UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-08560
GAMCO International Growth Fund, Inc.
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2010 - June 30, 2011
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (Sections 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2010 TO JUNE 30, 2011
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 1
Investment Company Report
TESCO PLC, CHESHUNT
SECURITY G87621101 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 02-Jul-2010
ISIN GB0008847096 AGENDA 702506607 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Receive the accounts and reports of the Directors and the Management For For
Auditors for the FYE 27 FEB 2010
2 Approve the Directors' remuneration report for the FYE 27 FEB Management For For
2010
3 Declare the final dividend of 9.16 pence per share recommended Management For For
by the Directors
4 Re-elect Ken Hydon as a Director Management For For
5 Re-elect Tim Mason as a Director Management For For
6 Re-elect Lucy Neville-Rolfe, CMG as a Director Management For For
7 Re-elect David Potts as a Director Management For For
8 Re-elect David Reid as a Director Management For For
9 Re-appoint PricewaterhouseCoopers LLP as the Auditors of the Management For For
Company, to hold office until the conclusion of the next
general meeting at which accounts are laid before the Company
10 Approve the remuneration of PricewaterhouseCoopers LLP be Management For For
determined by the Directors
11 Authorize the Directors, in place of the equivalent authority Management For For
given to the Directors at the last AGM (but without prejudice
to the continuing authority of the Directors to allot relevant
securities pursuant to an offer or agreement made by the
Company before the expiry of the authority pursuant to which
such offer or agreement was made), in accordance with Section
551 of the Companies Act 2006 (the Act) to allot: (i) shares
in the Company or grant rights to subscribe for or to convert
any securities into shares in the Company up to a maximum
aggregate nominal amount of GBP 133,688,202; CONTD..
CONT ..CONTD and in addition (ii) equity securities of the Company Non-Voting
(within the-meaning of Section 560 of the Act) in connection
with an offer of such-securities by way of a rights issue up
to an aggregate nominal amount of GBP-133,688,202, Authority
shall expire on the date of the next AGM of the-Company after
the passing of this resolution ; and the Board may allot
equity- securities in pursuance of such an offer or agreement
as if the authority-conferred had not expired
S.12 Authorize the Directors, subject to and conditional on the Management For For
passing of Resolution 11, pursuant to Section 570 of the Act
to allot equity securities (within the meaning of Section 560
of the Act) for cash pursuant to the authority given by
Resolution 11 as if sub-Section 1 of Section 561 of the Act
did not apply to any such allotment provided that this power
shall be limited: (i) to the allotment of equity securities in
connection with an offer of such securities by way of a rights
issue (as defined in Resolution 11; and (ii) to the allotment
(otherwise than pursuant to sub-Paragraph (i) above) of equity
securities up to an aggregate nominal value of GBP 20,053,230;
CONTD..
CONT ..CONTD Authority shall expire on the date of the next AGM of Non-Voting
the Company-after the passing of this resolution and the
Board may allot equity-securities in pursuance of such an
offer or agreement as if the power-conferred hereby had not
expired
S.13 Authorize the Company, to make market purchases (within the Management For For
meaning of Section 693(4) of the Act) of Ordinary Shares of 5p
each in the capital of the Company ("Shares") on such terms as
the Directors think fit, and where such Shares are held as
treasury shares, the Company may use them for the purposes set
out in Section 727 of the Act, including for the purpose of
its Employee Share Schemes, provided that: a) the maximum
number of Shares which may be purchased is 802,129,223 Shares;
b) the minimum price, exclusive of any expenses, which may be
paid for each Share is 5p; c) the maximum price, exclusive of
any expenses, which may be paid for each Share is an amount
equal to the higher of: (i) 105% of the average of the middle
market quotations of a Share as derived from the London Stock
Exchange CONTD
CONT CONTD Daily Official List for the five business days Non-Voting
immediately preceding-the day on which the share is contracted
to be purchased; and (ii) the amount-stipulated by Article
5(1) of the Buy-back and Stabilization Regulation
2003;-Authority will expire at the close of the next AGM of
the Company (except in-relation to the purchase of Shares, the
contract for which was concluded- before the expiry of this
authority and which will or may be executed wholly-or partly
after such expiry) ; the Company may make a contract to
purchase-Shares under this authority before the expiry of the
authority which will or-may be executed wholly or partly after
the expiry of the authority, and may-make a purchase of Shares
in pursuance of any such contract
14 Authorize, in accordance with Section 366 of the Act, the Management For For
Company and all Companies that are its subsidiaries at any
time during the period for which this resolution has effect
to: (a) make donations to political parties and/or independent
election candidates; (b) make political donations to political
organizations, other than political parties; (c) incur
political expenditure, during the period beginning with the
date of the passing of this resolution and ending on the date
of the Company's next AGM, such that the aggregate of all
expenditure under paragraphs (a), (b) and (c) shall not exceed
GBP 100,000 in total
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 2
15 Authorize the Directors: (a) to renew and continue The Tesco Management For For
PLC Share Incentive Plan (formerly the Tesco All Employee
Share Ownership Plan) (SIP) as summarized in Appendix 1 to
this document and to do all acts and things necessary to carry
this into effect; and (b) to adopt similar plans for overseas
employees subject to such modifications as may be necessary or
desirable to take account of overseas tax, exchange controls
or securities laws provided that any Ordinary Shares made
available under such further plans are treated as counting
against any limits on individual or overall participation in
the SIP
S.16 Amend the Articles of Association of the Company by deleting Management For For
all the provisions of the Company's Memorandum of Association
which, by virtue of Section 28 of the Act, are treated as
provisions of the Company's Articles of Association; and (ii)
the Articles of Association produced to the meeting and signed
by the Chairman of the meeting for the purpose of identification
be adopted as the Articles of Association of the Company in
substitution for, and to exclusion of the existing Articles of
Association
S.17 Approve a general meeting other than an AGM may be called on Management For For
not less than 14 clear days' notice
EXPERIAN PLC, ST HELLIER
SECURITY G32655105 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 21-Jul-2010
ISIN GB00B19NLV48 AGENDA 702523716 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Receive the report of the Directors and the financial Management For For
statements of the Company for the YE 31 MAR 2010, together
with the report of the Auditors
2 Approve the report on Directors' remuneration contained in the Management For For
financial statements and reports of the Company for the YE 31
MAR 2010
3 Election of Judith Sprieser as a Director of the Company Management For For
4 Election of Paul Walker as a Director of the Company Management For For
5 Re-elect Alan Jebson as a Director of the Company Management For For
6 Re-elect Don Robert as a Director of the Company Management For For
7 Re-elect David Tyler as a Director of the Company Management For For
8 Re-appoint PricewaterhouseCoopers LLP as the Auditors of the Management For For
Company to hold office until the conclusion of the next AGM of
the Company
9 Authorize the Directors to determine the remuneration of the Management For For
Auditors
10 Authorize the Directors, by Article 10.2 of the Company's Management For For
Articles of Association be renewed and for this purpose the
authorized allotment amount shall be: a) USD 34,163,578 of
relevant securities (as defined in the Articles of Association
of the Company); and b) solely in connection with an allotment
pursuant to an offer by way of a rights issue (as defined in
the Articles of Association of the Company); USD 68,327,156 of
relevant securities, comprising equity securities (each as
defined in the Articles of Association of the Company) (such
amount to be reduced by the nominal amount of any relevant
securities (as defined in the Articles of Association of the
Company) issued under Paragraph (a) of this resolution), with
the Allotment Period being the period commencing on 21 JUL
2010; and CONTD
CONTD CONTD Authority expires the earlier of the conclusion of the Non-Voting
next AGM of the-Company to be held in 2011 or, if earlier, 20
OCT 2011 ; and, authorize the-Directors to allot relevant
securities after the expiry of this authority in-pursuance of
such an offer or agreement made prior to such expiry
S.11 Authorize the Directors, subject to the passing of Resolution Management For For
10 above, by Article 10.3 of the Company's Articles of
Association shall be renewed and for this purpose the
Non-pre-emptive Amount (as defined in the Articles of
Association of the Company) shall be USD 5,124,537 and the
Allotment Period shall be the period commencing on 21 JUL
2010; Authority expires the earlier of the conclusion of the
next AGM of the Company to be held in 2011 or, if earlier, 20
OCT 2011 ; and, authorize the Directors to allot equity
securities after the expiry of this authority in pursuance of
such an offer or agreement made prior to such expiry
S.12 Authorize the Company, a pursuant to Article 57 of the Management For For
Companies (Jersey) Law, 1991, to make market purchases of
ordinary shares in the capital of the Company on the London
Stock Exchange on behalf of the Company on such terms and in
such manner as the Directors may from time to time determine,
provided that (i) the maximum number of ordinary shares which
may be purchased under this authority is 102,490,734 ordinary
shares of 10 US cents each; (ii) the minimum price (not
including expensed which may be paid for each ordinary shares
is 10 US cents;(iii) the maximum price (not including
expenses) which may be paid for each ordinary shares is an
amount equal to the higher of: (a) 105% of the average market
value of the Company's ordinary shares as derived from the
London Stock Exchange Daily CONTD
CONTD CONTD Official List for the five business days immediately Non-Voting
preceding the day-on which the relevant share is purchased;
and (b) the price stipulated by-Article 5(1) of the Buy-back
and Stabilization Regulation (EC No. 2273/2003);-Authority
shall expire on the earlier of 20 OCT 2011 and the conclusion
of-the AGM of the Company to be held in 2011 ; the Company,
before the expiry,-may make a contract to purchase ordinary
shares which will or may be executed-wholly or partly after
such expiry, and (b) pursuant to Article 58A of the-Companies
(Jersey) Law 1991, and if approved by the Directors, to hold
as-treasury shares any ordinary shares purchased pursuant to
the authority-conferred by this resolution
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 3
CHINA MERCHANTS HLDGS INTL CO LTD
SECURITY Y1489Q103 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 12-Aug-2010
ISIN HK0144000764 AGENDA 702536383 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF "ABSTAIN" Non-Voting
WILL BE TREATED-THE SAME AS A "TAKE NO ACTION" VOTE.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE BY CLICKING Non-Voting
ON THE URL LINK:-
http://www.hkexnews.hk/listedco/listconews/sehk/20100630/LTN2
0100630029.pdf
1 Approve the Entrustment Agreement and the transactions
contemplated there under Management For For
PLEASE NOTE THAT THE EUROCLEAR DOES NOT OFFER ANY VOTING Non-Voting
SERVICES ON THIS ISSU-E. THANK YOU.
PLEASE NOTE THAT THIS IS A REVISION DUE TO INCLUSION OF Non-Voting
COMMENT. IF YOU HAVE A-LREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU DEC-IDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
CHINA MERCHANTS HLDGS INTL CO LTD
SECURITY Y1489Q103 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 12-Aug-2010
ISIN HK0144000764 AGENDA 702553199 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF "ABSTAIN" Non-Voting
WILL BE TREATED T-HE SAME AS A "TAKE NO ACTION" VOTE.
1. Re-elect Mr. Bong Shu Ying Francis as a Director of the Company Management For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ACTUAL Non-Voting
RECORD DATE. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLES-S YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
PETROLEO BRASILEIRO S.A. - PETROBRAS
SECURITY 71654V408 MEETING TYPE Special
TICKER SYMBOL PBR MEETING DATE 12-Aug-2010
ISIN US71654V4086 AGENDA 933316336 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
01 RATIFYING THE ENGAGEMENT OF PRICEWATERHOUSECOOPERS CORPORATE Management For For
FINANCE & RECOVERY LTDA. ("PWC"), TO PREPARE A VALUATION
REPORT OF 4 (FOUR) LETRAS FINANCEIRAS DO TESOURO (FEDERAL
TREASURY BILLS) ISSUED BY THE BRAZILIAN FEDERAL GOVERNMENT
(THE "VALUATION REPORT"), ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT
02 APPROVING THE CRITERIA AND METHODOLOGY TO ESTABLISH THE VALUE Management For For
OF THE LFTS, AS PROPOSED BY PWC IN THE VALUATION REPORT (THE
"VALUATION CRITERIA")
03 DELEGATING AUTHORITY TO THE BOARD OF DIRECTORS OF THE COMPANY Management For For
TO RATIFY THE FINAL VALUE OF EACH OF THE LFTS SERIES, AS
APPEAR IN THE VALUATION REPORT PURSUANT TO THE VALUATION
CRITERIA
NASPERS LTD
SECURITY S53435103 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 27-Aug-2010
ISIN ZAE000015889 AGENDA 702555662 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Approve the annual financial statements Management For For
2 Approve the confirmation of dividends Management For For
3 Approve the Non-Executive Directors remuneration Management For For
4 Re-appoint PricewaterhouseCoopers Inc as the Auditors Management For For
5 Appointment of Professor D. Meyer as a Director Management For For
6.1 Re-elect Mr. T. Vosloo as a Director Management For For
6.2 Re-elect Mr. N.P. Van Heerden as a Director Management For For
6.3 Re-elect Mr. H.S.S. Willemse as a Director Management For For
6.4 Re-elect Mr. L.N. Jonker as a Director Management For For
7 Grant authority for placing unissued shares under the control Management For For
of the Directors
8 Approve the issue of shares for cash Management For For
9 Amend the trust deed of the Naspers Share Incentive Scheme Management For For
prescribed by Schedule 14 of the JSE Listings Requirements
10 Grant special authority for the Board of Directors of Naspers Management For For
to allot issue and make application to the JSE for the listing
of Naspers N ordinary shares to the Naspers group share based
incentive schemes
S.1 Authorize the Company or its subsidiaries to acquire N Management For For
ordinary shares in the Company
S.2 Authorize the Company or its subsidiaries to acquire A Management For For
ordinary shares in the Company
11 Grant authority to implement all resolutions adopted at the AGM Management For For
0 Transact such other business Non-Voting
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 4
COMPAGNIE FINANCIERE RICHEMONT AG SWITZ
SECURITY H25662158 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 08-Sep-2010
ISIN CH0045039655 AGENDA 702562124 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 729469 DUE Non-Voting
TO ADDITION OF-RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting
REQUIREMENT IN THE SWISS MARKET,-SPECIFIC POLICIES
AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON
RECEIPT OF THE VOTING INSTRUCTION, IT IS POSSIBLE
THAT A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND RE-REGISTRATION
FOLLOWING A TRADE. IF YOU HAVE CONCERNS
REGARDING YOUR ACCOUNTS, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE.
1. Approve the reports of the Auditors, the consolidated Management No Action
financial statements of the Group, the financial statements of
the Company and the Directors' report for the FYE 31 MAR 2010
2. Approve the retained earnings available for distribution Management No Action
amounted to CHF 1,600,466,093; that a dividend of CHF 0.35 be
paid per Richemont share; this is equivalent to CHF 0.350 per
'A' bearer share in the Company and CHF 0.035 per 'B'
registered share in the Company; this represents a total
dividend payable of CHF 200,970,000, subject to a waiver by
Richemont Employee Benefits Limited, a wholly owned subsidiary
of the Company, of its entitlement to receive dividends on an
estimated 20 million Richemont 'A' shares held in treasury;
the Board of Directors proposes that the remaining available
retained earnings of the Company at 31 MAR 2010 after payment
of the dividend be carried forward to the following business
year
3. Grant discharge to the Members from their obligations in Management No Action
respect of the FYE 31 MAR 2010
4.1 Re-elect Johann Rupert as a Member of the Board of Directors Management No Action
to serve for a further term of 1 year
4.2 Re-elect Dr. Franco Cologni as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.3 Re-elect Lord Douro as a Member of the Board of Directors to Management No Action
serve for a further term of 1 year
4.4 Re-elect Yves-Andre Istel as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.5 Re-elect Richard Lepeu as a Member of the Board of Directors Management No Action
to serve for a further term of 1 year
4.6 Re-elect Ruggero Magnoni as a Member of the Board of Directors Management No Action
to serve for a further term of 1 year
4.7 Re-elect Simon Murray as a Member of the Board of Directors to Management No Action
serve for a further term of 1 year
4.8 Re-elect Alain Dominique Perrin as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.9 Re-elect Norbert Platt as a Member of the Board of Directors Management No Action
to serve for a further term of 1 year
4.10 Re-elect Alan Quasha as a Member of the Board of Directors to Management No Action
serve for a further term of 1 year
4.11 Re-elect Lord Renwick of Clifton as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.12 Re-elect Jan Rupert as a Member of the Board of Directors to Management No Action
serve for a further term of 1 year
4.13 Re-elect Prof. Jurgen Schrempp as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.14 Re-elect Martha Wikstrom as a Member of the Board of Directors Management No Action
to serve for a further term of 1 year
4.15 Election of Josua Malherbe as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.16 Election of Dr. Frederick Mostert as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.17 Election of Guillaume Pictet as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.18 Election of Dominique Rochat as a Member of the Board of Management No Action
Directors to serve for a further term of 1 year
4.19 Election of Gary Saage as a Member of the Board of Directors Management No Action
to serve for a further term of 1 year
5. Re-appoint PricewaterhouseCoopers as the Auditors of the Management No Action
Company for a further term of 1 year
6.1 Amend the Articles 6, 12, 15, 18, 21, 26 and 28 of the Management No Action
Articles of Incorporation as specified
6.2 Approve that the Company's Articles of Incorporation be Management No Action
supplemented with an English translation (the French version
will continue to prevail)
DIAGEO PLC, LONDON
SECURITY G42089113 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 14-Oct-2010
ISIN GB0002374006 AGENDA 702606368 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Receive the report and accounts 2010 Management For For
2 Approve the Directors' remuneration report 2010 Management For For
3 Declare the final dividend Management For For
4 Re-elect PB Bruzelius as a Director Management For For
5 Re-elect LM Danon as a Director Management For For
6 Re-elect BD Holden as a Director Management For For
7 Re-elect Lord Hollick as a Director Management For For
8 Re-elect Dr FB Humer as a Director Management For For
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 5
9 Re-elect PG Scott as a Director Management For For
10 Re-elect HT Stitzer as a Director Management For For
11 Re-elect PA Walker as a Director Management For For
12 Re-elect PS Walsh as a Director Management For For
13 Election of Lord Davies as a Director Management For For
14 Election of DA Mahlan as a Director Management For For
15 Re-appoint the Auditor Management For For
16 Approve the remuneration of Auditor Management For For
17 Authorize to allot shares Management For For
18 Approve the disapplication of pre-emption rights Management For For
19 Authorize to purchase own ordinary shares Management For For
20 Authorize to make political donations and/or to incur political
expenditure in the EU Management For For
21 Amend the Diageo Plc 2001 Share Incentive Plan Management For For
22 Adopt the Diageo Plc 2010 Sharesave Plan Management For For
23 Authorize to establish International share plans Management For For
24 Approve the reduced notice of a general meeting other than an Management For For
AGM
SINOTRANS LTD
SECURITY Y6145J104 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 18-Oct-2010
ISIN CNE1000004F1 AGENDA 702583003 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN FAVOR' Non-Voting
OR 'AGAINST' FOR-RESOLUTION NUMBER "1". THANK YOU.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE BY CLICKING Non-Voting
ON THE URL LINK:-
http://www.hkexnews.hk/listedco/listconews/sehk/20100830/LTN2
0100830338.pdf
1 Re-elect Mr. Lu Zhengfei as an Independent Non-executive Management For For
Director of the Company and authorize the Board of Directors
of the Company to determine his remuneration
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ACTUAL Non-Voting
RECORD DATE. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLES-S YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
IMPALA PLATINUM HOLDINGS LTD
SECURITY S37840113 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 19-Oct-2010
ISIN ZAE000083648 AGENDA 702582784 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Receive the financial statements and statutory reports for the Management For For
YE 30 JUN 2010
2 Appointment of PricewaterhouseCoopers Inc as the Auditors of Management For For
the Company and Jean Pierre van Staden as the Designated
Partner
3.1 Re-elect Michael McMahon as Director Management For For
3.2 Election of Paul Dunne as a Director Management For For
3.3 Election of Terence Goodlace as a Director Management For For
3.4 Election of Mpueleng Pooe as a Director Management For For
4 Approve the remuneration of the Directors Management For For
5.O.1 Approve to place the authorised but unissued shares under the Management For For
control of the Directors
6.S.1 Grant authority for the repurchase of up to 10% of the issued Management For For
share capital
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN NUMBERING Non-Voting
OF RESOLUTIONS-5 AND 6. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PRO-XY FORM UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
COCHLEAR LTD
SECURITY Q25953102 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 19-Oct-2010
ISIN AU000000COH5 AGENDA 702606813 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR PROPOSAL "4" AND Non-Voting
VOTES CAST BY-ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM
THE PASSING OF THE-PROPOSAL/S WILL BE DISREGARDED BY THE
COMPANY. HENCE, IF YOU HAVE OBTAINED-BENEFIT OR EXPECT TO
OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE-"ABSTAIN")
ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT-YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY
THE PASSING OF THE-RELEVANT PROPOSAL/S. BY VOTING (FOR OR
AGAINST) ON PROPOSAL 4, YOU- ACKNOWLEDGE THAT YOU HAVE NOT
OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN-BENEFIT BY THE
PASSING OF THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE-
VOTING EXCLUSION.
1 Receive the financial report, the Directors' report and the Management For For
Auditor's report in respect of the year ended 30 JUN 2010
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 6
2.1 Adopt the remuneration report Management For For
3.1 Re-elect Mr. Donal O'Dwyer as a Director of the Company Management For For
3.2 Re-elect Prof. Edward Byrne, AO as a Director of the Company Management For For
3.3 Re-elect Mrs. Yasmin Allen as a Director of the Company Management For For
4 Approve to issue, allocate or transfer of securities to the
Chief
Executive Officer/President, Dr. Christopher Roberts under the
Cochlear Executive Long Term Incentive Plan Management For For
H & M HENNES & MAURITZ AB (PUBL)
SECURITY W41422101 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 20-Oct-2010
ISIN SE0000106270 AGENDA 702615848 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR
CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN
ORDER FOR-YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER Non-Voting
SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN ACCEPT Non-Voting
ABSTAIN AS A VALID VO-TE OPTION. THANK YOU
1 Opening of the meeting Non-Voting
2 Election of a Chairman for the meeting Management For For
3 Approve the voting list Management For For
4 Approve the agenda Management For For
5 Election of people to check the minutes Management For For
6 Examination of whether the meeting was duly convened Management For For
7 Approve the establishment of an incentive programme for all Management For For
employees of the H & M Group
8 Approve the supplement to the guidelines for remuneration for Management For For
senior executives
9 Closing of the meeting Non-Voting
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN RECORD Non-Voting
DATE. IF YOU HAVE-ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DE-CIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
NEWCREST MINING LTD, MELBOURNE VIC
SECURITY Q6651B114 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 28-Oct-2010
ISIN AU000000NCM7 AGENDA 702621334 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR PROPOSAL 4 AND Non-Voting
VOTES CAST BY ANY-INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM
THE PASSING OF THE PROPOSAL/S-WILL BE DISREGARDED BY THE
COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT OR- EXPECT TO
OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN")
ON-THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE-OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY
THE PASSING OF THE RELEVANT-PROPOSAL/S. BY VOTING (FOR OR
AGAINST) ON PROPOSAL (4), YOU ACKNOWLEDGE THAT-YOU HAVE NOT
OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY THE
PASSING-OF THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION.
1 To receive and consider the Financial Report of the Company Management For For
and its controlled entities for the year ended 30 June 2010
and the reports of the Directors and Auditors thereon
2.a To re-elect as a Director Mr. Richard Lee, who retires by Management For For
rotation in accordance with Rule 69 of the Company's
Constitution and, being eligible, offers himself for
re-election
2.b To re-elect as a Director Mr. John Spark, who retires by Management For For
rotation in accordance with Rule 69 of the Company's
Constitution and, being eligible, offers himself for
re-election
2.c To re-elect as a Director Mr. Tim Poole, who retires by Management For For
rotation in accordance with Rule 69 of the Company's
Constitution and, being eligible, offers himself for
re-election
2.d To re-elect as a Director Mr. Greg Robinson, who retires by Management For For
rotation in accordance with Rule 69 of the Company's
Constitution and, being eligible, offers himself for
re-election
3 That the Remuneration Report for the Company included in the Management For For
report of the Directors for the year ended 30 June 2010 be
adopted
4 That the aggregate sum per annum available for payment to the Management For For
Non-Executive Directors of the Company in accordance with Rule
58 of the Company's Constitution and ASX Listing Rule 10.17,
as remuneration for their services, be increased by AUD
900,000 from AUD 1,800,000 up to a maximum sum of AUD
2,700,000 per annum
5 To transact any other business that may be legally brought Non-Voting
forward
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 7
WESFARMERS LTD, PERTH WA
SECURITY Q95870103 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 09-Nov-2010
ISIN AU000000WES1 AGENDA 702629556 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
2.a Re-election of Mr. C. B. Carter as a Director Management For For
2.b Re-election of Mr. J. P. Graham as a Director Management For For
2.c Re-election of Mr. A. J. Howarth as a Director Management For For
2.d Election of Mr. W. G. Osborn as a Director Management For For
2.e Election of Ms V. M. Wallace as a Director Management For For
3 Adoption of the remuneration report Management For For
PERNOD-RICARD, PARIS
SECURITY F72027109 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 10-Nov-2010
ISIN FR0000120693 AGENDA 702630179 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
French Resident Shareowners must complete, sign and forward Non-Voting
the Proxy Card dir-ectly to the sub custodian. Please contact
your Client Service Representative-to obtain the necessary
card, account details and directions. The following ap-plies
to Non- Resident Shareowners: Proxy Cards: Voting instructions
will be fo- rwarded to the Global Custodians that have become
Registered Intermediaries, o-n the Vote Deadline Date. In
capacity as Registered Intermediary, the Global C-ustodian
will sign the Proxy Card and forward to the local custodian.
If you a-re unsure whether your Global Custodian acts as
Registered Intermediary, pleas-e contact your representative.
PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE Non-Voting
OPTIONS ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS Non-Voting
AVAILABLE BY CLIC-KING ON THE MATERIAL URL LINK:
https://balo.journal-
officiel.gouv.fr/pdf/2010/-0920/201009201005328.pdf AND
https://balo.journal-officiel.gouv.fr/pdf/2010/10-
20/201010201005592.pdf
O.1 Approval of the Parent Company financial statements for the Management For For
financial year ended 30 JUN 2010
O.2 Approval of the consolidated financial statements for the Management For For
financial year ended 30 JUN 2010
O.3 Allocation of the net result for the financial year ended 30 Management For For
JUN 2010 and setting of the dividend
O.4 Approval of regulated agreements referred to in Article L. Management For For
225-38 et seq. of the French Commercial Code
O.5 Renewal of the Directorship of Mr. Francois Gerard Management For For
O.6 Appointment of Ms. Susan Murray as a Director Management For For
O.7 Renew appointment of Mazars as Auditor Management For For
O.8 Renew appointment of Patrick de Cambourg as Alternate Auditor Management For For
O.9 Setting of the annual amount of Directors' fees allocated to Management For For
members of the Board of Directors
O.10 Authorization to be granted to the Board of Directors to trade Management For For
in the Company's shares
E.11 Delegation of authority to be granted to the Board of Management For For
Directors to decide on an allocation of performance-related
shares to Employees of the Company and to Employees and
Corporate Officers of the Companies of the Group
E.12 Delegation of authority to be granted to the Board of Management Against Against
Directors to issue share warrants in the event of a public
offer on the Company's shares
E.13 Delegation of authority to be granted to the Board of Management For For
Directors to decide on share capital increases through the
issue of shares or securities granting access to the share
capital, reserved for members of saving plans with
cancellation of preferential subscription rights in favour of
the members of such saving plans
E.14 Amendment of the Company bylaws relating to the right of the Management For For
Board of Directors to appoint censors
E.15 Amendment of the Company bylaws relating to the terms and Management For For
conditions applicable to the attendance and vote at the
General Shareholders' Meeting
E.16 Powers to carry out the necessary legal formalities Management For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF NAMES IN Non-Voting
RESOLUTIONS 7 A-ND 8 AND RECEIPT OF ADDITIONAL LINK. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, P-LEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL I-
NSTRUCTIONS. THANK YOU.
BHP BILLITON LTD
SECURITY Q1498M100 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 16-Nov-2010
ISIN AU000000BHP4 AGENDA 702616612 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Receive the 2010 financial statements and reports for BHP Management For For
Billiton Limited and BHP Billiton Plc
2 Re-elect Dr. John Buchanan as a Director of BHP Billiton Management For For
Limited and BHP Billiton Plc
3 Re-elect Mr. David Crawford as a Director of BHP Billiton Management For For
Limited and BHP Billiton Plc
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 8
4 Re-elect Mr. Keith Rumble as a Director of BHP Billiton Management For For
Limited and BHP Billiton Plc
5 Re-elect Dr. John Schubert as a Director of BHP Billiton Management For For
Limited and BHP Billiton Plc
6 Re-elect Mr. Jacques Nasser as a Director of BHP Billiton Management For For
Limited and BHP Billiton Plc
7 Election Mr. Malcolm Broomhead as a Director of BHP Billiton Management For For
Limited and BHP Billiton Plc
8 Election Ms. Carolyn Hewson as a Director of BHP Billiton
Limited
and BHP Billiton Plc Management For For
9 Re-appoint KPMG Audit Plc as the Auditor of BHP Billiton Plc Management For For
10 Approve to renew the general authority to issue shares in BHP Management For For
Billiton Plc
11 Approve to issue shares in BHP Billiton Plc for cash Management For For
12 Approve to repurchase the shares in BHP Billiton Plc Management For For
13 Approve the 2010 remuneration report Management For For
14 Approve the amendments to the Long Term Incentive Plan Management For For
15 Approve the grant of awards to Mr. Marius Kloppers under the Management For For
GIS and the LTIP
16 Approve the amendments to the Constitution of BHP Billiton Management For For
Limited
17 Approve the amendments to the Articles of Association of BHP Management For For
Billiton Plc
WOOLWORTHS LTD
SECURITY Q98418108 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 18-Nov-2010
ISIN AU000000WOW2 AGENDA 702701473 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR PROPOSALS 4 AND 6 Non-Voting
AND VOTES CAST B-Y ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL-/S WILL BE DISREGARDED BY THE
COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT OR- EXPECT TO
OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN")
ON THE-RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED-BENEFIT OR EXPECT TO OBTAIN BENEFIT BY
THE PASSING OF THE RELEVANT PROPOSAL/S.-BY VOTING (FOR OR
AGAINST) ON PROPOSAL (4 AND 6), YOU ACKNOWLEDGE THAT YOU HA-VE
NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY THE
PASSING OF THE-RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 752013 DUE Non-Voting
TO CHANGE IN VO-TING STATUS. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AN-D YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK YOU.
2 To adopt the remuneration report for the financial year ended Management For For
27 June 2010
3.a To elect Ms. (Carla) Jayne Hrdlicka as a Director Management For For
3.b PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: To Shareholder Against For
elect Mr. Stephen Mayne as a Director
3.c To re-elect Mr. Ian John Macfarlane as a Director Management For For
4 Woolworths Long Term Incentive Plan Management For For
5 Alterations to the Constitution Management For For
6 Fees payable to Non-Executive Directors Management For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF TEXT IN Non-Voting
RESOLUTIONS 3.C-AND 5. IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROX-Y FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
FAST RETAILING CO.,LTD.
SECURITY J1346E100 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 25-Nov-2010
ISIN JP3802300008 AGENDA 702702235 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1.1 Appoint a Director Management For For
1.2 Appoint a Director Management For For
1.3 Appoint a Director Management For For
1.4 Appoint a Director Management For For
1.5 Appoint a Director Management For For
2.1 Appoint a Corporate Auditor Management For For
2.2 Appoint a Corporate Auditor Management For For
PETROLEO BRASILEIRO S.A. - PETROBRAS
SECURITY 71654V408 MEETING TYPE Special
TICKER SYMBOL PBR MEETING DATE 07-Dec-2010
ISIN US71654V4086 AGENDA 933354095 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
01 APPROVE THE INCORPORATION PROTOCOL AND JUSTIFICATION SIGNED Management For For
BETWEEN MARLIM PARTICIPACOES S.A. AND THE COMPANY ON 11/04/2010
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 9
02 APPROVE THE INCORPORATION PROTOCOL AND JUSTIFICATION SIGNED Management For For
BETWEEN NOVA MARLIM PARTICIPACOES S.A. AND THE COMPANY ON
11/04/2010
03 RATIFY THE HIRING OF KPMG AUDITORES INDEPENDENTES BY THE Management For For
COMPANY TO PREPARE THE ASSESSMENT REPORTS FOR MARLIM
PARTICIPACOES S.A. AND NOVA MARLIM PARTICIPACOES S.A.
("ASSESSMENT REPORTS"), UNDER THE TERMS OF PARAGRAPH 1 OF
ARTICLE 227 OF ACT 6404/76, AS AMENDED
04 APPROVE THE ASSESSMENT REPORTS PREPARED BY Management For For
KPMG AUDITORES INDEPENDENTES AT BOOK VALUE FOR
THE ASSESSMENT OF THE NET WORTH OF MARLIM
PARTICIPACOES S.A. AND OF NOVA MARLIM
PARTICIPACOES S.A.
05 APPROVE THE INCORPORATION OF MARLIM PARTICIPACOES S.A. AND Management For For
NOVA MARLIM PARTICIPACOES S.A. INTO THE COMPANY, WITH NO
INCREASE TO THE COMPANY'S JOINT STOCK
SIEMENS A G
SECURITY D69671218 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 25-Jan-2011
ISIN DE0007236101 AGENDA 702738545 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS OF Non-Voting
INTEREST IN CONNECTI-ON WITH SPECIFIC ITEMS OF THE AGENDA FOR
THE GENERAL MEETING YOU ARE NOT ENTIT-LED TO EXERCISE YOUR
VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUD-ED
WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN
THRESHOLDS AND YOU HAV-E NOT COMPLIED WITH ANY OF YOUR
MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT-TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE ANY QUESTIONS
OR-DOUBTS IN THIS REGARD, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE SO T- HAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING S-UCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT
YOUR-VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED DEPENDING ON SOME Non-Voting
SUBCUSTODIANS'-PROCESSING IN THE MARKET. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO-OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. To receive and consider the Report of the supervisory Board, Non-Voting
the corporate Gov-ernance Report and the Compensation Report
as well as the Compliance Report fo-r fiscal year 2010
2. To receive and consider the adopted Annual Financial Non-Voting
Statements of Siemens AG-and the approved Consolidated
Financial Statements, together with the Combined-Management's
Discussion and Analysis of Siemens AG and the Siemens Group,
inc-luding the Explanatory Report on the information required
pursuant to section-289 (4) and (5) and section 315 (4) of the
German Code (HGB) as of September 3-0, 2010
3. To resolve on the allocation of net income of siemens AG to Management For For
pay a dividend
4. To ratify the acts of the members of the Managing Board Management For For
5. To ratify the acts of the members of the Supervisory Board Management For For
6. To resolve on the approval of the compensation system for Management For For
Managing Board members
7. To resolve on the appointment of independent auditors for the Management For For
audit of the Annual Financial Statements and the Consolidated
Financial Statements and for the review of the Interim
Financial Statements
8. To resolve on the authorization to repurchase and use Siemens Management For For
shares and to exclude shareholders' subscription and tender
rights
9. To resolve on the authorization to use derivatives in Management For For
connection with the repurchase of Siemens shares pursuant to
section 71 (1), no. 8, of the German Corporation Act (AktG),
and to exclude shareholders' subscription and tender rights
10. To resolve on the creation of an Authorized Capital 2011 Management For For
reserved for the issuance to employees with shareholders'
subscription rights excluded, and related amendments to the
Articles of Association
11. To resolve on the adjustment of Supervisory Board compensation Management For For
and the related amendments to the Articles of Association
12. To resolve on the approval of a profit-and-loss transfer Management For For
agreement between Siemens AG and a subsidiary
13. To resolve on the authorization of the managing Board to issue Management For For
convertible bonds and/or warrant bonds and exclude
shareholders' subscription rights, and to resolve on the
creation of a Conditional Capital 2011 and related amendments
to the Articles of Association
14. PLEASE NOTE THAT THIS IS A SHAREHOLDERS PROPOSAL: Resolution Shareholder Against For
on an amendment to section 2 of the Articles of Association of
Siemens AG
PETROLEO BRASILEIRO S.A. - PETROBRAS
SECURITY 71654V408 MEETING TYPE Special
TICKER SYMBOL PBR MEETING DATE 31-Jan-2011
ISIN US71654V4086 AGENDA 933365113 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
A MERGER OF COMPERJ BASIC PETROCHEMICALS S.A. ("UPB") AND OF Management For For
COMPERJ PET S.A. ("PET") INTO PETROBRAS, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
B APPROVE THE PROPOSED AMENDMENT TO PETROBRAS' BYLAWS, UNDER THE Management For For
TERMS, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 10
NOVARTIS AG
SECURITY H5820Q150 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 22-Feb-2011
ISIN CH0012005267 AGENDA 702775632 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE Non-Voting
SENT UNDER MEETING-750908, INCLUDING THE AGENDA. TO VOTE IN
THE UPCOMING MEETING, YOUR NAME MUST-BE NOTIFIED TO THE
COMPANY REGISTRAR AS BENEFICIAL OWNER BEFORE THE
RE-REGISTRATION DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER THE CUTOFF DATE WILL BE PROCESSED ON
A BEST EFFORT BASIS. THANK YOU.
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL REQUIREMENT IN Non-Voting
THE SWISS MARKET, SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON
YOUR SHARES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION
FOLLOWING A TRADE. IF YOU HAVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE.
A.1 The Board of Directors proposes approval of the Annual Report, Management No Action
the Financial Statements of Novartis AG and the Group
Consolidated Financial Statements for the Business Year 2010
A.2 The Board of Directors proposes discharge from liability of Management No Action
its members and those of the Executive Committee for the
business year 2010
A.3 The Board of Directors proposes appropriation of the available Management No Action
earnings of CHF 7,027,682,826 as: Dividend: CHF 5,452,130,559;
Transfer to free reserves: CHF 1,575,552,267; the total
dividend payment of CHF 5,452,130,559 is equivalent to a gross
dividend of CHF 2.20 per registered share of CHF 0.50 nominal
value entitled to dividends
A.4 The Board of Directors proposes that the Compensation System Management No Action
of Novartis be endorsed (non-binding consultative vote)
A.5.1 At this Annual General Meeting, Alexandre F. Jetzer-Chung and Non-Voting
Hans-Joerg Rudlo-ff are retiring from the Board of Directors,
having reached the age limit set-in the Articles of
Incorporation
A52.1 The Board of Directors proposes the re-election of Ann Fudge Management No Action
for a three-year term
A52.2 The Board of Directors proposes the re-election of Pierre Management No Action
Landolt for a three-year term
A52.3 The Board of Directors proposes the re-election of Ulrich Management No Action
Lehner, Ph.D., for a three-year term
A.5.3 The Board of Directors proposes the election of Enrico Vanni, Management No Action
Ph.D., for a three-year term
A.6 The Board of Directors proposes the election of Management No Action
PricewaterhouseCoopers as auditor of Novartis AG for one year
B If shareholders at the Annual General Meeting propose Management No Action
additional and/or counterproposals, I/we instruct the
Independent Proxy to vote according to the proposal of the
Board of Directors
ROCHE HOLDING AG
SECURITY H69293217 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 01-Mar-2011
ISIN CH0012032048 AGENDA 702770125 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THESE SHARES HAVE NO VOTING RIGHTS, SHOULD Non-Voting
YOU WISH TO ATTEND-THE MEETING PERSONALLY, YOU MAY APPLY FOR
AN ENTRANCE CARD BY CONTACTING YOUR-CLIENT REPRESENTATIVE.
THANK YOU
1.1 The Board of Directors proposes that the Annual Report, Annual Non-Voting
Financial Statements and Consolidated Financial Statements
for 2010 be approved
1.2 The Board of Directors proposes that the Remuneration Report Non-Voting
(see Annual Report pages 91-101) be approved. This document
contains the principles governing the remuneration paid to
the Board of Directors and Corporate Executive Committee and
reports on the amounts paid to the members of both bodies in
2010. This-vote is purely consultative
2 The Board of Directors proposes that the actions taken by its Non-Voting
members in 2010-be affirmed and ratified
3 Vote on the appropriation of available earnings Non-Voting
4 Amendment to the articles of incorporation Non-Voting
5.1 The re-election of Prof. Pius Baschera to the Board for the Non-Voting
term as provided by the Articles of Incorporation
5.2 The re-election of Prof. Bruno Gehrig to the Board for the Non-Voting
term as provided by-the Articles of Incorporation
5.3 The re-election of Mr Lodewijk J.R. de Vink to the Board for Non-Voting
the term as provided by the Articles of Incorporation
5.4 The re-election of Dr Andreas Oeri to the Board for the term Non-Voting
as provided by the Articles of Incorporation
5.5 The election of Mr Paul Bulcke to the Board for the term as Non-Voting
provided by the Articles of Incorporation
5.6 The election of Mr Peter R. Voser to the Board for the term as Non-Voting
provided by the-Articles of Incorporation
5.7 The election of Dr Christoph Franz to the Board for the term Non-Voting
as provided by the Articles of Incorporation
6 The Board of Directors proposes that KPMG Ltd. be elected as Non-Voting
Statutory Auditor's for the 2011 financial year
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF AGENDA. Non-Voting
THANK YOU.
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 11
TOKAI CARBON CO.,LTD.
SECURITY J85538106 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 25-Mar-2011
ISIN JP3560800009 AGENDA 702818646 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Approve Appropriation of Profits Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
3 Appoint a Supplementary Auditor Management For For
4 Approve Renewal and Extension of Anti-Takeover Defense Measures Management Against Against
GALP ENERGIA SGPS SA
SECURITY X3078L108 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 28-Mar-2011
ISIN PTGAL0AM0009 AGENDA 702838977 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Ratification of the appointment of Mr. Luca Bertelli as member Management For For
of Galp Energia, SGPS, SA Board of Directors, at the Board of
Directors meeting of December 15th, 2010
2 Deliberate on the proposal to change the company by laws Management For For
chapters I, III, IV, V and articles 3, 4, 5, 6, 7, 8, 9, 10,
11, 12, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23 and 24
CANON INC.
SECURITY J05124144 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 30-Mar-2011
ISIN JP3242800005 AGENDA 702814078 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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Please reference meeting materials. Non-Voting
1. Approve Appropriation of Retained Earnings Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
2.13 Appoint a Director Management For For
2.14 Appoint a Director Management For For
2.15 Appoint a Director Management For For
2.16 Appoint a Director Management For For
2.17 Appoint a Director Management For For
2.18 Appoint a Director Management For For
2.19 Appoint a Director Management For For
3. Appoint a Corporate Auditor Management For For
4. Approve Payment of Bonuses to Directors Management For For
5. Issuance of Share Options as Stock Options without Compensation Management For For
CHRISTIAN DIOR SA, PARIS
SECURITY F26334106 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 31-Mar-2011
ISIN FR0000130403 AGENDA 702805219 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE Non-Voting
OPTIONS ARE "FOR"-AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 12
CMMT French Resident Shareowners must complete, sign and forward Non-Voting
the Proxy Card-directly to the sub custodian. Please contact
your Client Service-Representative to obtain the necessary
card, account details and directions.-The following applies to
Non- Resident Shareowners: Proxy Cards: Voting-instructions
will be forwarded to the Global Custodians that have
become-Registered Intermediaries, on the Vote Deadline Date.
In capacity as- Registered Intermediary, the Global Custodian
will sign the Proxy Card and-forward to the local custodian.
If you are unsure whether your Global-Custodian acts as
Registered Intermediary, please contact your representative
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS Non-Voting
AVAILABLE BY-CLICKING ON THE MATERIAL URL
LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2011/0223/201102231100414.pdf AND ht-
tps://balo.journal-
officiel.gouv.fr/pdf/2011/0311/201103111100689.pdf
O.1 Approval of the corporate financial statements Management For For
O.2 Approval of the consolidated financial statements Management For For
O.3 Approval of the regulated Agreements Management For For
O.4 Allocation of income - Setting the dividend Management For For
O.5 Appointment of Mr. Bernard Arnault as Board member Management For For
O.6 Appointment of Mr. Sidney Toledano as Board member Management For For
O.7 Appointment of Mr. Pierre node as Board member Management For For
O.8 Authorization to be granted to the Board of Directors to trade Management For For
the Company's shares
O.9 Delegation of authority to be granted to the Board of Management For For
Directors to increase capital by incorporation of profits,
reserves, premiums or otherwise
E.10 Authorization to be granted to the Board of Directors to Management For For
reduce the share capital by cancellation of shares
E.11 Delegation of authority to be granted to the Board of Management For For
Directors to increase the share capital with preferential
subscription rights
E.12 Delegation of authority to be granted to the Board of Management For For
Directors to increase the share capital without preferential
subscription rights by way of a public offer
E.13 Delegation of authority to be granted to the Board of Management For For
Directors to increase the share capital without preferential
subscription rights through private investment in favor of
qualified investors or a limited circle of investors
E.14 Authorization to be granted to the Board of Directors to set Management For For
the issue price of shares and/or securities giving access to
the capital under certain conditions, within the limit of 10%
of the capital per year, as part of a share capital increase
by way of issuance without preferential subscription rights
E.15 Delegation of authority to be granted to the Board of Management For For
Directors to increase the amount of issuances in the event of
surplus demands
E.16 Delegation of authority to be granted to the Board of Management For For
Directors to increase capital as part of a public exchange
offer
E.17 Delegation of authority to be granted to the Board of Management For For
Directors to increase capital, in consideration for in-kind
contributions
E.18 Delegation of authority to be granted to the Board of Management For For
Directors to increase capital in favor of Group employees
E.19 Setting an overall limit for capital increases decided under Management For For
the delegations of authority
E.20 Authorization to be granted to the Board of Directors to award Management For For
free shares to employees and officers of the Group
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF URL Non-Voting
LINK. IF YOU HAVE A-LREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DEC-IDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
PETROLEO BRASILEIRO S.A. - PETROBRAS
SECURITY 71654V408 MEETING TYPE Special
TICKER SYMBOL PBR MEETING DATE 04-Apr-2011
ISIN US71654V4086 AGENDA 933398237 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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01 CHANGE IN THE WORDING OF THE CAPUT OF ARTICLE 20 OF THE Management For For
COMPANY'S BYLAWS, BY EXCLUDING THE WORD "UP TO", AND
ESTABLISHING THE NUMBER OF DIRECTORS.
02 MERGER OF COMPANHIA MEXILHAO DO BRASIL TO PETROBRAS. Management For For
NOVARTIS AG
SECURITY H5820Q150 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 08-Apr-2011
ISIN CH0012005267 AGENDA 702821528 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL REQUIREMENT IN Non-Voting
THE SWISS MARKET,-SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF T-HE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON
YOUR SHAR-ES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION
FOLLOWING A TRADE. IF YOU H-AVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR CLIENT SERVICE REPRE-SENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE Non-Voting
SENT UNDER MEETING-793761, INCLUDING THE AGENDA. TO VOTE IN
THE UPCOMING MEETING, YOUR NAME MUST-BE NOTIFIED TO THE
COMPANY REGISTRAR AS BENEFICIAL OWNER BEFORE THE
RE-REGISTR-ATION DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER T-HE CUTOFF DATE WILL BE PROCESSED ON
A BEST EFFORT BASIS. THANK YOU.
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 13
A.1.1 Under this item, the Board of Directors proposes approval of Management No Action
the merger agreement between Alcon, Inc. ("Alcon") and
Novartis AG ("Novartis" or "Company") dated December 14, 2010
A.1.2 Under this item, the Board of Directors proposes the creation Management No Action
of authorised capital through the issuance of up to 108
million new shares for the purpose of completing the merger of
Alcon into Novartis by means of the following new Article 4a
of the Articles of Incorporation: Article 4a Authorised
Capital in favor of Alcon, Inc 1 Up to 8 April 2013, the Board
of Directors shall be authorised to increase the share capital
in connection with the merger of Alcon, Inc. into the Company
by a maximum amount of CHF 54,000,000 nominal value through
the issuance of maximally 108,000,000 fully paid-in registered
shares with a nominal value of CHF 0.50 each. The pre-emptive
rights of the existing shareholders shall not apply. The Board
of Directors shall determine the issue price in accordance
with the merger agreement between Alcon, Inc. and Novartis AG
dated 14 December 2010. The new shares shall be entitled to
dividends as from the financial year in which they are issued
and shall be subject to the registration requirements set
forth in Article 5 of the Articles of Incorporation
B If shareholders at the Extraordinary General Meeting propose Management No Action
additional and/or counter-proposals, l/we instruct the
Independent Proxy to vote according to the proposal of the
Board of Directors
WILLIAM DEMANT HLDG AS
SECURITY K9898W129 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 13-Apr-2011
ISIN DK0010268440 AGENDA 702848803 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER Non-Voting
SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE-REPRESENTATIVE
CMMT PLEASE NOTE THAT IF THE CHAIRMAN OF THE BOARD OR A BOARD Non-Voting
MEMBER IS APPOINTED-AS PROXY, WHICH IS OFTEN THE CASE, CLIENTS
CAN ONLY EXPECT THEM TO ACCEPT-PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST-VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE.
THE-SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR AN
ADDED FEE IF- REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SOME OF SUBCUSTODIANS IN DENMARK Non-Voting
REQUIRE THE SHARES TO-BE REGISTERED IN SEGREGATED ACCOUNTS BY
REGISTRATION DEADLINE IN ORDER TO-PROVIDE VOTING SERVICE.
PLEASE CONTACT YOUR GLOBAL CUSTODIAN TO FIND OUT IF-THIS
REQUIREMENT APPLIES TO YOUR SHARES AND, IF SO, YOUR SHARES
ARE-REGISTERED IN A SEGREGATED ACCOUNT FOR THIS GENERAL
MEETING.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN FAVOR' Non-Voting
OR 'ABSTAIN'-ONLY FOR RESOLUTION NUMBERS "4.1 TO 4.4 AND 5".
THANK YOU.
1 Report by the Board of Directors Non-Voting
2 Approval of audited Annual Report 2010 Management For For
3 Resolution on allocation of profits acc. to the adopted Annual Management For For
Report
4.1 Re-election of Lars Norby Johansen as a director Management For For
4.2 Re-election of Peter Foss as a director Management For For
4.3 Re-election of Niels B. Christiansen as a director Management For For
4.4 Re-election of Thomas Hofman-Bang as a director Management For For
5 Re-election of Deloitte Statsautoriseret Revisionsaktieselskab Management For For
as an auditor
6.a Amendment to Article 8.2 of the Articles of Association Management For For
regarding the agenda for annual general meetings
6.b Approval of remuneration to the Board of Directors for the Management For For
current year
6.c Amendment to Article 11.11 of the Articles of Association Management For For
based on the proposal in agenda item 6a
6.d Renewal of the authority to increase the capital, cf. Articles Management For For
6.1 and 6.2 of the Articles of Association
6.e The Company's acquisition of own shares Management For For
6.f Authority to the chairman of the general meeting Management For For
7 Any other business Non-Voting
BP P L C
SECURITY G12793108 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 14-Apr-2011
ISIN GB0007980591 AGENDA 702818040 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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1 To receive the directors annual report and accounts Management For For
2 To approve the directors remuneration report Management For For
3 To re elect Mr P M Anderson as a director Management For For
4 To re elect Mr A Burgmans as a director Management For For
5 To re elect Mrs C B Carroll as a director Management For For
6 To re elect Sir William Castell as a director Management For For
7 To re elect Mr I C Conn as a director Management For For
8 To re elect Mr G David as a director Management For For
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 14
9 To re elect Mr I E L Davis as a director Management For For
10 To re elect Mr R W Dudley as a director Management For For
11 To re elect Dr B E Grote as a director Management For For
12 To elect Mr F L Bowman as a director Management For For
13 To elect Mr B R Nelson as a director Management For For
14 To elect Mr F P Nhleko as a director Management For For
15 To re-elect Mr C H Svanberg as a director Management For For
16 To reappoint Ernst and Young LLP as auditors and authorize the Management For For
board to fix their remuneration
17 To give limited authority for the purchase of its own shares Management For For
by the company
18 To give limited authority to allot shares up to a specified Management For For
amount
19 To give authority to allot a limited number of shares for cash Management For For
free of pre emption rights
20 To authorize the calling of general meetings excluding annual Management For For
general meetings by notice of at least 14 clear days
21 To give limited authority to make political donations and Management For For
incur political expenditure
22 To approve the renewal of the BP Sharematch Plan Management For For
23 To approve the renewal of the BP Sharesave UK Plan Management For For
SMITH & NEPHEW GROUP P L C
SECURITY G82343164 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 14-Apr-2011
ISIN GB0009223206 AGENDA 702820463 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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1 To adopt the report and accounts Management For For
2 To approve the remuneration report Management For For
3 To declare a final dividend Management For For
4 Re-election of director Mr Ian E Barlow Management For For
5 Re-election of director Prof Genevieve B Berger Management For For
6 Re-election of director Mr Olivier Bohuon Management For For
7 Re-election of director Mr John Buchanan Management For For
8 Re-election of director Mr Adrian Hennah Management For For
9 Re-election of director Dr Pamela J Kirby Management For For
10 Re-election of director Mr Brian Larcombe Management For For
11 Re-election of director Mr Joseph C Papa Management For For
12 Re-election of director Mr Richard De Schutter Management For For
13 Re-election of director Dr Rolf W H Stomberg Management For For
14 To reappoint the auditors Management For For
15 To authorise the directors to determine the remuneration of Management For For
the auditors
16 To renew the directors authority to allot shares Management For For
17 To renew the directors authority for the disapplication of Management For For
pre- emption rights
18 To renew the directors limited authority to make market Management For For
purchases of the Company's own shares
19 To authorise general meetings to be held on 14 days notice Management For For
NESTLE S A
SECURITY H57312649 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 14-Apr-2011
ISIN CH0038863350 AGENDA 702847596 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 799253 DUE Non-Voting
TO DELETION OF-RESOLUTION. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND-YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL REQUIREMENT IN Non-Voting
THE SWISS MARKET,-SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF T-HE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON
YOUR SHAR-ES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION
FOLLOWING A TRADE. IF YOU H-AVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR CLIENT SERVICE REPRE-SENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE Non-Voting
SENT UNDER MEETING-741313, INCLUDING THE AGENDA. TO VOTE IN
THE UPCOMING MEETING, YOUR NAME MUST-BE NOTIFIED TO THE
COMPANY REGISTRAR AS BENEFICIAL OWNER BEFORE THE
RE-REGISTR-ATION DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER T-HE CUTOFF DATE WILL BE PROCESSED ON
A BEST EFFORT BASIS. THANK YOU.
1.1 Approval of the annual report, the financial statements of Management No Action
Nestle S.A. and the consolidated financial statements of the
Nestle group for 2010
1.2 Acceptance of the Compensation Report 2010 (advisory vote) Management No Action
2 Release of the members of the Board of Directors and of the Management No Action
Management
3 Appropriation of profits resulting from the balance sheet of Management No Action
Nestle S.A.
4.1.1 Re-election to the Board of Directors: Mr. Paul Bulcke Management No Action
4.1.2 Re-election to the Board of Directors: Mr. Andreas Koopmann Management No Action
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 15
4.1.3 Re-election to the Board of Directors: Mr. Rolf Hanggi Management No Action
4.1.4 Re-election to the Board of Directors: Mr. Jean-Pierre Meyers Management No Action
4.1.5 Re-election to the Board of Directors: Mrs. Naina Lal Kidwai Management No Action
4.1.6 Re-election to the Board of Directors: Mr. Beat Hess Management No Action
4.2 Election to the Board of Directors: Ms. Ann Veneman (for a Management No Action
term of three years)
4.3 Re-election of the statutory auditors: KPMG S.A., Geneva Management No Action
branch (for a term of one year)
5 Cancellation of 165 000 000 shares repurchased under the share Management No Action
buy-back programmes, and reduction of the share capital by CHF
16 500 000
RIO TINTO PLC
SECURITY G75754104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 14-Apr-2011
ISIN GB0007188757 AGENDA 702872549 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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1 Receipt of the 2010 Annual report Management For For
2 Approval of the Remuneration report Management For For
3 To re-elect Tom Albanese as a director Management For For
4 To re-elect Robert Brown as a director Management For For
5 To re-elect Vivienne Cox as a director Management For For
6 To re-elect Jan du Plessis as a director Management For For
7 To re-elect Guy Elliott as a director Management For For
8 To re-elect Michael Fitzpatrick as a director Management For For
9 To re-elect Ann Godbehere as a director Management For For
10 To re-elect Richard Goodmanson as a director Management For For
11 To re-elect Andrew Gould as a director Management For For
12 To re-elect Lord Kerr as a director Management For For
13 To re-elect Paul Tellier as a director Management For For
14 To re-elect Sam Walsh as a director Management For For
15 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: To Shareholder Against For
elect Stephen Mayne as a director
16 Re-appointment and remuneration of auditors Management For For
17 Amendments to the Rules of the Performance Share Plan Management For For
18 Renewal of and amendments to the Share Ownership Plan Management For For
19 General authority to allot shares Management For For
20 Disapplication of pre-emption rights Management For For
21 Authority to purchase Rio Tinto plc shares Management For For
22 Notice period for general meetings other than annual general Management For For
meetings
ORASCOM TELECOM S A E
SECURITY 68554W205 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 14-Apr-2011
ISIN US68554W2052 AGENDA 702902316 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN FAVOR' Non-Voting
OR 'AGAINST' ONLY-FOR ALL RESOLUTIONS. THANK YOU.
O.1 The pre-approval and authorization of the entrance by the Management No Action
Company into financing arrangements funded by a member in the
Company's majority shareholder's group to provide funds for
the redemption/payment of the USD 750 million aggregate
principal amount 7.875% senior notes due 2014 issued by
Orascom Telecom Finance S.C.A. ("High Yield Notes") in
accordance with the terms and conditions of the indenture
governing such notes, for a price equal to the outstanding
principal balance plus the applicable redemption premium plus
accrued but unpaid interest and other costs owed at the time.
Or, as an alternative to the actions described in this item,
the pre-approval and authorization of a shareholder loan from
a member in the Company's majority shareholder's group, to the
Company to facilitate a flow of funds to redeem in full the
High Yield Notes
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 16
O.2 The pre-approval and authorization of (i) the purchase by a Management No Action
member in the Company's majority shareholder's group, of the
USD 2.5 billion senior secured syndicated facility agreement
dated 27 February 2006 (as amended and restated pursuant to a
supplemental agreement dated 14 April 2008 and as amended by
an amendment letter dated 21 April 2008) (the "Senior Facility
Agreement") and other agreements related to the Senior
Facility Agreement, such purchase from the lenders to be made
for a price equal to the principal balance outstanding
together with accrued but unpaid interest and other costs owed
at the time of the purchase; (ii) the entrance by the Company
into certain amendments and waivers under the Senior Facility
Agreement, and related agreements, to allow a member of the
Company's majority shareholder's group, by virtue of a notice
to the facility agent to make such purchase from the lenders;
and (iii) the entrance by the Company into certain amendments
and waivers under the Senior Facility Agreement, and related
agreements, following the accession thereof by a member in the
Company's majority shareholder's group, as the lender under
the Senior Facility Agreement, the terms and conditions of
such amendments and waivers as described in the refinancing
plan set out in the notice to shareholders. Or, as an
alternative to the actions described in this item, the
pre-approval of a shareholder loan from a member in the
Company's majority shareholder's group, to the Company for use
by the Company to repay in full the Senior Facility Agreement
(and to terminate and close-out the hedging transactions which
comprise part of the Senior Facility Agreement)
O.3 The pre-approval and authorization of (i) the purchase by a Management No Action
member in the Company's majority shareholder's group, of the
USD 230,013,000 aggregate principal amount of secured equity
linked notes due 2013 issued by Orascom Telecom Oscar S.A.
("Equity Linked Notes"), such purchase to be made from the
holders of such notes for a price equal to the principal
balance outstanding, together with the applicable premium for
payment and accrued but unpaid interest and other costs owed
at the time of the purchase; (ii) the entrance by the Company
into certain amendments and waivers on the Secured Equity
Linked Notes to allow for the purchase of each interest of
the noteholders by a member in the Company's majority
shareholder's group; and (iii) the entrance by the Company
into certain amendments and waivers on the Secured Equity
Linked Notes following the purchase thereof by a member in the
Company's majority shareholder's group, the terms and
conditions of each such amendment and waiver as described in
the refinancing plan set out in the notice to shareholders.
Or, as an alternative to the actions described in this item,
the pre-approval and authorization of a shareholder loan from
a member in the Company's majority shareholder's group, to the
Company for use by the Company to repay in full the Secured
Equity Linked Notes
O.4 The delegation of one or more members of the Board of Management No Action
Directors to undertake all actions and sign all agreements and
documents that may be necessary or advisable in relation to
the implementation of any of the resolutions taken by virtue
of this ordinary general assembly
E.1 To approve the increase of the authorized capital of the Management No Action
Company to become EGP fourteen billion provided that in
relation to any issued capital increase within such authorized
capital increase, the Board shall abide by the following
conditions:Any such issuance will only be undertaken by the
Company in order to repay debt; Such issuance shall be
consummated with reference to the fair market value per
share rather than the par value thereof. In accordance with
EFSA regulations governing any increase in issued capital at
any price other than par value per share, an Independent
Financial Advisor registered with EFSA will be appointed to
give a fairness opinion on the fair market value of the new
shares to be issued, and the increase in issued capital
will be subject to EFSA approval; and Any potential increase
in issued share capital will take place in accordance with
article 18 of the articles of association of the Company
which gives all shareholders of the Company a pre-emption
right to subscribe to any increase in issued share capital on
a pro-rata basis, based on their respective shareholding
interests in the Company; and the amendment of article (6)
of the statutes of the company as follows: The authorized
capital of the company is EGP fourteen billion EGP, the
issued capital of the company is EGP 5,245,690,620
distributed over 5,245,690,620 shares with the par value
of each share being EGP 1 (all share are cash shares)
E.2 To approve the demerger of the Company whereby the Company Management No Action
will survive as Orascom Telecom Holding S.A.E. (the "Original
Demerged Company") and reduce its issued capital through the
reduction of the nominal par value of its shares while as a
result of the split, a new holding company named "Orascom
Telecom Media and Technology Holding S.A.E." will be formed
(the "New Demerged Company")
E.3 To approve the split of assets, liabilities, shareholders Management No Action
equity, revenues and expenses between the Original Demerged
Company and the New Demerged Company according to the terms
and conditions of the Plan of the Detailed Split of Assets
E.4 To adopt of the following rationale for the demerger: To Management No Action
enable each shareholder to dispose separately of the
investment of either the Original Demerged Company or the New
Demerged Company while retaining the investments of the other
company, in addition to increasing the liquidity of the shares
of both companies (subject any restrictions applicable to
certain shareholders under the applicable laws of foreign
jurisdictions)
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 17
E.5 To approve and ratify the draft Demerger Agreement including Management No Action
the following: (i) To conduct the demerger based on the book
value of the Company as per the financial statements dated
30/09/2010 taking into consideration major transactions that
took place since then; (ii) To adopt 30/09/2010 as the
reference date for the demerger and 25/05/2011 as the
suggested execution date of the demerger; (iii) To amend
articles 6 and 7 of the articles of incorporation of the
Company to reflect the amendment of the authorized capital of
the Company to be EGP fourteen billion and its issued capital
to be EGP 3,147,414,372 distributed over 5,245,690,620 shares
of a nominal value of EGP 0.60 each. The reduction of the
issued capital shall take place through the reduction of the
par value of the shares of the Company against the issuance of
shares in the New Demerged Company free from any payment,
representing the reduction in the issued capital of the
Company, as mentioned below; (iv) To approve the establishment
contract and the articles of incorporation of the New Demerged
Company to be named Orascom Telecom Media and Technology
Holding S.A.E., its head quarters to be located on the 26th
floor, 2005a, Nile City Tower, South Tower, Corniche El Nil,
Ramleat Beaulac, Cairo, with an authorized capital amounting
to EGP 2,098,276,248 and its issued capital amounting to EGP
2,098,276,248 distributed over 5,245,690,620 shares of a
nominal value of EGP 0.40 each. Upon completion of the
demerger, each shareholder of the Company will receive, free
from any payment and subject to applicable legal restrictions,
one share in the New Demerged Company held as of the last
trading date prior to the execution of the demerger as per the
shareholders list issued by Misr for Central Clearing,
Depository and Registry on the same date. The first board
shall consist of five members and its auditors shall be Mr.
Kamel Magdy Saleh and Mr. Ehab Abu El Magd
E.6 To approve the continuation of the listing of the shares of Management No Action
the Orascom Telecom Holding S.A.E. following the demerger and
amend its listing accordingly. To also approve the listing of
the shares of Orascom Telecom Media and Technology Holding
S.A.E. upon completion of the demerger. Since all conditions
required for such listing and continuation of listing of the
shares of the two entities will be satisfied, accordingly to
resolve that there is no need to set a mechanism for
compensation of shareholders for absence of listing through
share buy-back
E.7 To approve undertaking any required amendment to the existing Management No Action
GDR programs of the Company and the creation of a new GDR
program in relation to the New Demerged Company following its
incorporation
E.8 Based on the refinancing plan that has been approved by the Management No Action
Ordinary General Assembly, the Company shall take all
necessary actions to obtain creditors approval and/or prepay
any non consenting creditor
E.9 The approval and ratification of the separation agreement Management No Action
relating to the spin-off assets
E.10 The approval and ratification of the interim control agreement Management No Action
relating to the spin-off assets
E.11 The delegation of one or more members of the Board of Management No Action
Directors to undertake all actions and sign all agreements and
documents that may be necessary or advisable in relation to
the implementation of any of the resolutions taken by virtue
of this extraordinary general assembly
SYNGENTA AG
SECURITY H84140112 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 19-Apr-2011
ISIN CH0011037469 AGENDA 702839020 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting
REQUIREMENT IN THE SWISS MARKET,-SPECIFIC POLICIES
AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON
RECEIPT OF THE VOTING INSTRUCTION, IT IS POSSIBLE
THAT A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND RE-REGISTRATION
FOLLOWING A TRADE. IF YOU H-AVE CONCERNS
REGARDING YOUR ACCOUNTS, PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE Non-Voting
SENT UNDER MEETING-751532, INCLUDING THE AGENDA. TO VOTE IN
THE UPCOMING MEETING, YOUR NAME MUST-BE NOTIFIED TO THE
COMPANY REGISTRAR AS BENEFICIAL OWNER BEFORE THE
RE-REGISTRATION DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER THE CUTOFF DATE WILL BE PROCESSED ON
A BEST EFFORT BASIS. THANK YOU.
1.1 Approval of the annual report, including the annual financial Management No Action
statements and the group consolidated financial statements for
the year 2010
1.2 Consultative vote on the compensation system Management No Action
2 Discharge of the members of the board of directors and the Management No Action
executive committee
3 Reduction of share capital by cancellation of repurchased Management No Action
shares
4.1 Appropriation of available earnings 2010 Management No Action
4.2 Conversion and appropriation of reserves from capital Management No Action
contributions (dividend from reserves from capital
contributions)
5.1 Re-election of Martin Taylor to the board of directors Management No Action
5.2 Re-election of Peter Thompson to the board of directors Management No Action
5.3 Re-election of Rolf Watter to the board of directors Management No Action
5.4 Re-election of Felix A. Weber to the board of directors Management No Action
6 Election of the auditors: Ernst and Young Ag Management No Action
7 Ad-hoc Management No Action
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 18
HEINEKEN NV
SECURITY N39427211 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 21-Apr-2011
ISIN NL0000009165 AGENDA 702830818 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN THERE IS A Non-Voting
RECORD DATE-ASSOCIATED WITH THIS MEETING. THANK YOU
0 Opening Non-Voting
1a Report for the financial year 2010 Non-Voting
1b Adoption of the financial statements for the financial year Management For For
2010
1c Decision on the appropriation of the balance of the income Management For For
statement in accordance with Article 12 paragraph 7 of the
Company's Articles of Association
1d Discharge of the members of the Executive Board Management For For
1e Discharge of the members of the Supervisory Board Management For For
2a Authorisation of the Executive Board to acquire own shares Management For For
2b Authorisation of the Executive Board to issue (rights to) Management For For
shares
2c Authorisation of the Executive Board to restrict or exclude Management For For
shareholders' pre-emptive rights
3 Amendments to the Articles of Association Management For For
4a Adjustments to the remuneration policy for the Executive Board Management For For
4b Related amendment to the long-term incentive for the Executive Management For For
Board
4c Related amendment to the short-term incentive for the Management For For
Executive Board
5 Remuneration Supervisory Board Management For For
6 Composition Executive Board (non-binding nomination): Re- Management For For
appointment of Mr. D.R. Hooft Graafland as member of the
Executive Board
7 Composition Supervisory Board (non-binding nomination): Re- Management For For
appointment of Mr. M.R. de Carvalho as member of the
Supervisory Board
0 Closing Non-Voting
ANGLO AMERN PLC
SECURITY G03764134 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 21-Apr-2011
ISIN GB00B1XZS820 AGENDA 702853400 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To receive the financial statements of the Company and the Management For For
Group and the reports of the directors and auditors for the
year ended 31 December 2010
2 To declare a final dividend of 40 US cents per ordinary share, Management For For
payable on 28 April 2011 to those shareholders registered at
the close of business on 1 April 2011
3 To elect Mr Phuthuma Nhleko as a director of the Company Management For For
4 To re-elect Cynthia Carroll as a director of the Company Management For For
5 To re-elect David Challen as a director of the Company Management For For
6 To re-elect Sir CK Chow as a director of the Company Management For For
7 To re-elect Sir Philip Hampton as a director of the Company Management For For
8 To re-elect Rene Medori as a director of the Company Management For For
9 To re-elect Ray O'Rourke as a director of the Company Management For For
10 To re-elect Sir John Parker as a director of the Company Management For For
11 To re-elect Mamphela Ramphele as a director of the Company Management For For
12 To re-elect Jack Thompson as a director of the Company Management For For
13 To re-elect Peter Woicke as a director of the Company Management For For
14 To re-appoint Deloitte LLP as auditors of the Company for the Management For For
ensuing year
15 To authorise the directors to determine the remuneration of Management For For
the auditors
16 To approve the directors' remuneration report for the year Management For For
ended 31 December 2010 set out in the Annual Report
17 To resolve that the rules of the Anglo American Long Term Management For For
Incentive Plan 2011 produced to the meeting and for the
purposes of identification initialled by the chairman (the
'Plan') be approved, and the directors' adoption of the Plan
be authorised
18 To resolve that the authority conferred on the directors by Management For For
Article 9.2 of the Company's Articles of Association be
renewed for the period ending at the conclusion of the Annual
General Meeting in 2012 or on 30 June 2012, whichever is the
earlier, and for such period the Section 551 Amount shall be
USD 72.5 million. Such authority shall be in substitution for
all previous authorities pursuant to Section 551 of the
Companies Act 2006
19 To resolve that subject to the passing of Resolution 18 above, Management For For
the power conferred on the directors by Article 9.3 of the
Company's Articles of Association be renewed for the period
referred to in Resolution 18 and for such period the Section
561 Amount shall be USD 36.2 million. Such authority shall be
in substitution for all previous powers pursuant to Section
561 of the Companies Act 2006
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 19
20 To resolve that the Company be and is generally and Management For For
unconditionally authorised for the purpose of Section 701 of
the Companies Act 2006 to make market purchases (within the
meaning of Section 693 of the Companies Act 2006) of ordinary
shares of 54 86/91 US cents each in the capital of the Company
provided that: a) the maximum number of ordinary shares of 54
86/91 US cents each in the capital of the Company authorised
to be acquired is 197.9 million; b) the minimum price which
may be paid for an ordinary share is 54 86/91 US cents, which
amount shall be exclusive of expenses; c) the maximum price
which may be paid for an ordinary share is an amount
(exclusive of expenses) equal to the higher of 105% of the
average of the middle market quotation for an ordinary share,
as derived from the London CONTD
CONT CONTD Stock Exchange Daily Official List, for the five Non-Voting
business days-immediately preceding the day on which such
ordinary share is contracted to-be purchased and the highest
current bid as stipulated by Article 5(1) of the-Buy-back and
Stabilisation Regulations 2003; and d) the authority
hereby-conferred shall expire at the conclusion of the Annual
General Meeting of the- Company to be held in 2012 (except in
relation to the purchase of ordinary-shares the contract for
which was concluded before the expiry of such-authority and
which might be executed wholly or partly after such
expiry)-unless such authority is renewed prior to such time
21 That a general meeting other than an annual general meeting Management For For
may be called on not less than 14 clear days' notice
DANONE, PARIS
SECURITY F12033134 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 28-Apr-2011
ISIN FR0000120644 AGENDA 702819600 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE Non-Voting
OPTIONS ARE "FOR"-AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT French Resident Shareowners must complete, sign and forward Non-Voting
the Proxy Card-directly to the sub custodian. Please contact
your Client Service-Representative to obtain the necessary
card, account details and directions.-The following applies to
Non- Resident Shareowners: Proxy Cards: Voting-instructions
will be forwarded to the Global Custodians that have
become-Registered Intermediaries, on the Vote Deadline Date.
In capacity as- Registered Intermediary, the Global Custodian
will sign the Proxy Card and-forward to the local custodian.
If you are unsure whether your Global-Custodian acts as
Registered Intermediary, please contact your representative
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS Non-Voting
AVAILABLE BY-CLICKING ON THE MATERIAL URL
LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2011/0304/201103041100550.pdf
O.1 Approval of the corporate financial statements for the Management For For
financial year ended on December 31, 2010
O.2 Approval of the consolidated financial statements for the Management For For
financial year ended on December 31, 2010
O.3 Allocation of income for the financial year ended December 31, Management For For
2010 and setting the dividend at EUR 1.30 per share
O.4 Ratification of the co-optation of Mr. Yoshihiro Kawabata as Management For For
Board member
O.5 Renewal of Mr. Bruno Bonnell's term as Board member Management For For
O.6 Renewal of Mr. Bernard Hours's term as Board member Management For For
O.7 Renewal of Mr. Yoshihiro Kawabata's term as Board member Management For For
O.8 Renewal of Mr. Jacques Vincent's term as Board member Management For For
O.9 Appointment of Mrs. Isabelle Seillier as Board member Management For For
O.10 Appointment of Mr. Jean-Michel Severino as Board member Management For For
O.11 Approval of the Agreements referred to in the Statutory Management For For
Auditors' special report
O.12 Approval of the Agreements and Undertakings pursuant to Management For For
Articles L.225-38 and L.225-42-l of the Commercial Code
relating to Mr. Bernard Hours
O.13 Authorization to be granted to the Board of Directors to Management For For
purchase, hold or transfer Company's shares
E.14 Delegation of authority to the Board of Directors to issue Management For For
ordinary shares of the Company and securities giving access
to the capital of the Company, with preferential subscription
rights of shareholders
E.15 Delegation of authority to the Board of Directors to issue Management For For
ordinary shares of the Company and securities giving access to
the capital of the Company, with cancellation of preferential
subscription rights of shareholders, but with obligation to
grant a priority right
E.16 Delegation of authority to the Board of Directors in the event Management For For
of capital increase with or with cancellation of preferential
subscription rights of shareholders to increase the amount of
issuable securities
E.17 Delegation of authority to the Board of Directors to issue Management For For
ordinary shares and securities giving access to the capital of
the Company, in the event of public exchange offer initiated
by the Company
E.18 Delegation of powers to the Board of Directors to issue Management For For
ordinary shares, in consideration for in-kind contributions
granted to the Company and composed of equity securities or
securities giving access to the capital
E.19 Delegation of authority to the Board of Directors to increase Management For For
the Company's capital by incorporation of reserves, profits or
premiums or other amounts which capitalization is authorized
E.20 Delegation of authority to the Board of Directors to carry out Management For For
capital increases reserved for employees participating in a
company savings plan and/or transfers of reserved securities
E.21 Authorization granted to the Board of Directors to reduce Management For For
capital by cancellation of shares
E.22 Powers for formalities Management For For
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 20
H & M HENNES & MAURITZ AB (PUBL)
SECURITY W41422101 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 28-Apr-2011
ISIN SE0000106270 AGENDA 702857650 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN ACCEPT Non-Voting
ABSTAIN AS A VALID-VOTE OPTION. THANK YOU
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN
ORDER FOR YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER Non-Voting
SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE-REPRESENTATIVE
1 Opening of the AGM Non-Voting
2 Election of a chairman for the AGM: Lawyer Sven Unger Non-Voting
3 Address by Managing Director Karl-Johan Persson followed by an Non-Voting
opportunity to-ask questions about the company
4 Establishment and approval of voting list Non-Voting
5 Approval of the agenda Non-Voting
6 Election of people to check the minutes Non-Voting
7 Examination of whether the meeting was duly convened Non-Voting
8 a. Presentation of the annual accounts and auditors' report as Non-Voting
well as the-consolidated accounts and the consolidated
auditors' report, and auditors'-statement on whether the
guidelines for remuneration to senior executives-applicable
since the last AGM have been followed. b. Statement by
the-company's auditor and the chairman of the Auditing
Committee. c. Statement by-the Chairman of the Board on the
work of the Board. d. Statement by the-chairman of the
Election Committee on the work of the Election Committee
9.a Adoption of the income statement and balance sheet as well as Management For For
the consolidated income statement and consolidated balance
sheet
9.b Disposal of the company's earnings in accordance with the Management For For
adopted balance sheets, and record date
9.c Discharge of the members of the Board and Managing Director Management For For
from liability to the company
10 The Election Committee proposes eight Board members with no Management For For
deputies
11 Establishment of fees to the Board and auditors Management For For
12 Election of Board members and Chairman of the Board: Re- Management For For
election of current Board members: Mia Brunell Livfors, Anders
Dahlvig, Lottie Knutson, Sussi Kvart, Bo Lundquist, Stefan
Persson, Melker Schorling and Christian Sievert. Chairman of
the Board: re-election of Stefan Persson
13 Establishment of principles for the Election Committee and Management For For
election of members of the Election Committee
14 Resolution on amendment of the articles of association Management For For
15 Resolution on guidelines for remuneration to senior executives Management For For
16 Closing of the AGM Non-Voting
TECHNIP NEW
SECURITY F90676101 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 28-Apr-2011
ISIN FR0000131708 AGENDA 702858688 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE Non-Voting
OPTIONS ARE "FOR"-AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT French Resident Shareowners must complete, sign and forward Non-Voting
the Proxy Card-directly to the sub custodian. Please contact
your Client Service-Representative to obtain the necessary
card, account details and directions.-The following applies to
Non-Resident Shareowners: Proxy Cards: Voting-instructions
will be forwarded to the Global Custodians that have
become-Registered Intermediaries, on the Vote Deadline Date.
In capacity as-Registered Intermediary, the Global Custodian will
sign the Proxy Card and-forward to the local custodian. If you
are unsure whether your Global-Custodian acts as Registered
Intermediary, please contact your representative
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS Non-Voting
AVAILABLE BY-CLICKING ON THE MATERIAL URL
LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2011/0323/201103231100803.pdf AND ht-
tps://balo.journal-
officiel.gouv.fr/pdf/2011/0411/201104111101149.pdf
O.1 Approval of the annual financial statements for the financial Management For For
year ended on December 31, 2010
O.2 Allocation of income for the financial year ended December 31, Management For For
2010; setting the dividend and date of payment
O.3 Approval of the consolidated financial statements for the Management For For
financial year ended on December 31, 2010
O.4 Approval of the special report of the Statutory Auditors on Management For For
regulated Agreements pursuant to Articles L. 225-38 et seq. of
the Commercial Code
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 21
O.5 Ratification of the co-optation of Ms. Marie-Ange Debon as Management For For
Board member
O.6 Renewal of Mr. Thierry Pilenko's term as Board member Management For For
O.7 Renewal of Mr. Olivier Appert's term as Board member Management For For
O.8 Renewal of Mr. Pascal Colombani's term as Board member Management For For
O.9 Renewal of Mr. John O'Leary's term as Board member Management For For
O.10 Appointment of C. Maury Devine as Board member Management For For
O.11 Appointment of Ms. Leticia Costa as Board member Management For For
O.12 Authorization granted to the Board of Directors to purchase Management For For
shares of the Company
E.13 Delegation of authority to the Board of Directors to increase Management For For
share capital and issue securities entitling to the allotment
of debt securities while maintaining shareholders'
preferential subscription rights
E.14 Delegation of authority to the Board of Directors to increase Management For For
capital and issue securities entitling to the allotment of
debt securities without shareholders' preferential
subscription rights (with option to grant a priority period)
and by way of a public offer
E.15 Delegation of authority to the Board of Directors to increase Management For For
capital and issue securities entitling to the allotment of
debt securities without shareholders' preferential
subscription rights (with option to grant a priority period)
and through private investment
E.16 Authorization granted to the Board of Directors to carry out Management For For
allocations of performance shares, on one hand to staff
members employed by Technip and, on the other hand to related
companies' staff members and corporate officers pursuant to
Article L.225-197-2 of the Commercial Code
E.17 Authorization granted to the Board of Directors to carry out Management For For
allocations of performance shares to the Chairman of the Board
of Directors and/or the Executive Officer of Technip,
corporate officer of the Company and main officers of the Group
E.18 Authorization granted to the Board of Directors to carry out Management For For
an allocation of options to subscribe for or purchase shares,
on one hand to Technip's staff members and, on the other hand
to related companies' staff members and corporate officers
pursuant to Article L.225-180 of the Commercial Code
E.19 Authorization granted to the Board of Directors to carry out Management For For
an allocation of options to subscribe for or purchase shares
to the Chairman of the Board of Directors and/or the Executive
Officer of Technip, corporate officer of the Company and main
officers of the Group
E.20 Delegation of authority to the Board of Directors to increase Management For For
share capital in favor of members of a company savings plan
OE21 Powers to accomplish formalities Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF Non-Voting
ADDITIONAL URL LINK. IF-YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLE-SS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
BRITISH AMERN TOB PLC
SECURITY G1510J102 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 28-Apr-2011
ISIN GB0002875804 AGENDA 702877640 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Receipt of the 2010 Report and Accounts Management For For
2 Approval of the 2010 Remuneration Report Management For For
3 Declaration of the final dividend for 2010 Management For For
4 To re-appoint PricewaterhouseCoopers LLP as the companies Management For For
auditors
5 Authority for the Directors to agree the Auditors' remuneration Management For For
6 Re-election of Richard Burrows as a Director (N) Management For For
7 Re-election of Karen de Segundo as a Director (C, N, R) Management For For
8 Re-election of Nicandro Durante as a Director Management For For
9 Re-election of Robert Lerwill as a Director (A, N, R) Management For For
10 Re-election of Christine Morin-Postel as a Director (A, N, R) Management For For
11 Re-election of Gerry Murphy as a Director (C, N, R) Management For For
12 Re-election of Anthony Ruys as a Director (A, N, R) Management For For
13 Re-election of Sir Nicholas Scheele as a Director (A, N, R) Management For For
14 Re-election of Ben Stevens as a Director Management For For
15 Election of John Daly as a Director who has been appointed Management For For
since the last Annual General Meeting
16 Election of Kieran Poynter as a Director (C, N) who has been Management For For
appointed Since the last Annual General Meeting
17 Renewal of the Directors' authority to allot shares Management For For
18 Renewal of the Directors' authority to disapply pre-emption Management For For
rights
19 Authority for the Company to purchase its own shares Management For For
20 Authority to amend the British American Tobacco 2007 Long Term Management For For
Incentive Plan
21 Notice period for General Meetings Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF AUDITOR Non-Voting
NAME IN RESOLUTI-ON 4. IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY-FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 22
SYNTHES INC
SECURITY 87162M409 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 28-Apr-2011
ISIN US87162M4096 AGENDA 702973579 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL REQUIREMENT IN Non-Voting
THE SWISS MARKET,-SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON
YOUR SHARES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION
FOLLOWING A TRADE. IF YOU H-AVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN FAVOR' Non-Voting
OR 'ABSTAIN' ONLY-FOR RESOLUTION NUMBERS "5.1 AND 5.2". THANK
YOU.
3 Approval of the report on the financial year, the annual Management No Action
accounts and the consolidated accounts for 2010
5.1 Elections to the Board of Director: Robert Bland Management No Action
5.2 Elections to the Board of Director: Amy Wyss Management No Action
6 Ratify selection of Ernst & Young as Auditors for 2011 Management No Action
IMPERIAL OIL LIMITED
SECURITY 453038408 MEETING TYPE Annual
TICKER SYMBOL IMO MEETING DATE 28-Apr-2011
ISIN CA4530384086 AGENDA 933383945 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
01 PRICEWATERHOUSECOOPERS LLP BE REAPPOINTED AS AUDITORS OF THE Management For For
COMPANY UNTIL THE NEXT ANNUAL MEETING.
02 DIRECTOR Management
1 K.T. HOEG For For
2 B.H. MARCH For For
3 J.M. MINTZ For For
4 R.C. OLSEN For For
5 D.S. SUTHERLAND For For
6 S.D. WHITTAKER For For
7 V.L. YOUNG For For
PETROLEO BRASILEIRO S.A. - PETROBRAS
SECURITY 71654V408 MEETING TYPE Annual
TICKER SYMBOL PBR MEETING DATE 28-Apr-2011
ISIN US71654V4086 AGENDA 933430364 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
O1 THE MANAGEMENT REPORT, FINANCIAL STATEMENTS AND FISCAL BOARD'S Management For For
REPORT OF FISCAL YEAR OF 2010
O2 CAPITAL BUDGET FOR 2011 Management For For
O3 DISTRIBUTION OF THE INCOME OF YEAR 2010 Management For For
O4 ELECTION OF MEMBERS TO THE BOARD OF DIRECTORS Management For For
O5 ELECTION OF THE CHAIRMAN OF THE BOARD OF DIRECTORS Management For For
O6 ELECTION OF MEMBERS TO THE FISCAL BOARD AND THEIR RESPECTIVE Management For For
SUBSTITUTES
O7 ESTABLISHMENT OF THE COMPENSATION OF MANAGEMENT AND EFFECTIVE Management For For
MEMBERS OF THE FISCAL BOARD
E1 CAPITAL INCREASE Management For For
BAYER AG, LEVERKUSEN
SECURITY D0712D163 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 29-Apr-2011
ISIN DE000BAY0017 AGENDA 702812252 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU
ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED
WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED
CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED
WITH ANY OF YOUR MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT-TO THE GERMAN SECURITIES
TRADING ACT (WHPG). SHOULD YOU HAVE ANY
QUESTIONS OR-DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT THIS
ISSUE CAN BE CLARIFIED. IF YOU DO NOT HAVE
ANY INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR-VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED DEPENDING ON SOME Non-Voting
SUBCUSTODIANS'-PROCESSING IN THE MARKET. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO-OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 14 04 2011. FURTHER Non-Voting
INFORMATION ON CO-UNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO-THE MATERIAL URL SECTION OF
THE APPLICATION). IF YOU WISH TO ACT ON THESE ITE-MS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY
AT-THE COMPANY'S MEETING.
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 23
1. Presentation of the adopted annual financial statements and Management For For
the approved consolidated financial statements, the combined
management report, the report of the Supervisory Board, the
explanatory report by the Board of Management on takeover-
related disclosures, and the proposal by the Board of
Management on the appropriation of distributable profit for
the fiscal year 2010, as well as the resolution on the
appropriation of distributable profit
2. Ratification of the actions of the members of the Board of Management For For
Management
3. Ratification of the actions of the members of the Supervisory Management For For
Board
4. Amendment to the Articles of Incorporation concerning the term Management For For
of office of Supervisory Board members (Article 8(2) and (4)
of the Articles of Incorporation)
5. Spin-off of property holdings Management For For
6. Election of the auditor of the financial statements and for Management For For
the review of the half-yearly financial report
AGNICO-EAGLE MINES LIMITED
SECURITY 008474108 MEETING TYPE Annual and Special Meeting
TICKER SYMBOL AEM MEETING DATE 29-Apr-2011
ISIN CA0084741085 AGENDA 933403177 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
01 DIRECTOR Management
1 LEANNE M. BAKER For For
2 DOUGLAS R. BEAUMONT For For
3 SEAN BOYD For For
4 MARTINE A. CELEJ For For
5 CLIFFORD J. DAVIS For For
6 ROBERT J. GEMMELL For For
7 BERNARD KRAFT For For
8 MEL LEIDERMAN For For
9 JAMES D. NASSO For For
10 SEAN RILEY For For
11 J. MERFYN ROBERTS For For
12 EBERHARD SCHERKUS For For
13 HOWARD R. STOCKFORD For For
14 PERTTI VOUTILAINEN For For
02 APPOINTMENT OF ERNST & YOUNG LLP AS AUDITORS OF THE Management For For
CORPORATION AND AUTHORIZING THE DIRECTORS TO FIX THEIR
REMUNERATION.
03 AN ORDINARY RESOLUTION APPROVING AN AMENDMENT OF Management For For
AGNICO-EAGLE'S STOCK OPTION PLAN.
04 A NON-BINDING ADVISORY RESOLUTION ACCEPTING AGNICO-EAGLE'S Management For For
APPROACH TO EXECUTIVE COMPENSATION.
XSTRATA PLC
SECURITY G9826T102 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 04-May-2011
ISIN GB0031411001 AGENDA 702882906 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To receive and consider and, if thought fit, adopt the Annual Management For For
Report and Financial Statements of the Company, and the
reports of the directors and auditors thereon, for the year
ended 31 December 2010
2 To declare a final dividend of USD 0.20 per Ordinary Share in Management For For
respect of the year ended 31 December 2010
3 To receive and consider and, if thought fit, to approve the Management For For
directors' Remuneration Report (on pages 119 to 129 of the
Annual Report) for the year ended 31 December 2010
4 To re-elect Mick Davis as a director Management For For
5 To re-elect Dr Con Fauconnier as a director Management For For
6 To re-elect Ivan Glasenberg as a director Management For For
7 To re-elect Peter Hooley as a director Management For For
8 To re-elect Claude Lamoureux as a director Management For For
9 To re-elect Trevor Reid as a director Management For For
10 To re-elect Sir Steve Robson as a director Management For For
11 To re-elect David Rough as a director Management For For
12 To re-elect Ian Strachan as a director Management For For
13 To re-elect Santiago Zaldumbide as a director Management For For
14 To elect Sir John Bond as a director Management For For
15 To elect Aristotelis Mistakidis as a director Management For For
16 To elect Tor Peterson as a director Management For For
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 24
17 To re-appoint Ernst & Young LLP as auditors to the Company to Management For For
hold office until the conclusion of the next general meeting
at which accounts are laid before the Company and to authorise
the directors to determine the remuneration of the auditors
18 That the directors be generally and unconditionally authorised Management For For
pursuant to section 551 of the Companies Act 2006 to: (i)
allot shares in the Company, and to grant rights to subscribe
for or to convert any security into shares in the Company: (A)
up to an aggregate nominal amount of USD 494,115,346; and (B)
comprising equity securities (as defined in section 560 of the
Companies Act 2006) up to an aggregate nominal amount of USD
988,230,692 (including within such limit any shares issued or
rights granted under paragraph (A) above) in connection with
an offer by way of a rights issue: (I) to holders of ordinary
shares in proportion (as nearly as may be practicable) to
their existing holdings; and (II) to people who are holders of
other equity securities if this is required by the rights of
those securities or, if the CONTD
CONT CONTD directors consider it necessary, as permitted by the Non-Voting
rights of those-securities, and so that the directors may
impose any limits or restrictions-and make any arrangements
which they consider necessary or appropriate to-deal with
treasury shares, fractional entitlements, record dates,
legal,-regulatory or practical problems in, or under, the laws
of, any territory or-any other matter; for a period expiring
(unless previously renewed, varied or- revoked by the Company
in a general meeting) at the end of the next Annual-General
Meeting of the Company after the date on which this resolution
is-passed; and (ii) make an offer or agreement which would or
might require-shares to be allotted, or rights to subscribe
for or convert any security-into shares to be granted, after
expiry of this authority and the directors-may CONTD
CONT CONTD allot shares and grant rights in pursuance of that offer Non-Voting
or agreement-as if this authority had not expired. (b) That,
subject to paragraph (c)-below, all existing authorities given
to the directors to allot shares in the-Company, and to grant
rights to subscribe for or to convert any security into-shares
in the Company be revoked by this resolution. (c) That
paragraph (b)-above shall be without prejudice to the
continuing authority of the directors-to allot shares, or
grant rights to subscribe for or convert any securities- into
shares, pursuant to an offer or agreement made by the Company
before the-expiry of the authority pursuant to which such
offer or agreement was made
19 That, subject to the passing of resolution 18 in the Notice of Management For For
Annual General Meeting, the directors be generally empowered
pursuant to section 570 and section 573 of the Companies Act
2006 to allot equity securities (as defined in section 560 of
the Companies Act 2006) for cash, pursuant to the authority
conferred by resolution 18 in the Notice of Annual General
Meeting as if section 561(1) of the Companies Act 2006 did not
apply to the allotment. This power: (a) expires (unless
previously renewed, varied or revoked by the Company in a
general meeting) at the end of the next Annual General Meeting
of the Company after the date on which this resolution is
passed, but the Company may make an offer or agreement which
would or might require equity securities to be allotted after
expiry of this power and the directors may CONTD
CONT CONTD allot equity securities in pursuance of that offer or Non-Voting
agreement as if-this power had not expired; and (b) shall be
limited to the allotment of-equity securities in connection
with an offer of equity securities (but in-the case of the
authority granted under resolution 18 (a)(i)(B), by way of
a-rights issue only): (i) to the ordinary shareholders in
proportion (as nearly-as may be practicable) to their existing
holdings; and (ii) to people who-hold other equity securities,
if this is required by the rights of those- securities or, if
the directors consider it necessary, as permitted by
the-rights of those securities, and so that the directors may
impose any limits-or restrictions and make any arrangements
which they consider necessary or-appropriate to deal with
treasury shares, fractional entitlements, record-dates, CONTD
CONT CONTD legal, regulatory or practical problems in, or under the Non-Voting
laws of, any-territory or any other matter; and (c) in the
case of the authority granted-under resolution 18 (a)(i)(A)
shall be limited to the allotment of equity-securities for
cash otherwise than pursuant to paragraph (b) above up to
an-aggregate nominal amount of USD 74,117,301. This power
applies in relation to-a sale of shares which is an allotment
of equity securities by virtue of-section 560(3) of the Act as
if the first paragraph of this resolution the- words "pursuant
to the authority conferred by resolution 18 in the Notice
of-Annual General Meeting" were omitted
20 That any Extraordinary General Meeting of the Company Management For For
(asdefined in the Company's Articles of Association as a
general meeting other than an Annual General Meeting) may be
called on not less than 20 clear days' notice
CRH PLC
SECURITY G25508105 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 04-May-2011
ISIN IE0001827041 AGENDA 702898923 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To consider the company's financial statements and the reports Management For For
of the directors and auditors for the year ended 31st December
2010
2 To declare a dividend on the ordinary shares Management For For
3 To consider the report on directors' remuneration for the year Management For For
ended 31st December 2010
4A To re-elect the following director: Ms. M.C. Carton Management For For
4B To re-elect the following director: Mr. W.P. Egan Management For For
4C To re-elect the following director: Mr. U-H. Felcht Management For For
4D To re-elect the following director: Mr. N. Hartery Management For For
4E To re-elect the following director: Mr. J.M. De Jong Management For For
4F To re-elect the following director: Mr. J.W. Kennedy Management For For
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 25
4G To re-elect the following director: Mr. M.Lee Management For For
4H To re-elect the following director: Mr. A Manifold Management For For
4I To re-elect the following director: Mr. K. McGowan Management For For
4J To re-elect the following director: Mr D.N. O'Connor Management For For
4K To re-elect the following director: Mr. W.I. O'Mahony Management For For
4L To re-elect the following director: Mr. M.S.Towe Management For For
5 To authorise the directors to fix the remuneration of the Management For For
auditors
6 That, in accordance with article 11 (e) of the articles of Management For For
association of the company, directors be empowered to allot
equity securities for cash
7 Authorisation to purchase shares on the market, up to 10 per Management For For
cent of the issue capital at the date of the 2011 AGM
8 That the company be authorised to re-issue treasury shares Management For For
9 That the provision in article article 60(a) allowing for Management For For
convening of EGMs by at least 14 clear days' notice to be
effective
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO REMOVAL OF RECORD Non-Voting
DATE. IF YOU HAVE-ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU D-ECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
SAIPEM S P A
SECURITY T82000117 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 04-May-2011
ISIN IT0000068525 AGENDA 702930365 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 802102 DUE Non-Voting
TO ADDITION OF-RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AN-D YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN MEETING Non-Voting
DATE FROM 30 APR-2011 TO 04 MAY 2011. IF YOU HAVE ALREADY SENT
IN YOUR VOTES, PLEASE DO NOT RET-URN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THA-NK YOU.
O.1 Balance sheet as of 31 December 2010 of Saipem Spa. Directors, Management For For
board of auditors and auditing company's reporting. Related
resolutions. Presentation of consolidated balance sheet as of
31 December 2010
O.2 Allocation of profits Management For For
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES TO BE ELECTED AS Non-Voting
DIRECTORS, THERE-IS ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUC-TIONS FOR THIS MEETING WILL
BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED T-O VOTE FOR
ONLY 1 OF THE 2 SLATES. THANK YOU.
O.3.1 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Shareholder Against For
The list of candidates for the Board of Directors presented by
Eni is as follows: Appointment of directors upon determination
of their number, office tenor and emoluments. Appointment of
the chairman of the board of directors: Alberto Meomartini,
Pietro Franco Tali, Hugh James O'Donnell, Umberto Vergine,
Gabriele Galateri di Genola (independent), Nicola Greco
(independent)
O.3.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Shareholder Against For
The list of candidates for the Board of Directors presented by
institutional investors is as follows: Appointment of
directors upon determination of their number, office tenor and
emoluments. Appointment of the chairman of the board of
directors: Maurizio Montagnese (independent), Mauro Sacchetto
(independent), Michele Volpi (independent)
0 PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES TO BE ELECTED AS Non-Voting
AUDITORS, THERE-IS ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCT-IONS FOR THIS MEETING WILL
BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED TO-VOTE FOR
ONLY 1 OF THE 2 SLATES. THANK YOU.
O.4.1 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Shareholder Against For
The list of candidates for the Internal Auditors presented by
Eni is as follows: Appointment of the auditors and of the
chairman of the board of auditors. Determination of the
emoluments reserved to statutory auditors and to the chairman
of the board of auditors: for the office of Statutory
Auditors: Fabrizio Gardi, Adriano Propersi, for the office of
Alternate Auditors: Giulio Gamba
O.4.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Shareholder Against For
The list of candidates for the Internal Auditors presented by
institutional investors is as follows: Appointment of the
auditors and of the chairman of the board of auditors.
Determination of the emoluments reserved to statutory auditors
and to the chairman of the board of auditors: for the office
of Statutory Auditors: Mario Busso, for the office of
Alternate Auditors: Paolo Sfameni
E.1 Amendment to art 12, 13 and 19 of the corporate bylaws Management For For
GLAXOSMITHKLINE PLC
SECURITY G3910J112 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 05-May-2011
ISIN GB0009252882 AGENDA 702855024 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To receive and adopt the Directors' Report and the Financial Management For For
Statements for the year ended 31st December 2010
2 To approve the Remuneration Report for the year ended 31st Management For For
December 2010
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 26
3 To elect Mr. Simon Dingemans as a Director Management For For
4 To elect Ms. Stacey Cartwright as a Director Management For For
5 To elect Ms. Judy Lewent as a Director Management For For
6 To re-elect Sir Christopher Gent as a Director Management For For
7 To re-elect Mr. Andrew Witty as a Director Management For For
8 To re-elect Professor Sir Roy Anderson as a Director Management For For
9 To re-elect Dr. Stephanie Burns as a Director Management For For
10 To re-elect Mr. Larry Culp as a Director Management For For
11 To re-elect Sir Crispin Davis as a Director Management For For
12 To re-elect Sir Deryck Maughan as a Director Management For For
13 To re-elect Mr. James Murdoch as a Director Management For For
14 To re-elect Dr. Daniel Podolsky as a Director Management For For
15 To re-elect Dr. Moncef Slaoui as a Director Management For For
16 To re-elect Mr. Tom de Swaan as a Director Management For For
17 To re-elect Sir Robert Wilson as a Director Management For For
18 To authorise the Audit & Risk Committee to re-appoint Management For For
PricewaterhouseCoopers LLP as Auditors to the company to hold
office from the end of the Meeting to the end of the next
Meeting at which accounts are laid before the company
19 To authorise the Audit & Risk Committee to determine the Management For For
remuneration of the Auditors
20 That, in accordance with section 366 and section 367 of the Management For For
Companies Act 2006 (the "Act") the company is, and all
companies that are, at any time during the period for which
this resolution has effect, subsidiaries of the company as
defined in the Act are, authorised in aggregate: (a) to make
political donations, as defined in section 364 of the Act, to
political parties and/or independent electoral candidates, as
defined in section 363 of the Act, not exceeding GBP 50,000 in
total; (b) to make political donations to political
organisations other than political parties, as defined in
section 363 of the Act, not exceeding GBP 50,000 in total; and
(c) to incur political expenditure, as defined in section 365
of the Act, CONTD
CONT CONTD not exceeding GBP 50,000 in total, in each case during Non-Voting
the period-beginning with the date of passing this resolution
and ending at the end of-the next Annual General Meeting of
the company to be held in 2012 or, if-earlier, on 30th June
2012. In any event, the aggregate amount of
political-donations and political expenditure made or incurred
under this authority-shall not exceed GBP 100,000
21 That the Directors be and are hereby generally and Management For For
unconditionally authorised, in accordance with section 551 of
the Act, in substitution for all subsisting authorities, to
exercise all powers of the company to allot shares in the
company and to grant rights to subscribe for or convert any
security into shares in the company up to an aggregate nominal
amount of GBP 432,263,373, and so that the Directors may
impose any limits or make such exclusions or other
arrangements as they consider expedient in relation to
treasury shares, fractional entitlements, record dates, legal,
regulatory or practical problems under the laws of, or the
requirements of any relevant regulatory body or stock exchange
in any territory, or CONTD
CONT CONTD any matter whatsoever, which authority shall expire at Non-Voting
the end of the-next Annual General Meeting of the company to
be held in 2012 or, if earlier,-on 30th June 2012 (unless
previously revoked or varied by the company in-general
meeting)save that under such authority the company may, before
such-expiry, make an offer or agreement which would or might
require shares to be- allotted or rights to subscribe for or
convert securities into shares to be-granted after such expiry
and the Directors may allot shares or grant rights-to
subscribe for or convert any security into shares in pursuance
of such an-offer or agreement as if the relevant authority
conferred hereby had not-expired
22 That subject to resolution 21 being passed, in substitution Management For For
for all subsisting authorities, the Directors be and are
hereby empowered to allot equity securities (as defined in the
Act) for cash pursuant to the authority conferred on the
Directors by resolution 21 and/or where such allotment
constitutes an allotment of equity securities under section
560(3) of the Act, free of the restrictions in section 561(1)
of the Act, provided that this power shall be limited: (a) to
the allotment of equity securities in connection with an offer
or issue of equity securities: (i) to ordinary shareholders in
proportion (as nearly as may be practicable) to their existing
holdings; and (ii) to holders of other equity securities, as
required by the rights of CONTD
CONT CONTD those securities or as the Board otherwise considers Non-Voting
necessary, but so-that the Directors may impose any limits or
make such exclusions or other-arrangements as they consider
expedient in relation to treasury shares,-fractional
entitlements, record dates, legal, regulatory or
practical-problems under the laws of, or the requirements of
any relevant regulatory-body or stock exchange, in any
territory, or any matter whatsoever; and (b)-to the allotment
(otherwise than pursuant to sub-paragraph (a) above) of-equity
securities up to an aggregate nominal amount of GBP
64,845,990, and-shall expire at the end of the next Annual
General Meeting of the company to-be held in 2012 CONTD
CONT CONTD (or, if earlier, at the close of business on 30th June Non-Voting
2012) save that-the company may, before such expiry, make an
offer or agreement which would-or might require equity
securities to be allotted after such expiry and the-Directors
may allot equity securities in pursuance of such an offer
or-agreement as if the power conferred hereby had not expired
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 27
23 That the company be and is hereby generally and unconditionally Management For For
authorised for the purposes of section 701 of the Act to make
market purchases (within the meaning of section 693(4) of the
Act) of its own Ordinary shares of 25 pence each provided that:
(a) the maximum number of Ordinary shares hereby authorised to
be purchased is 518,767,924; (b) the minimum price, exclusive
of expenses, which may be paid for each Ordinary share is 25
pence; (c) the maximum price, exclusive of expenses, which may
be paid for each Ordinary share shall be the higher of (i) an
amount equal to 5% above the average market value for the
company's Ordinary shares for the five business days
immediately preceding the day on which the Ordinary share is
contracted to be purchased; and CONTD
CONT CONTD (ii) the higher of the price of the last independent Non-Voting
trade and the-highest current independent bid on the London
Stock Exchange Official List at-the time the purchase is
carried out; and (d) the authority conferred by
this-resolution shall, unless renewed prior to such time,
expire at the end of the-next Annual General Meeting of the
company to be held in 2012 or, if earlier,-on 30th June 2012
(provided that the company may, before such expiry, enter-into
a contract for the purchase of Ordinary shares, which would or
might be-completed wholly or partly after such expiry and the
company may purchase-Ordinary shares pursuant to any such
contract under this authority)
24 That: (a) in accordance with section 506 of the Act, the name Management For For
of the person who signs the Auditors reports to the company's
members on the annual accounts and auditable reports of the
company for the year ending 31st December 2011 as senior
statutory auditor (as defined in section 504 of the Act) for
and on behalf of the company's Auditors, should not be stated
in published copies of the reports (such publication being as
defined in section 505 of the Act) and the copy of the reports
to be delivered to the registrar of companies under Chapter 10
of Part 15of the Act; and CONTD
CONT CONTD (b) the company considers on reasonable grounds that Non-Voting
statement of the-name of the senior statutory auditor would
create or be likely to create a-serious risk that the senior
statutory auditor, or any other person, would be-subject to
violence or intimidation
25 That a general meeting of the company other than an Annual Management For For
General Meeting may be called on not less than 14 clear days'
notice
SCHRODERS
SECURITY G7860B102 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 05-May-2011
ISIN GB0002405495 AGENDA 702873971 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Report and Accounts Management For For
2 Final dividend Management For For
3 Remuneration report Management For For
4 Re-elect Michael Dobson Management For For
5 Re-elect Massimo Tosato Management For For
6 Re-elect Andrew Beeson Management For For
7 Re-elect Bruno Schroder Management For For
8 Re-appoint PricewaterhouseCoopers LLP as auditors Management For For
9 Authority for the Directors to fix the auditors' remuneration Management For For
10 Authority to allot shares Management For For
11 Adoption of Schroders Equity Compensation Plan 2011 Management For For
12 Adoption of Schroders Share Option Plan 2011 Management For For
13 Authority to purchase own shares Management For For
14 Notice of general meetings Management For For
STANDARD CHARTERED PLC, LONDON
SECURITY G84228157 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 05-May-2011
ISIN GB0004082847 AGENDA 702874238 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To receive the report and accounts Management For For
2 To declare the final dividend Management For For
3 To approve the directors' remuneration report Management For For
4 To re-elect Mr S P Bertamini, an executive director Management For For
5 To re-elect Mr J S Bindra, an executive director Management For For
6 To re-elect Mr R Delbridge, a non-executive director Management For For
7 To re-elect Mr J F T Dundas, a non-executive director Management For For
8 To re-elect Miss V F Gooding CBE, a non-executive director Management For For
9 To re-elect Dr Han Seung-soo KBE, a non-executive director Management For For
10 To re-elect Mr S J Lowth, a non-executive director Management For For
11 To re-elected Mr R H P Markham, a non-executive director Management For For
12 To re-elect Ms R Markland, a non-executive director Management For For
13 To re-elect Mr R H Meddings, an executive director Management For For
14 To re-elect Mr J G H Paynter, a non-executive director Management For For
15 To re-elect Mr J W Peace, as Chairman Management For For
16 To re-elect Mr A M G Rees, an executive director Management For For
17 To re-elect Mr P A Sands, an executive director Management For For
18 To re-elect Mr P D Skinner, a non-executive director Management For For
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 28
19 To re-elect Mr O H J Stocken, a non-executive director Management For For
20 To re-appoint KPMG Audit Plc as Auditor to the company from the
end of the agm until the end of next year's agm Management For For
21 To authorise the Board to set the auditor's fees Management For For
22 To authorise the Company and its subsidiaries to make Management For For
political donations
23 To authorise the board to allot shares Management For For
24 To extend the authority to allot shares Management For For
25 To approve the 2011 Standard Chartered Share Plan Management For For
26 To disapply pre-emption rights Management For For
27 To authorise the Company to buy back its ordinary shares Management For For
28 To authorise the Company to buy back its preference shares Management For For
29 To authorise the Company to call a general meeting other than Management For For
an annual general meeting on not less than 14 clear days'
notice
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF AUDITOR Non-Voting
NAME IN RESOLUTI-ON 20. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY-FORM UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
AKER SOLUTIONS ASA
SECURITY R0180X100 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 06-May-2011
ISIN NO0010215684 AGENDA 702922510 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER Non-Voting
SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE-REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN
ORDER FOR YOUR VOTE TO BE LODGED
CMMT SHAREHOLDERS CAN ONLY SUBMIT PROXY WITHOUT ANY VOTING Non-Voting
INSTRUCTION TO THE-CHAIRMAN OF THE BOARD. SHAREHOLDERS WHO
WISH TO VOTE FOR, AGAINST OR ABSTAIN-IN ANY OF THE RESOLUTIONS
MUST ATTEND THE MEETING, AUTHORISE THEIR OWN PROXY-OR INSTRUCT
SOMEONE TO ATTEND THE MEETING AND VOTE ON YOUR BEHALF.
PLEASE-CONTACT YOUR CLIENT SERVICES REPRESENTATIVE IF YOU WISH
TO SUBMIT ANY VOTING- INSTRUCTIONS.
1.A Approval of summons and agenda Management No Action
1.B Appointment of at least one person to co-sign the minutes Management No Action
2 Information about the business Non-Voting
3 Approval of the 2010 annual accounts of Aker solutions ASA and Management No Action
groups consolidated accounts and the annual report, including
distribution of dividend
4 Approval of the board of directors declaration regarding Management No Action
stipulation of salary and other remuneration to executive
management of the company
5 Approval of remuneration to the members of the board of Management No Action
directors for 2010
6 Approval of remuneration to the members of the nomination Management No Action
committee for 2010
7 Election of members of the board of directors Management No Action
8 Election of members to and chairman for the nomination Management No Action
committee
9 Approval of remuneration to the auditor for 2010 Management No Action
10 Approval of authorization to the board of directors to Management No Action
purchase own shares
11 Approval of instructions to the nomination committee Management No Action
12 Approval of resolution regarding demerger Management No Action
13 Approval of amendment of the companys articles of association Management No Action
14 Approval of reduction of the share premium account Management No Action
COCA-COLA HELLENIC BOTTLING CO S A
SECURITY X1435J139 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 06-May-2011
ISIN GRS104003009 AGENDA 702954733 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, Non-Voting
THERE WILL BE AN-A AGM ON 20 MAY 2011 AT 11:00 AND A B AGM
WILL TAKE PLACE ON 03 JUN 2011 AT-11:00. ALSO, YOUR VOTING
INSTRUCTIONS WILL NOT BE CARRIED OVER TO THE SECOND-CALL. ALL
VOTES RECEIVED ON THIS MEETING WILL BE DISREGARDED AND YOU
WILL-NEED TO REINSTRUCT ON THE REPETITIVE MEETING. THANK YOU
1. Submission and recital of the management report by the bod and Management For For
of the audit certificate by the company's statutory auditor-
accountant on the company's financial statements and
activities for the fiscal year which ended on 31.12.2010
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 29
2. Submission and approval of the company's annual financial Management For For
statements for the fiscal year which ended on 31.12.2010 and
of the company's consolidated financial statements
3. Discharge of the members of the board of directors and of the Management For For
statutory auditors of the company from any liability for their
activity during the fiscal year ended on 31.12.2010
4. Approval of the remuneration of the members of the bod for the
their participation in the meetings of the bod and for their
services
to the company for the fiscal year 2010 and pre-approval of
remuneration for the fiscal year 2011 Management For For
5. Election of statutory auditors for the fiscal year 2011 Management For For
(1.1.2011 to 31.12.2011)and determination of their fees
6. Approval of the financial results for the fiscal year 2010 Management For For
7. Approval of election of a new member of the board of directors Management For For
in replacement of a member who resigned
8. Election of the board of directors due to expiry of its term Management For For
9. Increase of the company's share capital through capitalization Management For For
of reserves and the simultaneous increase in the nominal value
of its shares
10. Decrease of the company's share capital through a reduction of Management For For
the nominal value of its shares and return of the amount of
the capital reduction to its shareholders in cash. Granting of
the necessary authorisation to the company's board of
directors in connection with the return of the amount of the
capital reduction to the shareholders in cash, the
determination of the ex-rights date, the record date, as well
as the date of commencement of payment of the capital return
amount
11. Amendment of article 3 of the articles of association and Management For For
codification of the articles of association
HONGKONG LAND HOLDINGS LTD
SECURITY G4587L109 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 11-May-2011
ISIN BMG4587L1090 AGENDA 702997454 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To receive and consider the financial statements and the Management For For
independent auditors report for the year ended 31st December
2010, and to declare a final dividend
2 To re-elect Charles Allen-Jones as a director Management For For
3 To re-elect Jenkin Hui as a director Management For For
4 To re-elect Sir Henry Keswick as a director Management For For
5 To re-elect Lord Powell of Bayswater as a director Management For For
6 To fix the directors fee Management For For
7 To re-appoint the auditors and to authorise the directors to Management For For
fix their remuneration
8 a. The exercise by the directors during the relevant period Management For For
(for the purposes of this resolution, relevant period being
the period from the passing of this resolution until the
earlier of the conclusion of the next annual general meeting,
or the expiration of the period within which such meeting is
required by law to be held, or the revocation or variation of
this resolution by an ordinary resolution of the shareholders
of the company in general meeting) of all powers of the
company to allot or issue shares and to make and grant offers,
agreements and options which would or might require shares to
be allotted, issued or disposed of during or after the end of
the relevant period up to an aggregate nominal amount of USD
77.4 million, be and is hereby generally and unconditionally
approved resolution. b. The aggregate CONTD
CONT CONTD nominal amount of share capital allotted or agreed Non-Voting
conditionally or-unconditionally to be allotted wholly for
cash (whether pursuant to an-option or otherwise) by the
directors pursuant to the approval in paragraph-(a),
otherwise than pursuant to a rights issue (for the purposes of
this-resolution, rights issue being an offer of shares or
other securities to-holders of shares or other securities on
the register on a fixed record date-in proportion to their
then holdings of such shares or other securities or-otherwise
in accordance with the rights attaching thereto (subject to
such-exclusions or other arrangements as the directors may
deem necessary or-expedient in relation to fractional
entitlements or legal or practical-problems under the laws of,
or the requirements of any recognised regulatory-body or any
CONTD
CONT CONTD stock exchange in, any territory)), or upon conversion Non-Voting
of the USD-400,000,000 2.75pct guaranteed convertible bonds
convertible into fully-paid-shares of the company, shall not
exceed USD 11.6 million, and the said-approval shall be
limited accordingly
9 a. The exercise by the directors of all powers of the company Management For For
to purchase its own shares, subject to and in accordance with
all applicable laws and regulations, during the relevant
period (for the purposes of this resolution, relevant period
being the period from the passing of this resolution until the
earlier of the conclusion of the next annual general meeting,
or the expiration of the period within which such meeting is
required by law to be held, or the revocation or variation of
this resolution by an ordinary resolution of the shareholders
of the company in general meeting) be and is hereby generally
and unconditionally approved resolution b. The aggregate
nominal amount of shares of the company which the company may
purchase pursuant to the approval in paragraph (a) of this
resolution shall be less than CONTD
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 30
CONT CONTD 15pct of the aggregate nominal amount of the existing Non-Voting
issued share-capital of the company at the date of this
meeting, and such approval shall-be limited accordingly
resolution c. The approval in paragraph (a) of this-resolution
shall, where permitted by applicable laws and regulations
and-subject to the limitation in paragraph (b) of this
resolution, extend to-permit the purchase of shares of the
company (i) by subsidiaries of the-company and (ii) pursuant
to the terms of put warrants or financial-instruments having
similar effect put warrants) whereby the company can be-
required to purchase its own shares, provided that where put
warrants are-issued or offered pursuant to a rights issue (as
defined in resolution 8-above) the price which the company
may pay for shares purchased on exercise-of put CONTD
CONT CONTD warrants shall not exceed 15pct more than the average of Non-Voting
the market-quotations for the shares for a period of not more
than 30 nor less than the-five dealing days falling one day
prior to the date of any public-announcement by the company of
the proposed issue of put warrants
BG GROUP PLC
SECURITY G1245Z108 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 12-May-2011
ISIN GB0008762899 AGENDA 702920693 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Annual Report and Accounts Management For For
2 Remuneration Report Management For For
3 Declaration of Dividend Management For For
4 Election of Fabio Barbosa Management For For
5 Election of Caio Koch-Weser Management For For
6 Election of Patrick Thomas Management For For
7 Re-election of Peter Backhouse Management For For
8 Re-election of Frank Chapman Management For For
9 Re-election of Baroness Hogg Management For For
10 Re-election of Dr John Hood Management For For
11 Re-election of Martin Houston Management For For
12 Re-election of Sir David Manning Management For For
13 Re-election of Mark Seligman Management For For
14 Re-election of Philippe Varin Management For For
15 Re-election of Sir Robert Wilson Management For For
16 To re-appoint PricewaterhouseCoopers LLP as auditors of the Management For For
Company, to hold office until the conclusion of the next
general meeting at which accounts are laid before the Company
17 Remuneration of auditors Management For For
18 Political donations Management For For
19 Authority to allot shares Management For For
20 Disapplication of pre-emption rights Management For For
21 Authority to make market purchases of own shares Management For For
22 Notice periods of general meetings Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF AUDITOR Non-Voting
NAME IN RESOLUTI-ON 16. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY-FORM UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
TULLOW OIL PLC
SECURITY G91235104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 12-May-2011
ISIN GB0001500809 AGENDA 702932028 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To receive and adopt the annual accounts and associated reports Management For For
2 To declare a final dividend of 4.0p per ordinary share Management For For
3 To receive and approve the Directors' Remuneration Report Management For For
4 To elect Tutu Agyare as a Director Management For For
5 To re-elect David Bamford as a Director Management For For
6 To re-elect Graham Martin as a Director Management For For
7 To re-elect Steven McTiernan as a Director Management For For
8 To re-elect Pat Plunkett as a Director Management For For
9 To re-appoint Deloitte LLP as auditors and authorise the Management For For
Directors to determine their remuneration
10 To renew Directors' authority to allot shares Management For For
11 To dis-apply statutory pre-emption rights Management For For
12 To authorise the Company to hold general meetings on no less Management For For
than 14 clear days' notice
JARDINE MATHESON HLDGS LTD
SECURITY G50736100 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 12-May-2011
ISIN BMG507361001 AGENDA 702945619 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To receive the Financial Statements for 2010 and to declare a Management For For
final dividend
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 31
2 To re-elect Mark Greenberg as a Director Management For For
3 To re-elect Simon Keswick as a Director Management For For
4 To re-elect Dr Richard Lee as a Director Management For For
5 To re-elect Y.K. Pang as a Director Management For For
6 To fix the Directors' fees Management For For
7 To re-appoint the Auditors and to authorize the Directors to Management For For
fix their remuneration
8 To renew the general mandate to the Directors to issue new Management For For
shares
9 To renew the general mandate to the Directors to purchase the Management For For
Company's shares
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO REMOVAL OF RECORD Non-Voting
DATE. IF YOU HAVE-ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU D-ECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
TULLOW OIL PLC
SECURITY G91235104 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 12-May-2011
ISIN GB0001500809 AGENDA 702981348 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To amend the rules of the Tullow Oil 2005 Performance Share Management For For
Plan
HANG SENG BANK LTD, HONG KONG
SECURITY Y30327103 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 13-May-2011
ISIN HK0011000095 AGENDA 702885065 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE BY CLICKING Non-Voting
ON THE URL LINK:-
http://www.hkexnews.hk/listedco/listconews/sehk/20110329/LTN2
0110329345.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF "ABSTAIN" Non-Voting
WILL BE TREATED-THE SAME AS A "TAKE NO ACTION" VOTE.
1 To adopt the reports and audited financial statements for 2010 Management For For
2(a) To re-elect Dr Raymond K F Ch'ien as Director Management For For
2(b) To re-elect Dr Marvin K T Cheung as Director Management For For
2(c) To elect Ms L Y Chiang as Director Management For For
2(d) To re-elect Mr Jenkin Hui as Director Management For For
2(e) To elect Ms Sarah C Legg as Director Management For For
2(f) To elect Mr Mark S McCombe as Director Management For For
2(g) To elect Mr Michael W K Wu as Director Management For For
3 To fix the remuneration of the Directors Management For For
4 To re-appoint KPMG as Auditor and to authorise the Directors Management For For
to fix their Remuneration
5 To grant a general mandate to the Directors to repurchase Management For For
shares not exceeding 10% of the issued share capital
6 To grant a general mandate to the Directors to issue Management For For
additional shares which shall not in aggregate exceed, except
in certain specific circumstances such as pursuant to a rights
issue or any scrip dividend scheme, 20%, or 5% where the
shares are to be allotted wholly for cash, of the issued share
capital
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ACTUAL Non-Voting
RECORD DATE. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLES-S YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
INVESTMENT AB KINNEVIK, STOCKHOLM
SECURITY W4832D110 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 16-May-2011
ISIN SE0000164626 AGENDA 702973480 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 788740 DUE Non-Voting
TO DELETION OF-RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AN-D YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN ACCEPT Non-Voting
ABSTAIN AS A VALID VO-TE OPTION. THANK YOU
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR
CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN
ORDER FOR-YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER Non-Voting
SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 32
1 Opening of the Meeting Non-Voting
2 The Nomination Committee proposes that the lawyer Wilhelm Non-Voting
Luning is appointed-to be the Chairman of the Annual General
Meeting
3 Preparation and approval of the voting list Non-Voting
4 Approval of the AGENDA Non-Voting
5 Election of one or two persons to check and verify the minutes Non-Voting
6 Determination of whether the Annual General Meeting has been Non-Voting
duly convened
7 Statement by the Chairman of the Board on the work of the Non-Voting
Board of Directors
8 Presentation by the Chief Executive Officer Non-Voting
9 Presentation of the Annual Report and Auditor's Report and of Non-Voting
the Group Annual-Report and the Group Auditor's Report
10 Resolution on the adoption of the Profit and Loss Statement Management For For
and the Balance Sheet and of the Group Profit and Loss
Statement and the Group Balance Sheet
11 Resolution on the proposed treatment of the Company's Management For For
unappropriated earnings or accumulated loss as stated in the
adopted Balance Sheet
12 Resolution on the discharge of liability of the directors of
the Board
and the Chief Executive Officer Management For For
13 The Nomination Committee proposes that the Board of Directors Management For For
shall consist of seven directors and no deputy directors
14 The Nomination Committee proposes that the Annual General Management For For
Meeting resolve to increase the total Board remuneration from
SEK 3,875,000 to SEK 4,325,000 for the period until the close
of the next Annual General Meeting in 2012. The proposal
includes SEK 1,000,000 to be allocated to the Chairman of the
Board, SEK 450,000 to each of the directors of the Board and
total SEK 625,000 for the work in the committees of the Board
of Directors. The Nomination Committee proposes that for work
within the Audit Committee SEK 150,000 shall be allocated to
the Chairman and SEK 75,000 to each of the other three
members. For work within the Remuneration Committee SEK 50,000
shall be allocated to the Chairman and SEK 25,000 to each of
the other three members. Finally, the Nomination Committee
proposes that for work within the New Ventures Committee SEK
25,000 shall be allocated to each of the five members.
Furthermore, remuneration to the auditor shall be paid in
accordance with approved invoices
15 The Nomination Committee proposes, for the period until the Management For For
close of the next Annual General Meeting, the re-election of
Vigo Carlund, Wilhelm Klingspor, Erik Mitteregger, Allen
Sangines- Krause and Cristina Stenbeck as directors of the
Board. The Nomination Committee proposes the election of Tom
Boardman and Dame Amelia Fawcett as new directors of the
Board. John Hewko and Stig Nordin have informed the Nomination
Committee that they decline re-election at the Annual General
Meeting. The Nomination Committee proposes that the Meeting
shall re-elect Cristina Stenbeck as Chairman of the Board of
Directors. Furthermore, it is proposed that the Board of
Directors at the Constituent Board Meeting appoints an Audit
Committee, a Remuneration Committee and a New Ventures
Committee within the Board of Directors
16 Approval of the procedure of the Nomination Committee Management For For
17 Resolution regarding Guidelines for remuneration to the senior Management For For
executives
18 Resolution regarding incentive programme comprising the Management For For
following resolutions: (a) adoption of an incentive programme;
(b) authorisation to resolve to issue Class C shares; (c)
authorisation to resolve to repurchase Class C shares; (d)
transfer of Class B shares
19 Resolution to authorise the Board of Directors to resolve on Management For For
repurchase of own shares
20 Resolution on amendment of the Articles of Association Management For For
21 Closing of the Meeting Non-Voting
ORASCOM TELECOM S A E
SECURITY 68554W205 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 17-May-2011
ISIN US68554W2052 AGENDA 703067199 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER Non-Voting
SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE
AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 Ratification and approval of the BoD's report on the Company's Management No Action
activity during the fiscal year ended December 31, 2010
2 Approval of the financial statements of the fiscal year ended Management No Action
December 31, 2010, and ratification of the general
balance-sheet and the profits and loss accounts of the fiscal
year ended December 31, 2010
3 Ratification of the Auditor's report of the fiscal year ended Management No Action
December 31, 2010
4 Consideration of the proposal made regarding the distribution Management No Action
of profits of the fiscal year ended December 31, 2010
5 Discharging the Chairman and the Board Members regarding the Management No Action
fiscal year ended December 31, 2010
6 Approval and specification of the BM's compensation and Management No Action
allowances regarding the fiscal year ending December 31, 2011
7 Appointment of the Company's Auditor during the year ending Management No Action
December 31, 2011, and determining his annual professional fees
8 Approving the related parties' transactions for year 2011 with Management No Action
subsidiaries and affiliates
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 33
9 Delegation of the BoD to conclude loans and mortgages and to Management No Action
issue securities for lenders regarding the Company and its
subsidiaries and affiliates
10 Approval and recognition of the donations made during the Management No Action
fiscal year 2010, and authorization of the BoD to make
donations during the fiscal year 2011
11 Consideration of the approval of the amendments introduced to Management No Action
the BoD's constitution
SWIRE PACIFIC LTD
SECURITY Y83310105 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 19-May-2011
ISIN HK0019000162 AGENDA 702923550 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE BY CLICKING Non-Voting
ON THE URL-
LINK:http://www.hkexnews.hk/listedco/listconews/sehk/20110407/
LTN20110407494.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF "ABSTAIN" Non-Voting
WILL BE TREATED-THE SAME AS A "TAKE NO ACTION" VOTE.
1 To declare final dividends Management For For
2.a To re-elect M Cubbon as a Director Management For For
2.b To re-elect Baroness Dunn as a Director Management For For
2.c To re-elect T G Freshwater as a Director Management For For
2.d To re-elect C Lee as a Director Management For For
2.e To re-elect M Leung as a Director Management For For
2.f To re-elect M C C Sze as a Director Management For For
2.g To elect I S C Shiu as a Director Management For For
3 To re-appoint PricewaterhouseCoopers as a Auditors and to Management For For
authorise the Directors to fix their remuneration
4 To grant a general mandate for share repurchase Management For For
5 To grant a general mandate to issue and dispose of additional Management For For
shares in the Company
6 To approve Directors' Fees Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ACTUAL Non-Voting
RECORD DATE. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLES-S YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
STATOIL ASA
SECURITY 85771P102 MEETING TYPE Annual
TICKER SYMBOL STO MEETING DATE 19-May-2011
ISIN US85771P1021 AGENDA 933440567 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
02 ELECTION OF OLAUG SVARVA AS CHAIR OF THE MEETING Management For For
03 APPROVAL OF THE NOTICE AND THE AGENDA Management For For
05 ELECTION OF TWO PERSONS TO CO-SIGN THE MINUTES TOGETHER WITH Management For For
THE CHAIR OF THE MEETING
06 APPROVAL OF THE ANNUAL REPORT AND ACCOUNTS INCLUDING Management For For
DISTRIBUTION OF THE DIVIDEND
07 DECLARATION ON STIPULATION OF SALARY AND OTHER REMUNERATION Management For For
FOR EXECUTIVE MANAGEMENT
08 DETERMINATION OF REMUNERATION FOR THE COMPANY'S AUDITOR Management For For
09 DETERMINATION OF REMUNERATION FOR THE CORPORATE ASSEMBLY Management For For
10 ELECTION OF INGRID RASMUSSEN YNEW ELECTED AN AS MEMBER OF THE Management For For
NOMINATION COMMITTEE
11 DETERMINATION OF REMUNERATION FOR THE NOMINATION COMMITTEE Management For For
12 AUTHORISATION TO ACQUIRE STATOIL SHARES IN THE MARKET TO Management For For
CONTINUE IMPLEMENTATION OF THE SHARE SAVING PLAN FOR EMPLOYEES
13 AUTHORISATION TO ACQUIRE STATOIL SHARES IN THE MARKET FOR Management For For
SUBSEQUENT ANNULMENT
14 MARKETING INSTRUCTIONS FOR STATOIL ASA - ADJUSTMENTS Management For For
15 CHANGES TO THE ARTICLES OF ASSOCIATION Management For For
16 ADOPT INSTRUCTION FOR THE NOMINATION COMMITTEE Management For For
17 PROPOSAL FROM A SHAREHOLDER Shareholder Against For
CHEUNG KONG HLDGS LTD
SECURITY Y13213106 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 20-May-2011
ISIN HK0001000014 AGENDA 702932775 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE BY CLICKING Non-Voting
ON THE URL LINK:-
http://www.hkexnews.hk/listedco/listconews/sehk/20110411/LTN2
0110411864.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF "ABSTAIN" Non-Voting
WILL BE TREATED-THE SAME AS A "TAKE NO ACTION" VOTE.
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 34
1 To receive the audited Financial Statements, the Report of the Management For For
Directors and the Independent Auditor's Report for the year
ended 31st December, 2010
2 To declare a final dividend Management For For
3.1 To elect Mr. Li Ka-shing as Director Management For For
3.2 To elect Mr. Chung Sun Keung, Davy as Director Management For For
3.3 To elect Ms. Pau Yee Wan, Ezra as Director Management For For
3.4 To elect Mr. Leung Siu Hon as Director Management For For
3.5 To elect Mr. George Colin Magnus as Director Management For For
3.6 To elect Mr. Simon Murray as Director Management For For
3.7 To elect Mr. Cheong Ying Chew, Henry as Director Management For For
4 To appoint Messrs. Deloitte Touche Tohmatsu as Auditor and Management For For
authorise the Directors to fix their remuneration
5.1 Ordinary Resolution No. 5(1) of the Notice of Annual General Management For For
Meeting (To give a general mandate to the Directors to issue
additional shares of the Company)
5.2 Ordinary Resolution No. 5(2) of the Notice of Annual General Management For For
Meeting (To give a general mandate to the Directors to
repurchase shares of the Company)
5.3 Ordinary Resolution No. 5(3) of the Notice of Annual General Management For For
Meeting (To extend the general mandate granted to the
Directors pursuant to Ordinary Resolution No. 5(1) to issue
additional shares of the Company)
6 Special Resolution of the Notice of Annual General Meeting (To Management For For
approve the amendments to the Articles of Association of the
Company)
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting
OF ACTUAL RECORD DATE. IF Y-OU HAVE ALREADY SENT
IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLES-S YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
GALP ENERGIA SGPS SA
SECURITY X3078L108 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 30-May-2011
ISIN PTGAL0AM0009 AGENDA 703057352 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT VOTING IN PORTUGUESE MEETINGS REQUIRES THE Non-Voting
DISCLOSURE OF BENE-FICIAL OWNER INFORMATION, THROUGH
DECLARATIONS OF PARTICIPATION AND VOTING. BR-OADRIDGE WILL
DISCLOSE THE BENEFICIAL OWNER INFORMATION FOR YOUR VOTED
ACCOUNT-S. ADDITIONALLY, PORTUGUESE LAW DOES NOT PERMIT
BENEFICIAL OWNERS TO VOTE INCO-NSISTENTLY ACROSS THEIR
HOLDINGS. OPPOSING VOTES MAY BE REJECTED SUMMARILY BY-THE
COMPANY HOLDING THIS BALLOT. PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTA-TIVE FOR FURTHER DETAILS.
1 To resolve on the management report, individual and Management For For
consolidated accounts, for the year 2010, as well as remaining
reporting documents
2 To resolve on the proposal for application of profits Management For For
3 To resolve on the corporate governance report for the year 2010 Management For For
4 To resolve on a general appraisal of the Company's management Management For For
and supervision
5 Declaration regarding the remuneration policy of the governing Management For For
bodies and top management
6 Election of the governing bodies for the 2011-2013 period Management For For
ACCOR SA, COURCOURONNES
SECURITY F00189120 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 30-May-2011
ISIN FR0000120404 AGENDA 703070805 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 828379 DUE Non-Voting
TO ADDITION OF-RESOLUTION. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND-YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE Non-Voting
OPTIONS ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT French Resident Shareowners must complete, sign and forward Non-Voting
the Proxy Card dir-ectly to the sub custodian. Please contact
your Client Service Representative-to obtain the necessary
card, account details and directions. The following ap-plies
to Non- Resident Shareowners: Proxy Cards: Voting instructions
will be fo- rwarded to the Global Custodians that have become
Registered Intermediaries, o-n the Vote Deadline Date. In
capacity as Registered Intermediary, the Global C-ustodian
will sign the Proxy Card and forward to the local custodian.
If you a-re unsure whether your Global Custodian acts as
Registered Intermediary, pleas-e contact your representative
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS Non-Voting
AVAILABLE BY CLIC-KING ON THE MATERIAL URL LINKS:
https://balo.journal-
officiel.gouv.fr/pdf/2011-/0420/201104201101433.pdf,
https://balo.journal-officiel.gouv.fr/pdf/2011/0420-
/201104201101516.pdf AND https://balo.journal-
officiel.gouv.fr/pdf/2011/0513/2-01105131102314.pdf
O.1 Approval of the corporate financial statements for the Management For For
financial year 2010
O.2 Approval of the consolidated financial statements for the Management For For
financial year 2010
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 35
O.3 Allocation of income and distribution of the dividend Management For For
O.4 Renewal of Mrs. Virginie Morgon's term as Board member Management For For
O.5 Renewal of Mr. Sebastien Bazin's term as Board member Management For For
O.6 Renewal of Mr. Denis Hennequin's term as Board member Management For For
O.7 Renewal of Mr. Franck Riboud's term as Board member Management For For
O.8 Ratification of the cooptation of Mrs. Mercedes Erra as Board Management For For
member
O.9 Setting attendance allowances Management For For
O.10 Approval of a regulated Agreement: agency agreement entered Management For For
into between the Company, Groupe Lucien Barriere and a banking
syndicate
O.11 Approval of a regulated Agreement: addendum to the employment Management For For
contract of Mr. Yann Caillere following his appointment as
Managing Director
O.12 Approval of a regulated Agreement: terms and agreements Management For For
concerning the termination of the employment contract of Mr.
Gilles Pelisson and revocation of his mandate as CEO
O.13 Approval of a regulated Agreement: commitments benefiting Mr. Management For For
Denis Hennequin following his appointment as CEO
O.14 Authorization to the Board of Directors to trade the Company's Management For For
shares
E.15 Authorization to the Board of Directors to reduce the share Management For For
capital by cancellation of shares
E.16 Delegation of authority to the Board of Directors to carry out Management For For
capital increases by issuing shares or securities providing
access to share capital, while maintaining preferential
subscription rights
E.17 Delegation of authority to the Board of Directors to carry out Management For For
capital increases by issuing shares or securities providing
access to share capital, with cancellation of preferential
subscription rights by way of a public offer
E.18 Delegation of authority to the Board of Directors to carry out Management For For
capital increases by issuing shares or securities providing
access to share capital, with cancellation of preferential
subscription rights by way of reserved offer
E.19 Delegation of authority to the Board of Directors to increase Management For For
the number of issuable securities in case of share capital
increase with or without preferential subscription rights
E.20 Delegation of authority to the Board of Directors to carry out Management For For
capital increases by issuing shares or securities, in
consideration for in-kind contributions granted to the Company
E.21 Delegation of authority to the Board of Directors to increase Management For For
capital by incorporation of reserves, profits, premiums or
other amounts
E.22 Limitation of the overall amount of capital increases that may Management For For
be completed pursuant to the previous delegations
E.23 Delegation of authority to the Board of Directors to carry out Management For For
the issuance of shares or securities providing access to the
share capital in favor of employees participating in a Company
Savings Plan
E.24 Authorization to the Board of Directors to carry out the Management For For
issuance of plans of options to subscribe for or purchase
shares in favor of employees and corporate officers
E.25 Authorization to the Board of Directors to carry out free Management For For
allocations of shares to employees and corporate officers
E.26 Powers to accomplish all necessary formalities Management For For
E.27 Transfer of the Company's registered office and corresponding Management For For
amendment to Article 4 of the Articles of Association
THE SWATCH GROUP AG
SECURITY H83949133 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 31-May-2011
ISIN CH0012255144 AGENDA 703065070 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 832726 DUE Non-Voting
TO ADDITION OF-RESOLUTIONS AND CHANGE IN VOTING STATUS. ALL
VOTES RECEIVED ON THE PREVIOUS ME-ETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTI-CE. THANK
YOU.
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL REQUIREMENT IN Non-Voting
THE SWISS MARKET,-SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF T-HE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON
YOUR SHAR-ES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION
FOLLOWING A TRADE. IF YOU H-AVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR CLIENT SERVICE REPRE-SENTATIVE.
CMMT PLEASE NOTE THAT THE NOTICE FOR THIS MEETING WAS RECEIVED Non-Voting
AFTER THE REGISTRATI-ON DEADLINE. IF YOUR SHARES WERE
REGISTERED PRIOR TO THE DEADLINE OF 10 MAY 20-11 [BOOK
CLOSING/REGISTRATION DEADLINE DATE], YOUR VOTING INSTRUCTIONS
WILL BE-ACCEPTED FOR THIS MEETING. HOWEVER, VOTING
INSTRUCTIONS FOR SHARES THAT WERE-NOT REGISTERED PRIOR TO THE
REGISTRATION DEADLINE WILL NOT BE ACCEPTED.
1.1 2010 Annual Report of the Board of Directors Non-Voting
1.2 2010 Financial Statements (Balance Sheet, Income Statement and Non-Voting
Notes) and 2010-Consolidated Financial Statements
1.3 Statutory Auditors' Report Non-Voting
1.4 Approval of the Reports and the Financial Statements Management No Action
2 The Board of Directors recommends that the General Meeting Management No Action
shall discharge all members of the Board of Directors for the
financial year 2010
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 36
3 The Board of Directors recommends that the General Meeting Management No Action
appropriates the 2010 profit of CHF 607,596,832.93 resulting
from the balance sheet (net income as of 31.12.2010 of CHF
581,132,548.68 plus balance brought forward from the previous
year of CHF 26,464,284.25) as follows: Dividend on share
capital of CHF 125,210,250.00 - CHF 1.00 per registered share
with a par value of CHF 0.45, CHF 124,045,000.00 - CHF 5.00
per bearer share with a par value of CHF 2.25, CHF
154,200,000.00 Allocation to special reserve CHF
300,000,000.00 Net income brought forward CHF 29,351,832.93
Total CHF 607,596,832.93 NB: The Group intends not to pay a
dividend to the subsidiaries of which it is a 100% owner
4 The Board of Directors recommends that the General Meeting Management No Action
appoints PricewaterhouseCoopers Ltd for another period of one
year as Statutory Auditors
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF Non-Voting
COMMENT. IF YOU HAV-E ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU-DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
CHINA MERCHANTS HLDGS INTL CO LTD
SECURITY Y1489Q103 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 09-Jun-2011
ISIN HK0144000764 AGENDA 703017916 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE BY CLICKING Non-Voting
ON THE URL LINK:-
http://www.hkexnews.hk/listedco/listconews/sehk/20110426/LTN2
0110426233.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting
OF "ABSTAIN" WILL BE TREATED-THE SAME AS A "TAKE NO
ACTION" VOTE.
1 To receive and consider the Audited Consolidated Financial Management For For
Statements for the year ended 31 December 2010 together with
the Report of the Directors and the Independent Auditor's
Report
2 To declare a final dividend of 78 HK cents per share for the Management For For
year ended 31 December 2010 in scrip form with cash option
3.i To re-elect Mr. Li Jianhong as a Director Management For For
3.ii To re-elect Mr. Hu Zheng as a Director Management For For
3.iii To re-elect Mr. Kut Ying Hay as a Director Management For For
3.iv To re-elect Mr. Lee Yip Wah Peter as a Director Management For For
3.v To re-elect Mr. Li Kwok Heem John as a Director Management For For
3.vi To re-elect Mr. Li Ka Fai David as a Director Management For For
3.vii To authorise the Board to fix the remuneration of the Directors Management For For
4 To re-appoint PricewaterhouseCoopers as Auditors and to Management For For
authorise the Board to fix their remuneration
5.A To grant a general mandate to the Directors to allot shares as Management For For
set out in item 5A of the AGM Notice
5.B To grant a general mandate to the Directors for the repurchase Management For For
of shares as set out in item 5B of the AGM Notice
5.C To add the nominal amount of the shares repurchased under Management For For
resolution no. 5B to the mandate granted to the Directors
under resolution no. 5A
GENTING BERHAD
SECURITY Y26926116 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 09-Jun-2011
ISIN MYL3182OO002 AGENDA 703085894 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 To approve the declaration of a final dividend of 4.5 sen less Management For For
25% tax per ordinary share of 10 sen each for the financial
year ended 31 December 2010 to be paid on 27 July 2011 to
members registered in the Record of Depositors on 30 June 2011
2 To approve the payment of Directors' fees of MYR932, 556 for Management For For
the financial year ended 31 December 2010 (2009: MYR877, 800)
3 To re-elect Mr Chin Kwai Yoong as a Director of the Company Management For For
pursuant to Article 99 of the Articles of Association of the
Company
4 That Tan Sri Mohd Amin bin Osman, retiring in accordance with Management For For
Section 129 of the Companies Act, 1965, be and is hereby re-
appointed as a Director of the Company to hold office until
the conclusion of the next Annual General Meeting
5 That Dato' Paduka Nik Hashim bin Nik Yusoff, retiring in Management For For
accordance with Section 129 of the Companies Act, 1965, be and
is hereby re-appointed as a Director of the Company to hold
office until the conclusion of the next Annual General Meeting
6 That Tun Mohammed Hanif bin Omar, retiring in accordance with Management For For
Section 129 of the Companies Act, 1965, be and is hereby re-
appointed as a Director of the Company to hold office until
the conclusion of the next Annual General Meeting
7 That Tan Sri Dr. Lin See Yan, retiring in accordance with Management For For
Section 129 of the Companies Act, 1965, be and is hereby
re-appointed as a Director of the Company to hold office until
the conclusion of the next Annual General Meeting
8 To re-appoint PricewaterhouseCoopers as Auditors of the Management For For
Company and to authorise the Directors to fix their
remuneration
9 Proposed renewal of the authority for the Company to purchase Management For For
its own shares
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 37
10 Proposed exemption under Paragraph 24.1, Practice Note 9 of Management For For
the Malaysian Code on Take-Overs and Mergers, 2010 to Kien
Huat Realty Sdn Berhad and persons acting in concert with it
from the obligation to undertake a mandatory take-over offer
on the remaining voting shares in the Company not already
owned by them, upon the purchase by the Company of its own
shares pursuant to the proposed renewal of share buy-back
authority
11 Authority to Directors pursuant to Section 132D of the Management For For
Companies Act, 1965
12 Proposed renewal of shareholders' mandate for recurrent Management For For
related party transaction of a revenue or trading nature and
proposed new shareholders' mandate for additional recurrent
related party transaction of a revenue or trading nature
KEYENCE CORPORATION
SECURITY J32491102 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 17-Jun-2011
ISIN JP3236200006 AGENDA 703133493 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Approve Appropriation of Profits Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
3 Appoint a Corporate Auditor Management For For
4 Appoint a Supplementary Auditor Management For For
HOYA CORPORATION
SECURITY J22848105 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 21-Jun-2011
ISIN JP3837800006 AGENDA 703115510 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Management For For
1.2 Appoint a Director Management For For
1.3 Appoint a Director Management For For
1.4 Appoint a Director Management For For
1.5 Appoint a Director Management For For
1.6 Appoint a Director Management For For
1.7 Appoint a Director Management For For
1.8 Appoint a Director Management For For
2. Approve Issuance of Share Acquisition Rights as Stock Options Management For For
3. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Review of the size of the Board of Directors)
4. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Individual disclosure of remunerations to
Directors and the Executive Officers)
5. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Prior notice and disclosure of sales of shares
by Directors, Executive Officers and their families)
6. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Prohibition against hedging by stock option
holders)
7. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Increase in the number of Executive Officers)
8. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Separation of roles of Chairman of the Board
and CEO)
9. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Prohibition to treat a blank vote as approval
if it is the Company's proposal and disapproval if it is a
shareholder's proposal)
10. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Disclosure obligations concerning exercise of
shareholders' right to make proposals, etc.)
11. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Establishment of a contact point within the
Audit Committee for whistle-blowing)
12. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Preparation of a succession plan for the CEO)
13. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Disclosure of academic background of the
Directors and the Executive Officers)
14. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Criteria for selection of candidates for
Directors by the Nomination Committee)
15. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Disclosure of time pledged by Directors)
16. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Preparation of Code of Ethics by the Board of
Directors)
17. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Provision for fiduciary responsibility and
indemnity liability)
18. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Provision for the Board of Directors' contact
with senior management)
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 38
19. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Allocation of committee budget that may be used
without approval of the Executive Officers)
20. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation (Employment of legal advisor to the Board of
Directors)
21. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation
22. Shareholders' Proposals: Partial amendment to the Articles of Shareholder Against For
Incorporation
KOMATSU LTD.
SECURITY J35759125 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 22-Jun-2011
ISIN JP3304200003 AGENDA 703112742 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
Please reference meeting materials. Non-Voting
1. Approve Appropriation of Retained Earnings Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
3. Appoint a Corporate Auditor Management For For
4. Approve Payment of Bonuses to Directors Management For For
5. Giving the Board of Directors the Authority to Issue Stock Management For For
Acquisition Rights as Stock-Based Remuneration to Employees of
the Company and Directors of Major Subsidiaries of the Company
YAHOO JAPAN CORPORATION
SECURITY J95402103 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 23-Jun-2011
ISIN JP3933800009 AGENDA 703145979 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Management For For
1.2 Appoint a Director Management For For
1.3 Appoint a Director Management For For
1.4 Appoint a Director Management For For
1.5 Appoint a Director Management For For
MITSUI & CO.,LTD.
SECURITY J44690139 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 24-Jun-2011
ISIN JP3893600001 AGENDA 703128959 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
Please reference meeting materials. Non-Voting
1. Approve Appropriation of Retained Earnings Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
2.13 Appoint a Director Management For For
3.1 Appoint a Corporate Auditor Management For For
3.2 Appoint a Corporate Auditor Management For For
JAPAN TOBACCO INC.
SECURITY J27869106 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 24-Jun-2011
ISIN JP3726800000 AGENDA 703140955 - Management
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 39
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
Please reference meeting materials. Non-Voting
1. Approve Appropriation of Retained Earnings Management For For
2. Amend Articles to: Adopt Reduction of Liability System for All Management For For
Directors and All Auditors
3.1 Appoint a Corporate Auditor Management For For
3.2 Appoint a Corporate Auditor Management For For
3.3 Appoint a Corporate Auditor Management For For
3.4 Appoint a Corporate Auditor Management For For
UNICHARM CORPORATION
SECURITY J94104114 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 24-Jun-2011
ISIN JP3951600000 AGENDA 703141375 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1 Amend Articles to: Approve Minor Revisions, Streamline Management For For
Business Lines.
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
YAMATAKE CORPORATION
SECURITY J96348107 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 28-Jun-2011
ISIN JP3937200008 AGENDA 703141123 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
Please reference meeting materials. Non-Voting
1. Approve Appropriation of Retained Earnings Management For For
2. Amend Articles to: Change Official Company Name to Azbil Management For For
Corporation
3.1 Appoint a Corporate Auditor Management For For
3.2 Appoint a Corporate Auditor Management For For
3.3 Appoint a Corporate Auditor Management For For
3.4 Appoint a Corporate Auditor Management For For
3.5 Appoint a Corporate Auditor Management For For
SMC CORPORATION
SECURITY J75734103 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 29-Jun-2011
ISIN JP3162600005 AGENDA 703142113 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
Please reference meeting materials. Non-Voting
1. Approve Appropriation of Retained Earnings Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
2.13 Appoint a Director Management For For
2.14 Appoint a Director Management For For
2.15 Appoint a Director Management For For
2.16 Appoint a Director Management For For
2.17 Appoint a Director Management For For
2.18 Appoint a Director Management For For
2.19 Appoint a Director Management For For
3.1 Appoint a Corporate Auditor Management For For
3.2 Appoint a Corporate Auditor Management For For
3.3 Appoint a Corporate Auditor Management For For
4. Appoint Accounting Auditors Management For For
5. Approve Provision of Retirement Allowance for Retiring Management For For
Directors
PROXYEDGE
Meeting Date Range: 07/01/2010 to 06/30/2011 Report Date: 07/08/2011
GAMCO International Growth Fund, Inc. 40
TSUMURA & CO.
SECURITY J93407120 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 29-Jun-2011
ISIN JP3535800001 AGENDA 703145955 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
Please reference meeting materials. Non-Voting
1. Approve Appropriation of Retained Earnings Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
3.1 Appoint a Corporate Auditor Management For For
3.2 Appoint a Corporate Auditor Management For For
3.3 Appoint a Corporate Auditor Management For For
3.4 Appoint a Corporate Auditor Management For For
4. Appoint a Substitute Corporate Auditor Management For For
SANYO SPECIAL STEEL CO.,LTD.
SECURITY J69284123 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 29-Jun-2011
ISIN JP3342000001 AGENDA 703157532 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
------------ --------------------------------------------------------------- ----------- ------- ----------------------
1.1 Appoint a Director Management For For
1.2 Appoint a Director Management For For
1.3 Appoint a Director Management For For
1.4 Appoint a Director Management For For
1.5 Appoint a Director Management For For
1.6 Appoint a Director Management For For
1.7 Appoint a Director Management For For
1.8 Appoint a Director Management For For
1.9 Appoint a Director Management For For
1.10 Appoint a Director Management For For
1.11 Appoint a Director Management For For
1.12 Appoint a Director Management For For
2.1 Appoint a Corporate Auditor Management For For
2.2 Appoint a Corporate Auditor Management For For
3 Approve Payment of Bonuses to Directors and Corporate Auditors Management For For
FANUC LTD.
SECURITY J13440102 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 29-Jun-2011
ISIN JP3802400006 AGENDA 703169018 - Management
ITEM PROPOSAL TYPE VOTE FOR/AGAINST MANAGEMENT
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Please reference meeting materials. Non-Voting
1. Approve Appropriation of Retained Earnings Management For For
2. Amend Articles to: Change Official Company Name to FANUC Management For For
CORPORATION, Increase Board Size to 16
3.1 Appoint a Director Management For For
3.2 Appoint a Director Management For For
3.3 Appoint a Director Management For For
3.4 Appoint a Director Management For For
3.5 Appoint a Director Management For For
3.6 Appoint a Director Management For For
3.7 Appoint a Director Management For For
3.8 Appoint a Director Management For For
3.9 Appoint a Director Management For For
3.10 Appoint a Director Management For For
3.11 Appoint a Director Management For For
3.12 Appoint a Director Management For For
3.13 Appoint a Director Management For For
3.14 Appoint a Director Management For For
3.15 Appoint a Director Management For For
3.16 Appoint a Director Management For For
4.1 Appoint a Corporate Auditor Management For For
4.2 Appoint a Corporate Auditor Management For For
4.3 Appoint a Corporate Auditor Management For For
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant GAMCO International Growth Fund, Inc.
By (Signature and Title)* /s/ Bruce N. Alpert
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Bruce N. Alpert, Principal Executive Officer
Date August 10, 2011
* Print the name and title of each signing officer under his or her
signature.