UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-05715
The Gabelli Convertible and Income Securities Fund Inc.
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2008 - June 30, 2009
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (Sections 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2008 TO JUNE 30, 2009
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 1
The Gabelli Convertible and Income Securities Fund Inc.
INVESTMENT COMPANY REPORT
EMMIS COMMUNICATIONS CORPORATION
SECURITY 291525103 MEETING TYPE Annual
TICKER SYMBOL EMMS MEETING DATE 15-Jul-2008
ISIN US2915251035 AGENDA 932927582 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 RICHARD A. LEVENTHAL For For
2 PETER A. LUND* For For
3 LAWRENCE B. SORREL For For
02 PROPOSAL TO RATIFY THE SELECTION OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS.
CLEAR CHANNEL COMMUNICATIONS, INC.
SECURITY 184502102 MEETING TYPE Special
TICKER SYMBOL CCU MEETING DATE 24-Jul-2008
ISIN US1845021021 AGENDA 932932254 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 APPROVE THE ADOPTION OF THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED NOVEMBER 16, 2006, BY AND
AMONG CLEAR CHANNEL COMMUNICATIONS, INC., BT
TRIPLE CROWN MERGER CO., INC., B TRIPLE CROWN
FINCO, LLC, AND T TRIPLE CROWN FINCO, LLC, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE SPECIAL MEETING, IF NECESSARY OR
APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF
THEIR ARE INSUFFICIENT VOTES AT THE TIME OF THE
SPECIAL MEETING TO APPROVE AND ADOPT THE
AMENDED AGREEMENT AND PLAN OF MERGER.
03 IN THE DISCRETION OF THE PROXY HOLDERS, ON ANY Management For For
OTHER MATTER THAT MAY PROPERLY COME BEFORE THE
SPECIAL MEETING.
SAFECO CORPORATION
SECURITY 786429100 MEETING TYPE Annual
TICKER SYMBOL SAF MEETING DATE 29-Jul-2008
ISIN US7864291007 AGENDA 932932103 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF APRIL 23, 2008, BY AND AMONG
LIBERTY MUTUAL INSURANCE COMPANY, BIG APPLE
MERGER CORPORATION AND SAFECO CORPORATION.
02 DIRECTOR Management
1 JOSEPH W. BROWN For For
2 KERRY KILLINGER For For
3 GARY F. LOCKE For For
4 CHARLES R. RINEHART For For
5 GERARDO I. LOPEZ For For
03 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
SAFECO'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
04 ADJOURN OR POSTPONE THE ANNUAL MEETING, IF Management For For
NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES APPROVING THE MERGER AGREEMENT.
ELECTRONIC DATA SYSTEMS CORPORATION
SECURITY 285661104 MEETING TYPE Special
TICKER SYMBOL EDS MEETING DATE 31-Jul-2008
ISIN US2856611049 AGENDA 932932521 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF MAY 13, 2008, AMONG
ELECTRONIC DATA SYSTEMS CORPORATION,
HEWLETT-PACKARD COMPANY AND HAWK MERGER
CORPORATION, AS IT MAY BE AMENDED FROM TIME TO
TIME.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OR Management For For
POSTPONEMENT OF THE SPECIAL MEETING TO A LATER
DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO
SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE
ARE INSUFFICIENT VOTES AT THE TIME OF SUCH
ADJOURNMENT OR POSTPONEMENT TO ADOPT THE
AGREEMENT AND PLAN OF MERGER.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 2
The Gabelli Convertible and Income Securities Fund Inc.
WHX CORPORATION
SECURITY 929248508 MEETING TYPE Annual
TICKER SYMBOL WXCP MEETING DATE 16-Sep-2008
ISIN US9292485086 AGENDA 932946708 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 WARREN G. LICHTENSTEIN For For
2 JACK L. HOWARD For For
3 GLEN M. KASSAN For For
4 LOUIS KLEIN, JR. For For
5 JOHN H. MCNAMARA JR. For For
6 JOHN J. QUICKE For For
7 GAREN W. SMITH For For
02 AUTHORIZE THE BOARD, AT ITS DISCRETION, TO Management For For
AMEND THE AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO INCREASE THE AUTHORIZED
CAPITAL STOCK FROM 55,000,000 SHARES,
CONSISTING OF 50,000,000 SHARES OF COMMON STOCK
AND 5,000,000 SHARES OF PREFERRED STOCK TO
185,000,000 SHARES, CONSISTING OF 180,000,000
SHARES OF COMMON STOCK AND 5,000,000 SHARES OF
PREFERRED STOCK.
03 TO AUTHORIZE THE BOARD, AT ITS DISCRETION, TO Management For For
AMEND THE COMPANY'S AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION TO MAKE CERTAIN
CLARIFYING AMENDMENTS TO PROTECT THE
AVAILABILITY OF THE COMPANY'S NET OPERATING
LOSS CARRY FORWARDS UNDER SECTION 382 OF THE
INTERNAL REVENUE CODE IN CONNECTION WITH THE
COMPANY'S PENDING RIGHTS OFFERING.
04 RATIFICATION OF THE APPOINTMENT OF GRANT Management For For
THORNTON LLP AS THE INDEPENDENT PUBLIC
ACCOUNTANTS OF THE COMPANY FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2008.
GENERAL MILLS, INC.
SECURITY 370334104 MEETING TYPE Annual
TICKER SYMBOL GIS MEETING DATE 22-Sep-2008
ISIN US3703341046 AGENDA 932943598 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: BRADBURY H. ANDERSON Management For For
1B ELECTION OF DIRECTOR: PAUL DANOS Management For For
1C ELECTION OF DIRECTOR: WILLIAM T. ESREY Management For For
1D ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN Management For For
1E ELECTION OF DIRECTOR: JUDITH RICHARDS HOPE Management For For
1F ELECTION OF DIRECTOR: HEIDI G. MILLER Management For For
1G ELECTION OF DIRECTOR: HILDA OCHOA-BRILLEMBOURG Management For For
1H ELECTION OF DIRECTOR: STEVE ODLAND Management For For
1I ELECTION OF DIRECTOR: KENDALL J. POWELL Management For For
1J ELECTION OF DIRECTOR: LOIS E. QUAM Management For For
1K ELECTION OF DIRECTOR: MICHAEL D. ROSE Management For For
1L ELECTION OF DIRECTOR: ROBERT L. RYAN Management For For
1M ELECTION OF DIRECTOR: DOROTHY A. TERRELL Management For For
02 RATIFY THE APPOINTMENT OF KPMG LLP AS GENERAL Management For For
MILLS' INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
WM. WRIGLEY JR. COMPANY
SECURITY 982526105 MEETING TYPE Special
TICKER SYMBOL WWY MEETING DATE 25-Sep-2008
ISIN US9825261053 AGENDA 932942217 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF APRIL 28, 2008, AMONG WM. WRIGLEY
JR. COMPANY, MARS, INCORPORATED, NEW UNO
HOLDINGS CORPORATION AND NEW UNO ACQUISITION
CORPORATION, AS IT MAY BE AMENDED FROM TIME TO
TIME.
02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For
APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF
ADOPTING THE MERGER AGREEMENT AT THE TIME OF
THE SPECIAL MEETING.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 3
The Gabelli Convertible and Income Securities Fund Inc.
PERNOD-RICARD, PARIS
SECURITY F72027109 MEETING TYPE MIX
TICKER SYMBOL RI.PA MEETING DATE 05-Nov-2008
ISIN FR0000120693 MEETING DATE 701724014 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
French Resident Shareowners must complete, sign Non-Voting
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
O.1 Receive the reports of the Board of Directors Management For For
and the Auditors; approve the Company's
financial statements for the YE in 30 JUN 2008
as presented, earnings for the FY: EUR
925,580,852.74, the expenses and charges that
were not tax deductible of EUR 125,815.00 with
a corresponding tax of EUR 43,322.00
O.2 Receive the reports of the Board of Directors Management For For
and the Auditors; approve the consolidated
financial statements for the said FY, in the
form presented to the meeting
O.3 Approve the recommendations of the Board of Management For For
directors and resolves that the income for the
FY be appropriated as follows: earnings for the
FY: EUR 925,580,852.74 legal reserve: EUR
71,178.48 previous retained earnings: EUR
517,716,451.00 distributable income: EUR
1,443,226,125.26 dividends: EUR 289,981,525.68
retained earnings: EUR 1,1 53,244,599.58 the
shareholders' meeting reminds that an interim
dividend of EUR 0.63 was already paid on 03 JUL
2008 the remaining dividend of EUR 0.69 will be
paid on 18 NOV 2008, and will entitle natural
persons to the 40% allowance in the event that
the Company holds some of its own share on such
date, the amount of the unpaid dividend on such
shares shall be allocated to the retained
earnings account, as required by law
O.4 Receive the special report of the Auditors on Management For For
agreements governed by Article L.225.38 of the
French Commercial code, and approve the said
report and the agreements referred to therein
O.5 Receive the special report of the Auditors on Management For For
agreements governed by Article L.225.38 ET
L.225.42.1 of the French Commercial Code, and
approve the said report and the agreements
referred to therein regarding Mr. Patrick
Ricard, Chairman
O.6 Receive the special report of the Auditors on Management For For
agreements governed by Article L.225.38 ET
L.225.42.1 of the French Commercial Code, and
approve the said report and the agreements
referred to therein concerning Mr. Pierre
Pringet, Managing Director
O.7 Approve to renew the appointment of Mr. Patrick Management For For
Ricard as Director for a 4 year period
O.8 Approve to renew the appointment of Mr. Pierre Management For For
Pringuet as Director for a 4 year period
O.9 Approve to renew the appointment of Mr. Rafael Management For For
Gonzalez- Gallarza as Director for a 4 year
period
O.10 Appoint Mr. Wolfgang Colberg as a Director, for Management For For
a 4 year period
O.11 Appoint Mr. Cesar Giron as a Director, for a 4 Management For For
year period
O.12 Approve to award total annual fees of EUR Management For For
750,000.00 to the Board of Directors
O.13 Authorize the Board of Directors to trade in Management For For
the Company's shares on the stock market,
subject to the conditions specified below:
maximum purchase price: EUR 125.00, maximum
number of shares to be acquired: 10% of the
share capital, maximum funds invested in the
share buybacks: EUR 2,746,037,125.00 [Authority
expires at the end of 18 months] this
authorization supersedes the fraction unused of
the authorization granted by the shareholders'
meeting of 07 NOV 2007, in its resolution
number 8 and to take all necessary measures and
accomplish all necessary formalities
E.14 Grant authority to the Board of Directors to Management For For
reduce the share capital, on one or more
occasions and at its sole discretion, by
canceling all or part of the shares held by the
Company in connection with a stock repurchase
plan granted by the resolution13 of the present
meeting, up to a maximum of 10% of the share
capital over a 24 month period [Authority
expires at the end of 24 months], this
authorization supersedes the fraction unused of
the authorization granted by the shareholders'
meeting of 07 NOV 2007 in its resolution number
9
E.15 Grant authority to the Board of Directors to Management For For
issue warrants giving right to subscribe to
shares in the event of a public exchange offer
concerning the Company's shares, [Authority
expires at the end of 18 months] the global
nominal amount of shares issued under this
delegation of authority shall not exceed EUR
145,000,000.00 and to take all necessary
measures and accomplish all necessary
formalities, this authorization supersedes the
fraction unused of the authorization granted by
the shareholders' meeting of 07 NOV 2007, in
its resolution number 19
E.16 Authorize the Board of Directors to increase Management For For
the share capital, on one or more occasions, at
its sole discretion, in favor of employees and
corporate officers of the Company who are
members of a Company Savings Plan, [Authority
expires at the end of 26 months] and for a
nominal amount that shall not exceed 2% of the
share capital, this amount shall count against
the overall value set forth in resolution
number 11 of the shareholders' meeting dated 07
NOV 2007, the shareholders meeting decides to
cancel the shareholders' preferential
subscription rights, this authorization
supersedes the fraction unused of the
authorization granted by the shareholders'
meeting of 07 NOV 2007, in its resolution
number 20, and to take all necessary measures
and accomplish all necessary formalities to
charge the share issuance cost against the
related premiums and deduct from the premiums
the amounts necessary to raise the legal
reserve to one-tenth of the new capital after
each increase
E.17 Grant full powers to the bearer of an original, Management For For
a copy or extract of the minutes of this
meeting to carry out all filings, publications
and other formalities prescribed by law
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 4
The Gabelli Convertible and Income Securities Fund Inc.
ANHEUSER-BUSCH COMPANIES, INC.
SECURITY 035229103 MEETING TYPE Special
TICKER SYMBOL BUD MEETING DATE 12-Nov-2008
ISIN US0352291035 AGENDA 932962839 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER BY AND AMONG INBEV N.V./S.A., PESTALOZZI
ACQUISITION CORP., AND ANHEUSER-BUSCH
COMPANIES, INC., AS IT MAY BE AMENDED FROM TIME
TO TIME.
02 PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A Management For For
LATER DATE TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE INSUFFICIENT VOTES TO APPROVE
PROPOSAL NUMBER 1 AT THE TIME OF THE SPECIAL
MEETING.
DIEBOLD, INCORPORATED
SECURITY 253651103 MEETING TYPE Annual
TICKER SYMBOL DBD MEETING DATE 12-Nov-2008
ISIN US2536511031 AGENDA 932963538 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 LOUIS V. BOCKIUS III For For
2 PHILLIP R. COX For For
3 RICHARD L. CRANDALL For For
4 GALE S. FITZGERALD For For
5 PHILLIP B. LASSITER For For
6 JOHN N. LAUER For For
7 ERIC J. ROORDA For For
8 THOMAS W. SWIDARSKI For For
9 HENRY D.G. WALLACE For For
10 ALAN J. WEBER For For
02 TO RATIFY THE APPOINTMENT OF KPMG, LLP AS THE Management For For
CORPORATION'S INDEPENDENT AUDITORS FOR THE YEAR
2008
MICROSOFT CORPORATION
SECURITY 594918104 MEETING TYPE Annual
TICKER SYMBOL MSFT MEETING DATE 19-Nov-2008
ISIN US5949181045 AGENDA 932960013 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 ELECTION OF DIRECTOR: STEVEN A. BALLMER Management For For
02 ELECTION OF DIRECTOR: JAMES I. CASH JR. Management For For
03 ELECTION OF DIRECTOR: DINA DUBLON Management For For
04 ELECTION OF DIRECTOR: WILLIAM H. GATES III Management For For
05 ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN Management For For
06 ELECTION OF DIRECTOR: REED HASTINGS Management For For
07 ELECTION OF DIRECTOR: DAVID F. MARQUARDT Management For For
08 ELECTION OF DIRECTOR: CHARLES H. NOSKI Management For For
09 ELECTION OF DIRECTOR: HELMUT PANKE Management For For
10 APPROVAL OF MATERIAL TERMS OF PERFORMANCE Management For For
CRITERIA UNDER THE EXECUTIVE OFFICER INCENTIVE
PLAN.
11 APPROVAL OF AMENDMENTS TO THE 1999 STOCK OPTION Management For For
PLAN FOR NON-EMPLOYEE DIRECTORS.
12 RATIFICATION OF THE SELECTION OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT AUDITOR.
13 SHAREHOLDER PROPOSAL - ADOPTION OF POLICIES ON Shareholder Against For
INTERNET CENSORSHIP.
14 SHAREHOLDER PROPOSAL - ESTABLISHMENT OF BOARD Shareholder Against For
COMMITTEE ON HUMAN RIGHTS.
15 SHAREHOLDER PROPOSAL - DISCLOSURE OF CHARITABLE Shareholder Against For
CONTRIBUTIONS.
WHX CORPORATION
SECURITY 929248508 MEETING TYPE Special
TICKER SYMBOL WXCP MEETING DATE 19-Nov-2008
ISIN US9292485086 AGENDA 932968449 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 TO AUTHORIZE THE BOARD, AT ITS DISCRETION, TO Management For For
AMEND THE COMPANY'S AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION, AS AMENDED, TO
EFFECT A REVERSE STOCK SPLIT OF THE COMPANY'S
ISSUED & OUTSTANDING SHARES OF COMMON STOCK,
PAR VALUE $0.01 PER SHARE, BY A RATIO OF
BETWEEN 1- FOR-3 AND 1-FOR-10, INCLUSIVE,
WITHOUT FURTHER APPROVAL OR AUTHORIZATION OF
THE COMPANY'S STOCKHOLDERS.
02 TO AUTHORIZE THE BOARD OF DIRECTORS OF THE Management For For
COMPANY, AT ITS DISCRETION, TO AMEND THE
COMPANY'S AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION, AS AMENDED, TO PERMIT THE
COMPANY TO TAKE ACTION BY WRITTEN CONSENT OF A
MAJORITY OF THE STOCKHOLDERS ENTITLED TO VOTE
WITH RESPECT TO THE SUBJECT MATTER OF THE
ACTION.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 5
The Gabelli Convertible and Income Securities Fund Inc.
UST INC.
SECURITY 902911106 MEETING TYPE Special
TICKER SYMBOL UST MEETING DATE 04-Dec-2008
ISIN US9029111062 AGENDA 932969869 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF SEPTEMBER 7, 2008, BY AND
AMONG UST INC., ALTRIA GROUP, INC., AND
ARMCHAIR SUB, INC., AS AMENDED, AND APPROVE THE
MERGER CONTEMPLATED THEREBY.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OR Management For For
POSTPONEMENT OF THE 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, AS AMENDED, AND APPROVE THE MERGER.
WALGREEN CO.
SECURITY 931422109 MEETING TYPE Annual
TICKER SYMBOL WAG MEETING DATE 14-Jan-2009
ISIN US9314221097 AGENDA 932978046 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 WILLIAM C. FOOTE For For
2 MARK P. FRISSORA For For
3 ALAN G. MCNALLY For For
4 CORDELL REED For For
5 NANCY M. SCHLICHTING For For
6 DAVID Y. SCHWARTZ For For
7 ALEJANDRO SILVA For For
8 JAMES A. SKINNER For For
9 MARILOU M. VON FERSTEL For For
10 CHARLES R. WALGREEN III For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
03 TO AMEND THE WALGREEN CO. 1982 EMPLOYEES STOCK Management For For
PURCHASE PLAN TO INCREASE THE NUMBER OF SHARES
OF COMMON STOCK AUTHORIZED FOR ISSUANCE UNDER
THE PLAN.
04 SHAREHOLDER PROPOSAL THAT THE CHAIRMAN OF THE Shareholder Against For
BOARD BE AN INDEPENDENT DIRECTOR WHO HAS NOT
PREVIOUSLY SERVED AS AN EXECUTIVE OFFICER OF
WALGREEN CO.
05 SHAREHOLDER PROPOSAL THAT WALGREEN CO. Shareholder Against For
SHAREHOLDERS VOTE TO RATIFY THE COMPENSATION OF
THE NAMED EXECUTIVE OFFICERS.
ROCKWELL AUTOMATION, INC.
SECURITY 773903109 MEETING TYPE Annual
TICKER SYMBOL ROK MEETING DATE 04-Feb-2009
ISIN US7739031091 AGENDA 932985116 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
A DIRECTOR Management
1 BETTY C. ALEWINE For For
2 VERNE G. ISTOCK For For
3 DONALD R. PARFET For For
4 DAVID B. SPEER For For
B TO APPROVE THE SELECTION OF DELOITTE & TOUCHE Management For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
MORGAN STANLEY
SECURITY 617446448 MEETING TYPE Special
TICKER SYMBOL MS MEETING DATE 09-Feb-2009
ISIN US6174464486 AGENDA 932990989 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 TO APPROVE THE CONVERSION TERMS OF MORGAN Management For For
STANLEY'S SERIES B NON-CUMULATIVE NON-VOTING
PERPETUAL CONVERTIBLE PREFERRED STOCK, THE
ISSUANCE OF MORGAN STANLEY'S COMMON STOCK
PURSUANT TO SUCH TERMS AND POTENTIAL EQUITY
ISSUANCES CONTEMPLATED BY INVESTOR AGREEMENT,
DATED AS OF OCTOBER 13, 2008, AS AMENDED, BY
AND BETWEEN MORGAN STANLEY AND MITSUBISHI UFJ
FINANCIAL GROUP, INC.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO
SOLICIT ADDITIONAL PROXIES IF (A) THERE ARE
INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE PROPOSAL 1 OR (B) A QUORUM
IS NOT PRESENT AT THE TIME OF THE SPECIAL
MEETING.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 6
The Gabelli Convertible and Income Securities Fund Inc.
NATIONAL FUEL GAS COMPANY
SECURITY 636180101 MEETING TYPE Annual
TICKER SYMBOL NFG MEETING DATE 12-Mar-2009
ISIN US6361801011 AGENDA 932996347 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 R. DON CASH For For
2 STEPHEN E. EWING For For
3 GEORGE L. MAZANEC For For
02 VOTE TO RATIFY PRICEWATERHOUSECOOPERS LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
03 VOTE TO APPROVE THE 2009 NON-EMPLOYEE DIRECTOR Management For For
EQUITY COMPENSATION PLAN
PARMALAT SPA, COLLECCHIO
SECURITY 70175R102 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL PLATF.PK MEETING DATE 08-Apr-2009
ISIN US70175R1023 MEETING DATE 701858625 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting
VOTE 'IN FAVOR' OR "AGAINST" ONLY-FOR
RESOLUTIONS 1 AND 2. THANK YOU.
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting
REACH QUORUM, THERE WILL BE A SE-COND CALL ON
09 APR 2009. CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN V-ALID FOR ALL CALLS
UNLESS THE AGENDA IS AMENDED. THANK YOU.
1. Approve the balance sheet, income statement and Management For For
accompanying notes at 31 DEC 2008, together
with the report on operations for the same year
with the relevant proposal of distribution of
profits, review of the report of the Statutory
Auditors, consequent resolutions
2. Approve to increase of the compensation to the Management For For
Independent Auditors' Firm, consequent
resolution
BANK OF NEW YORK MELLON CORP.
SECURITY 064058100 MEETING TYPE Annual
TICKER SYMBOL BK MEETING DATE 14-Apr-2009
ISIN US0640581007 AGENDA 933014805 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 RUTH E. BRUCH For For
2 NICHOLAS M. DONOFRIO For For
3 GERALD L. HASSELL For For
4 EDMUND F. KELLY For For
5 ROBERT P. KELLY For For
6 RICHARD J. KOGAN For For
7 MICHAEL J. KOWALSKI For For
8 JOHN A. LUKE, JR. For For
9 ROBERT MEHRABIAN For For
10 MARK A. NORDENBERG For For
11 CATHERINE A. REIN For For
12 WILLIAM C. RICHARDSON For For
13 SAMUEL C. SCOTT III For For
14 JOHN P. SURMA For For
15 WESLEY W. VON SCHACK For For
02 PROPOSAL TO APPROVE THE ADVISORY (NON-BINDING) Management For For
RESOLUTION RELATING TO 2008 EXECUTIVE
COMPENSATION.
03 RATIFICATION OF APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANT.
04 STOCKHOLDER PROPOSAL WITH RESPECT TO CUMULATIVE Shareholder Against For
VOTING.
05 STOCKHOLDER PROPOSAL REQUESTING A 75% RETENTION Shareholder Against For
POLICY FOR SHARES ACQUIRED THROUGH COMPENSATION
PLANS.
KAMAN CORPORATION
SECURITY 483548103 MEETING TYPE Annual
TICKER SYMBOL KAMN MEETING DATE 15-Apr-2009
ISIN US4835481031 AGENDA 933002521 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1 DIRECTOR Management
1 E. REEVES CALLAWAY III For For
2 KAREN M. GARRISON For For
3 A. WILLIAM HIGGINS For For
2 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE ENSUING YEAR.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 7
The Gabelli Convertible and Income Securities Fund Inc.
BP P.L.C.
SECURITY 055622104 MEETING TYPE Annual
TICKER SYMBOL BP MEETING DATE 16-Apr-2009
ISIN US0556221044 AGENDA 933008888 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 TO RECEIVE THE DIRECTORS' ANNUAL REPORT AND Management For For
ACCOUNTS
02 TO APPROVE THE DIRECTORS' REMUNERATION REPORT Management For For
03 DIRECTOR Management
1 MR A BURGMANS For For
2 MRS C B CARROLL For For
3 SIR WILLIAM CASTELL For For
4 MR I C CONN For For
5 MR G DAVID For For
6 MR E B DAVIS, JR For For
7 MR R DUDLEY For For
8 MR D J FLINT For For
9 DR B E GROTE For For
10 DR A B HAYWARD For For
11 MR A G INGLIS For For
12 DR D S JULIUS For For
13 SIR TOM MCKILLOP For For
14 SIR IAN PROSSER For For
15 MR P D SUTHERLAND For For
18 TO RE-APPOINT ERNST & YOUNG LLP AS AUDITORS AND Management For For
AUTHORIZE THE BOARD TO FIX THEIR REMUNERATION
S19 SPECIAL RESOLUTION: TO GIVE LIMITED AUTHORITY Management For For
FOR THE PURCHASE OF ITS OWN SHARES BY THE
COMPANY
20 TO GIVE LIMITED AUTHORITY TO ALLOT SHARES UP TO Management For For
A SPECIFIED AMOUNT
S21 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO ALLOT Management For For
A LIMITED NUMBER OF SHARES FOR CASH FREE OF
PRE- EMPTION RIGHTS
S22 SPECIAL RESOLUTION: TO AUTHORIZE THE CALLING OF Management For For
GENERAL MEETINGS (EXCLUDING ANNUAL GENERAL
MEETINGS) BY NOTICE OF AT LEAST 14 CLEAR DAYS
GENUINE PARTS COMPANY
SECURITY 372460105 MEETING TYPE Annual
TICKER SYMBOL GPC MEETING DATE 20-Apr-2009
ISIN US3724601055 AGENDA 933004981 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 DR. MARY B. BULLOCK For For
2 JEAN DOUVILLE For For
3 THOMAS C. GALLAGHER For For
4 GEORGE C. "JACK" GUYNN For For
5 JOHN D. JOHNS For For
6 MICHAEL M.E. JOHNS, MD For For
7 J. HICKS LANIER For For
8 WENDY B. NEEDHAM For For
9 JERRY W. NIX For For
10 LARRY L. PRINCE For For
11 GARY W. ROLLINS For For
02 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Management For For
LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2009.
ELI LILLY AND COMPANY
SECURITY 532457108 MEETING TYPE Annual
TICKER SYMBOL LLY MEETING DATE 20-Apr-2009
ISIN US5324571083 AGENDA 933007367 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 M.S. FELDSTEIN For For
2 J.E. FYRWALD For For
3 E.R. MARRAM For For
4 D.R. OBERHELMAN For For
02 RATIFICATION OF THE APPOINTMENT BY THE AUDIT Management For For
COMMITTEE OF THE BOARD OF THE DIRECTORS OF
ERNST & YOUNG LLP AS PRINCIPAL INDEPENDENT
AUDITOR FOR 2009
03 APPROVE AMENDMENTS TO THE ARTICLES OF Management For For
INCORPORATION TO PROVIDE FOR ANNUAL ELECTION OF
ALL DIRECTORS
04 REAPPROVE THE MATERIAL TERMS OF PERFORMANCE Management For For
GOALS FOR THE ELI LILLY AND COMPANY BONUS PLAN
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 8
The Gabelli Convertible and Income Securities Fund Inc.
05 PROPOSAL BY SHAREHOLDERS REQUESTING THAT THE Shareholder Against For
BOARD ELIMINATE ALL SUPERMAJORITY VOTING
PROVISIONS FROM THE COMPANY'S ARTICLES OF
INCORPORATION AND BYLAWS
06 PROPOSAL BY SHAREHOLDERS REQUESTING THAT THE Shareholder Against For
COMPANY AMEND ITS ARTICLES OF INCORPORATION TO
ALLOW SHAREHOLDERS TO AMEND THE COMPANY'S
BYLAWS BY MAJORITY VOTE
07 PROPOSAL BY SHAREHOLDERS REQUESTING THAT THE Shareholder Against For
BOARD OF DIRECTORS ADOPT A POLICY OF ASKING
SHAREHOLDERS TO RATIFY THE COMPENSATION OF
NAMED EXECUTIVE OFFICERS AT THE ANNUAL MEETING
OF SHAREHOLDERS
M&T BANK CORPORATION
SECURITY 55261F104 MEETING TYPE Annual
TICKER SYMBOL MTB MEETING DATE 21-Apr-2009
ISIN US55261F1049 AGENDA 933008686 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 BRENT D. BAIRD For For
2 ROBERT J. BENNETT For For
3 C. ANGELA BONTEMPO For For
4 ROBERT T. BRADY For For
5 MICHAEL D. BUCKLEY For For
6 T.J. CUNNINGHAM III For For
7 MARK J. CZARNECKI For For
8 COLM E. DOHERTY For For
9 PATRICK W.E. HODGSON For For
10 RICHARD G. KING For For
11 JORGE G. PEREIRA For For
12 MICHAEL P. PINTO For For
13 MELINDA R. RICH For For
14 ROBERT E. SADLER, JR. For For
15 EUGENE J. SHEEHY For For
16 HERBERT L. WASHINGTON For For
17 ROBERT G. WILMERS For For
02 TO APPROVE THE M&T BANK CORPORATION 2009 EQUITY Management Against Against
INCENTIVE COMPENSATION PLAN.
03 TO APPROVE THE COMPENSATION OF M&T BANK Management For For
CORPORATION'S NAMED EXECUTIVE OFFICERS.
04 TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF M&T BANK
CORPORATION FOR THE YEAR ENDING DECEMBER 31,
2009.
CITIGROUP INC.
SECURITY 172967101 MEETING TYPE Annual
TICKER SYMBOL C MEETING DATE 21-Apr-2009
ISIN US1729671016 AGENDA 933017495 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: C. MICHAEL ARMSTRONG Management For For
1B ELECTION OF DIRECTOR: ALAIN J.P. BELDA Management For For
1C ELECTION OF DIRECTOR: JOHN M. DEUTCH Management For For
1D ELECTION OF DIRECTOR: JERRY A. GRUNDHOFER Management For For
1E ELECTION OF DIRECTOR: ANDREW N. LIVERIS Management For For
1F ELECTION OF DIRECTOR: ANNE M. MULCAHY Management For For
1G ELECTION OF DIRECTOR: MICHAEL E. O'NEILL Management For For
1H ELECTION OF DIRECTOR: VIKRAM S. PANDIT Management For For
1I ELECTION OF DIRECTOR: RICHARD D. PARSONS Management For For
1J ELECTION OF DIRECTOR: LAWRENCE R. RICCIARDI Management For For
1K ELECTION OF DIRECTOR: JUDITH RODIN Management For For
1L ELECTION OF DIRECTOR: ROBERT L. RYAN Management For For
1M ELECTION OF DIRECTOR: ANTHONY M. SANTOMERO Management For For
1N ELECTION OF DIRECTOR: WILLIAM S. THOMPSON, JR. Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS Management For For
CITI'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2009.
03 PROPOSAL TO APPROVE THE CITIGROUP 2009 STOCK Management Against Against
INCENTIVE PLAN.
04 PROPOSAL TO APPROVE CITI'S 2008 EXECUTIVE Management For For
COMPENSATION
05 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shareholder Against For
PRIOR GOVERNMENTAL SERVICE OF CERTAIN
INDIVIDUALS.
06 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shareholder Against For
POLITICAL CONTRIBUTIONS.
07 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shareholder Against For
PREDATORY CREDIT CARD PRACTICES.
08 STOCKHOLDER PROPOSAL REQUESTING THAT TWO Shareholder Against For
CANDIDATES BE NOMINATED FOR EACH BOARD POSITION.
09 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON THE Shareholder Against For
CARBON PRINCIPLES.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 9
The Gabelli Convertible and Income Securities Fund Inc.
10 STOCKHOLDER PROPOSAL REQUESTING THAT EXECUTIVE Shareholder Against For
OFFICERS RETAIN 75% OF THE SHARES ACQUIRED
THROUGH COMPENSATION PLANS FOR TWO YEARS
FOLLOWING TERMINATION OF EMPLOYMENT.
11 STOCKHOLDER PROPOSAL REQUESTING ADDITIONAL Shareholder Against For
DISCLOSURE REGARDING CITI'S COMPENSATION
CONSULTANTS.
12 STOCKHOLDER PROPOSAL REQUESTING THAT Shareholder Against For
STOCKHOLDERS HOLDING 10% OR ABOVE HAVE THE
RIGHT TO CALL SPECIAL SHAREHOLDER MEETINGS.
13 STOCKHOLDER PROPOSAL REQUESTING CUMULATIVE Shareholder Against For
VOTING.
GENERAL ELECTRIC COMPANY
SECURITY 369604103 MEETING TYPE Annual
TICKER SYMBOL GE MEETING DATE 22-Apr-2009
ISIN US3696041033 AGENDA 933003713 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
A1 ELECTION OF DIRECTOR: JAMES I. CASH, JR. Management For For
A2 ELECTION OF DIRECTOR: WILLIAM M. CASTELL Management For For
A3 ELECTION OF DIRECTOR: ANN M. FUDGE Management For For
A4 ELECTION OF DIRECTOR: SUSAN HOCKFIELD Management For For
A5 ELECTION OF DIRECTOR: JEFFREY R. IMMELT Management For For
A6 ELECTION OF DIRECTOR: ANDREA JUNG Management For For
A7 ELECTION OF DIRECTOR: ALAN G. (A.G.) LAFLEY Management For For
A8 ELECTION OF DIRECTOR: ROBERT W. LANE Management For For
A9 ELECTION OF DIRECTOR: RALPH S. LARSEN Management For For
A10 ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Management For For
A11 ELECTION OF DIRECTOR: JAMES J. MULVA Management For For
A12 ELECTION OF DIRECTOR: SAM NUNN Management For For
A13 ELECTION OF DIRECTOR: ROGER S. PENSKE Management For For
A14 ELECTION OF DIRECTOR: ROBERT J. SWIERINGA Management For For
A15 ELECTION OF DIRECTOR: DOUGLAS A. WARNER III Management For For
B RATIFICATION OF KPMG Management For For
C1 CUMULATIVE VOTING Shareholder Against For
C2 EXECUTIVE COMPENSATION ADVISORY VOTE Shareholder Against For
C3 INDEPENDENT STUDY REGARDING BREAKING UP GE Shareholder Against For
C4 DIVIDEND POLICY Shareholder Against For
C5 SHAREHOLDER VOTE ON GOLDEN PARACHUTES Shareholder Against For
THE COCA-COLA COMPANY
SECURITY 191216100 MEETING TYPE Annual
TICKER SYMBOL KO MEETING DATE 22-Apr-2009
ISIN US1912161007 AGENDA 933005856 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 ELECTION OF DIRECTOR: HERBERT A. ALLEN Management For For
02 ELECTION OF DIRECTOR: RONALD W. ALLEN Management For For
03 ELECTION OF DIRECTOR: CATHLEEN P. BLACK Management For For
04 ELECTION OF DIRECTOR: BARRY DILLER Management For For
05 ELECTION OF DIRECTOR: ALEXIS M. HERMAN Management For For
06 ELECTION OF DIRECTOR: MUHTAR KENT Management For For
07 ELECTION OF DIRECTOR: DONALD R. KEOUGH Management For For
08 ELECTION OF DIRECTOR: MARIA ELENA LAGOMASINO Management For For
09 ELECTION OF DIRECTOR: DONALD F. MCHENRY Management For For
10 ELECTION OF DIRECTOR: SAM NUNN Management For For
11 ELECTION OF DIRECTOR: JAMES D. ROBINSON III Management For For
12 ELECTION OF DIRECTOR: PETER V. UEBERROTH Management For For
13 ELECTION OF DIRECTOR: JACOB WALLENBERG Management For For
14 ELECTION OF DIRECTOR: JAMES B. WILLIAMS Management For For
15 RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT AUDITORS
16 SHAREOWNER PROPOSAL REGARDING AN ADVISORY VOTE Shareholder Against For
ON EXECUTIVE COMPENSATION
17 SHAREOWNER PROPOSAL REGARDING AN INDEPENDENT Shareholder Against For
BOARD CHAIR
18 SHAREOWNER PROPOSAL REGARDING A BOARD COMMITTEE Shareholder Against For
ON HUMAN RIGHTS
19 SHAREOWNER PROPOSAL REGARDING RESTRICTED STOCK Shareholder Against For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 10
The Gabelli Convertible and Income Securities Fund Inc.
DIEBOLD, INCORPORATED
SECURITY 253651103 MEETING TYPE Annual
TICKER SYMBOL DBD MEETING DATE 23-Apr-2009
ISIN US2536511031 AGENDA 933007886 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 PHILLIP R. COX For For
2 RICHARD L. CRANDALL For For
3 GALE S. FITZGERALD For For
4 PHILLIP B. LASSITER For For
5 JOHN N. LAUER For For
6 ERIC J. ROORDA For For
7 THOMAS W. SWIDARSKI For For
8 HENRY D.G. WALLACE For For
9 ALAN J. WEBER For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For
COMPANY'S INDEPENDENT AUDITORS FOR THE YEAR
2009.
03 TO APPROVE THE COMPANY'S AMENDED AND RESTATED Management Abstain Against
1991 EQUITY AND PERFORMANCE INCENTIVE PLAN.
JOHNSON & JOHNSON
SECURITY 478160104 MEETING TYPE Annual
TICKER SYMBOL JNJ MEETING DATE 23-Apr-2009
ISIN US4781601046 AGENDA 933008523 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: MARY SUE COLEMAN Management For For
1B ELECTION OF DIRECTOR: JAMES G. CULLEN Management For For
1C ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS Management For For
1D ELECTION OF DIRECTOR: ARNOLD G. LANGBO Management For For
1E ELECTION OF DIRECTOR: SUSAN L. LINDQUIST Management For For
1F ELECTION OF DIRECTOR: LEO F. MULLIN Management For For
1G ELECTION OF DIRECTOR: WILLIAM D. PEREZ Management For For
1H ELECTION OF DIRECTOR: CHARLES PRINCE Management For For
1I ELECTION OF DIRECTOR: DAVID SATCHER Management For For
1J ELECTION OF DIRECTOR: WILLIAM C. WELDON Management For For
02 RATIFICATION OF APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION Shareholder Against For
POLICIES AND DISCLOSURE
PFIZER INC.
SECURITY 717081103 MEETING TYPE Annual
TICKER SYMBOL PFE MEETING DATE 23-Apr-2009
ISIN US7170811035 AGENDA 933011176 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: DENNIS A. AUSIELLO Management For For
1B ELECTION OF DIRECTOR: MICHAEL S. BROWN Management For For
1C ELECTION OF DIRECTOR: M. ANTHONY BURNS Management For For
1D ELECTION OF DIRECTOR: ROBERT N. BURT Management For For
1E ELECTION OF DIRECTOR: W. DON CORNWELL Management For For
1F ELECTION OF DIRECTOR: WILLIAM H. GRAY, III Management For For
1G ELECTION OF DIRECTOR: CONSTANCE J. HORNER Management For For
1H ELECTION OF DIRECTOR: JAMES M. KILTS Management For For
1I ELECTION OF DIRECTOR: JEFFREY B. KINDLER Management For For
1J ELECTION OF DIRECTOR: GEORGE A. LORCH Management For For
1K ELECTION OF DIRECTOR: DANA G. MEAD Management For For
1L ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Management For For
1M ELECTION OF DIRECTOR: STEPHEN W. SANGER Management For For
1N ELECTION OF DIRECTOR: WILLIAM C. STEERE, JR. Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2009.
03 PROPOSAL TO APPROVE THE PFIZER INC. 2004 STOCK Management Against Against
PLAN, AS AMENDED AND RESTATED.
04 SHAREHOLDER PROPOSAL REGARDING STOCK OPTIONS. Shareholder Against For
05 SHAREHOLDER PROPOSAL REGARDING ADVISORY VOTE ON Shareholder Against For
EXECUTIVE COMPENSATION.
06 SHAREHOLDER PROPOSAL REGARDING CUMULATIVE Shareholder Against For
VOTING.
07 SHAREHOLDER PROPOSAL REGARDING SPECIAL Shareholder Against For
SHAREHOLDER MEETINGS.
GATX CORPORATION
SECURITY 361448202 MEETING TYPE Annual
TICKER SYMBOL GMTPR MEETING DATE 24-Apr-2009
ISIN US3614482020 AGENDA 933010263 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 ANNE L. ARVIA For For
2 RICHARD FAIRBANKS For For
3 DEBORAH M. FRETZ For For
4 ERNST A. HABERLI For For
5 BRIAN A. KENNEY For For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 11
The Gabelli Convertible and Income Securities Fund Inc.
6 MARK G. MCGRATH For For
7 JAMES B. REAM For For
8 DAVID S. SUTHERLAND For For
9 CASEY J. SYLLA For For
02 TO APPROVE THE "PERFORMANCE-BASED" COMPENSATION Management For For
PROVISIONS OF THE GATX CORPORATION 2004 EQUITY
INCENTIVE COMPENSATION PLAN TO COMPLY WITH THE
REQUIREMENTS OF SECTION 162(M) OF THE INTERNAL
REVENUE CODE OF 1986, AS AMENDED.
03 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR GATX CORPORATION IN 2009.
GATX CORPORATION
SECURITY 361448103 MEETING TYPE Annual
TICKER SYMBOL GMT MEETING DATE 24-Apr-2009
ISIN US3614481030 AGENDA 933010263 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 ANNE L. ARVIA For For
2 RICHARD FAIRBANKS For For
3 DEBORAH M. FRETZ For For
4 ERNST A. HABERLI For For
5 BRIAN A. KENNEY For For
6 MARK G. MCGRATH For For
7 JAMES B. REAM For For
8 DAVID S. SUTHERLAND For For
9 CASEY J. SYLLA For For
02 TO APPROVE THE "PERFORMANCE-BASED" COMPENSATION Management For For
PROVISIONS OF THE GATX CORPORATION 2004 EQUITY
INCENTIVE COMPENSATION PLAN TO COMPLY WITH THE
REQUIREMENTS OF SECTION 162(M) OF THE INTERNAL
REVENUE CODE OF 1986, AS AMENDED.
03 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR GATX CORPORATION IN 2009.
AMERICAN EXPRESS COMPANY
SECURITY 025816109 MEETING TYPE Annual
TICKER SYMBOL AXP MEETING DATE 27-Apr-2009
ISIN US0258161092 AGENDA 933007595 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: D.F. AKERSON Management For For
1B ELECTION OF DIRECTOR: C. BARSHEFSKY Management For For
1C ELECTION OF DIRECTOR: U.M. BURNS Management For For
1D ELECTION OF DIRECTOR: K.I. CHENAULT Management For For
1E ELECTION OF DIRECTOR: P. CHERNIN Management For For
1F ELECTION OF DIRECTOR: J. LESCHLY Management For For
1G ELECTION OF DIRECTOR: R.C. LEVIN Management For For
1H ELECTION OF DIRECTOR: R.A. MCGINN Management For For
1I ELECTION OF DIRECTOR: E.D. MILLER Management For For
1J ELECTION OF DIRECTOR: S.S REINEMUND Management For For
1K ELECTION OF DIRECTOR: R.D. WALTER Management For For
1L ELECTION OF DIRECTOR: R.A. WILLIAMS Management For For
02 RATIFICATION OF APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2009.
03 ADVISORY (NON-BINDING) VOTE APPROVING EXECUTIVE Management For For
COMPENSATION.
04 SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE Shareholder Against For
VOTING FOR DIRECTORS.
05 SHAREHOLDER PROPOSAL RELATING TO THE CALLING OF Shareholder Against For
SPECIAL SHAREHOLDER MEETINGS.
SWEDISH MATCH AB, STOCKHOLM
SECURITY W92277115 MEETING TYPE Annual General Meeting
TICKER SYMBOL SWM.DE MEETING DATE 28-Apr-2009
ISIN SE0000310336 MEETING DATE 701893871 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
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
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 12
The Gabelli Convertible and Income Securities Fund Inc.
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting
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
PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN Non-Voting
SWEDEN ACCEPT ABSTAIN AS A VALID VO-TE OPTION.
THANK YOU.
PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 540594 DUE TO CHANGE IN VO-TING
STATUS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AN-D YOU WILL NEED
TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU.
1. Opening of the Meeting and election of Mr. Non-Voting
Claes Beyer as the Chairman of the-Meeting
2. Preparation and approval of the voting list Non-Voting
3. Election of one or two persons, to verify the Non-Voting
minutes
4. Determination of whether the meeting has been Non-Voting
duly convened
5. Approval of the agenda Non-Voting
6. Presentation of the annual report and the Non-Voting
Auditors' report, the consolidated f-inancial
statements and the Auditors' report on the
consolidated financial sta-tements for 2008,
the Auditors' statement regarding compliance
with the princi-ples for determination of
remuneration to senior executives as well as
the Boa-rd of Directors' motion regarding the
allocation of profit and explanatory
sta-tements; in connection therewith, the
President's address and the Board of
Dir-ectors' report regarding its work and the
work and function of the Compensatio-n
Committee and the Audit Committee
7. Adopt the income statement and balance sheet Management For For
and the consolidated income statement and
consolidated balance sheet
8. Approve that a dividend be paid to the Management For For
shareholders in the amount of SEK 4.10 per
share and the remaining profits be carried
forward, minus the funds that may be utilized
for a bonus issue, provided that the 2009 AGM
passes a resolution in accordance with a
reduction of the share capital pursuant to
Resolution 10.A, as well as a resolution
concerning a bonus issue pursuant to Resolution
10.B; the record date for entitlement to
receive a cash dividend is 04 MAY 2009; the
dividend is expected to be paid through
Euroclear Sweden AB [formerly VPC AB] on 07 MAY
2009
9. Grant discharge, from liability, to the Board Management For For
Members and the President
10.A Approve to reduce the Company's share capital Management For For
of SEK 6,110,045.76 by means of the withdrawal
of 4,000,000 shares in the Company; the shares
in the Company proposed for withdrawal have
been repurchased by the Company in accordance
with the authorization granted by the general
meeting of the Company and the reduced amount
be allocated to a fund for use in repurchasing
the Company's own shares
10.B Approve, upon passing of Resolution 10A, to Management For For
increase in the Company's share capital of SEK
6,110,045.76 through a transfer from
non-restricted shareholders' equity to the
share capital [bonus issue]; the share capital
shall be increased without issuing new shares
11. Authorize the Board of Directors to decide on Management For For
the acquisition, on 1 or more occasions prior
to the next AGM, of a maximum of as many shares
as may be acquired without the Company's
holding at any time exceeding more than 10% of
all shares in the Company, for a maximum amount
of SEK 3,000 million; the shares shall be
acquired on the NASDAQ OMX Nordic Exchange in
Stockholm Stock Exchange at a price within the
price interval registered at any given time,
i.e. the interval between the highest bid price
and the lowest offer price
12. Adopt the specified principles for Management For For
determination of remuneration and other terms
of employment for the President and other
Members of the Group Management team
13. Approve a Call Option Program for 2009 Management For For
14. Approve that the Company issue 1,720,000 call Management For For
options to execute the option program for 2008;
that the Company, in a deviation from the
preferential rights of shareholders, be
permitted to transfer of 1,720,000 shares in
the Company at a selling price of SEK 141.24
per share in conjunction with a potential
exercise of the call options; the number of
shares and the selling price of the shares
covered by the transfer resolution in
accordance with this item may be recalculated
as a consequence of a bonus issue of shares, a
consolidation or split of shares, a new share
issue, a reduction in the share capital, or
another similar measure
15. Approve to determine the number of Members of Management For For
the Board of Directors at 7, without Deputies
16. Approve that the Board of Directors be paid for Management For For
the period until the close of the next AGM as
follows: the Chairman shall receive SEK
1,575,000 and the Deputy Chairman shall receive
SEK 745,000 and the other Board Members elected
by the meeting shall each receive SEK 630,000
and, as compensation for committee work carried
out, be allocated SEK 230,000 to the Chairmen
of the Compensation Committee and the Audit
Committee respectively and SEK 115,000
respectively to the other Members of these
Committees although totaling no more than SEK
920,000; and that Members of the Board employed
by the Swedish Match Group shall not receive
any remuneration
17. Re-elect Messrs. Charles A. Blixt, Andrew Management For For
Cripps, Karen Guerra, Arne Jurbrant, Conny
Karlsson, Kersti Strandqvist and Meg Tiveus as
the Members of the Board of Directors and Mr.
Conny Karlsson as the Chairman of the Board,
and Mr. Andrew Cripps as the Deputy Chairman
18. Amend the Articles of Association Management For For
19. Approve the procedure for appointing Members to Management For For
the Nominating Committee and the matter of
remuneration for the Nominating Committee, if
any
20. Adopt the instructions for Swedish Match AB's Management For For
Nominating Committee which, in all essentials,
are identical to those adopted by the 2008 AGM
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 13
The Gabelli Convertible and Income Securities Fund Inc.
MERCK & CO., INC.
SECURITY 589331107 MEETING TYPE Annual
TICKER SYMBOL MRK MEETING DATE 28-Apr-2009
ISIN US5893311077 AGENDA 933007432 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: LESLIE A. BRUN Management For For
1B ELECTION OF DIRECTOR: THOMAS R. CECH, PH.D. Management For For
1C ELECTION OF DIRECTOR: RICHARD T. CLARK Management For For
1D ELECTION OF DIRECTOR: THOMAS H. GLOCER Management For For
1E ELECTION OF DIRECTOR: STEVEN F. GOLDSTONE Management For For
1F ELECTION OF DIRECTOR: WILLIAM B. HARRISON, JR. Management For For
1G ELECTION OF DIRECTOR: HARRY R. JACOBSON, M.D. Management For For
1H ELECTION OF DIRECTOR: WILLIAM N. KELLEY, M.D. Management For For
1I ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Management For For
1J ELECTION OF DIRECTOR: CARLOS E. REPRESAS Management For For
1K ELECTION OF DIRECTOR: THOMAS E. SHENK, PH.D. Management For For
1L ELECTION OF DIRECTOR: ANNE M. TATLOCK Management For For
1M ELECTION OF DIRECTOR: SAMUEL O. THIER, M.D. Management For For
1N ELECTION OF DIRECTOR: WENDELL P. WEEKS Management For For
1O ELECTION OF DIRECTOR: PETER C. WENDELL Management For For
02 RATIFICATION OF THE APPOINTMENT OF THE Management For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2009
03 PROPOSAL TO AMEND THE RESTATED CERTIFICATE OF Management For For
INCORPORATION TO LIMIT THE SIZE OF THE BOARD TO
NO MORE THAN 18 DIRECTORS
04 STOCKHOLDER PROPOSAL CONCERNING SPECIAL Shareholder Against For
SHAREHOLDER MEETINGS
05 STOCKHOLDER PROPOSAL CONCERNING AN INDEPENDENT Shareholder Against For
LEAD DIRECTOR
06 STOCKHOLDER PROPOSAL CONCERNING AN ADVISORY Shareholder Against For
VOTE ON EXECUTIVE COMPENSATION
WELLS FARGO & COMPANY
SECURITY 949746101 MEETING TYPE Annual
TICKER SYMBOL WFC MEETING DATE 28-Apr-2009
ISIN US9497461015 AGENDA 933008422 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: JOHN D. BAKER II Management For For
1B ELECTION OF DIRECTOR: JOHN S. CHEN Management For For
1C ELECTION OF DIRECTOR: LLOYD H. DEAN Management For For
1D ELECTION OF DIRECTOR: SUSAN E. ENGEL Management For For
1E ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR. Management For For
1F ELECTION OF DIRECTOR: DONALD M. JAMES Management For For
1G ELECTION OF DIRECTOR: ROBERT L. JOSS Management For For
1H ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH Management For For
1I ELECTION OF DIRECTOR: RICHARD D. MCCORMICK Management For For
1J ELECTION OF DIRECTOR: MACKEY J. MCDONALD Management For For
1K ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Management For For
1L ELECTION OF DIRECTOR: NICHOLAS G. MOORE Management For For
1M ELECTION OF DIRECTOR: PHILIP J. QUIGLEY Management For For
1N ELECTION OF DIRECTOR: DONALD B. RICE Management For For
1O ELECTION OF DIRECTOR: JUDITH M. RUNSTAD Management For For
1P ELECTION OF DIRECTOR: STEPHEN W. SANGER Management For For
1Q ELECTION OF DIRECTOR: ROBERT K. STEEL Management For For
1R ELECTION OF DIRECTOR: JOHN G. STUMPF Management For For
1S ELECTION OF DIRECTOR: SUSAN G. SWENSON Management For For
02 PROPOSAL TO APPROVE A NON-BINDING ADVISORY Management For For
RESOLUTION REGARDING THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVES.
03 PROPOSAL TO RATIFY APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT AUDITORS FOR 2009.
04 PROPOSAL TO APPROVE AN AMENDMENT TO THE Management Against Against
COMPANY'S LONG-TERM INCENTIVE COMPENSATION PLAN.
05 STOCKHOLDER PROPOSAL REGARDING A BY-LAWS Shareholder Against For
AMENDMENT TO REQUIRE AN INDEPENDENT CHAIRMAN.
06 STOCKHOLDER PROPOSAL REGARDING A REPORT ON Shareholder Against For
POLITICAL CONTRIBUTIONS.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 14
The Gabelli Convertible and Income Securities Fund Inc.
INTERNATIONAL BUSINESS MACHINES CORP.
SECURITY 459200101 MEETING TYPE Annual
TICKER SYMBOL IBM MEETING DATE 28-Apr-2009
ISIN US4592001014 AGENDA 933008725 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: A.J.P. BELDA Management For For
1B ELECTION OF DIRECTOR: C. BLACK Management For For
1C ELECTION OF DIRECTOR: W.R. BRODY Management For For
1D ELECTION OF DIRECTOR: K.I. CHENAULT Management For For
1E ELECTION OF DIRECTOR: M.L. ESKEW Management For For
1F ELECTION OF DIRECTOR: S.A. JACKSON Management For For
1G ELECTION OF DIRECTOR: T. NISHIMURO Management For For
1H ELECTION OF DIRECTOR: J.W. OWENS Management For For
1I ELECTION OF DIRECTOR: S.J. PALMISANO Management For For
1J ELECTION OF DIRECTOR: J.E. SPERO Management For For
1K ELECTION OF DIRECTOR: S. TAUREL Management For For
1L ELECTION OF DIRECTOR: L.H. ZAMBRANO Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 APPROVAL OF LONG-TERM INCENTIVE PERFORMANCE Management For For
TERMS FOR CERTAIN EXECUTIVES PURSUANT TO
SECTION 162(M) OF THE INTERNAL REVENUE CODE
04 STOCKHOLDER PROPOSAL ON CUMULATIVE VOTING Shareholder Against For
05 STOCKHOLDER PROPOSAL ON EXECUTIVE COMPENSATION Shareholder Against For
AND PENSION INCOME
06 STOCKHOLDER PROPOSAL ON ADVISORY VOTE ON Shareholder Against For
EXECUTIVE COMPENSATION
CH ENERGY GROUP, INC.
SECURITY 12541M102 MEETING TYPE Annual
TICKER SYMBOL CHG MEETING DATE 28-Apr-2009
ISIN US12541M1027 AGENDA 933022559 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 MANUEL J. IRAOLA For For
2 E. MICHEL KRUSE For For
3 ERNEST R. VEREBELYI For For
02 AMENDMENT TO RESTATED CERTIFICATE OF Management For For
INCORPORATION TO PROVIDE FOR THE ANNUAL
ELECTION OF DIRECTORS.
03 RATIFICATION OF APPOINTMENT OF THE Management For For
CORPORATION'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
MORGAN STANLEY
SECURITY 617446448 MEETING TYPE Annual
TICKER SYMBOL MS MEETING DATE 29-Apr-2009
ISIN US6174464486 AGENDA 933024301 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: ROY J. BOSTOCK Management For For
1B ELECTION OF DIRECTOR: ERSKINE B. BOWLES Management For For
1C ELECTION OF DIRECTOR: HOWARD J. DAVIES Management For For
1D ELECTION OF DIRECTOR: NOBUYUKI HIRANO Management For For
1E ELECTION OF DIRECTOR: C. ROBERT KIDDER Management For For
1F ELECTION OF DIRECTOR: JOHN J. MACK Management For For
1G ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Management For For
1H ELECTION OF DIRECTOR: CHARLES H. NOSKI Management For For
1I ELECTION OF DIRECTOR: HUTHAM S. OLAYAN Management For For
1J ELECTION OF DIRECTOR: CHARLES E. PHILLIPS, JR. Management For For
1K ELECTION OF DIRECTOR: O. GRIFFITH SEXTON Management For For
1L ELECTION OF DIRECTOR: LAURA D. TYSON Management For For
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT AUDITOR
03 TO APPROVE THE COMPENSATION OF EXECUTIVES AS Management For For
DISCLOSED IN THE PROXY STATEMENT
04 TO AMEND THE 2007 EQUITY INCENTIVE COMPENSATION Management Against Against
PLAN
05 SHAREHOLDER PROPOSAL REGARDING SPECIAL Shareholder Against For
SHAREOWNER MEETINGS
06 SHAREHOLDER PROPOSAL REGARDING INDEPENDENT CHAIR Shareholder Against For
ROLLS-ROYCE GROUP PLC
SECURITY G7630U109 MEETING TYPE Annual General Meeting
TICKER SYMBOL RR.L MEETING DATE 30-Apr-2009
ISIN GB0032836487 MEETING DATE 701859730 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1. Receive the financial statements and statutory Management For For
reports
2. Approve the remuneration report Management For For
3. Elect Mr. John Neill as a Director Management For For
4. Re-elect Mr. Peter Byrom as a Director Management For For
5. Re-elect Mr. Iain Conn as a Director Management For For
6. Re-elect Mr. James Guyette as a Director Management For For
7. Re-elect Mr. John Rishton as a Director Management For For
8. Re-elect Mr. Simon Robertson as a Director Management For For
9. Re-appoint KPMG Audit Plc as the Auditors and Management For For
authorize the Board to determine their
remuneration
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 15
The Gabelli Convertible and Income Securities Fund Inc.
10. Authorize the Directors to capitalize GBP Management For For
350,000,000 standing to the credit of the
Company's merger reserve, capital redemption
reserve and/or such other reserves issue equity
with pre-emptive rights up to aggregate nominal
amount of GBP 350,000,000 [C shares]
11. Authorize the Company and its subsidiaries to Management For For
make EU political donations to political
parties and/or independent election candidates,
to political organizations other than political
parties and incur EU political expenditure up
to GBP 50,000
12. Grant authority to issue the equity or Management For For
equity-linked securities with pre-emptive
rights up to aggregate nominal amount of GBP
124,899,130
13. Grant authority to issue the equity or Management For For
equity-linked securities without pre-emptive
rights up to aggregate nominal amount of GBP
18,734,869
14. Grant authority to 185,137,887 ordinary shares Management For For
for market purchase
CORNING INCORPORATED
SECURITY 219350105 MEETING TYPE Annual
TICKER SYMBOL GLW MEETING DATE 30-Apr-2009
ISIN US2193501051 AGENDA 933011570 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTORS Management
1 JAMES B. FLAWS For For
2 JAMES R. HOUGHTON For For
3 JAMES J. O'CONNOR For For
4 DEBORAH D. RIEMAN For For
5 PETER F. VOLANAKIS For For
6 MARK S. WRIGHTON For For
02 RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS CORNING'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR ENDING DECEMBER 31, 2009.
03 SHAREHOLDER PROPOSAL REGARDING A DIRECTOR Shareholder Against For
ELECTION MAJORITY VOTE STANDARD.
04 SHAREHOLDER PROPOSAL RELATING TO THE ELECTION Shareholder Against For
OF EACH DIRECTOR ANNUALLY.
CINCINNATI BELL INC.
SECURITY 171871403 MEETING TYPE Annual
TICKER SYMBOL CBBPRB MEETING DATE 01-May-2009
ISIN US1718714033 AGENDA 933014780 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 BRUCE L. BYRNES For For
2 JAKKI L. HAUSSLER For For
3 MARK LAZARUS For For
4 CRAIG F. MAIER For For
5 ALEX SHUMATE For For
02 THE APPROVAL OF A PROPOSAL TO AMEND THE Management Against Against
CINCINNATI BELL INC. 2007 LONG TERM INCENTIVE
PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE
FOR ISSUANCE UNDER THE 2007 LONG TERM INCENTIVE
PLAN BY 10,000,000 COMMON SHARES AND TO MODIFY
THE LIMITS OF CERTAIN AWARD TYPES, INCLUDING
FULL VALUE SHARE AWARDS, THAT MAY BE GRANTED
UNDER THE 2007 LONG TERM INCENTIVE PLAN.
03 THE RATIFICATION OF THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM TO AUDIT THE FINANCIAL
STATEMENTS OF THE COMPANY FOR THE YEAR 2009.
GREAT PLAINS ENERGY INCORPORATED
SECURITY 391164100 MEETING TYPE Annual
TICKER SYMBOL GXP MEETING DATE 05-May-2009
ISIN US3911641005 AGENDA 933016998 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 D.L. BODDE For For
2 M.J. CHESSER For For
3 W.H. DOWNEY For For
4 R.C. FERGUSON, JR. For For
5 G.D. FORSEE For For
6 J.A. MITCHELL For For
7 W.C. NELSON For For
8 L.H. TALBOTT For For
9 R.H. WEST For For
02 RATIFICATION OF APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT AUDITORS FOR 2009.
03 THE APPROVAL OF AN AMENDMENT TO THE COMPANY'S Management For For
ARTICLES OF INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF COMMON STOCK,
WITHOUT PAR VALUE, FROM 150,000,000 TO
250,000,000.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 16
The Gabelli Convertible and Income Securities Fund Inc.
SJW CORP.
SECURITY 784305104 MEETING TYPE Annual
TICKER SYMBOL SJW MEETING DATE 06-May-2009
ISIN US7843051043 AGENDA 933017724 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 K. ARMSTRONG For For
2 M.L. CALI For For
3 J.P. DINAPOLI For For
4 D.R. KING For For
5 N.Y. MINETA For For
6 G.E. MOSS For For
7 W.R. ROTH For For
8 C.J. TOENISKOETTER For For
9 F.R. ULRICH, JR. For For
10 R.A. VAN VALER For For
02 RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
OF THE COMPANY FOR FISCAL YEAR 2009.
VERIZON COMMUNICATIONS INC.
SECURITY 92343V104 MEETING TYPE Annual
TICKER SYMBOL VZ MEETING DATE 07-May-2009
ISIN US92343V1044 AGENDA 933018017 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: RICHARD L. CARRION Management For For
1B ELECTION OF DIRECTOR: M. FRANCES KEETH Management For For
1C ELECTION OF DIRECTOR: ROBERT W. LANE Management For For
1D ELECTION OF DIRECTOR: SANDRA O. MOOSE Management For For
1E ELECTION OF DIRECTOR: JOSEPH NEUBAUER Management For For
1F ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Management For For
1G ELECTION OF DIRECTOR: THOMAS H. O'BRIEN Management For For
1H ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Management For For
1I ELECTION OF DIRECTOR: HUGH B. PRICE Management For For
1J ELECTION OF DIRECTOR: IVAN G. SEIDENBERG Management For For
1K ELECTION OF DIRECTOR: JOHN W. SNOW Management For For
1L ELECTION OF DIRECTOR: JOHN R. STAFFORD Management For For
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
03 ADVISORY VOTE RELATED TO EXECUTIVE COMPENSATION Management For For
04 APPROVAL OF LONG-TERM INCENTIVE PLAN Management For For
05 APPROVAL OF SHORT-TERM INCENTIVE PLAN Management For For
06 PROHIBIT GRANTING STOCK OPTIONS Shareholder Against For
07 SHAREHOLDER ABILITY TO CALL SPECIAL MEETING Shareholder Against For
08 SEPARATE OFFICES OF CHAIRMAN AND CEO Shareholder Against For
09 CUMULATIVE VOTING Shareholder Against For
10 SHAREHOLDER APPROVAL OF BENEFITS PAID AFTER Shareholder Against For
DEATH
AVON PRODUCTS, INC.
SECURITY 054303102 MEETING TYPE Annual
TICKER SYMBOL AVP MEETING DATE 07-May-2009
ISIN US0543031027 AGENDA 933023157 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1 DIRECTOR Management
1 W. DON CORNWELL For For
2 EDWARD T. FOGARTY For For
3 V. ANN HAILEY For For
4 FRED HASSAN For For
5 ANDREA JUNG For For
6 MARIA ELENA LAGOMASINO For For
7 ANN S. MOORE For For
8 PAUL S. PRESSLER For For
9 GARY M. RODKIN For For
10 PAULA STERN For For
11 LAWRENCE A. WEINBACH For For
2 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
3 RESOLUTION REGARDING NANOMATERIAL REPORT Shareholder Against For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 17
The Gabelli Convertible and Income Securities Fund Inc.
MIRANT CORPORATION
SECURITY 60467R100 MEETING TYPE Annual
TICKER SYMBOL MIR MEETING DATE 07-May-2009
ISIN US60467R1005 AGENDA 933023272 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 THOMAS W. CASON For For
2 A.D. (PETE) CORRELL For For
3 TERRY G. DALLAS For For
4 THOMAS H. JOHNSON For For
5 JOHN T. MILLER For For
6 EDWARD R. MULLER For For
7 ROBERT C. MURRAY For For
8 JOHN M. QUAIN For For
9 WILLIAM L. THACKER For For
02 RATIFICATION OF APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANT FOR
2009
03 STOCKHOLDER PROPOSAL REGARDING REPORT ON GLOBAL Shareholder Against For
WARMING
MUELLER INDUSTRIES, INC.
SECURITY 624756102 MEETING TYPE Annual
TICKER SYMBOL MLI MEETING DATE 07-May-2009
ISIN US6247561029 AGENDA 933031611 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 ALEXANDER P. FEDERBUSH For For
2 PAUL J. FLAHERTY For For
3 GENNARO J. FULVIO For For
4 GARY S. GLADSTEIN For For
5 SCOTT J. GOLDMAN For For
6 TERRY HERMANSON For For
7 HARVEY L. KARP For For
02 APPROVE THE APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
INDEPENDENT AUDITORS OF THE COMPANY.
03 APPROVE THE MUELLER INDUSTRIES, INC. 2009 STOCK Management For For
INCENTIVE PLAN.
04 STOCKHOLDER PROPOSAL REGARDING BOARD MEMBERSHIP. Shareholder Against For
NORTHEAST UTILITIES
SECURITY 664397106 MEETING TYPE Annual
TICKER SYMBOL NU MEETING DATE 12-May-2009
ISIN US6643971061 AGENDA 933026127 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTORS Management
1 RICHARD H. BOOTH For For
2 JOHN S. CLARKESON For For
3 COTTON M. CLEVELAND For For
4 SANFORD CLOUD, JR. For For
5 JAMES F. CORDES For For
6 E. GAIL DE PLANQUE For For
7 JOHN G. GRAHAM For For
8 ELIZABETH T. KENNAN For For
9 KENNETH R. LEIBLER For For
10 ROBERT E. PATRICELLI For For
11 CHARLES W. SHIVERY For For
12 JOHN F. SWOPE For For
02 TO RATIFY THE SELECTION OF DELOITTE & TOUCHE Management For For
LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR
2009.
03 OTHER BUSINESS THAT MAY PROPERLY COME BEFORE Management For For
THE ANNUAL MEETING OR ANY ADJOURNMENT THEREOF.
CONOCOPHILLIPS
SECURITY 20825C104 MEETING TYPE Annual
TICKER SYMBOL COP MEETING DATE 13-May-2009
ISIN US20825C1045 AGENDA 933026317 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: RICHARD L. ARMITAGE Management For For
1B ELECTION OF DIRECTOR: RICHARD H. AUCHINLECK Management For For
1C ELECTION OF DIRECTOR: JAMES E. COPELAND, JR. Management For For
1D ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Management For For
1E ELECTION OF DIRECTOR: RUTH R. HARKIN Management For For
1F ELECTION OF DIRECTOR: HAROLD W. MCGRAW III Management For For
1G ELECTION OF DIRECTOR: JAMES J. MULVA Management For For
1H ELECTION OF DIRECTOR: HARALD J. NORVIK Management For For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 18
The Gabelli Convertible and Income Securities Fund Inc.
1I ELECTION OF DIRECTOR: WILLIAM K. REILLY Management For For
1J ELECTION OF DIRECTOR: BOBBY S. SHACKOULS Management For For
1K ELECTION OF DIRECTOR: VICTORIA J. TSCHINKEL Management For For
1L ELECTION OF DIRECTOR: KATHRYN C. TURNER Management For For
1M ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. Management For For
02 PROPOSAL TO RATIFY APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS CONOCOPHILLIPS' INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2009.
03 PROPOSAL TO APPROVE 2009 OMNIBUS STOCK AND Management For For
PERFORMANCE INCENTIVE PLAN.
04 UNIVERSAL HEALTH CARE PRINCIPLES. Shareholder Against For
05 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Shareholder Against For
06 POLITICAL CONTRIBUTIONS. Shareholder Against For
07 GREENHOUSE GAS REDUCTION. Shareholder Against For
08 OIL SANDS DRILLING. Shareholder Against For
09 DIRECTOR QUALIFICATIONS. Shareholder Against For
CAMERON INTERNATIONAL CORPORATION
SECURITY 13342B105 MEETING TYPE Annual
TICKER SYMBOL CAM MEETING DATE 13-May-2009
ISIN US13342B1052 AGENDA 933029894 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTORS Management
1 C. BAKER CUNNINGHAM For For
2 SHELDON R. ERIKSON For For
3 DOUGLAS L. FOSHEE For For
2 APPROVAL OF AN AMENDMENT TO THE COMPANY'S 2005 Management For For
EQUITY INCENTIVE PLAN INCREASING THE NUMBER OF
AUTHORIZED SHARES UNDER THE PLAN.
3 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTANTS FOR 2009.
CADBURY PLC
SECURITY 12721E102 MEETING TYPE Annual
TICKER SYMBOL CBY MEETING DATE 14-May-2009
ISIN US12721E1029 AGENDA 933053679 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
O1 TO RECEIVE THE 2008 FINANCIAL STATEMENTS AND Management For For
THE DIRECTORS' AND AUDITORS' REPORTS.
O2 TO DECLARE AND APPROVE THE FINAL DIVIDEND. Management For For
O3 TO APPROVE THE DIRECTORS' REMUNERATION REPORT. Management For For
O4 TO RE-ELECT ROGER CARR AS A DIRECTOR. Management For For
O5 TO RE-ELECT TODD STITZER AS A DIRECTOR. Management For For
O6 TO ELECT BARONESS HOGG AS A DIRECTOR. Management For For
O7 TO ELECT COLIN DAY AS A DIRECTOR. Management For For
O8 TO ELECT ANDREW BONFIELD AS A DIRECTOR. Management For For
O9 TO RE-APPOINT DELOITTE LLP AS AUDITORS. Management For For
O10 TO AUTHORISE THE DIRECTORS TO SET THE AUDITORS' Management For For
FEES.
O11 TO AUTHORISE THE DIRECTORS TO MAKE POLITICAL Management For For
DONATIONS AND TO INCUR POLITICAL EXPENDITURE.
O12 TO AUTHORISE THE DIRECTORS TO ALLOT FURTHER Management For For
SHARES.
S13 TO DISAPPLY PRE-EMPTION RIGHTS. Management For For
S14 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN Management For For
SHARES.
S15 TO AUTHORIZE THE CONVENING OF A GENERAL Management For For
MEETING, OTHER THAN AN ANNUAL GENERAL MEETING,
ON NOT LESS THAN 14 DAYS' NOTICE.
LADBROKES PLC
SECURITY G5337D107 MEETING TYPE Annual General Meeting
TICKER SYMBOL LDBKF.PK MEETING DATE 15-May-2009
ISIN GB00B0ZSH635 MEETING DATE 701843977 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1. Receive and adopt the reports of the Directors Management For For
and the Auditor and the accounts of the Company
for the YE 31 DEC 2008
2. Approve to declare the final dividend of 9.05p Management For For
on each of the ordinary shares entitled thereto
in respect of the YE 31 DEC 2008
3. Appoint Mr. P. Erskine as a Director of the Management For For
Company, who retires in accordance with the
Articles of Association
4. Appoint Mr. R. J. Ames as a Director of the Management For For
Company, who retires in accordance with the
Articles of Association
5. Re-appoint Mr. N. M. H. Jones a Director of the Management For For
Company, who retires by rotation in accordance
with the Articles of Association
6. Re-appoint Mr. J. P. O'Reilly as a Director of Management For For
the Company, who retires by rotation in
accordance with the Articles of Association
7. Re-appoint Ernst & Young LLP as the Auditor to Management For For
the Company and authorize the Directors to
agree the remuneration of the Auditor
8. Receive the 2008 Directors' remuneration report Management For For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 19
The Gabelli Convertible and Income Securities Fund Inc.
9. Authorize the Company, for the purposes of Management For For
Section 366 of the Companies Act 2006
[authorizations required for donations or
expenditure] and all Companies that are
subsidiaries of the Company at any time during
the period for which this resolution has effect
to: (i) make political donations to political
parties or independent election candidates not
exceeding GBP 50,000 in total; (ii) make
political donations to political organizations
other than political parties not exceeding GBP
50,000 in total; and (iii) incur political
expenditure not exceeding GBP 50,000 in total,
provided that the aggregate amount of any such
donations and expenditure shall not exceed GBP
50,000 during the period beginning with the
date of the passing of this resolution and
ending on the date of the AGM of the Company to
be held in 2010 or, if earlier, on 30 JUN 2010;
for the purpose of this resolution the terms
"political donations", "independent election
candidates", "political organizations" and
"political expenditure" have the meanings set
out in Sections 363 to 365 of the Companies Act
2006
S.10 Authorize the Company to make market purchases Management For For
[Section 163 of the Companies Act 1985] of up
to 60,063,870 ordinary shares of 28 1/3p each
of the Company, at a minimum price which may be
paid for the ordinary share 28 1/3p per share
and the maximum price which may be paid for an
ordinary share is an amount equal to 105% of
the average of the middle market quotations for
an ordinary share derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; [Authority expires at earlier
of the conclusion of the AGM of the Company to
be held 2010 or 30 JUN 2010]; and the Company
may make a contract to purchase shares after
the expiry of this authority in pursuance of
such an offer or agreement made prior to such
expiry
11. Approve to increase the share capital of the Management For For
Company by GBP 34,000,000 from GBP 253,000,000
to GBP 287,000,000 by the creation of
120,000,000 additional new ordinary shares of
28 1/3p each in the capital of the Company
12. Authorize the Directors, in substitution for Management For For
any existing authority and for the purpose of
Section 80 of the Companies Act 1985, to allot
relevant securities [with in the meaning of
that Section] up to an aggregate nominal amount
of GBP 56,776,939; [Authority expires earlier
of the conclusion of the AGM of the Company
held in 2010 or on 30 JUN 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.13 Authorize the Directors, to allot equity Management For For
securities [Section 94 of the Companies Act
1985[the Act]] pursuant to the authority for
the purposes of Section 80 of the Act conferred
by the ordinary resolution set out as
Resolution No.12 at the notice of 2009 AGM of
the Company and passed at the 2009 AGM of the
Company and to sell equity securities which
immediately before the sale are held by the
Company as treasury shares[Section 162A of the
Act] in each case, disapplying the statutory
pre-emption rights [Section 89(1) of the Act],
provided that this power is limited to: a) the
allotment or sale of equity securities up to an
aggregate nominal amount of GBP 8,509,048; b)
the allotment or sale of equity securities up
to an aggregate nominal amount of GBP
56,776,939 in connection with a rights issue or
other issue in favor of ordinary shareholders;
[Authority expires the earlier of the
conclusion of the AGM of the Company to be held
in 2010 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.14 Authorize the Directors of the Company, in Management For For
addition to the authority conferred on the
Directors by Resolution 12 as set out in the
Notice of the 2009 AGM of the Company: (a)
authorized for the purposes of Section 80 of
the Companies Act 1985 (the Act) to allot
relevant securities [within the meaning of that
section] up to an aggregate nominal amount of
GBP 56,776,939 in connection with a rights
issue; and (b) empowered to allot equity
securities [as defined by section 94 of the
Act] pursuant to the authority for the purposes
of section 80 of the Act conferred by this
resolution and to sell equity securities which
immediately before the sale are held by the
Company as treasury shares [as defined in
section 162A of the Act] in each case as if
section 89(1) of the Act did not apply to such
allotment or sale provided that this power
shall be limited to the issue of equity
securities in connection with a rights issue,
[Authority shall expire at the conclusion of
the AGM of the Company to be held in 2010 or if
earlier, on 30 JUN 2010] save that the Company
may before the expiry of this authority make an
offer or agreement which would or might require
relevant securities of the company to be
allotted after its expiry and the Directors may
allot relevant securities pursuant to such an
offer or agreement as if the authority in this
resolution had not expired
15. Approve the term of the Ladbrokes plc Management For For
international Share Option Scheme be extended
for a further 10 years until 2019 and authorize
the Directors of the Company to do all acts and
things necessary to put the extension of the
scheme into effect
S.16 Approve to cancel the share premium account of Management For For
the Company
SCHERING-PLOUGH CORPORATION
SECURITY 806605101 MEETING TYPE Annual
TICKER SYMBOL SGP MEETING DATE 18-May-2009
ISIN US8066051017 AGENDA 933071920 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 THOMAS J. COLLIGAN For For
2 FRED HASSAN For For
3 C. ROBERT KIDDER For For
4 EUGENE R. MCGRATH For For
5 ANTONIO M. PEREZ For For
6 PATRICIA F. RUSSO For For
7 JACK L. STAHL For For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 20
The Gabelli Convertible and Income Securities Fund Inc.
8 CRAIG B. THOMPSON, M.D. For For
9 KATHRYN C. TURNER For For
10 ROBERT F.W. VAN OORDT For For
11 ARTHUR F. WEINBACH For For
02 RATIFY THE DESIGNATION OF DELOITTE & TOUCHE LLP Management For For
AS AUDITOR FOR 2009.
03 SHAREHOLDER PROPOSAL RE CUMULATIVE VOTING. Shareholder Against For
04 SHAREHOLDER PROPOSAL RE CALLING SPECIAL MEETING. Shareholder Against For
ANADARKO PETROLEUM CORPORATION
SECURITY 032511107 MEETING TYPE Annual
TICKER SYMBOL APC MEETING DATE 19-May-2009
ISIN US0325111070 AGENDA 933038374 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: ROBERT J. ALLISON, JR. Management For For
1B ELECTION OF DIRECTOR: PETER J. FLUOR Management For For
1C ELECTION OF DIRECTOR: JOHN W. PODUSKA, SR. Management For For
1D ELECTION OF DIRECTOR: PAULA ROSPUT REYNOLDS Management For For
02 RATIFICATION OF APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT AUDITORS.
03 APPROVAL OF AMENDMENT TO RESTATED CERTIFICATE Management For For
OF INCORPORATION, AS AMENDED.
04 STOCKHOLDER PROPOSAL - AMENDMENT TO NON- Shareholder Against For
DISCRIMINATION POLICY.
DR PEPPER SNAPPLE GROUP INC
SECURITY 26138E109 MEETING TYPE Annual
TICKER SYMBOL DPS MEETING DATE 19-May-2009
ISIN US26138E1091 AGENDA 933040519 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: PAMELA H. PATSLEY Management For For
1B ELECTION OF DIRECTOR: M. ANNE SZOSTAK Management For For
1C ELECTION OF DIRECTOR: MICHAEL F. WEINSTEIN Management For For
02 TO APPROVE AND ADOPT THE MANAGEMENT INCENTIVE Management For For
PLAN RELATED TO PERFORMANCE-BASED INCENTIVE
COMPENSATION FOR CERTAIN OF OUR EXECUTIVE
OFFICERS.
03 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
AS THE CORPORATION'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2009.
04 TO APPROVE AND ADOPT THE OMNIBUS STOCK Management For For
INCENTIVE PLAN OF 2009.
ROYAL DUTCH SHELL PLC
SECURITY 780259206 MEETING TYPE Annual
TICKER SYMBOL RDSA MEETING DATE 19-May-2009
ISIN US7802592060 AGENDA 933062882 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 ADOPTION OF ANNUAL REPORT & ACCOUNTS Management For For
02 APPROVAL OF REMUNERATION REPORT Management For For
03 APPOINTMENT OF SIMON HENRY AS A DIRECTOR Management For For
04 RE-APPOINTMENT OF LORD KERR OF KINLOCHARD AS A Management For For
DIRECTOR
05 RE-APPOINTMENT OF WIM KOK AS A DIRECTOR Management For For
06 RE-APPOINTMENT OF NICK LAND AS A DIRECTOR Management For For
07 RE-APPOINTMENT OF JORMA OLLILA AS A DIRECTOR Management For For
08 RE-APPOINTMENT OF JEROEN VAN DER VEER AS A Management For For
DIRECTOR
09 RE-APPOINTMENT OF HANS WIJERS AS A DIRECTOR Management For For
10 RE-APPOINTMENT OF AUDITORS Management For For
11 REMUNERATION OF AUDITORS Management For For
12 AUTHORITY TO ALLOT SHARES Management For For
13 DISAPPLICATION OF PRE-EMPTION RIGHTS Management For For
14 AUTHORITY TO PURCHASE OWN SHARES Management For For
15 AUTHORITY FOR CERTAIN DONATIONS AND EXPENDITURE Management For For
**VOTING CUT-OFF DATE: MAY 11, 2009 AT 5:00
P.M. EDT.**
INTEL CORPORATION
SECURITY 458140100 MEETING TYPE Annual
TICKER SYMBOL INTC MEETING DATE 20-May-2009
ISIN US4581401001 AGENDA 933030897 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY Management For For
1B ELECTION OF DIRECTOR: SUSAN L. DECKER Management For For
1C ELECTION OF DIRECTOR: JOHN J. DONAHOE Management For For
1D ELECTION OF DIRECTOR: REED E. HUNDT Management For For
1E ELECTION OF DIRECTOR: PAUL S. OTELLINI Management For For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 21
The Gabelli Convertible and Income Securities Fund Inc.
1F ELECTION OF DIRECTOR: JAMES D. PLUMMER Management For For
1G ELECTION OF DIRECTOR: DAVID S. POTTRUCK Management For For
1H ELECTION OF DIRECTOR: JANE E. SHAW Management For For
1I ELECTION OF DIRECTOR: JOHN L. THORNTON Management For For
1J ELECTION OF DIRECTOR: FRANK D. YEARY Management For For
1K ELECTION OF DIRECTOR: DAVID B. YOFFIE Management For For
02 RATIFICATION OF SELECTION OF ERNST & YOUNG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE CURRENT YEAR
03 AMENDMENT AND EXTENSION OF THE 2006 EQUITY Management Against Against
INCENTIVE PLAN
04 APPROVAL OF AN EMPLOYEE STOCK OPTION EXCHANGE Management Against Against
PROGRAM
05 ADVISORY VOTE ON EXECUTIVE COMPENSATION Management For For
06 STOCKHOLDER PROPOSAL: CUMULATIVE VOTING Shareholder Against For
07 STOCKHOLDER PROPOSAL: HUMAN RIGHT TO WATER Shareholder Against For
HALLIBURTON COMPANY
SECURITY 406216101 MEETING TYPE Annual
TICKER SYMBOL HAL MEETING DATE 20-May-2009
ISIN US4062161017 AGENDA 933038487 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: A.M. BENNETT Management For For
1B ELECTION OF DIRECTOR: J.R. BOYD Management For For
1C ELECTION OF DIRECTOR: M. CARROLL Management For For
1D ELECTION OF DIRECTOR: S.M. GILLIS Management For For
1E ELECTION OF DIRECTOR: J.T. HACKETT Management For For
1F ELECTION OF DIRECTOR: D.J. LESAR Management For For
1G ELECTION OF DIRECTOR: R.A. MALONE Management For For
1H ELECTION OF DIRECTOR: J.L. MARTIN Management For For
1I ELECTION OF DIRECTOR: J.A. PRECOURT Management For For
1J ELECTION OF DIRECTOR: D.L. REED Management For For
02 PROPOSAL FOR RATIFICATION OF THE SELECTION OF Management For For
AUDITORS.
03 PROPOSAL TO AMEND AND RESTATE THE 1993 STOCK Management For For
AND INCENTIVE PLAN.
04 PROPOSAL TO AMEND AND RESTATE THE 2002 EMPLOYEE Management For For
STOCK PURCHASE PLAN.
05 PROPOSAL ON HUMAN RIGHTS POLICY. Shareholder Against For
06 PROPOSAL ON POLITICAL CONTRIBUTIONS. Shareholder Against For
07 PROPOSAL ON LOW CARBON ENERGY REPORT. Shareholder Against For
08 PROPOSAL ON ADDITIONAL COMPENSATION DISCUSSION Shareholder Against For
AND ANALYSIS DISCLOSURE.
09 PROPOSAL ON SPECIAL SHAREOWNER MEETINGS. Shareholder Against For
10 PROPOSAL ON IRAQ OPERATIONS. Shareholder Against For
XCEL ENERGY INC
SECURITY 98389B100 MEETING TYPE Annual
TICKER SYMBOL XEL MEETING DATE 20-May-2009
ISIN US98389B1008 AGENDA 933040026 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: C. CONEY BURGESS Management For For
1B ELECTION OF DIRECTOR: FREDRIC W. CORRIGAN Management For For
1C ELECTION OF DIRECTOR: RICHARD K. DAVIS Management For For
1D ELECTION OF DIRECTOR: RICHARD C. KELLY Management For For
1E ELECTION OF DIRECTOR: ALBERT F. MORENO Management For For
1F ELECTION OF DIRECTOR: DR. MARGARET R. PRESKA Management For For
1G ELECTION OF DIRECTOR: A. PATRICIA SAMPSON Management For For
1H ELECTION OF DIRECTOR: RICHARD H. TRULY Management For For
1I ELECTION OF DIRECTOR: DAVID A. WESTERLUND Management For For
1J ELECTION OF DIRECTOR: TIMOTHY V. WOLF Management For For
02 COMPANY PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS XCEL ENERGY INC.'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2009.
NORTHROP GRUMMAN CORPORATION
SECURITY 666807102 MEETING TYPE Annual
TICKER SYMBOL NOC MEETING DATE 20-May-2009
ISIN US6668071029 AGENDA 933066791 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: LEWIS W. COLEMAN Management For For
1B ELECTION OF DIRECTOR: THOMAS B. FARGO Management For For
1C ELECTION OF DIRECTOR: VICTOR H. FAZIO Management For For
1D ELECTION OF DIRECTOR: DONALD E. FELSINGER Management For For
1E ELECTION OF DIRECTOR: STEPHEN E. FRANK Management For For
1F ELECTION OF DIRECTOR: BRUCE S. GORDON Management For For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 22
The Gabelli Convertible and Income Securities Fund Inc.
1G ELECTION OF DIRECTOR: MADELEINE KLEINER Management For For
1H ELECTION OF DIRECTOR: KARL J. KRAPEK Management For For
1I ELECTION OF DIRECTOR: RICHARD B. MYERS Management For For
1J ELECTION OF DIRECTOR: AULANA L. PETERS Management For For
1K ELECTION OF DIRECTOR: KEVIN W. SHARER Management For For
1L ELECTION OF DIRECTOR: RONALD D. SUGAR Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY'S INDEPENDENT
AUDITOR.
03 STOCKHOLDER PROPOSAL REGARDING A REPORT ON Shareholder Against For
SPACE-BASED WEAPONS.
04 STOCKHOLDER PROPOSAL REGARDING A VOTE ON Shareholder Against For
EXECUTIVE COMPENSATION.
05 STOCKHOLDER PROPOSAL REGARDING RIGHT OF 10% Shareholder Against For
STOCKHOLDERS TO CALL A SPECIAL MEETING.
MARSH & MCLENNAN COMPANIES, INC.
SECURITY 571748102 MEETING TYPE Annual
TICKER SYMBOL MMC MEETING DATE 21-May-2009
ISIN US5717481023 AGENDA 933037346 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: LESLIE M. BAKER, JR. Management For For
1B ELECTION OF DIRECTOR: GWENDOLYN S. KING Management For For
1C ELECTION OF DIRECTOR: MARC D. OKEN Management For For
1D ELECTION OF DIRECTOR: DAVID A. OLSEN Management For For
02 RATIFICATION OF SELECTION OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 STOCKHOLDER PROPOSAL: REINCORPORATE IN NORTH Shareholder Against For
DAKOTA
04 STOCKHOLDER PROPOSAL: SPECIAL MEETINGS Shareholder Against For
05 STOCKHOLDER PROPOSAL: POLITICAL CONTRIBUTIONS Shareholder Against For
CABLEVISION SYSTEMS CORPORATION
SECURITY 12686C109 MEETING TYPE Annual
TICKER SYMBOL CVC MEETING DATE 21-May-2009
ISIN US12686C1099 AGENDA 933046321 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 ZACHARY W. CARTER For For
2 CHARLES D. FERRIS For For
3 THOMAS V. REIFENHEISER For For
4 JOHN R. RYAN For For
5 VINCENT TESE For For
6 LEONARD TOW For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF THE COMPANY FOR FISCAL YEAR 2009.
03 APPROVAL OF CABLEVISION SYSTEMS CORPORATION Management Against Against
AMENDED 2006 EMPLOYEE STOCK PLAN.
FPL GROUP, INC.
SECURITY 302571104 MEETING TYPE Annual
TICKER SYMBOL FPL MEETING DATE 22-May-2009
ISIN US3025711041 AGENDA 933040569 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 SHERRY S. BARRAT For For
2 ROBERT M. BEALL, II For For
3 J. HYATT BROWN For For
4 JAMES L. CAMAREN For For
5 J. BRIAN FERGUSON For For
6 LEWIS HAY, III For For
7 TONI JENNINGS For For
8 OLIVER D. KINGSLEY, JR. For For
9 RUDY E. SCHUPP For For
10 MICHAEL H. THAMAN For For
11 HANSEL E. TOOKES, II For For
12 PAUL R. TREGURTHA For For
02 RATIFICATION OF APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2009.
03 APPROVAL OF THE MATERIAL TERMS UNDER THE FPL Management For For
GROUP, INC. AMENDED AND RESTATED LONG TERM
INCENTIVE PLAN FOR PAYMENT OF PERFORMANCE-BASED
COMPENSATION AS REQUIRED BY INTERNAL REVENUE
CODE SECTION 162(M).
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 23
The Gabelli Convertible and Income Securities Fund Inc.
DEUTSCHE BANK AG
SECURITY D18190898 MEETING TYPE Annual
TICKER SYMBOL DB MEETING DATE 26-May-2009
ISIN DE0005140008 AGENDA 933093813 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
02 APPROPRIATION OF DISTRIBUTABLE PROFIT. Management For For
03 RATIFICATION OF THE ACTS OF MANAGEMENT OF THE Management For For
MANAGEMENT BOARD FOR THE 2008 FINANCIAL YEAR.
04 RATIFICATION OF THE ACTS OF MANAGEMENT OF THE Management For For
SUPERVISORY BOARD FOR THE 2008 FINANCIAL YEAR.
05 ELECTION OF AUDITOR FOR 2009 FINANCIAL YEAR, Management For For
INTERIM ACCOUNTS.
06 AUTHORIZATION TO ACQUIRE OWN SHARES FOR TRADING Management For For
PURPOSES.
07 AUTHORIZATION TO ACQUIRE OWN SHARES PURSUANT TO Management For For
SECTION 71 (1) NO. 8 STOCK CORPORATION ACT.
08 AMENDMENT TO THE ARTICLES OF ASSOCIATION Management For For
RELATING TO THE REGISTRATION PERIOD FOR THE
GENERAL MEETING.
09 AMENDMENT TO SECTION 19 (2) SENTENCE 3 OF THE Management For For
ARTICLES OF ASSOCIATION TO ACCORD WITH THE
RULES OF THE ACT ON THE IMPLEMENTATION OF THE
SHAREHOLDER RIGHTS DIRECTIVE.
10 CREATION OF NEW AUTHORIZED CAPITAL AND Management For For
AMENDMENT TO ARTICLES OF ASSOCIATION.
11 CREATION OF NEW AUTHORIZED CAPITAL FOR CAPITAL Management For For
INCREASES IN CASH OR IN KIND AND AMENDMENT TO
THE ARTICLES OF ASSOCIATION.
12 CREATION OF NEW AUTHORIZED CAPITAL AND Management For For
AMENDMENT TO THE ARTICLES OF ASSOCIATION.
13 AUTHORIZATION TO ISSUE PARTICIPATORY NOTES WITH Management For For
WARRANTS AND/OR CONVERTIBLE PARTICIPATORY
NOTES, BONDS WITH WARRANTS AND CONVERTIBLE
BONDS, CREATION OF CONDITIONAL CAPITAL AND
AMENDMENT TO ARTICLES OF ASSOCIATION.
14 SHAREHOLDER PROPOSAL: PROPOSAL THAT Shareholder Against For
RATIFICATION OF THE ACTS OF MANAGEMENT OF THE
MANAGEMENT BOARD BE REFUSED.
15 SHAREHOLDER PROPOSAL: RATIFICATION OF THE ACTS Shareholder Against For
OF MANAGEMENT OF THE MANAGEMENT BOARD BE
POSTPONED UNTIL ALL LIABILITY PROCEEDINGS
AGAINST DEUTSCHE BANK HAVE BEEN CONCLUDED AND
ALSO UNTIL A REFORM OF THE COMPENSATION AND
BONUS SYSTEM HAS BEEN CARRIED OUT.
16 SHAREHOLDER PROPOSAL: THE ACTS OF THE Shareholder Against For
MANAGEMENT BOARD FOR THE 2008 FINANCIAL YEAR
ARE NOT RATIFIED.
17 SHAREHOLDER PROPOSAL: THE ACTS OF MANAGEMENT OF Shareholder Against For
THE SUPERVISORY BOARD FOR THE 2008 FINANCIAL
YEAR ARE NOT RATIFIED.
18 SHAREHOLDER PROPOSAL - RATIFICATION OF THE ACTS Shareholder Against For
OF MANAGEMENT OF THE MEMBERS OF THE SUPERVISORY
BOARD IS REFUSED.
19 SHAREHOLDER PROPOSAL - PROPOSE THAT NO Shareholder Against For
DISTRIBUTABLE PROFIT BE DISTRIBUTED AND HENCE
NO DIVIDENDS PAID.
20 SHAREHOLDER PROPOSAL - RATIFICATION OF THE ACTS Shareholder Against For
OF MANAGEMENT OF BOTH THE MANAGEMENT BOARD AND
THE SUPERVISORY BOARD BE REFUSED.
21 SHAREHOLDER PROPOSAL - NOT TO ADOPT A Shareholder Against For
RESOLUTION ON THE PLANNED CHANGE TO ARTICLE 19
II 3 OF THE ARTICLES OF ASSOCIATION.
22 SHAREHOLDER PROPOSAL - APPROPRIATION OF Shareholder Against For
DISTRIBUTABLE PROFIT.
EXXON MOBIL CORPORATION
SECURITY 30231G102 MEETING TYPE Annual
TICKER SYMBOL XOM MEETING DATE 27-May-2009
ISIN US30231G1022 AGENDA 933046965 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 M.J. BOSKIN For For
2 L.R. FAULKNER For For
3 K.C. FRAZIER For For
4 W.W. GEORGE For For
5 R.C. KING For For
6 M.C. NELSON For For
7 S.J. PALMISANO For For
8 S.S REINEMUND For For
9 R.W. TILLERSON For For
10 E.E. WHITACRE, JR. For For
02 RATIFICATION OF INDEPENDENT AUDITORS (PAGE 50) Management For For
03 CUMULATIVE VOTING (PAGE 51) Shareholder Against For
04 SPECIAL SHAREHOLDER MEETINGS (PAGE 53) Shareholder Against For
05 INCORPORATE IN NORTH DAKOTA (PAGE 54) Shareholder Against For
06 BOARD CHAIRMAN AND CEO (PAGE 55) Shareholder Against For
07 SHAREHOLDER ADVISORY VOTE ON EXECUTIVE Shareholder Against For
COMPENSATION (PAGE 57)
08 EXECUTIVE COMPENSATION REPORT (PAGE 59) Shareholder Against For
09 CORPORATE SPONSORSHIPS REPORT (PAGE 60) Shareholder Against For
10 AMENDMENT OF EEO POLICY (PAGE 62) Shareholder Against For
11 GREENHOUSE GAS EMISSIONS GOALS (PAGE 63) Shareholder Against For
12 CLIMATE CHANGE AND TECHNOLOGY REPORT (PAGE 65) Shareholder Against For
13 RENEWABLE ENERGY POLICY (PAGE 66) Shareholder Against For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 24
The Gabelli Convertible and Income Securities Fund Inc.
CHEVRON CORPORATION
SECURITY 166764100 MEETING TYPE Annual
TICKER SYMBOL CVX MEETING DATE 27-May-2009
ISIN US1667641005 AGENDA 933051067 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: S.H. ARMACOST Management For For
1B ELECTION OF DIRECTOR: L.F. DEILY Management For For
1C ELECTION OF DIRECTOR: R.E. DENHAM Management For For
1D ELECTION OF DIRECTOR: R.J. EATON Management For For
1E ELECTION OF DIRECTOR: E. HERNANDEZ Management For For
1F ELECTION OF DIRECTOR: F.G. JENIFER Management For For
1G ELECTION OF DIRECTOR: S. NUNN Management For For
1H ELECTION OF DIRECTOR: D.J. O'REILLY Management For For
1I ELECTION OF DIRECTOR: D.B. RICE Management For For
1J ELECTION OF DIRECTOR: K.W. SHARER Management For For
1K ELECTION OF DIRECTOR: C.R. SHOEMATE Management For For
1L ELECTION OF DIRECTOR: R.D. SUGAR Management For For
1M ELECTION OF DIRECTOR: C. WARE Management For For
1N ELECTION OF DIRECTOR: J.S. WATSON Management For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM
03 APPROVE THE MATERIAL TERMS OF PERFORMANCE GOALS Management For For
FOR PERFORMANCE-BASED AWARDS UNDER THE CHEVRON
INCENTIVE PLAN
04 APPROVE THE MATERIAL TERMS OF PERFORMANCE GOALS Management For For
FOR PERFORMANCE-BASED AWARDS UNDER THE
LONG-TERM INCENTIVE PLAN OF CHEVRON CORPORATION
05 SPECIAL STOCKHOLDER MEETINGS Shareholder Against For
06 ADVISORY VOTE ON SUMMARY COMPENSATION TABLE Shareholder Against For
07 GREENHOUSE GAS EMISSIONS Shareholder Against For
08 COUNTRY SELECTION GUIDELINES Shareholder Against For
09 HUMAN RIGHTS POLICY Shareholder Against For
10 HOST COUNTRY LAWS Shareholder Against For
FURMANITE CORPORATION
SECURITY 361086101 MEETING TYPE Annual
TICKER SYMBOL FRM MEETING DATE 28-May-2009
ISIN US3610861011 AGENDA 933047587 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 SANGWOO AHN For For
2 CHARLES R. COX For For
3 HANS KESSLER For For
4 MICHAEL L. ROSE For For
02 TO APPROVE THE AMENDMENT AND RESTATEMENT OF THE Management For For
FURMANITE CORPORATION 1994 STOCK INCENTIVE PLAN.
UNITEDHEALTH GROUP INCORPORATED
SECURITY 91324P102 MEETING TYPE Annual
TICKER SYMBOL UNH MEETING DATE 02-Jun-2009
ISIN US91324P1021 AGENDA 933031762 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: WILLIAM C. BALLARD, JR. Management For For
1B ELECTION OF DIRECTOR: RICHARD T. BURKE Management For For
1C ELECTION OF DIRECTOR: ROBERT J. DARRETTA Management For For
1D ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY Management For For
1E ELECTION OF DIRECTOR: MICHELE J. HOOPER Management For For
1F ELECTION OF DIRECTOR: DOUGLAS W. LEATHERDALE Management For For
1G ELECTION OF DIRECTOR: GLENN M. RENWICK Management For For
1H ELECTION OF DIRECTOR: KENNETH I. SHINE, M.D. Management For For
1I ELECTION OF DIRECTOR: GAIL R. WILENSKY, PH.D. Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2009.
03 SHAREHOLDER PROPOSAL CONCERNING ADVISORY VOTE Shareholder Against For
ON EXECUTIVE COMPENSATION.
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 25
The Gabelli Convertible and Income Securities Fund Inc.
DEVON ENERGY CORPORATION
SECURITY 25179M103 MEETING TYPE Annual
TICKER SYMBOL DVN MEETING DATE 03-Jun-2009
ISIN US25179M1036 AGENDA 933059417 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 DIRECTOR Management
1 ROBERT L. HOWARD For For
2 MICHAEL M. KANOVSKY For For
3 J. TODD MITCHELL For For
4 J. LARRY NICHOLS For For
02 RATIFY THE APPOINTMENT OF ROBERT A. MOSBACHER, Management For For
JR. AS A DIRECTOR.
03 RATIFY THE APPOINTMENT OF THE COMPANY'S Management For For
INDEPENDENT AUDITORS FOR 2009.
04 ADOPTION OF THE DEVON ENERGY CORPORATION 2009 Management For For
LONG-TERM INCENTIVE PLAN.
05 ADOPT DIRECTOR ELECTION MAJORITY VOTE STANDARD. Shareholder Against For
WAL-MART STORES, INC.
SECURITY 931142103 MEETING TYPE Annual
TICKER SYMBOL WMT MEETING DATE 05-Jun-2009
ISIN US9311421039 AGENDA 933057754 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
1A ELECTION OF DIRECTOR: AIDA M. ALVAREZ Management For For
1B ELECTION OF DIRECTOR: JAMES W. BREYER Management For For
1C ELECTION OF DIRECTOR: M. MICHELE BURNS Management For For
1D ELECTION OF DIRECTOR: JAMES I. CASH, JR. Management For For
1E ELECTION OF DIRECTOR: ROGER C. CORBETT Management For For
1F ELECTION OF DIRECTOR: DOUGLAS N. DAFT Management For For
1G ELECTION OF DIRECTOR: MICHAEL T. DUKE Management For For
1H ELECTION OF DIRECTOR: GREGORY B. PENNER Management For For
1I ELECTION OF DIRECTOR: ALLEN I. QUESTROM Management For For
1J ELECTION OF DIRECTOR: H. LEE SCOTT, JR. Management For For
1K ELECTION OF DIRECTOR: ARNE M. SORENSON Management For For
1L ELECTION OF DIRECTOR: JIM C. WALTON Management For For
1M ELECTION OF DIRECTOR: S. ROBSON WALTON Management For For
1N ELECTION OF DIRECTOR: CHRISTOPHER J. WILLIAMS Management For For
1O ELECTION OF DIRECTOR: LINDA S. WOLF Management For For
02 RATIFICATION OF ERNST & YOUNG LLP AS Management For For
INDEPENDENT ACCOUNTANTS
03 GENDER IDENTITY NON-DISCRIMINATION POLICY Shareholder Against For
04 PAY FOR SUPERIOR PERFORMANCE Shareholder Against For
05 ADVISORY VOTE ON EXECUTIVE COMPENSATION Shareholder Against For
06 POLITICAL CONTRIBUTIONS Shareholder Against For
07 SPECIAL SHAREOWNER MEETINGS Shareholder Against For
08 INCENTIVE COMPENSATION TO BE STOCK OPTIONS Shareholder Against For
PHILIPPINE LONG DISTANCE TELEPHONE CO.
SECURITY 718252604 MEETING TYPE Annual
TICKER SYMBOL PHI MEETING DATE 09-Jun-2009
ISIN US7182526043 AGENDA 933096681 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
01 APPROVAL OF THE AUDITED FINANCIAL STATEMENTS Management For For
FOR THE FISCAL YEAR ENDING 31 DECEMBER 2008
CONTAINED IN THE COMPANY'S 2008 ANNUAL REPORT.
PHILIPPINE LONG DISTANCE TELEPHONE CO.
SECURITY 718252604 MEETING TYPE Annual
TICKER SYMBOL PHI MEETING DATE 09-Jun-2009
ISIN US7182526043 AGENDA 933100288 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
2A ELECTION OF DIRECTOR: REV. FR. BIENVENIDO F. Management For For
NEBRES, S.J. (INDEPENDENT DIRECTOR)
2B ELECTION OF DIRECTOR: MR. OSCAR S. REYES Management For For
(INDEPENDENT DIRECTOR)
2C ELECTION OF DIRECTOR: MR. PEDRO E. ROXAS Management For For
(INDEPENDENT DIRECTOR)
2D ELECTION OF DIRECTOR: MR. ALFRED V. TY Management For For
(INDEPENDENT DIRECTOR)
2E ELECTION OF DIRECTOR: MR. DONALD G. DEE Management For For
2F ELECTION OF DIRECTOR: MS. HELEN Y. DEE Management For For
2G ELECTION OF DIRECTOR: ATTY. RAY C. ESPINOSA Management For For
2H ELECTION OF DIRECTOR: MR. TATSU KONO Management For For
2I ELECTION OF DIRECTOR: MR. TAKASHI OOI Management For For
2J ELECTION OF DIRECTOR: MR. NAPOLEON L. NAZARENO Management For For
2K ELECTION OF DIRECTOR: MR. MANUEL V. PANGILINAN Management For For
2L ELECTION OF DIRECTOR: MR. ALBERT F. DEL ROSARIO Management For For
2M ELECTION OF DIRECTOR: MR. TONY TAN CAKTIONG Management For For
ProxyEdge Report Date: 07/01/2009
Meeting Date Range: 07/01/2008 to 06/30/2009 26
The Gabelli Convertible and Income Securities Fund Inc.
PHILIPPINE LONG DISTANCE TELEPHONE CO.
SECURITY 718252604 MEETING TYPE Annual
TICKER SYMBOL PHI MEETING DATE 09-Jun-2009
ISIN US7182526043 AGENDA 933100315 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
- ---- -------- ---- ---- -----------
2A ELECTION OF DIRECTOR: REV. FR. BIENVENIDO F. Management For For
NEBRES, S.J. (INDEPENDENT DIRECTOR)
2B ELECTION OF DIRECTOR: MR. OSCAR S. REYES Management For For
(INDEPENDENT DIRECTOR)
2C ELECTION OF DIRECTOR: MR. PEDRO E. ROXAS Management For For
(INDEPENDENT DIRECTOR)
2D ELECTION OF DIRECTOR: MR. ALFRED V. TY Management For For
(INDEPENDENT DIRECTOR)
2E ELECTION OF DIRECTOR: MR. DONALD G. DEE Management For For
2F ELECTION OF DIRECTOR: MS. HELEN Y. DEE Management For For
2G ELECTION OF DIRECTOR: ATTY. RAY C. ESPINOSA Management For For
2H ELECTION OF DIRECTOR: MR. TATSU KONO Management For For
2I ELECTION OF DIRECTOR: MR. TAKASHI OOI Management For For
2J ELECTION OF DIRECTOR: MR. NAPOLEON L. NAZARENO Management For For
2K ELECTION OF DIRECTOR: MR. MANUEL V. PANGILINAN Management For For
2L ELECTION OF DIRECTOR: MR. ALBERT F. DEL ROSARIO Management For For
2M ELECTION OF DIRECTOR: MR. TONY TAN CAKTIONG Management For For
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant The Gabelli Convertible and Income Securities Fund Inc.
By (Signature and Title)* /s/ Bruce N. Alpert
------------------------------
Bruce N. Alpert,
Principal Executive Officer
Date August 17, 2009
* Print the name and title of each signing officer under his or her
signature.