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 811-03128
Morgan Stanley Dividend Growth Securities Inc.
(Exact name of registrant as specified in charter)
522 Fifth Avenue, New York, New York 10036
(Address of principal executive offices) (Zip code)
Stefanie V. Chang Yu, Esq.
Managing Director
Morgan Stanley Investment Advisors Inc.
522 Fifth Avenue
New York, New York 10036
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-869-6397
Date of fiscal year end: 2/28
Date of reporting period: 7/1/08 - 6/30/09
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-03128
Reporting Period: 07/01/2008 - 06/30/2009
Morgan Stanley Dividend Growth Securities, Inc.
================ MORGAN STANLEY DIVIDEND GROWTH SECURITIES INC. ================
ACE LTD.
Ticker: ACE Security ID: H0023R105
Meeting Date: MAY 20, 2009 Meeting Type: Annual
Record Date: MAR 31, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Election Of Director: Michael G. Atieh For Against Management
2 Election Of Director: Mary A. Cirillo For For Management
3 Election Of Director: Bruce L. Crockett For For Management
4 Election Of Director: Thomas J. Neff For For Management
5 Approval Of The Annual Report For For Management
6 Approval Of The Statutory Financial For For Management
Statements Of Ace Limited
7 Approval Of The Consolidated Financial For For Management
Statements
8 Allocation Of Disposable Profit For For Management
9 Discharge Of The Board Of Directors For For Management
10 Amendment Of Articles Of Association For For Management
Relating To Special Auditor
11 Election Of Pricewaterhousecoopers Ag For For Management
(zurich) As Our Statutoryauditor Until
Our Next Annual Ordinary General
Meeting
12 Ratification Of Appointment Of For For Management
Independent Registered Publicaccounting
Firm Pricewaterhousecoopers Llp
13 Election Of Bdo Visura (zurich) As For For Management
Special Auditing Firm Until our Next
Annual Ordinary General Meeting
14 Approval Of The Payment Of A Dividend For For Management
In The Form Of Adistribution Through A
Reduction Of The Par Value Of Our
Shares
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AFLAC INCORPORATED
Ticker: AFL Security ID: 001055102
Meeting Date: MAY 4, 2009 Meeting Type: Annual
Record Date: FEB 24, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel P. Amos For For Management
1.2 Elect Director John Shelby Amos, II For For Management
1.3 Elect Director Paul S. Amos, II For For Management
1.4 Elect Director Yoshiro Aoki For For Management
1.5 Elect Director Michael H. Armacost For For Management
1.6 Elect Director Kriss Cloninger, III For For Management
1.7 Elect Director Joe Frank Harris For Against Management
1.8 Elect Director Elizabeth J. Hudson For For Management
1.9 Elect Director Kenneth S. Janke, Sr. For Against Management
1.10 Elect Director Douglas W. Johnson For For Management
1.11 Elect Director Robert B. Johnson For For Management
1.12 Elect Director Charles B. Knapp For For Management
1.13 Elect Director E. Stephen Purdom For For Management
1.14 Elect Director Barbara K. Rimer For For Management
1.15 Elect Director Marvin R. Schuster For For Management
1.16 Elect Director David Gary Thompson For For Management
1.17 Elect Director Robert L. Wright For For Management
2 Advisory Vote to Ratify Named Executive For For Management
Officers' Compensation
3 Ratify Auditors For For Management
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ALLSTATE CORPORATION, THE
Ticker: ALL Security ID: 020002101
Meeting Date: MAY 19, 2009 Meeting Type: Annual
Record Date: MAR 20, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director F. Duane Ackerman For For Management
1.2 Elect Director Robert D. Beyer For For Management
1.3 Elect Director W. James Farrell For For Management
1.4 Elect Director Jack M. Greenberg For For Management
1.5 Elect Director Ronald T. LeMay For For Management
1.6 Elect Director H. John Riley, Jr. For For Management
1.7 Elect Director Joshua I. Smith For For Management
1.8 Elect Director Judith A. Sprieser For For Management
1.9 Elect Director Mary Alice Taylor For For Management
1.10 Elect Director Thomas J. Wilson For For Management
2 Ratify Auditors For For Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Approve 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 For Shareholder
Officers' Compensation
7 Report on Political Contributions Against For Shareholder
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ALTRIA GROUP, INC.
Ticker: MO Security ID: 02209S103
Meeting Date: MAY 19, 2009 Meeting Type: Annual
Record Date: MAR 30, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Elizabeth E. Bailey For For Management
2 Elect Director Gerald L. Baliles For For Management
3 Elect Director Dinyar S. Devitre For For Management
4 Elect Director Thomas F. Farrell For For Management
5 Elect Director Robert E. R. Huntley For For Management
6 Elect Director Thomas W. Jones For For Management
7 Elect Director George Munoz For For Management
8 Elect Director Nabil Y. Sakkab For For Management
9 Elect Director Michael E. Szymanczyk For For Management
10 Ratify Auditors For For Management
11 Reduce Tobacco Harm to Health Against Against Shareholder
12 Report on Marketing Practices on the Against Against Shareholder
Poor
13 Adopt Principles for Health Care Reform Against Against Shareholder
14 Adopt Human Rights Protocols for Against Against Shareholder
Company and Suppliers
15 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
16 Report on Political Contributions Against Against Shareholder
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AMGEN, INC.
Ticker: AMGN Security ID: 031162100
Meeting Date: MAY 6, 2009 Meeting Type: Annual
Record Date: MAR 9, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director David Baltimore For For Management
2 Elect Director Frank J. Biondi, Jr. For For Management
3 Elect Director Francois de Carbonnel For For Management
4 Elect Director Jerry D. Choate For For Management
5 Elect Director Vance D. Coffman For For Management
6 Elect Director Frederick W. Gluck For For Management
7 Elect Director Frank C. Herringer For For Management
8 Elect Director Gilbert S. Omenn For For Management
9 Elect Director Judith C. Pelham For For Management
10 Elect Director J. Paul Reason For For Management
11 Elect Director Leonard D. Schaeffer For For Management
12 Elect Director Kevin W. Sharer For For Management
13 Ratify Auditors For For Management
14 Approve Omnibus Stock Plan For For Management
15 Reduce Supermajority Vote Requirement For For Management
16 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
17 Reincorporate in Another State [from Against Against Shareholder
Delaware to North Dakota ]
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AT&T INC
Ticker: T Security ID: 00206R102
Meeting Date: APR 24, 2009 Meeting Type: Annual
Record Date: FEB 25, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Randall L. Stephenson For For Management
1.2 Elect Director William F. Aldinger III For For Management
1.3 Elect Director Gilbert F. Amelio For For Management
1.4 Elect Director Reuben V. Anderson For For Management
1.5 Elect Director James H. Blanchard For For Management
1.6 Elect Director August A. Busch III For For Management
1.7 Elect Director Jaime Chico Pardo For For Management
1.8 Elect Director James P. Kelly For For Management
1.9 Elect Director Jon C. Madonna For For Management
1.10 Elect Director Lynn M. Martin For For Management
1.11 Elect Director John B. McCoy For For Management
1.12 Elect Director Mary S. Metz For For Management
1.13 Elect Director Joyce M. Roche For For Management
1.14 Elect Director Laura D Andrea Tyson For For Management
1.15 Elect Director Patricia P. Upton For For Management
2 Ratify Auditors For For Management
3 Increase Authorized Common Stock For For Management
4 Report on Political Contributions Against For Shareholder
5 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
6 Provide for Cumulative Voting Against Against Shareholder
7 Require Independent Board Chairman Against Against Shareholder
8 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
9 Exclude Pension Income from Performance Against For Shareholder
Metrics for Executive Pay
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BANK OF AMERICA CORP.
Ticker: BAC Security ID: 060505104
Meeting Date: DEC 5, 2008 Meeting Type: Special
Record Date: OCT 10, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with For For Management
Acquisition
2 Amend Omnibus Stock Plan For For Management
3 Increase Authorized Common Stock For For Management
4 Adjourn Meeting For For Management
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BANK OF AMERICA CORP.
Ticker: BAC Security ID: 060505104
Meeting Date: APR 29, 2009 Meeting Type: Annual
Record Date: MAR 4, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William Barnet, III For For Management
1.2 Elect Director Frank P. Bramble, Sr. For Against Management
1.3 Elect Director Virgis W. Colbert For Against Management
1.4 Elect Director John T. Collins For For Management
1.5 Elect Director Gary L. Countryman For Against Management
1.6 Elect Director Tommy R. Franks For For Management
1.7 Elect Director Charles K. Gifford For For Management
1.8 Elect Director Kenneth D. Lewis For For Management
1.9 Elect Director Monica C. Lozano For Against Management
1.10 Elect Director Walter E. Massey For For Management
1.11 Elect Director Thomas J. May For For Management
1.12 Elect Director Patricia E. Mitchell For For Management
1.13 Elect Director Joseph W. Prueher For Against Management
1.14 Elect Director Charles O. Rossotti For Against Management
1.15 Elect Director Thomas M. Ryan For For Management
1.16 Elect Director O. Temple Sloan, Jr. For Against Management
1.17 Elect Director Robert L. Tillman For Against Management
1.18 Elect Director Jackie M. Ward For Against Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named Executive For Abstain Management
Officers' Compensation
4 Report on Government Service of Against Against Shareholder
Employees
5 Advisory Vote to Ratify Named Executive Against Abstain Shareholder
Officers' Compensation
6 Provide for Cumulative Voting Against Against Shareholder
7 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
8 Require Independent Board Chairman Against For Shareholder
9 Report on Predatory Lending Policies Against For Shareholder
10 Adopt Principles for Health Care Reform Against Against Shareholder
11 Implement Executive Compensation Against Against Shareholder
Reforms
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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 For Shareholder
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BOEING CO., THE
Ticker: BA Security ID: 097023105
Meeting Date: APR 27, 2009 Meeting Type: Annual
Record Date: FEB 27, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John H. Biggs For For Management
1.2 Elect Director John E. Bryson For For Management
1.3 Elect Director Arthur D. Collins, Jr. For For Management
1.4 Elect Director Linda Z. Cook For For Management
1.5 Elect Director William M. Daley For For Management
1.6 Elect Director Kenneth M. Duberstein For For Management
1.7 Elect Director John F. McDonnell For For Management
1.8 Elect Director W. James McNerney, Jr. For For Management
1.9 Elect Director Mike S. Zafirovski For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
4 Provide for Cumulative Voting Against Against Shareholder
5 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
6 Adopt Principles for Health Care Reform Against Against Shareholder
7 Report on Foreign Military Sales Against Against Shareholder
8 Require Independent Lead Director Against Against Shareholder
9 Restrict Severance Agreements Against Against Shareholder
(Change-in-Control)
10 Report on Political Contributions Against For Shareholder
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BP PLC
Ticker: BP Security ID: 055622104
Meeting Date: APR 16, 2009 Meeting Type: Annual
Record Date: FEB 20, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE THE DIRECTORS ANNUAL REPORT For For Management
AND ACCOUNTS
2 TO APPROVE THE DIRECTORS REMUNERATION For Against Management
REPORT
3 DIRECTOR MR A BURGMANS For For Management
4 DIRECTOR MRS C B CARROLL For For Management
5 DIRECTOR SIR WILLIAM CASTELL For For Management
6 DIRECTOR MR I C CONN For For Management
7 DIRECTOR MR G DAVID For Withhold Management
8 DIRECTOR MR E B DAVIS, JR For For Management
9 DIRECTOR MR R DUDLEY For For Management
10 DIRECTOR MR D J FLINT For For Management
11 DIRECTOR DR B E GROTE For For Management
12 DIRECTOR DR A B HAYWARD For For Management
13 DIRECTOR MR A G INGLIS For For Management
14 DIRECTOR DR D S JULIUS For Withhold Management
15 DIRECTOR SIR TOM MCKILLOP For Withhold Management
16 DIRECTOR SIR IAN PROSSER For For Management
17 DIRECTOR MR P D SUTHERLAND For Withhold Management
18 TO RE-APPOINT ERNST & YOUNG LLP AS For For Management
AUDITORS AND AUTHORIZE THEBOARD TO FIX
THEIR REMUNERATION
19 SPECIAL RESOLUTION: TO GIVE LIMITED For For Management
AUTHORITY FOR THE PURCHASEOF ITS OWN
SHARES BY THE COMPANY
20 TO GIVE LIMITED AUTHORITY TO ALLOT For For Management
SHARES UP TO A SPECIFIEDAMOUNT
21 SPECIAL RESOLUTION: TO GIVE AUTHORITY For For Management
TO ALLOT A LIMITED NUMBEROF SHARES FOR
CASH FREE OF PRE-EMPTION RIGHTS
22 SPECIAL RESOLUTION: TO AUTHORIZE THE For Against Management
CALLING OF GENERAL MEETINGS(EXCLUDING
ANNUAL GENERAL MEETINGS) BY NOTICE OF
AT LEAST 14CLEAR DAYS
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BUNGE LIMITED
Ticker: BG Security ID: G16962105
Meeting Date: MAY 8, 2009 Meeting Type: Annual
Record Date: MAR 16, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Octavio Caraballo as Director For For Management
1b Elect Francis Coppinger as Director For For Management
1c Elect Larry G. Pillard as Director For For Management
1d Elect Alberto Weisser as Director For For Management
2 Approve Deloitte & Touche LLP as For For Management
Auditors and Authorize Audit Committee
to Fix Their Remuneration
3 Approve 2009 Equity Incentive Plan For For Management
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CATERPILLAR INC.
Ticker: CAT Security ID: 149123101
Meeting Date: JUN 10, 2009 Meeting Type: Annual
Record Date: APR 13, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel M. Dickinson For For Management
1.2 Elect Director David R. Goode For For Management
1.3 Elect Director James W. Owens For For Management
1.4 Elect Director Charles D. Powell For For Management
1.5 Elect Director Joshua I. Smith For For Management
2 Ratify Auditors For For Management
3 Declassify the Board of Directors Against For Shareholder
4 Require a Majority Vote for the Against For Shareholder
Election of Directors
5 Report on Foreign Military Sales Against Against Shareholder
6 Adopt Simple Majority Vote Standard Against For Shareholder
7 Limitation on Compensation Consultant Against For Shareholder
Services
8 Require Independent Board Chairman Against Against Shareholder
9 Report on Lobbying Priorities Against Against Shareholder
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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
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COVIDIEN LTD.
Ticker: COV Security ID: G2552X108
Meeting Date: MAR 18, 2009 Meeting Type: Annual
Record Date: JAN 6, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Craig Arnold as Director For For Management
1b Elect Robert H. Brust as Director For For Management
1c Elect John M. Connors, Jr. as Director For For Management
1d Elect Christopher J. Coughlin as For For Management
Director
1e Elect Timothy M. Donahue as Director For For Management
1f Elect Kathy J. Herbert as Director For For Management
1g Elect Randall J. Hogan, III as For For Management
Director
1h Elect Richard J. Meelia as Director For For Management
1i Elect Dennis H. Reilley as Director For For Management
1j Elect Tadataka Yamada as Director For For Management
1k Elect Joseph A. Zaccagnino as Director For For Management
2 Approve Amended and Restated 2007 Stock For For Management
and Incentive Plan
3 Approve Auditors and Authorize Board to For For Management
Fix Their Remuneration
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CSX CORP.
Ticker: CSX Security ID: 126408103
Meeting Date: MAY 6, 2009 Meeting Type: Annual
Record Date: MAR 6, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director D. M. Alvarado For For Management
1.2 Elect Director A. Behring For For Management
1.3 Elect Director Sen. J. B. Breaux For For Management
1.4 Elect Director S. T. Halverson For For Management
1.5 Elect Director E. J. Kelly, III For For Management
1.6 Elect Director G. H. Lamphere For For Management
1.7 Elect Director J. D. McPherson For For Management
1.8 Elect Director T. T. O'Toole For For Management
1.9 Elect Director D. M. Ratcliffe For For Management
1.10 Elect Director D. J. Shepard For For Management
1.11 Elect Director M. J. Ward For For Management
2 Ratify Auditors For For Management
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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 For Shareholder
6 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
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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 Against Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Reimburse Proxy Expenses Against For Shareholder
5 Advisory Vote to Ratify Named Executive Against Against Shareholder
Officers' Compensation
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EATON CORPORATION
Ticker: ETN Security ID: 278058102
Meeting Date: APR 22, 2009 Meeting Type: Annual
Record Date: FEB 23, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alexander M. Cutler For For Management
1.2 Elect Director Arthur E. Johnson For For Management
1.3 Elect Director Deborah L. McCoy For For Management
1.4 Elect Director Gary L. Tooker For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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EXELON CORPORATION
Ticker: EXC Security ID: 30161N101
Meeting Date: APR 28, 2009 Meeting Type: Annual
Record Date: MAR 2, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John A. Canning, Jr. For For Management
1.2 Elect Director M. Walter D'Alessio For For Management
1.3 Elect Director Bruce DeMars For For Management
1.4 Elect Director Nelson A. Diaz For For Management
1.5 Elect Director Rosemarie B. Greco For For Management
1.6 Elect Director Paul L. Joskow For For Management
1.7 Elect Director John M. Palms For For Management
1.8 Elect Director John W. Rogers, Jr. For For Management
1.9 Elect Director John W. Rowe For For Management
1.10 Elect Director Stephen D. Steinour For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Ratify Auditors For For Management
4 Report on Global Warming Against Against Shareholder
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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 For Shareholder
Officers' Compensation
8 Report on Pay Disparity Against Against Shareholder
9 Review Anti-discrimination Policy on Against Against Shareholder
Corporate Sponsorships and Executive
Perks
10 Amend EEO Policy to Prohibit Against For Shareholder
Discrimination based on Sexual
Orientation and Gender Identity
11 Adopt Quantitative GHG Goals for Against Abstain Shareholder
Products and Operations
12 Report on Climate Change Impacts on Against Against Shareholder
Emerging Countries
13 Adopt Policy to Increase Renewable Against Abstain Shareholder
Energy
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FAIRPOINT COMMUNICATIONS, INC
Ticker: FRP Security ID: 305560104
Meeting Date: JUN 3, 2009 Meeting Type: Annual
Record Date: APR 9, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Patricia Garrison-Corbin For For Management
1.2 Elect Director Eugene B. Johnson For For Management
1.3 Elect Director Robert A. Kennedy For For Management
2 Ratify Auditors For For Management
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FIRSTENERGY CORP
Ticker: FE Security ID: 337932107
Meeting Date: MAY 19, 2009 Meeting Type: Annual
Record Date: MAR 23, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Paul T. Addison For For Management
1.2 Elect Director Anthony J. Alexander For For Management
1.3 Elect Director Michael J. Anderson For For Management
1.4 Elect Director Dr. Carol A. Cartwright For Withhold Management
1.5 Elect Director William T. Cottle For Withhold Management
1.6 Elect Director Robert B. Heisler, Jr. For For Management
1.7 Elect Director Ernest J. Novak, Jr. For For Management
1.8 Elect Director Catherine A. Rein For For Management
1.9 Elect Director George M. Smart For Withhold Management
1.10 Elect Director Wes M. Taylor For For Management
1.11 Elect Director Jesse T. Williams, Sr. For Withhold Management
2 Ratify Auditors For For Management
3 Adopt Simple Majority Vote Against For Shareholder
4 Amend Bylaws to Reduce the Percentage Against For Shareholder
of Shares Required to Call Special
Shareholder Meeting
5 Establish Shareholder Proponent Against For Shareholder
Engagement Process
6 Require a Majority Vote for the Against For Shareholder
Election of Directors
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FLUOR CORP.
Ticker: FLR Security ID: 343412102
Meeting Date: MAY 6, 2009 Meeting Type: Annual
Record Date: MAR 10, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Peter K. Barker For For Management
1.2 Elect Director Alan L. Boeckmann For For Management
1.3 Elect Director Vilma S. Martinez For For Management
1.4 Elect Director Dean R. O'Hare For For Management
2 Ratify Auditors For For Management
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GAMESTOP CORP.
Ticker: GME Security ID: 36467W109
Meeting Date: JUN 23, 2009 Meeting Type: Annual
Record Date: MAY 1, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel A. DeMatteo For For Management
1.2 Elect Director Michael N. Rosen For For Management
1.3 Elect Director Edward A. Volkwein For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
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GAP, INC., THE
Ticker: GPS Security ID: 364760108
Meeting Date: MAY 19, 2009 Meeting Type: Annual
Record Date: MAR 23, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Adrian D. P. Bellamy For For Management
1.2 Elect Director Domenico De Sole For For Management
1.3 Elect Director Donald G. Fisher For For Management
1.4 Elect Director Robert J. Fisher For For Management
1.5 Elect Director Bob L. Martin For For Management
1.6 Elect Director Jorge P. Montoya For For Management
1.7 Elect Director Glenn K. Murphy For For Management
1.8 Elect Director James M. Schneider For For Management
1.9 Elect Director Mayo A. Shattuck III For For Management
1.10 Elect Director Kneeland C. Youngblood For For Management
2 Ratify Auditors For For Management
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GENERAL ELECTRIC CO.
Ticker: GE Security ID: 369604103
Meeting Date: APR 22, 2009 Meeting Type: Annual
Record Date: FEB 23, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James I. Cash, Jr. For For Management
1.2 Elect Director William M. Castell For For Management
1.3 Elect Director Ann M. Fudge For For Management
1.4 Elect Director Susan Hockfield For For Management
1.5 Elect Director Jeffrey R. Immelt For For Management
1.6 Elect Director Andrea Jung For For Management
1.7 Elect Director Alan G. (A.G.) Lafley For For Management
1.8 Elect Director Robert W. Lane For For Management
1.9 Elect Director Ralph S. Larsen For For Management
1.10 Elect Director Rochelle B. Lazarus For For Management
1.11 Elect Director James J. Mulva For For Management
1.12 Elect Director Sam Nunn For For Management
1.13 Elect Director Roger S. Penske For For Management
1.14 Elect Director Robert J. Swieringa For For Management
1.15 Elect Director Douglas A. Warner III For For Management
2 Ratify Auditors For For Management
3 Provide for Cumulative Voting Against Against Shareholder
4 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
5 Evaluate the Potential Conversion of Against Against Shareholder
the Corporation's Business Units into
Four or More Public Corporations and
Distribute New Shares
6 Cease Payment of Dividends or Against Against Shareholder
Equivalent Payments to Senior
Executives for Shares Not Owned
7 Submit Severance Agreement (Change in Against Abstain Shareholder
Control) to shareholder Vote
- --------------------------------------------------------------------------------
GOLDMAN SACHS GROUP, INC., THE
Ticker: GS Security ID: 38141G104
Meeting Date: MAY 8, 2009 Meeting Type: Annual
Record Date: MAR 9, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Lloyd C. Blankfein For For Management
2 Elect Director John H. Bryan For For Management
3 Elect Director Gary D. Cohn For For Management
4 Elect Director Claes Dahlback For For Management
5 Elect Director Stephen Friedman For For Management
6 Elect Director William W. George For For Management
7 Elect Director Rajat K. Gupta For For Management
8 Elect Director James A. Johnson For For Management
9 Elect Director Lois D. Juliber For For Management
10 Elect Director Lakshmi N. Mittal For For Management
11 Elect Director James J. Schiro For For Management
12 Elect Director Ruth J. Simmons For For Management
13 Ratify Auditors For For Management
14 Advisory Vote to Ratify Named Executive For For Management
Officers' Compensation
15 Provide for Cumulative Voting Against Against Shareholder
16 Reduce Supermajority Vote Requirement Against For Shareholder
17 Amend By-Laws to Establish Board U.S. Against Against Shareholder
Economic Security Committee
18 Report on Political Contributions Against For Shareholder
- --------------------------------------------------------------------------------
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 For Management
1.2 Elect Director Sergey Brin For For Management
1.3 Elect Director Larry Page For For Management
1.4 Elect Director L. John Doerr For For Management
1.5 Elect Director John L. Hennessy For For Management
1.6 Elect Director Arthur D. Levinson For For Management
1.7 Elect Director Ann Mather For For Management
1.8 Elect Director Paul S. Otellini For For Management
1.9 Elect Director K. Ram Shriram For For Management
1.10 Elect Director Shirley M. Tilghman For For 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
- --------------------------------------------------------------------------------
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 Against 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 Against 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 Exclude Pension Income from Performance Against For Shareholder
Metrics for Executive Pay
6 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
INTERNATIONAL PAPER CO.
Ticker: IP Security ID: 460146103
Meeting Date: MAY 11, 2009 Meeting Type: Annual
Record Date: MAR 16, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Directors John V. Faraci For Withhold Management
1.2 Elect Directors Stacey J. Mobley For For Management
1.3 Elect Directors William G. Walter For Withhold Management
1.4 Elect Directors J. Steven Whisler For Withhold Management
2 Ratify Auditors For For Management
3 Permit Right to Call Special Meeting For For Management
4 Approve Omnibus Stock Plan For For Management
5 Report on Sustainable Forestry Against Against Shareholder
- --------------------------------------------------------------------------------
JACOBS ENGINEERING GROUP INC.
Ticker: JEC Security ID: 469814107
Meeting Date: JAN 22, 2009 Meeting Type: Annual
Record Date: DEC 8, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Joseph R. Bronson For For Management
2 Elect Director Thomas M.T. Niles For For Management
3 Elect Director Noel G. Watson For For Management
4 Elect Director John F. Coyne For For Management
5 Amend Qualified Employee Stock Purchase For For Management
Plan
6 Amend Omnibus Stock Plan For Against Management
7 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
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 Against 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 For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 19, 2009 Meeting Type: Annual
Record Date: MAR 20, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Crandall C. Bowles For For Management
1.2 Elect Director Stephen B. Burke For For Management
1.3 Elect Director David M. Cote For For Management
1.4 Elect Director James S. Crown For For Management
1.5 Elect Director James Dimon For For Management
1.6 Elect Director Ellen V. Futter For Against Management
1.7 Elect Director William H. Gray, III For For Management
1.8 Elect Director Laban P. Jackson, Jr. For For Management
1.9 Elect Director David C. Novak For For Management
1.10 Elect Director Lee R. Raymond For For Management
1.11 Elect Director William C. Weldon For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named Executive For For Management
Officers' Compensation
4 Disclose Prior Government Service Against Against Shareholder
5 Provide for Cumulative Voting Against Against Shareholder
6 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder
Special Meetings
7 Report on Predatory Lending Policies Against Against Shareholder
8 Amend Key Executive Performance Plan Against Against Shareholder
9 Stock Retention/Holding Period Against For Shareholder
10 Prepare Carbon Principles Report Against Against Shareholder
- --------------------------------------------------------------------------------
L-3 COMMUNICATIONS HOLDINGS, INC.
Ticker: LLL Security ID: 502424104
Meeting Date: APR 28, 2009 Meeting Type: Annual
Record Date: MAR 2, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert B. Millard For For Management
1.2 Elect Director Arthur L. Simon For For Management
2 Approve Qualified Employee Stock For For Management
Purchase Plan
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
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 Against Shareholder
4 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
MCDONALD'S CORP.
Ticker: MCD Security ID: 580135101
Meeting Date: MAY 27, 2009 Meeting Type: Annual
Record Date: MAR 30, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Robert A. Eckert For For Management
2 Elect Director Enrique Hernandez, Jr. For For Management
3 Elect Director Jeanne P. Jackson For For Management
4 Elect Director Andrew J. McKenna For For Management
5 Ratify Auditors For For Management
6 Amend Omnibus Stock Plan For For Management
7 Approve Executive Incentive Bonus Plan For For Management
8 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
9 Phase out Sales of Eggs from Battery Against Against Shareholder
Cage Hens
- --------------------------------------------------------------------------------
MERCK & CO., INC.
Ticker: MRK Security ID: 589331107
Meeting Date: APR 28, 2009 Meeting Type: Annual
Record Date: FEB 27, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Leslie A. Brun For For Management
2 Elect Director Thomas R. Cech For For Management
3 Elect Director Richard T. Clark For For Management
4 Elect Director Thomas H. Glocer For For Management
5 Elect Director Steven F. Goldstone For For Management
6 Elect Director William B. Harrison, Jr. For For Management
7 Elect Director Harry R. Jacobson For For Management
8 Elect Director William N. Kelley For For Management
9 Elect Director Rochelle B. Lazarus For For Management
10 Elect Director Carlos E. Represas For For Management
11 Elect Director Thomas E. Shenk For For Management
12 Elect Director Anne M. Tatlock For For Management
13 Elect Director Samuel O. Thier For For Management
14 Elect Director Wendell P. Weeks For For Management
15 Elect Director Peter C. Wendell For For Management
16 Ratify Auditors For For Management
17 Fix Number of Directors For For Management
18 Amend Bylaws-- Call Special Meetings Against For Shareholder
19 Require Independent Lead Director Against Against Shareholder
20 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
METLIFE, INC
Ticker: MET Security ID: 59156R108
Meeting Date: APR 28, 2009 Meeting Type: Annual
Record Date: MAR 2, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director C. Robert Henrikson For For Management
1.2 Elect Director John M. Keane For For Management
1.3 Elect Director Catherine R. Kinney For For Management
1.4 Elect Director Hugh B. Price For For Management
1.5 Elect Director Kenton J. Sicchitano For For Management
2 Amend Omnibus Stock Plan For For Management
3 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
MONSANTO CO.
Ticker: MON Security ID: 61166W101
Meeting Date: JAN 14, 2009 Meeting Type: Annual
Record Date: NOV 17, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Janice L. Fields For For Management
2 Elect Director Hugh Grant For For Management
3 Elect Director C. Steven McMillan For For Management
4 Elect Director Robert J. Stevens For For Management
5 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
NORTHROP GRUMMAN CORP.
Ticker: NOC Security ID: 666807102
Meeting Date: MAY 20, 2009 Meeting Type: Annual
Record Date: MAR 24, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Lewis W. Coleman For For Management
2 Elect Director Thomas B. Fargo For For Management
3 Elect Director Victor H. Fazio For For Management
4 Elect Director Donald E. Felsinger For For Management
5 Elect Director Stephen E. Frank For Against Management
6 Elect Director Bruce S. Gordon For For Management
7 Elect Director Madeleine Kleiner For For Management
8 Elect Director Karl J. Krapek For For Management
9 Elect Director Richard B. Myers For For Management
10 Elect Director Aulana L. Peters For Against Management
11 Elect Director Kevin W. Sharer For For Management
12 Elect Director Ronald D. Sugar For For Management
13 Ratify Auditors For For Management
14 Report on Space-based Weapons Program Against Against Shareholder
15 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
16 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
- --------------------------------------------------------------------------------
PFIZER INC.
Ticker: PFE Security ID: 717081103
Meeting Date: APR 23, 2009 Meeting Type: Annual
Record Date: FEB 24, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dennis A. Ausiello For For Management
1.2 Elect Director Michael S. Brown For For Management
1.3 Elect Director M. Anthony Burns For For Management
1.4 Elect Director Robert N. Burt For For Management
1.5 Elect Director W. Don Cornwell For For Management
1.6 Elect Director William H. Gray, III For For Management
1.7 Elect Director Constance J. Horner For For Management
1.8 Elect Director James M. Kilts For For Management
1.9 Elect Director Jeffrey B. Kindler For For Management
1.10 Elect Director George A. Lorch For For Management
1.11 Elect Director Dana G. Mead For For Management
1.12 Elect Director Suzanne Nora Johnson For For Management
1.13 Elect Director Stephen W. Sanger For For Management
1.14 Elect Director William C. Steere, Jr. For Against Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Limit/Prohibit Executive Stock-Based Against Against Shareholder
Awards
5 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
6 Provide for Cumulative Voting Against Against Shareholder
7 Amend Bylaws -- Call Special Meetings Against For Shareholder
- --------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC.
Ticker: PM Security ID: 718172109
Meeting Date: MAY 5, 2009 Meeting Type: Annual
Record Date: MAR 10, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Harold Brown For For Management
1.2 Elect Director Mathis Cabiallavetta For For Management
1.3 Elect Director Louis C. Camilleri For For Management
1.4 Elect Director J. Dudley Fishburn For For Management
1.5 Elect Director Graham Mackay For For Management
1.6 Elect Director Sergio Marchionne For Against Management
1.7 Elect Director Lucio A. Noto For For Management
1.8 Elect Director Carlos Slim Helu For For Management
1.9 Elect Director Stephen M. Wolf For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
PITNEY BOWES INC.
Ticker: PBI Security ID: 724479100
Meeting Date: MAY 11, 2009 Meeting Type: Annual
Record Date: MAR 18, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Anne M. Busquet For For Management
1.2 Elect Director Anne Sutherland Fuchs For For Management
1.3 Elect Director James H. Keyes For For Management
1.4 Elect Director David L. Shedlarz For For Management
1.5 Elect Director David B. Snow, Jr. For For Management
2 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
- --------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INC.
Ticker: PEG Security ID: 744573106
Meeting Date: APR 21, 2009 Meeting Type: Annual
Record Date: FEB 20, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Albert R. Gamper, Jr. For For Management
1.2 Elect Director Conrad K. Harper For For Management
1.3 Elect Director Shirley Ann Jackson For For Management
1.4 Elect Director David Lilley For For Management
1.5 Elect Director Thomas A. Renyi For For Management
1.6 Elect Director Hak Cheol Shin For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
RAYTHEON CO.
Ticker: RTN Security ID: 755111507
Meeting Date: MAY 28, 2009 Meeting Type: Annual
Record Date: APR 3, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Vernon E. Clark For For Management
2 Elect Director John M. Deutch For For Management
3 Elect Director Frederic M. Poses For For Management
4 Elect Director Michael C. Ruettgers For For Management
5 Elect Director Ronald L. Skates For For Management
6 Elect Director William R. Spivey For For Management
7 Elect Director Linda G. Stuntz For For Management
8 Elect Director William H. Swanson For For Management
9 Ratify Auditors For For Management
10 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
11 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder
Special Meetings
12 Provide for Cumulative Voting Against Against Shareholder
13 Adopt Principles for Health Care Reform Against Against Shareholder
14 Submit SERP to Shareholder Vote Against Against Shareholder
- --------------------------------------------------------------------------------
ROYAL CARIBBEAN CRUISES LTD.
Ticker: RCL Security ID: V7780T103
Meeting Date: MAY 27, 2009 Meeting Type: Annual
Record Date: MAR 30, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Director Morten Arntzen For For Management
1.2 Director Bernard W. Aronson For For Management
1.3 Director Richard D. Fain For For Management
2 To Give The Board Of Directors For For Management
Discretion To Delist Thecompany S
Common Stock From The Oslo Stock
Exchange.
3 Ratification Of Appointment Of For For Management
Pricewaterhousecoopers Llp Asthe
Company's Independent Registered
Certified Public Accounting Firm For
2009.
4 The Shareholder Proposal Set Forth In Against For Shareholder
The Accompanying Proxystatement.
- --------------------------------------------------------------------------------
TRANSOCEAN INC.
Ticker: RIG Security ID: G90073100
Meeting Date: DEC 8, 2008 Meeting Type: Special
Record Date: OCT 27, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE MERGER TRANSACTION TO For For Management
BE EFFECTED BY THE SCHEMES OF
ARRANGEMENT, ATTACHED TO THE
ACCOMPANYING PROXY STATEMENT AS ANNEX
B.
2 APPROVAL OF THE MOTION TO ADJOURN THE For For Management
MEETING TO A LATER DATE TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE
INSUFFICIENT VOTES AT THE TIME OF THE
MEETING TO APPROVE THE MERGER
TRANSACTION.
- --------------------------------------------------------------------------------
TRANSOCEAN LTD.
Ticker: RIG Security ID: H8817H100
Meeting Date: MAY 15, 2009 Meeting Type: Annual
Record Date: MAR 18, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE 2008 ANNUAL REPORT, THE For Did Not Vote Management
CONSOLIDATED FINANCIALSTATEMENTS OF
TRANSOCEAN LTD. FOR FISCAL YEAR 2008
AND THESTATUTORY FINANCIAL STATEMENTS
OF TRANSOCEAN LTD.
2 DISCHARGE OF THE MEMBERS OF THE BOARD For Did Not Vote Management
OF DIRECTORS AND THEEXECUTIVE OFFICERS
FOR FISCAL YEAR 2008
3 APPROPRIATION OF THE AVAILABLE RETAINED For Did Not Vote Management
EARNINGS WITHOUT PAYMENTOF A DIVIDEND
TO SHAREHOLDERS FOR FISCAL YEAR 2008
AND RELEASEOF CHF 3.5 BILLION OF LEGAL
RESERVES TO OTHER RESERVES.
4 AUTHORIZATION OF A SHARE REPURCHASE For Did Not Vote Management
PROGRAM
5 APPROVAL OF THE LONG-TERM INCENTIVE For Did Not Vote Management
PLAN OF TRANSOCEAN LTD. INTHE FORM AS
AMENDED AND RESTATED EFFECTIVE AS OF
2/12/09
6 REELECTION OF CLASS I DIRECTOR FOR A For Did Not Vote Management
THREE YEAR TERM:W. RICHARD ANDERSON
7 REELECTION OF CLASS I DIRECTOR FOR A For Did Not Vote Management
THREE YEAR TERM:RICHARD L. GEORGE
8 REELECTION OF CLASS I DIRECTOR FOR A For Did Not Vote Management
THREE YEAR TERM:ROBERT L. LONG
9 REELECTION OF CLASS I DIRECTOR FOR A For Did Not Vote Management
THREE YEAR TERM:EDWARD R. MULLER
10 REELECTION OF CLASS III DIRECTOR FOR A For Did Not Vote Management
TWO-YEAR TERM:VICTOR E. GRIJALVA
11 APPOINTMENT OF ERNST & YOUNG LLP AS For Did Not Vote Management
TRANSOCEAN LTD. SINDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL
YEAR2009 AND REELECTION OF ERNST &
YOUNG LTD., ZURICH, AS TRANSOCEANLTD. S
AUDITOR PURSUANT TO THE SWISS CODE OF
OBLIGATIONS FOR AFURTHER ONE-YEA
- --------------------------------------------------------------------------------
TRAVELERS COMPANIES, INC., THE
Ticker: TRV Security ID: 89417E109
Meeting Date: MAY 5, 2009 Meeting Type: Annual
Record Date: MAR 6, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan L. Beller For For Management
1.2 Elect Director John H. Dasburg For For Management
1.3 Elect Director Janet M. Dolan For For Management
1.4 Elect Director Kenneth M. Duberstein For For Management
1.5 Elect Director Jay S. Fishman For For Management
1.6 Elect Director Lawrence G. Graev For For Management
1.7 Elect Director Patricia L. Higgins For For Management
1.8 Elect Director Thomas R. Hodgson For For Management
1.9 Elect Director Cleve L. Killingsworth, For For Management
Jr.
1.10 Elect Director Robert I. Lipp For For Management
1.11 Elect Director Blythe J. McGarvie For For Management
1.12 Elect Director Laurie J. Thomsen For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Report on Political Contributions Against For Shareholder
- --------------------------------------------------------------------------------
UNITED STATES STEEL CORP.
Ticker: X Security ID: 912909108
Meeting Date: APR 28, 2009 Meeting Type: Annual
Record Date: FEB 27, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Frank J. Lucchino For For Management
1.2 Elect Director Seth E. Schofield For For Management
1.3 Elect Director John P. Surma For For Management
1.4 Elect Director David S. Sutherland For For Management
2 Ratify Auditors 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
- --------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED
Ticker: UNH Security ID: 91324P102
Meeting Date: JUN 2, 2009 Meeting Type: Annual
Record Date: APR 3, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William C. Ballard, Jr. For For Management
2 Elect Director Richard T. Burke For For Management
3 Elect Director Robert J. Darretta For For Management
4 Elect Director Stephen J. Hemsley For For Management
5 Elect Director Michele J. Hooper For For Management
6 Elect Director Douglas W. Leatherdale For For Management
7 Elect Director Glenn M. Renwick For For Management
8 Elect Director Kenneth I. Shine, M.D. For For Management
9 Elect Director Gail R. Wilensky, Ph.D. For For Management
10 Ratify Auditors For For Management
11 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
VALERO ENERGY CORP.
Ticker: VLO Security ID: 91913Y100
Meeting Date: APR 30, 2009 Meeting Type: Annual
Record Date: MAR 2, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jerry D. Choate For For Management
1.2 Elect Director William R. Klesse For For Management
1.3 Elect Director Donald L. Nickles For For Management
1.4 Elect Director Susan Kaufman Purcell For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
4 Stock Retention/Holding Period Against For Shareholder
5 Disclose Information on Compensation Against For Shareholder
Consultant
6 Report on Political Contributions Against For Shareholder
- --------------------------------------------------------------------------------
VF CORP.
Ticker: VFC Security ID: 918204108
Meeting Date: APR 28, 2009 Meeting Type: Annual
Record Date: MAR 10, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert J. Hurst For For Management
1.2 Elect Director W. Alan McCollough For For Management
1.3 Elect Director M. Rust Sharp For For Management
1.4 Elect Director Raymond G. Viault For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
WALT DISNEY COMPANY, THE
Ticker: DIS Security ID: 254687106
Meeting Date: MAR 10, 2009 Meeting Type: Annual
Record Date: JAN 9, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Susan E. Arnold For For Management
2 Elect Director John E. Bryson For For Management
3 Elect Director John S. Chen For For Management
4 Elect Director Judith L. Estrin For For Management
5 Elect Director Robert A. Iger For For Management
6 Elect Director Steven P. Jobs For For Management
7 Elect Director Fred H. Langhammer For Against Management
8 Elect Director Aylwin B. Lewis For For Management
9 Elect Director Monica C. Lozano For For Management
10 Elect Director Robert W. Matschullat For For Management
11 Elect Director John E. Pepper , Jr. For For Management
12 Elect Director Orin C. Smith For Against Management
13 Ratify Auditors For For Management
14 Amend Omnibus Stock Plan For For Management
15 Amend Executive Incentive Bonus Plan For For Management
16 Report on Political Contributions Against For Shareholder
17 Adopt Policy Against Certain Death Against For Shareholder
Benefits
18 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
WATSON PHARMACEUTICALS, INC.
Ticker: WPI Security ID: 942683103
Meeting Date: MAY 8, 2009 Meeting Type: Annual
Record Date: MAR 20, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald R. Taylor For For Management
1.2 Elect Director Andrew L. Turner For For Management
1.3 Elect Director Jack Michelson For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
WELLPOINT, INC.
Ticker: WLP Security ID: 94973V107
Meeting Date: MAY 20, 2009 Meeting Type: Annual
Record Date: MAR 18, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Lenox D. Baker, Jr., For For Management
M.D.
2 Elect Director Susan B. Bayh For For Management
3 Elect Director Larry C. Glasscock For For Management
4 Elect Director Julie A. Hill For For Management
5 Elect Director Ramiro G. Peru For For Management
6 Ratify Auditors For For Management
7 Approve Omnibus Stock Plan For For Management
8 Amend Qualified Employee Stock Purchase For For Management
Plan
9 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
XTO ENERGY INC
Ticker: XTO Security ID: 98385X106
Meeting Date: MAY 19, 2009 Meeting Type: Annual
Record Date: MAR 31, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Declassify the Board of Directors For For Management
2.1 Elect Director Phillip R. Kevil For For Management
2.2 Elect Director Herbert D. Simons For Against Management
2.3 Elect Director Vaughn O. Vennerberg II For For Management
3 Approve Executive Incentive Bonus Plan For Against Management
4 Ratify Auditors For For Management
5 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
6 Seek Shareholder Approval for Certain Against For Shareholder
Death Benefits
========== 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): Morgan Stanley Dividend Growth Securities Inc.
By (Signature and Title)*
/s/ Randy Takian
----------------------------------------
Randy Takian
President and Principal Executive
Officer - Office of the Funds
Date August 28, 2009
* Print the name and title of each signing officer under his or her
signature.