UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-09397
The Gabelli Utilities Fund
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant's telephone number, including area code: 1-800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2012 - June 30, 2013
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (Sections 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2012 TO JUNE 30, 2013
INVESTMENT COMPANY REPORT
VODAFONE GROUP PLC
SECURITY 92857W209 MEETING TYPE Annual
TICKER SYMBOL VOD MEETING DATE 24-Jul-2012
ISIN US92857W2098 AGENDA 933661123 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1 TO RECEIVE THE COMPANY'S ACCOUNTS Management For
AND REPORTS OF THE DIRECTORS AND
THE AUDITOR FOR THE YEAR ENDED 31 MARCH 2012
2 TO RE-ELECT GERARD KLEISTERLEE AS A Management For
DIRECTOR (MEMBER OF THE NOMINATIONS
AND GOVERNANCE COMMITTEE)
3 TO RE-ELECT VITTORIO COLAO AS A Management For
DIRECTOR
4 TO RE-ELECT ANDY HALFORD AS A Management For
DIRECTOR
5 TO RE-ELECT STEPHEN PUSEY AS A Management For
DIRECTOR
6 TO RE-ELECT RENEE JAMES AS A Management For
DIRECTOR
7 TO RE-ELECT ALAN JEBSON AS A DIRECTOR Management For
(MEMBER OF THE AUDIT AND RISK COMMITTEE)
8 TO RE-ELECT SAMUEL JONAH AS A Management For
DIRECTOR (MEMBER OF THE REMUNERATION COMMITTEE)
9 TO RE-ELECT NICK LAND AS A DIRECTOR Management For
(MEMBER OF THE AUDIT AND RISK COMMITTEE)
10 TO RE-ELECT ANNE LAUVERGEON AS A Management For
DIRECTOR (MEMBER OF THE AUDIT AND RISK COMMITTEE)
11 TO RE-ELECT LUC VANDEVELDE AS A Management For
DIRECTOR (MEMBER OF THE NOMINATIONS
AND GOVERNANCE COMMITTEE AND
MEMBER OF THE REMUNERATION COMMITTEE)
12 TO RE-ELECT ANTHONY WATSON AS A Management For
DIRECTOR (MEMBER OF THE NOMINATIONS
AND GOVERNANCE COMMITTEE AND
MEMBER OF THE REMUNERATION COMMITTEE)
13 TO RE-ELECT PHILIP YEA AS A DIRECTOR Management For
(MEMBER OF THE REMUNERATION COMMITTEE)
14 TO APPROVE A FINAL DIVIDEND OF 6.47 Management For
PENCE PER ORDINARY SHARE
15 TO APPROVE THE REMUNERATION REPORT Management For
OF THE BOARD FOR THE YEAR ENDED 31 MARCH 2012
16 TO RE-APPOINT DELOITTE LLP AS AUDITOR Management For
17 TO AUTHORISE THE AUDIT & RISK Management For
COMMITTEE TO DETERMINE THE
REMUNERATION OF THE AUDITOR
18 TO AUTHORISE THE DIRECTORS TO ALLOT Management For
SHARES
S19 TO AUTHORISE THE DIRECTORS TO DIS- Management Against
APPLY PRE-EMPTION RIGHTS
S20 TO AUTHORISE THE COMPANY TO Management For
PURCHASE ITS OWN SHARES (SECTION 701, COMPANIES ACT 2006)
21 TO AUTHORISE POLITICAL DONATIONS AND Management For
EXPENDITURE
S22 TO AUTHORISE THE CALLING OF A Management For
GENERAL MEETING OTHER THAN AN
ANNUAL GENERAL MEETING ON NOT LESS
THAN 14 CLEAR DAYS' NOTICE
ROWAN COMPANIES PLC
SECURITY G7665A101 MEETING TYPE Annual
TICKER SYMBOL RDC MEETING DATE 25-Jul-2012
ISIN GB00B6SLMV12 AGENDA 933659534 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO RE-ELECT THOMAS R. HIX AS A CLASS III Management For For
DIRECTOR FOR A TERM TO EXPIRE AT THE
ANNUAL GENERAL MEETING TO BE HELD IN 2015.
2. TO RE-ELECT SUZANNE P. NIMOCKS AS A Management For For
CLASS III DIRECTOR FOR A TERM TO EXPIRE
AT THE ANNUAL GENERAL MEETING TO BE HELD IN 2015.
3. TO RE-ELECT P. DEXTER PEACOCK AS A Management For For
CLASS III DIRECTOR FOR A TERM TO EXPIRE
AT THE ANNUAL GENERAL MEETING TO BE HELD IN 2015.
4. AN ORDINARY RESOLUTION TO RATIFY THE Management For For
AUDIT COMMITTEE'S APPOINTMENT OF
DELOITTE & TOUCHE LLP AS OUR U.S.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.
5. AN ORDINARY RESOLUTION TO RATIFY THE Management For For
APPOINTMENT OF DELOITTE & TOUCHE UK
LLP AS OUR U.K. STATUTORY AUDITORS
UNDER THE COMPANIES ACT 2006(TO HOLD
OFFICE UNTIL THE CONCLUSION OF THE
NEXT ANNUAL GENERAL MEETING AT
WHICH ACCOUNTS ARE LAID BEFORE THE COMPANY).
6. AN ORDINARY RESOLUTION TO RATIFY Management For For
THAT THE AUDIT COMMITTEE IS
AUTHORIZED TO DETERMINE OUR U.K.
STATUTORY AUDITORS' REMUNERATION.
7. A NON-BINDING ADVISORY VOTE TO Management Abstain Against
APPROVE THE COMPENSATION OF OUR
NAMED EXECUTIVE OFFICERS.
SINGAPORE TELECOMMUNICATIONS LTD, SINGAPORE
SECURITY Y79985209 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 27-Jul-2012
ISIN SG1T75931496 AGENDA 703950344 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1 The Proposed Renewal of the Share Purchase Management For For
Mandate
2 The Proposed Adoption of the SingTel Management For For
Performance Share Plan 2012
3 The Proposed Approval for Participation by the Management For For
Relevant Person in the SingTel Performance
Share Plan 2012 for the purposes of the Listing
Rules of ASX Limited
SINGAPORE TELECOMMUNICATIONS LTD, SINGAPORE
SECURITY Y79985209 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 27-Jul-2012
ISIN SG1T75931496 AGENDA 703951562 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1 To receive and adopt the Financial Statements Management For For
for the financial year ended 31 March 2012, the
Directors' Report and the Auditors' Report thereon
2 To declare a final dividend of 9.0 cents per share Management For For
in respect of the financial year ended 31 March 2012
3 To re-elect the following Director who retires by Management For For
rotation in accordance with Article 97 of the
Company's Articles of Association and who,
being eligible, offers herself for re-election:
Ms Chua Sock Koong
4 To re-elect the following Director who retires by Management For For
rotation in accordance with Article 97 of the
Company's Articles of Association and who,
being eligible, offers herself for re-election:
Mrs Fang Ai Lian
5 To re-elect the following Director who retires by Management For For
rotation in accordance with Article 97 of the
Company's Articles of Association and who,
being eligible, offers himself for re-election:
Mr Kaikhushru Shiavax Nargolwala
6 To re-elect the following Director who retires by Management For For
rotation in accordance with Article 97 of the
Company's Articles of Association and who,
being eligible, offers himself for re-election:
Mr Ong Peng Tsin
7 To re-elect Mr Bobby Chin Yoke Choong who Management For For
ceases to hold office in accordance with Article
103 of the Company's Articles of Association and
who, being eligible, offers himself for re-election
8 To approve payment of Directors' fees by the Management For For
Company of up to SGD 2,710,000 for the
financial year ending 31 March 2013 (2012: up to
SGD 2,650,000; increase: SGD 60,000)
9 To re-appoint Auditors and to authorise the Management For For
Directors to fix their remuneration
10 That authority be and is hereby given to the Management For For
Directors to: (i) (1) issue shares in the capital of
the Company ("shares") whether by way of rights,
bonus or otherwise; and/or (2) make or grant
offers, agreements or options (collectively,
"Instruments") that might or would require shares
to be issued, including but not limited to the
creation and issue of (as well as adjustments to)
warrants, debentures or other instruments
convertible into shares, at any time and upon
such terms and conditions and for such purposes
and to such persons as the Directors may in their
absolute discretion deem fit; and (ii)
(notwithstanding the authority conferred by this
Resolution may have ceased to be in force) issue CONTD
CONT CONTD shares in pursuance of any Instrument Non-Voting
made or granted by the Directors while this
Resolution was in force, provided that: (I) the
aggregate number of shares to be issued
pursuant to this Resolution (including shares to
be-issued in pursuance of Instruments made or
granted pursuant to this Resolution) does not
exceed 50 per cent of the total number of issued
shares (excluding treasury shares) in the capital
of the Company (as calculated in accordance
with sub-paragraph (II) below), of which the
aggregate number of shares to be issued other
than on a pro rata basis to shareholders of the-
Company (including shares to be issued in
pursuance of Instruments made orgranted
pursuant to this Resolution) does not exceed 5
per cent of the total number of issued shares
(excluding treasury shares) in the capital of the Company CONTD
CONT CONTD (as calculated in accordance with sub- Non-Voting
paragraph (II) below); (II)-(subject to such
manner of calculation as may be prescribed by
the Singapore-Exchange Securities Trading
Limited ("SGX-ST")) for the purpose of-
determining the aggregate number of shares that
may be issued under-sub-paragraph (I) above,
the percentage of issued shares shall be based
on-the total number of issued shares (excluding
treasury shares) in the capital-of the Company at
the time this Resolution is passed, after adjusting
for:-(a) new shares arising from the conversion or
exercise of any convertible-securities or share
options or vesting of share awards which are
outstanding-or subsisting at the time this
Resolution is passed; and (b) any subsequent-
bonus issue or consolidation or sub-division of
shares; (III) in exercising-the authority CONTD
CONT CONTD conferred by this Resolution, the Non-Voting
Company shall comply with the-provisions of the
Listing Manual of the SGX-ST and the rules of
any other-stock exchange on which the shares of
the Company may for the time being be-listed or
quoted ("Other Exchange") for the time being in
force (unless such-compliance has been waived
by the SGX-ST or, as the case may be, the
Other-Exchange) and the Articles of Association
for the time being of the Company;-and (IV)
(unless revoked or varied by the Company in
general meeting) the-authority conferred by this
Resolution shall continue in force until the-
conclusion of the next Annual General Meeting of
the Company or the date by-which the next
Annual General Meeting of the Company is
required by law to be-held, whichever is the earlier
11 That approval be and is hereby given to the Management For For
Directors to grant awards in accordance with the
provisions of the SingTel Performance Share
Plan ("Share Plan") and to allot and issue from
time to time such number of shares in the capital
of the Company as may be required to be issued
pursuant to the vesting of awards under the
Share Plan, provided that: (i) the aggregate
number of new shares to be issued pursuant to
the exercise of options granted under the
Singapore Telecom Share Option Scheme 1999
("1999 Scheme") and the vesting of awards
granted or to be granted under the Share Plan
shall not exceed 5 per cent of the total number of
issued shares (excluding treasury shares) in the
capital of the Company from time to time; and (ii)
the aggregate number of new shares under
awards to be granted pursuant to the Share Plan CONTD
CONT CONTD during the period commencing from the Non-Voting
date of this Annual General-Meeting of the
Company and ending on the date of the next
Annual General-Meeting of the Company or the
date by which the next Annual General Meeting-
of the Company is required by law to be held,
whichever is the earlier, shall-not exceed 0.5 per
cent of the total number of issued shares
(excluding-treasury shares) in the capital of the
Company from time to time
SNAM S.P.A., SAN DONATO MILANESE
SECURITY T8578L107 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 30-Jul-2012
ISIN IT0003153415 AGENDA 703949911 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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CMMT PLEASE NOTE THAT THE ITALIAN Non-Voting
LANGUAGE AGENDA IS AVAILABLE BY
CLICKING ON THE URL LINK:-
https://materials.proxyvote.com/Approved/99999
Z/19840101/NPS_134772.PDF
CMMT PLEASE NOTE IN THE EVENT THE MEETING Non-Voting
DOES NOT REACH QUORUM, THERE WILL
BE A SECOND CALL ON 31 JUL 2012 (AND A
THIRD CALL ON 01 AUG 2012).
CONSEQUENTLY,-YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS-AMENDED. THANK YOU.
1 Proposal to withdraw own shares with previous Management For For
cancellation of their par value. Amendments to
art. 5.1 of the company by-laws
NATIONAL GRID PLC
SECURITY 636274300 MEETING TYPE Annual
TICKER SYMBOL NGG MEETING DATE 30-Jul-2012
ISIN US6362743006 AGENDA 933661402 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1 TO RECEIVE THE ANNUAL REPORT AND Management For
ACCOUNTS
2 TO DECLARE A FINAL DIVIDEND Management For
3 TO ELECT SIR PETER GERSHON Management For
4 TO RE-ELECT STEVE HOLLIDAY Management For
5 TO RE-ELECT ANDREW BONFIELD Management For
6 TO RE-ELECT TOM KING Management For
7 TO RE-ELECT NICK WINSER Management For
8 TO RE-ELECT KEN HARVEY Management For
9 TO RE-ELECT LINDA ADAMANY Management For
10 TO RE-ELECT PHILIP AIKEN Management For
11 TO ELECT NORA BROWNELL Management For
12 TO ELECT PAUL GOLBY Management For
13 TO ELECT RUTH KELLY Management For
14 TO RE-ELECT MARIA RICHTER Management For
15 TO RE-ELECT GEORGE ROSE Management For
16 TO REAPPOINT THE AUDITORS Management For
PRICEWATERHOUSECOOPERS LLP
17 TO AUTHORISE THE DIRECTORS TO SET Management For
THE AUDITORS' REMUNERATION
18 TO APPROVE THE DIRECTORS' Management For
REMUNERATION REPORT
19 TO AUTHORISE THE DIRECTORS TO ALLOT Management For
ORDINARY SHARES
S20 TO DISAPPLY PRE-EMPTION RIGHTS Management Against
S21 TO AUTHORISE THE COMPANY TO Management For
PURCHASE ITS OWN ORDINARY SHARES
S22 TO AUTHORISE THE DIRECTORS TO HOLD Management For
GENERAL MEETINGS ON 14 CLEAR DAYS' NOTICE
S23 TO AMEND THE EXISTING ARTICLES OF Management For
ASSOCIATION
PROGRESS ENERGY, INC.
SECURITY 743263105 MEETING TYPE Annual
TICKER SYMBOL MEETING DATE 06-Aug-2012
ISIN US7432631056 AGENDA 933663987 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1A ELECTION OF DIRECTOR: JOHN D. BAKER II Management For For
1B ELECTION OF DIRECTOR: JAMES E. BOSTIC, JR. Management For For
1C ELECTION OF DIRECTOR: HARRIS E. Management For For
DELOACH, JR.
1D ELECTION OF DIRECTOR: JAMES B. HYLER, JR. Management For For
1E ELECTION OF DIRECTOR: WILLIAM D. Management For For
JOHNSON
1F ELECTION OF DIRECTOR: ROBERT W. Management For For
JONES
1G ELECTION OF DIRECTOR: W. STEVEN JONES Management For For
1H ELECTION OF DIRECTOR: MELQUIADES Management For For
MARTINEZ
1I ELECTION OF DIRECTOR: E. MARIE MCKEE Management For For
1J ELECTION OF DIRECTOR: JOHN H. MULLIN, III Management For For
1K ELECTION OF DIRECTOR: CHARLES W. Management For For
PRYOR, JR.
1L ELECTION OF DIRECTOR: CARLOS A. Management For For
SALADRIGAS
1M ELECTION OF DIRECTOR: THERESA M. Management For For
STONE
1N ELECTION OF DIRECTOR: ALFRED C. Management For For
TOLLISON, JR.
02 ADVISORY (NONBINDING) VOTE TO Management Abstain Against
APPROVE THE COMPANY'S EXECUTIVE COMPENSATION.
03 RATIFICATION OF THE SELECTION OF Management For For
DELOITTE & TOUCHE LLP AS PROGRESS
ENERGY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2012.
04 RE-APPROVE THE MATERIAL TERMS OF Management For For
PERFORMANCE GOALS UNDER THE
COMPNAY'S 2007 EQUITY INCENTIVE PLAN
AS REQUIRED BY SECTION 162(M) OF THE
INTERNAL REVENUE CODE.
ARIBA, INC.
SECURITY 04033V203 MEETING TYPE Special
TICKER SYMBOL ARBA MEETING DATE 29-Aug-2012
ISIN US04033V2034 AGENDA 933672380 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1. TO ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF MAY 22, 2012, BY
AND AMONG SAP AMERICA, INC., A
DELAWARE CORPORATION (SAP), ANGEL
EXPANSION CORPORATION, A DELAWARE
CORPORATION AND WHOLLY-OWNED
SUBSIDIARY OF SAP, AND ARIBA, AS SUCH
AGREEMENT MAY BE AMENDED FROM TIME TO TIME.
2. TO APPROVE, ON A NON-BINDING ADVISORY Management Abstain Against
BASIS, THE COMPENSATION TO BE PAID TO
ARIBA'S NAMED EXECUTIVE OFFICERS THAT
IS BASED ON OR OTHERWISE RELATES TO
THE MERGER, INCLUDING THE
AGREEMENTS AND UNDERSTANDINGS WITH
ARIBA PURSUANT TO WHICH SUCH
COMPENSATION MAY BE PAID OR BECOME PAYABLE.
3. TO APPROVE THE ADJOURNMENT OF THE Management For For
SPECIAL MEETING TO A LATER DATE, IF THE
CHAIRMAN OF THE SPECIAL MEETING
DETERMINES THAT IT IS NECESSARY OR
APPROPRIATE AND IS PERMITTED BY THE
MERGER AGREEMENT, TO SOLICIT
ADDITIONAL PROXIES IF THERE IS NOT A
QUORUM PRESENT OR THERE ARE NOT
SUFFICIENT VOTES IN FAVOR OF ADOPTION
OF THE MERGER AGREEMENT AT THE TIME OF THE MEETING.
NIKO RESOURCES LTD.
SECURITY 653905109 MEETING TYPE Annual
TICKER SYMBOL NKRSF MEETING DATE 06-Sep-2012
ISIN CA6539051095 AGENDA 933676845 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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01 TO FIX THE NUMBER OF DIRECTORS TO BE Management For For
ELECTED AT THE MEETING AT FIVE.
02 DIRECTOR Management
1 EDWARD S. SAMPSON For For
2 WILLIAM T. HORNADAY For For
3 C.J. (JIM) CUMMINGS For For
4 CONRAD P. KATHOL For For
5 WENDELL W. ROBINSON For For
03 TO APPOINT KPMG LLP, CHARTERED Management For For
ACCOUNTANTS, AS AUDITORS OF THE
CORPORATION FOR THE ENSUING YEAR AT
A REMUNERATION TO BE FIXED BY THE DIRECTORS.
PT INDOSAT TBK
SECURITY Y7127S120 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 17-Sep-2012
ISIN ID1000097405 AGENDA 704041033 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1 To approve changes to the composition of the Management For For
board of commissioners and/or the board of directors
TYCO INTERNATIONAL LTD.
SECURITY H89128104 MEETING TYPE Special
TICKER SYMBOL TYC MEETING DATE 17-Sep-2012
ISIN CH0100383485 AGENDA 933676580 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1. THE APPROVAL OF THE DISTRIBUTION OF Management For For
SHARES OF ADT COMMON STOCK TO BE
MADE IN THE FORM OF A SPECIAL DIVIDEND
IN KIND OUT OF QUALIFYING CONTRIBUTED SURPLUS.
2. THE APPROVAL OF THE DISTRIBUTION OF Management For For
TYCO FLOW CONTROL COMMON SHARES
TO BE MADE IN THE FORM OF A SPECIAL
DIVIDEND IN KIND OUT OF QUALIFYING CONTRIBUTED SURPLUS.
3. DIRECTOR Management
1 GEORGE R. OLIVER For For
2 FRANK M. DRENDEL For For
4. THE APPROVAL OF THE PAYMENT OF AN Management For For
ORDINARY CASH DIVIDEND OUT OF
QUALIFYING CONTRIBUTED SURPLUS IN
THE AGGREGATE AMOUNT OF UP TO $0.30 PER SHARE.
5. THE APPROVAL OF THE TYCO Management Against Against
INTERNATIONAL LTD. 2012 STOCK AND INCENTIVE PLAN.
BRIGHTPOINT, INC.
SECURITY 109473405 MEETING TYPE Special
TICKER SYMBOL CELL MEETING DATE 19-Sep-2012
ISIN US1094734050 AGENDA 933680527 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1. TO APPROVE THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED AS OF JUNE 29, 2012
(THE "MERGER AGREEMENT"), BY AND
AMONG THE COMPANY, INGRAM MICRO,
INC., A DELAWARE CORPORATION
("PARENT") AND MERGER SUB, INC., AND
INDIANA CORPORATION AND WHOLLY-
OWNED SUBSIDIARY OF PARENT ("MERGER
SUB"), ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
2. TO APPROVE, ON A NON-BINDING, Management Abstain Against
ADVISORY BASIS, THE COMPENSATION
THAT MAY BE PAID OR BECOME PAYABLE
TO THE COMPANY'S NAMED EXECUTIVE
OFFICERS THAT IS BASED ON OR
OTHERWISE RELATES TO THE MERGER.
3. TO APPROVE THE ADJOURNMENT OF THE Management For For
SPECIAL MEETING, IF NECESSARY OR
APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE THE MERGER AGREEMENT.
NEXEN INC.
SECURITY 65334H102 MEETING TYPE Special
TICKER SYMBOL NXY MEETING DATE 20-Sep-2012
ISIN CA65334H1029 AGENDA 933680921 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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01 A SPECIAL RESOLUTION, THE FULL TEXT OF Management For For
WHICH IS SET FORTH IN APPENDIX A TO
THE ACCOMPANYING INFORMATION
CIRCULAR AND PROXY STATEMENT OF THE
COMPANY DATED AUGUST 16, 2012 (THE
"INFORMATION CIRCULAR"), TO APPROVE A
PLAN OF ARRANGEMENT UNDER SECTION
192 OF THE CANADA BUSINESS
CORPORATIONS ACT, ALL AS MORE
PARTICULARLY DESCRIBED IN THE INFORMATION CIRCULAR.
TEXAS INDUSTRIES, INC.
SECURITY 882491103 MEETING TYPE Annual
TICKER SYMBOL TXI MEETING DATE 10-Oct-2012
ISIN US8824911031 AGENDA 933681202 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1A. ELECTION OF DIRECTOR: JOHN D. BAKER II Management For For
1B. ELECTION OF DIRECTOR: MEL G. BREKHUS Management For For
1C. ELECTION OF DIRECTOR: EUGENIO Management For For
CLARIOND
1D. ELECTION OF DIRECTOR: SAM COATS Management For For
1E. ELECTION OF DIRECTOR: SEAN P. FOLEY Management For For
1F. ELECTION OF DIRECTOR: BERNARD Management For For
LANIGAN, JR.
1G. ELECTION OF DIRECTOR: THOMAS R. Management For For
RANSDELL
1H. ELECTION OF DIRECTOR: ROBERT D. Management For For
ROGERS
1I. ELECTION OF DIRECTOR: THOMAS L. RYAN Management For For
1J. ELECTION OF DIRECTOR: RONALD G. Management For For
STEINHART
1K. ELECTION OF DIRECTOR: DOROTHY C. Management For For
WEAVER
2. TO RATIFY THE SELECTION OF ERNST & Management For For
YOUNG LLP AS OUR INDEPENDENT AUDITORS.
3. APPROVE EXECUTIVE COMPENSATION. Management Abstain Against
4. APPROVE THE TEXAS INDUSTRIES, INC. Management Against Against
2004 OMNIBUS EQUITY COMPENSATION
PLAN, AS AMENDED AND RESTATED.
5. APPROVE THE TEXAS INDUSTRIES, INC. Management Against Against
MANAGEMENT DEFERRED COMPENSATION PLAN.
HERA SPA, BOLOGNA
SECURITY T5250M106 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 15-Oct-2012
ISIN IT0001250932 AGENDA 704065831 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 119144 DUE TO
ADDITION OF-RESOLUTION. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND-YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU.
E.1 Approval of merger of Acegas-Aps Holding S.r.l Management For For
into Hera S.p.A and further amendment of art. 5.1
of the company by laws
E.2 Amendment of Articles 16, 26 and 17 of the Management For For
Articles of Association: applicable and
consequent resolutions
E.3 Amendments of art. 7 and 17 of the company Management For For
bylaws
E.4 Share capital increase up to EUR 84833826 by Management For For
issuance of 84833826 ordinary shares
E.5 Mandate of 3 years to board of director to Management For For
increase the share capital up to EUR 80000000
amendment of art.5 of the company bylaws
O.1 Appointment of 3 directors Management For For
O.2 Integration of the board of statutory auditors Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO CHANGE IN THE ARTICLE NUMBER
AND MO-DIFICATION OF THE TEXT OF THE
RESOLUTION NO. E.2 AND E.3. IF YOU HAVE
ALREADY-SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM
UNLESS YOU DECIDE TO-AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
TWIN DISC, INCORPORATED
SECURITY 901476101 MEETING TYPE Annual
TICKER SYMBOL TWIN MEETING DATE 19-Oct-2012
ISIN US9014761012 AGENDA 933688268 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
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1. DIRECTOR Management
1 DAVID B. RAYBURN For For
2 MALCOLM F. MOORE For For
2. ADVISE APPROVAL OF THE COMPENSATION Management Abstain Against
OF THE NAMED EXECUTIVE OFFICERS.
3. RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING JUNE 30, 2013.
TELEKOM AUSTRIA AG, WIEN
SECURITY A8502A102 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 23-Oct-2012
ISIN AT0000720008 AGENDA 704070527 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 Election of 1 member to the supervisory board Management For For
(Mr. Beyrer will resign with effect from 31/10/12,
Mr. Rudolf Kemler is nominated for the election)
CMMT PLEASE NOTE THAT THE MANAGEMENT Non-Voting
MAKES NO RECOMMENDATIONS FOR
RESOLUTION 1. THANK YOU
CMMT PLEASE NOTE THAT THE MEETING HAS Non-Voting
BEEN SET UP USING THE RECORD DATE 12
OCT 2012-WHICH AT THIS TIME WE ARE
UNABLE TO SYSTEMATICALLY UPDATE. THE
TRUE RECORD DATE FOR THIS MEETING IS
13 OCT 2012. THANK YOU
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO CHANGE IN RECORD DATE FROM 13
OCT 2012 TO 12 OCT 2012 AND RECEIPT OF
ADDITIONAL COMMENT. IF YOU HAVE
ALREADY SENT-IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM
UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
COOPER INDUSTRIES PLC
SECURITY G24140111 MEETING TYPE Special
TICKER SYMBOL CBE MEETING DATE 26-Oct-2012
ISIN IE00B40K9117 AGENDA 933692736 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. APPROVAL OF THE SCHEME OF Management For For
ARRANGEMENT.
2. CANCELLATION OF COOPER SHARES Management For For
PURSUANT TO THE SCHEME OF ARRANGEMENT.
3. DIRECTORS' AUTHORITY TO ALLOT Management For For
SECURITIES AND APPLICATION OF RESERVES.
4. AMENDMENT TO ARTICLES OF Management For For
ASSOCIATION.
5. CREATION OF DISTRIBUTABLE RESERVES Management For For
OF NEW EATON.
6. APPROVAL ON AN ADVISORY BASIS OF Management Abstain Against
SPECIFIED COMPENSATORY
ARRANGEMENTS BETWEEN COOPER AND ITS NAMED EXECUTIVES.
7. ADJOURNMENT OF THE EXTRAORDINARY Management For For
GENERAL MEETING.
COOPER INDUSTRIES PLC
SECURITY G24140108 MEETING TYPE Special
TICKER SYMBOL CBE MEETING DATE 26-Oct-2012
ISIN IE00B40K9117 AGENDA 933692748 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE THE SCHEME OF Management For For
ARRANGEMENT.
NORTHEAST UTILITIES
SECURITY 664397106 MEETING TYPE Annual
TICKER SYMBOL NU MEETING DATE 31-Oct-2012
ISIN US6643971061 AGENDA 933688256 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 RICHARD H. BOOTH For For
2 JOHN S. CLARKESON For For
3 COTTON M. CLEVELAND For For
4 SANFORD CLOUD, JR. For For
5 JAMES S. DISTASIO For For
6 FRANCIS A. DOYLE For For
7 CHARLES K. GIFFORD For For
8 PAUL A. LA CAMERA For For
9 KENNETH R. LEIBLER For For
10 THOMAS J. MAY For For
11 CHARLES W. SHIVERY For For
12 WILLIAM C. VAN FAASEN For For
13 FREDERICA M. WILLIAMS For For
14 DENNIS R. WRAASE For For
2. TO CONSIDER AND APPROVE THE Management Abstain Against
FOLLOWING ADVISORY (NON-BINDING)
PROPOSAL: "RESOLVED, THAT THE
COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS, AS
DISCLOSED PURSUANT TO THE
COMPENSATION DISCLOSURE RULES OF
THE SECURITIES AND EXCHANGE
COMMISSION, INCLUDING THE
COMPENSATION DISCUSSION AND
ANALYSIS, COMPENSATION TABLES AND
ANY RELATED MATERIAL IS HEREBY APPROVED.
3. TO RE-APPROVE THE MATERIAL TERMS OF Management For For
PERFORMANCE GOALS UNDER THE 2009
NORTHEAST UTILITIES INCENTIVE PLAN AS
REQUIRED BY SECTION 162(M) OF THE
INTERNAL REVENUE CODE.
4. TO RATIFY THE SELECTION OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR 2012.
BRITISH SKY BROADCASTING GROUP PLC, ISLEWORTH MIDD
SECURITY G15632105 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 01-Nov-2012
ISIN GB0001411924 AGENDA 704068584 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 To receive the financial statements for the year Management For For
ended 30 June 2012, together with the reports of
the Directors and Auditors thereon
2 To declare a final dividend for the year ended 30 Management For For
June 2012 of 16.20 pence for each ordinary
share in the capital of the Company
3 To reappoint Tracy Clarke as a Director Management For For
4 To reappoint Jeremy Darroch as a Director Management For For
5 To reappoint David F. DeVoe as a Director Management For For
6 To reappoint Nicholas Ferguson as a Director Management For For
7 To reappoint Martin Gilbert as a Director Management For For
8 To reappoint Andrew Griffith as a Director Management For For
9 To reappoint Andrew Higginson as a Director Management For For
10 To reappoint Thomas Mockridge as a Director Management For For
11 To reappoint James Murdoch as a Director Management For For
12 To reappoint Matthieu Pigasse as a Director Management For For
13 To reappoint Daniel Rimer as a Director Management For For
14 To reappoint Arthur Siskind as a Director Management For For
15 To reappoint Lord Wilson of Dinton as a Director Management For For
16 To reappoint Deloitte LLP as Auditors of the Management For For
Company and to authorise the Directors to agree
their remuneration
17 To approve the report on Directors' remuneration Management For For
for the year ended 30 June 2012
18 That, in accordance with sections 366 and 367 of Management For For
the Companies Act 2006, the Company and all
companies that are subsidiaries of the Company
at the time at which this Resolution is passed or
at any time during the period for which this
Resolution has effect are generally and
unconditionally authorised to: (a) make political
donations to political parties or independent
election candidates, not exceeding GBP 100,000
in total; (b) make political donations to political
organisations other than political parties, not
exceeding GBP 100,000 in total; and (c) incur
political expenditure, not exceeding GBP 100,000
in total, (as such terms are defined in the
Companies Act 2006) during the period
beginning with the date of the passing of this
Resolution and ending on 31 December 2013 or,
if sooner, the conclusion of the annual general
meeting of the Company to be held in 2013,
provided that the authorised sum referred to in
paragraphs (a), (b) and (c) above may be
comprised of one or more amounts in different
currencies which, for the purposes of calculating
the said sum, shall be converted into pounds
sterling at the exchange rate published in the
London edition of the Financial Times on the day
on which the relevant donation is made or
expenditure incurred (or the first business day
thereafter) or, if earlier, on the day in which the
Company enters into any contract or undertaking
in relation to the same
19 That the Directors be generally and Management For For
unconditionally authorised pursuant to and in
accordance with section 551 of the Companies
Act 2006 to exercise all the powers of the
Company to allot shares in the Company and to
grant rights to subscribe for, or to convert any
security into, shares in the Company (Rights) up
to a maximum nominal amount of GBP
273,000,000 (being approximately 33% of the
issued ordinary share capital of the Company),
provided that this authority shall expire at the
conclusion of the annual general meeting of the
Company to be held in 2013, save that the
Company shall be entitled to make offers or
agreements before the expiry of this authority
which would or might require shares to be
allotted or Rights to be granted after such expiry
and the Directors shall be entitled to allot shares
and grant Rights pursuant to any such offers or
agreements as if this authority had not expired;
and all unexercised authorities previously granted
to the Directors to allot shares and grant Rights
be and are hereby revoked
20 That, (a) subject to the passing of Resolution 19 Management For For
set out above, the Directors be empowered
pursuant to section 570 and section 573 of the
Companies Act 2006 to allot equity securities,
within the meaning of section 560 of that Act, for
cash pursuant to the authority conferred by
Resolution 18, as if section 561 (1) of that Act did
not apply to any such allotment, provided that this
power shall be limited to: (i) the allotment of
equity securities in connection with a rights issue;
and (ii) the allotment to any person or persons
(otherwise than in connection with a rights issue)
of equity securities up to an aggregate nominal
amount of GBP 41,000,000 (being approximately
5% of the issued ordinary share capital of the
Company); (b) the power given by this resolution
shall expire upon the expiry of the authority
conferred by Resolution 18 set out above, save
that the Directors shall be entitled to make offers
or agreements before the expiry of such power
which would or might require equity securities to
be allotted after such expiry and the Directors
shall be entitled to allot equity securities pursuant
to any such offers or agreements as if the power
conferred hereby had not expired; and (c) for the
purposes of this Resolution, "rights issue" means
a rights issue, open offer or other offer of equity
securities open for acceptance for a period fixed
by the Directors to holders of equity securities on
the register on a fixed record date where the
equity securities respectively attributable to the
interests of such holders are proportionate (as
nearly as may be practicable) to their respective
holdings of such equity securities or in
accordance with the rights attached thereto (but
subject to such exclusions or other arrangements
as the Directors may deem necessary or
expedient in relation to treasury shares, fractional
entitlements or legal or practical problems under
the laws of, or the requirements, of any
recognised body or any stock exchange in, any
territory or by virtue of shares being represented
by depositary receipts or any other matter)
21 That until the conclusion of the annual general Management For For
meeting of the Company in 2013, a general
meeting of the Company, other than an annual
general meeting of the Company, may be called
on not less than 14 clear days' notice
22 That, subject to and conditional on the passing of Management For For
Resolutions 23 and 24 set out below, the
Company be and is hereby generally and
unconditionally authorised for the purpose of
section 701 of the Companies Act 2006 to make
market purchases (within the meaning of section
693(4) of the Companies Act 2006) of its ordinary
shares of GBP 0.50 each on such terms and in
such manner as the Directors may from time to
time determine provided that: (a) the maximum
number of ordinary shares authorised to be
purchased is 248,313,994 (representing
approximately 14.99% of the Company's issued
share capital as at 17 September 2012); (b) the
minimum price (excluding expenses) which may
be paid for each ordinary share is GBP 0.50; (c)
the maximum price (excluding expenses) which
may be paid for each ordinary share is the higher
of: (i) 105% of the average of the middle market
quotations for an ordinary share in the Company
as derived from the London Stock Exchange
Daily Official List for the five business days
immediately preceding the day on which such
share is contracted to be purchased; and (ii) the
amount stipulated by Article 5(1) of the EU
Buyback and Stabilisation Regulation (being the
higher of the price of the last independent trade
of an ordinary share and the highest current
independent bid for an ordinary share on the
trading venue where the purchase is carried out);
(d) the authority hereby conferred shall, unless
previously varied, revoked or renewed, expire on
the date on which the annual general meeting of
the Company is held in 2013 or, if earlier, when
the Company has repurchased such number of
ordinary shares as shall result in the aggregate
total payment by the Company to shareholders of
GBP 500,000,000 pursuant to market purchases
made under this authority and off-market
purchases made pursuant to the authority
granted by Resolution 23; and (e) the Company
may, before the expiry of the authority granted by
this resolution, enter into a contract to purchase
ordinary shares which will or may be executed
wholly or partly after the expiry of such authority
23 That, subject to and conditional upon the passing Management For For
of Resolution 22 set out above and Resolution 24
set out below, the terms of the agreement
between the Company, BSkyB Holdco Inc., News
Corporation and News UK Nominees Limited
dated 25 July 2012 (a copy of which has been
produced to the meeting and made available at
the Company's registered office for not less than
15 days ending with the date of this meeting)
pursuant to which the Company may make off-
market purchases (as defined by section 693(2)
of the Companies Act 2006) of its ordinary shares
of GBP 0.50 each from BSkyB Holdco Inc. (as
beneficial owner) and News UK Nominees
Limited (as legal owner), be and are hereby
approved and authorised for the purposes of
section 694 of the Companies Act 2006 and that:
(a) the Company be and is hereby authorised to
make such off-market purchases from News UK
Nominees Limited, provided that this authority
shall expire on the date on which the annual
general meeting of the Company is held in 2013
or, if earlier, when the Company has repurchased
such number of ordinary shares as shall result in
the aggregate total payment by the Company to
shareholders of GBP 500,000,000 pursuant to
off-market purchases made pursuant to this
authority and market purchases made under the
authority granted by Resolution 22; and (b) the
Company may, before expiry of the authority
granted by this resolution enter into a contract to
purchase ordinary shares which will be executed
wholly or partly after the expiry of such authority
24 That subject to and conditional upon the passing Management For For
of Resolutions 22 and 23 set out above, the
agreement between the Company, BSkyB
Holdco Inc., News Corporation and News UK
Nominees Limited dated 25 July 2012 (a copy of
which has been produced to the meeting)
pursuant to which the Company may make off-
market purchases (as defined by section 693(2)
of the Companies Act 2006) of its ordinary shares
of GBP 0.50 each from BSkyB Holdco Inc. (as
beneficial owner) and News UK Nominees
Limited (as legal owner), be and is hereby
approved and that the Directors be and are
hereby authorised to take all such steps as may
be necessary or desirable in relation thereto and
to carry the same into effect
SMARTONE TELECOMMUNICATIONS HOLDINGS LTD
SECURITY G8219Z105 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 06-Nov-2012
ISIN BMG8219Z1059 AGENDA 704073422 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT THE COMPANY NOTICE Non-Voting
IS AVAILABLE BY CLICKING ON THE URL
LINK:- http://www.hkexnews.hk/listedco/listconews/sehk/
2012/1003/LTN2012100313-93.pdf AND PROXY
FORM IS AVAILABLE BY CLICKING ON THE
URL LINK:- http://www.hkexnews.hk/listedco/listconews/sehk/
2012/1003/LTN2012100312-76.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE Non-Voting
ALLOWED TO VOTE 'IN FAVOR' OR
'AGAINST'-ONLY FOR ALL RESOLUTIONS. THANK YOU.
1 To adopt the audited financial statements and the Management For For
Reports of the Directors and Auditor for the year
ended 30 June 2012
2 To approve the payment of final dividend of HKD Management For For
0.53 per share, with a scrip dividend alternative,
in respect of the year ended 30 June 2012
3.i.a To re-elect Mr. Cheung Wing-yui as Director Management For For
3.i.b To re-elect Mr. David Norman Prince as Director Management For For
3.i.c To re-elect Mr. Siu Hon-wah, Thomas as Director Management For For
3.i.d To re-elect Mr. Tsim Wing-kit, Alfred as Director Management For For
3.i.e To re-elect Mr. Gan Fock-kin, Eric as Director Management For For
3.ii To authorise the Board of Directors to fix the fees Management For For
of Directors
4 To re-appoint PricewaterhouseCoopers as Management For For
Auditor of the Company and to authorise the
Board of Directors to fix their remuneration
5 To give a general mandate to the Board of Management For For
Directors to issue and dispose of additional
shares in the Company not exceeding 10% of the
nominal amount of the issued share capital
6 To give a general mandate to the Board of Management For For
Directors to repurchase shares of the Company
not exceeding 10% of the nominal amount of the
issued share capital
7 To extend the general mandate granted to the Management For For
Board of Directors to issue shares in the capital
of the Company by the number of shares repurchased
PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION OF COMMENT. IF
YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU-DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
NRG ENERGY, INC.
SECURITY 629377508 MEETING TYPE Special
TICKER SYMBOL NRG MEETING DATE 09-Nov-2012
ISIN US6293775085 AGENDA 933696974 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE THE ISSUANCE OF NRG Management For For
ENERGY, INC. COMMON STOCK, PAR VALUE
$0.01 PER SHARE, PURSUANT TO THE
AGREEMENT AND PLAN OF MERGER, DATED
AS OF JULY 20, 2012, BY AND AMONG NRG
ENERGY, INC., PLUS MERGER
CORPORATION AND GENON ENERGY, INC.
2. TO APPROVE AN AMENDMENT TO NRG Management For For
ENERGY, INC.'S AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION TO FIX
THE MAXIMUM NUMBER OF DIRECTORS
THAT MAY SERVE ON NRG'S BOARD OF
DIRECTORS AT 16 DIRECTORS.
3. TO APPROVE ANY MOTION TO ADJOURN Management For For
THE NRG ENERGY, INC. SPECIAL MEETING,
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES.
GENON ENERGY, INC.
SECURITY 37244E107 MEETING TYPE Special
TICKER SYMBOL GEN MEETING DATE 09-Nov-2012
ISIN US37244E1073 AGENDA 933697320 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF JULY 20, 2012, BY
AND AMONG NRG ENERGY, INC., PLUS
MERGER CORPORATION AND GENON
ENERGY, INC., AS THE SAME MAY BE
AMENDED FROM TIME TO TIME, A COPY OF
WHICH IS ATTACHED AS ANNEX A TO THE
JOINT PROXY STATEMENT/PROSPECTUS
ACCOMPANYING THIS NOTICE (THE
"MERGER" PROPOSAL).
2. TO CONDUCT AN ADVISORY VOTE ON THE Management Abstain Against
MERGER-RELATED COMPENSATION
ARRANGEMENTS OF OUR NAMED
EXECUTIVE OFFICERS (THE "MERGER-
RELATED COMPENSATION" PROPOSAL).
3. TO APPROVE ANY MOTION TO ADJOURN Management For For
THE GENON SPECIAL MEETING, IF
NECESSARY, TO SOLICIT ADDITIONAL
PROXIES (THE "GENON ADJOURNMENT" PROPOSAL).
ORASCOM TELECOM HOLDING, CAIRO
SECURITY 68554W205 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 12-Nov-2012
ISIN US68554W2052 AGENDA 704150868 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
O.1 Approving the proposed mutual Services Management For For
Agreement with Vimpelcom Ltd in order to
achieve efficiencies and manage costs
O.2 Approving the write off by the Company of the Management For For
outstanding interests from the loan agreement
due from Globalive Wireless Management Corp.
and then the assignment of the principal amount
of the loan to a wholly owned subsidiary
E.1 Approving the amendment of the company's Management For For
name from "Orascom Telecom Holding S.A.E." to
"Global Telecom Holding S.A.E." and to amend
article (2) of the statutes to reflect such change
DELTA NATURAL GAS COMPANY, INC.
SECURITY 247748106 MEETING TYPE Annual
TICKER SYMBOL DGAS MEETING DATE 15-Nov-2012
ISIN US2477481061 AGENDA 933697647 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. RATIFICATION OF THE APPOINTMENT BY Management For For
THE AUDIT COMMITTEE OF DELOITTE &
TOUCHE LLP AS DELTA'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING JUNE 30, 2013.
2. DIRECTOR Management
1 MICHAEL J. KISTNER For For
2 MICHAEL R. WHITLEY For For
3. NON-BINDING, ADVISORY VOTE TO Management Abstain Against
APPROVE THE COMPENSATION PAID OUR
NAMED EXECUTIVE OFFICERS FOR FISCAL 2012.
DONALDSON COMPANY, INC.
SECURITY 257651109 MEETING TYPE Annual
TICKER SYMBOL DCI MEETING DATE 16-Nov-2012
ISIN US2576511099 AGENDA 933692750 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 WILLIAM M. COOK For For
2 PAUL DAVID MILLER For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
DONALDSON COMPANY, INC'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JULY 31, 2013.
AES TIETE SA, SAO PAULO
SECURITY P4991B101 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 03-Dec-2012
ISIN BRGETIACNPR4 AGENDA 704173854 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT THESE SHARES HAVE Non-Voting
NO VOTING RIGHTS, SHOULD YOU WISH TO-
ATTEND THE MEETING PERSONALLY, YOU
MAY APPLY FOR AN ENTRANCE CARD BY-
CONTACTING YOUR CLIENT
REPRESENTATIVE. THANK YOU
1 The amendment of article 23, main part, of the Non-Voting
corporate bylaws of the-company, to replace the
department of personnel and management with
the-department of performance and services
MILLICOM INTERNATIONAL CELLULAR SA, LUXEMBOURG
SECURITY L6388F128 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 05-Dec-2012
ISIN SE0001174970 AGENDA 704151808 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU.
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED.
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE.
1 To appoint the Chairman of the EGM and to Management No Action
empower the Chairman to appoint the other
members of the Bureau : Mr. Jean-Michel
Schmit, attorney at law
2 Presentation of a report on a conflict of interest Non-Voting
3 To elect Mr. Anders Kronborg as new Board Management No Action
member of Millicom and to determine the length
of his mandate
4 As per the proposal of the Company's Board, to Management No Action
decide to distribute a gross dividend to the
Company's shareholders of USD 3.00 per share,
corresponding to an aggregate dividend of
approximately USD 300,000,000 to be paid out of
the Company's undistributed profits of the year
ended December 31, 2011 of USD 528,206,964
which have been carried forward as per the
decision of the Annual General Shareholder's
Meeting of May 29, 2012
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO CHANGE IN BLOCKING CONDITION.
IF YO-U HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS-YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
MILLICOM INTERNATIONAL CELLULAR S.A.
SECURITY L6388F110 MEETING TYPE Special
TICKER SYMBOL MIICF MEETING DATE 05-Dec-2012
ISIN LU0038705702 AGENDA 933715510 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPOINT THE CHAIRMAN OF THE EGM Management For
AND TO EMPOWER THE CHAIRMAN TO
APPOINT THE OTHER MEMBERS OF THE BUREAU.
2. PRESENTATION OF A REPORT ON A Management For
CONFLICT OF INTEREST.
3. TO ELECT MR. ANDERS KRONBORG AS NEW Management For
BOARD MEMBER OF MILLICOM AND TO
DETERMINE THE LENGTH OF HIS MANDATE.
4. AS PER THE PROPOSAL OF THE COMPANY'S Management For
BOARD, TO DECIDE TO DISTRIBUTE A
GROSS DIVIDEND TO THE COMPANY'S
SHAREHOLDERS OF USD 3.00 PER SHARE,
CORRESPONDING TO AN AGGREGATE
DIVIDEND OF APPROXIMATELY USD
300,000,000 TO BE PAID OUT OF THE
COMPANY'S UNDISTRIBUTED PROFITS OF
THE YEAR ENDED DECEMBER 31, 2011 OF
USD 528,206,964 WHICH HAVE BEEN
CARRIED FORWARD AS PER THE DECISION
OF THE ANNUAL GENERAL SHAREHOLDER'S
MEETING OF MAY 29, 2012.
KOREA ELECTRIC POWER CORPORATION
SECURITY 500631106 MEETING TYPE Special
TICKER SYMBOL KEP MEETING DATE 17-Dec-2012
ISIN US5006311063 AGENDA 933717526 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF CHIEF EXECUTIVE OFFICER: Management For
MOON, HO
1B. ELECTION OF CHIEF EXECUTIVE OFFICER: Management For
CHO, HWAN EIK
THE SHAW GROUP INC.
SECURITY 820280105 MEETING TYPE Special
TICKER SYMBOL SHAW MEETING DATE 21-Dec-2012
ISIN US8202801051 AGENDA 933709795 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 PROPOSAL TO APPROVE THE Management For For
TRANSACTION AGREEMENT (AS SUCH
AGREEMENT MAY BE AMENDED FROM TIME
TO TIME, THE "TRANSACTION AGREEMENT"),
DATED AS OF JULY 30, 2012, BETWEEN
SHAW, CHICAGO BRIDGE & IRON COMPANY
N.V. ("CB&I") AND CRYSTAL ACQUISITION
SUBSIDIARY INC., A WHOLLY OWNED
SUBSIDIARY OF CB&I ("ACQUISITION SUB"),
PURSUANT TO WHICH ACQUISITION SUB
WILL MERGE WITH AND INTO SHAW.
02 PROPOSAL, ON AN ADVISORY (NON- Management Abstain Against
BINDING) BASIS, TO APPROVE THE
COMPENSATION THAT MAY BE PAID OR
BECOME PAYABLE TO SHAW'S NAMED
EXECUTIVE OFFICERS IN CONNECTION
WITH THE TRANSACTION.
03 PROPOSAL TO APPROVE THE Management For For
ADJOURNMENT OF THE SPECIAL MEETING,
IF NECESSARY, TO ENABLE THE BOARD OF
DIRECTORS OF SHAW TO SOLICIT
ADDITIONAL PROXIES TO APPROVE THE
TRANSACTION AGREEMENT.
VIMPELCOM LTD.
SECURITY 92719A106 MEETING TYPE Consent
TICKER SYMBOL VIP MEETING DATE 21-Dec-2012
ISIN US92719A1060 AGENDA 933715813 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE A 9 MEMBER SUPERVISORY Management For For
BOARD.
2. ELECTION OF DIRECTOR: JON FREDRIK Management Split Split
BAKSAAS
3. ELECTION OF DIRECTOR: ANDREI BARANOV Management Split Split
4. ELECTION OF DIRECTOR: AUGIE K. FABELA II Management Split Split
5. ELECTION OF DIRECTOR: MIKHAIL FRIDMAN Management Split Split
6. ELECTION OF DIRECTOR: KJELL MORTEN Management Split Split
JOHNSEN
7. ELECTION OF DIRECTOR: DR. HANS-PETER Management Split Split
KOHLHAMMER
8. ELECTION OF DIRECTOR: YURI MUSATOV Management Split Split
9. ELECTION OF DIRECTOR: LEONID Management Split Split
NOVOSELSKY
10. ELECTION OF DIRECTOR: ALEXEY Management Split Split
REZNIKOVICH
11. ELECTION OF DIRECTOR: OLE BJORN Management Split Split
SJULSTAD
12. ELECTION OF DIRECTOR: MORTEN Management Split Split
KARLSEN SORBY
13. ELECTION OF DIRECTOR: SERGEI TESLIUK Management Split Split
14. ELECTION OF DIRECTOR: TORBJORN WIST Management Split Split
15. TO RE-APPOINT ERNST & YOUNG Management For For
ACCOUNTANTS LLP AS AUDITOR AND TO
AUTHORISE THE SUPERVISORY BOARD TO
DETERMINE ITS REMUNERATION.
16. THAT THE 50,000,000 AUTHORISED BUT Management For For
UNISSUED ORDINARY SHARES OF PAR
VALUE US$0.001 EACH BE CANCELLED AND
THE COMPANY'S AUTHORIZED SHARE
CAPITAL BE REDUCED BY US$50,000 ACCORDINGLY.
CHINA UNICOM LIMITED
SECURITY 16945R104 MEETING TYPE Special
TICKER SYMBOL CHU MEETING DATE 21-Dec-2012
ISIN US16945R1041 AGENDA 933717033 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
O1. THAT THE TRANSFER AGREEMENT DATED Management For For
21 NOVEMBER 2012 (THE "TRANSFER
AGREEMENT") ENTERED INTO BETWEEN
CHINA UNITED NETWORK
COMMUNICATIONS CORPORATION LIMITED
("CUCL") AND CHINA UNITED NETWORK
COMMUNICATIONS LIMITED ("UNICOM A
SHARE COMPANY"), ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
THE SHAW GROUP INC.
SECURITY 820280105 MEETING TYPE Special
TICKER SYMBOL SHAW MEETING DATE 21-Dec-2012
ISIN US8202801051 AGENDA 933717172 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 PROPOSAL TO APPROVE THE Management For For
TRANSACTION AGREEMENT (AS SUCH
AGREEMENT MAY BE AMENDED FROM TIME
TO TIME, THE "TRANSACTION AGREEMENT"),
DATED AS OF JULY 30, 2012, BETWEEN
SHAW, CHICAGO BRIDGE & IRON COMPANY
N.V. ("CB&I") AND CRYSTAL ACQUISITION
SUBSIDIARY INC., A WHOLLY OWNED
SUBSIDIARY OF CB&I ("ACQUISITION SUB"),
PURSUANT TO WHICH ACQUISITION SUB
WILL MERGE WITH AND INTO SHAW.
02 PROPOSAL, ON AN ADVISORY (NON- Management Abstain Against
BINDING) BASIS, TO APPROVE THE
COMPENSATION THAT MAY BE PAID OR
BECOME PAYABLE TO SHAW'S NAMED
EXECUTIVE OFFICERS IN CONNECTION
WITH THE TRANSACTION.
03 PROPOSAL TO APPROVE THE Management For For
ADJOURNMENT OF THE SPECIAL MEETING,
IF NECESSARY, TO ENABLE THE BOARD OF
DIRECTORS OF SHAW TO SOLICIT
ADDITIONAL PROXIES TO APPROVE THE
TRANSACTION AGREEMENT.
ROBBINS & MYERS, INC.
SECURITY 770196103 MEETING TYPE Special
TICKER SYMBOL RBN MEETING DATE 27-Dec-2012
ISIN US7701961036 AGENDA 933715368 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AUGUST 8, 2012, BY AND
AMONG NATIONAL OILWELL VARCO, INC.,
RAVEN PROCESS CORP., AND ROBBINS &
MYERS, INC. AND APPROVE THE
TRANSACTIONS CONTEMPLATED BY THAT AGREEMENT.
2. APPROVAL IN AN ADVISORY (NON-BINDING) Management For For
VOTE OF THE COMPENSATION PAID TO THE
COMPANY'S NAMED EXECUTIVE OFFICERS
IN CONNECTION WITH THE MERGER.
3. ANY ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN THE
EVENT THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING OR
ANY ADJOURNMENT TO ADOPT THE MERGER AGREEMENT.
ORMAT INDUSTRIES LTD, YAVNE
SECURITY M7571Y105 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 31-Dec-2012
ISIN IL0002600182 AGENDA 704207732 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT AS A CONDITION OF VOTING, ISRAELI Non-Voting
MARKET REGULATIONS REQUIRE THAT
YOU-DISCLOSE WHETHER YOU HAVE A
CONTROLLING OR PERSONAL INTEREST IN
THIS COMPANY. SHOULD EITHER BE THE
CASE, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE SO THAT WE
MAY LODGE YOUR INSTRUCTIONS
ACCORDINGLY. IF YOU DO NOT HAVE A-
CONTROLLING OR PERSONAL INTEREST,
SUBMIT YOUR VOTE AS NORMAL
1 Discussion of the financial statements and Management For For
directors report for the year 2011
2 Re-appointment of accountant auditors Management For For
CABLE & WIRELESS COMMUNICATIONS PLC, LONDON
SECURITY G1839G102 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 09-Jan-2013
ISIN GB00B5KKT968 AGENDA 704215943 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 To approve the disposal of part of the Company's Management For For
operations, constituting the Monaco & Islands
Companies as described in the circular to
shareholders dated 19 December 2012
COGECO CABLE INC.
SECURITY 19238V105 MEETING TYPE Annual
TICKER SYMBOL CGEAF MEETING DATE 15-Jan-2013
ISIN CA19238V1058 AGENDA 933721107 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 DIRECTOR Management
1 LOUIS AUDET For For
2 PATRICIA CURADEAU-GROU For For
3 L.G. SERGE GADBOIS For For
4 CLAUDE A. GARCIA For For
5 HARRY A. KING For For
6 DAVID MCAUSLAND For For
7 JAN PEETERS For For
8 CAROLE J. SALOMON For For
02 APPOINT DELOITTE & TOUCHE LLP, Management For For
CHARTERED ACCOUNTANTS, AS AUDITORS
AND AUTHORIZE THE BOARD OF
DIRECTORS TO FIX THEIR REMUNERATION.
UGI CORPORATION
SECURITY 902681105 MEETING TYPE Annual
TICKER SYMBOL UGI MEETING DATE 24-Jan-2013
ISIN US9026811052 AGENDA 933716865 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 DIRECTOR Management
1 L.R. GREENBERG For For
2 M.O. SCHLANGER For For
3 A. POL For For
4 E.E. JONES For For
5 J.L. WALSH For For
6 R.B. VINCENT For For
7 M.S. PUCCIO For For
8 R.W. GOCHNAUER For For
9 F.S. HERMANCE For For
2 PROPOSAL TO APPROVE RESOLUTION ON Management Abstain Against
EXECUTIVE COMPENSATION.
3 PROPOSAL TO APPROVE 2013 OMNIBUS Management Against Against
INCENTIVE COMPENSATION PLAN.
4 RATIFICATION OF APPOINTMENT OF Management For For
PRICWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
MUELLER WATER PRODUCT, INC.
SECURITY 624758108 MEETING TYPE Annual
TICKER SYMBOL MWA MEETING DATE 30-Jan-2013
ISIN US6247581084 AGENDA 933716891 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 HOWARD L. CLARK, JR. For For
2 SHIRLEY C. FRANKLIN For For
3 THOMAS J. HANSEN For For
4 GREGORY E. HYLAND For For
5 JERRY W. KOLB For For
6 JOSEPH B. LEONARD For For
7 MARK J. O'BRIEN For For
8 BERNARD G. RETHORE For For
9 NEIL A. SPRINGER For For
10 LYDIA W. THOMAS For For
11 MICHAEL T. TOKARZ For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
COMPANY'S EXECUTIVE COMPENSATION.
3. TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL 2013.
THE LACLEDE GROUP, INC.
SECURITY 505597104 MEETING TYPE Annual
TICKER SYMBOL LG MEETING DATE 31-Jan-2013
ISIN US5055971049 AGENDA 933718883 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 BRENDA D. NEWBERRY For For
2 SUZANNE SITHERWOOD For For
3 MARY ANN VAN LOKEREN For For
2. RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2013.
RGC RESOURCES, INC.
SECURITY 74955L103 MEETING TYPE Annual
TICKER SYMBOL RGCO MEETING DATE 04-Feb-2013
ISIN US74955L1035 AGENDA 933719746 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 ABNEY S. BOXLEY, III For For
2 S. FRANK SMITH For For
3 JOHN B. WILLIAMSON, III For For
2. TO RATIFY THE SELECTION OF BROWN Management For For
EDWARDS & COMPANY L.L.P. AS THE
INDEPENDENT ACCOUNTANTS.
3. VOTE TO APPROVE AN AMENDMENT TO THE Management For For
KEY EMPLOYEE STOCK OPTION PLAN TO
ISSUE UP TO 100,000 SHARES OF COMMON STOCK.
4. A NON-BINDING SHAREHOLDER ADVISORY Management Abstain Against
VOTE ON EXECUTIVE COMPENSATION.
ATMOS ENERGY CORPORATION
SECURITY 049560105 MEETING TYPE Annual
TICKER SYMBOL ATO MEETING DATE 13-Feb-2013
ISIN US0495601058 AGENDA 933721018 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ROBERT W. BEST Management For For
1B. ELECTION OF DIRECTOR: KIM R. COCKLIN Management For For
1C. ELECTION OF DIRECTOR: RICHARD W. Management For For
DOUGLAS
1D. ELECTION OF DIRECTOR: RUBEN E. Management For For
ESQUIVEL
1E. ELECTION OF DIRECTOR: RICHARD K. Management For For
GORDON
1F. ELECTION OF DIRECTOR: ROBERT C. Management For For
GRABLE
1G. ELECTION OF DIRECTOR: THOMAS C. Management For For
MEREDITH
1H. ELECTION OF DIRECTOR: NANCY K. QUINN Management For For
1I. ELECTION OF DIRECTOR: RICHARD A. Management For For
SAMPSON
1J. ELECTION OF DIRECTOR: STEPHEN R. Management For For
SPRINGER
1K. ELECTION OF DIRECTOR: RICHARD WARE II Management For For
2. PROPOSAL TO AMEND THE COMPANY'S Management For For
ANNUAL INCENTIVE PLAN FOR MANAGEMENT.
3. RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL 2013.
4. ADVISORY VOTE BY SHAREHOLDERS TO Management Abstain Against
APPROVE THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS
FOR FISCAL 2012 (SAY ON PAY).
HAYNES INTERNATIONAL, INC.
SECURITY 420877201 MEETING TYPE Annual
TICKER SYMBOL HAYN MEETING DATE 25-Feb-2013
ISIN US4208772016 AGENDA 933727907 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. ELECTION OF DIRECTOR: PAUL J. BOHAN Management For For
2. ELECTION OF DIRECTOR: DONALD C. Management For For
CAMPION
3. ELECTION OF DIRECTOR: MARK M. Management For For
COMERFORD
4. ELECTION OF DIRECTOR: JOHN C. COREY Management For For
5. ELECTION OF DIRECTOR: ROBERT H. GETZ Management For For
6. ELECTION OF DIRECTOR: TIMOTHY J. Management For For
MCCARTHY
7. ELECTION OF DIRECTOR: MICHAEL L. SHOR Management For For
8. ELECTION OF DIRECTOR: WILLIAM P. WALL Management For For
9. TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE, LLP AS HAYNES' INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2013
10. ON THE ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS AS
DESCRIBED UNDER "EXECUTIVE
COMPENSATION" IN THE PROXY STATEMENT.
CABLE & WIRELESS COMMUNICATIONS PLC, LONDON
SECURITY G1839G102 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 28-Feb-2013
ISIN GB00B5KKT968 AGENDA 704255581 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 That the disposal by the Company of its 51% Management For For
shareholding in Companhia de
Telecomunicacoes de Macau S.A.R.L. (the
"Disposal"), as described in the circular to
shareholders dated 31 January 2013 of which
this notice forms part (the "Circular") as a Class 1
transaction on the terms and subject to the
conditions of a disposal agreement dated 13
January 2013 between Sable Holding Limited
and CITIC Telecom International Holdings
Limited is hereby approved for the purposes of
Chapter 10 of the Listing Rules of the Financial
Services Authority and that each and any of the
directors of the Company be and are hereby
authorised to conclude and implement the
Disposal in accordance with such terms and
conditions and to make such non-material
modifications, variations, waivers and extensions
of any of the terms of the Disposal and of CONTD
CONT CONTD any documents and arrangements Non-Voting
connected with the Disposal as he thinks-
necessary or desirable
PIEDMONT NATURAL GAS COMPANY, INC.
SECURITY 720186105 MEETING TYPE Annual
TICKER SYMBOL PNY MEETING DATE 06-Mar-2013
ISIN US7201861058 AGENDA 933727058 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 DR. FRANKIE T. JONES SR For For
2 MS. VICKI MCELREATH For For
3 MR. THOMAS E. SKAINS For For
4 MR. PHILLIP D. WRIGHT For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2013.
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
TYCO INTERNATIONAL LTD.
SECURITY H89128104 MEETING TYPE Annual
TICKER SYMBOL TYC MEETING DATE 06-Mar-2013
ISIN CH0100383485 AGENDA 933727084 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE THE ANNUAL REPORT, THE Management For For
PARENT COMPANY FINANCIAL STATEMENTS
OF TYCO INTERNATIONAL LTD AND THE
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FISCAL YEAR ENDED SEPTEMBER 28, 2012.
2. TO DISCHARGE THE BOARD OF DIRECTORS Management For For
FROM LIABILITY FOR THE FINANCIAL YEAR
ENDED SEPTEMBER 28, 2012.
3. DIRECTOR Management
1 EDWARD D. BREEN For For
2 MICHAEL E. DANIELS For For
3 FRANK M. DRENDEL For For
4 BRIAN DUPERREAULT For For
5 RAJIV L. GUPTA For For
6 JOHN A. KROL For For
7 GEORGE OLIVER For For
8 BRENDAN R. O'NEILL For For
9 SANDRA S. WIJNBERG For For
10 R. DAVID YOST For For
4A. TO ELECT DELOITTE AG (ZURICH) AS Management For For
STATUTORY AUDITORS UNTIL THE NEXT
ANNUAL GENERAL MEETING.
4B. TO RATIFY APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR PURPOSES OF UNITED STATES
SECURITIES LAW REPORTING FOR THE
YEAR ENDING SEPTEMBER 27, 2013.
4C. TO ELECT PRICEWATERHOUSECOOPERS Management For For
AG (ZURICH) AS SPECIAL AUDITORS UNTIL
THE NEXT ANNUAL GENERAL MEETING.
5A. APPROVE THE ALLOCATION OF FISCAL Management For For
YEAR 2012 RESULTS.
5B. APPROVE THE PAYMENT OF AN ORDINARY Management For For
CASH DIVIDEND IN AN AMOUNT OF UP TO
$0.64 PER SHARE OUT OF TYCO'S CAPITAL
CONTRIBUTION RESERVE IN ITS
STATUTORY ACCOUNTS.
6. TO CAST A NON-BINDING ADVISORY VOTE Management Abstain Against
TO APPROVE EXECUTIVE COMPENSATION.
7. TO AMEND OUR ARTICLES OF ASSOCIATION Management For For
IN ORDER TO RENEW THE AUTHORIZED
SHARE CAPITAL AVAILABLE FOR NEW ISSUANCE.
8. TO APPROVE A REDUCTION IN THE Management For For
REGISTERED SHARE CAPITAL.
NATIONAL FUEL GAS COMPANY
SECURITY 636180101 MEETING TYPE Annual
TICKER SYMBOL NFG MEETING DATE 07-Mar-2013
ISIN US6361801011 AGENDA 933726498 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 DAVID C. CARROLL Withheld Against
2 CRAIG G. MATTHEWS Withheld Against
3 DAVID F. SMITH Withheld Against
2. VOTE TO RATIFY Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY APPROVAL OF EXECUTIVE Management Abstain Against
COMPENSATION
WGL HOLDINGS, INC.
SECURITY 92924F106 MEETING TYPE Annual
TICKER SYMBOL WGL MEETING DATE 07-Mar-2013
ISIN US92924F1066 AGENDA 933727402 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 MICHAEL D. BARNES For For
2 GEORGE P. CLANCY, JR. For For
3 JAMES W. DYKE, JR. For For
4 MELVYN J. ESTRIN For For
5 NANCY C. FLOYD For For
6 JAMES F. LAFOND For For
7 DEBRA L. LEE For For
8 TERRY D. MCCALLISTER For For
2. PROPOSAL TO APPROVE, BY NON-BINDING Management Abstain Against
VOTE, COMPENSATION PAID TO CERTAIN EXECUTIVE OFFICERS.
3. PROPOSAL TO RATIFY THE APPOINTMENT Management For For
OF DELOITTE & TOUCHE LLP AS
INDEPENDENT PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2013.
URANIUM ONE INC.
SECURITY 91701P105 MEETING TYPE Special
TICKER SYMBOL SXRZF MEETING DATE 07-Mar-2013
ISIN CA91701P1053 AGENDA 933734483 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 TO APPROVE THE RESOLUTION ATTACHED Management For For
AS APPENDIX A TO THE MANAGEMENT
INFORMATION CIRCULAR OF URANIUM ONE
INC. DATED FEBRUARY 8, 2013, TO
APPROVE A PLAN OF ARRANGEMENT
PURSUANT TO SECTION 192 OF THE
CANADA BUSINESS CORPORATIONS ACT,
INVOLVING URANIUM ONE INC., JSC
ATOMREDMETZOLOTO AND EFFECTIVE
ENERGY N.V. AND THE SECURITYHOLDERS,
ALL AS MORE PARTICULARLY DESCRIBED IN
SAID MANAGEMENT INFORMATION CIRCULAR.
HUANENG POWER INTERNATIONAL, INC.
SECURITY 443304100 MEETING TYPE Special
TICKER SYMBOL HNP MEETING DATE 12-Mar-2013
ISIN US4433041005 AGENDA 933735170 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
S1 TO CONSIDER AND APPROVE THE Management For For
"RESOLUTION REGARDING THE
AMENDMENTS TO THE ARTICLES OF
ASSOCIATION OF HUANENG POWER INTERNATIONAL, INC."
O2 TO CONSIDER AND APPROVE THE Management For For
"RESOLUTION REGARDING THE 2013
CONTINUING CONNECTED TRANSACTIONS
BETWEEN THE COMPANY AND HUANENG
GROUP", INCLUDING HUANENG GROUP
FRAMEWORK AGREEMENT AND THE
TRANSACTION CAPS THEREOF.
THE ADT CORPORATION
SECURITY 00101J106 MEETING TYPE Annual
TICKER SYMBOL ADT MEETING DATE 14-Mar-2013
ISIN US00101J1060 AGENDA 933729432 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 THOMAS COLLIGAN For For
2 TIMOTHY DONAHUE For For
3 ROBERT DUTKOWSKY For For
4 BRUCE GORDON For For
5 NAREN GURSAHANEY For For
6 BRIDGETTE HELLER For For
7 KATHLEEN HYLE For For
8 KEITH MEISTER For For
9 DINESH PALIWAL For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS ADT'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR 2013.
3. TO APPROVE, BY NON-BINDING VOTE, Management Abstain Against
NAMED EXECUTIVE OFFICER COMPENSATION.
4. TO RECOMMEND, BY NON-BINDING VOTE, Management Abstain Against
THE FREQUENCY OF NAMED EXECUTIVE
OFFICER COMPENSATION VOTES.
ORASCOM TELECOM MEDIA AND TECHNOLOGY HOLDING
SECURITY 68555D206 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 18-Mar-2013
ISIN US68555D2062 AGENDA 704313193 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 Discussing the Board of Directors' report Management For For
regarding the company business since inception
till the 31st of December 2012
2 Ratifying the Auditors report regarding the Management For For
financials for the period from inception till the 31st
of December 2012
3 Ratifying the standalone financial statements for Management For For
the period from inception till the 31st of
December 2012, and the profits and losses
accounts for the fiscal year ending on the 31st of
December 2012
4 Discussing the release of the Chairman and the Management For For
Board Members about their management during
the period from inception till the 31st of
December 2012
5 Discussing the dividends distribution for the Management For For
financial period from inception till the 31st of
December 2012
6 Approving changes in the Board of Directors Management For For
structure in the previous period
7 Discussing the remunerations and allowances of Management For For
the Board of Directors and the Audit Committee
members for the financial year ending on the 31st
of December 2013
8 Discussing the appointment of the auditors for Management For For
the financial year ending on the 31st of
December 2012 and determining their annual fees
9 Discussing the delegation of the Board of Management For For
Directors to execute contracts with subsidiaries
10 Discussing the delegation of the Board of Management For For
Directors to execute contracts including loans,
mortgage, warranty and guarantee for subsidiaries
11 Discussing authorizing the Board of Directors for Management For For
donations for the year 2013
IBERDROLA SA, BILBAO
SECURITY E6165F166 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 22-Mar-2013
ISIN ES0144580Y14 AGENDA 704284417 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT SHAREHOLDERS PARTICIPATING IN THE Non-Voting
GENERAL MEETING, WHETHER DIRECTLY,
BY PROXY,-OR BY LONG-DISTANCE VOTING,
SHALL BE ENTITLED TO RECEIVE AN
ATTENDANCE PREMIUM OF 0.005 EURO
GROSS PER SHARE, TO BE PAID TO THOSE
ENTITLED WITH TRADES REGISTERED ON
MARCH 17TH OR 18TH (DEPENDING UPON
THE CELEBRATION OF THE MEETING IN-1ST
OR 2ND CALL) THROUGH THE ENTITIES
PARTICIPATING IN IBERCLEAR, SPAIN'S
CENTRAL DEPOSITARY
1 Approval of the individual annual financial Management For For
statements of the Company and of the annual
financial statements consolidated with its
subsidiaries for the fiscal year 2012
2 Approval of the individual management report of Management For For
the Company and of the consolidated
management report of the Company and its
subsidiaries for the fiscal year 2012
3 Approval of the management activity and Management For For
activities of the Board of Directors during the
fiscal year 2012
4 Re-election of Ernst & Young, S.L. as auditor of Management For For
the Company and its consolidated group for the
fiscal year 2013
5 Approval of the proposal for the allocation of Management For For
profits/losses and the distribution of dividends for
the fiscal year 2012
6.a Approval of an increase in share capital by Management For For
means of a scrip issue at a maximum reference
market value of 883 million Euros for the free-of-
charge allocation of new shares to the
shareholders of the Company. Offer to the
shareholders for the acquisition of their free-of-
charge allocation rights at a guaranteed price.
Express provision for the possibility of an
incomplete allocation. Application for admission
of the shares issued to listing on the Bilbao,
Madrid, Barcelona and Valencia Stock
Exchanges, through the Automated Quotation
System (Sistema de Interconexion bursatil).
Delegation of powers to the Board of Directors,
with the express power of substitution, including,
among others, the power to amend Article 5 of the By-Laws
6.b Approval of an increase in share capital by Management For For
means of a scrip issue at a maximum reference
market value of 1,021 million Euros for the free-
of-charge allocation of new shares to the
shareholders of the Company. Offer to the
shareholders for the acquisition of their free-of-
charge allocation rights at a guaranteed price.
Express provision for the possibility of an
incomplete allocation. Application for admission
of the shares issued to listing on the Bilbao,
Madrid, Barcelona and Valencia Stock
Exchanges, through the Automated Quotation
System (Sistema de Interconexion bursatil).
Delegation of powers to the Board of Directors,
with the express power of substitution, including,
among others, the power to amend Article 5 of the By-Laws
7 Ratification of the appointment on an interim Management For For
basis and re-election of Mr. Manuel Lagares
Gomez-Abascal as director of the Company, with
the status of proprietary director
8 Authorization to the Board of Directors, with the Management For For
express power of substitution, to create and fund
associations, entities and foundations, up to a
maximum annual amount of 12 million Euros, in
accordance to the applicable legal provisions, for
which purpose the authorization granted by the
General Shareholders' Meeting of June 22, 2012
is hereby deprived of effect with regard to the unused amount
9.a Amendment of Article 6 of the By-Laws pursuant Management For For
to Section 497 of the Corporate Enterprises Act
(Ley de Sociedades de Capital)
9.B Amendment of Articles 39, 42 and 43 of the By- Management For For
Laws to include technical improvements in the
regulation of the operation of the Board of
Directors and its committees
10 Approval of a share capital decrease by means of Management For For
the redemption of 87,936,576 treasury shares of
Iberdrola, S.A. which represent 1.40 % of its
share capital and the acquisition of the
Company's own shares representing up to a
maximum of 1 % of the Company's share capital
under a buy- back program for redemption
thereof. Delegation of powers to the Board of
Directors, with the express power of substitution,
including, among others, the powers to amend
Article 5 of the By-Laws and request the
exclusion to listing and the cancellation of the
accounting records of the shares to be redeemed
11 Delegation of powers to formalize and execute all Management For For
resolutions adopted by the shareholders at the
general Shareholders' Meeting, for the
conversion thereof into a public instrument, and
the interpretation, correction and
supplementation thereof or further elaboration
thereon until the required registrations are made
12 Consultative vote of the Annual report regarding Management For For
the directors remunerations
IBERDROLA SA
SECURITY 450737101 MEETING TYPE Annual
TICKER SYMBOL IBDRY MEETING DATE 22-Mar-2013
ISIN US4507371015 AGENDA 933738025 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
2. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
3. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
4. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
5. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
6A. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
6B. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
7. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
8. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
9A. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
9B. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
10. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
11. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
12. PLEASE SEE THE ENCLOSED AGENDA FOR Management For For
INFORMATION ON THE ITEMS TO BE VOTED
ON FOR THE GENERAL SHAREHOLDERS' MEETING
SK TELECOM CO., LTD.
SECURITY 78440P108 MEETING TYPE Annual
TICKER SYMBOL SKM MEETING DATE 22-Mar-2013
ISIN US78440P1084 AGENDA 933740171 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. APPROVAL OF FINANCIAL STATEMENTS FOR Management For For
THE 29TH FISCAL YEAR (FROM JANUARY 1,
2012 TO DECEMBER 31, 2012) AS SET FORTH
IN ITEM 1 OF THE COMPANY'S AGENDA ENCLOSED HEREWITH.
2. APPROVAL OF AMENDMENTS TO THE Management For For
ARTICLES OF INCORPORATION AS SET
FORTH IN ITEM 2 OF THE COMPANY'S
AGENDA ENCLOSED HEREWITH.
3-1 ELECTION OF AN EXECUTIVE DIRECTOR: Management For For
CHO, DAESIK
3-2 ELECTION OF AN INDEPENDENT NON- Management For For
EXECUTIVE DIRECTOR: OH, DAESHICK
4. APPROVAL OF THE ELECTION OF A MEMBER Management For For
OF THE AUDIT COMMITTEE AS SET FORTH
IN ITEM 4 OF THE COMPANY'S AGENDA
ENCLOSED HEREWITH: OH, DAESHICK.
5. APPROVAL OF THE CEILING AMOUNT OF Management For For
THE REMUNERATION FOR DIRECTORS *
PROPOSED CEILING AMOUNT OF THE
REMUNERATION FOR DIRECTORS IS KRW 12 BILLION.
SNAM S.P.A., SAN DONATO MILANESE
SECURITY T8578L107 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 25-Mar-2013
ISIN IT0003153415 AGENDA 704293935 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 160559 DUE TO
RECEIPT OF SLATES FOR DIRECTOR AND
AUDITORS NAMES. ALL VOTES RECEIVED
ON THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE-. THANK YOU.
CMMT PLEASE NOTE IN THE EVENT THE MEETING Non-Voting
DOES NOT REACH QUORUM, THERE WILL
BE A SECOND CALL ON 26 MAR 2013 (AND A
THIRD CALL ON 27 MAR 2013 ONLY FOR
EGM). CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU.
CMMT PLEASE NOTE THAT THE ITALIAN Non-Voting
LANGUAGE AGENDA IS AVAILABLE BY
CLICKING ON THE URL LINK:
https://materials.proxyvote.com/Approved/99999
Z/19840101/NPS_154269.P-DF
E.1 Amendments of Articles 2, 5, 6 and 17 of the Management For For
Bylaws
E.2 Amendments of Articles 9 and 12 of the Bylaws Management For For
E.3 Amendments of Articles 13, 16, and 20 of the Management For For
Bylaws
O.1 Separate financial statements of Snam S.p.A. as Management For For
at 31 December 2012. Consolidated financial
statements as at 31 December 2012. Reports
from the Directors, the Board of Statutory
Auditors and the External Auditors. Related
resolutions
O.2 Allocation of the period profits and dividend Management For For
distribution
O.3 Compensation policy pursuant to Article 123-ter Management For For
of Legislative Decree No. 58 of 24 February 1998
O.4 Determination of the number of members of the Management For For
Board of Directors
O.5 Determination of the term of office of the Management For For
Directors
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE Non-Voting
2 SLATES TO BE ELECTED AS DIRECTORS,
THERE-IS ONLY 1 SLATE AVAILABLE TO BE
FILLED AT THE MEETING. THE STANDING
INSTRUCTI-ONS FOR THIS MEETING WILL BE
DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO-VOTE FOR ONLY 1 SLATE OF
THE 2 SLATES. THANK YOU.
O.6.1 Appointment of the Directors: List presented by Shareholder For Against
CDP RETI SRL representing 30% of company
stock capital: 1. Lorenzo Bini Smaghi 2. Calro
Malacarne 3.Roberta Melfa 4.Andrea Novelli 5.
Alberto Clo' (Independent) 6. Pia Saraceno (Independent)
O.6.2 Appointment of the Directors: List presented by Shareholder
Aletti Gestielle SGR S.p.A; Anima SGR S.p.A.;
APG Algemene Pensioen Groep NV; Arca SGR
S.p.A.; BNP Paribas Investment Partners SGR
S.p.A.; Ersel Asset Management SGR S.p.A;
Eurizon Capital SGR S.p.A.; Eurizon Capital SA;
Fideuram Investimenti SGR S.p.A; Fideuram
Gestions SA; Interfund Sicav; Mediolanum
Gestioni Fondi SGR S.p.A.; Mediolanum
International Funds Limited; Pioneer Asset
Management SA; Pioneer Investment
Management SGRp.A. representing 1.055% of
company stock capital: 1. Elisabetta Olivieri
(Independent) 2. Sabrina Bruno (Independent) 3.
Francesco Gori (Independent)
O.7 Appointment of the Chairman of the Board of Management For For
Directors
O.8 Determination of the remuneration of the Management For For
Directors
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE Non-Voting
2 SLATES TO BE ELECTED AS AUDITORS,
THERE-IS ONLY 1 SLATE AVAILABLE TO BE
FILLED AT THE MEETING. THE STANDING
INSTRUCTIONS FOR THIS MEETING WILL BE
DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 SLATE OF
THE 2 SLATES. THANK YOU.
O.9.1 PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder For Against
SHAREHOLDER PROPOSAL: Appointment of
the Statutory Auditors: List presented by CDP
RETI SRL representing 30% of company stock
capital: Effective Auditors 1. Leo Amato 2.
Stefania Chiaruttini Alternate Auditor 1. Maria Gimigliano
O.9.2 PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder Abstain Against
SHAREHOLDER PROPOSAL: Appointment of
the Statutory Auditors: List presented by Aletti
Gestielle SGR S.p.A; Anima SGR S.p.A.; APG
Algemene Pensioen Groep NV; Arca SGR
S.p.A.; BNP Paribas Investment Partners SGR
S.p.A.; Ersel Asset Management SGR S.p.A;
Eurizon Capital SGR S.p.A.; Eurizon Capital SA;
Fideuram Investimenti SGR S.p.A; Fideuram
Gestions SA; Interfund Sicav; Mediolanum
Gestioni Fondi SGR S.p.A.; Mediolanum
International Funds Limited; Pioneer Asset
Management SA; Pioneer Investment
Management SGRp.A. representing 1.055% of
company stock capital: Effective Auditors
1.Massimo Gatto Alternate Auditor 1. Luigi Rinaldi
O.10 Appointment of the Chairman of the Board of Management For For
Statutory Auditors
O.11 Determination of the remuneration of the Management For For
Chairman of the Board of Statutory Auditors and
of the effective auditors
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION IN RES. O.9.2. IF
YOU-HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
COMPANIA DE MINAS BUENAVENTURA S.A.
SECURITY 204448104 MEETING TYPE Annual
TICKER SYMBOL BVN MEETING DATE 26-Mar-2013
ISIN US2044481040 AGENDA 933742505 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE THE COMPANY'S ANNUAL Management For
REPORT AS OF DECEMBER, 31, 2012. A
PRELIMINARY SPANISH VERSION OF THE
ANNUAL REPORT WILL BE AVAILABLE ON
THE COMPANY'S WEB SITE AT
HTTP://WWW.BUENAVENTURA.COM/IR/.
2. TO APPROVE THE COMPANY'S FINANCIAL Management For
STATEMENTS AS OF DECEMBER, 31, 2012,
WHICH WERE PUBLICLY REPORTED IN THE
COMPANY'S EARNINGS RELEASE FOR THE
FOURTH QUARTER OF 2012 AND ARE
AVAILABLE ON THE COMPANY'S WEB SITE
AT HTTP://WWW.BUENAVENTURA.COM/IR/.
3. TO APPROVE THE PAYMENT OF A CASH Management For
DIVIDEND ACCORDING TO THE COMPANY'S DIVIDEND POLICY.
4. TO APPOINT ERNST AND YOUNG (MEDINA, Management For
ZALDIVAR, PAREDES Y ASOCIADOS) AS
INDEPENDENT AUDITORS FOR FISCAL YEAR 2013.
5. TO APPROVE THE MERGER OF COMPANIA Management For
DE EXPLORACIONES, DESARROLLO E
INVERSIONES MINERAS S.A.C. (A WHOLLY-
OWNED SUBSIDIARY OF THE COMPANY)
WITH AND INTO THE COMPANY, WITH THE
COMPANY AS THE SURVIVING ENTITY OF THE MERGER.
6. TO APPROVE THE MERGER OF Management For
INVERSIONES COLQUIJIRCA S.A. (A
WHOLLY-OWNED SUBSIDIARY OF THE
COMPANY) WITH AND INTO THE COMPANY,
WITH THE COMPANY AS THE SURVIVING
ENTITY OF THE MERGER.
COMPANIA DE MINAS BUENAVENTURA S.A.
SECURITY 204448104 MEETING TYPE Annual
TICKER SYMBOL BVN MEETING DATE 26-Mar-2013
ISIN US2044481040 AGENDA 933749371 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE THE COMPANY'S ANNUAL Management For
REPORT AS OF DECEMBER, 31, 2012. A
PRELIMINARY SPANISH VERSION OF THE
ANNUAL REPORT WILL BE AVAILABLE ON
THE COMPANY'S WEB SITE AT
HTTP://WWW.BUENAVENTURA.COM/IR/.
2. TO APPROVE THE COMPANY'S FINANCIAL Management For
STATEMENTS AS OF DECEMBER, 31, 2012,
WHICH WERE PUBLICLY REPORTED IN THE
COMPANY'S EARNINGS RELEASE FOR THE
FOURTH QUARTER OF 2012 AND ARE
AVAILABLE ON THE COMPANY'S WEB SITE
AT HTTP://WWW.BUENAVENTURA.COM/IR/.
3. TO APPROVE THE PAYMENT OF A CASH Management For
DIVIDEND ACCORDING TO THE COMPANY'S DIVIDEND POLICY.
4. TO APPOINT ERNST AND YOUNG (MEDINA, Management For
ZALDIVAR, PAREDES Y ASOCIADOS) AS
INDEPENDENT AUDITORS FOR FISCAL YEAR 2013.
5. TO APPROVE THE MERGER OF COMPANIA Management For
DE EXPLORACIONES, DESARROLLO E
INVERSIONES MINERAS S.A.C. (A WHOLLY-
OWNED SUBSIDIARY OF THE COMPANY)
WITH AND INTO THE COMPANY, WITH THE
COMPANY AS THE SURVIVING ENTITY OF THE MERGER.
6. TO APPROVE THE MERGER OF Management For
INVERSIONES COLQUIJIRCA S.A. (A
WHOLLY-OWNED SUBSIDIARY OF THE
COMPANY) WITH AND INTO THE COMPANY,
WITH THE COMPANY AS THE SURVIVING
ENTITY OF THE MERGER.
KOREA ELECTRIC POWER CORPORATION
SECURITY 500631106 MEETING TYPE Annual
TICKER SYMBOL KEP MEETING DATE 29-Mar-2013
ISIN US5006311063 AGENDA 933758279 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. APPROVAL OF FINANCIAL STATEMENTS FOR Management For
THE 52ND FISCAL YEAR
2. APPROVAL OF CEILING AMOUNT OF THE Management For
REMUNERATION FOR DIRECTORS
GRUPO TELEVISA, S.A.B.
SECURITY 40049J206 MEETING TYPE Special
TICKER SYMBOL TV MEETING DATE 02-Apr-2013
ISIN US40049J2069 AGENDA 933751085 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
L1 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE MEMBERS OF
THE BOARD OF DIRECTORS TO BE
APPOINTED AT THIS MEETING PURSUANT
TO ARTICLES TWENTY SIXTH, TWENTY
SEVENTH AND OTHER APPLICABLE
ARTICLES OF THE CORPORATE BY-LAWS.
L2 APPOINTMENT OF DELEGATES TO CARRY Management For
OUT AND FORMALIZE THE RESOLUTIONS
ADOPTED AT THIS MEETING.
D1 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE MEMBERS OF
THE BOARD OF DIRECTORS TO BE
APPOINTED AT THIS MEETING PURSUANT
TO ARTICLES TWENTY SIXTH, TWENTY
SEVENTH AND OTHER APPLICABLE
ARTICLES OF THE CORPORATE BY-LAWS.
D2 APPOINTMENT OF DELEGATES TO CARRY Management For
OUT AND FORMALIZE THE RESOLUTIONS
ADOPTED AT THIS MEETING.
AB1 PRESENTATION AND, IN ITS CASE, Management For
APPROVAL OF THE REPORTS REFERRED TO
IN ARTICLE 28, PARAGRAPH IV OF THE
SECURITIES MARKET LAW, INCLUDING THE
FINANCIAL STATEMENTS FOR THE YEAR
ENDED ON DECEMBER 31, 2012 AND
RESOLUTIONS REGARDING THE ACTIONS
TAKEN BY THE BOARD OF DIRECTORS, THE
COMMITTEES AND THE CHIEF EXECUTIVE
OFFICER OF THE COMPANY.
AB2 PRESENTATION OF THE REPORT Management For
REGARDING CERTAIN FISCAL OBLIGATIONS
OF THE COMPANY, PURSUANT TO THE
APPLICABLE LEGISLATION.
AB3 RESOLUTION REGARDING THE ALLOCATION Management For
OF FINAL RESULTS FOR THE YEAR ENDED
ON DECEMBER 31, 2012.
AB4 RESOLUTION REGARDING (I) THE AMOUNT Management For
THAT MAY BE ALLOCATED TO THE
REPURCHASE OF SHARES OF THE
COMPANY PURSUANT TO ARTICLE 56,
PARAGRAPH IV OF THE SECURITIES
MARKET LAW; (II) THE REPORT ON THE
POLICIES AND RESOLUTIONS ADOPTED BY
THE BOARD OF DIRECTORS OF THE
COMPANY, REGARDING THE ACQUISITION
AND SALE OF SUCH SHARES; AND (III) THE
REPORT ON THE LONG TERM RETENTION
PLAN OF THE COMPANY.
AB5 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE MEMBERS THAT
SHALL CONFORM THE BOARD OF
DIRECTORS, THE SECRETARY AND
OFFICERS OF THE COMPANY.
AB6 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE MEMBERS THAT
SHALL CONFORM THE EXECUTIVE COMMITTEE.
AB7 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE CHAIRMAN OF
THE AUDIT AND CORPORATE PRACTICES COMMITTEE.
AB8 COMPENSATION TO THE MEMBERS OF THE Management For
BOARD OF DIRECTORS, OF THE EXECUTIVE
COMMITTEE, OF THE AUDIT AND
CORPORATE PRACTICES COMMITTEE, AS
WELL AS TO THE SECRETARY.
AB9 APPOINTMENT OF DELEGATES WHO WILL Management For
CARRY OUT AND FORMALIZE THE
RESOLUTIONS ADOPTED AT THIS MEETING.
GRUPO TELEVISA, S.A.B.
SECURITY 40049J206 MEETING TYPE Special
TICKER SYMBOL TV MEETING DATE 02-Apr-2013
ISIN US40049J2069 AGENDA 933757570 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
L1 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE MEMBERS OF
THE BOARD OF DIRECTORS TO BE
APPOINTED AT THIS MEETING PURSUANT
TO ARTICLES TWENTY SIXTH, TWENTY
SEVENTH AND OTHER APPLICABLE
ARTICLES OF THE CORPORATE BY-LAWS.
L2 APPOINTMENT OF DELEGATES TO CARRY Management For
OUT AND FORMALIZE THE RESOLUTIONS
ADOPTED AT THIS MEETING.
D1 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE MEMBERS OF
THE BOARD OF DIRECTORS TO BE
APPOINTED AT THIS MEETING PURSUANT
TO ARTICLES TWENTY SIXTH, TWENTY
SEVENTH AND OTHER APPLICABLE
ARTICLES OF THE CORPORATE BY-LAWS.
D2 APPOINTMENT OF DELEGATES TO CARRY Management For
OUT AND FORMALIZE THE RESOLUTIONS
ADOPTED AT THIS MEETING.
AB1 PRESENTATION AND, IN ITS CASE, Management For
APPROVAL OF THE REPORTS REFERRED TO
IN ARTICLE 28, PARAGRAPH IV OF THE
SECURITIES MARKET LAW, INCLUDING THE
FINANCIAL STATEMENTS FOR THE YEAR
ENDED ON DECEMBER 31, 2012 AND
RESOLUTIONS REGARDING THE ACTIONS
TAKEN BY THE BOARD OF DIRECTORS, THE
COMMITTEES AND THE CHIEF EXECUTIVE
OFFICER OF THE COMPANY.
AB2 PRESENTATION OF THE REPORT Management For
REGARDING CERTAIN FISCAL OBLIGATIONS
OF THE COMPANY, PURSUANT TO THE
APPLICABLE LEGISLATION.
AB3 RESOLUTION REGARDING THE ALLOCATION Management For
OF FINAL RESULTS FOR THE YEAR ENDED
ON DECEMBER 31, 2012.
AB4 RESOLUTION REGARDING (I) THE AMOUNT Management For
THAT MAY BE ALLOCATED TO THE
REPURCHASE OF SHARES OF THE
COMPANY PURSUANT TO ARTICLE 56,
PARAGRAPH IV OF THE SECURITIES
MARKET LAW; (II) THE REPORT ON THE
POLICIES AND RESOLUTIONS ADOPTED BY
THE BOARD OF DIRECTORS OF THE
COMPANY, REGARDING THE ACQUISITION
AND SALE OF SUCH SHARES; AND (III) THE
REPORT ON THE LONG TERM RETENTION
PLAN OF THE COMPANY.
AB5 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE MEMBERS THAT
SHALL CONFORM THE BOARD OF
DIRECTORS, THE SECRETARY AND
OFFICERS OF THE COMPANY.
AB6 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE MEMBERS THAT
SHALL CONFORM THE EXECUTIVE COMMITTEE.
AB7 APPOINTMENT AND/OR RATIFICATION, AS Management For
THE CASE MAY BE, OF THE CHAIRMAN OF
THE AUDIT AND CORPORATE PRACTICES COMMITTEE.
AB8 COMPENSATION TO THE MEMBERS OF THE Management For
BOARD OF DIRECTORS, OF THE EXECUTIVE
COMMITTEE, OF THE AUDIT AND
CORPORATE PRACTICES COMMITTEE, AS
WELL AS TO THE SECRETARY.
AB9 APPOINTMENT OF DELEGATES WHO WILL Management For
CARRY OUT AND FORMALIZE THE
RESOLUTIONS ADOPTED AT THIS MEETING.
AES TIETE SA, SAO PAULO
SECURITY P4991B101 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 04-Apr-2013
ISIN BRGETIACNPR4 AGENDA 704316315 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
CMMT PLEASE NOTE THAT SHAREHOLDERS Non-Voting
SUBMITTING A VOTE TO ELECT A MEMBER
MUST-INCLUDE THE NAME OF THE
CANDIDATE TO BE ELECTED. IF
INSTRUCTIONS TO VOTE ON-THIS ITEM IS
RECEIVED WITHOUT A CANDIDATE'S NAME,
YOUR VOTE WILL BE PROCESSED-IN FAVOR
OR AGAINST OF THE DEFAULT COMPANY'S
CANDIDATE. THANK YOU.
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE-
NOT ALLOWED. ONLY VOTES IN FAVOR
AND/OR ABSTAIN OR AGAINST AND/ OR
ABSTAIN-ARE ALLOWED. THANK YOU.
CMMT PLEASE NOTE THAT THE PREFERRED Non-Voting
SHAREHOLDERS CAN VOTE ON ITEM IV ONLY. THANK-YOU.
I To take knowledge of the directors accounts, to Non-Voting
examine, discuss and approve-the company's
consolidated financial statements for the fiscal
year ended-December 31, 2012
II Discuss and approve the proposal of destination Non-Voting
of the results of fiscal year-ended on December,
2012 and the distribution of dividends
III To elect three members of the board of directors Non-Voting
IV To elect members of the fiscal council Management For For
ELETROPAULO METROPOLITANA ELETRICIDADE DE SAO PAUL
SECURITY P36476169 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 04-Apr-2013
ISIN BRELPLACNPR6 AGENDA 704316341 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE.
CMMT PLEASE NOTE THAT THE PREFERRED Non-Voting
SHAREHOLDERS CAN VOTE ON ITEM IV
ONLY. THANK YOU.
CMMT PLEASE NOTE THAT SHAREHOLDERS Non-Voting
SUBMITTING A VOTE TO ELECT A MEMBER
MUST INCLUDE-THE NAME OF THE
CANDIDATE TO BE ELECTED. IF
INSTRUCTIONS TO VOTE ON THIS ITEM-IS
RECEIVED WITHOUT A CANDIDATE'S NAME,
YOUR VOTE WILL BE PROCESSED IN
FAVOR-OR AGAINST OF THE DEFAULT
COMPANY'S CANDIDATE. THANK YOU.
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE
NOT ALLOWED. ONLY VOTES IN FAVOR
AND/OR ABSTAIN OR AGAINST AND/ OR
ABSTAIN ARE A-LLOWED. THANK YOU.
I To receive the administrators accounts, the Non-Voting
administrations report, the financ-ial statements
and the accounting statements regarding the
fiscal year ended o-n December 31, 2012
II Discuss and approve the proposal of destination Non-Voting
of the results of fiscal year-ended on December,
2012 and the distribution of dividends
III To elect one members of the board of director Non-Voting
IV To elect members of the fiscal council Management For For
SWISSCOM LTD.
SECURITY 871013108 MEETING TYPE Annual
TICKER SYMBOL SCMWY MEETING DATE 04-Apr-2013
ISIN US8710131082 AGENDA 933738190 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 APPROVAL OF THE ANNUAL REPORT, Management For For
FINANCIAL STATEMENTS OF SWISSCOM LTD
AND CONSOLIDATED FINANCIAL
STATEMENTS FOR FISCAL YEAR 2012
1.2 CONSULTATIVE VOTE ON THE 2012 Management For For
REMUNERATION REPORT
2. APPROPRIATION OF RETAINED EARNINGS Management For For
2012 AND DECLARATION OF DIVIDEND
3. DISCHARGE OF THE MEMBERS OF THE Management For For
BOARD OF DIRECTORS AND THE GROUP
EXECUTIVE BOARD
4.1 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
HANSUELI LOOSLI AS CHAIRMAN
4.2 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
MICHEL GOBET
4.3 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
DR TORSTEN G. KREINDL
4.4 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
RICHARD ROY
4.5 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
THEOPHIL SCHLATTER
5. RE-ELECTION OF THE STATUTORY Management For For
AUDITORS KPMG LTD, MURI NEAR BERN
ORASCOM TELECOM HOLDING, CAIRO
SECURITY 68554W205 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 07-Apr-2013
ISIN US68554W2052 AGENDA 704353349 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
O.1 Approve auditors' report on company financial Management No Action
statements
O.2 Accept financial statements Management No Action
O.3 Approve board report on company operations Management No Action
O.4 Approve discharge of directors Management No Action
O.5 Approve allocation of income and dividends Management No Action
O.6 Approve remuneration and attendance fees of Management No Action
directors for 2013
O.7 Approve charitable donations for 2013 Management No Action
O.8 Ratify auditors and fix their remuneration Management No Action
E.1 Authorize the continuity of the company's activity Management No Action
inspite of the losses exceeding 50 percent of the capital
OTTER TAIL CORPORATION
SECURITY 689648103 MEETING TYPE Annual
TICKER SYMBOL OTTR MEETING DATE 08-Apr-2013
ISIN US6896481032 AGENDA 933736108 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 KATHRYN O. JOHNSON For For
2 MARK W. OLSON For For
3 GARY J. SPIES For For
2. THE RATIFICATION OF DELOITTE & TOUCHE Management For For
LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
SVENSKA CELLULOSA AKTIEBOLAGET SCA
SECURITY W21376137 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 10-Apr-2013
ISIN SE0000171886 AGENDA 704310274 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID VOTE OPTION. THANK YOU
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR-
YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO BE
REJECTED-. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
1 Opening of the meeting and election of chairman Non-Voting
of the meeting: The nomination-committee
proposes Sven Unger, attorney at law, as
chairman of the annual gen-eral meeting
2 Preparation and approval of the voting list Non-Voting
3 Election of two persons to check the minutes Non-Voting
4 Determination of whether the meeting has been Non-Voting
duly convened
5 Approval of the agenda Non-Voting
6 Presentation of the annual report and the Non-Voting
auditor's report and the consolidate-d financial
statements and the auditor's report on the
consolidated financial-statements
7 Speeches by the chairman of the board of Non-Voting
directors and the president
8.A Resolutions on: adoption of the income statement Management No Action
and balance sheet, and of the consolidated
income statement and the consolidated balance sheet
8.B Resolutions on: The board of directors proposes Management No Action
a dividend of SEK 4.50 per share and that the
record date for the dividend be Monday, 15 April
2013. Payment through Euroclear Sweden AB is
estimated to be made on Thursday, 18 April 2013
8.C Resolutions on: discharge from personal liability Management No Action
of the directors and the president
9 Resolution on the number of directors and deputy Management No Action
directors: the number of directors shall be nine
with no deputy directors
10 Resolution on the number of auditors and deputy Management No Action
auditors: the number of auditors shall be one with
no deputy auditor
11 Resolution on the remuneration to be paid to the Management No Action
board of directors and the auditors: The
remuneration to each director elected by the
meeting and who is not employed by the
company shall be SEK 550,000 and the chairman
of the board of directors is to receive SEK
1,650,000. Members of the remuneration
committee are each to receive an additional
remuneration of SEK 105,000, while the
chairman of the remuneration committee is to
receive an additional remuneration of SEK
135,000. Members of the audit committee are
each to receive an additional remuneration of
SEK 130,000. The chairman of the audit
committee is to receive an additional
remuneration of SEK 175,000. Remuneration to
the auditor is to be paid according to approved invoice
12 Election of directors, deputy directors and Management No Action
chairman of the board of directors: re-election of
the directors Par Boman, Rolf Borjesson, Jan
Johansson, Leif Johansson, Louise Julian,
Sverker Martin-Lof, Bert Nordberg, Anders Nyren
and Barbara Milian Thoralfsson, whereby Sverker
Martin-Lof is proposed to be elected as chairman
of the board of directors
13 Election of auditors and deputy auditors: re- Management No Action
election of the registered accounting firm
PricewaterhouseCoopers AB, for the period until
the end of the annual general meeting 2014
14 Resolution on guidelines for remuneration for the Management No Action
senior management
15 PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Resolution
regarding proposal from a shareholder to amend
the articles of association: The shareholder Carl
Axel Bruno proposes the section regarding the
board of directors in the articles of association to
be added with the following wording. "At least
one fourth of the directors on the board of
directors shall be men and at least one fourth of
the directors shall be women. The least number
of proposed men and the least number of
proposed women shall be increased to the next
higher whole number"
16 Closing of the meeting Non-Voting
BP P.L.C.
SECURITY 055622104 MEETING TYPE Annual
TICKER SYMBOL BP MEETING DATE 11-Apr-2013
ISIN US0556221044 AGENDA 933747923 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO RECEIVE THE DIRECTORS' ANNUAL Management For For
REPORT AND ACCOUNTS.
2. TO APPROVE THE DIRECTORS' Management For For
REMUNERATION REPORT.
3. TO RE-ELECT MR. R W DUDLEY AS A Management For For
DIRECTOR.
4. TO RE-ELECT MR. I C CONN AS A DIRECTOR. Management For For
5. TO RE-ELECT DR. B GILVARY AS A Management For For
DIRECTOR.
6. TO RE-ELECT MR. P M ANDERSON AS A Management For For
DIRECTOR.
7. TO RE-ELECT ADMIRAL F L BOWMAN AS A Management For For
DIRECTOR.
8. TO RE-ELECT MR. A BURGMANS AS A Management For For
DIRECTOR.
9. TO RE-ELECT MRS. C B CARROLL AS A Management For For
DIRECTOR.
10. TO RE-ELECT MR. G DAVID AS A DIRECTOR. Management For For
11. TO RE-ELECT MR. I E L DAVIS AS A Management For For
DIRECTOR.
12. TO RE-ELECT PROFESSOR DAME ANN Management For For
DOWLING AS A DIRECTOR.
13. TO RE-ELECT MR. B R NELSON AS A Management For For
DIRECTOR.
14. TO RE-ELECT MR. F P NHLEKO AS A Management For For
DIRECTOR.
15. TO RE-ELECT MR. A B SHILSTON AS A Management For For
DIRECTOR.
16. TO RE-ELECT MR. C-H SVANBERG AS A Management For For
DIRECTOR.
17. TO REAPPOINT ERNST & YOUNG LLP AS Management For For
AUDITORS AND AUTHORIZE THE BOARD TO
FIX THEIR REMUNERATION.
S18 SPECIAL RESOLUTION: TO GIVE LIMITED Management For For
AUTHORITY FOR THE PURCHASE OF ITS
OWN SHARES BY THE COMPANY.
19. TO GIVE LIMITED AUTHORITY TO ALLOT Management For For
SHARES UP TO A SPECIFIED AMOUNT.
S20 SPECIAL RESOLUTION: TO GIVE AUTHORITY Management Against Against
TO ALLOT A LIMITED NUMBER OF SHARES
FOR CASH FREE OF PRE-EMPTION RIGHTS.
S21 SPECIAL RESOLUTION: TO AUTHORIZE THE Management For For
CALLING OF GENERAL MEETINGS
(EXCLUDING ANNUAL GENERAL MEETINGS)
BY NOTICE OF AT LEAST 14 CLEAR DAYS.
TIM PARTICIPACOES SA
SECURITY 88706P205 MEETING TYPE Annual
TICKER SYMBOL TSU MEETING DATE 11-Apr-2013
ISIN US88706P2056 AGENDA 933756162 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
A1 TO RESOLVE ON THE MANAGEMENT'S Management For For
REPORT AND THE FINANCIAL STATEMENTS
OF THE COMPANY, DATED AS OF
DECEMBER 31ST, 2012
A2 TO RESOLVE ON THE PROPOSED Management For For
COMPANY'S CAPITAL BUDGET
A3 TO RESOLVE ON THE MANAGEMENT'S Management For For
PROPOSAL FOR THE ALLOCATION OF THE
RESULTS RELATED TO THE FISCAL YEAR OF
2012 AND DISTRIBUTION OF DIVIDENDS BY THE COMPANY
A4 TO RESOLVE ON THE COMPOSITION OF THE Management For For
COMPANY'S BOARD OF DIRECTORS AND TO
ELECT ITS REGULAR MEMBERS
A5 TO RESOLVE ON THE COMPOSITION OF THE Management For For
STATUTORY AUDIT COMMITTEE OF THE
COMPANY AND TO ELECT ITS REGULAR AND
ALTERNATE MEMBERS
A6 TO RESOLVE ON THE PROPOSED Management For For
COMPENSATION FOR THE COMPANY'S
ADMINISTRATORS AND THE MEMBERS OF
THE STATUTORY AUDIT COMMITTEE OF THE
COMPANY, FOR THE YEAR OF 2013
B1 TO RESOLVE ON THE PROPOSED Management For For
EXTENSION OF THE COOPERATION AND
SUPPORT AGREEMENT, TO BE ENTERED
INTO TELECOM ITALIA S.P.A., ON ONE SIDE,
AND TIM CELULAR S.A. AND INTELIG
TELECOMUNICAOES LTDA., ON THE OTHER,
WITH THE COMPANY AS INTERVENING PARTY
B2 TO RESOLVE ON THE AMENDMENT OF THE Management For For
INTERNAL REGULATIONS OF THE
STATUTORY AUDIT COMMITTEE
TIM PARTICIPACOES SA
SECURITY 88706P205 MEETING TYPE Annual
TICKER SYMBOL TSU MEETING DATE 11-Apr-2013
ISIN US88706P2056 AGENDA 933762292 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
A1 TO RESOLVE ON THE MANAGEMENT'S Management For For
REPORT AND THE FINANCIAL STATEMENTS
OF THE COMPANY, DATED AS OF DECEMBER 31ST, 2012
A2 TO RESOLVE ON THE PROPOSED Management For For
COMPANY'S CAPITAL BUDGET
A3 TO RESOLVE ON THE MANAGEMENT'S Management For For
PROPOSAL FOR THE ALLOCATION OF THE
RESULTS RELATED TO THE FISCAL YEAR OF
2012 AND DISTRIBUTION OF DIVIDENDS BY THE COMPANY
A4 TO RESOLVE ON THE COMPOSITION OF THE Management For For
COMPANY'S BOARD OF DIRECTORS AND TO
ELECT ITS REGULAR MEMBERS
A5 TO RESOLVE ON THE COMPOSITION OF THE Management For For
STATUTORY AUDIT COMMITTEE OF THE
COMPANY AND TO ELECT ITS REGULAR AND ALTERNATE MEMBERS
A6 TO RESOLVE ON THE PROPOSED Management For For
COMPENSATION FOR THE COMPANY'S
ADMINISTRATORS AND THE MEMBERS OF
THE STATUTORY AUDIT COMMITTEE OF THE
COMPANY, FOR THE YEAR OF 2013
B1 TO RESOLVE ON THE PROPOSED Management For For
EXTENSION OF THE COOPERATION AND
SUPPORT AGREEMENT, TO BE ENTERED
INTO TELECOM ITALIA S.P.A., ON ONE SIDE,
AND TIM CELULAR S.A. AND INTELIG
TELECOMUNICOES LTDA., ON THE OTHER,
WITH THE COMPANY AS INTERVENING PARTY
B2 TO RESOLVE ON THE AMENDMENT OF THE Management For For
INTERNAL REGULATIONS OF THE
STATUTORY AUDIT COMMITTEE
BP P.L.C.
SECURITY 055622104 MEETING TYPE Annual
TICKER SYMBOL BP MEETING DATE 11-Apr-2013
ISIN US0556221044 AGENDA 933773954 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO RECEIVE THE DIRECTORS' ANNUAL Management For For
REPORT AND ACCOUNTS.
2. TO APPROVE THE DIRECTORS' Management For For
REMUNERATION REPORT.
3. TO RE-ELECT MR. R W DUDLEY AS A Management For For
DIRECTOR.
4. TO RE-ELECT MR. I C CONN AS A DIRECTOR. Management For For
5. TO RE-ELECT DR. B GILVARY AS A Management For For
DIRECTOR.
6. TO RE-ELECT MR. P M ANDERSON AS A Management For For
DIRECTOR.
7. TO RE-ELECT ADMIRAL F L BOWMAN AS A Management For For
DIRECTOR.
8. TO RE-ELECT MR. A BURGMANS AS A Management For For
DIRECTOR.
9. TO RE-ELECT MRS. C B CARROLL AS A Management For For
DIRECTOR.
10. TO RE-ELECT MR. G DAVID AS A DIRECTOR. Management For For
11. TO RE-ELECT MR. I E L DAVIS AS A Management For For
DIRECTOR.
12. TO RE-ELECT PROFESSOR DAME ANN Management For For
DOWLING AS A DIRECTOR.
13. TO RE-ELECT MR. B R NELSON AS A Management For For
DIRECTOR.
14. TO RE-ELECT MR. F P NHLEKO AS A Management For For
DIRECTOR.
15. TO RE-ELECT MR. A B SHILSTON AS A Management For For
DIRECTOR.
16. TO RE-ELECT MR. C-H SVANBERG AS A Management For For
DIRECTOR.
17. TO REAPPOINT ERNST & YOUNG LLP AS Management For For
AUDITORS AND AUTHORIZE THE BOARD TO
FIX THEIR REMUNERATION.
S18 SPECIAL RESOLUTION: TO GIVE LIMITED Management For For
AUTHORITY FOR THE PURCHASE OF ITS
OWN SHARES BY THE COMPANY.
19. TO GIVE LIMITED AUTHORITY TO ALLOT Management For For
SHARES UP TO A SPECIFIED AMOUNT.
S20 SPECIAL RESOLUTION: TO GIVE AUTHORITY Management Against Against
TO ALLOT A LIMITED NUMBER OF SHARES
FOR CASH FREE OF PRE-EMPTION RIGHTS.
S21 SPECIAL RESOLUTION: TO AUTHORIZE THE Management For For
CALLING OF GENERAL MEETINGS
(EXCLUDING ANNUAL GENERAL MEETINGS)
BY NOTICE OF AT LEAST 14 CLEAR DAYS.
PUBLIC SERVICE ENTERPRISE GROUP INC.
SECURITY 744573106 MEETING TYPE Annual
TICKER SYMBOL PEG MEETING DATE 16-Apr-2013
ISIN US7445731067 AGENDA 933740195 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ALBERT R. Management For For
GAMPER, JR.
1B. ELECTION OF DIRECTOR: WILLIAM V. Management For For
HICKEY
1C. ELECTION OF DIRECTOR: RALPH IZZO Management For For
1D. ELECTION OF DIRECTOR: SHIRLEY ANN Management For For
JACKSON
1E. ELECTION OF DIRECTOR: DAVID LILLEY Management For For
1F. ELECTION OF DIRECTOR: THOMAS A. RENYI Management For For
1G. ELECTION OF DIRECTOR: HAK CHEOL SHIN Management For For
1H. ELECTION OF DIRECTOR: RICHARD J. SWIFT Management For For
1I. ELECTION OF DIRECTOR: SUSAN TOMASKY Management For For
1J. ELECTION OF DIRECTOR: ALFRED W. Management For For
ZOLLAR
2. ADVISORY VOTE ON THE APPROVAL OF Management Abstain Against
EXECUTIVE COMPENSATION.
3. APPROVAL OF AMENDMENT AND Management For For
RESTATEMENT OF 2004 LONG-TERM INCENTIVE PLAN.
4. APPROVAL OF AMENDMENT AND Management For For
RESTATEMENT OF EMPLOYEE STOCK PURCHASE PLAN.
5. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS INDEPENDENT
AUDITOR FOR THE YEAR 2013.
6. STOCKHOLDER PROPOSAL ON SIMPLE Shareholder Against For
MAJORITY VOTE REQUIREMENT.
ITC HOLDINGS CORP.
SECURITY 465685105 MEETING TYPE Special
TICKER SYMBOL ITC MEETING DATE 16-Apr-2013
ISIN US4656851056 AGENDA 933741779 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE THE MERGER AGREEMENT, Management For For
DATED AS OF DECEMBER 4, 2011, AS
AMENDED BY AMENDMENT NO. 1, DATED
SEPTEMBER 21, 2012, AND BY AMENDMENT
NO. 2, DATED JANUARY 28, 2013 (AS THE
SAME MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, THE
"MERGER AGREEMENT"), AMONG ENTERGY
CORPORATION, MID SOUTH TRANSCO LLC,
ITC HOLDINGS CORP. AND ITC MIDSOUTH LLC.
2. TO AMEND THE AMENDED AND RESTATED Management For For
ARTICLES OF INCORPORATION OF ITC
HOLDINGS CORP. TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF ITC
HOLDINGS CORP. COMMON STOCK FROM
100,000,000 TO 300,000,000.
3. TO APPROVE THE ISSUANCE OF ITC Management For For
HOLDINGS CORP. COMMON STOCK
PURSUANT TO THE MERGER AGREEMENT,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
4. TO APPROVE, BY NON-BINDING ADVISORY Management Abstain Against
VOTE, CERTAIN COMPENSATION
ARRANGEMENTS FOR ITC HOLDINGS
CORP.'S NAMED EXECUTIVE OFFICERS IN
CONNECTION WITH THE MERGER
CONTEMPLATED BY THE MERGER AGREEMENT.
5. TO ADJOURN THE SPECIAL MEETING IF Management For For
NECESSARY OR APPROPRIATE TO PERMIT
FURTHER SOLICITATION OF PROXIES IF
THERE ARE NOT SUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO
APPROVE PROPOSALS (1), (2) AND (3).
CORNING NATURAL GAS CORPORATION
SECURITY 219381100 MEETING TYPE Annual
TICKER SYMBOL CNIG MEETING DATE 16-Apr-2013
ISIN US2193811005 AGENDA 933773637 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 HENRY B. COOK, JR. For For
2 MICHAEL I. GERMAN For For
3 TED W. GIBSON For For
4 JOSEPH P. MIRABITO For For
5 WILLIAM MIRABITO For For
6 GEORGE J. WELCH For For
7 JOHN B. WILLIAMSON III For For
2. NON-BINDING ADVISORY VOTE TO APPROVE Management For For
THE COMPANY'S EXECUTIVE COMPENSATION.
3. NON-BINDING ADVISORY VOTE ON THE Management Abstain Against
FREQUENCY WITH WHICH WE HOLD
FUTURE ADVISORY VOTES ON THE
COMPANY'S EXECUTIVE COMPENSATION.
4. TO RATIFY THE APPOINTMENT OF EFP Management For For
ROTENBERG, LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE QUARTERS ENDING MARCH 31
AND JUNE 30, 2013, AND AT THE
DISCRETION OF THE AUDIT COMMITTEE OF
THE BOARD OF DIRECTORS, FOR THE
FISCAL YEAR ENDING SEPTEMBER 30, 2013.
BELGACOM SA DE DROIT PUBLIC, BRUXELLES
SECURITY B10414116 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 17-Apr-2013
ISIN BE0003810273 AGENDA 704330531 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) MAY
BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
1 Examination of the annual reports of the Board of Non-Voting
Directors of Belgacom SA und-er public law with
regard to the annual accounts and the
consolidated annual a-ccounts at 31 December 2012
2 Examination of the reports of the Board of Non-Voting
Auditors of Belgacom SA under publi-c law with
regard to the annual accounts and of the
Independent Auditors with-regard to the
consolidated annual accounts at 31 December 2012
3 Examination of the information provided by the Non-Voting
Joint Committee
4 Examination of the consolidated annual accounts Non-Voting
at 31 December 2012
5 Ratification of the decisions of the Board of Management No Action
Directors dated 25 October 2012 and 28
February 2013 to recognize for the future, but
suspend the dividend rights that were cancelled
up to then, for the total amount of shares needed
to cover the long-term incentive plans for
employees, tranches 2012 and 2013
6 approval of the annual accounts with regard to Management No Action
the financial year closed on 31 December 2012,
including the following allocation of the results as
specified, For 2012, the gross dividend amounts
to EUR 2.49 per share, entitling shareholders to a
dividend net of withholding tax of EUR 1.8675 per
share, of which an interim dividend of EUR 0.81
(EUR 0.6075 per share net of withholding tax)
was already paid out on 14 December 2012; this
means that a gross dividend of EUR 1.68 per
share (EUR 1.26 per share net of withholding tax)
will be paid on 26 April 2013. The ex-dividend
date is fixed on 23 April 2013, the record date is
25 April 2013
7 Approval of the remuneration report Management No Action
8 Granting of a discharge to the members of the Management No Action
Board of Directors for the exercise of their
mandate during the financial year closed on 31 December 2012
9 Granting of a discharge to the members of the Management No Action
Board of Auditors for the exercise of their
mandate during the financial year closed on 31 December 2012
10 Granting of a discharge to the Independent Management No Action
Auditors Deloitte Statutory Auditors SC sfd
SCRL, represented by Mr. Geert Verstraeten and
Mr. Luc Van Coppenolle, for the exercise of their
mandate during the financial year closed on 31 December 2012
11 To appoint, on nomination by the Board of Management No Action
Directors after recommendation of the
Nomination and Remuneration Committee, Mr.
Guido J.M. Demuynck as Board Member for a
period which will expire at the annual general
meeting of 2019
12 To appoint, on nomination by the Board of Management No Action
Directors after recommendation of the
Nomination and Remuneration Committee, Mrs.
Carine Doutrelepont as Board Member for a
period which will expire at the annual general
meeting of 2016
13 To appoint, on nomination by the Board of Management No Action
Directors after recommendation of the
Nomination and Remuneration Committee, Mr.
Oren G. Shaffer as Board Member for a period
which will expire at the annual general meeting of 2014
14 To set the remuneration for the mandate of Mr. Management No Action
Guido J.M. Demuynck, Mrs. Carine Doutrelepont
and Mr. Oren G. Shaffer as follows: Fixed annual
remuneration of EUR 25,000; Attendance fee of
EUR 5,000 per Board meeting attended;
Attendance fee of EUR 2,500 per Board advisory
committee meeting attended; EUR 2,000 per
year to cover communication costs
15 To appoint Deloitte Bedrijfsrevisoren/Reviseurs Management No Action
d'Entreprises SC sfd SCRL, represented by Mr.
Geert Verstraeten and Mr. Nico Houthaeve, for a
period of three years for an annual audit fee of
298,061 EUR (to be indexed annually)
16 Miscellaneous Non-Voting
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION IN TEXT OF
RESOLUTION-15. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FO-RM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
RED ELECTRICA CORPORACION, SA, ALCOBANDAS
SECURITY E42807102 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 18-Apr-2013
ISIN ES0173093115 AGENDA 704345215 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 Examination and approval, as the case may be, Management For For
of the financial statements (balance sheet,
income statement, statement of changes in total
equity, statement of recognized income and
expense, cash flow statement, and notes to
financial statements) and the directors' report of
Red Electrica Corporacion, S.A. for the year
ended December 31, 2012
2 Examination and approval, as the case may be, Management For For
of the consolidated financial statements
(consolidated balance sheet, consolidated
income statement, consolidated overall income
statement, consolidated statement of changes in
equity, consolidated cash flow statement, and
notes to the consolidated financial statements)
and the consolidated directors' report of the
consolidated group of Red Electrica Corporacion,
S.A. for the year ended December 31, 2012
3 Examination and approval, as the case may be, Management For For
of the proposed distribution of income of Red
Electrica Corporacion, S.A. for the year ended
December 31, 2012
4 Examination and approval, as the case may be, Management For For
of the conduct of management by the board of
directors of Red Electrica Corporacion, S.A. in 2012
5 Examination and approval, as the case may be, Management For For
effective as of January 1, 2013, of the updated
balance sheet of Red Electrica Corporacion,
S.A., in accordance with law 16/2012, of 27 December
6.1 Re-appointment of Ms Maria de los Angeles Management For For
Amador Millan as a Company Director
6.2 Ratification and appointment of Ms Maria Jose Management For For
Garcia Beato as a Company Director
7.1 Adaptation to the latest legislative reforms of Law Management For For
54/1997, of November 27, on the Electricity
Industry and other related regulations:
Amendment of Articles 2 ("Corporate Purpose"),
5 ("Capital Stock") and Sole Additional Provision
("Special Regime for the State Industrial Holding
Company") of the Corporate Bylaws
7.2 Introduction of counterweights should the Management For For
Chairman of the Board also be the chief
executive of the Company and other measures
permitting the separation of both posts:
Amendment of Articles 21 ("Functioning of the
Board of Directors"), 22 ("Board Committees and
delegation of powers"), 25 ("Chairman of the
Company") and addition of a new Article 25 bis
("Lead Independent Director") of the Corporate Bylaws
7.3 Adaptation of the rules on Board Committees to Management For For
the main practices and international
recommendations for good corporate governance
and to the current composition of such
Committees: Amendment of Articles 23 ("Audit
Committee") and 24 ("Corporate Responsibility
and Governance Committee") of the Corporate Bylaws
8 Appointment of an auditor for the parent Management For For
company and the consolidated group: KPMG Auditores, S.L.
9.1 Authorizations granted to the Board of Directors Management For For
for the derivative acquisition of treasury stock:
Authorization for the derivative acquisition of
treasury stock by the Company or by companies
of the Red Electrica Group, and for the direct
award of treasury stock to employees and
Executive Directors of the Company and of the
companies of the Red Electrica Group, as Compensation
9.2 Authorizations granted to the Board of Directors Management For For
for the derivative acquisition of treasury stock:
Approval of a Compensation Plan for members of
Management and the Executive Directors of the
Company and of the companies of the Red Electrica Group
9.3 Authorizations granted to the Board of Directors Management For For
for the derivative acquisition of treasury stock:
Revocation of previous authorizations
10.1 Approval of the Annual Report on Directors' Management For For
Compensation at Red Electrica Corporacion, S.A
10.2 Approval of the compensation of the Board of Management For For
Directors of Red Electrica Corporacion, S.A., for 2012
10.3 Approval of the compensation of the Board of Management For For
Directors of Red Electrica Corporacion, S.A., for 2013
11 Delegation of authority to fully implement the Management For For
resolutions adopted at the shareholders' meeting
TEXAS INSTRUMENTS INCORPORATED
SECURITY 882508104 MEETING TYPE Annual
TICKER SYMBOL TXN MEETING DATE 18-Apr-2013
ISIN US8825081040 AGENDA 933737693 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: R.W. BABB, JR. Management For For
1B. ELECTION OF DIRECTOR: M.A. BLINN Management For For
1C. ELECTION OF DIRECTOR: D.A. CARP Management For For
1D. ELECTION OF DIRECTOR: C.S. COX Management For For
1E. ELECTION OF DIRECTOR: P.H. PATSLEY Management For For
1F. ELECTION OF DIRECTOR: R.E. SANCHEZ Management For For
1G. ELECTION OF DIRECTOR: W.R. SANDERS Management For For
1H. ELECTION OF DIRECTOR: R.J. SIMMONS Management For For
1I. ELECTION OF DIRECTOR: R.K. TEMPLETON Management For For
1J. ELECTION OF DIRECTOR: C.T. WHITMAN Management For For
2. BOARD PROPOSAL REGARDING ADVISORY Management Abstain Against
APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION.
3. BOARD PROPOSAL TO RATIFY THE Management For For
APPOINTMENT OF ERNST & YOUNG LLP AS
THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
THE AES CORPORATION
SECURITY 00130H105 MEETING TYPE Annual
TICKER SYMBOL AES MEETING DATE 18-Apr-2013
ISIN US00130H1059 AGENDA 933740462 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A ELECTION OF DIRECTOR: ANDRES GLUSKI Management For For
1B ELECTION OF DIRECTOR: ZHANG GUO BAO Management For For
1C ELECTION OF DIRECTOR: KRISTINA M. Management For For
JOHNSON
1D ELECTION OF DIRECTOR: TARUN KHANNA Management For For
1E ELECTION OF DIRECTOR: JOHN A. Management For For
KOSKINEN
1F ELECTION OF DIRECTOR: PHILIP LADER Management For For
1G ELECTION OF DIRECTOR: SANDRA O. Management For For
MOOSE
1H ELECTION OF DIRECTOR: JOHN B. MORSE, JR. Management For For
1I ELECTION OF DIRECTOR: MOISES NAIM Management For For
1J ELECTION OF DIRECTOR: CHARLES O. Management For For
ROSSOTTI
1K ELECTION OF DIRECTOR: SVEN Management For For
SANDSTROM
2 TO RATIFY APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF
THE COMPANY FOR YEAR 2013.
3 TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
COMPANY'S EXECUTIVE COMPENSATION.
UNITIL CORPORATION
SECURITY 913259107 MEETING TYPE Annual
TICKER SYMBOL UTL MEETING DATE 18-Apr-2013
ISIN US9132591077 AGENDA 933744585 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 LISA CRUTCHFIELD For For
2 EDWARD F. GODFREY For For
3 EBEN S. MOULTON For For
4 DAVID A. WHITELEY For For
2. TO RATIFY THE SELECTION OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM, MCGLADREY LLP, FOR FISCAL YEAR 2013
PORTUGAL TELECOM SGPS SA, LISBOA
SECURITY X6769Q104 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 19-Apr-2013
ISIN PTPTC0AM0009 AGENDA 704363213 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT VOTING IN Non-Voting
PORTUGUESE MEETINGS REQUIRES THE
DISCLOSURE OF-BENEFICIAL OWNER
INFORMATION, THROUGH DECLARATIONS
OF PARTICIPATION AND-VOTING.
BROADRIDGE WILL DISCLOSE THE
BENEFICIAL OWNER INFORMATION FOR
YOUR-VOTED ACCOUNTS. ADDITIONALLY,
PORTUGUESE LAW DOES NOT PERMIT
BENEFICIAL-OWNERS TO VOTE
INCONSISTENTLY ACROSS THEIR
HOLDINGS. OPPOSING VOTES MAY BE-
REJECTED SUMMARILY BY THE COMPANY
HOLDING THIS BALLOT. PLEASE CONTACT
YOUR-CLIENT SERVICE REPRESENTATIVE
FOR FURTHER DETAILS.
CMMT PLEASE NOTE IN THE EVENT THE MEETING Non-Voting
DOES NOT REACH QUORUM, THERE WILL
BE A-SECOND CALL ON 06 MAY 2013.
CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL-REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU.
1 To resolve on the management report, balance Management No Action
sheet and accounts for the year 2012
2 To resolve on the consolidated management Management No Action
report, balance sheet and accounts for the year 2012
3 To resolve on the proposal for application of Management No Action
profits and distribution of reserves
4 To resolve on a general appraisal of the Management No Action
Company's management and supervision
5 To resolve on the ratification of the co-option of Management No Action
the Director Fernando Magalhaes Portella
6 To resolve on the election of a new member of Management No Action
the Compensation Committee to complete the
current term of office
7 To resolve on the acquisition and disposal of own Management No Action
shares
8 To resolve, pursuant to article 8, number 4, of the Management No Action
Articles of Association, on the parameters
applicable in the event of any issuance of bonds
convertible into shares that may be resolved
upon by the Board of Directors
9 To resolve on the suppression of the pre-emptive Management No Action
right of the Shareholders in the subscription of
any issuance of convertible bonds as referred to
under item 8 hereof, as may be resolved upon by
the Board of Directors
10 To resolve on the issuance of bonds and other Management No Action
securities, of whatever nature, by the Board of
Directors, and notably on the fixing of the value of
such securities, in accordance with article 8,
number 3 and article 15, number 1, paragraph e),
of the Articles of Association
11 To resolve on the acquisition and disposal of own Management No Action
bonds and other own securities
12 To resolve on the statement of the Compensation Management No Action
Committee on the remuneration policy for the
members of the management and supervisory
bodies of the Company
SOUTH JERSEY INDUSTRIES, INC.
SECURITY 838518108 MEETING TYPE Annual
TICKER SYMBOL SJI MEETING DATE 19-Apr-2013
ISIN US8385181081 AGENDA 933748850 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A ELECTION OF DIRECTOR: SARAH M. Management For For
BARPOULIS
1B ELECTION OF DIRECTOR: THOMAS A. Management For For
BRACKEN
1C ELECTION OF DIRECTOR: KEITH S. Management For For
CAMPBELL
1D ELECTION OF DIRECTOR: SHEILA Management For For
HARTNETT-DEVLIN
1E ELECTION OF DIRECTOR: VICTOR A. Management For For
FORTKIEWICZ
1F ELECTION OF DIRECTOR: EDWARD J. Management For For
GRAHAM
1G ELECTION OF DIRECTOR: WALTER M. Management For For
HIGGINS III
1H ELECTION OF DIRECTOR: SUNITA HOLZER Management For For
1I ELECTION OF DIRECTOR: JOSEPH H. Management For For
PETROWSKI
1J ELECTION OF DIRECTOR: FRANK L. SIMS Management For For
2 TO APPROVE THE NONBINDING ADVISORY Management Abstain Against
VOTE ON EXECUTIVE COMPENSATION.
3 TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
PORTUGAL TELECOM, SGPS, S.A.
SECURITY 737273102 MEETING TYPE Annual
TICKER SYMBOL PT MEETING DATE 19-Apr-2013
ISIN US7372731023 AGENDA 933766151 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO RESOLVE ON THE MANAGEMENT Management For
REPORT, BALANCE SHEET AND ACCOUNTS
FOR THE YEAR 2012.
2. TO RESOLVE ON THE CONSOLIDATED Management For
MANAGEMENT REPORT, BALANCE SHEET
AND ACCOUNTS FOR THE YEAR 2012.
3. TO RESOLVE ON THE PROPOSAL FOR Management For
APPLICATION OF PROFITS AND
DISTRIBUTION OF RESERVES.
4. TO RESOLVE ON A GENERAL APPRAISAL OF Management For
THE COMPANY'S MANAGEMENT AND SUPERVISION.
5. TO RESOLVE ON THE RATIFICATION OF THE Management For
CO-OPTION OF THE DIRECTOR FERNANDO
MAGALHAES PORTELLA.
6. TO RESOLVE ON THE ELECTION OF A NEW Management For
MEMBER OF THE COMPENSATION
COMMITTEE TO COMPLETE THE CURRENT TERM OF OFFICE.
7. TO RESOLVE ON THE ACQUISITION AND Management For
DISPOSAL OF OWN SHARES.
8. TO RESOLVE, PURSUANT TO ARTICLE 8, Management For
NUMBER 4, OF THE ARTICLES OF
ASSOCIATION, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
9. TO RESOLVE ON THE SUPPRESSION OF THE Management Against
PRE-EMPTIVE RIGHT OF THE
SHAREHOLDERS, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT
10. TO RESOLVE ON ISSUANCE OF BONDS & Management For
OTHER SECURITIES, OF WHATEVER
NATURE, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
11. TO RESOLVE ON THE ACQUISITION AND Management For
DISPOSAL OF OWN BONDS AND OTHER OWN SECURITIES.
12. TO RESOLVE ON THE STATEMENT OF THE Management For
COMPENSATION COMMITTEE ON THE
REMUNERATION POLICY FOR THE
MEMBERS OF THE MANAGEMENT AND
SUPERVISORY BODIES OF THE COMPANY.
ENDESA SA, MADRID
SECURITY E41222113 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 22-Apr-2013
ISIN ES0130670112 AGENDA 704337434 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 Approval annual accounts, for both the company Management For For
and its consolidated group
2 Approval management report Management For For
3 Approval social management Management For For
4 Approval application of results Management For For
5 Re-election of D. Fulvio Conti Management For For
6 Re-election D. Gianluca Comin Management For For
7 Re-election D. Alejandro Echevarria Management For For
8 Re-election D. Miguel Roca Junyent Management For For
9 Annual report remuneration for counselors Management For For
10 Delegation of powers Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO CHANGE IN RECORD DATE FROM 18
APR 2-013 TO 15 APR 2013. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
AMERICA MOVIL, S.A.B. DE C.V.
SECURITY 02364W105 MEETING TYPE Annual
TICKER SYMBOL AMX MEETING DATE 22-Apr-2013
ISIN US02364W1053 AGENDA 933778574 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
I APPOINTMENT OR, AS THE CASE MAY BE, Management For
REELECTION OF THE MEMBERS OF THE
BOARD OF DIRECTORS OF THE COMPANY
THAT THE HOLDERS OF THE SERIES "L"
SHARES ARE ENTITLED TO APPOINT.
ADOPTION OF RESOLUTIONS THEREON.
II APPOINTMENT OF DELEGATES TO Management For
EXECUTE, AND IF, APPLICABLE, FORMALIZE
THE RESOLUTIONS ADOPTED BY THE
MEETING. ADOPTION OF RESOLUTIONS THEREON.
EARTHLINK, INC.
SECURITY 270321102 MEETING TYPE Annual
TICKER SYMBOL ELNK MEETING DATE 23-Apr-2013
ISIN US2703211027 AGENDA 933743824 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: SUSAN D. BOWICK Management For For
1B. ELECTION OF DIRECTOR: MARCE FULLER Management For For
1C. ELECTION OF DIRECTOR: ROLLA P. HUFF Management For For
1D. ELECTION OF DIRECTOR: DAVID A. KORETZ Management For For
1E. ELECTION OF DIRECTOR: GARRY K. Management For For
MCGUIRE
1F. ELECTION OF DIRECTOR: THOMAS E. Management For For
WHEELER
1G. ELECTION OF DIRECTOR: M. WAYNE Management For For
WISEHART
2. THE APPROVAL OF A NON-BINDING Management Abstain Against
ADVISORY RESOLUTION APPROVING THE
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
3. THE APPROVAL OF AN AMENDMENT TO OUR Management Against Against
THIRD RESTATED CERTIFICATE OF
INCORPORATION IN CONNECTION WITH THE
REVISION OF OUR FOURTH AMENDED AND
RESTATED BYLAWS' ADVANCE NOTICE
REQUIREMENTS FOR SHAREHOLDER PROPOSALS/NOMINATIONS.
4. RATIFICATION OF THE APPOINTMENT BY Management For For
THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS OF ERNST & YOUNG LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2013.
AMEREN CORPORATION
SECURITY 023608102 MEETING TYPE Annual
TICKER SYMBOL AEE MEETING DATE 23-Apr-2013
ISIN US0236081024 AGENDA 933744600 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 STEPHEN F. BRAUER For For
2 CATHERINE S. BRUNE For For
3 ELLEN M. FITZSIMMONS For For
4 WALTER J. GALVIN For For
5 GAYLE P.W. JACKSON For For
6 JAMES C. JOHNSON For For
7 STEVEN H. LIPSTEIN For For
8 PATRICK T. STOKES For For
9 THOMAS R. VOSS For For
10 STEPHEN R. WILSON For For
11 JACK D. WOODARD For For
2. ADVISORY APPROVAL OF THE Management Abstain Against
COMPENSATION OF THE EXECUTIVES
DISCLOSED IN THE PROXY STATEMENT.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
4. SHAREHOLDER PROPOSAL RELATING TO Shareholder Against For
REPORT ON REDUCING RISK IN ENERGY
PORTFOLIO THROUGH INCREASED ENERGY
EFFICIENCY AND RENEWABLE ENERGY RESOURCES.
AMERICAN ELECTRIC POWER COMPANY, INC.
SECURITY 025537101 MEETING TYPE Annual
TICKER SYMBOL AEP MEETING DATE 23-Apr-2013
ISIN US0255371017 AGENDA 933745107 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: NICHOLAS K. Management For For
AKINS
1B. ELECTION OF DIRECTOR: DAVID J. Management For For
ANDERSON
1C. ELECTION OF DIRECTOR: RALPH D. Management For For
CROSBY, JR.
1D. ELECTION OF DIRECTOR: LINDA A. Management For For
GOODSPEED
1E. ELECTION OF DIRECTOR: THOMAS E. Management For For
HOAGLIN
1F. ELECTION OF DIRECTOR: SANDRA BEACH Management For For
LIN
1G. ELECTION OF DIRECTOR: MICHAEL G. Management For For
MORRIS
1H. ELECTION OF DIRECTOR: RICHARD C. Management For For
NOTEBAERT
1I. ELECTION OF DIRECTOR: LIONEL L. NOWELL III Management For For
1J. ELECTION OF DIRECTOR: STEPHEN S. Management For For
RASMUSSEN
1K. ELECTION OF DIRECTOR: OLIVER G. Management For For
RICHARD, III
1L. ELECTION OF DIRECTOR: RICHARD L. Management For For
SANDOR
1M. ELECTION OF DIRECTOR: SARA MARTINEZ Management For For
TUCKER
1N. ELECTION OF DIRECTOR: JOHN F. TURNER Management For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2013.
3. ADVISORY APPROVAL OF THE COMPANY'S Management Abstain Against
EXECUTIVE COMPENSATION.
4. SHAREHOLDER PROPOSAL FOR LOBBYING Shareholder Against For
DISCLOSURE REPORT.
EXELON CORPORATION
SECURITY 30161N101 MEETING TYPE Annual
TICKER SYMBOL EXC MEETING DATE 23-Apr-2013
ISIN US30161N1019 AGENDA 933745195 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ANTHONY K. Management For For
ANDERSON
1B. ELECTION OF DIRECTOR: ANN C. BERZIN Management For For
1C. ELECTION OF DIRECTOR: JOHN A. CANNING, JR. Management For For
1D. ELECTION OF DIRECTOR: CHRISTOPHER M. Management For For
CRANE
1E. ELECTION OF DIRECTOR: YVES C. DE Management For For
BALMANN
1F. ELECTION OF DIRECTOR: NICHOLAS Management For For
DEBENEDICTIS
1G. ELECTION OF DIRECTOR: NELSON A. DIAZ Management For For
1H. ELECTION OF DIRECTOR: SUE L. GIN Management For For
1I. ELECTION OF DIRECTOR: PAUL L. JOSKOW Management For For
1J. ELECTION OF DIRECTOR: ROBERT J. Management For For
LAWLESS
1K. ELECTION OF DIRECTOR: RICHARD W. MIES Management For For
1L. ELECTION OF DIRECTOR: WILLIAM C. Management For For
RICHARDSON
1M. ELECTION OF DIRECTOR: THOMAS J. RIDGE Management For For
1N. ELECTION OF DIRECTOR: JOHN W. ROGERS, JR. Management For For
1O. ELECTION OF DIRECTOR: MAYO A. Management For For
SHATTUCK III
1P. ELECTION OF DIRECTOR: STEPHEN D. Management For For
STEINOUR
2. THE RATIFICATION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
EXELON'S INDEPENDENT ACCOUNTANT FOR 2013.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
4. APPROVE AMENDED & RESTATED Management For For
EMPLOYEE STOCK PURCHASE PLAN.
MDU RESOURCES GROUP, INC.
SECURITY 552690109 MEETING TYPE Annual
TICKER SYMBOL MDU MEETING DATE 23-Apr-2013
ISIN US5526901096 AGENDA 933747632 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: THOMAS EVERIST Management For For
1B. ELECTION OF DIRECTOR: KAREN B. FAGG Management For For
1C. ELECTION OF DIRECTOR: DAVID L. GOODIN Management For For
1D. ELECTION OF DIRECTOR: A. BART HOLADAY Management For For
1E. ELECTION OF DIRECTOR: DENNIS W. Management For For
JOHNSON
1F. ELECTION OF DIRECTOR: THOMAS C. Management For For
KNUDSON
1G. ELECTION OF DIRECTOR: PATRICIA L. MOSS Management For For
1H. ELECTION OF DIRECTOR: HARRY J. PEARCE Management For For
1I. ELECTION OF DIRECTOR: J. KENT WELLS Management For For
1J. ELECTION OF DIRECTOR: JOHN K. WILSON Management For For
2. RATIFICATION OF DELOITTE & TOUCHE LLP Management For For
AS THE COMPANY'S INDEPENDENT
AUDITORS FOR 2013.
3. APPROVAL, ON A NON-BINDING ADVISORY Management Abstain Against
BASIS, OF THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
BLACK HILLS CORPORATION
SECURITY 092113109 MEETING TYPE Annual
TICKER SYMBOL BKH MEETING DATE 23-Apr-2013
ISIN US0921131092 AGENDA 933748571 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 JACK W. EUGSTER For For
2 GARY L. PECHOTA For For
3 THOMAS J. ZELLER For For
2. RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP TO SERVE AS BLACK HILLS
CORPORATION'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
KIRBY CORPORATION
SECURITY 497266106 MEETING TYPE Annual
TICKER SYMBOL KEX MEETING DATE 23-Apr-2013
ISIN US4972661064 AGENDA 933759168 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: C. SEAN DAY Management For For
1.2 ELECTION OF DIRECTOR: WILLIAM M. Management For For
LAMONT, JR.
1.3 ELECTION OF DIRECTOR: WILLIAM M. Management For For
WATERMAN
2. RATIFICATION OF THE SELECTION OF KPMG Management For For
LLP AS KIRBY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE ON THE APPROVAL OF THE Management Abstain Against
COMPENSATION OF KIRBY'S NAMED EXECUTIVE OFFICERS.
ALGONQUIN POWER & UTILITIES CORP.
SECURITY 015857105 MEETING TYPE Annual
TICKER SYMBOL AQUNF MEETING DATE 23-Apr-2013
ISIN CA0158571053 AGENDA 933759877 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP, CHARTERED ACCOUNTANTS, AS
AUDITORS OF THE CORPORATION AND
AUTHORIZE THE DIRECTORS OF THE
CORPORATION TO FIX THE REMUNERATION
OF THE AUDITORS;
02 DIRECTOR Management
1 CHRISTOPHER BALL For For
2 CHRISTOPHER HUSKILSON For For
3 CHRISTOPHER JARRATT For For
4 KENNETH MOORE For For
5 IAN ROBERTSON For For
6 GEORGE STEEVES For For
03 A RESOLUTION APPROVING UNALLOCATED Management For For
OPTIONS UNDER THE CORPORATION'S
STOCK OPTION PLAN, WHICH RESOLUTION
IS SET FORTH IN SCHEDULE "B" OF THE CIRCULAR;
04 A RESOLUTION APPROVING THE Management Against Against
CONTINUANCE, AMENDMENT AND
RESTATEMENT OF THE CORPORATION'S
SHAREHOLDER RIGHTS PLAN, WHICH
RESOLUTION IS SET FORTH IN SCHEDULE
"C" OF THE CIRCULAR;
05 A RESOLUTION APPROVING THE ISSUANCE Management For For
OF COMMON SHARES AND SECURITIES
CONVERTIBLE INTO COMMON SHARES TO
EMERA INCORPORATED ("EMERA") FROM
TIME TO TIME, AS A RESULT OF WHICH
EMERA'S HOLDINGS INCREASE FROM
BETWEEN 15% AND 20% TO GREATER THAN
20% (BUT LESS THAN 25%) OF THE
OUTSTANDING COMMON SHARES OF THE
CORPORATION, SUBJECT TO THE
LIMITATIONS SET OUT IN SUCH
RESOLUTION, THE TEXT OF WHICH IS SET
FORTH IN SCHEDULE "E" OF THE CIRCULAR;
06 THE ADVISORY RESOLUTION SET FORTH IN Management For For
SCHEDULE "F" OF THE CIRCULAR TO
ACCEPT THE APPROACH TO EXECUTIVE
COMPENSATION DISCLOSED IN THE CIRCULAR.
NOBLE ENERGY, INC.
SECURITY 655044105 MEETING TYPE Annual
TICKER SYMBOL NBL MEETING DATE 23-Apr-2013
ISIN US6550441058 AGENDA 933772914 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JEFFREY L. Management For For
BERENSON
1B. ELECTION OF DIRECTOR: MICHAEL A. Management For For
CAWLEY
1C. ELECTION OF DIRECTOR: EDWARD F. COX Management For For
1D. ELECTION OF DIRECTOR: CHARLES D. Management For For
DAVIDSON
1E. ELECTION OF DIRECTOR: THOMAS J. Management For For
EDELMAN
1F. ELECTION OF DIRECTOR: ERIC P. GRUBMAN Management For For
1G. ELECTION OF DIRECTOR: KIRBY L. HEDRICK Management For For
1H. ELECTION OF DIRECTOR: SCOTT D. URBAN Management For For
1I. ELECTION OF DIRECTOR: WILLIAM T. VAN Management For For
KLEEF
1J. ELECTION OF DIRECTOR: MOLLY K. Management For For
WILLIAMSON
2. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS THE COMPANY'S INDEPENDENT AUDITOR.
3. TO APPROVE, IN A NON-BINDING ADVISORY Management Abstain Against
VOTE, THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
4. TO APPROVE AN AMENDMENT AND Management For For
RESTATEMENT OF THE COMPANY'S 1992
STOCK OPTION AND RESTRICTED STOCK PLAN.
5. TO APPROVE AN AMENDMENT TO THE Management Against Against
COMPANY'S CERTIFICATE OF INCORPORATION.
6. TO APPROVE AN AMENDMENT TO THE Management For For
COMPANY'S BY-LAWS, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
TELENET GROUP HOLDING NV, MECHELEN
SECURITY B89957110 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 24-Apr-2013
ISIN BE0003826436 AGENDA 704372971 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF ATTORNEY (POA) MAY
BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO BE REJECTED.
IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR
YOUR VOTE TO BE LODGED
A.1 Reports on the statutory financial statements Non-Voting
A.2 Communication and approval of the statutory Management No Action
financial statements
A.3 Reports on the consolidated financial statements Non-Voting
A.4 Communication of and discussion on the Management No Action
remuneration report
A.5 Communication of and discussion on the Non-Voting
consolidated financial statements
A.6.A Discharge from liability to the director: Frank Management No Action
Donck
A.6.B Discharge from liability to the director: Duco Management No Action
Sickinghe
A.6.C Discharge from liability to the director: Alex Management No Action
Brabers
A.6.D Discharge from liability to the director: Andre Management No Action
Sarens
A.6.E Discharge from liability to the director: De Wilde Management No Action
J. Management BVBA (Julien De Wilde)
A.6.F Discharge from liability to the director: Friso van Management No Action
Oranje-Nassau
A.6.G Discharge from liability to the director: Cytifinance Management No Action
NV (Michel Delloye)
A.6.H Discharge from liability to the director: Cytindus Management No Action
NV (Michel Delloye)
A.6.I Discharge from liability to the director: Charles Management No Action
Bracken
A.6.J Discharge from liability to the director: Jim Ryan Management No Action
A.6.K Discharge from liability to the director: Ruth Pirie Management No Action
A.6.L Discharge from liability to the director: Niall Management No Action
Curran
A.6.M Discharge from liability to the director: Diederik Management No Action
Karsten
A.6.N Discharge from liability to the director: Manuel Management No Action
Kohnstamm
A.6.O Discharge from liability to the director: Balan Nair Management No Action
A.6.P Discharge from liability to the director: Angela Management No Action
McMullen
A.7 Discharge from liability to the statutory auditor Management No Action
A.8 Resignation and appointment of directors: Management No Action
Appointment, upon recommendation by the board
of directors, based on the advice of the
remuneration & nomination committee of the
board of directors of the company, of Mr. John
Porter as director of the company, for a term of 4
years, with immediate effect and until the closing
of the annual general shareholders' meeting of 2017
A.9 Remuneration of directors Management No Action
A.10 Approvals in relation to future performance share Management No Action
plans, stock option plans and warrant plans
issued by the board of directors
E.1 Amendment to warrants as a result of the Management No Action
extraordinary dividend payment
ENAGAS SA, MADRID
SECURITY E41759106 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 24-Apr-2013
ISIN ES0130960018 AGENDA 704375357 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 To examine and, if appropriate, approve the 2012 Management For For
Annual Accounts (balance sheet, income
statement, statement of changes in equity, cash
flow statement and notes to the financial
statements) and Management Report of Enagas
S.A. and its Consolidated Group
2 To approve, if applicable, the proposed Management For For
distribution of Enagas, S.A.'s profit for the
financial year 2012
3 To approve, if appropriate, the performance of Management For For
the Board of Directors of Enagas, S.A. in 2012
4 To re-appoint Deloitte S.L. as Auditor of Enagas, Management For For
S.A. and its Consolidated Group for 2013
5.1 Ratification of the appointment as Director, Management For For
agreed by co-option by the Board of Directors on
17 September 2012, of Mr. Marcelino Oreja
Arburua. Mr. Marcelino Oreja Arburua is
appointed as an Executive Director
5.2 Re-election of Mr. Ramon Perez Simarro as Management For For
Director for the statutory four-year period. Mr.
Ramon Perez Simarro is appointed as an
Independent Director
5.3 Re-election of Mr. Marti Parellada Sabata as Management For For
Director for the statutory four-year period. Mr.
Marti Parellada Sabata is appointed as an
Independent Director
5.4 Appointment as Director for the statutory four- Management For For
year period of Mr. Jesus Maximo Pedrosa
Ortega. Mr. Jesus Maximo Pedrosa Ortega will
be appointed as a Nominee Director following a
proposal by Sociedad Estatal de Participaciones
Industriales (SEPI)
5.5 Appointment as Director for the statutory four- Management For For
year period of Ms. Rosa Rodriguez Diaz. Ms.
Rosa Rodriguez Diaz will be appointed as an
Independent Director
6 To approve directors' remuneration for 2013 Management For For
7 To submit to the advisory vote of the Meeting the Management For For
annual report on directors' remuneration referred
to in Article 61 ter of the Ley de Mercado de
Valores (Securities Market Act, "LMV")
8 Report not submitted to a vote concerning Non-Voting
modifications to the "Rules and Regu-lations on
the Organisation and Functioning of the Board of
Directors of Enaga-s, S.A." since the last General
Shareholders' Meeting
9 To delegate powers to supplement, implement, Management For For
perform, rectify and formalise the resolutions
adopted at the General Meeting
SJW CORP.
SECURITY 784305104 MEETING TYPE Annual
TICKER SYMBOL SJW MEETING DATE 24-Apr-2013
ISIN US7843051043 AGENDA 933748622 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 K. ARMSTRONG For For
2 W.J. BISHOP For For
3 M.L. CALI For For
4 D.R. KING For For
5 R.B. MOSKOVITZ For For
6 G.E. MOSS For For
7 W.R. ROTH For For
8 R.A. VAN VALER For For
2. TO APPROVE THE AMENDED AND Management For For
RESTATED EXECUTIVE OFFICER SHORT-
TERM INCENTIVE PLAN.
3. TO APPROVE THE AMENDED AND Management For For
RESTATED LONG-TERM INCENTIVE PLAN.
4. RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR
FISCAL YEAR 2013.
EATON CORPORATION PLC
SECURITY G29183103 MEETING TYPE Annual
TICKER SYMBOL ETN MEETING DATE 24-Apr-2013
ISIN IE00B8KQN827 AGENDA 933749143 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: GEORGE S. Management For For
BARRETT
1B. ELECTION OF DIRECTOR: TODD M. Management For For
BLUEDORN
1C. ELECTION OF DIRECTOR: CHRISTOPHER M. Management For For
CONNOR
1D. ELECTION OF DIRECTOR: MICHAEL J. Management For For
CRITELLI
1E. ELECTION OF DIRECTOR: ALEXANDER M. Management For For
CUTLER
1F. ELECTION OF DIRECTOR: CHARLES E. Management For For
GOLDEN
1G. ELECTION OF DIRECTOR: LINDA A. HILL Management For For
1H. ELECTION OF DIRECTOR: ARTHUR E. Management For For
JOHNSON
1I. ELECTION OF DIRECTOR: NED C. Management For For
LAUTENBACH
1J. ELECTION OF DIRECTOR: DEBORAH L. Management For For
MCCOY
1K. ELECTION OF DIRECTOR: GREGORY R. Management For For
PAGE
1L. ELECTION OF DIRECTOR: GERALD B. SMITH Management For For
2. APPROVING THE APPOINTMENT OF ERNST Management For For
& YOUNG LLP AS INDEPENDENT AUDITOR
FOR 2013 AND AUTHORIZING THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS
TO SET ITS REMUNERATION.
3. APPROVING THE SENIOR EXECUTIVE Management For For
INCENTIVE COMPENSATION PLAN.
4. APPROVING THE EXECUTIVE STRATEGIC Management For For
INCENTIVE PLAN.
5. ADVISORY APPROVAL OF THE COMPANY'S Management Abstain Against
EXECUTIVE COMPENSATION.
6. AUTHORIZING THE COMPANY AND OR ANY Management For For
SUBSIDIARY OF THE COMPANY TO MAKE
OVERSEAS MARKET PURCHASES OF COMPANY SHARES.
7. AUTHORIZING THE PRICE RANGE AT WHICH Management For For
THE COMPANY CAN REISSUE SHARES THAT
IT HOLDS AS TREASURY SHARES.
GENERAL ELECTRIC COMPANY
SECURITY 369604103 MEETING TYPE Annual
TICKER SYMBOL GE MEETING DATE 24-Apr-2013
ISIN US3696041033 AGENDA 933750196 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
A1 ELECTION OF DIRECTOR: W. GEOFFREY Management For For
BEATTIE
A2 ELECTION OF DIRECTOR: JOHN J. BRENNAN Management For For
A3 ELECTION OF DIRECTOR: JAMES I. CASH, Management For For
JR.
A4 ELECTION OF DIRECTOR: FRANCISCO Management For For
D'SOUZA
A5 ELECTION OF DIRECTOR: MARIJN E. Management For For
DEKKERS
A6 ELECTION OF DIRECTOR: ANN M. FUDGE Management For For
A7 ELECTION OF DIRECTOR: SUSAN Management For For
HOCKFIELD
A8 ELECTION OF DIRECTOR: JEFFREY R. Management For For
IMMELT
A9 ELECTION OF DIRECTOR: ANDREA JUNG Management For For
A10 ELECTION OF DIRECTOR: ROBERT W. LANE Management For For
A11 ELECTION OF DIRECTOR: RALPH S. LARSEN Management For For
A12 ELECTION OF DIRECTOR: ROCHELLE B. Management For For
LAZARUS
A13 ELECTION OF DIRECTOR: JAMES J. MULVA Management For For
A14 ELECTION OF DIRECTOR: MARY L. Management For For
SCHAPIRO
A15 ELECTION OF DIRECTOR: ROBERT J. Management For For
SWIERINGA
A16 ELECTION OF DIRECTOR: JAMES S. TISCH Management For For
A17 ELECTION OF DIRECTOR: DOUGLAS A. Management For For
WARNER III
B1 ADVISORY APPROVAL OF OUR NAMED Management Abstain Against
EXECUTIVES' COMPENSATION
B2 RATIFICATION OF SELECTION OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
C1 CESSATION OF ALL STOCK OPTIONS AND Shareholder Against For
BONUSES
C2 DIRECTOR TERM LIMITS Shareholder Against For
C3 INDEPENDENT CHAIRMAN Shareholder Against For
C4 RIGHT TO ACT BY WRITTEN CONSENT Shareholder Against For
C5 EXECUTIVES TO RETAIN SIGNIFICANT Shareholder Against For
STOCK
C6 MULTIPLE CANDIDATE ELECTIONS Shareholder Against For
PROVIDENCE AND WORCESTER RAILROAD CO.
SECURITY 743737108 MEETING TYPE Annual
TICKER SYMBOL PWX MEETING DATE 24-Apr-2013
ISIN US7437371088 AGENDA 933761353 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 RICHARD ANDERSON For For
2 ROBERT EDER For For
3 PAUL TITTERTON For For
ENERGEN CORPORATION
SECURITY 29265N108 MEETING TYPE Annual
TICKER SYMBOL EGN MEETING DATE 24-Apr-2013
ISIN US29265N1081 AGENDA 933763232 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 T. MICHAEL GOODRICH For For
2 JAY GRINNEY For For
3 FRANCES POWELL HAWES For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
3. PROPOSAL TO APPROVE THE ADVISORY Management Abstain Against
(NON-BINDING) RESOLUTION RELATING TO
EXECUTIVE COMPENSATION.
4. PROPOSAL TO APPROVE QUALIFICATION OF Management For For
THE ANNUAL INCENTIVE COMPENSATION PLAN.
5. PROPOSAL TO AMEND THE CERTIFICATE OF Management For For
INCORPORATION TO PROVIDE FOR ONE-
YEAR RATHER THAN THREE-YEAR
STAGGERED TERMS FOR DIRECTORS.
VIMPELCOM LTD.
SECURITY 92719A106 MEETING TYPE Consent
TICKER SYMBOL VIP MEETING DATE 24-Apr-2013
ISIN US92719A1060 AGENDA 933766036 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 ELECTION TO THE SUPERVISORY BOARD: Management For
DR. HANS PETER KOHLHAMMER
2 ELECTION TO THE SUPERVISORY BOARD: Management For
LEONID NOVOSELSKY
3 ELECTION TO THE SUPERVISORY BOARD: Management For
MIKHAIL FRIDMAN
4 ELECTION TO THE SUPERVISORY BOARD: Management For
KJELL MARTEN JOHNSEN
5 ELECTION TO THE SUPERVISORY BOARD: Management For
ANDREI BARANOV
6 ELECTION TO THE SUPERVISORY BOARD: Management For
ALEXEY REZNIKOVICH
7 ELECTION TO THE SUPERVISORY BOARD: Management For
OLE BJORN SJULSTAD
8 ELECTION TO THE SUPERVISORY BOARD: Management For
JAN FREDRIK BAKSAAS
9 ELECTION TO THE SUPERVISORY BOARD: Management For
SERGEI TESLIUK
10 TO RE-APPOINT ERNST & YOUNG Management For For
ACCOUNTANTS LLP AS AUDITOR AND TO
AUTHORIZE THE SUPERVISORY BOARD TO
DETERMINE ITS REMUNERATION.
BOUYGUES, PARIS
SECURITY F11487125 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 25-Apr-2013
ISIN FR0000120503 AGENDA 704300499 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING-INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE-DATE. IN CAPACITY
AS REGISTERED INTERMEDIARY, THE
GLOBAL CUSTODIANS WILL SIGN-THE
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE-INFORMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY-CLICKING ON THE MATERIAL
URL LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2013/0304/201303041300554.
pdf. PLEASE NOTE THAT THIS IS A REVISION
DUE TO ADDITION OF URL LINK:
https://balo.journal-
officiel.gouv.fr/pdf/2013/0405/201304051301103.pdf.
IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
O.1 Approval of the annual corporate financial Management For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial statements Management For For
for the financial year ended December 31, 2012
O.3 Allocation of income and setting the dividend Management For For
O.4 Approval of the regulated agreements and Management For For
commitments
O.5 Renewal of term of Mr. Yves Gabriel as Board Management For For
member
O.6 Renewal of term of Mr. Patrick Kron as Board Management For For
member
O.7 Renewal of term of Mrs. Colette Lewiner as Management For For
Board member
O.8 Renewal of term of Mr. Jean Peyrelevade as Management For For
Board member
O.9 Renewal of term of Mr. Francois-Henri Pinault as Management For For
Board member
O.10 Renewal of term of the company SCDM as Board Management For For
member
O.11 Appointment of Mrs. Rose-Marie Van Lerberghe Management For For
as Board member
O.12 Appointment of Mr. Jean-Paul Chifflet as Board Management For For
member
O.13 Election of Mrs. Sandra Nombret as Board Management For For
member representing employee shareholders
O.14 Election of Mrs. Michele Vilain as Board member Management For For
representing employee shareholders
O.15 Authorization granted to the Board of Directors to Management For For
allow the Company to trade its own shares
E.16 Authorization to be granted to the Board of Management For For
Directors to reduce share capital by cancellation
of treasury shares of the Company
E.17 Delegation of authority granted to the Board of Management For For
Directors to increase share capital while
maintaining preferential subscription rights by
issuing shares and any securities giving
immediate and/or future access to shares of the
Company or of one of its subsidiaries
E.18 Delegation of authority granted to the Board of Management For For
Directors to increase share capital by
incorporation of reserves, profits, premiums or other amounts
E.19 Delegation of authority granted to the Board of Management Against Against
Directors to increase share capital by public
offering with cancellation of preferential
subscription rights by issuing shares and any
securities giving immediate and/or future access
to shares of the Company or of one of its subsidiaries
E.20 Delegation of authority granted to the Board of Management Against Against
Directors to increase share capital through
private placement pursuant to Article L.411-2, II
of the Monetary and Financial Code with
cancellation of preferential subscription rights by
issuing shares and any securities giving
immediate and/or future access to shares of the
Company or of one of its subsidiaries
E.21 Authorization granted to the Board of Directors to Management Against Against
set the issue price of equity securities to be
issued immediately or in the future according to
the terms established by the General Meeting,
without preferential subscription rights, by public
offering or through private placement pursuant to
Article L.411-2, II of the Monetary and Financial Code
E.22 Authorization granted to the Board of Directors to Management Against Against
increase the number of issuable securities in
case of capital increase with or without
preferential subscription rights
E.23 Delegation of powers granted to the Board of Management Against Against
Directors to increase share capital with
cancellation of preferential subscription rights, in
consideration for in-kind contributions granted to
the Company and comprised of equity securities
or securities giving access to capital of another
company outside of public exchange offer
E.24 Delegation of authority granted to the Board of Management Against Against
Directors to increase share capital with
cancellation of preferential subscription rights, in
consideration for contributions securities in case
of public exchange offer initiated by the Company
E.25 Delegation of authority granted to the Board of Management Against Against
Directors to issue shares with cancellation of
preferential subscription rights as a result of the
issuance by a subsidiary of securities giving
access to shares of the Company
E.26 Delegation of authority granted to the Board of Management For For
Directors to issue any securities entitling to the
allotment of debt securities
E.27 Delegation of authority granted to the Board of Management Against Against
Directors to increase share capital with
cancellation of preferential subscription rights in
favor of employees or corporate officers of the
Company or affiliated companies who are
members of a company savings plan
E.28 Authorization granted to the Board of Directors to Management Against Against
carry out free allocations of shares existing or to
be issued with cancellation of preferential
subscription rights to employees or corporate
officers of the Company or affiliated companies
E.29 Delegation of authority granted to the Board of Management Against Against
Directors to issue share subscription warrants
during period of public offer on shares of the Company
E.30 Authorization granted to the Board of Directors to Management Against Against
use the various delegations of authority and
authorizations for share capital increase during
period of public offer on shares of the Company
E.31 Powers to carry out all legal formalities Management For For
BOUYGUES, PARIS
SECURITY F11487125 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 25-Apr-2013
ISIN FR0000120503 AGENDA 704300499 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING-INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE-DATE. IN CAPACITY
AS REGISTERED INTERMEDIARY, THE
GLOBAL CUSTODIANS WILL SIGN-THE
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE-INFORMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY-CLICKING ON THE MATERIAL
URL LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2013/0304/201303041300554.
pdf. PLEASE NOTE THAT THIS IS A REVISION
DUE TO ADDITION OF URL LINK:
https://balo.journal-
officiel.gouv.fr/pdf/2013/0405/201304051301103.pdf.
IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
O.1 Approval of the annual corporate financial Management For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial statements Management For For
for the financial year ended December 31, 2012
O.3 Allocation of income and setting the dividend Management For For
O.4 Approval of the regulated agreements and Management For For
commitments
O.5 Renewal of term of Mr. Yves Gabriel as Board Management For For
member
O.6 Renewal of term of Mr. Patrick Kron as Board Management For For
member
O.7 Renewal of term of Mrs. Colette Lewiner as Management For For
Board member
O.8 Renewal of term of Mr. Jean Peyrelevade as Management For For
Board member
O.9 Renewal of term of Mr. Francois-Henri Pinault as Management For For
Board member
O.10 Renewal of term of the company SCDM as Board Management For For
member
O.11 Appointment of Mrs. Rose-Marie Van Lerberghe Management For For
as Board member
O.12 Appointment of Mr. Jean-Paul Chifflet as Board Management For For
member
O.13 Election of Mrs. Sandra Nombret as Board Management For For
member representing employee shareholders
O.14 Election of Mrs. Michele Vilain as Board member Management For For
representing employee shareholders
O.15 Authorization granted to the Board of Directors to Management For For
allow the Company to trade its own shares
E.16 Authorization to be granted to the Board of Management For For
Directors to reduce share capital by cancellation
of treasury shares of the Company
E.17 Delegation of authority granted to the Board of Management For For
Directors to increase share capital while
maintaining preferential subscription rights by
issuing shares and any securities giving
immediate and/or future access to shares of the
Company or of one of its subsidiaries
E.18 Delegation of authority granted to the Board of Management For For
Directors to increase share capital by
incorporation of reserves, profits, premiums or other amounts
E.19 Delegation of authority granted to the Board of Management Against Against
Directors to increase share capital by public
offering with cancellation of preferential
subscription rights by issuing shares and any
securities giving immediate and/or future access
to shares of the Company or of one of its subsidiaries
E.20 Delegation of authority granted to the Board of Management Against Against
Directors to increase share capital through
private placement pursuant to Article L.411-2, II
of the Monetary and Financial Code with
cancellation of preferential subscription rights by
issuing shares and any securities giving
immediate and/or future access to shares of the
Company or of one of its subsidiaries
E.21 Authorization granted to the Board of Directors to Management Against Against
set the issue price of equity securities to be
issued immediately or in the future according to
the terms established by the General Meeting,
without preferential subscription rights, by public
offering or through private placement pursuant to
Article L.411-2, II of the Monetary and Financial Code
E.22 Authorization granted to the Board of Directors to Management Against Against
increase the number of issuable securities in
case of capital increase with or without
preferential subscription rights
E.23 Delegation of powers granted to the Board of Management Against Against
Directors to increase share capital with
cancellation of preferential subscription rights, in
consideration for in-kind contributions granted to
the Company and comprised of equity securities
or securities giving access to capital of another
company outside of public exchange offer
E.24 Delegation of authority granted to the Board of Management Against Against
Directors to increase share capital with
cancellation of preferential subscription rights, in
consideration for contributions securities in case
of public exchange offer initiated by the Company
E.25 Delegation of authority granted to the Board of Management Against Against
Directors to issue shares with cancellation of
preferential subscription rights as a result of the
issuance by a subsidiary of securities giving
access to shares of the Company
E.26 Delegation of authority granted to the Board of Management For For
Directors to issue any securities entitling to the
allotment of debt securities
E.27 Delegation of authority granted to the Board of Management Against Against
Directors to increase share capital with
cancellation of preferential subscription rights in
favor of employees or corporate officers of the
Company or affiliated companies who are
members of a company savings plan
E.28 Authorization granted to the Board of Directors to Management Against Against
carry out free allocations of shares existing or to
be issued with cancellation of preferential
subscription rights to employees or corporate
officers of the Company or affiliated companies
E.29 Delegation of authority granted to the Board of Management Against Against
Directors to issue share subscription warrants
during period of public offer on shares of the Company
E.30 Authorization granted to the Board of Directors to Management Against Against
use the various delegations of authority and
authorizations for share capital increase during
period of public offer on shares of the Company
E.31 Powers to carry out all legal formalities Management For For
THE EMPIRE DISTRICT ELECTRIC COMPANY
SECURITY 291641108 MEETING TYPE Annual
TICKER SYMBOL EDE MEETING DATE 25-Apr-2013
ISIN US2916411083 AGENDA 933738114 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 ROSS C. HARTLEY For For
2 HERBERT J. SCHMIDT For For
3 C. JAMES SULLIVAN For For
2. TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
EMPIRE'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2013.
3. TO VOTE UPON A NON-BINDING ADVISORY Management Abstain Against
PROPOSAL TO APPROVE THE
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS AS DISCLOSED IN
THE PROXY STATEMENT.
4. TO VOTE UPON A STOCKHOLDER Shareholder Against For
PROPOSAL, IF PROPERLY PRESENTED,
REQUESTING THE COMPANY PREPARE A
REPORT ON PLANS TO REDUCE RISK
THROUGHOUT ITS ENERGY PORTFOLIO BY
PURSUING COST EFFECTIVE ENERGY EFFICIENCY RESOURCES.
NORTHWESTERN CORPORATION
SECURITY 668074305 MEETING TYPE Annual
TICKER SYMBOL NWE MEETING DATE 25-Apr-2013
ISIN US6680743050 AGENDA 933740309 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 STEPHEN P. ADIK For For
2 DOROTHY M. BRADLEY For For
3 E. LINN DRAPER JR. For For
4 DANA J. DYKHOUSE For For
5 JULIA L. JOHNSON For For
6 PHILIP L. MASLOWE For For
7 DENTON LOUIS PEOPLES For For
8 ROBERT C. ROWE For For
2. RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2013.
3. AN ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
CORNING INCORPORATED
SECURITY 219350105 MEETING TYPE Annual
TICKER SYMBOL GLW MEETING DATE 25-Apr-2013
ISIN US2193501051 AGENDA 933742911 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JOHN SEELY Management For For
BROWN
1B. ELECTION OF DIRECTOR: STEPHANIE A. Management For For
BURNS
1C. ELECTION OF DIRECTOR: JOHN A. CANNING, JR. Management For For
1D. ELECTION OF DIRECTOR: RICHARD T. Management For For
CLARK
1E. ELECTION OF DIRECTOR: ROBERT F. Management For For
CUMMINGS
1F. ELECTION OF DIRECTOR: JAMES B. FLAWS Management For For
1G. ELECTION OF DIRECTOR: KURT M. Management For For
LANDGRAF
1H. ELECTION OF DIRECTOR: KEVIN J. MARTIN Management For For
1I. ELECTION OF DIRECTOR: DEBORAH D. Management For For
RIEMAN
1J. ELECTION OF DIRECTOR: HANSEL E. Management For For
TOOKES II
1K. ELECTION OF DIRECTOR: WENDELL P. Management For For
WEEKS
1L. ELECTION OF DIRECTOR: MARK S. Management For For
WRIGHTON
2. ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPANY'S EXECUTIVE COMPENSATION.
3. RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
CORNING'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
CENTERPOINT ENERGY, INC.
SECURITY 15189T107 MEETING TYPE Annual
TICKER SYMBOL CNP MEETING DATE 25-Apr-2013
ISIN US15189T1079 AGENDA 933743569 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: MILTON CARROLL Management For For
1B. ELECTION OF DIRECTOR: MICHAEL P. Management For For
JOHNSON
1C. ELECTION OF DIRECTOR: JANIECE M. Management For For
LONGORIA
1D. ELECTION OF DIRECTOR: DAVID M. Management For For
MCCLANAHAN
1E. ELECTION OF DIRECTOR: SUSAN O. RHENEY Management For For
1F. ELECTION OF DIRECTOR: R.A. WALKER Management For For
1G. ELECTION OF DIRECTOR: PETER S. Management For For
WAREING
2. RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT AUDITORS FOR 2013.
3. APPROVE THE ADVISORY RESOLUTION ON Management Abstain Against
EXECUTIVE COMPENSATION.
ASTEC INDUSTRIES, INC.
SECURITY 046224101 MEETING TYPE Annual
TICKER SYMBOL ASTE MEETING DATE 25-Apr-2013
ISIN US0462241011 AGENDA 933743608 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 J. DON BROCK For For
2 W. NORMAN SMITH For For
3 WILLIAM B. SANSOM For For
4 BENJAMIN G. BROCK For For
2. TO APPROVE THE COMPENSATION OF THE Management Abstain Against
COMPANY'S NAMED EXECUTIVE OFFICERS.
3. TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2013.
EDISON INTERNATIONAL
SECURITY 281020107 MEETING TYPE Annual
TICKER SYMBOL EIX MEETING DATE 25-Apr-2013
ISIN US2810201077 AGENDA 933744725 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JAGJEET S. Management For For
BINDRA
1B. ELECTION OF DIRECTOR: VANESSA C.L. Management For For
CHANG
1C. ELECTION OF DIRECTOR: FRANCE A. Management For For
CORDOVA
1D. ELECTION OF DIRECTOR: THEODORE F. Management For For
CRAVER, JR.
1E. ELECTION OF DIRECTOR: BRADFORD M. Management For For
FREEMAN
1F. ELECTION OF DIRECTOR: LUIS G. NOGALES Management For For
1G. ELECTION OF DIRECTOR: RONALD L. OLSON Management For For
1H. ELECTION OF DIRECTOR: RICHARD T. Management For For
SCHLOSBERG, III
1I. ELECTION OF DIRECTOR: THOMAS C. Management For For
SUTTON
1J. ELECTION OF DIRECTOR: PETER J. TAYLOR Management For For
1K. ELECTION OF DIRECTOR: BRETT WHITE Management For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPANY'S EXECUTIVE COMPENSATION
4. SHAREHOLDER PROPOSAL REGARDING AN Shareholder Against For
INDEPENDENT BOARD CHAIRMAN
NRG ENERGY, INC.
SECURITY 629377508 MEETING TYPE Annual
TICKER SYMBOL NRG MEETING DATE 25-Apr-2013
ISIN US6293775085 AGENDA 933746589 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A ELECTION OF DIRECTOR: KIRBYJON H. Management For For
CALDWELL
1B ELECTION OF DIRECTOR: DAVID CRANE Management For For
1C ELECTION OF DIRECTOR: KATHLEEN A. Management For For
MCGINTY
1D ELECTION OF DIRECTOR: EVAN J. Management For For
SILVERSTEIN
1E ELECTION OF DIRECTOR: THOMAS H. Management For For
WEIDEMEYER
2 TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
3 TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR 2013.
THE GORMAN-RUPP COMPANY
SECURITY 383082104 MEETING TYPE Annual
TICKER SYMBOL GRC MEETING DATE 25-Apr-2013
ISIN US3830821043 AGENDA 933756869 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 JAMES C. GORMAN For For
2 JEFFREY S. GORMAN For For
3 M. ANN HARLAN For For
4 THOMAS E. HOAGLIN For For
5 CHRISTOPHER H. LAKE For For
6 DR. PETER B. LAKE For For
7 RICK R. TAYLOR For For
8 W. WAYNE WALSTON For For
2. APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
ERNST & YOUNG LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR
THE COMPANY DURING THE YEAR ENDING DECEMBER 31, 2013.
SCANA CORPORATION
SECURITY 80589M102 MEETING TYPE Annual
TICKER SYMBOL SCG MEETING DATE 25-Apr-2013
ISIN US80589M1027 AGENDA 933758130 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 KEVIN B. MARSH For For
2 JOSHUA W. MARTIN, III For For
3 JAMES M. MICALI For For
4 HAROLD C. STOWE For For
2. APPROVAL OF THE APPOINTMENT OF THE Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
3. SHAREHOLDER PROPOSAL REGARDING Shareholder For
REPEAL OF THE CLASSIFICATION OF THE
BOARD OF DIRECTORS.
ATLAS ENERGY L P
SECURITY 04930A104 MEETING TYPE Annual
TICKER SYMBOL ATLS MEETING DATE 25-Apr-2013
ISIN US04930A1043 AGENDA 933763927 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 CARLTON M. ARRENDELL For For
2 MARK C. BIDERMAN For For
3 JONATHAN Z. COHEN For For
2. APPROVAL OF THE COMPENSATION OF OUR Management Abstain Against
NAMED EXECUTIVE OFFICERS AS
DISCLOSED PURSUANT TO THE
COMPENSATION DISCLOSURE RULES OF
THE SEC, INCLUDING THE COMPENSATION
DISCUSSION AND ANALYSIS,
COMPENSATION TABLES AND NARRATIVE DISCUSSION.
3. RATIFICATION OF THE SELECTION OF Management For For
GRANT THORNTON LLP AS THE
PARTNERSHIP'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM TO
CONDUCT THE ANNUAL AUDIT OF THE
FINANCIAL STATEMENTS FOR THE FISCAL YEAR 2013.
ABB LTD
SECURITY 000375204 MEETING TYPE Annual
TICKER SYMBOL ABB MEETING DATE 25-Apr-2013
ISIN US0003752047 AGENDA 933769854 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
2.1 APPROVAL OF THE ANNUAL REPORT, THE Management For For
CONSOLIDATED FINANCIAL STATEMENTS,
AND THE ANNUAL FINANCIAL STATEMENTS
FOR 2012
2.2 CONSULTATIVE VOTE ON THE 2012 Management For For
REMUNERATION REPORT
3 DISCHARGE OF THE BOARD OF DIRECTORS Management For For
AND THE PERSONS ENTRUSTED WITH
MANAGEMENT
4 APPROPRIATION OF AVAILABLE EARNINGS Management For For
AND DISTRIBUTION OF CAPITAL
CONTRIBUTION RESERVE
5 RENEWAL OF AUTHORIZED SHARE CAPITAL Management For For
6.1 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
ROGER AGNELLI
6.2 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
LOUIS R. HUGHES
6.3 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
HANS ULRICH MARKI
6.4 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
MICHEL DE ROSEN
6.5 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
MICHAEL TRESCHOW
6.6 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
JACOB WALLENBERG
6.7 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
YING YEH
6.8 RE-ELECTION TO THE BOARD OF DIRECTOR: Management For For
HUBERTUS VON GRUNBERG
7 RE-ELECTION OF THE AUDITORS ERNST & Management For For
YOUNG AG
AT&T INC.
SECURITY 00206R102 MEETING TYPE Annual
TICKER SYMBOL T MEETING DATE 26-Apr-2013
ISIN US00206R1023 AGENDA 933744016 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: RANDALL L. Management For For
STEPHENSON
1B. ELECTION OF DIRECTOR: GILBERT F. Management For For
AMELIO
1C. ELECTION OF DIRECTOR: REUBEN V. Management For For
ANDERSON
1D. ELECTION OF DIRECTOR: JAMES H. Management For For
BLANCHARD
1E. ELECTION OF DIRECTOR: JAIME CHICO Management For For
PARDO
1F. ELECTION OF DIRECTOR: SCOTT T. FORD Management For For
1G. ELECTION OF DIRECTOR: JAMES P. KELLY Management For For
1H. ELECTION OF DIRECTOR: JON C. MADONNA Management For For
1I. ELECTION OF DIRECTOR: MICHAEL B. Management For For
MCCALLISTER
1J. ELECTION OF DIRECTOR: JOHN B. MCCOY Management For For
1K. ELECTION OF DIRECTOR: JOYCE M. ROCHE Management For For
1L. ELECTION OF DIRECTOR: MATTHEW K. Management For For
ROSE
1M. ELECTION OF DIRECTOR: LAURA D'ANDREA Management For For
TYSON
2. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT AUDITORS.
3. ADVISORY APPROVAL OF EXECUTIVE Management Abstain Against
COMPENSATION.
4. APPROVE STOCK PURCHASE AND Management For For
DEFERRAL PLAN.
5. POLITICAL CONTRIBUTIONS REPORT. Shareholder Against For
6. LEAD BATTERIES REPORT. Shareholder Against For
7. COMPENSATION PACKAGES. Shareholder Against For
8. INDEPENDENT BOARD CHAIRMAN. Shareholder Against For
ROWAN COMPANIES PLC
SECURITY G7665A101 MEETING TYPE Annual
TICKER SYMBOL RDC MEETING DATE 26-Apr-2013
ISIN GB00B6SLMV12 AGENDA 933746565 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
O1 AN ORDINARY RESOLUTION TO ELECT Management For For
WILLIAM T. FOX III AS A CLASS I DIRECTOR
FOR A TERM TO EXPIRE AT THE ANNUAL MEETING IN 2014.
O2 AN ORDINARY RESOLUTION TO ELECT SIR Management For For
GRAHAM HEARNE AS A CLASS I DIRECTOR
FOR A TERM TO EXPIRE AT THE ANNUAL MEETING IN 2014.
O3 AN ORDINARY RESOLUTION TO ELECT H.E. Management For For
LENTZ AS A CLASS I DIRECTOR FOR A TERM
TO EXPIRE AT THE ANNUAL MEETING IN 2014.
O4 AN ORDINARY RESOLUTION TO RATIFY THE Management For For
AUDIT COMMITTEE'S APPOINTMENT OF
DELOITTE & TOUCHE LLP AS OUR U.S.
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
O5 AN ORDINARY RESOLUTION TO REAPPOINT Management For For
DELOITTE LLP AS OUR U.K. STATUTORY
AUDITORS UNDER THE U.K. COMPANIES
ACT 2006, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
O6 AN ORDINARY RESOLUTION TO AUTHORIZE Management For For
THE AUDIT COMMITTEE TO DETERMINE OUR
U.K. STATUTORY AUDITORS' REMUNERATION.
O7 AN ORDINARY RESOLUTION TO APPROVE Management For For
OUR 2013 ROWAN COMPANIES PLC INCENTIVE PLAN.
O8 AN ORDINARY RESOLUTION OF A NON- Management For For
BINDING ADVISORY NATURE TO APPROVE
ROWAN COMPANIES PLC'S U.K. STATUTORY
DIRECTORS' REMUNERATION REPORT FOR
THE YEAR ENDED DECEMBER 31, 2012.
9 A NON-BINDING ADVISORY VOTE TO Management Abstain Against
APPROVE ROWAN COMPANIES PLC'S
EXECUTIVE COMPENSATION AS REPORTED
IN THIS PROXY STATEMENT.
CLECO CORPORATION
SECURITY 12561W105 MEETING TYPE Annual
TICKER SYMBOL CNL MEETING DATE 26-Apr-2013
ISIN US12561W1053 AGENDA 933747531 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 LOGAN W. KRUGER For For
2 BRUCE A. WILLIAMSON For For
2. TO RATIFY THE AUDIT COMMITTEE'S Management For For
APPOINTMENT OF THE FIRM OF DELOITTE &
TOUCHE LLP AS CLECO CORPORATION'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPENSATION OF CLECO
CORPORATION'S NAMED EXECUTIVE OFFICERS.
4. MANAGEMENT PROPOSAL TO AMEND THE Management Against Against
BYLAWS OF CLECO CORPORATION TO
ELIMINATE CUMULATIVE VOTING AND TO
ELIMINATE THE CLASSIFICATION OF THE
BOARD OF DIRECTORS OF CLECO
CORPORATION SO AS TO REQUIRE THAT
ALL DIRECTORS BE ELECTED ANNUALLY.
5. MANAGEMENT PROPOSAL TO AMEND THE Management Against Against
AMENDED AND RESTATED ARTICLES OF
INCORPORATION OF CLECO CORPORATION
TO ELIMINATE CUMULATIVE VOTING.
6. SHAREHOLDER PROPOSAL TO REQUIRE Shareholder Against For
CLECO CORPORATION TO ISSUE A
SUSTAINABILITY REPORT.
GATX CORPORATION
SECURITY 361448103 MEETING TYPE Annual
TICKER SYMBOL GMT MEETING DATE 26-Apr-2013
ISIN US3614481030 AGENDA 933750576 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: ANNE L. ARVIA Management For For
1.2 ELECTION OF DIRECTOR: ERNST A. HABERLI Management For For
1.3 ELECTION OF DIRECTOR: BRIAN A. KENNEY Management For For
1.4 ELECTION OF DIRECTOR: MARK G. Management For For
MCGRATH
1.5 ELECTION OF DIRECTOR: JAMES B. REAM Management For For
1.6 ELECTION OF DIRECTOR: ROBERT J. Management For For
RITCHIE
1.7 ELECTION OF DIRECTOR: DAVID S. Management For For
SUTHERLAND
1.8 ELECTION OF DIRECTOR: CASEY J. SYLLA Management For For
1.9 ELECTION OF DIRECTOR: PAUL G. Management For For
YOVOVICH
2. RATIFICATION OF THE APPOINTMENT OF Management For For
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
PEABODY ENERGY CORPORATION
SECURITY 704549104 MEETING TYPE Annual
TICKER SYMBOL BTU MEETING DATE 29-Apr-2013
ISIN US7045491047 AGENDA 933748800 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 GREGORY H. BOYCE For For
2 WILLIAM A. COLEY For For
3 WILLIAM E. JAMES For For
4 ROBERT B. KARN III For For
5 HENRY E. LENTZ For For
6 ROBERT A. MALONE For For
7 WILLIAM C. RUSNACK For For
8 JOHN F. TURNER For For
9 SANDRA A. VAN TREASE For For
10 ALAN H. WASHKOWITZ For For
2. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
NAMED EXECUTIVE OFFICER
COMPENSATION.
4. APPROVAL OF THE MATERIAL TERMS OF Management For For
THE PERFORMANCE GOALS UNDER OUR
2008 MANAGEMENT ANNUAL INCENTIVE
COMPENSATION PLAN.
5. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
LOBBYING ACTIVITIES.
6. SHAREHOLDER PROPOSAL REGARDING AN Shareholder Against For
INDEPENDENT BOARD CHAIR.
PENTAIR LTD
SECURITY H6169Q108 MEETING TYPE Annual
TICKER SYMBOL PNR MEETING DATE 29-Apr-2013
ISIN CH0193880173 AGENDA 933750386 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. RE-ELECTION OF DIRECTOR: T. MICHAEL Management For For
GLENN
1B. RE-ELECTION OF DIRECTOR: DAVID H.Y. HO Management For For
1C. RE-ELECTION OF DIRECTOR: RONALD L. Management For For
MERRIMAN
2. TO APPROVE THE 2012 ANNUAL REPORT OF Management For For
PENTAIR LTD., THE STATUTORY FINANCIAL
STATEMENTS AND THE CONSOLIDATED
FINANCIAL STATEMENTS OF PENTAIR LTD.
FOR THE YEAR ENDED DECEMBER 31, 2012.
3. TO DISCHARGE THE BOARD OF DIRECTORS Management For For
AND EXECUTIVE OFFICERS FROM LIABILITY
FOR THE YEAR ENDED DECEMBER 31, 2012.
4A. TO RE-ELECT DELOITTE AG AS STATUTORY Management For For
AUDITORS UNTIL THE NEXT ANNUAL GENERAL MEETING.
4B. APPOINTMENT OF DELOITTE & TOUCHE LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2013.
4C. TO ELECT PRICEWATERHOUSECOOPERS Management For For
AG AS SPECIAL AUDITORS UNTIL THE NEXT
ANNUAL GENERAL MEETING.
5A. THE APPROPRIATION OF RESULTS FOR THE Management For For
YEAR ENDED DECEMBER 31, 2012.
5B. THE CONVERSION AND APPROPRIATION OF Management For For
RESERVES FROM CAPITAL CONTRIBUTIONS
TO DISTRIBUTE AN ORDINARY CASH DIVIDEND.
6. TO APPROVE BY ADVISORY VOTE THE Management Abstain Against
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN THE PROXY STATEMENT.
7. TO APPROVE PERFORMANCE GOALS AND Management For For
RELATED MATTERS UNDER THE PENTAIR
LTD. 2012 STOCK AND INCENTIVE PLAN.
PENTAIR LTD
SECURITY H6169Q108 MEETING TYPE Annual
TICKER SYMBOL PNR MEETING DATE 29-Apr-2013
ISIN CH0193880173 AGENDA 933786711 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. RE-ELECTION OF DIRECTOR: T. MICHAEL Management For For
GLENN
1B. RE-ELECTION OF DIRECTOR: DAVID H.Y. HO Management For For
1C. RE-ELECTION OF DIRECTOR: RONALD L. Management For For
MERRIMAN
2. TO APPROVE THE 2012 ANNUAL REPORT OF Management For For
PENTAIR LTD., THE STATUTORY FINANCIAL
STATEMENTS AND THE CONSOLIDATED
FINANCIAL STATEMENTS OF PENTAIR LTD.
FOR THE YEAR ENDED DECEMBER 31, 2012.
3. TO DISCHARGE THE BOARD OF DIRECTORS Management For For
AND EXECUTIVE OFFICERS FROM LIABILITY
FOR THE YEAR ENDED DECEMBER 31, 2012.
4A. TO RE-ELECT DELOITTE AG AS STATUTORY Management For For
AUDITORS UNTIL THE NEXT ANNUAL GENERAL MEETING.
4B. APPOINTMENT OF DELOITTE & TOUCHE LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2013.
4C. TO ELECT PRICEWATERHOUSECOOPERS Management For For
AG AS SPECIAL AUDITORS UNTIL THE NEXT
ANNUAL GENERAL MEETING.
5A. THE APPROPRIATION OF RESULTS FOR THE Management For For
YEAR ENDED DECEMBER 31, 2012.
5B. THE CONVERSION AND APPROPRIATION OF Management For For
RESERVES FROM CAPITAL CONTRIBUTIONS
TO DISTRIBUTE AN ORDINARY CASH DIVIDEND.
6. TO APPROVE BY ADVISORY VOTE THE Management Abstain Against
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN THE PROXY STATEMENT.
7. TO APPROVE PERFORMANCE GOALS AND Management For For
RELATED MATTERS UNDER THE PENTAIR
LTD. 2012 STOCK AND INCENTIVE PLAN.
VIVENDI SA, PARIS
SECURITY F97982106 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 30-Apr-2013
ISIN FR0000127771 AGENDA 704300209 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING-INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE-DATE. IN CAPACITY
AS REGISTERED INTERMEDIARY, THE
GLOBAL CUSTODIANS WILL SIGN-THE
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE-INFORMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY-CLICKING ON THE MATERIAL
URL LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2013/0304/201303041300558.
pdf. PLEASE NOTE THAT THIS IS A REVISION
DUE TO ADDITION OF URL LINK: https://balo.journal-
officiel.gouv.fr/pdf/2013/0329/201303291301038.pdf.
IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
O.1 Approval of the reports and annual corporate Management For For
financial statements for the financial year 2012
O.2 Approval of the reports and consolidated financial Management For For
statements for the financial year 2012
O.3 Approval of the Statutory Auditors' special report Management For For
on the regulated agreements and commitments
O.4 Allocation of income for the financial year 2012, Management For For
setting the dividend and the date of payment
O.5 Approval of the Statutory Auditors' special report Management For For
prepared pursuant to Article L.225-88 of the
Commercial Code regarding the conditional
commitment in favor of Mr. Philippe Capron as
Executive Board member
O.6 Appointment of Mr. Vincent Bollore as Management For For
Supervisory Board member
O.7 Appointment of Mr. Pascal Cagni as Supervisory Management For For
Board member
O.8 Appointment of Mrs. Yseulys Costes as Management For For
Supervisory Board member
O.9 Appointment of Mr. Alexandre de Juniac as Management For For
Supervisory Board member
O.10 Appointment of Mrs. Nathalie Bricault Management For For
representing employee shareholders, as
Supervisory Board member
O.11 Authorization granted to the Executive Board to Management For For
allow the Company to purchase its own shares
E.12 Authorization to be granted to the Executive Management For For
Board to reduce share capital by cancellation of shares
E.13 Delegation granted to the Executive Board to Management For For
increase capital by issuing ordinary shares or any
securities giving access to capital with
shareholders' preferential subscription rights
E.14 Delegation granted to the Executive Board to Management For For
increase capital without shareholders' preferential
subscription rights and within the limit of 10% of
capital and within the overall ceiling provided in
the thirteenth resolution, in consideration for in-
kind contributions of equity securities or
securities giving access to capital of third party
companies outside of a public exchange offer
E.15 Delegation granted to the Executive Board to Management For For
increase capital by incorporation of reserves,
profits, premiums or other amounts
E.16 Delegation granted to the Executive Board to Management For For
decide to increase share capital in favor of
employees and retired employees who are
members of the Company Savings Plan without
shareholders' preferential subscription rights
E.17 Delegation granted to the Executive Board to Management For For
decide to increase share capital in favor of
employees of Vivendi foreign subsidiaries who
are members of the Group Savings Plan and to
implement any similar plan without shareholders'
preferential subscription rights
E.18 Powers to carry out all legal formalities Management For For
VIVENDI SA, PARIS
SECURITY F97982106 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 30-Apr-2013
ISIN FR0000127771 AGENDA 704300209 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING-INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE-DATE. IN CAPACITY
AS REGISTERED INTERMEDIARY, THE
GLOBAL CUSTODIANS WILL SIGN-THE
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE-INFORMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY-CLICKING ON THE MATERIAL
URL LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2013/0304/201303041300558.
pdf. PLEASE NOTE THAT THIS IS A REVISION
DUE TO ADDITION OF URL LINK:
https://balo.journal-
officiel.gouv.fr/pdf/2013/0329/201303291301038.pdf.
IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
O.1 Approval of the reports and annual corporate Management For For
financial statements for the financial year 2012
O.2 Approval of the reports and consolidated financial Management For For
statements for the financial year 2012
O.3 Approval of the Statutory Auditors' special report Management For For
on the regulated agreements and commitments
O.4 Allocation of income for the financial year 2012, Management For For
setting the dividend and the date of payment
O.5 Approval of the Statutory Auditors' special report Management For For
prepared pursuant to Article L.225-88 of the
Commercial Code regarding the conditional
commitment in favor of Mr. Philippe Capron as
Executive Board member
O.6 Appointment of Mr. Vincent Bollore as Management For For
Supervisory Board member
O.7 Appointment of Mr. Pascal Cagni as Supervisory Management For For
Board member
O.8 Appointment of Mrs. Yseulys Costes as Management For For
Supervisory Board member
O.9 Appointment of Mr. Alexandre de Juniac as Management For For
Supervisory Board member
O.10 Appointment of Mrs. Nathalie Bricault Management For For
representing employee shareholders, as
Supervisory Board member
O.11 Authorization granted to the Executive Board to Management For For
allow the Company to purchase its own shares
E.12 Authorization to be granted to the Executive Management For For
Board to reduce share capital by cancellation of
shares
E.13 Delegation granted to the Executive Board to Management For For
increase capital by issuing ordinary shares or any
securities giving access to capital with
shareholders' preferential subscription rights
E.14 Delegation granted to the Executive Board to Management For For
increase capital without shareholders' preferential
subscription rights and within the limit of 10% of
capital and within the overall ceiling provided in
the thirteenth resolution, in consideration for in-
kind contributions of equity securities or
securities giving access to capital of third party
companies outside of a public exchange offer
E.15 Delegation granted to the Executive Board to Management For For
increase capital by incorporation of reserves,
profits, premiums or other amounts
E.16 Delegation granted to the Executive Board to Management For For
decide to increase share capital in favor of
employees and retired employees who are
members of the Company Savings Plan without
shareholders' preferential subscription rights
E.17 Delegation granted to the Executive Board to Management For For
decide to increase share capital in favor of
employees of Vivendi foreign subsidiaries who
are members of the Group Savings Plan and to
implement any similar plan without shareholders'
preferential subscription rights
E.18 Powers to carry out all legal formalities Management For For
HERA SPA, BOLOGNA
SECURITY T5250M106 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 30-Apr-2013
ISIN IT0001250932 AGENDA 704378757 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT THE ITALIAN Non-Voting
LANGUAGE AGENDA IS AVAILABLE BY
CLICKING ON THE-URL LINK:-
https://materials.proxyvote.com/Approved/99999
Z/19840101/NPS_159715.PDF
E.1 Amendment of art. 16 and 26 of the company Management For For
bylaws
E.2 Amendment of art. 17 and introduction of art. 34 Management For For
of the company bylaws
O.1 Individual and consolidated financial statements Management For For
as of 31.12.2012 reports of board of directors and
board of statutory auditors
O.2 Presentation of a governance report and Management For For
deliberations on remuneration policies
O.3 New authorization to purchase and dispose of Management For For
own shares
O.4 Appointment of 1 director Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE CHANGE IN MEETING TYPE FROM AGM
TO MIX-. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN
THIS PROXY FORM-UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
ENEL S.P.A., ROMA
SECURITY T3679P115 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 30-Apr-2013
ISIN IT0003128367 AGENDA 704391476 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 171755 DUE TO
RECEIPT OF SLATES FOR INTERNAL
AUDITOR NAMES. ALL VOTES RECEIVED ON
THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK YOU.
1 Financial statements as of December 31st, 2012. Management For For
Reports of the board of directors, of the board of
statutory auditors and of the external auditor.
Related resolutions. Presentation of the
consolidated financial statements for the year
ended December 31st, 2012
2 Allocation of the annual net income Management For For
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE Non-Voting
2 SLATES TO BE ELECTED AS AUDITORS,
THERE-IS ONLY 1 SLATE AVAILABLE TO BE
FILLED AT THE MEETING. THE STANDING
INSTRUCTIO-NS FOR THIS MEETING WILL BE
DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO V-OTE FOR ONLY 1 SLATE OF
THE 2 SLATES. THANK YOU.
3.1 Election of the board of statutory auditors: List Shareholder For Against
presented by Ministero dell'Economia e delle
Finanze representing 31.24% of company stock
capital: Effective Auditors: 1. Lidia D'Alessio 2.
Gennaro Mariconda; Alternate Auditors: 1. Giulia
De Martino 2. Pierpaolo Singer
3.2 Election of the board of statutory auditors: List Shareholder Take No
presented by Aletti Gestielle SGR SpA, Allianz Action
Global Investors Italia SGR SpA, Anima SGR
SpA, APG Alegemene Pensioen Groep NV; Arca
SGR SpA, BNP Paribas Investment Partners
SpA, Ersel Asset Management SGR SpA,
Eurizon Capital SA, Eurizon Capital SA, SpA, FIL
Investment International, Fideuram Investimenti
SGR SpA, Fideuram Gestions SA, Interfund
Sicav, Mediolanum Gestione FondiSGR SpA,
Madiolanum Internation Funds Limited, Pioneer
Asset Management SA, Pioneer Investment
Management SGR SpA, and UBI Pramerica
SGR Spa representing 1.07% of company stock
capital: Effective Auditors: 1. Sergio Duca;
Alternate Auditors: 1. Franco Luciano Tutino
4 Determination of the compensation of the regular Management For For
members of the board of statutory auditors
5 Remuneration report Management For For
PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION OF AMENDMENT
COMMENT.-IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN
THIS PROXY FORM U-NLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
AGL RESOURCES INC.
SECURITY 001204106 MEETING TYPE Annual
TICKER SYMBOL GAS MEETING DATE 30-Apr-2013
ISIN US0012041069 AGENDA 933748785 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 SANDRA N. BANE For For
2 THOMAS D. BELL, JR. For For
3 NORMAN R. BOBINS For For
4 CHARLES R. CRISP For For
5 BRENDA J. GAINES For For
6 ARTHUR E. JOHNSON For For
7 WYCK A. KNOX, JR. For For
8 DENNIS M. LOVE For For
9 CHARLES H."PETE" MCTIER For For
10 DEAN R. O'HARE For For
11 ARMANDO J. OLIVERA For For
12 JOHN E. RAU For For
13 JAMES A. RUBRIGHT For For
14 JOHN W. SOMERHALDER II For For
15 BETTINA M. WHYTE For For
16 HENRY C. WOLF For For
2. THE RATIFICATION OF THE APPOINTMENT Management For For
OF PRICEWATERHOUSECOOPERS LLP AS
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. THE APPROVAL OF A NON-BINDING Management Abstain Against
RESOLUTION TO APPROVE THE
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
4. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
GENDER IDENTITY.
CHARTER COMMUNICATIONS, INC.
SECURITY 16117M305 MEETING TYPE Annual
TICKER SYMBOL CHTR MEETING DATE 30-Apr-2013
ISIN US16117M3051 AGENDA 933750362 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 DIRECTOR Management
1 W. LANCE CONN For For
2 DARREN GLATT For For
3 CRAIG A. JACOBSON For For
4 BRUCE A. KARSH For For
5 EDGAR LEE For For
6 JEFFREY A. MARCUS For For
7 JOHN D. MARKLEY, JR. For For
8 DAVID C. MERRITT For For
9 STAN PARKER For For
10 THOMAS M. RUTLEDGE For For
11 ERIC L. ZINTERHOFER For For
2 AN AMENDMENT INCREASING THE NUMBER Management Against Against
OF SHARES IN THE COMPANY'S 2009 STOCK
INCENTIVE PLAN.
3 THE RATIFICATION OF THE APPOINTMENT Management For For
OF KPMG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDED
DECEMBER 31, 2013.
SPECTRA ENERGY CORP
SECURITY 847560109 MEETING TYPE Annual
TICKER SYMBOL SE MEETING DATE 30-Apr-2013
ISIN US8475601097 AGENDA 933750627 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: WILLIAM T. ESREY Management For For
1B. ELECTION OF DIRECTOR: GREGORY L. EBEL Management For For
1C. ELECTION OF DIRECTOR: AUSTIN A. ADAMS Management For For
1D. ELECTION OF DIRECTOR: JOSEPH Management For For
ALVARADO
1E. ELECTION OF DIRECTOR: PAMELA L. Management For For
CARTER
1F. ELECTION OF DIRECTOR: F. ANTHONY Management For For
COMPER
1G. ELECTION OF DIRECTOR: PETER B. Management For For
HAMILTON
1H. ELECTION OF DIRECTOR: DENNIS R. Management For For
HENDRIX
1I. ELECTION OF DIRECTOR: MICHAEL Management For For
MCSHANE
1J. ELECTION OF DIRECTOR: MICHAEL G. Management For For
MORRIS
1K. ELECTION OF DIRECTOR: MICHAEL E.J. Management For For
PHELPS
2. RATIFICATION OF APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS SPECTRA
ENERGY CORP'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
3. AN ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
4. SHAREHOLDER PROPOSAL CONCERNING Shareholder Against For
DISCLOSURE OF POLITICAL
CONTRIBUTIONS.
5. SHAREHOLDER PROPOSAL CONCERNING Shareholder Against For
FUGITIVE METHANE EMISSIONS REPORT.
TECO ENERGY, INC.
SECURITY 872375100 MEETING TYPE Annual
TICKER SYMBOL TE MEETING DATE 01-May-2013
ISIN US8723751009 AGENDA 933740513 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: JOHN B. RAMIL Management For For
1.2 ELECTION OF DIRECTOR: TOM L. RANKIN Management For For
1.3 ELECTION OF DIRECTOR: WILLIAM D. Management For For
ROCKFORD
2. RATIFICATION OF THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITOR FOR 2013.
3. ADVISORY APPROVAL OF THE COMPANY'S Management Abstain Against
EXECUTIVE COMPENSATION.
4. AMENDMENT OF THE COMPANY'S EQUAL Shareholder Against For
EMPLOYMENT OPPORTUNITY POLICY.
ECHOSTAR CORPORATION
SECURITY 278768106 MEETING TYPE Annual
TICKER SYMBOL SATS MEETING DATE 01-May-2013
ISIN US2787681061 AGENDA 933752241 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 R. STANTON DODGE For For
2 MICHAEL T. DUGAN For For
3 CHARLES W. ERGEN For For
4 ANTHONY M. FEDERICO For For
5 PRADMAN P. KAUL For For
6 TOM A. ORTOLF For For
7 C. MICHAEL SCHROEDER For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. TO TRANSACT SUCH OTHER BUSINESS AS Management Abstain Against
MAY PROPERLY COME BEFORE THE
ANNUAL MEETING OR ANY ADJOURNMENT
OR POSTPONEMENT THEREOF.
NORTHEAST UTILITIES
SECURITY 664397106 MEETING TYPE Annual
TICKER SYMBOL NU MEETING DATE 01-May-2013
ISIN US6643971061 AGENDA 933752443 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 RICHARD H. BOOTH For For
2 JOHN S. CLARKESON For For
3 COTTON M. CLEVELAND For For
4 SANFORD CLOUD, JR. For For
5 JAMES S. DISTASIO For For
6 FRANCIS A. DOYLE For For
7 CHARLES K. GIFFORD For For
8 PAUL A. LA CAMERA For For
9 KENNETH R. LEIBLER For For
10 THOMAS J. MAY For For
11 CHARLES W. SHIVERY For For
12 WILLIAM C. VAN FAASEN For For
13 FREDERICA M. WILLIAMS For For
14 DENNIS R. WRAASE For For
2. TO CONSIDER AND APPROVE THE Management Abstain Against
FOLLOWING ADVISORY (NON-BINDING)
PROPOSAL: "RESOLVED, THAT THE
COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS, AS
DISCLOSED PURSUANT TO THE
COMPENSATION DISCLOSURE RULES OF
THE SECURITIES AND EXCHANGE
COMMISSION, INCLUDING THE
COMPENSATION DISCUSSION AND
ANALYSIS, COMPENSATION TABLES AND
ANY RELATED MATERIAL IS HEREBY
APPROVED"
3. TO RATIFY THE SELECTION OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR
2013
TALISMAN ENERGY INC.
SECURITY 87425E103 MEETING TYPE Annual
TICKER SYMBOL TLM MEETING DATE 01-May-2013
ISIN CA87425E1034 AGENDA 933754435 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 DIRECTOR Management
1 CHRISTIANE BERGEVIN For For
2 DONALD J. CARTY For For
3 WILLIAM R.P. DALTON For For
4 KEVIN S. DUNNE For For
5 HAROLD N. KVISLE For For
6 BRIAN M. LEVITT For For
7 LISA A. STEWART For For
8 PETER W. TOMSETT For For
9 MICHAEL T. WAITES For For
10 CHARLES R. WILLIAMSON For For
11 CHARLES M. WINOGRAD For For
02 REAPPOINTMENT OF ERNST & YOUNG, LLP, Management For For
CHARTERED ACCOUNTANTS, AS AUDITOR
OF THE COMPANY FOR THE ENSUING YEAR.
03 A RESOLUTION ACCEPTING THE Management For For
COMPANY'S APPROACH TO EXECUTIVE
COMPENSATION. PLEASE READ THE
RESOLUTION IN FULL IN THE
ACCOMPANYING MANAGEMENT PROXY
CIRCULAR.
MATERION CORPORATION
SECURITY 576690101 MEETING TYPE Annual
TICKER SYMBOL MTRN MEETING DATE 01-May-2013
ISIN US5766901012 AGENDA 933763612 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 VINOD M. KHILNANI For For
2 DARLENE J.S. SOLOMON For For
3 ROBERT B. TOTH For For
2. TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF
THE COMPANY
3. TO APPROVE THE MATERION Management For For
CORPORATION MANAGEMENT INCENTIVE
PLAN
4. TO APPROVE, BY NON-BINDING VOTE, Management Abstain Against
NAMED EXECUTIVE OFFICER
COMPENSATION
LUFKIN INDUSTRIES, INC.
SECURITY 549764108 MEETING TYPE Annual
TICKER SYMBOL LUFK MEETING DATE 01-May-2013
ISIN US5497641085 AGENDA 933767191 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: J.F. GLICK Management For For
1.2 ELECTION OF DIRECTOR: J.D. HOFMEISTER Management For For
1.3 ELECTION OF DIRECTOR: A.Z. SELIM Management For For
1.4 ELECTION OF DIRECTOR: T.E. WIENER Management For For
2. RATIFICATION OF DELOITTE & TOUCHE LLP Management For For
AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR 2013.
3. TO APPROVE, BY NON-BINDING VOTE, Management Abstain Against
EXECUTIVE COMPENSATION.
4. TO APPROVE AND ADOPT THE LUFKIN Management For For
INDUSTRIES, INC. INCENTIVE STOCK
COMPENSATION PLAN 2013.
ROLLS-ROYCE HOLDINGS PLC, LONDON
SECURITY G76225104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 02-May-2013
ISIN GB00B63H8491 AGENDA 704332701 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 That the directors' report and the audited financial Management For For
statements for the year ended 31 December
2012 be received
2 That the directors' remuneration report for the Management For For
year ended 31 December 2012 be approved
3 That Ian Davis be elected as a director of the Management For For
Company
4 That Jasmin Staiblin be elected as a director of Management For For
the Company
5 That John Rishton be re-elected as a director of Management For For
the Company
6 That Dame Helen Alexander be re-elected as a Management For For
director of the Company
7 That Lewis Booth CBE be re-elected as a director Management For For
of the Company
8 That Sir Frank Chapman be re-elected as a Management For For
director of the Company
9 That Iain Conn be re-elected as a director of the Management For For
Company
10 That James Guyette be re-elected as a director Management For For
of the Company
11 That John McAdam be re-elected as a director of Management For For
the Company
12 That Mark Morris be re-elected as a director of Management For For
the Company
13 That John Neill CBE be re-elected as a director Management For For
of the Company
14 That Colin Smith CBE be re-elected as a director Management For For
of the Company
15 That KPMG Audit Plc be reappointed as the Management For For
Company's auditor to hold office until the
conclusion of the next general meeting at which
financial statements are laid before the Company
16 That the directors be authorised to agree the Management For For
auditor's remuneration
17 That, the directors be and are hereby authorised: Management For For
a)on one or more occasions, to capitalise such
sums as they may determine from time to time
but not exceeding the aggregate nominal sum of
GBP 500 million standing to the credit of the
Company's merger reserve, capital redemption
reserve and/or such other reserves as the
Company may legally use in paying up in full at
par, up to 500 billion non-cumulative redeemable
preference shares in the capital of the Company
with a nominal value of 0.1 pence each (C
Shares) from time to time having the rights and
being subject to the restrictions contained in the
Articles of Association (the Articles) of the
Company from time to time or any other terms
and conditions approved by the directors from
time to time; b) pursuant to Section 551 of the
Companies Act 2006 (the Act), to CONTD
CONT CONTD exercise all powers of the Company to Non-Voting
allot and issue C Shares credited-as fully paid up
to an aggregate nominal amount of GBP 500
million to the-holders of ordinary shares of 20
pence each in the capital of the Company on-the
register of members of the Company on any
dates determined by the-directors from time to
time and on the basis of the number of C Shares
for-every ordinary share held as may be
determined by the directors from time to-time;
and provided that the authority conferred by this
resolution shall-expire at the end of the 2014
AGM of the Company or 15 months after the
date-on which this resolution is passed
(whichever is the earlier) and so that-such
authority shall be additional to, and without
prejudice to, the-unexercised portion of any other
authorities and powers granted to the-directors,
and CONTD
CONT CONTD any resolution passed prior to the date of Non-Voting
passing of this resolution;-and c) to do all acts
and things they may consider necessary or
desirable to-give effect to this resolution and to
satisfy any entitlement to C Shares-howsoever
arising
18 That the Company and any company which is or Management For For
becomes a subsidiary of the Company during the
period to which this resolution is effective be and
is hereby authorised to: a)make donations to
political parties and/or independent election
candidates; b) make donations to political
organisations other than political parties; and c)
incur political expenditure during the period
commencing on the date of this resolution and
ending on the date of the 2014 AGM or 15
months after the date on which this resolution is
passed (whichever is the earlier), provided that in
each case any such donations and expenditure
made by the Company or by any such subsidiary
shall not exceed GBP 25,000 per company and
the aggregate of those made by the Company
and any such subsidiary shall not exceed GBP
50,000. For the purposes of this resolution,
CONTD
CONT CONTD the terms 'political donation', 'political Non-Voting
parties', 'independent-election candidates',
'political organisation' and 'political expenditure'-
have the meanings given by Part 14 of the Act
19 That: a) the first Section 551 amount as defined Management For For
in article 12 of the Articles shall be GBP
124,821,118; and b)the second Section 551
amount as defined in article 12 of the Articles
shall be GBP 249,642,235; and c) the prescribed
period as defined in article 12 of the Articles for
which the authorities conferred by this resolution
are given shall be a period expiring (unless
previously renewed, varied or revoked by the
Company in general meeting) at the end of the
2014 AGM of the Company or 15 months after
the date on which this resolution is passed
(whichever is the earlier)
20 That, subject to the passing of Resolution 19, the Management For For
Section 561 amount as defined in article 12 of the
Articles shall be GBP 18,723,167 and the
prescribed period for which the authority
conferred by this resolution is given shall be a
period expiring (unless previously renewed,
varied or revoked by the Company in general
meeting) at the end of the 2014 AGM of the
Company or 15 months after the date on which
this resolution is passed (whichever is the earlier)
21 That the Company be and is hereby generally Management For For
and unconditionally authorised to make market
purchases (within the meaning of Section 693(4)
of the Act) of its ordinary shares, subject to the
following conditions: a)the maximum aggregate
number of ordinary shares authorised to be
purchased is 187,231,677; b)the minimum price
(exclusive of expenses) which may be paid for an
ordinary share is 20 pence (being the nominal
value of an ordinary share); c) the maximum
price (exclusive of expenses) which may be paid
for each ordinary share is the higher of: i) an
amount equal to 105 per cent of the average of
the middle market quotations for the ordinary
shares as derived from the London Stock
Exchange Daily Official List for the five business
days immediately preceding the day on which an
ordinary share is contracted to be CONTD
CONT CONTD purchased; and ii) an amount equal to Non-Voting
the higher of the price of the-last independent
trade of an ordinary share and the highest
current-independent bid for an ordinary share as
derived from the London Stock-Exchange
Trading System; d)this authority shall expire at
the end of the 2014-AGM of the Company or 15
months from the date of this resolution
(whichever-is the earlier); and e) a contract to
purchase shares under this authority-may be
made prior to the expiry of this authority, and
concluded, in whole or-in part, after the expiry of
this authority
22 That with immediate effect, the amended Articles Management For For
of Association of the Company produced to the
meeting and initialed by the Chairman for the
purpose of identification (the New Articles) be
approved and adopted as the Articles of
Association of the Company, in substitution for
the existing Articles of Association (the Existing
Articles)
PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION OF TEXT IN
RESOLUTION-NO 9. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY-FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
MOBISTAR SA, BRUXELLES
SECURITY B60667100 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 02-May-2013
ISIN BE0003735496 AGENDA 704373101 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) MAY
BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
A Presentation and discussion of the Board of Non-Voting
Directors' management report on-the company's
annual accounts for the financial year ended 31
December 2012
B Presentation and discussion of the statutory Non-Voting
auditor's report on the-company's annual
accounts for the financial year ended 31
December 2012
C The general meeting approves the remuneration Management No Action
report for the financial year ended 31 December 2012
D The general meeting approves the company's Management No Action
annual accounts for the financial year ended 31
December 2012, including the appropriation of
the results as presented with distribution of a
gross dividend of one euro and eighty cents
(EUR 1.80) per share payable in exchange for
coupon No. 16 (ordinary dividend) as follows: "Ex
date" on 21 May 2013; "Record date" on 23 May
2013; and "Payment date" on 24 May 2013. An
amount equal to one per cent (1%) of the
consolidated net result after taxes has been
reserved for an employee participation plan
pursuant to the law of 22 May 2001 on the
participation of workers in the capital and profit of
companies
E The general meeting discharges the directors for Management No Action
fulfilling their mandate up to and including 31
December 2012
F The general meeting discharges the statutory Management No Action
auditor for fulfilling his mandate up to and
including 31 December 2012
G In accordance with article 556 of the Belgian Management No Action
Companies Code, the general meeting approves
and ratifies insofar as necessary article 7.3 of the
"Service Contract no. 8.12-59" of 7 November
2012 between the company and the
PERMANENT REPRESENTATION OF
LITHUANIA TO THE EUROPEAN UNION
H In accordance with article 556 of the Belgian Management No Action
Companies Code the general meeting approves
and ratifies insofar as necessary article 41.1 (a)
of the contract "Provision of Mobile
Telecommunication Services for the UK Foreign
and Commonwealth office in Belgium" of 23
January 2013 between the company and
CORPORATE SERVICES BENELUX, BRITISH EMBASSY
I In accordance with article 556 of the Belgian Management No Action
Companies Code the general meeting approves
and ratifies insofar as necessary article 13.4 of
the "Full MVNO for the Provision of Mobile
Services" of 27 April 2012 between the company
and TELENET NV
WISCONSIN ENERGY CORPORATION
SECURITY 976657106 MEETING TYPE Annual
TICKER SYMBOL WEC MEETING DATE 02-May-2013
ISIN US9766571064 AGENDA 933742834 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: JOHN F. Management For For
BERGSTROM
1.2 ELECTION OF DIRECTOR: BARBARA L. Management For For
BOWLES
1.3 ELECTION OF DIRECTOR: PATRICIA W. Management For For
CHADWICK
1.4 ELECTION OF DIRECTOR: CURT S. CULVER Management For For
1.5 ELECTION OF DIRECTOR: THOMAS J. Management For For
FISCHER
1.6 ELECTION OF DIRECTOR: GALE E. KLAPPA Management For For
1.7 ELECTION OF DIRECTOR: HENRY W. Management For For
KNUEPPEL
1.8 ELECTION OF DIRECTOR: ULICE PAYNE, JR. Management For For
1.9 ELECTION OF DIRECTOR: MARY ELLEN Management For For
STANEK
2. RATIFICATION OF DELOITTE & TOUCHE LLP Management For For
AS INDEPENDENT AUDITORS FOR 2013.
3. ADVISORY VOTE TO APPROVE Management Abstain Against
COMPENSATION OF THE NAMED EXECUTIVE OFFICERS.
DUKE ENERGY CORPORATION
SECURITY 26441C204 MEETING TYPE Annual
TICKER SYMBOL DUK MEETING DATE 02-May-2013
ISIN US26441C2044 AGENDA 933746705 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 WILLIAM BARNET, III For For
2 G. ALEX BERNHARDT, SR. For For
3 MICHAEL G. BROWNING For For
4 HARRIS E. DELOACH, JR. For For
5 DANIEL R. DIMICCO For For
6 JOHN H. FORSGREN For For
7 ANN M. GRAY For For
8 JAMES H. HANCE, JR. For For
9 JOHN T. HERRON For For
10 JAMES B. HYLER, JR. For For
11 E. MARIE MCKEE For For
12 E. JAMES REINSCH For For
13 JAMES T. RHODES For For
14 JAMES E. ROGERS For For
15 CARLOS A. SALADRIGAS For For
16 PHILIP R. SHARP For For
2. RATIFICATION OF DELOITTE & TOUCHE LLP Management For For
AS DUKE ENERGY CORPORATION'S
INDEPENDENT PUBLIC ACCOUNTANT FOR 2013
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
4. APPROVAL OF THE AMENDED DUKE Management For For
ENERGY CORPORATION EXECUTIVE
SHORT-TERM INCENTIVE PLAN
5. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
SHAREHOLDER ACTION BY WRITTEN CONSENT
6. SHAREHOLDER PROPOSAL REGARDING AN Shareholder Against For
AMENDMENT TO OUR ORGANIZATIONAL
DOCUMENTS TO REQUIRE MAJORITY
VOTING FOR THE ELECTION OF DIRECTORS
DTE ENERGY COMPANY
SECURITY 233331107 MEETING TYPE Annual
TICKER SYMBOL DTE MEETING DATE 02-May-2013
ISIN US2333311072 AGENDA 933747303 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 GERARD M. ANDERSON For For
2 DAVID A. BRANDON For For
3 CHARLES G. MCCLURE, JR. For For
4 GAIL J. MCGOVERN For For
5 JAMES B. NICHOLSON For For
6 CHARLES W. PRYOR, JR. For For
7 RUTH G. SHAW For For
2. RATIFICATION OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
PRICEWATERHOUSECOOPERS LLP
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION
4. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
POLITICAL CONTRIBUTIONS
VERIZON COMMUNICATIONS INC.
SECURITY 92343V104 MEETING TYPE Annual
TICKER SYMBOL VZ MEETING DATE 02-May-2013
ISIN US92343V1044 AGENDA 933747872 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A ELECTION OF DIRECTOR: RICHARD L. Management For For
CARRION
1B ELECTION OF DIRECTOR: MELANIE L. Management For For
HEALEY
1C ELECTION OF DIRECTOR: M. FRANCES Management For For
KEETH
1D ELECTION OF DIRECTOR: ROBERT W. LANE Management For For
1E ELECTION OF DIRECTOR: LOWELL C. Management For For
MCADAM
1F ELECTION OF DIRECTOR: SANDRA O. Management For For
MOOSE
1G ELECTION OF DIRECTOR: JOSEPH Management For For
NEUBAUER
1H ELECTION OF DIRECTOR: DONALD T. Management For For
NICOLAISEN
1I ELECTION OF DIRECTOR: CLARENCE OTIS, Management For For
JR.
1J ELECTION OF DIRECTOR: HUGH B. PRICE Management For For
1K ELECTION OF DIRECTOR: RODNEY E. Management For For
SLATER
1L ELECTION OF DIRECTOR: KATHRYN A. Management For For
TESIJA
1M ELECTION OF DIRECTOR: GREGORY D. Management For For
WASSON
02 RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
03 ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION
04 APPROVAL OF LONG-TERM INCENTIVE PLAN Management For For
05 NETWORK NEUTRALITY Shareholder Against For
06 LOBBYING ACTIVITIES Shareholder Against For
07 PROXY ACCESS BYLAWS Shareholder Against For
08 SEVERANCE APPROVAL POLICY Shareholder Against For
09 SHAREHOLDER RIGHT TO CALL A SPECIAL Shareholder Against For
MEETING
10 SHAREHOLDER RIGHT TO ACT BY WRITTEN Shareholder Against For
CONSENT
DIRECTV
SECURITY 25490A309 MEETING TYPE Annual
TICKER SYMBOL DTV MEETING DATE 02-May-2013
ISIN US25490A3095 AGENDA 933751910 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: NEIL AUSTRIAN Management For For
1B. ELECTION OF DIRECTOR: RALPH BOYD, JR. Management For For
1C. ELECTION OF DIRECTOR: ABELARDO BRU Management For For
1D. ELECTION OF DIRECTOR: DAVID DILLON Management For For
1E. ELECTION OF DIRECTOR: SAMUEL DIPIAZZA, JR. Management For For
1F. ELECTION OF DIRECTOR: DIXON DOLL Management For For
1G. ELECTION OF DIRECTOR: CHARLES LEE Management For For
1H. ELECTION OF DIRECTOR: PETER LUND Management For For
1I. ELECTION OF DIRECTOR: NANCY NEWCOMB Management For For
1J. ELECTION OF DIRECTOR: LORRIE Management For For
NORRINGTON
1K. ELECTION OF DIRECTOR: MICHAEL WHITE Management For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR DIRECTV FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. AN ADVISORY VOTE TO APPROVE Management Abstain Against
COMPENSATION OF OUR NAMED EXECUTIVES.
4. SHAREHOLDER PROPOSAL TO PROHIBIT Shareholder Against For
ACCELERATED VESTING OF EQUITY
AWARDS UPON A CHANGE IN CONTROL.
5. SHAREHOLDER PROPOSAL TO REQUIRE Shareholder Against For
THAT AN INDEPENDENT BOARD MEMBER BE
THE CHAIRMAN OF THE COMPANY.
6. SHAREHOLDER PROPOSAL TO GRANT A Shareholder Against For
RIGHT TO SHAREHOLDERS TO ACT BY WRITTEN CONSENT.
DISH NETWORK CORPORATION
SECURITY 25470M109 MEETING TYPE Annual
TICKER SYMBOL DISH MEETING DATE 02-May-2013
ISIN US25470M1099 AGENDA 933751960 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 JOSEPH P. CLAYTON For For
2 JAMES DEFRANCO For For
3 CANTEY M. ERGEN For For
4 CHARLES W. ERGEN For For
5 STEVEN R. GOODBARN For For
6 GARY S. HOWARD For For
7 DAVID K. MOSKOWITZ For For
8 TOM A. ORTOLF For For
9 CARL E. VOGEL For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. TO AMEND AND RESTATE OUR EMPLOYEE Management For For
STOCK PURCHASE PLAN.
MUELLER INDUSTRIES, INC.
SECURITY 624756102 MEETING TYPE Annual
TICKER SYMBOL MLI MEETING DATE 02-May-2013
ISIN US6247561029 AGENDA 933773170 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 GREGORY L. CHRISTOPHER For For
2 PAUL J. FLAHERTY For For
3 GENNARO J. FULVIO For For
4 GARY S. GLADSTEIN For For
5 SCOTT J. GOLDMAN For For
6 TERRY HERMANSON For For
2. APPROVE THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT AUDITORS OF THE COMPANY.
3. TO APPROVE, ON AN ADVISORY BASIS BY Management Abstain Against
NON-BINDING VOTE, EXECUTIVE COMPENSATION.
TENARIS, S.A.
SECURITY 88031M109 MEETING TYPE Annual
TICKER SYMBOL TS MEETING DATE 02-May-2013
ISIN US88031M1099 AGENDA 933776239 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
A1. CONSIDERATION OF THE CONSOLIDATED Management For
MANAGEMENT REPORT AND RELATED
MANAGEMENT CERTIFICATIONS ON THE
COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS AS OF AND FOR THE YEAR
ENDED 31 DECEMBER 2012, AND ON THE
ANNUAL ACCOUNTS AS AT 31 DECEMBER
2012, AND OF THE INDEPENDENT AUDITORS'
REPORTS ON SUCH CONSOLIDATED
FINANCIAL STATEMENTS AND ANNUAL ACCOUNTS.
A2. APPROVAL OF THE COMPANY'S Management For
CONSOLIDATED FINANCIAL STATEMENTS
AS OF AND FOR THE YEAR ENDED 31 DECEMBER 2012.
A3. APPROVAL OF THE COMPANY'S ANNUAL Management For
ACCOUNTS AS AT 31 DECEMBER 2012.
A4. ALLOCATION OF RESULTS AND APPROVAL Management For
OF DIVIDEND PAYMENT FOR THE YEAR
ENDED 31 DECEMBER 2012.
A5. DISCHARGE OF THE MEMBERS OF THE Management For
BOARD OF DIRECTORS FOR THE EXERCISE
OF THEIR MANDATE DURING THE YEAR
ENDED 31 DECEMBER 2012.
A6. ELECTION OF MEMBERS OF THE BOARD OF Management For
DIRECTORS.
A7. COMPENSATION OF MEMBERS OF THE Management For
BOARD OF DIRECTORS.
A8. APPOINTMENT OF THE INDEPENDENT Management For
AUDITORS FOR THE FISCAL YEAR ENDING
31 DECEMBER 2013, AND APPROVAL OF THEIR FEES.
A9. AUTHORIZATION TO THE BOARD OF Management For
DIRECTORS TO CAUSE THE DISTRIBUTION
OF ALL SHAREHOLDER COMMUNICATIONS,
INCLUDING ITS SHAREHOLDER MEETING
AND PROXY MATERIALS AND ANNUAL
REPORTS TO SHAREHOLDERS, BY SUCH
ELECTRONIC MEANS AS IS PERMITTED BY
ANY APPLICABLE LAWS OR REGULATIONS.
CHESAPEAKE UTILITIES CORPORATION
SECURITY 165303108 MEETING TYPE Annual
TICKER SYMBOL CPK MEETING DATE 02-May-2013
ISIN US1653031088 AGENDA 933777926 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 RALPH J. ADKINS For For
2 RICHARD BERNSTEIN For For
3 PAUL L. MADDOCK, JR. For For
4 MICHAEL P. MCMASTERS For For
2. TO CONSIDER AND VOTE ON THE ADOPTION Management For For
OF THE CHESAPEAKE UTILITIES
CORPORATION OMNIBUS EQUITY PLAN.
3. RATIFICATION OF THE SELECTION OF Management For For
PARENTEBEARD LLC AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
TENARIS, S.A.
SECURITY 88031M109 MEETING TYPE Annual
TICKER SYMBOL TS MEETING DATE 02-May-2013
ISIN US88031M1099 AGENDA 933802539 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
A1. CONSIDERATION OF THE CONSOLIDATED Management For
MANAGEMENT REPORT AND RELATED
MANAGEMENT CERTIFICATIONS ON THE
COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS AS OF AND FOR THE YEAR
ENDED 31 DECEMBER 2012, AND ON THE
ANNUAL ACCOUNTS AS AT 31 DECEMBER
2012, AND OF THE INDEPENDENT AUDITORS'
REPORTS ON SUCH CONSOLIDATED
FINANCIAL STATEMENTS AND ANNUAL ACCOUNTS.
A2. APPROVAL OF THE COMPANY'S Management For
CONSOLIDATED FINANCIAL STATEMENTS
AS OF AND FOR THE YEAR ENDED 31 DECEMBER 2012.
A3. APPROVAL OF THE COMPANY'S ANNUAL Management For
ACCOUNTS AS AT 31 DECEMBER 2012.
A4. ALLOCATION OF RESULTS AND APPROVAL Management For
OF DIVIDEND PAYMENT FOR THE YEAR
ENDED 31 DECEMBER 2012.
A5. DISCHARGE OF THE MEMBERS OF THE Management For
BOARD OF DIRECTORS FOR THE EXERCISE
OF THEIR MANDATE DURING THE YEAR
ENDED 31 DECEMBER 2012.
A6. ELECTION OF MEMBERS OF THE BOARD OF Management For
DIRECTORS.
A7. COMPENSATION OF MEMBERS OF THE Management For
BOARD OF DIRECTORS.
A8. APPOINTMENT OF THE INDEPENDENT Management For
AUDITORS FOR THE FISCAL YEAR ENDING
31 DECEMBER 2013, AND APPROVAL OF THEIR FEES.
A9. AUTHORIZATION TO THE BOARD OF Management For
DIRECTORS TO CAUSE THE DISTRIBUTION
OF ALL SHAREHOLDER COMMUNICATIONS,
INCLUDING ITS SHAREHOLDER MEETING
AND PROXY MATERIALS AND ANNUAL
REPORTS TO SHAREHOLDERS, BY SUCH
ELECTRONIC MEANS AS IS PERMITTED BY
ANY APPLICABLE LAWS OR REGULATIONS.
E.ON SE, DUESSELDORF
SECURITY D24914133 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 03-May-2013
ISIN DE000ENAG999 AGENDA 704344922 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please note that for Registered Share meetings Non-Voting
in Germany there is now a requirement that any
shareholder who holds an aggregate total of 3
per cent or more-of the outstanding share capital
must register under their beneficial owner details
before the appropriate deadline to be able to
vote. Failure to comply with the declaration
requirements as stipulated in section 21 of the
Securities-Trade Act (WpHG) may prevent the
shareholder from voting at the general meetings.
Therefore, your custodian may request that we
register beneficial owner data for all voted
accounts to the respective sub custodian. If you
require further information with regard to
whether such BO registration will be conducted-
for your custodian's accounts, please contact
your CSR for more information.-
https://materials.proxyvote.com/Approved/99999
Z/19840101/OTHER_153994.PDF
The sub custodians have also advised that voted Non-Voting
shares are not blocked for trading purposes i.e.
they are only unavailable for settlement. In order
to deliver/settle a voted position before the
deregistration date a voting instruction-
cancellation and deregistration request needs to
be sent to your CSR or Custodian. Failure to deregister
the shares before settlement date could
result in the settlement being delayed. If you are
considering settling a traded voted-position prior
to the meeting date of this event, please contact
your CSR or custodian to ensure your shares
have been deregistered.
The Vote/Registration Deadline as displayed on Non-Voting
ProxyEdge is subject to change and will be
updated as soon as Broadridge receives
confirmation from the sub custodians regarding
their instruction deadline. For any queries please
contact your Client Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF
THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE
YOUR VOTING RIGHTS. FURTHER, YOUR
VOTING RIGHT MIGHT BE EXCLUDED WHEN
YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU
HAV-E NOT COMPLIED WITH ANY OF YOUR
MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT-TO THE
GERMAN SECURITIES TRADING ACT
(WHPG). FOR QUESTIONS IN THIS REGARD
PLE-ASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF
YOU DO NO-T HAVE ANY INDICATION
REGARDING SUCH CONFLICT OF INTEREST,
OR ANOTHER EXCLUSIO-N FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL.
THANK YOU.
COUNTER PROPOSALS MAY BE SUBMITTED Non-Voting
UNTIL 18.04.2013. FURTHER INFORMATION
ON CO-UNTER PROPOSALS CAN BE FOUND
DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO-THE MATERIAL URL
SECTION OF THE APPLICATION). IF YOU
WISH TO ACT ON THESE ITE-MS, YOU WILL
NEED TO REQUEST A MEETING ATTEND
AND VOTE YOUR SHARES DIRECTLY AT THE
COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED IN
THE BALLOT ON-PROXYEDGE.
1. Presentation of the adopted Annual Financial Non-Voting
Statements and the approved Consolidated
Financial Statements for the 2012 financial year,
along with the Management Report Summary for
E.ON SE and the E.ON Group and the Report of
the Supervisory Board as well as the
Explanatory Report of the Board of Management
reg-arding the statements pursuant to Sections
289 para. 4, 315 para. 4 and Sectio-n 289 para. 5
German Commercial Code (Handelsgesetzbuch-HGB)
2. Appropriation of balance sheet profits from the Management No Action
2012 financial year
3. Discharge of the Board of Management for the Management No Action
2012 financial year
4. Discharge of the Supervisory Board for the 2012 Management No Action
financial year
5.a Election of the auditor for the 2013 financial year Management No Action
as well as for the inspection of financial
statements: Election of PricewaterhouseCoopers
Aktiengesellschaft Wirtschaftspruefungsgesellschaft,
Duesseldorf, as the auditor for the annual as well as the
consolidated financial statements for the 2013
financial year.
5.b Election of the auditor for the 2013 financial year Management No Action
as well as for the inspection of financial
statements: Election of PricewaterhouseCoopers
Aktiengesellschaft Wirtschaftspruefungsgesellschaft,
Duesseldorf, as the auditor for the inspection of the
abbreviated financial statements and the interim
management report for the first half of the 2013
financial year
6.a Election of the Supervisory Board: Ms Baroness Management No Action
Denise Kingsmill CBE
6.b Election of the Supervisory Board: Mr Prof. Dr. Management No Action
Ulrich Lehner
6.c Election of the Supervisory Board: Mr Rene Management No Action
Obermann
6.d Election of the Supervisory Board: Ms Dr. Karen Management No Action
de Segundo
6.e Election of the Supervisory Board: Mr Dr. Theo Management No Action
Siegert
6.f Election of the Supervisory Board: Mr Werner Management No Action
Wenning
7. Approval of the compensation system applying to Management No Action
the members of the Board of Management
8. Remuneration of the first Supervisory Board of Management No Action
E.ON SE
UNS ENERGY CORP
SECURITY 903119105 MEETING TYPE Annual
TICKER SYMBOL UNS MEETING DATE 03-May-2013
ISIN US9031191052 AGENDA 933747290 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 DIRECTOR Management
1 PAUL J. BONAVIA For For
2 LAWRENCE J. ALDRICH For For
3 BARBARA M. BAUMANN For For
4 LARRY W. BICKLE For For
5 ROBERT A. ELLIOTT For For
6 DANIEL W.L. FESSLER For For
7 LOUISE L. FRANCESCONI For For
8 RAMIRO G. PERU For For
9 GREGORY A. PIVIROTTO For For
10 JOAQUIN RUIZ For For
2 RATIFICATION OF SELECTION OF Management For For
INDEPENDENT AUDITOR,
PRICEWATERHOUSECOOPERS, LLP, FOR THE FISCAL YEAR 2013.
3 ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
DOMINION RESOURCES, INC.
SECURITY 25746U109 MEETING TYPE Annual
TICKER SYMBOL D MEETING DATE 03-May-2013
ISIN US25746U1097 AGENDA 933752289 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: WILLIAM P. BARR Management For For
1B. ELECTION OF DIRECTOR: PETER W. BROWN, M.D. Management For For
1C. ELECTION OF DIRECTOR: HELEN E. DRAGAS Management For For
1D. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Management For For
1E. ELECTION OF DIRECTOR: THOMAS F. Management For For
FARRELL II
1F. ELECTION OF DIRECTOR: JOHN W. HARRIS Management For For
1G. ELECTION OF DIRECTOR: ROBERT S. Management For For
JEPSON, JR.
1H. ELECTION OF DIRECTOR: MARK J. KINGTON Management For For
1I. ELECTION OF DIRECTOR: PAMELA J. ROYAL, M.D. Management For For
1J. ELECTION OF DIRECTOR: ROBERT H. Management For For
SPILMAN, JR.
1K. ELECTION OF DIRECTOR: MICHAEL E. Management For For
SZYMANCZYK
1L. ELECTION OF DIRECTOR: DAVID A. Management For For
WOLLARD
2. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT AUDITORS FOR 2013
3. ADVISORY VOTE ON APPROVAL OF Management Abstain Against
EXECUTIVE COMPENSATION (SAY ON PAY)
4. APPROVAL OF AMENDMENT TO BYLAWS TO Management For For
ALLOW SHAREHOLDERS TO CALL SPECIAL MEETINGS
5. REPORT ON FUTURE POLICY TO END USE Shareholder Against For
OF MOUNTAINTOP REMOVAL COAL
6. SUSTAINABILITY AS A PERFORMANCE Shareholder Against For
MEASURE FOR EXECUTIVE COMPENSATION
7. POLICY RELATED TO MINIMIZING STORAGE Shareholder Against For
OF NUCLEAR WASTE IN SPENT FUEL POOLS
8. REPORT ON THE FINANCIAL RISKS TO Shareholder Against For
DOMINION POSED BY CLIMATE CHANGE
CINCINNATI BELL INC.
SECURITY 171871106 MEETING TYPE Annual
TICKER SYMBOL CBB MEETING DATE 03-May-2013
ISIN US1718711062 AGENDA 933752479 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: PHILLIP R. COX Management For For
1B. ELECTION OF DIRECTOR: BRUCE L. BYRNES Management For For
1C. ELECTION OF DIRECTOR: JOHN F. CASSIDY Management For For
1D. ELECTION OF DIRECTOR: JAKKI L. Management For For
HAUSSLER
1E. ELECTION OF DIRECTOR: CRAIG F. MAIER Management For For
1F. ELECTION OF DIRECTOR: ALAN R. Management For For
SCHRIBER
1G. ELECTION OF DIRECTOR: LYNN A. Management For For
WENTWORTH
1H. ELECTION OF DIRECTOR: JOHN M. ZRNO Management For For
1I. ELECTION OF DIRECTOR: THEODORE H. Management For For
TORBECK
2. TO APPROVE, BY NON-BINDING VOTE, Management For For
EXECUTIVE COMPENSATION.
3. RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL 2013.
CINCINNATI BELL INC.
SECURITY 171871403 MEETING TYPE Annual
TICKER SYMBOL CBBPRB MEETING DATE 03-May-2013
ISIN US1718714033 AGENDA 933752479 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: PHILLIP R. COX Management For For
1B. ELECTION OF DIRECTOR: BRUCE L. BYRNES Management For For
1C. ELECTION OF DIRECTOR: JOHN F. CASSIDY Management For For
1D. ELECTION OF DIRECTOR: JAKKI L. Management For For
HAUSSLER
1E. ELECTION OF DIRECTOR: CRAIG F. MAIER Management For For
1F. ELECTION OF DIRECTOR: ALAN R. Management For For
SCHRIBER
1G. ELECTION OF DIRECTOR: LYNN A. Management For For
WENTWORTH
1H. ELECTION OF DIRECTOR: JOHN M. ZRNO Management For For
1I. ELECTION OF DIRECTOR: THEODORE H. Management For For
TORBECK
2. TO APPROVE, BY NON-BINDING VOTE, Management For For
EXECUTIVE COMPENSATION.
3. RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL 2013.
ENTERGY CORPORATION
SECURITY 29364G103 MEETING TYPE Annual
TICKER SYMBOL ETR MEETING DATE 03-May-2013
ISIN US29364G1031 AGENDA 933766860 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: M.S. BATEMAN Management For For
1B. ELECTION OF DIRECTOR: L.P. DENAULT Management For For
1C. ELECTION OF DIRECTOR: G.W. EDWARDS Management For For
1D. ELECTION OF DIRECTOR: A.M. HERMAN Management For For
1E. ELECTION OF DIRECTOR: D.C. HINTZ Management For For
1F. ELECTION OF DIRECTOR: S.L. LEVENICK Management For For
1G. ELECTION OF DIRECTOR: B.L. LINCOLN Management For For
1H. ELECTION OF DIRECTOR: S.C. MYERS Management For For
1I. ELECTION OF DIRECTOR: W.J. TAUZIN Management For For
1J. ELECTION OF DIRECTOR: S.V. WILKINSON Management For For
2. RATIFICATION OF APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR
2013.
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
4. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
LOBBYING DISCLOSURE.
5. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
NUCLEAR FUEL.
OCCIDENTAL PETROLEUM CORPORATION
SECURITY 674599105 MEETING TYPE Annual
TICKER SYMBOL OXY MEETING DATE 03-May-2013
ISIN US6745991058 AGENDA 933771063 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: SPENCER Management For For
ABRAHAM
1B. ELECTION OF DIRECTOR: HOWARD I. Management For For
ATKINS
1C. ELECTION OF DIRECTOR: STEPHEN I. Management For For
CHAZEN
1D. ELECTION OF DIRECTOR: EDWARD P. Management For For
DJEREJIAN
1E. ELECTION OF DIRECTOR: JOHN E. FEICK Management For For
1F. ELECTION OF DIRECTOR: MARGARET M. Management For For
FORAN
1G. ELECTION OF DIRECTOR: CARLOS M. Management For For
GUTIERREZ
1H. ELECTION OF DIRECTOR: RAY R. IRANI Management For For
1I. ELECTION OF DIRECTOR: AVEDICK B. Management For For
POLADIAN
1J. ELECTION OF DIRECTOR: AZIZ D. SYRIANI Management For For
2. ADVISORY VOTE APPROVING EXECUTIVE Management Abstain Against
COMPENSATION
3. RATIFICATION OF SELECTION OF KPMG LLP Management For For
AS INDEPENDENT AUDITORS
4. STOCKHOLDER RIGHT TO ACT BY WRITTEN Shareholder Against For
CONSENT
THE YORK WATER COMPANY
SECURITY 987184108 MEETING TYPE Annual
TICKER SYMBOL YORW MEETING DATE 06-May-2013
ISIN US9871841089 AGENDA 933741111 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 CYNTHIA A. DOTZEL, CPA For For
2 JEFFREY S. OSMAN For For
3 S.R. RASMUSSEN, CPA For For
2. APPOINT PARENTEBEARD LLC AS Management Abstain Against
AUDITORS TO RATIFY THE APPOINTMENT
OF PARENTEBEARD LLC AS AUDITORS.
PG&E CORPORATION
SECURITY 69331C108 MEETING TYPE Annual
TICKER SYMBOL PCG MEETING DATE 06-May-2013
ISIN US69331C1080 AGENDA 933755007 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: DAVID R. Management For For
ANDREWS
1B. ELECTION OF DIRECTOR: LEWIS CHEW Management For For
1C. ELECTION OF DIRECTOR: C. LEE COX Management For For
1D. ELECTION OF DIRECTOR: ANTHONY F. Management For For
EARLEY, JR.
1E. ELECTION OF DIRECTOR: FRED J. FOWLER Management For For
1F. ELECTION OF DIRECTOR: MARYELLEN C. Management For For
HERRINGER
1G. ELECTION OF DIRECTOR: ROGER H. KIMMEL Management For For
1H. ELECTION OF DIRECTOR: RICHARD A. Management For For
MESERVE
1I. ELECTION OF DIRECTOR: FORREST E. Management For For
MILLER
1J. ELECTION OF DIRECTOR: ROSENDO G. Management For For
PARRA
1K. ELECTION OF DIRECTOR: BARBARA L. Management For For
RAMBO
1L. ELECTION OF DIRECTOR: BARRY LAWSON Management For For
WILLIAMS
2. RATIFICATION OF APPOINTMENT OF THE Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPANY'S EXECUTIVE COMPENSATION
4. SHAREHOLDER PROPOSAL: INDEPENDENT Shareholder Against For
BOARD CHAIR
EDP-ENERGIAS DE PORTUGAL, S.A.
SECURITY 268353109 MEETING TYPE Annual
TICKER SYMBOL EDPFY MEETING DATE 06-May-2013
ISIN US2683531097 AGENDA 933798386 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. RESOLVE ON THE APPROVAL OF THE Management For
INDIVIDUAL AND CONSOLIDATED
ACCOUNTS' REPORTING DOCUMENTS FOR
2012.
2. RESOLVE ON THE ALLOCATION OF PROFITS Management For
IN RELATION TO THE 2012 FINANCIAL YEAR.
3.1 VOTE OF CONFIDENCE TO THE EXECUTIVE Management For
BOARD OF DIRECTORS.
3.2 VOTE OF CONFIDENCE TO THE GENERAL Management For
AND SUPERVISORY BOARD.
3.3 VOTE OF CONFIDENCE TO THE STATUTORY Management For
AUDITOR.
4. GRANTING OF AUTHORIZATION TO Management For
EXECUTIVE BOARD FOR ACQUISITION AND
SALE OF OWN SHARES BY EDP AND
SUBSIDIARIES OF EDP.
5. GRANTING OF AUTHORIZATION TO Management For
EXECUTIVE BOARD FOR ACQUISITION AND
SALE OF OWN BONDS BY EDP AND
SUBSIDIARIES OF EDP.
6. RESOLVE ON THE REMUNERATION POLICY Management For
OF THE MEMBERS OF THE EXECUTIVE
BOARD OF DIRECTORS.
7. RESOLVE ON THE REMUNERATION POLICY Management For
OF THE OTHER MEMBERS OF THE
CORPORATE BODIES.
8.1 RESOLVE ON THE ELECTION OF AUGUSTO Management For
CARLOS SERRA VENTURA MATEUS.
8.2 RESOLVE ON THE ELECTION OF NUNO Management For
MANUEL DA SILVA AMADO.
9. RESOLVE ON THE ELECTION OF A MEMBER Management For
OF THE ENVIRONMENT AND
SUSTAINABILITY BOARD, FOR THE
CURRENT 2012-2014 TERM OF OFFICE.
AREVA - SOCIETE DES PARTICIPATIONS DU CO
SECURITY F0379H125 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 07-May-2013
ISIN FR0011027143 AGENDA 704330466 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING-INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE-DATE. IN CAPACITY
AS REGISTERED INTERMEDIARY, THE
GLOBAL CUSTODIANS WILL SIGN-THE
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE-INFORMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY CLIC-KING ON THE MATERIAL
URL LINK: https://balo.journal-
officiel.gouv.fr/pdf/2013/-
0318/201303181300799.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION-
OF URL LINK: https://balo.journal-
officiel.gouv.fr/pdf/2013/0419/2013041913013-
89.pdf. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN
THIS PROX-Y FORM UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
O.1 Approval of the corporate financial statements for Management For For
the financial year, 2012
O.2 Approval of the consolidated financial statements Management For For
for the financial year, 2012
O.3 Allocation of income for the financial year, 2012 Management For For
O.4 Regulated commitments: approval of the Management For For
commitments made by AREVA regarding
compensations or benefits payable to or that may
be payable to Mr. Luc Oursel, in case of
termination or change in his duties
O.5 Regulated commitments: approval of the Management For For
commitments made by AREVA regarding
compensations or benefits payable to or that may
be payable to Mr. Philippe Knoche, in case of
termination or change in his duties
O.6 Regulated agreements: approval of the Management For For
agreement under which AREVA sold its entire
shareholding in Eramet capital to Fonds
Strategique d'Investissement (FSI)
O.7 Setting the amount of attendance allowances Management For For
allocated to Supervisory Board members for the
financial year 2013
O.8 Authorization to be granted to the Executive Management For For
Board to trade in Company's shares
O.9 Renewal of term of Mr. Francois David as Management For For
Supervisory Board member
O.10 Appointment of the company Ernst & Young Management For For
Audit as principal Statutory Auditor and the
company Auditex as deputy Statutory Auditor
O.11 Renewal of term of the company Mazares as Management For For
principal Statutory Auditor and appointment Mr.
Herve Helias as deputy Statutory Auditor
E.12 Transfer of the registered office and Management For For
consequential amendment to Article 4 of the
bylaws
E.13 Powers to carry out all legal formalities Management For For
AREVA - SOCIETE DES PARTICIPATIONS DU CO
SECURITY F0379H125 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 07-May-2013
ISIN FR0011027143 AGENDA 704330466 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING-INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE-DATE. IN CAPACITY
AS REGISTERED INTERMEDIARY, THE
GLOBAL CUSTODIANS WILL SIGN-THE
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE-INFORMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY CLIC-KING ON THE MATERIAL
URL LINK: https://balo.journal-
officiel.gouv.fr/pdf/2013/-
0318/201303181300799.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION-
OF URL LINK: https://balo.journal-
officiel.gouv.fr/pdf/2013/0419/2013041913013-
89.pdf. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN
THIS PROX-Y FORM UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
O.1 Approval of the corporate financial statements for Management For For
the financial year, 2012
O.2 Approval of the consolidated financial statements Management For For
for the financial year, 2012
O.3 Allocation of income for the financial year, 2012 Management For For
O.4 Regulated commitments: approval of the Management For For
commitments made by AREVA regarding
compensations or benefits payable to or that may
be payable to Mr. Luc Oursel, in case of
termination or change in his duties
O.5 Regulated commitments: approval of the Management For For
commitments made by AREVA regarding
compensations or benefits payable to or that may
be payable to Mr. Philippe Knoche, in case of
termination or change in his duties
O.6 Regulated agreements: approval of the Management For For
agreement under which AREVA sold its entire
shareholding in Eramet capital to Fonds
Strategique d'Investissement (FSI)
O.7 Setting the amount of attendance allowances Management For For
allocated to Supervisory Board members for the
financial year 2013
O.8 Authorization to be granted to the Executive Management For For
Board to trade in Company's shares
O.9 Renewal of term of Mr. Francois David as Management For For
Supervisory Board member
O.10 Appointment of the company Ernst & Young Management For For
Audit as principal Statutory Auditor and the
company Auditex as deputy Statutory Auditor
O.11 Renewal of term of the company Mazares as Management For For
principal Statutory Auditor and appointment Mr.
Herve Helias as deputy Statutory Auditor
E.12 Transfer of the registered office and Management For For
consequential amendment to Article 4 of the
bylaws
E.13 Powers to carry out all legal formalities Management For For
ORMAT TECHNOLOGIES, INC.
SECURITY 686688102 MEETING TYPE Annual
TICKER SYMBOL ORA MEETING DATE 07-May-2013
ISIN US6866881021 AGENDA 933755778 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A ELECTION OF DIRECTOR: GILLON BECK Management For For
1B ELECTION OF DIRECTOR: DAN FALK Management For For
2 TO RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT AUDITORS OF THE COMPANY
FOR ITS FISCAL YEAR ENDING DECEMBER 31, 2013
ITT CORPORATION
SECURITY 450911201 MEETING TYPE Annual
TICKER SYMBOL ITT MEETING DATE 07-May-2013
ISIN US4509112011 AGENDA 933758293 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: DENISE L. RAMOS Management For For
1B. ELECTION OF DIRECTOR: FRANK T. Management For For
MACINNIS
1C. ELECTION OF DIRECTOR: ORLANDO D. Management For For
ASHFORD
1D. ELECTION OF DIRECTOR: PETER D'ALOIA Management For For
1E. ELECTION OF DIRECTOR: DONALD Management For For
DEFOSSET, JR.
1F. ELECTION OF DIRECTOR: CHRISTINA A. Management For For
GOLD
1G. ELECTION OF DIRECTOR: RICHARD P. LAVIN Management For For
1H. ELECTION OF DIRECTOR: DONALD J. Management For For
STEBBINS
2. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS ITT'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. APPROVAL OF THE MATERIAL TERMS OF Management For For
THE ITT CORPORATION ANNUAL INCENTIVE
PLAN FOR EXECUTIVE OFFICERS.
4. TO APPROVE, IN A NON-BINDING VOTE, THE Management Abstain Against
2012 COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
XYLEM INC.
SECURITY 98419M100 MEETING TYPE Annual
TICKER SYMBOL XYL MEETING DATE 07-May-2013
ISIN US98419M1009 AGENDA 933758344 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: CURTIS J. Management For For
CRAWFORD
1B. ELECTION OF DIRECTOR: ROBERT F. FRIEL Management For For
1C. ELECTION OF DIRECTOR: SURYA N. Management For For
MOHAPATRA
2. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. TO APPROVE, IN A NON-BINDING VOTE, THE Management Abstain Against
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
4. TO VOTE ON A MANAGEMENT PROPOSAL Management For For
TO DECLASSIFY THE BOARD OF DIRECTORS
STARTING IN 2016.
5. TO VOTE ON A SHAREOWNER PROPOSAL Shareholder Against For
TO ALLOW SHAREOWNERS TO CALL A SPECIAL MEETING.
GREAT PLAINS ENERGY INCORPORATED
SECURITY 391164100 MEETING TYPE Annual
TICKER SYMBOL GXP MEETING DATE 07-May-2013
ISIN US3911641005 AGENDA 933760781 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 TERRY BASSHAM For For
2 DAVID L. BODDE For For
3 R.C. FERGUSON, JR. For For
4 GARY D. FORSEE For For
5 THOMAS D. HYDE For For
6 JAMES A. MITCHELL For For
7 ANN D. MURTLOW For For
8 JOHN J. SHERMAN For For
9 LINDA H. TALBOTT For For
10 ROBERT H. WEST For For
2. TO APPROVE, ON A NON-BINDING ADVISORY Management Abstain Against
BASIS, THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
3. TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR 2013.
KINDER MORGAN INC
SECURITY 49456B101 MEETING TYPE Annual
TICKER SYMBOL KMI MEETING DATE 07-May-2013
ISIN US49456B1017 AGENDA 933761771 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 RICHARD D. KINDER For For
2 C. PARK SHAPER For For
3 STEVEN J. KEAN For For
4 ANTHONY W. HALL, JR. For For
5 DEBORAH A. MACDONALD For For
6 MICHAEL MILLER For For
7 MICHAEL C. MORGAN For For
8 FAYEZ SAROFIM For For
9 JOEL V. STAFF For For
10 JOHN STOKES For For
11 ROBERT F. VAGT For For
2. RATIFICATION OF THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
TULLOW OIL PLC, LONDON
SECURITY G91235104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 08-May-2013
ISIN GB0001500809 AGENDA 704352195 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 To receive and adopt the Company's annual Management For For
accounts and associated Reports
2 To declare a final dividend of 8.0p per ordinary Management For For
share
3 To receive and approve the Directors' Management For For
Remuneration Report
4 To elect Anne Drinkwater as a Director Management For For
5 To re-elect Tutu Agyare as a Director Management For For
6 To re-elect David Bamford as a Director Management For For
7 To re-elect Ann Grant as a Director Management For For
8 To re-elect Aidan Heavey as a Director Management For For
9 To re-elect Steve Lucas as a Director Management For For
10 To re-elect Graham Martin as a Director Management For For
11 To re-elect Angus McCoss as a Director Management For For
12 To re-elect Paul McDade as a Director Management For For
13 To re-elect Ian Springett as a Director Management For For
14 To re-elect Simon Thompson as a Director Management For For
15 To re-appoint Deloitte LLP as auditors of the Management For For
Company
16 To authorise the Audit Committee to determine Management For For
the remuneration of Deloitte LLP
17 To renew Directors authority to allot shares Management For For
18 To dis-apply statutory pre-emption rights Management Against Against
19 To authorise the company to hold general Management For For
meetings on no less than 14 clear days' notice
20 To approve the Tullow Incentive Plan Management For For
21 To approve the Tullow employee share Award Management For For
plan
22 To amend the Tullow Oil Share Incentive plan Management For For
HAWAIIAN ELECTRIC INDUSTRIES, INC.
SECURITY 419870100 MEETING TYPE Annual
TICKER SYMBOL HE MEETING DATE 08-May-2013
ISIN US4198701009 AGENDA 933748672 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 DIRECTOR Management
1 THOMAS B. FARGO For For
2 KELVIN H. TAKETA For For
3 JEFFREY N. WATANABE For For
2 ADVISORY VOTE TO APPROVE HEI'S Management For For
EXECUTIVE COMPENSATION.
3 RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS HEI'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
AQUA AMERICA, INC.
SECURITY 03836W103 MEETING TYPE Annual
TICKER SYMBOL WTR MEETING DATE 08-May-2013
ISIN US03836W1036 AGENDA 933753837 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 NICK DEBENEDICTIS For For
2 RICHARD GLANTON For For
3 LON GREENBERG For For
4 WILLIAM HANKOWSKY For For
5 WENDELL HOLLAND For For
6 ANDREW SORDONI III For For
2. TO CONSIDER AND TAKE ACTION ON THE Management For For
RATIFICATION OF THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR
THE 2013 FISCAL YEAR.
3. TO CONSIDER AND TAKE ACTION ON AN Management Abstain Against
ADVISORY VOTE ON THE COMPANY'S
EXECUTIVE COMPENSATION PROGRAMS AS
DISCLOSED IN THE PROXY STATEMENT.
4. TO CONSIDER AND TAKE ACTION ON A Shareholder Against For
SHAREHOLDER PROPOSAL REQUESTING
THAT THE BOARD OF DIRECTORS CREATE A
COMPREHENSIVE POLICY ARTICULATING
THE COMPANY'S RESPECT FOR AND
COMMITMENT TO THE HUMAN RIGHT TO
WATER, IF PROPERLY PRESENTED AT THE
MEETING.
EXELIS, INC
SECURITY 30162A108 MEETING TYPE Annual
TICKER SYMBOL XLS MEETING DATE 08-May-2013
ISIN US30162A1088 AGENDA 933758166 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JOHN J. HAMRE Management For For
1B. ELECTION OF DIRECTOR: PATRICK J. Management For For
MOORE
1C. ELECTION OF DIRECTOR: R. DAVID YOST Management For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2013.
3. APPROVAL OF THE MATERIAL TERMS OF Management For For
THE EXELIS INC. ANNUAL INCENTIVE PLAN
FOR EXECUTIVE OFFICERS.
4. APPROVAL, IN A NON-BINDING VOTE, OF Management Abstain Against
THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS, AS DESCRIBED IN
THE 2013 PROXY STATEMENT.
NV ENERGY, INC.
SECURITY 67073Y106 MEETING TYPE Annual
TICKER SYMBOL NVE MEETING DATE 08-May-2013
ISIN US67073Y1064 AGENDA 933758178 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JOSEPH B. Management For For
ANDERSON, JR.
1B. ELECTION OF DIRECTOR: GLENN C. Management For For
CHRISTENSON
1C. ELECTION OF DIRECTOR: SUSAN F. CLARK Management For For
1D. ELECTION OF DIRECTOR: STEPHEN E. Management For For
FRANK
1E. ELECTION OF DIRECTOR: BRIAN J. KENNEDY Management For For
1F. ELECTION OF DIRECTOR: MAUREEN T. Management For For
MULLARKEY
1G. ELECTION OF DIRECTOR: JOHN F. O'REILLY Management For For
1H. ELECTION OF DIRECTOR: PHILIP G. SATRE Management For For
1I. ELECTION OF DIRECTOR: DONALD D. Management For For
SNYDER
1J. ELECTION OF DIRECTOR: MICHAEL W. Management For For
YACKIRA
2. TO APPROVE OUR EXECUTIVE Management Abstain Against
COMPENSATION ON AN ADVISORY BASIS.
3. TO APPROVE OUR 2013 LONG-TERM Management For For
INCENTIVE PLAN.
4. TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR 2013.
EMERA INCORPORATED
SECURITY 290876101 MEETING TYPE Annual
TICKER SYMBOL EMRAF MEETING DATE 08-May-2013
ISIN CA2908761018 AGENDA 933762076 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 DIRECTOR Management
1 ROBERT S. BRIGGS For For
2 SYLVIA D. CHROMINSKA For For
3 ALLAN L. EDGEWORTH For For
4 JAMES D. EISENHAUER For For
5 CHRISTOPHER G.HUSKILSON For For
6 B. LYNN LOEWEN For For
7 JOHN T. MCLENNAN For For
8 DONALD A. PETHER For For
9 ANDREA S. ROSEN For For
10 RICHARD P. SERGEL For For
11 M. JACQUELINE SHEPPARD For For
02 APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
AUDITORS
03 DIRECTORS TO ESTABLISH AUDITORS' FEE Management For For
04 EMPLOYEE COMMON SHARE PURCHASE Management For For
PLAN AMENDMENTS.
CONSOL ENERGY INC.
SECURITY 20854P109 MEETING TYPE Annual
TICKER SYMBOL CNX MEETING DATE 08-May-2013
ISIN US20854P1093 AGENDA 933769335 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 J. BRETT HARVEY For For
2 PHILIP W. BAXTER For For
3 JAMES E. ALTMEYER, SR. For For
4 WILLIAM E. DAVIS For For
5 RAJ K. GUPTA For For
6 DAVID C. HARDESTY, JR. For For
7 JOHN T. MILLS For For
8 WILLIAM P. POWELL For For
9 JOSEPH T. WILLIAMS For For
2. APPROVAL OF THE AMENDED AND Management For For
RESTATED CONSOL ENERGY INC.
EXECUTIVE ANNUAL INCENTIVE PLAN.
3. RATIFICATION OF ANTICIPATED SELECTION Management For For
OF INDEPENDENT AUDITOR: ERNST &
YOUNG LLP.
4. APPROVAL OF COMPENSATION PAID TO Management For For
CONSOL ENERGY INC.'S NAMED
EXECUTIVES.
5. A SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
POLITICAL CONTRIBUTIONS.
6. A SHAREHOLDER PROPOSAL REGARDING A Shareholder Against For
CLIMATE CHANGE REPORT.
EL PASO ELECTRIC COMPANY
SECURITY 283677854 MEETING TYPE Annual
TICKER SYMBOL EE MEETING DATE 09-May-2013
ISIN US2836778546 AGENDA 933750122 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 JOHN ROBERT BROWN For For
2 JAMES W. CICCONI For For
3 P.Z. HOLLAND-BRANCH For For
4 THOMAS V. SHOCKLEY, III For For
2. RATIFY THE SELECTION OF KPMG LLP AS Management For For
THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING DECEMBER
31, 2013.
3. TO APPROVE, BY NON-BINDING VOTE, Management For For
EXECUTIVE COMPENSATION.
AVISTA CORP.
SECURITY 05379B107 MEETING TYPE Annual
TICKER SYMBOL AVA MEETING DATE 09-May-2013
ISIN US05379B1070 AGENDA 933750211 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ERIK J. Management For For
ANDERSON
1B. ELECTION OF DIRECTOR: KRISTIANNE Management For For
BLAKE
1C. ELECTION OF DIRECTOR: DONALD C. BURKE Management For For
1D. ELECTION OF DIRECTOR: RICK R. HOLLEY Management For For
1E. ELECTION OF DIRECTOR: JOHN F. KELLY Management For For
1F. ELECTION OF DIRECTOR: REBECCA A. KLEIN Management For For
1G. ELECTION OF DIRECTOR: SCOTT L. MORRIS Management For For
1H. ELECTION OF DIRECTOR: MARC F. RACICOT Management For For
1I. ELECTION OF DIRECTOR: HEIDI B. STANLEY Management For For
1J. ELECTION OF DIRECTOR: R. JOHN TAYLOR Management For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. AMENDMENT OF THE COMPANY'S Management For For
RESTATED ARTICLES OF INCORPORATION
TO REDUCE CERTAIN SHAREHOLDER
APPROVAL REQUIREMENTS.
4. ADVISORY (NON-BINDING) VOTE TO Management Abstain Against
APPROVE EXECUTIVE COMPENSATION.
SOUTHWEST GAS CORPORATION
SECURITY 844895102 MEETING TYPE Annual
TICKER SYMBOL SWX MEETING DATE 09-May-2013
ISIN US8448951025 AGENDA 933755653 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 ROBERT L. BOUGHNER For For
2 JOSE A. CARDENAS For For
3 THOMAS E. CHESTNUT For For
4 STEPHEN C. COMER For For
5 LEROY C. HANNEMAN, JR. For For
6 MICHAEL O. MAFFIE For For
7 ANNE L. MARIUCCI For For
8 MICHAEL J. MELARKEY For For
9 JEFFREY W. SHAW For For
10 A. RANDALL THOMAN For For
11 THOMAS A. THOMAS For For
12 TERRENCE L. WRIGHT For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
COMPANY'S EXECUTIVE COMPENSATION.
3. TO RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR
FISCAL YEAR 2013.
LSI CORPORATION
SECURITY 502161102 MEETING TYPE Annual
TICKER SYMBOL LSI MEETING DATE 09-May-2013
ISIN US5021611026 AGENDA 933756530 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: CHARLES A. Management For For
HAGGERTY
1B. ELECTION OF DIRECTOR: RICHARD S. HILL Management For For
1C. ELECTION OF DIRECTOR: JOHN H.F. MINER Management For For
1D. ELECTION OF DIRECTOR: ARUN NETRAVALI Management For For
1E. ELECTION OF DIRECTOR: CHARLES C. POPE Management For For
1F. ELECTION OF DIRECTOR: GREGORIO REYES Management For For
1G. ELECTION OF DIRECTOR: MICHAEL G. Management For For
STRACHAN
1H. ELECTION OF DIRECTOR: ABHIJIT Y. Management For For
TALWALKAR
1I. ELECTION OF DIRECTOR: SUSAN M. Management For For
WHITNEY
2. TO RATIFY THE AUDIT COMMITTEE'S Management For For
SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITORS FOR 2013.
3. ADVISORY VOTE TO APPROVE OUR Management Abstain Against
EXECUTIVE COMPENSATION.
4. TO APPROVE OUR AMENDED 2003 EQUITY Management Against Against
INCENTIVE PLAN.
5. TO APPROVE OUR AMENDED EMPLOYEE Management For For
STOCK PURCHASE PLAN.
THE DOW CHEMICAL COMPANY
SECURITY 260543103 MEETING TYPE Annual
TICKER SYMBOL DOW MEETING DATE 09-May-2013
ISIN US2605431038 AGENDA 933758609 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ARNOLD A. Management For For
ALLEMANG
1B. ELECTION OF DIRECTOR: AJAY BANGA Management For For
1C. ELECTION OF DIRECTOR: JACQUELINE K. Management For For
BARTON
1D. ELECTION OF DIRECTOR: JAMES A. BELL Management For For
1E. ELECTION OF DIRECTOR: JEFF M. FETTIG Management For For
1F. ELECTION OF DIRECTOR: ANDREW N. Management For For
LIVERIS
1G. ELECTION OF DIRECTOR: PAUL POLMAN Management For For
1H. ELECTION OF DIRECTOR: DENNIS H. Management For For
REILLEY
1I. ELECTION OF DIRECTOR: JAMES M. Management For For
RINGLER
1J. ELECTION OF DIRECTOR: RUTH G. SHAW Management For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
4. STOCKHOLDER PROPOSAL ON EXECUTIVE Shareholder Against For
STOCK RETENTION.
PNM RESOURCES, INC.
SECURITY 69349H107 MEETING TYPE Annual
TICKER SYMBOL PNM MEETING DATE 09-May-2013
ISIN US69349H1077 AGENDA 933759346 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 ADELMO E. ARCHULETA For For
2 PATRICIA K. COLLAWN For For
3 JULIE A. DOBSON For For
4 ALAN J. FOHRER For For
5 ROBERT R. NORDHAUS For For
6 BONNIE S. REITZ For For
7 DONALD K. SCHWANZ For For
8 BRUCE W. WILKINSON For For
9 JOAN B. WOODARD For For
2. RATIFY APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT PUBLIC ACCOUNTANTS FOR
2013.
3. APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
COMPENSATION OF NAMED EXECUTIVE
OFFICERS ("SAY-ON-PAY").
4. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
THE ADOPTION OF A POLICY TO REQUIRE
AN INDEPENDENT CHAIRMAN.
BCE INC.
SECURITY 05534B760 MEETING TYPE Annual
TICKER SYMBOL BCE MEETING DATE 09-May-2013
ISIN CA05534B7604 AGENDA 933759598 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 DIRECTOR Management
1 B.K. ALLEN For For
2 A. BERARD For For
3 R.A. BRENNEMAN For For
4 S. BROCHU For For
5 R.E. BROWN For For
6 G.A. COPE For For
7 D.F. DENISON For For
8 A.S. FELL For For
9 E.C. LUMLEY For For
10 T.C. O'NEILL For For
11 J. PRENTICE For For
12 R.C. SIMMONDS For For
13 C. TAYLOR For For
14 P.R. WEISS For For
02 APPOINTMENT OF DELOITTE LLP AS Management For For
AUDITORS.
03 RESOLVED, ON AN ADVISORY BASIS AND Management For For
NOT TO DIMINISH THE ROLE AND
RESPONSIBILITIES OF THE BOARD OF
DIRECTORS, THAT THE SHAREHOLDERS
ACCEPT THE APPROACH TO EXECUTIVE
COMPENSATION DISCLOSED IN THE 2013
MANAGEMENT PROXY CIRCULAR DATED
MARCH 7, 2013 DELIVERED IN ADVANCE OF
THE 2013 ANNUAL GENERAL MEETING OF
SHAREHOLDERS OF BCE INC.
4A PROPOSAL NO. 1 EQUITY RATIO Shareholder Against For
4B PROPOSAL NO. 2 CRITICAL MASS OF Shareholder Against For
QUALIFIED WOMEN ON BOARD OF
DIRECTORS
4C PROPOSAL NO. 3 POST-EXECUTIVE Shareholder Against For
COMPENSATION ADVISORY VOTE
DISCLOSURE
4D PROPOSAL NO. 4 RISK MANAGEMENT Shareholder Against For
COMMITTEE
4E PROPOSAL NO. 5 DIVERSITY POLICIES AND Shareholder Against For
INITIATIVES
ALLIANT ENERGY CORPORATION
SECURITY 018802108 MEETING TYPE Annual
TICKER SYMBOL LNT MEETING DATE 09-May-2013
ISIN US0188021085 AGENDA 933765414 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 MICHAEL L. BENNETT For For
2 DARRYL B. HAZEL For For
3 DAVID A. PERDUE For For
2. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
CONNECTICUT WATER SERVICE, INC.
SECURITY 207797101 MEETING TYPE Annual
TICKER SYMBOL CTWS MEETING DATE 09-May-2013
ISIN US2077971016 AGENDA 933776873 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 HEATHER HUNT* For For
2 ARTHUR C. REEDS* For For
3 ERIC W. THORNBURG* For For
4 JUDITH E. WALLINGFORD$ For For
2. THE NON-BINDING ADVISORY RESOLUTION Management Abstain Against
REGARDING APPROVAL FOR THE
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
3. TO AMEND THE COMPANY'S AMENDED AND Management For For
RESTATED CERTIFICATE OF
INCORPORATION AND AMENDED AND
RESTATED BYLAWS TO REDUCE THE
SUPERMAJORITY VOTING THRESHOLDS
CONTAINED THEREIN FROM 80% TO 66
2/3RDS%.
4. TO AMEND THE COMPANY'S AMENDED AND Management For For
RESTATED CERTIFICATE OF
INCORPORATION AND AMENDED AND
RESTATED BYLAWS TO DECREASE THE
MINIMUM NUMBER OF DIRECTORS THAT
MAY COMPRISE THE BOARD OF DIRECTORS
FROM NINE (9) TO SEVEN (7).
5. TO AMEND THE COMPANY'S AMENDED AND Management For For
RESTATED BYLAWS TO INCREASE THE
RETIREMENT AGE FOR DIRECTORS FROM
SEVENTY (70) TO SEVENTY-TWO (72).
6. THE RATIFICATION OF THE APPOINTMENT Management For For
BY THE AUDIT COMMITTEE OF
PARENTEBEARD LLC, AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
FORTIS INC.
SECURITY 349553107 MEETING TYPE Annual
TICKER SYMBOL FRTSF MEETING DATE 09-May-2013
ISIN CA3495531079 AGENDA 933782701 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 DIRECTOR Management
1 PETER E. CASE For For
2 FRANK J. CROTHERS For For
3 IDA J. GOODREAU For For
4 DOUGLAS J. HAUGHEY For For
5 H. STANLEY MARSHALL For For
6 JOHN S. MCCALLUM For For
7 HARRY MCWATTERS For For
8 RONALD D. MUNKLEY For For
9 DAVID G. NORRIS For For
10 MICHAEL A. PAVEY For For
02 APPOINTMENT OF AUDITORS AND Management For For
AUTHORIZATION OF DIRECTORS TO FIX THE
AUDITORS' REMUNERATION AS DESCRIBED
IN THE MANAGEMENT INFORMATION
CIRCULAR.
03 APPROVAL OF THE ADVISORY AND NON- Management For For
BINDING RESOLUTION ON THE APPROACH
TO EXECUTIVE COMPENSATION AS
DESCRIBED IN THE MANAGEMENT
INFORMATION CIRCULAR.
QUESTAR CORPORATION
SECURITY 748356102 MEETING TYPE Annual
TICKER SYMBOL STR MEETING DATE 10-May-2013
ISIN US7483561020 AGENDA 933742151 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: TERESA BECK Management For For
1B. ELECTION OF DIRECTOR: R.D. CASH Management For For
1C. ELECTION OF DIRECTOR: LAURENCE M. Management For For
DOWNES
1D. ELECTION OF DIRECTOR: CHRISTOPHER A. Management For For
HELMS
1E. ELECTION OF DIRECTOR: RONALD W. Management For For
JIBSON
1F. ELECTION OF DIRECTOR: KEITH O. RATTIE Management For For
1G. ELECTION OF DIRECTOR: HARRIS H. Management For For
SIMMONS
1H. ELECTION OF DIRECTOR: BRUCE A. Management For For
WILLIAMSON
2. RATIFY THE SELECTION OF ERNST & Management For For
YOUNG LLP AS THE COMPANY'S
INDEPENDENT AUDITOR.
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
CURTISS-WRIGHT CORPORATION
SECURITY 231561101 MEETING TYPE Annual
TICKER SYMBOL CW MEETING DATE 10-May-2013
ISIN US2315611010 AGENDA 933759257 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 MARTIN R. BENANTE For For
2 DEAN M. FLATT For For
3 S. MARCE FULLER For For
4 ALLEN A. KOZINSKI For For
5 JOHN R. MYERS For For
6 JOHN B. NATHMAN For For
7 ROBERT J. RIVET For For
8 WILLIAM W. SIHLER For For
9 ALBERT E. SMITH For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013
3. AN ADVISORY (NON-BINDING) VOTE ON Management For For
EXECUTIVE COMPENSATION
VULCAN MATERIALS COMPANY
SECURITY 929160109 MEETING TYPE Annual
TICKER SYMBOL VMC MEETING DATE 10-May-2013
ISIN US9291601097 AGENDA 933765515 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: DOUGLAS J. Management For For
MCGREGOR
1B. ELECTION OF DIRECTOR: LEE J. Management For For
STYSLINGER III
1C. ELECTION OF DIRECTOR: VINCENT J. Management For For
TROSINO
2. PROPOSAL TO APPROVE THE ADVISORY Management Abstain Against
(NON-BINDING) RESOLUTION RELATING TO
EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
4. PROPOSAL TO APPROVE AMENDMENTS TO Management For For
VULCAN'S CERTIFICATE OF
INCORPORATION TO ELIMINATE
SUPERMAJORITY VOTING PROVISIONS.
5. PROPOSAL TO AMEND VULCAN'S Management For For
CERTIFICATE OF INCORPORATION TO
DECLASSIFY THE BOARD OF DIRECTORS.
6. ADVISORY SHAREHOLDER PROPOSAL FOR Shareholder Against For
AN INDEPENDENT CHAIR OF THE BOARD OF
DIRECTORS.
INVESTMENT AB KINNEVIK, STOCKHOLM
SECURITY W4832D110 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 13-May-2013
ISIN SE0000164626 AGENDA 704401099 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
1 Opening of the Annual General Meeting Non-Voting
2 Election of Chairman of the Annual General Non-Voting
Meeting: Wilhelm Luning
3 Preparation and approval of the voting list Non-Voting
4 Approval of the agenda Non-Voting
5 Election of one or two persons to check and Non-Voting
verify the minutes
6 Determination of whether the Annual General Non-Voting
Meeting has been duly convened
7 Remarks by the Chairman of the Board Non-Voting
8 Presentation by the Chief Executive Officer Non-Voting
9 Presentation of the Annual Report and the Non-Voting
Auditor's Report and of the Group-Annual Report
and the Group Auditor's Report
10 Resolution on the adoption of the Profit and Loss Management No Action
Statement and the Balance Sheet and of the
Group Profit and Loss Statement and the Group
Balance Sheet
11 Resolution on the proposed treatment of the Management No Action
Company's earnings as stated in the adopted
Balance Sheet: The Board proposes a dividend
of SEK 6.50 per share. The record date is
proposed to be on Thursday 16 May 2013. The
dividend is estimated to be paid out to the
shareholders on Wednesday 22 May 2013
12 Resolution on the discharge of liability of the Management No Action
directors of the Board and the Chief Executive
Officer
13 Determination of the number of directors of the Management No Action
Board: The Nomination Committee proposes that
the Board shall consist of eight directors
14 Determination of the remuneration to the Management No Action
directors of the Board and the auditor
15 Election of the directors of the Board and the Management No Action
Chairman of the Board: The Nomination
Committee proposes that the Annual General
Meeting shall, for the period until the close of the
next Annual General Meeting, re-elect Tom
Boardman, Vigo Carlund, Dame Amelia Fawcett,
Wilhelm Klingspor, Erik Mitteregger, Allen
Sangines-Krause and Cristina Stenbeck as
directors of the Board and to elect Lorenzo
Grabau as new director of the Board. The
Nomination Committee proposes that the Annual
General Meeting shall re-elect Cristina Stenbeck
as Chairman of the Board
16 Election of auditor: The Nomination Committee Management No Action
proposes that the Annual General Meeting shall
elect the registered accounting firm Deloitte AB
as new auditor for the period until the close of the
Annual General Meeting 2017 (i.e. the auditor's
term of office shall be four years). Deloitte AB will
appoint the authorised public accountant Jan
Berntsson as auditor-in-charge
17 Approval of the procedure of the Nomination Management No Action
Committee
18 Resolution regarding guidelines for remuneration Management No Action
to senior executives
19.a Resolution regarding incentive programme Management No Action
comprising the following resolutions: Adoption of
an incentive programme
19.b Resolution regarding incentive programme Management No Action
comprising the following resolution: Authorisation
for the Board to resolve on new issue of C-shares
19.c Resolution regarding incentive programme Management No Action
comprising the following resolution: Authorisation
for the Board to resolve to repurchase own C-
shares
19.d Resolution regarding incentive programme Management No Action
comprising the following resolution: Transfer of B-
shares
20 Resolution to authorise the Board to resolve on Management No Action
repurchase of own shares
21.a PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Thorwald Arvidsson's proposals for resolution: To
instruct the Board to take appropriate actions in
order to establish a shareholders' association in
the Company
21.b PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Thorwald Arvidsson's proposals for resolution: To
instruct the Board to prepare a proposal for the
Annual General Meeting 2014 regarding Board
representation for the small and mid-size
shareholders of the Company
21.c PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Thorwald Arvidsson's proposals for resolution: To
instruct the Board to write to the Swedish
government with a request that an inquiry
examination is established as soon as possible
with the instruction to present a law proposal to
revoke the differences in voting powers between
shares in Swedish limited liability companies
21.d PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Thorwald Arvidsson's proposals for resolution:
Special examination regarding the Company's
external and internal entertainment
21.e PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Thorwald Arvidsson's proposals for resolution: To
adopt a vision regarding gender equality on every
level in the Company" and "to instruct the Board
to establish a working group assigned to seek to
implement this vision" as well as to "monitor the
development on the ethnicity area" and "account
for its work at the Annual General Meeting each
year
22.a PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Examine
to distribute the unlisted assets directly to the
shareholders
22.b PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Examine
the alternative to divide Kinnevik into two
companies: "Kinnevik Telecom" and "Kinnevik
Retail
22.c PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Examine
the alternative to divide Kinnevik into two
listed companies: "Kinnevik listed" and "Kinnevik
unlisted
22.d PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Examine
the issue to make an extraordinary dividend of
SEK 10 and increase the debt ratio
22.e PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Make a
more long-term and more aggressive forecast for
the dividend in Kinnevik
22.f PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Examine
the alternative to repurchase large number of
shares without "cancelling them"
22.g PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Establish
a team from the major investment companies
in Sweden which shall prepare proposals and
measures in order to eliminate the investment
company discount in each company
22.h PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Contact
Warren Buffett for his advice on how Kinnevik
shall meet the future
22.i PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Examine
the alternative to make Kinnevik's Annual
General Meeting the largest annual general
meeting in Sweden
22.j PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Evaluate
which shareholder benefits that can be offered
from subsidiaries and partly owned companies
22.k PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Make a
five item agenda with concrete measures to
eliminate Kinnesvik's investment company
discount
22.l PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Shareholder
Daniel Sward's proposals for resolution: Establish
and write it down on paper that the investment
company discount, the billions in shareholder
value that are lost, is unacceptable, and
establish the goal that the investment company
discount shall be turned into a premium
23 Closing of the Annual General Meeting Non-Voting
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION IN THE TEXT OF
RESOLUT-IONS 22.b TO 22.l. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETUR-N THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK-YOU.
INVESTMENT AB KINNEVIK, STOCKHOLM
SECURITY W4832D128 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 13-May-2013
ISIN SE0000164600 AGENDA 704401102 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
1 Opening of the Annual General Meeting Non-Voting
2 Election of Chairman of the Annual General Non-Voting
Meeting: Wilhelm Luning
3 Preparation and approval of the voting list Non-Voting
4 Approval of the agenda Non-Voting
5 Election of one or two persons to check and Non-Voting
verify the minutes
6 Determination of whether the Annual General Non-Voting
Meeting has been duly convened
7 Remarks by the Chairman of the Board Non-Voting
8 Presentation by the Chief Executive Officer Non-Voting
9 Presentation of the Annual Report and the Non-Voting
Auditor's Report and of the Group-Annual Report
and the Group Auditor's Report
10 Resolution on the adoption of the Profit and Loss Management No Action
Statement and the Balance Sheet and of the
Group Profit and Loss Statement and the Group
Balance Sheet
11 Resolution on the proposed treatment of the Management No Action
Company's earnings as stated in the adopted
Balance Sheet
12 Resolution on the discharge of liability of the Management No Action
directors of the Board and the Chief Executive
Officer
13 Determination of the number of directors of the Management No Action
Board
14 Determination of the remuneration to the Management No Action
directors of the Board and the auditor
15 Election of the directors of the Board and the Management No Action
Chairman of the Board: The Nomination
Committee proposes that the Annual General
Meeting shall, for the period until the close of the
next Annual General Meeting, re-elect Tom
Boardman, Vigo Carlund, Dame Amelia Fawcett,
Wilhelm Klingspor, Erik Mitteregger, Allen
Sangines-Krause and Cristina Stenbeck as
directors of the Board and to elect Lorenzo
Grabau as new director of the Board. The
Nomination Committee proposes that the Annual
General Meeting shall re-elect Cristina Stenbeck
as Chairman of the Board
16 Election of auditor: Deloitte AB Management No Action
17 Approval of the procedure of the Nomination Management No Action
Committee
18 Resolution regarding guidelines for remuneration Management No Action
to senior executives
19.a Resolution regarding incentive programme Management No Action
comprising the following resolution: adoption of
an incentive programme
19.b Resolution regarding incentive programme Management No Action
comprising the following resolution: authorisation
for the Board to resolve on new issue of C-shares
19.c Resolution regarding incentive programme Management No Action
comprising the following resolution: authorisation
for the Board to resolve to repurchase own C-
shares
19.d Resolution regarding incentive programme Management No Action
comprising the following resolution: transfer of B-
shares
20 Resolution to authorise the Board to resolve on Management No Action
repurchase of own shares
21.a PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To instruct the
Board to take appropriate actions in order to
establish a shareholders' association in the
Company
21.b PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To instruct the
Board to prepare a proposal for the Annual
General Meeting 2014 regarding Board
representation for the small and mid-size
shareholders of the Company
21.c PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To instruct the
Board to write to the Swedish government with a
request that an inquiry examination is established
as soon as possible with the instruction to
present a law proposal to revoke the differences
in voting powers between shares in Swedish
limited liability companies
21.d PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Special
examination regarding the Company's external
and internal entertainment"
21.e PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To adopt a vision
regarding gender equality on every level in the
Company" and "to instruct the Board to establish
a working group assigned to seek to implement
this vision" as well as to "monitor the
development on the ethnicity area" and "account
for its work at the Annual General Meeting each
year
22.a PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine to
distribute the unlisted assets directly to the
shareholders
22.b PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
alternative to divide Kinnevik into two companies:
"Kinnevik Telecom" and "Kinnevik Retail
22.c PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
alternative to divide Kinnevik into two listed
companies: "Kinnevik listed" and "Kinnevik
unlisted
22.d PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
issue to make an extraordinary dividend of SEK
10 and increase the debt ratio
22.e PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Make a more
long-term and more aggressive forecast for the
dividend in Kinnevik
22.f PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
alternative to repurchase large number of shares
without "cancelling them
22.g PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Establish a team
from the major investment companies in Sweden
which shall prepare proposals and measures in
order to eliminate the investment company
discount in each company
22.h PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Contact Warren
Buffett for his advice on how Kinnevik shall meet
the future
22.i PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
alternative to make Kinnevik's Annual General
Meeting the largest annual general meeting in
Sweden
22.j PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Evaluate which
shareholder benefits that can be offered from
subsidiaries and partly owned companies
22.k PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Make a five item
agenda with concrete measures to eliminate
Kinnesvik's investment company discount
22.l PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Establish and
write it down on paper that the investment
company discount, the billions in shareholder
value that are lost, is unacceptable, and establish
the goal that the investment company discount
shall be turned into a premium
23 Closing of the Annual General Meeting Non-Voting
PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION OF TEXT IN
RESOLUTION-22.D. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY-FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
TELE2 AB, STOCKHOLM
SECURITY W95878117 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 13-May-2013
ISIN SE0000314312 AGENDA 704415098 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
1 Opening of the Annual General Meeting Non-Voting
2 Election of Wilhelm Luning as the Chairman of Non-Voting
the Annual General Meeting
3 Preparation and approval of the voting list Non-Voting
4 Approval of the agenda Non-Voting
5 Election of one or two persons to check and Non-Voting
verify the minutes
6 Determination of whether the Annual General Non-Voting
Meeting has been duly convened
7 Remarks by the Chairman of the Board of Non-Voting
Directors
8 Presentation by the Chief Executive Officer Non-Voting
9 Presentation of annual report, auditor's report Non-Voting
and the consolidated-financial statements and
the auditor's report on the consolidated financial-
statements
10 Resolution on the adoption of the income Management No Action
statement and balance sheet and of the
consolidated income statement and the
consolidated balance sheet
11 Resolution on the proposed treatment of the Management No Action
Company's earnings as stated in the adopted
balance sheet
12 Resolution on the discharge of liability of the Management No Action
directors of the Board and the Chief Executive
Officer
13 Determination of the number of directors of the Management No Action
Board
14 Determination of the remuneration to the Management No Action
directors of the Board and the auditor
15 The Nomination Committee proposes that the Management No Action
Annual General Meeting shall re-elect Lars Berg,
Mia Brunell Livfors, John Hepburn, Erik
Mitteregger, Mike Parton and John Shakeshaft as
directors of the Board and to elect Carla Smits-
Nusteling and Mario Zanotti as new directors of
the Board
16 Approval of the procedure of the Nomination Management No Action
Committee
17 Resolution regarding guidelines for remuneration Management No Action
to senior executives
18 Resolution to authorise the Board of Directors to Management No Action
resolve on repurchase of own shares
19 Resolution on amendment of the Articles of Management No Action
Association: Section 4 Paragraph 2 and Section
5 Paragraph 1
20.a Resolution on share redemption program in Management No Action
connection with the sale of Tele2 Russia
comprising the following resolutions: Share split
2:1
20.b Resolution on share redemption program in Management No Action
connection with the sale of Tele2 Russia
comprising the following resolutions: Reduction of
the share capital through redemption of shares
20.c Resolution on share redemption program in Management No Action
connection with the sale of Tele2 Russia
comprising the following resolutions: Increase of
the share capital through a bonus issue without
issuance of new shares
21.a PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To instruct the
Board of Directors to prepare a proposal for the
Annual General Meeting 2014 regarding Board
representation for the small and mid-size
shareholders of the Company
21.b PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To instruct the
Board of Directors to take appropriate actions in
order to establish a shareholders' association in
the Company
21.c PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Special
examination regarding the Company's customer
policy
21.d PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Special
examination regarding the Company's investor
relations policy
22 Closing of the Annual General Meeting Non-Voting
TELE2 AB, STOCKHOLM
SECURITY W95878117 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 13-May-2013
ISIN SE0000314312 AGENDA 704444936 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 190418 DUE TO
CHANGE IN VO-TING STATUS. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AN-D YOU WILL
NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO BE
REJECTED-. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO-YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR-
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID VO-TE OPTION. THANK YOU
1 Opening of the Extraordinary General Meeting Non-Voting
2 Election of Chairman of the Extraordinary Non-Voting
General Meeting
3 Preparation and approval of the voting list Non-Voting
4 Approval of the agenda Non-Voting
5 Election of one or two persons to check and Non-Voting
verify the minutes
6 Determination of whether the Extraordinary Non-Voting
General Meeting has been duly conve-ned
7.a Resolution regarding incentive programme Management No Action
comprising the following resolution: Adoption of
an incentive programme
7.b Resolution regarding incentive programme Management No Action
comprising the following resolution: Authorisation
to resolve to issue Class C shares
7.c Resolution regarding incentive programme Management No Action
comprising the following resolution: Authorisation
to resolve to repurchase own Class C shares
7.d Resolution regarding incentive programme Management No Action
comprising the following resolution: Transfer of
own Class B shares
8 Closing of the Extraordinary General Meeting Non-Voting
AMERICAN WATER WORKS COMPANY, INC.
SECURITY 030420103 MEETING TYPE Annual
TICKER SYMBOL AWK MEETING DATE 13-May-2013
ISIN US0304201033 AGENDA 933763597 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: STEPHEN P. ADIK Management For For
1B. ELECTION OF DIRECTOR: MARTHA CLARK Management For For
GOSS
1C. ELECTION OF DIRECTOR: JULIE A. DOBSON Management For For
1D. ELECTION OF DIRECTOR: PAUL J. EVANSON Management For For
1E. ELECTION OF DIRECTOR: RICHARD R. Management For For
GRIGG
1F. ELECTION OF DIRECTOR: JULIA L. JOHNSON Management For For
1G. ELECTION OF DIRECTOR: GEORGE Management For For
MACKENZIE
1H. ELECTION OF DIRECTOR: WILLIAM J. Management For For
MARRAZZO
1I. ELECTION OF DIRECTOR: JEFFRY E. Management For For
STERBA
2. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR
ENDED DECEMBER 31, 2013.
3. ADVISORY VOTE TO APPROVE OUR Management Abstain Against
EXECUTIVE COMPENSATION.
VEOLIA ENVIRONNEMENT SA, PARIS
SECURITY F9686M107 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 14-May-2013
ISIN FR0000124141 AGENDA 704344528 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING-INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE-DATE. IN CAPACITY
AS REGISTERED INTERMEDIARY, THE
GLOBAL CUSTODIANS WILL SIGN-THE
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE-INFORMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY-CLICKING ON THE MATERIAL
URL LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2013/0322/201303221300897.
pdf. PLEASE NOTE THAT THIS IS A REVISION
DUE TO ADDITION OF URL LINK:
https://balo.journal-
officiel.gouv.fr/pdf/2013/0426/201304261301627.
pdf. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
O.1 Approval of the corporate financial statements for Management For For
the financial year 2012
O.2 Approval of the consolidated financial statements Management For For
for the financial year 2012
O.3 Approval of non-tax deductible expenses and Management For For
expenditures pursuant to Article 39-4 of the
General Tax Code
O.4 Allocation of income for the financial year 2012 Management For For
and payment of the dividend
O.5 Option for payment of the dividend in shares Management For For
O.6 Approval of the regulated agreements pursuant Management For For
to the provisions of Articles L.225-38 and L.225-
40 to L.225-42 of the Commercial Code
O.7 Approval of a regulated agreement including Management For For
commitments in favor of Mr. Antoine Frerot
pursuant to the provisions of Article L.225-42-1 of
the Commercial Code
O.8 Renewal of term of Caisse des depots et Management For For
consignations represented by Mr. Olivier
Mareuse as Board member
O.9 Renewal of term of Mr. Paolo Scaroni as Board Management For For
member
O.10 Ratification of the cooptation and renewal of term Management For For
of Mrs. Marion Guillou as Board member
O.11 Renewal of term of the company KPMG SA as Management For For
principal Statutory Auditor
O.12 Appointment of the company KPMG Audit ID as Management For For
deputy Statutory Auditor, in substitution for Mr.
Philippe Mathis
O.13 Authorization to be granted to the Board of Management For For
Directors to trade in Company's shares
E.14 Delegation of authority to be granted to the Board Management Against Against
of Directors to decide to increase share capital by
issuing shares or securities giving access to
capital reserved for members of company
savings plans with cancellation of preferential
subscription rights in favor of the latter
E.15 Delegation of authority to be granted to the Board Management Against Against
of Directors to decide to increase share capital by
issuing shares reserved for a category of persons
with cancellation of preferential subscription
rights in favor of the latter
E.16 Amendment to Article 12 the bylaws regarding Management For For
Vice-Chairman's duties
OE.17 Powers to carry out all legal formalities Management For For
VEOLIA ENVIRONNEMENT SA, PARIS
SECURITY F9686M107 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 14-May-2013
ISIN FR0000124141 AGENDA 704344528 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING-INSTRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE-DATE. IN CAPACITY
AS REGISTERED INTERMEDIARY, THE
GLOBAL CUSTODIANS WILL SIGN-THE
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE-INFORMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY-CLICKING ON THE MATERIAL
URL LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2013/0322/201303221300897.
pdf. PLEASE NOTE THAT THIS IS A REVISION
DUE TO ADDITION OF URL LINK:
https://balo.journal-
officiel.gouv.fr/pdf/2013/0426/201304261301627.
pdf. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
O.1 Approval of the corporate financial statements for Management For For
the financial year 2012
O.2 Approval of the consolidated financial statements Management For For
for the financial year 2012
O.3 Approval of non-tax deductible expenses and Management For For
expenditures pursuant to Article 39-4 of the
General Tax Code
O.4 Allocation of income for the financial year 2012 Management For For
and payment of the dividend
O.5 Option for payment of the dividend in shares Management For For
O.6 Approval of the regulated agreements pursuant Management For For
to the provisions of Articles L.225-38 and L.225-
40 to L.225-42 of the Commercial Code
O.7 Approval of a regulated agreement including Management For For
commitments in favor of Mr. Antoine Frerot
pursuant to the provisions of Article L.225-42-1 of
the Commercial Code
O.8 Renewal of term of Caisse des depots et Management For For
consignations represented by Mr. Olivier
Mareuse as Board member
O.9 Renewal of term of Mr. Paolo Scaroni as Board Management For For
member
O.10 Ratification of the cooptation and renewal of term Management For For
of Mrs. Marion Guillou as Board member
O.11 Renewal of term of the company KPMG SA as Management For For
principal Statutory Auditor
O.12 Appointment of the company KPMG Audit ID as Management For For
deputy Statutory Auditor, in substitution for Mr.
Philippe Mathis
O.13 Authorization to be granted to the Board of Management For For
Directors to trade in Company's shares
E.14 Delegation of authority to be granted to the Board Management Against Against
of Directors to decide to increase share capital by
issuing shares or securities giving access to
capital reserved for members of company
savings plans with cancellation of preferential
subscription rights in favor of the latter
E.15 Delegation of authority to be granted to the Board Management Against Against
of Directors to decide to increase share capital by
issuing shares reserved for a category of persons
with cancellation of preferential subscription
rights in favor of the latter
E.16 Amendment to Article 12 the bylaws regarding Management For For
Vice-Chairman's duties
OE.17 Powers to carry out all legal formalities Management For For
STATOIL ASA, STAVANGER
SECURITY R8413J103 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 14-May-2013
ISIN NO0010096985 AGENDA 704452553 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT SHARES HELD IN AN OMNIBUS/NOMINEE Non-Voting
ACCOUNT NEED TO BE RE-REGISTERED IN
THE-BENEFICIAL OWNERS NAME TO BE
ALLOWED TO VOTE AT MEETINGS. SHARES
WILL BE-TEMPORARILY TRANSFERRED TO A
SEPARATE ACCOUNT IN THE BENEFICIAL
OWNER'S NAME-ON THE PROXY DEADLINE
AND TRANSFERRED BACK TO THE
OMNIBUS/NOMINEE ACCOUNT THE-DAY
AFTER THE MEETING.
CMMT BLOCKING SHOULD ALWAYS BE APPLIED, Non-Voting
RECORD DATE OR NOT.
1 Open Meeting Non-Voting
2 Registration of Attending Shareholders and Non-Voting
Proxies
3 Elect Olaug Svarva as the Chairman of Meeting Management No Action
4 Approve Notice of Meeting and Agenda Management No Action
5 Designate Inspector(s) of Minutes of Meeting Management No Action
6 Approve Financial Statements and Statutory Management No Action
Reports Approve Allocation of Income and
Dividends of NOK 6.75 per Share
7 PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Withdraw
Company from Tar Sands Activities in Canada
8 PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Withdraw
Company from Ice-Laden Activities in the Arctic
9 Approve Board of Directors' Statement on Management No Action
Company Corporate Governance
10 Approve Remuneration Policy And Other Terms Management No Action
of Employment For Executive Management
11 Approve Remuneration of Auditors Management No Action
12 Amendment of Articles of Association: Article 11: Management No Action
Re: Appointment of Nominating Committee
Members
13 Approve Remuneration of Corporate Assembly in Management No Action
the Amount of NOK 112,200 for the Chairman,
NOK 59,100 for the Vice Chairman, NOK 41,500
for Other Members, and NOK 5,900 for Deputy
Members
14 Elect Elisabeth Berge and Johan Alstad as Management No Action
Member and Deputy Member of Nominating
Committee
15 Approve Remuneration of Nominating Committee Management No Action
in the Amount of NOK 11,200 for the Chairman
and NOK 8,300 for Other Members
16 Authorize Repurchase and Reissuance of Shares Management No Action
up to a Nominal Value of NOK 27.5 Million in
Connection with Share Saving Scheme for
Employees
17 Authorize Repurchase of up to 75 Million Shares Management No Action
For Cancellation Purposes
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO RECEIPT OF CHAIRMAN'S NAME
AND ARTI-CLE NUMBER. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS-PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
HUTCHISON TELECOMMUNICATIONS HONG KONG HOLDINGS LT
SECURITY G4672G106 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 14-May-2013
ISIN KYG4672G1064 AGENDA 704459103 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE Non-Voting
ALLOWED TO VOTE 'IN FAVOR' OR
'AGAINST'-FOR ALL RESOLUTIONS. THANK
YOU.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE Non-Voting
AND PROXY FORM ARE AVAILABLE BY
CLICKING-ON THE URL LINKS:-
http://www.hkexnews.hk/listedco/listconews/sehk/
2013/0402/LTN201304021896.pdf-AND-
http://www.hkexnews.hk/listedco/listconews/sehk/
2013/0402/LTN201304021883.pdf
1 To receive and consider the audited financial Management For For
statements and the reports of the directors and
auditor for the year ended 31 December 2012
2 To declare a final dividend Management For For
3(a) To re-elect Mr WONG King Fai, Peter as a Management For For
director
3(b) To re-elect Mr Frank John Sixt as a director Management For For
3(c) To re-elect Dr Wong Yick Ming, Rosanna as a Management For For
director
3(d) To authorise the board of directors to fix the Management For For
directors' remuneration
4 To re-appoint PricewaterhouseCoopers as the Management For For
auditor and to authorise the board of directors to
fix the auditor's remuneration
5 That: (a) subject to paragraphs (b) and (c) of this Management For For
resolution, the exercise by the board of directors
of the Company (the "Directors") during the
Relevant Period (as defined below) of all the
powers of the Company to allot, issue and
otherwise deal with new shares of the Company
(the "Shares") and to allot, issue or grant
securities convertible into Shares, or options,
warrants or similar rights to subscribe for any
Shares or such convertible securities, and to
make or grant offers, agreements, options and
warrants which would or might require the
exercise of such powers be and is hereby
generally and unconditionally approved; (b) the
approval in paragraph (a) of this resolution shall
not extend beyond the Relevant Period but shall
authorise the Directors during the Relevant
Period to make or grant offers, agreements,
CONTD
CONT CONTD options and warrants which would or Non-Voting
might require the exercise of such-power after
the end of the Relevant Period; (c) the aggregate
nominal amount-of share capital allotted or
agreed conditionally or unconditionally to be-
allotted (whether pursuant to an option or
otherwise) by the Directors-pursuant to the
approval in paragraph (a) of this resolution,
otherwise than-pursuant to Shares issued as a
result of a Rights Issue (as defined below),-the
exercise of the subscription or conversion rights
attaching to any-warrants or any securities
convertible into Shares or the exercise of the-
subscription rights under any option scheme or
similar arrangement for the-time being adopted
for the grant or issue to persons such as officers
and/or-employees of the Company and/or any of
its subsidiaries of Shares or rights-to CONTD
CONT CONTD acquire Shares or any scrip dividend Non-Voting
providing for the allotment of-Shares in lieu of the
whole or part of a dividend on Shares in
accordance-with the Articles of Association of the
Company, shall not exceed 20% of the-aggregate
nominal amount of the share capital of the
Company in issue on the-date of passing this
resolution and the said approval shall be limited-
accordingly; and (d) for the purposes of this
resolution, "Relevant Period"-means the period
from the passing of this resolution until whichever
is the-earliest of: (i) the conclusion of the next
annual general meeting of the-Company; (ii) the
expiration of the period within which the next
annual-general meeting of the Company is
required by the Articles of Association of-the
Company or any applicable law of the Cayman
Islands to be held; and (iii)-the CONTD
CONT CONTD revocation or variation of the authority Non-Voting
given under this resolution by-an ordinary
resolution of the shareholders of the Company in
general meeting;-and "Rights Issue" means the
allotment, issue or grant of Shares pursuant to-an
offer of Shares open for a period fixed by the
Directors to holders of-Shares on the register of
members of the Company on a fixed record date
in-proportion to their then holdings of such
Shares (subject to such exclusions-or other
arrangements as the Directors may deem
necessary or expedient in-relation to fractional
entitlements or having regard to any restrictions
or-obligations under the laws of, or the
requirements of any recognised-regulatory body
or any stock exchange in, any territory applicable
to the-Company)
6 That: (a) subject to paragraph (b) of this Management For For
resolution, the exercise by the Directors during
the Relevant Period (as defined below) of all the
powers of the Company to purchase or
repurchase on The Stock Exchange of Hong
Kong Limited (the "Stock Exchange"), or any
other stock exchange on which the securities of
the Company are or may be listed and
recognised by the Securities and Futures
Commission of Hong Kong and the Stock
Exchange for this purpose, Shares including any
form of depositary shares representing the right
to receive such Shares issued by the Company
and that the exercise by the Directors of all
powers of the Company to repurchase such
securities, subject to and in accordance with all
applicable laws and the requirements of the
Rules Governing the Listing of Securities on the
Stock Exchange or of any other CONTD
CONT CONTD stock exchange as amended from time Non-Voting
to time, be and is hereby generally-and
unconditionally approved; (b) the aggregate
nominal amount of the Shares-which may be
purchased or repurchased by the Company
pursuant to the approval-in paragraph (a) of this
resolution during the Relevant Period shall not-
exceed 10% of the aggregate nominal amount of
the share capital of the-Company in issue on the
date of this resolution, and the said approval
shall-be limited accordingly; and (c) for the
purposes of this resolution,-"Relevant Period"
means the period from the passing of this
resolution until-whichever is the earliest of: (i) the
conclusion of the next annual general-meeting of
the Company; (ii) the expiration of the period
within which the-next annual general meeting of
the Company is required by the Articles of-CONTD
CONT CONTD Association of the Company or any Non-Voting
applicable law of the Cayman Islands-to be held;
and (iii) the revocation or variation of the authority
given-under this resolution by an ordinary
resolution of the shareholders of the-Company in
general meeting
7 That subject to the passing of Ordinary Management For For
Resolutions No. 5 and 6 set out in the notice
convening this meeting, the aggregate nominal
amount of the share capital of the Company
which may be purchased or repurchased by the
Company pursuant to the authority granted to the
Directors by Ordinary Resolution No. 6 set out in
the notice convening this meeting shall be added
to the aggregate nominal amount of the share
capital of the Company that may be allotted or
issued or agreed conditionally or unconditionally
to be allotted or issued by the Directors pursuant
to Ordinary Resolution No. 5 set out in the notice
convening this meeting, provided that such
shares shall not exceed 10% of the aggregate
nominal amount of the share capital of the
Company in issue on the date of this resolution
CAMECO CORPORATION
SECURITY 13321L108 MEETING TYPE Annual
TICKER SYMBOL CCJ MEETING DATE 14-May-2013
ISIN CA13321L1085 AGENDA 933743204 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 YOU DECLARE THAT THE SHARES Management Against For
REPRESENTED BY THIS VOTING
INSTRUCTION FORM ARE HELD,
BENEFICIALLY OWNED OR CONTROLLED,
EITHER DIRECTLY OR INDIRECTLY, BY A
RESIDENT OF CANADA AS DEFINED ON THE
FORM. IF THE SHARES ARE HELD IN THE
NAMES OF TWO OR MORE PEOPLE, YOU
DECLARE THAT ALL OF THESE PEOPLE ARE
RESIDENTS OF CANADA.
02 DIRECTOR Management
1 IAN BRUCE For For
2 DANIEL CAMUS For For
3 JOHN CLAPPISON For For
4 JOE COLVIN For For
5 JAMES CURTISS For For
6 DONALD DERANGER For For
7 TIM GITZEL For For
8 JAMES GOWANS For For
9 NANCY HOPKINS For For
10 ANNE MCLELLAN For For
11 NEIL MCMILLAN For For
12 VICTOR ZALESCHUK For For
03 APPOINT KPMG LLP AS AUDITORS Management For For
04 RESOLVED, ON AN ADVISORY BASIS AND Management For For
NOT TO DIMINISH THE ROLE AND
RESPONSIBILITIES OF THE BOARD OF
DIRECTORS, THAT THE SHAREHOLDERS
ACCEPT THE APPROACH TO EXECUTIVE
COMPENSATION DISCLOSED IN CAMECO'S
MANAGEMENT PROXY CIRCULAR
DELIVERED IN ADVANCE OF THE 2013
ANNUAL MEETING OF SHAREHOLDERS.
ALLETE, INC.
SECURITY 018522300 MEETING TYPE Annual
TICKER SYMBOL ALE MEETING DATE 14-May-2013
ISIN US0185223007 AGENDA 933761199 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: KATHRYN W. Management For For
DINDO
1B. ELECTION OF DIRECTOR: HEIDI J. EDDINS Management For For
1C. ELECTION OF DIRECTOR: SIDNEY W. Management For For
EMERY, JR.
1D. ELECTION OF DIRECTOR: GEORGE G. Management For For
GOLDFARB
1E. ELECTION OF DIRECTOR: JAMES S. HAINES, JR. Management For For
1F. ELECTION OF DIRECTOR: ALAN R. HODNIK Management For For
1G. ELECTION OF DIRECTOR: JAMES J. Management For For
HOOLIHAN
1H. ELECTION OF DIRECTOR: MADELEINE W. Management For For
LUDLOW
1I. ELECTION OF DIRECTOR: DOUGLAS C. NEVE Management For For
1J. ELECTION OF DIRECTOR: LEONARD C. Management For For
RODMAN
1K. ELECTION OF DIRECTOR: BRUCE W. Management For For
STENDER
2. APPROVAL OF ADVISORY RESOLUTION ON Management Abstain Against
EXECUTIVE COMPENSATION.
3. APPROVAL OF AN AMENDMENT TO THE Management For For
ALLETE NON-EMPLOYEE DIRECTOR STOCK
PLAN TO INCREASE THE NUMBER OF
AUTHORIZED SHARES AVAILABLE FOR
ISSUANCE UNDER THE PLAN.
4. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
ALLETE'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
ANADARKO PETROLEUM CORPORATION
SECURITY 032511107 MEETING TYPE Annual
TICKER SYMBOL APC MEETING DATE 14-May-2013
ISIN US0325111070 AGENDA 933764715 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: KEVIN P. CHILTON Management For For
1B. ELECTION OF DIRECTOR: LUKE R. CORBETT Management For For
1C. ELECTION OF DIRECTOR: H. PAULETT Management For For
EBERHART
1D. ELECTION OF DIRECTOR: PETER J. FLUOR Management For For
1E. ELECTION OF DIRECTOR: RICHARD L. Management For For
GEORGE
1F. ELECTION OF DIRECTOR: PRESTON M. Management For For
GEREN III
1G. ELECTION OF DIRECTOR: CHARLES W. Management For For
GOODYEAR
1H. ELECTION OF DIRECTOR: JOHN R. GORDON Management For For
1I. ELECTION OF DIRECTOR: ERIC D. MULLINS Management For For
1J. ELECTION OF DIRECTOR: PAULA ROSPUT Management For For
REYNOLDS
1K. ELECTION OF DIRECTOR: R. A. WALKER Management For For
2. RATIFICATION OF APPOINTMENT OF KPMG Management For For
LLP AS INDEPENDENT AUDITOR.
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
4. STOCKHOLDER PROPOSAL - REPORT ON Shareholder Against For
POLITICAL CONTRIBUTIONS.
UIL HOLDINGS CORPORATION
SECURITY 902748102 MEETING TYPE Annual
TICKER SYMBOL UIL MEETING DATE 14-May-2013
ISIN US9027481020 AGENDA 933768080 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 THELMA R. ALBRIGHT For For
2 ARNOLD L. CHASE For For
3 BETSY HENLEY-COHN For For
4 SUEDEEN G. KELLY For For
5 JOHN L. LAHEY For For
6 DANIEL J. MIGLIO For For
7 WILLIAM F. MURDY For For
8 WILLIAM B. PLUMMER For For
9 DONALD R. SHASSIAN For For
10 JAMES P. TORGERSON For For
2. RATIFICATION OF THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS UIL
HOLDINGS CORPORATION'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
3. NON-BINDING ADVISORY VOTE TO APPROVE Management Abstain Against
THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS.
4. PROPOSAL TO APPROVE THE AMENDED Management For For
AND RESTATED UIL HOLDINGS
CORPORATION 2008 STOCK AND INCENTIVE COMPENSATION PLAN.
NISOURCE INC.
SECURITY 65473P105 MEETING TYPE Annual
TICKER SYMBOL NI MEETING DATE 14-May-2013
ISIN US65473P1057 AGENDA 933768650 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
I1 ELECTION OF DIRECTOR: RICHARD A. Management For For
ABDOO
I2 ELECTION OF DIRECTOR: ARISTIDES S. Management For For
CANDRIS
I3 ELECTION OF DIRECTOR: SIGMUND L. Management For For
CORNELIUS
I4 ELECTION OF DIRECTOR: MICHAEL E. Management For For
JESANIS
I5 ELECTION OF DIRECTOR: MARTY R. Management For For
KITTRELL
I6 ELECTION OF DIRECTOR: W. LEE NUTTER Management For For
I7 ELECTION OF DIRECTOR: DEBORAH S. Management For For
PARKER
I8 ELECTION OF DIRECTOR: ROBERT C. Management For For
SKAGGS, JR.
I9 ELECTION OF DIRECTOR: TERESA A. Management For For
TAYLOR
I10 ELECTION OF DIRECTOR: RICHARD L. Management For For
THOMPSON
I11 ELECTION OF DIRECTOR: CAROLYN Y. WOO Management For For
II TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS.
III TO CONSIDER ADVISORY APPROVAL OF Management Abstain Against
EXECUTIVE COMPENSATION.
IV TO CONSIDER A STOCKHOLDER PROPOSAL Shareholder Against For
REGARDING ACTION BY WRITTEN CONSENT.
V TO CONSIDER A STOCKHOLDER PROPOSAL Shareholder Against For
REGARDING A POLICY TO END
BENCHMARKING CEO COMPENSATION.
UNITED STATES CELLULAR CORPORATION
SECURITY 911684108 MEETING TYPE Annual
TICKER SYMBOL USM MEETING DATE 14-May-2013
ISIN US9116841084 AGENDA 933786987 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 P.H. DENUIT For For
2. RATIFY ACCOUNTANTS FOR 2013. Management For For
3. 2013 LONG-TERM INCENTIVE PLAN. Management Against Against
4. NON-EMPLOYEE DIRECTOR COMPENSATION Management Against Against
PLAN.
5. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
PINNACLE WEST CAPITAL CORPORATION
SECURITY 723484101 MEETING TYPE Annual
TICKER SYMBOL PNW MEETING DATE 15-May-2013
ISIN US7234841010 AGENDA 933763066 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 EDWARD N. BASHA, JR. For For
2 DONALD E. BRANDT For For
3 SUSAN CLARK-JOHNSON For For
4 DENIS A. CORTESE, M.D. For For
5 MICHAEL L. GALLAGHER For For
6 R.A. HERBERGER, JR, PHD For For
7 DALE E. KLEIN, PH.D. For For
8 HUMBERTO S. LOPEZ For For
9 KATHRYN L. MUNRO For For
10 BRUCE J. NORDSTROM For For
2. VOTE ON AN ADVISORY RESOLUTION TO Management Abstain Against
APPROVE EXECUTIVE COMPENSATION AS
DISCLOSED IN THE 2013 PROXY STATEMENT.
3. RATIFY THE APPOINTMENT OF THE Management For For
COMPANY'S INDEPENDENT ACCOUNTANTS
FOR THE YEAR ENDING DECEMBER 31, 2013.
COMCAST CORPORATION
SECURITY 20030N101 MEETING TYPE Annual
TICKER SYMBOL CMCSA MEETING DATE 15-May-2013
ISIN US20030N1019 AGENDA 933764739 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 KENNETH J. BACON For For
2 SHELDON M. BONOVITZ For For
3 JOSEPH J. COLLINS For For
4 J. MICHAEL COOK For For
5 GERALD L. HASSELL For For
6 JEFFREY A. HONICKMAN For For
7 EDUARDO G. MESTRE For For
8 BRIAN L. ROBERTS For For
9 RALPH J. ROBERTS For For
10 JOHNATHAN A. RODGERS For For
11 DR. JUDITH RODIN For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
OUR INDEPENDENT AUDITORS
3. TO PROHIBIT ACCELERATED VESTING UPON Shareholder Against For
A CHANGE IN CONTROL
4. TO ADOPT A RECAPITALIZATION PLAN Shareholder Against For
HALLIBURTON COMPANY
SECURITY 406216101 MEETING TYPE Annual
TICKER SYMBOL HAL MEETING DATE 15-May-2013
ISIN US4062161017 AGENDA 933767317 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: A.M. BENNETT Management For For
1B. ELECTION OF DIRECTOR: J.R. BOYD Management For For
1C. ELECTION OF DIRECTOR: M. CARROLL Management For For
1D. ELECTION OF DIRECTOR: N.K. DICCIANI Management For For
1E. ELECTION OF DIRECTOR: M.S. GERBER Management For For
1F. ELECTION OF DIRECTOR: J.C. GRUBISICH Management For For
1G. ELECTION OF DIRECTOR: A.S. JUM'AH Management For For
1H. ELECTION OF DIRECTOR: D.J. LESAR Management For For
1I. ELECTION OF DIRECTOR: R.A. MALONE Management For For
1J. ELECTION OF DIRECTOR: J.L. MARTIN Management For For
1K. ELECTION OF DIRECTOR: D.L. REED Management For For
2. PROPOSAL FOR RATIFICATION OF THE Management For For
SELECTION OF AUDITORS.
3. ADVISORY APPROVAL OF THE COMPANY'S Management Abstain Against
EXECUTIVE COMPENSATION.
4. PROPOSAL TO AMEND AND RESTATE THE Management For For
HALLIBURTON COMPANY STOCK AND
INCENTIVE PLAN.
5. PROPOSAL ON HUMAN RIGHTS POLICY. Shareholder Against For
ITC HOLDINGS CORP.
SECURITY 465685105 MEETING TYPE Annual
TICKER SYMBOL ITC MEETING DATE 15-May-2013
ISIN US4656851056 AGENDA 933770693 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 DIRECTOR Management
1 CHRISTOPHER H. FRANKLIN For For
2 EDWARD G. JEPSEN For For
3 WILLIAM J. MUSELER For For
4 HAZEL R. O'LEARY For For
5 THOMAS G. STEPHENS For For
6 G. BENNETT STEWART, III For For
7 LEE C. STEWART For For
8 J.C. WATTS, JR. For For
9 JOSEPH L. WELCH For For
2. TO APPROVE, BY NON-BINDING VOTE, Management Abstain Against
EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR 2013.
4. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
MAJORITY VOTING, IN THE CASE OF
UNCONTESTED DIRECTOR ELECTIONS, IF
PROPERLY PRESENTED AT THE MEETING.
PPL CORPORATION
SECURITY 69351T106 MEETING TYPE Annual
TICKER SYMBOL PPL MEETING DATE 15-May-2013
ISIN US69351T1060 AGENDA 933772798 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 DIRECTOR Management
1 FREDERICK M. BERNTHAL For For
2 JOHN W. CONWAY For For
3 PHILIP G. COX For For
4 STEVEN G. ELLIOTT For For
5 LOUISE K. GOESER For For
6 STUART E. GRAHAM For For
7 STUART HEYDT For For
8 RAJA RAJAMANNAR For For
9 CRAIG A. ROGERSON For For
10 WILLIAM H. SPENCE For For
11 NATICA VON ALTHANN For For
12 KEITH H. WILLIAMSON For For
2 APPROVAL OF AMENDMENT TO PPL Management For For
CORPORATION'S ARTICLES OF
INCORPORATION TO IMPLEMENT MAJORITY
VOTE STANDARD IN UNCONTESTED
ELECTIONS OF DIRECTORS
3 RATIFICATION OF THE APPOINTMENT OF Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
4 ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
5 SHAREOWNER PROPOSAL - REQUEST FOR Shareholder Against For
POLITICAL SPENDING REPORT
DEUTSCHE TELEKOM AG, BONN
SECURITY D2035M136 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 16-May-2013
ISIN DE0005557508 AGENDA 704385839 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please note that for Registered Share meetings Non-Voting
in Germany there is now a requi-rement that any
shareholder who holds an aggregate total of 3
per cent or more-of the outstanding share capital
must register under their beneficial owner d-etails
before the appropriate deadline to be able to
vote. Failure to comply with the declaration
requirements as stipulated in section 21 of the
Securities-Trade Act (WpHG) may prevent the
shareholder from voting at the general meeti-ngs.
Therefore, your custodian may request that we
register beneficial owner data for all voted
accounts to the respective sub custodian. If you
require further information with regard to
whether such BO registration will be conducted-
for your custodian's accounts, please contact
your CSR for more information.
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading-purposes i.e.
they are only unavailable for settlement. In order
to deliver/settle a voted position before the
deregistration date a voting instruction canc-
ellation and de-registration request needs to be
sent to your CSR or Custodian-. Failure to de-
register the shares before settlement date could
result in the-settlement being delayed. Please
also be aware that although some issuers permit
the deregistration of shares at deregistration
date, some shares may remain registered up
until meeting date. If you are considering settling
a traded voted position prior to the meeting date
of this event, please contact your CSR-or
custodian to ensure your shares have been deregistered.
The Vote/Registration Deadline as displayed on Non-Voting
ProxyEdge is subject to change-and will be
updated as soon as Broadridge receives
confirmation from the sub c-ustodians regarding
their instruction deadline. For any queries please
contact-your Client Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTI-ON WITH SPECIFIC ITEMS OF
THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTIT-LED TO EXERCISE
YOUR VOTING RIGHTS. FURTHER, YOUR
VOTING RIGHT MIGHT BE EXCLUD-ED WHEN
YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU
HAV-E NOT COMPLIED WITH ANY OF YOUR
MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT-TO THE
GERMAN SECURITIES TRADING ACT
(WHPG). FOR QUESTIONS IN THIS REGARD
PLE-ASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF
YOU DO NOT HAVE ANY INDICATION
REGARDING SUCH CONFLICT OF INTEREST,
OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
COUNTER PROPOSALS MAY BE SUBMITTED Non-Voting
UNTIL 01 MAY 2013. FURTHER INFORMATION
ON COUNTER PROPOSALS CAN BE FOUND
DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO THE MATERIAL URL
SECTION OF THE APPLICATION). IF YOU
WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND
AND VOTE YOUR SHARES DIRECTLY AT
THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED IN
THE BALLOT ON PROXYEDGE.
1. Submissions to the shareholders' meeting Non-Voting
pursuant to section 176 (1) sentence-1 of the
AktG (Aktiengesetz - German Stock Corporation
Act)
2. Resolution on the appropriation of net income Management No Action
3. Resolution on the approval of the actions of the Management No Action
members of the Board of Management for the
2012 financial year
4. Resolution on the approval of the actions of the Management No Action
members of the Supervisory Board for the 2012
financial year
5. Resolution on the appointment of the Management No Action
independent auditor and the Group auditor for the
2013 financial year as well as the independent
auditor to review the condensed financial
statements and the interim management report
pursuant to section 37w, section 37y no. 2 WpHG
(Wertpapierhandelsgesetz - German Securities
Trading Act) in the 2013 financial year:
PricewaterhouseCoopers Aktiengesellschaft
Wirtschaftsprufungsgesellschaft, Frankfurt am
Main
6. Election of a Supervisory Board member: Ms. Management No Action
Sari Baldauf
7. Election of a Supervisory Board member: Prof. Management No Action
Ulrich Lehner
8. Resolution on the amendment to Supervisory Management No Action
Board remuneration and the related amendment
to section 13 Articles of Incorporation
9. Resolution on the cancellation of contingent Management No Action
capital II and the related amendment to section 5
Articles of Incorporation
10. Resolution on the cancellation of authorized Management No Action
capital 2009/I and the creation of authorized
capital 2013 for cash and/or non-cash
contributions, with the authorization to exclude
subscription rights and the relevant amendment
to the Articles of Incorporation
11. Resolution on approval of a control and profit and Management No Action
loss transfer agreement with PASM Power and
Air Condition Solution Management GmbH
12. Resolution regarding approval of the amendment Management No Action
to the profit and loss transfer agreement with
GMG Generalmietgesellschaft mbH
13. Resolution regarding approval of the amendment Management No Action
to the profit and loss transfer agreement with
DeTeMedien, Deutsche Telekom Medien GmbH
14. Resolution regarding approval of the amendment Management No Action
to the control agreement with GMG
Generalmietgesellschaft mbH
15. Resolution regarding approval of the amendment Management No Action
to the control agreement with DeTeMedien,
Deutsche Telekom Medien GmbH
COVANTA HOLDING CORPORATION
SECURITY 22282E102 MEETING TYPE Annual
TICKER SYMBOL CVA MEETING DATE 16-May-2013
ISIN US22282E1029 AGENDA 933759423 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 DAVID M. BARSE For For
2 RONALD J. BROGLIO For For
3 PETER C.B. BYNOE For For
4 LINDA J. FISHER For For
5 JOSEPH M. HOLSTEN For For
6 ANTHONY J. ORLANDO For For
7 WILLIAM C. PATE For For
8 ROBERT S. SILBERMAN For For
9 JEAN SMITH For For
10 SAMUEL ZELL For For
2. TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS COVANTA HOLDING
CORPORATION'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR
THE 2013 FISCAL YEAR.
OGE ENERGY CORP.
SECURITY 670837103 MEETING TYPE Annual
TICKER SYMBOL OGE MEETING DATE 16-May-2013
ISIN US6708371033 AGENDA 933763220 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 DIRECTOR Management
1 JAMES H. BRANDI For For
2 WAYNE H. BRUNETTI For For
3 LUKE R. CORBETT For For
4 PETER B. DELANEY For For
5 JOHN D. GROENDYKE For For
6 KIRK HUMPHREYS For For
7 ROBERT KELLEY For For
8 ROBERT O. LORENZ For For
9 JUDY R. MCREYNOLDS For For
10 LEROY C. RICHIE For For
2 RATIFICATION OF THE APPOINTMENT OF Management For For
ERNST & YOUNG LLP AS THE COMPANY'S
PRINCIPAL INDEPENDENT ACCOUNTANTS
FOR 2013.
3 ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
4 AMENDMENT OF RESTATED CERTIFICATE Management For For
OF INCORPORATION TO ELIMINATE
SUPERMAJORITY VOTING PROVISIONS.
5 APPROVAL OF THE OGE ENERGY CORP. Management For For
2013 STOCK INCENTIVE PLAN.
6 APPROVAL OF THE OGE ENERGY CORP. Management For For
2013 ANNUAL INCENTIVE COMPENSATION
PLAN.
7 AMENDMENT OF THE RESTATED Management For For
CERTIFICATE OF INCORPORATION TO
INCREASE THE NUMBER OF AUTHORIZED
SHARES OF COMMON STOCK FROM
225,000,000 TO 450,000,000.
8 SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
REINCORPORATION IN DELAWARE.
INTEGRYS ENERGY GROUP INC
SECURITY 45822P105 MEETING TYPE Annual
TICKER SYMBOL TEG MEETING DATE 16-May-2013
ISIN US45822P1057 AGENDA 933764602 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 WILLIAM J. BRODSKY For For
2 ALBERT J. BUDNEY, JR. For For
3 ELLEN CARNAHAN For For
4 MICHELLE L. COLLINS For For
5 K.M. HASSELBLAD-PASCALE For For
6 JOHN W. HIGGINS For For
7 PAUL W. JONES For For
8 HOLLY KELLER KOEPPEL For For
9 MICHAEL E. LAVIN For For
10 WILLIAM F. PROTZ, JR. For For
11 CHARLES A. SCHROCK For For
2. THE APPROVAL OF A NON-BINDING Management Abstain Against
ADVISORY RESOLUTION TO APPROVE THE
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
3. THE RATIFICATION OF THE SELECTION OF Management For For
DELOITTE & TOUCHE LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR INTEGRYS ENERGY
GROUP AND ITS SUBSIDIARIES FOR 2013.
WESTAR ENERGY, INC.
SECURITY 95709T100 MEETING TYPE Annual
TICKER SYMBOL WR MEETING DATE 16-May-2013
ISIN US95709T1007 AGENDA 933769272 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 DIRECTOR Management
1 RICHARD L. HAWLEY For For
2 B. ANTHONY ISAAC For For
3 S. CARL SODERSTROM, JR. For For
2 ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
3 RATIFICATION AND CONFIRMATION OF Management For For
DELOITTE & TOUCHE LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013
TIME WARNER CABLE INC
SECURITY 88732J207 MEETING TYPE Annual
TICKER SYMBOL TWC MEETING DATE 16-May-2013
ISIN US88732J2078 AGENDA 933770643 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: CAROLE BLACK Management For For
1B. ELECTION OF DIRECTOR: GLENN A. BRITT Management For For
1C. ELECTION OF DIRECTOR: THOMAS H. Management For For
CASTRO
1D. ELECTION OF DIRECTOR: DAVID C. CHANG Management For For
1E. ELECTION OF DIRECTOR: JAMES E. Management For For
COPELAND, JR.
1F. ELECTION OF DIRECTOR: PETER R. HAJE Management For For
1G. ELECTION OF DIRECTOR: DONNA A. JAMES Management For For
1H. ELECTION OF DIRECTOR: DON LOGAN Management For For
1I. ELECTION OF DIRECTOR: N.J. NICHOLAS, JR. Management For For
1J. ELECTION OF DIRECTOR: WAYNE H. PACE Management For For
1K. ELECTION OF DIRECTOR: EDWARD D. Management For For
SHIRLEY
1L. ELECTION OF DIRECTOR: JOHN E. SUNUNU Management For For
2. RATIFICATION OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
4. STOCKHOLDER PROPOSAL ON DISCLOSURE Shareholder Against For
OF LOBBYING ACTIVITIES.
5. STOCKHOLDER PROPOSAL ON Shareholder Against For
ACCELERATED VESTING OF EQUITY
AWARDS IN A CHANGE IN CONTROL.
IDACORP, INC.
SECURITY 451107106 MEETING TYPE Annual
TICKER SYMBOL IDA MEETING DATE 16-May-2013
ISIN US4511071064 AGENDA 933772786 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 JUDITH A. JOHANSEN For For
2 J. LAMONT KEEN For For
3 ROBERT A. TINSTMAN For For
4 DENNIS L. JOHNSON For For
2. RATIFY THE APPOINTMENT OF DELOITTE Management For For
AND TOUCHE LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE YEAR ENDING DECEMBER 31, 2013
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION
APACHE CORPORATION
SECURITY 037411105 MEETING TYPE Annual
TICKER SYMBOL APA MEETING DATE 16-May-2013
ISIN US0374111054 AGENDA 933774944 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. ELECTION OF DIRECTOR: EUGENE C. Management For For
FIEDOREK
2. ELECTION OF DIRECTOR: CHANSOO JOUNG Management For For
3. ELECTION OF DIRECTOR: WILLIAM C. Management For For
MONTGOMERY
4. RATIFICATION OF ERNST & YOUNG LLP AS Management For For
APACHE'S INDEPENDENT AUDITORS
5. ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPENSATION OF APACHE'S NAMED
EXECUTIVE OFFICERS
6. APPROVAL OF AMENDMENT TO APACHE'S Management Against Against
2011 OMNIBUS EQUITY COMPENSATION
PLAN TO INCREASE THE NUMBER OF
SHARES ISSUABLE UNDER THE PLAN
7. APPROVAL OF AMENDMENT TO APACHE'S Management For For
RESTATED CERTIFICATE OF
INCORPORATION TO ELIMINATE APACHE'S
CLASSIFIED BOARD OF DIRECTORS
INTERNAP NETWORK SERVICES CORPORATION
SECURITY 45885A300 MEETING TYPE Annual
TICKER SYMBOL INAP MEETING DATE 16-May-2013
ISIN US45885A3005 AGENDA 933780276 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 GARY M. PFEIFFER For For
2 MICHAEL A. RUFFOLO For For
2. TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31,
2013.
3. TO APPROVE, BY NON-BINDING VOTE, Management Abstain Against
EXECUTIVE COMPENSATION.
HESS CORPORATION
SECURITY 42809H107 MEETING TYPE Contested-Annual
TICKER SYMBOL HES MEETING DATE 16-May-2013
ISIN US42809H1077 AGENDA 933787648 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 J. KRENICKI For For
2 K. MEYERS For For
3 F.G. REYNOLDS For For
4 W.G. SCHRADER For For
5 M. WILLIAMS For For
2. RATIFICATION OF THE SELECTION OF Management For For
ERNST & YOUNG LLP AS INDEPENDENT
AUDITORS FOR FISCAL YEAR ENDING
DECEMBER 31, 2013.
3. ADVISORY APPROVAL OF THE Management Abstain Against
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
4. APPROVAL OF AN AMENDMENT TO THE Management For For
RESTATED CERTIFICATE OF
INCORPORATION AND BY-LAWS TO
DECLASSIFY THE BOARD.
5. STOCKHOLDER PROPOSAL Shareholder Against For
RECOMMENDING THAT THE BOARD OF
DIRECTORS ADOPT A POLICY THAT
REQUIRES AN INDEPENDENT CHAIRMAN.
6. STOCKHOLDER PROPOSAL Shareholder Against For
RECOMMENDING THAT THE BOARD OF
DIRECTORS TAKE ACTION TO IMPLEMENT A
SIMPLE MAJORITY VOTE STANDARD.
7. STOCKHOLDER PROPOSAL Shareholder Against For
RECOMMENDING THAT THE COMPANY
PROVIDE A REPORT REGARDING POLITICAL
CONTRIBUTIONS.
8. STOCKHOLDER PROPOSAL SUBMITTED BY Shareholder Against For
ELLIOTT ASSOCIATES, L.P. AND ELLIOTT
INTERNATIONAL, L.P. RECOMMENDING THAT
THE COMPANY REPEAL ANY PROVISION OR
AMENDMENT OF THE BY-LAWS ADOPTED
WITHOUT STOCKHOLDER APPROVAL AFTER
FEBRUARY 2, 2011 AND PRIOR TO THE
ANNUAL MEETING.
DEUTSCHE TELEKOM AG
SECURITY 251566105 MEETING TYPE Annual
TICKER SYMBOL DTEGY MEETING DATE 16-May-2013
ISIN US2515661054 AGENDA 933792360 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
2. RESOLUTION ON THE APPROPRIATION OF Management For
NET INCOME.
3. RESOLUTION ON THE APPROVAL OF THE Management For
ACTIONS OF THE MEMBERS OF THE BOARD
OF MANAGEMENT FOR THE 2012 FINANCIAL
YEAR.
4. RESOLUTION ON THE APPROVAL OF THE Management For
ACTIONS OF THE MEMBERS OF THE
SUPERVISORY BOARD FOR THE 2012
FINANCIAL YEAR.
5. RESOLUTION ON THE APPOINTMENT OF Management For
THE INDEPENDENT AUDITOR AND THE
GROUP AUDITOR FOR THE 2013 FINANCIAL
YEAR.
6. ELECTION OF A SUPERVISORY BOARD Management For
MEMBER.
7. ELECTION OF A SUPERVISORY BOARD Management For
MEMBER.
8. RESOLUTION ON AMENDMENT TO Management For
SUPERVISORY BOARD REMUNERATION &
RELATED AMENDMENT TO SECTION 13
ARTICLES OF INCORPORATION.
9. RESOLUTION ON THE CANCELLATION OF Management For
CONTINGENT CAPITAL II AND THE RELATED
AMENDMENT TO SECTION 5 ARTICLES OF
INCORPORATION.
10. CANCELLATION OF AUTHORIZED CAPITAL Management For
2009/I AND THE CREATION OF AUTHORIZED
CAPITAL 2013 FOR CASH AND/OR NON-CASH
CONTRIBUTIONS.
11. APPROVAL OF A CONTROL AND PROFIT AND Management For
LOSS TRANSFER AGREEMENT WITH PASM
POWER AND AIR CONDITION SOLUTION
MANAGEMENT GMBH.
12. RESOLUTION REGARDING APPROVAL OF Management For
THE AMENDMENT TO THE PROFIT AND LOSS
TRANSFER AGREEMENT WITH GMG
GENERALMIETGESELLSCHAFT MBH.
13. APPROVAL OF THE AMENDMENT TO THE Management For
PROFIT AND LOSS TRANSFER AGREEMENT
WITH DETEMEDIEN, DEUTSCHE TELEKOM
MEDIEN GMBH.
14. RESOLUTION REGARDING APPROVAL OF Management For
THE AMENDMENT TO THE CONTROL
AGREEMENT WITH GMG
GENERALMIETGESELLSCHAFT MBH.
15. RESOLUTION REGARDING APPROVAL OF Management For
THE AMENDMENT TO THE CONTROL
AGREEMENT WITH DETEMEDIEN,
DEUTSCHE TELEKOM MEDIEN GMBH.
CLEAR CHANNEL OUTDOOR HOLDINGS, INC.
SECURITY 18451C109 MEETING TYPE Annual
TICKER SYMBOL CCO MEETING DATE 17-May-2013
ISIN US18451C1099 AGENDA 933769121 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 BLAIR E. HENDRIX Withheld Against
2 DOUGLAS L. JACOBS Withheld Against
3 DANIEL G. JONES Withheld Against
2. RATIFICATION OF THE SELECTION OF Management For For
ERNST & YOUNG LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE YEAR ENDING DECEMBER 31, 2013.
PEPCO HOLDINGS, INC.
SECURITY 713291102 MEETING TYPE Annual
TICKER SYMBOL POM MEETING DATE 17-May-2013
ISIN US7132911022 AGENDA 933772825 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 JACK B. DUNN, IV For For
2 H. RUSSELL FRISBY, JR. For For
3 TERENCE C. GOLDEN For For
4 PATRICK T. HARKER For For
5 FRANK O. HEINTZ For For
6 BARBARA J. KRUMSIEK For For
7 GEORGE F. MACCORMACK For For
8 LAWRENCE C. NUSSDORF For For
9 PATRICIA A. OELRICH For For
10 JOSEPH M. RIGBY For For
11 FRANK K. ROSS For For
12 PAULINE A. SCHNEIDER For For
13 LESTER P. SILVERMAN For For
2. A PROPOSAL TO APPROVE, ON AN Management Abstain Against
ADVISORY BASIS, THE COMPANY'S
EXECUTIVE COMPENSATION.
3. A PROPOSAL TO RATIFY THE Management For For
APPOINTMENT, BY THE AUDIT COMMITTEE
OF THE BOARD OF DIRECTORS, OF
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR
2013.
CMS ENERGY CORPORATION
SECURITY 125896100 MEETING TYPE Annual
TICKER SYMBOL CMS MEETING DATE 17-May-2013
ISIN US1258961002 AGENDA 933777318 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JON E. BARFIELD Management For For
1B. ELECTION OF DIRECTOR: STEPHEN E. Management For For
EWING
1C. ELECTION OF DIRECTOR: RICHARD M. Management For For
GABRYS
1D. ELECTION OF DIRECTOR: WILLIAM D. Management For For
HARVEY
1E. ELECTION OF DIRECTOR: DAVID W. JOOS Management For For
1F. ELECTION OF DIRECTOR: PHILIP R. Management For For
LOCHNER, JR.
1G. ELECTION OF DIRECTOR: MICHAEL T. Management For For
MONAHAN
1H. ELECTION OF DIRECTOR: JOHN G. RUSSELL Management For For
1I. ELECTION OF DIRECTOR: KENNETH L. WAY Management For For
1J. ELECTION OF DIRECTOR: LAURA H. WRIGHT Management For For
1K. ELECTION OF DIRECTOR: JOHN B. YASINSKY Management For For
2. ADVISORY VOTE TO APPROVE THE Management Abstain Against
CORPORATION'S EXECUTIVE
COMPENSATION.
3. RATIFICATION OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
(PRICEWATERHOUSECOOPERS LLP).
CONSOLIDATED EDISON, INC.
SECURITY 209115104 MEETING TYPE Annual
TICKER SYMBOL ED MEETING DATE 20-May-2013
ISIN US2091151041 AGENDA 933770732 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: KEVIN BURKE Management For For
1B. ELECTION OF DIRECTOR: VINCENT A. Management For For
CALARCO
1C. ELECTION OF DIRECTOR: GEORGE Management For For
CAMPBELL, JR.
1D. ELECTION OF DIRECTOR: GORDON J. DAVIS Management For For
1E. ELECTION OF DIRECTOR: MICHAEL J. DEL Management For For
GIUDICE
1F. ELECTION OF DIRECTOR: ELLEN V. FUTTER Management For For
1G. ELECTION OF DIRECTOR: JOHN F. Management For For
HENNESSY III
1H. ELECTION OF DIRECTOR: JOHN F. KILLIAN Management For For
1I. ELECTION OF DIRECTOR: EUGENE R. Management For For
MCGRATH
1J. ELECTION OF DIRECTOR: SALLY H. PINERO Management For For
1K. ELECTION OF DIRECTOR: MICHAEL W. Management For For
RANGER
1L. ELECTION OF DIRECTOR: L. FREDERICK Management For For
SUTHERLAND
2. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT ACCOUNTANTS.
3. APPROVAL OF THE COMPANY'S LONG TERM Management For For
INCENTIVE PLAN.
4. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
5. END PRACTICE OF BENCHMARKING THE Shareholder Against For
CEOS TOTAL COMPENSATION TO THAT OF
CEOS OF PEER COMPANIES.
MACQUARIE INFRASTRUCTURE CO. LLC
SECURITY 55608B105 MEETING TYPE Annual
TICKER SYMBOL MIC MEETING DATE 20-May-2013
ISIN US55608B1052 AGENDA 933780973 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 NORMAN H. BROWN, JR. For For
2 GEORGE W. CARMANY, III For For
3 H.E. (JACK) LENTZ For For
4 OUMA SANANIKONE For For
5 WILLIAM H. WEBB For For
2. THE RATIFICATION OF THE SELECTION OF Management For For
KPMG LLP AS OUR INDEPENDENT AUDITOR
FOR THE FISCAL YEAR ENDING DECEMBER
31, 2013.
3. THE APPROVAL, ON AN ADVISORY BASIS, Management Abstain Against
OF EXECUTIVE COMPENSATION.
PLAINS EXPLORATION & PRODUCTION CO.
SECURITY 726505100 MEETING TYPE Special
TICKER SYMBOL PXP MEETING DATE 20-May-2013
ISIN US7265051000 AGENDA 933800977 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. AGREEMENT AND PLAN OF MERGER, BY Management For For
AND AMONG THE COMPANY, FREEPORT-
MCMORAN COPPER & GOLD INC. ("FCX")
AND IMONC LLC, A WHOLLY OWNED
SUBSIDIARY OF FCX, AS SUCH AGREEMENT
MAY BE AMENDED FROM TIME TO TIME,
WHICH PROVIDES FOR, AMONG OTHER
THINGS, THE MERGER OF THE COMPANY
WITH AND INTO IMONC LLC, WITH IMONC
LLC SURVIVING THE MERGER AS A WHOLLY
OWNED SUBSIDIARY OF FCX.
2. APPROVAL, ON AN ADVISORY (NON- Management Abstain Against
BINDING) BASIS, OF THE SPECIFIED
COMPENSATION THAT MAY BE RECEIVED
BY THE COMPANY'S NAMED EXECUTIVE
OFFICERS IN CONNECTION WITH THE
MERGER.
3. APPROVAL OF ANY ADJOURNMENT OF THE Management For For
SPECIAL MEETING, IF NECESSARY, TO
SOLICIT ADDITIONAL PROXIES IN FAVOR OF
THE PROPOSAL TO ADOPT THE MERGER
AGREEMENT.
FIRSTENERGY CORP.
SECURITY 337932107 MEETING TYPE Annual
TICKER SYMBOL FE MEETING DATE 21-May-2013
ISIN US3379321074 AGENDA 933763357 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 PAUL T. ADDISON For For
2 ANTHONY J. ALEXANDER For For
3 MICHAEL J. ANDERSON For For
4 DR. CAROL A. CARTWRIGHT For For
5 WILLIAM T. COTTLE For For
6 ROBERT B. HEISLER, JR. For For
7 JULIA L. JOHNSON For For
8 TED J. KLEISNER For For
9 DONALD T. MISHEFF For For
10 ERNEST J. NOVAK, JR. For For
11 CHRISTOPHER D. PAPPAS For For
12 CATHERINE A. REIN For For
13 GEORGE M. SMART For For
14 WES M. TAYLOR For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
4. AN AMENDMENT TO THE COMPANY'S Management For For
AMENDED ARTICLES OF INCORPORATION
AND AMENDED CODE OF REGULATIONS TO
ALLOW FOR A MAJORITY VOTING POWER
THRESHOLD
5. SHAREHOLDER PROPOSAL: CEO Shareholder Against For
COMPENSATION BENCHMARKING
6. SHAREHOLDER PROPOSAL: RETIREMENT Shareholder Against For
BENEFITS
7. SHAREHOLDER PROPOSAL: EQUITY Shareholder Against For
RETENTION
8. SHAREHOLDER PROPOSAL: DIRECTOR Shareholder Against For
ELECTION MAJORITY VOTE STANDARD
9. SHAREHOLDER PROPOSAL: ACT BY Shareholder Against For
WRITTEN CONSENT
MGE ENERGY, INC.
SECURITY 55277P104 MEETING TYPE Annual
TICKER SYMBOL MGEE MEETING DATE 21-May-2013
ISIN US55277P1049 AGENDA 933764931 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 F. CURTIS HASTINGS For For
2 JAMES L. POSSIN For For
3 MARK D. BUGHER For For
2. RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP FOR
FISCAL YEAR 2013.
MIDDLESEX WATER COMPANY
SECURITY 596680108 MEETING TYPE Annual
TICKER SYMBOL MSEX MEETING DATE 21-May-2013
ISIN US5966801087 AGENDA 933768232 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 STEVEN M. KLEIN For For
2 AMY B. MANSUE For For
3 WALTER G. REINHARD, ESQ For For
2. TO RATIFY THE APPOINTMENT OF Management For For
PARENTEBEARD LLC AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. TO PROVIDE AN ADVISORY VOTE TO Management Abstain Against
APPROVE NAMED EXECUTIVE OFFICER
COMPENSATION.
W. R. BERKLEY CORPORATION
SECURITY 084423102 MEETING TYPE Annual
TICKER SYMBOL WRB MEETING DATE 21-May-2013
ISIN US0844231029 AGENDA 933777041 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: W. ROBERT Management For For
BERKLEY, JR.
1.2 ELECTION OF DIRECTOR: RONALD E. Management For For
BLAYLOCK
1.3 ELECTION OF DIRECTOR: MARK E. Management For For
BROCKBANK
1.4 ELECTION OF DIRECTOR: GEORGE G. DALY Management For For
1.5 ELECTION OF DIRECTOR: MARY C. FARRELL Management For For
2. TO CONSIDER AND CAST A NON-BINDING Management For For
ADVISORY VOTE ON A RESOLUTION
APPROVING THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS
PURSUANT TO THE COMPENSATION
DISCLOSURE RULES OF THE SECURITIES
AND EXCHANGE COMMISSION, OR "SAY-ON-
PAY" VOTE.
3. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31,
2013.
AMERICAN STATES WATER COMPANY
SECURITY 029899101 MEETING TYPE Annual
TICKER SYMBOL AWR MEETING DATE 21-May-2013
ISIN US0298991011 AGENDA 933777445 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 DR. DIANA M. BONTA For For
2 MR. ROBERT J. SPROWLS For For
3 MR. LLOYD E. ROSS For For
2. TO APPROVE THE 2013 NON-EMPLOYEE Management For For
DIRECTORS STOCK PLAN.
3. ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
4. TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
CALIFORNIA WATER SERVICE GROUP
SECURITY 130788102 MEETING TYPE Annual
TICKER SYMBOL CWT MEETING DATE 21-May-2013
ISIN US1307881029 AGENDA 933793223 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: EDWIN A. GUILES Management For For
1.2 ELECTION OF DIRECTOR: BONNIE G. HILL Management For For
1.3 ELECTION OF DIRECTOR: THOMAS M. Management For For
KRUMMEL, M.D.
1.4 ELECTION OF DIRECTOR: RICHARD P. Management For For
MAGNUSON
1.5 ELECTION OF DIRECTOR: LINDA R. MEIER Management For For
1.6 ELECTION OF DIRECTOR: PETER C. NELSON Management For For
1.7 ELECTION OF DIRECTOR: LESTER A. SNOW Management For For
1.8 ELECTION OF DIRECTOR: GEORGE A. VERA Management For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION
3. RATIFICATION OF SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2013
CHINA UNICOM LIMITED
SECURITY 16945R104 MEETING TYPE Annual
TICKER SYMBOL CHU MEETING DATE 21-May-2013
ISIN US16945R1041 AGENDA 933800446 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 TO RECEIVE AND CONSIDER THE FINANCIAL Management For For
STATEMENTS AND THE REPORTS OF THE
DIRECTORS AND OF THE INDEPENDENT
AUDITOR.
2 TO DECLARE A FINAL DIVIDEND FOR THE Management For For
YEAR ENDED 31 DECEMBER 2012.
3A1 RE-ELECTION OF DIRECTOR: MR. TONG JILU Management For For
3A2 RE-ELECTION OF DIRECTOR: MR. LI FUSHEN Management For For
3A3 RE-ELECTION OF DIRECTOR: MR. CESAREO Management For For
ALIERTA IZUEL
3A4 RE-ELECTION OF DIRECTOR: MR. CAI Management For For
HONGBIN
3A5 RE-ELECTION OF DIRECTOR: MRS. LAW FAN Management For For
CHIU FUN FANNY
3B TO AUTHORIZE THE BOARD OF DIRECTORS Management For For
TO FIX THE REMUNERATION OF THE
DIRECTORS FOR THE YEAR ENDING 31
DECEMBER 2013.
4 TO APPOINT KPMG AS AUDITOR, AND TO Management For For
AUTHORISE THE BOARD OF DIRECTORS TO
FIX THEIR REMUNERATION.
5 TO GRANT A GENERAL MANDATE TO THE Management For For
DIRECTORS TO REPURCHASE SHARES IN
COMPANY, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
6 TO GRANT A GENERAL MANDATE TO THE Management For For
DIRECTORS TO ISSUE, ALLOT AND DEAL
WITH ADDITIONAL SHARES IN THE
COMPANY NOT EXCEEDING 20% OF THE
AGGREGATE NOMINAL AMOUNT OF
EXISTING ISSUED SHARE CAPITAL.
7 TO EXTEND THE GENERAL MANDATE Management For For
GRANTED TO THE DIRECTORS TO ISSUE,
ALLOT AND DEAL WITH SHARES BY THE
NUMBER OF SHARES REPURCHASED.
XCEL ENERGY INC.
SECURITY 98389B100 MEETING TYPE Annual
TICKER SYMBOL XEL MEETING DATE 22-May-2013
ISIN US98389B1008 AGENDA 933774970 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: GAIL KOZIARA Management For For
BOUDREAUX
1B. ELECTION OF DIRECTOR: FREDRIC W. Management For For
CORRIGAN
1C. ELECTION OF DIRECTOR: RICHARD K. DAVIS Management For For
1D. ELECTION OF DIRECTOR: BENJAMIN G.S. Management For For
FOWKE III
1E. ELECTION OF DIRECTOR: ALBERT F. Management For For
MORENO
1F. ELECTION OF DIRECTOR: RICHARD T. Management For For
O'BRIEN
1G. ELECTION OF DIRECTOR: CHRISTOPHER J. Management For For
POLICINSKI
1H. ELECTION OF DIRECTOR: A. PATRICIA Management For For
SAMPSON
1I. ELECTION OF DIRECTOR: JAMES J. Management For For
SHEPPARD
1J. ELECTION OF DIRECTOR: DAVID A. Management For For
WESTERLUND
1K. ELECTION OF DIRECTOR: KIM WILLIAMS Management For For
1L. ELECTION OF DIRECTOR: TIMOTHY V. WOLF Management For For
2. COMPANY PROPOSAL TO RATIFY THE Management For For
APPOINTMENT OF DELOITTE & TOUCHE LLP
AS XCEL ENERGY INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2013
3. COMPANY PROPOSAL TO APPROVE, ON AN Management Abstain Against
ADVISORY BASIS, OUR EXECUTIVE
COMPENSATION
4. SHAREHOLDER PROPOSAL ON THE Shareholder Against For
SEPARATION OF THE ROLE OF THE
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
ONEOK, INC.
SECURITY 682680103 MEETING TYPE Annual
TICKER SYMBOL OKE MEETING DATE 22-May-2013
ISIN US6826801036 AGENDA 933777902 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JAMES C. DAY Management For For
1B. ELECTION OF DIRECTOR: JULIE H. Management For For
EDWARDS
1C. ELECTION OF DIRECTOR: WILLIAM L. FORD Management For For
1D. ELECTION OF DIRECTOR: JOHN W. GIBSON Management For For
1E. ELECTION OF DIRECTOR: BERT H. MACKIE Management For For
1F. ELECTION OF DIRECTOR: STEVEN J. Management For For
MALCOLM
1G. ELECTION OF DIRECTOR: JIM W. MOGG Management For For
1H. ELECTION OF DIRECTOR: PATTYE L. MOORE Management For For
1I. ELECTION OF DIRECTOR: GARY D. PARKER Management For For
1J. ELECTION OF DIRECTOR: EDUARDO A. Management For For
RODRIGUEZ
2. RATIFICATION OF THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF ONEOK, INC.
3. A PROPOSAL TO APPROVE THE MATERIAL Management For For
TERMS OF THE PERFORMANCE GOALS FOR
OUR EQUITY COMPENSATION PLAN.
4. AN ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPANY'S EXECUTIVE COMPENSATION.
5. A SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
PUBLICATION OF A REPORT ON METHANE
EMISSIONS.
NII HOLDINGS, INC.
SECURITY 62913F201 MEETING TYPE Annual
TICKER SYMBOL NIHD MEETING DATE 22-May-2013
ISIN US62913F2011 AGENDA 933788272 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: DONALD GUTHRIE Management For For
1.2 ELECTION OF DIRECTOR: STEVEN M. Management For For
SHINDLER
2. ADVISORY VOTE ON THE COMPENSATION Management Abstain Against
OF THE COMPANY'S NAMED EXECUTIVE
OFFICERS.
3. AMENDMENT OF THE COMPANY'S 2012 Management Against Against
INCENTIVE COMPENSATION PLAN TO
INCREASE THE AUTHORIZED SHARES
AVAILABLE FOR ISSUANCE.
4. AMENDMENT OF THE COMPANY'S Management For For
RESTATED CERTIFICATE OF
INCORPORATION TO DECLASSIFY THE
BOARD OF DIRECTORS AND ELIMINATE
OBSOLETE PROVISIONS.
5. RATIFICATION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL
YEAR 2013.
THE SOUTHERN COMPANY
SECURITY 842587107 MEETING TYPE Annual
TICKER SYMBOL SO MEETING DATE 22-May-2013
ISIN US8425871071 AGENDA 933789490 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: J.P. BARANCO Management For For
1B. ELECTION OF DIRECTOR: J.A. BOSCIA Management For For
1C. ELECTION OF DIRECTOR: H.A. CLARK III Management For For
1D. ELECTION OF DIRECTOR: T.A. FANNING Management For For
1E. ELECTION OF DIRECTOR: D.J. GRAIN Management For For
1F. ELECTION OF DIRECTOR: H.W. Management For For
HABERMEYER, JR.
1G. ELECTION OF DIRECTOR: V.M. HAGEN Management For For
1H. ELECTION OF DIRECTOR: W.A. HOOD, JR. Management For For
1I. ELECTION OF DIRECTOR: D.M. JAMES Management For For
1J. ELECTION OF DIRECTOR: D.E. KLEIN Management For For
1K. ELECTION OF DIRECTOR: W.G. SMITH, JR. Management For For
1L. ELECTION OF DIRECTOR: S.R. SPECKER Management For For
1M. ELECTION OF DIRECTOR: E.J. WOOD III Management For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICERS' COMPENSATION
4. RATIFICATION OF BY-LAW AMENDMENT Management For For
5. AMENDMENT TO COMPANY'S CERTIFICATE Management For For
OF INCORPORATION TO REDUCE TWO-
THIRDS SUPERMAJORITY REQUIREMENTS
IN ARTICLE ELEVENTH TO A MAJORITY
VOTE
6. AMENDMENT TO COMPANY'S CERTIFICATE Management For For
OF INCORPORATION TO REDUCE 75%
SUPERMAJORITY REQUIREMENTS IN
ARTICLE THIRTEENTH TO A TWO-THIRDS
VOTE
TURKCELL ILETISIM HIZMETLERI A.S.
SECURITY 900111204 MEETING TYPE Annual
TICKER SYMBOL TKC MEETING DATE 22-May-2013
ISIN US9001112047 AGENDA 933822808 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 OPENING AND ELECTION OF THE Management For For
PRESIDENCY BOARD.
2 AUTHORIZING THE PRESIDENCY BOARD TO Management For For
SIGN THE MINUTES OF THE MEETING.
6 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2010.
7 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2010 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE.
8 RELEASE OF THE BOARD MEMBER, COLIN J. Management For For
WILLIAMS, FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY IN THE
YEAR 2010.
9 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2010.
13 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2011.
14 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2011 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE.
15 RELEASE OF THE BOARD MEMBERS Management For For
INDIVIDUALLY FROM THE ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2011.
16 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2011.
19 DISCUSSION OF AND APPROVAL OF THE Management For For
ELECTION OF THE INDEPENDENT AUDIT
FIRM APPOINTED BY THE BOARD OF
DIRECTORS PURSUANT TO THE CAPITAL
MARKETS LEGISLATION FOR AUDITING OF
THE ACCOUNTS AND FINANCIALS OF THE
YEAR 2012.
21 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2012.
22 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2012 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE.
23 RELEASE OF THE BOARD MEMBERS Management For For
INDIVIDUALLY FROM THE ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2012.
24 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2012.
25 SUBJECT TO THE APPROVAL OF THE Management For For
MINISTRY OF CUSTOMS AND TRADE AND
CAPITAL MARKETS BOARD; DISCUSSION OF
AND VOTING ON THE AMENDMENT OF
ARTICLES 3, 4, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15,
16, 17, 18, 19, 21, 24, 25 AND 26 TO THE
ARTICLES OF ASSOCIATION OF THE
COMPANY.
26 IN ACCORDANCE WITH ARTICLE 363 OF TCC, Management For For
SUBMITTAL AND APPROVAL OF THE BOARD
MEMBERS ELECTED BY THE BOARD OF
DIRECTORS DUE TO VACANCIES IN THE
BOARD OCCURRED IN THE YEAR 2012.
27 ELECTION OF NEW BOARD MEMBERS IN Management For For
ACCORDANCE WITH RELATED LEGISLATION
AND DETERMINATION OF THE NEWLY
ELECTED BOARD MEMBERS' TERM OF
OFFICE.
28 DETERMINATION OF THE GROSS MONTHLY Management For For
FEES OF THE MEMBERS OF THE BOARD OF
DIRECTORS.
29 DISCUSSION OF AND APPROVAL OF THE Management For For
ELECTION OF THE INDEPENDENT AUDIT
FIRM APPOINTED BY THE BOARD OF
DIRECTORS PURSUANT TO TCC AND THE
CAPITAL MARKETS LEGISLATION FOR
AUDITING OF THE ACCOUNTS AND
FINANCIALS OF THE YEAR 2013.
30 DISCUSSION OF AND APPROVAL OF Management For For
INTERNAL GUIDE ON GENERAL ASSEMBLY
RULES OF PROCEDURES PREPARED BY
THE BOARD OF DIRECTORS.
31 DECISION PERMITTING THE BOARD Management For For
MEMBERS TO, DIRECTLY OR ON BEHALF OF
OTHERS, BE ACTIVE IN AREAS FALLING
WITHIN OR OUTSIDE THE SCOPE OF THE
COMPANY'S OPERATIONS AND TO
PARTICIPATE IN COMPANIES OPERATING IN
THE SAME BUSINESS AND TO PERFORM
OTHER ACTS IN COMPLIANCE WITH
ARTICLES 395 AND 396 OF THE TURKISH
COMMERCIAL CODE.
32 DISCUSSION OF AND APPROVAL OF Management For For
"DIVIDEND POLICY" OF COMPANY
PURSUANT TO THE CORPORATE
GOVERNANCE PRINCIPLES.
34 INFORMING THE GENERAL ASSEMBLY ON Management For For
THE DONATION AND CONTRIBUTION MADE
IN THE YEARS 2011 AND 2012; DISCUSSION
OF AND DECISION ON THE LIMIT OF THE
DONATIONS TO BE MADE IN THE YEAR 2013;
AND DISCUSSION AND APPROVAL OF
DONATION AMOUNT WHICH HAS BEEN
REALIZED FROM THE BEGINNING OF THE
YEAR 2013 TO DATE OF GENERAL
ASSEMBLY.
VECTREN CORPORATION
SECURITY 92240G101 MEETING TYPE Annual
TICKER SYMBOL VVC MEETING DATE 23-May-2013
ISIN US92240G1013 AGENDA 933753875 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 CARL L. CHAPMAN For For
2 J.H. DEGRAFFENREIDT, JR For For
3 NIEL C. ELLERBROOK For For
4 JOHN D. ENGELBRECHT For For
5 ANTON H. GEORGE For For
6 MARTIN C. JISCHKE For For
7 ROBERT G. JONES For For
8 J. TIMOTHY MCGINLEY For For
9 R. DANIEL SADLIER For For
10 MICHAEL L. SMITH For For
11 JEAN L. WOJTOWICZ For For
2. APPROVE A NON-BINDING ADVISORY Management For For
RESOLUTION APPROVING THE
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS.
3. RATIFY THE REAPPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR VECTREN FOR 2013.
4. IF PRESENTED AT THE MEETING, A Shareholder Against For
SHAREHOLDER PROPOSAL BY THE UTILITY
WORKERS UNION OF AMERICA REGARDING
THE SEPARATION OF THE ROLES OF CHAIR
OF THE BOARD OF DIRECTORS AND CHIEF
EXECUTIVE OFFICER, WHICH THE BOARD
OF DIRECTORS OPPOSES.
NEXTERA ENERGY, INC.
SECURITY 65339F101 MEETING TYPE Annual
TICKER SYMBOL NEE MEETING DATE 23-May-2013
ISIN US65339F1012 AGENDA 933777205 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1A. ELECTION OF DIRECTOR: SHERRY S. Management For For
BARRAT
1B. ELECTION OF DIRECTOR: ROBERT M. BEALL, II Management For For
1C. ELECTION OF DIRECTOR: JAMES L. Management For For
CAMAREN
1D. ELECTION OF DIRECTOR: KENNETH B. DUNN Management For For
1E. ELECTION OF DIRECTOR: LEWIS HAY, III Management For For
1F. ELECTION OF DIRECTOR: TONI JENNINGS Management For For
1G. ELECTION OF DIRECTOR: JAMES L. ROBO Management For For
1H. ELECTION OF DIRECTOR: RUDY E. SCHUPP Management For For
1I. ELECTION OF DIRECTOR: JOHN L. SKOLDS Management For For
1J. ELECTION OF DIRECTOR: WILLIAM H. Management For For
SWANSON
1K. ELECTION OF DIRECTOR: MICHAEL H. Management For For
THAMAN
1L. ELECTION OF DIRECTOR: HANSEL E. Management For For
TOOKES, II
2. RATIFICATION OF APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS NEXTERA
ENERGY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. APPROVAL, AS REQUIRED BY INTERNAL Management For For
REVENUE CODE SECTION 162(M), OF THE
MATERIAL TERMS FOR PAYMENT OF
PERFORMANCE-BASED ANNUAL INCENTIVE
COMPENSATION UNDER THE NEXTERA
ENERGY, INC. 2013 EXECUTIVE ANNUAL INCENTIVE PLAN.
4. APPROVAL, BY NON-BINDING ADVISORY Management Abstain Against
VOTE, OF NEXTERA ENERGY'S
COMPENSATION OF ITS NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN THE PROXY STATEMENT.
5. SHAREHOLDER PROPOSAL-POLICY Shareholder Against For
REGARDING STORAGE OF NUCLEAR WASTE.
FLOWSERVE CORPORATION
SECURITY 34354P105 MEETING TYPE Annual
TICKER SYMBOL FLS MEETING DATE 23-May-2013
ISIN US34354P1057 AGENDA 933779831 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 GAYLA J. DELLY For For
2 RICK J. MILLS For For
3 CHARLES M. RAMPACEK For For
4 WILLIAM C. RUSNACK For For
2. ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION.
3. APPROVE AN AMENDMENT TO THE Management For For
RESTATED CERTIFICATE OF
INCORPORATION OF FLOWSERVE
CORPORATION TO INCREASE THE NUMBER
OF AUTHORIZED SHARES OF COMMON
STOCK.
4. RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP TO
SERVE AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2013.
5. A SHAREHOLDER PROPOSAL REQUESTING Shareholder Against For
THE BOARD OF DIRECTORS TAKE ACTION
TO PERMIT SHAREHOLDER ACTION BY
WRITTEN CONSENT.
CABLEVISION SYSTEMS CORPORATION
SECURITY 12686C109 MEETING TYPE Annual
TICKER SYMBOL CVC MEETING DATE 23-May-2013
ISIN US12686C1099 AGENDA 933783400 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 ZACHARY W. CARTER For For
2 THOMAS V. REIFENHEISER For For
3 JOHN R. RYAN For For
4 VINCENT TESE For For
5 LEONARD TOW For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR
FISCAL YEAR 2013.
LEVEL 3 COMMUNICATIONS, INC.
SECURITY 52729N308 MEETING TYPE Annual
TICKER SYMBOL LVLT MEETING DATE 23-May-2013
ISIN US52729N3089 AGENDA 933784616 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 WALTER SCOTT, JR. For For
2 JEFF K. STOREY For For
3 GENERAL K.P. CHILTON For For
4 ADMIRAL A.R. CLEMINS For For
5 STEVEN T. CLONTZ For For
6 ADMIRAL J.O. ELLIS, JR. For For
7 T. MICHAEL GLENN For For
8 RICHARD R. JAROS For For
9 MICHAEL J. MAHONEY For For
10 CHARLES C. MILLER, III For For
11 JOHN T. REED For For
12 PETER SEAH LIM HUAT For For
13 PETER VAN OPPEN For For
14 DR. ALBERT C. YATES For For
2. TO APPROVE THE NAMED EXECUTIVE Management Abstain Against
OFFICER COMPENSATION, WHICH VOTE IS
ON AN ADVISORY BASIS.
RAVEN INDUSTRIES, INC.
SECURITY 754212108 MEETING TYPE Annual
TICKER SYMBOL RAVN MEETING DATE 23-May-2013
ISIN US7542121089 AGENDA 933789705 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 JASON M. ANDRINGA For For
2 THOMAS S. EVERIST For For
3 MARK E. GRIFFIN For For
4 KEVIN T. KIRBY For For
5 MARC E. LEBARON For For
6 CYNTHIA H. MILLIGAN For For
7 DANIEL A. RYKHUS For For
2. TO APPROVE IN A NON-BINDING ADVISORY Management Abstain Against
VOTE THE COMPENSATION OF OUR
EXECUTIVE OFFICERS DISCLOSED IN THE
PROXY STATEMENT.
3. PROPOSAL TO RATIFY THE APPOINTMENT Management For For
OF PRICEWATERHOUSECOOPERS LLP AS
THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE COMPANY'S CURRENT FISCAL
YEAR.
PARK-OHIO HOLDINGS CORP.
SECURITY 700666100 MEETING TYPE Annual
TICKER SYMBOL PKOH MEETING DATE 23-May-2013
ISIN US7006661000 AGENDA 933793716 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 MATTHEW V. CRAWFORD For For
2 RONNA ROMNEY For For
3 STEVEN H. ROSEN For For
2. RATIFICATION OF APPOINTMENT OF ERNST Management For For
& YOUNG LLP AS INDEPENDENT AUDITORS
FOR THE YEAR ENDING DECEMBER 31, 2013.
NORTHWEST NATURAL GAS COMPANY
SECURITY 667655104 MEETING TYPE Annual
TICKER SYMBOL NWN MEETING DATE 23-May-2013
ISIN US6676551046 AGENDA 933794097 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 TOD R. HAMACHEK For For
2 JANE L. PEVERETT For For
3 KENNETH THRASHER For For
2. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
3. THE RATIFICATION OF THE APPOINTMENT Management For For
OF PRICEWATERHOUSECOOPERS LLP AS
NW NATURAL'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR THE FISCAL
YEAR 2013.
TELEPHONE AND DATA SYSTEMS, INC.
SECURITY 879433829 MEETING TYPE Contested-Annual
TICKER SYMBOL TDS MEETING DATE 24-May-2013
ISIN US8794338298 AGENDA 933818051 - Opposition
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 RYAN J. MORRIS For For
2. COMPANY'S PROPOSAL TO RATIFY THE Management For For
SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2013.
3. COMPANY'S PROPOSAL TO APPROVE AN Management Against For
AMENDMENT AND RESTATEMENT OF THE
COMPANY'S RESTATED COMPENSATION
PLAN FOR NON-EMPLOYEE DIRECTORS.
4. COMPANY'S PROPOSAL TO APPROVE Management Against For
EXECUTIVE COMPENSATION ON AN ADVISORY BASIS.
5. SHAREHOLDER'S PROPOSAL TO Management For For
RECAPITALIZE THE COMPANY'S OUTSTANDING STOCK.
MILLICOM INTERNATIONAL CELLULAR SA, LUXEMBOURG
SECURITY L6388F128 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 28-May-2013
ISIN SE0001174970 AGENDA 704476919 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
1 To elect the Chairman of the AGM and to Management No Action
empower the Chairman to appoint the other
members of the Bureau: proposes Ms. Caroline
Notte, attorney at law (avocat a la Cour), with
professional address in Luxembourg, the duty to
preside over the AGM
2 To receive the Board of Directors' Reports Non-Voting
(Rapport de Gestion) and the-Reports of the
external auditor on (i) the annual accounts of
Millicom for-the financial year ended December
31, 2012 and (ii) the consolidated accounts-for
the financial year ended December 31, 2012
3 Approval of the consolidated accounts and the Management No Action
annual accounts for the year ended December
31, 2012
4 Allocation of the results of the year ended Management No Action
December 31, 2012. On a parent company basis,
Millicom generated a profit of USD 784,323,493.
Of this amount, an aggregate amount of
approximately USD 264 million corresponding to
a gross dividend amount of USD 2.64 per share
is proposed to be distributed as a dividend and
the balance is proposed to be carried forward as
retained earnings
5 Discharge of all the current Directors of Millicom Management No Action
for the performance of their mandate during the
financial year ended December 31, 2012
6 Setting the number of Directors at eight with no Management No Action
Deputy Directors
7 Re-election of Ms. Mia Brunell Livfors as a Management No Action
Director for a term ending on the day of the next
AGM to take place in2014 (the "2014 AGM")
8 Re-election of Mr. Allen Sangines-Krause as a Management No Action
Director for a term ending on the day of the 2014
AGM
9 Re-election of Mr. Paul Donovan as a Director for Management No Action
a term ending on the day of the 2014 AGM
10 Re-election of Mr. Omari Issa as a Director for a Management No Action
term ending on the day of the 2014 AGM
11 Re-election of Mr. Kim Ignatius as a Director for a Management No Action
term ending on the day of the 2014 AGM
12 Election of Mr. Alejandro Santo Domingo as a Management No Action
new Director for a term ending on the day of the
2014 AGM
13 Election of Mr. Lorenzo Grabau as a new Director Management No Action
for a term ending on the day of the 2014 AGM
14 Election of Mr. Ariel Eckstein as a new Director Management No Action
for a term ending on the day of the 2014 AGM
15 Re-election Mr. Allen Sangines-Krause as Management No Action
Chairman of the Board of Directors for a term
ending on the day of the 2014 AGM
16 Approval of the Directors' compensation, Management No Action
amounting to SEK 7,726,000 for the period from
the AGM to the 2014 AGM
17 Re-election of Ernst & Young S.a r.L, Management No Action
Luxembourg as the external auditor of Millicom
for a term ending on the day of the 2014 AGM
18 Approval of the external auditor's compensation Management No Action
19 Approval of a procedure on the appointment of Management No Action
the Nomination Committee and determination of
the assignment of the Nomination Committee
20 Approval of the proposal to set up a Charity Trust Management No Action
21 Share Repurchase Plan: a) Authorisation of the Management No Action
Board of Directors, at any time between May 28,
2013 and the day of the 2014 AGM, provided the
required levels of distributable reserves are met
by Millicom at that time, either directly or through
a subsidiary or a third party, to engage in a share
repurchase plan of Millicom shares to be carried
out for all purposes allowed or which would
become authorized by the laws and regulations in
force, and in particular the 1915 Law and in
accordance with the objectives, conditions, and
restrictions as provided by the European
Commission Regulation No. 2273/2003 of 22
December 2003 (the "Share Repurchase Plan")
by using its available cash reserves in an amount
not exceeding the lower of (i) ten percent (10%)
of Millicom's outstanding share capital as of the
date of the AGM (i.e., CONTD
CONT CONTD approximating a maximum of 9,969,158 Non-Voting
shares corresponding to USD 14,953,-737 in
nominal value) or (ii) the then available amount of
Millicom's distributable reserves on a parent
company basis, in the open market on OTC US,
NASDAQ-OMX Stockholm or any other
recognised alternative trading platform, at an
acquisition price which may not be less than
SEK 50 per share nor exceed the higher of (x)
the published bid that is the highest current
independent published bid on a given date or (y)
the last independent transaction price quoted or
reported in the consolidated system on the same
date, regardless of the market or exchange
involved, provided, however, that when shares
are repurchased on the NASDAQ OMX
Stockholm the price shall be within the registered
interval for the share price prevailing at any time
(the so CONTD
CONT CONTD called spread), that is, the interval Non-Voting
between the highest buying rate an-d the lowest
selling rate. b) To approve the Board of Directors'
proposal to g-ive joint authority to Millicom's Chief
Executive Officer and the Chairman of-the Board
of Directors to (i) decide, within the limits of the
authorization s-et out in (a) above, the timing and
conditions of any Millicom Share Repurchas-e
Plan according to market conditions and (ii) give
mandate on behalf of Milli-com to one or more
designated broker-dealers to implement a Share
Repurchase P-lan. c) To authorize Millicom, at
the discretion of the Board of Directors, in-the
event the Share Repurchase Plan is done
through a subsidiary or a third p-arty, to purchase
the bought back Millicom shares from such
subsidiary or thir-d party. d) To authorize
Millicom, at the discretion CONTD
CONT CONTD of the Board of Directors, to pay for the Non-Voting
bought back Millicom shares us-ing either
distributable reserves or funds from its share
premium account. e)-To authorize Millicom, at the
discretion of the Board of Directors, to (i) tra-nsfer
all or part of the purchased Millicom shares to
employees of the Millico-m Group in connection
with any existing or future Millicom long-term
incentive-plan, and/or (ii) use the purchased
shares as consideration for merger and ac-
quisition purposes, including joint ventures and
the buy-out of minority inter-ests in Millicom
subsidiaries, as the case may be, in accordance
with the limi-ts set out in Articles 49-2, 49-3, 49-4,
49-5 and 49-6 of the 1915 Law. f) To-further
grant all powers to the Board of Directors with the
option of sub-dele-gation to implement the above
authorization, conclude CONTD
CONT CONTD all agreements, carry out all formalities Non-Voting
and make all declarations with-regard to all
authorities and, generally, do all that is necessary
for the ex-ecution of any decisions made in
connection with this authorization
22 Approval of the guidelines for remuneration to Management No Action
senior management
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION IN RESOLUTION 21.
IF Y-OU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLES-S YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
TELEKOM AUSTRIA AG, WIEN
SECURITY A8502A102 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 29-May-2013
ISIN AT0000720008 AGENDA 704504302 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 194179 DUE TO
RECEIPT OF S-UPERVISORY NAMES. ALL
VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARD-ED AND YOU
WILL NEED TO REINSTRUCT ON THIS
MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THE MEETING HAS Non-Voting
BEEN SET UP USING THE RECORD DATE 17
MAY 2013-WHICH AT THIS TIME WE ARE
UNABLE TO SYSTEMATICALLY UPDATE. THE
TRUE RECORD DA-TE FOR THIS MEETING IS
19 MAY 2013. THANK YOU
1 Receive financial statements and statutory Non-Voting
reports
2 Approve allocation of income Management For For
3 Approve discharge of management board Management For For
4 Approve discharge of supervisory board Management For For
5 Approve remuneration of supervisory board Management For For
members
6 Ratify auditors Management For For
7.1 Elect Alfred Brogyanyi as supervisory board Management For For
member
7.2 Elect Elisabetta Castiglioni as supervisory board Management For For
member
7.3 Elect Henrietta Egerth-Stadlhuber as supervisory Management For For
board member
7.4 Elect Michael Enzinger as supervisory board Management For For
member
7.5 Elect Oscar Von Hauske Solis as supervisory Management For For
board member
7.6 Elect Rudolf Kemler as supervisory board Management For For
member
7.7 Elect Peter J. Oswald supervisory board member Management For For
7.8 Elect Ronny Pecik as supervisory board member Management For For
7.9 Elect Wolfgang Ruttenstorfer as supervisory Management For For
board member
7.10 Elect Harald Stoeber as supervisory board Management For For
member
8 Receive report on share repurchase program Non-Voting
9 Approve extension of share repurchase program Management For For
and associated share usage authority
10 Amend articles re the company law amendment Management For For
act 2011
CONSOLIDATED WATER COMPANY LIMITED
SECURITY G23773107 MEETING TYPE Annual
TICKER SYMBOL CWCO MEETING DATE 29-May-2013
ISIN KYG237731073 AGENDA 933793172 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. ELECTION OF DIRECTOR: BRIAN E. BUTLER Management For For
2. AN ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION.
3. THE RATIFICATION OF THE SELECTION OF Management For For
MARCUM LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013, AT THE
REMUNERATION TO BE DETERMINED BY
THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS.
AMERICAN DG ENERGY INC.
SECURITY 025398108 MEETING TYPE Annual
TICKER SYMBOL ADGE MEETING DATE 29-May-2013
ISIN US0253981080 AGENDA 933795520 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 CHARLES T. MAXWELL For For
2 JOHN N. HATSOPOULOS For For
3 FRANCIS A. MLYNARCZYK For For
4 DEANNA M. PETERSEN For For
5 CHRISTINE M. KLASKIN For For
2. TO RATIFY THE SELECTION BY THE AUDIT Management For For
COMMITTEE OF OUR BOARD OF DIRECTORS
OF THE FIRM OF MCGLADREY LLP, AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. TO APPROVE THE NON-BINDING ADVISORY Management Abstain Against
PROPOSAL REGARDING EXECUTIVE
COMPENSATION.
4. TO VOTE ON THE NON-BINDING ADVISORY Management Abstain Against
PROPOSAL REGARDING THE FREQUENCY
WITH WHICH STOCKHOLDERS SHOULD
VOTE ON THE COMPANY'S EXECUTIVE
COMPENSATION.
ELECTRICITE DE FRANCE SA, PARIS
SECURITY F2940H113 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 30-May-2013
ISIN FR0010242511 AGENDA 704444998 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 161319 DUE TO
ADDITION OF-RESOLUTION. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND-YOU WILL
NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON- Non-Voting
RESIDENT SHAREOWNERS ONLY: PROXY
CARDS: VOTING IN-STRUCTIONS WILL BE
FORWARDED TO THE GLOBAL CUSTODIANS
ON THE VOTE DEADLINE DAT-E. IN
CAPACITY AS REGISTERED INTERMEDIARY,
THE GLOBAL CUSTODIANS WILL SIGN THE-
PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST
MORE INFO-RMATION, PLEASE CONTACT
YOUR CLIENT REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY CLIC-KING ON THE MATERIAL
URL LINKS: https://balo.journal-
officiel.gouv.fr/pdf/2013/0304/201303041300553.pdf AND
https://balo.journal-officiel.gouv.fr/pdf/2013/0-
419/201304191301421.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO
MODIFICATI-ON IN COMMENT. THANK YOU.
O.1 Approval of the reports and annual corporate Management For For
financial statements for the financial year ended
December 31, 2012
O.2 Approval of the reports and consolidated financial Management For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income for the financial year ended Management For For
December 31, 2012 and setting the dividend
O.4 Option for the payment of a percentage of the Management For For
dividend in shares
O.5 Payment of interim dividends in shares - Management For For
Delegation of powers to the Board of Directors
O.6 Agreements pursuant to Article L.225-38 of the Management For For
Commercial Code
O.7 Authorization granted to the Board of Directors to Management For For
trade in Company's shares
E.8 Updating the bylaws of the Company Management For For
E.9 Amendment to the bylaws - Resolution proposed Management For For
by the Supervisory Board of FCPE Actions EDF,
reviewed and approved by the Board of Directors
of EDF during the meeting held on April 3, 2013
O.E10 Powers to carry out all legal formalities Management For For
CHINA MOBILE (HONG KONG) LIMITED
SECURITY 16941M109 MEETING TYPE Annual
TICKER SYMBOL CHL MEETING DATE 30-May-2013
ISIN US16941M1099 AGENDA 933812720 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO RECEIVE AND CONSIDER THE AUDITED Management For For
FINANCIAL STATEMENTS AND THE
REPORTS OF THE DIRECTORS AND
AUDITORS OF THE COMPANY AND ITS
SUBSIDIARIES FOR THE YEAR ENDED 31
DECEMBER 2012.
2. TO DECLARE A FINAL DIVIDEND FOR THE Management For For
YEAR ENDED 31 DECEMBER 2012.
3A. TO RE-ELECT THE MR. LI YUE AS A Management For For
DIRECTOR OF THE COMPANY.
3B. TO RE-ELECT THE MR. XUE TAOHAI AS A Management For For
DIRECTOR OF THE COMPANY.
3C. TO RE-ELECT THE MADAM HUANG WENLIN Management For For
AS A DIRECTOR OF THE COMPANY
4. APPOINT MESSRS Management For For
PRICEWATERHOUSECOOPERS AND
PRICEWATERHOUSECOOPERS ZHONG TIAN
CPAS LIMITED AS AUDITORS OF COMPANY
AND ITS SUBSIDIARIES FOR HONG KONG
FINANCIAL REPORTING AND U.S. FINANCIAL
REPORTING PURPOSES, RESPECTIVELY,
AND TO AUTHORISE THE DIRECTORS TO FIX
THEIR REMUNERATION.
5. GENERAL MANDATE TO DIRECTORS TO Management For For
REPURCHASE SHARES IN COMPANY NOT
EXCEEDING 10% OF AGGREGATE NOMINAL
AMT. OF ISSUED SHARE CAPITAL.
6. TO GIVE A GENERAL MANDATE TO THE Management For For
DIRECTORS TO ISSUE, ALLOT AND DEAL
WITH ADDITIONAL SHARES IN THE
COMPANY NOT EXCEEDING 20% OF THE
AGGREGATE NOMINAL AMOUNT OF
EXISTING ISSUED SHARE CAPITAL.
7. TO EXTEND THE GENERAL MANDATE Management For For
GRANTED TO THE DIRECTORS TO ISSUE,
ALLOT AND DEAL WITH SHARES BY THE
NUMBER OF SHARES REPURCHASED.
TELEFONICA, S.A.
SECURITY 879382208 MEETING TYPE Annual
TICKER SYMBOL TEF MEETING DATE 30-May-2013
ISIN US8793822086 AGENDA 933827682 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. EXAMINATION AND APPROVAL, IF Management For
APPLICABLE, OF THE INDIVIDUAL ANNUAL
ACCOUNTS, THE CONSOLIDATED FINANCIAL
STATEMENTS (CONSOLIDATED ANNUAL
ACCOUNTS) AND THE MANAGEMENT
REPORT OF TELEFONICA, S.A. AND OF ITS
CONSOLIDATED GROUP OF COMPANIES, AS
WELL AS OF THE PROPOSED ALLOCATION
OF THE PROFITS/LOSSES OF TELEFONICA,
S.A. AND THE MANAGEMENT OF ITS BOARD
OF DIRECTORS, ALL WITH RESPECT TO
FISCAL YEAR 2012.
2A. RE-ELECTION OF MR. JOSE MARIA ABRIL Management For
PEREZ AS DIRECTOR.
2B. RE-ELECTION OF MR. JOSE FERNANDO DE Management For
ALMANSA MORENO-BARREDA AS
DIRECTOR.
2C. RE-ELECTION OF MS. EVA CASTILLO SANZ Management For
AS DIRECTOR.
2D. RE-ELECTION OF MR. LUIZ FERNANDO Management For
FURLAN AS DIRECTOR.
2E. RE-ELECTION OF MR. FRANCISCO JAVIER Management For
DE PAZ MANCHO AS DIRECTOR.
2F. RATIFICATION OF MR. SANTIAGO Management For
FERNANDEZ VALBUENA AS DIRECTOR.
3. RE-ELECTION OF THE AUDITOR FOR FISCAL Management For
YEAR 2013.
4A. AMENDMENT OF ARTICLES 17 (IN Management For
CONNECTION WITH A PART OF ITS
CONTENT WHICH WILL BECOME A NEW
ARTICLE 20), AND 20 BIS OF THE BY-LAWS
(WHICH BECOMES THE NEW ARTICLE 25),
AND ADDITION OF TWO NEW ARTICLES,
NUMBERED 32 AND 40, TO IMPROVE THE
REGULATIONS OF THE GOVERNING BODIES
OF TELEFONICA, S.A.
4B. AMENDMENT OF ARTICLES 16, 18, 18 BIS Management For
AND 21 OF THE BY-LAWS (WHICH BECOME
ARTICLES 17, 22, 4 AND 26, RESPECTIVELY)
AND ADDITION OF TWO NEW ARTICLES,
NUMBERED 43 AND 44, WITH A VIEW TO
BRINGING THE PROVISIONS OF THE BY-
LAWS INTO LINE WITH THE LATEST
LEGISLATIVE CHANGES.
4C. APPROVAL OF A CONSOLIDATED TEXT OF Management For
THE BY-LAWS WITH A VIEW TO
SYSTEMATIZING AND STANDARDIZING ITS
CONTENT, INCORPORATING THE
AMENDMENTS APPROVED, AND
RENUMBERING SEQUENTIALLY THE TITLES,
SECTIONS, AND ARTICLES INTO WHICH IT IS
DIVIDED.
5. AMENDMENT AND APPROVAL OF THE Management For
CONSOLIDATED REGULATIONS FOR THE
GENERAL SHAREHOLDERS' MEETING.
6. SHAREHOLDER COMPENSATION. Management For
DISTRIBUTION OF DIVIDENDS WITH A
CHARGE TO UNRESTRICTED RESERVES.
7. DELEGATION TO THE BOARD OF Management Against
DIRECTORS OF THE POWER TO ISSUE
DEBENTURES, BONDS, NOTES AND OTHER
FIXED-INCOME SECURITIES, BE THEY
SIMPLE, EXCHANGEABLE AND/OR
CONVERTIBLE, GRANTING THE BOARD, IN
THE LAST CASE, THE POWER TO EXCLUDE
THE PRE-EMPTIVE RIGHTS OF
SHAREHOLDERS, AS WELL AS THE POWER
TO ISSUE PREFERRED SHARES AND THE
POWER TO GUARANTEE ISSUANCES BY
COMPANIES OF THE GROUP.
8. DELEGATION OF POWERS TO FORMALIZE, Management For
INTERPRET, CORRECT AND IMPLEMENT THE
RESOLUTIONS ADOPTED BY THE
SHAREHOLDERS AT THE GENERAL
SHAREHOLDERS' MEETING.
9. CONSULTATIVE VOTE ON THE REPORT ON Management For
DIRECTOR COMPENSATION POLICY OF
TELEFONICA, S.A.
MCMORAN EXPLORATION CO.
SECURITY 582411104 MEETING TYPE Special
TICKER SYMBOL MMR MEETING DATE 03-Jun-2013
ISIN US5824111042 AGENDA 933820070 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 TO APPROVE THE PROPOSED AMENDMENT Management For For
TO ARTICLE X SECTION (K) OF THE
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION OF MCMORAN
EXPLORATION CO. TO EXCLUDE FREEPORT-
MCMORAN COPPER & GOLD INC. FROM THE
DEFINITION OF "INTERESTED
STOCKHOLDER" SOLELY FOR THE
PURPOSES OF THE TRANSACTIONS
CONTEMPLATED BY THE MERGER
AGREEMENT (AS DEFINED IN ITEM 2
BELOW).
2 TO APPROVE THE ADOPTION OF THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED
AS OF DECEMBER 5, 2012, BY AND AMONG
MCMORAN EXPLORATION CO., FREEPORT-
MCMORAN COPPER & GOLD INC., AND
INAVN CORP., ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
3 TO APPROVE THE ADJOURNMENT OF THE Management For For
MCMORAN EXPLORATION CO. SPECIAL
MEETING, IF NECESSARY OR APPROPRIATE,
IN THE VIEW OF THE MCMORAN
EXPLORATION CO. BOARD OF DIRECTORS,
TO SOLICIT ADDITIONAL PROXIES IN FAVOR
OF THE CHARTER AMENDMENT PROPOSAL
OR THE MERGER PROPOSAL IF THERE ARE
NOT SUFFICIENT VOTES AT THE TIME OF
SUCH ADJOURNMENT TO APPROVE EITHER
PROPOSAL.
LIBERTY GLOBAL, INC.
SECURITY 530555101 MEETING TYPE Special
TICKER SYMBOL LBTYA MEETING DATE 03-Jun-2013
ISIN US5305551013 AGENDA 933820498 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE THE ISSUANCE OF ORDINARY Management For For
SHARES BY LIBERTY GLOBAL
CORPORATION LIMITED TO LIBERTY
GLOBAL, INC. AND VIRGIN MEDIA INC.
STOCKHOLDERS ON THE TERMS AND
CONDITIONS SET OUT IN THE AGREEMENT
AND PLAN OF MERGER, DATED AS OF
FEBRUARY 5, 2013, AMONG LIBERTY
GLOBAL, INC., CERTAIN OF ITS
SUBSIDIARIES AND VIRGIN MEDIA INC., AS IT
MAY BE AMENDED FROM TIME TO TIME.
2. TO ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF FEBRUARY 5, 2013,
AMONG LIBERTY GLOBAL, INC., CERTAIN OF
ITS SUBSIDIARIES AND VIRGIN MEDIA INC.,
AS IT MAY BE AMENDED FROM TIME TO
TIME.
3. TO APPROVE ANY ADJOURNMENT OF THE Management For For
SPECIAL MEETING IF NECESSARY OR
APPROPRIATE TO PERMIT FURTHER
SOLICITATION OF PROXIES IF THERE ARE
NOT SUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO EITHER
APPROVE THE ISSUANCE OF ORDINARY
SHARES IN PROPOSAL 1 OR THE ADOPTION
OF THE AGREEMENT AND PLAN OF MERGER
IN PROPOSAL 2.
ACCIONA SA, MADRID
SECURITY E0008Z109 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 05-Jun-2013
ISIN ES0125220311 AGENDA 704466300 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE EVENT THE MEETING Non-Voting
DOES NOT REACH QUORUM, THERE WILL
BE A-SECOND CALL ON 06 JUN 2013.
CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL-REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
1 Review and approval of the annual financial Management For For
statements of the company and its consolidated
group
2 Review and approval of the management report Management For For
3 Income allocation Management For For
4 Re-election of auditors: Acciona, SA and his Management For For
group
5.1 Amendment art 31 Management For For
5.2 Approval of the board remuneration Management For For
6.1 Re-election of Consuelo Crespo Bofill as a board Management For For
member
6.2 Re-election of Carlos Espinose De Los Monteros Management For For
as a board member
6.3 Appointment of Juan Carlos Garay Ibargaray as Management For For
a board member
7.1 Approval of giving shares and rights to the board Management For For
as part of their remuneration
7.2 Extension of the time to deliver shares and Management For For
options to 2014
8 Approval of the memory for sustainability Management For For
9 Consultative report on the remuneration policy of Management For For
the board members
10 Delegation of powers Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO CHANGE IN TEXT OF RESOLUTIONS
6.1 T-O 6.3. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN
THIS PROXY-FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
PATTERSON-UTI ENERGY, INC.
SECURITY 703481101 MEETING TYPE Annual
TICKER SYMBOL PTEN MEETING DATE 05-Jun-2013
ISIN US7034811015 AGENDA 933795847 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 MARK S. SIEGEL For For
2 KENNETH N. BERNS For For
3 CHARLES O. BUCKNER For For
4 MICHAEL W. CONLON For For
5 CURTIS W. HUFF For For
6 TERRY H. HUNT For For
7 CLOYCE A. TALBOTT For For
2. APPROVAL OF AN ADVISORY RESOLUTION Management Abstain Against
ON PATTERSON-UTI'S COMPENSATION OF
ITS NAMED EXECUTIVE OFFICERS.
3. RATIFICATION OF THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF PATTERSON-UTI FOR
THE FISCAL YEAR ENDING DECEMBER 31,
2013.
DEVON ENERGY CORPORATION
SECURITY 25179M103 MEETING TYPE Annual
TICKER SYMBOL DVN MEETING DATE 05-Jun-2013
ISIN US25179M1036 AGENDA 933803086 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 ROBERT H. HENRY For For
2 JOHN A. HILL For For
3 MICHAEL M. KANOVSKY For For
4 ROBERT A. MOSBACHER, JR For For
5 J. LARRY NICHOLS For For
6 DUANE C. RADTKE For For
7 MARY P. RICCIARDELLO For For
8 JOHN RICHELS For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
3. RATIFY THE APPOINTMENT OF THE Management For For
COMPANY'S INDEPENDENT AUDITORS FOR
2013.
4. REPORT DISCLOSING LOBBYING POLICIES Shareholder Against For
AND PRACTICES.
5. MAJORITY VOTE STANDARD FOR DIRECTOR Shareholder Against For
ELECTIONS.
6. RIGHT TO ACT BY WRITTEN CONSENT. Shareholder Against For
TW TELECOM INC.
SECURITY 87311L104 MEETING TYPE Annual
TICKER SYMBOL TWTC MEETING DATE 07-Jun-2013
ISIN US87311L1044 AGENDA 933805648 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 GREGORY J. ATTORRI For For
2 SPENCER B. HAYS For For
3 LARISSA L. HERDA For For
4 KEVIN W. MOONEY For For
5 KIRBY G. PICKLE For For
6 ROSCOE C. YOUNG, II For For
2. RATIFICATION OF APPOINTMENT OF ERNST Management For For
& YOUNG LLP TO SERVE AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2013.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
4. STOCKHOLDER PROPOSAL TO ESTABLISH A Shareholder Against For
POLICY REQUIRING THAT OUR CHAIRMAN
BE AN INDEPENDENT DIRECTOR WHO HAS
NOT PREVIOUSLY SERVED AS ONE OF OUR
EXECUTIVE OFFICERS.
COMPANIA DE MINAS BUENAVENTURA S.A.
SECURITY 204448104 MEETING TYPE Special
TICKER SYMBOL BVN MEETING DATE 07-Jun-2013
ISIN US2044481040 AGENDA 933840565 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. APPROVE THE COMPANY'S FINANCING Management For
OPERATIONS, INCLUDING BUT NOT LIMITED
TO THE PLACEMENT AND ISSUANCE OF
OBLIGATIONS, THE OBTAINMENT OF LOANS
AND CREDIT FACILITIES AND/OR THE
INCURRENCE OF INDEBTEDNESS, AS WELL
AS THE DELEGATION OF POWER TO THE
BOARD TO APPROVE ALL AGREEMENTS,
INDENTURES, AMENDMENTS,
SUPPLEMENTS, NOTES, INSTRUMENTS AND
OTHER DOCUMENTS DEEMED NECESSARY.
MCGRATH RENTCORP
SECURITY 580589109 MEETING TYPE Annual
TICKER SYMBOL MGRC MEETING DATE 12-Jun-2013
ISIN US5805891091 AGENDA 933818710 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 WILLIAM J. DAWSON For For
2 ROBERT C. HOOD For For
3 DENNIS C. KAKURES For For
4 ROBERT P. MCGRATH For For
5 M. RICHARD SMITH For For
6 DENNIS P. STRADFORD For For
7 RONALD H. ZECH For For
2. TO RATIFY THE APPOINTMENT OF GRANT Management For For
THORNTON LLP AS THE INDEPENDENT
AUDITORS FOR THE COMPANY FOR THE
YEAR ENDING DECEMBER 31, 2013.
3. TO HOLD A NON-BINDING, ADVISORY VOTE Management Abstain Against
TO APPROVE THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
JAZZTEL PLC, LONDON
SECURITY G5085M234 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 13-Jun-2013
ISIN GB00B5TMSP21 AGENDA 704532337 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT PLEASE NOTE IN THE EVENT THE MEETING Non-Voting
DOES NOT REACH QUORUM, THERE WILL
BE A SE-COND CALL ON 14 JUN 2013.
CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS
AMENDED. THANK YOU.
1 Review and approve, as the case may be, the Management For For
Annual Accounts of the Company, the Annual
Report on Corporate Governance and the
Auditors Report, as well as the Consolidated
Accounts of the Group, all with reference to the
fiscal year ended 31 December 2012
2 Approve the Directors Remuneration Report Management For For
included in the Annual Report
3 Re-appointment of Dna. Elena Gil Garcia as Management For For
independent Director
4 Re-appointment of Dna. Maria Luisa Jorda Management For For
Castro as independent Director
5 Re-appointment of Dna. Maria Antonia Otero Management For For
Quintas as independent Director
6 Re-appointment of Dna. Mireia Perez Sales as Management For For
independent Director
7 Re-appointment of D. Leopoldo Fernandez Pujals Management For For
as Director representing substantial shareholders
8 Re-appointment of D. Jose Miguel Garcia Management For For
Fernandez as executive Director
9 Re-appoint Ernst and Young LLP as the Auditors Management For For
of the Company from the end of this General
Meeting until the end of the next General Meeting
of Shareholders where the Annual Accounts of
the Company shall be disclosed. Grant to the
Board of Directors the authority to set the Auditors fees
10 Ratify the extraordinary remuneration program in Management For For
shares for the period 2013 to 2018 under the
terms set forth in the Letter from the Chairman
11 Renew the authority granted to the Board as per Management For For
article 8, paragraph 2 of the Articles of
Association, about powers to allocate and sell
treasury stock until 12 June 2018, setting the
relevant amount at 64,200,000 Euros, so that the
Directors may adopt any agreements and make
any offers necessary for the allocation and sale
of securities after the end of that period. This
authority replaces any previous authorities based
on article 551 of the British Companies Act 2006
12 Approve the modification of the maximum Management For For
amount of the Directors ordinary remuneration
provided in article 71 of the Articles of
Association, as set forth in Letter from the Chairman
13 Renew the authority granted to the Board as per Management For For
article 8, paragraph 3 of the Articles of
Association, about powers to allocate and sell
treasury stock until 12 June 2018, setting the
relevant amount at 12,500,000 Euros,
corresponding to less than 5 pct. of the nominal
value of the current share capital, so that the
Directors may adopt any agreements and make
any offers necessary for the allocation and sale
of securities after the end of that period. This
authority replaces any previous authorities based
on article 561 of the British Companies Act 2006
14 Amend article 8 of the Articles of Association, the Management For For
text of which is annexed to the Letter from the
Chairman, regarding powers for the allocation
and sale of own shares
PHILIPPINE LONG DISTANCE TELEPHONE CO.
SECURITY 718252604 MEETING TYPE Consent
TICKER SYMBOL PHI MEETING DATE 14-Jun-2013
ISIN US7182526043 AGENDA 933829030 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. APPROVAL OF THE AUDITED FINANCIAL Management For For
STATEMENTS FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2012 CONTAINED IN
THE COMPANY'S 2012 ANNUAL REPORT.
2A. ELECTION OF DIRECTOR: ARTEMIO V. Management For
PANGANIBAN (INDEPENDENT DIRECTOR)
2B. ELECTION OF DIRECTOR: MR. PEDRO E. Management For
ROXAS (INDEPENDENT DIRECTOR)
2C. ELECTION OF DIRECTOR: MR. ALFRED V. TY Management For
(INDEPENDENT DIRECTOR)
2D. ELECTION OF DIRECTOR: MS. HELEN Y. DEE Management For
2E. ELECTION OF DIRECTOR: ATTY. RAY C. Management For
ESPINOSA
2F. ELECTION OF DIRECTOR: MR. JAMES L. GO Management For
2G. ELECTION OF DIRECTOR: MR. SETSUYA Management For
KIMURA
2H. ELECTION OF DIRECTOR: MR. NAPOLEON L. Management For
NAZARENO
2I. ELECTION OF DIRECTOR: MR. MANUEL V. Management For
PANGILINAN
2J. ELECTION OF DIRECTOR: MR. HIDEAKI Management For
OZAKI
2K. ELECTION OF DIRECTOR: MS. MA. LOURDES Management For
C. RAUSA-CHAN
2L. ELECTION OF DIRECTOR: MR. JUAN B. Management For
SANTOS
2M. ELECTION OF DIRECTOR: MR. TONY TAN Management For
CAKTIONG
3. APPROVAL OF CORPORATE ACTIONS. Management For For
NTT DOCOMO,INC.
SECURITY J59399105 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 18-Jun-2013
ISIN JP3165650007 AGENDA 704538036 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2 Amend Articles to: Change Japanese Official Management For For
Company Name to NTT DOCOMO,INC., Expand
Business Lines, Increase Capital Shares to be
issued to 17,460,000,000 shs., Change Trading
Unit from 1 shs. to 100 shs., Adopt Restriction to
the Rights for Odd-Lot Shares, Allow Use of
Treasury Shares for Odd-Lot Purchases
3.1 Appoint a Director Management For For
3.2 Appoint a Director Management For For
3.3 Appoint a Director Management For For
4.1 Appoint a Corporate Auditor Management For For
4.2 Appoint a Corporate Auditor Management For For
INVESTMENT AB KINNEVIK, STOCKHOLM
SECURITY W4832D128 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 18-Jun-2013
ISIN SE0000164600 AGENDA 704539521 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
1 Opening of the Extraordinary General Meeting Non-Voting
2 Election of Chairman of the Extraordinary Non-Voting
General Meeting
3 Preparation and approval of the voting list Non-Voting
4 Approval of the agenda Non-Voting
5 Election of one or two persons to check and Non-Voting
verify the minutes
6 Determination of whether the Extraordinary Non-Voting
General Meeting has been duly-convened
7 Offer on reclassification of Class A shares into Management No Action
Class B shares
8 Closing of the Extraordinary General Meeting Non-Voting
INVESTMENT AB KINNEVIK, STOCKHOLM
SECURITY W4832D110 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 18-Jun-2013
ISIN SE0000164626 AGENDA 704539533 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
1 Opening of the Extraordinary General Meeting Non-Voting
2 Election of Chairman of the Extraordinary Non-Voting
General Meeting
3 Preparation and approval of the voting list Non-Voting
4 Approval of the agenda Non-Voting
5 Election of one or two persons to check and Non-Voting
verify the minutes
6 Determination of whether the Extraordinary Non-Voting
General Meeting has been duly-convened
7 Offer on reclassification of Class A shares into Management No Action
Class B shares
8 Closing of the Extraordinary General Meeting Non-Voting
PT INDOSAT TBK
SECURITY Y7127S120 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 18-Jun-2013
ISIN ID1000097405 AGENDA 704575832 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 Approval annual report and ratification financial Management For For
report for book year ended on 31 Dec 2012
2 Approval on utilization of company's net profit Management For For
and approval on dividend amount, time and
distribution for book year ended on 31 Dec 2012
3 Approval to determine the board commissioners Management For For
remuneration for book year 2013
4 Appoint of independent public accountant to audit Management For For
company books for book year ended on 31
December 2013
5 Approval to change board of commissioners and Management For For
board of directors structure
ATLANTIC TELE-NETWORK, INC.
SECURITY 049079205 MEETING TYPE Annual
TICKER SYMBOL ATNI MEETING DATE 18-Jun-2013
ISIN US0490792050 AGENDA 933816944 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. DIRECTOR Management
1 MARTIN L. BUDD For For
2 MICHAEL T. FLYNN For For
3 LIANE J. PELLETIER For For
4 CORNELIUS B. PRIOR, JR. For For
5 MICHAEL T. PRIOR For For
6 CHARLES J. ROESSLEIN For For
2. RE-APPROVAL OF THE MATERIAL TERMS OF Management For For
THE PERFORMANCE-BASED GOALS STATED
IN THE COMPANY'S 2008 EQUITY INCENTIVE
PLAN FOR PURPOSES OF SECTION 162(M)
OF THE INTERNAL REVENUE CODE.
3. RATIFICATION OF THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT AUDITOR FOR 2013.
HUANENG POWER INTERNATIONAL, INC.
SECURITY 443304100 MEETING TYPE Annual
TICKER SYMBOL HNP MEETING DATE 19-Jun-2013
ISIN US4433041005 AGENDA 933835158 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
O1. TO CONSIDER AND APPROVE THE WORKING Management For
REPORT FROM THE BOARD OF DIRECTORS
OF THE COMPANY FOR 2012
O2. TO CONSIDER AND APPROVE THE WORKING Management For
REPORT FROM THE SUPERVISORY
COMMITTEE OF THE COMPANY FOR 2012
O3. TO CONSIDER AND APPROVE THE AUDITED Management For
FINANCIAL STATEMENTS OF THE COMPANY
FOR 2012
O4. TO CONSIDER AND APPROVE THE PROFIT Management For
DISTRIBUTION PLAN OF THE COMPANY FOR
2012
O5. TO CONSIDER AND APPROVE THE Management For
PROPOSAL REGARDING THE APPOINTMENT
OF THE COMPANY'S AUDITORS FOR 2013
S6. PROPOSAL REGARDING THE ISSUE OF Management For
MEDIUM AND LONG TERM DEBT FINANCING
INSTRUMENTS
S7. TO CONSIDER AND APPROVE THE Management For
PROPOSAL REGARDING THE ISSUE OF
SHORT-TERM DEBENTURES OF THE
COMPANY
S8. TO CONSIDER AND APPROVE THE Management For
PROPOSAL REGARDING THE ISSUE OF
SUPER SHORT-TERM DEBENTURES
S9. TO CONSIDER AND APPROVE THE ISSUE OF Management For
PRIVATE PLACEMENT OF FINANCIAL
INSTRUMENTS
WEATHERFORD INTERNATIONAL LTD
SECURITY H27013103 MEETING TYPE Annual
TICKER SYMBOL WFT MEETING DATE 20-Jun-2013
ISIN CH0038838394 AGENDA 933820753 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. APPROVE THE 2012 ANNUAL REPORT, THE Management For For
CONSOLIDATED FINANCIAL STATEMENTS
FOR FISCAL YEAR 2012 AND THE
STATUTORY FINANCIAL STATEMENTS OF
WEATHERFORD INTERNATIONAL LTD. FOR
FISCAL YEAR 2012.
2. DISCHARGE THE BOARD OF DIRECTORS Management For For
AND EXECUTIVE OFFICERS FROM LIABILITY
UNDER SWISS LAW FOR THE YEAR ENDED
DECEMBER 31, 2012.
3A. ELECTION OF DIRECTOR: BERNARD J. Management For For
DUROC-DANNER
3B. ELECTION OF DIRECTOR: NICHOLAS F. Management For For
BRADY
3C. ELECTION OF DIRECTOR: DAVID J. BUTTERS Management For For
3D. ELECTION OF DIRECTOR: JOHN D. GASS Management For For
3E. ELECTION OF DIRECTOR: FRANCIS S. Management For For
KALMAN
3F. ELECTION OF DIRECTOR: WILLIAM E. Management For For
MACAULAY
3G. ELECTION OF DIRECTOR: ROBERT K. Management For For
MOSES, JR.
3H. ELECTION OF DIRECTOR: GUILLERMO ORTIZ Management For For
3I. ELECTION OF DIRECTOR: EMYR JONES Management For For
PARRY
3J. ELECTION OF DIRECTOR: ROBERT A. RAYNE Management For For
4. RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM AND ELECT KPMG AG AS
OUR SWISS STATUTORY AUDITOR.
5. APPROVE AMENDMENTS TO Management For For
WEATHERFORD'S ARTICLES OF
ASSOCIATION TO AUTHORIZE ISSUABLE
AUTHORIZED SHARE CAPITAL IN AN
AMOUNT EQUAL TO 18.22% OF CURRENT
STATED CAPITAL AND GRANT AN
AUTHORIZATION OF THE BOARD OF
DIRECTORS TO ISSUE SHARES FROM
AUTHORIZED SHARE CAPITAL FOR THE
PERIOD FROM JUNE 20, 2013 TO JUNE 20,
2015.
6. ADOPT AN ADVISORY RESOLUTION Management Abstain Against
APPROVING THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS.
WEATHERFORD INTERNATIONAL LTD
SECURITY H27013103 MEETING TYPE Annual
TICKER SYMBOL WFT MEETING DATE 20-Jun-2013
ISIN CH0038838394 AGENDA 933844575 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. APPROVE THE 2012 ANNUAL REPORT, THE Management For For
CONSOLIDATED FINANCIAL STATEMENTS
FOR FISCAL YEAR 2012 AND THE
STATUTORY FINANCIAL STATEMENTS OF
WEATHERFORD INTERNATIONAL LTD. FOR
FISCAL YEAR 2012.
2. DISCHARGE THE BOARD OF DIRECTORS Management For For
AND EXECUTIVE OFFICERS FROM LIABILITY
UNDER SWISS LAW FOR THE YEAR ENDED
DECEMBER 31, 2012.
3A. ELECTION OF DIRECTOR: BERNARD J. Management For For
DUROC-DANNER
3B. ELECTION OF DIRECTOR: NICHOLAS F. Management For For
BRADY
3C. ELECTION OF DIRECTOR: DAVID J. BUTTERS Management For For
3D. ELECTION OF DIRECTOR: JOHN D. GASS Management For For
3E. ELECTION OF DIRECTOR: FRANCIS S. Management For For
KALMAN
3F. ELECTION OF DIRECTOR: WILLIAM E. Management For For
MACAULAY
3G. ELECTION OF DIRECTOR: ROBERT K. Management For For
MOSES, JR.
3H. ELECTION OF DIRECTOR: GUILLERMO ORTIZ Management For For
3I. ELECTION OF DIRECTOR: EMYR JONES Management For For
PARRY
3J. ELECTION OF DIRECTOR: ROBERT A. RAYNE Management For For
4. RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM AND ELECT KPMG AG AS
OUR SWISS STATUTORY AUDITOR.
5. APPROVE AMENDMENTS TO Management For For
WEATHERFORD'S ARTICLES OF
ASSOCIATION TO AUTHORIZE ISSUABLE
AUTHORIZED SHARE CAPITAL IN AN
AMOUNT EQUAL TO 18.22% OF CURRENT
STATED CAPITAL AND GRANT AN
AUTHORIZATION OF THE BOARD OF
DIRECTORS TO ISSUE SHARES FROM
AUTHORIZED SHARE CAPITAL FOR THE
PERIOD FROM JUNE 20, 2013 TO JUNE 20,
2015.
6. ADOPT AN ADVISORY RESOLUTION Management Abstain Against
APPROVING THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS.
ELETROPAULO METROPOLITANA ELETRICIDADE DE SAO PAUL
SECURITY P36476169 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 21-Jun-2013
ISIN BRELPLACNPR6 AGENDA 704594147 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE-
NOT ALLOWED. ONLY VOTES IN FAVOR
AND/OR ABSTAIN OR AGAINST AND/OR
ABSTAIN-ARE ALLOWED. THANK YOU
CMMT PLEASE NOTE THAT SHAREHOLDERS Non-Voting
SUBMITTING A VOTE TO ELECT A MEMBER
MUST-INCLUDE THE NAME OF THE
CANDIDATE TO BE ELECTED. IF
INSTRUCTIONS TO VOTE ON-THIS ITEM IS
RECEIVED WITHOUT A CANDIDATE'S NAME,
YOUR VOTE WILL BE PROCESSED-IN FAVOR
OR AGAINST OF THE DEFAULT COMPANY'S
CANDIDATE. THANK YOU.
CMMT PLEASE NOTE THAT THE PREFERRED Non-Voting
SHAREHOLDERS CAN VOTE ON ITEM 3 ONLY. THANK-YOU.
1 To replace one alternate member of the board of Non-Voting
directors
2 To increase the number of members of the fiscal Non-Voting
council that is currently in-service to five full
members and their respective alternates
3 To hold a separate election for one full member Management For For
of the fiscal council and his or her respective
alternate by the owners of preferred shares
4 To elect one full member and a respective Non-Voting
alternate to the fiscal council
ATLANTIC POWER CORPORATION
SECURITY 04878Q863 MEETING TYPE Annual and Special Meeting
TICKER SYMBOL AT MEETING DATE 21-Jun-2013
ISIN CA04878Q8636 AGENDA 933823672 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 DIRECTOR Management
1 IRVING R. GERSTEIN For For
2 KENNETH M. HARTWICK For For
3 JOHN A. MCNEIL For For
4 R. FOSTER DUNCAN For For
5 HOLLI LADHANI For For
6 BARRY E. WELCH For For
02 THE APPOINTMENT OF KPMG LLP AS THE Management For For
AUDITORS OF THE ISSUER AND THE
AUTHORIZATION OF THE ISSUER'S BOARD
OF DIRECTORS TO FIX SUCH AUDITORS' REMUNERATION;
03 THE APPROVAL, BY NON-BINDING Management Abstain Against
ADVISORY VOTE, OF THE NAMED
EXECUTIVE OFFICER COMPENSATION AS
DESCRIBED IN THE CIRCULAR;
04 PASSING, WITH OR WITHOUT ALTERATION Management Against Against
OR MODIFICATION, AN ORDINARY
RESOLUTION, THE FULL TEXT OF WHICH IS
SET FORTH IN SCHEDULE "B" TO THE
CIRCULAR, APPROVING, RATIFYING AND
CONFIRMING THE ADOPTION OF THE
SHAREHOLDER RIGHTS PLAN ADOPTED BY
THE BOARD OF DIRECTORS OF THE
CORPORATION EFFECTIVE FEBRUARY 28,
2013 BETWEEN THE CORPORATION AND
COMPUTERSHARE INVESTOR SERVICES
INC. AS RIGHTS AGENT, AS MORE
PARTICULARLY DESCRIBED IN THE CIRCULAR;
05 PASSING, WITH OR WITHOUT ALTERATION Management Against Against
OR MODIFICATION, AN ORDINARY
RESOLUTION, THE FULL TEXT OF WHICH IS
SET FORTH IN SCHEDULE "C" TO THE
CIRCULAR, TO APPROVE, RATIFY AND
CONFIRM THE ADOPTION OF THE
CORPORATION'S ADVANCE NOTICE POLICY
ADOPTED BY THE BOARD OF DIRECTORS
EFFECTIVE APRIL 1, 2013, THE FULL TEXT
OF WHICH IS INCLUDED IN SCHEDULE "D"
OF THE CIRCULAR.
URANIUM ONE INC.
SECURITY 91701P105 MEETING TYPE Annual
TICKER SYMBOL SXRZF MEETING DATE 21-Jun-2013
ISIN CA91701P1053 AGENDA 933836516 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
01 DIRECTOR Management
1 IAN TELFER For For
2 ANDREW ADAMS For For
3 PETER BOWIE For For
4 VADIM JIVOV For For
5 D. JEAN NORTIER For For
6 CHRISTOPHER SATTLER For For
7 PHILLIP SHIRVINGTON For For
8 KENNETH WILLIAMSON For For
9 ILYA YAMPOLSKIY For For
02 APPOINTMENT OF KPMG LLP, CHARTERED Management For For
ACCOUNTANTS AS AUDITORS OF THE
CORPORATION FOR THE ENSUING YEAR,
AND TO AUTHORIZE THE DIRECTORS TO FIX THEIR REMUNERATION.
TURKCELL ILETISIM HIZMETLERI A.S.
SECURITY 900111204 MEETING TYPE Annual
TICKER SYMBOL TKC MEETING DATE 24-Jun-2013
ISIN US9001112047 AGENDA 933849119 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 OPENING AND ELECTION OF THE Management For For
PRESIDENCY BOARD
2 AUTHORIZING THE PRESIDENCY BOARD TO Management For For
SIGN THE MINUTES OF THE MEETING
6 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS 2010
7 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2010 AND
DETERMINATION OF THE DIVIDEND DISTRIBUTION DATE
8 RELEASE OF THE BOARD MEMBER, COLIN J. Management For For
WILLIAMS, FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY IN THE YEAR 2010
9 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2010
13 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS 2011
14 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2011 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE
15 RELEASE OF THE BOARD MEMBERS Management For For
INDIVIDUALLY FROM THE ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2011
16 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2011
19 DISCUSSION OF AND APPROVAL OF THE Management For For
ELECTION OF THE INDEPENDENT AUDIT
FIRM APPOINTED BY THE BOARD OF
DIRECTORS PURSUANT TO THE CAPITAL
MARKETS LEGISLATION FOR AUDITING OF
THE ACCOUNTS AND FINANCIALS OF THE YEAR 2012
21 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS 2012
22 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2012 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE
23 RELEASE OF THE BOARD MEMBERS Management For For
INDIVIDUALLY FROM THE ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2012
24 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2012
25 SUBJECT TO THE APPROVAL OF THE Management For For
MINISTRY OF CUSTOM AND COMMERCIAL
AND CAPITAL MARKETS BOARD;
DISCUSSION OF AND VOTING ON THE
AMENDMENT OF ARTICLES 3, 4, 6, 7, 8, 9, 10,
11, 12, 13, 14, 15, 16, 17, 18, 19, 21, 24, 25 AND
26 TO THE ARTICLES OF ASSOCIATION OF THE COMPANY
26 IN ACCORDANCE WITH ARTICLE 363 OF TCC, Management For For
SUBMITTAL AND APPROVAL OF THE BOARD
MEMBERS ELECTED BY THE BOARD OF
DIRECTORS DUE TO VACANCIES IN THE
BOARD OCCURRED IN THE YEAR 2012
27 ELECTION OF NEW BOARD MEMBERS IN Management For For
ACCORDANCE WITH RELATED LEGISLATION
AND DETERMINATION OF THE NEWLY
ELECTED BOARD MEMBERS' TERM OF OFFICE
28 DETERMINATION OF THE GROSS MONTHLY Management For For
FEES OF THE MEMBERS OF THE BOARD OF DIRECTORS
29 DISCUSSION OF AND APPROVAL OF THE Management For For
ELECTION OF THE INDEPENDENT AUDIT
FIRM APPOINTED BY THE BOARD OF
DIRECTORS PURSUANT TO TCC AND THE
CAPITAL MARKETS LEGISLATION FOR
AUDITING OF THE ACCOUNTS AND
FINANCIALS OF THE YEAR 2013
30 DISCUSSION OF AND APPROVAL OF Management For For
INTERNAL GUIDE ON GENERAL ASSEMBLY
RULES OF PROCEDURES PREPARED BY
THE BOARD OF DIRECTORS
31 DECISION PERMITTING THE BOARD Management For For
MEMBERS TO, DIRECTLY OR ON BEHALF OF
OTHERS, BE ACTIVE IN AREAS FALLING
WITHIN OR OUTSIDE THE SCOPE OF THE
COMPANY'S OPERATIONS AND TO
PARTICIPATE IN COMPANIES OPERATING IN
THE SAME BUSINESS AND TO PERFORM
OTHER ACTS IN COMPLIANCE WITH
ARTICLES 395 AND 396 OF THE TURKISH COMMERCIAL CODE
32 DISCUSSION OF AND APPROVAL OF Management For For
"DIVIDEND POLICY" OF COMPANY
PURSUANT TO THE CORPORATE GOVERNANCE PRINCIPLES
34 INFORMING THE GENERAL ASSEMBLY ON Management For For
THE DONATION AND CONTRIBUTION MADE
IN THE YEARS 2011 AND 2012; DISCUSSION
OF AND DECISION ON THE LIMIT OF THE
DONATIONS TO BE MADE IN THE YEAR 2013;
AND DISCUSSION AND APPROVAL OF
DONATION AMOUNT WHICH HAS BEEN
REALIZED FROM THE BEGINNING OF THE
YEAR 2013 TO DATE OF GENERAL ASSEMBLY
ELECTRIC POWER DEVELOPMENT CO.,LTD.
SECURITY J12915104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 25-Jun-2013
ISIN JP3551200003 AGENDA 704561833 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
3 Appoint a Corporate Auditor Management For For
NIPPON TELEGRAPH AND TELEPHONE CORPORATION
SECURITY J59396101 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 25-Jun-2013
ISIN JP3735400008 AGENDA 704574020 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
SPRINT NEXTEL CORPORATION
SECURITY 852061100 MEETING TYPE Special
TICKER SYMBOL S MEETING DATE 25-Jun-2013
ISIN US8520611000 AGENDA 933817643 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. ADOPTION OF THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED AS OF OCTOBER 15,
2012, AS AMENDED ON NOVEMBER 29, 2012,
APRIL 12, 2013 AND JUNE 10, 2013 (THE
"MERGER AGREEMENT") AMONG SOFTBANK
CORP., STARBURST I, INC., STARBURST II,
INC., STARBURST III, INC., AND SPRINT
NEXTEL CORPORATION.
2. APPROVAL, BY A NON-BINDING ADVISORY Management Abstain Against
VOTE, OF CERTAIN COMPENSATION
ARRANGEMENTS FOR SPRINT NEXTEL
CORPORATION'S NAMED EXECUTIVE
OFFICERS IN CONNECTION WITH THE
MERGER CONTEMPLATED BY THE MERGER AGREEMENT.
3. APPROVAL OF ANY MOTION TO POSTPONE Management For For
OR ADJOURN THE SPRINT NEXTEL
CORPORATION SPECIAL STOCKHOLDERS'
MEETING, IF NECESSARY TO SOLICIT
ADDITIONAL PROXIES TO APPROVE PROPOSAL 1.
TOHOKU ELECTRIC POWER COMPANY,INCORPORATED
SECURITY J85108108 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3605400005 AGENDA 704574943 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Amend Articles to: Allow Use of Electronic Management For For
Systems for Public Notifications, Adopt Reduction
of Liability System for Outside Directors and
Outside Corporate Auditors
2 Approve Reduction of Special Reserve Fund Management For For
3.1 Appoint a Director Management For For
3.2 Appoint a Director Management For For
3.3 Appoint a Director Management For For
3.4 Appoint a Director Management For For
3.5 Appoint a Director Management For For
3.6 Appoint a Director Management For For
3.7 Appoint a Director Management For For
3.8 Appoint a Director Management For For
3.9 Appoint a Director Management For For
3.10 Appoint a Director Management For For
3.11 Appoint a Director Management For For
3.12 Appoint a Director Management For For
3.13 Appoint a Director Management For For
3.14 Appoint a Director Management For For
3.15 Appoint a Director Management For For
3.16 Appoint a Director Management For For
4.1 Appoint a Corporate Auditor Management For For
4.2 Appoint a Corporate Auditor Management For For
5 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Abolishment of The
Onagawa Nuclear Power Plant
6 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Abolishment of The
Higashidori Nuclear Power Plant
7 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Unification of
Nationwide Power Grid System
CHUBU ELECTRIC POWER COMPANY,INCORPORATED
SECURITY J06510101 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3526600006 AGENDA 704574955 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
3 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Change in Business Strategy
4 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Withdrawal from
Nuclear Power Generation
5 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Limitation on
Investment and Debt Guarantee
6 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Implementation of
Disclosure of Donation, Financial Assistance, and
Compensation
7 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Establishment of
Committee on Nuclear Power Plant Decommissioning
8 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Plutonium Management
9 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Basic Policy for
Countermeasure Against Earthquake and Tsunami
HOKKAIDO ELECTRIC POWER COMPANY,INCORPORATED
SECURITY J21378104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3850200001 AGENDA 704578686 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Management For For
1.2 Appoint a Director Management For For
1.3 Appoint a Director Management For For
1.4 Appoint a Director Management For For
1.5 Appoint a Director Management For For
1.6 Appoint a Director Management For For
1.7 Appoint a Director Management For For
1.8 Appoint a Director Management For For
1.9 Appoint a Director Management For For
1.10 Appoint a Director Management For For
1.11 Appoint a Director Management For For
1.12 Appoint a Director Management For For
2.1 Appoint a Corporate Auditor Management For For
2.2 Appoint a Corporate Auditor Management For For
3 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Withdrawal from
Nuclear Power Generation
4 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Individual
Disclosure of Remunerations to Corporate Officers
KYUSHU ELECTRIC POWER COMPANY,INCORPORATED
SECURITY J38468104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3246400000 AGENDA 704578698 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
2.13 Appoint a Director Management For For
2.14 Appoint a Director Management For For
2.15 Appoint a Director Management For For
2.16 Appoint a Director Management For For
3 Appoint a Corporate Auditor Management For For
4 Appoint a Substitute Corporate Auditor Management For For
5 Shareholder Proposal: Amend Articles of Shareholder Against For
Incorporation (1) (Require Changing Articles of
the Number of Directors and Corporate Auditors,
and Additional Articles about Compensation,
Honorary Advisor and Executive Adviser.)
6 Shareholder Proposal: Amend Articles of Shareholder Against For
Incorporation (2) (Require Additional Article of
Withdrawing from the Business of The Rokkasho
Reprocessing Plant and the Pluthermal Generation.)
7 Shareholder Proposal: Amend Articles of Shareholder Against For
Incorporation (3) (Require Additional Article of
Establishment the Committee for the Preparation
of Decommissioning Nuclear Reactors.)
8 Shareholder Proposal: Amend Articles of Shareholder Against For
Incorporation (4) (Require Additional Article of
Establishment of the Organization for Aiding
Victims of Fukushima Nuclear Power Station Accident.)
9 Shareholder Proposal: Amend Articles of Shareholder Against For
Incorporation (5) (Require Additional Article of
Promotion of Integrated Coal Gasification Combined Cycle.)
10 Shareholder Proposal: Amend Articles of Shareholder Against For
Incorporation (6) (Require Additional Article of the
Decommissioning the Sendai Nuclear Power Station.
11 Shareholder Proposal: Appoint a Outside Director Shareholder Against For
SHIKOKU ELECTRIC POWER COMPANY,INCORPORATED
SECURITY J72079106 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3350800003 AGENDA 704578701 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
2.13 Appoint a Director Management For For
3 Appoint a Corporate Auditor Management For For
4 Shareholder Proposal: Amend Articles to Add Shareholder Against For
Code of Ethics of the Company
5 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Development and
Implementation of Environmental Energy
6 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Establishment of
Exploratory Committee both for Discontinuation
and Decommissioning of Nuclear Power Plant
HOKURIKU ELECTRIC POWER COMPANY
SECURITY J22050108 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3845400005 AGENDA 704578713 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
THE KANSAI ELECTRIC POWER COMPANY,INCORPORATED
SECURITY J30169106 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3228600007 AGENDA 704583360 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
2.13 Appoint a Director Management For For
2.14 Appoint a Director Management For For
2.15 Appoint a Director Management For For
2.16 Appoint a Director Management For For
2.17 Appoint a Director Management For For
3 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation
4 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (1)
5 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (2)
6 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (3)
7 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (4)
8 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (5)
9 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (6)
10 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (7)
11 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (8)
12 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (9)
13 Shareholder Proposal: Remove a Director Shareholder Against For
14 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (1)
15 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (2)
16 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (3)
17 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (4)
18 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (5)
19 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (6)
20 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (1)
21 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (2)
22 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (3)
23 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (4)
24 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (5)
25 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (6)
26 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (1)
27 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (2)
28 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (3)
29 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation (4)
30 Shareholder Proposal: Appoint a Director Shareholder Against For
31 Shareholder Proposal: Partial Amendmends to Shareholder Against For
the Articles of Incorporation
TOKYO ELECTRIC POWER COMPANY,INCORPORATED
SECURITY J86914108 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3585800000 AGENDA 704583372 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1.1 Election of a Director Management For For
1.2 Election of a Director Management For For
1.3 Election of a Director Management For For
1.4 Election of a Director Management For For
1.5 Election of a Director Management For For
1.6 Election of a Director Management For For
1.7 Election of a Director Management For For
1.8 Election of a Director Management For For
1.9 Election of a Director Management For For
1.10 Election of a Director Management For For
1.11 Election of a Director Management For For
2 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (1)
3 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (2)
4 Shareholder Proposal: Election of a Director Shareholder Against For
5 Shareholder Proposal: Dismissal of the Shareholder Against For
Accounting Auditor
6 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (3)
7 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (4)
8 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (5)
9 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (6)
10 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (7)
11 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (8)
12 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (9)
13 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (10)
14 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (11)
15 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (12)
16 Shareholder Proposal: Partial Amendments to Shareholder Against For
the Articles of Incorporation (13)
THE CHUGOKU ELECTRIC POWER COMPANY,INCORPORATED
SECURITY J07098106 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 26-Jun-2013
ISIN JP3522200009 AGENDA 704587445 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2 Amend Articles to: Adopt Reduction of Liability Management For For
System for Outside Directors and Outside
Corporate Auditors
3.1 Appoint a Director Management For For
3.2 Appoint a Director Management For For
3.3 Appoint a Director Management For For
3.4 Appoint a Director Management For For
3.5 Appoint a Director Management For For
3.6 Appoint a Director Management For For
3.7 Appoint a Director Management For For
3.8 Appoint a Director Management For For
3.9 Appoint a Director Management For For
3.10 Appoint a Director Management For For
3.11 Appoint a Director Management For For
3.12 Appoint a Director Management For For
3.13 Appoint a Director Management For For
3.14 Appoint a Director Management For For
3.15 Appoint a Director Management For For
4 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Shutdown and
Prohibition of Establishment of Nuclear Power Station
5 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Decommissioning
Project of Nuclear Power Station
6 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Prohibition of
Expenditure for Advertisement, Financial
Assistance and Donation
7 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Agreement between
the Company and the Local Governments around
Nuclear Power Station for Nuclear Disaster Prevention
8 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Conclusion of
Agreement for Compensation of Nuclear Damage
with Insurance Companies
9 Shareholder Proposal: Amend Articles to Add a Shareholder Against For
New Chapter with Regard to Promotion of
Renewal and Natural Energy
TSUMURA & CO.
SECURITY J93407120 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 27-Jun-2013
ISIN JP3535800001 AGENDA 704583182 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
TOKYO BROADCASTING SYSTEM HOLDINGS,INC.
SECURITY J86656105 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 27-Jun-2013
ISIN JP3588600001 AGENDA 704584970 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1 Approve Appropriation of Surplus Management For For
2.1 Appoint a Director Management For For
2.2 Appoint a Director Management For For
2.3 Appoint a Director Management For For
2.4 Appoint a Director Management For For
2.5 Appoint a Director Management For For
2.6 Appoint a Director Management For For
2.7 Appoint a Director Management For For
2.8 Appoint a Director Management For For
2.9 Appoint a Director Management For For
2.10 Appoint a Director Management For For
2.11 Appoint a Director Management For For
2.12 Appoint a Director Management For For
2.13 Appoint a Director Management For For
2.14 Appoint a Director Management For For
2.15 Appoint a Director Management For For
2.16 Appoint a Director Management For For
3 Approve Payment of Bonuses to Directors and Management For For
Corporate Auditors
LUFKIN INDUSTRIES, INC.
SECURITY 549764108 MEETING TYPE Special
TICKER SYMBOL LUFK MEETING DATE 27-Jun-2013
ISIN US5497641085 AGENDA 933842812 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
----- ---------------------------------------------------------------- ----------- --------- -----------
1. TO APPROVE THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED AS OF APRIL 5, 2013, BY
AND AMONG GENERAL ELECTRIC
COMPANY, RED ACQUISITION, INC., AND
LUFKIN INDUSTRIES, INC., AS SUCH
AGREEMENT MAY BE AMENDED FROM TIME TO TIME
2. TO ADJOURN THE SPECIAL MEETING, IF Management For For
NECESSARY, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE MEETING TO
APPROVE THE MERGER AGREEMENT
3. TO APPROVE, ON A NON-BINDING, Management For For
ADVISORY BASIS, THE COMPENSATION
THAT MAY BE PAID OR BECOME PAYABLE
TO LUFKIN INDUSTRIES, INC.'S NAMED
EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant The Gabelli Utilities Fund
By (Signature and Title)* /s/ Bruce N. Alpert
--------------------------------------------
Bruce N. Alpert, Principal Executive Officer
Date 8/6/13
* Print the name and title of each signing officer under his or her
signature.