UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-859 MASSACHUSETTS INVESTORS GROWTH STOCK FUND (Exact name of registrant as specified in charter) 500 Boylston Street, Boston, Massachusetts 02116 (Address of principal executive offices) (Zip code) Susan S. Newton Massachusetts Financial Services Company 500 Boylston Street Boston, Massachusetts 02116 (Name and address of agents for service) Registrant's telephone number, including area code: (617) 954-5000 Date of fiscal year end: November 30 Date of reporting period: July 1, 2008 - June 30, 2009 ITEM 1. PROXY VOTING RECORD. ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-00859 Reporting Period: 07/01/2008 - 06/30/2009 Massachusetts Investors Growth Stock Fund ================== MASSACHUSETTS INVESTORS GROWTH STOCK FUND =================== 3M CO Ticker: MMM Security ID: 88579Y101 Meeting Date: MAY 12, 2009 Meeting Type: Annual Record Date: MAR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Linda G. Alvarado For For Management 1.2 Elect Director George W. Buckley For For Management 1.3 Elect Director Vance D. Coffman For For Management 1.4 Elect Director Michael L. Eskew For For Management 1.5 Elect Director W. James Farrell For For Management 1.6 Elect Director Herbert L. Henkel For For Management 1.7 Elect Director Edward M. Liddy For For Management 1.8 Elect Director Robert S. Morrison For For Management 1.9 Elect Director Aulana L. Peters For For Management 1.10 Elect Director Robert J. Ulrich For For Management 2 Ratify Auditors For For Management 3 Amend Bylaws-- Call Special Meetings Against For Shareholder 4 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- ACCENTURE LTD Ticker: ACN Security ID: G1150G111 Meeting Date: FEB 12, 2009 Meeting Type: Annual Record Date: DEC 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: CHARLES H. GIANCARLO 2 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: DINA DUBLON 3 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: WILLIAM D. GREEN 4 RE-APPOINTMENT TO THE BOARD OF For Against Management DIRECTORS: NOBUYUKI IDEI 5 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: MARJORIE MAGNER 6 RATIFY AUDITORS For For Management - -------------------------------------------------------------------------------- ALLERGAN, INC. Ticker: AGN Security ID: 018490102 Meeting Date: APR 30, 2009 Meeting Type: Annual Record Date: MAR 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Herbert W. Boyer For For Management 1.2 Elect Director Robert A. Ingram For For Management 1.3 Elect Director David E.I. Pyott For For Management 1.4 Elect Director Russell T. Ray For For Management 2 Ratify Auditors For For Management 3 Report on Animal Testing Against Against Shareholder - -------------------------------------------------------------------------------- AMDOCS LIMITED Ticker: DOX Security ID: G02602103 Meeting Date: JAN 22, 2009 Meeting Type: Annual Record Date: NOV 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 ELECT DIRECTOR BRUCE K. ANDERSON For For Management 1.2 ELECT DIRECTOR ADRIAN GARDNER For For Management 1.3 ELECT DIRECTOR CHARLES E. FOSTER For For Management 1.4 ELECT DIRECTOR JAMES S. KAHAN For For Management 1.5 ELECT DIRECTOR ZOHAR ZISAPEL For For Management 1.6 ELECT DIRECTOR DOV BAHARAV For For Management 1.7 ELECT DIRECTOR JULIAN A. BRODSKY For For Management 1.8 ELECT DIRECTOR ELI GELMAN For For Management 1.9 ELECT DIRECTOR NEHEMIA LEMELBAUM For For Management 1.10 ELECT DIRECTOR JOHN T. MCLENNAN For For Management 1.11 ELECT DIRECTOR ROBERT A. MINICUCCI For For Management 1.12 ELECT DIRECTOR SIMON OLSWANG For For Management 2 APPROVAL OF SPECIAL RESOLUTION AMENDING For For Management AND RESTATING THE MEMORANDUM OF INCORPORATION AND ARTICLES OF INCORPORATION AS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT. 3 APPROVAL OF CONSOLIDATED FINANCIAL For For Management STATEMENTS FOR FISCAL YEAR 2008. 4 RATIFICATION AND APPROVAL OF ERNST & For For Management YOUNG LLP AND AUTHORIZATION OF AUDIT COMMITTEE OF BOARD TO FIX REMUNERATION. - -------------------------------------------------------------------------------- AMERICA MOVIL, S.A.B. DE C.V. Ticker: AMX Security ID: 02364W105 Meeting Date: APR 20, 2009 Meeting Type: Special Record Date: APR 6, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Directors for Class L Shares For Against Management (Bundled) 2 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting - -------------------------------------------------------------------------------- APPLE INC. Ticker: AAPL Security ID: 037833100 Meeting Date: FEB 25, 2009 Meeting Type: Annual Record Date: DEC 29, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William V. Campbell For For Management 1.2 Elect Director Millard S. Drexler For For Management 1.3 Elect Director Albert A. Gore, Jr. For For Management 1.4 Elect Director Steven P. Jobs For For Management 1.5 Elect Director Andrea Jung For For Management 1.6 Elect Director A.D. Levinson For For Management 1.7 Elect Director Eric E. Schmidt For For Management 1.8 Elect Director Jerome B. York For For Management 2 Report on Political Contributions Against Against Shareholder 3 Adopt Principles for Health Care Reform Against Against Shareholder 4 Prepare Sustainability Report Against Against Shareholder 5 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- AUTOMATIC DATA PROCESSING, INC. Ticker: ADP Security ID: 053015103 Meeting Date: NOV 11, 2008 Meeting Type: Annual Record Date: SEP 12, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gregory D. Brenneman For For Management 1.2 Elect Director Leslie A. Brun For For Management 1.3 Elect Director Gary C. Butler For For Management 1.4 Elect Director Leon G. Cooperman For For Management 1.5 Elect Director Eric C. Fast For For Management 1.6 Elect Director R. Glenn Hubbard For For Management 1.7 Elect Director John P. Jones For For Management 1.8 Elect Director Frederic V. Malek For For Management 1.9 Elect Director Charles H. Noski For For Management 1.10 Elect Director Sharon T. Rowlands For For Management 1.11 Elect Director Gregory L. Summe For For Management 1.12 Elect Director Henry Taub For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- BANK OF NEW YORK MELLON CORP., THE Ticker: BK Security ID: 064058100 Meeting Date: APR 14, 2009 Meeting Type: Annual Record Date: FEB 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ruth E. Bruch For For Management 1.2 Elect Director Nicholas M. Donofrio For For Management 1.3 Elect Director Gerald L. Hassell For For Management 1.4 Elect Director Edmund F. Kelly For For Management 1.5 Elect Director Robert P. Kelly For For Management 1.6 Elect Director Richard J. Kogan For For Management 1.7 Elect Director Michael J. Kowalski For For Management 1.8 Elect Director John A. Luke, Jr. For For Management 1.9 Elect Director Robert Mehrabian For For Management 1.10 Elect Director Mark A. Nordenberg For For Management 1.11 Elect Director Catherine A. Rein For For Management 1.12 Elect Director William C. Richardson For For Management 1.13 Elect Director Samuel C. Scott III For For Management 1.14 Elect Director John P. Surma For For Management 1.15 Elect Director Wesley W. von Schack For For Management 2 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation 3 Ratify Auditors For For Management 4 Provide for Cumulative Voting Against Against Shareholder 5 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- BHP BILLITON LIMITED (FORMERLY BHP LTD.) Ticker: BHP Security ID: 088606108 Meeting Date: NOV 27, 2008 Meeting Type: Annual Record Date: SEP 19, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive and Consider BHP Billiton Plc's For For Management Financial Statements, Directors' Report, and Auditor's Report for the Financial Year Ended June 30, 2008 2 Receive and Consider BHP Billiton Ltd's For For Management Financial Statements, Directors' Report, and Auditor's Report for the Financial Year Ended June 30, 2008 3 Elect Paul Anderson as Director of BHP For For Management Billiton Plc 4 Elect Paul Anderson as Director of BHP For For Management Billiton Ltd 5 Elect Don Argus as Director of BHP For For Management Billiton Plc 6 Elect Don Argus as Director of BHP For For Management Billiton Ltd 7 Elect John Buchanan as Director of BHP For For Management Billiton Plc 8 Elect John Buchanan as Director of BHP For For Management Billiton Ltd 9 Elect David Crawford as Director of BHP For For Management Billiton Plc 10 Elect David Crawford as Director of BHP For For Management Billiton Ltd 11 Elect Jacques Nasser as Director of BHP For For Management Billiton Plc 12 Elect Jacques Nasser as Director of BHP For For Management Billiton Ltd 13 Elect John Schubert as Director of BHP For For Management Billiton Plc 14 Elect John Schubert as Director of BHP For For Management Billiton Ltd 15 Elect Alan Boeckmann as Director of BHP For For Management Billiton Plc 16 Elect Alan Boeckmann as Director of BHP For For Management Billiton Ltd 17 Elect Stephen Mayne as Director of BHP Against Against Shareholder Billiton Plc 18 Elect Stephen Mayne as Director of BHP Against Against Shareholder Billiton Ltd 19 Elect David Morgan as Director of BHP For For Management Billiton Plc 20 Elect David Morgan as Director of BHP For For Management Billiton Ltd 21 Elect Keith Rumble as Director of BHP For For Management Billiton Plc 22 Elect Keith Rumble as Director of BHP For For Management Billiton Ltd 23 Approve KPMG Audit plc as Auditors of For For Management BHP Billiton Plc 24 Approve Issuance of 555.97 Million For For Management Shares at $0.50 Each to BHP Billiton Plc Pursuant to its Group Incentive Schemes 25 Renew the Disapplication of Pre-Emption For For Management Rights in BHP Billiton Plc 26 Authorize Repurchase of Up To 223.11 For For Management Million Shares in BHP Billiton Plc 27 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd. on April 30, 2009 28 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd. on May 29, 2009 29 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd. on June 15, 2009 30 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd. on July 31, 2009 31 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd. on Sept. 15, 2009 32 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd. on on Nov. 30, 2009 33 Approve Remuneration Report for the For For Management Financial Year Ended June 30, 2008 34 Approve Amendment to the Group For For Management Incentive Scheme to Increase Target Bonus Amount from 140 Percent to 160 Percent and to Increase the Maximum Bonus from 1.5 to 2.0 Times the Target Bonus Amount 35 Approve Grant of Approximately 49,594 For For Management Deferred Shares, 197,817 Options, and 349,397 Performance Shares to Marius Kloppers, CEO, Pursuant to the Group Incentive Scheme and Long Term Incentive Plan 36 Approve Increase in The Total For For Management Remuneration Pool for Non-Executive Directors of BHP Billiton Plc to $3.8 Million 37 Approve Increase in The Total For For Management Remuneration Pool for Non-Executive Directors of BHP Billiton Ltd to $3.8 Million 38 Approve Amendments to the Articles of For For Management Association of BHP Billiton Plc 39 Approve Amendments to the Constitution For For Management of BHP Billiton Ltd - -------------------------------------------------------------------------------- CARDINAL HEALTH, INC. Ticker: CAH Security ID: 14149Y108 Meeting Date: NOV 5, 2008 Meeting Type: Annual Record Date: SEP 8, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Colleen F. Arnold For For Management 1.2 Elect Director R. Kerry Clark For For Management 1.3 Elect Director Calvin Darden For For Management 1.4 Elect Director John F. Finn For For Management 1.5 Elect Director Philip L. Francis For For Management 1.6 Elect Director Gregory B. Kenny For For Management 1.7 Elect Director J. Michael Losh For For Management 1.8 Elect Director John B. McCoy For For Management 1.9 Elect Director Richard C. Notebaert For For Management 1.10 Elect Director Michael D. O'Halleran For For Management 1.11 Elect Director David W. Raisbeck For For Management 1.12 Elect Director Jean G. Spaulding For For Management 2 Ratify Auditors For For Management 3 Adopt Majority Voting for Uncontested For For Management Election of Directors 4 Eliminate Cumulative Voting For For Management 5 Require Advance Notice for Shareholder For For Management Proposals/Nominations 6 Amend Articles of Incorporation to For For Management State that Common Shares Have No Stated Capital 7 Amend Omnibus Stock Plan For For Management 8 Amend Qualified Employee Stock Purchase For For Management Plan 9 Performance-Based and/or Time-Based Against Against Shareholder Equity Awards - -------------------------------------------------------------------------------- CHARLES SCHWAB CORP., THE Ticker: SCHW Security ID: 808513105 Meeting Date: MAY 14, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nancy H. Bechtle For For Management 1.2 Elect Director Walter W. Bettinger II For For Management 1.3 Elect Director C. Preston Butcher For For Management 2 Report on Political Contributions Against Against Shareholder 3 Adopt a Policy in which the Company Against Against Shareholder will not Make or Promise to Make Any Death Benefit Payments to Senior Executives 4 Amend Corporate Executive Bonus Plan Against Against Shareholder - -------------------------------------------------------------------------------- CHEVRON CORPORATION Ticker: CVX Security ID: 166764100 Meeting Date: MAY 27, 2009 Meeting Type: Annual Record Date: APR 1, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director S. H. Armacost For For Management 1.2 Elect Director L. F. Deily For For Management 1.3 Elect Director R. E. Denham For For Management 1.4 Elect Director R. J. Eaton For For Management 1.5 Elect Director E. Hernandez For For Management 1.6 Elect Director F. G. Jenifer For For Management 1.7 Elect Director S. Nunn For For Management 1.8 Elect Director D. J. O'Reilly For For Management 1.9 Elect Director D. B. Rice For For Management 1.10 Elect Director K. W. Sharer For For Management 1.11 Elect Director C. R. Shoemate For For Management 1.12 Elect Director R. D. Sugar For For Management 1.13 Elect Director C. Ware For For Management 1.14 Elect Director J. S. Watson For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Amend Omnibus Stock Plan For For Management 5 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 6 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 7 Adopt Quantitative GHG Goals for Against Against Shareholder Products and Operations 8 Adopt Guidelines for Country Selection Against Against Shareholder 9 Adopt Human Rights Policy Against Against Shareholder 10 Report on Market Specific Environmental Against Against Shareholder Laws - -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 13, 2008 Meeting Type: Annual Record Date: SEP 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Carol A. Bartz For For Management 2 Elect Director M. Michele Burns For For Management 3 Elect Director Michael D. Capellas For For Management 4 Elect Director Larry R. Carter For For Management 5 Elect Director John T. Chambers For For Management 6 Elect Director Brian L. Halla For For Management 7 Elect Director John L. Hennessy For For Management 8 Elect Director Richard M. Kovacevich For For Management 9 Elect Director Roderick C. McGeary For For Management 10 Elect Director Michael K. Powell For For Management 11 Elect Director Steven M. West For For Management 12 Elect Director Jerry Yang For Against Management 13 Ratify Auditors For For Management 14 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 15 Report on Internet Fragmentation Against Against Shareholder - -------------------------------------------------------------------------------- COLGATE-PALMOLIVE CO. Ticker: CL Security ID: 194162103 Meeting Date: MAY 8, 2009 Meeting Type: Annual Record Date: MAR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John T. Cahill For For Management 1.2 Elect Director Jill K. Conway For For Management 1.3 Elect Director Ian Cook For For Management 1.4 Elect Director Ellen M. Hancock For For Management 1.5 Elect Director David W. Johnson For For Management 1.6 Elect Director Richard J. Kogan For For Management 1.7 Elect Director Delano E. Lewis For For Management 1.8 Elect Director J. Pedro Reinhard For For Management 1.9 Elect Director Stephen I. Sadove For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- COMCAST CORP. Ticker: CMCSA Security ID: 20030N101 Meeting Date: MAY 13, 2009 Meeting Type: Annual Record Date: MAR 4, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director S. Decker Anstrom For For Management 1.2 Elect Director Kenneth J. Bacon For For Management 1.3 Elect Director Sheldon M. Bonovitz For For Management 1.4 Elect Director Edward D. Breen For For Management 1.5 Elect Director Julian A. Brodsky For For Management 1.6 Elect Director Joseph J. Collins For For Management 1.7 Elect Director J. Michael Cook For For Management 1.8 Elect Director Gerald L. Hassell For For Management 1.9 Elect Director Jeffrey A. Honickman For For Management 1.10 Elect Director Brian L. Roberts For For Management 1.11 Elect Director Ralph J. Roberts For For Management 1.12 Elect Director Dr. Judith Rodin For For Management 1.13 Elect Director Michael I. Sovern For For Management 2 Ratify Auditors For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan 4 Amend Restricted Stock Plan For For Management 5 Amend Stock Option Plan For For Management 6 Increase Disclosure of Executive Against Against Shareholder Compensation 7 Seek Shareholder Approval on Certain Against Against Shareholder Future Death Benefit Arrangements 8 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 9 Adopt a Recapitalization Plan Against Against Shareholder - -------------------------------------------------------------------------------- CVS CAREMARK CORP Ticker: CVS Security ID: 126650100 Meeting Date: MAY 6, 2009 Meeting Type: Annual Record Date: MAR 12, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Edwin M. Banks For For Management 1.2 Elect Director C. David Brown II For For Management 1.3 Elect Director David W. Dorman For For Management 1.4 Elect Director Kristen E. Gibney For For Management Williams 1.5 Elect Director Marian L. Heard For For Management 1.6 Elect Director William H. Joyce For For Management 1.7 Elect Director Jean-Pierre Million For For Management 1.8 Elect Director Terrence Murray For For Management 1.9 Elect Director C.A. Lance Piccolo For For Management 1.10 Elect Director Sheli Z. Rosenberg For For Management 1.11 Elect Director Thomas M. Ryan For For Management 1.12 Elect Director Richard J. Swift For For Management 2 Ratify Auditors For For Management 3 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 4 Require Independent Board Chairman Against Against Shareholder 5 Report on Political Contributions Against Against Shareholder 6 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- DANAHER CORP. Ticker: DHR Security ID: 235851102 Meeting Date: MAY 5, 2009 Meeting Type: Annual Record Date: MAR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mortimer M. Caplin For For Management 1.2 Elect Director Donald J. Ehrlich For For Management 1.3 Elect Director Walter G. Lohr, Jr. For For Management 1.4 Elect Director Linda P. Hefner For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Adopt Employment Contract Against Against Shareholder 5 Stock Retention/Holding Period Against Against Shareholder 6 Report on Mercury Product Policies Against Against Shareholder - -------------------------------------------------------------------------------- DELL INC. Ticker: DELL Security ID: 24702R101 Meeting Date: JUL 18, 2008 Meeting Type: Annual Record Date: MAY 23, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald J. Carty For For Management 1.2 Elect Director Michael S. Dell For For Management 1.3 Elect Director William H. Gray, III For For Management 1.4 Elect Director Sallie L. Krawcheck For For Management 1.5 Elect Director Alan (A.G.) Lafley For For Management 1.6 Elect Director Judy C. Lewent For For Management 1.7 Elect Director Thomas W. Luce, III For For Management 1.8 Elect Director Klaus S. Luft For For Management 1.9 Elect Director Alex J. Mandl For For Management 1.10 Elect Director Michael A. Miles For For Management 1.11 Elect Director Samuel A. Nunn, Jr. For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Reimburse Proxy Expenses Against Against Shareholder 5 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- DENTSPLY INTERNATIONAL, INC. Ticker: XRAY Security ID: 249030107 Meeting Date: MAY 12, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Wendy L Dixon For For Management 1.2 Elect Director Leslie A. Jones For For Management 1.3 Elect Director Bret W. Wise For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DIAGEO PLC Ticker: DGEAF Security ID: GB0002374006 Meeting Date: OCT 15, 2008 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend of 21.15 Pence For For Management Per Ordinary Share 4 Re-elect Dr Franz Humer as Director For For Management 5 Re-elect Maria Lilja as Director For For Management 6 Re-elect William Shanahan as Director For For Management 7 Re-elect Todd Stitzer as Director For For Management 8 Elect Philip Scott as Director For For Management 9 Reappoint KPMG Audit plc as Auditors For For Management and Authorise the Board to Determine Their Remuneration 10 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights up to Aggregate Nominal Amount of GBP 243,079,000 11 Authorise Issue of Equity or For For Management Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 36,462,000 12 Authorise 252,025,000 Ordinary Shares For For Management for Market Purchase 13 Authorise the Company and its For For Management Subsidiaries to Make EU Political Donations to Political Parties, to Make EU Political Donations to Political Organisations Other Than Political Parties and to Incur EU Political Expenditure up to GBP 200,000 14 Approve Diageo plc 2008 Performance For For Management Share Plan 15 Approve Diageo plc 2008 Senior For For Management Executive Share Option Plan 16 Authorise Remuneration Committee of the For For Management Company's Board to Establish Future Share Plans for the Benefit of Employees Outside the United Kingdom Based on the Diageo plc 2008 Performance Share Plan and the Diageo plc 2008 Senior Executive Share Option Plan 17 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- DIRECTV GROUP, INC, THE Ticker: DTV Security ID: 25459L106 Meeting Date: JUN 2, 2009 Meeting Type: Annual Record Date: APR 3, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Chase Carey For For Management 1.2 Elect Director Mark Carleton For For Management 1.3 Elect Director Peter Lund For For Management 1.4 Elect Director Haim Saban For For Management 2 Ratify Auditors For For Management 3 Adopt Principles for Health Care Reform Against Against Shareholder 4 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- DUN & BRADSTREET CORP, THE Ticker: DNB Security ID: 26483E100 Meeting Date: MAY 5, 2009 Meeting Type: Annual Record Date: MAR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Austin A. Adams For For Management 1.2 Elect Director James N. Fernandez For For Management 1.3 Elect Director Sandra E. Peterson For For Management 1.4 Elect Director Michael R. Quinlan For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For Against Management - -------------------------------------------------------------------------------- EBAY INC. Ticker: EBAY Security ID: 278642103 Meeting Date: APR 29, 2009 Meeting Type: Annual Record Date: MAR 4, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marc L. Andreessen For For Management 1.2 Elect Director William C. Ford, Jr. For For Management 1.3 Elect Director Dawn G. Lepore For For Management 1.4 Elect Director Pierre M. Omidyar For For Management 1.5 Elect Director Richard T. Schlosberg, For For Management III 2 Approve Stock Option Exchange Program For For Management 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EMC CORPORATION Ticker: EMC Security ID: 268648102 Meeting Date: MAY 6, 2009 Meeting Type: Annual Record Date: MAR 5, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Michael W. Brown For For Management 2 Elect Director Randolph L. Cowen For For Management 3 Elect Director Michael J. Cronin For For Management 4 Elect Director Gail Deegan For For Management 5 Elect Director John R. Egan For For Management 6 Elect Director W. Paul Fitzgerald For For Management 7 Elect Director Edmund F. Kelly For For Management 8 Elect Director Windle B. Priem For For Management 9 Elect Director Paul Sagan For For Management 10 Elect Director David N. Strohm For For Management 11 Elect Director Joseph M. Tucci For For Management 12 Ratify Auditors For For Management 13 Amend Qualified Employee Stock Purchase For For Management Plan 14 Permit Right to Call Special Meeting For For Management 15 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- EXXON MOBIL CORP. Ticker: XOM Security ID: 30231G102 Meeting Date: MAY 27, 2009 Meeting Type: Annual Record Date: APR 6, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director M.J. Boskin For For Management 1.2 Elect Director L.R. Faulkner For For Management 1.3 Elect Director K.C. Frazier For For Management 1.4 Elect Director .W. George For For Management 1.5 Elect Director R.C. King For For Management 1.6 Elect Director M.C. Nelson For For Management 1.7 Elect Director S.J. Palmisano For For Management 1.8 Elect Director S.S Reinemund For For Management 1.9 Elect Director R.W. Tillerson For For Management 1.10 Elect Director E.E. Whitacre, Jr. For For Management 2 Ratify Auditors For For Management 3 Provide for Cumulative Voting Against Against Shareholder 4 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings 5 Reincorporate in Another State [from Against Against Shareholder New Jersey to North Dakota] 6 Require Independent Board Chairman Against Against Shareholder 7 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 8 Compare CEO Compensation to Average Against Against Shareholder U.S. per Capita Income 9 Review Anti-discrimination Policy on Against Against Shareholder Corporate Sponsorships and Executive Perks 10 Amend EEO Policy to Prohibit Against Against Shareholder Discrimination based on Sexual Orientation and Gender Identity 11 Adopt Quantitative GHG Goals for Against Against Shareholder Products and Operations 12 Report on Climate Change Impacts on Against Against Shareholder Emerging Countries 13 Adopt Policy to Increase Renewable Against Against Shareholder Energy - -------------------------------------------------------------------------------- FEDEX CORPORATION Ticker: FDX Security ID: 31428X106 Meeting Date: SEP 29, 2008 Meeting Type: Annual Record Date: AUG 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James L. Barksdale For For Management 2 Elect Director August A. Busch IV For For Management 3 Elect Director John A. Edwardson For For Management 4 Elect Director Judith L. Estrin For For Management 5 Elect Director J.R. Hyde, III For For Management 6 Elect Director Shirley A. Jackson For For Management 7 Elect Director Steven R. Loranger For For Management 8 Elect Director Gary W. Loveman For For Management 9 Elect Director Frederick W. Smith For For Management 10 Elect Director Joshua I. Smith For For Management 11 Elect Director Paul S. Walsh For For Management 12 Elect Director Peter S. Willmott For For Management 13 Amend Omnibus Stock Plan For For Management 14 Ratify Auditors For For Management 15 Require Independent Board Chairman Against Against Shareholder 16 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- FIDELITY NATIONAL INFORMATION SERVICES INC Ticker: FIS Security ID: 31620M106 Meeting Date: MAY 28, 2009 Meeting Type: Annual Record Date: MAR 30, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William P. Foley, II For For Management 1.2 Elect Director Thomas M. Hagerty For Withhold Management 1.3 Elect Director Keith W. Hughes For For Management 1.4 Elect Director Richard N. Massey For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FRANKLIN RESOURCES, INC. Ticker: BEN Security ID: 354613101 Meeting Date: MAR 11, 2009 Meeting Type: Annual Record Date: JAN 12, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Samuel H. Armacost For For Management 2 Elect Director Charles Crocker For For Management 3 Elect Director Joseph R. Hardiman For For Management 4 Elect Director Robert D. Joffe For For Management 5 Elect Director Charles B. Johnson For For Management 6 Elect Director Gregory E. Johnson For For Management 7 Elect Director Rupert H. Johnson, Jr. For For Management 8 Elect Director Thomas H. Kean For For Management 9 Elect Director Chutta Ratnathicam For For Management 10 Elect Director Peter M. Sacerdote For For Management 11 Elect Director Laura Stein For For Management 12 Elect Director Anne M. Tatlock For For Management 13 Ratify Auditors For For Management 14 Amend Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- GENERAL MILLS, INC. Ticker: GIS Security ID: 370334104 Meeting Date: SEP 22, 2008 Meeting Type: Annual Record Date: JUL 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Bradbury H. Anderson For For Management 2 Elect Director Paul Danos For For Management 3 Elect Director William T. Esrey For For Management 4 Elect Director Raymond V. Gilmartin For For Management 5 Elect Director Judith Richards Hope For For Management 6 Elect Director Heidi G. Miller For For Management 7 Elect Director Hilda Ochoa-Brillembourg For For Management 8 Elect Director Steve Odland For For Management 9 Elect Director Kendall J. Powell For For Management 10 Elect Director Lois E. Quam For For Management 11 Elect Director Michael D. Rose For For Management 12 Elect Director Robert L. Ryan For For Management 13 Elect Director Dorothy A. Terrell For For Management 14 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GENZYME CORP. Ticker: GENZ Security ID: 372917104 Meeting Date: MAY 21, 2009 Meeting Type: Annual Record Date: MAR 31, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Douglas A. Berthiaume For For Management 2 Elect Director Gail K. Boudreaux For For Management 3 Elect Director Robert J. Carpenter For For Management 4 Elect Director Charles L. Cooney For For Management 5 Elect Director Victor J. Dzau For For Management 6 Elect Director Connie Mack III For For Management 7 Elect Director Richard F. Syron For For Management 8 Elect Director Henri A. Termeer For For Management 9 Amend Omnibus Stock Plan For For Management 10 Approve Qualified Employee Stock For For Management Purchase Plan 11 Ratify Auditors For For Management - -------------------------------------------------------------------------------- GOOGLE INC Ticker: GOOG Security ID: 38259P508 Meeting Date: MAY 7, 2009 Meeting Type: Annual Record Date: MAR 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eric Schmidt For Withhold Management 1.2 Elect Director Sergey Brin For Withhold Management 1.3 Elect Director Larry Page For Withhold Management 1.4 Elect Director L. John Doerr For Withhold Management 1.5 Elect Director John L. Hennessy For Withhold Management 1.6 Elect Director Arthur D. Levinson For Withhold Management 1.7 Elect Director Ann Mather For Withhold Management 1.8 Elect Director Paul S. Otellini For Withhold Management 1.9 Elect Director K. Ram Shriram For Withhold Management 1.10 Elect Director Shirley M. Tilghman For Withhold Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Report on Political Contributions For For Shareholder 5 Adopt Policies to Protect Freedom of Against Against Shareholder Access to the Internet 6 Adopt Principles for Health Care Reform Against Against Shareholder - -------------------------------------------------------------------------------- GROUPE DANONE Ticker: BN Security ID: FR0000120644 Meeting Date: APR 23, 2009 Meeting Type: Annual/Special Record Date: APR 20, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Accept Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 1.20 per Share 4 Approve Stock Dividend Program For For Management 5 Approve Auditors' Special Report For For Management Regarding Related-Party Transactions 6 Reelect Richard Goblet d'Alviella as For For Management Director 7 Reelect Christian Laubie as Director For For Management 8 Reelect Jean Laurent as Director For For Management 9 Reelect Hakan Mogren as Director For For Management 10 Reelect Benoit Potier as Director For For Management 11 Elect Guylaine Saucier as Director For For Management 12 Approve Remuneration of Directors in For For Management the Aggregate Amount of EUR 600,000 13 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 14 Approve Creation of Danone Eco-Systeme For For Management Fund 15 Change Company Name to Danone For For Management 16 Amend Article 7 of Bylaws Re: For For Management Delegation of Power in Case of Share Capital Increase 17 Amend Articles 10 of Association Re: For For Management Shareholders Identification 18 Amend Article 18 of Bylaws Re: For For Management Attendance to Board Meetings Through Videoconference and Telecommunication 19 Amend Article 22 of Bylaws Re: Record For For Management Date 20 Amend Article 26 of Bylaws Re: For For Management Electronic Voting 21 Amend Article 27 of Bylaws Re: For For Management Delegation of Powers to the Board for the Issuance of Bonds 22 Amend Articles 27 and 28 of Association For For Management Re: Quorum Requirements for Ordinary and Extraordinary General Meetings 23 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 45 Million 24 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 30 Million 25 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegations Submitted to Shareholder Vote Above 26 Authorize Capital Increase of Up to EUR For For Management 25 Million for Future Exchange Offers 27 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Future Acquisitions 28 Authorize Capitalization of Reserves of For For Management Up to EUR 33 Million for Bonus Issue or Increase in Par Value 29 Approve Employee Stock Purchase Plan For For Management 30 Authorize up to 6 Million Shares for For For Management Use in Stock Option Plan 31 Authorize up to 2 Million Shares for For For Management Use in Restricted Stock Plan 32 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 33 Authorize Filing of Required For For Management Documents/Other Formalities - -------------------------------------------------------------------------------- GRUPO TELEVISA S.A. Ticker: TV Security ID: 40049J206 Meeting Date: APR 30, 2009 Meeting Type: Special Record Date: APR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect or Ratify Directors Representing For For Management Series L Shareholders 2 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting - -------------------------------------------------------------------------------- GRUPO TELEVISA S.A. Ticker: TV Security ID: 40049J206 Meeting Date: APR 30, 2009 Meeting Type: Annual/Special Record Date: APR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Directors Representing Series D For For Management Shareholders 2 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 1 Accept Statutory Reports as Required by For For Management Article 28 of Mexican Securities Law, Approve Financial Statements for Fiscal Year Ended Dec. 31, 2008, Approve Discharge of Directors, CEO and Board Committees 2 Present Report on Compliance with For For Management Fiscal Obligations 3 Approve Allocation of Income for Fiscal For For Management Year 2008 4 Set Aggregate Nominal Amount for Share For For Management Repurchase and Receive Report on Board's Decision on Share Repurchase and Sale of Treasury Shares 5 Elect Members of the Board, Secretary For Against Management and Deputy Secretaries, and Other Employees 6 Elect Members of the Executive For Against Management Committee 7 Elect or Ratify Chairman of Audit For Against Management Committee and Corporate Practices Committee 8 Approve Remuneration of Board Members, For For Management Executive, Audit and Corporate Practices Committees, Secretary and Deputy Secretaries 9 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 1 Approve Cancellation of Shares and For For Management Subsequent Reduction in Capital; Amend Article 6 of the Bylaws Accordingly 2 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting - -------------------------------------------------------------------------------- HALLIBURTON CO. Ticker: HAL Security ID: 406216101 Meeting Date: MAY 20, 2009 Meeting Type: Annual Record Date: MAR 23, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alan M. Bennett For For Management 1.2 Elect Director James R. Boyd For For Management 1.3 Elect Director Milton Carroll For For Management 1.4 Elect Director S. Malcolm Gillis For For Management 1.5 Elect Director James T. Hackett For For Management 1.6 Elect Director David J. Lesar For For Management 1.7 Elect Director Robert A. Malone For For Management 1.8 Elect Director J. Landis Martin For For Management 1.9 Elect Director Jay A. Precourt For For Management 1.10 Elect Director Debra L. Reed For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Amend Qualified Employee Stock Purchase For For Management Plan 5 Review and Assess Human Rights Policies Against Against Shareholder 6 Report on Political Contributions Against Against Shareholder 7 Adopt Low Carbon Energy Policy Against Against Shareholder 8 Disclose Information on Compensation Against Against Shareholder Consultant 9 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 10 Establish Independent Director Against Against Shareholder Committee to Review and Report on Financial Misconducts and Human Rights Abuses - -------------------------------------------------------------------------------- HARLEY-DAVIDSON, INC. Ticker: HOG Security ID: 412822108 Meeting Date: APR 25, 2009 Meeting Type: Annual Record Date: MAR 11, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Martha F. Brooks For For Management 1.2 Elect Director Donald A. James For For Management 1.3 Elect Director James A. Norling For For Management 1.4 Elect Director James L. Ziemer For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management 4 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- HESS CORPORATION Ticker: HES Security ID: 42809H107 Meeting Date: MAY 6, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director J.B. Hess For For Management 1.2 Elect Director S.W. Bodman For For Management 1.3 Elect Director R. Lavizzo-Mourey For For Management 1.4 Elect Director C.G. Matthews For For Management 1.5 Elect Director E.H. von Metzsch For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HEWLETT-PACKARD COMPANY Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 18, 2009 Meeting Type: Annual Record Date: JAN 20, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lawrence T. Babbio, Jr. For For Management 2 Elect Director Sari M. Baldauf For For Management 3 Elect Director Rajiv L. Gupta For For Management 4 Elect Director John H. Hammergren For For Management 5 Elect Director Mark V. Hurd For For Management 6 Elect Director Joel Z. Hyatt For For Management 7 Elect Director John R. Joyce For For Management 8 Elect Director Robert L. Ryan For For Management 9 Elect Director Lucille S. Salhany For For Management 10 Elect Director G. Kennedy Thompson For For Management 11 Ratify Auditors For For Management - -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORP. Ticker: IBM Security ID: 459200101 Meeting Date: APR 28, 2009 Meeting Type: Annual Record Date: FEB 27, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A. J. P. Belda For For Management 1.2 Elect Director C. Black For For Management 1.3 Elect Director W. R. Brody For For Management 1.4 Elect Director K. I. Chenault For For Management 1.5 Elect Director M. L. Eskew For For Management 1.6 Elect Director S. A. Jackson For For Management 1.7 Elect Director T. Nishimuro For For Management 1.8 Elect Director J. W. Owens For For Management 1.9 Elect Director S. J. Palmisano For For Management 1.10 Elect Director J. E. Spero For For Management 1.11 Elect Director S. Taurel For For Management 1.12 Elect Director L. H. Zambrano For For Management 2 Ratify Auditors For For Management 3 Approve Executive Incentive Bonus Plan For For Management 4 Provide for Cumulative Voting Against Against Shareholder 5 Review Executive Compensation Against Against Shareholder 6 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- INTERSIL CORPORATION Ticker: ISIL Security ID: 46069S109 Meeting Date: MAY 6, 2009 Meeting Type: Annual Record Date: MAR 12, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David B. Bell For For Management 1.2 Elect Director Robert W. Conn For For Management 1.3 Elect Director James V. Diller For For Management 1.4 Elect Director Gary E. Gist For For Management 1.5 Elect Director Mercedes Johnson For For Management 1.6 Elect Director Gregory Lang For For Management 1.7 Elect Director Jan Peeters For For Management 1.8 Elect Director Robert N. Pokelwaldt For For Management 1.9 Elect Director James A. Urry For For Management 2 Ratify Auditors For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 23, 2009 Meeting Type: Annual Record Date: FEB 24, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary Sue Coleman For For Management 1.2 Elect Director James G. Cullen For For Management 1.3 Elect Director Michael M.E. Johns For For Management 1.4 Elect Director Arnold G. Langbo For For Management 1.5 Elect Director Susan L. Lindquist For For Management 1.6 Elect Director Leo F. Mullin For For Management 1.7 Elect Director Wiliam D. Perez For For Management 1.8 Elect Director Charles Prince For For Management 1.9 Elect Director David Satcher For For Management 1.10 Elect Director William C. Weldon For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- KLA-TENCOR CORP. Ticker: KLAC Security ID: 482480100 Meeting Date: NOV 13, 2008 Meeting Type: Annual Record Date: SEP 30, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert M. Calderoni For For Management 1.2 Elect Director John T. Dickson For For Management 1.3 Elect Director Kevin J. Kennedy For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KOHL'S CORP. Ticker: KSS Security ID: 500255104 Meeting Date: MAY 14, 2009 Meeting Type: Annual Record Date: MAR 11, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Peter Boneparth For For Management 2 Elect Director Steven A. Burd For For Management 3 Elect Director John F. Herma For For Management 4 Elect Director Dale E. Jones For For Management 5 Elect Director William S. Kellogg For For Management 6 Elect Director Kevin Mansell For For Management 7 Elect Director R. Lawrence Montgomery For For Management 8 Elect Director Frank V. Sica For For Management 9 Elect Director Peter M. Sommerhauser For For Management 10 Elect Director Stephanie A. Streeter For For Management 11 Elect Director Stephen E. Watson For For Management 12 Ratify Auditors For For Management 13 Require a Majority Vote for the Against For Shareholder Election of Directors - -------------------------------------------------------------------------------- LVMH MOET HENNESSY LOUIS VUITTON Ticker: MC Security ID: FR0000121014 Meeting Date: MAY 14, 2009 Meeting Type: Annual/Special Record Date: MAY 11, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Accept Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Auditors' Special Report For For Management Regarding Related-Party Transactions 4 Approve Allocation of Income and For For Management Dividends of EUR 1.60 per Share 5 Reelect Antoine Arnault as Director For For Management 6 Reelect Antoine Bernheim as Director For For Management 7 Reelect Albert Frere as Director For For Management 8 Reelect Pierre Gode as Director For For Management 9 Reelect Lord Powell of Bayswater as For For Management Director 10 Elect Yves-Thilbaut de Silguy as For For Management Director 11 Authorize Repurchase of up to 10 For For Management Percent of Issued Share Capital 12 Approve Reduction in Share Capital via For For Management Cancellation of Repurchased Shares 13 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 50 Million 14 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 50 Million, with the Possibility Not to Offer them to the Public for an Amount Representing 20 Percent per Year 15 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholders Votes under Items 13 and 14 Above 16 Authorize Capital Increase of Up to EUR For For Management 50 Million for Future Exchange Offers 17 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Future Acquisitions 18 Authorize up to 3 Percent of Issued For For Management Capital for Use in Stock Option Plan 19 Approve Employee Stock Purchase Plan For For Management 20 Amend Articles 11 and 23 of Bylaws Re: For For Management Shareholding Requirements for Directors and Double Voting Rights - -------------------------------------------------------------------------------- MARATHON OIL CORP. Ticker: MRO Security ID: 565849106 Meeting Date: APR 29, 2009 Meeting Type: Annual Record Date: MAR 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Charles F. Bolden, Jr. For For Management 1.2 Elect Director Gregory H. Boyce For For Management 1.3 Elect Director Clarence P. Cazalot, Jr. For For Management 1.4 Elect Director David A. Daberko For For Management 1.5 Elect Director William L. Davis For For Management 1.6 Elect Director Shirley Ann Jackson For For Management 1.7 Elect Director Philip Lader For For Management 1.8 Elect Director Charles R. Lee For For Management 1.9 Elect Director Michael E. J. Phelps For For Management 1.10 Elect Director Dennis H. Reilley For For Management 1.11 Elect Director Seth E. Schofield For For Management 1.12 Elect Director John W. Snow For For Management 1.13 Elect Director Thomas J. Usher For For Management 2 Ratify Auditors For For Management 3 Amend Bylaws-- Call Special Meetings Against For Shareholder 4 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- MASTERCARD INCORPORATED Ticker: MA Security ID: 57636Q104 Meeting Date: JUN 9, 2009 Meeting Type: Annual Record Date: APR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard Haythornthwaite For For Management 1.2 Elect Director David R. Carlucci For For Management 1.3 Elect Director Robert W. Selander For For Management 2 Amend Certificate of Incorporation to For For Management Increase Size of Board and Amend Director Qualifications 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MEDCO HEALTH SOLUTIONS, INC. Ticker: MHS Security ID: 58405U102 Meeting Date: MAY 21, 2009 Meeting Type: Annual Record Date: MAR 26, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Charles M. Lillis, Ph.D. For For Management 2 Elect Director William L. Roper, M.D. For For Management 3 Elect Director David D. Stevens For For Management 4 Ratify Auditors For For Management 5 Approve Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- MEDTRONIC, INC. Ticker: MDT Security ID: 585055106 Meeting Date: AUG 21, 2008 Meeting Type: Annual Record Date: JUN 23, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Victor J. Dzau For For Management 1.2 Elect Director William A. Hawkins For For Management 1.3 Elect Director Shirley A. Jackson For For Management 1.4 Elect Director Denise M. O'Leary For For Management 1.5 Elect Director Jean-Pierre Rosso For For Management 1.6 Elect Director Jack W. Schuler For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For Against Management - -------------------------------------------------------------------------------- MERCK KGAA Ticker: MRK Security ID: DE0006599905 Meeting Date: APR 3, 2009 Meeting Type: Annual Record Date: MAR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for Fiscal 2008 (Non-Voting) 2 Accept Financial Statements and For For Management Statutory Reports for Fiscal 2008 3 Approve Allocation of Income and For For Management Dividends of EUR 1.50 per Share 4 Approve Discharge of Management Board For For Management for Fiscal 2008 5 Approve Discharge of Supervisory Board For For Management for Fiscal 2008 6 Ratify KPMG AG as Auditors for Fiscal For For Management 2009 7 Approve Affiliation Agreements with For For Management Subsidiary Litec-LLL GmbH 8.1 Elect Wolfgang Buechele to the For For Management Supervisory Board 8.2 Elect Hans-Juergen Leuchs to the For For Management Supervisory Board 9 Allow Electronic Distribution of For For Management Company Communications 10 Amend Articles Re: Participation of For For Management Merck KGaA on Profit/Loss of E. Merck 11 Approve Creation of EUR 57 Million Pool For For Management of Capital without Preemptive Rights - -------------------------------------------------------------------------------- MICROSOFT CORP. Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 19, 2008 Meeting Type: Annual Record Date: SEP 5, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Steven A. Ballmer For For Management 2 Elect Director James I. Cash, Jr. For For Management 3 Elect Director Dina Dublon For For Management 4 Elect Director William H. Gates, III For For Management 5 Elect Director Raymond V. Gilmartin For For Management 6 Elect Director Reed Hastings For For Management 7 Elect Director David F. Marquardt For For Management 8 Elect Director Charles H. Noski For For Management 9 Elect Director Helmut Panke For For Management 10 Approve Executive Incentive Bonus Plan For For Management 11 Amend Non-Employee Director Omnibus For For Management Stock Plan 12 Ratify Auditors For For Management 13 Adopt Policies to Protect Freedom of Against Against Shareholder Access to the Internet 14 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 15 Report on Charitable Contributions Against Against Shareholder - -------------------------------------------------------------------------------- NATIONAL SEMICONDUCTOR CORP. Ticker: NSM Security ID: 637640103 Meeting Date: SEP 25, 2008 Meeting Type: Annual Record Date: JUL 28, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Brian L. Halla For For Management 2 Elect Director Steven R. Appleton For For Management 3 Elect Director Gary P. Arnold For For Management 4 Elect Director Richard J. Danzig For For Management 5 Elect Director John T. Dickson For For Management 6 Elect Director Robert J. Frankenberg For For Management 7 Elect Director Modesto A. Maidique For For Management 8 Elect Director Edward R. McCracken For For Management 9 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NESTLE SA Ticker: Security ID: CH0038863350 Meeting Date: APR 23, 2009 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For Did Not Vote Management Statutory Reports 1.2 Approve Remuneration Report For Did Not Vote Management 2 Approve Discharge of Board and Senior For Did Not Vote Management Management 3 Approve Allocation of Income and For Did Not Vote Management Dividends of CHF 1.40 per Share 4.1.1 Reelect Daniel Borel as Director For Did Not Vote Management 4.1.2 Reelect Carolina Mueller-Moehl as For Did Not Vote Management Director 4.2 Ratify KPMG AG as Auditors For Did Not Vote Management 5 Approve CHF 180 million Reduction in For Did Not Vote Management Share Capital - -------------------------------------------------------------------------------- NETAPP, INC. Ticker: NTAP Security ID: 64110D104 Meeting Date: SEP 2, 2008 Meeting Type: Annual Record Date: JUL 9, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel J. Warmenhoven For For Management 1.2 Elect Director Donald T. Valentine For For Management 1.3 Elect Director Jeffry R. Allen For For Management 1.4 Elect Director Carol A. Bartz For For Management 1.5 Elect Director Alan L. Earhart For For Management 1.6 Elect Director Thomas Georgens For For Management 1.7 Elect Director Edward Kozel For For Management 1.8 Elect Director Mark Leslie For For Management 1.9 Elect Director Nicholas G. Moore For For Management 1.10 Elect Director George T. Shaheen For For Management 1.11 Elect Director Robert T. Wall For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Amend Qualified Employee Stock Purchase For Against Management Plan 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NETAPP, INC. Ticker: NTAP Security ID: 64110D104 Meeting Date: APR 21, 2009 Meeting Type: Special Record Date: MAR 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Stock Option Exchange Program For Against Management - -------------------------------------------------------------------------------- NIKE, INC. Ticker: NKE Security ID: 654106103 Meeting Date: SEP 22, 2008 Meeting Type: Annual Record Date: JUL 25, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jill K. Conway For For Management 1.2 Elect Director Alan B. Graf, Jr. For For Management 1.3 Elect Director Jeanne P. Jackson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NOBLE CORPORATION Ticker: NE Security ID: G65422100 Meeting Date: MAR 17, 2009 Meeting Type: Special Record Date: FEB 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Change Country of Incorporation to For For Management Switzerland Through a Scheme of Arrangement 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- NOBLE CORPORATION Ticker: NE Security ID: H5833N103 Meeting Date: MAY 28, 2009 Meeting Type: Annual Record Date: APR 14, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approval Of The Payment Of A Dividend For Did Not Vote Management Through A Reduction Of Thepar Value Of The Shares In An Amount Equal To Swiss Francs 0.25 2.1 Director Julie H. Edwards For Did Not Vote Management 2.2 Director Marc E. Leland For Did Not Vote Management 2.3 Director David W. Williams For Did Not Vote Management 3 Approval Of The Appointment Of For Did Not Vote Management Pricewaterhousecoopers Llp Asnoble Corporation S Independent Registered Public Accountingfirm For 2009 4 Amend Articles Re: (Non-Routine) For Did Not Vote Management - -------------------------------------------------------------------------------- OMNICOM GROUP INC. Ticker: OMC Security ID: 681919106 Meeting Date: MAY 19, 2009 Meeting Type: Annual Record Date: MAR 30, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John D. Wren For For Management 1.2 Elect Director Bruce Crawford For For Management 1.3 Elect Director Alan R. Batkin For Withhold Management 1.4 Elect Director Robert Charles Clark For For Management 1.5 Elect Director Leonard S. Coleman, Jr. For Withhold Management 1.6 Elect Director Errol M. Cook For For Management 1.7 Elect Director Susan S. Denison For Withhold Management 1.8 Elect Director Michael A. Henning For Withhold Management 1.9 Elect Director John R. Murphy For For Management 1.10 Elect Director John R. Purcell For For Management 1.11 Elect Director Linda Johnson Rice For Withhold Management 1.12 Elect Director Gary L. Roubos For Withhold Management 2 Ratify Auditors For For Management 3 Amend Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- ORACLE CORP. Ticker: ORCL Security ID: 68389X105 Meeting Date: OCT 10, 2008 Meeting Type: Annual Record Date: AUG 12, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey O. Henley For For Management 1.2 Elect Director Lawrence J. Ellison For Withhold Management 1.3 Elect Director Donald L. Lucas For For Management 1.4 Elect Director Michael J. Boskin For For Management 1.5 Elect Director Jack F. Kemp For For Management 1.6 Elect Director Jeffrey S. Berg For Withhold Management 1.7 Elect Director Safra A. Catz For For Management 1.8 Elect Director Hector Garcia-Molina For Withhold Management 1.9 Elect Director H. Raymond Bingham For For Management 1.10 Elect Director Charles E. Phillips, Jr. For For Management 1.11 Elect Director Naomi O. Seligman For Withhold Management 1.12 Elect Director George H. Conrades For For Management 1.13 Elect Director Bruce R. Chizen For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- PATTERSON COMPANIES INC. Ticker: PDCO Security ID: 703395103 Meeting Date: SEP 8, 2008 Meeting Type: Annual Record Date: JUL 11, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ronald E. Ezerski For For Management 1.2 Elect Director Andre B. Lacy For For Management 2 Approve Profit Sharing Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 6, 2009 Meeting Type: Annual Record Date: MAR 6, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director S.L. Brown For For Management 2 Elect Director I.M. Cook For For Management 3 Elect Director D. Dublon For For Management 4 Elect Director V.J. Dzau For For Management 5 Elect Director R.L. Hunt For For Management 6 Elect Director A. Ibarguen For For Management 7 Elect Director A.C. Martinez For For Management 8 Elect Director I.K. Nooyi For For Management 9 Elect Director S.P. Rockefeller For For Management 10 Elect Director J.J. Schiro For For Management 11 Elect Director L.G. Trotter For For Management 12 Elect Director D.Vasella For For Management 13 Elect Director M.D. White For For Management 14 Ratify Auditors For For Management 15 Amend Executive Incentive Bonus Plan For For Management 16 Report on Recycling Against Against Shareholder 17 Report on Genetically Engineered Against Against Shareholder Products 18 Report on Charitable Contributions Against Against Shareholder 19 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- PRAXAIR, INC. Ticker: PX Security ID: 74005P104 Meeting Date: APR 28, 2009 Meeting Type: Annual Record Date: MAR 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen F. Angel For For Management 1.2 Elect Director Nance K. Dicciani For For Management 1.3 Elect Director Edward G. Galante For For Management 1.4 Elect Director Claire W. Gargalli For For Management 1.5 Elect Director Ira D. Hall For For Management 1.6 Elect Director Raymond W. LeBoeuf For For Management 1.7 Elect Director Larry D. McVay For For Management 1.8 Elect Director Wayne T. Smith For For Management 1.9 Elect Director H. Mitchell Watson, Jr. For For Management 1.10 Elect Director Robert L. Wood For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PRECISION CASTPARTS CORP. Ticker: PCP Security ID: 740189105 Meeting Date: AUG 12, 2008 Meeting Type: Annual Record Date: JUN 19, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Don R. Graber For For Management 1.2 Elect Director Lester L. Lyles For For Management 2 Approve Qualified Employee Stock For For Management Purchase Plan 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: OCT 14, 2008 Meeting Type: Annual Record Date: AUG 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth I. Chenault For For Management 1.2 Elect Director Scott D. Cook For For Management 1.3 Elect Director Rajat K. Gupta For For Management 1.4 Elect Director A.G. Lafley For For Management 1.5 Elect Director Charles R. Lee For For Management 1.6 Elect Director Lynn M. Martin For For Management 1.7 Elect Director W. James McNerney, Jr. For For Management 1.8 Elect Director Johnathan A. Rodgers For For Management 1.9 Elect Director Ralph Snyderman For For Management 1.10 Elect Director Margaret C. Whitman For For Management 1.11 Elect Director Patricia A. Woertz For For Management 1.12 Elect Director Ernesto Zedillo For For Management 2 Ratify Auditors For For Management 3 Adopt Majority Voting for Uncontested For For Management Election of Directors 4 Rotate Annual Meeting Location Against Against Shareholder 5 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- RESEARCH IN MOTION LTD Ticker: RIM Security ID: 760975102 Meeting Date: JUL 15, 2008 Meeting Type: Annual Record Date: MAY 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect James Balsillie, Mike Lazaridis, For For Management James Estill, David Kerr, Roger Martin, John Richardson, Barbara Stymiest and John Wetmore as Directors 2 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration - -------------------------------------------------------------------------------- RESMED, INC. Ticker: RMD Security ID: 761152107 Meeting Date: NOV 20, 2008 Meeting Type: Annual Record Date: SEP 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Christopher G. Roberts For For Management 1.2 Elect Director John Wareham For For Management 2 Amend Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SAMSUNG ELECTRONICS CO. LTD. Ticker: SSNHY Security ID: US7960508882 Meeting Date: MAR 13, 2009 Meeting Type: Annual Record Date: DEC 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Appropriation of Income and For For Management Year-End Dividend of KRW 5,000 per Common Share 2.1 Elect Three Outside Directors (Bundled) For For Management 2.2 Elect Four Inside Directors (Bundled) For For Management 2.3 Elect Two Members of Audit Committee For For Management (Bundled) 3 Approve Total Remuneration of Inside For Against Management Directors and Outside Directors - -------------------------------------------------------------------------------- STAPLES, INC. Ticker: SPLS Security ID: 855030102 Meeting Date: JUN 9, 2009 Meeting Type: Annual Record Date: APR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Basil L. Anderson For For Management 1.2 Elect Director Arthur M. Blank For For Management 1.3 Elect Director Mary Elizabeth Burton For For Management 1.4 Elect Director Justin King For For Management 1.5 Elect Director Carol Meyrowitz For For Management 1.6 Elect Director Rowland T. Moriarty For For Management 1.7 Elect Director Robert C. Nakasone For For Management 1.8 Elect Director Ronald L. Sargent For For Management 1.9 Elect Director Elizabeth A. Smith For For Management 1.10 Elect Director Robert E. Sulentic For For Management 1.11 Elect Director Vijay Vishwanath For For Management 1.12 Elect Director Paul F. Walsh For For Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Amend Nonqualified Employee Stock For For Management Purchase Plan 4 Ratify Auditors For For Management 5 Reincorporate in Another State [from Against Against Shareholder Delaware to North Dakota] - -------------------------------------------------------------------------------- STATE STREET CORP. (BOSTON) Ticker: STT Security ID: 857477103 Meeting Date: MAY 20, 2009 Meeting Type: Annual Record Date: MAR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director K. Burnes For For Management 1.2 Elect Director P. Coym For For Management 1.3 Elect Director P. de Saint-Aignan For For Management 1.4 Elect Director A. Fawcett For For Management 1.5 Elect Director D. Gruber For For Management 1.6 Elect Director L. Hill For For Management 1.7 Elect Director R. Kaplan For For Management 1.8 Elect Director C. LaMantia For For Management 1.9 Elect Director R. Logue For For Management 1.10 Elect Director R. Sergel For For Management 1.11 Elect Director R. Skates For For Management 1.12 Elect Director G. Summe For For Management 1.13 Elect Director R. Weissman For For Management 2 Adopt Majority Voting for Uncontested For For Management Election of Directors 3 Amend Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation 5 Ratify Auditors For For Management 6 Limit Auditor from Providing Non-Audit Against Against Shareholder Services - -------------------------------------------------------------------------------- STRYKER CORP. Ticker: SYK Security ID: 863667101 Meeting Date: APR 29, 2009 Meeting Type: Annual Record Date: MAR 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John W. Brown For For Management 1.2 Elect Director Howard E. Cox. Jr. For For Management 1.3 Elect Director Donald M. Engelman For For Management 1.4 Elect Director Louise L. Francesconi For For Management 1.5 Elect Director Howard L. Lance For For Management 1.6 Elect Director Stephen P. MacMillan For For Management 1.7 Elect Director William U. Parfet For For Management 1.8 Elect Director Ronda E. Stryker For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TAIWAN SEMICONDUCTOR MANUFACTURING CO. Ticker: TSM Security ID: 874039100 Meeting Date: JUN 10, 2009 Meeting Type: Annual Record Date: APR 13, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve 2008 Business Operations For For Management Report, Financial Statements, and Statutory Reports 2 Approve 2008 Allocation of Income and For For Management Dividends 3 Approve Capitalization of 2008 For For Management Dividends and Employee Profit Sharing 4 Approve Amendment on the Procedures for For For Management Loans to Other Parties and Procedures for Endorsement and Guarantee 5.1 Director Morris Chang For For Management 5.2 Director F.c. Tseng For For Management 5.3 Director Rick Tsai For For Management 5.4 Director Tain-jy Chen For For Management 5.5 Director P. Leahy Bonfield For For Management 5.6 Director Stan Shih For For Management 5.7 Director Ms. Carly Fiorina For For Management 5.8 Director Thomas J Engibous For For Management - -------------------------------------------------------------------------------- TARGET CORPORATION Ticker: TGT Security ID: 87612E106 Meeting Date: MAY 28, 2009 Meeting Type: Proxy Contest Record Date: MAR 30, 2009 # Proposal Mgt Rec Vote Cast Sponsor Management Proxy (White Card) 1 Fix Number of Directors at 12 For For Management 2 Elect Director Mary N. Dillon For For Management 3 Elect Director Richard M. Kovacevich For For Management 4 Elect Director George W. Tamke For For Management 5 Elect Director Solomon D. Trujillo For For Management 6 Ratify Auditors For For Management 7 Amend Omnibus Stock Plan For For Management 8 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation # Proposal Diss Rec Vote Cast Sponsor Dissident Proxy (Gold Card) 1 Fix Number of Directors at 12 Against Did Not Vote Management 2.1 Elect Director William A. Ackman For Did Not Vote Shareholder 2.2 Elect Director Michael L. Ashner For Did Not Vote Shareholder 2.3 Elect Director James L. Donald For Did Not Vote Shareholder 2.4 Elect Director Richard W. Vague For Did Not Vote Shareholder 3 Elect Director Ronald J. Gilson For Did Not Vote Shareholder 4 Ratify Auditors For Did Not Vote Management 5 Amend Omnibus Stock Plan For Did Not Vote Management 6 Advisory Vote to Ratify Named Executive Abstain Did Not Vote Shareholder Officers' Compensation - -------------------------------------------------------------------------------- THERMO FISHER SCIENTIFIC INC. Ticker: TMO Security ID: 883556102 Meeting Date: MAY 20, 2009 Meeting Type: Annual Record Date: MAR 27, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Judy C. Lewent For For Management 1.2 Elect Director Peter J. Manning For For Management 1.3 Elect Director Jim P. Manzi For For Management 1.4 Elect Director Elaine S. Ullian For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- UNITED PARCEL SERVICE, INC. Ticker: UPS Security ID: 911312106 Meeting Date: MAY 7, 2009 Meeting Type: Annual Record Date: MAR 9, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director F. Duane Ackerman For For Management 1.2 Elect Director Michael J. Burns For For Management 1.3 Elect Director D. Scott Davis For For Management 1.4 Elect Director Stuart E. Eizenstat For For Management 1.5 Elect Director Michael L. Eskew For For Management 1.6 Elect Director William R. Johnson For For Management 1.7 Elect Director Ann M. Livermore For For Management 1.8 Elect Director Rudy Markham For For Management 1.9 Elect Director John W. Thompson For For Management 1.10 Elect Director Carol B. Tome For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- UNITED TECHNOLOGIES CORP. Ticker: UTX Security ID: 913017109 Meeting Date: APR 8, 2009 Meeting Type: Annual Record Date: FEB 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Louis R. Chenevert For For Management 1.2 Elect Director George David For For Management 1.3 Elect Director John V. Faraci For For Management 1.4 Elect Director Jean-Pierre Garnier For For Management 1.5 Elect Director Jamie S. Gorelick For For Management 1.6 Elect Director Carlos M. Gutierrez For For Management 1.7 Elect Director Edward A. Kangas For For Management 1.8 Elect Director Charles R. Lee For For Management 1.9 Elect Director Richard D. McCormick For For Management 1.10 Elect Director Harold McGraw III For For Management 1.11 Elect Director Richard B. Myers For For Management 1.12 Elect Director H. Patrick Swygert For For Management 1.13 Elect Director Andre Villeneuve For For Management 1.14 Elect Director Christine Todd Whitman For For Management 2 Ratify Auditors For For Management 3 Report on Foreign Military Sales Against Against Shareholder Offsets - -------------------------------------------------------------------------------- VCA ANTECH, INC. Ticker: WOOF Security ID: 918194101 Meeting Date: JUN 1, 2009 Meeting Type: Annual Record Date: APR 3, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John M. Baumer For Withhold Management 1.2 Elect Director Frank Reddick For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VERISIGN, INC. Ticker: VRSN Security ID: 92343E102 Meeting Date: MAY 28, 2009 Meeting Type: Annual Record Date: MAR 31, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director D. James Bidzos For For Management 1.2 Elect Director William L. Chenevich For For Management 1.3 Elect Director Kathleen A. Cote For For Management 1.4 Elect Director Roger H. Moore For For Management 1.5 Elect Director John D. Roach For For Management 1.6 Elect Director Louis A. Simpson For For Management 1.7 Elect Director Timothy Tomlinson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: OCT 14, 2008 Meeting Type: Special Record Date: AUG 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Certificate of Incorporation to For For Management Declassify the Board of Directors and Eliminate Certain Provisions - -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: DEC 16, 2008 Meeting Type: Special Record Date: NOV 12, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Certificate of Incorporation For For Management - -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: APR 21, 2009 Meeting Type: Annual Record Date: FEB 26, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Hani Al-Qadi For For Management 1.2 Elect Director Charles T. Doyle For For Management 1.3 Elect Director Peter Hawkins For For Management 1.4 Elect Director David I. McKay For For Management 1.5 Elect Director Charles W. Scharf For For Management 1.6 Elect Director Segismundo For For Management Schulin-Zeuthen 2.1 Elect Director Thomas J. Campbell For For Management 2.2 Elect Director Gary P. Coughlan For For Management 2.3 Elect Director Mary B. Cranston For For Management 2.4 Elect Director Francisco Javier For For Management Fernandez-Carbajal 2.5 Elect Director Suzanne Nora Johnson For For Management 2.6 Elect Director Joseph. W. Saunders For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- W.W. GRAINGER, INC. Ticker: GWW Security ID: 384802104 Meeting Date: APR 29, 2009 Meeting Type: Annual Record Date: MAR 2, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian P. Anderson For For Management 1.2 Elect Director Wilbur H. Gantz For For Management 1.3 Elect Director V. Ann Hailey For For Management 1.4 Elect Director William K. Hall For For Management 1.5 Elect Director Richard L. Keyser For For Management 1.6 Elect Director Stuart L. Levenick For For Management 1.7 Elect Director John W. McCarter, Jr. For For Management 1.8 Elect Director Neil S. Novich For For Management 1.9 Elect Director Michael J. Roberts For For Management 1.10 Elect Director Gary L. Rogers For For Management 1.11 Elect Director James T. Ryan For For Management 1.12 Elect Director James D. Slavik For For Management 1.13 Elect Director Harold B. Smith For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WATERS CORPORATION Ticker: WAT Security ID: 941848103 Meeting Date: MAY 12, 2009 Meeting Type: Annual Record Date: MAR 18, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joshua Bekenstein For For Management 1.2 Elect Director Michael J. Berendt, For For Management Ph.D. 1.3 Elect Director Douglas A. Berthiaume For For Management 1.4 Elect Director Edward Conard For For Management 1.5 Elect Director Laurie H. Glimcher, M.D. For For Management 1.6 Elect Director Christopher A. Kuebler For For Management 1.7 Elect Director William J. Miller For For Management 1.8 Elect Director JoAnn A. Reed For For Management 1.9 Elect Director Thomas P. Salice For For Management 2 Approve Qualified Employee Stock For For Management Purchase Plan 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WESTERN UNION COMPANY, THE Ticker: WU Security ID: 959802109 Meeting Date: MAY 13, 2009 Meeting Type: Annual Record Date: MAR 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roberto G. Mendoza For For Management 1.2 Elect Director Michael A. Miles, Jr. For For Management 1.3 Elect Director Dennis Stevenson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ZIMMER HOLDINGS INC Ticker: ZMH Security ID: 98956P102 Meeting Date: MAY 4, 2009 Meeting Type: Annual Record Date: MAR 5, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Betsy J. Bernard For For Management 2 Elect Director Marc N. Casper For For Management 3 Elect Director David C. Dvorak For For Management 4 Elect Director Robert A. Hagemann For For Management 5 Elect Director Arthur J. Higgins For For Management 6 Elect Director Cecil B. Pickett For For Management 7 Elect Director Augustus A. White, III For For Management 8 Ratify Auditors For For Management 9 Approve Omnibus Stock Plan For For Management 10 Amend Non-Employee Director Omnibus For For Management Stock Plan 11 Amend Deferred Compensation Plan For For Management ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Registrant: MASSACHUSETTS INVESTORS GROWTH STOCK FUND By (Signature and Title) MARIA F. DWYER* ------------------------------------------- Maria F. Dwyer, Principal Executive Officer Date: August 26, 2009 *By (Signature and Title) /s/ Susan S. Newton ------------------------------------------- Susan S. Newton, as attorney-in-fact * Executed by Susan S. Newton on behalf of Maria F. Dwyer pursuant to a Power of Attorney dated October 27, 2008. (1) (1) Incorporated by reference to MFS Series Trust XIII (File Nos. 2-74959 and 811-3327) Post-Effective Amendment No. 42 filed with the SEC via EDGAR on June 25, 2009.