UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-8014
NAME OF REGISTRANT: Utilities Portfolio (to be renamed
Dividend Builder Portfolio)
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 255 State Street
Boston, MA 02109
NAME AND ADDRESS OF AGENT FOR SERVICE: Alan R. Dynner, Esq.
255 State Street
Boston, MA 02109
REGISTRANT'S TELEPHONE NUMBER: 617-482-8260
DATE OF FISCAL YEAR END: 12/31
DATE OF REPORTING PERIOD: 07/01/2006 - 06/30/2007
Utilities Portfolio changed its name to Dividend Builder Portfolio effective August 15, 2007.
Utilities Portfolio
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AGL RESOURCES INC. Agenda Number: 932647259
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Security: 001204106
Meeting Type: Annual
Meeting Date: 02-May-2007
Ticker: ATG
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
THOMAS D. BELL, JR. Mgmt For For
MICHAEL J. DURHAM Mgmt For For
CHARLES H. MCTIER Mgmt For For
DEAN R. O'HARE Mgmt For For
D. RAYMOND RIDDLE Mgmt For For
FELKER W. WARD, JR. Mgmt For For
02 APPROVAL OF THE 2007 OMNIBUS PERFORMANCE INCENTIVE Mgmt For For
PLAN.
03 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007.
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ALLEGHENY ENERGY, INC. Agenda Number: 932648871
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Security: 017361106
Meeting Type: Annual
Meeting Date: 17-May-2007
Ticker: AYE
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
H. FURLONG BALDWIN Mgmt For For
ELEANOR BAUM Mgmt For For
PAUL J. EVANSON Mgmt For For
CYRUS F. FREIDHEIM, JR. Mgmt For For
JULIA L. JOHNSON Mgmt For For
TED J. KLEISNER Mgmt For For
STEVEN H. RICE Mgmt For For
GUNNAR E. SARSTEN Mgmt For For
MICHAEL H. SUTTON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
03 STOCKHOLDER PROPOSAL TO RECOUP UNEARNED MANAGEMENT Shr Against For
BONUSES.
04 STOCKHOLDER PROPOSAL TO SEPARATE THE ROLES Shr Against For
OF CEO AND CHAIRMAN.
05 STOCKHOLDER PROPOSAL REQUESTING A DIRECTOR Shr Against For
ELECTION MAJORITY VOTE STANDARD.
06 STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER Shr For Against
MEETINGS.
07 STOCKHOLDER PROPOSAL REGARDING PERFORMANCE Shr For Against
BASED STOCK OPTIONS.
08 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
UTILIZING THE NIETC.
09 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CLIMATE CHANGE.
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ALLETE, INC. Agenda Number: 932647134
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Security: 018522300
Meeting Type: Annual
Meeting Date: 08-May-2007
Ticker: ALE
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
BREKKEN Mgmt For For
EDDINS Mgmt For For
EMERY Mgmt For For
HOOLIHAN Mgmt For For
LUDLOW Mgmt For For
MAYER Mgmt For For
PEIRCE Mgmt For For
RAJALA Mgmt For For
SHIPPAR Mgmt For For
STENDER Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS ALLETE S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
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ALLTEL CORPORATION Agenda Number: 932686275
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Security: 020039103
Meeting Type: Annual
Meeting Date: 15-May-2007
Ticker: AT
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
SCOTT T. FORD Mgmt For For
L.L GELLERSTEDT, III Mgmt For For
EMON A. MAHONY, JR. Mgmt For For
RONALD TOWNSEND Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS Mgmt For For
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AMERICAN ELECTRIC POWER COMPANY, INC Agenda Number: 932641675
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Security: 025537101
Meeting Type: Annual
Meeting Date: 24-Apr-2007
Ticker: AEP
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
E.R. BROOKS Mgmt For For
D.M. CARLTON Mgmt For For
R.D. CROSBY, JR. Mgmt For For
J.P. DESBARRES Mgmt For For
R.W. FRI Mgmt For For
L.A. GOODSPEED Mgmt For For
W.R. HOWELL Mgmt For For
L.A. HUDSON, JR. Mgmt For For
M.G. MORRIS Mgmt For For
L.L. NOWELL III Mgmt For For
R.L. SANDOR Mgmt For For
D.G. SMITH Mgmt For For
K.D. SULLIVAN Mgmt For For
02 APPROVAL OF AEP SENIOR OFFICER INCENTIVE PLAN. Mgmt For For
03 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM.
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AT&T INC. Agenda Number: 932552551
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Security: 00206R102
Meeting Type: Special
Meeting Date: 21-Jul-2006
Ticker: T
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVE ISSUANCE OF AT&T COMMON SHARES REQUIRED Mgmt For For
TO BE ISSUED PURSUANT TO THE MERGER AGREEMENT,
DATED AS OF MARCH 4, 2006, BY AND AMONG BELLSOUTH
CORPORATION, AT&T INC. AND ABC CONSOLIDATION
CORP., AS IT MAY BE AMENDED.
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AT&T INC. Agenda Number: 932646360
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Security: 00206R102
Meeting Type: Annual
Meeting Date: 27-Apr-2007
Ticker: T
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A01 ELECTION OF DIRECTOR: WILLIAM F. ALDINGER III Mgmt For For
A02 ELECTION OF DIRECTOR: GILBERT F. AMELIO Mgmt For For
A03 ELECTION OF DIRECTOR: REUBEN V. ANDERSON Mgmt For For
A04 ELECTION OF DIRECTOR: JAMES H. BLANCHARD Mgmt For For
A05 ELECTION OF DIRECTOR: AUGUST A. BUSCH III Mgmt For For
A06 ELECTION OF DIRECTOR: JAMES P. KELLY Mgmt For For
A07 ELECTION OF DIRECTOR: CHARLES F. KNIGHT Mgmt For For
A08 ELECTION OF DIRECTOR: JON C. MADONNA Mgmt For For
A09 ELECTION OF DIRECTOR: LYNN M. MARTIN Mgmt For For
A10 ELECTION OF DIRECTOR: JOHN B. MCCOY Mgmt For For
A11 ELECTION OF DIRECTOR: MARY S. METZ Mgmt For For
A12 ELECTION OF DIRECTOR: TONI REMBE Mgmt For For
A13 ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For
A14 ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Mgmt For For
A15 ELECTION OF DIRECTOR: LAURA D ANDREA TYSON Mgmt For For
A16 ELECTION OF DIRECTOR: PATRICIA P. UPTON Mgmt For For
A17 ELECTION OF DIRECTOR: EDWARD E. WHITACRE, JR. Mgmt For For
B02 RATIFY APPOINTMENT OF INDEPENDENT AUDITORS Mgmt For For
B03 APPROVE THE AT&T SEVERANCE POLICY Mgmt For For
C04 STOCKHOLDER PROPOSAL A Shr Against For
C05 STOCKHOLDER PROPOSAL B Shr For Against
C06 STOCKHOLDER PROPOSAL C Shr For Against
C07 STOCKHOLDER PROPOSAL D Shr For Against
C08 STOCKHOLDER PROPOSAL E Shr For Against
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AVISTA CORP. Agenda Number: 932664332
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Security: 05379B107
Meeting Type: Annual
Meeting Date: 10-May-2007
Ticker: AVA
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ERIC J. ANDERSON Mgmt For For
KRISTIANNE BLAKE Mgmt For For
JACK W. GUSTAVEL Mgmt For For
MICHAEL L. NOEL Mgmt For For
SCOTT L. MORRIS Mgmt For For
02 AMENDMENT OF THE COMPANY S RESTATED ARTICLES Shr For Against
OF INCORPORATION AND BYLAWS TO PROVIDE FOR
ANNUAL ELECTION OF THE BOARD OF DIRECTORS.
03 RATIFICATION OF THE APPOINTMENT OF THE FIRM Mgmt For For
OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY
FOR 2007.
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BASIN WATER INC. Agenda Number: 932689992
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Security: 07011T306
Meeting Type: Annual
Meeting Date: 10-May-2007
Ticker: BWTR
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
PETER L. JENSEN Mgmt For For
KEITH R. SOLAR Mgmt Withheld Against
02 TO RATIFY THE APPOINTMENT OF SINGER LEWAK GREENBAUM Mgmt For For
& GOLDSTEIN, LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2007.
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BCE INC. Agenda Number: 932699652
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Security: 05534B760
Meeting Type: Special
Meeting Date: 06-Jun-2007
Ticker: BCE
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
A.RARD Mgmt For For
R.A. BRENNEMAN Mgmt For For
R.J. CURRIE Mgmt For For
A.S. FELL Mgmt For For
D. SOBLE KAUFMAN Mgmt For For
B.M. LEVITT Mgmt For For
E.C. LUMLEY Mgmt For For
J. MAXWELL Mgmt For For
J.H. MCARTHUR Mgmt For For
T.C. O'NEILL Mgmt For For
J.A. PATTISON Mgmt For For
R.C. POZEN Mgmt For For
M.J. SABIA Mgmt For For
P.M. TELLIER Mgmt For For
V.L. YOUNG Mgmt For For
02 DELOITTE & TOUCHE LLP AS AUDITORS. Mgmt For For
03 APPROVING THE SPECIAL RESOLUTION, THE FULL TEXT Mgmt For For
OF WHICH IS REPRODUCED AS SCHEDULE A TO THE
ACCOMPANYING MANAGEMENT PROXY CIRCULAR, TO
APPROVE THE NAME CHANGE OF THE CORPORATION.
04 APPROVING THE RESOLUTION, THE FULL TEXT OF WHICH Mgmt For For
IS REPRODUCED AS SCHEDULE B TO THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR, TO APPROVE AMENDMENTS
TO THE CORPORATION S EQUITY-BASED COMPENSATION
PLANS.
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BELL ALIANT REGIONAL COMM. INCOME FU Agenda Number: 932689601
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Security: 07786J202
Meeting Type: Annual
Meeting Date: 16-May-2007
Ticker:
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
LAWSON HUNTER-TRUSTEE Mgmt For For
EDWARD REEVEY-TRUSTEE Mgmt For For
LOUIS TANGUAY-TRUSTEE Mgmt For For
CHARLES WHITE-TRUSTEE Mgmt For For
VICTOR YOUNG -TRUSTEE Mgmt For For
ROBERT DEXTER Mgmt For For
EDWARD REEVEY Mgmt For For
LOUIS TANGUAY Mgmt For For
CHARLES WHITE Mgmt For For
STEPHEN WETMORE Mgmt For For
02 APPOINTMENT OF DELOITTE & TOUCHE LLP AS AUDITORS. Mgmt For For
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BELLSOUTH CORPORATION Agenda Number: 932551511
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Security: 079860102
Meeting Type: Special
Meeting Date: 21-Jul-2006
Ticker: BLS
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Mgmt For For
AS OF MARCH 4, 2006, AS AMENDED, AMONG BELLSOUTH,
AT&T INC. AND A WHOLLY-OWNED SUBSIDIARY OF
AT&T INC.
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BKW FMB ENERGIE AG, BERN Agenda Number: 701204872
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Security: H07815154
Meeting Type: OGM
Meeting Date: 11-May-2007
Ticker:
ISIN: CH0021607004
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable *
IN THIS MARKET. PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST Registration Take no action *
BE NOTIFIED TO THE COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RECORD DATE. PLEASE ADVISE
US NOW IF YOU INTEND TO VOTE. NOTE THAT THE
COMPANY REGISTRAR HAS DISCRETION OVER GRANTING
VOTING RIGHTS. ONCE THE AGENDA IS AVAILABLE,
A SECOND NOTIFICATION WILL BE ISSUED REQUESTING
YOUR VOTING INSTRUCTIONS
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BKW FMB ENERGIE AG, BERN Agenda Number: 701204896
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Security: H07815154
Meeting Type: OGM
Meeting Date: 11-May-2007
Ticker:
ISIN: CH0021607004
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable *
IN THIS MARKET. PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Non-Votable *
MEETING NOTICE SENT UNDER MEETING 379095, INCLUDING
THE AGENDA. TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST BE NOTIFIED TO THE COMPANY REGISTRAR
AS BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER THE CUTOFF DATE WILL
BE PROCESSED ON A BEST EFFORT BASIS. THANK
YOU.
1. Approve the annual report, annual and consolidated Mgmt Take no action
financial statements for 2006, reports of the
Auditors and the Group Auditors
2. Approve the appropriation of balance sheet profit Mgmt Take no action
3. Grant discharge from liability to the Board Mgmt Take no action
of Directors
4.1.A Re-elect Dr. Hans-Dieter Harig to the Board Mgmt Take no action
of Directors
4.1.B Re-elect Mr. Antoinette Hunziker-Ebneter to Mgmt Take no action
the Board of Directors
4.1.C Re-elect Dr . Fritz Kilchenmann to the Board Mgmt Take no action
of Directors
4.1.D Re-elect Mr. Ulrich Sinzig to the Board of Directors Mgmt Take no action
4.1.E Re-elect Mr. Philippe Virdis to the Board of Mgmt Take no action
Directors
4.2 Elect Mr. Marc-Alain Affolter to the Board of Mgmt Take no action
Directors
4.3 Elect Dr. Georges Bindschedler to the Board Mgmt Take no action
of Directors
4.4 Elect Mr. Karl-Michael Fuhr to the Board of Mgmt Take no action
Directors
4.5 Elect Professor Dr. Eugen Marbach to the Board Mgmt Take no action
of Directors
5. Elect the Auditors and the Group Auditors Mgmt Take no action
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BRITISH ENERGY GROUP PLC Agenda Number: 701048452
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Security: G1531P152
Meeting Type: AGM
Meeting Date: 20-Sep-2006
Ticker:
ISIN: GB00B04QKW59
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the annual report and accounts for the Mgmt For For
YE 31 MAR 2006
2. Re-appoint Sir Adrian Montague as a Director Mgmt For For
3. Re-appoint Mr. Bill Coley as a Director Mgmt For For
4. Re-appoint Mr. Bob Davies as a Director Mgmt For For
5. Re-appoint Sir Robert Walmsley as a Director Mgmt For For
6. Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors of the Company until the next AGM
at which accounts are laid before the Company
7. Authorize the Audit Committee to fix the Auditor Mgmt For For
s remuneration
8. Approve the Remuneration Committee report contained Mgmt For For
within the annual report and accounts for the
YE 31 MAR 2006
9. Authorize the Remuneration Committee to amend Mgmt For For
the Rules of the British Energy Group Plc Long
Term Deferred Bonus Plan as specified
10. Authorize the Company, in accordance with Section Mgmt For For
347C of the Companies Act 1985 as amended
Act , to make donations to EU political organization
and to incur EU political expenditure up to
a maximum aggregate amount of GBP 50,000 in
each year as the terms donation, EU political
organizations and EU political expenditure
are defined in Section 347A of the Act ; Authority
expires at the conclusion of the next AGM of
the Company in 2010 or 19 SEP 2010
S.11 Amend the Company s Articles of Association Mgmt For For
by deleting the existing Article 137 and by
inserting a new Article 137 as specified
12. Authorize the Directors, in accordance with Mgmt For For
Section 80 of the Act and Article 7 of the
company s Articles of Association, to allot
relevant securities within the meaning of
that Section up to an aggregate nominal amount
of GBP 18,800,000; Authority expires at the
conclusion of the next AGM of the Company in
2007 or 20 DEC 2007 ; and the Directors may
allot relevant securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.13 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 12 and in accordance with Section
95 of the Act and Article 8 of the Company
s Articles of Association, to allot equity
securities Section 94(2) of the Act for cash
pursuant to the authority conferred by Resolution
12, disapplying the statutory pre-emption rights
Section 89(1) of the Act , provided that this
power is limited to the allotment of equity
securities: a) in connection with a rights
issue as defined in Article 8 of the Company
s Articles of Association ; b) up to an aggregate
nominal amount of GBP 2,850,000 calculated,
in the case of equity securities which are
rights to subscribe for or to convert securities
in to, relevant shares Section 94(5) of the
Act ; Authority expires the earlier of the
conclusion of the next AGM of the Company in
2007 or 20 DEC 2007 ; and the Directors may
allot equity securities after the expiry of
this authority in pursuance of such an offer
or agreement made prior to such expiry
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BT GROUP PLC Agenda Number: 932556751
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Security: 05577E101
Meeting Type: Annual
Meeting Date: 12-Jul-2006
Ticker: BT
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 REPORTS AND ACCOUNTS Mgmt For For
02 REMUNERATION REPORT Mgmt For For
03 FINAL DIVIDEND Mgmt For For
04 RE-ELECT SIR ANTHONY GREENER Mgmt For For
05 RE-ELECT MAARTEN VAN DEN BERGH Mgmt For For
06 RE-ELECT CLAYTON BRENDISH Mgmt For For
07 ELECT MATTI ALAHUHTA Mgmt For For
08 ELECT PHIL HODKINSON Mgmt For For
09 REAPPOINTMENT OF AUDITORS Mgmt For For
10 REMUNERATION OF AUDITORS Mgmt For For
11 AUTHORITY TO ALLOT SHARES Mgmt For For
12 AUTHORITY TO ALLOT SHARES FOR CASH SPECIAL RESOLUTION Mgmt For For
13 AUTHORITY TO PURCHASE OWN SHARES SPECIAL RESOLUTION Mgmt For For
14 AUTHORITY FOR POLITICAL DONATIONS SPECIAL RESOLUTION Mgmt For For
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CEZ A.S., PRAHA Agenda Number: 701178522
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Security: X2337V121
Meeting Type: OGM
Meeting Date: 23-Apr-2007
Ticker:
ISIN: CZ0005112300
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Opening, Elect the Chairman of the general meeting Mgmt Take no action
minutes clerk, scrutinizers, and the minutes
verifying cleark
2. Approve the report on the business activities Mgmt Take no action
of the Company and on its equity of 2006
3. Approve the report of the Supervisory Board Mgmt Take no action
4. Approve the resolution about dissolution social Mgmt Take no action
fund and bonus fund
5. Approve the decision on changes in the Articles Mgmt Take no action
of Association
6. Approval the financial statement of Cez A. S Mgmt Take no action
and consolidated financial statement of Cez
Group in 2006
7. Approve the resolution on the distribution of Mgmt Take no action
profit, including the resolution on the payment
of dividends and royalties
8. Approve the renewal of control system of proceedings Mgmt Take no action
in power station Dukovany - scale M3 - M5
9. Approve the volume of funds allocated for sponsoring Mgmt Take no action
grants
10. Approve the resolution about acquisition of Mgmt Take no action
own shares
11. Elect co-opted members of the Supervisory Board Mgmt Take no action
of the Company
12. Approval the agreements on discharge of an office Mgmt Take no action
and performance of Members of the Company s
Board
13. Close meeting Mgmt Take no action
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CHINA NETCOM GROUP CORP (HONG KONG) Agenda Number: 932629453
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Security: 16940Q101
Meeting Type: Special
Meeting Date: 14-Feb-2007
Ticker: CN
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
E1 TO APPROVE THE ASSET TRANSFER AGREEMENT, DATED Mgmt For For
15 JANUARY 2007 (THE ASSET TRANSFER AGREEMENT
), BETWEEN CHINA NETCOM (GROUP) COMPANY LIMITED
( CNC CHINA ) AND CHINA NETWORK COMMUNICATIONS
GROUP CORPORATION ( CHINA NETCOM GROUP ) AND
THE TRANSACTION CONTEMPLATED THEREUNDER, AS
SET FORTH IN THE COMPANY S CIRCULAR ENCLOSED
HEREWITH. *
E2 TO APPROVE THE REVISION OF THE DIRECTOR S FEE Mgmt For For
COMMENCING FROM THE 2007 FINANCIAL YEAR, AS
SET FORTH IN THE COMPANY S CIRCULAR ENCLOSED
HEREWITH. **
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CHINA NETCOM GROUP CORP (HONG KONG) Agenda Number: 932708805
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Security: 16940Q101
Meeting Type: Annual
Meeting Date: 22-May-2007
Ticker: CN
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVAL TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS AND THE REPORTS OF THE
DIRECTORS AND AUDITORS.
02 APPROVAL TO DECLARE A FINAL DIVIDEND FOR THE Mgmt For For
YEAR ENDED 31 DECEMBER 2006.
3A TO RE-ELECT MR. ZUO XUNSHENG AS A DIRECTOR. Mgmt For For
3B TO RE-ELECT MR. LI FUSHEN AS A DIRECTOR. Mgmt For For
3C TO RE-ELECT MR. YAN YIXUN AS A DIRECTOR. Mgmt For For
3D TO RE-ELECT MR. MAURICIO SARTORIUS AS A DIRECTOR. Mgmt For For
3E TO RE-ELECT DR. QIAN YINGYI AS A DIRECTOR. Mgmt For For
3F TO RE-ELECT MR. HOU ZIQIANG AS A DIRECTOR. Mgmt For For
3G TO RE-ELECT MR. THOMPSON CHUNG SHUI MING AS Mgmt For For
A DIRECTOR.
04 APPROVAL TO RE-APPOINT PRICEWATERHOUSECOOPERS Mgmt For For
AS THE AUDITORS & TO AUTHORIZE THE BOARD OF
DIRECTORS TO FIX THEIR REMUNERATION.
05 APPROVAL TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES IN THE COMPANY.
06 APPROVAL TO GIVE A GENERAL MANDATE TO THE DIRECTORS Mgmt Against Against
TO ISSUE, ALLOT AND DEAL WITH SHARES IN THE
COMPANY.
07 APPROVAL TO EXTEND THE GENERAL MANDATE GRANTED Mgmt Against Against
TO THE DIRECTORS TO ISSUE, ALLOT AND DEAL WITH
SHARES BY THE NUMBER OF SHARES REPURCHASED.
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CHUNGHWA TELECOM CO., LTD. Agenda Number: 932723299
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Security: 17133Q205
Meeting Type: Annual
Meeting Date: 15-Jun-2007
Ticker: CHT
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
3A THE COMPANY S OPERATION REPORT FOR 2006. Mgmt For
3B THE SUPERVISORS AUDIT REPORT ON THE COMPANY Mgmt For
FOR 2006.
3C THE AMENDMENT TO THE COMPANY S RULES OF ORDER Mgmt For
OF BOARD OF DIRECTORS MEETING.
4A THE COMPANY S OPERATION REPORT AND FINANCIAL Mgmt For
STATEMENTS FOR 2006.
4B THE COMPANY S DISTRIBUTION OF EARNINGS FOR 2006. Mgmt For
5A AMENDMENT TO THE COMPANY S ARTICLES OF INCORPORATION. Mgmt For
5B PROPOSED CONVERSION OF THE CAPITAL SURPLUS INTO Mgmt For
CAPITAL INCREASE OF THE COMPANY AND ISSUANCE
OF NEW SHARES.
5C PROPOSED CAPITAL DECREASE IN CASH OF THE COMPANY. Mgmt For
5D AMENDMENT TO THE COMPANY S PROCESS FOR ACQUISITIONS Mgmt For
AND DISPOSAL OF ASSETS.
5E AMENDMENT TO THE COMPANY S PROCEDURES FOR ENDORSEMENTS Mgmt For
AND GUARANTEES.
5F FORMULATION OF THE COMPANY S PROCEDURES FOR Mgmt For
LENDING OF CAPITAL TO OTHERS.
5G AMENDMENT TO THE COMPANY S REGULATIONS OF ELECTION Mgmt For
OF DIRECTORS AND SUPERVISORS.
06 ELECTION OF THE COMPANY S 5TH TERM DIRECTORS Mgmt Abstain
AND SUPERVISORS.
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CMS ENERGY CORPORATION Agenda Number: 932682431
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Security: 125896100
Meeting Type: Annual
Meeting Date: 18-May-2007
Ticker: CMS
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MERRIBEL S. AYRES Mgmt For For
JON E. BARFIELD Mgmt For For
RICHARD M. GABRYS Mgmt For For
DAVID W. JOOS Mgmt For For
PHILIP R. LOCHNER, JR. Mgmt For For
MICHAEL T. MONAHAN Mgmt For For
JOSEPH F. PAQUETTE, JR. Mgmt For For
PERCY A. PIERRE Mgmt For For
KENNETH L. WAY Mgmt For For
KENNETH WHIPPLE Mgmt For For
JOHN B. YASINSKY Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM.
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CONSTELLATION ENERGY GROUP, INC. Agenda Number: 932602522
- --------------------------------------------------------------------------------------------------------------------------
Security: 210371100
Meeting Type: Annual
Meeting Date: 08-Dec-2006
Ticker: CEG
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DOUGLAS L. BECKER Mgmt For For
EDWARD A. CROOKE Mgmt For For
MAYO A. SHATTUCK III Mgmt For For
MICHAEL D. SULLIVAN Mgmt For For
02 RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2006.
03 SHAREHOLDER PROPOSAL. Shr For Against
- --------------------------------------------------------------------------------------------------------------------------
CONSTELLATION ENERGY GROUP, INC. Agenda Number: 932672670
- --------------------------------------------------------------------------------------------------------------------------
Security: 210371100
Meeting Type: Annual
Meeting Date: 18-May-2007
Ticker: CEG
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A THE ELECTION OF YVES C. DE BALMANN FOR A TERM Mgmt For For
TO EXPIRE IN 2008.
1B THE ELECTION OF DOUGLAS L. BECKER FOR A TERM Mgmt For For
TO EXPIRE IN 2008.
1C THE ELECTION OF JAMES T. BRADY FOR A TERM TO Mgmt For For
EXPIRE IN 2008.
1D THE ELECTION OF EDWARD A. CROOKE FOR A TERM Mgmt For For
TO EXPIRE IN 2008.
1E THE ELECTION OF JAMES R. CURTISS FOR A TERM Mgmt For For
TO EXPIRE IN 2008.
1F THE ELECTION OF FREEMAN A. HRABOWSKI, III FOR Mgmt For For
A TERM TO EXPIRE IN 2008.
1G THE ELECTION OF NANCY LAMPTON FOR A TERM TO Mgmt For For
EXPIRE IN 2008.
1H THE ELECTION OF ROBERT J. LAWLESS FOR A TERM Mgmt For For
TO EXPIRE IN 2008.
1I THE ELECTION OF LYNN M. MARTIN FOR A TERM TO Mgmt For For
EXPIRE IN 2008.
1J THE ELECTION OF MAYO A. SHATTUCK III FOR A TERM Mgmt For For
TO EXPIRE IN 2008.
1K THE ELECTION OF MICHAEL D. SULLIVAN FOR A TERM Mgmt For For
TO EXPIRE IN 2008.
02 RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2007.
03 APPROVAL OF THE 2007 LONG-TERM INCENTIVE PLAN. Mgmt For For
04 APPROVAL OF THE EXECUTIVE ANNUAL INCENTIVE PLAN. Mgmt For For
- --------------------------------------------------------------------------------------------------------------------------
COSMOTE MOBILE TELECOMMUNICATIONS S A Agenda Number: 701134114
- --------------------------------------------------------------------------------------------------------------------------
Security: X9724G104
Meeting Type: EGM
Meeting Date: 28-Feb-2007
Ticker:
ISIN: GRS408333003
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the modification and codification to Mgmt Take no action
the Company s Stock Option Plan
2. Approve the basic terms of the contract between Mgmt Take no action
the Company and HELL.TELECOMUNICATIONS SA regarding
the printing, enveloping and delivery of the
Company s subscribers statements to HELLENIC
POST for distribution, Article 23 a of Code
Law 2190/1920
3. Approve the harmonization of Article 5 Paragraph Mgmt Take no action
1 of the Company s Articles of Association
with Board of Directors decision with reference
number 238/22. 12.2006 for share capital increase
without modification of the Company s Articles
of Association, due to the Stock Option Plan,
according to the Article 13 Paragraph 9 of
the Code Law 2190/1920; codification of the
Company s Articles of Association
- --------------------------------------------------------------------------------------------------------------------------
COSMOTE MOBILE TELECOMMUNICATIONS S A Agenda Number: 701242771
- --------------------------------------------------------------------------------------------------------------------------
Security: X9724G104
Meeting Type: OGM
Meeting Date: 08-Jun-2007
Ticker:
ISIN: GRS408333003
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve: the Board of Director s and the Auditors Mgmt Take no action
reports on the annual financial statements
for the FY 2006 and the dividend
2. Grant discharge to the Board of Directors Members Mgmt Take no action
and the Auditors from any liability for indemnity
for the year 2006, according to Article 35
of Code Law 2190/1920
3. Approve the Board of Directors and Managing Mgmt Take no action
Directors, fees expenses and remunerations
for the year 2006 and the determination of
the same for the Year 2007
4. Elect the Certified Auditors, regular and substitute, Mgmt Take no action
and an International Prestige Auditor for the
FY 2006 and approve to determine their fees
5. Authorize the Board of Director Members and Mgmt Take no action
the Company s Managers, according to Article
23 Paragarph 1 of Code Law 2190/1920 and Article
22 of the Company s Article of Association,
for their participation in Hell Telecom Group
of Companies, Board of Director or Management
pursuing the same or similar business goals
6. Amend the Company s Article of Association with Mgmt Take no action
abolition of Paragraph 2 and 3, Article 8 and
Paragraph 2 of Article 21 codification of the
Company s Article of Association
- --------------------------------------------------------------------------------------------------------------------------
CPFL ENERGIA S.A. Agenda Number: 932644239
- --------------------------------------------------------------------------------------------------------------------------
Security: 126153105
Meeting Type: Annual
Meeting Date: 10-Apr-2007
Ticker: CPL
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 PRESENTATION OF THE MANAGEMENT REPORT, EXAMINE, Mgmt For
DISCUSS AND VOTE ON THE COMPANY S FINANCIAL
STATEMENTS, THE REPORT OF THE INDEPENDENT AUDITORS
AND THE REPORT OF THE FISCAL COUNCIL FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2006.
02 APPROVE THE PROPOSAL FOR THE APPROPRIATION OF Mgmt For
THE NET INCOME FOR THE FISCAL YEAR 2006 AND
THE DIVIDEND DISTRIBUTION.
03 ELECTION OF STATUTORY MEMBERS AND ALTERNATES Mgmt For
TO THE BOARD OF DIRECTORS AND FIX THE GLOBAL
REMUNERATION OF THE BOARD MEMBERS.
04 ELECTION OF EFFECTIVE MEMBERS AND ALTERNATES Mgmt For
TO THE FISCAL COUNCIL AND FIX ITS FEES.
- --------------------------------------------------------------------------------------------------------------------------
DRAX GROUP PLC, SELBY Agenda Number: 701065775
- --------------------------------------------------------------------------------------------------------------------------
Security: G2904K101
Meeting Type: EGM
Meeting Date: 06-Oct-2006
Ticker:
ISIN: GB00B0MBCM68
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve, subject to and conditional upon the Mgmt For For
admission of the new ordinary shares as specified
to the Official List of the United Kingdom
Listing Authority and to trading on the London
Stock Exchange becoming effective: a) all the
ordinary shares of 10 pence each in the capital
of the Company which at 4:30 p.m. on 06 OCT
2006 or such other time and date as the Directors
of the Company may determine are shown in
the books of the Company as authorized whether
issued or unissued shall be sub-divided into
new ordinary shares of 10/29 pence each in
the capital of the Company the Intermediate
Shares ; b) immediately thereafter: i) all
intermediate shares that are unissued shall
be consolidated into new ordinary shares of
11 1/29 pence each in the capital of the Company
the Unissued New Ordinary Shares , provided
that, where such consolidation would otherwise
result in a fraction of an unissued new ordinary
share, that number of Intermediate Shares which
would otherwise constitute such fraction shall
be cancelled pursuant to Section 121(2)(e)
of the Companies Act 1985; and ii) all Intermediate
Shares that are in issue shall be consolidated
into new ordinary shares of 11 1/29 pence each
in the capital of the Company the New Ordinary
Shares , provided that, where such consolidation
results in any member being entitled to a fraction
of a new ordinary share, such fraction shall,
so far as possible, be aggregated with the
fractions of a new ordinary share to which
other members of the Company may be entitled
and authorize the Directors of the Company
to sell or appoint any other person to sell
to any person , on behalf of the relevant Members,
all the new ordinary shares representing such
fractions at the best price reasonably obtainable
in the market at the time of, or shortly after,
the instruction to sell is given, and to distribute
the proceeds of sale net of expenses in due
proportion among the relevant members entitled
thereto save that any fraction of a penny
which would otherwise be payable shall be rounded
up or down in accordance with the usual practice
of the registrar of the Company and authorize
any Director of the Company or any person
appointed by the Directors of the Company
to execute an instrument of transfer in respect
of such shares on behalf of the relevant Members
and to do all acts and things as the Directors
consider necessary or expedient to effect the
transfer of such shares to, or in accordance
with the Directions of, any buyer of any such
shares
2. Authorize the Company, subject to and conditional Mgmt For For
on the passing of Resolution 1 above and the
same becoming effective, in substitution for
all such existing authorities, to make one
or more market purchases Section 163(3) of
the Companies Act 1985 up to 36,800,000 of
new ordinary shares on such terms and in such
manner as the Directors of the Company may
from time to time determine, at a minimum price
which may be paid for a new ordinary share
shall be the nominal amount of such new ordinary
share and up to 105% of the average middle
market quotations for a new ordinary share
as derived from the London Stock Exchange Daily
Official List for the 5 business days in respect
of which such Daily Official List is published
immediately preceding the day on which the
share is contracted to be purchased; Authority
expires the earlier of the conclusion of the
AGM of the Company in 2007 or on 12 AUG 2007
; and the Company, before the expiry, may make
a contract to purchase its own shares which
will or may be executed wholly or partially
after the expiry
- --------------------------------------------------------------------------------------------------------------------------
DUKE ENERGY CORPORATION Agenda Number: 932669988
- --------------------------------------------------------------------------------------------------------------------------
Security: 26441C105
Meeting Type: Annual
Meeting Date: 10-May-2007
Ticker: DUK
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM BARNET, III Mgmt For For
G. ALEX BERNHARDT, SR. Mgmt For For
MICHAEL G. BROWNING Mgmt For For
PHILLIP R. COX Mgmt For For
ANN MAYNARD GRAY Mgmt For For
JAMES H. HANCE, JR. Mgmt For For
JAMES T. RHODES Mgmt For For
JAMES E. ROGERS Mgmt For For
MARY L. SCHAPIRO Mgmt For For
DUDLEY S. TAFT Mgmt For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP AS DUKE Mgmt For For
ENERGY S INDEPENDENT PUBLIC ACCOUNTANT FOR
2007
- --------------------------------------------------------------------------------------------------------------------------
DYNEGY INC. Agenda Number: 932632741
- --------------------------------------------------------------------------------------------------------------------------
Security: 26816Q101
Meeting Type: Special
Meeting Date: 29-Mar-2007
Ticker: DYN
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ADOPT THE MERGER AGREEMENT, BY AND AMONG DYNEGY Mgmt For For
INC., DYNEGY ACQUISITION, INC., FALCON MERGER
SUB CO., LSP GEN INVESTORS, L.P., LS POWER
PARTNERS, L.P., LS POWER EQUITY PARTNERS PIE
I, L.P., LS POWER EQUITY PARTNERS, L.P. AND
LS POWER ASSOCIATES, L.P. AND TO APPROVE THE
MERGER OF MERGER SUB WITH AND INTO DYNEGY INC.,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
- --------------------------------------------------------------------------------------------------------------------------
E.ON AG Agenda Number: 932646699
- --------------------------------------------------------------------------------------------------------------------------
Security: 268780103
Meeting Type: Annual
Meeting Date: 03-May-2007
Ticker: EON
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
02 APPROPRIATION OF THE BALANCE SHEET INCOME FROM Mgmt For For
THE 2006 FINANCIAL YEAR
03 DISCHARGE OF THE BOARD OF MANAGEMENT FOR THE Mgmt For For
2006 FINANCIAL YEAR
04 DISCHARGE OF THE SUPERVISORY BOARD FOR THE 2006 Mgmt For For
FINANCIAL YEAR
05 AUTHORIZATION TO ACQUIRE AND USE OWN SHARES Mgmt For For
06 ELECTION OF THE AUDITORS FOR THE 2007 FINANCIAL Mgmt For For
YEAR
- --------------------------------------------------------------------------------------------------------------------------
E.ON AKTIENGESELLSCHAFT EON, DUESSELDORF Agenda Number: 701168874
- --------------------------------------------------------------------------------------------------------------------------
Security: D24909109
Meeting Type: OGM
Meeting Date: 03-May-2007
Ticker:
ISIN: DE0007614406
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting Non-votable
MEETING IS 12 APR 2007, WHEREAS THE MEETING
HAS BEEN SETUP USING THE ACTUAL RECORD DATE
- 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT
ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH
THE GERMAN LAW. THANK YOU.
1 Presentation of the financial statements and Non-Voting Non-votable
annual report for the 2006 FY with the report
of the Supervisory Board, the Group financial
statements and the Group annual report
2 Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 2,209,650,851.15 as follows:
payment of a dividend of EUR 3.35 per entitled
share; ex-dividend and payable date: 04 MAY
07
3. Ratification of the acts of the Board of Managing Mgmt For For
Directors
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Renewal of the authorization to acquire own Mgmt For For
shares; the Board of Managing Directors shall
be authorized to acquire shares of the Company
of up to 10% of its share capital, on or before
03 NOV 2008; the shares may be acquired through
the stock exchange at a price neither more
than 10% above nor more than 20% below the
market price of the shares, by way of a public
repurchase offer to all shareholders or by
means of a public offer for the exchange of
liquid shares which are admitted to trading
on an organized market at a price not differing
more than 20% from the market price of the
shares, and by using derivatives in the form
of call or put options if the exercise price
is neither more than 10% above nor more than
20% below the market price of the shares; the
Board of Managing Directors shall be authorized
to dispose of the shares in a manner other
than the stock exchange or an offer to all
shareholders if the shares are sold at a price
not materially below their market price, to
use the shares in connection with mergers and
acquisitions or for satisfying existing convertible
or option rights, to offer the shares to executives
and employees of the Company and its affiliates,
and to retire the shares
6. Appointment of the Auditors for the 2007 FY: Mgmt For For
PricewaterhouseCoopers AG, Duesseldorf
- --------------------------------------------------------------------------------------------------------------------------
EDF ENERGIES NOUVELLES, NANTERRE Agenda Number: 701228050
- --------------------------------------------------------------------------------------------------------------------------
Security: F31932100
Meeting Type: EGM
Meeting Date: 30-May-2007
Ticker:
ISIN: FR0010400143
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting Non-votable
YOU.
French Resident Shareowners must complete, sign Non-Voting Non-votable
and forward the Proxy Card directly to the
sub custodian. Please contact your Client Service
Representative to obtain the necessary card,
account details and directions. The following
applies to Non-Resident Shareowners: Proxy
Cards: Voting instructions will be forwarded
to the Global Custodians that have become Registered
Intermediaries, on the Vote Deadline Date.
In capacity as Registered Intermediary, the
Global Custodian will sign the Proxy Card and
forward to the local custodian. If you are
unsure whether your Global Custodian acts as
Registered Intermediary, please contact your
representative.
O.1 Receive the reports of the Board of the Directors Mgmt For For
and the Auditors and approve the Company s
financial statements for the YE in 2006, as
presented
O.2 Receive the reports of the Board of the Directors Mgmt For For
and the Auditors and approve the consolidated
financial statements for the said FY, in the
form presented to the meeting
O.3 Approve the recommendation of the Board of the Mgmt For For
Directors and resolves that the income for
the FY be appropriated as follows: the shareholders
meeting resolves to record the loss for the
year of EUR 322,237.00 as a deficit in retained
earnings; following this appropriation, the
retained earnings account will show a new balance
of EUR 4,270,427.00, other reserves: EUR 3,080,071.00,
retained earnings: EUR 4,270,427.00, distributable
total EUR: 7,350,498.00, dividends distributed:
EUR 6,826,020.70, drawn upon as follows: retained
earnings: EUR 4,270,427.00 the balance from
the other reserves: EUR 2,555,593.70, the shareholders
will receive a net dividend of EUR 0.11 per
share for 62,054,734 shares, and will entitle
to the 40% deduction provided by the French
tax code; this dividend will be paid on 15
JUN 2007; in accordance with the regulation
in force, the shareholders meeting recalls
that no dividend was paid for the previous
3 FY s
O.4 Receive the special report of the Auditors on Mgmt For For
agreements governed by Articles L-225-38 Et
Seq. of the French Commercial Code and approve
the said report and the agreements referred
to therein
O.5 Receive the special report of the Auditors on Mgmt For For
agreements governed by Article L-225-38, of
the French Commercial Code and ratify the said
report and the agreement referred to therein,
according to Article L-225-42
O.6 Approve the reports of the Chairman of the Board Mgmt For For
of the Directors on the conditions for the
preparation and the organization of the work
of the Board, and the Auditors on the internal
audit procedures in accounting and financial
matters
O.7 Approve to award total annual fees of EUR 80,000 Mgmt For For
to the Board of the Directors
O.8 Approve to renew the appointment of Mr. EDF, Mgmt Against Against
as a Director for a 6-year period
O.9 Approve to renew the appointment of Mr. EDEV, Mgmt Against Against
as a Director for a 6-year period
O.10 Ratify the co-optation of Mr. Jean-Louis Mathias Mgmt Against Against
as a Director, to replace Mr. Paul Rossines,
for the remainder of Mr. Paul Rossines term
of office, i.e. until the shareholders meeting
called to approve the financial statement for
the FY 2009
O.11 Authorize the Board of the Directors: to buy Mgmt Against Against
back the Company s shares on the open market,
subject to the conditions described: maximum
purchase price EUR: 65.00, maximum number of
shares to be acquired 10% of the share capital,
maximum funds invested in the share buybacks:
EUR 150,000,000.00; Authority expires at the
end of 18 months ; the number of shares acquired
by the Company with a view to their retention
or their subsequent slivery in payment or exchange
as part of a merger, divestment or capital
contribution cannot exceed 5% of its capital;
and to take all necessary measure and accomplish
all necessary formalities; this authorization
supersedes the fraction unused of the authorization
granted by the combined shareholders meeting
of 18 SEP 2006 in its Resolution 2
O.12 Grant full powers to the bearer of an original, Mgmt For For
a copy or extract of the minutes of this meeting
to carry out all filings, publication and other
formalities prescribed by law
E.13 Authorize the Board of the Directors: to reduce Mgmt For For
the share capital on one or more occasions,
by canceling all or part of the shares held
by the Company in connection with a Stock Repurchase
Plan up to a maximum of 10% of the share capital
over a 24 months period; Authority expires
at the end of 18 months ; and to take all necessary
measure and accomplish all necessary formalities;
this authorization supersedes the fraction
unused to eh authorization granted by the combined
shareholders meting of SEP 2006 in its Resolution
11
E.14 Authorize the Board of the Directors: to grant, Mgmt Against Against
for free, on one or more occasions, existing
or future shares, in favors of the Employees,
Managers and the Corporate Officers of the
Company and related Companies; they may not
represent more than 1% of the share capital;
Authority expires at the end of 38 months ;
and to take all necessary measures and accomplish
all necessary formalities
E.15 Grant full powers to the bearer of an original, Mgmt For For
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed by law
- --------------------------------------------------------------------------------------------------------------------------
EDISON INTERNATIONAL Agenda Number: 932647021
- --------------------------------------------------------------------------------------------------------------------------
Security: 281020107
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: EIX
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J.E. BRYSON Mgmt For For
V.C.L. CHANG Mgmt For For
F.A. CORDOVA Mgmt For For
C.B. CURTIS Mgmt For For
B.M. FREEMAN Mgmt For For
L.G. NOGALES Mgmt For For
R.L. OLSON Mgmt For For
J.M. ROSSER Mgmt For For
R.T. SCHLOSBERG, III Mgmt For For
R.H. SMITH Mgmt For For
T.C. SUTTON Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT Mgmt For For
PUBLIC ACCOUNTING FIRM.
03 MANAGEMENT PROPOSAL TO APPROVE THE EDISON INTERNATIONAL Mgmt For For
2007 PERFORMANCE INCENTIVE PLAN.
04 SHAREHOLDER PROPOSAL REGARDING PERFORMANCE-BASED Shr Against For
STOCK OPTIONS.
- --------------------------------------------------------------------------------------------------------------------------
ELISA CORPORATION, HELSINKI Agenda Number: 701142452
- --------------------------------------------------------------------------------------------------------------------------
Security: X1949T102
Meeting Type: AGM
Meeting Date: 19-Mar-2007
Ticker:
ISIN: FI0009007884
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Non-votable
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE
YOUR INSTRUCTIONS TO BE REJECTED. SHOULD YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE AT ADP. THANK YOU.
MULTIPLE BENEFICAL OWNER INFORMATION NOTE: Non-Voting Non-votable
MARKET RULES REQUIRE ADP TO DISCLOSE BENEFICIAL
OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR ADP CLIENT SERVICE REPRESENTATIVE.
THIS INFORMATION IS REQUIRED IN ORDER FOR ADP
TO LODGE YOUR VOTE.
1.1 Adopt the accounts Mgmt For For
1.2 Approve the action on profit or loss and to Mgmt For For
pay a dividend of EUR 0.50 and extra dividend
of EUR 1.00 per share in total EUR 1.50
1.3 Grant discharge from liability Mgmt For For
1.4 Approve the remuneration of the Board Members Mgmt Against Against
1.5 Approve the remuneration of the Auditors Mgmt Against Against
1.6 Approve the number of Board Members Mgmt For For
1.7 Elect the Board Mgmt For For
1.8 Elect the Auditors Mgmt For For
2. Amend the Articles 3, 4, 5, 8, 9 and 12 of the Mgmt For For
Articles of Association
3. Authorize the Board of Directors to decide on Mgmt For For
issuing new shares and special rights
4. Authorize the Board of Directors to decide to Mgmt For For
purchase Companys own shares
- --------------------------------------------------------------------------------------------------------------------------
ELISA CORPORATION, HELSINKI Agenda Number: 701295847
- --------------------------------------------------------------------------------------------------------------------------
Security: X1949T102
Meeting Type: EGM
Meeting Date: 28-Jun-2007
Ticker:
ISIN: FI0009007884
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Non-votable
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE
YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting Non-votable
OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE
TO BE LODGED
1. Approve to decrease the Share Premium Fund recorded Mgmt For For
in the balance sheet by moving all the funds
in the Share Premium Fund recorded in the balance
sheet on 31 December 2006 to the invested free
equity fund
2. Authorize the Board of Directors for the payment Mgmt For For
of additional dividends to the maximum amount
of EUR 165,000,000 in addition to the resolution
to pay dividends made by the AGM of shareholders
on 19 MAR 2007; and the dividend may be paid
in one or several installments
- --------------------------------------------------------------------------------------------------------------------------
EMBARQ CORPORATION Agenda Number: 932642475
- --------------------------------------------------------------------------------------------------------------------------
Security: 29078E105
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: EQ
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
PETER C. BROWN Mgmt For For
STEVEN A. DAVIS Mgmt For For
DANIEL R. HESSE Mgmt For For
JOHN P. MULLEN Mgmt For For
WILLIAM A. OWENS Mgmt For For
DINESH C. PALIWAL Mgmt For For
STEPHANIE M. SHERN Mgmt For For
LAURIE A. SIEGEL Mgmt For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE 2007 FISCAL YEAR.
- --------------------------------------------------------------------------------------------------------------------------
ENAGAS SA Agenda Number: 701191912
- --------------------------------------------------------------------------------------------------------------------------
Security: E41759106
Meeting Type: AGM
Meeting Date: 10-May-2007
Ticker:
ISIN: ES0130960018
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting Non-votable
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting Non-votable
REACH QUORUM, THERE WILL BE A SECOND CALL ON
11 MAY 2007 AT 12:00 PM. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU.
1. Approve, as the case may be, of the annual accounts, Mgmt For For
balance sheet, profit and loss account and
Management report of Enagas, Sociedad an Onima
and its consolidated Group, with reference
to the FY 2006
2. Approve the appropriate, the proposed application Mgmt For For
of 2006 profits
3. Approve the appropriate, the Management of the Mgmt For For
Board of Directors for FY 2006
4. Re-appoint the Deloitte Sociedad Limitada as Mgmt For For
the Auditors of the Company and its consolidated
Group for FY 2007
5. Elect the Directors to the Board Mgmt Against Against
6. Amend Article 44, about the audit Committee Mgmt For For
and compliance, and Article 45, about the appointment
and remuneration Committee, of the Articles
of Association
7. Amend Article 4, about powers held by the general Mgmt For For
meeting, and Article 13.3, about voting, of
the general meeting regulations, in order to
bring them into line with the unified code
of conduct
8. Approve the report about the amendments introduced Mgmt For For
in the Board regulations, in order to bring
them into line with the unified code of Corporate
Govenance
9. Approve the Directors remuneration for the FY Mgmt For For
2007
10 Grant authority to Board of Directors to increase Mgmt For For
the Corporate capital, according to Section
53.1 B of the Spanish Limited Companies Act,
Ley De Sociedades Anonimas, all at once or
in stages, for a maximum amount equivalent
to half the existing Corporate capital at the
time of the authority, within a 5 year period
from its resolution by the general meeting,
and with powers to exclude the preferential
subscription rights, where appropriate
11. Grant authority to the Board of Directors to Mgmt For For
issue bonds or other similar fixed income securities,
convertible or not convertible, exchangeable
or not, for Company shares or shares of other
Companies, for the amount of EUR 2,000,000,000,
within a 5 year period from the time of adoption
of the resolution by the general meeting; set
the terms and types of the conversion or exchange
and increase the capital as required
12. Approve the delegation of powers for the development, Mgmt For For
execution and rectification of the resolutions
adopted by the general meeting
- --------------------------------------------------------------------------------------------------------------------------
ENBRIDGE INC. Agenda Number: 932651119
- --------------------------------------------------------------------------------------------------------------------------
Security: 29250N105
Meeting Type: Annual and Special
Meeting Date: 02-May-2007
Ticker: ENB
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DAVID A. ARLEDGE Mgmt For For
JAMES J. BLANCHARD Mgmt For For
J. LORNE BRAITHWAITE Mgmt For For
PATRICK D. DANIEL Mgmt For For
J. HERB ENGLAND Mgmt For For
E. SUSAN EVANS Mgmt For For
DAVID A. LESLIE Mgmt For For
ROBERT W. MARTIN Mgmt For For
GEORGE K. PETTY Mgmt For For
CHARLES E. SHULTZ Mgmt For For
DAN. C. TUTCHER Mgmt For For
02 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
AUDITORS AT A REMUNERATION TO BE FIXED BY THE
BOARD
03 APPROVAL OF A NEW INCENTIVE STOCK OPTION PLAN Mgmt For For
(2007) AND A NEW PERFORMANCE STOCK OPTION PLAN
(2007).
- --------------------------------------------------------------------------------------------------------------------------
ENDESA, S.A. Agenda Number: 932636319
- --------------------------------------------------------------------------------------------------------------------------
Security: 29258N107
Meeting Type: Special
Meeting Date: 20-Mar-2007
Ticker: ELE
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVAL OF THE AMENDMENT OF ARTICLE 32 OF THE Mgmt For For
CORPORATE BYLAWS (LIMITATION OF VOTING RIGHTS).*
02 APPROVAL OF THE AMENDMENT OF ARTICLE 37 OF THE Mgmt For For
CORPORATE BYLAWS (NUMBER OF CLASSES OF DIRECTORS).*
03 APPROVAL OF THE AMENDMENT OF ARTICLE 38 OF THE Mgmt For For
CORPORATE BYLAWS (TERM OF OFFICE OF DIRECTOR).*
04 APPROVAL OF THE AMENDMENT OF ARTICLE 42 OF THE Mgmt For For
CORPORATE BYLAWS (INCOMPATIBILITIES OF DIRECTORS).*
05 APPROVAL OF THE AUTHORIZATION TO THE BOARD OF Mgmt For For
DIRECTORS FOR THE EXECUTION AND IMPLEMENTATION
OF THE RESOLUTIONS ADOPTED AT THE GENERAL MEETING,
AS WELL AS TO SUBSTITUTE THE AUTHORITIES IT
RECEIVES FROM THE GENERAL MEETING, AND GRANTING
OF AUTHORITIES FOR PROCESSING THE SAID RESOLUTIONS
AS A PUBLIC INSTRUMENT, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
- --------------------------------------------------------------------------------------------------------------------------
ENEL ENTE NAZIONALE PER L'ENERGIA ELETTRICA SPA, ROMA Agenda Number: 701218617
- --------------------------------------------------------------------------------------------------------------------------
Security: T3679P115
Meeting Type: OGM
Meeting Date: 23-May-2007
Ticker:
ISIN: IT0003128367
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN MIX. THANK YOU. Non-Voting Non-Votable *
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting Non-Votable *
REACH QUORUM, THERE WILL BE A SECOND CALL FOR
OGM ON 25 MAY 2007, FOR EGM ON 24 MAY 2007
AND THIRD CALL FOR EMG ON 25 MAY 2007 . CONSEQUENTLY,
YOUR VOTING INSTRUCTIONS WILL REMAIN VALID
FOR ALL CALLS UNLESS THE AGENDA IS AMENDED.
PLEASE BE ALSO ADVISED THAT YOUR SHARES WILL
BE BLOCKED UNTIL THE QUORUM IS MET OR THE MEETING
IS CANCELLED. THANK YOU.
O.1 Receive the financial statement at 31 DEC 06, Mgmt Take no action
report of the Board of Directors, Auditors
and Independent Auditors; inherent resolutions
related to financial statement as at 31 DEC
2006
O.2 Approve the allocation of the net profit Mgmt Take no action
O.3 Appoint the Board of Statutory Auditors Mgmt Take no action
O.4 Approve the emoluments of the Board of Auditors Mgmt Take no action
O.5 Approve the extension of the Audit mandate for Mgmt Take no action
the years 2008-2009 and 2010
O.6 Approve the Stock Option Plan reserved to the Mgmt Take no action
Company Managers of Enel Spa and to those of
the consolidated Companies, as per Article
2359 of the Companies Constitution
E.1 Amend Articles No. 14.3, 14.5 and 20.4 of the Mgmt Take no action
By-Laws as per the Legislative Law No. 262
of 29 DEC 2006 No. 303
E.2 Authorize the Board of Directors to increase Mgmt Take no action
the share capital reserved to the Stock Option
Plan 2007 up to maximum EUR 27,920,000 by issue
of ordinary shares to the Company s Managers
and to those of the consolidated Companies,
to be offered in option without the rights
of option as per Article 2441, last Paragraph
of Companies Constitution, as per Article 134,
Paragraph 2 of the Legislative Decree No. 58
of 24 FEB 1998; inherent and consequent resolution;
amend the Article 5 of the By-Laws
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Non-Votable *
OF RECORD DATE AND CHANGE IN THE SECOND CALL
DATE. IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
- --------------------------------------------------------------------------------------------------------------------------
ENTERGY CORPORATION Agenda Number: 932645142
- --------------------------------------------------------------------------------------------------------------------------
Security: 29364G103
Meeting Type: Annual
Meeting Date: 04-May-2007
Ticker: ETR
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: M.S. BATEMAN Mgmt For For
1B ELECTION OF DIRECTOR: W.F. BLOUNT Mgmt For For
1C ELECTION OF DIRECTOR: S.D. DEBREE Mgmt For For
1D ELECTION OF DIRECTOR: G.W. EDWARDS Mgmt For For
1E ELECTION OF DIRECTOR: A.M. HERMAN Mgmt For For
1F ELECTION OF DIRECTOR: D.C. HINTZ Mgmt For For
1G ELECTION OF DIRECTOR: J.W. LEONARD Mgmt For For
1H ELECTION OF DIRECTOR: S.L. LEVENICK Mgmt For For
1I ELECTION OF DIRECTOR: J.R. NICHOLS Mgmt For For
1J ELECTION OF DIRECTOR: W.A. PERCY, II Mgmt For For
1K ELECTION OF DIRECTOR: W.J. TAUZIN Mgmt For For
1L ELECTION OF DIRECTOR: S.V. WILKINSON Mgmt For For
02 RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTANTS FOR 2007.
03 SHAREHOLDER PROPOSAL RELATING TO POLITICAL CONTRIBUTION Shr Against For
POLICY.
04 SHAREHOLDER PROPOSAL RELATING TO LIMITATIONS Shr Against For
ON MANAGEMENT COMPENSATION.
- --------------------------------------------------------------------------------------------------------------------------
EQUITABLE RESOURCES, INC. Agenda Number: 932638313
- --------------------------------------------------------------------------------------------------------------------------
Security: 294549100
Meeting Type: Annual
Meeting Date: 11-Apr-2007
Ticker: EQT
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
VICKY A. BAILEY Mgmt For For
MURRY S. GERBER Mgmt For For
GEORGE L. MILES, JR. Mgmt For For
JAMES W. WHALEN Mgmt For For
02 RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTANTS
03 APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION Mgmt For For
04 SHAREHOLDER PROPOSAL REGARDING PAY FOR SUPERIOR Shr For Against
PERFORMANCE
- --------------------------------------------------------------------------------------------------------------------------
EXELON CORPORATION Agenda Number: 932660562
- --------------------------------------------------------------------------------------------------------------------------
Security: 30161N101
Meeting Type: Annual
Meeting Date: 08-May-2007
Ticker: EXC
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MR. N. DEBENEDICTIS Mgmt For For
1B ELECTION OF DIRECTOR: MS. SUE L. GIN Mgmt For For
1C ELECTION OF DIRECTOR: MR. W.C. RICHARDSON PHD Mgmt For For
1D ELECTION OF DIRECTOR: MR. THOMAS J. RIDGE Mgmt For For
1E ELECTION OF DIRECTOR: MR. DON THOMPSON Mgmt For For
1F ELECTION OF DIRECTOR: MR. STEPHEN D. STEINOUR Mgmt For For
02 RATIFICATION OF INDEPENDENT ACCOUNTANT Mgmt For For
03 AMENDMENT TO ARTICLES OF INCORPORATION TO ALLOW Mgmt For For
FOR THE ANNUAL ELECTION OF ALL DIRECTORS BEGINNING
IN 2008
04 SHAREHOLDER PROPOSAL TO REQUIRE SHAREHOLDER Shr For Against
APPROVAL OF FUTURE EXECUTIVE SEVERANCE BENEFITS
- --------------------------------------------------------------------------------------------------------------------------
FIRSTENERGY CORP. Agenda Number: 932665081
- --------------------------------------------------------------------------------------------------------------------------
Security: 337932107
Meeting Type: Annual
Meeting Date: 15-May-2007
Ticker: FE
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
PAUL T. ADDISON Mgmt Withheld Against
ANTHONY J. ALEXANDER Mgmt Withheld Against
MICHAEL J. ANDERSON Mgmt For For
DR. CAROL A. CARTWRIGHT Mgmt Withheld Against
WILLIAM T. COTTLE Mgmt Withheld Against
ROBERT B. HEISLER, JR. Mgmt Withheld Against
ERNEST J. NOVAK, JR. Mgmt Withheld Against
CATHERINE A. REIN Mgmt Withheld Against
GEORGE M. SMART Mgmt Withheld Against
WES M. TAYLOR Mgmt Withheld Against
JESSE T. WILLIAMS, SR. Mgmt Withheld Against
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 APPROVAL OF THE FIRSTENERGY CORP. 2007 INCENTIVE Mgmt For For
PLAN
04 SHAREHOLDER PROPOSAL Shr For Against
05 SHAREHOLDER PROPOSAL Shr For Against
06 SHAREHOLDER PROPOSAL Shr For Against
- --------------------------------------------------------------------------------------------------------------------------
FORTUM CORPORATION, ESPOO Agenda Number: 701148024
- --------------------------------------------------------------------------------------------------------------------------
Security: X2978Z118
Meeting Type: AGM
Meeting Date: 28-Mar-2007
Ticker:
ISIN: FI0009007132
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Non-votable
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE
YOUR INSTRUCTIONS TO BE REJECTED. SHOULD YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE AT ADP. THANK YOU.
MARKET RULES REQUIRE ADP TO DISCLOSE BENEFICIAL Non-Voting Non-votable
OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR ADP CLIENT SERVICE REPRESENTATIVE.
THIS INFORMATION IS REQUIRED IN ORDER FOR ADP
TO LODGE YOUR VOTE.
1.1 Approve to adopt the accounts Mgmt For For
1.2 Approve the actions on profit or loss to pay Mgmt For For
a dividend of EUR 1.26 per share
1.3 Grant discharge from liability Mgmt For For
1.4 Approve the remuneration of the Board Members Mgmt For For
1.5 Approve the remuneration of the Auditors Mgmt Against Against
1.6 Approve the number of the Board Members Mgmt For For
1.7 Elect the Board Mgmt For For
1.8 Elect the Auditors Mgmt For For
1.9 Approve the remuneration of Supervisory Board Mgmt For For
1.10 Approve the number of Supervisory Board Members Mgmt For For
1.11 Elect the Supervisory Board Mgmt For For
2. Amend or delete Paragraphs 3, 4, 9, 11, 18 and Mgmt For For
19-32 of Articles of Association
3. Authorize the Board to decide to repurchase Mgmt For For
Company s own shares
4. Approve the proposal by the state of Finland Mgmt Against Against
to appoint a Nomination Committee
5. PLEASE NOTE THAT THIS IS A SHAREHOLDERS PROPOSAL: Shr Against For
Approve to abolish Supervisory Board
- --------------------------------------------------------------------------------------------------------------------------
FPL GROUP, INC. Agenda Number: 932601897
- --------------------------------------------------------------------------------------------------------------------------
Security: 302571104
Meeting Type: Annual
Meeting Date: 15-Dec-2006
Ticker: FPL
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
0A DIRECTOR
SHERRY S. BARRAT Mgmt For For
ROBERT M. BEALL, II Mgmt For For
J. HYATT BROWN Mgmt Withheld Against
JAMES L. CAMAREN Mgmt For For
J. BRIAN FERGUSON Mgmt For For
LEWIS HAY, III Mgmt For For
RUDY E. SCHUPP Mgmt For For
MICHAEL H. THAMAN Mgmt For For
HANSEL E. TOOKES II Mgmt For For
PAUL R. TREGURTHA Mgmt For For
0B RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2006.
- --------------------------------------------------------------------------------------------------------------------------
FPL GROUP, INC. Agenda Number: 932671678
- --------------------------------------------------------------------------------------------------------------------------
Security: 302571104
Meeting Type: Annual
Meeting Date: 25-May-2007
Ticker: FPL
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
SHERRY S. BARRAT Mgmt For For
ROBERT M. BEALL, II Mgmt For For
J. HYATT BROWN Mgmt Withheld Against
JAMES L. CAMAREN Mgmt For For
J. BRIAN FERGUSON Mgmt For For
LEWIS HAY, III Mgmt For For
TONI JENNINGS Mgmt For For
OLIVER D. KINGSLEY, JR. Mgmt For For
RUDY E. SCHUPP Mgmt For For
MICHAEL H. THAMAN Mgmt For For
HANSEL E. TOOKES, II Mgmt For For
PAUL R. TREGURTHA Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2007.
03 APPROVAL OF THE 2007 NON-EMPLOYEE DIRECTORS Mgmt For For
STOCK PLAN.
- --------------------------------------------------------------------------------------------------------------------------
GAZ DE FRANCE, PARIS Agenda Number: 701197368
- --------------------------------------------------------------------------------------------------------------------------
Security: F42651111
Meeting Type: MIX
Meeting Date: 23-May-2007
Ticker:
ISIN: FR0010208488
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
French Resident Shareowners must complete, sign Non-Voting Non-votable
and forward the Proxy Card directly to the
sub custodian. Please contact your Client Service
Representative to obtain the necessary card,
account details and directions. The following
applies to Non-Resident Shareowners: Proxy
Cards: Voting instructions will be forwarded
to the Global Custodians that have become Registered
Intermediaries, on the Vote Deadline Date.
In capacity as Registered Intermediary, the
Global Custodian will sign the Proxy Card and
forward to the local custodian. If you are
unsure whether your Global Custodian acts as
Registered Intermediary, please contact your
representative.
O.1 Receive the reports of the Board of Directors, Mgmt For For
the Chairman of the Board of Directors and
the Auditors and approve the Company s financial
statements for the YE 31 DEC 2006 as presented
and showing notebook income of EUR 1,785,038,841.71;
the shareholders meeting approves the expenses
and charges that were not tax-deductible of
EUR 205,925.70 with a corresponding tax of
EUR 70,907.08
O.2 Receive the reports of the Board of Directors Mgmt For For
and the Auditors and approve the consolidated
financial statements for the said FY, in the
form presented to the meeting
O.3 Approve the recommendations of the Board of Mgmt For For
Directors and resolves that the net earnings
for the FY of EUR 1,785,038,847.71 be appropriated
as follows: income: EUR 1,785,038,841.71 to
fund the legal reserve: EUR 5,230,158.64 balance:
EUR 1,779,808,683.07 prior retained earnings:
EUR 7,646,309,145.89 distributable income:
EUR 9,426,117,828.96 distributable dividends:
EUR 1,082,259,186.80 balance allocated to the
retained earnings: EUR 8,343,858,642.16; the
shareholders will receive a net dividend of
EUR 1.10 per share, and will entitle to the
40 % deduction provided by the French Tax Code
this dividend will be paid on 30 MAY 2007;
as required By Law
O.4 Receive the special report of the Auditors on Mgmt For For
agreements governed by Article L. 225-38 of
the French Commercial Code and approve said
report and the agreements referred to therein
O.5 Approve to award permanently, to the Board of Mgmt For For
Directors Members, total annual fees of EUR
138,750.00 for the FY 2006 and, of EUR 250,000.00
for the FY 2007
O.6 Authorize the Board of Directors to buy back Mgmt Against Against
the Company s shares on the open market, subject
to the conditions described below: maximum
purchase price: EUR 50.00 (Free of acquisition
cost), maximum number of shares to be acquired:
49,193,599 maximum funds invested in the share
buy backs: EUR 2,459,679,950.00 Authority
expires at the end of 18-Month period; the
shareholders meeting delegates all powers
to the Board of Directors to take all necessary
measures and accomplish all necessary formalities
E.7 Authorize the Board of Directors to decide the Mgmt For For
share capital increase, on one or more occasions,
in France or abroad, by a maximum nominal amount
of EUR 150,000,000.00 by issuance, with preferred
subscription rights maintained, of common shares
of the Company or securities giving access
to the capital of the Company or to the capital
of one of its subsidiaries and, or securities
giving right to the allocation of debt securities;
the maximum nominal amount of debt securities
which may be issued shall not exceed EUR 5,000,000,000.00;
the nominal amount of the debt securities issued
accordingly with the Resolution no 8 shall
count against this amount; Authority expires
at the end of 26-Month period;it supersedes
the delegation granted by the combined shareholders
meeting 28 APR 2005 in its Resolution number
2, the shareholders meeting Delegates all
powers to the Board of Directors to take all
necessary measures and accomplish all necessary
formalities; it Delegates to the Board of Directors
all powers to charge the share issuance costs
against the related premiums and deduct from
the premiums the amounts necessary to raise
the legal reserve to one-tenth of the new capital
after each increase
E.8 Authorize the Board of Directors the necessary Mgmt For For
powers to decide the share capital increase,
on one or more occasions, in France or abroad,
by way of a public offering, by a maximum nominal
amount of EUR 150,000,000.00, by issuance,
with cancellation of the preferred subscription
rights, of common shares of the Company or
securities giving access to the capital of
the Company or to the capital of one of its
subsidiaries and or securities giving right
to the allocation of debt securities; the maximum
nominal amount of debt securities which may
be issued shall not exceed EUR 5,000,000,000.00;
Authority expires at the end of 26-Month period;
it supersedes the delegation granted by the
combined shareholders meeting 28 APR 2005 in
its Resolution number 3, the shareholders
meeting delegates all powers to the Board of
Directors to take all necessary measures and
accomplish all necessary formalities; it delegates
to the Board of Directors all powers to charge
the share issuance costs against the related
premiums and deduct from the premiums the amounts
necessary to raise the legal reserve to one-tenth
of the new capital after each increase
E.9 Authorize the Board of Directors to decide to Mgmt For For
increase the number of shares or securities
to be issued in the event of capital increase
with or with out preferential subscription
right of shareholders at the same price as
the initial issue, with 30 days of the closing
of subscription period and up to a maximum
of 15 % of the initial issue; authority expires
at the end of 26-Month period; it supersedes
the delegation granted by the combined shareholders
meeting 28 APR 2005 in its Resolution number 5
E.10 Authorize the Board of Directors to proceed Mgmt For For
with, up to 10 % of the share capital, the
issue of shares or securities giving access
to the capital, in consideration for the contributions
in kind granted to the Company and comprised
of capital securities or securities giving
access to share capital of other Companies
when the provisions of Article L.225-148 of
the French Commercial Code cannot be applied;
the nominal amount of capital increase to be
carried out shall count against the over all
value of the capital increase set forth in
Resolution No. 8;authority expires at the
end of 26-Month period; it supersedes the
delegation granted by the combined shareholders
meeting 28 APR 2005 in its Resolution number
3, the shareholders meeting Delegates all
powers to the Board of Directors to take all
necessary measures and accomplish all necessary
formalities
E.11 Authorize the Board of Directors to proceed Mgmt For For
with the issue of common shares or various
securities giving access to the Company s share
capital, by a maximum of 10 % of the share
capital, and, or giving right to the allocation
of debt securities, in consideration for securities
tendered in a public exchange offer initiated
in France or Abroad, by the Company concerning
the shares of another Company; the nominal
amount of the capital increase to be carried
out shall count against the overall value of
the capital increase set forth in Resolution
No. 8;authority expires at the end of 26-Month
period the shareholders meeting delegates
all powers to the Board of directors to take
all necessary measures and accomplish all necessary
formalities
E.12 Approve that (-) that the overall nominal amount Mgmt For For
pertaining to the capital increases to be carried
out with the use of the delegations given by
Resolutions no. 7, 8, 9, 10, 11, 13 and 15
shall not exceed EUR 150,000,000.00 (-) the
authorization granted by the aforementioned
resolutions can be used by the Board of Directors,
by the Chairman and Managing Director or an
Executive Vice-President, provided that the
state holds more than a third of the Company
s share capital
E.13 Authorize the Board of Directors in order to Mgmt For For
proceed with the share capital increase, in
one or more occasions, by a maximum nominal
amount of EUR 150,000,000.00, by way of capitalizing
reserves, profits, premiums or other means,
provided that such capitalization is allowed
By Law and under the By-Laws, by issuing bonus
shares or raising the per value of existing
shares, or by a combination of these methods;
this amount shall count against the global
ceiling of Resolution no. 12 authority expires
at the end of 26-month period; it supersedes
the delegation granted by the combined shareholders
meeting 28 APR 2005 in its Resolution number
4 the shareholders meeting Delegates all powers
to the Board of Directors to take all necessary
measures and accomplish all necessary formalities
E.14 Authorize the Board of Directors to reduce the Mgmt For For
share capital, on 1 or more occasions, by canceling
all or part of the shares held by the Company
in connection with a Stock Repurchase Plan,
up to a maximum of 10 % of the share capital
over a 24-month period, this delegation is
granted for a 26-month period it supersedes
the delegation granted by the combined shareholders
meeting of 28 APR 2005 in its Resolution
no. 7 the shareholders meeting delegates all
powers to the Board of directors to take all
necessary measures and accomplish all necessary
formalities
E.15 Authorize the Board of Directors to decided Mgmt For For
the increase of the share capital, on 1 or
more occasion, by way of issuing shares or
securities given access to the capital, in
favour of Members of one or various Company
Savings Plans;authority expires at the end
of 26-month period and for a nominal amount
that shall not exceed EUR 40,000,000.00; the
nominal amount of capital increase carried
out accordingly with the present resolution
shall count against the amount of the over
all ceiling set forth in Resolution no. 12;
it supersedes the delegation granted by the
combined shareholders meeting 28 APR 2005 in
its Resolution number 6, the shareholders meeting
delegates all powers to the Board of directors
to take all necessary measures and accomplish
all necessary formalities, it delegates to
the Board of Directors all powers to charge
the share issuance costs against the related
premiums and deduct from the premiums the amount
necessary to raise the legal reserve to one-tenth
of the new capital after each increase
E.16 Authorize the Directors to grant, for free, Mgmt Against Against
on 1 or more occasions, existing shares, in
favour of the employees or the corporate officers
of the Company and related Companies; they
may not represent more 0.2 % of the share capital;
Authority expires at the end of 12-month period;
delegates all powers to the Board of Directors
to take all necessary measure and accomplish
all necessary formalities
E.17 Amend the Article-20 holding of the shareholders Mgmt For For
meeting of the By Laws to comply it with
the provisions of decree no. 2006-1566 dated
11 DEC 2006, concerning the admittance right
to the general meetings
E.18 Grant full powers to the bearer of an original, Mgmt For For
a copy of extract of the minutes of this meeting
to carry out all filings, publication and other
formalities prescribed By Law
- --------------------------------------------------------------------------------------------------------------------------
HELLENIC TELECOMMUNICATIONS ORGANIZATIONS OTE, ATHENS Agenda Number: 701178217
- --------------------------------------------------------------------------------------------------------------------------
Security: X3258B102
Meeting Type: EGM
Meeting Date: 03-Apr-2007
Ticker:
ISIN: GRS260333000
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Amend Article 9 Board of Directors, Article Mgmt Take no action
13 Managing Director and Article 23 General
Managers quorum and majority, abolish Article
7 Greek state in General Managers, participation
percentage, Article 16 incompatible, impediment
of Board of Directors members and Article
17 Greek States rights of the current Articles
of Association and renumbering from the Articles
following Article 8 and the codification of
the current Articles of Association
2. Approve the Stock Option Plan to the Company Mgmt Take no action
s Managers and to associated Companies Executive
Managers, according to Articles 42a and 13
paragraph 9 of Commercial Law 2190/1920
3. Approve the arrangement of the debt of the Company Mgmt Take no action
s Fibre Optic Telecommunication Network Limited
to Hellenic Telecom. Org. S.A. with abolishment
4. Miscellaneous announcements Non-Voting Non-Votable
- --------------------------------------------------------------------------------------------------------------------------
HELLENIC TELECOMMUNICATIONS ORGANIZATIONS OTE, ATHENS Agenda Number: 701269335
- --------------------------------------------------------------------------------------------------------------------------
Security: X3258B102
Meeting Type: AGM
Meeting Date: 21-Jun-2007
Ticker:
ISIN: GRS260333000
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting Non-Votable
1. Approve the Board of Directors and the Auditors Mgmt Take no action
reports on the annual financial statements
and the consolidated annual financial statements
of OTE ended on 31 DEC 2006, as well as the
annual financial statements, both stand alone
and consolidated of 31 DEC 2006
2. Approve the exemption of Members of the Board Mgmt Take no action
and the Auditors from any liability for the
FY 2006, pursuant to Article 35 of Codified
Law 2190/1920
3. Appoint the Chartered Auditors for FY 2007and Mgmt Take no action
determine their fees
4. Approve to renew the agreement for the insurance Mgmt Take no action
of public liability of the Board of Directors
Members and Managers of the Company for competence,
responsibility and authority; relevant authorization
5. Approve the remuneration paid to the Members Mgmt Take no action
of the Board of Directors and the Audit Committee
and the HR remuneration Committee for the FY
2006 and determine the same for 2007
6. Approve the remuneration paid in 2006 to the Mgmt Take no action
Chairman of the Board of Directors and Chief
Executive Officer and determine his remuneration
for 2007; to modify the respective Ckuase of
his contract with OTE and authorization to
conclude such contract
7. Approve the basic terms of the agreement regarding Mgmt Take no action
entrusting a job to a Board of Directors Member,
according to Article 23a of C. L. 2190/1920
and relevant authorization to conclude the
agreement
8. Approve the secession of the International Installations Mgmt Take no action
and International Cable branch as well as the
license of use of the invoice system INTEC
ITU and contribution to the subsidiary Company
OTE Globe SA, according to the provisions of
Law 2166/1993 and 2937/2001; determine the
agreements terms and determination of the representative
in order to sign the deed contract
9. Approve the purchase of the Company s own shares, Mgmt Take no action
according to Article 16 Paragraph 5 of C.L.
2190/1920
10. Appoint 3 year office of 5 new Board of Directors Mgmt Take no action
Members following termination of office of
equal number of Board Members, pursuant to
Article 9 Paragraph 2 of the Articles of Association
and appoint new Independent Members at the
Board of Directors
- --------------------------------------------------------------------------------------------------------------------------
HESS CORPORATION Agenda Number: 932658036
- --------------------------------------------------------------------------------------------------------------------------
Security: 42809H107
Meeting Type: Annual
Meeting Date: 02-May-2007
Ticker: HES
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
N.F. BRADY Mgmt Withheld Against
J.B. COLLINS Mgmt For For
T.H. KEAN Mgmt For For
F.A. OLSON Mgmt Withheld Against
02 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR
ENDING DECEMBER 31, 2007.
03 STOCKHOLDER PROPOSAL TO RECOMMEND THAT THE BOARD Shr For
OF DIRECTORS TAKE ACTION TO DECLASSIFY THE
BOARD.
- --------------------------------------------------------------------------------------------------------------------------
IBERDROLA SA, BILBAO Agenda Number: 701150550
- --------------------------------------------------------------------------------------------------------------------------
Security: E6164R104
Meeting Type: OGM
Meeting Date: 28-Mar-2007
Ticker:
ISIN: ES0144580018
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Examination and approval, if applicable, of Mgmt For For
the individual Annual Financial Statements
(Balance Sheet, Profit and Loss Statement and
Notes) of IBERDROLA, S.A. and of the consolidated
financial statements of IBERDROLA, S.A. and
its controlled Companies for the fiscal year
ended on December 31, 2006.
2. Examination and approval, if applicable, of Mgmt For For
the proposals for the allocation of profits/losses
and the distribution of dividends for the fiscal
year ended on December 31, 2006.
3. Examination and approval, if applicable, of Mgmt For For
the individual Management Report of IBERDROLA,
S.A. and of the consolidated Management Report
of IBERDROLA, S.A. and its controlled Companies.
4. Examination and approval, if applicable, of Mgmt For For
the management and actions of the Board of
Directors during the above-mentioned fiscal
year ended on December 31, 2006.
5.a Approve to ratify the appointment as Director Mgmt For For
of Mr. igo V ctor de Oriol Ibarra.
5.b Approve to ratify the appointment as Director Mgmt For For
of Ms. In s Macho Stadler.
5.c Approve to ratify the appointment as Director Mgmt For For
of Mr. Braulio Medel C mara.
5.d Approve to ratify the appointment as Director Mgmt For For
of Mr. Jos Carlos Pla Royo.
6.a Approve to re-elect Mr. Jos Orbegozo Arroyo Mgmt For For
as Director.
6.b Approve to re-elect Mr. Lucas Mar a de Oriol Mgmt For For
L pez-Montenegro as Director.
6.c Approve to re-elect Mr. Mariano de Ybarra y Mgmt For For
Zubir a as Director.
6.d Approve to re-elect Mr. Xabier de Irala Est Mgmt For For
vez as Director.
6.e Approve to re-elect Mr. igo V ctor de Oriol Mgmt For For
Ibarra as Director.
6.f Approve to re-elect Ms. In s Macho Stadler as Mgmt For For
Director.
6.g Approve to re-elect Mr. Braulio Medel C mara Mgmt For For
as Director.
7.a Approve to appoint Mr. Nicol s Osuna Garc a Mgmt For For
as Director.
8. Approve the reduction of the par value of the Mgmt For For
shares from three (3) euros to seventy-five
euro cents (0.75) per share, by splitting the
number of outstanding shares at a rate of 4
new shares per each old share, without changing
the amount of the capital stock; ensuing amendment
of Article 5 of the By-Laws (as to the number
and par value of the shares that represent
the capital stock) and delegation to the Board
of Directors of all such powers as may be required,
with the express power of delegation, to execute
this resolution after the full execution, if
applicable, of the resolution included in item
sixteen below.
9. Approve the authorization to the Board of Directors, Mgmt For For
with the express power of delegation, for the
derivative acquisition of the Companys own
shares by the Company itself and/or by its
controlled Companies, pursuant to applicable
law, for which purpose the authorization granted
by the shareholders at the General Shareholders;
Meeting of March 30, 2006 is hereby deprived
of effect to the extent of the unused amount.
10. Approve the delegation to the Board of Directors, Mgmt For For
with the express power of substitution, for
a term of five years, of the power to issue:
a) bonds or simple debentures and other fixed-income
securities of a like nature (other than notes),
as well as preferred stock, up to a maximum
amount of 20,000 million euros, and b) notes
up to a maximum amount, independently of the
foregoing, of 4,000 million euros; and authorization
for the Company to guarantee, within the limits
set forth above, new issuances of securities
by controlled Companies, for which purpose
the delegation approved by the shareholders
at the General Shareholders; Meeting held on
March 30, 2006 is hereby deprived of effect
to the extent of the unused amount.
11. Approve the authorization to the Board of Directors, Mgmt For For
with the express power of delegation, to apply
for the listing on and delisting from Spanish
or foreign, official or unofficial, organized
or other secondary markets of the shares, debentures,
bonds, notes, preferred stock or any other
securities issued or to be issued, and to adopt
such resolutions as may be necessary to ensure
the continued listing of the shares, debentures
or other securities of the Company that may
then be outstanding, for which purpose the
authorization granted by the shareholders at
the General Shareholders; Meeting of March
30, 2006 is hereby deprived of effect.
12. Approve the authorization to the Board of Directors, Mgmt For For
with the express power of delegation, to create
and fund Associations and Foundations, pursuant
to applicable legal provisions, for which purpose
the authorization granted by the shareholders
at the General Shareholders; Meeting of March
30, 2006 is hereby deprived of effect to the
extent of the unused amount.
13. Amendment of the By-Laws in order to (a) align Non-Voting Non-votable
the contents thereof with the recommendations
introduced by the Uniform Good Governance Code,
which was approved, as the sole document for
purposes of corporate good governance recommendations,
by the National Securities Market Commission
Comisi n Nacional del Mercado de Valores
(CNMV) on May 22, 2006, and (b) update the
By-Laws in order to complete and clarify regulations
on certain matters, and approval, if applicable,
of a new restated text of such By-Laws:
13.a Approve the amendment of Articles 5, 6, 11, Mgmt For For
12, 13, 14 and 15 of Title I of the By-Laws.
13.b Approve the Amendment of Articles 16, 17, 18, Mgmt For For
19, 20, 21, 22, 23, 24, 25, 27, 28, 29, 32,
33, 34, 36, 37, 38, 39, 40, 43, 44, 45, 46,
47, inclusion of a new text for Article 48,
renumbering of the current Article 48 as Article
49 and amendment thereof, deletion of the text
of the current Article 49, amendment of Articles
50, 51, 52, 53 and of the heading for Chapter
II, as well as the heading for Section 5 of
Chapter II of Title II of the By-Laws.
13.c Approve the amendment of Articles 57, 58, 59, Mgmt For For
60, 62 and 63 of Title IV of the By-Laws.
13.d Approve the insertion of a new Title V, relating Mgmt For For
to Final Provisions, into the By-Laws, consisting
of a Sole Final Provision.
13.e In view of all the foregoing amendments and Mgmt For For
on the basis thereof, approval of a new restated
text of the By-Laws.
14. Approve the amendment of the Regulations for Mgmt For For
the General Shareholders; Meeting in order
to (a) align the contents thereof with the
recommendations introduced by the Uniform Good
Governance Code and (b) update such Regulations
for the purpose of completing and clarifying
the provisions governing certain matters, and
approval, if applicable, of a new restated
text of the Regulations for the General Shareholders
Meeting.
15. Information on the amendment and approval of Mgmt For For
a new restated text of the Regulations of the
Board of Directors prepared in accordance with
the provisions of Section 115 of the Securities
Market Law, in order to (a) align such Regulations
with the recommendations introduced by the
Uniform Good Governance Code and (b) update
them to complete and clarify the specific measures
designed to guarantee the best management of
the Company.
16. Approve the increase in capital stock in the Mgmt For For
nominal amount of 790,132,239 euros, through
the issuance and flotation of 263,377,413 new
common shares with a par value of (3) euros
each and an issue premium to be determined
by the Board of Directors, with the express
power of delegation, pursuant to the provisions
of Section 159.1.c) in fine of the Companies
Law, not later than the date of execution of
the resolution which, in any event, will be
within (i) the Minimum Issue Premium that results
from deducting three euros (the par value of
the Iberdrola shares) from the minimum issue
price (which is equal to the net equity value
per share resulting from the consolidated financial
statements prepared by the Board of Directors
of Iberdrola and audited by the external auditor
plus one euro cent) and (ii) a maximum of 29.75
euros per share. The new shares will be subscribed
for and paid up in full through non-monetary
contributions consisting of common shares of
Scottish Power Plc. Exclusion of pre-emptive
rights and express provision for the possibility
of incomplete subscription. If appropriate,
election of the tax system established in Chapter
VIII of Title VII and Additional Provision
Two of the Restated Text of the Corporate Tax
Law Ley del Impuesto sobre Sociedades approved
by Legislative Royal Decree 4/2004 of March
5. Delegation of powers to the Board of Directors,
with the express power of delegation, to set
the conditions for the increase regarding all
matters not contemplated by the shareholders
at the General Shareholders; Meeting, carry
out the actions required for execution thereof,
amend the text of Article 5 of the By-Laws
to adjust it to the new amount of the capital
stock, execute all such public or private documents
as may be required to carry out the increase
and, in connection with the non-monetary contribution
of shares of Scottish Power Plc, elect, if
appropriate, the special tax system established
in Chapter VIII of Title VII and Additional
Provision Two of the Restated Corporate Tax
Law Ley del Impuesto sobre Sociedades, approved
by Legislative Royal Decree 4/2004. Application
to the appropriate authorities for inclusion
of the new shares on the accounting records
of the Sociedad de Gesti n de los Sistemas
de Registro, Compensaci n y Liquidaci n de
Valores, S.A.U. (IBERCLEAR) and for admission
to listing of such shares on the Madrid, Barcelona,
Bilbao and Valencia Stock Exchanges, through
the Automated Quotation System Sistema de
Interconexi n Burs til (Continuous Market)
in accordance with the requirements of each.
17. Approve the issuance of simple loan notes obligaciones Mgmt For For
simples in a minimum nominal amount of 20
million pounds sterling (29.51 million euros)
and a maximum nominal amount of 750 million
pounds sterling (1,106.63 million euros).
Delegation of powers to the Board of Directors,
with the express power of delegation, to set
the terms and conditions of the issuance of
loan notes and to execute all such public or
private documents as may be required to carry
out such issuance.
18. Approve the authorization, within the framework Mgmt For For
of the Scottish Power Plc transaction, of (i)
the continuity, following completion thereof,
of the plans established for the Scottish Power
group employees, whereunder there are remaining
rights to acquire shares of Scottish Power
Plc following the transaction, for the sole
purpose of managing such remaining rights in
accordance with the rules set forth in the
respective plans, and of (ii) the delivery
of IBERDROLA, S.A. shares under the terms established
in the Scottish Power Plc transaction, in connection
with the Scottish Power Plc shares to be issued
following completion of the Scottish Power
Plc transaction to the holders of such remaining
rights as a result of the settlement thereof.
Delegation to the Board of Directors, with
the express power of substitution, of the power
to execute this resolution.
19. Approve the increase in capital stock for monetary Mgmt For For
consideration, by a nominal amount of 34,947,798
euros, through the issuance and flotation of
11,649,266 new common shares with a par value
of three (3) euros each (or of 46,597,064 new
common shares with a par value of seventy-five
euro cents (0.75) each, in the event that the
increase is carried out following execution
of the resolution contemplated in item eight
on the agenda) and an issue premium to be determined,
pursuant to the provisions of Section 159.1.c)
in fine of the Companies Law, by the Board
of Directors, with express powers of delegation,
on the date of execution of the resolution.
The purpose of the increase in capital stock
is to fulfill the commitments assumed by IBERDROLA,
S.A. within the framework of the Scottish Power
Plc transaction regarding maintenance in the
future of the policy of Scottish Power Plc
to compensate its employees in shares, thus
allowing the Board of Directors to implement,
develop and execute one or more plans for the
employees of the Scottish Power Plc group (following
completion of the Scottish Power Plc transaction)
and to extend them to all of the employees
of the new IBERDROLA Group, consisting of the
delivery to such employees or the acquisition
by them of options on shares of IBERDROLA,
S.A., the allocation of compensation rights
linked to the value of the IBERDROLA, S.A.
shares, payable in cash or in shares, and the
acquisition and/or delivery of shares of IBERDROLA,
S.A. Exclusion of pre-emptive rights and express
provision for the possibility of incomplete
subscription. Amendment of Article 5 of the
By-Laws regarding the amount of capital stock
as a result.
20. Approve the delegation of powers to formalize Mgmt For For
and execute all resolutions adopted by the
shareholders at the General Shareholders Meeting,
for conversion thereof into a public instrument,
and for the interpretation, correction and
supplementation thereof or further elaboration
thereon until the required registrations are
made.
Shareholders who participate in any form at Non-Voting Non-votable
this ordinary general Meeting, whether directly,
by proxy, or by long distance voting, shall
be entitled to receive an ATTENDANCE PREMIUM
of 0.02 euros gross per share. Please be advised
that additional information concerning IBERDROLA,
S.A. can also be viewed on the company s website:
http://www.iberdrola.com/webcorp/gc/en/html/home/index.htm
- --------------------------------------------------------------------------------------------------------------------------
IDEARC INC. Agenda Number: 932644897
- --------------------------------------------------------------------------------------------------------------------------
Security: 451663108
Meeting Type: Annual
Meeting Date: 19-Apr-2007
Ticker: IAR
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOHN J. MUELLER Mgmt For For
JERRY V. ELLIOTT Mgmt For For
KATHERINE J. HARLESS Mgmt For For
DONALD B. REED Mgmt For For
STEPHEN L. ROBERTSON Mgmt For For
THOMAS S. ROGERS Mgmt For For
PAUL E. WEAVER Mgmt For For
02 RATIFICATION OF ERNST & YOUNG LLP AS IDEARC Mgmt For For
S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007.
- --------------------------------------------------------------------------------------------------------------------------
INMARSAT PLC, LONDON Agenda Number: 701194348
- --------------------------------------------------------------------------------------------------------------------------
Security: G4807U103
Meeting Type: AGM
Meeting Date: 08-May-2007
Ticker:
ISIN: GB00B09LSH68
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and approve the report of the Directors Mgmt For For
and the accounts of the Company for the YE
31 DEC 2006 the Company s report and accounts
2006 incorporating the Auditors report on
those accounts
2. Approve the Directors remuneration report contained Mgmt For For
in the Company s report and accounts 2006
3. Declare a final dividend of USD 16 cents per Mgmt For For
ordinary share recommended by the Directors
be payable on 25 MAY 2007 to the holders of
the ordinary shares whose names are on the
register of Members of the Company at the close
of business on 11 MAY 2007
4. Appoint Mr. Kathleen Flaherty as an Independent Mgmt For For
Non-Executive Director of the Company
5. Re-appoint Mr. Rick Medlock as an Executive Mgmt For For
Director of the Company
6. Re-appoint Mr. John Rennocks as an Executive Mgmt For For
Director of the Company
7. Re-appoint Deloitte & Touche LLP as the Auditors Mgmt For For
to the Company, until the next general meeting
of the Company at which the accounts are laid
before the shareholders and authorize the Directors
to determine the remuneration of the Auditors
8. Authorize the Directors, pursuant to Section Mgmt For For
80 of the Companies Act 1985 the Act , to
allot relevant securities with in the meaning
of that Section up to an aggregate nominal
amount not exceeding GBP 76,000, being one-third
of the current issued share capital of the
Company; Authority expires at the end of the
AGM to be held in 2008 ; and the Directors
may allot relevant securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.9 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 8 and pursuant to Section 95
of the Act, to allot equity securities Section
94(2) of the Act for cash pursuant to the
authority conferred by Resolution 8, disapplying
the statutory pre-emption rights Section 89(1)
of the Act , provided that this power is limited
to the allotment of equity securities: a) in
connection with an issue in favour of holders
of ordinary shares; b) up to an aggregate nominal
amount of GBP 11,400; to a sale of treasury
shares which is an allotment of equity securities
by virtue of Section 94 (3A) of the Act, but
with this omission of the words pursuant to
the authority conferred by the Resolution 8;
all previous powers under Section 95 of the
Act shall henceforth cease to have effect;
Authority expires at the end of the AGM of
the Company to be held in 2008 ; and the Directors
may allot equity securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.10 Authorize the Company, to make 1 or more market Mgmt For For
purchases Section 163(3) of the Act of up
to 43.43 million ordinary shares 9.5% of the
Company s issued ordinary share capital of
GBP 0.0005 each in the capital of the Company,
at a minimum price of GBP 0.0005 and up to
105% of the average middle market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days and the price of the last Independent
trade and the highest current Independent bid
on the trading venues where the purchase is
carried out; Authority expires the earlier
of the AGM in 2008 or 15 months ; the Company,
before the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
- --------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL POWER PLC Agenda Number: 932686100
- --------------------------------------------------------------------------------------------------------------------------
Security: 46018M104
Meeting Type: Annual
Meeting Date: 15-May-2007
Ticker: IPR
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS FOR Mgmt For For
THE FINANCIAL YEAR ENDED 31 DECEMBER 2006
O2 TO RE-APPOINT SIR NEVILLE SIMMS AS A DIRECTOR Mgmt For For
O3 TO RE-APPOINT TONY CONCANNON AS A DIRECTOR Mgmt For For
O4 TO RE-APPOINT STEVE RILEY AS A DIRECTOR Mgmt For For
O5 TO RE-APPOINT JOHN ROBERTS AS A DIRECTOR Mgmt For For
O6 TO DECLARE A FINAL DIVIDEND OF 7.9P PER ORDINARY Mgmt For For
SHARE
O7 TO RE-APPOINT KPMG AUDIT PLC AS AUDITORS AND Mgmt For For
TO AUTHORISE THE DIRECTORS TO SET THEIR REMUNERATION
O8 TO APPROVE THE DIRECTORS REMUNERATION REPORT Mgmt For For
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2006
O9 GENERAL AUTHORITY TO ALLOT SHARES Mgmt For For
S10 DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For
S11 AUTHORITY TO PURCHASE OWN SHARES Mgmt For For
S12 AMEND ARTICLES OF ASSOCIATION Mgmt For For
- --------------------------------------------------------------------------------------------------------------------------
ITC HOLDINGS CORP Agenda Number: 932695539
- --------------------------------------------------------------------------------------------------------------------------
Security: 465685105
Meeting Type: Annual
Meeting Date: 08-Jun-2007
Ticker: ITC
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM J. MUSELER*$ Mgmt For For
G.B. STEWART, III**$ Mgmt For For
LEE C. STEWART**$ Mgmt For For
EDWARD G. JEPSEN***$ Mgmt For For
JOSEPH L. WELCH***$ Mgmt For For
02 APPROVAL OF THE AMENDMENT TO THE COMPANY S ARTICLES Mgmt Against Against
OF INCORPORATION TO CREATE A STAGGERED BOARD.
03 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR 2007.
- --------------------------------------------------------------------------------------------------------------------------
KELDA GROUP PLC Agenda Number: 701250362
- --------------------------------------------------------------------------------------------------------------------------
Security: ADPV01594
Meeting Type: EGM
Meeting Date: 01-Jun-2007
Ticker:
ISIN: GB0009877944
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
S.1 Approve: conditional on the admission to the Mgmt For For
Official List of the UK Listing authority and
to trading on the London Stock Exchange Plc
s main market for listed securities becoming
effective by 8.00 am on 18 JUN 2007 or such
later time and/or date as the Directors of
the Company of non-cumulative preference shares
of 1penny each the B shares and ordinary
shares of 20 2/9 pence, each of such class
of shares having the rights and being subject
to the restrictions set out in the Articles
of Association of the Company as proposed to
be amended pursuant to this resolution: to
increase the share capital of the Company from
GBP 126,683,706.64 and 4/9 pence to GBP 130,283,706.64
and 4/9 pence by the creation of 360 million
B Shares of 1 penny each; authorize the Directors
to capitalize a sum not exceeding GBP 3.6 million
standing to the credit of the Company s share
premium account and to appropriate such sum
to the Members of the Company by applying such
sum in paying up in full the B shares and pursuant
to Section 80 of the Companies Act 1985 as
amended the Companies Act to allot and issue
such B Shares credited as fully paid up, up
to an aggregate nominal amount of GBP 3.6 million,
to the holders of the ordinary shares of 15
5/9 pence each in the Company the Existing
Ordinary Shares on the basis of one B Share
for each existing ordinary share held and recorded
on the register of Members of the Company at
5.00pm on 15 JUN 2007 or such other time and/or
date as the Directors may determine ; Authority
expires the earlier of the conclusion of the
AGM to be held in 2008 or 15 months from the
date of the passing of this resolution ; to
sub-divide each existing ordinary share as
shown in the register of Members of the Company
at 5.00 pm on 15 JUN 2007 into 10 shares of
1 5/9 pence each and forthwith upon such subdivision
every 13 shares of 1 5/9 pence each resulting
from such subdivision be consolidated into
one new ordinary, provided that no member shall
be entitle to a fraction of a share and all
fractional entitlements arising out of such
subdivision and consolidation shall be aggregated
into new ordinary shares and the whole number
of new ordinary shares so arising sold and
the net proceeds of sale distributed in due
proportion rounded down to the nearest penny
among those shareholders who would otherwise
be entitled to such fractional entitlements
save that any amount otherwise due to a shareholder,
being less than GBP 3, shall be retained by
the Company and donated to a charity of the
Company s chose; following the capitalization
issue referred to in this resolution above
and the subdivision and consolidation referred
to in this resolution above, each authorized
but unissued existing ordinary share up to
such number as will result in the maximum whole
number of new ordinary shares, with any balance
remaining unconsolidated subdivided into 10
shares of 1 5/9 pence each and forthwith upon
such subdivision every 13 shares of 1 5/9 pence
each resulting from such subdivision consolidated
into one new ordinary share provided that the
balance of the unconsolidated existing ordinary
shares shall immediately thereafter be cancelled
in accordance with Section 121(2)(e) of the
Companies Act and the amount of the Company
s authorized but unissued share capital shall
be diminished accordingly; the terms of the
contract between JP Morgan Cazenove Limited
JPMorgan Cazenove ; and the Company under
which JP Morgan Cazenove will be entitled to
require the Company to purchase B Shares from
it as specified and authorized for the purposes
of Section 165 of the Companies Act and otherwise
but so that such approval and authority shall
expire 18 months from the date of the passing
of this resolution; and amend the Articles
of Association of the Company in the manner
set out in the list of amendments produced
to the meeting and initialled for the purpose
of identification by the Chairman
2. Authorize the Directors, subject to passing Mgmt For For
of Resolution S.1 and pursuant to Section 80
of the Companies Act to allot relevant securities
(as defined in Section 80(2) of the Companies
Act up to an aggregate nominal value of GBP
18.4 million; Authority expires the earlier
of the conclusion of the AGM in 2007 or on
24 OCT 2007 , before such expiry the Company
may make an offer or agreement which would
or might require relevant securities and the
Directors may allot relevant securities in
pursuance of any such offer or agreement as
if the authority conferred hereby had not expired;
this authority shall be in substitution for
and supersede and revoke all earlier such authorities
conferred on the Directors
S.3 Authorize the Directors, subject to passing Mgmt For For
of Resolution S.1 and pursuant to Section 95
of the Companies Act, to allot equity securities
Section 94(2) for cash, pursuant to general
authority conferred on them by Resolution 2,
and to allot equity securities as defined
in Section 94(3A) for cash in each case disapplying
the statutory pre-emption rights Section 89(1)
of the Companies Act, provided that this power
is limited to the allotment of equity securities:
a) in connection with a rights issue, open
offer or other offers in favor of ordinary
shareholders; and b) up to an aggregate nominal
amount of GBP 2.8 million; Authority expires
the earlier of the conclusion of the AGM in
2007 or on 24 OCT 2007 ; before such expiry
the Company may make an offer or agreement
which would or might require relevant securities
and the Directors may allot relevant securities
in pursuance of any such offer or agreement
as if the authority conferred hereby had not
expired; authority shall be in substitution
for and supersede and revoke all earlier such
authorities conferred on the Directors
S.4 Authorize the Company, subject to the passing Mgmt For For
of Resolution S.1 and being unconditional in
accordance with its terms, to make market purchases
Section 163(3) of up to 27.5 million new
ordinary shares, at a minimum price which may
be paid for each new ordinary share is 20 2/9
pence, the maximum price which may be paid
for any new ordinary share is an amount not
more than the higher of an amount equal to
5% over the average of the middle-market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; Authority expires the earlier
of the conclusion of the next AGM to be held
in 2007 or on 24 OCT 2007 ; before such expiry
the Company may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
- --------------------------------------------------------------------------------------------------------------------------
KINDER MORGAN, INC. Agenda Number: 932608081
- --------------------------------------------------------------------------------------------------------------------------
Security: 49455P101
Meeting Type: Special
Meeting Date: 19-Dec-2006
Ticker: KMI
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN Mgmt For For
OF MERGER AMONG KINDER MORGAN, INC., KNIGHT
HOLDCO LLC AND KNIGHT ACQUISITION CO., AS IT
MAY BE AMENDED FROM TIME TO TIME.
02 TO ADJOURN THE SPECIAL MEETING TO A LATER DATE Mgmt For For
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE
INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE PROPOSAL NUMBER 1.
- --------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE KPN NV Agenda Number: 701170920
- --------------------------------------------------------------------------------------------------------------------------
Security: N4297B146
Meeting Type: AGM
Meeting Date: 17-Apr-2007
Ticker:
ISIN: NL0000009082
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE BE INFORMED ROYAL KPN NV ESTABLISHED Non-Voting Non-Votable *
A RECORD DATE OF 19 MAR 2007. FOR THIS REASON,
SHARE BLOCKING DOES NOT APPLY. THANK YOU.
1. Opening and announcements. Non-Voting Non-Votable *
2. Review of the year 2006 - Report by the Board Non-Voting Non-Votable *
of Management for the Fiscal year 2006.
3. Update on Corporate Goverance. Non-Voting Non-Votable *
4. Adopt the financial statements for the financial Mgmt Take no action
year 2006.
5. Explanation of the financial and dividend policy. Non-Voting Non-Votable *
6. Adopt a dividend over the financial year 2006. Mgmt Take no action
7. Approve to discharge the members of the Board Mgmt Take no action
of Management from liabilty.
8. Approve to discharge the members of the Supervisory Mgmt Take no action
board from liability.
9. Approve to amend the Articles of Association. Mgmt Take no action
10. Approve to appoint the auditor. Mgmt Take no action
11. Opportunity to make recommendations for the Non-Voting Non-Votable *
appointment of a member of the Supervisory
Board.
12. Approve to appoint Mr. M. Bischoff as a member Mgmt Take no action
of the Supervisory Board.
13. Approve to appoint Mr. J.B.M. Streppel as a Mgmt Take no action
member of the Supervisory Board.
14. Approve to appoint Mrs. C.M. Colijn-Hooymans Mgmt Take no action
as a member of the Supervisory Board.
15. Announcement concerning vacancies in the Supervisory Non-Voting Non-Votable *
Board arising at the Annual General Meeting
of Shareholders in 2008.
16. Approve to amend the remuneration policy for Mgmt Take no action
the Board of Management.
17. Approve to amendthe remuneration policy for Mgmt Take no action
the Board of Management.
18. Approve to authorize the Board of Management Mgmt Take no action
to resolve that the company may acquire its
own shares.
19. Approve to reduce the capital through cancellation Mgmt Take no action
of own shares.
20. Any other business and closure of the meeting. Non-Voting Non-Votable *
- --------------------------------------------------------------------------------------------------------------------------
LEAP WIRELESS INTERNATIONAL, INC. Agenda Number: 932672985
- --------------------------------------------------------------------------------------------------------------------------
Security: 521863308
Meeting Type: Annual
Meeting Date: 17-May-2007
Ticker: LEAP
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JAMES D. DONDERO Mgmt For For
JOHN D. HARKEY, JR. Mgmt For For
S. DOUGLAS HUTCHESON Mgmt For For
ROBERT V. LAPENTA Mgmt Withheld Against
MARK H. RACHESKY, M.D. Mgmt For For
MICHAEL B. TARGOFF Mgmt Withheld Against
02 TO APPROVE THE SECOND AMENDMENT TO THE 2004 Mgmt For For
STOCK OPTION, RESTRICTED STOCK AND DEFERRED
STOCK UNIT PLAN, AS AMENDED, INCREASING THE
NUMBER OF SHARES OF COMMON STOCK RESERVED FOR
ISSUANCE THEREUNDER FROM 4,800,000 TO 8,300,000
SHARES, AND SUCH PLAN, AS AMENDED, INCLUDING
THE SECOND AMENDMENT.
03 TO APPROVE THE LEAP WIRELESS INTERNATIONAL, Mgmt For For
INC. EXECUTIVE INCENTIVE BONUS PLAN.
04 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS LEAP S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2007.
- --------------------------------------------------------------------------------------------------------------------------
MDU RESOURCES GROUP, INC. Agenda Number: 932640976
- --------------------------------------------------------------------------------------------------------------------------
Security: 552690109
Meeting Type: Annual
Meeting Date: 24-Apr-2007
Ticker: MDU
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
TERRY D. HILDESTAD Mgmt For For
DENNIS W. JOHNSON Mgmt For For
JOHN L. OLSON Mgmt For For
JOHN K. WILSON Mgmt For For
02 AMEND ARTICLE FOURTH OF OUR RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO INCREASE OUR AUTHORIZED
SHARES OF COMMON STOCK
03 AMEND ARTICLE THIRTEENTH OF OUR RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO DECLASSIFY OUR BOARD OF
DIRECTORS
04 RATIFICATION OF DELOITTE & TOUCHE LLP AS OUR Mgmt For For
INDEPENDENT AUDITORS FOR 2007
05 STOCKHOLDER PROPOSAL REQUESTING SUSTAINABILITY Shr Against For
REPORT
- --------------------------------------------------------------------------------------------------------------------------
MIRANT CORPORATION Agenda Number: 932666627
- --------------------------------------------------------------------------------------------------------------------------
Security: 60467R100
Meeting Type: Annual
Meeting Date: 08-May-2007
Ticker: MIR
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
THOMAS W. CASON Mgmt For For
A.D. (PETE) CORRELL Mgmt For For
TERRY G. DALLAS Mgmt For For
THOMAS H. JOHNSON Mgmt For For
JOHN T. MILLER Mgmt For For
EDWARD R. MULLER Mgmt For For
ROBERT C. MURRAY Mgmt For For
JOHN M. QUAIN Mgmt For For
WILLIAM L. THACKER Mgmt For For
02 RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPEDENT Mgmt For For
AUDITOR FOR 2007.
- --------------------------------------------------------------------------------------------------------------------------
NATIONAL GRID PLC Agenda Number: 701025353
- --------------------------------------------------------------------------------------------------------------------------
Security: G6375K151
Meeting Type: AGM
Meeting Date: 31-Jul-2006
Ticker:
ISIN: GB00B08SNH34
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the accounts for the YE 31 MAR 2006, Mgmt For For
the Directors report , the Directors remuneration
report and the Auditors report on the accounts
2. Declare a final dividend of 15.9 pence per ordinary Mgmt For For
share USD 1.5115 per American Depository Share
for the YE 31 MAR 2006
3. Re-elect Sir. John Parker as a Director Mgmt For For
4. Re-elect Mr. Steve Lucas as a Director Mgmt For For
5. Re-elect Mr. Nick Winser as a Director Mgmt For For
6. Re-elect Mr. Ken Harvey as a Director Mgmt For For
7. Re-elect Mr. Stephen Pettit as a Director Mgmt For For
8. Re-elect Mr. George Rose as a Director Mgmt For For
9. Re-elect Mr. Steve Holliday as a Director Mgmt For For
10.A Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Company s Auditors, until the conclusion of
the next general meeting at which accounts
are laid before the Company
10.B Authorize the Directors to set the Auditors Mgmt For For
remuneration
11. Approve the Directors remuneration report for Mgmt For For
the YE 31 MAR 2006
12. Authorize the Directors, pursuant to Section Mgmt For For
80 of the Companies Act 1985 the Act , to
allot relevant securities Section 80(2) of
the Act up to an aggregate nominal value of
GBP 103,241,860; Authority expires on 30 JUL
2011 ; and the Directors may allot relevant
securities after the expiry of this authority
in pursuance of such an offer or agreement
made prior to such expiry
S.13. Authorize the Directors, pursuant to Section Mgmt For For
95 of the Act, to allot equity securities
Section 94(2) and 94(5) of the Act which shall
include a sale of treasury shares is granted
pursuant to Resolution 12, wholly for cash,
disapplying the statutory pre-emption rights
Section 89(1) of the Act , provided that this
power is limited to the allotment of equity
securities: a) in connection with a rights
issue in favor of ordinary shareholders; and
b) up to an aggregate nominal amount of GBP
15,497,674; Authority expires on 30 JUL 2011
; and Directors may allot equity securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.14 Authorize the Company, for the purpose of Section Mgmt For For
166 of the Act, to make 1 or more market purchases
Section 163(3) of the Act of up to 272,000,000
ordinary shares, of 11 17/43p each in the capital
of the Company, at a minimum price is 11 17/43p
and the maximum price is not more than 105%
above the average middle market value for such
shares derived from the London Stock Exchange
Daily Official List, over the previous 5 business
days or this stipulated by Article 5(1) of
the buy-back and Stabilization Regulation;
Authority expires the earlier of the close
of the next AGM or 15 months ; and the Company,
before the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
S.15 Authorize the Company, for the purpose of Section Mgmt For For
166 of the Act, to make 1 or more market purchases
Section 163(3) of the Act of its B shares
up to 8,500,000 ordinary shares, of 10 pence
each in the capital of the Company, at a minimum
price is 10 pence and the maximum price may
be paid for each B share is 65 pence free
of all dealing expenses and commissions ;
Authority expires the earlier of the close
of the next AGM or 15 months ; and the Company,
before the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
S.16 Approve the terms of the proposed contract between: Mgmt For For
1) Deutsche Bank; and 2) the Company under
which Deutsche Bank will be entitled to require
the Company to purchase B shares from them
and authorize for the purposes of Section 165
of the Act and otherwise but so that such approval
and authority shall expire 18 months from the
date if passing of this resolution
S.17 Amend the Articles of Association of the Company Mgmt For For
as specified
- --------------------------------------------------------------------------------------------------------------------------
NATIONAL GRID PLC Agenda Number: 701033677
- --------------------------------------------------------------------------------------------------------------------------
Security: G6375K151
Meeting Type: EGM
Meeting Date: 31-Jul-2006
Ticker:
ISIN: GB00B08SNH34
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the acquisition of KeySpan Corporation Mgmt For For
pursuant to the Merger Agreement as prescribed
; and authorize the Directors to waive, amend,
vary or extend any of the terms of the Merger
Agreement and to do all things as they may
consider to be necessary or desirable to complete,
implement and give effect to, or otherwise
in connection with, the acquisition and any
matters incidental to the acquisition
- --------------------------------------------------------------------------------------------------------------------------
NESTE OIL Agenda Number: 701139051
- --------------------------------------------------------------------------------------------------------------------------
Security: X5688A109
Meeting Type: AGM
Meeting Date: 21-Mar-2007
Ticker:
ISIN: FI0009013296
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Non-votable
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE
YOUR INSTRUCTIONS TO BE REJECTED. SHOULD YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE AT ADP. THANK YOU.
MARKET RULES REQUIRE ADP TO DISCLOSE BENEFICIAL Non-Voting Non-votable
OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR ADP CLIENT SERVICE REPRESENTATIVE.
THIS INFORMATION IS REQUIRED IN ORDER FOR ADP
TO LODGE YOUR VOTE.
1.1 Receive the financial statements and statutory Non-Voting Non-votable
reports
1.2 Receive the Auditor s report Non-Voting Non-votable
1.3 Receive the Supervisory Board s statement on Non-Voting Non-votable
financial statements and the Auditor s report
1.4 Approve the financial statements and the statutory Mgmt For For
reports
1.5 Approve the allocation of income and dividends Mgmt For For
of EUR 0.90 per share
1.6 Grant discharge to the Supervisory Board, Board Mgmt For For
of Directors and the President
1.7 Approve the remuneration of the Supervisory Mgmt Against Against
Board, Board of Directors and the Auditors
1.8 Approve to fix the number of Supervisory Board Mgmt For For
Members
1.9 Approve to fix the number of Members of the Mgmt For For
Board Directors
1.10 Elect the Supervisory Board Members Mgmt For For
1.11 Elect the Members of the Board of Directors Mgmt For For
1.12 Elect Ernst Young Oy as the Auditor Mgmt For For
2. Amend Articles of Association to comply with Mgmt For For
New Finnish Companies Act
- --------------------------------------------------------------------------------------------------------------------------
NESTE OIL Agenda Number: 701148947
- --------------------------------------------------------------------------------------------------------------------------
Security: X5688A109
Meeting Type: AGM
Meeting Date: 21-Mar-2007
Ticker:
ISIN: FI0009013296
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting Non-votable
ID 360810 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting Non-votable
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA)
IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR
VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE
REJECTED. SHOULD YOU HAVE ANY QUESTIONS, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
AT ADP. THANK YOU
MARKET RULES REQUIRE ADP TO DISCLOSE BENEFICIAL Non-Voting Non-votable
OWNER INFORMATION FOR ALL VOTED ACCOUNTS.
IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR ADP CLIENT SERVICE REPRESENTATIVE.
THIS INFORMATION IS REQUIRED IN ORDER FOR
ADP TO LODGE YOUR VOTE
1.1 Receive the financial statements and statutory Non-Voting Non-votable
reports
1.2 Receive the Auditor s report Non-Voting Non-votable
1.3 Receive the Supervisory Board s statement on Non-Voting Non-votable
financial statements and the Auditor s report
1.4 Approve the financial statements and the statutory Mgmt For For
reports
1.5 Approve the allocation of income and dividends Mgmt For For
of EUR 0.90 per share
1.6 Grant discharge to the Supervisory Board, Board Mgmt For For
of Directors and the President
1.7 Approve the remuneration of the Supervisory Mgmt Against Against
Board, Board of Directors and the Auditors
1.8 Approve to fix the number of Supervisory Board Mgmt For For
Members
1.9 Approve to fix the number of Members of the Mgmt For For
Board Directors
1.10 Elect the Supervisory Board Members Mgmt For For
1.11 Elect the Members of the Board of Directors Mgmt For For
1.12 Elect Ernst Young Oy as the Auditor Mgmt For For
2. Amend Articles of Association to comply with Mgmt For For
New Finnish Companies Act
3. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
Approve the Finnish state covering establishment
of AGM s Nomination Committee
4. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
Approve to abolish the Supervisory Board
- --------------------------------------------------------------------------------------------------------------------------
NORTHEAST UTILITIES Agenda Number: 932651551
- --------------------------------------------------------------------------------------------------------------------------
Security: 664397106
Meeting Type: Annual
Meeting Date: 08-May-2007
Ticker: NU
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RICHARD H. BOOTH Mgmt For For
COTTON MATHER CLEVELAND Mgmt For For
SANFORD CLOUD, JR. Mgmt For For
JAMES F. CORDES Mgmt For For
E. GAIL DE PLANQUE Mgmt For For
JOHN G. GRAHAM Mgmt For For
ELIZABETH T. KENNAN Mgmt For For
KENNETH R. LEIBLER Mgmt For For
ROBERT E. PATRICELLI Mgmt For For
CHARLES W. SHIVERY Mgmt For For
JOHN F. SWOPE Mgmt For For
02 TO RATIFY THE SELECTION OF DELOITTE & TOUCHE Mgmt For For
LLP AS OUR INDEPENDENT AUDITORS FOR 2007.
03 TO APPROVE THE ADOPTION OF THE NORTHEAST UTILITIES Mgmt For For
INCENTIVE PLAN, AS AMENDED AND RESTATED.
- --------------------------------------------------------------------------------------------------------------------------
NORTHWESTERN CORPORATION Agenda Number: 932563388
- --------------------------------------------------------------------------------------------------------------------------
Security: 668074305
Meeting Type: Annual
Meeting Date: 02-Aug-2006
Ticker: NWEC
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Mgmt For For
DATED AS OF APRIL 25, 2006, AMONG BABCOCK &
BROWN INFRASTRUCTURE LIMITED AND THE COMPANY,
AS THE SAME MAY BE AMENDED FROM TIME TO TIME.
02 DIRECTOR
STEPHEN P. ADIK Mgmt For For
E. LINN DRAPER, JR. Mgmt For For
JON S. FOSSEL Mgmt For For
MICHAEL J. HANSON Mgmt For For
JULIA L. JOHNSON Mgmt For For
PHILIP L. MASLOWE Mgmt For For
D. LOUIS PEOPLES Mgmt For For
03 RATIFICATION OF SELECTION OF DELOITTE & TOUCHE Mgmt For For
LLP AS INDEPENDENT REGISTERED ACCOUNTING FIRM
FOR FISCAL YEAR ENDED DECEMBER 31, 2006.
04 ANY PROPOSAL TO ADJOURN THE ANNUAL MEETING TO Mgmt For For
A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT VOTES AT THE TIME
OF THE MEETING TO ADOPT THE MERGER AGREEMENT.
- --------------------------------------------------------------------------------------------------------------------------
NRG ENERGY, INC. Agenda Number: 932646550
- --------------------------------------------------------------------------------------------------------------------------
Security: 629377508
Meeting Type: Annual
Meeting Date: 25-Apr-2007
Ticker: NRG
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DAVID CRANE Mgmt For For
STEPHEN L. CROPPER Mgmt For For
MAUREEN MISKOVIC Mgmt For For
THOMAS H. WEIDEMEYER Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
- --------------------------------------------------------------------------------------------------------------------------
PG&E CORPORATION Agenda Number: 932638250
- --------------------------------------------------------------------------------------------------------------------------
Security: 69331C108
Meeting Type: Annual
Meeting Date: 18-Apr-2007
Ticker: PCG
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DAVID R. ANDREWS Mgmt For For
LESLIE S. BILLER Mgmt For For
DAVID A. COULTER Mgmt For For
C. LEE COX Mgmt For For
PETER A. DARBEE Mgmt For For
MARYELLEN C. HERRINGER Mgmt For For
RICHARD A. MESERVE Mgmt For For
MARY S. METZ Mgmt For For
BARBARA L. RAMBO Mgmt For For
BARRY LAWSON WILLIAMS Mgmt For For
02 RATIFICATION OF APPOINTMENT OF THE INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 PERFORMANCE-BASED STOCK OPTIONS Shr Against For
04 CUMULATIVE VOTING Shr For Against
- --------------------------------------------------------------------------------------------------------------------------
PNM RESOURCES, INC. Agenda Number: 932694981
- --------------------------------------------------------------------------------------------------------------------------
Security: 69349H107
Meeting Type: Annual
Meeting Date: 22-May-2007
Ticker: PNM
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ADELMO E. ARCHULETA Mgmt For For
JULIE A. DOBSON Mgmt For For
WOODY L. HUNT Mgmt For For
CHARLES E. MCMAHEN Mgmt For For
MANUEL T. PACHECO Mgmt For For
ROBERT M. PRICE Mgmt For For
BONNIE S. REITZ Mgmt For For
JEFFRY E. STERBA Mgmt For For
JOAN B. WOODARD Mgmt For For
02 APPROVE THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For
LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR 2007.
- --------------------------------------------------------------------------------------------------------------------------
PPL CORPORATION Agenda Number: 932688798
- --------------------------------------------------------------------------------------------------------------------------
Security: 69351T106
Meeting Type: Annual
Meeting Date: 23-May-2007
Ticker: PPL
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
STUART HEYDT Mgmt For For
CRAIG A. ROGERSON Mgmt For For
W. KEITH SMITH Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 SHAREOWNER PROPOSAL Shr For Against
- --------------------------------------------------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INC. Agenda Number: 932592670
- --------------------------------------------------------------------------------------------------------------------------
Security: 744573106
Meeting Type: Annual
Meeting Date: 21-Nov-2006
Ticker: PEG
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
CAROLINE DORSA * Mgmt For For
E. JAMES FERLAND * Mgmt For For
ALBERT R. GAMPER, JR. * Mgmt For For
RALPH IZZO ** Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT AUDITOR FOR THE
YEAR 2006.
03 STOCKHOLDER PROPOSAL RELATING TO EXECUTIVE COMPENSATION. Shr Against For
- --------------------------------------------------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INC. Agenda Number: 932640990
- --------------------------------------------------------------------------------------------------------------------------
Security: 744573106
Meeting Type: Annual
Meeting Date: 17-Apr-2007
Ticker: PEG
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ERNEST H. DREW* Mgmt For For
WILLIAM V. HICKEY** Mgmt For For
RALPH IZZO** Mgmt For For
RICHARD J. SWIFT** Mgmt For For
02 APPROVE AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION Mgmt For For
TO INCREASE THE AUTHORIZED COMMON STOCK FROM
500 MILLION TO 1 BILLION SHARES.
03 APPROVE THE ADOPTION OF THE 2007 EQUITY COMPENSATION Mgmt For For
PLAN FOR OUTSIDE DIRECTORS.
04 APPROVE AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION Mgmt For For
TO ELIMINATE CLASSIFICATION OF THE BOARD OF
DIRECTORS, IF ELIMINATION OF CUMULATIVE VOTING
PURSUANT TO PROPOSAL 5 IS APPROVED.
05 APPROVE AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION Mgmt For For
TO ELIMINATE CUMULATIVE VOTING IF THE ELIMINATION
OF THE CLASSIFIED BOARD PURSUANT TO PROPOSAL
4 IS APPROVED.
06 APPROVE AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION Mgmt For For
TO ELIMINATE PRE-EMPTIVE RIGHTS.
07 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT AUDITOR FOR THE
YEAR 2007.
- --------------------------------------------------------------------------------------------------------------------------
PUGET ENERGY, INC. Agenda Number: 932651664
- --------------------------------------------------------------------------------------------------------------------------
Security: 745310102
Meeting Type: Annual
Meeting Date: 04-May-2007
Ticker: PSD
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
PHYLLIS J. CAMPBELL Mgmt For For
STEPHEN E. FRANK Mgmt For For
DR. KENNETH P. MORTIMER Mgmt For For
STEPHEN P. REYNOLDS Mgmt For For
GEORGE W. WATSON Mgmt For For
02 APPROVAL OF AMENDMENTS TO THE COMPANY S ARTICLES Mgmt Against Against
OF INCORPORATION TO ADOPT A MAJORITY VOTING
STANDARD IN UNCONTESTED ELECTIONS OF PUGET
ENERGY, INC. DIRECTORS.
03 APPROVAL OF AMENDMENTS TO THE PUGET ENERGY, Mgmt For For
INC. EMPLOYEE STOCK PURCHASE PLAN, INCLUDING
INCREASING THE NUMBER OF SHARES AVAILABLE FOR
PURCHASE UNDER THE PLAN.
04 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS PUGET ENERGY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
- --------------------------------------------------------------------------------------------------------------------------
QWEST COMMUNICATIONS INTERNATIONAL I Agenda Number: 932674509
- --------------------------------------------------------------------------------------------------------------------------
Security: 749121109
Meeting Type: Annual
Meeting Date: 23-May-2007
Ticker: Q
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RICHARD C. NOTEBAERT Mgmt For For
1B ELECTION OF DIRECTOR: LINDA G. ALVARADO Mgmt For For
1C ELECTION OF DIRECTOR: CHARLES L. BIGGS Mgmt For For
1D ELECTION OF DIRECTOR: K. DANE BROOKSHER Mgmt For For
1E ELECTION OF DIRECTOR: PETER S. HELLMAN Mgmt For For
1F ELECTION OF DIRECTOR: R. DAVID HOOVER Mgmt Against Against
1G ELECTION OF DIRECTOR: PATRICK J. MARTIN Mgmt For For
1H ELECTION OF DIRECTOR: CAROLINE MATTHEWS Mgmt For For
1I ELECTION OF DIRECTOR: WAYNE W. MURDY Mgmt For For
1J ELECTION OF DIRECTOR: FRANK P. POPOFF Mgmt For For
1K ELECTION OF DIRECTOR: JAMES A. UNRUH Mgmt For For
1L ELECTION OF DIRECTOR: ANTHONY WELTERS Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT AUDITOR FOR 2007
03 APPROVAL OF THE AMENDED AND RESTATED EQUITY Mgmt Against Against
INCENTIVE PLAN
04 STOCKHOLDER PROPOSAL - REQUESTING THAT OUR BOARD Shr For Against
ESTABLISH A POLICY WHEREBY AT LEAST 75% OF
FUTURE EQUITY COMPENSATION AWARDED TO SENIOR
EXECUTIVES BE PERFORMANCE-BASED AND THE RELATED
PERFORMANCE METRICS BE DISCLOSED TO STOCKHOLDERS
05 STOCKHOLDER PROPOSAL - REQUESTING THAT OUR BOARD Shr For Against
ESTABLISH A POLICY THAT STOCKHOLDERS HAVE THE
OPPORTUNITY AT EACH ANNUAL MEETING TO VOTE
ON AN ADVISORY RESOLUTION PROPOSED BY MANAGEMENT
TO RATIFY CERTAIN COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS
06 STOCKHOLDER PROPOSAL - REQUESTING THAT WE SEEK Shr For Against
STOCKHOLDER APPROVAL OF CERTAIN BENEFITS FOR
SENIOR EXECUTIVES UNDER OUR NON-QUALIFIED PENSION
PLAN OR ANY SUPPLEMENTAL EXECUTIVE RETIREMENT
PLAN
07 STOCKHOLDER PROPOSAL - REQUESTING THAT OUR BOARD Shr For Against
ESTABLISH A POLICY OF SEPARATING THE ROLES
OF CHAIRMAN AND CHIEF EXECUTIVE OFFICER WHENEVER
POSSIBLE
- --------------------------------------------------------------------------------------------------------------------------
RED ELECTRICA DE ESPANA SA REE Agenda Number: 701233811
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Security: E42807102
Meeting Type: AGM
Meeting Date: 30-May-2007
Ticker:
ISIN: ES0173093115
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting Non-votable
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting Non-votable
REACH QUORUM, THERE WILL BE A SECOND CALL ON
31 MAY 2007. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
1. Approve the annual accounts, balance sheet, Mgmt For For
profit and loss account, notes to the accounts
and the Management report of Red Electrica
De Espana, S. A., with reference to the FYE
31 DEC 2006
2. Approve the annual accounts, balance sheet, Mgmt For For
profit and loss account, notes to the accounts
and the Management report of the consolidated
Group of Red Electrica De Espana, S. A., with
reference to the FYE 31 DEC 2006
3. Approve the application of profits and dividend Mgmt For For
distribution of Red Electrica De Espana, S.
A., for the YE 31 DEC 2006
4. Approve the activities and performance of the Mgmt For For
Board of Directors during the FY 2006
5.1 Amend the Articles of Association regarding Mgmt For For
the powers of the general meeting, the Board
Committees and powers of the Secretary of the
Board, in order to bring them into line with
the recommendations introduced by the unified
code of conduct approved by the Spanish Securities
Exchange Commission, Comision Nacional Delmercado
De Valores, CNMV, on 19 MAY 2006, Article 11,
about the general meeting of shareholders
5.2 Amend Article 22, about the Board Committees Mgmt For For
and delegation of powers, 23, about the Audit
Committee, and 24, about the committee of appointments
and remuneration
5.3 Amend Article 26, about the Secretary of the Mgmt For For
Board
6.1 Amend the general meeting regulations regarding Mgmt For For
the powers of the general meeting, convening
of meetings and voting, in order to bring them
into line with the recommendations introduced
by the unified code of conduct approved by
the Spanish Securities Exchange Commission,
CNMV, on 19 MAY 2006, Article 3, about powers
of the general meeting
6.2 Amend Article 5, about convening general meetings Mgmt For For
6.3 Amend Article 15.8, about voting Mgmt For For
7. Ratify the agreements of the Board of Red Electrica Mgmt For For
De Espana, S.A., about the remuneration of
the Board of Directors for FY 2006
8.1 Grant authority to carry out the derivative Mgmt For For
acquisition of own shares within the legal
limits and requirements and, as the case may
be, to use the bought back shares as remuneration
for executive employees and the Directors of
the Company and its subsidiaries
8.2 Grant authority to use the bought back shares Mgmt For For
as remuneration for the Management and the
Executive Directors of the Company and its
subsidiaries
8.3 Approve to set aside the authority previously Mgmt For For
granted thereto
9. Approve to delegate powers for the full execution Mgmt For For
of the resolutions adopted by the general meeting
of shareholders
10. Approve to inform the general meeting about Mgmt For For
the annual report on the Corporate Governance
of Red Electrica De Espana, S.A. for the year
2006
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RELIANT ENERGY, INC. Agenda Number: 932677365
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Security: 75952B105
Meeting Type: Annual
Meeting Date: 16-May-2007
Ticker: RRI
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Mgmt For For
TO REMOVE UNNECESSARY AND OUTDATED PROVISIONS.
02 PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Mgmt For For
TO ELIMINATE THE CLASSIFIED STRUCTURE OF THE
BOARD.
3A ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): E. WILLIAM BARNETT
3B ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): SARAH M. BARPOULIS
3C ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): DONALD J. BREEDING
3D ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): KIRBYJON H. CALDWELL
3E ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): STEVEN L. MILLER
3F ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): LAREE E. PEREZ
3G ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): EVAN J. SILVERSTEIN
3H ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): JOEL V. STAFF
3I ELECTION OF DIRECTOR (IF STOCKHOLDERS APPROVE Mgmt For For
ITEM 2): WILLIAM L. TRANSIER
4A ELECTION OF DIRECTOR (IF STOCKHOLDERS DO NOT Mgmt For For
APPROVE ITEM 2): SARAH M. BARPOULIS
4B ELECTION OF DIRECTOR (IF STOCKHOLDERS DO NOT Mgmt For For
APPROVE ITEM 2): LAREE E. PEREZ
4C ELECTION OF DIRECTOR (IF STOCKHOLDERS DO NOT Mgmt For For
APPROVE ITEM 2): WILLIAM L. TRANSIER
05 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Mgmt For For
AS RELIANT ENERGY, INC. S INDEPENDENT AUDITOR.
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RWE AG Agenda Number: 701157617
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Security: D6629K109
Meeting Type: OGM
Meeting Date: 18-Apr-2007
Ticker:
ISIN: DE0007037129
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting Non-votable
MEETING IS 28 MAR 2007, WHEREAS THE MEETING
HAS BEEN SETUP USING THE ACTUAL RECORD DATE
- 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT
ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH
THE GERMAN LAW. THANK YOU.
1. Presentation of the approved financial statements Non-Voting Non-votable
of RWEA Aktiengesellsehaft and the Group for
the FYE 31 DEC 2006 with the combined review
of operations of RWE Aktiengesellsehaft and
the Group, the proposal for the appropriation
of distributable profit, and the Supervisory
Board Report for fiscal 2006
2. Appropriation of distributable profit Mgmt For For
3. Approval of the Acts of the Executive Board Mgmt For For
for fiscal 2006
4. Approval of the Acts of the Supervisory Board Mgmt For For
for fiscal 2006
5. Appointment of Pricewaterhousecoopers AG, as Mgmt For For
the Auditors for fiscal 2007
6. Authorization to implement share buybacks Mgmt For For
7. Amendment of Article 3 of the Articles of Incorporation Mgmt For For
[FY, announcements, venue]
COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS Non-Voting Non-votable
MEETING. A LINK TO THE COUNTER PROPOSAL INFORMATION
IS AVAILABLE IN THE MATERIAL URL SECTION OF
THE APPLICATION. IF YOU WISH TO ACT ON THESE
ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND
AND VOTE YOUR SHARES AT THE COMPANYS MEETING.
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SCOTTISH AND SOUTHERN ENERGY PLC Agenda Number: 701025389
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Security: G7885V109
Meeting Type: AGM
Meeting Date: 27-Jul-2006
Ticker:
ISIN: GB0007908733
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the reports Mgmt For For
of the Directors and the Auditors for the FYE
31 MAR 2006
2. Approve the remuneration report of the Board Mgmt For For
for the FYE 31 MAR 2006
3. Declare a final dividend for the YE 31 MAR 2006 Mgmt For For
of 32.7 pence per ordinary share
4. Re-elect Mr. Gregor Alexander as a Director Mgmt For For
of the Company
5. Re-elect Mr. David Payne as a Director of the Mgmt For For
Company
6. Re-elect Mr. Susan Rice as a Director of the Mgmt For For
Company
7. Appoint KPMG Audit PLC as the Auditor of the Mgmt For For
Company, until the conclusion of the next general
meeting at which financial statements are laid
before the Company
8. Authorize the Directors to determine the Auditors Mgmt For For
remuneration
9. Authorize the Directors, for the purpose of Mgmt For For
Section 80 of the Companies Act 1985, to allot
relevant securities as defined within that
Section up to an aggregate nominal amount
of GBP 143,380,318; Authority expires at the
conclusion of the next AGM of the Company ;
and the Directors may allot relevant securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.10 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 9 and pursuant to Section 95
of the Companies Act 1985 the Act , to allot
equity securities Section 94 of the Act for
cash pursuant to the authority conferred by
Resolution 9, disapplying the statutory pre-emption
rights Section 89(1) of the Act , provided
that this power is limited to the allotment
of equity securities: a) in connection with
a rights issue in favor of ordinary shareholders;
and b) up to an aggregate nominal amount of
GBP 21,507,047; Authority expires at the conclusion
of the next AGM of the Company ; and Directors
may allot equity securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.11 Authorize the Company, pursuant to the Article Mgmt For For
12 of the Articles of Association and for the
purpose of Section 166 of the Companies Act
1985 the Act , to make 1 or more market purchases
Section 163(3) of the Act of up to 86,028,191
ordinary shares, representing 10% of the Company
s issued ordinary share capital, of 50p each
in the capital of the Company, at a minimum
price is 50p and the maximum price is not more
than 5% above the average middle market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; Authority expires the earlier
of the conclusion of the Company next AGM
or 15 months from the date of passing of this
resolution ; and the Company, before the expiry,
may make a contract to purchase ordinary shares
which will or may be executed wholly or partly
after such expiry
12. Approve the Scottish Southern Energy Plc Performance Mgmt For For
Share Plan the PSP as specified and authorize
the Directors to do all such acts and things
as they may consider necessary or expedient
to give full effect to the PSP
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SCOTTISH PWR PLC Agenda Number: 701026684
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Security: G7932E126
Meeting Type: AGM
Meeting Date: 26-Jul-2006
Ticker:
ISIN: GB00B125RK88
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the financial statements and the Statutory Mgmt For For
reports
2. Approve the remuneration report Mgmt For For
3. Elect Mr. Philip Bowman as Director Mgmt For For
4. Re-elect Mr. Charles Smith as a Director Mgmt For For
5. Re-elect Mr. Nick Rose as a Director Mgmt For For
6. Re-appoint Deloitte Touche LLP as the Auditors Mgmt For For
of the Company
7. Authorize the Board to fix the remuneration Mgmt For For
of the Auditors
8. Approve the Long Term Incentive Plan 2006 Mgmt For For
9. Approve EU Political Organizations Donations Mgmt For For
up to GBP 80,000 and to incur EU Political
expenditure up to GBP 20,000
10. Grant authority to issue equity or equity-linked Mgmt For For
Securities with pre-emptive rights up to aggregate
nominal amount of GBP 208,039,563
S.11 Grant authority to issue equity or equity-linked Mgmt For For
Securities without pre-emptive rights up to
aggregate nominal amount of GBP 31,205,934
S.12 Grant authority to 148,599,688 Ordinary Shares Mgmt For For
for market purchase
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SCOTTISH PWR PLC Agenda Number: 701158188
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Security: G7932E126
Meeting Type: CRT
Meeting Date: 30-Mar-2007
Ticker:
ISIN: GB00B125RK88
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the Scheme of Arrangement dated 26 FEB Mgmt For For
2007 the Scheme , between the Company and
the Scheme Shareholders as defined in the Scheme ,
as specified, authorize the Directors of the
Company to take all such actions as they consider
necessary or appropriate for carrying the Scheme
into effect
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SEMPRA ENERGY Agenda Number: 932641017
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Security: 816851109
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: SRE
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILFORD D. GODBOLD, JR. Mgmt For For
RICHARD G. NEWMAN Mgmt For For
NEAL E. SCHMALE Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 ADOPT SIMPLE MAJORITY VOTE PROPOSAL Shr For Against
04 DIRECTOR ELECTION MAJORITY VOTE STANDARD PROPOSAL Shr Against For
05 SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN POLICY Shr For Against
PROPOSAL
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SEVERN TRENT PLC Agenda Number: 701027597
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Security: G8056D142
Meeting Type: AGM
Meeting Date: 25-Jul-2006
Ticker:
ISIN: GB0000546324
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the report of the Directors and the Mgmt For For
audited accounts for the YE 31 MAR 2006
2. Approve the Directors remuneration report for Mgmt For For
the YE 31 MAR 2006
3. Declare a final dividend in respect of the YE Mgmt For For
31 MAR 2006 of 31.97 pence for each ordinary
share of 65 5/19 pence
4. Re-appoint Mr. Bernard Bulkin as a Director Mgmt For For
5. Re-appoint Mr. Richard Davey as a Director Mgmt For For
6. Re-appoint Mr. Martin Houston as a Director Mgmt For For
7. Re-appoint Mr. Colin Matthews as a Director Mgmt For For
8. Re-appoint Mr. Michael McKeon as a Director Mgmt For For
9. Re-appoint Mr. John Smith as a Director Mgmt For For
10. Re-appoint Deloitte & Touche LLP as the Auditors Mgmt For For
of the Company until the conclusion of the
next general meeting at which accounts are
laid before the Company and that their remuneration
be determined by the Directors
11. Authorize the Directors, to allot relevant securities Mgmt For For
Section 80(2) of the Companies Act 1985 up
to an aggregate nominal amount of GBP 75,184,416
equivalent to 115,201,928 ordinary shares,
representing 33% of the total issued share
capital as at 02 JUN 2006 ; Authority expires
at the earlier of the conclusion of the AGM
of the Company in 2007 or on 24 OCT 2007
S.12 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 11 of the AGM dated 22 JUN 2006,
to disapply the pre-emption provisions of Section
89 of the Companies Act 1985 and to allot equity
securities Section 94 of that Act for cash
pursuant to Resolution 11 or by the way of
a sale of treasury shares, disapplying the
statutory pre-emption rights Section 89 of
the Act , up to a maximum amount of GBP 11,391,577
other than in connection with a rights issue
; Authority expires the earlier of the next
AGM in 2007 or 24 OCT 2007
S.13 Authorize the Company to make market purchases Mgmt For For
Section 163(3) of the Companies Act 1985
as amended of up to 34,909,675 ordinary shares
of 65 5/19 pence each in the capital of the
Company, at a minimum price of 65 5/19 pence
for each ordinary share and not more than 5%
above the average of the middle market price
of the ordinary shares derived from the London
Stock Exchange Daily Official List, over the
previous 5 business days; Authority expires
the earlier of the conclusion of the AGM of
the Company in 2007 or 24 OCT 2007 ; the Company,
before the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
14. Authorize the Company, for the purposes of Part Mgmt For For
XA of the Companies Act 1985 as amended ,
to make donations to EU political organizations
and to incur EU political expenditure as such
terms are defined in Section 347A of that Act
not exceeding GBP 50,000; Authority expires
at the conclusion of the AGM of the Company
in 2009 ; and the Company may enter into a
contract or undertaking under this authority
prior to its expiry, which contract or undertaking
may be performed wholly or partly after such
expiry and may make donations to EU political
organizations and incur EU political expenditure
in pursuance of such contracts or undertaking
15. Authorize the Company s subsidiary, Severn Trent Mgmt For For
Water Limited, for the purposes of Part XA
of the Companies Act 1985, to make donations
to EU political organization and to incur EU
political expenditure as such terms are defined
in Section 347A of that Act not exceeding
up GBP 50,000; Authority expires at the conclusion
of the AGM of the Company in 2009 ; and the
Severn Trent Water Limited may enter into a
contract or undertaking under this authority
prior to its expiry, which contract or undertaking
may be performed wholly or partly after such
expiry and may make donations to EU political
organizations and incur EU political expenditure
in pursuance of such contract or undertaking
16. Authorize the Company s subsidiary, Biffa Waste Mgmt For For
Services Limited, for the purposes of Part
XA of the Companies Act 1985, to make donations
to EU political organizations and to incur
EU political expenditure Section 347A of that
Act not exceeding GBP 25,000; Authority expires
at the conclusion of the AGM of the Company
in 2009 ; and the Biffa Waste Services Limited
may enter into a contract or undertaking under
this authority prior to its expiry, which contract
or undertaking may be performed wholly or partly
after such expiry and may make donations to
EU political organizations and incur EU political
expenditure in pursuance of such contract or
undertaking
- --------------------------------------------------------------------------------------------------------------------------
SEVERN TRENT PLC Agenda Number: 701065030
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Security: G8056D142
Meeting Type: EGM
Meeting Date: 06-Oct-2006
Ticker:
ISIN: GB0000546324
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve, upon the recommendation of the Directors Mgmt For For
of Company Directors and subject to and condition
upon the admission of the ordinary shares of
10 pence each in the capital of Biffa Plc
Biffa Ordinary shares to the official list
of the financial services authority and to
trading on the London Stock Exchange Plc s
main market for listed securities becoming
effective Biffa Admission , authorize the
Directors to pay a dividend in specie of GBP
711,326,000, being the aggregate book value
of the Company s interest in Biffa Plc, such
dividend to be satisfied by the transfer of
the Biffa Ordinary Shares credited as fully
paid to shareholders on the register of members
of the Company at 6:00 p.m. 06 OCT 2006 or
such other time and date as the (or any duly
authorized committee of them) may determine
Record Time in the proportion of one Biffa
Ordinary Share for each ordinary share of 655/19
pence in the capital of the Company Existing
Severn Trent Ordinary Share held at that time;
and authorize the Directors to do or procure
to be done all such acts and things done on
behalf of the Company and any of its subsidiaries
as they consider necessary or desirable for
the purpose of giving effect to the demerger
of Biffa Plc Demerger as prescribed and the
consolidation of the Existing Severn Trent
Ordinary Shares as prescribed
2. Approve that, subject to and conditional upon Mgmt For For
Resolution 1 becoming effective, Biffa Admission
and admission of the new ordinary shares of
97.894 pence in the capital of the Company
New Severn Trent Ordinary Shares to the Official
List of the financial services authority and
to trading on the London Stock Exchange Plc
s main market for listed securities Seven
Trent Admission : i) every one Existing Trent
Ordinary Share in issue at the Record Time
shall be sub-divided into 2 ordinary shares
of 32.894 pence each in the capital of the
Company each a sub-dividend Seven Trent Ordinary
Shares shall be consolidated into one New Severn
Trent Ordinary Share and all fractional entitlements
arising from such sub-division and consolidation
shall be aggregated into New Severn Trent Ordinary
Shares and, as soon as practicable after Severn
Trent Admission, sold in the open market at
the best price reasonably obtained and the
aggregate proceeds net of expenses remitted
to those entitled; and all of the authorized
but unissued Existing Severn Trent Ordinary
Shares at the Record Time shall be consolidated
in to one undesignated share of a nominal value
equal to the aggregate nominal amount of the
unissued Existing Severn Trent Ordinary Shares
so consolidated and forthwith on such consolidation
the said undesignated share shall be sub-divided
into such manner of New Severn Trent Ordinary
Shares as is equal to the nominal value of
such undesignated share divided by 97.894,
division shall be cancelled pursuant to Section
121(2)(e) of the Companies Act 1985 as amended
Act
3. Approve that, subject to and conditional upon Mgmt For For
Resolution 1 and 2 becoming effective, the
operation of the Biffa Long Term Incentive
Plan, the principal terms as prescribed
4. Approve that, subject to and conditional upon Mgmt For For
Resolution 1 and 2 becoming effective, the
operation of the Biffa Sharesave Scheme, the
principal terms as prescribed
5. Approve that, subject to and conditional upon Mgmt For For
Resolution 1 and 2 becoming effective, the
operation of the Biffa Share Incentive Plan,
the principal terms as prescribed
6. Authorize the Directors, subject to and conditional Mgmt For For
upon Resolution 1 and 2 becoming effective,
to allot relevant securities Section 80(2)
of the Act up to a maximum amount of GBP 75,993,129
representing approximately 33% OF the total
issued ordinary share capital of the Company
as at 07 SEP 2007; Authority expires on the
date of the AGM in 2007 ; and the Directors
may allot relevant securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
s.7 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 1, 2 and 6 becoming effective,
to allot equity securities Section 94 of the
Act for cash pursuant to Resolution 6 or by
the way of a sale of treasury shares, disapplying
the statutory pre-emption rights Section 89(1)
of the Act , provided that this power is limited
to the allotment of i) equities securities
to the ordinary shareholders of New Severn
Trent Ordinary Shares; ii) up to an aggregate
amount of GBP 11,398,969 representing approximately
5% of the total issued ordinary share of the
Company as at 07 SEP 2006; Authority expires
on the date of the Company s AGM in 2007 ;
and the Directors may allot relevant securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
s.8 Authorize the Company, subject to and condition Mgmt For For
upon Resolution 1 and 2 becoming effective,
to make market purchases Section 163(3) of
the Act ; provided that: i) the maximum number
of New Severn Trust Ordinary Shares that may
be acquired shall not exceed 10%, of the aggregate
number of New Severn Trent Ordinary Shares
in issue immediately following Severn Trent
Ordinary Shares, being the nominal value of
such New Severn Trent Ordinary Shares; ii)
the Company may not pay less than 97.894 pence
for each New Severn Trent Ordinary Share, being
the nominal value of such New Severn Trent
Ordinary Shares; iii) the Company may not pay,
in respect of such New Severn Trent Ordinary
Shares, more than 5% over the average of the
middle market price of a New Severn Trent Ordinary
Share based on the London Stock Exchange Daily
Official List, 5% above the average market
price of the New Severn Trent Ordinary Shares
based on London Stock Exchange Daily Official
List, over the previous 5 business days; Authority
expires of the conclusion of the AGM of the
Company in 2007 ; the Company, before the expiry,
may make a contract to purchase ordinary shares
which will or may be executed wholly or partly
after such expiry
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SIERRA PACIFIC RESOURCES Agenda Number: 932659571
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Security: 826428104
Meeting Type: Annual
Meeting Date: 07-May-2007
Ticker: SRP
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WALTER M. HIGGINS Mgmt For For
BRIAN J. KENNEDY Mgmt For For
JOHN F. O'REILLY Mgmt For For
MICHAEL W. YACKIRA Mgmt For For
02 TO CONSIDER WHETHER TO ADOPT A SHAREHOLDER PROPOSAL Shr For Against
REQUESTING DIRECTORS TO TAKE THE STEPS NECESSARY,
IN THE MOST EXPEDITOUS MANNER POSSIBLE, TO
ADOPT ANNUAL ELECTION OF EACH DIRECTOR.
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SOUTHWESTERN ENERGY COMPANY Agenda Number: 932658353
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Security: 845467109
Meeting Type: Annual
Meeting Date: 10-May-2007
Ticker: SWN
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
LEWIS E. EPLEY, JR. Mgmt For For
ROBERT L. HOWARD Mgmt For For
HAROLD M. KORELL Mgmt For For
VELLO A. KUUSKRAA Mgmt For For
KENNETH R. MOURTON Mgmt For For
CHARLES E. SCHARLAU Mgmt For For
02 THE RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERSMgmt For For
LLP ( PWC ) TO SERVE AS THE COMPANY S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDED DECEMBER 31, 2007.
- --------------------------------------------------------------------------------------------------------------------------
STATOIL ASA Agenda Number: 932695820
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Security: 85771P102
Meeting Type: Annual
Meeting Date: 15-May-2007
Ticker: STO
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
03 ELECTION OF A CHAIR OF THE MEETING Mgmt For For
04 ELECTION OF A PERSON TO CO-SIGN THE MINUTES Mgmt For For
TOGETHER WITH THE CHAIR OF THE MEETING
05 APPROVAL OF THE NOTICE AND THE AGENDA Mgmt For For
06 APPROVAL OF THE ANNUAL REPORT AND ACCOUNTS FOR Mgmt For For
STATOIL ASA AND THE STATOIL GROUP FOR 2006,
INCLUDING THE BOARD OF DIRECTORS PROPOSAL FOR
THE DISTRIBUTION OF THE DIVIDEND
07 DETERMINATION OF REMUNERATION FOR THE COMPANY Mgmt For For
S AUDITOR
08 DECLARATION OF STIPULATION OF SALARY AND OTHER Mgmt For For
REMUNERATION FOR TOP MANAGEMENT
09 AUTHORISATION TO ACQUIRE STATOIL SHARES IN THE Mgmt For For
MARKET FOR SUBSEQUENT ANNULMENT
10 AUTHORISATION TO ACQUIRE STATOIL SHARES IN THE Mgmt For For
MARKET IN ORDER TO CONTINUE IMPLEMENTATION
OF THE SHARE SAVING PLAN FOR EMPLOYEES
- --------------------------------------------------------------------------------------------------------------------------
SUEZ Agenda Number: 932686009
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Security: 864686100
Meeting Type: Annual
Meeting Date: 04-May-2007
Ticker: SZE
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 APPROVAL OF TRANSACTIONS AND THE STATUTORY FINANCIAL Mgmt Against For
STATEMENTS FOR FISCAL YEAR 2006, AS SET FORTH
IN THE COMPANY S NOTICE OF MEETING ENCLOSED
HEREWITH.
O2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS Mgmt Against For
FOR THE FISCAL YEAR 2006, AS SET FORTH IN THE
COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH.
O3 APPROPRIATION OF EARNINGS AND DECLARATION OF Mgmt Against For
THE DIVIDEND, AS SET FORTH IN THE COMPANY S
NOTICE OF MEETING ENCLOSED HEREWITH.
O4 STATUTORY AUDITORS SPECIAL REPORT ON REGULATED Mgmt Against Against
AGREEMENTS, AS SET FORTH IN THE COMPANY S NOTICE
OF MEETING ENCLOSED HEREWITH.
O5 APPROVAL OF THE RENEWAL OF THE TERM OF OFFICE Mgmt Against For
OF A DIRECTOR (JACQUES LAGARDE), AS SET FORTH
IN THE COMPANY S NOTICE OF MEETING ENCLOSED
HEREWITH.
O6 APPROVAL OF THE RENEWAL OF THE TERM OF OFFICE Mgmt Against Against
OF A DIRECTOR (ANNE LAUVERGEON), AS SET FORTH
IN THE COMPANY S NOTICE OF MEETING ENCLOSED
HEREWITH.
O7 APPROVAL OF THE CHANGE OF CORPORATE NAME OF Mgmt Against For
BARBIER FRINAULT & AUTRES, PRINCIPAL STATUTORY
AUDITOR, AS SET FORTH IN THE COMPANY S NOTICE
OF MEETING ENCLOSED HEREWITH.
O8 APPROVAL OF ERNST & YOUNG ET AUTRES AS PRINCIPAL Mgmt Against For
STATUTORY AUDITOR, AS SET FORTH IN THE COMPANY
S NOTICE OF MEETING ENCLOSED HEREWITH.
O9 APPROVAL OF THE APPOINTMENT OF AUDITEX AS SUBSTITUTE Mgmt Against For
STATUTORY AUDITOR, AS SET FORTH IN THE COMPANY
S NOTICE OF MEETING ENCLOSED HEREWITH.
O10 APPROVAL OF AUTHORIZATION FOR THE BOARD OF DIRECTORS Mgmt Against For
TO TRADE IN THE COMPANY S SHARES, AS SET FORTH
IN THE COMPANY S NOTICE OF MEETING ENCLOSED
HEREWITH.
E11 APPROVAL OF AUTHORIZATION GRANTED TO THE BOARD Mgmt Against Against
OF DIRECTORS TO ISSUE FREE EQUITY WARRANTS
IN THE EVENT OF A PUBLIC OFFER FOR THE COMPANY,
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH.
E12 APPROVAL OF THE AUTHORIZATION TO THE BOARD OF Mgmt Against For
DIRECTORS TO INCREASE THE SHARE CAPITAL, AS
SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH.
E13 APPROVAL OF THE AUTHORIZATION TO THE BOARD OF Mgmt Against For
DIRECTORS TO GRANT STOCK SUBSCRIPTION OR PURCHASE
OPTIONS, AS SET FORTH IN THE COMPANY S NOTICE
OF MEETING ENCLOSED HEREWITH.
E14 APPROVAL OF THE AUTHORIZATION TO THE BOARD OF Mgmt Against For
DIRECTORS TO ALLOCATE SHARES FREE OF CONSIDERATION
TO CORPORATE OFFICERS AND EMPLOYEES, AS SET
FORTH IN THE COMPANY S NOTICE OF MEETING ENCLOSED
HEREWITH.
E15 APPROVAL OF THE AUTHORIZATION TO THE BOARD OF Mgmt Against For
DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELING
SHARES, AS SET FORTH IN THE COMPANY S NOTICE
OF MEETING ENCLOSED HEREWITH.
E16 APPROVAL OF THE AMENDMENT OF ARTICLE 22 CATEGORIES Mgmt Against For
- MAKE-UP , ARTICLE 23 MEETINGS AND ARTICLE
24 VOTING RIGHTS OF THE BYLAWS (TITLE VI
- SHAREHOLDER MEETINGS), AS SET FORTH IN THE
COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH.
E17 APPROVAL OF THE POWERS TO CARRY OUT THE SHAREHOLDERS Mgmt Against For
DECISIONS AND PERFORM THE RELATED FORMALITIES.
- --------------------------------------------------------------------------------------------------------------------------
TALISMAN ENERGY INC. Agenda Number: 932656018
- --------------------------------------------------------------------------------------------------------------------------
Security: 87425E103
Meeting Type: Annual
Meeting Date: 09-May-2007
Ticker: TLM
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DOUGLAS D. BALDWIN Mgmt For For
JAMES W. BUCKEE Mgmt For For
WILLIAM R.P. DALTON Mgmt For For
KEVIN S. DUNNE Mgmt For For
LAWRENCE G. TAPP Mgmt For For
STELLA M. THOMPSON Mgmt For For
ROBERT G. WELTY Mgmt For For
CHARLES R. WILLIAMSON Mgmt For For
CHARLES W. WILSON Mgmt For For
02 REAPPOINTMENT OF ERNST & YOUNG LLP, CHARTERED Mgmt For For
ACCOUNTANTS, AS AUDITOR OF THE COMPANY FOR
THE ENSUING YEAR.
- --------------------------------------------------------------------------------------------------------------------------
TELEFONICA O2 CZECH REP A S Agenda Number: 701179803
- --------------------------------------------------------------------------------------------------------------------------
Security: X89734101
Meeting Type: OGM
Meeting Date: 26-Apr-2007
Ticker:
ISIN: CZ0009093209
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Opening Mgmt Take no action
2. Approve the rules of procedure of the general Mgmt Take no action
meeting; elect the Chairman of the general
meeting, minutes verifiers and persons to count
the votes
3. Approve the Board of Directors report on business Mgmt Take no action
activity of the Company and state of its assets
as part of the Company for the year 2006
4. Approve the information on the results of inspection Mgmt Take no action
activities of the Company s Supervisory Board,
including information on review of the report
on relations among interconnected entities
5. Approve the Company s financial reports for Mgmt Take no action
the year 2006
6. Approve allocation of profit for the year 2006 Mgmt Take no action
including royalities and state of rules for
Tandiems for the year 2006
7. Elect the Supervisory Board Members of the Company Mgmt Take no action
8. Approve the reward for Supervisory Board Members Mgmt Take no action
and the Board of Directors Members
9. Approve the agreement about function of Supervisory Mgmt Take no action
Board Members
10. Conclusion Mgmt Take no action
- --------------------------------------------------------------------------------------------------------------------------
TELENOR ASA Agenda Number: 701228529
- --------------------------------------------------------------------------------------------------------------------------
Security: R21882106
Meeting Type: OGM
Meeting Date: 15-May-2007
Ticker:
ISIN: NO0010063308
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Non-votable
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE
YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
MARKET RULES REQUIRE TO DISCLOSE BENEFICIAL Non-Voting Non-votable
OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER TO LODGE YOUR
VOTE
PLEASE NOTE THAT THIS IS AN AGM. THANK YOU. Non-Voting Non-votable
1. Approve the notice of the AGM Mgmt For For
2. Elect a representative to sign the minutes of Mgmt For For
the AGM together with the Chairman of the meeting
3. Approve the annual Accounts and annual report Mgmt For For
for the financial year 2006 and to pay a dividend
of NOK 2.50 per share
4. Approve the remuneration to the Company s Auditor Mgmt For For
5. Approve the Board s declaration regarding the Mgmt For For
determination of salary and other remuneration
to senior employees, pursuant to Section 6-16A
in the act relating to Public Limited Companies
6. Approve NOK 5 billion transfer from Share Premium Mgmt For For
Account to unrestricted shareholder s equity
7. Grant authority to repurchase up to 9.80% of Mgmt For For
issued share capital for acquisition of businesses
and up to 0.15% of issued share capital in
connection with the Company s existiing Share
Incentive Plans
8. Elect the shareholders representatives and deputy Mgmt For For
shareholder representatives to the Corporate
Assembly
9. Approve the determination of remuneration to Mgmt For For
Members of the Corporate Assembly
10. Elect the Members to the Election Committee Mgmt For For
- --------------------------------------------------------------------------------------------------------------------------
TELIASONERA AB Agenda Number: 701180402
- --------------------------------------------------------------------------------------------------------------------------
Security: W95890104
Meeting Type: AGM
Meeting Date: 24-Apr-2007
Ticker:
ISIN: SE0000667925
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Non-Votable
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE
YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting Non-Votable
OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE
TO BE LODGED.
PLEASE NOTE THAT IT IS NOT POSSIBLE TO VOTE Non-Voting Non-Votable
ABSTAIN FOR THE RESOLUTIONS OF THIS MEETING.
THANK YOU.
1. Elect Mr. Sven Unger as a Chairman at the meeting Mgmt For For
2. Elect 2 persons to check the meeting minutes Mgmt For For
along with the Chairperson
3. Approve the voting register Mgmt For For
4. Adopt the agenda Mgmt For For
5. Approve to confirm that the meeting has been Mgmt For For
duly and properly convened
6. Receive the annual report and the Auditor s Non-Voting Non-Votable
report, consolidated financial statements and
the Group Auditor s report for 2006; speech
by President Mr. Anders Igel in connection
herewith and a description of the Board of
Directors work during 2006
7. Adopt the income statement, balance sheet, consolidated Mgmt For For
income statement and consolidated balance sheet
8. Approve the dividend of SEK 6.30 per share be Mgmt For For
distributed to the shareholders and that 27
APR 2007 be set as the record date for the
dividend; if the AGM adopts this, it is estimated
that disbursement from VPC AB will take place
on 03 MAY 2007
9. Grant discharge the Members of the Board of Mgmt For For
Directors and the President from personal liability
for the administration of the Company in 2006
10. Approve the number of Board Members at seven Mgmt For For
and no Deputes
11. Approve the remuneration to the Board of Directors Mgmt For For
until the next AGM would be SEK 900,000 to
the Chairman, SEK 400,000 to each other Board
Member elected by the AGM; the Chairman of
the Board s Audit Committee would receive remuneration
of SEK 150,000 and other Members of the Audit
Committee would receive SEK 100,000 each and
the Chairman of the Board s Remuneration Committee
would receive SEK 40,000 and other Members
of the Remuneration Committee would receive
SEK 20,000 each
12. Re-elect Messrs. Maija-Liisa Friman, Conny Karlsson, Mgmt For For
Lars G. Nordstrom, Timo Peltola, Jon Risfelt,
Caroline Sundewall and Tom Von Weymarn; and
the election will be preceded by information
from the Chairperson concerning positions held
in other Companies by the candidates
13. Elect Mr. Tom Von Weymarn as the Chairman of Mgmt For For
the Board of Director s
14. Elect Messrs. Jonas Iversen, Swedish state, Mgmt For For
Markku Tapio Finnish state, K.G. Lindvall
Robur, Lennart Ribohn SEB as the Nomination
Committee
15. Approve the guidelines for remuneration of the Mgmt For For
Executive Management as specified
16. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
to oblige the Board of Directors to employ
at least 1customerombudsman
17. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
that AGM take place at the same time in both
Stockholm and Helsinki
18. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr For Against
that also the shareholders with few and medium
number of shares shall be represented in the
Nomination Committee
19. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
that the instructions for the Nomination Committee
should clearly state that the Committee in
its work should aim at increased equality between
men and women
20. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
that the AGM authorize and instructs the Management
and Board of Directors of TeliaSonera to enlist
the good offices of the Swedish Ambassador
to the United States and the United States
Ambassador to Sweden to assist them in crafting
a settlement with Murray Swanson and the Sonera
US Management Team that fairly respects and
recognizes their contributions to TeliaSonera
and that is consistent with TeliaSonera s Shared
Values and Business Ethics as well as all applicable
organization for cooperation and development
guidelines closing of the AGM
- --------------------------------------------------------------------------------------------------------------------------
THE AES CORPORATION Agenda Number: 932734254
- --------------------------------------------------------------------------------------------------------------------------
Security: 00130H105
Meeting Type: Annual
Meeting Date: 25-Jun-2007
Ticker: AES
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RICHARD DARMAN Mgmt For For
PAUL HANRAHAN Mgmt For For
KRISTINA M. JOHNSON Mgmt For For
JOHN A. KOSKINEN Mgmt For For
PHILIP LADER Mgmt For For
JOHN H. MCARTHUR Mgmt For For
SANDRA O. MOOSE Mgmt For For
PHILIP A. ODEEN Mgmt For For
CHARLES O. ROSSOTTI Mgmt For For
SVEN SANDSTROM Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS. Mgmt For For
- --------------------------------------------------------------------------------------------------------------------------
THE SOUTHERN COMPANY Agenda Number: 932676565
- --------------------------------------------------------------------------------------------------------------------------
Security: 842587107
Meeting Type: Annual
Meeting Date: 23-May-2007
Ticker: SO
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J.P. BARANCO Mgmt For For
D.J. BERN Mgmt For For
F.S. BLAKE Mgmt For For
T.F. CHAPMAN Mgmt For For
H.W. HABERMEYER, JR. Mgmt For For
D.M. JAMES Mgmt For For
J.N. PURCELL Mgmt For For
D.M. RATCLIFFE Mgmt For For
W.G. SMITH, JR. Mgmt For For
G.J. ST. PE Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2007
03 STOCKHOLDER PROPOSAL ON ENVIRONMENTAL REPORT Shr Against For
- --------------------------------------------------------------------------------------------------------------------------
TOTAL S.A. Agenda Number: 932691769
- --------------------------------------------------------------------------------------------------------------------------
Security: 89151E109
Meeting Type: Annual
Meeting Date: 11-May-2007
Ticker: TOT
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 APPROVAL OF PARENT COMPANY FINANCIAL STATEMENTS Mgmt For For
O2 APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
O3 ALLOCATION OF EARNINGS, DECLARATION OF DIVIDEND Mgmt For For
O4 AGREEMENTS COVERED BY ARTICLE L. 225-38 OF THE Mgmt For For
FRENCH COMMERCIAL CODE
O5 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
TRADE SHARES OF THE COMPANY
O6 RENEWAL OF THE APPOINTMENT OF MR. THIERRY DESMAREST Mgmt Against Against
AS A DIRECTOR
O7 RENEWAL OF THE APPOINTMENT OF MR. THIERRY DE Mgmt Against Against
RUDDER AS A DIRECTOR
O8 RENEWAL OF THE APPOINTMENT OF MR. SERGE TCHURUK Mgmt Against Against
AS A DIRECTOR
O9 APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Mgmt Against Against
SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF
THE ARTICLES OF ASSOCIATION
O10 APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Mgmt Against For
SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF
THE ARTICLES OF ASSOCIATION
O11 APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Mgmt Against For
SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF
THE ARTICLES OF ASSOCIATION
O12 DETERMINATION OF THE TOTAL AMOUNT OF DIRECTORS Mgmt For For
COMPENSATION
E13 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Mgmt For For
OF DIRECTORS TO INCREASE CAPITAL BY ISSUING
COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS
TO CAPITAL WHILE MAINTAINING SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS
E14 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Mgmt Against Against
OF DIRECTORS TO INCREASE CAPITAL BY ISSUING
COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS
TO CAPITAL WITHOUT PREFERENTIAL SUBSCRIPTION
RIGHTS
E15 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Mgmt For For
OF DIRECTORS TO INCREASE CAPITAL UNDER THE
CONDITIONS PROVIDED FOR IN ARTICLE 443-5 OF
THE FRENCH LABOR CODE
E16 AUTHORIZATION TO GRANT SUBSCRIPTION OR PURCHASE Mgmt For For
OPTIONS FOR THE COMPANY S STOCK TO CERTAIN
EMPLOYEES OF THE GROUP AS WELL AS TO THE MANAGEMENT
OF THE COMPANY OR OF OTHER GROUP COMPANIES
E17 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO REDUCE CAPITAL BY CANCELING SHARES
E18 AMENDMENT OF ARTICLE 13, PARAGRAPH 2, OF THE Mgmt For For
COMPANY S ARTICLES OF ASSOCIATION WITH REGARD
TO THE METHODS THAT MAY BE USED TO PARTICIPATE
IN BOARD OF DIRECTORS MEETINGS
E19 AMENDMENT OF ARTICLE 17-2 OF THE COMPANY S ARTICLES Mgmt For For
OF ASSOCIATION TO TAKE INTO ACCOUNT NEW RULES
FROM THE DECREE OF DECEMBER 11, 2006 RELATING
TO THE COMPANY S BOOK-BASED SYSTEM FOR RECORDING
SHARES FOR SHAREHOLDERS WISHING TO PARTICIPATE
IN ANY FORM WHATSOEVER IN A GENERAL MEETING
OF THE COMPANY
E20 AMENDMENT OF ARTICLE 17-2 OF THE COMPANY S ARTICLES Mgmt For For
OF ASSOCIATION TO TAKE INTO ACCOUNT RULES RELATING
TO ELECTRONIC SIGNATURES IN THE EVENT OF A
VOTE CAST VIA TELECOMMUNICATION
A NEW PROCEDURE TO NOMINATE THE EMPLOYEE-SHAREHOLDER Mgmt For
DIRECTOR
B AUTHORIZATION TO GRANT RESTRICTED SHARES OF Mgmt For
THE COMPANY TO GROUP EMPLOYEES
C AMENDMENT OF ARTICLE 18, PARAGRAPH 7 OF THE Mgmt For
COMPANY S ARTICLES OF ASSOCIATION IN VIEW OF
DELETING THE STATUTORY CLAUSE LIMITING VOTING
RIGHTS
- --------------------------------------------------------------------------------------------------------------------------
TRANSCANADA CORP Agenda Number: 701167389
- --------------------------------------------------------------------------------------------------------------------------
Security: 89353D107
Meeting Type: MIX
Meeting Date: 27-Apr-2007
Ticker:
ISIN: CA89353D1078
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Elect Mr. K. E. Benson as a Director Mgmt For For
1.2 Elect Mr. D. H. Burney as a Director Mgmt For For
1.3 Elect Mr. W. K. Dobson as a Director Mgmt For For
1.4 Elect Mr. E. L. Draper as a Director Mgmt For For
1.5 Elect Mr. P. Gauthier as a Director Mgmt For For
1.6 Elect Mr. K. L. Hawkins as a Director Mgmt For For
1.7 Elect Mr. S. B. Jackson as a Director Mgmt For For
1.8 Elect Mr. P. L. Joskow as a Director Mgmt For For
1.9 Elect Mr. H. N. Kvisle as a Director Mgmt For For
1.10 Elect Mr. J. A. Macnaughton as a Director Mgmt For For
1.11 Elect Mr. D. P. O Brien as a Director Mgmt For For
1.12 Elect Mr. W. T. Stephens as a Director Mgmt For For
1.13 Elect Mr. D. M. G. Stewart as a Director Mgmt For For
2. Appoint KPMG LLP, Chartered Accountants as the Mgmt For For
Auditors and authorize the Directors to fix
their remuneration
3. Amend the Stock Option Plan, as specified Mgmt For For
4. Amend the Shareholder Rights Plan, as specified Mgmt For For
- --------------------------------------------------------------------------------------------------------------------------
TRANSCANADA CORPORATION Agenda Number: 932643338
- --------------------------------------------------------------------------------------------------------------------------
Security: 89353D107
Meeting Type: Annual and Special
Meeting Date: 27-Apr-2007
Ticker: TRP
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
K.E. BENSON Mgmt For For
D.H. BURNEY Mgmt For For
W.K. DOBSON Mgmt For For
E.L. DRAPER Mgmt For For
P. GAUTHIER Mgmt For For
K.L. HAWKINS Mgmt For For
S.B. JACKSON Mgmt For For
P.L. JOSKOW Mgmt For For
H.N. KVISLE Mgmt For For
J.A. MACNAUGHTON Mgmt For For
D.P. O'BRIEN Mgmt For For
W.T. STEPHENS Mgmt For For
D.M.G. STEWART Mgmt For For
02 APPOINTMENT OF KPMG LLP, CHARTERED ACCOUNTANTS Mgmt For For
AS AUDITORS AND AUTHORIZE THE DIRECTORS TO
FIX THEIR REMUNERATION.
03 RESOLUTION RECONFIRMING AND AMENDING THE STOCK Mgmt For For
OPTION PLAN, AS DESCRIBED IN THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR.
04 RESOLUTION RECONFIRMING AND AMENDING THE SHAREHOLDER Mgmt For For
RIGHTS PLAN, AS DESCRIBED IN THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR.
- --------------------------------------------------------------------------------------------------------------------------
UNITED UTILITIES PLC Agenda Number: 701028486
- --------------------------------------------------------------------------------------------------------------------------
Security: G92806101
Meeting Type: AGM
Meeting Date: 28-Jul-2006
Ticker:
ISIN: GB0006462336
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the report and the accounts Mgmt For For
2. Declare a final dividend of 29.58 pence per Mgmt For For
ordinary share
3. Approve the Directors remuneration report Mgmt For For
4. Re-appoint Mr. Philip Green as a Director Mgmt For For
5. Re-appoint Mr. Paul Heiden as a Director Mgmt For For
6. Re-appoint Sir Peter Middleton as a Director Mgmt For For
7. Re-appoint Mr. Gordon Waters as a Director Mgmt For For
8. Re-appoint Deloitte Touche LLP as the Auditors Mgmt For For
of the Company
9. Authorize the Board to fix the remuneration Mgmt For For
of the Auditors
10. Grant authority to issue the equity or equity-linked Mgmt For For
securities with pre-emptive rights up to aggregate
nominal amount of GBP 243,424,573
S.11 Grant authority to issue the equity or equity-linked Mgmt For For
securities without pre-emptive rights up to
aggregate nominal amount of GBP 43,778,771
S.12 Grant authority to make market purchases of Mgmt For For
87,557,542 ordinary shares by the Company
13. Amend the United Utilities PLC and rules of Mgmt For For
the Performance Share Plan
14. Amend the United Utilities PLC and rules of Mgmt For For
the International Plan
- --------------------------------------------------------------------------------------------------------------------------
VEOLIA ENVIRONNEMENT Agenda Number: 932689776
- --------------------------------------------------------------------------------------------------------------------------
Security: 92334N103
Meeting Type: Annual
Meeting Date: 10-May-2007
Ticker: VE
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 APPROVAL OF REPORTS AND STATUTORY FINANCIAL Mgmt For For
STATEMENTS FOR THE 2006 FINANCIAL YEAR
O2 APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
FOR THE 2006 FINANCIAL YEAR
O3 APPROVAL OF THE EXPENSES AND CHARGES REFERRED Mgmt For For
TO IN ARTICLE 39-4 OF THE CODE GENERAL DES
IMPOTS
O4 ALLOCATION OF NET INCOME AND PAYMENT DATE OF Mgmt For For
DIVIDENDS
O5 APPROVAL OF REGULATED AGREEMENTS AND UNDERTAKINGS Mgmt Against Against
O6 RATIFICATION OF THE APPOINTMENT OF A DIRECTOR Mgmt For For
[MR. PAOLO SCARONI]
O7 RATIFICATION OF THE APPOINTMENT OF A DIRECTOR Mgmt Against Against
[MR. AUGUSTIN DE ROMANET DE BEAUNE]
O8 APPOINTMENT OF A PRINCIPAL STATUTORY AUDITOR Mgmt For For
[KPMG SA]
O9 APPOINTMENT OF AN ALTERNATE STATUTORY AUDITOR Mgmt For For
[MR. PHILIPPE MATHIS]
O10 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt Against Against
TRADE IN THE COMPANY S OWN SHARES
E11 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
INCREASE THE SHARE CAPITAL BY ISSUING SHARES
OR SECURITIES CONVERTIBLE, IMMEDIATELY OR OVER
TIME, INTO THE COMPANY S SHARES, AND RESERVED
FOR MEMBERS OF SAVINGS PLANS, WITHOUT PREFERENTIAL
SUBSCRIPTION RIGHTS IN FAVOR OF SUCH MEMBERS
E12 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
INCREASE SHARE CAPITAL RESERVED FOR A CATEGORY
OF BENEFICIARIES, WITHOUT PREFERENTIAL RIGHTS
IN FAVOR OF SUCH BENEFICIARIES
E13 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt Against Against
AWARD, FOR NO CONSIDERATION, NEWLY ISSUED OR
EXISTING SHARES TO ALL OR ONLY SOME OF THE
GROUP S EMPLOYEES OR OFFICERS
E14 HARMONIZATION OF THE ARTICLES OF ASSOCIATION Mgmt For For
WITH THE PROVISIONS OF THE DECREE OF DECEMBER
11, 2006
E15 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt Against Against
DECIDE, DURING A TAKEOVER BID PERIOD, TO ISSUE
WARRANTS WITH PREFERENTIAL RIGHTS TO SUBSCRIBE
SHARES OF THE COMPANY, INCLUDING THEIR FREE
ISSUE TO ALL OF THE COMPANY S SHAREHOLDERS
E16 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt Against Against
ACT DURING A TAKEOVER BID PERIOD INITIATED
FOR THE SHARES OF THE COMPANY, WHERE THE RECIPROCITY
RULE APPLIES
17 POWERS TO CARRY OUT FORMALITIES Mgmt For For
- --------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 932647401
- --------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 03-May-2007
Ticker: VZ
ISIN:
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JAMES R. BARKER Mgmt For For
1B ELECTION OF DIRECTOR: RICHARD L. CARRION Mgmt For For
1C ELECTION OF DIRECTOR: M. FRANCES KEETH Mgmt For For
1D ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For
1E ELECTION OF DIRECTOR: SANDRA O. MOOSE Mgmt For For
1F ELECTION OF DIRECTOR: JOSEPH NEUBAUER Mgmt For For
1G ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For
1H ELECTION OF DIRECTOR: THOMAS H. O BRIEN Mgmt For For
1I ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Mgmt For For
1J ELECTION OF DIRECTOR: HUGH B. PRICE Mgmt For For
1K ELECTION OF DIRECTOR: IVAN G. SEIDENBERG Mgmt For For
1L ELECTION OF DIRECTOR: WALTER V. SHIPLEY Mgmt For For
1M ELECTION OF DIRECTOR: JOHN W. SNOW Mgmt For For
1N ELECTION OF DIRECTOR: JOHN R. STAFFORD Mgmt For For
1O ELECTION OF DIRECTOR: ROBERT D. STOREY Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM.
03 ELIMINATE STOCK OPTIONS Shr Against For
04 SHAREHOLDER APPROVAL OF FUTURE SEVERANCE AGREEMENTS Shr For Against
05 COMPENSATION CONSULTANT DISCLOSURE Shr For Against
06 ADVISORY VOTE ON EXECUTIVE COMPENSATION Shr For Against
07 LIMIT SERVICE ON OUTSIDE BOARDS Shr Against For
08 SHAREHOLDER APPROVAL OF FUTURE POISON PILL Shr Against For
09 REPORT ON CHARITABLE CONTRIBUTIONS Shr Against For
- --------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC Agenda Number: 932558438
- --------------------------------------------------------------------------------------------------------------------------
Security: 92857W100
Meeting Type: Special
Meeting Date: 25-Jul-2006
Ticker: VOD
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
E1 TO APPROVE THE RETURN OF CAPITAL BY WAY OF A Mgmt For For
B SHARE SCHEME AND SHARE CONSOLIDATION AND
THE CONSEQUENTIAL AMENDMENT TO THE ARTICLES
OF ASSOCIATION
A1 TO RECEIVE THE REPORT OF THE DIRECTORS AND FINANCIAL Mgmt For For
STATEMENTS
A2 DIRECTOR
SIR JOHN BOND, 2,3 Mgmt For For
ARUN SARIN, 2 Mgmt For For
THOMAS GEITNER Mgmt For For
DR MICHAEL BOSKIN, 1,3 Mgmt For For
LORD BROERS, 1,2 Mgmt For For
JOHN BUCHANAN, 1 Mgmt For For
ANDREW HALFORD Mgmt For For
PROF J. SCHREMPP, 2,3 Mgmt For For
LUC VANDEVELDE, 3 Mgmt For For
PHILIP YEA, 3 Mgmt For For
ANNE LAUVERGEON Mgmt For For
ANTHONY WATSON Mgmt For For
A14 TO APPROVE A FINAL DIVIDEND OF 3.87P PER ORDINARY Mgmt For For
SHARE
A15 TO APPROVE THE REMUNERATION REPORT Mgmt For For
A16 TO RE-APPOINT DELOITTE & TOUCHE LLP AS AUDITORS Mgmt For For
A17 TO AUTHORISE THE AUDIT COMMITTEE TO DETERMINE Mgmt For For
THE REMUNERATION OF THE AUDITORS
A18 TO ADOPT NEW ARTICLES OF ASSOCIATION + Mgmt For For
A19 TO AUTHORISE DONATIONS UNDER THE POLITICAL PARTIES, Mgmt For For
ELECTIONS AND REFERENDUMS ACT 2000
A20 TO RENEW AUTHORITY TO ALLOT SHARES UNDER ARTICLE Mgmt For For
16.2 OF THE COMPANY S ARTICLES OF ASSOCIATION
A21 TO RENEW AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
UNDER ARTICLE 16.3 OF THE COMPANY S ARTICLES
OF ASSOCIATION +
A22 TO AUTHORISE THE COMPANY S PURCHASE OF ITS OWN Mgmt For For
SHARES (SECTION 166, COMPANIES ACT 1985) +
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WINDSTREAM CORPORATION Agenda Number: 932658202
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Security: 97381W104
Meeting Type: Annual
Meeting Date: 09-May-2007
Ticker: WIN
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
S.E. "SANDY" BEALL, III Mgmt For For
DENNIS E. FOSTER Mgmt For For
FRANCIS X. FRANTZ Mgmt For For
JEFFERY R. GARDNER Mgmt For For
JEFFREY T. HINSON Mgmt For For
JUDY K. JONES Mgmt For For
WILLIAM A. MONTGOMERY Mgmt For For
FRANK E. REED Mgmt For For
02 APPROVE THE WINDSTREAM PERFORMANCE INCENTIVE Mgmt For For
COMPENSATION PLAN
03 RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS WINDSTREAM S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANT FOR 2007
04 REQUIRED EQUITY AWARDS TO BE HELD Shr Against For
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WISCONSIN ENERGY CORPORATION Agenda Number: 932648566
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Security: 976657106
Meeting Type: Annual
Meeting Date: 03-May-2007
Ticker: WEC
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOHN F. AHEARNE Mgmt For For
JOHN F. BERGSTROM Mgmt For For
BARBARA L. BOWLES Mgmt For For
PATRICIA W. CHADWICK Mgmt For For
ROBERT A. CORNOG Mgmt For For
CURT S. CULVER Mgmt For For
THOMAS J. FISCHER Mgmt For For
GALE E. KLAPPA Mgmt For For
ULICE PAYNE JR Mgmt For For
FREDERICK P STRATTON JR Mgmt For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP AS INDEPENDENT Mgmt For For
AUDITORS FOR 2007.
* Management position unknown
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) Utilities Portfolio
By (Signature) /s/ Duncan W. Richardson
Name Duncan W. Richardson
Title President
Date 08/28/2007