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 811-4775 MFS SERIES TRUST II (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, 2009 - June 30, 2010 ITEM 1. PROXY VOTING RECORD. ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-04775 Reporting Period: 07/01/2009 - 06/30/2010 MFS Series Trust II =============================== MFS Growth Fund ================================ ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 23, 2010 Meeting Type: Annual Record Date: FEB 24, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director R.J. Alpern For For Management 1.2 Elect Director R.S. Austin For For Management 1.3 Elect Director W.M. Daley For Withhold Management 1.4 Elect Director W.J. Farrell For Withhold Management 1.5 Elect Director H.L. Fuller For Withhold Management 1.6 Elect Director W.A. Osborn For Withhold Management 1.7 Elect Director D.A.L. Owen For For Management 1.8 Elect Director R.S. Roberts For For Management 1.9 Elect Director S.C. Scott, III For For Management 1.10 Elect Director W.D. Smithburg For Withhold Management 1.11 Elect Director G.F. Tilton For For Management 1.12 Elect Director M.D. White For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 4 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings - -------------------------------------------------------------------------------- ABERCROMBIE & FITCH CO. Ticker: ANF Security ID: 002896207 Meeting Date: JUN 9, 2010 Meeting Type: Annual Record Date: APR 13, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Edward F. Limato For Against Management 2 Elect Director Robert A. Rosholt For For Management 3 Elect Director Craig R. Stapleton For For Management 4 Elect Director Elizabeth M. Lee For For Management 5 Ratify Auditors For For Management 6 Approve Omnibus Stock Plan For Against Management 7 Require Independent Board Chairman Against Against Shareholder 8 Declassify the Board of Directors Against For Shareholder 9 Adopt ILO Based Code of Conduct Against Against Shareholder - -------------------------------------------------------------------------------- ADOBE SYSTEMS INCORPORATED Ticker: ADBE Security ID: 00724F101 Meeting Date: APR 16, 2010 Meeting Type: Annual Record Date: FEB 22, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Edward W. Barnholt For For Management 2 Elect Director Michael R. Cannon For For Management 3 Elect Director James E. Daley For For Management 4 Elect Director Charles M. Geschke For For Management 5 Elect Director Shantanu Narayen For For Management 6 Amend Omnibus Stock Plan For Against Management 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AFFILIATED MANAGERS GROUP, INC. Ticker: AMG Security ID: 008252108 Meeting Date: JUN 8, 2010 Meeting Type: Annual Record Date: APR 13, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Samuel T. Byrne For For Management 1.2 Elect Director Dwight D. Churchill For For Management 1.3 Elect Director Sean M. Healey For For Management 1.4 Elect Director Harold J. Meyerman For For Management 1.5 Elect Director William J. Nutt For For Management 1.6 Elect Director Rita M. Rodriguez For For Management 1.7 Elect Director Patrick T. Ryan For For Management 1.8 Elect Director Jide J. Zeitlin For For Management 2 Amend Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- AIR PRODUCTS AND CHEMICALS, INC. Ticker: APD Security ID: 009158106 Meeting Date: JAN 28, 2010 Meeting Type: Annual Record Date: NOV 30, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William L. Davis, III For For Management 1.2 Elect Director W. Douglas Ford For For Management 1.3 Elect Director Evert Henkes For For Management 1.4 Elect Director Margaret G. McGlynn For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- AKAMAI TECHNOLOGIES, INC. Ticker: AKAM Security ID: 00971T101 Meeting Date: MAY 19, 2010 Meeting Type: Annual Record Date: MAR 31, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director F. Thomson Leighton For For Management 2 Elect Director Paul Sagan For For Management 3 Elect Director Naomi O. Seligman For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ALEXION PHARMACEUTICALS, INC. Ticker: ALXN Security ID: 015351109 Meeting Date: MAY 12, 2010 Meeting Type: Annual Record Date: MAR 17, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Leonard Bell For For Management 1.2 Elect Director Max Link For For Management 1.3 Elect Director William R. Keller For For Management 1.4 Elect Director Joseph A. Madri For For Management 1.5 Elect Director Larry L. Mathis For For Management 1.6 Elect Director R. Douglas Norby For For Management 1.7 Elect Director Alvin S. Parven For For Management 1.8 Elect Director Andreas Rummelt For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ALLERGAN, INC. Ticker: AGN Security ID: 018490102 Meeting Date: APR 29, 2010 Meeting Type: Annual Record Date: MAR 4, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Michael R. Gallagher For For Management 2 Elect Director Gavin S. Herbert For For Management 3 Elect Director Dawn Hudson For For Management 4 Elect Director Stephen J. Ryan, MD For For Management 5 Ratify Auditors For For Management 6 Reduce Supermajority Vote Requirement For For Management Relating to the Removal of Directors 7 Reduce Supermajority Vote Requirement For For Management Relating to Business Combinations 8 Reduce Supermajority Vote Requirement For For Management Relating to Amendments to Certificate of Incorporation 9 Amend Articles of Incorporation to For For Management Update and Simplify Provisions - -------------------------------------------------------------------------------- AMAZON.COM, INC. Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 25, 2010 Meeting Type: Annual Record Date: MAR 29, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Jeffrey P. Bezos For For Management 2 Elect Director Tom A. Alberg For For Management 3 Elect Director John Seely Brown For For Management 4 Elect Director William B. Gordon For For Management 5 Elect Director Alain Monie For For Management 6 Elect Director Thomas O. Ryder For For Management 7 Elect Director Patricia Q. Stonesifer For For Management 8 Ratify Auditors For For Management 9 Report on Political Contributions Against For Shareholder - -------------------------------------------------------------------------------- AMERICAN EXPRESS COMPANY Ticker: AXP Security ID: 025816109 Meeting Date: APR 26, 2010 Meeting Type: Annual Record Date: FEB 26, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel F. Akerson For For Management 1.2 Elect Director Charlene Barshefsky For For Management 1.3 Elect Director Ursula M. Burns For For Management 1.4 Elect Director Kenneth I. Chenault For Withhold Management 1.5 Elect Director Peter Chernin For Withhold Management 1.6 Elect Director Jan Leschly For Withhold Management 1.7 Elect Director Richard C. Levin For For Management 1.8 Elect Director Richard A. McGinn For Withhold Management 1.9 Elect Director Edward .D. Miller For Withhold Management 1.10 Elect Director Steven S. Reinemund For For Management 1.11 Elect Director Robert D. Walter For Withhold Management 1.12 Elect Director Ronald A. Williams For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive For Against Management Officers' Compensation 4 Provide for Cumulative Voting Against Against Shareholder 5 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 6 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- AMERICAN TOWER CORPORATION Ticker: AMT Security ID: 029912201 Meeting Date: MAY 12, 2010 Meeting Type: Annual Record Date: MAR 16, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director: Raymond P. Dolan For For Management 1.2 Elect Director: Ronald M. Dykes For For Management 1.3 Elect Director: Carolyn F. Katz For For Management 1.4 Elect Director: Gustavo Lara Cantu For For Management 1.5 Elect Director: Joann A. Reed For For Management 1.6 Elect Director: Pamela D.a. Reeve For For Management 1.7 Elect Director: David E. Sharbutt For For Management 1.8 Elect Director: James D. Taiclet, Jr. For For Management 1.9 Elect Director: Samme L. Thompson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ANADARKO PETROLEUM CORPORATION Ticker: APC Security ID: 032511107 Meeting Date: MAY 18, 2010 Meeting Type: Annual Record Date: MAR 23, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director H. Paulett Eberhart For For Management 2 Elect Director Preston M. Geren III For For Management 3 Elect Director James T. Hackett For For Management 4 Ratify Auditors For For Management 5 Amend EEO Policy to Prohibit Against For Shareholder Discrimination based on Sexual Orientation and Gender Identity 6 Reimburse Expenses Incurred by Against For Shareholder Stockholder in Contested Election of Directors - -------------------------------------------------------------------------------- APACHE CORPORATION Ticker: APA Security ID: 037411105 Meeting Date: MAY 6, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Eugene C. Fiedorek For For Management 2 Elect Director Patricia Albjerg Graham For For Management 3 Elect Director F.H. Merelli For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- APPLE INC. Ticker: AAPL Security ID: 037833100 Meeting Date: FEB 25, 2010 Meeting Type: Annual Record Date: DEC 28, 2009 # 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 Arthur D. Levinson For For Management 1.7 Elect Director Jerome B. York For For Management 2 Amend Omnibus Stock Plan For Against Management 3 Amend Non-Employee Director Omnibus For For Management Stock Plan 4 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation 5 Ratify Auditors For For Management 6 Prepare Sustainability Report Against Against Shareholder 7 Establish Other Board Committee Against Against Shareholder - -------------------------------------------------------------------------------- ATHENAHEALTH, INC. Ticker: ATHN Security ID: 04685W103 Meeting Date: MAY 27, 2010 Meeting Type: Annual Record Date: APR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John A. Kane For For Management 1.2 Elect Director Ruben J. King-Shaw, Jr. For Withhold Management 2 Ratify Auditors For For Management 3 Other Business None Against Management - -------------------------------------------------------------------------------- AUTODESK, INC. Ticker: ADSK Security ID: 052769106 Meeting Date: JUN 10, 2010 Meeting Type: Annual Record Date: APR 14, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Carl Bass For For Management 2 Elect Director Crawford W. Beveridge For For Management 3 Elect Director J. Hallam Dawson For For Management 4 Elect Director Per-Kristian Halvorsen For For Management 5 Elect Director Sean M. Maloney For For Management 6 Elect Director Mary T. McDowell For For Management 7 Elect Director Charles J. Robel For For Management 8 Elect Director Steven M. West For For Management 9 Ratify Auditors For For Management 10 Approve Executive Incentive Bonus Plan For For Management 11 Amend Omnibus Stock Plan For Against Management - -------------------------------------------------------------------------------- AUTONOMY CORPORATION PLC Ticker: AU. Security ID: G0669T101 Meeting Date: MAR 24, 2010 Meeting Type: Annual Record Date: MAR 22, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For Against Management 3 Elect Robert Webb as Director For For Management 4 Re-elect Sushovan Hussain as Director For For Management 5 Re-elect Michael Lynch as Director For For Management 6 Re-elect John McMonigall as Director For For Management 7 Re-elect Richard Perle as Director For For Management 8 Re-elect Barry Ariko as Director For For Management 9 Reappoint Deloitte LLP as Auditors of For For Management the Company 10 Authorise Board to Fix Remuneration of For For Management Auditors 11 Authorise Issue of Equity or For For Management Equity-Linked Securities with Pre-emptive Rights Under a General Authority up to Aggregate Nominal Amount of GBP 267,640.32 and an Additional Amount Pursuant to a Rights Issue of up to GBP 267,640.32 12 Subject to the Passing of Resolution For For Management 11, Authorise Issue of Equity or Equity-Linked Securities without Pre-emptive Rights up to Aggregate Nominal Amount of GBP 40,146.05 13 Authorise 24,087,628 Ordinary Shares For For Management for Market Purchase 14 Approve That the Company May Hold For For Management General Meetings of Shareholders (Other Than Annual General Meetings) at Not Less than 14 Clear Days' Notice 15 Adopt New Articles of Association For For Management - -------------------------------------------------------------------------------- BANK OF AMERICA CORP. Ticker: BAC Security ID: 060505104 Meeting Date: FEB 23, 2010 Meeting Type: Special Record Date: JAN 7, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Increase Authorized Common Stock For For Management 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Ticker: BAC Security ID: 060505104 Meeting Date: APR 28, 2010 Meeting Type: Annual Record Date: MAR 3, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Susan S. Bies For For Management 2 Elect Director William P. Boardman For For Management 3 Elect Director Frank P. Bramble, Sr. For For Management 4 Elect Director Virgis W. Colbert For For Management 5 Elect Director Charles K. Gifford For For Management 6 Elect Director Charles O. Holliday, Jr. For For Management 7 Elect Director D. Paul Jones, Jr. For For Management 8 Elect Director Monica C. Lozano For For Management 9 Elect Director Thomas J. May For For Management 10 Elect Director Brian T. Moynihan For For Management 11 Elect Director Donald E. Powell For For Management 12 Elect Director Charles O. Rossotti For For Management 13 Elect Director Robert W. Scully For For Management 14 Ratify Auditors For For Management 15 Increase Authorized Common Stock For For Management 16 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation 17 Amend Omnibus Stock Plan For For Management 18 Report on Government Service of Against Against Shareholder Employees 19 TARP Related Compensation Against For Shareholder 20 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 21 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 22 Adopt Policy on Succession Planning Against Against Shareholder 23 Report on Collateral in Derivatives Against For Shareholder Trading 24 Claw-back of Payments under Against For Shareholder Restatements - -------------------------------------------------------------------------------- BAXTER INTERNATIONAL INC. Ticker: BAX Security ID: 071813109 Meeting Date: MAY 4, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Blake E. Devitt For For Management 2 Elect Director John D. Forsyth For For Management 3 Elect Director Gail D. Fosler For For Management 4 Elect Director Carole J. Shapazian For For Management 5 Ratify Auditors For For Management 6 Reduce Supermajority Vote Requirement Against For Shareholder - -------------------------------------------------------------------------------- BECTON, DICKINSON AND COMPANY Ticker: BDX Security ID: 075887109 Meeting Date: FEB 2, 2010 Meeting Type: Annual Record Date: DEC 11, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Henry P. Becton, Jr. For For Management 1.2 Elect Director Edward F. Degraan For For Management 1.3 Elect Director Claire M. Fraser-liggett For For Management 1.4 Elect Director Edward J. Ludwig For For Management 1.5 Elect Director Adel A.F. Mahmoud For For Management 1.6 Elect Director James F. Orr For For Management 1.7 Elect Director Willard J. Overlock, Jr. For For Management 1.8 Elect Director Bertram L. Scott For For Management 2 Ratify Auditors For For Management 3 Company-Specific--Approval Of A By-law For For Management Amendment Regarding Special Shareholdermeetings 4 Amend Omnibus Stock Plan For For Management 5 Approve Executive Incentive Bonus Plan For For Management 6 Require a Majority Vote for the Against Against Shareholder Election of Directors 7 Provide for Cumulative Voting Against Against Shareholder - -------------------------------------------------------------------------------- BHP BILLITON LIMITED (FORMERLY BHP LTD.) Ticker: BHP Security ID: 088606108 Meeting Date: NOV 26, 2009 Meeting Type: Annual Record Date: SEP 17, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for BHP Billiton Ltd and BHP Billiton Plc for the Fiscal Year Ended June 30, 2009 2 Elect Carlos Codeiro as a Director of For For Management BHP Billiton Ltd and BHP Billiton Plc 3 Elect David Crawford as a Director of For For Management BHP Billiton Ltd and BHP Billiton Plc 4 Elect Gail de Planque as a Director of For For Management BHP Billiton Ltd and BHP Billiton Plc 5 Elect Marius Kloppers as a Director of For For Management BHP Billiton Ltd and BHP Billiton Plc 6 Elect Don Argus as a Director of BHP For For Management Billiton Ltd and BHP Billiton Plc 7 Elect Wayne Murdy as a Director of BHP For For Management Billiton Ltd and BHP Billiton Plc 8 Approve KPMG Audit Plc as Auditors of For For Management BHP Billiton Plc 9 Approve Renewal of General Authority to For For Management Issue of Up to 555.97 Million Shares in BHP Billiton Plc in Connection with Its Employee Share and Incentive Schemes 10 Renew the Disapplication of Pre-Emption For For Management Rights in BHP Billiton Plc 11 Authorize Repurchase of Up To 223.11 For For Management Million Shares in BHP Billiton Plc 12.1 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd on April 30, 2010 12.2 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd on June 17, 2010 12.3 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd on Sept. 15, 2010 12.4 Approve Cancellation of Shares in BHP For For Management Billiton Plc Held by BHP Billiton Ltd on Nov. 11, 2010 13 Approve Remuneration Report for the For For Management Fiscal Year Ended June 30, 2009 14 Approve Grant of Approximately 55,932 For For Management Deferred Shares, 223,739 Options, and 424,612 Performance Shares to Marius Kloppers, CEO, Pursuant to the Group Incentive Scheme and the Long Term Incentive Plan - -------------------------------------------------------------------------------- BMF BOVESPA S.A. BOLSA VALORES MERC FUT Ticker: BVMF3 Security ID: P73232103 Meeting Date: APR 20, 2010 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year Ended Dec. 31, 2009 2 Approve Allocation of Income and For For Management Dividends 3 Approve Remuneration of Executive For For Management Officers, Non-Executive Directors 4 Approve Acquisition of CME Group, Inc. For For Management by BM&FBovespa - -------------------------------------------------------------------------------- BUCYRUS INTERNATIONAL, INC. Ticker: BUCY Security ID: 118759109 Meeting Date: APR 22, 2010 Meeting Type: Annual Record Date: FEB 24, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Deepak K. Kapur For For Management 1.2 Elect Director Theodore C. Rogers For For Management 1.3 Elect Director Robert C. Scharp For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CABLEVISION SYSTEMS CORPORATION Ticker: CVC Security ID: 12686C109 Meeting Date: MAY 21, 2010 Meeting Type: Annual Record Date: MAR 31, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Zachary W. Carter For For Management 1.2 Elect Director Thomas V. Reifenheiser For Withhold Management 1.3 Elect Director John R. Ryan For Withhold Management 1.4 Elect Director Vincent Tese For Withhold Management 1.5 Elect Director Leonard Tow For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CELGENE CORPORATION Ticker: CELG Security ID: 151020104 Meeting Date: JUN 16, 2010 Meeting Type: Annual Record Date: APR 20, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sol J. Barer For For Management 1.2 Elect Director Robert J. Hugin For For Management 1.3 Elect Director Michael D. Casey For For Management 1.4 Elect Director Carrie S. Cox For For Management 1.5 Elect Director Rodman L. Drake For For Management 1.6 Elect Director Gilla Kaplan For For Management 1.7 Elect Director James J. Loughlin For For Management 1.8 Elect Director Ernest Mario For For Management 1.9 Elect Director Walter L. Robb For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CERNER CORPORATION Ticker: CERN Security ID: 156782104 Meeting Date: MAY 28, 2010 Meeting Type: Annual Record Date: APR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gerald E Bisbee Jr. For For Management 1.2 Elect Director Linda M. Dillman For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- CHARLES SCHWAB CORPORATION, THE Ticker: SCHW Security ID: 808513105 Meeting Date: MAY 13, 2010 Meeting Type: Annual Record Date: MAR 15, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Arun Sarin For For Management 1.2 Elect Director Paula A. Sneed For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management 4 Report on Political Contributions Against For Shareholder 5 Adopt a Policy in which the Company Against Against Shareholder will not Make or Promise to Make Any Death Benefit Payments to Senior Executives - -------------------------------------------------------------------------------- CIELO SA Ticker: CIEL3 Security ID: P2859E100 Meeting Date: APR 30, 2010 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year Ended Dec. 31, 2009 2 Approve Allocation of Income and For For Management Dividends 3 Elect Directors For For Management 4 Approve Remuneration of Executive For Against Management Officers, Non-Executive Directors, and Fiscal Council Members 5 Authorize Capitalization of Reserves For For Management without Issuing New Shares 6 Amend Articles to Reflect Changes in For For Management Capital 7 Amend the Term of Board Members For Against Management 8 Amend the Term of Executive Officers For For Management 9 Amend Article 13 to Reflect Change in For Against Management the Term of Board Members 10 Amend Article 18 to Reflect Change in For For Management the Term of Executive Officers - -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 12, 2009 Meeting Type: Annual Record Date: SEP 14, 2009 # 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 Arun Sarin For For Management 12 Elect Director Steven M. West For For Management 13 Elect Director Jerry Yang For For Management 14 Amend Omnibus Stock Plan For Against Management 15 Amend Qualified Employee Stock Purchase For For Management Plan 16 Ratify Auditors For For Management 17 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 18 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation 19 Report on Internet Fragmentation Against Against Shareholder - -------------------------------------------------------------------------------- CITRIX SYSTEMS, INC. Ticker: CTXS Security ID: 177376100 Meeting Date: MAY 26, 2010 Meeting Type: Annual Record Date: APR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Mark B. Templeton For For Management 2 Elect Director Stephen M. Dow For For Management 3 Elect Director Godfrey R. Sullivan For For Management 4 Amend Omnibus Stock Plan For For Management 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- CME GROUP INC. Ticker: CME Security ID: 12572Q105 Meeting Date: MAY 5, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Terrence A. Duffy For For Management 1.2 Elect Director Charles P. Carey For For Management 1.3 Elect Director Mark E. Cermak For For Management 1.4 Elect Director Martin J. Gepsman For For Management 1.5 Elect Director Leo Melamed For For Management 1.6 Elect Director Joseph Niciforo For For Management 1.7 Elect Director C.C. Odom For For Management 1.8 Elect Director John F. Sandner For For Management 1.9 Elect Director Dennis A. Suskind For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- COACH, INC. Ticker: COH Security ID: 189754104 Meeting Date: NOV 5, 2009 Meeting Type: Annual Record Date: SEP 8, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lew Frankfort For For Management 1.2 Elect Director Susan Kropf For Withhold Management 1.3 Elect Director Gary Loveman For Withhold Management 1.4 Elect Director Ivan Menezes For Withhold Management 1.5 Elect Director Irene Miller For Withhold Management 1.6 Elect Director Michael Murphy For Withhold Management 1.7 Elect Director Jide Zeitlin For Withhold Management 2 Amend Omnibus Stock Plan For For Management 3 Report on Ending Use of Animal Fur in Against Against Shareholder Products - -------------------------------------------------------------------------------- COCA-COLA COMPANY, THE Ticker: KO Security ID: 191216100 Meeting Date: APR 21, 2010 Meeting Type: Annual Record Date: FEB 22, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Herbert A. Allen For For Management 2 Elect Director Ronald W. Allen For For Management 3 Elect Director Cathleen P. Black For For Management 4 Elect Director Barry Diller For For Management 5 Elect Director Alexis M. Herman For For Management 6 Elect Director Muhtar Kent For For Management 7 Elect Director Donald R. Keough For For Management 8 Elect Director Maria Elena Lagomasino For For Management 9 Elect Director Donald F. McHenry For For Management 10 Elect Director Sam Nunn For For Management 11 Elect Director James D. Robinson III For For Management 12 Elect Director Peter V. Ueberroth For For Management 13 Elect Director Jacob Wallenberg For For Management 14 Elect Director James B. Williams For For Management 15 Ratify Auditors For For Management 16 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 17 Require Independent Board Chairman Against Against Shareholder 18 Performance-Based Equity Awards Against Against Shareholder 19 Publish Report on Chemical Bisphenol A Against For Shareholder (BPA) - -------------------------------------------------------------------------------- COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION Ticker: CTSH Security ID: 192446102 Meeting Date: JUN 1, 2010 Meeting Type: Annual Record Date: APR 7, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John E. Klein For For Management 2 Elect Director Lakshmi Narayanan For For Management 3 Elect Director Maureen Breakiron-Evans For For Management 4 Amend Qualified Employee Stock Purchase For For Management Plan 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- COLGATE-PALMOLIVE COMPANY Ticker: CL Security ID: 194162103 Meeting Date: MAY 7, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John T. Cahill For For Management 2 Elect Director Ian Cook For For Management 3 Elect Director Helene D. Gayle For For Management 4 Elect Director Ellen M. Hancock For For Management 5 Elect Director Joseph Jimenez For For Management 6 Elect Director David W. Johnson For For Management 7 Elect Director Richard J. Kogan For For Management 8 Elect Director Delano E. Lewis For For Management 9 Elect Director J. Pedro Reinhard For For Management 10 Elect Director Stephen I. Sadove For For Management 11 Ratify Auditors For For Management 12 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation 13 Report on Charitable Contributions Against Against Shareholder 14 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings - -------------------------------------------------------------------------------- CONCEPTUS, INC. Ticker: CPTS Security ID: 206016107 Meeting Date: JUN 14, 2010 Meeting Type: Annual Record Date: APR 15, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mark Sieczkarek For For Management 1.2 Elect Director John L. Bishop For For Management 1.3 Elect Director Thomas F. Bonadio For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For Against Management 4 Amend Qualified Employee Stock Purchase For For Management Plan - -------------------------------------------------------------------------------- CONCHO RESOURCES INC. Ticker: CXO Security ID: 20605P101 Meeting Date: JUN 9, 2010 Meeting Type: Annual Record Date: APR 16, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ray M. Poage For For Management 1.2 Elect Director A. Wellford Tabor For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- COVIDIEN PLC Ticker: COV Security ID: G2554F105 Meeting Date: MAR 16, 2010 Meeting Type: Annual Record Date: JAN 13, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2a Elect Craig Arnold as Director For For Management 2b Elect Robert H. Brust as Director For For Management 2c Elect John M. Connors, Jr. as Director For For Management 2d Elect Christopher J. Coughlin as For For Management Director 2e Elect Timothy M. Donahue as Director For For Management 2f Elect Kathy J. Herbert as Director For For Management 2g Elect Randall J. Hogan, III as Director For For Management 2h Elect Richard J. Meelia as Director For For Management 2i Elect Dennis H. Reilley as Director For For Management 2j Elect Tadataka Yamada as Director For For Management 2k Elect Joseph A. Zaccagnino as Director For For Management 3 Approve Deloitte & Touche LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration Auditors 4 Authorize Share Repurchase Program For For Management 5 Authorize Reissuance of Treasury Shares For For Management - -------------------------------------------------------------------------------- DANAHER CORPORATION Ticker: DHR Security ID: 235851102 Meeting Date: MAY 11, 2010 Meeting Type: Annual Record Date: MAR 12, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Steven M. Rales For For Management 2 Elect Director John T. Schwieters For For Management 3 Elect Director Alan G. Spoon For For Management 4 Ratify Auditors For For Management 5 Declassify the Board of Directors Against For Shareholder - -------------------------------------------------------------------------------- DAVITA INC. Ticker: DVA Security ID: 23918K108 Meeting Date: JUN 7, 2010 Meeting Type: Annual Record Date: APR 13, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Pamela M. Arway For For Management 2 Elect Director Charles G. Berg For For Management 3 Elect Director Willard W. Brittain, Jr. For For Management 4 Elect Director Paul J. Diaz For For Management 5 Elect Director Peter T. Grauer For For Management 6 Elect Director John M. Nehra For For Management 7 Elect Director William L. Roper For For Management 8 Elect Director Kent J. Thiry For For Management 9 Elect Director Roger J. Valine For For Management 10 Amend Omnibus Stock Plan For Against Management 11 Ratify Auditors For For Management 12 Provide Right to Act by Written Consent Against For Shareholder - -------------------------------------------------------------------------------- DENTSPLY INTERNATIONAL INC. Ticker: XRAY Security ID: 249030107 Meeting Date: MAY 11, 2010 Meeting Type: Annual Record Date: MAR 15, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paula H. Cholmondeley For For Management 1.2 Elect Director Michael J. Coleman For For Management 1.3 Elect Director John C. Miles II For For Management 1.4 Elect Director John L. Miclot For For Management 2 Ratify Auditors For For Management 3 Approve Omnibus Stock Plan For Against Management - -------------------------------------------------------------------------------- DISCOVERY COMMUNICATIONS, INC. Ticker: DISCA Security ID: 25470F104 Meeting Date: MAY 5, 2010 Meeting Type: Annual Record Date: MAR 11, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul A. Gould For For Management 1.2 Elect Director John S. Hendricks For For Management 1.3 Elect Director M. LaVoy Robison For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DOLLAR GENERAL CORPORATION Ticker: DG Security ID: 256677105 Meeting Date: JUN 3, 2010 Meeting Type: Annual Record Date: MAR 29, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Raj Agrawal For Withhold Management 1.2 Elect Director Warren F. Bryant For Withhold Management 1.3 Elect Director Michael M. Calbert For Withhold Management 1.4 Elect Director Richard W. Dreiling For Withhold Management 1.5 Elect Director Adrian Jones For Withhold Management 1.6 Elect Director William C. Rhodes, III For Withhold Management 1.7 Elect Director David B. Rickard For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- DREAMWORKS ANIMATION SKG, INC. Ticker: DWA Security ID: 26153C103 Meeting Date: MAY 12, 2010 Meeting Type: Annual Record Date: MAR 23, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey Katzenberg For Withhold Management 1.2 Elect Director Roger A. Enrico For For Management 1.3 Elect Director Lewis Coleman For For Management 1.4 Elect Director Harry Brittenham For For Management 1.5 Elect Director Thomas Freston For For Management 1.6 Elect Director Judson C. Green For For Management 1.7 Director Mellody Hobson For For Management 1.8 Elect Director Michael Montgomery For For Management 1.9 Elect Director Nathan Myhrvold For For Management 1.10 Elect Director Richard Sherman For For Management 2 Ratify Auditors For For Management 3 Approve Qualified Employee Stock For For Management Purchase Plan - -------------------------------------------------------------------------------- ELECTRONIC ARTS INC. Ticker: ERTS Security ID: 285512109 Meeting Date: JUL 29, 2009 Meeting Type: Annual Record Date: JUN 8, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Leonard S. Coleman For For Management 2 Elect Director Jeffrey T. Huber For For Management 3 Elect Director Gary M. Kusin For For Management 4 Elect Director Geraldine B. Laybourne For For Management 5 Elect Director Gregory B. Maffei For For Management 6 Elect Director Vivek Paul For For Management 7 Elect Director Lawrence F. Probst III For For Management 8 Elect Director John S. Riccitiello For For Management 9 Elect Director Richard A. Simonson For For Management 10 Elect Director Linda J. Srere For For Management 11 Approve Stock Option Exchange Program For For Management 12 Amend Omnibus Stock Plan For For Management 13 Amend Qualified Employee Stock Purchase For For Management Plan 14 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EMC CORPORATION Ticker: EMC Security ID: 268648102 Meeting Date: APR 29, 2010 Meeting Type: Annual Record Date: FEB 23, 2010 # 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 James S. DiStasio For For Management 6 Elect Director John R. Egan 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 Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 14 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- EXPEDITORS INTERNATIONAL OF WASHINGTON, INC. Ticker: EXPD Security ID: 302130109 Meeting Date: MAY 5, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mark A. Emmert For For Management 1.2 Elect Director R. Jordan Gates For For Management 1.3 Elect Director Dan P. Kourkoumelis For For Management 1.4 Elect Director Michael J. Malone For For Management 1.5 Elect Director John W. Meisenbach For For Management 1.6 Elect Director Peter J. Rose For For Management 1.7 Elect Director James L.K. Wang For For Management 1.8 Elect Director Robert R. Wright For For Management 2 Approve Stock Option Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- EXPRESS SCRIPTS, INC. Ticker: ESRX Security ID: 302182100 Meeting Date: MAY 5, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Gary G. Benanav For For Management 2 Elect Director Frank J. Borelli For For Management 3 Elect Director Maura C. Breen For For Management 4 Elect Director Nicholas J. LaHowchic For For Management 5 Elect Director Thomas P. Mac Mahon For For Management 6 Elect Director Frank Mergenthaler For For Management 7 Elect Director Woodrow A Myers, Jr., For For Management M.D. 8 Elect Director John O. Parker, Jr. For For Management 9 Elect Director George Paz For For Management 10 Elect Director Samuel K. Skinner For For Management 11 Elect Director Seymour Sternberg For For Management 12 Elect Director Barrett A. Toan For For Management 13 Ratify Auditors For For Management 14 Report on Political Contributions Against For Shareholder 15 Require Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- FIRST SOLAR, INC. Ticker: FSLR Security ID: 336433107 Meeting Date: JUN 1, 2010 Meeting Type: Annual Record Date: APR 15, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Ahearn For For Management 1.2 Elect Director Robert J. Gillette For For Management 1.3 Elect Director Craig Kennedy For For Management 1.4 Elect Director James F. Nolan For For Management 1.5 Elect Director William J. Post For For Management 1.6 Elect Director J. Thomas Presby For For Management 1.7 Elect Director Paul H. Stebbins For Withhold Management 1.8 Elect Director Michael Sweeney For Withhold Management 1.9 Elect Director Jose H. Villarreal For Withhold Management 2 Approve Omnibus Stock Plan For For Management 3 Approve Qualified Employee Stock For For Management Purchase Plan 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- FLEXTRONICS INTERNATIONAL LTD. Ticker: FLEX Security ID: Y2573F102 Meeting Date: JUL 13, 2009 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Exisiting Equity Incentive Plans For For Management - -------------------------------------------------------------------------------- FLEXTRONICS INTERNATIONAL LTD. Ticker: FLEX Security ID: Y2573F102 Meeting Date: SEP 22, 2009 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Re-election Of Director: James A. For For Management Davidson 2 Re-election Of Director: Lip Bu Tan For For Management 3 Re-election Of Director: Robert L. For For Management Edwards 4 Re-election Of Director: Daniel H. For For Management Schulman 5 Re-election Of Director: William D. For For Management Watkins 6 Approve The Reappointment Of Deloitte & For For Management Touche Llp As Flextronics' Independent Auditors For The 2010 Fiscal Year Andto Authorize The Board Of Directors To Fix Its Remuneration. 7 Approve The General Authorization For For For Management The Directors Offlextronics To Allot And Issue Ordinary Shares. 8 Approve The Renewal Of The Share For For Management Purchase Mandate Relating To Acquisitions By Flextronics Of Its Own Issued Ordinary Shares. 9 Approve Changes In The Cash For For Management Compensation Payable To Flextronics' Non-employee Directors And Additional Cash Compensation For The Chairman Of The Board Of Directors. - -------------------------------------------------------------------------------- FLUOR CORPORATION Ticker: FLR Security ID: 343412102 Meeting Date: MAY 6, 2010 Meeting Type: Annual Record Date: MAR 10, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James T. Hackett For For Management 2 Elect Director Kent Kresa For For Management 3 Elect Director Nader H. Sultan For For Management 4 Ratify Auditors For For Management 5 Require Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- FREEPORT-MCMORAN COPPER & GOLD INC. Ticker: FCX Security ID: 35671D857 Meeting Date: JUN 9, 2010 Meeting Type: Annual Record Date: APR 13, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard C. Adkerson For For Management 1.2 Elect Director Robert J. Allison, Jr. For For Management 1.3 Elect Director Robert A. Day For For Management 1.4 Elect Director Gerald J. Ford For For Management 1.5 Elect Director H. Devon Graham, Jr. For For Management 1.6 Elect Director Charles C. Krulak For For Management 1.7 Elect Director Bobby Lee Lackey For For Management 1.8 Elect Director Jon C. Madonna For For Management 1.9 Elect Director Dustan E. McCoy For For Management 1.10 Elect Director James R. Moffett For For Management 1.11 Elect Director B.M. Rankin, Jr. For For Management 1.12 Elect Director Stephen H. Siegele For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Request Director Nominee with Against Against Shareholder Environmental Qualifications 5 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- GILEAD SCIENCES, INC. Ticker: GILD Security ID: 375558103 Meeting Date: MAY 11, 2010 Meeting Type: Annual Record Date: MAR 15, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul Berg For For Management 1.2 Elect Director John F. Cogan For For Management 1.3 Elect Director Etienne F. Davignon For For Management 1.4 Elect Director James M. Denny For For Management 1.5 Elect Director Carla A. Hills For For Management 1.6 Elect Director Kevin E. Lofton For For Management 1.7 Elect Director John W. Madigan For For Management 1.8 Elect Director John C. Martin For For Management 1.9 Elect Director Gordon E. Moore For For Management 1.10 Elect Director Nicholas G. Moore For For Management 1.11 Elect Director Richard J. Whitley For For Management 1.12 Elect Director Gayle E. Wilson For For Management 1.13 Elect Director Per Wold-Olsen For For Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement Against For Shareholder - -------------------------------------------------------------------------------- GOLDMAN SACHS GROUP, INC., THE Ticker: GS Security ID: 38141G104 Meeting Date: MAY 7, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lloyd C. Blankfein For For Management 1.2 Elect Director John H. Bryan For For Management 1.3 Elect Director Gary D. Cohn For For Management 1.4 Elect Director Claes Dahlback For For Management 1.5 Elect Director Stephen Friedman For For Management 1.6 Elect Director William W. George For For Management 1.7 Elect Director James A. Johnson For For Management 1.8 Elect Director Lois D. Juliber For For Management 1.9 Elect Director Lakshmi N. Mittal For For Management 1.10 Elect Director James J. Schiro For For Management 1.11 Elect Director H. Lee Scott, Jr. For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation 4 Reduce Supermajority Vote Requirement For For Management 5 Provide Right to Call Special Meeting For For Management 6 Provide for Cumulative Voting Against Against Shareholder 7 Report on Collateral in Derivatives Against For Shareholder Trading 8 Require Independent Board Chairman Against Against Shareholder 9 Report on Political Contributions Against For Shareholder 10 Report on Global Warming Science Against Against Shareholder 11 Report on Pay Disparity Against Against Shareholder 12 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- GOODRICH CORPORATION Ticker: GR Security ID: 382388106 Meeting Date: APR 20, 2010 Meeting Type: Annual Record Date: MAR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Carolyn Corvi For For Management 1.2 Elect Director Diane C. Creel For For Management 1.3 Elect Director George A. Davidson, Jr. For For Management 1.4 Elect Director Harris E. Deloach, Jr. For For Management 1.5 Elect Director James W. Griffith For For Management 1.6 Elect Director William R. Holland For For Management 1.7 Elect Director John P. Jumper For For Management 1.8 Elect Director Marshall O. Larsen For For Management 1.9 Elect Director Lloyd W. Newton For For Management 1.10 Elect Director Douglas E. Olesen For For Management 1.11 Elect Director Alfred M. Rankin, Jr. For For Management 2 Ratify Auditors For For Management 3 Approve/Amend Executive Incentive Bonus For For Management Plan - -------------------------------------------------------------------------------- GOOGLE INC. Ticker: GOOG Security ID: 38259P508 Meeting Date: MAY 13, 2010 Meeting Type: Annual Record Date: MAR 15, 2010 # 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 Ann Mather For For Management 1.7 Elect Director Paul S. Otellini For For Management 1.8 Elect Director K. Ram Shriram For For Management 1.9 Elect Director Shirley M. Tilghman For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Prepare Sustainability Report Against For Shareholder 5 Adopt Principles for Online Advertising Against Against Shareholder 6 Amend Human Rights Policies Regarding Against Against Shareholder Chinese Operations - -------------------------------------------------------------------------------- HALLIBURTON COMPANY Ticker: HAL Security ID: 406216101 Meeting Date: MAY 19, 2010 Meeting Type: Annual Record Date: MAR 22, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director A.M. Bennett For For Management 2 Elect Director J.R. Boyd For For Management 3 Elect Director M. Carroll For For Management 4 Elect Director N.K. Dicciani For For Management 5 Elect Director S.M. Gillis For For Management 6 Elect Director J.T. Hackett For For Management 7 Elect Director D.J. Lesar For For Management 8 Elect Director R.A. Malone For For Management 9 Elect Director J.L. Martin For For Management 10 Elect Director D.L. Reed For For Management 11 Ratify Auditors For For Management 12 Review and Assess Human Rights Policies Against For Shareholder 13 Report on Political Contributions Against For Shareholder 14 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 15 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings - -------------------------------------------------------------------------------- HEINEKEN NV Ticker: HEIA Security ID: N39427211 Meeting Date: APR 22, 2010 Meeting Type: Annual Record Date: APR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1a Receive Report of Management Board None Did Not Vote Management (Non-Voting) 1b Approve Financial Statements For Did Not Vote Management 1c Approve Allocation of Income and For Did Not Vote Management Dividends of EUR 0.65 per Share 1d Approve Discharge of Management Board For Did Not Vote Management 1e Approve Discharge of Supervisory Board For Did Not Vote Management 2 Approve Acquisition of Beer Operations For Did Not Vote Management of FEMSA Via an All Share Transaction 3a Authorize Repurchase of Up to Ten For Did Not Vote Management Percent of Issued Share Capital 3b Authorize Board to Issue Shares to For Did Not Vote Management FEMSA 3c Grant Board Authority to Issue Shares For Did Not Vote Management Up To Ten Percent of Issued Capital 3d Authorize Board to Exclude Preemptive For Did Not Vote Management Rights from Issuance under Items 3b and 3c 4 Discussion on Company's Corporate None Did Not Vote Management Governance Structure 5a Approve Remuneration Report Containing For Did Not Vote Management Remuneration Policy for Management Board Members 5b Amend Restricted Stock Plan For Did Not Vote Management 6a Elect J.A. Fernandez Carbajal to For Did Not Vote Management Supervisory Board 6b Elect J.G. Astaburuaga Sanjines to For Did Not Vote Management Supervisory Board 6c Reelect C.J.A. van Lede to Supervisory For Did Not Vote Management Board 6d Reelect J.M. de Jong to Supervisory For Did Not Vote Management Board 6e Reelect A.M. Fentener van Vlissingen to For Did Not Vote Management Supervisory Board - -------------------------------------------------------------------------------- HEWLETT-PACKARD COMPANY Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 17, 2010 Meeting Type: Annual Record Date: JAN 19, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marc L. Andreessen For For Management 1.2 Elect Director Lawrence T. Babbio, Jr. For For Management 1.3 Elect Director Sari M. Baldauf For For Management 1.4 Elect Director Rajiv L. Gupta For For Management 1.5 Elect Director John H. Hammergren For For Management 1.6 Elect Director Mark V. Hurd For For Management 1.7 Elect Director Joel Z. Hyatt For For Management 1.8 Elect Director John R. Joyce For For Management 1.9 Elect Director Robert L. Ryan For For Management 1.10 Elect Director Lucille S. Salhany For For Management 1.11 Elect Director G. Kennedy Thompson For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Company Request on Advisory Vote on For For Management Executive Compensation - -------------------------------------------------------------------------------- HITTITE MICROWAVE CORPORATION Ticker: HITT Security ID: 43365Y104 Meeting Date: MAY 6, 2010 Meeting Type: Annual Record Date: APR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen G. Daly For For Management 1.2 Elect Director Ernest L. Godshalk For For Management 1.3 Elect Director Rick D. Hess For For Management 1.4 Elect Director Adrienne M. Markham For For Management 1.5 Elect Director Brian P. McAloon For For Management 1.6 Elect Director Cosmo S. Trapani For For Management 1.7 Elect Director Franklin Weigold For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- HOME DEPOT, INC., THE Ticker: HD Security ID: 437076102 Meeting Date: MAY 20, 2010 Meeting Type: Annual Record Date: MAR 22, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director F. Duane Ackerman For For Management 2 Elect Director David H. Batchelder For For Management 3 Elect Director Francis S. Blake For For Management 4 Elect Director Ari Bousbib For For Management 5 Elect Director Gregory D. Brenneman For For Management 6 Elect Director Albert P. Carey For For Management 7 Elect Director Armando Codina For For Management 8 Elect Director Bonnie G. Hill For For Management 9 Elect Director Karen L. Katen For For Management 10 Ratify Auditors For For Management 11 Amend Omnibus Stock Plan For For Management 12 Provide for Cumulative Voting Against Against Shareholder 13 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 14 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 15 Provide Right to Act by Written Consent Against For Shareholder 16 Require Independent Board Chairman Against Against Shareholder 17 Prepare Employment Diversity Report Against For Shareholder 18 Reincorporate in Another State [from Against Against Shareholder Delaware to North Dakota] - -------------------------------------------------------------------------------- HONG KONG EXCHANGES AND CLEARING LTD Ticker: 388 Security ID: Y3506N139 Meeting Date: APR 22, 2010 Meeting Type: Annual Record Date: APR 16, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Declare Final Dividend of HK$ 2.09 Per For For Management Share 3a Elect John Estmond Strickland as For For Management Director 3b Elect Wong Sai Hung, Oscar as Director For For Management 4 Reappoint PricewaterhouseCoopers as For For Management Auditors and Authorize Board to Fix Their Remuneration 5 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 6a Approve Remuneration of HK$500,000 and For For Management HK$350,000 Per Annum Payable to the Chairman and Each of the Other Non-executive Directors Respectively 6b Approve Attendance Fee of HK$2,500 Per For For Management Meeting Payable to the Chairman and Every Member (Excluding Executive Director) of Certain Board Committees 7 Amend Articles of Association For For Management - -------------------------------------------------------------------------------- HUMAN GENOME SCIENCES, INC. Ticker: HGSI Security ID: 444903108 Meeting Date: MAY 20, 2010 Meeting Type: Annual Record Date: MAR 26, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard J. Danzig For For Management 1.2 Elect Director Jurgen Drews For For Management 1.3 Elect Director Maxine Gowen For For Management 1.4 Elect Director Tuan Ha-Ngoc For For Management 1.5 Elect Director A. N. 'Jerry' Karabelas For For Management 1.6 Elect Director John L. LaMattina For For Management 1.7 Elect Director Augustine Lawlor For For Management 1.8 Elect Director H. Thomas Watkins For For Management 1.9 Elect Director Robert C. Young For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- IDEXX LABORATORIES, INC. Ticker: IDXX Security ID: 45168D104 Meeting Date: MAY 5, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jonathan W. Ayers For For Management 1.2 Elect Director Robert J. Murray For For Management 1.3 Elect Director Joseph V. Vumbacco For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- INTEL CORPORATION Ticker: INTC Security ID: 458140100 Meeting Date: MAY 19, 2010 Meeting Type: Annual Record Date: MAR 22, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Charlene Barshefsky For For Management 2 Elect Director Susan L. Decker For For Management 3 Elect Director John J. Donahoe For For Management 4 Elect Director Reed E. Hundt For For Management 5 Elect Director Paul S. Otellini For For Management 6 Elect Director James D. Plummer For For Management 7 Elect Director David S. Pottruck For For Management 8 Elect Director Jane E. Shaw For For Management 9 Elect Director Frank D. Yeary For For Management 10 Elect Director David B. Yoffie For For Management 11 Ratify Auditors For For Management 12 Advisory Vote to Ratify Named Executive For For Management Officers' Compensation - -------------------------------------------------------------------------------- INTERNATIONAL GAME TECHNOLOGY Ticker: IGT Security ID: 459902102 Meeting Date: SEP 30, 2009 Meeting Type: Special Record Date: AUG 14, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Stock Option Exchange Program For For Management - -------------------------------------------------------------------------------- INTERNATIONAL GAME TECHNOLOGY Ticker: IGT Security ID: 459902102 Meeting Date: MAR 2, 2010 Meeting Type: Annual Record Date: JAN 4, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paget L. Alves For For Management 1.2 Elect Director Patti S. Hart For For Management 1.3 Elect Director Robert A. Mathewson For For Management 1.4 Elect Director Thomas J. Matthews For For Management 1.5 Elect Director Robert J. Miller For For Management 1.6 Elect Director Frederick B. Rentschler For For Management 1.7 Elect Director David E. Roberson For For Management 1.8 Elect Director Philip G. Satre For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 22, 2010 Meeting Type: Annual Record Date: FEB 23, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Mary Sue Coleman For For Management 2 Elect Director James G. Culien For For Management 3 Elect Director Michael M. E. Johns For For Management 4 Elect Director Susan L. Lindquist For For Management 5 Elect Director Anne M. Mulcahy For For Management 6 Elect Director Lea F. Mullin For For Management 7 Elect Director William D. Perez For For Management 8 Elect Director Charles Prince For For Management 9 Elect Director David Satcher For For Management 10 Elect Director William C. Welcon For For Management 11 Ratify Auditors For For Management 12 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 13 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings - -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 18, 2010 Meeting Type: Annual Record Date: MAR 19, 2010 # 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 For 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 Affirm Political Non-Partisanship Against Against Shareholder 5 Amend Bylaws-- Call Special Meetings Against For Shareholder 6 Report on Collateral in Derivatives Against For Shareholder Trading 7 Provide Right to Act by Written Consent Against For Shareholder 8 Require Independent Board Chairman Against Against Shareholder 9 Report on Pay Disparity Against Against Shareholder 10 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- JUNIPER NETWORKS, INC. Ticker: JNPR Security ID: 48203R104 Meeting Date: MAY 12, 2010 Meeting Type: Annual Record Date: MAR 15, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pradeep Sindhu For For Management 1.2 Elect Director Robert M. Calderoni For For Management 1.3 Elect Director William F. Meehan For For Management 2 Amend Omnibus Stock Plan For Against Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- KOHL'S CORPORATION Ticker: KSS Security ID: 500255104 Meeting Date: MAY 13, 2010 Meeting Type: Annual Record Date: MAR 10, 2010 # 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 Frank V. Sica For For Management 8 Elect Director Peter M. Sommerhauser For For Management 9 Elect Director Stephanie A. Streeter For For Management 10 Elect Director Nina G. Vaca For For Management 11 Elect Director Stephen E. Watson For For Management 12 Ratify Auditors For For Management 13 Approve Omnibus Stock Plan For For Management 14 Reduce Supermajority Vote Requirement Against For Shareholder 15 Require Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- LAM RESEARCH CORPORATION Ticker: LRCX Security ID: 512807108 Meeting Date: NOV 5, 2009 Meeting Type: Annual Record Date: SEP 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James W. Bagley For For Management 1.2 Elect Director David G. Arscott For For Management 1.3 Elect Director Robert M. Berdahl For For Management 1.4 Elect Director Richard J. Elkus, Jr. For For Management 1.5 Elect Director Grant M. Inman For For Management 1.6 Elect Director Catherine P. Lego For For Management 1.7 Elect Director Stephen G. Newberry For For Management 1.8 Elect Director Patricia S. Wolpert For For Management 2 Eliminate Cumulative Voting For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LANDSTAR SYSTEM, INC. Ticker: LSTR Security ID: 515098101 Meeting Date: APR 29, 2010 Meeting Type: Annual Record Date: MAR 9, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William S. Elston For For Management 1.2 Elect Director Diana M. Murphy For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LIMITED BRANDS, INC. Ticker: LTD Security ID: 532716107 Meeting Date: MAY 27, 2010 Meeting Type: Annual Record Date: MAR 29, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis S. Hersch For For Management 1.2 Elect Director David T. Kollat For For Management 1.3 Elect Director William R. Loomis, Jr. For For Management 1.4 Elect Director Leslie H. Wexner For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- LINEAR TECHNOLOGY CORPORATION Ticker: LLTC Security ID: 535678106 Meeting Date: NOV 4, 2009 Meeting Type: Annual Record Date: SEP 8, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert H. Swanson, Jr. For For Management 1.2 Elect Director David S. Lee For For Management 1.3 Elect Director Lothar Maier For For Management 1.4 Elect Director Richard M. Moley For For Management 1.5 Elect Director Thomas S. Volpe For For Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MARVELL TECHNOLOGY GROUP LTD Ticker: MRVL Security ID: G5876H105 Meeting Date: JUL 10, 2009 Meeting Type: Annual Record Date: MAY 19, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Sehat Sutardja as Director For For Management 1b Elect Pantas Sutardja as Director For For Management 2 Reappoint PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration - -------------------------------------------------------------------------------- MEAD JOHNSON NUTRITION COMPANY Ticker: MJN Security ID: 582839106 Meeting Date: MAY 11, 2010 Meeting Type: Annual Record Date: MAR 22, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen W. Golsby For For Management 1.2 Elect Director Dr. Steven M. Altschuler For For Management 1.3 Elect Director Howard B. Bernick For For Management 1.4 Elect Director James M. Cornelius For For Management 1.5 Elect Director Peter G. Ratcliffe For For Management 1.6 Elect Director Dr. Elliott Sigal For For Management 1.7 Elect Director Robert S. Singer For For Management 1.8 Elect Director Kimberly A. Casiano For For Management 1.9 Elect Director Anna C. Catalano For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MEDASSETS, INC. Ticker: MDAS Security ID: 584045108 Meeting Date: MAY 27, 2010 Meeting Type: Annual Record Date: APR 22, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John A. Bardis For For Management 1.2 Elect Director Harris Hyman, IV For For Management 1.3 Elect Director Terrence J. Mulligan For For Management 2 Ratify Auditors For For Management 3 Approve Qualified Employee Stock For For Management Purchase Plan - -------------------------------------------------------------------------------- MEDCO HEALTH SOLUTIONS, INC. Ticker: MHS Security ID: 58405U102 Meeting Date: MAY 12, 2010 Meeting Type: Annual Record Date: MAR 15, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Howard W. Barker, Jr. For For Management 2 Elect Director John L. Cassis For For Management 3 Elect Director Michael Goldstein For For Management 4 Elect Director Charles M. Lillis For For Management 5 Elect Director Myrtle S. Potter For For Management 6 Elect Director William L. Roper For For Management 7 Elect Director David B. Snow, Jr. For For Management 8 Elect Director David D. Stevens For For Management 9 Elect Director Blenda J. Wilson For For Management 10 Ratify Auditors For For Management 11 Provide Right to Call Special Meeting For For Management - -------------------------------------------------------------------------------- MFS SERIES TRUST XIV - MFS Institutional Money Market Portfolio Ticker: Security ID: 55291X109 Meeting Date: JAN 28, 2010 Meeting Type: Written Consent Record Date: JAN 27, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Trustee Robert E. Butler For For Management 1.2 Elect Trustee Lawrence H. Cohn, M.D. For For Management 1.3 Elect Trustee Maureen R. Goldfarb For For Management 1.4 Elect Trustee David H. Gunning For For Management 1.5 Elect Trustee William R. Gutow For For Management 1.6 Elect Trustee Michael Hegarty For For Management 1.7 Elect Trustee John P. Kavanaugh For For Management 1.8 Elect Trustee Robert J. Manning For For Management 1.9 Elect Trustee Robert C. Pozen For For Management 1.10 Elect Trustee J. Dale Sherratt For For Management 1.11 Elect Trustee Laurie J. Thomsen For For Management 1.12 Elect Trustee Robert W. Uek For For Management - -------------------------------------------------------------------------------- MONSANTO CO. Ticker: MON Security ID: 61166W101 Meeting Date: JAN 26, 2010 Meeting Type: Annual Record Date: NOV 27, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Frank V. AtLee III For For Management 2 Elect Director David L. Chicoine For For Management 3 Elect Director Arthur H. Harper For For Management 4 Elect Director Gwendolyn S. King For For Management 5 Ratify Auditors For For Management 6 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- MONSTER WORLDWIDE, INC. Ticker: MWW Security ID: 611742107 Meeting Date: JUN 8, 2010 Meeting Type: Annual Record Date: APR 14, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Salvatore Iannuzzi For For Management 2 Elect Director Robert J. Chrenc For For Management 3 Elect Director John Gaulding For For Management 4 Elect Director Edmund P. Giambastiani, For For Management Jr. 5 Elect Director Cynthia P. McCague For For Management 6 Elect Director Jeffrey F. Rayport For For Management 7 Elect Director Roberto Tunioli For For Management 8 Elect Director Timothy T. Yates For For Management 9 Ratify Auditors For For Management - -------------------------------------------------------------------------------- MOODY'S CORPORATION Ticker: MCO Security ID: 615369105 Meeting Date: APR 20, 2010 Meeting Type: Annual Record Date: MAR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Basil L. Anderson For For Management 2 Elect Director Darrell Duffie, Ph.d. For For Management 3 Elect Director Raymond W. McDaniel, Jr For For Management 4 Amend Omnibus Stock Plan For For Management 5 Amend Executive Incentive Bonus Plan For For Management 6 Ratify Auditors For For Management 7 Require Independent Board Chairman Against Against Shareholder - -------------------------------------------------------------------------------- MSCI INC. Ticker: MXB Security ID: 55354G100 Meeting Date: APR 8, 2010 Meeting Type: Annual Record Date: FEB 11, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Benjamin F. duPont For For Management 2 Elect Director Henry A. Fernandez For For Management 3 Elect Director Alice W. Handy For For Management 4 Elect Director Catherine R. Kinney For For Management 5 Elect Director Linda H. Riefler For For Management 6 Elect Director George W. Siguler For For Management 7 Elect Director Scott M. Sipprelle For For Management 8 Elect Director Rodolphe M. Vallee For For Management 9 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NATIONAL SEMICONDUCTOR CORPORATION Ticker: NSM Security ID: 637640103 Meeting Date: SEP 25, 2009 Meeting Type: Annual Record Date: JUL 30, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian L. Halla For For Management 1.2 Elect Director Steven R. Appleton For For Management 1.3 Elect Director Gary P. Arnold For For Management 1.4 Elect Director Richard J. Danzig For For Management 1.5 Elect Director John T. Dickson For For Management 1.6 Elect Director Robert J. Frankenberg For For Management 1.7 Elect Director Modesto A. Maidique For For Management 1.8 Elect Director Edward R. McCracken For For Management 1.9 Elect Director Roderick C. McGeary 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 Approve Repricing of Options For For Management - -------------------------------------------------------------------------------- NATURA COSMETICOS SA Ticker: NATU3 Security ID: BRNATUACNOR6 Meeting Date: AUG 5, 2009 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor i Amend Article 5 to Reflect Increase in For For Management Share Capital Resulting for the Exercise of Options Issued Under the Company's Stock Option Plan ii Amend Article 24 re: Executive For For Management Officer's Responsibilities iii Amend Article 27 to Comply with For For Management Regulatory Changes iv Amend Article 33 For For Management v Consolidate Articles For For Management - -------------------------------------------------------------------------------- NATURA COSMETICOS SA Ticker: NATU3 Security ID: P7088C106 Meeting Date: APR 6, 2010 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles to Reflect Changes in For For Management Capital 2 Amend Article 15 to Establish Co-Chair For For Management Casting Vote in the Even of Tied Vote 3 Amend Article 20 to Authorize the Board For For Management to Issue Promissory Notes 4 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year Ended Dec. 31, 2009 5 Approve Capital Budget and Allocation For For Management of Income and Dividends 6 Elect Directors For For Management 7 Approve Remuneration of Executive For For Management Officers, Non-Executive Directors, and Fiscal Council Members - -------------------------------------------------------------------------------- NIKE, INC. Ticker: NKE Security ID: 654106103 Meeting Date: SEP 21, 2009 Meeting Type: Annual Record Date: JUL 24, 2009 # 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 John C. Lechleiter For For Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- NOBLE CORPORATION Ticker: NE Security ID: H5833N103 Meeting Date: OCT 29, 2009 Meeting Type: Special Record Date: SEP 4, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Director Gordon T. Hall For Did Not Vote Management 1.2 Director Jon A. Marshall For Did Not Vote Management 2 Approval Of The Amendment And For Did Not Vote Management Restatement Of The Noble Corporation 1991 Stock Option And Restricted Stock Plan effective As Of October 29, 2009 - -------------------------------------------------------------------------------- NOBLE ENERGY, INC. Ticker: NBL Security ID: 655044105 Meeting Date: APR 27, 2010 Meeting Type: Annual Record Date: MAR 9, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Jeffrey L. Berenson For Against Management 2 Elect Director Michael A. Cawley For For Management 3 Elect Director Edward F. Cox For Against Management 4 Elect Director Charles D. Davidson For For Management 5 Elect Director Thomas J. Edelman For For Management 6 Elect Director Eric P. Grubman For For Management 7 Elect Director Kirby L. Hedrick For Against Management 8 Elect Director Scott D. Urban For For Management 9 Elect Director William T. Van Kleef For For Management 10 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OCEANEERING INTERNATIONAL, INC. Ticker: OII Security ID: 675232102 Meeting Date: MAY 7, 2010 Meeting Type: Annual Record Date: MAR 19, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David S. Hooker For For Management 1.2 Elect Director Harris J. Pappas For For Management 2 Approve Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- OPENTABLE, INC. Ticker: OPEN Security ID: 68372A104 Meeting Date: JUN 22, 2010 Meeting Type: Annual Record Date: APR 23, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey Jordan For Withhold Management 1.2 Elect Director Thomas H. Layton For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- ORACLE CORP. Ticker: ORCL Security ID: 68389X105 Meeting Date: OCT 7, 2009 Meeting Type: Annual Record Date: AUG 10, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey S. Berg For Withhold Management 1.2 Elect Director H. Raymond Bingham For For Management 1.3 Elect Director Michael J. Boskin For For Management 1.4 Elect Director Safra A. Catz For For Management 1.5 Elect Director Bruce R. Chizen For For Management 1.6 Elect Director George H. Conrades For For Management 1.7 Elect Director Lawrence J. Ellison For For Management 1.8 Elect Director Hector Garcia-Molina For Withhold Management 1.9 Elect Director Jeffrey O. Henley For For Management 1.10 Elect Director Donald L. Lucas For For Management 1.11 Elect Director Charles E. Phillips, Jr. For For Management 1.12 Elect Director Naomi O. Seligman For Withhold Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management 4 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 5 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 6 Stock Retention/Holding Period Against Against Shareholder - -------------------------------------------------------------------------------- OWENS-ILLINOIS, INC. Ticker: OI Security ID: 690768403 Meeting Date: MAY 6, 2010 Meeting Type: Annual Record Date: MAR 8, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jay L. Geldmacher For For Management 1.2 Elect Director Albert P.l. Stroucken For For Management 1.3 Elect Director Dennis K. Williams For For Management 1.4 Elect Director Thomas L. Young For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 5, 2010 Meeting Type: Annual Record Date: MAR 5, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Shona L. Brown For For Management 2 Elect Director Ian M. Cook For For Management 3 Elect Director Dina Dublon For For Management 4 Elect Director Victor J. Dzau For For Management 5 Elect Director Ray L. Hunt For For Management 6 Elect Director Alberto Ibarguen For For Management 7 Elect Director Arthur C. Martinez For For Management 8 Elect Director Indra K. Nooyi For For Management 9 Elect Director Sharon P. Rockefeller For For Management 10 Elect Director James J. Schiro For For Management 11 Elect Director Lloyd G. Trotter For For Management 12 Elect Director Daniel Vasella For Against Management 13 Ratify Auditors For For Management 14 Amend Omnibus Stock Plan For Against Management 15 Report on Charitable Contributions Against Against Shareholder 16 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings 17 Report on Public Policy Advocacy Against Against Shareholder Process - -------------------------------------------------------------------------------- PHILIP MORRIS INTERNATIONAL INC. Ticker: PM Security ID: 718172109 Meeting Date: MAY 12, 2010 Meeting Type: Annual Record Date: MAR 16, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Harold Brown For For Management 2 Elect Director Mathis Cabiallavetta For For Management 3 Elect Director Louis C. Camilleri For For Management 4 Elect Director J. Dudley Fishburn For For Management 5 Elect Director Jennifer Li For For Management 6 Elect Director Graham Mackay For For Management 7 Elect Director Sergio Marchionne For For Management 8 Elect Director Lucio A. Noto For For Management 9 Elect Director Carlos Slim Helu For For Management 10 Elect Director Stephen M. Wolf For For Management 11 Ratify Auditors For For Management 12 Report on Effect of Marketing Practices Against Against Shareholder on the Poor 13 Establish Supplier Human Rights Against Against Shareholder Purchasing Protocols - -------------------------------------------------------------------------------- PHILLIPS-VAN HEUSEN CORPORATION Ticker: PVH Security ID: 718592108 Meeting Date: JUN 24, 2010 Meeting Type: Annual Record Date: APR 29, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mary Baglivo For For Management 1.2 Elect Director Emanuel Chirico For For Management 1.3 Elect Director Edward H. Cohen For For Management 1.4 Elect Director Joseph B. Fuller For For Management 1.5 Elect Director Fred Gehring For For Management 1.6 Elect Director Margaret L. Jenkins For For Management 1.7 Elect Director David Landau For For Management 1.8 Elect Director Bruce Maggin For For Management 1.9 Elect Director V. James Marino For For Management 1.10 Elect Director Henry Nasella For For Management 1.11 Elect Director Rita M. Rodriguez For For Management 1.12 Elect Director Craig Rydin For For Management 1.13 Elect Director Christian Stahl For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PRAXAIR, INC. Ticker: PX Security ID: 74005P104 Meeting Date: APR 27, 2010 Meeting Type: Annual Record Date: MAR 1, 2010 # 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 Robert L. Wood For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PRECISION CASTPARTS CORP. Ticker: PCP Security ID: 740189105 Meeting Date: AUG 11, 2009 Meeting Type: Annual Record Date: JUN 15, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mark Donegan For Withhold Management 1.2 Elect Director Vernon E. Oechsle For Withhold Management 1.3 Elect Director Rick Schmidt For Withhold Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- PRICELINE.COM INCORPORATED Ticker: PCLN Security ID: 741503403 Meeting Date: JUN 2, 2010 Meeting Type: Annual Record Date: APR 14, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffery H. Boyd For For Management 1.2 Elect Director Ralph M. Bahna For For Management 1.3 Elect Director Howard W. Barker, Jr. For For Management 1.4 Elect Director Jan L. Docter For For Management 1.5 Elect Director Jeffrey E. Epstein For For Management 1.6 Elect Director James M. Guyette For For Management 1.7 Elect Director Nancy B. Peretsman For For Management 1.8 Elect Director Craig W. Rydin For For Management 2 Ratify Auditors For For Management 3 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings - -------------------------------------------------------------------------------- PROCTER & GAMBLE COMPANY, THE Ticker: PG Security ID: 742718109 Meeting Date: OCT 13, 2009 Meeting Type: Annual Record Date: AUG 14, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Kenneth I. Chenault For For Management 2 Elect Director Scott D. Cook For For Management 3 Elect Director Rajat K. Gupta For For Management 4 Elect Director A.G. Lafley For For Management 5 Elect Director Charles R. Lee For For Management 6 Elect Director Lynn M. Martin For For Management 7 Elect Director Robert A. McDonald For For Management 8 Elect Director W. James McNerney, Jr. For For Management 9 Elect Director Johnathan A. Rodgers For For Management 10 Elect Director Ralph Snyderman For For Management 11 Elect Director Mary Agnes Wilderotter For For Management 12 Elect Director Patricia A. Woertz For For Management 13 Elect Director Ernesto Zedillo For For Management 14 Ratify Auditors For For Management 15 Amend Code of Regulations For For Management 16 Approve Omnibus Stock Plan For Against Management 17 Provide for Cumulative Voting Against Against Shareholder 18 Advisory Vote to Ratify Named Executive Against Against Shareholder Officers' Compensation - -------------------------------------------------------------------------------- REGIONS FINANCIAL CORPORATION Ticker: RF Security ID: 7591EP100 Meeting Date: MAY 13, 2010 Meeting Type: Annual Record Date: MAR 15, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Samuel W. Bartholomew, For For Management Jr. 2 Elect Director George W. Bryan For For Management 3 Elect Director David J. Cooper, Sr. For For Management 4 Elect Director Earnest W. Deavenport, For For Management Jr. 5 Elect Director Don DeFosset For For Management 6 Elect Director O.B. Grayson Hall, Jr. For For Management 7 Elect Director Charles D. McCrary For For Management 8 Elect Director James R. Malone For For Management 9 Elect Director Susan W. Matlock For For Management 10 Elect Director John E. Maupin, Jr. For For Management 11 Elect Director John R. Roberts For For Management 12 Elect Director Lee J. Styslinger III For For Management 13 Advisory Vote on Executive Compensation For For Management 14 Approve Omnibus Stock Plan For Against Management 15 Increase Authorized Common Stock For For Management 16 Ratify Auditors For For Management 17 Adopt Anti Gross-up Policy Against Against Shareholder 18 Report on Political Contributions Against For Shareholder - -------------------------------------------------------------------------------- RESEARCH IN MOTION LTD Ticker: RIM Security ID: 760975102 Meeting Date: JUL 14, 2009 Meeting Type: Annual Record Date: MAY 26, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mike Lazaridis For For Management 1.2 Elect Director James Estill For For Management 1.3 Elect Director David Kerr For For Management 1.4 Elect Director Roger Martin For For Management 1.5 Elect Director John Richardson For For Management 1.6 Elect Director Barbara Stymiest For For Management 1.7 Elect Director John Wetmore For For Management 2 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration - -------------------------------------------------------------------------------- ROCKWELL AUTOMATION, INC. Ticker: ROK Security ID: 773903109 Meeting Date: FEB 2, 2010 Meeting Type: Annual Record Date: DEC 7, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barry C. Johnson For For Management 1.2 Elect Director William T. McCormick, For For Management Jr. 1.3 Elect Director Keith D. Nosbusch For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management - -------------------------------------------------------------------------------- ROYAL CARIBBEAN CRUISES LTD. Ticker: RCL Security ID: V7780T103 Meeting Date: MAY 20, 2010 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Reelect William L. Kimsey as Director For For Management 1.2 Reelect Gert W. Munthe as Director For For Management 1.3 Reelect Thomas J. Pritzker as Director For For Management 1.4 Reelect Bernt Reitan as Director For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Approve Executives and Directors to Against Against Shareholder Hold Equity Based Compensation for a Period Beyond Their Tenure - -------------------------------------------------------------------------------- SALESFORCE.COM, INC. Ticker: CRM Security ID: 79466L302 Meeting Date: JUN 10, 2010 Meeting Type: Annual Record Date: APR 20, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stratton Sclavos For For Management 1.2 Elect Director Lawrence Tomlinson For For Management 1.3 Elect Director Shirley Young For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SAMSUNG ELECTRONICS CO. LTD. Ticker: 5930 Security ID: Y74718100 Meeting Date: MAR 19, 2010 Meeting Type: Annual Record Date: DEC 31, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Appropriation of Income and For For Management Year-End Dividends of KRW 7,500 per Common Share and KRW 7,550 per Preferred Share 2.1 Elect Lee In-Ho as Outside Director For For Management 2.2 Elect Lee In-Ho as Member of Audit For For Management Committee 3 Approve Total Remuneration of Inside For For Management Directors and Outside Directors - -------------------------------------------------------------------------------- SCHERING-PLOUGH CORP. Ticker: SGP Security ID: 806605101 Meeting Date: AUG 7, 2009 Meeting Type: Special Record Date: JUN 22, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with For For Management Acquisition 2 Adjourn Meeting For For Management - -------------------------------------------------------------------------------- SCHLUMBERGER LTD. Ticker: SLB Security ID: 806857108 Meeting Date: APR 7, 2010 Meeting Type: Annual Record Date: FEB 17, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect P. Camus as Director For Did Not Vote Management 1.2 Elect P. Currie as Director For Did Not Vote Management 1.3 Elect J.S. Gorelick as Director For Did Not Vote Management 1.4 Elect A. Gould as Director For Did Not Vote Management 1.5 Elect T. Isaac as Director For Did Not Vote Management 1.6 Elect K.V. Kamath as Director For Did Not Vote Management 1.7 Elect N. Kudryavtsev as Director For Did Not Vote Management 1.8 Elect A. Lajous as Director For Did Not Vote Management 1.9 Elect M.E. Marks as Director For Did Not Vote Management 1.10 Elect L.R. Reif as Director For Did Not Vote Management 1.11 Elect T.I. Sandvold as Director For Did Not Vote Management 1.12 Elect H. Seydoux as Director For Did Not Vote Management 2 Adopt and Approve Financials and For Did Not Vote Management Dividends 3 Approve 2010 Omnibus Stock Incentive For Did Not Vote Management Plan 4 Amend Qualified Employee Stock Purchase For Did Not Vote Management Plan 5 Ratify PricewaterhouseCoopers LLP as For Did Not Vote Management Auditors - -------------------------------------------------------------------------------- SOUTHWESTERN ENERGY COMPANY Ticker: SWN Security ID: 845467109 Meeting Date: MAY 18, 2010 Meeting Type: Annual Record Date: MAR 31, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lewis E. Epley, Jr. For For Management 1.2 Elect Director Robert L. Howard For For Management 1.3 Elect Director Harold M. Korell For For Management 1.4 Elect Director Vello A. Kuuskraa For For Management 1.5 Elect Director Kenneth R. Mourton For For Management 1.6 Elect Director Steven L. Mueller For For Management 1.7 Elect Director Charles E. Scharlau For For Management 2 Ratify Auditors For For Management 3 Increase Authorized Common Stock For Against Management 4 Require a Majority Vote for the Against Against Shareholder Election of Directors 5 Report on Political Contributions Against For Shareholder - -------------------------------------------------------------------------------- STAPLES, INC. Ticker: SPLS Security ID: 855030102 Meeting Date: JUN 7, 2010 Meeting Type: Annual Record Date: APR 12, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Basil L. Anderson For For Management 2 Elect Director Arthur M. Blank For For Management 3 Elect Director Mary Elizabeth Burton For For Management 4 Elect Director Justin King For For Management 5 Elect Director Carol Meyrowitz For For Management 6 Elect Director Rowland T. Moriarty For For Management 7 Elect Director Robert C. Nakasone For For Management 8 Elect Director Ronald L. Sargent For For Management 9 Elect Director Elizabeth A. Smith For For Management 10 Elect Director Robert E. Sulentic For For Management 11 Elect Director Vijay Vishwanath For For Management 12 Elect Director Paul F. Walsh For For Management 13 Approve Executive Incentive Bonus Plan For For Management 14 Amend Omnibus Stock Plan For For Management 15 Ratify Auditors For For Management 16 Provide Right to Act by Written Consent Against For Shareholder 17 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings - -------------------------------------------------------------------------------- STARWOOD HOTELS & RESORTS WORLDWIDE, INC. Ticker: HOT Security ID: 85590A401 Meeting Date: MAY 13, 2010 Meeting Type: Annual Record Date: MAR 17, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Adam M. Aron For For Management 1.2 Elect Director Charlene Barshefsky For For Management 1.3 Elect Director Thomas E. Clarke For For Management 1.4 Elect Director Clayton C. Daley, Jr. For For Management 1.5 Elect Director Bruce W. Duncan For For Management 1.6 Elect Director Lizanne Galbreath For For Management 1.7 Elect Director Eric Hippeau For For Management 1.8 Elect Director Stephen R. Quazzo For For Management 1.9 Elect Director Thomas O. Ryder For For Management 1.10 Elect Director Frits van Paasschen For For Management 1.11 Elect Director Kneeland C. Youngblood For For Management 2 Ratify Auditors For For Management 3 Amend Executive Incentive Bonus Plan For For Management - -------------------------------------------------------------------------------- STRAYER EDUCATION, INC. Ticker: STRA Security ID: 863236105 Meeting Date: APR 27, 2010 Meeting Type: Annual Record Date: FEB 25, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Robert S. Silberman For For Management 2 Elect Director Charlotte F. Beason, For For Management M.D. 3 Elect Director William E. Brock For For Management 4 Elect Director David A. Coulter For For Management 5 Elect Director Robert R. Grusky For For Management 6 Elect Director Robert L. Johnson For For Management 7 Elect Director Todd A. Milano For For Management 8 Elect Director G. Thomas Waite, III For For Management 9 Elect Director J. David Wargo For For Management 10 Ratify Auditors For For Management - -------------------------------------------------------------------------------- SUNTRUST BANKS, INC. Ticker: STI Security ID: 867914103 Meeting Date: APR 27, 2010 Meeting Type: Annual Record Date: FEB 17, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Robert M. Beall, II For For Management 2 Elect Director Alston D. Correll For For Management 3 Elect Director Jeffrey C. Crowe For For Management 4 Elect Director Patricia C. Frist For For Management 5 Elect Director Blake P. Garrett, Jr. For For Management 6 Elect Director David H. Hughes For For Management 7 Elect Director M. Douglas Ivester For For Management 8 Elect Director J. Hicks Lanier For For Management 9 Elect Director William A. Linnenbringer For For Management 10 Elect Director G. Gilmer Minor, III For For Management 11 Elect Director Larry L. Prince For For Management 12 Elect Director Frank S. Royal, M.D. For For Management 13 Elect Director Thomas R. Watjen For For Management 14 Elect Director James M. Wells, III For For Management 15 Elect Director Karen Hastie Williams For For Management 16 Elect Director Phail Wynn, Jr. For For Management 17 Amend Management Incentive Bonus Plan For For Management 18 Ratify Auditors For For Management 19 Advisory Vote on Executive Compensation For For Management 20 Prepare Sustainability Report Against For Shareholder - -------------------------------------------------------------------------------- SYNTHES, INC. Ticker: SYST Security ID: 87162M409 Meeting Date: APR 28, 2010 Meeting Type: Annual Record Date: MAR 31, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Receive The Report on Dividend Approved For For Management by The Board of Directors 3 Elect Director Charles Hedgepeth For For Management 4 Elect Director Amin Khoury For For Management 5 Elect Director Jobst Wagner For For Management 6 Elect Director Daniel Eicher For For Management 7 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TARGET CORPORATION Ticker: TGT Security ID: 87612E106 Meeting Date: JUN 9, 2010 Meeting Type: Annual Record Date: APR 12, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Calvin Darden For For Management 2 Elect Director Anne M. Mulcahy For For Management 3 Elect Director Stephen W. Sanger For For Management 4 Elect Director Gregg W. Steinhafel For For Management 5 Ratify Auditors For For Management 6 Declassify the Board of Directors For For Management 7 Reduce Supermajority Vote Requirement For For Management 8 Amend Articles of Incorporation For For Management 9 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- TECK RESOURCES LTD Ticker: TCK.B Security ID: 878742204 Meeting Date: APR 22, 2010 Meeting Type: Annual/Special Record Date: MAR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect M.M. Ashar as Director For For Management 1.2 Elect J.B. Aune as Director For For Management 1.3 Elect J.H. Bennett as Director For For Management 1.4 Elect H.J. Bolton as Director For For Management 1.5 Elect F.P. Chee as Director For For Management 1.6 Elect J.L. Cockwell as Director For For Management 1.7 Elect N.B. Keevil as Director For For Management 1.8 Elect N.B. Keevil III as Director For For Management 1.9 Elect T. Kuriyama as Director For For Management 1.10 Elect D.R. Lindsay as Director For For Management 1.11 Elect T. Mochihara as Director For For Management 1.12 Elect J.G. Rennie as Director For For Management 1.13 Elect W.S.R. Seyffert as Director For For Management 1.14 Elect C.M. Thompson as Director For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Approve Stock Option Plan For For Management - -------------------------------------------------------------------------------- TELLABS, INC. Ticker: TLAB Security ID: 879664100 Meeting Date: APR 29, 2010 Meeting Type: Annual Record Date: MAR 1, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Michael J. Birck For For Management 2 Elect Director Linda Wells Kahangi For For Management 3 Elect Director Robert W. Pullen For For Management 4 Elect Director Vincent H. Tobkin For For Management 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- TENCENT HOLDINGS LTD. Ticker: 700 Security ID: G87572148 Meeting Date: MAY 12, 2010 Meeting Type: Annual Record Date: MAY 6, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Declare Final Dividend For For Management 3a1 Reelect Zhang Zhidong as Director For For Management 3a2 Reelect Charles St Leger Searle as For For Management Director 3b Authorize Board to Fix the Remuneration For For Management of Directors 4 Reappoint Auditors and Authorize Board For For Management to Fix Their Remuneration 5 Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 6 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 7 Authorize Reissuance of Repurchased For Against Management Shares - -------------------------------------------------------------------------------- TEVA PHARMACEUTICAL INDUSTRIES LTD. Ticker: TEVA Security ID: 881624209 Meeting Date: JUN 29, 2010 Meeting Type: Annual Record Date: MAY 24, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Final Dividend of NIS 2.50 (USD For For Management 0.642) Per Share 2 Election Of Director: Mr. Abraham E. For For Management Cohen 3 Election Of Director: Mr. Amir Elstein For For Management 4 Election Of Director: Prof. Roger For For Management Kornberg 5 Election Of Director: Prof. Moshe Many For For Management 6 Election Of Director: Mr. Dan Propper For For Management 7 Approve Auditors and Authorize Board to For For Management Fix Their Remuneration 8 Approve Stock Option Plan For For Management 9 Approve Compensation of Board Chairman For For Management 10 Approve Compensation of Director For For Management 11 Approve Compensation of Director For For Management 12 Increase Authorized Share Capital For For Management - -------------------------------------------------------------------------------- THERMO FISHER SCIENTIFIC INC. Ticker: TMO Security ID: 883556102 Meeting Date: MAY 26, 2010 Meeting Type: Annual Record Date: MAR 29, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Marc N. Casper For For Management 2 Elect Director Tyler Jacks For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- THQ INC. Ticker: THQI Security ID: 872443403 Meeting Date: AUG 6, 2009 Meeting Type: Annual Record Date: JUN 8, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian J. Farrell For For Management 1.2 Elect Director Lawrence Burstein For For Management 1.3 Elect Director Henry T. DeNero For For Management 1.4 Elect Director Brian P. Dougherty For For Management 1.5 Elect Director Jeffrey W. Griffiths For For Management 1.6 Elect Director Gary E. Rieschel For For Management 1.7 Elect Director James L. Whims For For Management 2 Amend Qualified Employee Stock Purchase For For Management Plan 3 Ratify Auditors For For Management 4 Other Business For Against Management - -------------------------------------------------------------------------------- TIVO INC. Ticker: TIVO Security ID: 888706108 Meeting Date: SEP 2, 2009 Meeting Type: Annual Record Date: JUL 3, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Randy Komisar For For Management 1.2 Elect Director Thomas Wolzien For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management - -------------------------------------------------------------------------------- TJX COMPANIES, INC., THE Ticker: TJX Security ID: 872540109 Meeting Date: JUN 2, 2010 Meeting Type: Annual Record Date: APR 12, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Jose B. Alvarez For For Management 2 Elect Director Alan M. Bennett For For Management 3 Elect Director David A. Brandon For For Management 4 Elect Director Bernard Cammarata For For Management 5 Elect Director David T. Ching For For Management 6 Elect Director Michael F. Hines For For Management 7 Elect Director Amy B. Lane For For Management 8 Elect Director Carol Meyrowitz For For Management 9 Elect Director John F. O'Brien For For Management 10 Elect Director Willow B. Shire For For Management 11 Elect Director Fletcher H. Wiley For For Management 12 Ratify Auditors For For Management 13 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation - -------------------------------------------------------------------------------- TYCO ELECTRONICS LTD. Ticker: TEL Security ID: H8912P106 Meeting Date: OCT 8, 2009 Meeting Type: Special Record Date: AUG 24, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 To Approve Payment Of A Distribution To For Did Not Vote Management Shareholders Through Areduction Of The Par Value Of Our Shares, Such Payment To Bemade In Two Installments On Or Before March 26, 2010 (the End Ofthe Second Fiscal Quarter Of 2010). 2 To Approve Any Adjournments Or For Did Not Vote Management Postponements Of Theextraordinary General Meeting. 3 Transact Other Business (Voting) For Did Not Vote Management - -------------------------------------------------------------------------------- TYCO ELECTRONICS LTD. Ticker: TEL Security ID: H8912P106 Meeting Date: MAR 10, 2010 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Reelect Pierre Brondeau as Director For Did Not Vote Management 1.2 Reelect Ram Charan as Director For Did Not Vote Management 1.3 Reelect Juergen Gromer as Director For Did Not Vote Management 1.4 Reelect Robert Hernandez as Director For Did Not Vote Management 1.5 Reelect Thomas Lynch as Director For Did Not Vote Management 1.6 Reelect Daniel Phelan as Director For Did Not Vote Management 1.7 Reelect Frederic Poses as Director For Did Not Vote Management 1.8 Reelect Lawrence Smith as Director For Did Not Vote Management 1.9 Reelect Paula Sneed as Director For Did Not Vote Management 1.10 Reelect David Steiner as Director For Did Not Vote Management 1.11 Reelect John Van Scoter as Director For Did Not Vote Management 2.1 Accept Annual Report for Fiscal For Did Not Vote Management 2008/2009 2.2 Accept Statutory Financial Statements For Did Not Vote Management for Fiscal 2008/2009 2.3 Accept Consolidated Financial For Did Not Vote Management Statements for Fiscal 2008/2009 3 Approve Share Capital Reduction and For Did Not Vote Management Repayment of $0.64 per Share 4 Approve Discharge of Board and Senior For Did Not Vote Management Management 5 Increase the Number of Shares Available For Did Not Vote Management for Awards under Tyco Electronics Ltd. 2007 Stock and Incentive Plan 6.1 Ratify Deloitte & Touche LLP as For Did Not Vote Management Independent Registered Public Accounting Firm for Fiscal 2009/2010 6.2 Ratify Deloitte AG as Swiss Registered For Did Not Vote Management Auditors for Fiscal 2009/2010 6.3 Ratify PricewaterhouseCoopers AG as For Did Not Vote Management Special Auditor for Fiscal 2009/2010 7 Adjourn Meeting For Did Not Vote Management 8 Transact Other Business (Voting) For Did Not Vote Management - -------------------------------------------------------------------------------- UNION PACIFIC CORPORATION Ticker: UNP Security ID: 907818108 Meeting Date: MAY 6, 2010 Meeting Type: Annual Record Date: FEB 26, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Andrew H. Card, Jr. For For Management 2 Elect Director Erroll B. Davis, Jr. For For Management 3 Elect Director Thomas J. Donohue For For Management 4 Elect Director Archie W. Dunham For For Management 5 Elect Director Judith Richards Hope For For Management 6 Elect Director Charles C. Krulak For For Management 7 Elect Director Michael R. McCarthy For For Management 8 Elect Director Michael W. McConnell For For Management 9 Elect Director Thomas F. McLarty III For For Management 10 Elect Director Steven R. Rogel For For Management 11 Elect Director Jose H. Villarreal For For Management 12 Elect Director James R. Young For For Management 13 Ratify Auditors For For Management 14 Require Independent Board Chairman Against Against Shareholder 15 Reduce Supermajority Vote Requirement Against For Shareholder - -------------------------------------------------------------------------------- VERISIGN, INC. Ticker: VRSN Security ID: 92343E102 Meeting Date: MAY 27, 2010 Meeting Type: Annual Record Date: MAR 31, 2010 # 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 Mark D. McLaughlin For For Management 1.5 Elect Director Roger H. Moore For For Management 1.6 Elect Director John D. Roach For For Management 1.7 Elect Director Louis A. Simpson For For Management 1.8 Elect Director Timothy Tomlinson For For Management 2 Approve Executive Incentive Bonus Plan For For Management 3 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VERISK ANALYTICS, INC. Ticker: VRSK Security ID: 92345Y106 Meeting Date: JUN 16, 2010 Meeting Type: Annual Record Date: APR 19, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John F. Lehman, Jr. For For Management 1.2 Elect Director Andrew G. Mills For For Management 1.3 Elect Director Arthur J. Rothkopf For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: JAN 20, 2010 Meeting Type: Annual Record Date: NOV 27, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert W. Matschullat For For Management 1.2 Elect Director Cathy E. Minehan For For Management 1.3 Elect Director David J. Pang For For Management 1.4 Elect Director William S. Shanahan For For Management 1.5 Elect Director John A. Swainson For For Management 2 Ratify Auditors For For Management - -------------------------------------------------------------------------------- VISTAPRINT NV Ticker: VPRT Security ID: N93540107 Meeting Date: NOV 17, 2009 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 A Vote For The Election Of Nominee John For Did Not Vote Management J. Gavin, Jr. 2 A Vote For The Election Of Nominee For Did Not Vote Management George M. Overholser 3 A Vote For The Election Of Nominee Mark For Did Not Vote Management T. Thomas 4 Approve Our Performance Incentive Plan For Did Not Vote Management For Covered Employees 5 Appoint Ernst & Young Llp As Our For Did Not Vote Management Independent Registered Publicaccounting Firm For The Fiscal Year Ending June 30, 2010 - -------------------------------------------------------------------------------- VMWARE, INC. Ticker: VMW Security ID: 928563402 Meeting Date: MAY 21, 2010 Meeting Type: Annual Record Date: MAR 24, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WALGREEN CO. Ticker: WAG Security ID: 931422109 Meeting Date: JAN 13, 2010 Meeting Type: Annual Record Date: NOV 16, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven A. Davis For For Management 1.2 Elect Director William C. Foote For For Management 1.3 Elect Director Mark P. Frissora For For Management 1.4 Elect Director Alan G. McNally For For Management 1.5 Elect Director Nancy M. Schlichting For For Management 1.6 Elect Director David Y. Schwartz For For Management 1.7 Elect Director Alejandro Silva For For Management 1.8 Elect Director James A. Skinner For For Management 1.9 Elect Director Gregory D. Wasson For For Management 2 Ratify Auditors For For Management 3 Amend Stock Option Plan For Against Management 4 Reduce Supermajority Vote Requirement Against For Shareholder 5 Performance-Based Equity Awards Against Against Shareholder 6 Report on Charitable Contributions Against Against Shareholder - -------------------------------------------------------------------------------- WALT DISNEY COMPANY, THE Ticker: DIS Security ID: 254687106 Meeting Date: MAR 10, 2010 Meeting Type: Annual Record Date: JAN 11, 2010 # 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 For 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 Sheryl Sandberg For For Management 13 Elect Director Orin C. Smith For For Management 14 Ratify Auditors For For Management 15 Amend Omnibus Stock Plan For Against Management 16 Reduce Supermajority Vote Requirement For For Management 17 Reduce Supermajority Vote Requirement For For Management 18 Amend Articles of Incorporation to For For Management Delete Certain Tracking Stock Provisions 19 Amend Articles of Incorporation to For For Management Delete Classified Board Transition Provisions 20 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation 21 Amend EEO Policy to Prohibit Against Against Shareholder Discrimination Based on Ex-Gay Status - -------------------------------------------------------------------------------- WESTERN UNION COMPANY, THE Ticker: WU Security ID: 959802109 Meeting Date: MAY 14, 2010 Meeting Type: Annual Record Date: MAR 17, 2010 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Dinyar S. Devitre For For Management 2 Elect Director Christina A. Gold For For Management 3 Elect Director Betsy D. Holden For For Management 4 Elect Director Wulf Von Schimmelmann For For Management 5 Ratify Auditors For For Management - -------------------------------------------------------------------------------- WYETH Ticker: WYE Security ID: 983024100 Meeting Date: JUL 20, 2009 Meeting Type: Annual Record Date: JUN 5, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management 3.1 Elect Director Robert M. Amen For For Management 3.2 Elect Director Michael J. Critelli For For Management 3.3 Elect Director Frances D. Fergusson For For Management 3.4 Elect Director Victor F. Ganzi For For Management 3.5 Elect Director Robert Langer For For Management 3.6 Elect Director John P. Mascotte For For Management 3.7 Elect Director Raymond J. McGuire For For Management 3.8 Elect Director Mary Lake Polan For For Management 3.9 Elect Director Bernard Poussot For For Management 3.10 Elect Director Gary L. Rogers For For Management 3.11 Elect Director John R. Torell III For For Management 4 Ratify Auditors For For Management 5 Report on Political Contributions Against Against Shareholder 6 Amend Articles/Bylaws/Charter -- Call Against For Shareholder Special Meetings ========== 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: MFS SERIES TRUST II By (Signature and Title) MARIA F. DWYER* ------------------------------------------- Maria F. Dwyer, Principal Executive Officer Date: August 26, 2010 *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.