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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM N-PX

                    ANNUAL REPORT OF PROXY VOTING RECORD OF
                   REGISTERED MANAGEMENT INVESTMENT COMPANIES

                  Investment Company Act file number 811-05262

                             MFS SERIES TRUST VIII
               (Exact name of registrant as specified in charter)

              111 Huntington Avenue, Boston, Massachusetts 02199
              (Address of principal executive offices) (Zip code)

                                Susan S. Newton
                    Massachusetts Financial Services Company
                             111 Huntington Avenue
                          Boston, Massachusetts 02199
                    (Name and address of agents for service)

      Registrant's telephone number, including area code: (617) 954-5000

                      Date of fiscal year end: October 31

             Date of reporting period: July 1, 2013 - June 30, 2014

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ITEM 1. PROXY VOTING RECORD.



******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-05262
Reporting Period: 07/01/2013 - 06/30/2014
MFS Series Trust VIII









============================ MFS Global Growth Fund ============================


ABBOTT LABORATORIES

Ticker:       ABT            Security ID:  002824100
Meeting Date: APR 25, 2014   Meeting Type: Annual
Record Date:  FEB 27, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert J. Alpern         For       For          Management
1.2   Elect Director Roxanne S. Austin        For       For          Management
1.3   Elect Director Sally E. Blount          For       For          Management
1.4   Elect Director W. James Farrell         For       For          Management
1.5   Elect Director Edward M. Liddy          For       For          Management
1.6   Elect Director Nancy McKinstry          For       For          Management
1.7   Elect Director Phebe N. Novakovic       For       For          Management
1.8   Elect Director William A. Osborn        For       For          Management
1.9   Elect Director Samuel C. Scott, III     For       For          Management
1.10  Elect Director Glenn F. Tilton          For       Withhold     Management
1.11  Elect Director Miles D. White           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Label Products with GMO Ingredients     Against   Against      Shareholder
5     Report on Lobbying Payments and Policy  Against   Against      Shareholder
6     Cease Compliance Adjustments to         Against   Against      Shareholder
      Performance Criteria


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ACCENTURE PLC

Ticker:       ACN            Security ID:  G1151C101
Meeting Date: JAN 30, 2014   Meeting Type: Annual
Record Date:  DEC 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2a    Elect Director Jaime Ardila             For       For          Management
2b    Elect Director Charles H. Giancarlo     For       For          Management
2c    Elect Director William L. Kimsey        For       For          Management
2d    Elect Director Blythe J. McGarvie       For       For          Management
2e    Elect Director Mark Moody-Stuart        For       For          Management
2f    Elect Director Pierre Nanterme          For       For          Management
2g    Elect Director Gilles C. Pelisson       For       For          Management
2h    Elect Director Wulf von Schimmelmann    For       For          Management
3     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their  Remuneration
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights
6     Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights
7     Approve Reduction in Share Capital and  For       For          Management
      Creation of Distributable Reserves
8     Authorize the Holding of the 2015 AGM   For       For          Management
      at a Location Outside Ireland
9     Authorize Open-Market Purchases of      For       For          Management
      Class A Ordinary Shares
10    Determine the Price Range at which      For       For          Management
      Accenture Plc can Re-issue Shares that
      it Acquires as Treasury Stock


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ALLERGAN, INC.

Ticker:       AGN            Security ID:  018490102
Meeting Date: MAY 06, 2014   Meeting Type: Annual
Record Date:  MAR 11, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director David E.I. Pyott         For       Against      Management
1b    Elect Director Michael R. Gallagher     For       Against      Management
1c    Elect Director Deborah Dunsire          For       Against      Management
1d    Elect Director Trevor M. Jones          For       Against      Management
1e    Elect Director Louis J. Lavigne, Jr.    For       Against      Management
1f    Elect Director Peter J. McDonnell       For       Against      Management
1g    Elect Director Timothy D. Proctor       For       Against      Management
1h    Elect Director Russell T. Ray           For       Against      Management
1i    Elect Director Henri A. Termeer         For       Against      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 For       For          Management
5     Require Independent Board Chairman      Against   For          Shareholder


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AMPHENOL CORPORATION

Ticker:       APH            Security ID:  032095101
Meeting Date: MAY 21, 2014   Meeting Type: Annual
Record Date:  MAR 24, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald P. Badie          For       For          Management
1.2   Elect Director Stanley L. Clark         For       For          Management
1.3   Elect Director David P. Falck           For       For          Management
1.4   Elect Director Edward G. Jepsen         For       For          Management
1.5   Elect Director Andrew E. Lietz          For       For          Management
1.6   Elect Director Martin H. Loeffler       For       For          Management
1.7   Elect Director John R. Lord             For       For          Management
1.8   Elect Director R. Adam Norwitt          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Executive Incentive Bonus Plan  For       For          Management
4     Amend Executive Share Option Plan       For       Against      Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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APPLE INC.

Ticker:       AAPL           Security ID:  037833100
Meeting Date: FEB 28, 2014   Meeting Type: Annual
Record Date:  DEC 30, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William Campbell         For       For          Management
1.2   Elect Director Timothy Cook             For       For          Management
1.3   Elect Director Millard Drexler          For       For          Management
1.4   Elect Director Al Gore                  For       For          Management
1.5   Elect Director Robert Iger              For       For          Management
1.6   Elect Director Andrea Jung              For       For          Management
1.7   Elect Director Arthur Levinson          For       For          Management
1.8   Elect Director Ronald Sugar             For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Amend Articles to Eliminate Board       For       For          Management
      Blank Check Authority to Issue
      Preferred Stock
4     Establish a Par Value for Common Stock  For       For          Management
5     Ratify Auditors                         For       For          Management
6     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
7     Approve Omnibus Stock Plan              For       Against      Management
8     Establish Board Committee on Human      Against   Against      Shareholder
      Rights
9     Report on Trade Associations and        Against   Against      Shareholder
      Organizations that Promote
      Sustainability Practices
10    Advisory Vote to Increase Capital       Against   Against      Shareholder
      Repurchase Program
11    Proxy Access                            Against   Against      Shareholder


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BAYER AG

Ticker:       BAYN           Security ID:  D0712D163
Meeting Date: APR 29, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Recive Annual Financial Statements and  For       Did Not Vote Management
      Statutory Reports for Fiscal 2013 and
      Approve Allocation of Income and
      Dividends of EUR 2.10 per Share
2     Approve Discharge of Management Board   For       Did Not Vote Management
      for Fiscal 2013
3     Approve Discharge of Supervisory Board  For       Did Not Vote Management
      for Fiscal 2013
4a    Elect Simone Bagel-Trah to the          For       Did Not Vote Management
      Supervisory Board
4b    Elect Ernst-Ludwig Winnacker to the     For       Did Not Vote Management
      Supervisory Board
5     Approve Creation of EUR 530 Million     For       Did Not Vote Management
      Pool of Capital with Partial Exclusion
      of Preemptive Rights
6     Approve Creation of EUR 211.7 Million   For       Did Not Vote Management
      Pool of Capital with Partial Exclusion
      of Preemptive Rights
7     Approve Issuance of Warrants/Bonds      For       Did Not Vote Management
      with Warrants Attached/Convertible
      Bonds without Preemptive Rights up to
      Aggregate Nominal Amount of EUR 6
      Billion; Approve Creation of EUR 211.7
      Million Pool of Capital to Guarantee
      Conversion Rights
8a    Authorize Share Repurchase Program and  For       Did Not Vote Management
      Reissuance or Cancellation of
      Repurchased Shares
8b    Authorize Use of Financial Derivatives  For       Did Not Vote Management
      when Repurchasing Shares
9a    Approve Affiliation Agreement with      For       Did Not Vote Management
      Subsidiary Bayer Business Services GmbH
9b    Approve Affiliation Agreement with      For       Did Not Vote Management
      Subsidiary Bayer Technology Services
      GmbH
9c    Approve Affiliation Agreement with      For       Did Not Vote Management
      Subsidiary Bayer US IP GmbH
9d    Approve Affiliation Agreement with      For       Did Not Vote Management
      Subsidiary Bayer Bitterfeld GmbH
9e    Approve Affiliation Agreement with      For       Did Not Vote Management
      Subsidiary Bayer Innovation GmbH
9f    Approve Affiliation Agreement with      For       Did Not Vote Management
      Subsidiary Bayer Real Estate GmbH
9g    Approve Affiliation Agreement with      For       Did Not Vote Management
      Subsidiary Erste K-W-A
      Beteiligungsgesellschaft mbH
9h    Approve Affiliation Agreement with      For       Did Not Vote Management
      Subsidiary Zweite K-W-A
      Beteiligungsgesellschaft mbH
10    Ratify PricewaterhouseCoopers as        For       Did Not Vote Management
      Auditors for Fiscal 2014


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BG GROUP PLC

Ticker:       BG.            Security ID:  G1245Z108
Meeting Date: MAY 15, 2014   Meeting Type: Annual
Record Date:  MAY 13, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Policy             For       For          Management
3     Approve Remuneration Report             For       Against      Management
4     Approve Final Dividend                  For       For          Management
5     Elect Simon Lowth as Director           For       For          Management
6     Elect Pam Daley as Director             For       For          Management
7     Elect Martin Ferguson as Director       For       For          Management
8     Re-elect Vivienne Cox as Director       For       For          Management
9     Re-elect Chris Finlayson as Director    None      None         Management
10    Re-elect Andrew Gould as Director       For       For          Management
11    Re-elect Baroness Hogg as Director      For       For          Management
12    Re-elect Dr John Hood as Director       For       For          Management
13    Re-elect Caio Koch-Weser as Director    For       For          Management
14    Re-elect Lim Haw-Kuang as Director      For       For          Management
15    Re-elect Sir David Manning as Director  For       For          Management
16    Re-elect Mark Seligman as Director      For       For          Management
17    Re-elect Patrick Thomas as Director     For       For          Management
18    Reappoint Ernst & Young LLP as Auditors For       For          Management
19    Authorise the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
20    Authorise EU Political Donations and    For       For          Management
      Expenditure
21    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
22    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
23    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
24    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


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BM&FBOVESPA S.A.

Ticker:       BVMF3          Security ID:  P73232103
Meeting Date: MAR 24, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       Did Not Vote Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2013
2     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends
3     Approve Remuneration of Company's       For       Did Not Vote Management
      Management


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BM&FBOVESPA S.A.

Ticker:       BVMF3          Security ID:  P73232103
Meeting Date: APR 07, 2014   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Restricted Stock Plan           For       Did Not Vote Management
2.1   Amend Article 5 to Reflect Changes in   For       Did Not Vote Management
      Capital
2.2   Amend Article 16                        For       Did Not Vote Management
2.3   Amend Articles                          For       Did Not Vote Management


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BM&FBOVESPA S.A.

Ticker:       BVMF3          Security ID:  P73232103
Meeting Date: MAY 13, 2014   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Restricted Stock Plan           For       Did Not Vote Management
2.1   Amend Article 5 to Reflect Changes in   For       Did Not Vote Management
      Capital
2.2   Amend Article 16                        For       Did Not Vote Management
2.3   Amend Articles                          For       Did Not Vote Management


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BM&FBOVESPA S.A.

Ticker:       BVMF3          Security ID:  P1R0U2138
Meeting Date: MAY 26, 2014   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles to Reflect Changes in    For       Did Not Vote Management
      Capital
2     Amend Article 16                        For       Did Not Vote Management
3     Amend Articles                          For       Did Not Vote Management


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BRENNTAG AG

Ticker:       BNR            Security ID:  D12459109
Meeting Date: JUN 17, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Financial Statements and        None      None         Management
      Statutory Reports for Fiscal 2013
      (Non-Voting)
2     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends of EUR 2.60 per Share
3     Approve Discharge of Management Board   For       Did Not Vote Management
      for Fiscal 2013
4     Approve Discharge of Supervisory Board  For       Did Not Vote Management
      for Fiscal 2013
5     Ratify PricewaterhouseCoopers AG as     For       Did Not Vote Management
      Auditors for Fiscal 2014
6     Approve EUR103 Million Capitalization   For       Did Not Vote Management
      of Reserves to Bonus Issue
7     Approve Creation of EUR 77.3 Million    For       Did Not Vote Management
      Pool of Capital with Partial Exclusion
      of Preemptive Rights
8     Approve Issuance of Warrants/Bonds      For       Did Not Vote Management
      with Warrants Attached/Convertible
      Bonds with Partial Exclusion of
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 2 Billion;
      Approve Creation of EUR 25.8 Million
      Pool of Capital to Guarantee
      Conversion Rights
9     Authorize Share Repurchase Program and  For       Did Not Vote Management
      Reissuance or Cancellation of
      Repurchased Shares
10    Amend Affiliation Agreement with        For       Did Not Vote Management
      Subsidiary Brenntag Holding GmbH


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CARLSBERG

Ticker:       CARL B         Security ID:  K36628137
Meeting Date: MAR 20, 2014   Meeting Type: Annual
Record Date:  MAR 13, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Publication of Annual Report    For       Did Not Vote Management
      in English
2     Receive Report of Board                 None      None         Management
3     Approve Financial Statements and        For       Did Not Vote Management
      Statutory Report; Approve Discharge of
      Directors
4     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends of DKK 8.00 Per Share
5a    Approve Guidelines for Incentive-Based  For       Did Not Vote Management
      Compensation for Executive Management
      and Board
5b    Approve Remuneration of Directors in    For       Did Not Vote Management
      the Amount of DKK 1,400,000 for the
      Chairman, DKK 600,000 for the Vice
      Chairman, and DKK 400,000 for Other
      Directors; Approve Remuneration for
      Committee Work
5c    Authorize Share Repurchase Program      For       Did Not Vote Management
5d1   Require Inclusion of Certain Financial  Against   Did Not Vote Shareholder
      information to Meeting Notice
5d2   Require Availability of Certain         Against   Did Not Vote Shareholder
      Reports in Danish for Five Years on
      Company Website
5d3   Simplify Access to Documents Available  Against   Did Not Vote Shareholder
      on Company's Website
5d4   Require Company to Offer at AGM a Meal  Against   Did Not Vote Shareholder
      Corresponding to Company's Outlook
6a    Reelect Flemming Besenbacher as         For       Did Not Vote Management
      Director
6b    Reelect Jess Soderberg as Director      For       Did Not Vote Management
6c    Reelect Lars Stemmerik as Director      For       Did Not Vote Management
6d    Reelect Richard Burrows as Director     For       Did Not Vote Management
6e    Reelect Cornelis Job van der Graaf as   For       Did Not Vote Management
      Director
6f    Reelect Donna Cordner as Director       For       Did Not Vote Management
6g    Reelect Elisabeth Fleuriot as Director  For       Did Not Vote Management
6h    Reelect Soren-Peter Olesen as Director  For       Did Not Vote Management
6i    Reelect Nina Smith as Director          For       Did Not Vote Management
6j    Elect Carl Bache as Director            For       Did Not Vote Management
7     Ratify KPMG 2014 P/S as Auditors        For       Did Not Vote Management


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CHR.HANSEN HOLDINGS A/S

Ticker:       CHR            Security ID:  K1830B107
Meeting Date: NOV 26, 2013   Meeting Type: Annual
Record Date:  NOV 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Report of Board                 None      None         Management
2     Approve Financial Statements and        For       Did Not Vote Management
      Statutory Reports
3     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends of DKK 6.26 per Share
4     Approve Remuneration of Directors       For       Did Not Vote Management
5a    Amend Articles Re: Increase Maximum     For       Did Not Vote Management
      Number of Directors
5b    Reelect Ole Andersen as Chairman        For       Did Not Vote Management
5ca   Reelect Frederic Stevenin as Director   For       Did Not Vote Management
5cb   Reelect Henrik Poulsen as Director      For       Did Not Vote Management
5cc   Reelect Mark Wilson as Director         For       Did Not Vote Management
5cd   Reelect Soren Carlsen as Director       For       Did Not Vote Management
5ce   Reelect Dominique Reiniche as Director  For       Did Not Vote Management
6     Ratify ricewaterhouseCoopers as         For       Did Not Vote Management
      Auditors
7     Authorize Chairman of Meeting to Make   For       Did Not Vote Management
      Editorial Changes to Adopted
      Resolutions in Connection with
      Registration


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CIA. HERING

Ticker:       HGTX3          Security ID:  P50753105
Meeting Date: JUL 30, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director                          For       Did Not Vote Management


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CIA. HERING

Ticker:       HGTX3          Security ID:  P50753105
Meeting Date: APR 23, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       Did Not Vote Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2013
2     Approve Capital Budget                  For       Did Not Vote Management
3     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends
4     Approve Remuneration of Company's       For       Did Not Vote Management
      Management


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CIA. HERING

Ticker:       HGTX3          Security ID:  P50753105
Meeting Date: MAY 07, 2014   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Article 9                         For       Did Not Vote Management
2     Amend Article 16                        For       Did Not Vote Management
3     Amend Articles 14                       For       Did Not Vote Management
4.1   Authorize Capitalization of Tax         For       Did Not Vote Management
      Incentive Reserves
4.2   Authorize Capitalization of Retained    For       Did Not Vote Management
      Income
4.3   Authorize Capitalization of Legal       For       Did Not Vote Management
      Reserves
5     Consolidate Bylaws                      For       Did Not Vote Management


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CME GROUP INC.

Ticker:       CME            Security ID:  12572Q105
Meeting Date: MAY 21, 2014   Meeting Type: Annual
Record Date:  MAR 26, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Terrence A. Duffy        For       For          Management
1b    Elect Director Phupinder S. Gill        For       For          Management
1c    Elect Director Timothy S. Bitsberger    For       For          Management
1d    Elect Director Charles P. Carey         For       For          Management
1e    Elect Director Dennis H. Chookaszian    For       For          Management
1f    Elect Director Martin J. Gepsman        For       For          Management
1g    Elect Director Larry G. Gerdes          For       For          Management
1h    Elect Director Daniel R. Glickman       For       For          Management
1i    Elect Director J. Dennis Hastert        For       For          Management
1j    Elect Director Leo Melamed              For       For          Management
1k    Elect Director William P. Miller, II    For       For          Management
1l    Elect Director James E. Oliff           For       For          Management
1m    Elect Director Edemir Pinto             For       For          Management
1n    Elect Director Alex J. Pollock          For       For          Management
1o    Elect Director John F. Sandner          For       For          Management
1p    Elect Director Terry L. Savage          For       For          Management
1q    Elect Director William R. Shepard       For       For          Management
1r    Elect Director Dennis A. Suskind        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Non-Employee Director Omnibus     For       For          Management
      Stock Plan
5     Amend Executive Incentive Bonus Plan    For       For          Management
6     Amend Certificate of Incorporation      For       For          Management
      Reducing the Number of Class B
      Directors from Six to Three


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COGNIZANT TECHNOLOGY SOLUTIONS CORPORATION

Ticker:       CTSH           Security ID:  192446102
Meeting Date: JUN 03, 2014   Meeting Type: Annual
Record Date:  APR 07, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael Patsalos-Fox     For       For          Management
1b    Elect Director Robert E. Weissman       For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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COLGATE-PALMOLIVE COMPANY

Ticker:       CL             Security ID:  194162103
Meeting Date: MAY 09, 2014   Meeting Type: Annual
Record Date:  MAR 10, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Nikesh Arora             For       For          Management
1b    Elect Director John T. Cahill           For       For          Management
1c    Elect Director Ian Cook                 For       For          Management
1d    Elect Director Helene D. Gayle          For       For          Management
1e    Elect Director Ellen M. Hancock         For       For          Management
1f    Elect Director Joseph Jimenez           For       For          Management
1g    Elect Director Richard J. Kogan         For       For          Management
1h    Elect Director Delano E. Lewis          For       For          Management
1i    Elect Director J. Pedro Reinhard        For       For          Management
1j    Elect Director Stephen I. Sadove        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Stock Retention                         Against   Against      Shareholder


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COMPAGNIE FINANCIERE RICHEMONT SA

Ticker:       CFR            Security ID:  H25662158
Meeting Date: SEP 12, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       Did Not Vote Management
      Statutory Reports
1.2   Approve Remuneration Report             For       Did Not Vote Management
2     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends of CHF 1.00 per A Bearer
      Share and CHF 0.10 per B Registered
      Share
3     Approve Discharge of Board and Senior   For       Did Not Vote Management
      Management
4.1   Reelect Johann Rupert as Director       For       Did Not Vote Management
4.2   Reelect Franco Cologni as Director      For       Did Not Vote Management
4.3   Reelect Lord Douro as Director          For       Did Not Vote Management
4.4   Reelect Yves-Andre Istel as Director    For       Did Not Vote Management
4.5   Reelect Richard Lepeu as Director       For       Did Not Vote Management
4.6   Reelect Ruggero Magnoni as Director     For       Did Not Vote Management
4.7   Reelect Josua Malherbe as Director      For       Did Not Vote Management
4.8   Reelect Frederick Mostert as Director   For       Did Not Vote Management
4.9   Reelect Simon Murray as Director        For       Did Not Vote Management
4.10  Reelect Alain Dominique Perrin as       For       Did Not Vote Management
      Director
4.11  Reelect Guillaume Pictet as Director    For       Did Not Vote Management
4.12  Reelect Norbert Platt as Director       For       Did Not Vote Management
4.13  Reelect Alan Quasha as Director         For       Did Not Vote Management
4.14  Reelect Maria Ramos as Director         For       Did Not Vote Management
4.15  Reelect Lord Renwick of Clifton as      For       Did Not Vote Management
      Director
4.16  Reelect Jan Rupert as Director          For       Did Not Vote Management
4.17  Reelect Gary Saage as Director          For       Did Not Vote Management
4.18  Reelect Juergen Schrempp as Director    For       Did Not Vote Management
4.19  Elect Bernard Fornas as Director        For       Did Not Vote Management
4.20  Elect Jean-Blaise Eckert as Director    For       Did Not Vote Management
5     Ratify PricewaterhouseCoopers AG as     For       Did Not Vote Management
      Auditors
6     Approve Conversion of A Bearer Shares   For       Did Not Vote Management
      into Registered Shares


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COMPASS GROUP PLC

Ticker:       CPG            Security ID:  G23296182
Meeting Date: FEB 06, 2014   Meeting Type: Annual
Record Date:  FEB 04, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Policy             For       For          Management
3     Approve Remuneration Report             For       For          Management
4     Approve Final Dividend                  For       For          Management
5     Elect Paul Walsh as Director            For       For          Management
6     Re-elect Dominic Blakemore as Director  For       For          Management
7     Re-elect Richard Cousins as Director    For       For          Management
8     Re-elect Gary Green as Director         For       For          Management
9     Re-elect Andrew Martin as Director      For       For          Management
10    Re-elect John Bason as Director         For       For          Management
11    Re-elect Susan Murray as Director       For       For          Management
12    Re-elect Don Robert as Director         For       For          Management
13    Re-elect Sir Ian Robinson as Director   For       For          Management
14    Reappoint Deloitte LLP as Auditors      For       For          Management
15    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
16    Authorise EU Political Donations and    For       For          Management
      Expenditure
17    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
18    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
19    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
20    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks Notice


--------------------------------------------------------------------------------

COMPASS GROUP PLC

Ticker:       CPG            Security ID:  G23296182
Meeting Date: JUN 11, 2014   Meeting Type: Special
Record Date:  JUN 09, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Adopt New Articles of Association       For       For          Management
2     Approve Matters Relating to the Return  For       For          Management
      of Cash to Shareholders
3     Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
4     Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
5     Authorise Market Purchase of New        For       For          Management
      Ordinary Shares


--------------------------------------------------------------------------------

CREDICORP LTD.

Ticker:       BAP            Security ID:  G2519Y108
Meeting Date: MAR 31, 2014   Meeting Type: Annual
Record Date:  FEB 11, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Present 2013 Annual Report              None      None         Management
2     Approve Audited Consolidated Financial  For       For          Management
      Statements of Credicorp and its
      Subsidiaries for FY 2013, Including
      External auditors' Report
3.1   Elect Dionisio Romero Paoletti as       For       For          Management
      Director
3.2   Elect Raimundo Morales Dasso as         For       For          Management
      Director
3.3   Elect Fernando Fort Marie as Director   For       For          Management
3.4   Elect Reynaldo A. Llosa Barber as       For       For          Management
      Director
3.5   Elect Juan Carlos Verme Giannoni as     For       For          Management
      Director
3.6   Elect Luis Enrique Yarur Rey as         For       For          Management
      Director
3.7   Elect Benedicto Ciguenas Guevara as     For       For          Management
      Director
3.8   Elect Martin Perez Monteverde as        For       For          Management
      Director
4     Approve Remuneration of Directors       For       For          Management
5     Appoint Ernst & Young Global as         For       For          Management
      External Auditors and Authorize Board
      to Fix Their Remuneration


--------------------------------------------------------------------------------

CRODA INTERNATIONAL PLC

Ticker:       CRDA           Security ID:  G25536106
Meeting Date: APR 24, 2014   Meeting Type: Annual
Record Date:  APR 22, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Policy             For       For          Management
3     Approve Remuneration Report             For       For          Management
4     Approve Final Dividend                  For       For          Management
5     Re-elect Sean Christie as Director      For       For          Management
6     Re-elect Alan Ferguson as Director      For       For          Management
7     Re-elect Martin Flower as Director      For       For          Management
8     Re-elect Steve Foots as Director        For       For          Management
9     Elect Helena Ganczakowski as Director   For       For          Management
10    Re-elect Keith Layden as Director       For       For          Management
11    Re-elect Nigel Turner as Director       For       For          Management
12    Re-elect Steve Williams as Director     For       For          Management
13    Reappoint PricewaterhouseCoopers LLP    For       For          Management
      as Auditors
14    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
15    Authorise EU Political Donations and    For       For          Management
      Expenditure
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 Performance Share Plan          For       For          Management


--------------------------------------------------------------------------------

CVS CAREMARK CORPORATION

Ticker:       CVS            Security ID:  126650100
Meeting Date: MAY 08, 2014   Meeting Type: Annual
Record Date:  MAR 13, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. David Brown, II       For       For          Management
1.2   Elect Director Nancy-Ann M. DeParle     For       For          Management
1.3   Elect Director David W. Dorman          For       For          Management
1.4   Elect Director Anne M. Finucane         For       For          Management
1.5   Elect Director Larry J. Merlo           For       For          Management
1.6   Elect Director Jean-Pierre Millon       For       For          Management
1.7   Elect Director Richard J. Swift         For       For          Management
1.8   Elect Director William C. Weldon        For       For          Management
1.9   Elect Director Tony L. White            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 06, 2014   Meeting Type: Annual
Record Date:  MAR 07, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director H. Lawrence Culp, Jr.    For       For          Management
1.2   Elect Director Donald J. Ehrlich        For       For          Management
1.3   Elect Director Linda Hefner Filler      For       For          Management
1.4   Elect Director Teri List-Stoll          For       For          Management
1.5   Elect Director Walter G. Lohr, Jr.      For       For          Management
1.6   Elect Director Mitchell P. Rales        For       For          Management
1.7   Elect Director Steven M. Rales          For       For          Management
1.8   Elect Director John T. Schwieters       For       For          Management
1.9   Elect Director Alan G. Spoon            For       For          Management
1.10  Elect Director Elias A. Zerhouni        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
5     Require Independent Board Chairman      Against   For          Shareholder


--------------------------------------------------------------------------------

DANONE

Ticker:       BN             Security ID:  F12033134
Meeting Date: APR 29, 2014   Meeting Type: Annual/Special
Record Date:  APR 23, 2014

#     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 Allocation of Income and        For       For          Management
      Dividends of EUR 1.45 per Share
4     Approve Stock Dividend Program          For       For          Management
5     Reelect Bruno Bonnell as Director       For       For          Management
6     Reelect Bernard Hours as Director       For       For          Management
7     Reelect Isabelle Seillier as Director   For       For          Management
8     Reelect Jean-Michel Severino as         For       For          Management
      Director
9     Elect Gaelle Olivier as Director        For       For          Management
10    Elect Lionel Zinsou-Derlin as Director  For       For          Management
11    Approve Auditors' Special Report on     For       For          Management
      Related-Party Transactions Regarding
      New Transactions
12    Approve Transaction with J.P. Morgan    For       For          Management
13    Approve Severance Payment Agreement     For       For          Management
      with Bernard Hours
14    Approve Transaction with Bernard Hours  For       For          Management
15    Advisory Vote on Compensation of        For       For          Management
      Chairman and CEO, Franck Riboud
16    Advisory Vote on Compensation of        For       For          Management
      Vice-CEO, Emmanuel Faber
17    Advisory Vote on Compensation of        For       For          Management
      Vice-CEO, Bernard Hours
18    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
19    Authorize up to 0.2 Percent of Issued   For       For          Management
      Capital for Use in Restricted Stock
      Plans
20    Amend Articles 15 and16 of Bylaws Re:   For       For          Management
      Employee Representatives
21    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


--------------------------------------------------------------------------------

DASSAULT SYSTEMES

Ticker:       DSY            Security ID:  F2457H100
Meeting Date: MAY 26, 2014   Meeting Type: Annual/Special
Record Date:  MAY 20, 2014

#     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 Allocation of Income and        For       For          Management
      Dividends of EUR 0.83 per Share
4     Approve Stock Dividend Program (New     For       For          Management
      Shares)
5     Acknowledge Auditors' Special Report    For       For          Management
      on Related-Party Transactions
      Mentioning the Absence of New
      Transactions
6     Advisory Vote on Compensation of        For       For          Management
      Charles Edelstenne, Chairman
7     Advisory Vote on Compensation of        For       Against      Management
      Bernard Charles, CEO
8     Reelect Charles Edelstenne as Director  For       For          Management
9     Reelect Bernard Charles as Director     For       For          Management
10    Reelect Thibault de Tersant as Director For       For          Management
11    Approve Remuneration of Directors in    For       For          Management
      the Aggregate Amount of EUR 350,000
12    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
13    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased Shares
14    Approve 2 for 1 Stock Split and Amend   For       For          Management
      Article 6 of Bylaws Accordingly
15    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


--------------------------------------------------------------------------------

DENTSPLY INTERNATIONAL INC.

Ticker:       XRAY           Security ID:  249030107
Meeting Date: MAY 21, 2014   Meeting Type: Annual
Record Date:  MAR 24, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael C. Alfano        For       For          Management
1b    Elect Director Eric K. Brandt           For       For          Management
1c    Elect Director William F. Hecht         For       For          Management
1d    Elect Director Francis J. Lunger        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

DIAGEO PLC

Ticker:       DGE            Security ID:  G42089113
Meeting Date: SEP 19, 2013   Meeting Type: Annual
Record Date:  SEP 17, 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 Peggy Bruzelius as Director    For       For          Management
5     Re-elect Laurence Danon as Director     For       For          Management
6     Re-elect Lord Davies as Director        For       For          Management
7     Re-elect Ho KwonPing as Director        For       For          Management
8     Re-elect Betsy Holden as Director       For       For          Management
9     Re-elect Dr Franz Humer as Director     For       For          Management
10    Re-elect Deirdre Mahlan as Director     For       For          Management
11    Re-elect Ivan Menezes as Director       For       For          Management
12    Re-elect Philip Scott as Director       For       For          Management
13    Appoint KPMG LLP as Auditors            For       For          Management
14    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
15    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
16    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
17    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
18    Authorise EU Political Donations and    For       For          Management
      Expenditure
19    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


--------------------------------------------------------------------------------

DISCOVERY COMMUNICATIONS, INC.

Ticker:       DISCA          Security ID:  25470F104
Meeting Date: MAY 16, 2014   Meeting Type: Annual
Record Date:  MAR 20, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Bennett        For       Withhold     Management
1.2   Elect Director John C. Malone           For       Withhold     Management
1.3   Elect Director David M. Zaslav          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

DOLLARAMA INC.

Ticker:       DOL            Security ID:  25675T107
Meeting Date: JUN 12, 2014   Meeting Type: Annual
Record Date:  APR 22, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joshua Bekenstein        For       For          Management
1.2   Elect Director Gregory David            For       For          Management
1.3   Elect Director Stephen Gunn             For       For          Management
1.4   Elect Director Nicholas Nomicos         For       For          Management
1.5   Elect Director Larry Rossy              For       For          Management
1.6   Elect Director Neil Rossy               For       For          Management
1.7   Elect Director Richard G. Roy           For       For          Management
1.8   Elect Director John J. Swidler          For       For          Management
1.9   Elect Director Huw Thomas               For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration


--------------------------------------------------------------------------------

EMC CORPORATION

Ticker:       EMC            Security ID:  268648102
Meeting Date: APR 30, 2014   Meeting Type: Annual
Record Date:  FEB 28, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael W. Brown         For       For          Management
1b    Elect Director Randolph L. Cowen        For       For          Management
1c    Elect Director Gail Deegan              For       For          Management
1d    Elect Director James S. DiStasio        For       For          Management
1e    Elect Director John R. Egan             For       For          Management
1f    Elect Director William D. Green         For       For          Management
1g    Elect Director Edmund F. Kelly          For       For          Management
1h    Elect Director Jami Miscik              For       For          Management
1i    Elect Director Paul Sagan               For       For          Management
1j    Elect Director David N. Strohm          For       For          Management
1k    Elect Director Joseph M. Tucci          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
5     Screen Political Contributions for      Against   Against      Shareholder
      Consistency with Corporate Values


--------------------------------------------------------------------------------

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

Ticker:       EXPD           Security ID:  302130109
Meeting Date: MAY 07, 2014   Meeting Type: Annual
Record Date:  MAR 06, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Peter J. Rose            For       For          Management
1.2   Elect Director Robert R. Wright         For       For          Management
1.3   Elect Director Mark A. Emmert           For       For          Management
1.4   Elect Director R. Jordan Gates          For       For          Management
1.5   Elect Director Dan P. Kourkoumelis      For       For          Management
1.6   Elect Director Michael J. Malone        For       For          Management
1.7   Elect Director John W. Meisenbach       For       For          Management
1.8   Elect Director Jeffrey S. Musser        For       For          Management
1.9   Elect Director Liane J. Pelletier       For       For          Management
1.10  Elect Director James L.K. Wang          For       For          Management
1.11  Elect Director Tay Yoshitani            For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Approve Stock Option Plan               For       For          Management
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
5     Approve Restricted Stock Plan           For       For          Management
6     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

EXPERIAN PLC

Ticker:       EXPN           Security ID:  G32655105
Meeting Date: JUL 17, 2013   Meeting Type: Annual
Record Date:  JUL 15, 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     Elect Deirdre Mahlan as Director        For       For          Management
4     Elect George Rose as Director           For       For          Management
5     Re-elect Fabiola Arredondo as Director  For       For          Management
6     Re-elect Chris Callero as Director      For       For          Management
7     Re-elect Brian Cassin as Director       For       For          Management
8     Re-elect Roger Davis as Director        For       For          Management
9     Re-elect Alan Jebson as Director        For       For          Management
10    Re-elect Sir John Peace as Director     For       For          Management
11    Re-elect Don Robert as Director         For       For          Management
12    Re-elect Sir Alan Rudge as Director     For       For          Management
13    Re-elect Judith Sprieser as Director    For       For          Management
14    Re-elect Paul Walker 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 Issue of Equity with          For       For          Management
      Pre-emptive Rights
18    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
19    Authorise Market Purchase of Ordinary   For       For          Management
      Shares


--------------------------------------------------------------------------------

EXPRESS SCRIPTS HOLDING COMPANY

Ticker:       ESRX           Security ID:  30219G108
Meeting Date: MAY 07, 2014   Meeting Type: Annual
Record Date:  MAR 10, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gary G. Benanav          For       For          Management
1b    Elect Director Maura C. Breen           For       For          Management
1c    Elect Director William J. DeLaney       For       For          Management
1d    Elect Director Nicholas J. LaHowchic    For       For          Management
1e    Elect Director Thomas P. Mac Mahon      For       For          Management
1f    Elect Director Frank Mergenthaler       For       For          Management
1g    Elect Director Woodrow A. Myers, Jr.    For       For          Management
1h    Elect Director John O. Parker, Jr.      For       For          Management
1i    Elect Director George Paz               For       For          Management
1j    Elect Director William L. Roper         For       For          Management
1k    Elect Director Seymour Sternberg        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

FRANKLIN RESOURCES, INC.

Ticker:       BEN            Security ID:  354613101
Meeting Date: MAR 12, 2014   Meeting Type: Annual
Record Date:  JAN 14, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Samuel H. Armacost       For       For          Management
1b    Elect Director Peter K. Barker          For       For          Management
1c    Elect Director Charles E. Johnson       For       For          Management
1d    Elect Director Gregory E. Johnson       For       For          Management
1e    Elect Director Rupert H. Johnson, Jr.   For       For          Management
1f    Elect Director Mark C. Pigott           For       For          Management
1g    Elect Director Chutta Ratnathicam       For       For          Management
1h    Elect Director Laura Stein              For       For          Management
1i    Elect Director Anne M. Tatlock          For       For          Management
1j    Elect Director Geoffrey Y. Yang         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     Institute Procedures to Prevent         Against   Against      Shareholder
      Investments in Companies that
      Contribute to Genocide or Crimes
      Against Humanity


--------------------------------------------------------------------------------

GOOGLE INC.

Ticker:       GOOG           Security ID:  38259P508
Meeting Date: MAY 14, 2014   Meeting Type: Annual
Record Date:  MAR 17, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Larry Page               For       For          Management
1.2   Elect Director Sergey Brin              For       Withhold     Management
1.3   Elect Director Eric E. Schmidt          For       For          Management
1.4   Elect Director L. John Doerr            For       For          Management
1.5   Elect Director Diane B. Greene          For       For          Management
1.6   Elect Director John L. Hennessy         For       For          Management
1.7   Elect Director Ann Mather               For       For          Management
1.8   Elect Director Paul S. Otellini         For       For          Management
1.9   Elect Director K. Ram Shriram           For       For          Management
1.10  Elect Director Shirley M. Tilghman      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Recapitalization Plan for all   Against   For          Shareholder
      Stock to Have One-vote per Share
5     Report on Lobbying Payments and Policy  Against   For          Shareholder
6     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors
7     Adopt Policy and Report on Impact of    Against   Against      Shareholder
      Tax Strategy
8     Require Independent Board Chairman      Against   For          Shareholder


--------------------------------------------------------------------------------

HDFC BANK LIMITED

Ticker:       500180         Security ID:  Y3119P174
Meeting Date: MAR 06, 2014   Meeting Type: Special
Record Date:  JAN 17, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Appointment and Remuneration    For       For          Management
      of P. Sukthankar as Deputy Managing
      Director
2     Approve Appointment and Remuneration    For       For          Management
      of K. Bharucha as Executive Director
3     Approve Appointment and Remuneration    For       For          Management
      of C.M. Vasudev as Director and
      Part-Time Chairman
4     Approve Increase in Borrowing Powers    For       For          Management


--------------------------------------------------------------------------------

HDFC BANK LIMITED

Ticker:       500180         Security ID:  Y3119P174
Meeting Date: JUN 25, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Dividend of INR 6.85 Per Share  For       For          Management
3     Reelect R. Karnad as Director           For       For          Management
4     Reelect K. Mistry as Director           For       For          Management
5     Approve Delloitte Haskins & Sells LLP   For       For          Management
      as Auditors and Authorize Board to Fix
      Their Remuneration
6     Elect P. Datta as Independent           For       For          Management
      Non-Executive Director
7     Elect P. Palande as Independent         For       For          Management
      Non-Executive Director
8     Elect B. Parikh as Independent          For       For          Management
      Non-Executive Director
9     Elect A.N. Roy as Independent           For       For          Management
      Non-Executive Director
10    Elect C.M. Vasudev as Independent       For       For          Management
      Non-Executive Director
11    Elect V. Merchant as Independent        For       For          Management
      Non-Executive Director
12    Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities without
      Preemptive Rights
13    Approve Increase in Limit on Foreign    For       For          Management
      Shareholdings


--------------------------------------------------------------------------------

HEINEKEN NV

Ticker:       HEIA           Security ID:  N39427211
Meeting Date: APR 24, 2014   Meeting Type: Annual
Record Date:  MAR 27, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Receive Report of Management Board      None      None         Management
      (Non-Voting)
1b    Discuss Remuneration Report             None      None         Management
1c    Adopt Financial Statements              For       For          Management
1d    Approve Allocation of Income and        For       For          Management
      Dividends of EUR 0.89 per Share
1e    Approve Discharge of Management Board   For       For          Management
1f    Approve Discharge of Supervisory Board  For       Against      Management
2a    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
2b    Grant Board Authority to Issue Shares   For       For          Management
      Up To 10 Percent of Issued Capital
2c    Authorize Board to Exclude Preemptive   For       For          Management
      Rights from Issuance under Item 2b
3     Amend Performance Criteria of           For       For          Management
      Long-Term Incentive Plan
4     Ratify Deloitte as Auditors             For       For          Management
5a    Reelect A.M. Fentener van Vlissingen    For       For          Management
      to Supervisory Board
5b    Reelect J.A. Fernandez Carbajal to      For       For          Management
      Supervisory Boardto Supervisory Board
5c    Reelect J.G. Astaburuaga Sanjines to    For       For          Management
      Supervisory Board
5d    Elect J.M. Huet to Supervisory Board    For       For          Management


--------------------------------------------------------------------------------

INDUSTRIA DE DISENO TEXTIL (INDITEX)

Ticker:       ITX            Security ID:  E6282J109
Meeting Date: JUL 16, 2013   Meeting Type: Annual
Record Date:  JUL 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Individual Financial Statements For       For          Management
2     Approve Consolidated Financial          For       For          Management
      Statements, and Discharge of Board
3     Approve Updated Balance Sheets to       For       For          Management
      Benefit from New Tax Regulation
4     Approve Allocation of Income and        For       For          Management
      Dividends
5     Approve Long Term Incentive Plan        For       For          Management
6     Authorize Share Repurchase Program      For       For          Management
7     Advisory Vote on Remuneration Policy    For       For          Management
      Report
8     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 29, 2014   Meeting Type: Annual
Record Date:  FEB 28, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alain J.P. Belda         For       For          Management
1.2   Elect Director William R. Brody         For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director David N. Farr            For       For          Management
1.6   Elect Director Shirley Ann Jackson      For       For          Management
1.7   Elect Director Andrew N. Liveris        For       For          Management
1.8   Elect Director W. James McNerney, Jr.   For       For          Management
1.9   Elect Director James W. Owens           For       For          Management
1.10  Elect Director Virginia M. Rometty      For       For          Management
1.11  Elect Director Joan E. Spero            For       For          Management
1.12  Elect Director Sidney Taurel            For       For          Management
1.13  Elect Director Lorenzo H. Zambrano      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
6     Report on Lobbying Payments and Policy  Against   For          Shareholder
7     Provide Right to Act by Written Consent Against   For          Shareholder
8     Pro-rata Vesting of Equity Awards       Against   For          Shareholder


--------------------------------------------------------------------------------

INTERTEK GROUP PLC

Ticker:       ITRK           Security ID:  G4911B108
Meeting Date: MAY 16, 2014   Meeting Type: Annual
Record Date:  MAY 14, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Policy             For       For          Management
3     Approve Remuneration Report             For       For          Management
4     Approve Final Dividend                  For       For          Management
5     Re-elect Sir David Reid as Director     For       For          Management
6     Re-elect Edward Astle as Director       For       For          Management
7     Re-elect Alan Brown as Director         For       For          Management
8     Re-elect Wolfhart Hauser as Director    For       For          Management
9     Re-elect Christopher Knight as Director For       For          Management
10    Re-elect Louise Makin as Director       For       For          Management
11    Re-elect Lloyd Pitchford as Director    For       For          Management
12    Re-elect Michael Wareing as Director    For       For          Management
13    Elect Mark Williams as Director         For       For          Management
14    Re-elect Lena Wilson as Director        For       For          Management
15    Reappoint KPMG Audit plc as Auditors    For       For          Management
16    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
17    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
18    Authorise EU Political Donations and    For       For          Management
      Expenditure
19    Amend 2011 Long Term Incentive Plan     For       For          Management
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


--------------------------------------------------------------------------------

JERONIMO MARTINS SGPS S.A

Ticker:       JMT            Security ID:  X40338109
Meeting Date: DEC 18, 2013   Meeting Type: Special
Record Date:  DEC 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors                 For       For          Management
2     Elect Board Chairman                    For       For          Management


--------------------------------------------------------------------------------

JERONIMO MARTINS SGPS S.A

Ticker:       JMT            Security ID:  X40338109
Meeting Date: APR 10, 2014   Meeting Type: Annual
Record Date:  APR 03, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Individual Financial Statements  For       For          Management
      and Statutory Reports
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Accept Consolidated Financial           For       For          Management
      Statements and Statutory Reports
4     Approve Discharge of Management and     For       For          Management
      Supervisory Boards
5     Approve Remuneration Policy             For       For          Management
6     Elect Chairman of General Meeting       For       For          Management


--------------------------------------------------------------------------------

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 24, 2014   Meeting Type: Annual
Record Date:  FEB 25, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Mary Sue Coleman         For       For          Management
1b    Elect Director James G. Cullen          For       For          Management
1c    Elect Director Ian E. L. Davis          For       For          Management
1d    Elect Director Alex Gorsky              For       For          Management
1e    Elect Director Susan L. Lindquist       For       For          Management
1f    Elect Director Mark B. McClellan        For       For          Management
1g    Elect Director Anne M. Mulcahy          For       Against      Management
1h    Elect Director Leo F. Mullin            For       For          Management
1i    Elect Director William D. Perez         For       For          Management
1j    Elect Director Charles Prince           For       For          Management
1k    Elect Director A. Eugene Washington     For       For          Management
1l    Elect Director Ronald A. Williams       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Stock Retention/Holding Period          Against   Against      Shareholder


--------------------------------------------------------------------------------

JOHNSON CONTROLS, INC.

Ticker:       JCI            Security ID:  478366107
Meeting Date: JAN 29, 2014   Meeting Type: Annual
Record Date:  NOV 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Natalie A. Black         For       For          Management
1.2   Elect Director Raymond L. Conner        For       For          Management
1.3   Elect Director William H. Lacy          For       For          Management
1.4   Elect Director Alex A. Molinaroli       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

JULIUS BAER GRUPPE AG

Ticker:       BAER           Security ID:  H4414N103
Meeting Date: APR 09, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       For          Management
      Statutory Reports
1.2   Approve Remuneration Report             For       For          Management
2     Approve Allocation of Income and        For       For          Management
      Dividends of CHF 0.60 per Share
3     Approve Discharge of Board and Senior   For       For          Management
      Management
4.1.1 Reelect Daniel Sauter as Director       For       For          Management
4.1.2 Reelect Gilbert Achermann as Director   For       For          Management
4.1.3 Reelect Andreas Amschwand as Director   For       For          Management
4.1.4 Reelect Heinrich Baumann as Director    For       For          Management
4.1.5 Reelect Claire Giraut as Director       For       For          Management
4.1.6 Reelect Gareth Penny as Director        For       For          Management
4.1.7 Reelect Charles Stonehill as Director   For       For          Management
4.2   Elect Daniel Sauter as Board Chairman   For       For          Management
4.3.1 Appoint Gilbert Achermann as Member of  For       For          Management
      the Compensation Committee
4.3.2 Appoint Heinrich Baumann as Member of   For       For          Management
      the Compensation Committee
4.3.3 Appoint Gareth Penny as Member of the   For       For          Management
      Compensation Committee
5     Ratify KPMG AG as Auditors              For       For          Management
6     Amend Articles Re: Ordinance Against    For       For          Management
      Excessive Remuneration at Listed
      Companies
7     Designate Marc Nater as Independent     For       For          Management
      Proxy


--------------------------------------------------------------------------------

KUEHNE & NAGEL INTERNATIONAL AG

Ticker:       KNIN           Security ID:  H4673L145
Meeting Date: MAY 06, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Allocation of Income and        For       For          Management
      Dividends of CHF 3.85 per Share and
      Special Dividends of CHF 2 per Share
3     Approve Discharge of Board and Senior   For       For          Management
      Management
4.1a  Reelect Renato Fassbind as Director     For       For          Management
4.1b  Reelect Juergen Fitschen as Director    For       For          Management
4.1c  Reelect Karl Gernandt as Director       For       For          Management
4.1d  Reelect Klaus-Michael Kuehne as         For       For          Management
      Director
4.1e  Reelect Hans Lerch as Director          For       For          Management
4.1f  Reelect Thomas Staehelin as Director    For       For          Management
4.1g  Reelect Joerg Wolle as Director         For       For          Management
4.1h  Reelect Bernd Wrede as Director         For       For          Management
4.2   Elect Martin Wittig as Director         For       For          Management
4.3   Reelect Karl Gernandt as Board Chairman For       For          Management
4.4a  Appoint Karl Gernandt as Member of the  For       For          Management
      Compensation Committee
4.4b  Appoint Klaus-Michael Kuehne as Member  For       For          Management
      of the Compensation Committee
4.4c  Appoint Hans Lerch as Member of the     For       For          Management
      Compensation Committee
4.4d  Appoint Joerg Wolle as Member of the    For       For          Management
      Compensation Committee
4.4e  Appoint Bernd Wrede as Member of the    For       For          Management
      Compensation Committee
4.5   Designate Kurt Gubler as Independent    For       For          Management
      Proxy
4.6   Ratify Ernst & Young AG as Auditors     For       For          Management
5     Approve Creation of CHF 20 Million      For       For          Management
      Pool of Capital without Preemptive
      Rights
6     Transact Other Business (Voting)        For       Against      Management


--------------------------------------------------------------------------------

LEGRAND

Ticker:       LR             Security ID:  F56196185
Meeting Date: MAY 27, 2014   Meeting Type: Annual/Special
Record Date:  MAY 21, 2014

#     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 Allocation of Income and        For       For          Management
      Dividends of EUR 1.05 per Share
4     Reelect Olivier Bazil as Director       For       For          Management
5     Reelect Francois Grappotte as Director  For       For          Management
6     Reelect Dongsheng Li as Director        For       For          Management
7     Reelect Gilles Schnepp as Director      For       For          Management
8     Advisory Vote on Compensation of        For       For          Management
      Gilles Schnepp, Chairman and CEO
9     Approve Remuneration of Directors in    For       For          Management
      the Aggregate Amount of EUR 800,000
10    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
11    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased Shares
12    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 200 Million
13    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 100 Million
14    Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities for Private
      Placements up to Aggregate Nominal
      Amount of EUR 100 Million
15    Authorize Board to Increase Capital in  For       For          Management
      the Event of Additional Demand Related
      to Delegation Submitted to Shareholder
      Vote Above
16    Authorize Capitalization of Reserves    For       For          Management
      of Up to EUR 100 Million for Bonus
      Issue or Increase in Par Value
17    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans
18    Authorize Capital Increase of up to 5   For       For          Management
      Percent of Issued Capital for
      Contributions in Kind
19    Set Total Limit for Capital Increase    For       For          Management
      to Result from All Issuance Requests
      under Items 12,13,14,15,17 and 18 at
      EUR 200 Million
20    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


--------------------------------------------------------------------------------

LI & FUNG LIMITED

Ticker:       00494          Security ID:  G5485F169
Meeting Date: MAY 15, 2014   Meeting Type: Annual
Record Date:  MAY 14, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Declare Final Dividend                  For       For          Management
3a    Elect William Fung Kwok Lun as Director For       For          Management
3b    Elect Allan Wong Chi Yun as Director    For       For          Management
3c    Elect Paul Edward Selway-Swift as       For       For          Management
      Director
4     Authorize Board to Fix Directors'       For       For          Management
      Remuneration
5     Reappoint PricewaterhouseCoopers as     For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
6     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
7     Approve Issuance of Equity or           For       Against      Management
      Equity-Linked Securities without
      Preemptive Rights
8     Adopt Share Option Scheme               For       Against      Management
9     Approve Share Premium Reduction         For       For          Management


--------------------------------------------------------------------------------

LINDE AG

Ticker:       LIN            Security ID:  D50348107
Meeting Date: MAY 20, 2014   Meeting Type: Annual
Record Date:  APR 28, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Financial Statements and        None      None         Management
      Statutory Reports for Fiscal 2013
      (Non-Voting)
2     Approve Allocation of Income and        For       For          Management
      Dividends of EUR 3.00 per Share
3     Approve Discharge of Management Board   For       For          Management
      for Fiscal 2013
4     Approve Discharge of Supervisory Board  For       For          Management
      for Fiscal 2013
5     Ratify KPMG AG as Auditors for Fiscal   For       For          Management
      2014


--------------------------------------------------------------------------------

LOJAS RENNER

Ticker:       LREN3          Security ID:  P6332C102
Meeting Date: APR 17, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       Did Not Vote Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2013
2     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends
3     Fix Number of Directors                 For       Did Not Vote Management
4     Elect Directors                         For       Did Not Vote Management
5     Approve Remuneration of Company's       For       Did Not Vote Management
      Management
6     Fix Number of Fiscal Council Members    For       Did Not Vote Management
7     Elect Fiscal Council Members            For       Did Not Vote Management
8     Fix Remuneration of Fiscal Council      For       Did Not Vote Management
      Members


--------------------------------------------------------------------------------

LVMH MOET HENNESSY LOUIS VUITTON

Ticker:       MC             Security ID:  F58485115
Meeting Date: APR 10, 2014   Meeting Type: Annual/Special
Record Date:  APR 04, 2014

#     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 3.10 per Share
5     Reelect Delphine Arnault as Director    For       For          Management
6     Reelect Nicolas Bazire as Director      For       For          Management
7     Reelect Antonio Belloni as Director     For       For          Management
8     Reelect Diego Della Valle as Director   For       For          Management
9     Reelect Pierre Gode as Director         For       For          Management
10    Reelect Marie-Josee Kravis as Director  For       For          Management
11    Renew Appointment Paolo Bulgari as      For       For          Management
      Censor
12    Renew Appointment Patrick Houel as      For       For          Management
      Censor
13    Renew Appointment Felix G. Rohatyn as   For       For          Management
      Censor
14    Elect Marie-Laure Sauty de Chalon as    For       For          Management
      Director
15    Advisory Vote on Compensation of        For       Against      Management
      Bernard Arnault
16    Advisory Vote on Compensation of        For       Against      Management
      Antonio Belloni
17    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
18    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased Shares
19    Approve Change of Corporate Form to     For       For          Management
      Societas Europaea (SE)
20    Pursuant to Item Above, Adopt New       For       For          Management
      Bylaws


--------------------------------------------------------------------------------

M. DIAS BRANCO S.A INDUSTRIA E COMERCIO DE ALIMENTOS

Ticker:       MDIA3          Security ID:  P64876108
Meeting Date: OCT 25, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Amend Articles 10, 11, 12, and          For       For          Management
      Paragraphs VII of Articles 14, 18, and
      19
1b    Amend Articles 14 (Paragraphs XII -     For       For          Management
      XX), 18 (Paragraphs I - X), and 19
      (Paragraphs I - V)
1c    Amend Articles 10 and 19                For       For          Management
1d    Amend Chapter XI of the Company's       For       For          Management
      Bylaws Re: Article 37


--------------------------------------------------------------------------------

M. DIAS BRANCO S.A INDUSTRIA E COMERCIO DE ALIMENTOS

Ticker:       MDIA3          Security ID:  P64876108
Meeting Date: DEC 27, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Discuss Agreement to Absorb Industria   For       For          Management
      de Alimentos Bomgosto Ltda. (Vitarella)
2     Approve Agreement to Absorb Vitarella   For       For          Management
3     Appoint Independent Auditors to         For       For          Management
      Appraise Proposed Transaction
4     Approve Independent Appraisal           For       For          Management
5     Approve Absorption of Vitarella         For       For          Management


--------------------------------------------------------------------------------

M. DIAS BRANCO S.A INDUSTRIA E COMERCIO DE ALIMENTOS

Ticker:       MDIA3          Security ID:  P64876108
Meeting Date: APR 28, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       Did Not Vote Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2013
2     Approve Allocation of Income and        For       Did Not Vote Management
      Dividends
3     Approve Remuneration of Company's       For       Did Not Vote Management
      Management
4     Elect Directors                         For       Did Not Vote Management


--------------------------------------------------------------------------------

MASTERCARD INCORPORATED

Ticker:       MA             Security ID:  57636Q104
Meeting Date: JUN 03, 2014   Meeting Type: Annual
Record Date:  APR 09, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard Haythornthwaite  For       For          Management
1b    Elect Director Ajay Banga               For       For          Management
1c    Elect Director Silvio Barzi             For       For          Management
1d    Elect Director David R. Carlucci        For       For          Management
1e    Elect Director Steven J. Freiberg       For       For          Management
1f    Elect Director Julius Genachowski       For       For          Management
1g    Elect Director Merit E. Janow           For       For          Management
1h    Elect Director Nancy J. Karch           For       For          Management
1i    Elect Director Marc Olivie              For       For          Management
1j    Elect Director Rima Qureshi             For       For          Management
1k    Elect Director Jose Octavio Reyes       For       For          Management
      Lagunes
1l    Elect Director Jackson P. Tai           For       For          Management
1m    Elect Director Edward Suning Tian       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

MCDONALD'S CORPORATION

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 22, 2014   Meeting Type: Annual
Record Date:  MAR 24, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Susan E. Arnold          For       For          Management
1b    ElectionElect Director Richard H. Lenny For       For          Management
1c    Elect Director Walter E. Massey         For       For          Management
1d    Elect Director Cary D. McMillan         For       For          Management
1e    Elect Director Sheila A. Penrose        For       For          Management
1f    Elect Director John W. Rogers, Jr.      For       For          Management
1g    Elect Director Roger W. Stone           For       For          Management
1h    Elect Director Miles D. White           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Executive Incentive Bonus Plan    For       For          Management
4     Ratify Auditors                         For       For          Management
5     Provide Right to Act by Written Consent Against   For          Shareholder


--------------------------------------------------------------------------------

MEAD JOHNSON NUTRITION COMPANY

Ticker:       MJN            Security ID:  582839106
Meeting Date: MAY 01, 2014   Meeting Type: Annual
Record Date:  MAR 14, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Steven M. Altschuler     For       For          Management
1b    Elect Director Howard B. Bernick        For       For          Management
1c    Elect Director Kimberly A. Casiano      For       For          Management
1d    Elect Director Anna C. Catalano         For       For          Management
1e    Elect Director Celeste A. Clark         For       For          Management
1f    Elect Director James M. Cornelius       For       For          Management
1g    Elect Director Stephen W. Golsby        For       For          Management
1h    Elect Director Michael Grobstein        For       For          Management
1i    Elect Director Peter Kasper Jakobsen    For       For          Management
1j    Elect Director Peter G. Ratcliffe       For       For          Management
1k    Elect Director Elliott Sigal            For       For          Management
1l    Elect Director Robert S. Singer         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

METTLER-TOLEDO INTERNATIONAL INC.

Ticker:       MTD            Security ID:  592688105
Meeting Date: MAY 08, 2014   Meeting Type: Annual
Record Date:  MAR 10, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert F. Spoerry        For       For          Management
1.2   Elect Director Wah-Hui Chu              For       For          Management
1.3   Elect Director Francis A. Contino       For       For          Management
1.4   Elect Director Olivier A. Filliol       For       For          Management
1.5   Elect Director Michael A. Kelly         For       For          Management
1.6   Elect Director Martin D. Madaus         For       For          Management
1.7   Elect Director Hans Ulrich Maerki       For       For          Management
1.8   Elect Director George M. Milne, Jr.     For       For          Management
1.9   Elect Director Thomas P. Salice         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

MICROCHIP TECHNOLOGY INCORPORATED

Ticker:       MCHP           Security ID:  595017104
Meeting Date: AUG 16, 2013   Meeting Type: Annual
Record Date:  JUN 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steve Sanghi             For       For          Management
1.2   Elect Director Matthew W. Chapman       For       For          Management
1.3   Elect Director L.B. Day                 For       For          Management
1.4   Elect Director Albert J. Hugo-Martinez  For       For          Management
1.5   Elect Director Wade F. Meyercord        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

MONSANTO COMPANY

Ticker:       MON            Security ID:  61166W101
Meeting Date: JAN 28, 2014   Meeting Type: Annual
Record Date:  DEC 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gregory H. Boyce         For       For          Management
1b    Elect Director Laura K. Ipsen           For       For          Management
1c    Elect Director William U. Parfet        For       For          Management
1d    Elect Director George H. Poste          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Risk of Genetic Engineering   Against   Against      Shareholder
      in Order to Work with Regulators
5     Report on Risk of Genetically           Against   Against      Shareholder
      Engineered Products


--------------------------------------------------------------------------------

NAVER CORP.

Ticker:       035420         Security ID:  Y62579100
Meeting Date: MAR 21, 2014   Meeting Type: Annual
Record Date:  DEC 31, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements,           For       For          Management
      Allocation of Income, and Dividend of
      KRW 734 per Share
2     Amend Articles of Incorporation         For       For          Management
3.1   Reelect Kim Sang-Hun as Inside Director For       For          Management
3.2   Reelect Hwang In-Joon as Inside         For       For          Management
      Director
4     Approve Total Remuneration of Inside    For       For          Management
      Directors and Outside Directors


--------------------------------------------------------------------------------

NESTLE SA

Ticker:       NESN           Security ID:  H57312649
Meeting Date: APR 10, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       For          Management
      Statutory Reports
1.2   Approve Remuneration Report             For       For          Management
      (Non-Binding)
2     Approve Discharge of Board and Senior   For       For          Management
      Management
3     Approve Allocation of Income and        For       For          Management
      Dividends of CHF 2.15 per Share
4     Amend Articles Re: Ordinance Against    For       For          Management
      Excessive Remuneration at Listed
      Companies
5.1a  Reelect Peter Brabeck-Letmathe as       For       For          Management
      Director
5.1b  Reelect Paul Bulcke as Director         For       For          Management
5.1c  Reelect Andreas Koopmann as Director    For       For          Management
5.1d  Reelect Rolf Haenggi as Director        For       For          Management
5.1e  Reelect Beat Hess as Director           For       For          Management
5.1f  Reelect Daniel Borel as Director        For       For          Management
5.1g  Reelect Steven Hoch as Director         For       For          Management
5.1h  Reelect Naina Lal Kidwai as Director    For       For          Management
5.1i  Reelect Titia de Lange as Director      For       For          Management
5.1j  Reelect Jean-Pierre Roth as Director    For       For          Management
5.1k  Reelect Ann Veneman as Director         For       For          Management
5.1l  Reelect Henri de Castries as Director   For       For          Management
5.1m  Reelect Eva Cheng as Director           For       For          Management
5.2   Elect Peter Brabeck-Letmathe as Board   For       For          Management
      Chairman
5.3.1 Appoint Beat Hess as Member of the      For       For          Management
      Compensation Committee
5.3.2 Appoint Daniel Borel as Member of the   For       For          Management
      Compensation Committee
5.3.3 Appoint Andreas Koopmann as Member of   For       For          Management
      the Compensation Committee
5.3.4 Appoint Jean-Pierre Roth as Member of   For       For          Management
      the Compensation Committee
5.4   Ratify KMPG SA as Auditors              For       For          Management
5.5   Designate Hartmann Dreyer as            For       For          Management
      Independent Proxy


--------------------------------------------------------------------------------

NIKE, INC.

Ticker:       NKE            Security ID:  654106103
Meeting Date: SEP 19, 2013   Meeting Type: Annual
Record Date:  JUL 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan B. Graf, Jr.        For       For          Management
1.2   Elect Director John C. Lechleiter       For       For          Management
1.3   Elect Director Phyllis M. Wise          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Report on Political Contributions       Against   For          Shareholder


--------------------------------------------------------------------------------

OCCIDENTAL PETROLEUM CORPORATION

Ticker:       OXY            Security ID:  674599105
Meeting Date: MAY 02, 2014   Meeting Type: Annual
Record Date:  MAR 13, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Spencer Abraham          For       For          Management
1.2   Elect Director Howard I. Atkins         For       For          Management
1.3   Elect Director Eugene L. Batchelder     For       For          Management
1.4   Elect Director Stephen I. Chazen        For       For          Management
1.5   Elect Director Edward P. Djerejian      For       For          Management
1.6   Elect Director John E. Feick            For       For          Management
1.7   Elect Director Margaret M. Foran        For       For          Management
1.8   Elect Director Carlos M. Gutierrez      For       For          Management
1.9   Elect Director William R. Klesse        For       For          Management
1.10  Elect Director Avedick B. Poladian      For       For          Management
1.11  Elect Director Elisse B. Walter         For       For          Management
2     Remove Age Restriction for Directors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Provide Right to Act by Written Consent For       For          Management
5     Separate the Roles of the Chairman of   For       For          Management
      the Board and the Chief Executive
      Officer
6     Ratify Auditors                         For       For          Management
7     Stock Retention/Holding Period          Against   Against      Shareholder
8     Review and Assess Membership of         Against   For          Shareholder
      Lobbying Organizations
9     Report on Management of Hydraulic       Against   For          Shareholder
      Fracturing Risks and Opportunities
10    Report on Methane Emissions Management  Against   Against      Shareholder
      and Reduction Targets


--------------------------------------------------------------------------------

ORACLE CORPORATION

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: OCT 31, 2013   Meeting Type: Annual
Record Date:  SEP 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey S. Berg          For       Withhold     Management
1.2   Elect Director H. Raymond Bingham       For       Withhold     Management
1.3   Elect Director Michael J. Boskin        For       Withhold     Management
1.4   Elect Director Safra A. Catz            For       Withhold     Management
1.5   Elect Director Bruce R. Chizen          For       Withhold     Management
1.6   Elect Director George H. Conrades       For       Withhold     Management
1.7   Elect Director Lawrence J. Ellison      For       Withhold     Management
1.8   Elect Director Hector Garcia-Molina     For       Withhold     Management
1.9   Elect Director Jeffrey O. Henley        For       Withhold     Management
1.10  Elect Director Mark V. Hurd             For       Withhold     Management
1.11  Elect Director Naomi O. Seligman        For       Withhold     Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       Against      Management
4     Ratify Auditors                         For       For          Management
5     Establish Human Rights Committee        Against   Against      Shareholder
6     Require Independent Board Chairman      Against   For          Shareholder
7     Provide Vote Counting to Exclude        Against   Against      Shareholder
      Abstentions
8     Adopt Multiple Performance Metrics      Against   For          Shareholder
      Under Executive Incentive Plans
9     Require Shareholder Approval of         Against   For          Shareholder
      Quantifiable Performance Metrics


--------------------------------------------------------------------------------

PEPSICO, INC.

Ticker:       PEP            Security ID:  713448108
Meeting Date: MAY 07, 2014   Meeting Type: Annual
Record Date:  FEB 28, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Shona L. Brown           For       For          Management
1b    Elect Director George W. Buckley        For       For          Management
1c    Elect Director Ian M. Cook              For       For          Management
1d    Elect Director Dina Dublon              For       For          Management
1e    Elect Director Rona A. Fairhead         For       For          Management
1f    Elect Director Ray L. Hunt              For       For          Management
1g    Elect Director Alberto Ibarguen         For       For          Management
1h    Elect Director Indra K. Nooyi           For       For          Management
1i    Elect Director Sharon Percy Rockefeller For       For          Management
1j    Elect Director James J. Schiro          For       For          Management
1k    Elect Director Lloyd G. Trotter         For       For          Management
1l    Elect Director Daniel Vasella           For       For          Management
1m    Elect Director Alberto Weisser          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Executive Incentive Bonus Plan    For       For          Management
5     Require Shareholder Vote to Approve     Against   Against      Shareholder
      Political Contributions Policy
6     Stock Retention/Holding Period          Against   Against      Shareholder


--------------------------------------------------------------------------------

PERNOD RICARD

Ticker:       RI             Security ID:  F72027109
Meeting Date: NOV 06, 2013   Meeting Type: Annual/Special
Record Date:  OCT 31, 2013

#     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 Allocation of Income and        For       For          Management
      Dividends of EUR 1.64 per Share
4     Approve Auditors' Special Report on     For       For          Management
      Related-Party Transactions
5     Reelect Daniele Ricard as Director      For       For          Management
6     Reelect Laurent Burelle as Director     For       For          Management
7     Reelect Michel Chambaud as Director     For       For          Management
8     Reelect the Company Paul Ricard as      For       For          Management
      Director
9     Reelect Anders Narvinger as Director    For       For          Management
10    Approve Remuneration of Directors in    For       For          Management
      the Aggregate Amount of EUR 910,000
11    Advisory Vote on Compensation of        For       For          Management
      Daniele Ricard
12    Advisory Vote on Compensation of        For       For          Management
      Pierre Pringuet
13    Advisory Vote on Compensation of        For       For          Management
      Alexandre Ricard
14    Authorize Repurchase of Up to 10        For       Against      Management
      Percent of Issued Share Capital
15    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased Shares
16    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 205 Million
17    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 41 Million
18    Authorize Board to Increase Capital in  For       For          Management
      the Event of Additional Demand Related
      to Delegation Submitted to Shareholder
      Vote Above
19    Authorize Capital Increase of up to 10  For       For          Management
      Percent of Issued Capital for
      Contributions in Kind
20    Authorize Capital Increase of Up to 10  For       For          Management
      Percent of Issued Capital for Future
      Exchange Offers
21    Approve Issuance of Securities          For       For          Management
      Convertible into Debt
22    Authorize Capitalization of Reserves    For       For          Management
      of Up to EUR 205 Million for Bonus
      Issue or Increase in Par Value
23    Approve Employee Stock Purchase Plan    For       For          Management
24    Amend Article 16 of Bylaws Re:          For       For          Management
      Election of Employee Representative
25    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


--------------------------------------------------------------------------------

PRAXAIR, INC.

Ticker:       PX             Security ID:  74005P104
Meeting Date: APR 22, 2014   Meeting Type: Annual
Record Date:  FEB 28, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephen F. Angel         For       For          Management
1.2   Elect Director Oscar Bernardes          For       For          Management
1.3   Elect Director Nance K. Dicciani        For       For          Management
1.4   Elect Director Edward G. Galante        For       For          Management
1.5   Elect Director Claire W. Gargalli       For       For          Management
1.6   Elect Director Ira D. Hall              For       For          Management
1.7   Elect Director Raymond W. LeBoeuf       For       For          Management
1.8   Elect Director Larry D. McVay           For       For          Management
1.9   Elect Director Denise L. Ramos          For       For          Management
1.10  Elect Director Wayne T. Smith           For       For          Management
1.11  Elect Director Robert L. Wood           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


--------------------------------------------------------------------------------

PRECISION CASTPARTS CORP.

Ticker:       PCP            Security ID:  740189105
Meeting Date: AUG 13, 2013   Meeting Type: Annual
Record Date:  JUN 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark Donegan             For       For          Management
1.2   Elect Director Daniel J. Murphy         For       For          Management
1.3   Elect Director Vernon E. Oechsle        For       For          Management
1.4   Elect Director Ulrich Schmidt           For       For          Management
1.5   Elect Director Richard L. Wambold       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     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors


--------------------------------------------------------------------------------

PUBLICIS GROUPE SA

Ticker:       PUB            Security ID:  F7607Z165
Meeting Date: MAY 28, 2014   Meeting Type: Annual/Special
Record Date:  MAY 22, 2014

#     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 Allocation of Income and        For       For          Management
      Dividends of EUR 1.10 per Share
4     Approve Stock Dividend Program          For       For          Management
5     Approve Transaction with BNP Paribas    For       For          Management
      Re: Loan Agreement
6     Approve Transaction with Societe        For       For          Management
      Generale Re: Loan Agreement
7     Reelect Claudine Bienaime as            For       For          Management
      Supervisory Board Member
8     Reelect Michel Halperin as Supervisory  For       For          Management
      Board Member
9     Approve Remuneration of Supervisory     For       For          Management
      Board Members in the Aggregate Amount
      of EUR 1.20 Million
10    Advisory Vote on Compensation of        For       Against      Management
      Maurice Levy, Chairman of the
      Management Board
11    Advisory Vote on Compensation of        For       Against      Management
      Jean-Michel Etienne, Jean-Yves Naouri,
      and Kevin Roberts, Members of the
      Management Board
12    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
13    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 30 Million
14    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 9 Million
15    Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities for up to 20
      Percent of Issued Capital Per Year for
      Private Placements, up to Aggregate
      Nominal Amount of EUR 9 Million
16    Authorize Capitalization of Reserves    For       For          Management
      of Up to EUR 30 Million for Bonus
      Issue or Increase in Par Value
17    Authorize Capital Increase of Up to     For       For          Management
      EUR 9 Million for Future Exchange
      Offers
18    Authorize Board to Increase Capital in  For       For          Management
      the Event of Additional Demand Related
      to Delegation Submitted to Shareholder
      Vote Above
19    Authorize up to 5 Percent of Issued     For       For          Management
      Capital for Use in Restricted Stock
      Plans
20    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans
21    Authorize Capital Issuances for Use in  For       For          Management
       Employee Stock Purchase Plans for
      International Employees
22    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


--------------------------------------------------------------------------------

RECKITT BENCKISER GROUP PLC

Ticker:       RB.            Security ID:  G74079107
Meeting Date: MAY 07, 2014   Meeting Type: Annual
Record Date:  MAY 02, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Policy             For       For          Management
3     Approve Remuneration Report             For       Against      Management
4     Approve Final Dividend                  For       For          Management
5     Re-elect Adrian Bellamy as Director     For       For          Management
6     Re-elect Peter Harf as Director         For       For          Management
7     Re-elect Adrian Hennah as Director      For       For          Management
8     Re-elect Kenneth Hydon as Director      For       For          Management
9     Re-elect Rakesh Kapoor as Director      For       For          Management
10    Re-elect Andre Lacroix as Director      For       For          Management
11    Re-elect Judith Sprieser as Director    For       For          Management
12    Re-elect Warren Tucker as Director      For       For          Management
13    Elect Nicandro Durante 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    Approve EU Political Donations and      For       For          Management
      Expenditure
17    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
18    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
19    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
20    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


--------------------------------------------------------------------------------

RIO TINTO PLC

Ticker:       RIO            Security ID:  G75754104
Meeting Date: APR 15, 2014   Meeting Type: Annual
Record Date:  APR 11, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Policy             For       For          Management
3     Approve Remuneration Report for UK Law  For       For          Management
      Purposes
4     Approve Remuneration Report for         For       For          Management
      Australian Law Purposes
5     Approve Potential Termination Benefits  For       For          Management
6     Elect Anne Lauvergeon as Director       For       For          Management
7     Elect Simon Thompson as Director        For       For          Management
8     Re-elect Robert Brown as Director       For       For          Management
9     Re-elect Jan du Plessis as Director     For       For          Management
10    Re-elect Michael Fitzpatrick as         For       For          Management
      Director
11    Re-elect Ann Godbehere as Director      For       For          Management
12    Re-elect Richard Goodmanson as Director For       For          Management
13    Re-elect Lord Kerr as Director          For       For          Management
14    Re-elect Chris Lynch as Director        For       For          Management
15    Re-elect Paul Tellier as Director       For       For          Management
16    Re-elect John Varley as Director        For       For          Management
17    Re-elect Sam Walsh as Director          For       For          Management
18    Reappoint PricewaterhouseCoopers LLP    For       For          Management
      as Auditors
19    Authorise the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
20    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
21    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
22    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
23    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice
24    Approve Scrip Dividend                  For       For          Management


--------------------------------------------------------------------------------

ROLLS-ROYCE HOLDINGS PLC

Ticker:       RR.            Security ID:  G76225104
Meeting Date: MAY 01, 2014   Meeting Type: Annual
Record Date:  APR 29, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Policy             For       For          Management
3     Approve Remuneration Report             For       For          Management
4     Elect Lee Hsien Yang as Director        For       For          Management
5     Elect Warren East as Director           For       For          Management
6     Re-elect Ian Davis as Director          For       For          Management
7     Re-elect John Rishton as Director       For       For          Management
8     Re-elect Dame Helen Alexander as        For       For          Management
      Director
9     Re-elect Lewis Booth as Director        For       For          Management
10    Re-elect Sir Frank Chapman as Director  For       For          Management
11    Re-elect James Guyette as Director      For       For          Management
12    Re-elect John McAdam as Director        For       For          Management
13    Re-elect Mark Morris as Director        For       For          Management
14    Re-elect John Neill as Director         For       For          Management
15    Re-elect Colin Smith as Director        For       For          Management
16    Re-elect Jasmin Staiblin as Director    For       Against      Management
17    Appoint KPMG LLP as Auditors            For       For          Management
18    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
19    Approve Payment to Shareholders         For       For          Management
20    Approve EU Political Donations and      For       For          Management
      Expenditure
21    Approve Performance Share Plan          For       For          Management
22    Approve Deferred Share Bonus Plan       For       For          Management
23    Approve Increase in Aggregate           For       For          Management
      Compensation Ceiling for Non-executive
      Directors
24    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
25    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
26    Authorise Market Purchase of Ordinary   For       For          Management
      Shares


--------------------------------------------------------------------------------

SAIPEM

Ticker:       SPM            Security ID:  T82000117
Meeting Date: MAY 06, 2014   Meeting Type: Annual
Record Date:  APR 24, 2014

#     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     Fix Number of Directors                 For       For          Management
4     Fix Board Terms for Directors           For       For          Management
5.1   Slate Submitted by Eni SpA              None      Did Not Vote Shareholder
5.2   Slate Submitted by Institutional        None      For          Shareholder
      Investors
6     Elect Board Chair                       None      For          Management
7     Approve Remuneration of Directors       For       For          Management
8.1   Slate Submitted by Eni SpA              None      Against      Shareholder
8.2   Slate Submitted by Institutional        None      For          Shareholder
      Investors
9     Elect Chair of the Internal Auditors    None      For          Shareholder
10    Approve Internal Auditors' Remuneration For       For          Management
11    Approve Remuneration of Auditors        For       For          Management
12    Approve Monetary Incentive  Plan        For       For          Management
13    Approve Remuneration Report             For       For          Management


--------------------------------------------------------------------------------

SAMSUNG ELECTRONICS CO. LTD.

Ticker:       005930         Security ID:  Y74718100
Meeting Date: MAR 14, 2014   Meeting Type: Annual
Record Date:  DEC 31, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements,           For       For          Management
      Allocation of Income, and Dividend of
      KRW 13,800 per Share
2     Approve Total Remuneration of Inside    For       For          Management
      Directors and Outside Directors


--------------------------------------------------------------------------------

SBERBANK OF RUSSIA

Ticker:       SBER           Security ID:  80585Y308
Meeting Date: JUN 06, 2014   Meeting Type: Annual
Record Date:  APR 17, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Annual Report                   For       For          Management
2     Approve Financial Statements            For       For          Management
3     Approve Allocation of Income and        For       For          Management
      Dividends
4     Ratify Auditor                          For       For          Management
5.1   Elect Martin Gilman Grant as Director   None      For          Management
5.2   Elect Valery Goreglyad as Director      None      Against      Management
5.3   Elect German Gref as Director           None      Against      Management
5.4   Elect Yevsey Gurvich as Director        None      Against      Management
5.5   Elect Bella Zlatkis as Director         None      Against      Management
5.6   Elect Nadezhda Ivanova as Director      None      Against      Management
5.7   Elect Sergey Ignatyev as Director       None      Against      Management
5.8   Elect Peter Kralich as Director         None      For          Management
5.9   Elect Alexei Kudrin as Director         None      Against      Management
5.10  Elect Georgy Luntovsky as Director      None      Against      Management
5.11  Elect Vladimir Mau as Director          None      For          Management
5.12  Elect Gennady Melikyan as Director      None      Against      Management
5.13  Elect Leif Pagrotski as Director        None      For          Management
5.14  Elect Alessandro Profumo as Director    None      Against      Management
5.15  Elect Sergey Sinelnikov-Murylev as      None      For          Management
      Director
5.16  Elect Dmitriy Tulin as Member as        None      For          Management
      Director
5.17  Elect Nadia Wells as Member as Director None      For          Management
5.18  Elect Sergey Shvetsov as Director       None      Against      Management
6.1   Elect Natalya Borodina as Member of     For       For          Management
      Audit Commission
6.2   Elect Vladimir Volkov as Member of      For       For          Management
      Audit Commission
6.3   Elect Tatiyana Domanskaya as Member of  For       For          Management
      Audit Commission
6.4   Elect Yuliya Isakhanova as Member of    For       For          Management
      Audit Commission
6.5   Elect Aleksey Minenko as Member of      For       For          Management
      Audit Commission
6.6   Elect Olga Polyakova as Member of       For       For          Management
      Audit Commission
6.7   Elect Natalia Revina as Member of       For       For          Management
      Audit Commission
7     Approve New Edition of Charter          For       For          Management
8     Approve New Edition of Regulations on   For       For          Management
      General Meetings
9     Approve New Edition of Regulations on   For       For          Management
      Board of Directors
10    Approve New Edition of Regulations on   For       For          Management
      Audit Commission
11    Approve New Edition of Regulations on   For       For          Management
      Management
12    Approve Remuneration of Members of      For       For          Management
      Audit Commission


--------------------------------------------------------------------------------

SCHLUMBERGER LIMITED

Ticker:       SLB            Security ID:  806857108
Meeting Date: APR 09, 2014   Meeting Type: Annual
Record Date:  FEB 19, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director  Peter L.S. Currie       For       For          Management
1b    Elect Director Tony Isaac               For       For          Management
1c    Elect Director K. Vaman Kamath          For       For          Management
1d    Elect Director Maureen Kempston Darkes  For       For          Management
1e    Elect Director Paal Kibsgaard           For       For          Management
1f    Elect Director Nikolay Kudryavtsev      For       For          Management
1g    Elect Director Michael E. Marks         For       For          Management
1h    Elect Director Lubna S. Olayan          For       For          Management
1i    Elect Director Leo Rafael Reif          For       For          Management
1j    Elect Director Tore I. Sandvold         For       For          Management
1k    Elect Director Henri Seydoux            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Adopt and Approve Financials and        For       For          Management
      Dividends
4     Ratify PricewaterhouseCoopers LLP  as   For       For          Management
      Auditors


--------------------------------------------------------------------------------

SCHNEIDER ELECTRIC SA

Ticker:       SU             Security ID:  F86921107
Meeting Date: MAY 06, 2014   Meeting Type: Annual/Special
Record Date:  APR 29, 2014

#     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 Treatment of Losses and         For       For          Management
      Dividends of EUR 1.87 per Share
4     Approve Auditors' Special Report on     For       For          Management
      Related-Party Transactions
5     Approve Severance Payment Agreement     For       Against      Management
      and Additional Pension Scheme
      Agreement with Jean-Pascal Tricoire
6     Approve Severance Payment Agreement     For       Against      Management
      and Additional Pension Scheme
      Agreement with Emmanuel Babeau
7     Advisory Vote on Compensation of        For       For          Management
      Jean-Pascal Tricoire
8     Advisory Vote on Compensation of        For       For          Management
      Emmanuel Babeau
9     Elect Linda Knoll as Director           For       For          Management
10    Reelect Noel Forgeard as Director       For       For          Management
11    Reelect Willy Kissling as Director      For       For          Management
12    Reelect Cathy Kopp as Director          For       For          Management
13    Reelect Henri Lachmann as Director      For       For          Management
14    Reelect Richard Thoman as Director      For       For          Management
15    Ratify Appointment of Jeong Kim as      For       For          Management
      Director
16    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
17    Approve Change of Corporate Form to     For       For          Management
      Societas Europaea (SE)
18    Change Company Name to Schneider        For       For          Management
      Electric SE and Amend Bylaws
      Accordingly, Pursuant to Item Above
19    Amend Articles 1 and 3 of Bylaws Re:    For       For          Management
      Change of Corporate Form
20    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans
21    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans Reserved
      for International Subsidiaries
22    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities
23    Elect Lone Fonss Schroder as Director   For       For          Management


--------------------------------------------------------------------------------

SENSATA TECHNOLOGIES HOLDING N.V.

Ticker:       ST             Security ID:  N7902X106
Meeting Date: MAY 22, 2014   Meeting Type: Annual
Record Date:  APR 24, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Thomas Wroe, Jr. as Director      For       For          Management
1.2   Elect Martha Sullivan as Director       For       For          Management
1.3   Elect Lewis B. Campbell as Director     For       For          Management
1.4   Elect Paul Edgerley as Director         For       For          Management
1.5   Elect Michael J. Jacobson as Director   For       For          Management
1.6   Elect John Lewis as Director            For       For          Management
1.7   Elect Charles W. Peffer as Director     For       For          Management
1.8   Elect Kirk P. Pond as Director          For       For          Management
1.9   Elect Stephen Zide as Director          For       For          Management
1.10  Elect Andrew Teich as Director          For       For          Management
1.11  Elect James Heppelmann as Director      For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Approve Financial Statements and        For       For          Management
      Statutory Reports for Fiscal Year 2013
4     Approve Discharge of Board              For       For          Management
5     Approve Remuneration of Supervisory     For       For          Management
      Board
6     Grant Board Authority to Repurchase     For       For          Management
      Shares
7     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
8     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


--------------------------------------------------------------------------------

SONOVA HOLDING AG

Ticker:       SOON           Security ID:  H8024W106
Meeting Date: JUN 17, 2014   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       For          Management
      Statutory Reports
1.2   Approve Remuneration Report             For       For          Management
2     Approve Allocation of Income and        For       For          Management
      Dividends of CHF 1.90 per Share
3     Approve Discharge of Board and Senior   For       For          Management
      Management
4.1.1 Reelect Robert Spoerry as Director and  For       For          Management
      Board Chairman
4.1.2 Reelect Beat Hess as Director           For       For          Management
4.1.3 Reelect Michael Jacobi as Director      For       For          Management
4.1.4 Reelect Andy Rihs as Director           For       For          Management
4.1.5 Reelect Anssi Vanjoki as Director       For       For          Management
4.1.6 Reelect Ronald van der Vis as Director  For       For          Management
4.1.7 Reelect Jinlong Wang as Director        For       For          Management
4.1.8 Reelect John Zei as Director            For       For          Management
4.2   Elect Stacy Enxing Send as Director     For       For          Management
4.3.1 Appoint Robert Spoerry as Member of     For       For          Management
      the Compensation Committee
4.3.2 Appoint Beat Hess as Member of the      For       For          Management
      Compensation Committee
4.3.3 Appoint John Zei as Member of the       For       For          Management
      Compensation Committee
4.4   Ratify PricewaterhouseCoopers AG as     For       For          Management
      Auditors
4.5   Designate Andreas Keller as             For       For          Management
      Independent Proxy
5.1   Amend Articles Re: Ordinance Against    For       Against      Management
      Excessive Remuneration at Listed
      Companies (Compensation Related)
5.2   Amend Articles Re: Further Provisions   For       For          Management
      Related to Ordinance Against Excessive
      Remuneration at Listed Companies
6     Transact Other Business (Voting)        For       Against      Management


--------------------------------------------------------------------------------

STANDARD CHARTERED PLC

Ticker:       STAN           Security ID:  G84228157
Meeting Date: MAY 08, 2014   Meeting Type: Annual
Record Date:  MAY 06, 2014

#     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 Policy             For       Against      Management
4     Approve Remuneration Report             For       For          Management
5     Elect Dr Kurt Campbell as Director      For       For          Management
6     Elect Christine Hodgson as Director     For       For          Management
7     Elect Naguib Kheraj as Director         For       For          Management
8     Re-elect Om Bhatt as Director           For       For          Management
9     Re-elect Jaspal Bindra as Director      For       For          Management
10    Re-elect Dr Louis Chi-Yan Cheung as     For       For          Management
      Director
11    Re-elect Dr Han Seung-soo as Director   For       For          Management
12    Re-elect Simon Lowth as Director        For       For          Management
13    Re-elect Ruth Markland as Director      For       For          Management
14    Re-elect John Paynter as Director       For       For          Management
15    Re-elect Sir John Peace as Director     For       For          Management
16    Re-elect Alun Rees as Director          For       For          Management
17    Re-elect Peter Sands as Director        For       For          Management
18    Re-elect Viswanathan Shankar as         For       For          Management
      Director
19    Re-elect Paul Skinner as Director       For       For          Management
20    Re-elect Dr Lars Thunell as Director    For       For          Management
21    Approve Disapplication of the           For       For          Management
      Shareholding Qualification in Relation
      to Dr Kurt Campbell
22    Reappoint KPMG Audit plc as Auditors    For       For          Management
23    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
24    Approve EU Political Donations and      For       For          Management
      Expenditure
25    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
26    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
27    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights in Relation to
      Equity Convertible Additional Tier 1
      Securities
28    Approve Scrip Dividend Program          For       For          Management
29    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
30    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights in Relation to
      Equity Convertible Additional Tier 1
      Securities
31    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
32    Authorise Market Purchase of            For       For          Management
      Preference Shares
33    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice
34    Fix Maximum Variable Compensation Ratio For       For          Management


--------------------------------------------------------------------------------

SUNDRUG CO. LTD.

Ticker:       9989           Security ID:  J78089109
Meeting Date: JUN 21, 2014   Meeting Type: Annual
Record Date:  MAR 31, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Allocation of Income, with a    For       For          Management
      Final Dividend of JPY 30
2     Authorize Share Repurchase Program      For       For          Management
      from Specific Shareholder
3.1   Elect Director Saitsu, Tatsuro          For       For          Management
3.2   Elect Director Akao, Kimiya             For       For          Management
3.3   Elect Director Tsuruta, Kazuhiro        For       For          Management
3.4   Elect Director Sadakata, Hiroshi        For       For          Management
3.5   Elect Director Sakai, Yoshimitsu        For       For          Management
3.6   Elect Director Tada, Naoki              For       For          Management
3.7   Elect Director Sugiura, Nobuhiko        For       For          Management


--------------------------------------------------------------------------------

SYMRISE AG

Ticker:       SY1            Security ID:  D827A1108
Meeting Date: MAY 14, 2014   Meeting Type: Annual
Record Date:  APR 22, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Financial Statements and        None      None         Management
      Statutory Reports for Fiscal 2013
      (Non-Voting)
2     Approve Allocation of Income and        For       For          Management
      Dividends of EUR 0.70 per Share
3     Approve Discharge of Management Board   For       For          Management
      for Fiscal 2013
4     Approve Discharge of Supervisory Board  For       For          Management
      for Fiscal 2013
5     Ratify KPMG AG as Auditors for Fiscal   For       For          Management
      2014
6a    Amend Affiliation Agreements with       For       For          Management
      Subsidiary TESIUM GmbH
6b    Amend Affiliation Agreements with       For       For          Management
      Subsidiary Symotion GmbH
6c    Amend Affiliation Agreements with       For       For          Management
      Subsidiary Symrise US-Beteiligungs GmbH
6d    Amend Affiliation Agreements with       For       For          Management
      Subsidiary Busiris
      Vermoegensverwaltung GmbH
7     Approve Remuneration System for         For       For          Management
      Management Board Members


--------------------------------------------------------------------------------

TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.

Ticker:       2330           Security ID:  874039100
Meeting Date: JUN 24, 2014   Meeting Type: Annual
Record Date:  APR 28, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve 2013 Business Operations        For       For          Management
      Report and Financial Statements
2     Approve 2013 Plan on Profit             For       For          Management
      Distribution
3     Approve Amendments to Procedures        For       For          Management
      Governing the Acquisition or Disposal
      of Assets and Trading Procedures
      Governing Derivatives Products


--------------------------------------------------------------------------------

THE PROCTER & GAMBLE COMPANY

Ticker:       PG             Security ID:  742718109
Meeting Date: OCT 08, 2013   Meeting Type: Annual
Record Date:  AUG 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Angela F. Braly          For       For          Management
1b    Elect Director Kenneth I. Chenault      For       For          Management
1c    Elect Director Scott D. Cook            For       For          Management
1d    Elect Director Susan Desmond-Hellmann   For       For          Management
1e    Elect Director A.G. Lafley              For       For          Management
1f    Elect Director Terry J. Lundgren        For       For          Management
1g    Elect Director W. James McNerney, Jr.   For       For          Management
1h    Elect Director Margaret C. Whitman      For       For          Management
1i    Elect Director Mary Agnes Wilderotter   For       For          Management
1j    Elect Director Patricia A. Woertz       For       For          Management
1k    Elect Director Ernesto Zedillo          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Reduce Supermajority Vote Requirement   For       For          Management
4     Approve Non-Employee Director Omnibus   For       For          Management
      Stock Plan
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

THE SHERWIN-WILLIAMS COMPANY

Ticker:       SHW            Security ID:  824348106
Meeting Date: APR 16, 2014   Meeting Type: Annual
Record Date:  FEB 25, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Arthur F. Anton          For       For          Management
1.2   Elect Director Christopher M. Connor    For       For          Management
1.3   Elect Director David F. Hodnik          For       For          Management
1.4   Elect Director Thomas G. Kadien         For       For          Management
1.5   Elect Director Richard J. Kramer        For       For          Management
1.6   Elect Director Susan J. Kropf           For       For          Management
1.7   Elect Director Christine A. Poon        For       For          Management
1.8   Elect Director Richard K. Smucker       For       For          Management
1.9   Elect Director John M. Stropki          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

THE WALT DISNEY COMPANY

Ticker:       DIS            Security ID:  254687106
Meeting Date: MAR 18, 2014   Meeting Type: Annual
Record Date:  JAN 17, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Susan E. Arnold          For       For          Management
1b    Elect Director John S. Chen             For       For          Management
1c    Elect Director Jack Dorsey              For       For          Management
1d    Elect Director Robert A. Iger           For       For          Management
1e    Elect Director Fred H. Langhammer       For       For          Management
1f    Elect Director Aylwin B. Lewis          For       For          Management
1g    Elect Director Monica C. Lozano         For       For          Management
1h    Elect Director Robert W. Matschullat    For       For          Management
1i    Elect Director Sheryl K. Sandberg       For       For          Management
1j    Elect Director Orin C. Smith            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Provide Right to Call Special Meeting   For       For          Management
5     Adopt Proxy Access Right                Against   For          Shareholder
6     Pro-rata Vesting of Equity Awards       Against   Against      Shareholder


--------------------------------------------------------------------------------

THERMO FISHER SCIENTIFIC INC.

Ticker:       TMO            Security ID:  883556102
Meeting Date: MAY 20, 2014   Meeting Type: Annual
Record Date:  MAR 28, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Marc N. Casper           For       For          Management
1b    Elect Director Nelson J. Chai           For       For          Management
1c    Elect Director C. Martin Harris         For       For          Management
1d    Elect Director Tyler Jacks              For       For          Management
1e    Elect Director Judy C. Lewent           For       For          Management
1f    Elect Director Thomas J. Lynch          For       For          Management
1g    Elect Director Jim P. Manzi             For       For          Management
1h    Elect Director William G. Parrett       For       For          Management
1i    Elect Director Lars R. Sorensen         For       For          Management
1j    Elect Director Scott M. Sperling        For       For          Management
1k    Elect Director Elaine S. Ullian         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

TIME WARNER INC.

Ticker:       TWX            Security ID:  887317303
Meeting Date: JUN 13, 2014   Meeting Type: Annual
Record Date:  APR 14, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James L. Barksdale       For       For          Management
1.2   Elect Director William P. Barr          For       For          Management
1.3   Elect Director Jeffrey L. Bewkes        For       For          Management
1.4   Elect Director Stephen F. Bollenbach    For       For          Management
1.5   Elect Director Robert C. Clark          For       For          Management
1.6   Elect Director Mathias Dopfner          For       For          Management
1.7   Elect Director Jessica P. Einhorn       For       For          Management
1.8   Elect Director Carlos M. Gutierrez      For       For          Management
1.9   Elect Director Fred Hassan              For       For          Management
1.10  Elect Director Kenneth J. Novack        For       For          Management
1.11  Elect Director Paul D. Wachter          For       For          Management
1.12  Elect Director Deborah C. Wright        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


--------------------------------------------------------------------------------

UNITED TECHNOLOGIES CORPORATION

Ticker:       UTX            Security ID:  913017109
Meeting Date: APR 28, 2014   Meeting Type: Annual
Record Date:  MAR 03, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Louis R. Chenevert       For       For          Management
1b    Elect Director John V. Faraci           For       For          Management
1c    Elect Director Jean-Pierre Garnier      For       For          Management
1d    Elect Director Jamie S. Gorelick        For       For          Management
1e    Elect Director Edward A. Kangas         For       For          Management
1f    Elect Director Ellen J. Kullman         For       For          Management
1g    Elect Director Marshall O. Larsen       For       For          Management
1h    Elect Director Harold McGraw, III       For       For          Management
1i    Elect Director Richard B. Myers         For       For          Management
1j    Elect Director H. Patrick Swygert       For       For          Management
1k    Elect Director Andre Villeneuve         For       For          Management
1l    Elect Director Christine Todd Whitman   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

VF CORPORATION

Ticker:       VFC            Security ID:  918204108
Meeting Date: APR 22, 2014   Meeting Type: Annual
Record Date:  MAR 03, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard T. Carucci       For       For          Management
1.2   Elect Director Juliana L. Chugg         For       For          Management
1.3   Elect Director Juan Ernesto de Bedout   For       For          Management
1.4   Elect Director Ursula O. Fairbairn      For       For          Management
1.5   Elect Director George Fellows           For       For          Management
1.6   Elect Director Clarence Otis, Jr.       For       For          Management
1.7   Elect Director Matthew J. Shattock      For       For          Management
1.8   Elect Director Eric C. Wiseman          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

VISA INC.

Ticker:       V              Security ID:  92826C839
Meeting Date: JAN 29, 2014   Meeting Type: Annual
Record Date:  DEC 03, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Mary B. Cranston         For       For          Management
1b    Elect Director Francisco Javier         For       For          Management
      Fernandez-Carbajal
1c    Elect Director Alfred F. Kelly, Jr.     For       For          Management
1d    Elect Director Robert W. Matschullat    For       For          Management
1e    Elect Director Cathy E. Minehan         For       For          Management
1f    Elect Director Suzanne Nora Johnson     For       For          Management
1g    Elect Director David J. Pang            For       For          Management
1h    Elect Director Charles W. Scharf        For       For          Management
1i    Elect Director William S. Shanahan      For       For          Management
1j    Elect Director John A. C. Swainson      For       For          Management
1k    Elect Director Maynard G. Webb, Jr.     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


--------------------------------------------------------------------------------

W.W. GRAINGER, INC.

Ticker:       GWW            Security ID:  384802104
Meeting Date: APR 30, 2014   Meeting Type: Annual
Record Date:  MAR 03, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian P. Anderson        For       For          Management
1.2   Elect Director V. Ann Hailey            For       For          Management
1.3   Elect Director William K. Hall          For       For          Management
1.4   Elect Director Stuart L. Levenick       For       For          Management
1.5   Elect Director Neil S. Novich           For       For          Management
1.6   Elect Director Michael J. Roberts       For       For          Management
1.7   Elect Director Gary L. Rogers           For       For          Management
1.8   Elect Director James T. Ryan            For       For          Management
1.9   Elect Director E. Scott Santi           For       For          Management
1.10  Elect Director James D. Slavik          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

WATERS CORPORATION

Ticker:       WAT            Security ID:  941848103
Meeting Date: MAY 15, 2014   Meeting Type: Annual
Record Date:  MAR 21, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joshua Bekenstein        For       For          Management
1.2   Elect Director Michael J. Berendt       For       For          Management
1.3   Elect Director Douglas A. Berthiaume    For       For          Management
1.4   Elect Director Edward Conard            For       For          Management
1.5   Elect Director Laurie H. Glimcher       For       For          Management
1.6   Elect Director Christopher A. Kuebler   For       For          Management
1.7   Elect Director William J. Miller        For       For          Management
1.8   Elect Director JoAnn A. Reed            For       For          Management
1.9   Elect Director Thomas P. Salice         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Executive Incentive Bonus Plan  For       For          Management


--------------------------------------------------------------------------------

WHITBREAD PLC

Ticker:       WTB            Security ID:  G9606P197
Meeting Date: JUN 17, 2014   Meeting Type: Annual
Record Date:  JUN 13, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Remuneration Policy             For       For          Management
3     Approve Remuneration Report             For       For          Management
4     Approve Final Dividend                  For       For          Management
5     Re-elect Richard Baker as Director      For       For          Management
6     Re-elect Wendy Becker as Director       For       For          Management
7     Re-elect Nicholas Cadbury as Director   For       For          Management
8     Re-elect Sir Ian Cheshire as Director   For       For          Management
9     Re-elect Patrick Dempsey as Director    For       For          Management
10    Re-elect Anthony Habgood as Director    For       For          Management
11    Re-elect Andy Harrison as Director      For       For          Management
12    Re-elect Simon Melliss as Director      For       For          Management
13    Re-elect Christopher Rogers as Director For       For          Management
14    Re-elect Louise Smalley as Director     For       For          Management
15    Re-elect Susan Martin as Director       For       For          Management
16    Re-elect Stephen Williams as Director   For       For          Management
17    Reappoint Ernst & Young LLP as Auditors For       For          Management
18    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
19    Authorise Issue of Equity with          For       For          Management
      Pre-emptive Rights
20    Approve Long Term Incentive Plan        For       For          Management
21    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
22    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
23    Authorise the Company to Call EGM with  For       For          Management
      Two Weeks' Notice


--------------------------------------------------------------------------------

YAHOO JAPAN CORPORATION

Ticker:       4689           Security ID:  J95402103
Meeting Date: JUN 19, 2014   Meeting Type: Annual
Record Date:  MAR 31, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Miyasaka, Manabu         For       Against      Management
1.2   Elect Director Son, Masayoshi           For       Against      Management
1.3   Elect Director Kawabe, Kentaro          For       For          Management
1.4   Elect Director Oya, Toshiki             For       For          Management
1.5   Elect Director Miyauchi, Ken            For       For          Management
1.6   Elect Director Imai, Yasuyuki           For       For          Management
1.7   Elect Director Kenneth Goldman          For       For          Management


--------------------------------------------------------------------------------

ZOETIS INC.

Ticker:       ZTS            Security ID:  98978V103
Meeting Date: MAY 13, 2014   Meeting Type: Annual
Record Date:  MAR 19, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gregory Norden           For       For          Management
1.2   Elect Director Louise M. Parent         For       For          Management
1.3   Elect Director Robert W. Scully         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Ratify Auditors                         For       For          Management




========================== MFS Strategic Income Fund ===========================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
========== 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: MFS SERIES TRUST VIII

By (Signature and Title): JOHN M. CORCORAN*
                          -------------------------------------
                          John M. Corcoran, Principal Executive
                          Officer & President

Date: August 25, 2014

*By (Signature and Title) /s/ Susan S. Newton
                          -------------------------------------
                          Susan S. Newton, as attorney-in-fact

*    Executed by Susan S. Newton on behalf of John M. Corcoran pursuant to a
     Power of Attorney dated July 8th, 2013. (1)

(1)  Incorporated by reference to MFS Municipal Series Trust (File Nos. 2-92915
     and 811-4096) Post-Effective Amendment No. 56 filed with the SEC via EDGAR
     on July 26, 2013.