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: 811-21680
VIRTUS TOTAL RETURN FUND
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(exact name of registrant as specified in charter)
101 Munson Street, Greenfield, MA 01301
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(Address of principal executive offices)
William Renahan, Esq., Virtus Investment Partners, Inc.
100 Pearl Street, Hartford, CT 06103
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(Name and Address of agent for service)
Registrant's telephone number, including area code: 800-243-1574
Date of Fiscal Year End: 12/31
Date of Reporting Period: 07/01/2012 - 06/30/2013
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-21680
Reporting Period: 07/01/2012 - 06/30/2013
Virtus Total Return Fund
=========================== Virtus Total Return Fund ===========================
ABERTIS INFRAESTRUCTURAS S.A
Ticker: ABE Security ID: E0003D111
Meeting Date: MAR 20, 2013 Meeting Type: Annual
Record Date: MAR 13, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Consolidated and Standalone For For Management
Financial Statements
2 Approve Allocation of Income and For For Management
Dividends
3 Approve Discharge of Board For For Management
4 Authorize Increase in Capital Charged For For Management
to Reserves for Bonus Issue
5 Amend Articles Re: Board Composition, For For Management
Convening Board Meeting and Quorum
6 Receive Amendments to Board of None None Management
Directors' Regulations
7.1 Ratify Appointment of and Elect Pablis For Against Management
SL as Director
7.2 Ratify Appointment of and Elect Carlos For Against Management
Colomer Casellas as Director
7.3 Ratify Appointment of and Elect For Against Management
Obrascon Huarte Lain SA as Director
7.4 Ratify Appointment of and Elect OHL For Against Management
Concesiones SAU as Director
7.5 Ratify Appointment of and Elect OHL For Against Management
Emisiones SAU as Director
7.6 Reelect Salvador Alemany Mas as For Against Management
Director
7.7 Reelect Isidro Faine Casas as Director For Against Management
7.8 Reelect Marcelino Armenter Vidal as For Against Management
Director
7.9 Elect Director For Against Management
7.10 Elect Director For Against Management
8 Approve Stock-for-Salary For For Management
9 Advisory Vote on Remuneration Policy For Against Management
Report
10 Authorize Board to Ratify and Execute For For Management
Approved Resolutions
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ALLETE, INC.
Ticker: ALE Security ID: 018522300
Meeting Date: MAY 14, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kathryn W. Dindo For For Management
1.2 Elect Director Heidi J. Eddins For For Management
1.3 Elect Director Sidney W. Emery, Jr. For For Management
1.4 Elect Director George G. Goldfarb For For Management
1.5 Elect Director James S. Haines, Jr. For For Management
1.6 Elect Director Alan R. Hodnik For For Management
1.7 Elect Director James J. Hoolihan For For Management
1.8 Elect Director Madeleine W. Ludlow For For Management
1.9 Elect Director Douglas C. Neve For For Management
1.10 Elect Director Leonard C. Rodman For For Management
1.11 Elect Director Bruce W. Stender For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Amend Non-Employee Director Restricted For For Management
Stock Plan
4 Ratify Auditors For For Management
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AMERICAN TOWER CORPORATION
Ticker: AMT Security ID: 03027X100
Meeting Date: MAY 21, 2013 Meeting Type: Annual
Record Date: MAR 26, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Raymond P. Dolan For For Management
1b Elect Director Ronald M. Dykes For For Management
1c Elect Director Carolyn F. Katz For For Management
1d Elect Director Gustavo Lara Cantu For For Management
1e Elect Director JoAnn A. Reed For For Management
1f Elect Director Pamela D.A. Reeve For For Management
1g Elect Director David E. Sharbutt For For Management
1h Elect Director James D. Taiclet, Jr. For For Management
1i Elect Director Samme L. Thompson For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Right to Call Special Meeting For For Management
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APA GROUP
Ticker: APA Security ID: Q0437B100
Meeting Date: OCT 25, 2012 Meeting Type: Annual
Record Date: OCT 23, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Leonard Bleasel as Director For For Management
2 Elect Russell Higgins as Director For For Management
3 Approve the Amendments to the For For Management
Company's Constitution
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AT&T INC.
Ticker: T Security ID: 00206R102
Meeting Date: APR 26, 2013 Meeting Type: Annual
Record Date: FEB 27, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Randall L. Stephenson For For Management
1.2 Elect Director Gilbert F. Amelio For For Management
1.3 Elect Director Reuben V. Anderson For For Management
1.4 Elect Director James H. Blanchard For For Management
1.5 Elect Director Jaime Chico Pardo For For Management
1.6 Elect Director Scott T. Ford For For Management
1.7 Elect Director James P. Kelly For For Management
1.8 Elect Director Jon C. Madonna For For Management
1.9 Elect Director Michael B. McCallister For For Management
1.10 Elect Director John B. McCoy For For Management
1.11 Elect Director Joyce M. Roche For For Management
1.12 Elect Director Matthew K. Rose For For Management
1.13 Elect Director Laura D'Andrea Tyson For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Stock Purchase and Deferral Plan For For Management
5 Report on Political Contributions Against Against Shareholder
6 Report on Reducing Lead Battery Health Against Against Shareholder
Hazards
7 Submit Severance Agreement Against Against Shareholder
(Change-in-Control) to Shareholder Vote
8 Require Independent Board Chairman Against Against Shareholder
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ATLANTIA SPA
Ticker: ATL Security ID: T05404107
Meeting Date: APR 30, 2013 Meeting Type: Annual/Special
Record Date: APR 19, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements, For For Management
Statutory Reports, and Allocation of
Income
2 Authorize Share Repurchase Program and For Against Management
Reissuance of Repurchased Shares
3.1 Slate 1 Submitted by Sintonia SpA None Did Not Vote Shareholder
3.2 Slate 2 Submitted by Institutional None For Shareholder
Investors
4 Approve Remuneration Report For Against Management
5 Amend Equity Compensation Plans For Against Management
1 Approve Merger by Incorporation of For Against Management
Gemina SpA
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AUCKLAND INTERNATIONAL AIRPORT LTD.
Ticker: AIA Security ID: Q06213104
Meeting Date: OCT 24, 2012 Meeting Type: Annual
Record Date: OCT 22, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Justine Smyth as a Director For For Management
2 Elect John Brabazon as a Director For For Management
3 Elect Richard Didsbury as a Director For For Management
4 Approve the Increase in Maximum For For Management
Aggregate Fee Pool of Directors
5 Authorize Board to Fix Remuneration of For For Management
the Auditors
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BCE INC.
Ticker: BCE Security ID: 05534B760
Meeting Date: MAY 09, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barry K. Allen For For Management
1.2 Elect Director Andre Berard For For Management
1.3 Elect Director Ronald A. Brenneman For For Management
1.4 Elect Director Sophie Brochu For For Management
1.5 Elect Director Robert E. Brown For For Management
1.6 Elect Director George A. Cope For For Management
1.7 Elect Director David F. Denison For For Management
1.8 Elect Director Anthony S. Fell For For Management
1.9 Elect Director Edward C. Lumley For For Management
1.10 Elect Director Thomas C. O'Neill For For Management
1.11 Elect Director James Prentice For For Management
1.12 Elect Director Robert C. Simmonds For For Management
1.13 Elect Director Carole Taylor For For Management
1.14 Elect Director Paul R. Weiss For For Management
2 Ratify Deloitte LLP as Auditors For For Management
3 Advisory Vote on Executive For For Management
Compensation Approach
4.1 SP 1: Adopt a Policy Stipulating an Against Against Shareholder
Internal Pay Ratio
4.2 SP 2: Critical Mass of Qualified Women Against Against Shareholder
on Board of Directors
4.3 SP 3: Company Response to Advisory Say Against Against Shareholder
on Pay Result
4.4 SP 4: Establish a Separate Risk Against Against Shareholder
Management Committee
4.5 SP 5: Diversity Policy and Endorsement Against Against Shareholder
of UN?s Women?s Empowerment Principles
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BT GROUP PLC
Ticker: BT.A Security ID: G16612106
Meeting Date: JUL 11, 2012 Meeting Type: Annual
Record Date: JUL 09, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Approve Final Dividend For For Management
4 Re-elect Sir Michael Rake as Director For For Management
5 Re-elect Ian Livingston as Director For For Management
6 Re-elect Tony Chanmugam as Director For For Management
7 Re-elect Gavin Patterson as Director For For Management
8 Re-elect Tony Ball as Director For For Management
9 Re-elect Patricia Hewitt as Director For For Management
10 Re-elect Phil Hodkinson as Director For For Management
11 Re-elect Nick Rose as Director For For Management
12 Re-elect Jasmine Whitbread as Director For For Management
13 Elect Karen Richardson as Director For For Management
14 Reappoint PricewaterhouseCoopers LLP For For Management
as Auditors
15 Authorise Board to Fix Remuneration of For For Management
Auditors
16 Authorise Issue of Equity with For For Management
Pre-emptive Rights
17 Authorise Issue of Equity without For For Management
Pre-emptive Rights
18 Authorise Market Purchase of Ordinary For For Management
Shares
19 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
20 Approve EU Political Donations and For For Management
Expenditure
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CENTERPOINT ENERGY, INC.
Ticker: CNP Security ID: 15189T107
Meeting Date: APR 25, 2013 Meeting Type: Annual
Record Date: FEB 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Milton Carroll For For Management
1b Elect Director Michael P. Johnson For For Management
1c Elect Director Janiece M. Longoria For For Management
1d Elect Director David M. McClanahan For For Management
1e Elect Director Susan O. Rheney For For Management
1f Elect Director R. A. Walker For For Management
1g Elect Director Peter S. Wareing For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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CENTRICA PLC
Ticker: CNA Security ID: G2018Z143
Meeting Date: MAY 13, 2013 Meeting Type: Annual
Record Date: MAY 09, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Approve Final Dividend For For Management
4 Re-elect Sir Roger Carr as Director For For Management
5 Re-elect Sam Laidlaw as Director For For Management
6 Re-elect Phil Bentley as Director For For Management
7 Re-elect Margherita Della Valle as For For Management
Director
8 Re-elect Mary Francis as Director For For Management
9 Re-elect Mark Hanafin as Director For For Management
10 Re-elect Lesley Knox as Director For For Management
11 Re-elect Nick Luff as Director For For Management
12 Re-elect Ian Meakins as Director For For Management
13 Re-elect Paul Rayner as Director For For Management
14 Re-elect Chris Weston as Director For For Management
15 Reappoint PricewaterhouseCoopers LLP For For Management
as Auditors
16 Authorise Board to Fix Remuneration of For For Management
Auditors
17 Authorise EU Political Donations and For For Management
Expenditure
18 Authorise Issue of Equity with For For Management
Pre-emptive Rights
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights
20 Authorise Market Purchase of Ordinary For For Management
Shares
21 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
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CMS ENERGY CORPORATION
Ticker: CMS Security ID: 125896100
Meeting Date: MAY 17, 2013 Meeting Type: Annual
Record Date: MAR 22, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jon E. Barfield For For Management
1.2 Elect Director Stephen E. Ewing For For Management
1.3 Elect Director Richard M. Gabrys For For Management
1.4 Elect Director William D. Harvey For For Management
1.5 Elect Director David W. Joos For For Management
1.6 Elect Director Philip R. Lochner, Jr. For For Management
1.7 Elect Director Michael T. Monahan For For Management
1.8 Elect Director John G. Russell For For Management
1.9 Elect Director Kenneth L. Way For For Management
1.10 Elect Director Laura H. Wright For For Management
1.11 Elect Director John B. Yasinsky For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
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CONSOLIDATED EDISON, INC.
Ticker: ED Security ID: 209115104
Meeting Date: MAY 20, 2013 Meeting Type: Annual
Record Date: MAR 22, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kevin Burke For For Management
1.2 Elect Director Vincent A. Calarco For For Management
1.3 Elect Director George Campbell, Jr. For For Management
1.4 Elect Director Gordon J. Davis For For Management
1.5 Elect Director Michael J. Del Giudice For For Management
1.6 Elect Director Ellen V. Futter For For Management
1.7 Elect Director John F. Hennessy, III For For Management
1.8 Elect Director John F. Killian For For Management
1.9 Elect Director Eugene R. McGrath For For Management
1.10 Elect Director Sally H. Pinero For For Management
1.11 Elect Director Michael W. Ranger For For Management
1.12 Elect Director L. Frederick Sutherland For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Cease CEO Compensation Benchmarking Against Against Shareholder
Policy
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CROWN CASTLE INTERNATIONAL CORP.
Ticker: CCI Security ID: 228227104
Meeting Date: MAY 23, 2013 Meeting Type: Annual
Record Date: MAR 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Edward C. Hutcheson, Jr. For For Management
1b Elect Director J. Landis Martin For For Management
1c Elect Director W. Benjamin Moreland For For Management
2 Ratify Auditors For For Management
3 Approve Omnibus Stock Plan For For Management
4 Declassify the Board of Directors For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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DOMINION RESOURCES, INC.
Ticker: D Security ID: 25746U109
Meeting Date: MAY 03, 2013 Meeting Type: Annual
Record Date: FEB 28, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William P. Barr For For Management
1.2 Elect Director Peter W. Brown For For Management
1.3 Elect Director Helen E. Dragas For For Management
1.4 Elect Director James O. Ellis, Jr. For For Management
1.5 Elect Director Thomas F. Farrell, II For For Management
1.6 Elect Director John W. Harris For For Management
1.7 Elect Director Robert S. Jepson, Jr. For For Management
1.8 Elect Director Mark J. Kington For For Management
1.9 Elect Director Pamela J. Royal For For Management
1.10 Elect Director Robert H. Spilman, Jr. For For Management
1.11 Elect Director Michael E. Szymanczyk For For Management
1.12 Elect Director David A. Wollard For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Provide Right to Call Special Meeting For For Management
5 Report on Coal Use from Mountaintop Against Against Shareholder
Removal Mining
6 Include Sustainability as a Against Against Shareholder
Performance Measure for Senior
Executive Compensation
7 Minimize Pool Storage of Spent Nuclear Against Against Shareholder
Fuel
8 Report on Financial Risks of Climate Against Against Shareholder
Change
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DTE ENERGY COMPANY
Ticker: DTE Security ID: 233331107
Meeting Date: MAY 02, 2013 Meeting Type: Annual
Record Date: MAR 07, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gerard M. Anderson For For Management
1.2 Elect Director David A. Brandon For For Management
1.3 Elect Director Charles G. McClure, Jr. For For Management
1.4 Elect Director Gail J. McGovern For For Management
1.5 Elect Director James B. Nicholson For For Management
1.6 Elect Director Charles W. Pryor, Jr. For For Management
1.7 Elect Director Ruth G. Shaw For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Political Contributions Against For Shareholder
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E.ON SE
Ticker: EOAN Security ID: D24914133
Meeting Date: MAY 03, 2013 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports for Fiscal 2012
(Non-Voting)
2 Approve Allocation of Income and For For Management
Dividends of EUR 1.10 per Share
3 Approve Discharge of Management Board For For Management
for Fiscal 2012
4 Approve Discharge of Supervisory Board For For Management
for Fiscal 2012
5a Ratify PricewaterhouseCoopers as For For Management
Auditors for Fiscal 2013
5b Ratify PricewaterhouseCoopers as For For Management
Auditors for the Inspection of the
Abbreviated Financial Statements for
the First Half of Fiscal 2013
6a Elect Denise Kingsmill to the For For Management
Supervisory Board
6b Elect Ulrich Lehner to the Supervisory For Against Management
Board
6c Elect Rene Obermann to the Supervisory For For Management
Board
6d Elect Karen de Segundo to the For For Management
Supervisory Board
6e Elect Theo Siegert to the Supervisory For For Management
Board
6f Elect Werner Wenning to the For For Management
Supervisory Board
7 Approve Remuneration System for For For Management
Management Board Members
8 Approve Remuneration of Supervisory For For Management
Board
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ENBRIDGE INC.
Ticker: ENB Security ID: 29250N105
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 14, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David A. Arledge For For Management
1.2 Elect Director James J. Blanchard For For Management
1.3 Elect Director J. Lorne Braithwaite For For Management
1.4 Elect Director J. Herb England For For Management
1.5 Elect Director Charles W. Fischer For For Management
1.6 Elect Director V. Maureen Kempston For For Management
Darkes
1.7 Elect Director David A. Leslie For For Management
1.8 Elect Director Al Monaco For For Management
1.9 Elect Director George K. Petty For For Management
1.10 Elect Director Charles E. Shultz For For Management
1.11 Elect Director Dan C. Tutcher For For Management
1.12 Elect Director Catherine L. Williams For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote on Executive For For Management
Compensation Approach
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EUTELSAT COMMUNICATIONS
Ticker: ETL Security ID: F3692M128
Meeting Date: NOV 08, 2012 Meeting Type: Annual/Special
Record Date: NOV 02, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements and For For Management
Statutory Reports
2 Approve Consolidated Financial For For Management
Statements and Statutory Reports
3 Approve Auditors' Special Report on For For Management
Related-Party Transactions
4 Approve Allocation of Income and For For Management
Dividends of EUR 1 per Share
5 Subject to Approval of Item 17, For For Management
Reelect Jean-Martin Folz as Director
6 Subject to Approval of Item 17, For For Management
Reelect Bertrand Mabille as Director
7 Subject to Approval of Item 17, For For Management
Reelect Fonds Strategique d
Investissement as Director
8 Subject to Approval of Item 17, For For Management
Reelect Olivier Rozenfeld as Director
9 Subject to Approval of Item 17, For For Management
Reelect Jean-Paul Brillaud as Director
10 Reelect Lord John Birt as Director For For Management
11 Subject to Approval of Item 17, For For Management
Reelect Michel de Rosen as Director
12 Subject to Approval of Item 17, For For Management
Reelect Carole Piwnica as Director
13 Subject to Approval of Item 17, Elect For For Management
Meriem Bensalah Chaqroun as Director
14 Subject to Approval of Item 17, Elect For For Management
Elisabetta Oliveri as Director
15 Authorize Repurchase of Up to 10 For Against Management
Percent of Issued Share Capital
16 Approve Reduction in Share Capital via For For Management
Cancellation of Repurchased Shares
17 Amend Article15 of Bylaws Re: For For Management
Directors' Length of Mandates
18 Amend Article 21 of Bylaws Re: Proxy For For Management
Voting
19 Remove Articles 28 and 29 of Bylaws For For Management
Re: Filing of Required Documents/Other
Formalities; Signatories
20 Authorize Filing of Required For For Management
Documents/Other Formalities
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FERROVIAL SA
Ticker: FER Security ID: E49512119
Meeting Date: MAR 21, 2013 Meeting Type: Annual
Record Date: MAR 14, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Consolidated and Standalone For For Management
Financial Statements
2.1 Approve Allocation of Income For For Management
2.2 Approve Dividends For For Management
3 Approve Discharge of Board For For Management
4 Renew Appointment of Deloitte as For For Management
Auditor
5.1 Reelect Rafael del Pino y Calvo-Sotelo For Against Management
as Director
5.2 Reelect Santiago Bergareche Busquet as For Against Management
Director
5.3 Reelect Joaquin Ayuso Garcia as For Against Management
Director
5.4 Reelect Inigo Meiras Amusco as Director For For Management
5.5 Reelect Jaime Carvajal Urquijo as For Against Management
Director
5.6 Reelect Portman Baela SL as Director For Against Management
5.7 Reelect Juan Arena de la Mora as For Against Management
Director
5.8 Reelect Gabriele Burgio as Director For For Management
5.9 Reelect Maria del Pino y Calvo-Sotelo For Against Management
as Director
5.10 Reelect Santiago Fernandez Valbuenaas For For Management
Director
5.11 Reelect Jose Fernando Sanchez-Junco For For Management
Mans as Director
5.12 Reelect Karlovy SL as Director For Against Management
6.1 Approve 2013-2015 Restricted Stock For Against Management
Plan for Executive Directors
6.2 Approve 2013-2015 Restricted Stock For Against Management
Plan for Senior Management
7 Authorize Share Repurchase Program For For Management
8 Authorize Board to Ratify and Execute For For Management
Approved Resolutions
9 Advisory Vote on Remuneration Policy For Against Management
Report
10 Receive Amendments to Board of None None Management
Directors' Regulations
11 Information on Issuance of Convertible None None Management
Securities as Agreed at EGM on Oct.
22, 2009
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FIRSTENERGY CORP.
Ticker: FE Security ID: 337932107
Meeting Date: MAY 21, 2013 Meeting Type: Annual
Record Date: MAR 22, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Paul T. Addison For For Management
1.2 Elect Director Anthony J. Alexander For For Management
1.3 Elect Director Michael J. Anderson For For Management
1.4 Elect Director Carol A. Cartwright For For Management
1.5 Elect Director William T. Cottle For For Management
1.6 Elect Director Robert B. Heisler, Jr. For For Management
1.7 Elect Director Julia L. Johnson For For Management
1.8 Elect Director Ted J. Kleisner For For Management
1.9 Elect Director Donald T. Misheff For For Management
1.10 Elect Director Ernest J. Novak, Jr. For For Management
1.11 Elect Director Christopher D. Pappas For For Management
1.12 Elect Director Catherine A. Rein For For Management
1.13 Elect Director George M. Smart For For Management
1.14 Elect Director Wes M. Taylor For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Reduce Supermajority Vote Requirement For For Management
5 Cease CEO Compensation Benchmarking Against Against Shareholder
Policy
6 Submit SERP to Shareholder Vote Against Against Shareholder
7 Stock Retention/Holding Period Against Against Shareholder
8 Require a Majority Vote for the Against Against Shareholder
Election of Directors
9 Provide Right to Act by Written Consent Against Against Shareholder
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FLUGHAFEN ZUERICH AG
Ticker: FHZN Security ID: H26552101
Meeting Date: APR 18, 2013 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports (Non-Voting)
2 Receive Auditor's Report (Non-Voting) None None Management
3.1 Accept Financial Statements and For For Management
Statutory Reports
3.2 Approve Remuneration Report For Against Management
4 Approve Discharge of Board and Senior For For Management
Management
5 Approve Allocation of Income and For For Management
Dividends of CHF 9.50 per Share
6.1 Reelect Martin Candrian as Director For For Management
6.2 Reelect Corine Mauch as Director For Against Management
6.3 Reelect Kaspar Schiller as Director For For Management
6.4 Reelect Andreas Schmid as Director For Against Management
6.5 Reelect Ulrik Svensson as Director For For Management
7 Ratify KPMG AG as Auditors For For Management
8 Transact Other Business (Non-Voting) None None Management
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FRAPORT AG FRANKFURT AIRPORT SERVICES WORLDWIDE
Ticker: FRA Security ID: D3856U108
Meeting Date: MAY 31, 2013 Meeting Type: Annual
Record Date: MAY 09, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports for Fiscal 2012
(Non-Voting)
2 Approve Allocation of Income and For For Management
Dividends of EUR 1.25 per Share
3 Approve Discharge of Management Board For For Management
for Fiscal 2012
4 Approve Discharge of Supervisory Board For For Management
for Fiscal 2012
5 Ratify PricewaterhouseCoopers as For For Management
Auditors for Fiscal 2013
6.1 Elect Uwe Becker to the Supervisory For Against Management
Board
6.2 Elect Kathrin Dahnke to the For For Management
Supervisory Board
6.3 Elect Peter Feldmann to the For Against Management
Supervisory Board
6.4 Elect Margarete Haase to the For For Management
Supervisory Board
6.5 Elect Joerg-Uwe Hahn to the For Against Management
Supervisory Board
6.6 Elect Lothar Klemm to the Supervisory For For Management
Board
6.7 Elect Stefan Lauer to the Supervisory For Against Management
Board
6.8 Elect Michael Odenwald to the For Against Management
Supervisory Board
6.9 Elect Karlheinz Weimar to the For For Management
Supervisory Board
6.10 Elect Katja Windt to the Supervisory For For Management
Board
7 Approve Creation of EUR 3.5 Million For For Management
Pool of Capital without Preemptive
Rights
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KINDER MORGAN, INC.
Ticker: KMI Security ID: 49456B101
Meeting Date: MAY 07, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard D. Kinder For For Management
1.2 Elect Director C. Park Shaper For For Management
1.3 Elect Director Steven J. Kean For For Management
1.4 Elect Director Anthony W. Hall, Jr. For For Management
1.5 Elect Director Deborah A. Macdonald For For Management
1.6 Elect Director Michael Miller For For Management
1.7 Elect Director Michael C. Morgan For For Management
1.8 Elect Director Fayez Sarofim For For Management
1.9 Elect Director Joel V. Staff For For Management
1.10 Elect Director John Stokes For For Management
1.11 Elect Director Robert F. Vagt For For Management
2 Ratify Auditors For For Management
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KONINKLIJKE VOPAK NV
Ticker: VPK Security ID: N5075T159
Meeting Date: APR 24, 2013 Meeting Type: Annual
Record Date: MAR 27, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Open Meeting None None Management
2 Receive Report of Management Board None None Management
(Non-Voting)
3 Adopt Financial Statements and For For Management
Statutory Reports
4 Receive Explanation on Company's None None Management
Reserves and Dividend Policy
5 Approve Dividends of EUR 0.88 Per Share For For Management
6 Approve Discharge of Management Board For For Management
7 Approve Discharge of Supervisory Board For For Management
8 Reelect R.G.M. Zwitserloot to For For Management
Supervisory Board
9 Approve Amendments to Remuneration For For Management
Policy for Management Board Members
10 Approve Remuneration of Supervisory For For Management
Board
11 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
12 Ratify PricewaterhouseCoopers For For Management
Accountants N.V. as Auditors
13 Other Business (Non-Voting) None None Management
14 Close Meeting None None Management
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NATIONAL GRID PLC
Ticker: NG. Security ID: G6375K151
Meeting Date: JUL 30, 2012 Meeting Type: Annual
Record Date: JUL 28, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Elect Sir Peter Gershon as Director For For Management
4 Re-elect Steve Holliday as Director For For Management
5 Re-elect Andrew Bonfield as Director For For Management
6 Re-elect Tom King as Director For For Management
7 Re-elect Nick Winser as Director For For Management
8 Re-elect Ken Harvey as Director For For Management
9 Re-elect Linda Adamany as Director For For Management
10 Re-elect Philip Aiken as Director For For Management
11 Elect Nora Brownell as Director For For Management
12 Elect Paul Golby as Director For For Management
13 Elect Ruth Kelly as Director For For Management
14 Re-elect Maria Richter as Director For For Management
15 Re-elect George Rose as Director For For Management
16 Reappoint PricewaterhouseCoopers LLP For For Management
as Auditors
17 Authorise Board to Fix Remuneration of For For Management
Auditors
18 Approve Remuneration Report For For Management
19 Authorise Issue of Equity with For For Management
Pre-emptive Rights
20 Authorise Issue of Equity without For For Management
Pre-emptive Rights
21 Authorise Market Purchase of Ordinary For For Management
Shares
22 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
23 Amend Articles of Association For For Management
--------------------------------------------------------------------------------
NEXTERA ENERGY, INC.
Ticker: NEE Security ID: 65339F101
Meeting Date: MAY 23, 2013 Meeting Type: Annual
Record Date: MAR 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sherry S. Barrat For For Management
1b Elect Director Robert M. Beall, II For For Management
1c Elect Director James L. Camaren For For Management
1d Elect Director Kenneth B. Dunn For For Management
1e Elect Director Lewis Hay, III For For Management
1f Elect Director Toni Jennings For For Management
1g Elect Director James L. Robo For For Management
1h Elect Director Rudy E. Schupp For For Management
1i Elect Director John L. Skolds For For Management
1j Elect Director William H. Swanson For For Management
1k Elect Director Michael H. Thaman For For Management
1l Elect Director Hansel E. Tookes, II For For Management
2 Ratify Auditors For For Management
3 Approve Executive Incentive Bonus Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Minimize Pool Storage of Spent Nuclear Against Against Shareholder
Fuel
--------------------------------------------------------------------------------
NIPPON TELEGRAPH & TELEPHONE CORP.
Ticker: 9432 Security ID: 654624105
Meeting Date: JUN 25, 2013 Meeting Type: Annual
Record Date: MAR 28, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Allocation of Income, with a For For Management
Final Dividend of JPY 80
--------------------------------------------------------------------------------
NISOURCE INC.
Ticker: NI Security ID: 65473P105
Meeting Date: MAY 14, 2013 Meeting Type: Annual
Record Date: MAR 19, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard A. Abdoo For For Management
1.2 Elect Director Aristides S. Candris For For Management
1.3 Elect Director Sigmund L. Cornelius For For Management
1.4 Elect Director Michael E. Jesanis For For Management
1.5 Elect Director Marty R. Kittrell For For Management
1.6 Elect Director W. Lee Nutter For For Management
1.7 Elect Director Deborah S. Parker For For Management
1.8 Elect Director Robert C. Skaggs, Jr. For For Management
1.9 Elect Director Teresa A. Taylor For For Management
1.10 Elect Director Richard L. Thompson For For Management
1.11 Elect Director Carolyn Y. Woo For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Provide Right to Act by Written Consent Against For Shareholder
5 Adopt Compensation Benchmarking Policy Against Against Shareholder
--------------------------------------------------------------------------------
NORTHEAST UTILITIES
Ticker: NU Security ID: 664397106
Meeting Date: OCT 31, 2012 Meeting Type: Annual
Record Date: SEP 04, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard H. Booth For For Management
1.2 Elect Director John S. Clarkeson For For Management
1.3 Elect Director Cotton M. Cleveland For For Management
1.4 Elect Director Sanford Cloud, Jr. For For Management
1.5 Elect Director James S. DiStasio For For Management
1.6 Elect Director Francis A. Doyle For For Management
1.7 Elect Director Charles K. Gifford For For Management
1.8 Elect Director Paul A. La Camera For For Management
1.9 Elect Director Kenneth R. Leibler For For Management
1.10 Elect Director Thomas J. May For For Management
1.11 Elect Director Charles W. Shivery For For Management
1.12 Elect Director William C. Van Faasen For For Management
1.13 Elect Director Frederica M. Williams For For Management
1.14 Elect Director Dennis R. Wraase For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Amend Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
NORTHEAST UTILITIES
Ticker: NU Security ID: 664397106
Meeting Date: MAY 01, 2013 Meeting Type: Annual
Record Date: MAR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard H. Booth For For Management
1.2 Elect Director John S. Clarkeson For For Management
1.3 Elect Director Cotton M. Cleveland For For Management
1.4 Elect Director Sanford Cloud, Jr. For For Management
1.5 Elect Director James S. DiStasio For For Management
1.6 Elect Director Francis A. Doyle For For Management
1.7 Elect Director Charles K. Gifford For For Management
1.8 Elect Director Paul A. La Camera For For Management
1.9 Elect Director Kenneth R. Leibler For For Management
1.10 Elect Director Thomas J. May For For Management
1.11 Elect Director Charles W. Shivery For For Management
1.12 Elect Director William C. Van Faasen For For Management
1.13 Elect Director Frederica M. Williams For For Management
1.14 Elect Director Dennis R. Wraase For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
NORTHWEST NATURAL GAS COMPANY
Ticker: NWN Security ID: 667655104
Meeting Date: MAY 23, 2013 Meeting Type: Annual
Record Date: APR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Tod R. Hamachek For For Management
1.2 Elect Director Jane L. Peverett For For Management
1.3 Elect Director Kenneth Thrasher For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
NV ENERGY, INC.
Ticker: NVE Security ID: 67073Y106
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 11, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Joseph B. Anderson, Jr. For For Management
1b Elect Director Glenn C. Christenson For For Management
1c Elect Director Susan F. Clark For For Management
1d Elect Director Stephen E. Frank For For Management
1e Elect Director Brian J. Kennedy For For Management
1f Elect Director Maureen T. Mullarkey For For Management
1g Elect Director John F. O'Reilly For For Management
1h Elect Director Philip G. Satre For For Management
1i Elect Director Donald D. Snyder For For Management
1j Elect Director Michael W. Yackira For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
ONEOK, INC.
Ticker: OKE Security ID: 682680103
Meeting Date: MAY 22, 2013 Meeting Type: Annual
Record Date: MAR 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James C. Day For For Management
1.2 Elect Director Julie H. Edwards For For Management
1.3 Elect Director William L. Ford For For Management
1.4 Elect Director John W. Gibson For For Management
1.5 Elect Director Bert H. Mackie For For Management
1.6 Elect Director Steven J. Malcolm For For Management
1.7 Elect Director Jim W. Mogg For For Management
1.8 Elect Director Pattye L. Moore For For Management
1.9 Elect Director Gary D. Parker For For Management
1.10 Elect Director Eduardo A. Rodriguez For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Report on Methane Emissions Against Against Shareholder
--------------------------------------------------------------------------------
PINNACLE WEST CAPITAL CORPORATION
Ticker: PNW Security ID: 723484101
Meeting Date: MAY 15, 2013 Meeting Type: Annual
Record Date: MAR 12, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edward N. Basha, Jr. For For Management
1.2 Elect Director Donald E. Brandt For For Management
1.3 Elect Director Susan Clark-Johnson For For Management
1.4 Elect Director Denis A. Cortese For For Management
1.5 Elect Director Michael L. Gallagher For For Management
1.6 Elect Director Roy A. Herberger, Jr. For For Management
1.7 Elect Director Dale E. Klein For For Management
1.8 Elect Director Humberto S. Lopez For For Management
1.9 Elect Director Kathryn L. Munro For For Management
1.10 Elect Director Bruce J. Nordstrom For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
QUESTAR CORPORATION
Ticker: STR Security ID: 748356102
Meeting Date: MAY 10, 2013 Meeting Type: Annual
Record Date: MAR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Teresa Beck For For Management
1b Elect Director R. D. Cash For For Management
1c Elect Director Laurence M. Downes For For Management
1d Elect Director Christopher A. Helms For For Management
1e Elect Director Ronald W. Jibson For For Management
1f Elect Director Keith O. Rattie For For Management
1g Elect Director Harris H. Simmons For For Management
1h Elect Director Bruce A. Williamson For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
SEMPRA ENERGY
Ticker: SRE Security ID: 816851109
Meeting Date: MAY 09, 2013 Meeting Type: Annual
Record Date: MAR 12, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan L. Boeckmann For For Management
1.2 Elect Director James G. Brocksmith, Jr. For For Management
1.3 Elect Director William D. Jones For For Management
1.4 Elect Director William G. Ouchi For For Management
1.5 Elect Director Debra L. Reed For For Management
1.6 Elect Director William C. Rusnack For For Management
1.7 Elect Director William P. Rutledge For For Management
1.8 Elect Director Lynn Schenk For For Management
1.9 Elect Director Jack T. Taylor For For Management
1.10 Elect Director Luis M. Tellez For For Management
1.11 Elect Director James C. Yardley For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
5 Require Independent Board Chairman Against Against Shareholder
--------------------------------------------------------------------------------
SES SA
Ticker: SESG Security ID: L8300G135
Meeting Date: APR 04, 2013 Meeting Type: Annual
Record Date: MAR 21, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Attendance List, Quorum, and Adoption None None Management
of Agenda
2 Appoint One Secretary and Two Meeting None None Management
Scrutineers
3 Receive Board's 2012 Activities Report None None Management
4 Receive Explanations on Main None None Management
Developments during 2012 and
Perspectives
5 Receive Information on 2012 Financial None None Management
Results
6 Receive Auditor's Report None None Management
7 Accept Consolidated and Individual For For Management
Financial Statements
8 Approve Allocation of Income and For For Management
Dividends of EUR 0.97 per Class A Share
9 Approve Standard Accounting Transfers For For Management
10 Approve Discharge of Directors For For Management
11 Approve Discharge of Auditors For For Management
12 Appoint PricewaterhouseCoopers as For For Management
Auditor
13 Approve Share Repurchase For For Management
14.1 Elect Romain Bausch as Director For For Management
14.2 Reelect Jacques Espinasse as Director For For Management
14.3 Elect Tesga Gebreyes as Director For For Management
14.4 Reelect Francois Tesch as Director For Against Management
14.5 Elect Marc Colas as Director For For Management
14.6 Reelect Jean-Claude Finck as Director For For Management
15 Approve Remuneration of Directors For For Management
16 Transact Other Business (Non-Voting) None None Management
--------------------------------------------------------------------------------
SEVERN TRENT PLC
Ticker: SVT Security ID: G8056D159
Meeting Date: JUL 18, 2012 Meeting Type: Annual
Record Date: JUL 16, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Approve Remuneration Report For For Management
4 Re-elect Tony Ballance as Director For For Management
5 Re-elect Bernard Bulkin as Director For For Management
6 Re-elect Richard Davey as Director For For Management
7 Re-elect Andrew Duff as Director For For Management
8 Re-elect Gordon Fryett as Director For For Management
9 Re-elect Martin Kane as Director For For Management
10 Re-elect Martin Lamb as Director For For Management
11 Re-elect Michael McKeon as Director For For Management
12 Re-elect Baroness Noakes as Director For For Management
13 Re-elect Andy Smith as Director For For Management
14 Re-elect Tony Wray as Director For For Management
15 Reappoint Deloitte LLP as Auditors For For Management
16 Authorise Board to Fix Remuneration of For For Management
Auditors
17 Authorise EU Political Donations and For For Management
Expenditure
18 Authorise Issue of Equity with For For Management
Pre-emptive Rights
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights
20 Authorise Market Purchase of Ordinary For For Management
Shares
21 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
22 Approve Special Dividend For For Management
23 Approve Share Incentive Plan For For Management
--------------------------------------------------------------------------------
SINGAPORE TELECOMMUNICATIONS LTD.
Ticker: Z74 Security ID: Y79985209
Meeting Date: JUL 27, 2012 Meeting Type: Special
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Authorize Share Repurchase Program For For Management
2 Adopt SingTel Performance Share Plan For For Management
2012
3 Approve Participation by Chua Sock For For Management
Koong in the SingTel Performance Share
Plan
--------------------------------------------------------------------------------
SINGAPORE TELECOMMUNICATIONS LTD.
Ticker: Z74 Security ID: Y79985209
Meeting Date: JUL 27, 2012 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Adopt Financial Statements and For For Management
Directors' and Auditors' Reports
2 Declare Final Dividend of SGD 0.09 Per For For Management
Share
3 Reelect Chua Sock Koong as Director For For Management
4 Reelect Fang Ai Lian as Director For For Management
5 Reelect Kaikhushru Shiavax Nargolwala For For Management
as Director
6 Reelect Ong Peng Tsin as Director For For Management
7 Reelect Bobby Chin Yoke Choong as For For Management
Director
8 Approve Directors' Fees for the Year For For Management
Ending March 31, 2013
9 Reappoint Auditors and Authorize Board For For Management
to Fix Their Remuneration
10 Approve Issuance of Equity or For For Management
Equity-Linked Securities with or
without Preemptive Rights
11 Approve Issuance of Shares and Grant For For Management
of Awards Pursuant to the SingTel
Performance Share Plan
--------------------------------------------------------------------------------
SP AUSNET
Ticker: SPN Security ID: Q8604X102
Meeting Date: JUL 19, 2012 Meeting Type: Annual
Record Date: JUL 17, 2012
# Proposal Mgt Rec Vote Cast Sponsor
2a Elect Eric Gwee Teck Hai as a Director For For Management
2b Elect Antonio Mario Iannello as a For For Management
Director
2c Elect Ho Tian Yee as a Director For Against Management
3 Approve the Adoption of the For For Management
Remuneration Report
4 Approve the Amendments to the For For Management
Company's Constitution
5 Approve the Increase in Aggregate For For Management
Remuneration of Non-Executive
Directors from A$1.5 Million to A$2
Million Per Annum
6 Approve the Issuance of Stapled For For Management
Securities for Singapore Law Purposes
- Companies and Trust
--------------------------------------------------------------------------------
SPECTRA ENERGY CORP
Ticker: SE Security ID: 847560109
Meeting Date: APR 30, 2013 Meeting Type: Annual
Record Date: MAR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director William T. Esrey For For Management
1b Elect Director Gregory L. Ebel For For Management
1c Elect Director Austin A. Adams For For Management
1d Elect Director Joseph Alvarado For For Management
1e Elect Director Pamela L. Carter For For Management
1f Elect Director F. Anthony Comper For For Management
1g Elect Director Peter B. Hamilton For For Management
1h Elect Director Dennis R. Hendrix For For Management
1i Elect Director Michael McShane For For Management
1j Elect Director Michael G. Morris For For Management
1k Elect Director Michael E.J. Phelps For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Lobbying Payments and Policy Against Against Shareholder
5 Report on Methane Emissions Against Against Shareholder
--------------------------------------------------------------------------------
SYDNEY AIRPORT
Ticker: SYD Security ID: Q8808P103
Meeting Date: MAY 16, 2013 Meeting Type: Annual/Special
Record Date: MAY 14, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Michael Lee as a Director For For Management
2 Elect John Roberts as a Director For Against Management
--------------------------------------------------------------------------------
TELUS CORPORATION
Ticker: T Security ID: 87971M103
Meeting Date: OCT 17, 2012 Meeting Type: Proxy Contest
Record Date: SEP 04, 2012
# Proposal Mgt Rec Vote Cast Sponsor
Management Proxy (White Card) None
1 Approve Plan of Arrangement: Eliminate For For Management
Dual Class Share Structure
# Proposal Diss Rec Vote Cast Sponsor
Dissident Proxy (Blue Card) None
1 Approve Plan of Arrangement: Eliminate Against Did Not Vote Management
Dual Class Share Structure
--------------------------------------------------------------------------------
TELUS CORPORATION
Ticker: T Security ID: 87971M103
Meeting Date: MAY 09, 2013 Meeting Type: Annual/Special
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director R. H. (Dick) Auchinleck For For Management
1.2 Elect Director A. Charles Baillie For For Management
1.3 Elect Director Micheline Bouchard For For Management
1.4 Elect Director R. John Butler For For Management
1.5 Elect Director Brian A. Canfield For For Management
1.6 Elect Director Stockwell Day For For Management
1.7 Elect Director Darren Entwistle For For Management
1.8 Elect Director Ruston (Rusty) E.T. For For Management
Goepel
1.9 Elect Director John S. Lacey For For Management
1.10 Elect Director William (Bill) A. For For Management
MacKinnon
1.11 Elect Director John Manley For For Management
1.12 Elect Director Donald Woodley For For Management
2 Approve Deloitte LLP as Auditors and For For Management
Authorize Board to Fix Their
Remuneration
3 Advisory Vote on Executive For For Management
Compensation Approach
4a Amend Articles: Eliminate Non-Voting For For Management
Shares and Increase Authorized Common
Stock
4b Amend Articles For For Management
5 Approve Shareholder Rights Plan For For Management
--------------------------------------------------------------------------------
TERNA SPA
Ticker: TRN Security ID: T9471R100
Meeting Date: MAY 14, 2013 Meeting Type: Annual/Special
Record Date: MAY 03, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Allocation of Income For For Management
3 Approve Remuneration Report For For Management
1 Amend Company Bylaws Re: Articles 9 For For Management
and 14.3
--------------------------------------------------------------------------------
THE WILLIAMS COMPANIES, INC.
Ticker: WMB Security ID: 969457100
Meeting Date: MAY 16, 2013 Meeting Type: Annual
Record Date: MAR 25, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan S. Armstrong For For Management
1.2 Elect Director Joseph R. Cleveland For For Management
1.3 Elect Director Kathleen B. Cooper For For Management
1.4 Elect Director John A. Hagg For For Management
1.5 Elect Director Juanita H. Hinshaw For For Management
1.6 Elect Director Ralph Izzo For For Management
1.7 Elect Director Frank T. MacInnis For For Management
1.8 Elect Director Steven W. Nance For For Management
1.9 Elect Director Murray D. Smith For For Management
1.10 Elect Director Janice D. Stoney For For Management
1.11 Elect Director Laura A. Sugg For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
TRANSCANADA CORPORATION
Ticker: TRP Security ID: 89353D107
Meeting Date: APR 26, 2013 Meeting Type: Annual/Special
Record Date: FEB 26, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kevin E. Benson For For Management
1.2 Elect Director Derek H. Burney For For Management
1.3 Elect Director Paule Gauthier For For Management
1.4 Elect Director Russell K. Girling For For Management
1.5 Elect Director S. Barry Jackson For For Management
1.6 Elect Director Paul L. Joskow For For Management
1.7 Elect Director Paula Rosput Reynolds For For Management
1.8 Elect Director Mary Pat Salomone For For Management
1.9 Elect Director W. Thomas Stephens For For Management
1.10 Elect Director D. Michael G. Stewart For For Management
1.11 Elect Director Richard E. Waugh For For Management
2 Approve KPMG LLP as Auditors and For For Management
Authorize Board to Fix Their
Remuneration
3 Amend Stock Option Plan For For Management
4 Approve Shareholder Rights Plan For For Management
5 Advisory Vote on Executive For For Management
Compensation Approach
--------------------------------------------------------------------------------
TRANSURBAN GROUP
Ticker: TCL Security ID: Q9194A106
Meeting Date: OCT 04, 2012 Meeting Type: Annual/Special
Record Date: OCT 02, 2012
# Proposal Mgt Rec Vote Cast Sponsor
2a Elect Ian Smith as a Director of For For Management
Transurban Holdings Limited and
Transurban International Limited
2b Elect Christine O'Reilly as a Director For For Management
of Transurban Holdings Limited and
Transurban International Limited
2c Elect Neil Chatfield as a Director of For For Management
Transurban Holdings Limited and
Transurban International Limited
2d Elect Robert Edgar as a Director of For For Management
Transurban Holdings Limited and
Transurban International Limited
2e Elect Rodney Slater as a Director of For For Management
Transurban Holdings Limited and
Transurban International Limited
3 Approve the Adoption of the For For Management
Remuneration Report of Transurban
Holdings Limited and Transurban
International Limited
4 Approve the Grant of Up to 448,400 For For Management
Performance Awards to Scott Charlton,
CEO of the Company
--------------------------------------------------------------------------------
UNITED UTILITIES GROUP PLC
Ticker: UU. Security ID: G92755100
Meeting Date: JUL 27, 2012 Meeting Type: Annual
Record Date: JUL 25, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Approve Remuneration Report For For Management
4 Re-elect Dr John McAdam as Director For For Management
5 Re-elect Steve Mogford as Director For For Management
6 Re-elect Russ Houlden as Director For For Management
7 Re-elect Dr Catherine Bell as Director For For Management
8 Re-elect Paul Heiden as Director For For Management
9 Re-elect Nick Salmon as Director For For Management
10 Elect Sara Weller as Director For For Management
11 Reappoint KPMG Audit plc as Auditors For For Management
12 Authorise Board to Fix Remuneration of For For Management
Auditors
13 Authorise Issue of Equity with For For Management
Pre-emptive Rights
14 Authorise Issue of Equity without For For Management
Pre-emptive Rights
15 Authorise Market Purchase of Ordinary For For Management
Shares
16 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
17 Authorise EU Political Donations and For For Management
Expenditure
--------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC.
Ticker: VZ Security ID: 92343V104
Meeting Date: MAY 02, 2013 Meeting Type: Annual
Record Date: MAR 04, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard L. Carrion For For Management
1.2 Elect Director Melanie L. Healey For For Management
1.3 Elect Director M. Frances Keeth For For Management
1.4 Elect Director Robert W. Lane For For Management
1.5 Elect Director Lowell C. McAdam For For Management
1.6 Elect Director Sandra O. Moose For For Management
1.7 Elect Director Joseph Neubauer For For Management
1.8 Elect Director Donald T. Nicolaisen For For Management
1.9 Elect Director Clarence Otis, Jr. For For Management
1.10 Elect Director Hugh B. Price For For Management
1.11 Elect Director Rodney E. Slater For For Management
1.12 Elect Director Kathryn A. Tesija For For Management
1.13 Elect Director Gregory D. Wasson For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Commit to Wireless Network Neutrality Against Against Shareholder
6 Report on Lobbying Payments and Policy Against Against Shareholder
7 Adopt Proxy Access Right Against Against Shareholder
8 Submit Severance Agreement Against Against Shareholder
(Change-in-Control) to Shareholder Vote
9 Amend Articles/Bylaws/Charter- Call Against For Shareholder
Special Meetings
10 Provide Right to Act by Written Consent Against Against Shareholder
--------------------------------------------------------------------------------
VINCI
Ticker: DG Security ID: F5879X108
Meeting Date: APR 16, 2013 Meeting Type: Annual/Special
Record Date: APR 10, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Consolidated Financial For For Management
Statements and Statutory Reports
2 Approve Financial Statements and For For Management
Statutory Reports
3 Approve Allocation of Income and For For Management
Dividends of EUR 1.77 per Share
4 Approve Stock Dividend Program (Cash For For Management
or Shares)
5 Reelect Michael Pragnell as Director For For Management
6 Elect Yannick Assouad as Director For For Management
7 Elect Graziella Gavezotti as Director For For Management
8 Renew Appointment of Deloitte et For For Management
Associes as Auditor
9 Appoint KPMG Audit IS as Auditor For For Management
10 Renew Appointment of BEAS Sarl as For For Management
Alternate Auditor
11 Appoint KPMG Audit ID as Alternate For For Management
Auditor
12 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
13 Approve Transaction with Vinci For For Management
Energies Re: Participation in Cegelec
Entreprise
14 Approve Transaction with For Against Management
YTSeuropaconsultants Re: Consulting
Services
15 Approve Transaction with Vinci For For Management
Deutschland
16 Authorize Decrease in Share Capital For For Management
via Cancellation of Repurchased Shares
17 Authorize Capitalization of Reserves For For Management
for Bonus Issue or Increase in Par
Value
18 Authorize Issuance of Equity or For For Management
Equity-Linked Securities with
Preemptive Rights up to Aggregate
Nominal Amount of EUR 300 Million
19 Authorize Issuance of Specific For For Management
Convertible Bonds without Preemptive
Rights Named Oceane, up to an
Aggregate Nominal Amount EUR 150
Million
20 Approve Issuance of Convertible Bonds For For Management
without Preemptive Rights Other than
Oceane, up to an Aggregate Nominal
Amount EUR 150 Million
21 Authorize Board to Increase Capital in For For Management
the Event of Additional Demand Related
to Delegation Submitted to Shareholder
Vote Above
22 Authorize Capital Increase of up to 10 For For Management
Percent of Issued Capital for Future
Acquisitions
23 Approve Stock Purchase Plan Reserved For Against Management
for Employees of International
Subsidiaries
24 Authorize Filing of Required For For Management
Documents/Other Formalities
--------------------------------------------------------------------------------
VODAFONE GROUP PLC
Ticker: VOD Security ID: 92857W209
Meeting Date: JUL 24, 2012 Meeting Type: Annual
Record Date: JUN 01, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Re-elect Gerard Kleisterlee as Director For For Management
3 Re-elect Vittorio Colao as Director For For Management
4 Re-elect Andy Halford as Director For For Management
5 Re-elect Stephen Pusey as Director For For Management
6 Re-elect Renee James as Director For For Management
7 Re-elect Alan Jebson as Director For For Management
8 Re-elect Samuel Jonah as Director For For Management
9 Re-elect Nick Land as Director For For Management
10 Re-elect Anne Lauvergeon as Director For For Management
11 Re-elect Luc Vandevelde as Director For For Management
12 Re-elect Anthony Watson as Director For For Management
13 Re-elect Philip Yea as Director For For Management
14 Approve Final Dividend For For Management
15 Approve Remuneration Report For For Management
16 Reappoint Deloitte LLP as Auditors For For Management
17 Authorise the Audit and Risk Committee For For Management
to Fix Remuneration of Auditors
18 Authorise Issue of Equity with For For Management
Pre-emptive Rights
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights
20 Authorise Market Purchase of Ordinary For For Management
Shares
21 Authorise EU Political Donations and For For Management
Expenditure
22 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
--------------------------------------------------------------------------------
WINDSTREAM CORPORATION
Ticker: WIN Security ID: 97381W104
Meeting Date: MAY 08, 2013 Meeting Type: Annual
Record Date: MAR 15, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carol B. Armitage For For Management
1.2 Elect Director Samuel E. Beall, III For For Management
1.3 Elect Director Dennis E. Foster For For Management
1.4 Elect Director Francis X. ('Skip') For For Management
Frantz
1.5 Elect Director Jeffery R. Gardner For For Management
1.6 Elect Director Jeffrey T. Hinson For For Management
1.7 Elect Director Judy K. Jones For For Management
1.8 Elect Director William A. Montgomery For For Management
1.9 Elect Director Alan L. Wells For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Pro-rata Vesting of Equity Plans Against Against Shareholder
5 Report on Political Contributions Against Against Shareholder
6 Reduce Supermajority Vote Requirement Against Against Shareholder
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WISCONSIN ENERGY CORPORATION
Ticker: WEC Security ID: 976657106
Meeting Date: MAY 02, 2013 Meeting Type: Annual
Record Date: FEB 21, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John F. Bergstrom For For Management
1.2 Elect Director Barbara L. Bowles For For Management
1.3 Elect Director Patricia W. Chadwick For For Management
1.4 Elect Director Curt S. Culver For For Management
1.5 Elect Director Thomas J. Fischer For For Management
1.6 Elect Director Gale E. Klappa For For Management
1.7 Elect Director Henry W. Knueppel For For Management
1.8 Elect Director Ulice Payne, Jr. For For Management
1.9 Elect Director Mary Ellen Stanek For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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XCEL ENERGY INC.
Ticker: XEL Security ID: 98389B100
Meeting Date: MAY 22, 2013 Meeting Type: Annual
Record Date: MAR 26, 2013
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gail Koziara Boudreaux For For Management
1b Elect Director Fredric W. Corrigan For For Management
1c Elect Director Richard K. Davis For For Management
1d Elect Director Benjamin G.S. Fowke, III For For Management
1e Elect Director Albert F. Moreno For For Management
1f Elect Director Richard T. O'Brien For For Management
1g Elect Director Christopher J. For For Management
Policinski
1h Elect Director A. Patricia Sampson For For Management
1i Elect Director James J. Sheppard For For Management
1j Elect Director David A. Westerlund For For Management
1k Elect Director Kim Williams For For Management
1l Elect Director Timothy V. Wolf For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Require Independent Board Chairman Against Against Shareholder
========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Virtus Total Return Fund
By (Signature and Title)* /s/ George R. Alyward
-----------------------------------------------
George R. Alyward, President
Date: August 21, 2013