FORM N-PX
Annual Report of Proxy voting Record of Registered Management Investment Company
Investment Company Act file number 811-7987
---------
Dean Family of Funds
- ----------------------
(Exact name of registrant as specified in charter)
2480 Kettering Tower, Dayton, OH 45423
- ----------------------------------------------------------
(Address of principal executive offices) (Zip code)
Debra E. Rindler
Dean Investment Associates, LLC
2480 Kettering Tower
Dayton, OH 45423
- ------------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-327-3656
Date of fiscal year end: 3/31
------------
Date of reporting period: June 30, 2004
-------------
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 (Secs. 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, 450 Fifth Street, NW, Washington,
DC 20549-0609. The OMB has reviewed this collection of information under the
clearance requirements of 44 U.S.C. Sec. 3507.
DEAN LARGE CAP VALUE FUND
PROXY VOTING RECORD
<table>
- -----------------------------------------------------------------------------------------------------------------------------------
Matter
Shareholder Description of the Proposed By: Vote: Fund Cast its Vote
Ticker Cusip Name Meeting Matter Voted On Management (M) For Management or
Date Shareholders (S) Against Management
- -----------------------------------------------------------------------------------------------------------------------------------
ABK 023139108 AMBAC Financial Group 05/04/04 Election of Directors. M For For
Amend the certificate of incorporation
to increase the number of authorized
shares of common stock from 200
million to 350 million. M For For
Approve amendments to the AMBAC 1997
non-employee directors equity plan. M For For
Ratify selection of KPMG, LLP as
independent auditors for 2004. M For For
ACE G0070K103 Ace Ltd. 05/27/04 Election of Directors. M For For
Proposal to approve the ACE Ltd. 2004
long-term incentive plan. M For For
Proposal to ratify the appointment of
Pricewaterhousecoopers, LLP as the
independent accountants of ACE Ltd
for thefiscal year ending December
31, 2004. M For For
ABC 03073E105 Amerisourcebergen Corp. 03/05/04 Election of Directors. M For For
AIG 026874107 American International
Group, Inc. 05/19/04 Election of Directors. M For For
Adopt chief executive officer annual
compensation plan. M For For
Adopt a director stock paln. M For For
Ratification of independent accountants.M For For
Shareholder proposal I described in the
proxy statement. S Against For
Shareholder proposal II described in
the proxy statement. S Against For
Shareholder proposal III described in
the proxy statement. S Against For
APC 032511107 Anadarko Petroleum 05/06/04 Election of Directors. M For For
Amendment to the annual incentive bonus
plan M For For
Ratification of appointment of
independent accountants. M For For
Stockholder proposal -- climate change. S Against For
BAC 060505104 Bank of America Corp. 03/17/04 Adoption of the merger agreement. M For For
Adoption of Bank of America's amended
stock plan. M For For
Adoption of an amendment to increase
the number of authorized sharesof
Bank of America common stock. M For For
Approval of proposal to adjourn the
Bank of America special meeting, if
necessary, to solicit additonal
proxies. M Against Against
BAC 060505104 Bank of America Corp. 05/26/04 Election of Directors. M For For
Ratification of independent public
accountants. M For For
Stockholder proposal
-- Annual meeting
date. S Against For
Stockholder proposal
-- Nomination of
directors. S Against For
Stockholder proposal
-- Charitable
contributions. S Against For
Stockholder proposal
-- Mutual fund
trading policies. S Against For
Stockholder proposal -- Privacy and
information security. S Against For
BP 055622104 BP, P.L.C. 04/15/04 Election of Directors. M For For
To elect Mr. A. Burgmans as a director. M For For
To reappoint Ernst and Young, LLP
as auditors. M For For
To amend the articles of association
of the Company. M For For
To give authority to allot shares up
to a specified amount. M For For
SPECIAL RESOLUTION: To give authority
to allot a limited number of shares
for cash without making an offer to
shareholders. M For For
SPECIAL RESOLUTION:
To give limited
authority for the purchase of its
own shares by the Company. M For For
To authorize the use of treasury shares
for employee share schemes. M For For
To approve the directors'
remuneration report. M For For
To determine the limit for the
aggregate remuneration of the non-
executive directors. M For For
To receive the directors' annual report
and the accounts. M For For
SPECIAL SHAREHOLDER RESOLUTION: To
instruct the company to prepare a
report making certain disclosures on
matters ofcontrol and risk in
protected and sensitive areas. S Against For
CF 160903100 Charter One Financial,
Inc. 04/21/04 Election of Directors. M For all except 01,04,06
Against
To approve the amendments to the
Charter One Financial, Inc. 1997
stock option and incentive plan. M For For
To ratify the appointment of Deloitte
and Touche, LLP as Charter One
Financial, Inc.'s independent
auditors for the yearending December
31, 2004. M Against Against
C 172967101 Citigroup, Inc. 04/20/04 Election of Directors. M For For
Proposal to ratify the selection of
KPMG, LLP as Citigroup's independent
auditors for 2004. M For For
Stockholder proposal requesting a curb
on executive compensation, no future
stock option grants, and no renewals
or extensions of option plans. S Against For
Stockholder proposal requesting a
report on political contributions. S Against For
Stockholder proposal requesting a
discontinuation of all rights,
options, SAR'S, and possible severance
payments to thetop five of management.S Against For
Stockholder proposal requesting that
the chairman of the board have no
management duties, titles or
responsibilities. S Against For
CA 204912109 Computer Associates
International, Inc. 08/27/03 Election of Directors. M For For
Approval of the 2003 compensation plan
for non-employee directors. M For For
Ratification of the appointment of
KPMG, LLP as the the Company's
independent auditors for the fiscal
year ending March 31, 2004. M For For
CSC 205363104 Computer Sciences Corp. 08/11/03 Election of Directors. M For For
CVS 126650100 CVS Corp. 05/12/04 Election of Directors. M For For
Proposal to approve an amendment to the
Company's 1997 incentive
compensation plan. M For For
Proposal to ratify the appointment of
KPMG, LLP as CVS' independent
auditors for the fiscal year ending
January 1, 2005. M For For
Stockholder proposal regarding
executive compensation. S Against For
D 25746U109 Dominion Resources, Inc. 04/23/04 Election of Directors. M For For
Retention of auditors. M For For
Shareholder proposal. S Against For
FNM 313586109 Fannie Mae 05/25/04 Election of Directors. M For For
Ratification of the selection of
auditors. M For For
Approval of an amendment to the Fannie
Mae employee stock purchase plan. M For For
Stockholder proposal to reinstate
cumulative voting. S For Against
FD 31410H101 Federated Department
Stores, Inc. 05/21/04 Election of Directors. M Withhold all nominees.
Against
To ratify the appointment of KPMG, LLP
as Federated's independent
accountants for the fiscal year ending
January 29, 2005. M For For
To amend Federated's 1995 executive
equity incentive plan to increase the
number of shares of Federated's common
stock available for issuance under
the plan. M For For
To act upon a stockholder proposal to
take the necessary steps to adopt a
system for the annual election of all
of Federated's directors. S For Against
FLEXY2573F102 Flextronics International
Ltd. 09/30/03 Re-election of Richard L. Sharp as a
director of the Company. M For For
Re-election of James A. Davidson as a
director of the Company. M For For
Re-election of Lip-Bu Tan as a director
of the Company. M For For
Re-appointment of Patrick Foley as a
director of the Company. M For For
To appoint Deloitte and Touche, LLP as
independent auditors of the Company
for the fiscal year ending
March 31, 2004. M For For
To approve an amendment to the
Company's 1997 employee share
purchase plan. M For For
To approve the authorization for the
directors of the Company to allot
and issue ordinary shares. M For For
To approve the authorization for the
Company to provide cash compensation
to its directors. M For For
To approve the authorization of the
proposed renewal of the share mandate
relating to acquisitions by the
Company of its own issued ordinary
shares. M For For
GE 369604103 General Electric Co. 04/28/04 Election of Directors. M For For
Independent auditor. M For For
Revenue measurement added to executive
officer performance goals. M For For
Cumulative voting. S Against For
Animal Testing. S Against For
Nuclear Risk. S Against For
Report on PCB cleanup costs. S Against For
Offshore sourcing. S Against For
Sustainability index. S Against For
Compensation committee independence. S Against For
Pay disparity. S Against For
End stock options and bonuses. S Against For
Limit outside directorships. S Against For
Independent board chairman. S Against For
Explore sale of company. S Against For
Holding stock from stock options. S Against For
Board independence. S Against For
Political contributions. S Against For
HIG 416515104 The Hartford Financial
Services Group, Inc. 05/20/04 Election of Directors. M For For
Ratification of the appointment of
Deloitte and Touche, LLP as
independent auditors of the Company
for the fiscal yearending December
31, 2004. M For For
Proposal by shareholder relating to
executive compensation. S Against For
HD 437076102 The Home Depot, Inc. 05/27/04 Election of Directors. M For For
Company proposal to ratify the
appointment of KPMG, LLP as
independent auditors of the
Company for fiscal 2004. M For For
Stockholder proposal regarding outside
director term limits. S Against For
Stockholder proposal regarding poison
pill implementation. S For Against
Stockholder proposal regarding
performance goals as a prerequisite
to vesting. S For Against
Stockholder proposal regarding
implementation of ILO human rights
standards. S Against For
Stockholder proposal regarding future
severance agreements. S For Against
Stockholder proposal regarding method
of voting for directors. S Against For
IBM 459200101 International Business
Machines Corp. 04/27/04 Election of Directors. M For For
Ratification of appointment of
independent accountants. M For For
Ratification of appointment of
independent accountants for the
business consulting services unit. M For For
Approval of long-term incentive
performance terms for certain
executives. M For For
Stockholder proposal on: Cumulative
voting. S For Against
Stockholder proposal on: Pension and
retirement medical. S Against Against
Stockholder proposal on: Executive
compensation. S For Against
Stockholder proposal on: Expensing
stock options. S Against For
Stockholder proposal on: Disclosure of
executive compensation. S Against For
Stockholder proposal on: China
business principles. S Against For
Stockholder proposal on: Political
contributions. S Against For
Stockholder proposal on: A review of
executive compensation. S Against For
JPM 46625H100 J.P. Morgan Chase
and Co. 05/25/04 Election of Directors. M For For
Merger proposal. M For For
Appointment of external auditor. M For For
Re-approval of key executive
performance plan. M For For
Adjournment of meeting, if necessary,
to solicit additional proxies. M Against Against
Director term limit. S Against For
Charitable contributions. S Against For
Political contributions. S Against For
Separation of Chairman and CEO. S For Against
Derivative disclosure. S Against For
Auditor independence. S Against For
Director compensation. S Against For
Pay disparity. S Against For
MMC 571748102 Marsh and McLennan
Companies, Inc. 05/20/04 Election of Directors. M For For
Ratification of Deloitte and Touche,
LLP as independent auditors for 2004. M For For
MAS 574599106 Masco Corp. 05/11/04 Election of Directors. M For For
Proposal to approve the Masco
Corporation 2004 restricted stock
award program. M For For
Ratification of the selection of
Pricewaterhousecoopers, LLP as
independent auditors for the Company
for the year 2004. M For For
MWD 617446448 Morgan Stanley 04/20/04 Election of Directors. M For all except 01.
Against
To ratify the appointment of Deloitte
and Touche, LLP as independent
auditors. M For For
Shareholder proposal to declassify the
board of directors. S For Against
Shareholder proposal to require
shareholder approval of 'golden
parachute' agreements. S For Against
Shareholder proposal to disclose
political contributions. S Against For
MOT 620076109 Motorola, Inc. 05/03/04 Election of Directors. M For For
Shareholder proposal re: Common sense
executive compensation. S Against For
Shareholder proposal re: Performance
and time-based restricted shares. S Against For
NSC 655844108 Norfolk Southern Corp. 05/13/04 Election of Directors. M For For
Ratification of the appointment of
KPMG, LLP independent public
accountants, as auditors. M For For
PFE 717081103 Pfizer, Inc. 04/22/04 Election of Directors. M For For
A proposal to approve the appointment
of KPMG, LLP as independent auditors
for 2004. M For For
A proposal to approve the Pfizer, Inc.
2004 stock plan. M For For
Shareholder proposal requesting review
of the economic effects of the
HIV/AIDS, TB and Malaria pandemics
on the Company's business strategy. S Against For
Shareholder proposal relating to
political contributions. S Against For
Shareholder proposal relating to an
annual report on corporate resources
devoted to supporting political
entities orcandidates. S Against For
Shareholder proposal seeking to impose
term limits on directors. S Against For
Shareholder proposal requesting a
report on increasing access to Pfizer
products. S Against For
Shareholder proposal on stock options. S Against For
Shareholder proposal on in-vitro
testing. S Against For
SHW 824348106 The Sherwin-Williams Co. 04/28/04 Election of Directors. M For all except 06,10
Against
Amendments to regulations to permit
use of communications equipment and
other changes. M For For
Amendments to regulations to provide
notice and other procedures for
shareholder meetings. M For For
Amendments to regulations to provide
notice and other procedures for
shareholders to nominate directors. M For For
Ratification of appointment of
independent auditors. M For For
TJX 872540109 The TJX Companies, Inc. 06/01/04 Election of Directors. M For For
Amendments to the stock incentive plan. M For For
Shareholder proposal regarding ILO
standards code of conduct and
independent monitoring. S Against For
Shareholder proposal regarding board
report on vendor compliance program. S Against For
Shareholder proposal regarding
declassification of election of
directors. S For Against
RIG G90078109 Transocean, Inc. 05/13/04 Election of Directors. M For For
Approval of the amendment of our
long-term incentive plan as described
in the proxy statement. M For For
Approval of the appointment of Ernst
and Young, LLP to serve as
independent auditors. M For For
TAP 89420G406 Travelers Property
Casualty Corp. 03/19/04 Proposal to approve the agreement and
plan of merger dated as of November
16, 2003, as amended, M For For
TYC 902124106 TYCO International, Ltd. 03/25/04 Election of Directors. M For For
Appointment of Deloitte and Touche,
LLP as TYCO's independent auditors
and authorization for the audit
committee of theboard of directors to
set the auditors' remuneration. M For For
Adoption of the amended and restated
by-laws. M For For
Approval of TYCO 2004 stock and
incentive plan. M For For
Shareholder proposal regarding
environmental reporting. S For For
Shareholder proposal to change TYCO's
jurisdiction of incorporation from
Bermuda to a U.S. state. S Against For
Shareholder proposal on 'common sense'
executive compensation. S Against For
UNP 907818108 Union Pacific Corp. 04/16/04 Election of Directors. M For For
Adopt the Union Pacific Corporation 2004
stock incentive plan. M For For
Ratify appointment of Deloitte and
Touche as independent auditors. M For For
Shareholder proposal regarding senior
executive equity plans. S Against For
Shareholder proposal regarding
political contributions. S Against For
</table>
DEAN SMALL CAP VALUE FUND
PROXY VOTING RECORD
<table>
- -----------------------------------------------------------------------------------------------------------------------------------
Matter
Shareholder Description of the Proposed By: Vote: Fund Cast its Vote
Ticker Cusip Name Meeting Matter Voted On Management (M) For Management or
Date Shareholders (S) Against Management
- -----------------------------------------------------------------------------------------------------------------------------------
AMD 007903107 Advanced Micro Devices,
Inc. 04/29/04 Election of Directors. M For For
Ratification of appointment of
independent auditors. M For For
Approval of the AMD 2004 equity
incentive plan. M For For
AG 001084102 Agco Corp. 04/22/04 Election of Directors. M For For
Stockholder proposal regarding
environmental sustainability
reporting. S Against For
AAI 00949P108 Airtran Holdings, Inc. 05/20/04 Election of Directors. M For For
AMN 030710107 Ameron International
Corp. 03/24/04 Election of Directors. M For For
Ratify the appointment of
Pricewaterhousecoopers, LLP,
independent public
accountants. M For For
Approve an amendment to the
certificate of incorporation
to increase the number of
authorized shares of common
stock. M For For
Approve the Ameron International
Corp. 2004 stock incentive
plan. M For For
PLB 027070101 American Italian
Pasta Co. 02/19/04 Election of Directors. M For For
An amendment to the 2000
equity plan to increase the
shares available under the
plan from 1,000,000 to
1,800,000. M For For
Ratification of the board of
directors' selection of
Ernst and Young, LLP to serve
as AIPC's independent auditors
forfiscal year 2004. M For For
ADRX 034553PPH Andrx Corp. 06/04/04 Election of Directors. M For For
To approve the amended and
restated certificate of
incorporation. M For For
To ratify the selection of
Ernst and Young, LLP as
independent auditors for
Andrx Corp. for the fiscal
year endingDecember 31,
2004. M For For
ANN 036115103 AnnTaylor Stores Corp. 04/29/04 Election of Directors. M For For
Approve the Company's 2004
long-term cash incentive
plan. M For For
Ratify the engagement of
Deloitte and Touche, LLP as
independent auditors for
fiscal year 2004. M For For
AIV 03748R101 Apartment Investment
and Management Co. 04/30/04 Election of Directors. M For For
To ratify the selection of
Ernst and Young, LLP, to
serve as independent auditors
for the Company for the fiscal
yearending December 31, 2004. M For For
To approve the sale of high
performance units. M For For
To urge the compensation and
human resources committee of
the board to establish a
policy to seek stockholder
approvalofcertain executive
severance arrangements. M Against For
VOXX 050757103 Audiovox Corp. 07/24/03 Election of Directors. M For all
except 05,06,07,08,09,10
Against
BWS 115736100 Brown Shoe Company, Inc.05/27/04 Election of Directors. M For For
ELY 131193104 Callaway Golf Co. 05/25/04 Election of Directors. M For For
To approve the Callaway Golf Co.
2004 equity incentive plan. M For For
To approve the amendment and
restatement of the Callaway
Golf Co. employee stock
purchase plan. M For For
CATY 149150104 Cathay General Bancorp 04/19/04 Election of Directors. M For For
CYN 178566105 City National Corp. 04/28/04 Election of Directors. M For all except 03
Against
Proposal to approve the amended
and restated 2002 Omnibus
plan. M For For
Proposal to approve the amended
and restated 1999 variable
bonus plan. M For For
CK 227116100 Crompton Corp. 04/27/04 Election of Directors. M For For
Approval of the selection by
the board of KPMG, LLP as
independent auditors for
2004. M For For
CCRN 227483104 Cross County
Healthcare, Inc. 05/11/04 Election of Directors. M For For
Proposal to approve and ratify
the appointment of Ernst and
Young, LLP as independent
auditors for the fiscal year
ending December 31, 2004. M For For
DFG 247131105 Delphi Financial
Group, Inc. 05/05/04 Election of Directors. M For For
Approval of the amendment to
the 2003 employee long-term
incentive and share award
plan. M Against Against
Approval of the adoption of the
annual incentive compensation
plan. M For For
Shareholder proposal regarding
investments in tobacco
equities. S Against For
To transact such other business
as properly comes before the
meeting or any adjournment
thereof. M Against Against
EVG 299900308 Evergreen Resources,
Inc. 11/20/03 Proposal to amend the Company's
amended and restated articles
of incorporation to increase
the number of authorized
shares of common stock from
50,000,000 to 100,000,000
shares. M For For
EVG 299900308 Evergreen Resources,
Inc. 05/07/04 Ratification of the appointment
of BDO Seidman, LLP as
independent auditors for the
year endingDecember 31, 2004. M For For
FCBP 31983B101 First Community Bancorp 05/26/04 Election of Directors. M For For
To approve the amendment and
restatement of the 2003 stock
incentive plan. M Against Against
To transact any other business
as may properly come before
the meeting and at any
postponements or adjournments
thereof. M Against Against
FBN 360921100 Furniture Brands
International, Inc. 04/29/04 Election of Directors. M For For
GTN 389375106 Gray Television, Inc. 05/26/04 Election of Directors. M For all except 01,02,03,06,10
Against
The proposal to approve the
amendment to the Gray
Television, Inc. 2002 long-
term incentive plan to
increase the numberof shares
of common stock reserved for
issuance thereunder by
2,000,000 shares. M For For
The proposal to approve the
amendment to the Gray's
restated articles of
incorporation to increase the
number ofauthorized shares of
common stock from 50,000,000
authorized shares to
100,000,000 authorized shares.M For For
HPC 427056106 Hercules, Inc. 05/12/04 Election of Directors. M For For
Approval of amendments to the
Hercules by-laws to provide
that directors be elected by
plurality vote. M For For
Ratification of
Pricewaterhousecoopers, LLP
as independent accounts. M For For
Approval of amendments to the
Hercules by-laws and restated
certificate of incorporation
to reinstate the rights of
theshareholders to take
action by written consent
and to call special meetings. M For For
INSU 457667103 Insituform Technologies,
Inc. 04/28/04 Election of Directors. M For For
JJZ 469865109 Jacuzzi Brands, Inc. 02/11/04 Election of Directors. M For For
Ratify appointment of Ernst and
Young, LLP as independent
auditors for fiscal 2004. M For For
Proposal 1 - Approval of the
2004 stock incentive plan. M For For
Proposal 2 - Approval of
exchange program. M Against Against
KSWS 482686102 K-Swiss, Inc. 12/11/03 To approve amendments to
article 5 of the Company's
amended and restated
certificate of incorporation
to increase the number of
shares of class A common stock
which the Company is
authorized to issue from
36,000,000 to 90,000,000, M Against Against
and to increase the number of
shares of class B common stock
which the Company is
authorized to issue from
10,000,000 to18,000,000.
KSWS 482686102 K-Swiss, Inc. 05/06/04 Election of Directors. M For For
Ratification of the appointment
of Grant Thornton, LLP as
the independent auditor for
the year ended December 31,
2004. M For For
MVK 577914104 Maverick Tube Corp. 05/03/04 Election of Directors. M For For
Approval of 2004 Omnibus
incentive plan. M For For
Approval of 2004 stock
incentive plan for non-
employee directors. M For For
Ratification of the
appointment of independent
auditors for 2004. M For For
MTD 592688105 Mettler-Toledo
International, Inc. 05/06/04 Election of Directors. M For For
Approval of auditors. M For For
Approval of 2004 equity
incentive plan. M For For
OLG 676255102 Offshore Logistics,
Inc. 09/15/03 Election of Directors. M For all except 05
Against
Approval of the Offshore
Logistics, Inc. 2003 non-
qualified stock option plan
for non-employee directors. M For For
PLAB 719405102 Photronics, Inc. 03/24/04 Election of Directors. M For For
To approve an amendment to the
Photronics, Inc. employee
stock purchase plan to
increase the number of
authorized sharesof common
stock available for issuance
from 600,000 to 900,000. M For For
PYX 72813P100 Playtex Products,
Inc. 05/13/04 Election of Directors. M For all except 02,03
Against
The ratification of the
appointment of KPMG, LLP as
independent auditors for the
Company for fiscal year 2004. M For For
POP 732827100 Pope and Talbot, Inc. 04/30/04 Election of Directors. M For For
The proposal to ratify the
selection of KPMG, LLP to
continue as independent
certified public accountants
for the year2004. M For For
RGS 758932107 Regis Corp. 10/30/03 Election of Directors. M For For
RDC 779382100 Rowan Companies, Inc. 04/23/04 Election of Directors. M For For
SFG 852891100 Stancorp Financial
Group, Inc. 05/03/04 Election of Directors. M For For
Proposal to ratify appointment
of independent auditors. M For For
Proposal to approve the amended
2002 stock incentive plan. M For For
Shareholder proposal concerning
the nomination of directors. S Against Against
SBIB 858907108 Sterling Bancshares,
Inc. 04/26/04 Election of Directors. M For For
Proposal to approve the 2004
employee stock purchase plan. M For For
Proposal to ratify the
appointment of Deloitte and
Touche, LLP as the Company's
independent public accountants
for thefiscal year ending
December 31, 2004. M For For
SGY 861642106 Stone Energy Corp. 05/20/04 Election of Directors. M For For
Ratification of appointment
of independent public
accountants. M For For
Approval of 2004 amended and
restated stock incentive plan. M For For
SUP 868168105 Superior Industries
International, Inc. 05/10/04 Election of Directors. M For For
Reaffirmation of an incentive
bonus plan for Louis L. Borick. M For For
Approval of an incentive bonus
plan for Steven J. Borick. M For For
TEX 880779103 Terex Corp. 05/25/04 Election of Directors. M For For
Ratification of selection of
independent accountants. M For For
Approval of the amendment of
the Terex Corp. 2000 incentive
plan. M For For
Approval of the Terex Corp.
2004 annual incentive
compensation plan. M For For
Approval of the Terex Corp.
employee stock purchase plan. M For For
Approval of the Terex Corp.
deferred compensation plan. M For For
Approval of the compensation
arrangement for outside
directors of Terex Corp. M For For
TDW 886423102 Tidewater, Inc. 07/31/03 Election of Directors. M For For
TKR 887389104 The Timken Co. 04/20/04 Election of Directors. M For For
Approval of the Timken Co.
long-term incentive plan, as
amended and restated as of
February 6, 2004. M For For
TGIC 895925105 Triad Guaranty, Inc. 05/20/04 Election of Directors. M For all except 07
Against
UFPI 913543104 Universal Forest
Products, Inc. 04/21/04 Election of Directors. M For For
USFC 91729Q101 USF Corp. 05/04/04 Election of Directors. M For For
WCN 941053100 Waste Connections, Inc. 05/26/04 Election of Directors. M For For
Approval of amendment of WCI's
amended and restated certificate
of incorporation to (A) increase
the authorized number ofshares
of common stock from 50,000,000
to 100,000,000 shares, M For For
and (B) delete references to the
series A preferred stock which
converted to common stock upon
the completion of WCI'sinitial
public offering. Adoption of the
2004 equity incentive plan. M For For
Ratification of appointment of
Ernst and Young, LLP as WCI's
independent auditors. M For For
</table>
DEAN BALANCED FUND
PROXY VOTING RECORD
<table>
- -----------------------------------------------------------------------------------------------------------------------------------
Matter
Shareholder Description of the Proposed By: Vote: Fund Cast its Vote
Ticker Cusip Name Meeting Matter Voted On Management (M) For Management or
Date Shareholders (S) Against Management
- -----------------------------------------------------------------------------------------------------------------------------------
ACE G0070K103 Ace Ltd. 05/27/04 Election of Directors. M For For
Proposal to approve the ACE Ltd.
2004 long-term incentive plan. M For For
Proposal to ratify the appointment of
Pricewaterhousecoopers, LLP as the
independent accountant of ACE Ltd
forfiscal year ending December
31, 2004. M For For
ABK 023139108 AMBAC Financial Group 05/04/04 Election of Directors. M For For
Amend the certificate of incorporation
to increase the number of authorized
shares of common stock from 200
million to 350 million. M For For
Approve amendments to the AMBAC 1997
non-employee directors equity plan. M For For
Ratify selection of KPMG, LLP as
independent auditors for 2004. M For For
AIG 026874107 American International
Group, Inc. 05/19/04 Election of Directors. M For For
Adopt chief executive officer annual
compensation plan. M For For
Adopt a director stock paln. M For For
Ratification of independent accountants. M For For
Shareholder proposal I described in the
proxy statement. S Against For
Shareholder proposal II described in the
proxy statement. S Against For
Shareholder proposal III described in the
proxy statement. S Against For
ABC 03073E105 Amerisourcebergen Corp. 03/05/04 Election of Directors. M For For
APC 032511107 Anadarko Petroleum 05/06/04 Election of Directors. M For For
Amendment to the annual incentive bonus
plan M For For
Ratification of appointment of
independent accountants. M For For
Stockholder proposal -- climate change. S Against For
BAC 060505104 Bank of America Corp. 03/17/04 Adoption of the merger agreement. M For For
Adoption of Bank of America's amended
stock plan. M For For
Adoption of an amendment to increase
the number of authorized sharesof
Bank of America common stock. M For For
Approval of proposal to adjourn the Bank
of America special meeting, if
necessary, to solicit additonal
proxies M Against Against
BAC 060505104 Bank of America Corp. 05/26/04 Election of Directors. M For For
Ratification of independent public
accountants. M For For
Stockholder proposal -- Annual meeting
date. S Against For
Stockholder proposal -- Nomination of
directors. S Against For
Stockholder proposal -- Charitable
contributions. S Against For
Stockholder proposal -- Mutual fund
trading policies. S Against For
Stockholder proposal -- Privacy and
information security. S Against For
BP 055622104 BP, P.L.C. 04/15/04 Election of Directors. M For For
To elect Mr. A. Burgmans as a director. M For For
To reappoint Ernst and Young, LLP as
auditors. M For For
To amend the articles of association of
the Company. M For For
To give authority to allot shares up to a
specified amount. M For For
SPECIAL RESOLUTION: To give authority to
allot a limited number of shares
for cash without making an offer to
shareholders. M For For
SPECIAL RESOLUTION: To give limited
authority for the purchase of its
own shares by the Company M For For
To authorize the use of treasury shares
for employee share schemes. M For For
To approve the directors' remuneration
report. M For For
To determine the limit for the aggregate
remuneration of the non-executive
directors. M For For
To receive the directors' annual report
and the accounts. M For For
SPECIAL SHAREHOLDER RESOLUTION: To
instruct the company to prepare a
report making certain disclosures
on matters of control and risk in
protected and sensitive areas. S Against For
CF 160903100 Charter One Financial,
Inc. 04/21/04 Election of Directors. M For all except 01,04,06
Against
To approve the amendments to the Charter
One Financial, Inc. 1997 stock
option and incentive plan. M For For
To ratify the appointment of Deloitte
and Touche, LLP as Charter One
Financial, Inc.'s independent
auditors for the fiscal year ending
December 31, 2004. M Against Against
C 172967101 Citigroup, Inc. 04/20/04 Election of Directors. M For For
Proposal to ratify the selection of
KPMG, LLP as Citigroup's independent
auditors for 2004. M For For
Stockholder proposal requesting a curb
on executive compensation, no
future stock option grants, and no
renewals or extensions of option
plans S Against For
Stockholder proposal requesting a
report on political contributions. S Against For
Stockholder proposal requesting a
discontinuation of all rights,
options, SAR'S, and possible
severance payments for the top five
of management S Against For
Stockholder proposal requesting that the
chairman of the board have no
management duties, titles or
responsibilities. S Against For
CA 204912109 Computer Associates
International, Inc. 08/27/03 Election of Directors. M For For
Approval of the 2003 compensation plan
for non-employee directors. M For For
Ratification of the appointment of KPMG,
LLP as the the Company's independent
auditors for the fiscal year ending
March 31, 2004. M For For
CSC 205363104 Computer Sciences Corp. 8/11/03 Election of Directors. M For For
COX 224044107 Cox Communications, Inc. 5/18/04 Election of Directors. M For all except 01,03,04,
05,07 Against
Adoption of the 2004 employee stock
purchase plan. M For For
CVS 126650100 CVS Corp. 5/12/04 Election of Directors. M For For
Proposal to approve an amendment to the
Company's 1997 incentive
compensation plan. M For For
Proposal to ratify the appointment of
KPMG, LLP as CVS' independent auditors
for the fiscal year ending
January 31, 2005. M For For
Stockholder proposal regarding executive
compensation. S Against For
D 25746U109 Dominion Resources, Inc. 4/23/04 Election of Directors. M For For
Retention of auditors. M For For
Shareholder proposal. S Against For
FNM 313586109 Fannie Mae 5/25/04 Election of Directors. M For For
Ratification of the selection of
auditors. M For For
Approval of an amendment to the
Fannie Mae employee stock purchase
plan. M For For
Stockholder proposal to reinstate
cumulative voting. S For Against
FRE 313400301 Federal Home Loan
Mortgage Corp. 03/31/04 Election of Directors. M For For
Ratification of appointment of
Pricewaterhousecoopers, LLP as
independent auditors for the year
2003. M For For
FD 31410H101 Federated Department
Stores, Inc. 05/21/04 Election of Directors. M Withhold all nominees.
Against
To ratify the appointment of KPMG, LLP
as Federated's independent
accountants for the fiscal year
ending January 29, 2005. M For For
To amend Federated's 1995 executive
equity incentive plan to increase
the number of shares of Federated's
common stock available for issuance
under the plan. M For For
To act upon a stockholder proposal to
take the necessary steps to adopt
a system for the annual selection
of all of Federated's directors. S For Against
FBF 339030108 Fleetboston Financial
Corp. 03/17/04 Approval of the merger agreement. M For For
Approval of the proposal to adjourn the
Fleetboston special meeting, if
necessary, to solicit additional
proxies M Against Against
FLEX Y2573F102 Flextronics International
Ltd. 09/30/03 Re-election of Richard L. Sharp as a
director of the Company. M For For
Re-election of James A. Davidson as a
director of the Company. M For For
Re-election of Lip-Bu Tan as a director
of the Company. M For For
Re-appointment of Patrick Foley as a
director of the Company. M For For
To appoint Deloitte and Touche, LLP as
independent auditors of the Company
for the fiscal year ending March 31,
2004. M For For
To approve an amendment to the Company's
1997 employee share purchase plan. M For For
To approve the authorization for the
directors of the Company to allot
and issue ordinary shares. M For For
To approve the authorization for the
Company to provide cash compensation
to its directors. M For For
To approve the authorization of the
proposed renewal of the share
mandate relating to acquisitions
by the Company of its own issued
ordinary shares. M For For
GE 369604103 General Electric Co. 04/28/04 Election of Directors. M For For
Independent auditor. M For For
Revenue measurement added to executive
officer performance goals. M For For
Cumulative voting. S Against For
Animal Testing. S Against For
Nuclear Risk. S Against For
Report on PCB cleanup costs. S Against For
Offshore sourcing. S Against For
Sustainability index. S Against For
Compensation committee independence. S Against For
Pay disparity. S Against For
End stock options and bonuses. S Against For
Limit outside directorships. S Against For
Independent board chairman. S Against For
Explore sale of company. S Against For
Holding stock from stock options. S Against For
Board independence. S Against For
Political contributions. S Against For
HIG 416515104 The Hartford Financial
Services Group, 05/20/04 Election of Directors. M For For
Ratification of the appointment of
Deloitte and Touche, LLP as independent
auditors of the Company for the fiscal
year ending December 31, 2004. M For For
Proposal by shareholder relating to
executive compensation. S Against For
HD 437076102 The Home Depot, Inc. 05/27/04 Election of Directors. M For For
Company proposal to ratify the
appointment of KPMG, LLP as
independent auditors of the
Company for fiscal 2004. M For For
Stockholder proposal regarding outside
director term limits. S Against For
Stockholder proposal regarding poison
pill implementation. S For Against
Stockholder proposal regarding
performance goals as a prerequisite
to vesting. S For Against
Stockholder proposal regarding
implementation of ILO human .
rights standards. S Against For
Stockholder proposal regarding future
severance agreements. S For Against
Stockholder proposal regarding method of
voting for directors. S Against For
IBM 459200101 International Business
Machines Corp. 04/27/04 Election of Directors. M For For
Ratification of appointment of
independent accountants. M For For
Ratification of appointment of
independent accountants for the
business consulting services unit. M For For
Approval of long-term incentive
performance terms for certain
executives. M For For
Stockholder proposal on: Cumulative
voting. S For Against
Stockholder proposal on: Pension and
retirement medical. S Against Against
Stockholder proposal on: Executive
compensation. S For Against
Stockholder proposal on: Expensing
stock options. S Against For
Stockholder proposal on: Disclosure of
executive compensation. S Against For
Stockholder proposal on: China business
principles. S Against For
Stockholder proposal on: Political
contributions. S Against For
Stockholder proposal on: A review of
executive compensation. S Against For
JPM 46625H100 J.P. Morgan Chase
and Co. 05/25/04 Election of Directors. M For For
Merger proposal. M For For
Appointment of external auditor. M For For
Re-approval of key executive
performance plan. M For For
Adjournment of meeting, if necessary,
to solicit additional proxies. M Against Against
Director term limit. S Against For
Charitable contributions. S Against For
Political contributions. S Against For
Separation of Chairman and CEO. S For Against
Derivative disclosure. S Against For
Auditor independence. S Against For
Director compensation. S Against For
Pay disparity. S Against For
MMC 571748102 Marsh and McLennan
Companies, Inc. 05/20/04 Election of Directors. M For For
Ratification of Deloitte and Touche, LLP
as independent auditors for 2004. M For For
MAS 574599106 Masco Corp. 05/11/04 Election of Directors. M For For
Proposal to approve the Masco
Corporation 2004 restricted stock
award program. M For For
Ratification of the selection of
Pricewaterhousecoopers, LLP as
independent auditors for the
Company for the year 2004. M For For
MWD 617446448 Morgan Stanley 04/20/04 Election of Directors. M For all except 01.
Against
To ratify the appointment of Deloitte
and Touche, LLP as independent
auditors. M For For
Shareholder proposal to declassify the
board of directors. S For Against
Shareholder proposal to require
shareholder approval of 'golden
parachute' agreements. S For Against
Shareholder proposal to disclose
political contributions. S Against For
MOT 620076109 Motorola, Inc. 05/03/04 Election of Directors. M For For
Shareholder proposal re: Common sense
executive compensation. S Against For
Shareholder proposal re: Performance
and time-based restricted shares. S Against For
NSC 655844108 Norfolk Southern Corp. 05/13/04 Election of Directors. M For For
Ratification of the appointment of
KPMG, LLP independent public
accountants, as auditors. M For For
PFE 717081103 Pfizer, Inc. 04/22/04 Election of Directors. M For For
A proposal to approve the appointment
of KPMG, LLP as independent
auditors for 2004. M For For
A proposal to approve the Pfizer, Inc.
2004 stock plan. M For For
Shareholder proposal requesting review
of the economic effects of the
HIV/AIDS, TB and Malaria pandemics
on the Company's business strategy. S Against For
Shareholder proposal relating to
political contributions. S Against For
Shareholder proposal relating to an
annual report on corporate
resources devoted to supporting
political entities or candidates. S Against For
Shareholder proposal seeking to impose
term limits on directors. S Against For
Shareholder proposal requesting a
report on increasing access to
Pfizer products. S Against For
Shareholder proposal on stock options. S Against For
Shareholder proposal on in-vitro testing.S Against For
SHW 824348106 The Sherwin-Williams Co. 04/28/04 Election of Directors. M For all except 06,10
Against
Amendments to regulations to permit
use of communications equipment
and other changes. M For For
Amendments to regulations to provide
notice and other procedures
for shareholder meetings. M For For
Amendments to regulations to provide
notice and other procedures for
shareholders to nominate directors. M For For
Ratification of appointment of
independent auditors. M For For
TJX 872540109 The TJX Companies, Inc. 06/01/04 Election of Directors. M For For
Amendments to the stock incentive plan. M For For
Shareholder proposal regarding ILO
standards code of conduct and
independent monitoring. S Against For
Shareholder proposal regarding board
report on vendor compliance
program. S Against For
Shareholder proposal regarding
declassification of election of
directors. S For Against
RIG G90078109 Transocean, Inc. 05/13/04 Election of Directors. M For For
Approval of the amendment of our
long-term incentive plan as
described in the proxy statement. M For For
Approval of the appointment of Ernst
and Young, LLP to serve as
independent auditors. M For For
TAP 89420G406 Travelers Property
Casualty Corp. 03/19/04 Proposal to approve the agreement
and plan of merger dated as of
November 16, 2003, as amended, M For For
among the St. Paul Companies, Inc.,
Travelers Property Casualty Corp.
and the Adams Acquisition Corp.,
and the transactions contemplated
by the merger agreement, including
the merger.
TYC 902124106 TYCO International, Ltd. 03/25/04 Election of Directors. M For For
Appointment of Deloitte and Touche, LLP
as TYCO's independent auditors and
authorization for the audit
committee of the board of
directors to set the auditors'
remuneration. M For For
Adoption of the amended and restated
by-laws. M For For
Approval of TYCO 2004 stock and
incentive plan. M For For
Shareholder proposal regarding
environmental reporting. S For For
Shareholder proposal to change TYCO's
jurisdiction of incorporation
from Bermuda to a U.S. state. S Against For
Shareholder proposal on 'common sense'
executive compensation. S Against For
UNP 907818108 Union Pacific Corp. 04/16/04 Election of Directors. M For For
Adopt the Union Pacific Corporation
2004 stock incentive plan. M For For
Ratify appointment of Deloitte and
Touche as independent auditors. M For For
Shareholder proposal regarding senior
executive equity plans. S Against For
Shareholder proposal regarding
political contributions. S Against For
</table>
DEAN INTERNATIONAL FUND
PROXY VOTING RECORD
<table>
- -----------------------------------------------------------------------------------------------------------------------------------
Matter
Shareholder Description of the Proposed By: Vote: Fund Cast its Vote
Ticker Cusip Name Meeting Matter Voted On Management (M) For Management or
Date Shareholders (S) Against Management
- -----------------------------------------------------------------------------------------------------------------------------------
8572.T 6049784 ACOM CO 24-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends:
Interim JY 40, Final JY 40,
Special JY 40
2 Amend Articles to: Decrease
Authorized Capital to Reflect
Share Repurchase - Authorize
Share Repurchases at Board's
Discretion
3.1 Elect Director
3.2 Elect Director
3.3 Elect Director
3.4 Elect Director
3.5 Elect Director
3.6 Elect Director
3.7 Elect Director
3.8 Elect Director
3.9 Elect Director
3.10 Elect Director
3.11 Elect Director
4 Appoint Internal Statutory
Auditor
5 Approve Retirement Bonuses for
Directors and Statutory Auditor M VIF 1,3.1-3.11
VA 2,4,5
VIF of Management 1,3.1-3.11
VA Management 2,4,5
ABE.MC 4065663 ABERTIS
INFRAESTRUCTURAS SA 26-Apr-04 1 Approve Financial Statements
and Allocation of Income; Discharge
Directors
2 Authorize Capitalization of Reserves
of EUR 78.8 Million for a 1:20 Bonus
Issue; Amend Article 5 Accordingly
3 Elect Unicaja, Jose Luis Olivas
Martinez, Pablo Vallbona Vadell, and
Comunidades Gestoras to Management Board
4 Reelect PricewaterhouseCoopers
Auditores, S.L. as Auditors
5 Authorize Repurchase of Shares
6 Authorize Issuance of Bonds or Other
Financial Instruments
7 Approve General Meeting Guidelines;
Amend Article 12 of Bylaws; Present
Information Re: Board Guidelines
8 Approve Merger by Absorption of
Iberica de Autopistas, S.A.
9 Authorize Board to Ratify and
Execute Approved Resolutions M VIF VIF of Management
ADVAf.BK 6412591 ADVANCED INFO SERVICE
PUBLIC 23-Apr-04 1 Open Meeting
2 Approve Minutes of Previous AGM
3 Accept Report on Company Performance
in 2003
4 Accept Financial Statements and
Statutory Reports
5 Elect Directors and Fix Their
Remuneration
6 Approve Auditors and Authorize Board
to Fix Their Remuneration
7 Approve Allocation of Income and
Dividends
8 Approve Issuance of 9 Million Units
of Warrants to Directors Employees and
Advisors of the Company Under the ESOP
Grant III
9 Approve the Issuance of 9 Million
Shares Reserved Exclusively for the
Conversion of Warrants Under the ESOP
Grant III
10 Approve Issuance of Warrants to
Directors Employees and Advisors
Exceeding 5 Percent of the Total
Issuance Under the ESOP Grant III
11 Approve Issuance of 125591 Shares
Reserved Exclusively for the Conversion
of Warrants Under ESOP Grant I & II
12 Other Business M VIF 1-11
VA 12
VIF of Management 1-11,
VA Management 12
AHLN.AS 5252602 AHOLD (KON) NV 2-Jun-04 1 Open Meeting
2 Receive Report Regarding Company
Strategy ('Road to Recovery')
3.1 Approve Financial Statements and
Statutory Reports
3.2 Receive Explanation of Company's
Reserves and Dividend Policy
3.3 Approve Discharge of Management
Board
3.4 Approve Discharge of Supervisory
Board
4.1 Elect Rene Dahan to Supervisory
Board
4.2 Elect Karen de Segundo to Supervisory
Board
5 Ratify Deloitte & Touche as Auditors
6 Authorize Board to Change Official
Language of the Annual Report to English
7 Close Meeting M Take no action
VIF of Management
AHLN.AS 5252602 AHOLD (KON) NV 3-Mar-04 1 Open Meeting
2 Discussion of Company's Corporate
Governance Structure
3 Amend Articles Re: Changes to
Company's Corporate Governance Structure
to Reflect Recommendations by Dutch
Corporate Governance Code
4 Approve Terms Governing Conversion
of Cumulative Preferred Financing Shares
into Common Shares
5 Approve Remuneration Policy of
Executive Board
6 Receive Information on Current
Investigations and Lawsuits
7 Adjourn Meeting M Take no action
VIF of Management
ALT.MC 5444012 ALTADIS SA 14-Jun-04 1 Approve Financial Statements,
Allocation of Income, and Distribution
of EUR 0.80 per Share Dividend;
Discharge Directors
2 Ratify Management Board
3 Approve Auditors
4 Approve EUR 4.4 Million Reduction in
Capital Via Cancellation of 7.3 Million
Shares; Ammend Company's Bylaws
Accordingly
5 Authorize Share Repurchase Program
6 Authorize Issuance of Bonds
7 Amend Articles 22, 23, 25, and 28 Re:
Elimination of Shareholidng Requirement
to Attend Shareholder Meetings, Remote
Voting, Elimination of Supermajority
Quorums and Vote Requirement for Certain
Proposals, Increase Shareholders' Access
to Information
8 Approve General Meeting Guidelines
9 Authorize Board to Ratify and Execute
Approved Resolutions M VIF VIF of Management
AMBG.F 5335075 AMB GENERALI HOLDINGS 19-May-04 1 Receive Financial Statements and
Statutory Reports (Non-Voting)
2 Receive Consolidated Financial
Statements and Statutory Reports
(Non-Voting)
3 Approve Allocation of Income and
Dividends of EUR 1.35 per Share
4a Approve Discharge of Management
Board
4b Approve Discharge of Supervisory
Board
5 Elect Alfredo Gysi to the Supervisory
Board
6 Authorize Share Repurchase Program
and Reissuance of Repurchased Shares
7 Approve Creation of EUR 68.7 Million
Pool of Conditional Capital with Partial
Exclusion of Preemptive Rights
8 Approve Remuneration of Directors in
the Amount of EUR 5,000
9 Approve Affiliation Agreements with
Subsidiaries (Cosmos Versicherung AG) M Take no action N/A
CELR.PA 7281875 ARCELOR 30-Apr-04 1 Report of Board of Directors and
Opinions of Independent Auditor on the
Annual Accounts and the Consolidated
Accounts
2 Approve Annual Accounts
3 Approve Consolidated Accounts
4 Approve Allocation of Income and
Dividend; Approve Directors'
Remuneration
5 Approve Discharge of Directors
6 Accept Resignation of J. Lapeyre
and D. Bouton; Appoint M. Marti and N.
Forgeard as Directors
7 Authorize the Repurchase of up to
10 Percent of the Company's Shares for
a Price of No Less than EUR 5 per Share
and No More than EUR 25 per Share
8 Ratify KPMG Audit as Auditors M Take no action N/A
GASI.MI 4056719 ASSICURAZIONI
GENERALI SPA 19-Apr-04 1 Accept Financial Statements and
Statutory Reports
2 Elect Directors For the Three-Year
Term 2004-2006
Special Business
1 Amend Articles of Association M Take no action N/A
AZN.L 0989529 ASTRAZENECA PLC 29-Apr-04 1 Accept Financial Statements and
Statutory Reports
2 Confirm First Interim Dividend of
USD 0.255 Per Ordinary Share and
Confirm as the Final Dividend the
Second Interim Dividend of USD 0.540
Per Ordinary Share
3 Reappoint KPMG Audit Plc as Auditors
of the Company
4 Authorise Board to Fix Remuneration
of the Auditors
5a Re-elect Percy Barnevik as Director
5b Re-elect Hakan Mogren as Director
5c Re-elect Sir Tom McKillop as Director
5d Re-elect Jonathan Symonds as Director
5e Re-elect Sir Peter Bonfield as Director
5f Re-elect John Buchanan as Director
5g Re-elect Jane Henney as Director
5h Elect Michele Hooper as Director
5i Elect Joe Jimenez as Director
5j Re-elect Erna Moller as Director
5k Re-elect Dame Bridget Ogilvie as Director
5l Elect Louis Schweitzer as Director
5m Re-elect Marcus Wallenberg as Director
6 Approve Remuneration Report
7 Adopt New Articles of Association
8 Authorise EU Political Donations up to
Aggregate Nominal Amount of USD 150,000
9 Authorise Issuance of Equity or Equity-
Linked Securities with Pre-emptive Rights
up to Aggregate Nominal Amount of
USD 140,456,500
10 Authorise Issuance of Equity or
Equity-Linked Securities without
Pre-emptive Rights up to Aggregate
Nominal Amount of USD 21,068,745
11 Authorise up to 10 Percent of the
Company's Issued Share Capital for
Market Purchase
12 Approve Increase in Remuneration
of Non-Executive Directors from
GBP 750,000 to GBP 1,100,000 M VIF VIF of Management
BBCA.JK 6352772 BANK CENTRAL ASIA 6-May-04 1 Accept Directors' Report
2 Accept Financial Statements and
Statutory Reports
3 Approve Allocation of Income
4 Elect Directors and Commissioners
5 Approve Remuneration of Directors and
Commissioners
6 Approve Siddharta Siddharta and
Widjaja as Auditors and Authorize Board
to Fix Their Remuneration
7 Approve Stock Split
8 Approve Dividends
9 Accept Report of Audit Committee M VIF VIF of Management
BAYf.BK 6075949 BANK OF AYUDHYA 27-Apr-04 1 Approve Minutes of Previous AGM
2 Accept Directors' Report
3 Accept Financial Statements and
Statutory Reports
4 Approve Non Allocation of Income
and Omission of Dividends
5 Approve Compensation of Retained Loss
6 Elect Directors and Fix Their
Remuneration
7 Approve Auditors and Authorize Board
to Fix Their Remuneration
8 Amend Memorandum of Association Re:
Class A Preferred Shares
9 Approve Cancellation of Warrants
Previously Issued
10 Approve Decrease of Registered
Capital
11 Approve Increase in Registered
Capital
12 Approve Allocation of New Shares
13 Approve Cancellation of Debt
Issuance Previously Approved
14 Approve Sale of Hybrid Capital
Instruments
15 Other Business M VIF1-10 & 14
VA 11,12,13,15
VIF of Management 1-10 & 14,
VA Management 11,12,13,15
BASF.F 5086577 BASF AG 29-Apr-04 1 Receive Financial Statements and
Statutory Reports
2 Approve Allocation of Income and
Dividends of EUR 1.40 per Share
3 Approve Discharge of Supervisory
Board
4 Approve Discharge of Management
Board
5 Ratify Deloitte & Touche GmbH as
Auditors
6 Authorize Repurchase of up to 10
Percent of Issued Share Capital for
Purposes of Cancellation and Reissuance
without Preemptive Rights
7 Authorize Use of Financial Derivatives
when Repurchasing Shares
8 Approve Creation of EUR 500 Million
Pool of Conditional Capital with
Preemptive Rights
9 Approve Affiliation Agreements
with Subsidiary (BASF Plant Science
Holding GmbH) M VIF VIF of Management
BNPP.PA 7309681 BNP PARIBAS SA 28-May-04 1 Accept Consolidated Financial
Statements and Statutory Reports
2 Approve Financial Statements and
Statutory Reports
3 Approve Allocation of Income and
Dividends of EUR 2.175 per Share
4 Approve Special Auditors' Report
Regarding Related-Party Transactions
5 Authorize Issuance of Bonds/Debentures
in the Nominal Value of Up to
EUR 30 Billion
6 Authorize Repurchase of Up to Ten
Percent of Issued Share Capital
7 Reelect Louis Schweitzer as Director
8 Reelect Lindsay Owen-Jones as Director
9 Confirm Expiration of Term of David
Peake as Director
10 Authorize Filing of Required
Documents/Other Formalities Special
Business
11 Authorize Issuance of Equity or
Equity-Linked Securities with
Preemptive Rights up to Aggregate
Nominal Amount of EUR 1 Billion
12 Authorize Issuance of Equity or
Equity-Linked Securities without
Preemptive Rights up to Aggregate
Nominal Amount of EUR 340 Million
13 Authorize Capitalization of
Reserves of Up to EUR 1 Billion for
Bonus Issue or Increase in Par Value
14 Allow Board to Issue Shares in the
Event of a Public Tender Offer or Share
Exchange Offer, Subject to Certain
Conditions
15 Amend Terms of Capital Increase
Reserved for Employees Participating
in Savings-Related Share Purchase
Plan Submitted to Shareholder Vote
at May 14, 2003,AGM/EGM
16 Approve Reduction in Share Capital
via Cancellation of Repurchased Shares
17 Amend Articles of Association Re:
Role of Chairman, Access to Information,
Internal Control Procedures, Convening
of Board Meetings, and Signing of the
Minutes of Board Meetings
18 Authorize Filing of Required
Documents/Other Formalities M Take no action N/A
5108.T 6132101 BRIDGESTONE CORP 30-Mar-04 1 Approve Allocation of Income,
Including the Following Dividends:
Interim JY8, Final JY8,
Special JY0
2 Authorize Share Repurchase Program
3 Amend Articles to: Authorize Share
Repurchases at Board's Discretion
4 Elect Director
5.1 Appoint Internal Statutory Auditor
5.2 Appoint Internal Statutory Auditor
6 Approve Retirement Bonuses for Director
and Statutory Auditor
7 Approve Executive Stock Option Plan M VIF 1-4, 5.2,7
VA 5.1 & 6
VIF of Management 1-4 5.2,7
VA Management 5.1 & 6
CLSG.F 5105182 CELESIO AG 29-Apr-04 1 Receive Financial Statements and
Statutory Reports
2 Approve Allocation of Income and
Dividends of EUR 0.90 per Share
3 Approve Discharge of Management Board
4 Approve Discharge of Supervisory
Board
5 Ratify PricewaterhouseCoopers
Deutsche Revision AG as Auditors M Take no action N/A
2002q.L 5081873 CHINA STEEL CORP 17-Jun-04 1.1 Receive Report on 2003 Business
Operation Results
1.2 Receive Supervisors' Report
1.3 Receive Report on Endorsements
and Guarantees
2.1 Accept Financial Statements and
Statutory Reports
2.2 Approve Allocation of Income and
Dividends
2.3 Approve Capitalization of 2003
Dividends and Employee Profit Sharing
2.4 Amend Articles of Association
2.5 Amend Rules and Procedures of
Shareholders Meeting
2.6 Amend Nomination Procedures
for the Board
2.7 Amend Procedures Governing
the Acquisition or Disposal of Assets
2.8 Elect Directors and Supervisors
3 Other Business M VIF VIF of Management
2324q.L 5810367 COMPAL ELECTRONICS 15-Jun-04 1.1 Receive Report on 2003 Business
Operation Results
1.2 Receive Supervisors' Report
2.1 Accept Financial Statements
and Statutory Reports
2.2 Approve Allocation of Income
and Dividends
2.3 Approve Release of Restrictions
of Competitive Activities of Directors
3.1 Approve Capitalization of 2003
Dividends and Employee Profit Sharing
3.2 Amend Operating Procedures for
the Loan of Funds to Other Parties
4 Elect Directors and Supervisors
5 Other Business M VIF VIF for Management
ENI.MI 7145056 ENI 28-May-04 1 Accept Financial Statements,
Consolidated Accounts, and Statutory
Reports Mgmt
2 Approve Allocation of Income
3 Authorize Share Repurchase Program Mgmt
4 Elect External Auditors for the
Three-Year Term 2004-2006 and Fix
Remuneration of Auditors
5 Amend Article 2 of the Set of
Rules Governing General Meetings of
Eni Spa
6 Approve Remuneration of Directors
Mgmt Special Business
1 Amend Articles To Reflect New Italian
Company Law Regulations
2 Amend Articles 17, 19, and 28 of the
Company's Bylaws M Take no action N/A
ERST.VI 5289837 ERSTE BANK DER
OSTERREICHISCHE 4-May-04 1 Receive Financial Statements and
Statutory Reports
2 Approve Allocation of Income
3.a Approve Discharge of Management
Board
3.b Approve Discharge of Supervisory
Board
4 Approve Remuneration of Directors
5 Elect Supervisory Board Members
6 Ratify Auditors
7 Approve Spin-Off Agreement of FINAG-
Holding AG
8 Approve EUR 43.9 Million
Capitalization of Reserves
9 Approve 4:1 Stock Split
10 Approve Creation of EUR 16.7
Million Pool of Conditional Capital
with Preemptive Rights
11 Authorize Repurchase of up to
10 Percent of Issued Share Capital
for Trading Purposes
12 Authorize Share Repurchase
Program and Reissuance of
Repurchased Shares
13 Amend Articles M Take no action N/A
FTE.PA 5176177 FRANCE TELECOM SA 9-Apr-04 1 Approve Financial Statements and
Discharge Directors for Fiscal Year
Ended Dec. 2003
2 Accept Consolidated Financial
Statements and Statutory Reports for
Fiscal Year Ended Dec. 2003
3 Approve Treatment of Losses and
Dividends of EUR 0.25 per Share
4 Approve Special Auditors' Report
Regarding Related-Party Transactions
5 Authorize Repurchase of up to 10
Percent of Issued Share Capital
Special Business
6 Fix Issue Price of Previous Authority
to Issue Equity or Equity-Linked
Securities without Preemptive Rights
Submitted to Shareholder Vote at
Feb. 25, 2003 EGM to Increase Capital
by up to EUR 30 Billion
7 Amend Articles 1, 2, and 7 to
Reflect 2003 Legislative Changes,
Postal Service and Telecommunication
Code, and European Parliament
Directives
8 Amend Articles to Reflect 2003
Legislative Changes; Remove French
Government Obligation to Retain Majority
Stake in Company; Amend Articles with
Respect to Board Composition
9 Amend Articles to Reflect Potential
Change in Control with Respect to
Powers of Chairman and Management
10 Amend Articles of Association to
Introduce Liquidation Provision
11 Authorize Board to Issue up to
30 Million Shares to Participants of
Wanadoo Stock Option Plan in Connection
with France Telecom Liquidity Agreement
12 Approve Capital Increase Reserved
for Employees Participating in Savings-
Related Share Purchase Plan
13 Authorize Filing of Required
Documents/Other Formalities M Take no action N/A
GSK.L 0925288 GLAXOSMITHKLINE PLC 17-May-04 1 Accept Financial Statements and
Statutory Reports
2 Approve Remuneration Report
3 Elect Lawrence Culp as Director
4 Elect Crispin Davis as Director
5 Elect Sir Robert Wilson as Director
6 Elect Tachi Yamada as Director
7 Re-elect Sir Christopher Hogg as
Director
8 Re-appoint PricewaterhouseCoopers
LLP as Auditors of the Company
9 Authorise Board to Fix Remuneration
of the Auditors
10 Authorise EU Political Donations up
to Aggregate Nominal Amount of GBP
100,000
11 Authorise Issuance of Equity or
Equity-Linked Securities without
Pre-emptive Rights up to Aggregate
Nominal Amount of GBP 74,330,954
12 Authorise 594,647,632 Ordinary
Shares for Market Purchase M VIF 1, 3-12
VA 2
VIF Management 1, 3-12
VA Management 2
HMSP.JK 6404242 HANJAYA MANDALA
SAMPOERNA 18-Jun-04 1 Accept Directors' Report
2 Accept Financial Statements and
Statutory Reports
3 Approve Allocation of Income
4 Approve Auditors and Authorize Board
to Fix Their Remuneration M VIF VIF of Management
HNKG_p.F 5076705 HENKEL KGAA 19-Apr-04 1 Receive Financial Statements and
Statutory Reports
2 Approve Allocation of Income and
Dividends of EUR 1.14 per Common
Share and EUR 1.20 per Preference
Share
3 Approve Discharge of Personally
Liable Partners
4 Approve Discharge of Supervisory
Board
5 Approve Discharge of Shareholders'
Committee
6 Ratify KPMG Deutsche
Treuhandgesellschaft AG as Auditors
7 Elect Paul Achleitner, Stefan
Hamelmann, Ulrich Hartmann,
Christoph Henkel, Juergen Manchot,
Burkhard Schmidt, Konstantin von Unger,
Karel Vuursteen, Hans-Dietrich Winkhaus,
and Albrecht Woeste to Shareholders'
Committee
8 Authorize Repurchase of up to Ten
Percent of Issued Share Capital;
Authorize Board to Issue Repurchased
Shares as New Shares without Preemptive
Rights
9 Adopt New Articles of Association due
to Changes in German Disclosure
Regulations and Company Stock
Corporation Law
10 Approve Affiliation Agreements
with Subsidiaries M Take no action N/A
HKLD.SI 6434915 HONGKONG LAND
HOLDINGS 5-May-04 1 Adopt Financial Statements and
Directors' and Auditors' Reports
and Approve Final Dividend
2 Reelect Directors
3 Approve Directors' Fees
4 Reappoint Auditors and Authorize
Board to Fix Their Remuneration
5 Approve Issuance of Shares without
Preemptive Rights
6 Authorize Share Repurchase Program M VIF VIF for Management
IBE.MC 4424640 IBERDROLA SA 2-Apr-04 1 Approve Financial Statements and
Allocation of Income and Dividends;
Discharge Directors
2 Adopt New Articles of Association
3 Approve General Meeting Guidelines;
Information on Board Guidelines
4 Approve Merger by Absorption of
Subsidiaries Iberdrola Gas S.A. and
Star 21 Networks Espana S.A.
5 Authorize Issuance of Convertible
Bonds and/or Warrants without
Preemptive Rights with a Maximum Limit
of EUR 1 Billion
6 Authorize Issuance of Convertible
Bonds and/or Warrants with
Preemptive Rights with a Maximum Limit
of EUR 1 Billion
7 Authorize Issuance of Bonds/
Debentures up to an Aggregate Nominal
Amount of EUR 1.2 Billion, or EUR 1.5
Billion in the Case of Debentures
8 Authorize Repurchase of Shares and
Reduce Capital Via Cancellation of
Repurchased Shares
9 Approve Listing of Shares on Secondary
Exchanges in Spain or Overseas
10 Approve Creation of Foundations
11 Approve Auditors
12 Ratify Appointment of Directors
13 Authorize Board to Ratify and Execute
Approved Resolutions M VIF VIF for Management
ISYS.L 0807041 INVENSYS PLC 14-May-04 1 Approve Disposal of the Powerware
Business of Invensys plc to the Eaton
Corporation M VIF VIF for Management
5411.T 6543792 JFE HOLDINGS INC 25-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends:
Interim JY 0, Final JY 30, Special JY 0
2 Amend Articles to: Authorize Share
Repurchases at Board's Discretion M VIF 1 VA 2
VIF of Management 1,
VA Management 2
4452.T 6483809 KAO CORPORATION 29-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends:
Interim JY16, Final JY16,
Special JY0
2 Authorize Share Repurchase Program
3 Amend Articles to: Authorize Share
Repurchases at Board's Discretion
4.1 Elect Director
4.2 Elect Director
4.3 Elect Director
4.4 Elect Director
4.5 Elect Director
4.6 Elect Director
4.7 Elect Director
4.8 Elect Director
4.9 Elect Director
4.10 Elect Director
4.11 Elect Director
4.12 Elect Director
4.13 Elect Director
4.14 Elect Director
4.15 Elect Director
5 Appoint Internal Statutory Auditor
6 Approve Executive Stock Option Plan
7 Approve Retirement Bonuses for
Directors M VIF 1,2,4.1-4.15,5,6,7
VA 3
VIF of Management 1,2,4.1-
4.15,5,6,7,
VA Management 3
KBKBt.BR 4497749 KBC BANKVERZEKERIN 29-Apr-04 1 Receive Directors' Report
2 Receive Auditors' Report
3 Approve Financial Statements and
Allocation of Income and Gross Dividend
of EUR 1.64 per Share
4 Approve Discharge of Directors
5 Approve Discharge of Auditors
6.1 Reelect Willy Duron, Emile Celis,
Christin Defrancq, Rik Donckels, Frans
Florquin, Xavier Lienart, Paul Peeters,
Patrick Vanden Avenne, Germain Vantieghem,
and Marc Wittemans as Directors
6.2 Reelect Willy Breesch and Alfons
Wouters as Directors and Confirm Them as
Independent Directors
6.3 Confirm Jozef Cornu and Herwig
Langohr as Independent Directors
6.4 Reappoint Ernst & Young as Auditors
and Fix Their Remuneration
7 Authorize Repurchase of up to 10
Percent of Issued Share Capital
8 Transact Other Business M Take no action N/A
2503.T 6493745 KIRIN BREWERY CO 30-Mar-04 1 Approve Allocation of Income,
2 Amend Articles to: Expand Business
Lines - Authorize Share Repurchases at
Board's Discretion
3.1 Elect Director
3.2 Elect Director
3.3 Elect Director
3.4 Elect Director
3.5 Elect Director
3.6 Elect Director
3.7 Elect Director
3.8 Elect Director
3.9 Elect Director
3.10 Elect Director
4 Appoint Internal Statutory Auditor
5 Approve Retirement Bonuses for
Directors and Statutory Auditor M VIF 1 TO 3
VA 4 & 5
VIF of Management 1-3,
VA Management 4 ,5
3378q.L 5804069 KOREA TOBACCO
& GINSENG CORP 18-Mar-04 1 Approve Appropriation of Income and
Dividends of KRW 1600 Per Share
2 Amend Articles of Incorporation Re:
Electronic Distribution of Meeting
Notices, Create Position of Lead
Director, Allow Participation in
Board Meetings by Teleconference
3 Appoint President (Kwak Young-Kyoon)
4 Elect Two Executive Directors
(Lee Kwang-Youl and Min Young-Jin)
5 Elect One Outside Director
(Cha Sun-Gak)
6 Elect Five Members of Audit Committee
7 Approve Limit on Remuneration
of Directors
8 Amend Terms of Severance Payments
to Executive Directors
9 Amend Terms of Severance Payments
to Managerial Officers M VIF VIF of Management
LAFP.PA 4502706 LAFARGE 11-May-04 1 Approve Financial Statements and
Statutory Reports
2 Accept Consolidated Financial
Statements and Statutory Reports
3 Approve Allocation of Income,
Dividends of EUR 3.45 per Share,
and Stock Dividend Program
4 Approve Special Auditors'
Report Regarding Related-Party
Transactions
5 Ratify Cooptation of Juan Gallardo
as Director
6 Reelect Jean Keller as Director
7 Authorize Repurchase of Up to 10
Percent of Issued Share Capital and
Reissunace of Repurchased Shares
8 Authorize Filing of Required
Documents/Other Formalities M Take no action N/A
2651.T 6266914 LAWSON INC 28-May-04 1 Approve Allocation of Income
2 Amend Articles to: Expand Business
Lines - Authorize Share Repurchases
at Board's Discretion
3.1 Elect Director
3.2 Elect Director
3.3 Elect Director
3.4 Elect Director
3.5 Elect Director
3.6 Elect Director
3.7 Elect Director
3.8 Elect Director
3.9 Elect Director
4.1 Appoint Internal Statutory Auditor
4.2 Appoint Internal Statutory Auditor
5 Approve Executive Stock Option Plan
6 Approve Retirement Bonuses for
Directors and Statutory Auditor M VIF 1, 3, 4.2, 5, 6
VA 2 & 4.1
VIF of Management 1,3, 4.2,
5, 6
VA Management 2, 4.1
OREP.PA 4057808 L'OREAL 29-Apr-04 1 Approve Financial Statements and
Discharge Directors
2 Accept Consolidated Financial
Statements and Statutory Reports
3 Approve Allocation of Income and
Dividends of EUR 1.10 per Share
4 Approve Special Auditors' Report
Regarding Related-Party Transactions
5 Reelect Rainer E. Gut as Director
6 Elect Bernard Kasriel as Director
7 Approve Remuneration of Directors in
the Aggregate Amount of EUR 1 Million
8 Appoint PricewaterhouseCoopers Audit
as Auditors and Yves Nicolas as Deputy
Auditor
9 Appoint Deloitte Touche Tohmatsu
Audit as Auditors and Jean-Paul Picard
as Deputy Auditor
10 Authorize Repurchase of up to
10 Percent of Issued Share Capital
11 Authorize Filing of Required Documents
/Other Formalities M Take no action N/A
8628.T 6373892 MATSUI SECURITIES CO 27-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends:
Interim JY0, Final JY 24.54,
Special JY0
2 Amend Articles to: Change Location of
Head Office - Authorize Share
Repurchases at Board's Discretion
3.1 Elect Director
3.2 Elect Director
3.3 Elect Director
3.4 Elect Director
3.5 Elect Director
3.6 Elect Director
3.7 Elect Director
3.8 Elect Director
3.9 Elect Director
4.1 Appoint Internal Statutory
Auditor
4.2 Appoint Internal Statutory
Auditor
4.3 Appoint Internal Statutory
Auditor
5 Appoint Alternate Internal
Statutory Auditor
6 Approve Adjustment to Aggregate
Compensation Ceiling for Directors
7 Approve Executive Stock Option Plan M VIF 1,3.1-3.9,4.1, 4.2,
4.3,6,7
VA 2&5
VIF of management
1,3.1-3.9,4.1,4.2, 4.3,6,7
VA management 2&5
8306.T 6335171 MITSUBISHI TOKYO
FINANCIAL GRP 29-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends on
ordinary Shares: Interim JY0,
Final JY6000, Special JY0
2 Amend Articles to: Authorize Share
Repurchases at Board's Discretion
3.1 Elect Director
3.2 Elect Director
3.3 Elect Director
3.4 Elect Director
3.5 Elect Director
3.6 Elect Director
3.7 Elect Director
4 Appoint Internal Statutory
Auditor
5 Approve Retirement Bonuses for
Directors and Statutory Auditor M VIF 1,3.1-3.7,4
VA 2&5
VIF of management 1,3.1-
3.7,4
VA management 2&5
MONE.SI 6565848 MOBILEONE 25-Mar-04 1 Amend Articles of Association
2 Approve Issuance of Shares without
Preemptive Rights
3 Authorize Share Repurchase Program M VIF
VIF of management
NESN.VX 7123870 NESTLE SA 22-Apr-04 1a Accept Financial Statements and
Statutory Reports
1b Accept Consolidated Financial
Statements and Statutory Reports
2 Approve Discharge of Board and
Senior Management
3 Approve Allocation of Income and
Dividends of CHF 7.20 per Share
4a Elect Edward George as Director
4b Elect Kaspar Villiger as Director
4c Elect Rolf Haenggi as Director
4d Elect Daniel Borel as Director
4e Elect Carolina Mueller as Director M Take no action N/A
9101.T 6643960 NIPPON YUSEN KK 29-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends:
Interim JY5, Final JY5, Special JY0
2 Amend Articles to: Authorize
Appointment of Alternate Statutory
Auditors - Authorize Share Repurchases
at Board's Discretion
3.1 Elect Director
3.2 Elect Director
3.3 Elect Director
3.4 Elect Director
3.5 Elect Director
3.6 Elect Director
3.7 Elect Director
3.8 Elect Director
3.9 Elect Director
3.10 Elect Director
3.11 Elect Director
3.12 Elect Director
4 Approve Retirement Bonuses for
Directors M VIF 1,3.1-3.12&4
VA 2
VIF of management 1,3.1-
3.12&4
VA management 2
7201.T 6642860 NISSAN MOTOR CO 23-Jun-04 1 Approve Allocation of Income,
including the following dividends:
interim JY8, final JY11, special JY0
2 Amend Articles to: Authorize Share
Repurchases at Board's Discretion
3 Approve Executive Stock Option Plan
4 Authorize Share Repurchase Program
5.1 Appoint Internal Statutory Auditor
5.2 Appoint Internal Statutory Auditor
5.3 Appoint Internal Statutory Auditor
5.4 Appoint Internal Statutory Auditor
5.5 Appoint Internal Statutory Auditor
6 Approve Retirement Bonuses for
Statutory Auditors M VIF 1,3,4,5.1,5.3,5.4,5.5
VA 2,5.2 & 6
VIF of management 1,3,4,
5.1,5.3,5.4,5.5
VA management 2,5.2 & 6
NOVN.VX 7103065 NOVARTIS AG 24-Feb-04 1 Accept Financial Statements and
Statutory Reports
2 Approve Discharge of the Board and
Senior Management
3 Approve Allocation of Income and
Dividends of CHF 1.00 per Share
4 Approve Transfer of CHF 360.9
Million from General Reserves to
Free Reserves
5 Approve CHF 12.1 Million Reduction
in Share Capital via Share Cancellation
6 Authorize Repurchase of up to Ten
Percent of Issued Share Capital
7 Amend Articles Re: Reduce Board
Terms from Four to Three Years
8.1 Approve Resignation of Walter
Frehner and Heini Lippuner
8.2 Elect Helmut Sihler, Hans-Joerg
Rudloff and Daniel Vasella as Directors
9 Ratify PricewaterhouseCoopers AG
as Auditors M Take no action N/A
ONC.TO 2516947 ONCOLYTICS
BIOTECH INC 26-May-04 1 Elect Bradley G. Thompson, Douglas
Ball, William A. Cochrane, Jim Dinning,
J. Mark Lievonen, Antoine A. Novjaim,
Robert B. Schultz, and Fred A. Stewart
as Directors.
2 Appoint Auditors and Authorize
Board to Fix Remuneration of Auditors
3 Amend Stock Option Plan
4 Approve Issuance of Shares in One or
More Private Placements M VA 3 & 4
VIF 1 & 2
VIF of management 1 & 2
VA management 3 & 4
DEHr.AT 7268298 PUBLIC POWER
CORPORATION 20-Apr-04 1 Accept Financial Statements and
Statutory Reports
2 Accept Consolidated Financial
Statements and Statutory Reports
3 Accept Consolidated Financial
Statements and Statutory Reports
Pursuant to International Financial
Reporting Standards
4 Approve Discharge of Board and
Auditors
5 Approve Dividends
6 Approve Auditors
7 Approve Remuneration of Directors
for 2003; Pre-Approve Remuneration
of Directors for 2004
8 Approve Remuneration of Auditors for
2003 M Take no action N/A
RB.L 0727871 RECKITT
BENCKISER PLC 13-May-04 1 Accept Financial Statements and
Statutory Reports
2 Approve Remuneration Report
3 Approve Final Dividend of 14 Pence
Per Ordinary Share
4 Re-elect George Greener as Director
5 Re-elect Peter White as Director
6 Re-elect Colin Day as Director
7 Elect Judith Sprieser as Director
8 Elect Kenneth Hydon as Director
9 Re-appoint PricewaterhouseCoopers
LLP as Auditors and Authorise Board to
Fix Remuneration of Auditors
10 Authorise Issuance of Equity or
Equity-Linked Securities with Pre-
emptive Rights up to Aggregate Nominal
Amount of GBP 24,842,000
11 Authorise Issuance of Equity or
Equity-Linked Securities without Pre-
emptive Rights up to Aggregate Nominal
Amount of GBP 3,726,000
12 Authorise 70,800,000 Ordinary
Shares for Market Purchase M VIF VIF of management
0593xq.L 4942818 SAMSUNG ELECTRONICS 27-Feb-04 1 Approve Financial Statements and
Appropriation of Income, with
Total Dividend of KRW 5500 Per Share
2.1 Elect Two Outside Directors
2.2 Appoint One Member of Audit Committee
2.3 Elect One Executive Director
3 Approve Limit on Remuneration of
Directors M VIF VIF of management
SASY.PA 5671735 SANOFI-SYNTHELABO 23-Jun-04 1 Approve Financial Statements and
Statutory Reports
2 Accept Consolidated Financial
Statements and Statutory Reports
3 Approve Allocation of Income and
Dividends of EUR 1.53 per Share
4 Approve Special Auditors' Report
Regarding Related-Party Transactions
5 Authorize Repurchase of up to 10
Percent of Issued Share Capital
6 Authorize Issuance of Bonds/
Debentures in the Aggregate Value
of EUR 7 Billion
7 Authorize Issuance of Equity or
Equity-Linked Securities with
Preemptive Rights up to Aggregate
Nominal Amount of EUR 750 Million;
Set Global Limit for Capital Increase
to Result from Issuance Requests in
Items 7-10 at EUR 1.25 Billion
8 Authorize Issuance of Equity or
Equity-Linked Securities without
Preemptive Rights up to Aggregate
Nominal Amount of EUR 750 Million
9 Allow Board to Issue Shares in
the Event of a Public Tender Offer
or Share Exchange Offer
10 Authorize Capitalization of
Reserves of up to EUR 500 Million
for Bonus Issue or Increase in Par
Value
11 Approve Capital Increase Reserved
for Employees Participating in Savings-
Related Share Purchase Plan
12 Approve Stock Option Plan Grants
13 Approve Reduction in Share Capital
via Cancellation of Repurchased Shares
14 Authorize Capital Increase of up
to EUR 1.429 Billion for Aventis
Exchange Offer
15 Change Company Name to
Sanofi-Aventis
16 Amend Articles of Association to
Reduce Term of Board Members from Five
to Four Years
17 Amend Articles to Reflect 2003 Legal
Changes Re: Powers of the Chairman
18 Reelect Jean-Francois Dehecq as
Director (Representing Sanofi-
Synthelabo)
19 Reelect Rene Barbier de la
Serre as Director (Representing
Sanofi-Synthelabo)
20 Reelect Robert Castaigne as
Director (Representing Sanofi-
Synthelabo)
21 Reelect Thierry Desmarest as
Director (Representing Sanofi-
Synthelabo)
22 Reelect Lindsay Owen-Jones
as Director (Representing Sanofi-
Synthelabo)
23 Reelect Bruno Weymuller as Director
(Representing Sanofi-Synthelabo)
24 Confirm Appointment of Lord Douro as
Director (Representing Sanofi-Synthelabo)
25 Confirm Appointment of Gerard Van
Kemmel as Director (Representing Sanofi-
Synthelabo)
26 Elect Christian Mulliez as Director
(Representing Sanofi-Synthelabo)
27 Elect Jean-Marc Bruel as Director
(Representing Aventis)
28 Elect Jurgen Dormann as Director
(Representing Aventis)
29 Elect Jean-Rene Fourtou as Director
(Representing Aventis)
30 Elect Serge Kampf as Director
(Representing Aventis)
31 Elect Igor Landau as Director
(Representing Aventis)
32 Elect Hubert Markl as Director
(Representing Aventis)
33 Elect Klaus Pohle as Director
(Representing Aventis)
34 Elect Hermann Scholl as Director
(Representing Aventis)
35 Confirm End of Term of Permanent
Representative of Elf Aquitaine, L'Oreal,
Pierre Castres Saint-Martin, Pierre-Gilles
de Gennes, and Herve Guerin asDirectors
36 Approve Remuneration of Directors in the
Aggregate Amount of up to EUR 1 Million
37 Authorize Filing of Required Documents
/Other Formalities M Take no action N/A
SASY.PA 5671735 SANOFI-SYNTHELABO 24-May-04 Cancelled and rescheduled for 23/6/2004
(see above) N/A Take no action N/A
SAPG.F 4846288 SAP AG 6-May-04 1 Receive Financial Statements and
Statutory Reports
2 Approve Allocation of Income and
Dividends of EUR 0.80 per Share
3 Approve Discharge of Management Board
4 Approve Discharge of Supervisory Board
5 Ratify KPMG Deutsche Treuhand-
Gesellschaft AG as Auditors
6 Amend Articles to Reflect
Changes in Capital
7 Authorize Share Repurchase Program
and Reissuance of Repurchased Shares
8 Authorize Use of Financial
Derivatives Method when Repurchasing M VIF VIF of management
SHEL.L 0803414 SHELL TRANSPORT
& TRDG CO PLC 28-Jun-04 1 Accept Financial Statements and
Statutory Reports
2 Approve Remuneration Report
3 Elect Malcolm Brinded as Director
4 Re-elect Eileen Buttle as Director
5 Re-elect Luis Giusti as Director
6 Re-elect Nina Henderson as Director
7 Re-elect Lord Oxburgh as Director
8 Re-appoint PricewaterhouseCoopers
LLP as Auditors of the Company
9 Authorise Board to Fix Remuneration
of the Auditors
10 Authorise 483 Million Ordinary
Shares for Market Purchase M VIF 1,3-5 & 7-10
VA 2 & 6
VIF of management 1,3-5&
7-10
VA management 2 & 6
004170.KS6805049 SHINSEGAE CO LTD 5-Mar-04 1 Approve Appropriation of Income and
Dividends of KRW 1000 Per Share
2 Elect Director
3 Elect Member of Audit Committee
4 Approve Limit on Remuneration of
Directors M VIF VIF of management
SCCf.BK 6609906 SIAM CEMENT CO 24-Mar-04 1 Approve Minutes of Previous AGM
2 Accept Financial Statements and
Statutory Reports
3 Approve Allocation of Income and
Final Dividend of Baht 3.5 per Share
4 Elect Directors
5 Approve Auditors and Authorize Board
to Fix Their Remuneration
6 Amend Articles of Association
7 Approve Remuneration of Directors
8 Other Business M VIF 1-7
VA 8
VIF of management 1-7
VA management 8
SPRM.SI 6133966 SINGAPORE
PRESS HOLDINGS 7-May-04 1 Approve the Subdivision of Shares,
the Reduction of Capital, and the Cash
Distribution to Shareholders M VIF VIF of management
SEBa.ST 4813345 SKANDINAVISKA
ENSKILDA BANKEN 1-Apr-04 2 Elect Chairman of Meeting
3 Prepare and Approve List of
Shareholders
4 Approve Agenda of Meeting
5 Designate Inspector or Shareholder
Representative(s) of Minutes of Meeting
6 Acknowledge Proper Convening of
Meeting
7 Receive Financial Statements and
Statutory Reports
8 Receive Board Report
9 Receive President's Report
10 Receive Information about
Remuneration and Stock Option Plan
for Key Personnel
11 Accept Financial Statements and
Statutory Reports
12 Approve Allocation of Income and
Dividends of SEK 4 Per Share
13 Approve Discharge of Board and
President
14 Determine Number of Members (10)
and Deputy Members (0) of Board
15 Determine Number of Auditors (1)
and Deputy Auditors (0)
16 Approve Remuneration of Directors
in the Aggregate Amount of SEK 5.5 Million;
Approve Remuneration of Auditors
17 Reelect Jacob Wallenberg, Penny Hughes,
Urban Jansson, Tuve Johannesson, Hans-Joachim
Koerber, Carl Wilhelm Ros, Lars Thunell,
Marcus Wallenberg, and Goesta Wiking as
Directors; Elect Jesper Ovesen as New Director
18 Ratify PricewaterhouseCoopers as Auditors
19.1 Authorize Chairman of Board to
Appoint Members of Nominating Committee
19.2 Shareholder Proposal: Authorize General
Meeting to Elect Members of Nominating Committee
20 Approve Stock Option Plan for Key Employees
21.1 Authorize Repurchase of up to 3 Percent
of Issued Share Capital for Equity Trading Purposes
21.2 Authorize Repurchase of up to 6.2
Million Issued Shares and Authorize Reissuance
of Up to 19.4 Million Repurchased Shares in
Connection with Stock Option Plan
21.3 Approve Use of 6.2 Million Repurchased
Shares for Stock Option Plan
21.4 Authorize Repurchase of up to 3 Percent of
Issued Share Capital to Improve Capital Structure
22 Ratify Auditors for Foundations
Administered by Bank M (except 19.2)
VA 19.1 & 19.2
VIF 2-18, 20-22
VA of management
19.1
VIF of management
2-18 & 19.2-22
SRG.MI 7251470 SNAM RETE GAS 27-Apr-04 1 Amend Articles to Reflect New Italian
Company Law Regulations
1 Accept Financial Statements,
Consolidated Accounts, and Statutory
Reports
2 Approve Allocation of Income and
Distribution of Dividends
3 Fix Number of Directors on the Board;
Elect Directors; Determine Directors'
Term and Remuneration
4 Elect Chairman of the Board of Directors
5 Appoint Internal Statutory Auditors;
Approve Remuneration of Auditors
6 Elect External Auditors for the Three-
Year term 2004-2006 and Fix Remuneration
of Auditors
7 Amend Rules Governing General Meetings M Take no action N/A
SOGN.PA 5966516 SOCIETE GENERALE 29-Apr-04 1 Approve Financial Statements and
Statutory Reports
2 Approve Allocation of Income and
Dividends of EUR 3.75 per Share
3 Accept Consolidated Financial Statements
and Statutory Reports
4 Approve Special Auditors' Report Regarding
Related-Party Transactions
5 Ratify Appointment of Jean Azema as Director
6 Reelect Philippe Citerne as Director
7 Reelect Antoine Jeancourt Galignani as Director
8 Reelect Euan Baird as Director
9 Reelect Michel Cicurel as Director
10 Authorize Repurchase of up to 10 Percent
of Issued Share Capital
11 Amend Articles of Association to Reflect
2003 Legal Changes Re: Internal Control
Measures and Role of Chairman
12 Authorize Issuance of Equity or Equity-
Linked Securities with Preemptive Rights up
to Aggregate Nominal Amount of EUR 900 Million
13 Authorize Issuance of Equity or Equity-
Linked Securities without Preemptive Rights
up to Aggregate Nominal Amount of EUR 300 Million
14 Allow Board to Issue Shares in the Event
of a Public Tender Offer or Share Exchange
Offer, Subject to Certain Conditions
15 Approve Capital Increase Reserved for
Employees Participating in Savings-Related
Share Purchase Plan
16 Approve Stock Option Plan Grants
17 Approve Reduction in Share Capital via
Cancellation of Repurchased Shares
18 Authorize Filing of Required Documents/
Other Formalities M Take no action N/A
8316.T 6563024 SUMITOMO MITSUI
FINL GROUP INC 29-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends on
Ordinary Shares: Interim JY0, Final
JY3000, Special JY0
2 Amend Articles to: Decrease Authorized
Preferred Share Capital to Reflect
Conversion of Preferred to Ordinary
Shares - Authorize Share Repurchases at
Board's Discretion
3 Elect Director
4 Appoint Internal Statutory Auditor
5 Approve Retirement Bonuses for
Director and Statutory Auditor M VIF 1,3,4
VA 2 & 5
VIF of management 1,3,4
VA management 2 & 5
9501.T 6895404 TOKYO ELECTRIC
POWER CO INC 25-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends:
Interim JY30, Final JY30,Special JY0
2 Amend Articles to: Expand Business
Lines - Reduce Maximum Board Size -
Authorize Share Repurchases at Board's
Discretion
3.1 Appoint Internal Statutory Auditor
3.2 Appoint Internal Statutory Auditor
3.3 Appoint Internal Statutory Auditor
3.4 Appoint Internal Statutory Auditor
3.5 Appoint Internal Statutory Auditor
3.6 Appoint Internal Statutory Auditor
3.7 Appoint Internal Statutory Auditor
4 Approve Retirement Bonuses for
Directors and Statutory Auditors
5 Approve Alternate Allocation of Income
6 Amend Articles of Incorporation to
Create Investment Business Risk
Assessment Committee
7 Amend Articles to Create Obligation
to Meet Legal Targets for Power Volume
Generated by Natural Energy
8 Amend Articles to Prohibit Diversion
of Radioactive Substances for Military
Purposes
9 Amend Articles to Require Phase
Out of Nuclear Facilities
1 M
2 M
3.1 M
3.2 M
3.3 M
3.4 M
3.5 M
3.6 M
3.7 M
4 M
5 S
6 S
7 S
8 S
9 S VIF 1,3.1,3.2,3.4-3.7,7
VA 2,3.3,4,5,6,8,9
VIF of management 1,3.1,3.2
,3.4-3.7,5,6,8,9
VA management 2,3.3,4,7
5938.T 6900212 TOSTEM INAX
HOLDING CORP 25-Jun-04 1 Accept Financial Statements and
Statutory Reports
2 Approve Allocation of Income and
Dividends of CHF 2.60 per Share
3 Approve Discharge of Board and
Senior Management
4.1 Reelect Peter Davis as Director
4.2.1 Elect Stephan Haeringer as Director
4.2.2 Elect Helmut Panke as Director
4.2.3 Elect Peter Spuhler as Director
4.3 Ratify Ernst & Young as Auditors
5.1 Approve CHF 47.6 Million Reduction
in Share Capital via Cancellation of
Shares
5.2 Authorize Repurchase of Issued
Share Capital
5.3 Appoint internal statutory auditor
6 Approve retirement bonuses for
director and statutory auditor M VIF 1,3,4.1-4.10,5.1-
5.3 & 6
VA 2
VIF of management 1,3,4.1-
4.10,5.1-5.3 & 6
VA management 2
TOTF.PA 4905413 TOTAL SA 28-Apr-04 1 Approve Financial Statements and
Statutory Reports
2 Accept Consolidated Financial
Statements and Statutory Reports
3 Approve Allocation of Income and
Net Dividends of EUR 4.70 per Share
4 Approve Special Auditors' Report
Regarding Related-Party Transactions
5 Authorize Repurchase of Up to Ten
Percent of Issued Share Capital and
Reissuance of Repurchased Shares
6 Authorize Issuance of Bonds/Debentures
7 Reelect Thierry Desmarest as Director
8 Reelect Thierry de Rudder as Director
9 Reelect Serge Tchuruk as Director
10 Elect Daniel Boeuf as Representative
of Employee Shareholders to the Board
11 Elect Philippe Marchandise as
Representative of Employee Shareholders
to the Board
12 Elect Cyril Mouche as Representative
of Employee Shareholders to the Board
13 Elect Alan Cramer as Representative
of Employee Shareholders to the Board
14 Ratify Ernst & Young Audit as Auditors
15 Ratify KPMG Audit as Auditors
16 Ratify Pierre Jouanne as Alternate
Auditor
17 Ratify Jean-Luc Decornoy as Alternate
Auditor
18 Approve Remuneration of Directors
in the Aggregate Amount of EUR 900,000
Special Business 19 Approve Stock Option
Plan Grants
20 Authorize Issuance of Equity or
Equity-Linked Securities with Preemptive
Rights up to Aggregate Nominal Amount of
EUR 4 Billion
21 Authorize Issuance of Equity or
Equity-Linked Securities without Preemptive
Rights up to Aggregate Nominal Amount
of EUR 2 Billion
22 Approve Capital Increase Reserved for
Employees Participating in Savings-Related
Share Purchase Plan M Take no action N/A
UBSN.VX 7126114 UBS AG 15-Apr-04 Accept Financial Statements and
Statutory Reports
2 Approve Allocation of Income and
Dividends of CHF 2.60 per Share
3 Approve Discharge of Board and Senior
Management
4.1 Reelect Peter Davis as Director
4.2.1 Elect Stephan Haeringer as Director
4.2.2 Elect Helmut Panke as Director
4.2.3 Elect Peter Spuhler as Director
4.3 Ratify Ernst & Young as Auditors
5.1 Approve CHF 47.6 Million Reduction
in Share Capital via Cancellation
of Shares
5.2 Authorize Repurchase of Issued
Share Capital M Take no action N/A
ULVR.L 0574873 UNILEVER PLC 12-May-04 Resolutions
1 Accept Financial Statements and
Statutory Reports
2 Approve Remuneration Report
3 Approve Final Dividend of 11.92
Pence Per Ordinary Share
4 Re-elect Niall Fitzgerald as
Director
5 Re-elect Antony Burgmans as
Director
6 Re-elect Clive Butler as Director
7 Re-elect Patrick Cescau as
Director
8 Re-elect Keki Dadiseth as Director
9 Re-elect Andre baron van Heemstra
as Director
10 Re-elect Rudy Markham as Director
11 Elect Kees van der Graaf as
Director
2 Re-elect Lord Brittan of Spennithorne
as Director
13 Re-elect Baroness Chalker of Wallasey
as Director
14 Re-elect Bertrand Collomb as Director
15 Re-elect Wim Dik as Director
16 Re-elect Oscar Fanjul as Director
17 Re-elect Claudio Gonzalez as
Director
18 Re-elect Hilmar Kopper as Director
19 Re-elect The Lord Simon of
Highbury as Director
20 Re-elect Jeroen van der Veer
as Director
21 Re-appoint PricewaterhouseCoopers
LLP as Auditors of the Company
22 Authorise Board to Fix Remuneration
of the Auditors
23 Authorise Issuance of Equity or
Equity-Linked Securities with Pre-emptive
Rights up to Aggregate Nominal Amount of
GBP 13,450,000
24 Authorise Issuance of Equity or Equity-
Linked Securities without Pre-emptive Rights
up to Aggregate Nominal Amount of GBP
2 Million
25 Authorise 290 Million Ordinary Shares
for Market Purchase
26 Amend Articles of Association Re:
New Corporate Governance Arrangements
27 Amend Articles of Association Re:
Treasury Shares M VIF VIF of management
SGEF.PA 4818083 VINCI SA 23-Apr-04 1 Accept Consolidated Financial
Statements and Statutory Reports
2 Approve Financial Statements and
Statutory Reports
3 Approve Allocation of Income and
Dividends of EUR 3.54 per Share
4 Approve Special Auditors' Report
Regarding Related-Party Transactions
5 Approve Discharge of Directors
6 Ratify Cooptation of Quentin Davies
as Director
7 Approve Remuneration of Directors
in the Aggregate Amount of EUR 800,000
8 Authorize Repurchase of up to 10
Percent of Issued Share Capital 9
Approve Reduction in Share Capital
via Cancellation of Repurchased Shares
10 Authorize Issuance of Equity or
Equity-Linked Securities with
Preemptive Rights up to Aggregate
Nominal Amount of EUR 600 Million
11 Authorize Issuance of Equity or
Equity-Linked Securities without
Preemptive Rights up to Aggregate
Nominal Amount of EUR 600 Million
12 Approve Capital Increase Reserved
for Employees of International
Subsidiaries Participating in Share
Purchase Plan
13 Approve Capital Increase Reserved
for Employees Participating in
Savings-Related Share Purchase Plan
14 Authorize Filing of Required Documents
/Other Formalities M Take no action N/A
9021.T 6957995 WEST JAPAN
RAILWAY CO 23-Jun-04 1 Approve Allocation of Income,
Including the Following Dividends:
Interim JY2500, Final JY2500,
Special JY1500
2 Amend Articles to: Authorize Share
Repurchases at Board's Discretion
3.1 Elect Director
3.2 Elect Director
3.3 Elect Director
3.4 Elect Director
3.5 Elect Director
3.6 Elect Director
3.7 Elect Director
3.8 Elect Director
3.9 Elect Director
4 Appoint Internal Statutory Auditor M VIF VIF of management
WMR.AX 6571469 WMC RESOURCES LTD 6-Apr-04 1 RE-ELECTION OF MR P J KNIGHT
2 RE-ELECTION OF MR I E WEBBER
3 ELECTION OF MR G W MCGREGOR
4 ELECTION OF MR G J PIZZEY M VIF VIF of management
DEHr.AT 7268298 PUBLIC POWER
CORPORATION 22-Dec-03 (second call failed to meet qurom
requirements at 10/12/2003) N/A Take No Action N/A
9434.T 6475497 JAPAN TELECOM
HOLDINGS CO LTD 9-Dec-03 1 Amend Articles to: Change Location
of Head Office - Change Company Name
to Vodafone Holdings K.K.
2 Approve Reduction in Capital Reserves
3 Elect Director M VIF VIF of management
DEHr.AT 7268298 PUBLIC POWER
CORPORATION 10-Dec-03 1 Elect 2 Directors to Represent
Minority Shareholders M Take No Action N/A
CBA.AX 6215035 COMMONWEALTH BANK
OF AUSTRALIA 31-Oct-03 1 Accept Financial Statements and
Statutory Reports for the Year
Ended June 30, 2003
2a Elect A B Daniels as Director
2b Elect W G Kent as Director
2c Elect F D Ryan as Director
2d Elect F J Swan as Director
2e Elect S C Kay as Director
3 Approve Resolution by 104
Shareholders
1 M
2a M
2b M
2c M
2d M
2e M
3 S VIF 1 & 2
VA 3
VIF of management
MBBM.KL 6556325 MALAYAN BANKING
BERHAD 11-Oct-03 1 Accept Financial Statements
and Statutory Reports for the
Financial Year Ended June 30, 2003
2 Approve Final Dividend of
MYR0.17 Per Share Less 28 Percent
Income Tax for the Financial Year
Ended June 30, 2003
3 Elect Amirsham A Aziz as Director
4 Elect Mohammad bin Abdullah as
Director
5 Elect Richard Ho Ung Hun as
Director
6 Elect Muhammad Alias bin Raja Muhd.
Ali as Director
7 Approve Remuneration of Directors
in the Amount of MYR757,000 in Respect
of the Financial Year Ended
June 30, 2003
8 Approve Ernst & Young as Auditors
and Authorize Board to Fix Their
Remuneration
9 Approve Issuance of Equity or Equity
-Linked Securities without Preemptive
Rights in Any Amount Up to Ten Percent
of Issued Share Capital M VIF VIF of management
0016.HK 6859927 SUN HUNG KAI PROPS 18-Nov-03 1 Accept Financial Statements and
Statutory Reports
2 Approve Final Dividend
3 Reelect Directors and Fix Their
Remuneration
4 Reappoint Auditors and Authorize
Board to Fix Their Remuneration
5 Approve Repurchase of Up to 10
Percent of Issued Capital
6 Approve Issuance of Equity or Equity-
Linked Securities without Preemptive
Rights
7 Authorize Reissuance of Repurchased
Shares
8 Other Business (Voting) M VIF VIF of management
FTE.PA 5176177 FRANCE TELECOM SA 6-Oct-03 1 Amend Terms of Share Repurchase Plan
Submitted to Shareholder Vote at May
27, 2003, AGM/EGM
2 Authorize Board to Issue Up to 100
Million Shares to Participants of
Orange's Stock Option Plan, Share
Purchase Plan, Orange Senior
Discretionary Share Plan and Restricted
Share Plan, As Well As Signatories of
France Telecom Liquidity Agreement
3 Approve Capital Increase Reserved
for Employees Participating in Savings-
Related Share Purchase Plan
4 Authorize Filing of Required
Documents/Other Formalities M Take No Action N/A
ABE.MC 4065663 ABERTIS
INFRAESTRUCTURAS SA 15-Sep-03 1 Accept Financial Statements and
Statutory Reports for Fiscal Year
Ended 5-31-03
2 Authorize Capitalization of Reserves
and Subsequent Amendment to Article 5;
Approve Listing in Stock Exchange
3 Authorize Board to Ratify and
Execute Approved Resolutions M VIF VIF of management
DXNS.L 0047245 DIXONS GROUP PLC 10-Sep-03 1 Accept Financial Statements and
Statutory Reports
2 Approve Final Dividend of 5.145
Pence Per Share
3 Elect David Longbottom as Director
4 Elect Andrew Lynch as Director
5 Elect John Whybrow as Director
6 Elect Rita Clifton as Director
7 Reelect John Clare as Director
8 Approve Deloitte and Touche LLP as
Auditors and Authorize Board to Fix
Their Remuneration
9 Approve Remuneration Report
10 Authorize EU Political Donations
up to GBP 50,000
11 Authorize Issuance of Equity or
Equity-Linked Securities with Preemptive
Rights up to Aggregate Nominal Amount of
GBP 16,224,672
12 Authorize Issuance of Equity or
Equity-Linked Securities without
Preemptive Rights up to Aggregate
Nominal Amount of GBP 2,433,701
13 Authorize 194 Million Ordinary
Shares for Share Repurchase Program M VIF VIF of management
SPOS.SI 6609478 SINGAPORE POST LTD 26-Aug-03 1 Adopt Financial Statements and
Directors' and Auditors' Reports
2 Declare Final Dividend of SGD
0.054 Per Share
3 Reelect Lee Hsien Yang as Director
4 Reelect Keith Tay Ah Kee as Director
5 Reelect Janet Ang Guat Har as Director
6 Reelect Tommie Goh Thiam Poh as
Director
7 Reelect Lim Hwee Hua as Director
8 Reelect William Tan Soo Hock as
Director
9 Reelect Kenneth Michael Tan Wee Kheng
as Director
10 Approve Directors' Fees of SGD 180,000
for the Year Ended Mar. 31, 2003
11 Appoint Auditors and Authorize
Board to Fix Their Remuneration
12 Approve Issuance of Shares without
Preemptive Rights
13 Approve Issuance of Shares and
Grant of Options Pursuant to the Share
Option Scheme M VIF 1-12
VA 13
VIF of management 1-12
VA management 13
GUS.L 0384704 GUS PLC 23-Jul-03 1 Accept Financial Statements and
Statutory Reports
2 Approve Remuneration Report
3 Approve Final Dividend of 16.4 Pence
Per Share
4 Elect Craig Smith as Director
5 Reelect Philip Harris as Director
6 Reelect Louise Patten as Director
7 Reelect John Peace as Director
8 Reelect Oliver Stocken as Director
9 Approve PricewaterhouseCoopers LLP
as Auditors and Authorize Board to
Fix Their Remuneration
10 Authorize 100,000,000 Shares for
Share Repurchase Program
11 Authorize Issuance of Equity or
Equity-Linked Securities with Preemptive
Rights up to Aggregate Nominal Amount of
GBP 60,684,309
12 Authorize Issuance of Equity or
Equity-Linked Securities without
Preemptive Rights up to Aggregate
Nominal Amount of GBP 12,590,785
13 Approve Increase in Remuneration
of Non-executive Directors to
GBP 500,000
14 Authorize Homebase Ltd. to Make
EU Political Donations up to
GBP 25,000 M VIF 1,3,4,5,6,7,8,9,10,11,
12,13,14
VA 2
VIF management 1,3,4,5,6,7,
8,9,10,11,12,13,14
VA management 2
OOM.L 3087271 MMO2 PLC 30-Jul-03 1.To receive and adopt the report and
accounts
2.To approve the Remuneration Report
3.To elect D Chance (Non-Executive, A)
4.To elect D Arculus (Non-Executive, A)
5.To elect R Groger (Executive)
6.To elect D McGlade (Executive)
7.To elect K Thexton (Executive)
8.To re-elect P Erskine (Chief
Executive)
9.To re-elect N Kroes (Non-Executive,
A, R)
10.To re-elect P Myners (Non-Executive,
R)
11.To approve the re-appointment of
PricewaterhouseCoopers LLP as auditors
12.To authorise the Directors to fix
the remuneration of the auditors
13.To approve an authority to allot
shares under S80 CA85
***** Special Resolutions *****
14.To approve an authority to disapply
preemption rights under S95 CA85
15.To approve an authority to purchase
the company's own shares
under S166 CA85 M VIF VIF of management
VOD.L 0719210 VODAFONE GROUP PLC 30-Jul-03 1 Accept Financial Statements and
Statutory Reports
2 Approve Remuneration Report
3 Reelect Ian MacLaurin as Director
4 Reelect Kenneth Hydon as Director
5 Reelect Thomas Geitner as Director
6 Reelect Alec Broers as Director
7 Reelect Juergen Schrempp as Director
8 Elect John Buchanan as Director
9 Approve Final Dividend of 0.8983
Pence Per Share
10 Ratify Deloitte and Touche as
Auditors
11 Authorize Board to Fix Remuneration
of Auditors
12 Authorize EU Political Donations
up to GBP 100,000
13 Authorize Issuance of Equity or
Equity-Linked Securities with Preemptive
Rights up to Aggregate Nominal Amount of
USD 900,000,000
14 Authorize Issuance of Equity or
Equity-Linked Securities without Preemptive
Rights up to Aggregate Nominal Amount
of USD 340,000,000
15 Authorize 6,800,000,000 Shares
for Share Repurchase Program M VIF VIF of management
</table>
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) Dean Family of Funds
By /s/ Stephen M. Miller
------------------------------------------------------------------------------
Stephen M. Miller, President
Date 8/31/04
---------------------------------------------------------------------------