINANCIAL STATEMENTS OR HAS BEEN OTHERWISE DISCLOSED TO THE
GENERAL MEETING OF SHAREHOLDERS PRIOR TO THE APPROVAL OF THE
FINANCIAL STATEMENTS
7. Management GRANT DISCHARGE TO THE MEMBERS OF THE SUPERVISORY BOARD FROM ALL No Action
LIABILITY IN RELATION TO THE EXERCISE OF THEIR DUTIES IN THE FY
2008, TO THE EXTENT THAT SUCH EXERCISE IS APPARENT FROM THE
FINANCIAL STATEMENTS OR HAS BEEN OTHERWISE DISCLOSED TO THE
GENERAL MEETING OF SHAREHOLDERS PRIOR TO THE APPROVAL OF THE
FINANCIAL STATEMENTS
8. Management APPOINT PRICEWATERHOUSECOOPERS ACCOUNTANTS N.V., TO THE AUDIT No Action
FINANCIAL STATEMENTS FOR THE FY 2009 AS THE AUDITOR
9. Non-Voting OPPORTUNITY TO MAKE RECOMMENDATIONS FOR THE APPOINTMENT OF MR.
A.H.J. RISSEEUW-AND MRS. M.E. VAN LIER LELS ARE DUE TO STEP DOWN
FROM THE SUPERVISORY BOARD AT THE END OF THIS GENERAL MEETING
OF SHAREHOLDERS AS THEY HAVE REACHED THE END OF THEIR 4 YEAR
TERM OF OFFICE, MR. EUSTACE STEPPED DOWN AT THE 2008 AGM
AND-DECIDED NOT TO STAND FOR REAPPOINTMENT, THE SUPERVISORY
BOARD'S INTENTION TO FILL IN THE VACANCY AT THIS AGM WAS
ANNOUNCED DURING LAST YEAR'S GENERAL MEETING OF SHAREHOLDERS,
THE VACANCIES ARISING MUST BE FILLED IN ACCORDANCE WITH
THE PROFILE
Non-Voting OF THE SUPERVISORY BOARD, IN PARTICULAR, CANDIDATES SHOULD EITHER
HAVE EXTENSIVE KNOWLEDGE OF AND EXPERTISE IN FINANCIAL AND
AUDITING MATTERS, ON RELEVANT TECHNOLOGY, AND/OR ON PUBLIC
POLICY, FURTHERMORE, CANDIDATES SHOULD HAVE SUFFICIENT
EXPERIENCE IN (INTER) NATIONAL BUSINESS, MR. RISSEEUW AND MRS.
VAN LIER LELS HAVE BOTH INDICATED THEIR AVAILABILITY FOR
REAPPOINTMENT; THE GENERAL MEETING OF SHAREHOLDERS HAS THE
OPPORTUNITY TO PUT FORWARD RECOMMENDATIONS FOR THE VACANCIES
10. Management RE-APPOINT MR. A.H.J. RISSEEUW AS A MEMBER OF THE SUPERVISORY No Action
BOARD, THE BOARD OF MANAGEMENT AND THE CENTRAL WORKS COUNCIL
SUPPORT THE NOMINATION, MR. RISSEEUW COMPLIES WITH THE
REQUIREMENTS OF THE PROFILE OF THE SUPERVISORY BOARD AND THE
SPECIFIC REQUIREMENTS AS SPECIFIED IN PARTICULAR AS TO HIS
EXTENSIVE EXPERIENCE IN AND KNOWLEDGE OF TELECOMMUNICATIONS /
ICT INDUSTRIES, IT IS THEREFORE PROPOSED TO THE GENERAL MEETING
OF SHAREHOLDERS TO APPOINT MR. RISSEEUW IN ACCORDANCE WITH THIS
NOMINATION; THE DETAILS REQUIRED UNDER THE ARTICLE 142 [3] OF
BOOK 2 OF THE DUTCH CIVIL CODE ARE ATTACHED TO THESE NOTES
11. Management RE-APPOINT MRS. M.E. VAN LIER LELS AS A MEMBER OF THE SUPERVISORY No Action
BOARD, THE NOMINATION FOR THIS POSITION WAS SUBJECT TO THE
ENHANCED RIGHT OF RECOMMENDATION OF THE CENTRAL WORKS COUNCIL,
WHICH RECOMMENDED MRS. VAN LIER LELS NOMINATION, THE BOARD OF
MANAGEMENT ALSO SUPPORTS THE NOMINATION. MRS. VAN LIER LELS
COMPLIES WITH THE REQUIREMENTS OF THE PROFILE OF THE SUPERVISORY
BOARD AND THE SPECIFIC REQUIREMENTS AS SPECIFIED IN PARTICULAR
AS TO HER EXTENSIVE KNOWLEDGE OF AND EXPERIENCE WITH RELATIONS
BETWEEN ALL STAKEHOLDERS WITHIN LARGE COMPANIES AND HER
INVOLVEMENT IN MAJOR DEVELOPMENTS IN DUTCH SOCIETY FROM BOTH A
SOCIAL ECONOMIC AND A POLITICAL PERSPECTIVE IT IS THEREFORE
PROPOSED TO THE GENERAL MEETING OF SHAREHOLDERS TO APPOINT MRS.
VAN LIER LELS IN ACCORDANCE WITH THIS NOMINATION THE DETAILS
REQUIRED UNDER ARTICLE 142 [3] OF BOOK 2 OF THE DUTCH CIVIL CODE
ARE ATTACHED TO THESE NOTES
12. Management APPOINT MR. R.J. ROUTS FORMER EXECUTIVE BOARD MEMBER AT ROYAL No Action
DUTCH SHELL PLC, AS A MEMBER OF SUPERVISORY BOARD, THE BOARD OF
MANAGEMENT AND THE CENTRAL WORKS COUNCIL SUPPORT THE NOMINATION,
MR. ROUTS COMPLIES WITH THE REQUIREMENTS OF THE PROFILE OF THE
SUPERVISORY BOARD AND THE SPECIFIC REQUIREMENTS AS SPECIFIED IN
PARTICULAR AS TO HIS TECHNICAL BACKGROUND AND HIS BROAD
EXPERIENCE IN MANAGING A LEADING INTERNATIONAL COMPANY, IT IS
THEREFORE PROPOSED TO THE GENERAL MEETING OF SHAREHOLDERS TO
APPOINT MR. ROUTS IN ACCORDANCE WITH THIS NOMINATION THE DETAILS
REQUIRED UNDER ARTICLE 142 [3] OF BOOK 2 OF THE DUTCH CIVIL CODE
ARE ATTACHED TO THESE NOTES
13. Management APPOINT MR. D.J. HAANK, CHIEF EXECUTIVE OFFICER OF SPRINGER No Action
SCIENCE+BUSINESS MEDIA, AS A MEMBER OF THE SUPERVISORY BOARD,
THE BOARD OF MANAGEMENT AND THE CENTRAL WORKS COUNCIL SUPPORT
THE NOMINATION, MR. HAANK COMPLIES WITH THE REQUIREMENTS OF THE
PROFILE OF THE SUPERVISORY BOARD AND THE SPECIFIC REQUIREMENTS
AS SPECIFIED, IN PARTICULAR AS TO HIS KNOWLEDGE OF AND
EXPERIENCE WITH THE APPLICATION OF ICT/INTERNET IN THE
INTERNATIONAL PUBLISHING BUSINESS, IT IS THEREFORE PROPOSED TO
THE GENERAL MEETING OF SHAREHOLDERS TO APPOINT MR. HAANK IN
ACCORDANCE WITH THIS NOMINATION THE DETAILS REQUIRED UNDER
ARTICLE 142 [3] OF BOOK 2 OF THE DUTCH CIVIL CODE ARE ATTACHED
TO THESE NOTES
14. Non-Voting AT THE CLOSURE OF THE AGM OF SHAREHOLDERS IN 2010, MR. D.I. JAGER
WILL STEP DOWN SINCE HE HAS THEN REACHED THE END OF HIS 4 YEAR
TERM OF OFFICE
15. Management AUTHORIZE THE BOARD OF MANAGEMENT TO ACQUIRE THE COMPANY'S OWN No Action
ORDINARY SHARES, THE NUMBER OF SHARES TO BE ACQUIRED SHALL BE
LIMITED BY THE MAXIMUM PERCENTAGE OF SHARES THAT THE COMPANY BY
LAW OR BY VIRTUE OF ITS ARTICLES OF ASSOCIATION MAY HOLD IN ITS
OWN CAPITAL AT ANY MOMENT, TAKING INTO ACCOUNT THE POSSIBILITY
TO CANCEL THE ACQUIRED SHARES AS PROPOSED UNDER AGENDA ITEM 16
IN PRACTICE, THIS WILL MEAN THAT THE COMPANY MAY ACQUIRE UP TO
10% OF ITS OWN ISSUED SHARES, CANCEL THESE SHARES, AND ACQUIRE A
FURTHER 10% THE SHARES MAY BE ACQUIRED ON THE STOCK EXCHANGE OR
THROUGH OTHER MEANS AT A PRICE PER SHARE OF AT LEAST EUR 0.01
AND AT MOST THE HIGHEST OF THE QUOTED SHARE PRICE PLUS 10% AND,
IF PURCHASES ARE MADE ON THE BASIS OF A PROGRAMME ENTERED INTO
WITH A SINGLE COUNTERPARTY OR USING A FINANCIAL INTERMEDIARY,
THE AVERAGE OF THE VOLUME WEIGHTED AVERAGE SHARE PRICES DURING
THE COURSE OF THE PROGRAMME THE QUOTED SHARE PRICE IS DEFINED AS
THE AVERAGE OF THE CLOSING PRICES OF KPN SHARES AS REPORTED IN
THE OFFICIAL PRICE LIST OF EURONEXT AMSTERDAM N.V. OVER THE 5
TRADING DAYS PRIOR TO THE ACQUISITION DATE THE VOLUME WEIGHTED
AVERAGE SHARE PRICE IS DEFINED AS THE VOLUME WEIGHTED AVERAGE
PRICE OF TRADES IN KPN SHARES ON EURONEXT AMSTERDAM N.V. BETWEEN
9:00 AM (CET) AND 5:30 PM (CET) ADJUSTED FOR BLOCK, CROSS AND
AUCTION TRADES RESOLUTIONS TO ACQUIRE THE COMPANY'S OWN SHARES
ARE SUBJECT TO THE APPROVAL OF THE SUPERVISORY BOARD [AUTHORITY
EXPIRE AFTER A PERIOD OF 18 MONTHS OR UNTIL 07 OCT 2010]
16. Management APPROVE TO REDUCE THE ISSUED CAPITAL THROUGH CANCELLATION OF No Action
SHARES, THE NUMBER OF SHARES THAT WILL BE CANCELLED FOLLOWING
THIS RESOLUTION, WILL BE DETERMINED BY THE BOARD OF MANAGEMENT
IT IS RESTRICTED TO A MAXIMUM OF 10% OF THE ISSUED CAPITAL AS
SHOWN IN THE ANNUAL ACCOUNTS FOR THE FY 2008 ONLY SHARES HELD BY
THE COMPANY MAY BE CANCELLED EACH TIME THE AMOUNT OF THE CAPITAL
REDUCTION WILL BE STATED IN THE RESOLUTION OF THE BOARD OF
MANAGEMENT THAT SHALL BE FILED AT THE CHAMBER OF COMMERCE IN THE
HAGUE FURTHERMORE, IT IS PROPOSED TO CANCEL THE SHARES THAT THE
COMPANY HAS ACQUIRED UNTIL 03 APR 2009, INCLUSIVE IN THE CONTEXT
OF ITS CURRENT SHARE REPURCHASE PROGRAM, WHICH NUMBER WILL BE
REPORTED AT THE MEETING
17. Non-Voting ANY OTHER BUSINESS AND CLOSURE OF THE MEETING
- ----------------------------------------------------------------------------------------------------------------------
LLOYDS BANKING GROUP PLC, EDINBURGH
Ticker: Security ID: GB0008706128
Meeting Date: 11/19/2008 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE THE ACQUISITION BY THE COMPANY [OR ONE OR MORE OF ITS For For
SUBSIDIARIES] OF HBOS PLC [HBOS] [THE ACQUISITION] TO BE
EFFECTED PURSUANT TO A SCHEME OF ARRANGEMENT [THE SCHEME] UNDER
SECTIONS 895 TO 899 OF THE COMPANIES ACT 2006 [THE ACT] OR
TAKEOVER OFFER [THE OFFER] MADE BY OR ON BEHALF OF THE COMPANY,
SUBSTANTIALLY ON THE TERMS AND SUBJECT TO THE CONDITIONS, AS
SPECIFIED, OUTLINING THE ACQUISITION AND AUTHORIZE THE DIRECTORS
OF THE COMPANY [OR ANY DULY CONSTITUTED COMMITTEE THEREOF] [THE
BOARD], TO TAKE ALL SUCH STEPS AS THE BOARD CONSIDERS TO BE
NECESSARY OR DESIRABLE IN CONNECTION WITH, AND TO IMPLEMENT, THE
ACQUISITION [INCLUDING IN RESPECT OF OPTIONS GRANTED IN RELATION
TO HBOS SECURITIES] AND TO AGREE SUCH MODIFICATIONS, VARIATIONS,
REVISIONS, WAIVERS, EXTENSIONS OR AMENDMENTS TO ANY OF THE TERMS
AND CONDITIONS OF THE ACQUISITION, AND/OR TO ANY DOCUMENTS
RELATING THERETO, AS THEY MAY IN THEIR ABSOLUTE DISCRETION THINK
FIT
2. Management APPROVE, SUBJECT TO AND CONDITIONAL UPON THE ACQUISITION BECOMING For For
UNCONDITIONAL [SAVE FOR ANY CONDITIONS RELATING TO: I) THE
DELIVERY OF THE ORDER OF THE COURT OF SESSIONS IN EDINBURGH
CONFIRMING THE REDUCTION OF CAPITAL IN HBOS TO THE REGISTRAR OF
COMPANIES IN SCOTLAND [THE COURT SANCTION]; II) THE ADMISSION OF
THE ORDINARY SHARES OF 25 PENCE EACH IN THE COMPANY TO BE ISSUED
PURSUANT TO THE ACQUISITION BECOMING EFFECTIVE IN ACCORDANCE
WITH THE LISTING RULES, OR AS APPROPRIATE, THE UK LISTING
AUTHORITY AND THE LONDON STOCK EXCHANGE AGREEING TO ADMIT SUCH
SHARES TO THE OFFICIAL LIST AND TO TRADING ON THE MAIN MARKET OF
THE LONDON STOCK EXCHANGE RESPECTIVELY [ADMISSION]], THAT THE
WAIVER GRANTED BY THE PANEL ON TAKEOVERS AND MERGERS ON THE
COMMISSIONERS OF HER MAJESTY'S TREASURY OR THEIR NOMINEES [HM
TREASURY] TO MAKE A GENERAL OFFER TO ORDINARY SHAREHOLDERS FOR
ALL OF THE ISSUED ORDINARY SHARES IN THE CAPITAL OF THE COMPANY
HELD BY THEM AS A RESULT OF THE ISSUE TO HM TREASURY OF UP TO
7,123,501,749 ORDINARY SHARES IN THE COMPANY PURSUANT TO THE
PLACING AND OPEN OFFER AGREEMENT [AS SPECIFIED], AND THE
FOLLOWING COMPLETION OF THE ACQUISITION, REPRESENTING A MAXIMUM
OF 43.5% OF THE SHARES CARRYING VOTING RIGHTS IN THE COMPANY
3. Management APPROVE, SUBJECT TO AND CONDITIONAL UPON 1) THE ACQUISITION For For
BECOMING UNCONDITIONAL [SAVE FOR ANY CONDITIONS RELATING TO THE
COURT SANCTION, REGISTRATION OR ADMISSION] AND 2) THE PLACING
AND OPEN OFFER AGREEMENT ENTERED INTO AMONG THE COMPANY,
CITIGROUP GLOBAL MARKETS LIMITED, CITIGROUP GLOBAL MARKETS U.K.
EQUITY LIMITED, MERRILL LYNCH INTERNATIONAL, UBS LIMITED AND HM
TREASURY AND EFFECTIVE AS OF 13 OCT 2008 [THE PLACING AND OPEN
OFFER AGREEMENT] [AS SPECIFIED] NOT HAVING BEEN TERMINATED IN
ACCORDANCE WITH ITS TERMS BEFORE THE DELIVERY OF THE ORDER OF
THE COURT OF SESSION IN EDINBURGH SANCTIONING THE SCHEME: TO
INCREASE THE AUTHORIZED SHARE CAPITAL OF THE COMPANY FROM AN
AGGREGATE OF GBP 1,791,250,000, USD 40,000,000, EUR 40,000,000
AND CNY 1,250,000,000 TO GBP 5,675,477,055, USD 40,000,000, EUR
1,250,000,000 BY THE CREATION OF 14,911,908,221 NEW ORDINARY
SHARES OF 25 PENCE EACH, SUCH SHARES FORMING ONE CLASS WITH THE
THEN EXISTING ORDINARY SHARES AND HAVING ATTACHED THERETO THE
RESPECTIVE RIGHTS AND PRIVILEGES AND BEING SUBJECT TO THE
LIMITATIONS AND RESTRICTIONS SET OUT IN THE
Management COMPANY'S ARTICLES OF ASSOCIATION [THE ARTICLES] AND THE CREATION
OF 625,000,000 NEW PREFERENCE SHARES OF 25 PENCE EACH, SUCH
SHARES HAVING ATTACHED THERETO THE RESPECTIVE RIGHTS AND
PRIVILEGES AND BEING SUBJECT TO THE LIMITATIONS AND RESTRICTIONS
AS MAY BE DETERMINED BY THE BOARD OR OTHERWISE IN ACCORDANCE
WITH ARTICLE 3.3 OF THE ARTICLES; AND AUTHORIZE THE BOARD, IN
SUBSTITUTION FOR ALL PREVIOUS EXISTING AUTHORITIES AND PURSUANT
TO AND IN ACCORDANCE WITH SECTION 80 OF THE COMPANIES ACT 1985
[THE 1985 ACT], TO ALLOT RELEVANT SECURITIES CREATED PURSUANT TO
THIS RESOLUTION CREDITED AS FULLY PAID, WITH AUTHORITY TO DEAL
WITH FRACTIONAL ENTITLEMENTS ARISING OUT OF SUCH ALLOTMENTS AS
IT THINKS FIT AND TO TAKE ALL SUCH ALLOTMENT, TO AN AGGREGATE
NOMINAL AMOUNT OF GBP 3,884,227,055, USD 39,750,000, EUR
40,000,000 AND CNY 1,250,000,000; [AUTHORITY EXPIRES THE EARLIER
OF THE CONCLUSION OF THE AGM IN 2009 OR 07 AUG 2009]; AND THE
BOARD MAY ALLOT RELEVANT SECURITIES AFTER THE EXPIRY OF THIS
AUTHORITY IN PURSUANCE OF SUCH AN OFFER OR AGREEMENT MADE PRIOR
TO SUCH EXPIRY
4. Management APPROVE, CONDITIONAL UPON THE PASSING OF THE ORDINARY RESOLUTION For For
3, PURSUANT TO ARTICLE 122 OF THE ARTICLES, UPON THE
RECOMMENDATION OF THE BOARD AN AMOUNT OUT OF THE SUMS STANDING
TO THE CREDIT OF ANY OF THE COMPANY'S SHARE PREMIUM AMOUNT
STANDING TO THE CREDIT OF SUCH RESERVES, AS THE BOARD MAY AT ITS
DISCRETION DETERMINE, BE CAPITALIZED, BEING SUCH AMOUNT AS THE
BOARD MAY DETERMINE FOR THE PURPOSE OF PAYING UP NEW ORDINARY
SHARES AND AUTHORIZE THE BOARD TO APPLY SUCH AMOUNT IN PAYING UP
THE NEW ORDINARY SHARES AND TO TAKE ALL SUCH OTHER STEPS AS IT
MAY DEEM NECESSARY, EXPEDIENT OR APPROPRIATE TO IMPLEMENT SUCH
CAPITALIZATION
5. Management APPROVE, FOR THE PURPOSE IF ARTICLE 76 OF THE ARTICLES, THE For For
ORDINARY REMUNERATION OF THE DIRECTORS OF THE COMPANY, TO BE
DIVISIBLE AMONG THEM SHALL BE A SUM NOT EXCEEDING GBP 1,000,000
IN ANY YEAR
6. Management AUTHORIZE THE COMPANY, SUBJECT TO AND CONDITIONAL UPON THE For For
ACQUISITION BECOMING UNCONDITIONAL [SAVE FOR ANY CONDITIONS
RELATING TO THE COURT SANCTION, REGISTRATION OR ADMISSION], FOR
THE PURPOSE OF SECTION 166 OF THE 1985 ACT TO MAKE MARKET
PURCHASES [SECTION 163(3) OF THE 1985 ACT] OF I) THE GBP
1,000,000,000 FIXED TO FLOATING CALLABLE NON-CUMULATIVE
PREFERENCE SHARES [THE NEW PREFERENCE SHARES] TO BE ISSUED BY
THE COMPANY TO HM TREASURY PURSUANT TO THE PREFERENCE SHARE
SUBSCRIPTION AGREEMENT ENTERED INTO WITH EFFECT FROM 13 OCT 2008
BY THE COMPANY AND HM TREASURY AND II) THE PREFERENCE SHARES TO
BE ISSUED BY THE COMPANY IN EXCHANGE FOR THE GBP 3,000,000,000
FIXED TO FLOATING CALLABLE NON-CUMULATIVE PREFERENCE SHARES TO
BE ISSUED BY HBOS TO HM TREASURY PURSUANT TO THE PREFERENCE
SHARE SUBSCRIPTION AGREEMENT ENTERED INTO WITH EFFECT FROM 13
OCT 2008 BY HBOS AND HM TREASURY PURSUANT TO THE PROPOSED SCHEME
OF ARRANGEMENT UNDER SECTIONS 895 TO 899 OF THE ACT BETWEEN HBOS
AND RELEVANT CLASSES OF HOLDERS OF PREFERENCE SHARES IN HBOS
[TOGETHER WITH THE NEW PREFERENCE SHARES, THE PREFERENCE
SHARES], UP TO AN MAXIMUM NUMBER OF PREFERENCE SHARES WHICH MAY
BE PURCHASED IS 4,000,000 AT A MINIMUM PRICE OF 25 PENCE PER
EACH PREFERENCE SHARE [EXCLUSIVE OF EXPENSES] AND THE MAXIMUM
PRICE WHICH MAY BE PAID FOR THE EACH PREFERENCE SHARE IS AN
AMOUNT EQUAL TO 120% OF THE LIQUIDATION PREFERENCE OF THE
PREFERENCE SHARES; [AUTHORITY EXPIRES AT THE END OF AN 18 MONTH
PERIOD] [EXCEPT IN RELATION TO THE PURCHASE OF PREFERENCE SHARES
THE CONTRACT FOR WHICH ARE CONCLUDED BEFORE SUCH EXPIRY AND
WHICH ARE EXECUTED WHOLLY OR PARTIALLY AFTER SUCH EXPIRY]
S.7 Management APPROVE, IN PLACE OF ALL EXISTING POWERS, TO RENEW THE POWER For For
CONFERRED ON THE BOARD BY ARTICLE 9.3 OF THE ARTICLES FOR THE
PERIOD ENDING ON THE DAY OF THE COMPANY'S AGM IN 2009 OR ON 07
AUG 2009, WHICH EVER IS EARLIER AND FOR THAT PERIOD THE RELEVANT
SECTION 89 AMOUNT [FOR THE PURPOSE OF ARTICLE 9.3 AND 9.5 OF THE
ARTICLES] SHALL BE GBP 205,577,100 IF ORDINARY RESOLUTION 3 IS
PASSED [EQUIVALENT TO 822,308,400 ORDINARY SHARES OF 25 PENCE
EACH IN THE CAPITAL OF THE COMPANY] OR GBP 75,647,511 IF
ORDINARY RESOLUTION 3 IS REJECTED [EQUIVALENT TO 302,590,044
ORDINARY SHARES OF 25 PENCE EACH IN THE CAPITAL OF THE COMPANY]
S.8 Management APPROVE, SUBJECT TO AND CONDITIONAL UPON THE ACQUISITION BECOMING For For
UNCONDITIONAL [SAVE FOR ANY CONDITIONS RELATING TO THE COURT
SANCTION, REGISTRATION OR ADMISSION] TO CHANGE THE NAME OF THE
COMPANY TO "LLOYDS BANKING GROUP PLC"
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE CUT-OFF DATE. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
MAKITA CORPORATION
Ticker: Security ID: JP3862400003
Meeting Date: 06/25/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO: EXPAND BUSINESS LINES, APPROVE MINOR REVISIONS For For
RELATED TO DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED
LAWS AND REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
4. Management APPROVE PAYMENT OF BONUSES TO CORPORATE OFFICERS For For
- ----------------------------------------------------------------------------------------------------------------------
MAN AG
Ticker: Security ID: DE0005937007
Meeting Date: 04/03/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU
Non-Voting PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 13 MAR
2009, WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD
DATE 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GERMAN LAW.
THANK YOU
1. Non-Voting PRESENTATION OF THE ADOPTED ANNUAL FINANCIAL STATEMENTS OF MAN AG
AND THE APPROVED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR
ENDING DECEMBER 31, 2008 IN ADDITION TO THE MANAGEMENT REPORT
OF MAN AG AND THE MAN GROUP MANAGEMENT REPORT FOR THE 2008
FISCAL YEAR AS WELL AS THE REPORT ON THE SUPERVISORY BOARD
2. Management APPROPRIATION OF MAN AG'S NET RETAINED PROFITS For For
3. Management APPROVAL OF THE EXECUTIVE BOARD'S ACTIONS For For
4. Management APPROVAL OF THE SUPERVISORY BOARD'S ACTIONS For For
5. Management AUTHORIZATION TO PURCHASE AND USE OWN STOCK For For
6. Management RESOLUTION ON EXTENSION TO THE AUTHORIZATION OF THE ANNUAL For For
GENERAL MEETING FROM JUNE 3, 2005 CONCERNING CREATION OF
AUTHORIZED CAPITAL TO ENABLE STOCK TO BE ISSUED TO MANAGERS AND
AMENDMENTS TO THE ARTICLES OF INCORPORATION.
7. Management APPOINTMENT OF AUDITORS FOR THE 2009 FISCAL YEAR For For
8. Management MAN AG'S CHANGE OF LEGAL FORM TO A SOCIETAS EUROPAEA (SE - For For
EUROPEAN STOCK CORPORATION)
9.1. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: MICHAEL BEHRENDT
9.2. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: DR. JUR. HEINER HASFORD
9.3. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: PROF. DR. RER. POL. RENATE KOECHER
9.4. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: HON.-PROF. DR. TECHN. H.C. DIPL.ING. ETH FERDINAND
K. PIECH
9.5. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: DIPL.-KFM. STEFAN W. ROPERS
9.6. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: DR.-ING. E.H. RUDOLF RUPPRECHT
9.7. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: DR.-ING. EKKEHARD D. SCHULZ
9.8. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: RUPERT STADLER
9.9. Management ELECTION OF STOCKHOLDER REPRESENTATIVES TO THE SUPERVISORY BOARD For For
OF MAN SE: DR. JUR. THOMAS KREMER (SUBSTITUTE MEMBER)
Non-Voting COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO
THE COUNTER PROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL
URL SECTION OF THE APPLICATION. IF YOU WISH TO ACT ON THESE
ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR
SHARES AT THE COMPANYS MEETING.
- ----------------------------------------------------------------------------------------------------------------------
MAN GROUP PLC, LONDON
Ticker: Security ID: GB00B28KQ186
Meeting Date: 07/10/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE DIRECTORS' AND THE AUDITORS' REPORTS AND THE For For
FINANCIAL STATEMENTS FOR THE YE 31 MAR 2008
2. Management APPROVE THE REMUNERATION REPORT OF THE DIRECTORS CONTAINED IN THE For For
ANNUAL REPORT 2008 DOCUMENT
3. Management DECLARE A FINAL DIVIDEND ON THE ORDINARY SHARES For For
4. Management RE-ELECT MR. P.M. COLEBATCH AS A DIRECTOR OF THE COMPANY For For
5. Management RE-ELECT MR. P.H. O'SULLIVAN AS A DIRECTOR OF THE COMPANY For For
6. Management RE-ELECT MR. D.M. EADIE AS A DIRECTOR OF THE COMPANY For For
7. Management RE-ELECT MR. G.R. MORENO AS A DIRECTOR OF THE COMPANY For For
8. Management RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS THE AUDITORS OF THE For For
COMPONY
9. Management AUTHORIZE THE DIRECTORS TO DETERMINE THE REMUNERATION OF THE For For
AUDITORS
10. Management AUTHORIZE THE DIRECTORS, PURSUANT TO AND FOR THE PURPOSES OF For For
SECTION 80 OF THE COMPANIES ACT 1985 [THE ACT], TO ALLOT
RELEVANT SECURITIES UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP
19,627,924 PROVIDED THAT; [AUTHORITY EXPIRES THE EARLIER OF THE
CONCLUSION OF THE AGM OF THE COMPANY AND 09 OCT 2009]; AND THE
DIRECTORS MAY ALLOT RELEVANT SECURITIES AFTER THE EXPIRY OF THIS
AUTHORITY IN PURSUANCE OF SUCH AN OFFER OR AGREEMENT MADE PRIOR
TO SUCH EXPIRY
S.11 Management AUTHORIZE THE DIRECTORS OF THE COMPANY, PURSUANT TO SECTION 95 OF For For
THE COMPANY ACT 1985[THE ACT], TO ALLOT EQUITY SECURITIES
[SECTION 94(2) OF THE ACT] FOR CASH PURSUANT TO THE AUTHORITY
CONFERRED BY THE PRECEDING RESOLUTION 10 AS IF SECTION 89[1]
SHALL BE LIMITED TO: ANY ALLOTMENT OF EQUITY SECURITIES WHERE
SUCH SECURITIES HAVE BEEN OFFERED [WHETHER BY WAY OF A RIGHT
ISSUE, OPEN OFFER OR OTHERWISE] TO HOLDERS OF ORDINARY SHARE OF
3 3/7 US CENTS EACH IN THE CAPITAL OF THE COMPANY [ORDINARY
SHARES] WHERE THE EQUITY SECURITIES RESPECTIVELY ATTRIBUTE TO
THE INTEREST OF ALL HOLDERS OF ORDINARY SHARES ARE PROPORTION AS
SPECIFIED TO THE RESPECTIVE NUMBERS OF ORDINARY SHARES HELD BY
THEM, SUBJECT TO SUCH EXCLUSION AND OTHER ARRANGEMENTS AS THE
DIRECTORS MAY DEEM NECESSARY OR EXPEDIENT TO DEAL WITH
FRACTIONAL ENTITLEMENTS OR LEGAL OR PRACTICAL PROBLEMS UNDER THE
LAWS OF, OR THE REQUIREMENTS OF ANY RECOGNIZED REGULATORY BODY
OR ANY STOCK EXCHANGES IN, ANY TERRITORY OR OTHERWISE HOWSOEVER:
AND ANY ALLOTMENTS [ OTHERWISE THAN PURSUANT TO SUB-PARAGRAPH A
(I)ABOVE] OF EQUITY SECURITIES UP TO AN AGGREGATE NOMINAL VALUE
NOT EXCEEDING USD 2,940,474.83; THE POWER CONFERRED ON THE
DIRECTORS BY THIS RESOLUTION 11 SHALL ALSO APPLY TO A SALE OF
TREASURY SHARES, WHICH IS AN ALLOTMENT OF EQUITY SECURITIES BY
VIRTUE OF SECTION 94 (3A)OF THE ACT, BUT WITH THE OMISSION OF
THE WORDS PURSUANT TO THE GENERAL AUTHORITY CONFERRED BY
RESOLUTION 10; THE COMPANY MAY MAKE AN OFFER OR AGREEMENT BEFORE
THIS POWER HAS EXPIRED WHICH WOULD OR MIGHT REQUIRE EQUITY
SECURITIES TO BE ALLOTTED AFTER SUCH EXPIRY AND THE DIRECTORS
MAY
Management ALLOT SECURITIES IN PURSUANCE OF SUCH OFFER OR AGREEMENT AS IF
THE POWER CONFERRED HEREBY HAD NOT EXPIRED; [AUTHORITY EXPIRES
THE EARLIER OF THE CONCLUSION OF THE AGM OF THE COMPANY AND 09
OCT 2009]; UPON THE PASSING OF THIS RESOLUTION, THE RESOLUTION
PASSED AS RESOLUTION 11 AT THE AGM ON 12 JUL 2007, SHALL BE OF
NO FURTHER [WITHOUT PREJUDICE TO ANY PREVIOUS EXERCISE OF THE
AUTHORITIES GRANTED HEREBY
S.12 Management AUTHORIZE THE COMPANY, PURSUANT TO SECTION 166 OF THE COMPANIES For For
ACT 1985 [THE ACT], TO MAKE MARKET PURCHASES [SECTION 163 OF THE
ACT] OF ORDINARY SHARES OF 3 3/7 US CENTS [ORDINARY SHARES] UP
TO 171,744,343 ORDINARY SHARES, AT A MINIMUM PRICE OF 3 3/7 US
CENTS OR THE STARLING EQUIVALENT OF 3 3/7 US CENTS [CALCULATED
ON THE BASIS OF THE SPOT RATE OF EXCHANGE IN LONDON [AS DERIVED
FROM REUTERS] FOR THE PURCHASE OF US DOLLARS WITH STERLING AT
6.00 PM ON THE DAY BEFORE THE RELEVANT PURCHASE] PER ORDINARY
SHARES: THE MAXIMUM PRICE WHICH MAY BE PAID FOR AN ORDINARY
SHARES IS AN AMOUNT EQUAL TO 105% OF THE AVERAGE MIDDLE MARKET
CLOSING PRICES FOR SUCH SHARES DERIVED FROM THE ALTERNATIVE
INVESTMENT MARKET APPENDIX TO THE STOCK EXCHANGE DAILY OFFICIAL
LIST OF THE LONDON STOCK EXCHANGE PLC, OVER THE PREVIOUS 5
BUSINESS DAYS; [AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION
OF THE NEXT AGM OF THE COMPANY AND 09 JAN 2010]; AND THE
COMPANY, BEFORE THE EXPIRY, MAY MAKE A CONTRACT TO PURCHASE
ORDINARY SHARES WHICH WILL OR MAY BE EXECUTED WHOLLY OR PARTLY
AFTER SUCH EXPIRY; AND UPON THE PASSING OF THIS RESOLUTION, THE
RESOLUTION PASSED AS RESOLUTION 12 AT THE AGM ON 12 JUL 2007, AS
SUBSEQUENTLY AMENDED BY THE RESOLUTION PASSED AT THE EGM ON 23
NOV 2007, SHALL BE OF NO FURTHER OR EFFECT [WITHOUT PREJUDICE TO
THE COMPLETION WHOLLY OR IN PART OF ANY CONTRACTS BY THE COMPANY
TO PURCHASE ORDINARY SHARES ENTERED INTO PRIOR TO THE PASSING OF
THIS RESOLUTION
S.13 Management ADOPT THE FORM A OF THE ARTICLES OF ASSOCIATION AS THE NEW For For
ARTICLES OF ASSOCIATION OF THE COMPANY IN SUBSTITUTION FOR AND
THE EXCLUSION OF ALL EXISTING ARTICLES OF ASSOCIATION OF THE
COMPANY, AS SPECIFIED
S.14 Management APPROVE TO INCREASE THE AUTHORIZED SHARE CAPITAL OF THE COMPANY For For
FROM USD 147,775,058.29209 AND GBP 50,000 TO USD
747,775,058,29209 AND GBP 50,000 BY THE CREATION OF 600,000
PREFERENCE SHARES OF USD 1,000 EACH IN THE CAPITAL OF THE
COMPANY, SUBJECT TO THE PASSING OF THE EXTRAORDINARY RESOLUTION
TO BE COMSIDRED AT THE CLASS MEETING OF ORDINARY SHAREHOLDERS
THAT THIS AGM, HAVING THE RIGHTS AND SUBJECT TO THE RESTRICTIONS
AS SPECIFIED IN THE ARTICLES OF ASSOCIATION OF THE COMPANY AS
ADOPTED PURSUANT TO SUB-PARAGRAPH OF THIS RESOLUTION PURSUANT TO
SECTION 80 OF THE COMPANIES ACT 1985 [THE ACT], AND IN ADDITION
TO ANY PREVIOUSLY EXISTING AUTHORITY CONFERRED UPON THE
DIRECTORS UNDER THAT SECTION [INCLUDING PURSUANT TO RESOLUTION
10] , AND AUTHORIZE THE DIRECTORS TO ALLOT UP TO 600,000
PREFERENCE SHARES OF USD 1,000 EACH IN THE CAPITAL OF THE
COMPANY [SUCH PREFERENCE SHARES BEING RELEVANT SECURITIES AS
DEFINED IN SECTION 80 OF THE ACT]; AND [AUTHORITY EXPIRES ON THE
5 ANNIVERSARY OF THE PASSING OF THIS RESOLUTION], SAVE THAT THE
COMPANY MAY BEFORE SUCH EXPIRY MAKE AN OFFER OR AGREEMENT WHICH
WOULD OR MIGHT REQUIRE RELEVANT SECURITIES TO BE ALLOTTED AFTER
EXPIRY OF THIS AUTHORITY AND THE DIRECTORS MAY ALLOT RELEVANT
SECURITIES IN PURSUANCE OF THAT OFFER OR AGREEMENT AS IF THE
AUTHORITY CONFERRED BY THE RESOLUTION HAD NOT EXPIRED; AND
IMMEDIATELY THE END OF THE CLASS MEETING OF ORDINARY
SHAREHOLDERS IF RESOLUTION 13 IS PASSED, THE FORM B OF THE
ARTICLES OF ASSOCIATION PRODUCED TO THE MEETING, ADOPT THE NEW
ARTICLES OF ASSOCIATION AS SPECIFIED OR IF RESOLUTION 12 IS NOT
PASSED, THE FORM C OF THE ARTICLES OF ASSOCIATION, ADOPT THE NEW
ARTICLES OF ASSOCIATION
S.15 Management AMEND, THE OUTCOME OF RESOLUTIONS 13 AND14 AND THE EXTRAORDINARY For For
RESOLUTION TO BE CONSIDERED AT THE CLASS MEETING OF THE ORDINARY
SHAREHOLDERS THAT FOLLOWS THIS AGM, THE ARTICLES OF ASSOCIATION
OF THE COMPANY, WHETHER THEY BE THE CURRENT ARTICLES OF
ASSOCIATION, THE FORM A OF THE ARTICLES OF ASSOCIATION, THE FORM
B ARTICLES OF ASSOCIATION, OR THE FORM C OF THE ARTICLES OF
ASSOCIATION [AS APPROPRIATE] BY DELETING IN ARTICLE 87 THE
REFERENCE TO GBP 1,000,000 AND SUBSTITUTING THEREOF GBP
1,500,000, WHICH AMENDMENTS SHALL BE DEEMED TO HAVE TAKEN EFFECT
FROM 01 OCT 2007
- ----------------------------------------------------------------------------------------------------------------------
MAN GROUP PLC, LONDON
Ticker: Security ID: GB00B28KQ186
Meeting Date: 07/10/2008 Meeting Type: Class Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
E.1 Management APPROVE THE HOLDERS OF THE ORDINARY SHARES OF 3 3/7 US CENTS EACH For For
IN THE CAPITAL OF THE COMPANY [ORDINARY SHARES] TO SANCTION AND
CONSENT TO THE PASSING AND IMPLEMENTATION OF RESOLUTION 14
SPECIFIED IN THE NOTICE DATED 29 MAY 2008 CONVENING AN AGM OF
THE COMPANY FOR 10 JUL 2008, AND SANCTION AND CONSENT TO EACH
AND EVERY VARIATION , MODIFICATION OR ABROGATION OF THE RIGHTS
OR PRIVILEGES ATTACHING TO THE ORDINARY SHARES, IN EACH CASE
WHICH IS OR MAY BE EFFECTED BY OR INVOLVED IN THE PASSING OR
IMPLEMENTATION OF THE SAID RESOLUTION
- ----------------------------------------------------------------------------------------------------------------------
MAPFRE, SA, MADRID
Ticker: Security ID: ES0124244E34
Meeting Date: 03/07/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE
WILL BE A SE-COND CALL ON 08 MAR 2009. CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN V-ALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
1. Management APPROVE AND EXAMINE THE INDIVIDUAL ANNUAL FINANCIAL STATEMENTS For For
FOR THE FYE ON 2008
2. Management APPROVE THE BOARD OF DIRECTORS MANAGEMENT For For
3. Management RE-ELECT THE COUNCIL For For
4. Management APPROVE THE DISTRIBUTION OF DIVIDEND For For
5. Management AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE CAPITAL INCREASE For For
6. Management AUTHORIZE THE BOARD OF DIRECTORS WITH THE EXPRESS POWER OF For For
DELEGATION FOR THE DERIVATIVE ACQUISITION OF THE COMPANY'S OWN
SHARES BY THE COMPANY ITSELF AND/OR BY ITS SUBSIDIARIES
7. Management APPROVE THE COUNCILS SALARY REPORT For For
8. Management APPROVE TO EXTEND THE AUDITORS ACCOUNT NAMING For For
9. Management GRANT AUTHORITY TO FORMALIZE AND EXECUTE ALL RESOLUTIONS ADOPTED For For
BY THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS MEETING FOR
CONVERSION THEREOF INTO A PUBLIC INSTRUMENT
10. Management APPROVE THE AGENDA For For
- ----------------------------------------------------------------------------------------------------------------------
MITSUBISHI CORPORATION
Ticker: Security ID: JP3898400001
Meeting Date: 06/24/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO: EXPAND BUSINESS LINES, APPROVE MINOR REVISIONS For For
RELATED TO DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED
LAWS AND REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
3.12 Management APPOINT A DIRECTOR For For
3.13 Management APPOINT A DIRECTOR For For
3.14 Management APPOINT A DIRECTOR For For
3.15 Management APPOINT A DIRECTOR For For
4. Management APPROVE PAYMENT OF BONUSES TO DIRECTORS For For
5. Management APPROVE ISSUANCE OF SHARE ACQUISITION RIGHTS AS STOCK OPTIONS For For
6. Management APPROVE RESERVED RETIREMENT REMUNERATION FOR DIRECTORS For For
- ----------------------------------------------------------------------------------------------------------------------
MITSUBISHI GAS CHEMICAL COMPANY,INC.
Ticker: Security ID: JP3896800004
Meeting Date: 06/25/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management AMEND ARTICLES TO: ALLOW USE OF ELECTRONIC SYSTEMS FOR PUBLIC For For
NOTIFICATIONS , APPROVE MINOR REVISIONS RELATED TO
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
2.1 Management APPOINT A DIRECTOR For For
2.2 Management APPOINT A DIRECTOR For For
2.3 Management APPOINT A DIRECTOR For For
2.4 Management APPOINT A DIRECTOR For For
2.5 Management APPOINT A DIRECTOR For For
2.6 Management APPOINT A DIRECTOR For For
2.7 Management APPOINT A DIRECTOR For For
2.8 Management APPOINT A DIRECTOR For For
2.9 Management APPOINT A DIRECTOR For For
2.10 Management APPOINT A DIRECTOR For For
3. Management APPOINT A CORPORATE AUDITOR For For
4. Management APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR RETIRING DIRECTORS For For
- ----------------------------------------------------------------------------------------------------------------------
MITSUI & CO.,LTD.
Ticker: Security ID: JP3893600001
Meeting Date: 06/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management AMEND ARTICLES TO: CHANGE BUSINESS LINES, APPROVE MINOR REVISIONS For For
RELATED TO DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED
LAWS AND REGULATIONS
2.1 Management APPOINT A DIRECTOR For For
2.2 Management APPOINT A DIRECTOR For For
2.3 Management APPOINT A DIRECTOR For For
2.4 Management APPOINT A DIRECTOR For For
2.5 Management APPOINT A DIRECTOR For For
2.6 Management APPOINT A DIRECTOR For For
2.7 Management APPOINT A DIRECTOR For For
2.8 Management APPOINT A DIRECTOR For For
2.9 Management APPOINT A DIRECTOR For For
2.10 Management APPOINT A DIRECTOR For For
2.11 Management APPOINT A DIRECTOR For For
2.12 Management APPOINT A DIRECTOR For For
3. Management APPOINT A CORPORATE AUDITOR For For
- ----------------------------------------------------------------------------------------------------------------------
MITSUI O.S.K.LINES,LTD.
Ticker: Security ID: JP3362700001
Meeting Date: 06/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO :CHANGE COMPANY'S LOCATION TO MINATO-KU, For For
TOKYO,APPROVE MINOR REVISIONS RELATED TO DEMATERIALIZATION OF
SHARES AND THE OTHER UPDATED LAWS AND REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
4. Management APPOINT A CORPORATE AUDITOR For For
5. Management APPOINT A SUBSTITUTE CORPORATE AUDITOR For For
6. Management ISSUE OF STOCK ACQUISITION RIGHTS FOR THE PURPOSE OF EXECUTING A For For
STOCK OPTION SYSTEM TO EXECUTIVE OFFICERS, GENERAL MANAGERS, AND
PRESIDENTS OF THE COMPANY'S CONSOLIDATED SUBSIDIARIES IN JAPAN
- ----------------------------------------------------------------------------------------------------------------------
MUENCHENER RUECKVERSICHERUNGS-GESELLSCHAFT AKTIENG
Ticker: Security ID: DE0008430026
Meeting Date: 04/22/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT SHAREHOLDERS MUST BE REGISTERED IN BENEFICIAL
OWNER NAME TO B-E ELIGIBLE TO VOTE AT THIS MEETING. PLEASE NOTE
THAT YOU MUST CHECK ON PROXYED-GE FOR YOUR SPECIFIC SUB
CUSTODIAN DEADLINE. VOTES RECEIVED AFTER THIS SPECIFI-C DEADLINE
CAN NOT BE PROCESSED. BROADRIDGE WILL DISCLOSE THE BENEFICIAL
OWNER-INFORMATION FOR VOTED ACCOUNTS AND BLOCKING MAY APPLY.
PLEASE CONTACT YOUR CL-IENT SERVICE REPRESENTATIVE FOR FURTHER
DETAILS.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU.
Non-Voting PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED DEPENDING ON SOME
SUBCUSTODIANS'PROCESSING IN THE MARKET. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION FOR
YOUR ACCOUNTS.
1.A Non-Voting SUBMISSION OF THE REPORT OF THE SUPERVISORY BOARD AND THE
CORPORATE GOVERNANCE REPORT INCLUDING THE REMUNERATION REPORT
FOR THE FINANCIAL YEAR 2008
1.B Non-Voting SUBMISSION OF THE ADOPTED COMPANY FINANCIAL STATEMENTS AND
MANAGEMENT REPORT FOR THE FINANCIAL YEAR 2008, THE APPROVED
CONSOLIDATED FINANCIAL STATEMENTS AND MANAGEMENT REPORT FOR THE
GROUP FOR THE FINANCIAL YEAR 2008, AND THE EXPLANATORY REPORT
ON THE INFORMATION IN ACCORDANCE WITH SECTIONS 289 PARA. 4 AND
315 PARA. 4 OF THE GERMAN COMMERCIAL CODE
2. Management RESOLUTION ON THE APPROPRIATION OF THE NET RETAINED PROFITS For For
3. Management RESOLUTION TO APPROVE THE ACTIONS OF THE BOARD OF MANAGEMENT For For
4. Management RESOLUTION TO APPROVE THE ACTIONS OF THE SUPERVISORY BOARD For For
5. Management AUTHORISATION TO BUY BACK AND USE OWN SHARES For For
6. Management AUTHORISATION TO BUY BACK OWN SHARES USING DERIVATIVES For For
7.1. Management ELECTIONS TO THE SUPERVISORY BOARD: PROF. DR. PETER GRUSS For For
7.2. Management ELECTIONS TO THE SUPERVISORY BOARD: PROF. DR. HENNING KAGERMANN For For
7.3. Management ELECTIONS TO THE SUPERVISORY BOARD: PETER L SCHER For For
7.4. Management ELECTIONS TO THE SUPERVISORY BOARD: WOLFGANG MAYRHUBER For For
7.5. Management ELECTIONS TO THE SUPERVISORY BOARD: PROF. KAREL VAN MIERT For For
7.6. Management ELECTIONS TO THE SUPERVISORY BOARD: DR. E. H. BERND For For
PISCHETSRIEDER
7.7. Management ELECTIONS TO THE SUPERVISORY BOARD: ANTON VAN ROSSUM For For
7.8. Management ELECTIONS TO THE SUPERVISORY BOARD: DR. HANS-J RGEN SCHINZLER For For
7.9. Management ELECTIONS TO THE SUPERVISORY BOARD: DR. RON SOMMER For For
7.10. Management ELECTIONS TO THE SUPERVISORY BOARD: DR. THOMAS WELLAUER For For
8. Management RESOLUTION TO CANCEL CONTINGENT CAPITAL 2003 I AS WELL AS THE For For
EXISTING AUTHORISATION FOR INCREASING THE SHARE CAPITAL UNDER
"AUTHORISED CAPITAL INCREASE 2004", TO REPLACE THIS WITH A NEW
AUTHORISATION "AUTHORISED CAPITAL INCREASE 2009" AND TO AMEND
ARTICLE 4 OF THE ARTICLES OF ASSOCIATION
9. Management RESOLUTION TO AMEND ARTICLES 3 (ENTRY IN THE SHAREHOLDER'S For For
REGISTER) AND 6 (REGISTRATION FOR THE ANNUAL GENERAL MEETING) OF
THE ARTICLES OF ASSOCIATION
10. Management RESOLUTION TO AMEND ARTICLE 7 OF THE ARTICLES OF ASSOCIATION For For
(ELECTRONIC PARTICIPATION IN THE ANNUAL GENERAL MEETING AND
POSTAL VOTE)
11. Management RESOLUTION TO AMEND ARTICLES 12 AND 13 OF THE ARTICLES OF For For
ASSOCIATION (SUPERVISORY BOARD)
- ----------------------------------------------------------------------------------------------------------------------
NATIONAL BK GREECE S A
Ticker: Security ID: GRS003013000
Meeting Date: 01/22/2009 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE TO INCREASE THE COMPANY SHARE CAPITAL UP TO THE AMOUNT OF No Action
EUR 350,000,000 WITH THE ISSUANCE OF PREFERRED SHARES IN
ACCORDANCE TO LAW 3723/2008 RELATED TO THE REINFORCEMENT OF THE
ECONOMY FOR THE FACING OF THE IMPLICATIONS OF THE GLOBAL
FINANCIAL CRISIS AND ABOLISHMENT OF THE PRE-EMPTIVE RIGHT TO THE
EXISTING SHAREHOLDERS
2. Management AMEND THE ASSOCIATION'S ARTICLES 4 AND 18 OF THE BANKS STATUTE No Action
ACCORDING TO THE ABOVE LAW AND ADDITION OF PROVISION
3. Management APPROVE THE GRANT OF RELEVANT AUTHORIZATIONS No Action
4. Management ANNOUNCEMENTS AND APPROVALS No Action
- ----------------------------------------------------------------------------------------------------------------------
NESTLE SA, CHAM UND VEVEY
Ticker: Security ID: CH0038863350
Meeting Date: 04/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YO-UR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOU-NTS.
Non-Voting PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE SENT
UNDER MEETING 525807, INCLUDING THE AGENDA. TO BE ELIGIBLE TO
VOTE AT THE UPCOMING MEETING, YOUR SHARES MUST BE RE-REGISTERED
FOR THIS MEETING. IN ADDITION, YOUR NAME MAY BE PROVIDED TO THE
COMPANY REGISTRAR AS BENEFICIAL OWNER. PLEASE CONTACT
YOUR GLOBAL CUSTODIAN OR YOUR CLIENT SERVICE REPRESENTATIVE IF
YOU HAVE ANY QUESTIONS OR TO FIND OUT WHETHER YOUR SHARES HAVE
BEEN RE-REGISTERED FOR THIS MEETING. THANK YOU.
1.1 Management RECEIVE THE 2008 ANNUAL REPORT, FINANCIAL STATEMENTS OF NESTLE SA No Action
AND CONSOLIDATED FINANCIAL STATEMENTS OF THE NESTLE GROUP,
REPORTS OF THE STATUTORY AUDITORS
1.2 Management RECEIVE THE 2008 COMPENSATION REPORT No Action
2. Management APPROVE TO RELEASE THE MEMBERS OF THE BOARD OF DIRECTORS AND THE No Action
MANAGEMENT
3. Management APPROVE THE APPROPIRATION OF PROFITS RESULTING FROM THE BALANCE No Action
SHEET OF NESTLE S.A. AND DIVIDENDS OF CHF 1.40 PER SHARE
4.1.1 Management RE-ELECT MR. DANIEL BOREL TO THE BOARD OF DIRECTORS No Action
4.1.2 Management RE-ELECT MRS. CAROLINA MUELLER MOHL TO THE BOARD OF DIRECTORS No Action
4.2 Management ELECT KPMG S.A., GENEVA BRANCH AS THE STATUTORY AUDITOR FOR A No Action
TERM OF 1 YEAR
5. Management APPROVE TO CANCEL 180,000,000 REPURCHASED UNDER THE SHARE No Action
BUY-BACK PROGRAMME LAUNCHED ON 24 AUG 2007 AND REDUCE THE SHARE
CAPITAL BY CHF 18,000,000
- ----------------------------------------------------------------------------------------------------------------------
NEXT
Ticker: Security ID: GB0032089863
Meeting Date: 05/19/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE ACCOUNTS AND REPORTS OF THE DIRECTORS AND THE For For
AUDITORS
2. Management RECEIVE THE REMUNERATION REPORT For For
3. Management DECLARE A FINAL ORDINARY DIVIDEND OF 37P PER SHARE For For
4. Management RE-ELECT MR. CHRISTOS ANGELIDES AS A DIRECTOR For For
5. Management RE-ELECT MR. JOHN BARTON AS A DIRECTOR For For
6. Management RE-APPOINT ERNST AND YOUNG LLP AS THE AUDITORS AND AUTHORIZE THE For For
DIRECTORS TO SET THEIR REMUNERATION
7. Management APPROVE THE NEXT 2009 SHARE SAVE PLAN For For
8. Management APPROVE THE NEXT RISK REWARD INVESTMENT PLAN For For
9. Management GRANT AUTHORITY TO ALLOT SHARES For For
S.10 Management GRANT AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS For For
S.11 Management GRANT AUTHORITY FOR ON MARKET PURCHASE OF OWN SHARES For For
S.12 Management GRANT AUTHORITY TO ENTER INTO PROGRAMME AGREEMENTS WITH EACH OF For For
GOLDMAN SACHS INTERNATIONAL UBS AG DEUTSCHE BANK AG AND BARCLAYS
BANK PLC
S.13 Management GRANT AUTHORITY FOR THE CALLING OF GENERAL MEETING OTHER THAN AGM For For
ON 14 CLEAR DAYS NOTICE
- ----------------------------------------------------------------------------------------------------------------------
NINTENDO CO.,LTD.
Ticker: Security ID: JP3756600007
Meeting Date: 06/26/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
3.12 Management APPOINT A DIRECTOR For For
- ----------------------------------------------------------------------------------------------------------------------
NIPPON ELECTRIC GLASS CO.,LTD.
Ticker: Security ID: JP3733400000
Meeting Date: 06/26/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2 Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
4.1 Management APPOINT A SUBSTITUTE CORPORATE AUDITOR For For
4.2 Management APPOINT A SUBSTITUTE CORPORATE AUDITOR For For
5 Management APPROVE PAYMENT OF BONUSES TO DIRECTORS For For
6 Management CONTINUOUS INTRODUCTION OF THE POLICY REGARDING LARGE PURCHASE OF For For
THE COMPANY'S SHARES ( DEFENSE AGAINST ACQUISITION )
- ----------------------------------------------------------------------------------------------------------------------
NIPPON STEEL CORPORATION
Ticker: Security ID: JP3381000003
Meeting Date: 06/24/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
4.1 Management APPOINT A CORPORATE AUDITOR For For
4.2 Management APPOINT A CORPORATE AUDITOR For For
4.3 Management APPOINT A CORPORATE AUDITOR For For
- ----------------------------------------------------------------------------------------------------------------------
NIPPON YUSEN KABUSHIKI KAISHA
Ticker: Security ID: JP3753000003
Meeting Date: 06/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
3.12 Management APPOINT A DIRECTOR For For
3.13 Management APPOINT A DIRECTOR For For
3.14 Management APPOINT A DIRECTOR For For
3.15 Management APPOINT A DIRECTOR For For
3.16 Management APPOINT A DIRECTOR For For
4. Management APPOINT A CORPORATE AUDITOR For For
5. Management APPROVE PAYMENT OF BONUSES TO DIRECTORS For For
- ----------------------------------------------------------------------------------------------------------------------
NOKIA CORPORATION
Ticker: Security ID: FI0009000681
Meeting Date: 04/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting .
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
1. Management OPENING OF THE MEETING For For
2. Management MATTERS OF ORDER FOR THE MEETING For For
3. Management ELECTION OF THE PERSONS TO CONFIRM THE MINUTES AND TO VERIFY THE For For
COUNTING OF VOTES
4. Management RECORDING THE LEGAL CONVENING OF THE MEETING AND QUORUM For For
5. Management RECORDING THE ATTENDANCE AT THE MEETING AND ADOPTION OF THE LIST For For
OF VOTES
6. Management PRESENTATION OF THE ANNUAL ACCOUNTS 2008, THE REPORT OF THE BOARD For For
OF DIRECTORS AND THE AUDITOR'S REPORT FOR THE YEAR 2008 REVIEW
BY THE CEO
7. Management ADOPTION OF THE ANNUAL ACCOUNTS For For
8. Management RESOLUTION ON THE USE OF THE PROFIT SHOWN ON THE BALANCE SHEET For For
AND THE PAYMENT OF DIVIDEND; THE BOARD PROPOSES TO THE AGM A
DIVIDEND OF EUR 0.40 PER SHARE FOR THE FISCAL YEAR 2008; THE
DIVIDEND WILL BE PAID TO SHAREHOLDERS REGISTERED IN THE REGISTER
OF SHAREHOLDERS HELD BY FINNISH CENTRAL SECURITIES DEPOSITORY
LTD ON THE RECORD DATE, APRIL 28, 2009; THE BOARD PROPOSES THAT
THE DIVIDEND BE PAID ON OR ABOUT MAY 13, 2009
9. Management RESOLUTION ON THE DISCHARGE OF THE MEMBERS OF THE BOARD OF For For
DIRECTORS AND THE PRESIDENT FROM LIABILITY
10. Management RESOLUTION ON THE REMUNERATION OF THE MEMBERS OF THE BOARD OF For For
DIRECTORS; THE BOARD'S CORPORATE GOVERNANCE AND NOMINATION
COMMITTEE PROPOSES TO THE AGM THAT THE REMUNERATION PAYABLE TO
THE MEMBERS OF THE BOARD TO BE ELECTED AT THE AGM FOR THE TERM
UNTIL THE CLOSE OF THE AGM IN 2010 BE UNCHANGED FROM 2008 AS
FOLLOWS: EUR 440,000 FOR THE CHAIRMAN, EUR 150,000 FOR THE VICE
CHAIRMAN, AND EUR 130,000 FOR EACH MEMBER; IN ADDITION, THE
COMMITTEE PROPOSES THAT THE CHAIRMAN OF THE AUDIT COMMITTEE AND
CHAIRMAN OF THE PERSONNEL COMMITTEE WILL EACH RECEIVE AN
ADDITIONAL ANNUAL FEE OF EUR 25,000, AND OTHER MEMBERS OF THE
AUDIT COMMITTEE AN ADDITIONAL ANNUAL FEE OF EUR 10,000 EACH; THE
CORPORATE GOVERNANCE AND NOMINATION COMMITTEE PROPOSES THAT
APPROXIMATELY 40 % OF THE REMUNERATION BE PAID IN NOKIA SHARES
PURCHASED FROM THE MARKET
11. Management RESOLUTION ON THE NUMBER OF MEMBERS OF THE BOARD OF DIRECTORS; For For
THE BOARD'S CORPORATE GOVERNANCE AND NOMINATION COMMITTEE
PROPOSES TO THE AGM THAT THE NUMBER OF BOARD MEMBERS BE ELEVEN
12. Management ELECTION OF MEMBERS OF THE BOARD OF DIRECTORS; THE BOARD'S For For
CORPORATE GOVERNANCE AND NOMINATION COMMITTEE PROPOSES TO THE
AGM THAT ALL CURRENT BOARD MEMBERS BE RE-ELECTED FOR THE TERM
UNTIL THE CLOSE OF THE AGM IN 2010; GEORG EHRNROOTH, LALITA D.
GUPTE, BENGT HOLMSTROM, HENNING KAGERMANN, OLLI-PEKKA KALLASVUO,
PER KARLSSON, JORMA OLLILA, MARJORIE SCARDINO, RISTO SIILASMAA
AND KEIJO SUIL; THE COMMITTEE ALSO PROPOSES THAT ISABEL
MAREY-SEMPER BE ELECTED AS NEW MEMBER OF THE BOARD FOR THE SAME
TERM; MS. MAREY-SEMPER IS CHIEF FINANCIAL OFFICER, EVP
RESPONSIBLE FOR STRATEGY AT PSA PEUGEOT CITROEN; WITH PHD IN
NEUROPHARMACOLOGY AND MBA AS EDUCATIONAL BACKGROUND, SHE HAS A
DIVERSE WORKING EXPERIENCE, INCLUDING CHIEF OPERATING OFFICER OF
THE INTELLECTUAL PROPERTY AND LICENSING BUSINESS UNITS OF
THOMSON AND VICE PRESIDENT, CORPORATE PLANNING OF SAINT-GOBAIN
13. Management RESOLUTION ON THE REMUNERATION OF THE AUDITOR; THE BOARD'S AUDIT For For
COMMITTEE PROPOSES TO THE AGM THAT THE EXTERNAL AUDITOR TO BE
ELECTED AT THE AGM BE REIMBURSED ACCORDING TO THE AUDITOR'S
INVOICE, AND IN COMPLIANCE WITH THE PURCHASE POLICY APPROVED BY
THE AUDIT COMMITTEE
14. Management ELECTION OF AUDITOR; THE BOARD'S AUDIT COMMITTEE PROPOSES TO THE For For
AGM THAT PRICEWATERHOUSECOOPERS OY BE RE-ELECTED AS THE
COMPANY'S AUDITOR FOR THE FISCAL YEAR 2009
15. Management AUTHORIZING THE BOARD OF DIRECTORS TO RESOLVE TO REPURCHASE THE For For
COMPANY'S OWN SHARES; THE BOARD PROPOSES THAT THE AGM AUTHORIZE
THE BOARD TO RESOLVE TO REPURCHASE A MAXIMUM OF 360 MILLION
NOKIA SHARES BY USING FUNDS IN THE UNRESTRICTED SHAREHOLDERS'
EQUITY; REPURCHASES WILL REDUCE FUNDS AVAILABLE FOR
DISTRIBUTION OF PROFITS; THE SHARES MAY BE REPURCHASED IN ORDER
TO DEVELOP THE CAPITAL STRUCTURE OF THE COMPANY, TO FINANCE OR
CARRY OUT ACQUISITIONS OR OTHER ARRANGEMENTS, TO SETTLE THE
COMPANY'S EQUITY-BASED INCENTIVE PLANS, TO BE TRANSFERRED FOR
OTHER PURPOSES, OR TO BE CANCELLED; THE SHARES CAN BE
REPURCHASED EITHER: A] THROUGH A TENDER OFFER MADE TO ALL THE
SHAREHOLDERS ON EQUAL TERMS; OR B] THROUGH PUBLIC TRADING AND ON
SUCH STOCK EXCHANGES THE RULES OF WHICH ALLOW THE PURCHASES; IN
THIS CASE THE SHARES WOULD BE REPURCHASED IN ANOTHER PROPORTION
THAN THAT OF THE CURRENT SHAREHOLDERS; IT IS PROPOSED THAT THE
AUTHORIZATION BE EFFECTIVE UNTIL JUNE 30, 2010 AND THE
AUTHORIZATION IS PROPOSED TO TERMINATE THE AUTHORIZATION
RESOLVED BY THE AGM ON MAY 08, 2008
16. Management CLOSING OF THE MEETING For For
- ----------------------------------------------------------------------------------------------------------------------
OVERSEA-CHINESE BANKING CORPORATION LTD, SINGAPORE
Ticker: Security ID: SG1S04926220
Meeting Date: 04/17/2009 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management AUTHORIZE THE DIRECTORS OF THE BANK, FOR THE PURPOSES OF SECTIONS For For
76C AND 76E OF THE COMPANIES ACT, CHAPTER 50 OF SINGAPORE [THE
COMPANIES ACT], TO PURCHASE OR OTHERWISE ACQUIRE ISSUED ORDINARY
SHARES IN THE CAPITAL OF THE BANK [ORDINARY SHARES], NOT
EXCEEDING IN AGGREGATE THE MAXIMUM LIMIT [AS SPECIFIED], AT SUCH
PRICE OR PRICES AS MAY BE DETERMINED BY THE DIRECTORS FROM TIME
TO TIME UP TO THE MAXIMUM PRICE [AS DEFINED] WHETHER BY WAY OF:
MARKET PURCHASE[S] ON THE SINGAPORE EXCHANGE SECURITIES TRADING
LIMITED [SGX-ST] AND/OR ANY OTHER STOCK EXCHANGE ON WHICH THE
ORDINARY SHARES MAY FOR THE TIME BEING BE LISTED AND QUOTED
[OTHER EXCHANGE] AND/OR; OFF-MARKET PURCHASE[S] IF EFFECTED
OTHERWISE THAN ON THE SGX-ST OR, OR AS THE CASE MAY BE, OTHER
EXCHANGE] IN ACCORDANCE WITH ANY EQUAL ACCESS SCHEME[S] AS MAY
BE DETERMINED OR FORMULATED BY THE DIRECTORS AS THEY CONSIDER
FIR, WHICH SCHEME[S] SHALL SATISFY ALL THE CONDITIONS PRESCRIBED
BY THE COMPANIES ACT; OR OTHERWISE IN ACCORDANCE WITH ALL OTHER
LAWS AND REGULATIONS AND RULES OF THE SGX-ST, OR AS THE CASE MAY
BE, OTHER EXCHANGE AS MAY FOR THE TIME BEING BE APPLICABLE; IN
CASE OF A MARKET PURCHASE OF AN ORDINARY SHARE, 105% OF THE
AVERAGE OF THE CLOSING PRICE OF THE ORDINARY SHARE AND IN CASE
OF AN OFF-MARKET PURCHASE OF AN ORDINARY SHARE PURSUANT TO AN
EQUAL ACCESS SCHEME, 110% OF THE AVERAGE CLOSING PRICE OF THE
ORDINARY SHARES; AND AUTHORIZE THE DIRECTORS OF THE BANK AND/OR
ANY OF THEM TO COMPLETE AND DO ALL SUCH ACTS AND THINGS
[INCLUDING SUCH DOCUMENTS AS MAY BE REQUIRED] AS THEY AND/OR HE
NAY CONSIDER OR EXPEDIENT, OR NECESSARY TO GIVE EFFECT TO THE
TRANSACTIONS CONTEMPLATED AND/OR AUTHORIZED BY THIS RESOLUTION;
[AUTHORITY EXPIRES THE EARLIER OF THE NEXT AGM OF THE BANK IS
HELD OR THE DATE BY WHICH THE NEXT AGM OF THE BANK IS REQUIRED
BY THE LAW TO BE HELD]
2. Management AMEND THE OCBC EMPLOYEE SHARE PURCHASE PLAN AS SPECIFIED For For
- ----------------------------------------------------------------------------------------------------------------------
OVERSEA-CHINESE BANKING CORPORATION LTD, SINGAPORE
Ticker: Security ID: SG1S04926220
Meeting Date: 04/17/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE AUDITED ACCOUNTS FOR THE FYE 31 DEC 2008 AND THE For For
REPORTS OF THE DIRECTORS AND AUDITORS THEREON
2.A Management RE-APPOINT MR. LEE SENG WEE AS A DIRECTOR, UNDER SECTION 153(6) For For
OF THE COMPANIES ACT, CHAPTER 50, TO HOLD OFFICE FROM THE DATE
OF THIS AGM UNTIL THE NEXT AGM
2.B Management RE-APPOINT MR. PATRICK YEOH KHWAI HOH AS A DIRECTOR, UNDER For For
SECTION 153(6) OF THE COMPANIES ACT, CHAPTER 50, TO HOLD OFFICE
FROM THE DATE OF THIS AGM UNTIL THE NEXT AGM
3.A Management RE-ELECT MR. BOBBY CHIN YOKE CHOONG AS A DIRECTOR, WHO RETIRES BY For For
ROTATION
3.B Management RE-ELECT MR. PRAMUKTI SURJAUDAJA AS A DIRECTOR, WHO RETIRES BY For For
ROTATION
4.A Management RE-ELECT MRS. FANG AI LIAN AS A DIRECTOR, WHO RETIRES UNDER For For
ARTICLE 101 OF THE BANK'S ARTICLES OF ASSOCIATION
4.B Management RE-ELECT MR. COLM MCCARTHY AS A DIRECTOR, WHO RETIRES UNDER For For
ARTICLE 101 OF THE BANK'S ARTICLES OF ASSOCIATION
5. Management APPROVE A FINAL ONE-TIER TAX-EXEMPT DIVIDEND OF 14 CENTS PER For For
ORDINARY SHARE, IN RESPECT OF THE FYE 31 DEC 2008
6.A Management APPROVE THE REMUNERATION OF THE NON-EXECUTIVE DIRECTORS OF THE For For
BANK FOR THE FYE 31 DEC 2008 COMPRISING THE FOLLOWING:
DIRECTORS' FEES OF SGD 1,620,000 [2007: SGD 1,697,000]
6.B Management APPROVE THE REMUNERATION OF THE NON-EXECUTIVE DIRECTORS OF THE For For
BANK FOR THE FYE 31 DEC 2008 COMPRISING THE FOLLOWING: 4,800
ORDIANRY SHARES IN THE CAPITAL OF THE BANK FOR EACH
NON-EXECUTIVE DIRECTOR OF THE BANK [2007: 4,800 ORDINARY
SHARES], AND FOR THE PURPOSE TO PASS THE FOLLOWING RESOLUTION
WITH OR WITHOUT AMENDMENTS AS AN ORDINARY RESOLUTIONS: AUTHORIZE
THE DIRECTORS OF THE BANK, PURSUANT TO ARTICLE 140 OF THE
ARTICLES OF ASSOCIATION OF THE BANK, TO ALLOT AND ISSUE AN
AGGREGATE OF 43,200 ORDINARY SHARES IN THE CAPITAL OF THE BANK
[THE REMUNERATION SHARES] AS BONUS SHARES FOR WHICH NO
CONSIDERATION IS PAYABLE, TO THE CENTRAL DEPOSITORY (PTE)
LIMITED FOR THE ACCOUNT OF: MR. BOBBY CHIN YOKE CHOONG [OR FOR
THE ACCOUNT OF SUCH DEPOSITORY AGENT AS HE MAY DIRECT] IN
RESPECT OF 4,800 REMUNERATION SHARES; MR. GIAM CHIN TOON [OR FOR
THE ACCOUNT OF SUCH DEPOSITORY AGENT AS HE MAY DIRECT] IN
RESPECT OF 4,800 REMUNERATION SHARES; MR. LEE SENG WEE [OR FOR
THE ACCOUNT OF SUCH DEPOSITORY AGENT AS HE MAY DIRECT] IN
RESPECT OF 4,800 REMUNERATION SHARES; DR LEE TIH SHIH [OR FOR
THE ACCOUNT OF SUCH DEPOSITORY AGENT AS HE MAY DIRECT] IN
RESPECT OF 4,800 REMUNERATION SHARES; PROFESSOR NEO BOON SIONG
[OR FOR THE ACCOUNT OF SUCH DEPOSITORY AGENT AS HE MAY DIRECT]
IN RESPECT OF 4,800 REMUNERATION SHARES; DR TSAO YUAN [OR FOR
THE ACCOUNT OF SUCH DEPOSITORY AGENT AS SHE MAY DIRECT] IN
RESPECT OF 4,800 REMUNERATION SHARES; MR. DAVID WONG CHEONG FOOK
[OR FOR THE ACCOUNT OF SUCH DEPOSITORY AGENT AS HE MAY DIRECT]
IN RESPECT OF 4,800 REMUNERATION SHARES; MR. WONG NANG JANG [OR
FOR THE ACCOUNT OF SUCH DEPOSITORY AGENT AS HE MAY DIRECT] IN
RESPECT OF 4,800 REMUNERATION SHARES; AND MR. PATRICK YEOH KHWAI
HOH [OR
FOR THE ACCOUNT OF SUCH DEPOSITORY AGENT AS HE MAY DIRECT] IN
RESPECT OF 4,800 REMUNERATION SHARES, AS PAYMENT IN PART OF
THEIR RESPECTIVE NON-EXECUTIVE DIRECTORS' REMUNERATION FOR THE
FYE 31 DEC 2008, THE REMUNERATION SHARES TO RANK IN ALL RESPECTS
PARI PASSU WITH THE EXISTING ORDINARY SHARES; AND II) AUTHORIZE
ANY DIRECTOR OF THE BANK OR THE SECRETARY TO DO ALL THINGS
NECESSARY OR DESIRABLE TO GIVE EFFECT TO THE ABOVE
7. Management APPOINT THE AUDITORS AND APPROVE TO FIX THEIR REMUNERATION For For
8.A Management AUTHORIZE THE DIRECTORS OF THE BANK TO: (I) (I) ISSUE ORDINARY For For
SHARES IN THE CAPITAL OF THE BANK [ORDINARY SHARES] WHETHER BY
WAY OF RIGHTS, BONUS OR OTHERWISE; AND/OR (II) MAKE OR GRANT
OFFERS, AGREEMENTS OR OPTIONS [COLLECTIVELY, INSTRUMENTS] THAT
MIGHT OR WOULD REQUIRE ORDINARY SHARES TO BE ISSUED, INCLUDING
BUT NOT LIMITED TO THE CREATION AND ISSUE OF [AS WELL AS
ADJUSTMENTS TO] WARRANTS, DEBENTURES OR OTHER INSTRUMENTS
CONVERTIBLE INTO ORDINARY SHARES, AT ANY TIME AND UPON SUCH
TERMS AND CONDITIONS AND FOR SUCH PURPOSES AND TO SUCH PERSONS
AS THE DIRECTORS MAY IN THEIR ABSOLUTE DISCRETION DEEM FIT; AND
(II) [NOTWITHSTANDING THE AUTHORITY CONFERRED BY THIS RESOLUTION
MAY HAVE CEASED TO BE IN FORCE] ISSUE ORDINARY SHARES IN
PURSUANCE OF ANY INSTRUMENT MADE OR GRANTED BY THE DIRECTORS
WHILE THIS RESOLUTION WAS IN FORCE, PROVIDED THAT: (1) THE
AGGREGATE NUMBER OF ORDINARY SHARES TO BE ISSUED PURSUANT TO
THIS RESOLUTION AND RESOLUTION 8(B), IF PASSED, [INCLUDING
ORDINARY SHARES TO BE ISSUED IN PURSUANCE OF INSTRUMENTS MADE OR
GRANTED PURSUANT TO THIS RESOLUTION] DOES NOT EXCEED 50% OF THE
TOTAL NUMBER OF ISSUED ORDINARY SHARES IN THE CAPITAL OF THE
BANK EXCLUDING TREASURY SHARES [AS CALCULATED IN ACCORDANCE WITH
THIS RESOLUTION], OF WHICH THE AGGREGATE NUMBER OF ORDINARY
SHARES TO BE ISSUED OTHER THAN ON A PRO RATA BASIS TO
SHAREHOLDERS OF THE BANK [INCLUDING ORDINARY SHARES TO BE ISSUED
IN PURSUANCE OF INSTRUMENTS MADE OR GRANTED PURSUANT TO THIS
RESOLUTION AND/OR RESOLUTION 8(B)] DOES NOT EXCEED 50% OF THE
ISSUED ORDINARY SHARES IN THE CAPITAL OF THE BANK [AS CALCULATED
IN ACCORDANCE WITH THIS RESOLUTION]; 2) [SUBJECT TO SUCH MANNER
OF CALCULATION AND ADJUSTMENTS AS MAY BE PRESCRIBED BY THE
SINGAPORE EXCHANGE SECURITIES TRADING LIMITED [SGXST]] FOR THE
PURPOSE OF DETERMINING THE AGGREGATE NUMBER OF ORDINARY SHARES
THAT MAY BE ISSUED UNDER THIS RESOLUTION, THE TOTAL NUMBER OF
ISSUED ORDINARY SHARES IN THE CAPITAL OF THE BANK EXCLUDING
TREASURY SHARES AT THE TIME THIS RESOLUTION IS PASSED, AFTER
ADJUSTING FOR: I) NEW ORDINARY SHARES ARISING FROM THE
CONVERSION OR EXERCISE O
8.B Management AUTHORIZE THE DIRECTORS OF THE BANK TO: (I) (I) ISSUE ORDINARY For For
SHARES AND/OR; AND/OR (II) MAKE OR GRANT INSTRUMENTS THAT MIGHT
OR WOULD REQUIRE ORDINARY SHARES TO BE ISSUED, INCLUDING BUT NOT
LIMITED TO THE CREATION AND ISSUE OF [AS WELL AS ADJUSTMENTS TO]
WARRANTS, DEBENTURES OR OTHER INSTRUMENTS CONVERTIBLE INTO
ORDINARY SHARES, OTHERWISE THAN ON A PRO RATA BASIS TO
SHAREHOLDERS OF BANK, AT ANY TIME AND UPON SUCH TERMS AND
CONDITIONS AND FOR SUCH PURPOSES AND TO SUCH PERSONS AS THE
DIRECTORS MAY IN THEIR ABSOLUTE DISCRETION DEEM FIT; AND (II)
[NOTWITHSTANDING THE AUTHORITY CONFERRED BY THIS RESOLUTION MAY
HAVE CEASED TO BE IN FORCE] ISSUE ORDINARY SHARES IN PURSUANCE
OF ANY INSTRUMENT MADE OR
GRANTED BY THE DIRECTORS WHILE THIS RESOLUTION WAS IN FORCE,
PROVIDED THAT: (1) THE AGGREGATE NUMBER OF ORDINARY SHARES TO BE
ISSUED PURSUANT TO THIS RESOLUTION [INCLUDING ORDINARY SHARES TO
BE ISSUED IN PURSUANCE OF INSTRUMENTS MADE OR GRANTED PURSUANT
TO THIS RESOLUTION] DOES NOT EXCEED 20% OF THE TOTAL NUMBER OF
ISSUED ORDINARY SHARES IN THE CAPITAL OF THE BANK EXCLUDING
TREASURY SHARES [AS CALCULATED IN ACCORDANCE WITH THIS
RESOLUTION], OF WHICH THE AGGREGATE NUMBER OF ORDINARY SHARES TO
BE ISSUED OTHER THAN ON A PRO RATA BASIS TO SHAREHOLDERS OF THE
BANK [INCLUDING ORDINARY SHARES TO BE ISSUED IN PURSUANCE OF
INSTRUMENTS MADE OR GRANTED PURSUANT TO THIS RESOLUTION AND
RESOLUTION 8(A)] DOES NOT EXCEED 50% OF THE ISSUED ORDINARY
SHARES IN THE CAPITAL OF THE BANK [AS CALCULATED IN ACCORDANCE
WITH THIS RESOLUTION]; (2) [SUBJECT TO SUCH MANNER OF
CALCULATION AND ADJUSTMENTS AS MAY BE PRESCRIBED BY THE
SINGAPORE EXCHANGE SECURITIES TRADING LIMITED [SGXST]) FOR THE
PURPOSE OF DETERMINING THE AGGREGATE NUMBER OF ORDINARY SHARES
THAT MAY BE ISSUED UNDER PARAGRAPH (1) ABOVE, THE TOTAL NUMBER
OF ISSUED ORDINARY SHARES IN THE CAPITAL OF THE BANK EXCLUDING
TREASURY SHARES AT THE TIME THIS RESOLUTION IS PASSED, AFTER
ADJUSTING FOR: (I) NEW ORDINARY SHARES ARISING FROM THE
CONVERSION OR EXERCISE OF ANY CONVERTIBLE SECURITIES OR SHARE
OPTIONS OR VESTING OF SHARE AWARDS WHICH ARE OUTSTANDING OR
SUBSISTING AT THE TIME THIS RESOLUTION IS PASSED; AND (II) ANY
SUBSEQUENT BONUS ISSUE, CONSOLIDATION OR SUBDIVISION OF ORDINARY
SHARES; (3) IN EXERCISING THE AUTHORITY CONFERRED BY THIS
RESOLUTION, THE BANK SHALL COMPLY WITH THE PROVISIONS OF THE
LISTING MANUAL OF THE SGX-ST FOR THE TIME BEING IN FORCE [UNLESS
SUCH COMPLIANCE HAS BEEN WAIVED BY THE SGX-ST] AND THE ARTICLES
OF ASSOCIATION FOR THE TIME BEING OF THE BANK; AND [AUTHORITY
EXPIRES AT THE CONCLUSION THE NEXT AGM OF THE BANK OR THE DATE
BY WHICH THE NEXT AGM OF THE BANK IS REQUIRED BY LAW TO BE HELD]
9. Management AUTHORIZE THE DIRECTORS OF THE BANK TO: (I) OFFER AND GRANT For For
OPTIONS IN ACCORDANCE WITH THE PROVISIONS OF THE OCBC SHARE
OPTION SCHEME 2001 [THE 2001 SCHEME] AND/OR GRANT RIGHTS TO
SUBSCRIBE FOR ORDINARY SHARES IN ACCORDANCE WITH THE PROVISIONS
OF THE OCBC EMPLOYEE SHARE PURCHASE PLAN THE PLAN]; AND (II)
ALLOT AND ISSUE FROM TIME TO TIME SUCH NUMBER OF ORDINARY SHARES
IN THE CAPITAL OF THE BANK AS MAY BE REQUIRED TO BE ISSUED
PURSUANT TO THE EXERCISE OF OPTIONS UNDER THE 2001 SCHEME AND/OR
SUCH NUMBER OF ORDINARY SHARES IN THE CAPITAL OF THE BANK AS MAY
BE REQUIRED TO BE ISSUED PURSUANT TO THE EXERCISE OF RIGHTS TO
SUBSCRIBE FOR ORDINARY SHARES UNDER THE PLAN, PROVIDED THAT THE
AGGREGATE NUMBER OF NEW ORDINARY SHARES TO BE ISSUED PURSUANT TO
2001 SCHEME AND THE PLAN SHALL NOT EXCEED 5% OF THE TOTAL NUMBER
OF ISSUED ORDINARY SHARES IN THE CAPITAL OF THE BANK FROM TIME
TO TIME
10. Management AUTHORIZE THE DIRECTORS OF THE BANK TO ALLOT AND ISSUE FROM TIME For For
TO TIME SUCH NUMBER OF ORDINARY SHARES AS MAY REQUIRED TO BE
ALLOTTED AND ISSUED PURSUANT TO THE OCBC LIMITED SCRIPT DIVIDEND
SCHEME
11. Management AUTHORIZE THE DIRECTORS OF THE BANK TO: (I) ALLOT AND ISSUE For For
PREFERENCE SHARES REFERRED TO IN ARTICLES 7A, 7B, 7C, 7D, 7E,
7F, 7G, 7H, 7I, 7J, 7K, 7L AND 7M OF THE ARTICLES OF ASSOCIATION
OF THE BANK, OTHER PREFERENCE SHARES OR NON-VOTING SHARES IN THE
CAPITAL OF THE BANK WHETHER BY WAY OF RIGHTS, BONUS OR
OTHERWISE; AND/OR (II) MAKE OR GRANT OFFERS, AGREEMENTS OR
OPTIONS THAT MIGHT OR WOULD REQUIRE PREFERENCE SHARES REFERRED
TO IN THIS RESOLUTION OR NON-VOTING SHARES TO BE ISSUED, NOT
BEING ORDINARY SHARES TO WHICH THE AUTHORITY REFERRED TO IN
RESOLUTION 8(A) AND 8(B) ABOVE RELATES, AT ANY TIME AND UPON
SUCH TERMS AND CONDITIONS AND FOR SUCH PURPOSES AND TO SUCH
PERSONS AS THE DIRECTORS MAY IN THEIR ABSOLUTE DISCRETION DEEM
FIT, AND [NOTWITHSTANDING THE AUTHORITY
Management CONFERRED BY THIS RESOLUTION MAY HAVE CEASED TO BE IN FORCE]
ISSUE PREFERENCE SHARES REFERRED TO IN THIS RESOLUTION OR
NON-VOTING SHARES IN PURSUANCE OF ANY OFFERS, AGREEMENTS OR
OPTIONS MADE OR GRANTED BY THE DIRECTORS WHILE THIS RESOLUTION
WAS IN FORCE; AND [AUTHORITY EXPIRES AT THE CONCLUSION OF THE
NEXT AGM OF THE BANK OR THE DATE BY WHICH THE NEXT AGM OF THE
BANK IS REQUIRED BY LAW TO BE HELD]
- ----------------------------------------------------------------------------------------------------------------------
PANASONIC CORPORATION
Ticker: Security ID: JP3866800000
Meeting Date: 06/25/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management AMEND ARTICLES TO: ALLOW USE OF ELECTRONIC SYSTEMS FOR PUBLIC For For
NOTIFICATIONS, APPROVE MINOR REVISIONS RELATED TO
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
2.1 Management APPOINT A DIRECTOR For For
2.2 Management APPOINT A DIRECTOR For For
2.3 Management APPOINT A DIRECTOR For For
2.4 Management APPOINT A DIRECTOR For For
2.5 Management APPOINT A DIRECTOR For For
2.6 Management APPOINT A DIRECTOR For For
2.7 Management APPOINT A DIRECTOR For For
2.8 Management APPOINT A DIRECTOR For For
2.9 Management APPOINT A DIRECTOR For For
2.10 Management APPOINT A DIRECTOR For For
2.11 Management APPOINT A DIRECTOR For For
2.12 Management APPOINT A DIRECTOR For For
2.13 Management APPOINT A DIRECTOR For For
2.14 Management APPOINT A DIRECTOR For For
2.15 Management APPOINT A DIRECTOR For For
2.16 Management APPOINT A DIRECTOR For For
2.17 Management APPOINT A DIRECTOR For For
2.18 Management APPOINT A DIRECTOR For For
2.19 Management APPOINT A DIRECTOR For For
- ----------------------------------------------------------------------------------------------------------------------
PEAB AB, FORSLOV
Ticker: Security ID: SE0000106205
Meeting Date: 05/14/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
Non-Voting PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID VOTE OPTION. THANK YOU
1. Non-Voting OPENING OF THE AGM
2. Non-Voting ELECTION OF MR. GORAN GROSSKOPF AS THE CHAIRMAN OF THE AGM
3. Non-Voting APPROVAL OF THE VOTING LIST
4. Non-Voting APPROVAL OF THE AGENDA
5. Non-Voting ELECTION OF 2 MINUTE-CHECKERS
6. Non-Voting CORROBORATION THAT THE MEETING HAS BEEN DULY CONVENED
7. Non-Voting RECEIVE THE CHIEF EXECUTIVE OFFICER'S REPORT
8. Non-Voting RECEIVE THE ANNUAL ACCOUNTS AND THE AUDITOR'S REPORT, THE
CONSOLIDATED FINANCIAL STATEMENTS AND THE CONSOLIDATED
AUDITOR'S REPORT
9. Management ADOPT THE INCOME STATEMENT, AND BALANCE SHEET AS WELL AS THE For For
CONSOLIDATED INCOME STATEMENT AND THE CONSOLIDATED BALANCE SHEET
10. Management APPROVE A DIVIDEND OF SEK 2.25 PER SHARE FOR THE FY OF 2008 AND For For
19 MAY 2009 AS THE RECORD DATE FOR THE PAYMENT OF DIVIDENDS; IF
THE AGM APPROVES THE BOARD OF DIRECTORS PROPOSAL IT IS ESTIMATED
THAT EUROCLEAR SWEDEN WILL DISTRIBUTE THIS DIVIDEND ON 25 MAY
2009
11. Management GRANT DISCHARGE TO THE BOARD MEMBERS AND THE CHIEF EXECUTIVE For For
OFFICER
12. Management ADOPT THE NUMBER OF BOARD MEMBERS AT 6 For For
13. Management APPROVE THAT THE REMUNERATION TO THE CHAIRMAN IS SEK 400,000 AND For For
TO EACH BOARD MEMBER NOT EMPLOYED IN THE COMPANY SEK 150,000;
THE REMUNERATION TO EACH MEMBER OF THE REMUNERATION COMMITTEE
AND FINANCE COMMITTEE NOT EMPLOYED IN THE COMPANY IS SEK 25,000
[UNCHANGED]; THE TOTAL REMUNERATION TO BOARD MEMBERS IS SEK
1,250,000[1,100,000]; AND THAT THE AUDITOR'S FEES SHALL CONTINUE
TO BE THOSE PRESENTED IN AN APPROVED STATEMENT OF ACCOUNTS
14. Management RE-ELECT MS. ANNETTE BRODIN RAMPE AND MESSRS. KARL-AXEL GRANLUND, For For
GORAN GROSSKOPF, MATS PAULSSON, SVANTE PAULSSON AND LARS SKOLD
AS THE MEMBERS OF THE BOARD OF DIRECTORS; ELECT MR. FREDRIK
PAULSSON AS A NEW MEMBER OF THE BOARD OF DIRECTORS AND RE-ELECT
MR. GORAN GROSSKOPF AS THE CHAIRMAN OF THE BOARD
15. Management RE-ELECT MESSRS. ALF SVENSSON, KPMG AS THE AUDITOR AND MR. DAN For For
KJELLQVIST, KPMG AS THE DEPUTY AUDITOR AND ELECT MR. THOMAS
THIEL, KPMG, AS THE AUDITOR AND MR. DAVID OLOW AS THE DEPUTY
AUDITOR; AND THIS PROPOSAL ENTAILS THE INCREASE OF THE NUMBER OF
AUDITORS TO 2 AND DEPUTY AUDITORS TO 2
16. Shareholder PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: RE-ELECT Against For
MESSRS. MALTE AKERSTROM, LEIF FRANZON, ERIK PAULSSON AND GORAN
GROSSKOPF AS THE MEMBERS OF THE NOMINATION COMMITTEE AND MR.
MALTE AKERSTROM IS NOMINATED AS THE CHAIRMAN
17. Management AMEND SECTION 4, PARAGRAPH 1 AND SECTION 7, PARAGRAPH 2 OF THE For For
ARTICLES OF ASSOCIATION OF THE COMPANY AS SPECIFIED
18. Management AUTHORIZE THE BOARD, ON 1 OR MORE OCCASIONS, UNTIL THE NEXT AGM, For For
TO DECIDE TO ISSUE B SHARES CORRESPONDING TO A MAXIMUM OF 10% OF
THE REGISTERED SHARE CAPITAL AT THE TIME OF AUTHORIZATION, WITH
OR WITHOUT PREFERENTIAL RIGHTS FOR CURRENT SHAREHOLDERS
19. Management AUTHORIZE THE BOARD TO UNTIL THE NEXT AGM, DECIDE TO, ON THE For For
NASDAQ OMX STOCKHOLM OR THROUGH AN OFFER TO BUY DIRECTED TO ALL
SHAREHOLDERS, OR TO SHAREHOLDERS HOLDING A CERTAIN CLASS OF
SHARES, BUY BACK AT THE MOST AS MANY SHARES SO THAT AFTER THE
ACQUISITION THE COMPANY'S HOLDING OF OWN SHARES CORRESPONDS TO
10% OF THE ALL SHARES IN THE COMPANY; THE SHARES MAY BE BOUGHT
ON NASDAQ OMX STOCKHOLM AT A PRICE WITHIN THE REGISTERED PRICE
INTERVAL ON EACH OCCASION OR, WHEN ACQUIRED THROUGH AN OFFER TO
BUY FOR A CASH COMPENSATION, AT A PRICE CORRESPONDING TO THE
LOWEST MARKET PRICE AT THE TIME OF THE OFFER WITH A MAXIMUM
DEVIATION OF 30% UPWARDS; TO DECIDE, ON NASDAQ OMX STOCKHOLM OR
IN CONNECTION WITH FOR EXAMPLE AN ACQUISITION, AND WITH OR
WITHOUT A DEVIATION FROM SHAREHOLDERS' PREFERENTIAL RIGHTS, TO
DIVEST A MAXIMUM OF ALL OWN SHARES HELD BY THE COMPANY ON NASDAQ
OMX STOCKHOLM, AT A PRICE WITHIN THE REGISTERED PRICE INTERVAL
ON EACH OCCASION, OR, IF DIVESTED IN SOME OTHER MANNER, AT A
PRICE CORRESPONDING TO THE MARKET PRICE OF THE SHARES AT THE
TIME OF THE TRANSFER WITH ANY DEVIATION THE BOARD CONSIDERS
APPROPRIATE TO IMPROVE THE COMPANY'S CAPITAL STRUCTURE
20. Management ADOPT THE GUIDELINES FOR THE REMUNERATION TO THE SENIOR OFFICERS For For
21. Non-Voting OTHER MATTERS
22. Non-Voting CLOSURE OF THE MEETING
- ----------------------------------------------------------------------------------------------------------------------
PHILIPS ELECTRS N V (KONINKLIJKE PHILIPS ELECTRS N
Ticker: Security ID: NL0000009538
Meeting Date: 03/27/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
2.a Management ADOPTION OF THE 2008 FINANCIAL STATEMENTS. No Action
2.c Management ADOPTION OF THE DISTRIBUTION TO SHAREHOLDERS OF EUR 0.70 PER No Action
COMMON SHARE AGAINST THE RETAINED EARNINGS.
2.d Management DISCHARGE OF THE RESPONSIBILITIES OF THE MEMBERS OF THE BOARD OF No Action
MANAGEMENT.
2.e Management DISCHARGE OF THE RESPONSIBILITIES OF THE MEMBERS OF THE No Action
SUPERVISORY BOARD.
3 Management RE-APPOINTMENT OF MR P-J. SIVIGNON AS MEMBER OF THE BOARD OF No Action
MANAGEMENT.
4.a Management RE-APPOINTMENT OF MR. J.J. SCHIRO AS MEMBER OF THE SUPERVISORY No Action
BOARD.
4.b Management APPOINTMENT OF MR. J. VAN DER VEER AS MEMBER OF THE SUPERVISORY No Action
BOARD.
4.c Management APPOINTMENT OF MS. C.A. POON AS MEMBER OF THE SUPERVISORY BOARD. No Action
5. Management AMENDMENT OF THE LONG-TERM INCENTIVE PLAN. No Action
6.a Management AUTHORIZATION OF THE BOARD OF MANAGEMENT TO ISSUE OR GRANT RIGHTS No Action
TO ACQUIRE SHARES.
6.b Management AUTHORIZATION OF THE BOARD OF MANAGEMENT TO RESTRICT OR EXCLUDE No Action
PRE-EMPTION RIGHTS.
7. Management AUTHORIZATION OF THE BOARD OF MANAGEMENT TO ACQUIRE SHARES IN THE No Action
COMPANY.
- ----------------------------------------------------------------------------------------------------------------------
PORSCHE AUTOMOBIL HLDG SE
Ticker: Security ID: DE000PAH0038
Meeting Date: 01/30/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THESE SHARES HAVE NO VOTING RIGHTS, SHOULD YOU
WISH TO ATTEND THE MEETING PERSONALLY, YOU MAY APPLY FOR AN
ENTRANCE CARD. THANK YOU.
Non-Voting PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 09 JAN
2009, WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD
DATE 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GERMAN LAW.
THANK YOU
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU
1. Non-Voting PRESENTATION OF THE ADOPTED FINANCIAL STATEMENTS, THE APPROVED
CONSOLIDATED FINANCIAL STATEMENTS AND THE COMBINED MANAGEMENT
REPORT FOR THE COMPANY AND THE GROUP FOR THE BUSINESS YEAR
2007/2008 [01 AUG 2007-31 JUL 2008] WITH THE REPORT OF THE
SUPERVISORY BOARD
2. Non-Voting RESOLUTION ON THE APPROPRIATION OF THE DISTRIBUTABLE PROFIT OF
EUR 2,190,000,0-00 AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR
2.694 PER COMMON SHARE PAYMENT OF-A DIVIDEND OF EUR 2.70 PER
PREFERRED SHARE EUR 1,718,025,000 SHALL BE ALLOCATED TO THE
REVENUE RESERVE EX-DIVIDEND AND PAYABLE DATE: 02 FEB 2009
3. Non-Voting RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING DIRECTORS
4. Non-Voting RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD
5.1. Non-Voting ELECTIONS TO THE SUPERVISORY BOARD: MR. WOLFGANG PORSCHE
5.2. Non-Voting ELECTIONS TO THE SUPERVISORY BOARD: MR. ULRICH LEHNER
5.3. Non-Voting ELECTIONS TO THE SUPERVISORY BOARD: MR. FERDINAND K. PIECH
5.4. Non-Voting ELECTIONS TO THE SUPERVISORY BOARD: MR. HANS MICHEL PIECH
5.5. Non-Voting ELECTIONS TO THE SUPERVISORY BOARD: MR. FERDINAND OLIVER PORSCHE
5.6. Non-Voting ELECTIONS TO THE SUPERVISORY BOARD: MR. HANS PETER PORSCHE
6. Non-Voting RESOLUTION ON THE REMUNERATION FOR MEMBERS OF THE SUPERVISORY
BOARD A) AA) EACH MEMBER OF THE SUPERVISORY BOARD SHALL
RECEIVED A FIXED ANNUAL REMUNERATION OF EUR 25,000 IN
PROPORTION TO THE PERIOD FROM 13 NOV 2007 TO 31 JUL 2008 AND TO
THE PERIOD FROM 01 AUG 2008 TO 30 JAN 2009 BB) EACH MEMBER OF
THE SUPERVISORY BOARD SHALL RECEIVE AN ATTENDANCE FEE OF EUR
3,000 PER SUPERVISORY BOARD MEETING AND PER COMMITTEE MEETING;
CC) EACH MEMBER OF THE SUPERVISORY BOARD SHALL RECEIVE A
PROFIT RELATED REMUNERATION OF EUR 10 PER EVERY EUR 1,000,000 OF
THE COMPANY'S EARNINGS BEFORE TAX IN EXCESS OF EUR
300,000,000: FOR THE 2007/20-08 FY, PROPORTIONATELY TO THE
PERIOD
Non-Voting FROM 13 NOV 2007 TO 31 JUL 2008 FOR THE 3 FY PRECEDING THE
2007/2008 FY, PROPORTIONATELY TO THE PERIOD FROM 13 NOV 2007 TO
31 JUL 2008 FOR THE 2008/2009 FY, PROPORTIONATELY TO THE PERIOD
FROM 01 AUG 2008 TO 30 JAN 2009 FOR THE 3 FY PRECEDING THE
2008/2009 FY, PROPORTIONATELY TO THE PERIOD FROM 01 AUG 2008 TO
30 JAN 2009 B) THE CHAIRMAN SHALL RECEIVE TWICE, THE DEPUTY
CHAIRMAN ONE AND A HALF TIMES, THE AMOUNT UNDER A), AA) AND C-C)
7. Non-Voting AMENDMENTS TO SECTION 9(1) TO (3) AND SECTION 18(2) OF THE
ARTICLES OF ASSOCIA-TION, THE BOARD OF MANAGING DIRECTORS AND
THE WORKS COUNCIL HAVE AGREED THAT EMPLOYEE REPRESENTATIVES
HAVING ACCEPTED THEIR ELECTION SHALL BE IMMEDIATELY AD-MITTED TO
THE SUPERVISORY BOARD; THE APPROVAL BY THE GENERAL MEETING IS NO
LONGER NECESSARY, SECTION 18(2) SHALL BE AMENDED IN RESPECT OF
THE RIGHT OF ATTEN-DANCE AND VOTING AT SHAREHOLDERS, MEETINGS
BEING CONTINGENT UPON SHAREHOLDERS REGISTERING WITH THE COMPANY
BY THE SEVENTH DAY BEFORE THE MEETING, AND PROVIDING EVIDENCE
OF THEIR SHAREHOLDING AS PER THE STATUTORY RECORD DATE
8. Non-Voting APPOINTMENT OF AUDITORS FOR THE 2008/2009 FY: ERNST + YOUNG AG,
STUTTGART
- ----------------------------------------------------------------------------------------------------------------------
QBE INSURANCE GROUP LTD
Ticker: Security ID: AU000000QBE9
Meeting Date: 04/08/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Non-Voting RECEIVE THE FINANCIAL REPORTS AND THE REPORTS OF THE DIRECTORS
AND THE AUDITORS OF THE COMPANY FOR THE YE 31 DEC 2008
2. Management ADOPT THE REMUNERATION REPORT OF THE COMPANY FOR THE FYE 31 DEC For For
2008
3. Management RATIFY THE COMPANY, FOR THE PURPOSES OF ASX LISTING RULE 7.4 AND For For
FOR ALL OTHER PURPOSES, THE COMPANY RATIFY THE ALLOTMENT AND
ISSUE OF 97,560,976 SHARES [AT AN ISSUE PRICE OF AUD 20.50 PER
SHARE] ON 04 DEC 2008 TO INSTITUTIONAL INVESTORS
S.4 Management APPROVE TO RENEWS PROPORTIONAL TAKEOVER APPROVAL PROVISIONS IN For For
THE FORM AS SPECEFIED IN CLAUSES 117 TO 119 OF THE COMPANY'S
CONSTITUTION, FOR THE PURPOSES OF SECTION 648G OF THE
CORPORATIONS ACT
5.A Management RE-ELECT MR. E.J. CLONEY AS A DIRECTOR OF THE COMPANY, WHO For For
RETIRES BY ROTATION IN ACCORDANCE WITH CLAUSE 76 OF THE
COMPANY'S CONSTITUTION
5.B Management RE-ELECT MS. I.F. HUDSON AS A DIRECTOR OF THE COMPANY, WHO For For
RETIRES BY ROTATION IN ACCORDANCE WITH CLAUSE 76 OF THE
COMPANY'S CONSTITUTION
5.C Management RE-ELECT MS. B.J. HUTCHINSON AS A DIRECTOR OF THE COMPANY, WHO For For
RETIRES BY ROTATION IN ACCORDANCE WITH CLAUSE 76 OF THE
COMPANY'S CONSTITUTION
5.D Management RE-ELECT MS. I.Y.L. LEE AS A DIRECTOR OF THE COMPANY, WHO RETIRES For For
BY ROTATION IN ACCORDANCE WITH CLAUSE 76 OF THE COMPANY'S
CONSTITUTION
- ----------------------------------------------------------------------------------------------------------------------
REPSOL YPF S A
Ticker: Security ID: ES0173516115
Meeting Date: 05/14/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE
WILL BE A SE-COND CALL ON 14 MAY 2009. CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 548646 DUE TO
RECEIPT OF ADDITIONAL RESOLUTIONS. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISR-EGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK YOU.
1. Management APPROVE, IF APPROPRIATE, OF THE ANNUAL FINANCIAL STATEMENTS AND For For
THE MANAGEMENT REPORT OF REPSOL YPF, S.A., OF THE CONSOLIDATED
ANNUAL FINANCIAL STATEMENTS AND THE CONSOLIDATED MANAGEMENT
REPORT, FOR THE FYE 31 DEC 2008, OF THE PROPOSAL OF APPLICATION
OF ITS EARNINGS AND OF THE MANAGEMENT BY THE BOARD OF DIRECTORS
DURING SAID YEAR
2.1 Management RE-ELECT MR. LUIS SUAREZ DE LEZO MANTILLA AS A DIRECTOR For For
2.2 Management APPOINT MRS. MARIA ISABEL GABARRO MIQUEL AS A DIRECTOR For For
3. Management APPOINT THE ACCOUNTS AUDITOR OF REPSOL YPF, S.A. AND ITS For For
CONSOLIDATED GROUP
4. Management AUTHORIZE THE BOARD OF DIRECTORS, WITH EXPRESS POWER OF For For
DELEGATION, FOR THE DERIVATIVE ACQUISITION OF SHARES OF REPSOL
YPF, S.A., DIRECTLY OR THROUGH CONTROLLED COMPANIES, WITHIN A
PERIOD OF 18 MONTHS FROM THE RESOLUTION OF THE SHAREHOLDERS
MEETING, LEAVING WITHOUT EFFECT THE AUTHORIZATION GRANTED BY THE
ORDINARY GENERAL SHAREHOLDERS MEETING HELD ON 14 MAY 2008
5. Management AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE DEBENTURES, BONDS AND For For
ANY OTHER FIXED RATE SECURITIES OF ANALOGOUS NATURE, SIMPLES OR
EXCHANGEABLES BY ISSUED SHARES OF OTHER COMPANIES, AS WELL AS
PROMISSORY NOTES AND PREFERENCE SHARES, AND TO GUARANTEE THE
ISSUE OF SECURITIES BY COMPANIES WITHIN THE GROUP, LEAVING
WITHOUT EFFECT, IN THE PORTION NOT USED, THE EIGHTH RESOLUTION
OF THE GENERAL SHAREHOLDERS' MEETING HELD ON 31 MAY 2005
6. Management APPROVE THE DELEGATION OF POWERS TO SUPPLEMENT, DEVELOP, EXECUTE, For For
RECTIFY AND FORMALIZE THE RESOLUTIONS ADOPTED BY THE GENERAL
SHAREHOLDERS' MEETING
- ----------------------------------------------------------------------------------------------------------------------
RIO TINTO PLC, LONDON
Ticker: Security ID: GB0007188757
Meeting Date: 04/15/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE FINANCIAL STATEMENTS AND THE REPORTS OF THE DIRECTORS For For
AND AUDITORS FYE 31 DEC 2008
2. Management APPROVE THE REMUNERATION REPORT For For
3. Management ELECT MR. JAN DU PLESSIS AS A DIRECTOR For For
4. Management RE-ELECT SIR DAVID CLEMENTI AS A DIRECTOR For For
5. Management RE-ELECT SIR ROD EDDINGTON AS A DIRECTOR For For
6. Management RE-ELECT MR. ANDREW GOULD AS A DIRECTOR For For
7. Management RE-ELECT MR. DAVID MAYHEW AS A DIRECTOR For For
8. Management RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS AUDITORS OF RIO TINTO For For
PLC AND AUTHORIZE THE AUDIT COMMITTEE TO DETERMINE THEIR
REMUNERATION
9. Management APPROVE THE NON EXECUTIVE DIRECTOR'S FEE For For
10. Management AUTHORIZE TO INCREASE THE SHARE CAPITAL AND AUTHORITY TO ALLOT For For
RELEVANT SECURITIES UNDER SECTION 80 OF THE COMPANIES ACT 1985
S.11 Management GRANT AUTHORITY TO ALLOT RELEVANT SECURITIES FOR CASH UNDER For For
SECTION 89 OF THE COMPANIES ACT 1985
S.12 Management APPROVE THE NOTICE PERIOD FOR GENERAL MEETINGS OTHER THAN AGM For For
13. Management GRANT AUTHORITY TO PAY SCRIP DIVIDENDS For For
S.14 Management ADOPT AND AMEND THE NEW ARTICLES OF ASSOCIATION OF THE COMPANY For For
Non-Voting PLEASE NOTE THAT THIS IS AN AGM. THANK YOU
- ----------------------------------------------------------------------------------------------------------------------
ROCHE HLDG LTD
Ticker: Security ID: CH0012032048
Meeting Date: 03/10/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THESE SHARES HAVE NO VOTING RIGHTS, SHOULD YOU
WISH TO ATTEND-THE MEETING PERSONALLY, YOU MAY APPLY FOR AN
ENTRANCE CARD BY CONTACTING YOUR-CLIENT REPRESENTATIVE. THANK
YOU
1.1 Non-Voting THE BOARD OF DIRECTORS PROPOSES THAT THE ANNUAL REPORT, ANNUAL
FINANCIAL STATE-MENTS AND CONSOLIDATED FINANCIAL STATEMENTS FOR
2008 BE APPROVED
1.2 Non-Voting THE BOARD OF DIRECTORS PROPOSES THAT THE REMUNERATION REPORT BE
APPROVED; THIS-VOTE IS PURELY CONSULTATIVE
2. Non-Voting RATIFICATION OF THE BOARD OF DIRECTORS ACTION
3. Non-Voting APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF CHF 5.00 PER
SHARE
4.1 Non-Voting RE-ELECTION OF PROF. SIR JOHN BELL TO THE BOARD FOR A TERM OF 3
YEARS AS PROVIDED BY THE ARTICLES OF INCORPORATION
4.2 Non-Voting RE-ELECTION OF MR. ANDRE HOFFMANN TO THE BOARD FOR A TERM OF 3
YEARS AS PROVIDED BY THE ARTICLES OF INCORPORATION
4.3 Non-Voting RE-ELECTION OF DR. FRANZ B. HUMER TO THE BOARD FOR A TERM OF 3
YEARS AS PROVIDED BY THE ARTICLES OF INCORPORATION
5. Non-Voting ELECTION OF STATUTORY AUDITORS, THE BOARD OF DIRECTORS PROPOSES
THAT KPMG LTD., BE ELECTED AS STATUTORY AUDITORS FOR THE 2009
FY
- ----------------------------------------------------------------------------------------------------------------------
ROYAL BANK OF SCOTLAND GROUP PLC, EDINBURGH
Ticker: Security ID: GB0007547838
Meeting Date: 11/20/2008 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management GRANT AUTHORITY TO INCREASE THE SHARE CAPITAL OF THE COMPANY BY For For
THE CREATION OF AN ADDITIONAL 22,909,776,276 ORDINARY SHARES OF
25 PENCE EACH IN THE CAPITAL OF THE COMPANY, SUCH SHARES FORMING
ONE CLASS WITH THE EXISTING ORDINARY SHARES AND HAVING ATTACHED
THERETO THE RESPECTIVE RIGHTS AND PRIVILEGES AND BEING SUBJECT
TO THE LIMITATIONS AND RESTRICTIONS AS SPECIFIED IN THE ARTICLES
OF ASSOCIATION OF THE COMPANY AND AUTHORIZE THE DIRECTORS TO
ALLOT RELEVANT SECURITIES CONFERRED BY ARTICLE 13(B) OF THE
ARTICLES OF ASSOCIATION FOR THE PRESCRIBED PERIOD ENDING ON THE
DATE OF THE AGM IN 2009 BE VARIED BY INCREASING THE SECTION 80
AMOUNT [AS DEFINED IN THE ARTICLES OF ASSOCIATION] BY GBP
5,727,444,069 TO GBP 8,092,121,756
2. Management APPROVE, THAT SUBJECT TO THE PLACING AND OPEN OFFER OF For For
22,909,776,276 NEW SHARES IN THE COMPANY, AS DESCRIBED IN THE
COMPANY CIRCULAR TO SHAREHOLDERS OF WHICH THIS NOTICE FORMS PART
[AS SPECIFIED], BECOMING UNCONDITIONAL [SAVE FOR ANY CONDITIONS
RELATING TO ADMISSION], THE WAIVER BY THE PANEL ON TAKEOVERS AND
MERGERS OF THE OBLIGATION WHICH MIGHT OTHERWISE ARISE FOR HM
TREASURY TO MAKE A GENERAL CASH OFFER TO THE REMAINING ORDINARY
SHAREHOLDERS OF THE COMPANY FOR ALL OF THE ISSUED ORDINARY
SHARES IN THE CAPITAL OF THE COMPANY HELD BY THEM PURSUANT TO
RULE 9 OF THE CITY CODE ON TAKEOVERS AND MERGERS, FOLLOWING
COMPLETION OF THE PLACING AND OPEN OFFER AS SPECIFIED
- ----------------------------------------------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC
Ticker: Security ID: GB00B03MM408
Meeting Date: 05/19/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management ADOPT THE ANNUAL REPORT AND ACCOUNTS For For
2. Management APPROVE THE REMUNERATION REPORT For For
3. Management APPOINT MR. SIMON HENRY AS A DIRECTOR For For
4. Management RE-APPOINT MR. LORD KERR OF KINLOCHARD AS A DIRECTOR For For
5. Management RE-APPOINT MR. WIM KOK AS A DIRECTOR For For
6. Management RE-APPOINT MR. NICK LAND AS A DIRECTOR For For
7. Management RE-APPOINT MR. JORMA OLLILA AS A DIRECTOR For For
8. Management RE-APPOINT MR. JEROEN VEN DER VEER AS A DIRECTOR For For
9. Management RE-APPOINT MR. HANS WIJERS AS A DIRECTOR For For
10. Management RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS THE AUDITORS OF THE For For
COMPANY
11. Management APPROVE THE REMUNERATION OF THE AUDITORS For For
12. Management GRANT AUTHORITY FOR THE ISSUE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITH PRE-EMPTIVE RIGHTS UP TO AGGREGATE NOMINAL
AMOUNT OF EUR 145 MILLION
S.13 Management GRANT AUTHORITY, SUBJECT TO THE PREVIOUS RESOLUTION BEING PASSED, For For
FOR THE ISSUE OF EQUITY OR EQUITY-LINKED SECURITIES WITHOUT PRE-
EMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 21 MILLION
S.14 Management GRANT AUTHORITY TO PURCHASE 624 MILLION ORDINARY SHARES FOR For For
MARKET PURCHASE
15. Management AUTHORIZE THE COMPANY AND ITS SUBSIDIARIES TO MAKE EU POLITICAL For For
DONATIONS TO POLITICAL ORGANIZATIONS OTHER THAN POLITICAL
PARTIES UP TO GBP 200,000 AND TO INCUR EU POLITICAL EXPENDITURE
UP TO GBP 200,000
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF AUDITOR
NAME. IF YOU HAV-E ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
SAGE GROUP PLC
Ticker: Security ID: GB0008021650
Meeting Date: 03/03/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE AND APPROVE THE AUDITED ACCOUNTS FOR THE YE 30 SEP 2008 For For
TOGETHER WITH THE REPORTS OF THE DIRECTORS AND THE AUDITORS
2. Management DECLARE A FINAL DIVIDEND RECOMMENDED BY THE DIRECTORS OF 4.78P For For
PER ORDINARY SHARE FOR THE YE 30 SEP 2008 TO BE PAID ON 06 MAR
2009 TO THE MEMBERS WHOSE NAMES APPEAR ON THE REGISTER AT THE
CLOSE OF BUSINESS ON 06 FEB 2009
3. Management RE-ELECT MR. G. S. BERRUYER AS A DIRECTOR For For
4. Management RE-ELECT MR. T. C. W. INGRAM AS A DIRECTOR For For
5. Management RE-APPOINT MESSRS. PRICEWATERHOUSECOOPERS LLP AS THE AUDITORS TO For For
THE COMPANY AND AUTHORIZE THE DIRECTORS TO DETERMINE THEIR
REMUNERATION
6. Management APPROVE THE REMUNERATION REPORT FOR THE YE 30 SEP 2008 For For
7. Management AUTHORIZE THE DIRECTORS, SUBJECT TO AND IN ACCORDANCE WITH For For
ARTICLE 6 OF THE COMPANY'S ARTICLES OF ASSOCIATION, TO ALLOT
RELEVANT SECURITIES UP TO A MAXIMUM NOMINAL AMOUNT OF GBP
4,365,191; ALL PREVIOUS AUTHORITIES UNDER SECTION 80 OF THE
COMPANIES ACT 1985 SHALL CEASE TO HAVE EFFECT; [AUTHORITY
EXPIRES AT THE CONCLUSION OF THE NEXT AGM OF THE COMPANY]
S.8 Management AUTHORIZE THE DIRECTORS, SUBJECT TO AND IN ACCORDANCE WITH For For
ARTICLE 7 OF THE COMPANY'S ARTICLES OF ASSOCIATION, TO ALLOT
EQUITY SECURITIES FOR CASH AND THAT, FOR THE PURPOSES OF
PARAGRAPH 1[B] OF ARTICLE 7, THE NOMINAL AMOUNT TO WHICH THIS
POWER IS LIMITED IS GBP 654,778; AND THE POWER GIVEN TO THE
DIRECTORS BY THIS RESOLUTION BE EXTENDED TO SALES FOR CASH OF
ANY SHARES WHICH THE COMPANY MAY HOLD AS TREASURY SHARES
S.9 Management AUTHORIZE THE COMPANY TO MAKE ONE OR MORE MARKET PURCHASES For For
[WITHIN THE MEANING OF SECTION 166 OF THE COMPANIES ACT 1985] OF
ORDINARY SHARES IN THE CAPITAL OF THE COMPANY ON SUCH TERMS AND
IN SUCH MANNER AS THE DIRECTORS SHALL DETERMINE PROVIDED THAT:
THE MAXIMUM NUMBER OF ORDINARY SHARES WHICH MAY BE ACQUIRED
PURSUANT TO THIS AUTHORITY IS 130,955,755 ORDINARY SHARES IN THE
CAPITAL OF THE COMPANY; THE MINIMUM PRICE WHICH MAY BE PAID FOR
EACH SUCH ORDINARY SHARE IS ITS NOMINAL VALUE AND THE MAXIMUM
PRICE IS THE HIGHER OF 105% OF THE AVERAGE OF THE MIDDLE MARKET
QUOTATIONS FOR AN ORDINARY SHARE AS DERIVED FROM THE LONDON
STOCK EXCHANGE DAILY OFFICIAL LIST FOR THE 5 BUSINESS DAYS
IMMEDIATELY BEFORE THE PURCHASE IS MADE AND THE AMOUNT
STIPULATED BY ARTICLE 5[1] OF THE BUY-BACK AND STABILIZATION
REGULATION 2003 [IN EACH CASE EXCLUSIVE OF EXPENSES]; [AUTHORITY
EXPIRES THE EARLIER OF THE CONCLUSION OF THE NEXT AGM OR 31 MAR
2010]
S.10 Management ADOPT THE ARTICLES OF ASSOCIATION OF THE COMPANY IN SUBSTITUTION For For
FOR, AND TO THE EXCLUSION OF THE EXISTING ARTICLES OF
ASSOCIATION AS SPECIFIED
11. Management AMEND THE RULES OF THE SAGE GROUP PERFORMANCE SHARE PLAN, AS For For
SPECIFIED AND AUTHORIZE THE DIRECTORS OR A DULY AUTHORIZED
COMMITTEE OF THEM, BE AUTHORIZED TO DO ALL SUCH ACTS AND THINGS
AS THEY MAY CONSIDER NECESSARY OR EXPEDIENT TO CARRY THE
AMENDMENT INTO EFFECT
- ----------------------------------------------------------------------------------------------------------------------
SALZGITTER AG, SALZGITTER
Ticker: Security ID: DE0006202005
Meeting Date: 05/27/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU
Non-Voting PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 06 MAY
2009, WHEREAS THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD
DATE 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GERMAN LAW.
THANK YOU
1. Non-Voting PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL REPORT FOR
THE 2008 FY WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP
FINANCIAL STATEMENTS AND ANNUAL REPORT, AND THE REPORT PURSUANT
TO SECTIONS 289[4] AND 315[4] OF THE GERMAN COMMERCIAL CODE
2. Management RESOLUTION ON THE APPROPRIATION OF THE DISTRIBUTABLE PROFIT OF For For
EUR 84,150,000 AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 1.40 PER
SHARE EUR 14,200 SHALL BE CARRIED FORWARD EX-DIVIDEND AND
PAYABLE DATE: 28 MAY 2009
3. Management RATIFICATION OF THE ACTS OF THE BOARD OF MDS For For
4. Management RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD For For
5. Management APPOINTMENT OF THE AUDITORS FOR THE 2009 FY : For For
PRICEWATERHOUSECOOPERS AG, HANOVER
6. Management AUTHORIZATION TO ACQUIRE OWN SHARES, THE COMPANY SHALL BE For For
AUTHORIZED TO ACQUIRE OWN SHARES OF UP TO EUR 16, 161,527.33, AT
PRICES NOT DEVIATING MORE THAN 10% FROM THE MARKET PRICE, ON OR
BEFORE 26 NOV 2010, THE BOARD OF MDS MAY DISPOSE OF THE SHARES
IN A MANNER OTHER THAN THE STOCK EXCHANGE OR A RIGHTS OFFERING
IF THEY ARE SOLD AT A PRICE NOT MATERIALLY BELOW THEIR MARKET
PRICE, OR USE THE SHARES FOR ACQUISITION PURPOSES, AS EMPLOYEE
SHARES OR FOR SATISFYING OPTION OR CONVERSION RIGHTS, AND RETIRE
THE SHARES
7. Management AUTHORIZATION TO INCREASE THE SHARE CAPITAL, AND THE For For
CORRESPONDENCE AMENDMENT TO THE ARTICLES OF ASSOCIATION, THE
BOARD OF MDS SHALL BE AUTHORIZED, WITH THE CONSENT OF THE
SUPERVISORY BOARD, TO INCREASE THE SHARE CAPITAL BY UP TO EUR
80,807,636.65 THROUGH THE ISSUE OF UP TO 30,048,500 NEW BEARER
SHARES AGAINST PAYMENT IN CASH OR KIND, ON OR BEFORE 26 MAY
2014, SHAREHOLDERS SHALL BE GRANTED SUBSCRIPTION RIGHTS, EXCEPT
FOR A CAPITA L INCREASE AGAINST PAYMENT IN KIND, FOR RESIDUAL
AMOUNTS, FOR THE GRANTING OF SUCH RIGHTS TO BONDHOLDERS, FOR THE
ISSUE OF NEW SHARES AT A PRICE NOT MATERIALLY BELOW THEIR MARKET
PRICE, AND FOR THE ISSUE OF UP TO 3,004,850 EMPLOYEE SHARES
8. Management AUTHORIZATION TO ISSUE WARRANT, CONVERTIBLE OR INCOME BONDS, OR For For
PRO FIT SHARING RIGHTS, THE CREATION OF CONTINGENT CAPITAL, AND
THE CORRESPONDENCE AMENDMENTS TO THE ARTICLES OF ASSOCIATION THE
BOARD OF MDS SHALL BE AUTHORIZED, WITH THE CONSENT OF THE
SUPERVISORY BOARD, TO ISSUE BONDS OR PROFIT-SHARING RIGHTS OF UP
TO EUR 1,000,000, 000, CONFERRING A CONVERSION OR OPTION RIGHT
FOR NEW SHARES OF THE COMPANY, ON OR BEFORE 26 MAY 2014
- ----------------------------------------------------------------------------------------------------------------------
SANKYO CO.,LTD.
Ticker: Security ID: JP3326410002
Meeting Date: 06/26/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management APPROVE APPROPRIATION OF PROFITS For For
2 Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
- ----------------------------------------------------------------------------------------------------------------------
SANOFI-AVENTIS
Ticker: Security ID: FR0000120578
Meeting Date: 04/17/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
Non-Voting PLEASE NOTE THAT THIS IS A MIX MEETING. THANK YOU.
O.1 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.2 Management RECEIVE THE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY For For
REPORTS
O.3 Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 2.20 PER For For
SHARE
O.4 Management RATIFY THE APPOINTMENT OF MR. CHRIS VIEHBACHER AS A DIRECTOR For For
O.5 Management APPROVE THE AUDITORS' SPECIAL REPORT REGARDING RELATED-PARTY For For
TRANSACTIONS
O.6 Management APPROVE THE TRANSACTION WITH MR. CHRIS VIEHBACHER REGARDING For For
SEVERANCE PAYMENTS
O.7 Management GRANT AUTHORITY FOR THE REPURCHASE OF UP TO 10% OF ISSUED SHARE For For
CAPITAL
E.8 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT
OF EUR 1.3 BILLION
E.9 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL
AMOUNT OF EUR 500 MILLION
E.10 Management GRANT AUTHORITY FOR THE CAPITAL INCREASE OF UP TO 10% OF ISSUED For For
CAPITAL FOR FUTURE ACQUISITIONS
E.11 Management AUTHORIZE THE BOARD TO INCREASE CAPITAL IN THE EVENT OF For For
ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER
VOTE ABOVE
E.12 Management GRANT AUTHORITY FOR THE CAPITALIZATION OF RESERVES OF UP TO EUR For For
500 MILLION FOR BONUS ISSUE OR INCREASE IN PAR VALUE
E.13 Management APPROVE THE EMPLOYEE STOCK PURCHASE PLAN For For
E.14 Management GRANT AUTHORITY FOR THE USE OF UP TO 2.5% OF ISSUED CAPITAL IN For For
THE STOCK OPTION PLAN
E.15 Management GRANT AUTHORITY FOR THE USE OF UP TO 1.0% OF ISSUED CAPITAL IN For For
THE RESTRICTED STOCK PLAN
E.16 Management APPROVE THE REDUCTION IN SHARE CAPITAL VIA CANCELLATION OF For For
REPURCHASED SHARES
E.17 Management AMEND ARTICLE 15 OF THE BYLAWS REGARDING THE AUDIT COMMITTEE For For
E.18 Management GRANT AUTHORITY FOR THE FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
- ----------------------------------------------------------------------------------------------------------------------
SCHNEIDER ELECTRIC SA, RUEIL MALMAISON
Ticker: Security ID: FR0000121972
Meeting Date: 04/23/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GL-OBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
O.1 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.2 Management APPROVE THE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY For For
REPORTS
O.3 Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 3.45 PER For For
SHARE
O.4 Management APPROVE THE AUDITORS SPECIAL REPORT REGARDING RELATED PARTY For For
TRANSACTIONS
O.5 Management APPROVE THE TRANSACTION WITH MR. JEAN PASCAL TRICOIRE REGARDING For For
PENSION SCHEME AND SEVERANCE PAYMENT
O.6 Management GRANT AUTHORITY TO REPURCHASE OF UP TO 10% OF ISSUED SHARE For For
CAPITAL
O.7 Management RATIFY THE CHANGE OF REGISTERED OFFICE TO 35, RUE JOSEPH MONIER, For For
92500 RUEIL MALMAISON AND AMEND ARTICLE 5 OF BYLAWS ACCORDINGLY
E.8 Management APPROVE TO UPDATE THE CORPORATE PURPOSE AND AMEND ARTICLE 2 OF For For
BYLAWS ACCORDINGLY
E.9 Management APPROVE THE SHARE OWNERSHIP DISCLOSURE THRESHOLD For For
E.10 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY LINKED For For
SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT
OF EUR 800 MILLION
E.11 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY LINKED For For
SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL
AMOUNT OF EUR 360 MILLION
E.12 Management AUTHORIZE THE BOARD TO INCREASE THE CAPITAL IN THE EVENT OF For For
ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER
VOTE ABOVE
E.13 Management GRANT AUTHORITY TO INCREASE THE CAPITAL FOR FUTURE EXCHANGE For For
OFFERS
E.14 Management GRANT AUTHORITY UP TO 3% OF ISSUED CAPITAL FOR USE IN STOCK For For
OPTION PLAN
E.15 Management GRANT AUTHORITY UP TO 1% OF ISSUED CAPITAL FOR USE IN RESTRICTED For For
STOCK PLAN
E.16 Management APPROVE THE EMPLOYEE STOCK PURCHASE PLAN For For
E.17 Management APPROVE THE STOCK PURCHASE PLAN RESERVED FOR INTERNATIONAL For For
EMPLOYEES
E.18 Management APPROVE THE REDUCTION IN SHARE CAPITAL VIA CANCELLATION OF For For
REPURCHASED SHARES
E.19 Management GRANT AUTHORITY FOR THE FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
A. Shareholder PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: APPROVE THE Against For
LIMIT OF REMUNERATION OF THE SUPERVISORY BOARD MEMBERS AT THE
AGGREGATE AMOUNT OF EUR 600,000
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 540645 DUE TO
ADDITION OF-RESOLUTION. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND-YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
SIMS GROUP LTD
Ticker: Security ID: AU000000SGM7
Meeting Date: 11/21/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Non-Voting RECEIVE THE FINANCIAL STATEMENTS OF SIMS GROUP LIMITED [THE
COMPANY] AND ITS CONTROLLED ENTITIES FOR THE YE 30 JUN 2008 AND
THE RELATED DIRECTORS' REPORT, DIRECTORS' DECLARATION AND THE
AUDITOR'S REPORT
2.1 Management RE-ELECT MR. JEREMY SUTCLIFFE AS AN EXECUTIVE DIRECTOR OF THE
COMPANY, WHO RETIRES BY ROTATION AT THE AGM IN ACCORDANCE WITH
THE COMPANY'S CONSTITUTION AND THE ASX LISTING RULES
2.2 Management RE-ELECT MR. NORMAN BOBINS AS AN INDEPENDENT NON-EXECUTIVE
DIRECTOR OF THE COMPANY, WHO RETIRES AT THE AGM IN ACCORDANCE
WITH THE COMPANY'S CONSTITUTION AND THE ASX LISTING RULES
2.3 Management RE-ELECT MR. GERALD MORRIS AS AN INDEPENDENT NON-EXECUTIVE
DIRECTOR OF THE COMPANY, WHO RETIRES AT THE AGM IN ACCORDANCE
WITH THE COMPANY'S CONSTITUTION AND THE ASX LISTING RULES
2.4 Management RE-ELECT MR. ROBERT LEWON AS AN INDEPENDENT NON-EXECUTIVE
DIRECTOR OF THE COMPANY, WHO RETIRES AT THE AGM IN ACCORDANCE
WITH THE COMPANY'S CONSTITUTION AND THE ASX LISTING RULES
Non-Voting MR. JOHN DILACQUA HAS INFORMED THE COMPANY THAT HE WILL BE
RETIRING AT THE CONCLUSION OF THE AGM AND WILL NOT BE STANDING
FOR RE-ELECTION
3. Management APPROVE, FOR THE PURPOSES OF ASX LISTING RULES 7.1 AND 10.14 FOR
MR. JEREMY SUTCLIFFE, EXECUTIVE DIRECTOR, TO HAVE ISSUED TO HIM
PERFORMANCE RIGHTS [PERFORMANCE RIGHTS] NUMBERING 44,440 AND
OPTIONS [OPTIONS] NUMBERING 135,435, AND THE ISSUE OF ANY SIMS
GROUP LIMITED ORDINARY SHARES UPON THE EXERCISE OF THOSE
PERFORMANCE RIGHTS AND OPTIONS UNDER THE TERMS OF THE SIMS GROUP
LONG TERM INCENTIVE PLAN AS SPECIFIED
4. Management APPROVE, FOR THE PURPOSES OF ASX LISTING RULES 7.1 AND 10.14 FOR
MR. DANIEL DIENST, THE GROUP CHIEF EXECUTIVE OFFICER, TO HAVE
ISSUED TO HIM 61,092 PERFORMANCE RIGHTS AND 181,654 OPTIONS, AND
THE ISSUE OF ANY SIMS GROUP LIMITED ORDINARY SHARES UPON THE
EXERCISE OF THOSE PERFORMANCE RIGHTS AND OPTIONS UNDER THE TERMS
OF THE SIMS GROUP LONG TERM INCENTIVE PLAN AS SPECIFIED
S.5 Management APPROVE TO CHANGE THE NAME OF THE COMPANY TO SIMS METAL
MANAGEMENT LIMITED
6. Management ADOPT THE REMUNERATION REPORT FOR THE YE 30 JUN 2008 [AS
SPECIFIED]
- ----------------------------------------------------------------------------------------------------------------------
SINGAPORE TELECOMMUNICATIONS LTD
Ticker: Security ID: SG1T75931496
Meeting Date: 07/25/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE AND ADOPT THE FINANCIAL STATEMENTS FOR THE FYE 31 MAR For For
2008, THE DIRECTORS' REPORT AND THE AUDITORS' REPORT THEREON
2. Management DECLARE A FINAL DIVIDEND OF 6.9 CENTS PER SHARE IN RESPECT OF THE For For
FYE 31 MAR 2008
3. Management RE-ELECT MR. GRAHAM JOHN BRADLEY AS AN INDEPENDENT MEMBER OF THE For For
AUDIT COMMITTEE, WHO RETIRE BY ROTATION IN ACCORDANCE WITH
ARTICLE 97 OF THE COMPANY'S ARTICLE OF ASSOCIATION
4. Management RE-ELECT MR. CHUMPOL NALAMLIENG AS A DIRECTOR, WHO RETIRE BY For For
ROTATION IN ACCORDANCE WITH ARTICLE 97 OF THE COMPANY'S ARTICLES
OF ASSOCIATION
5. Management RE-ELECT MR. NICKY TAN NG KUANG AS AN INDEPENDENT MEMBER OF THE For For
AUDIT COMMITTEE, WHO RETIRE BY ROTATION IN ACCORDANCE WITH
ARTICLE 97 OF THE COMPANY'S ARTICLES OF ASSOCIATION
6. Management RE-ELECT MR. DOMINIC CHIU FAI HO AS AN INDEPENDENT MEMBER OF THE For For
AUDIT COMMITTEE, WHO CEASES TO HOLD THE OFFICE IN ACCORDANCE
WITH ARTICLE 103 OF THE COMPANY'S ARTICLES OF ASSOCIATION
7. Management APPROVE THE PAYMENT OF DIRECTORS' FEES BY THE COMPANY OF UP TO For For
SGD 2,250,000 FOR THE FYE 31 MAR 2009 [2008: UP TO SGD
2,250,000]
8. Management RE-APPOINT THE AUDITORS AND AUTHORIZE THE DIRECTORS TO FIX THEIR For For
REMUNERATION
Non-Voting TRANSACT ANY OTHER BUSINESS
9. Management AUTHORIZE THE DIRECTORS TO ISSUE SHARES IN THE CAPITAL OF THE For For
COMPANY [SHARES] WHETHER BY WAY OF RIGHTS, BONUS OR OTHERWISE
AND/OR 2) MAKE OR GRANT OFFERS, AGREEMENTS OR POTIONS
[COLLECTIVELY, INSTRUMENTS] THAT MIGHT OR WOULD REQUIRE SHARES
TO BE ISSUED INCLUDING BUT NOT LIMITED TO THE CREATION AND ISSUE
OF [AS WELL AS ADJUSTMENTS TO] WARRANTS, DEBENTURES OR OTHER
INSTRUMENTS CONVERTIBLE INTO SHARES AT ANY TIME AND UPON SUCH
TERMS AND CONDITIONS AND FOR SUCH PURPOSES AND TO SUCH PERSONS
AS THE DIRECTORS MAY IN THEIR ABSOLUTE DISCRETION DEEM FIT; AND
(II) ISSUE SHARES IN PURSUANCE OF ANY INSTRUMENT MADE OR GRANTED
BY THE DIRECTORS WHILE THIS RESOLUTION WAS IN FORCE; PROVIDED
THAT THE AGREEMENT NUMBER OF SHARES TO BE ISSUED PURSUANT TO
THIS RESOLUTION [INCLUDING SHARES TO BE ISSUED IN PURSUANCE OF
INSTRUMENTS MADE OR GRANTED PURSUANT TO THIS RESOLUTION] DOES
NOT EXCEED 50% OF THE ISSUED SHARES IN THE CAPITAL OF THE
COMPANY [AS CALCULATED IN ACCORDANCE WITH THIS RESOLUTION] OF
WHICH THE AGGREGATE NUMBER OF SHARES TO BE ISSUED OTHER THAN ON
A PRO RATA BASIS TO SHAREHOLDERS OF THE COMPANY [INCLUDING
SHARES TO BE ISSUED IN PURSUANCE OF INSTRUMENT MADE OR GRANTED
PURSUANT TO THIS RESOLUTION] DOES NOT EXCEED 10% OF THE TOTAL
NUMBER ISSUED SHARES IN THE CAPITAL OF THE COMPANY; (II)
[SUBJECT TO SUCH MANNER OF CALCULATION AS ,MAY BE PRESCRIBED BY
THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED (SGX-ST)] TO
DETERMINE THE AGGREGATE NUMBER OF SHARES THAT MAY BE ISSUED
UNDER THIS RESOLUTION THE PERCENTAGE OF ISSUED SHARES SHALL BE
ON THAT TOTAL NUMBER OF ISSUED SHARES IN THE CAPITAL OF THE
COMPANY AT THE TIME THE RESOLUTION IS PASSED AFTER ADJUSTING
FOR: (A) NEW SHARES ARISING FROM THE CONVERSION OR EXERCISE OF
ANY CONVERTIBLE SECURITIES OR SHARE OPTIONS OR VESTING OF SHARE
AWARDS WHICH ARE OUTSTANDING OR SUBSISTING AT THE TIME THIS
RESOLUTION IS PASSED AND (B) ANY
SUBSEQUENT CONSOLIDATION OR SUB DIVISION OF SHARES (III) IN
EXERCISING THE AUTHORITY CONFERRED BY THE RESOLUTION THE COMPANY
SHALL COMPLY WITH THE PROVISIONS OF THE LISTING MANUAL OF THE
SGX- ST AND THE RULES OF ANY OTHER STOCK EXCHANGE ON WHICH THE
SHARES OF THE COMPANY MAY FOR TIME BEING BE LISTED OR QUOTED FOR
THE TIME BEING IN FORCE AND THE ARTICLES OF ASSOCIATION FOR THE
TIME BEING OF THE COMPANY AND; [AUTHORITY SHALL CONTINUE IN
FORCE UNTIL THE CONCLUSION OF THE NEXT AGM OF THE COMPANY OR THE
DATE BY WHICH THE NEXT AGM OF THE COMPANY IS REQUIRED BY LAW TO
BE HELD]
10. Management AUTHORIZE THE DIRECTORS TO ALLOT AND ISSUE FROM TIME TO TIME SUCH For For
NUMBER OF SHARES IN THE CAPITAL OF THE COMPANY AS MAY BE
REQUIRED TO BE ISSUED PURSUANT TO EXERCISE THE OPTIONS UNDER THE
SINGAPORE TELECOM SHARE OPTION SCHEME 1999 [1999 SCHEME]
PROVIDED ALWAYS THAT THE AGGREGATE NUMBER OF SHARES TO BE ISSUED
PURSUANT TO BE 1999 SCHEME SHALL NOT EXCEED 5% OF THE TOTAL
NUMBER OF ISSUED SHARE [EXCLUDING TREASURY SHARES] IN THE
CAPITAL OF THE COMPANY FROM TIME TO TIME AS CALCULATED IN
ACCORDANCE THE RULES OF THE 1999 SCHEME
11. Management AUTHORIZE THE DIRECTORS TO GRANT AWARDS IN ACCORDANCE WITH THE For For
PROVISIONS OF THE SING TEL PERFORMANCE SHARE PLAN [SHARE PLAN]
AND TO ALLOT AND ISSUE FROM TIME TO TIME SUCH NUMBER OF FULLY
PAID UP SHARES IN THE CAPITAL OF THE COMPANY AS MAY BE REQUIRED
TO BE ISSUED PURSUANT TO THE VESTING OF AWARDS UNDER THE SHARE
PLAN, PROVIDED ALWAYS THAT THE AGGREGATE NUMBER OF SHARES TO BE
ISSUE PURSUANT TO THE 1999 SCHEME AND THE SHARE PLAN SHALL NOT
EXCEED 10% OF THE TOTAL NUMBER OF ISSUED SHARES IN THE CAPITAL
OF THE COMPANY FROM TIME TO TIME
- ----------------------------------------------------------------------------------------------------------------------
SINGAPORE TELECOMMUNICATIONS LTD
Ticker: Security ID: SG1T75931496
Meeting Date: 07/25/2008 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management AUTHORIZE THE DIRECTORS OF THE COMPANY, FOR THE PURPOSES OF For For
SECTIONS 76C AND 76E OF THE COMPANIES ACT CHAPTER 50 [THE
COMPANIES ACT], TO PURCHASE OR OTHERWISE ACQUIRE ISSUED ORDINARY
SHARES IN THE CAPITAL OF THE COMPANY [SHARES], NOT EXCEEDING IN
AGGREGATE THE MAXIMUM LIMIT [AS SPECIFIED],AT SUCH PRICE OR
PROCESS AS MAY BE DETERMINED BY THE DIRECTORS FROM TIME TO TIME
UP TO THE MAXIMUM PRICE [AS SPECIFIED] WHETHER BY WAY OF: MARKET
PURCHASES ON THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED
[SGX-ST], AND/OR ANY OTHER STOCK EXCHANGE ON WHICH THE SHARES
MAY FOR THE TIME BEING BE LISTED AND QUOTED [OTHER EXCHANGE]
AND/OR OFF-MARKET PURCHASES EFFECTED OTHERWISE THAN ON THE SGX-
ST OR, AS THE CASE MAY BE, OTHER EXCHANGE] IN ACCORDANCE WITH
ANY EQUAL ACCESS SCHEME(S), AS DETERMINED OR FORMULATED BY THE
DIRECTORS AS THEY CONSIDER FIR, WHICH SCHEME(S) SHALL SATISFY
ALL THE CONDITIONS PRESCRIBED BY THE COMPANIES ACT, IN THE CASE
OF A MARKET PURCHASE OF A SHARE 105% OF THE AVERAGE CLOSING
MARKET PRICE OF THE SHARES AND IN CASE OF AN OFF-MARKET PURCHASE
OF A SHARE PURSUANT TO AN EQUAL ACCESS SCHEME, 110% OF THE
AVERAGE CLOSING MARKET PRICE OF THE SHARES AND AUTHORIZE THE
DIRECTORS OF THE COMPANY AND/OR ANY OF THEM TO DO ALL SUCH ACTS
AND THINGS DEEMED NECESSARY TO GIVE EFFECT TO THIS RESOLUTION;
[AUTHORITY EXPIRES THE EARLIER OF THE NEXT AGM OF THE COMPANY OR
THE DATE BY WHICH THE NEXT AGM OF THE COMPANY IS REQUIRED BY LAW
TO BE HELD]
2. Management APPROVE, FOR THE PURPOSES OF RULE 10.14 OF THE ASX LISTING RULES, For For
THE PARTICIPATION BY THE RELEVANT PERSON IN THE RELEVANT PERIOD
SPECIFIED IN PARAGRAPH 3.2 OF THE CIRCULAR TO THE SHAREHOLDERS
AND THE CUFS HOLDERS DATED 26 JUN 2008 [THE CIRCULAR] IN THE
SINGTEL PERFORMANCE SHARE PLAN, ON THE SPECIFIED TERMS
S.3 Management AMEND ARTICLES 93, 97, 98 AND 103 OF THE ARTICLES OF THE For For
ASSOCIATION OF THE COMPANY AS SPECIFIED
- ----------------------------------------------------------------------------------------------------------------------
SKF AB
Ticker: Security ID: SE0000108227
Meeting Date: 04/21/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 550709 DUE TO
CHANGE IN VOTING STATUS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED.
Non-Voting PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION IN SWEDEN.
THANK YOU.
1. Non-Voting OPENING OF THE AGM
2. Non-Voting ELECTION OF MR. LEIF OSTLING AS THE CHAIRMAN OF THE AGM
3. Non-Voting DRAWING UP AND APPROVAL OF THE VOTING LIST
4. Non-Voting APPROVAL OF THE AGENDA
5. Non-Voting ELECTION OF THE PERSONS TO VERIFY THE MINUTES
6. Non-Voting CONSIDERATION OF WHETHER THE MEETING HAS BEEN DULY CONVENED
7. Non-Voting PRESENTATION OF THE ANNUAL REPORT AND AUDIT REPORT AS WELL AS
CONSOLIDATED ACCOUNTS AND AUDIT REPORT FOR THE GROUP
8. Non-Voting ADDRESS BY THE PRESIDENT
9. Management ADOPT THE INCOME STATEMENT AND BALANCE SHEET AND CONSOLIDATED For For
INCOME STATEMENT AND CONSOLIDATED BALANCE SHEET
10. Management APPROVE A DIVIDEND FOR THE FY 2008 OF SEK 3.50 PER SHARE; AND For For
THAT SHAREHOLDERS WITH HOLDINGS RECORDED ON FRIDAY, 24 APR 2009
BE ENTITLED TO RECEIVE THE PROPOSED DIVIDEND; SUBJECT TO
RESOLUTION BY THE AGM IN ACCORDANCE WITH THIS PROPOSAL, IT IS
EXPECTED THAT EUROCLEAR WILL DISTRIBUTE THE DIVIDEND ON
WEDNESDAY, 29 APR 2009
11. Management GRANT DISCHARGE TO THE BOARD MEMBERS AND THE PRESIDENT FROM For For
LIABILITY
12. Management APPROVE TO DETERMINE NUMBER OF BOARD MEMBERS AS 9 WITHOUT DEPUTY For For
MEMBERS
13. Management APPROVE THAT THE BOARD OF DIRECTORS, FOR THE PERIOD UP TO THE END For For
OF THE NEXT AGM, RECEIVE A FEE ACCORDING TO THE FOLLOWING: A
FIRM ALLOTMENT OF SEK 3,175,000, TO BE DISTRIBUTED WITH SEK
900,000 TO THE CHAIRMAN OF THE BOARD OF DIRECTORS AND WITH SEK
325,000 TO EACH OF THE OTHER BOARD MEMBERS ELECTED BY THE AGM
AND NOT EMPLOYED BY THE COMPANY; A VARIABLE ALLOTMENT
CORRESPONDING TO THE VALUE, CALCULATED AS BELOW, OF 3,200
COMPANY SHARES OF SERIES
B TO BE RECEIVED BY THE CHAIRMAN AND 1,200 SHARES OF SERIES B TO
BE RECEIVED BY EACH OF THE OTHER BOARD MEMBERS; AN ALLOTMENT FOR
COMMITTEE WORK OF SEK 575,000 TO BE DIVIDED WITH SEK 150,000 TO
THE CHAIRMAN OF THE AUDIT COMMITTEE, WITH SEK 100,000 TO EACH OF
THE OTHER MEMBERS OF THE AUDIT COMMITTEE AND WITH SEK 75,000 TO
EACH OF THE MEMBERS OF THE REMUNERATION COMMITTEE; A
PREREQUISITE FOR OBTAINING AN ALLOTMENT IS THAT THE BOARD MEMBER
IS ELECTED BY THE AGM AND NOT EMPLOYED BY THE COMPANY; WHEN
DECIDING UPON THE VARIABLE ALLOTMENT, THE VALUE OF A SHARE OF
SERIES B SHALL BE DETERMINED AT THE AVERAGE LATEST PAYMENT RATE
ACCORDING TO THE QUOTATIONS ON THE NASDAQ OMX STOCKHOLM AB
DURING THE 5 TRADING DAYS AFTER PUBLICATION OF THE COMPANY'S
PRESS RELEASE FOR THE FY 2009
14. Management RE-ELECT MESSRS. LEIF OSTLING, ULLA LITZEN, TOM JOHNSTONE, WINNIE For For
KIN WAH FOK, HANS-OLOV OLSSON, LENA TRESCHOW TORELL, PETER
GRAFONER AND LARS WEDENBORN AND ELECT MR. JOE LOUGHREY AS THE
BOARD MEMBERS AND MR. LEIF OSTLING AS THE CHAIRMAN OF THE BOARD
OF DIRECTORS
15. Management APPROVE TO DETERMINE NUMBER OF AUDITOR AS 1 WITHOUT ANY DEPUTY For For
AUDITOR
16. Management APPROVE THAT THE AUDITOR IS PAID FOR WORK PERFORMED ACCORDING TO For For
APPROVED INVOICE
17. Management RE-ELECT KPMG AS THE AUDITOR FOR THE TIME UP TO THE CLOSING OF For For
THE AGM 2013
18. Management APPROVE THE PRINCIPLES OF REMUNERATION OF GROUP MANAGEMENT For For
MEMBERS
19. Management APPROVE THE INTRODUCTION OF SKF'S PERFORMANCE SHARE PROGRAMME For For
2009
20. Management AUTHORIZE THE BOARD OF DIRECTORS TO DECIDE UPON THE REPURCHASE OF For For
THE COMPANY'S OWN SHARES FOR THE PERIOD UNTIL THE NEXT AGM; THE
AUTHORIZATION IS PROPOSED TO EMBRACE SHARES OF SERIES A AS WELL
AS SERIES B
21. Non-Voting RESOLUTION REGARDING THE NOMINATION COMMITTEE
- ----------------------------------------------------------------------------------------------------------------------
SOCIETE GENERALE, PARIS
Ticker: Security ID: FR0000130809
Meeting Date: 05/19/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE-TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GL-OBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D ""AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN ""AGAINST" VOTE.
Non-Voting PLEASE NOTE THAT THIS IS A MIX MEETING. THANK YOU.
O.1 Management APPROVE THE COMPANY'S FINANCIAL STATEMENTS FOR THE YE 31 DEC For For
2008, AS PRESENTED, SHOWING LOSSES OF EUR 2,963,598,323.26
O.2 Management APPROVE TO RECORD THE LOSS FOR THE YEAR AS A DEFICIT IN RETAINED For For
EARNINGS, FOLLOWING THIS APPROPRIATION, THE RETAINED EARNINGS
ACCOUNT OF EUR 6,363 ,246,855.22 WILL SHOW A NEW BALANCE OF EUR
3,399,648,531.96, GLOBAL DIVIDENDS DEDUCTED FROM THE RETAINED
EARNINGS ACCOUNT: EUR 696,872,692. 80 THE SHAREHOLDERS WILL
RECEIVE A NET DIVIDEND OF EUR 1.20 PER SHARE OF A PAR VALUE OF
EUR 1.25, AND WILL ENTITLE TO THE 40% DEDUCTION PROVIDED BY THE
FRENCH TAX CODE, THIS DIVIDEND WILL BE PAID ON 09 JUN 2009, AS
REQUIRED BY LAW, IT IS REMINDED THAT, FOR THE LAST 3 FY, THE
DIVIDENDS PAID, WERE AS: EUR 4.50 FOR FY 2005 EUR 5.20 FOR FY
2006 EUR 0.90 FOR FY 2007
O.3 Management APPROVE THE DIVIDEND PAYMENT WILL TO BE CARRIED OUT IN NEW SHARES For For
AS PER THE CONDITIONS: REINVESTMENT PERIOD WILL BE EFFECTIVE
FROM 27 MAY 2009 TO 10 JUN 2009, AFTER THE SHAREHOLDERS WILL
RECEIVE THE DIVIDEND PAYMENT IN CASH, THE NEW SHARES WILL BE
CREATED WITH DIVIDEND RIGHTS AS OF 01 JAN 2009, AND AUTHORIZE
THE BOARD OF DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES
O.4 Management APPROVE THE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY For For
REPORTS OF THE BOARD OF DIRECTORS AND THE AUDITORS FOR 2008
O.5 Management RECEIVE THE SPECIAL AUDITORS' REPORT ON AGREEMENTS GOVERNED BY For For
THE ARTICLE L.225-38 OF THE FRENCH CODE
O.6 Management RECEIVE THE SPECIAL AUDITORS' REPORT ON RETIREMENT COMMITMENTS IN For For
FAVOR OF MR. DANIEL BOUTON, MR. PHILEPPE CITERENE AND MR. DIDIER
LIX BY THE ARTICLE L.225-42-1 OF THE FRENCH CODE
O.7 Management RECEIVE THE SPECIAL AUDITORS' REPORT ON RETIREMENT COMMITMENTS IN For For
FAVOUR OF MR. SEVERIN CABANNES AND MR. FREDERIC OUDEA BY THE
ARTICLE L.225-42-1 OF THE FRENCH CODE
O.8 Management RECEIVE THE SPECIAL AUDITORS' REPORT ON RETIREMENT INDEMNITY For For
COMMITMENTS IN FAVOR OF MR. FREDERIC OUDEA BY THE ARTICLE L.225-
42-1 OF THE FRENCH CODE
O.9 Management RENEW THE APPOINTMENT OF MR. JEAN AZEMA AS A DIRECTOR FOR A 4 For For
YEAR PERIOD
O.10 Management RENEW THE APPOINTMENT OF MRS. ELISABETH LULIN AS A DIRECTOR FOR A For For
4 YEAR PERIOD
O.11 Management RATIFY THE CO-OPTATION OF MR. ROBERT CASTAIGNE AS A DIRECTOR, TO For For
REPLACE MR. ELIE COHEN, RESIGNING, FOR THE REMAINING TIME OF MR.
ELIE COHEN'S TERM OF OFFICE, UNTIL THE SHAREHOLDERS' MEETING
CALLED IN 2010 AND TO APPROVE THE FINANCIAL STATEMENTS FOR THE
FY
O.12 Management APPOINT MR. JEAN-BERNARD LEVY AS A DIRECTOR FOR A 4-YEAR PERIOD For For
O.13 Management AUTHORIZE THE BOARD OF DIRECTORS TO TRADE BY ALL MEANS, IN THE For For
COMPANY'S SHARES ON THE STOCK MARKET, SUBJECT TO THE CONDITIONS:
MAXIMUM PURCHASE PRICE: EUR 105.00, MAXIMUM NUMBER OF SHARES TO
BE ACQUIRED: 58,072,724, I.E.10% OF THE SHARE CAPITAL, MAXIMUM
FUNDS INVESTED IN THE SHARE BUYBACKS: EUR 6,097,636,020.00;
[AUTHORITY EXPIRES AFTER18-MONTH PERIOD], THIS AUTHORIZATION
SUPERSEDES THE UNSPENT REMAINING PERIOD OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS' MEETING OF 27 MAY 27 2008 IN ITS
RESOLUTION 9, THE SHAREHOLDERS' MEETING DELEGATES ALL POWERS TO
THE BOARD OF DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES
E.14 Management APPROVE TO ADD ARTICLE 20 GRANTING POWERS TO THE BYLAWS For For
E.15 Management AUTHORIZE THE BOARD OF DIRECTORS, UNDER APPROVAL OF RESOLUTION For For
16, TO INCREASE THE SHARE CAPITAL UP TO A MAXIMUM NOMINAL AMOUNT
OF EUR 241,900,000,00, THAT IS 33.3% OF THE SHARE CAPITAL, BY
ISSUANCE OF PREFERENCE SHARES WITHOUT VOTING RIGHT AND PREFERRED
SUBSCRIBED RIGHTS FOR ANY CASH CAPITAL INCREASE; [AUTHORITY
EXPIRES AFTER 14 MONTH PERIOD]
E.16 Management APPROVE TO INTRODUCE PREFERENCE SHARES WITHIN THE BYLAWS SUBJECT For For
TO APPROVAL OF RESOLUTION 16, CONSEQUENTLY, A NEW CLASS OF
SHARES KNOWN AS B SHARES WILL BE CREATED COMPOSED WITH
PREFERENCE SHARES WITHOUT VOTING RIGHT AND PREFERENTIAL
SUBSCRIPTION RIGHT FOR ANY CASH CAPITAL INCREASE; THE SHARE
CAPITAL WILL BE DIVIDED INTO 2 CLASSES OF SHARES A SHARES,
CORRESPONDING TO ALL ORDINARY SHARES, AND B SHARES ACCORDINGLY,
AND AUTHORIZE THE BOARD OF DIRECTORS TO AMEND THE ARTICLES OF
THE BYLAWS
E.17 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL, For For
ON ONE OR MORE OCCASIONS, AND ITS SOLE DISCRETION, BY ISSUING
SHARES OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL IN FAVOR
OF EMPLOYEES OF THE COMPANY AND ITS SUBSIDIARIES WHO ARE MEMBERS
OF A COMPANY SAVINGS PLAN; [AUTHORITY EXPIRES AFTER 14 MONTH
PERIOD]; AND FOR A NOMINAL AMOUNT THAT SHALL NOT EXCEED 1.75% OF
THE SHARE CAPITAL, THE GLOBAL AMOUNT OF CAPITAL INCREASE CARRIED
OUT UNDER THIS PRESENT RESOLUTION SHALL COUNT AGAINST THE ONES
SPECIFIED IN 10 AND 11 RESOLUTIONS OF THE COMBINED SHAREHOLDERS'
MEETING HELD ON 27 MAY 2008, AND APPROVE TO CANCEL THE
SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOR OF
MEMBERS OF THE SAID SAVINGS PLAN, THIS AUTHORIZATION SUPERSEDES
UNSPENT REMAINING PERIOD OF THE AUTHORIZATION GRANTED BY
SHAREHOLDERS' MEETING OF 27 MAY 2008, IN ITS RESOLUTION 14,
EXPECT WHAT CONCERNS THE COMPLETION OF THE SHARE CAPITAL
INCREASES RESERVED FOR MEMBERS OF A COMPANY SAVINGS PLAN WHICH
HAS BEEN SET BY THE BOARD OF DIRECTORS DURING ITS MEETING OF 17
FEB 2009, AND TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH ALL
NECESSARY FORMALITIES
E.18 Management APPROVE TO INCREASE THE CEILING OF CAPITAL INCREASE WITH THE For For
SHAREHOLDER'S PREFERENTIAL SUBSCRIPTION RIGHT MAINTAINED SET
FORTH IN THE RESOLUTION 10 GRANTED BY THE SHAREHOLDERS MEETING
HELD ON 27 MAY 2008; THE GLOBAL AMOUNT OF SHARE CAPITAL INCREASE
ORIGINALLY SET AT EUR 220,000,000.00 WILL INCREASE TO EUR
360,000,000.00 I.E., 30.2% TO 49.6% OF THE SHARE CAPITAL;
[AUTHORITY EXPIRES AFTER 26 MONTH PERIOD]
E.19 Management GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, A COPY OR EXTRACT For For
OF THE MINUTES OF THIS MEETING TO CARRY OUT ALL FILINGS,
PUBLICATIONS AND OTHER FORMALITIES PRESCRIBED BY LAW
- ----------------------------------------------------------------------------------------------------------------------
STATOILHYDRO ASA
Ticker: Security ID: NO0010096985
Meeting Date: 05/19/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR-YOUR VOTE TO BE LODGED
1. Management OPENING OF THE AGM BY THE CHAIR OF THE CORPORATE ASSEMBLY For For
2. Management ELECT MR. OLAUG SVARVA AS THE CHAIR OF THE CORPORATE ASSEMBLY For For
3. Management APPROVE THE NOTICE AND THE AGENDA For For
4. Management APPROVE THE REGISTRATION OF ATTENDING SHAREHOLDERS AND PROXIES For For
5. Management ELECT 2 PERSONS TO CO-SIGN THE MINUTES TOGETHER WITH THE CHAIR OF For For
THE MEETING
6. Management APPROVE THE ANNUAL REPORT AND ACCOUNTS FOR STATOILHYDRO ASA AND For For
THE STATOILHYDRO GROUP FOR 2008, AND THE DISTRIBUTION OF THE
DIVIDEND OF NOK 7.25 PER SHARE FOR 2008 OF WHICH THE ORDINARY
DIVIDEND IS NOK 4.40 PER SHARE AND THE SPECIAL DIVIDEND IS NOK
2.85 PER SHARE, THE DIVIDEND ACCRUES TO THE SHAREHOLDERS AS OF
19 MAY 2009, EXPECTED PAYMENT OF DIVIDENDS IS 03 JUN 2009
7. Management APPROVE TO DETERMINE THE REMUNERATION FOR THE COMPANY'S AUDITOR For For
8. Management ELECT 1 DEPUTY MEMBER TO THE CORPORATE ASSEMBLY For For
9. Management APPROVE, IN ACCORDANCE WITH SECTION 6-16A OF THE PUBLIC LIMITED For For
COMPANIES ACT, THE BOARD OF DIRECTORS WILL PREPARE AN
INDEPENDENT STATEMENT REGARDING THE SETTLEMENT OF SALARY AND
OTHER REMUNERATION FOR EXECUTIVE MANAGEMENT, THE CONTENT OF THE
STATEMENT IS INCLUDED IN NOTE 3 TO STATOILHYDRO'S ANNUAL REPORT
AND ACCOUNTS FOR 2008, WHICH HAVE BEEN PREPARED IN ACCORDANCE
WITH ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN NORWAY [NGAAP]
10. Management AUTHORIZE THE BOARD OF DIRECTORS ON BEHALF OF THE COMPANY TO For For
ACQUIRE STATOILHYDRO SHARES IN THE MARKET, THE AUTHORIZATION MAY
BE USED TO ACQUIRE OWN SHARES AT A TOTAL NOMINAL VALUE OF UP TO
NOK 15,000,000, SHARES ACQUIRED PURSUANT TO THIS AUTHORIZATION
MAY ONLY BE USED FOR SALE AND TRANSFER TO EMPLOYEES OF THE
STATOILHYDRO GROUP AS PART OF THE GROUP'S SHARE SAVING PLAN, AS
APPROVED BY THE BOARD OF DIRECTORS, THE MINIMUM AND MAXIMUM
AMOUNT THAT MAY BE PAID PER SHARE WILL BE NOK 50 AND 500
RESPECTIVELY, THE AUTHORISATION IS VALID UNTIL THE NEXT AGM, BUT
NOT BEYOND 30 JUN 2010, THIS AUTHORISATION REPLACES THE PREVIOUS
AUTHORISATION TO ACQUIRE OWN SHARES FOR IMPLEMENTATION OF THE
SHARE SAVING PLAN FOR EMPLOYEES GRANTED BY THE AGM ON 20 MAY
2008
11. Management AMEND THE SECTION 1 OF THE ARTICLES OF ASSOCIATION AS SPECIFIED; For For
AUTHORIZE THE BOARD TO DECIDE THE DATE FOR IMPLEMENTATION OF THE
AMENDED ARTICLES OF ASSOCIATION, BUT THE DATE MUST BE NOT LATE
THAN 01 JAN 2010
12. Shareholder PLEASE NOTE THAT THIS IS A SHAREHOLDERS PROPOSAL: STATOILHYDRO Against For
SHALL WITHDRAW FROM TAR SANDS ACTIVITIES IN CANADA
- ----------------------------------------------------------------------------------------------------------------------
SUMITOMO CORPORATION (SUMITOMO SHOJI KAISHA,LTD.)
Ticker: Security ID: JP3404600003
Meeting Date: 06/19/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE APPROPRIATION OF RETAINED EARNINGS For For
2. Management AMEND ARTICLES TO : APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
3.12 Management APPOINT A DIRECTOR For For
4.1 Management APPOINT A CORPORATE AUDITOR For For
4.2 Management APPOINT A CORPORATE AUDITOR For For
4.3 Management APPOINT A CORPORATE AUDITOR For For
5. Management APPROVE PAYMENT OF BONUSES TO DIRECTORS For For
6. Management APPROVE ISSUANCE OF NEW SHARE ACQUISITION RIGHTS IN THE FORM OF For For
STOCK OPTIONS TO THE COMPANY'S DIRECTORS
7. Management APPROVE ISSUANCE OF NEW SHARE ACQUISITION RIGHTS IN THE FORM OF For For
STOCK OPTIONS SCHEME FOR A STOCK-LINKED COMPENSATION PLAN TO THE
COMPANY'S DIRECTORS
- ----------------------------------------------------------------------------------------------------------------------
SUN HUNG KAI PROPERTIES LTD
Ticker: Security ID: HK0016000132
Meeting Date: 12/04/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE AUDITED FINANCIAL STATEMENTS AND THE REPORTS OF THE For For
DIRECTORS AND THE AUDITORS FOR THE YE 30 JUN 2008
2. Management DECLARE THE FINAL DIVIDEND For For
3.I.A Management RE-ELECT MADAM KWONG SIU-HING AS A DIRECTOR For For
3.I.B Management RE-ELECT DR. CHEUNG KIN-TUNG, MARVIN AS A DIRECTOR For For
3.I.C Management RE-ELECT DR. LEE SHAU-KEE AS A DIRECTOR For For
3.I.D Management RE-ELECT MR. KWOK PING-SHEUNG, WALTER AS A DIRECTOR For For
3.I.E Management RE-ELECT MR. KWOK PING-LUEN, RAYMOND AS A DIRECTOR For For
3.I.F Management RE-ELECT MR. CHAN KAI-MING AS A DIRECTOR For For
3.I.G Management RE-ELECT MR. WONG YICK-KAM, MICHAEL AS A DIRECTOR For For
3.I.H Management RE-ELECT MR. WONG CHIK-WING, MIKE AS A DIRECTOR For For
3.II Management APPROVE TO FIX THE DIRECTORS' FEES [THE PROPOSED FEES TO BE PAID For For
TO EACH DIRECTOR, EACH VICE CHAIRMAN AND THE CHAIRMAN FOR THE FY
ENDING 30 JUN 2009 ARE HKD100,000, HKD110,000 AND HKD120,000
RESPECTIVELY]
4. Management RE-APPOINT THE AUDITORS AND AUTHORIZE THE BOARD OF DIRECTORS TO For For
FIX THEIR REMUNERATION
5. Management AUTHORIZE THE DIRECTORS OF THE COMPANY [THE DIRECTORS] DURING THE For For
RELEVANT PERIOD TO REPURCHASE SHARES OF THE COMPANY AND THE
AGGREGATE NOMINAL AMOUNT OF THE SHARES WHICH MAY BE REPURCHASED
ON THE STOCK EXCHANGE OF HONG KONG LIMITED OR ANY OTHER STOCK
EXCHANGE RECOGNIZED FOR THIS PURPOSE BY THE SECURITIES AND
FUTURES COMMISSION OF HONG KONG AND THE STOCK EXCHANGE OF HONG
KONG LIMITED UNDER THE HONG KONG CODE ON SHARE REPURCHASES
PURSUANT TO THE APPROVAL IN THIS RESOLUTION SHALL NOT EXCEED 10%
OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL OF THE
COMPANY IN ISSUE AT THE DATE OF PASSING THIS RESOLUTION;
[AUTHORITY EXPIRES AT THE EARLIER OF THE CONCLUSION OF THE NEXT
AGM OF THE COMPANY OR THE EXPIRATION OF THE PERIOD WITHIN WHICH
THE NEXT AGM OF THE COMPANY IS REQUIRED BY ITS ARTICLES OF
ASSOCIATION OR BY THE LAWS OF HONG KONG TO BE HELD]
6. Management AUTHORIZE THE DIRECTORS, SUBJECT TO THIS RESOLUTION, TO ALLOT, For For
ISSUE AND DEAL WITH ADDITIONAL SHARES IN THE CAPITAL OF THE
COMPANY AND TO MAKE OR GRANT OFFERS, AGREEMENTS, OPTIONS AND
WARRANTS WHICH MIGHT REQUIRE DURING AND AFTER THE END OF THE
RELEVANT PERIOD AND THE AGGREGATE NOMINAL AMOUNT OF SHARE
CAPITAL ALLOTTED OR AGREED CONDITIONALLY OR UNCONDITIONALLY TO
BE ALLOTTED [WHETHER PURSUANT TO AN OPTION OR OTHERWISE] BY THE
DIRECTORS PURSUANT TO THE APPROVAL IN THIS RESOLUTION, OTHERWISE
THAN PURSUANT TO, I) A RIGHTS ISSUE, II) ANY OPTION SCHEME OR
SIMILAR ARRANGEMENT FOR THE TIME BEING ADOPTED FOR THE GRANT OR
ISSUE TO OFFICERS AND/OR EMPLOYEES OF THE COMPANY AND/OR ANY OF
ITS SUBSIDIARIES OF SHARES OR RIGHTS TO ACQUIRE SHARES OF THE
COMPANY, III) ANY SCRIP DIVIDEND OR SIMILAR ARRANGEMENT
PROVIDING FOR THE ALLOTMENT OF SHARES IN LIEU OF THE WHOLE OR
PART OF A DIVIDEND ON SHARES OF THE COMPANY IN ACCORDANCE WITH
THE ARTICLES OF ASSOCIATION OF THE COMPANY, SHALL NOT EXCEED THE
AGGREGATE OF: 10% TEN PER CENT OF THE AGGREGATE NOMINAL AMOUNT
OF THE SHARE CAPITAL OF THE COMPANY IN ISSUE AT
Management THE DATE OF PASSING THIS RESOLUTION PLUS; [IF THE DIRECTORS ARE
SO AUTHORIZED BY A SEPARATE ORDINARY RESOLUTION OF THE
SHAREHOLDERS OF THE COMPANY] THE NOMINAL AMOUNT OF SHARE CAPITAL
OF THE COMPANY REPURCHASED BY THE COMPANY SUBSEQUENT TO THE
PASSING OF THIS RESOLUTION [UP TO A MAXIMUM EQUIVALENT TO 10% OF
THE AGGREGATE NOMINAL AMOUNT OF THE SHARE CAPITAL OF THE COMPANY
IN ISSUE AT THE DATE OF PASSING THIS RESOLUTION], AND THE SAID
APPROVAL SHALL BE LIMITED ACCORDINGLY; [AUTHORITY EXPIRES AT THE
EARLIER OF THE CONCLUSION OF THE NEXT AGM OF THE COMPANY OR THE
EXPIRATION OF THE PERIOD WITHIN WHICH THE NEXT AGM OF THE
COMPANY IS REQUIRED BY ITS ARTICLES OF ASSOCIATION OR BY THE
LAWS OF HONG KONG TO BE HELD]
7. Management AUTHORIZE THE DIRECTORS TO EXERCISE THE POWERS OF THE COMPANY For For
REFERRED TO RESOLUTION 6 CONVENING THIS MEETING IN RESPECT OF
THE SHARE CAPITAL OF THE COMPANY REFERRED TO IN SUCH RESOLUTION
- ----------------------------------------------------------------------------------------------------------------------
SYNGENTA AG
Ticker: Security ID: CH0011037469
Meeting Date: 04/21/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YO-UR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOU-NTS.
Non-Voting PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE SENT
UNDER MEETING-525733, INCLUDING THE AGENDA. TO BE ELIGIBLE TO
VOTE AT THE UPCOMING MEETING,-YOUR SHARES MUST BE RE-REGISTERED
FOR THIS MEETING. IN ADDITION, YOUR NAME MAY-BE PROVIDED TO THE
COMPANY REGISTRAR AS BENEFICIAL OWNER. PLEASE CONTACT
YOUR-GLOBAL CUSTODIAN OR YOUR CLIENT SERVICE REPRESENTATIVE IF
YOU HAVE ANY QUESTI-ONS OR TO FIND OUT WHETHER YOUR SHARES HAVE
BEEN RE-REGISTERED FOR THIS MEETIN-G. THANK YOU.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 545665 DUE TO
RECEIPT OF A-DDTIONAL RESOLUTIONS. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISRE-GARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK YOU.
1. Management APPROVE THE ANNUAL REPORT INCLUDING ANNUAL FINANCIAL STATEMENTS, No Action
THE COMPENSATION REPORT AND THE GROUP CONSOLIDATED FINANCIAL
STATEMENTS FOR THE YEAR 2008
2. Management GRANT DISCHARGE TO THE MEMBERS OF THE BOARD OF DIRECTORS AND THE No Action
EXECUTIVE COMMITTEE
3. Management APPROVE TO REDUCE THE SHARE CAPITAL BY CANCELLATION OF No Action
REPURCHASED SHARES
4. Management APPROVE THE APPROPRIATION OF THE BALANCE SHEET PROFIT 2008 AND No Action
DIVIDEND DECISION
5.1 Management RE-ELECT MR. PEGGY BRUZELIUS AS A DIRECTOR FOR A TERM OF 3 YEARS No Action
5.2 Management RE-ELECT MR. PIERRE LANDOLT AS A DIRECTOR FOR A TERM OF 3 YEARS No Action
5.3 Management RE-ELECT MR. JUERG WITMER AS A DIRECTOR FOR A TERM OF 3 YEARS No Action
5.4 Management ELECT MR. STEFAN BORGAS AS A DIRECTOR FOR A TERM OF 3 YEARS No Action
5.5 Management ELECT MR. DAVID LAWRENCE AS A DIRECTOR FOR A TERM OF 3 YEARS No Action
6. Management ELECT THE AUDITORS No Action
- ----------------------------------------------------------------------------------------------------------------------
SYSMEX CORPORATION
Ticker: Security ID: JP3351100007
Meeting Date: 06/19/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management APPROVE APPROPRIATION OF PROFITS For For
2 Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS, ALLOW USE OF ELECTRONIC SYSTEMS FOR PUBLIC
NOTIFICATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
- ----------------------------------------------------------------------------------------------------------------------
TELEFONICA SA, MADRID
Ticker: Security ID: ES0178430E18
Meeting Date: 06/22/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE
WILL BE A SE-COND CALL ON 23 JUN 2009 AT 13.00. CONSEQUENTLY,
YOUR VOTING INSTRUCTIONS WILL-REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1. Management APPROVE THE ANNUAL ACCOUNTS, THE MANAGEMENT REPORT AND THE BOARD For For
MANAGEMENT OF TELEFONICA AND CONSOLIDATED GROUP AND THE PROPOSAL
OF APPLICATION OF THE 2008 RESULT
2. Management APPROVE THE RETRIBUTION OF THE SHAREHOLDER AND TO PAY A DIVIDEND For For
WITH CHARGE TO FREE RESERVES
3. Management APPROVE THE INCENTIVE BUY PLAN SHARES FOR EMPLOYERS For For
4. Management GRANT AUTHORITY FOR THE ACQUISITION OF OWN SHARES For For
5. Management APPROVE TO REDUCE THE SHARE CAPITAL THROUGH REDEMPTION OF OWN For For
SHARES
6. Management RE-ELECT THE AUDITORS For For
7. Management APPROVE THE DELEGATION OF POWERS For For
- ----------------------------------------------------------------------------------------------------------------------
TELENOR ASA
Ticker: Security ID: NO0010063308
Meeting Date: 05/11/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR-YOUR VOTE TO BE LODGED
1. Management APPROVE THE NOTICE OF THE AGM For For
2. Management ELECT A REPRESENTATIVE TO SIGN THE MINUTES OF THE AGM TOGETHER For For
WITH THE CHAIRMAN OF THE MEETING
3. Management APPROVE THE ANNUAL ACCOUNTS AND ANNUAL REPORT FOR THE FY 2008 For For
4. Management APPROVE THE REMUNERATION TO THE COMPANY'S AUDITOR For For
5. Management APPROVE TO DETERMINE THE SALARY AND OTHER REMUNERATION TO SENIOR For For
EMPLOYEES PURSUANT TO SECTION 6-16A IN THE ACT RELATING TO
PUBLIC LIMITED COMPANIES
6. Management AUTHORIZE THE BOARD TO ACQUIRE OWN SHARES For For
7. Management ELECT THE SHAREHOLDER REPRESENTATIVES AND DEPUTY SHAREHOLDER For For
REPRESENTATIVES TO THE CORPORATE ASSEMBLY
8. Management ELECT THE MEMBERS TO THE ELECTION COMMITTEE For For
9. Management AMEND SECTION 5 OF THE ARTICLES OF ASSOCIATION AND INCREASE THE For For
MAXIMUM NUMBER OF DIRECTORS OF THE BOARD FROM 11 TO 13
10. Management AMEND SECTION 9 OF THE ARTICLES OF ASSOCIATION BY CHANGING THE For For
NAME OF THE ELECTION COMMITTEE TO "NOMINATION COMMITTEE"
- ----------------------------------------------------------------------------------------------------------------------
TELIASONERA AB, STOCKHOLM
Ticker: Security ID: SE0000667925
Meeting Date: 04/01/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF AT-TORNEY [POA] IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR-YOUR VOTE TO BE LODGED
Non-Voting PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION IN SWEDEN.
THANK YOU.
Non-Voting PLEASE NOTE THAT THIS IS AN AGM. THANK YOU.
Non-Voting OPENING OF THE AGM
1. Management ELECT MR. AXEL CALISSENDORFF, ATTORNEY-AT-LAW AS THE CHAIRMAN OF For For
THE MEETING
2. Management ELECT 2 PERSONS TO CHECK THE MEETING MINUTES ALONG WITH THE For For
CHAIRPERSON
3. Management APPROVE THE VOTING REGISTER For For
4. Management ADOPT THE AGENDA For For
5. Management APPROVE TO CONFIRM THAT THE MEETING HAS BEEN DULY AND PROPERLY For For
CONVENED
6. Management APPROVE THE PRESENTATION OF THE ANNUAL REPORT AND THE AUDITOR'S For For
REPORT, CONSOLIDATED FINANCIAL STATEMENTS AND THE GROUP
AUDITOR'S REPORT FOR 2008; SPEECH BY PRESIDENT MR. LARS NYBERG
IN CONNECTION HEREWITH AND A DESCRIPTION OF THE BOARD OF
DIRECTORS WORK DURING 2008
7. Management ADOPT THE INCOME STATEMENT, BALANCE SHEET, CONSOLIDATED INCOME For For
STATEMENT AND THE CONSOLIDATED BALANCE SHEET FOR 2008
8. Management APPROVE A DIVIDEND OF SEK 1.80 PER SHARE BE DISTRIBUTED TO THE For For
SHAREHOLDERS, AND THAT 06 APR 2009 BE SET AS THE RECORD DATE FOR
THE DIVIDEND; IF THE AGM ADOPTS THIS PROPOSAL, IT IS ESTIMATED
THAT DISBURSEMENT FROM EUROCLEAR SWEDEN AB [FORMERLY VPC AB]
WILL TAKE PLACE ON 09 APR 2009
9. Management GRANT DISCHARGE TO THE MEMBERS OF THE BOARD OF DIRECTORS AND THE For For
PRESIDENT FROM PERSONAL LIABILITY TOWARDS THE COMPANY FOR THE
ADMINISTRATION OF THE COMPANY IN 2008
10. Management APPROVE THE NUMBER OF BOARD MEMBERS AT 8 AND WITH NO DEPUTY BOARD For For
MEMBERS TO BE ELECTED BY THE AGM
11. Management APPROVE THE REMUNERATION TO THE BOARD OF DIRECTORS, UNTIL THE For For
NEXT AGM WOULD BE SEK 1,000,000 TO THE CHAIRMAN, SEK 425,000 TO
EACH OTHER BOARD MEMBER ELECTED BY THE AGM; THE CHAIRMAN OF THE
BOARD'S AUDIT COMMITTEE WOULD RECEIVE REMUNERATION OF SEK
150,000 AND OTHER MEMBERS OF THE AUDIT COMMITTEE RECEIVE SEK
100,000 EACH AND THE CHAIRMAN OF THE BOARD'S REMUNERATION
COMMITTEE WOULD RECEIVE SEK 40,000 AND OTHER MEMBERS OF THE
REMUNERATION COMMITTEE WOULD RECEIVE SEK 20,000 EACH; ALL
REMUNERATION FIGURES ARE THE SAME AS FOR PREVIOUS PERIOD
12. Management RE-ELECT MESSRS. MAIJA-LIISA FRIMAN, CONNY KARLSSON, LARS G. For For
NORDSTROM, TIMO PELTOLA, JON RISFELT, CAROLINE SUNDEWALL AND TOM
VON WEYMARN, LANS RENSTROM; AND THE ELECTION WILL BE PRECEDED BY
INFORMATION FROM THE CHAIRPERSON CONCERNING POSITIONS HELD IN
OTHER COMPANIES BY THE CANDIDATES
13. Management ELECT MR. TOM VON WEYMARN AS THE CHAIRMAN OF THE BOARD OF For For
DIRECTORS
14. Management ELECT MESSRS.VIKTORIA AASTRUP [SWEDISH STATE], KARI JARVINEN For For
[FINNISH STATE VIA SOLIDIUM], KG LINDVALL [SWEDBANK ROBUR
FUNDS], LENNART RIBOHN [SEB FUNDS] AND TOM VON WEYMARN [CHAIRMAN
OF THE BOARD OF DIRECTORS] FOR THE NOMINATION COMMITTEE
15. Management APPROVE THE REMUNERATION OF THE EXECUTIVE MANAGEMENT For For
16.A Management AMEND THE ARTICLES OF ASSOCIATION [ANNOUNCEMENT OF NOTICE] For For
16.B Management AMEND THE ARTICLES OF ASSOCIATION [TIME LIMITS FOR NOTICE] For For
17.A Management AUTHORIZE THE BOARD OF DIRECTORS, ON 1 OR MORE OCCASIONS PRIOR TO For For
THE 2010 AGM, ON ACQUISITIONS OF OWN SHARES, WHICH MAY TAKE
PLACE BOTH ON NASDAQ OMX STOCKHOLM AND/OR NASDAQ OMX HELSINGFORS
AND IN ACCORDANCE WITH AN OFFER TO ACQUIRE SHARES DIRECTED TO
ALL SHAREHOLDERS OR THROUGH A COMBINATION OF THESE 2
ALTERNATIVES; THE MAXIMUM NUMBER OF SHARES ACQUIRED SHALL BE
SUCH THAT THE COMPANY'S HOLDING FROM TIME TO TIME DOES NOT
EXCEED 10% OF ALL SHARES IN THE COMPANY; ACQUISITIONS OF SHARES
ON NASDAQ OMX STOCKHOLM AND/OR NASDAQ OMX HELSINGFORS MAY ONLY
BE MADE AT A PRICE WITHIN THE SPREAD BETWEEN THE HIGHEST BID
PRICE AND LOWEST ASK PRICE PREVAILING FROM TIME TO TIME ON THE
EXCHANGES; ACQUISITIONS OF SHARES BY WAY OF OFFERS TO ACQUIRE
SHARES DIRECTED TO ALL THE COMPANYS SHAREHOLDERS MAY TAKE PLACE
AT AN ACQUISITION PRICE WHICH EXCEEDS THE PREVAILING MARKET
PRICE, IT WILL THEREUPON BE POSSIBLE, BY MEANS OF DETACHABLE AND
TRADABLE SALES RIGHTS [SW SALJRATTER], FOR THE SHAREHOLDERS TO
ENJOY THE VALUE OF THE PREMIUM WHICH MAY ARISE AS A CONSEQUENCE
OF THE COMPANY ACQUIRING SHARES AT A PRICE IN EXCESS OF THE
MARKET PRICE FOR THE SHARE, IN ORDER TO COMPENSATE SHAREHOLDERS
WHO NEITHER SELL SALES RIGHTS NOR PARTICIPATE IN THE ACQUISITION
OFFER, FOR THEIR NON-EXERCISED SALES RIGHTS, A BANK OR ANOTHER
FINANCIAL INSTITUTION THAT MAY BE APPOINTED BY THE COMPANY
SHALL, UPON EXPIRY OF THE APPLICATION PERIOD BUT OTHERWISE IN
ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE ACQUISITION
OFFER, BE ENTITLED TO TRANSFER SHARES TO THE COMPANY AND TO PAY
COMPENSATION, AMOUNTING TO THE VALUE OF THE NON-EXERCISED SALES
RIGHTS LESS THE BANKS COSTS, TO THE SHAREHOLDERS CONCERNED;
HOWEVER, THE COMPENSATION PAYABLE MAY NOT EXCEED THE
COMPENSATION THAT MAY BE PAID PER SALES RIGHT IN THE EVENT OF AN
OFFER OF COMMISSION-FREE SALE OF SALES RIGHTS, IN THE EVENT
FOREIGN LEGAL AND/OR ADMINISTRATIVE RULES SIGNIFICANTLY IMPEDE
IMPLEMENTATION OF AN ACQUISITION OFFER IN A PARTICULAR COUNTRY,
THE BOARD OF DIRECTORS OR A PARTY APPOINTED BY THE BOARD OF
DIRECTORS IN ITS STEAD SHALL BE ENTITLED TO EFFECT A SALE OF
SALES RIGHT
17.B Management AUTHORIZE THE BOARD OF DIRECTORS, ON 1 OR MORE OCCASIONS PRIOR TO For For
THE 2010 AGM, ON TRANSFERS OF OWN SHARES ON NASDAQ OMX STOCKHOLM
AND/OR NASDAQ OMX HELSINGFORS, WITH DEVIATION FROM THE
SHAREHOLDERS' PREFERENTIAL RIGHTS, TRANSFERS MAY TAKE PLACE OF
ALL SHARES HELD BY THE COMPANY AT THE TIME OF THE BOARD OF
DIRECTORS' RESOLUTION REGARDING TRANSFER PURSUANT TO THIS
AUTHORIZATION, AT A PRICE WITHIN THE SPREAD BETWEEN THE HIGHEST
BID PRICE AND LOWEST ASK PRICE PREVAILING FROM TIME TO TIME ON
NASDAQ OMX STOCKHOLM AND/OR NASDAQ OMX HELSINGFORS, THE BOARD OF
DIRECTORS SHALL BE ENTITLED TO DECIDE ON OTHER TERMS AND
CONDITIONS FOR THE TRANSFER
Non-Voting CLOSING OF THE AGM
- ----------------------------------------------------------------------------------------------------------------------
THOMAS COOK GROUP PLC, PETERBOROUGH
Ticker: Security ID: GB00B1VYCH82
Meeting Date: 03/19/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE ANNUAL REPORT AND ACCOUNTS For For
2. Management APPROVE THE REMUNERATION REPORT For For
3. Management APPROVE TO AGREE THE FINAL DIVIDEND For For
4. Management RE-ELECT MR. DAVID ALLVEY AS A DIRECTOR For For
5. Management ELECT DR. JURGEN BUSER AS A DIRECTOR For For
6. Management ELECT MR. NIGEL NORTHRIDGE For For
7. Management ELECT DR. KARL GERHARD EICK AS A DIRECTOR For For
8. Management RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS THE AUDITORS For For
9. Management GRANT AUTHORITY TO THE DIRECTORS TO FIX THE AUDITORS REMUNERATION For For
10. Management AUTHORIZE THE COMPANY AND ITS SUBSIDIARIES TO MAKE EU POLITICAL For For
DONATIONS TO POLITICAL PARTIES OR INDEPENDENT ELECTION
CANDIDATES UP TO GBP 0.02M,TO POLITICAL ORG. OTHER THAN
POLITICAL PARTIES UP TO GBP 0.02M AND INCUR EU POLITICAL
EXPENDITURE UP TO GBP
11. Management GRANT AUTHORITY TO ISSUE THE EQUITY OR EQUITY-LINKED SECURITIES For For
WITH PRE-EMPTIVE RIGHTS UP TO A NOMINAL AMOUNT OF EUR 28,606,903
IN CONNECTION WITH AN OFFER BY WAY OF A RIGHTS ISSUE OTHERWISE
UP TO EUR 28,606,903
S.12 Management GRANT AUTHORITY TO ISSUE OF EQUITY OR EQUITY-LINKED SECURITIES For For
WITHOUT PRE-EMPTIVE RIGHTS UP TO A NOMINAL AMOUNT OF EUR
4,291,464
S.13 Management AMEND THE PERIOD OF NOTICE FOR GENERAL MEETINGS For For
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN CUT-OFF. IF
YOU HAVE ALRE-ADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE-TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
THYSSENKRUPP AG, DUISBURG/ESSEN
Ticker: Security ID: DE0007500001
Meeting Date: 01/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT
YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST
IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR
PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU.
Non-Voting PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 02 JAN
2009, WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD
DATE 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GERMAN LAW.
THANK YOU.
1. Non-Voting PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL REPORT FOR
THE 2007/2008 F-Y WITH THE REPORT OF THE SUPERVISORY BOARD, THE
GROUP FINANCIAL STATEMENTS AND GROUP ANNUAL REPORT AS WELL AS
THE REPORT BY THE BOARD OF MANAGING DIRECTORS-PURSUANT TO
SECTIONS 289[4] AND 315[4] OF THE GERMAN COMMERCIAL CODE
2. Management RESOLUTION ON THE APPROPRIATION OF THE DISTRIBUTABLE PROFIT OF For For
EUR 668,835,757.20 AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 1.30
PER NO-PAR SHARE EUR 66,320,217.60 SHALL BE CARRIED FORWARD EX-
DIVIDEND AND PAYABLE DATE: 26 JAN 2009
3. Management RATIFICATION OF THE ACTS OF THE BOARD OF MANAGING DIRECTORS For For
4. Management RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD For For
5. Management APPOINTMENT OF THE AUDITORS FOR THE 2008/2009 FY AND FOR THE For For
INTERIM REPORT: KPMG AG, BERLIN
6. Management RENEWAL OF THE AUTHORIZATION TO ACQUIRE OWN SHARES: A) THE For For
COMPANY SHALL BE AUTHORIZED TO ACQUIRE OWN SHARES OF UP TO 10%
OF THE COMPANY'S SHARE CAPITAL, THE AUTHORIZATION IS NOT VALID
FOR TRADING IN OWN SHARES; B) THE AUTHORIZATION MAY BE EXERCISED
ONCE OR SEVERAL TIMES, FOR ONE OR MORE PURPOSES, BY THE COMPANY
OR BY A THIRD PARTY AT THE COMPANY'S EXPENSES, ON OR BEFORE 22
JUL 2010 , THE AUTHORIZATION TO ACQUIRE OWN SHARES ADOPTED BY
THE GENERAL MEETING ON 18 JAN 2008 SHALL BE REVOKED WHEN THE NEW
AUTHORIZATION COMES INTO EFFECT; C) THE SHARES MAY BE ACQUIRED
THROUGH THE STOCK EXCHANGE AT A PRICE NOT DEVIATING MORE THAN 5%
FROM T HE MARKET PRICE, BY WAY OF A PUBLIC REPURCHASE OFFER AT A
PRICE NOT DEVIATING MORE THAN 10%, FROM THE MARKET PRICE, OR
THROUGH THE ACQUISITION OF EQUITY DERIVATIVES [PUT AND/OR CALL
OPTIONS] WHOSE TERMS MUST END ON 22 JUL 2010 AT THE LATEST; D)
THE BOARD OF MANAGING DIRECTORS SHALL BE AUTHORIZED TO RETIRE
THE SHARES, TO DISPOSE OF THE SHARES IN A MANNER OTHER THAN THE
STOCK EXCHANGE OR AN OFFER TO ALL SHAREHOLDERS IF THE SHARES ARE
SOLD AT A PRICE NOT MATERIALLY BELOW THEIR MARKET PRICE, TO USE
THE SHARES IN CONNECTION WITH MERGERS AND ACQUISITIONS AGAINST
PAYMENT IN KIND OR FOR SATISFYING CONVERSION OR OPTION RIGHTS,
IN THESE CASES, SHAREHOLDERS SUBSCRIPTION RIGHTS MAY BE EXCLUDED
7. Management RENEWAL OF THE AUTHORIZATION TO GRANT CONVERTIBLE BONDS THE BOARD For For
OF MANAGING DIRECTORS SHALL BE AUTHORIZED, WITH THE CONSENT OF
THE SUPERVISORY BOARD, TO GRANT BEARER BONDS OF UP TO EUR
2,000,000,000, WITH A TERM OF UP TO 20 YEARS, CONFERRING
CONVERSION RIGHTS FOR UP TO 50,000,000 BEARER SHARES, ON OR
BEFORE 22 JAN 2014, SHAREHOLDERS SHALL BE GRANTED SUBSCRIPTION
RIGHTS EXCEPT FOR RESIDUAL AMOUNTS, FOR THE GUARANTEE OF
EXISTING CONVERSION RIGHTS, OR FOR THE ISSUE OF CONVERTIBLE
BONDS OF UP TO 10% OF THE COMPANY'S SHARE CAPITAL AGAINST
PAYMENT IN CASH IF THE PRICE OF THE BONDS IS NOT MATERIALLY
BELOW THEIR MARKET PRICE
Non-Voting COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO
THE COUNTER P-ROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL
URL SECTION OF THE APPLICATIO-N. IF YOU WISH TO ACT ON THESE
ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEN-D AND VOTE YOUR
SHARES AT THE COMPANYS MEETING.
- ----------------------------------------------------------------------------------------------------------------------
TOKAI RIKA CO.,LTD.
Ticker: Security ID: JP3566600007
Meeting Date: 06/18/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1 Management APPROVE APPROPRIATION OF PROFITS For For
2 Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
3.1 Management APPOINT A DIRECTOR For For
3.2 Management APPOINT A DIRECTOR For For
3.3 Management APPOINT A DIRECTOR For For
3.4 Management APPOINT A DIRECTOR For For
3.5 Management APPOINT A DIRECTOR For For
3.6 Management APPOINT A DIRECTOR For For
3.7 Management APPOINT A DIRECTOR For For
3.8 Management APPOINT A DIRECTOR For For
3.9 Management APPOINT A DIRECTOR For For
3.10 Management APPOINT A DIRECTOR For For
3.11 Management APPOINT A DIRECTOR For For
3.12 Management APPOINT A DIRECTOR For For
3.13 Management APPOINT A DIRECTOR For For
3.14 Management APPOINT A DIRECTOR For For
3.15 Management APPOINT A DIRECTOR For For
3.16 Management APPOINT A DIRECTOR For For
3.17 Management APPOINT A DIRECTOR For For
3.18 Management APPOINT A DIRECTOR For For
3.19 Management APPOINT A DIRECTOR For For
3.20 Management APPOINT A DIRECTOR For For
3.21 Management APPOINT A DIRECTOR For For
4 Management APPROVE PAYMENT OF BONUSES TO DIRECTORS AND CORPORATE AUDITORS For For
5 Management AUTHORIZE USE OF STOCK OPTIONS, AND ALLOW BOARD TO AUTHORIZE USE For For
OF STOCK OPTION PLAN
6 Management APPROVE PROVISION OF RETIREMENT ALLOWANCE FOR DIRECTORS For For
- ----------------------------------------------------------------------------------------------------------------------
TOKYO ELECTRON LIMITED
Ticker: Security ID: JP3571400005
Meeting Date: 06/19/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management AMEND ARTICLES TO: APPROVE MINOR REVISIONS RELATED TO For For
DEMATERIALIZATION OF SHARES AND THE OTHER UPDATED LAWS AND
REGULATIONS
2.1 Management APPOINT A DIRECTOR For For
2.2 Management APPOINT A DIRECTOR For For
2.3 Management APPOINT A DIRECTOR For For
2.4 Management APPOINT A DIRECTOR For For
2.5 Management APPOINT A DIRECTOR For For
2.6 Management APPOINT A DIRECTOR For For
2.7 Management APPOINT A DIRECTOR For For
2.8 Management APPOINT A DIRECTOR For For
2.9 Management APPOINT A DIRECTOR For For
2.10 Management APPOINT A DIRECTOR For For
2.11 Management APPOINT A DIRECTOR For For
2.12 Management APPOINT A DIRECTOR For For
2.13 Management APPOINT A DIRECTOR For For
3.1 Management APPOINT A CORPORATE AUDITOR For For
3.2 Management APPOINT A CORPORATE AUDITOR For For
4. Management APPROVE PAYMENT OF BONUSES TO DIRECTORS For For
- ----------------------------------------------------------------------------------------------------------------------
TOTAL SA, COURBEVOIE
Ticker: Security ID: FR0000120271
Meeting Date: 05/15/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 519433 DUE TO
ADDITION OF RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
O.1 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.2 Management APPROVE THE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY For For
REPORTS
O.3 Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 2.28 PER For For
SHARE
O.4 Management APPROVE THE SPECIAL AUDITORS' REPORT PRESENTING ONGOING RELATED For For
PARTY TRANSACTIONS
O.5 Management APPROVE TRANSACTION WITH MR. THIERRY DESMAREST For For
O.6 Management APPROVE TRANSACTION WITH MR. CHRISTOPHE DE MARGERIE For For
O.7 Management AUTHORIZE TO REPURCHASE OF UP TO 10% OF ISSUED SHARE CAPITAL For For
O.8 Management RE-ELECT MS. ANNE LAUVERGEON AS A DIRECTOR For For
O.9 Management RE-ELECT MR. DANIEL BOUTON AS A DIRECTOR For For
O.10 Management RE-ELECT MR. BERTRAND COLLOMB AS A DIRECTOR For For
O.11 Management RE-ELECT MR. CHRISTOPHE DE MARGERIE AS A DIRECTOR For For
O.12 Management RE-ELECT MR. MICHEL PEBEREAU AS A DIRECTOR For For
O.13 Management ELECT MR. PATRICK ARTUS AS A DIRECTOR For For
E.14 Management AMEND THE ARTICLE 12 OF THE BYLAWS REGARDING AGE LIMIT FOR THE For For
CHAIRMAN
A. Management APPROVE THE STATUTORY MODIFICATION TO ADVERTISE INDIVIDUAL For For
ALLOCATIONS OF STOCK OPTIONS AND FREE SHARES AS PROVIDED BY LAW
B. Management APPROVE THE STATUTORY MODIFICATION RELATING TO A NEW PROCEDURE For For
FOR APPOINTING THE EMPLOYEE SHAREHOLDER IN ORDER TO ENHANCE ITS
REPRESENTATIVENESS AND INDEPENDENCE
C. Management GRANT AUTHORITY TO FREELY ALLOCATE THE COMPANY'S SHARES TO ALL For For
THE EMPLOYEES OF THE GROUP
- ----------------------------------------------------------------------------------------------------------------------
TOYOTA MOTOR CORPORATION
Ticker: Security ID: JP3633400001
Meeting Date: 06/23/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE REFERENCE MEETING MATERIALS.
1. Management APPROVE DISTRIBUTION OF SURPLUS For For
2. Management APPROVE PARTIAL AMENDMENT OF THE ARTICLES OF INCORPORATION: ALLOW For For
USE ELECTRONIC SYSTEMS FOR PUBLIC NOTIFICATIONS, APPROVE MINOR
REVISIONS RELATED TO DEMATERIALIZATION OF SHARES AND THE OTHER
UPDATED LAWS AND REGULATIONS
3.1 Management ELECT A DIRECTOR For For
3.2 Management ELECT A DIRECTOR For For
3.3 Management ELECT A DIRECTOR For For
3.4 Management ELECT A DIRECTOR For For
3.5 Management ELECT A DIRECTOR For For
3.6 Management ELECT A DIRECTOR For For
3.7 Management ELECT A DIRECTOR For For
3.8 Management ELECT A DIRECTOR For For
3.9 Management ELECT A DIRECTOR For For
3.10 Management ELECT A DIRECTOR For For
3.11 Management ELECT A DIRECTOR For For
3.12 Management ELECT A DIRECTOR For For
3.13 Management ELECT A DIRECTOR For For
3.14 Management ELECT A DIRECTOR For For
3.15 Management ELECT A DIRECTOR For For
3.16 Management ELECT A DIRECTOR For For
3.17 Management ELECT A DIRECTOR For For
3.18 Management ELECT A DIRECTOR For For
3.19 Management ELECT A DIRECTOR For For
3.20 Management ELECT A DIRECTOR For For
3.21 Management ELECT A DIRECTOR For For
3.22 Management ELECT A DIRECTOR For For
3.23 Management ELECT A DIRECTOR For For
3.24 Management ELECT A DIRECTOR For For
3.25 Management ELECT A DIRECTOR For For
3.26 Management ELECT A DIRECTOR For For
3.27 Management ELECT A DIRECTOR For For
3.28 Management ELECT A DIRECTOR For For
3.29 Management ELECT A DIRECTOR For For
4. Management APPROVE ISSUANCE OF STOCK ACQUISITION RIGHTS FOR THE PURPOSE OF For For
GRANTING STOCK OPTIONS
- ----------------------------------------------------------------------------------------------------------------------
UMICORE SA, BRUXELLES
Ticker: Security ID: BE0003884047
Meeting Date: 04/28/2009 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR-YOUR VOTE TO BE LODGED
1. Management GRANT AUTHORITY TO REPURCHASE OF UP TO 10% OF ISSUED SHARE For For
CAPITAL
Non-Voting PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE
WILL BE A SECOND CALL ON 28 APR 2009. CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. PLEASE BE ALSO ADVISED THAT YOUR SHARES WILL BE
BLOCKED UNTIL THE QUORUM IS MET OR THE MEETING IS CANCELLED-.
THANK YOU.
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN MEETING
DATE. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
UMICORE SA, BRUXELLES
Ticker: Security ID: BE0003884047
Meeting Date: 04/28/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF
A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
Non-Voting MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION
FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL
OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
1. Non-Voting RECEIVE THE DIRECTORS' REPORT
2. Non-Voting RECEIVE THE AUDITORS' REPORT
3. Management APPROVE THE CONSOLIDATED FINANCIAL STATEMENTS No Action
4. Management APPROVE THE FINANCIAL STATEMENTS No Action
5. Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.65 PER No Action
SHARE
6.1 Management GRANT DISCHARGE TO THE DIRECTORS No Action
6.2 Management GRANT DISCHARGE TO THE AUDITORS No Action
7.1 Management APPROVE THE CONFIRMATION OF MR. MARC GRYNBERG AS AN EXECUTIVE No Action
DIRECTOR
7.2 Management RE-ELECT MR. MARC GRYNBERG AS A DIRECTOR No Action
7.3 Management RE-ELECT MR. THOMAS LEYSEN AS A DIRECTOR No Action
7.4 Management RE-ELECT MR. KLAUS WENDEL AS A DIRECTOR No Action
7.5 Management ELECT MR. JEAN-LUC DEHAENE AS A DIRECTOR No Action
7.6 Management APPROVE THE REMUNERATION OF THE DIRECTORS No Action
Non-Voting PLEASE NOTE THAT THIS IS AN OGM. THANK YOU.
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE CHANGE IN MEETING TYPE.IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
UNILEVER PLC
Ticker: Security ID: GB00B10RZP78
Meeting Date: 10/28/2008 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RE-ELECT MR. P. POLMAN AS A DIRECTOR For For
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF
CONSERVATIVE CUT-OFF DAT-E. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FOR-M UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
- ----------------------------------------------------------------------------------------------------------------------
UNILEVER PLC
Ticker: Security ID: GB00B10RZP78
Meeting Date: 05/13/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE AND APPROVE THE ACCOUNTS AND BALANCE SHEET FOR THE YE 31 For For
DEC 2008, TOGETHER WITH THE DIRECTORS' REPORT AND THE AUDITORS'
REPORT
2. Management APPROVE THE DIRECTORS' REMUNERATION REPORT FOR THE YE 31 DEC 2008 For For
INCLUDED WITHIN THE ANNUAL REPORT AND ACCOUNTS 2008
3. Management DECLARE A DIVIDEND ON THE ORDINARY SHARES For For
4. Management RE-ELECT MR. J. A. LAWRENCE AS AN EXECUTIVE DIRECTOR For For
5. Management RE-ELECT MR. P. G. J. M. POLMAN AS AN EXECUTIVE DIRECTOR For For
6. Management RE-ELECT RT HON THE LORD BRITTAN OF SPENNITHORNE QC, DL AS A For For
NON-EXECUTIVE DIRECTOR
7. Management RE-ELECT PROFESSOR W. DIK AS A NON-EXECUTIVE DIRECTOR For For
8. Management RE-ELECT MR. C. E. GOLDEN AS A NON-EXECUTIVE DIRECTOR For For
9. Management RE-ELECT DR. B. E. GROTE AS A NON-EXECUTIVE DIRECTOR For For
10. Management RE-ELECT MR. N. MURTHY AS A NON-EXECUTIVE DIRECTOR For For
11. Management RE-ELECT MS. H. NYASULU AS A NON-EXECUTIVE DIRECTOR For For
12. Management RE-ELECT MR. K. J. STORM AS A NON-EXECUTIVE DIRECTOR For For
13. Management RE-ELECT MR. M. TRESCHOW AS A NON-EXECUTIVE DIRECTOR For For
14. Management RE-ELECT MR. J. VAN DER VEER AS A NON-EXECUTIVE DIRECTOR For For
15. Management ELECT PROFESSOR L.O. FRESCO AS A NON-EXECUTIVE DIRECTOR For For
16. Management ELECT MS. A.M. FUDGE AS A NON-EXECUTIVE DIRECTOR For For
17. Management ELECT MR. P. WALSH AS A NON-EXECUTIVE DIRECTOR For For
18. Management RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS THE AUDITORS OF THE For For
COMPANY, TO HOLD OFFICE UNTIL THE CONCLUSION OF THE NEXT GENERAL
MEETING AT WHICH ACCOUNTS ARE LAID BEFORE THE MEMBERS
19. Management AUTHORIZE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS For For
20. Management AUTHORIZE THE DIRECTORS, IN SUBSTITUTION FOR ANY EXISTING For For
AUTHORITY AND PURSUANT TO SECTION 80 OF THE COMPANIES ACT 1985,
TO ALLOT RELEVANT SECURITIES [SECTION 80 OF THE COMPANIES ACT
1985] UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP 13,290,000 [THE
AUTHORIZED BUT UNISSUED SHARE CAPITAL]; [AUTHORITY EXPIRES THE
EARLIER OF THE NEXT AGM OF THE COMPANY OR 30 JUN 2010]; AND THE
DIRECTORS MAY MAKE ALLOTMENTS DURING THE RELEVANT PERIOD WHICH
MAY BE EXERCISED AFTER THE RELEVANT PERIOD
S.21 Management AUTHORIZE THE DIRECTORS, SUBJECT TO THE PASSING OF THE PREVIOUS For For
RESOLUTION AND PURSUANT TO SECTION 95 OF THE COMPANIES ACT 1985,
TO ALLOT EQUITY SECURITIES [SECTION 94 OF THE ACT] FOR CASH
PURSUANT TO THE AUTHORITY CONFERRED BY THE PREVIOUS RESOLUTION
OR, WHERE SUCH ALLOTMENT CONSTITUTES AN ALLOTMENT EQUITY
SECURITIES DISAPPLYING THE STATUTORY PRE-EMPTION RIGHTS [SECTION
94(3A) OF THE ACT], PROVIDED THAT THIS POWER IS LIMITED TO THE
ALLOTMENT OF EQUITY
Management SECURITIES A) IN CONNECTION WITH A RIGHTS ISSUE, OPEN OFFER OR
OTHER OFFERS IN FAVOR OF ORDINARY SHAREHOLDERS; AND B) UP TO AN
AGGREGATE NOMINAL AMOUNT OF GBP 2,000,000; [AUTHORITY EXPIRES
THE EARLIER OF THE CONCLUSION OF THE NEXT AGM OF THE COMPANY OR
30 JUN 2010]; AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES
AFTER THE EXPIRY OF THIS AUTHORITY IN PURSUANCE OF SUCH AN OFFER
OR AGREEMENT MADE PRIOR TO SUCH EXPIRY
S.22 Management AUTHORIZE THE COMPANY, PURSUANT TO THE ARTICLE 65 OF THE ARTICLES For For
OF ASSOCIATION OF THE COMPANY, TO MAKE MARKET PURCHASES [SECTION
163(3) OF THE COMPANIES ACT 1985] OF UP TO 131 MILLION SHARES OF
3 1/9 PENCE EACH IN THE CAPITAL OF THE COMPANY, AT A MINIMUM
PRICE OF 3 1/9 PENCE AND NOT MORE THAN 5% ABOVE THE AVERAGE
MARKET VALUE FOR SUCH SHARES DERIVED FROM THE LONDON STOCK
EXCHANGE DAILY OFFICIAL LIST, OVER THE PREVIOUS 5 BUSINESS DAYS;
THAT STIPULATED BY ARTICLE 5(1) OF THE BUY-BACK AND
STABILIZATION REGULATION [EC NO. 2273/2003]; [AUTHORITY EXPIRES
THE EARLIER OF THE CONCLUSION OF THE NEXT AGM OF THE COMPANY OR
30 JUN 2010]; THE COMPANY, BEFORE THE EXPIRY, MAY MAKE A
CONTRACT TO PURCHASE ORDINARY SHARES WHICH WILL OR MAY BE
EXECUTED WHOLLY OR PARTLY AFTER SUCH EXPIRY
23. Management AUTHORIZE THE COMPANY, PURSUANT TO THE SECTION 366 OF THE For For
COMPANIES ACT 2006 [THE ACT], THAT ARE ITS SUBSIDIARIES AT ANY
TIME DURING THE PERIOD FOR WHICH THIS RESOLUTION IS EFFECTIVE:
(A) MAKE A POLITICAL DONATION [AS SUCH TERM IS DEFINED IN
SECTION 364 OF THE ACT) TO THE POLITICAL PARTIES TO WHICH PART
14 OF THE ACT APPLIES, AND INDEPENDENT ELECTION CANDIDATES TO
WHOM PART 14 OF THE ACT APPLIES, NOT EXCEEDING GBP 100,000 IN
AGGREGATE IN ANY FY; (B) MAKE A POLITICAL DONATION [AS SUCH TERM
IS DEFINED IN SECTION 364 OF THE ACT) TO THE POLITICAL
ORGANIZATIONS TO WHICH PART 14 OF THE ACT APPLIES, OTHER THAN
POLITICAL PARTIES TO WHICH PART 14 OF THE ACT APPLIES, NOT
EXCEEDING GBP 100,000 IN AGGREGATE IN ANY FY; (C) TO INCUR
POLITICAL EXPENDITURE [AS SUCH TERM IS DEFINED IN SECTION 365 OF
THE ACT] NOT EXCEEDING GBP 100,000 IN AGGREGATE IN ANY FY, IN
EACH CASE DURING THE PERIOD, IN EACH CASE DURING THE PERIOD
BEGINNING WITH THE DATE OF PASSING THIS RESOLUTION AND ENDING AT
THE CONCLUSION OF THE NEXT AGM OR 30 JUN 2010 [WHICHEVER IS
EARLIER]
S.24 Management APPROVE THAT A GENERAL MEETING OTHER THAN AN AGM MAY BE CALLED ON For For
NOT LESS THAN 14 DAYS' CLEAR NOTICE
25. Management AUTHORIZE THE DIRECTORS TO AGREE TO MODIFY THE AGREEMENT DATED 28 For For
JUN 1946 [AS AMENDED BY SUPPLEMENTAL AGREEMENTS DATED 20 JUL
1951, 21 DEC 1981 AND 15 MAY 2006] WITH UNILEVER N. V. OF THE
NETHERLANDS KNOWN AS THE EQUALIZATION AGREEMENT BY REPLACING THE
DEFINITION OF RELEVANT RATE OF EXCHANGE WITH THE FOLLOWING AS
SPECIFIED AND TO MAKE CERTAIN OTHER MINOR CONSEQUENTLY
MODIFICATIONS AS REFLECTED IN THE FORM OF EQUALIZATION AGREEMENT
AMENDMENT AGREEMENT PRODUCED TO THE MEETING AND FOR THE PURPOSE
OF IDENTIFICATION SIGNED BY THE CHAIRMAN THEREOF [SUBJECT TO ANY
NON-MATERIAL CHANGES AS MAY BE APPROVED BY THE DIRECTORS[S]
EXECUTING THE EQUALIZATION AGREEMENT AMENDMENT AGREEMENT]
- ----------------------------------------------------------------------------------------------------------------------
UNILEVER PLC
Ticker: Security ID: GB00B10RZP78
Meeting Date: 05/13/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management AUTHORIZE THE DIRECTORS TO AGREE TO MODIFY THE AGREEMENT DATED 28 For For
JUNE 1946 [AS AMENDED BY SUPPLEMENTAL AGREEMENTS DATED 20 JULY
1951, 21 DEC 1981 AND 15 MAY 2006] WITH UNILEVER N.V. OF THE
NETHERLANDS KNOWN AS THE EQUALIZATION AGREEMENT BY REPLACING THE
DEFINITION OF RELEVANT RATE OF EXCHANGE WITH THE DEFINITION:
RELEVANT RATE OF EXCHANGE SHALL MEAN THE RATE OF EXCHANGE AS
DETERMINED BY THE DUTCH COMPANY AND THE ENGLISH COMPANY IN SUCH
MANNER AS THEY SHALL DEEM APPROPRIATE BETWEEN THE CURRENCY OR
CURRENCIES IN WHICH DIVIDENDS ARE TO BE PAID ON THE ORDINARY
SHARE CAPITAL OF THE DUTCH COMPANY AND THE CURRENCY OR
CURRENCIES IN WHICH DIVIDENDS ARE TO BE PAID ON THE ORDINARY
SHARE CAPITAL OF THE ENGLISH COMPANY ON THE DAY WHICH IS 1 DAY
PRIOR TO THE DATE ON WHICH SUCH DIVIDENDS ARE TO BE DECLARED OR
RESOLVED TO BE RECOMMENDED OR IF IT IS NOT IN THE OPINION OF THE
DUTCH COMPANY AND THE ENGLISH COMPANY PRACTICABLE TO DETERMINE A
REPRESENTATIVE RATE OF EXCHANGE ON THAT DAY ON THE NEXT EARLIER
DAY ON WHICH IT IS IN THEIR OPINION PRACTICABLE TO DETERMINE A
REPRESENTATIVE RATE OF EXCHANGE, AND TO MAKE CERTAIN OTHER MINOR
CONSEQUENTIAL MODIFICATIONS AS REFLECTED IN THE FORM OF
EQUALIZATION AGREEMENT AMENDMENT AGREEMENT PRODUCED TO THE
MEETING AND FOR THE PURPOSES OF IDENTIFICATION SIGNED BY THE
CHAIRMAN THEREOF [SUBJECT TO ANY NON-MATERIAL CHANGES AS MAY BE
APPROVED BY THE DIRECTOR'S EXECUTING THE EQUALIZATION AGREEMENT
AMENDMENT AGREEMENT]
- ----------------------------------------------------------------------------------------------------------------------
VALLOUREC USINES A TUBES DE LORRAINE ESCAUT ET VAL
Ticker: Security ID: FR0000120354
Meeting Date: 06/04/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE
WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE.
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AND ""AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN ""AGAINST" VOTE.
Non-Voting PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 565974 DUE TO
ADDITION OF RESOLUTION. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND-YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
O.1 Management APPROVE THE UNCONSOLIDATED ACCOUNTS FOR THE 2008 FY For For
O.2 Management APPROVE THE CONSOLIDATED ACCOUNTS FOR THE 2008 FY For For
O.3 Management APPROVE THE DISTRIBUTION OF PROFITS FOR THE 2008 FY AND For For
ESTABLISHMENT OF THE DIVIDEND
O.4 Management APPROVE THE PAYMENT OPTION OF THE DIVIDEND IN SHARES For For
O.5 Management APPROVE THE AGREEMENTS REFERRED TO IN ARTICLE L.225-86 ET For For
SEQUENCE OF THE COMMERCIAL CODE
O.6 Management APPROVE THE REGULATED AGREEMENTS REFERRED TO IN ARTICLE L.225-90- For For
1 OF THE COMMERCIAL CODE CONCERNING MR. PHILIPPE CROUZET
O.7 Management RATIFY THE APPOINTMENT OF THE BOLLORE COMPANY AS A MEMBER OF THE For For
SUPERVISORY BOARD
O.8 Management RATIFY THE APPOINTMENT OF MR. JEAN-FRANCOIS CIRELLI AS A MEMBER For For
OF THE SUPERVISORY BOARD
O.9 Management AUTHORIZE THE BOARD OF DIRECTORS TO OPERATE ON THE COMPANY'S For For
SHARES
E.10 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO ISSUE SHARES For For
EQUITIES GIVING ACCESS TO THE CAPITAL, WITH MAINTENANCE OF
PREFERENTIAL SUBSCRIPTION RIGHTS
E.11 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO ISSUE SHARES For For
EQUITIES GIVING ACCESS TO THE CAPITAL, WITH CANCELLATION OF
PREFERENTIAL SUBSCRIPTION RIGHTS
E.12 Management AUTHORIZE THE BOARD OF DIRECTORS TO FIX THE ISSUANCE PRICE IN For For
ACCORDANCE WITH THE MODALITIES ESTABLISHED BY THE GENERAL
ASSEMBLY, UP TO 10% OF THE CAPITAL, IN CASE OF AN ISSUANCE WITH
CANCELLATION OF PREFERENTIAL SUBSCRIPTION RIGHTS
E.13 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE THE NUMBER OF For For
EQUITIES TO BE ISSUED IN CASE OF A CAPITAL INCREASE WITH OR
WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS
E.14 Management AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE SHARES OR SECURITIES For For
GIVING ACCESS TO THE CAPITAL WITHOUT PREFERENTIAL SUBSCRIPTION
RIGHTS WITH REMUNERATION IN KIND FOR CAPITAL EQUITIES OR
SECURITIES GIVING ACCESS TO THE CAPITAL
E.15 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL 1 For For
OR MANY TIMES BY INCORPORATION OF PREMIUMS, RESERVES OR BENEFITS
E.16 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO ISSUE SECURITIES For For
GIVING ACCESS TO GRANT FINANCIAL EQUITIES AND NOT GIVING ACCESS
TO A CAPITAL INCREASE OF THE COMPANY
E.17 Management AUTHORIZE THE BOARD OF DIRECTORS TO GRANT SHARES AND/OR For For
SECURITIES GIVING ACCESS TO THE CAPITAL RESERVED TO MEMBERS OF A
COMPANY SAVINGS PLAN, WITH CANCELLATION OF PREFERENTIAL
SUBSCRIPTION RIGHTS FOR THEIR BENEFIT
E.18 Management AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE THE CAPITAL RESERVED For For
TO THE EMPLOYEES OF THE FOREIGNER COMPANIES OF THE VALLOUREC
GROUP (AND THOSE HAVING SIMILAR RIGHTS) OUTSIDE THE COMPANY
SAVINGS PLAN, WITH CANCELLATION OF PREFERENTIAL SUBSCRIPTION
RIGHTS OF SHAREHOLDERS
E.19 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO INCREASE THE CAPITAL For For
RESERVED TO THE CREDIT INSTITUTION UNDER A TRANSACTION RESERVED
TO THE EMPLOYEES, WITH CANCELLATION OF PREFERENTIAL SUBSCRIPTION
RIGHTS OF SHAREHOLDERS
E.20 Management AUTHORIZE THE BOARD OF DIRECTOR IN ORDER TO ALLOCATE EXISTING For For
SHARES OR SHARES TO BE ISSUED FOR THE BENEFIT OF FRENCH
NON-RESIDENTIAL MEMBERS OF THE GROUP'S EMPLOYEES OR SOME OF THEM
UNDER A TENDER FOR EMPLOYEES
E.21 Management AUTHORIZE THE BOARD OF DIRECTORS IN ORDER TO GRANT SUBSCRIPTION For For
OR PURCHASE OPTIONS OF SHARES
E.22 Management AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE SHARE CAPITAL BY For For
CANCELLATION OF OWN SHARES
- ----------------------------------------------------------------------------------------------------------------------
VINCI SA, RUEIL MALMAISON
Ticker: Security ID: FR0000125486
Meeting Date: 05/14/2009 Meeting Type: MIX
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE
UNSURE WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE.
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
O.1 Management APPROVE TO ACCEPT THE CONSOLIDATED FINANCIAL STATEMENTS AND For For
STATUTORY REPORTS
O.2 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.3 Management APPROVE THE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 1.62 PER For For
SHARE
O.4 Management GRANT AUTHORITY FOR THE PAYMENT OF DIVIDENDS BY SHARES For For
O.5 Management RATIFY THE APPOINTMENT OF MR. JEAN PIERRE LAMOURE AS A DIRECTOR For For
O.6 Management RE-ELECT MR. FRANCOIS DAVID AS A DIRECTOR For For
O.7 Management RE-ELECT MR. PATRICK FAURE AS A DIRECTOR For For
O.8 Management ELECT MR. MICHAEL PRAGNELL AS A DIRECTOR For For
O.9 Management GRANT AUTHORITY TO REPURCHASE OF UP TO 10% OF ISSUED SHARE For For
CAPITAL
O.10 Management APPROVE THE TRANSACTION BETWEEN VINCI ET VINCI CONCESSIONS For For
REGARDING FINANCING OF PRADO SUD RAILWAY CONCESSION
O.11 Management APPROVE THE TRANSACTION BETWEEN VINCI ET VINCI CONCESSIONS For For
REGARDING FINANCING OF STADE DU MANS CONCESSION
O.12 Management APPROVE THE TRANSACTION BETWEEN VINCI ET VINCI CONCESSIONS For For
REGARDING FINANCING OBTAINED BY ARCOUR, CONTRACTOR OF A19
HIGHWAY
O.13 Management APPROVE THE TRANSACTION BETWEEN VINCI ET VINCI CONCESSIONS For For
REGARDING SALE BY VINCI TO VINCI CONCESSION OF ITS PARTICIPATION
TO AEGEAN MOTORWAY SA
O.14 Management APPROVE THE TRANSACTION BETWEEN VINCI ET VINCI CONCESSIONS For For
REGARDING SALE BY VINCI TO VINCI CONCESSION OF ITS PARTICIPATION
TO OLYMPIA ODOSS
O.15 Management APPROVE THE TRANSACTION BETWEEN VINCI ET VINCI CONCESSIONS For For
REGARDING SALE BY VINCI TO VINCI CONCESSION OF ITS PARTICIPATION
TO OLYMPIA ODOSS OPERATION
O.16 Management APPROVE THE TRANSACTION BETWEEN VINCI ET VINCI CONCESSIONS For For
REGARDING SALE BY VINCI TO VINCI CONCESSION OF ITS PARTICIPATION
TO VINCI AIRPORTS HOLDING
E.17 Management APPROVE THE REDUCTION IN SHARE CAPITAL VIA CANCELLATION OF For For
REPURCHASED SHARES
E.18 Management GRANT AUTHORITY FOR THE CAPITALIZATION OF RESERVES FOR BONUS For For
ISSUE OR INCREASE IN PAR VALUE
E.19 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY LINKED For For
SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT
OF EUR 300 MILLION
E.20 Management GRANT AUTHORITY FOR THE ISSUANCE OF SPECIFIC CONVERTIBLE BONDS For For
WITHOUT PREEMPTIVE RIGHTS NAMED OCEANE
E.21 Management APPROVE THE ISSUANCE OF CONVERTIBLE BONDS WITHOUT PREEMPTIVE For For
RIGHTS OTHER THAN OCEANE
E.22 Management AUTHORIZE THE BOARD TO INCREASE CAPITAL IN THE EVENT OF For For
ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER
VOTE ABOVE
E.23 Management GRANT AUTHORITY FOR THE CAPITAL INCREASE OF UP TO 10% OF ISSUED For For
CAPITAL FOR FUTURE ACQUISITIONS
E.24 Management APPROVE THE EMPLOYEE STOCK PURCHASE PLAN For For
E.25 Management APPROVE THE STOCK PURCHASE PLAN RESERVED FOR INTERNATIONAL For For
EMPLOYEES
E.26 Management GRANT AUTHORITY UP TO 1.5% OF ISSUED CAPITAL FOR USE IN STOCK For For
OPTION PLAN
E.27 Management GRANT AUTHORITY FOR THE FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
- ----------------------------------------------------------------------------------------------------------------------
VIVENDI
Ticker: Security ID: FR0000127771
Meeting Date: 04/30/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting PLEASE NOTE THAT THIS IS AN MIX MEETING. THANK YOU.
Non-Voting FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN AND FORWARD THE
PROXY CARD DIRECTLY TO THE SUB CUSTODIAN. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING APPLIES TO NON-
RESIDENT SHAREOWNERS: PROXY CARDS: VOTING INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIAN WILL SIGN THE
PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN. IF YOU ARE
UNSURE WHETHER YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED
INTERMEDIARY, PLEASE CONTACT YOUR REPRESENTATIVE
Non-Voting PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS
ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS
AN "AGAINST" VOTE.
O.1 Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
O.2 Management APPROVE THE CONSOLIDATED FINANCIAL STATEMENTS AND STATUTORY For For
REPORTS
O.3 Management APPROVE THE TREATMENT OF LOSSES AND ALLOCATION OF DIVIDENDS OF For For
EUR 1.40 PER SHARE
O.4 Management GRANT AUTHORITY FOR THE PAYMENT OF DIVIDENDS BY SHARES For For
O.5 Management APPROVE THE AUDITORS' SPECIAL REPORT REGARDING RELATED-PARTY For For
TRANSACTIONS
O.6 Management APPROVE THE TRANSACTION WITH JEAN-BERNARD LEVY RELATED TO For For
SEVERANCE PAYMENTS
O.7 Management ELECT MR. MAUREEN CHIQUET AS A SUPERVISORY BOARD MEMBER For For
O.8 Management ELECT MR. CHRISTOPHE DE MARGERIE AS A SUPERVISORY BOARD MEMBER For For
O.9 Management GRANT AUTHORITY FOR THE REPURCHASE OF UP TO 10% OF ISSUED SHARE For For
CAPITAL
E.10 Management APPROVE THE REDUCTION IN SHARE CAPITAL VIA CANCELLATION OF For For
REPURCHASED SHARES
E.11 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITH PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT
OF EUR 1.5 BILLION
E.12 Management GRANT AUTHORITY FOR THE ISSUANCE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITHOUT PREEMPTIVE RIGHTS UP TO AMOUNT OF EUR 800
MILLION
E.13 Management AUTHORIZE THE BOARD TO INCREASE CAPITAL IN THE EVENT OF For For
ADDITIONAL DEMAND RELATED TO DELEGATION SUBMITTED TO SHAREHOLDER
VOTE UNDER ITEMS 11 AND 12
E.14 Management GRANT AUTHORITY TO THE CAPITAL INCREASE OF UP TO 10% OF ISSUED For For
CAPITAL FOR FUTURE ACQUISITIONS
E.15 Management APPROVE THE EMPLOYEES STOCK OPTION PLAN For For
E.16 Management APPROVE THE STOCK PURCHASE PLAN RESERVED FOR EMPLOYEES OF For For
INTERNATIONAL SUBSIDIARIES
E.17 Management GRANT AUTHORITY FOR THE CAPITALIZATION OF RESERVES OF UP TO EUR For For
800 MILLION FOR BONUS ISSUE OR INCREASE IN PAR VALUE
E.18 Management GRANT AUTHORITY FOR THE FILING OF REQUIRED DOCUMENTS/OTHER For For
FORMALITIES
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VODAFONE GROUP PLC NEW
Ticker: Security ID: GB00B16GWD56
Meeting Date: 07/29/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE THE FINANCIAL STATEMENTS AND STATUTORY REPORTS For For
2. Management RE-ELECT SIR JOHN BOND AS A DIRECTOR For For
3. Management RE-ELECT MR. JOHN BUCHANAN AS A DIRECTOR For For
4. Management RE-ELECT MR. VITTORIO COLAO AS A DIRECTOR For For
5. Management RE-ELECT MR. ANDY HALFORD AS A DIRECTOR For For
6. Management RE-ELECT MR. ALAN JEBSON AS A DIRECTOR For For
7. Management RE-ELECT MR. NICK LAND AS A DIRECTOR For For
8. Management RE-ELECT MR. ANNE LAUVERGEON AS A DIRECTOR For For
9. Management RE-ELECT MR. SIMON MURRAY AS A DIRECTORQ For For
10. Management RE-ELECT MR. LUC VANDEVELDE AS A DIRECTOR For For
11. Management RE-ELECT MR. ANTHONY WATSON AS A DIRECTOR For For
12. Management RE-ELECT MR. PHILIP YEA AS A DIRECTOR For For
13. Management APPROVE THE FINAL DIVIDEND OF 5.02 PENCE PER ORDINARY SHARE For For
14. Management APPROVE THE REMUNERATION REPORT For For
15. Management RE-APPOINT DELOITTE TOUCHE LLP AS THE AUDITORS OF THE COMPANY For For
16. Management AUTHORIZE THE AUDIT COMMITTEE TO FIX REMUNERATION OF THE AUDITORS For For
17. Management GRANT AUTHORITY FOR THE ISSUE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITH PRE-EMPTIVE RIGHTS UP TO AGGREGATE NOMINAL
AMOUNT OF USD 1,100,000,000
s.18 Management GRANT AUTHORITY FOR THE ISSUE OF EQUITY OR EQUITY-LINKED For For
SECURITIES WITHOUT PRE-EMPTIVE RIGHTS UP TO AGGREGATE NOMINAL
AMOUNT OF USD 300,000,000, SUBJECT TO THE PASSING OF RESOLUTION
17
s.19 Management GRANT AUTHORITY 5,300,000,000 ORDINARY SHARES FOR MARKET PURCHASE For For
20. Management AUTHORIZE THE COMPANY AND ITS SUBSIDIARIES TO MAKE EU POLITICAL For For
DONATIONS TO POLITICAL PARTIES, AND/OR INDEPENDENT ELECTION
CANDIDATES, TO POLITICAL ORGANISATIONS OTHER THAN POLITICAL
PARTIES AND INCUR EU POLITICAL EXPENDITURE UP TO GBP 100,000
s.21 Management AMEND THE ARTICLES OF ASSOCIATION For For
22. Management APPROVE THE VODAFONE GROUP 2008 SHARESAVE PLAN For For
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO ORDINARY RESOLUTIONS
CHANGED TO SPECIAL RESOLUTIONS. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURNTHIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK-YOU.
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VOESTALPINE AG
Ticker: Security ID: AT0000937503
Meeting Date: 07/02/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE THE ANNUAL REPORT No Action
2. Management APPROVE TO ALLOCATION OF THE NET INCOME No Action
3. Management APPROVE THE ACTIONS OF THE BOARD OF DIRECTORS No Action
4. Management APPROVE THE ACTIONS OF THE SUPERVISORY BOARD No Action
5. Management ELECT THE AUDITORS No Action
6.A Management AUTHORIZE THE BOARD OF DIRECTORS TO REPURCHASE COMPANY, COMPANY No Action
SHARES UP TO 10% OF THE COMPANY'S CAPITAL WITHIN 30 MONTHS
6.B Management APPROVE THE AUTHORIZATION TO SELL SHARES ON MARKETS OTHER THAN No Action
THE STOCK MARKET
6.C Management AUTHORIZE THE BOARD OF DIRECTORS TO WITHDRAW 16.443.900 [EUR No Action
29.875.620,45] SHARES
1. Management RECEIVE THE ANNUAL REPORT No Action
2. Management APPROVE TO ALLOCATION OF THE NET INCOME No Action
3. Management APPROVE THE ACTIONS OF THE BOARD OF DIRECTORS No Action
4. Management APPROVE THE ACTIONS OF THE SUPERVISORY BOARD No Action
5. Management ELECT THE AUDITORS No Action
6.A Management AUTHORIZE THE BOARD OF DIRECTORS TO REPURCHASE COMPANY, COMPANY No Action
SHARES UP TO 10% OF THE COMPANY'S CAPITAL WITHIN 30 MONTHS
6.B Management APPROVE THE AUTHORIZATION TO SELL SHARES ON MARKETS OTHER THAN No Action
THE STOCK MARKET
6.C Management AUTHORIZE THE BOARD OF DIRECTORS TO WITHDRAW 16.443.900 [EUR No Action
29.875.620,45] SHARES
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WESTPAC BANKING CORP, SYDNEY NSW
Ticker: Security ID: AU000000WBC1
Meeting Date: 12/11/2008 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Non-Voting RECEIVE THE FINANCIAL REPORT, THE DIRECTOR'S REPORT AND THE
AUDITOR'S REPORT FOR THE YE 30 SEP 2008
2. Management ADOPT THE REMUNERATION REPORT FOR THE YE 30 SEP 2008 For For
3.a Management RE-ELECT MS. ELIZABETH BLOMFIELD BRYAN AS A DIRECTOR OF WESTPAC For For
3.b Management RE-ELECT MS. CAROLYN JUDITH HEWSON AS A DIRECTOR OF WESTPAC For For
3.c Management RE-ELECT MR. LINDSAY PHILIP MAXSTED AS A DIRECTOR OF WESTPAC For For
3.d Management ELECT MR. JOHN SIMON CURTIS AS A DIRECTOR OF WESTPAC For For
3.e Management ELECT MR. PETER JOHN OSWIN HAWKINS AS A DIRECTOR OF WESTPAC For For
3.f Management ELECT MR. GRAHAM JOHN REANEY AS A DIRECTOR OF WESTPAC For For
4. Management APPROVE TO INCREASE THE MAXIMUM AGGREGATE AMOUNT OF ANNUAL For For
REMUNERATION THAT MAY BE PAID TO THE NON-EXECUTIVE DIRECTORS BY
AUD 1.5 MILLION, FROM AUD 3 MILLION TO AUD 4.5 MILLION, WITH
EFFECT FROM THE MERGER IMPLEMENTATION DATE
- ----------------------------------------------------------------------------------------------------------------------
WIENERBERGER BAUSTOFFINDUSTRIE AKTIENGESELLSCHAFT
Ticker: Security ID: AT0000831706
Meeting Date: 05/14/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Non-Voting PRESENTATION OF THE APPROVED ANNUAL FINANCIAL STATEMENTS FOR THE
FINANCIAL YEAR 2008 AND THE REVIEW OF OPERATIONS FOR THE
COMPANY, TOGETHER WITH THE REVIEW OF OPERATIONS FOR THE GROUP,
AS WELL AS THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE
FINANCIAL YEAR 2008 AND THE REPORT OF THE SUPERVISORY BOARD FOR
THE FINANCIAL YEAR 2008.
2. Management RESOLUTION ON THE DISTRIBUTION OF PROFITS PURSUANT TO THE ANNUAL No Action
FINANCIAL STATEMENTS FOR 2008.
3.A Management DISCHARGING THE MANAGEMENT BOARD FROM LIABILITY FOR THE 2008 No Action
BUSINESS YEAR
3.B Management DISCHARGING THE SUPERVISORY BOARD FROM LIABILITY FOR THE 2008 No Action
BUSINESS YEAR
4. Management ELECTION OF THE AUDITORS FOR THE BUSINESS YEAR 2009 No Action
5.A Management ELECTIONS TO THE SUPERVISORY BOARD: FRIEDRICH KADRNOSKA No Action
5.B Management ELECTIONS TO THE SUPERVISORY BOARD: PETER JOHNSON No Action
6. Management RESOLUTION ON AN AUTHORIZED CAPITAL AND ON THE AMENDMENT OF No Action
PARAGRAPH 4 (3) OF THE ARTICLES OF ASSOCIATION (AUTHORIZED
CAPITAL)
7. Management RESOLUTION ON THE REVOCATION OF THE RESOLUTION UNDER ITEM 6 OF No Action
THE AGENDA, ON AN AUTHORIZED CAPITAL AND ON THE AMENDMENT OF
PARAGRAPH 4 (3) OF THE ARTICLES OF ASSOCIATION (AUTHORIZED
CAPITAL)
8. Management RESOLUTION AUTHORIZING THE MANAGING BOARD, WITH THE APPROVAL OF No Action
THE SUPERVISORY BOARD, TO ISSUE CONVERTIBLE BONDS, ALSO IN
MULTIPLE TRANCHES, GRANTING ENTITLEMENT TO SUBSCRIPTION OR
CONVERSION RIGHTS RESPECTIVELY PROVIDE FOR AN OBLIGATION TO
SUBSCRIPTION OR CONVERSION FOR UP TO 41,973,844 SHARES OF THE
COMPANY. THE MANAGING BOARD MAY ALLOCATE SHARES TO BOND HOLDERS
UNDER THE CONDITIONAL CAPITAL AND/OR OWN SHARES. THE AMOUNT OF
CAPITAL ISSUED AND THE ISSUE CONDITIONS ARE TO BE DETERMINED BY
THE MANAGING BOARD WITH THE APPROVAL OF THE SUPERVISORY BOARD.
THIS AUTHORIZATION IS VALID UNTIL 13 MAY 2014.
9. Management RESOLUTION ON A CONDITIONAL CAPITAL INCREASE AND THE REVISION OF No Action
PARAGRAPH 4 OF THE ARTICLES OF ASSOCIATION (REGISTERED CAPITAL
AND SHARES) IN RELATION TO THE CONDITIONAL INCREASE OF SHARE
CAPITAL.
10. Management RESOLUTION AUTHORIZING THE MANAGING BOARD, WITH THE APPROVAL OF No Action
THE SUPERVISORY BOARD, TO GRANT PROFIT PARTICIPATION RIGHTS, IN
ONE OR SEVERAL TRANCHES, AT A TOTAL NOMINAL VALUE OF UP TO EUR
200,000,000 ON THE BASIS OF THE ISSUE OF UP TO 200,000 PROFIT
PARTICIPATION RIGHTS AND TO DETERMINE THE CONDITIONS OF THE
ISSUE. THIS AUTHORIZATION IS VALID UNTIL 13 MAY 2014.
11. Management RESOLUTION ON AMENDMENTS TO PARAGRAPHS 10, 13 AND 28 OF THE No Action
ARTICLES OF ASSOCIATION
12. Management RESOLUTION ON AMENDMENT TO PARAGRAPH 25 OF THE ARTICLES OF No Action
ASSOCIATION
- ----------------------------------------------------------------------------------------------------------------------
WPP PLC, JERSEY
Ticker: Security ID: JE00B3DMTY01
Meeting Date: 06/02/2009 Meeting Type: Annual General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management RECEIVE, AND IF APPROVED, ADOPT THE COMPANY'S ACCOUNTS FOR THE For For
FYE 31 DEC 2008 TOGETHER WITH THE DIRECTORS' REPORT, THE
DIRECTORS' REMUNERATION REPORT AND THE AUDITORS' REPORT ON THOSE
ACCOUNTS AND THE AUDITABLE PART OF THE REMUNERATION REPORT
2. Management APPROVE THE WPP DIRECTORS' REMUNERATION REPORT SET OUT IN THE For For
REPORT OF THE COMPENSATION COMMITTEE CONTAINED IN THE 2008
REPORT AND ACCOUNTS
3. Management RE-ELECT MR. COLIN DAY AS A DIRECTOR For For
4. Management RE-ELECT MS. LUBNA OLAYAN AS A DIRECTOR For For
5. Management RE-ELECT MR. JEFFREY ROSEN AS A DIRECTOR For For
6. Management RE-ELECT MS. ESTHER DYSON AS A DIRECTOR For For
7. Management RE-ELECT MR. JOHN QUELCH AS A DIRECTOR For For
8. Management RE-ELECT MR. STANLEY [BUD] MORTEN AS A DIRECTOR For For
9. Management RE-APPOINT DELOITTE LLP AS THE AUDITORS OF THE COMPANY TO HOLD For For
OFFICE FROM THE CONCLUSION OF THE AGM TO THE CONCLUSION TO THE
NEXT AGM OF THE COMPANY AND AUTHORIZE THE DIRECTORS TO DETERMINE
THEIR REMUNERATION
10. Management AUTHORIZE THE BOARD OF DIRECTORS, IN ACCORDANCE WITH ARTICLE 6 OF For For
THE COMPANY'S ARTICLES OF ASSOCIATION, TO ALLOT RELEVANT
SECURITIES [AS DEFINED IN THE COMPANY'S ARTICLES OF ASSOCIATION]
UP TO A MAXIMUM NOMINAL AMOUNT OF GBP 45,985,690; [AUTHORITY
EXPIRES ON 01 JUN 2014]; AND THE BOARD OF DIRECTORS MAY ALLOT
RELEVANT SECURITIES PURSUANT TO SUCH OFFER OR AGREEMENT AS IF
THE AUTHORITY CONFERRED ON THEM HAD NOT EXPIRED
S.11 Management AUTHORIZE THE COMPANY, FOR THE PURPOSE OF ARTICLE 57 OF THE For For
JERSEY LAW, TO MAKE ONE OR MORE MARKET PURCHASES OF 125,294,634
SHARES REPRESENTING OF THE COMPANY'S ISSUED SHARE CAPITAL AT A
MINIMUM PRICE [EXCLUSIVE OF EXPENSES] OF 10 PENCE PER SHARE AND
A MAXIMUM PRICE [EXCLUSIVE OF EXPENSES] OF AN AMOUNT EQUAL TO
105% ABOVE THE AVERAGE OF THE MIDDLE MARKET QUOTATIONS FOR THE
ORDINARY SHARES AS DERIVED FROM THE LONDON STOCK EXCHANGE DAILY
OFFICIAL LIST FOR THE 5 BUSINESS DAYS IMMEDIATELY PRECEDING THE
DAY ON WHICH THE COMPANY MAKES THE MARKET PURCHASE AND THE
AMOUNT STIPULATED BY ARTICLE 5(1) OF THE BUYBACK AND
STABILIZATION REGULATION 2003[EXCLUSIVE OF EXPENSE [IF ANY]
PAYABLE BY THE COMPANY]; [AUTHORITY EXPIRES THE EARLIER OF THE
CONCLUSION OF THE NEXT AGM OF THE COMPANY HELD ON 2010 OR 01 SEP
2010]; AND THE COMPANY, BEFORE THE EXPIRY, MAY MAKE A CONTRACT
TO PURCHASE ORDINARY SHARES WHICH WILL OR MAY BE EXECUTED WHOLLY
OR PARTLY AFTER SUCH EXPIRY; AND, PURSUANT TO ARTICLES 58A OF
THE COMPANIES [JERSEY] LAW 1991, AND IF APPROVED BY THE
DIRECTORS, TO HOLD AS TREASURY SHARES ANY ORDINARY SHARES
PURCHASED PURSUANT TO THE AUTHORITY CONFERRED BY THIS RESOLUTION
S.12 Management AUTHORIZE THE BOARD OF DIRECTORS, IN ACCORDANCE WITH ARTICLE 8 OF For For
THE COMPANY'S ARTICLES OF ASSOCIATION, TO ALLOT EQUITY
SECURITIES [AS DEFINED IN THE COMPANY'S ARTICLES OF ASSOCIATION]
WHOLLY FOR CASH [INCLUDING IN CONNECTION WITH A RIGHTS ISSUE [AS
DEFINED IN THE COMPANY'S ARTICLES OF ASSOCIATION]], AS IF
ARTICLE 7 OF THE COMPANY'S ARTICLES OF ASSOCIATION DID NOT
APPLY, PROVIDED THAT, FOR THE PURPOSES OF PARAGRAPH (1)(B) OF
ARTICLE 8 ONLY, THE AGGREGATE NOMINAL AMOUNT TO WHICH THIS
AUTHORITY IS LIMITED IS GBP 6,276,908; [AUTHORITY SHALL EXPIRE
ON 01 JUNE 2014]; AND THE BOARD OF DIRECTORS MAY ALLOT EQUITY
SECURITIES PURSUANT TO SUCH OFFER OR AGREEMENT AS IF THE
AUTHORITY CONFERRED ON THEM HEREBY HAD NOT EXPIRED
- ----------------------------------------------------------------------------------------------------------------------
WPP PLC, JERSEY
Ticker: Security ID: JE00B3DMTY01
Meeting Date: 06/02/2009 Meeting Type: ExtraOrdinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
1. Management APPROVE THE WPP PLC LEADERSHIP EQUITY ACQUISITION PLAN III [LEAP For For
III]
- ----------------------------------------------------------------------------------------------------------------------
ZURICH FINANCIAL SERVICES, ZUERICH
Ticker: Security ID: CH0011075394
Meeting Date: 04/02/2009 Meeting Type: Ordinary General Meeting
# Sponsor Proposal Vote Cast For/Against Mgmt.
Non-Voting THE PRACTICE OF SHARE BLOCKING VARIES WIDELY IN THIS MARKET.
PLEASE CONTACT YO-UR CLIENT SERVICE REPRESENTATIVE TO OBTAIN
BLOCKING INFORMATION FOR YOUR ACCOU-NTS.
Non-Voting PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE SENT
UNDER MEETING-519636, INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST-BE NOTIFIED TO THE COMPANY
REGISTRAR AS BENEFICIAL OWNER BEFORE THE RE-REGISTR-ATION
DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS THAT ARE SUBMITTED
AFTER T-HE CUTOFF DATE WILL BE PROCESSED ON A BEST EFFORT BASIS.
THANK YOU.
1. Management RECEIVE THE ANNUAL REPORT INCLUDING REMUNERATION REPORT, THE For For
ANNUAL FINANCIAL STATEMENTS AND CONSOLIDATED FINANCIAL
STATEMENTS FOR 2008
2. Management APPROVE THE APPROPRIATION OF THE AVAILABLE EARNINGS OF ZURICH For For
FINANCIAL SERVICES FOR 2008
3. Management APPROVE TO DISCHARGE THE MEMBERS OF THE BOARD OF DIRECTORS AND For For
THE GROUP EXECUTIVE COMMITTEE
4. Management APPROVE TO INCREASE THE AUTHORIZED SHARE CAPITAL AND AMEND THE For For
ARTICLE 5 BIS PARAGRAPH 1 OF THE ARTICLES OF INCORPORATION
5. Management APPROVE TO INCREASE THE CONTINGENT SHARE CAPITAL AND AMEND THE For For
ARTICLE 5 TER PARAGRAPH 1A OF THE ARTICLES OF INCORPORATION
6. Management APPROVE TO CHANGE THE COMPANY NAME For For
7.1.1 Management RE-ELECT MR. THOMAS ESCHER TO THE BOARD OF DIRECTOR For For
7.1.2 Management RE-ELECT MR. DON NICOLAISEN TO THE BOARD OF DIRECTOR For For
7.1.3 Management RE-ELECT MR. PHILIPPE PIDOUX TO THE BOARD OF DIRECTOR For For
7.1.4 Management RE-ELECT MR. VERNON SANKEY TO THE BOARD OF DIRECTOR For For
7.2 Management RE-ELECT PRICEWATERHOUSECOOPERS AS THE AUDITORS For For
Non-Voting PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF AUDITOR
NAME. IF YOU HAV-E ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
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.
The Wright Managed Equity Trust (On behalf of Wright Selected Blue Chip Equities
- --------------------------------------------------------------------------------
Find, Wright Major Blue Chip Equities Fund, and Wright International Blue Chip
- --------------------------------------------------------------------------------
Equities Fund.
- ---------------
/s/ Peter M. Donovan
By: ----------------------
Peter M. Donovan
President
Date: August 2, 2009