UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act File Number: 811-21680
VIRTUS TOTAL RETURN FUND
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(exact name of registrant as specified in charter)
101 Munson Street, Greenfield, MA 01301
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(Address of principal executive offices)
William Renahan, Esq., Virtus Investment Partners, Inc.
100 Pearl Street, Hartford, CT 06103
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(Name and Address of agent for service)
Registrant's telephone number, including area code: 800-243-1574
Date of Fiscal Year End: 12/31
Date of Reporting Period: 07/01/2015 - 06/30/2016
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-21680
Reporting Period: 07/01/2015 - 06/30/2016
Virtus Total Return Fund
=========================== Virtus Total Return Fund ===========================
ABERTIS INFRAESTRUCTURAS S.A
Ticker: ABE Security ID: E0003D111
Meeting Date: APR 11, 2016 Meeting Type: Annual
Record Date: APR 06, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Consolidated and Standalone For For Management
Financial Statements
2 Approve Allocation of Income and For For Management
Dividends
3 Approve Discharge of Board For For Management
4 Authorize Capitalization of Reserves For For Management
for Bonus Issue
5 Receive Amendments to Board of None None Management
Directors Regulations
6.1 Fix Number of Directors at 15 For For Management
6.2 Ratify Appointment of and Elect For Against Management
Juan-Jose Lopez Burniol as Director
6.3 Ratify Appointment of and Elect For Against Management
Independent Director
6.4 Ratify Appointment of and Elect For Against Management
Independent Director
7 Renew Appointment of Deloitte as For For Management
Auditor
8 Authorize Issuance of Non-Convertible For For Management
and/or Convertible Bonds, Debentures,
Warrants, and Other Debt Securities up
to EUR 8 Billion with Exclusion of
Preemptive Rights up to 20 Percent of
Capital
9 Advisory Vote on Remuneration Report For For Management
10 Authorize Board to Ratify and Execute For For Management
Approved Resolutions
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ALLETE, INC.
Ticker: ALE Security ID: 018522300
Meeting Date: MAY 10, 2016 Meeting Type: Annual
Record Date: MAR 11, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Kathryn W. Dindo For For Management
1b Elect Director Sidney W. Emery, Jr. For For Management
1c Elect Director George G. Goldfarb For For Management
1d Elect Director James S. Haines, Jr. For For Management
1e Elect Director Alan R. Hodnik For For Management
1f Elect Director James J. Hoolihan For For Management
1g Elect Director Heidi E. Jimmerson For For Management
1h Elect Director Madeleine W. Ludlow For For Management
1i Elect Director Douglas C. Neve For For Management
1j Elect Director Leonard C. Rodman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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AMERICAN ELECTRIC POWER COMPANY, INC.
Ticker: AEP Security ID: 025537101
Meeting Date: APR 26, 2016 Meeting Type: Annual
Record Date: FEB 29, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Nicholas K. Akins For For Management
1.2 Elect Director David J. Anderson For For Management
1.3 Elect Director J. Barnie Beasley, Jr. For For Management
1.4 Elect Director Ralph D. Crosby, Jr. For For Management
1.5 Elect Director Linda A. Goodspeed For For Management
1.6 Elect Director Thomas E. Hoaglin For For Management
1.7 Elect Director Sandra Beach Lin For For Management
1.8 Elect Director Richard C. Notebaert For For Management
1.9 Elect Director Lionel L. Nowell ,III For For Management
1.10 Elect Director Stephen S. Rasmussen For For Management
1.11 Elect Director Oliver G. Richard, III For For Management
1.12 Elect Director Sara Martinez Tucker For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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AMERICAN TOWER CORPORATION
Ticker: AMT Security ID: 03027X100
Meeting Date: JUN 01, 2016 Meeting Type: Annual
Record Date: APR 06, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Raymond P. Dolan For For Management
1b Elect Director Robert D. Hormats For For Management
1c Elect Director Carolyn F. Katz For For Management
1d Elect Director Gustavo Lara Cantu For For Management
1e Elect Director Craig Macnab For For Management
1f Elect Director JoAnn A. Reed For For Management
1g Elect Director Pamela D.A. Reeve For For Management
1h Elect Director David E. Sharbutt For For Management
1i Elect Director James D. Taiclet, Jr. For For Management
1j Elect Director Samme L. Thompson For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Reduce Ownership Threshold for Against Against Shareholder
Shareholders to Call Special Meeting
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AMERICAN WATER WORKS COMPANY, INC.
Ticker: AWK Security ID: 030420103
Meeting Date: MAY 13, 2016 Meeting Type: Annual
Record Date: MAR 21, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Julie A. Dobson For For Management
1b Elect Director Paul J. Evanson For For Management
1c Elect Director Martha Clark Goss For For Management
1d Elect Director Richard R. Grigg For For Management
1e Elect Director Veronica M. Hagen For For Management
1f Elect Director Julia L. Johnson For For Management
1g Elect Director Karl F. Kurz For For Management
1h Elect Director George MacKenzie For For Management
1i Elect Director Susan N. Story For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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APA GROUP
Ticker: APA Security ID: Q0437B100
Meeting Date: OCT 22, 2015 Meeting Type: Annual
Record Date: OCT 20, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Leonard Bleasel as Director For For Management
2 Elect Russell Higgins as Director For For Management
3 Elect Michael Fraser as Director For For Management
4 Elect Debra Goodin as Director For For Management
5 Approve the Amendments to the For For Management
Australian Pipeline Trust Constitution
6 Approve the Amendments to the APT For For Management
Investment Trust Constitution
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AT&T INC.
Ticker: T Security ID: 00206R102
Meeting Date: APR 29, 2016 Meeting Type: Annual
Record Date: MAR 01, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Randall L. Stephenson For For Management
1.2 Elect Director Samuel A. Di Piazza, Jr. For For Management
1.3 Elect Director Richard W. Fisher For For Management
1.4 Elect Director Scott T. Ford For For Management
1.5 Elect Director Glenn H. Hutchins For For Management
1.6 Elect Director William E. Kennard For For Management
1.7 Elect Director Michael B. McCallister For For Management
1.8 Elect Director Beth E. Mooney For For Management
1.9 Elect Director Joyce M. Roche For For Management
1.10 Elect Director Matthew K. Rose For For Management
1.11 Elect Director Cynthia B. Taylor For For Management
1.12 Elect Director Laura D'Andrea Tyson For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
5 Report on Indirect Political Against Against Shareholder
Contributions
6 Report on Lobbying Payments and Policy Against Against Shareholder
7 Require Independent Board Chairman Against Against Shareholder
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ATLANTIA SPA
Ticker: ATL Security ID: T05404107
Meeting Date: APR 21, 2016 Meeting Type: Annual
Record Date: APR 12, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements, For For Management
Statutory Reports, and Allocation of
Income
2 Authorize Share Repurchase Program and For For Management
Reissuance of Repurchased Shares
3.a Fix Number of Directors For For Management
3.b.1 Slate 1 Submitted by Sintonia SpA None Did Not Vote Shareholder
3.b.2 Slate 2 Submitted by Institutional None For Shareholder
Investors (Assogestioni)
3.c Elect Board Chair None For Management
3.d Approve Remuneration of Directors For For Management
4 Approve Remuneration Report For For Management
A Deliberations on Possible Legal Action None Against Management
Against Directors if Presented by
Shareholders
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ATMOS ENERGY CORPORATION
Ticker: ATO Security ID: 049560105
Meeting Date: FEB 03, 2016 Meeting Type: Annual
Record Date: DEC 10, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Robert W. Best For For Management
1b Elect Director Kim R. Cocklin For For Management
1c Elect Director Richard W. Douglas For For Management
1d Elect Director Ruben E. Esquivel For For Management
1e Elect Director Richard K. Gordon For For Management
1f Elect Director Robert C. Grable For For Management
1g Elect Director Michael E. Haefner For For Management
1h Elect Director Thomas C. Meredith For For Management
1i Elect Director Nancy K. Quinn For For Management
1j Elect Director Richard A. Sampson For For Management
1k Elect Director Stephen R. Springer For For Management
1l Elect Director Richard Ware II For For Management
2 Amend Omnibus Stock Plan For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Ratify Ernst & Young LLP as Auditors For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Advisory Vote on Say on Pay Frequency One Year One Year Management
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AUCKLAND INTERNATIONAL AIRPORT LTD.
Ticker: AIA Security ID: Q06213146
Meeting Date: OCT 22, 2015 Meeting Type: Annual
Record Date: OCT 20, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Richard Didsbury as Director For For Management
2 Elect Brett Godfrey as Director For For Management
3 Elect Patrick Strange as Director For For Management
4 Approve the Increase in Maximum For For Management
Aggregate Remuneration of
Non-Executive Directors
5 Authorize Board to Fix Remuneration of For For Management
the Auditors
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AURIZON HOLDINGS LTD.
Ticker: AZJ Security ID: Q0695Q104
Meeting Date: NOV 12, 2015 Meeting Type: Annual
Record Date: NOV 10, 2015
# Proposal Mgt Rec Vote Cast Sponsor
2a Elect John Cooper as Director For For Management
2b Elect Karen Field as Director For For Management
2c Elect Sam Lewis as Director For For Management
2d Elect Tim Poole as Director For For Management
3 Approve the Grant of Up to 374,280 For For Management
Performance Rights to Lance Hockridge,
Managing Director and CEO of the
Company
4 Approve the Remuneration Report For For Management
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BCE INC.
Ticker: BCE Security ID: 05534B760
Meeting Date: APR 28, 2016 Meeting Type: Annual
Record Date: MAR 14, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barry K. Allen For For Management
1.2 Elect Director Ronald A. Brenneman For For Management
1.3 Elect Director Sophie Brochu For For Management
1.4 Elect Director Robert E. Brown For For Management
1.5 Elect Director George A. Cope For For Management
1.6 Elect Director David F. Denison For For Management
1.7 Elect Director Robert P. Dexter For For Management
1.8 Elect Director Ian Greenberg For For Management
1.9 Elect Director Katherine Lee For For Management
1.10 Elect Director Monique F. Leroux For For Management
1.11 Elect Director Gordon M. Nixon For For Management
1.12 Elect Director Calin Rovinescu For For Management
1.13 Elect Director Robert C. Simmonds For For Management
1.14 Elect Director Paul R. Weiss For For Management
2 Ratify Deloitte LLP as Auditors For For Management
3 Advisory Vote on Executive For For Management
Compensation Approach
4.1 SP 1: Female Representation in Senior Against Against Shareholder
Management
4.2 SP 2: Reconstitution of Compensation Against Against Shareholder
Committee
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BT GROUP PLC
Ticker: BT.A Security ID: G16612106
Meeting Date: JUL 15, 2015 Meeting Type: Annual
Record Date: JUL 13, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For For Management
3 Approve Final Dividend For For Management
4 Re-elect Sir Michael Rake as Director For For Management
5 Re-elect Gavin Patterson as Director For For Management
6 Re-elect Tony Chanmugam as Director For For Management
7 Re-elect Tony Ball as Director For For Management
8 Re-elect Iain Conn as Director For For Management
9 Re-elect Phil Hodkinson as Director For For Management
10 Re-elect Karen Richardson as Director For For Management
11 Re-elect Nick Rose as Director For For Management
12 Re-elect Jasmine Whitbread as Director For For Management
13 Elect Isabel Hudson as Director For For Management
14 Reappoint PricewaterhouseCoopers LLP For For Management
as Auditors
15 Authorise Board to Fix Remuneration of For For Management
Auditors
16 Authorise Issue of Equity with For For Management
Pre-emptive Rights
17 Authorise Issue of Equity without For For Management
Pre-emptive Rights
18 Authorise Market Purchase of Ordinary For For Management
Shares
19 Adopt New Articles of Association For For Management
20 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
21 Authorise EU Political Donations and For For Management
Expenditure
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CMS ENERGY CORPORATION
Ticker: CMS Security ID: 125896100
Meeting Date: MAY 06, 2016 Meeting Type: Annual
Record Date: MAR 08, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jon E. Barfield For For Management
1b Elect Director Deborah H. Butler For For Management
1c Elect Director Kurt L. Darrow For For Management
1d Elect Director Stephen E. Ewing For For Management
1e Elect Director Richard M. Gabrys For For Management
1f Elect Director William D. Harvey For For Management
1g Elect Director Philip R. Lochner, Jr. For For Management
1h Elect Director Patricia K. Poppe For For Management
1i Elect Director John G. Russell For For Management
1j Elect Director Myrna M. Soto For For Management
1k Elect Director John G. Sznewajs For For Management
1l Elect Director Laura H. Wright For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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CROWN CASTLE INTERNATIONAL CORP.
Ticker: CCI Security ID: 22822V101
Meeting Date: MAY 19, 2016 Meeting Type: Annual
Record Date: MAR 28, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director P. Robert Bartolo For For Management
1b Elect Director Jay A. Brown For For Management
1c Elect Director Cindy Christy For For Management
1d Elect Director Ari Q. Fitzgerald For For Management
1e Elect Director Robert E. Garrison II For For Management
1f Elect Director Dale N. Hatfield For For Management
1g Elect Director Lee W. Hogan For For Management
1h Elect Director Edward C. Hutcheson, Jr. For For Management
1i Elect Director J. Landis Martin For For Management
1j Elect Director Robert F. McKenzie For For Management
1k Elect Director Anthony J. Melone For For Management
1l Elect Director W. Benjamin Moreland For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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DEUTSCHE TELEKOM AG
Ticker: DTE Security ID: D2035M136
Meeting Date: MAY 25, 2016 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports for Fiscal 2015
(Non-Voting)
2 Approve Allocation of Income and For For Management
Dividends of EUR 0.55 per Share
3 Approve Discharge of Management Board For For Management
for Fiscal 2015
4 Approve Discharge of Supervisory Board For For Management
for Fiscal 2015
5 Ratify PricewaterhouseCoopers AG as For For Management
Auditors for Fiscal 2016
6 Authorize Share Repurchase Program and For For Management
Reissuance or Cancellation of
Repurchased Shares
7 Authorize Use of Financial Derivatives For For Management
when Repurchasing Shares
8 Elect Helga Jung to the Supervisory For For Management
Board
9 Approve Remuneration of Supervisory For For Management
Board
10 Amend Articles Re: Participation and For For Management
Voting at Shareholder Meetings
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DOMINION RESOURCES, INC.
Ticker: D Security ID: 25746U109
Meeting Date: MAY 11, 2016 Meeting Type: Annual
Record Date: MAR 04, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William P. Barr For For Management
1.2 Elect Director Helen E. Dragas For For Management
1.3 Elect Director James O. Ellis, Jr. For For Management
1.4 Elect Director Thomas F. Farrell, II For For Management
1.5 Elect Director John W. Harris For For Management
1.6 Elect Director Mark J. Kington For For Management
1.7 Elect Director Pamela J. Royal For For Management
1.8 Elect Director Robert H. Spilman, Jr. For For Management
1.9 Elect Director Michael E. Szymanczyk For For Management
1.10 Elect Director David A. Wollard For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Lobbying Payments and Policy Against Against Shareholder
5 Report on Potential Impact of Denial Against Against Shareholder
of a Certificate for North Anna 3
6 Provide Right to Act by Written Consent Against Against Shareholder
7 Require Director Nominee with Against Against Shareholder
Environmental Experience
8 Report on Financial and Physical Risks Against Against Shareholder
of Climate Change
9 Report on Plans to Adapt to Against Against Shareholder
Distributed Energy Generation and
Energy Efficiency Changes in Sector
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DTE ENERGY COMPANY
Ticker: DTE Security ID: 233331107
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 08, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gerard M. Anderson For For Management
1.2 Elect Director David A. Brandon For For Management
1.3 Elect Director W. Frank Fountain, Jr. For For Management
1.4 Elect Director Charles G. McClure, Jr. For For Management
1.5 Elect Director Gail J. McGovern For For Management
1.6 Elect Director Mark A. Murray For For Management
1.7 Elect Director James B. Nicholson For For Management
1.8 Elect Director Charles W. Pryor, Jr. For For Management
1.9 Elect Director Josue Robles, Jr. For For Management
1.10 Elect Director Ruth G. Shaw For For Management
1.11 Elect Director David A. Thomas For For Management
1.12 Elect Director James H. Vandenberghe For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Lobbying Payments and Against Against Shareholder
Political Contributions
5 Assess Plans to Increase Distributed Against Against Shareholder
Low-Carbon Electricity Generation
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EDISON INTERNATIONAL
Ticker: EIX Security ID: 281020107
Meeting Date: APR 28, 2016 Meeting Type: Annual
Record Date: FEB 29, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jagjeet S. Bindra For For Management
1.2 Elect Director Vanessa C.L. Chang For For Management
1.3 Elect Director Theodore F. Craver, Jr. For For Management
1.4 Elect Director James T. Morris For For Management
1.5 Elect Director Richard T. Schlosberg, For For Management
III
1.6 Elect Director Linda G. Stuntz For For Management
1.7 Elect Director William P. Sullivan For For Management
1.8 Elect Director Ellen O. Tauscher For For Management
1.9 Elect Director Peter J. Taylor For For Management
1.10 Elect Director Brett White For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Adopt Proxy Access Right Against Against Shareholder
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ENBRIDGE INC.
Ticker: ENB Security ID: 29250N105
Meeting Date: MAY 12, 2016 Meeting Type: Annual
Record Date: MAR 17, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David A. Arledge For For Management
1.2 Elect Director James J. Blanchard For For Management
1.3 Elect Director Marcel R. Coutu For For Management
1.4 Elect Director J. Herb England For For Management
1.5 Elect Director Charles W. Fischer For For Management
1.6 Elect Director V. Maureen Kempston For For Management
Darkes
1.7 Elect Director Al Monaco For For Management
1.8 Elect Director George K. Petty For For Management
1.9 Elect Director Rebecca B. Roberts For For Management
1.10 Elect Director Dan C. Tutcher For For Management
1.11 Elect Director Catherine L. Williams For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote on Executive For For Management
Compensation Approach
4 Require Audit Committee to Request Against Against Shareholder
Proposals For The Audit Engagement No
Less Than Every 8 Years
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EUTELSAT COMMUNICATIONS
Ticker: ETL Security ID: F3692M128
Meeting Date: NOV 05, 2015 Meeting Type: Annual/Special
Record Date: NOV 02, 2015
# 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 Acknowledge Auditors' Special Report For For Management
on Related-Party Transactions
Mentionning the Absence of New
Transactions
4 Approve Allocation of Income and For For Management
Dividends of EUR 1.09 per Share
5 Approve Stock Dividend Program (Cash For For Management
or New Shares)
6 Reelect John Birt as Director For For Management
7 Elect Jean d'Arthuys as Director For For Management
8 Elect Ana Garcia as Director For For Management
9 Renew Appointment of Ernst and Young For For Management
et Autres as Auditor
10 Renew Appointment of Auditex as For For Management
Alternate Auditor
11 Advisory Vote on Compensation of For For Management
Michel de Rosen, Chairman and CEO
12 Advisory Vote on Compensation of For For Management
Michel Azibert, Vice-CEO
13 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
14 Authorize Decrease in Share Capital For For Management
via Cancellation of Repurchased Shares
15 Authorize Capitalization of Reserves For For Management
of Up to EUR 44 Million for Bonus
Issue or Increase in Par Value
16 Authorize Issuance of Equity or For For Management
Equity-Linked Securities with
Preemptive Rights up to Aggregate
Nominal Amount of EUR 44 Million
17 Authorize Issuance of Equity or For For Management
Equity-Linked Securities without
Preemptive Rights up to Aggregate
Nominal Amount of EUR 22 Million
18 Approve Issuance of Equity or For For Management
Equity-Linked Securities for Private
Placements, up to Aggregate Nominal
Amount of EUR 22 Million
19 Authorize Board to Set Issue Price for For For Management
10 Percent Per Year of Issued Capital
Pursuant to Issue Authority without
Preemptive Rights
20 Authorize Board to Increase Capital in For For Management
the Event of Additional Demand Related
to Delegations Submitted to
Shareholder Vote under Items 16-18
21 Authorize Capital Increase of Up to For For Management
EUR 22 Million for Future Exchange
Offers
22 Authorize Capital Increase of up to 10 For For Management
Percent of Issued Capital for
Contributions in Kind
23 Authorize Issuance of Equity upon For For Management
Conversion of a Subsidiary's
Equity-Linked Securities for Up to EUR
22 Million
24 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans
25 Authorize up to 0.5 Percent of Issued For Against Management
Capital for Use in Restricted Stock
Plans
26 Authorize Filing of Required For For Management
Documents/Other Formalities
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EVERSOURCE ENERGY
Ticker: ES Security ID: 30040W108
Meeting Date: MAY 04, 2016 Meeting Type: Annual
Record Date: MAR 07, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John S. Clarkeson For For Management
1.2 Elect Director Cotton M. Cleveland For For Management
1.3 Elect Director Sanford Cloud, Jr. For For Management
1.4 Elect Director James S. DiStasio For For Management
1.5 Elect Director Francis A. Doyle For For Management
1.6 Elect Director Charles K. Gifford For For Management
1.7 Elect Director Paul A. La Camera For For Management
1.8 Elect Director Kenneth R. Leibler For For Management
1.9 Elect Director Thomas J. May For For Management
1.10 Elect Director William C. Van Faasen For For Management
1.11 Elect Director Frederica M. Williams For For Management
1.12 Elect Director Dennis R. Wraase For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
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FERROVIAL SA
Ticker: FER Security ID: E49512119
Meeting Date: MAY 03, 2016 Meeting Type: Annual
Record Date: APR 28, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Consolidated and Standalone For For Management
Financial Statements
2 Approve Allocation of Income For For Management
3 Approve Discharge of Board For For Management
4 Renew Appointment of Deloitte as For For Management
Auditor
5.1 Reelect Rafael del Pino y Calvo-Sotelo For For Management
as Director
5.2 Reelect Santiago Bergareche Busquet as For For Management
Director
5.3 Reelect Joaquin Ayuso Garcia as For For Management
Director
5.4 Reelect Inigo Meiras Amusco as Director For For Management
5.5 Reelect Juan Arena de la Mora as For For Management
Director
5.6 Reelect Maria del Pino y Calvo-Sotelo For For Management
as Director
5.7 Reelect Santiago Fernandez Valbuena as For For Management
Director
5.8 Reelect Jose Fernando Sanchez-Junco For For Management
Mans as Director
5.9 Reelect Joaquin del Pino y For For Management
Calvo-Sotelo as Director
5.10 Ratify Appointment of and Elect Oscar For For Management
Fanjul Martin as Director
5.11 Authorize Board to Fill Vacancies For For Management
6 Authorize Capitalization of Reserves For For Management
for Scrip Dividends
7 Authorize Capitalization of Reserves For For Management
for Scrip Dividends
8 Approve Reduction in Share Capital via For For Management
Amortization of Treasury Shares
9.1 Amend Articles Re: Board Meetings and For For Management
Audit and Control Committee
9.2 Amend Articles Re: Board Management For For Management
and Supervisory Powers, and
Qualitative Composition
9.3 Amend Article 4.2 Re: Registered Office For For Management
9.4 Amend Articles Re: Quantitative For For Management
Composition of the Board and Board Term
9.5 Amend Article 50 Re: Board Advisory For For Management
Committees
9.6 Amend Article 52 Re: Appointments and For For Management
Remuneration Committee
10 Approve Remuneration Policy For For Management
11 Approve Restricted Stock Plan For For Management
12 Authorize Board to Ratify and Execute For For Management
Approved Resolutions
13 Advisory Vote on Remuneration Report For For Management
14 Receive Amendments to Board of None None Management
Directors Regulations
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FIDELITY INSTITUTIONAL MONEY MARKET
Ticker: FNSXX Security ID: 31607A109
Meeting Date: DEC 16, 2015 Meeting Type: Special Meeting
Record Date: SEP 21, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 To elect a Board of Trustees For For Management
1.1 Elect Director Elizabeth S. Acton For For Management
1.2 Elect Director John Engler For For Management
1.3 Elect Director Albert R. Gamper, Jr. For For Management
1.4 Elect Director Robert F. Gartland For For Management
1.5 Elect Director Abilgail P. Johnson For For Management
1.6 Elect Director Arthur E. Johnson For For Management
1.7 Elect Director Michael E. Kenneally For For Management
1.8 Elect Director James H. Keyes For For Management
1.9 Elect Director Marie L. Knowles For For Management
1.10 Elect Director Geoffrey A. von Kuhn For For Management
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FLUGHAFEN ZUERICH AG
Ticker: FHZN Security ID: H26552101
Meeting Date: APR 28, 2016 Meeting Type: Annual
Record Date: APR 22, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and None None Management
Statutory Reports (Non-Voting)
2 Receive Auditor's Report (Non-Voting) None None Management
3 Accept Financial Statements and For For Management
Statutory Reports
4 Approve Remuneration Report For For Management
5 Approve Discharge of Board and Senior For For Management
Management
6a Approve Allocation of Income For For Management
6b Approve Dividends of CHF 16 per Share For For Management
from Capital Contribution Reserves
7 Approve 1:5 Stock Split For For Management
8a Approve Remuneration of Board of For For Management
Directors in the Amount of CHF 1.6
Million
8b Approve Remuneration of Executive For For Management
Committee in the Amount of CHF 4.4
Million
9a1 Reelect Guglielmo Brentel as Director For For Management
9a2 Reelect Corine Mauch as Director For For Management
9a3 Reelect Kaspar Schiller as Director For For Management
9a4 Reelect Andreas Schmid as Director For For Management
9a5 Reelect Ulrik Svensson as Director For For Management
9b Elect Andreas Schmid as Board Chairman For For Management
9c1 Appoint Vincent Albers as Member of For For Management
the Nomination and Compensation
Committee
9c2 Appoint Eveline Saupper as Member of For For Management
the Nomination and Compensation
Committee
9c3 Appoint Kaspar Schiller as Member of For For Management
the Nomination and Compensation
Committee
9c4 Appoint Andreas Schmid as Member of For For Management
the Nomination and Compensation
Committee (without Voting Rights)
9d Designate Marianne Sieger as For For Management
Independent Proxy
9e Ratify KPMG AG as Auditors For For Management
10 Transact Other Business (Voting) For Against Management
--------------------------------------------------------------------------------
HERA SPA
Ticker: HER Security ID: T5250M106
Meeting Date: APR 28, 2016 Meeting Type: Annual/Special
Record Date: APR 19, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Financial Statements, For For Management
Statutory Reports, and Allocation of
Income
2 Approve Remuneration Report For For Management
3 Authorize Share Repurchase Program and For For Management
Reissuance of Repurchased Shares
1 Amend Corporate Purpose For For Management
A Deliberations on Possible Legal Action None Against Management
Against Directors if Presented by
Shareholders
--------------------------------------------------------------------------------
IBERDROLA S.A.
Ticker: IBE Security ID: E6165F166
Meeting Date: APR 08, 2016 Meeting Type: Annual
Record Date: APR 03, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Consolidated and Standalone For For Management
Financial Statements
2 Approve Consolidated and Standalone For For Management
Management Reports
3 Approve Discharge of Board For For Management
4 Renew Appointment of Ernst & Young as For For Management
Auditor
5 Approve Allocation of Income and For For Management
Dividends
6.A Authorize Capitalization of Reserves For For Management
for Scrip Dividends
6.B Authorize Capitalization of Reserves For For Management
for Scrip Dividends
7 Authorize Increase in Capital up to 50 For For Management
Percent via Issuance of Equity or
Equity-Linked Securities, Excluding
Preemptive Rights of up to 20 Percent
8 Authorize Issuance of Convertible For For Management
Bonds, Debentures, Warrants, and Other
Debt Securities up to EUR 5 Billion
with Exclusion of Preemptive Rights up
to 20 Percent of Capital
9.A Reelect Inigo Victor de Oriol Ibarra For For Management
as Director
9.B Reelect Ines Macho Stadler as Director For For Management
9.C Reelect Braulio Medel Camara as For For Management
Director
9.D Reelect Samantha Barber as Director For For Management
9.E Elect Xabier Sagredo Ormaza as Director For For Management
10.A Amend Articles Re: Corporate Purpose For For Management
and Values
10.B Amend Articles Re: Indirect For For Management
Shareholder Participation in Other
Companies of the Iberdrola Group
10.C Amend Articles Re: Competencies of the For For Management
Appointments and Remuneration Committee
11.A Amend Articles of General Meeting For For Management
Regulations Re: Purpose and
Communication Channels
11.B Amend Article 16 of General Meeting For For Management
Regulations Re: Gift
11.C Amend Articles of General Meeting For For Management
Regulations Re: Technical Adjustments
12 Authorize Share Repurchase and Capital For For Management
Reduction via Amortization of
Repurchased Shares
13 Authorize Board to Ratify and Execute For For Management
Approved Resolutions
14 Advisory Vote on Remuneration Report For For Management
--------------------------------------------------------------------------------
KEYERA CORP.
Ticker: KEY Security ID: 493271100
Meeting Date: MAY 10, 2016 Meeting Type: Annual
Record Date: MAR 24, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Ratify Deloitte LLP as Auditors For For Management
2.1 Elect Director James V. Bertram For For Management
2.2 Elect Director Douglas J. Haughey For For Management
2.3 Elect Director Nancy M. Laird For For Management
2.4 Elect Director Donald J. Nelson For For Management
2.5 Elect Director Michael J. Norris For For Management
2.6 Elect Director Thomas O'Connor For For Management
2.7 Elect Director David G. Smith For For Management
2.8 Elect Director William R. Stedman For For Management
2.9 Elect Director Janet Woodruff For For Management
3 Advisory Vote on Executive For For Management
Compensation Approach
--------------------------------------------------------------------------------
KINDER MORGAN, INC.
Ticker: KMI Security ID: 49456B101
Meeting Date: MAY 10, 2016 Meeting Type: Annual
Record Date: MAR 11, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard D. Kinder For For Management
1.2 Elect Director Steven J. Kean For For Management
1.3 Elect Director Ted A. Gardner For For Management
1.4 Elect Director Anthony W. Hall, Jr. For For Management
1.5 Elect Director Gary L. Hultquist For For Management
1.6 Elect Director Ronald L. Kuehn, Jr. For For Management
1.7 Elect Director Deborah A. Macdonald For For Management
1.8 Elect Director Michael C. Morgan For For Management
1.9 Elect Director Arthur C. Reichstetter For For Management
1.10 Elect Director Fayez Sarofim For For Management
1.11 Elect Director C. Park Shaper For For Management
1.12 Elect Director William A. Smith For For Management
1.13 Elect Director Joel V. Staff For For Management
1.14 Elect Director Robert F. Vagt For For Management
1.15 Elect Director Perry M. Waughtal For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Report on Capital Expenditure Strategy Against Against Shareholder
with Respect to Climate Change Policy
4 Report on Methane Emissions Management Against Against Shareholder
5 Report on Sustainability, Including Against Against Shareholder
Human Rights
6 Report on Steps Taken to Increase Against Against Shareholder
Board Diversity
--------------------------------------------------------------------------------
NATIONAL GRID PLC
Ticker: NG. Security ID: G6375K151
Meeting Date: JUL 21, 2015 Meeting Type: Annual
Record Date: JUL 18, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Re-elect Sir Peter Gershon as Director For For Management
4 Re-elect Steve Holliday as Director For For Management
5 Re-elect Andrew Bonfield as Director For For Management
6 Re-elect John Pettigrew as Director For For Management
7 Elect Dean Seavers as Director For For Management
8 Re-elect Nora Mead Brownell as Director For For Management
9 Re-elect Jonathan Dawson as Director For For Management
10 Re-elect Therese Esperdy as Director For For Management
11 Re-elect Paul Golby as Director For For Management
12 Re-elect Ruth Kelly as Director For For Management
13 Re-elect Mark Williamson 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 Remuneration Report For For Management
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
14 Working Days' Notice
--------------------------------------------------------------------------------
NEXTERA ENERGY, INC.
Ticker: NEE Security ID: 65339F101
Meeting Date: MAY 19, 2016 Meeting Type: Annual
Record Date: MAR 23, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sherry S. Barrat For For Management
1b Elect Director James L. Camaren For For Management
1c Elect Director Kenneth B. Dunn For For Management
1d Elect Director Naren K. Gursahaney For For Management
1e Elect Director Kirk S. Hachigian For For Management
1f Elect Director Toni Jennings For For Management
1g Elect Director Amy B. Lane For For Management
1h Elect Director James L. Robo For For Management
1i Elect Director Rudy E. Schupp For For Management
1j Elect Director John L. Skolds For For Management
1k Elect Director William H. Swanson For For Management
1l Elect Director Hansel E. Tookes, II For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Report on Political Contributions Against Against Shareholder
6 Adopt Proxy Access Right Against Against Shareholder
7 Report on Risks and Costs of Sea Level Against Against Shareholder
Rise
--------------------------------------------------------------------------------
NIPPON TELEGRAPH & TELEPHONE CORP.
Ticker: 9432 Security ID: 654624105
Meeting Date: JUN 24, 2016 Meeting Type: Annual
Record Date: MAR 30, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Allocation of Income, with a For For Management
Final Dividend of JPY 60
2.1 Elect Director Miura, Satoshi For For Management
2.2 Elect Director Unoura, Hiro For For Management
2.3 Elect Director Shinohara, Hiromichi For For Management
2.4 Elect Director Sawada, Jun For For Management
2.5 Elect Director Kobayashi, Mitsuyoshi For For Management
2.6 Elect Director Shimada, Akira For For Management
2.7 Elect Director Okuno, Tsunehisa For For Management
2.8 Elect Director Kuriyama, Hiroki For For Management
2.9 Elect Director Hiroi, Takashi For For Management
2.10 Elect Director Sakamoto, Eiichi For For Management
2.11 Elect Director Shirai, Katsuhiko For For Management
2.12 Elect Director Sakakibara, Sadayuki For For Management
3 Appoint Statutory Auditor Maezawa, For For Management
Takao
--------------------------------------------------------------------------------
NISOURCE INC.
Ticker: NI Security ID: 65473P105
Meeting Date: MAY 11, 2016 Meeting Type: Annual
Record Date: MAR 15, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard A. Abdoo For For Management
1.2 Elect Director Aristides S. Candris For For Management
1.3 Elect Director Wayne S. DeVeydt For For Management
1.4 Elect Director Joseph Hamrock For For Management
1.5 Elect Director Deborah A. Henretta For For Management
1.6 Elect Director Michael E. Jesanis For For Management
1.7 Elect Director Kevin T. Kabat For For Management
1.8 Elect Director Richard L. Thompson For For Management
1.9 Elect Director Carolyn Y. Woo For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
4 Report on Political Contributions Against Against Shareholder
5 Stock Retention/Holding Period Against Against Shareholder
6 Pro-rata Vesting of Equity Awards Against Against Shareholder
--------------------------------------------------------------------------------
ONE GAS, INC.
Ticker: OGS Security ID: 68235P108
Meeting Date: MAY 26, 2016 Meeting Type: Annual
Record Date: MAR 28, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Pierce H. Norton, II For For Management
1.2 Elect Director Eduardo A. Rodriguez For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
PEMBINA PIPELINE CORPORATION
Ticker: PPL Security ID: 706327103
Meeting Date: MAY 12, 2016 Meeting Type: Annual
Record Date: MAR 23, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Anne-Marie N. Ainsworth, Grant D. For For Management
Billing, Michael (Mick) H. Dilger,
Randall J. Findlay, Lorne B. Gordon,
Gordon J. Kerr, David M.B. LeGresley,
Robert B. Michaleski, Leslie A.
O'Donoghue and Jeffrey T. Smith as
Directors
1.1 Elect Director Anne-Marie N. Ainsworth For For Management
1.2 Elect Director Grant D. Billing For For Management
1.3 Elect Director Michael (Mick) H. Dilger For For Management
1.4 Elect Director Randall J. Findlay For For Management
1.5 Elect Director Lorne B. Gordon For For Management
1.6 Elect Director Gordon J. Kerr For For Management
1.7 Elect Director David M.B. LeGresley For For Management
1.8 Elect Director Robert B. Michaleski For For Management
1.9 Elect Director Leslie A. O'Donoghue For For Management
1.10 Elect Director Jeffrey T. Smith For For Management
2 Approve KPMG LLP as Auditors and For For Management
Authorize Board to Fix Their
Remuneration
3 Approve Shareholder Rights Plan For For Management
4 Advisory Vote on Executive For For Management
Compensation Approach
--------------------------------------------------------------------------------
PENNON GROUP PLC
Ticker: PNN Security ID: G8295T213
Meeting Date: JUL 30, 2015 Meeting Type: Annual
Record Date: JUL 28, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Approve Remuneration Report For For Management
4 Elect Sir John Parker as Director For For Management
5 Re-elect Martin Angle as Director For For Management
6 Elect Neil Cooper as Director For For Management
7 Elect Susan Davy as Director For For Management
8 Re-elect Christopher Loughlin as For For Management
Director
9 Re-elect Ian McAulay as Director For For Management
10 Re-elect Gill Rider as Director For For Management
11 Reappoint Ernst & Young LLP as Auditors For For Management
12 Authorise the Audit Committee to Fix For For Management
Remuneration of Auditors
13 Authorise EU Political Donations and For For Management
Expenditure
14 Authorise Issue of Equity with For For Management
Pre-emptive Rights
15 Authorise Issue of Equity without For For Management
Pre-emptive Rights
16 Authorise Market Purchase of Ordinary For For Management
Shares
17 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
--------------------------------------------------------------------------------
PORTLAND GENERAL ELECTRIC COMPANY
Ticker: POR Security ID: 736508847
Meeting Date: APR 27, 2016 Meeting Type: Annual
Record Date: FEB 29, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director John W. Ballantine For For Management
1b Elect Director Rodney L. Brown, Jr. For For Management
1c Elect Director Jack E. Davis For For Management
1d Elect Director David A. Dietzler For For Management
1e Elect Director Kirby A. Dyess For For Management
1f Elect Director Mark B. Ganz For For Management
1g Elect Director Kathryn J. Jackson For For Management
1h Elect Director Neil J. Nelson For For Management
1i Elect Director M. Lee Pelton For For Management
1j Elect Director James J. Piro For For Management
1k Elect Director Charles W. Shivery For For Management
2 Ratify Deloitte and Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
Ticker: PEG Security ID: 744573106
Meeting Date: APR 19, 2016 Meeting Type: Annual
Record Date: FEB 19, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Willie A. Deese For For Management
1.2 Elect Director Albert R. Gamper, Jr. For For Management
1.3 Elect Director William V. Hickey For For Management
1.4 Elect Director Ralph Izzo For For Management
1.5 Elect Director Shirley Ann Jackson For For Management
1.6 Elect Director David Lilley For For Management
1.7 Elect Director Thomas A. Renyi For For Management
1.8 Elect Director Hak Cheol (H.C.) Shin For For Management
1.9 Elect Director Richard J. Swift For For Management
1.10 Elect Director Susan Tomasky For For Management
1.11 Elect Director Alfred W. Zollar For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
--------------------------------------------------------------------------------
SABINE OIL & GAS CORPORATION
Ticker: SOGCQ Security ID: 346091AZ4
Meeting Date: JUN 03, 2016 Meeting Type: Written Consent
Record Date: APR 28, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 The Plan None Against Management
2 Opt Out Of The Third Party Release None For Management
--------------------------------------------------------------------------------
SEMPRA ENERGY
Ticker: SRE Security ID: 816851109
Meeting Date: MAY 12, 2016 Meeting Type: Annual
Record Date: MAR 17, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan L. Boeckmann For For Management
1.2 Elect Director Kathleen L. Brown For For Management
1.3 Elect Director Pablo A. Ferrero For For Management
1.4 Elect Director William D. Jones For For Management
1.5 Elect Director William G. Ouchi For For Management
1.6 Elect Director Debra L. Reed For For Management
1.7 Elect Director William C. Rusnack For For Management
1.8 Elect Director William P. Rutledge For For Management
1.9 Elect Director Lynn Schenk For For Management
1.10 Elect Director Jack T. Taylor For For Management
1.11 Elect Director James C. Yardley For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
SES SA
Ticker: 008808732 Security ID: L8300G135
Meeting Date: APR 07, 2016 Meeting Type: Annual
Record Date: MAR 24, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Attendance List, Quorum, and Adoption None None Management
of the Agenda
2 Appoint One Secretary and Two Meeting None None Management
Scrutineers
3 Receive and Approve Board's 2015 None None Management
Activities Report
4 Receive Explanations on Main None None Management
Developments during 2015 and
Perspectives
5 Receive Information on 2015 Financial None None Management
Results
6 Receive Auditor's Reports None None Management
7 Approve Consolidated and Individual For For Management
Financial Statements
8 Approve Allocation of Income For For Management
9 Approve Standard Accounting Transfers For For Management
10 Approve Discharge of Directors For For Management
11 Approve Auditors and Authorize Board For For Management
to Fix Their Remuneration
12 Approve Share Repurchase For For Management
13a1 Elect Romain Bausch as Director For For Management
13a2 Elect Victor Casier as Director For For Management
13a3 Elect Tsega Gebreyes as Director For For Management
13a4 Elect Francois Tesch as Director For For Management
13a5 Elect Jean-Claude Finck as Director For For Management
13a6 Elect Pascale Toussing as Director For For Management
13b Elect Jean-Paul Senninger as Director For For Management
14 Approve Remuneration of Directors For For Management
15 Transact Other Business (Non-Voting) None None Management
--------------------------------------------------------------------------------
SES SA
Ticker: 008808732 Security ID: L8300G135
Meeting Date: APR 07, 2016 Meeting Type: Special
Record Date: MAR 24, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Attendance List, Quorum, and Adoption None None Management
of Agenda
2 Appoint One Secretary and Two Meeting None None Management
Scrutineers
3 Authorize Issuance of Equity or For For Management
Equity-Linked Securities without
Preemptive Rights
4 Transact Other Business (Non-Voting) None None Management
--------------------------------------------------------------------------------
SEVERN TRENT PLC
Ticker: SVT Security ID: G8056D159
Meeting Date: JUL 15, 2015 Meeting Type: Annual
Record Date: JUL 13, 2015
# 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 Remuneration Policy For For Management
4 Approve Final Dividend For For Management
5 Elect James Bowling as Director For For Management
6 Re-elect John Coghlan as Director For For Management
7 Re-elect Andrew Duff as Director For For Management
8 Re-elect Gordon Fryett as Director For For Management
9 Re-elect Olivia Garfield as Director For For Management
10 Re-elect Martin Lamb as Director For For Management
11 Re-elect Philip Remnant as Director For For Management
12 Re-elect Dr Angela Strank as Director For For Management
13 Reappoint Deloitte LLP as Auditors For For Management
14 Authorise the Audit Committee to Fix For For Management
Remuneration of 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
--------------------------------------------------------------------------------
SINGAPORE TELECOMMUNICATIONS LIMITED
Ticker: Z74 Security ID: Y79985209
Meeting Date: JUL 21, 2015 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Adopt Financial Statements and For For Management
Directors' and Auditors' Reports
2 Approve Final Dividend For For Management
3 Elect Bobby Chin Yoke Choong as For For Management
Director
4 Elect Chua Sock Koong as Director For For Management
5 Elect Venkataraman Vishnampet Ganesan For For Management
as Director
6 Elect Teo Swee Lian as Director For For Management
7 Approve Directors' Fees For For Management
8 Approve Auditors and Authorize Board For For Management
to Fix Their Remuneration
9 Approve Issuance of Equity or For For Management
Equity-Linked Securities with or
without Preemptive Rights
10 Approve Grant of Awards and Issuance For For Management
of Shares Pursuant to the Singtel
Performance Share Plan 2012
11 Authorize Share Repurchase Program For For Management
--------------------------------------------------------------------------------
SNAM SPA
Ticker: SRG Security ID: T8578N103
Meeting Date: APR 27, 2016 Meeting Type: Annual
Record Date: APR 18, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Allocation of Income For For Management
3 Approve Remuneration Report For For Management
4 Fix Number of Directors For For Management
5 Fix Board Terms for Directors For For Management
6.1 Slate 1 Submitted by CDP Reti SpA None Did Not Vote Shareholder
6.2 Slate 2 Submitted by Institutional None For Shareholder
Investors (Assogestioni)
6.3 Slate 3 Submitted by Inarcassa None Did Not Vote Shareholder
7 Elect Board Chair None For Management
8 Approve Remuneration of Directors For For Management
9.1 Slate 1 Submitted by CDP Reti Spa None Against Shareholder
9.2 Slate 2 Submitted by Institutional None For Shareholder
Investors (Assogestioni)
10 Appoint Chairman of Internal Statutory None For Shareholder
Auditors
11 Approve Internal Auditors' Remuneration For For Management
A Deliberations on Possible Legal Action None Against Management
Against Directors if Presented by
Shareholders
--------------------------------------------------------------------------------
SPECTRA ENERGY CORP
Ticker: SE Security ID: 847560109
Meeting Date: APR 26, 2016 Meeting Type: Annual
Record Date: MAR 01, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gregory L. Ebel For For Management
1b Elect Director F. Anthony Comper For For Management
1c Elect Director Austin A. Adams For For Management
1d Elect Director Joseph Alvarado For For Management
1e Elect Director Pamela L. Carter For For Management
1f Elect Director Clarence P. Cazalot, Jr. For For Management
1g Elect Director Peter B. Hamilton For For Management
1h Elect Director Miranda C. Hubbs For For Management
1i Elect Director Michael McShane For For Management
1j Elect Director Michael G. Morris For For Management
1k Elect Director Michael E. J. Phelps For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Amend Omnibus Stock Plan For For Management
4 Amend Executive Incentive Bonus Plan For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Report on Political Contributions Against Against Shareholder
7 Report on Lobbying Payments and Policy Against Against Shareholder
--------------------------------------------------------------------------------
SUEZ ENVIRONNEMENT COMPANY
Ticker: SEV Security ID: F4984P118
Meeting Date: APR 28, 2016 Meeting Type: Annual/Special
Record Date: APR 25, 2016
# 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 0.65 per Share
4 Reelect Gerard Mestrallet as Director For For Management
5 Reelect Jean-Louis Chaussade as For For Management
Director
6 Reelect Delphine Ernotte Cunci as For For Management
Director
7 Reelect Isidro Faine Casas as Director For For Management
8 Ratify Appointment of Judith Hartmann For For Management
as Director
9 Ratify Appointment of Pierre Mongin as For For Management
Director
10 Elect Miriem Bensalah Chaqroun as For For Management
Director
11 Elect Belen Garijo as Director For For Management
12 Elect Guillaume Thivolle as For For Management
Representative of Employee
Shareholders to the Board
13 Approve Auditors' Special Report on For For Management
Related-Party Transactions
14 Advisory Vote on Compensation of For For Management
Gerard Mestrallet, Chairman
15 Advisory Vote on Compensation of Jean For For Management
Louis Chaussade, CEO
16 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
17 Change Company Name to SUEZ and Amend For For Management
Article 2 of Bylaws Accordingly
18 Amend Article 11 of Bylaws Re: For For Management
Chairman Age Limit
19 Authorize Decrease in Share Capital For For Management
via Cancellation of Repurchased Shares
20 Authorize up to 0.5 Percent of Issued For For Management
Capital for Use in Restricted Stock
Plans (With Performance Conditions
Attached)
21 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans
22 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans Reserved
for Employees of International
Subsidiaries
23 Approve Restricted Stock Plan in For For Management
Connection with Employee Stock
Purchase Plans
24 Authorize Filing of Required For For Management
Documents/Other Formalities
--------------------------------------------------------------------------------
SYDNEY AIRPORT
Ticker: SYD Security ID: Q8808P103
Meeting Date: MAY 20, 2016 Meeting Type: Annual/Special
Record Date: MAY 18, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Remuneration Report For For Management
2 Elect Michael Lee as Director For For Management
3 Elect John Roberts as Director For For Management
4 Elect Grant Fenn as Director For For Management
5 Approve the Grant of Rights to Kerrie For For Management
Mather
1 Elect Gillian Larkins as Director For For Management
--------------------------------------------------------------------------------
TARGA RESOURCES CORP.
Ticker: TRGP Security ID: 87612G101
Meeting Date: FEB 12, 2016 Meeting Type: Special
Record Date: JAN 12, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with For For Management
Acquisition
2 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
TARGA RESOURCES CORP.
Ticker: TRGP Security ID: 87612G101
Meeting Date: MAY 17, 2016 Meeting Type: Annual
Record Date: MAR 22, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Rene R. Joyce For For Management
1.2 Elect Director Waters S. Davis, IV For For Management
1.3 Elect Director Chris Tong For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
TELUS CORPORATION
Ticker: T Security ID: 87971M996
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 07, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director R. H. (Dick) Auchinleck For For Management
1.2 Elect Director Micheline Bouchard For For Management
1.3 Elect Director Raymond T. Chan For For Management
1.4 Elect Director Stockwell Day For For Management
1.5 Elect Director Lisa de Wilde For For Management
1.6 Elect Director Darren Entwistle For For Management
1.7 Elect Director Mary Jo Haddad For For Management
1.8 Elect Director John S. Lacey For For Management
1.9 Elect Director William (Bill) A. For For Management
MacKinnon
1.10 Elect Director John Manley For For Management
1.11 Elect Director Sarabjit (Sabi) S. For For Management
Marwah
1.12 Elect Director David L. Mowat For For Management
2 Approve Deloitte LLP as Auditors and For For Management
Authorize Board to Fix Their
Remuneration
3 Approve Shareholder Rights Plan For For Management
4 Advisory Vote on Executive For For Management
Compensation Approach
--------------------------------------------------------------------------------
THE LACLEDE GROUP, INC.
Ticker: LG Security ID: 505597104
Meeting Date: JAN 28, 2016 Meeting Type: Annual
Record Date: NOV 20, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Brenda D. Newberry For For Management
1.2 Elect Director Suzanne Sitherwood For For Management
1.3 Elect Director Mary Ann Van Lokeren For For Management
2 Amend Executive Incentive Bonus Plan For For Management
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
--------------------------------------------------------------------------------
THE LACLEDE GROUP, INC.
Ticker: LG Security ID: 505597104
Meeting Date: APR 28, 2016 Meeting Type: Special
Record Date: MAR 04, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Change Company Name to Spire Inc. For For Management
--------------------------------------------------------------------------------
THE WILLIAMS COMPANIES, INC.
Ticker: WMB Security ID: 969457100
Meeting Date: JUN 27, 2016 Meeting Type: Special
Record Date: MAY 19, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Advisory Vote on Golden Parachutes For For Management
3 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
TRANSCANADA CORPORATION
Ticker: TRP Security ID: 89353D107
Meeting Date: APR 29, 2016 Meeting Type: Annual/Special
Record Date: MAR 14, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kevin E. Benson For For Management
1.2 Elect Director Derek H. Burney For For Management
1.3 Elect Director Russell K. Girling For For Management
1.4 Elect Director S. Barry Jackson For For Management
1.5 Elect Director John E. Lowe For For Management
1.6 Elect Director Paula Rosput Reynolds For For Management
1.7 Elect Director John Richels For For Management
1.8 Elect Director Mary Pat Salomone For For Management
1.9 Elect Director Indira V. Samarasekera For For Management
1.10 Elect Director D. Michael G. Stewart For For Management
1.11 Elect Director Siim A. Vanaselja For For Management
1.12 Elect Director Richard E. Waugh For For Management
2 Approve KPMG LLP as Auditors and For For Management
Authorize Board to Fix Their
Remuneration
3 Advisory Vote on Executive For For Management
Compensation Approach
4 Amend Stock Option Plan For For Management
5 Approve Shareholder Rights Plan For For Management
--------------------------------------------------------------------------------
TRANSURBAN GROUP
Ticker: TCL Security ID: Q9194A106
Meeting Date: OCT 12, 2015 Meeting Type: Annual/Special
Record Date: OCT 10, 2015
# Proposal Mgt Rec Vote Cast Sponsor
2a Elect Christine O'Reilly as Director For For Management
2b Elect Rodney Slater as Director For For Management
3 Approve the Remuneration Report For For Management
4 Approve the Grant of Performance For For Management
Awards to Scott Charlton, Chief
Executive Officer of the Company
--------------------------------------------------------------------------------
VECTREN CORPORATION
Ticker: VVC Security ID: 92240G101
Meeting Date: MAY 24, 2016 Meeting Type: Annual
Record Date: MAR 16, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carl L. Chapman For For Management
1.2 Elect Director James H. For For Management
DeGraffenreidt, Jr.
1.3 Elect Director John D. Engelbrecht For For Management
1.4 Elect Director Anton H. George For For Management
1.5 Elect Director Martin C. Jischke For For Management
1.6 Elect Director Robert G. Jones For For Management
1.7 Elect Director Patrick K. Mullen For For Management
1.8 Elect Director R. Daniel Sadlier For For Management
1.9 Elect Director Michael L. Smith For For Management
1.10 Elect Director Teresa J. Tanner For For Management
1.11 Elect Director Jean L. Wojtowicz 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 Deloitte & Touche LLP as For For Management
Auditors
--------------------------------------------------------------------------------
VEOLIA ENVIRONNEMENT
Ticker: VIE Security ID: F9686M107
Meeting Date: APR 21, 2016 Meeting Type: Annual/Special
Record Date: APR 18, 2016
# 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 Non-Deductible Expenses For For Management
4 Approve Allocation of Income and For For Management
Dividends of EUR 0.73 per Share
5 Approve Auditors' Special Report on For For Management
Related-Party Transactions
6 Reelect Jacques Aschenbroich as For For Management
Director
7 Reelect Nathalie Rachou as Director For For Management
8 Elect Isabelle Courville as Director For For Management
9 Elect Guillaume Texier as Director For For Management
10 Advisory Vote on Compensation of For For Management
Antoine Frerot, Chairman and CEO
11 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
12 Authorize Issuance of Equity or For For Management
Equity-Linked Securities with
Preemptive Rights up to Aggregate
Nominal Amount of EUR 845 Million
13 Authorize Issuance of Equity or For For Management
Equity-Linked Securities without
Preemptive Rights up to Aggregate
Nominal Amount of EUR 281 Million
14 Approve Issuance of Equity or For For Management
Equity-Linked Securities for Private
Placements, up to Aggregate Nominal
Amount of EUR 281 Million
15 Authorize Capital Increase of up to 10 For For Management
Percent of Issued Capital for
Contributions in Kind
16 Authorize Board to Increase Capital in For For Management
the Event of Additional Demand Related
to Delegation Submitted to Shareholder
Vote Above
17 Authorize Capitalization of Reserves For For Management
of Up to EUR 400 Million for Bonus
Issue or Increase in Par Value
18 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans
19 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans Reserved
for International Employees
20 Authorize up to 0.5 Percent of Issued For For Management
Capital for Use in Restricted Stock
Plans
21 Authorize Decrease in Share Capital For For Management
via Cancellation of Repurchased Shares
22 Authorize Filing of Required For For Management
Documents/Other Formalities
--------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC.
Ticker: VZ Security ID: 92343V104
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 07, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Shellye L. Archambeau For For Management
1.2 Elect Director Mark T. Bertolini For For Management
1.3 Elect Director Richard L. Carrion For For Management
1.4 Elect Director Melanie L. Healey For For Management
1.5 Elect Director M. Frances Keeth For For Management
1.6 Elect Director Karl-Ludwig Kley For For Management
1.7 Elect Director Lowell C. McAdam For For Management
1.8 Elect Director Donald T. Nicolaisen For For Management
1.9 Elect Director Clarence Otis, Jr. For For Management
1.10 Elect Director Rodney E. Slater For For Management
1.11 Elect Director Kathryn A. Tesija For For Management
1.12 Elect Director Gregory D. Wasson For For Management
1.13 Elect Director Gregory G. Weaver For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Adopt Quantitative Renewable Energy Against Against Shareholder
Goals
5 Report on Indirect Political Against Against Shareholder
Contributions
6 Report on Lobbying Payments and Policy Against Against Shareholder
7 Require Independent Board Chairman Against Against Shareholder
8 Submit Severance Agreement Against Against Shareholder
(Change-in-Control) to Shareholder Vote
9 Stock Retention/Holding Period Against Against Shareholder
--------------------------------------------------------------------------------
VINCI
Ticker: DG Security ID: F5879X108
Meeting Date: APR 19, 2016 Meeting Type: Annual/Special
Record Date: APR 14, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Consolidated Financial For For Management
Statements and Statutory Reports
2 Approve Financial Statements and For For Management
Statutory Reports
3 Approve Allocation of Income and For For Management
Dividends of EUR 1.84 per Share
4 Reelect Jean-Pierre Lamoure as Director For For Management
5 Ratify Appointment of Qatar Holding For For Management
LLC as Director
6 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
7 Advisory Vote on Compensation of For For Management
Xavier Huillard, Chairman and CEO
8 Advisory Vote on Compensation of For For Management
Pierre Coppey, Vice-CEO
9 Authorize Decrease in Share Capital For For Management
via Cancellation of Repurchased Shares
10 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans
11 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans Reserved
for Employees of International
Subsidiaries
12 Authorize up to 1 Percent of Issued For For Management
Capital for Use in Restricted Stock
Plans
13 Authorize Filing of Required For For Management
Documents/Other Formalities
--------------------------------------------------------------------------------
VODAFONE GROUP PLC
Ticker: VOD Security ID: 92857W308
Meeting Date: JUL 28, 2015 Meeting Type: Annual
Record Date: JUN 16, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Re-elect Gerard Kleisterlee as Director For For Management
3 Re-elect Vittorio Colao as Director For For Management
4 Re-elect Nick Read as Director For For Management
5 Re-elect Sir Crispin Davis as Director For For Management
6 Elect Dr Mathias Dopfner as Director For For Management
7 Re-elect Dame Clara Furse as Director For For Management
8 Re-elect Valerie Gooding as Director For For Management
9 Re-elect Renee James as Director For For Management
10 Re-elect Samuel Jonah as Director For For Management
11 Re-elect Nick Land as Director For For Management
12 Re-elect Philip Yea as Director For For Management
13 Approve Final Dividend For For Management
14 Approve Remuneration Report For For Management
15 Reappoint PricewaterhouseCoopers LLP For For Management
as Auditors
16 Authorise the Audit and Risk Committee For For Management
to Fix Remuneration of 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
20 Authorise EU Political Donations and For For Management
Expenditure
21 Authorise the Company to Call EGM with For For Management
Two Weeks' Notice
--------------------------------------------------------------------------------
WEC ENERGY GROUP, INC.
Ticker: WEC Security ID: 92939U106
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: FEB 25, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John F. Bergstrom For For Management
1.2 Elect Director Barbara L. Bowles For For Management
1.3 Elect Director William J. Brodsky For For Management
1.4 Elect Director Albert J. Budney, Jr. For For Management
1.5 Elect Director Patricia W. Chadwick For For Management
1.6 Elect Director Curt S. Culver For For Management
1.7 Elect Director Thomas J. Fischer For For Management
1.8 Elect Director Paul W. Jones For For Management
1.9 Elect Director Gale E. Klappa For For Management
1.10 Elect Director Henry W. Knueppel For For Management
1.11 Elect Director Allen L. Leverett For For Management
1.12 Elect Director Ulice Payne, Jr. For For Management
1.13 Elect Director Mary Ellen Stanek For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Proxy Access Against Against Shareholder
========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Virtus Total Return Fund
By: /s/ George R. Aylward
----------------------------
George R. Aylward, President
Date: August 11, 2016