================================================================================ 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 ================================================================================ 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------- 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.