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: 811-21400
NAME OF REGISTRANT: Eaton Vance Tax-Advantaged
Dividend Income Fund
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: Two International Place
Boston, MA 02110
NAME AND ADDRESS OF AGENT FOR SERVICE: Maureen A. Gemma, Esq.
Two International Place
Boston, MA 02110
REGISTRANT'S TELEPHONE NUMBER: 617-482-8260
DATE OF FISCAL YEAR END: 08/31
DATE OF REPORTING PERIOD: 07/01/2009 - 06/30/2010
Eaton Vance Tax-Advantaged Dividend Income Fund
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ALLIANZ SE, MUENCHEN Agenda Number: 702315133
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Security: D03080112
Meeting Type: AGM
Meeting Date: 05-May-2010
Ticker:
ISIN: DE0008404005
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS Non-Voting No vote
REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE
A CONTROLLING OR PERSONAL INTEREST IN THIS
COMPANY. SHOULD EITHER BE THE CASE, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT WE MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY.
IF YOU DO NOT HAVE A CONTROLLING OR PERSONAL
INTEREST, SUBMIT YOUR VOTE AS USUAL THANK YOU
The registration for the General Meeting of Non-Voting No vote
Shareholders does not result in the shares
being blocked. Please contact the relationship
manager of your depositary bank to clarify
variant procedures in the German market.
1. Presentation of the approved Annual Financial Non-Voting No vote
Statements and the approved Consolidated Financial
Statements as at December 31, 2009, and of
the Management Reports for Allianz SE and for
the Group, the Explanatory Reports on the information
pursuant to Paragraph 289 (4), Paragraph 315
(4) and Paragraph 289 (5) of the German Commercial
Code (Handelsgesetzbuch) as well as the Report
of the Supervisory Board for the fiscal year
2009
2. Appropriation of net earnings Mgmt For For
3. Approval of the actions of the members of the Mgmt For For
Management Board
4. Approval of the actions of the members of the Mgmt For For
Supervisory Board
5. By-election to the Supervisory Board Mgmt For For
6. Approval of the remuneration system for the Mgmt For For
Management Board members of Allianz SE
7. Creation of an Authorized Capital 2010/I, cancellation Mgmt For For
of the Authorized Capital 2006/I and corresponding
amendment to the Statutes
8. Creation of an Authorized Capital 2010/II for Mgmt For For
the issuance of shares to employees, cancellation
of the Authorized Capital 2006/II and corresponding
amendment to the Statutes
9. Approval of a new authorization to issue bonds Mgmt For For
carrying conversion and/or option rights as
well as convertible participation rights, creation
of a Conditional Capital 2010, cancellation
of the current authorization to issue bonds
carrying conversion and/or option rights, cancellation
of the Conditional Capital 2006 and corresponding
amendment to the Statutes
10. Authorization to acquire treasury shares for Mgmt For For
trading purposes
11. Authorization to acquire and utilize treasury Mgmt For For
shares for other purposes
12. Authorization to use derivatives in connection Mgmt For For
with the acquisition of treasury shares pursuant
to Paragraph 71 (1) no. 8 of the German Stock
Corporation Act (Aktiengesetz)
13. Approval of control and profit transfer agreement Mgmt For For
between Allianz SE and Allianz Common Applications
and Services GmbH
14. Approval of control and profit transfer agreement Mgmt For For
between Allianz SE and AZ-Argos 45 Vermoegensverwaltungsgesellschaft
mbH
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AT&T INC. Agenda Number: 933200177
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Security: 00206R102
Meeting Type: Annual
Meeting Date: 30-Apr-2010
Ticker: T
ISIN: US00206R1023
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Mgmt For For
1B ELECTION OF DIRECTOR: GILBERT F. AMELIO Mgmt For For
1C ELECTION OF DIRECTOR: REUBEN V. ANDERSON Mgmt For For
1D ELECTION OF DIRECTOR: JAMES H. BLANCHARD Mgmt For For
1E ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For
1F ELECTION OF DIRECTOR: JAMES P. KELLY Mgmt For For
1G ELECTION OF DIRECTOR: JON C. MADONNA Mgmt For For
1H ELECTION OF DIRECTOR: LYNN M. MARTIN Mgmt For For
1I ELECTION OF DIRECTOR: JOHN B. MCCOY Mgmt For For
1J ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For
1K ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON Mgmt For For
1L ELECTION OF DIRECTOR: PATRICIA P. UPTON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS. Mgmt For For
03 CUMULATIVE VOTING. Shr Against For
04 PENSION CREDIT POLICY. Shr For Against
05 ADVISORY VOTE ON COMPENSATION. Shr For Against
06 SPECIAL STOCKHOLDER MEETINGS. Shr For Against
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BANCO SANTANDER BRASIL S.A. Agenda Number: 933182999
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Security: 05967A107
Meeting Type: Special
Meeting Date: 03-Feb-2010
Ticker: BSBR
ISIN: US05967A1079
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A ELECTION OF THREE (3) NEW MEMBERS OF THE COMPANY'S Mgmt For For
BOARD OF DIRECTORS, BEING ONE (1) OF THEM CONSIDERED
INDEPENDENT DIRECTOR, ACCORDING TO PARAGRAPH
3, ARTICLE 14, OF THE COMPANY'S BY-LAWS, AND
CONFIRMATION OF THE COMPOSITION OF SUCH BOARD
B APPROVAL OF (I) A PURCHASE OPTION PLAN OF COMPANY'S Mgmt For For
UNITS, WHICH PURPOSE IS TO GRANT PURCHASE OPTIONS
OF UNITS, EACH REPRESENTING FIFTY-FIVE (55)
COMMON SHARES AND FIFTY (50) PREFERRED SHARES
ISSUED BY THE COMPANY; AND (II) LONG-TERM INCENTIVE
PLAN - INVESTMENT IN COMPANY'S UNITS, WHICH
PURPOSE IS THE PAYMENT OF RESOURCES, IN CASH,
BY THE COMPANY
- --------------------------------------------------------------------------------------------------------------------------
BANCO SANTANDER BRASIL S.A. Agenda Number: 933236312
- --------------------------------------------------------------------------------------------------------------------------
Security: 05967A107
Meeting Type: Annual
Meeting Date: 27-Apr-2010
Ticker: BSBR
ISIN: US05967A1079
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 TAKE THE MANAGEMENT ACCOUNTS, EXAMINING, DISCUSSING Mgmt For For
AND VOTING THE COMPANY'S FINANCIAL STATEMENTS
RELATED TO THE FISCAL YEAR ENDED ON DECEMBER
31, 2009, TOGETHER WITH THE MANAGEMENT REPORT,
THE BALANCE SHEET, OTHER PARTS OF THE FINANCIAL
STATEMENTS, EXTERNAL AUDITORS' OPINION AND
THE AUDIT COMMITTEE REPORT
O2 DECIDE ON THE DESTINATION OF THE NET PROFIT Mgmt For For
OF THE FISCAL YEAR OF 2009 AND THE DISTRIBUTION
OF DIVIDENDS
O3 FIX THE ANNUAL OVERALL CONSIDERATION OF THE Mgmt Against Against
COMPANY'S MANAGEMENT FOR THE EXERCISE OF 2010
E1 APPROVE THE INCREASE OF THE CAPITAL, THROUGH Mgmt For For
THE CAPITALIZATION OF CAPITAL RESERVES, IN
THE AMOUNT OF R$ 22,130,211.93, WITHOUT ISSUING
NEW SHARES, THE COMPANY'S CAPITAL BEING INCREASED
FROM R$ 62,806,071,402.28 TO R$ 62,828,201,614.21.
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT
E2 APPROVE THE AMENDMENT OF THE COMPANY'S BYLAWS, Mgmt For For
IN ITS ARTICLES 5, HEADING, 12, 15, PARAGRAPH
3, 16 AND PARAGRAPHS, 17, ITEM XIX, 19, HEADING
E PARAGRAPH 2, 21 AND PARAGRAPHS, 22, 26, ITEM
IV, AND 35, ADDITION OF PARAGRAPHS 3 AND 4,
ACCORDING TO THE PROPOSAL OF THE BOARD OF EXECUTIVE
OFFICERS.
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BANK OF AMERICA CORPORATION Agenda Number: 933183218
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Security: 060505104
Meeting Type: Special
Meeting Date: 23-Feb-2010
Ticker: BAC
ISIN: US0605051046
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 A PROPOSAL TO ADOPT AN AMENDMENT TO THE BANK Mgmt For For
OF AMERICA CORPORATION AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF COMMON STOCK
FROM 10 BILLION TO 11.3 BILLION.
02 A PROPOSAL TO APPROVE THE ADJOURNMENT OF THE Mgmt For For
SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES, IN THE EVENT
THAT THERE ARE NOT SUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO APPROVE THE
PROPOSAL SET FORTH IN ITEM 1.
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BANK OF AMERICA CORPORATION Agenda Number: 933183218
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Security: 060505575
Meeting Type: Special
Meeting Date: 23-Feb-2010
Ticker: BMLPRN
ISIN: US0605055757
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 A PROPOSAL TO ADOPT AN AMENDMENT TO THE BANK Mgmt For For
OF AMERICA CORPORATION AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF COMMON STOCK
FROM 10 BILLION TO 11.3 BILLION.
02 A PROPOSAL TO APPROVE THE ADJOURNMENT OF THE Mgmt For For
SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES, IN THE EVENT
THAT THERE ARE NOT SUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO APPROVE THE
PROPOSAL SET FORTH IN ITEM 1.
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BANK OF AMERICA CORPORATION Agenda Number: 933203111
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Security: 060505104
Meeting Type: Annual
Meeting Date: 28-Apr-2010
Ticker: BAC
ISIN: US0605051046
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SUSAN S. BIES Mgmt For For
1B ELECTION OF DIRECTOR: WILLIAM P. BOARDMAN Mgmt For For
1C ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. Mgmt For For
1D ELECTION OF DIRECTOR: VIRGIS W. COLBERT Mgmt For For
1E ELECTION OF DIRECTOR: CHARLES K. GIFFORD Mgmt For For
1F ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, JR. Mgmt For For
1G ELECTION OF DIRECTOR: D. PAUL JONES, JR. Mgmt For For
1H ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For
1I ELECTION OF DIRECTOR: THOMAS J. MAY Mgmt For For
1J ELECTION OF DIRECTOR: BRIAN T. MOYNIHAN Mgmt For For
1K ELECTION OF DIRECTOR: DONALD E. POWELL Mgmt For For
1L ELECTION OF DIRECTOR: CHARLES O. ROSSOTTI Mgmt For For
1M ELECTION OF DIRECTOR: ROBERT W. SCULLY Mgmt For For
02 A PROPOSAL TO RATIFY THE REGISTERED INDEPENDENT Mgmt For For
PUBLIC ACCOUNTING FIRM FOR 2010
03 A PROPOSAL TO ADOPT AN AMENDMENT TO THE BANK Mgmt For For
OF AMERICA AMENDED AND RESTATED CERTIFICATE
OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK FROM 11.3
BILLION TO 12.8 BILLION
04 AN ADVISORY (NON-BINDING) VOTE APPROVING EXECUTIVE Mgmt For For
COMPENSATION
05 A PROPOSAL TO APPROVE AN AMENDMENT TO THE 2003 Mgmt For For
KEY ASSOCIATE STOCK PLAN
06 STOCKHOLDER PROPOSAL - DISCLOSURE OF GOVERNMENT Shr Against For
EMPLOYMENT
07 STOCKHOLDER PROPOSAL - NON-DEDUCTIBLE PAY Shr For Against
08 STOCKHOLDER PROPOSAL - SPECIAL STOCKHOLDER MEETINGS Shr For Against
09 STOCKHOLDER PROPOSAL - ADVISORY VOTE ON EXECUTIVE Shr For Against
COMPENSATION
10 STOCKHOLDER PROPOSAL - SUCCESSION PLANNING Shr For Against
11 STOCKHOLDER PROPOSAL - DERIVATIVES TRADING Shr For Against
12 STOCKHOLDER PROPOSAL - RECOUP INCENTIVE COMPENSATION Shr For Against
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BANK OF AMERICA CORPORATION Agenda Number: 933203111
- --------------------------------------------------------------------------------------------------------------------------
Security: 060505575
Meeting Type: Annual
Meeting Date: 28-Apr-2010
Ticker: BMLPRN
ISIN: US0605055757
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SUSAN S. BIES Mgmt For For
1B ELECTION OF DIRECTOR: WILLIAM P. BOARDMAN Mgmt For For
1C ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. Mgmt For For
1D ELECTION OF DIRECTOR: VIRGIS W. COLBERT Mgmt For For
1E ELECTION OF DIRECTOR: CHARLES K. GIFFORD Mgmt For For
1F ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, JR. Mgmt For For
1G ELECTION OF DIRECTOR: D. PAUL JONES, JR. Mgmt For For
1H ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For
1I ELECTION OF DIRECTOR: THOMAS J. MAY Mgmt For For
1J ELECTION OF DIRECTOR: BRIAN T. MOYNIHAN Mgmt For For
1K ELECTION OF DIRECTOR: DONALD E. POWELL Mgmt For For
1L ELECTION OF DIRECTOR: CHARLES O. ROSSOTTI Mgmt For For
1M ELECTION OF DIRECTOR: ROBERT W. SCULLY Mgmt For For
02 A PROPOSAL TO RATIFY THE REGISTERED INDEPENDENT Mgmt For For
PUBLIC ACCOUNTING FIRM FOR 2010
03 A PROPOSAL TO ADOPT AN AMENDMENT TO THE BANK Mgmt For For
OF AMERICA AMENDED AND RESTATED CERTIFICATE
OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK FROM 11.3
BILLION TO 12.8 BILLION
04 AN ADVISORY (NON-BINDING) VOTE APPROVING EXECUTIVE Mgmt For For
COMPENSATION
05 A PROPOSAL TO APPROVE AN AMENDMENT TO THE 2003 Mgmt For For
KEY ASSOCIATE STOCK PLAN
06 STOCKHOLDER PROPOSAL - DISCLOSURE OF GOVERNMENT Shr Against For
EMPLOYMENT
07 STOCKHOLDER PROPOSAL - NON-DEDUCTIBLE PAY Shr For Against
08 STOCKHOLDER PROPOSAL - SPECIAL STOCKHOLDER MEETINGS Shr For Against
09 STOCKHOLDER PROPOSAL - ADVISORY VOTE ON EXECUTIVE Shr For Against
COMPENSATION
10 STOCKHOLDER PROPOSAL - SUCCESSION PLANNING Shr For Against
11 STOCKHOLDER PROPOSAL - DERIVATIVES TRADING Shr For Against
12 STOCKHOLDER PROPOSAL - RECOUP INCENTIVE COMPENSATION Shr For Against
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BELGACOM SA DE DROIT PUBLIC, BRUXELLES Agenda Number: 702303215
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Security: B10414116
Meeting Type: AGM
Meeting Date: 14-Apr-2010
Ticker:
ISIN: BE0003810273
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting No vote
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
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting No vote
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
1 Examination of the annual reports of the Board Non-Voting No vote
of Directors of Belgacom SA of Public Law with
regard to the annual accounts and consolidated
annual accounts at 31 DEC 2009
2 Examination of the reports of the Board of Auditors Non-Voting No vote
of Belgacom SA of Public Law with regard to
the annual accounts and of the Auditor with
regard to the consolidated annual accounts
at 31 DEC 2009
3 Examination of the information provided by the Non-Voting No vote
Joint Committee
4 Examination of the consolidated annual accounts Non-Voting No vote
at 31 DEC 2009
5 Examination of the annual reports of the Board Non-Voting No vote
of Directors of Belgacom Mobile SA, Telindus
NV and Telindus Sorucing SA with regard to
the annual accounts at 31 DEC 2009
6 Examination of the reports of the Auditors of Non-Voting No vote
Belgacom Mobile SA, Telindus NV and Telindus
Sourcing SA with regard to the annual accounts
at 31 DEC 2009
7 Approve the annual accounts of Belgacom SA of Mgmt No vote
Public Law at 31 DEC 2009 and the annual accounts
with regard to the FY closed on 31 DEC 2009,
as specified
8 Grant discharge to the Members of the Board Mgmt No vote
of Directors to the Members of the Board of
Directors for the exercise of their mandate
during the FY closed on 31 DEC 2009
9 Grant a special discharge to Mr. Robert Tollet Mgmt No vote
for the exercise of his mandate until 30 SEP
2009
10 Grant discharge to the Members of the Board Mgmt No vote
of Auditors to the Auditors for the exercise
of their mandate during the FY closed on 31
DEC 2009
11 Grant discharge to the Ernst & Young Bedrijfsrevisoren/ReviseursMgmt No vote
D'Enterprises BCV/SCC, represented by Mr. Marnix
Van Dooren, for the exercise of his mandate
during the FYE on 31 DEC 2009
12 Appointment of Mrs. Lutgart Van Den Berghe as Mgmt No vote
the Board Member, in accordance with the recommendation
of the Nomination an Remuneration Committee,
for a period which will expire at the AGM of
2016
13 Appointment of Mr. Pierre-Alain De Smedt as Mgmt No vote
the Board Member, in accordance with the recommendation
of the Nomination and Remuneration Committee,
for a period which expire at the AGM of 2016
14 Approve the remuneration of Mrs. L. Van Den Mgmt No vote
Berghe and Mr. P-A. De Smedt as follows: fixed
annual remuneration of EUR 25,000, attendance
fee of EUR 5000 per Board meeting attended,
attendance fee of EUR 2,500 per Board advisory
Committee meeting attended, EUR 2,000 per year
to cover communication costs
15 Appointment of Deloitte Bedrijfsrevisoren/Reviseurs Mgmt No vote
D'Enterprises SC Sfd Scrl, represented by Mr.
Geert Verstraeten and Luc Callaert Sc Sfd Sprlu,
represented by Luc Callaert for the statutory
audit of Belgacom SA of Public Law for a period
of 6 years for an annual audit fee of EUR 240,000
[to be indexed annually]
16 Approve the Auditor in charge of certifying Mgmt No vote
the consolidated accounts for the Belgacom
Group, granted to Ernst & Young Bedrijfsrevisoren/Reviseurs
D'Enterprises BCV/SCC, represented by Mr. Marnix
Van Dooren
17 Appointment of Deloitte Bedrijfsrevisoren/Reviseurs Mgmt No vote
D'Enterprises SC Sfd Scrl, represented by Mr.
Geert Verstraeten and Mr. Luc Van Coppenolle,
for a period of 3 years for an annual audit
fee of EUR 280,000 [ to be indexed annually]
18 Acknowledgement appointment of a Member of the Mgmt No vote
Board of Auditors of Belgacom SA Public Law,
the AGM takes note of the decision of the Cour
des comptes taken as 10 FEB 2010, regarding
the nomination of Mr. Pierre Rion for a new
term of 6 years
19 Approve the annual accounts at 31 DEC 2009 of Mgmt No vote
Belgacom Mobile SA with regard to the FY closed
on 31 DEC 2009
20 Grant discharge to the Members of the Board Mgmt No vote
of Directors of Belgacom Mobile SA for the
exercise of their mandate during the FY closed
on 31 DEC 2009
21 Grant discharge to the Auditor of Belgacom Mobile Mgmt No vote
SA for the exercise of his mandate during the
FY closed on 31 DEC 2009
22 Approve the annual accounts of Telindus NV with Mgmt No vote
regard to the FY closed on 31 DEC 2009
23 Grant discharge of the Members of the Board Mgmt No vote
of Directors of Telindus NV for the exercise
of their mandate during the FY closed on 31
DEC 2009
24 Grant discharge to the Auditor of Telindus NV Mgmt No vote
for the exercise of his mandate during the
FY closed on 31 DEC 2009
25 Approve the annual accounts of Telindus Sourcing Mgmt No vote
SA with regard to the FY closed on 31 DEC 2009
26 Grant discharge to the Members of the Board Mgmt No vote
of Directors of Telindus Sourcing SA for the
exercise of their mandate during the FY closed
on 31 DEC 2009
27 Grant discharge to the Auditor of Telindus Sourcing Mgmt No vote
SA for the exercise of his mandate during the
FY closed on 31 DEC 2009
28 Miscellaneous Non-Voting No vote
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BELGACOM SA DE DROIT PUBLIC, BRUXELLES Agenda Number: 702305586
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Security: B10414116
Meeting Type: EGM
Meeting Date: 14-Apr-2010
Ticker:
ISIN: BE0003810273
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
- - MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting No vote
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
- - IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting No vote
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
1 Authorize the Board of Directors to acquire Mgmt No vote
the maximum number of shares permitted
by law in case this acquisition is necessary
for preventing any imminent and serious
prejudice to the Company, this mandate is granted
for a new period of 3 years starting on the
day of disclosure of this amendment to the
Articles of Association by the General Meeting
of 14 APR 2010, the price paid for such shares
may not be more than 5% above the highest closing
price in the 30 day trading period preceding
the transaction, and no.CONTD
- - CONTD.more than 10% below the lowest closing Non-Voting No vote
price in that same 30 day trading period;
pursuant to this decision, approve to modify
Article 13, Section 4 of the Articles
of Association as: replace 11 APR 2007 by 14
APR 2010 in Article 13, Section 4 of the
Articles of Association
2 Authorize the Board of Directors, for a new Mgmt No vote
period of 3 years starting from the day of
this amendment to the Articles of Association
by the general meeting of 14 APR 2010,
to increase capital, in any and all forms,
including a capital increase where the pre-emptive
rights of shareholders are restricted
or withdrawn, even after receipt by the Company
of a notification from the Belgian Banking,
Finance and Insurance Commission of a takeover
bid for the Company's shares, where this is
the case, however, the.CONTD
- - CONTD.capital increase must comply with the Non-Voting No vote
additional terms and conditions laid down
in Article 607 of the Commercial Companies
Code, pursuant to this decision, approve
to modify Article 5, Section 3, Sub-section
2 of the Articles of Association as:
replace 11 APR 2007 by 14 APR 2010 in Article
5, Section 3, Sub-section 2 of the Articles
of Association
3 Authorize the Secretary General, including that Mgmt No vote
of replacement, for the purpose of coordinating
the Articles of Association to reflect the
resolutions
- --------------------------------------------------------------------------------------------------------------------------
BHP BILLITON LIMITED Agenda Number: 933149329
- --------------------------------------------------------------------------------------------------------------------------
Security: 088606108
Meeting Type: Annual
Meeting Date: 26-Nov-2009
Ticker: BHP
ISIN: US0886061086
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO RECEIVE THE 2009 FINANCIAL STATEMENTS AND Mgmt For For
REPORTS FOR BHP BILLITON LIMITED AND BHP BILLITON
PLC
02 TO RE-ELECT MR CARLOS CORDEIRO AS A DIRECTOR Mgmt For For
OF BHP BILLITON LIMITED AND BHP BILLITON PLC
03 TO RE-ELECT MR DAVID CRAWFORD AS A DIRECTOR Mgmt For For
OF BHP BILLITON LIMITED AND BHP BILLITON PLC
04 TO RE-ELECT THE HON E GAIL DE PLANQUE AS A DIRECTOR Mgmt For For
OF BHP BILLITON LIMITED AND BHP BILLITON PLC
05 TO RE-ELECT MR MARIUS KLOPPERS AS A DIRECTOR Mgmt For For
OF BHP BILLITON LIMITED AND BHP BILLITON PLC
06 TO RE-ELECT MR DON ARGUS AS A DIRECTOR OF BHP Mgmt For For
BILLITON LIMITED AND BHP BILLITON PLC
07 TO ELECT MR WAYNE MURDY AS A DIRECTOR OF BHP Mgmt For For
BILLITON LIMITED AND BHP BILLITON PLC
08 TO REAPPOINT KPMG AUDIT PLC AS THE AUDITOR OF Mgmt For For
BHP BILLITON PLC
09 TO RENEW THE GENERAL AUTHORITY TO ISSUE SHARES Mgmt For For
IN BHP BILLITON PLC
10 TO RENEW THE DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For
IN BHP BILLITON PLC
11 TO APPROVE THE REPURCHASE OF SHARES IN BHP BILLITON Mgmt For For
PLC
12A TO APPROVE THE CANCELLATION OF SHARES IN BHP Mgmt For For
BILLITON PLC HELD BY BHP BILLITON LIMITED ON
30 APRIL 2010
12B TO APPROVE THE CANCELLATION OF SHARES IN BHP Mgmt For For
BILLITON PLC HELD BY BHP BILLITON LIMITED ON
17 JUNE 2010
12C TO APPROVE THE CANCELLATION OF SHARES IN BHP Mgmt For For
BILLITON PLC HELD BY BHP BILLITON LIMITED ON
15 SEPTEMBER 2010
12D TO APPROVE THE CANCELLATION OF SHARES IN BHP Mgmt For For
BILLITON PLC HELD BY BHP BILLITON LIMITED ON
11 NOVEMBER 2010
13 TO APPROVE THE 2009 REMUNERATION REPORT Mgmt For For
14 TO APPROVE THE GRANT OF AWARDS TO MR MARIUS Mgmt For For
KLOPPERS UNDER THE GIS AND THE LTIP
- --------------------------------------------------------------------------------------------------------------------------
BOUYGUES, PARIS Agenda Number: 702283603
- --------------------------------------------------------------------------------------------------------------------------
Security: F11487125
Meeting Type: MIX
Meeting Date: 29-Apr-2010
Ticker:
ISIN: FR0000120503
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY Non-Voting No vote
VALID VOTE OPTIONS ARE "FOR" AND "AGAINST"
A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST"
VOTE.
French Resident Shareowners must complete, sign Non-Voting No vote
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 Approve the annual accounts for the year 2009 Mgmt For For
o.2 Approve the consolidated accounts and operations Mgmt For For
for the year 2009
o.3 Approve to allocate the result and setting of Mgmt For For
the dividend
o.4 Approve regulated agreements and commitments Mgmt Against Against
o.5 Approve the renewal of the Director's mandate Mgmt For For
held by Monsieur Lucien Douroux
o.6 Approve the renewal of the Director's mandate Mgmt Against Against
held by Monsieur Yves Gabriel
o.7 Approve the renewal of the Director's mandate Mgmt Against Against
held by Monsieur Patrick Kron
o.8 Approve the renewal of the Director's mandate Mgmt Against Against
held by Monsieur Jean Peyrelevade
o.9 Approve the renewal of the Director's mandate Mgmt For For
held by Monsieur Francois-Henri Pinault
o.10 Approve the renewal of the Director's mandate Mgmt Against Against
held by SCDM
o.11 Appointment of Madame Colette Lewiner as a Director Mgmt For For
o.12 Election of a Director who is a Member of the Mgmt Against Against
Supervisory Board of one of the Communal Placement
funds representing shareholders who are employees
o.13 Election of a Director who is a Member of the Mgmt Against Against
Supervisory Board of one of the Communal Placement
Funds representing shareholders who are employees
o.14 Approve the renewal of the Censor's mandate Mgmt For For
of Monsieur Alain Pouyat
o.15 Approve the renewal of auditors' Mazars mandate Mgmt For For
o.16 Appointment of an Additional Auditor, Monsieur Mgmt For For
Philippe Castagnac
o.17 Authorize the Board of Directors to allow the Mgmt Against Against
Company to operate using its equity
e.18 Authorize the Board of Directors to reduce capital Mgmt For For
stock by canceling shares
e.19 Authorize the Board of Directors to go ahead, Mgmt Against Against
in favor of salaried employees, and social
agents of the Company or Companies within its
group, or certain categories of them, with
free allocations of existing shares or ones
to be issued
e.20 Authorize the Board of Directors to issue share Mgmt Against Against
subscription vouchers during a public offer
concerning Company securities
e.21 Authorize the Board of Directors to increase Mgmt Against Against
capital stock during a public offer
e.22 Amend the Articles of Association Mgmt For For
e.23 Powers for formalities Mgmt For For
- - Please note that important additional meeting Non-Voting No vote
information is available by clicking on
the material URL link - https://balo.journal-
officiel.gouv.fr/pdf/2010/0308/201003081000603.pdf
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN MEETING TYPE. 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.
- --------------------------------------------------------------------------------------------------------------------------
CENTURYTEL, INC. Agenda Number: 933235156
- --------------------------------------------------------------------------------------------------------------------------
Security: 156700106
Meeting Type: Annual
Meeting Date: 20-May-2010
Ticker: CTL
ISIN: US1567001060
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
W. BRUCE HANKS Mgmt For For
C.G. MELVILLE, JR. Mgmt For For
WILLIAM A. OWENS Mgmt For For
GLEN F. POST, III Mgmt For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Mgmt For For
INDEPENDENT AUDITOR FOR 2010.
03 TO AMEND OUR ARTICLES OF INCORPORATION TO CHANGE Mgmt For For
OUR NAME TO CENTURYLINK, INC.
04 TO APPROVE OUR 2010 EXECUTIVE OFFICER SHORT-TERM Mgmt For For
INCENTIVE PLAN.
05 TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING Shr Against For
NETWORK MANAGEMENT PRACTICES.
06 TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING Shr Against For
LIMITATION OF EXECUTIVE COMPENSATION.
07 TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING Shr For Against
EXECUTIVE STOCK RETENTION.
08 TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING Shr For Against
EXECUTIVE COMPENSATION ADVISORY VOTES.
- --------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 933241743
- --------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 26-May-2010
Ticker: CVX
ISIN: US1667641005
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: S.H. ARMACOST Mgmt For For
1B ELECTION OF DIRECTOR: L.F. DEILY Mgmt For For
1C ELECTION OF DIRECTOR: R.E. DENHAM Mgmt For For
1D ELECTION OF DIRECTOR: R.J. EATON Mgmt For For
1E ELECTION OF DIRECTOR: C. HAGEL Mgmt For For
1F ELECTION OF DIRECTOR: E. HERNANDEZ Mgmt For For
1G ELECTION OF DIRECTOR: F.G. JENIFER Mgmt For For
1H ELECTION OF DIRECTOR: G.L. KIRKLAND Mgmt For For
1I ELECTION OF DIRECTOR: S. NUNN Mgmt For For
1J ELECTION OF DIRECTOR: D.B. RICE Mgmt For For
1K ELECTION OF DIRECTOR: K.W. SHARER Mgmt For For
1L ELECTION OF DIRECTOR: C.R. SHOEMATE Mgmt For For
1M ELECTION OF DIRECTOR: J.G. STUMPF Mgmt For For
1N ELECTION OF DIRECTOR: R.D. SUGAR Mgmt For For
1O ELECTION OF DIRECTOR: C. WARE Mgmt For For
1P ELECTION OF DIRECTOR: J.S. WATSON Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 AMENDMENT TO CHEVRON'S BY-LAWS TO REDUCE THE Mgmt For For
PERCENTAGE OF STOCKHOLDINGS REQUIRED FOR STOCKHOLDERS
TO CALL FOR SPECIAL MEETINGS
04 APPOINTMENT OF AN INDEPENDENT DIRECTOR WITH Shr For Against
ENVIRONMENTAL EXPERTISE
05 HOLDING EQUITY-BASED COMPENSATION THROUGH RETIREMENT Shr For Against
06 DISCLOSURE OF PAYMENTS TO HOST GOVERNMENTS Shr Against For
07 GUIDELINES FOR COUNTRY SELECTION Shr Against For
08 FINANCIAL RISKS FROM CLIMATE CHANGE Shr Against For
09 HUMAN RIGHTS COMMITTEE Shr Against For
- --------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 933218617
- --------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 12-May-2010
Ticker: COP
ISIN: US20825C1045
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RICHARD L. ARMITAGE Mgmt For For
1B ELECTION OF DIRECTOR: RICHARD H. AUCHINLECK Mgmt For For
1C ELECTION OF DIRECTOR: JAMES E. COPELAND, JR. Mgmt For For
1D ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Mgmt For For
1E ELECTION OF DIRECTOR: RUTH R. HARKIN Mgmt For For
1F ELECTION OF DIRECTOR: HAROLD W. MCGRAW III Mgmt For For
1G ELECTION OF DIRECTOR: JAMES J. MULVA Mgmt For For
1H ELECTION OF DIRECTOR: ROBERT A. NIBLOCK Mgmt For For
1I ELECTION OF DIRECTOR: HARALD J. NORVIK Mgmt For For
1J ELECTION OF DIRECTOR: WILLIAM K. REILLY Mgmt For For
1K ELECTION OF DIRECTOR: BOBBY S. SHACKOULS Mgmt For For
1L ELECTION OF DIRECTOR: VICTORIA J. TSCHINKEL Mgmt For For
1M ELECTION OF DIRECTOR: KATHRYN C. TURNER Mgmt For For
1N ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. Mgmt For For
02 PROPOSAL TO RATIFY APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS CONOCOPHILLIPS' INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2010.
03 BOARD RISK MANAGEMENT OVERSIGHT Shr Against For
04 GREENHOUSE GAS REDUCTION Shr Against For
05 OIL SANDS DRILLING Shr Against For
06 LOUISIANA WETLANDS Shr Against For
07 FINANCIAL RISKS OF CLIMATE CHANGE Shr Against For
08 TOXIC POLLUTION REPORT Shr Against For
09 GENDER EXPRESSION NON-DISCRIMINATION Shr Against For
10 POLITICAL CONTRIBUTIONS Shr Against For
- --------------------------------------------------------------------------------------------------------------------------
CREDIT SUISSE GROUP AG, ZUERICH Agenda Number: 702305649
- --------------------------------------------------------------------------------------------------------------------------
Security: H3698D419
Meeting Type: AGM
Meeting Date: 30-Apr-2010
Ticker:
ISIN: CH0012138530
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
BLOCKING OF REGISTERED SHARES IS NOT REQUIRED Non-Voting No vote
IN THE SWISS MARKET; SPECIFIC POLICIES AT THE
INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON RECEIPT
OF THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO ALLOW
FOR RECONCILIATION AND RE-REGISTRATION FOLLOWING
A TRADE. IF YOU HAVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 635644, 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.
1.1 Presentation of the annual report, parent Company's Non-Voting No vote
2009 financial statements, Group's 2009 consolidated
financial statements and the 2009 remuneration
report
1.2 Consultative vote on the 2009 remuneration report Mgmt Against Against
1.3 Approval of the annual report, parent Company's Mgmt For For
2009 financial statements and the Group's 2009
consolidated financial statements
2. Discharge of the acts of the Members of the Mgmt For For
Board of Directors and the Executive Board
3. Appropriation of retained earnings Mgmt For For
4. Amendment of the Articles of Association in Mgmt For For
line with the new Swiss Federal Intermediated
Securities Act
5.1.A Re-election Noreen Doyle to the Board of Directors Mgmt For For
5.1.B Re-election Aziz R.D. Syriani to the Board of Mgmt Against Against
Directors
5.1.C Re-election David W. Syz to the Board of Directors Mgmt For For
5.1.D Re-election Peter F. Weibel to the Board of Mgmt For For
Directors
5.1.E Election Jassim Bin Hamad J.J. Al Thani to the Mgmt For For
Board of Directors
5.1.F Election Robert H. Benmosche to the Board of Mgmt For For
Directors
5.2 Election of the Independent Auditors Mgmt For For
5.3 Election of Special Auditors Mgmt For For
6. PLEASE NOTE THAT THE MANAGEMENT RECOMMENDATION Mgmt Abstain For
IS DISPLAYING INCORRECTLY FOR THIS RESOLUTION
AND MANAGEMENT RECOMMENDS TO VOTE "FOR" THIS
AGENDA ITEM NOT "ABSTAIN" If voting or elections
takes place on proposals that have not been
submitted until the Annual General Meeting
itself as defined in Article 700 paragraphs
3 and 4 of the Swiss Code of Obligations, I
hereby authorize the independent proxy to vote
in favor of the proposal of the Board of Directors.
- --------------------------------------------------------------------------------------------------------------------------
DEUTSCHE BOERSE Agenda Number: 702345908
- --------------------------------------------------------------------------------------------------------------------------
Security: D1882G119
Meeting Type: AGM
Meeting Date: 27-May-2010
Ticker:
ISIN: DE0005810055
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS Non-Voting No vote
REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE
A CONTROLLING OR PERSONAL INTEREST IN THIS
COMPANY. SHOULD EITHER BE THE CASE, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT WE MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY.
IF YOU DO NOT HAVE A CONTROLLING OR PERSONAL
INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK
YOU
PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED Non-Voting No vote
DEPENDING ON SOME SUBCUSTODIANS' PROCESSING
IN THE MARKET. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. Presentation of the financial statements and Non-Voting No vote
annual report for the 2009 FY with the report
of the Supervisory Board, the group financial
statements and annual report, the re-port pursuant
to Sections 289[4] and 315[4] of the German
Commercial Code, and the proposal on the appropriation
of the distributable profit
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 400,000,000 as follows; Payment
of a dividend of EUR 2.10 per share EUR 9,519,655.90
shall be allocated to the other revenue reserves
ex-dividend and payable date 28 MAY 2010
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. Approval o f the new compensation system for Mgmt Against Against
t he Board of MDs, to be found on the Company's
web site
6. Resolution on the revision of the authorized Mgmt For For
capital II, and the corresponding amendments
to the articles of association The existing
authorized capita l II shall be revoked, the
Board of Managing Directors shall be authorized,
with the consent of the Supervisory Board,
to increase the share capital by up to EUR
27,800,000 through the issue of new registered
shares against payment in cash and/or kind,
on or be-fore 26 May 2015, shareholders shall
be granted subscription rights, except for
the issue of shares at a price not materially
below their market price, for the issue of
employee shares of up to EUR 3,000,000, for
the issue of shares for acquisition purposes,
and for residual amounts
7. Resolution on the creation of authorized capital Mgmt For For
III, and the corresponding amendments to the
Articles of Association the Board of Managing
Directors shall be authorized, with the consent
of the Supervisory Board, to increase the share
capital by up to EUR 19,500,000 through the
issue of new registered shares against cash
payment, on or before 26 MAY 2015, shareholders
shall be granted subscription rights, except
for residual amounts
8. Authorization to acquire own shares the Board Mgmt For For
of Managing Directors shall be authorized to
acquire shares of the Company of up to 10%
of its share capital, at prices neither more
than 10% above, nor more than 20% below, the
market price, on or before 31 OCT 2011 ,the
shares may be used for acquisition purposes,
issued to employees, pensioners and executives,
sold in another manner at a price not materially
below their market price, or retired
9. Approval of the control agreement with the Company's Mgmt For For
wholly owned subsidiary Clear stream Banking
AG, effective for an indeterminate period of
time
10. Amendments to the Articles of Association in Mgmt For For
connection with the Shareholder Right Directive
Implementation Law [ARUG] a] Section 16[4]
shall be appended in respect of the Board of
Managing Directors being authorized to allow
shareholders to participate in the shareholders
meeting by electronic means [online], b] Section
16[5] shall be appended in respect of the Board
of Managing Directors being authorized to allow
shareholders to exercise their voting rights
in writing or electronically [absentee voting]
11. Appointment of the Auditors for the 2010 FY; Mgmt For For
KPMG AG, Berlin entitled to vote are those
shareholders who are entered in the share register
and who register with the Company on or before
20 MAY 2010
- --------------------------------------------------------------------------------------------------------------------------
DEUTSCHE TELEKOM AG, BONN Agenda Number: 702305966
- --------------------------------------------------------------------------------------------------------------------------
Security: D2035M136
Meeting Type: AGM
Meeting Date: 03-May-2010
Ticker:
ISIN: DE0005557508
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS Non-Voting No vote
REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE
A CONTROLLING OR PERSONAL INTEREST IN THIS
COMPANY. SHOULD EITHER BE THE CASE, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT WE MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY.
IF YOU DO NOT HAVE A CONTROLLING OR PERSONAL
INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK
YOU
PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED Non-Voting No vote
DEPENDING ON SOME SUBCUSTODIANS' PROCESSING
IN THE MARKET. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. Presentation of the financial statements and Non-Voting No vote
annual report for the 2009 FY with the report
of the Supervisory Board, the group financial
statements and annual report, and the proposal
on the appropriation of the distributable profit
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 6,421,196,639.17 as follows:
Payment of a dividend of EUR 0.78 per share.
EUR 3,035,281,633.45 shall be carried forward.
Ex-dividend and payable date: 04 MAY 2010
3. Ratification of the acts of the Board of Managing Mgmt For For
Directors during the 2009 FY
4. Postponement of the ratification of the acts Mgmt For For
of Klaus Zumwinkel as a member of the Supervisory
Board during the 2008 FY
5. Ratification of the acts of the Supervisory Mgmt For For
Board during the 2009 FY
6. Approval of the compensation system for the Mgmt For For
Members of the Board of Managing Directors
7. Appointment of Auditors for the 2010 FY: PricewaterhouseCoopersMgmt For For
AG, Frankfurt, and Ernst + Young GmbH, Stuttgart
8. Authorization to acquire own shares, the Company Mgmt For For
shall be authorized to acquire own shares of
up to 10% of its share capital, at prices not
deviating more than 10% from the market price
of the shares, on or before 02 NOV 2011, The
Board of Managing Directors shall be authorized
to sell the shares on the stock exchange, to
offer the shares to shareholders by way of
a rights offering, to dispose of the shares
in another manner if they are sold at a price
not materially below their market price, to
float the shares on foreign stock exchanges,
to use the shares for acquisition purposes,
to use the shares to satisfy conversion and
option rights, to use the shares as employee
shares, and to retire the shares
9. Election of Wulf H. Bernotat to the Supervisory Mgmt For For
Board
10. Election of Ulrich Middelmann to the Supervisory Mgmt For For
Board
11. Approval of the control and profit transfer Mgmt For For
agreement with the Company's wholly owned subsidiary
Erste DFMG Deutsche Funkturm Ver-moegens-GmbH
12. Approval of the control and profit transfer Mgmt For For
agreement with the Company's wholly owned subsidiary
T-Mobile Global Holding Nr. 2 GmbH
13. Resolution on the authorization to issue convertible, Mgmt For For
warrant or income bonds and/or profit-sharing
rights, the creation of contingent capital,
and the corresponding amendments to the articles
of association, the Board of Managing Directors
shall be authorized, with the consent of the
Supervisory Board, to issue bonds or profit-sharing
rights of up to EUR 6,500,000,000, conferring
a conversion or option right for up to 429,687,500
new shares of the Company, on or before 02
MAY 2015, shareholders shall be granted subscription
rights, except for the issue of bonds at a
price not materially below their theoretical
market value, for residual amounts, and in
order to grant subscription rights to holders
of previously issued conversion and option
rights, the existing contingent capital IV
shall be revoked, the Company's share capital
shall be increased accordingly by up to EUR
1,100,000,000 through the issue of up to 429,687,500
new shares, insofar as conversion or option
rights are exercised [contingent :capital 2010]
14. Approval of the revision of the Supervisory Mgmt For For
Board remuneration, and the corresponding amendments
to the Articles of Association the fixed remuneration
per member shall be increased to EUR 30,000
for the 2010 FY and EUR 40,000 thereafter,
and the variable remuneration amended to EUR
1,000 for every EUR 0.02 by which the profit
per share in the second year after the FY in
question exceeds that of 3 years previous,
the Chairman shall receive twice, and the Deputy
Chairman one and a half times, the amounts
15. Amendment to section 2 of the Articles of Association Mgmt For For
to reflect the expansion of the object of the
Company
16. Amendment to section 14 of the Articles of Association Mgmt For For
in respect of the deadline for announcing the
shareholders' meeting being 30 days prior to
the meeting, extended by the length of the
registration period
17. Amendment to section 15 of the Articles of Association Mgmt For For
in respect of the authorization of the Company
to transmit the shareholders' meeting by audiovisual
means
18. Amendment to section 16 of the Articles of Association Mgmt For For
in respect of participation in the shareholders'
meeting by electronic means
19. Amendment to section 16 of the Articles of Association Mgmt For For
in respect of absentee voting at the shareholders'
meeting
COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS Non-Voting No vote
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.
- --------------------------------------------------------------------------------------------------------------------------
DIAGEO PLC Agenda Number: 933147313
- --------------------------------------------------------------------------------------------------------------------------
Security: 25243Q205
Meeting Type: Annual
Meeting Date: 14-Oct-2009
Ticker: DEO
ISIN: US25243Q2057
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 REPORT AND ACCOUNTS 2009. Mgmt No vote
02 DIRECTORS' REMUNERATION REPORT 2009. Mgmt No vote
03 DECLARATION OF FINAL DIVIDEND. Mgmt No vote
04 RE-ELECTION OF LM DANON (1,3,4) AS A DIRECTOR. Mgmt No vote
05 RE-ELECTION OF LORD HOLLICK (1,3,4*) AS A DIRECTOR. Mgmt No vote
06 RE-ELECTION OF PS WALSH (2*) AS A DIRECTOR. Mgmt No vote
07 ELECTION OF PB BRUZELIUS (1,3,4) AS A DIRECTOR. Mgmt No vote
08 ELECTION OF BD HOLDEN (1,3,4) AS A DIRECTOR. Mgmt No vote
09 RE-APPOINTMENT OF AUDITOR. Mgmt No vote
10 REMUNERATION OF AUDITOR. Mgmt No vote
11 AUTHORITY TO ALLOT SHARES. Mgmt No vote
12 DISAPPLICATION OF PRE-EMPTION RIGHTS. Mgmt No vote
13 AUTHORITY TO PURCHASE OWN ORDINARY SHARES. Mgmt No vote
14 AUTHORITY TO MAKE POLITICAL DONATIONS AND/OR Mgmt No vote
TO INCUR POLITICAL EXPENDITURE IN THE EU.
15 ADOPTION OF THE DIAGEO PLC 2009 DISCRETIONARY Mgmt No vote
INCENTIVE PLAN.
16 ADOPTION OF THE DIAGEO PLC 2009 EXECUTIVE LONG Mgmt No vote
TERM INCENTIVE PLAN.
17 ADOPTION OF THE DIAGEO PLC INTERNATIONAL SHAREMATCH Mgmt No vote
PLAN 2009.
18 AUTHORITY TO ESTABLISH INTERNATIONAL SHARE PLANS. Mgmt No vote
19 ADOPTION OF THE DIAGEO PLC 2009 IRISH SHARESAVE Mgmt No vote
PLAN.
20 AMENDMENTS TO THE RULES OF DIAGEO PLC EXECUTIVE Mgmt No vote
SHARE OPTION PLAN.
21 AMENDMENTS TO THE RULES OF DIAGEO PLC 2008 SENIOR Mgmt No vote
EXECUTIVE SHARE OPTION PLAN.
22 AMENDMENTS TO THE RULES OF DIAGEO PLC SENIOR Mgmt No vote
EXECUTIVE SHARE OPTION PLAN.
23 REDUCED NOTICE OF A GENERAL MEETING OTHER THAN Mgmt No vote
AN ANNUAL GENERAL MEETING.
24 ADOPTION OF ARTICLES OF ASSOCIATION. Mgmt No vote
- --------------------------------------------------------------------------------------------------------------------------
DIAGEO PLC, LONDON Agenda Number: 702094462
- --------------------------------------------------------------------------------------------------------------------------
Security: G42089113
Meeting Type: AGM
Meeting Date: 14-Oct-2009
Ticker:
ISIN: GB0002374006
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the report and accounts 2009 Mgmt No vote
2. Approve the Directors' remuneration report 2009 Mgmt No vote
3. Declare a final dividend Mgmt No vote
4. Re-elect L.M. Danon [Audit, Nomination, Remuneration] Mgmt No vote
as a Director
5. Re-elect Lord Hollick [Audit, Nomination, Remuneration, Mgmt No vote
Chairman of Committee] as a Director
6. Re-elect P.S. Walsh [Executive, Chairman of Mgmt No vote
Committee] as a Director
7. Elect P.B. Bruzelius [Audit, Nomination, Remuneration] Mgmt No vote
as a Director
8. Elect B.D. Holden [Audit, Nomination, Remuneration] Mgmt No vote
as a Director
9. Re-appoint the Auditor Mgmt No vote
10. Approve the remuneration of the Auditor Mgmt No vote
11. Grant authority to allot shares Mgmt No vote
12. Approve the disapplication of pre-emption rights Mgmt No vote
13. Grant authority to purchase own ordinary shares Mgmt No vote
14. Grant authority to make political donations Mgmt No vote
and/or to incur political expenditure in the
EU
15. Adopt the Diageo Plc 2009 Discretionary Incentive Mgmt No vote
Plan
16. Adopt the Diageo Plc 2009 Executive Long Term Mgmt No vote
Incentive Plan
17. Adopt Diageo Plc International Sharematch Plan Mgmt No vote
2009
18. Grant authority to establish International Share Mgmt No vote
Plans
19. Adopt Diageo Plc 2009 Irish Sharesave Scheme Mgmt No vote
20. Amend the Rules of Diageo Plc Executive Share Mgmt No vote
Option Plan
21. Amend the Rules of Diageo Plc 2008 Senior Executive Mgmt No vote
Share Option Plan
22. Amend the Rules of Diageo Plc Senior Executive Mgmt No vote
Share Option Plan
23. Approve the reduced notice of a general meeting Mgmt No vote
other than an AGM
24. Adopt the Articles of Association Mgmt No vote
- --------------------------------------------------------------------------------------------------------------------------
DNB NOR ASA, OSLO Agenda Number: 702145310
- --------------------------------------------------------------------------------------------------------------------------
Security: R1812S105
Meeting Type: EGM
Meeting Date: 19-Nov-2009
Ticker:
ISIN: NO0010031479
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting No vote
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 No vote
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. Opening of the EGM by the Chairman of the Supervisory Mgmt No vote
Board
2. Approve the notice and agenda Mgmt No vote
3. Elect 1 person to co- sign the minutes of the Mgmt No vote
EGM together with the Chairman of the meeting
4. Approve to increase the share capital by minimum Mgmt No vote
NOK 1 400,000,000 and maximum NOK 14,000,000,000,
from NOK 13,326,536,150 to minimum NOK 14,726,536,150
and maximum NOK 27,326,536,150, by the issuance
of minimum 140,000,000 and maximum 1,400,000,000
new shares, each with a nominal value of NOK
10; shareholders who are registered in the
Company's shareholder register as at 24 NOV
2009 shall have preferential rights to subscribe
for the new shares corresponding to their pro
rata holdings of shares in the Company, tradable
subscription rights will be issued, oversubscription
and subscription without subscription rights
are permitted; the Company shall prepare a
prospectus that shall be approved by the Oslo
Stock Exchange in connection with the rights
offering, unless the Board of Directors decides
otherwise, the prospectus shall not be registered
with or approved by any foreign prospectus
authority, the new shares cannot be subscribed
for by investors in jurisdictions in which
it is not permitted to offer new shares, with
respect to any shareholder that in the Company's
view is not entitled to subscribe for new shares
due to limitations imposed by laws or regulations
of the jurisdiction where such shareholder
is a resident or citizen, the Company or someone
appointed or instructed by it may sell such
shareholder's subscription rights against transfer
of the net proceeds from such sale to the shareholder;
allocation of the new shares shall be made
by the Board of Directors, the following allocation
criteria shall apply: allocation will be made
to subscribers on the basis of granted and
acquired subscription rights which have been
validly exercised during the subscription period;
If not all subscription rights are exercised,
subscribers having exercised their subscription
rights and who have over-subscribed will be
allocated additional new shares on a pro rata
basis based on the number of subscription rights
exercised by each such subscribe, to the extent
that pro rata allocation is not possible, the
Company will determine the allocation by the
drawing of lot; new shares not allocated pursuant
to this resolution above will be allocated
to subscribers not holding subscription rights,
allocation will be sought made on a pro rata
basis based on the relevant subscription amounts,
provided, however, that such allocations may
be rounded down to the nearest round lot, which
is 200 share; new shares not allocated pursuant
to this resolution above will be subscribed
by, and allocated to, the underwriters or investors
appointed by the underwriters based on and
in accordance with the underwriting obligations
of the respective underwriters; the subscription
price in the rights offering shall be between
NOK 10 and NOK 100 per share, the subscription
amount shall be paid in cash; the subscription
period shall commence on 26 NOV 2009 and end
at 17:30 (CET) on 10 DEC 2009, however, if
the prospectus is not approved in time to maintain
this subscription period, the subscription
period shall commence on the fourth trading
day on the Oslo Stock Exchange after such approval
has been obtained and end at 17:30 (CET) two
weeks thereafter, shares not subscribed for
at the expiry of the subscription period which
thus will be allocated to the underwriters,
shall be subscribed for by the underwriters
within 5 business days after the expiry of
the subscription period; the due date for payment
for the new shares is 17 DEC 2009 or the fifth
trading day on the Oslo Stock Exchange after
the expiry of the subscription period if the
subscription period is postponed in accordance
with This resolution above, when subscribing
for shares, each subscriber with a Norwegian
bank account must by completion of the subscription
form grant DnB NOR Bank ASA a one-time power
of attorney to debit a stated Norwegian bank
account for the subscription amount corresponding
to the number of allocated shares, upon allocation,
the allocated amount will be debited the account
of the subscriber, the debit will take place
on or around the due date for payment, payment
of the subscription amount by subscribers without
a Norwegian bank account shall be made to the
Company's bank account for share issues, the
new shares will give full shareholder rights
in the Company, including the right to dividends,
from the time the share capital increase is
registered with the Norwegian Register of Business
Enterprises; Article 2-1 of the Company's Articles
of Association shall be amended to reflect
the new share capital and number of shares
following the share capital increase; as underwriting
commission for the guarantee for subscription
the underwriters Morgan Stanley & Co. International
plc, Citigroup Global Markets Limited, the
DnB NOR Savings Bank Foundation [Sparebankstiftelsen
DnB NOR] and the National Insurance Fund [Folketrygdfondet]
shall receive an amount equal to 1.25% of their
respective shares of the underwritten amount;
the implementation of the share capital increase
is conditional upon the Norwegian Financial
Supervisory Authority [Kredittilsynet] granting
the necessary approvals, the Board of Directors
shall not be permitted to implement the share
capital increase with a lower amount than determined
in this resolution
5. Amend the Articles 3-4, 7-1, and 9-1 of the Mgmt No vote
Company's Articles of Association with effect
from the time the amendments are approved by
the Financial Supervisory Authority of Norway
[Kredittilsynet], as specified
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN BLOCKING STATUS. 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.
- --------------------------------------------------------------------------------------------------------------------------
DNB NOR ASA, OSLO Agenda Number: 702337608
- --------------------------------------------------------------------------------------------------------------------------
Security: R1812S105
Meeting Type: AGM
Meeting Date: 27-Apr-2010
Ticker:
ISIN: NO0010031479
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
- - MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting No vote
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
- - IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting No vote
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
1 Opening of the general meeting by the Chairman Mgmt Abstain Against
of the supervisory Board
2 Approve the notice of the general meeting and Mgmt For For
the agenda
3 Election of the person to sign the minutes of Mgmt For For
the general meeting along with
4 Approve the remuneration rates for members of Mgmt For For
the supervisory Board, control committee and
election committee
5 Approve the Auditor's remuneration Mgmt For For
6 Approve the 2009 annual report and accounts, Mgmt For For
including the distribution of dividends
and group contributions
7 Election of Members to the Supervisory Board Mgmt For For
with a term of Office until the AGM in 2012:
Nils Halvard Bastiansen, Baerum [re-election],
Toril Eidesvik, Bergen [re-election], Carnilla
Marianne Grieg, Bergen [New Member], Eldbjorg
Lower, Kongsberg [Re-election], Per Otterdahl
Miller, Skien [New Member], Dag J. Opedal,
Oslo [Re-election], Ole Robert Reitan, Nesoya
[New Member], Gudrun B. Rollefsen, Hammerfest
[Re-election], Arthur Sletteberg, Stabekk [Re-election],
Hanne Rigmor Egenaess Wiig, Halden [Re-election];
re-election of Herbjorn Hansson, Sandefjord
as a Member to the Supervisory Board, with
a term of office until the AGM in 2011; election
of Elsbeth Sande Tronstad, Oslo as a new deputy
with a term of office of one year
8 Re-election of Eldbjorg Lower, Kongsberg, Per Mgmt For For
Otterdahl Moller, Skien, Arthur Sletteberg,
Stabekk, Rejer Ola Soberg as Members of the
Election Committee with a term of office until
the AGM in 2012
9 Authorize the Board of Directors for the repurchase Mgmt For For
of shares
10 Approve the statement from the Board of Directors Mgmt For For
in connection with remuneration to
senior executives
11.a PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Approve the special remuneration
or Broad shared financial responsibility and
common interests
11.b PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Approve the reforms to ensure
sound Corporate Governance by changing- strengthening
the competence and independence of Governing
Bodies
11.c PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Approve the reversal of authority
to the general meeting
11.d PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Approve the cultivation of
individual roles in the group to strengthen
risk Management and capital
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF NAMES. 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.
- --------------------------------------------------------------------------------------------------------------------------
E.ON AG Agenda Number: 702314129
- --------------------------------------------------------------------------------------------------------------------------
Security: D24914133
Meeting Type: AGM
Meeting Date: 06-May-2010
Ticker:
ISIN: DE000ENAG999
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS Non-Voting No vote
REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE
A CONTROLLING OR PERSONAL INTEREST IN THIS
COMPANY. SHOULD EITHER BE THE CASE, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT WE MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY.
IF YOU DO NOT HAVE A CONTROLLING OR PERSONAL
INTEREST, SUBMIT YOUR VOTE AS USUAL THANK YOU
The registration for the General Meeting of Non-Voting No vote
Shareholders does not result in the shares
being blocked. Please contact the relationship
manager of your depositary bank to clarify
variant procedures in the German market.
1. Presentation of the adopted Annual Financial Non-Voting No vote
Statements and the Consolidated Financial Statements
for the 2009 financial year, along with the
Management Report Summary for E.ON AG and the
E.ON Group and the Report of the Supervisory
Board as well as the Explanatory Report of
the Board of Management regarding the statements
pursuant to Sections 289 para. 4, 315 para.
4 and Section 289 para.5 German Commercial
Code (Handelsgesetzbuch-HGB).
2. Appropriation of balance sheet profits from Mgmt For For
the 2009 financial year
3. Discharge of the Board of Management for the Mgmt For For
2009 financial year
4. Discharge of the Supervisory Board for the 2009 Mgmt For For
financial year
5. Approval of the compensation system applying Mgmt For For
to the Members of the Board of Management
6.a Election of PricewaterhouseCoopers Aktiengesellschaft Mgmt For For
Wirtschaftspruefungsgesellschaft, Duesseldorf,
as the auditor for the annual as well as the
consolidated financial statements for the 2010
financial year
6.b Election of PricewaterhouseCoopers Aktiengesellschaft Mgmt For For
Wirtschaftspruefungsgesellschaft, Duesseldorf,
as the auditor for the inspection of the abbreviated
financial statements and the interim management
report for the first half of the 2010 financial
year
7. Authorization for the acquisition and use of Mgmt For For
treasury shares
8. Authorization for the issue of option or convertible Mgmt For For
bonds, profit participation rights or participating
bonds and for the exclusion of subscription
rights as well as the creation of a Conditional
Capital
9 Amendment to Section 20 of the Articles of Association Mgmt For For
in view of the Act for the Implementation of
the Shareholder Rights Directive
- --------------------------------------------------------------------------------------------------------------------------
EDISON INTERNATIONAL Agenda Number: 933197964
- --------------------------------------------------------------------------------------------------------------------------
Security: 281020107
Meeting Type: Annual
Meeting Date: 22-Apr-2010
Ticker: EIX
ISIN: US2810201077
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JAGJEET S. BINDRA Mgmt For For
VANESSA C.L CHANG Mgmt For For
FRANCE A. CORDOVA Mgmt For For
THEODORE F. CRAVER, JR. Mgmt For For
CHARLES B. CURTIS Mgmt For For
BRADFORD M. FREEMAN Mgmt For For
LUIS G. NOGALES Mgmt For For
RONALD L. OLSON Mgmt For For
JAMES M. ROSSER Mgmt For For
RICHARD T. SCHLOSBERG Mgmt For For
THOMAS C. SUTTON Mgmt For For
BRETT WHITE Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
04 SHAREHOLDER PROPOSAL ENTITLED "SHAREHOLDERS Shr For Against
SAY ON EXECUTIVE PAY"
- --------------------------------------------------------------------------------------------------------------------------
ELECTROLUX AB, STOCKHOLM Agenda Number: 702287853
- --------------------------------------------------------------------------------------------------------------------------
Security: W24713120
Meeting Type: AGM
Meeting Date: 30-Mar-2010
Ticker:
ISIN: SE0000103814
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
- - IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting No vote
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 No vote
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 NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
1 Election of Marcus Wallenberg as Chairman of Mgmt For For
the AGM
2 Preparation and approval of the voting list Mgmt For For
3 Approval of the agenda Mgmt For For
4 Election of two minutes-checkers Mgmt For For
5 Determination as to whether the meeting has Mgmt For For
been properly convened
6 Presentation of the Annual Report and the Audit Mgmt For For
Report as well as the Consolidated
Accounts and the Audit Report for the Group
7 Approve the speech by the President, Hans Straberg Mgmt For For
8 Adopt the Income Statement and the Balance Sheet Mgmt For For
as well as the Consolidated Income Statement
and the Consolidated Balance Sheet
9 Grant discharge from liability of the Directors Mgmt For For
and the President
10 Approve the dividend for 2009 of SEK 4 per share Mgmt For For
and Tuesday, 06 APR 2010, as Record Date for
the dividend, Subject to resolution by the
General Meeting in accordance with this proposal,
dividend is expected to be distributed by
Euroclear Sweden on Friday, 09 APR 2010
11 Approve to determine the number of Directors Mgmt For For
at 9 and no Deputy Directors, the Nomination
Committee has informed the Company that the
proposal for Board of Directors may be increased
by 1 more Director, if so, the proposal will
be announced before the General Meeting
12 Approve the Directors fees shall be unchanged Mgmt For For
for each Director compared with previous year's
fees and be as follows: SEK 1,600,000 to the
Chairman of the Board of Directors, SEK 550,000
to the Deputy Chairman of the Board of
Directors and SEK 475,000 to each of the
other Directors appointed by the AGM but not
employed by Electrolux and, for committee work,
to the Members who are appointed by the
Board of Directors: SEK 200,000 to the Chairman
of the Audit Committee and SEK 85,000 to
each of the other members of the Committee
and SEK 120,000 to the Chairman of the Remuneration
Committee and SEK 55,000 to each of the other
members of the Committee; CONTD.
- - CONTD. the Nomination Committee also proposes Non-Voting No vote
that it be possible to pay part of the fees
to the Directors, in respect of their assignment
to the Board of Directors, in the form of
so-called synthetic shares, on the specified
principal terms and conditions, which
are unchanged compared with the previous
years; the Auditor's fee be paid as incurred,
for the Auditor's term of office, on approved
account
13 Re-election of Messrs. Marcus Wallenberg, Peggy Mgmt For For
Bruzelius, Torben Ballegaard Sorensen, Hasse
Johansson, John S. Lupo, Barbara Milian Thoralfsson,
Johan Molin, Hans Straberg and Caroline
Sundewall to the Board of Directors and
Marcus Wallenberg as Chairman of the Board
of Directors
14 Re-election of PricewaterhouseCoopers AB as Mgmt For For
Auditor for the period until the AGM 2014
15 Approve the nomination committee process on Mgmt For For
the specified terms
16 Approve the guidelines for remuneration and Mgmt For For
other terms of employment for the Electrolux
Group Management "Group Management" on the
specified terms
17 Approve to implement a performance based, long-term Mgmt For For
share program for 2010 the Share Program
2010 , with the specified terms and conditions
18.A Authorize the Board of Directors, for the period Mgmt For For
until the next AGM, to resolve on acquisitions
of shares in the Company as: the Company may
acquire as a maximum so many B-shares that,
following each acquisition, the Company holds
at a maximum 10% of all shares issued by the
company, the shares may be acquired on NASDAQ
OMX Stockholm, acquisition of shares may only
be made at a price per share at each time within
the prevailing price interval for the share,
payment for the shares shall be made in cash;
the purpose of the proposal is to be
able to adapt the Company's capital structure,
thereby contributing to increased shareholder
value
18.B Authorize the Board of Directors, for the period Mgmt For For
until the next AGM, to resolve on transfers
of Electrolux own shares in connection with
or as a consequence of Company acquisitions
as: Own B-shares held by the Company at the
time of the Board of Directors decision may
be transferred, the shares may be transferred
with deviation from the shareholders preferential
rights, transfer of shares may be made at
a minimum price per share corresponding to
an amount in close connection with the price
of the Company's shares on NASDAQ OMX
Stockholm at the time of the decision on the
transfer, payment for the transferred shares
may be made in cash, by contributions in kind
or by a set-off of Company debt
18.C Approve, on account of the employee stock option Mgmt For For
program for 2003 and the performance share
program for 2008, that the AGM resolves that
the Company shall be entitled, for the period
until the next AGM, to transfer a maximum
of 3,000,000 B-shares in the Company for the
purpose of covering costs, including
social security charges, that may arise as
a result of the aforementioned programs,
transfer may take place on NASDAQ OMX Stockholm
at a price within the prevailing price interval
from time to time
18.D Approve the implementation of the performance Mgmt For For
based, long-term share program for 2010 the
Share Program 2010 proposed under item 17,
that the AGM resolves to transfer Electrolux
own shares, as: a maximum of 1,500,000
B-shares may be transferred, participants
entitled to acquire shares pursuant to the
terms and conditions of the Share Program 2010
should be entitled to acquire the shares,
with a right for each participant to acquire
a maximum number of shares which follows
from the terms and conditions of the program,
the right of participants to acquire shares
may be exercised when delivery under the
Share Program 2010 should take place, i.e.
during 2013, participants shall
receive the shares free of charge during the
period stated in the terms and conditions of
the program, the number of shares which may
be transferred may be recalculated due to changes
in the capital structure
19 Closing of the meeting Mgmt For For
- --------------------------------------------------------------------------------------------------------------------------
EMERSON ELECTRIC CO. Agenda Number: 933174586
- --------------------------------------------------------------------------------------------------------------------------
Security: 291011104
Meeting Type: Annual
Meeting Date: 02-Feb-2010
Ticker: EMR
ISIN: US2910111044
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
C.A.H. BOERSIG* Mgmt For For
C. FERNANDEZ G.* Mgmt For For
W.J. GALVIN* Mgmt For For
R.L. STEPHENSON* Mgmt For For
V.R. LOUCKS, JR.** Mgmt For For
R.L. RIDGWAY** Mgmt For For
02 RE-APPROVAL OF THE PERFORMANCE MEASURES UNDER Mgmt For For
THE EMERSON ELECTRIC CO. ANNUAL INCENTIVE PLAN.
03 RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM.
- --------------------------------------------------------------------------------------------------------------------------
ENI SPA, ROMA Agenda Number: 702366875
- --------------------------------------------------------------------------------------------------------------------------
Security: T3643A145
Meeting Type: MIX
Meeting Date: 29-Apr-2010
Ticker:
ISIN: IT0003132476
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN MEETING 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.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID'S 686251 AND 684082 DUE TO 2 MEETINGS BEING
MERGED INTO 1 MIX MEETING. ALL VOTES RECEIVED
ON THE PREVIOUS MEETINGS WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
O.1 Approve the balance sheet as of 31 DEC 2009 Mgmt No vote
of Eni Spa, consolidated balance sheet as of
31 DEC 2009; Directors, Board of Auditors and
External Auditing Company's reporting
O.2 Approve the profits allocation Mgmt No vote
O.3 Appoint the Independent Auditors for the period Mgmt No vote
2010-2018
E.1 Amend the Articles 1, 4, 12, 15 and 16 of the Mgmt No vote
Corporate Bylaws; related resolutions
CMMT PLEASE NOTE THAT IN COMPLIANCE WITH ARTICLE Non-Voting No vote
13, PARAGRAPH 1, OF THE CORPORATE BYLAWS SHAREHOLDERS
WHO ALONE OR TOGETHER WITH OTHER SHAREHOLDERS,
HOLD AT LEAST ONE FORTIETH OF CORPORATE CAPITAL
CAN REQUEST, WITHIN 5 DAYS FROM THE ISSUERS
NOTIFICATION OF THIS MEETING, AN INTEGRATION
TO THE ITEMS OF THIS AGENDA, QUOTING IN THEIR
REQUEST THE ADDITIONAL SUBJECTS PROPOSED; THE
INTEGRATION IS NOT ALLOWED FOR SUBJECTS ON
WHICH THE MEETING DELIBERATES, ACCORDING TO
THE LAW, ON PROPOSAL OF DIRECTORS OR ON THE
BASIS OF A PROJECT OR A REPORT DRAWN UP BY
THE DIRECTORS. THANK YOU.
- --------------------------------------------------------------------------------------------------------------------------
EXELON CORPORATION Agenda Number: 933201826
- --------------------------------------------------------------------------------------------------------------------------
Security: 30161N101
Meeting Type: Annual
Meeting Date: 27-Apr-2010
Ticker: EXC
ISIN: US30161N1019
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOHN A. CANNING, JR. Mgmt For For
1B ELECTION OF DIRECTOR: M. WALTER D'ALESSIO Mgmt For For
1C ELECTION OF DIRECTOR: NICHOLAS DEBENEDICTIS Mgmt For For
1D ELECTION OF DIRECTOR: BRUCE DEMARS Mgmt For For
1E ELECTION OF DIRECTOR: NELSON A. DIAZ Mgmt For For
1F ELECTION OF DIRECTOR: SUE L. GIN Mgmt For For
1G ELECTION OF DIRECTOR: ROSEMARIE B. GRECO Mgmt For For
1H ELECTION OF DIRECTOR: PAUL L. JOSKOW Mgmt For For
1I ELECTION OF DIRECTOR: RICHARD W. MIES Mgmt For For
1J ELECTION OF DIRECTOR: JOHN M. PALMS Mgmt For For
1K ELECTION OF DIRECTOR: WILLIAM C. RICHARDSON Mgmt For For
1L ELECTION OF DIRECTOR: THOMAS J. RIDGE Mgmt For For
1M ELECTION OF DIRECTOR: JOHN W. ROGERS, JR. Mgmt For For
1N ELECTION OF DIRECTOR: JOHN W. ROWE Mgmt For For
1O ELECTION OF DIRECTOR: STEPHEN D. STEINOUR Mgmt For For
1P ELECTION OF DIRECTOR: DON THOMPSON Mgmt For For
02 THE APPROVAL OF EXELON CORPORATION'S 2011 LONG-TERM Mgmt For For
INCENTIVE PLAN.
03 THE RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS EXELON'S INDEPENDENT ACCOUNTANT FOR THE
YEAR 2010.
- --------------------------------------------------------------------------------------------------------------------------
FORTUM OYJ Agenda Number: 702249891
- --------------------------------------------------------------------------------------------------------------------------
Security: X2978Z118
Meeting Type: AGM
Meeting Date: 25-Mar-2010
Ticker:
ISIN: FI0009007132
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting No vote
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 THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 654669 DUE TO CHANGE IN VOTING STATUS OF
RESOLUTIONS 15 AND 19. ALL VOTES RECEIVED ON
THE PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
1. Opening of the meeting Non-Voting No vote
2. Calling the meeting to order Non-Voting No vote
3. Election of persons to scrutinize the minutes Non-Voting No vote
and to supervise the counting of votes
4. Recording the legality of the meeting Non-Voting No vote
5. Recording the attendance at the meeting and Non-Voting No vote
adoption of the list of votes
6. Presentation of the financial statements, the Non-Voting No vote
operating and financial review, the Auditor's
report and the statement of the Supervisory
Board for the year 2009 and the review by the
President and Chief Executive Officer
7. Adopt the accounts Mgmt For For
8. Approve to pay a dividend of EUR 1.00 per share Mgmt For For
9. Grant discharge from liability Mgmt For For
10. Approve the remuneration of the Supervisory Mgmt For For
Board Members
11. Approve the number of the Supervisory Board Mgmt For For
Members
12. Election of the Supervisory Board Mgmt For For
13. Approve the remuneration of Board Members Mgmt For For
14. Approve the number of Board Members Mgmt For For
15. PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr For Against
re-elect M. Lehti, S. Baldauf E. Aho, I. Ervasti-Vaintola,
B. Johansson-Hedberg and C. Ramm-Schmidt as
the Board Members and election of J. Larson
as a new Board Member
16. Approve the remuneration of the Auditor Mgmt For For
17. Election of Deloitte and Touche Ltd as the Auditor Mgmt For For
18. Amend Articles 7, 14 and 18 of the Articles Mgmt For For
of Association
19. PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr Against For
appoint the Nomination Committee
20. PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr For Against
approve to dissolve the Supervisory Board
- --------------------------------------------------------------------------------------------------------------------------
FPL GROUP, INC. Agenda Number: 933228062
- --------------------------------------------------------------------------------------------------------------------------
Security: 302571104
Meeting Type: Annual
Meeting Date: 21-May-2010
Ticker: FPL
ISIN: US3025711041
- --------------------------------------------------------------------------------------------------------------------------
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 For For
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
WILLIAM H. SWANSON Mgmt For For
MICHAEL H. THAMAN Mgmt For For
HANSEL E. TOOKES, II Mgmt For For
02 RATIFICATION OF APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2010.
03 APPROVAL OF AN AMENDMENT TO ARTICLE I OF THE Mgmt For For
RESTATED ARTICLES OF INCORPORATION OF FPL GROUP,
INC. TO CHANGE THE COMPANY'S NAME TO NEXTERA
ENERGY, INC.
- --------------------------------------------------------------------------------------------------------------------------
FRANCE TELECOM SA, PARIS Agenda Number: 702356292
- --------------------------------------------------------------------------------------------------------------------------
Security: F4113C103
Meeting Type: MIX
Meeting Date: 09-Jun-2010
Ticker:
ISIN: FR0000133308
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
- - PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY Non-Voting No vote
VALID VOTE OPTIONS ARE "FOR" AND "AGAINST"
A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST"
VOTE.
- - French Resident Shareowners must complete, sign Non-Voting No vote
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
1 Approve the annual financial statements for Mgmt For For
the FYE on 31 DEC 2009
2 Approve the consolidated financial statements Mgmt For For
for the FYE on 31 DEC 2009
3 Approve the allocation of income for the FYE Mgmt For For
on 31 DEC 2009 as reflected in the annual
financial statements
4 Approve the agreement pursuant to Article L.225-38 Mgmt For For
of the Commercial Code
5 Approve the agreements pursuant to Article L.225-38 Mgmt For For
of the Commercial Code
6 Approve the endorsements to the contracts concluded Mgmt For For
with the Company Novalis in accordance with
Article L.225-42-1 last Paragraph of the Commercial
Code
7 Authorize the Board of Directors to purchase Mgmt For For
or transfer France telecom shares
8 Appointment of Mr. Stephane Richard as a Board Mgmt For For
Member
9 Election of Mr. Marc Maouche as a Board Member, Mgmt Against Against
representing the members of the staff shareholders
10 Election of Mr. Jean-Pierre Borderieux as a Mgmt Against Against
Board Member, representing the Members of the
staff shareholders
E.11 Authorize the Board of Directors to issue shares Mgmt For For
reserved to persons having signed a liquidity
contract with the Company in their capacity
as holders of shares or stock options of Orange
S.A
E.12 Authorize the Board of Directors to proceed Mgmt For For
with the free issuance of option-based
liquidity instruments reserved to holders of
stock options of Orange S.A. that have signed
a liquidity contract with the Company
E.13 Authorize the Board of Directors to allocate Mgmt For For
stock options and/or options to purchase shares
of the Company
E.14 Authorize the Board of Directors to proceed Mgmt For For
with capital increases reserved to members
of Saving Plans
E.15 Authorize the Board of Directors to reduce the Mgmt For For
capital by cancellation of shares
E.16 Approve the powers for the formalities Mgmt For For
- - PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON
THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2010/0402/201004021000943.pdf
- --------------------------------------------------------------------------------------------------------------------------
FRANKLIN RESOURCES, INC. Agenda Number: 933184931
- --------------------------------------------------------------------------------------------------------------------------
Security: 354613101
Meeting Type: Annual
Meeting Date: 16-Mar-2010
Ticker: BEN
ISIN: US3546131018
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SAMUEL H. ARMACOST Mgmt For For
1B ELECTION OF DIRECTOR: CHARLES CROCKER Mgmt For For
1C ELECTION OF DIRECTOR: JOSEPH R. HARDIMAN Mgmt For For
1D ELECTION OF DIRECTOR: ROBERT D. JOFFE Mgmt For For
1E ELECTION OF DIRECTOR: CHARLES B. JOHNSON Mgmt For For
1F ELECTION OF DIRECTOR: GREGORY E. JOHNSON Mgmt For For
1G ELECTION OF DIRECTOR: RUPERT H. JOHNSON, JR. Mgmt For For
1H ELECTION OF DIRECTOR: THOMAS H. KEAN Mgmt For For
1I ELECTION OF DIRECTOR: CHUTTA RATNATHICAM Mgmt For For
1J ELECTION OF DIRECTOR: PETER M. SACERDOTE Mgmt For For
1K ELECTION OF DIRECTOR: LAURA STEIN Mgmt For For
1L ELECTION OF DIRECTOR: ANNE M. TATLOCK Mgmt For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
03 TO SUBMIT FOR STOCKHOLDER APPROVAL FOR PURPOSES Mgmt For For
OF COMPLYING WITH REQUIREMENTS OF SECTION 162(M)
OF INTERNAL REVENUE CODE.
- --------------------------------------------------------------------------------------------------------------------------
GENERAL DYNAMICS CORPORATION Agenda Number: 933209290
- --------------------------------------------------------------------------------------------------------------------------
Security: 369550108
Meeting Type: Annual
Meeting Date: 05-May-2010
Ticker: GD
ISIN: US3695501086
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: NICHOLAS D. CHABRAJA Mgmt For For
1B ELECTION OF DIRECTOR: JAMES S. CROWN Mgmt For For
1C ELECTION OF DIRECTOR: WILLIAM P. FRICKS Mgmt For For
1D ELECTION OF DIRECTOR: JAY L. JOHNSON Mgmt For For
1E ELECTION OF DIRECTOR: GEORGE A. JOULWAN Mgmt For For
1F ELECTION OF DIRECTOR: PAUL G. KAMINSKI Mgmt For For
1G ELECTION OF DIRECTOR: JOHN M. KEANE Mgmt For For
1H ELECTION OF DIRECTOR: LESTER L. LYLES Mgmt For For
1J ELECTION OF DIRECTOR: WILLIAM A. OSBORN Mgmt For For
1K ELECTION OF DIRECTOR: ROBERT WALMSLEY Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS. Mgmt For For
03 SHAREHOLDER PROPOSAL WITH REGARD TO WEAPONS Shr Against For
IN SPACE.
- --------------------------------------------------------------------------------------------------------------------------
HELLENIC TELECOMMUNICATIONS ORGANIZATIONS OTE Agenda Number: 702030608
- --------------------------------------------------------------------------------------------------------------------------
Security: X3258B102
Meeting Type: OGM
Meeting Date: 10-Jul-2009
Ticker:
ISIN: GRS260333000
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Amend the terms of the Stock Option Plan for Mgmt No vote
executives of the Company and affiliated Companies,
according to the Article 42e of the Codified
Law 2190/1920
- --------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 933201371
- --------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 26-Apr-2010
Ticker: HON
ISIN: US4385161066
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: GORDON M. BETHUNE Mgmt For For
1B ELECTION OF DIRECTOR: KEVIN BURKE Mgmt For For
1C ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For
1D ELECTION OF DIRECTOR: DAVID M. COTE Mgmt For For
1E ELECTION OF DIRECTOR: D. SCOTT DAVIS Mgmt For For
1F ELECTION OF DIRECTOR: LINNET F. DEILY Mgmt For For
1G ELECTION OF DIRECTOR: CLIVE R. HOLLICK Mgmt For For
1H ELECTION OF DIRECTOR: GEORGE PAZ Mgmt For For
1I ELECTION OF DIRECTOR: BRADLEY T. SHEARES Mgmt For For
1J ELECTION OF DIRECTOR: MICHAEL W. WRIGHT Mgmt For For
02 APPROVAL OF INDEPENDENT ACCOUNTANTS Mgmt For For
03 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION - RIGHT TO CALL A SPECIAL
MEETING OF SHAREOWNERS
04 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
05 SHAREHOLDER ACTION BY WRITTEN CONSENT Shr For Against
06 INDEPENDENT CHAIRMAN Shr For Against
07 HUMAN RIGHTS -- DEVELOP AND ADOPT POLICIES Shr Against For
- --------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORP. Agenda Number: 933199653
- --------------------------------------------------------------------------------------------------------------------------
Security: 459200101
Meeting Type: Annual
Meeting Date: 27-Apr-2010
Ticker: IBM
ISIN: US4592001014
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: A.J.P. BELDA Mgmt For For
1B ELECTION OF DIRECTOR: C. BLACK Mgmt For For
1C ELECTION OF DIRECTOR: W.R. BRODY Mgmt For For
1D ELECTION OF DIRECTOR: K.I. CHENAULT Mgmt For For
1E ELECTION OF DIRECTOR: M.L. ESKEW Mgmt For For
1F ELECTION OF DIRECTOR: S.A. JACKSON Mgmt For For
1G ELECTION OF DIRECTOR: A.N. LIVERIS Mgmt For For
1H ELECTION OF DIRECTOR: W.J. MCNERNEY, JR. Mgmt For For
1I ELECTION OF DIRECTOR: T. NISHIMURO Mgmt For For
1J ELECTION OF DIRECTOR: J.W. OWENS Mgmt For For
1K ELECTION OF DIRECTOR: S.J. PALMISANO Mgmt For For
1L ELECTION OF DIRECTOR: J.E. SPERO Mgmt For For
1M ELECTION OF DIRECTOR: S. TAUREL Mgmt For For
1N ELECTION OF DIRECTOR: L.H. ZAMBRANO Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
03 STOCKHOLDER PROPOSAL ON EXECUTIVE COMPENSATION Shr For Against
ANNUAL INCENTIVE PAYOUT
04 STOCKHOLDER PROPOSAL ON CUMULATIVE VOTING Shr Against For
05 STOCKHOLDER PROPOSAL ON NEW THRESHOLD FOR CALLING Shr For Against
SPECIAL MEETINGS
06 STOCKHOLDER PROPOSAL ON ADVISORY VOTE ON EXECUTIVE Shr Against For
COMPENSATION.
- --------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 933205963
- --------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 22-Apr-2010
Ticker: JNJ
ISIN: US4781601046
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MARY SUE COLEMAN Mgmt For For
1B ELECTION OF DIRECTOR: JAMES G. CULLEN Mgmt For For
1C ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS Mgmt For For
1D ELECTION OF DIRECTOR: SUSAN L. LINDQUIST Mgmt For For
1E ELECTION OF DIRECTOR: ANNE M. MULCAHY Mgmt For For
1F ELECTION OF DIRECTOR: LEO F. MULLIN Mgmt For For
1G ELECTION OF DIRECTOR: WILLIAM D. PEREZ Mgmt For For
1H ELECTION OF DIRECTOR: CHARLES PRINCE Mgmt For For
1I ELECTION OF DIRECTOR: DAVID SATCHER Mgmt For For
1J ELECTION OF DIRECTOR: WILLIAM C. WELDON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2010
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION Shr For Against
04 SPECIAL SHAREOWNER MEETINGS Shr For Against
- --------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE KPN NV Agenda Number: 702117777
- --------------------------------------------------------------------------------------------------------------------------
Security: N4297B146
Meeting Type: EGM
Meeting Date: 03-Nov-2009
Ticker:
ISIN: NL0000009082
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN INFORMATION MEETING. Non-Voting No vote
SHOULD YOU WISH TO ATTEND THE MEETING PERSONALLY,
YOU MAY APPLY FOR AN ENTRANCE CARD BY CONTACTING
YOUR CLIENT REPRESENTATIVE. THANK YOU
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting No vote
AT THIS GENERAL MEETING ARE RELAXED AS THERE
IS A REGISTRATION DEADLINE / RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU.
1. Opening and announcements Non-Voting No vote
2. Notification regarding the intended appointment Non-Voting No vote
of Mrs. Carla Smits-Nusteling as a Member of
the Board of Management
3. Closure of the meeting Non-Voting No vote
- --------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE KPN NV Agenda Number: 702271165
- --------------------------------------------------------------------------------------------------------------------------
Security: N4297B146
Meeting Type: OGM
Meeting Date: 13-Apr-2010
Ticker:
ISIN: NL0000009082
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Opening and announcements Non-Voting No vote
2 Report by the Board of Management for the FY Non-Voting No vote
2009
3 Update on Corporate Governance Non-Voting No vote
4 Adopt the financial statements for the FY 2009 Mgmt For For
5 Explanation of the financial and dividend policy Non-Voting No vote
6 Adopt a dividend over the FY 2009 Mgmt For For
7 Grant discharge to the Members of the Board Mgmt For For
of Management from liability
8 Grant discharge to the Members of the Supervisory Mgmt For For
Board from liability
9 Appoint the Auditor Mgmt For For
10 Amend the remuneration policy for the Board Mgmt For For
of Management
11 Announcement regarding the intended extension Non-Voting No vote
of the employment contracts of Mr. E. Blok
and Mr. J.B.P. Coopmans as Members of the Board
of Management
12 Announcement concerning vacancies in the Supervisory Non-Voting No vote
Board arising in 2011
13 Announcement regarding changes in composition Non-Voting No vote
of the Committees of the Supervisory
Board
14 Authorize the Board of Management to resolve Mgmt For For
that the Company may acquire its own shares
15 Approve to reduce the capital through cancellation Mgmt For For
of own shares
16 Any other business and closure of the meeting Non-Voting No vote
- - PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting No vote
AT THIS GENERAL MEETING ARE RELAXED AS THERE
IS A REGISTRATION DEADLINE / RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU.
- --------------------------------------------------------------------------------------------------------------------------
KRAFT FOODS INC. Agenda Number: 933205331
- --------------------------------------------------------------------------------------------------------------------------
Security: 50075N104
Meeting Type: Annual
Meeting Date: 18-May-2010
Ticker: KFT
ISIN: US50075N1046
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: AJAYPAL S. BANGA Mgmt For For
1B ELECTION OF DIRECTOR: MYRA M. HART Mgmt For For
1C ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For
1D ELECTION OF DIRECTOR: MARK D. KETCHUM Mgmt For For
1E ELECTION OF DIRECTOR: RICHARD A. LERNER, M.D. Mgmt For For
1F ELECTION OF DIRECTOR: MACKEY J. MCDONALD Mgmt For For
1G ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For
1H ELECTION OF DIRECTOR: FREDRIC G. REYNOLDS Mgmt For For
1I ELECTION OF DIRECTOR: IRENE B. ROSENFELD Mgmt For For
1J ELECTION OF DIRECTOR: J.F. VAN BOXMEER Mgmt For For
1K ELECTION OF DIRECTOR: DEBORAH C. WRIGHT Mgmt For For
1L ELECTION OF DIRECTOR: FRANK G. ZARB Mgmt For For
2 RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2010.
3 SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER ACTION Shr For Against
BY WRITTEN CONSENT.
- --------------------------------------------------------------------------------------------------------------------------
LIMITED BRANDS, INC. Agenda Number: 933239774
- --------------------------------------------------------------------------------------------------------------------------
Security: 532716107
Meeting Type: Annual
Meeting Date: 27-May-2010
Ticker: LTD
ISIN: US5327161072
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DENNIS S. HERSCH Mgmt For For
1B ELECTION OF DIRECTOR: DAVID T. KOLLAT Mgmt For For
1C ELECTION OF DIRECTOR: WILLIAM R. LOOMIS, JR. Mgmt For For
1D ELECTION OF DIRECTOR: LESLIE H. WEXNER Mgmt For For
2 THE RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTANTS.
- --------------------------------------------------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION Agenda Number: 933206333
- --------------------------------------------------------------------------------------------------------------------------
Security: 539830109
Meeting Type: Annual
Meeting Date: 22-Apr-2010
Ticker: LMT
ISIN: US5398301094
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: E.C. "PETE" ALDRIDGE JR. Mgmt For For
1B ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD Mgmt For For
1C ELECTION OF DIRECTOR: DAVID B. BURRITT Mgmt For For
1D ELECTION OF DIRECTOR: JAMES O. ELLIS JR. Mgmt For For
1E ELECTION OF DIRECTOR: GWENDOLYN S. KING Mgmt For For
1F ELECTION OF DIRECTOR: JAMES M. LOY Mgmt For For
1G ELECTION OF DIRECTOR: DOUGLAS H. MCCORKINDALE Mgmt For For
1H ELECTION OF DIRECTOR: JOSEPH W. RALSTON Mgmt For For
1I ELECTION OF DIRECTOR: JAMES M. SCHNEIDER Mgmt For For
1J ELECTION OF DIRECTOR: ANNE STEVENS Mgmt For For
1K ELECTION OF DIRECTOR: ROBERT J. STEVENS Mgmt For For
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITORS
03 STOCKHOLDER PROPOSAL: REPORT ON SPACE-BASED Shr Against For
WEAPONS PROGRAM
- --------------------------------------------------------------------------------------------------------------------------
MAN GROUP PLC, LONDON Agenda Number: 702003334
- --------------------------------------------------------------------------------------------------------------------------
Security: G5790V156
Meeting Type: AGM
Meeting Date: 09-Jul-2009
Ticker:
ISIN: GB00B28KQ186
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the 'Directors', 'Auditors' reports Mgmt No vote
and the financial statements for the YE 31
MAR 2009
2. Approve the remuneration report for the YE 31 Mgmt No vote
MAR 2009
3. Declare a final dividend of 15.47 pence per Mgmt No vote
ordinary share giving a total of 27.36 pence
per ordinary share for the YE 31 MAR 2009
4. Re-appoint Mr. Jon Aisbitt as the Director of Mgmt No vote
the Company
5. Re-appoint Mr. Peter Clarke as a Director of Mgmt No vote
the Company
6. Re-appoint PricewaterhouseCoopers LLP as the Mgmt No vote
Auditors of the Company to hold office from
the conclusion of this meeting until the conclusion
of the next AGM at which accounts are laid
before the Company
7. Authorize the Directors to determine the remuneration Mgmt No vote
of the Auditors
8. Approve to increase the authorized share capital Mgmt No vote
of the Company from USD 681,010,434.49209 and
GBP 50,000 to USD 698,010,434.49209 and GBP
50,000 by the creation of 495,829,201 ordinary
shares of 3 3/7 US cents each ranking pari
passu in all respects with the existing ordinary
shares of 3 3/7 US cents in the capital of
the Company
9. Authorize the Directors of the Company, pursuant Mgmt No vote
to Section 80 of the Companies Act 1985 ["the
Act"] to exercise all the powers of the Company
to allot relevant securities [within the meaning
of Section 80 of the Act]: [a] up to a nominal
amount of USD 19,520,845; and [b] comprising
equity securities [within the meaning of Section
94 of the Act] up to a nominal amount of USD
39,041,690 [such amount to be reduced by the
nominal amount of any relevant securities issued
under paragraph [a] of this Resolution 9] in
connection with an offer by way of a rights
issue: [i] to ordinary shareholders in proportion
[as nearly as may be practicable] to their
existing holdings; and [ii] to holders of other
equity securities, as required by the rights
of those securities or, subject to such rights,
as the Directors of the Company otherwise consider
necessary, and so that the Directors of the
Company may impose any limits or restrictions
and make any arrangements which they consider
necessary or appropriate to deal with treasury
shares, fractional entitlements, record dates,
legal, regulatory or practical problems in,
or under the laws of, any territory or any
other matter, [Authority expires the earlier
of the conclusion of the AGM of the Company
unless previously renewed, varied or revoked
by the Company in GM]; and the directors of
the Company may allot relevant securities under
any such offer or agreement as if the authority
conferred hereby had not expired
S.10 Authorize the Directors of the Company pursuant Mgmt No vote
to Section 95 of the Companies Act 1985 ["the
Act"], to allot equity securities [within the
meaning of Section 94[2] of the Act] wholly
for cash pursuant to the general authorities
conferred by Resolution 9 and/or where the
allotment constitutes an allotment of equity
securities by virtue of Section 94 [3A] of
the Act, in each case free of the restriction
in Section 89[1] of the Act, such power to
be limited to: a]the allotment of equity securities
in connection with an offer of equity securities
[but in the case of an allotment pursuant to
the authority granted under paragraph [b] of
Resolution 9, such power shall be limited to
the allotment of equity securities in connection
with an offer by way of a rights issue only]:
[i] to ordinary shareholders in proportion
[as nearly as may be practicable] to their
existing shareholdings; and [ii] to the holders
of other equity securities, as required by
the rights of those securities or, subject
to such rights, as the Directors of the Company
otherwise consider necessary, and so that the
Directors of the Company may impose any limits
or restrictions and make any arrangements which
it considers necessary or appropriate to deal
with treasury shares, fractional entitlements,
record dates, legal, regulatory or practical
problems in, or under the laws of, any territory
or any other matter; b]and the allotment of
equity securities pursuant to the authority
granted under paragraph [a] of Resolution 9
and/or an allotment which constitutes an allotment
of equity securities by virtue of Section 94
[3A] of the Act [in each case, otherwise than
in the circumstances set out in paragraph [a]
of this Resolution 10] up to an aggregate nominal
amount of USD 2,928,127, such power to apply
[Authority expires the earlier of the conclusion
of the AGM of the Company unless previously
renewed, varied or revoked by the Company after
the date of the passing of this resolution
or 08 OCT 2010] and the Directors of the Company
may allot equity securities under any such
offer or agreement as if the power conferred
hereby had not expired
S.11 Authorize the Company, pursuant to Section 166 Mgmt No vote
of the Companies Act 1985 ["the Act"] to make
market purchases [within the meaning of Section
163 of the Act] on the London Stock Exchange
of ordinary shares of 3 3/7 US cents each ["ordinary
shares"] provided that: [i] the maximum aggregate
number of ordinary shares that may be purchased
is 170,805,967; in substitution for all existing
powers, the Company;[ii] the minimum price[exclusive
of expenses] which may be paid for an ordinary
share is 3 3/7 US cents or the sterling equivalent
of 3 3/7 US cents;[iii] the maximum price[exclusive
of expenses] which may be paid for each ordinary
share is higher of:[a] 105% of the average
market value of an ordinary share in the Company
for the 5 business days prior to the day the
purchase is made; and the value of an ordinary
share calculated on the basis of the higher
of the price quoted for [a] the last independent
trade of; and [b] the highest current independent
bid for any number of the Company's ordinary
shares on the London Stock Exchange; [Authority
expires on the conclusion of the next Annual
General Meeting of the Company or on the earlier
of 08 JAN 2011] and the Company may make a
purchase of ordinary shares in pursuance of
any such contract as if the authority conferred
by this resolution had not expired
S.12 Authorize the Directors to call general meetings Mgmt No vote
of the Company other than AGM on not less than
14 clear days' notice, [Authority shall expire
at the conclusion of the next AGM of the Company
after the passing of this resolution]
S.13 Approve and authorize the terms of the proposed Mgmt No vote
contract [a draft of which has been produced
to the meeting and initialled by the Chairman
of the meeting for the purpose of identification
only] between the Company and all the holders
of deferred dollar shares of 0.001 US cent
each in the capital of the Company [the "deferred
dollar shares"], which will be executed by
a Director or officer of the Company on behalf
of such holders in accordance with Article
167[F][1] of the Articles of Association of
the Company, pursuant to which the Company
will purchase all of the deferred dollar shares
in issue, for the purposes of section 164 of
the Companies Act 1985 [as amended] and otherwise,
but so that such approval and [authority shall
expire on 08 DEC 2010]
- --------------------------------------------------------------------------------------------------------------------------
MARATHON OIL CORPORATION Agenda Number: 933201838
- --------------------------------------------------------------------------------------------------------------------------
Security: 565849106
Meeting Type: Annual
Meeting Date: 28-Apr-2010
Ticker: MRO
ISIN: US5658491064
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: GREGORY H. BOYCE Mgmt For For
1B ELECTION OF DIRECTOR: CLARENCE P. CAZALOT, JR. Mgmt For For
1C ELECTION OF DIRECTOR: DAVID A. DABERKO Mgmt For For
1D ELECTION OF DIRECTOR: WILLIAM L. DAVIS Mgmt For For
1E ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON Mgmt For For
1F ELECTION OF DIRECTOR: PHILIP LADER Mgmt For For
1G ELECTION OF DIRECTOR: CHARLES R. LEE Mgmt For For
1H ELECTION OF DIRECTOR: MICHAEL E.J. PHELPS Mgmt For For
1I ELECTION OF DIRECTOR: DENNIS H. REILLEY Mgmt For For
1J ELECTION OF DIRECTOR: SETH E. SCHOFIELD Mgmt For For
1K ELECTION OF DIRECTOR: JOHN W. SNOW Mgmt For For
1L ELECTION OF DIRECTOR: THOMAS J. USHER Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT AUDITOR FOR 2010
03 STOCKHOLDER PROPOSAL TO AMEND OUR BY-LAWS TO Shr For Against
LOWER THE THRESHOLD FOR STOCKHOLDERS TO CALL
SPECIAL MEETINGS
04 STOCKHOLDER PROPOSAL TO ADOPT A POLICY FOR RATIFICATION Shr For Against
AND APPROVAL OF EXECUTIVE COMPENSATION POLICIES
AND PRACTICES
- --------------------------------------------------------------------------------------------------------------------------
MASIMO CORPORATION Agenda Number: 933256415
- --------------------------------------------------------------------------------------------------------------------------
Security: 574795100
Meeting Type: Annual
Meeting Date: 02-Jun-2010
Ticker: MASI
ISIN: US5747951003
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOE KIANI Mgmt For For
JACK LASERSOHN Mgmt For For
02 TO RATIFY THE SELECTION OF GRANT THORNTON LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT AUDITORS FOR FISCAL
YEAR 2010.
- --------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 933236920
- --------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 25-May-2010
Ticker: MRK
ISIN: US58933Y1055
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: LESLIE A. BRUN Mgmt For For
1B ELECTION OF DIRECTOR: THOMAS R. CECH Mgmt For For
1C ELECTION OF DIRECTOR: RICHARD T. CLARK Mgmt For For
1D ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For
1E ELECTION OF DIRECTOR: STEVEN F. GOLDSTONE Mgmt For For
1F ELECTION OF DIRECTOR: WILLIAM B. HARRISON, JR. Mgmt For For
1G ELECTION OF DIRECTOR: HARRY R. JACOBSON Mgmt For For
1H ELECTION OF DIRECTOR: WILLIAM N. KELLEY Mgmt For For
1I ELECTION OF DIRECTOR: C. ROBERT KIDDER Mgmt For For
1J ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For
1K ELECTION OF DIRECTOR: CARLOS E. REPRESAS Mgmt For For
1L ELECTION OF DIRECTOR: PATRICIA F. RUSSO Mgmt For For
1M ELECTION OF DIRECTOR: THOMAS E. SHENK Mgmt For For
1N ELECTION OF DIRECTOR: ANNE M. TATLOCK Mgmt For For
1O ELECTION OF DIRECTOR: CRAIG B. THOMPSON Mgmt For For
1P ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
1Q ELECTION OF DIRECTOR: PETER C. WENDELL Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF THE COMPANY'S Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2010.
03 PROPOSAL TO ADOPT THE 2010 INCENTIVE STOCK PLAN. Mgmt For For
04 PROPOSAL TO ADOPT THE 2010 NON-EMPLOYEE DIRECTORS Mgmt For For
STOCK OPTION PLAN.
- --------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 933150310
- --------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 19-Nov-2009
Ticker: MSFT
ISIN: US5949181045
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ELECTION OF DIRECTOR: WILLIAM H. GATES III Mgmt No vote
02 ELECTION OF DIRECTOR: STEVEN A. BALLMER Mgmt No vote
03 ELECTION OF DIRECTOR: DINA DUBLON Mgmt No vote
04 ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN Mgmt No vote
05 ELECTION OF DIRECTOR: REED HASTINGS Mgmt No vote
06 ELECTION OF DIRECTOR: MARIA KLAWE Mgmt No vote
07 ELECTION OF DIRECTOR: DAVID F. MARQUARDT Mgmt No vote
08 ELECTION OF DIRECTOR: CHARLES H. NOSKI Mgmt No vote
09 ELECTION OF DIRECTOR: HELMUT PANKE Mgmt No vote
10 RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt No vote
TOUCHE LLP AS THE COMPANY'S INDEPENDENT AUDITOR
11 TO APPROVE AMENDMENTS TO AMENDED AND RESTATED Mgmt No vote
ARTICLES OF INCORPORATION
12 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt No vote
13 SHAREHOLDER PROPOSAL - ADOPTION OF HEALTHCARE Shr No vote
REFORM PRINCIPLES
14 SHAREHOLDER PROPOSAL - DISCLOSURE OF CHARITABLE Shr No vote
CONTRIBUTIONS
- --------------------------------------------------------------------------------------------------------------------------
NESTLE S A Agenda Number: 702312567
- --------------------------------------------------------------------------------------------------------------------------
Security: H57312649
Meeting Type: AGM
Meeting Date: 15-Apr-2010
Ticker:
ISIN: CH0038863350
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting No vote
REQUIREMENT IN THE SWISS MARKET, SPECIFIC POLICIES
AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY.
UPON RECEIPT OF THE VOTING INSTRUCTION, IT
IS POSSIBLE THAT A MARKER MAY BE PLACED ON
YOUR SHARES TO ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU HAVE
CONCERNS REGARDING YOUR ACCOUNTS, PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE.
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 603908 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.
1.1 Approve the Annual Report, the financial statements Mgmt No vote
of Nestle S.A. and the consolidated financial
statements of the Nestle Group for 2009
1.2 Approve the acceptance of the compensation report Mgmt No vote
2009
2. Approve to release the Members of the Board Mgmt No vote
of Directors and of the Management
3. Approve the appropriation of profits resulting Mgmt No vote
from the balance sheet of Nestle S.A Retained
earnings as specified provided that the proposal
of the Board of Directors is approved, the
gross dividend will amount to CHF 1.60 per
share, representing a net amount of CHF 1.04
per share after payment of the Swiss withholding
tax of 35% the last trading day with entitlement
to receive the dividend is 16 APR 2010, the
shares will be traded ex dividend as of 19
APR 2010, the net dividend will be payable
as from 22 APR 2010
4.1.1 Re-elections of Mr. Peter Brabeck-Letmathe to Mgmt No vote
the Board of Directors for a term of 3 years
4.1.2 Re-elections of Mr. Steven G. Hoch, to the Board Mgmt No vote
of Directors for a term of 3 years
4.1.3 Re-elections of Mr.Andre Kudelski to the Board Mgmt No vote
of Directors for a term of 3 years
4.1.4 Re-elections of Mr.Jean-Rene Fourtou to the Mgmt No vote
Board of Directors for a term of 2 years
4.2.1 Elections of Mrs. Titia de Lange to the Board Mgmt No vote
of Directors for a term of 3 years
4.2.2 Elections of Mr. Jean-Pierre Roth to the Board Mgmt No vote
of Directors for a term of 3 years
4.3 Re-election of KPMG S.A., Geneva branch for Mgmt No vote
a term of 1year
5. Approve the cancellation of 185,000.000 shares Mgmt No vote
repurchased under the share buy-back programme,
and reduction of share capital by CHF 18,500.000,
and amend the Article 3 of the Articles of
Association as specified
6. Amend the New Article 4 of the Articles of Association Mgmt No vote
as specified
- --------------------------------------------------------------------------------------------------------------------------
NOKIA CORP, ESPOO Agenda Number: 702230599
- --------------------------------------------------------------------------------------------------------------------------
Security: X61873133
Meeting Type: AGM
Meeting Date: 06-May-2010
Ticker:
ISIN: FI0009000681
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting No vote
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 ABSTAIN VOTE AT QUALIFIED MAJORITY Non-Voting No vote
ITEMS [2/3] WORKS AGAINST PROPOSAL.
1. Opening of the Meeting Non-Voting No vote
2. Matters of order for the Meeting Non-Voting No vote
3. Election of the persons to confirm the minutes Non-Voting No vote
and to verify the counting of votes
4. Recording the legal convening of the Meeting Non-Voting No vote
and quorum
5. Recording the attendance at the Meeting and Non-Voting No vote
adoption of the list of votes
6. Presentation of the Annual Accounts 2009, the Non-Voting No vote
report of the Board of Directors and the Auditor's
report for the year 2009 - Review by the President
and CEO
7. Adoption of the Annual Accounts Mgmt For For
8. Resolution on the use of the profit shown on Mgmt For For
the balance sheet and the payment of dividend:
the Board proposes to the AGM a dividend of
EUR 0.40 per share for the FY 2009. The dividend
will be paid to shareholders registered in
the Register of shareholders held by Euroclear
Finland Ltd on the record date, 11 MAY 2010.
The Board proposes that the dividend be paid
on or about 25 May 2010.
9. Resolution on the discharge of the Members of Mgmt For For
the Board of Directors and the President from
liability
10. Resolution on the remuneration of the Members Mgmt For For
of the Board of Directors: The Board's Corporate
Governance and Nomination Committee proposes
to the AGM that the remuneration payable to
the Members of the Board to be elected at the
AGM for the term for a term ending at the AGM
in 2011, be unchanged from 2008 and 2009 and
be as follows: EUR 440,000 for the Chairman,
EUR 150,000 for the Vice Chairman, and EUR
130,000 for each Member. In addition, the Committee
proposes that the Chairman of the Audit Committee
and Chairman of the Personnel Committee will
each receive an additional annual fee of EUR
25,000 and other Members of the Audit Committee
an additional annual fee of EUR 10,000 each.
The Corporate Governance and Nomination Committee
proposes that approximately 40% of the remuneration
be paid in Nokia shares purchased from the
market, which shares shall be retained until
the end of the Board Membership in line with
the Nokia policy [except for those shares needed
to offset any costs relating to the acquisition
of the shares, including taxes].
11. Resolution on the number of Members of the Board Mgmt For For
of Directors: Georg Ehrnrooth, Nokia Board
Audit Committee Chairman since 2007 and Board
Member since 2000, has informed that he will
not stand for re-election. The Board's Corporate
Governance and Nomination Committee proposes
to the AGM that the number of Board Members
be 10.
12. Election of Members of the Board of Directors: Mgmt For For
The Board's Corporate Governance and Nomination
Committee proposes to the AGM that the following
current Nokia Board Members be re-elected as
Members of the Board of Directors for a term
ending at the AGM in 2011: Lalita D. Gupte,
Dr. Bengt Holmstrom, Prof. Dr. Henning Kagermann,
Olli-Pekka Kallasvuo, Per Karlsson, Isabel
Marey-Semper, Jorma Ollila, Dame Marjorie Scardino,
Risto Siilasmaa and Keijo Suila.
13. Resolution on the remuneration of the Auditor: Mgmt For For
The Board's Audit Committee proposes to the
AGM that the External Auditor to be elected
at the AGM be reimbursed according to the invoice
of the Auditor, and in compliance with the
purchase policy approved by the Audit Committee.
14. Election of Auditor: The Board's Audit Committee Mgmt For For
proposes to the AGM that PricewaterhouseCoopers
Oy be re-elected as the Company's Auditor for
the FY 2010.
15. Resolution on the amendment of the Articles Mgmt For For
of Association: The Board proposes to the AGM
the Articles of Association of the Company
to be amended as follows: Amend the provision
on the object of the Company to reflect more
precisely its current business activities [Article
2]. Amend the provision on the notice of a
General Meeting to the effect that the provisions
on the publication date of the notice corresponds
to the amended provisions of the Finnish Companies
Act and to allow the publication of the notice
in the same manner as the other official disclosures
of the Company [Article 10].
16. Authorize the Board of Directors to resolve Mgmt For For
to repurchase the Company's own shares: The
Board proposes that the AGM authorize the Board
to resolve to repurchase a maximum of 360 million
Nokia shares by using funds in the unrestricted
shareholders' equity. Repurchases will reduce
funds available for distribution of profits.
The shares may be repurchased in order to develop
the capital structure of the Company, finance
or carry out acquisitions or other arrangements,
settle the Company's equity-based incentive
plans, be transferred for other purposes, or
be cancelled. The shares may be repurchased
either a) through a tender offer made to all
the shareholders on equal terms; or b) through
public trading by repurchasing the shares in
another proportion than that of the current
shareholders. It is proposed that the authorization
be effective until 30 JUN 2011 and terminate
the corresponding authorization granted by
the AGM on 23 APR 2009.
17. Authorize the Board of Directors to resolve Mgmt For For
on the issuance of shares and special rights
entitling to shares. The Board proposes that
the AGM authorizes the Board to resolve to
issue a maximum of 740 million shares during
the validity period of the authorization through
issuance of shares or special rights entitling
to shares [including stock options] under Chapter
10, Section 1 of the Finnish Companies Act
in 1 or more issues. The Board proposes that
the authorization may be used to develop the
Company's capital structure, diversify the
shareholder base, finance or carry out acquisitions
or other arrangements, settle the Company's
equity-based incentive plans, or for other
purposes resolved by the Board. It is proposed
that the authorization include the right for
the Board to resolve on all the terms and conditions
of the issuance of shares and such special
rights, including to whom shares or special
rights may be issued as well as the consideration
to be paid. The authorization thereby includes
the right to deviate from the shareholders'
pre-emptive rights within the limits set by
law. It is proposed that the authorization
be effective until 30 JUN 2013 and terminate
the corresponding authorization granted by
the AGM on 03 MAY 2007.
18. Closing of the Meeting Non-Voting No vote
- --------------------------------------------------------------------------------------------------------------------------
NOVARTIS AG, BASEL Agenda Number: 702231452
- --------------------------------------------------------------------------------------------------------------------------
Security: H5820Q150
Meeting Type: AGM
Meeting Date: 26-Feb-2010
Ticker:
ISIN: CH0012005267
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 610175, 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.
Blocking of registered shares is not a legal Non-Voting No vote
requirement in the Swiss market, specific policies
at the individual sub-custodians may vary.
Upon receipt of the voting instruction, it
is possible that a marker may be placed on
your shares to allow for reconciliation and
re-registration following a trade. If you have
concerns regarding your accounts, please contact
your client service representative.
A.1 Approval of the annual report, the financial Mgmt No vote
statements of Novartis AG and the group consolidated
financial statements for the business year
2009
A.2 Discharge from liability of the Members of the Mgmt No vote
Board of Directors and the Executive Committee
A.3 Appropriation of available earnings of Novartis Mgmt No vote
AG as per balance sheet and declaration of
dividend
A.4.1 Amendments to the Articles of Incorporation Mgmt No vote
- Implementation of the Book Entry Securities
Act
A.4.2 Amendments to the Articles of Incorporation Mgmt No vote
- Introduction of a Consultative Vote on the
Compensation System
A.5.A Re-election of Marjorie M.T. Yang, for a 3 year Mgmt No vote
term
A.5.B Re-election of Daniel Vasella, M.D., for a 3 Mgmt No vote
year term
A.5.C Re-election of Hans-Joerg Rudloff, for a 1 year Mgmt No vote
term
A.6 Election of PricewaterhouseCoopers as Auditor Mgmt No vote
of Novartis AG for 1 year
B. If shareholders at the Annual General Meeting Mgmt No vote
propose additional and/or counterproposals,
I/we instruct the Independent Proxy to vote
according to the proposal of the Board of Directors
- --------------------------------------------------------------------------------------------------------------------------
PARTNER COMMUNICATIONS CO LTD Agenda Number: 702345035
- --------------------------------------------------------------------------------------------------------------------------
Security: M78465107
Meeting Type: AGM
Meeting Date: 28-Apr-2010
Ticker:
ISIN: IL0010834849
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
- - AS A CONDITION OF VOTING, ISRAELI MARKET REGULATIONS Non-Voting No vote
REQUIRE THAT YOU DISCLOSE WHETHER YOU
HAVE A CONTROLLING OR PERSONAL INTEREST IN
THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT WE MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY.
IF YOU DO NOT HAVE A CONTROLLING OR PERSONAL
INTEREST, SUBMIT YOUR VOTE AS NORMAL
1 Re-appoint Kesselman & Kesselman, independent Mgmt For For
certified public accountants in Israel and
a Member of PricewaterhouseCoopers International
Limited Group, as the Company's Auditor for
the YE at the close of the next AGM
2 Approve to discuss the Auditor's remuneration Mgmt For For
for the YE 31 DEC 2009, as determined
by the Audit Committee and by the Board of
Directors, and the report of the Board
of Directors with respect to the remuneration
paid to the Auditor and its affiliates for
the YE 31 DEC 2009
3 Approve to discuss the Company's audited financial Mgmt For For
statements for the YE 31 DEC 2009 and the
report of the Board of Directors for such period
4 Re-elect Ilan Ben Dov, Yaron Bloch, Erez Gissin, Mgmt Against Against
Yacov Gelbard, Dr. Shlomo Nass and Yahel
Shachar, to approve the compensation terms
of several Directors and to approve
the insurance and indemnification of the Directors
up for re-election at the AGM and of Ms.
Osnat Ronen
5 Approve to grant of indemnification letters Mgmt Against Against
to the Directors up for re-election
other than Mr. Erez Gissin, the existing indemnification
thereof continues in full force and effect
and to Ms. Osnat Ronen
6 Approve of a perennial agreement for the purchase Mgmt Against Against
of handsets, accessories, spare parts and
repair services from Scailex Corporation Ltd,
the controlling party of the Company
- --------------------------------------------------------------------------------------------------------------------------
PEABODY ENERGY CORPORATION Agenda Number: 933211904
- --------------------------------------------------------------------------------------------------------------------------
Security: 704549104
Meeting Type: Annual
Meeting Date: 04-May-2010
Ticker: BTU
ISIN: US7045491047
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
GREGORY H. BOYCE Mgmt For For
WILLIAM A. COLEY Mgmt For For
WILLIAM E. JAMES Mgmt For For
ROBERT B. KARN III Mgmt For For
M. FRANCES KEETH Mgmt For For
HENRY E. LENTZ Mgmt For For
ROBERT A. MALONE Mgmt For For
WILLIAM C. RUSNACK Mgmt For For
JOHN F. TURNER Mgmt For For
ALAN H. WASHKOWITZ Mgmt For For
2 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM.
- --------------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 933223240
- --------------------------------------------------------------------------------------------------------------------------
Security: 718172109
Meeting Type: Annual
Meeting Date: 12-May-2010
Ticker: PM
ISIN: US7181721090
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: HAROLD BROWN Mgmt For For
1B ELECTION OF DIRECTOR: MATHIS CABIALLAVETTA Mgmt For For
1C ELECTION OF DIRECTOR: LOUIS C. CAMILLERI Mgmt For For
1D ELECTION OF DIRECTOR: J. DUDLEY FISHBURN Mgmt For For
1E ELECTION OF DIRECTOR: JENNIFER LI Mgmt For For
1F ELECTION OF DIRECTOR: GRAHAM MACKAY Mgmt For For
1G ELECTION OF DIRECTOR: SERGIO MARCHIONNE Mgmt For For
1H ELECTION OF DIRECTOR: LUCIO A. NOTO Mgmt For For
1I ELECTION OF DIRECTOR: CARLOS SLIM HELU Mgmt For For
1J ELECTION OF DIRECTOR: STEPHEN M. WOLF Mgmt For For
02 RATIFICATION OF THE SELECTION OF INDEPENDENT Mgmt For For
AUDITORS
03 STOCKHOLDER PROPOSAL 1 - FOOD INSECURITY AND Shr Against For
TOBACCO USE
04 STOCKHOLDER PROPOSAL 2 - CREATE HUMAN RIGHTS Shr Against For
PROTOCOLS FOR THE COMPANY AND ITS SUPPLIERS
- --------------------------------------------------------------------------------------------------------------------------
ROCHE HOLDING LTD Agenda Number: 702234105
- --------------------------------------------------------------------------------------------------------------------------
Security: H69293217
Meeting Type: AGM
Meeting Date: 02-Mar-2010
Ticker:
ISIN: CH0012032048
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting No vote
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE. THANK
YOU
1. Presentation of the annual report, annual financial Non-Voting No vote
statement and the Group's annual financial
statement for 2009, as well as the compensation
report
2. Resolution on the discharge of the Members of Non-Voting No vote
the Administrative Board
3. Resolution on the appropriation of the net profit Non-Voting No vote
of Roche Holdings AG
4. Election to the Administrative Board Non-Voting No vote
5. Election of the Financial Auditor Non-Voting No vote
- --------------------------------------------------------------------------------------------------------------------------
RWE AG, ESSEN Agenda Number: 702283540
- --------------------------------------------------------------------------------------------------------------------------
Security: D6629K109
Meeting Type: AGM
Meeting Date: 22-Apr-2010
Ticker:
ISIN: DE0007037129
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting No vote
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD.
THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 01 APR 2010, 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 No vote
annual report for the 2009 financial year with
the report of the Supervisory Board, the group
financial statements and group annual report
as well as the report by the Board of Managing
Directors and the proposal for the appropriation
of the distributable profit
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 1,867,507,627.13 as follows:
Payment of a dividend of EUR 3.50 per no-par
share EUR 52,782.62 shall be carried forward
Ex-dividend and payable date: 23 APR 2010
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. Approval of the remuneration system for the Mgmt For For
Board of Managing Directors
6. Appointment of the Auditors for the 2010 FY: Mgmt For For
PricewaterhouseCoopers AG, Essen
7. Appointment of the Auditors for the review of Mgmt For For
the financial report for the first half of
the 2010 FY: PricewaterhouseCoopers AG, Essen
8. Elections to the Supervisory Board: Dr. Dieter Mgmt For For
Zetsche, Frithjof Kuehn, Dr. Wolfgang Schuessel
9. Authorization to acquire own shares to acquire Mgmt For For
own shares of up to 10 % of its share capital,
at a price not deviating more than 10 % from
the market price of the shares, on or before
21 OCT 2011 b) the Board of Managing Directors
shall be authorized to re-tire the shares,
to use the shares for mergers and acquisitions,
to dispose of the shares in a manner other
than through the stock exchange or by way of
a public offer to all shareholders at a price
not materially below the market price of the
shares, to use the shares for satisfying option
and/o r conversion rights, and to offer the
shares to holders of conversion and/or option
rights within the scope of a public offer to
all shareholders
10. Amendments to the Articles of Association a) Mgmt For For
Section 2 (1), in respect of the object of
the Company being adjusted to reflect the Company's
focus on its core business b) Section 10(8)2
deletion CAA] Section 18, in respect of the
shareholders meeting being convened at least
36 days prior to the meeting CBB] Section 15(3),
in respect of the Board of Managing Directors
being authorized to permit shareholders to
participate in a shareholders meeting by the
use of electronic means of communication Section
16(3), in respect of the Board of Managing
Directors being authorized to permit shareholders
to absentee vote at a shareholders meeting
Section 17(2)2, in respect of the shareholders
meeting being transmitted electronically CCC]
Section 16(3), in respect of proxy-voting instructions
being issued in written form unless stipulated
otherwise in the notice of shareholders meeting
11. Approval of the amendments to the existing control Mgmt For For
and profit transfer agreement with the Company’s
subsidiary RWE Supply + Trading GmbH
COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS Non-Voting No vote
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.
- --------------------------------------------------------------------------------------------------------------------------
SAMPO PLC, SAMPO Agenda Number: 702250488
- --------------------------------------------------------------------------------------------------------------------------
Security: X75653109
Meeting Type: AGM
Meeting Date: 13-Apr-2010
Ticker:
ISIN: FI0009003305
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
- - MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting No vote
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 Opening of the meeting Non-Voting No vote
2 Calling the meeting to order Non-Voting No vote
3 Election of persons to scrutinize the minutes Non-Voting No vote
and to supervise the counting
4 Recording the legality of the meeting Non-Voting No vote
5 Recording the attendance at the meeting and Non-Voting No vote
adoption of the list of votes
6 Presentation of the financial statements, the Non-Voting No vote
Board of Directors' report and the Auditor's
report for 2009
7 Adoption of the accounts Mgmt For For
8 The Board of Directors proposes to the AGM that Mgmt For For
a dividend of EUR 1.00 per share from the
parent Company's distributable assets be paid;
the dividend will be paid to those shareholders
who, on the record date for payment of
dividends, Friday 16 APR 2010 are registered
in the company's shareholder register kept
by Euroclear Finland Ltd.; The Board proposes
to the AGM that the dividend be paid on Friday
23 APR 2010; For those shareholders who have
not transferred their share certificates
to the book-entry system by the record
date for payment of dividends, the dividend
will be paid after the transfer of their
shares to the book-entry system
9 Resolution of the discharge of the Members of Mgmt For For
the Board of Directors and CEO from liability
10 After hearing the major shareholders the Board's Mgmt For For
Nomination and Compensation Committee proposes
to the AGM that the fees of the Members of
the Board of Directors remain unchanged
and that Members of the Board of Directors
be paid the following fees until the close
of the next AGM: the Chairman of the Board
will be paid EUR 160,000, the Vice Chairman
of the Board will be paid EUR 100,000 each,
and the other Members of the Board of Directors
will be paid EUR 80,000 each; Approximately
50% of each Board Member's annual fees, after
deduction of taxes and similar payments, will
be paid in Sampo Plc A shares and the rest
in cash
11 After hearing the major shareholders, the Nomination Mgmt For For
and Compensation Committee proposes
to the AGM that eight Members be elected to
the Board of Directors
12 After hearing the major shareholders, the Nomination Mgmt For For
and Compensation Committee proposes
to the AGM that the current Members of the
Board, Tom Berglund, Anne Brunila, Eira
Palin-Lehtinen, Jukka Pekkarinen, Christoffer
Texell, Veli-Matti Mattila, Matti Vuoria
and Bjorn Wahlroos, be re-elected for a
term continuing until the close of the next
AGM; the Nomination and Compensation Committee
proposes that the Board elect Bjorn Wahlroos
from among their number as the Chairman
of the Board; it is proposed that
Veli-Matti Mattila, Eira Palin-Lehtinen, Christoffer
Taxell, Matti Vuoria and Bjorn Wahlroos be
elected to the Nomination and Compensation
Committee and Tom Berglund, Jukka Pekkarinen
and Christoffer Taxell be elected to the Audit
Committee; the CV's of the persons proposed
as Board members and the evaluation
of their independence pursuant to the finish
corporate governance code are available at
the address www.sampo.com/board
13 The Board's Audit Committee proposes to the Mgmt For For
AGM that compensation to be paid to the Company's
Auditor on the basis of reasonable invoicing;,
the Audit Committee states that its proposal
is based on the fact that the accounting
firm Ernst & Young was the Sampo Group's Auditor
in 2009; the fees paid to the Auditor for
services rendered and invoiced in 2009 totalled
EUR 2,141,427; in addition the accounting
firm was paid a total of EUR 223,583 in fees
for non-audit services rendered and invoiced
14 The Board's Audit Committee proposes that Ernst Mgmt For For
& Young Oy be elected as the Company's Auditor
until the close of the next AGM, Ernst & Young
Oy has nominated Heikki Ilkka, APA as
the principally responsible Auditor, if the
AGM chooses Ernst & Young Oy to continue
as the Company's Auditor
15 The Board of Directors proposes that the AGM Mgmt For For
authorize the Board to decide on repurchasing
Sampo A shares using funds available for profit
distribution; Sampo A shares can be repurchased
in one or more lots up to a total of
50,000,000 shares; Sampo shares can be repurchased
in other proportion than the shareholders
proportional shareholdings private repurchase
; the share price will be no higher than
the highest price paid for Sampo shares in
public trading at the time of the purchase;
however, in implementing the repurchase
of Sampo shares, normal derivatives, stock
lending or other contracts may also
be entered into within the legal and regulatory
limits, at the price determined by the market;
the holder of all Sampo B shares has given
consent to the repurchase of A shares; it is
proposed that the authorization will
be valid until the close of the next AGM provided
that this is not more than 18 months from
the AGM'S decision
16 The Board of Directors proposes to the AGM that Mgmt For For
the AGM resolve to amend Section 12 of
the Articles of Association as a result of
the amendments to Section 19 of the Finnish
Limited Liability Companies Act 624/2006
that entered into force on 03 AUG 2009
and 31 DEC 2009; it is proposed that
Section 12 of the Articles of Association
be amended to make it correspond with the
current wording and provisions of the Limited
Liability Companies Act, Section 12 of the
Articles of Association will be amended as
follows: Section 12 "the AGM must be held
before the end of JUN on a date set by the
Board of CONTD.
- - CONTD. Directors; a notice of the General Meeting Non-Voting No vote
must be published in at least one newspaper
designated by the Board of Directors and in
circulation in Helsinki, no later than three
weeks before the AGM and no later than nine
days before the record date of the AGM referred
to in the limited liability Companies Act
Chapter 4, Section 2, Subsection 2; the manner
in which other information is to be conveyed
to shareholders will be determined by the Board
of Directors separately in each case
17 Closing of the meeting Non-Voting No vote
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF RECORD 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.
- --------------------------------------------------------------------------------------------------------------------------
SCHERING-PLOUGH CORPORATION Agenda Number: 933118540
- --------------------------------------------------------------------------------------------------------------------------
Security: 806605101
Meeting Type: Special
Meeting Date: 07-Aug-2009
Ticker: SGP
ISIN: US8066051017
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Mgmt For For
AS OF MARCH 8, 2009, BY AND AMONG MERCK & CO.,
INC., SCHERING-PLOUGH CORPORATION, SP MERGER
SUBSIDIARY ONE, INC., AND SP MERGER SUBSIDIARY
TWO, INC., AS IT MAY BE AMENDED (THE "MERGER
AGREEMENT") AND THE ISSUANCE OF SHARES OF COMMON
STOCK IN THE MERGER CONTEMPLATED BY THE MERGER
AGREEMENT.
02 APPROVE ANY ADJOURNMENT OF THE SCHERING-PLOUGH Mgmt For For
SPECIAL MEETING (INCLUDING, IF NECESSARY, TO
SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT
SUFFICIENT VOTES TO APPROVE THE MERGER AGREEMENT
AND THE ISSUANCE OF SHARES OF COMMON STOCK
IN THE MERGER).
- --------------------------------------------------------------------------------------------------------------------------
SEMPRA ENERGY Agenda Number: 933218489
- --------------------------------------------------------------------------------------------------------------------------
Security: 816851109
Meeting Type: Annual
Meeting Date: 12-May-2010
Ticker: SRE
ISIN: US8168511090
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JAMES G. BROCKSMITH JR. Mgmt For For
1B ELECTION OF DIRECTOR: DONALD E. FELSINGER Mgmt For For
1C ELECTION OF DIRECTOR: WILFORD D. GODBOLD JR. Mgmt For For
1D ELECTION OF DIRECTOR: WILLIAM D. JONES Mgmt For For
1E ELECTION OF DIRECTOR: WILLIAM G. OUCHI Mgmt For For
1F ELECTION OF DIRECTOR: CARLOS RUIZ Mgmt For For
1G ELECTION OF DIRECTOR: WILLIAM C. RUSNACK Mgmt For For
1H ELECTION OF DIRECTOR: WILLIAM P. RUTLEDGE Mgmt For For
1I ELECTION OF DIRECTOR: LYNN SCHENK Mgmt For For
1J ELECTION OF DIRECTOR: NEAL E. SCHMALE Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM.
03 SHAREHOLDER PROPOSAL FOR AN ADVISORY VOTE ON Shr For Against
EXECUTIVE COMPENSATION.
- --------------------------------------------------------------------------------------------------------------------------
STANLEY BLACK & DECKER, INC Agenda Number: 933265969
- --------------------------------------------------------------------------------------------------------------------------
Security: 854502101
Meeting Type: Annual
Meeting Date: 20-May-2010
Ticker: SWK
ISIN: US8545021011
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
NOLAN D. ARCHIBALD Mgmt For For
JOHN G. BREEN Mgmt Withheld Against
GEORGE W. BUCKLEY Mgmt For For
VIRGIS W. COLBERT Mgmt Withheld Against
MANUEL A. FERNANDEZ Mgmt For For
BENJAMIN H GRISWOLD, IV Mgmt For For
ANTHONY LUISO Mgmt For For
JOHN F. LUNDGREN Mgmt Withheld Against
ROBERT L. RYAN Mgmt For For
02 TO APPROVE ERNST & YOUNG LLP AS INDEPENDENT Mgmt For For
AUDITORS FOR THE YEAR 2010.
- --------------------------------------------------------------------------------------------------------------------------
STATOIL ASA Agenda Number: 702386271
- --------------------------------------------------------------------------------------------------------------------------
Security: R4446E112
Meeting Type: AGM
Meeting Date: 19-May-2010
Ticker:
ISIN: NO0010096985
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting No vote
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
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting No vote
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 Opening of the AGM by the Chair of the corporate Non-Voting No vote
assembly
2 Election of a Chair of the meeting Mgmt For For
3 Approve the notice and the agenda Mgmt For For
4 Approve the registration of attending shareholders Mgmt Abstain Against
and the proxies
5 Election of two persons to co-sign the minutes Mgmt For For
together with the chair of the meeting
6 Approve the annual report and the accounts for Mgmt For For
Statoil Asa and the Statoil Group for 2009
including the Board of Directors proposal for
distribution of dividend
7 Approve the declaration on stipulation of salary Mgmt Against Against
and other remuneration for Executive Management
8 Approve the determination of remuneration for Mgmt For For
the Company's Auditor
9.1 Election of Olaug Svarva as a Member of the Mgmt For For
Corporate Assembly
9.2 Election of Idar Kreutzer as a Member of the Mgmt For For
Corporate Assembly
9.3 Election of Karin Aslaksen as a Member of the Mgmt For For
Corporate Assembly
9.4 Election of Greger Mannsverk as a Member of Mgmt For For
the Corporate Assembly
9.5 Election of Steinar Olsen as a Member of the Mgmt For For
Corporate Assembly
9.6 Election of Ingvald Stroemmen as a Member of Mgmt For For
the Corporate Assembly
9.7 Election of Rune Bjerke as a Member of the Corporate Mgmt For For
Assembly
9.8 Election of Tore Ulstein as a Member of the Mgmt For For
Corporate Assembly
9.9 Election of Live Haukvik Aker as a Member of Mgmt For For
the Corporate Assembly
9.10 Election of Siri Kalvig as a Member of the Corporate Mgmt For For
Assembly
9.11 Election of Thor Oscar Bolstad as a Member of Mgmt For For
the Corporate Assembly
9.12 Election of Barbro Haetta-Jacobsen as a Member Mgmt For For
of the Corporate Assembly
10 Approve the determination of remuneration for Mgmt For For
the Corporate Assembly
11.1 Election of Olaug Svarva as a Member of the Mgmt For For
Nomination Committee until the AGM in 2012
11.2 Election of Bjoern Staale Haavik as a Member Mgmt For For
of the Nomination Committee until the
AGM in 2012
11.3 Election of Tom Rathke as a Member of the Nomination Mgmt For For
Committee until the AGM in 2012
11.4 Election of Live Haukvik Aker as a Member of Mgmt For For
the Nomination Committee until the AGM in
2012
12 Approve the determination of remuneration for Mgmt For For
the Nomination Committee
13 Grant authority to acquire Statoil shares in Mgmt Against Against
the market in order to continue implementation
of the Share Saving Plan for employees
14 Grant autority to acquire Statoil shares in Mgmt For For
the market for annulment
15 Approve the changes to Articles of Association: Mgmt For For
1) Articles of Association Section 4; 2)
Articles of Association Section 5; 3) Articles
of Association Section 7; 4) Articles of
Association Section 9; 5) Articles of Association
Section 11
16 PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
approve the proposal from a Shareholder
- --------------------------------------------------------------------------------------------------------------------------
TELIASONERA AB, STOCKHOLM Agenda Number: 702287891
- --------------------------------------------------------------------------------------------------------------------------
Security: W95890104
Meeting Type: AGM
Meeting Date: 07-Apr-2010
Ticker:
ISIN: SE0000667925
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting No vote
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
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting No vote
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
PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
Opening of the annual general meeting Non-Voting No vote
1. Election of Sven Unger, Attorney-at-law as the Mgmt For For
Chairperson of the meeting
2. Preparation and approval of voting register Mgmt For For
3. Adoption of agenda Mgmt For For
4. Election of two persons to check the meeting Mgmt For For
minutes along with the Chairperson
5. Confirmation that the meeting has been duly Mgmt For For
and properly convened
6. Presentation of the annual report and Auditor's Non-Voting No vote
report, consolidated financial statements and
Group Auditor's report for 2009. speech by
President and Chief Executive Officer Lars
Nyberg in connection herewith and a description
of the Board of Directors work during 2009
7. Resolution to adopt the income statement, balance Mgmt For For
sheet, consolidated income statement and consolidated
balance sheet for 2009
8. The Board of Directors proposes that a dividend Mgmt For For
of SEK 2.25 per share shall be distributed
to the shareholders, and that 12 APR 2010 shall
be set as the record date for the dividend,
if the AGM adopts this proposal, it is estimated
that disbursement from Euroclear Sweden AB
will take place on 15 APR 2010
9. Resolution concerning discharging of Members Mgmt For For
of the Board of Directors and the President
from personal liability towards the Company
for the administration of the Company in 2009
10. Resolution concerning number of Board Members: Mgmt For For
8 with No Deputy Board Members
11. Remuneration to the Board of Directors: remuneration Mgmt For For
to the Board of Directors until the next AGM
would be SEK 1,000,000 to the Chairman, SEK
425,000 to each other board member elected
by the Annual General Meeting. 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, the remuneration proposed
is the same as for the previous period
12. Re-election of Maija-Liisa Friman, Conny Karlsson, Mgmt For For
Timo Peltola, Lars Renstrom and Jon Risfelt.
new election of Ingrid Jonasson Blank, Anders
Narvinger and Per-Arne Sandstrom. a presentation
of the candidates nominated by the Nomination
Committee for election to the Board of Directors
is available at the website of TeliaSonera,
www.teliasonera.com, see section Investor Relations,
and will be available at the annual general
meeting. the election will be preceded by information
from the chairperson concerning positions held
in other companies by the candidates
13. Election of Anders Narvinger Chairman of the Mgmt For For
Board of Directors
14. Re-election of Kari Jarvinen [Finnish State Mgmt For For
via Solidium Oy], KG Lindvall [Swedbank Robur
Funds] and Lennart Ribohn [SEB Funds/SEB-Trygg
Insurance]. New election of Bjorn Mikkelsen
[Swedish State] and Anders Narvinger [Chairman
of the Board of Directors]
15.A The Board of Directors' proposal regarding guidelines Mgmt For For
for remuneration to the executive management
the Board of Directors' proposal in essence:
the TeliaSonera objective is to maximize the
effectiveness of cash and equity in remuneration
programs to attract, retain and motivate high
calibre executives needed to maintain the success
of the business. Remuneration should be built
upon a total reward approach allowing for a
market relevant but not market leading and
cost effective executive remuneration delivery
based on the components base salary, variable
pay, pension and other benefits; the base salary
should reflect the competence required, responsibility,
complexity and business contribution of the
executive; the base salary should also reflect
the performance of the employee and consequently
be individual and differentiated; TeliaSonera
may have annual and long term variable pay
programs; a variable pay program should reflect
the EU Commission recommendation 2009/3177/EG
and the Swedish Code of Corporate Governance;
variable pay programs should contain criteria
which are supporting an increased shareholder
value and should have a defined ceiling in
relation to the executive's annual base salary;
a program should have a set of pre-determined
objectives, which are measurable and for each
variable pay objective it should be stated
what performance is required to reach the starting
point (minimum requirement for payout) and
what performance is required to reach the maximum
(cap); an annual variable pay program should
reward performance measured over a maximum
period of 12 months, should ensure the long-term
sustainability of the Company and be capped
to a maximum of the executive's annual base
salary of 40 percent; the objectives should
be designed in such a way which allows the
executive to reach the threshold for a solid
performance, the target level for a performance
meeting expectations and the maximum level
for an exceptional performance; a long-term
variable pay program should ensure long-term
sustainability of the Company, secure a joint
interest in increased shareholder value and
provide an alignment between senior management
and the shareholders by sharing risks and rewards
of the TeliaSonera share price; the program
may be annually repeated and shall reward performance
measured over a minimum of a three year period,
be capped to a maximum of 50 percent per annum
of the annual base salary and should be equity
based (invested and delivered in TeliaSonera
shares with the ambition that the employee
should remain shareholders also after vesting);
a prerequisite for payout from such a program
is the continuous employment at the end of
the earnings period. Approximately 100 Members
of the senior management may be eligible to
a long-term variable pay program out of which
approximately 10 belongs to the group executive
management; the program measures performance
over a minimum 3 year period in relation to
Earnings Per Share (EPS) weight 50 percent
and total shareholders return (TSR) compared
to a corresponding TSR development of a pre-defined
peer-group of companies weight 50 percent the
prevalence of a long-term variable pay program
is subject to the approval of the annual shareholders'
meeting of the Company; If extraordinary circumstances
occur the Board shall have the discretionary
right to adjust variable salary payments; the
Board shall reserve the right to reclaim variable
components of remuneration that were awarded
on the basis of data which subsequently proved
to be manifestly misstated. Retirement benefits
shall be based on the defined contribution
method; pensionable salary is the base salary;
the executive may be entitled to a company
car or other similar benefit; the termination
period for the executive management may be
up to six month given from the employee and
12 months from the employer (for the CEO 6
months); in case of termination from the Company
the executive may be entitled to a severance
payment of up to 12 months (for the CEO 24
months); severance pay shall be paid on a monthly
basis in amounts equal to the base salary;
the severance pay shall not constitute a basis
for calculation of holiday pay or pension benefits
and shall be reduced if the executive has a
new employment or conducts his own business;
the executive may be covered by health care
provisions, travel insurance etc; in accordance
with local labour market practice; the Board
is allowed to make minor deviations on an individual
basis from the principles stated above
15.B PLEASE NOTE THAT THIS IS A SHAREHOLDER'S PROPOSAL: Shr Against For
The Swedish State's proposal regarding guidelines
for remuneration to the executive Management
Proposal from the Swedish State: TeliaSonera's
objective is to offer remuneration levels and
other employment conditions required to attract,
retain and motivate high caliber executives
needed to maintain the success of the business;
The executive management will not be able to
receive annual variable pay or participate
in long term variable pay programs; with this
exception, the Swedish State's proposal includes
in essence the same elements as described in
item 15 (a) above
16. The Board of Directors proposes that the Annual Mgmt For For
General Meeting authorize the Board of Directors
to resolve, on one or more occasions prior
to the 2011 Annual General Meeting, on acquisitions
of own shares, which may take place both on
Nasdaq OMX Stockholm and/or Nasdaq OMX Helsingfors
and in accordance with an offer to acquire
shares directed to all shareholders or through
a combination of these two alternatives; the
maximum number of shares to be acquired shall
be such that the Company's holding from time
to time does not exceed 10 percent of all shares
in the Company; Acquisitions of shares on Nasdaq
OMX Stockholm and/or Nasdaq OMX Helsinki may
only be made at a price within the spread between
the highest bid price and lowest ask price
prevailing from time to time on the exchanges;
acquisitions of shares by way of offers to
acquire shares directed to all the Company's
shareholders may take place at an acquisition
price which exceeds the prevailing market price.
It will thereupon be possible, by means of
detachable and tradable sales rights (Sw. saljratter),
for the shareholders to enjoy the value of
the premium which may arise as a consequence
of the Company acquiring shares at a price
in excess of the market price for the share.
In order to compensate shareholders who neither
sell sales rights nor participate in the acquisition
offer, for their non-exercised sales rights,
a bank or another financial institution that
may be appointed by the Company shall, upon
expiry of the application period but otherwise
in accordance with the terms and conditions
of the acquisition offer, be entitled to transfer
shares to the Company and to pay compensation,
amounting to the value of the non-exercised
sales rights less the banks costs, to the shareholders
concerned. However, the compensation payable
may not exceed the compensation that may be
paid per sales right in the event of an offer
of commission-free sale of sales rights. In
the event foreign legal and/or administrative
rules significantly impede implementation of
an acquisition offer in a particular country,
the Board of Directors or a party appointed
by the Board of Directors, shall be entitled
to effect a sale of sales rights on behalf
of the shareholders concerned and shall, instead,
pay the cash amount received upon a sale carried
out with due care, less costs incurred. The
Board of Directors shall be entitled to decide
on other terms and conditions for the acquisition;
The purpose of the proposal above is to provide
the Board of Directors with an instrument to
adapt and improve the Company's capital structure
and thereby create added value for the shareholders;
The Board of Directors also intends to propose
that future Annual General Meetings of the
Company authorize the Board of Directors to
resolve on acquisitions of own shares on terms
and conditions that are materially equivalent
to those set forth above, at present, the Company
does not hold any own shares; the Board of
Directors intends to propose the 2011 Annual
General Meeting to cancel those own shares
through a reduction of the Company's share
capital without repayment to the shareholders
17.A The Board of Directors' proposal in essence: Mgmt For For
[a] Implementation of a long-term incentive
program 2010/2013 The proposed long-term incentive
program for 2010/2013 [Performance Share Program
2010/2013] shall comprise approximately 100
senior executives within the TeliaSonera group
of Companies [the Group] and in total no more
than 1,560,000 TeliaSonera shares may be transferred
to participants in the program upon fulfilment
of the performance conditions set out in the
program [Performance Shares]; The maximum number
of Performance Shares that finally may be allotted,
corresponds to approximately 0.03 percent of
the total number of outstanding shares in the
Company; the Board of Directors intends to
propose forthcoming annual general meetings
to implement performance-based share programs
on similar conditions that apply to the now
proposed program; Participants in the program
shall be given the opportunity to, provided
that certain performance conditions, consisting
of financial targets linked to EPS [Earnings
Per Share] and TSR [Total Shareholder Return],
are met during the three financial years 2010-2012
[the Performance Period], receive without consideration
final allotments of Performance Shares; participation
in the program requires that the participants
have invested in or allocated to the program
TeliaSonera shares [Saving Shares] corresponding
to a value of two (2) percent of a participant's
annual gross base salary [i.e. before taxes]
per year-end 2009 or, if a participant has
been employed thereafter, the calculated annual
gross base salary for 2010 [the Base Salary],
saving shares shall normally be acquired or
allocated to the program during a period of
approximately two weeks following the publication
of the Company's Interim Report for the first
quarter 2010, but in the event of new recruitments
thereafter, participation in the program may
be offered and acquisition or allocation of
Saving Shares may take place until the end
of August 2010; a condition for final allotments
of performance shares shall normally be that
the participant has been employed within the
Group during the whole period from entering
into the program until the day of publication
of the Company's Interim Report for the first
quarter 2013 (the Vesting Period) and that
all saving shares held by a participant have
been kept during such period; maximum preliminary
allotments of Performance Shares for each of
the financial years 2010, 2011 and 2012 based
on the EPS targets, shall amount to the number
of performance shares corresponding to approximately
6.67 percent of the Base Salary for each member
of the Group Management or, alternatively,
5.00 per cent of the base salary for each other
manager, in both cases, divided by the average
share price during December of the Company’s
share on the Nasdaq OMX Stockholm official
price list each of the years 2009, 2010 and
2011; maximum allotments of performance shares
based on the TSR target shall amount to the
number of performance shares corresponding
to 20 percent of the base salary for each Member
of the Group Management or, alternatively,
15 percent of the base salary for each other
manager, in both cases, divided by the average
share price during December of the Company's
share on the Nasdaq OMX Stockholm official
price list year 2009; the targets for EPS based
allotments as well as TSR based allotments
of Performance Shares, shall include a minimum
level, which must be exceeded in order for
any allotment to occur at all, as well as a
maximum level in excess of which no additional
allotment will occur, should lower targets
than the maximum level be achieved, a lower
number of Performance Shares will be allotted,
final allotments of Performance Shares will
take place following the publication of the
Company's Interim Report for the first quarter
2013, recalculation of final allotments of
Performance Shares shall take place in the
event of an intervening bonus issue, split,
preferential rights issue and/or other similar
events. In addition, the maximum financial
outcome for a participant, and the maximum
number of Performance shares to be finally
allotted, shall be capped at a value corresponding
to 50 percent of the Base Salary of each member
of the Group Management and 37,5 percent of
the Base Salary of each other manager, upon
termination of the employment within the Group
during the vesting period, the right to receive
final allotments of performance shares normally
lapses, in addition to what is set out above,
the Board of Directors shall under certain
circumstances be entitled to reduce final allotments
of performance shares or, wholly or partially,
terminate performance share program 2010/2013
in advance and to make such local adjustments
of the program that may be necessary to implement
the program with reasonable administrative
costs and efforts in the concerned jurisdictions,
including, inter alia, to offer cash settlement
as well as to waive the requirement for investing
in or allocating saving shares to the program
for participants in such jurisdictions
17.B The Board of Directors has considered two alternative Mgmt For For
hedging methods for Performance Program 2010/2013;
either a hedging arrangement with a bank or
other financial institution securing delivery
of shares under the program or transfers of
shares held by the Company itself to participants
in Performance Share Program 2010/2013; the
Board of Directors considers the latter alternative
as its main alternative, however, should the
annual general meeting not approve the proposed
transfer of shares held by the Company itself,
the Board of Directors may enter into a hedging
arrangement set out above with a third party
to hedge the obligations of the Company under
the program. Based on the above conditions,
the Board of Directors proposes that no more
than 1,560,000 TeliaSonera shares may be transferred
to participants in Performance Share Program
2010/2013 as performance shares, entitled to
receive allotments of performance shares without
consideration shall be such persons within
the Group being participants in Performance
Share Program 2010/2013. Further, subsidiaries
shall be entitled to acquire shares without
consideration, in which case such Company shall
be obliged, pursuant to the terms and conditions
of Performance Share Program 2010/2013, to
immediately transfer the shares to such persons
within the Group that participate in performance
share program 2010/2013, transfers of shares
shall be made without consideration at the
time and on such additional terms and conditions
that participants in Performance Share Program
2010/2013 are entitled to receive final allotment
of shares, the number of shares that may be
transferred shall be subject to recalculation
in the event of an intervening bonus issue,
split, preferential rights issue and/or other
similar events
Closing of the annual general meeting Non-Voting No vote
- --------------------------------------------------------------------------------------------------------------------------
THE STANLEY WORKS Agenda Number: 933188523
- --------------------------------------------------------------------------------------------------------------------------
Security: 854616109
Meeting Type: Special
Meeting Date: 12-Mar-2010
Ticker: SWK
ISIN: US8546161097
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 PROPOSAL TO APPROVE THE ISSUANCE OF STANLEY Mgmt For For
COMMON STOCK IN CONNECTION WITH THE MERGER
CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER,
DATED AS OF NOVEMBER 2, 2009, BY AND AMONG
THE BLACK & DECKER CORPORATION, STANLEY AND
BLUE JAY ACQUISITION CORP.
02 PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Mgmt For For
OF STANLEY TO (A) INCREASE THE AUTHORIZED NUMBER
OF SHARES OF STANLEY COMMON STOCK FROM 200,000,000
TO 300,000,000 AND (B) CHANGE THE NAME OF STANLEY
TO "STANLEY BLACK & DECKER, INC."
03 PROPOSAL TO AMEND THE STANLEY 2009 LONG-TERM Mgmt For For
INCENTIVE PLAN TO AMONG OTHER THINGS, INCREASE
THE NUMBER OF SHARES AVAILABLE TO BE ISSUED
UNDER SUCH PLAN.
04 PROPOSAL TO APPROVE AN ADJOURNMENT OF THE STANLEY Mgmt For For
SPECIAL MEETING (IF NECESSARY OR APPROPRIATE,
INCLUDING TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE NOT SUFFICIENT VOTES FOR THE APPROVAL
OF ANY OF THE FOREGOING PROPOSALS).
- --------------------------------------------------------------------------------------------------------------------------
TOTAL S A Agenda Number: 702420097
- --------------------------------------------------------------------------------------------------------------------------
Security: F92124100
Meeting Type: MIX
Meeting Date: 21-May-2010
Ticker:
ISIN: FR0000120271
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY Non-Voting No vote
VALID VOTE OPTIONS ARE "FOR" AND "AGAINST"
A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST"
VOTE.
"French Resident Shareowners must complete, Non-Voting No vote
sign 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"
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 694699 DUE TO CHANGE IN VOTING STATUS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINK-https://balo.journal-officiel.gouv.fr/pdf/2010/0226/201002261000408.pdf
O.1 Approve the Company's financial statements Mgmt For For
O.2 Approve the consolidated financial statements Mgmt For For
O.3 Approve the allocation of the profit, setting Mgmt For For
of the dividend
O.4 Approve the Agreements pursuant to Article L. Mgmt For For
225-38 of the Commercial Code
O.5 Approve the commitments pursuant to Article Mgmt Against Against
L. 225-42 of the Commercial Code
O.6 Authorize the Board of Directors to proceed Mgmt For For
with the Company's shares
O.7 Approve the renewal of Mr. Thierry Desmarest's Mgmt For For
term as Board Member
O.8 Approve the renewal of Mr. Thierry de Rudder's Mgmt Against Against
term as Board Member
O.9 Appointment of Mr. Gunnar Brock as a Board Member Mgmt For For
O.10 Appointment of Mr. Claude Clement as a Board Mgmt For For
Member to represent the Employees Shareholders
pursuant to Article 11 of the Statutes
O.11 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Appointment as Director, Mr. Philippe
Marchandise representing the Employees who
are shareholders of the Company for a 3-year
period [In accordance with Article 11 of the
bylaws, only one of the recommended Directors
in resolutions 10, 11 and 12 will be elected]
O.12 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Appointment as Director, Mr. Mohammed
Zaki representing the Employees who are shareholders
of the Company for a 3-year period [In accordance
with Article 11 of the bylaws, only one of
the recommended Directors in resolutions 10,
11 and 12 will be elected]
O.13 Approve the renewal of the Cabinet Ernst and Mgmt For For
Young Audit as permanent statutory Auditor
O.14 Approve the Cabinet KPMG Audit as permanent Mgmt For For
statutory Auditor
O.15 Appointment of Cabinet Auditex as the substitute Mgmt For For
statutory Auditor
O.16 Appointment of Cabinet KPMG Audit I.S. as the Mgmt For For
substitute statutory Auditor
E.17 Authorize the Board of Directors to increase Mgmt For For
the capital with preferential subscription
rights of the Shareholders, by issuing common
shares or any securities giving access to the
capital by incorporation of premiums, reserves,
profits or others
E.18 Authorize the Board of Directors to increase Mgmt For For
the capital by issuing common shares or any
securities giving access to the capital, with
cancellation of preferential subscription rights
E.19 Authorize the Board of Directors to increase Mgmt For For
the capital by issuing common shares or any
securities giving access to the capital as
remuneration for the contributions in kind
granted to the Company
E.20 Authorize the Board of Directors to increase Mgmt For For
the capital in accordance to Article L. 3332-18
et seq. of the Code of Labor
E.21 Approve the authorization to grant options to Mgmt For For
subscribe or purchase Company's shares to some
Collaborators of the group as well as to Officers
of the Company or Companies of the group
E.A PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Approve to add a new paragraph to
the end of Article 9 of the Articles of Association
as specified
- --------------------------------------------------------------------------------------------------------------------------
VALE Agenda Number: 933181202
- --------------------------------------------------------------------------------------------------------------------------
Security: 91912E105
Meeting Type: Special
Meeting Date: 22-Jan-2010
Ticker: VALE
ISIN: US91912E1055
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO RATIFY THE APPOINTMENT OF AN ALTERNATE MEMBER Mgmt For For
OF THE BOARD OF DIRECTORS, DULY NOMINATED DURING
THE BOARD OF DIRECTORS MEETINGS HELD ON SEPTEMBER
17, 2009 IN ACCORDANCE WITH SECTION 10 OF ARTICLE
11 OF VALE'S BY-LAWS
02 THE APPROVAL FOR THE PROTOCOLS AND JUSTIFICATIONS Mgmt For For
OF THE CONSOLIDATIONS OF SOCIEDADE DE MINERACAO
ESTRELA DE APOLO S.A. ("ESTRELA DE APOLO")
AND OF MINERACAO VALE CORUMBA S.A. ("VALE CORUMBA")
INTO VALE, PURSUANT TO ARTICLES 224 AND 225
OF THE BRAZILIAN CORPORATE LAW
03 TO RATIFY THE APPOINTMENT OF DOMINGUES E PINHO Mgmt For For
CONTADORES, THE EXPERTS HIRED TO APPRAISE THE
VALUES OF BOTH ESTRELA DE APOLO AND VALE CORUMBA
04 TO DECIDE ON THE APPRAISAL REPORTS, PREPARED Mgmt For For
BY THE EXPERT APPRAISERS
05 THE APPROVAL FOR THE CONSOLIDATION OF BOTH ESTRELA Mgmt For For
DE APOLO AND VALE CORUMBA INTO VALE, WITHOUT
A CAPITAL INCREASE OR THE ISSUANCE OF NEW VALE
SHARES
- --------------------------------------------------------------------------------------------------------------------------
VALE S.A. Agenda Number: 933245753
- --------------------------------------------------------------------------------------------------------------------------
Security: 91912E105
Meeting Type: Annual
Meeting Date: 27-Apr-2010
Ticker: VALE
ISIN: US91912E1055
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1A APPRECIATION OF THE MANAGEMENTS' REPORT AND Mgmt For For
ANALYSIS, DISCUSSION AND VOTE ON THE FINANCIAL
STATEMENTS FOR THE FISCAL YEAR ENDING DECEMBER
31, 2009
O1B PROPOSAL FOR THE DESTINATION OF PROFITS OF THE Mgmt For For
SAID FISCAL YEAR AND APPROVAL OF THE INVESTMENT
BUDGET FOR VALE
O1C APPOINTMENT OF THE MEMBERS OF THE FISCAL COUNCIL Mgmt For For
O1D ESTABLISHMENT OF THE REMUNERATION OF THE SENIOR Mgmt Against Against
MANAGEMENT AND FISCAL COUNCIL MEMBERS
E2A PROPOSAL FOR A CAPITAL INCREASE, THROUGH CAPITALIZATION Mgmt For For
OF RESERVES, WITHOUT THE ISSUANCE OF SHARES,
AND THE CONSEQUENT CHANGE OF THE HEAD OF ARTICLE
5 OF VALE'S BY-LAWS
E2B REPLACEMENT OF MR. FRANCISCO AUGUSTO DA COSTA Mgmt Against Against
E SILVA AS A MEMBER OF THE BOARD OF DIRECTORS,
WHO PRESENTED A DISMISSAL REQUEST
- --------------------------------------------------------------------------------------------------------------------------
VALE S.A. Agenda Number: 933298069
- --------------------------------------------------------------------------------------------------------------------------
Security: 91912E105
Meeting Type: Special
Meeting Date: 22-Jun-2010
Ticker: VALE
ISIN: US91912E1055
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF A MEMBER OF BOARD OF DIRECTORS- Mgmt For For
VALEPAR S.A. NOMINEE FOR THIS POSITION IS MR.
JOSE MAURO METTRAU CARNEIRO DA CUNHA. FOR MORE
DETAILS ON VALEPAR'S PROPOSAL, PLEASE REVIEW
THE DOCUMENTS RELATED TO THIS MEETING ON THE
COMPANY'S WEBPAGE.
- --------------------------------------------------------------------------------------------------------------------------
VF CORPORATION Agenda Number: 933209997
- --------------------------------------------------------------------------------------------------------------------------
Security: 918204108
Meeting Type: Annual
Meeting Date: 27-Apr-2010
Ticker: VFC
ISIN: US9182041080
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RICHARD T. CARUCCI Mgmt For For
JULIANA L. CHUGG Mgmt For For
GEORGE FELLOWS Mgmt For For
CLARENCE OTIS, JR. Mgmt For For
02 APPROVAL OF AN AMENDMENT AND RESTATEMENT OF Mgmt For For
VF'S 1996 STOCK COMPENSATION PLAN.
03 RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS VF'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE 2010 FISCAL YEAR.
- --------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC NEW Agenda Number: 701994976
- --------------------------------------------------------------------------------------------------------------------------
Security: G93882135
Meeting Type: AGM
Meeting Date: 28-Jul-2009
Ticker:
ISIN: GB00B16GWD56
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the Company's accounts and the reports Mgmt No vote
of the Directors and the Auditors for the YE
31 MAR 2009
2. Re-elect Sir John Bond as a Director Mgmt No vote
3. Re-elect Mr. John Buchanan as a Director Mgmt No vote
4. Re-elect Mr. Vittorio Colao as a Director Mgmt No vote
5. Elect Mr. Michel Combes as a Director Mgmt No vote
6. Re-elect Mr. Andy Halford as a Director Mgmt No vote
7. Re-elect Mr. Alan Jebson as a Director Mgmt No vote
8. Elect Mr. Samuel Jonah as a Director Mgmt No vote
9. Re-elect Mr. Nick Land as a Director Mgmt No vote
10. Re-elect Ms. Anne Lauvergeon as a Director Mgmt No vote
11. Re-elect Mr. Simon Murray as a Director Mgmt No vote
12. Elect Mr. Stephen Pusey as a Director Mgmt No vote
13. Re-elect Mr. Luc Vandevelde as a Director Mgmt No vote
14. Re-elect Mr. Anthony Watson as a Director Mgmt No vote
15. Re-elect Mr. Phllip Yea as a Director Mgmt No vote
16. Approve a final dividend of 5.20 per ordinary Mgmt No vote
share
17. Approve the remuneration report Mgmt No vote
18. Re-appoint Deloitte LLP as the Auditors Mgmt No vote
19. Authorize the Audit Committee to determine the Mgmt No vote
remuneration of the Auditors
20. Authorize the Directors to allot shares under Mgmt No vote
Article 16.2 of the Company's Article of Association
S.21 Authorize the Directors to dis-apply pre-emption Mgmt No vote
rights under Article 16.3 of the Company's
Article of Association
S.22 Authorize the Company's purchase of its own Mgmt No vote
shares [Section 166, Companies Act 1985]
S.23 Approve new Articles of Association Mgmt No vote
S.24 Grant authority to call the general meeting Mgmt No vote
other than an AGM on not less than 14 clear
days' notice
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN TYPE OF RESOLUTION. 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.
- --------------------------------------------------------------------------------------------------------------------------
WESFARMERS LTD, PERTH WA Agenda Number: 702110761
- --------------------------------------------------------------------------------------------------------------------------
Security: Q95870103
Meeting Type: AGM
Meeting Date: 10-Nov-2009
Ticker:
ISIN: AU000000WES1
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the reports Non-Voting No vote
of the Directors and the Auditors for the YE
30 JUN 2009
2.A Re-elect Mrs. Patricia Anne Cross as a Director, Mgmt No vote
who retires by rotation in accordance with
the Company's Constitution
2.B Re-elect Mr. Charles Macek as a Director, who Mgmt No vote
retires by rotation in accordance with the
Company's Constitution
2.C Elect Mr. Terence James Bowen as a Director, Mgmt No vote
who retires by rotation in accordance with
the Company's Constitution and the ASX Listing
Rules
2.D Elect Ms. Diane Lee Smith-Gander as a Director, Mgmt No vote
who retires by rotation in accordance with
the Company's Constitution and the ASX Listing
Rules
3. Adopt the remuneration report for the YE 30 Mgmt No vote
JUN 2009
- --------------------------------------------------------------------------------------------------------------------------
ZURICH FINANCIAL SERVICES AG, ZUERICH Agenda Number: 702270480
- --------------------------------------------------------------------------------------------------------------------------
Security: H9870Y105
Meeting Type: AGM
Meeting Date: 30-Mar-2010
Ticker:
ISIN: CH0011075394
- --------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting No vote
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 No vote
MEETING NOTICE SENT UNDER MEETING 610200, 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.A Approve the annual report, the annual financial Mgmt No vote
statements and the consolidated financial statements
for 2009
1.B Approve the remuneration system according to Mgmt No vote
the remuneration report
2. Approve the appropriation of available earnings Mgmt No vote
of Zurich Financial Services Ltd for 2009
3. Grant discharge to the Members of the Board Mgmt No vote
of Directors and the Group Executive Committee
4. Approve the share capital reduction and amend Mgmt No vote
the Articles of Incorporation [Article 5]
5. Approve to increase the authorized share capital Mgmt No vote
and amend the Articles of Incorporation [Article
5bis Paragraph 1]
6. Approve to increase the contingent share capital Mgmt No vote
and amend the Articles of Incorporation [Article
5ter Paragraph 2a]
7. Approve further change to the Articles of Incorporation Mgmt No vote
[Article 6]
8.1.1 Election of Mr. Josef Ackermann Mgmt No vote
8.1.2 Re-election of Ms. Susan Bies Mgmt No vote
8.1.3 Re-election of Mr. Victor Chu Mgmt No vote
8.1.4 Re-election of Mr. Armin Meyer Mgmt No vote
8.1.5 Re-election of Mr. Rolf Watter Mgmt No vote
8.2 Re-election of PricewaterhouseCoopers AG as Mgmt No vote
the Auditors
9. Ad-hoc Mgmt No vote
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF AUDITOR NAME. 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.
* 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) Eaton Vance Tax-Advantaged Dividend Income Fund
By (Signature) /s/ Duncan W. Richardson
Name Duncan W. Richardson
Title President
Date 08/30/2010