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 811-3561
CAPITAL APPRECIATION VARIABLE ACCOUNT
(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: December 31
Date of reporting period: July 1, 2009 - June 30, 2010
ITEM 1. PROXY VOTING RECORD.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-03561
Reporting Period: 07/01/2009 - 06/30/2010
Capital Appreciation Variable Account
==================== Capital Appreciation Variable Account =====================
3M COMPANY
Ticker: MMM Security ID: 88579Y101
Meeting Date: MAY 11, 2010 Meeting Type: Annual
Record Date: MAR 12, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Linda G. Alvarado For For Management
2 Elect Director George W. Buckley For For Management
3 Elect Director Vance D. Coffman For For Management
4 Elect Director Michael L. Eskew For For Management
5 Elect Director W. James Farrell For For Management
6 Elect Director Herbert L. Henkel For For Management
7 Elect Director Edward M. Liddy For For Management
8 Elect Director Robert S. Morrison For For Management
9 Elect Director Aulana L. Peters For For Management
10 Elect Director Robert J. Ulrich For For Management
11 Ratify Auditors For For Management
12 Amend Omnibus Stock Plan For Against Management
13 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
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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
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ACCENTURE PLC
Ticker: ACN Security ID: G1150G111
Meeting Date: AUG 5, 2009 Meeting Type: Special
Record Date: JUN 19, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Reincorporation from Bermuda to For For Management
Ireland through Scheme of Arrangement
2 Adjourn Meeting For For Management
1 Approve Reincorporation from Bermuda to For For Management
Ireland through Scheme of Arrangement
2 Adjourn Meeting For For Management
1 Approve the Creation of Distributable For For Management
Reserves for Accenture plc
2 Adjourn Meeting For For Management
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ACCENTURE PLC
Ticker: ACN Security ID: G1151C101
Meeting Date: FEB 4, 2010 Meeting Type: Annual
Record Date: DEC 14, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Reelect William L. Kimsey as a Director For For Management
1.2 Reelect Robert I. Lipp as a Director For For Management
1.3 Reelect Wulf von Schimmelmann as a For For Management
Director
2 Approve KPMG as Auditors and Authorize For For Management
Board to Fix Their Remuneration
3 Approve 2010 Share Incentive Plan For For Management
4 Approve 2010 Employee Share Purchase For For Management
Plan
5 Change Location of Annual Meeting For For Management
6 Authorize Open-Market Purchases of For For Management
Class A Ordinary Shares
7 Authorize Board to Determine Price For For Management
Range for the Issuance of Acquired
Treasury Stock
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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
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AMDOCS LIMITED
Ticker: DOX Security ID: G02602103
Meeting Date: JAN 21, 2010 Meeting Type: Annual
Record Date: NOV 23, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Bruce K. Anderson as a Director For For Management
1.2 Elect Adrian Gardner as a Director For For Management
1.3 Elect Charles E. Foster as a Director For For Management
1.4 Elect James S. Kahan as a Director For For Management
1.5 Elect Zohar Zisapel as a Director For For Management
1.6 Elect Dov Baharav as a Director For For Management
1.7 Elect Julian A. Brodsky as a Director For For Management
1.8 Elect Eli Gelman as a Director For For Management
1.9 Elect Nehemia Lemelbaum as a Director For For Management
1.10 Elect John T. McLennan as a Director For For Management
1.11 Elect Robert A. Minicucci as a Director For For Management
1.12 Elect Simon Olswang as a Director For For Management
1.13 Elect Giora Yaron as a Director For For Management
2 Accept Consolidated Financial For For Management
Statements and Statutory Reports
3 Approve Ernst & Young LLP as Auditors For For Management
and Authorize Board to Fix Their
Remuneration
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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
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AUTOMATIC DATA PROCESSING, INC.
Ticker: ADP Security ID: 053015103
Meeting Date: NOV 10, 2009 Meeting Type: Annual
Record Date: SEP 11, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gregory D. Brenneman For For Management
1.2 Elect Director Leslie A. Brun For For Management
1.3 Elect Director Gary C. Butler For For Management
1.4 Elect Director Leon G. Cooperman For For Management
1.5 Elect Director Eric C. Fast For For Management
1.6 Elect Director Linda R. Gooden For For Management
1.7 Elect Director R. Glenn Hubbard For For Management
1.8 Elect Director John P. Jones For For Management
1.9 Elect Director Charles H. Noski For For Management
1.10 Elect Director Sharon T. Rowlands For For Management
1.11 Elect Director Gregory L. Summe For For Management
2 Ratify Auditors For For Management
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BANK OF NEW YORK MELLON CORPORATION, THE
Ticker: BK Security ID: 064058100
Meeting Date: APR 13, 2010 Meeting Type: Annual
Record Date: FEB 12, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ruth E. Bruch For For Management
1.2 Elect Director Nicholas M. Donofrio For For Management
1.3 Elect Director Gerald L. Hassell For For Management
1.4 Elect Director Edmund F. Kelly For For Management
1.5 Elect Director Robert P. Kelly For For Management
1.6 Elect Director Richard J. Kogan For For Management
1.7 Elect Director Michael J. Kowalski For For Management
1.8 Elect Director John A. Luke, Jr. For For Management
1.9 Elect Director Robert Mehrabian For For Management
1.10 Elect Director Mark A. Nordenberg For For Management
1.11 Elect Director Catherine A. Rein For For Management
1.12 Elect Director William C. Richardson For For Management
1.13 Elect Director Samuel C. Scott III For For Management
1.14 Elect Director John P. Surma For For Management
1.15 Elect Director Wesley W. von Schack For For Management
2 Advisory Vote to Ratify Named Executive For For Management
Officers' Compensation
3 Ratify Auditors For For Management
4 Provide for Cumulative Voting Against Against Shareholder
5 Stock Retention/Holding Period Against Against Shareholder
6 Submit Severance Agreement Against For Shareholder
(Change-in-Control) to Shareholder Vote
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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
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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
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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
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CHEVRON CORPORATION
Ticker: CVX Security ID: 166764100
Meeting Date: MAY 26, 2010 Meeting Type: Annual
Record Date: APR 1, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director S.H. Armacost For For Management
2 Elect Director L.F. Deily For For Management
3 Elect Director R.E. Denham For For Management
4 Elect Director R.J. Eaton For For Management
5 Elect Director C. Hagel For For Management
6 Elect Director E. Hernandez For For Management
7 Elect Director F.G. Jenifer For For Management
8 Elect Director G.L. Kirkland For For Management
9 Elect Director S. Nunn For For Management
10 Elect Director D.B. Rice For For Management
11 Elect Director K.W. Sharer For For Management
12 Elect Director C.R. Shoemate For For Management
13 Elect Director J.G. Stumpf For For Management
14 Elect Director R.D. Sugar For For Management
15 Elect Director C. Ware For For Management
16 Elect Director J.S. Watson For For Management
17 Ratify Auditors For For Management
18 Provide Right to Call Special Meeting For For Management
19 Request Director Nominee with Against Against Shareholder
Environmental Qualifications
20 Stock Retention/Holding Period Against Against Shareholder
21 Disclose Payments To Host Governments Against Against Shareholder
22 Adopt Guidelines for Country Selection Against Against Shareholder
23 Report on Financial Risks From Climate Against Against Shareholder
Change
24 Amend Bylaws to Establish a Board Against Against Shareholder
Committee on Human Rights
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CHURCH & DWIGHT CO., INC.
Ticker: CHD Security ID: 171340102
Meeting Date: MAY 6, 2010 Meeting Type: Annual
Record Date: MAR 8, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Bradley C. Irwin For For Management
1.2 Elect Director Jeffrey A. Levick For For Management
1.3 Elect Director Arthur B. Winkleblack For For Management
2 Ratify Auditors For For Management
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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
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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
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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
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COMPANHIA DE BEBIDAS DAS AMERICAS - AMBEV
Ticker: AMBV3 Security ID: 20441W203
Meeting Date: APR 28, 2010 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and None None Management
Statutory Reports for Fiscal Year Ended
Dec. 31, 2009
2 Approve Allocation of Income and None None Management
Dividends
3 Approve Remuneration of Executive None None Management
Officers, Non-Executive Directors
4 Elect Fiscal Council Members and Fix For For Management
Their Remuneration
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CVS CAREMARK CORPORATION
Ticker: CVS Security ID: 126650100
Meeting Date: MAY 12, 2010 Meeting Type: Annual
Record Date: MAR 15, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Edwin M. Banks For For Management
2 Elect Director C. David Brown II For For Management
3 Elect Director David W. Dorman For For Management
4 Elect Director Kristen Gibney Williams For For Management
5 Elect Director Marian L. Heard For For Management
6 Elect Director William H. Joyce For For Management
7 Elect Director Jean-Pierre Millon For For Management
8 Elect Director Terrence Murray For For Management
9 Elect Director C.A. Lance Piccolo For For Management
10 Elect Director Sheli Z. Rosenberg For For Management
11 Elect Director Thomas M. Ryan For For Management
12 Elect Director Richard J. Swift For For Management
13 Ratify Auditors For For Management
14 Approve Omnibus Stock Plan For For Management
15 Provide Right to Call Special Meeting For For Management
16 Report on Political Contributions Against For Shareholder
17 Adopt Global Warming Principles Against Against Shareholder
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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
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DANONE
Ticker: BN Security ID: F12033134
Meeting Date: APR 22, 2010 Meeting Type: Annual/Special
Record Date: APR 19, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements and For For Management
Statutory Reports
2 Accept Consolidated Financial For For Management
Statements and Statutory Reports
3 Approve Allocation of Income and For For Management
Dividends of EUR 1.20 per Share
4 Reelect Franck Riboud as Director For For Management
5 Reelect Emmanuel Faber as Director For For Management
6 Reelect PricewaterhouseCoopers Audit as For For Management
Auditor
7 Ratify Ernst & Young et Autres as For For Management
Auditor
8 Ratify Yves Nicolas as Alternate For For Management
Auditor
9 Ratify Auditex as Alternate Auditor For For Management
10 Approve Auditors' Special Report For For Management
Regarding Related-Party Transactions
11 Approve Transaction with Franck Riboud For For Management
12 Approve Transaction with Emmanuel Faber For For Management
13 Approve Transaction with Bernard Hours For For Management
14 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
15 Authorize up to 0.4 Percent of Issued For For Management
Capital for Use in Restricted Stock
Plan
16 Amend Stock Ownership Limitations For For Management
17 Authorize Filing of Required For For Management
Documents/Other Formalities
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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
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DIAGEO PLC
Ticker: DGE Security ID: G42089113
Meeting Date: OCT 14, 2009 Meeting Type: Annual
Record Date: OCT 12, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Approve Final Dividend of 22.2 Pence For For Management
Per Ordinary Share
4 Re-elect Laurence Danon as Director For For Management
5 Re-elect Lord (Clive) Hollick of For For Management
Notting Hill as Director
6 Re-elect Paul Walsh as Director For For Management
7 Elect Peggy Bruzelius as Director For For Management
8 Elect Betsy Holden as Director For For Management
9 Reappoint KPMG Audit plc as Auditors of For For Management
the Company
10 Authorise Board to Fix Remuneration of For For Management
Auditors
11 Authorise Issue of Equity with For For Management
Pre-emptive Rights Under a General
Authority up to GBP 241,092,000 and an
Additional Amount Pursuant to a Rights
Issue of up to GBP 482,185,000 After
Deducting Any Securities Issued Under
the General Authority
12 If Resolution 11 is Passed, Authorise For For Management
Issue of Equity or Equity-Linked
Securities without Pre-emptive Rights
up to Aggregate Nominal Amount of GBP
39,842,000
13 Authorise 249,964,000 Ordinary Shares For For Management
for Market Purchase
14 Authorise the Company and its For For Management
Subsidiaries to Make EU Political
Donations to Political Parties, to Make
EU Political Donations to Political
Organisations Other Than Political
Parties and to Incur EU Political
Expenditure up to GBP 200,000
15 Approve Diageo plc 2009 Discretionary For For Management
Incentive Plan
16 Approve Diageo plc 2009 Executive Long For For Management
Term Incentive Plan
17 Approve Diageo plc 2009 International For For Management
Sharematch Plan
18 Authorise Board to Establish Future For For Management
Share Plans for the Benefit of
Employees Overseas Based on the Diageo
plc 2009 Discretionary Incentive Plan,
the Diageo plc 2009 Executive Long Term
Incentive Plan and the Diageo plc 2009
International Sharematch Plan
19 Approve Diageo plc 2009 Irish Sharesave For For Management
Scheme
20 Amend Diageo plc Executive Share Option For For Management
Plan
21 Amend Diageo plc 2008 Senior Executive For For Management
Share Option Plan
22 Amend Diageo plc Senior Executive Share For For Management
Option Plan
23 Approve That a General Meeting Other For For Management
Than an Annual General Meeting May Be
Called on Not Less Than 14 Clear Days'
Notice
24 Adopt New Articles of Association For For Management
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DIRECTV
Ticker: DTV Security ID: 25459L106
Meeting Date: NOV 19, 2009 Meeting Type: Special
Record Date: OCT 9, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Approve Voting and Right of First For For Management
Refusal
3 Adjourn Meeting For For Management
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DIRECTV
Ticker: DTV Security ID: 25490A101
Meeting Date: JUN 3, 2010 Meeting Type: Annual
Record Date: APR 5, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Neil R. Austrian For For Management
1.2 Elect Director Ralph F. Boyd, Jr. For For Management
1.3 Elect Director Paul A. Gould For For Management
1.4 Elect Director Charles R. Lee For For Management
1.5 Elect Director Peter A. Lund For For Management
1.6 Elect Director Gregory B. Maffei For For Management
1.7 Elect Director John C. Malone For For Management
1.8 Elect Director Nancy S. Newcomb For For Management
1.9 Elect Director Haim Saban For For Management
1.10 Elect Director Michael D. White For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
5 Stock Retention/Holding Period Against Against Shareholder
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DUN & BRADSTREET CORPORATION, THE
Ticker: DNB Security ID: 26483E100
Meeting Date: MAY 4, 2010 Meeting Type: Annual
Record Date: MAR 8, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director John W. Alden For For Management
2 Elect Director Christopher J. Coughlin For For Management
3 Elect Director Sara Mathew For For Management
4 Ratify Auditors For For Management
5 Reduce Supermajority Vote Requirement For For Shareholder
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EBAY INC.
Ticker: EBAY Security ID: 278642103
Meeting Date: APR 29, 2010 Meeting Type: Annual
Record Date: MAR 4, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director David M. Moffett For For Management
2 Elect Director Richard T. Schlosberg, For For Management
III
3 Elect Director Thomas J. Tierney For For Management
4 Amend Executive Incentive Bonus Plan For For Management
5 Amend Omnibus Stock Plan For For Management
6 Ratify Auditors For For Management
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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
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EXXON MOBIL CORPORATION
Ticker: XOM Security ID: 30231G102
Meeting Date: MAY 26, 2010 Meeting Type: Annual
Record Date: APR 6, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director M.J. Boskin For For Management
1.2 Elect Director P. Brabeck-Letmathe For For Management
1.3 Elect Director L.R. Faulkner For For Management
1.4 Elect Director J.S. Fishman For For Management
1.5 Elect Director K.C. Frazier For For Management
1.6 Elect Director W.W. George For For Management
1.7 Elect Director M.C. Nelson For For Management
1.8 Elect Director S.J. Palmisano For For Management
1.9 Elect Director S.C. Reinemund For For Management
1.10 Elect Director R.W. Tillerson For For Management
1.11 Elect Director E.E. Whitacre, Jr. For For Management
2 Ratify Auditors For For Management
3 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
4 Reincorporate in Another State [from Against Against Shareholder
New Jersey to North Dakota]
5 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
6 Amend EEO Policy to Prohibit Against Against Shareholder
Discrimination based on Sexual
Orientation and Gender Identity
7 Adopt Policy on Human Right to Water Against Against Shareholder
8 Adopt Policy to Address Coastal Against Against Shareholder
Louisiana Environmental Impacts
9 Report on Environmental Impact of Oil Against Against Shareholder
Sands Operations in Canada
10 Report on Environmental Impacts of Against Against Shareholder
Natural Gas Fracturing
11 Report on Energy Technologies Against Against Shareholder
Development
12 Adopt Quantitative GHG Goals from Against Against Shareholder
Products and Operations
13 Report on Risks of Alternative Against Against Shareholder
Long-term Fossil Fuel Demand Estimates
- --------------------------------------------------------------------------------
FIDELITY NATIONAL INFORMATION SERVICES INC
Ticker: FIS Security ID: 31620M106
Meeting Date: SEP 4, 2009 Meeting Type: Special
Record Date: JUN 29, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with For For Management
Acquisition
2 Approve Issuance of Shares for a For For Management
Private Placement
3 Approve Issuance of Shares for a For For Management
Private Placement
4 Adjourn Meeting For For Management
- --------------------------------------------------------------------------------
FIDELITY NATIONAL INFORMATION SERVICES INC
Ticker: FIS Security ID: 31620M106
Meeting Date: MAY 27, 2010 Meeting Type: Annual
Record Date: MAR 30, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Stephan A. James For For Management
1.2 Elect Director James Neary For Withhold Management
1.3 Elect Director Frank R. Martire For Withhold Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
GENZYME CORPORATION
Ticker: GENZ Security ID: 372917104
Meeting Date: JUN 16, 2010 Meeting Type: Proxy Contest
Record Date: APR 9, 2010
# Proposal Mgt Rec Vote Cast Sponsor
Management Proxy (White Card) None None
1.1 Elect Director Douglas A. Berthiaume For For Management
1.2 Elect Director Robert J. Bertolini For For Management
1.3 Elect Director Gail K. Boudreaux For For Management
1.4 Elect Director Robert J. Carpenter For For Management
1.5 Elect Director Charles L. Cooney For For Management
1.6 Elect Director Victor J. Dzau For For Management
1.7 Elect Director Connie Mack, III For For Management
1.8 Elect Director Richard F. Syron For For Management
1.9 Elect Director Henri A. Termeer For For Management
1.10 Elect Director Ralph V. Whitworth For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Amend Qualified Employee Stock Purchase For Against Management
Plan
4 Amend Non-Employee Director Omnibus For Against Management
Stock Plan
5 Provide Right to Call Special Meeting For For Management
6 Ratify Auditors For For Management
# Proposal Diss Rec Vote Cast Sponsor
Dissident Proxy (Gold Card) None None
1.1 Elect Director Steven Burakoff For Did Not Vote Shareholder
1.2 Elect Director Alexander J. Denner For Did Not Vote Shareholder
1.3 Elect Director Carl C. Icahn For Did Not Vote Shareholder
1.4 Elect Director Richard Mulligan For Did Not Vote Shareholder
1.5 Management Nominee - Douglas A. For Did Not Vote Shareholder
Berthiaume
1.6 Management Nominee - Robert J. For Did Not Vote Shareholder
Bertolini
1.7 Management Nominee - Gail K. Boudreaux For Did Not Vote Shareholder
1.8 Management Nominee - Robert J. For Did Not Vote Shareholder
Carpenter
1.9 Management Nominee - Victor J. Dzau For Did Not Vote Shareholder
1.10 Management Nominee - Ralph V. Whitworth For Did Not Vote Shareholder
2 Amend Omnibus Stock Plan For Did Not Vote Management
3 Amend Qualified Employee Stock Purchase For Did Not Vote Management
Plan
4 Amend Non-Employee Director Omnibus Against Did Not Vote Management
Stock Plan
5 Provide Right to Call Special Meeting For Did Not Vote Management
6 Ratify Auditors For Did Not Vote Management
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
GRUPO TELEVISA S.A.
Ticker: TV Security ID: 40049J206
Meeting Date: DEC 10, 2009 Meeting Type: Special
Record Date: NOV 23, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Dividends For For Management
2 Designate Inspector or Shareholder For For Management
Representative(s) of Minutes of Meeting
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
HESS CORPORATION
Ticker: HES Security ID: 42809H107
Meeting Date: MAY 5, 2010 Meeting Type: Annual
Record Date: MAR 15, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director N.F. Brady For Withhold Management
1.2 Elect Director G.P. Hill For For Management
1.3 Elect Director T.H. Kean For Withhold Management
1.4 Elect Director F.A. Olson For Withhold Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Report on Political Contributions Against For Shareholder
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORPORATION
Ticker: IBM Security ID: 459200101
Meeting Date: APR 27, 2010 Meeting Type: Annual
Record Date: FEB 26, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director A. J. P. Belda For For Management
2 Elect Director C. Black For For Management
3 Elect Director W. R. Brody For For Management
4 Elect Director K. I. Chenault For For Management
5 Elect Director M. L. Eskew For For Management
6 Elect Director S. A. Jackson For For Management
7 Elect Director A. N. Liveris For For Management
8 Elect Director W. J. McNerney, Jr. For For Management
9 Elect Director T. Nishimuro For For Management
10 Elect Director J. W. Owens For For Management
11 Elect Director S. J. Palmisano For For Management
12 Elect Director J. E. Spero For For Management
13 Elect Director S. Taurel For For Management
14 Elect Director L. H. Zambrano For For Management
15 Ratify Auditors For For Management
16 Adopt Policy on Bonus Banking Against Against Shareholder
17 Provide for Cumulative Voting Against Against Shareholder
18 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
19 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
LVMH MOET HENNESSY LOUIS VUITTON
Ticker: MC Security ID: F58485115
Meeting Date: APR 15, 2010 Meeting Type: Annual/Special
Record Date: APR 12, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements and For For Management
Statutory Reports
2 Accept Consolidated Financial For For Management
Statements and Statutory Reports
3 Approve Auditors' Special Report For Against Management
Regarding Related-Party Transactions
4 Approve Allocation of Income and For For Management
Dividends of EUR 1.60 per Share
5 Reelect Bernard Arnault as Director For For Management
6 Reelect Delphine Arnault as Director For For Management
7 Reelect Nicholas Clive Worms as For For Management
Director
8 Reelect Patrick Houel as Director For For Management
9 Reelect Felix G. Rohatyn as Director For For Management
10 Reelect Hubert Vedrine as Director For For Management
11 Elect Helene Carrere d' Encausse as For For Management
Director
12 Reelect Kilian Hennesy as Censor For For Management
13 Reelect Deloitte & Associes as Auditor For For Management
14 Ratify Ernst & Young Audit as Auditor For For Management
15 Reelect Denis Grison as Alternate For For Management
Auditor
16 Ratify Auditex as Alternate Auditor For For Management
17 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
18 Approve Reduction in Share Capital via For For Management
Cancellation of Repurchased Shares
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
MEDTRONIC, INC.
Ticker: MDT Security ID: 585055106
Meeting Date: AUG 27, 2009 Meeting Type: Annual
Record Date: JUN 29, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard H. Anderson For For Management
1.2 Elect Director Victor J. Dzau For For Management
1.3 Elect Director William A. Hawkins For For Management
1.4 Elect Director S. Ann Jackson For For Management
1.5 Elect Director Denise M. O'Leary For For Management
1.6 Elect Director Robert C. Pozen For For Management
1.7 Elect Director Jean-pierre Rosso For For Management
1.8 Elect Director Jack W. Schuler For For Management
2 Ratify Auditors For For Management
3 Amend Qualified Employee Stock Purchase For For Management
Plan
4 Amend Omnibus Stock Plan 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
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
NESTLE SA
Ticker: NESN Security ID: H57312649
Meeting Date: APR 15, 2010 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Accept Financial Statements and For Did Not Vote Management
Statutory Reports
1.2 Approve Remuneration Report For Did Not Vote Management
2 Approve Discharge of Board and Senior For Did Not Vote Management
Management
3 Approve Allocation of Income and For Did Not Vote Management
Dividends of CHF 1.60 per Share
4.1.1 Reelect Andre Kudelski as Director For Did Not Vote Management
4.1.2 Reelect Jean-Rene Fourtou as Director For Did Not Vote Management
4.1.3 Reelect Steven Hoch as Director For Did Not Vote Management
4.1.4 Reelect Peter Brabeck-Letmathe as For Did Not Vote Management
Director
4.2.1 Elect Titia de Lange as Director For Did Not Vote Management
4.2.2 Elect Jean-Pierre Roth as Director For Did Not Vote Management
4.3 Ratify KPMG AG as Auditors For Did Not Vote Management
5 Approve CHF 18.5 Million Reduction in For Did Not Vote Management
Share Capital via Cancellation of
Repurchased Shares
6 Amend Articles Re: Share Certificates For Did Not Vote Management
due to New Swiss Federal Act on
Intermediated Securities
- --------------------------------------------------------------------------------
NETAPP, INC.
Ticker: NTAP Security ID: 64110D104
Meeting Date: OCT 14, 2009 Meeting Type: Annual
Record Date: AUG 17, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Daniel J. Warmenhoven For For Management
1.2 Elect Director Donald T. Valentine For For Management
1.3 Elect Director Jeffry R. Allen For For Management
1.4 Elect Director Alan L. Earhart For For Management
1.5 Elect Director Thomas Georgens For For Management
1.6 Elect Director Mark Leslie For For Management
1.7 Elect Director Nicholas G. Moore For For Management
1.8 Elect Director George T. Shaheen For For Management
1.9 Elect Director Robert T. Wall For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Amend Omnibus Stock Plan For Against Management
4 Amend Qualified Employee Stock Purchase For For Management
Plan
5 Amend Executive Incentive Bonus Plan For For Management
6 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
OMNICOM GROUP INC.
Ticker: OMC Security ID: 681919106
Meeting Date: MAY 25, 2010 Meeting Type: Annual
Record Date: APR 5, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John D. Wren For For Management
1.2 Elect Director Bruce Crawford For For Management
1.3 Elect Director Alan R. Batkin For For Management
1.4 Elect Director Robert Charles Clark For For Management
1.5 Elect Director Leonard S. Coleman, Jr. For For Management
1.6 Elect Director Errol M. Cook For For Management
1.7 Elect Director Susan S. Denison For For Management
1.8 Elect Director Michael A. Henning For For Management
1.9 Elect Director John R. Murphy For For Management
1.10 Elect Director John R. Purcell For For Management
1.11 Elect Director Linda Johnson Rice For For Management
1.12 Elect Director Gary L. Roubos For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Adopt Majority Voting for Uncontested For For Management
Election of Directors
5 Reimburse Proxy Contest Expenses Against For Shareholder
6 Adopt a Policy in which the Company Against Against Shareholder
will not Make or Promise to Make Any
Death Benefit Payments to Senior
Executives
7 Reduce Supermajority Vote Requirement Against For Shareholder
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
PATTERSON COMPANIES INC.
Ticker: PDCO Security ID: 703395103
Meeting Date: SEP 14, 2009 Meeting Type: Annual
Record Date: JUL 17, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ellen A. Rudnick For For Management
1.2 Elect Director Harold C. Slavkin For For Management
1.3 Elect Director James W. Wiltz For For Management
1.4 Elect Director Les C. Vinney For For Management
2 Amend Omnibus Stock Plan For For Management
3 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
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
SAMSUNG ELECTRONICS CO. LTD.
Ticker: 5930 Security ID: 796050888
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
- --------------------------------------------------------------------------------
ST. JUDE MEDICAL, INC.
Ticker: STJ Security ID: 790849103
Meeting Date: MAY 7, 2010 Meeting Type: Annual
Record Date: MAR 10, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Stuart M. Essig For For Management
1.2 Elect Director Barbara B. Hill For For Management
1.3 Elect Director Michael A. Rocca For For Management
2 Ratify Auditors For For Management
3 Prepare Sustainability Report 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
- --------------------------------------------------------------------------------
STATE STREET CORPORATION
Ticker: STT Security ID: 857477103
Meeting Date: MAY 19, 2010 Meeting Type: Annual
Record Date: MAR 15, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director K. Burnes For For Management
2 Elect Director P. Coym For For Management
3 Elect Director P. De Saint-Aignan For For Management
4 Elect Director A. Fawcett For For Management
5 Elect Director D. Gruber For For Management
6 Elect Director L. Hill For For Management
7 Elect Director J. Hooley For For Management
8 Elect Director R. Kaplan For For Management
9 Elect Director C. LaMantia For For Management
10 Elect Director R. Logue For For Management
11 Elect Director R. Sergel For For Management
12 Elect Director R. Skates For For Management
13 Elect Director G. Summe For For Management
14 Elect Director R. Weissman For For Management
15 Advisory Vote to Ratify Named Executive For For Management
Officers' Compensation
16 Ratify Auditors For For Management
17 Require Independent Board Chairman Against Against Shareholder
18 Report on Pay Disparity Against Against 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
- --------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.
Ticker: 2330 Security ID: 874039100
Meeting Date: JUN 15, 2010 Meeting Type: Annual
Record Date: APR 19, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve 2009 Business Operations Report For For Management
and Financial Statements
2 Approve 2009 Allocation of Income and For For Management
Dividends
3 Amend Articles of Association For For Management
4 Amend Operating Procedures for For For Management
Derivatives Transactions
5 Transact Other Business None None 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
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
UNITED TECHNOLOGIES CORPORATION
Ticker: UTX Security ID: 913017109
Meeting Date: APR 14, 2010 Meeting Type: Annual
Record Date: FEB 16, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Louis R. Chenevert For For Management
1.2 Elect Director John V. Faraci For For Management
1.3 Elect Director Jean-Pierre Garnier, For For Management
Ph.D.
1.4 Elect Director Jamie S. Gorelick For For Management
1.5 Elect Director Carlos M. Gutierrez For For Management
1.6 Elect Director Edward A. Kangas For For Management
1.7 Elect Director Charles R. Lee For For Management
1.8 Elect Director Richard D. McCormick For For Management
1.9 Elect Director Harold McGraw, III For For Management
1.10 Elect Director Richard B. Myers For For Management
1.11 Elect Director H. Patrick Swygert For For Management
1.12 Elect Director Andre Villeneuve For For Management
1.13 Elect Director Christine Todd Whitman For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
- --------------------------------------------------------------------------------
VCA ANTECH, INC.
Ticker: WOOF Security ID: 918194101
Meeting Date: JUN 14, 2010 Meeting Type: Annual
Record Date: APR 19, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert L. Antin For Withhold Management
2 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
- --------------------------------------------------------------------------------
W.W. GRAINGER, INC.
Ticker: GWW Security ID: 384802104
Meeting Date: APR 28, 2010 Meeting Type: Annual
Record Date: MAR 1, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Brian P. Anderson For For Management
1.2 Elect Director Wilbur H. Gantz For For Management
1.3 Elect Director V. Ann Hailey For For Management
1.4 Elect Director William K. Hall For For Management
1.5 Elect Director Stuart L. Levenick For For Management
1.6 Elect Director John W. McCarter, Jr. For For Management
1.7 Elect Director Neil S. Novich For For Management
1.8 Elect Director Michael J. Roberts For For Management
1.9 Elect Director Gary L. Rogers For For Management
1.10 Elect Director James T. Ryan For For Management
1.11 Elect Director E. Scott Santi For For Management
1.12 Elect Director James D. Slavik For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
- --------------------------------------------------------------------------------
WATERS CORPORATION
Ticker: WAT Security ID: 941848103
Meeting Date: MAY 11, 2010 Meeting Type: Annual
Record Date: MAR 17, 2010
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joshua Bekenstein For For Management
1.2 Elect Director Michael J. Berendt For For Management
1.3 Elect Director Douglas A. Berthiaume For For Management
1.4 Elect Director Edward Conard For For Management
1.5 Elect Director Laurie H. Glimcher For For Management
1.6 Elect Director Christopher A. Kuebler For For Management
1.7 Elect Director William J. Miller For For Management
1.8 Elect Director Joann A. Reed For For Management
1.9 Elect Director Thomas P. Salice For For Management
2 Ratify Auditors For For Management
- --------------------------------------------------------------------------------
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
========== 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: CAPITAL APPRECIATION VARIABLE ACCOUNT
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.