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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

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                                   FORM N-PX

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

              ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
                         MANAGEMENT INVESTMENT COMPANY

                 Investment Company Act File Number: 811-05620

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

                         VIRTUS TOTAL RETURN FUND INC.
                (FKA VIRTUS GLOBAL DIVIDEND & INCOME FUND INC.)
              (exact name of registrant as specified in charter)

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

                    101 Munson Street, Greenfield, MA 01301
                   (Address of principal executive offices)

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

 Jennifer Fromm, Esq., Virtus Investment Partners, Inc., One Financial Plaza,
                              Hartford, CT 06103
                    (Name and Address of agent for service)

       Registrant's telephone number, including area code: 800-243-1574

                        Date of Fiscal Year End: 11/30

               Date of Reporting Period: 07/01/2019 - 06/30/2020

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

ICA File Number: 81105620A
Reporting Period: 07/01/2019 - 06/30/2020
Virtus Total Return Fund Inc. (fka Virtus Global Dividend & Income Fund Inc.)









========================= Virtus Total Return Fund Inc. ========================
================= (fka Virtus Global Dividend & Income Fund Inc.) ==============


AMEREN CORPORATION

Ticker:       AEE            Security ID:  023608102
Meeting Date: MAY 07, 2020   Meeting Type: Annual
Record Date:  MAR 09, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Warner L. Baxter         For       For          Management
1b    Elect Director Cynthia J. Brinkley      For       For          Management
1c    Elect Director Catherine S. Brune       For       For          Management
1d    Elect Director J. Edward Coleman        For       For          Management
1e    Elect Director Ward H. Dickson          For       For          Management
1f    Elect Director Noelle K. Eder           For       For          Management
1g    Elect Director Ellen M. Fitzsimmons     For       For          Management
1h    Elect Director Rafael Flores            For       For          Management
1i    Elect Director Richard J. Harshman      For       For          Management
1j    Elect Director Craig S. Ivey            For       For          Management
1k    Elect Director James C. Johnson         For       For          Management
1l    Elect Director Steven H. Lipstein       For       For          Management
1m    Elect Director Stephen R. Wilson        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
4     Require Independent Board Chairman      Against   Against      Shareholder


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AMERICAN ELECTRIC POWER COMPANY, INC.

Ticker:       AEP            Security ID:  025537101
Meeting Date: APR 21, 2020   Meeting Type: Annual
Record Date:  FEB 24, 2020

#     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 Art A. Garcia            For       For          Management
1.6   Elect Director Linda A. Goodspeed       For       For          Management
1.7   Elect Director Thomas E. Hoaglin        For       For          Management
1.8   Elect Director Sandra Beach Lin         For       For          Management
1.9   Elect Director Margaret M. McCarthy     For       For          Management
1.10  Elect Director Richard C. Notebaert     For       For          Management
1.11  Elect Director Stephen S. Rasmussen     For       For          Management
1.12  Elect Director Oliver G. Richard, III   For       For          Management
1.13  Elect Director Sara Martinez Tucker     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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AMERICAN TOWER CORPORATION

Ticker:       AMT            Security ID:  03027X100
Meeting Date: MAY 18, 2020   Meeting Type: Annual
Record Date:  MAR 23, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Thomas A. Bartlett       For       For          Management
1b    Elect Director Raymond P. Dolan         For       For          Management
1c    Elect Director Robert D. Hormats        For       For          Management
1d    Elect Director Gustavo Lara Cantu       For       For          Management
1e    Elect Director Grace D. Lieblein        For       For          Management
1f    Elect Director Craig Macnab             For       For          Management
1g    Elect Director JoAnn A. Reed            For       For          Management
1h    Elect Director Pamela D.A. Reeve        For       For          Management
1i    Elect Director David E. Sharbutt        For       For          Management
1j    Elect Director Bruce L. Tanner          For       For          Management
1k    Elect Director Samme L. Thompson        For       For          Management
2     Ratify Deloitte & Touche LLP as Auditor For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Political Contributions and   Against   Against      Shareholder
      Expenditures
5     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, 2020   Meeting Type: Annual
Record Date:  MAR 17, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jeffrey N. Edwards       For       For          Management
1b    Elect Director Martha Clark Goss        For       For          Management
1c    Elect Director Veronica M. Hagen        For       For          Management
1d    Elect Director Kimberly J. Harris       For       For          Management
1e    Elect Director Julia L. Johnson         For       For          Management
1f    Elect Director Patricia L. Kampling     For       For          Management
1g    Elect Director Karl F. Kurz             For       For          Management
1h    Elect Director Walter J. Lynch          For       For          Management
1i    Elect Director George MacKenzie         For       For          Management
1j    Elect Director James G. Stavridis       For       For          Management
1k    Elect Director Lloyd M. Yates           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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ATLANTIA SPA

Ticker:       ATL            Security ID:  T05404107
Meeting Date: MAY 29, 2020   Meeting Type: Annual
Record Date:  MAY 20, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements,           For       For          Management
      Statutory Reports, and Allocation of
      Income
2     Approve Auditors and Authorize Board    For       For          Management
      to Fix Their Remuneration
3     Elect Directors (Bundled)               For       For          Management
4     Revoke Authorization on Repurchase of   For       For          Management
      Shares
5     Approve Free Share Scheme for           For       For          Management
      Employees 2020
6.1   Approve Remuneration Policy             For       For          Management
6.2   Approve Second Section of the           For       Against      Management
      Remuneration Report
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 05, 2020   Meeting Type: Annual
Record Date:  DEC 13, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director J. Kevin Akers           For       For          Management
1b    Elect Director Robert W. Best           For       For          Management
1c    Elect Director Kim R. Cocklin           For       For          Management
1d    Elect Director Kelly H. Compton         For       For          Management
1e    Elect Director Sean Donohue             For       For          Management
1f    Elect Director Rafael G. Garza          For       For          Management
1g    Elect Director Richard K. Gordon        For       For          Management
1h    Elect Director Robert C. Grable         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 Diana J. Walters         For       For          Management
1m    Elect Director Richard Ware, II         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


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CANADIAN PACIFIC RAILWAY LIMITED

Ticker:       CP             Security ID:  13645T100
Meeting Date: APR 21, 2020   Meeting Type: Annual
Record Date:  FEB 28, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Ratify Deloitte LLP as Auditors         For       For          Management
2     Advisory Vote on Executive              For       For          Management
      Compensation Approach
3.1   Elect Director John Baird               For       For          Management
3.2   Elect Director Isabelle Courville       For       For          Management
3.3   Elect Director Keith E. Creel           For       For          Management
3.4   Elect Director Gillian (Jill) H. Denham For       For          Management
3.5   Elect Director Edward R. Hamberger      For       For          Management
3.6   Elect Director Rebecca MacDonald        For       For          Management
3.7   Elect Director Edward L. Monser         For       For          Management
3.8   Elect Director Matthew H. Paull         For       For          Management
3.9   Elect Director Jane L. Peverett         For       For          Management
3.10  Elect Director Andrea Robertson         For       For          Management
3.11  Elect Director Gordon T. Trafton        For       For          Management


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CENTERPOINT ENERGY, INC.

Ticker:       CNP            Security ID:  15189T107
Meeting Date: APR 24, 2020   Meeting Type: Annual
Record Date:  FEB 28, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Leslie D. Biddle         For       For          Management
1b    Elect Director Milton Carroll           For       For          Management
1c    Elect Director Scott J. McLean          For       For          Management
1d    Elect Director Martin H. Nesbitt        For       For          Management
1e    Elect Director Theodore F. Pound        For       For          Management
1f    Elect Director Susan O. Rheney          For       For          Management
1g    Elect Director Phillip R. Smith         For       For          Management
1h    Elect Director John W. Somerhalder, II  For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Amend Non-Employee Director Restricted  For       For          Management
      Stock Plan


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CHENIERE ENERGY, INC.

Ticker:       LNG            Security ID:  16411R208
Meeting Date: MAY 14, 2020   Meeting Type: Annual
Record Date:  MAR 30, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director G. Andrea Botta          For       For          Management
1B    Elect Director Jack A. Fusco            For       For          Management
1C    Elect Director Vicky A. Bailey          For       For          Management
1D    Elect Director Nuno Brandolini          For       For          Management
1E    Elect Director Michele A. Evans         For       For          Management
1F    Elect Director David I. Foley           For       For          Management
1G    Elect Director David B. Kilpatrick      For       For          Management
1H    Elect Director Andrew Langham           For       For          Management
1I    Elect Director Courtney R. Mather       For       For          Management
1J    Elect Director Donald F. Robillard, Jr. For       For          Management
1K    Elect Director Neal A. Shear            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Report on Plans to Address Stranded     Against   For          Shareholder
      Carbon Asset Risks


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CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: DEC 10, 2019   Meeting Type: Annual
Record Date:  OCT 11, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director M. Michele Burns         For       For          Management
1b    Elect Director Wesley G. Bush           For       For          Management
1c    Elect Director Michael D. Capellas      For       For          Management
1d    Elect Director Mark Garrett             For       For          Management
1e    Elect Director Kristina M. Johnson      For       For          Management
1f    Elect Director Roderick C. McGeary      For       For          Management
1g    Elect Director Charles H. Robbins       For       For          Management
1h    Elect Director Arun Sarin               For       For          Management
1i    Elect Director Brenton L. Saunders      For       For          Management
1j    Elect Director Carol B. Tome            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
4     Require Independent Board Chairman      Against   Against      Shareholder

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CLEAR CHANNEL OUTDOOR HOLDINGS, INC.

Ticker:       CCO            Security ID:  18453H106
Meeting Date: MAY 19, 2020   Meeting Type: Annual
Record Date:  MAR 23, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Dionne              For       For          Management
1.2   Elect Director Andrew Hobson            For       For          Management
1.3   Elect Director Joe Marchese             For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


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CMS ENERGY CORPORATION

Ticker:       CMS            Security ID:  125896100
Meeting Date: MAY 01, 2020   Meeting Type: Annual
Record Date:  MAR 03, 2020

#     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 William D. Harvey        For       For          Management
1e    Elect Director Patricia K. Poppe        For       For          Management
1f    Elect Director John G. Russell          For       For          Management
1g    Elect Director Suzanne F. Shank         For       For          Management
1h    Elect Director Myrna M. Soto            For       For          Management
1i    Elect Director John G. Sznewajs         For       For          Management
1j    Elect Director Ronald J. Tanski         For       For          Management
1k    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
4     Approve Omnibus Stock Plan              For       For          Management
5     Report on Political Contributions       Against   Against      Shareholder


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CROWN CASTLE INTERNATIONAL CORP.

Ticker:       CCI            Security ID:  22822V101
Meeting Date: MAY 14, 2020   Meeting Type: Annual
Record Date:  MAR 20, 2020

#     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 Andrea J. Goldsmith      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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DOMINION ENERGY, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: MAY 06, 2020   Meeting Type: Annual
Record Date:  FEB 28, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James A. Bennett         For       For          Management
1b    Elect Director Helen E. Dragas          For       For          Management
1c    Elect Director James O. Ellis, Jr.      For       For          Management
1d    Elect Director Thomas F. Farrell, II    For       For          Management
1e    Elect Director D. Maybank Hagood        For       For          Management
1f    Elect Director John W. Harris           For       For          Management
1g    Elect Director Ronald W. Jibson         For       For          Management
1h    Elect Director Mark J. Kington          For       For          Management
1i    Elect Director Joseph M. Rigby          For       For          Management
1j    Elect Director Pamela J. Royal          For       For          Management
1k    Elect Director Robert H. Spilman, Jr.   For       For          Management
1l    Elect Director Susan N. Story           For       For          Management
1m    Elect Director Michael E. Szymanczyk    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     Require Independent Board Chairman      Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder


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DS SMITH PLC

Ticker:       SMDS           Security ID:  G2848Q123
Meeting Date: SEP 03, 2019   Meeting Type: Annual
Record Date:  SEP 01, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend                  For       For          Management
3     Approve Remuneration Report             For       For          Management
4     Re-elect Gareth Davis as Director       For       For          Management
5     Re-elect Miles Roberts as Director      For       For          Management
6     Re-elect Adrian Marsh as Director       For       For          Management
7     Re-elect Chris Britton as Director      For       For          Management
8     Re-elect Kathleen O'Donovan as Director For       For          Management
9     Elect David Robbie as Director          For       For          Management
10    Re-elect Louise Smalley as Director     For       For          Management
11    Elect Rupert Soames as Director         For       For          Management
12    Reappoint Deloitte LLP as Auditors      For       For          Management
13    Authorise the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
14    Authorise Issue of Equity               For       For          Management
15    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
16    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights in Connection with
      an Acquisition or Other Capital
      Investment
17    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
18    Authorise the Company to Call General   For       For          Management
      Meeting with Two Weeks' Notice

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DTE ENERGY COMPANY

Ticker:       DTE            Security ID:  233331107
Meeting Date: MAY 07, 2020   Meeting Type: Annual
Record Date:  MAR 10, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gerard M. Anderson       For       For          Management
1.2   Elect Director David A. Brandon         For       For          Management
1.3   Elect Director Charles G. McClure, Jr.  For       For          Management
1.4   Elect Director Gail J. McGovern         For       For          Management
1.5   Elect Director Mark A. Murray           For       For          Management
1.6   Elect Director Gerardo Norcia           For       For          Management
1.7   Elect Director Ruth G. Shaw             For       For          Management
1.8   Elect Director Robert C. Skaggs, Jr.    For       For          Management
1.9   Elect Director David A. Thomas          For       For          Management
1.10  Elect Director Gary H. Torgow           For       For          Management
1.11  Elect Director James H. Vandenberghe    For       For          Management
1.12  Elect Director Valerie M. Williams      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 Political Contributions       Against   Against      Shareholder


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EDISON INTERNATIONAL

Ticker:       EIX            Security ID:  281020107
Meeting Date: APR 23, 2020   Meeting Type: Annual
Record Date:  FEB 25, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jeanne Beliveau-Dunn     For       For          Management
1b    Elect Director Michael C. Camunez       For       For          Management
1c    Elect Director Vanessa C.L. Chang       For       For          Management
1d    Elect Director James T. Morris          For       For          Management
1e    Elect Director Timothy T. O'Toole       For       For          Management
1f    Elect Director Pedro J. Pizarro         For       For          Management
1g    Elect Director Carey A. Smith           For       For          Management
1h    Elect Director Linda G. Stuntz          For       For          Management
1i    Elect Director William P. Sullivan      For       For          Management
1j    Elect Director Peter J. Taylor          For       For          Management
1k    Elect Director Keith Trent              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     Require Shareholder Approval of Bylaw   Against   Against      Shareholder
      Amendments Adopted by the Board of
      Directors


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EDP-ENERGIAS DE PORTUGAL SA

Ticker:       EDP            Security ID:  X67925119
Meeting Date: APR 16, 2020   Meeting Type: Annual
Record Date:  APR 07, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Individual and Consolidated     For       For          Management
      Financial Statements and Statutory
      Reports
2     Approve Allocation of Income            For       For          Management
3.1   Appraise Management of Company and      For       For          Management
      Approve Vote of Confidence to
      Management Board
3.2   Appraise Supervision of Company and     For       For          Management
      Approve Vote of Confidence to
      Supervisory Board
3.3   Appraise Work Performed by Statutory    For       For          Management
      Auditor and Approve Vote of Confidence
      to Statutory Auditor
4     Authorize Repurchase and Reissuance of  For       For          Management
      Shares
5     Authorize Repurchase and Reissuance of  For       For          Management
      Repurchased Debt Instruments
6     Authorize Increase in Capital up to 10  For       For          Management
      Percent via Issuance of Equity or
      Equity-Linked Securities with
      Preemptive Rights
7     Approve Statement on Remuneration       For       For          Management
      Policy Applicable to Executive Board
8     Approve Statement on Remuneration       For       For          Management
      Policy Applicable to Other Corporate
      Bodies


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EMERA INCORPORATED

Ticker:       EMA            Security ID:  290876101
Meeting Date: JUN 05, 2020   Meeting Type: Annual
Record Date:  APR 24, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Scott C. Balfour         For       For          Management
1.2   Elect Director James E. Bertram         For       For          Management
1.3   Elect Director Sylvia D. Chrominska     For       For          Management
1.4   Elect Director Henry E. Demone          For       For          Management
1.5   Elect Director Kent M. Harvey           For       For          Management
1.6   Elect Director B. Lynn Loewen           For       For          Management
1.7   Elect Director John B. Ramil            For       For          Management
1.8   Elect Director Andrea S. Rosen          For       For          Management
1.9   Elect Director Richard P. Sergel        For       For          Management
1.10  Elect Director M. Jacqueline Sheppard   For       For          Management
1.11  Elect Director Jochen E. Tilk           For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Authorize Board to Fix Remuneration of  For       For          Management
      Auditors
4     Advisory Vote on Executive              For       For          Management
      Compensation Approach
5     Amend Employee Common Share Purchase    For       For          Management
      Plan


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ENBRIDGE INC.

Ticker:       ENB            Security ID:  29250N105
Meeting Date: MAY 05, 2020   Meeting Type: Annual
Record Date:  MAR 09, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pamela L. Carter         For       For          Management
1.2   Elect Director Marcel R. Coutu          For       For          Management
1.3   Elect Director Susan M. Cunningham      For       For          Management
1.4   Elect Director Gregory L. Ebel          For       For          Management
1.5   Elect Director J. Herb England          For       For          Management
1.6   Elect Director Charles W. Fischer       For       For          Management
1.7   Elect Director Gregory J. Goff          For       For          Management
1.8   Elect Director V. Maureen Kempston      For       For          Management
      Darkes
1.9   Elect Director Teresa S. Madden         For       For          Management
1.10  Elect Director Al Monaco                For       For          Management
1.11  Elect Director Dan C. Tutcher           For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
3     Approve Shareholder Rights Plan         For       For          Management
4     Amend By-Law No. 1 of Enbridge          For       For          Management
5     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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ENEL SPA

Ticker:       ENEL           Security ID:  T3679P115
Meeting Date: MAY 14, 2020   Meeting Type: Annual
Record Date:  MAY 05, 2020

#     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     Authorize Share Repurchase Program and  For       For          Management
      Reissuance of Repurchased Shares
4     Fix Number of Directors                 For       For          Management
5     Fix Board Terms for Directors           For       For          Management
6.1   Slate 1 Submitted by Ministry of        None      Against      Shareholder
      Economy and Finance
6.2   Slate 2 Submitted by Institutional      None      For          Shareholder
      Investors (Assogestioni)
7     Elect Michele Alberto Fabiano           None      For          Shareholder
      Crisostomo as Board Chair
8     Approve Remuneration of Directors       For       For          Management
9     Approve Long Term Incentive Plan        For       For          Management
10.1  Approve Remuneration Policy             For       For          Management
10.2  Approve Second Section of the           For       For          Management
      Remuneration Report
A     Deliberations on Possible Legal Action  None      Against      Management
      Against Directors if Presented by
      Shareholders


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ESSENTIAL UTILITIES, INC.

Ticker:       WTRG           Security ID:  29670G102
Meeting Date: MAY 06, 2020   Meeting Type: Annual
Record Date:  MAR 09, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Elizabeth B. Amato       For       For          Management
1.2   Elect Director Nicholas DeBenedictis    For       For          Management
1.3   Elect Director Christopher H. Franklin  For       For          Management
1.4   Elect Director Wendy A. Franks          For       For          Management
1.5   Elect Director Daniel J. Hilferty       For       For          Management
1.6   Elect Director Francis O. Idehen        For       For          Management
1.7   Elect Director Ellen T. Ruff            For       For          Management
1.8   Elect Director Lee C. Stewart           For       For          Management
1.9   Elect Director Christopher C. Womack    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     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
5     Increase Authorized Common Stock        For       For          Management


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FERROVIAL SA

Ticker:       FER            Security ID:  E49512119
Meeting Date: APR 16, 2020   Meeting Type: Annual
Record Date:  APR 08, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Approve Consolidated and Standalone     For       For          Management
      Financial Statements
1.2   Approve Non-Financial Information       For       For          Management
      Statement
2     Approve Allocation of Income            For       For          Management
3     Approve Discharge of Board              For       For          Management
4     Appoint Ernst & Young as Auditor        For       For          Management
5.1   Reelect Philip Bowman as Director       For       For          Management
5.2   Reelect Hanne Birgitte Breinbjerb       For       For          Management
      Sorensen as Director
5.3   Ratify Appointment of and Elect         For       For          Management
      Ignacio Madridejos Fernandez as
      Director
5.4   Ratify Appointment of and Elect Juan    For       For          Management
      Hoyos Martinez de Irujo as Director
5.5   Ratify Appointment of and Elect         For       For          Management
      Gonzalo Urquijo Fernandez de Araoz as
      Director
6     Approve Scrip Dividends                 For       For          Management
7     Approve Scrip Dividends                 For       For          Management
8     Approve Reduction in Share Capital via  For       For          Management
      Amortization of Treasury Shares
9     Amend Remuneration Policy               For       Against      Management
10    Approve Restricted Stock Plan           For       For          Management
11    Authorize Board to Continue the Total   For       For          Management
      or Partial Sale of Assets of the
      Services Division of the Ferrovial
      Group
12    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
13    Advisory Vote on Remuneration Report    For       Against      Management
14    Receive Amendments to Board of          None      None         Management
      Directors Regulations


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

FORTIS INC.

Ticker:       FTS            Security ID:  349553107
Meeting Date: MAY 07, 2020   Meeting Type: Annual/Special
Record Date:  MAR 20, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tracey C. Ball           For       For          Management
1.2   Elect Director Pierre J. Blouin         For       For          Management
1.3   Elect Director Paul J. Bonavia          For       For          Management
1.4   Elect Director Lawrence T. Borgard      For       For          Management
1.5   Elect Director Maura J. Clark           For       For          Management
1.6   Elect Director Margarita K. Dilley      For       For          Management
1.7   Elect Director Julie A. Dobson          For       For          Management
1.8   Elect Director Douglas J. Haughey       For       For          Management
1.9   Elect Director Barry V. Perry           For       For          Management
1.10  Elect Director Jo Mark Zurel            For       For          Management
2     Approve Deloitte LLP as Auditors and    For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Approve Advance Notice Requirement      For       For          Management
4     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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

FRAPORT AG FRANKFURT AIRPORT SERVICES WORLDWIDE

Ticker:       FRA            Security ID:  D3856U108
Meeting Date: MAY 26, 2020   Meeting Type: Annual
Record Date:  MAY 04, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Financial Statements and        None      None         Management
      Statutory Reports for Fiscal 2019
      (Non-Voting)
2     Approve Allocation of Income and        For       For          Management
      Omission of Dividends
3     Approve Discharge of Management Board   For       For          Management
      for Fiscal 2019
4     Approve Discharge of Supervisory Board  For       For          Management
      for Fiscal 2019
5     Ratify PricewaterhouseCoopers GmbH as   For       For          Management
      Auditors for Fiscal 2020
6     Elect Michael Boddenberg to the         For       Against      Management
      Supervisory Board
7     Approve Remuneration Policy             For       For          Management
8     Approve Remuneration of Supervisory     For       For          Management
      Board
9.1   Amend Articles Re: Registration         For       For          Management
      Deadline
9.2   Amend Articles Re: Proof of Entitlement For       For          Management
9.3   Amend Articles Re: Online Participation For       For          Management


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

FRONTERA ENERGY CORPORATION

Ticker:       FEC            Security ID:  35905B107
Meeting Date: MAY 20, 2020   Meeting Type: Annual/Special
Record Date:  APR 09, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors at Eight        For       For          Management
2.1   Elect Director Luis F. Alarcon Mantilla For       For          Management
2.2   Elect Director W. Ellis Armstrong       For       For          Management
2.3   Elect Director Raymond J. Bromark       For       For          Management
2.4   Elect Director Rene Burgos Diaz         For       For          Management
2.5   Elect Director Orlando Cabrales Segovia For       For          Management
2.6   Elect Director Gabriel de Alba          For       For          Management
2.7   Elect Director Russell Ford             For       For          Management
2.8   Elect Director Veronique Giry           For       For          Management
3     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration
4     Amend Articles                          For       For          Management


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

IBERDROLA SA

Ticker:       IBE            Security ID:  E6165F166
Meeting Date: APR 02, 2020   Meeting Type: Annual
Record Date:  MAR 27, 2020

#     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 Non-Financial Information       For       For          Management
      Statement
4     Approve Discharge of Board              For       For          Management
5     Renew Appointment of KPMG Auditores as  For       For          Management
      Auditor
6     Amend Articles Re: Corporate Interest   For       For          Management
      and Social Dividend
7     Amend Article 8 Re: Compliance System   For       For          Management
      and Compliance Unit
8     Amend Article 10 to Reflect Changes in  For       For          Management
      Capital
9     Amend Article 9 of General Meeting      For       For          Management
      Regulations Re: Shareholders' Power to
      Approve the Non-Financial Information
      Statement
10    Amend Articles of General Meeting       For       For          Management
      Regulations Re: Right to Information
      and Remote Participation
11    Amend Articles of General Meeting       For       For          Management
      Regulations Re: Technical Improvements
12    Approve Allocation of Income and        For       For          Management
      Dividends
13    Approve Scrip Dividends                 For       For          Management
14    Approve Scrip Dividends                 For       For          Management
15    Advisory Vote on Remuneration Report    For       For          Management
16    Approve Restricted Stock Plan           For       For          Management
17    Elect Nicola Mary Brewer as Director    For       For          Management
18    Elect Regina Helena Jorge Nunes as      For       For          Management
      Director
19    Reelect Inigo Victor de Oriol Ibarra    For       For          Management
      as Director
20    Reelect Samantha Barber as Director     For       For          Management
21    Fix Number of Directors at 14           For       For          Management
22    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 10 Percent
23    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 10 Percent of Capital
24    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


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

KINDER MORGAN, INC.

Ticker:       KMI            Security ID:  49456B101
Meeting Date: MAY 13, 2020   Meeting Type: Annual
Record Date:  MAR 16, 2020

#     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 Kimberly A. Dang         For       For          Management
1.4   Elect Director Ted A. Gardner           For       For          Management
1.5   Elect Director Anthony W. Hall, Jr.     For       For          Management
1.6   Elect Director Gary L. Hultquist        For       For          Management
1.7   Elect Director Ronald L. Kuehn, Jr.     For       For          Management
1.8   Elect Director Deborah A. Macdonald     For       For          Management
1.9   Elect Director Michael C. Morgan        For       For          Management
1.10  Elect Director Arthur C. Reichstetter   For       For          Management
1.11  Elect Director Fayez Sarofim            For       For          Management
1.12  Elect Director C. Park Shaper           For       For          Management
1.13  Elect Director William A. Smith         For       For          Management
1.14  Elect Director Joel V. Staff            For       For          Management
1.15  Elect Director Robert F. Vagt           For       For          Management
1.16  Elect Director Perry M. Waughtal        For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

NEXTERA ENERGY, INC.

Ticker:       NEE            Security ID:  65339F101
Meeting Date: MAY 21, 2020   Meeting Type: Annual
Record Date:  MAR 23, 2020

#     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 David L. Porges          For       For          Management
1i    Elect Director James L. Robo            For       For          Management
1j    Elect Director Rudy E. Schupp           For       For          Management
1k    Elect Director John L. Skolds           For       For          Management
1l    Elect Director William H. Swanson       For       For          Management
1m    Elect Director Darryl L. Wilson         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 Political Contributions       Against   Against      Shareholder
5     Provide Right to Act by Written Consent Against   Against      Shareholder


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

NISOURCE INC.

Ticker:       NI             Security ID:  65473P105
Meeting Date: MAY 19, 2020   Meeting Type: Annual
Record Date:  MAR 24, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Peter A. Altabef         For       For          Management
1b    Elect Director Theodore H. Bunting, Jr. For       For          Management
1c    Elect Director Eric L. Butler           For       For          Management
1d    Elect Director Aristides S. Candris     For       For          Management
1e    Elect Director Wayne S. DeVeydt         For       For          Management
1f    Elect Director Joseph Hamrock           For       For          Management
1g    Elect Director Deborah A. Henretta      For       For          Management
1h    Elect Director Deborah A. P. Hersman    For       For          Management
1i    Elect Director Michael E. Jesanis       For       For          Management
1j    Elect Director Kevin T. Kabat           For       For          Management
1k    Elect Director Carolyn Y. Woo           For       For          Management
1l    Elect Director Lloyd M. Yates           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as Auditor For       For          Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Provide Right to Act by Written Consent Against   Against      Shareholder


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

NORFOLK SOUTHERN CORPORATION

Ticker:       NSC            Security ID:  655844108
Meeting Date: MAY 14, 2020   Meeting Type: Annual
Record Date:  MAR 06, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Thomas D. Bell, Jr.      For       For          Management
1b    Elect Director Mitchell E. Daniels, Jr. For       For          Management
1c    Elect Director Marcela E. Donadio       For       For          Management
1d    Elect Director John C. Huffard, Jr.     For       For          Management
1e    Elect Director Christopher T. Jones     For       For          Management
1f    Elect Director Thomas C. Kelleher       For       For          Management
1g    Elect Director Steven F. Leer           For       For          Management
1h    Elect Director Michael D. Lockhart      For       For          Management
1i    Elect Director Amy E. Miles             For       For          Management
1j    Elect Director Claude Mongeau           For       For          Management
1k    Elect Director Jennifer F. Scanlon      For       For          Management
1l    Elect Director James A. Squires         For       For          Management
1m    Elect Director John R. Thompson         For       For          Management
2a    Amend Articles Re: Voting Standard for  For       For          Management
      Amendment of Articles
2b    Amend Articles Re: Simple Majority      For       For          Management
      Voting Standard to Approve Merger,
      Share Exchange, Conversion, Sale,or
      Dissolution of the Corporation
2c    Amend Articles Re: Simple Majority      For       For          Management
      Voting Standard to Approve
      Re-Domestication of the Corporation
      and Affiliated Transactions
3     Ratify KPMG LLP as Auditor              For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Provide Right to Act by Written Consent Against   Against      Shareholder


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

ORSTED A/S

Ticker:       ORSTED         Security ID:  K7653Q105
Meeting Date: MAR 02, 2020   Meeting Type: Annual
Record Date:  FEB 24, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Report of Board                 None      None         Management
2     Accept Financial Statements and         For       For          Management
      Statutory Reports
3     Approve Remuneration Report (Advisory   For       For          Management
      Vote)
4     Approve Discharge of Management and     For       For          Management
      Board
5     Approve Allocation of Income and        For       For          Management
      Dividends of DKK 10.5 Per Share
6     Authorize Share Repurchase Program      None      None         Management
      (The Board is Not Requesting Any
      Authorization)
7.1   Approve Guidelines for Incentive-Based  For       For          Management
      Compensation for Executive Management
      and Board
7.2   Amend Articles Re: Agenda of Annual     For       For          Management
      General Meeting
7.3   Authorize Editorial Changes to Adopted  For       For          Management
      Resolutions in Connection with
      Registration with Danish Authorities
8     Other Proposals Shareholders (None      None      None         Management
      Submitted)
9.1   Reelect Thomas Thune Andersen (Chair)   For       For          Management
      as Director
9.2   Reelect Lene Skole (Vice Chair) as      For       For          Management
      Director
9.3a  Reelect Lynda Armstrong as Director     For       For          Management
9.3b  Reelect Jorgen Kildah as Director       For       For          Management
9.3c  Reelect Peter Korsholm as Director      For       For          Management
9.3d  Reelect Dieter Wemmer as Director       For       For          Management
10    Approve Remuneration of Directors;      For       For          Management
      Approve Remuneration for Committee Work
11    Ratify PricewaterhouseCoopers as        For       For          Management
      Auditors
12    Other Business                          None      None         Management


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

PAYCHEX, INC.

Ticker:       PAYX           Security ID:  704326107
Meeting Date: OCT 17, 2019   Meeting Type: Annual
Record Date:  AUG 19, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director B. Thomas Golisano       For       For          Management
1b    Elect Director Thomas F. Bonadio        For       For          Management
1c    Elect Director Joseph G. Doody          For       For          Management
1d    Elect Director David J.S. Flaschen      For       For          Management
1e    Elect Director Pamela A. Joseph         For       For          Management
1f    Elect Director Martin Mucci             For       For          Management
1g    Elect Director Joseph M. Tucci          For       For          Management
1h    Elect Director Joseph M. Velli          For       For          Management
1i    Elect Director Kara Wilson              For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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

PEMBINA PIPELINE CORPORATION

Ticker:       PPL            Security ID:  706327103
Meeting Date: MAY 08, 2020   Meeting Type: Annual
Record Date:  MAR 19, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Anne-Marie N. Ainsworth  For       For          Management
1.2   Elect Director Michael (Mick) H. Dilger For       For          Management
1.3   Elect Director Randall J. Findlay       For       For          Management
1.4   Elect Director Robert G. Gwin           For       For          Management
1.5   Elect Director Maureen E. Howe          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 Leslie A. O'Donoghue     For       For          Management
1.9   Elect Director Bruce D. Rubin           For       For          Management
1.10  Elect Director Henry W. Sykes           For       For          Management
2     Approve KPMG LLP Auditors and           For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Amend Bylaws                            For       For          Management
4     Approve Advance Notice Requirement      For       For          Management
5     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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

PORT OF TAURANGA LIMITED

Ticker:       POT            Security ID:  Q7701D134
Meeting Date: OCT 25, 2019   Meeting Type: Annual
Record Date:  OCT 23, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Kimmitt Rowland Ellis as Director For       For          Management
1b    Elect Alastair Roderick Lawrence as     For       For          Management
      Director
2     Approve the Increase in Directors'      For       For          Management
      Remuneration Fee Pool
3     Approve Board to Fix Remuneration of    For       For          Management
      the Auditors
4     Adopt New Constitution                  For       For          Management


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

PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

Ticker:       PEG            Security ID:  744573106
Meeting Date: APR 21, 2020   Meeting Type: Annual
Record Date:  FEB 21, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph Izzo               For       For          Management
1.2   Elect Director Shirley Ann Jackson      For       For          Management
1.3   Elect Director Willie A. Deese          For       For          Management
1.4   Elect Director David Lilley             For       For          Management
1.5   Elect Director Barry H. Ostrowsky       For       For          Management
1.6   Elect Director Scott G. Stephenson      For       For          Management
1.7   Elect Director Laura A. Sugg            For       For          Management
1.8   Elect Director John P. Surma            For       For          Management
1.9   Elect Director Susan Tomasky            For       For          Management
1.10  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


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

SEMPRA ENERGY

Ticker:       SRE            Security ID:  816851109
Meeting Date: MAY 05, 2020   Meeting Type: Annual
Record Date:  MAR 09, 2020

#     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 Andres Conesa            For       For          Management
1.4   Elect Director Maria Contreras-Sweet    For       For          Management
1.5   Elect Director Pablo A. Ferrero         For       For          Management
1.6   Elect Director William D. Jones         For       For          Management
1.7   Elect Director Jeffrey W. Martin        For       For          Management
1.8   Elect Director Bethany J. Mayer         For       For          Management
1.9   Elect Director Michael N. Mears         For       For          Management
1.10  Elect Director Jack T. Taylor           For       For          Management
1.11  Elect Director Cynthia L. Walker        For       For          Management
1.12  Elect Director Cynthia J. Warner        For       For          Management
1.13  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
4     Require Independent Board Chair         Against   Against      Shareholder


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

SONIC HEALTHCARE LIMITED

Ticker:       SHL            Security ID:  Q8563C107
Meeting Date: NOV 19, 2019   Meeting Type: Annual
Record Date:  NOV 17, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Jane Wilson as Director           For       For          Management
2     Elect Philip Dubois as Director         For       Against      Management
3     Approve Remuneration Report             For       For          Management
4     Approve Grant of Long-Term Incentives   For       For          Management
      to Colin Goldschmidt
5     Approve Grant of Long-Term Incentives   For       For          Management
      to Chris Wilks


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

SPARK NEW ZEALAND LTD.

Ticker:       SPK            Security ID:  Q8619N107
Meeting Date: NOV 07, 2019   Meeting Type: Annual
Record Date:  NOV 05, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize Board to Fix Remuneration of  For       For          Management
      the Auditors
2     Elect Justine Smyth as Director         For       For          Management
3     Elect Warwick Bray as Director          For       For          Management
4     Elect Jolie Hodson as Director          For       For          Management
5     Adopt New Constitution                  For       For          Management

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

SPIRE, INC.

Ticker:       SR             Security ID:  84857L101
Meeting Date: JAN 30, 2020   Meeting Type: Annual
Record Date:  NOV 29, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Edward L. Glotzbach      For       For          Management
1.2   Elect Director Rob L. Jones             For       For          Management
1.3   Elect Director John P. Stupp, Jr.       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


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

SYDNEY AIRPORT

Ticker:       SYD            Security ID:  Q8808P103
Meeting Date: MAY 22, 2020   Meeting Type: Annual
Record Date:  MAY 20, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Remuneration Report             For       For          Management
2     Elect Ann Sherry as Director            For       For          Management
3     Elect Stephen Ward as Director          For       For          Management
4     Approve Grant of Rights to Geoff        For       For          Management
      Culbert
1     Elect Anne Rozenauers as Director       For       For          Management
2     Elect Patrick Gourley as Director       For       For          Management


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

TATE & LYLE PLC

Ticker:       TATE           Security ID:  G86838128
Meeting Date: JUL 25, 2019   Meeting Type: Annual
Record Date:  JUL 23, 2019

#     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 Dr Gerry Murphy as Director    For       For          Management
5     Re-elect Nick Hampton as Director       For       For          Management
6     Elect Imran Nawaz as Director           For       For          Management
7     Re-elect Paul Forman as Director        For       For          Management
8     Re-elect Lars Frederiksen as Director   For       For          Management
9     Re-elect Anne Minto as Director         For       For          Management
10    Elect Kimberly Nelson as Director       For       For          Management
11    Re-elect Dr Ajai Puri as Director       For       For          Management
12    Re-elect Sybella Stanley as Director    For       For          Management
13    Elect Warren Tucker as Director         For       For          Management
14    Reappoint Ernst & Young LLP as Auditors For       For          Management
15    Authorise the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
16    Authorise EU Political Donations and    For       For          Management
      Expenditure
17    Authorise Issue of Equity               For       For          Management
18    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
19    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights in Connection with
      an Acquisition or Other Capital
      Investment
20    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
21    Authorise the Company to Call General   For       For          Management
      Meeting with Two Weeks' Notice
22    Adopt New Articles of Association       For       For          Management


--------------------------------------------------------------------------------
TC ENERGY CORPORATION

Ticker:       TRP            Security ID:  87807B107
Meeting Date: MAY 01, 2020   Meeting Type: Annual
Record Date:  MAR 16, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephan Cretier          For       For          Management
1.2   Elect Director Michael R. Culbert       For       For          Management
1.3   Elect Director Russell K. Girling       For       For          Management
1.4   Elect Director Susan C. Jones           For       For          Management
1.5   Elect Director Randy Limbacher          For       For          Management
1.6   Elect Director John E. Lowe             For       For          Management
1.7   Elect Director David MacNaughton        For       For          Management
1.8   Elect Director Una Power                For       For          Management
1.9   Elect Director Mary Pat Salomone        For       For          Management
1.10  Elect Director Indira V. Samarasekera   For       For          Management
1.11  Elect Director D. Michael G. Stewart    For       For          Management
1.12  Elect Director Siim A. Vanaselja        For       For          Management
1.13  Elect Director Thierry Vandal           For       For          Management
1.14  Elect Director Steven W. Williams       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


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

TIETO OYJ

Ticker:       TIETO          Security ID:  X90409115
Meeting Date: SEP 03, 2019   Meeting Type: Special
Record Date:  AUG 22, 2019

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Open Meeting                            None      None         Management
2     Call the Meeting to Order               None      None         Management
3     Designate Inspector or Shareholder      For       For          Management
      Representative(s) of Minutes of Meeting
4     Acknowledge Proper Convening of Meeting For       For          Management
5     Prepare and Approve List of             For       For          Management
      Shareholders
6     Approve Merger Agreement with EVRY ASA  For       For          Management
7     Close Meeting                           None      None         Management

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

UNION PACIFIC CORPORATION

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 14, 2020   Meeting Type: Annual
Record Date:  MAR 20, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Andrew H. Card, Jr.      For       For          Management
1b    Elect Director William J. DeLaney       For       For          Management
1c    Elect Director David B. Dillon          For       For          Management
1d    Elect Director Lance M. Fritz           For       For          Management
1e    Elect Director Deborah C. Hopkins       For       For          Management
1f    Elect Director Jane H. Lute             For       For          Management
1g    Elect Director Michael R. McCarthy      For       For          Management
1h    Elect Director Thomas F. McLarty, III   For       For          Management
1i    Elect Director Bhavesh V. Patel         For       For          Management
1j    Elect Director Jose H. Villarreal       For       For          Management
1k    Elect Director Christopher J. Williams  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     Require Independent Board Chairman      Against   Against      Shareholder
5     Report on Climate Change                Against   Against      Shareholder


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

VINCI SA

Ticker:       DG             Security ID:  F5879X108
Meeting Date: JUN 18, 2020   Meeting Type: Annual/Special
Record Date:  JUN 15, 2020

#     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 2.04 per Share
4     Approve Stock Dividend Program          For       For          Management
5     Elect Benoit Bazin as Director          For       For          Management
6     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
7     Approve Remuneration Policy of Board    For       For          Management
      Members
8     Approve Remuneration Policy of Xavier   For       For          Management
      Huillard, Chairman and CEO
9     Approve Compensation Report of          For       For          Management
      Corporate Officers
10    Approve Compensation of Xavier          For       For          Management
      Huillard, Chairman and CEO
11    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased Shares
12    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans
13    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans Reserved
      for Employees of International
      Subsidiaries
14    Authorize up to 1 Percent of Issued     For       For          Management
      Capital for Use in Restricted Stock
      Plans Reserved for Employees With
      Performance Conditions Attached
15    Amend Article 13 of Bylaws Re: Board    For       For          Management
      Members Deliberation via Written
      Consultation
16    Amend Article 14 of Bylaws Re: Board    For       For          Management
      Members Remuneration
17    Amend Article 15 of Bylaws Re: Board    For       For          Management
      Powers
18    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


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

XCEL ENERGY INC.

Ticker:       XEL            Security ID:  98389B100
Meeting Date: MAY 22, 2020   Meeting Type: Annual
Record Date:  MAR 25, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lynn Casey               For       For          Management
1b    Elect Director Ben Fowke                For       For          Management
1c    Elect Director Netha N. Johnson         For       For          Management
1d    Elect Director George Kehl              For       For          Management
1e    Elect Director Richard T. O'Brien       For       For          Management
1f    Elect Director David K. Owens           For       For          Management
1g    Elect Director Christopher J.           For       For          Management
      Policinski
1h    Elect Director James T. Prokopanko      For       For          Management
1i    Elect Director A. Patricia Sampson      For       For          Management
1j    Elect Director James J. Sheppard        For       For          Management
1k    Elect Director David A. Westerlund      For       For          Management
1l    Elect Director Kim Williams             For       For          Management
1m    Elect Director Timothy V. Wolf          For       For          Management
1n    Elect Director Daniel Yohannes          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 Costs and Benefits of         Against   Against      Shareholder
      Climate-Related Activities

========== 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 Inc. (fka Virtus Global Dividend & Income
Fund Inc.)

By:  /s/ George R. Aylward
     --------------------------
George R. Aylward, President

Date: August 10, 2020