UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX/A
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-4015
NAME OF REGISTRANT: Eaton Vance Mutual Funds
Trust
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: 12/31
DATE OF REPORTING PERIOD: 07/01/2010 - 06/30/2011
Eaton Vance Mutual Funds Trust
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Government Obligations Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Government Obligations Fund (the "Fund") is a feeder fund that invests exclusively in shares
of Government Obligations Portfolio (the "Portfolio"), a master fund registered under the Investment
Company Act of 1940. The proxy voting record of the Portfolio was filed on August 17, 2011 and can
be found on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's CIK number
is 912747 and its file number is 811-8012.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance High Income Opportunities Fund, a series of Eaton
Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance High Income Opportunities Fund (the "Fund") is a feeder fund that invests exclusively in
shares of High Income Opportunities Portfolio (the "Portfolio"), a
master fund registered under the Investment Company Act of 1940. The proxy voting record of the Portfolio
was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov).
The Portfolio's CIK number is 921370 and its file number is 811-8464.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Low Duration Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as
specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Low Duration Fund (the "Fund") is a fund of funds that invested in shares
of Floating Rate Portfolio, Government Obligations Portfolio, and Short-Term
U.S. Government Portfolio (formerly, Investment Portfolio), each a master fund registered under the
Investment Company Act of 1940 during the reporting period. The proxy voting record of the Floating Rate
Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's
website (www.sec.gov). The Floating Rate Portfolio's CIK number is 1116914 and its file number is 811-09987.
The proxy voting record of the Government Obligations
Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's
website (www.sec.gov). The Government Obligations Portfolio's CIK number is 912747 and its file number
is 811-08012. The proxy voting record of
Short-Term U.S. Government Portfolio (formerly, Investment Portfolio) was filed on August 17, 2011 and
can be found on the Securities and Exchange Commission's website (www.sec.gov). The Short-Term U.S.
Government Portfolio's CIK number is 175711 and its file number is 811-21132.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Strategic Income Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal
executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Strategic Income Fund (the "Fund") is a fund of funds that invested in shares of the following
master funds registered under the Investment Company Act of 1940 during the reporting period: Boston Income
Portfolio, Emerging Markets Local Income Portfolio, Floating Rate Portfolio,
Global Macro Portfolio, Global Opportunities Portfolio, High Income Opportunities Portfolio, International
Income Portfolio, Short-Term U.S. Government Portfolio (formerly Investment Portfolio) and Global Macro
Absolute Return Advantage Portfolio. The proxy voting record of
the Boston Income Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange
Commission's website (www.sec.gov). The Boston Income Portfolio's CIK number is 1140882 and its file
number is 811-10391. The proxy voting
record of the Emerging Markets Local Income Portfolio was filed on August 17, 2011 and can be found
on the Securities and Exchange Commission's website (www.sec.gov). The Emerging Markets Local Income
Portfolio's CIK number is 1394395 and its file number is 811-22048. The proxy voting record of the
Floating Rate Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange
Commission's website (www.sec.gov). The Floating Rate Portfolio's CIK number is 1116914 and its file
number is 811-09987. The proxy voting record of the Global Macro Portfolio was filed on August 17,
2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Global
Macro Portfolio's CIK number is 918706 and its file number is 811-8342. The proxy voting record of
the Global Opportunities Portfolio was filed on August 17, 2011 and can be found on the Securities and
Exchange Commission's website (www.sec.gov). The Global Opportunities Portfolio's CIK number is 0001475712
and its file number is 811-22350. The proxy voting record of the High Income Opportunities Portfolio
was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov).
The High Income Opportunities Portfolio's CIK number is 921370 and its file number is 811-08464. The
proxy voting record for the International Income Portfolio was filed on August 17, 2011 and can be found
on the Securities and Exchange Commission's website at (www.sec.gov). The International Income Portfolio's
CIK number is 1394396 and its file number is 811-22049. The proxy voting record of the Short-Term
U.S. Government Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange
Commission's website (www.sec.gov).
The Short-Term U.S. Government Portfolio's CIK number is 1175711 and its file number is 811-21132. The proxy voting
record of the Global Macro Absolute Return Advantage Portfolio
was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov).
The Short-Term U.S. Government Portfolio's CIK number is 1175711 and its file number is 811-21132.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed Growth Fund 1.1, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 12/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Tax-Managed Growth Fund 1.1 (the "Fund") is a feeder fund that invests exclusively in shares
of Tax-Managed Growth Portfolio (the "Portfolio"), a master fund registered under the Investment Company
Act of 1940. The proxy voting record of the Portfolio was filed on August 17, 2011 and can be found
on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's CIK number is 1002667
and its file number is 811-7409.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed Growth Fund 1.2, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 12/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Tax-Managed Growth Fund 1.2 (the "Fund") is a feeder fund that invests exclusively in shares
of Tax-Managed Growth Portfolio (the "Portfolio"), a master fund registered under the Investment Company
Act of 1940. The proxy voting record of the Portfolio was filed on August 17, 2011 and can be found
on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's CIK number is 1002667
and its file number is 811-7409.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed International Equity Fund, a
series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Tax-Managed International Equity Fund (the "Fund") is a feeder fund that invests exclusively
in shares of Tax-Managed International Equity Portfolio (the "Portfolio"), a master fund registered
under the Investment Company Act of 1940. The proxy voting record of the Portfolio was filed on August
17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's
CIK number is 1140884 and its
file number is 811-10389.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed Mid-Cap Core Fund, now known as Eaton Vance Atlanta Capital Horizon Growth Fund
a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Proxy voting history for period during which Eaton Vance Tax-Managed Mid-Cap Core Fund was part of a
master/feeder structure is located with the proxy voting record of Tax-Managed Mid-Cap Core Portfolio (the "Portfolio").
The proxy voting record of the Portfolio was filed on August 17, 2011 and can be found on the Securities
and Exchange Commission's website (www.sec.gov). The Portfolio's CIK number is 0001163516 and its file
number is 811-10597. Proxy voting history for Eaton Vance Tax-Managed Mid-Cap Core Fund (now known as Eaton Vance
Atlanta Capital Horizon Growth Fund) after such date is included herein.
--------------------------------------------------------------------------------------------------------------------------
ACME PACKET, INC. Agenda Number: 933391699
--------------------------------------------------------------------------------------------------------------------------
Security: 004764106
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: APKT
ISIN: US0047641065
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
GARY J. BOWEN Mgmt For For
ROBERT C. HOWER Mgmt For For
2 APPROVE AN ADVISORY PROPOSAL REGARDING ACME Mgmt For For
PACKET'S 2010 EXECUTIVE COMPENSATION.
3 APPROVE AN ADVISORY PROPOSAL REGARDING THE FREQUENCY Mgmt 1 Year For
OF ACME PACKET'S ADVISORY PROPOSAL ON ITS EXECUTIVE
COMPENSATION.
4 APPROVE AND ADOPT ACME PACKET'S 2011 EMPLOYEE Mgmt For For
STOCK PURCHASE PLAN.
5 RATIFY THE SELECTION OF ERNST & YOUNG LLP AS Mgmt For For
ACME PACKET'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2011.
--------------------------------------------------------------------------------------------------------------------------
AFFILIATED MANAGERS GROUP, INC. Agenda Number: 933428585
--------------------------------------------------------------------------------------------------------------------------
Security: 008252108
Meeting Type: Annual
Meeting Date: 31-May-2011
Ticker: AMG
ISIN: US0082521081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
SAMUEL T. BYRNE Mgmt For For
DWIGHT D. CHURCHILL Mgmt For For
SEAN M. HEALEY Mgmt For For
HAROLD J. MEYERMAN Mgmt For For
WILLIAM J. NUTT Mgmt For For
RITA M. RODRIGUEZ Mgmt For For
PATRICK T. RYAN Mgmt For For
JIDE J. ZEITLIN Mgmt For For
02 TO APPROVE THE 2011 STOCK OPTION AND INCENTIVE Mgmt For For
PLAN.
03 TO APPROVE, BY ADVISORY VOTE, THE COMPENSATION Mgmt For For
PAID TO THE COMPANY'S NAMED EXECUTIVE OFFICERS,
AS DISCLOSED IN THE COMPANY'S PROXY STATEMENT
PURSUANT TO ITEM 402 OF REGULATION S-K, INCLUDING
THE COMPENSATION DISCUSSION AND ANALYSIS AND
COMPENSATION TABLES.
04 TO RECOMMEND, BY ADVISORY VOTE, THE FREQUENCY Mgmt 1 Year For
OF AN ADVISORY VOTE TO APPROVE THE COMPENSATION
OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.
05 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE CURRENT FISCAL
YEAR.
--------------------------------------------------------------------------------------------------------------------------
AGL RESOURCES INC. Agenda Number: 933385468
--------------------------------------------------------------------------------------------------------------------------
Security: 001204106
Meeting Type: Annual
Meeting Date: 03-May-2011
Ticker: AGL
ISIN: US0012041069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
SANDRA N. BANE Mgmt For For
THOMAS D. BELL, JR. Mgmt For For
ARTHUR E. JOHNSON Mgmt For For
DEAN R. O'HARE Mgmt For For
JAMES A. RUBRIGHT Mgmt For For
JOHN W. SOMERHALDER II Mgmt For For
BETTINA M. WHYTE Mgmt For For
02 THE RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERSMgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2011.
03 THE ADOPTION OF AN AMENDMENT AND RESTATEMENT Mgmt For For
OF OUR 2007 OMNIBUS PERFORMANCE INCENTIVE PLAN.
04 THE ADOPTION OF AN AMENDMENT AND RESTATEMENT Mgmt For For
OF OUR AMENDED AND RESTATED EMPLOYEE STOCK
PURCHASE PLAN.
05 THE APPROVAL OF A NON-BINDING RESOLUTION TO Mgmt For For
APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
06 THE APPROVAL OF A NON-BINDING RESOLUTION TO Mgmt 1 Year For
DETERMINE THE FREQUENCY (ANNUAL, BIENNIAL OR
TRIENNIAL) OF THE ADVISORY VOTE ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
AIRCASTLE LIMITED Agenda Number: 933416465
--------------------------------------------------------------------------------------------------------------------------
Security: G0129K104
Meeting Type: Annual
Meeting Date: 26-May-2011
Ticker: AYR
ISIN: BMG0129K1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOSEPH P. ADAMS, JR. Mgmt For For
RONALD L. MERRIMAN Mgmt For For
CHARLES W. POLLARD Mgmt For For
02 APPOINT ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM (WHICH CONSTITUTES
THE AUDITOR FOR THE PURPOSE OF BERMUDA LAW)
TO AUDIT THE FINANCIAL STATEMENTS FOR FISCAL
YEAR 2011 AND AUTHORIZE THE DIRECTORS OF AIRCASTLE
LIMITED, ACTING BY THE AUDIT COMMITTEE, TO
DETERMINE THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM'S FEES.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt Against Against
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year Against
VOTES ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
ALLSCRIPTS HEALTHCARE SOLUTIONS, INC Agenda Number: 933409991
--------------------------------------------------------------------------------------------------------------------------
Security: 01988P108
Meeting Type: Annual
Meeting Date: 20-May-2011
Ticker: MDRX
ISIN: US01988P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DENNIS CHOOKASZIAN Mgmt For For
EUGENE V. FIFE Mgmt For For
MARCEL L. "GUS" GAMACHE Mgmt For For
PHILIP D. GREEN Mgmt For For
EDWARD A. KANGAS Mgmt For For
MICHAEL J. KLUGER Mgmt For For
PHILIP M. PEAD Mgmt For For
GLEN E. TULLMAN Mgmt For For
02 APPROVAL OF THE ADOPTION OF THE ALLSCRIPTS HEALTHCARE Mgmt For For
SOLUTIONS, INC. 2011 STOCK INCENTIVE PLAN.
03 APPROVAL OF THE RESOLUTION TO APPROVE, ON AN Mgmt For For
ADVISORY BASIS, THE COMPENSATION OF THE NAMED
EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY
STATEMENT.
04 NON-BINDING ADVISORY VOTE ON THE FREQUENCY WITH Mgmt 1 Year Against
WHICH A NON-BINDING ADVISORY VOTE ON EXECUTIVE
COMPENSATION SHOULD BE HELD.
05 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31,
2011.
--------------------------------------------------------------------------------------------------------------------------
AMETEK INC. Agenda Number: 933396156
--------------------------------------------------------------------------------------------------------------------------
Security: 031100100
Meeting Type: Annual
Meeting Date: 03-May-2011
Ticker: AME
ISIN: US0311001004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ANTHONY J. CONTI Mgmt For For
FRANK S. HERMANCE Mgmt For For
02 APPROVAL OF THE AMETEK, INC. 2011 OMNIBUS INCENTIVE Mgmt For For
COMPENSATION PLAN.
03 APPROVAL, BY NON-BINDING ADVISORY VOTE, OF AMETEK, Mgmt For For
INC. EXECUTIVE COMPENSATION.
04 ADVISORY VOTE ON THE FREQUENCY OF EXECUTIVE Mgmt 3 Years For
COMPENSATION ADVISORY VOTES.
05 RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
AMPHENOL CORPORATION Agenda Number: 933439627
--------------------------------------------------------------------------------------------------------------------------
Security: 032095101
Meeting Type: Annual
Meeting Date: 25-May-2011
Ticker: APH
ISIN: US0320951017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RONALD P. BADIE Mgmt For For
R. ADAM NORWITT Mgmt For For
DEAN H. SECORD Mgmt For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP AS INDEPENDENT Mgmt For For
PUBLIC ACCOUNTANTS OF THE COMPANY.
03 ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
ANSYS, INC. Agenda Number: 933396182
--------------------------------------------------------------------------------------------------------------------------
Security: 03662Q105
Meeting Type: Annual
Meeting Date: 11-May-2011
Ticker: ANSS
ISIN: US03662Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JAMES E. CASHMAN III Mgmt For For
WILLIAM R. MCDERMOTT Mgmt For For
AJEI S. GOPAL Mgmt For For
02 THE APPROVAL OF AN AMENDMENT TO THE COMPANY'S Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO INCREASE
THE TOTAL NUMBER OF AUTHORIZED SHARES OF COMMON
STOCK BY 150,000,000 SHARES, FROM 150,000,000
SHARES TO 300,000,000 SHARES.
03 THE APPROVAL OF AN AMENDMENT AND RESTATEMENT Mgmt For For
OF THE THIRD AMENDED AND RESTATED ANSYS, INC.
1996 STOCK OPTION AND GRANT PLAN.
04 A NON-BINDING, ADVISORY VOTE ON THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS.
05 TO RECOMMEND, BY NON-BINDING ADVISORY VOTE, Mgmt 1 Year For
THE FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
06 THE RATIFICATION OF THE SELECTION OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
ARCH COAL, INC. Agenda Number: 933397209
--------------------------------------------------------------------------------------------------------------------------
Security: 039380100
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: ACI
ISIN: US0393801008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JAMES R. BOYD Mgmt For For
JOHN W. EAVES Mgmt For For
DAVID D. FREUDENTHAL Mgmt For For
DOUGLAS H. HUNT Mgmt For For
J. THOMAS JONES Mgmt For For
A. MICHAEL PERRY Mgmt For For
PETER I. WOLD Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
03 APPROVAL OF EXECUTIVE COMPENSATION IN AN ADVISORY Mgmt For For
VOTE.
04 ADVISORY VOTE ON FREQUENCY OF SAY-ON-PAY VOTES. Mgmt 1 Year For
--------------------------------------------------------------------------------------------------------------------------
ARTHUR J. GALLAGHER & CO. Agenda Number: 933398441
--------------------------------------------------------------------------------------------------------------------------
Security: 363576109
Meeting Type: Annual
Meeting Date: 10-May-2011
Ticker: AJG
ISIN: US3635761097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: WILLIAM L. BAX Mgmt No vote
1B ELECTION OF DIRECTOR: FRANK E. ENGLISH, JR. Mgmt No vote
1C ELECTION OF DIRECTOR: J. PATRICK GALLAGHER, Mgmt No vote
JR.
1D ELECTION OF DIRECTOR: ELBERT O. HAND Mgmt No vote
1E ELECTION OF DIRECTOR: ILENE S. GORDON Mgmt No vote
1F ELECTION OF DIRECTOR: DAVID S. JOHNSON Mgmt No vote
1G ELECTION OF DIRECTOR: KAY W. MCCURDY Mgmt No vote
1H ELECTION OF DIRECTOR: NORMAN L. ROSENTHAL Mgmt No vote
1I ELECTION OF DIRECTOR: JAMES R. WIMMER Mgmt No vote
02 APPROVAL OF THE ARTHUR J. GALLAGHER & CO. 2011 Mgmt No vote
LONG-TERM INCENTIVE PLAN
03 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Mgmt No vote
AUDITOR FOR 2011
04 ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED Mgmt No vote
EXECUTIVE OFFICERS
05 ADVISORY VOTE ON THE FREQUENCY OF A STOCKHOLDER Mgmt No vote
VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS
--------------------------------------------------------------------------------------------------------------------------
BIO-RAD LABORATORIES, INC. Agenda Number: 933405753
--------------------------------------------------------------------------------------------------------------------------
Security: 090572207
Meeting Type: Annual
Meeting Date: 26-Apr-2011
Ticker: BIO
ISIN: US0905722072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
LOUIS DRAPEAU Mgmt For For
ALBERT J. HILLMAN Mgmt For For
02 PROPOSAL TO RATIFY THE SELECTION OF ERNST & Mgmt For For
YOUNG LLP TO SERVE AS THE COMPANY'S INDEPENDENT
AUDITORS.
03 PROPOSAL TO APPROVE THE BIO-RAD LABORATORIES, Mgmt For For
INC. 2011 EMPLOYEE STOCK PURCHASE PLAN.
04 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
05 ADVISORY VOTE ON THE FREQUENCY OF EXECUTIVE Mgmt 3 Years For
COMPENSATION VOTES.
--------------------------------------------------------------------------------------------------------------------------
BORGWARNER INC. Agenda Number: 933378994
--------------------------------------------------------------------------------------------------------------------------
Security: 099724106
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: BWA
ISIN: US0997241064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROBIN J. ADAMS Mgmt For For
1B ELECTION OF DIRECTOR: DAVID T. BROWN Mgmt For For
1C ELECTION OF DIRECTOR: JAN CARLSON Mgmt For For
1D ELECTION OF DIRECTOR: DENNIS C. CUNEO Mgmt For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE COMPANY FOR 2011.
03 TO SEEK YOUR ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
PROGRAMS AS DISCLOSED IN THE COMPENSATION DISCUSSION
AND ANALYSIS SECTION OF THE PROXY STATEMENT.
04 THE COMPANY SEEKS STOCKHOLDERS' INPUT ON THE Mgmt 3 Years For
FREQUENCY OF FUTURE STOCKHOLDER ADVISORY VOTES
ON EXECUTIVE COMPENSATION PROGRAMS.
--------------------------------------------------------------------------------------------------------------------------
CHICAGO BRIDGE & IRON COMPANY N.V. Agenda Number: 933390332
--------------------------------------------------------------------------------------------------------------------------
Security: 167250109
Meeting Type: Annual
Meeting Date: 04-May-2011
Ticker: CBI
ISIN: US1672501095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF THE MEMBER OF THE SUPERVISORY BOARD Mgmt For For
TO SERVE UNTIL THE ANNUAL GENERAL MEETING OF
SHAREHOLDERS IN 2013: GARY L. NEALE. (PLEASE
NOTE THAT AN "ABSTAIN" VOTE WILL COUNT AS A
FOR VOTE FOR THE ALTERNATE NOMINEE LUCIANO
REYES).
1B ELECTION OF THE MEMBER OF THE SUPERVISORY BOARD Mgmt For For
TO SERVE UNTIL THE ANNUAL GENERAL MEETING OF
SHAREHOLDERS IN 2013: J. CHARLES JENNETT. (PLEASE
NOTE THAT AN "ABSTAIN" VOTE WILL COUNT AS A
FOR VOTE FOR THE ALTERNATE NOMINEE WESTLEY
S. STOCKTON).
2A ELECTION OF THE MEMBER OF THE SUPERVISORY BOARD Mgmt For For
TO SERVE UNTIL THE ANNUAL GENERAL MEETING OF
SHAREHOLDERS IN 2014: LARRY D. MCVAY. (PLEASE
NOTE THAT AN "ABSTAIN" VOTE WILL COUNT AS A
FOR VOTE FOR THE ALTERNATE NOMINEE DAVID L.
KING).
2B ELECTION OF THE MEMBER OF THE SUPERVISORY BOARD Mgmt For For
TO SERVE UNTIL THE ANNUAL GENERAL MEETING OF
SHAREHOLDERS IN 2014: MARSHA C. WILLIAMS. (PLEASE
NOTE THAT AN "ABSTAIN" VOTE WILL COUNT AS A
FOR VOTE FOR THE ALTERNATE NOMINEE LUKE V.
SCORSONE).
03 TO APPROVE, BY NON-BINDING VOTE, THE COMPENSATION Mgmt For For
OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.
04 TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year Against
OF THE ADVISORY VOTE ON THE COMPENSATION OF
THE COMPANY'S NAMED EXECUTIVE OFFICERS.
05 TO AUTHORIZE THE PREPARATION OF OUR DUTCH STATUTORY Mgmt For For
ANNUAL ACCOUNTS AND THE ANNUAL REPORT OF OUR
MANAGEMENT BOARD IN THE ENGLISH LANGUAGE AND
TO ADOPT OUR DUTCH STATUTORY ANNUAL ACCOUNTS
FOR THE YEAR ENDED DECEMBER 31, 2010.
06 TO DISCHARGE THE SOLE MEMBER OF OUR MANAGEMENT Mgmt For For
BOARD FROM LIABILITY IN RESPECT OF THE EXERCISE
OF ITS DUTIES DURING THE YEAR ENDED DECEMBER
31, 2010.
07 TO DISCHARGE THE MEMBERS OF OUR SUPERVISORY Mgmt For For
BOARD FROM LIABILITY IN RESPECT OF THE EXERCISE
OF THEIR DUTIES DURING THE YEAR ENDED DECEMBER
31, 2010.
08 TO APPROVE THE EXTENSION OF THE AUTHORITY OF Mgmt For For
OUR MANAGEMENT BOARD, ACTING WITH THE APPROVAL
OF THE SUPERVISORY BOARD, TO REPURCHASE UP
TO 10% OF OUR ISSUED SHARE CAPITAL OF THE COMPANY
UNTIL NOVEMBER 4, 2012, ON THE OPEN MARKET,
THROUGH PRIVATELY NEGOTIATED TRANSACTIONS OR
IN ONE OR MORE SELF TENDER OFFERS FOR A PRICE
PER SHARE NOT LESS THAN THE NOMINAL VALUE OF
A SHARE AND NOT HIGHER THAN 110% OF THE MOST
RECENT AVAILABLE (AS OF THE TIME OF REPURCHASE)
PRICE OF A SHARE ON ANY SECURITIES EXCHANGE
WHERE OUR SHARES ARE TRADED.
09 TO APPOINT ERNST & YOUNG LLP AS OUR INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM, WHO WILL
AUDIT OUR ACCOUNTS FOR THE YEAR ENDING DECEMBER
31, 2011.
10 TO APPROVE THE EXTENSION OF THE AUTHORITY OF Mgmt For For
THE SUPERVISORY BOARD TO ISSUE SHARES AND/OR
GRANT RIGHTS TO ACQUIRE SHARES (INCLUDING OPTIONS
TO SUBSCRIBE FOR SHARES), NEVER TO EXCEED THE
NUMBER OF AUTHORIZED BUT UNISSUED SHARES, AND
TO LIMIT OR EXCLUDE THE PREEMPTIVE RIGHTS OF
SHAREHOLDERS OF THE COMPANY WITH RESPECT TO
THE ISSUANCE OF SHARES AND/OR THE GRANT OF
THE RIGHT TO ACQUIRE SHARES, UNTIL MAY 4, 2016.
--------------------------------------------------------------------------------------------------------------------------
CHIPOTLE MEXICAN GRILL, INC. Agenda Number: 933405892
--------------------------------------------------------------------------------------------------------------------------
Security: 169656105
Meeting Type: Annual
Meeting Date: 25-May-2011
Ticker: CMG
ISIN: US1696561059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOHN S. CHARLESWORTH Mgmt For For
MONTGOMERY F. MORAN Mgmt For For
02 APPROVAL OF THE CHIPOTLE MEXICAN GRILL, INC. Mgmt For For
2011 STOCK INCENTIVE PLAN.
03 APPROVAL OF THE CHIPOTLE MEXICAN GRILL, INC. Mgmt For For
EMPLOYEE STOCK PURCHASE PLAN.
04 AN ADVISORY VOTE ON THE COMPENSATION OF OUR Mgmt For For
EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY
STATEMENT.
05 AN ADVISORY VOTE ON FREQUENCY OF SAY-ON-PAY Mgmt 1 Year Against
VOTES.
06 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31, 2011.
--------------------------------------------------------------------------------------------------------------------------
CHURCH & DWIGHT CO., INC. Agenda Number: 933389430
--------------------------------------------------------------------------------------------------------------------------
Security: 171340102
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: CHD
ISIN: US1713401024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOSE B. ALVAREZ Mgmt For For
JAMES R. CRAIGIE Mgmt For For
ROSINA B. DIXON Mgmt For For
ROBERT D. LEBLANC Mgmt For For
02 ADVISORY VOTE ON COMPENSATION OF NAMED EXECUTIVE Mgmt For For
OFFICERS.
03 ADVISORY VOTE TO DETERMINE THE FREQUENCY OF Mgmt 3 Years For
THE ADVISORY VOTE ON COMPENSATION OF NAMED
EXECUTIVE OFFICERS.
04 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM TO AUDIT THE CHURCH
& DWIGHT CO., INC. 2011 CONSOLIDATED FINANCIAL
STATEMENTS.
--------------------------------------------------------------------------------------------------------------------------
CLIFFS NATURAL RESOURCES INC. Agenda Number: 933410172
--------------------------------------------------------------------------------------------------------------------------
Security: 18683K101
Meeting Type: Annual
Meeting Date: 17-May-2011
Ticker: CLF
ISIN: US18683K1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: J.A. CARRABBA Mgmt For For
1B ELECTION OF DIRECTOR: S.M. CUNNINGHAM Mgmt For For
1C ELECTION OF DIRECTOR: B.J. ELDRIDGE Mgmt For For
1D ELECTION OF DIRECTOR: A.R. GLUSKI Mgmt For For
1E ELECTION OF DIRECTOR: S.M. GREEN Mgmt For For
1F ELECTION OF DIRECTOR: J.K. HENRY Mgmt For For
1G ELECTION OF DIRECTOR: J.F. KIRSCH Mgmt For For
1H ELECTION OF DIRECTOR: F.R. MCALLISTER Mgmt For For
1I ELECTION OF DIRECTOR: R. PHILLIPS Mgmt For For
1J ELECTION OF DIRECTOR: R.K. RIEDERER Mgmt For For
1K ELECTION OF DIRECTOR: R.A. ROSS Mgmt For For
1L ELECTION OF DIRECTOR: A. SCHWARTZ Mgmt For For
02 A PROPOSAL TO AMEND THE SECOND AMENDED ARTICLES Mgmt For For
OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED COMMON SHARES
03 ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION, Mgmt For For
COMMONLY KNOWN AS "SAY ON PAY"
04 ADVISORY VOTE ON THE FREQUENCY OF SHAREHOLDER Mgmt 1 Year For
VOTES ON OUR NAMED EXECUTIVE OFFICER COMPENSATION
05 A SHAREHOLDER PROPOSAL REGARDING MAJORITY VOTING Shr For Against
IN DIRECTOR ELECTIONS
06 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE 2011 FISCAL
YEAR
--------------------------------------------------------------------------------------------------------------------------
COLUMBIA SPORTSWEAR COMPANY Agenda Number: 933398390
--------------------------------------------------------------------------------------------------------------------------
Security: 198516106
Meeting Type: Annual
Meeting Date: 27-May-2011
Ticker: COLM
ISIN: US1985161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
GERTRUDE BOYLE Mgmt For For
TIMOTHY P. BOYLE Mgmt For For
SARAH A. BANY Mgmt For For
MURREY R. ALBERS Mgmt For For
STEPHEN E. BABSON Mgmt For For
ANDY D. BRYANT Mgmt For For
EDWARD S. GEORGE Mgmt For For
WALTER T. KLENZ Mgmt For For
RONALD E. NELSON Mgmt For For
JOHN W. STANTON Mgmt Withheld Against
02 TO RATIFY THE SELECTION OF DELOITTE & TOUCHE Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2011.
03 TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION. Mgmt For For
04 TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year For
OF EXECUTIVE COMPENSATION VOTES.
--------------------------------------------------------------------------------------------------------------------------
CULLEN/FROST BANKERS, INC. Agenda Number: 933391017
--------------------------------------------------------------------------------------------------------------------------
Security: 229899109
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: CFR
ISIN: US2298991090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
R. DENNY ALEXANDER Mgmt For For
CARLOS ALVAREZ Mgmt For For
ROYCE S. CALDWELL Mgmt For For
CRAWFORD H. EDWARDS Mgmt For For
RUBEN M. ESCOBEDO Mgmt For For
RICHARD W. EVANS, JR. Mgmt For For
PATRICK B. FROST Mgmt For For
DAVID J. HAEMISEGGER Mgmt For For
KAREN E. JENNINGS Mgmt For For
RICHARD M. KLEBERG, III Mgmt For For
CHARLES W. MATTHEWS Mgmt For For
IDA CLEMENT STEEN Mgmt For For
HORACE WILKINS JR. Mgmt For For
02 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
TO ACT AS INDEPENDENT AUDITORS OF CULLEN/FROST
BANKERS, INC. FOR THE FISCAL YEAR THAT BEGAN
JANUARY 1, 2011.
03 PROPOSAL TO ADOPT THE ADVISORY (NON-BINDING) Mgmt For For
RESOLUTION APPROVING EXECUTIVE COMPENSATION.
04 ADVISORY (NON-BINDING) ELECTION OF THE FREQUENCY Mgmt 1 Year For
OF FUTURE VOTES RELATING TO EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
DENBURY RESOURCES INC. Agenda Number: 933436037
--------------------------------------------------------------------------------------------------------------------------
Security: 247916208
Meeting Type: Annual
Meeting Date: 18-May-2011
Ticker: DNR
ISIN: US2479162081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WIELAND F. WETTSTEIN Mgmt For For
MICHAEL L. BEATTY Mgmt For For
MICHAEL B. DECKER Mgmt For For
RONALD G. GREENE Mgmt For For
DAVID I. HEATHER Mgmt For For
GREGORY L. MCMICHAEL Mgmt For For
GARETH ROBERTS Mgmt For For
PHIL RYKHOEK Mgmt For For
RANDY STEIN Mgmt For For
02 PROPOSAL TO APPROVE THE COMPANY'S ADVISORY, Mgmt For For
NON-BINDING RESOLUTION ON EXECUTIVE COMPENSATION.
03 PROPOSAL TO VOTE ON THE FREQUENCY OF THE ADVISORY Mgmt 1 Year For
VOTE ON EXECUTIVE COMPENSATION PROSPECTIVELY.
04 PROPOSAL TO INCREASE THE NUMBER OF SHARES RESERVED Mgmt For For
FOR USE UNDER OUR EMPLOYEE STOCK PURCHASE PLAN.
05 PROPOSAL TO RATIFY THE APPOINTMENT BY THE AUDIT Mgmt For For
COMMITTEE OF PRICEWATERHOUSECOOPERS LLP AS
DENBURY'S INDEPENDENT AUDITOR FOR 2011.
--------------------------------------------------------------------------------------------------------------------------
DPL INC. Agenda Number: 933384012
--------------------------------------------------------------------------------------------------------------------------
Security: 233293109
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: DPL
ISIN: US2332931094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
PAUL M. BARBAS Mgmt For For
BARBARA S. GRAHAM Mgmt For For
GLENN E. HARDER Mgmt For For
02 AN AMENDMENT TO DPL'S REGULATIONS APPROVED BY Mgmt For For
OUR BOARD OF DIRECTORS THAT REDUCES THE PERCENTAGE
OF SHAREHOLDER VOTES NEEDED TO AMEND DPL'S
REGULATIONS.
03 AN ADVISORY, NON-BINDING RESOLUTION TO APPROVE Mgmt For For
THE COMPENSATION OF DPL'S NAMED EXECUTIVE OFFICERS,
AS DESCRIBED IN OUR 2011 PROXY STATEMENT.
04 TO RECOMMEND BY ADVISORY, NON-BINDING VOTE, Mgmt 1 Year For
THE FREQUENCY FOR HOLDING ADVISORY, NON-BINDING
VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION.
05 RE-APPROVAL OF THE MATERIAL TERMS OF THE PERFORMANCE Mgmt For For
GOALS UNDER DPL'S 2006 EQUITY PERFORMANCE AND
INCENTIVE PLAN.
06 RATIFICATION OF KPMG LLP AS INDEPENDENT PUBLIC Mgmt For For
ACCOUNTANT.
--------------------------------------------------------------------------------------------------------------------------
DRIL-QUIP, INC. Agenda Number: 933415728
--------------------------------------------------------------------------------------------------------------------------
Security: 262037104
Meeting Type: Annual
Meeting Date: 11-May-2011
Ticker: DRQ
ISIN: US2620371045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J. MIKE WALKER Mgmt For For
JOHN V. LOVOI Mgmt For For
02 APPROVAL OF THE APPOINTMENT OF BDO USA, LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2011.
03 ADVISORY VOTE ON THE COMPENSATION OF THE COMPANY'S Mgmt For For
NAMED EXECUTIVE OFFICERS
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
FLIR SYSTEMS, INC. Agenda Number: 933385153
--------------------------------------------------------------------------------------------------------------------------
Security: 302445101
Meeting Type: Annual
Meeting Date: 29-Apr-2011
Ticker: FLIR
ISIN: US3024451011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM W. CROUCH Mgmt For For
ANGUS L. MACDONALD Mgmt For For
02 TO APPROVE THE ADOPTION OF THE FLIR SYSTEMS, Mgmt For For
INC. 2011 STOCK INCENTIVE PLAN
03 TO RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE Mgmt For For
OF THE COMPANY'S BOARD OF DIRECTORS OF KPMG
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2011.
04 TO APPROVE, BY NON-BINDING VOTE, THE RESOLUTION Mgmt For For
RELATING TO THE COMPANY'S EXECUTIVE COMPENSATION.
05 TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 3 Years For
OF ADVISORY VOTES ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
HANSEN NATURAL CORPORATION Agenda Number: 933406983
--------------------------------------------------------------------------------------------------------------------------
Security: 411310105
Meeting Type: Annual
Meeting Date: 19-May-2011
Ticker: HANS
ISIN: US4113101053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RODNEY C. SACKS Mgmt For For
HILTON H. SCHLOSBERG Mgmt For For
NORMAN C. EPSTEIN Mgmt For For
BENJAMIN M. POLK Mgmt For For
SYDNEY SELATI Mgmt For For
HAROLD C. TABER, JR. Mgmt For For
MARK S. VIDERGAUZ Mgmt For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2011.
03 PROPOSAL TO APPROVE THE HANSEN NATURAL CORPORATION Mgmt For For
2011 OMNIBUS INCENTIVE PLAN.
04 PROPOSAL TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
05 PROPOSAL TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt 1 Year Against
BASIS, THE FREQUENCY WITH WHICH STOCKHOLDERS
WILL APPROVE THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
06 STOCKHOLDER PROPOSAL REGARDING THE AMENDMENT Shr For Against
OF OUR ORGANIZATIONAL DOCUMENTS TO REQUIRE
MAJORITY VOTING FOR THE ELECTION OF DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
HCC INSURANCE HOLDINGS, INC. Agenda Number: 933425161
--------------------------------------------------------------------------------------------------------------------------
Security: 404132102
Meeting Type: Annual
Meeting Date: 26-May-2011
Ticker: HCC
ISIN: US4041321021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JUDY C. BOZEMAN Mgmt For For
FRANK J. BRAMANTI Mgmt For For
WALTER M. DUER Mgmt For For
JAMES C. FLAGG, PH.D. Mgmt For For
THOMAS M. HAMILTON Mgmt For For
LESLIE S. HEISZ Mgmt For For
DEBORAH H. MIDANEK Mgmt For For
JOHN N. MOLBECK JR. Mgmt For For
JAMES E. OESTERREICHER Mgmt For For
ROBERT A. ROSHOLT Mgmt For For
CHRISTOPHER JB WILLIAMS Mgmt For For
02 ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED Mgmt For For
EXECUTIVE OFFICERS.
03 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
04 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS AUDITORS FOR 2011.
--------------------------------------------------------------------------------------------------------------------------
HEALTH CARE REIT, INC. Agenda Number: 933402365
--------------------------------------------------------------------------------------------------------------------------
Security: 42217K106
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: HCN
ISIN: US42217K1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR FOR A TERM OF THREE YEARS: Mgmt For For
WILLIAM C. BALLARD, JR.
1B ELECTION OF DIRECTOR FOR A TERM OF THREE YEARS: Mgmt For For
PETER J. GRUA
1C ELECTION OF DIRECTOR FOR A TERM OF THREE YEARS: Mgmt For For
R. SCOTT TRUMBULL
02 APPROVAL OF THE COMPENSATION OF THE NAMED EXECUTIVE Mgmt For For
OFFICERS AS DISCLOSED IN THE PROXY STATEMENT
PURSUANT TO THE COMPENSATION DISCLOSURE RULES
OF THE SEC.
03 FREQUENCY OF ADVISORY VOTE ON THE COMPENSATION Mgmt 1 Year For
OF THE NAMED EXECUTIVE OFFICERS.
04 APPROVAL OF AN AMENDMENT TO THE SECOND RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF COMMON STOCK
FROM 225,000,000 TO 400,000,000 FOR GENERAL
CORPORATE PURPOSES.
05 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR 2011.
--------------------------------------------------------------------------------------------------------------------------
HENRY SCHEIN, INC. Agenda Number: 933410639
--------------------------------------------------------------------------------------------------------------------------
Security: 806407102
Meeting Type: Annual
Meeting Date: 18-May-2011
Ticker: HSIC
ISIN: US8064071025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
STANLEY M BERGMAN Mgmt For For
GERALD A BENJAMIN Mgmt For For
JAMES P BRESLAWSKI Mgmt For For
MARK E MLOTEK Mgmt For For
STEVEN PALADINO Mgmt For For
BARRY J ALPERIN Mgmt For For
PAUL BRONS Mgmt For For
DONALD J KABAT Mgmt For For
PHILIP A LASKAWY Mgmt For For
KARYN MASHIMA Mgmt For For
NORMAN S MATTHEWS Mgmt For For
BRADLEY T SHEARES, PHD Mgmt For For
LOUIS W SULLIVAN, MD Mgmt For For
2 PROPOSAL TO AMEND THE COMPANY'S 1994 STOCK INCENTIVE Mgmt For For
PLAN.
3 PROPOSAL TO APPROVE, BY NON-BINDING VOTE, THE Mgmt For For
2010 COMPENSATION PAID TO THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4 PROPOSAL TO RECOMMEND, BY NON-BINDING VOTE, Mgmt 1 Year For
THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
5 PROPOSAL TO RATIFY THE SELECTION OF BDO USA, Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2011.
--------------------------------------------------------------------------------------------------------------------------
J.B. HUNT TRANSPORT SERVICES, INC. Agenda Number: 933383882
--------------------------------------------------------------------------------------------------------------------------
Security: 445658107
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: JBHT
ISIN: US4456581077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DOUGLAS G. DUNCAN Mgmt For For
1B ELECTION OF DIRECTOR: WAYNE GARRISON Mgmt For For
1C ELECTION OF DIRECTOR: SHARILYN S. GASAWAY Mgmt For For
1D ELECTION OF DIRECTOR: GARY C. GEORGE Mgmt For For
1E ELECTION OF DIRECTOR: BRYAN HUNT Mgmt For For
1F ELECTION OF DIRECTOR: COLEMAN H. PETERSON Mgmt For For
1G ELECTION OF DIRECTOR: JOHN N. ROBERTS III Mgmt For For
1H ELECTION OF DIRECTOR: JAMES L. ROBO Mgmt For For
1I ELECTION OF DIRECTOR: WILLIAM J. SHEA, JR. Mgmt For For
1J ELECTION OF DIRECTOR: KIRK THOMPSON Mgmt For For
1K ELECTION OF DIRECTOR: JOHN A. WHITE Mgmt For For
02 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
03 FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt 1 Year Against
04 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANTS
FOR CALENDAR YEAR 2011.
--------------------------------------------------------------------------------------------------------------------------
MARKEL CORPORATION Agenda Number: 933381321
--------------------------------------------------------------------------------------------------------------------------
Security: 570535104
Meeting Type: Annual
Meeting Date: 09-May-2011
Ticker: MKL
ISIN: US5705351048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J. ALFRED BROADDUS, JR. Mgmt For For
DOUGLAS C. EBY Mgmt For For
STEWART M. KASEN Mgmt For For
ALAN I. KIRSHNER Mgmt For For
LEMUEL E. LEWIS Mgmt For For
DARRELL D. MARTIN Mgmt For For
ANTHONY F. MARKEL Mgmt For For
STEVEN A. MARKEL Mgmt For For
JAY M. WEINBERG Mgmt For For
DEBORA J. WILSON Mgmt For For
02 TO APPROVE THE FOLLOWING RESOLUTION: "RESOLVED, Mgmt For For
THAT THE COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS, AS DISCLOSED IN ACCORDANCE
WITH ITEM 402 OF REGULATION S-K, INCLUDING
THE COMPENSATION DISCUSSION AND ANALYSIS, COMPENSATION
TABLES, AND NARRATIVE DISCUSSION, IS HEREBY
APPROVED."
03 TO APPROVE THE FREQUENCY OF SHAREHOLDER ADVISORY Mgmt 3 Years For
VOTES APPROVING EXECUTIVE COMPENSATION.
04 TO RATIFY THE SELECTION OF KPMG LLP BY THE AUDIT Mgmt For For
COMMITTEE OF THE BOARD OF DIRECTORS AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31, 2011.
--------------------------------------------------------------------------------------------------------------------------
MARTIN MARIETTA MATERIALS, INC. Agenda Number: 933419497
--------------------------------------------------------------------------------------------------------------------------
Security: 573284106
Meeting Type: Annual
Meeting Date: 12-May-2011
Ticker: MLM
ISIN: US5732841060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
SUE W. COLE Mgmt Withheld Against
MICHAEL J. QUILLEN Mgmt Withheld Against
STEPHEN P. ZELNAK, JR. Mgmt Withheld Against
02 RATIFICATION OF SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS INDEPENDENT AUDITORS.
03 TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION Mgmt For For
OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS.
04 TO APPROVE, ON AN ADVISORY BASIS, THE FREQUENCY Mgmt 1 Year Against
OF THE VOTE ON THE COMPENSATION OF THE CORPORATION'S
NAMED EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
MERCADOLIBRE, INC. Agenda Number: 933438738
--------------------------------------------------------------------------------------------------------------------------
Security: 58733R102
Meeting Type: Annual
Meeting Date: 14-Jun-2011
Ticker: MELI
ISIN: US58733R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ANTON J. LEVY Mgmt Withheld Against
MICHAEL SPENCE Mgmt Withheld Against
MARIO EDUARDO VAZQUEZ Mgmt For For
02 ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED Mgmt For For
EXECUTIVE OFFICERS
03 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS
04 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& CO. S.R.L. AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2011
--------------------------------------------------------------------------------------------------------------------------
METTLER-TOLEDO INTERNATIONAL INC. Agenda Number: 933384024
--------------------------------------------------------------------------------------------------------------------------
Security: 592688105
Meeting Type: Annual
Meeting Date: 04-May-2011
Ticker: MTD
ISIN: US5926881054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROBERT F. SPOERRY Mgmt For For
1B ELECTION OF DIRECTOR: WAH-HUI CHU Mgmt For For
1C ELECTION OF DIRECTOR: FRANCIS A. CONTINO Mgmt For For
1D ELECTION OF DIRECTOR: OLIVIER A. FILLIOL Mgmt For For
1E ELECTION OF DIRECTOR: MICHAEL A. KELLY Mgmt For For
1F ELECTION OF DIRECTOR: MARTIN D. MADAUS Mgmt For For
1G ELECTION OF DIRECTOR: HANS ULRICH MAERKI Mgmt For For
1H ELECTION OF DIRECTOR: GEORGE M. MILNE Mgmt For For
1I ELECTION OF DIRECTOR: THOMAS P. SALICE Mgmt For For
02 APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING Mgmt For For
FIRM.
03 APPROVAL OF THE POBS PLUS INCENTIVE SYSTEM FOR Mgmt For For
GROUP MANAGEMENT.
04 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
05 ADVISORY VOTE ON THE FREQUENCY OF THE ADVISORY Mgmt 3 Years For
VOTE ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
MOHAWK INDUSTRIES, INC. Agenda Number: 933408761
--------------------------------------------------------------------------------------------------------------------------
Security: 608190104
Meeting Type: Annual
Meeting Date: 11-May-2011
Ticker: MHK
ISIN: US6081901042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MS. BOGART Mgmt For For
MR. FIEDLER Mgmt For For
MR. ILL Mgmt For For
MR. LORBERBAUM Mgmt For For
02 THE RATIFICATION OF THE SELECTION OF KPMG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION, AS Mgmt Against Against
DISCLOSED IN THE COMPANY'S PROXY STATEMENT
FOR THE 2011 ANNUAL MEETING OF STOCKHOLDERS.
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
MORNINGSTAR, INC. Agenda Number: 933396396
--------------------------------------------------------------------------------------------------------------------------
Security: 617700109
Meeting Type: Annual
Meeting Date: 17-May-2011
Ticker: MORN
ISIN: US6177001095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOE MANSUETO Mgmt For For
1B ELECTION OF DIRECTOR: DON PHILLIPS Mgmt For For
1C ELECTION OF DIRECTOR: CHERYL FRANCIS Mgmt For For
1D ELECTION OF DIRECTOR: STEVE KAPLAN Mgmt For For
1E ELECTION OF DIRECTOR: BILL LYONS Mgmt For For
1F ELECTION OF DIRECTOR: JACK NOONAN Mgmt For For
1G ELECTION OF DIRECTOR: PAUL STURM Mgmt For For
1H ELECTION OF DIRECTOR: HUGH ZENTMYER Mgmt For For
02 APPROVAL OF THE MORNINGSTAR, INC. 2011 STOCK Mgmt For For
INCENTIVE PLAN.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF VOTES ON EXECUTIVE. Mgmt 3 Years For
05 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS MORNINGSTAR'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2011.
--------------------------------------------------------------------------------------------------------------------------
MYLAN INC. Agenda Number: 933406452
--------------------------------------------------------------------------------------------------------------------------
Security: 628530107
Meeting Type: Annual
Meeting Date: 06-May-2011
Ticker: MYL
ISIN: US6285301072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ROBERT J. COURY Mgmt For For
RODNEY L. PIATT, C.P.A. Mgmt For For
HEATHER BRESCH Mgmt For For
WENDY CAMERON Mgmt For For
ROBERT J. CINDRICH Mgmt For For
NEIL DIMICK, C.P.A. Mgmt For For
DOUGLAS J. LEECH, C.P.A Mgmt For For
JOSEPH C. MAROON, MD Mgmt For For
MARK W. PARRISH Mgmt For For
C.B. TODD Mgmt For For
R.L. VANDERVEEN PHD RPH Mgmt For For
02 RATIFY APPOINTMENT OF DELOITTE & TOUCHE LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
03 APPROVE, BY ADVISORY VOTE, EXECUTIVE COMPENSATION. Mgmt Against Against
04 RECOMMEND, BY ADVISORY VOTE, THE FREQUENCY OF Mgmt 1 Year Against
FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
NATIONAL INSTRUMENTS CORPORATION Agenda Number: 933396283
--------------------------------------------------------------------------------------------------------------------------
Security: 636518102
Meeting Type: Annual
Meeting Date: 10-May-2011
Ticker: NATI
ISIN: US6365181022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MR. JEFFREY L. KODOSKY Mgmt For For
DR. DONALD M. CARLTON Mgmt For For
MR. JOHN K. MEDICA Mgmt For For
02 TO INCREASE THE NUMBER OF SHARES RESERVED UNDER Mgmt For For
NI'S 1994 EMPLOYEE STOCK PURCHASE PLAN BY 3,000,000
SHARES.
03 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG AS Mgmt For For
NI'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31,
2011.
04 TO CONSIDER AND APPROVE AN ADVISORY (NON-BINDING) Mgmt For For
PROPOSAL CONCERNING OUR EXECUTIVE COMPENSATION
PROGRAM.
05 TO CONSIDER AND APPROVE AN ADVISORY (NON-BINDING) Mgmt 3 Years For
PROPOSAL CONCERNING THE FREQUENCY OF STOCKHOLDER
VOTES ON OUR EXECUTIVE COMPENSATION PROGRAM.
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 933425250
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 03-Jun-2011
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
REED HASTINGS Mgmt For For
JAY C. HOAG Mgmt For For
A. GEORGE (SKIP) BATTLE Mgmt For For
2 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31, 2011.
3 TO APPROVE OUR 2011 STOCK PLAN. Mgmt For For
4 TO RECEIVE A NON-BINDING ADVISORY VOTE ON EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
5 TO RECEIVE, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year For
OF EXECUTIVE COMPENSATION VOTES.
6 CONSIDERATION OF A STOCKHOLDER PROPOSAL IF PROPERLY Shr For Against
BROUGHT BEFORE THE MEETING REGARDING MAJORITY
VOTING.
--------------------------------------------------------------------------------------------------------------------------
NEWFIELD EXPLORATION COMPANY Agenda Number: 933394443
--------------------------------------------------------------------------------------------------------------------------
Security: 651290108
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: NFX
ISIN: US6512901082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: LEE K. BOOTHBY Mgmt For For
1B ELECTION OF DIRECTOR: PHILIP J. BURGUIERES Mgmt For For
1C ELECTION OF DIRECTOR: PAMELA J. GARDNER Mgmt For For
1D ELECTION OF DIRECTOR: JOHN RANDOLPH KEMP III Mgmt For For
1E ELECTION OF DIRECTOR: J. MICHAEL LACEY Mgmt For For
1F ELECTION OF DIRECTOR: JOSEPH H. NETHERLAND Mgmt For For
1G ELECTION OF DIRECTOR: HOWARD H. NEWMAN Mgmt For For
1H ELECTION OF DIRECTOR: THOMAS G. RICKS Mgmt For For
1I ELECTION OF DIRECTOR: JUANITA F. ROMANS Mgmt For For
1J ELECTION OF DIRECTOR: C.E. (CHUCK) SHULTZ Mgmt For For
1K ELECTION OF DIRECTOR: J. TERRY STRANGE Mgmt For For
02 TO APPROVE THE NEWFIELD EXPLORATION COMPANY Mgmt For For
2011 OMNIBUS STOCK PLAN.
03 TO APPROVE THE PERFORMANCE GOALS UNDER THE NEWFIELD Mgmt For For
EXPLORATION COMPANY 2011 OMNIBUS STOCK PLAN.
04 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP, AN INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM, FOR FISCAL 2011.
05 TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION. Mgmt For For
06 TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year Against
OF VOTING ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
O'REILLY AUTOMOTIVE, INC. Agenda Number: 933389620
--------------------------------------------------------------------------------------------------------------------------
Security: 67103H107
Meeting Type: Annual
Meeting Date: 03-May-2011
Ticker: ORLY
ISIN: US67103H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DAVID E. O'REILLY Mgmt For For
1B ELECTION OF DIRECTOR: JAY D. BURCHFIELD Mgmt For For
1C ELECTION OF DIRECTOR: PAUL R. LEDERER Mgmt For For
02 ADVISORY VOTE ON APPROVAL OF COMPENSATION OF Mgmt For For
EXECUTIVES.
03 ADVISORY VOTE ON THE FREQUENCY OF FUTURE SAY Mgmt 3 Years For
ON PAY VOTES.
04 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG, Mgmt For For
LLP, AS INDEPENDENT AUDITORS FOR FISCAL 2011.
--------------------------------------------------------------------------------------------------------------------------
OCEANEERING INTERNATIONAL, INC. Agenda Number: 933406351
--------------------------------------------------------------------------------------------------------------------------
Security: 675232102
Meeting Type: Annual
Meeting Date: 06-May-2011
Ticker: OII
ISIN: US6752321025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
T. JAY COLLINS Mgmt For For
D. MICHAEL HUGHES Mgmt For For
02 ADVISORY VOTE ON A RESOLUTION TO APPROVE THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
03 ADVISORY VOTE ON THE FREQUENCY OF HOLDING FUTURE Mgmt 1 Year For
ADVISORY VOTES TO APPROVE THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS.
04 PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt For For
& YOUNG LLP AS INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2011.
--------------------------------------------------------------------------------------------------------------------------
OGE ENERGY CORP. Agenda Number: 933395130
--------------------------------------------------------------------------------------------------------------------------
Security: 670837103
Meeting Type: Annual
Meeting Date: 19-May-2011
Ticker: OGE
ISIN: US6708371033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
KIRK HUMPHREYS Mgmt For For
LINDA PETREE LAMBERT Mgmt For For
LEROY C. RICHIE Mgmt For For
02 AMENDMENT OF THE RESTATED CERTIFICATE OF INCORPORATION Mgmt For For
TO INCREASE THE NUMBER OF AUTHORIZED SHARES
OF COMMON STOCK FROM 125,000,000 TO 225,000,000.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTES Mgmt 1 Year For
ON EXECUTIVE COMPENSATION.
05 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S PRINCIPAL INDEPENDENT
ACCOUNTANTS FOR 2011.
--------------------------------------------------------------------------------------------------------------------------
RAYONIER INC. Agenda Number: 933401298
--------------------------------------------------------------------------------------------------------------------------
Security: 754907103
Meeting Type: Annual
Meeting Date: 19-May-2011
Ticker: RYN
ISIN: US7549071030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: PAUL G. BOYNTON Mgmt For For
1B ELECTION OF DIRECTOR: MARK E. GAUMOND Mgmt For For
1C ELECTION OF DIRECTOR: DAVID W. OSKIN Mgmt For For
02 APPROVAL, IN A NON-BINDING VOTE, OF THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS AS DISCLOSED
IN THE PROXY STATEMENT
03 TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year For
OF FUTURE NON-BINDING VOTES ON THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS
04 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY
05 APPROVAL OF A SHAREHOLDER PROPOSAL ASKING THE Shr For Against
BOARD TO TAKE THE STEPS NECESSARY TO ELIMINATE
ITS CLASSIFIED STRUCTURE
--------------------------------------------------------------------------------------------------------------------------
ROCK-TENN COMPANY Agenda Number: 933447561
--------------------------------------------------------------------------------------------------------------------------
Security: 772739207
Meeting Type: Special
Meeting Date: 27-May-2011
Ticker: RKT
ISIN: US7727392075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO APPROVE THE ISSUANCE OF SHARES OF ROCK-TENN Mgmt For For
COMPANY COMMON STOCK TO SMURFIT-STONE CONTAINER
CORPORATION STOCKHOLDERS PURSUANT TO THE AGREEMENT
AND PLAN OF MERGER, DATED AS OF JANUARY 23,
2011 (AS IT MAY BE AMENDED FROM TIME TO TIME),
AMONG ROCK-TENN COMPANY, SMURFIT-STONE CONTAINER
CORPORATION, AND SAM ACQUISITION, LLC.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING Mgmt For For
FOR ANY PURPOSE, INCLUDING TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT
THE TIME OF THE SPECIAL MEETING TO APPROVE
THE PROPOSAL DESCRIBED ABOVE.
--------------------------------------------------------------------------------------------------------------------------
ROSS STORES, INC. Agenda Number: 933425212
--------------------------------------------------------------------------------------------------------------------------
Security: 778296103
Meeting Type: Annual
Meeting Date: 18-May-2011
Ticker: ROST
ISIN: US7782961038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
GEORGE P. ORBAN Mgmt For For
DONALD H. SEILER Mgmt For For
02 TO APPROVE THE EXISTING SECOND AMENDED AND RESTATED Mgmt For For
ROSS STORES, INC. INCENTIVE COMPENSATION PLAN
FOR PURPOSES OF SECTION 162(M) OF THE INTERNAL
REVENUE CODE.
03 TO APPROVE AN AMENDMENT TO THE COMPANY'S CERTIFICATE Mgmt For For
OF INCORPORATION TO ADOPT ANNUAL ELECTIONS
FOR DIRECTORS ELECTED BEGINNING IN 2012 (DE-CLASSIFICATION
OF THE BOARD).
04 ADVISORY VOTE TO APPROVE THE RESOLUTION ON THE Mgmt For For
COMPENSATION OF THE NAMED EXECUTIVE OFFICERS.
05 ADVISORY VOTE ON THE FREQUENCY OF HOLDING FUTURE Mgmt 1 Year Against
ADVISORY VOTES TO APPROVE A RESOLUTION ON THE
COMPENSATION OF THE NAMED EXECUTIVE OFFICERS.
06 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JANUARY 28, 2012.
--------------------------------------------------------------------------------------------------------------------------
SEI INVESTMENTS COMPANY Agenda Number: 933423458
--------------------------------------------------------------------------------------------------------------------------
Security: 784117103
Meeting Type: Annual
Meeting Date: 25-May-2011
Ticker: SEIC
ISIN: US7841171033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: KATHRYN M. MCCARTHY Mgmt For For
1B ELECTION OF DIRECTOR: SARAH W. BLUMENSTEIN Mgmt For For
02 TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION Mgmt For For
OF NAMED EXECUTIVE OFFICERS.
03 TO APPROVE, ON AN ADVISORY BASIS, THE FREQUENCY Mgmt 1 Year
OF FUTURE NON-BINDING VOTES ON COMPENSATION
OF NAMED EXECUTIVE OFFICERS.
04 RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS
FOR FISCAL 2011.
--------------------------------------------------------------------------------------------------------------------------
SNAP-ON INCORPORATED Agenda Number: 933383200
--------------------------------------------------------------------------------------------------------------------------
Security: 833034101
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: SNA
ISIN: US8330341012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROXANNE J. DECYK Mgmt For For
1B ELECTION OF DIRECTOR: NICHOLAS T. PINCHUK Mgmt For For
1C ELECTION OF DIRECTOR: GREGG M. SHERRILL Mgmt For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2011.
03 PROPOSAL TO ADOPT THE SNAP-ON INCORPORATED 2011 Mgmt For For
INCENTIVE STOCK AND AWARDS PLAN.
04 PROPOSAL TO AMEND AND RESTATE THE SNAP-ON INCORPORATED Mgmt For For
EMPLOYEE STOCK OWNERSHIP PLAN.
05 ADVISORY VOTE ON THE COMPENSATION OF SNAP-ON Mgmt For For
INCORPORATED'S NAMED EXECUTIVE OFFICERS, AS
DISCLOSED IN "COMPENSATION DISCUSSION AND ANALYSIS"
AND "EXECUTIVE COMPENSATION" IN THE PROXY STATEMENT.
06 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
TRUSTMARK CORPORATION Agenda Number: 933401488
--------------------------------------------------------------------------------------------------------------------------
Security: 898402102
Meeting Type: Annual
Meeting Date: 10-May-2011
Ticker: TRMK
ISIN: US8984021027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ADOLPHUS B. BAKER Mgmt For For
WILLIAM C. DEVINEY, JR. Mgmt For For
DANIEL A. GRAFTON Mgmt For For
GERARD R. HOST Mgmt For For
DAVID H. HOSTER II Mgmt For For
JOHN M. MCCULLOUCH Mgmt For For
RICHARD H. PUCKETT Mgmt For For
R. MICHAEL SUMMERFORD Mgmt For For
LEROY G. WALKER, JR. Mgmt For For
WILLIAM G. YATES III Mgmt For For
02 ADVISORY VOTE ON EXECUTIVE COMPENSATION - TO Mgmt For For
PROVIDE ADVISORY APPROVAL OF TRUSTMARK'S EXECUTIVE
COMPENSATION.
03 ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTES Mgmt 1 Year For
ON EXECUTIVE COMPENSATION - TO PROVIDE A RECOMMENDATION
FOR THE FREQUENCY OF ADVISORY VOTES ON TRUSTMARK'S
EXECUTIVE COMPENSATION.
04 RATIFICATION OF SELECTION OF INDEPENDENT AUDITORS Mgmt For For
- TO RATIFY THE SELECTION OF KMPG LLP AS TRUSTMARK
CORPORATION'S INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2011.
--------------------------------------------------------------------------------------------------------------------------
UNIVERSAL HEALTH SERVICES, INC. Agenda Number: 933408937
--------------------------------------------------------------------------------------------------------------------------
Security: 913903100
Meeting Type: Annual
Meeting Date: 18-May-2011
Ticker: UHS
ISIN: US9139031002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
LAWRENCE S. GIBBS Mgmt For For
02 ADVISORY (NONBINDING) VOTE TO APPROVE NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
03 ADVISORY (NONBINDING) VOTE ON THE FREQUENCY Mgmt 3 Years For
OF AN ADVISORY STOCKHOLDER VOTE TO APPROVE
NAMED EXECUTIVE OFFICER COMPENSATION.
04 THE APPROVAL OF AN AMENDMENT TO THE UNIVERSAL Mgmt Against Against
HEALTH SERVICES, INC. AMENDED AND RESTATED
2005 STOCK INCENTIVE PLAN BY THE HOLDERS OF
CLASS A, B, C AND D COMMON STOCK.
--------------------------------------------------------------------------------------------------------------------------
VALMONT INDUSTRIES, INC. Agenda Number: 933383832
--------------------------------------------------------------------------------------------------------------------------
Security: 920253101
Meeting Type: Annual
Meeting Date: 26-Apr-2011
Ticker: VMI
ISIN: US9202531011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MOGENS C. BAY Mgmt For For
WALTER SCOTT, JR. Mgmt For For
CLARK T. RANDT, JR. Mgmt For For
02 PROPOSAL TO APPROVE AN ADVISORY VOTE ON EXECUTIVE Mgmt For For
COMPENSATION.
03 PROPOSAL TO APPROVE AN ADVISORY VOTE ON THE Mgmt 1 Year For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
04 RATIFYING THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For
LLP AS INDEPENDENT AUDITORS FOR FISCAL 2011.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed Multi-Cap Growth Fund, a series of Eaton Vance Mutual Funds Trust
(Exact
name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Tax-Managed Multi-Cap Growth Fund (the "Fund") is a feeder fund that invests exclusively
in shares of Tax-Managed Multi-Cap Growth Portfolio (the "Portfolio"), a master fund registered under
the Investment Company Act of 1940. The proxy voting record of the Portfolio was filed on August 17,
2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's
CIK number is 1116071 and its file number is 811-09837.
Eaton Vance Tax-Managed Small-Cap Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 07/01/10-06/30/11
Eaton Vance Tax-Managed Small-Cap Fund (the "Fund") is a feeder fund that invests exclusively
in shares of Tax-Managed Small-Cap Portfolio (the "Portfolio"), a master fund registered under
the Investment Company Act of 1940. The proxy voting record of the Portfolio was filed on August 27,
2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's
CIK number is 1122006 and its file number is 811-10065.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed Small-Cap Value Fund, a series
of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Tax-Managed Small-Cap Value Fund (the "Fund") is a feeder fund that invests exclusively in
shares of Tax-Managed Small-Cap Value Portfolio (the "Portfolio"), a master fund registered under the
Investment Company Act of 1940. The proxy voting record of the Portfolio was filed on August 17, 2011
and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's
CIK number is 1163515 and its file number is 811-10599.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed Value Fund, a series of Eaton
Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Tax-Managed Value Fund (the "Fund") is a feeder fund that invests exclusively in shares of
Tax-Managed Value Portfolio (the "Portfolio"), a master fund registered under the Investment Company
Act of 1940. The proxy voting record of the Portfolio was filed on August 17, 2011 and can be found
on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's CIK number is 1140883
and its file number is 811-10387.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed Equity Asset Allocation Fund,
a series of
Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Tax-Managed Equity Asset Allocation Fund (the "Fund") is a fund of funds that invested exclusively
in shares of the following master funds registered under the Investment Company Act of 1940 during the reporting
period: Tax-Managed Growth Portfolio, Tax-Managed International Equity Portfolio, Tax-Managed Multi-Cap Growth
Portfolio, Tax-Managed Small-Cap Portfolio, Tax-Managed Small-Cap Value Portfolio, Tax-Managed Value Portfolio,
and Tax-Managed Mid-Cap Core Portfolio. The proxy voting record of the Tax-Managed Growth Portfolio was filed on August
17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Tax-Managed
Growth Portfolio's CIK number is 1002667 and its file number is 811-7409. The proxy voting record of
the Tax-Managed International Equity Portfolio was filed on August 17, 2011 and can be found on the
Securities and Exchange Commission's website (www.sec.gov). The Tax-Managed International Equity Portfolio's
CIK number is 1140884 and its file number is 811-10389. The proxy voting record of the Tax-Managed Mid-Cap
Core Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's
website (www.sec.gov). The Tax-Managed Mid-Cap Core Portfolio's CIK number is 1163516 and its file
number is 811-10597. The proxy voting record of the Tax-Managed Multi-Cap Growth Portfolio was filed
on August 17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov).
The Tax-Managed Multi-Cap Portfolio's CIK number is 1116071 and its file number is 811-09837.
The proxy voting record of the Tax-Managed Small-Cap Portfolio was filed on August 17, 2011
and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Tax-Managed
Small-Cap Portfolio's CIK number is 1122006 and its file number is 811-10065. The proxy voting
record of the Tax-Managed Small-Cap Value Portfolio was filed on August 17, 2011 and can be found on
the Securities and Exchange Commission's website (www.sec.gov). The Tax-Managed Small-Cap Value Portfolio's
CIK number is 1163515 and its file number is 811-10599. The proxy voting record of the Tax-Managed
Value Portfolio was filed on August 17, 2011 and can be found on the Securities and
Exchange Commission's website (www.sec.gov). The Tax-Managed Value Portfolio's CIK number is 1140883
and its file number is 811-10387.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance U.S. Government Money Market Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name
of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 12/31
Date of reporting period: 7/1/10-6/30/11
During the period, the Fund held no securities which required a proxy vote.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax Free Reserves, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as
specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 12/31
Date of reporting period: 7/1/10-6/30/11
The Fund was liquidated during the reporting period.
During the period, the Fund held no securities which required a proxy vote.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Multi-Strategy Absolute Return Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Multi-Strategy Absolute Return Fund (the "Fund") is a fund of funds that invested in shares
of the following master funds registered under the Investment Company Act of 1940 during the reporting
period: Boston Income Portfolio, Floating Rate Portfolio, Global Macro Portfolio,
Global Macro Absolute Return Advantage Portfolio, Government Obligations Portfolio, Large-Cap Core
Research Portfolio, MSAR Completion Portfolio, Short-Term U.S. Government Portfolio (formerly, Investment Portfolio)
and Multi-Sector Portfolio. The proxy voting record of the Boston Income Portfolio was filed on
August 17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov).
The Boston Income Portfolio's CIK number is 1140882 and its file number is 811-10391. The proxy
voting record of the Emerging Markets Local Income Portfolio was filed on August 17,2011 and can be
found on the Securities and Exchange Commission's website (www.sec.gov). The Emerging Markets Local
Income Portfolio's CIK number is 1394395 and its file number is 811-22048. The proxy voting record
of the Floating Rate Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange
Commission's website (www.sec.gov). The Floating Rate Portfolio's CIK number is 1116914 and its file
number is 811-09987. The proxy voting record of the Global Macro Portfolio
was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov).
The Global Macro Portfolio's CIK number is 0000918706 and its file number is 811-08342. The proxy
voting record of the Global Macro Absolute Return Advantage Portfolio was filed on August 17, 2011 and
can be found on the Securities and Exchange Commission's website (www.sec.gov). The Global Macro Absolute
Return Advantage Portfolio's CIK number is 0001493214 and its file number is 811-22424. The proxy voting
record of the Government Obligations Portfolio was filed on August 17, 2011 and can be found on the
Securities and Exchange Commission's website (www.sec.gov). The Government Obligations Portfolio's
CIK number is 912747 and its file number is 811-08012. The proxy voting record of the International Income
Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's
website (www.sec.gov). The International Income Portfolio's CIK number is 1394396 and its file number
is 811-22049. The proxy voting record of the Large-Cap Core Research
Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's
website (www.sec.gov). The Large-Cap Core Research Portfolio's CIK number is 0001473646 and its file
number is 811-22336. The proxy voting record of the MSAR Completion Portfolio was filed on August 17,
2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov). The MSAR Completion
Portfolio's CIK number is 0001493396 and its file number is 811-22427. The proxy voting record of
Short-Term U.S. Government Portfolio (formerly, the Investment Portfolio) was filed on August 17, 2011
and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Short-Term
U.S. Government Portfolio's CIK number is 1175711 and its file number is 811-21132. The proxy voting
record of the Multi-Sector Portfolio was filed on August 17, 2011 and can be found on the Securities
and Exchange Commission's website (www.sec.gov). The Multi-Sector Portfolio's CIK number is 0001463184
and its file number is 811-22295.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Floating-Rate Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Floating-Rate Fund (the "Fund") is a feeder fund that invests exclusively in shares of Floating
Rate Portfolio (the "Portfolio"), a master fund registered under the Investment Company Act of 1940.
The proxy voting record of the Portfolio was filed on August 17, 2011 and can be found on the Securities
and Exchange Commission's website (www.sec.gov). The Portfolio's CIK number is 1116914 and its file
number is 811-09987.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Floating-Rate & High Income Fund a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Floating-Rate & High Income Fund (the "Fund") is a fund that invests exclusively in shares
of Floating Rate Portfolio (the "FR Portfolio"), a master fund registered under the Investment Company
Act of 1940 and High Income Opportunities Portfolio (the "HI Portfolio"), a master fund registered under
the Investment Company Act of 1940. The proxy voting record of the FR Portfolio was filed on August
17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov). The FR
Portfolio's CIK number is 1116914 and its file number is 811-09987. The proxy voting record of the
HI Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange Commission's
website (www.sec.gov). The HI Portfolio's CIK number is 921370 and its file number is 811-08464.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Global Dividend Income Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Global Dividend Income Fund (the "Fund") is a feeder fund that invests exclusively in shares of
Global Dividend Income Portfolio (the "Portfolio") a master fund registered under the Investment Company
Act of 1940. The proxy voting record of the Portfolio was filed on August 17, 2011 and can be found
on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's CIK number is 1353812
and its file number is 811-21875.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance International Equity Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance International Equity Fund (the "Fund") is a feeder fund that invested exclusively in shares
of Eaton Vance International Equity Portfolio (the "Portfolio"), a master fund registered under the
Investment Company Act of 1940. The proxy voting record of the Portfolio was filed on August 17, 2011
and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's
CIK number is 1354067 and its file number is 811-21867.
The Fund was liquidated on April 27, 2011.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Emerging Markets Income Local Fund, (formerly Eaton Vance Emerging Markets Income Fund),
a series of Eaton Vance Mutual Funds Trust (Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A.Gemma,Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 07/01/10 - 06/30/11
Eaton Vance Emerging Markets Local Income Fund (the "Fund") is a feeder fund that invests exclusively
in shares of Emerging Markets Local Income Portfolio (formerly Emerging Markets Income Portfolio) (the
"Portfolio"), a master fund registered under the Investment Company Act of 1940. The proxy voting record
of the Portfolio was filed on August 17,2011 and can be found on the Securities and Exchange Commission's
website (www.sec.gov). The Portfolio's CIK number is 1394395 and its file number is 811-22048.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance International Multi-Market Local Income Fund, (formerly Eaton Vance International Income Fund),
a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 07/01/10 - 06/30/11
Eaton Vance International Multi-Market Local Income Fund(the "Fund") is a feeder fund that invests
exclusively in shares of International Income Portfolio (the "Portfolio"), a master fund registered under
the Investment Company Act of 1940. The proxy voting record of the Portfolio was filed on August 17, 2010
and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's CIK number
is 1394396 and its file number is 811-22049.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Floating-Rate Advantage Fund, a series of Eaton Vance Mutual Funds Trust (Exact name or registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617)482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10 - 6/30/11
Eaton Vance Floating-Rate Advantage Fund (the "Fund") is a feeder fund that invests exclusively in shares
of Senior Debt Portfolio, a master fund registered under the Investment Company Act of 1940. The proxy
voting record of the Portfolio was filed on August 17, 2011 and can be found on the Securities and
Exchange Commission's website (www.sec.gov). The portfolio's CIK number is 933188 and its file number
is 811-08876.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Build America Bond Fund, a series of Eaton Vance Mutual Funds Trust (Exact name or registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617)482-8260
Date of fiscal year end: 9/30
Date of reporting period: 7/1/10 - 6/30/11
Proxy voting history for period during which Eaton Vance Build America Bond Fund was part of a master/feeder
structure is located with the proxy voting record of Build America Bond Portfolio. The proxy voting
record of the Portfolio was filed on August 17, 2011 and can be found on the Securities and Exchange
Commission's website (www.sec.gov). The Portfolio's CIK number is 0001475413 and its file number is
811-22351. Proxy voting history for Eaton Vance Build America Bond Fund after such date is included
herein.
During the period, the Fund held no securities which required a proxy vote.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Large-Cap Core Research Fund, a series of Eaton Vance Mutual Funds Trust (Exact name or registrant
as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617)482-8260
Date of fiscal year end: 12/31
Date of reporting period: 07/01/10 - 06/30/11
Eaton Vance Large-Cap Core Research Fund (the "Fund"),a feeder fund that
invests exclusively in shares of Large-Cap Core Research Portfolio (the "Portfolio"), a master fund
registered under the Investment Company Act of 1940. The proxy voting record of the Portfolio was filed
on August 17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov).
The Portfolio's CIK number is 0001473646 and its file number is 811-22336.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Global Macro Absolute Return Fund, a series of
Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 07/01/10 - 06/30/11
Eaton Vance Global Macro Absolute Return Fund (the "Fund") is a feeder fund that
invests in shares of Global Macro Portfolio (the "Portfolio"), a master fund
registered under the Investment Company Act of 1940. The proxy voting record of the
Global Macro Portfolio was filed on August 17, 2011 and can be found on the Securities
and Exchange Commission's website (www.sec.gov). The Global Macro Portfolio's CIK number
is 918706 and its file number is 811-08342.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Global Macro Absolute Return Advantage Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 07/01/10 - 06/30/11
Eaton Vance Global Macro Absolute Return Advantage Fund (the "Fund") is a feeder fund that invests exclusively
in shares of Global Macro Absolute Return Advantage Portfolio (the "Portfolio"), a master fund registered
under the Investment Company Act of 1940. The proxy voting record of the Portfolio was filed on August
17, 2011 and can be found on the Securities and Exchange Commission's website (www.sec.gov). The Portfolio's
CIK number is 0001493214 and its file number is 811-22424.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance AMT-Free Municipal Income Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 07/01/10 - 06/30/11
During the period, the Fund held no securities which required a proxy vote.
Eaton Vance Parametric Structured Emerging Markets Fund (formerly Eaton Vance Structured Emerging Markets Fund),
a series of Eaton Vance Mutual Funds Trust
(Exact name
of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 07/1/10- 06/30/11
Eaton Vance Parametric Structured Emerging Markets Fund
--------------------------------------------------------------------------------------------------------------------------
AMERICAN ORIENTAL BIOENGINEERING, INC. Agenda Number: 933339500
--------------------------------------------------------------------------------------------------------------------------
Security: 028731107
Meeting Type: Annual
Meeting Date: 08-Dec-2010
Ticker: AOB
ISIN: US0287311072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
TONY LIU Mgmt No vote
JUN MIN Mgmt No vote
YANCHUN LI Mgmt No vote
BINSHENG LI Mgmt No vote
COSIMO J. PATTI Mgmt No vote
XIANMIN WANG Mgmt No vote
EILEEN BRIDGET BRODY Mgmt No vote
LAWRENCE S. WIZEL Mgmt No vote
BAIQING ZHANG Mgmt No vote
02 PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt No vote
& YOUNG HUA MING AS THE COMPANY'S INDEPENDENT
AUDITORS FOR THE 2010 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
ASIAINFO LINKAGE, INC Agenda Number: 933324080
--------------------------------------------------------------------------------------------------------------------------
Security: 04518A104
Meeting Type: Annual
Meeting Date: 29-Sep-2010
Ticker: ASIA
ISIN: US04518A1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
STEVE ZHANG Mgmt No vote
THOMAS MANNING Mgmt No vote
SEAN SHAO Mgmt No vote
02 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Mgmt No vote
TOUCHE TOHMATSU AS ASIAINFO-LINKAGE'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2010.
--------------------------------------------------------------------------------------------------------------------------
ASIAINFO-LINKAGE, INC. Agenda Number: 933379059
--------------------------------------------------------------------------------------------------------------------------
Security: 04518A104
Meeting Type: Annual
Meeting Date: 21-Apr-2011
Ticker: ASIA
ISIN: US04518A1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
EDWARD TIAN Mgmt No vote
DAVIN A. MACKENZIE Mgmt No vote
XIWEI HUANG Mgmt No vote
02 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Mgmt No vote
TOUCHE TOHMATSU AS ASIAINFO-LINKAGE'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2011.
03 PROPOSAL TO APPROVE THE 2011 STOCK INCENTIVE Mgmt No vote
PLAN.
04 PROPOSAL TO HOLD AN ADVISORY (NON-BINDING) VOTE Mgmt No vote
ON EXECUTIVE COMPENSATION.
05 PROPOSAL TO HOLD AN ADVISORY (NON-BINDING) VOTE Mgmt No vote
ON THE FREQUENCY OF AN ADVISORY VOTE ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
BANCO DE CHILE Agenda Number: 933363979
--------------------------------------------------------------------------------------------------------------------------
Security: 059520106
Meeting Type: Special
Meeting Date: 20-Jan-2011
Ticker: BCH
ISIN: US0595201064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A INCREASE THE BANK'S CAPITAL IN THE AMOUNT OF Mgmt No vote
CH$240,000,000,000 EQUIVALENT TO APPROXIMATELY
US$ 500,000,000 BY MEANS OF THE ISSUANCE OF
CASH SHARES THAT MUST BE SUBSCRIBED AND PAID
AT THE PRICE, TERM AND OTHER CONDITIONS AGREED
BY THE SHAREHOLDERS' MEETING
B AMEND THE FIFTH ARTICLE OF THE BYLAWS, RELATED Mgmt No vote
TO THE CAPITAL AND SHARES OF THE BANK AND MODIFY,
REPLACE AND /OR SUPPLEMENT THE TRANSITORY ARTICLES
OF THE BANK'S BYLAWS AS A CONSEQUENCE OF THE
CAPITAL INCREASE, ACCORDING TO WHAT IS AGREED
UPON THE SHAREHOLDERS' MEETING
C ADOPT THE AGREEMENTS NECESSARY TO LEGALIZE AND Mgmt No vote
EXECUTE THE AGREED UPON AMENDMENTS OF THE BYLAWS
--------------------------------------------------------------------------------------------------------------------------
BANCO DE CHILE Agenda Number: 933375669
--------------------------------------------------------------------------------------------------------------------------
Security: 059520106
Meeting Type: Annual
Meeting Date: 17-Mar-2011
Ticker: BCH
ISIN: US0595201064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
E1 TO INCREASE THE CAPITAL OF THE BANK BY MEANS Mgmt No vote
OF THE CAPITALIZATION OF 30% OF THE DISTRIBUTABLE
NET INCOME OBTAINED DURING THE FISCAL YEAR
ENDING THE 31ST OF DECEMBER, 2010, THROUGH
THE ISSUANCE OF FULLY PAID-IN SHARES, OF NO
PAR VALUE, WITH A VALUE OF $ 66.83 PER SHARE
WHICH WILL BE DISTRIBUTED AMONG THE SHAREHOLDERS
IN THE PROPORTION OF 0.018838 SHARES FOR EACH
SHARE, AND TO ADOPT THE AGREEMENTS THAT ARE
NECESSARY IN THIS REGARD, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
E2 TO ELIMINATE THE SERIES "BANCO DE CHILE-S" WHICH Mgmt No vote
SHALL BE CONVERTED INTO ORDINARY SHARES "BANCO
DE CHILE", SUBJECT TO THE CONDITION THAT THE
CURRENT ADR PROGRAM IS EFFECTIVELY MODIFIED,
AND AS A CONSEQUENCE OF THE AFOREMENTIONED,
THE TERMINATION AGREEMENT OF THE EXCHANGE CONVENTION
SIGNED UNDER CHAPTER XXVI OF THE FORMER "COMPENDIUM
OF FOREIGN EXCHANGE REGULATIONS" ISSUED BY
THE CENTRAL BANK OF CHILE IS DULY EXECUTED,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
E3 TO AMEND ARTICLES ELEVENTH AND FIFTEENTH OF Mgmt No vote
THE BYLAWS RELATED TO THE COMPOSITION OF THE
BOARD OF DIRECTORS AND THE REPLACEMENT OF THE
CHAIRMAN OF THE BOARD IN CASE OF ABSENCE OR
INCAPACITY.
E4 TO ADOPT ANY OTHER RESOLUTION THAT MIGHT BE Mgmt No vote
NECESSARY TO LEGALIZE AND MATERIALIZE THE AMENDMENTS
OF THE BYLAWS MENTIONED ABOVE, AND APPROVED
BY THE SHAREHOLDERS.
O5 APPROVAL OF BANCO DE CHILE'S ANNUAL REPORT, Mgmt No vote
FINANCIAL STATEMENTS AND REPORT OF THE EXTERNAL
AUDITORS FOR THE YEAR ENDED DECEMBER 31, 2010.
O6 DISTRIBUTION OF THE NET DISTRIBUTABLE INCOME Mgmt No vote
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010,
AND APPROVAL OF DIVIDEND NO199 IN THE AMOUNT
OF CH$2,937587 PER SHARE, WHICH REPRESENTS
70% OF THE SAID BANK'S NET DISTRIBUTABLE INCOME
FOR THE YEAR OF 2010. SUCH DIVIDEND, IF APPROVED
BY THE SHAREHOLDERS MEETING, SHALL BE PAID
AT THE BANK'S PRINCIPAL OFFICES IMMEDIATELY
AFTER THE MEETING.
O7 ELECTION OF THE BOARD OF DIRECTORS. Mgmt No vote
O8 DIRECTORS' REMUNERATION. Mgmt No vote
O9 REMUNERATION OF THE MEMBERS OF THE DIRECTORS Mgmt No vote
AND AUDIT COMMITTEE AND APPROVAL OF ITS BUDGET.
O10 NOMINATION OF EXTERNAL AUDITORS. Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
BANCO MACRO S.A. Agenda Number: 933418560
--------------------------------------------------------------------------------------------------------------------------
Security: 05961W105
Meeting Type: Annual
Meeting Date: 26-Apr-2011
Ticker: BMA
ISIN: US05961W1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINT TWO SHAREHOLDERS TO SIGN THE MINUTES Mgmt No vote
OF THE SHAREHOLDERS' MEETING.
02 EVALUATE THE DOCUMENTATION PROVIDED FOR IN SECTION Mgmt No vote
234, SUBSECTION 1 OF LAW NO. 19550, FOR THE
FISCAL YEAR ENDED DECEMBER 31ST 2010.
03 EVALUATE BOTH THE MANAGEMENT OF THE BOARD OF Mgmt No vote
DIRECTORS AND OF THE SUPERVISORY COMMITTEE.
04 EVALUATE THE DISTRIBUTION OF CASH DIVIDENDS. Mgmt No vote
APPLICATION OF RETAINED EARNINGS FOR THE FISCAL
YEAR 2010.
05 EVALUATE THE REMUNERATIONS OF THE MEMBERS OF Mgmt No vote
THE BOARD OF DIRECTORS FOR THE FISCAL YEAR
ENDED DECEMBER 31ST 2010 WITHIN THE LIMITS
AS TO PROFITS PURSUANT TO SECTION 261 OF LAW
19550 AND THE RULES OF THE COMISION NACIONAL
DE VALORES (CNV).
06 EVALUATE THE REMUNERATIONS OF THE MEMBERS OF Mgmt No vote
THE SUPERVISORY COMMITTEE FOR THE FISCAL YEAR
ENDED DECEMBER 31ST 2010.
07 EVALUATE THE REMUNERATION OF THE INDEPENDENT Mgmt No vote
AUDITOR FOR THE FISCAL YEAR ENDED DECEMBER
31ST 2010.
08 APPOINT THREE REGULAR DIRECTORS WHO SHALL HOLD Mgmt No vote
OFFICE FOR THREE FISCAL YEARS.
09 DETERMINE THE NUMBER OF MEMBERS WHO SHALL FORM Mgmt No vote
THE SUPERVISORY COMMITTEE AND DESIGNATE THE
NEW REGULAR AND ALTERNATE MEMBERS OF THE SUPERVISORY
COMMITTEE WHO SHALL HOLD OFFICE FOR ONE FISCAL
YEAR.
10 APPOINT THE INDEPENDENT AUDITOR FOR THE FISCAL Mgmt No vote
YEAR TO END DECEMBER 31ST 2011.
11 DEFINE THE AUDITING COMMITTEE'S BUDGET. DELEGATION Mgmt No vote
TO THE BOARD OF DIRECTORS.
12 EVALUATION OF THE AUTHORIZATION TO (I) EXTEND Mgmt No vote
THE BANK'S GLOBAL PROGRAM FOR THE ISSUANCE
OF NEGOTIABLE OBLIGATIONS AUTHORIZED UNDER
RESOLUTION NO. 15480 ISSUED BY COMISION NACIONAL
DE VALORES (ARGENTINE SECURITIES EXCHANGE COMMISSION)
ON SEPTEMBER 28, 2006 AND (II) INCREASE THE
MAXIMUM AMOUNT OF SUCH GLOBAL PROGRAM FOR THE
ISSUANCE OF NEGOTIABLE OBLIGATIONS FROM US
$700,000,000 TO US $1,000,000,000 OR ITS EQUIVALENT
IN OTHER CURRENCIES OR ANY LESSER AMOUNT, AT
ANY TIME, AS THE BANK'S BOARD OF DIRECTORS
SHALL DETERMINE IN DUE TIME.
13 DELEGATION TO BOARD OF NECESSARY POWERS TO (I) Mgmt No vote
DETERMINE & ESTABLISH ALL TERMS & CONDITIONS
OF PROGRAM; (II) CARRY OUT BEFORE THE CNV ALL
ACTS AND PROCEDURES NECESSARY TO OBTAIN AUTHORIZATION
OF EXTENSION AND INCREASE OF AMOUNT OF PROGRAM;
(III) CARRY OUT BEFORE THE BCBA, MAE ALL ACTS
AND PROCEDURES AIMED AT OBTAINING AUTHORIZATION
OF EXTENSION AND INCREASE OF AMOUNT OF PROGRAM;
(IV) IF APPLICABLE, NEGOTIATE WITH THE ENTITY
TO BE DEFINED IN CORRESPONDING PRICING SUPPLEMENT;
(V) HIRE OR RETAIN ONE OR MORE DIFFERENT INDEPENDENT
RISK RATING COMPANIES.
14 AUTHORIZATION TO THE BOARD OF DIRECTORS TO SUB-DELEGATE Mgmt No vote
IN ONE OR MORE OF ITS MEMBERS, OR ON WHOM THEY
SHALL CONSIDER APPROPRIATE, THE EXERCISE OF
THE POWERS LISTED IN THE PRECEDING PARAGRAPH.
15 APPROVAL OF THE RESTATED BY-LAWS. Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
BBVA BANCO FRANCES, S.A. Agenda Number: 933377865
--------------------------------------------------------------------------------------------------------------------------
Security: 07329M100
Meeting Type: Annual
Meeting Date: 30-Mar-2011
Ticker: BFR
ISIN: US07329M1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF TWO SHAREHOLDERS TO PREPARE AND Mgmt No vote
SIGN THE MINUTES OF THE MEETING, TOGETHER WITH
THE CHAIRMAN.
02 DISCUSSION OF THE ANNUAL REPORT, CORPORATE SOCIAL Mgmt No vote
RESPONSIBILITY ANNUAL REPORT, FINANCIAL STATEMENTS,
ADDITIONAL INFORMATION AND ALL RELEVANT ACCOUNTING
DATA, ALONG WITH THE REPORT OF THE STATUTORY
AUDITORS' COMMITTEE AND AUDITOR'S REPORT, FOR
FISCAL YEAR NO. 136 ENDED ON DECEMBER 31, 2010.
03 APPROVAL OF THE PERFORMANCE OF THE BOARD OF Mgmt No vote
DIRECTORS AND THE STATUTORY AUDITORS' COMMITTEE.
04 DISCUSSION OF THE RESULTS OF FISCAL YEAR NO Mgmt No vote
136, ENDED ON DECEMBER 31, 2010. DISTRIBUTION
OF DIVIDENDS IN CASH, SUBJECT TO RELEVANT AUTHORIZATIONS.
05 COMPENSATION OF THE BOARD OF DIRECTORS FOR THE Mgmt No vote
FISCAL YEAR ENDED ON DECEMBER 31, 2010.
06 DISCUSSION OF STATUTORY AUDITORS' COMMITTEE Mgmt No vote
COMPENSATION FOR THE FISCAL YEAR ENDED ON DECEMBER
31, 2010.
07 DETERMINATION OF THE NUMBER OF MEMBERS OF THE Mgmt No vote
BOARD OF DIRECTORS AND APPOINTMENT OF DIRECTORS,
AS APPROPRIATE, FOR A TERM OF THREE YEARS.
08 APPOINTMENT OF THREE REGULAR STATUTORY AUDITORS Mgmt No vote
AND THREE SUBSTITUTE STATUTORY AUDITORS FOR
THE CURRENT FISCAL YEAR STATUTORY AUDITORS'
COMMITTEE.
09 COMPENSATION OF CERTIFYING ACCOUNTANT OF THE Mgmt No vote
FINANCIAL STATEMENTS FOR FISCAL YEAR NO. 136
ENDED ON DECEMBER 31, 2010.
10 APPOINTMENT OF A CERTIFYING ACCOUNTANT FOR THE Mgmt No vote
FINANCIAL STATEMENTS OF THE CURRENT FISCAL
YEAR.
11 ALLOCATION OF BUDGET FOR THE AUDITING COMMITTEE Mgmt No vote
(DECREE 677/01) TO RETAIN PROFESSIONAL SERVICES.
12 MERGER OF CONSOLIDAR COMERCIALIZADORA S.A. INTO Mgmt No vote
BBVA BANCO FRANCES S.A. UNDER THE TERMS OF
SECTION 82, 2ND PART, FOLLOWING AND RELATED
PAGES OF THE ARGENTINE COMPANY LAW AND COMPLEMENTARY
REGULATIONS ("MERGER INTO ANOTHER CORPORATION"),
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
13 CONSIDERATION OF CAPITAL INCREASE AS A RESULT Mgmt No vote
OF THE MERGER. REQUEST TO ADD CAPITAL INCREASE
IN THE PUBLIC OFFERING AND LISTING OF SECURITIES.
DELEGATION OF AUTHORITY TO BOARD OF DIRECTORS
TO TAKE CARE OF THE EXCHANGE.
14 GLOBAL CONVERTIBLE NOTES PROGRAM UP TO A TOTAL Mgmt No vote
OUTSTANDING AMOUNT OF US$300,000,000 OR ITS
EQUIVALENT IN OTHER CURRENCIES): (I) RENEWAL
OF APPOINTMENT OF THE BOARD TO TAKE CARE OF
THE PROGRAM AND NOTES TO BE ISSUED UNDER THE
PROGRAM; (II) EXTENSION OF MAXIMUM PROGRAM
AMOUNT FROM US$ 300,000,000 (OR ITS EQUIVALENT
IN OTHER CURRENCIES) TO US$ 500,000,000 (OR
ITS EQUIVALENT IN OTHER CURRENCIES) IN CIRCULATION
AT ANY TIME.
--------------------------------------------------------------------------------------------------------------------------
CHUNGHWA TELECOM CO. LTD. Agenda Number: 933464947
--------------------------------------------------------------------------------------------------------------------------
Security: 17133Q502
Meeting Type: Annual
Meeting Date: 24-Jun-2011
Ticker: CHT
ISIN: US17133Q5027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 RATIFICATION OF 2010 BUSINESS REPORT AND FINANCIAL Mgmt No vote
STATEMENTS.
02 RATIFICATION OF THE PROPOSAL FOR THE DISTRIBUTION Mgmt No vote
OF 2010 EARNINGS.
--------------------------------------------------------------------------------------------------------------------------
COMPANIA DE MINAS BUENAVENTURA S.A. Agenda Number: 933381460
--------------------------------------------------------------------------------------------------------------------------
Security: 204448104
Meeting Type: Annual
Meeting Date: 25-Mar-2011
Ticker: BVN
ISIN: US2044481040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO APPROVE THE ANNUAL REPORT AS OF DECEMBER, Mgmt No vote
31, 2010. A PRELIMINARY SPANISH VERSION OF
THE ANNUAL REPORT WILL BE AVAILABLE IN THE
COMPANY'S WEB SITE HTTP://WWW.BUENAVENTURA.COM/IR/
02 TO APPROVE THE FINANCIAL STATEMENTS AS OF DECEMBER, Mgmt No vote
31, 2010, WHICH WERE PUBLICLY REPORTED AND
ARE IN OUR WEB SITE HTTP://WWW.BUENAVENTURA.COM/IR/
(INCLUDED IN 4Q10 EARNINGS RELEASE).
03 TO APPOINT ERNST AND YOUNG (MEDINA, ZALDIVAR, Mgmt No vote
PAREDES Y ASOCIADOS) AS EXTERNAL AUDITORS FOR
FISCAL YEAR 2011.
04 TO APPROVE THE PAYMENT OF A CASH DIVIDEND OF Mgmt No vote
US$0.33 PER SHARE OR ADS ACCORDING TO THE COMPANY'S
DIVIDEND POLICY*.
05 THE ELECTION OF THE BOARD OF DIRECTORS FOR 2011 Mgmt No vote
- 2013 PERIOD.
--------------------------------------------------------------------------------------------------------------------------
CREDICORP LTD. Agenda Number: 933377752
--------------------------------------------------------------------------------------------------------------------------
Security: G2519Y108
Meeting Type: Annual
Meeting Date: 31-Mar-2011
Ticker: BAP
ISIN: BMG2519Y1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO CONSIDER AND APPROVE THE AUDITED CONSOLIDATED Mgmt No vote
FINANCIAL STATEMENTS OF THE COMPANY AND ITS
SUBSIDIARIES FOR THE FINANCIAL YEAR ENDED DECEMBER
31, 2010, INCLUDING THE REPORT OF THE INDEPENDENT
AUDITORS OF THE COMPANY THEREON.
02 TO ELECT DIRECTORS OF THE COMPANY WHO WILL HOLD Mgmt No vote
OFFICE UNTIL THE ANNUAL GENERAL MEETING OF
SHAREHOLDERS IN THE THIRD SUCCESSIVE YEAR OF
THE YEAR OF THEIR ELECTION AND TO APPROVE THEIR
REMUNERATION.
03 TO APPOINT THE EXTERNAL AUDITORS OF THE COMPANY Mgmt No vote
TO PERFORM SUCH SERVICES FOR THE FINANCIAL
YEAR ENDED DECEMBER 31, 2011.
--------------------------------------------------------------------------------------------------------------------------
CRESUD, S.A.C.I.F. Y A. Agenda Number: 933339093
--------------------------------------------------------------------------------------------------------------------------
Security: 226406106
Meeting Type: Special
Meeting Date: 29-Oct-2010
Ticker: CRESY
ISIN: US2264061068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF TWO SHAREHOLDERS TO SIGN THE Mgmt No vote
MINUTES OF THE SHAREHOLDERS' MEETING.
02 CONSIDERATION OF THE DOCUMENTATION REFERRED Mgmt No vote
TO IN SECTION 234, SUBSECTION 1, LAW 19,550,
FOR FISCAL YEAR ENDED 06-30-2010.
03 CONSIDERATION OF DUTIES DISCHARGED BY THE BOARD Mgmt No vote
OF DIRECTORS.
04 CONSIDERATION OF DUTIES DISCHARGED BY THE SUPERVISORY Mgmt No vote
COMMITTEE.
05 DISCUSSION AND ALLOCATION OF THE RESULTS OF Mgmt No vote
THE FISCAL YEAR ENDED 06-30-2010, WHICH SHOWED
PROFITS OF $185,406,000. - CONSIDERATION OF
ITS ALLOCATION.
06 CONSIDERATION OF REMUNERATION PAYABLE TO BOARD Mgmt No vote
MEMBERS FOR THE FISCAL YEAR ENDED 06-30-2010
IN THE AMOUNT OF $6,440,627, IN COMPLIANCE
WITH SECTION 261, LAW 19,550 AND THE REGULATIONS
ISSUED BY THE ARGENTINE SECURITIES EXCHANGE
COMMISSION. DELEGATION OF POWERS TO THE BOARD
OF DIRECTORS FOR THE APPROVAL OF THE AUDIT
COMMITTEE'S BUDGET.
07 CONSIDERATION OF REMUNERATION PAYABLE TO THE Mgmt No vote
MEMBERS OF THE SUPERVISORY COMMITTEE FOR THE
FISCAL YEAR ENDED 06-30-2010.
08 NUMBER AND ELECTION OF REGULAR DIRECTORS AND Mgmt No vote
ALTERNATE DIRECTORS, IF ANY.
09 APPOINTMENT OF REGULAR AND ALTERNATE MEMBERS Mgmt No vote
OF THE SUPERVISORY COMMITTEE.
10 APPOINTMENT OF CERTIFYING ACCOUNTANT FOR THE Mgmt No vote
ENSUING FISCAL YEAR AND DETERMINATION OF AMOUNT
PAYABLE AS REMUNERATION.
11 UPDATE OF THE SHARED SERVICES AGREEMENT REPORT. Mgmt No vote
APPROVAL OF AMENDMENTS AND DELEGATIONS OF POWERS.
12 DETERMINATION OF THE ALLOCATION OF TREASURY Mgmt No vote
SHARES. DELEGATIONS.
13 TREATMENT OF AMOUNTS PAID AS TAX ON PERSONAL Mgmt No vote
ASSETS OF THE SHAREHOLDERS.
14 RATIFICATION OF THE SPIN-OFF-MERGER (ESCISION-FUSION) Mgmt No vote
BETWEEN CRESUD SACIF Y A AND INVERSIONES GANADERAS
SA (IGSA) AND APPROVAL OF THE SPIN-OFF-MERGER
PROSPECTUS. RATIFICATION OF THE ACTIONS TAKEN
TO THE DATE BY THE BOARD AND/OR THE ATTORNEYS-IN-
FACT OF CRESUD AND IGSA, IN RELATION TO THE
SPIN-OFF-MERGER APPROVED BY SHAREHOLDERS' MEETING
HELD ON OCTOBER 29, 2009 ADJOURNED TO NOVEMBER
27, 2009 AND RESUMED SUCH DAY. AUTHORIZATIONS.
15 CONSIDERATION OF THE GENERAL SPECIAL MERGER Mgmt No vote
BALANCE SHEET OF IGSA, GENERAL SPECIAL MERGER
BALANCE SHEET OF AGROPECUARIA ANTA SA, (ANTA)
AND THE GENERAL SPECIAL MERGER BALANCE SHEET
OF CRESUD, ALL OF THEM MADE AS OF 06.30.2010,
AND THE REPORTS RENDERED BY THE SUPERVISORY
COMMITTEE AND THE AUDITOR. CONSIDERATION OF
THE PRELIMINARY SPIN-OFF-MERGER AGREEMENT EXECUTED
WITH IGSA AND ANTA, PROSPECTUS AND OTHER REQUIRED
DOCUMENTATION. APPOINTMENT OF A REPRESENTATIVE
TO EXECUTE THE FINAL AGREEMENT.
16 RENEWAL FOR FURTHER PERIOD OF THE DELEGATIONS Mgmt No vote
MADE TO THE BOARD OF DIRECTORS BY THE SHAREHOLDERS'
MEETING DATED OCTOBER 29, 2009, TO APPROVE
THE PAYMENT OF A BONUS TO THE COMPANY'S MANAGEMENT
OF UP TO 1% OF THE OUTSTANDING CAPITAL STOCK.
17 CONSIDERATION OF AN INCREASE IN THE AMOUNT OF Mgmt No vote
THE GLOBAL NOTE PROGRAM IN FORCE FOR AN AMOUNT
OF UP TO USD 100,000,000 (OR THE EQUIVALENT
THEREOF IN OTHER CURRENCIES). DELEGATIONS OF
POWERS TO THE BOARD OF DIRECTORS AND APPROVALS.
--------------------------------------------------------------------------------------------------------------------------
CRESUD, S.A.C.I.F. Y A. Agenda Number: 933351328
--------------------------------------------------------------------------------------------------------------------------
Security: 226406106
Meeting Type: Annual
Meeting Date: 09-Dec-2010
Ticker: CRESY
ISIN: US2264061068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF TWO SHAREHOLDERS TO SIGN THE Mgmt No vote
SHAREHOLDER'S MEETING'S MINUTE.
02 CONSIDERATION OF THE RELEASE OF THE RESERVE Mgmt No vote
FOR NEW PROJECTS IN ORDER TO MAKE A DIVIDEND
PAYMENT IN CASH FOR THE AMOUNT OF $69.000.000.-
DELEGATION IN THE BOARD OF DIRECTORS AND AUTHORIZATIONS.
--------------------------------------------------------------------------------------------------------------------------
CTC MEDIA, INC. Agenda Number: 933417481
--------------------------------------------------------------------------------------------------------------------------
Security: 12642X106
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: CTCM
ISIN: US12642X1063
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
TAMJID BASUNIA Mgmt No vote
IRINA GOFMAN Mgmt No vote
OLEG SYSUEV Mgmt No vote
02 RATIFICATION OF THE SELECTION BY THE AUDIT COMMITTEE Mgmt No vote
OF ERNST & YOUNG LLC AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE CURRENT
FISCAL YEAR ENDING DECEMBER 31, 2011.
03 AN ADVISORY VOTE ON THE APPROVAL OF EXECUTIVE Mgmt No vote
COMPENSATION.
04 AN ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt No vote
EXECUTIVE COMPENSATION ADVISORY VOTES.
--------------------------------------------------------------------------------------------------------------------------
FOCUS MEDIA HOLDING LIMITED Agenda Number: 933341428
--------------------------------------------------------------------------------------------------------------------------
Security: 34415V109
Meeting Type: Annual
Meeting Date: 26-Nov-2010
Ticker: FMCN
ISIN: US34415V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A APPROVAL OF THE RE-ELECTION OF JASON NANCHUN Mgmt No vote
JIANG AS DIRECTOR TO SERVE ON THE BOARD OF
DIRECTORS FOR A FURTHER THREE YEAR TERM OR
UNTIL SUCH DIRECTOR'S SUCCESSOR IS ELECTED
AND DULY QUALIFIED, AS SET FORTH IN THE COMPANY'S
NOTICE OF MEETING ENCLOSED HEREWITH.
1B APPROVAL OF THE RE-ELECTION OF NEIL NANPENG Mgmt No vote
SHEN AS DIRECTOR TO SERVE ON THE BOARD OF DIRECTORS
FOR A FURTHER THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED AND DULY QUALIFIED,
AS SET FORTH IN THE COMPANY'S NOTICE OF MEETING
ENCLOSED HEREWITH.
1C APPROVAL OF THE RE-ELECTION OF DAVID YING ZHANG Mgmt No vote
AS DIRECTOR TO SERVE ON THE BOARD OF DIRECTORS
FOR A FURTHER THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED AND DULY QUALIFIED,
AS SET FORTH IN THE COMPANY'S NOTICE OF MEETING
ENCLOSED HEREWITH.
1D APPROVAL OF THE RE-ELECTION OF FUMIN ZHUO AS Mgmt No vote
DIRECTOR TO SERVE ON THE BOARD OF DIRECTORS
FOR A FURTHER THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED AND DULY QUALIFIED,
AS SET FORTH IN THE COMPANY'S NOTICE OF MEETING
ENCLOSED HEREWITH.
02 APPROVAL TO RATIFY THE APPOINTMENT OF DELOITTE Mgmt No vote
TOUCHE TOHMATSU CPA LTD. AS INDEPENDENT AUDITORS
OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER
31, 2010.
--------------------------------------------------------------------------------------------------------------------------
GRUPO FINANCIERO GALICIA S.A. Agenda Number: 933414168
--------------------------------------------------------------------------------------------------------------------------
Security: 399909100
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: GGAL
ISIN: US3999091008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF TWO SHAREHOLDERS TO SIGN THE Mgmt No vote
MINUTES.
2A EXAMINATION OF THE BUSINESS AFFAIRS OF OUR CONTROLLED Mgmt No vote
COMPANY BANCO DE GALICIA Y BUENOS AIRES S.A.
POSITION TO BE ADOPTED BY GRUPO FINANCIERO
GALICIA S.A. OVER SOME ISSUES TO BE DEALT WITH
AT BANCO DE GALICIA Y BUENOS AIRES S.A. NEXT
SHAREHOLDERS' MEETING: IN FAVOR OF BANCO DE
GALICIA'S BOARD PROPOSALS WHEN VOTING ITEMS
1, 2, 3, 5, 6, 7, 10 AND 11.
2B EXAMINATION OF THE BUSINESS AFFAIRS OF OUR CONTROLLED Mgmt No vote
COMPANY BANCO DE GALICIA Y BUENOS AIRES S.A.
POSITION TO BE ADOPTED BY GRUPO FINANCIERO
GALICIA S.A. OVER SOME ISSUES TO BE DEALT WITH
AT BANCO DE GALICIA Y BUENOS AIRES S.A. NEXT
SHAREHOLDERS' MEETING: IN FAVOR OF APPROVING
THE PERFORMANCE OF THE BOARD OF DIRECTORS AND
OF THE SYNDICS' COMMITTEE WHEN VOTING ITEM
4.
2C WHEN VOTING ITEM 8 IN FAVOR OF THE ACCEPTANCE Mgmt No vote
OF THE RESIGNATIONS OF REGULAR DIRECTORS MR.
GUILLERMO J. PANDO AND MR. PABLO GUTIERREZ
AND FOR THE RE-ELECTION OF MR. LUIS M. RIBAYA,
MR. GUILLERMO J. PANDO AND MR. PABLO GUTIERREZ
AS REGULAR DIRECTORS FOR A THREE (3) YEAR PERIOD.
WHEN VOTING ITEM 9 IN FAVOR TO RE-ELECT MR.
ENRIQUE M. GARDA OLACIREGUI, MR. NORBERTO D.
CORIZZO AND MR. LUIS A. DIAZ AS REGULAR SYNDICS
AND, TO RE-ELECT MR. MIGUEL N. ARMANDO, MR.
FERNANDO NOETINGER AND MR. RICARDO BERTOGLIO
AS ALTERNATE SYNDICS.
2D EXAMINATION OF THE BUSINESS AFFAIRS OF OUR CONTROLLED Mgmt No vote
COMPANY BANCO DE GALICIA Y BUENOS AIRES S.A.
POSITION TO BE ADOPTED BY GRUPO FINANCIERO
GALICIA S.A. OVER SOME ISSUES TO BE DEALT WITH
AT BANCO DE GALICIA Y BUENOS AIRES S.A. NEXT
SHAREHOLDERS' MEETING: WHEN VOTING ITEM 12
IN FAVOR OF THE EXTENSION OF THE AMOUNT OF
THE GLOBAL PROGRAM OF SIMPLE SHORT-, MID- AND/OR
LONG-TERM NEGOTIABLE OBLIGATIONS.
03 EXAMINATION OF THE BALANCE SHEET, INCOME STATEMENT, Mgmt No vote
AND OTHER DOCUMENTS AS SET FORTH BY SECTION
234, SUBSECTION 1 OF THE LAW OF COMMERCIAL
COMPANIES AND THE ANNUAL REPORT AND REPORT
OF THE SUPERVISORY SYNDICS' COMMITTEE FOR THE
12TH FISCAL YEAR ENDED DECEMBER 31, 2010.
04 TREATMENT TO BE GIVEN TO THE FISCAL YEAR'S RESULTS. Mgmt No vote
DIVIDENDS' DISTRIBUTION.
05 APPROVAL OF THE BOARD OF DIRECTORS AND SUPERVISORY Mgmt No vote
SYNDICS COMMITTEE'S PERFORMANCES.
06 SUPERVISORY SYNDICS COMMITTEE'S COMPENSATION. Mgmt No vote
07 BOARD OF DIRECTORS COMPENSATION. Mgmt No vote
08 GRANTING OF AUTHORIZATION TO THE BOARD OF DIRECTORS Mgmt No vote
TO MAKE ADVANCE PAYMENTS OF DIRECTOR'S FEES
TO THOSE DIRECTORS WHO, DURING THE FISCAL YEAR
STARTED ON JANUARY 1, 2011, QUALIFY AS "INDEPENDENT
DIRECTORS," AD-REFERENDUM OF THE SHAREHOLDERS'
MEETING THAT CONSIDERS THE DOCUMENTATION CORRESPONDING
TO SAID FISCAL YEAR.
09 DETERMINATION OF THE NUMBER OF DIRECTORS AND Mgmt No vote
ALTERNATE DIRECTORS AND, IF APPROPRIATE, ELECTION
THEREOF FOR THE TERM ESTABLISHED BY THE COMPANY'S
BYLAWS UNTIL REACHING THE NUMBER OF DIRECTORS
DETERMINED BY THE SHAREHOLDERS' MEETING.
10 ELECTION OF THREE SYNDICS AND THREE ALTERNATE Mgmt No vote
SYNDICS FOR ONE-YEAR TERM OF OFFICE.
11 COMPENSATION OF THE INDEPENDENT ACCOUNTANT CERTIFYING Mgmt No vote
THE FINANCIAL STATEMENTS FOR FISCAL YEAR 2010.
12 APPOINTMENT OF THE INDEPENDENT ACCOUNTANT AND Mgmt No vote
ALTERNATE ACCOUNTANT TO CERTIFY THE FINANCIAL
STATEMENTS FOR FISCAL YEAR 2011.
--------------------------------------------------------------------------------------------------------------------------
IRSA INVERSIONES Y REPRESENTACIONES S.A. Agenda Number: 933339271
--------------------------------------------------------------------------------------------------------------------------
Security: 450047204
Meeting Type: Special
Meeting Date: 29-Oct-2010
Ticker: IRS
ISIN: US4500472042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF TWO SHAREHOLDERS TO SIGN THE Mgmt No vote
MINUTES OF SHAREHOLDERS' MEETING.
02 CONSIDERATION OF THE DOCUMENTATION SET FORTH Mgmt No vote
IN SECTION 234, SUBSECTION 1, LAW 19,550, FOR
THE FISCAL YEAR ENDED 06-30-2010.
03 CONSIDERATION OF DUTIES DISCHARGED BY THE BOARD Mgmt No vote
OF DIRECTORS.
04 CONSIDERATION OF DUTIES DISCHARGED BY THE SUPERVISORY Mgmt No vote
COMMITTEE.
05 DISCUSSION AND ALLOCATION OF RESULTS FOR THE Mgmt No vote
FISCAL YEAR ENDED 06-30-2010, WHICH SHOWED
PROFITS IN THE AMOUNT OF PS. 334,501,000. CONSIDERATION
OF PAYMENT OF DIVIDENDS IN CASH AND/OR IN KIND,
IN AN AMOUNT OF PS. 66,900,000. DELEGATION
OF ITS IMPLEMENTATION.
06 CONSIDERATION OF REMUNERATION PAYABLE TO BOARD Mgmt No vote
MEMBERS FOR THE FISCAL YEAR ENDED 06-30-2010,
IN THE AMOUNT OF PS. 27,790,676. THAT IS PS.
10,512,344. IN EXCESS OF THE MAXIMUM AMOUNT
EQUIVALENT TO FIVE PER CENT (5%) OF PROFITS,
WHICH WAS INCREASED IN COMPLIANCE WITH SECTION
261 OF LAW 19,550 AND THE REGULATIONS ISSUED
BY THE ARGENTINE SECURITIES EXCHANGE COMMISSION,
BY VIRTUE OF THE PROPOSED AMOUNT FOR ALLOCATION
OF DIVIDENDS. DELEGATION OF POWERS INTO THE
BOARD OF DIRECTORS FOR THE APPROVAL OF THE
AUDIT COMMITTEE BUDGET.
07 CONSIDERATION OF REMUNERATION PAYABLE TO THE Mgmt No vote
MEMBERS OF THE SUPERVISORY COMMITTEE FOR THE
FISCAL YEAR ENDED 06-30-2010.
08 CONSIDERATION OF THE NUMBER AND APPOINTMENT Mgmt No vote
OF REGULAR DIRECTORS AND ALTERNATE DIRECTORS,
IF APPLICABLE.
09 APPOINTMENT OF REGULAR AND ALTERNATE MEMBERS Mgmt No vote
OF THE SUPERVISORY COMMITTEE.
10 APPOINTMENT OF CERTIFYING ACCOUNTANT FOR THE Mgmt No vote
ENSUING FISCAL YEAR AND DETERMINATION OF AMOUNT
PAYABLE AS ITS REMUNERATION.
11 UPDATE OF THE SHARED SERVICES AGREEMENT REPORT. Mgmt No vote
AUTHORIZATION OF AMENDMENTS AND DELEGATION
OF POWERS.
12 TREATMENT OF AMOUNTS PAID AS TAX ON PERSONAL Mgmt No vote
ASSETS OF THE SHAREHOLDERS.
13 CONSIDERATION OF AN INCREASE IN THE AMOUNT OF Mgmt No vote
THE GLOBAL NOTE PROGRAM IN FORCE IN AN ADDITIONAL
AMOUNT OF USD 50,000,000- (OR THE EQUIVALENT
THEREOF IN OTHER CURRENCIES). DELEGATIONS OF
POWERS TO THE BOARD OF DIRECTORS AND APPROVALS.
14 CONSIDERATION OF THE APPROVAL OF THE PROSPECTUS Mgmt No vote
OF MERGER- CONSOLIDATION (FUSION POR ABSORCION)
OF PATAGONIAN INVESTMENT SA ("PAISA") INTO
IRSA INVERSIONES Y REPRESENTACIONES SOCIEDAD
ANONIMA ("IRSA"), AND SPIN-OFF-MERGER (ESCISION-FUSION)
BETWEEN IRSA AND INVERSORA BOLIVAR SA ("IBOSA")
AND PALERMO INVEST SA ("PISA"). RATIFICATION
OF THE ACTIONS TAKEN TO DATE BY THE BOARD OF
DIRECTORS OF EACH OF THE ABOVE MENTIONED COMPANIES
AND/OR THE ATTORNEYS-IN-FACT OF IRSA, PAISA,
IBOSA AND PISA, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
15 RATIFICATION OF THE DELEGATION OF POWERS TO Mgmt No vote
THE BOARD OF DIRECTORS IN REGARD TO THE PAYMENT
OF BONUS TO THE COMPANY'S MANAGEMENT DULY APPROVED
IN THE SHAREHOLDERS' MEETING HELD ON 10-29-09.
--------------------------------------------------------------------------------------------------------------------------
IRSA INVERSIONES Y REPRESENTACIONES S.A. Agenda Number: 933458235
--------------------------------------------------------------------------------------------------------------------------
Security: 450047204
Meeting Type: Special
Meeting Date: 26-May-2011
Ticker: IRS
ISIN: US4500472042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF TWO SHAREHOLDERS TO UNDERSIGN Mgmt No vote
THE MINUTES OF THE SHAREHOLDERS' MEETING.
02 WITHIN THE FRAMEWORK OF THE CAPITAL INCREASE Mgmt No vote
TO BE CONSIDERED BY THE SHAREHOLDERS' MEETING
OF ALTO PALERMO S.A. (APSA), DISCUSSION OF
THE ALTERNATIVES AVAILABLE IN CONNECTION WITH
THE CONVEYANCE OF THE CONVERTIBLE NOTES (OBLIGACIONES
NEGOCIABLES) ISSUED BY APSA AND MATURING IN
THE YEAR 2014, SUBJECT TO THE CONSUMMATION
OF APSA'S CAPITAL INCREASE, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
03 GIVEN THE DECISION MADE BY OUR CONTROLLED COMPANY Mgmt No vote
ALTO PALERMO S.A. (APSA) TO RE-OPEN ITS CAPITAL
STOCK, AS RESOLVED BY ITS SHAREHOLDERS' MEETING
CALLED FOR MAY 26, 2011, CONSIDERATION OF THE
PROCEDURE TO BE FOLLOWED BY IRSA VIS-A-VIS
THE AVAILABILITY OF ITS CURRENT PREEMPTIVE
RIGHT AND ACCRETION RIGHT IN A MANNER SUCH
AS TO FACILITATE SUCH RE-OPENING WITHOUT IRSA
LOSING ITS CAPACITY AS CONTROLLING SHAREHOLDER,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
04 DELEGATION TO THE BOARD OF DIRECTORS OF THE Mgmt No vote
MANNER OF STRUCTURING THE MOTIONS AND GRANT
OF A POWER OF ATTORNEY TO TAKE PLACE DURING
APSA'S SHAREHOLDERS' MEETING AND/OR DURING
A POSSIBLE ADJOURNMENT THEREOF, AS MENTIONED
IN THE APPLICABLE POINT OF THE AGENDA AND AS
REGARDS ITS CAPITAL STOCK INCREASE. DELEGATIONS
AND AUTHORIZATIONS.
05 CONSIDERATION OF THE PAYMENT OF DIVIDENDS, SOLELY Mgmt No vote
IN CASH, ARISING FROM THE UNAPPROPRIATED RETAINED
EARNINGS AS OF JUNE 30, 2010 AND/OR TOTAL OR
PARTIAL REVERSAL OF VOLUNTARY RESERVES, AS
DECIDED BY THE SHAREHOLDERS' MEETING. DELEGATION
TO THE BOARD OF DIRECTORS AND AUTHORIZATIONS.
--------------------------------------------------------------------------------------------------------------------------
KB FINANCIAL GROUP INC Agenda Number: 933306638
--------------------------------------------------------------------------------------------------------------------------
Security: 48241A105
Meeting Type: Special
Meeting Date: 13-Jul-2010
Ticker: KB
ISIN: US48241A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF DIRECTOR. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MECHEL OAO Agenda Number: 933321779
--------------------------------------------------------------------------------------------------------------------------
Security: 583840103
Meeting Type: Special
Meeting Date: 15-Sep-2010
Ticker: MTL
ISIN: US5838401033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A APPROVE THE RELATED-PARTY TRANSACTION - SECURITIES Mgmt No vote
PLEDGE AGREEMENT TOGETHER WITH ANY AND ALL
FINANCIAL DOCUMENTS RELATED TO IT OR LIABILITIES
SECURED BY IT.
1B APPROVE THE SURETYSHIP AGREEMENT(S) MADE BY Mgmt No vote
MECHEL OAO (THE "COMPANY") AS A RELATED-PARTY
TRANSACTION (RELATED-PARTY TRANSACTIONS).
02 APPROVAL OF A NEW EDITION OF THE CHARTER OF Mgmt No vote
THE COMPANY.
--------------------------------------------------------------------------------------------------------------------------
MECHEL OAO Agenda Number: 933466129
--------------------------------------------------------------------------------------------------------------------------
Security: 583840103
Meeting Type: Annual
Meeting Date: 06-Jun-2011
Ticker: MTL
ISIN: US5838401033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO APPROVE 2010 ANNUAL REPORT OF MECHEL OAO. Mgmt No vote
02 TO APPROVE 2010 ANNUAL ACCOUNTING REPORT INCLUDING Mgmt No vote
PROFIT AND LOSS ACCOUNT OF MECHEL OAO.
03 TO PAY DIVIDENDS ON ORDINARY REGISTERED BOOK-ENTRY Mgmt No vote
SHARES BASED ON RESULTS FOR 2010 FISCAL ESTIMATED
AT RUR 8.73 PER ONE SHARE.
04 DIRECTOR
JOHNSON, ARTHUR DAVID Mgmt No vote
GUSEV, V. VASSILIEVICH Mgmt No vote
YEVTUSHENKO, A.E. Mgmt No vote
ZYUZIN, I.V. Mgmt No vote
KOZHUKHOVSKIY, I.S. Mgmt No vote
KOLPAKOV, S.V. Mgmt No vote
MIKHEL, Y. VALERYEVICH Mgmt No vote
PROSKURNYA, V.V. Mgmt No vote
ROGER IAN GALE Mgmt No vote
5A TO ELECT AUDIT COMMITTEE MEMBER OF MECHEL OAO: Mgmt No vote
PAVLOVSKAYA-MOKNATKINA, ELENA VLADIMIROVNA
5B TO ELECT AUDIT COMMITTEE MEMBER OF MECHEL OAO: Mgmt No vote
MIKHAYLOVA, NATALYA GRIGORYEVNA
5C TO ELECT AUDIT COMMITTEE MEMBER OF MECHEL OAO: Mgmt No vote
RADISHEVSKAYA, LYUDMILA EDUARDOVNA
06 TO APPROVE ZAO ENERGYCONSULTING/AUDIT AS AUDITOR Mgmt No vote
OF MECHEL OPEN JOINT STOCK COMPANY.
07 TO APPROVE A NEW VERSION OF MECHEL OAO CHARTER. Mgmt No vote
08 TO APPROVE A NEW VERSION OF STATEMENT ON COLLECTIVE Mgmt No vote
EXECUTIVE BODY OF MECHEL OPEN JOINT STOCK COMPANY.
09 TO APPROVE A NEW VERSION OF STATEMENT ON COMPANY'S Mgmt No vote
BOARD OF DIRECTORS OF MECHEL OPEN JOINT STOCK
COMPANY.
10 TO APPROVE A NEW VERSION OF STATEMENT ON COMPANY'S Mgmt No vote
SOLE EXECUTIVE BODY (GENERAL DIRECTOR).
11 APPROVE CONCLUSION OF GUARANTEE AGREEMENT(S) Mgmt No vote
AS TRANSACTION(S) OF INTEREST BY MECHEL OAO
ON THE TERMS AND CONDITIONS.
--------------------------------------------------------------------------------------------------------------------------
MERCADOLIBRE, INC. Agenda Number: 933438738
--------------------------------------------------------------------------------------------------------------------------
Security: 58733R102
Meeting Type: Annual
Meeting Date: 14-Jun-2011
Ticker: MELI
ISIN: US58733R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ANTON J. LEVY Mgmt No vote
MICHAEL SPENCE Mgmt No vote
MARIO EDUARDO VAZQUEZ Mgmt No vote
02 ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED Mgmt No vote
EXECUTIVE OFFICERS
03 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt No vote
VOTES ON THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS
04 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt No vote
& CO. S.R.L. AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2011
--------------------------------------------------------------------------------------------------------------------------
MINDRAY MEDICAL INT'L LTD. Agenda Number: 933356885
--------------------------------------------------------------------------------------------------------------------------
Security: 602675100
Meeting Type: Annual
Meeting Date: 22-Dec-2010
Ticker: MR
ISIN: US6026751007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 RE-ELECTION OF MS. JOYCE I-YIN HSU AS A DIRECTOR Mgmt No vote
OF THE COMPANY.
02 RE-ELECTION OF MR. WU QIYAO AS A DIRECTOR OF Mgmt No vote
THE COMPANY.
03 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt No vote
AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2010.
--------------------------------------------------------------------------------------------------------------------------
MOBILE TELESYSTEMS OJSC Agenda Number: 933358372
--------------------------------------------------------------------------------------------------------------------------
Security: 607409109
Meeting Type: Special
Meeting Date: 23-Dec-2010
Ticker: MBT
ISIN: US6074091090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 PROCEDURE FOR CONDUCTING THE EXTRAORDINARY GENERAL Mgmt No vote
SHAREHOLDERS MEETING
02 REORGANIZATION OF MTS OJSC THROUGH TAKEOVER Mgmt No vote
OF COMSTAR-UNITED TELESYSTEMS OPEN JOINT STOCK
COMPANY, UNITED TELESYSTEMS CLOSED JOINT STOCK
COMPANY, CAPITAL CLOSED JOINT STOCK COMPANY,
COMMUNICATION OPERATOR CLOSED JOINT STOCK COMPANY,
MOBILE TELESYSTEMS CLOSED JOINT STOCK COMPANY
AND COMSTAR-DIRECT CLOSED JSC BY MTS OJSC AND
APPROVAL OF THE ACCESSION AGREEMENT
03 REORGANIZATION OF MTS OJSC THROUGH THE TAKEOVER Mgmt No vote
OF DAGTELECOM CLOSED JOINT STOCK COMPANY AND
APPROVAL OF THE ACCESSION AGREEMENT
04 REORGANIZATION OF MTS OJSC THROUGH THE TAKEOVER Mgmt No vote
OF EUROTEL OPEN JOINT STOCK COMPANY AND APPROVAL
OF THE ACCESSION AGREEMENT
05 INCREASING THE CHARTER CAPITAL OF MTS OJSC THROUGH Mgmt No vote
THE PLACEMENT OF ADDITIONAL SHARES
06 AMENDMENTS AND ADDITIONS TO THE CHARTER OF MTS Mgmt No vote
OJSC
--------------------------------------------------------------------------------------------------------------------------
NETEASE.COM, INC. Agenda Number: 933315372
--------------------------------------------------------------------------------------------------------------------------
Security: 64110W102
Meeting Type: Annual
Meeting Date: 02-Sep-2010
Ticker: NTES
ISIN: US64110W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A RE-ELECTION OF DIRECTOR: WILLIAM DING Mgmt No vote
1B RE-ELECTION OF DIRECTOR: ALICE CHENG Mgmt No vote
1C RE-ELECTION OF DIRECTOR: DENNY LEE Mgmt No vote
1D RE-ELECTION OF DIRECTOR: JOSEPH TONG Mgmt No vote
1E RE-ELECTION OF DIRECTOR: LUN FENG Mgmt No vote
1F RE-ELECTION OF DIRECTOR: MICHAEL LEUNG Mgmt No vote
1G RE-ELECTION OF DIRECTOR: MICHAEL TONG Mgmt No vote
02 APPOINT PRICEWATERHOUSECOOPERS ZHONG TIAN CPAS Mgmt No vote
LIMITED COMPANY AS INDEPENDENT AUDITORS OF
NETEASE.COM, INC. FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2010.
--------------------------------------------------------------------------------------------------------------------------
OAO GAZPROM Agenda Number: 933479710
--------------------------------------------------------------------------------------------------------------------------
Security: 368287207
Meeting Type: Consent
Meeting Date: 30-Jun-2011
Ticker: OGZPY
ISIN: US3682872078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVE THE ANNUAL REPORT OF OAO GAZPROM FOR Mgmt No vote
2010.
02 APPROVE THE ANNUAL ACCOUNTING STATEMENTS, INCLUDING Mgmt No vote
THE PROFIT AND LOSS REPORT OF THE COMPANY BASED
ON THE RESULTS OF 2010.
03 APPROVE THE DISTRIBUTION OF PROFIT OF THE COMPANY Mgmt No vote
BASED ON THE RESULTS OF 2010.
04 APPROVE THE AMOUNT OF, TIME FOR AND FORM OF Mgmt No vote
PAYMENT OF ANNUAL DIVIDENDS ON THE COMPANY'S
SHARES THAT HAVE BEEN RECOMMENDED BY THE BOARD
OF DIRECTORS OF THE COMPANY.
05 APPROVE CLOSED JOINT STOCK COMPANY PRICEWATERHOUSECOOPERS Mgmt No vote
AUDIT AS THE COMPANY'S EXTERNAL AUDITOR.
06 APPROVE AMENDMENTS TO THE CHARTER OF OAO GAZPROM. Mgmt No vote
07 PAY REMUNERATION TO MEMBERS OF THE BOARD OF Mgmt No vote
DIRECTORS IN THE AMOUNTS RECOMMENDED BY THE
BOARD OF DIRECTORS OF THE COMPANY.
08 PAY REMUNERATION TO MEMBERS OF THE AUDIT COMMISSION Mgmt No vote
IN THE AMOUNTS RECOMMENDED BY THE BOARD OF
DIRECTORS OF THE COMPANY.
9A AGREEMENTS BETWEEN OAO GAZPROM AND GAZPROMBANK Mgmt No vote
(OPEN JOINT STOCK COMPANY) REGARDING RECEIPT
BY OAO GAZPROM OF FUNDS WITH A MAXIMUM AMOUNT
OF 500 MILLION U.S. DOLLARS OR ITS EQUIVALENT
IN RUBLES OR EUROS, FOR A TERM NOT EXCEEDING
FIVE YEARS, WITH INTEREST FOR USING THE LOANS
TO BE PAID AT A RATE NOT EXCEEDING 12% PER
ANNUM IN THE CASE OF LOANS IN U.S. DOLLARS
/ EUROS AND AT A RATE NOT EXCEEDING THE BANK
OF RUSSIA'S REFINANCING RATE IN EFFECT ON THE
DATE OF ENTRY INTO THE APPLICABLE LOAN AGREEMENT,
PLUS 3% PER ANNUM, IN THE CASE OF LOANS IN
RUBLES.
9B AGREEMENTS BETWEEN OAO GAZPROM AND SBERBANK Mgmt No vote
OF RUSSIA OAO REGARDING RECEIPT BY OAO GAZPROM
OF FUNDS WITH A MAXIMUM AMOUNT OF 1.5 BILLION
U.S. DOLLARS OR ITS EQUIVALENT IN RUBLES OR
EUROS, FOR A TERM NOT EXCEEDING FIVE YEARS,
WITH INTEREST FOR USING THE LOANS TO BE PAID
AT A RATE NOT EXCEEDING 12% PER ANNUM IN THE
CASE OF LOANS IN U.S. DOLLARS / EUROS AND AT
A RATE NOT EXCEEDING THE BANK OF RUSSIA'S REFINANCING
RATE IN EFFECT ON THE DATE OF ENTRY INTO THE
APPLICABLE LOAN AGREEMENT, PLUS 3% PER ANNUM,
IN THE CASE OF LOANS IN RUBLES.
9C AGREEMENTS BETWEEN OAO GAZPROM AND OAO BANK Mgmt No vote
VTB REGARDING RECEIPT BY OAO GAZPROM OF FUNDS
WITH A MAXIMUM AMOUNT OF ONE BILLION U.S. DOLLARS
OR ITS EQUIVALENT IN RUBLES OR EUROS, FOR A
TERM NOT EXCEEDING FIVE YEARS, WITH INTEREST
FOR USING THE LOANS TO BE PAID AT A RATE NOT
EXCEEDING 12% PER ANNUM IN THE CASE OF LOANS
IN U.S. DOLLARS / EUROS AND AT A RATE NOT EXCEEDING
THE BANK OF RUSSIA'S REFINANCING RATE IN EFFECT
ON THE DATE OF ENTRY INTO THE APPLICABLE LOAN
AGREEMENT, PLUS 3% PER ANNUM, IN THE CASE OF
LOANS IN RUBLES.
9D AGREEMENTS BETWEEN OAO GAZPROM AND STATE CORPORATION Mgmt No vote
"BANK FOR DEVELOPMENT AND FOREIGN ECONOMIC
AFFAIRS (VNESHECONOMBANK)" REGARDING RECEIPT
BY OAO GAZPROM OF FUNDS WITH A MAXIMUM AMOUNT
OF ONE BILLION U.S. DOLLARS OR ITS EQUIVALENT
IN RUBLES OR EUROS, FOR A TERM NOT EXCEEDING
FIVE YEARS, WITH INTEREST FOR USING LOANS TO
BE PAID AT A RATE NOT EXCEEDING 12% PER ANNUM
IN CASE OF LOANS IN U.S. DOLLARS/EUROS & AT
A RATE NOT EXCEEDING BANK OF RUSSIA'S REFINANCING
RATE IN EFFECT ON DATE OF ENTRY INTO APPLICABLE
LOAN AGREEMENT, PLUS 3% PER ANNUM.
9E TRANSACTIONS BETWEEN OAO GAZPROM AND GAZPROMBANK, Mgmt No vote
TO BE ENTERED INTO UNDER A LOAN FACILITY AGREEMENT
BETWEEN OAO GAZPROM AND THE BANK, INVOLVING
RECEIPT BY OAO GAZPROM OF FUNDS WITH A MAXIMUM
AMOUNT OF 25 BILLION RUBLES, FOR A TERM NOT
EXCEEDING 30 CALENDAR DAYS, WITH INTEREST FOR
USING THE LOANS TO BE PAID AT A RATE NOT EXCEEDING
THE REFERENCE OFFERED RATE FOR RUBLE LOANS
IN THE MOSCOW MONEY MARKET ESTABLISHED FOR
LOANS WITH A MATURITY EQUAL TO A PERIOD OF
USING THE APPLICABLE LOAN, QUOTED AS OF THE
DATE OF ENTRY INTO THE APPLICABLE TRANSACTION,
INCREASED BY 2%.
9F TRANSACTIONS BETWEEN OAO GAZPROM AND SBERBANK Mgmt No vote
OF RUSSIA OAO, TO BE ENTERED INTO UNDER A LOAN
FACILITY AGREEMENT BETWEEN OAO GAZPROM AND
THE BANK, INVOLVING RECEIPT BY OAO GAZPROM
OF FUNDS WITH A MAXIMUM AMOUNT OF 17 BILLION
RUBLES, FOR A TERM NOT EXCEEDING 30 CALENDAR
DAYS, WITH INTEREST FOR USING THE LOANS TO
BE PAID AT A RATE NOT EXCEEDING THE REFERENCE
OFFERED RATE FOR RUBLE LOANS IN MOSCOW MONEY
MARKET ESTABLISHED FOR LOANS WITH A MATURITY
EQUAL TO PERIOD OF USING APPLICABLE LOAN, QUOTED
AS OF DATE OF ENTRY INTO APPLICABLE TRANSACTION,
INCREASED BY 4%.
9G TRANSACTIONS BETWEEN OAO GAZPROM AND OAO BANK Mgmt No vote
VTB, TO BE ENTERED INTO UNDER A LOAN FACILITY
AGREEMENT BETWEEN OAO GAZPROM AND THE BANK,
INVOLVING RECEIPT BY OAO GAZPROM OF FUNDS WITH
A MAXIMUM AMOUNT OF FIVE BILLION RUBLES, FOR
A TERM NOT EXCEEDING 30 CALENDAR DAYS, WITH
INTEREST FOR USING THE LOANS TO BE PAID AT
A RATE NOT EXCEEDING THE REFERENCE OFFERED
RATE FOR RUBLE LOANS IN THE MOSCOW MONEY MARKET
ESTABLISHED FOR LOANS WITH A MATURITY EQUAL
TO THE PERIOD OF USING THE APPLICABLE LOAN,
QUOTED AS OF DATE OF ENTRY INTO THE APPLICABLE
TRANSACTION, INCREASED BY 4%.
9H TRANSACTIONS BETWEEN OAO GAZPROM AND OAO BANK Mgmt No vote
ROSSIYA, TO BE ENTERED INTO UNDER A LOAN FACILITY
AGREEMENT BETWEEN OAO GAZPROM AND THE BANK,
INVOLVING RECEIPT BY OAO GAZPROM OF FUNDS WITH
A MAXIMUM AMOUNT OF 100 MILLION U.S. DOLLARS,
FOR A TERM NOT EXCEEDING 30 CALENDAR DAYS,
WITH INTEREST FOR USING THE LOANS TO BE PAID
AT A RATE NOT EXCEEDING THE LONDON INTERBANK
OFFERED RATE (LIBOR) ESTABLISHED FOR LOANS
WITH A MATURITY EQUAL TO THE PERIOD OF USING
THE APPLICABLE LOAN, QUOTED AS OF THE DATE
OF ENTRY INTO THE APPLICABLE TRANSACTION, INCREASED
BY 4%.
9I AGREEMENTS BETWEEN OAO GAZPROM AND GAZPROMBANK Mgmt No vote
(OPEN JOINT STOCK COMPANY), PURSUANT TO WHICH
GAZPROMBANK (OPEN JOINT STOCK COMPANY) WILL
ACCEPT AND CREDIT, UPON THE TERMS AND CONDITIONS
ANNOUNCED BY IT, FUNDS TRANSFERRED TO ACCOUNTS
OPENED BY OAO GAZPROM AND CONDUCT OPERATIONS
THROUGH THE ACCOUNTS, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS, AS WELL AS AGREEMENTS BETWEEN
OAO GAZPROM AND GAZPROMBANK (OPEN JOINT STOCK
COMPANY) REGARDING MAINTENANCE IN THE ACCOUNT
OF A NON-REDUCIBLE BALANCE WITH A MAXIMUM AMOUNT
NOT EXCEEDING 20 BILLION RUBLES OR ITS EQUIVALENT
9J AGREEMENTS BETWEEN OAO GAZPROM AND SBERBANK Mgmt No vote
OF RUSSIA OAO, OAO BANK VTB, AND OAO BANK ROSSIYA,
PURSUANT TO WHICH THE BANKS WILL ACCEPT AND
CREDIT, UPON THE TERMS AND CONDITIONS ANNOUNCED
BY THE BANKS, FUNDS TRANSFERRED TO ACCOUNTS
OPENED BY OAO GAZPROM AND CONDUCT OPERATIONS
THROUGH THE ACCOUNTS ACTING UPON OAO GAZPROM'S
INSTRUCTIONS.
9K AGREEMENTS BETWEEN OAO GAZPROM AND GAZPROMBANK, Mgmt No vote
SBERBANK OF RUSSIA OAO, OAO BANK VTB AND OAO
BANK ROSSIYA, PURSUANT TO WHICH THE BANKS WILL
PROVIDE SERVICES TO OAO GAZPROM MAKING USE
OF ELECTRONIC PAYMENTS SYSTEM OF THE RESPECTIVE
BANK, INCLUDING RECEIPT FROM OAO GAZPROM OF
ELECTRONIC PAYMENT DOCUMENTS FOR EXECUTING
PAYMENT OPERATIONS THROUGH THE ACCOUNTS, PROVISION
OF ELECTRONIC STATEMENTS OF ACCOUNTS AND CONDUCT
OF OTHER ELECTRONIC DOCUMENT PROCESSING, AND
OAO GAZPROM WILL MAKE PAYMENT FOR THE SERVICES
PROVIDED AT TARIFFS OF RESPECTIVE BANK.
9L FOREIGN CURRENCY PURCHASE/SALE TRANSACTIONS Mgmt No vote
BETWEEN OAO GAZPROM AND GAZPROMBANK (OPEN JOINT
STOCK COMPANY), TO BE ENTERED INTO UNDER THE
GENERAL AGREEMENT ON THE CONDUCT OF CONVERSION
OPERATIONS NO. 3446 BETWEEN OAO GAZPROM AND
THE BANK DATED SEPTEMBER 12, 2006, WITH A MAXIMUM
AMOUNT OF 500 MILLION U.S. DOLLARS OR ITS EQUIVALENT
IN RUBLES, EUROS OR OTHER CURRENCY FOR EACH
TRANSACTION.
9M AGREEMENTS BETWEEN OAO GAZPROM AND GAZPROMBANK Mgmt No vote
(OPEN JOINT STOCK COMPANY), PURSUANT TO WHICH
OAO GAZPROM WILL GRANT SURETYSHIPS TO SECURE
PERFORMANCE BY OAO GAZPROM'S SUBSIDIARY COMPANIES
OF THEIR OBLIGATIONS TO GAZPROMBANK (OPEN JOINT
STOCK COMPANY) WITH RESPECT TO THE BANK'S GUARANTEES
ISSUED TO THE RUSSIAN FEDERATION'S TAX AUTHORITIES
IN CONNECTION WITH THE SUBSIDIARY COMPANIES
CHALLENGING SUCH TAX AUTHORITIES' CLAIMS IN
COURT, WITH AN AGGREGATE MAXIMUM AMOUNT EQUIVALENT
TO 500 MILLION U.S. DOLLARS AND FOR A PERIOD
NOT EXCEEDING 14 MONTHS.
9N AGREEMENTS BETWEEN OAO GAZPROM AND SBERBANK Mgmt No vote
OF RUSSIA OAO, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT SURETYSHIPS TO SECURE PERFORMANCE
BY OAO GAZPROM'S SUBSIDIARY COMPANIES OF THEIR
OBLIGATIONS TO SBERBANK OF RUSSIA OAO WITH
RESPECT TO THE BANK'S GUARANTEES ISSUED TO
THE RUSSIAN FEDERATION'S TAX AUTHORITIES IN
CONNECTION WITH THE SUBSIDIARY COMPANIES CHALLENGING
SUCH TAX AUTHORITIES' CLAIMS IN COURT, WITH
AN AGGREGATE MAXIMUM AMOUNT EQUIVALENT TO 500
MILLION U.S. DOLLARS AND FOR A PERIOD NOT EXCEEDING
14 MONTHS.
9O AGREEMENTS BETWEEN OAO GAZPROM AND GAZPROMBANK Mgmt No vote
(OPEN JOINT STOCK COMPANY), PURSUANT TO WHICH
OAO GAZPROM WILL ISSUE SURETYSHIPS TO SECURE
PERFORMANCE BY OAO GAZPROM'S SUBSIDIARY COMPANIES
OF THEIR OBLIGATIONS TO SBERBANK OF RUSSIA
OAO WITH RESPECT TO THE BANK'S GUARANTEES ISSUED
TO THE RUSSIAN FEDERATION'S TAX AUTHORITIES
TO SECURE OBLIGATIONS OF THE ABOVEMENTIONED
COMPANIES TO PAY EXCISE TAXES IN CONNECTION
WITH EXPORTS OF EXCISABLE OIL PRODUCTS & EVENTUAL
PENALTIES, WITH MAXIMUM AMOUNT OF 1.8 BILLION
RUBLES AND FOR A PERIOD NOT EXCEEDING 18 MONTHS.
9P AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OOO
GAZPROMTRANS TEMPORARY POSSESSION AND USE OF
THE INFRASTRUCTURE FACILITIES OF THE RAILWAY
STATIONS OF THE SURGUTSKIY CONDENSATE STABILIZATION
PLANT, OF THE SERNAYA RAILWAY STATION AND OF
THE TVYORDAYA SERA RAILWAY STATION, THE FACILITIES
OF THE RAILWAY STATION SITUATED IN THE TOWN
OF SLAVYANSK-NA-KUBANI, THE FACILITIES OF THE
RAILWAY LINE FROM THE OBSKAYA STATION TO THE
KARSKAYA STATION, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
9Q AGREEMENTS BETWEEN OAO GAZPROM AND ZAO GAZPROM Mgmt No vote
NEFT ORENBURG, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT ZAO GAZPROM NEFT ORENBURG TEMPORARY
POSSESSION AND USE OF THE WELLS AND DOWNHOLE
AND ABOVE-GROUND WELL EQUIPMENT WITHIN THE
EASTERN SEGMENT OF THE ORENBURGSKOYE OIL AND
GAS-CONDENSATE FIELD FOR A PERIOD NOT EXCEEDING
12 MONTHS, AND ZAO GAZPROM NEFT ORENBURG WILL
MAKE PAYMENT FOR USING SUCH PROPERTY UP TO
A MAXIMUM AMOUNT OF 1.63 BILLION RUBLES.
9R AGREEMENTS BETWEEN OAO GAZPROM AND DOAO TSENTRENERGOGAZ Mgmt No vote
OF OAO GAZPROM, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT DOAO TSENTRENERGOGAZ OF OAO GAZPROM
TEMPORARY POSSESSION AND USE OF THE BUILDING
AND EQUIPMENT OF THE REPAIR AND MACHINING SHOP
AT THE HOME BASE OF THE OIL AND GAS PRODUCTION
DEPARTMENT FOR THE ZAPOLYARNOYE GAS-OIL-CONDENSATE
FIELD, SITUATED IN THE YAMALO-NENETSKIY AUTONOMOUS
AREA, TAZOVSKIY DISTRICT, TOWNSHIP OF NOVOZAPOLYARNYI,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
9S AGREEMENTS BETWEEN OAO GAZPROM AND OAO TSENTRGAZ, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO
TSENTRGAZ TEMPORARY POSSESSION AND USE OF THE
FACILITIES OF A PREVENTATIVE CLINIC SITUATED
IN THE TULA REGION, SHCHEKINSKY DISTRICT, TOWNSHIP
OF GRUMANT, AS WELL AS THE SOFTWARE AND HARDWARE
SOLUTIONS "SYSTEM FOR MANAGING OAO GAZPROM'S
PROPERTY AND OTHER ASSETS AT OAO TSENTRGAZ
LEVEL (ERP)", "OAO GAZPROM LONG-TERM INVESTMENTS
REPORTING AND ANALYSIS SYSTEM (LTIAA) AT OAO
TSENTRGAZ LEVEL", ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
9T AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM WILL
GRANT OAO GAZPROM PROMGAZ TEMPORARY POSSESSION
AND USE OF EXPERIMENTAL PROTOTYPES OF GAS-USING
EQUIPMENT LOCATED IN THE ROSTOV REGION, TOWN
OF KAMENSK-SHAKHTINSKY, AND THE KEMEROVO REGION,
CITY OF NOVOKUZNETSK, AEROSPACE DATA PROCESSING
SOFTWARE AND EQUIPMENT COMPLEX, AS WELL AS
EXPERIMENTAL MODEL "AUTOMATED INFORMATION SYSTEM
"MONITORING" FOR A PERIOD NOT EXCEEDING 12
MONTHS, AND OAO GAZPROM PROMGAZ WILL MAKE PAYMENT
FOR USING SUCH PROPERTY.
9U AGREEMENTS BETWEEN OAO GAZPROM AND GAZPROMBANK Mgmt No vote
(OPEN JOINT STOCK COMPANY), PURSUANT TO WHICH
OAO GAZPROM WILL GRANT GAZPROMBANK TEMPORARY
POSSESSION AND USE OF THE NON-RESIDENTIAL PREMISES
IN A BUILDING THAT ARE SITUATED AT 31 LENINA
STREET, YUGORSK, TYUMEN REGION AND ARE USED
TO HOUSE A BRANCH OF GAZPROMBANK, WITH A TOTAL
FLOOR SPACE OF 810.6 SQUARE METERS, AND THE
PLOT OF LAND OCCUPIED BY BUILDING & REQUIRED
FOR USE OF THAT BUILDING, WITH AN AREA OF 3,371
SQUARE METERS, FOR A PERIOD NOT EXCEEDING 12
MONTHS, & GAZPROMBANK WILL MAKE PAYMENT FOR
USING PROPERTY.
9V AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
NEFTEKHIM SALAVAT, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT OAO GAZPROM NEFTEKHIM SALAVAT TEMPORARY
POSSESSION AND USE OF THE GAS CONDENSATE PIPELINE
RUNNING FROM THE KARACHAGANAKSKOYE GAS CONDENSATE
FIELD TO THE ORENBURG GAS REFINERY FOR A PERIOD
NOT EXCEEDING 12 MONTHS, AND OAO GAZPROM NEFTEKHIM
SALAVAT WILL MAKE PAYMENT FOR USING SUCH PROPERTY
UP TO A MAXIMUM AMOUNT OF 309,000 RUBLES.
9W AGREEMENTS BETWEEN OAO GAZPROM AND OAO VOSTOKGAZPROM, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO
VOSTOKGAZPROM TEMPORARY POSSESSION AND USE
OF AN M-468R SPECIALPURPOSE COMMUNICATIONS
INSTALLATION FOR A PERIOD NOT EXCEEDING 12
MONTHS, AND OAO VOSTOKGAZPROM WILL MAKE PAYMENT
FOR USING SUCH PROPERTY UP TO A MAXIMUM AMOUNT
OF 274,000 RUBLES.
9X AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
EXPORT, PURSUANT TO WHICH OAO GAZPROM WILL
GRANT OOO GAZPROM EXPORT TEMPORARY POSSESSION
AND USE OF AN M-468R SPECIALPURPOSE COMMUNICATIONS
INSTALLATION, AS WELL AS THE SOFTWARE AND HARDWARE
SOLUTIONS "OAO GAZPROM LONG-TERM INVESTMENTS
REPORTING AND ANALYSIS SYSTEM (LTIAA) AT OOO
GAZPROM EXPORT LEVEL" AND "SYSTEM OF REPORTING
AND ANALYSIS OF INFORMATION ON NON-CORE ASSETS
WITHIN OAO GAZPROM SYSTEM (RAINCA) AT OOO GAZPROM
EXPORT LEVEL" FOR A PERIOD NOT EXCEEDING 12
MONTHS.
9Y AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
NEFT, PURSUANT TO WHICH OAO GAZPROM WILL GRANT
OAO GAZPROM NEFT TEMPORARY POSSESSION AND USE
OF AN M-468R SPECIALPURPOSE COMMUNICATIONS
INSTALLATION, AS WELL AS THE SOFTWARE AND HARDWARE
SOLUTIONS "SYSTEM FOR MANAGING OAO GAZPROM'S
PROPERTY AND OTHER ASSETS AT OAO GAZPROM NEFT
LEVEL (ERP)", "OAO GAZPROM LONG-TERM INVESTMENTS
REPORTING AND ANALYSIS SYSTEM (LTIAA) AT OAO
GAZPROM NEFT LEVEL", ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
9Z AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
SPACE SYSTEMS, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT OAO GAZPROM SPACE SYSTEMS TEMPORARY
POSSESSION AND USE OF THE SOFTWARE AND HARDWARE
SOLUTIONS "SYSTEM FOR MANAGING OAO GAZPROM'S
PROPERTY AND OTHER ASSETS AT OAO GAZPROM SPACE
SYSTEMS LEVEL (ERP)", "OAO GAZPROM LONG-TERM
INVESTMENTS REPORTING AND ANALYSIS SYSTEM (LTIAA)
AT OAO GAZPROM SPACE SYSTEMS LEVEL" AND "ELECTRONIC
ARCHIVE MODULE AT OAO GAZPROM SPACE SYSTEMS
LEVEL" FOR A PERIOD NOT EXCEEDING 12 MONTHS.
9AA AGREEMENTS BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL GRANT ZAO
YAMALGAZINVEST TEMPORARY POSSESSION AND USE
OF THE SOFTWARE AND HARDWARE SOLUTIONS "SYSTEM
FOR MANAGING OAO GAZPROM'S PROPERTY AND OTHER
ASSETS AT ZAO YAMALGAZINVEST LEVEL (ERP)" AND
"ELECTRONIC ARCHIVE MODULE AT ZAO YAMALGAZINVEST
LEVEL" FOR A PERIOD NOT EXCEEDING 12 MONTHS,
AND ZAO YAMALGAZINVEST WILL MAKE PAYMENT FOR
USING SUCH PROPERTY UP TO A MAXIMUM AMOUNT
OF 12.1 MILLION RUBLES.
9AB AGREEMENTS BETWEEN OAO GAZPROM AND ZAO GAZPROM Mgmt No vote
INVEST YUG, PURSUANT TO WHICH OAO GAZPROM WILL
GRANT ZAO GAZPROM INVEST YUG TEMPORARY POSSESSION
AND USE OF THE SOFTWARE AND HARDWARE SOLUTIONS
"SYSTEM FOR MANAGING OAO GAZPROM'S PROPERTY
AND OTHER ASSETS AT ZAO GAZPROM INVEST YUG
LEVEL (ERP)" AND "ELECTRONIC ARCHIVE MODULE
AT ZAO GAZPROM INVEST YUG LEVEL" FOR A PERIOD
NOT EXCEEDING 12 MONTHS, AND ZAO GAZPROM INVEST
YUG WILL MAKE PAYMENT FOR USING SUCH PROPERTY
UP TO A MAXIMUM AMOUNT OF 5.3 MILLION RUBLES.
9AC AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
MEZHREGIONGAZ, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT OOO GAZPROM MEZHREGIONGAZ TEMPORARY
POSSESSION AND USE OF THE SOFTWARE AND HARDWARE
SOLUTIONS "SYSTEM FOR MANAGING OAO GAZPROM'S
PROPERTY AND OTHER ASSETS AT OOO GAZPROM MEZHREGIONGAZ
LEVEL (ERP)", "OAO GAZPROM LONG-TERM INVESTMENTS
REPORTING AND ANALYSIS SYSTEM (LTIAA) AT OOO
GAZPROM MEZHREGIONGAZ LEVEL", "SYSTEM OF REPORTING
AND ANALYSIS OF INFORMATION ON NON-CORE ASSETS
WITHIN OAO GAZPROM SYSTEM (RAINCA) AT OOO GAZPROM
MEZHREGIONGAZ LEVEL"
9AD AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
KOMPLEKTATSIYA, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT OOO GAZPROM KOMPLEKTATSIYA TEMPORARY
POSSESSION AND USE OF THE SOFTWARE AND HARDWARE
SOLUTIONS "SYSTEM FOR MANAGING OAO GAZPROM'S
PROPERTY AND OTHER ASSETS AT OOO GAZPROM KOMPLEKTATSIYA
LEVEL (ERP)", "OAO GAZPROM LONG-TERM INVESTMENTS
REPORTING AND ANALYSIS SYSTEM (LTIAA) AT OOO
GAZPROM KOMPLEKTATSIYA LEVEL", "SYSTEM OF REPORTING
AND ANALYSIS OF INFORMATION ON NON-CORE ASSETS
WITHIN OAO GAZPROM SYSTEM (RAINCA) AT OOO GAZPROM
KOMPLEKTATSIYA LEVEL"
9AE AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
TSENTRREMONT, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT OOO GAZPROM TSENTRREMONT TEMPORARY
POSSESSION AND USE OF THE SOFTWARE AND HARDWARE
COMPLEXES "SYSTEM FOR MANAGING OAO GAZPROM'S
PROPERTY AND OTHER ASSETS AT OOO GAZPROM TSENTRREMONT
LEVEL (ERP)", "OAO GAZPROM LONG-TERM INVESTMENTS
REPORTING AND ANALYSIS SYSTEM (LTIAA) AT OOO
GAZPROM TSENTRREMONT LEVEL", AND "ELECTRONIC
ARCHIVE MODULE AT OOO GAZPROM TSENTRREMONT
LEVEL" FOR A PERIOD NOT EXCEEDING 12 MONTHS.
9AF AGREEMENTS BETWEEN OAO GAZPROM AND ZAO GAZTELECOM, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL GRANT ZAO
GAZTELECOM TEMPORARY POSSESSION AND USE OF
COMMUNICATIONS FACILITIES COMPRISED OF BUILDINGS,
COMMUNICATIONS LINES, COMMUNICATIONS NETWORKS,
CABLE DUCT SYSTEMS AND EQUIPMENT, WHICH ARE
LOCATED IN THE CITY OF MOSCOW, THE CITY OF
SAINT PETERSBURG, THE CITY OF MALOYAROSLAVETS,
THE CITY OF ROSTOV-ON-DON, THE CITY OF KALININGRAD,
THE MOSCOW REGION AND THE SMOLENSK REGION OF
THE RUSSIAN FEDERATION, AND IN THE TERRITORY
OF THE REPUBLIC OF BELARUS.
9AG AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
GAZORASPREDELENIYE, PURSUANT TO WHICH OAO GAZPROM
WILL GRANT OAO GAZPROM GAZORASPREDELENIYE TEMPORARY
POSSESSION AND USE OF THE PROPERTY COMPLEX
OF A GAS-DISTRIBUTION SYSTEM COMPRISED OF FACILITIES
INTENDED FOR THE TRANSPORTATION AND FEEDING
OF GAS DIRECTLY TO CONSUMERS, AND USE OF THE
SOFTWARE AND HARDWARE SOLUTIONS "SYSTEM FOR
MANAGING OAO GAZPROM'S PROPERTY AND OTHER ASSETS
AT OAO GAZPROMREGIONGAZ LEVEL (ERP) ", "OAO
GAZPROM LONG-TERM INVESTMENTS REPORTING AND
ANALYSIS SYSTEM (LTIAA)
9AH AGREEMENTS BETWEEN OAO GAZPROM AND OAO DRUZHBA, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL GRANT OAO
DRUZHBA TEMPORARY POSSESSION AND USE OF THE
FACILITIES OF DRUZHBA VACATION CENTER SITUATED
IN THE MOSCOW REGION, NARO-FOMINSK DISTRICT,
VILLAGE OF ROGOZININO, FOR A PERIOD NOT EXCEEDING
12 MONTHS, AND OAO DRUZHBA WILL MAKE PAYMENT
FOR USING SUCH PROPERTY UP TO A MAXIMUM AMOUNT
OF 278.32 MILLION RUBLES.
9AI AGREEMENTS BETWEEN OAO GAZPROM AND GAZPROMBANK Mgmt No vote
(OPEN JOINT STOCK COMPANY), PURSUANT TO WHICH
THE BANK, ACTING AS A CUSTOMS BROKER, WILL
ISSUE GUARANTEES TO THE RUSSIAN FEDERATION'S
CUSTOMS AUTHORITIES IN RESPECT OF OAO GAZPROM'S
OBLIGATIONS TO PAY CUSTOMS DUTIES AND EVENTUAL
INTEREST AND PENALTIES, WITH A MAXIMUM AMOUNT
EQUIVALENT TO ONE MILLION EUROS, WITH A FEE
DUE TO THE BANK AT A RATE NOT EXCEEDING 1%
PER ANNUM OF THE AMOUNT OF THE GUARANTEE
9AJ AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
MEZHREGIONGAZ, PURSUANT TO WHICH OAO GAZPROM
UNDERTAKES, ACTING ON BEHALF OF OOO GAZPROM
MEZHREGIONGAZ AND UPON ITS INSTRUCTIONS, TO
DECLARE FOR CUSTOMS PURPOSES THE NATURAL GAS
TRANSPORTED BY PIPELINE ACROSS THE CUSTOMS
BORDER OF THE RUSSIAN FEDERATION, AND OOO GAZPROM
MEZHREGIONGAZ UNDERTAKES TO PAY FOR SUCH SERVICES
IN THE AMOUNT NOT EXCEEDING 3,000 RUBLES PER
CARGO CUSTOMS DECLARATION, AS WELL AS THE VALUE
ADDED TAX AT THE RATE REQUIRED BY THE EFFECTIVE
LEGISLATION OF THE RUSSIAN FEDERATION.
9AK AGREEMENTS BETWEEN OAO GAZPROM AND OAO NOVATEK, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM UNDERTAKES, ACTING
ON BEHALF OF OAO NOVATEK AND UPON ITS INSTRUCTIONS,
TO DECLARE FOR CUSTOMS PURPOSES THE NATURAL
GAS TRANSPORTED BY PIPELINE ACROSS THE CUSTOMS
BORDER OF THE RUSSIAN FEDERATION, AND OAO NOVATEK
UNDERTAKES TO PAY FOR SUCH SERVICES IN AMOUNT
NOT EXCEEDING 1.58 RUBLES PER THOUSAND CUBIC
METERS OF NATURAL GAS, AS WELL AS VALUE ADDED
TAX AT THE RATE REQUIRED BY EFFECTIVE LEGISLATION
OF RUSSIAN FEDERATION, ON BASIS OF MONTHLY
VOLUME OF TRANSPORTED NATURAL GAS.
9AL AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
NEFT, PURSUANT TO WHICH OAO GAZPROM UNDERTAKES,
ACTING ON BEHALF OF OAO GAZPROM NEFT AND UPON
ITS INSTRUCTIONS, TO DECLARE FOR CUSTOMS PURPOSES
THE NATURAL GAS TRANSPORTED BY PIPELINE ACROSS
THE CUSTOMS BORDER OF THE RUSSIAN FEDERATION,
AND OAO GAZPROM NEFT UNDERTAKES TO PAY FOR
SUCH SERVICES IN THE AMOUNT NOT EXCEEDING 1.58
RUBLES PER THOUSAND CUBIC METERS OF NATURAL
GAS, AS WELL AS THE VALUE ADDED TAX AT THE
RATE REQUIRED BY THE EFFECTIVE LEGISLATION
OF THE RUSSIAN FEDERATION.
9AM AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
MEZHREGIONGAZ, PURSUANT TO WHICH OOO GAZPROM
MEZHREGIONGAZ UNDERTAKES, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS, FOR A TOTAL FEE NOT EXCEEDING
476.43 MILLION RUBLES, IN ITS OWN NAME, BUT
FOR OAO GAZPROM'S ACCOUNT, TO ACCEPT GAS PRODUCED
BY OAO GAZPROM AND THE LATTER'S AFFILIATES
AND SELL IT THROUGH THE ELECTRONIC TRADING
SITE OF OOO GAZPROM MEZHREGIONGAZ AND AT A
COMMODITY EXCHANGE IN THE AMOUNT NOT EXCEEDING
21.25 BILLION CUBIC METERS FOR THE SUM NOT
EXCEEDING 47.64 BILLION RUBLES.
9AN AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
MEZHREGIONGAZ, PURSUANT TO WHICH OOO GAZPROM
MEZHREGIONGAZ WILL DELIVER AND OAO GAZPROM
WILL ACCEPT (TAKE OFF) GAS PURCHASED BY OOO
GAZPROM MEZHREGIONGAZ FROM INDEPENDENT ENTITIES
IN THE AMOUNT NOT EXCEEDING 12 BILLION CUBIC
METERS AND WILL MAKE PAYMENT FOR THE GAS UP
TO AN AGGREGATE MAXIMUM AMOUNT OF 43.9 BILLION
RUBLES.
9AO AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
EXPORT, PURSUANT TO WHICH OOO GAZPROM EXPORT
UNDERTAKES, ACTING UPON OAO GAZPROM'S INSTRUCTIONS
AND FOR A TOTAL FEE NOT EXCEEDING 300 MILLION
RUBLES, IN ITS OWN NAME, BUT FOR OAO GAZPROM'S
ACCOUNT, TO ACCEPT COMMERCIAL PRODUCTS OWNED
BY OAO GAZPROM, INCLUDING CRUDE OIL, GAS CONDENSATE,
SULPHUR AND REFINED PRODUCTS AND SELL THEM
IN THE MARKET OUTSIDE THE TERRITORY OF THE
RUSSIAN FEDERATION, IN THE AMOUNT NOT EXCEEDING
5.5 MILLION TONS FOR THE SUM NOT EXCEEDING
60 BILLION RUBLES.
9AP AGREEMENTS BETWEEN OAO GAZPROM AND ZAO NORTHGAS, Mgmt No vote
PURSUANT TO WHICH ZAO NORTHGAS WILL DELIVER,
AND OAO GAZPROM WILL ACCEPT (TAKE OFF), GAS
IN THE AMOUNT NOT EXCEEDING 60 MILLION CUBIC
METERS, DELIVERABLE ON A MONTHLY BASIS, AND
OAO GAZPROM WILL MAKE PAYMENT FOR THE GAS UP
TO AN AGGREGATE MAXIMUM AMOUNT OF 61 MILLION
RUBLES.
9AQ AGREEMENTS BETWEEN OAO GAZPROM AND OAO SEVERNEFTEGAZPROM, Mgmt No vote
PURSUANT TO WHICH OAO SEVERNEFTEGAZPROM WILL
DELIVER, AND OAO GAZPROM WILL ACCEPT (TAKE
OFF), GAS IN THE AMOUNT NOT EXCEEDING 17 BILLION
CUBIC METERS, AND OAO GAZPROM WILL MAKE PAYMENT
FOR THE GAS UP TO AN AGGREGATE MAXIMUM AMOUNT
OF 30.09 BILLION RUBLES.
9AR AGREEMENTS BETWEEN OAO GAZPROM AND ZAO GAZPROM Mgmt No vote
NEFT ORENBURG, PURSUANT TO WHICH ZAO GAZPROM
NEFT ORENBURG WILL DELIVER, AND OAO GAZPROM
WILL ACCEPT (TAKE OFF), UNSTABLE CRUDE OIL
IN THE AMOUNT NOT EXCEEDING 800 THOUSAND TONS,
AND OAO GAZPROM WILL MAKE PAYMENT FOR THE CRUDE
OIL UP TO AN AGGREGATE MAXIMUM AMOUNT OF 7
BILLION RUBLES.
9AS AGREEMENTS BETWEEN OAO GAZPROM AND OAO NOVATEK, Mgmt No vote
PURSUANT TO WHICH OAO NOVATEK WILL DELIVER,
AND OAO GAZPROM WILL ACCEPT (TAKE OFF), GAS
IN THE AMOUNT NOT EXCEEDING 41 BILLION CUBIC
METERS, AND OAO GAZPROM WILL MAKE PAYMENT FOR
THE GAS UP TO AN AGGREGATE MAXIMUM AMOUNT OF
72.57 BILLION RUBLES.
9AT AGREEMENTS BETWEEN OAO GAZPROM AND OAO TOMSKGAZPROM, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL PROVIDE
SERVICES RELATED TO ARRANGING FOR THE TRANSPORTATION
OF GAS IN A TOTAL AMOUNT NOT EXCEEDING 3.6
BILLION CUBIC METERS, AND OAO TOMSKGAZPROM
WILL MAKE PAYMENT FOR THE SERVICES RELATED
TO ARRANGING FOR THE TRANSPORTATION OF GAS
VIA TRUNK GAS PIPELINES UP TO AN AGGREGATE
MAXIMUM AMOUNT OF 2 BILLION RUBLES.
9AU AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
MEZHREGIONGAZ, PURSUANT TO WHICH OAO GAZPROM
WILL PROVIDE SERVICES RELATED TO ARRANGING
FOR THE TRANSPORTATION OF GAS IN A TOTAL AMOUNT
NOT EXCEEDING 82 BILLION CUBIC METERS ACROSS
THE TERRITORY OF THE RUSSIAN FEDERATION AND
THE REPUBLIC OF KAZAKHSTAN, AND OOO GAZPROM
MEZHREGIONGAZ WILL MAKE PAYMENT FOR THE SERVICES
RELATED TO ARRANGING FOR THE TRANSPORTATION
OF GAS VIA TRUNK GAS PIPELINES UP TO AN AGGREGATE
MAXIMUM AMOUNT OF 157.3 BILLION RUBLES.
9AV AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
NEFT, PURSUANT TO WHICH OAO GAZPROM WILL PROVIDE
SERVICES RELATED TO ARRANGING FOR THE TRANSPORTATION
OF GAS IN A TOTAL AMOUNT NOT EXCEEDING 7 BILLION
CUBIC METERS AND OAO GAZPROM NEFT WILL MAKE
PAYMENT FOR THE SERVICES RELATED TO ARRANGING
FOR THE TRANSPORTATION OF GAS VIA TRUNK GAS
PIPELINES UP TO AN AGGREGATE MAXIMUM AMOUNT
OF 5.047 BILLION RUBLES.
9AW AGREEMENTS BETWEEN OAO GAZPROM AND OAO NOVATEK, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL PROVIDE
SERVICES RELATED TO ARRANGING FOR THE TRANSPORTATION
OF GAS IN A TOTAL AMOUNT NOT EXCEEDING 57.9
BILLION CUBIC METERS AND OAO NOVATEK WILL MAKE
PAYMENT FOR THE SERVICES RELATED TO ARRANGING
FOR THE TRANSPORTATION OF GAS VIA TRUNK GAS
PIPELINES UP TO AN AGGREGATE MAXIMUM AMOUNT
OF 89.7 BILLION RUBLES.
9AX AGREEMENTS BETWEEN OAO GAZPROM AND OAO NOVATEK, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL PROVIDE
SERVICES RELATED TO ARRANGING FOR THE INJECTION
OF GAS OWNED BY OAO NOVATEK INTO UNDERGROUND
GAS STORAGE FACILITIES AND ITS STORAGE IN SUCH
FACILITIES IN THE AMOUNT NOT EXCEEDING 3.45
BILLION CUBIC METERS, AND OAO NOVATEK WILL
MAKE PAYMENT FOR THE SERVICES RELATED TO ARRANGING
FOR GAS INJECTION AND STORAGE UP TO AN AGGREGATE
MAXIMUM AMOUNT OF 2.35 BILLION RUBLES, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
9AY AGREEMENTS BETWEEN OAO GAZPROM AND A/S LATVIJAS Mgmt No vote
GAZE, PURSUANT TO WHICH OAO GAZPROM WILL SELL,
AND A/S LATVIJAS GAZE WILL PURCHASE, GAS IN
THE AMOUNT NOT EXCEEDING 1.37 BILLION CUBIC
METERS FOR AN AGGREGATE MAXIMUM AMOUNT OF 424.7
MILLION EUROS IN 2012 AND PURSUANT TO WHICH
A/S LATVIJAS GAZE WILL PROVIDE SERVICES RELATED
TO INJECTION INTO AND STORAGE IN THE INCUKALNA
UNDERGROUND GAS STORAGE FACILITY OF GAS OWNED
BY OAO GAZPROM, AND RELATED TO ITS OFF-TAKING
AND TRANSPORTATION ACROSS THE TERRITORY OF
THE REPUBLIC OF LATVIA IN 2012 IN THE AMOUNTS.
9AZ AGREEMENTS BETWEEN OAO GAZPROM AND AB LIETUVOS Mgmt No vote
DUJOS, PURSUANT TO WHICH OAO GAZPROM WILL SELL,
AND AB LIETUVOS DUJOS WILL PURCHASE, GAS IN
THE AMOUNT NOT EXCEEDING 1.72 BILLION CUBIC
METERS WITH AN AGGREGATE MAXIMUM AMOUNT OF
535 MILLION EUROS IN 2012 AND PURSUANT TO WHICH
AB LIETUVOS DUJOS WILL PROVIDE SERVICES RELATED
TO THE TRANSPORTATION OF GAS IN TRANSPORT MODE
ACROSS THE TERRITORY OF THE REPUBLIC OF LITHUANIA
IN THE AMOUNT NOT EXCEEDING 2.5 BILLION CUBIC
METERS IN 2012 AND OAO GAZPROM WILL MAKE PAYMENT
FOR THE GAS TRANSPORTATION SERVICES.
9BA AGREEMENTS BETWEEN OAO GAZPROM AND UAB KAUNO Mgmt No vote
TERMOFIKACIJOS ELEKTRINE, PURSUANT TO WHICH
OAO GAZPROM WILL SELL, AND UAB KAUNO TERMOFIKACIJOS
ELEKTRINE WILL PURCHASE, GAS IN THE AMOUNT
NOT EXCEEDING 410 MILLION CUBIC METERS FOR
AN AGGREGATE MAXIMUM AMOUNT OF 127.1 MILLION
EUROS IN 2012.
9BB AGREEMENTS BETWEEN OAO GAZPROM AND AO MOLDOVAGAZ, Mgmt No vote
PURSUANT TO WHICH OAO GAZPROM WILL SELL AND
AO MOLDOVAGAZ WILL PURCHASE GAS IN THE AMOUNT
NOT EXCEEDING 10.4 BILLION CUBIC METERS FOR
AN AGGREGATE MAXIMUM AMOUNT OF 3.3 BILLION
U.S. DOLLARS IN 2012 - 2014 AND PURSUANT TO
WHICH AO MOLDOVAGAZ WILL PROVIDE SERVICES RELATED
TO THE TRANSPORTATION OF GAS IN TRANSPORT MODE
ACROSS THE TERRITORY OF THE REPUBLIC OF MOLDOVA
IN THE AMOUNT NOT EXCEEDING 70 BILLION CUBIC
METERS IN 2012-2014, & OAO GAZPROM WILL MAKE
PAYMENT FOR SERVICES RELATED TO TRANSPORTATION
OF GAS.
9BC AGREEMENTS BETWEEN OAO GAZPROM AND KAZROSGAZ Mgmt No vote
LLP, PURSUANT TO WHICH OAO GAZPROM WILL PROVIDE
SERVICES RELATED TO ARRANGING FOR THE TRANSPORTATION
OF GAS OWNED BY KAZROSGAZ LLP ACROSS THE TERRITORY
OF THE RUSSIAN FEDERATION AS FOLLOWS: IN 2011
- IN THE AMOUNT NOT EXCEEDING 10.5 BILLION
CUBIC METERS, AND KAZROSGAZ LLP WILL MAKE PAYMENT
FOR THE SERVICES RELATED TO ARRANGING FOR THE
TRANSPORTATION OF GAS VIA TRUNK GAS PIPELINES
UP TO AN AGGREGATE MAXIMUM AMOUNT OF 43.5 MILLION
U.S. DOLLARS, IN 2012 - IN THE AMOUNT NOT EXCEEDING
15 BILLION CUBIC METERS.
9BD AGREEMENTS BETWEEN OAO GAZPROM AND GAZPROM GERMANIA Mgmt No vote
GMBH, PURSUANT TO WHICH OAO GAZPROM WILL PROVIDE
SERVICES RELATED TO ARRANGING FOR THE TRANSPORTATION
OF NATURAL GAS OWNED BY GAZPROM GERMANIA GMBH
ACROSS THE TERRITORY OF THE REPUBLIC OF KAZAKHSTAN,
THE REPUBLIC OF UZBEKISTAN, THE RUSSIAN FEDERATION,
AND THE REPUBLIC OF BELARUS IN THE AMOUNT NOT
EXCEEDING 63.3 BILLION CUBIC METERS, AND GAZPROM
GERMANIA GMBH WILL MAKE PAYMENT FOR THE SERVICES
RELATED TO ARRANGING FOR THE TRANSPORTATION
OF GAS VIA TRUNK GAS PIPELINES.
9BE AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS, Mgmt No vote
PURSUANT TO WHICH OOO GAZPROMTRANS UNDERTAKES,
ACTING UPON OAO GAZPROM'S INSTRUCTIONS AND
FOR A FEE WITH AN AGGREGATE MAXIMUM AMOUNT
OF 200,000 RUBLES, IN ITS OWN NAME, BUT FOR
THE ACCOUNT OF OAO GAZPROM, TO ENSURE IN 2011-2012
ARRANGEMENT OF OPERATIONS RELATED TO THE DEVELOPMENT
AND ASSESSMENT OF COST ESTIMATE DOCUMENTATION,
START-UP AND COMMISSIONING WORK AT OAO GAZPROM'S
FACILITIES COMMISSIONED UNDER INVESTMENT PROJECT
IMPLEMENTATION CONTRACTS, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
9BF AGREEMENTS BETWEEN OAO GAZPROM AND ZAO GAZPROM Mgmt No vote
INVEST YUG, PURSUANT TO WHICH ZAO GAZPROM INVEST
YUG UNDERTAKES, ACTING UPON OAO GAZPROM'S INSTRUCTIONS
AND FOR A FEE WITH AN AGGREGATE MAXIMUM AMOUNT
OF 900,000 RUBLES, IN ITS OWN NAME, BUT FOR
THE ACCOUNT OF OAO GAZPROM, TO ENSURE IN 2011-2012
ARRANGEMENT OF OPERATIONS RELATED TO THE DEVELOPMENT
AND ASSESSMENT OF COST ESTIMATE DOCUMENTATION,
START-UP AND COMMISSIONING WORK AT OAO GAZPROM'S
FACILITIES COMMISSIONED UNDER INVESTMENT PROJECT
IMPLEMENTATION CONTRACTS.
9BG AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
TSENTRREMONT, PURSUANT TO WHICH OOO GAZPROM
TSENTRREMONT UNDERTAKES, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS AND FOR A FEE WITH AN AGGREGATE
MAXIMUM AMOUNT OF 450,000 RUBLES, IN ITS OWN
NAME, BUT FOR THE ACCOUNT OF OAO GAZPROM, TO
ENSURE IN 2011-2012 ARRANGEMENT OF OPERATIONS
RELATED TO THE DEVELOPMENT AND ASSESSMENT OF
COST ESTIMATE DOCUMENTATION, START-UP AND COMMISSIONING
WORK AT OAO GAZPROM'S FACILITIES, COMMISSIONED
UNDER INVESTMENT PROJECT IMPLEMENTATION CONTRACTS,
IN THE "UNDER-LOAD" MODE.
9BH AGREEMENTS BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST, Mgmt No vote
PURSUANT TO WHICH ZAO YAMALGAZINVEST UNDERTAKES,
ACTING UPON OAO GAZPROM'S INSTRUCTIONS, FOR
A FEE WITH AN AGGREGATE MAXIMUM AMOUNT OF 950,000
RUBLES, IN ITS OWN NAME, BUT FOR THE ACCOUNT
OF OAO GAZPROM, TO ENSURE IN 2011-2012 ARRANGEMENT
OF OPERATIONS RELATED TO THE DEVELOPMENT AND
ASSESSMENT OF COST ESTIMATE DOCUMENTATION,
START-UP AND COMMISSIONING WORK AT OAO GAZPROM'S
FACILITIES, COMMISSIONED UNDER INVESTMENT PROJECT
IMPLEMENTATION CONTRACTS, IN THE "UNDER-LOAD"
MODE.
9BI AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
KOMPLEKTATSIA, PURSUANT TO WHICH OOO GAZPROM
KOMPLEKTATSIA UNDERTAKES, DURING THE PERIOD
BETWEEN JULY 1, 2011 AND DECEMBER 31, 2012,
ACTING UPON OAO GAZPROM'S INSTRUCTIONS, FOR
A TOTAL FEE NOT EXCEEDING 25.42 MILLION RUBLES
TO PROVIDE SERVICES RELATED TO SUPPLIES OF
WELL-REPAIR EQUIPMENT FOR THE SPECIALIZED SUBSIDIARIES
OF OAO GAZPROM.
9BJ AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
SPACE SYSTEMS, PURSUANT TO WHICH OAO GAZPROM
SPACE SYSTEMS UNDERTAKES, DURING THE PERIOD
BETWEEN JULY 1, 2011 AND DECEMBER 31, 2012,
ACTING UPON OAO GAZPROM'S INSTRUCTIONS, TO
PROVIDE SERVICES RELATED TO THE IMPLEMENTATION
OF OAO GAZPROM'S INVESTMENT PROJECTS INVOLVING
CONSTRUCTION AND COMMISSIONING OF FACILITIES,
AND OAO GAZPROM UNDERTAKES TO PAY FOR SUCH
SERVICES UP TO A MAXIMUM AMOUNT OF 1.7 MILLION
RUBLES.
9BK AGREEMENTS BETWEEN OAO GAZPROM AND ZAO YAMALGAZINVEST, Mgmt No vote
PURSUANT TO WHICH ZAO YAMALGAZINVEST UNDERTAKES,
DURING THE PERIOD BETWEEN JULY 1, 2011 AND
DECEMBER 31, 2012, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS, TO PROVIDE SERVICES RELATED TO
IMPLEMENTATION OF OAO GAZPROM'S INVESTMENT
PROJECTS INVOLVING CONSTRUCTION AND COMMISSIONING
OF FACILITIES, AND OAO GAZPROM UNDERTAKES TO
PAY FOR SUCH SERVICES UP TO A MAXIMUM AMOUNT
OF 29,593.7 MILLION RUBLES.
9BL AGREEMENTS BETWEEN OAO GAZPROM AND ZAO GAZPROM Mgmt No vote
NEFT ORENBURG, PURSUANT TO WHICH ZAO GAZPROM
NEFT ORENBURG UNDERTAKES, DURING THE PERIOD
BETWEEN JULY 1, 2011 AND DECEMBER 31, 2012,
ACTING UPON OAO GAZPROM'S INSTRUCTIONS, TO
PROVIDE SERVICES RELATED TO IMPLEMENTATION
OF OAO GAZPROM'S INVESTMENT PROJECTS INVOLVING
CONSTRUCTION AND COMMISSIONING OF FACILITIES,
AND OAO GAZPROM UNDERTAKES TO PAY FOR SUCH
SERVICES UP TO A MAXIMUM AMOUNT OF 228.5 MILLION
RUBLES.
9BM AGREEMENTS BETWEEN OAO GAZPROM AND ZAO GAZPROM Mgmt No vote
INVEST YUG, PURSUANT TO WHICH ZAO GAZPROM INVEST
YUG UNDERTAKES, DURING THE PERIOD BETWEEN JULY
1, 2011 AND DECEMBER 31, 2012, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, TO PROVIDE SERVICES
RELATED TO IMPLEMENTATION OF OAO GAZPROM'S
INVESTMENT PROJECTS INVOLVING CONSTRUCTION
AND COMMISSIONING OF FACILITIES, AND OAO GAZPROM
UNDERTAKES TO PAY FOR SUCH SERVICES UP TO A
MAXIMUM AMOUNT OF 6,733.2 MILLION RUBLES.
9BN AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROMTRANS, Mgmt No vote
PURSUANT TO WHICH OOO GAZPROMTRANS UNDERTAKES,
DURING THE PERIOD BETWEEN JULY 1, 2011 AND
DECEMBER 31, 2012, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS, TO PROVIDE SERVICES RELATED TO
IMPLEMENTATION OF OAO GAZPROM'S INVESTMENT
PROJECTS INVOLVING CONSTRUCTION AND COMMISSIONING
OF FACILITIES, AND OAO GAZPROM UNDERTAKES TO
PAY FOR SUCH SERVICES UP TO MAXIMUM AMOUNT
OF 2,261.6 MILLION RUBLES.
9BO AGREEMENTS BETWEEN OAO GAZPROM AND OOO GAZPROM Mgmt No vote
TSENTRREMONT, PURSUANT TO WHICH OOO GAZPROM
TSENTRREMONT UNDERTAKES, DURING THE PERIOD
BETWEEN JULY 1, 2011 AND DECEMBER 31, 2012,
ACTING UPON OAO GAZPROM'S INSTRUCTIONS, TO
PROVIDE SERVICES RELATED TO IMPLEMENTATION
OF OAO GAZPROM'S INVESTMENT PROJECTS INVOLVING
CONSTRUCTION AND COMMISSIONING OF FACILITIES,
AND OAO GAZPROM UNDERTAKES TO PAY FOR SUCH
SERVICES UP TO A MAXIMUM AMOUNT OF 3,754 MILLION
RUBLES.
9BP AGREEMENTS BETWEEN OAO GAZPROM AND ZAO GAZTELECOM, Mgmt No vote
PURSUANT TO WHICH ZAO GAZTELECOM UNDERTAKES,
DURING THE PERIOD BETWEEN JULY 1, 2011 AND
DECEMBER 31, 2012, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS, TO PROVIDE SERVICES RELATED TO
IMPLEMENTATION OF OAO GAZPROM'S INVESTMENT
PROJECTS INVOLVING CONSTRUCTION AND COMMISSIONING
OF FACILITIES, AND OAO GAZPROM UNDERTAKES TO
PAY FOR SUCH SERVICES UP TO A MAXIMUM AMOUNT
OF 71.55 MILLION RUBLES.
9BQ AGREEMENTS BETWEEN OAO GAZPROM AND OAO SOGAZ, Mgmt No vote
PURSUANT TO WHICH OAO SOGAZ UNDERTAKES, IN
THE EVENT OF LOSS OR DESTRUCTION OF, OR DAMAGE
TO, INCLUDING DEFORMATION OF THE ORIGINAL GEOMETRICAL
DIMENSIONS OF STRUCTURES OR INDIVIDUAL ELEMENTS
OF, MACHINERY OR EQUIPMENT; LINEAR PORTIONS,
TECHNOLOGICAL EQUIPMENT AND FIXTURES OF TRUNK
GAS PIPELINES, PETROLEUM PIPELINES OR REFINED
PRODUCT PIPELINES; PROPERTY FORMING PART OF
WELLS; NATURAL GAS HELD AT FACILITIES OF THE
UNIFIED GAS SUPPLY SYSTEM IN THE COURSE OF
TRANSPORTATION OR STORAGE IN UNDERGROUND GAS
STORAGE RESERVOIRS.
9BR AGREEMENTS BETWEEN OAO GAZPROM AND OAO SOGAZ, Mgmt No vote
PURSUANT TO WHICH OAO SOGAZ UNDERTAKES, IN
THE EVENT THAT HARM IS CAUSED TO THE LIFE,
HEALTH OR PROPERTY OF OTHER PERSONS OR THE
NATURAL ENVIRONMENT AS A RESULT OF AN EMERGENCY
OR INCIDENT OCCURRING, AMONG OTHER THINGS,
AS A RESULT OF A TERRORIST ACT AT A HAZARDOUS
INDUSTRIAL FACILITY OPERATED BY OAO GAZPROM
("INSURED EVENTS"), TO MAKE AN INSURANCE PAYMENT
TO PHYSICAL PERSONS WHOSE LIFE, HEALTH OR PROPERTY
HAS BEEN HARMED, TO LEGAL ENTITIES WHOSE PROPERTY
HAS BEEN HARMED OR TO THE STATE.
9BS AGREEMENTS BETWEEN OAO GAZPROM AND OAO SOGAZ, Mgmt No vote
PURSUANT TO WHICH OAO SOGAZ UNDERTAKES - IN
THE EVENT THAT ANY HARM IS CAUSED TO THE LIFE
OR HEALTH OF OAO GAZPROM'S EMPLOYEES ("INSURED
PERSONS") AS A RESULT OF AN ACCIDENT THAT OCCURS
DURING THE INSURED PERIOD OR A DISEASE HAVING
BEEN DIAGNOSED DURING THE EFFECTIVE PERIOD
OF THE RESPECTIVE AGREEMENTS ("INSURED EVENTS"),
TO MAKE AN INSURANCE PAYMENT TO THE INSURED
PERSON OR TO THE PERSON DESIGNATED BY HIM (HER)
AS HIS (HER) BENEFICIARY OR TO THE HEIRS OF
THE INSURED PERSON (BENEFICIARIES).
9BT AGREEMENTS BETWEEN OAO GAZPROM AND OAO SOGAZ, Mgmt No vote
PURSUANT TO WHICH OAO SOGAZ UNDERTAKES, IN
THE EVENT THAT ANY EMPLOYEES OF OAO GAZPROM
OR MEMBERS OF THEIR FAMILIES OR RETIRED FORMER
EMPLOYEES OF OAO GAZPROM OR MEMBERS OF THEIR
FAMILIES (INSURED PERSONS WHO ARE BENEFICIARIES)
APPLY TO A HEALTH CARE INSTITUTION FOR MEDICAL
SERVICES ("INSURED EVENTS"), TO ARRANGE AND
PAY FOR SUCH MEDICAL SERVICES TO THE INSURED
PERSONS UP TO THE AGGREGATE INSURANCE AMOUNT
NOT EXCEEDING 550 BILLION RUBLES, AND OAO GAZPROM
UNDERTAKES TO PAY OAO SOGAZ AN INSURANCE PREMIUM.
9BU AGREEMENT BETWEEN OAO GAZPROM AND OAO SOGAZ, Mgmt No vote
PURSUANT TO WHICH OAO SOGAZ UNDERTAKES, IN
THE EVENT OF: ASSERTION OF CLAIMS AGAINST MEMBERS
OF THE BOARD OF DIRECTORS OR THE MANAGEMENT
COMMITTEE OF OAO GAZPROM WHO ARE NOT PERSONS
HOLDING STATE POSITIONS IN THE RUSSIAN FEDERATION
OR POSITIONS IN THE STATE CIVIL SERVICE (INSURED
PERSONS) BY PHYSICAL PERSONS OR LEGAL ENTITIES
FOR WHOSE BENEFIT THE AGREEMENT WILL BE ENTERED
INTO AND WHO COULD SUFFER HARM, INCLUDING SHAREHOLDERS
OF OAO GAZPROM, DEBTORS AND CREDITORS OF OAO
GAZPROM.
9BV AGREEMENT BETWEEN OAO GAZPROM AND OAO SOGAZ, Mgmt No vote
PURSUANT TO WHICH OAO SOGAZ UNDERTAKES, IN
THE EVENT OF ANY LIABILITY INCURRED BY OAO
GAZPROM IN ITS CAPACITY AS A CUSTOMS BROKER
AS A RESULT OF ANY HARM CAUSED TO THE ASSETS
OF ANY THIRD PERSONS REPRESENTED BY OAO GAZPROM
IN CONNECTION WITH THE CONDUCT OF CUSTOMS OPERATIONS
(BENEFICIARIES) OR AS A CONSEQUENCE OF ANY
BREACHES OF THE CONTRACTS SIGNED WITH SUCH
PERSONS, TO MAKE AN INSURANCE PAYMENT TO THE
PERSONS CONCERNED IN AN AGGREGATE MAXIMUM AMOUNT
OF 20 MILLION RUBLES PAYABLE IN EACH INSURED
EVENT.
9BW AGREEMENTS BETWEEN OAO GAZPROM AND OAO SOGAZ, Mgmt No vote
PURSUANT TO WHICH OAO SOGAZ UNDERTAKES, IN
THE EVENT THAT ANY HARM (DAMAGE OR DESTRUCTION)
IS CAUSED TO A TRANSPORTATION VEHICLE OWNED
BY OAO GAZPROM OR THAT SUCH VEHICLE IS STOLEN
OR HIJACKED OR THAT ANY OF THE INDIVIDUAL COMPONENTS,
PARTS, UNITS, DEVICES, AND SUPPLEMENTARY EQUIPMENT
INSTALLED ON SUCH TRANSPORTATION VEHICLE IS
STOLEN ("INSURED EVENTS"), TO MAKE AN INSURANCE
PAYMENT TO OAO GAZPROM (AS THE BENEFICIARY)
UP TO THE AGGREGATE INSURANCE AMOUNT OF 1,180.7
MILLION RUBLES.
9BX AGREEMENTS BETWEEN OAO GAZPROM AND OAO VOSTOKGAZPROM, Mgmt No vote
GAZPROMBANK (OPEN JOINT STOCK COMPANY), ZAO
GAZTELECOM, OAO GAZPROM PROMGAZ, OAO GAZPROM
GAZORASPREDELENIYE, OOO GAZPROM EXPORT, OOO
GAZPROMTRANS, ZAO GAZPROM INVEST YUG, OAO GAZPROM
SPACE SYSTEMS, OOO GAZPROM KOMPLEKTATSIYA,
OAO GAZPROM NEFT, ZAO GAZPROM NEFT ORENBURG,
OAO DRUZHBA, OOO GAZPROM MEZHREGIONGAZ, OAO
GAZPROM NEFTEKHIM SALAVAT, OAO SOGAZ, DOAO
TSENTRENERGOGAZ OF OAO GAZPROM, OAO TSENTRGAZ,
OOO GAZPROM TSENTRREMONT, AND ZAO YAMALGAZINVEST
(THE "CONTRACTORS").
9BY AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, PRE-INVESTMENT
RESEARCH WORK FOR OAO GAZPROM COVERING THE
FOLLOWING SUBJECTS: "SUBSTANTIATION OF INVESTMENTS
IN THE COMMERCIAL DEVELOPMENT AND UTILIZATION
OF METHANE IN COAL BEDS ON THE BASIS OF RESULTS
OBTAINED FROM THE PILOT AND EXPERIMENTAL-COMMERCIAL
DEVELOPMENT OF FIRST-IN-LINE FIELDS OVER 2010-2012".
9BZ AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES DURING THE PERIOD OF THREE YEARS
AFTER THEIR EXECUTION, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS, TO PROVIDE SERVICES INVOLVED
IN THE COST ANALYSIS OF DESIGN AND SURVEYING
WORKS AS PART OF THE ESTIMATED VALUE OF THE
CONSTRUCTION PROJECT IN ACCORDANCE WITH THE
APPROVED PROJECT DOCUMENTS WITH DUE REGARD
FOR THE TYPE AND CAPACITY OF THE RESPECTIVE
FACILITY ON THE BASIS OF THE RELEVANT METHODS
APPROVED BY OAO GAZPROM PROMGAZ.
9CA AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES DURING THE PERIOD OF THREE YEARS
AFTER THEIR EXECUTION, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS, TO PROVIDE SERVICES INVOLVED
IN THE IMPLEMENTATION OF PROGRAMS FOR THE SCIENTIFIC
AND TECHNICAL COOPERATION OF OAO GAZPROM WITH
FOREIGN PARTNER COMPANIES, AND OAO GAZPROM
UNDERTAKES TO MAKE PAYMENT FOR SUCH SERVICES
UP TO AN AGGREGATE MAXIMUM AMOUNT OF TWO MILLION
RUBLES
9CB AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, RESEARCH WORK FOR
OAO GAZPROM COVERING THE FOLLOWING SUBJECTS:
"FEASIBILITY STUDY OF OPTIONS FOR UNDERGROUND
COAL GASIFICATION (UCG) ENTERPRISES TO GENERATE
ELECTRICITY AND PRODUCE A SYNTHETIC SUBSTITUTE
NATURAL GAS (SNG)" AND "PROCESS OPERATIONAL
DIAGRAM FOR THE DEVELOPMENT OF THE CHIKANSKY
GAS-CONDENSATE FIELD IN THE IRKUTSK REGION".
9CC AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, RESEARCH WORK FOR
OAO GAZPROM COVERING THE FOLLOWING SUBJECTS:
"PREPARATION OF TECHNICAL PROPOSALS FOR EFFICIENT
POWER PLANT USE ON THE BASIS OF RENEWABLE ENERGY
SOURCES AND NON-CONVENTIONAL HYDROCARBON ENERGY
RESOURCES", ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
9CD AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, RESEARCH WORK FOR
OAO GAZPROM COVERING THE FOLLOWING SUBJECTS:
"ASSESSMENT OF THE POSSIBILITY TO USE LIQUEFIED
NATURAL GAS WITH A VIEW TO EVENING OUT SEASONAL
VACILLATIONS IN GAS-DISTRIBUTION SYSTEMS",
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
9CE AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, RESEARCH WORK FOR
OAO GAZPROM COVERING THE FOLLOWING SUBJECTS:
"PREPARATION OF METHODS FOR THE ASSESSMENT
OF FINANCIAL AND ECONOMIC EFFICIENCY IN THE
DEVELOPMENT OF COAL-METHANOL FIELDS WITH DUE
REGARD FOR PUBLIC AND REGIONAL EFFECTS", ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
9CF AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, RESEARCH WORK FOR
OAO GAZPROM COVERING THE FOLLOWING SUBJECTS:
"PREPARATION OF PROCEDURES FOR PREPARING A
RECLAMATION PLAN FOR THE CONSTRUCTION OF GAS-TRANSPORTATION
FACILITIES" AND "PROJECTIONS REGARDING THE
COMMISSIONING OF GAS PIPELINE BRANCHES IN THE
YEARS UP TO 2030" AND TO DELIVER THE RESEARCH
RESULTS TO OAO GAZPROM.
9CG AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, RESEARCH WORK FOR
OAO GAZPROM COVERING THE FOLLOWING SUBJECTS:
"SCIENTIFIC SUPPORT FOR THE DEVELOPMENT OF
COAL-METHANOL FIELDS IN KUZBASS" AND "PREPARATION
OF A MASTER PLAN FOR GAS SUPPLIES AND CONVERSION
TO GAS SERVICES IN THE KEMEROVO REGION" AND
TO DELIVER THE RESEARCH RESULTS TO OAO GAZPROM,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
9CH AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES DURING THE PERIOD OF TWO YEARS AFTER
THEIR EXECUTION, ACTING UPON OAO GAZPROM'S
INSTRUCTIONS, TO PROVIDE SERVICES INVOLVED
IN MAINTAINING THE INFORMATION PORTAL OF THE
OFFICE FOR CONVERSION TO GAS SERVICES AND GAS
USES IN ORDER TO MONITOR, DIAGNOSE, AND MANAGE
GAS FACILITIES, WHILE OAO GAZPROM UNDERTAKES
TO MAKE PAYMENT FOR SUCH SERVICES UP TO AN
AGGREGATE MAXIMUM AMOUNT OF 8.3 MILLION RUBLES.
9CI AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, RESEARCH WORK FOR
OAO GAZPROM COVERING THE FOLLOWING SUBJECTS:
"STUDIES OF INFORMATION ABOUT OIL AND GAS OCCURRENCE,
AND ASSESSMENTS OF HYDROCARBON RESOURCES, IN
THE REPUBLIC OF BURYATIA, DETERMINATIONS OF
OUTLOOK AND GUIDELINES FOR GEOLOGICAL EXPLORATION,
AND PROPOSALS REGARDING MINERAL-COMMODITY BASE
IDENTIFICATION.
9CJ AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, TO PROVIDE SERVICES
INVOLVED IN THE PREPARATION OF PROPOSALS TO
ENLIST PARTNER COMPANIES IN THE DEVELOPMENT
OF HYDROCARBON FIELDS THE ECONOMIC INDICATORS
CONCERNING WHICH FAIL TO MEET CORPORATE REQUIREMENTS
FOR RETURNS ON INVESTMENTS, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
9CK AGREEMENTS BETWEEN OAO GAZPROM AND OAO GAZPROM Mgmt No vote
PROMGAZ, PURSUANT TO WHICH OAO GAZPROM PROMGAZ
UNDERTAKES TO PERFORM DURING THE PERIOD OF
THREE YEARS AFTER THEIR EXECUTION, ACTING UPON
OAO GAZPROM'S INSTRUCTIONS, RESEARCH WORK FOR
OAO GAZPROM COVERING THE FOLLOWING SUBJECTS:
"PREPARATION OF THE GAZPROM CORPORATE STANDARD
'OPERATING RULES FOR THE WATER-SUPPLY AND WATER-DISPOSAL
SYSTEMS OF OAO GAZPROM'", "PREPARATION OF THE
GAZPROM CORPORATE STANDARD 'REGULATIONS ON
THE START-UP AND COMMISSIONING OF HEAT-AND-POWER
EQUIPMENT OF HEAT-SUPPLY SYSTEMS
ZZZ THIS IS A NON VOTEABLE RESOLUTION. Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
OAO GAZPROM Agenda Number: 933479671
--------------------------------------------------------------------------------------------------------------------------
Security: 368287207
Meeting Type: Consent
Meeting Date: 30-Jun-2011
Ticker: OGZPY
ISIN: US3682872078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 EARLY TERMINATE POWERS OF THE MEMBERS OF THE Mgmt No vote
BOARD OF DIRECTORS OF OAO GAZPROM.
2A ELECTION OF DIRECTOR: AKIMOV ANDREY IGOREVICH Mgmt No vote
2B ELECTION OF DIRECTOR: ANANENKOV ALEXANDER GEORGIEVICH Mgmt No vote
RECOMMENDED
2C ELECTION OF DIRECTOR: GAZIZULLIN FARIT RAFIKOVICH Mgmt No vote
2D ELECTION OF DIRECTOR: KARPEL ELENA EVGENIEVNA Mgmt No vote
RECOMMENDED
2E ELECTION OF DIRECTOR: KULIBAEV TIMUR Mgmt No vote
2F ELECTION OF DIRECTOR: MARTYNOV VIKTOR GEORGIEVICH Mgmt No vote
2G ELECTION OF DIRECTOR: MAU VLADIMIR ALEXANDROVICH Mgmt No vote
2H ELECTION OF DIRECTOR: MILLER ALEXEY BORISOVICH Mgmt No vote
RECOMMENDED
2I ELECTION OF DIRECTOR: MUSIN VALERY ABRAMOVICH Mgmt No vote
RECOMMENDED
2J ELECTION OF DIRECTOR: SEREDA MIKHAIL LEONIDOVICH Mgmt No vote
2K ELECTION OF DIRECTOR: YUSUFOV IGOR KHANUKOVICH Mgmt No vote
2L ELECTION OF DIRECTOR: ZUBKOV VIKTOR ALEXEEVICH Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
PETROBRAS ARGENTINA S.A. Agenda Number: 933388161
--------------------------------------------------------------------------------------------------------------------------
Security: 71646J109
Meeting Type: Annual
Meeting Date: 06-Apr-2011
Ticker: PZE
ISIN: US71646J1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 CONSIDER ANNUAL REPORT & FINANCIAL STATEMENTS Mgmt No vote
FOR FISCAL YEAR 31DEC,10, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT
02 APPROVAL OF PERFORMANCE OF THE MANAGEMENT AND Mgmt No vote
SUPERVISORY BODIES FOR FISCAL YEAR ENDED DECEMBER
31, 2010.
03 ALLOCATION OF PROFITS FOR THE YEAR. Mgmt No vote
04 ELECTION OF REGULAR DIRECTORS. ELECTION OF ALTERNATE Mgmt No vote
DIRECTORS AND DETERMINATION OF THE ORDER OF
PRIORITY.
05 ELECTION OF THE REGULAR AND ALTERNATE MEMBERS Mgmt No vote
OF THE STATUTORY SYNDIC COMMITTEE.
06 CONSIDERATION OF THE COMPENSATION OF DIRECTORS Mgmt No vote
AND STATUTORY SYNDIC COMMITTEE'S MEMBERS.
07 CONSIDERATION OF COMPENSATION OF THE CERTIFIED Mgmt No vote
PUBLIC ACCOUNTANT WHO AUDITED THE GENERAL BALANCE
SHEET AS OF DECEMBER 31, 2010 AND APPOINTMENT
OF THE CERTIFIED PUBLIC ACCOUNTANT WHO WILL
PERFORM AS INDEPENDENT AUDITOR FOR THE NEW
FISCAL YEAR.
08 CONSIDERATION OF THE AUDIT COMMITTEE'S BUDGET. Mgmt No vote
09 CONSIDERATION OF THE RESOLUTION ADOPTED BY THE Mgmt No vote
COMPANY'S BOARD OF DIRECTORS AT THE MEETING
HELD ON AUGUST 3, 2010, CONCERNING EXECUTION
OF A TRUST AGREEMENT WITH BNP PARIBAS ARGENTINA
INVESTMENT PARTNERS S.A., WITH THE TRUST ASSETS,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
10 APPOINTMENT OF TWO SHAREHOLDERS TO SIGN THE Mgmt No vote
MINUTES.
--------------------------------------------------------------------------------------------------------------------------
PETROBRAS ENERGIA S.A. Agenda Number: 933363323
--------------------------------------------------------------------------------------------------------------------------
Security: 71646J109
Meeting Type: Annual
Meeting Date: 25-Jan-2011
Ticker: PZE
ISIN: US71646J1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ELECTION OF THE REGULAR DIRECTOR OR REGULAR Mgmt No vote
DIRECTORS TO REPLACE THE RESIGNING DIRECTORS.
02 APPOINTMENT OF TWO SHAREHOLDERS TO SIGN THE Mgmt No vote
MINUTES.
--------------------------------------------------------------------------------------------------------------------------
ROSTELECOM LONG DISTANCE & TELECOMM. Agenda Number: 933336756
--------------------------------------------------------------------------------------------------------------------------
Security: 778529107
Meeting Type: Special
Meeting Date: 10-Nov-2010
Ticker: ROSYY
ISIN: US7785291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO PAY DIVIDEND AS FOLLOWS: IN AMOUNT OF - 0.0000000411722654%Mgmt No vote
OF NET PROFITS UPON THE RESULTS OF THE 9 MONTHS
OF THE FISCAL YEAR 2010 PER ONE TYPE A PREFERRED
SHARE; 0.0000000274519684% OF NET PROFITS UPON
THE RESULTS OF THE 9 MONTHS OF FISCAL YEAR
2010 PER ONE ORDINARY SHARE. IN A MANNER SPECIFIED
BY SHAREHOLDERS, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
02 TO APPROVE THE AMENDMENTS NO.3 TO THE COMPANY'S Mgmt No vote
CHARTER.
--------------------------------------------------------------------------------------------------------------------------
ROSTELECOM LONG DISTANCE & TELECOMM. Agenda Number: 933362799
--------------------------------------------------------------------------------------------------------------------------
Security: 778529107
Meeting Type: Consent
Meeting Date: 22-Jan-2011
Ticker: ROSYY
ISIN: US7785291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO EARLY TERMINATE THE AUTHORITY OF THE BOARD Mgmt No vote
OF DIRECTORS MEMBERS.
2A TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ANATOLY BALLO
2B TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: VLADIMIR BONDARIK
2C TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: YURY KUDIMOV
2D TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: SERGEI KUZNETSOV
2E TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: MIKHAIL LESHCHENKO
2F TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: KONSTANTIN MALOFEEV
2G TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: MIKHAIL POLUBOYARINOV
2H TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: SERGEI PRIDANTSEV
2I TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ALEXANDER PROVOTOROV
2J TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: IVAN RODIONOV
2K TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: VLADIM SEMENOV
2L TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ANATOLY TIKHONOV
03 TO APPROVE THE AMENDMENTS TO THE CHARTER Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
ROSTELECOM LONG DISTANCE & TELECOMM. Agenda Number: 933477805
--------------------------------------------------------------------------------------------------------------------------
Security: 778529107
Meeting Type: Consent
Meeting Date: 27-Jun-2011
Ticker: ROSYY
ISIN: US7785291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVAL OF THE COMPANY'S ANNUAL REPORT, ANNUAL Mgmt No vote
FINANCIAL STATEMENTS, INCLUDING PROFIT AND
LOSS STATEMENT OF THE COMPANY, UPON THE RESULTS
OF THE REPORTING FISCAL YEAR 2010.
02 DISTRIBUTION OF PROFITS (INCLUDING DIVIDEND Mgmt No vote
PAYMENT) UPON THE RESULTS OF THE REPORTING
FISCAL YEAR 2010.
3A TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ANATOLY BALLO
3B TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: VLADIMIR BONDARIK
3C TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ALEXANDER VINOGRADOV
3D TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ANTON ZLATOPOLSKY
3E TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: YURY KUDIMOV
3F TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: SERGEI KUZNETSOV
3G TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ANATOLY MILYUKOV
3H TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ANASTASIYA OSITIS
3I TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ALEXANDER PERTSOVSKY
3J TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: MIKHAIL POLUBOYARINOV
3K TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: SERGEI PRIDANTSEV
3L TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ALEXANDER PROVOTOROV
3M TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: IVAN RODIONOV
3N TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: VADIM SEMENOV
3O TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: ANATOLY TIKHONOV
3P TO ELECT THE FOLLOWING INDIVIDUAL ON THE BOARD Mgmt No vote
OF DIRECTORS: IGOR SHCHEGOLEV
4A ELECTION OF THE AUDIT COMMISSION: SVETLANA BOCHAROVA Mgmt No vote
4B ELECTION OF THE AUDIT COMMISSION: VALENTINA Mgmt No vote
VEREMYANINA
4C ELECTION OF THE AUDIT COMMISSION: BOGDAN GOLUBITSKY Mgmt No vote
4D ELECTION OF THE AUDIT COMMISSION: ANDREI DERKACH Mgmt No vote
4E ELECTION OF THE AUDIT COMMISSION: EKATERINA Mgmt No vote
DUBROVINA
4F ELECTION OF THE AUDIT COMMISSION: OLGA KOROLEVA Mgmt No vote
4G ELECTION OF THE AUDIT COMMISSION: VYACHESLAV Mgmt No vote
ULUPOV
05 APPROVAL OF THE COMPANY'S AUDITOR FOR THE YEAR Mgmt No vote
2011.
06 APPROVAL OF THE RESTATED CHARTER OF THE COMPANY. Mgmt No vote
07 APPROVAL OF THE RESTATED REGULATIONS ON THE Mgmt No vote
BOARD OF DIRECTORS OF THE COMPANY.
08 APPROVAL OF THE RESTATED REGULATIONS ON THE Mgmt No vote
PRESIDENT OF THE COMPANY.
09 APPROVAL OF THE RESTATED REGULATIONS ON THE Mgmt No vote
MANAGEMENT BOARD OF THE COMPANY.
10 APPROVAL OF RELATED PARTY TRANSACTIONS THAT Mgmt No vote
PROVIDE MUTUAL INCENTIVES AND ARE BASED ON
STOCK AND PROPERTY OF THE COMPANY IN EXCESS
OF TWO (2) PERCENT OF THE COMPANY'S BOOK VALUE
OF ASSETS AS REFLECTED IN THE COMPANY'S FINANCIAL
STATEMENTS AS OF THE LAST REPORTING DATE, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
11 JOINING THE LTE TELECOM OPERATORS' UNION. Mgmt No vote
12 COMPENSATION TO THE MEMBERS OF THE BOARD OF Mgmt No vote
DIRECTORS FOR THE DUTIES AS MEMBERS OF THE
COMPANY'S BOARD OF DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
SHANDA INTERACTIVE ENTERTAINMENT LIMITED Agenda Number: 933331477
--------------------------------------------------------------------------------------------------------------------------
Security: 81941Q203
Meeting Type: Annual
Meeting Date: 22-Oct-2010
Ticker: SNDA
ISIN: US81941Q2030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ELECTION OF DIRECTOR: TIANQIAO CHEN Mgmt No vote
02 ELECTION OF DIRECTOR: DANIAN CHEN Mgmt No vote
03 ELECTION OF DIRECTOR: QIANQIAN LUO Mgmt No vote
04 ELECTION OF DIRECTOR: JINGSHENG HUANG Mgmt No vote
05 ELECTION OF DIRECTOR: CHENGYU XIONG Mgmt No vote
06 ELECTION OF DIRECTOR: KAI ZHAO Mgmt No vote
07 ELECTION OF DIRECTOR: QUNZHAO TAN Mgmt No vote
08 ELECTION OF DIRECTOR: GRACE WU Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
SINA CORPORATION Agenda Number: 933307159
--------------------------------------------------------------------------------------------------------------------------
Security: G81477104
Meeting Type: Annual
Meeting Date: 02-Aug-2010
Ticker: SINA
ISIN: KYG814771047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
TER FUNG TSAO Mgmt For For
YICHEN ZHANG Mgmt For For
02 RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
ZHONG TIAN CPAS LIMITED COMPANY AS THE INDEPENDENT
AUDITORS OF THE COMPANY.
03 APPROVE THE AMENDMENT AND RESTATEMENT OF THE Mgmt Against Against
COMPANY'S 2007 SHARE INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
SK TELECOM CO., LTD. Agenda Number: 933375710
--------------------------------------------------------------------------------------------------------------------------
Security: 78440P108
Meeting Type: Annual
Meeting Date: 11-Mar-2011
Ticker: SKM
ISIN: US78440P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVAL OF FINANCIAL STATEMENTS FOR THE 27TH Mgmt No vote
FISCAL YEAR (FROM JANUARY 1, 2010 TO DECEMBER
31, 2010), AS SET FORTH IN ITEM 1 OF THE COMPANY'S
AGENDA ENCLOSED HEREWITH.
02 APPROVAL OF THE CEILING AMOUNT OF THE REMUNERATION Mgmt No vote
FOR DIRECTORS. * PROPOSED CEILING AMOUNT OF
THE REMUNERATION FOR DIRECTORS IS KRW 12 BILLION.
03 AMENDMENT TO THE COMPANY REGULATION ON EXECUTIVE Mgmt No vote
COMPENSATION AS SET FORTH IN ITEM 2 OF THE
COMPANY'S AGENDA ENCLOSED HEREWITH.
4A ELECTION OF DIRECTOR. Mgmt No vote
4B ELECTION OF INDEPENDENT NON-EXECUTIVE DIRECTOR. Mgmt No vote
4C ELECTION OF MEMBERS OF THE AUDIT COMMITTEE. Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
SOHU.COM INC. Agenda Number: 933266125
--------------------------------------------------------------------------------------------------------------------------
Security: 83408W103
Meeting Type: Annual
Meeting Date: 02-Jul-2010
Ticker: SOHU
ISIN: US83408W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
DR. EDWARD B. ROBERTS Mgmt For For
DR. ZHONGHAN DENG Mgmt For For
2 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
ZHONG TIAN CPAS LIMITED COMPANY AS OUR INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER
31, 2010
3 TO APPROVE THE SOHU.COM INC. 2010 STOCK INCENTIVE Mgmt Against Against
PLAN
--------------------------------------------------------------------------------------------------------------------------
SOHU.COM INC. Agenda Number: 933445036
--------------------------------------------------------------------------------------------------------------------------
Security: 83408W103
Meeting Type: Annual
Meeting Date: 17-Jun-2011
Ticker: SOHU
ISIN: US83408W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DR. CHARLES ZHANG Mgmt No vote
MR. CHARLES HUANG Mgmt No vote
DR. DAVE QI Mgmt No vote
MR. SHI WANG Mgmt No vote
02 TO MAKE AN ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt No vote
03 TO MAKE AN ADVISORY VOTE ON THE FREQUENCY OF Mgmt No vote
FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION.
04 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt No vote
ZHONG TIAN CPAS LIMITED COMPANY AS OUR INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER
31, 2011.
--------------------------------------------------------------------------------------------------------------------------
SOUTHERN COPPER CORPORATION Agenda Number: 933408420
--------------------------------------------------------------------------------------------------------------------------
Security: 84265V105
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: SCCO
ISIN: US84265V1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
GERMAN LARREA MOTA-V. Mgmt No vote
OSCAR GONZALEZ ROCHA Mgmt No vote
EMILIO CARRILLO GAMBOA Mgmt No vote
ALFREDO CASAR PEREZ Mgmt No vote
LUIS CASTELAZO MORALES Mgmt No vote
E.C. SANCHEZ MEJORADA Mgmt No vote
A. DE LA PARRA ZAVALA Mgmt No vote
X. GARCIA DE QUEVEDO T. Mgmt No vote
G. LARREA MOTA-VELASCO Mgmt No vote
D. MUNIZ QUINTANILLA Mgmt No vote
L.M. PALOMINO BONILLA Mgmt No vote
G.PEREZALONSO CIFUENTES Mgmt No vote
JUAN REBOLLEDO GOUT Mgmt No vote
CARLOS RUIZ SACRISTAN Mgmt No vote
02 RATIFY THE AUDIT COMMITTEE'S SELECTION OF GALAZ, Mgmt No vote
YAMAZAKI, RUIZ URQUIZA, S.C., MEMBER FIRM OF
DELOITTE TOUCHE TOHMATSU LIMITED, AS INDEPENDENT
ACCOUNTANTS FOR 2011.
03 APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION. Mgmt No vote
04 RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt No vote
OF THE ADVISORY VOTE ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
TELECOM ARGENTINA, S.A. Agenda Number: 933348941
--------------------------------------------------------------------------------------------------------------------------
Security: 879273209
Meeting Type: Special
Meeting Date: 30-Nov-2010
Ticker: TEO
ISIN: US8792732096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
E1 APPOINTMENT OF TWO SHAREHOLDERS TO APPROVE AND Mgmt No vote
SIGN THE MINUTES.
E2 AMENDMENT OF ARTICLE TEN OF THE CORPORATE BYLAWS, Mgmt No vote
SO AS TO: (I) INCREASE THE MAXIMUM NUMBER OF
MEMBERS OF BOARD FROM 9 TO 11; (II) INCREASE
THE TERM OF DIRECTORS TO 3 FISCAL YEARS; (III)
ELIMINATE THE OPTION TO ELECT TWO VICE-CHAIRMEN;
(IV) IF THERE IS ANY TIE IN A VOTE, WHERE VICE-CHAIRMAN
REPLACES THE CHAIRMAN, VICE-CHAIRMAN SHALL
NOT HAVE CHAIRMAN'S POWER TO CAST TWO VOTES.
O1 APPOINTMENT OF TWO SHAREHOLDERS TO APPROVE AND Mgmt No vote
SIGN THE MINUTES.
O2 CONSIDERATION OF BOARD OF DIRECTORS' AND SUPERVISORY Mgmt No vote
COMMITTEE'S PERFORMANCE FROM APRIL 29, 2008
TO THE DATE OF THIS MEETING.
O3 DETERMINATION OF THE NUMBER OF DIRECTORS AND Mgmt No vote
ALTERNATE DIRECTORS WHO WILL SERVE FROM THE
DATE OF THIS SHAREHOLDERS' MEETING.
O4 DETERMINATION OF THE NUMBER OF MEMBERS AND ALTERNATE Mgmt No vote
MEMBERS OF THE SUPERVISORY COMMITTEE WHO WILL
SERVE FROM THE DATE OF THIS SHAREHOLDERS' MEETING.
O5 RECTIFICATION OF THE NON-APPROVAL OF GERARDO Mgmt No vote
WERTHEIN'S PERFORMANCE DURING THE NINETEENTH
FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
TELECOM ARGENTINA, S.A. Agenda Number: 933384529
--------------------------------------------------------------------------------------------------------------------------
Security: 879273209
Meeting Type: Annual
Meeting Date: 07-Apr-2011
Ticker: TEO
ISIN: US8792732096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF TWO SHAREHOLDERS TO APPROVE AND Mgmt No vote
SIGN THE MINUTES OF THE MEETING.
02 REVIEW OF THE DOCUMENTS PROVIDED FOR IN SECTION Mgmt No vote
234, SUBSECTION 1 OF LAW 19,550, THE RULES
OF THE COMISION NACIONAL DE VALORES AND THE
LISTING REGULATIONS OF THE BOLSA DE COMERCIO
DE BUENOS AIRES, AND OF THE ACCOUNTING DOCUMENTS
IN ENGLISH REQUIRED BY THE RULES OF THE U.S.
SECURITIES & EXCHANGE COMMISSION FOR THE TWENTY-SECOND
FISCAL YEAR ENDED ON DECEMBER 31, 2010 ("FISCAL
YEAR 2010").
03 REVIEW OF FISCAL YEAR 2010 RESULTS AND THE BOARD Mgmt No vote
OF DIRECTORS' PROPOSAL ON THE USE OF RETAINED
EARNINGS AS OF 12.31.10. THE BOARD PROPOSES
THAT P$ 91,057,793.- (5% OF FISCAL YEAR 2010
NET EARNINGS) SHOULD BE ALLOCATED TO THE LEGAL
RESERVE; P$ 915,474,310.- SHOULD BE ALLOCATED
TO CASH DIVIDENDS; AND P$ 1,058,869,390.- SHOULD
BE ASSIGNED TO THE NEW FISCAL YEAR.
04 REVIEW OF THE BOARD OF DIRECTORS AND SUPERVISORY Mgmt No vote
COMMITTEE MEMBERS' PERFORMANCE FROM NOVEMBER
30, 2010 TO THE DATE OF THIS SHAREHOLDERS'
MEETING.
05 REVIEW OF BOARD OF DIRECTORS' COMPENSATION FOR Mgmt No vote
THE SERVICES RENDERED DURING FISCAL YEAR 2010
(FROM THE SHAREHOLDERS MEETING OF APRIL 28,
2010 THROUGH THE DATE OF THIS MEETING). PROPOSAL
TO PAY THE AGGREGATE AMOUNT OF P$ 5,300,000.-,
WHICH REPRESENTS 0.29% OF "ACCOUNTABLE EARNINGS",
CALCULATED UNDER SECTION 2 OF CHAPTER III OF
THE RULES OF THE COMISION NACIONAL DE VALORES.
06 AUTHORIZATION TO THE BOARD OF DIRECTORS TO MAKE Mgmt No vote
ADVANCE PAYMENTS OF FEES FOR UP TO P$ 6,500,000.-
TO THOSE DIRECTORS ACTING DURING FISCAL YEAR
2011 (FROM THE DATE OF THIS SHAREHOLDERS' MEETING
THROUGH THE DATE OF THE SHAREHOLDERS' MEETING
REVIEWING THE DOCUMENTS OF SUCH FISCAL YEAR
AND CONTINGENT UPON THE DECISION ADOPTED AT
SUCH MEETING).
07 REVIEW OF THE SUPERVISORY COMMITTEE'S COMPENSATION Mgmt No vote
FOR THE SERVICES RENDERED DURING FISCAL YEAR
2010 (FROM THE SHAREHOLDERS MEETING OF APRIL
28, 2010 THROUGH THE DATE OF THIS MEETING).
PROPOSAL TO PAY THE AGGREGATE AMOUNT OF P$
800,000.-
08 AUTHORIZATION TO MAKE ADVANCE PAYMENTS OF FEES Mgmt No vote
FOR UP TO P$ 980,000.- TO THOSE MEMBERS OF
THE SUPERVISORY COMMITTEE ACTING DURING FISCAL
YEAR 2011 (FROM THE DATE OF THIS SHAREHOLDERS'
MEETING THROUGH THE DATE OF THE SHAREHOLDERS'
MEETING REVIEWING THE DOCUMENTS OF SUCH FISCAL
YEAR AND CONTINGENT UPON THE DECISION ADOPTED
AT SUCH MEETING).
09 ELECTION OF REGULAR AND ALTERNATE MEMBERS OF Mgmt No vote
THE SUPERVISORY COMMITTEE FOR FISCAL YEAR 2011.
10 APPOINTMENT OF INDEPENDENT AUDITORS FOR FISCAL Mgmt No vote
YEAR 2011 FINANCIAL STATEMENTS AND DETERMINATION
OF THEIR COMPENSATION AS WELL AS OF THE COMPENSATION
DUE TO THOSE ACTING IN FISCAL YEAR 2010.
11 REVIEW OF THE AUDIT COMMITTEE'S BUDGET FOR FISCAL Mgmt No vote
YEAR 2011.
--------------------------------------------------------------------------------------------------------------------------
VALE S.A. Agenda Number: 933405246
--------------------------------------------------------------------------------------------------------------------------
Security: 91912E105
Meeting Type: Special
Meeting Date: 19-Apr-2011
Ticker: VALE
ISIN: US91912E1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1A APPRECIATION OF THE MANAGEMENTS' REPORT AND Mgmt No vote
ANALYSIS, DISCUSSION AND VOTE ON THE FINANCIAL
STATEMENTS FOR THE FISCAL YEAR ENDING DECEMBER
31, 2010
O1B PROPOSAL FOR THE DESTINATION OF PROFITS OF THE Mgmt No vote
SAID FISCAL YEAR AND APPROVAL OF THE INVESTMENT
BUDGET FOR VALE, PURSUANT TO ARTICLE 196 OF
THE BRAZILIAN CORPORATE LAW
O1C APPOINTMENT OF THE MEMBERS OF THE BOARD OF DIRECTORS Mgmt No vote
O1D APPOINTMENT OF THE MEMBERS OF THE FISCAL COUNCIL Mgmt No vote
O1E ESTABLISHMENT OF THE REMUNERATION OF THE SENIOR Mgmt No vote
MANAGEMENT AND FISCAL COUNCIL MEMBERS
E2A PROPOSAL FOR A CAPITAL INCREASE, THROUGH CAPITALIZATION Mgmt No vote
OF RESERVES, WITHOUT THE ISSUANCE OF SHARES,
AND THE CONSEQUENT CHANGE OF THE HEAD OF ARTICLE
5 OF VALE'S BY-LAWS
--------------------------------------------------------------------------------------------------------------------------
VIMPELCOM LTD. Agenda Number: 933479962
--------------------------------------------------------------------------------------------------------------------------
Security: 92719A106
Meeting Type: Consent
Meeting Date: 28-Jun-2011
Ticker: VIP
ISIN: US92719A1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO APPOINT DR. HANS PETER KOHLHAMMER AS AN UNAFFILIATED Mgmt No vote
DIRECTOR.
02 TO APPOINT AUGIE K. FABELA II AS AN UNAFFILIATED Mgmt No vote
DIRECTOR, SUBJECT TO THE PASSING OF RESOLUTION
12 BELOW.
03 TO APPOINT LEONID NOVOSELSKY AS AN UNAFFILIATED Mgmt No vote
DIRECTOR.
04 TO APPOINT MIKHAIL FRIDMAN AS A NOMINATED DIRECTOR. Mgmt No vote
05 TO APPOINT KJELL MARTEN JOHNSEN AS A NOMINATED Mgmt No vote
DIRECTOR.
06 TO APPOINT OLEG MALIS AS A NOMINATED DIRECTOR. Mgmt No vote
07 TO APPOINT ALEXEY REZNIKOVICH AS A NOMINATED Mgmt No vote
DIRECTOR.
08 TO APPOINT OLE BJORN SJULSTAD AS A NOMINATED Mgmt No vote
DIRECTOR.
09 TO APPOINT JAN-EDVARD THYGESEN AS A NOMINATED Mgmt No vote
DIRECTOR.
10 TO RE-APPOINT ERNST & YOUNG ACCOUNTANTS LLP Mgmt No vote
AS AUDITOR AND TO AUTHORISE THE SUPERVISORY
BOARD TO DETERMINE ITS REMUNERATION.
11 TO EXTEND THE PERIOD FOR PREPARATION OF THE Mgmt No vote
STATUTORY ANNUAL ACCOUNTS OF THE COMPANY.
12 TO RESOLVE THAT AUGIE K. FABELA II WILL BE DEEMED Mgmt No vote
"UNAFFILIATED" AND "INDEPENDENT" FOR THE PURPOSES
OF HIS APPOINTMENT AS A DIRECTOR.
--------------------------------------------------------------------------------------------------------------------------
WIMM BILL DANN FOODS Agenda Number: 933340779
--------------------------------------------------------------------------------------------------------------------------
Security: 97263M109
Meeting Type: Consent
Meeting Date: 09-Nov-2010
Ticker: WBD
ISIN: US97263M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TERMINATE EARLY THE POWERS OF ALL THE BOARD Mgmt No vote
OF DIRECTORS MEMBERS OF WBD FOODS OJSC.
2A ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: GUY DE SELLIERS
2B ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: MIKHAIL VLADIMIROVICH DUBININ
2C ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: IGOR VLADIMIROVICH KOSTIKOV
2D ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: MICHAEL A. O'NEILL
2E ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: ALEXANDER SERGEEVICH ORLOV
2F ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: SERGEY ARKADIEVICH PLASTININ
2G ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: GAVRIL ABRAMOVICH YUSHVAEV
2H ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: DAVID IAKOBACHVILI
2I ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: EVGENY GRIGORIEVICH YASIN
2J ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: MARCUS RHODES
2K ELECTION OF THE MEMBER OF WBD FOODS OJSC BOARD Mgmt No vote
OF DIRECTORS: E. LINWOOD (TIP) TIPTON
--------------------------------------------------------------------------------------------------------------------------
WIMM BILL DANN FOODS Agenda Number: 933398251
--------------------------------------------------------------------------------------------------------------------------
Security: 97263M109
Meeting Type: Special
Meeting Date: 08-Apr-2011
Ticker: WBD
ISIN: US97263M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 EARLY TERMINATION OF THE POWERS OF ALL THE BOARD Mgmt No vote
OF DIRECTORS MEMBERS OF WBD FOODS OJSC.
02 DIRECTOR
RAMON LUIS LAGUARTA Mgmt No vote
A.N. SEYMOUR HAMPTON Mgmt No vote
W. TIMOTHY HEAVISIDE Mgmt No vote
PAUL DOMINIC KIESLER Mgmt No vote
ANDREAS EPIFANIOU Mgmt No vote
ANDREW JOHN MACLEOD Mgmt No vote
SERGIO EZAMA Mgmt No vote
R.V. BOLOTOVSKY Mgmt No vote
SILVIU EUGENIU POPOVICI Mgmt No vote
MARCUS RHODES Mgmt No vote
D. VLADIMIROVICH IVANOV Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
WIMM BILL DANN FOODS Agenda Number: 933480167
--------------------------------------------------------------------------------------------------------------------------
Security: 97263M109
Meeting Type: Annual
Meeting Date: 21-Jun-2011
Ticker:
ISIN: US97263M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO APPROVE THE ANNUAL REPORT PREPARED ON BASIS Mgmt No vote
OF BOOK RECORDS FOR 2010 FINANCIAL YEAR DRAWN
UP ACCORDING TO RUSSIAN STANDARDS
02 TO APPROVAL THE WBD FOODS OJSC ANNUAL FINANCIAL Mgmt No vote
STATEMENTS, INCLUDING PROFIT AND LOSS STATEMENTS
FOR 2010
03 TO LEAVE AMOUNT OF NET PROFIT REFLECTED IN BOOK Mgmt No vote
RECORDS FOR 2010 FINANCIAL YEAR UNDISTRIBUTED.
DO NOT DECLARE PAYMENT OF DIVIDEND
04 FOR PURPOSE OF VERIFYING FINANCIAL & BUSINESS Mgmt No vote
ACTIVITIES OF WBD FOODS OJSC, IN ACCORDANCE
WITH LEGAL ACTS OF RUSSIAN FEDERATION, TO ASSIGN
AS THE AUDITOR OF THE COMPANY IN 2011 KPMG
CJSC
05 DIRECTOR
LAGUARTA RAMON LUIS Mgmt No vote
HAMPTON A.N. SEYMOUR Mgmt No vote
HEAVISIDE W. TIMOTHY Mgmt No vote
KIESLER, PAUL DOMINIC Mgmt No vote
EPIFANIOU, ANDREAS Mgmt No vote
MACLEOD, ANDREW JOHN Mgmt No vote
EZAMA, SERGIO Mgmt No vote
BOLOTOVSKY R.V. Mgmt No vote
POPOVICI SIIVIU EUGENIU Mgmt No vote
IVANOV D. VLADIMIROVICH Mgmt No vote
RHODES, MARCUS JAMES Mgmt No vote
6A ELECTION OF THE WBD FOODS OJSC AUDITING COMMISSION Mgmt No vote
MEMBER : VOLKOVA NATALIA BORISOVNA
6B ELECTION OF THE WBD FOODS OJSC AUDITING COMMISSION Mgmt No vote
MEMBER : ERMAKOVA SVETLANA ALEXANDROVNA
6C ELECTION OF THE WBD FOODS OJSC AUDITING COMMISSION Mgmt No vote
MEMBER : POLIKARPOVA NATALIA LEONIDOVNA
6D ELECTION OF THE WBD FOODS OJSC AUDITING COMMISSION Mgmt No vote
MEMBER : PEREGUDOVA EKATERINA ALEXANDROVNA
6E ELECTION OF THE WBD FOODS OJSC AUDITING COMMISSION Mgmt No vote
MEMBER : SOLNTSEVA EVGENIA SOLOMONOVNA
6F ELECTION OF THE WBD FOODS OJSC AUDITING COMMISSION Mgmt No vote
MEMBER : KOLESNIKOVA NATALIA NIKOLAEVNA
6G ELECTION OF THE WBD FOODS OJSC AUDITING COMMISSION Mgmt No vote
MEMBER : CHERKUNOVA OLGA NIKOLAEVNA
07 TO AMEND WBD FOODS CHARTER WITH THE REVISED Mgmt No vote
VERSION OF CLAUSE 15, PARAGRAPH 15.10
--------------------------------------------------------------------------------------------------------------------------
WUXI PHARMATECH (CAYMAN) INC. Agenda Number: 933308238
--------------------------------------------------------------------------------------------------------------------------
Security: 929352102
Meeting Type: Special
Meeting Date: 05-Aug-2010
Ticker: WX
ISIN: US9293521020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 THE SCHEME OF ARRANGEMENT (AS REFERRED TO IN Mgmt For For
THE NOTICE DATED JULY 1, 2010 CONVENING THE
SCHEME MEETING) BE AND HEREBY IS APPROVED.
--------------------------------------------------------------------------------------------------------------------------
WUXI PHARMATECH (CAYMAN) INC. Agenda Number: 933337986
--------------------------------------------------------------------------------------------------------------------------
Security: 929352102
Meeting Type: Annual
Meeting Date: 10-Nov-2010
Ticker: WX
ISIN: US9293521020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 GE LI BE AND HEREBY IS RE-ELECTED AS A DIRECTOR Mgmt No vote
FOR A THREE-YEAR TERM.
O2 CUONG VIET DO BE AND HEREBY IS RE-ELECTED AS Mgmt No vote
A DIRECTOR FOR A THREE-YEAR TERM.
O3 STEWART HEN BE AND HEREBY IS RE-ELECTED AS A Mgmt No vote
DIRECTOR FOR A THREE-YEAR TERM.
S4 THE WUXI PHARMATECH (CAYMAN) INC. 2007 EMPLOYEE Mgmt No vote
SHARE INCENTIVE PLAN ("PLAN") BE AMENDED TO
INCREASE NUMBER OF ORDINARY SHARES AUTHORIZED
TO BE ISSUED PURSUANT TO PLAN, AS WELL AS LIMIT
ON TOTAL NUMBER OF ORDINARY SHARES THAT MAY
BE DELIVERED PURSUANT TO OPTIONS QUALIFIED
AS INCENTIVE STOCK OPTIONS GRANTED UNDER THE
PLAN, ALL AS MORE FULLY DESCRIBED IN THE PROXY
STATEMENT.
Eaton Vance Parametric Structured International Equity Fund (formerly Eaton Vance Structured International
Equity Fund), a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices) (Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 07/1/10- 06/30/11
Eaton Vance Parametric Structured International Equity Fund
--------------------------------------------------------------------------------------------------------------------------
A.P. MOELLER - MAERSK A/S, COPENHAGEN Agenda Number: 702830123
--------------------------------------------------------------------------------------------------------------------------
Security: K0514G135
Meeting Type: AGM
Meeting Date: 04-Apr-2011
Ticker:
ISIN: DK0010244425
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT IF THE CHAIRMAN OF THE BOARD Non-Voting No vote
OR A BOARD MEMBER IS APPOINTED AS PROXY, WHICH
IS OFTEN THE CASE, CLIENTS CAN ONLY EXPECT
THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST
VOTES ARE REPRESENTED AT THE MEETING IS TO
SEND YOUR OWN REPRESENTATIVE. THE SUB CUSTODIAN
BANKS OFFER REPRESENTATION SERVICES FOR AN
ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SOME SUBCUSTODIANS IN Non-Voting No vote
DENMARK REQUIRE THE SHARES TO BE REGISTERED
IN SEGREGATED ACCOUNTS BY REGISTRATION DEADLINE
IN ORDER TO PROVIDE VOTING SERVICE. PLEASE
CONTACT YOUR GLOBAL CUSTODIAN TO FIND OUT IF
THIS REQUIREMENT APPLIES TO YOUR SHARES AND,
IF SO, YOUR SHARES ARE REGISTERED IN A SEGREGATED
ACCOUNT FOR THIS GENERAL MEETING.
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 PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION
NUMBERS "f.1, f.2, f.3, f.4, g.1 AND g.2".
THANK YOU.
a Report on the activities of the Company during Non-Voting No vote
the past financial year
b Submission of the audited annual report for Mgmt For For
adoption
c Resolution to grant discharge to directors Mgmt For For
d Resolution on appropriation of profit, including Mgmt For For
the amount of dividends, or covering of loss
in accordance with the adopted annual report.
The Board proposes payment of a dividend of
DKK 1,000 per share of DKK 1,000
e Resolution on authority to acquire own shares: Mgmt For For
The Board proposes that the General Meeting
authorises the Board to allow the Company to
acquire own shares on an ongoing basis to the
extent that the nominal value of the Company's
total holding of own shares at no time exceeds
10% of the Company's share capital. The purchase
price must not deviate by more than 10% from
the price quoted on Nasdaq OMX Copenhagen A/S
on the date of the purchase. This authorisation
shall be in force until 3 April 2016
f.1 Any requisite election of member for the Board Mgmt For For
of Directors: Re-election of Michael Pram Rasmussen
f.2 Any requisite election of member for the Board Mgmt For For
of Directors: Re-election of Niels Jacobsen
f.3 Any requisite election of member for the Board Mgmt For For
of Directors: Re-election of Jan Topholm
f.4 Any requisite election of member for the Board Mgmt For For
of Directors: Re-election of Leise Maersk
Mc-Kinney Moller
g.1 Election of auditor: The Board proposes re-election Mgmt For For
of: KPMG Statsautoriseret Revisionspartnerselskab
g.2 Election of auditor: The Board proposes re-election Mgmt For For
of: Grant Thornton Statsautoriseret Revisionsaktieselskab
h.1 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Deliberation of any proposals submitted
by the Board of Directors or by shareholders.
A shareholder has submitted the following proposal:
i) that the General Meeting recommends that
the Board of Directors adopt a more outward-oriented
profile
h.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Deliberation of any proposals submitted
by the Board of Directors or by shareholders.
A shareholder has submitted the following proposal:
that the General Meeting recommends that the
Board of Directors initiate letting the Company's
administration building on 50 Esplanaden be
EMAS registered
h.3 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Deliberation of any proposals submitted
by the Board of Directors or by shareholders.
A shareholder has submitted the following proposal:
that an amount of DKK 100 million for the year
2011 is allocated/transferred in order to investigate
the possibilities of using renewable energy
(sun and wind) for propulsion of the Company's
vessels
--------------------------------------------------------------------------------------------------------------------------
A2A SPA, BRESCIA Agenda Number: 703077520
--------------------------------------------------------------------------------------------------------------------------
Security: T0140L103
Meeting Type: MIX
Meeting Date: 15-Jun-2011
Ticker:
ISIN: IT0001233417
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 16 JUN 2011 CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU
O.1 Proposal for profit allocation as of 31-Dec-10 Mgmt For For
and dividend distribution
O.2 Approval of shareholders meeting's regulation Mgmt For For
E.1 Proposal to amend art. 5, 7 and 9 (stock capital, Mgmt For For
shares, bonds), 11, 12, 14 and 15 (shareholders
meeting), 16, 19, 20, 21, 22, 23, 24 and 25
(surveillance council), 26, 27,
30, 31 and 32 (board of directors), 40 and
41 (directors), 42 and 43 (balance sheet) and
46 (transitory and final rules) of the bylaw
and to remove art.17 and 18 with consequent
renumbering of articles 19 and following and
of bylaw's renumbered article references
--------------------------------------------------------------------------------------------------------------------------
ABB LTD Agenda Number: 702941522
--------------------------------------------------------------------------------------------------------------------------
Security: H0010V101
Meeting Type: AGM
Meeting Date: 29-Apr-2011
Ticker:
ISIN: CH0012221716
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 814047 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 750820, 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.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'ABSTAIN' FOR ALL THE RESOLUTIONS.
THANK YOU.
2.1 Approval of the annual report, the consolidated Mgmt For For
financial statements, and the annual financial
statements for 2010
2.2 Consultative vote on the 2010 remuneration report Mgmt For For
3 Discharge of the Board of Directors and the Mgmt For For
persons entrusted with management
4 Appropriation of available earnings and conversion Mgmt For For
of capital contribution reserve
5 Creation of additional contingent share capital Mgmt For For
in connection with employee participation
6 Renewal of authorized share capital Mgmt Against Against
7.1.1 Re-election to the Board of Directors: Roger Mgmt For For
Agnelli
7.1.2 Re-election to the Board of Directors: Louis Mgmt For For
R. Hughes
7.1.3 Re-election to the Board of Directors: Hans Mgmt For For
Ulrich Marki
7.1.4 Re-election to the Board of Directors: Michel Mgmt For For
de Rosen
7.1.5 Re-election to the Board of Directors: Michael Mgmt For For
Treschow
7.1.6 Re-election to the Board of Directors: Jacob Mgmt For For
Wallenberg
7.1.7 Re-election to the Board of Directors: Hubertus Mgmt For For
von Grunberg
7.2 Election to the Board of Directors: Ying Yeh Mgmt For For
8 Re-election of the auditors: Ernst & Young AG Mgmt For For
9 Ad-hoc Motions Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
ABC-MART,INC. Agenda Number: 703066109
--------------------------------------------------------------------------------------------------------------------------
Security: J00056101
Meeting Type: AGM
Meeting Date: 26-May-2011
Ticker:
ISIN: JP3152740001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ABERTIS INFRAESTRUCTURAS S A Agenda Number: 703173461
--------------------------------------------------------------------------------------------------------------------------
Security: E0003D111
Meeting Type: OGM
Meeting Date: 21-Jun-2011
Ticker:
ISIN: ES0111845014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 844791 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1 a) To approve the individual and consolidated Mgmt For For
Annual Accounts corresponding to the 2010 financial
year, the report on the remuneration policy
and the respective Management Reports, which
have been verified by company Auditors. The
Annual Accounts comprise the Balance Sheet,
Profit and Loss Account, Statement of Changes
in the Net Equity, Cash Flow Statement and
Report, recording a profit of EUR 590,846,117.22
in the individual accounts. b) To approve the
proposed profit distribution and the distribution
of the active dividend for the business year
which closed on 31 December 2010 as specified.
Specifically, to distribute a complementary
gross dividend of EUR 0.30 to each share currently
in existence and in circulation with the right
to receive a dividend on the payment date.
Said complementary dividend, in addition to
the interim dividend already distributed, results
in a total gross dividend arising from the
profit in the 2010 financial year of EUR 0.60
per share with the right to receive the dividend
on its respective payment date. In the event
that, on the date of distribution of the interim
or complementary dividend, the company has
shares without entitlement to receive a dividend,
the amount that would have corresponded to
the same shall be applied to the voluntary
reserves. The payment of this complementary
dividend shall be made through the participating
companies of Sociedad de Gestion de los Sistemas
de Registro, Compensacion y Liquidacion de
Valores, S.A. (Iberclear) in the last week
of June 2011. c) To approve the management
of the company's Board of Directors during
the financial year which closed on 31 December
2010
2 To confirm notification and, wherever applicable, Mgmt For For
to ratify the agreements adopted by the Company
Board of Directors with regard to: (i) the
incorporation of Saba Infraestructuras, S.A.;
(ii) the non-monetary contribution to the same
of the shares which the company owns in Saba
Aparcamientos, S.A. and in Abertis Log stica,
S.A. for the sum of three hundred and ninety-nine
million twenty thousand four hundred and two
Euros and eighty-two cents (399,020,402.82
Euros). Said non-monetary contribution has
been the object of a report drafted by the
independent expert "Ernst & Young, S.L.", appointed
by the Commercial Registry of Barcelona in
accordance with the provisions established
in article 67 of Royal Decree 1/2010, of 2
July, which approves the Revised Text of the
Capital Companies Law
3 To ratify the agreement of the Board of Directors Mgmt For For
for the distribution of an interim dividend
for the result of the 2011 financial year of
EUR 0.67 per share, the shareholders being
able, until 22 July of the present year, to
opt between receiving said dividend (i) in
cash, or (ii) through the issue of shares in
Saba Infraestructuras, S.A. at the rate of
one (1) share in this company for one (1) share
in Abertis Infraestructuras, S.A. with EUR
0.13 per share in cash. In the absence of any
statement to the contrary within the established
deadline, the shareholder will be deemed to
have opted to receive the payment of said dividend
in cash only. The payment of the dividend to
the shareholders shall be in full and by 31
July of the present year. All of the above
is in accordance with the Fairness Opinions
issued by Banco Bilbao Vizcaya Argentaria,
S.A. (BBVA), KPMG Asesores, S.L. and Lazard
Asesores Financieros, S.A., under the supervision
of the Independent Experts Committee
4 To ratify and, wherever applicable, authorise Mgmt For For
the Board of Directors to transfer the company-owned
shares in Saba Infraestructuras, S.A. that
have not been awarded to shareholders in the
agreed interim dividend to Viana SPE, S.L.;
ProA Capital Iberian Buyout Fund I USA, F.C.R.
de Regimen Simplificado; ProA Capital Iberian
Buyout Fund I Europa, F.C.R. de Regimen Simplificado;
ProA Capital Iberian Buyout Fund I Espana,
F.C.R. de Regimen Simplificado; and to Criteria
CaixaCorp, S.A., which shall transfer its status
of purchaser to Caixa d'Estalvis i Pensions
de Barcelona, "la Caixa" (or a subsidiary company
controlled by the same) as part of the reorganisation
of the "la Caixa" group, for the price of 0.54
Euros per share
5 To approve the refund of contributions to company Mgmt Against Against
shareholders charging this to the Issue Premium
reserve, for the sum of 0.40 Euros per share,
authorising the Board of Directors of the company
to establish the payment date for the refund
of contributions, not later than 31 July 2011,
and to establish any other condition necessary
to such effect
6 a) Once the interim dividend referred to in Mgmt Against Against
point three of the present draft agreement
has been paid, and the refund of contributions
referred in point five of the same document
has been made, in accordance with the report
and proposal formulated by the Company Board
of Directors on 17 May 2011, based on the Balance
Sheet approved at the present General Meeting
dated 31 December 2010 and verified by the
auditors of the company accounts, it is agreed
to increase the capital of Abertis Infraestructuras,
S.A., which was established at EUR 2,217,113,349,
fully subscribed and paid up, by 110,855,667
Euros, in other words to 2,327,969,016 Euros,
through the issue and circulation of 36,951,889
new ordinary shares which belong to the single
class and series of the company, subject to
the legal proceedings before the National Securities
and Exchange Commission, once the actions described
in the following sections of the present agreement
are completed. Said actions shall each have
a nominal value of three (3) Euros, represented
by 36,951,889 book entries, and shall be issued
and charged to the reserves, under the terms
set forth in the following sections. b) The
capital increase shall be charged to the Issue
Premium reserve. c) In the terms established
in the legislation, the shareholders will be
entitled to the free allocation of the new
shares, at the rate of one (1) share for every
twenty (20) old shares they possess. For the
purpose of the above, company shareholders
shall mean all physical and legal persons who,
at the close of the day that immediately precedes
the period of free allocation referred to below,
appear as shareholders of the same on the accounting
registers of the companies participating in
Sociedad de Gestion de los Sistemas de Registro,
Compensacion y Liquidacion de Valores, S.A.
(Iberclear). In accordance with the provisions
established in article 306.2 of the Capital
Company Law, the rights to the free allocation
of new shares will be transferable, establishing
a period of fifteen days, counting from the
date indicated in the appropriate announcement
published in the Official Gazette of the Commercial
Registry (BORME) for the allocation and transfer
of said rights, without prejudice to the fact
that, once this deadline has passed, any shares
that have not been allocated shall be registered
on behalf of whoever can accredit ownership,
and that they may be sold three years after
registration, in accordance with article 117
of the Capital Companies Law, at the risk and
expense of the interested parties and for the
net selling price deposited in the Spanish
Government Depositary. To accept the waiver,
formulated by the shareholder "Criteria CaixaCorp,
S.A." in the present act, to 3 rights to which
it is entitled, in order to balance the capital
increase. d) The payment of the capital increase,
which totals 110,855,667 Euros, shall be charged
in its entirety to the Issue Premium reserve,
which includes, among others, the Revaluation
Reserves of companies absorbed in mergers carried
out in previous financial years. The aforementioned
capital increase shall be executed before 31
December 2011 and once the Free Allocation
Period has terminated, and in all cases once
the dividend referred to in point three of
the present draft agreement has been paid and
the refund of contributions referred in point
five has been made, which shall be deemed to
have occurred at the moment it is declared
in accordance with section c) of the present
agreement, formalising in accounting terms
the application of reserves by the sum of the
capital increase. e) The new shares issued
shall confer upon their owners, from the moment
of issue, identical political and economic
rights to the company shares already in circulation,
in the manner specified in the legislation
and by the Corporate Bylaws. f) Admission for
negotiation in official and other organised
markets will be requested for the ordinary
shares, which shall be issued with a nominal
value of 3 Euros per share. To this end, to
expressly authorise the Chairman of the Board
of Directors, Salvador Alemany Mas, the Managing
Director, Francisco Reynes Massanet, the Secretary
of the Board of Directors, Miquel Roca Junyent,
the Vice-secretary of the same management body,
Josep Maria Coronas Guinart and the General
Financial Manager, Jose Aljaro Navarro, so
that either of them, indistinctly, may carry
out the required procedures and actions and
formalise the corresponding requests before
the National Securities and Exchange Commission
(hereinafter, the "CNMV") and the aforementioned
markets, and in particular, to formalise and
apply for the corresponding proceedings in
the CNMV prior to commencing the allocation
stage of the new shares and to establish the
starting and closing date of the same, the
period for which shall be fifteen days. g)
To formally and expressly state that, in the
event that in the future it is decided to request
the exclusion from negotiation in official
markets of the shares representing the share
capital of the company, the corresponding agreements
shall be adopted with the same formalities
as the ones adopted for the admission for negotiation,
and in this case, shall at all times guarantee
the interests of the shareholders, in accordance
with the provisions established in article
10 of Royal Decree 1066/2007, of 27 July, on
the system of public share tenders. h) To agree
that the above agreement for the admission
for negotiation in stock markets is subject
to the stock market regulations that currently
exist or may exist in the future, in particular
those relating to contracting, permanence and
exclusion from negotiation. i) To delegate
in favour of the Board of Directors, the Executive
Committee, the Chairman and the Managing Director,
indistinctly, the power to establish the conditions
of the capital increase in relation to any
matter not envisaged in the present agreement.
In particular, without limitation, the broadest
powers to declare the capital increase paid
and executed. j) Once the capital increase
has been executed in accordance with the provisions
established in the above sections and the agreement
envisaged in point seven of the agenda has
been approved, article 5 of the Corporate Bylaws
will be redrafted in the following terms as
specified
7 It is agreed to modify the following articles Mgmt For For
of the Corporate Bylaws in order to adapt them
to recent legislative changes and improve the
drafting of the same: article 3 ("Registered
Address"), article 5 ("Capital"), article 14
("Types of General Meetings"), article 15 ("Meeting
Requests"), article 16 ("Quorum"), article
20 ("Composition of the Board"), sections a)
and c.2) of article 22 ("Convening and quorum
of Board meetings. Deliberations and adoption
of resolutions. Board Committees"), article
24 ("Remuneration of Directors") and article
26 ("Accounting documents"). The aforementioned
articles shall be redrafted as specified
8 It is agreed to redraft the following articles Mgmt For For
of the General Meeting of Shareholders Regulations:
article 1 ("Aims and publication of the Regulations"),
article 2 ("General Meeting of Shareholders"),
article 3 ("Types of Meetings"), article 4
("Power and obligation to call meetings"),
article 5 ("Notification"), article 8 ("Representation"),
article 10 ("Organisation of the General Meeting"),
article 11 ("Constitution of the General Meeting")
and article 20 ("Adoption of agreements and
termination of the General Meeting"), in order
to adapt its text to the bylaw modifications
referred to in the above point and to recent
legislative changes, and also to include the
new article 6 bis, which refers to the "Shareholders'
Electronic Forum. The redrafted General Meeting
of Shareholders Regulations are set out in
Annex II and are approved by the present General
Meeting
9 The General Meeting is hereby notified of the Mgmt For For
modification to the following articles of the
General Meeting of Shareholders Regulations,
approved by the Board of Directors at its meeting
of 17 May 2011: article 4 ("Mission"), article
13 ("The Audit and Review Committee"), article
15 ("Procedure for Adopting Agreements"), article
16 ("Appointment of Directors"), article 22
("Remuneration of Directors"), article 24 ("Duty
of Diligent Administration"), article 27 ("Duty
of loyalty"), article 28 ("Conflicts of interest"),
article 34 ("Related parties") and article
40 ("Relations with auditors"); the elimination
of article 25 ("Duty of loyalty") and the introduction
of a new article referring to the "Duty of
non-competition". The content of the revised
Board Regulations are set out in a single text
attached hereto as Annex III, including the
modifications approved by the Board of Directors,
entitling articles 4 and 15 in accordance with
their content and renumbering the articles
affected by such modifications, wherever applicable
10.1a In accordance with the proposals of the Board Mgmt For For
of Directors, at the request of its Appointments
and Remunerations Committee, to ratify the
appointments made by the Board of Directors
at its meeting of 30 November 2010 and 17 May
2011, pursuant to the provisions established
in article 244 of the Capital Companies Law,
and to appoint as company directors, for the
statutory term of five years, the following:
Theatre Directorship Services Alpha, S.a.r.l.,
as a significant shareholder, on the proposal
of the coordinated action between Trebol International
BV and Admirabilia, S.L.
10.1b In accordance with the proposals of the Board Mgmt For For
of Directors, at the request of its Appointments
and Remunerations Committee, to ratify the
appointments made by the Board of Directors
at its meeting of 30 November 2010 and 17 May
2011, pursuant to the provisions established
in article 244 of the Capital Companies Law,
and to appoint as company directors, for the
statutory term of five years, the following:
Theatre Directorship Services Beta, S.a.r.l.,
as a significant shareholder, on the proposal
of the coordinated action between Trebol International
BV and Admirabilia, S.L
10.1c In accordance with the proposals of the Board Mgmt For For
of Directors, at the request of its Appointments
and Remunerations Committee, to ratify the
appointments made by the Board of Directors
at its meeting of 30 November 2010 and 17 May
2011, pursuant to the provisions established
in article 244 of the Capital Companies Law,
and to appoint as company directors, for the
statutory term of five years, the following:
Theatre Directorship Services Gama, S.a.r.l.,
as a significant shareholder, on the proposal
of the coordinated action between Trebol International
BV and Admirabilia, S.L.
10.1d In accordance with the proposals of the Board Mgmt For For
of Directors, at the request of its Appointments
and Remunerations Committee, to ratify the
appointments made by the Board of Directors
at its meeting of 30 November 2010 and 17 May
2011, pursuant to the provisions established
in article 244 of the Capital Companies Law,
and to appoint as company directors, for the
statutory term of five years, the following:
Antonio Tunon Alvarez, as a significant shareholder,
on the proposal of the coordinated action between
Trebol International BV and Admirabilia, S.L.
10.1e In accordance with the proposals of the Board Mgmt For For
of Directors, at the request of its Appointments
and Remunerations Committee, to ratify the
appointments made by the Board of Directors
at its meeting of 30 November 2010 and 17 May
2011, pursuant to the provisions established
in article 244 of the Capital Companies Law,
and to appoint as company directors, for the
statutory term of five years, the following:
Gonzalo Gortazar Rotaeche, as a significant
shareholder, on the proposal of Criteria CaixaCorp,
S.A.
10.2a In accordance with the proposal of the Board Mgmt For For
of Directors, at the request of its Appointments
and Remunerations Committee, to re-elect as
company directors for an additional term of
five years, pursuant to article 21 of the Corporate
Bylaws, the following: G3T, S.L., as a significant
shareholder, on the proposal of Inversiones
Autopistas, S.L.
10.2b In accordance with the proposal of the Board Mgmt For For
of Directors, at the request of its Appointments
and Remunerations Committee, to re-elect as
company directors for an additional term of
five years, pursuant to article 21 of the Corporate
Bylaws, the following: Leopoldo Rodes Castane,
as a significant shareholder, on the proposal
of Criteria CaixaCorp, S.A.
10.2c In accordance with the proposal of the Board Mgmt For For
of Directors, at the request of its Appointments
and Remunerations Committee, to re-elect as
company directors for an additional term of
five years, pursuant to article 21 of the Corporate
Bylaws, the following: Manuel Raventos Negra,
as a significant shareholder, on the proposal
of Criteria CaixaCorp, S.A.
11 To delegate to the Board of Directors, pursuant Mgmt Against Against
to the general system for the issue of bonds
in accordance with the provisions established
in article 319 of the current Commercial Registry
Regulations, whatever powers are required for
the issue, in one or several tranches, of promissory
notes, bonds and other fixed-income securities
which are simple, exchangeable and/or convertible
into new company share issues and/or company
shares in circulation and/or shares of a company
other than the issuing company, in addition
to other, similar securities that give direct
or indirect entitlement to the subscription
or acquisition of such shares, under the following
conditions: 1. Securities referred to in the
issue The marketable securities referred to
in the present delegation (hereinafter, "the
securities") may be promissory notes, bonds
and other fixed-income securities which are
simple, exchangeable and/or convertible into
new company share issues and/or company shares
in circulation and/or shares of a company other
than the issuing company, in addition to other,
similar securities that give direct or indirect
entitlement to the subscription or acquisition
of such shares. 2. Delegation period The issue
of securities the Board of Director is authorised
to make by virtue of the present agreement
may be carried out in one or several tranches,
at any time within a maximum period five (5)
years counting from the date on which the present
agreement is adopted. 3. Maximum amount of
the delegation The maximum total amount of
the issue or issues of securities agreed in
the adoption of the present agreement and in
virtue of the present delegation shall be 8
billion Euros or its equivalent in other currencies,
of which and in terms of the outstanding balance
at any given moment, up to 1 billion Euros
may be allocated to the establishment of an
annual programme of company promissory notes.
4. Scope of the delegation The execution of
the delegation of powers in favour of the Board
of Directors includes, but is not limited to,
the establishment of the various aspects and
conditions of each issue (nominal value, type
of issue, premiums and strike price, currency
of the issue, means of representation, interest
rate, amortisation, anti-dilution clauses,
subordination clauses, issue guarantees, place
of issue, establishment of the internal regulations
of the bondholder syndicate and appointment
of the trustee, in the case of the issue of
simple bonds, wherever required, admission
for listing, etc.) and the drafting of whatever
procedures are necessary, including those relating
to any stock market regulations that may apply,
for the execution of the specific issued agreed
in accordance with the present delegation.
With regard to the issue of promissory notes,
bonds or similar representative securities
of non-convertible loan agreements referred
to above, the present delegation shall be granted
indistinctly in favour of the Board of Directors,
the Executive Committee, the Chairman and the
Managing Director. 5. Terms and conditions
of conversion and/or exchange In the case of
the issue of convertible and/or bonds, and
for the purpose of determining the terms and
conditions of conversion and/or exchange, it
is agreed to establish the following criteria:
a) Fixed income securities (whether bonds or
any other type permitted in law) that are issued
in accordance with the present agreement (either
directly or through a subsidiary that may or
may not be a Spanish company) shall be convertible
into new company shares and/or exchangeable
for shares in circulation either of the company
and/or any of its subsidiaries and/or shares
of a company other than the issuing company,
in accordance with a conversion and/or exchange
rate established by the Board of Directors,
which shall also be authorised to determine
whether they are necessarily or voluntarily
convertible and/or exchangeable, and in cases
where they are voluntarily convertible and/or
exchangeable, at the discretion of their owner
or the issuer, the period established in the
issue agreement, which must not exceed 20 years
from the date of issue. b) In cases where they
are convertible and/or exchangeable, the Board
of Directors may also establish that the issuer
reserves the right at any moment to opt between
the conversion of new shares or their exchange
for shares in circulation belonging to the
company or its subsidiaries or companies other
than the issuing company, specifying the nature
of the shares to be issued when making the
conversion or exchange, with the option to
issue a combination of newly-issued and pre-existing
shares or even paying the difference in cash.
In all cases, the issuer must apply equal treatment
to all holders of fixed income securities that
convert and/or exchange on the same date. c)
For the purposes of conversion and/or exchange,
fixed income securities and shares shall be
valued on exchange or in accordance with the
procedure established to said effect in the
agreement of the Board of Directors under which
said delegation is authorised. Under no circumstances
can the value of the share, according to the
bonds for shares exchange rate, be lower than
its nominal value. In accordance with the provisions
established in article 415 of the Capital Companies
Law, bonds cannot be converted into shares
when the nominal value of the latter is lower
than the former. At the same time an issue
of convertible bonds is approved in accordance
with the authorisation granted by the General
Meeting, a report of the Board of Directors
will be issued specifying and implementing
the terms and conditions of conversion specifically
applicable to said issue, based on the criteria
described above. Said report shall be accompanied
by the corresponding Auditors Report referred
to in article 414 of the Capital Companies
Law. 6. Rights of the holders of convertible
securities Wherever possible, in the conversion
and/or exchange into shares that may be issued
under the present delegation, the holders of
the same shall enjoy the rights conferred upon
them by the current legislation, in particular
the right to protection through the appropriate
anti-dilution clauses in the legal cases, except
where the General Meeting of the Board of Directors,
in accordance with the terms and requirements
of articles 308 and 511 of the current Capital
Companies Law, opts for the partial or total
exclusion of the pre-emptive subscription right.
7. Capital increase in convertible securities
The delegation also includes, but is not limited
to, the following: a) The power to increase
the capital by the amount necessary to attend
to the applications to convert and/or exercise
the right to share subscription. Said power
may be exercised insofar as the Board, totalling
the capital it increases in order to attend
to the issue of convertible and similar securities,
and any other capital increases it has agreed
under the authorisation granted by the General
Meeting, does not exceed the limit of half
of the share capital figure envisaged in article
297.1 b) of the Capital Companies Law. Said
authorisation to increase the capital includes
the power to issue and put into circulation,
in one or several tranches, the representative
shares necessary to carry out the conversion
and/or exercise of the right to share subscription,
in addition to the power to redraft the article
of the Corporate Bylaws relative to the share
capital figure and, wherever applicable, CONTD
CONT CONTD to cancel the part of the capital increase Non-Voting No vote
that was not necessary for the conversion.
b) The power to specify and implement the terms
and conditions of the conversion, exchange
and/or exercise of the right to share subscription
and/or acquisition, based on the securities
to be issued and taking the aforementioned
criteria into account. 8. Listing of fixed
income securities Wherever applicable, the
company shall apply for the admission for negotiation
in official or unofficial, organised or non-organised,
national or international markets for the bonds
and other securities being issued by the same
in virtue of the present delegation, authorising
the Board to carry out the required procedures
and actions for the admission for listing before
the competent bodies of the various national
and international securities markets. 9. Authorisation
granted by the Ordinary General Meeting of
27 April 2010 To declare null and void the
previous authorisation granted by the Ordinary
General Meeting of 27 April of 2010 for 6 billion
Euros, or its equivalent in another currency,
with regard to the unused amount. It is also
agreed to ratify the activities of the Board
of Administration to date in virtue of said
authorisation. The delegation in favour of
the Board of Directors includes, with express
powers to replace the director or directors
it considers appropriate, the broadest powers
required in law for the interpretation, application,
execution and implementation of the aforementioned
agreements for the issue of convertible or
exchangeable securities, in one or several
tranches, and the corresponding capital increase,
in addition to powers for the 20 remedy and
complement of the same by any means necessary,
as well as compliance with any legal requirements
to execute the same, including the remedy of
omissions or defects in said agreements indicated
by any national or foreign authorities, civil
servants or bodies, and the power to adopt
whatever agreements and execute whatever public
or private documents it considers necessary
or appropriate in order to adapt the above
agreements for the issue of convertible or
exchangeable securities and the corresponding
capital increase, in the verbal or written
opinion of the Commercial Registrar or, in
general, any other competent national or foreign
authorities, civil servants or institutions
12 1. 2011 Share Issue Plan. In accordance with Mgmt For For
the proposal of the Board of Directors, at
the request of its Appointments and Remunerations
Committee, to approve as part of its general
remuneration policy for the Group, a share
issue plan for the group of employees of the
company and its subsidiaries, according to
the definition of "group" and "subsidiaries"
set out below, called the "2011 Share Issue
Plan". Aim: The aim of the plan is to increase
the participation of employees in the shareholding
of the company and to reward the ownership
of the issued shares over a 3 year period with
an addition and free issue. Group: Employees
who maintain an employment relationship with
Abertis Infraestructuras or its subsidiaries
and render their services in Spain under the
company-recognised category of General Managers
and Managers and the company and subsidiary-recognised
category of Managers, Heads and Technical Experts,
according to the company catalogue of corporate
posts (hereinafter, the "Beneficiaries"). Subsidiaries:
"Subsidiaries" includes companies in which,
at 31 December 2010, Abertis Infraestructuras
has a direct or indirect holding of more than
51% of the share capital with voting rights
(hereinafter, "Subsidiaries" and jointly with
the company, "Grupo Abertis"), provided that,
at the moment the Beneficiaries decide to participate
in said 2011 Share Issue Plan, the subsidiaries
have "Subsidiary" status under the terms defined
in the present section. Limit: Each Beneficiary
may opt to receive all or part of their variable
remuneration in the form of shares in Abertis
Infraestructuras up to a maximum of EUR 12,000
per annum. Exceptionally, and only in the case
of employees with the category of Technical
Experts (according to the company catalogue
of corporate posts) who do not have variable
remuneration, this will be applied to the fixed
remuneration wherever permitted in the employment
legislation and this does not require any modification
or alteration to the salaries established in
their respective Collective Bargaining Agreement
or the corresponding Social Security contribution
basis. Price and issue of the shares: The total
number of shares finally issued will depend
on the listed price of the Abertis Infraestructuras
share at the close of the stock market on the
payment date of the variable remuneration.
Additional award: Abertis Infraestructuras
or the corresponding Subsidiary shall issue
the Beneficiary, three years after the date
of the initial share issue, an additional quantity
of shares equivalent to 10% of the shares maintained
during this period, provided that the employment
relationship with Beneficiary remains in force.
Effectiveness of the Plan The effectiveness
of the plan is subject to its ratification
by the General Meeting of Shareholders of the
company, in addition to compliance with any
legal requirements. 2. Adaptation of the 2007,
2008, 2009 and 2010 Share Option Plans to the
future structure of Grupo Abertis. In accordance
with the proposal of the Board of Directors,
at the request of its Appointments and Remunerations
Committee, with regard to the Share Option
Plans approved in the General Meetings corresponding
to the financial years 2007, 2008, 2009 and
2010, to agree and approve the continuance
of the conditions approved in said Meetings
to those considered Beneficiaries of such Option
Plans even though, as a consequence of the
operation described in point two of the present
draft agreement: (i) they are no longer employees
of the company or of Serviabertis, S.L. and
have been transferred to Saba Infraestructuras,
S.A. or (ii) remain employees of companies
that have no longer have "Subsidiary" status
under the terms defined in the aforementioned
Options Plans as a result of said operation.
Said Beneficiaries received from the company
a determined number of options with entitlement
to acquire the same number of company shares,
at a pre-established price within a pre-established
deadline. To delegate indistinctly in favour
of the Chairman, the Managing Director, the
Vice-chairmen, the Secretary and the vice-secretary
individual or joint powers, in relation to
the Share Option Plans approved in the General
Meetings corresponding to the financial years
2007, 2008, 2009 and 2010, to determine and
draft whatever contractual documents are required
to be formalised with the Beneficiaries, Saba
Infraestructuras, S.A. and/or third parties,
with powers to formalise whatever documents
are required in order to implement the present
agreement
13 In accordance with the proposal of the Board Mgmt For For
of Directors, at the request of its Audit and
Review Committee, to re-elect as Auditors of
the company's individual and consolidated accounts,
for a term of one year, specifically for the
2011 financial year, the firm "PriceWaterhouseCoopers
Auditores, S.L."
14 To delegate indistinctly in favour of the Chairman, Mgmt For For
the Managing Director, the Secretary and the
Vice-Secretary of said management body, whatever
powers are required for the formalisation and
execution of the agreements adopted by the
General Meeting in the fullest terms, and consequently,
for the execution of whatever public or private
documents are required, in particular authorising
them to remedy any possible errors or omissions,
executing whatever acts are necessary until
registration of the agreements of the present
General Meeting, as required by the Commercial
Registry
--------------------------------------------------------------------------------------------------------------------------
ACCOR SA, COURCOURONNES Agenda Number: 703070805
--------------------------------------------------------------------------------------------------------------------------
Security: F00189120
Meeting Type: MIX
Meeting Date: 30-May-2011
Ticker:
ISIN: FR0000120404
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 828379 DUE TO ADDITION OF RESOLUTION. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0420/201104201101433.pdf,
https://balo.journal-officiel.gouv.fr/pdf/2011/0420/201104201101516.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0513/201105131102314.pdf
O.1 Approval of the corporate financial statements Mgmt No vote
for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt No vote
for the financial year 2010
O.3 Allocation of income and distribution of the Mgmt No vote
dividend
O.4 Renewal of Mrs. Virginie Morgon's term as Board Mgmt No vote
member
O.5 Renewal of Mr. Sebastien Bazin's term as Board Mgmt No vote
member
O.6 Renewal of Mr. Denis Hennequin's term as Board Mgmt No vote
member
O.7 Renewal of Mr. Franck Riboud's term as Board Mgmt No vote
member
O.8 Ratification of the cooptation of Mrs. Mercedes Mgmt No vote
Erra as Board member
O.9 Setting attendance allowances Mgmt No vote
O.10 Approval of a regulated Agreement: agency agreement Mgmt No vote
entered into between the Company, Groupe Lucien
Barriere and a banking syndicate
O.11 Approval of a regulated Agreement: addendum Mgmt No vote
to the employment contract of Mr. Yann Caillere
following his appointment as Managing Director
O.12 Approval of a regulated Agreement: terms and Mgmt No vote
agreements concerning the termination of the
employment contract of Mr. Gilles Pelisson
and revocation of his mandate as CEO
O.13 Approval of a regulated Agreement: commitments Mgmt No vote
benefiting Mr. Denis Hennequin following his
appointment as CEO
O.14 Authorization to the Board of Directors to trade Mgmt No vote
the Company's shares
E.15 Authorization to the Board of Directors to reduce Mgmt No vote
the share capital by cancellation of shares
E.16 Delegation of authority to the Board of Directors Mgmt No vote
to carry out capital increases by issuing shares
or securities providing access to share capital,
while maintaining preferential subscription
rights
E.17 Delegation of authority to the Board of Directors Mgmt No vote
to carry out capital increases by issuing shares
or securities providing access to share capital,
with cancellation of preferential subscription
rights by way of a public offer
E.18 Delegation of authority to the Board of Directors Mgmt No vote
to carry out capital increases by issuing shares
or securities providing access to share capital,
with cancellation of preferential subscription
rights by way of reserved offer
E.19 Delegation of authority to the Board of Directors Mgmt No vote
to increase the number of issuable securities
in case of share capital increase with or without
preferential subscription rights
E.20 Delegation of authority to the Board of Directors Mgmt No vote
to carry out capital increases by issuing shares
or securities, in consideration for in-kind
contributions granted to the Company
E.21 Delegation of authority to the Board of Directors Mgmt No vote
to increase capital by incorporation of reserves,
profits, premiums or other amounts
E.22 Limitation of the overall amount of capital Mgmt No vote
increases that may be completed pursuant to
the previous delegations
E.23 Delegation of authority to the Board of Directors Mgmt No vote
to carry out the issuance of shares or securities
providing access to the share capital in favor
of employees participating in a Company Savings
Plan
E.24 Authorization to the Board of Directors to carry Mgmt No vote
out the issuance of plans of options to subscribe
for or purchase shares in favor of employees
and corporate officers
E.25 Authorization to the Board of Directors to carry Mgmt No vote
out free allocations of shares to employees
and corporate officers
E.26 Powers to accomplish all necessary formalities Mgmt No vote
E.27 Transfer of the Company's registered office Mgmt No vote
and corresponding amendment to Article 4 of
the Articles of Association
--------------------------------------------------------------------------------------------------------------------------
ACERINOX SA Agenda Number: 703044470
--------------------------------------------------------------------------------------------------------------------------
Security: E0060D145
Meeting Type: OGM
Meeting Date: 09-Jun-2011
Ticker:
ISIN: ES0132105018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 10 JUN 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Review and approval of the annual accounts and Mgmt For For
management report, such as their consolidated
group, and application of the result
2 Approval of the two dividends payment in 05.01.2011 Mgmt For For
and 05.04.2011
3 Return to the shareholders 0,10 Euros per share Mgmt For For
charged to the bonus issue account
4 Approval of the board members management Mgmt For For
5 Authorization to the board members to acquire Mgmt For For
treasury shares by the company or their subsidiaries
6 Appointment of auditors, both Acerinox, SA and Mgmt For For
its Consolidated Group for the year 2011
7.1 Re-election of Mr Cebrian Ara as board member Mgmt For For
7.2 Appointment as board member of Mr Ballesteros Mgmt For For
Quitana
8 Explanatory report to the general meeting on Mgmt For For
issues included in the management
report
9.1 Amendment art 6 bylaws Mgmt For For
9.2 Amendment art 11 bylaws Mgmt For For
9.3 Amendment art 12 bylaws Mgmt For For
9.4 Amendment art 16 bylaws Mgmt For For
9.5 Amendment art 19 bylaws Mgmt For For
9.6 Amendment art 22 bis bylaws Mgmt For For
10.1 Amendment art 4 general meeting Mgmt For For
10.2 Amendment art 8 general meeting Mgmt For For
10.3 Amendment art 11 general meeting Mgmt For For
10.4 Amendment art 12 general meeting Mgmt For For
11 Delegation to the board members for issuing Mgmt Against Against
bonds and another fix income changeable
without rights issue
12 Report on the board members remuneration Mgmt For For
13 Approval of the minute Mgmt For For
14 Appointment of two inspectors to approve the Mgmt For For
minute
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF AUDITORS NAME FOR RESOLUTION NO. 6. 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.
--------------------------------------------------------------------------------------------------------------------------
ACTELION LTD Agenda Number: 702952323
--------------------------------------------------------------------------------------------------------------------------
Security: H0032X135
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: CH0010532478
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 754778, 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.
CMMT 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.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS.
THANK YOU.
CMMT SUPPORTIVE STATEMENT FROM SHAREHOLDER (GERMAN): Non-Voting No vote
HTTP://WWW1.ACTELION.COM/DOCUMENTS/CORPORATE/MEDIA_RELEASES/110307_STATEMENT_DR_MAAG_D.PDF
1 Approval of the Business Report consisting of Mgmt Take No Action
the Annual Report as well as of the Annual
Statutory Accounts and Consolidated Accounts
as of 31 December 2010
2 Appropriation of Available Earnings and Distribution Mgmt Take No Action
Against Reserve from Capital Contribution
3.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Agenda item submitted by The Liverpool
Limited Partnership and Elliott International,
L.P. ("Elliott"): Request for Special Investigation
4 Discharge of the Board of Directors and of the Mgmt Take No Action
Senior Management
5 Approval of Share Buy-Back Mgmt Take No Action
6.1 Amendments of the Articles of Association: Introduction Mgmt Take No Action
of a Consultative Vote on the Compensation
Report
6.2 Amendments of the Articles of Association: Implementation Mgmt Take No Action
of the Book Entry Securities Act
6.3 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Amendments of the Articles of Association:
Agenda item submitted by Elliott: Removal of
Maximum Number of Board Members
6.4 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Amendments of the Articles of Association:
Agenda item submitted by Elliott: Reduction
of Term of Office of Board Members
6.5 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Amendments of the Articles of Association:
Agenda item submitted by Elliott: Election
of Chairman by the Shareholders Meeting
7.A.a PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Agenda item submitted by Elliott:
Removal of Board Member: Removal of Mr. Robert
E. Cawthorn
7.A.b PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Agenda item submitted by Elliott:
Removal of Board Member: Removal of Mr. Werner
Henrich
7.A.c PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Agenda item submitted by Elliott:
Removal of Board Member: Removal of Dr. Michael
Jacobi
7.A.d PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Agenda item submitted by Elliott:
Removal of Board Member: Removal of Dr. Armin
Kessler
7.A.e PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Agenda item submitted by Elliott:
Removal of Board Member: Removal of Mr. Jean
Malo
8.1aa Board Election: Re-Election of Board Member: Mgmt Take No Action
Re-Election of Dr. Jean-Paul Clozel
8.1bb Board Election: Re-Election of Board Member: Mgmt Take No Action
Re-Election of Mr. Juhani Anttila
8.1cc Board Election: Re-Election of Board Member: Mgmt Take No Action
Re-Election of Mr. Carl Feldbaum
8.2Aa Election of New Board Member: Nominated by Board Mgmt Take No Action
of Directors: Dr. Jean-Pierre Garnier
8.2Ab Election of New Board Member: Nominated by Board Mgmt Take No Action
of Directors: Mr. Robert Bertolini
8.2Ba PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Election of New Board Member: Nominated
by Elliott: Dr. James Shannon
8.2Bb PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Election of New Board Member: Nominated
by Elliott: Mr. Peter Allen
8.2Bc PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Election of New Board Member: Nominated
by Elliott: Dr. Anders Haerfstrand
8.2Bd PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Election of New Board Member: Nominated
by Elliott: Dr. Robert H.O. Hock
8.2Be PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Election of New Board Member: Nominated
by Elliott: Mr. Elmar Schnee
8.2Bf PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Election of New Board Member: Nominated
by Elliott: Mr. Hans-Christian Semmler
8.3.A PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Agenda item submitted by Elliott:
Election of Chairman: Nominated by Elliott:
Dr. James Shannon
8.3.B Election of Chairman: Nominated by Board of Mgmt Take No Action
Directors: Mr. Robert E. Cawthorn
9 Election of Ernst & Young AG, Basel, as the Mgmt Take No Action
Statutory Auditors for the Business Year 2011
--------------------------------------------------------------------------------------------------------------------------
ADECCO SA, CHESEREX Agenda Number: 702874086
--------------------------------------------------------------------------------------------------------------------------
Security: H00392318
Meeting Type: AGM
Meeting Date: 19-Apr-2011
Ticker:
ISIN: CH0012138605
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting Take No Action
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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Take No Action
MEETING NOTICE SENT UNDER MEETING 780565, 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 Approval of the annual report 2010 Mgmt Take No Action
1.2 Advisory vote on the remuneration report 2010 Mgmt Take No Action
2.1 Appropriation of available earnings 2010 Mgmt Take No Action
2.2 Allocation of capital contribution reserves Mgmt Take No Action
to free reserves and distribution of dividend
of CHF 1.10 per Share
3 Granting of discharge to the members of the Mgmt Take No Action
board of directors
4.1 Re-election of Jakob Baer to the Board of Directors Mgmt Take No Action
4.2 Re-election of Rolf Doerig to the Board of Directors Mgmt Take No Action
4.3 Re-election of Alexander Gut to the Board of Mgmt Take No Action
Directors
4.4 Re-election of Andreas Jacobs to the Board of Mgmt Take No Action
Directors
4.5 Re-election of Thomas O'Neill to the Board of Mgmt Take No Action
Directors
4.6 Re-election of David Prince to the Board of Mgmt Take No Action
Directors
4.7 Re-election Wanda Rapaczynski to the Board of Mgmt Take No Action
Directors
4.8 Election of Didier Lamouche to the Board of Mgmt Take No Action
Directors
5 Re-election of Ernst and Young Ltd, Zurich, Mgmt Take No Action
as auditors for the business year 2011
6 Ad-hoc Mgmt Take No Action
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Take No Action
OF DIVIDEND AMOUNTS IN RESOLUTION 2.2. 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.
--------------------------------------------------------------------------------------------------------------------------
AEROPORTS DE PARIS Agenda Number: 702819624
--------------------------------------------------------------------------------------------------------------------------
Security: F00882104
Meeting Type: OGM
Meeting Date: 05-May-2011
Ticker:
ISIN: FR0010340141
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0304/201103041100528.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0413/201104131101200.pdf
1 Approval of the annual corporate financial statements Mgmt For For
for the financial year ended on December 31,
2010
2 Approval of the consolidated financial statements Mgmt For For
for the financial year ended on December
31, 2010
3 Allocation of income for the financial year Mgmt For For
ended December 31, 2010 and setting the
dividend
4 Approval of the Agreements pursuant to Articles Mgmt For For
L. 225-38 et seq. of the Commercial Code
5 Authorization to be granted to the Board of Mgmt For For
Directors to trade the Company's share
6 Powers for the formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
AGGREKO PLC Agenda Number: 702888162
--------------------------------------------------------------------------------------------------------------------------
Security: G0116S102
Meeting Type: AGM
Meeting Date: 27-Apr-2011
Ticker:
ISIN: GB0001478998
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of Report and Accounts Mgmt For For
2 Approval of Remuneration Report Mgmt For For
3 Declaration of Dividend Mgmt For For
4 Re-election of Mr P G Rogerson Mgmt For For
5 Re-election of Mr R C Soames Mgmt For For
6 Re-election of Mr A G Cockburn Mgmt For For
7 Re-election of Mr G P Walker Mgmt For For
8 Re-election of Mr W F Caplan Mgmt For For
9 Re-election of Mr K Pandya Mgmt For For
10 Re-election of Mr D C M Hamill Mgmt For For
11 Re-election of Mr R J MacLeod Mgmt For For
12 Re-election of Mr R J King Mgmt For For
13 Election of Mr K G Hanna Mgmt For For
14 Re-appointment of independent auditor Mgmt For For
15 Authorise Audit Committee to determine remuneration Mgmt For For
of auditor
16 Authority to allot shares Mgmt Against Against
17 Disapplication of pre-emption rights Mgmt For For
18 Purchase of own shares Mgmt For For
19 General meetings on 14 clear days' notice Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AGL ENERGY LTD Agenda Number: 702614199
--------------------------------------------------------------------------------------------------------------------------
Security: Q01630104
Meeting Type: AGM
Meeting Date: 21-Oct-2010
Ticker:
ISIN: AU000000AGK9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2 Approve the remuneration report Mgmt For For
3 Re-elect of Mr. Bruce Phillips as a Director Mgmt For For
4 Approve to increase the maximum aggregate remuneration Mgmt For For
of Non-Executive Directors
VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 4 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY THE
COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON PROPOSAL
(4), YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
THE PASSING OF THE RELEVANT PROPOSAL/S AND
YOU COMPLY WITH THE VOTING EXCLUSION.
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF VOTING EXCLUSION COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
AIR FRANCE-KLM Agenda Number: 702487489
--------------------------------------------------------------------------------------------------------------------------
Security: F01699135
Meeting Type: MIX
Meeting Date: 08-Jul-2010
Ticker:
ISIN: FR0000031122
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2010/0602/201006021002956.pdf
O.1 Approve the financial statements for the FYE Mgmt For For
on 31 MAR 2010
O.2 Approve the consolidated financial statements Mgmt For For
for the FYE on 31 MAR 2010
O.3 Approve the allocation of income for the FYE Mgmt For For
on 31 MAR 2010
O.4 Approve the regulated agreements and undertakings Mgmt For For
O.5 Approve the renewal of Mr. Jean-Francois Dehecq's Mgmt For For
term as a Board Member for a two-year term
O.6 Approve the renewal of Mr. Cornelis van Lede's Mgmt For For
term as a Board Member for a two-year term
O.7 Approve the renewal of Mr. Leo van Wijk's term Mgmt For For
as a Board Member for a two-year term
O.8 Approve the renewal of Mr. Jean-Marc Espalioux's Mgmt For For
term as a Board Member for a three-year term
O.9 Approve the renewal of Mrs. Patricia Barbizet's Mgmt For For
term as a Board Member for a four-year term
O.10 Approve the renewal of Mr. Jean-Cyril Spinetta's Mgmt For For
term as a Board Member for a four-year term
O.11 Appointment of Mrs. Maryse Aulagnon as a Board Mgmt For For
member for a three-year term
O.12 Appointment of Mr. Peter Hartman as a Board Mgmt For For
member for a three-year term
O.13 Approve the renewal of Mr. Christian Magne's Mgmt For For
term as a Board Member, representing
shareholders employees (category of employees
other than flight crew)
O.14 Appointment of Mr. Bernard Pedamon as a Board Mgmt For For
Member, representing shareholders
employees (flight crew employees' category)
O.15 Approve the renewal of term of Deloitte & Associes Mgmt For For
as the Principal Statutory Auditor
O.16 Approve the renewal of term of BEAS as the Deputy Mgmt For For
Statutory Auditor
O.17 Authorize the Board of Directors to proceed Mgmt For For
with transactions on the Company's
shares
E.18 Approve the capital reduction independent from Mgmt For For
the losses by reduction of the nominal value
of shares and allocation of the amount of reduction
to the account issuance premium
E.19 Authorize the Board of Directors to issue common Mgmt Against Against
shares of the Company and securities giving
access to the capital of the Company, with
preferential subscription rights of the
shareholders
E.20 Authorize the Board of Directors to issue common Mgmt Against Against
shares of the Company and securities giving
access to the capital of the Company by way
of public offer, with cancellation of
preferential subscription rights of the
shareholders
E.21 Authorize the Board of Directors to issue common Mgmt Against Against
shares of the Company and securities giving
access to the capital of the Company with cancellation
of preferential subscription rights of the
shareholders, by way of an offer pursuant
to Article L.411-2, II of the Monetary and
Financial Code
E.22 Authorize the Board of Directors to increase Mgmt Against Against
the amount of original issuance in case of
capital increase with or without preferential
subscription rights
E.23 Authorize the Board of Directors to carry out Mgmt Against Against
a share capital increase within the limit of
10% of the capital of the Company, in consideration
for the contributions in kind granted
to the Company and composed of equity
securities or securities giving access
to the capital of another Company
E.24 Authorize the Board of Directors to carry out Mgmt Against Against
a share capital increase by incorporation
of reserves, profits, issuance premiums or
other amounts which capitalization is permitted
E.25 Authorize the Board of Directors to carry out Mgmt Against Against
capital increases reserved for members of
a company savings plan or group savings plan
E.26 Powers for the formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AKZO NOBEL NV Agenda Number: 702846710
--------------------------------------------------------------------------------------------------------------------------
Security: N01803100
Meeting Type: AGM
Meeting Date: 27-Apr-2011
Ticker:
ISIN: NL0000009132
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening Non-Voting No vote
2 Report of the Board of Management for the financial Non-Voting No vote
year 2010
3.a Adoption of the 2010 Financial Statements of Mgmt For For
the Company
3.b Allocation of profit Non-Voting No vote
3.c Discussion on the dividend policy Non-Voting No vote
3.d Adoption of the dividend proposal Mgmt For For
4.a Discharge from liability of the members of the Mgmt For For
Board of Management in office in 2010 for the
performance of their duties in 2010
4.b Discharge from liability of the members of the Mgmt For For
Supervisory Board in office in2010 for the
performance of their duties in 2010
5.a Supervisory Board: Reappointment of Mr. U-E. Mgmt For For
Bufe
5.b Supervisory Board: Reappointment of Mrs. P. Mgmt For For
Bruzelius
6.a Amendments to the Remuneration Policy for the Mgmt For For
Board of Management: Minimum shareholding
requirement and matching
6.b Amendments to the Remuneration Policy for the Mgmt For For
Board of Management: Improved sustainability
performance measurement
7.a Authorization for the Board of Management: to Mgmt Against Against
issue shares
7.b Authorization for the Board of Management: to Mgmt Against Against
restrict or exclude the pre-emptive
rights of shareholders
8 Authorization for the Board of Management to Mgmt For For
acquire common shares in the share capital
of the Company on behalf of the Company
9 Any other business Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF THE RESOLUTION 4. 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.
--------------------------------------------------------------------------------------------------------------------------
ALCATEL-LUCENT, PARIS Agenda Number: 702796509
--------------------------------------------------------------------------------------------------------------------------
Security: F0191J101
Meeting Type: MIX
Meeting Date: 27-May-2011
Ticker:
ISIN: FR0000130007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2011/0218/201102181100357.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0401/201104011101060.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year ended on December
31, 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year ended on December
31, 2010
O.3 Income for the financial year-Allocation Mgmt For For
O.4 Renewal of Mr. Daniel Bernard's term as Board Mgmt For For
member
O.5 Renewal of Mr. W. Frank Blount's term as Board Mgmt For For
member
O.6 Regulated Agreements and Undertakings Mgmt For For
O.7 Authorization granted to the Board of Directors Mgmt For For
to allow the Company to trade its own shares
E.8 Authorization granted to the Board of Directors Mgmt For For
to reduce the share capital of the Company
by cancellation of treasury shares
E.9 Amendment of the Statutes - Updating Article Mgmt For For
16 of the Statutes: invalid provision
- Amendment of Article 21 of the Statutes:
electronic signature and identification
method of shareholders
E.10 Powers Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL LINK. 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.
--------------------------------------------------------------------------------------------------------------------------
ALL NIPPON AIRWAYS CO.,LTD. Agenda Number: 703112639
--------------------------------------------------------------------------------------------------------------------------
Security: J51914109
Meeting Type: AGM
Meeting Date: 20-Jun-2011
Ticker:
ISIN: JP3429800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
3. Appoint a Corporate Auditor Mgmt For For
4. Amend the Compensation to be received by Directors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AMCOR LTD Agenda Number: 702614531
--------------------------------------------------------------------------------------------------------------------------
Security: Q03080100
Meeting Type: AGM
Meeting Date: 21-Oct-2010
Ticker:
ISIN: AU000000AMC4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 3 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL WILL BE DISREGARDED BY THE
COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEM. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT
TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL.
2.a Re-elect Mr. Chris Roberts as a Director Mgmt For For
2.b Election of Dr. Armin Meyer as a Director Mgmt For For
2.c Election of Mrs. Karen J Guerra as a Director Mgmt For For
3 Approve the grant of share rights to the Managing Mgmt For For
Director Management Incentive Plan-Equity
4 Adopt the remuneration report Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ANHEUSER-BUSCH INBEV SA, BRUXELLES Agenda Number: 702901681
--------------------------------------------------------------------------------------------------------------------------
Security: B6399C107
Meeting Type: MIX
Meeting Date: 26-Apr-2011
Ticker:
ISIN: BE0003793107
--------------------------------------------------------------------------------------------------------------------------
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) MAY BE
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
A.1 Proposal to replace the words "the last Tuesday Mgmt Take No Action
of April" in the first paragraph of Article
24 with the words "the last Wednesday of April"
A.2 Proposal to add the following new paragraph Mgmt Take No Action
at the end of Article 22:"The Company is authorised
to deviate from the provisions of Article 520ter,
indents 1 and 2, of the Companies Code, in
respect of any persons falling within the scope
of such provisions."
A.3a Entry into force of the modifications to the Mgmt Take No Action
Articles of Association resulting from the
law on the exercise of certain rights of shareholders
in listed companies: Proposal to resolve (i)
that the modifications to the Articles of Association
provided for in items 3 (b) to 3 (g) shall
(a) be made under the condition precedent that
a law implementing Directive 2007/36/EC on
the exercise of certain rights of shareholders
in listed companies (the ''Law'') is published
in the Belgian State Gazette and (b) enter
into force on the date, if any, on which the
Law (as may be amended, supplemented or implemented
by any law or regulation) provides that such
modifications enter into force and, in case
the Law (as may be amended, supplemented or
implemented by any law or regulation) does
not provide such a date, such modifications
will enter into force on the date on which
the Law enters into force; and (ii) that the
provisions of the articles of association that
are the object of modification by items 3 (b)
to 3 (g) below (a) will remain in force until
the corresponding modifications to the articles
of association enter into force and (b) will
be, for these purposes, set out at the end
of the articles of association as transitional
provisions; it being understood that the above
proposed resolution shall not be submitted
to the vote of the Extraordinary General Meeting
of Shareholders in the event that the Law is
published before the Extraordinary General
Meeting which will effectively deliberate upon
this item
A.3.b Modification to Article 24 - Meetings: Proposal Mgmt Take No Action
to delete the words ''The Body convening a
meeting shall designate the places where the
certified statement of blocking of dematerialised
shares is to be deposited'' in the third paragraph
of Article 24 and to add the following paragraph
at the end of Article 24: ''Working days shall
mean all days of the week with the exception
of Saturdays, Sundays and legal public holidays
in Belgium.''
A.3.c Modification to Article 25 - Admission to Shareholders' Mgmt Take No Action
Meetings: Proposal to replace Article 25 as
follows: ''a) Conditions of admission to Shareholders'
Meetings: In order to have the right to participate
in and vote at the Meeting, shareholders must:
(i) have the ownership of their shares recorded
in their name, as at midnight Central European
Time on the fourteenth (14th) calendar day
preceding the date of the Meeting (the ''record
date''): - through registration in the register
of the registered shares of the company, for
holders of registered shares; or- through book-entry
in the accounts of an authorised account holder
or clearing organisation, for holders of dematerialised
shares. Holders of bearer shares must first
convert their bearer shares into registered
or dematerialized shares; and (ii) notify the
company (or the person designated by the company)
by returning a signed original paper form or,
if permitted by the company in the notice convening
the Shareholders Meeting, by sending a form
electronically (in which case the form shall
be signed by means of an electronic signature
in accordance with applicable Belgian law),
at the latest on the sixth (6th) calendar day
preceding the day of the Meeting, of their
intention to participate in the Meeting, indicating
the number of shares in respect of which they
intend to do so. In addition, the holders of
dematerialised shares must, at the latest on
the same day, provide the company (or the person
designated by the company), or arrange for
the company (or the person designated by the
company) to be provided, with an original certificate
issued by an authorised account holder or a
clearing organisation certifying the number
of shares owned on the record date by the relevant
shareholder and for which it has notified its
intention to participate in the Meeting. An
issuer of certificates relating to registered
shares must notify its capacity of issuer to
the company, which will record such capacity
in the register of such shares. An issuer which
refrains from notifying this capacity to the
company can only vote at a Shareholders' Meeting
if the written notification indicating its
intention to participate in that Shareholders''
Meeting specifies its capacity of issuer. An
issuer of certificates linked to dematerialised
shares must notify its capacity of issuer to
the company before exercising any vote, at
the latest through the written notification
indicating its intention to participate in
the Shareholders' Meeting, failing which such
shares cannot participate in voting. b) Proxies
and powers of attorney: Any shareholder with
the right to vote may either personally participate
in the Meeting or give a proxy to another person,
who need not be a shareholder, to represent
it at a Shareholders' Meeting. A shareholder
may designate, for a given meeting, only one
person as proxy holder, except in circumstances
where Belgian law allows the designation of
multiple proxy holders. The appointment of
a proxy holder may take place in paper form
or electronically (in which case the form shall
be signed by means of an electronic signature
in accordance with applicable Belgian law),
through a form which shall be made available
by the company. The signed original paper form
or electronic form must be received by the
company at the latest on the sixth (6th) calendar
day preceding the date of the Meeting. Any
appointment of a proxy holder shall comply
with relevant requirements of applicable Belgian
law in terms of conflicting interests, record
keeping and any other applicable requirement.
c) Formalities for admission: Prior to the
Meeting, the shareholders or their proxies
are required to sign an attendance sheet, indicating
their first name, last name, and place of residence
or corporate denomination and registered office,
as well as the number of shares in respect
of which they are participating in the Meeting.
Representatives of legal entities must provide
the documents evidencing their capacity as
bodies or special proxy holders. The natural
persons, shareholders, bodies or proxy holders
who take part in the Shareholders' Meeting
must be able to prove their identity. d) Other
securities: The holders of profit sharing certificates,
non-voting shares, bonds, subscription rights
or other securities issued by the company,
as well as the holders of certificates issued
with the assistance of the company and representing
securities issued by the latter, may participate
in the Shareholders' Meeting insofar as the
law entitles them to do so, and, as the case
may be, gives them the right to participate
in voting. If they propose to participate,
they are subject to the same formalities concerning
admission and access, and forms and filing
of proxies, as those imposed on the shareholders.''
A.3.d Modification to Article 26 BIS - Vote by correspondence: Mgmt Take No Action
Proposal to rename Article 26BIS''''Remote
Voting Before The Shareholders' Meeting''
and to replace it as follows: ''Any shareholder
may vote remotely before the Meeting, by sending
a paper form or, if permitted by the company
in the notice convening the Shareholders' Meeting,
by sending a form electronically (in which
case the form shall be signed by means of an
electronic signature in accordance with applicable
Belgian law), through a form which shall be
made available by the company.The original
signed paper form must be received by the company
at the latest on the sixth (6th) calendar day
preceding the date of the Meeting. Voting through
the sending of the signed electronic form may
occur until the calendar day before the date
of the Meeting. The company may also organise
a remote vote before the Meeting through other
electronic communication methods, such as,
among others, through one or several Web sites.
It shall specify the practical terms of any
such remote vote in the convening notice. The
company will ensure that, when arranging remote
electronic voting before the Shareholders'
Meeting, either through the sending of an electronic
form or through other electronic communication
methods, the company is able, through the system
used, to control the identity and capacity
as shareholder of each person casting a vote
electronically. Shareholders voting remotely,
must, in order for their vote to be taken into
account for the calculation of the quorum and
voting majority, comply with the conditions
set out in Article25.''
A.3.e Modification to Article 28 - Deliberations: Mgmt Take No Action
Proposal to rename Article 28 ''Agenda And
Deliberations'' and to replace the first paragraph
with the following paragraphs: ''The Shareholders'
Meeting may deliberate only the business on
its agenda. One or more shareholders representing
at least 3% of the capital of the company may
request for items to be added to the agenda
and submit resolution proposals in relation
to existing agenda items or new items to be
added to the agenda provided that they prove
holding of such shareholding as at the date
of their request by, as far as registered shares
are concerned, a certificate evidencing the
registration of the shares in the register
of shares of the company or, as far as dematerialised
shares are concerned, by a certificate issued
by an authorised account holder or a clearing
organisation certifying the book-entry of the
shares in one or several accounts held by such
account holder or clearing organisation. Such
right shall not be available in relation to
a second extraordinary Shareholders' Meeting
that is convened for lack of a quorum at the
first extraordinary Shareholders' Meeting.The
new agenda items and/or resolution proposals
should be received by the company in signed
original paper form or electronically (in which
case the form shall be signed by means of an
electronic signature in accordance with applicable
Belgian law), at the latest on the twentysecond
(22nd) calendar day preceding the date of the
Shareholders' Meeting and the company shall
publish a revised agenda at the latest on the
fifteenth (15th) calendar day preceding the
date of the Meeting. The handling of such new
agenda items and/or resolution proposals during
the Meeting is subject to the relevant shareholder(s)
having satisfied, with respect to shares representing
at least 3% of the capital, the conditions
set forth in Article 25, a), (i) and (ii).''
A.3.f Modification to Article 30 - Adjournments: Proposal Mgmt Take No Action
to replace the second and third paragraphs
of Article 30 as follows: ''Such adjournment
cancels all decisions taken during the Meeting.
The Shareholders' Meeting shall be held again
within five (5) weeks and with the same agenda.
Shareholders wishing to participate in such
Meeting shall fulfil the admission conditions
set out in Article 25 a). To this effect, a
record date shall be set on the fourteenth
(14th) calendar day at midnight Central European
Time preceding the date of the second Meeting.''
A.3.g Modification to Article 36 BIS: Proposal to Mgmt Take No Action
delete Article 36 BIS
A.4.a Issuance of 215,000 subscription rights and Non-Voting No vote
capital increase under the condition precedent
and to the extent of the exercise of the subscription
rights: Special report by the Board of Directors
on the issuance of subscription rights and
the exclusion of the preference right of the
existing shareholders in favour of specific
persons, drawn up in accordance with Articles
583, 596 and 598 of the Companies Code
A.4.b Issuance of 215,000 subscription rights and Non-Voting No vote
capital increase under the condition precedent
and to the extent of the exercise of the subscription
rights: Special report by the statutory auditor
on the exclusion of the preference right of
the existing shareholders in favour of specific
persons, drawn up in accordance with Articles
596 and 598 of the Companies Code
A.4.c Issuance of 215,000 subscription rights and Mgmt Take No Action
capital increase under the condition precedent
and to the extent of the exercise of the subscription
rights: Proposed resolution: excluding the
preference right of the existing shareholders
in relation to the issuance of subscription
rights in favour of all current Directors of
the Company, as identified in the report referred
under item (a) above
A.4.d Issuance of 215,000 subscription rights and Mgmt Take No Action
capital increase under the condition precedent
and to the extent of the exercise of the subscription
rights: Issuance of subscription rights: Proposed
resolution: approving the issuance of 215,000
subscription rights and determining their terms
and conditions (as such terms and conditions
are appended to the report referred under item
(a) above). The main provisions of these terms
and conditions can be summarised as follows:
each subscription right confers the right to
subscribe in cash to one ordinary share in
the Company, with the same rights (including
dividend rights) as the existing shares. Each
subscription right is granted for no consideration.
Its exercise price equals the average price
of the Company share on Euronext Brussels over
the 30 calendar days preceding the issuance
of the subscription rights by the Shareholders'
Meeting. All subscription rights have a term
of five years as from their issuance and become
exercisable as follows: a first third may be
exercised from 1 January 2013 up to and including
25 April 2016, a second third may be exercised
from 1 January 2014 up to and including 25
April 2016 and the last third may be exercised
from 1 January 2015 up to and including 25
April 2016. At the end of the exercise period,
the subscription rights that have not been
exercised automatically become null and void
A.4.e Issuance of 215,000 subscription rights and Mgmt Take No Action
capital increase under the condition precedent
and to the extent of the exercise of the subscription
rights: Conditional capital increase: Proposed
resolution: increasing the capital of the Company,
under the condition precedent and to the extent
of the exercise of the subscription rights,
for a maximum amount equal to the number of
subscription rights issued multiplied by their
exercise price and allocation of the issuance
premium to an account not available for distribution
A.4.f Issuance of 215,000 subscription rights and Mgmt Take No Action
capital increase under the condition precedent
and to the extent of the exercise of the subscription
rights: Express approval pursuant to Article
554, indent 7, of the Companies Code: Proposed
resolution: expressly approving the granting
of the above-mentioned subscription rights
to any Director of the Company who is independent
within the meaning of Article 526ter of the
Companies Code
A.4.g Issuance of 215,000 subscription rights and Mgmt Take No Action
capital increase under the condition precedent
and to the extent of the exercise of the subscription
rights: Powers: Proposed resolution: granting
powers to two Directors acting jointly to have
recorded by notarial deed the exercise of the
subscription rights, the corresponding increase
of the capital, the number of new shares issued,
the resulting modification to the articles
of association and the allocation of the issuance
premium to an account not available for distribution
B.1 Management report by the Board of Directors Non-Voting No vote
on the accounting year ended on 31 December
2010
B.2 Report by the statutory auditor on the accounting Non-Voting No vote
year ended on 31 December 2010
B.3 Communication of the consolidated annual accounts Non-Voting No vote
relating to the accounting year ended on 31
December 2010, as well as the management report
by the Board of Directors and the report by
the statutory auditor on the consolidated annual
accounts
B.4 Approval of the statutory annual accounts: Proposed Mgmt Take No Action
resolution: approving the statutory annual
accounts relating to the accounting year ended
on 31 December 2010, including the following
allocation of the result: Profit of the accounting
year: EUR 53,198, Profit carried forward from
the preceding accounting year: EUR 7,018,197,
Result to be allocated: EUR 7,071,395, Deduction
for the unavailable reserve: - EUR 68, Gross
dividend for the shares (*): EUR 1,275,707,
Balance of carried forward profit: EUR 5,795,620,
(*) On a per share basis, this represents a
gross dividend of EUR 0.8, giving right to
a dividend net of Belgian withholding tax of
EUR 0.6 per share (in case of 25% Belgian withholding
tax), of EUR 0.68 per share (in case of 15%
Belgian withholding tax) and of EUR 0.8 per
share (in case of exemption from Belgian withholding
tax). Such amount may fluctuate depending on
the number of own shares held by the Company
on the dividend payment date. The dividend
will be payable as from 02 May 2011
B.5 Discharge to the Directors: Proposed resolution: Mgmt Take No Action
granting discharge to the Directors for the
performance of their duties during the accounting
year ended on 31 December 2010
B.6 Discharge to the statutory auditor: Proposed Mgmt Take No Action
resolution: granting discharge to the statutory
auditor for the performance of his duties during
the accounting year ended on 31 December 2010.
B.7 Acknowledgment of the end of the mandate as Non-Voting No vote
director of Mr. Arnoud de Pret, Mr. Jean-Luc
Dehaene and Mr. August Busch IV.
B.8.a Appointment of directors: Proposed resolution: Mgmt Take No Action
renewing the appointment as director of Mr.
St fan Descheemaeker, for a period of four
years ending after the shareholders' meeting
which will be asked to approve the accounts
for the year 2014
B.8.b Proposed resolution: appointing as director Mgmt Take No Action
Mr. Paul Cornet de Ways Ruart, for a period
of four years ending after the shareholders'
meeting which will be asked to approve the
accounts for the year 2014. Mr. Paul Cornet
is a Belgian citizen. He is a Commercial Engineer
Cum Laude from the Catholic University of Louvain
(1991) and holds an MBA with Dean's Honour
from the University of Chicago (1996) with
concentration in Finance. He is currently working
for Yahoo! EMEA where he is Chief of Staff
and Senior Financial Director responsible for
Corporate Development and Audience. Before
Yahoo!, Mr. Cornet was the Director of Strategy
for Orange (UK mobile operator) and spent seven
years with McKinsey&Company in London and Palo
Alto (CA). He is also on the Boards of EPS,
Rayvax, Sparflex and several venture capital
backed technology companies
B.8.c Proposed resolution: renewing the appointment Mgmt Take No Action
as independent director of Mr. Kees Storm,
for a period of two years ending after the
shareholders' meeting which will be asked to
approve the accounts for the year 2012. The
renewal of the mandate for only two years is
in line with the Company's Corporate Governance
Charter which provides that the term of office
of directors shall end immediately after the
shareholders' meeting following their 70th
birthday. Mr. Storm complies with the functional,
family and financial criteria of independence
as provided for in Article 526ter of the Companies
Code and in the Company's Corporate Governance
Charter, except for the requirement not to
have been a non-executive director of the company
for more than three successive terms (Article
526ter, par. 1, 2 ). Except when legally required
to apply the definition of Article 526ter,
par. 1, 2 , the Board proposes to consider
that Mr. Storm continues to qualify as independent
director. The Board is of the opinion that
the quality and independence of the contribution
of Mr. Storm to the functioning of the Board
has not been influenced by the length of his
tenure. Mr. Storm has acquired a superior understanding
of the Company's business, its underlying strategy
and specific culture, in particular in his
capacity of Chairman of the Audit Committee,
and in light of his particular experience,
reputation and background it is in the Company's
best interests to renew him as an independent
director for an additional term of 2 years.
Moreover, Mr. Storm expressly stated and the
Board is of the opinion that he does not have
any relationship with any company which could
compromise his independence
B.8.d Proposed resolution: renewing the appointment Mgmt Take No Action
as independent director of Mr. Peter Harf,
for a period of four years ending after the
shareholders' meeting which will be asked to
approve the accounts for the year 2014. Mr.
Harf complies with the functional, family and
financial criteria of independence as provided
for in Article 526ter of the Companies Code
and in the Company's Corporate Governance Charter,
except for the requirement not to have been
a non-executive director of the company for
more than three successive terms (Article 526ter,
par. 1, 2 ). Except when legally required to
apply the definition of Article 526ter, par.
1, 2 , the Board proposes to consider that
Mr. Harf continues to qualify as independent
director. The Board is of the opinion that
the quality and independence of the contribution
of Mr. Harf to the functioning of the Board
has not been influenced by the length of his
tenure. Mr. Harf has acquired a superior understanding
of the Company's business, its underlying strategy
and specific culture, in particular in his
capacity of Chairman of the Board, and in light
of his particular experience, reputation and
background it is in the Company's best interests
to renew him as an independent director for
an additional term of 4 years. Moreover, Mr.
Harf expressly stated and the Board is of the
opinion that he does not have any relationship
with any company which could compromise his
independence
B.8.e Proposed resolution: appointing as independent Mgmt Take No Action
director Mr. Olivier Goudet, for a period of
four years ending after the shareholders' meeting
which will be asked to approve the accounts
for the year 2014. Mr. Olivier Goudet is a
French citizen. He is Executive Vice President
and Chief Financial Officer of Mars, Incorporated.
He joined Mars in 1990, serving on the finance
team of the French business. After six years,
he left Mars to join the VALEO Group, where
he held several senior executive positions.
In 1998, he returned to Mars, where he became
Chief Financial Officer in 2004. In 2008, his
role was broadened to the position of Executive
Vice President and CFO. Mr. Goudet is also
a director of the Wm. Wrigley Jr. Company,
Mars' gum and confections subsidiary, where
Berkshire Hathaway is a minority investor.
He holds a degree in engineering from l'Ecole
Centrale de Paris and graduated from the ESSEC
Business School in Paris with a major in finance.
Mr. Goudet complies with the functional, family
and financial criteria of independence as provided
for in Article 526ter of the Companies Code
and in the Company's Corporate Governance Charter.
Moreover, Mr. Goudet expressly stated and the
Board is of the opinion that he does not have
any relationship with any company which could
compromise his independence
B.9.a Proposed resolution: approving the Remuneration Mgmt Take No Action
report for the financial year 2010 as set out
in the 2010 annual report, including the executive
remuneration policy. Such policy provides for
the possibility of granting variable compensation
in the form of shares that are immediately
vested, subject to a five-year blocking period.
In addition, the executive remuneration policy
provides that the Company may also grant matching
shares (in the form of restricted stock units)
and stock options, the value of which can exceed
25% of the annual remuneration and which vest
after a period of five years but without being
subject to a specific performance test. Special
forfeiture rules apply to matching shares and
stock options in case of termination of service
before the end of the five-year vesting period.
The 2010 annual report and remuneration report
containing the executive remuneration policy,
can be reviewed as indicated at the end of
this notice
B.9.b Proposed resolution: confirming the specified Mgmt Take No Action
grants of stock options and restricted stock
units to executives: a) Confirmation, for US
law purposes, of two new programs launched
in November 2010 under the Company's Long Term
Incentive Stock Options Plan, allowing for
the offer, over a period of 10 years, of (i)
stock options on a maximum of 5,000,000 ordinary
shares of the Company and (ii) stock options
on a maximum of 5,000,000 American Depositary
Shares (ADSs) of the Company, all of which
can be granted to employees of the Company
and/or its majority owned subsidiaries in the
form of Incentive Stock Options (ISOs) pursuant
to Sections 421 and 422 of the US Internal
Revenue Code of 1986, as amended. Each stock
option gives the recipient the right to purchase
one existing share in the Company listed on
Euronext Brussels or one existing American
Depositary Share of the Company traded on the
New York Stock Exchange. The exercise price
of each stock option corresponds to the fair
value of the Company share or of the ADS at
the time of granting of the options. b) Confirmation
of three specific Long Term Restricted Stock
Unit Programs i. a program allowing for the
offer of restricted stock units to certain
employees in certain specific circumstances
at the discretion of the Chief Executive Officer
of Anheuser-Busch InBev e.g. to compensate
for assignments of expatriates to certain specific
countries. Each restricted stock unit will
vest only after a five-year vesting period
without performance test. In case of termination
of service before the vesting date, special
forfeiture rules apply. Confirmation of the
hardship grant of approximately 120,000 restricted
stock units under the Program in 2010 to employees
of the Company and/or its majority owned subsidiaries.
ii. a program allowing for the exceptional
offer of restricted stock units to certain
employees at the discretion of the Remuneration
Committee of Anheuser-Busch InBev as a long-term
retention incentive for key employees of the
Company. The first half of the restricted stock
units vest after five years and the other half
vest only after a ten-year period. No performance
test is applied. In case of termination of
service before the vesting date, special forfeiture
rules apply. Confirmation of the grant of approximately
320,000 restricted stock units under the Program
in 2010 to employees of the Company and/or
its majority owned subsidiaries. iii. a program
allowing certain employees to purchase Company
shares at a discount aimed as a long-term retention
incentive for highpotential employees of the
Company and/or its majority owned subsidiaries,
who are at a mid-manager level. The voluntary
investment in Company shares leads to the grant
of 3 matching shares for each share invested.
The discount and matching shares are granted
in the form of restricted stock units which
vest after 5 years. In case of termination
before the vesting date, special forfeiture
rules apply
B10.a Approval of change of control provisions relating Mgmt Take No Action
to the Updated EMTN Programme: Proposed resolution:
approving, in accordance with Article 556 of
the Companies Code, (i) Condition 7.5 of the
Terms & Conditions (Change of Control Put)
of the EUR 15,000,000,000 updated Euro Medium
Term Note Programme dated 18 October 2010 of
the Company and Brandbrew SA (the "Issuers")
and Deutsche Bank AG., London Branch acting
as Arranger (the "Updated EMTN Programme"),
which may be applicable in the case of notes
issued under the Updated EMTN Programme and
(ii) any other provision in the Updated EMTN
Programme granting rights to third parties
which could affect the Company's assets or
could impose an obligation on the Company where
in each case the exercise of those rights is
dependent on the launch of a public take-over
bid over the shares of the Company or on a
"Change of Control" (as defined in the Terms
& Conditions of the Updated EMTN Programme)
(*). (*) Pursuant to the Updated EMTN Programme,
(a) "Change of Control" means "any person or
group of persons acting in concert (in each
case other than Stichting Anheuser-Busch InBev
or any existing direct or indirect certificate
holder or certificate holders of Stichting
Anheuser-Busch InBev) gaining Control of the
Company provided that a Change of Control shall
not be deemed to have occurred if all or substantially
all of the shareholders of the relevant person
or group of persons are, or immediately prior
to the event which would otherwise have constituted
a Change of Control were, the shareholders
of the Company with the same (or substantially
the same) pro rata interests in the share capital
of the relevant person or group of persons
as such shareholders have, or as the case may
be, had, in the share capital of the Company",
(b) "Acting in concert" means "a group of persons
who, pursuant to an agreement or understanding
(whether formal or informal), actively cooperate,
through the acquisition directly or indirectly
of shares in the Company by any of them, either
directly or indirectly, to obtain Control of
the Company", and (c) "Control" means the "direct
or indirect ownership of more than 50 per cent
of the share capital or similar rights of ownership
of the Company or the power to direct the management
and the policies of the Company whether through
the ownership of share capital, contract or
otherwise". If a Change of Control Put is specified
in the applicable Final Terms of the notes,
Condition 7.5 of the Terms & Conditions of
the Updated EMTN Programme grants, to any noteholder,
in essence, the right to request the redemption
of his notes at the redemption amount specified
in the Final Terms of the notes, together,
if appropriate, with interest accrued upon
the occurrence of a Change of Control and a
related downgrade in the notes to sub-investment
grade
B10.b Approval of change of control provisions relating Mgmt Take No Action
to the US Dollar notes: Proposed resolution:
approving, in accordance with Article 556 of
the Companies Code, (i) the Change of Control
clause of the USD 3,250,000,000 notes issued
on 29 and 26 March 2010, consisting of USD
1,000,000,000 2.50% notes due 2013, USD 750,000,000
3.625% notes due 2015, USD 1,000,000,000 5.00%
notes due 2020 and USD 500,000,000 Floating
Rate Notes due 2013 (the "Unregistered Notes
issued in March 2010"), (ii) the Change of
Control clause of the USD 3,250,000,000 registered
notes issued in September 2010, consisting
of USD 1,000,000,000 2.50% notes due 2013,
USD 750,000,000 3.625% notes due 2015, USD
1,000,000,000 5.00% notes due 2020 and USD
500,000,000 Floating Rate Notes due 2013, issued
in exchange for corresponding amounts of the
corresponding unregistered notes issued in
March 2010, in accordance with a US Form F-4
Registration Statement pursuant to an exchange
offer launched by Anheuser-Busch InBev Worldwide
Inc. in the U.S. on 5 August 2010 and expired
on 2 September 2010 (the "Registered Notes
issued in September 2010"), (iii) the Change
of Control clause of the USD 8,000,000,000
registered notes issued in March 2011, consisting
of USD 1,250,000,000 7.20% notes due 2014,
USD 2,500,000,000 7.75% notes due 2019 and
USD 1,250,000,000 8.20% notes due 2039, USD
1,550,000,000 5.375% notes due 2014, USD 1,000,000,000
6.875% notes due 2019 and USD 450,000,000 8.00%
notes due 2039, each issued in exchange for
corresponding amounts of the corresponding
unregistered notes issued in January 2009 and
of the corresponding unregistered notes issued
in May 2009, in accordance with a US Form F-4
Registration Statement pursuant to an exchange
offer launched by Anheuser-Busch InBev Worldwide
Inc. in the U.S. on 11 February 2011 and expired
on 14 March 2011 (the "Registered Notes issued
in March 2011"), whereby each of the Unregistered
Notes issued in March 2010, the Registered
Notes issued in September 2010 and the Registered
Notes issued in March 2011 are issued by Anheuser-Busch
InBev Worldwide Inc. (with an unconditional
and irrevocable guarantee as to payment of
principal and interest from the Company) and
(iv) any other provision applicable to the
Unregistered Notes issued in March 2010, the
Registered Notes issued in September 2010 and
the Registered Notes issued in March 2011 granting
rights to third parties which could affect
the Company's assets or could impose an obligation
on the Company where in each case the exercise
of those rights is dependent on the launch
of a public take-over bid over the shares of
the Company or on a "Change of Control" (as
defined in the Offering Memorandum with respect
to the unregistered notes, as the case may
be, and in the Registration Statement with
respect to the registered notes) (*). (*) (a)
"Change of Control" means "any person or group
of persons acting in concert (in each case
other than Stichting Anheuser-Busch InBev or
any existing direct or indirect certificate
holder or certificate holders of Stichting
Anheuser-Busch InBev) gaining Control of the
Company provided that a Change of Control shall
not be deemed to have occurred if all or substantially
all of the shareholders of the relevant person
or group of persons are, or immediately prior
to the event which would otherwise have constituted
a Change of Control were, the shareholders
of the Company with the same (or substantially
the same) pro rata interests in the share capital
of the relevant person or group of persons
as such shareholders have, or as the case may
be, had, in the share capital of the Company",
(b) "Acting in concert" means "a group of persons
who, pursuant to an agreement or understanding
(whether formal or informal), actively cooperate,
through the acquisition directly or indirectly
of shares in the Company by any of them, either
directly or indirectly, to obtain Control of
the Company", and (c) "Control" means the "direct
or indirect ownership of more than 50 per cent
of the share capital or similar rights of ownership
of the Company or the power to direct the management
and the policies of the Company whether through
the ownership of share capital, contract or
otherwise". The Change of Control clause grants
to any noteholder, in essence, the right to
request the redemption of his notes at a repurchase
price in cash of 101% of their principal amount
(plus interest accrued) upon the occurrence
of a Change of Control and a related downgrade
in the notes to sub-investment grade
B10.c Approval of change of control provisions relating Mgmt Take No Action
to the notes issued under Anheuser-Busch InBev's
Shelf Registration Statement filed in the United
States on Form F-3: Proposed resolution: approving,
in accordance with Article 556 of the Companies
Code, (i) the Change of Control clause of the
Brazilian real ("BRL") 750,000,000 9.750% registered
notes issued on 17 November 2010 by Anheuser-Busch
InBev Worldwide Inc. under Anheuser-Busch InBev's
Shelf Registration Statement filed on Form
F-3 on 21 September 2010 (with an unconditional
and irrevocable guarantee as to payment of
principal and interest from the Company) and
(ii) any other provision applicable to the
registered notes granting rights to third parties
which could affect the Company's assets or
could impose an obligation on the Company where
in each case the exercise of those rights is
dependent on the launch of a public take-over
bid over the shares of the Company or on a
"Change of Control" (as defined in the Prospectus
Supplement dated 9 November 2010 to the Prospectus
dated 21 September 2010). (a) "Change of Control"
means "any person or group of persons acting
in concert (in each case other than Stichting
Anheuser-Busch InBev or any existing direct
or indirect certificate holder or certificate
holders of Stichting Anheuser-Busch InBev)
gaining Control of the Company provided that
a Change of Control shall not be deemed to
have occurred if all or substantially all of
the shareholders of the relevant person or
group of persons are, or immediately prior
to the event which would otherwise have constituted
a Change of Control were, the shareholders
of the Company with the same (or substantially
the same) pro rata interests in the share capital
of the relevant person or group of persons
as such shareholders have, or as the case may
be, had, in the share capital of the Company",
(b) "Acting in concert" means "a group of persons
who, pursuant to an agreement or understanding
(whether formal or informal), actively cooperate,
through the acquisition directly or indirectly
of shares in the Company by any of them, either
directly or indirectly, to obtain Control of
the Company", and (c) "Control" means the "direct
or indirect ownership of more than 50 per cent
of the share capital or similar rights of ownership
of the Company or the power to direct the management
and the policies of the Company whether through
the ownership of share capital, contract or
otherwise". The Change of Control clause grants
to any noteholder, in essence, the right to
request the redemption of his notes at a repurchase
price in cash of 101% of their principal amount
(plus interest accrued) upon the occurrence
of a Change of Control and a related downgrade
in the notes to sub-investment grade
B10.d Approval of change of control provisions relating Mgmt Take No Action
to the CAD Dollar notes issued via a Canadian
Private Placement: Proposed resolution: approving,
in accordance with Article 556 of the Companies
Code, (i) the Change of Control clause of the
CAD 600,000,000 3.65% notes due 2016 issued
on 8 December 2010 via a Canadian Private Placement
by Anheuser-Busch InBev Worldwide Inc. (with
an unconditional and irrevocable guarantee
as to payment of principal and interest from
the Company) and (ii) any other provision applicable
to the notes granting rights to third parties
which could affect the Company's assets or
could impose an obligation on the Company where
in each case the exercise of those rights is
dependent on the launch of a public take-over
bid over the shares of the Company or on a
"Change of Control" (as defined in the Offering
Memorandum dated 8 December 2010). AB_INBEV_form_vote_110426_EN.doc
(a) "Change of Control" means "any person or
group of persons acting in concert (in each
case other than Stichting Anheuser-Busch InBev
or any existing direct or indirect certificate
holder or certificate holders of Stichting
Anheuser-Busch InBev) gaining Control of the
Company provided that a Change of Control shall
not be deemed to have occurred if all or substantially
all of the shareholders of the relevant person
or group of persons are, or immediately prior
to the event which would otherwise have constituted
a Change of Control were, the shareholders
of the Company with the same (or substantially
the same) pro rata interests in the share capital
of the relevant person or group of persons
as such shareholders have, or as the case may
be, had, in the share capital of the Company",
(b) "Acting in concert" means "a group of persons
who, pursuant to an agreement or understanding
(whether formal or informal), actively cooperate,
through the acquisition directly or indirectly
of shares in the Company by any of them, either
directly or indirectly, to obtain Control of
the Company", and (c) "Control" means the "direct
or indirect ownership of more than 50 per cent
of the share capital or similar rights of ownership
of the Company or the power to direct the management
and the policies of the Company whether through
the ownership of share capital, contract or
otherwise". The Change of Control clause grants
to any noteholder, in essence, the right to
request the redemption of his notes at a repurchase
price in cash of 101% of their principal amount
(plus interest accrued) upon the occurrence
of a Change of Control and a related downgrade
in the notes to sub-investment grade
C Proposed resolution: granting powers to Mr. Mgmt Take No Action
Benoit Loore, VP Legal Corporate, with power
to substitute and without prejudice to other
delegations of powers to the extent applicable,
for (i) the acknowledgment of the realisation
of the condition precedent referred to under
A.3 (a) above, (ii) the restatements of the
articles of association as a result of all
changes referred to above, the signing of the
restated articles of association and their
filings with the clerk's office of the Commercial
Court of Brussels, (iii) the filing with the
same clerk's office of the resolutions referred
under item B.10 above and (iv) any other filings
and publication formalities in relation to
the above resolutions
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting Take No Action
IN THE TEXT OF THE RESOLUTION C.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
--------------------------------------------------------------------------------------------------------------------------
ANTOFAGASTA P L C Agenda Number: 702972399
--------------------------------------------------------------------------------------------------------------------------
Security: G0398N128
Meeting Type: AGM
Meeting Date: 08-Jun-2011
Ticker:
ISIN: GB0000456144
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' and Auditors' Mgmt For For
Report and the Financial Statements for
the year ended 31 December 2010
2 To approve the Remuneration Report for the year Mgmt For For
ended 31 December 2010
3 To declare a final dividend Mgmt For For
4 To re-elect Mr J-P Luksic as a Director Mgmt For For
5 To re-elect Mr C H Bailey as a Director Mgmt For For
6 To re-elect Mr G S Menendez as a Director Mgmt For For
7 To re-elect Mr R F Jara as a Director Mgmt For For
8 To re-elect Mr G A Luksic as a Director Mgmt For For
9 To re-elect Mr J G Claro as a Director Mgmt For For
10 To re-elect Mr W M Hayes as a Director Mgmt For For
11 To re-elect Mr H Dryland as a Director Mgmt For For
12 To re-elect Mr T C Baker as a Director Mgmt For For
13 To re-appoint Deloitte LLP as auditors and to Mgmt For For
authorise the Directors to fix their remuneration
14 To grant authority to the Directors to allot Mgmt Against Against
securities
15 To grant power to the Directors to allot securities Mgmt Against Against
for cash other than on a pro rata basis to
shareholders
16 To renew the Company's authority to make market Mgmt For For
purchases of Ordinary Shares
17 To permit the Company to call general meetings Mgmt For For
(other than annual general meetings) on
14 clear days' notice
--------------------------------------------------------------------------------------------------------------------------
AOZORA BANK,LTD. Agenda Number: 703150829
--------------------------------------------------------------------------------------------------------------------------
Security: J0172K107
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3711200000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
2. Appoint a Substitute Corporate Auditor Mgmt For For
3. Approve Provision of Retirement Allowance for Mgmt Against Against
Retiring Directors
--------------------------------------------------------------------------------------------------------------------------
ARM HLDGS PLC Agenda Number: 702851280
--------------------------------------------------------------------------------------------------------------------------
Security: G0483X122
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: GB0000595859
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Company's annual report and accounts Mgmt For For
for the financial year ended 31 December
2010
2 To declare a final dividend of 1.74 pence per Mgmt For For
share in respect of the financial year
ended 31 December 2010
3 To approve the directors' remuneration report Mgmt For For
as set out on pages 60 to 71 of the annual
report and accounts for the financial year
ended 31 December 2010
4 To elect Larry Hirst as a director Mgmt For For
5 To elect Janice Roberts as a director Mgmt For For
6 To elect Andy Green as a director Mgmt For For
7 To re-elect Doug Dunn as a director Mgmt For For
8 To re-elect Warren East as a director Mgmt For For
9 To re-elect Tudor Brown as a director Mgmt For For
10 To re-elect Mike Inglis as a director Mgmt For For
11 To re-elect Mike Muller as a director Mgmt For For
12 To re-elect Kathleen O'Donovan as a director Mgmt For For
13 To re-elect Philip Rowley as a director Mgmt For For
14 To re-elect Tim Score as a director Mgmt For For
15 To re-elect Simon Segars as a director Mgmt For For
16 To re-elect Young Sohn as a director Mgmt For For
17 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
auditors of the Company to hold office until
the conclusion of the next general meeting
at which accounts are laid before the Company
18 To authorise the directors to fix the remuneration Mgmt For For
of the auditors
19 That the directors be generally and unconditionally Mgmt Against Against
authorised pursuant to and in accordance
with Section 551 of the Companies Act 2006
to exercise all the powers of the Company
to allot shares or grant rights to subscribe
for or to convert any security into shares:
(i) up to a nominal amount of GBP 221,939;
(ii) comprising equity securities (as defined
in Section 560(1) of the Companies Act 2006)
up to a further nominal amount of GBP 221,939
of ordinary issued share capital in connection
with an offer by way of a rights issue, such
authorities to apply in substitution for all
previous authorities pursuant to Section 551
of the Companies Act 2006 and to expire at
the end of the next AGM or on 30 June 2012,
whichever is the earlier but, in each case,
so that the CONTD
CONT CONTD Company may make offers and enter into Non-Voting No vote
agreements during the relevant period which
would, or might, require shares to be allotted
or rights to subscribe for or to convert
any security into shares to be granted after
the authorities end. For the purposes of this
resolution, "rights issue" means an offer to:
(a) ordinary shareholders in proportion (as
nearly as may be practicable) to their
existing holdings; and (b) people who are holders
of other equity securities if this is required
by the rights of those securities or, if the
directors consider it necessary, as permitted
by the rights of those securities, to subscribe
further securities by means of the issue of
a renounceable letter (or CONTD
CONT CONTD other negotiable document) which may be Non-Voting No vote
traded for a period before payment for
the securities is due, but subject in both
cases to such exclusions or other
arrangements as the directors may deem necessary
or expedient in relation to treasury
shares, fractional entitlements, record
dates or legal, regulatory or practical problems
in, or under the laws of, any territory
20 That subject to the passing of resolution 19 Mgmt Against Against
above, the directors be empowered
to allot equity securities (as defined in Section
560(1) of the Companies Act 2006) wholly
for cash: (i) pursuant to the authority given
by paragraph (i) of resolution 19 above or
where the allotment constitutes an allotment
of equity securities by virtue of Section 560(3)
of the Companies Act 2006, in each case:
(I) In connection with a pre-emptive offer;
and (II) otherwise than in connection with
a pre-emptive offer, up to an aggregate
nominal amount of GBP 33,627; and (ii) pursuant
to the authority given by paragraph (ii)
of resolution 19 above n connection with a
rights issue, as if Section 561 (1) of the
Companies Act 2006 did not apply to any such
allotment; such power to expire at
the end of the next Annual General Meeting
or CONTD
CONT CONTD on 30 June 2012, whichever is the earlier Non-Voting No vote
but so that the Company may make offers and
enter into agreements during this period which
would, or might, require equity securities
to be allotted after the power ends. For the
purposes of this resolution: (a) "pre-emptive
offer" means an offer of equity securities
open for acceptance for a period fixed by the
directors to (I) holders (other than the
Company) on the register on a record date fixed
by the directors of ordinary shares in proportion
to their respective holdings and (II) other
persons so entitled by virtue of the rights
attaching to any other securities held by
them, but subject in both cases to such exclusions
or other arrangements as the directors may
deem necessary or expedient in relation
to treasury shares, CONTD
CONT CONTD fractional entitlements, record dates Non-Voting No vote
or legal, regulatory or practical problems
in, or under the laws of, any territory; (b)
"rights issue" has the same meaning as in
resolution 19 above; (c) references to an allotment
of equity securities shall include a sale
of treasury shares; and (d) the nominal
amount of any securities shall be taken to
be, in the case of rights to subscribe for
or convert any securities into shares of the
Company, the nominal amount of such shares
which may be allotted pursuant to such rights
21 That the Company be and is hereby unconditionally Mgmt For For
and generally authorised for the purpose
of Section 693 of the Companies Act 2006 to
make market purchases (as defined in
Section 693 of that Act) of ordinary shares
of 0.05 pence each in the capital of the Company
provided that: (a) the maximum number
of shares which may be purchased is 134,508,636;
(b) the minimum price which may be paid for
each share is 0.05 pence; (c) the maximum price
(excluding expenses) which may be paid
for any ordinary share is an amount equal
to 105% of the average of the closing mid market
price of the Company's ordinary shares as derived
from the Daily Official List of the London
Stock Exchange plc for the five business
CONTD
CONT CONTD days immediately preceding the day on Non-Voting No vote
which such share is contracted to be purchased;
and (d) this authority shall expire at the
conclusion of the AGM of the Company held
in 2012 or, if earlier, on 30 June 2012 (except
in relation to the purchase of shares the
contract for which was concluded before
the expiry of such authority and which might
be executed wholly or partly after such
expiry) unless such authority is renewed prior
to such time
22 That a general meeting other than an annual Mgmt For For
general meeting may be called on not less
than 14 clear days' notice
--------------------------------------------------------------------------------------------------------------------------
ASCENDAS REAL ESTATE INVESTMENT TRUST Agenda Number: 703148660
--------------------------------------------------------------------------------------------------------------------------
Security: Y0205X103
Meeting Type: EGM
Meeting Date: 28-Jun-2011
Ticker:
ISIN: SG1M77906915
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That: (i) approval be and is hereby given to Mgmt For For
amend A-REIT's trust deed dated 9 October
2002 constituting A-REIT (as amended) (the
"Trust Deed") with the Performance Fee Supplement
(as defined in the circular to unitholders
of A-REIT ("Unitholders") dated 6 June
2011 (the "Circular")) as set out in Appendix
A of the Circular; and (ii) Ascendas Funds
Management (S) Limited, as manager of A-REIT
(the "Manager"), any director of the manager
of A-REIT (the "Directors") and HSBC Institutional
Trust Services (Singapore) Limited, as trustee
of A-REIT (the "Trustee") be and are hereby
severally authorised to complete and do all
such acts and things (including executing all
such documents as may be required) as the
Manager, such Director or, as the case may
be, the Trustee may consider expedient or necessary
or in the interests of CONTD
CONT CONTD A-REIT to give effect to the Performance Non-Voting No vote
Fee Supplement and the amendment to
the Trust Deed
--------------------------------------------------------------------------------------------------------------------------
ASCENDAS REAL ESTATE INVESTMENT TRUST Agenda Number: 703148747
--------------------------------------------------------------------------------------------------------------------------
Security: Y0205X103
Meeting Type: AGM
Meeting Date: 28-Jun-2011
Ticker:
ISIN: SG1M77906915
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Report of HSBC Institutional Mgmt For For
Trust Services (Singapore) Limited
(as trustee of A-REIT) (the "Trustee"), the
Statement by Ascendas Funds Management (S)
Limited (as manager of A-REIT) (the "Manager"),
and the Audited Financial Statements of A-REIT
for the financial year ended 31 March 2011
and the Auditors' Report thereon
2 To re-appoint KPMG LLP as Auditors of A-REIT Mgmt For For
to hold office until the conclusion
of the next AGM of A-REIT, and to authorise
the Manager to fix their remuneration
3 That authority be and is hereby given to the Mgmt Against Against
Manager, or, as the case may be, the Trustee,
to: (a) (i) issue units in A-REIT ("Units")
whether by way of rights, bonus or otherwise;
and/or (ii) make or grant offers, agreements
or options (collectively, "Instruments",
and each, an "Instrument") that might or
would require Units to be issued, including
but not limited to the creation and
issue of (as well as adjustments to) securities,
warrants, debentures or other instruments
convertible into Units, at any time and upon
such terms and conditions and for such purposes
and to such persons as the Manager may in
its absolute discretion deem fit; and (b) issue
Units in pursuance of any Instrument
made or granted by the Manager while this
Resolution was in force (notwithstanding
that the authority CONTD
CONT CONTD conferred by this Resolution may have Non-Voting No vote
ceased to be in force at the time such Units
are issued), provided that: (A) the aggregate
number of Units to be issued pursuant to
this Resolution (including Units to be issued
in pursuance of Instruments made or
granted pursuant to this Resolution) shall
not exceed fifty per cent. (50%) of the total
number of issued Units (excluding
treasury Units, if any) (as calculated in accordance
with sub-paragraph (B) below), of
which the aggregate number of Units to be issued
other than on a pro rata basis to Unitholders
shall not exceed twenty per cent. (20%)
of the total number of issued Units (excluding
treasury Units, if any) (as calculated in accordance
with sub-paragraph (B) below); (B) subject
to such manner of calculation as may be prescribed
by Singapore Exchange Securities CONTD
CONT CONTD Trading Limited (the "SGX-ST") for the Non-Voting No vote
purpose of determining the aggregate
number of Units that may be issued under sub-paragraph
(A) above, the total number of issued Units
(excluding treasury Units, if any) shall be
based on the number of issued Units (excluding
treasury Units, if any) at the time this Resolution
is passed, after adjusting for: (a)any new
Units arising from the conversion or exercise
of any Instruments which are outstanding at
the time this Resolution is passed; and (b)any
subsequent bonus issue, consolidation
or subdivision of Units; (C)in exercising the
authority conferred by this Resolution,
the Manager shall comply with the provisions
of the Listing Manual of the SGX-ST for the
time being in force (unless such compliance
has been waived by the SGX-ST) and the trust
deed constituting CONTD
CONT CONTD A-REIT (as amended) (the "Trust Deed") Non-Voting No vote
for the time being in force (unless otherwise
exempted or waived by the Monetary Authority
of Singapore); (D) (unless revoked or varied
by the Unitholders in a general meeting) the
authority conferred by this Resolution shall
continue in force until (i) the conclusion
of the next AGM of A-REIT or (ii) the date
by which the next AGM of A-REIT is required
by applicable regulations to be held, whichever
is earlier; (E) where the terms of the
issue of the Instruments provide for adjustment
to the number of Instruments or Units into
which the Instruments may be converted, in
the event of rights, bonus or other capitalisation
issues or any other events, the Manager
is authorised to issue additional Instruments
or Units pursuant to such adjustment notwithstanding
that the authority CONTD
CONT CONTD conferred by this Resolution may have Non-Voting No vote
ceased to be in force at the time the Instruments
or Units are issued; and (F) the Manager and
the Trustee be and are hereby severally authorised
to complete and do all such acts and things
(including executing all such documents as
may be required) as the Manager or, as
the case may be, the Trustee may consider expedient
or necessary or in the interest of
A-REIT to give effect to the authority
conferred by this Resolution
--------------------------------------------------------------------------------------------------------------------------
ASM PACIFIC TECHNOLOGY LTD Agenda Number: 702735234
--------------------------------------------------------------------------------------------------------------------------
Security: G0535Q133
Meeting Type: EGM
Meeting Date: 06-Jan-2011
Ticker:
ISIN: KYG0535Q1331
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20101220/LTN20101220395.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS.
THANK YOU.
1 To approve the Acquisition Agreement and the Mgmt For For
transactions contemplated under the Acquisition
Agreement and the implementation
2 To re-elect Mr. Charles Dean del Prado as non-executive Mgmt For For
director of the Company
3 To re-elect Mr. Petrus Antonius Maria van Bommel Mgmt For For
as non-executive director of the Company
--------------------------------------------------------------------------------------------------------------------------
ASML HOLDING NV, VELDHOVEN Agenda Number: 702821136
--------------------------------------------------------------------------------------------------------------------------
Security: N07059178
Meeting Type: AGM
Meeting Date: 20-Apr-2011
Ticker:
ISIN: NL0006034001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening Non-Voting No vote
2 Overview of the Company's business, financial Non-Voting No vote
situation and sustainability
3 Discussion of the Annual Report 2010, including Mgmt For For
ASML's corporate governance chapter, and
the Remuneration Report 2010, and adoption
of the financial statements for the financial
year 2010, as prepared in accordance with Dutch
law
4 Discharge of the members of the Board of Management Mgmt For For
from liability for their responsibilities
in the financial year 2010
5 Discharge of the members of the Supervisory Mgmt For For
Board from liability for their responsibilities
in the financial year 2010
6 Clarification of the reserves and dividend policy Non-Voting No vote
7 Proposal to adopt a dividend of EUR 0.40 per Mgmt For For
ordinary share of EUR 0.09
8 Proposal to amend the Articles of Association Mgmt For For
of the Company
9 Approval of the number of stock options, respectively Mgmt For For
shares, for employees
10.1 Composition of the Supervisory Board: Nomination Mgmt For For
by the Supervisory Board of Messrs. W.T. Siegle
for re-appointment as member of the Supervisory
Board, effective April 20, 2011
10.2 Composition of the Supervisory Board: Nomination Mgmt For For
by the Supervisory Board of J.W.B. Westerburgen
for re-appointment as member of the Supervisory
Board, effective April 20, 2011
11 Composition of the Supervisory Board in 2012: Non-Voting No vote
Notification that Mr. O. Bilous will retire
by rotation in 2012; Notification that Mr.
F.W. Frohlich will retire by rotation in
2012; Notification that Mr. A.P.M. van der
Poel will retire by rotation in 2012
12 Remuneration of the Supervisory Board Mgmt For For
13.a Proposal to authorize the Board of Management Mgmt Against Against
to issue shares or rights to subscribe for
shares in the capital of the Company within
the limits set forth in the Articles of
Association of the Company, as well as to restrict
or exclude the pre-emption rights accruing
to shareholders: Proposal to authorize
the Board of Management for a period of 18
months from April 20, 2011, to issue shares
or rights to subscribe for shares in the capital
of the Company, subject to approval of the
Supervisory Board, limited to 5% of the issued
share capital at the time of the authorization
13.b Proposal to authorize the Board of Management Mgmt Against Against
to issue shares or rights to subscribe for
shares in the capital of the Company within
the limits set forth in the Articles of
Association of the Company, as well as to restrict
or exclude the pre-emption rights accruing
to shareholders: Proposal to authorize
the Board of Management for a period of 18
months from April 20, 2011 to restrict or
exclude the pre-emption rights accruing to
shareholders in connection with the issue
of shares or rights to subscribe for shares
as described under a., subject to approval
of the Supervisory Board
13.c Proposal to authorize the Board of Management Mgmt Against Against
to issue shares or rights to subscribe for
shares in the capital of the Company within
the limits set forth in the Articles of
Association of the Company, as well as to restrict
or exclude the pre-emption rights accruing
to shareholders: Proposal to authorize
the Board of Management for a period of 18
months from April 20, 2011, to issue shares
or rights to subscribe for shares in the capital
of the Company, subject to approval of the
Supervisory Board, for an additional 5% of
the issued share capital at the time of the
authorization, which 5% can only be used
in connection with or on the occasion of mergers
and/or acquisitions
13.d Proposal to authorize the Board of Management Mgmt Against Against
to issue shares or rights to subscribe for
shares in the capital of the Company within
the limits set forth in the Articles of
Association of the Company, as well as to restrict
or exclude the pre-emption rights accruing
to shareholders: Proposal to authorize
the Board of Management for a period of 18
months from April 20, 2011, to restrict
or exclude the pre-emption rights accruing
to shareholders in connection with the issue
of shares or rights to subscribe for shares
as described under c., subject to approval
of the Supervisory Board
14 Proposal to authorize the Board of Management Mgmt For For
for a period of 18 months from April 20, 2011
to acquire - subject to the approval of the
Supervisory Board - such a number of ordinary
shares in the Company's share capital as
permitted within the limits of the law
and the current Articles of Association
of the Company, taking into account the possibility
to cancel the re-purchased shares, for valuable
consideration, on Euronext Amsterdam by
NYSE Euronext ("Euronext Amsterdam") or the
Nasdaq Stock Market LLC ("Nasdaq"),
or otherwise, at a price between, on the one
hand, an amount equal to the nominal value
of the shares and, on the other hand, an amount
equal to 110% of the market price of these
shares on CONTD
CONT CONTD Euronext Amsterdam or Nasdaq; the market Non-Voting No vote
price being the average of the highest price
on each of the five days of trading prior to
the date of acquisition, as shown in
the Official Price List of Euronext Amsterdam
or as reported on Nasdaq
15 Proposal to cancel ordinary shares in the share Mgmt For For
capital of the Company repurchased or
to be repurchased by the Company. The number
of ordinary shares that will be cancelled
shall be determined by the Board of Management,
but shall not exceed 10% of the issued share
capital of the Company as of April 20,
2011
16 Proposal to cancel additional ordinary shares Mgmt For For
in the share capital of the Company repurchased
by the Company following the cancellation of
the ordinary shares under item 15. The number
of ordinary shares that will be cancelled
shall be determined by the Board of Management,
but shall not exceed 10% of the issued share
capital of the Company as of April 20, 2011,
reduced with the number of ordinary shares
cancelled pursuant to item 15
17 Any other business Non-Voting No vote
18 Closing Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
ASTRAZENECA PLC Agenda Number: 702846962
--------------------------------------------------------------------------------------------------------------------------
Security: G0593M107
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: GB0009895292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Company's Accounts and the Reports Mgmt For For
of the Directors and Auditor for the year ended
31 December 2010
2 To confirm dividends Mgmt For For
3 To re-appoint KPMG Audit Plc, London as Auditor Mgmt For For
4 To authorise the Directors to agree the remuneration Mgmt For For
of the Auditor
5.a To elect or re-elect Louis Schweitzer as a Director Mgmt For For
5.b To elect or re-elect David Brennan as a Director Mgmt For For
5.c To elect or re-elect Simon Lowth as a Director Mgmt For For
5.d To elect or re-elect Bruce Burlington as a Director Mgmt For For
5.e To elect or re-elect Jean-Philippe Courtois Mgmt For For
as a Director
5.f To elect or re-elect Michele Hooper as a Director Mgmt For For
5.g To elect or re-elect Rudy Markham as a Director Mgmt For For
5.h To elect or re-elect Nancy Rothwell as a Director Mgmt For For
5.i To elect or re-elect Shriti Vadera as a Director Mgmt For For
5.j To elect or re-elect John Varley as a Director Mgmt For For
5.k To elect or re-elect Marcus Wallenberg as a Mgmt For For
Director
6 To approve the Directors' Remuneration Report Mgmt For For
for the year ended 31 December 2010
7 To authorise limited EU political donations Mgmt Against Against
8 To authorise the Directors to allot shares Mgmt Against Against
9 To authorise the Directors to disapply pre-emption Mgmt For For
rights
10 To authorise the Company to purchase its own Mgmt For For
shares
11 To reduce the notice period for general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ATLANTIA SPA, ROMA Agenda Number: 702848966
--------------------------------------------------------------------------------------------------------------------------
Security: T05404107
Meeting Type: MIX
Meeting Date: 20-Apr-2011
Ticker:
ISIN: IT0003506190
--------------------------------------------------------------------------------------------------------------------------
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 FROM 19 APR TO 20 APR 2011.
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.
O.1 Financial statements and as at consolidated Mgmt For For
financial statements as at December
31st, 2010. Report of board of directors. Report
of the board of statutory auditors and
auditing firm. Inherent and consequent resolutions
O.2 Adjustment of the stock option plan of 2009 Mgmt For For
as a result of capital increase without charge
and increasing the number of options purpose
of the plan
O.3 More incentive plans based on long-term financial Mgmt For For
instruments as stock option and/or stock grant
O.4 Authorization pursuant to art. the 2357 civil Mgmt For For
code for the purchase of own shares
E.1 Capital increase without charge, pursuant to Mgmt For For
the CC .2442 an amount of EUR 30,014,857
through the issuance of n. 30,014,857 ordinary
shares to be implemented by allocation
of reserves
E.2 Proposal to amend art 12,14,16,20,27, 28 E 32 Mgmt For For
of company by laws
--------------------------------------------------------------------------------------------------------------------------
ATOS ORIGIN, PARIS-LA DEFENSE Agenda Number: 703022931
--------------------------------------------------------------------------------------------------------------------------
Security: F06116101
Meeting Type: MIX
Meeting Date: 01-Jun-2011
Ticker:
ISIN: FR0000051732
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON
THE MATERIAL URL LINKS:
https://balo.journal-officiel.gouv.fr/pdf/2011/0427/201104271101606.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0513/201105131102305.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year ended December 31,
2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year ended December
31, 2010
O.3 Allocation of income Mgmt For For
O.4 Authorization granted to the Board of Directors Mgmt For For
to purchase, hold or transfer shares of the
Company
O.5 Setting the annual overall amount of attendance Mgmt For For
allowances
O.6 Renewal of Mrs. Colette Neuville's term as Censor Mgmt For For
O.7 Ratification of transfer of the registered office Mgmt For For
E.8 Authorization granted to the Board of Directors Mgmt For For
to reduce share capital by cancellation
of treasury shares
O.9 Powers Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF URL LINK. 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.
--------------------------------------------------------------------------------------------------------------------------
AUCKLAND INTERNATIONAL AIRPORT LTD Agenda Number: 702628895
--------------------------------------------------------------------------------------------------------------------------
Security: Q06213104
Meeting Type: AGM
Meeting Date: 28-Oct-2010
Ticker:
ISIN: NZAIAE0001S8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 734037 DUE TO CHANGE IN DIRECTOR NAME. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1. To re-elect Joan Withers as a Director Mgmt For For
2. To re-elect Hugh Richmond Lloyd Morrison as Mgmt For For
a Director
3. To re-elect Brett Godfrey as a Director Mgmt For For
4. To authorize the Directors to fix the fees and Mgmt For For
expenses of the Auditor
5. To increase the total quantum of annual Directors' Mgmt For For
fees by NZD 140,000 to NZD 1,290,000 per annum
--------------------------------------------------------------------------------------------------------------------------
AUSTRALIA & NEW ZEALAND BANKING GROUP LTD, MELBOURNE VIC Agenda Number: 702711741
--------------------------------------------------------------------------------------------------------------------------
Security: Q09504137
Meeting Type: AGM
Meeting Date: 17-Dec-2010
Ticker:
ISIN: AU000000ANZ3
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
cmmt VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 4 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY THE
COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON PROPOSAL
(4), YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
THE PASSING OF THE RELEVANT PROPOSAL/S AND
YOU COMPLY WITH THE VOTING EXCLUSION.
cmmt PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 755026 DUE TO DUE TO CHANGE IN VOTING STATUS
OF RESOLUTION 5.C. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND YOU
WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU
2 Modification of the Constitution Mgmt For For
3 Adoption of the Remuneration Report Mgmt For For
4 Grant of Performance Rights to Mr. Michael Smith Mgmt For For
5.a To re-elect Dr G. J. Clark as a Director Mgmt For For
5.b To re-elect Mr. D. E. Meiklejohn as a Director Mgmt For For
5.c PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: To elect Mr. R. J. Reeves as a Director
5.d To re-elect Mr. I. J. Macfarlane as a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AUTOGRILL SPA Agenda Number: 702838965
--------------------------------------------------------------------------------------------------------------------------
Security: T8347V105
Meeting Type: MIX
Meeting Date: 21-Apr-2011
Ticker:
ISIN: IT0001137345
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 28 APR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
A.1 Balance sheet as of 31 December 2010 and report Mgmt For For
on management. Related and consequential
resolutions. Presentation of the consolidated
balance sheet as of 31 December 2010
A.2 Appointment of Directors as per art. 10 of the Mgmt For For
corporate bylaws, upon determination
of the number and duration of tenor of directors.
Approval of emoluments
A.3 Long term incentive plan named Nuovo leadership Mgmt For For
team long term incentive plan Autogrill (L-LTIP)
addressed to top management of the Autogrill
group. Related and consequential resolutions
A.4 Proposition of authorisation to the board of Mgmt For For
directors as per art. 2357 and followings
of the Italian civil code and as per art.132
of the law decree 58 1998, to buy back and
dispose own shares up to a maximum of 12,720,000
own shares. Related and consequential resolutions
A.5 Proposal to amend of art. 2, 3, 4, 6, 8 and Mgmt For For
9 of the meeting bylaws. Related and consequential
resolutions
E.1 Proposal to amend the art. 5 (corporate capital), Mgmt For For
7 (call, right to participate and
be represented at the meeting), 8 (setting
up of meetings and validity of the deliberations),
11 (emoluments of directors and of members
of executive board) and 15 (board of directors
powers) of the corporate bylaws. Related and
consequential resolutions
E.2 Proposal to delegate to the board of directors, Mgmt Against Against
as per art. 2443 of the Italian civil
code, for a five years period starting from
the meeting resolution, the faculty
to increase the corporate capital free of payment,
in split up form, as per art 2439 of the Italian
civil code, for a maximum nominal amount
of EUR 1,820,000 through the issuance at nominal
value, in one or more tranches, of a maximum
number of 3,500,000 Autogrill ordinary shares,
regular ranking, to be allocated exclusively
to the top management and group stock option
plan. Consequential amendment to art 5 of the
corporate bylaws. Related and consequential
resolutions
--------------------------------------------------------------------------------------------------------------------------
AUTONOMY CORP PLC Agenda Number: 702804166
--------------------------------------------------------------------------------------------------------------------------
Security: G0669T101
Meeting Type: AGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: GB0055007982
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the accounts of the Company Mgmt For For
for the financial year ended 31 December 2010
together with the directors' report and the
auditors' report on those accounts
2 To approve the directors' remuneration report Mgmt For For
included in the Annual Report and Accounts
for the year ended 31 December 2010
3 To re-elect Robert Webb as a director of the Mgmt For For
Company
4 To elect Jonathan Bloomer as a director of the Mgmt For For
Company
5 To re-elect Richard Gaunt as a director of the Mgmt For For
Company
6 To re-elect Sushovan Hussain as a director of Mgmt For For
the Company
7 To elect Frank Kelly as a director of the Company Mgmt For For
8 To re-elect Michael Lynch as a director of the Mgmt For For
Company
9 To re-elect John McMonigall as a director of Mgmt For For
the Company
10 To re-appoint Deloitte LLP as auditors of the Mgmt For For
Company
11 To authorise the directors to determine the Mgmt For For
auditors' remuneration for the ensuing year
12 To authorise the directors to allot equity securities Mgmt Against Against
in accordance with the limitations set out
in the Notice of Meeting
13 To authorise the directors to allot equity securities Mgmt Against Against
for cash in accordance with the limitations
set out in the Notice of Meeting
14 To authorise the Company to make market purchases Mgmt For For
of ordinary shares in accordance with
the limitations set out in the Notice of Meeting
15 That a general meeting, other than an annual Mgmt For For
general meeting, may be called on not less
than 14 clear days notice
--------------------------------------------------------------------------------------------------------------------------
BAE SYS PLC Agenda Number: 702886118
--------------------------------------------------------------------------------------------------------------------------
Security: G06940103
Meeting Type: AGM
Meeting Date: 04-May-2011
Ticker:
ISIN: GB0002634946
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Report and Accounts Mgmt For For
2 Remuneration Report Mgmt For For
3 Final Dividend Mgmt For For
4 Re-elect Paul Anderson Mgmt For For
5 Re-elect Michael Hartnall Mgmt For For
6 Re-elect Linda Hudson Mgmt For For
7 Re-elect Ian King Mgmt For For
8 Re-elect Sir Peter Mason Mgmt For For
9 Re-elect Richard Olver Mgmt For For
10 Re-elect Roberto Quarta Mgmt For For
11 Re-elect Nicholas Rose Mgmt For For
12 Re-elect Carl Symon Mgmt For For
13 Elect Harriet Green Mgmt For For
14 Elect Peter Lynas Mgmt For For
15 Elect Paula Rosput Reynolds Mgmt For For
16 Re-appointment of auditors Mgmt For For
17 Remuneration of auditors Mgmt For For
18 Political donations up to specified limits Mgmt For For
19 Restricted Share Plan 2011 Mgmt For For
20 Authority to allot new shares Mgmt Against Against
21 Disapplication of pre-emption rights Mgmt For For
22 Purchase own shares Mgmt For For
23 Notice of general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BANCA CARIGE SPA CASSA DI RISPARMIO DI GENOVA E IMPERIA, GENOVA Agenda Number: 702743130
--------------------------------------------------------------------------------------------------------------------------
Security: T0881N128
Meeting Type: MIX
Meeting Date: 31-Jan-2011
Ticker:
ISIN: IT0003211601
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O.1 Appointment of director Mgmt For For
O.2 Adjustment of regulation of general meeting Mgmt For For
E.1 Amendment of arts. 7, 10, 11, 12, 13, 14, 18, Mgmt For For
20 and 26 of statute
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
01 FEB 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF SECOND CALL COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
BANCA CARIGE SPA CASSA DI RISPARMIO DI GENOVA E IMPERIA, GENOVA Agenda Number: 702975244
--------------------------------------------------------------------------------------------------------------------------
Security: T0881N128
Meeting Type: MIX
Meeting Date: 29-Apr-2011
Ticker:
ISIN: IT0003211601
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 796100 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
O.1 Balance sheet as of 31-Dec-10, Board of Directors' Mgmt For For
report on management activity. Internal auditors'
report. Resolutions related there to
O.2 Consolidated balance sheets' report as of 31-Dec-10 Mgmt For For
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES Non-Voting No vote
TO BE ELECTED AS INTERNAL AUDITORS, THERE IS
ONLY 1 VACANCY AVAILABLE TO BE FILLED AT THE
MEETING. THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED AND, IF YOU CHOOSE,
YOU ARE REQUIRED TO VOTE FOR ONLY 1 OF THE
2 SLATES. THANK YOU.
O.3.1 The list of candidates for the Internal Auditors Shr Against For
presented by Fondazione Cassa di Risparmio
di Genova e Imperia, representing 44,057% of
the stock capital are: Effective auditors:
Massimo Scotton, Antonio Semeria and Alternate
Auditors: Domenico Sardano
O.3.2 The list of candidates for the Internal Auditors Shr No vote
presented by a group of shareholders, representing
4,328% of the stock capital are: Effective
auditors: Andrea Traverso and Alternate Auditors:
Stefano Lunardi
O.4 To state internal auditors' emolument Mgmt For For
O.5 To empower external auditors for the financial Mgmt For For
years 2012-2020 as per law decree n.39 and
resolutions related there to
O.6 Authorization to buy and sell own shares in Mgmt For For
compliance with the article 2357 of the Italian
Civil Code, with the article 132 of the law
number 58 decree dated 24/2/1998 and related
implementation rules
O.7 Rewarding policies: Features and report on the Mgmt For For
implementation
E.1 Amend articles 10,11, 13 ( shareholders meetings), Mgmt For For
18 ( Board of Directors) and 35 ( saving shares)
of the bylaw
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
OF COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
BANCA MONTE DEI PASCHI DI SIENA SPA, SIENA Agenda Number: 702698979
--------------------------------------------------------------------------------------------------------------------------
Security: T1188A116
Meeting Type: EGM
Meeting Date: 03-Dec-2010
Ticker:
ISIN: IT0001334587
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 04 DEC 2010. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Proposed merger by absorption of Paschi Gestioni Mgmt For For
Immobiliari S.P.A. into Banca Monte Dei
Paschi Di Siena S.P.A
2 Proposed partial demerger of MPS Immobiliare Mgmt For For
S.P.A. to Banca Monte Dei Paschi Di Siena S.P.A.
and Banca Antonveneta S.P.A
3 Proposed merger by absorption of MPS investments Mgmt For For
S.P.A into Banca Monte Dei Paschi Di Siena
S.P.A
4 Amendment to Article 6 of the Articles of Association Mgmt For For
5 Amendment to Articles 10, 12, 13, 14, 15, 26 Mgmt For For
and 30 of the Articles of Association
subsequent to the enactment of Italian legislative
decree no. 27 of 27 January 2010 (transposing
directive 2007 36 EC) and of Italian
Legislative decree no. 39 of 27 January
2010 (transposing directive 2006 43 EC)
--------------------------------------------------------------------------------------------------------------------------
BANCO BILBAO VIZCAYA ARGENTARIA SA, BILBAO Agenda Number: 702786104
--------------------------------------------------------------------------------------------------------------------------
Security: E11805103
Meeting Type: AGM
Meeting Date: 10-Mar-2011
Ticker:
ISIN: ES0113211835
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 11 MAR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Examination and approval of the annual financial Mgmt For For
statements (balance sheet, income statement,
statement of changes in net equity, cash flow
statement and annual report) and the management
report for Banco Bilbao Vizcaya Argentaria,
S.A. and its consolidated Group. Application
of earnings; dividend payout. Approval of
corporate management. All these refer to the
year ending 31st December 2010
2.1 Adoption of the following resolution on the Mgmt For For
ratification and re-election of members to
the Board of Directors: Re-election of Mr Tomas
Alfaro Drake Pursuant to paragraph 2
of article 34 of the Company bylaws, determination
of the number of directors at whatever number
there are at this moment, in compliance
with the resolutions adopted under this agenda
item, which will be reported to the General
Meeting for all due effects
2.2 Adoption of the following resolution on the Mgmt For For
ratification and re-election of members to
the Board of Directors: Re-election of Mr Juan
Carlos Alvarez Mezquiriz Pursuant to paragraph
2 of article 34 of the Company bylaws,
determination of the number of directors
at whatever number there are at this moment,
in compliance with the resolutions adopted
under this agenda item, which will be reported
to the General Meeting for all due effects
2.3 Adoption of the following resolution on the Mgmt For For
ratification and re-election of members to
the Board of Directors: Re-election of Mr Carlos
Loring Martinez de Irujo Pursuant to paragraph
2 of article 34 of the Company bylaws,
determination of the number of directors
at whatever number there are at this moment,
in compliance with the resolutions adopted
under this agenda item, which will be reported
to the General Meeting for all due effects
2.4 Adoption of the following resolution on the Mgmt For For
ratification and re-election of members to
the Board of Directors: Re-election of Ms Susana
Rodriguez Vidarte Pursuant to paragraph 2 of
article 34 of the Company bylaws, determination
of the number of directors at whatever number
there are at this moment, in compliance
with the resolutions adopted under this agenda
item, which will be reported to the General
Meeting for all due effects
2.5 Adoption of the following resolution on the Mgmt For For
ratification and re-election of members to
the Board of Directors: Ratification and re-election
of Mr Jose Luis Palao Garcia-Suelto Pursuant
to paragraph 2 of article 34 of the Company
bylaws, determination of the number of directors
at whatever number there are at this moment,
in compliance with the resolutions adopted
under this agenda item, which will be reported
to the General Meeting for all due effects
3 Examination and approval of the common merger Mgmt For For
plan for Banco Bilbao Vizcaya Argentaria, S.A.
(absorbing company) and Finanzia Banco de Credito,
S.A. (Unipersonal) (absorbed company); approval
of the balance-sheet of Banco Bilbao Vizcaya
Argentaria, S.A. for the year ending 31st December
2010 as merger balance sheet, verified by the
Company Auditors. Approval of the merger between
the companies Banco Bilbao Vizcaya Argentaria,
S.A. (absorbing company) and Finanzia Banco
de Credito, S.A. (Unipersonal) (absorbed company).
All this will be in compliance with the provisions
of the aforementioned merger plan. Applicability
of the special tax scheme established under
chapter VIII of title VII of the Corporation
Tax Act (Consolidated Text) to the merger
4 Conferral of authority on the board of directors, Mgmt Against Against
pursuant to article 297.1.b) of the
Capital Companies Act, to increase share capital,
during five years, up to a maximum amount corresponding
to 50% of the Company's share capital on
the date of the authorisation, on one or several
occasions, to the amount that the board decides,
by issuing new ordinary or preferred shares
with or without voting rights or shares
of any other kind permitted by law, including
redeemable shares; envisaging the possibility
of incomplete subscription pursuant
to article 311 of the Capital Companies Act;
and conferring authority to amend article
5 of the corporate bylaws. Likewise, confer
authority, under the terms and conditions of
article 506 of the Capital Companies
Act, to exclude pre-emptive subscription rights
over said share issues. This CONTD
CONT CONTD authority will be limited to 20% of the Non-Voting No vote
Company's share capital
5 Approve two share capital increases chargeable Mgmt Against Against
to reserves in order to comply with the shareholder
remuneration schedule for 2011: Increase the
share capital by the amount to be determined
according to the terms of the resolution,
by issuance of new ordinary shares each with
a nominal value of forty nine euro-cents
(0.49EUR), with no issue premium, of the same
class and series as the shares currently outstanding,
to be charged to voluntary reserves
coming from undistributed earnings. Express
recognition of possibly incomplete subscription.
Conferral of authority on the board of directors
to establish the conditions of the increase
insofar as this is not established by this
General Meeting; to take the measures necessary
for its implementation; to adapt
the wording of article 5 of the Company Bylaws
to the new figure for CONTD
CONT CONTD share capital, and to grant any public Non-Voting No vote
and/or private documents that may be necessary
in order to make the increase. Request the
competent Spanish and non-Spanish authorities
to allow trading of the new shares on the Madrid,
Barcelona, Bilbao and Valencia stock exchanges,
under the continuous market system (Sistema
de Interconexion Bursatil), and trading on
the non-Spanish exchanges on which the Banco
Bilbao Vizcaya Argentaria, S.A. shares are
already listed, in the form required
by each one
6 Conferral of authority to the board of directors Mgmt Against Against
to issue any kind of debt instruments of
any class or kind, including exchangeable debt,
not convertible into equity, or
any other analogous securities representing
or creating debt, up to a maximum nominal
amount of 250,000,000,000EUR.- (two hundred
and fifty billion euros), within a five year
period, repealing the unavailed part of
the authority conferred by the AGM held on
18th March 2006, whose amount was raised by
resolutions of the AGMs held on 16th March
2007, 14th March 2008 and 13th March 2009,
whilst maintaining the authority in force
for the part availed
7 Approval of a variable scheme of remuneration Mgmt For For
with BBVA shares for the Group's management,
including executive directors and members of
the senior management
8 Extension of the scheme of remuneration with Mgmt For For
deferred delivery of shares for non-executive
directors of Banco Bilbao Vizcaya Argentaria,
S.A. adopted by the AGM, 18th March 2006
9 Re-election of the firm to audit the accounts Mgmt For For
of Banco Bilbao Vizcaya Argentaria,
S.A. and its consolidated Group in 2011
10 Adoption of the amendment to the following articles Mgmt For For
in the Company Bylaws: Article 1 Name, Article
6 Increase or reduction in capital, Article
9 Calls on shares, Article 13 ter Preference
shares, Article 15 Rights of Shareholders,
Article 16 Obligations of the shareholders,
Article 19 Classes of Meetings, Article 20
Convening of meetings: The authority responsible,
Article 21 Form and content of the convening
notice, Article 22 Place of Meeting, Article
24 Proxies (to allow the shareholder to be
represented by any person), Article 28 Matters
to be considered by Meetings, Article 30
Powers of the Meeting, Article 31 Adopting
resolutions, Article 32 Minutes of Meetings,
Chapter Four: The Board Committees, Article
48 Audit Committee, Article 51 Financial
year, Article 52 Preparation of the Annual
Accounts, Article 53 CONTD
CONT CONTD Allocation of results, Article 54 Grounds Non-Voting No vote
of dissolution, Article 56 Liquidation phase,
and suppression of the Additional Provisions:
First, Second and Third, for their adaptation
to the amendments brought in under the consolidated
text of the Capital Companies Act, adopted
by Legislative Royal Decree 1/2010, 2nd July
and to Act 12/2010, 30th June, amending Act
19/1988, 12th July, on the auditing of accounts,
Act 24/1988, 28th July, on securities exchanges,
and the consolidated text of the Companies
Act adopted under Legislative Royal Decree
1564/1989, 22nd December, and to bring in certain
technical enhancements
11 Adoption of the amendment of the following articles Mgmt For For
of the General Meeting Regulations: Article
2 Types of General Meetings, Article 3 Powers
of the General Meeting, Article 4 Convening
the Meeting, Article 5 Notice of meeting,
Article 9, Proxies at the General Meeting (to
allow the shareholder to be represented by
any person), Article 10 Form of proxy, Article
11 Place and procedures, Article 18 Conducting
the General Meeting and Article 20 Adopting
resolutions, for its adaptation to the amendments
brought in under the consolidated text of
the Capital Companies Act, adopted by Legislative
Royal Decree 1/2010, 2nd July and for their
adaptation to the Company Bylaws, and to bring
in certain technical enhancements
12 Conferral of authority on the Board of Directors, Mgmt For For
which may in turn delegate said authority,
to formalise, correct, interpret and implement
the resolutions adopted by the AGM
13 Consultative vote on the Report on the BBVA Mgmt For For
Board of Directors remuneration policy
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN RESOLUTION 3. 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.
--------------------------------------------------------------------------------------------------------------------------
BANCO COMERCIAL PORTUGUES, SA, PORTO Agenda Number: 702882564
--------------------------------------------------------------------------------------------------------------------------
Security: X03188137
Meeting Type: AGM
Meeting Date: 18-Apr-2011
Ticker:
ISIN: PTBCP0AM0007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To resolve upon the individual and consolidated Mgmt For For
annual report, balance sheet and financial
statements of 2010
2 To resolve upon the proposal of distribution Mgmt For For
of year-end results
3 To carry out the general analysis of the management Mgmt For For
and auditing of the Company with the
latitude foreseen in the law
4 To resolve upon the restructuring and entire Mgmt Against Against
amendment of the Company's Articles of
Association (altering articles 1 to 34, both
inclusive, and adding new articles 35
to 56), including the renewal of the authorization
to increase the share capital of the company,
to be resolved by the Executive Board of
Directors
5 To resolve on the increase of the share capital Mgmt Against Against
by any amount and of any type, and namely
on the share capital increase of 120,400,000
Euros through incorporation of reserves of
the issue premium by issuing new shares, to
be attributed to the shareholders in accordance
with the law
6 To resolve upon the remuneration policy for Mgmt For For
the Chairman and Vice-Chairman of the Board
of the General Meeting
7 To resolve upon the remuneration of the members Mgmt For For
of the Remunerations and Welfare Board
8 To resolve upon the remuneration policy for Mgmt For For
the members of the Supervisory Board
9 To resolve upon the remuneration policy for Mgmt For For
the members of the Executive Board of
Directors
10 To resolve upon the remuneration policy for Mgmt For For
heads of function, senior executives
and other employees
11 To resolve upon the election of the Board of Mgmt For For
the General Meeting for the period 2011/2013
12 To resolve upon the election of the Remuneration Mgmt For For
and Welfare Board for the period 2011/2013
13 To resolve upon the election of the Supervisory Mgmt For For
Board for the period 2011/2013 and
on the authorizations that are, or may be,
applicable in accordance with article
434 (5 and 6) of the Companies Code
14 To resolve upon the election of the Executive Mgmt For For
Board of Directors for the period 2011/2013
15 To resolve upon the election of the Statutory Mgmt For For
Auditor and his/her alternate for the period
2011/2013
16 To resolve upon the appointment of the external Mgmt For For
auditor for the period 2011/2013
17 To resolve upon the acquisition and sale of Mgmt For For
own shares
18 To resolve upon the acquisition and sale of Mgmt For For
own bonds
--------------------------------------------------------------------------------------------------------------------------
BANCO COMERCIAL PORTUGUES, SA, PORTO Agenda Number: 703131514
--------------------------------------------------------------------------------------------------------------------------
Security: X03188137
Meeting Type: OGM
Meeting Date: 27-Jun-2011
Ticker:
ISIN: PTBCP0AM0007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT VOTING IN PORTUGUESE MEETINGS Non-Voting No vote
REQUIRES THE DISCLOSURE OF BENEFICIAL OWNER
INFORMATION, THROUGH DECLARATIONS OF PARTICIPATION
AND VOTING. BROADRIDGE WILL DISCLOSE
THE BENEFICIAL OWNER INFORMATION FOR YOUR
VOTED ACCOUNTS. ADDITIONALLY, PORTUGUESE
LAW DOES NOT PERMIT BENEFICIAL OWNERS
TO VOTE INCONSISTENTLY ACROSS THEIR HOLDINGS.
OPPOSING VOTES MAY BE REJECTED SUMMARILY
BY THE COMPANY HOLDING THIS BALLOT. PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
FOR FURTHER DETAILS.
1 To resolve upon the alteration of article 5 Mgmt For For
of the articles of association , by adding
a new number 6 relating to the provision of
the state guarantee under the provisos
of law number 60-a/2008, dated 20 October
2 To resolve upon the suppression of the preference Mgmt Against Against
right of the shareholders in a possible increase
or increases of share capital, namely through
preference shares, to be resolved
by the executive board of directors within
the scope of the legal regime ruling the provision
of state guarantees mentioned in the
previous item
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN MEETING TYPE FROM EGM TO OGM. 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.
--------------------------------------------------------------------------------------------------------------------------
BANCO DE VALENCIA SA, VALENCIA Agenda Number: 702808897
--------------------------------------------------------------------------------------------------------------------------
Security: E16100369
Meeting Type: OGM
Meeting Date: 26-Mar-2011
Ticker:
ISIN: ES0113980F34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 28 MAR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Examination and approval, if necessary, corporate Mgmt For For
management, annual accounts and management
report of income, and consolidated annual
accounts and consolidated annual report,
referred all the year ending 31 December 2010
2 Return to shareholders from the share premium Mgmt For For
reserve of shares by payment in kind
3 Change in the number of directors comprising Mgmt For For
the Board of Directors
4 Re-election of Directors Mgmt For For
5 Social Capital 2,414,356.50 euros, under the Mgmt Against Against
heading Share Premium, by issuing and
circulation of 9,657,426 shares of twenty-five
cents par value each, rate of 1 new share
for every 50 old
6 Revocation of the power conferred by the General Mgmt Against Against
Meeting of March 1, 2008 to increase the
share capital and giving new delegation to
the Board of Directors to agree on one
or several times, the capital increase under
the terms Article 297.1. b) Capital Companies
Act, with power to cancel the preferential
subscription rights under Articles 308 and
506 of the Act and enable the same to delegate
to third parties that is necessary for the
implementation of the agreement
7 Revocation, in the unused portion of the power Mgmt Against Against
conferred by the General Meeting of March
6, 2010, to issue bonds or securities that
create or recognize a debt and a new
delegation to the Board of Directors to issue,
in a or repeatedly, obligations or securities
of any class, that recognize or create (simple
or mortgage, promissory notes, in euros or
foreign currency a fixed or variable, subordinate
or not, with temporary or indefinite
duration), not convertible into shares as
well as preference shares, in the terms established
by law, directly or through companies established
specifically, participating wholly
owned by Banco de Valencia, SA, or CONTD
CONT CONTD whose voting rights correspond entirely Non-Voting No vote
to the credit group's dominant consolidated,
in accordance with current regulations and
with the amount, circumstances, conditions
and limits determined by the General Board
and authorization to apply for admission
to trading on secondary markets where legally
possible
8 Appointment or reappointment of auditor Mgmt For For
9 Revocation of the authorization granted in previous Mgmt For For
General Meeting for the acquisition of shares
and new authorization for the same purpose,
within the limits and the requirements established
for that purpose by the Capital Company
Act and provisions or clarifications relating
to the treasury
10 Presentation and deposit by the Board of Directors, Mgmt For For
directly or by delegation, annual
accounts, management report, implementation
of results and report of auditors of accounts
and consolidated accounts, management report
and report of auditors
11 Authorization to the Board of Directors, among Mgmt For For
its members, including its Secretary no
Director or any third party, delegate without
limit and to the greatest extent possible,
all the powers conferred upon the agreements
that the Board adopted, including the present
and previous sections, including therefore
delegated authority and the power to delegate,
and also designate the person or persons
to be lifted by a public instrument any of
the resolutions of the General Meeting
that demand to examination or be recorded
in public records and to implement and develop
without limit such agreements, authorizing
the Board of Directors and his deputy for the
interpretation, application, implementation
and adaptation of the resolutions of the General
who needs it, CONTD
CONT CONTD even for correction, and for the fulfillment Non-Voting No vote
of those requirements may be legal and regulatory
requirements for its full and effective by
supplementing and adapting the agreement,
if any, to the classification occurs
registration of the deed or document concerned,
until registered
12 Approval of the minutes of the Board and appointment Mgmt For For
of Auditors
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF CONSERVATIVE 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.
--------------------------------------------------------------------------------------------------------------------------
BANCO ESPIRITO SANTO SA, LISBOA Agenda Number: 702831466
--------------------------------------------------------------------------------------------------------------------------
Security: X0346X153
Meeting Type: AGM
Meeting Date: 31-Mar-2011
Ticker:
ISIN: PTBES0AM0007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To sanction the appointment of Mr. Bruno Bernard Mgmt For For
Marie Joseph de Laage de Meux as Vice-Chairman
of the Board of Directors, and Messrs. Jean-Yves
Jose Hocher and Antonio Bornia as members
of the Board of Directors, made by cooptation
on April 23rd, 2010, and the appointment as
members of the Board of Directors of Messrs.
Marc Olivier Tristan Oppenheim and Michel Jacques
Mathieu, also made by cooptation, respectively
on July 23rd, 2010 and February 25th,
2011
2 To resolve on the Management Report, the Corporate Mgmt For For
Governance Report and the remaining individual
reporting documents relative to fiscal year
2010 accounts
3 To resolve on the Consolidated Management Report, Mgmt For For
the consolidated accounts and the remaining
consolidated reporting documents relative to
fiscal year 2010 accounts
4 To resolve on the allocation of results Mgmt For For
5 To make a general assessment of BES' management Mgmt For For
and supervision
6 To resolve on the Remuneration Committee and Mgmt For For
Board of Directors' statements on the remuneration
policy of BES' corporate and supervision bodies
and remaining BES managers, respectively
7 To resolve on a proposal for acquisition and Mgmt For For
sale of own shares and bonds, by BES or companies
under BES' control
8 To resolve on the partial amendment of the articles Mgmt For For
of association, namely the amendment of
Article 14 and Article 16 (1 and 5)
9 To resolve on the partial amendment of the General Mgmt For For
Meeting Regulation, namely the amendment of
Article 4, Article 5, Article 10, Article 13
and Article 14
10 To resolve on the authorisation to exercise Mgmt For For
competing activities
--------------------------------------------------------------------------------------------------------------------------
BANCO ESPIRITO SANTO SA, LISBOA Agenda Number: 703093295
--------------------------------------------------------------------------------------------------------------------------
Security: X0346X153
Meeting Type: EGM
Meeting Date: 09-Jun-2011
Ticker:
ISIN: PTBES0AM0007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT VOTING IN PORTUGUESE MEETINGS Non-Voting No vote
REQUIRES THE DISCLOSURE OF BENEFICIAL OWNER
INFORMATION, THROUGH DECLARATIONS OF PARTICIPATION
AND VOTING. BROADRIDGE WILL DISCLOSE
THE BENEFICIAL OWNER INFORMATION FOR YOUR
VOTED ACCOUNTS. ADDITIONALLY, PORTUGUESE
LAW DOES NOT PERMIT BENEFICIAL OWNERS
TO VOTE INCONSISTENTLY ACROSS THEIR HOLDINGS.
OPPOSING VOTES MAY BE REJECTED SUMMARILY
BY THE COMPANY HOLDING THIS BALLOT. PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
FOR FURTHER DETAILS.
1 To resolve on the partial amendment of the articles Mgmt For For
of association, namely the amendment of
Article 4
2 To resolve on the suppression of shareholders' Mgmt Against Against
pre-emption rights, in case the Board of
Directors resolves on a capital increase, under
the terms of Article 4 (2) of the Company's
Articles of Association, with the objective
of converting credits arising from the guarantee
provided by the Portuguese State to the
issuance of non subordinated bonds, if that
guarantee were to be executed, under the terms
of Law no. 60-A/2008, of 20 October and Portaria
no. 1219-A/2008, of 23 October
3 Submit the ratification of co-optation, on May Mgmt For For
2nd 2011, of Mr. Vincent Pacaud as a
member of the Board of Directors
--------------------------------------------------------------------------------------------------------------------------
BANCO POPULAR ESPANOL SA, MADRID Agenda Number: 702819270
--------------------------------------------------------------------------------------------------------------------------
Security: E19550206
Meeting Type: OGM
Meeting Date: 08-Apr-2011
Ticker:
ISIN: ES0113790531
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 794427 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT MEETING DATE HAS BEEN CHANGED FROM 07 APR TO Non-Voting No vote
08 APR. MANAGEMENT FORESEES THE MEETING TO
TAKE PLACE ON THE SECOND CALL - 08 APR 2011.
1 Approval of the Annual Accounts (balance sheet, Mgmt For For
profit and loss account, statement of changes
in the net assets, cash flow statement and
notes to the Annual Accounts) and of the Management
Report of Banco Popular Espanol, S.A. and its
consolidated Group, as well as of the proposal
for the application of the result and of the
running of the company, all with respect to
the 2010 financial year
2.1 Amendment of the Articles of Association: Amendment Mgmt For For
of Articles 8. Transfer of shares, 13. The
General Meeting of Shareholders. Calls for
Meetings; 14. Attendance at Meetings; 23. Audit
and Control Committee and 31. Dissolution and
Winding-Up, for the adaptation thereof to the
new legal provisions recently introduced
2.2 Amendment of the Articles of Association: Amendment Mgmt For For
of Article 17 and deletion of the Second Transitional
Provision, in order to establish the maximum
number of members of the Board of Directors
at 18 and to include the possibility of compensation
by means of Bank shares
2.3 Amendment of the Articles of Association: Amendment Mgmt For For
of Articles 25 and 26, in relation to the composition
and duties of the General Management and of
the Risk Committee
2.4 Amendment of the Articles of Association: Amendment Mgmt For For
of Article 15 and the First Transitional Provision,
in relation to the Officers of the Meeting
2.5 Amendment of the Articles of Association: Amendment Mgmt For For
of Articles 1. Company Name; 7. Non-Voting,
Redeemable and Privileged Shares; 9. Capital
Increases; 10. Bond Issues and Issues of Other
Securities; 11. Management Bodies, 12. The
General Meeting of Shareholders; 15 The Officers
of the Meeting; 18. Powers of the Board of
Directors; 20. Chairman of the Board of Directors;
21. Substitution of the Chairman of the Board;
22. Delegation of Powers of the Board of Directors;
28. Preparation of the Annual Accounts; and
Final Article. Share Capital, as well as the
deletion of Articles 30 and 32 with respect
to the obligations derived from the holding
of shares, in order to introduce improvements
in the wording and in the structure of the
Articles of Association
3 Amendment of the following Articles of the Rules Mgmt For For
of Procedure of the General Meeting: 8. The
Corporate Website; 11. Call for the General
Meeting; 12. Notice of the Call; 17. Shareholder
Representation and Proxy Voting; 23. Convening
and Conduct of the General Meeting and 24.
Requests for Taking the Floor, for their adaptation
to the changes introduced by Legislative Royal
Decree 1/2010, of 2 July 2010, approving the
revised text of the Companies Act
4 Appointment of Mr. Michel Lucas as a nominee Mgmt For For
director, representing Banque Federative du
Credit Mutuel, holder of a 5% interest
5 Re-election of the Auditors for the review and Mgmt For For
legal audit of the Bank's financial statements
and of the consolidated financial statements
6 Authority granted to the Board of Directors, Mgmt Against Against
in accordance with articles 297.1.b), 311 and
506 of the Companies Act, to enable the Board
to increase the share capital within a maximum
time limit of five years, at one time or on
several occasions and up to half of the current
share capital, with the power to exclude the
pre-emptive subscription right and to reword
the final article of the Articles of Association.
To revoke the unused portion of the authority
granted by the Ordinary General Meeting of
Shareholders of 26 June 2009
7.1 Two capital increases against reserves: To increase Mgmt Against Against
the share capital by the amount determinable
according to the terms of the resolution by
means of the issue of new ordinary shares with
a face value of 0.10 euros each, without an
issue premium, of the same class and series
as that of the shares currently in circulation,
against voluntary reserves originating from
undistributed profits, for allotment to shareholders
without cost. Offering to shareholders of the
acquisition of their free allotment rights
at a guaranteed price. Estimate of incomplete
subscription. Delegation of powers to the Board
of Directors, with the power to be replaced
by the Executive Committee, in order to set
the terms and conditions of the increase in
all aspects not specifically provided for by
this General Meeting, to take whatever actions
as necessary for the implementation thereof,
to adapt the wording of the final article of
the Articles of Association to the new amount
of the share capital and to apply for the trading
of the new shares on the Stock Exchanges where
the Bank's shares are listed
7.2 Two capital increases against reserves: To increase Mgmt Against Against
the share capital by the amount determinable
according to the terms of the resolution by
means of the issue of new ordinary shares with
a face value of 0.10 euros each, without an
issue premium, of the same class and series
as that of the shares currently in circulation,
against voluntary reserves originating from
undistributed profits, for allotment to shareholders
without cost. Offering to shareholders of the
acquisition of their free allotment rights
at a guaranteed price. Estimate of incomplete
subscription. Delegation of powers to the Board
of Directors, with the power to be replaced
by the Executive Committee, in order to set
the terms and conditions of the increase in
all aspects not specifically provided for by
this General Meeting, to take whatever actions
as necessary for the implementation thereof,
to adapt the wording of the final article of
the Articles of Association to the new amount
of the share capital and to apply for the trading
of the new shares on the Stock Exchanges where
the Bank's shares are listed
8 Delegation to the Board of Directors, with the Mgmt Against Against
power to appoint replacement attorneys, of
the power to issue promissory notes, straight
or subordinated bonds and debentures, with
or without a guarantee, not convertible into
shares, preferred stock, mortgage debentures
and bonds and mortgage-backed securities, mortgage
transfer certificates, public sector bonds
or any other fixed-income securities, in euros
or in a foreign currency, and at a fixed or
variable rate. To revoke the unused portion
of the authority granted by the Ordinary General
Meeting of Shareholders of 26 June 2009
9 Delegation to the Board of Directors, with the Mgmt Against Against
power to appoint replacement attorneys, of
the power to issue fixed-income securities
convertible into and/or exchangeable for Bank
shares. Establishment of the criteria for the
determination of the bases and modalities for
the conversion and/or swap. Delegation to the
Board of Directors, with the express power
to appoint replacement attorneys, of the powers
necessary for establishing the bases and modalities
for the conversion and/or swap, in order to
exclude the shareholders' pre-emptive subscription
right and to increase the share capital by
the amount necessary and amend the final article
of the Articles of Association. To revoke the
unused portion of the authority granted by
the Ordinary General Meeting of Shareholders
of 26 June 2009
10 Report on the policy with respect to the compensation Mgmt For For
and remuneration of the members of the Board
of Directors and of the Senior Management,
for voting on a consultative basis
11 Approval of a system of variable compensation Mgmt For For
through Banco Popular shares for the members
of its management team, including the executive
directors and the members of the senior management
12 Authorisation of the members of the Board of Mgmt For For
Directors to enable them to engage, on a self-employed
or salaried basis, in the same, similar or
complementary type of activity as that which
constitutes the corporate purpose of the Bank
13 Delegation of powers to the Board of Directors, Mgmt For For
with the power to appoint replacement attorneys,
for the formalisation, interpretation, remedy
and fullest implementation of the resolutions
adopted by the General Meeting
--------------------------------------------------------------------------------------------------------------------------
BANK HAPOALIM B M Agenda Number: 702620712
--------------------------------------------------------------------------------------------------------------------------
Security: M1586M115
Meeting Type: AGM
Meeting Date: 26-Oct-2010
Ticker:
ISIN: IL0006625771
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 02 NOV 2010. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
3.1 Approve the compensation plan for the Chairman Mgmt For For
of the Board of Directors of the Bank
3.2 Ratification of the provision of a letter of Mgmt For For
indemnity to Imri Tov, Yair Seroussi, Meir
Weitchner, Nechama Ronen and Amnon Dick and
also approval of the provision of letters of
indemnity to the Directors and office holders
who may hold office from time to time at the
Bank in the future, including External Directors
3.3 Ratification of the provision of a letter of Mgmt For For
indemnity to Iris Dror
3.4 Ratification of the engagements under the office Mgmt For For
holders' insurance policies, including approval
of the renewal of the existing policy
--------------------------------------------------------------------------------------------------------------------------
BANK LEUMI LE ISRAEL B M TEL AVIV Agenda Number: 702621512
--------------------------------------------------------------------------------------------------------------------------
Security: M16043107
Meeting Type: EGM
Meeting Date: 04-Nov-2010
Ticker:
ISIN: IL0006046119
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Approval of the distribution of an interim dividend Mgmt For For
in respect of the first 6 months of 2010 -
total amount NIS 500 million, record date 16
NOV, payment date 30 NOV 2010
2 Approval of the terms of office of the Chairman Mgmt For For
of the Board, the main points of which are:
monthly salary NIS 150,000 linked to the consumers
prices index, annual bonus in accordance
with the approved executives recempense
program, adjustment bonus on termination of
service equal to 6 monthly salaries,
severance payment on termination of 150% monthly
salary for each year of service, the aforesaid
in addition to the amounts accumulated to the
credit of the Chairman in providence and compensation
funds, usual social and Company benefits
3 Approval of the purchase of d and o insurance Mgmt For For
cover during a period of 5 years without
need for approval by general meeting provided
that the cover does not exceed USD 300 million
and that the annual premium does not exceed
USD 1.7 million plus an annual increase of
up to 15% but not more than USD 3 million
--------------------------------------------------------------------------------------------------------------------------
BANK LEUMI LE ISRAEL B M TEL AVIV Agenda Number: 702725625
--------------------------------------------------------------------------------------------------------------------------
Security: M16043107
Meeting Type: EGM
Meeting Date: 28-Dec-2010
Ticker:
ISIN: IL0006046119
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Approval of the distribution between the shareholders Mgmt For For
of a dividend in the amount of NIS 500 million,
record date 10 January 2011, payment date 27
January
--------------------------------------------------------------------------------------------------------------------------
BANK LEUMI LE ISRAEL B M TEL AVIV Agenda Number: 702732923
--------------------------------------------------------------------------------------------------------------------------
Security: M16043107
Meeting Type: EGM
Meeting Date: 28-Dec-2010
Ticker:
ISIN: IL0006046119
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 770452 DUE TO ADDITION OF RESOLUTIONS AND
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.
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. Approval of the Special Collective Agreement Mgmt For For
with the employees of the Bank and confirmation
that the agreement does not harm the interests
of the Bank. The agreement is an extension
of the validity until the end of 2014 of the
existing collective agreement that was approved
by general meeting and which expires at the
end of 2010
2.a Election of one external director: Professor Mgmt For For
Gabriella Shalev
2.b Election of one external director: Michel Ohayon Mgmt For For
2.c Election of one external director: Eliezer Carmel Mgmt For For
2.d Election of one external director: Ze'ev Loevenberg Mgmt For For
2.e Election of one external director: Dov Naveh Mgmt For For
2.f Election of one external director: Robert Zeltner Mgmt For For
2.g Election of one external director: Yaron Kimchi Mgmt For For
2.h Election of one external director: Maor Sharetski Mgmt For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
OF TEXT IN RESOLUTION 1. 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.
--------------------------------------------------------------------------------------------------------------------------
BANK LEUMI LE ISRAEL B M TEL AVIV Agenda Number: 703070855
--------------------------------------------------------------------------------------------------------------------------
Security: M16043107
Meeting Type: AGM
Meeting Date: 24-May-2011
Ticker:
ISIN: IL0006046119
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 821049 DUE TO REMOVAL OF SPIN CONTROL. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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 Receipt and discussion of the financial statements Mgmt No vote
and directors' report for the year 2010
2 Re-appointment of accountant auditors and authorization Mgmt No vote
of the audit committee to fix their fees
CMMT PLEASE NOTE THAT THE BOARD MAKES NO RECOMMENDATIONS Non-Voting No vote
ON RESOLUTIONS 3 AND 4. THANK YOU.
3.a Election of Adv. Moshe Gavish as Director Mgmt No vote
3.b Election of Dr. Ra'anan Cohen as Director Mgmt No vote
3.c Election of Mr. Shlomo Maoz as Director Mgmt No vote
3.d Election of Mr. Amos Sapir as Director Mgmt No vote
3.e Election of Mr. Reuven Covent as Director Mgmt No vote
3.f Election of Adv. Miryiam (Miri) Katz as Director Mgmt No vote
3.g Election of Mr. David Avner as Director Mgmt No vote
3.h Election of Ms. Miri Lent-Sharir as Director Mgmt No vote
3.i Election of Adv. Tova (Kariv) Kagan as Director Mgmt No vote
3.j Election of Mr. Eliezer Carmel as Director Mgmt No vote
3.k Election of Mr. Eitan Levy, CPA. as Director Mgmt No vote
3.l Election of Mr. Dov Naveh, CPA. as Director Mgmt No vote
3.m Election of Mr. Yaron Kimhe as Director Mgmt No vote
3.n Election of Mr. Jonathan Yehoshua Ross as Director Mgmt No vote
4.a Election of Ms. Tsipporah Samet as External Mgmt No vote
Director
4.b Election of Ms. Iris Stark, CPA as External Mgmt No vote
Director
4.c Election of Mr. Binyamin Ben Shoham as External Mgmt No vote
Director
4.d Election of Mr. David Shmuel Dotan as External Mgmt No vote
Director
4.e Election of Dr. Asher Halperin as External Director Mgmt No vote
4.f Election of Mr. Menachem Inbar as External Director Mgmt No vote
4.g Election of Mr. Mordechai (Moddi) Keret, CPA Mgmt No vote
as External Director
4.h Election of Prof. Israel Zang as External Director Mgmt No vote
5 Approval of the distribution of a cash dividend Mgmt No vote
of NIS 400 million. record date 12 June, ex
date 13 June, payment date 28 June
6 Approval of payment to Eitan Raf in respect Mgmt No vote
of his office as chairman during part of 2010
of a bonus in the amount of NIS 1,961,000
7 Approval of payment to David Brodet, the current Mgmt No vote
chairman, of a bonus in the amount of NIS 650,000
in respect of his services during part of 2010
8.A Approval of the participation of the chairman Mgmt No vote
in an offer of pct 0.457 of the shares of the
bank by the state of Israel to the employees
of the bank
8.B Approval of a loan to the chairman for financing Mgmt No vote
purchase of the shares to be offered to him
as above. The terms of the loan will be the
same as the terms offered to the other participants
9 Approval of resolutions relating to approval Mgmt No vote
of the duties of officers and the disclosure
by them of conflict of interests
--------------------------------------------------------------------------------------------------------------------------
BANKINTER, SA, MADRID Agenda Number: 702929158
--------------------------------------------------------------------------------------------------------------------------
Security: E2116H880
Meeting Type: OGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: ES0113679I37
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 29 APR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Review and approval of the individual Annual Mgmt For For
Accounts, Balance Sheet, Profit and Loss Account,
Statement of Changes in Net Worth, Cash Flow
Statement and Notes to the Accounts, and the
Management Report of Bank inter, Sociedad
Anonima, as well as the Consolidated Annual
accounts and Management Report. All of the
foregoing with reference to the fiscal year
ended 31 December 2010
2 Review and approval, as the case may be, of Mgmt For For
the proposed application of profits and
distribution of dividends corresponding to
the fiscal year ended 31 December 2010
3 Review and approval, as the case may be, of Mgmt For For
the management of the Board of Directors
during the fiscal year ended 31 December 2010
4.1 Partial amendment of the Articles of Association: Mgmt For For
Articles 1, 6, 7, 8, 9, 11, 20, 28, 30, 33,
35, 38, 39 and 41, introducing references to
the Capital Company Act and other text
improvements
4.2 Articles 15, 18 and 21, about attendance rights Mgmt For For
and proxy, GM calls and regime of proposal
announcements
4.3 Articles 25 and 27, about the number of Board Mgmt For For
members and the vice chairman
4.4 Article 31, about the Audit Committee. Merges Mgmt For For
and composition
4.5 Article 35 A, about dividend and reserve distribution Mgmt For For
5 Partial amendment of the General Meeting Regulations. Mgmt For For
Article 4, about faculties, Article
7, about convening, Article 8 about shareholder
in formation right, Article 9 about
proxy, Article 10, about attendance right,
Article 16, about GM reports, and introduction
of references to the Capital Company Act
6 Retribution program for shareholders consisting Mgmt Against Against
of a script dividend implemented through
two separate capital increases against reserves
7 Reappoint the Auditors of the Company and its Mgmt For For
consolidated Group for fiscal year 2011
8.1 Ratify, reappoint and set the number of Directors. Mgmt For For
Ratification of the appointment of Dona
Maria Dolores Dancausa Trevino, Coopted on
to the Board after the previous General Meeting
as executive Director
8.2 Reappointment of John De Zulueta Gr Eenebaum Mgmt For For
as independent external Director
8.3 Set the number of Directors Mgmt For For
9 Approve the Directors remuneration in shares, Mgmt For For
in conformity with the Articles of Association
10 Delegation of powers to the Board, including Mgmt For For
the authority to depute the powers received,
to construe, rectify, and execute the resolutions
adopted by the General Meeting
11 Report on the remuneration policy for Directors Mgmt For For
and the Senior Management, under section
61.3 of the Securities Market Act
12 Inform the Meeting, in conformity with the provisions Mgmt For For
of section 516 of the Capital Company Act,
about the partial amendment of the Board Regulations
--------------------------------------------------------------------------------------------------------------------------
BARCLAYS PLC, LONDON Agenda Number: 702850721
--------------------------------------------------------------------------------------------------------------------------
Security: G08036124
Meeting Type: AGM
Meeting Date: 27-Apr-2011
Ticker:
ISIN: GB0031348658
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Reports of the Directors and Mgmt For For
Auditors and the audited accounts for the year
ended 31st December 2010
2 To approve the Remuneration Report for the year Mgmt For For
ended 31st December 2010
3 To re elect Alison Carnwath as a Director of Mgmt For For
the Company
4 To re elect Dambisa Moyo as a Director of the Mgmt For For
Company
5 To re elect Marcus Agius as a Director of the Mgmt For For
Company
6 To re elect David Booth as a Director of the Mgmt For For
Company
7 To re elect Sir Richard Broadbent as a Director Mgmt For For
of the Company
8 To re elect Fulvio Conti as a Director of the Mgmt For For
Company
9 To re elect Robert E Diamond Jr as a Director Mgmt For For
of the Company
10 To re-elect Simon Fraser as a Director of the Mgmt For For
Company
11 To re-elect Reuben Jeffery III as a Director Mgmt For For
of the Company
12 To re elect Sir Andrew Likierman as a Director Mgmt For For
of the Company
13 To re-elect Chris Lucas as a Director of the Mgmt For For
Company
14 To re elect Sir Michael Rake as a Director of Mgmt For For
the Company
15 To re-elect Sir John Sunderland as a Director Mgmt For For
of the Company
16 To re appoint PricewaterhouseCoopers LLP as Mgmt For For
Auditors of the Company
17 To authorise the Directors to set the remuneration Mgmt For For
of the Auditors
18 To authorise the Company and its subsidiaries Mgmt Against Against
to make political donations and incur political
expenditure
19 To authorise the Directors to allot securities Mgmt Against Against
20 To authorise the Directors to allot equity securities Mgmt Against Against
for cash other than on a pro rata basis to
shareholders or to sell treasury shares
21 To authorise the Company to purchase its own Mgmt For For
shares
22 To authorise the Directors to call general meetings Mgmt For For
other than an AGM on not less than 14 clear
days notice
23 To approve and adopt the rules of the Barclays Mgmt For For
Group Long Term Incentive Plan
24 To approve and adopt the rules of the Barclays Mgmt Against Against
Group Share Value Plan
--------------------------------------------------------------------------------------------------------------------------
BAYER AG, LEVERKUSEN Agenda Number: 702812252
--------------------------------------------------------------------------------------------------------------------------
Security: D0712D163
Meeting Type: AGM
Meeting Date: 29-Apr-2011
Ticker:
ISIN: DE000BAY0017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 14 Non-Voting No vote
04 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING.
1. Presentation of the adopted annual financial Mgmt For For
statements and the approved consolidated financial
statements, the combined management report,
the report of the Supervisory Board, the explanatory
report by the Board of Management on takeover-related
disclosures, and the proposal by the Board
of Management on the appropriation of distributable
profit for the fiscal year 2010, as well as
the resolution on the appropriation of distributable
profit
2. Ratification of the actions of the members of Mgmt For For
the Board of Management
3. Ratification of the actions of the members of Mgmt For For
the Supervisory Board
4. Amendment to the Articles of Incorporation concerning Mgmt For For
the term of office of Supervisory Board members
(Article 8(2) and (4) of the Articles of Incorporation)
5. Spin-off of property holdings Mgmt For For
6. Election of the auditor of the financial statements Mgmt For For
and for the review of the half-yearly financial
report
--------------------------------------------------------------------------------------------------------------------------
BAYERISCHE MOTORENWERKE AG BMW, MUENCHEN Agenda Number: 702858450
--------------------------------------------------------------------------------------------------------------------------
Security: D12096109
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: DE0005190003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 21 APR 11 , 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 27 Non-Voting No vote
04 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING.
1. Presentation of the financial statements and Non-Voting No vote
annual report for the 2010 financial year with
the report of the supervisory board, the abbreviated
group financial statements and annual report,
and the report pursuant to sections 289(4)
and 315(4) of the German commercial code
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 852,109,999.84 as follows: Payment
of a dividend of EUR 1.30 per no-par share
payment of a dividend of EUR 1.32 per preferred
share ex-dividend and payable date: May 13,
2011
3. Ratification of the acts of the board of MDs Mgmt For For
4. Ratification of the acts of the supervisory Mgmt For For
board
5. Appointment of auditors for the 2011 financial Mgmt For For
year: KPMG Ag, Berlin
6. Approval of the adjustment to the remuneration Mgmt For For
system for the board of MDs
--------------------------------------------------------------------------------------------------------------------------
BEIERSDORF AG Agenda Number: 702818874
--------------------------------------------------------------------------------------------------------------------------
Security: D08792109
Meeting Type: AGM
Meeting Date: 21-Apr-2011
Ticker:
ISIN: DE0005200000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 31 MAR 2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 06 Non-Voting No vote
APR 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING.
1. Presentation of the financial statements and Non-Voting No vote
annual report for the 2010 financial year with
the report of the Supervisory Board, the group
financial statements, the group annual report,
and the report pursuant to Sections 289(4)
and 315(4) of the German Commercial Code
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 176,400,000 as follows: Payment
of a dividend of EUR 0.70 per no-par share
EUR 17,626,711.20 shall be allocated to the
revenue reserves Ex-dividend and payable date:
April 26, 2011
3. Ratification of the acts of the Board of MDs Mgmt For For
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Appointment of auditors for the 2011 financial Mgmt For For
year: Ernst + Young AG, Stuttgart
6. Amendment to Section 17(1) of the articles of Mgmt For For
association in respect of the shareholders'
meeting being held at the company's seat, the
domicile of a German stock exchange, or within
a radius of 200 km from the company's seat
7. Resolution on the remuneration for the Supervisory Mgmt For For
Board and the corresponding amendment to the
articles of association Each member of the
Supervisory Board shall receive a fixed annual
remuneration of EUR 40,000 and a variable remuneration
of EUR 1,000 for every EUR 0.01 dividend in
excess of EUR 0.25. Furthermore, each Board
member shall receive an attendance fee of EUR
1,000 for full participation and EUR 500 for
partial participation in a Board meeting. The
same shall apply to attending a committee meeting.
The chairman of the Supervisory Board shall
receive 2.5 times, and the deputy chairmen
1.5 times, these amounts. In addition, a committee
member shall receive EUR 20,000 and a committee
chairman EUR 40,000
8. Approval of the new compensation system for Mgmt For For
the Board of MDs
--------------------------------------------------------------------------------------------------------------------------
BELGACOM SA DE DROIT PUBLIC, BRUXELLES Agenda Number: 702858195
--------------------------------------------------------------------------------------------------------------------------
Security: B10414116
Meeting Type: EGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: BE0003810273
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association, pursuant to
the introduction of article 526bis in the Belgian
Code of Companies by the law of 17
December 2008 creating an audit committee in
listed companies and financial institutions.
Proposal to modify Article 18, section 3,
subsection 2 and 3, of the Articles of Association
as follows: replace "524(4)" by "526ter".
Proposal to modify Article 25, section 2,
subsection 1, of the Articles of Association
as follows: After the words "The role of this
Committee is", insert the words "to perform
the tasks laid down in Article 526bis of the
Code of Companies and more specifically" CONTD
CONT CONTD Proposal to modify Article 25, section Non-Voting No vote
2, subsection 2, of the Articles of Association
as follows: After the words "which must ensure
that" insert the words "(i) the Committee
is composed of non-executive Board Members
and that (ii)"
2 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association, pursuant to
the introduction of article 526quater in the
Belgian Code of Companies by the law of
23 April 2010 strengthening corporate governance
for listed companies and state owned companies.
Proposal to modify Article 25, Section 2,
Sub-section 3, of the Articles of Association
as follows: After the words "the Appointments
and Remuneration Committee is composed of
"replace ": (1) the Chairman of the
Board of Directors; (2) two Independent Board
members appointed in accordance with Article
18, Section 3 of these Articles of Association
and chosen by the Board of Directors; and (3)
a Board Member appointed in accordance with
Article 18, Section CONTD
CONT CONTD 2, of these Articles of Association and Non-Voting No vote
chosen by the Board of Directors"
by "minimum three and maximum five non-executive
Directors, provided that the majority
of the members of the Committee need to be
independent Directors, appointed in
accordance with Article 18, Section 3, of these
Articles of Association. The Chairman of the
Board of Directors is Chairman of the
Committee." After the words "the Law of 21
March 1991" add the words "and in article
526quater of the Code of Companies"
3 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association in order to change
the date of the Annual General Meeting from
the second Wednesday in April to the
third Wednesday in April. Proposal to amend
Article 32, Sub-section 1, of the Articles
of Association as follows: Replace the
word "second" by the word "third"
4 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association, pursuant to
the possible adoption of a Belgian Law implementing
the EU Directive 2007/36 of 11 July
2007 on the exercise of certain rights of
shareholders in listed companies, under
the condition precedent of the adoption,
the publication and the entering into force
of such law. Proposal to amend Article 33
of the Articles of Association as follows:
Replace the existing text of the first sub-section
by: "Notices convening the general meetings
include the legal mentions of article 533bis
of the Code of Companies and must
be published at least 30 days before the meeting
in the Belgian Official Gazette, in at least
one CONTD
CONT CONTD French-language and one Dutch-language Non-Voting No vote
national newspaper and via media of which it
can be reasonably assumed that they can provide
an effective distribution of the information
within the European economic area and which
are accessible in a fast and non-discriminatory
way." In the second sub-section replace
the word "fifteen" by "thirty". After the fourth
sub-section insert a new sub-section
with the following text: "One or more shareholders,
who hold together, at least 3 % of the Company's
share capital, can request to add items to
be dealt with on the agenda of the general
meeting and propose motions for resolutions
related to items included or to be included
on the agenda. Such requests CONTD
CONT CONTD must comply with the requirements of article Non-Voting No vote
533ter of the Code of Companies. The items
and motions for resolution that are included
in the agenda pursuant to this clause,
are only discussed if the concerned share of
the Company's share capital is registered
according to Article 34 of these Articles
of Association"
5 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association, pursuant to
the possible adoption of a Belgian Law implementing
the EU Directive 2007/36 of 11 July
2007 on to the exercise of certain rights of
shareholders in listed companies, under
the condition precedent of the adoption,
the publication and the entering into force
of such law. Proposal to amend Article 34
of the Articles of Association as follows:
Replace the existing text of the Article
by: "Registration of shares and notification
of participation to the general meeting "Section
1 The right to participate to a general meeting
of the Company and to exercise the right to
vote is only granted based on an accounting
CONTD
CONT CONTD registration of the shares in the name Non-Voting No vote
of the shareholder, on the fourteenth
day before the general meeting at 12 PM Belgian
time, either by a recording of these shares
in the register of shareholders of the Company,
either by recording them on the accounts
of a recognized account holder or settlement
institution, either by presenting the bearer
shares to a financial institution, irrespective
of the number of shares the shareholder possesses
on the day of the general meeting. The day
and hour mentioned in this section constitute
the record date. Section 2 The shareholder
notifies the Company of his intention to participate
to the general meeting, at the latest on the
sixth day before the date of the CONTD
CONT CONTD meeting, in compliance with the formalities Non-Voting No vote
mentioned in the convening notice, and upon
submission of the proof of registration delivered
to him by the financial intermediary, the
recognized account holder or the settlement
institution. Section 3 In a register, established
by the Board of Directors, for every shareholder
who has indicated that he intends to participate
to the general meeting, his name, address or
registered office, the number of shares that
he possessed on the record date and for which
he intends to participate to the general meeting,
as well as a description of the documents
establishing that he owned the shares
on the record date"
6 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association, pursuant to
the possible adoption of a Belgian Law implementing
the EU Directive 2007/36 of 11 July
2007 on the exercise of certain rights of
shareholders in listed companies, under
the condition precedent of the adoption,
the publication and the entering into force
of such law. Proposal to amend Article 35,
sub-section 2, of the Articles of Association
as follows: Replace the existing text
of sub-section 2 by: "Any shareholder may
issue a proxy - in writing or in electronic
form - to another person, be it a shareholder
or not, to represent him at the general meeting.
The proxy must be signed by the shareholder.
Such proxies must be filed at least six days
before the meeting concerned"
7 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association, pursuant to
the possible adoption of a Belgian Law implementing
the EU Directive 2007/36 of 11 July
2007 on the exercise of certain rights of
shareholders in listed companies, under
the condition precedent of the adoption,
the publication and the entering into force
of such law. Proposal to modify Article 37
of the Articles of Association as follows:
Sub-section 1 becomes Section 1. Sub-section
2 becomes Section 2. In Section 2, before the
current text, add the CONTD
CONT CONTD following text: "For every decision the Non-Voting No vote
minutes record the number of shares for
which valid votes are expressed, the percentage
that these shares represent in the total share
of capital, the total number of valid votes,
and the number of votes in favor or against
every decision, as well as the number of abstentions,
if any"
8 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association, pursuant to
the possible adoption of a Belgian Law implementing
the EU Directive 2007/36 of 11 July
2007 on the exercise of certain rights of
shareholders in listed companies, under
the condition precedent of the adoption,
the publication and the entering into force
of such law. Proposal to include an Article
38 bis in the Articles of Association with
the following text: "Article 38bis
- Right to ask questions - As soon as the
notice convening the general meeting is
published, the shareholders, who comply
with the formalities of Article 34 of these
Articles of Association, have the right to
ask questions in writing to the CONTD
CONT CONTD Directors, with respect to their report Non-Voting No vote
or to the items on the agenda, and to the
auditors with respect to their report. Such
questions must be filed at least six days
before the meeting concerned. The shareholders
can also ask oral questions during the meeting
on the same subjects
9 Motion for a resolution: proposal to amend the Mgmt Take No Action
articles of association pursuant to
the possible adoption of a Belgian Law implementing
the EU Directive 2007/36 of 11 July
2007 related to the exercise of certain rights
of shareholders in listed companies, under
the condition precedent of the adoption,
the publication and the entering into force
of that law. Proposal to modify Article 39bis,
of the Articles of Association as follows:
Replace the existing text of sub-section
1 by: "All shareholders may vote by letter
at any general meeting, using a form of which
the model is determined by the Company and
that contains the following information: (i)
the name and address or registered office of
the CONTD
CONT CONTD shareholder; (ii) the number of shares Non-Voting No vote
the shareholder will represent when voting;
(iii) the form of the shares; (iv) the agenda
of the meeting, including the motions for
a resolution; (v) the deadline for the Company
to receive the form for voting by correspondence;
(vi) the signature of the shareholder;
(vii) a clear indication, for each item on
the agenda, of the way he exercises his
right of vote or abstains. For the calculation
of the quorum, only the forms that are received
by the Company on the address mentioned
in the invitation, at the latest the sixth
day before the meeting, are taken into account.
In sub-section 3, after the words "organizers
can control", add the words "the capacity
and the identity of the shareholder and"
10 Motion for a resolution: proposal to grant all Mgmt Take No Action
powers to the Secretary General, with
the power of substitution, to ensure the coordination
of the Articles of Association to reflect
the resolutions above. Proposal for a
resolution: grant all powers to the Secretary
General, with the power of substitution,
to make available to the shareholders an unofficial
coordinated version of the Articles of Association
- including the amendments to the Articles
of Association under condition precedent -
on the website www.belgacom.com
--------------------------------------------------------------------------------------------------------------------------
BELGACOM SA DE DROIT PUBLIC, BRUXELLES Agenda Number: 702859957
--------------------------------------------------------------------------------------------------------------------------
Security: B10414116
Meeting Type: AGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: BE0003810273
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Examination of the annual reports of the Board Non-Voting No vote
of Directors of Belgacom SA under public
law with regard to the annual accounts and
consolidated annual accounts at 31 December
2010
2 Examination of the reports of the Board of Auditors Non-Voting No vote
of Belgacom SA under public law with regard
to the annual accounts and of the Auditor with
regard to the consolidated annual accounts
at 31 December 2010
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 December 2010
5 Approval of the annual accounts with regard Mgmt Take No Action
to the financial year closed on 31 December
2010, including the following allocation of
the results: Profit of the period available
for appropriation EUR 324,369,280.43; Net transfers
from the reserves available EUR 401,793,828.41;
Profit to be distributed EUR 726,163,108.84;
Remuneration of capital (gross dividends) EUR
703,485,909.05; and Other beneficiaries (Personnel)
EUR 22,677,199.79. For 2010, the gross dividend
amounts to EUR 2.18 per share, entitling shareholders
to a dividend net of withholding tax of EUR
1.6350 per share, from which, on 10 December
2010, an interim CONTD
CONT CONTD dividend of EUR 0.50 (EUR 0.375 per share Non-Voting No vote
net of withholding tax) was paid; so that
a gross dividend of EUR 1.68 per share (EUR
1.26 per share net of withholding tax) will
be paid on 29 April 2011. The ex-dividend date
is fixed on 26 April 2011, the record date
on 28 April 2011 and the payment date on 29
April 2011
6 To approve the Remuneration Report Mgmt Take No Action
7 Granting of a discharge to the members of the Mgmt Take No Action
Board of Directors for the exercise of
their mandate during the financial year closed
on 31 December 2010
8 Granting of a special discharge to Mr. Philip Mgmt Take No Action
Hampton for the exercise of his mandate until
14 April 2010
9 Granting of a discharge to the members of the Mgmt Take No Action
Board of Auditors for the exercise of
their mandate during the financial year closed
on 31 December 2010
10 Granting of a discharge to Deloitte Statutory Mgmt Take No Action
Auditors SC sfd SCRL represented
by Mr. G. Verstraeten and Mr. L. Van Coppenolle
for the exercise of their mandate during the
financial year closed on 31 December 2010
11 Acknowledgment of resignation of Mr. Georges Non-Voting No vote
Jacobs as member of the Board. Mr. Jacobs
resigns for having reached the age limit of
70 years
12 To appoint, on proposal of the Board of Directors Mgmt Take No Action
and in accordance with the recommendation
of the Nomination and Remuneration Committee,
Mr. Pierre De Muelenaere as Board Member,
for a period which will expire at the annual
general meeting of 2017
13 To set the remuneration for the mandate of Mr. Mgmt Take No Action
Pierre De Muelenaere as follows: Fixed
annual remuneration of EUR 25,000; Attendance
fee of EUR 5,000 per Board meeting attended;
Attendance fee of EUR 2,500 per Board advisory
committee meeting attended; EUR 2,000 per
year to cover communications costs
14 Miscellaneous Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
BEZEQ ISRAEL TELECOM LTD Agenda Number: 702850973
--------------------------------------------------------------------------------------------------------------------------
Security: M2012Q100
Meeting Type: EGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: IL0002300114
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Discussion of the financial statements and directors' Mgmt For For
report for the year 2010
2 Re-appointment of accountant auditors until Mgmt For For
the next AGM and authorization of the board
to fix their fees
3.1 Re-appointment of the officiating director: Mgmt For For
O. Elovitch. The external directors continue
in office by provision of law
3.2 Re-appointment of the officiating director: Mgmt For For
O. Elovitch Peled. The external directors continue
in office by provision of law
3.3 Re-appointment of the officiating director: Mgmt For For
A. Saban. The external directors continue in
office by provision of law
3.4 Re-appointment of the officiating director: Mgmt For For
E. Ben Mashe. The external directors continue
in office by provision of law
3.5 Re-appointment of the officiating director: Mgmt For For
E. Holzman. The external directors continue
in office by provision of law
3.6 Re-appointment of the officiating director: Mgmt For For
Y. Porat (employee representative).
The external directors continue in office by
provision of law
3.7 Re-appointment of the officiating director: Mgmt For For
A. Shorer. The external directors continue
in office by provision of law
3.8 Re-appointment of the officiating director: Mgmt For For
F. Cohen. The external directors continue in
office by provision of law
3.9 Re-appointment of the officiating director: Mgmt For For
R. Numkin (employee representative).
The external directors continue in office by
provision of law
3.10 Re-appointment of the officiating director: Mgmt For For
J. Rosensweig. The external directors continue
in office by provision of law
3.11 Re-appointment of the officiating director: Mgmt For For
S. Elovitch. The external directors continue
in office by provision of law
4 Approval of the distribution of a dividend in Mgmt For For
the amount of NIS 1.163 million. Record
date may 4, ex-date may 5, payment may 19,
2011
5 Payment to the former chairman of a bonus in Mgmt For For
respect of 2010 in the amount of NIS 3.507
million (18 salaries)
6 Approval of a bonus in respect of 2010 to the Mgmt For For
employee representative director Y.
Porat in the amount of NIS 100,000 in accordance
with target achievement
7 Grant of a liability indemnity undertaking to Mgmt For For
the internal auditor in the form approved
in respect of the other officers
8 Approval of the purchase in a total amount of Mgmt For For
USD 131,000 from eurocom, a company controlled
by the controlling shareholder of the company,
of power adapters
9.1 Purchase of converters : approval of the purchase Mgmt For For
from Eurocom of converters in a total amount
of USD 9.6 million and update of the hard disk
of the converters at a total cost of
USD 0.6 million
9.2 Purchase of converters : receipt from Eurocom Mgmt For For
of suppliers credit in respect of the purchase
of the converters for an additional 60 days,
the contract payment terms are current
month plus 35 days - in respect of the additional
60 days nominal annual interest at the rate
of pct 6 will be paid, the estimated
amount of interest is NIS 578,000
10 Approval of the purchase of D and O insurance Mgmt For For
cover during a period of 3 years in the
amount of USD 100 million plus pct 20 legal
costs provided that the cover does not exceed
USD 100 million and the premium does not exceed
USD 185,000 plus pct 20
11 Approval of the purchase of D and O insurance Mgmt For For
cover for the year April 14, 2011 in an
amount of USD 100 million plus pct 20 legal
costs for a premium of USD 185,000
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF THE RESOLUTION 3. 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.
--------------------------------------------------------------------------------------------------------------------------
BEZEQ THE ISRAEL TELECOMMUNICATION CORP LTD, TEL AVIZ-JAFFA Agenda Number: 702649041
--------------------------------------------------------------------------------------------------------------------------
Security: M2012Q100
Meeting Type: EGM
Meeting Date: 22-Nov-2010
Ticker:
ISIN: IL0002300114
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Appointment of J. Rosenzweig as an independent Mgmt For For
director with entitlement to annual remuneration
and meeting attendance fees in the amounts
permitted for payment to external directors
2 Issue to Mr. Rosenzweig of a liability indemnity Mgmt For For
undertaking is the form previously approved
by general meeting for the officiating directors
3 Approval of the payment to the 2 directors appointed Mgmt For For
on behalf of the employees of the company
of compensation (NIS 12,310 net to Mr. Nomkin
and NIS 6,087 to Mr. Porat) in respect of
the delay in the issue to them of options
pursuant to the employees' options plan. (the
delay was due to the necessity for approval
by general meeting since they are directors,
which approval was not necessary for the
other employees)
4 Approval of the continuation of the present Mgmt For For
D and O insurance cover of USD 50 million for
a premium of USD 140,000
5 Amendment of the articles so as to empower the Mgmt For For
board instead of the general meeting to decide
on distribution of profits by way of dividend
etc
--------------------------------------------------------------------------------------------------------------------------
BEZEQ THE ISRAEL TELECOMMUNICATION CORP LTD, TEL AVIZ-JAFFA Agenda Number: 702720815
--------------------------------------------------------------------------------------------------------------------------
Security: M2012Q100
Meeting Type: EGM
Meeting Date: 16-Dec-2010
Ticker:
ISIN: IL0002300114
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Increase of the authorized share capital of Mgmt For For
the Company by NIS 76 million, following the
increase, the authorized share capital will
be NIZ 2.825 million divides into NIS 1 par
value shares. The additional share capital
will serve as a reserve for employees' option
that may be decided upon in the future
--------------------------------------------------------------------------------------------------------------------------
BEZEQ THE ISRAEL TELECOMMUNICATION CORP LTD, TEL AVIZ-JAFFA Agenda Number: 702741073
--------------------------------------------------------------------------------------------------------------------------
Security: M2012Q100
Meeting Type: SGM
Meeting Date: 11-Jan-2011
Ticker:
ISIN: IL0002300114
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 To approve an allocation of options (and shares Mgmt For For
underlying their exercise) to Company employees
in accordance with the Plan as described in
the Company's immediate report dated December
20, 2010, in which up to 70,000,000 options
exercisable for up to 70,000,000 ordinary
shares of NIS 1 par value each will be allocated,
accounting for approximately 2.61% of the issued
share capital of the Company (2.50% at full
dilution)
--------------------------------------------------------------------------------------------------------------------------
BEZEQ THE ISRAEL TELECOMMUNICATION CORP LTD, TEL AVIZ-JAFFA Agenda Number: 702746516
--------------------------------------------------------------------------------------------------------------------------
Security: M2012Q100
Meeting Type: SGM
Meeting Date: 24-Jan-2011
Ticker:
ISIN: IL0002300114
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 To approve a distribution to shareholders of Mgmt For For
the Company in the total amount of NIS 3 billion
("the Planned Distribution"), a sum not in
compliance with the "earnings test" as defined
in Section 302 of the Companies Law,
5759-1999, and to do so on the principles
and terms below and subject to the approval
of the Court for the Planned Distribution
2 Subject to the approvals of the general meeting Mgmt For For
and the Court, the amount of the Planned Distribution
will be distributed to the Company's shareholders
in six equal, semi-annual payments during 2011-2013
(without any interest or CPI-linkage payments),
as follows: The first distribution of NIS 0.5
billion, will be made by the end of May 2011,
and to the extent possible together with the
regular dividend distribution expected according
to the Company's financial statements
as of December 31, 2010; The second distribution
of NIS 0.5 billion will be made by the end
of November 2011, and to the extent possible
together with the regular dividend distribution
expected according to the Company's financial
statements as of June 30, 2011; The third
distribution of NIS 0.5 billion will
be made by the end of May 2012, and to the
CONTD.
CONT CONTD. extent possible together with the regular Non-Voting No vote
dividend distribution expected according
to the Company's financial statements as of
December 31, 2011; The fourth distribution
of NIS 0.5 billion will be made by the end
of November 2012, and to the extent possible
together with the regular dividend distribution
expected according to the Company's financial
statements as of June 30, 2012; The fifth
distribution of NIS 0.5 billion will be made
by the end of May 2013, and to the extent
possible together with the regular
dividend distribution expected according to
the Company's financial statements
as of December 31, 2012; The sixth distribution
of NIS 0.5 billion will be made by the end
of November 2013, and to the extent possible
together with the regular dividend distribution
expected according to the Company's CONTD.
CONT CONTD. financial statements as of June 30, 2013 Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
BEZEQ THE ISRAEL TELECOMMUNICATION CORP LTD, TEL AVIZ-JAFFA Agenda Number: 702738470
--------------------------------------------------------------------------------------------------------------------------
Security: M2012Q100
Meeting Type: SGM
Meeting Date: 25-Jan-2011
Ticker:
ISIN: IL0002300114
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 To Mr. Rami Nomkin, an allocation of 47,774 Mgmt For For
options exercisable for up to 47,774 ordinary
shares of NIS 1 par value of the Company, accounting
for approximately 0.0015% of the issued
and paid up share capital of the Company
2 To Mr. Yehuda Porat, an allocation of 39,681 Mgmt For For
options exercisable for up to 39,681 ordinary
shares of NIS 1 par value of the Company, accounting
for approximately 0.0015% of the issued
and paid up share capital of the Company
--------------------------------------------------------------------------------------------------------------------------
BEZEQ THE ISRAEL TELECOMMUNICATION CORP LTD, TEL AVIZ-JAFFA Agenda Number: 702741631
--------------------------------------------------------------------------------------------------------------------------
Security: M2012Q100
Meeting Type: SGM
Meeting Date: 27-Jan-2011
Ticker:
ISIN: IL0002300114
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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-appointment of Ytzhak Edelman as an external Mgmt For For
director for an additional statutory 3 year
period
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN DIRECTOR 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.
--------------------------------------------------------------------------------------------------------------------------
BG GROUP PLC Agenda Number: 702920693
--------------------------------------------------------------------------------------------------------------------------
Security: G1245Z108
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: GB0008762899
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Annual Report and Accounts Mgmt For For
2 Remuneration Report Mgmt For For
3 Declaration of Dividend Mgmt For For
4 Election of Fabio Barbosa Mgmt For For
5 Election of Caio Koch-Weser Mgmt For For
6 Election of Patrick Thomas Mgmt For For
7 Re-election of Peter Backhouse Mgmt For For
8 Re-election of Frank Chapman Mgmt For For
9 Re-election of Baroness Hogg Mgmt For For
10 Re-election of Dr John Hood Mgmt For For
11 Re-election of Martin Houston Mgmt For For
12 Re-election of Sir David Manning Mgmt For For
13 Re-election of Mark Seligman Mgmt For For
14 Re-election of Philippe Varin Mgmt For For
15 Re-election of Sir Robert Wilson Mgmt For For
16 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
auditors of the Company, to hold office until
the conclusion of the next general meeting
at which accounts are laid before the Company
17 Remuneration of auditors Mgmt For For
18 Political donations Mgmt Against Against
19 Authority to allot shares Mgmt For For
20 Disapplication of pre-emption rights Mgmt For For
21 Authority to make market purchases of own shares Mgmt For For
22 Notice periods of general meetings Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF AUDITOR NAME IN RESOLUTION 16. 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.
--------------------------------------------------------------------------------------------------------------------------
BIC SA Agenda Number: 702876775
--------------------------------------------------------------------------------------------------------------------------
Security: F10080103
Meeting Type: MIX
Meeting Date: 11-May-2011
Ticker:
ISIN: FR0000120966
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2011/0328/201103281100912.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for FY 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for FY 2010
O.3 Allocation of income and setting of the dividend Mgmt For For
O.4 Directors' attendance fees Mgmt For For
O.5 Authorisation to be given to the Board of Directors Mgmt For For
to trade in the Company's shares
O.6 Renewal of Mr. Francois Bich's appointment as Mgmt For For
a director
O.7 Renewal of Mrs. Marie-Pauline Chandon-Moet's Mgmt For For
appointment as a director
O.8 Renewal of Mr. Frederic Rostand's appointment Mgmt For For
as a director
O.9 Renewal of Deloitte & Associe's appointment Mgmt For For
as statutory auditor
O.10 Renewal of Beas' appointment as standby statutory Mgmt For For
auditor
O.11 Renewal of Grant Thornton's appointment as statutory Mgmt For For
auditor
O.12 Renewal of Igec's appointment as standby statutory Mgmt For For
auditor
E.13 Authorisation to be given to the Board of Directors Mgmt For For
to reduce the authorised capital by cancelling
shares purchased pursuant to article L.225-209
of the Code de commerce
E.14 Amendment of article 14 "Chairman, CEO and Managing Mgmt For For
Directors" of the Articles of Association
E.15 Powers for accomplishing the necessary legal Mgmt For For
formalities
--------------------------------------------------------------------------------------------------------------------------
BIOMERIEUX, MARCY L'ETOILE Agenda Number: 703047022
--------------------------------------------------------------------------------------------------------------------------
Security: F1149Y109
Meeting Type: MIX
Meeting Date: 15-Jun-2011
Ticker:
ISIN: FR0010096479
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON
THE MATERIAL URL LINKS:
https://balo.journal-officiel.gouv.fr/pdf/2011/0506/201105061101827.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0525/201105251102850.pdf
O.1 Approval of the corporate financial statements Mgmt No vote
for the financial year ended December 31,
2010
O.2 Approval of the consolidated financial statements Mgmt No vote
for the financial year ended December
31, 2010
O.3 Allocation of income for the financial year Mgmt No vote
ended December 31, 2010
O.4 Approval of Agreements and Commitments made Mgmt No vote
by the Company benefiting Mr. Jean-Luc
Belingard
O.5 Approval of a regulated Agreement concluded Mgmt No vote
between the Company and the company Thera
Conseil
O.6 Approval of a regulated Agreement concluded Mgmt No vote
between the Company and the company bioMerieux
BV
O.7 Acknowledgement of regulated Agreements concluded Mgmt No vote
by the Company presented in the special report
of the Statutory Auditors which implementation
continues
O.8 End of term of the company Commissariat Controle Mgmt No vote
Audit C.C.A as secondary principal Statutory
Auditor and appointment in substitution of
the company Diagnostic Revision Conseil
as secondary principal Statutory Auditor
O.9 End of term of the company Diagnostic Revision Mgmt No vote
Conseil as secondary deputy Statutory Auditor
and appointment in substitution of the company
Commissariat Controle Audit C.C.A as secondary
deputy Statutory Auditor
O.10 Authorization granted to the Board of Directors Mgmt No vote
to allow the Company to purchase its
own shares
E.11 Authorization granted to the Board of Directors Mgmt No vote
to reduce share capital by cancellation
of shares
E.12 Amendment of Article 13 of the Statutes of the Mgmt No vote
Company
E.13 Amendment of Article 19 of the Statutes of the Mgmt No vote
Company
E.14 Authorization to be granted to the Board of Mgmt No vote
Directors to increase share capital by
issuing common shares or securities providing
access to the capital of the Company
or entitling to the allotment of debt securities,
while maintaining preferential subscription
rights
E.15 Authorization to be granted to the Board of Mgmt No vote
Directors to increase share capital by
issuing common shares or securities providing
access to the capital of the Company
or entitling to the allotment of debt securities,
with cancellation of preferential subscription
rights in the context of a public offer
E.16 Authorization to be granted to the Board of Mgmt No vote
Directors to increase share capital by
issuing common shares or securities providing
access to the capital of the Company
or entitling to the allotment of debt securities,
with cancellation of preferential subscription
rights in the context of an offer pursuant
to Article L.411-2 II, Paragraph II of the
Monetary and Financial Code
E.17 Authorization to be granted to the Board of Mgmt No vote
Directors to increase share capital by
incorporation of reserves, profits, premiums
or other amounts
E.18 Authorization to be granted to the Board of Mgmt No vote
Directors to increase the number of issuable
shares, equity securities or securities providing
access to the capital of the Company or entitling
to the allotment of debt securities in case
of capital increase
E.19 Authorization to be granted to the Board of Mgmt No vote
Directors to increase share capital by
issuing common shares or securities providing
access to the capital of the Company
with cancellation of preferential subscription
rights, in consideration for in-kind contributions
granted to the Company
E.20 Authorization to be granted to the Board of Mgmt No vote
Directors to carry out a capital increase
reserved for employees participating in a company
savings plan
E.21 Authorization to be granted to the Board of Mgmt No vote
Directors to use delegations during period
of public offer
E.22 Powers to the bearer of an original of the minute Mgmt No vote
of this meeting to accomplish all
necessary formalities
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF URL LINK. 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.
--------------------------------------------------------------------------------------------------------------------------
BOC HONG KONG HLDGS LTD Agenda Number: 702937559
--------------------------------------------------------------------------------------------------------------------------
Security: Y0920U103
Meeting Type: AGM
Meeting Date: 25-May-2011
Ticker:
ISIN: HK2388011192
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110412/LTN20110412043.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1 To receive and consider the audited Statement Mgmt For For
of Accounts and the Reports of the Directors
and of the Auditor of the Company for the year
ended 31 December 2010
2 To declare a final dividend of HKD0.572 per Mgmt For For
share for the year ended 31 December
2010
3a To re-elect Mr. He Guangbei as a Director of Mgmt For For
the Company
3b To re-elect Mr. Li Zaohang as a Director of Mgmt For For
the Company
3c To re-elect Dr. Fung Victor Kwok King as a Director Mgmt For For
of the Company
3d To re-elect Mr. Shan Weijian as a Director of Mgmt For For
the Company
4 To re-appoint PricewaterhouseCoopers as Auditor Mgmt For For
of the Company and authorise the Board of
Directors or a duly authorised Committee of
the Board to determine their remuneration
5 To grant a general mandate to the Board of Directors Mgmt Against Against
to allot, issue and deal with additional shares
in the Company, not exceeding 20% or, in the
case of issue of shares solely for cash and
unrelated to any asset acquisition, not exceeding
5% of the issued share capital of the Company
as at the date of this Resolution
6 To grant a general mandate to the Board of Directors Mgmt For For
to repurchase shares in the Company, not exceeding
10% of the issued share capital of the Company
as at the date of passing this Resolution
7 Conditional on the passing of Resolutions 5 Mgmt Against Against
and 6, to extend the general mandate granted
by Resolution 5 by adding thereto the shares
repurchased pursuant to the general mandate
granted by Resolution 6
--------------------------------------------------------------------------------------------------------------------------
BOC HONG KONG HLDGS LTD Agenda Number: 702940380
--------------------------------------------------------------------------------------------------------------------------
Security: Y0920U103
Meeting Type: EGM
Meeting Date: 25-May-2011
Ticker:
ISIN: HK2388011192
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110412/LTN20110412053.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1 That the Continuing Connected Transactions and Mgmt For For
the New Caps, as defined and described in
the circular dated 20 January 2011 to the shareholders
of the Company, be and are hereby confirmed,
approved and ratified
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
BOLIDEN AB, STOCKHOLM Agenda Number: 702887540
--------------------------------------------------------------------------------------------------------------------------
Security: W17218103
Meeting Type: AGM
Meeting Date: 03-May-2011
Ticker:
ISIN: SE0000869646
--------------------------------------------------------------------------------------------------------------------------
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
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
1 Opening of the Annual General Meeting Non-Voting No vote
2 That Anders Ullberg be elected Chairman of the Non-Voting No vote
Annual General Meeting
3 Preparation and approval of the voting register Non-Voting No vote
4 Approval of the agenda Non-Voting No vote
5 Election of two persons to verify the minutes Non-Voting No vote
together with the Chairman
6 Determination whether the Annual General Meeting Non-Voting No vote
has been duly convened
7 Presentation of the annual report and auditors' Non-Voting No vote
report as well as the consolidated
financial statements and auditors' report for
the Group
8 Report on the work of the Board of Directors, Non-Voting No vote
its Remuneration Committee and its Audit Committee
9 The President's address Non-Voting No vote
10 Report on the audit work during 2010 Non-Voting No vote
11 Resolutions regarding adoption of the income Mgmt For For
statement and balance sheet as well as the
consolidated income statement and consolidated
balance sheet
12 The Board of Directors proposes a dividend to Mgmt For For
the shareholders of SEK 5 per share and that
Friday, May 6, 2011 shall be the record date
for the right to receive dividends. Provided
the Annual General Meeting resolves in accordance
with the proposal, the dividend is expected
to be distributed through Euroclear
Sweden AB on Wednesday, May 11, 2011
13 Resolution regarding discharge from liability Mgmt For For
of the members of the Board of Directors and
the President
14 Report on the work of the Nomination Committee Non-Voting No vote
15 That eight Board members be elected by the Annual Mgmt For For
General Meeting
16 That the fees to the Board of Directors shall Mgmt For For
amount to SEK 1,000,000 (900,000) to
the Chairman and SEK 400,000 (350,000) to Board
member not employed by the company; that
unchanged fees of SEK 150,000 be paid to the
Chairman of the Audit Committee and SEK
75,000 to each of the members of the Audit
Committee; that unchanged fee of SEK 50,000
be paid to each of the members of the
Remuneration Committee
17 That Marie Berglund, Staffan Bohman, Lennart Mgmt For For
Evrell, Ulla Litzen, Michael Gson Low,
Leif Ronnback, Matti Sundberg and Anders Ullberg
be re-elected members of the Board of
Directors; and that Anders Ullberg be re-elected
Chairman of the Board of Directors
18 That auditor fees are paid in accordance with Mgmt For For
approved invoices
19 Resolution regarding guidelines for compensation, Mgmt For For
etc for the Group Management
20 That the instructions of the Nomination Committee Mgmt For For
are amended so that the Nomination Committee
shall comprise of a minimum of six (previously
five) and a maximum of seven members. Six (previously
five) of the members shall be elected by
the Annual General Meeting. Four (previously
three) of these shall represent shareholders
that at the end of the month preceding the
issue of the notice to the General Meeting
are the four largest shareholders and who
have consented to participate in the work
of the Nomination Committee. One member
should represent the minority shareholders
and one shall be the Chairman of the
Board of Directors; that Jan Andersson (Swedbank
Robur fonder), Thomas Ehlin (Nordeas
Fonder), Lars-Erik Forsgardh, Anders Oscarsson
(AMF), Caroline af Ugglas (Skandia Liv) and
Anders Ullberg (Chairman of the Board) be
elected members of the Nomination Committee
21 The Board proposes that Article 9 section 1-3 Mgmt For For
(meeting notice) of the Articles of
Association is amended in order to adapt the
Articles to the new rules in the Swedish Companies
Act which entered into force on 1 January 2011
22 Closing of the Annual General Meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN 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.
--------------------------------------------------------------------------------------------------------------------------
BP P L C Agenda Number: 702818040
--------------------------------------------------------------------------------------------------------------------------
Security: G12793108
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: GB0007980591
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the directors annual report and accounts Mgmt For For
2 To approve the directors remuneration report Mgmt For For
3 To re elect Mr P M Anderson as a director Mgmt For For
4 To re elect Mr A Burgmans as a director Mgmt For For
5 To re elect Mrs C B Carroll as a director Mgmt For For
6 To re elect Sir William Castell as a director Mgmt For For
7 To re elect Mr I C Conn as a director Mgmt For For
8 To re elect Mr G David as a director Mgmt For For
9 To re elect Mr I E L Davis as a director Mgmt For For
10 To re elect Mr R W Dudley as a director Mgmt For For
11 To re elect Dr B E Grote as a director Mgmt For For
12 To elect Mr F L Bowman as a director Mgmt For For
13 To elect Mr B R Nelson as a director Mgmt For For
14 To elect Mr F P Nhleko as a director Mgmt For For
15 To re-elect Mr C H Svanberg as a director Mgmt For For
16 To reappoint Ernst and Young LLP as auditors Mgmt For For
and authorize the board to fix their remuneration
17 To give limited authority for the purchase of Mgmt For For
its own shares by the company
18 To give limited authority to allot shares up Mgmt Against Against
to a specified amount
19 To give authority to allot a limited number Mgmt Against Against
of shares for cash free of pre emption rights
20 To authorize the calling of general meetings Mgmt For For
excluding annual general meetings by
notice of at least 14 clear days
21 To give limited authority to make political Mgmt Against Against
donations and incur political expenditure
22 To approve the renewal of the BP Sharematch Mgmt For For
Plan
23 To approve the renewal of the BP Sharesave UK Mgmt For For
Plan
--------------------------------------------------------------------------------------------------------------------------
BRISA AUTO ESTRADAS DE PORTUGAL SA, SAO DOMINGOS DE RANA Agenda Number: 702705534
--------------------------------------------------------------------------------------------------------------------------
Security: X07448107
Meeting Type: EGM
Meeting Date: 17-Dec-2010
Ticker:
ISIN: PTBRI0AM0000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To deliberate on the Company's reorganization Mgmt Take No Action
process
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Take No Action
IN BLOCKING FROM "Y" TO "N" AND MEETING TYPE
FROM AGM TO EGM AND MEETING HAS BEEN POSTPONED
TO 17 DEC 2010 FROM 03 DEC 2010. 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.
--------------------------------------------------------------------------------------------------------------------------
BRISA AUTO ESTRADAS DE PORTUGAL SA, SAO DOMINGOS DE RANA Agenda Number: 702877501
--------------------------------------------------------------------------------------------------------------------------
Security: X07448107
Meeting Type: AGM
Meeting Date: 15-Apr-2011
Ticker:
ISIN: PTBRI0AM0000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To ratify the co-option of a member of the Board Mgmt For For
of Directors occurred on January 19, 2011
2 To deliberate on the Management Report and Accounts Mgmt For For
relating to 2010
3 To deliberate on the Consolidated Management Mgmt For For
Report and Consolidated Accounts relating to
2010
4 To deliberate on the proposal for the appropriation Mgmt For For
of net profit relating to 2010 and appropriation
of retained earnings
5 To appraise, in general terms, the Company's Mgmt For For
management and control during 2010
6 To deliberate on the purchase and sale of treasury Mgmt For For
stock
7 To appraise the statement of the Remuneration Mgmt For For
Committee on the remuneration policy of the
management and audit bodies
8 To appraise the statement of the Board of Directors Mgmt For For
on the criteria and main parameters guiding
the performance appraisal of the managing staff
9 To deliberate on the 2010 Sustainability Report Mgmt For For
10 To elect the External Auditor for the 201 1-2013 Mgmt For For
period
11 To elect the Board of the General Meeting, the Mgmt For For
Board of Directors and the Audit Board
for the 201 1-2013 period
12 To elect the Remuneration Committee for the Mgmt For For
2011-2013 period
--------------------------------------------------------------------------------------------------------------------------
BRITISH AWYS PLC Agenda Number: 702529681
--------------------------------------------------------------------------------------------------------------------------
Security: G14980109
Meeting Type: AGM
Meeting Date: 13-Jul-2010
Ticker:
ISIN: GB0001290575
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the report and Accounts Mgmt For For
2 Receive the remuneration report Mgmt For For
3 Re-election of James Lawrence as a Director Mgmt For For
4 Re-election of Alison Reed as a Director Mgmt For For
5 Election of Rafael Sanchez-LozanoTurmo as a Mgmt For For
Director
6 Re-appointment of Auditor Mgmt For For
7 Approve the remuneration of the Auditor Mgmt For For
S.8 Approve the allotment of shares Mgmt Against Against
S.9 Approve the disapplication of pre-emption rights Mgmt For For
S.10 Approve the purchase of own shares Mgmt For For
S.11 Approve the notice of general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BRITISH AWYS PLC Agenda Number: 702667380
--------------------------------------------------------------------------------------------------------------------------
Security: G14980109
Meeting Type: OGM
Meeting Date: 29-Nov-2010
Ticker:
ISIN: GB0001290575
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
S.1 That: (a) the Scheme be approved and the directors Mgmt For For
of the Company be authorized to take all such
action as they may consider necessary or desirable
for carrying the Scheme Into effect; and (b)
for the purpose of giving effect to the Scheme:
(i) at the Scheme Effective Time, the share
premium account of the Company be reduced by
a sum equal to the loss (if any) in the books
of the Company as at 30 September 2010 as shown
in the accounts of the Company as at 30 September
2010 provided to the meeting and initialled
by the Chairman of the meeting for the purpose
of Identification; (ii) at the Scheme Effective
Time, the capital of the Company be reduced
by canceling and extinguishing the Scheme Ordinary
Shares; (iii) forthwith and contingently upon
the reductions of share premium account and
share capital referred to in sub-paragraphs
(b)(i) and b(ii) respectively above taking
effect and subject to sub-paragraph 1(b)(v),
the Company shall apply the reserve arising
in its books of account as a result of the
reduction of capital pursuant to sub-paragraph
(b)(ii) above in paying up in full at par such
number of BA Ordinary Shares as have an aggregate
nominal value which is equal to the aggregate
nominal value of the Scheme Ordinary Shares
cancelled (the New Ordinary Shares) and shall
allot and issue the same, credited as fully
paid and free from all liens, charges equitable
Interests, encumbrances and other third party
rights and interests of any nature whatsoever,
to BA Holdco and/or BA Holdco's nominee(s);
(iv) the directors of the Company be and they
are hereby generally and unconditionally authorised,
for the purposes of section551 of the Companies
Act 2006 (the Act) to allot the New Ordinary
Shares referred to In sub-paragraph (b)(iii)
above provided that: (aa) the maximum number
of shares which may be allotted hereunder is
the number (not exceeding 1,283,574,862) necessary
to effect such allotments, (bb) this authority
shall expire on the fifth anniversary of the
date of this resolution, and (cc) this authority
shall be in addition to any subsisting authority
conferred on the directors of the Company pursuant
to Section 551 of the Act; and (v) to the extent
that there are further losses in the books
of the Company between the 30 September 2010
and the Scheme Effective Time (the Further
Losses), such that the reserve arising in the
Company's books of account as a result of the
reduction of capital set out in sub-paragraph
(b)(ii) above is insufficient to pay up in
full at par such number of BA Ordinary Shares
as have an aggregate nominal value which is
equal to the aggregate nominal value of the
Scheme Ordinary Shares cancelled, the Company
shall apply a sum standing to the credit of
the share premium account of the Company which
is equal in value to the Further Losses (up
to a maximum which is equal to the aggregate
nominal value of the Scheme Ordinary Shares
cancelled) in paying up in full the New Ordinary
Shares to be issued pursuant to sub-paragraph
(b)(iii), such that pursuant to such application
and the application of the reserve arising
in its books of account as a result of the
reduction of capital set out in (b)(ii) such
New Ordinary Shares are paid up in full; (c)
the articles of association produced to the
meeting and initialled by the Chairman of the
meeting for the purposes of identification
be adopted as the articles of association of
the Company in substitution for and to the
exclusion of the existing articles of association
of the Company; and (d) with effect from the
Iberia Conversion Time, and conditional on
the passing of the special resolution to be
proposed at the British Airways Class Meeting,
notice of which is set out in the Scheme Document
and Iberia having given its consent to such
conversion and redesignation in accordance
with the Articles of Association of the Company,
the BA Ordinary Shares which constitutes the
Iberia Shares shall be converted into and redesignated
as class A2 shares of 25 pence each in the
capital of the Company (the A2 Shares) having
the rights and being subject to the restrictions
set out in the articles of association which
are proposed to be adopted pursuant to sub-paragraph
(c) of this resolution, provided that, in the
event the Scheme does not become effective
in accordance with its terms within 35 days
of the Iberia Conversion time (or such other
period of time as the directors of the Company
may determine, subject to Iberia's agreement
thereto), the A2 Shares which constitute the
Iberia Shares will be converted back into,
and redesignated as, BA Ordinary Shares
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN MEETING TYPE AND CHANGE IN TEXT 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.
--------------------------------------------------------------------------------------------------------------------------
BRITISH AWYS PLC Agenda Number: 702667392
--------------------------------------------------------------------------------------------------------------------------
Security: G14980109
Meeting Type: CLS
Meeting Date: 29-Nov-2010
Ticker:
ISIN: GB0001290575
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That, in accordance with the Article 5A of the Mgmt For For
Company's Articles of Association, the holders
of the ordinary shares of 25 pence each in
the capital of the Company (excluding Iberia)
hereby consent to, approve and sanction the
proposal and matters which are to be effected
by or pursuant to the special resolution numbered
1(d) set out in the notice of even date herewith
convening a general meeting of the Company
as set out in the circular of which this notice
of meeting forms part
--------------------------------------------------------------------------------------------------------------------------
BRITISH AWYS PLC Agenda Number: 702667405
--------------------------------------------------------------------------------------------------------------------------
Security: G14980109
Meeting Type: CRT
Meeting Date: 29-Nov-2010
Ticker:
ISIN: GB0001290575
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE Non-Voting No vote
OPTION FOR THIS MEETING TYPE. PLEASE CHOOSE
BETWEEN "FOR" AND "AGAINST" ONLY. SHOULD YOU
CHOOSE TO VOTE ABSTAIN FOR THIS MEETING THEN
YOUR VOTE WILL BE DISREGARDED BY THE ISSUER
OR ISSUERS AGENT.
1 Approving (with or without modification) a scheme Mgmt For For
of arrangement proposed to be made between
the Company and the Scheme Ordinary Shareholders
(as defined in that Scheme of Arrangement)
--------------------------------------------------------------------------------------------------------------------------
CABLE & WIRELESS COMMUNICATIONS PLC, LONDON Agenda Number: 702535901
--------------------------------------------------------------------------------------------------------------------------
Security: G1839G102
Meeting Type: AGM
Meeting Date: 21-Jul-2010
Ticker:
ISIN: GB00B5KKT968
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the group accounts for the FYE 31 MAR Mgmt For For
2010 and the reports of the Directors and Auditors
thereon
2. Approve the Directors' remuneration report for Mgmt For For
the YE 31 MAR 2010 as contained within the
annual report and accounts
3. Re-elect Sir Richard Lapthorne, CBE as a Director Mgmt For For
4. Re-elect Mr. Nick Cooper as a Director Mgmt For For
5. Re-elect Ms. Kate Nealon as a Director Mgmt For For
6. Re-appoint KPMG Audit PLC as the Auditors of Mgmt For For
the Company until the conclusion of the next
AGM of the Company
7. Authorize the Director to set the Auditors' Mgmt For For
remuneration
8. Authorize the Directors to allot shares or to Mgmt Against Against
grant rights to subscribe for or to convert
any security into shares in accordance with
Article 12 of the Company's Articles of Association;
[Authority expires at the conclusion of the
Company's AGM in 2011 or 30 SEP 2011] and for
that period there shall be tow Section 551
amounts [as defined in Article 12[B]] of; [i]
USD 43 million; and [ii] USD 86 million [such
amount to be reduced by any allotments or grants
made under [i] above] which the Directors shall
only be empowered to use in connection with
a rights issue [as defined in Article 12[E]];
all previous authorities under Article 12[B]
are revoked, subject to Article 12[D]
S.9 Authorize the Directors, subject to the passing Mgmt Against Against
of Resolution 8, to allot equity securities
for cash in accordance with Article 12 of the
Company's Articles of Association; [Authority
expires at conclusion of the Company's AGM
in 2011 or 30 SEP 2011] and for that period
the Section 561 amount [as defined in Article
12[C] shall be USD 6 million; all previous
authorities under Article 12[C] are revoked,
subject to Article 12[D]
S.10 Authorize the Company, for the purposes of Section Mgmt For For
701 of the Companies Act 2006 to make one or
more market purchases [as defined in Section
693[4] of the Companies Act 2006] of its ordinary
shares with nominal value of USD 0.05 each
in the Company, provided that: [a] the Company
does not purchase under this authority more
than 262 million ordinary shares; [b] the Company
does not pay less than the nominal value, currently
USD 0.05, for each ordinary share; and [c]
the Company does not pay more per ordinary
share than the higher of [i] an amount equal
to 5% over the average of the middle-market
price of the ordinary shares for the 5 business
days immediately preceding the day on which
the Company agrees to buy the shares concerned,
based on share prices published in the Daily
Official List of the London Stock Exchange;
and [ii] the price stipulated by Article 5[1]
of the Buy-back and Stabilization Regulation
[EC No. 2273/203]; [Authority shall continue
until the conclusion of the Company's AGM in
2011 or 30 SEP 2011], provided that if the
Company has agreed before this date to purchase
ordinary shares where these purchases will
or may be executed after the authority terminates
[either wholly or in part] the Company may
complete such purchases
S.11 Authorize Company to call a general meeting Mgmt For For
of the shareholders, other than an AGM, on
not less than 14 clear days' notice
12. Authorize the Directors of the Company, to exercise Mgmt For For
the power conferred upon them by Article 130
[A] of the Company's Articles of Association
as from time to time varied so that, to the
extent and in the manner determined by the
Directors, the holders of ordinary shares in
the Company be permitted to elect to receive
new ordinary shares in the Company, credited
as fully paid, instead of all or part of the
final dividend for the FY of the Company ended
31 MAR 2010 and instead of all or any part
of any dividends [including interim dividends]
paid by the Directors or declared by the Company
in general meeting [as the case may be] during
the period commencing on 21 JUL 2010 and ending
on or before 20 JUL 2015; and [b] capitalize
an amount equal to the nominal value of the
new ordinary shares of the Company to be allotted
pursuant to any elections made as aforesaid
out of the amount standing to the credit of
reserves or funds [including any share premium
account, capital redemption reserve and the
profit and loss account] or any other sum which
is available to be distributed, as the Directors
may determine, to apply such sum in paying
up such ordinary shares in the Company in full
and to allot such ordinary shares to the shareholders
of the Company validly making such elections
in accordance with their respective entitlements
13. Authorize the Company and all Companies that Mgmt For For
are its Subsidiaries, in accordance with Sections
366 and 367 of the Companies Act 2006, at any
time during the period for which this resolution
is effective [the Group], in aggregate, to:
[a] make political donations to political parties
and/or Independent election candidates not
exceeding GBP 100,000 in total; and b] make
political donations to political organizations
other than political parties not exceeding
GBP 100,000 in total; and [c] incur political
expenditure not exceeding GBP 100,000 in total;
[Authority expires at the conclusion of the
AGM to be held in 2014 or 20 JUL 2014], provided
that the authorized sum referred to in paragraphs
[a], [b] and [c] may be comprised of one or
more amounts in different currencies which,
for the purposes of calculating the said sum,
shall be converted into pounds sterling at
the exchange rate published in the London edition
of the Financial Times on the day on which
the relevant donation is made or expenditure
incurred [or the first business day thereafter]
or, if earlier, on the day which the relevant
member of the Group enters into any contract
or undertaking relating to the same; any terms
used in this resolution which are defined in
Part 14 of the Companies Act 2006 shall bear
the same meaning for the purposes of this resolution
14. Authorize the Company to send or supply any Mgmt For For
document or information that is [i] required
or authorized to be sent or supplied by the
Company under the Companies Acts [as defined
in Section 2 of the Companies Act 2006]; or
[ii] pursuant to the Company's Articles of
Association or pursuant to any other rules
or regulations to which the Company may be
subject, by making it available by electronic
means, including via a website
15. Declare a final dividend for the YE 31 MAR 2010 Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CABLE & WIRELESS WORLDWIDE PLC, BRACKNELL Agenda Number: 702529390
--------------------------------------------------------------------------------------------------------------------------
Security: G1839Y103
Meeting Type: AGM
Meeting Date: 21-Jul-2010
Ticker:
ISIN: GB00B5WB0X89
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the group accounts for the FYE 31 MAR Mgmt For For
2010 and the reports of the Directors and Auditors
thereon
2. Approve the Directors' remuneration report for Mgmt For For
the YE 31 MAR 2010
3. Election of Tim Weller as a Director Mgmt For For
4. Re-elect Penny Hughes as a Director Mgmt For For
5. Re-elect John Pluthero as a Director Mgmt For For
6. Re-appoint KPMG Audit Plc as the Auditor of Mgmt For For
the Company
7. Authorize the Directors to set the Auditors' Mgmt For For
remuneration
8. Authorize the Directors to allot shares or to Mgmt Against Against
grant rights to subscribe for or to convert
any security into shares in accordance with
Article 12 of the Company's Articles of Association
shall apply until the earlier of the conclusion
of the Company's AGM in 2011 or 30 SEP 2011
and for that period there shall be two Section
551 Amounts (as defined in Article 12) of:
(i) GBP 43 million; and (ii) GBP 88 million
(such amount to be reduced by any allotments
or grants made under (i) above) which the Directors
shall only be empowered to use in connection
with a rights issue (As defined in Article
12), all previous authorities under Article
12(B) are revoked, subject to Article 12(D)
S.9 Authorize the Directors to allot equity securities Mgmt Against Against
without first being required to offer such
shares to existing shareholders [as set out
in Sections 561 and 571 of the Act], this resolution
requests that shareholders approve this authority,
but only for securities having a maximum aggregate
nominal value of GBP 6 million which is equivalent
to just under 5% of the Company's issued ordinary
share capital as at 02 JUN 2010, the Directors
have no present intention of exercising this
new authority; in accordance with institutional
investor guidelines, the Directors confirm
their intention that no more than 7.5% of the
issued share capital will be issued for cash
on a non-pre-emptive basis during any rolling
3 year period [excluding shares issued pursuant
to employee incentive schemes]; this authorities
sought under Resolutions 8 and 9, if passed,
will expire on the earlier of the Company's
AGM in 2011 or 30 SEP 2011, the Directors intend
to seek renewal or these authorities at the
next AGM
S.10 Authorize the Company, to make market purchases Mgmt For For
(as defined in Section 701 of the Companies
Act 2006) of ordinary shares with a nominal
value of 5p each in the Company, provided that:
(a) the Company does not purchase under this
authority more than 262 million ordinary shares;
(b) the Company does not pay less than 5p for
each ordinary share; and (c) the Company does
not pay more for each share than the higher
of (i) 5% over the average of the middle market
price of the ordinary shares for the five business
days immediately preceding the day on which
the Company agrees to buy the shares concerned,
based on share prices, published in the Daily
Official List of the London Stock Exchange;
and (ii) the price stipulated by Article 5(i)
of the buy-back and Stabilization Regulation
(EC No. 227S/2003); and [Authority expires
the earlier of the conclusion of the AGM of
the Company in 2011 or 30 September]; and the
Company, before the expiry, may make a contract
to purchase ordinary shares which will or may
be executed wholly or partly after such expiry
11. Amend the rules of the Cable & Wireless Worldwide Mgmt For For
Long Term Incentive Plan as specified
12. Approve the trust deed and rules of the THUS Mgmt For For
Share Purchase Plan 2010, as specified be adopted
and authorize the Directors of THUS Limited,
or a duly authorized Committee of them, to
do all such acts and things as they may consider
necessary or expedient to operate the Thus
share Purchase Plan 2010 including making any
amendments required in order to obtain the
approval of Her Majesty's Revenue & Customs
and the Directors of THUS Limited, or a duly
authorized Committee of them, to establish
any schedule to the THUS Share Purchase Plan
2010 they consider necessary in relation to
employees in jurisdictions outside the United
Kingdom, including without limitation making
any modifications necessary or desirable to
take account of local securities laws, exchange
control and tax legislation, provided that
any ordinary shares in the capital of the Company
made available under any schedule are treated
as counting against the relevant limits on
individual and overall participation in the
THUS Share Purchase Plan 2010
13. Approve that the Company may send or supply Mgmt For For
any document or information that is: (i) required
or authorized to be sent or supplied by the
Company under the Companies Acts (as defined
in Section 2 of the Companies Act 2006); or
(ii) pursuant to the Company's Articles of
Association or pursuant to any other rules
or regulations to which the Company may be
subject, by making it available by electronic
means, including via a website
S.14 Authorize the Company to call a general meeting Mgmt For For
of the shareholders, other than an AGM, on
not less than 14 clear days' notice
15. Authorize, in accordance with Section 365 of Mgmt Against Against
the Companies Act 2006 (the "Act"), the Company
and any Company which is or becomes a subsidiary
of the Company during the period to which the
resolution relates, to make political donations
to political parties and/or independent election
candidates or other political organizations
not exceeding GBP 100,000 in the period ending
on the earlier of 20 JUL 2014 at the date of
the Company's AGM in 2014
16. Authorize the Directors of the Company to: (a) Mgmt For For
exercise the power conferred upon them by Article
130(A) of the Company's Articles so that, to
the extent and in the manner determined by
the Directors, the holders of ordinary shares
in the Company be offered the right to choose
to receive new ordinary shares in the Company,
credited as fully paid up, instead of all or
part of the final dividend of the Company for
the FYE 31 MAR 2010 and instead of some or
all of their cash dividends (Including interim
dividend) paid by the Directors or declared
by the Company in general meeting (as the case
may be) during the period 21 JUL 2010 and ending
on 20 JUL 2015; and (b) capitalize a sum equal
to the nominal value of the new ordinary shares
of the Company to be allotted pursuant to the
authorization in (a) which is part of any of
the Company's reserves (Including premiums
received when any shares were issued, capital
redemption reserves or other undistributable
reserves) or which the Company is holding as
net profits, as the Directors may determine,
to apply such sum in paying up such ordinary
shares in the Company in full and to allot
such ordinary shares, credited as fully paid,
to the shareholders of the Company validity
opting to receive ordinary shares instead of
some or all of their cash dividends (Including
interim dividends) in accordance with their
respective entitlements
17. Declare a final dividend for the YE 31 MAR 2010 Mgmt For For
of 3.00 pence per ordinary share
--------------------------------------------------------------------------------------------------------------------------
CAIRN ENERGY PLC, EDINBURGH Agenda Number: 702618161
--------------------------------------------------------------------------------------------------------------------------
Security: G17528251
Meeting Type: OGM
Meeting Date: 07-Oct-2010
Ticker:
ISIN: GB00B59MW615
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve the proposed sale by Cairn UK Holdings Mgmt For For
of such number of shares as represents a
maximum of 51% of the fully diluted share capital
of Cairn India Ltd
--------------------------------------------------------------------------------------------------------------------------
CANON INC. Agenda Number: 702814078
--------------------------------------------------------------------------------------------------------------------------
Security: J05124144
Meeting Type: AGM
Meeting Date: 30-Mar-2011
Ticker:
ISIN: JP3242800005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
2.18 Appoint a Director Mgmt For For
2.19 Appoint a Director Mgmt For For
3. Appoint a Corporate Auditor Mgmt For For
4. Approve Payment of Bonuses to Directors Mgmt Against Against
5. Issuance of Share Options as Stock Options without Mgmt Against Against
Compensation
--------------------------------------------------------------------------------------------------------------------------
CANON MARKETING JAPAN INC. Agenda Number: 702814080
--------------------------------------------------------------------------------------------------------------------------
Security: J05166111
Meeting Type: AGM
Meeting Date: 29-Mar-2011
Ticker:
ISIN: JP3243600008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4. Approve Provision of Retirement Allowance for Mgmt Against Against
Retiring Directors
5. Approve Retirement Allowance for Retiring Corporate Mgmt Against Against
Auditors, and Payment of Accrued Benefits associated
with Abolition of Retirement Benefit System
for Current Corporate Auditors
6. Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
CAPITALAND LTD Agenda Number: 702861128
--------------------------------------------------------------------------------------------------------------------------
Security: Y10923103
Meeting Type: AGM
Meeting Date: 25-Apr-2011
Ticker:
ISIN: SG1J27887962
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' Report and Mgmt For For
Audited Financial Statements for the year
ended 31 December 2010 and the Auditors' Report
thereon
2 To declare a first and final 1-tier dividend Mgmt For For
of SGD0.06 per share for the year ended
31 December 2010
3 To approve Directors' fees of SGD1,409,220 for Mgmt For For
the year ended 31 December 2010 (2009:
SGD1,183,331)
4(a) To re-appoint the following Director, who are Mgmt For For
retiring under Section 153(6) of the Companies
Act, Cap. 50 of Singapore (the "Companies Act"),
to hold office from the date of this Annual
General Meeting until the next Annual General
Meeting: Dr Hu Tsu Tau
4(b) To re-appoint the following Director, who are Mgmt For For
retiring under Section 153(6) of the Companies
Act, Cap. 50 of Singapore (the "Companies Act"),
to hold office from the date of this Annual
General Meeting until the next Annual General
Meeting: Mr Richard Edward Hale
5(a) To re-elect the following Director, who are Mgmt For For
retiring by rotation pursuant to Article 95
of the Articles of Association of the Company
and who, being eligible, offer themselves
for re-election: Mr James Koh Cher Siang
5(b) To re-elect the following Director, who are Mgmt For For
retiring by rotation pursuant to Article 95
of the Articles of Association of the Company
and who, being eligible, offer themselves
for re-election: Mrs Arfat Pannir Selvam
6 To re-elect Mr Simon Claude Israel, a Director Mgmt For For
who is retiring pursuant to Article 101
of the Articles of Association of the Company
and who, being eligible, offers himself
for re-election
7 To re-appoint Messrs KPMG LLP as Auditors of Mgmt For For
the Company and to authorise the Directors
to fix their remuneration
8 To transact such other ordinary business as Mgmt For Against
may be transacted at an Annual General Meeting
of the Company
9A That pursuant to Section 161 of the Companies Mgmt Against Against
Act, authority be and is hereby given to the
Directors of the Company to: (a) (i) issue
shares in the capital of the Company ("shares")
whether by way of rights, bonus or otherwise;
and/or (ii) make or grant offers, agreements
or options (collectively, "Instruments")
that might or would require shares to be issued,
including but not limited to the creation and
issue of (as well as adjustments to)
warrants, debentures or other instruments
convertible into shares, at any time and
upon such terms and conditions and for such
purposes and to such persons as the Directors
may in their absolute discretion deem fit;
and (b) (notwithstanding the authority conferred
by this Resolution may have ceased to be
in force) issue shares in pursuance of any
Instrument made or granted by the Directors
CONTD
CONT CONTD while this Resolution was in force, provided Non-Voting No vote
that: (1) the aggregate number of shares
to be issued pursuant to this Resolution (including
shares to be issued in pursuance of Instruments
made or granted pursuant to this Resolution)
does not exceed fifty per cent. (50%) of the
total number of issued shares (excluding
treasury shares) in the capital of the Company
(as calculated in accordance with sub-paragraph
(2) below), of which the aggregate
number of shares to be issued other than on
a pro rata basis to shareholders of the
Company (including shares to be issued in pursuance
of Instruments made or granted pursuant
to this Resolution) does not exceed ten per
cent. (10%) of the total number of issued shares
(excluding treasury shares) in the capital
of the Company (as calculated in accordance
with subparagraph (2) below); CONTD
CONT CONTD (2) (subject to such manner of calculation Non-Voting No vote
as may be prescribed by the Singapore Exchange
Securities Trading Limited ("SGX-ST")) for
the purpose of determining the aggregate number
of shares that may be issued under
subparagraph (1) above, the total number
of issued shares (excluding treasury shares)
shall be based on the total number of issued
shares (excluding treasury shares) in
the capital of the Company at the time this
Resolution is passed, after adjusting for:
(i) new shares arising from the conversion
or exercise of any convertible securities
or share options or vesting of share awards
which are outstanding or subsisting at the
time this Resolution is passed; and (ii)
any subsequent bonus issue, consolidation or
subdivision of shares; (3) in exercising the
authority conferred by this Resolution, the
Company shall CONTD
CONT CONTD comply with the provisions of the Listing Non-Voting No vote
Manual of the SGX-ST for the time being in
force (unless such compliance has been waived
by the SGX-ST) and the Articles of Association
for the time being of the Company; and (4)
(unless revoked or varied by the Company
in general meeting) the authority conferred
by this Resolution shall continue in force
until the conclusion of the next Annual General
Meeting of the Company or the date by which
the next Annual General Meeting of the Company
is required by law to be held, whichever
is the earlier
9B That the Directors of the Company be and are Mgmt Against Against
hereby authorised to: (a) grant awards in
accordance with the provisions of the CapitaLand
Performance Share Plan 2010 (the "Performance
Share Plan") and/or the CapitaLand Restricted
Share Plan 2010 (the "Restricted Share
Plan"); and (b) allot and issue from time
to time such number of shares in the capital
of the Company as may be required to be
issued pursuant to the vesting of awards under
the Performance Share Plan and/or the Restricted
Share Plan, provided that the aggregate
number CONTD
CONT CONTD of shares to be issued, when aggregated Non-Voting No vote
with existing shares (including treasury shares
and cash equivalents) delivered and/or to be
delivered pursuant to the Performance
Share Plan, the Restricted Share Plan and all
shares, options or awards granted under
any other share schemes of the Company
then in force, shall not exceed eight per cent.
(8%) of the total number of issued shares
(excluding treasury shares) in the capital
of the Company from time to time
9C That: (a) for the purposes of Sections 76C and Mgmt For For
76E of the Companies Act, the exercise by
the Directors of the Company of all the powers
of the Company to purchase or otherwise acquire
ordinary shares in the capital of the Company
("ordinary shares") not exceeding in aggregate
the Maximum Limit (as hereafter defined),
at such price or prices as may be determined
by the Directors of the Company from
time to time up to the Maximum Price (as
hereafter defined), whether by way of:
(i) market purchase(s) on the SGX-ST and/or
any other stock exchange on which the ordinary
shares may for the time being be listed and
quoted ("Other Exchange"); and/or (ii) off-market
purchase(s) (if effected otherwise
than on the SGX-ST or, as the case may be,
Other Exchange) in accordance with any equal
access scheme(s) as may be determined
or formulated CONTD
CONT CONTD by the Directors of the Company as they Non-Voting No vote
consider fit, which scheme(s) shall satisfy
all the conditions prescribed by the Companies
Act, and otherwise in accordance with
all other laws and regulations and rules of
the SGX-ST or, as the case may be, Other Exchange
as may for the time being be applicable,
be and is hereby authorised and approved generally
and unconditionally (the Share Purchase
Mandate); (b) unless varied or revoked by the
Company in general meeting, the authority conferred
on the Directors of the Company pursuant
to the Share Purchase Mandate may be exercised
by the Directors of the Company at any time
and from time to time during the period commencing
from the date of the passing of this Resolution
and expiring on the earlier of: (i) the
date on which the next Annual General Meeting
of the Company is held; CONTD
CONT CONTD and (ii) the date by which the next Annual Non-Voting No vote
General Meeting of the Company is required
by law to be held; (c) in this Resolution:
"Average Closing Price" means the average
of the last dealt prices of an ordinary
share for the five consecutive Market Days
on which the ordinary shares are transacted
on the SGX-ST or, as the case may be, Other
Exchange immediately preceding the date of
market purchase by the Company or, as the case
may be, the date of the making of the offer
pursuant to the off-market purchase, and deemed
to be adjusted in accordance with the listing
rules of the SGX-ST for any corporate action
which occurs after the relevant five-day period;
"date of the making of the offer" means the
date on which the Company makes an offer
for the purchase or acquisition of ordinary
shares from shareholders, stating therein
CONTD
CONT CONTD the purchase price (which shall not be Non-Voting No vote
more than the Maximum Price) for each ordinary
share and the relevant terms of the equal access
scheme for effecting the off-market purchase;
"Market Day" means a day on which the
SGX-ST is open for trading in securities; "Maximum
Limit" means that number of ordinary shares
representing two per cent. (2%) of the issued
ordinary shares as at the date of the passing
of this Resolution (excluding any ordinary
shares which are held as treasury shares);
and "Maximum Price" in relation to an ordinary
share to be purchased or acquired, means the
purchase price (excluding brokerage, commission,
applicable goods and services tax and other
related expenses) which shall not exceed: (i)
in the case of a market purchase of an ordinary
share, one hundred and five per cent. (105%)
of the Average CONTD
CONT CONTD Closing Price of the ordinary shares; Non-Voting No vote
and (ii) in the case of an off-market
purchase of an ordinary share pursuant to an
equal access scheme, one hundred and ten per
cent. (110%) of the Average Closing Price of
the ordinary shares; and (d) the Directors
of the Company and/or any of them be and
are hereby authorised to complete and do all
such acts and things (including executing
such documents as may be required) as they
and/or he may consider expedient or necessary
to give effect to the transactions
contemplated and/or authorised by this Resolution
--------------------------------------------------------------------------------------------------------------------------
CARREFOUR SA, PARIS Agenda Number: 703112653
--------------------------------------------------------------------------------------------------------------------------
Security: F13923119
Meeting Type: MIX
Meeting Date: 21-Jun-2011
Ticker:
ISIN: FR0000120172
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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 Approval of company financial statements Mgmt For For
O.2 Approval of consolidated financial statements Mgmt For For
O.3 Approval in accordance with Article L.225-38 Mgmt For For
of the French Commercial Code
O.4 Ratification of the transfer of the registered Mgmt For For
office
E.5 Amendment of Article 26 of the Memorandum and Mgmt For For
Articles of Association
O.6 Appropriation of income - Setting the dividend Mgmt For For
O.7 Distribution of an extra dividend in the form Mgmt For For
of shares in Dia SA
O.8 Renewal of a director's term of office: Mr Bernard Mgmt For For
Arnault
O.9 Renewal of a director's term of office: Mr Jean-Laurent Mgmt For For
Bonnafe
O.10 Renewal of a director's term of office: Mr Rene Mgmt For For
Brillet
O.11 Renewal of a director's term of office: Mr Amaury Mgmt For For
de Seze
O.12 Ratification of the appointment of a Director: Mgmt For For
The Shareholders' Meeting ratifies the appointment,
made temporarily by the Board of Directors
during its session of May 20th, 2011, of Madam
Mathilde Lemoine as Director, in replacement
of Mister Jean-Martin Folz, for the remaining
term of office of her predecessor
O.13 Appointment of a principal statutory auditor: Mgmt For For
The General Meeting, voting as an Ordinary
General Meeting, on the proposal of the Board
of Directors, appoints Mazars, having its
offices at 61 Rue Henri Regnault, (92075) Paris
La Defense, as principal statutory auditor
for a term of six years that will end at the
close of the General Meeting called to vote
on the financial statements for the year ended
31 December 2016
O.14 Appointment of a deputy statutory auditor: The Mgmt For For
General Meeting, voting as an Ordinary General
Meeting, on the proposal of the Board of Directors,
appoints Mr Thierry Colin, having his offices
at 61 Rue Henri Regnault, 92075 Courbevoie,
as deputy statutory auditor to Mazars, for
a term of six years that will end at the close
of the General Meeting called to vote on the
financial statements for the year ended 31
December 2016
O.15 Authorisation of the Board of Directors to trade Mgmt For For
in the company's shares
E.16 Authorisation for the Board of Directors to Mgmt For For
reduce the share capital
E.17 Delegation of powers to the Board of Directors Mgmt Against Against
to issue shares or other negotiable securities
with the retention of preferential subscription
rights
E.18 Delegation of powers to the Board of Directors Mgmt Against Against
to issue shares or other negotiable securities
with the cancellation of preferential subscription
rights
E.19 Delegation of powers to the Board of Directors Mgmt Against Against
for the purpose of increasing the capital by
incorporating reserves, profits, premiums or
similar items
E.20 Delegation of powers to the Board of Directors Mgmt For For
for the purpose of issuing, within a limit
of 10% of the capital, shares or negotiable
securities giving access to equity, with a
view to remunerating contributions in kind
made to the company consisting of securities
E.21 Delegation of powers to the Board of Directors Mgmt For For
for the purpose of issuing shares or negotiable
securities giving access to equity in the event
of a public offering implemented by the company
for the securities of another listed company
with the cancellation of preferential subscription
rights
E.22 Approve employee stock purchase plan Mgmt For For
E.23 Authorize board to amend number of awards granted Mgmt For For
under outstanding restricted stock plans
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN TEXT OF RESOLUTION NO. 22 AND 23. 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.
--------------------------------------------------------------------------------------------------------------------------
CATHAY PAC AWYS LTD Agenda Number: 702891234
--------------------------------------------------------------------------------------------------------------------------
Security: Y11757104
Meeting Type: AGM
Meeting Date: 18-May-2011
Ticker:
ISIN: HK0293001514
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1 To declare a final dividend Mgmt For For
2.A To re-elect James Wyndham John HUGHES-HALLETT Mgmt For For
as a Director
2.B To re-elect John Robert SLOSAR as a Director Mgmt For For
2.C To elect William Edward James BARRINGTON as Mgmt For For
a Director
2.D To elect CHU Kwok Leung Ivan as a Director Mgmt For For
2.E To elect Merlin Bingham SWIRE as a Director Mgmt For For
3 To reappoint KPMG as auditors and to authorise Mgmt For For
the Directors to fix their remuneration
4 To grant a general mandate for share repurchase Mgmt For For
5 To grant a general mandate to the Directors Mgmt Against Against
to issue and dispose of additional
shares in the Company
6 To approve Director's Fees Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CENTRICA PLC, WINDSOR BERKSHIRE Agenda Number: 702876422
--------------------------------------------------------------------------------------------------------------------------
Security: G2018Z143
Meeting Type: AGM
Meeting Date: 09-May-2011
Ticker:
ISIN: GB00B033F229
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Report and Accounts Mgmt For For
2 To approve the Remuneration Report Mgmt For For
3 To declare a final dividend Mgmt For For
4 To reappoint Sir Roger Carr Mgmt For For
5 To reappoint Sam Laidlaw Mgmt For For
6 To reappoint Helen Alexander Mgmt For For
7 To reappoint Phil Bentley Mgmt For For
8 To reappoint Margherita Della Valle Mgmt For For
9 To reappoint Mary Francis Mgmt For For
10 To reappoint Mark Hanafin Mgmt For For
11 To reappoint Nick Luff Mgmt For For
12 To reappoint Andrew Mackenzie Mgmt For For
13 To reappoint Ian Meakins Mgmt For For
14 To reappoint Paul Rayner Mgmt For For
15 To reappoint Chris Weston Mgmt For For
16 That PricewaterhouseCoopers LLP be reappointed Mgmt For For
as Auditors of the Company to hold office until
the conclusion of the next general meeting
at which accounts are laid
17 To authorise the Directors to determine the Mgmt For For
auditors remuneration
18 Authority for political donations and political Mgmt Against Against
expenditure in the european union
19 Authority to allot shares Mgmt For For
20 Authority to disapply pre-emption rights Mgmt For For
21 Authority to purchase own shares Mgmt For For
22 Notice of general meetings Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF AUDITOR NAME IN RESOLUTION 16. 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.
--------------------------------------------------------------------------------------------------------------------------
CHEUNG KONG INFRASTRUCTURE HLDGS LTD Agenda Number: 702887677
--------------------------------------------------------------------------------------------------------------------------
Security: G2098R102
Meeting Type: AGM
Meeting Date: 18-May-2011
Ticker:
ISIN: BMG2098R1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK:http://www.hkexnews.hk/listedco/listconews/sehk/20110331/LTN20110331851.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR ALL
RESOLUTIONS. THANK YOU.
1 To receive the audited Financial Statements, Mgmt For For
the Report of the Directors and the Independent
Auditor's Report for the year ended 31st December,
2010
2 To declare a final dividend Mgmt For For
3.1 To elect Mr. Chan Loi Shun as Director Mgmt For For
3.2 To elect Mrs. Kwok Eva Lee as Director Mgmt For For
3.3 To elect Mrs. Sng Sow-mei alias Poon Sow Mei Mgmt For For
as Director
3.4 To elect Mr. Colin Stevens Russel as Director Mgmt For For
3.5 To elect Mr. Lan Hong Tsung, David as Director Mgmt For For
3.6 To elect Mrs. Lee Pui Ling, Angelina as Director Mgmt For For
3.7 To elect Mr. George Colin Magnus as Director Mgmt For For
4 To appoint Messrs. Deloitte Touche Tohmatsu Mgmt For For
as Auditor and authorise the Directors
to fix their remuneration
5.1 Ordinary Resolution No. 5(1) of the Notice of Mgmt Against Against
Annual General Meeting (To give a general mandate
to the Directors to issue additional shares
of the Company)
5.2 Ordinary Resolution No. 5(2) of the Notice of Mgmt For For
Annual General Meeting (To give a general mandate
to the Directors to repurchase shares of the
Company)
5.3 Ordinary Resolution No. 5(3) of the Notice of Mgmt Against Against
Annual General Meeting (To extend the
general mandate granted to the Directors pursuant
to Ordinary Resolution No. 5(1) to issue
additional shares of the Company)
6 Special Resolution of the Notice of Annual General Mgmt For For
Meeting (To approve the amendments to the
Company's Bye-laws)
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
CHOCOLADEFABRIKEN LINDT & SPRUENGLI AG, KILCHBERG Agenda Number: 702926532
--------------------------------------------------------------------------------------------------------------------------
Security: H49983176
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: CH0010570759
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting Take No Action
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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Take No Action
MEETING NOTICE SENT UNDER MEETING 814048, 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 Approval of the annual report, the financial Mgmt Take No Action
statements of Choco- Ladefabriken Lindt and
Spruengli Ag and the group consolidated financial
statements of the Lindt and Spruengli Group
for the business year 2010, audit reports considered
2 Discharge of the board of directors Mgmt Take No Action
3 Distribution of net earnings of Chocoladefabriken Mgmt Take No Action
Lindt and Spruengli Ag
4.1 Re-election of Antonio Bulgheroni as the board Mgmt Take No Action
of directors
4.2 Re-election of Mr Ernst Tanner as the board Mgmt Take No Action
of directors
5 Re-election of auditor Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
CHOCOLADEFABRIKEN LINDT & SPRUENGLI AG, KILCHBERG Agenda Number: 702938133
--------------------------------------------------------------------------------------------------------------------------
Security: H49983184
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: CH0010570767
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Approval of the annual report, the financial Non-Voting No vote
statements of Chocoladefabriken Lindt & Sprungli
AG and the group consolidated financial statements
of the Lindt & Sprungli Group for the business
year 2010, audit reports considered
2 The Board of Directors proposes discharge from Non-Voting No vote
liability of the Members of the Board of Directors
for their activities during the business year
2010
3 The Board of Directors proposes that the balance Non-Voting No vote
of available net earnings be distributed as
specified
4.1 The Board of Directors proposes the re-election Non-Voting No vote
of Mr Antonio Bulgheroni to the Board of Directors
for a further term of three years
4.2 The Board of Directors proposes the re-election Non-Voting No vote
of Mr Ernst Tanner to the Board of Directors
for a further term of three years
5 The Board of Directors proposes the retention Non-Voting No vote
of the current auditor, PricewaterhouseCoopers
AG, Zurich, for the business year 2011
--------------------------------------------------------------------------------------------------------------------------
CHOCOLADEFABRIKEN LINDT & SPRUENGLI AG, KILCHBERG Agenda Number: 703045155
--------------------------------------------------------------------------------------------------------------------------
Security: H49983184
Meeting Type: AGM
Meeting Date: 28-May-2011
Ticker:
ISIN: CH0010570767
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Annual report Non-Voting No vote
2 Annual accounts/financial statement Non-Voting No vote
3 Auditor's report Non-Voting No vote
4 Discharge of the board of directors Non-Voting No vote
5 Profit appropriation/dividend Non-Voting No vote
6 Setting Non-Voting No vote
7 Election of board of directors Non-Voting No vote
8 Election/confirmation of auditors Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
CHUGAI PHARMACEUTICAL CO.,LTD. Agenda Number: 702811806
--------------------------------------------------------------------------------------------------------------------------
Security: J06930101
Meeting Type: AGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: JP3519400000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Appoint Accounting Auditors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CIE FINANCIERE RICHEMONT SA, GENEVE Agenda Number: 702562124
--------------------------------------------------------------------------------------------------------------------------
Security: H25662158
Meeting Type: AGM
Meeting Date: 08-Sep-2010
Ticker:
ISIN: CH0045039655
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 729469 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
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.
1. Approve the reports of the Auditors, the consolidated Mgmt Take No Action
financial statements of the Group, the financial
statements of the Company and the Directors'
report for the FYE 31 MAR 2010
2. Approve the retained earnings available for Mgmt Take No Action
distribution amounted to CHF 1,600,466,093;
that a dividend of CHF 0.35 be paid per Richemont
share; this is equivalent to CHF 0.350 per
'A' bearer share in the Company and CHF 0.035
per 'B' registered share in the Company; this
represents a total dividend payable of CHF
200,970,000, subject to a waiver by Richemont
Employee Benefits Limited, a wholly owned subsidiary
of the Company, of its entitlement to receive
dividends on an estimated 20 million Richemont
'A' shares held in treasury; the Board of Directors
proposes that the remaining available retained
earnings of the Company at 31 MAR 2010 after
payment of the dividend be carried forward
to the following business year
3. Grant discharge to the Members from their obligations Mgmt Take No Action
in respect of the FYE 31 MAR 2010
4.1 Re-elect Johann Rupert as a Member of the Board Mgmt Take No Action
of Directors to serve for a further term of
1 year
4.2 Re-elect Dr. Franco Cologni as a Member of the Mgmt Take No Action
Board of Directors to serve for a further term
of 1 year
4.3 Re-elect Lord Douro as a Member of the Board Mgmt Take No Action
of Directors to serve for a further term of
1 year
4.4 Re-elect Yves-Andre Istel as a Member of the Mgmt Take No Action
Board of Directors to serve for a further term
of 1 year
4.5 Re-elect Richard Lepeu as a Member of the Board Mgmt Take No Action
of Directors to serve for a further term of
1 year
4.6 Re-elect Ruggero Magnoni as a Member of the Mgmt Take No Action
Board of Directors to serve for a further term
of 1 year
4.7 Re-elect Simon Murray as a Member of the Board Mgmt Take No Action
of Directors to serve for a further term of
1 year
4.8 Re-elect Alain Dominique Perrin as a Member Mgmt Take No Action
of the Board of Directors to serve for a further
term of 1 year
4.9 Re-elect Norbert Platt as a Member of the Board Mgmt Take No Action
of Directors to serve for a further term of
1 year
4.10 Re-elect Alan Quasha as a Member of the Board Mgmt Take No Action
of Directors to serve for a further term of
1 year
4.11 Re-elect Lord Renwick of Clifton as a Member Mgmt Take No Action
of the Board of Directors to serve for a further
term of 1 year
4.12 Re-elect Jan Rupert as a Member of the Board Mgmt Take No Action
of Directors to serve for a further term of
1 year
4.13 Re-elect Prof. Jurgen Schrempp as a Member of Mgmt Take No Action
the Board of Directors to serve for a further
term of 1 year
4.14 Re-elect Martha Wikstrom as a Member of the Mgmt Take No Action
Board of Directors to serve for a further term
of 1 year
4.15 Election of Josua Malherbe as a Member of the Mgmt Take No Action
Board of Directors to serve for a further term
of 1 year
4.16 Election of Dr. Frederick Mostert as a Member Mgmt Take No Action
of the Board of Directors to serve for a further
term of 1 year
4.17 Election of Guillaume Pictet as a Member of Mgmt Take No Action
the Board of Directors to serve for a further
term of 1 year
4.18 Election of Dominique Rochat as a Member of Mgmt Take No Action
the Board of Directors to serve for a further
term of 1 year
4.19 Election of Gary Saage as a Member of the Board Mgmt Take No Action
of Directors to serve for a further term of
1 year
5. Re-appoint PricewaterhouseCoopers as the Auditors Mgmt Take No Action
of the Company for a further term of 1 year
6.1 Amend the Articles 6, 12, 15, 18, 21, 26 and Mgmt Take No Action
28 of the Articles of Incorporation as specified
6.2 Approve that the Company's Articles of Incorporation Mgmt Take No Action
be supplemented with an English translation
(the French version will continue to prevail)
--------------------------------------------------------------------------------------------------------------------------
CIMPOR - CIMENTOS DE PORTUGAL S.G.P.S.SA, LISBOA Agenda Number: 702902594
--------------------------------------------------------------------------------------------------------------------------
Security: X13765106
Meeting Type: AGM
Meeting Date: 18-Apr-2011
Ticker:
ISIN: PTCPR0AM0003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 785085 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1 Resolve on the accounts' reporting documents, Mgmt For For
notably the management report, the corporate
governance report and the financial accounts,
and other corporate, supervisory and audit
information documents regarding the financial
year of 2010
2 Resolve on the proposal for the allocation of Mgmt For For
profits
3 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Resolve on the general appraisal
of the management and supervision of the company
4 Resolve on the declaration on the remuneration Mgmt For For
policy of the members of the management and
supervisory bodies of the company
5 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Resolve on the election of a new
director of the company for the current term-of-office
(2009 2012), in view of the resignation submitted
6 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Resolve on the authorisation to be
granted, for the purpose of article 398(3)
of the Portuguese Companies Code, to Mr. Paulo
Henrique de Oliveira Santos, elected as member
of the Board of Directors of the Company under
the preceding item, for discharging competing
activity and/or functions in a competing company,
in the context of his appointment for the account
or on behalf of a shareholder deemed as competing
company
7 Resolve on the disposal of own shares to company Mgmt For For
employees and members of the management body
and employees of affiliates under the share
allocation plan to employees and management
team, as well as the approval of the respective
regulation
8 Resolve on the disposal of own shares to executives Mgmt For For
of the group and members of the management
bodies of the Company and of affiliates in
implementation of the stock options plans approved
in 2009 and 2010, as well as the approval of
the Company's new stock options plan and respective
regulation
9 Resolve on the acquisition and disposal of own Mgmt For For
shares
10 Resolve on the partial amendment to article Mgmt For For
seven of the articles of association
11 Resolve on the partial amendment to article Mgmt For For
sixteen of the articles of association
12 Resolve on the group relationship with two wholly Mgmt For For
controlled companies, named KANDMAD - Sociedade
Gestora de Participacoes Sociais, Lda. and
CIMPOR Servicos de Apoio a Gestao de Empresas,
S.A., in accordance with article 489 of the
Portuguese Companies Code
--------------------------------------------------------------------------------------------------------------------------
CLP HOLDINGS LTD Agenda Number: 702860734
--------------------------------------------------------------------------------------------------------------------------
Security: Y1660Q104
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: HK0002007356
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110325/LTN20110325202.pdf
1 To adopt the audited Financial Statements for Mgmt For For
the year ended 31 December 2010 and the Reports
of the Directors and Independent Auditor thereon
2 To endorse the practice to pay four interim Mgmt For For
dividends each year as decided by the Board
of Directors, instead of three interim dividends
and a final dividend
3.a To re-elect Mr. John Andrew Harry Leigh as Director Mgmt For For
3.b To re-elect Professor Tsui Lam Sin Lai Judy Mgmt For For
as Director
3.c To re-elect Sir Roderick Ian Eddington as Director Mgmt For For
3.d To re-elect Mr. Ronald James McAulay as Director Mgmt For For
3.e To re-elect Mr. Ian Duncan Boyce as Director Mgmt For For
4 To re-appoint PricewaterhouseCoopers as Independent Mgmt For For
Auditors of the Company and authorise the
Directors to fix Auditors' remuneration for
the year ended 31December 2011
5 To give a general mandate to the Directors to Mgmt Against Against
issue and dispose of additional shares in the
Company; not exceeding five per cent of the
issued share capital at the date of
this Resolution
6 To give a general mandate to the Directors to Mgmt Against Against
exercise all the powers of the Company to
purchase or otherwise acquire shares of HKD
5.00 each in the capital of the Company;
not exceeding ten per cent of the issued share
capital at the date of this Resolution
7 To add the aggregate nominal amount of the shares Mgmt For For
which are purchased or otherwise acquired
under the general mandate in Resolution (6)
to the aggregate nominal amount of
the shares which may be issued under the general
mandate in Resolution (5)
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
COCA-COLA HELLENIC BOTTLING CO S A Agenda Number: 702954733
--------------------------------------------------------------------------------------------------------------------------
Security: X1435J139
Meeting Type: OGM
Meeting Date: 06-May-2011
Ticker:
ISIN: GRS104003009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE AN A AGM ON 20
MAY 2011 AT 11:00 AND A B AGM WILL TAKE PLACE
ON 03 JUN 2011 AT 11:00. ALSO, YOUR VOTING
INSTRUCTIONS WILL NOT BE CARRIED OVER TO THE
SECOND CALL. ALL VOTES RECEIVED ON THIS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THE REPETITIVE MEETING. THANK
YOU
1. Submission and recital of the management report Mgmt For For
by the bod and of the audit certificate by
the company's statutory auditor- accountant
on the company's financial statements and
activities for the fiscal year which ended
on 31.12.2010
2. Submission and approval of the company's annual Mgmt For For
financial statements for the fiscal year which
ended on 31.12.2010 and of the company's consolidated
financial statements
3. Discharge of the members of the board of directors Mgmt For For
and of the statutory auditors of the
company from any liability for their activity
during the fiscal year ended on 31.12.2010
4. Approval of the remuneration of the members Mgmt For For
of the bod for the their participation
in the meetings of the bod and for their services
to the company for the fiscal year 2010
and pre-approval of remuneration for the
fiscal year 2011
5. Election of statutory auditors for the fiscal Mgmt For For
year 2011 (1.1.2011 to 31.12.2011)and
determination of their fees
6. Approval of the financial results for the fiscal Mgmt For For
year 2010
7. Approval of election of a new member of the Mgmt For For
board of directors in replacement of a member
who resigned
8. Election of the board of directors due to expiry Mgmt For For
of its term
9. Increase of the company's share capital through Mgmt For For
capitalization of reserves and the simultaneous
increase in the nominal value of its shares
10. Decrease of the company's share capital through Mgmt For For
a reduction of the nominal value of its
shares and return of the amount of the capital
reduction to its shareholders in cash. Granting
of the necessary authorisation to the
company's board of directors in connection
with the return of the amount of the capital
reduction to the shareholders in cash, the
determination of the ex-rights date, the
record date, as well as the date of commencement
of payment of the capital return amount
11. Amendment of article 3 of the articles of association Mgmt For For
and codification of the articles of association
--------------------------------------------------------------------------------------------------------------------------
COLOPLAST A/S, HUMLEBAEK Agenda Number: 702707134
--------------------------------------------------------------------------------------------------------------------------
Security: K16018184
Meeting Type: AGM
Meeting Date: 01-Dec-2010
Ticker:
ISIN: DK0010309657
--------------------------------------------------------------------------------------------------------------------------
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 PLEASE NOTE THAT IF THE CHAIRMAN OF THE BOARD Non-Voting No vote
OR A BOARD MEMBER IS APPOINTED AS PROXY, WHICH
IS OFTEN THE CASE, CLIENTS CAN ONLY EXPECT
THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE
ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST
VOTES ARE REPRESENTED AT THE MEETING IS TO
SEND YOUR OWN REPRESENTATIVE. THE SUB CUSTODIAN
BANKS OFFER REPRESENTATION SERVICES FOR AN
ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SOME OF SUBCUSTODIANS Non-Voting No vote
IN DENMARK REQUIRE THE SHARES TO BE REGISTERED
IN SEGREGATED ACCOUNTS BY REGISTRATION DEADLINE
IN ORDER TO PROVIDE VOTING SERVICE. PLEASE
CONTACT YOUR GLOBAL CUSTODIAN TO FIND OUT IF
THIS REQUIREMENT APPLIES TO YOUR SHARES AND,
IF SO, YOUR SHARES ARE REGISTERED
IN A SEGREGATED ACCOUNT FOR THIS GENERAL MEETING.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' FOR RESOLUTIONS
"2 TO 6". THANK YOU.
1 To receive the report of the Board of Directors Non-Voting No vote
on the activities of the Company during
the past financial year
2 To present and approve the audited annual report Mgmt For For
3 To pass a resolution on the distribution of Mgmt For For
profit in accordance with the approved
annual report
4.a1 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 1 of the Articles of Association
4.a2 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 3(3), (4) and (5) of the Articles
of Association
4.a3 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 3(7) of the Articles of Association
4.a4 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 4(3) of the Articles of Association
4.a5 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 4(4) and (5) of the Articles
of Association
4.a6 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 5(1), (3) and (4) of the Articles
of Association
4.a7 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 5(5) of the Articles of Association
4.a8 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 6 of the Articles of Association
4.a9 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 7 of the Articles of Association
4.a10 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 9 of the Articles of Association
4.a11 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 11 of the Articles of Association
4.a12 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 12 of the Articles of Association
4.a13 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 14 of the Articles of Association
4.a14 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 15 of the Articles of Association
4.a15 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 17 of the Articles of Association
4.a16 Amendment in consequence of the new Danish Companies Mgmt For For
Act, Article 20 of the Articles of Association
4.b General guidelines for the Company's remuneration Mgmt For For
of members of the Board of Directors and the
Executive Management. The Board of Directors
proposes to amend the section dealing with
the Executive Management's remuneration and
Consequently, the third and fifth paragraphs
are amended. In addition, the sixth paragraph
is deleted. See the full wording of the agenda
in the notice convening the general meeting.
The guidelines are otherwise unchanged
4.c Grant of authority to the Company's Board of Mgmt For For
Directors to allow the Company to acquire
treasury shares representing up to 10% of the
Company's share capital pursuant to the
provisions of section 198 of the Danish Companies
Act. The highest and lowest amount to be
paid for the shares is the price applicable
at the time of purchase +/- 10%. The authority
shall be valid until the Company's Annual
General Meeting to be held in 2011
5.1 To re-election of Mr. Michael Pram Rasmussen, Mgmt For For
Director (Chairman) as the member to the
Board of Directors
5.2 To re-election of Mr. Niels Peter Louis-Hansen, Mgmt For For
BCom (Deputy Chairman) as the member to the
Board of Directors
5.3 To re-election of Mr. Sven Hakan Bjorklund, Mgmt For For
Director as the member to the Board of
Directors
5.4 To re-election of Mr. Per Magid, Attorney as Mgmt For For
the member to the Board of Directors
5.5 To re-election of Mr. Jorgen Tang-Jensen, CEO Mgmt For For
as the member to the Board of Directors
5.6 Furthermore, the Board of Directors proposes Mgmt For For
that Mr. Brian Petersen, Director,
be elected
6 The Board proposes re-appointment of PricewaterhouseCoopersMgmt For For
Statsautoriseret Revisionsaktieselskab as
the Company's Auditors
7 Any other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
COMFORTDELGRO CORP LTD Agenda Number: 702877537
--------------------------------------------------------------------------------------------------------------------------
Security: Y1690R106
Meeting Type: AGM
Meeting Date: 27-Apr-2011
Ticker:
ISIN: SG1N31909426
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' Report and Mgmt For For
Audited Financial Statements for the Financial
Year ended 31 December 2010 together with the
Auditors' Report thereon
2 To declare a tax-exempt one-tier final dividend Mgmt For For
of 2.80 cents per ordinary share in respect
of the Financial Year ended 31 December 2010
3 To approve the payment of Directors' fees of Mgmt For For
SGD 548,334 for the Financial Year ended
31 December 2010. (FY 2009: SGD 537,500)
4 To re-elect Mr. Tow Heng Tan, a Director retiring Mgmt For For
pursuant to Article 91 of the Company's Articles
of Association
5 To re-elect Dr. Wang Kai Yuen, a Director retiring Mgmt For For
pursuant to Article 91 of the Company's Articles
of Association
6 To re-elect Mr. Wong Chin Huat, David, a Director Mgmt For For
retiring pursuant to Article 91 of the
Company's Articles of Association
7 To re-appoint Mr. Lim Jit Poh as a Director Mgmt For For
pursuant to Section 153(6) of the Companies
Act, Cap. 50 to hold office from the date of
this Annual General Meeting until the next
Annual General Meeting
8 To re-appoint Messrs Deloitte & Touche LLP as Mgmt For For
Auditors and authorise the Directors to
fix their remuneration
9 That the Directors of the Company be and are Mgmt Against Against
hereby authorised to allot and issue from
time to time such number of shares in the Company
as may be required to be issued pursuant
to the exercise of options under the
ComfortDelGro Employees' Share Option Scheme,
provided that the aggregate number of shares
to be issued pursuant to the ComfortDelGro
Employees' Share Option Scheme shall not exceed
15%of the total number of issued shares in
the capital of the Company excluding treasury
shares, from time to time
--------------------------------------------------------------------------------------------------------------------------
COMMERZBANK AG, FRANKFURT A/MAIN Agenda Number: 702994989
--------------------------------------------------------------------------------------------------------------------------
Security: D15642107
Meeting Type: AGM
Meeting Date: 06-May-2011
Ticker:
ISIN: DE0008032004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). FOR QUESTIONS
IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF YOU DO
NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 18 APR 11 , 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 21.04.2011. Non-Voting No vote
FURTHER INFORMATION ON COUNTER PROPOSALS CAN
BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE
REFER TO 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 DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED IN THE BALLOT
ON PROXYEDGE.
1. Presentation of the financial statements and Non-Voting No vote
management report (including the explanatory
report on information pursuant to Section 289
paras. 4 and 5 of the German Commercial Code)
of Commerzbank Aktiengesellschaft for the financial
year 2010, together with the presentation of
the approved consolidated financial statements
and management report (including the explanatory
report on information pursuant to Section 315
para 2 no. 5 and para. 4 of the German Commercial
Code) of the Commerzbank Group for the financial
year 2010, the report of the Supervisory Board
and the corporate governance and remuneration
report for the financial year 2010
2. Resolution on granting discharge to the members Mgmt For For
of the Board of Managing Directors
3. Resolution on granting discharge to the members Mgmt For For
of the Supervisory Board
4. Resolution on the appointment of the Auditor, Mgmt For For
the Group Auditor and the auditor to review
the interim financial statements for the financial
year 2011
5. Resolution on the appointment of the auditor Mgmt For For
to review the interim financial statements
for the first quarter of the 2012 financial
year
6. Report on the entire transaction for the extensive Mgmt For For
repayment of the silent participations held
by the Financial Market Stabilization Fund
7. Resolution on an ordinary reduction in capital Mgmt For For
pursuant to Section 222 et seq. Stock Corporation
Act in conjunction with Section 7 para. 6 of
the Financial Market Stabilization Acceleration
Act (FMStBG) for the purpose of allocating
part of the share capital to the Company's
capital reserves by means of a reduction in
the proportional amount of share capital per
no-parvalue share
7.a Special resolution of the holders of ordinary Mgmt Against Against
shares with the securities code number 803
200 on the resolution of the Annual General
Meeting under item 7 on the Agenda (ordinary
reduction in capital pursuant to Section 222
et seq. Stock Corporation Act in conjunction
with Section 7 para. 6 of the Financial Market
Stabilization Acceleration Act (FMStBG) for
the purpose of allocating part of the share
capital to the Company's capital reserves by
means of a reduction in the proportional amount
of share capital per nopar- value share
7.b Special resolution of the holders of ordinary Non-Voting No vote
shares with the securities code number A1H
3YY on the resolution of the Annual General
Meeting under item 7 on the Agenda (ordinary
reduction in capital pursuant to Section 222
et seq. Stock Corporation Act in conjunction
with Section 7 para. 6 of the Financial Market
Stabilization Acceleration Act (FMStBG) for
the purpose of allocating part of the share
capital to the Company's capital reserves by
means of a reduction in the proportional amount
of share capital per nopar- value share)
8. Resolution on the granting of a conversion right Mgmt Against Against
to the Financial Market Stabilization Fund
and the creation of a Conditional Capital 2011/I
pursuant to Section 7a of the Financial Market
Stabilization Acceleration Act (FMStBG), and
amendment to the Articles of Association
8.a Special resolution by the holders of ordinary Mgmt Against Against
shares with the securities code number 803
200 with respect to the Annual General Meeting
resolution under item 8 on the Agenda (granting
of a Conversion Right to the Financial Market
Stabilization Fund and the creation of a Conditional
Capital 2011/I pursuant to Section 7a of the
Financial Market Stabilization Acceleration
Act (FMStBG), and amendment to the Articles
of Association)
8.b Special resolution by the holders of ordinary Non-Voting No vote
shares with the securities code number A1H
3YY with respect to the Annual General Meeting
resolution under item 8 on the Agenda (granting
of a Conversion Right to the Financial Market
Stabilization Fund and the creation of a Conditional
Capital 2011/I pursuant to Section 7a of the
Financial Market Stabilization Acceleration
Act (FMStBG), and amendment to the Articles
of Association)
9. Resolution on the increase in share capital Mgmt Against Against
pursuant to Section 7 of the Financial Market
Stabilization Acceleration Act by a nominal
amount of up to EUR10,000,000,000.00 through
the issuance of new no-par-value shares against
cash contributions and the partial contribution
of silent participations from the silent partnerships
entered into by the Financial Market Stabilization
Fund, exclusion of shareholders' pre-emptive
rights for fractional amounts and amendment
to the Articles of Association
9.a Special resolution by the holders of ordinary Mgmt Against Against
shares with the securities code number 803
200 with respect to the Annual General Meeting
resolution under item 9 on the Agenda (Increase
in share capital pursuant to Section 7 of the
Financial Market Stabilization Acceleration
Act (FMStBG) up to a nominal amount of EUR10,000,000,000.00,
through the issuance of new no-par-value shares
for cash contributions and the partial contribution
of silent participations from the silent partnerships
entered into by the Financial Market Stabilization
Fund and amendment to the Articles of Association)
9.b Special resolution by the holders of ordinary Non-Voting No vote
shares with the securities code number A1H
3YY with respect to the Annual General Meeting
resolution under item 9 on the Agenda (Increase
in share capital pursuant to Section 7 of the
Financial Market Stabilization Acceleration
Act (FMStBG) up to a nominal amount of EUR10,000,000,000.00,
through the issuance of new no-par-value shares
for cash contributions and the partial contribution
of silent participations from the silent partnerships
entered into by the Financial Market Stabilization
Fund and amendment to the Articles of Association)
10. Resolution on the cancellation of Authorized Mgmt For For
Capital 2010 and the authorization for the
Board of Managing Directors to increase the
Company's share capital (Authorized Capital
2010) - with the possibility of excluding shareholders'
pre-emptive rights pursuant to Section 186
para. 3 sentence 4 Stock Corporation Act and
making use of contributions in kind - and on
the corresponding amendments to the Articles
of Association
10.a Special resolution by the holders of ordinary Mgmt For For
shares with the securities code number 803
200 with respect to the Annual General Meeting
resolution under item 10 on the Agenda (Cancellation
of Authorized Capital 2010, authorization for
the Board of Managing Directors to increase
the Company's share capital (Authorized Capital
2011) - with the possibility of excluding shareholders'
pre-emptive rights pursuant to Section 186
para. 3 sentence 4 Stock Corporation Act and
making use of non-cash contributions - and
on the corresponding amendments to the Articles
of Association)
10.b Special resolution by the holders of ordinary Non-Voting No vote
shares with the securities code number A1H
3YY with respect to the Annual General Meeting
resolution under item 10 on the Agenda (Cancellation
of Authorized Capital 2010, authorization for
the Board of Managing Directors to increase
the Company's share capital (Authorized Capital
2011) - with the possibility of excluding shareholders'
pre-emptive rights pursuant to Section 186
para. 3 sentence 4 Stock Corporation Act and
making use of non-cash contributions - and
on the corresponding amendments to the Articles
of Association)
11. Resolution on the authorization for the Board Mgmt Against Against
of Managing Directors to issue convertible
bonds, bonds with warrants or profit-sharing
certificates (both with and without conversion
or option rights) with the possibility of excluding
shareholders' preemptive rights and to conditionally
raise the share capital (Authorization 2011)
and also to amend the Articles of Association
11.a Special resolution by the holders of ordinary Mgmt For For
shares with the securities code number 803
200 with respect to the Annual General Meeting
resolution under item 11 on the Agenda (Authorization
for the Board of Managing Directors to issue
convertible bonds, bonds with warrants or profit-sharing
certificates (both with and without conversion
or option rights) with the possibility of excluding
shareholders' pre-emptive rights and to conditionally
increase the share capital (Authorization 2011)
and also to amend the Articles of Association)
11.b Special resolution by the holders of ordinary Non-Voting No vote
shares with the securities code number A1H
3YY with respect to the Annual General Meeting
resolution under item 11 of the Agenda (Authorization
for the Board of Managing Directors to issue
convertible bonds, bonds with warrants or profit-sharing
certificates (both with and without conversion
or option rights) with the possibility of excluding
shareholders' pre-emptive rights and to conditionally
increase the share capital (Authorization 2011)
and also to amend the Articles of Association)
12. Resolution on the cancellation of Conditional Mgmt For For
Capital 2009 and Conditional Capital 2010/II
as well as the creation of a Conditional Capital
2011/III pursuant to Section 7a of the FMStBG,
and amendment to the Articles of Association
12.a Special resolution by the holders of ordinary Mgmt For For
shares with the securities code number 803
200 with respect to the Annual General Meeting
resolution under item 12 on the Agenda (Cancellation
of Conditional Capital 2009 and Conditional
Capital 2010/II and creation of a Conditional
Capital 2011/III pursuant to Section 7a of
the Financial Market Stabilization Acceleration
Act (FMStBG), and amendment to the Articles
of Association)
12.b Special resolution by the holders of ordinary Non-Voting No vote
shares with the securities code number A1H
3YY with respect to the Annual General Meeting
resolution under item 12 on the Agenda (Cancellation
of Conditional Capital 2009 and Conditional
Capital 2010/II and creation of a Conditional
Capital 2011/III pursuant to Section 7a of
the Financial Market Stabilization Acceleration
Act (FMStBG), and amendment to the Articles
of Association)
13. Resolution on an amendment to Section 14 para. Mgmt For For
1 of the Articles of Association
14. PLEASE NOTE THAT THIS IS A SHAREHOLER PROPOSAL: Shr Against For
Withdrawal of confidence from all members of
the Board of Managing Directors of Commerzbank
AG in accordance with Section 84 para. 3 sentence
2, Stock Corporation Act
--------------------------------------------------------------------------------------------------------------------------
COMMONWEALTH BANK OF AUSTRALIA, SYDNEY NSW Agenda Number: 702616600
--------------------------------------------------------------------------------------------------------------------------
Security: Q26915100
Meeting Type: AGM
Meeting Date: 26-Oct-2010
Ticker:
ISIN: AU000000CBA7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 4 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY
THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT
TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
PROPOSAL (4), YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN
BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S
AND YOU COMPLY WITH THE VOTING EXCLUSION.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS.
THANK YOU.
2.a Re-elect Sir John Anderson as a Director Mgmt For For
2.b Re-elect Mr. Harrison Young as a Director Mgmt For For
2.c Re-elect Mr. Brian Long as a Director Mgmt For For
3 Approve the remuneration report Mgmt For For
4 Grant of Securities to the Chief Executive Officer Mgmt For For
under the Group Leadership Reward Plan
--------------------------------------------------------------------------------------------------------------------------
COMPAGNIE NATIONALE A PORTEFEUILLE SA Agenda Number: 702974177
--------------------------------------------------------------------------------------------------------------------------
Security: B2474T107
Meeting Type: EGM
Meeting Date: 02-May-2011
Ticker:
ISIN: BE0003845626
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Report of the board of directors Non-Voting No vote
2 Proposal to authorize the Company to grant a Mgmt Take No Action
fund advance of maximum 1 000,000,000
Euros related to the Fingen Bid Offer
3 Proposal to give the rights to the board of Mgmt Take No Action
directors in order to execute the previous
resolution
--------------------------------------------------------------------------------------------------------------------------
COMPAGNIE NATIONALE A PORTEFEUILLE SA, GERPINNES Agenda Number: 702818937
--------------------------------------------------------------------------------------------------------------------------
Security: B2474T107
Meeting Type: EGM
Meeting Date: 28-Mar-2011
Ticker:
ISIN: BE0003845626
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Proposal to change the date of the AGM Mgmt No vote
2.1 Destruction of own shares Mgmt No vote
2.2 Proposal to lower the unavailable reserve Mgmt No vote
2.3 Change article of association article 5 Mgmt No vote
3.1 Change articles of association article 24 Mgmt No vote
3.2 Change article of association article 27 Mgmt No vote
4 Powers to the board of directors Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
COMPASS GROUP PLC, CHERTSEY SURREY Agenda Number: 702738038
--------------------------------------------------------------------------------------------------------------------------
Security: G23296182
Meeting Type: AGM
Meeting Date: 03-Feb-2011
Ticker:
ISIN: GB0005331532
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive and adopt the Directors' Annual Report Mgmt For For
and Accounts and the Auditors' Report thereon
2 Receive and adopt the Directors' Remuneration Mgmt For For
Report
3 Declare a final dividend on the ordinary shares Mgmt For For
4 To re-elect Sir Roy Gardner as a Director of Mgmt For For
the Company
5 To re-elect Richard Cousins as a Director of Mgmt For For
the Company
6 To re-elect Gary Green as a Director of the Mgmt For For
Company
7 To re-elect Andrew Martin as a Director of the Mgmt For For
Company
8 To re-elect Sir James Crosby as a Director of Mgmt For For
the Company
9 To re-elect Steve Lucas as a Director of the Mgmt For For
Company
10 To re-elect Susan Murray as a Director of the Mgmt For For
Company
11 To re-elect Don Robert as a Director of the Mgmt For For
Company
12 To re-elect Sir Ian Robinson as a Director of Mgmt For For
the Company
13 Re-appoint Deloitte LLP as Auditors Mgmt For For
14 Authorise the directors to agree the Auditors' Mgmt For For
remuneration
15 Donations to EU political organizations Mgmt Against Against
16 Authority to allot shares (s.551) Mgmt Against Against
17 Authority to allot shares for cash (s.561) Mgmt Against Against
18 Authority to purchase shares Mgmt For For
19 Reduce general meeting notice periods Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
COMPUTERSHARE LTD Agenda Number: 702619632
--------------------------------------------------------------------------------------------------------------------------
Security: Q2721E105
Meeting Type: AGM
Meeting Date: 10-Nov-2010
Ticker:
ISIN: AU000000CPU5
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2 Approve the remuneration report Mgmt For For
3 Re-elect Mr. C J Morris as a Director Mgmt For For
4 Re-elect Mr A L Owen as a Director Mgmt For For
5 Election of Mr G Lieberman as a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CONTACT ENERGY LTD Agenda Number: 702621435
--------------------------------------------------------------------------------------------------------------------------
Security: Q2818G104
Meeting Type: AGM
Meeting Date: 27-Oct-2010
Ticker:
ISIN: NZCENE0001S6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A Chairman's introduction Non-Voting No vote
B Managing Director's review Non-Voting No vote
C Financial statements Non-Voting No vote
1 That Contact's Board of Directors be authorised Mgmt For For
to fix the Auditor's fees and expenses
2 That Whaimutu Dewes be elected as a Director Mgmt For For
of Contact
3 That Karen Moses be re-elected as a Director Mgmt For For
of Contact
4 That Phillip Pryke be re-elected as a Director Mgmt For For
of Contact
5 That the Constitution tabled at the Annual Meeting Mgmt For For
and signed by the Company Secretary for the
purposes of identification be and is adopted
as the Constitution of the company
in substitution for the current Constitution
0 Any other business 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.
--------------------------------------------------------------------------------------------------------------------------
CRH PLC Agenda Number: 702898923
--------------------------------------------------------------------------------------------------------------------------
Security: G25508105
Meeting Type: AGM
Meeting Date: 04-May-2011
Ticker:
ISIN: IE0001827041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To consider the company's financial statements Mgmt For For
and the reports of the directors and
auditors for the year ended 31st December 2010
2 To declare a dividend on the ordinary shares Mgmt For For
3 To consider the report on directors' remuneration Mgmt For For
for the year ended 31st December 2010
4A To re-elect the following director: Ms. M.C. Mgmt For For
Carton
4B To re-elect the following director: Mr. W.P. Mgmt For For
Egan
4C To re-elect the following director: Mr. U-H. Mgmt For For
Felcht
4D To re-elect the following director: Mr. N. Hartery Mgmt For For
4E To re-elect the following director: Mr. J.M. Mgmt For For
De Jong
4F To re-elect the following director: Mr. J.W. Mgmt For For
Kennedy
4G To re-elect the following director: Mr. M.Lee Mgmt For For
4H To re-elect the following director: Mr. A Manifold Mgmt For For
4I To re-elect the following director: Mr. K. McGowan Mgmt For For
4J To re-elect the following director: Mr D.N. Mgmt For For
O'Connor
4K To re-elect the following director: Mr. W.I. Mgmt For For
O'Mahony
4L To re-elect the following director: Mr. M.S.Towe Mgmt For For
5 To authorise the directors to fix the remuneration Mgmt For For
of the auditors
6 That, in accordance with article 11 (e) of the Mgmt Against Against
articles of association of the company, directors
be empowered to allot equity securities for
cash
7 Authorisation to purchase shares on the market, Mgmt For For
up to 10 per cent of the issue capital
at the date of the 2011 AGM
8 That the company be authorised to re-issue treasury Mgmt For For
shares
9 That the provision in article article 60(a) Mgmt For For
allowing for convening of EGMs by at least
14 clear days' notice to be effective
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO REMOVAL 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.
--------------------------------------------------------------------------------------------------------------------------
CRITERIA CAIXACORP SA, BARCELONA Agenda Number: 702971828
--------------------------------------------------------------------------------------------------------------------------
Security: E3641N103
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: ES0140609019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 13 MAY 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Review and, where appropriate, approval of the Mgmt For For
individual and consolidated financial statements
and their respective management reports for
the year ending December 31, 2010
2 Review and, where appropriate, approval of the Mgmt For For
Board of Directors' management during the year
3 Review and, where appropriate, approval of the Mgmt For For
proposed distribution of profit for the
year ending December 31, 2010
4.1 For the purpose of conforming to the shareholder Mgmt Against Against
retribution scheme, review and, where appropriate,
approval of a capital increase in an amount
to be determined in accordance with the
terms of the resolution, through the issue
of new ordinary shares with a face value of
one (1) euro each, of the same class and
series as the shares currently in circulation,
charged to reserves from retained earnings,
offering shareholders the choice of selling
their free subscription rights to the Company
or selling them on the market. Allocation
to restricted reserves. Delegation of powers
to the Board of Directors, which may
in turn delegate powers to the Executive Committee,
to establish the conditions of the capital
increase in any matters not stipulated
by this General Meeting, to conduct any tasks
necessary CONTD
CONT CONTD for its completion, to adapt the text Non-Voting No vote
of articles 5 and 6.1 of the Company's
by-laws to the new share capital amount and
to execute any public or private documents
as needed to carry out the capital increase
all in accordance with article 297.1.a)
of the Corporate Enterprise Act (Ley de
Sociedades de Capital). Submit a request
to the pertinent organizations to permit
the listing of the newly-issued shares for
trading on the Madrid, Barcelona, Bilbao
and Valencia stock exchanges through Spain's
Continuous Market
4.2 For the purpose of conforming to the shareholder Mgmt Against Against
retribution scheme, review and, where appropriate,
approval of a second capital increase in an
amount to be determined in accordance with
the terms of the resolution through the
issue of new ordinary shares with a face
value of one (1) euro each, of the same class
and series as the shares currently in circulation,
charged to reserves from retained earnings,
offering shareholders the choice of selling
their free subscription rights to the Company
or selling them on the market. Allocation
to restricted reserves. Delegation of powers
to the Board of Directors, which may
in turn delegate powers to the Executive Committee,
to establish the conditions of the capital
increase in any matters not stipulated
by this General Meeting, to conduct any tasks
necessary CONTD
CONT CONTD for its completion, to adapt the text Non-Voting No vote
of articles 5 and 6.1 of the Company's
by-laws to the new share capital amount and
to execute any public or private documents
as needed to carry out the capital increase
all in accordance with article 297.1.a)
of the Corporate Enterprise Act (Ley de
Sociedades de Capital). Submit a request
to the pertinent organizations to permit
the listing of the newly-issued shares for
trading on the Madrid, Barcelona, Bilbao
and Valencia stock exchanges through Spain's
Continuous Market
5 For the purpose of conforming to the shareholder Mgmt Against Against
retribution scheme, review and, where appropriate,
approval of a third capital increase in an
amount to be determined in accordance with
the terms of the resolution through the
issue of new ordinary shares with a face
value of one (1) euro each, of the same class
and series as the shares currently in circulation,
charged to reserves from retained earnings,
offering shareholders the choice of selling
their free subscription rights to the Company
or selling them on the market. Allocation
to restricted reserves. Delegation of powers
to the Board of Directors, which may
in turn delegate powers to the Executive Committee,
to establish the conditions of the capital
increase in any matters not stipulated
by this General Meeting, to conduct any tasks
necessary CONTD
CONT CONTD for its completion, to adapt the text Non-Voting No vote
of articles 5 and 6.1 of the Company's
by-laws to the new share capital amount and
to execute any public or private documents
as needed to carry out the capital increase
all in accordance with article 297.1.a)
of the Corporate Enterprise Act (Ley de
Sociedades de Capital). Submit a request
to the pertinent organizations to permit
the listing of the newly-issued shares for
trading on the Madrid, Barcelona, Bilbao
and Valencia stock exchanges through Spain's
Continuous Market
6 Modification, where appropriate, of corporate Mgmt For For
by-laws, to adapt them to recent regulatory
changes: article 4 ("Registered offices"),
article 8 ("Co-ownership and in rem
rights over shares"), article 10 ("Capital
calls and default by shareholders"), article
11 ("Capital increase"), article 13 ("Capital
reduction"), article 15 ("Convertible and exchangeable
bonds"), article 18 ("Types of General
Meetings"), article 19 ("Call for General
Meeting"), article 20 ("Venue and time"),
article 21 ("Quorum for the General Meeting"),
article 34 ("Board of Directors' Remuneration"),
article 40 ("Audit and Control Committee"),
article 44 ("Management Report") and article
49 ("Liquidation")
7 Modification, where appropriate, of articles Mgmt For For
of the Company's by-laws, based on the need
to update and improve their wording, clarifying
and completing certain concepts and introducing
modifications advisable in light of the
Company's ordinary transactions: article
14 ("Issue of debentures and other securities"),
article 17 ("General Meeting"), article 24
("Appointing proxies and voting through means
of remote communication"), article 31 ("Duties
of the Board of Directors"), article 32
("Composition of the Board of Directors"),
article 45 ("Auditors"), and the inclusion
of a new paragraph on dividends in kind in
section 4 of article 46 ("Approval of the Annual
Accounts")
8.a Approve, where applicable, the Company's participation Mgmt For For
in the reorganisation of "la Caixa" Group
and, for such purpose, the review and approval,
where applicable, of: A swap between the
Company and Caixa d'Estalvis i Pensions de
Barcelona, by which the Company would transfer
to Caixa d'Estalvis i Pensions de Barcelona
assets of its current business (stakes in certain
companies along with ancillary assets),
while Caixa d'Estalvis i Pensions de Barcelona
would give the Company 73,568,047 shares in
Microbank de "la Caixa", S.A
8.b Approve, where applicable, the Company's participation Mgmt For For
in the reorganisation of "la Caixa" Group
and, for such purpose, the review and approval,
where applicable, of: A capital increase
with a nominal value of EUR374,403,908,
via the issue and circulation of 374,403,908
new shares with a nominal value of one (1)
euro each, and a share premium of EUR4.46 per
share (that is a total premium of EUR1,669,841,429.68),
with disapplication of pre-emption rights,
to be fully subscribed by the Company's majoritary
shareholder, Caixa d'Estalvis i Pensions de
Barcelona, through the contribution of 20,129,073
shares of Microbank de "la Caixa", S.A.
A revised version of articles 5 and 6.1 of
the by-laws that adapts them to the new share
capital amount. Delegation of powers
to the Board CONTD
CONT CONTD of Directors, which may in turn delegate Non-Voting No vote
powers to the Executive Committee, to
establish the conditions of the capital increase
in any matters not stipulated by the General
Meeting, to conduct any tasks necessary for
its execution, and to deliver any public or
private documents as needed to carry out the
capital increase, in accordance with article
297.1.a) of the Corporate Enterprise
Act (Ley de Sociedades de Capital)
8.c Approve, where applicable, the Company's participation Mgmt For For
in the reorganisation of "la Caixa" Group
and, for such purpose, the review and approval,
where applicable, of: The Merger of the
Company (absorbing company) by way of the
absorption of Microbank de "la Caixa", S.A.
(absorbed company, wholly owned by the Company
at the time of the Merger), with the dissolution
of the absorbed company and the transfer
en bloc of all its assets and liabilities
to the absorbing company as stipulated in
the terms of the Merger project filed in
the Barcelona Companies Registry, approved
by these companies' respective Boards
of Directors, whose minimum references are
included at the end of this call notice. Review
and approval, where appropriate, of the
Merger project and, as the Merger balance
sheet, of the Company's balance sheet as
at CONTD
CONT CONTD 31 December, 2010. Information, where Non-Voting No vote
appropriate, on important modifications
of the assets or liabilities of the Company
and/or of Microbank de "la Caixa", S.A. between
the date of the Merger project and that of
the Annual General Meeting being called
in this document. Submission of the Merger
to the tax regime set out in Chapter VIII of
Title VII of the Spanish Corporate Income
Tax Act, passed by Royal Legislative Decree
4/2004, on March 5. Modification of the Company's
by-laws: - Article 1 ("Company name") in
order, on the one hand, to include, as the
Company's new company name, "CaixaBank,
S.A.", and, on the other, a reference to the
fact that Caixa d'Estalvis i Pensions
de Barcelona will be carrying out its financial
activity indirectly, via the Company,
thereby modifying the article's title. - Article
2 CONTD
CONT CONTD ("Corporate object"), in order to include Non-Voting No vote
in the corporate object the traditional activities
of banking institutions. - Article 6 ("The
shares"), to include the comments required
to comply with the nominative principle
affecting shares in banking institutions.
- Article 26 ("Chairman and secretary
of the General Meeting"), in order to reflect
the possible existence of several
Vice-Secretaries, thereby facilitating the
adaptation to the organisational structure
of la "Caixa" Group. - Article 35 ("Appointment
of positions on the Board of Directors"),
on the one hand in order to reflect in the
by-laws the Chairman of the Board's duties
in a similar way to which they are reflected
in the by-laws of Caixa d'Estalvis i Pensions
de Barcelona, and on the other in
order to include the possibility of naming
various Vice-Secretaries
9 Spinning off from the Company (spun-off company) Mgmt Against Against
into a newly created entity (beneficiary company,
wholly owned by the Company at the time of
the Spin-off) the assets and liabilities
relating to the microcredit business that
the Company is acquiring from Microbank de
"la Caixa", S.A. as a result of its merger
by absorption of the latter, in accordance
with the terms of the Spin-off project filed
in the Barcelona Companies Registry, approved
by the Company's Board of Directors, and
the minimum references to which are included
at the end of this meeting call notice. Review
and approval, where appropriate, of the Spin-off
project and, as the Spin-off balance sheet,
of the Company's balance sheet as at 31 December,
2010. Information, where appropriate,
on important modifications CONTD
CONT CONTD of the assets or liabilities of the Company Non-Voting No vote
and/or of Microbank de "la Caixa", S.A. between
the date of the Spin-off project and that of
the Annual General Meeting being called in
this document. Submission of the Spin-off to
the tax regime set out in Chapter VIII of
Title VII of the Spanish Corporate Income
Tax Act, passed by Royal Decree 4/2004, on
March 5
10 Review and approval, where appropriate, of the Mgmt Against Against
modification of the preamble to the Regulation
of the General Shareholders' meeting and its
articles 3 ("Types of General Meeting"),
5 ("Call to General Meeting"), 10 ("General
Meeting attendance by proxy"), 11 ("General
Meeting Organization"), 12 ("Quorum
for the General Meeting") and 13 ("Chairman,
Secretary, and Head Table"), and also the
introduction of a new article 7 bis ("Online
forum for shareholders"). Review and approval,
where appropriate, of the new revised text
of the Regulation of the Company's General
Shareholder's Meeting
11 Information on the amendments to the following Mgmt For For
articles of the Company's Regulation of
the Board of Directors agreed by the Board
of Directors: 1 ("Origin and duties"),
13 ("Audit and Control Committee"), 15 ("Meetings
of the Board of Directors"), 16 ("Procedures
for meetings"), 17 ("Appointment of Directors"),
19 ("Term of office"), 23 ("Board of Directors'
remuneration"), 26 ("Duty not to compete"),
27 ("Conflicts of interest"), 29 ("Use of
non-public information"), 31 ("Indirect
transactions"), 32 ("Board members' informational
duties"), 34 ("Shareholder relations") and
elimination of 38 ("Effective date")
12 Authorisation to the Board of Directors so that, Mgmt Against Against
in accordance with the provisions in
article 297.1b) of the Corporate Enterprise
Act, it can increase capital on one
or several occasions and at any time during
a period of five years, and via monetary contributions
and for a maximum nominal amount of EUR1,681,444,918.5,
all this under the terms and conditions that
the Board deems most suitable, and revoking
the authorisation in effect to date for
the unused part. Delegation of powers to exercise
pre-emption rights in accordance with Article
506 of the Corporate Enterprise Act
13 Delegation of powers to the Board to issue securities Mgmt For For
that can be converted into and/or swapped
for shares of the Company, warrants, or other
similar securities that can give the right
to purchase shares in the Company for a
combined amount of up to EUR4 billion; as well
the power to increase the Company's share
capital by whatever amount necessary, and to
exclude, where appropriate, the right to
preferential subscription. Revocation of the
authorisation in effect to date for
the unused part
14 Delegation in the Board of Directors of the Mgmt Against Against
powers to issue fixed income securities
or similar debt instruments for a combined
total of up to EUR51 billion. Revocation
of the authorisation in effect to date for
the unused part
15.1 Determination of the number of members on the Mgmt For For
Board of Directors, within the limits stipulated
by the by-laws. Resignation, re-election and
appointment of directors: Determination of
the number of Board members in eighteen (18)
15.2 Determination of the number of members on the Mgmt For For
Board of Directors, within the limits stipulated
by the by-laws. Resignation, re-election and
appointment of directors : Appointment of Juan
Jose Lopez Burniol
16 Authorisation for the Company to buy its own Mgmt For For
shares by virtue of the provisions
in article 146 of the Corporate Enterprise
Act. Revoke of the unused portion of the
authorization currently in force
17 Authorisation to the members of the Board in Mgmt For For
accordance with article 230 of the Corporate
Enterprise Act
18 Reappointment of the Auditors of the Accounts Mgmt For For
of the Company and its consolidated
group for 2012
19 Advisory vote on the annual report on Directors' Mgmt For For
remuneration policy
20 Authorization and delegation of powers to the Mgmt For For
Board of Directors to interpret,
amend, add to, execute and carry out the resolutions
adopted at the Annual General Meeting, to
replace the powers granted by the Annual
General Meeting, and to concede powers
to incorporate and register said resolutions
in a notarized instrument and to amend them,
if appropriate
--------------------------------------------------------------------------------------------------------------------------
CSL LTD Agenda Number: 702602524
--------------------------------------------------------------------------------------------------------------------------
Security: Q3018U109
Meeting Type: AGM
Meeting Date: 13-Oct-2010
Ticker:
ISIN: AU000000CSL8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2.a Elect Mr. Peter Turner as a Director Mgmt For For
2.b Re-elect Mr. John Akehurst as a Director Mgmt For For
2.c Re-elect Mr. David Anstice as a Director Mgmt For For
2.d Re-elect Mr. Ian Renard as a Director Mgmt For For
3 Adopt the remuneration report Mgmt For For
4 Approve the grant of Performance Rights to the Mgmt For For
Executive Directors
5 Approve the remuneration of the Directors Mgmt For For
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSALS 4 AND 5 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED
BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED
BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT
YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN")
ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO,
YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S.
--------------------------------------------------------------------------------------------------------------------------
DAINIPPON SUMITOMO PHARMA CO.,LTD. Agenda Number: 703128757
--------------------------------------------------------------------------------------------------------------------------
Security: J10542116
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3495000006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3. Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DANSKE BANK AS, COPENHAGEN Agenda Number: 702838179
--------------------------------------------------------------------------------------------------------------------------
Security: K22272114
Meeting Type: AGM
Meeting Date: 29-Mar-2011
Ticker:
ISIN: DK0010274414
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 767621 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE BE ADVISED THAT SOME OF SUBCUSTODIANS Non-Voting No vote
IN DENMARK REQUIRE THE SHARES TO BE REGISTERED
IN SEGREGATED ACCOUNTS BY REGISTRATION DEADLINE
IN ORDER TO PROVIDE VOTING SERVICE. PLEASE
CONTACT YOUR GLOBAL CUSTODIAN TO FIND OUT IF
THIS REQUIREMENT APPLIES TO YOUR SHARES AND,
IF SO, YOUR SHARES ARE REGISTERED IN A SEGREGATED
ACCOUNT FOR THIS GENERAL MEETING.
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 PLEASE NOTE THAT IF THE CHAIRMAN OF THE BOARD Non-Voting No vote
OR A BOARD MEMBER IS APPOINTED AS PROXY, WHICH
IS OFTEN THE CASE, CLIENTS CAN ONLY EXPECT
THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST
VOTES ARE REPRESENTED AT THE MEETING IS TO
SEND YOUR OWN REPRESENTATIVE. THE SUB CUSTODIAN
BANKS OFFER REPRESENTATION SERVICES FOR AN
ADDED FEE IF REQUESTED. THANK YOU
a.1 Approval of the annual report and proposal for Mgmt For For
allocation of profits
a.2 The General Meeting states that it does not Mgmt For For
want to consider a type of winding-up
a.3 If proposal A2 is not approved: The General Mgmt For For
Meeting states that Danske Bank will use a
winding-up scheme consisting in a transfer
of Danske Bank's assets and part of its liabilities
to a subsidiary of Finansiel Stabilitet A/S
b.1 Election of members to the Board of Directors: Mgmt For For
The Board of Directors proposal to reduce the
number of members of the Board of Directors
to eight. If the General Meeting adopts the
Board of Directors' proposal for eight members
of the Board of Directors, any votes for more
than eight candidates will be considered void
b.2.1 Election of members to the Board of Directors: Mgmt For For
Eivind Kolding
b.2.2 Election of members to the Board of Directors: Mgmt For For
Ole Gjesso Andersen
b.2.3 Election of members to the Board of Directors: Mgmt For For
Michael Fairey
b.2.4 Election of members to the Board of Directors: Mgmt For For
Peter Hojland
b.2.5 Election of members to the Board of Directors: Mgmt For For
Mats Jansson
b.2.6 Election of members to the Board of Directors: Mgmt For For
Majken Schultz
b.2.7 Election of members to the Board of Directors: Mgmt For For
Claus Vastrup
b.2.8 Election of members to the Board of Directors: Mgmt For For
Niels Bjorn Christiansen
b.3.9 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Election of members to the Board
of Directors: - Egon Geertsen
c Appointment of external auditors: The Board Mgmt For For
of Directors proposes re-appointment of Grant
Thornton, Statsautoriseret Revisionsaktieselskab,
and KPMG Statsautoriseret Revisionspartnerselskab
d.1 Proposal by the Board of Directors to renew Mgmt For For
for the next five yProposals by the Board of
Directors to amend Danske Bank's Articles of
Association : Addition to article 11.1 on the
deadline for postal ballot or voting by proxy
d.2 Proposals by the Board of Directors to amend Mgmt For For
Danske Bank's Articles of Association : Addition
of new article 15.4 on the maximum age for
members of the Board of Directors
d.3 Proposals by the Board of Directors to amend Mgmt For For
Danske Bank's Articles of Association : Addition
of new article 17.6 on the delegation of authority
to committees
e Proposal by the Board of Directors to renew Mgmt For For
for the next five years Danske Bank's authority
to trade in Danske Bank shares and to own holdings
of and receive Danske Bank shares as collateral
etc
f Proposal by the Board of Directors for a remuneration Mgmt For For
policy and guidelines for performance-based
pay programmes
g.1 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Mr. Egon Geertsen, a shareholder,
has submitted the following proposal for amendments
to the Articles of association: For every vote
that is not taken by ballot, the chairman of
the general meeting must give the grounds for
his opinion that there is a majority for or
against a proposal. Steps must be taken to
ensure that non-shareholders do not vote. Specific
knowledge as to whether APM, ATP or Realdania
intends to vote for or against a proposal must
now be available
g.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Mr. Egon Geertsen, a shareholder,
has submitted the following proposal for amendments
to the Articles of association: The General
Meeting should be open to the press throughout
the meeting, and it should be permitted to
film the entire event and take photos. The
General Meeting must be transmitted simultaneously
from Danske Bank's website. The General Meeting
must also be videotaped and be permanently
available on Danske Bank's website that must
be available to all. The Board of Directors
is urged to let this proposal take effect at
this General Meeting
g.3 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Mr. Egon Geertsen, a shareholder,
has submitted the following proposal for amendments
to the Articles of association: At least two
members of the Board of Directors must be shareholders
who each of them holds less than DKK 2 million
of Danske Bank's share capital
g.4 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Mr. Egon Geertsen, a shareholder,
has submitted the following proposal for amendments
to the Articles of association: If Danske Bank
loses more than 50% of its share capital, an
extraordinary general meeting must be convened
at which all members of the Board of Directors
offer their resignation
g.5 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Mr. Egon Geertsen, a shareholder,
has submitted the following proposal for amendments
to the Articles of association: IT development
in India is closed down, and activities are
resumed in Denmark, where actual IT development
is initiated. Mainly local staff should be
employed in order also to both increase quality
and create openings for trainees
--------------------------------------------------------------------------------------------------------------------------
DASSAULT SYS S A Agenda Number: 702701245
--------------------------------------------------------------------------------------------------------------------------
Security: F2457H100
Meeting Type: EGM
Meeting Date: 15-Dec-2010
Ticker:
ISIN: FR0000130650
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2010/1108/201011081005896.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2010/1129/201011291006140.pdf
1 Amendment of Article 2 of the Statutes: updating Mgmt For For
of the Purpose of the Company
2 Amendment of Article 11 of the Statutes: changing Mgmt For For
the distribution of voting rights between
the usufructuary and bare owner
3 Amendment of Article 15 of the Statutes: cancellation Mgmt For For
of the requirement for the Board member to
own a share
4 Powers to accomplish the formalities Mgmt For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF URL COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
DASSAULT SYS S A Agenda Number: 702922089
--------------------------------------------------------------------------------------------------------------------------
Security: F2457H100
Meeting Type: MIX
Meeting Date: 26-May-2011
Ticker:
ISIN: FR0000130650
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0406/201104061101091.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0511/201105111101927.pdf
O.1 Approval of the annual corporate financial statements Mgmt For For
for the financial year
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year
O.3 Allocation of income Mgmt For For
O.4 Regulated Agreements Mgmt For For
O.5 Regulated Agreement concluded between the Company Mgmt For For
and Mr. Bernard Charles
O.6 Renewal of Mr. Arnoud De Meyer's term as Board Mgmt For For
member
O.7 Renewal of Mr. Jean-Pierre Chahid-Nourai's term Mgmt For For
as Board member
O.8 Appointment of Mrs. Nicole Dassault as Board Mgmt For For
member
O.9 Appointment of Mrs. Toshiko Mori as Board member Mgmt For For
O.10 Renewal of term of the company PricewaterhouseCoopers Mgmt For For
Audit as principal Statutory Auditor
O.11 Appointment of Mr. Yves Nicolas as deputy Statutory Mgmt For For
Auditor
O.12 Authorization to purchase shares of the Company Mgmt For For
E.13 Authorization granted to the Board of Directors Mgmt For For
to reduce share capital by cancellation
of previously repurchased shares as part of
the share repurchase program
E.14 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase capital by issuing
shares or securities providing access to the
capital of the Company and to issue
securities entitling to the allotment of debt
securities while maintaining shareholders'
preferential subscription rights
E.15 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase capital by issuing
shares or securities providing access to the
capital of the Company and to issue
securities entitling to the allotment of debt
securities without shareholders' preferential
subscription rights by way of a public
offer
E.16 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase capital by issuing
shares or securities providing access to the
capital of the Company and to issue
securities entitling to the allotment of debt
securities with cancellation of shareholders'
preferential subscription rights as part
of an offer through private investment pursuant
to Article L.411-2, II of the Monetary and
Financial Code
E.17 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase the number of
issuable securities in case of capital increase
with or without preferential subscription
rights
E.18 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase capital by incorporation
of reserves, profits or premiums
E.19 Delegation of powers granted to the Board of Mgmt Against Against
Directors to increase capital within the
limit of 10%, in consideration for in-kind
contributions
E.20 Delegation of authority to the Board of Directors Mgmt Against Against
to increase share capital in favor of members
of a company savings plan
E.21 Amendment of Article 14 of the Statutes Mgmt For For
E.22 Amendment of Article 26 of the Statutes Mgmt For For
E.23 Amendment of Article 27 of the Statutes Mgmt For For
OE.24 Powers to accomplish all formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
DBS GROUP HOLDINGS LTD, SINGAPORE Agenda Number: 702887576
--------------------------------------------------------------------------------------------------------------------------
Security: Y20246107
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: SG1L01001701
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and consider the directors report Mgmt For For
and audited accounts for the year ended
31 December 2010 and the auditors report thereon
2.a To declare a one tier tax exempt final dividend Mgmt For For
of 28 cents per ordinary share, for the
year ended 31 December 2010
2.b To declare a one tier tax exempt final dividend Mgmt For For
of 2 cents per non voting convertible preference
share, for the year ended 31 December 2010
2.c To declare a one tier tax exempt final dividend Mgmt For For
of 2 cents per non voting redeemable convertible
preference share, for the year ended 31 December
2010
3 Sanction the amount of SGD 2,842,442 proposed Mgmt For For
as directors fees for 2010
4 PricewaterhouseCoopers LLP as auditors of the Mgmt For For
company and to authorize the directors to
fix their remuneration
5.a Re elect the director, who is retiring under Mgmt For For
article 95 of the companys articles of
association: Dr Bart Joseph Broadman
5.b Re elect the director, who is retiring under Mgmt For For
article 95 of the companys articles of
association: Ms Euleen Goh Yiu Kiang
5.c Re elect the director, who is retiring under Mgmt For For
article 95 of the companys articles of
association: Mr. Christopher Cheng Wai Chee
6 To re elect Mr. Danny Teoh Leong Kay, who is Mgmt For For
retiring under article 101 of the company's
articles of association
7.A That the board of directors of the company be Mgmt Against Against
and is hereby authorized to (a) allot and issue
from time to time such number of ordinary shares
in the capital of the company as may
be required to be issued pursuant to the
exercise of options under the DBSH share
option plan, and (b) offer and grant awards
in accordance with the provisions of the DBSH
share plan and to allot and issue from time
to time such number of DBSH ordinary shares
as may be required to be issued pursuant
to the vesting of awards under the DBSH share
plan, provided always that (1) the aggregate
number of new dbsh ordinary shares to
be issued pursuant to the exercise of options
granted under the DBSH share option plan
and the vesting of awards granted or to be
granted under the DBSH share plan shall
not exceed CONTD
CONT CONTD 7.5 per cent of the total number of issued Non-Voting No vote
shares in the capital of the company from time
to time, and, (2) the aggregate number of new
DBSH ordinary shares under a wards to be granted
pursuant to the DBSH share plan during the
period commencing from the date of this AGM
of the company and ending on the date of the
next AGM of the Company or the date by which
the next AGM of the company is required by
law to be held, whichever is the earlier, shall
not exceed 2 per cent of the total number
of issued shares in the capital of the company
from time to time
7.B That authority be and is hereby given to the Mgmt Against Against
directors of the company to (a) (i) issue
shares in the capital of the company whether
by way of rights, bonus or otherwise,
and/or (ii) make or grant offers, agreements
or options that might or would require shares
to be issued, including but not limited to
the creation and issue of warrants, debentures
or other instruments convertible
into shares, at any time and upon such terms
and conditions and for such purposes and
to such persons as the directors may in their
absolute discretion deem fit, and (b) issue
shares in pursuance of any instrument made
or granted by the directors while this resolution
was in force, provided that (1) the aggregate
number of shares to be issued pursuant to this
resolution does not. exceed 50pct of the
total CONTD
CONT CONTD number of issued shares in the capital Non-Voting No vote
of the company of which the aggregate
number of shares to be issued other than on
a pro rata basis to shareholders of the
company does not exceed 10pct of the total
number of issued shares in the capital
of the company, (2) for the purpose of
determining the aggregate number of shares
that may be issued under paragraph (1) above,
the percentage of issued shares shall be based
on the total number of issued shares in the
capital of the company at the time this resolution
is passed, after adjusting for (i) new shares
arising from the conversion or exercise
of any convertible securities or share options
or vesting of share awards which are outstanding
or subsisting at the time this resolution is
passed, and (ii) any subsequent bonus issue,
consolidation CONTD
CONT CONTD or subdivision of shares, (3) in exercising Non-Voting No vote
the authority conferred by this resolution,
the company shall comply with the provisions
of the listing manual of the SGX ST for the
time being in force and the articles of
association for the time being of the
company, and (4) the authority conferred
by this resolution shall continue in force
until the conclusion of the next AGM of the
company or the date by which the next AGM of
the company is required by law to be held,
whichever is the earlier
7.C That authority be and is hereby given to the Mgmt Against Against
directors of the company to allot and
issue from time to time such number of new
ordinary shares, new non voting non redeemable
preference shares and new non voting redeemable
preference shares in the capital of
the company as may be required to be allotted
and issued pursuant to the DBSH scrip dividend
scheme
--------------------------------------------------------------------------------------------------------------------------
DBS GROUP HOLDINGS LTD, SINGAPORE Agenda Number: 702920249
--------------------------------------------------------------------------------------------------------------------------
Security: Y20246107
Meeting Type: EGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: SG1L01001701
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That (a) for the purposes of Sections 76C and Mgmt For For
76E of the Companies Act, Chapter 50
(the Companies Act) , the exercise by the Directors
of DBSH of all the powers of DBSH to purchase
or otherwise acquire issued ordinary shares
in the capital of DBSH (Ordinary Shares) not
exceeding in aggregate the Maximum Percentage,
at such price or prices as may be determined
by the Directors from time to time up to
the Maximum Price, whether by way of (i) market
purchase(s) on the SGXST and/or any other
securities exchange on which the Ordinary
Shares may for the time being be listed and
quoted (Other Exchange), and/or (ii) off market
purchase(s) in accordance with any equal access
scheme(s) as may be determined or formulated
by the Directors as they consider fit,
which scheme(s) shall satisfy all the conditions
CONTD
CONT CONTD prescribed by the Companies Act, and otherwise Non-Voting No vote
in accordance with all other laws and regulations
and rules of the SGXST or, as the case may
be, Other Exchange as may for the time
being be applicable, be and is hereby
authorized and approved generally and unconditionally
(the Share Purchase Mandate), (b) unless
varied or revoked by DBSH in general meeting,
the authority conferred on the Directors
of DBSH pursuant to the Share Purchase Mandate
may be exercised by the Directors at any time
and from time to time during the period commencing
from the date of the passing of this Resolution
and expiring on the earlier of (i) the date
on which the next AGM of DBSH is held, and
(ii) the date by which the next AGM of DBSH
is required by law to be held, CONTD
CONT CONTD (iii) the date on which purchases and Non-Voting No vote
acquisitions of Ordinary Shares pursuant
to the Share Purchase Mandate are carried out
to the full extent mandated, (c) in this
Resolution (i) in the case of a market purchase
of an Ordinary Share , 105pct of the Average
Closing Price of the Ordinary Shares, and
(ii) in the case of an off market purchase
of an Ordinary Share , 105pct of the Average
Closing Price of the Ordinary Shares, and (d)
the Directors of the Company and/or any of
them be and are hereby authorized to complete
and do all such acts and things as they and/or
he may consider expedient or necessary
to give effect to the transactions contemplated
and/or authorized by this Resolution
--------------------------------------------------------------------------------------------------------------------------
DELHAIZE GROUP SA Agenda Number: 702874149
--------------------------------------------------------------------------------------------------------------------------
Security: B33432129
Meeting Type: EGM
Meeting Date: 27-Apr-2011
Ticker:
ISIN: BE0003562700
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Amend article 9 re: authorize repurchase of Mgmt Take No Action
up to 10 percent of issued share capital
2 Amend article 19 re: board committees Mgmt Take No Action
3 Amend article 29 re: ownership threshold to Mgmt Take No Action
submit agenda items
4 Amend article 30 re: meeting materials Mgmt Take No Action
5 Amend article 31 re: registration requirements Mgmt Take No Action
6 Amend article 32 re: proxy voting Mgmt Take No Action
7 Amend article 33 re: general meeting Mgmt Take No Action
8 Amend article 34 re: postponement of meetings Mgmt Take No Action
9 Amend article 36 re: electronic voting Mgmt Take No Action
10 Amend article 38 re: fiscal year Mgmt Take No Action
11 Amend article 39 re: questions at general meetings Mgmt Take No Action
12 Delete article 47 re: disclosure of significant Mgmt Take No Action
shareholdings
13 Approve condition precedent Mgmt Take No Action
14 Authorize implementation of approved resolutions Mgmt Take No Action
and filing of required documents/formalities
at trade registry
CMMT SHAREHOLDERS REPRESENTING AT LEAST 50% OF THE Non-Voting Take No Action
SHARE CAPITAL OF THE COMPANY MUST ATTEND THE
EXTRAORDINARY GENERAL MEETING ON APRIL 27,
2011 TO ALLOW THE SHAREHOLDERS TO CONSIDER
AND VOTE UPON ITEMS 1 TO 13 SET FORTHE BELOW.
IF THIS QUORUM REQUIREMENT IS NOT SATISFIED,
AS IT WAS THE CASE IN PREVIOUS YEARS, THESE
AGENDA ITEMS WILL BE RE-PROPOSED ALONG WITH
ORDINARY GENERAL MEETING AGENDA ITEMS AT AN
ORDINARY AND EXTRAORDINARY GENERAL MEETING
OF SHAREHOLDERS TO BE HELD ON MAY 26, 2011
AT 3.00 P.M. C.E.T. AT THE SAME LOCATION, WITHOUT
ANY QUORUM REQUIREMENT. THANK YOU.
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting Take No Action
REACH QUORUM, THERE WILL BE A SECOND CALL ON
26 MAY 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. PLEASE BE ALSO ADVISED THAT
YOUR SHARES WILL BE BLOCKED UNTIL THE QUORUM
IS MET OR THE MEETING IS CANCELLED. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Take No Action
OF SECOND CALL DATE. IF YOU HAVE ALREADY SENT
IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
DELHAIZE GROUP SA Agenda Number: 703040472
--------------------------------------------------------------------------------------------------------------------------
Security: B33432129
Meeting Type: OGM
Meeting Date: 26-May-2011
Ticker:
ISIN: BE0003562700
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Presentation of the management report of the Non-Voting No vote
Board of Directors on the financial
year ended December 31, 2010
2 Presentation of the report of the statutory Non-Voting No vote
auditor on the financial year ended December
31, 2010
3 Communication of the consolidated annual accounts Non-Voting No vote
as of December 31, 2010
4 Approve the non-consolidated annual accounts Mgmt Take No Action
as of December 31, 2010, including
the allocation of profits, and approve the
distribution of a gross dividend of EUR 1.72
per share
5 Approve the discharge of liability of persons Mgmt Take No Action
who served as directors of the Company during
the financial year ended December 31, 2010
6 Approve the discharge of liability of the statutory Mgmt Take No Action
auditor of the Company for the financial
year ended December 31, 2010
7.1 Renew the mandate of Mr. Hugh G. Farrington Mgmt Take No Action
as director for a period of three years that
will expire at the end of the ordinary general
meeting that will be requested to approve
the annual accounts relating to the financial
year 2013
7.2 Renew the mandate of Baron Luc Vansteenkiste Mgmt Take No Action
as director for a period of four years that
will expire at the end of the ordinary general
meeting that will be requested to approve
the annual accounts relating to the financial
year 2014
7.3 Renew the mandate of Mr. Jacques de Vaucleroy Mgmt Take No Action
as director for a period of four years
that will expire at the end of the ordinary
general meeting that will be requested to
approve the annual accounts relating to the
financial year 2014
7.4 Appoint Mr. Jean-Pierre Hansen as director for Mgmt Take No Action
a period of three years that will expire
at the end of the ordinary general meeting
that will be requested to approve the annual
accounts relating to the financial year 2013
7.5 Appoint Mr. William G. McEwan as director for Mgmt Take No Action
a period of three years that will expire
at the end of the ordinary general meeting
that will be requested to approve the annual
accounts relating to the financial year 2013
7.6 Appoint Mr. Mats Jansson as director for a period Mgmt Take No Action
of three years that will expire at the end
of the ordinary general meeting that will be
requested to approve the annual accounts
relating to the financial year 2013
8.1 Upon proposal of the Board of Directors, acknowledge Mgmt Take No Action
that Baron Luc Vansteenkiste, whose
mandate is proposed to be renewed until the
end of the ordinary general meeting that
will be requested to approve the annual
accounts relating to the financial year
2014, satisfies the requirements of independence
set forth by the Belgian Company Code for the
assessment of independence of directors,
and renew his mandate as independent director
pursuant to the criteria of the Belgian
Company Code
8.2 Upon proposal of the Board of Directors, acknowledge Mgmt Take No Action
that Mr. Jacques de Vaucleroy, whose mandate
is proposed to be renewed until the end of
the ordinary general meeting that will
be requested to approve the annual
accounts relating to the financial year 2014,
satisfies the requirements of independence
set forth by the Belgian Company Code for the
assessment of independence of directors,
and renew his mandate as independent director
pursuant to the criteria of the Belgian
Company Code
8.3 Upon proposal of the Board of Directors, acknowledge Mgmt Take No Action
that Mr. Jean-Pierre Hansen, whose appointment
as director is proposed until the end of the
ordinary general meeting that will be
requested to approve the annual accounts
relating to the financial year 2013, satisfies
the requirements of independence set forth
by the Belgian Company Code for the assessment
of independence of directors, and appoint
him as independent director pursuant to the
criteria of the Belgian Company Code
8.4 Upon proposal of the Board of Directors, acknowledge Mgmt Take No Action
that Mr. William G. McEwan, whose appointment
as director is proposed until the end of the
ordinary general meeting that will be
requested to approve the annual accounts
relating to the financial year 2013, satisfies
the requirements of independence set forth
by the Belgian Company Code for the assessment
of independence of directors, and appoint
him as independent director pursuant to the
criteria of the Belgian Company Code
8.5 Upon proposal of the Board of Directors, acknowledge Mgmt Take No Action
that Mr. Mats Jansson, whose appointment
as director is proposed until the end of the
ordinary general meeting that will be
requested to approve the annual accounts
relating to the financial year 2013,
satisfies the requirements of independence
set forth by the Belgian Company Code for the
assessment of independence of directors,
and appoint him as independent director pursuant
to the criteria of the Belgian Company Code
9 Renew the mandate of Deloitte Bedrijfsrevisoren Mgmt Take No Action
/ Reviseurs d'Entreprises S.C. s.f.d. S.C.R.L.,
avenue Louise 240, 1050 Brussels, Belgium,
as statutory auditor, represented by Mr. Michel
Denayer, auditor, or in the event of
inability of Mr. Denayer, by any other partner
of the statutory auditor agreed upon
by the Company, for a period of three years
that will expire at the end of the ordinary
general meeting that will be requested to approve
the annual accounts relating to the financial
year 2013, and approve the yearly audit fees
of the statutory auditor amounting to EUR 726,398
10 Pursuant to article 556 of the Belgian Company Mgmt Take No Action
Code, approve the provision granting to
the holders of the bonds, convertible bonds
or medium-term notes that the Company may
issue within the 12 months following the ordinary
shareholders meeting of May 2011, in
one or several offerings and tranches, with
a maturity or maturities not exceeding 30 years,
for a maximum equivalent aggregate
amount of EUR 1.5 billion, the right to obtain
the redemption, or the right to require
the repurchase, of such bonds or notes for
an amount not in excess of 101% of the outstanding
principal amount plus accrued and unpaid interest
of such bonds or notes, in the event of a change
of control of the Company, as would be provided
in the terms and conditions relating to such
bonds and/or notes. Any such bond or note CONTD
CONT CONTD issue will be disclosed through a press Non-Voting No vote
release, which will summarize the applicable
change of control provision and mention the
total amount of bonds and notes already
issued by the Company that are subject to a
change of control provision approved under
this resolution
11 Pursuant to article 556 of the Belgian Company Mgmt Take No Action
Code, approve the "Change in Control" clause
(and any other clause falling within the scope
of Article 556 of the Belgian Company Code)
as set out in the EUR 600 million five-year
revolving credit facility dated 15 April
2011 entered into among inter alios the Company,
Delhaize America, LLC, Delhaize Griffin SA,
Delhaize The Lion Coordination Center SA,
as Borrowers and Guarantors, the subsidiary
guarantors party thereto, the lenders
party thereto, and Fortis Bank SA/NV, Banc
of America Securities Limited, JP Morgan PLC
and Deutsche Bank AG, London Branch,
as Bookrunning Mandated Lead Arrangers. The
"Change in Control" clause provides
that, in case any person (or persons acting
in concert) gains control over the Company
or becomes the owner of more than 50 per cent
CONTD
CONT CONTD of the issued share capital of the Company, Non-Voting No vote
this will lead to a mandatory prepayment
and cancellation under the credit facility
12.1 Approve the continuation by Delhaize America Mgmt Take No Action
of grants of Restricted Stock Unit Awards
that are delivered to certain members of the
Executive Committee of the Company in equal
installments of one fourth starting at the
end of the second year over a five-year period
following their grant date under the Delhaize
America Restricted Stock Unit Plan
12.2 Approve the continuation by the Company of grants Mgmt Take No Action
of options to certain members of the
Executive Committee of the Company vesting
in equal installments of one third
over a three-year period following their grant
date under the U.S. Delhaize Group 2002 Stock
Incentive Plan
13 Provide, as from the year 2011, (i) to the directors Mgmt Take No Action
in compensation for their positions as
directors, an amount of up to EUR 80,000 per
year per director and (ii) to the Chairman
of the Board, an amount up to EUR 160,000
per year. The above-mentioned amounts will
be increased by an amount of up to EUR 10,000
per year for each member of any standing committee
of the Board of Directors (other than the chair
of the committee), and increased by an amount
of up to EUR 15,000 per year for the Chairman
of any standing committee of the Board of
Directors. The amount to be distributed to
each director shall be decided by the Board
of Directors, within the limits set forth in
the preceding sentence
--------------------------------------------------------------------------------------------------------------------------
DELHAIZE GROUP SA Agenda Number: 703039873
--------------------------------------------------------------------------------------------------------------------------
Security: B33432129
Meeting Type: EGM
Meeting Date: 26-May-2011
Ticker:
ISIN: BE0003562700
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Amendment to the article 9 of the articles of Mgmt Take No Action
association of the Company
2 Amendment to the article 19 of the articles Mgmt Take No Action
of association of the Company
3 Amendment to the article 29 of the articles Mgmt Take No Action
of association of the Company
4 Amendment to the article 30 of the articles Mgmt Take No Action
of association of the Company
5 Amendment to the article 31 of the articles Mgmt Take No Action
of association of the Company
6 Amendment to the article 32 of the articles Mgmt Take No Action
of association of the Company
7 Amendment to article 33 of the articles of association Mgmt Take No Action
of the Company
8 Amendment to the article 34 of the articles Mgmt Take No Action
of association of the Company
9 Amendment to the article 36 of the articles Mgmt Take No Action
of association of the Company
10 Amendment to the article 38 of the articles Mgmt Take No Action
of association of the Company
11 Amendment to the article 39 of the articles Mgmt Take No Action
of association of the Company
12 Removal of the article 47 of the articles of Mgmt Take No Action
association of the Company
13 Amendment to the provisional measure of the Mgmt Take No Action
articles of association of the Company
14 Powers to implement the shareholders resolutions Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
DENA CO.,LTD. Agenda Number: 703157102
--------------------------------------------------------------------------------------------------------------------------
Security: J1257N107
Meeting Type: AGM
Meeting Date: 25-Jun-2011
Ticker:
ISIN: JP3548610009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to: Adopt Restriction to the Mgmt For For
Rights for Odd-Lot Shares
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE LUFTHANSA AG, KOELN Agenda Number: 702923980
--------------------------------------------------------------------------------------------------------------------------
Security: D1908N106
Meeting Type: AGM
Meeting Date: 03-May-2011
Ticker:
ISIN: DE0008232125
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that shareholders must be registered Non-Voting No vote
in beneficial owner name to be eligible to
vote at this meeting. Broadridge will disclose
the beneficial owner information for voted
accounts and blocking may apply. Please contact
your client service representative for further
details. The vote deadline as displayed is
still subject to change as we are currently
still awaiting confirmation on the sub custodian
vote deadlines and will be updating this information
on PE accordingly.
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 18.04.2011. Non-Voting No vote
FURTHER INFORMATION ON COUNTER PROPOSALS CAN
BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE
REFER TO 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 DIRECTLY AT THE COMPANY'S MEETING.
1. Presentation of the adopted annual financial Non-Voting No vote
statements, the approved consolidated financial
statements, the management reports for the
Company and the Group for the 2010 financial
year, the report of the Supervisory Board,
incl the explanatory report of the Executive
Board on the statements pursuant to secs. 289
(4) and (5), 315 (4) of Germany's Commercial
Code (HGB)
2. Appropriation of the distributable profit for Mgmt For For
the 2010 financial year
3. Approval of the remuneration system for Executive Mgmt For For
Board members
4. Approval of Executive Board's acts for the 2010 Mgmt For For
financial year
5. Approval of Supervisory Board's acts for the Mgmt For For
2010 financial year
6. Authorisation to issue convertible bonds and Mgmt Against Against
bonds with warrants attached, profit-participation
rights and/or income bonds (or a combination
of these instruments), cancellation of the
previous authorisation to issue convertible
bonds and bonds with warrants attached, creation
of conditional capital and amendment to the
Articles of Association
7. Appointment of auditors, Group auditors and Mgmt For For
examiners to review interim reports for the
2011 financial year
8. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Mgmt Against Against
Resolution regarding appointment of a Special
Auditor
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE POST AG, BONN Agenda Number: 702951698
--------------------------------------------------------------------------------------------------------------------------
Security: D19225107
Meeting Type: AGM
Meeting Date: 25-May-2011
Ticker:
ISIN: DE0005552004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). FOR QUESTIONS
IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF YOU DO
NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT IN SOME CASES DEPENDING ON Non-Voting No vote
THE PROCESSING OF THE LOCAL SUB CUSTODIAN THESE
SHARES MAY BE BLOCKED. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN BLOCKING
INFORMATION FOR YOUR ACCOUNTS.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 10 Non-Voting No vote
MAY 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED
IN THE BALLOT ON PROXYEDGE.
1. Presentation of the financial statements and Non-Voting No vote
annual report for the 2010 financial year with
the report of the Supervisory Board, the group
financial statements, the group annual report,
and the report pursuant to Sections 289(4),
289(5) and 315(4) of the German Commercial
Code
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 1,502,413,540.85 as follows:
Payment of a dividend of EUR 0.65 per no-par
share EUR 716,553,222.75 shall be carried forward
Ex-dividend and payable date: May 26, 2011
3. Ratification of the acts of the Board of MDs Mgmt For For
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Appointment of auditors for the 2011 financial Mgmt For For
year: Pricewater-houseCoopers AG, Dusseldorf
6. Resolution on the authorization to issue convertible Mgmt Against Against
bonds, warrant bonds, profit-sharing rights
and/or participating bonds (together: 'bonds'),
the creation of contingent capital, and the
corresponding amendment to the articles of
association - The Board of MDs shall be authorized,
with the consent of the Supervisory Board,
to issue bearer and/or registered bonds of
up to EUR 1,000,000,000, conferring conversion
and/or option rights for shares of the company,
on or before May 24, 2016. Shareholders shall
be granted subscription rights except for residual
amounts, for the granting of such rights to
holders of conversion or option rights, for
the issue of bonds conferring conversion and/or
option rights for shares of the company of
up to 10 pct. of the share capital if such
bonds are issued at a price not materially
below their theoretical market value, and for
the issue of bonds against contributions in
kind. Shareholders' subscription rights shall
also be excluded for the issue of profit-sharing
rights and/or participating bonds not conferring
conversion or option rights if these have debenture
like features. The company's share capital
shall be increased accordingly by up to EUR
75,000,000 through the issue of up to 75,000,000
new registered no-par shares, insofar as conversion
and/or option rights are exercised (contingent
capital 2011). - The existing authorization
given by the shareholders' meeting of May 8,
2007, to issue bonds and create a contingent
capital III shall be re-voked
7.a Election to the Supervisory Board: Werner Gatzer Mgmt For For
7.b Election to the Supervisory Board: Thomas Kunz Mgmt For For
7.c Election to the Supervisory Board: Elmar Toime Mgmt For For
7.d Election to the Supervisory Board: Katja Windt Mgmt For For
7.e Election to the Supervisory Board: Hero Brahms Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE TELEKOM AG, BONN Agenda Number: 702916199
--------------------------------------------------------------------------------------------------------------------------
Security: D2035M136
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: DE0005557508
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). FOR QUESTIONS
IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF YOU DO
NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT IN SOME CASES DEPENDING ON Non-Voting No vote
THE PROCESSING OF THE LOCAL SUB CUSTODIAN THESE
SHARES MAY BE BLOCKED. PLEASE CONTACT YOUR
CLIENT SERVICE REPRESENTATIVE TO OBTAIN BLOCKING
INFORMATION FOR YOUR ACCOUNTS.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 27.04.2011. Non-Voting No vote
FURTHER INFORMATION ON COUNTER PROPOSALS CAN
BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE
REFER TO 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 DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED IN THE BALLOT
ON PROXYEDGE.
1. Submission to the shareholders' meeting pursuant Non-Voting No vote
to section 176 (1) sentence 1 of the AktG (Aktiengesetz-German
Stock Corporation Act)
2. Resolution on the appropriation of net income Mgmt For For
3. Resolution on the approval of the actions of Mgmt For For
the members of the Board of Management for
the 2010 financial year
4. Resolution on the approval of the actions of Mgmt For For
Dr. Klaus Zumwinkel, who resigned from the
Supervisory Board, for the 2008 financial year
5. Resolution on the approval of the actions of Mgmt For For
the members of the Supervisory Board for the
2010 financial year
6. Resolution on the appointment of the independent Mgmt For For
auditor and the Group auditor pursuant to section
318 (1) HGB for the 2011 financial year as
well as the independent auditor to review the
condensed financial statements and the interim
management report pursuant to section 37w (5),
section 37y no. 2 WpHG (Wertpapierhandelsgesetz-
German Securities Trading Act) in the 2011
financial year
7. Resolution on the authorization to acquire treasury Mgmt For For
shares and use them with possible exclusion
of subscription rights and any rights to offer
shares as well as of the option to redeem treasury
shares, reducing the capital stock
8. Election of a Supervisory Board member: Dr. Mgmt For For
Hubertus von Grunberg
9. Election of a Supervisory Board member: Dr. Mgmt For For
h.c Bernhard Walter
10. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
T-Systems international GmbH
11. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
DeTeFleetServices GmbH
12. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreemtnt with
DFMG Holding GmbH
13. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreemtnt with
DeTeAssekuranz- Deutsche Telekom Assekuranz-Vermittlungsgesellschaft
mbH
14. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
Vivento Customer Services GmbH
15. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
Vivento Technical Services GmbH
16. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
Deutsche Telekom Accounting GmbH
17. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
Deutsche Telekom Training GmbH
18. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
Norma Telekommunikationsdienste GmbH
19. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
DeTeAsia Holding GmbH
20. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
Traviata Telekommunhicationsdienste GmbH
21. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
Scout24 Holding GmbH
22. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
T-Mobile Worldwide Holding GmbH
23. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
Telekom Deutschland GmbH
24. Resolution regarding approval of the amendment Mgmt For For
to the profit and loss transfer agreement with
MagyarCom Holding GmbH
25. Resolution on the amendment to section 2 of Mgmt For For
the Articles of Incorporation
26. Resolution regarding approval of the settlement Mgmt For For
agreement with the former member of the Board
of Management Kai Uwe Ricke
27. Resolution regarding approval of the settlement Mgmt For For
agreement with the former member of the Supervisory
Board Dr. Klaus Zumwinkel
--------------------------------------------------------------------------------------------------------------------------
DNB NOR ASA, OSLO Agenda Number: 702933335
--------------------------------------------------------------------------------------------------------------------------
Security: R1812S105
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: NO0010031479
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Take No Action
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 Take No Action
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 general meeting by the chairman Non-Voting Take No Action
of the supervisory board
2 Approval of the notice of the general meeting Mgmt Take No Action
and the agenda
3 Election of a person to sign the minutes of Mgmt Take No Action
the general meting along with the chairman
4 Approval of remuneration rates for members of Mgmt Take No Action
the supervisory board, control committee and
election committee
5 Approval of the auditors remuneration Mgmt Take No Action
6 Approval of the 2010 annual report and accounts, Mgmt Take No Action
including the distribution of dividends and
group contributions
7 Election of 10 members and 14 deputies to the Mgmt Take No Action
supervisory board
8 Election of four members and two deputies to Mgmt Take No Action
the control committee, and among these the
committee chairman and vice-chairman
9 Authorisation to the board of directors for Mgmt Take No Action
the repurchase of shares
10 Statement from the board of directors in connection Mgmt Take No Action
with remuneration to senior executives
11 Amendments to the articles of association Mgmt Take No Action
12 Changes in the instructions for the election Mgmt Take No Action
committee
13 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Items notified to the board of directors
by shareholder Sverre T. Evensen: A. Financial
stability - role distribution and impartialityl;
B. A financial structure for a new real economy;
C. Financial services innovation in the best
interests of the atomic customer; D. Shared
economic responsibility and common interests
--------------------------------------------------------------------------------------------------------------------------
DSV AS Agenda Number: 702814016
--------------------------------------------------------------------------------------------------------------------------
Security: K3013J154
Meeting Type: AGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: DK0060079531
--------------------------------------------------------------------------------------------------------------------------
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 PLEASE NOTE THAT IF THE CHAIRMAN OF THE BOARD Non-Voting No vote
OR A BOARD MEMBER IS APPOINTED AS PROXY, WHICH
IS OFTEN THE CASE, CLIENTS CAN ONLY EXPECT
THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE
ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST
VOTES ARE REPRESENTED AT THE MEETING IS TO
SEND YOUR OWN REPRESENTATIVE. THE SUB CUSTODIAN
BANKS OFFER REPRESENTATION SERVICES FOR AN
ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SOME OF SUBCUSTODIANS Non-Voting No vote
IN DENMARK REQUIRE THE SHARES TO BE REGISTERED
IN SEGREGATED ACCOUNTS BY REGISTRATION DEADLINE
IN ORDER TO PROVIDE VOTING SERVICE. PLEASE
CONTACT YOUR GLOBAL CUSTODIAN TO FIND OUT IF
THIS REQUIREMENT APPLIES TO YOUR SHARES AND,
IF SO, YOUR SHARES ARE REGISTERED
IN A SEGREGATED ACCOUNT FOR THIS GENERAL MEETING.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTIONS
"4.A TO 4.G AND 5". THANK YOU.
1 The report of the Supervisory Board and Executive Mgmt For For
Board on the Company's activities in 2010
2 Presentation and adoption of the 2010 Annual Mgmt For For
Report with the audit report and proposal regarding
remuneration to the Supervisory Board
3 Resolution on the distribution of profits or Mgmt For For
covering of losses according to the adopted
2010 Annual Report. The Supervisory Board proposes
distribution of divided of DKK 0.50 per share
4.a Re-election of member of the Supervisory Board: Mgmt For For
Kurt K. Larsen
4.b Re-election of member of the Supervisory Board: Mgmt For For
Erik B. Pedersen
4.c Re-election of member of the Supervisory Board: Mgmt For For
Per Skov
4.d Re-election of member of the Supervisory Board: Mgmt For For
Kaj Christiansen
4.e Re-election of member of the Supervisory Board: Mgmt For For
Annette Sadolin
4.f Re-election of member of the Supervisory Board: Mgmt For For
Birgit W. Norgaard
4.g Election of member of the Supervisory Board: Mgmt For For
Thomas Plenborg
5 Election of auditors. The Supervisory Board Mgmt For For
proposes election of KPMG, Certified
auditing company
6.1 Proposal from the Supervisory Board to reduce Mgmt For For
the share capital, including authorization
to the Supervisory Board effect the capital
reduction and the related amendment of Article
3 of the Articles of Association
6.2 Proposal from the Supervisory Board to adopt Mgmt For For
a new provision in the Articles of Association
on the partial use of electronic communication
and the resulting consequential correction
of Article 7, second paragraph, the
subsequent numbering and article references
in Appendix 1 to the Articles of Association
6.3 Proposal from the Supervisory Board to amend Mgmt For For
Article 14 to the Articles of Association
6.4 Proposal from the Supervisory Board to adopt Mgmt For For
amendments to the Remuneration Policy and
to the General guidelines for incentive pay
for management and staff of DSV A/S
7 Any other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
E.ON AKTIENGESELLSCHAFT EON, DUESSELDORF Agenda Number: 702858032
--------------------------------------------------------------------------------------------------------------------------
Security: D24914133
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: DE000ENAG999
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 20.04.2011. Non-Voting No vote
FURTHER INFORMATION ON COUNTER PROPOSALS CAN
BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE
REFER TO 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 DIRECTLY AT THE COMPANY'S MEETING.
1. Presentation of the adopted Annual Financial Non-Voting No vote
Statements and the approved Consolidated Financial
Statements for the 2010 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 2010 financial year
3. Discharge of the Board of Management for the Mgmt For For
2010 financial year
4. Discharge of the Supervisory Board for the 2010 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 Elections for the Supervisory Board: Baroness Mgmt For For
Denise Kingsmill CBE
6.b Elections for the Supervisory Board: B rd Mikkelsen Mgmt For For
6.c Elections for the Supervisory Board: Ren Obermann Mgmt For For
7.a Election of the auditor for the 2011 financial Mgmt For For
year as well as for the inspection of financial
statements: Election of PricewaterhouseCoopers
Aktiengesellschaft Wirtschaftspruefungsgesellschaft,
Duesseldorf, as the auditor for the annual
as well as the consolidated financial statements
for the 2011 financial year
7.b Election of the auditor for the 2011 financial Mgmt For For
year as well as for the inspection of financial
statements: Election of PricewaterhouseCoopers
Aktiengsellschaft Wirtschaftspruefungsgesellschaft,
Duesseldorf, as the auditor for the inspection
of the abbreviated financial statements and
the interim management report for the first
half of the 2011 financial year
8. Resolution on the modification of Supervisory Mgmt For For
Board compensation and amendment of Articles
of Association
9.a Approval of amendment agreement regarding the Mgmt For For
control and profit and loss transfer agreement
between E.ON AG and E.ON Beteiligungsverwaltungs
GmbH
9.b Approval of amendment agreement regarding the Mgmt For For
control and profit and loss transfer agreement
between E.ON AG and E.ON Energy Trading Holding
GmbH
9.c Approval of amendment agreement regarding the Mgmt For For
control and profit and loss transfer agreement
between E.ON AG and E.ON Finanzanlagen GmbH
9.d Approval of amendment agreement regarding the Mgmt For For
control and profit and loss transfer agreement
between E.ON AG and E.ON Ruhrgas Holding GmbH
--------------------------------------------------------------------------------------------------------------------------
EDP RENOVAVEIS, SA, OVIEDO Agenda Number: 702840376
--------------------------------------------------------------------------------------------------------------------------
Security: E3847K101
Meeting Type: OGM
Meeting Date: 11-Apr-2011
Ticker:
ISIN: ES0127797019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 18 APR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Review and approval, where appropriate, of the Mgmt For For
individual annual accounts of Edp Renovaveis,
S.A. (balance sheet, profit and loss account,
changes to the net assets, cash flow statement
and notes), as well as those consolidated
with its subsidiaries (balance sheet, profit
and loss account, changes to the net assets,
cash flow statement and notes), for the fiscal
year ended on December 31, 2010
2 Review and approval, where appropriate, of the Mgmt For For
proposed application of results for
the fiscal year ended on December 31, 2010
3 Review and approval, where appropriate, of the Mgmt For For
individual management report of Edp Renovaveis,
S.A., the consolidated management report with
its subsidiaries, and its Corporate
Governance Report, for the fiscal year ended
on December 31, 2010
4 Review and approval, where appropriate, of the Mgmt For For
management conducted by the Board of Directors
during the fiscal year ended on December 31,
2010
5 Approval of the remuneration policy for the Mgmt For For
managers of the Company
6.A Reelect Mr. Antonio Luis Guerra Nunes Mexia Mgmt For For
as Director for the term of three (3) years
set in the Bylaws
6.B Reelect Mrs. Ana Maria Machado Fernandes as Mgmt For For
Director for the term of three (3) years
set in the Bylaws
6.C Reelect Mr. Nuno Maria Pestana de Almeida Alves Mgmt For For
as Director for the term of three (3) years
set in the Bylaws
6.D Reelect Mr. Joao Manuel Manso Neto as Director Mgmt For For
for the term of three (3) years set in
the Bylaws
6.E Appoint Mr. Rui Manuel Rodrigues Lopes Teixeira Mgmt For For
as Director for the term of three (3) years
set in the Bylaws
7 Reelection of the Chairperson of the General Mgmt For For
Meeting for a second term of Office
8 Reelection, as Auditors of Edp Renovaveis S.A., Mgmt For For
of KPMG Auditores, S.L. recorded in the
Official Register of Auditors under number
S0702 and with Tax Identification Number B-78510153,
for the year 2010
9 Delegation of powers to the formalization and Mgmt For For
implementation of all resolutions
adopted at the General Shareholders' Meeting,
for the purpose of celebrating the respective
public deed and to permit its interpretation,
correction, addition or development in
order to obtain the appropriate registrations
--------------------------------------------------------------------------------------------------------------------------
EDP-ENERGIAS DE PORTUGAL SA, LISBOA Agenda Number: 702885267
--------------------------------------------------------------------------------------------------------------------------
Security: X67925119
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: PTEDP0AM0009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 798907 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1 Resolve on the individual and consolidated accounts' Mgmt For For
reporting documents for the 2010 financial
year, including the sole management report
(which includes a chapter regarding corporate
governance), the individual accounts and consolidated
accounts, the annual report and the opinion
of the General and Supervisory Board and the
legal certification of individual and consolidated
accounts
2 Resolve on the proposal for the allocation of Mgmt For For
profits in relation to the 2010 financial year
3.A.1 Resolve on the general appraisal of the management Mgmt For For
and supervision of the company, in accordance
with article 455 of the Portuguese Companies
Code: Proposal whose proponent is Parpublica
(SGPS), S.A: Vote of confidence to the General
and Supervisory Board
3.A.2 Resolve on the general appraisal of the management Mgmt For For
and supervision of the company, in accordance
with article 455 of the Portuguese Companies
Code: Proposal whose proponent is Parpublica
(SGPS), S.A: Vote of confidence to the Executive
Board of Directors
3.A.3 Resolve on the general appraisal of the management Mgmt For For
and supervision of the company, in accordance
with article 455 of the Portuguese Companies
Code: Proposal whose proponent is Parpublica
(SGPS), S.A: Vote of confidence to the Statutory
Auditor
3.B Resolve on the general appraisal of the management Mgmt For For
and supervision of the company, in accordance
with article 455 of the Portuguese Companies
Code: Proposal whose proponent is the General
and Supervisory Board
4 Granting of authorization to the Executive Board Mgmt For For
of Directors for the acquisition and sale of
treasury stock by EDP and subsidiaries of EDP
5 Granting of authorization to the Executive Board Mgmt For For
of Directors for the acquisition and sale of
treasury bonds by EDP and subsidiaries of EDP
6 Resolve on the members of the Executive Board Mgmt For For
of Directors remuneration policy presented
by the Remuneration Committee of the General
and Supervisory Board
7 Resolve on the remaining members of corporate Mgmt For For
bodies remuneration policy presented by the
Remuneration Committee elected by the General
Shareholders Meeting
8.A Resolve on the election of two members of the Mgmt For For
General and Supervisory Board, for the current
2009-2011 term of office: Proposal of the election
of Parpublica (SGPS), S.A
8.B Resolve on the election of two members of the Mgmt For For
General and Supervisory Board, for the current
2009-2011 term of office: Proposal of the election
of Jose de Mello Energia, SGPS, S.A
--------------------------------------------------------------------------------------------------------------------------
ELAN CORP PLC Agenda Number: 703030774
--------------------------------------------------------------------------------------------------------------------------
Security: G29539106
Meeting Type: AGM
Meeting Date: 26-May-2011
Ticker:
ISIN: IE0003072950
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and consider the Financial Statements Mgmt For For
for the year ended 31 December 2010
together with the Reports of the Directors
and Auditors thereon
2 To elect Mr. Robert Ingram who retires from Mgmt For For
the Board in accordance with the Articles
of Association
3 To re-elect Mr. Giles Kerr who retires from Mgmt For For
the Board by rotation in accordance
with the requirements of the Articles of Association
4 To re-elect Mr. Kieran McGowan who retires from Mgmt For For
the Board by rotation in accordance with
the requirements of the Combined Code
5 To re-elect Mr. Kyran McLoughlin who retires Mgmt For For
from the Board in accordance with the requirements
of the Combined Code
6 To re-elect Dr. Dennis Selkoe who retires from Mgmt For For
the Board in accordance with the requirements
of the Combined Code
7 To authorise the Directors to fix the remuneration Mgmt For For
of the Auditors
8 That the Directors be and are hereby generally Mgmt Against Against
and unconditionally authorised in substitution
for all existing authorities to exercise all
powers of the Company to allot and issue
all relevant securities (as defined by Section
20 of the Companies (Amendment) Act, 1983)
up to an aggregate nominal amount equal
to the authorised but unissued share capital
of the Company at the conclusion of this
meeting, and the authority hereby conferred
shall expire at the close of business on
25th May 2016 unless previously renewed, varied
or revoked by the Company in general meeting.
Provided however, that the Company may
make an offer or agreement before the expiry
of this authority, which would or might require
any such securities to be allotted or issued
after this authority has expired, and the
Directors may allot and issue any CONTD
CONT CONTD such securities in pursuance of any such Non-Voting No vote
offer or agreement as if the authority conferred
hereby had not expired
9 That, subject to the passing of Resolution 8 Mgmt Against Against
in the Notice of the Meeting, the Directors
be and are hereby empowered pursuant to Section
24 of the Companies (Amendment) Act,
1983 to allot securities (as defined in Section
23 of that Act) for cash pursuant to the authority
conferred by the said Resolution 8
as if sub-section (1) of the said Section 23
did not apply to any such allotment provided
that the power conferred by this Resolution
shall (i) expire at the close of business on
the earlier of the date of the next Annual
General Meeting of the Company or 25th August
2012 unless previously renewed, varied or
revoked and (ii) the amount of such allotment
shall not exceed 30 million shares. The
Company may before such expiry make an offer
or agreement which would or might require equity
securities to be allotted after CONTD
CONT CONTD such expiry and the Directors may allot Non-Voting No vote
equity securities in pursuance of any such
offer or agreement as if the power conferred
hereby had not expired
10 That, subject to the provisions of the Companies Mgmt For For
Act, 1990 (the "1990 Act") and, in particular,
Part XI thereof, the Company and/or any subsidiary
(as such expression is defined by Section
155 of the Companies Act, 1963) of the Company
be and is hereby generally authorised to make
market purchases (as defined by Section
212 of the 1990 Act) of shares of any class
of the Company ("Shares") on such terms and
conditions and in such manner as the Directors
may from time to time determine but subject
to the provisions of the 1990 Act and the following
restrictions and provisions: (a) that the minimum
price which may be paid for any Shares
shall be the nominal value thereof; (b) the
maximum price which may be paid for any Share
(a "Relevant Share") shall be the higher
of the nominal value thereof and an amount
equal CONTD
CONT CONTD to 105 per cent of the average of the Non-Voting No vote
relevant prices of the Shares of the same
class as the Relevant Share in respect of each
of the five Trading Days immediately preceding
the day on which the Relevant Share is purchased;
(c) the aggregate nominal value of the Shares
purchased under this resolution must not exceed
15 per cent of the aggregate nominal value
of the issued share capital of the Company
as at the commencement of business on the day
of the passing of this resolution; (d) for
the purposes of this Resolution the following
expressions have the following meanings: (i)
"Relevant Price" means in respect of any Trading
Day, the closing price on the Exchange of a
Share of the same class as the Relevant Share
for such Trading Day; (ii) The "Exchange"
means the Irish Stock Exchange Limited or any
successor or CONTD
CONT CONTD successors thereof and; (iii) "Trading Non-Voting No vote
Day" means a day on which trading has
taken place on the Exchange in Shares of the
same class as the Relevant Share. The authority
hereby conferred shall expire at the close
of business on the earlier of the date of
the next Annual General Meeting of the Company
or 25th November 2012, unless previously varied,
revoked or renewed in accordance with the
provisions of Section 215 of the 1990 Act.
The Company or any such subsidiary may before
such expiry enter into a contract for the
purchase of Shares which would or might be
wholly or partly executed after such expiry
and may complete any such contract as if the
authority conferred hereby had not expired
11 That, subject to the provisions of the Companies Mgmt Against Against
Act, 1990 (the "1990 Act") including, in
particular, Part XI thereof, for the purposes
of Section 209 of the 1990 Act the re-issue
price range at which any treasury shares (as
defined by Section 209) for the time
being held by the Company may be re-issued
offmarket shall be as follows: (a) the maximum
price at which a treasury share may be
re-issued off-market shall be an amount equal
to 120 per cent of the Relevant Price; and
(b) the minimum price at which a treasury share
may be re-issued off-market shall be an amount
equal to 95 per cent of the Relevant Price;
provided that no treasury share shall be re-issued
at less than the nominal value thereof.
For the purposes of this resolution the following
expressions have the following meanings: (i)
"Relevant Price" means the average CONTD
CONT CONTD of the closing prices on the Exchange Non-Voting No vote
of a Share of the same class as the treasury
share which is to be re-issued for the five
Trading Days immediately preceding
the day on which the treasury share is to be
re-issued; (ii) The "Exchange" means the Irish
Stock Exchange Limited or any successor or
successors thereof; and (iii) "Trading Day"
means a day on which trading has taken place
on The Exchange in Shares of the same class
as the treasury shares which are to be re-issued.
The authority hereby conferred shall expire
at the close of business on the earlier of
the date of the next Annual General
Meeting of the Company or 25th November 2012,
unless previously varied or renewed in
accordance with the provisions of Section 209
of the 1990 Act
12 That a general meeting of the Company, other Mgmt For For
than an Annual General Meeting or a meeting
for the passing of a special resolution, may
be called on not less than fourteen clear
days' notice
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN DIRECTOR NAME FOR RESOLUTION 5. 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.
--------------------------------------------------------------------------------------------------------------------------
ELECTRICITE DE FRANCE, PARIS Agenda Number: 702822518
--------------------------------------------------------------------------------------------------------------------------
Security: F2940H113
Meeting Type: MIX
Meeting Date: 24-May-2011
Ticker:
ISIN: FR0010242511
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0307/201103071100562.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0420/201104201101448.pdf
O.1 Approval of the reports and annual corporate Mgmt For For
financial statements for the financial
year ended on December 31, 2010
O.2 Approval of the reports and consolidated financial Mgmt For For
statements for the financial year ended
on December 31, 2010
O.3 The shareholders' meeting, having considered Mgmt For For
the reports of the board of directors and the
auditors, notes that the distributable income,
due to the prior retained earnings of EUR 4,917,232,754.50,
is of EUR 6,409,521,845.54 and: decides to
set the dividend to EUR 1.15 per share, reminds
that an interim dividend of EUR 0.57 was already
paid on December 17, 2010 and that the remaining
dividend of EUR 1,072,342,663.96, i.e. EUR
0.58 per share, will be paid on June 6, 2011
and will entitle natural persons fiscally domiciliated
in France to the 40 percent allowance. Decides
to appropriate the remaining balance of the
distributable income to the retained earnings.
Global dividend: EUR 2,126,196,661.30. The
shares held by the company, on the day the
dividend is paid, shall not give right to the
dividend payment. The shareholders' meeting
delegates all powers to the board of directors
to take all necessary measures and accomplish
all necessary formalities. As required by law,
it is reminded that, for the last three financial
years, the dividends paid, were as follows:
EUR 1.28 for fiscal year 2007 EUR 1.28 for
fiscal year 2008 EUR 1.15 for fiscal year 2009
O.4 Agreements pursuant to Article L. 225-38 of Mgmt For For
the Commercial Code
O.5 Attendance allowances allocated to the Board Mgmt For For
of Directors
O.6 Renewal of term of the company KPMG SA as principal Mgmt For For
Statutory Auditor
O.7 Renewal of term of the company Deloitte et Associes Mgmt For For
as deputy Statutory Auditor
O.8 Appointment of the company KPMG Audit IS as Mgmt For For
deputy Statutory Auditor
O.9 Renewal of term of the company BEAS as deputy Mgmt For For
Statutory Auditor
O.10 Authorization granted to the Board of Directors Mgmt For For
to trade the Company's shares
E.11 Authorization to the Board of Directors to reduce Mgmt For For
the share capital by cancellation of
treasury shares
E.12 Amendment of Article 10 of the Statutes Mgmt For For
E.13 Amendment of Article 19 of the Statutes Mgmt For For
E.14 Amendment of Article 20 of the Statutes Mgmt For For
E.15 Amendment of Article 24 of the Statutes Mgmt For For
OE.16 Powers for the formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
ELISA CORPORATION, HELSINKI Agenda Number: 702786849
--------------------------------------------------------------------------------------------------------------------------
Security: X1949T102
Meeting Type: AGM
Meeting Date: 25-Mar-2011
Ticker:
ISIN: FI0009007884
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 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
report of the board of directors and
the auditor's report for the year 2010
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 that a dividend
of EUR 0.90 per share be paid
9 Resolution on the discharge of the members of Mgmt For For
the board of directors and the CEO from liability
10 Resolution on the remuneration of the board Mgmt For For
of directors
11 Proposal by the compensation and nomination Mgmt For For
committee of Elisa's board of directors to
the AGM to decide the number of Board Members
to be five
12 Proposal by the compensation and nomination Mgmt For For
committee of Elisa's board of directors to
the AGM to re-elect: A. Lehtoranta, R. Lind,
L. Niemisto, E. Palin-Lehtinen and R. Siilasmaa
as board members
13 Resolution on the remuneration of the auditor Mgmt For For
14 Resolution on the number of auditors. The board's Mgmt For For
audit committee proposes that one auditor
be elected
15 Election of auditor. The board's audit committee Mgmt For For
proposes that KPMG Oy Ab be re-elected
16 Authorising the board of directors to decide Mgmt For For
on the distribution of funds from unrestricted
equity
17 Authorising the board of directors to decide Mgmt For For
on the repurchase of the company's
own shares
18 Closing of the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF DIRECTOR NAMES IN RESOLUTION 12. 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.
--------------------------------------------------------------------------------------------------------------------------
ENAGAS S A Agenda Number: 702797424
--------------------------------------------------------------------------------------------------------------------------
Security: E41759106
Meeting Type: OGM
Meeting Date: 25-Mar-2011
Ticker:
ISIN: ES0130960018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE MEETING DATE HAS BEEN CHANGED Non-Voting No vote
FROM 24 MARCH TO 25 MARCH 2011. 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.
1 Examination and approval, if any, of the Annual Mgmt For For
Accounts (Balance Sheet, Profit and Loss
Account, the rule which reflects changes in
equity for the year, cash flow statements
and Annual Report) and Management Report for
the fiscal year 2010 both Enagas, Limited
and its Consolidated Group
2 Approval, if any, of the proposed implementation Mgmt For For
of the results of Enagas, Incorporated for
the fiscal year 2010
3 Approval, if appropriate, the management of Mgmt For For
the Board of Directors of Enagas, Incorporated
for the fiscal year 2010
4 Re-election of Deloitte Limited Company as Auditor Mgmt For For
of Enagas, Limited and its consolidated Group
for the fiscal year 2011
5.1 Modification of the following article of the Mgmt For For
Bylaws: Article 1 (Designation)
5.2 Modification of the following article of the Mgmt For For
Bylaws: Article 8 (Rights of members)
5.3 Modification of the following article of the Mgmt For For
Bylaws: Article 10 (Usufruct of shares)
5.4 Modification of the following article of the Mgmt For For
Bylaws: Article 11 (Pledge of shares)
5.5 Modification of the following article of the Mgmt For For
Bylaws: Article 14 (Right of preferent
subscription)
5.6 Modification of the following article of the Mgmt For For
Bylaws: Article 15 (Reduction of capital through
the purchase of own shares)
5.7 Modification of the following article of the Mgmt For For
Bylaws: Article 16 (Sigue of obligations)
5.8 Modification of the following article of the Mgmt For For
Bylaws: Article 18 (General Meeting)
5.9 Modification of the following article of the Mgmt For For
Bylaws: Article 21 (Extraordinary
meetings)
5.10 Modification of the following article of the Mgmt For For
Bylaws: Article 22 (Call of meeting)
5.11 Modification of the following article of the Mgmt For For
Bylaws: Article 23 (Singular call)
5.12 Modification of the following article of the Mgmt For For
Bylaws: Article 26 (Special quorum)
5.13 Modification of the following article of the Mgmt For For
Bylaws: Article 27 (Attendance at meetings,
representation and voting)
5.14 Modification of the following article of the Mgmt For For
Bylaws: Article 32 (Minutes)
5.15 Modification of the following article of the Mgmt For For
Bylaws: Article 33 (Notarial minute)
5.16 Modification of the following article of the Mgmt For For
Bylaws: Article 34 (Contestation of the decisions
of the minute)
5.17 Modification of the following article of the Mgmt For For
Bylaws: Article 35 (Council Composition)
5.18 Modification of the following article of the Mgmt For For
Bylaws: Article 42 (Contestation of decisions)
5.19 Modification of the following article of the Mgmt For For
Bylaws: Article 44 (Audit and Compliance)
5.20 Modification of the following article of the Mgmt For For
Bylaws: Article 47 (Personal)
5.21 Modification of the following article of the Mgmt For For
Bylaws: Article 50 (Appointment of auditors)
5.22 Modification of the following article of the Mgmt For For
Bylaws: Article 52 (Application of results)
5.23 Modification of the following article of the Mgmt For For
Bylaws: Article 54 (Dividend refund)
6.1 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 4 (Powers of the Board)
6.2 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 5 (Call of General Meeting)
6.3 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 7 (Shareholders right to information)
6.4 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 9 (Right to attend)
6.5 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 10 (Right of representation)
6.6 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 11 (Right of vote)
6.7 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 12 (Organization and constitution of
the General Meeting)
6.8 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 13 (General Meeting Development)
6.9 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 14 (Assistance and intervention of
others)
6.10 Modification of the following article of the Mgmt For For
Regulations of the Shareholders General meeting:
Article 15 (Minutes of the Meeting)
7.1 Re-election as Directors for the statutory period Mgmt For For
of four years of Jesus David Alvarez Mezquiriz.
Mr Alvarez Mezquiriz is considered Independent
director
7.2 Re-election as Directors for the statutory period Mgmt For For
of four years of Mr. Luis Javier Navarro
Vigil. Mr. Navarro Vigil is considered External
director
7.3 Re-election as Directors for the statutory period Mgmt For For
of four years of Caja de Ahorros de Valencia,
Castellon y Alicante (BANCAJA). BANCAJA has
the condition of Dominical director
7.4 Re-election as Directors for the statutory period Mgmt For For
of four years of Sultan Hamed Khamis Al
Burtamani. Mr. Al Burtamani is considered to
be proposed by the Director Proprietary shareholder
Oman OilHoldings Spain, Sociedad Limitada
Sole
8 Approval of the remuneration of members of the Mgmt For For
Governing Council for 2011
9 Authorization to the Board of Directors to issue Mgmt Against Against
bonds or other fixed income securities, for
an amount of four billion euros (four billion
euros) within five years from the approval
of the Board
10 Explanatory report on the matters referred to Mgmt For For
in Article 116 bis of the Securities
Exchange Act
11 Delegation of powers to complement, develop, Mgmt For For
execute, correct and formalize the resolutions
adopted by the General Meeting of Shareholders
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
OF TEXT IN RESOLUTIONS 5.1, 7.1, 7.2 AND 7.3.
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.
--------------------------------------------------------------------------------------------------------------------------
ENEL ENTE NAZIONALE PER L'ENERGIA ELETTRICA SPA, ROMA Agenda Number: 702919309
--------------------------------------------------------------------------------------------------------------------------
Security: T3679P115
Meeting Type: MIX
Meeting Date: 29-Apr-2011
Ticker:
ISIN: IT0003128367
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 806416 DUE TO RECEIPT OF DIRECTORS' NAMES.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
O.1 Financial statements as of December 31, 2010. Mgmt For For
Reports of the Board of Directors, of the Board
of Statutory Auditors and of the External Auditors.
Related resolutions. Presentation of the consolidated
financial statements for the year ended December
31, 2010
O.2 Allocation of the net income of the year Mgmt For For
O.3 Determination of the number of the members of Mgmt For For
the Board of Directors
O.4 Determination of the term of the Board of Directors Mgmt For For
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES Non-Voting No vote
TO BE ELECTED AS DIRECTORS, THERE IS ONLY 1
VACANCY AVAILABLE TO BE FILLED AT THE MEETING.
THE STANDING INSTRUCTIONS FOR THIS MEETING
WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2 SLATES.
THANK YOU.
O.5.1 The slate filed by the Italian Ministry of Economy Shr Against For
and Finance, which owns approximately 31.24%
of Enel SpA's share capital is composed of
the following candidates: 1. Mauro Miccio,
2. Paolo Andrea Colombo (nominated for the
Chairmanship), 3. Fulvio Conti, 4. Lorenzo
Codogno, 5. Fernando Napolitano and 6. Gianfranco
Tosi
O.5.2 The slate filed by a group of 19 mutual funds Shr No vote
and other institutional investors (1), which
together own approximately 0.98% of Enel SpA's
share capital is composed of the following
candidates: 1. Angelo Taraborrelli, 2. Alessandro
Banchi and 3. Pedro Solbes
O.6 Election of the Chairman of the Board of Directors Mgmt For For
O.7 Determination of the remuneration of the members Mgmt For For
of the Board of Directors
O.8 Appointment of the External Auditors for the Mgmt For For
period 2011-2019 and determination of the remuneration
E.1 Harmonization of the Bylaws with the provisions Mgmt For For
of: (a) Legislative Decree of January 27, 2010,
No. 27 concerning the participation to the
shareholders' meeting by electronic means;
amendment of article 11 of the Bylaws, and
(b) Regulation concerning the transactions
with related parties, adopted by Consob with
Resolution No. 17221 of March 12, 2010; amendment
of articles 13 and 20 of the Bylaws
--------------------------------------------------------------------------------------------------------------------------
ENI S P A Agenda Number: 702960065
--------------------------------------------------------------------------------------------------------------------------
Security: T3643A145
Meeting Type: OGM
Meeting Date: 05-May-2011
Ticker:
ISIN: IT0003132476
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting Take No Action
ID 809585 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO POSTPONEMENT Non-Voting Take No Action
OF MEETING DATE FROM 29 APR 2011 TO 05 MAY
2011. 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.
1 Eni Financial Statements at December 31, 2010. Mgmt Take No Action
Related deliberations. Eni consolidated Financial
Statements at December 31, 2010. Reports of
the Directors, of the Board of Statutory Auditors
and of the Audit Firm
2 Allocation of net profit Mgmt Take No Action
3 Determination of the number of the Board of Mgmt Take No Action
Directors' members
4 Determination of the Directors' term Mgmt Take No Action
0 PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES Non-Voting Take No Action
OF CANDIDATES TO BE ELECTED AS DIRECTORS, THERE
IS ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU CHOOSE,
YOU ARE REQUIRED TO VOTE FOR ONLY 1 OF THE
2 SLATES. THANK YOU.
5.1 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Appointment of the Directors: List
presented by Ministero dell'Economia e delle
Finanze holding 3.9% of company stock capital:
1. RECCHI Giuseppe (Chairman) 2. SCARONI Paolo
3. GATTO Carlo Cesare 4. MARCHIONI Paolo 5.
RESCA Mario 6. PETRI Roberto
5.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Appointment of the Directors: List
presented by some Institutional Investors holding
0.903% of company stock capital: 1. PROFUMO
Alessandro 2. TARANTO Francesco 3. LORENZI
Alessandro
6 Appointment of the Chairman of the Board of Mgmt Take No Action
Directors
7 Determination of the remuneration of the Chairman Mgmt Take No Action
of the Board of Directors and of the Directors
0 PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES Non-Voting Take No Action
OF CANDIDATES TO BE ELECTED AS AUDITORS THERE
IS ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU CHOOSE,
YOU ARE REQUIRED TO VOTE FOR ONLY 1 OF THE
2 SLATES. THANK YOU.
8.1 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Appointment of the Statutory Auditors:
List presented by Ministero dell'Economia e
delle Finanze holding 3.9% of company stock
capital: Effective Internal Auditor: 1. FERRANTI
Roberto 2. FUMAGALLI Paolo 3. RIGHETTI Renato,
Alternate Internal Auditor: 1. BILOTTI Francesco
8.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Take No Action
PROPOSAL: Appointment of the Statutory Auditors:
List presented by some Institutional Investors
holding 0.903% of company stock capital: Effective
Internal Auditor: 1. MARINELLI Ugo 2. GIORGIO
Silva, Alternate Internal Auditor: 1. LAURI
Maurizio 2. SPANO' Pierumberto
9 Appointment of the Chairman of the Board of Mgmt Take No Action
Statutory Auditors
10 Determination of the remuneration of the Chairman Mgmt Take No Action
of the Board of Statutory Auditors and of the
effective Statutory Auditors
11 Compensation of the Court of Auditors' Representative Mgmt Take No Action
in charge of the financial monitoring of Eni
--------------------------------------------------------------------------------------------------------------------------
ERAMET SA Agenda Number: 702903508
--------------------------------------------------------------------------------------------------------------------------
Security: F3145H130
Meeting Type: MIX
Meeting Date: 11-May-2011
Ticker:
ISIN: FR0000131757
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0404/201104041101040.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0422/201104221101527.pdf
O.1 Annual financial statements for the financial Mgmt For For
year 2010
O.2 Consolidated financial statements for the financial Mgmt For For
year 2010
O.3 Regulated Agreements pursuant to Articles L. Mgmt For For
225-38 et seq. of the Commercial Code
O.4 Allocation of income and setting the dividend Mgmt For For
O.5 Decision to not renew Mr. Pierre-Noel Giraud's Mgmt For For
term as Board member; appointment
of Mrs. Josseline de Clausade as Board member
O.6 Decision to not renew Mr. Jacques Rossignol's Mgmt For For
term as Board member; appointment
of Mrs. Manoelle Lepoutre as Board member
O.7 Decision to not renew Mr. Cyrille Duval's term Mgmt For For
as Board member; appointment of the company
SORAME as Board member, represented by Mr.
Cyrille Duval
O.8 Decision to not renew Mr. Patrick Duval's term Mgmt For For
as Board member; appointment of the company
CEIR as Board member, represented by Mr. Patrick
Duval
O.9 Ratification of the cooptation of Mr. Sebastien Mgmt For For
de Montessus as Board member, in substitution
of Mr. Remy Autebert, resigning
O.10 Ratification of the cooptation of Mr. Michel Mgmt For For
Quintard as Board member, in substitution
of Mr. Pierre Frogier, resigning
O.11 Decision to not renew Mr. Sebastien de Montessus's Mgmt For For
term as Board member; appointment of Mr.
Frederic Tona as Board member
O.12 Renewal of Mr. Patrick Buffet's term as Board Mgmt For For
member
O.13 Renewal of Mr. Edouard Duval's term as Board Mgmt For For
member
O.14 Renewal of Mr. Georges Duval's term as Board Mgmt For For
member
O.15 Renewal of Mr. Gilbert Lehmann's term as Board Mgmt For For
member
O.16 Renewal of Mr. Louis Mapou's term as Board member Mgmt For For
O.17 Renewal of Mr. Michel Somnolet's term as Board Mgmt For For
member
O.18 Renewal of Mr. Antoine Treuille's term as Board Mgmt For For
member
O.19 Renewal of term of the company AREVA as Board Mgmt For For
member, represented by Mr. Sebastien de
Montessus
O.20 Authorization to trade Company' shares Mgmt For For
O.21 Authorization to trade Company' shares during Mgmt For For
public offers
E.22 Authorization to reduce share capital by cancellation Mgmt For For
of shares
E.23 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase share capital by
issuing common shares or any securities providing
access to capital while maintaining
shareholders' preferential subscription rights
E.24 Delegation of authority granted to the Board Mgmt For For
of Directors for incorporation of reserves,
profits, premiums or other amounts which capitalization
is authorized
E.25 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase share capital by
issuing common shares or any securities providing
access to capital with cancellation
of shareholders' preferential subscription
rights
E.26 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase share capital by
issuing common shares or any securities providing
access to capital, in consideration
for in-kind contributions of equity securities
or securities providing access to capital
with cancellation of shareholders' preferential
subscription rights
E.27 Limiting the amount of issuances Mgmt For For
E.28 Option to use the authorization during public Mgmt For For
offers
E.29 Delegation of authority granted to the Board Mgmt For For
of Directors to increase capital reserved for
employees
E.30 Amendment of Article 10 of the Statutes - Bonds Mgmt For For
E.31 Amendment of Article 11 of the Statutes - Board Mgmt For For
of Directors
E.32 Amendment of Article 21 of the Statutes - Regulations Mgmt For For
common to Shareholders' General Meetings
E.33 Powers Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
ERSTE GROUP BANK AG, WIEN Agenda Number: 702971575
--------------------------------------------------------------------------------------------------------------------------
Security: A19494102
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: AT0000652011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO DELETION Non-Voting No vote
OF POA COMMENT. 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.
1 Presentation of the approved annual financial Mgmt For For
statements, the management report and
the corporate governance report of the Management
Board as well as the report of the Supervisory
Board for the financial year 2010, and
presentation of the group financial statements
and the group management for the financial
year 2010
2 Resolution on the appropriation of the profit Mgmt For For
3 Grant of discharge to the members of a. the Mgmt For For
Management Board and b. the Supervisory
Board with regard to financial year 2010
4 Resolution on the remuneration of the members Mgmt For For
of the Supervisory Board
5 Appointment of an additional auditor and group Mgmt For For
auditor for the audit of the annual financial
statements and the management report as well
as the group financial statements and the
group management report for the financial year
2012
6 Approval of the acquisition of own shares for Mgmt For For
the purpose of securities trading
7 Authorisation for the acquisition of own shares Mgmt For For
for no designated purpose subject to the
exclusion of trading in own shares as purpose
of the acquisition, and authorisation
to divest acquired shares as consideration
for the acquisition or the financing of the
acquisition of companies, businesses, business
divisions or holdings in one or more corporations
domestically or abroad, hence by other means
than via the stock exchange or a public offering
and by analogous application of the provisions
regarding the exclusion of subscription
rights of the shareholders
8 Approval of the acquisition of own participation Mgmt For For
certificates for the purpose of securities
trading, and the authorisation to divest acquired
participation certificates by other means than
via the stock exchange or a public offering
and by analogous application of the provisions
regarding the exclusion of subscription
rights of the shareholders
9 Authorisation for the acquisition of own participation Mgmt For For
certificates for no designate purpose subject
to the exclusion of trading in own participation
certificates as purpose of the acquisition,
and the authorisation to divest acquired
participation certificates by other means than
via the stock exchange or a public
offering and by analogous application of the
provisions regarding the exclusion of subscription
rights of the shareholders
10 Resolution on amendments of the articles of Mgmt For For
association
--------------------------------------------------------------------------------------------------------------------------
ESPRIT HLDGS LTD Agenda Number: 702659408
--------------------------------------------------------------------------------------------------------------------------
Security: G3122U145
Meeting Type: AGM
Meeting Date: 24-Nov-2010
Ticker:
ISIN: BMG3122U1457
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR ALL
RESOLUTIONS. THANK YOU.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20101026/LTN20101026257.pdf
1 To receive and consider the audited consolidated Mgmt For For
financial statements and the Reports of the
Directors and Auditors of the Group for the
year ended 30 June 2010
2 To approve a final dividend of 0.67 Hong Kong Mgmt For For
dollar per share for the year ended 30 June
2010
3.i To re-elect Mr. Paul Cheng Ming Fun as Director Mgmt For For
3.ii To re-elect Mr. Alexander Reid Hamilton as Director Mgmt For For
3.iii To re-elect Mr. Raymond Or Ching Fai as Director Mgmt For For
3.iv To authorize the Board to fix the Directors' Mgmt For For
fees
4 To re-appoint Messrs. PricewaterhouseCoopers Mgmt For For
as Auditors and authorize the Directors
to fix their remuneration
5 To grant a general mandate to the Directors Mgmt For For
to purchase shares not exceeding 10% of the
issued share capital of the Company as at the
date of passing of the resolution
6 Subject to restriction on discount at 10% or Mgmt Against Against
more and restriction on refreshment
as stated in the circular to the shareholders
of the Company dated 26 October 2010,
to grant a general mandate to the Directors
to issue, allot and deal with additional shares
not exceeding 5% of the issued share capital
of the Company as at the date of passing of
the resolution
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
ESSILOR INTERNATIONAL SA Agenda Number: 702859161
--------------------------------------------------------------------------------------------------------------------------
Security: F31668100
Meeting Type: MIX
Meeting Date: 05-May-2011
Ticker:
ISIN: FR0000121667
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0323/201103231100808.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0415/201104151101308.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year ended on December 31,
2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year ended on December 31,
2010
O.3 Allocation of income and setting the dividend Mgmt For For
O.4 Agreement pursuant to Article L. 225-38 of the Mgmt For For
Commercial Code - Compensation for breach of
employment contract of Mr. Sagnieres
O.5 Agreements pursuant to Article L. 225-38 of Mgmt For For
the Commercial Code
O.6 Renewal of Mr. Hubert Sagnieres' term as Board Mgmt For For
member
O.7 Renewal of Mr. Philippe Alfroid's term as Board Mgmt For For
member
O.8 Renewal of Mr. Yi He's term as Board member Mgmt For For
representing employee shareholders
O.9 Renewal of Mr. Maurice Marchand-Tonel's term Mgmt For For
as Board member
O.10 Renewal of Mrs. Aicha Mokdahi's term as Board Mgmt For For
member representing employee shareholders
O.11 Renewal of Mr. Michel Rose's term as Board member Mgmt For For
O.12 Repurchasing shares of the Company Mgmt For For
E.13 Authorization to be granted to the Board of Mgmt Against Against
Directors to carry out the share capital increase
by issuing shares reserved for members of a
company savings plan
E.14 Delegation of authority granted to the Board Mgmt Against Against
of Directors to issue share subscription warrants
for free allocation to shareholders in the
event of public offer involving the Company's
stocks
E.15 Powers to execute decisions of the Ordinary Mgmt For For
and Extraordinary General Meeting
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
ETABLISSEMENTEN FRANZ COLRUYT NV, HALLE Agenda Number: 702577149
--------------------------------------------------------------------------------------------------------------------------
Security: B26882165
Meeting Type: OGM
Meeting Date: 15-Sep-2010
Ticker:
ISIN: BE0003775898
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Approve the annual report of the Board of Directors, Mgmt Take No Action
of the Auditor's report and the report of
the work council on the annual financial statements
and the consolidated annual financial statements
2.A Adopt the annual financial statements Mgmt Take No Action
2.B Adopt the consolidated financial statements Mgmt Take No Action
3 Approve the allocation of a gross dividend of Mgmt Take No Action
4.48 EUR per share upon presentation
of coupon number 12
4 Approve the participation in the profit Mgmt Take No Action
5 Approve that the profit share to the Company's Mgmt Take No Action
Employees who have elected to take their share
in the profits
6 Grant discharge to the Directors Mgmt Take No Action
7 Grant discharge to the Statutory Auditor Mgmt Take No Action
8.A Approve to renew the mandate of Mr. Jozef Colruyt Mgmt Take No Action
for a period of 4 years
8.B Appointment of Mr. Wim Colruyt as a Director Mgmt Take No Action
for a period of 4 years
9 Re-appoint the CVBA KPMG, Company Auditors for Mgmt Take No Action
a period of 3 years
10 Other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
ETABLISSEMENTEN FRANZ COLRUYT NV, HALLE Agenda Number: 702622451
--------------------------------------------------------------------------------------------------------------------------
Security: B26882165
Meeting Type: EGM
Meeting Date: 12-Oct-2010
Ticker:
ISIN: BE0003775898
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 743323 DUE TO CHANGE IN VOTING STATUS AND
ADDITION OF RESOLUTIONS. ALL VOTES RECEIVED
ON THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting No vote
OWNER SIGNED POWER OF ATTORNEY (POA) MAY BE
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
1.1 Approval of the Report of the Board of Directors Mgmt Take No Action
of 07 SEP 2010 to split the Etn. Fr. Colruyt
N.V. share and VVPR strip
1.2 Approval to split the share and the VVPR strip Mgmt Take No Action
of NV Etn. Franz. Colruyt
2.1 Approval of the Report of the Board of Directors Mgmt Take No Action
of 07 SEP 2010 concerning the capital increase
in the favour of the employees
2.2 Approval of the Report of CVBA KPMG drawn up Mgmt Take No Action
on 16 SEP 2010
2.3 Proposal to issue a maximum of 1,000,000 new Mgmt Take No Action
registered shares without face value, under
the conditions described in the report of the
Board of Directors mentioned above
2.4 Proposal to set the issue price on the basis Mgmt Take No Action
of the average stock market price of the ordinary
Colruyt share over the 30 days preceding the
EGM that will decide upon this issue, after
application of a maximum discount of 20%
2.5 Proposal to waive the pre-emptive subscription Mgmt Take No Action
right to these shares as given to shareholders
by Article 595 and onwards of the Companies
Code, in the favour of employees as mentioned
above, in the interests of the Company
2.6 Proposal to increase the share capital, under Mgmt Take No Action
the suspensive condition of subscription, by
the issue of the new shares mentioned above,
under the conditions specified above, and at
the issue price set by the EGM, Proposal to
set the maximum amount by which the share capital
can be increased after subscription, by multiplying
the issue price of the new shares set by the
EGM with the maximum number of new shares to
be issued, subscription to the new shares shall
be reserved for employees of the Company and
its related companies, as specified above,
the capital shall only be increased in the
event of subscription, and this by the amount
of this subscription, if the number of shares
subscribed to is greater than the specified
maximum number of new shares to be issued,
there shall be a distribution whereby in the
first instance the possibility of obtaining
the maximum tax benefit for each employee shall
be considered, and in the next stage a proportionate
decrease shall be applied in relation to the
number of shares subscribed to by each employee
2.7 It is proposed to open the subscription period Mgmt Take No Action
on 18 OCT 2010 and close it on 18 NOV 2010
2.8 Proposal to authorize the Board of Directors Mgmt Take No Action
to receive the subscription applications, to
collect and receive the contributions, at the
end of the subscription period to determine
the number of shares subscribed as well as
the subscribed amount, to set the capital increase
by this amount within the maximum amount set
by the EGM, and to certify by notary the realization
of the capital increase within the same limit,
the payment of it in cash, as well as the resulting
change of the amount of the share capital and
the number of shares stated in Article 5 "Share
capital" of the Articles of association, and
to execute the resolutions of the EGM for all
these transactions, and to this end to set
all conditions, insofar as they have not been
set by the EGM, to conclude all agreements,
and in general to take any action necessary
3.1.A Special report of the Board of Directors dated Mgmt Take No Action
07 SEP 2010 by virtue of Article 604 of the
Companies Code
3.1.B Proposal to increase the amount by which the Mgmt Take No Action
Board of Directors is authorized to increase
the share capital to 200,000,000 Euro and to
amend the wording of Article 6 accordingly
3.1.C Proposal to extend the authorization of the Mgmt Take No Action
Board of Directors to increase the share capital
within the limits of the authorized capital
for a period of 5 years commencing on 12 OCT
2010
3.1.D Proposal to renew the authorization of the Board Mgmt Take No Action
of Directors to increase the subscribed capital
by virtue of Article 6 of the Articles of Association,
under the conditions set forth in Article 607,
Paragraph 2 of the Companies Code - as of the
time the Company has been notified by the Banking,
Finance and Insurance Commission of a public
take-over bid on the securities of the Company,
the authorization is granted for a term of
3 years as from the date of the EGM deciding
thereupon
3.2 Proposal to extend the possibility for the Board Mgmt Take No Action
of Directors to acquire treasury shares of
the Company without a decision of the General
Meeting being required, insofar as this is
imperative to prevent the Company suffering
serious and imminent harm (as set forth in
Article 12, paragraph 4 of the Articles of
Association and in Article 610, paragraph 1,
Sections 3 and 4 of the Companies Code), for
a period of 3 years commencing on the date
of the EGM approving this item on the agenda
3.3 Proposal to renew the authority the Board of Mgmt Take No Action
Directors to sell, without prior approval of
the General Meeting being required, any shares
it may have acquired under the above authorization,
provided these are listed (Article 622, Paragraph
2, Section 2, 1 of the Companies Code and Article
12, Paragraph 5 of the Articles of Association)
for a period of 3 years as of the present amendment
to the Articles of Association
3.4 Proposal to extend the possibility to sell the Mgmt Take No Action
shares acquired by the Board of Directors,
on the Stock Exchange or as a result of an
offer for sale sent to all shareholders under
the same conditions, so as to prevent the Company
suffering serious and imminent harm (Article
622 Paragraph 2, Section 2, 2 of the Companies
Code and Article 12, Paragraph 5 of the Articles
of Association), this possibility will exist
for a period of three years as of the publication
of the present amendment to the Articles of
Association; it may be extended by the General
Meeting in accordance with the legal requirements
in this respect
4 Approval Modification Article 20 Mgmt Take No Action
5 Approval to authorize the Board of Directors Mgmt Take No Action
of the Company to execute the decisions of
the EGM and to take any action necessary to
that end
6 Other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
EUROPEAN AERONAUTIC DEFENCE & SPACE CO EADS NV Agenda Number: 702964998
--------------------------------------------------------------------------------------------------------------------------
Security: F17114103
Meeting Type: AGM
Meeting Date: 26-May-2011
Ticker:
ISIN: NL0000235190
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening and general introductory statements Non-Voting No vote
2 Presentation by the Chairman and the Chief Executive Non-Voting No vote
Officer, including Report by the Board
of Directors in respect of the: 1) Corporate
governance statement; 2) Policy on dividends;
3) Report on the business and financial
results of 2010
3 Discussion of all Agenda items Non-Voting No vote
4.1 Adoption of the audited accounts for the financial Mgmt For For
year 2010
4.2 Approval of the result allocation, distribution Mgmt For For
and payment date
4.3 Release from liability of the members of the Mgmt For For
Board of Directors
4.4 Appointment of Ernst & Young Accountants LLP Mgmt For For
as co-auditor for the financial year 2011
4.5 Appointment of KPMG Accountants N.V. as co-auditor Mgmt For For
for the financial year 2011
4.6 Amendment of Articles 21, 22, 23 and 24 of the Mgmt For For
Company's Articles of Association
4.7 Approval of the compensation and remuneration Mgmt For For
policy of the members of the Board of Directors
4.8 Delegation to the Board of Directors of powers Mgmt Against Against
to issue shares and to set aside preferential
subscription rights of existing shareholders
4.9 Cancellation of shares repurchased by the Company Mgmt For For
4.10 Renewal of the authorisation for the Board of Mgmt For For
Directors to repurchase shares of the Company
5 Closing of the Meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
EXOR S.P.A., TORINO Agenda Number: 702919690
--------------------------------------------------------------------------------------------------------------------------
Security: T3833E113
Meeting Type: MIX
Meeting Date: 28-Apr-2011
Ticker:
ISIN: IT0001353140
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 29 APR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
A.1 Separated balance sheet as of 31 December 2010 Mgmt For For
and related resolutions
A.2 Resolutions related to the board of directors Mgmt For For
A.3 Resolutions concerning purchase and sale of Mgmt For For
own shares
A.4 Assignment of accounts legal auditing office Mgmt For For
for fiscal years from 2012 to 2020
E.1 Proposal to amend art. 10, 11, 12, 13, 14, 16, Mgmt For For
18, 23 and 25 of the bylaws and to name
title seven of the same. Related and consequential
resolutions
--------------------------------------------------------------------------------------------------------------------------
EXPERIAN PLC Agenda Number: 702523716
--------------------------------------------------------------------------------------------------------------------------
Security: G32655105
Meeting Type: AGM
Meeting Date: 21-Jul-2010
Ticker:
ISIN: GB00B19NLV48
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the report of the Directors and the Mgmt For For
financial statements of the Company for
the YE 31 MAR 2010, together with the report
of the Auditors
2 Approve the report on Directors' remuneration Mgmt For For
contained in the financial statements
and reports of the Company for the YE 31 MAR
2010
3 Election of Judith Sprieser as a Director of Mgmt For For
the Company
4 Election of Paul Walker as a Director of the Mgmt For For
Company
5 Re-elect Alan Jebson as a Director of the Company Mgmt For For
6 Re-elect Don Robert as a Director of the Company Mgmt For For
7 Re-elect David Tyler as a Director of the Company Mgmt For For
8 Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors of the Company to hold office until
the conclusion of the next AGM of the Company
9 Authorize the Directors to determine the remuneration Mgmt For For
of the Auditors
10 Authorize the Directors, by Article 10.2 of Mgmt Against Against
the Company's Articles of Association
be renewed and for this purpose the authorized
allotment amount shall be: a) USD 34,163,578
of relevant securities (as defined in the
Articles of Association of the Company);
and b) solely in connection with an allotment
pursuant to an offer by way of a rights issue
(as defined in the Articles of Association
of the Company); USD 68,327,156 of relevant
securities, comprising equity securities
(each as defined in the Articles of Association
of the Company) (such amount to be reduced
by the nominal amount of any relevant securities
(as defined in the Articles of Association
of the Company) issued under Paragraph (a)
of this resolution), with the Allotment Period
being the period commencing on 21 JUL 2010;
and CONTD
CONTD CONTD Authority expires the earlier of the Non-Voting No vote
conclusion of the next AGM of the Company to
be held in 2011 or, if earlier, 20 OCT 2011
; and, authorize the Directors to allot relevant
securities after the expiry of this authority
in pursuance of such an offer or agreement
made prior to such expiry
S.11 Authorize the Directors, subject to the passing Mgmt Against Against
of Resolution 10 above, by Article 10.3
of the Company's Articles of Association shall
be renewed and for this purpose the Non-pre-emptive
Amount (as defined in the Articles of Association
of the Company) shall be USD 5,124,537 and
the Allotment Period shall be the period
commencing on 21 JUL 2010; Authority expires
the earlier of the conclusion of the next AGM
of the Company to be held in 2011 or, if
earlier, 20 OCT 2011 ; and, authorize the
Directors to allot equity securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior
to such expiry
S.12 Authorize the Company, a pursuant to Article Mgmt For For
57 of the Companies (Jersey) Law, 1991, to
make market purchases of ordinary shares in
the capital of the Company on the London Stock
Exchange on behalf of the Company on such terms
and in such manner as the Directors may from
time to time determine, provided that (i) the
maximum number of ordinary shares which may
be purchased under this authority is 102,490,734
ordinary shares of 10 US cents each; (ii) the
minimum price (not including expensed which
may be paid for each ordinary shares is
10 US cents;(iii) the maximum price (not including
expenses) which may be paid for each ordinary
shares is an amount equal to the higher of:
(a) 105% of the average market value of the
Company's ordinary shares as derived from
the London Stock Exchange Daily CONTD
CONTD CONTD Official List for the five business days Non-Voting No vote
immediately preceding the day on which the
relevant share is purchased; and (b) the price
stipulated by Article 5(1) of the Buy-back
and Stabilization Regulation (EC No. 2273/2003);
Authority shall expire on the earlier of 20
OCT 2011 and the conclusion of the AGM of
the Company to be held in 2011 ; the Company,
before the expiry, may make a contract to
purchase ordinary shares which will or may
be executed wholly or partly after such expiry,
and (b) pursuant to Article 58A of the Companies
(Jersey) Law 1991, and if approved by the Directors,
to hold as treasury shares any ordinary
shares purchased pursuant to the authority
conferred by this resolution
--------------------------------------------------------------------------------------------------------------------------
FAMILYMART CO.,LTD. Agenda Number: 703031512
--------------------------------------------------------------------------------------------------------------------------
Security: J13398102
Meeting Type: AGM
Meeting Date: 26-May-2011
Ticker:
ISIN: JP3802600001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
3. Approve Retirement Allowance for Retiring Directors Mgmt Against Against
and Corporate Auditors, and Payment of Accrued
Benefits associated with Abolition of Retirement
Benefit System for Current Corporate Officers
--------------------------------------------------------------------------------------------------------------------------
FAST RETAILING CO.,LTD. Agenda Number: 702702235
--------------------------------------------------------------------------------------------------------------------------
Security: J1346E100
Meeting Type: AGM
Meeting Date: 25-Nov-2010
Ticker:
ISIN: JP3802300008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
FLETCHER BLDG LTD Agenda Number: 702650854
--------------------------------------------------------------------------------------------------------------------------
Security: Q3915B105
Meeting Type: AGM
Meeting Date: 17-Nov-2010
Ticker:
ISIN: NZFBUE0001S0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Election of John F Judge as a Director Mgmt For For
2 Election of Kerrin M Vautier as a Director Mgmt For For
3 Election of Antony J Carter as a Director Mgmt For For
4 To authorize the Directors to fix the fees and Mgmt For For
expenses of KPMG as the Company's Auditor
0 Other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
FORTUM CORPORATION, ESPOO Agenda Number: 702779464
--------------------------------------------------------------------------------------------------------------------------
Security: X2978Z118
Meeting Type: AGM
Meeting Date: 31-Mar-2011
Ticker:
ISIN: FI0009007132
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 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 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 2010
7 Adoption of the financial statements and consolidated Mgmt For For
financial statements
8 Resolution on the use of the profit shown on Mgmt For For
the balance sheet and the payment of dividend.
the board proposes that a dividend of EUR 1.00
per share be paid
9 Resolution on the discharge from liability of Mgmt For For
the members of the supervisory board, the
members of the board of directors and the managing
director
10 Resolution on the remuneration of the members Mgmt For For
of the supervisory board
11 Resolution on the number of members of the supervisory Mgmt For For
board
12 Election of the chairman, the deputy chairman Mgmt For For
and the members of the supervisory
board
13 Resolution on the remuneration of the members Mgmt For For
of the board of directors
14 Resolution on the number of members of the board Mgmt For For
of directors. the shareholders nomination
committee proposes that the board shall consist
of seven members
15 Election of the chairman, deputy chairman and Mgmt For For
members of the board of directors.
the shareholders nomination committee proposes:
S.Baldauf be elected as chairman, C.Ramm-Schmidt
as deputy chairman, and the members E.Aho,
I.Ervasti-Vaintola, J.Larson be re-elected
and M.Akhtarzand, H-W.Binzel be elected
as new members
16 Resolution on the remuneration of the auditor Mgmt For For
17 Election of auditor. the board proposes that Mgmt For For
Deloitte and Touche Ltd is elected as
the auditor
18 Proposal to dissolve the supervisory board and Mgmt For For
thereto relating proposal to amend the articles
of association the state of Finland and the
Finnish shareholders association propose
to dissolve supervisory board and amend the
articles of association accordingly
19 Proposal by the state of Finland to appoint Mgmt For For
a nomination board
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN AMOUNT IN RESOLUTION 8 AND ADDITION OF COMMENT.
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 THE BOARD DOES NOT MAKE ANY Non-Voting No vote
RECOMMENDATION ON RESOLUTION 15. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
FRANCE TELECOM SA, PARIS Agenda Number: 702903659
--------------------------------------------------------------------------------------------------------------------------
Security: F4113C103
Meeting Type: MIX
Meeting Date: 07-Jun-2011
Ticker:
ISIN: FR0000133308
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2011/0404/201104041101037.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0518/201105181102374.pdf
O.1 Approval of the annual corporate financial statements Mgmt For For
for the financial year ended on December 31,
2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year ended on December
31, 2010
O.3 Allocation of income for the financial year Mgmt For For
ended December 31, 2010 as reflected
in the annual financial statements
O.4 Agreements pursuant to article L.225-38 of the Mgmt For For
Commercial Code
O.5 Renewal of Mr. Bernard Dufau's term as Board Mgmt For For
Member
O.6 Appointment of Mrs. Helle Kristoffersen as Board Mgmt For For
Member
O.7 Appointment of Mrs. Muriel Penicaud as Board Mgmt For For
Member
O.8 Appointment of Mr. Jean-Michel Severino as Board Mgmt For For
Member
O.9 Authorization to be granted to the Board of Mgmt For For
Directors to purchase or transfer shares of
France Telecom
E.10 Delegation of authority to the Board of Directors Mgmt Against Against
to issue shares of the Company and securities
providing access to shares or the Company or
one of its subsidiaries, while maintaining
shareholders' preferential subscription rights
E.11 Delegation of authority to the Board of Directors Mgmt Against Against
to issue shares of the Company and securities
providing access to shares or the Company or
one of its subsidiaries, with cancellation
of shareholders' preferential subscription
rights in the context of a public offer
E.12 Delegation of authority to the Board of Directors Mgmt Against Against
to issue shares of the Company and securities
providing access to shares or the Company or
one of its subsidiaries, with cancellation
of shareholders' preferential subscription
rights in the context of an offer pursuant
to Article L.411-2, II of the Monetary and
Financial Code
E.13 Authorization to the Board of Directors, in Mgmt Against Against
the event of capital increase with or without
cancellation of shareholders' preferential
subscription rights to increase the number
of issuable securities
E.14 Delegation of authority to the Board of Directors Mgmt Against Against
to issue shares and securities providing
access to shares in the event of public exchange
offer initiated by the Company
E.15 Delegation of powers to the Board of Directors Mgmt Against Against
to issue shares and securities providing access
to shares, in consideration of in-kind contributions
granted to the Company and composed of equity
securities or securities providing access
to capital
E.16 Delegation of powers to the Board of Directors Mgmt Against Against
to issue shares reserved for persons who
signed a liquidity contract with the Company
as shareholders or holders of options to
subscribe for shares of Orange S.A
E.17 Delegation of powers to the Board of Directors Mgmt Against Against
to carry out the issuance gratis of liquidity
instruments on options reserved for holders
of options to subscribe for shares of the company
Orange S.A., who signed a liquidity contract
with the Company
E.18 Overall limitation of authorizations Mgmt Against Against
E.19 Delegation of authority to the Board of Directors Mgmt Against Against
to issue securities entitling to the
allotment of debt securities
E.20 Delegation of authority to the Board of Directors Mgmt Against Against
to increase capital of the Company by incorporation
of reserves, profits or premiums
E.21 Delegation of authority to the Board of Directors Mgmt For For
to carry out capital increases reserved
for members of savings plans
E.22 Authorization to the Board of Directors to reduce Mgmt For For
capital by cancellation of shares
E.23 Powers to accomplish all legal formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL LINK. 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.
--------------------------------------------------------------------------------------------------------------------------
FRAPORT AG FRANKFURT AIRPORT SERVICES WORLDWIDE, FRANKFURT AM MAIN Agenda Number: 702995006
--------------------------------------------------------------------------------------------------------------------------
Security: D3856U108
Meeting Type: AGM
Meeting Date: 01-Jun-2011
Ticker:
ISIN: DE0005773303
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). FOR QUESTIONS
IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF YOU DO
NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 11.05.2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 17.05.2011. Non-Voting No vote
FURTHER INFORMATION ON COUNTER PROPOSALS CAN
BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE
REFER TO 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 DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED IN THE BALLOT
ON PROXYEDGE.
1. Presentation of the financial statements and Non-Voting No vote
annual report for the 2010 financial year with
the report of the Supervisory Board, the group
financial statements and annual report, and
the report pursuant to Sections 289(4) and
315(4) of the German Commercial Code
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 119,925,087.59 as follows: Payment
of a dividend of EUR 1.25 per share EUR 5,127,308.84
shall be allocated to the other revenue reserves
Ex-dividend date: June 2, 2011 Payable date:
June 3, 2011
3. Ratification of the acts of the Board of MDs Mgmt For For
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Appointment of auditors for the 2011 financial Mgmt For For
year: KPMG AG, Berlin
6.1 Election to the Supervisory Board: Dr. Margarete Mgmt For For
Haase
6.2 Elections to the Supervisory Board: Stefan H. Mgmt For For
Lauer
6.3 Election to the Supervisory Board: Prof. Klaus-Dieter Mgmt For For
Scheurle
7. Amendment to the articles of association in Mgmt For For
connection with the Shareholder Rights Directive
Implementation Act (ARUG) Section 17 shall
be amended to allow absentee voting at the
shareholders' meeting
--------------------------------------------------------------------------------------------------------------------------
FRESNILLO PLC, LONDON Agenda Number: 702954151
--------------------------------------------------------------------------------------------------------------------------
Security: G371E2108
Meeting Type: AGM
Meeting Date: 17-May-2011
Ticker:
ISIN: GB00B2QPKJ12
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That, the audited accounts of the Company for Mgmt For For
the financial year ended 31 December 2010,
together with the Directors' Report and Auditors'
Report, be received
2 That, a final dividend of 35.6 US cents per Mgmt For For
Ordinary Share, for the year ended 31 December
2010, be declared
3 That, the Directors' Remuneration Report for Mgmt For For
the financial year ended 31 December 2010
be approved
4 That, Mr. Alberto Bailleres be re-elected as Mgmt For For
a Director of the Company
5 That, Lord Cairns be re-elected as a Director Mgmt For For
of the Company
6 That, Mr. Javier Fernandez be re-elected as Mgmt For For
a Director of the Company
7 That, Mr. Fernando Ruiz be re-elected as a Director Mgmt For For
of the Company
8 That, Mr. Fernando Solana be re-elected as a Mgmt For For
Director of the Company
9 That, Mr. Guy Wilson be re-elected as a Director Mgmt For For
of the Company
10 That, Mr. Juan Bordes be re-elected as a Director Mgmt For For
of the Company
11 That, Mr. Arturo Fernandez be re-elected as Mgmt For For
a Director of the Company
12 That, Mr. Rafael MacGregor be re-elected as Mgmt For For
a Director of the Company
13 That, Mr. Jaime Lomelin be re-elected as a Director Mgmt For For
of the Company
14 That, Ernst and Young LLP be re-appointed as Mgmt For For
auditors of the Company to hold office until
the conclusion of the next general meeting
of the Company
15 That, the Audit Committee of the Company be Mgmt For For
authorised to agree the remuneration
of the Auditors
16 That, the Directors be authorised to allot shares, Mgmt For For
pursuant to section 551, Companies Act 2006
17 That, the Directors be empowered to disapply Mgmt For For
pre-emption rights pursuant to section 570,
Companies Act 2006
18 That, the Directors be authorised to make market Mgmt For For
purchases of the Company's ordinary shares
pursuant to section 701, Companies Act 2006
19 That, a general meeting other than an annual Mgmt For For
general meeting may be called on not less than
14 clear days' notice
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF THE RESOLUTION 2. 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.
--------------------------------------------------------------------------------------------------------------------------
GALP ENERGIA SA, LISBOA Agenda Number: 702838977
--------------------------------------------------------------------------------------------------------------------------
Security: X3078L108
Meeting Type: EGM
Meeting Date: 28-Mar-2011
Ticker:
ISIN: PTGAL0AM0009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Ratification of the appointment of Mr. Luca Mgmt For For
Bertelli as member of Galp Energia,
SGPS, SA Board of Directors, at the Board of
Directors meeting of December 15th, 2010
2 Deliberate on the proposal to change the company Mgmt For For
by laws chapters I, III, IV, V and articles
3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 14, 15, 16,
17, 18, 19, 20, 21, 22, 23 and 24
--------------------------------------------------------------------------------------------------------------------------
GALP ENERGIA SGPS SA Agenda Number: 703057352
--------------------------------------------------------------------------------------------------------------------------
Security: X3078L108
Meeting Type: OGM
Meeting Date: 30-May-2011
Ticker:
ISIN: PTGAL0AM0009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT VOTING IN PORTUGUESE MEETINGS Non-Voting No vote
REQUIRES THE DISCLOSURE OF BENEFICIAL OWNER
INFORMATION, THROUGH DECLARATIONS OF PARTICIPATION
AND VOTING. BROADRIDGE WILL DISCLOSE THE BENEFICIAL
OWNER INFORMATION FOR YOUR VOTED ACCOUNTS.
ADDITIONALLY, PORTUGUESE LAW DOES NOT PERMIT
BENEFICIAL OWNERS TO VOTE INCONSISTENTLY ACROSS
THEIR HOLDINGS. OPPOSING VOTES MAY BE REJECTED
SUMMARILY BY THE COMPANY HOLDING THIS BALLOT.
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
FOR FURTHER DETAILS.
1 To resolve on the management report, individual Mgmt For For
and consolidated accounts, for the year 2010,
as well as remaining reporting documents
2 To resolve on the proposal for application of Mgmt For For
profits
3 To resolve on the corporate governance report Mgmt For For
for the year 2010
4 To resolve on a general appraisal of the Company's Mgmt For For
management and supervision
5 Declaration regarding the remuneration policy Mgmt For For
of the governing bodies and top management
6 Election of the governing bodies for the 2011-2013 Mgmt For For
period
--------------------------------------------------------------------------------------------------------------------------
GDF SUEZ, PARIS Agenda Number: 702967526
--------------------------------------------------------------------------------------------------------------------------
Security: F42768105
Meeting Type: MIX
Meeting Date: 02-May-2011
Ticker:
ISIN: FR0010208488
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 806203 DUE TO ADDITION OF RESOLUTION. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0328/201103281100891.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0413/201104131101250.pdf
O.1 Approval of transactions and annual financial Mgmt For For
statements for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year 2010
O.3 The shareholders' meeting approves the recommendations Mgmt For For
of the board of directors and resolves that
the income for the fiscal year be appropriated
as follows: income for the financial year ending
on December 31st 2010: EUR 857,580,006.00 retained
earnings at December 31st 2010: EUR 15,684,887,218.00
distributable total: EUR 16,542,467,224.00
net dividends paid for the fiscal year 2010:
EUR 3,353,576,920.00 net interim dividends
of EUR 0.83 per share paid on November 15th
2010: EUR 1,845,878,763.00to be set off against
the dividend of the fiscal year 2010 remainder
of the net dividends to be paid for the financial
year 2010: EUR 1,507,698,157.00 the total amount
of the net dividends paid for the financial
year 2010 i.e. EUR 3,353,576,920.00will be
deducted as follows: from the income from the
said fiscal year up to: EUR 857,580,006.00
and from the prior retaining earnings up to:
EUR 2,495,996,914.00 the shareholders' meeting
reminds that a net interim dividend of EUR
0.83 per share was already paid on November
15th 2010. The net remaining dividend of EUR
0.67 per share will be paid in cash on may
9th 2011, and will entitle natural persons
to the 40 per cent allowance. In the event
that the company holds some of its own shares
on such date, the amount of the unpaid dividend
on such shares shall be allocated to the other
reserves account. as required by law, it is
reminded that, for the last three financial
years, the dividends paid, were as follows:
EUR 1.26 for fiscal year 2007, EUR 2.20 for
fiscal year 2008, EUR 1.47 for fiscal year
2009
O.4 Approval of the regulated Agreements pursuant Mgmt For For
to Article L. 225-38 of the Commercial Code
O.5 Authorization to be granted to the Board of Mgmt For For
Directors to trade the Company's shares
O.6 Renewal of Mr. Albert Frere's term as Board Mgmt For For
member
O.7 Renewal of Mr. Edmond Alphandery's term as Board Mgmt For For
member
O.8 Renewal of Mr. Aldo Cardoso's term as Board Mgmt For For
member
O.9 Renewal of Mr. Rene Carron's term as Board member Mgmt For For
O.10 Renewal of Mr. Thierry de Rudder's term as Board Mgmt For For
member
O.11 Appointment of Mrs. Francoise Malrieu as Board Mgmt For For
member
O.12 Ratification of transfer of the registered office Mgmt For For
E.13 Delegation of authority to the Board of Directors Mgmt Against Against
to decide to increase share capital by issuing
shares with cancellation of preferential subscription
rights in favor of employees participating
in GDF SUEZ Group savings plans
E.14 Delegation of authority to the Board of Directors Mgmt Against Against
to decide to increase share capital with cancellation
of preferential subscription rights in favor
of all entities created in connection with
the implementation of GDF SUEZ Group international
employees stock ownership plan
E.15 Authorization to be granted to the Board of Mgmt Against Against
Directors to carry out free allocation of shares
in favor of employees and/or corporate officers
of the Company and/or Group companies
E.16 Powers to execute General Meeting's decisions Mgmt For For
and for formalities
A PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Amendment of Resolution 3 that will
be presented by the Board of Directors at the
Combined General Meeting of May 2, 2011: Decision
to set the amount of dividends for the financial
year 2010 at EUR 0.83 per share, including
the partial payment of EUR 0.83 per share already
paid on November 15, 2010, instead of the dividend
proposed under the third resolution
--------------------------------------------------------------------------------------------------------------------------
GENTING SINGAPORE PLC Agenda Number: 702563114
--------------------------------------------------------------------------------------------------------------------------
Security: G3825Q102
Meeting Type: EGM
Meeting Date: 18-Aug-2010
Ticker:
ISIN: GB0043620292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve the sale of the entire issued share Mgmt For For
capital of each of i Genting International
Enterprises Singapore Pte. Ltd., ii Nedby
Limited, iii Palomino Star Limited and
iv Palomino World Limited to Genting Worldwide
UK Limited the ''Purchaser'' on and subject
to the terms and conditions of a conditional
sale and purchase agreement dated 01 JUL 2010
entered into between the Company and the
Purchaser the ''Agreement'' , resulting in
the divestment by the Company of its casino
operations in the United Kingdom to the Purchaser
the ''Proposed Divestment'' , details of which
have been set out in the circular to shareholders
dated 30 JUL 2010; and authorize the Directors
of the Company and each of them to complete
and do CONTD.
CONT all such acts and things including modifying Non-Voting No vote
the agreement and executing all such documents
as may be required under or pursuant to the
agreement as they or he may consider necessary,
desirable or expedient or in the interests
of the Company to give effect to this resolution
as they or he may deem fit
--------------------------------------------------------------------------------------------------------------------------
GENTING SINGAPORE PLC Agenda Number: 702920352
--------------------------------------------------------------------------------------------------------------------------
Security: G3825Q102
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: GB0043620292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To lay before the meeting the Directors' Report Mgmt For For
and Audited Accounts for the financial year
ended 31 December 2010
2 To approve the payment of Directors' fees of Mgmt For For
SGD 608,033 (2009: SGD 492,308) for the financial
year ended 31 December 2010
3 To re-elect Mr. Lim Kok Hoong as Director of Mgmt For For
the Company pursuant to Article 16.4 of the
Articles of Association of the Company
4 To re-elect Mr. Koh Seow Chuan as Director of Mgmt For For
the Company pursuant to Article 16.4 of the
Articles of Association of the Company
5 To re-appoint PricewaterhouseCoopers LLP, Singapore Mgmt For For
as Auditor of the Company and to authorise
the Directors to fix their remuneration
6 That, pursuant to Rule 806 of the Listing Manual Mgmt Against Against
of the Singapore Exchange Securities Trading
Limited ("SGX-ST"), authority be and is hereby
given to the Directors of the Company to:-
(1) (i) issue shares in the capital of the
Company whether by way of rights, bonus or
otherwise; and/or (ii) make or grant offers,
agreements or options (collectively, "Instruments")
that might or would require shares to be issued,
including but not limited to the creation
and issue of (as well as adjustments to) warrants,
debentures or other instruments convertible
into shares, at any time and upon such terms
and conditions and for such purposes and
to such persons as the Directors may, in
their absolute discretion deem fit; and (2)
(notwithstanding that the authority conferred
by this resolution may have ceased to be in
force) issue CONTD
CONT CONTD shares in pursuance of any Instrument Non-Voting No vote
made or granted by the Directors whilst this
resolution was in force, provided that: (a)
the aggregate number of shares to be issued
pursuant to this resolution does not exceed
50% of the total number of issued shares in
the capital of the Company, of which the
aggregate number of shares to be issued other
than on a pro-rata basis to shareholders
of the Company does not exceed 20% of the total
number of issued shares in the capital of the
Company; (b) for the purpose of determining
the aggregate number of shares that may be
issued under paragraph (a) above, the percentage
of issued shares shall be based on the total
number of issued shares in the capital
of the Company at the time this resolution
is passed, after adjusting for (i) new shares
arising from the conversion or CONTD
CONT CONTD exercise of any convertible securities, Non-Voting No vote
if applicable, or share options or vesting
of share awards which are outstanding or subsisting
at the time this resolution is passed, and
(ii) any subsequent bonus issue or
consolidation or subdivision of shares;
(c) in exercising the authority conferred
by this resolution, the Company shall comply
with the provisions of the Listing Manual of
the SGX-ST for the time being in force (unless
such compliance has been waived by the
SGX-ST) and the Articles of Association for
the time being of the Company; and (d) unless
revoked or varied by the Company in
general meeting, the authority conferred by
this resolution shall continue in force until
the conclusion of the next annual general meeting
of the Company or the date by which the next
annual general meeting of the Company
is CONTD
CONT CONTD required by law to be held, whichever Non-Voting No vote
is the earlier
7 That: (a) approval be and is hereby given, for Mgmt For For
the purposes of Chapter 9 of the Listing
Manual ("Chapter 9") of the SGX-ST, for the
Company, its subsidiaries and associated
companies that are entities at risk (as the
term is used in Chapter 9), or any of them,
to enter into any of the transactions falling
within the types of interested person transactions
described in the Appendix to the Notice of
this Annual General Meeting ("AGM") dated 2
April 2011 (the "Appendix") with any party
who is of the class of interested persons
described in the Appendix, provided that such
transactions are made on normal commercial
terms and in accordance with the review procedures
for such interested person transactions;
(b) the approval given in paragraph (a) above
(the "Shareholders' Mandate") shall, unless
revoked or CONTD
CONT CONTD varied by the Company in general meeting, Non-Voting No vote
continue in force until the conclusion of
the next annual general meeting of the Company;
and (c) the Directors of the Company be
and are hereby authorised to complete and do
such acts and things (including executing all
such documents as may be required) as they
may consider expedient or necessary or in the
interests of the Company to give effect
to the Shareholders' Mandate and/or this resolution
--------------------------------------------------------------------------------------------------------------------------
GESTEVISION TELECINCO S.A., MADRID Agenda Number: 702715472
--------------------------------------------------------------------------------------------------------------------------
Security: E56793107
Meeting Type: EGM
Meeting Date: 24-Dec-2010
Ticker:
ISIN: ES0152503035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Increase the corporate capital through non cash Mgmt For For
contribution consisting of the whole share
capital of Sociedad General de Television Cuatro,
Sociedad Anonima Unipersonal, for a nominal
amount of 36,700,935 euros, by issuing
73,401,870 ordinary shares with a nominal value
of 0.50 euros each. delegate powers to the
Board, with substitution powers to the Executive
Committee or any of the Chief Executives,
to set those terms for the capital increase
that are not established by the general meeting,
to restate headings 1 and 2 of the article
5 of the Articles of Association, and to execute
any necessary instruments related to the
increase, apply for quotation of the new shares
in the stock market
2 Authorise the Company, either directly or through Mgmt For For
its subsidiaries, in conformity with
the provisions of section 149 of the Companies
Act, Ley de Sociedades de Capital, to use
its own shares as security
3 Set the number of Directors Mgmt For For
4.1 Appointment of Don Manuel Polanco Moreno Mgmt For For
4.2 Appointment of Don Juan Luis Cebrian Echarri Mgmt For For
5 Delegate powers for the execution, construction, Mgmt For For
rectification and implementation
of the resolutions adopted, and to depute the
powers received by the Board from the meeting
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
27 DEC 2010. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF SECOND CALL COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
GESTEVISION TELECINCO SA Agenda Number: 702838321
--------------------------------------------------------------------------------------------------------------------------
Security: E56793107
Meeting Type: OGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: ES0152503035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 14 APR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Examination and approval of the annual financial Mgmt For For
statements and management report as their
consolidated group
2 Distribution of profit for 2010 Mgmt For For
3 Examination and approval the board members management Mgmt For For
4 Distribution of extraordinary dividend Mgmt For For
5 Change the name of the Company, which later Mgmt For For
will be "MEDIASET ESPANA COMMUNICACION, SA"
and modify accordingly, Article 1 of the Articles
of Association
6 Fixing a maximum amount on retribution to be Mgmt For For
paid to the board members
7 Deliberation of share to the board members as Mgmt For For
part of their salary
8 Establishment a retribution system to board Mgmt For For
members
9 Authorization to the company to purchase treasury Mgmt For For
share directly or through their consolidated
group
10 Appointment of account auditors as for Gestevision Mgmt For For
Telecinco and their consolidated group
11 Introduction the annual report on remuneration Mgmt For For
policy to the board members
12 Delegation of powers Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN TEXT OF RESOLUTION 5. 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.
--------------------------------------------------------------------------------------------------------------------------
GLAXOSMITHKLINE PLC Agenda Number: 702855024
--------------------------------------------------------------------------------------------------------------------------
Security: G3910J112
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: GB0009252882
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' Report and Mgmt For For
the Financial Statements for the year ended
31st December 2010
2 To approve the Remuneration Report for the year Mgmt For For
ended 31st December 2010
3 To elect Mr. Simon Dingemans as a Director Mgmt For For
4 To elect Ms. Stacey Cartwright as a Director Mgmt For For
5 To elect Ms. Judy Lewent as a Director Mgmt For For
6 To re-elect Sir Christopher Gent as a Director Mgmt For For
7 To re-elect Mr. Andrew Witty as a Director Mgmt For For
8 To re-elect Professor Sir Roy Anderson as a Mgmt For For
Director
9 To re-elect Dr. Stephanie Burns as a Director Mgmt For For
10 To re-elect Mr. Larry Culp as a Director Mgmt For For
11 To re-elect Sir Crispin Davis as a Director Mgmt For For
12 To re-elect Sir Deryck Maughan as a Director Mgmt For For
13 To re-elect Mr. James Murdoch as a Director Mgmt For For
14 To re-elect Dr. Daniel Podolsky as a Director Mgmt For For
15 To re-elect Dr. Moncef Slaoui as a Director Mgmt For For
16 To re-elect Mr. Tom de Swaan as a Director Mgmt For For
17 To re-elect Sir Robert Wilson as a Director Mgmt For For
18 To authorise the Audit & Risk Committee to re-appoint Mgmt For For
PricewaterhouseCoopers LLP as Auditors to
the company to hold office from the end of
the Meeting to the end of the next Meeting
at which accounts are laid before the company
19 To authorise the Audit & Risk Committee to determine Mgmt For For
the remuneration of the Auditors
20 That, in accordance with section 366 and section Mgmt Against Against
367 of the Companies Act 2006 (the "Act")
the company is, and all companies that are,
at any time during the period for which
this resolution has effect, subsidiaries of
the company as defined in the Act are, authorised
in aggregate: (a) to make political donations,
as defined in section 364 of the Act, to political
parties and/or independent electoral
candidates, as defined in section 363 of the
Act, not exceeding GBP 50,000 in total; (b)
to make political donations to political
organisations other than political parties,
as defined in section 363 of the Act,
not exceeding GBP 50,000 in total; and (c)
to incur political expenditure, as defined
in section 365 of the Act, CONTD
CONT CONTD not exceeding GBP 50,000 in total, in Non-Voting No vote
each case during the period beginning
with the date of passing this resolution and
ending at the end of the next Annual General
Meeting of the company to be held in 2012 or,
if earlier, on 30th June 2012. In any
event, the aggregate amount of political
donations and political expenditure made or
incurred under this authority shall not
exceed GBP 100,000
21 That the Directors be and are hereby generally Mgmt Against Against
and unconditionally authorised,
in accordance with section 551 of the Act,
in substitution for all subsisting authorities,
to exercise all powers of the company to allot
shares in the company and to grant rights
to subscribe for or convert any security
into shares in the company up to an aggregate
nominal amount of GBP 432,263,373, and so
that the Directors may impose any limits or
make such exclusions or other arrangements
as they consider expedient in relation to
treasury shares, fractional entitlements,
record dates, legal, regulatory or practical
problems under the laws of, or the requirements
of any relevant regulatory body or stock
exchange in any territory, or CONTD
CONT CONTD any matter whatsoever, which authority Non-Voting No vote
shall expire at the end of the next Annual
General Meeting of the company to be held in
2012 or, if earlier, on 30th June 2012 (unless
previously revoked or varied by the company
in general meeting)save that under such
authority the company may, before such expiry,
make an offer or agreement which would or might
require shares to be allotted or rights to
subscribe for or convert securities into shares
to be granted after such expiry and the Directors
may allot shares or grant rights to subscribe
for or convert any security into shares in
pursuance of such an offer or agreement as
if the relevant authority conferred hereby
had not expired
22 That subject to resolution 21 being passed, Mgmt Against Against
in substitution for all subsisting
authorities, the Directors be and are hereby
empowered to allot equity securities (as
defined in the Act) for cash pursuant to the
authority conferred on the Directors by resolution
21 and/or where such allotment constitutes
an allotment of equity securities under section
560(3) of the Act, free of the restrictions
in section 561(1) of the Act, provided that
this power shall be limited: (a) to the
allotment of equity securities in connection
with an offer or issue of equity securities:
(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 CONTD
CONT CONTD those securities or as the Board otherwise Non-Voting No vote
considers necessary, but so that the Directors
may impose any limits or make such exclusions
or other arrangements as they consider
expedient in relation to treasury shares,
fractional entitlements, record dates,
legal, regulatory or practical problems
under the laws of, or the requirements of any
relevant regulatory body or stock exchange,
in any territory, or any matter whatsoever;
and (b) to the allotment (otherwise than
pursuant to sub-paragraph (a) above) of
equity securities up to an aggregate nominal
amount of GBP 64,845,990, and shall expire
at the end of the next Annual General Meeting
of the company to be held in 2012 CONTD
CONT CONTD (or, if earlier, at the close of business Non-Voting No vote
on 30th June 2012) save that the company may,
before such expiry, make an offer or agreement
which would or might require equity securities
to be allotted after such expiry and the
Directors may allot equity securities in pursuance
of such an offer or agreement as if
the power conferred hereby had not expired
23 That the company be and is hereby generally Mgmt For For
and unconditionally authorised for the purposes
of section 701 of the Act to make market purchases
(within the meaning of section 693(4) of
the Act) of its own Ordinary shares of 25
pence each provided that: (a) the maximum
number of Ordinary shares hereby authorised
to be purchased is 518,767,924; (b) the minimum
price, exclusive of expenses, which may be
paid for each Ordinary share is 25 pence; (c)
the maximum price, exclusive of expenses,
which may be paid for each Ordinary share
shall be the higher of (i) an amount equal
to 5% above the average market value for
the company's Ordinary shares for the five
business days immediately preceding the
day on which the Ordinary share is contracted
to be purchased; and CONTD
CONT CONTD (ii) the higher of the price of the last Non-Voting No vote
independent trade and the highest current
independent bid on the London Stock Exchange
Official List at the time the purchase is carried
out; and (d) the authority conferred by this
resolution shall, unless renewed prior to such
time, expire at the end of the next Annual
General Meeting of the company to be held in
2012 or, if earlier, on 30th June 2012 (provided
that the company may, before such expiry, enter
into a contract for the purchase of Ordinary
shares, which would or might be completed
wholly or partly after such expiry and the
company may purchase Ordinary shares pursuant
to any such contract under this authority)
24 That: (a) in accordance with section 506 of Mgmt For For
the Act, the name of the person who signs
the Auditors reports to the company's members
on the annual accounts and auditable
reports of the company for the year ending
31st December 2011 as senior statutory
auditor (as defined in section 504 of the
Act) for and on behalf of the company's Auditors,
should not be stated in published copies
of the reports (such publication being as defined
in section 505 of the Act) and the copy of
the reports to be delivered to the registrar
of companies under Chapter 10 of Part 15of
the Act; and CONTD
CONT CONTD (b) the company considers on reasonable Non-Voting No vote
grounds that statement of the name of the
senior statutory auditor would create or be
likely to create a serious risk that the
senior statutory auditor, or any other person,
would be subject to violence or intimidation
25 That a general meeting of the company other Mgmt For For
than an Annual General Meeting may be called
on not less than 14 clear days' notice
--------------------------------------------------------------------------------------------------------------------------
GREEK ORGANISATION OF FOOTBALL PROGNOSTICS SA Agenda Number: 702964796
--------------------------------------------------------------------------------------------------------------------------
Security: X3232T104
Meeting Type: OGM
Meeting Date: 11-May-2011
Ticker:
ISIN: GRS419003009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE AN A REPETITIVE
MEETING ON 23 MAY 2011 AT 12:00. ALSO, YOUR
VOTING INSTRUCTIONS WILL NOT BE CARRIED OVER
TO THE SECOND CALL. ALL VOTES RECEIVED ON THIS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THE REPETITIVE MEETING.
THANK YOU
1. Submission and approval of the board of directors Mgmt For For
reports and auditors reports for the
annual financial statements for the eleventh
(11th) fiscal year (commencing on January
1st, 2010 until December 31st, 2010), which
are included at the annual financial report
for the corresponding period of January
1st, 2010 until December 31st,2010, according
to article 4 of the l. 3556/2007
2. Submission and approval of the company's corporate Mgmt For For
and consolidated financial statements for the
eleventh (11th) fiscal year (commencing on
January 1st, 2010 until December 31st, 2010),
which are included at the annual financial
report for the corresponding period of January
1st, 2010 until December 31st, 2010, according
to article 4 of the l. 3556/2007
3. Approval of earnings distribution for the eleventh Mgmt For For
(11th) fiscal year (commencing on January
1st, 2010 until December 31st, 2010), which
are included at the annual financial
report for the corresponding period of
January 1st, 2010 until December 31st, 2010,
according to article 4 of the l. 3556/2007
4. Discharge of both the members of the board of Mgmt For For
directors and the auditors from any liability
for indemnity with respect to the eleventh
(11th) fiscal year (commencing on January
1st, 2010 until December 31st, 2010) and approval
of the administrative and representation
acts of the board of directors
5. Approval of remuneration and compensation payments Mgmt For For
to the members of the board of directors
for attendance and participation at the board
of directors, for the eleventh (11th)
fiscal year (commencing on January 1st,
2010 until December 31st, 2010)
6. Preliminary approval of remuneration and the Mgmt For For
compensation payments to the members of
the board of directors of the company extraordinary
of the members for the current twelfth (12th)
fiscal year (commencing on January 1st, 2011
until December 31st, 2011)
7. Nomination of regular and substitute certified Mgmt For For
auditors for the current twelfth (12th)
fiscal year (commencing on January 1st, 2011
until December 31st, 2011) and determination
of their fees
8. Ratification of the election of new members Mgmt For For
of the board of directors in replacement
of the resigned members - appointment of independent
members of the board of directors
9. Audit committee's duties renewal Mgmt For For
10. Granting permission, pursuant to article 23a, Mgmt For For
paragraph 1 of the C.L. 2190/1920,
to members of the board of directors and officers
of the company's departments and divisions
to participate in boards of directors or in
the management of group's companies and
their associate companies for the purposes
set out in article 42e paragraph 5, of the
C.L. 2190/1920
11. Amendment of the articles of association in Mgmt For For
line with l.3873/2010 and l.3884/2010
12. Other announcements Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
GRIFOLS, SA, BARCELONA Agenda Number: 702736565
--------------------------------------------------------------------------------------------------------------------------
Security: E5706X124
Meeting Type: EGM
Meeting Date: 24-Jan-2011
Ticker:
ISIN: ES0171996012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Capital increase in 8.700.000 euros by means Mgmt Against Against
of issuing 87.000.000 new shares class b without
vote, 0.10 euros nominal each share and an
issue premium which will be set by the
board members among 3.02 euros and 9.17 euros
each share. listing the new shares in bolsas
y valores de madrid, barcelona, bilbao
and valencia and nasdaq
2 Appointment of board members and increase the Mgmt For For
number of the board members
3 Authorization to acquire treasury shares Mgmt For For
4 Delegation of powers Mgmt For For
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
25 JAN 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF SECOND CALL DATE. IF YOU HAVE ALREADY SENT
IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
GRIFOLS, SA, BARCELONA Agenda Number: 702981259
--------------------------------------------------------------------------------------------------------------------------
Security: E5706X124
Meeting Type: OGM
Meeting Date: 23-May-2011
Ticker:
ISIN: ES0171996012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 24 MAY 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Examination and approval, if applicable, annual Mgmt For For
accounts and management elinforme of
individual as well as the proposed application
of the results for the fiscal year ended
December 31, 2010
2 Examination and approval, if applicable, annual Mgmt For For
accounts and consolidated management report
for the fiscal year ended December 31, 2010
3 Examination and approval, if any, of the actions Mgmt For For
of the board of directors during the year
ended December 31, 2010
4 Re-election of individual auditors Mgmt For For
5 Re-election audit of consolidated accounts Mgmt For For
6.1 Modification of bylaws: Modification of article Mgmt For For
18 of the bylaws. article
6.2 Modification of bylaws: Modification of the Mgmt For For
bylaws 24
7.1 Appointment of director Mgmt For For
7.2 Re-election of director Mgmt For For
7.3 Fixing the number of members of the board of Mgmt For For
directors
8 Approval of the remuneration of directors Mgmt For For
9 Delegation of powers to the formalization and Mgmt For For
implementation of the accords adopted by
the board
--------------------------------------------------------------------------------------------------------------------------
GROUPE BRUXELLES LAMBERT Agenda Number: 702858208
--------------------------------------------------------------------------------------------------------------------------
Security: B4746J115
Meeting Type: EGM
Meeting Date: 12-Apr-2011
Ticker:
ISIN: BE0003797140
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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
1.1.1 Electronic voting on resolutions: Proposal to Mgmt Take No Action
allow electronic voting on resolutions,
in accordance with the possibility to this
effect offered to the general meeting by Article
28(2) of the Articles of Association
2.1.1 Acquisition and alienation of treasury shares: Mgmt Take No Action
Proposal to authorise the Board of Directors,
for a period of five (5) years beginning on
the date of the general meeting, to acquire
on the stock exchange or in any other way,
a maximum of 32,271,657 treasury shares at
a unit price that may not be more than ten
per cent (10%) below the lowest price of the
twelve (12) months preceding the transaction
or more than ten per cent (10%) greater than
the highest price of the last twenty (20)
share listings preceding the transaction,
and to authorise the Company's direct subsidiaries,
within the meaning and limits of Article
627(1) of the Company Code, to acquire shares
in the Company under the same conditions.
If approved, this authorisation shall replace
the authorisation given by the ordinary general
meeting on 14 April 2009
2.1.2 Acquisition and alienation of treasury shares: Mgmt Take No Action
Proposal to authorise the Board of Directors,
in accordance with Article 622(2) paragraphs
1 and 2, 1 of the Company Code, to alienate
its treasury shares on the stock exchange or
in any other way, without the prior intervention
of the general meeting and under the conditions
it shall determine, and to authorise the Boards
of Directors of the Company's subsidiaries,
within the meaning and limits of Article
627(1) of the Company Code, to alienate shares
in the Company under the same conditions
2.1.3 Acquisition and alienation of treasury shares: Mgmt Take No Action
Proposal to authorise the Board of Directors,
for a period of three (3) years beginning on
the date of publication of this decision,
to acquire and alienate treasury shares, in
accordance with the conditions laid down
in Articles 620 and following of the Company
Code, when such acquisition or alienation is
necessary to prevent serious and imminent
injury to the Company
2.1.4 Acquisition and alienation of treasury shares: Mgmt Take No Action
Accordingly, subject to approval of
the proposals for decision 2.1.1 to 2.1.3,
proposal to amend Article 8 of the Articles
of Association as follows: " The Company may,
without the prior authorisation of the
general meeting, in accordance with Articles
620 and following of the Company Code and within
the limits prescribed therein, acquire
on the stock exchange or in any other way a
maximum of thirty-two million two hundred
seventy-one thousand six hundred fifty-seven
(32,271,657) shares in the Company at a unit
price that may not be more than ten per cent
(10%) below the lowest price of the twelve
(12) months preceding the transaction or
more than ten per cent (10%) greater than the
highest price of the last twenty (20) share
listings preceding the transaction.
This faculty CONTD
CONT CONTD includes acquisition on the stock exchange Non-Voting No vote
or in any other way of shares in the
Company by any of its direct subsidiaries,
within the meaning and limits of Article
627(1) of the Company Code. If the acquisition
is not made on the stock exchange, even if
the shares are acquired from a subsidiary,
it shall comply with Article 620(1) paragraph
5 of the Company Code and with Article 208
of the Royal Decree implementing the Company
Code. The aforesaid authorisation shall be
valid for five years beginning on twelve April
two thousand eleven. The Company may, without
the prior intervention of the general meeting
and with unlimited effect, in accordance with
Article 622(2) paragraphs 1 and 2, 1 of
the Company Code, alienate its treasury
shares, on the stock exchange or in any
other way, upon a decision of the Board
of CONTD
CONT CONTD Directors. This faculty includes the alienation Non-Voting No vote
of shares in the Company by any of its
direct subsidiaries, within the meaning and
limits of Article 627(1) of the Company Code.
By a decision of the extraordinary general
meeting on twelve April two thousand eleven,
the Board of Directors was authorised to
acquire and to alienate its treasury shares,
in keeping with the conditions laid down
by Articles 620 and following of the Company
Code, when such acquisition or alienation
is necessary to prevent serious and imminent
injury to the Company. This authorisation shall
remain valid for three (3) years beginning
on the date of publication in the Appendices
to the Moniteur Belge of the aforesaid decision"
3.1.1 Proposal for renewal of authorisation in the Non-Voting No vote
framework of the authorised capital: Communication
of the special report drawn up by the Board
of Directors, in accordance with Article
604(2) of the Company Code, detailing the
specific circumstances in which it may use
the authorised capital and the objectives it
shall pursue in so doing
3.1.2 Proposal for renewal of authorisation in the Mgmt Take No Action
framework of the authorised capital: Proposal
to renew, under the conditions referred to
in Article 13 of the Articles of Association,
the authorisation granted to the Board of
Directors, for a period of five (5) years
beginning on the date of publication
in the Appendices to the Moniteur Belge of
the authorisation to be granted by the extraordinary
general meeting on 12 April 2011, to
implement capital increases in the amount
of EUR 125 million. This authorisation
will replace, on the date of its publication,
the authorisation granted by the extraordinary
general meeting on 24 April 2007
3.1.3 Proposal for renewal of authorisation in the Mgmt Take No Action
framework of the authorised capital: Accordingly,
proposal to maintain the current wording of
Article 13 of the Articles of Association,
subject to the following modification:
paragraph 2, first indent: replace the words
"twenty-four April two thousand and seven"
by "twelve April two thousand eleven"
3.1.4 Proposal for renewal of authorisation in the Mgmt Take No Action
framework of the authorised capital: Proposal
to renew, under the conditions laid down in
Article 14 of the Articles of Association,
the authorisation granted to the Board of
Directors, for a period of five (5) years
from the date of publication in the Appendices
to the Moniteur belge of the authorisation
to be granted by the extraordinary General
Meeting on 12 April 2011, to issue convertible
bonds or bonds reimbursable in shares, subordinate
or otherwise, subscription rights or other
financial instruments, whether or not attaching
to bonds or other securities and that can
in time give rise to capital increases in a
maximum amount such that the amount of capital
increases that may result from exercise
of these CONTD
CONT CONTD conversion or subscription rights, whether Non-Voting No vote
or not attaching to such securities, shall
not exceed the limits of the remaining capital
authorised by Article 13 of the Articles
of Association. This authorisation will
replace, on the date of its publication,
the authorisation granted by the extraordinary
general meeting on 24 April 2007
3.1.5 Proposal for renewal of authorisation in the Mgmt Take No Action
framework of the authorised capital: Accordingly,
proposal to maintain the current wording of
Article 14 of the Articles of Association,
subject to the following modification:
paragraph 3, third indent: replace the words
"twenty-four April two thousand and seven"
by "twelve April two thousand eleven"
3.2.1 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 9: Proposal
to amend the first paragraph of Article 9 by
adding at the end of the indent the following
words: electronically
3.2.2 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 11: Proposal
to delete the first paragraph of Article 11
3.2.3 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 15: Proposal
to amend the term of office of Directors to
raise it to six years and to replace the first
paragraph of Article 15 as follows: "The
term of office may not exceed six years"
3.2.4 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 16 Proposal
to replace Article 16 as follows: " 1. The
Board of Directors shall elect, from
amongst its members, a chairman and may elect
one or more vice-chairmen. 2. The Board of
Directors may delegate the day-to-day management
of the Company to one or more of its members
who have been named managing directors. If
there are several managing directors in charge
of this management, they shall act separately,
jointly or as a college, in terms of the
decision of the Board of Directors. The Board
of Directors may delegate the management
of part of the company business to one or more
directors or proxies chosen from amongst
its members or otherwise. The Board may also
delegate special powers to any agent in
accordance with Article 22 of these CONTD
CONT CONTD Articles of Association. 3. The Board Non-Voting No vote
of Directors may also: a) delegate
its management powers to a Management Committee
set up from amongst its members or otherwise,
provided such delegation does not concern the
general policy of the Company or all
the acts reserved to the Board of Directors
by law or by the Articles of Association. 4.
The Board of Directors: a) creates
from amongst its members an Audit Committee
and a Remuneration Committee, in accordance
with Articles 526(a) and 526(c) of the Company
Code. b) may create from amongst its members
and under its responsibility one
or more advisory committees whose composition
it shall define. 5. The Board of Directors
allocates the duties, powers and the fixed
or variable remuneration, charged to general
overheads, of the persons to whom it delegates
powers"
3.2.5 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Deletion of Article 18: Proposal
to delete Article 18 of the Articles of Association
and to renumber the following articles accordingly
3.2.6 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 21 (renumbered
- formerly Article 20): Proposal to replace
the first paragraph of Article 21 as follows:
"The deliberations of the Board of Directors
and of the Management Committee, and of any
other committees created from amongst
members of the Board, shall be recorded in
minutes which shall be kept at the Company's
registered office
3.2.7 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 22 (renumbered
- formerly Article 21): Proposal to replace
Article 22 as follows: " The Board of Directors,
acting as a college, represents the Company
with regard to third parties and in judicial
proceedings. The Company shall also be validly
represented with regard to third parties and
in judicial proceedings, either in
Belgium or abroad, (i) either by two
Directors, acting jointly; (ii) or by any
special agents, acting within the limits
of their mandate"
3.2.8 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 24: Proposal
to add a new paragraph after the first paragraph,
as follows: "The Company may derogate from
the provisions of Article 520(b), paragraph
two, of the Company Code, with regard to the
grant of stock options and shares to any person
coming under the scope of these provisions"
3.2.9 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Change of the date of the annual
General Meeting (Article 26) Proposal to change
the date of the annual General Meeting of
shareholders to place it on the fourth
Tuesday of April and consequently to replace
the words "the second Tuesday of April" in
the first paragraph of Article 26 with the
words "the fourth Tuesday of April"
3.210 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Deletion of the transitional
provision of Article 26: Proposal to delete
the transitional provision contained in the
fifth paragraph of Article 26
3.211 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 28: Proposal
to replace the second paragraph of Article
28 as follows: "Unless otherwise decided
by a majority of votes at the General
Meeting, voting shall be by a show of hands,
by roll-call or electronically"
3.212 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Amendment of Article 35 (renumbered
formerly Article 33): Proposal to delete the
words "registered bonds or of bearer bonds"
in the first paragraph of Article 35
3.213 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Deletion of Article 42: Proposal
to delete Article 42 from the Articles of Association
3.214 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Deletion of the transitional
provision on authorised capital: Proposal to
delete the clause entitled "Authorised
capital: transitional provision"
3.215 Proposal for various amendments to the Articles Mgmt Take No Action
of Association: Deletion of the second indent
of point 6 and of point 7 of the clause entitled
"Transitional provisions". Proposal
to delete the second indent of point 6 beginning
However, the general meeting decides ... ",
as well as all of point 7 of the clause entitled
"Transitional provisions"
3.3.1 Proposal to adapt the Articles of Association Mgmt Take No Action
to the provisions of the law concerning
the exercise of certain rights of shareholders
in listed companies: Coming into
force of the amendments to the Articles of
Association resulting from the law concerning
the exercise of certain rights of
shareholders in listed companies. Proposal
(i) to decide that the amendments to the Articles
of Association referred to in points 3.3.2
to 3.3.6 (inclusive) below (a) will
be made under the condition precedent that
a law transposing Directive 2007/36 on the
exercise of certain rights of shareholders
in listed companies (the Law) is published
in the Moniteur Belge and (b) will enter into
force on the date on which the Law shall establish
that amendments to articles of association
resulting from the Law shall take CONTD
CONT CONTD. effect (in the event that the Law does Non-Voting No vote
not establish such a date, these amendments
shall enter into force on the date on which
the Law enters into force); and (ii) to decide
that former provisions of the Articles of
Association that will be modified by virtue
of points 3.3.2. to 3.3.6. (inclusive)
hereunder will be kept as transitional provisions
at the end of the Articles of Association
until the corresponding amendments to the
Articles of Association enter into force,
and (iii) to delegate to Thierry de Rudder,
with the option of sub-delegation, the power
(a) to determine that the condition precedent
mentioned in point (i) (a) above has been met
and (b) to draw up the coordinated text of
the. CONTD
CONT CONTD. Articles of Association accordingly. Non-Voting No vote
Points (i) (a) and (iii) (a) of this proposal
for decision 3.3.1 will not be put to the vote
at the extraordinary general meeting
of shareholders if the Law is published prior
to the extraordinary general meeting that
will deliberate on these items
3.3.2 Proposal to adapt the Articles of Association Mgmt Take No Action
to the provisions of the law concerning
the exercise of certain rights of shareholders
in listed companies: Amendment of
Article 27 Proposal to replace the second paragraph
of Article 27 as follows: "The notices are
sent thirty days before the meeting
to the shareholders, bond-holders or registered
holders of subscription rights,
holders of registered certificates issued with
the collaboration of the company, the
Directors and Statutory Auditor, but it
shall not be required to produce evidence
that these formalities have been observed"
3.3.3 Proposal to adapt the Articles of Association Mgmt Take No Action
to the provisions of the law concerning
the exercise of certain rights of shareholders
in listed companies: Amendment of
Article 29: Proposal to replace Article 29
as follows: "The right to participate
in the general meeting and to exercise
voting rights is subject to registration in
the accounts of the shares in the name of the
shareholder on the fourteenth (14th) day preceding
the General Meeting of shareholders, at
twenty-four hours Belgian time (the record
date ), or by their registration in the register
of the Company's registered shares, or
by their registration in the accounts of an
authorized custody account keeper or a
clearing institution, but the number of shares
held on the day of the general meeting of
shareholders shall not be CONTD
CONT CONTD taken into account. The shareholders shall Non-Voting No vote
inform the Company (or the person designated
by the Company for this purpose) of their intention
to participate in the general meeting
no later than the sixth (6th) day
preceding the date of the meeting by sending
a signed original document to this effect
on paper, or if the notice of meeting so authorises,
by returning an electronic form (in which case
the form shall be signed by means of an
electronic signature in accordance with any
applicable provisions of Belgian law), to
the address shown on the notice of meeting.
The holder of dematerialised shares
shall deposit (or have deposited) with the
Company (or with the person designated by
the Company for this purpose) no later than
the sixth (6th) day preceding the date of the
general meeting a certificate CONTD
CONT CONTD drawn up by the authorized custody account Non-Voting No vote
keeper or by the clearing institution certifying
the number of dematerialised shares registered
in the shareholders name in its accounts on
the date of registration, for which the shareholder
has stated his intention to participate in
the general meeting. In addition, for holders
of bearer shares, the right to participate
in the meeting is subject to the prior conversion
of their bearer shares into dematerialised
or registered shares. Any shareholder having
voting rights may participate in the meeting
in person or may be represented by a proxy.
Save in the cases authorised by the Company
Code, the shareholder may only designate,
for a given general meeting, one person as
his proxy. The designation of a proxy
by a shareholder shall be made in CONTD
CONT CONTD writing or using an electronic form and Non-Voting No vote
must be signed by the shareholder,
where appropriate, in the form of an electronic
signature in accordance with any applicable
provisions of Belgian law. The Company must
be notified of the proxy in writing or electronically
at the address shown in the notice of meeting.
The proxy must reach the Company no later than
the sixth (6th) day preceding the date
of the General Meeting. The holders of
profit shares, non-voting shares, bonds, subscription
rights or other securities issued by
the Company, CONTD
CONT CONTD as well as the holders of certificates Non-Voting No vote
issued with the collaboration of the Company
and representing securities issued by it, if
such certificates exist, may attend the
general meeting of shareholders in an advisory
capacity, to the extent that the law
grants them this right. They may take part
in the vote only in the cases allowed by law.
In all cases, they shall be subject to the
same formalities in terms of notice and access,
form and deposit of proxies, as the other
shareholders"
3.3.4 Proposal to adapt the Articles of Association Mgmt Take No Action
to the provisions of the law concerning
the exercise of certain rights of shareholders
in listed companies: Addition of
a new Article 30 (renumbered): Proposal to
introduce a new Article 30 as follows: "Provided
the Board of Directors has established this
option in the notice of meeting, all shareholders
are authorised to vote remotely prior to the
general meeting, by correspondence or electronically,
using a form drawn up and made available
to shareholders by the Company for this purpose.
With regard to remote voting by correspondence,
forms not received by the Company, by
the latest on the sixth (6th) day preceding
the date of the meeting, shall not be taken
into account. With regard to electronic
distance voting, if such voting is authorised
in the CONTD
CONT CONTD notice of meeting, the arrangements whereby Non-Voting No vote
the shareholder may vote in this way are determined
by the Board of Directors, which shall ensure
that it is possible with the system used to
present the mandatory legal information, to
verify compliance with the deadline for receipt
stated at the end of this paragraph, and to
verify the capacity and identity of the shareholder.
The electronic vote may be cast up until
the day before the General Meeting. Shareholders
voting remotely, either by correspondence or
electronically, are obliged to carry out the
notice formalities described in Article 29
of these Articles of Association"
3.3.5 Proposal to adapt the Articles of Association Mgmt Take No Action
to the provisions of the law concerning
the exercise of certain rights of shareholders
in listed companies: Addition of
a new Article 31 (renumbered): Proposal to
introduce a new Article 31 as follows: "One
or more shareholders holding together at
least three per cent (3%) of the share capital
may request the inclusion of items on the
agenda of any general meeting and table proposals
for decisions concerning items to be addressed
already on the agenda or to be placed on the
agenda, provided that (i) they give evidence
of holding such a percentage of capital on
the date of their request, and (ii) the additional
items to be addressed or proposals for
decisions have been submitted to the Board
of Directors through the postal service
or electronically (in CONTD
CONT CONTD which case the electronic form must be Non-Voting No vote
signed by the shareholder in the form of an
electronic signature in accordance with any
applicable provisions of Belgian law) no later
than the twenty-second (22nd) day preceding
the date of the meeting. The complete agenda
shall be published, where appropriate, no later
than the fifteenth (15th) day preceding the
date of the General Meeting. The review
of these items to be addressed and of proposals
for decisions is subject to the completion,
for at least three per cent (3%) of the share
capital, of the admission formalities described
in Article 29 of these CONTD
CONT CONTD Articles of Association. The right to Non-Voting No vote
request the inclusion of items on the agenda
or to table proposals for decisions on items
already on the agenda or to be placed on the
agenda shall not apply to a second extraordinary
general meeting convened due to the failure
to satisfy the attendance conditions
required for the first extraordinary general
meeting of shareholders"
3.3.6 Proposal to adapt the Articles of Association Mgmt Take No Action
to the provisions of the law concerning
the exercise of certain rights of shareholders
in listed companies: Amendment of
Article 33 (renumbered - formerly Article 31):
Proposal to replace the third, fourth
and fifth paragraphs of Article 33 as follows:
"Irrespective of the items on the agenda of
the meeting, the Board of Directors has the
right to adjourn any ordinary or extraordinary
general meeting. It may use this right at
any time, but only after the opening of the
meeting. Its decision, for which it is not
obliged to give reasons, must be notified
to the meeting before the closing of the session
and entered in the minutes. Such CONTD
CONT CONTD adjournment shall not annul the decisions Non-Voting No vote
adopted, save where the general meeting
decides otherwise. The shareholders must be
convened again within five (5) weeks with
the same agenda, if need be with the addition
of the items or proposals for decisions submitted
by the shareholders in accordance with
Article 31 of these Articles of Association"
3.4 Proposal to delegate all powers to Thierry de Mgmt Take No Action
Rudder, with a substitution option and,
where appropriate, without prejudice to other
delegations of power, in order (i) to
coordinate the Articles of Association to take
the above changes into account, to sign
the coordinated versions of the Articles of
Association and deposit them with the registry
of the Brussels Commercial Court, and (ii)
to carry out any other formalities for the
deposit or publication of the above
decisions
--------------------------------------------------------------------------------------------------------------------------
GROUPE BRUXELLES LAMBERT Agenda Number: 702872638
--------------------------------------------------------------------------------------------------------------------------
Security: B4746J115
Meeting Type: OGM
Meeting Date: 12-Apr-2011
Ticker:
ISIN: BE0003797140
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting Take No Action
ID 804762 DUE TO CHANGE IN VOTING STATUS AND
ADDITION OF RESOLUTIONS. ALL VOTES RECEIVED
ON THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE . THANK YOU.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Take No Action
OWNER SIGNED POWER OF ATTORNEY (POA) MAY BE
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 Take No Action
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 Electronic voting on resolutions: Proposal to Mgmt Take No Action
allow electronic voting on resolutions, in
accordance with the possibility to this effect
offered to the General Meeting by Article 28(2)
of the Articles of Association
2 Management Report of the Board of Directors Non-Voting Take No Action
and Reports of the Statutory Auditor on the
financial year 2010
3.1 Presentation of the consolidated financial statements Non-Voting Take No Action
for the year ended 31 December 2010
3.2 Proposal for approval of the non-consolidated Mgmt Take No Action
annual accounts for the year ended 31 December
2010, including appropriation of profit
4 Proposal for the discharge to be granted to Mgmt Take No Action
the Directors for duties performed during the
year ended 31 December 2010
5 Proposal for the discharge to be granted to Mgmt Take No Action
the Statutory Auditor for duties performed
during the year ended 31 December 2010
6.1.1 Renewal of Directors' terms of office: Proposal Mgmt Take No Action
to re-elect for a four-year term, in their
capacity as Director: Albert Frere whose current
term of office expires at the end of this General
Meeting
6.1.2 Renewal of Directors' terms of office: Proposal Mgmt Take No Action
to re-elect for a four-year term, in their
capacity as Director: Paul Desmarais whose
current term of office expires at the end of
this General Meeting
6.1.3 Renewal of Directors' terms of office: Proposal Mgmt Take No Action
to re-elect for a four-year term, in their
capacity as Director: Gerald Frere whose current
term of office expires at the end of this General
Meeting
6.1.4 Renewal of Directors' terms of office: Proposal Mgmt Take No Action
to re-elect for a four-year term, in their
capacity as Director: Paul Desmarais, jr. whose
current term of office expires at the end of
this General Meeting
6.1.5 Renewal of Directors' terms of office: Proposal Mgmt Take No Action
to re-elect for a four-year term, in their
capacity as Director Gilles Samyn whose current
term of office expires at the end of this General
Meeting
6.2.1 Nomination of Director: Proposal to nominate Mgmt Take No Action
Antoinette d'Aspremont Lynden for a four-year
term as Director
6.2.2 Nomination of Director: Proposal to nominate Mgmt Take No Action
Gerard Lamarche for a four-year term as Director
6.3.1 Proposal to ascertain the independence of Antoinette Mgmt Take No Action
d'Aspremont Lynden, subject to approval of
her nomination. This individual meets the different
criteria laid down in Article 526(b) of the
Company Code, which is incorporated into GBL's
Corporate Governance Charter. In the event
that amendment of the Articles of Association
to extend the term of office of Directors from
three to six years at most is not approved
by today's Extraordinary General Meeting (proposal
for decision 3.2.3.), the term of office of
these Directors would be three years, in accordance
with Article 15(2) (non-amended) of the Articles
of Association
7 Proposal to set fees and attendance fees for Mgmt Take No Action
non-executive Directors, for the performance
of their duties in the Board of Directors and
in committees set up from amongst its members,
at a maximum total of EUR 1,200,000 per year,
to be allocated on a decision of the Board
of Directors
8 In accordance with the decisions on the establishment Mgmt Take No Action
of a stock option plan by the General Meeting
of 24 April 2007, proposal to set at EUR 13,500,000
the maximum value of shares in relation to
the options to be granted in 2011
9 Miscellaneous Non-Voting Take No Action
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting Take No Action
IN THE COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
H & M HENNES & MAURITZ AB (PUBL) Agenda Number: 702615848
--------------------------------------------------------------------------------------------------------------------------
Security: W41422101
Meeting Type: EGM
Meeting Date: 20-Oct-2010
Ticker:
ISIN: SE0000106270
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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
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 PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
1 Opening of the meeting Non-Voting No vote
2 Election of a Chairman for the meeting Mgmt For For
3 Approve the voting list Mgmt For For
4 Approve the agenda Mgmt For For
5 Election of people to check the minutes Mgmt For For
6 Examination of whether the meeting was duly Mgmt For For
convened
7 Approve the establishment of an incentive programme Mgmt For For
for all employees of the H & M Group
8 Approve the supplement to the guidelines for Mgmt For For
remuneration for senior executives
9 Closing of the meeting Non-Voting No vote
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN 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.
--------------------------------------------------------------------------------------------------------------------------
H & M HENNES & MAURITZ AB (PUBL) Agenda Number: 702857650
--------------------------------------------------------------------------------------------------------------------------
Security: W41422101
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: SE0000106270
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
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
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
1 Opening of the AGM Non-Voting No vote
2 Election of a chairman for the AGM: Lawyer Sven Non-Voting No vote
Unger
3 Address by Managing Director Karl-Johan Persson Non-Voting No vote
followed by an opportunity to ask questions
about the company
4 Establishment and approval of voting list Non-Voting No vote
5 Approval of the agenda Non-Voting No vote
6 Election of people to check the minutes Non-Voting No vote
7 Examination of whether the meeting was duly Non-Voting No vote
convened
8 a. Presentation of the annual accounts and auditors' Non-Voting No vote
report as well as the consolidated accounts
and the consolidated auditors' report, and
auditors' statement on whether the guidelines
for remuneration to senior executives applicable
since the last AGM have been followed. b. Statement
by the company's auditor and the chairman
of the Auditing Committee. c. Statement by
the Chairman of the Board on the work of the
Board. d. Statement by the chairman of
the Election Committee on the work of the Election
Committee
9.a Adoption of the income statement and balance Mgmt For For
sheet as well as the consolidated
income statement and consolidated balance sheet
9.b Disposal of the company's earnings in accordance Mgmt For For
with the adopted balance sheets, and record
date
9.c Discharge of the members of the Board and Managing Mgmt For For
Director from liability to the company
10 The Election Committee proposes eight Board Mgmt For For
members with no deputies
11 Establishment of fees to the Board and auditors Mgmt For For
12 Election of Board members and Chairman of the Mgmt For For
Board: Re-election of current Board members:
Mia Brunell Livfors, Anders Dahlvig, Lottie
Knutson, Sussi Kvart, Bo Lundquist, Stefan
Persson, Melker Schorling and Christian Sievert.
Chairman of the Board: re-election of Stefan
Persson
13 Establishment of principles for the Election Mgmt For For
Committee and election of members of
the Election Committee
14 Resolution on amendment of the articles of association Mgmt For For
15 Resolution on guidelines for remuneration to Mgmt For For
senior executives
16 Closing of the AGM Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
HANG LUNG GROUP LTD Agenda Number: 702628871
--------------------------------------------------------------------------------------------------------------------------
Security: Y30148111
Meeting Type: AGM
Meeting Date: 20-Oct-2010
Ticker:
ISIN: HK0010000088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 730795 DUE TO ADDITION OF RESOLUTION. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20100916/LTN20100916296.pdf
1. To receive the audited financial statements Mgmt For For
and reports of the Directors and Auditors for
the Year ended 30 JUN 2010
2. To declare a final dividend Mgmt For For
3.a To re-elect Dr. Hon Kwan Cheng as a Director Mgmt For For
3.b To re-elect Mr. Simon Sik On Ip as a Director Mgmt For For
3.c To re-elect Mr. Philip Nan Lok Chen as a Director Mgmt For For
3.d To re-elect Mr. William Pak Yau Ko as a Director Mgmt For For
3.e To re-elect Mr. Hau Cheong Ho as a Director Mgmt For For
3.f To authorize the Board of Directors to fix Directors' Mgmt For For
fees
4. To re-appoint KPMG as Auditors of the Company Mgmt For For
and authorize the Directors to fix Auditors'
remuneration
5. To give general mandate to Directors to purchase Mgmt For For
the Company's shares
6. To give general mandate to Directors to issue Mgmt For For
additional shares
7. To approve the addition of repurchased shares Mgmt For For
to be included under the general mandate in
resolution No. 6
--------------------------------------------------------------------------------------------------------------------------
HANG SENG BANK LTD, HONG KONG Agenda Number: 702885065
--------------------------------------------------------------------------------------------------------------------------
Security: Y30327103
Meeting Type: AGM
Meeting Date: 13-May-2011
Ticker:
ISIN: HK0011000095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110329/LTN20110329345.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1 To adopt the reports and audited financial statements Mgmt For For
for 2010
2(a) To re-elect Dr Raymond K F Ch'ien as Director Mgmt For For
2(b) To re-elect Dr Marvin K T Cheung as Director Mgmt For For
2(c) To elect Ms L Y Chiang as Director Mgmt For For
2(d) To re-elect Mr Jenkin Hui as Director Mgmt For For
2(e) To elect Ms Sarah C Legg as Director Mgmt For For
2(f) To elect Mr Mark S McCombe as Director Mgmt For For
2(g) To elect Mr Michael W K Wu as Director Mgmt For For
3 To fix the remuneration of the Directors Mgmt For For
4 To re-appoint KPMG as Auditor and to authorise Mgmt For For
the Directors to fix their Remuneration
5 To grant a general mandate to the Directors Mgmt For For
to repurchase shares not exceeding
10% of the issued share capital
6 To grant a general mandate to the Directors Mgmt Against Against
to issue additional shares which shall not
in aggregate exceed, except in certain specific
circumstances such as pursuant to a rights
issue or any scrip dividend scheme, 20%, or
5% where the shares are to be allotted wholly
for cash, of the issued share capital
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
HANNOVER RUECKVERSICHERUNG AG Agenda Number: 702875026
--------------------------------------------------------------------------------------------------------------------------
Security: D3015J135
Meeting Type: AGM
Meeting Date: 03-May-2011
Ticker:
ISIN: DE0008402215
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. 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
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 18 Non-Voting No vote
04 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING
1. Presentation of the adopted annual financial Non-Voting No vote
statements and the approved consolidated financial
statements as well as the management report
and Group management report for the 2010 financial
year and report of the Supervisory Board as
well as the explanatory report of the Executive
Board with regard to the information pursuant
to section 289 Para. 4, section 315 Para. 4
Commercial Code (HGB)
2. Resolution on the appropriation of the disposable Mgmt For For
profit
3. Resolution ratifying the acts of management Mgmt For For
of the members of the Executive Board for the
2010 financial year
4. Resolution ratifying the acts of management Mgmt For For
of the members of the Supervisory Board for
the 2010 financial year
5. Resolution regarding amendment of the Articles Mgmt For For
of Association
6. Resolution regarding modification of the remuneration Mgmt For For
of members of the Supervisory Board and corresponding
amendment of the Articles of Association
7. Election of a new member of the Supervisory Mgmt For For
Board: Dr. Andrea Pollak
8. Resolution regarding the authorisation for discretionary Mgmt Against Against
issue of convertible bonds and warrant bonds
with the possibility of excluding the subscription
right and cancellation of the existing authorisation
9. Resolution regarding the authorisation to issue Mgmt Against Against
participating bonds, as appropriate with the
possibility of combination with conversion
rights and warrants and the possibility of
excluding the subscription right, and cancellation
of the existing authorisation
10. Resolution regarding the authorisation to issue Mgmt Against Against
profit-sharing rights, as appropriate with
the possibility of combination with conversion
rights and warrants and the possibility of
excluding the subscription right, and cancellation
of the existing authorisation
11. Resolution regarding amendment of the Articles Mgmt Against Against
of Association and creation of contingent capital
to service convertible bonds and bonds with
warrants, participating bonds with conversion
rights and warrants and profitsharing rights
with conversion rights and warrants as well
as cancellation of the existing contingent
capital
12. Resolution regarding amendment of a profit transfer Mgmt For For
agreement
--------------------------------------------------------------------------------------------------------------------------
HARVEY NORMAN HLDGS LTD Agenda Number: 702655602
--------------------------------------------------------------------------------------------------------------------------
Security: Q4525E117
Meeting Type: AGM
Meeting Date: 23-Nov-2010
Ticker:
ISIN: AU000000HVN7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSALS 9 TO 11 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED
BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED
BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT
YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN")
ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO,
YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON PROPOSAL (9 TO 11), YOU ACKNOWLEDGE
THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER
EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH
THE VOTING EXCLUSION.
1 To receive the Company's Financial Report for Mgmt For For
30 June 2010
2 To adopt the Remuneration Report for 30 June Mgmt For For
2010
3 To declare a dividend as recommended by the Mgmt For For
Board
4 That Michael John Harvey, a Director who retires Mgmt For For
by rotation at the close of the meeting in
accordance with Article 63A of the Constitution
of the Company and being eligible, be re-elected
as a Director of the Company
5 That Ian John Norman, a Director who retires Mgmt For For
by rotation at the close of the meeting in
accordance with Article 63A of the Constitution
of the Company and being eligible, be re-elected
as a Director of the Company
6 That Kay Lesley Page, a Director who retires Mgmt For For
by rotation at the close of the meeting in
accordance with Article 63A of the Constitution
of the Company and being eligible, be re-elected
as a Director of the Company
7 That John Evyn Slack-Smith, a Director who retires Mgmt For For
by rotation at the close of the meeting in
accordance with Article 63A of the Constitution
of the Company and being eligible, be
re-elected as a Director of the Company
8 That the constitution of the Company be amended Mgmt For For
as follows: (a) by inserting the following
words at the end of article 1(1): References
to Act or Code include reference to the Corporations
Act 2001 (Cth); (b) by amending Article 87
to read as follows: Subject to Article 88,
the Directors may authorize the payment by
the company to the members of such interim
dividends as appear to the directors to be
justified by the profits of the company and
not in contravention of the Act; (c) by amending
Article 88 to read as follows: No dividend
shall be payable by the company if payment
is prohibited by Section 254T of the Act. Interest
is not payable by the company in respect of
any dividend
9 That the Company approve the issue of 3,000,000 Mgmt Against Against
options to subscribe for 3,000,000 fully
paid ordinary shares in the Company to David
Matthew Ackery, subject to the conditions
as specified
10 That the Company approve the issue of 3,000,000 Mgmt Against Against
options to subscribe for 3,000,000 fully
paid ordinary shares in the Company to Chris
Mentis, subject to the conditions as specified
11 That the Company approve the issue of 3,000,000 Mgmt Against Against
options to subscribe for 3,000,000 fully
paid ordinary shares in the Company to John
Evyn Slack-Smith, subject to the conditions
as specified
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN TEXT OF RESOLUTION NO. 8. 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.
--------------------------------------------------------------------------------------------------------------------------
HELLENIC TELECOMMUNICATIONS ORGANIZATION S A Agenda Number: 702537044
--------------------------------------------------------------------------------------------------------------------------
Security: X3258B102
Meeting Type: EGM
Meeting Date: 23-Jul-2010
Ticker:
ISIN: GRS260333000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Appointment of Audit Committee Members in accordance Mgmt Take No Action
with Article 37 of Law 3693/2008
2. Approve the transportation and accommodation Mgmt Take No Action
expenses of Board of Directors in order to
participate in meetings
3. Grant the special authorization to the general Mgmt Take No Action
meeting in order to approve the modifications
in contracts between the Company and Company's
officers
4. Various announcements Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
HENDERSON LAND DEVELOPMENT CO LTD Agenda Number: 702965623
--------------------------------------------------------------------------------------------------------------------------
Security: Y31476107
Meeting Type: AGM
Meeting Date: 09-Jun-2011
Ticker:
ISIN: HK0012000102
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110415/LTN20110415071.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1 To receive and consider the Audited Accounts Mgmt For For
and the Reports of the Directors and Auditor
for the year ended 31 December 2010
2 To declare a Final Dividend Mgmt For For
3.a.1 To re-elect Mr. Wong Ho Ming, Augustine as director Mgmt For For
3.a.2 To re-elect Mr. Lee Ka Kit as director Mgmt For For
3.a.3 To re-elect Mr. Lee Ka Shing as director Mgmt For For
3.a.4 To re-elect Mr. Suen Kwok Lam as director Mgmt For For
3.a.5 To re-elect Mr. Kwok Ping Ho, Patrick as director Mgmt For For
3.a.6 To re-elect Mrs. Lee Pui Ling, Angelina as director Mgmt For For
3.a.7 To re-elect Mr. Wu King Cheong as director Mgmt For For
3.b To approve the Remuneration Committee Members' Mgmt For For
remuneration
4 To re-appoint Auditor and authorise the Directors Mgmt For For
to fix Auditor's remuneration
5.A To approve the Ordinary Resolution in item 5 Mgmt For For
of the Notice of Annual General Meeting :
To give a general mandate to the Directors
to repurchase shares
5.B To approve the Ordinary Resolution in item 5 Mgmt Against Against
of the Notice of Annual General Meeting :
To give a general mandate to the Directors
to allot new shares
5.C To approve the Ordinary Resolution in item 5 Mgmt Against Against
of the Notice of Annual General Meeting :
To authorise the Directors to allot new shares
equal to the aggregate nominal amount
of share capital purchased by the Company
6 To amend the Articles of Association of the Mgmt For For
Company in the manner as set out in item 6
of the Notice of Annual General Meeting
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
HENKEL AG & CO. KGAA, DUESSELDORF Agenda Number: 702805271
--------------------------------------------------------------------------------------------------------------------------
Security: D32051142
Meeting Type: AGM
Meeting Date: 11-Apr-2011
Ticker:
ISIN: DE0006048408
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 21 03 2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 27 Non-Voting No vote
03 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING.
1. Presentation of the financial statements and Mgmt For For
annual report for the 2010 financial year with
the report of the Supervisory Board, the group
financial statements and group annual report
as well as the corpo-rate governance and the
remuneration report, approval of the financial
statements for the 2010 financial year
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 861,527,712.35 as follows: Payment
of a dividend of EUR 0.70 per ordinary share
and EUR 0.72 per preferred share EUR 250,000,000
shall be allocated to the revenue reserves
EUR 301,393,329.85 shall be carried forward
Ex-dividend and payable date: April 12, 2011
3. Ratification of the acts of the general partner Mgmt For For
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Ratification of the acts of the shareholders' Mgmt For For
committee
6. Appointment of auditors for the 2011 financial Mgmt For For
year: KPMG AG, Berlin
7. Election of Norbert Reithofer to the shareholders' Mgmt For For
committee
8. Approval of an amendment to the existing control Mgmt For For
and profit transfer agreements with the company's
wholly-owned subsidiaries: a) CHEMPHAR Handels-
+ Exportgesellschaft mbH, b) Clynol GmbH, c)
Hans Schwarzkopf + Henkel GmbH, d) Henkel Erste
Verwaltungsgesellschaft mbH, e) Henkel Loctite
KID GmbH, f) Henkel Management AG, g) Henkel
Wasch- und Reinigungsmittel GmbH, h) Indola
GmbH, and i) Schwarzkopf + Henkel GmbH
--------------------------------------------------------------------------------------------------------------------------
HENKEL AG & CO. KGAA, DUESSELDORF Agenda Number: 702805283
--------------------------------------------------------------------------------------------------------------------------
Security: D32051126
Meeting Type: AGM
Meeting Date: 11-Apr-2011
Ticker:
ISIN: DE0006048432
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
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 21 MAR 11 , 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 27 Non-Voting No vote
MAR 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING.
1. Presentation of the annual financial statements Non-Voting No vote
and the consolidated financial statements as
endorsed by the supervisory board and of the
management reports relating to Henkel Ag Co
KGAA and TEH Group and the presentation of
the corporate governance.and remuneration reports,
of the information required according to clause
289 (4), clause 315 (4), clause 289 (5) and
clause 315 (2) German commercial code (HGB)
end of the report to the supervisory board
for fiscal 2010. resolution to approve the
annual.financial statements of Henkel Ag Co
KGAA for fiscal 2010
2. Resolution for the appropriation of profit Non-Voting No vote
3. Resolution to approve and ratify the actions Non-Voting No vote
of the personally liable partner
4. Resolution to approve and ratify the actions Non-Voting No vote
of the supervisory board
5. Resolution to approve and ratify the actions Non-Voting No vote
of the shareholders committee
6. Appointment of auditors for the 2011 financial Non-Voting No vote
year: KPMG AG, Berlin
7. Election of Norbert Reithofer to the shareholders' Non-Voting No vote
committee
8. Approval of an amendment to the existing control Non-Voting No vote
and profit transfer agreements with the company's
wholly-owned subsidiaries: a) CHEMPHAR Handels-+Exportgesellschaft
mbH, b) Clynol GmbH, c) Hans Schwarzkopf +
Henkel GmbH, d) Henkel Erste Verwaltungsgesellschaft
mbH, e) Henkel Loctite KID GmbH, f) Henkel
Management AG, g) Henkel Wasch- und Reinigungsmittel
GmbH, h) Indola GmbH, and i) Schwarzkopf +
Henkel GmbH
--------------------------------------------------------------------------------------------------------------------------
HITACHI CHEMICAL COMPANY,LTD. Agenda Number: 703133518
--------------------------------------------------------------------------------------------------------------------------
Security: J20160107
Meeting Type: AGM
Meeting Date: 21-Jun-2011
Ticker:
ISIN: JP3785000005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
HONDA MOTOR CO.,LTD. Agenda Number: 703112590
--------------------------------------------------------------------------------------------------------------------------
Security: J22302111
Meeting Type: AGM
Meeting Date: 23-Jun-2011
Ticker:
ISIN: JP3854600008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to: Allow Use of Electronic Systems Mgmt For For
for Public Notifications, Clarify the Maximum
Size of Board to 15 and other
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5. Approve Payment of Bonuses to Corporate Officers Mgmt Against Against
6. Amend the Compensation to be received by Directors Mgmt For For
and Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
HONGKONG ELECTRIC HOLDINGS LTD Agenda Number: 702742354
--------------------------------------------------------------------------------------------------------------------------
Security: Y33549117
Meeting Type: EGM
Meeting Date: 26-Jan-2011
Ticker:
ISIN: HK0006000050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20101229/LTN20101229168.pdf
1 The special resolution set out in the notice Mgmt For For
convening the extraordinary general meeting-
to approve the proposed change of name of the
company
--------------------------------------------------------------------------------------------------------------------------
HONGKONG ELECTRIC HOLDINGS LTD, HONG KONG Agenda Number: 702577531
--------------------------------------------------------------------------------------------------------------------------
Security: Y33549117
Meeting Type: EGM
Meeting Date: 09-Sep-2010
Ticker:
ISIN: HK0006000050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20100823/LTN20100823429.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1 Approve the entering into of the JV Transaction Mgmt For For
and all transactions contemplated
thereunder
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
HOPEWELL HLDGS LTD Agenda Number: 702612652
--------------------------------------------------------------------------------------------------------------------------
Security: Y37129163
Meeting Type: AGM
Meeting Date: 20-Oct-2010
Ticker:
ISIN: HK0000051067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20100916/LTN20100916272.pdf
1 Receive and approve the audited consolidated Mgmt For For
financial statements and the report of
the Directors and an Independent Auditor's
report for the YE 30 JUN 2010
2 Approve the recommended final dividend of HK54 Mgmt For For
cents per share
3.A.1 Re-elect Sir Gordon Ying Sheung Wu as a Director Mgmt For For
3.A.2 Re-elect Mr. Thomas Jefferson Wu as a Director Mgmt For For
3.A.3 Re-elect Mr. Henry Hin Moh Lee as a Director Mgmt For For
3.A.4 Re-elect Mr. Carmelo Ka Sze Lee as a Director Mgmt For For
3.A.5 Re-elect Mr. Lee Yick Nam as a Director Mgmt For For
3.A.6 Re-elect Mr. William Wing Lam Wong as a Director Mgmt For For
3.B Approve not to fill up the vacated office resulting Mgmt For For
from the retirement of Mr. Robert Van Jin
Nien as a Director
3.C Approve to fix the Directors' fees Mgmt For For
4 Re-appoint Messrs. Deloitte Touche Tohmatsu Mgmt For For
as the Auditor and authorize the Directors
to fix their remuneration
5.A Authorize the Directors to repurchase shares Mgmt For For
Ordinary Resolution No. A on Item 5 of
the Notice of AGM
5.B Authorize the Directors to issue shares Ordinary Mgmt Against Against
Resolution No. B on Item 5 of the notice
of AGM
5.C Approve to extend the general mandate to issue Mgmt Against Against
shares to cover the shares repurchased
by the Company Ordinary Resolution No. C
on Item 5 of the notice of AGM
--------------------------------------------------------------------------------------------------------------------------
IBERDROLA RENOVABLES SA, VALENCIA Agenda Number: 702972414
--------------------------------------------------------------------------------------------------------------------------
Security: E6244B103
Meeting Type: OGM
Meeting Date: 30-May-2011
Ticker:
ISIN: ES0147645016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
31 MAY 2011 AT 12:30 P.M. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU.
1 Approval of the individual annual financial Mgmt For For
statements of the Company and of the annual
financial statements consolidated with those
of its subsidiaries for the fiscal year ended
on December 31, 2010
2 Approval of the individual management report Mgmt For For
of the Company and of the consolidated management
report of the Company and its subsidiaries
for the fiscal year ended on December 31, 2010
3 Approval of the management and activities of Mgmt For For
the Board of Directors during the fiscal year
ended on December 31, 2010
4 Re-election of the auditor of the Company and Mgmt For For
of its consolidated group for the fiscal year
2011
5 Approval of the proposal for the allocation Mgmt For For
of profits/losses and the distribution of dividends
for the fiscal year ended on December 31, 2010
6 Ratification of the interim appointment as Director Mgmt For For
of Mr. Aurelio Izquierdo Gomez to fill a vacancy
made after the holding of the last General
Shareholders' Meeting, as external proprietary
Director
7 Authorization to the Board of Directors, with Mgmt Against Against
the express power of substitution, to create
and fund associations and foundations, pursuant
to applicable legal provisions, for which purpose
the authorization granted by the shareholders
at the General Shareholders' Meeting of June
9, 2010 is hereby deprived of effect to the
extent of the unused amount
8 Information regarding any significant changes Mgmt For For
in the assets or liabilities of the companies
participating in the merger (i.e., Iberdrola,
S.A. (as absorbing company) and Iberdrola Renovables,
S.A. (as absorbed company)) between the date
of the common terms of merger and the holding
of the General Shareholders' Meeting at which
such merger is decided. Approval of the common
terms of merger by absorption between Iberdrola,
S.A. and Iberdrola Renovables, S.A. Approval
as the merger balance sheet of the balance
sheet of Iberdrola Renovables, S.A. as of December
31, 2010. Approval of the merger by absorption
between Iberdrola, S.A. and Iberdrola Renovables,
S.A. through the absorption of the latter by
the former, causing the termination without
liquidation of Iberdrola Renovables, S.A. and
the transfer en bloc and as a whole of all
of its assets to Iberdrola, S.A., with an express
provision for the exchange to be covered by
the delivery of treasury shares of Iberdrola,
S.A. and, if required, by newly-issued shares
of Iberdrola, S.A. pursuant to a capital increase
subject to the above, all in accordance with
the common terms of merger. Provide acquiescence,
within the framework of the provisions of the
common terms of merger, to the conditional
increase in the share capital of Iberdrola,
S.A. in the amount of one hundred and forty-eight
million, four hundred and seventy thousand
and eleven Euros, and twenty-five cents (EUR
148,470,011.25), by means of the issuance of
one hundred and ninety seven million, nine
hundred and sixty thousand, and fifteen (197,960,015)
shares with a par value of seventy five cents
of Euro (EUR 0.75) each, of the same class
and series as those currently outstanding,
as a result of the merger by absorption of
Iberdrola Renovables, S.A. by Iberdrola, S.A.
Establishment of procedure to facilitate the
merger exchange. Adherence of the transaction
to the special tax rules provided for in Chapter
VIII of Title VII of the restated text of the
Corporate Income Tax Law. Insofar as they are
approved, provide acquiesce, as it may be deemed
necessary, to the proposed resolutions of the
Board of Directors of Iberdrola, S.A. and submitted
to the General Shareholders' Meeting of Iberdrola,
S.A. which first call is to be held on May
27, 2011, in connection with the items of its
Agenda regarding: (i) approval of an increase
in share capital by means of a scrip issue
at a maximum reference market value of one
thousand nine hundred nine (1,909) million
Euros for the free-of-charge allocation of
new shares to the shareholders of Iberdrola,
S.A. (item six of its Agenda); (ii) authorization
to the Board of Directors, with the express
power of substitution, for a term of five (5)
years, to increase the share capital pursuant
to the provisions of Section 297.1.b) of the
Companies Law, by up to one-half of the share
capital on the date of the authorization (item
eight of its Agenda); (iii) authorization to
the Board of Directors, with the express power
of substitution, for a term of five (5) years,
of the power to issue debentures or bonds that
are exchangeable for and/or convertible into
shares of Iberdrola, S.A. or of other companies
within or outside of its Group, and warrants
on newly-issued or outstanding shares of Iberdrola,
S.A. or of other companies within or outside
of its Group, up to a maximum limit of five
(5) billion Euros (item nine of its Agenda);
(iv) authorization to the Board of Directors,
with the express power of substitution, for
a term of five (5) years, to issue: a) bonds
or simple debentures and other fixed-income
securities of a like nature (other than notes),
as well as preferred stock, up to a maximum
amount of twenty (20) billion Euros, and b)
notes up to a maximum amount at any given time,
independently of the foregoing, of six (6)
billion Euros (item ten of its Agenda); (v)
amendment of the By-Laws and approval of a
Restated Text (item thirteen of its Agenda);
(vi) amendment of the Regulations for the General
Shareholders' Meeting and approval of a New
Restated Text (item fourteen of its Agenda.
Delegation of powers
9 Approval of the distribution of an extraordinary Mgmt For For
dividend in the gross amount of one euro and
twenty cents (EUR 1.20) per share which will
be entitled to receive it with charge to premium
issuance reserve
10 Delegation of powers to formalize and execute Mgmt For For
all resolutions adopted by the shareholders
at the General Shareholders' Meeting, for conversion
thereof into a public instrument, and for the
interpretation, correction and supplementation
thereof or further elaboration and registration
11 Consultative vote regarding the Director compensation Mgmt For For
policy of the Company for the current fiscal
year (2011) and the application of the current
compensation policy during the preceding fiscal
year (2010)
CMMT SHAREHOLDERS WHO PARTICIPATE IN ANY FORM AT Non-Voting No vote
THE ORDINARY GENERAL MEETING, WHETHER DIRECTLY,
BY PROXY, OR BY LONG-DISTANCE VOTING, SHALL
BE ENTITLED TO RECEIVE AN ATTENDANCE PREMIUM
(0.0035 EUROS GROSS PER SHARE).
--------------------------------------------------------------------------------------------------------------------------
IBERDROLA- S.A Agenda Number: 702972161
--------------------------------------------------------------------------------------------------------------------------
Security: E6165F166
Meeting Type: OGM
Meeting Date: 27-May-2011
Ticker:
ISIN: ES0144580Y14
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the individual annual financial Mgmt For For
statements of the Company and of the annual
financial statements consolidated with those
of its subsidiaries for the fiscal year ended
on December 31, 2010
2 Approval of the individual management report Mgmt For For
of the Company and of the consolidated management
report of the Company and its subsidiaries
for the fiscal year ended on December 31, 2010
3 Approval of the management and activities of Mgmt For For
the Board of Directors during the fiscal year
ended on December 31, 2010 and the strategic
guidelines and foundations for the current
fiscal year (2011)
4 Re-election of the auditor of the Company and Mgmt For For
of its consolidated group for fiscal year 2011
5 Approval of the proposal for the allocation Mgmt For For
of profits/losses and the distribution of dividends
for the fiscal year ended on December 31, 2010
6 Approval of an increase in share capital by Mgmt Against Against
means of a scrip issue at a maximum reference
market value of one thousand nine hundred (1,909)
million euros for the free-of-charge allocation
of new shares to the shareholders of the Company.
Offer to the shareholders for the acquisition
of their free-of-charge allocation rights at
a guaranteed price. Express provision for the
possibility of an incomplete allocation. Application
for admission of the shares issued to listing
on the Bilbao, Madrid, Barcelona and Valencia
Stock Exchanges, through the Automated Quotation
System (Sistema de Interconexion Bursatil).
Possible change in the maximum reference market
value of the capital increase and of each installment
thereof, all based on the capital increase
subject to approval of the shareholders at
this General Shareholders' Meeting under item
fifteen on the agenda thereof. Delegation of
powers to the Board of Directors, with the
express power of substitution, including the
power to implement the capital increase by
means of a scrip issue on one or, at most,
two occasions and the power to determine the
maximum amount of the increase and each installment
thereof based on such conditional capital increase
and within the limits established in this resolution
and the power to amend Article 5 of the By-Laws
in each of the installments
7 Approval of a Strategic Bonus intended for executive Mgmt For For
directors, senior managers and other management
personnel tied to the achievement of strategic
goals for the 2011-2013 period, and payment
by means of the delivery of the Company's shares.
Delegation to the Board of Directors of the
power to implement, develop, formalize and
execute such Strategic Bond
8 Authorization to the Board of Directors, with Mgmt Against Against
the express power of substitution, for a term
of five (5) years, to increase the share capital
pursuant to the provisions of Section 297.1.b)
of the Companies Law, by up to one-half of
the share capital on the date of the authorization.
Delegation of the power to exclude pre-emptive
rights in connection with the capital increases
that the Board may approve under this authorization,
provided, however, that this power, together
with the power contemplated in item nine, shall
be limited to an aggregate maximum nominal
amount equal to 20% of the share capital on
the date of the authorization
9 Authorization to the Board of Directors, with Mgmt Against Against
the express power of substitution, for a term
of five (5) years, of the power to issue debentures
or bonds that are exchangeable for and/or convertible
into shares of the Company or of other companies
within or outside of its Group, and warrants
on newly-issued or outstanding shares of the
Company or of other companies within or outside
of its Group, up to a maximum limit of five
(5) billion euros. Establishment of the standards
for determining the basis for and terms and
conditions applicable to the conversion, exchange
or exercise. Delegation to the Board of Directors,
with the express power of substitution, of
the powers required to establish the basis
for and terms and conditions applicable to
the conversion, exchange or exercise, as well
as, in the case of convertible debentures and
bonds and warrants on newly-issued shares,
of the power to increase share capital to the
extent required to accommodate requests for
the conversion of debentures or for the exercise
of warrants, with the power in the case of
issues of convertible and/or exchangeable securities
to exclude the pre-emptive rights of the Company's
shareholders, although this power, together
with the power set forth in item eight, shall
be limited to an aggregate maximum nominal
amount equal to 20% of the share capital of
the Company as of the date of authorization.
Revocation of the authorization granted for
such purposes by the shareholders at the General
Shareholders' Meeting held on March 20, 2009
10 Authorization to the Board of Directors, with Mgmt Against Against
the express power of substitution, for a term
of five (5) y ears, to issue: a) bonds or simple
debentures and other fixed-income securities
of a like nature (other than notes), as well
as preferred stock, up to a maximum amount
of twenty (20) billion euros, and b) notes
up to a maximum amount at any given time, independently
of the foregoing, of six (6) billion euros.
Authorization for the Company to guarantee,
within the limits set forth above, new issuances
of securities by subsidiaries. Revocation,
to the extent of the unused amount, of the
delegation granted by the shareholders for
such purpose at the General Shareholders' Meeting
of March 26, 2010
11 Authorization to the Board of Directors, with Mgmt For For
the express power of substitution, to apply
for the listing on and delisting from Spanish
or foreign, official or unofficial, organized
or other secondary markets of the shares, debentures,
bonds, notes, preferred stock or any other
securities issued or to be issued, and to adopt
such resolutions as may be necessary to ensure
the continued listing of the shares, debentures
or other securities of the Company that may
then be outstanding, for which purpose the
authorization granted for such purpose by the
shareholders at the General Shareholders' Meeting
of March 26, 2010 is hereby deprived of effect
12 Authorization to the Board of Directors, with Mgmt For For
the express power of substitution, to create
and fund associations and foundations, pursuant
to applicable legal provisions, for which purpose
the authorization granted by the shareholders
at the General Shareholders' Meeting of March
26, 2010 is hereby deprived of effect to the
extent of the unused amount
13.1 Amendment of Article 1 of the By-Laws to include Mgmt For For
concepts from the Corporate Governance System
and in the corporate interest
13.2 Amendment of Articles 5 to 8, 9 to 15, 52 (which Mgmt For For
becomes Article 54), 53 (which becomes Article
55) and 57 to 62 (which become Articles 59
to 64) of the By-Laws to conform them to the
latest statutory developments and to include
technical and textual improvements
13.3 Amendment of Articles 16 to 20, 22 to 28 and Mgmt For For
31 of the By-Laws, to improve the rules for
validly holding the General Shareholders' Meeting
13.4 Amendment of Article 21 of the By-Laws to include Mgmt For For
technical and textual improvements to the rules
for validly holding the General Shareholders'
Meeting
13.5 Amendment of Articles 29, 30 and 54 to 56 (the Mgmt For For
latter becoming Articles 56 to 58) of the By-Laws
to include technical and textual improvements
and to round out the rules for exercising voting
rights in the event of conflicts of interest
13.6 Amendment of Articles 32 to 51 (with Articles Mgmt For For
46 and 47 becoming Articles 47 and 48, and
Articles 48 to 51 becoming Articles 50 to 53)
and inclusion of new Articles 46 and 49 of
the By-Laws to improve the regulation of the
Company's Board of Directors and the Committees
thereof and to include the latest statutory
developments
13.7 Approval of a restated text of the By-Laws that Mgmt For For
includes the approved amendments and consecutively
renumbers the titles, chapters, sections and
articles into which the By-Laws are divided
14 Amendment of the Rules for the General Shareholders' Mgmt For For
Meeting and Approval of a New Restated Text
15 Information regarding any significant changes Mgmt For For
in the assets or liabilities of the companies
participating in the merger (i.e., Iberdrola,
S. A. (as absorbing company) and Iberdrola
Renovables, S.A. (as absorbed company)) between
the date of the common terms of merger and
the holding of the General Shareholders' Meeting
at which such merger is decided. Approval of
the common terms of merger by absorption between
Iberdrola, S.A. and Iberdrola Renovables, S.A.
Approval as the merger balance sheet of the
balance sheet of Iberdrola, S.A. as of December
31, 2010 . Approval of the merger by absorption
between Iberdrola, S.A. and Iberdrola Renovables,
S.A. through the absorption of the latter by
the former, causing the termination without
liquidation of Iberdrola Renovables, S.A. and
the transfer en bloc and as a whole of all
of its assets to Iberdrola, S.A., with an express
provision for the exchange to be covered by
the delivery of treasury shares of Iberdrola,
S.A. and, if required, by newly-issued shares
of Iberdrola, S.A. pursuant to a capital increase
subject to the above, all in accordance with
the common terms of merger. Conditional increase
in the share capital of Iberdrola , S.A. in
the nominal amount of one hundred forty-eight
million four hundred seventy thousand eleven
and twenty-five one-hundredth (148,470,011.25)
euros, by means of the issuance of one hundred
ninety-seven million nine hundred sixty thousand
fifteen (197,960,015) shares with a par value
of 0.75 euro each, of the same class and series
as those currently outstanding, as a result
of the merger by absorption of Iberdrola Renovables,
S.A. by Iberdrola S. A. and resulting amendment
of Article 5 of the By-Laws. Express provision
for incomplete subscription. Request for admission
to trading of the shares issued on the Bilbao,
Madrid, Barcelona and Valencia Stock Exchanges
through the Automated Quotation System (Sistema
de Interconexion Bursatil) (Electronic Market).
Delegation of powers. Establishment of procedure
to facilitate the merger exchange. Adherence
of the transaction to the special tax rules
provided for in Chapter VIII of Title VII of
the restated text of the Corporate Income Tax
Law. Delegation of powers
16 Delegation of powers to formalize and execute Mgmt For For
all resolutions adopted by the shareholders
at the General Shareholders' Meeting, for conversion
thereof into a public instrument, and for the
interpretation, correction and supplementation
thereof or further elaboration thereon until
the required registrations are made
17 Consultative vote regarding the Director compensation Mgmt For For
policy of the Company for the current fiscal
year (2011) and the application of the current
compensation policy during the preceding fiscal
year (2010)
CMMT SHAREHOLDERS WHO PARTICIPATE IN ANY FORM AT Non-Voting No vote
THE ORDINARY GENERAL MEETING, WHETHER DIRECTLY,
BY PROXY, OR BY LONG-DISTANCE VOTING, SHALL
BE ENTITLED TO RECEIVE AN ATTENDANCE PREMIUM
(0.005 EUROS GROSS PER SHARE)
--------------------------------------------------------------------------------------------------------------------------
IBERIA LINEAS AEREAS DE ESPANA S A Agenda Number: 702668306
--------------------------------------------------------------------------------------------------------------------------
Security: E6167M102
Meeting Type: EGM
Meeting Date: 28-Nov-2010
Ticker:
ISIN: ES0147200036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ADDITIONAL DETAILS/NOTES DIRECTED TO INVESTORS: Non-Voting No vote
PLEASE BE ADVISED THAT ADDITIONAL INFORMATION
CONCERNING IBERIA, S.A. CAN ALSO BE VIEWED
ON THE COMPANY WEBSITE: http://grupo.iberia.es/portal/site/grupoiberia/menuitem.6d11d7a48dd58359f54c0f10d21061ca/
ADDITIONAL DETAILS/NOTES DIRECTED TO CUSTODIAN Non-Voting No vote
BANKS: PLEASE BE ADVISED THAT ADDITIONAL INFORMATION
CONCERNING IBERIA, S.A. CAN ALSO BE VIEWED
ON THE COMPANY WEBSITE: http://grupo.iberia.es/portal/site/grupoiberia/menuitem.6d11d7a48dd58359f54c0f10d21061ca/
1. Capital reduction through redemption of treasury Mgmt For For
shares, not subject to any right of opposition
by creditors, and subsequent amendment of Articles
5 and 6 of the Bylaws. Delegation of powers
2. Consideration and approval of the joint project Mgmt For For
for the hive down from IBERIA, LINEAS AEREAS
DE ESPANA, S.A. (as Transferor) to IBERIA,
LINEAS AEREAS DE ESPANA, SOCIEDAD ANONIMA OPERADORA
(Sole Shareholder Company) (as Transferee).
Approval, as the hive down balance sheet, of
the balance sheet of IBERIA, LINEAS AEREAS
DE ESPANA, S.A. at 31 December 2009. Approval
of the hive down from IBERIA, LINEAS AEREAS
DE ESPANA, S.A. (as Transferor) to IBERIA,
LINEAS AEREAS DE ESPANA, SOCIEDAD ANONIMA OPERADORA
(Sole Shareholder Company) (as Transferee)
through the universal, en bloc transfer of
the assets and liabilities of the former to
the latter, in accordance with the hive down
project. Elective reliance of the hive down
on the special tax regime provided in Title
VII, Chapter VIII of the restated Corporate
Income Tax Law. Delegation of powers
3. Creation of a new class B of shares by reclassifying Mgmt For For
the 125,321,425 shares owned by BRITISH AIRWAYS
PLC (through its subsidiaries BRITAIR HOLDINGS
LIMITED and BRITISH AIRWAYS HOLDINGS, B.V.),
and of which BA HOLDCO, S.A. (Sole- Shareholder
Company) will be the sole holder, into 25,064,285
Class B shares and, consequently, amending
Articles 6 and 40 of the Company Bylaws. Delegation
of powers
4. Consideration and approval of the joint project Mgmt For For
for the merger by absorption of IBERIA, LINEAS
AEREAS DE ESPANA, S.A. and BA HOLDCO, S.A.
(Sole Shareholder Company) (Non-Surviving Companies)
into INTERNATIONAL CONSOLIDATED AIRLINES GROUP,
S.A. (Sole Shareholder Company) (Surviving
Company). Approval, as the merger balance sheet,
of the balance sheet of IBERIA, LINEAS AEREAS
DE ESPANA, S.A. at 31 December 2009. Approval
of the merger of IBERIA, LINEAS AEREAS DE ESPANA,
S.A., BA HOLDCO, S.A. (Sole Shareholder Company)
and INTERNATIONAL CONSOLIDATED AIRLINES GROUP,
S.A. (Sole Shareholder Company) through the
absorption of the first two companies into
the latter, causing the dissolution of IBERIA,
LINEAS AEREAS DE ESPANA, S.A. and BA HOLDCO,
S.A. (Sole Shareholder Company) and the universal
en bloc transfer of their respective assets
and liabilities to INTERNATIONAL CONSOLIDATED
AIRLINES GROUP, S.A. (Sole Shareholder Company),
in accordance with the Merger Project. Elective
reliance of the merger on the special tax regime
provided in Title VII, Chapter VIII of the
restated Corporate Income Tax Law. Elective
reliance of the merger on the special tax regime
provided in Title VII, Chapter VIII of the
restated Corporate Income Tax Law. Delegation
of powers
5. Delegation of powers to the Board of Directors, Mgmt For For
with powers of substitution of the attorney-in-fact,
for the formalization, rectification, registration,
interpretation, implementation and execution
of the resolutions adopted
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
29 NOV 2010. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ILIAD, PARIS Agenda Number: 702931836
--------------------------------------------------------------------------------------------------------------------------
Security: F4958P102
Meeting Type: MIX
Meeting Date: 24-May-2011
Ticker:
ISIN: FR0004035913
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON
THE MATERIAL URL LINKS:
https://balo.journal-officiel.gouv.fr/pdf/2011/0408/201104081101144.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0509/201105091102068.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year ended December 31,
2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year ended December
31, 2010
O.3 Allocation of income for the financial year Mgmt For For
ended December 31, 2010 (as reflected
in the financial statements) and setting the
dividend
O.4 Approval of the Agreements pursuant to Articles Mgmt For For
L. 225-38 et seq. of the Commercial Code
O.5 Approval of the Commitments regarding the payment Mgmt For For
of remuneration to Mr. Maxime Lombardini
O.6 Renewal of Mr. Maxime Lombardini's term as Board Mgmt For For
member
O.7 Setting the amount of attendance allowances Mgmt For For
allocated to the Board of Directors
O.8 Authorization to be granted to the Board of Mgmt For For
Directors to allow the Company to repurchase
its own shares
E.9 Delegation of authority to the Board of Directors Mgmt Against Against
to issue, while maintaining preferential subscription
rights, shares or securities providing access
to the capital of the Company, of a company
controlled by the Company or of a company
which controls the Company
E.10 Delegation of authority to the Board of Directors Mgmt Against Against
to issue, with cancellation of preferential
subscription rights and by a public offer,
shares or securities providing access
to capital of the Company, of a company
controlled by the Company or of a company
which controls the Company or entitling
to the allotment of debt securities
E.11 Delegation of authority to the Board of Directors Mgmt Against Against
to issue, with cancellation of preferential
subscription rights through private investment,
shares or securities providing access to
capital of the Company, of a company
controlled by the Company or of a company
which controls the Company or entitling
to the allotment of debt securities
E.12 Authorization granted to the Board of Directors Mgmt Against Against
in case of issuance with cancellation
of preferential subscription rights by a public
offer or through private investment, of shares
or securities providing access to capital of
the Company, to set freely the issue price
within the limit of 10% of the share capital
of the Company
E.13 Delegation of authority to the Board of Directors Mgmt Against Against
to increase the number of issuable securities
in case of capital increase with or without
preferential subscription rights
E.14 Delegation of powers to the Board of Directors Mgmt Against Against
to issue shares of the Company and securities
providing access to the capital of the Company,
in consideration for in-kind contributions
granted to the Company and composed of equity
securities or securities providing access to
capital
E.15 Delegation of authority to the Board of Directors Mgmt Against Against
to issue shares of the Company and securities
providing access to the capital of the Company
in case of public exchange offer initiated
by the Company
E.16 Delegation of authority to the Board of Directors Mgmt Against Against
to increase share capital by incorporation
of reserves, profits, premiums or otherwise
E.17 Delegation of authority to the Board of Directors Mgmt Against Against
to decide to issue shares of the Company
reserved for members of a company savings plan
E.18 Authorization granted to the Board of Directors Mgmt Against Against
to grant options to subscribe for or purchase
shares of the Company to members of the employed
staff and corporate officers of the group
or to some of them
E.19 Authorization granted to the Board of Directors Mgmt Against Against
to carry out free allocations of shares existing
or to be issued to members of the employed
staff and corporate officers of the group
or to some of them
E.20 Authorization to the Board of Directors to reduce Mgmt For For
share capital by cancellation of
treasury shares
E.21 Amendment of Article 23.1 of the Statutes Mgmt For For
E.22 Powers Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF URL LINK. 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.
--------------------------------------------------------------------------------------------------------------------------
IMERYS, PARIS Agenda Number: 702852066
--------------------------------------------------------------------------------------------------------------------------
Security: F49644101
Meeting Type: MIX
Meeting Date: 28-Apr-2011
Ticker:
ISIN: FR0000120859
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0321/201103211100741.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0411/201104111100944.pdf
O.1 Approval of the management and corporate financial Mgmt For For
statements for the financial year ended
December 31, 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year ended December
31, 2010
O.3 Allocation of income - Determination of the Mgmt For For
dividend for the financial year ended December
31, 2010
O.4 Special report of the Statutory Auditors on Mgmt For For
the Agreements and Undertakings pursuant
to Articles L.225-38 and L.225-42-1 of the
Commercial Code in favor of Mr. Gilles Michel,
Executive Vice-President and Board member;
and approval of these Undertakings and Agreements
O.5 Ratification of the appointment of Mr. Gilles Mgmt For For
Michel as Board member
O.6 Renewal of Mr. Aimery Langlois-Meurinne's term Mgmt For For
as Board member
O.7 Renewal of Mr. Gerard Buffiere's term as Board Mgmt For For
member
O.8 Renewal of Mr. Aldo Cardoso's term as Board Mgmt For For
member
O.9 Renewal of Mr. Maximilien de Limburg Stirum's Mgmt For For
term as Board member
O.10 Renewal of Mr. Jacques Veyrat's term as Board Mgmt For For
member
O.11 Appointment of Mrs. Arielle Malard de Rothschild Mgmt For For
as Board member
O.12 Authorization for the Company to purchase its Mgmt For For
own shares
E.13 Delegation of authority to the Board of Directors Mgmt Against Against
to increase the share capital by issuing
shares or securities giving access immediately
or in the future to the capital, with preferential
subscription rights
E.14 Delegation of authority to the Board of Directors Mgmt Against Against
to increase the share capital by issuing
shares or securities giving access immediately
or in the future to the capital, with cancellation
of preferential subscription rights
E.15 Delegation of authority to the Board of Directors Mgmt Against Against
to increase the share capital by issuing
shares or securities giving access immediately
or in the future to the capital, with cancellation
of preferential subscription rights, in the
context of an offer through private investment
pursuant to Article L.411-2, II of the
Monetary and Financial Code
E.16 Authorization granted to the Board of Directors Mgmt Against Against
to set the issue price of ordinary shares
or securities giving access to the capital
in case of cancellation of preferential
subscription rights of shareholders and within
the limit of 10% of the share capital per
year
E.17 Delegation of powers to the Board of Directors Mgmt Against Against
to increase the share capital, in consideration
for in-kind contributions composed of equity
securities or securities giving access immediately
or in the future to the capital within the
limit of 10% of the capital per year
E.18 Delegation of authority to the Board of Directors Mgmt Against Against
to issue securities entitling to the
allotment of debt securities
E.19 Delegation of authority to the Board of Directors Mgmt Against Against
to increase the share capital by incorporation
of reserves, profits, merger, contribution
premiums or otherwise
E.20 Overall limitation of the nominal amount of Mgmt Against Against
issuances of ordinary shares and debt securities
that may result from the foregoing delegations
and authorizations
E.21 Delegation of authority to the Board of Directors Mgmt Against Against
to increase the share capital by issuing
shares or securities giving access to the capital
reserved for members of a company savings plan
of the Company or of its Group
E.22 Renewal of the authorization granted to the Mgmt For For
Board of Directors to grant options to
subscribe for or purchase shares of the Company
to employees and corporate officers of the
Company and of its subsidiaries, or to some
categories of them
E.23 Renewal of the authorization granted to the Mgmt Against Against
Board of Directors to carry out free allocations
of shares of the Company to employees and corporate
officers of the Company and of its subsidiaries
or to some categories of them
E.24 Delegation of authority granted to the Board Mgmt Against Against
of Directors to issue share subscription
and/or purchase warrants (BSA), in favor of
employees and corporate officers of
the Company and of its subsidiaries or to some
categories of them
E.25 Authorization granted to the Board of Directors Mgmt For For
to reduce the share capital by cancellation
of treasury shares
E.26 Powers for the formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
IMMOFINANZ AG, WIEN Agenda Number: 702581946
--------------------------------------------------------------------------------------------------------------------------
Security: A27849149
Meeting Type: OGM
Meeting Date: 28-Sep-2010
Ticker:
ISIN: AT0000809058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE MEETING HAS BEEN SET UP Non-Voting No vote
USING THE RECORD DATE 17 SEP 2010 WHICH
AT THIS TIME WE ARE UNABLE TO SYSTEMATICALLY
UPDATE. THE TRUE RECORD DATE FOR THIS
MEETING IS 18 SEP 2010. THANK YOU
1 Approve the presentation of annual report Mgmt For For
2 Grant discharge to the Board of Director's and Mgmt For For
Supervisory Board
3 Approve the remuneration to Supervisory Board Mgmt For For
4 Election of the Auditor Mgmt For For
5 Approve the conditional capital increase by Mgmt Against Against
issuance of convertible bonds
6 Approve the capital increase Mgmt Against Against
7 Approve the buy back of own shares Mgmt For For
8 Amend the Bylaws Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
INDRA SISTEMAS Agenda Number: 703161947
--------------------------------------------------------------------------------------------------------------------------
Security: E6271Z155
Meeting Type: OGM
Meeting Date: 21-Jun-2011
Ticker:
ISIN: ES0118594417
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Examination and approval of the Annual Financial Mgmt No vote
statements and Management Report of Indra Sistemas,
S.A. and its Consolidated Group, corresponding
to the financial year closed on 31st of December
2010, as well as the proposal for the allocation
of earnings
2 Approval of the Management of the Board of Directors Mgmt No vote
3.1 Establish the number of members of the Company Mgmt No vote
Board of Directors at 15, a number within the
minimum and maximum established in Article
21 of the Bylaws
3.2 Appoint Mr. Javier de Andres Gonzalez as an Mgmt No vote
Executive Director for a statutory term of
three years. His personal data will be made
public by registry in the Registro Mercantil
3.3 Re-elect Mediacion y Diagnosticos, S.A as Proprietary Mgmt No vote
Director for a statutory term of three years
in representation of the shareholder interests
of Caja Madrid
3.4 Re-elect Participaciones y Cartera de Inversion, Mgmt No vote
S.L. as Proprietary Director for a statutory
term of three years in representation as well
of the shareholder interests of Caja Madrid
3.5 Re-elect Ms. Isabel Aguilera Navarro as Independent Mgmt No vote
Director for a statutory term of three years
3.6 Re-elect Ms. Rosa Sugranes Arimany as an Independent Mgmt No vote
Director for a statutory term of three years
3.7 Re-elect Mr. Javier Monzon de Caceres as an Mgmt No vote
Executive Director for a statutory term of
three years
3.8 Re-elect Mr. Regino Moranchel Fernandez as an Mgmt No vote
Executive Director for a statutory term of
three years
3.9 Appoint Mr. Ignacio Santillana del Barrio as Mgmt No vote
Independent Director for a statutory term of
three years
4.1 Company By-laws amendment: Block I.- Changes Mgmt No vote
mandated by the Ley De Sociedades De Capital
(LSC): Articles 1, 4, 6, 7, 8, 9, 11, 13, 16,
17, 18, 22, 23, 30, 32, 35, 36, and 37
4.2 Company By-laws amendment: Block II. - Changes Mgmt No vote
mandated by amendments of Ley 12/2010, of 30th
June, to the LMV: article 31
4.3 Company By-laws amendment: Block III.- Elimination Mgmt No vote
of the requirement of ownership of a minimum
number of shares in order to attend the meeting:
article 14
4.4 Company By-laws amendment: Block IV. - Specification Mgmt No vote
of certain activities in the corporate purpose:
article 2
4.5 Company By-laws amendment: Block V. - Compensation Mgmt No vote
of the board of directors: article 27
4.6 Company By-laws amendment: Block V.- Stylistic Mgmt No vote
changes: articles 12, 15, 21, 24, 25, 26, 28,
29, 33 and 34
4.7 Company By-laws amendment: Block VII. - To approve Mgmt No vote
a revised text of the by-laws integrating the
amendments proposed
5.1 Amendments to the Regulations for the General Mgmt No vote
Shareholders Meeting: Block I.- Harmonization
with the Ley De Sociedades De Capital (LSC):
articles 3, new 6, 8 and 9
5.2 Amendments to the Regulations for the General Mgmt No vote
Shareholders Meeting: Block II.- Stylistic
changes: Articles 1, 2, 5, 12, and 14
5.3 Amendments to the Regulations for the General Mgmt No vote
Shareholders Meeting: Block III.- Elimination
of the requirement of possession of a minimum
number of shares in order to attend the Meeting:
Article New 7
5.4 Amendments to the Regulations for the General Mgmt No vote
Shareholders Meeting: Approve a revised text
of the regulations for the general shareholders
meeting integrating the foregoing amendments
6 Information to the General Shareholders Meeting Mgmt No vote
regarding amendments made to the Board of Directors
Regulations
7 Annual Report on compensation to Directors and Mgmt No vote
Senior Management
8 Compensation to the Board of Directors Mgmt No vote
9 Compensation scheme through the delivery of Mgmt No vote
shares
10 In accordance with that contained in Article Mgmt No vote
264.1 of Spanish Corporations Acta (the Ley
de Sociedades de Capital) and upon proposal
made by the Audit and Compliance Committee,
re- elect KPMG Auditors, S. L. as auditors
of the Company Individual and Consolidated
Financial Statements and Management Report
for fiscal 2011
11 Authorization and power of attorney for the Mgmt No vote
formalization, interpretation, correction,
supplement and execution of the resolutions
adopted at the General Shareholders Meeting
--------------------------------------------------------------------------------------------------------------------------
INDUSTRIA DE DISENO TEXTIL INDITEX SA Agenda Number: 702520582
--------------------------------------------------------------------------------------------------------------------------
Security: E6282J109
Meeting Type: OGM
Meeting Date: 13-Jul-2010
Ticker:
ISIN: ES0148396015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 14 JUL 2010. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Approve the annual accounts Balance sheet of Mgmt For For
Situation, Account of Losses and Earnings,
State of Changes in the Clear Heritage, State
of Flows of Cash and Memory and Management
report of Industry of Design Textile, Joint-stock
company Inditex, S.A. corresponding to the
Company exercise 2009, Finished on 31 JAN
2010
2 Approve the annual accounts Balance sheet of Mgmt For For
Situation, Account of Losses and Earnings,
State of the Global Result, State of Changes
in the Clear Heritage Been of Flows of
Cash and Memory and report of Management of
the group consolidated Group Inditex correspondents
to the company exercise 2009, finished
on 31 JAN 2010, as well as of the Social Management
3 Approve the result and distribution of dividends Mgmt For For
4.A Re-elect Mr. Amancio Ortega Gaona to the Board Mgmt For For
of Directors, with the qualification
of Executive Counselor
4.B Re-elect Mr. Pablo Isla Alvarez De Tejera to Mgmt For For
the Board of Directors, with the qualification
of Executive Counselor
4.C Re-elect Mr. Juan Manuel Urgoiti Lopez De Ocana Mgmt For For
to the Board of Directors, with the qualification
of Executive Counselor
5.A Appointment of Mr. Nils Smedegaard Andersen Mgmt For For
as an Counselor, with the qualification
of External Independent Counselor
5.B Appointment of Mr. Emilio Saracho Rodriguez Mgmt For For
De Torres as an Counselor, with the qualification
of External Independent Counselor
6 Amend the Social By-Laws: Articles 12, 21, 31 Mgmt For For
and 32 as specified
7 Amend the regulation of general meeting: Article Mgmt For For
15 (Celebration of the General Meeting)
8 Re-elect the Account Auditors Mgmt For For
9 Authorize the Board of Directors for the derivative Mgmt Against Against
acquisition of own actions
10 Grant powers for execution of Agreements Mgmt For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN 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
--------------------------------------------------------------------------------------------------------------------------
INFINEON TECHNOLOGIES AG Agenda Number: 702745881
--------------------------------------------------------------------------------------------------------------------------
Security: D35415104
Meeting Type: AGM
Meeting Date: 17-Feb-2011
Ticker:
ISIN: DE0006231004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. 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. Submission of the approved annual financial Non-Voting No vote
statements of Infineon Technologies AG and
the approved consolidated financial statements,
each as of September 30, 2010, of the combined
Operating and Financial Reviews for Infineon
Technologies AG and the Infineon Group, including
the explanatory report on the disclosures pursuant
to Section 289 (4) and Section 315 (4) of the
German Commercial Code (Handelsgesetzbuch),
and of the report of the Supervisory Board
for the fiscal year 2009/2010
2. Allocation of net income Mgmt For For
3.1 Approval of the acts of the members of the Management Mgmt For For
Board: Peter Bauer
3.2 Approval of the acts of the members of the Management Mgmt For For
Board: Prof. Dr. Hermann Eul
3.3 Approval of the acts of the members of the Management Mgmt For For
Board: Dr. Reinhard Ploss
3.4 Approval of the acts of the members of the Management Mgmt For For
Board: Dr. Marco Schroeter
4.1 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Prof. Dr.-Ing. Dr.-Ing E.h. Klaus Wucherer
4.2 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Wigand Cramer
4.3 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Alfred Eibl
4.4 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Peter Gruber
4.5 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Gerhard Hobbach
4.6 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Hans-Ulrich Holdenried
4.7 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Max Dietrich Kley
4.8 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Prof. Dr. Renate Koecher
4.9 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Dr. Siegfried Luther
4.10 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Dr. Manfred Puffer
4.11 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Gerd Schmidt
4.12 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Prof. Dr. Doris Schmitt-Landsiedel
4.13 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Juergen Scholz
4.14 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Horst Schuler
4.15 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Kerstin Schulzendorf
4.16 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Dr. Eckhart Suenner
4.17 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Alexander Trueby
4.18 Approval of the acts of the members of the Supervisory Mgmt For For
Board: Arnaud de Weert
5. Appointment of auditors for the 2010/2011 financial Mgmt For For
year: KPMG AG, Berlin
6. Election to Supervisory Board: Herr Wolfgang Mgmt For For
Mayrhuber
7. Approval of the compensation system for members Mgmt For For
of the Management Board
8. Authorization to acquire and use own shares Mgmt For For
9. Authorization to acquire own shares using derivatives Mgmt Against Against
10. Approval of the conclusion of a settlement with Mgmt For For
former Management Board member Dr. Ulrich Schumacher
11.A Amendments of the Articles of Association: Section Mgmt For For
9 which governs the calling of Supervisory
Board meetings and the adoption of Supervisory
Board resolutions shall be revised
11.B Amendments of the Articles of Association: Section Mgmt For For
11 which governs the remuneration for the Supervisory
Board shall be amended as follows: As of October
1, 2010, each member of the Supervisory Board
shall receive a fixed annual remuneration of
EUR 50,000 and a variable remuneration of up
to EUR 50,000. Furthermore, the chairman of
the Supervisory Board shall receive an additional
allowance of EUR 50,000 (his deputies EUR 37,500
each), the chairmen of the Investment, Finance
and Audit Committee as well as the Strategy
and Technology Committee EUR 25,000 each, and
every other ordinary committee member (except
for members of the Nomination Committee and
Mediation Committee) EUR 15,000. Finally, each
Board member shall receive an attendance fee
of EUR 2,000 per Supervisory Board or committee
meeting
--------------------------------------------------------------------------------------------------------------------------
INTESA SANPAOLO SPA, TORINO Agenda Number: 702941902
--------------------------------------------------------------------------------------------------------------------------
Security: T55067101
Meeting Type: MIX
Meeting Date: 10-May-2011
Ticker:
ISIN: IT0000072618
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO POSTPONEMENT Non-Voting No vote
OF MEETING FROM 09 MAY TO 10 MAY 2011. 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.
O.1 Proposal for allocation of net income for financial Mgmt For For
year ended 31 December 2010 and dividend
distribution
O.2 Proposal for appointment of independent auditors Mgmt For For
for financial years 2012/2020
E.1 Amendments to the Articles of Association no.7 Mgmt For For
(Shareholders' Meeting), no.8 (Convocation),
no.9 (Right to attend and vote in the Shareholders'
Meeting), no.11 (Validity of resolutions)
and repeal of articles no.34 (First
appointments) and no.37 (Final Provision)
to be implemented in accordance with shareholders'
rights and related party transactions legislations
for updating needs; following and related
resolutions
E.2 Proposal for a capital increase for consideration, Mgmt Against Against
pursuant to article 2441 of the Civil Code,
paragraph 1, 2 and 3; following and related
resolutions
--------------------------------------------------------------------------------------------------------------------------
ISETAN MITSUKOSHI HOLDINGS LTD. Agenda Number: 703128721
--------------------------------------------------------------------------------------------------------------------------
Security: J25038100
Meeting Type: AGM
Meeting Date: 27-Jun-2011
Ticker:
ISIN: JP3894900004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to: Change Company's Location Mgmt For For
to Shinjuku-ku, Tokyo
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
4. Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ISRAEL CHEMICALS LTD Agenda Number: 702585778
--------------------------------------------------------------------------------------------------------------------------
Security: M5920A109
Meeting Type: AGM
Meeting Date: 04-Oct-2010
Ticker:
ISIN: IL0002810146
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Receive the Financial Statements and Director's Mgmt For For
Report for 2009
2 Re-appoint the Accountant-Auditors until the Mgmt For For
next AGM and authorize the Board to fix their
fees
3 Re-appoint Messrs. Nir Gilad, Yossi Rosen, Avisar Mgmt For For
Paz, Chaim Erez, Victor Medina, Moshe Vidman
and Abraham Shochat as the Officiating Directors
until the next AGM: the External Directors
continue in office by provision of law
4 Appointment of E. Sarig as an Additional Director Mgmt For For
until the next AGM with entitlement to annual
remuneration and meeting attendance fees in
the amount permitted by law for payment to
External Directors; notwithstanding the aforesaid
Mr. Sarig will not receive Directors' remuneration
until the end of 2011
5 Approve the issue to Eran Sarig if appointed Mgmt For For
of a liability exemption and indemnity undertaking
in the form previously approved by General
Meeting in respect of the other Directors;
Mr. Sarig will also be included in the D&O
insurance cover of the Company
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN MEETING TYPE FROM SGM TO AGM AND CHANGE
IN TEXT OF RESOLUTION 4. 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.
--------------------------------------------------------------------------------------------------------------------------
ITOCHU TECHNO-SOLUTIONS CORPORATION Agenda Number: 703133164
--------------------------------------------------------------------------------------------------------------------------
Security: J25022104
Meeting Type: AGM
Meeting Date: 22-Jun-2011
Ticker:
ISIN: JP3143900003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
J.FRONT RETAILING CO.,LTD. Agenda Number: 703040054
--------------------------------------------------------------------------------------------------------------------------
Security: J28711109
Meeting Type: AGM
Meeting Date: 26-May-2011
Ticker:
ISIN: JP3386380004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Amend Articles to: Expand Business Lines Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
3.4 Appoint a Corporate Auditor Mgmt For For
3.5 Appoint a Corporate Auditor Mgmt For For
4. Approve Payment of Bonuses to Corporate Officers Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
JAMES HARDIE INDS SE Agenda Number: 702551272
--------------------------------------------------------------------------------------------------------------------------
Security: N4723D104
Meeting Type: AGM
Meeting Date: 12-Aug-2010
Ticker:
ISIN: AU000000JHX1
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSALS 5 AND 6 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED. HENCE,
IF YOU HAVE OBTAINED BENEFIT OR DO EXPECT TO
OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR
VOTE "ABSTAIN") FOR THE RELEVANT PROPOSAL ITEMS.
1. Receive and adopt the Dutch annual accounts Mgmt For For
and annual report of the Company for the YE
31 MAR 2010 be published in English language
2. Adopt the remuneration report of the Company Mgmt For For
for the YE 31 MAR 2010
3.a Re-elect Mr. David Harrison as a Director, who Mgmt For For
retires by rotation in accordance with the
Articles of Association
3.b Re-elect Mr. Donald McGauchie as a Director, Mgmt For For
who retires by rotation in accordance with
the Articles of Association
3.c Election of Mr. David Dilger as a Director, Mgmt For For
who retires in accordance with the Articles
of Association
4. Authorize the Board of Directors to fix the Mgmt For For
remuneration of the External Auditors for the
FYE 31 MAR 2011
5. Approve that the award to the Company's Chief Mgmt Against Against
Executive Officer, Mr. Louis Gries, of up to
a maximum of 841,619 Executive Incentive Program
Restricted Stock Units [Executive Incentive
Program RSUs], and his acquisition of executive
Incentive Program RSUs and shares up to that
stated maximum, for all purposes in accordance
with the terms of the Long Term Incentive Plan
[LTIP] and on the basis as specified
6. Approve that the award to the Company's Chief Mgmt Against Against
Executive Officer, Mr. Louis Gries, of up to
a maximum of 730,707 Relative TSR Restricted
Stock Units (Relative TSR RSUs), and his acquisition
of Relative RSR RSUs and shares up to that
stated maximum, for all purposes in accordance
with the terms of the LTIP and on the basis
as specified
--------------------------------------------------------------------------------------------------------------------------
JARDINE CYCLE & CARRIAGE LTD Agenda Number: 702924184
--------------------------------------------------------------------------------------------------------------------------
Security: Y43703100
Meeting Type: AGM
Meeting Date: 21-Apr-2011
Ticker:
ISIN: SG1B51001017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Audited Financial Statements Mgmt For For
for the year ended 31st December 2010 together
with the reports of the Directors and the Auditors
thereon
2 To approve the payment of a final one-tier tax Mgmt For For
exempt dividend of USD 0.82 per share for
the year ended 31st December 2010 as recommended
by the Directors
3 To approve payment of Directors' fees of up Mgmt For For
to SGD 632,000 for the year ending 31st
December 2011. (2010: SGD 502,000)
4.a To re-elect Mr. Hassan Abas as Director retiring Mgmt For For
pursuant to Article 94 of the Articles of
Association of the Company
4.b To re-elect Mr. Lim Ho Kee as Director retiring Mgmt For For
pursuant to Article 94 of the Articles of Association
of the Company
4.c To re-elect Mr. James Watkins as Director retiring Mgmt For For
pursuant to Article 94 of the Articles of
Association of the Company
4.d To re-elect Tan Sri Azlan bin Mohd Zainol as Mgmt For For
Director retiring pursuant to Article 94
of the Articles of Association of the Company
5 To authorise Mr. Boon Yoon Chiang to continue Mgmt For For
to act as a Director of the Company from
the date of this Annual General Meeting until
the next Annual General Meeting, pursuant
to Section 153(6) of the Companies Act, Cap.
50
6 To re-appoint PricewaterhouseCoopers as Auditors Mgmt For For
and to authorise the Directors to fix
their remuneration
7 To transact any other routine business which Mgmt Against Against
may arise
8.a That authority be and is hereby given to the Mgmt Against Against
Directors of the Company to: (a) i. issue shares
in the capital of the Company ("shares") whether
by way of rights, bonus or otherwise; and/or
ii. make or grant offers, agreements or
options (collectively, "Instruments") that
might or would require shares to be issued,
including but not limited to the creation and
issue of (as well as adjustments to) warrants,
debentures or other instruments convertible
into shares, at any time and upon such terms
and conditions and for such purposes and to
such persons as the Directors may in their
absolute discretion deem fit; and (b) (notwithstanding
the authority conferred by this Resolution
may have ceased to be in force) issue shares
in pursuance of any Instrument made or granted
by the Directors while this Resolution CONTD
CONT CONTD was in force, provided that: 1. the aggregate Non-Voting No vote
number of shares to be issued pursuant to
this Resolution (including shares to be issued
in pursuance of Instruments made or
granted pursuant to this Resolution) does
not exceed 50% of the total number of issued
shares (excluding treasury shares) in
the capital of the Company (as calculated in
accordance with sub-paragraph (2) below),
of which the aggregate number of shares to
be issued other than on a pro-rata basis
to shareholders of the Company (including
shares to be issued in pursuance of Instruments
made or granted pursuant to this Resolution)
does not exceed 20% of the total number of
issued shares (excluding treasury shares)
in the capital of the Company (as calculated
in accordance with sub-paragraph (2) below);
CONTD
CONT CONTD 2. (subject to such manner of calculation Non-Voting No vote
as may be prescribed by the Singapore Exchange
Securities Trading Limited) for the purpose
of determining the aggregate number of shares
that may be issued under sub-paragraph (1)
above, the total number of issued shares
(excluding treasury shares) shall be based
on the total number of issued shares (excluding
treasury shares) in the capital of the Company
at the time of the passing of this Resolution,
after adjusting for: a. new shares arising
from the conversion or exercise of any convertible
securities or share options or vesting of share
awards which are outstanding or subsisting
at the time of the passing of this Resolution;
and b. any subsequent bonus issue, consolidation
or subdivision of shares; CONTD
CONT CONTD 3. in exercising the authority conferred Non-Voting No vote
by this Resolution, the Company shall
comply with the provisions of the Listing Manual
of the Singapore Exchange Securities
Trading Limited for the time being in force
(unless such compliance has been waived
by the Singapore Exchange Securities Trading
Limited) and the Articles of Association for
the time being of the Company; and 4. (unless
revoked or varied by the Company in general
meeting) the authority conferred by this Resolution
shall continue in force until the conclusion
of the next Annual General Meeting of the Company
or the date by which the next Annual General
Meeting of the Company is required by law to
be held, whichever is the earlier
8.b That: (a) for the purposes of Sections 76C and Mgmt For For
76E of the Companies Act, Cap. 50 (the "Act"),
the exercise by the Directors of the Company
of all the powers of the Company to purchase
or otherwise acquire issued ordinary shares
in the capital of the Company ("Shares") not
exceeding in aggregate the Prescribed
Limit (as hereafter defined), at such price
or prices as may be determined by the Directors
from time to time up to the Maximum Price (as
hereafter defined), whether by way of:
i. market purchases (each a "Market Purchase")
on the Singapore Exchange Securities Trading
Limited ("SGX-ST"); and/or ii. off-market
purchases (each an "Off-Market Purchase") effected
otherwise than on the SGX-ST in accordance
with any equal access schemes as may be determined
or formulated by the Directors CONTD
CONT CONTD as they consider fit, which schemes shall Non-Voting No vote
satisfy all the conditions prescribed by
the Act, and otherwise in accordance with all
other laws, regulations and rules of
the SGX-ST as may for the time being be applicable,
be and is hereby authorised and approved generally
and unconditionally (the "Share Purchase
Mandate"); (b) unless varied or revoked by
the Company in general meeting, the authority
conferred on the Directors of the Company
pursuant to the Share Purchase Mandate
may be exercised by the Directors at any
time and from time to time during the period
commencing from the passing of this Resolution
and expiring on the earlier of: i. the date
on which the next Annual General Meeting
of the Company is held; or ii. the date by
which the next Annual General Meeting of the
Company CONTD
CONT CONTD is required by law to be held; (c) in Non-Voting No vote
this Resolution: "Prescribed Limit" means
that number of issued Shares representing 10%
of the issued Shares of the Company as
at the date of the passing of this Resolution
(excluding any Shares which are held
as treasury shares); and "Maximum Price" in
relation to a Share to be purchased, means
an amount (excluding brokerage, stamp duties,
applicable goods and services tax and other
related expenses) not exceeding: i. in the
case of a Market Purchase, 105% of the Average
Closing Price; and ii. in the case of
an Off-Market Purchase, 120% of the Highest
Last Dealt Price, where: "Average Closing Price"
is the average of the closing market prices
of a Share over the last five (5) Market Days
on which transactions in the Shares were
recorded, preceding CONTD
CONT CONTD the day of the Market Purchase, as deemed Non-Voting No vote
to be adjusted for any corporate action
that occurs after the relevant five (5) Market
Day period; "Highest Last Dealt Price" means
the highest price transacted for a Share as
recorded on the Market Day on which there
were trades in the Shares immediately
preceding the day of the making of the offer
pursuant to the Off- Market Purchase; "day
of the making of the offer" means the day on
which the Company makes an offer for the purchase
of Shares from shareholders stating the purchase
price (which shall not be more than the Maximum
Price calculated on the foregoing basis) for
each Share and the relevant terms of the equal
CONTD
CONT CONTD access scheme for effecting the Off-Market Non-Voting No vote
Purchase; and "Market Day" means a day on
which the SGX-ST is open for trading in securities;
and (d) the Directors of the Company be
and are hereby authorised to complete and do
all such acts and things (including executing
such documents as may be required) as
they may consider expedient or necessary to
give effect to the transactions contemplated
by this Resolution
8.c That: (a) approval be and is hereby given, for Mgmt For For
the purposes of Chapter 9 of the Listing
Manual ("Chapter 9") of the Singapore Exchange
Securities Trading Limited, for the Company,
its subsidiaries and associated companies that
are considered to be "entities at risk" under
Chapter 9, or any of them, to enter into any
of the transactions falling within the types
of Interested Person Transactions described
in Appendix B of the Company's letter to shareholders
dated 6th April 2011 (the "Letter"), with
any party who is of the classes of Interested
Persons described in Appendix B of the Letter,
provided that such transactions are made on
normal commercial terms and in accordance with
the review procedures for Interested Person
Transactions (the "General Mandate"); CONTD
CONT CONTD (b) the General Mandate shall, unless Non-Voting No vote
revoked or varied by the Company in general
meeting, continue in force until the conclusion
of the next Annual General Meeting of the Company;
and (c) the Directors of the Company be and
are hereby authorised to complete and do
all such acts and things (including executing
all such documents as may be required) as they
may consider expedient or necessary
or in the interests of the Company to give
effect to the General Mandate and/or this
Resolution
--------------------------------------------------------------------------------------------------------------------------
JC DECAUX SA, NEUILLY SUR SEINE Agenda Number: 702937511
--------------------------------------------------------------------------------------------------------------------------
Security: F5333N100
Meeting Type: MIX
Meeting Date: 11-May-2011
Ticker:
ISIN: FR0000077919
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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 Approval of the corporate financial statements Mgmt For For
for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year 2010
O.3 Allocation of income Mgmt For For
O.4 Expenses and expenditures pursuant to Article Mgmt For For
39-4 of the General Tax Code
O.5 Appointment of Mrs. Monique Cohen as new Supervisory Mgmt For For
Board member
O.6 Regulated Agreements pursuant to Article L.225-86 Mgmt For For
of the Commercial Code regarding the compensation
paid to Mr. Gerard Degonse in connection with
the termination of his duties
O.7 Regulated Agreements pursuant to Article L. Mgmt For For
225-86 of the Commercial Code regarding
commitments undertaken in favor of Mr. Jeremy
Male
O.8 Regulated Agreements pursuant to Article L. Mgmt For For
225-86 of the Commercial Code regarding
the non-competition compensation that will
be paid to Mrs. Laurence Debroux in the event
of termination of her employment contract
O.9 Special report of the Statutory Auditors; approval Mgmt For For
of the operations pursuant to Articles L.225-86
et seq. of the Commercial Code
O.10 Setting the amount of attendance allowances Mgmt For For
O.11 Authorization to be granted to the Executive Mgmt For For
Board to trade Company's shares
E.12 Delegation of authority to be granted to the Mgmt For For
Executive Board to decide to increase share
capital by issuing - while maintaining preferential
subscription rights- shares and/or
securities providing access to the capital
of the Company and/or by issuing securities
entitling to the allotment of debt securities
E.13 Delegation of authority to be granted to the Mgmt For For
Executive Board to decide to increase share
capital by issuing without preferential subscription
rights- shares and/or securities providing
access to the capital of the Company
and/or by issuing securities entitling to the
allotment of debt securities by way of a public
offer
E.14 Delegation of authority to be granted to the Mgmt For For
Executive Board to decide to increase share
capital by issuing without preferential subscription
rights- shares and/or securities providing
access to the capital of the Company
and/or by issuing securities entitling to the
allotment of debt securities through private
investment pursuant to Article L.411-2, II
of the Monetary and Financial Code
E.15 Option to issue shares or securities providing Mgmt For For
access to capital without preferential
subscription rights, in consideration for in-kind
contributions of equity securities or securities
providing access to capital
E.16 Delegation of authority to be granted to the Mgmt For For
Executive Board to decide to increase share
capital by incorporation of premiums, reserves,
profits or otherwise
E.17 Delegation of authority to be granted to the Mgmt For For
Executive Board to increase the number of
issuable securities (Greenshoe option) in the
event of capital increase with or without
preferential subscription rights
E.18 Delegation of authority to be granted to the Mgmt For For
Executive Board to decide to increase share
capital by issuing shares or securities providing
access to capital reserved for members of
savings plans with cancellation of
preferential subscription rights in favor
of the latter
E.19 Delegation of authority to be granted to the Mgmt For For
Executive Board to grant options to subscribe
for or purchase shares to employees and corporate
officers of the group or to some of them
E.20 Delegation of authority to be granted to the Mgmt For For
Executive Board to carry out free allocations
of shares existing or to be issued to employees
and corporate officers of the group
or to some of them
E.21 Delegation to be granted to the Executive Board Mgmt For For
to reduce share capital by cancellation
of treasury shares
E.22 Powers for the formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JERONIMO MARTINS SGPS SA Agenda Number: 702716082
--------------------------------------------------------------------------------------------------------------------------
Security: X40338109
Meeting Type: EGM
Meeting Date: 15-Dec-2010
Ticker:
ISIN: PTJMT0AE0001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To resolve on the interim balance sheet Mgmt Take No Action
2 Decision on the proposal of the remuneration Mgmt Take No Action
to the shareholders, through partial distribution
of free reserves
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Take No Action
IN MEETING TYPE, BLOCKING JOB AND 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.
--------------------------------------------------------------------------------------------------------------------------
JERONIMO MARTINS SGPS SA Agenda Number: 702839828
--------------------------------------------------------------------------------------------------------------------------
Security: X40338109
Meeting Type: AGM
Meeting Date: 30-Mar-2011
Ticker:
ISIN: PTJMT0AE0001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 771024 DUE TO ADDITION OF RESOLUTION. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1 To resolve on the 2010 annual report and accounts Mgmt For For
2 To resolve on the proposal for application of Mgmt For For
results
3 To resolve on the 2010 consolidated annual report Mgmt For For
and accounts
4 To assess, in general terms, the management Mgmt For For
and audit of the Company
5 Deliberate on the salary's committee proposal Mgmt For For
on the remuneration of the directors' board.
The shareholder Sociedade Francisco Manuel
dos Santos, SGPS, S.A. proposes the aforementioned
Annual General Meeting to approve the attribution
of the following remuneration to the members
of the Remuneration Committee: A meeting fee
on the amount of EUR 2,000.00 to be paid to
each of the members of the Remuneration Committee
for each attended meeting
6 To resolve on the reduction of the number of Mgmt For For
members of the Board of Directors
7 To elect a member of the Audit Committee for Mgmt For For
the current term of office
8 To resolve on the proposal of the Board of Directors Mgmt For For
regarding the amendment of articles 23 and
25, no. 1 of the Articles of Association
9 To resolve on the amendment of Jeronimo Martins' Mgmt For For
Executive Directors' Pensions Plan
10 Resolve on the proposal regarding the remuneration Mgmt For For
of the members of the Remuneration Committee
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL TEXT IN RESOLUTION 5. 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.
--------------------------------------------------------------------------------------------------------------------------
JOHNSON MATTHEY PUB LTD CO Agenda Number: 702523780
--------------------------------------------------------------------------------------------------------------------------
Security: G51604109
Meeting Type: AGM
Meeting Date: 21-Jul-2010
Ticker:
ISIN: GB0004764071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the Company's accounts for the YE 31 Mgmt For For
MAR 2010
2 Receive and approve the Directors' remuneration Mgmt For For
report for the YE 31 MAR 2010
3 Declare a final dividend of 27.9 pence per share Mgmt For For
on the ordinary shares
4 Election of Mr. WF Sandford as the Director Mgmt For For
of the Company
5 Re-elect Mr. MJ Roney as the Director of the Mgmt For For
Company
6 Re-elect Mrs. DC Thompson as the Director of Mgmt For For
the Company
7 Re-elect Mr. AM Thomson as the Director of the Mgmt For For
Company
8 Re-election of Mr. RJW Walvis as the Director Mgmt For For
of the Company
9 Re-appointment of KPMG Audit Plc as the Auditors Mgmt For For
for the forthcoming year
10 Authorize the Directors to determine the remuneration Mgmt For For
of the Auditors
11 Authorize the Company to make political donations Mgmt Against Against
and incur political expenditure within
certain limits
12 Authorize the Directors to allot shares Mgmt Against Against
S.13 Approve to disapply the pre-emption rights attaching Mgmt For For
to shares
S.14 Authorize the Company to make market purchases Mgmt For For
of its own shares
S.15 Approve to call a General Meeting other than Mgmt For For
AGM on not less than 14 clear days' notice
S.16 Adopt the new Articles of Association Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JSR CORPORATION Agenda Number: 703098740
--------------------------------------------------------------------------------------------------------------------------
Security: J2856K106
Meeting Type: AGM
Meeting Date: 17-Jun-2011
Ticker:
ISIN: JP3385980002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to: Adopt Reduction of Liability Mgmt For For
System for Outside Directors, Adopt Reduction
of Liability System for Outside Auditors and
other
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
4. Appoint a Substitute Corporate Auditor Mgmt For For
5. Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
KAMIGUMI CO.,LTD. Agenda Number: 703164068
--------------------------------------------------------------------------------------------------------------------------
Security: J29438116
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3219000001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KANSAI PAINT CO.,LTD. Agenda Number: 703168799
--------------------------------------------------------------------------------------------------------------------------
Security: J30255129
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3229400001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2 Amend Articles to: Reduce Board Size to 11 Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
4 Appoint a Corporate Auditor Mgmt For For
5 Appoint a Supplementary Auditor Mgmt For For
6 Approve Extension of Anti-Takeover Defense Measures Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
KAWASAKI KISEN KAISHA,LTD. Agenda Number: 703129088
--------------------------------------------------------------------------------------------------------------------------
Security: J31588114
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3223800008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
3. Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
KBC GROUPE SA, BRUXELLES Agenda Number: 702917141
--------------------------------------------------------------------------------------------------------------------------
Security: B5337G162
Meeting Type: MIX
Meeting Date: 28-Apr-2011
Ticker:
ISIN: BE0003565737
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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
A.1 Review of the combined annual report of the Non-Voting No vote
Board of Directors of KBC Group NV on the
company and consolidated annual accounts for
the financial year ending on 31 December
2010
A.2 Review of the auditor's reports on the company Non-Voting No vote
and the consolidated annual accounts of
KBC Group NV for the financial year ending
on 31 December 2010
A.3 Review of the consolidated annual accounts of Non-Voting No vote
KBC Group NV for the financial year ending
on 31 December 2010
A.4 Motion to approve the company annual accounts Mgmt Take No Action
of KBC Group NV for the financial year
ending on 31 December 2010
A.5 Motion to approve the proposed appropriation Mgmt Take No Action
of the profit earned by KBC Group NV in
the financial year ending on 31 December 2010;
motion to pay a gross dividend of 0.75 EUR
per share, except the 13 360 577 repurchased
KBC Group NV shares whose dividend certificates
will be cancelled at the meeting pursuant
to Article 622 of the Companies Code
A.6 Motion to grant discharge to the directors of Mgmt Take No Action
KBC Group NV for the performance
of their mandate during the 2010 financial
year
A.7 Motion to grant discharge to the former directors Mgmt Take No Action
of Fidabel NV for the performance of
their mandate in Fidabel NV during the period
from 1 January 2010 to 29 April 2010, date
of the merger by acquisition of Fidabel NV
by KBC Group NV
A.8 Motion to grant discharge to the auditor of Mgmt Take No Action
KBC Group NV for the performance of his mandate
during the 2010 financial year
A.9 Motion to grant discharge to the auditor of Mgmt Take No Action
Fidabel NV for the performance of his mandate
during the period from 1 January 2010 to 29
April 2010, date of the merger by acquisition
of Fidabel NV by KBC Group NV
A.10a Motion to confirm the appointment of Mr Luc Mgmt Take No Action
Discry (co-opted by the Board of Directors
on 23 September 2010) as director for a period
of four years, i.e. until after the Annual
General Meeting of 2015
A.10b Motion to reappoint Mr Franky Depickere as director Mgmt Take No Action
for a period of four years, i.e. until
after the Annual General Meeting of 2015
A.10c Motion to reappoint Mr Frank Donck as director Mgmt Take No Action
for a period of four years, i.e. until after
the Annual General Meeting of 2015
A.10d Motion to appoint Mr John Hollows as director Mgmt Take No Action
for a period of four years, i.e. until
after the Annual General Meeting of 2015
A.10e Motion to appoint Mr Thomas Leysen as director Mgmt Take No Action
for a period of four years, i.e. until after
the Annual General Meeting of 2015
A.10f Motion to appoint Mr Luc Popelier as director Mgmt Take No Action
for a period of four years, i.e. until
after the Annual General Meeting of 2015, to
replace Mr Luc Philips, who resigns
when the present Annual General Meeting has
ended
A.11 Other business Non-Voting No vote
E.1 Motion to delete the last paragraph of Article Mgmt Take No Action
5 with effect from 1 January 2012, subject
to the suspensive conditions of the publication
and entry into effect of the Act concerning
the exercise of certain rights of shareholders
of listed companies
E.2 Presentation of the report of the Board of Directors Non-Voting No vote
drawn up pursuant to Article 604 in conjunction
with Article 607 of the Companies Code with
a view to renewing the authorisation to increase
capital following notification from the Belgian
Financial Services and Markets Authority with
regard to public bids
E.3 Motion to renew for a period of three years Mgmt Take No Action
starting from 28 April 2011 the special authorisation
granted to the Board of Directors, as currently
set out in Article 7C of the Articles of Association,
to carry out capital increases subject to
the limits of the authorisation detailed in
Articles 7A and 7B, even after the date
of receipt of notification from the Belgian
Financial and Markets Authority that it has
been apprised of a public bid for the
securities of the company
E.4 Motion to replace the third and fourth paragraphs Mgmt Take No Action
of Article 17 with the following text:
'If the reports are recorded on loose leaves,
the latter shall be numbered per meeting.
Copies of and extracts from the reports shall
be validly signed by the chairman, by two
directors, by the secretary to the Board of
Directors, by the secretary to the Executive
Committee or by the Group Secretary.'
E.5 Motion to replace the last paragraph of Article Mgmt Take No Action
20 with the following text: 'Copies of and
extracts from the decisions of the Executive
Committee shall be validly signed by the
chairman, by two members of the Executive Committee,
by the secretary to the Executive Committee
or by the Group Secretary'
E.6 Motion to replace the first paragraph of Article Mgmt Take No Action
24 with effect from 1 January 2012,
subject to the suspensive conditions of the
publication and entry into effect of the
Act concerning the exercise of certain rights
of shareholders of listed companies, with
the following text: 'A General Meeting shall
be held annually at the registered office of
the company or at any other place indicated
in the convening notice, on the first Thursday
of May at 10 a.m., or, if this day is a statutory
public holiday or bank holiday, on the business
day immediately preceding it, at 10 a.m'
E.7 Motion to replace Article 26 with effect from Mgmt Take No Action
1 January 2012, subject to the suspensive
conditions of the publication and entry into
effect of the Act concerning the exercise
of certain rights of shareholders of listed
companies, with the following text:
'Shareholders who exercise their statutory
right to put items on the agenda of the General
Meeting, must include in their request
the text of the items to be included and the
corresponding draft resolutions. Shareholders
who exercise their statutory right to table
draft resolutions regarding items included
on the agenda of the general meeting, must
include in their request the text of the draft
resolutions'
E.8 Motion to replace Article 27 with effect from Mgmt Take No Action
1 January 2012, subject to the suspensive
conditions of the publication and entry into
effect of the Act concerning the exercise
of certain rights of shareholders of listed
companies, with the following text:
'The right of a shareholder to attend the General
Meeting and to exercise his voting rights is
only granted based on the accounting registration
of the shares in the name of the shareholder
on the record date, namely on the fourteenth
day before the General Meeting at midnight
Belgian time, either by entry of the shares
in the register of registered shares,
or by their entry on the accounts of a recognised
account holder or of a clearing house, or
by presenting the bearer shares to a
financial intermediary, and this regardless
of the number of shares that the shareholder
CONTD
CONT CONTD possesses on the day of the General Meeting. Non-Voting No vote
The right of a holder of bonds, warrants
or certificates issued in co-operation with
the company to attend the General Meeting,
is similarly only granted based on the accounting
registration of these securities in his name
on the record date. 'Every shareholder
and every holder of bonds, warrants or certificates
issued in co-operation with the company,
who wishes to attend the General Meeting,
must, on the sixth day before the day of
the General Meeting at the latest, inform
accordingly the company or a person so designated
by the company, of the number of securities
with which he wishes to participate. If he
wishes to attend the General Meeting with securities
in bearer or book-entry form, then he must
ensure that the company or a person so designated
by the company, CONTD
CONT CONTD receives the same day at the latest a Non-Voting No vote
certificate supplied by the financial
intermediary, the recognised account holder
or clearing house, which states with how
many bearer securities or book-entry securities
that have been submitted or have been registered
in his name to his account on the registration
date he wishes to attend the General Meeting'
The provisions of this Article also apply
to the holders of profit-sharing certificates,
insofar as they are in registered or
book-entry form, in the cases where they are
entitled to attend the General Meeting'
E.9 Motion to replace Article 28 with effect from Mgmt Take No Action
1 January 2012, subject to the suspensive
conditions of the publication and entry into
effect of the Act concerning the exercise
of certain rights of shareholders of listed
companies, with the following text:
'Unless specified otherwise by law, every shareholder,
every holder of bonds, warrants and certificates
issued in co-operation with the company
and, in the event, every holder of
profit-sharing certificates, whether a
private individual or legal entity, may
arrange to be represented at the General Meeting
by a single proxy. The Board of Directors
will determine the form to be used when voting
by proxy. The company must be in receipt
of the proxy on the sixth day before the
General Meeting at the latest'
E.10 Motion to replace Article 34, first paragraph Mgmt Take No Action
with effect from 1 January 2012, subject
to the suspensive conditions of the publication
and entry into effect of the Act concerning
the exercise of certain rights of shareholders
of listed companies, with the following text:
The Board of Directors is entitled, prior
to any ordinary, special or extraordinary General
Meeting, to postpone or cancel the meeting.
This is in addition to the legal right for
the Board of Directors to postpone any ordinary,
special or extraordinary General Meeting
for five weeks due to an announcement regarding
a significant participation, and during the
meeting to postpone for five weeks the decision
regarding the approval of the annual accounts
E.11 Motion to grant authorisation to co-ordinate, Mgmt Take No Action
sign and file the Articles of Association
following the decisions to amend the Articles
of Association with respect to the draft resolutions
mentioned under the agenda points 3, 4 and
5
E.12 Motion to grant authorisation to draw up, sign Mgmt Take No Action
and file a second co-ordinated version of the
Articles of Association, which shall come into
effect as of 1 January 2012, following the
decisions to amend the Articles of Association
with respect to the draft resolutions mentioned
under the agenda points 1, 6, 7, 8, 9 and 10,
and to do this as soon as the suspensive conditions
foreseen in these decisions have been met
E.13 Motion to grant authorisations for the implementation Mgmt Take No Action
of the decisions taken and the completion
of the formalities relating to the Crossroads
Bank for Enterprises (Kruispuntbank van
Ondernemingen) and the tax authorities
--------------------------------------------------------------------------------------------------------------------------
KEIKYU CORPORATION Agenda Number: 703142391
--------------------------------------------------------------------------------------------------------------------------
Security: J32104119
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3280200001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
3. Approve Provision of Retirement Allowance for Mgmt Against Against
Retiring Directors
4. Approve Payment of Bonuses to Corporate Officers Mgmt Against Against
5. Approve Continuance of the Policy Regarding Mgmt Against Against
Large-scale Purchases of the Company's Shares
--------------------------------------------------------------------------------------------------------------------------
KEIO CORPORATION Agenda Number: 703142404
--------------------------------------------------------------------------------------------------------------------------
Security: J32190126
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3277800003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
2.18 Appoint a Director Mgmt For For
3. Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KERRY GROUP PLC Agenda Number: 702954163
--------------------------------------------------------------------------------------------------------------------------
Security: G52416107
Meeting Type: AGM
Meeting Date: 10-May-2011
Ticker:
ISIN: IE0004906560
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Report and Accounts Mgmt For For
2 Declaration of Dividend Mgmt For For
3A1 Re-election of Mr. Kieran Breen (in accordance Mgmt For For
with Article 102)
3A2 Re-election of Mr. Patrick Flahive (in accordance Mgmt For For
with Article 102)
3B1 Re-election of Mr. Denis Buckley (in accordance Mgmt For For
with Combined Code)
3B2 Re-election of Mr. Gerry Behan (in accordance Mgmt For For
with Combined Code)
3B3 Re-election of Mr. Denis Carroll (in accordance Mgmt For For
with Combined Code)
3B4 Re-election of Mr. Michael Dowling (in accordance Mgmt For For
with Combined Code)
3B5 Re-election of Mr. Michael Fleming (in accordance Mgmt For For
with Combined Code)
3B6 Re-election of Mr. Noel Greene (in accordance Mgmt For For
with Combined Code)
3B7 Re-election of Mr. Flor Healy (in accordance Mgmt For For
with Combined Code)
3b8 Re-election of Mr. Kevin Kelly (in accordance Mgmt For For
with Combined Code)
3B9 Re-election of Mr. Stan McCarthy (in accordance Mgmt For For
with Combined Code)
3B10 Re-election of Mr. Brian Mehigan (in accordance Mgmt For For
with Combined Code)
3B11 Re-election of Mr. Gerard O Hanlon (in accordance Mgmt For For
with Combined Code)
3B12 Re-election of Mr. Denis Wallis (in accordance Mgmt For For
with Combined Code)
4 Remuneration of Auditors Mgmt For For
5 Ordinary Resolution (Remuneration Report) Mgmt For For
6 Ordinary Resolution (Section 20 Authority) Mgmt For For
7 Special Resolution (Disapplication Section 23) Mgmt For For
8 Special Resolution (To authorise the company Mgmt For For
to make market purchases of its own shares)
--------------------------------------------------------------------------------------------------------------------------
KESKO OYJ Agenda Number: 702822948
--------------------------------------------------------------------------------------------------------------------------
Security: X44874109
Meeting Type: AGM
Meeting Date: 04-Apr-2011
Ticker:
ISIN: FI0009000202
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Calling the meeting to order Non-Voting No vote
3 Election of persons to scrutinise 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 Review by the president and CEO Non-Voting No vote
7 Presentation of the 2010 financial statements, Non-Voting No vote
the report of the board of directors and
the auditors' report
8 Adoption of the financial statements Mgmt For For
9 Distribution of the profits shown on the balance Mgmt For For
sheet and resolution on the payment of dividend.
The board proposes to pay a dividend of EUR
1.30 per share
10 Resolution on discharging the board members Mgmt For For
and the managing director from liability
11 Resolution on the board members' fees and the Mgmt For For
basis for reimbursement of their expenses
12 Resolution on the number of members of the board Mgmt For For
of directors. Shareholders representing over
10 pct of votes propose that the number of
board members be seven
13 Election of members of the board of directors. Mgmt For For
According to articles of association,
the term of the board of directors' members
is three years. The current board members
were elected by the AGM held on 30 March 2009
14 Resolution on the auditor's fee and the basis Mgmt For For
for reimbursement of expenses
15 Election of the auditor. The board's audit committee Mgmt For For
proposes to elect PricewaterhouseCoopers
Oy
16 The board of directors' proposal for the authorisation Mgmt For For
to acquire own shares
17 The board of directors' proposal for share issue Mgmt Against Against
authorisation
18 Donations for charitable purposes Mgmt Against Against
19 Closing of the meeting Non-Voting No vote
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF THE RESOLUTION 15. 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
--------------------------------------------------------------------------------------------------------------------------
KINGFISHER PLC, LONDON Agenda Number: 703043810
--------------------------------------------------------------------------------------------------------------------------
Security: G5256E441
Meeting Type: AGM
Meeting Date: 16-Jun-2011
Ticker:
ISIN: GB0033195214
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the annual report and accounts Mgmt For For
for 2010/11
2 To approve the Directors' remuneration report Mgmt For For
for 2010/11
3 To authorise the payment of a final dividend Mgmt For For
4 To re-appoint Mr P Cagni as a Director Mgmt For For
5 To re-appoint Ms C Chapman as a Director Mgmt For For
6 To re-appoint Mr D Bernard as a Director Mgmt For For
7 To re-appoint Mr A Bonfield as a Director Mgmt For For
8 To re-appoint Mr I Cheshire as a Director Mgmt For For
9 To re-appoint Mr A Dahlvig as a Director Mgmt For For
10 To re-appoint Ms J Kong as a Director Mgmt For For
11 To re-appoint Mr J Nelson as a Director Mgmt For For
12 To re-appoint Mr K O'Byrne as a Director Mgmt For For
13 To re-appoint the Auditors Mgmt For For
14 To authorise the Audit Committee to agree the Mgmt For For
auditors' remuneration
15 To authorise the Company to make political donations Mgmt For For
16 To authorise the Directors to allot new shares Mgmt For For
17 To disapply pre-emption rights Mgmt For For
18 To authorise the Company to purchase its own Mgmt For For
shares
19 To authorise the calling of a general meeting, Mgmt For For
other than an AGM on 14 days' notice
20 To approve the amendment to the Rules of the Mgmt For For
Kingfisher 2006 Performance Share Plan
--------------------------------------------------------------------------------------------------------------------------
KINTETSU CORPORATION Agenda Number: 703137960
--------------------------------------------------------------------------------------------------------------------------
Security: J33136128
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3260800002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KOBE STEEL,LTD. Agenda Number: 703128822
--------------------------------------------------------------------------------------------------------------------------
Security: J34555144
Meeting Type: AGM
Meeting Date: 23-Jun-2011
Ticker:
ISIN: JP3289800009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
2. Appoint a Corporate Auditor Mgmt For For
3. Approval of the Company to take measures on Mgmt For For
the basis of Policy on Large-Scale Purchasing
of its Shares (Anti-Takeover Measures)
--------------------------------------------------------------------------------------------------------------------------
KONE OYJ Agenda Number: 702773741
--------------------------------------------------------------------------------------------------------------------------
Security: X4551T105
Meeting Type: AGM
Meeting Date: 28-Feb-2011
Ticker:
ISIN: FI0009013403
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Calling the meeting to order Non-Voting No vote
3 Election of person to scrutinize the minutes Non-Voting No vote
and persons 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 annual accounts, the report Non-Voting No vote
of the Board of Directors and the auditor's
report for the year 2010 review by the CEO
& President
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 of Directors proposes that for the
financial year 2010 a dividend of EUR 0.895
be paid for each class A share and a dividend
of EUR 0.90 be paid for each class B share.
The date of record for dividend distribution
is proposed to be March 3, 2011 and the dividend
be paid March 10, 2011
9 Resolution on the discharge of the members and Mgmt For For
deputy member of the Board of Directors and
the CEO & President from liability
10 Resolution on the remuneration of the members Mgmt For For
and deputy members of the Board of Directors
the Nomination and Compensation Committee of
the Board of Directors proposes that the board
members' and deputy members' compensation would
be: Chair of the Board of Directors EUR 54,000,
Vice Chair EUR 44,000, Board Members EUR
33,000 and Deputy Members 16,500 per year,
as well as an EUR 500 fee per meeting
for each member for Board and Committee meetings
11 Resolution on the number of members and deputy Mgmt For For
members of the Board of Directors The
Nomination and Compensation Committee of the
Board of Directors proposes that eight (8)
board members and one (1) deputy member be
elected
12 Election of members and deputy members of the Mgmt For For
Board of Directors The Nomination
and Compensation Committee of the Board of
Directors proposes that Matti Alahuhta, Anne
Brunila, Reino Hanhinen, Antti Herlin, Sirkka
Hamalainen-Lindfors, Juhani Kaskeala,
Shunichi Kimura and Sirpa Pietikainen be
re-elected to the Board and that Jussi Herlin
is re-elected as a deputy member to the
Board
13 Resolution on the remuneration of the auditors Mgmt For For
The Audit Committee of the Board of Directors
proposes that the Auditors be reimbursed according
to their invoice
14 Resolution on the number of the auditors The Mgmt For For
Audit Committee of the Board of Directors
proposes that two (2) Auditors be Elected
15 Election of auditor The Audit Committee of the Mgmt For For
Board of Directors proposes that authorized
public accountants PricewaterhouseCoopers Oy
and Heikki Lassila are elected as Auditors
16 Authorizing the Board of Directors to decide Mgmt For For
on the repurchase of the Company's
own shares The Board of Directors proposes
that the General Meeting authorize the Board
of Directors to decide on the repurchase of
no more than 25,570,000 treasury shares with
assets from the company's unrestricted equity
so that a maximum of 3,810,000 class A shares
and a maximum of 21,760,000 class B shares
may be repurchased. The consideration to be
paid for the repurchased shares with
respect to both class A and class B shares
will be determined based on the trading
price determined for class B shares on the
NASDAQ OMX Helsinki on the date of repurchase.
Class A shares will be repurchased
in proportion to holdings of class A shareholders
at a price equivalent to the average price
paid for the company's class B shares on the
NASDAQ CONTD
CONT CONTD OMX Helsinki on the date of repurchase. Non-Voting No vote
Any holder wishing to offer his or her class
A shares for repurchase by the company must
state his or her intention to the company's
Board of Directors in writing. The company
may deviate from the obligation to repurchase
shares in proportion to the shareholders'
holdings if all the holders of class A shares
give their consent. Class B shares will
be purchased in public trading on the NASDAQ
OMX Helsinki at the market price as per the
time of purchase. The Board of Directors
proposes that the authorization remain in effect
for a period of one year following the date
of decision of the General Meeting
17 Closing of the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
OF TEXT 3, 6, 8 AND 10. 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.
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE AHOLD NV Agenda Number: 702823750
--------------------------------------------------------------------------------------------------------------------------
Security: N0139V142
Meeting Type: AGM
Meeting Date: 20-Apr-2011
Ticker:
ISIN: NL0006033250
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening Non-Voting No vote
2 Report of the Corporate Executive Board for Non-Voting No vote
financial year 2010
3 Explanation of policy on additions to reserves Non-Voting No vote
and dividends
4 Proposal to adopt 2010 financial statements Mgmt For For
5 Proposal to determine the dividend over financial Mgmt For For
year 2010
6 Discharge of liability of the members of the Mgmt For For
Corporate Executive Board
7 Discharge of liability of the members of the Mgmt For For
Supervisory Board
8 Proposal to appoint Mr. A.D. Boer for a new Mgmt For For
term as a member of the Corporate Executive
Board, with effect from April 20, 2011
9 Proposal to appoint Mr. R. van den Bergh as Mgmt For For
a member of the Supervisory Board, with
effect from April 20, 2011
10 Proposal to appoint Mr. T. de Swaan for a new Mgmt For For
term as a member of the Supervisory
Board, with effect from April 20, 2011
11 Proposal to appoint Deloitte Accountants B.V. Mgmt For For
as external auditor of the Company for
financial year 2011
12 Proposal to authorize the Corporate Executive Mgmt Against Against
Board for a period of 18 months, i.e.
until and including October 20, 2012, to issue
common shares or grant rights to acquire common
shares up to a maximum of 10% of the issued
share capital, subject to the approval of
the Supervisory Board
13 Proposal to authorize the Corporate Executive Mgmt Against Against
Board for a period of 18 months, i.e.
until and including October 20, 2012, to restrict
or exclude, subject to the approval of the
Supervisory Board, pre-emptive rights in
relation to the issue of common shares
or the granting of rights to acquire common
shares
14 Proposal to authorize the Corporate Executive Mgmt For For
Board for a period of 18 months, i.e.
until and including October 20, 2012, to acquire
shares in the Company, subject to the approval
of the Supervisory Board, up to a maximum of
10% of the issued share capital at the date
of acquisition. Shares may be acquired
at the stock exchange or otherwise, at a price
(i) for common shares between par value and
110% of the opening price at Euronext Amsterdam
N.V. at the date of the acquisition, and (ii)
for the cumulative preferred financing shares
between par value and 110% of the amount paid
up (including share premium) on the relevant
shares, provided that the Company together
with its subsidiaries will not hold more than
10% of the issued share capital in the Company
15 Proposal to cancel common shares in the share Mgmt For For
capital of the Company held or to be acquired
by the Company. The number of shares that will
be cancelled shall be determined by the
Corporate Executive Board
16 Closing Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE DSM NV Agenda Number: 702834537
--------------------------------------------------------------------------------------------------------------------------
Security: N5017D122
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: NL0000009827
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
3 Financial Statements for 2010 Mgmt For For
4.b Adoption of the dividend for 2010 Mgmt For For
5.a Release from liability of the members of the Mgmt For For
Managing Board
5.b Release from liability of the members of the Mgmt For For
Supervisory Board
6.a Reappointment of Mr. S.B. Tanda as a member Mgmt For For
of the Managing Board
6.b Appointment of Mr. S. Doboczky as a member of Mgmt For For
the Managing Board
7 Appointment of Mrs. P.F.M. van der Meer Mohr Mgmt For For
as a member of the Supervisory Board
8 Remuneration of the Supervisory Board Mgmt For For
9.a Extension of the period during which the Managing Mgmt Against Against
Board is authorized to issue ordinary
shares
9.b Extension of the period during which the Managing Mgmt Against Against
Board is authorized to limit or exclude
the preferential right when issuing ordinary
shares
10 Authorization of the Managing Board to have Mgmt For For
the company repurchase shares
11 Reduction of the issued capital by cancelling Mgmt For For
shares
12 Amendment of Articles of Association Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE VOPAK N V Agenda Number: 702624708
--------------------------------------------------------------------------------------------------------------------------
Security: N5075T159
Meeting Type: EGM
Meeting Date: 11-Nov-2010
Ticker:
ISIN: NL0009432491
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening Non-Voting No vote
2 Appointment of Mr. E.M. Hoekstra as a member Mgmt For For
of the Executive Board
3 Any other business Non-Voting No vote
4 Closing Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE VOPAK NV, ROTTERDAM Agenda Number: 702849653
--------------------------------------------------------------------------------------------------------------------------
Security: N5075T159
Meeting Type: AGM
Meeting Date: 27-Apr-2011
Ticker:
ISIN: NL0009432491
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 799747 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.
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED WITH THIS
MEETING. THANK YOU
1 Opening of the general meeting Non-Voting No vote
2 Report of the managing board on the fiscal year Non-Voting No vote
2010
3 Approval of the annual accounts on the fiscal Mgmt For For
year 2010
4 Explanation on the dividend and reservation Non-Voting No vote
policy
5 It is proposed that a dividend over the fiscal Mgmt For For
year 2010 will be declared at EUR 0.70 gross
per share, payable as from 4 May 2011
6 It is proposed to discharge the managing board Mgmt For For
in respect of the duties performed during the
past fiscal year
7 It is proposed to discharge the supervisory Mgmt For For
board in respect of the duties performed during
the past fiscal year
8 Discussion on the remuneration policy for the Non-Voting No vote
managing board
9 It is proposed to set the yearly remuneration Mgmt For For
for the members of the supervisory board as
follows the members EUR 47,000, - the chairman
EUR 66,000, - above these amounts a supplement
is set for board committee members as follows:
audit committee chairman EUR 13,000, - members
EUR 7,500, - remuneration committee: chairman
EUR 9,000, - members EUR 6,000, - selection
and appointment committee: chairman EUR 6,000,
- members EUR 4,000
10 It is proposed to (re)appoint A.Van Rossum and Mgmt For For
C.K.Lam as member of the supervisory board
where all details as laid down in article 2:158
paragraph 5, section 2:142 paragraph 3 of the
Dutch Civil Code are available for the general
meeting of shareholders
11 It is proposed that the managing board be authorised Mgmt For For
subject to the approval of the supervisory
board, to cause the company to acquire its
own shares for valuable consideration, up to
a maximum number which, at the time of acquisition,
the company is permitted to acquire pursuant
to the provisions of section 98, subsection
2, of book 2 of the Netherlands civil code.
Such acquisition may be effected by means of
any type of contract, including stock exchange
transactions and private transactions. The
price must lie between the nominal value of
the shares and an amount equal to 110 percent
of the market price. By 'market price ' is
understood the average of the prices reached
by the shares on each of the 5 stock exchange
business days preceeding the date of acquisition,
as evidenced by the official price list of
Euronext Amsterdam NV. The authorisation will
be valid for a period of 18 months, commencing
on 27 April 2011
12 It is proposed that the general meeting assigns Mgmt For For
PricewaterhouseCoopers Accountants NV as the
auditors responsible for auditing the financial
accounts for the year 2011
13 Any other business Non-Voting No vote
14 Closing of the general meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
KUEHNE & NAGEL INTL AG Agenda Number: 702979634
--------------------------------------------------------------------------------------------------------------------------
Security: H4673L145
Meeting Type: AGM
Meeting Date: 10-May-2011
Ticker:
ISIN: CH0025238863
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 750902, 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 Annual report, annual accounts and consolidated Mgmt Take No Action
accounts 2010
2.A Decision about the utilization of available Mgmt Take No Action
earnings: application of profits and assignment
at cash investment
2.B Decision about the utilization of available Mgmt Take No Action
earnings: filling from cash investment reserves
3 Approval of the activities of the board of directors Mgmt Take No Action
and the management
4.A Election of the board of director: Mr. Juergen Mgmt Take No Action
Fitschen
4.B Election of the board of director: Mr. Karl Mgmt Take No Action
Gernandt
4.C Election of the board of director: Mr. Hans-Joerg Mgmt Take No Action
Hager
4.D Election of the board of director: Mr. Klaus-Michael Mgmt Take No Action
Kuehne
4.E Election of the board of director: Mr. Hans Mgmt Take No Action
Lerch
4.F Election of the board of director: Mr. Dr. Wolfgang Mgmt Take No Action
Peiner
4.G Election of the board of director: Mr. Dr. Thomas Mgmt Take No Action
Staehelin
4.H Election of the board of director: Mr. Dr. Joerg Mgmt Take No Action
Wolle
4.I Election of the board of director: Mr. Bernd Mgmt Take No Action
Wrede
4.J Election of the board of director: Mr. Dr. Renato Mgmt Take No Action
Fassbind
5 Elections of the auditors KPMG Ag, Zurich Mgmt Take No Action
6 Ad-hoc Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
KYOWA HAKKO KIRIN CO.,LTD. Agenda Number: 702820932
--------------------------------------------------------------------------------------------------------------------------
Security: J38296117
Meeting Type: AGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: JP3256000005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Allow Board to Authorize Use of Compensation-based Mgmt For For
Stock Option Plan for Executives and Directors
--------------------------------------------------------------------------------------------------------------------------
L'AIR LIQUIDE, PARIS Agenda Number: 702799973
--------------------------------------------------------------------------------------------------------------------------
Security: F01764103
Meeting Type: MIX
Meeting Date: 04-May-2011
Ticker:
ISIN: FR0000120073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2011/0218/201102181100333.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0318/201103181100697.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year 2010
O.3 Allocation of income for the financial year Mgmt For For
2010; setting the dividend
O.4 Authorization granted for 18 months to the Board Mgmt For For
of Directors to allow the Company to trade
its own shares
O.5 Renewal of Mr. Gerard de La Martiniere's term Mgmt For For
as Board member
O.6 Renewal of Mr. Cornelis van Lede's term as Board Mgmt For For
member
O.7 Appointment of Mrs. Sian Herbert-Jones as Board Mgmt For For
member
O.8 Approval of the Agreement pursuant to Articles Mgmt For For
L. 225-38 et seq. of the Commercial Code
and approval of the Statutory Auditors' special
report relating to Air Liquide International
O.9 Setting the amount of attendance allowances Mgmt For For
E.10 Authorization granted for 24 months to the Board Mgmt For For
of Directors to reduce the capital by cancellation
of treasury shares
E.11 Approval of a partial asset contribution Agreement Mgmt For For
subject to the system of divisions granted
by the Company to its subsidiary Air Liquide
France Industrie for its activity of
supply and marketing industrial gases
E.12 Approval of a partial asset contribution Agreement Mgmt For For
subject to the system of divisions granted
by the Company to its subsidiary Air Liquide
Advanced Technologies responsible for
designing and manufacturing equipment in space,
aeronautics and cryogenics fields
E.13 Approval of a partial asset contribution Agreement Mgmt For For
subject to the system of divisions granted
by the Company to its subsidiary Cryopal responsible
for manufacturing and marketing cryogenic
containers
E.14 Approval of partial asset contribution Agreement Mgmt For For
subject to the system of divisions granted
by the Company to its subsidiary Air Liquide
Engineering responsible for technical expertise
activities conducted at the Blanc-Mesnil site
E.15 Approval of a partial asset contribution Agreement Mgmt For For
subject to the system of divisions granted
by the Company to its subsidiary Air Liquide
Services responsible for development,
installation and operation of industrial
information systems
E.16 Delegation of authority granted for 18 months Mgmt Against Against
to the Board of Directors to carry out free
issuance of share subscription warrants in
the event of public offer involving the Company
E.17 Delegation of authority granted for 26 months Mgmt Against Against
to the Board of Directors to increase the
share capital by issuing ordinary shares or
securities giving access, immediately and/or
in the future to the capital of the Company
with preferential subscription rights of
shareholders for a maximum amount of 390 million
Euros in nominal
E.18 Authorization granted for 26 months to the Board Mgmt Against Against
of Directors to increase the amount of issuances
of shares or securities in the event of surplus
demands
E.19 Delegation of authority granted for 26 months Mgmt Against Against
to the Board of Directors to carry out capital
increases reserved for members of a company
savings plan or group savings plan
E.20 Delegation of authority granted for 18 months Mgmt Against Against
to the Board of Directors to carry out capital
increases reserved for a category of beneficiaries
O.21 Powers to accomplish the formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL LINK. 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.
--------------------------------------------------------------------------------------------------------------------------
L'OREAL S.A., PARIS Agenda Number: 702838636
--------------------------------------------------------------------------------------------------------------------------
Security: F58149133
Meeting Type: MIX
Meeting Date: 22-Apr-2011
Ticker:
ISIN: FR0000120321
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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 Approval of the corporate financial statements Mgmt For For
for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year 2010
O.3 Allocation of income for the financial year Mgmt For For
2010 and setting the dividend
O.4 Renewal of Mrs. Liliane Bettencourt's term as Mgmt For For
Board member
O.5 Renewal of Mrs. Annette Roux's term as Board Mgmt For For
member
O.6 Renewal of Mr. Charles-Henri Filippi's term Mgmt For For
as Board member
O.7 Setting the amount of attendance allowances Mgmt For For
O.8 Authorization for the Company to repurchase Mgmt For For
its own shares
E.9 Delegation of authority granted to the Board Mgmt Against Against
of Directors to increase capital either by
issuing ordinary shares with preferential subscription
rights, or by incorporation of premiums,
reserves, profits or other amounts
E.10 Authorization granted to the Board of Directors Mgmt For For
to grant options of share purchase/subscription
of the company L'Oreal to employees and corporate
officers
E.11 Authorization granted to the Board of Directors Mgmt Against Against
to carry out the allocation of free shares
existing or to be issued to employees and corporate
officers
E.12 Delegation of authority granted to the Board Mgmt For For
of Directors to allow the completion
of the capital increase reserved for employees
E.13 Powers for the formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN MEETING TIME AND RECEIPT OF URL LINK. 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 IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2011/0401/201104011100874.pdf
--------------------------------------------------------------------------------------------------------------------------
LAWSON,INC. Agenda Number: 703028969
--------------------------------------------------------------------------------------------------------------------------
Security: J3871L103
Meeting Type: AGM
Meeting Date: 24-May-2011
Ticker:
ISIN: JP3982100004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to: Expand Business Lines Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4. Approve Provision of Retirement Allowance for Mgmt Against Against
Retiring Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
LI & FUNG LTD Agenda Number: 702580691
--------------------------------------------------------------------------------------------------------------------------
Security: G5485F144
Meeting Type: SGM
Meeting Date: 13-Sep-2010
Ticker:
ISIN: BMG5485F1445
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTION
"1". THANK YOU.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20100826/LTN20100826449.pdf
1 Approve the Scheme and the Option Offer both Mgmt For For
as defined in the notice convening the
SGM
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
LI & FUNG LTD Agenda Number: 702932737
--------------------------------------------------------------------------------------------------------------------------
Security: G5485F144
Meeting Type: AGM
Meeting Date: 18-May-2011
Ticker:
ISIN: BMG5485F1445
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110411/LTN20110411558.pdf
CMMT COMMENT HAS BEEN REMOVED Non-Voting No vote
1 To receive and adopt the Audited Consolidated Mgmt For For
Accounts and Reports of the Directors and
the Auditors for the year ended 31 December
2010
2 To declare a final dividend of 52 HK cents per Mgmt For For
share
3.a To re-elect Dr William Fung Kwok Lun as Director Mgmt For For
3.b To re-elect Mr Allan Wong Chi Yun as Director Mgmt For For
3.c To re-elect Mr Benedict Chang Yew Teck as Director Mgmt For For
4 To fix the Director's fees and additional remuneration Mgmt For For
to Non-executive Directors who serve
on the board committees
5 To re-appoint PricewaterhouseCoopers as Auditors Mgmt For For
and to authorise the Directors to fix
their remuneration
6 To give a general mandate to the Directors to Mgmt For For
repurchase the Company's shares up to 10%
7 To give a general mandate to the Directors to Mgmt Against Against
issue new shares up to 20% or in the case
of issue of new shares solely for cash and
unrelated to any asset acquisition, up to 10%
8 To authorise the Directors to issue the shares Mgmt Against Against
repurchased by the Company
9 To approve the Share Subdivision Mgmt Against Against
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL RECORD DATE AND REMOVAL OF FOR AND
AGAINST COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
LIFESTYLE INTL HLDGS LTD Agenda Number: 702854743
--------------------------------------------------------------------------------------------------------------------------
Security: G54856128
Meeting Type: AGM
Meeting Date: 27-Apr-2011
Ticker:
ISIN: KYG548561284
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR ALL
RESOLUTIONS. THANK YOU.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110322/LTN20110322399.pdf
1 To receive and consider the audited consolidated Mgmt For For
financial statements of the Company and the
Reports of the Directors and the Auditors for
the year ended 31st December, 2010
2 To approve final dividend for the year ended Mgmt For For
31st December, 2010
3.i To re-elect Dato Dr. Cheng Yu-tung as a Non-executive Mgmt For For
Director
3.ii To re-elect Mr. Lau Luen-hung, Thomas as an Mgmt For For
Executive Director
3.iii To re-elect Mr. Cheung Yuet-man, Raymond as Mgmt For For
an Independent Non-executive Director
3.iv To re-elect The Hon. Shek Lai-him, Abraham as Mgmt For For
an Independent Non-executive Director
3.v To authorize the Board of Directors to fix the Mgmt For For
Directors' remuneration
4 To re-appoint Messrs. Deloitte Touche Tohmatsu Mgmt For For
as Auditors and authorize the Board of Directors
tofix their remuneration
5.A To give a general mandate to the Directors to Mgmt For For
purchase shares of the Company
5.B To give a general mandate to the Directors to Mgmt Against Against
allot and issue shares of the Company
5.C To extend the general mandate granted to the Mgmt Against Against
Directors to issue new shares under resolution
5B by adding the number of shares repurchased
by the Company under resolution 5A
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
LINDE AG Agenda Number: 702924324
--------------------------------------------------------------------------------------------------------------------------
Security: D50348107
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: DE0006483001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). FOR QUESTIONS
IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF YOU DO
NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 21.04.2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 27.04.2011. Non-Voting No vote
FURTHER INFORMATION ON COUNTER PROPOSALS CAN
BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE
REFER TO 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 DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED IN THE BALLOT
ON PROXYEDGE.
1. Presentation of the financial statements and Non-Voting No vote
annual report for the 2010 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 MDs pursuant
to Sections 289(4) and 315(4) of the German
Commercial Code
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 431,927,035.57 as follows: Payment
of a dividend of EUR 2.20 per no-par share
EUR 57,273,765.37 shall be carried to the other
reserves Ex-dividend and payable date: May
13, 2011
3. Ratification of the acts of the Board of MDs Mgmt For For
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Appointment of auditors for the 2011 financial Mgmt For For
year: KPMG AG, Berlin
6.a Elections to the Supervisory Board: Ann-Kristin Mgmt For For
Achleitner
6.b Elections to the Supervisory Board: Arne Wittig Mgmt For For
6.c Elections to the Supervisory Board: Guenter Mgmt For For
Hugger
--------------------------------------------------------------------------------------------------------------------------
LLOYDS BANKING GROUP PLC Agenda Number: 702917343
--------------------------------------------------------------------------------------------------------------------------
Security: G5542W106
Meeting Type: AGM
Meeting Date: 18-May-2011
Ticker:
ISIN: GB0008706128
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the reports and accounts Mgmt For For
2 Approval of the directors' remuneration report Mgmt For For
3 Election of Ms. A M Frew Mgmt For For
4 Election if Mr. a Horto-Osorio Mgmt For For
5 Re-election of Sir Winfried Bischoff Mgmt For For
6 Re-election of Sir Julian Horn-Smith Mgmt For For
7 Re-election of Lord Leitch Mgmt For For
8 Re-election of Mr. G R M Moreno Mgmt For For
9 Re-election Mr. D L Roberts Mgmt For For
10 Re-election of Mr. T J Ryan, Jr. Mgmt For For
11 Re-election of Mr. M A Sicluna Mgmt For For
12 Re-election of Mr. G T Tate Mgmt For For
13 Re-election of Mr. T J W Tookey Mgmt For For
14 Re-election of Mr. A Watson Mgmt For For
15 Re-appointment of the auditors: PricewaterhouseCoopers Mgmt For For
LLP
16 Authority to set the remuneration of the auditors Mgmt For For
17 Directors' authority to allot shares Mgmt For For
18 Approval of the Lloyds Banking Group Deferred Mgmt For For
Bonus Plan 2008
19 Limited disapplication of pre-emption rights Mgmt For For
20 Authority for the company to purchase its ordinary Mgmt For For
shares
21 Authority for the company to purchase its existing Mgmt For For
preference shares
22 Notice period for general meeting Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
LOGITECH INTERNATIONAL SA, APPLES Agenda Number: 702563304
--------------------------------------------------------------------------------------------------------------------------
Security: H50430232
Meeting Type: AGM
Meeting Date: 08-Sep-2010
Ticker:
ISIN: CH0025751329
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting Take No Action
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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Take No Action
MEETING NOTICE SENT UNDER MEETING 649272, INCLUDING
THE AGENDA. TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST BE NOTIFIED TO THE COMPANY REGISTRAR
AS BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER THE CUTOFF DATE WILL
BE PROCESSED ON A BEST EFFORT BASIS. THANK
YOU.
1 Approve the annual report, the compensation Mgmt Take No Action
report the consolidated financial statements
and the statutory financial statements of Logitech
International S.A. for FY 2010
2 Approve the compensation philosophy, policies Mgmt Take No Action
and practices
3 Approve the appropriation of retained earnings Mgmt Take No Action
without payment of a dividend
4 Amend the Articles of Incorporation to implement Mgmt Take No Action
the Swiss Book Entry Securities Act
5 Approve to release of the Board of Directors Mgmt Take No Action
and Executive Officers for activities during
the FY 2010
6.1 Re-elect Mr. Daniel Borel to the Board of Directors Mgmt Take No Action
6.2 Re-elect Ms. Sally Davis to the Board of Directors Mgmt Take No Action
6.3 Re-elect Mr. Guerrino de Luca to the Board of Mgmt Take No Action
Directors
6.4 Election of Mr. Neil Hunt to the Board of Directors Mgmt Take No Action
6.5 Re-elect Ms. Monika Ribar to the Board of Directors Mgmt Take No Action
7 Re-elect PricewaterhouseCoopers S.A. as the Mgmt Take No Action
Auditors
Report on operation for the FYE 31 MAR 2010 Non-Voting Take No Action
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Take No Action
OF NON-NUMBERED AND NON-VOTABLE RESOLUTION
AND CHANGE IN 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.
--------------------------------------------------------------------------------------------------------------------------
LUXOTTICA GROUP S P A Agenda Number: 702874531
--------------------------------------------------------------------------------------------------------------------------
Security: T6444Z110
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: IT0001479374
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 29 APR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Approval of balance sheet as of 31 December Mgmt For For
2010
2 Operating profits distribution and dividend Mgmt For For
distribution
3 Assignment of account legal auditing for business Mgmt For For
years from 2012 to 2020
--------------------------------------------------------------------------------------------------------------------------
LVMH MOET HENNESSY LOUIS VUITTON, PARIS Agenda Number: 702803645
--------------------------------------------------------------------------------------------------------------------------
Security: F58485115
Meeting Type: MIX
Meeting Date: 31-Mar-2011
Ticker:
ISIN: FR0000121014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2011/0223/201102231100367.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0311/201103111100605.pdf
O.1 Approval of the corporate financial statements Mgmt For For
O.2 Approval of the consolidated financial statements Mgmt For For
O.3 Approval of the regulated Agreements Mgmt For For
O.4 Allocation of income - setting the dividend Mgmt For For
O.5 Appointment of Mrs. Delphine Arnault as Board Mgmt For For
member
O.6 Appointment of Mr. Nicolas Bazire as Board member Mgmt For For
O.7 Appointment of Mr. Antonio Belloni as Board Mgmt For For
member
O.8 Appointment of Mr. Charles de Croisset as Board Mgmt For For
member
O.9 Appointment of Mr. Diego Della Valle as Board Mgmt For For
member
O.10 Appointment of Mr. Pierre Gode as Board member Mgmt For For
O.11 Appointment of Mr. Gilles Hennessy as Board Mgmt For For
member
O.12 Appointment of Mrs. Marie-Josee Kravis as Board Mgmt For For
member
O.13 Appointment of Mr. Patrick Houel as Board member Mgmt For For
O.14 Authorization to be granted to the Board of Mgmt For For
Directors to trade the Company's shares
O.15 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase capital by
incorporation of profits, reserves, premiums
or otherwise
E.16 Authorization to be granted to the Board of Mgmt For For
Directors to reduce the share capital by
cancellation of shares
E.17 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the share
capital with preferential subscription rights
E.18 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the share
capital without preferential subscription rights
by way of a public offer
E.19 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the share
capital without preferential subscription rights
through private investment in favor of qualified
investors or a limited circle of investors
E.20 Authorization to be granted to the Board of Mgmt Against Against
Directors to set the issue price of shares
and/or securities giving access to the capital
under certain conditions, within the
limit of 10% of the capital per year, as part
of a share capital increase by way of issuance
without preferential subscription rights
E.21 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the amount
of issuances in the event of surplus demands
E.22 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase capital as
part of a public exchange offer
E.23 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase capital, in
consideration for in-kind contributions
E.24 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase capital in
favor of Group employees
E.25 Setting an overall limit for capital increases Mgmt For For
decided under the delegations of authority
E.26 Authorization to be granted to the Board of Mgmt For For
Directors to award free shares to employees
and officers of the Group
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN URL LINK AND RECEIPT OF ADDITIONAL URL LINK.
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.
--------------------------------------------------------------------------------------------------------------------------
MARUI GROUP CO.,LTD. Agenda Number: 703157013
--------------------------------------------------------------------------------------------------------------------------
Security: J40089104
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3870400003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4. Appoint a Substitute Corporate Auditor Mgmt For For
5. Approve Renewal of Countermeasures to Large-Scale Mgmt Against Against
Acquisitions of the Company's Shares
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S HOLDINGS COMPANY(JAPAN),LTD. Agenda Number: 702838612
--------------------------------------------------------------------------------------------------------------------------
Security: J4261C109
Meeting Type: AGM
Meeting Date: 29-Mar-2011
Ticker:
ISIN: JP3750500005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MEDIASET S P A Agenda Number: 702917913
--------------------------------------------------------------------------------------------------------------------------
Security: T6688Q107
Meeting Type: MIX
Meeting Date: 20-Apr-2011
Ticker:
ISIN: IT0001063210
--------------------------------------------------------------------------------------------------------------------------
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 FROM 19 APR 2011 TO 20 APR
2011. 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 793489 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
O.1 Approval of balance sheet as of 31-Dec-10. Board Mgmt For For
of Directors' report on management activity.
Internal and external auditors' reports. Presentation
of consolidated balance sheet as of 31-Dec-10
O.2 Approval of profit distribution. Resolutions Mgmt For For
related there to
O.3 To appoint a director Mgmt For For
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES Non-Voting No vote
TO BE ELECTED AS AUDITORS, THERE IS ONLY 1
VACANCY AVAILABLE TO BE FILLED AT THE MEETING.
THE STANDING INSTRUCTIONS FOR THIS MEETING
WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2 SLATES.
THANK YOU.
O.4.1 PLEASE NOTE THIS IS A SHARE HOLDER PROPOSAL: Shr Against For
List presented by various shareholders, representing
1,33% of company stock capital: Effective internal
auditors: 1. Lonardo Mauro; Alternate internal
auditors: 1.Gatto Massimo
O.4.2 PLEASE NOTE THIS IS A SHARE HOLDERPROPOSAL: Shr No vote
List presented by Fininvest, representing 38,98%
of company stock capital: Effective internal
auditors: 1. Vittadini Francesco, 2. Bianchi
Martini Silvio, 3. Marchesi Antonio; Alternate
internal auditors: 1.Minutillo Flavia Daunia,
2. Rossetti Davide Attilio
O.5 To state internal auditors' annual emolument Mgmt For For
O.6 To authorize the Board of Directors to buy and Mgmt For For
sell own shares, also to supply for stock option
plans. Resolutions related there to
E.7 Proposal to modify art.6 (stock capital), 9, Mgmt For For
10, 11 and 16 (shareholders meeting), 17, 23,
24, 26 (board of directors), 27 (internal auditors)
of the by law. Introduction of the new art.27
(transactions with related parties), with consequent
renumbering of the by law. Resolutions related
there to
--------------------------------------------------------------------------------------------------------------------------
METCASH LTD Agenda Number: 702562249
--------------------------------------------------------------------------------------------------------------------------
Security: Q6014C106
Meeting Type: AGM
Meeting Date: 02-Sep-2010
Ticker:
ISIN: AU000000MTS0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSALS 4, 5 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED
BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED
BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT
YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN")
ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO,
YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S.
1 Receive the financial report of the Company Non-Voting No vote
and the reports of the Directors and Auditors
for the YE 30 APR 2010
2.a Re-election of Mr. Michael Butler as a Director Mgmt For For
of the Company, who retires by rotation under
rule 8.1(d) of the Company's constitution
2.b Re-election of Mr. Edwin Jankelowitz as a Director Mgmt For For
of the Company, who retires by rotation
under rule 8.1(d) of the Company's constitution
3 Adopt the remuneration report that forms part Mgmt For For
of the Directors report of the Company for
the FYE 30 APR 2010
4 Approve the Performance Rights Plan, the principal Mgmt For For
terms of which are summarized in the
explanatory memorandum, and the issue of performance
rights under that plan, including for the purpose
of ASX Listing Rule 7.2 Exception 9 as exception
to ASX Listing Rule 7.1
5 Approve the maximum aggregate remuneration payable Mgmt For For
to the Non-Executive Directors of the
Company in a FY be increased by AUD 300,000
to AUD 1,300,000 for the purposes of rule 8.3(a)
of the Company's constitution and ASX Listing
Rule 10.17
--------------------------------------------------------------------------------------------------------------------------
METRO AG, DUESSELDORF Agenda Number: 702861039
--------------------------------------------------------------------------------------------------------------------------
Security: D53968125
Meeting Type: AGM
Meeting Date: 06-May-2011
Ticker:
ISIN: DE0007257503
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 15 APRIL 2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 21.04.2011. Non-Voting No vote
FURTHER INFORMATION ON COUNTER PROPOSALS CAN
BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE
REFER TO 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 DIRECTLY AT THE COMPANY'S MEETING.
1. Presentation of the financial statements and Mgmt For For
annual report for the 2010 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 MDs pursuant
to Sections 289(4), 289 (5) and 315(4) of the
German Commercial Code as well as the resolution
on the appropriation of the distributable profit
of EUR 455,927,593.93 as follows: a) Payment
of a dividend of EUR 1.35 per no-par share
b) Payment of a dividend of EUR 1.485 per preferred
share EUR 14,402,904.37 shall be carried forward
Ex-dividend and payable date: May 9, 2011
2. Ratification of the acts of the Board of MDs Mgmt For For
3. Ratification of the acts of the Supervisory Mgmt For For
Board
4. Approval of the remuneration system for the Mgmt For For
Board of MDs
5. Appointment of auditors for the 2011 financial Mgmt For For
year: KPMG AG, Berlin
6.a Election to the Supervisory Board: Peter Kuepfer Mgmt For For
6.b Election to the Supervisory Board: Ann-Kristin Mgmt For For
Achleitner
--------------------------------------------------------------------------------------------------------------------------
METROPOLE TELEVISION SA Agenda Number: 702899393
--------------------------------------------------------------------------------------------------------------------------
Security: F6160D108
Meeting Type: MIX
Meeting Date: 04-May-2011
Ticker:
ISIN: FR0000053225
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journalofficiel.gouv.fr/pdf/2011/0330/201103301100985.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0413/201104131101168.pdf
O.1 Approval of the annual financial statements Mgmt For For
for the year ended December 31, 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the year ended December 31, 2010
O.3 Allocation of the income for the year and setting Mgmt For For
the amount of the dividend
O.4 Approval of the agreements and commitments regulated Mgmt For For
by articles L.225-38 et seq. of the Code de
commerce
O.5 Renewal of Mr. Gilles Samyn's appointment as Mgmt For For
a member of the Supervisory Board
O.6 Renewal of Immobiliere Bayard d'Antin's (a legal Mgmt For For
entity), appointment as a member of the Supervisory
Board
O.7 Authorisation to be given to the Board of Directors Mgmt For For
to enable the Company to buy back its own shares
under the scheme of article L.225-209 of the
Code de commerce
E.8 Authorisation to be given to the Board of Directors Mgmt For For
to cancel shares bought by the Company under
the scheme of article L.225-209 of the Code
de commerce
E.9 Delegation of powers to be given to the Board Mgmt Against Against
of Directors to increase the authorised capital,
capped at 10%, in order to pay for contributions
in kind of shares or transferable securities
giving access to the capital
E.10 Delegation of powers to be given to the Board Mgmt Against Against
of Directors to increase the authorised capital
by issuing shares reserved for members of a
corporate PEP pursuant to articles L. 3332-18
et seq. of the Code du travail
E.11 Authorisation to be given to the Board of Directors Mgmt Against Against
to award free shares to salaried employees
(and/or certain corporate officers
E.12 Amendment of article 16 of the Articles of Association Mgmt For For
raising the age limit for members of the Board
of Directors from 65 to 70
E.13 Amendment of article 20 of the Articles of Association Mgmt For For
to allow appointments of Board members to overlap
E.14 Harmonising of the Articles of Association - Mgmt For For
paras. 1 & 2, article 13, para. 6, article
21, paras. 1 & 2, article 28 and para. 1, article
29
OE.15 Powers for the necessary legal formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
METSO CORPORATION, HELSINKI Agenda Number: 702783273
--------------------------------------------------------------------------------------------------------------------------
Security: X53579102
Meeting Type: AGM
Meeting Date: 30-Mar-2011
Ticker:
ISIN: FI0009007835
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 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
the list of votes
6 Presentation of the financial statements including Non-Voting No vote
consolidated financial statements, the
report of the board of directors and the auditor's
report for the year 2010
7 Adoption of the financial statements including Mgmt For For
consolidated financial statements
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 pay a dividend
of EUR 1,55 per share
9 Resolution on the discharge of the members of Mgmt For For
the board of directors and the CEO from liability
10 Resolution on the remuneration of the members Mgmt For For
of the board of directors
11 Resolution on the number of members of the board Mgmt For For
of directors. the nomination board proposes
that the number of board members be eight
12 Election of members of the board of directors. Mgmt For For
the nomination board proposes that M.Von Frenckell,
M-L.Friman, C.Gardell, Y.Neuvo, E.Pehu-Lehtonen,
P.Rudengren and J.Viinanen be re-elected
and O.K.Horton Jr be elected as new board
member
13 Resolution on the remuneration of the auditor Mgmt For For
14 Election of the auditor. the board proposes Mgmt For For
to re-elect PricewaterhouseCoopers
Oy
15 Authorizing the board of directors to decide Mgmt For For
on the repurchase of the company's
own shares
16 Authorizing the board of directors to decide Mgmt Against Against
on the issuance of shares as well as the
issuance of special rights
17 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: The shareholder Solidium Oy's proposal
to establish a nomination board
18 Closing of the meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
MILLICOM INTERNATIONAL CELLULAR SA, LUXEMBOURG Agenda Number: 703078750
--------------------------------------------------------------------------------------------------------------------------
Security: L6388F128
Meeting Type: MIX
Meeting Date: 31-May-2011
Ticker:
ISIN: SE0001174970
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
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
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 PLEASE NOTE THAT SEB WILL NOT ARRANGE WITH A Non-Voting No vote
REPRESENTATIVE FOR THIS GMS UNLESS SPECIFICALLY
INSTRUCTED AND AGREED UPON NO LATER THAN ON
THE SEB DEADLINE. THE COST INCURRED WILL
BE FORWARDED TO THE CLIENT. THANK YOU.
A.1 Acknowledgement of the delegation by the Chairman Non-Voting No vote
of the Board of Directors of the duty to
preside the 2011 AGM
A.2 Election of Ms. Candida Gillespie, employee Mgmt Take No Action
of Millicom, as Scrutineer and Mr. Lars
Swenningsson, employee of Millicom, as Secretary
of the 2011 AGM
A.3 Presentation of the Directors' Report (Rapport Mgmt Take No Action
de Gestion) and the Report of the external
auditor of the Company on the consolidated
and parent company accounts for the year
ended 31 December 2010
A.4 Approval of the parent company and the consolidated Mgmt Take No Action
accounts of Millicom for the year ended 31
December 2010
A.5 Allocation of the results of the year ended Mgmt Take No Action
31 December 2010. On a parent company basis,
Millicom generated a profit of USD 632,392,030.
Allocation of USD 60,719 to the legal reserve
in accordance with the requirements of the
Luxembourg Law on commercial companies dated
10 August 1915, as amended (the "1915 Law").
Distribution of dividend from the remaining
results of the year ended 31 December 2010
and retained earnings, amounting to approximately
USD 196 million corresponding to a gross dividend
amount of USD 1.80 per share
A.6 Discharge of the Board of Directors in respect Mgmt Take No Action
of the performance of their mandates during
the year ended 31 December 2010
A.7 Set the number of Directors at seven Mgmt Take No Action
A.8 Re-election of Ms. Mia Brunell Livfors as Director Mgmt Take No Action
for a term ending on the day of the AGM to
take place in 2012
A.9 Re-election of Ms. Donna Cordner as Director Mgmt Take No Action
for a term ending on the day of the AGM to
take place in 2012
A.10 Re-election of Mr. Allen Sangines-Krause as Mgmt Take No Action
Director for a term ending on the day of the
AGM to take place in 2012
A.11 Re-election of Mr. Paul Donovan as Director Mgmt Take No Action
for a term ending on the day of the AGM to
take place in 2012
A.12 Re-election of Mr. Hans Holger Albrecht as Director Mgmt Take No Action
for a term ending on the day of the AGM to
take place in 2012
A.13 Re-election of Mr. Omari Issa as Director for Mgmt Take No Action
a term ending on the day of the AGM to take
place in 2012
A.14 Election of Mr. Kim Ignatius as new Director Mgmt Take No Action
for a term ending on the day of the AGM to
take place in 2012
A.15 Re-election of the external auditors, PricewaterhouseCoopersMgmt Take No Action
S.a r.l., Luxembourg, for a term ending
on the day of the AGM to take place in 2012
A.16 Approval of the Directors' fee-based compensation, Mgmt Take No Action
amounting to SEK 5,808,000 for the period from
the 2011 AGM to the 2012 AGM
A.17 Approval of procedure on appointment of the Mgmt Take No Action
Nomination Committee and determination
of the assignment of the Nomination Committee
A.18a Authorisation to the Board of Directors to, Mgmt Take No Action
at any time between 31 May 2011 and the day
of the 2012 AGM, provided that the required
levels of distributable reserves
are met by Millicom at that time, either directly
or through a subsidiary or a third party
engage in a share repurchase plan of Millicom's
shares (the "Share Repurchase Plan") using
its available cash reserves in an amount
not exceeding the lower of (i) ten percent
(10%) of Millicom's issued and outstanding
share capital as of the date of the 2011
AGM (i.e., approximating a maximum USD 16,350,000
in nominal value) or (ii) the then available
amount of Millicom's distributable reserves
on a parent company basis, in the open market
on NASDAQ OMX Stockholm, at an acquisition
price which may not be less than SEK 50 per
share nor exceed the higher of (x) the CONTD
CONT CONTD published bid that is the highest current Non-Voting No vote
independent published bid on a given date
or (y) the last independent transaction price
quoted or reported in the consolidated system
on the same date, regardless of the market
or exchange involved provided, however,
that when shares are repurchased on the NASDAQ
OMX Stockholm, the price shall be within the
registered interval for the share price prevailing
at any time (the so called spread), that is,
the interval between the highest buying rate
and the lowest selling rate
A.18b Approval of the Board of Directors' proposal Mgmt Take No Action
to give joint authority to Millicom's
Chief Executive Officer, the Chairman and the
Vice Chairman of the Board of Directors to
(i) decide, within the limits of the authorisation
set out in (a) above, the timing and conditions
of any Millicom' Share Repurchase Plan according
to market conditions and (ii) give mandate
on behalf of Millicom to one or more
designated broker-dealers to implement a Share
Repurchase Plan
A.18c Authorisation to Millicom, at the discretion Mgmt Take No Action
of the Board of Directors, in the event
the Share Repurchase Plan is done through a
subsidiary or a third party, to purchase
the bought back Millicom shares from such subsidiary
or third party
A.18d Authorization to Millicom, at the discretion Mgmt Take No Action
of the Board of Directors, to pay for the
bought back Millicom shares using either distributable
reserves or funds from its share premium
account
A.18e Authorization to Millicom, at the discretion Mgmt Take No Action
of the Board of Directors, to (i) transfer
all or part of the purchased Millicom shares
to employees of the Millicom Group in connection
with any existing or future Millicom long-term
incentive plan, and/or (ii) use the purchased
shares as consideration for merger and
acquisition purposes, including joint ventures
and the buy-out of minority interests in Millicom'
subsidiaries, as the case may be, in
accordance with the limits set out in articles
49-2, 49-3, 49-4, 49-5 and 49-6 of the
1915 Law
A.18f Granting all powers to the Board of Directors Mgmt Take No Action
with the option of sub-delegation
to implement the above authorisation, conclude
all agreements, carry out all formalities and
make all declarations with regard to all
authorities and, generally, do all that
is necessary for the execution of any decisions
made in connection with this authorization
E.1 Acknowledgement of the delegation by the Chairman Non-Voting No vote
of the Board of Directors of the duty to
preside the 2011 EGM
E.2 Election of Ms. Candida Gillespie, employee Mgmt Take No Action
of Millicom, as Scrutineer and Mr. Lars
Swenningsson, employee of Millicom, as Secretary
of the 2011 AGM
E.3 Reduction of the issued share capital of Millicom Mgmt Take No Action
by an amount of six million three hundred thousand
United States Dollars (USD 6,300,000 ) so as
to bring the issued share capital from one
hundred sixty-three million seven hundred
seven thousand three hundred seventy three
United States Dollars and fifty cents (USD
163,707,373.50) to one hundred fifty seven
million four hundred seven thousand and
three hundred seventy three United States Dollars
and fifty cents (USD 157,407,373.50 )
by way of cancellation of 4,200,000 shares
having a par value of one dollar and fifty
cents (USD 1.50) each, fully paid-in,
held by Millicom in its issued share capital
E.4 Cancellation of 4,200,000 shares held by Millicom Mgmt Take No Action
in its issued share capital
E.5 Instruction and delegation of power to the Board Mgmt Take No Action
of Directors to take any actions deem required
or useful in connection with items 3 and 4
above
E.6 Instruction and delegation of power to the Board Mgmt Take No Action
of Directors to amend the shares register
to reflect the reduction of the issued share
capital of Millicom and the cancellation
of 4.200.000 shares in connection with items
3 and 4 above
E.7 Amendment of article 5 of the Articles of Association Mgmt Take No Action
of Millicom so as to reflect the reduction
of the issued share capital mentioned under
item 3
E.8 Amendment of article 7 of the Articles of Association Mgmt Take No Action
of Millicom so as to comply with the Swedish
code of corporate governance
E.9 Amendment of article 8 of the Articles of Association Mgmt Take No Action
of Millicom so as to comply with the Swedish
code of corporate governance
E.10 Amendment of article 19 of the Articles of Association Mgmt Take No Action
of Millicom so as to comply with the Swedish
code of corporate governance
--------------------------------------------------------------------------------------------------------------------------
MITSUBISHI LOGISTICS CORPORATION Agenda Number: 703142416
--------------------------------------------------------------------------------------------------------------------------
Security: J44561108
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3902000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4. Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
MITSUBISHI TANABE PHARMA CORPORATION Agenda Number: 703128771
--------------------------------------------------------------------------------------------------------------------------
Security: J4448H104
Meeting Type: AGM
Meeting Date: 22-Jun-2011
Ticker:
ISIN: JP3469000008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to: Adopt Reduction of Liability Mgmt For For
System for All Directors and All Auditors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
5. Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MIZRAHI TEFAHOT BANK LTD Agenda Number: 702793503
--------------------------------------------------------------------------------------------------------------------------
Security: M9540S110
Meeting Type: EGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: IL0006954379
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Approval of the purchase of insurance cover Mgmt For For
for the D and O of the bank and its subsidiaries
(including D and O who are owners of control)
in respect of the period of 18 months April
2011 - September 2012 in the amount of USD
90 million in consideration of a premium
of USD 540,000
--------------------------------------------------------------------------------------------------------------------------
MIZUHO TRUST & BANKING CO.,LTD. Agenda Number: 703129064
--------------------------------------------------------------------------------------------------------------------------
Security: J45988102
Meeting Type: AGM
Meeting Date: 22-Jun-2011
Ticker:
ISIN: JP3932800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS THE 141st ANNUAL GENERAL Non-Voting No vote
SHAREHOLDERS MEETING AND THE CLASS SHAREHOLDERS
MEETING OF SHAREHOLDERS OF ORDINARY SHARES
(PLEASE REFER TO THE ATTACHED PDF FILES.)
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Approval of the Share Exchange Agreement between Mgmt For For
the Company and Mizuho Financial Group, Inc.
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5. Appoint a Substitute Corporate Auditor Mgmt For For
6. Approval of the Share Exchange Agreement between Mgmt For For
the Company and Mizuho Financial Group, Inc.
(PLEASE NOTE THAT THIS IS THE AGENDA ITEM FOR
THE CLASS SHAREHOLDERS MEETING OF SHAREHOLDERS
OF ORDINARY SHARES.)
--------------------------------------------------------------------------------------------------------------------------
MOBISTAR SA, BRUXELLES Agenda Number: 702962273
--------------------------------------------------------------------------------------------------------------------------
Security: B60667100
Meeting Type: MIX
Meeting Date: 04-May-2011
Ticker:
ISIN: BE0003735496
--------------------------------------------------------------------------------------------------------------------------
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) MAY BE
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 The general meeting approves the company's annual Mgmt No vote
accounts for the financial year ended 31 December
2010, including the appropriation of the results
as presented with distribution of a gross dividend
of four euro and thirty cents (EUR 4.30) per
share payable as follows: gross payment of
two euro and ninety cents (EUR 2.90) per share
payable in exchange for coupon No. 12 (ordinary
dividend) as follows: "Ex date" on 17 May 2011;
"Record date" on 19 May 2011; and "Payment
date" on 20 May 2011. gross payment of one
euro and forty cents (EUR 1.40) per share payable
in exchange for coupon No. 13 (extraordinary
dividend) as follows: "Ex date" on 16 August
2011; "Record date" on 18 August 2011; and
"Payment date" on 19 August 2011. An amount
equal to one per cent (1%) of the consolidated
net result after taxes has been reserved for
an employee participation plan pursuant to
the law of 22 May 2001 on the participation
of workers in the capital and profit of companies
2 The general meeting discharges the directors Mgmt No vote
for fulfilling their mandate up to and including
31 December 2010
3 The general meeting discharges the statutory Mgmt No vote
auditor for fulfilling his mandate up to and
including 31 December 2010
4 The general meeting resolves to re-appoint Mr. Mgmt No vote
Jan STEYAERT as director of the company for
a term of three years. His mandate will expire
after the annual general meeting in 2014
5 The general meeting resolves to re-appoint Mrs. Mgmt No vote
Brigitte BOURGOIN-CASTAGNET as director of
the company for a term of three years. Her
mandate will expire after the annual general
meeting in 2014
6 The general meeting resolves to re-appoint Mrs. Mgmt No vote
Nathalie THEVENON-CLERE as director of the
company for a term of three years. Her mandate
will expire after the annual general meeting
in 2014
7 The general meeting resolves to re-appoint Mr. Mgmt No vote
Bertrand DU BOUCHER director of the company
for a term of three years. His mandate will
expire after the annual general meeting in
2014
8 The general meeting resolves to re-appoint Mr. Mgmt No vote
Olaf MEIJER SWANTEE as director of the company
for a term of three years. His mandate will
expire after the annual general meeting in
2014
9 The general meeting resolves to re-appoint Mr. Mgmt No vote
Benoit SCHEEN as director of the company for
a term of three years. His mandate will expire
after the annual general meeting in 2014
10 The general meeting resolves to re-appoint WIREFREE Mgmt No vote
SERVICES BELGIUM SA, represented by Mr. Aldo
CARDOSO as director of the company for a term
of three years. Its mandate will expire after
the annual general meeting in 2014
11 The general meeting resolves to proceed to the Mgmt No vote
final appointment of Mr. Gerard RIES (co-opted
by the Board of Directors on 15 December 2010,
in replacement of Mr Gervais PELLISSIER, resigning
director) as director of the company for a
term of three years. His mandate will expire
after the annual general meeting in 2014
12 The general meeting resolves to re-appoint Mr. Mgmt No vote
Eric DEKEULENEER as director of the company
for a term of three years. His mandate will
expire after the annual general meeting in
2014. It appears from the elements known by
the company and from the statement made by
Mr. Eric DEKEULENEER that he meets the independence
criteria set out in article 526ter of the Companies
Code
13 The general meeting resolves to appoint CONSEILS Mgmt No vote
GESTION ORGANISATION SA represented by Mr.
Philippe DELAUNOIS as director of the company
for a term of three years. Its mandate will
expire after the annual general meeting in
2014. It appears from the elements known by
the company and from the statement made by
CONSEILS GESTION ORGANISATION SA represented
by Mr. Philippe DELAUNOIS that they meet the
independence criteria set out in article 526ter
of the Companies Code
14 The general meeting resolves to appoint SOGESTRA Mgmt No vote
SPRL (company in the process of incorporation)
represented by Mrs. Nadine ROZENCWEIG-LEMAITRE
as director of the company for a term of three
years. Its mandate will expire after the annual
general meeting in 2014. It appears from the
elements known by the company and from the
statement made by SOGESTRA SPRL (company in
the process of incorporation) represented by
Mrs Nadine ROZENCWEIG- LEMAITRE that they meet
the independence criteria set out in article
526ter of the Companies Code
15 The general meeting resolves to appoint Mr. Mgmt No vote
Johan DESCHUYFFELEER as director of the company
for a term of three years. His mandate will
expire after the annual general meeting in
2014. It appears from the elements known by
the company and from the statement made by
Mr. Johan DESCHUYFFELEER that he meets the
independence criteria set out in article 526ter
of the Companies Code
16 On the proposal of the Board of Directors, the Mgmt No vote
general meeting resolves as follows: The remuneration
of each independent director is fixed at a
lump sum of thirty three thousand euro (EUR
33,000) per full financial year. An additional
remuneration of two thousand two hundred euro
(EUR 2,200) will be granted for each meeting
of a committee of the company which the director
concerned has personally attended. The payment
of this remuneration will be made (where applicable
pro rata) after the general meeting has approved
the annual accounts for the relevant financial
year. The remuneration of the president of
the Board of Directors is fixed at a lump sum
of sixty-six thousand euro (EUR 66,000) per
full financial year and for the entire duration
of his mandate as president. An additional
remuneration of two thousand two hundred euro
(EUR 2,200) will be granted for each meeting
of a committee of the company of which the
president is a member and which he has personally
attended. The payment of this remuneration
will be made (where applicable pro rata) after
the general meeting has approved the annual
accounts for the relevant financial year. The
mandate of the other directors is not remunerated,
pursuant to article 20 of the company's by-laws
and the company's Corporate Governance Charter
17 The general meeting resolves to apply the exception Mgmt No vote
in article 520ter of the Companies Code (combined
with article 525 of the Companies Code) with
respect to the variable remuneration of the
members of the executive management. It resolves,
in particular, to maintain (and to the extent
necessary, to ratify the application of) the
same remuneration policy as that of preceding
years for the members of the executive management
with respect to the variable part short term
("performance bonus"), the Strategic Letter
and the LTI's as mentioned in the remuneration
report published by the company
18 On the recommendation of the audit committee Mgmt No vote
and on the proposal of the Board of Directors,
the general meeting resolves to appoint Deloitte
Bedrijfsrevisoren/Reviseurs d'Entreprises SC
SCRL, represented by Mr. Rik Neckebroeck as
auditor of the company for a period of three
years expiring after the annual general meeting
in 2014. The remuneration of the auditor for
the accomplishment of its statutory mission
is fixed at a lump sum of two hundred and sixteen
thousand euro (EUR 216,000) per year
19 The general meeting resolves to remove the transitional Mgmt No vote
provision in article 12 of the company's by-laws
20 The general meeting resolves to replace the Mgmt No vote
current text of article 13, 3rd paragraph of
the company's by-laws with the following text:
"Directors whose mandate has expired may be
re-appointed, within the limits set out by
the Companies Code regarding re-appointment
as an independent director"
21 The general meeting resolves to replace the Mgmt No vote
current text of article 16, 2nd paragraph of
the company's by-laws with the following text:
"Convocations must mention the place, date,
time and agenda of the meeting. They must be
sent out in advance within a reasonable timeframe
by means of a letter, fax, e-mail or any other
written means"
22 The general meeting resolves to replace the Mgmt No vote
current text of article 16, 4th paragraph of
the company's by-laws with the following text:
"Any director may grant a proxy by letter,
fax, e-mail or any other means to another director
to represent him/her/it at a meeting of the
Board of Directors"
23 The general meeting resolves to replace the Mgmt No vote
current text of article 25, 2nd paragraph of
the company's by-laws with the following text:
"The conditions for the appointment of members
of the management committee, their dismissal,
their remuneration, the duration of their mission
and the operational mode of the management
committee, are determined by the Board of Directors
in accordance with the applicable provisions
of the Companies Code"
24 The general meeting resolves to replace the Mgmt No vote
current text of article 26 of the company's
by-laws with the following text: ARTICLE 26
- REMUNERATION AND NOMINATION COMMITTEE The
remuneration and nomination committee assists
the Board of Directors and is therefore notably
entrusted with the following duties: making
proposals to the Board of Directors on the
remuneration policy for the directors, the
members of the management committee (if applicable)
and the members of other committees discussing
the general management of the company as defined
in article 96 Section 3 of the Companies Code
and, where applicable, on the resultant proposals
which must be submitted by the Board of Directors
to the shareholders; making proposals to the
Board of Directors on the individual remuneration
of the directors, the members of the management
committee (if applicable) and the members of
other committees discussing the general management
of the company as defined in article 96 Section
3 of the Companies Code, including the variable
remuneration and long-term performance bonuses
- whether or not stock-related - in the form
of stock options or other financial instruments,
and severance payments, and where applicable,
on the resultant proposals which are submitted
by the Board of Directors to the shareholders;
drafting the Remuneration Report with a view
to its insertion by the Board of Directors
in the Corporate Governance Statement as defined
in article 96 Section 2 of the Companies Code;
commenting on the Remuneration Report at the
annual General Meeting; providing recommendations
to the Board of Directors on the nomination
of directors, the members of the management
committee (if applicable) and the members of
other committees discussing the general management
of the company as defined in article 96 Section
3 of the Companies Code; ensuring that the
selection and evaluation procedures of the
directors, the members of the management committee
(if applicable) and the members of other committees
discussing the general management of the company
as defined in article 96 Section 3 of the Companies
Code, are carried out in the most objective
way possible. The remuneration and nomination
committee regularly reports to the Board of
Directors on the exercise of its duties. The
remuneration and nomination committee must
convene when necessary for the proper operation
of the committee, and at least twice a year.
The remuneration and nomination committee must
at all times be composed of at least three
directors. All members of the remuneration
and nomination committee must be non-executive
directors and a majority of them must be independent
directors within the meaning of the Companies
Code. Without prejudice to the foregoing, the
said committee is chaired by the chairman of
the Board of Directors or by another non-executive
director. The members of the remuneration and
nomination committee are appointed and may
be dismissed at any time by the Board of Directors.
The duration of the mandate of a member of
the remuneration and nomination committee may
not exceed the duration of his/ her/its mandate
as a director
25 The general meeting resolves to replace the Mgmt No vote
current text of article 31 of the company's
by-laws with the following text, under the
suspensive condition of the adoption, the publication
in the Belgian Official Gazette and the entry
into force of any legislation transposing directive
2007/36/EC of 11 July 2007 on the exercise
of certain rights of shareholders in listed
companies into Belgian law: ARTICLE 31 - CONVOCATION
The Board of Directors or the Auditor(s) convene(s)
the General Meeting. These convocations must
at least contain the elements set out in article
533bis of the Companies Code. The convocations
are issued in the form and within the deadlines
prescribed by articles 533 and following of
the Companies Code. The agenda must mention
the subjects which are to be treated, as well
as the proposed resolutions. The proposal of
the audit committee with respect to the appointment
or re-appointment of the statutory auditor
is listed in the agenda. Every year, at least
one General Meeting is held whose agenda includes,
among other things: discussion of the Management
Report and Auditor(s)'(s) Report, the vote
on the Remuneration Report, discussion and
approval of the Annual Accounts, the appropriation
of the results, the discharge to be granted
to the directors and to the auditor(s) and,
if the case arises, the appointment of director(s)
and auditor(s) and prior approval of any agreement
entered into with an executive director, a
member of the management committee (if applicable)
or a member of another committee discussing
the general management of the company as defined
in article 96 Section 3 of the Companies Code,
containing a severance payment exceeding 12
months of remuneration, or, on the reasoned
advice of the remuneration and nomination committee,
exceeding 18 months of remuneration. Persons
who must be invited to a General Meeting pursuant
to the Companies Code, and who take part in
a meeting or are represented there, are considered
to have been validly convened. These persons
may, before or after a General Meeting which
they did not attend, renounce the right to
invoke a lack of convocation or any irregularity
in the convocation
26 The general meeting resolves to replace the Mgmt No vote
current text of article 32 of the company's
by-laws with the following text, under the
suspensive condition of the adoption, the publication
in the Belgian Official Gazette and the entry
into force of any legislation transposing directive
2007/36/EC of 11 July 2007 on the exercise
of certain rights of shareholders in listed
companies into Belgian law: ARTICLE 32 - ADMISSION
The right to participate in the General Meeting
and to vote is subject to the registration
of the shares in the name of the shareholder
on the fourteenth day preceding the General
Meeting, at midnight (Belgian time), or by
the registration of registered shares in the
shareholders' register, or by their registration
in the accounts of an authorised custody account
holder or clearing institution, regardless
of the number of shares held by the shareholder
on the day of the General Meeting. The day
and hour set out in the first paragraph constitute
the record date. The shareholder notifies the
company, or the person designated by the company
to this end, of his/her/its intention to participate
in the General Meeting, at the latest on the
sixth calendar day preceding the date of the
General Meeting. In order to be admitted to
the General Meeting, the shareholder must in
addition also be able to prove his/her identity.
The representative of a shareholder, who is
a legal person, must be able to present the
documents proving his/her capacity as company
representative or proxy holder, at the latest
before the commencement of the General Meeting.
Transitional provision The owners of bearer
shares must register on the record date by
delivering the bearer shares to one or more
financial intermediaries designated by the
Board of Directors in the convocation, regardless
of the number of shares held by the shareholder
on the day of the General Meeting. The shareholder
notifies the company, or the person designated
by the company to this end, of his/her/its
intention to participate in the General Meeting,
at the latest on the sixth calendar day preceding
the date of the General Meeting. In order to
be admitted to the General Meeting, the shareholder
must in addition also be able to prove his/her
identity. The representative of a shareholder,
who is a legal person, must be able to present
the documents proving his/her capacity as company
representative or proxy holder, at the latest
before the commencement of the General Meeting
27 The general meeting resolves to replace the Mgmt No vote
current text of article 33 of the company's
by-laws with the following text, under the
suspensive condition of the adoption, the publication
in the Belgian Official Gazette and the entry
into force of any legislation transposing directive
2007/36/EC of 11 July 2007 on the exercise
of certain rights of shareholders in listed
companies, into Belgian law. ARTICLE 33 - REPRESENTATION
All shareholders having voting rights may vote
personally or by proxy. A shareholder may designate,
for a given General Meeting, only one person
as a proxy holder, without prejudice to the
exceptions set out in the Companies Code. The
proxy holder must not be a shareholder. The
designation of a proxy holder must take place
in writing and must be signed by the shareholder.
The Board of Directors may determine the form
of the proxies in the convocation. The notification
of the proxy to the company must be done by
letter, fax or e-mail, in accordance with the
modalities determined by the Board of Directors
in the convocation. The proxy must be received
by the company at the latest on the sixth calendar
day preceding the date of the General Meeting.
Any proxy received by the company before the
publication of a revised agenda pursuant to
article 533ter of the Companies Code remains
valid for the items covered by the proxy. As
an exception to the foregoing, with respect
to the items on the agenda which are the subject
of newly submitted proposed resolutions pursuant
to article 533ter of the Companies Code, the
proxy holder may, at the general meeting, deviate
from potential voting instructions given by
his/her/its principal if the accomplishment
of these instructions would risk compromising
the interests of his/her/its principal. The
proxy holder must inform his/her/its principal
of this fact
28 The general meeting resolves to replace the Mgmt No vote
current text of article 35 of the company's
by-laws with the following text, under the
suspensive condition of the adoption, the publication
in the Belgian Official Gazette and the entry
into force of any legislation transposing directive
2007/36/EC of 11 July 2007 on the exercise
of certain rights of shareholders in listed
companies into Belgian law: ARTICLE 35 ADJOURNMENT
The Board of Directors has the right, during
the meeting, to postpone the decision in relation
to the approval of the annual accounts of the
company by five weeks. This postponement has
no effect on the other resolutions taken, except
if the General Meeting resolves otherwise.
The Board of Directors must re-convene the
General Meeting within the five-week period
in order to resolve the adjourned items on
the agenda. Formalities fulfilled in order
to attend the first General Meeting, including
the registration of securities or the potential
notification of proxies or forms used to vote
by correspondence, remain valid for the second
Meeting. New notifications of proxies or of
forms used to vote by correspondence will be
authorised, within the deadlines and under
the conditions contained in the current by-laws.
The General Meeting may only be postponed once.
The second General Meeting makes final resolutions
on the adjourned items on the agenda
29 The general meeting resolves to replace the Mgmt No vote
current text of article 36, 2nd paragraph of
the company's by-laws with the following text,
under the suspensive condition of the adoption,
the publication in the Belgian Official Gazette
and the entry into force of any legislation
transposing directive 2007/36/EC of 11 July
2007 on the exercise of certain rights of shareholders
in listed companies into Belgian law: Holders
of bonds, warrants and certificates issued
with the cooperation of the company may attend
the General Meeting, but only with an advisory
vote. The right to attend the General Meeting
is subject to the same formalities as those
which are applicable in accordance with the
provisions of the present by-laws, to the shareholders,
depending on the nature of the securities concerned
30 The general meeting resolves to replace the Mgmt No vote
current text of article 37 of the company's
by-laws with the following text, under the
suspensive condition of the adoption, the publication
in the Belgian Official Gazette and the entry
into force of any legislation transposing directive
2007/36/EC of 11 July 2007 on the exercise
of certain rights of shareholders in listed
companies into Belgian law: ARTICLE 37 - DELIBERATION
Before entering the meeting, an attendance
list setting out the names and the addresses
of the shareholders as well as the number of
shares held by them, is signed by the shareholders
or by their proxy holders. An attendance list
indicating the names and addresses of the holder
of bonds, warrants and certificates issued
with the cooperation of the company as well
as the number of securities held by them, is
also signed by each of them or by their proxy
holders. The General Meeting cannot deliberate
on points that are not contained in the agenda,
unless all shareholders are present or represented
at the General Meeting and unanimously resolve
to deliberate on these points. The directors
answer the questions addressed to them by the
shareholders at the meeting or in writing with
respect to their report or to other points
on the agenda, to the extent that the communication
of data is not likely to cause prejudice to
the commercial interests of the company or
to the confidentiality obligations that the
company or the directors have committed to.
The auditor(s) answer the questions addressed
to them by the shareholders, at the meeting
or in writing with respect to his (their) report,
to the extent that the communication of data
is not likely to cause prejudice to the commercial
interests of the company or to the confidentiality
obligations that the company, the directors
or the auditors have committed to. The shareholders
have the right to ask questions during the
meeting or in writing. The written questions
may be addressed to the company by electronic
means to the address mentioned in the convocation
to the General Meeting. The written questions
must be received by the company at the latest
on the sixth calendar day preceding the date
of the General Meeting. Unless otherwise provided
by the law and the by-laws, the resolutions
must be taken by a simple majority of votes
cast, regardless of the number of shares represented
at the meeting. Blank and invalid votes are
not added to the votes cast. The votes must
be taken by a show of hands or by roll call,
unless the General Meeting resolves otherwise
by a simple majority of votes cast. The foregoing
does not affect the right of each shareholder
to vote by correspondence, by means of a form
made available by the company and containing
at least the elements set out in article 550
Section 2 of the Companies Code. The form used
to vote by correspondence must be received
by the company at the latest on the sixth calendar
day preceding the General Meeting. The form
used to vote by correspondence addressed to
the company for a General Meeting is valid
for the successive General Meetings convened
with the same agenda. Any form used to vote
by correspondence received by the company before
the publication of a revised agenda pursuant
to article 533ter of the Companies Code remains
valid for the items on the agenda which are
covered by it. By means of an exception to
the foregoing, the vote exercised with respect
to an item on the agenda which is the object
of a newly proposed resolution in application
of article 533ter of the Companies Code, is
null and void
31 The general meeting resolves to add a 3rd paragraph Mgmt No vote
to article 38 of the company's by-laws by adding
the following text, under the suspensive condition
of the adoption, the publication in the Belgian
Official Gazette and the entry into force of
any legislation transposing directive 2007/36/EC
of 11 July 2007 on the exercise of certain
rights of shareholders in listed companies
into Belgian law: The minutes must at least
contain the elements set out in article 546
of the Companies Code and are published on
the website of the company within fifteen calendar
days after the General Meeting
32 The general meeting confers on Mr. Johan VAN Mgmt No vote
DEN CRUIJCE, with the right of substitution,
all powers necessary to immediately proceed
with the coordination of the text of the company's
by-laws in accordance with the resolutions
taken following the proposed resolutions nos.
19 to 24, to sign it and to file it with the
clerk of the relevant Commercial Court, in
accordance with the applicable legal provisions.
The general meeting also confers on Mr. Johan
VAN DEN CRUIJCE, with the right of substitution,
all powers necessary to proceed with the coordination
of the text of the company's by-laws in accordance
with the resolutions taken following the proposed
resolutions nos. 25 to 31, to sign it and to
file it with the clerk of the relevant Commercial
Court, in accordance with the applicable legal
provisions, as soon as the suspensive condition
set out in the proposed resolutions is realised
33 Pursuant to article 556 of the Companies Code, Mgmt No vote
the general meeting approves and, to the extent
necessary, ratifies article 10.1 (i) of the
"Revolving Credit Facility Agreement" entered
into on 22 December 2010 between the company
and Atlas Services Belgium SA
--------------------------------------------------------------------------------------------------------------------------
MONGOLIA ENERGY CORP LTD Agenda Number: 702558593
--------------------------------------------------------------------------------------------------------------------------
Security: G6260K126
Meeting Type: AGM
Meeting Date: 30-Aug-2010
Ticker:
ISIN: BMG6260K1264
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20100727/LTN20100727326.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE "IN FAVOR" OR "AGAINST" FOR ALL RESOLUTIONS.
THANK YOU.
1 Receive the audited financial statements and Mgmt For For
the reports of the Directors and Independent
Auditor for the YE 31 MAR 2010
2.a Re-elect Mr. Lo Lin Shing, Simon as an Executive Mgmt For For
Director
2.b Re-elect Mr. Tsui Hing Chuen, William as an Mgmt For For
Independent Non-Executive Director
2.c Re-elect Mr. Lau Wai Piu as an Independent Non-Executive Mgmt For For
Director
2.d Authorize the Board of Directors to fix the Mgmt For For
Directors' remuneration
3 Re-appoint Deloitte Touche Tohmatsu as the Independent Mgmt For For
Auditor and authorize the Board of Directors
to fix their remuneration
4 Authorize the Directors of the Company to allot, Mgmt Against Against
issue and deal with new shares of the
Company
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL 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.
--------------------------------------------------------------------------------------------------------------------------
MONGOLIA ENERGY CORP LTD Agenda Number: 702562100
--------------------------------------------------------------------------------------------------------------------------
Security: G6260K126
Meeting Type: SGM
Meeting Date: 30-Aug-2010
Ticker:
ISIN: BMG6260K1264
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1. Approve the transactions contemplated under Mgmt Against Against
the subscription agreement [Subscription Agreement,
a copy of which has been produced to the meeting
and marked A and signed by the Chairman of
the meeting for the purpose of identification]
dated 27 APR 2010 entered into between MEC
and Golden Infinity Co., Ltd. [the Subscriber]
including i) the issue by MEC pursuant to the
Subscription Agreement of 3.5% convertible
note [the Convertible Note] in a principal
amount of HKD 300,000,000 entitling the holders
thereof to convert the principal amount thereof
into ordinary shares of MEC [the Conversion
Shares] at an initial conversion price of HKD
4.00 per Conversion Share [subject to adjustments]
and ii) the issue and allotment of the Conversion
Shares upon an exercise of the conversion rights
attaching to the Convertible Note; and authorize
the Directors of the Company [the Directors]
to exercise all the powers of MEC and take
all steps as might in their opinion be desirable,
necessary or expedient in relation to the issue
of the Convertible Note and the issue and allotment
of the Conversion Shares and otherwise in connection
with the implementation of the transactions
contemplated under the Subscription Agreement
including without limitation to the execution,
amendment, supplement, delivery, submission
and implementation of any further documents
or agreements in connection therewith
2. Approve, subject to and conditional on the passing Mgmt Against Against
of Ordinary Resolution 1, the waiver granted
or to be granted by the Executive Director
of the Corporate Finance Division of the Securities
and Futures Commission of Hong Kong and any
delegate of such Executive Director pursuant
to Note 1 on dispensations from Rule 26 of
the Hong Kong Code on Takeovers and Mergers
[the Takeovers Code] in respect of the obligation
on the part of the Subscriber to make a mandatory
general offer to the holders of the securities
of MEC for all securities of MEC in issue not
already owned by the Subscriber or parties
acting in concert with it under Rule 26 of
the Takeovers Code as a result of the allotment
and issue of new shares of MEC upon the exercise
of conversion rights attaching to the Convertible
Note
--------------------------------------------------------------------------------------------------------------------------
MONGOLIA ENERGY CORP LTD Agenda Number: 702572860
--------------------------------------------------------------------------------------------------------------------------
Security: G6260K126
Meeting Type: SGM
Meeting Date: 30-Aug-2010
Ticker:
ISIN: BMG6260K1264
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTION
NUMBER "1". THANK YOU
1. Approve and ratify the entering into of the Mgmt For For
agreement (''Agreement'', as specified) on
28 JUL 2010 by MEC as vendor and Wellington
Equities Inc. (the ''Purchaser'') as purchaser
in relation to the sale to the Purchaser of
the entire issued share capital of Business
Aviation Asia Group Limited (''Business Aviation'')
and the entire outstanding shareholder loan
owing to the Company by Business Aviation for
a total consideration of HKD 38,239,645 (subject
to adjustments as provided in the Agreement)
and the performance of the transactions contemplated
under the Agreement by the Company; and authorize
the Directors of the Company (the ''Directors'')
to do all such acts and things, sign and execute
all such further documents and take such steps
as the Directors may in their absolute discretion
consider necessary, appropriate, desirable
or expedient to implement and/or give effect
to or in connection with the Agreement and
the transactions contemplated thereunder
--------------------------------------------------------------------------------------------------------------------------
MTR CORP LTD Agenda Number: 702882780
--------------------------------------------------------------------------------------------------------------------------
Security: Y6146T101
Meeting Type: AGM
Meeting Date: 06-May-2011
Ticker:
ISIN: HK0066009694
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110330/LTN20110330610.pdf
1 To receive and consider the audited Statement Mgmt For For
of Accounts and the Reports of the Directors
and the Auditors of the Company for the year
ended 31st December, 2010
2 To declare a final dividend for the year ended Mgmt For For
31st December, 2010
3.a To elect Alasdair George Morrison as a member Mgmt For For
of the Board of Directors of the Company
3.b To re-elect Edward Ho Sing-tin as a member of Mgmt For For
the Board of Directors of the Company
3.c To re-elect Ng Leung-sing as a member of the Mgmt For For
Board of Directors of the Company
3.d To re-elect Abraham Shek Lai-him as a member Mgmt For For
of the Board of Directors of the Company
4 To re-appoint KPMG as Auditors of the Company Mgmt For For
and authorise the Board of Directors to
determine their remuneration
5 Special business: To grant a general mandate Mgmt For For
to the Board of Directors to allot, issue,
grant, distribute and otherwise deal with additional
shares in the Company, not exceeding ten per
cent. of the issued share capital of the
Company at the date of this Resolution (as
adjusted)
6 Special business: To grant a general mandate Mgmt For For
to the Board of Directors to purchase shares
in the Company, not exceeding ten per cent.
of the issued share capital of the Company
at the date of this Resolution
7 Special business: Conditional on the passing Mgmt For For
of the Resolutions 5 and 6, to authorise
the Board of Directors to exercise the powers
to allot, issue, grant distribute and
otherwise deal with additional shares in the
Company under Resolution 5 in respect of
the aggregate nominal amount of share
capital in the Company purchased by the Company
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF CONSERVATIVE 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.
--------------------------------------------------------------------------------------------------------------------------
NATIONAL BANK OF GREECE, ATHENS Agenda Number: 703131730
--------------------------------------------------------------------------------------------------------------------------
Security: X56533114
Meeting Type: OGM
Meeting Date: 23-Jun-2011
Ticker:
ISIN: GRS003013000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Submission for approval of the board of directors Mgmt For For
and the auditors reports on the annual financial
statements for the financial year 2010
2. Submission for approval of the annual financial Mgmt For For
statements for the financial year 2010. Profit
appropriation
3. Discharge of the members of the board of directors Mgmt For For
and the auditors of National Bank of
Greece from any liability for indemnity regarding
the annual financial statements and management
for the year 2010
4. Approval of the remuneration of the board of Mgmt For For
directors of the bank for the financial
year 2010 pursuant to article 24, par. 2 of
the companies act. determination of the
chief executive officers, the deputy chief
executive officers and non executive directors
remuneration until the banks AGM of 2012.
Approval of the remuneration of the banks directors
for the financial year 2010 in their capacity
as members of the banks audit, corporate
governance nominations, human resources
remuneration and risk management committees,
and determination of their remuneration until
the banks AGM of 2012
5. Approval of the members of the board of directors, Mgmt For For
general managers and managers participation
in the board of directors or in the management
of NBG Group Companies pursuing similar or
related business goals as per article 23, par.
1 of the companies act and article 30, par.
1 of the banks articles of association
6. Announcement of a board members election Mgmt For For
7. Election of audit committee members Mgmt For For
8. Election of regular and substitute certified Mgmt For For
auditors for the banks financial statements
and the groups consolidated financial statements
for 2011, and determination of their remuneration
9. Announcements and other approvals Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NATIONAL BK GREECE S A Agenda Number: 702698359
--------------------------------------------------------------------------------------------------------------------------
Security: X56533114
Meeting Type: EGM
Meeting Date: 26-Nov-2010
Ticker:
ISIN: GRS003013000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Repurchase from the Bank of the preference shares Mgmt For For
according to the Law 3723.2008 that
the Greek Government holds; grant of relevant
authorisations
2. Election of additional Board of Directors' Members Mgmt For For
3. Various announcements and approvals Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NEPTUNE ORIENT LINES LTD Agenda Number: 702570525
--------------------------------------------------------------------------------------------------------------------------
Security: V67005120
Meeting Type: EGM
Meeting Date: 30-Aug-2010
Ticker:
ISIN: SG1F90001388
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve to terminate the existing NOL Performance Mgmt For For
Share Plan 2004 (the "NOL PSP 2004"), provided
that such termination shall be without prejudice
to the rights of holders of awards accepted
and outstanding under the NOL PSP 2004 as
at the date of such termination; (2) a new
performance share plan to be known as the
"NOL Performance Share Plan 2010" (the "NOL
PSP 2010"), the rules of which, for the
purpose of identification, have been subscribed
to by the Chairman of the meeting, under which
awards ("PSP Awards") of fully paid-up
shares in the capital of the Company ("Shares"),
their equivalent cash value or combinations
thereof will be granted, free of payment, to
selected employees (including executive
Directors) of the Company, its subsidiaries
and associated Companies, details of which
are set out CONTD
CONTD CONTD in the Circular to Shareholders dated Non-Voting No vote
12 AUG 2010 (the "Circular"); authorize
the Directors of the Company: (a) to establish
and administer the NOL PSP 2010; and (b)
to modify and/or alter the NOL PSP 2010 at
any time and from time to time, provided that
such modification and/or alteration is
effected in accordance with the provisions
of the NOL PSP 2010, and to do all such acts
and to enter into all such transactions and
arrangements as may be necessary or expedient
in order to give full effect to the NOL PSP
2010; and (4) to grant PSP Awards in accordance
with the provisions of the NOL PSP 2010 and
to allot and issue from time to time such number
of fully paid-up Shares as may be required
to be delivered pursuant to the vesting of
PSP Awards under the NOL PSP 2010, provided
that: CONTD
CONTD CONTD (a) the aggregate number of new Shares Non-Voting No vote
to be allotted and issued and existing Shares
(including Shares held by the Company as treasury
Shares) to be delivered pursuant to (i) options
granted under the NOL Share Option Plan which
are outstanding on or after the date of this
EGM of the Company (the "EGM"), (ii) awards
granted under the NOL PSP 2004 which are outstanding
on or after the date of the EGM, (iii) the
NOL PSP 2010, and (iv) the NOL RSP 2010
(as defined in Resolution 2 below), shall not
exceed 15% of the total number of issued
Shares (excluding Shares held by the Company
as treasury Shares) from time to time;
and (b) the aggregate number of Shares under
PSP Awards and RSP Awards (as defined in
Resolution 2 below) to be granted pursuant
to the NOL PSP 2010 and the NOL RSP 2010 respectively,
CONTD
CONTD CONTD during the period commencing from the Non-Voting No vote
date of this EGM and ending on the date
of the next AGM of the Company or the date
by which the next AGM of the Company is required
by law to be held, whichever is the earlier,
shall not exceed 1.5% of the total number
of issued Shares (excluding Shares held by
the Company as treasury Shares) from time to
time
2 Approve to terminate the NOL Share Option Plan, Mgmt For For
provided that such termination shall
be without prejudice to the rights of holders
of options accepted and outstanding under
the NOL Share Option Plan as at the date of
such termination; (2) a new restricted Share
Plan to be known as the "NOL Restricted
Share Plan 2010" (the "NOL RSP 2010"), the
rules of which, for the purpose of identification,
have been subscribed to by the Chairman of
the meeting, under which awards ("RSP Awards")
of fully paid-up Shares, their equivalent
cash value or combinations thereof will be
granted, free of payment, to selected
employees (including executive Directors) and
non-executive Directors of the Company,
its subsidiaries and associated Companies,
details of which are set out in the Circular;
CONTD
CONTD CONTD authorize the Directors of the Company: Non-Voting No vote
(a) to establish and administer the NOL RSP
2010; and (b) to modify and/or alter the NOL
RSP 2010 at any time and from time to time,
provided that such modification and/or alteration
is effected in accordance with the provisions
of the NOL RSP 2010, and to do all such acts
and to enter into all such transactions and
arrangements as may be necessary or expedient
in order to give full effect to the NOL RSP
2010; and to grant RSP Awards in accordance
with the provisions of the NOL RSP 2010 and
to allot and issue from time to time such number
of fully paid-up Shares as may be required
to be delivered pursuant to the vesting of
RSP Awards under the NOL RSP 2010, provided
that: (a) the aggregate number of new Shares
to be allotted and issued and existing CONTD
CONTD CONTD Shares (including Shares held by the Company Non-Voting No vote
as treasury Shares) to be delivered, pursuant
to (i) options granted under the NOL Share
Option Plan which are outstanding on or
after the date of this EGM, (ii) awards granted
under the NOL PSP 2004 which are outstanding
on or after the date of the EGM, (iii) the
NOL PSP 2010, and (iv) the NOL RSP 2010, shall
not exceed 15% of the total number of issued
Shares (excluding Shares held by the Company
as treasury Shares) from time to time; and
(b) the aggregate number of Shares under
PSP Awards and RSP Awards to be granted pursuant
to the NOL PSP 2010 and the NOL RSP 2010
respectively, during the period commencing
from the date of this EGM and ending on the
date of the next AGM of the Company or the
date by which the next AGM of the Company is
CONTD
CONTD CONTD required by law to be held, whichever Non-Voting No vote
is the earlier, shall not exceed 1.5% of the
total number of issued Shares (excluding Shares
held by the Company as treasury Shares)
from time to time
--------------------------------------------------------------------------------------------------------------------------
NEPTUNE ORIENT LINES LTD Agenda Number: 702857763
--------------------------------------------------------------------------------------------------------------------------
Security: V67005120
Meeting Type: AGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: SG1F90001388
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' Report and Mgmt For For
Accounts for the financial year ended 31
December 2010 and the Auditors' Report thereon
2 To approve the declaration of a final tax-exempt Mgmt For For
(one-tier) dividend of 4.60 Singapore cents
per share for the financial year ended 31 December
2010
3 To approve up to SGD 1,750,000 as Directors' Mgmt For For
fees for the financial year ending 30
December 2011 (FY 2010: up to SGD 1,750,000)
4 To re-elect the Director who retire pursuant Mgmt For For
to Article 97 of the Company's Articles of
Association: Mr Timothy Charles Harris
5 To re-elect the Director who retire pursuant Mgmt For For
to Article 97 of the Company's Articles of
Association: Mr Bobby Chin Yoke Choong
6 To re-elect the Director who retire pursuant Mgmt For For
to Article 102 of the Company's Articles of
Association: Mr Tan Puay Chiang
7 To re-elect the Director who retire pursuant Mgmt For For
to Article 102 of the Company's Articles of
Association: Ms Jeanette Wong Kai Yuan
8 To re-appoint Ernst & Young LLP as the Company's Mgmt For For
Auditors and to authorise the Directors
to fix their remuneration
9 That authority be and is hereby given to the Mgmt Against Against
Directors of the Company to: (a) (i) issue
shares in the capital of the Company ("Shares")
whether by way of rights, bonus or otherwise;
and/or (ii) make or grant offers, agreements
or options (collectively, "Instruments")
that might or would require Shares to be
issued, including but not limited to the creation
and issue of (as well as adjustments to) warrants,
debentures or other instruments convertible
into Shares, at any time and upon such terms
and conditions and for such purposes and to
such persons as the Directors may in their
absolute discretion deem fit; and (b) (notwithstanding
the authority conferred by this Resolution
may have ceased to be in force) issue Shares
in pursuance of any Instrument made or granted
by the Directors while this Resolution was
in force, CONTD
CONT CONTD provided that: (1) the aggregate number Non-Voting No vote
of Shares to be issued pursuant to this Resolution
(including Shares to be issued in pursuance
of Instruments made or granted pursuant to
this Resolution) does not exceed 50 per cent.
of the total number of issued Shares in the
capital of the Company (excluding treasury
shares) (as calculated in accordance with sub-paragraph
(2) below), of which the aggregate number
of Shares to be issued other than on a pro
rata basis to shareholders of the Company (including
Shares to be issued in pursuance of
Instruments made or granted pursuant to this
Resolution) does not exceed 10 per cent.
of the total number of issued Shares in the
capital of the Company (excluding treasury
shares) (as calculated in accordance with
sub-paragraph (2) below); (2) (subject to such
manner of CONTD
CONT CONTD calculation as may be prescribed by the Non-Voting No vote
Singapore Exchange Securities Trading Limited
("SGX-ST")) for the purpose of determining
the aggregate number of Shares that may
be issued under sub-paragraph (1) above, the
percentage of issued Shares shall be
based on the number of issued Shares in the
capital of the Company (excluding treasury
shares) at the time this Resolution is
passed, after adjusting for: (i) new Shares
arising from the conversion or exercise
of any convertible securities or share options
or vesting of share awards which are outstanding
or subsisting at the time this Resolution
is passed; and (ii) any subsequent bonus issue
or consolidation or subdivision of Shares;
(3) in exercising the authority conferred by
this Resolution, the Company shall comply
with the provisions of the Listing CONTD
CONT CONTD Manual of the SGX-ST for the time being Non-Voting No vote
in force (unless such compliance
has been waived by the SGX-ST) and the Articles
of Association for the time being of the Company;
and (4) (unless revoked or varied by the
Company in general meeting) the authority
conferred by this Resolution shall continue
in force until the conclusion of the next Annual
General Meeting of the Company or the date
by which the next Annual General Meeting of
the Company is required by law to be
held, whichever is the earlier
10 That the Directors of the Company be and are Mgmt Against Against
hereby authorised to: (a) grant awards in
accordance with the provisions of the NOL Restricted
Share Plan 2010 ("NOL RSP 2010") and/or
the NOL Performance Share Plan 2010 ("NOL PSP
2010"); and (b) allot and issue from time
to time such number of fully paid ordinary
shares in the capital of the Company as may
be required to be issued pursuant to the vesting
of awards granted under the NOL RSP 2010 and/or
the NOL PSP 2010, provided that: (i) the
aggregate number of new ordinary shares to
be allotted and issued and existing ordinary
shares (including ordinary shares held by
the Company as treasury shares) to be delivered
pursuant to awards granted or to be granted
under the NOL RSP 2010 and the NOL PSP 2010,
options granted CONTD
CONT CONTD under the NOL Share Option Plan ("NOL Non-Voting No vote
SOP") which are outstanding on or after the
date of termination of the NOL SOP and awards
granted under the NOL Performance Share Plan
2004 ("NOL PSP 2004") which are outstanding
on or after the date of termination of
the NOL PSP 2004, shall not exceed 15 per
cent. of the total number of issued ordinary
shares in the capital of the Company (excluding
treasury shares) from time to time; and (ii)
the aggregate number of ordinary shares under
awards to be granted pursuant to the NOL RSP
2010 and the NOL PSP 2010 during the period
commencing from the date of this Annual General
Meeting of the Company and ending on the date
of the next Annual General Meeting of
CONTD
CONT CONTD the Company or the date by which the next Non-Voting No vote
Annual General Meeting of the Company is required
by law to be held, whichever is the earlier,
shall not exceed 1.0 per cent. of the total
number of issued ordinary shares in the
capital of the Company (excluding treasury
shares) from time to time
11 That: (a) the exercise by the Directors of the Mgmt For For
Company (the "Directors") of all the powers
of the Company to purchase or otherwise acquire
ordinary shares in the Company ("Shares")
not exceeding in aggregate the Maximum Limit
(as hereinafter defined), at such price or
prices as may be determined by the Directors
from time to time up to the Maximum Price (as
hereinafter defined), whether by way of: (i)
on-market purchases (each an "On-Market Purchase")
on the Singapore Exchange Securities Trading
Limited (the "SGX-ST"); and/or (ii) off-market
purchases (each an "Off-Market Purchase") effected
otherwise than on the SGX-ST in accordance
with any equal access scheme(s) as may be
determined or formulated by the Directors
as they may consider fit, which scheme(s)
shall satisfy all the conditions CONTD
CONT CONTD prescribed by the Companies Act, Chapter Non-Voting No vote
50 of Singapore, and otherwise in accordance
with all other laws and regulations and rules
of the SGX-ST as may for the time being be
applicable, be and is hereby authorised and
approved generally and unconditionally
(the "Share Purchase Mandate"); (b) the
authority conferred on the Directors pursuant
to the Share Purchase Mandate may be
exercised by the Directors at any time and
from time to time during the period commencing
from the date of the passing of this Ordinary
Resolution and expiring on the earlier of:
(i) the date on which the next Annual General
Meeting of the Company is held or required
by law to be held; or (ii) the date on which
the authority contained in the Share Purchase
Mandate is varied or revoked at a General
CONTD
CONT CONTD Meeting; (c) in this Ordinary Resolution: Non-Voting No vote
"Average Closing Price" means the average of
the closing market prices of the Shares over
the last five market days on which transactions
in the Shares were recorded on the SGX-ST
preceding the date of the relevant On-Market
Purchase, or as the case may be, the date of
the making of the offer pursuant to an Off-Market
Purchase and deemed to be adjusted in accordance
with the Listing Manual of the SGX-ST for any
corporate action that occurs after the relevant
five-day period; "date of the making of the
offer" means the date on which the Company
announces its intention to make an offer
for the purchase or acquisition of Shares from
holders of Shares, stating therein the
purchase CONTD
CONT CONTD price (which shall not be more than the Non-Voting No vote
Maximum Price) for each Share and the relevant
terms of the equal access scheme for effecting
the Off- Market Purchase; "Maximum Limit"
means that number of issued Shares
representing 5 per cent. of the total number
of issued Shares as at the date of the passing
of this Ordinary Resolution (excluding any
Shares which are held as treasury Shares
as at that date); and "Maximum Price" in relation
to a Share to be purchased or acquired, means
an amount (excluding brokerage, commission,
applicable goods and services tax and other
related expenses) not exceeding: (i) for On-Market
Purchases, more than 5 per cent. above the
Average Closing Price of the Shares;
and (ii) for Off-Market Purchases, more than
10 per cent. above the Average Closing Price
of the Shares; and CONTD
CONT CONTD (d) the Directors and/or any of them be Non-Voting No vote
and are hereby authorised to complete and
do all such acts and things (including executing
such documents as may be required) as they
and/or he may consider expedient or necessary
to give effect to the transactions contemplated
and/or authorised by this Ordinary Resolution
12 That for the purposes of Chapter 9 of the Listing Mgmt For For
Manual ("Chapter 9") of the Singapore Exchange
Securities Trading Limited: (a) approval be
and is hereby given for the Company, its subsidiaries
and associated companies that are entities
at risk (as defined in Chapter 9), or any of
them, to enter into any of the transactions
falling within the types of Interested Person
Transactions, particulars of which
are set out in paragraph 7 of Appendix 2
to the 2010 Annual Report of the Company, with
any party who is of the class of Interested
Persons described in paragraph 6 therein, provided
that such transactions are made on an arm's
length basis and on normal commercial
terms; (b) such approval (the "Mandate") shall,
unless revoked or varied by the Company in
General Meeting, remain in force until the
next Annual CONTD
CONT CONTD General Meeting of the Company; and (c) Non-Voting No vote
the Directors and/or Company Secretary be
and are hereby authorised to complete and do
all such acts and things (including executing
all such documents as may be required) as they
may consider expedient or necessary or in
the interest of the Company to give effect
to the Mandate and/or this Resolution
--------------------------------------------------------------------------------------------------------------------------
NESTE OIL, ESPOO Agenda Number: 702783071
--------------------------------------------------------------------------------------------------------------------------
Security: X5688A109
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: FI0009013296
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Matters of order for the meeting Non-Voting No vote
3 Selection of the examiners of the minutes and Non-Voting No vote
ballots
4 Establishing that the meeting is competent and Non-Voting No vote
forms of a quorum
5 Confirmation of shareholders present and the Non-Voting No vote
voting list
6 Presentation of the financial statements for Non-Voting No vote
2010, including also the consolidated
financial statements, and the review by the
board of directors, the auditor's report,
and the statement of the supervisory board
7 Adoption of the financial statements, including Mgmt For For
also the adoption of the consolidated
financial statements
8 Use of the profit shown in the balance sheet Mgmt For For
and deciding the payment of a dividend.
the board proposes that a dividend of EUR 0.35
per share be paid
9 Deciding the discharge of the members of the Mgmt For For
supervisory board and the board of directors,
and the president and ceo from liability
10 Deciding the remuneration to be paid to the Mgmt For For
members of the supervisory board
11 Deciding the number of members of the supervisory Mgmt For For
board
12 Election of the chairman, vice chairman and Mgmt For For
members of the supervisory board
13 Deciding the remuneration of the members of Mgmt For For
the board of directors
14 Deciding the number of members of the board Mgmt For For
of directors. The nomination committee
proposes that the number of board members be
eight
15 Election of the chairman, vice chairman, and Mgmt For For
members of the board of directors.
The nomination committee proposes that T.Peltola
be re-elected as chairman and J.Eloranta elected
as vice chairman, and that M.Boersma,
M-L.Friman, N.Linander, H.Ryopponen, M.Tapio
be re-elected and L.Raitio be elected as
new board member
16 Deciding the remuneration of the auditor Mgmt For For
17 Selection of the company's auditor. The board Mgmt For For
proposes to re-elect Ernst and Young Oy with
A-M.Simola as lead auditor
18 Proposals by the state of Finland and the Finnish Mgmt For For
Shareholders Association to abolish the supervisory
board and amend the company's articles of association
accordingly
19 A proposal by the state of Finland to appoint Mgmt For For
a AGM nomination board
20 Closing of the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN RESOLUTION 18. 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.
--------------------------------------------------------------------------------------------------------------------------
NESTLE S A Agenda Number: 702847596
--------------------------------------------------------------------------------------------------------------------------
Security: H57312649
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: CH0038863350
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 799253 DUE TO DELETION OF RESOLUTION. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 741313, 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 Approval of the annual report, the financial Mgmt Take No Action
statements of Nestle S.A. and the consolidated
financial statements of the Nestle group for
2010
1.2 Acceptance of the Compensation Report 2010 (advisory Mgmt Take No Action
vote)
2 Release of the members of the Board of Directors Mgmt Take No Action
and of the Management
3 Appropriation of profits resulting from the Mgmt Take No Action
balance sheet of Nestle S.A.
4.1.1 Re-election to the Board of Directors: Mr. Paul Mgmt Take No Action
Bulcke
4.1.2 Re-election to the Board of Directors: Mr. Andreas Mgmt Take No Action
Koopmann
4.1.3 Re-election to the Board of Directors: Mr. Rolf Mgmt Take No Action
Hanggi
4.1.4 Re-election to the Board of Directors: Mr. Jean-Pierre Mgmt Take No Action
Meyers
4.1.5 Re-election to the Board of Directors: Mrs. Mgmt Take No Action
Naina Lal Kidwai
4.1.6 Re-election to the Board of Directors: Mr. Beat Mgmt Take No Action
Hess
4.2 Election to the Board of Directors: Ms. Ann Mgmt Take No Action
Veneman (for a term of three years)
4.3 Re-election of the statutory auditors: KPMG Mgmt Take No Action
S.A., Geneva branch (for a term of one year)
5 Cancellation of 165 000 000 shares repurchased Mgmt Take No Action
under the share buy-back programmes, and reduction
of the share capital by CHF 16 500 000
--------------------------------------------------------------------------------------------------------------------------
NEWCREST MINING LTD, MELBOURNE VIC Agenda Number: 702621334
--------------------------------------------------------------------------------------------------------------------------
Security: Q6651B114
Meeting Type: AGM
Meeting Date: 28-Oct-2010
Ticker:
ISIN: AU000000NCM7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 4 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY
THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT
TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
PROPOSAL (4), YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN
BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S
AND YOU COMPLY WITH THE VOTING EXCLUSION.
1 To receive and consider the Financial Report Mgmt For For
of the Company and its controlled
entities for the year ended 30 June 2010 and
the reports of the Directors and Auditors
thereon
2.a To re-elect as a Director Mr. Richard Lee, who Mgmt For For
retires by rotation in accordance with
Rule 69 of the Company's Constitution and,
being eligible, offers himself for re-election
2.b To re-elect as a Director Mr. John Spark, who Mgmt For For
retires by rotation in accordance
with Rule 69 of the Company's Constitution
and, being eligible, offers himself for
re-election
2.c To re-elect as a Director Mr. Tim Poole, who Mgmt For For
retires by rotation in accordance
with Rule 69 of the Company's Constitution
and, being eligible, offers himself for
re-election
2.d To re-elect as a Director Mr. Greg Robinson, Mgmt For For
who retires by rotation in accordance
with Rule 69 of the Company's Constitution
and, being eligible, offers himself for
re-election
3 That the Remuneration Report for the Company Mgmt For For
included in the report of the Directors
for the year ended 30 June 2010 be adopted
4 That the aggregate sum per annum available for Mgmt For For
payment to the Non-Executive Directors of
the Company in accordance with Rule 58 of the
Company's Constitution and ASX Listing
Rule 10.17, as remuneration for their services,
be increased by AUD 900,000 from AUD 1,800,000
up to a maximum sum of AUD 2,700,000 per
annum
5 To transact any other business that may be legally Non-Voting No vote
brought forward
--------------------------------------------------------------------------------------------------------------------------
NEXT PLC, LEICESTER Agenda Number: 702960534
--------------------------------------------------------------------------------------------------------------------------
Security: G6500M106
Meeting Type: AGM
Meeting Date: 19-May-2011
Ticker:
ISIN: GB0032089863
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the accounts and reports Mgmt For For
2 To approve the remuneration report Mgmt For For
3 To declare a final dividend of 53p per share Mgmt For For
4 To re-elect Christos Angelides as a director Mgmt For For
5 To re-elect Steve Barber as a director Mgmt For For
6 To re-elect John Barton as a director Mgmt For For
7 To re-elect Christine Cross as a director Mgmt For For
8 To re-elect Jonathan Dawson as a director Mgmt For For
9 To re-elect David Keens as a director Mgmt For For
10 To elect Francis Salway as a director Mgmt For For
11 To re-elect Andrew Varley as a director Mgmt For For
12 To re-elect Simon Wolfson as a director Mgmt For For
13 To re-appoint Ernst and Young LLP as auditors Mgmt For For
and authorise the directors to set their remuneration
14 Director's authority to allot shares Mgmt For For
15 Authority to disapply pre-emption rights Mgmt For For
16 Authority for on-market purchase of own shares Mgmt For For
17 Authority for off-market purchase of own shares Mgmt For For
18 Notice period for general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NGK SPARK PLUG CO.,LTD. Agenda Number: 703152164
--------------------------------------------------------------------------------------------------------------------------
Security: J49119100
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3738600000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
1.13 Appoint a Director Mgmt For For
1.14 Appoint a Director Mgmt For For
1.15 Appoint a Director Mgmt For For
1.16 Appoint a Director Mgmt For For
1.17 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NIDEC CORPORATION Agenda Number: 703112780
--------------------------------------------------------------------------------------------------------------------------
Security: J52968104
Meeting Type: AGM
Meeting Date: 21-Jun-2011
Ticker:
ISIN: JP3734800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
2.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NOKIA CORP, ESPOO Agenda Number: 702777484
--------------------------------------------------------------------------------------------------------------------------
Security: X61873133
Meeting Type: AGM
Meeting Date: 03-May-2011
Ticker:
ISIN: FI0009000681
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Matters of order for the meeting Non-Voting No vote
3 Election of persons to confirm the minutes and Non-Voting No vote
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, the report Non-Voting No vote
of the Board of Directors and the Auditor's
report for the year 2010 - 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 Annual General Meeting
a dividend of EUR 0.40 per share for the fiscal
year 2010. The dividend would be paid to shareholders
registered in the Register of Shareholders
of the Company on the record date of the dividend
payment, May 6, 2011. The Board proposes that
the dividend will be paid on or about May 20,
2011
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 Annual General Meeting that the remuneration
payable to the members of the Board to be elected
at the Annual General Meeting for a term ending
at the Annual General Meeting in 2012, be remain
at the same level than during the past three
years and be as follows: EUR 440 000 for the
Chairman, EUR 150 000 for the Vice Chairman,
and EUR 130 000 for each member, excluding
the President and CEO if elected to the Board.
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 percent 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 the 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. The Board's Corporate Governance
and Nomination Committee proposes to the Annual
General Meeting that the number of Board members
be eleven
12 Election of members of the Board of Directors: Mgmt For For
The Board's Corporate Governance and Nomination
Committee proposes to the Annual General Meeting
that the following current Nokia Board members
be re-elected as members of the Board of Directors
for a term ending at the Annual General Meeting
in 2012: Dr. Bengt Holmstrom, Prof. Dr. Henning
Kagermann, Per Karlsson, Isabel Marey-Semper,
Jorma Ollila, Dame Marjorie Scardino and Risto
Siilasmaa. The Committee also proposes that
Jouko Karvinen, Helge Lund, Kari Stadigh and
Stephen Elop be elected as new members of the
Board for the same term. Jouko Karvinen is
CEO of Stora Enso Oyj, Helge Lund President
of Statoil Group, Kari Stadigh Group CEO and
President of Sampo plc and Stephen Elop President
and CEO of Nokia Corporation
13 Resolution on the remuneration of the Auditor: Mgmt For For
The Board's Audit Committee proposes to the
Annual General Meeting that the external auditor
to be elected at the Annual General Meeting
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 Annual General Meeting that
PricewaterhouseCoopers Oy be re-elected as
the Auditor of the Company for the fiscal year
2011
15 Authorizing the Board of Directors to resolve Mgmt For For
to repurchase the Company's own shares: The
Board proposes that the Annual General Meeting
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 June 30, 2012 and terminate the corresponding
authorization granted by the Annual General
Meeting on May 6, 2010
16 Grant of stock options to selected personnel Mgmt For For
of Nokia: The Board proposes that as a part
of Nokia's Equity Program 2011 selected personnel
of Nokia Group be granted a maximum of 35 000
000 stock options, which entitle to subscribe
for a maximum of 35 000 000 Nokia shares. The
exercise prices (i.e. share subscription prices)
of the stock options will be determined at
time of their grant on a quarterly basis and
the stock options will be divided into sub-categories
based on their exercise price. The exercise
price for each sub-category of stock options
will equal to the trade volume weighted average
price of the Nokia share on NASDAQ OMX Helsinki
during the predefined period of time within
the relevant quarter. The exercise price paid
will be recorded in the fund for invested non-restricted
equity. Stock options in the plan may be granted
until the end of 2013. The Stock options have
a term of approximately six years and they
will vest three or four years after the grant.
The exercise period (i.e. share subscription
period) will commence no earlier than July
1, 2014, and terminate no later than December
27, 2019
17 Closing of the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINK: http://www.nokia.com/about-nokia/corporate-governance/board-of-directors
--------------------------------------------------------------------------------------------------------------------------
NOKIAN TYRES PLC, NOKIA Agenda Number: 702844209
--------------------------------------------------------------------------------------------------------------------------
Security: X5862L103
Meeting Type: AGM
Meeting Date: 07-Apr-2011
Ticker:
ISIN: FI0009005318
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 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 annual accounts, the report Non-Voting No vote
of the board of directors and the auditor's
report for the year 2010
7 Adoption of the annual accounts 2010 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 that
a dividend of EUR 0.65 per share be paid
for the period ending on December, 2010
9 Resolution on the discharge of the members of Mgmt For For
the board of directors and the CEO from liability
10 Resolution on the remuneration of the members Mgmt For For
of the board of directors
11 Resolution on the number of members of the board Mgmt For For
of directors. The nomination and remuneration
committee of Nokian Tyres' board of directors
proposes to the AGM that the board comprises
of six members
12 Election of members of the board of directors. Mgmt For For
The nomination and remuneration
committee of Nokian Tyres' board of directors
proposes to the AGM that the current members:
K.Gran, H.Korhonen, H.Penttila, P.Wallden and
A.Vlasov be re-elected for the one year term
and Mr. B.Raulin would be elected as
a new member of the board of Nokian Tyres
13 Resolution on the remuneration of the auditor Mgmt For For
14 Election of auditor. The board of directors Mgmt For For
of Nokian Tyres proposes to the AGM that
KPMG Oy Ab, authorised public accountants,
be elected as auditor for the 2011 financial
year
15 Closing of the meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
NORDEA BANK AB, STOCKHOLM Agenda Number: 702809421
--------------------------------------------------------------------------------------------------------------------------
Security: W57996105
Meeting Type: AGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: SE0000427361
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
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
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
1 Election of a chairman for the general meeting Non-Voting No vote
2 Preparation and approval of the voting list Non-Voting No vote
3 Approval of the agenda Non-Voting No vote
4 Election of at least one minutes checker Non-Voting No vote
5 Determination whether the general meeting has Non-Voting No vote
been duly convened
6 Submission of the annual report and consolidated Non-Voting No vote
accounts, and of the audit report and the
group audit report. In connection herewith:
the chairman's of the board presentation of
the board of directors' work and speech by
the Group CEO
7 Adoption of the income statement and the consolidated Mgmt For For
income statement, and the balance sheet and
the consolidated balance sheet
8 Decision on dispositions of the Company's profit Mgmt For For
according to the adopted balance sheet
9 Decision regarding discharge from liability Mgmt For For
for the members of the board of directors
and the CEO (The auditor recommends discharge
from liability)
10 The board of directors' proposal for a resolution Mgmt For For
on the amendment to articles 8, 10,
11 and 13 of the articles of association
11 Determination of the number of board members Mgmt For For
12 Determination of the number of auditors Mgmt For For
13 Determination of fees for board members and Mgmt For For
auditors
14 Election of board members and chairman of the Mgmt For For
board: for the period until the end of the
next annual general meeting Bjorn Wahlroos,
Stine Bosse, Marie Ehrling, Svein Jacobsen,
Tom Knutzen, Lars G Nordstrom, Sarah Russell,
Bjorn Saven and Kari Stadigh shall be re-elected
as board members. For the period until the
end of the next annual general meeting Bjorn
Wahlroos, shall be elected Chairman
15 Election of auditors Mgmt For For
16 The nomination committee's proposal for a resolution Mgmt For For
on the establishment of a nomination committee
17.a The board of directors' proposal for a resolution Mgmt For For
on authorisation for the board of directors
to decide on a) acquisition of shares in the
Company and
17.b The board of directors' proposal for a resolution Mgmt For For
on authorisation for the board of directors
to decide on b) conveyance of shares in the
Company
18 The board of directors' proposal for a resolution Mgmt For For
on the purchase of own shares according
to chapter 7 section 6 of the Swedish Securities
Market Act (lagen (2007:528) om vardepappersmarknaden)
19 Resolution regarding the guidelines for remuneration Mgmt For For
to the executive officers
20.a The board of directors' proposal for a resolution Mgmt For For
on a Long Term Incentive Programme: Long
Term Incentive Programme
20.b The board of directors' proposal for a resolution Mgmt For For
on a Long Term Incentive Programme: Conveyance
of shares under the Long Term Incentive Programme
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF DIRECTORS' NAMES AND CONSERVATIVE 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.
--------------------------------------------------------------------------------------------------------------------------
NORSK HYDRO A S Agenda Number: 702952501
--------------------------------------------------------------------------------------------------------------------------
Security: R61115102
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: NO0005052605
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 819657 DUE TO DELETION OF RESOLUTION. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
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 Approval of the notice of the meeting and of Mgmt Take No Action
the agenda
2 Election of one person to countersign the minutes Mgmt Take No Action
3 Approval of the annual accounts and the board Mgmt Take No Action
of directors report for the year 2010 for Norsk
Hydro Asa and the group, including distribution
of dividend
4 Auditors remuneration Mgmt Take No Action
5 Guidelines for remuneration to executive management Mgmt Take No Action
6.1 Amendment to the articles of association, convening Mgmt Take No Action
of general meeting: the record date
6.2 Amendment to the articles of association, convening Mgmt Take No Action
of general meeting: written voting prior to
the general meeting
7 Amendments to the articles of association regarding Mgmt Take No Action
the nomination committee
8 Guidelines for the nomination committee Mgmt Take No Action
9.1 Remuneration for the corporate assembly and Mgmt Take No Action
the nomination committee: corporate assembly:
i. chair, annual compensation NOK 93,000 (from
NOK 90,000) with the addition of meeting allowances
ii. deputy chair, no annual compensation, but
compensated as a member of the corporate assembly
(deputy chair has previously received an annual
compensation of NOK 45,000 with the addition
of meeting allowances) iii. member/deputy member
NOK 6,700 per meeting (from NOK 6,500) where
the member/deputy member is present. These
fees were adjusted most recently in 2010
9.2 Remuneration for the corporate assembly and Mgmt Take No Action
the nomination committee: nomination committee:
it is proposed to change from having an annual
compensation to giving an allowance per meeting
: i) chair, NOK 6,000 per meeting where the
chair is present (from an annual compensation
NOK 30,000) ii) other members of the nomination
committee, NOK 4,500 per meeting where the
member is present (from an annual compensation
NOK 25,000) these fees were adjusted most recently
in 2010
10 Shareholder question Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
NOVARTIS AG Agenda Number: 702775632
--------------------------------------------------------------------------------------------------------------------------
Security: H5820Q150
Meeting Type: AGM
Meeting Date: 22-Feb-2011
Ticker:
ISIN: CH0012005267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Take No Action
MEETING NOTICE SENT UNDER MEETING 750908, 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.
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting Take No Action
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 The Board of Directors proposes approval of Mgmt Take No Action
the Annual Report, the Financial Statements
of Novartis AG and the Group Consolidated Financial
Statements for the Business Year 2010
A.2 The Board of Directors proposes discharge from Mgmt Take No Action
liability of its members and those of the Executive
Committee for the business year 2010
A.3 The Board of Directors proposes appropriation Mgmt Take No Action
of the available earnings of CHF 7,027,682,826
as: Dividend: CHF 5,452,130,559; Transfer to
free reserves: CHF 1,575,552,267; the total
dividend payment of CHF 5,452,130,559 is equivalent
to a gross dividend of CHF 2.20 per registered
share of CHF 0.50 nominal value entitled to
dividends
A.4 The Board of Directors proposes that the Compensation Mgmt Take No Action
System of Novartis be endorsed (non-binding
consultative vote)
A.5.1 At this Annual General Meeting, Alexandre F. Non-Voting Take No Action
Jetzer-Chung and Hans-Joerg Rudloff are retiring
from the Board of Directors, having reached
the age limit set in the Articles of Incorporation
A52.1 The Board of Directors proposes the re-election Mgmt Take No Action
of Ann Fudge for a three-year term
A52.2 The Board of Directors proposes the re-election Mgmt Take No Action
of Pierre Landolt for a three-year term
A52.3 The Board of Directors proposes the re-election Mgmt Take No Action
of Ulrich Lehner, Ph.D., for a three-year term
A.5.3 The Board of Directors proposes the election Mgmt Take No Action
of Enrico Vanni, Ph.D., for a three-year term
A.6 The Board of Directors proposes the election Mgmt Take No Action
of PricewaterhouseCoopers as auditor of Novartis
AG for one year
B If shareholders at the Annual General Meeting Mgmt Take No Action
propose additional and/or counterproposals,
I/we instruct the Independent Proxy to vote
according to the proposal of the Board of Directors
--------------------------------------------------------------------------------------------------------------------------
NOVARTIS AG Agenda Number: 702821528
--------------------------------------------------------------------------------------------------------------------------
Security: H5820Q150
Meeting Type: EGM
Meeting Date: 08-Apr-2011
Ticker:
ISIN: CH0012005267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting Take No Action
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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Take No Action
MEETING NOTICE SENT UNDER MEETING 793761, 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.
A.1.1 Under this item, the Board of Directors proposes Mgmt Take No Action
approval of the merger agreement between Alcon,
Inc. ("Alcon") and Novartis AG ("Novartis"
or "Company") dated December 14, 2010
A.1.2 Under this item, the Board of Directors proposes Mgmt Take No Action
the creation of authorised capital through
the issuance of up to 108 million new shares
for the purpose of completing the merger of
Alcon into Novartis by means of the following
new Article 4a of the Articles of Incorporation:
Article 4a Authorised Capital in favor of Alcon,
Inc 1 Up to 8 April 2013, the Board of Directors
shall be authorised to increase the share capital
in connection with the merger of Alcon, Inc.
into the Company by a maximum amount of CHF
54,000,000 nominal value through the issuance
of maximally 108,000,000 fully paid-in registered
shares with a nominal value of CHF 0.50 each.
The pre-emptive rights of the existing shareholders
shall not apply. The Board of Directors shall
determine the issue price in accordance with
the merger agreement between Alcon, Inc. and
Novartis AG dated 14 December 2010. The new
shares shall be entitled to dividends as from
the financial year in which they are issued
and shall be subject to the registration requirements
set forth in Article 5 of the Articles of Incorporation
B If shareholders at the Extraordinary General Mgmt Take No Action
Meeting propose additional and/or counter-proposals,
l/we instruct the Independent Proxy to vote
according to the proposal of the Board of Directors
--------------------------------------------------------------------------------------------------------------------------
NOVO-NORDISK A S Agenda Number: 702814030
--------------------------------------------------------------------------------------------------------------------------
Security: K7314N152
Meeting Type: AGM
Meeting Date: 23-Mar-2011
Ticker:
ISIN: DK0060102614
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT IF THE CHAIRMAN OF THE BOARD Non-Voting No vote
OR A BOARD MEMBER IS APPOINTED AS PROXY, WHICH
IS OFTEN THE CASE, CLIENTS CAN ONLY EXPECT
THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE
ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST
VOTES ARE REPRESENTED AT THE MEETING IS TO
SEND YOUR OWN REPRESENTATIVE. THE SUB CUSTODIAN
BANKS OFFER REPRESENTATION SERVICES FOR AN
ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SOME OF SUBCUSTODIANS Non-Voting No vote
IN DENMARK REQUIRE THE SHARES TO BE REGISTERED
IN SEGREGATED ACCOUNTS BY REGISTRATION DEADLINE
IN ORDER TO PROVIDE VOTING SERVICE. PLEASE
CONTACT YOUR GLOBAL CUSTODIAN TO FIND OUT IF
THIS REQUIREMENT APPLIES TO YOUR SHARES AND,
IF SO, YOUR SHARES ARE REGISTERED
IN A SEGREGATED ACCOUNT FOR THIS GENERAL MEETING.
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
2 Adoption of the audited Annual Report 2010 Mgmt For For
3.1 Approval of remuneration of the Board of Directors Mgmt For For
for 2010
3.2 Approval of remuneration level of the Board Mgmt For For
of Directors for 2011
4 A resolution to distribute the profit Mgmt For For
5.1.a Election of Sten Scheibye as a member to the Mgmt For For
Board of Directors
5.1.b Election of Goran A Ando as a member to the Mgmt For For
Board of Directors
5.1.c Election of Bruno Angelici as a member to the Mgmt For For
Board of Directors
5.1.d Election of Henrik Gurtler as a member to the Mgmt For For
Board of Directors
5.1.e Election of Thomas Paul Koestler as a member Mgmt For For
to the Board of Directors
5.1.f Election of Kurt Anker Nielsen as a member to Mgmt For For
the Board of Directors
5.1.g Election of Hannu Ryopponen as a member to the Mgmt For For
Board of Directors
5.1.h Election of Jorgen Wedel as a member to the Mgmt For For
Board of Directors
5.2 The Board of Directors proposes election of Mgmt For For
Sten Scheibye as chairman
5.3 The Board of Directors proposes election of Mgmt For For
Goran A Ando as vice chairman
6 Re-appointment of PricewaterhouseCoopers as Mgmt For For
auditor
7.1 Reduction of the Company's B share capital from Mgmt For For
DKK 492,512,800 to DKK 472,512,800
7.2 Authorisation of the Board of Directors to acquire Mgmt For For
own shares up to a holding limit of 10% of
the share capital
7.3.1 Amendments to the Articles of Asociation: Article Mgmt For For
2 (deletion of article regarding location
of registered office)
7.3.2 Amendments to the Articles of Asociation: Article Mgmt For For
7.5 (new article 6.5) (removal of the
requirement to advertise the notice calling
a general meeting in two daily newspapers)
7.3.3 Amendments to the Articles of Asociation: Article Mgmt For For
11.2 (new article 10.2) (introduction of
age limit for nomination of candidates to the
Board of Directors)
7.4 Adoption of Remuneration Principles and consequential Mgmt For For
amendment of article 15 (new article 14)
--------------------------------------------------------------------------------------------------------------------------
NOVOZYMES A/S Agenda Number: 702776468
--------------------------------------------------------------------------------------------------------------------------
Security: K7317J117
Meeting Type: AGM
Meeting Date: 02-Mar-2011
Ticker:
ISIN: DK0010272129
--------------------------------------------------------------------------------------------------------------------------
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 PLEASE NOTE THAT IF THE CHAIRMAN OF THE BOARD Non-Voting No vote
OR A BOARD MEMBER IS APPOINTED AS PROXY, WHICH
IS OFTEN THE CASE, CLIENTS CAN ONLY EXPECT
THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE
ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST
VOTES ARE REPRESENTED AT THE MEETING IS TO
SEND YOUR OWN REPRESENTATIVE. THE SUB CUSTODIAN
BANKS OFFER REPRESENTATION SERVICES FOR AN
ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SOME OF SUBCUSTODIANS Non-Voting No vote
IN DENMARK REQUIRE THE SHARES TO BE REGISTERED
IN SEGREGATED ACCOUNTS BY REGISTRATION DEADLINE
IN ORDER TO PROVIDE VOTING SERVICE. PLEASE
CONTACT YOUR GLOBAL CUSTODIAN TO FIND OUT IF
THIS REQUIREMENT APPLIES TO YOUR SHARES AND,
IF SO, YOUR SHARES ARE REGISTERED
IN A SEGREGATED ACCOUNT FOR THIS GENERAL MEETING.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION
NUMBERS "6, 7 AND 8.A TO 8.E". THANK YOU.
1 Report of the Board of Directors Non-Voting No vote
2 Approval of the annual report 2010 Mgmt For For
3 Distribution of profit Mgmt For For
4 Approval of general guidelines for remuneration Mgmt For For
of the Board and Executive Management
5 Approval of remuneration of the Board Mgmt For For
6 Election of Chairman: Henrik Gurtler Mgmt For For
7 Election of Vice Chairman: Kurt Anker Nielsen Mgmt For For
CMMT PLEASE NOTE THAT CUMULATIVE VOTING APPLIES TO Non-Voting No vote
THIS RESOLUTION REGARDING THE ELECTION OF
DIRECTORS. STANDING INSTRUCTIONS HAVE BEEN
REMOVED FOR THIS MEETING. PLEASE NOTE
THAT ONLY A VOTE "FOR" THE DIRECTOR WILL BE
CUMULATED. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE IF YOU HAVE ANY QUESTIONS.
8.a Election of the Board of Director: Paul Petter Mgmt For For
Aas
8.b Election of the Board of Director: Mathias Uhlen Mgmt For For
8.c Election of the Board of Director: Lena Olving Mgmt For For
8.d Election of the Board of Director: Jorgen Buhl Mgmt For For
Rasmussen
8.e Election of the Board of Director: Agnete Raaschou-NielsenMgmt For For
9 Re-election of PwC as a Auditor Mgmt For For
10.a Proposal from the Board of Directors: Deletion Mgmt For For
of article 2 (Registered office)
10.b Proposal from the Board of Directors: Article Mgmt For For
13.2 (Retirement age for board members)
10.c Proposal from the Board of Directors: Authorization Mgmt For For
to purchase treasury stock
10.d Proposal from the Board of Directors: Authorization Mgmt For For
to meeting chairman
--------------------------------------------------------------------------------------------------------------------------
NTT DOCOMO,INC. Agenda Number: 703101864
--------------------------------------------------------------------------------------------------------------------------
Security: J59399105
Meeting Type: AGM
Meeting Date: 17-Jun-2011
Ticker:
ISIN: JP3165650007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to: Expand Business Lines Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
4.4 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ODAKYU ELECTRIC RAILWAY CO.,LTD. Agenda Number: 703151314
--------------------------------------------------------------------------------------------------------------------------
Security: J59568139
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3196000008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
OLAM INTERNATIONAL LTD, SINGAPORE Agenda Number: 702642136
--------------------------------------------------------------------------------------------------------------------------
Security: Y6421B106
Meeting Type: AGM
Meeting Date: 28-Oct-2010
Ticker:
ISIN: SG1Q75923504
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' report and Mgmt For For
the audited accounts of the Company for
the year ended 30 June 2010 together with the
Auditors' report thereon
2 To declare a second and final dividend of 2.5 Mgmt For For
cents per share tax exempt (one-tier)
for the year ended 30th June 2010
3 To re-elect Mr. R. Jayachandran as a Director Mgmt For For
of the Company retiring pursuant to
Article 103 of the Articles of Association
of the Company
4 To re-elect Mr. Jean-Paul Pinard as a Director Mgmt For For
of the Company retiring pursuant to
Article 103 of the Articles of Association
of the Company
5 To re-elect Mr. Wong Heng Tew as a Director Mgmt For For
of the Company retiring pursuant to Article
103 of the Articles of Association of the Company
6 To re-elect Mr. Robert Michael Tomlin as a Director Mgmt For For
of the Company retiring pursuant to Article
103 of the Articles of Association of the Company
7 To approve the payment of Directors' fees of Mgmt For For
SGD 990,000 for the year ending 30 June 2011
8 To re-appoint Messrs Ernst & Young LLP as the Mgmt For For
Auditors of the Company and to authorize the
Directors of the Company to fix their remuneration
0 To transact any other ordinary business as may Non-Voting No vote
be properly transacted at an AGM
9 That, pursuant to Section 161 of the Companies Mgmt Against Against
Act, Cap. 50 and Rule 806 of the Listing
Manual of the Singapore Exchange Securities
Trading Limited ("SGX-ST"), the Directors
of the Company be authorized and empowered
to: (a) (i) issue shares in the Company ("shares")
whether by way of rights, bonus or otherwise;
and/or (ii) make or grant offers, agreements
or options (collectively, "Instruments")
that might or would require shares to be
issued, including but not limited to the
creation and issue of (as well as adjustments
to) options, warrants, debentures or other
instruments convertible into shares,
at any time and upon such terms and conditions
and for such purposes and to such persons
as the Directors of the Company may in their
absolute discretion deem fit; CONTD
CONT CONTD and (b) (notwithstanding the authority Non-Voting No vote
conferred by this Resolution may have ceased
to be in force) issue shares in pursuance of
any Instruments made or granted by the Directors
of the Company while this Resolution was in
force, provided that: (1) the aggregate
number of shares (including shares to be issued
in pursuance of the Instruments, made or granted
pursuant to this Resolution) to be issued
pursuant to this Resolution shall not exceed
50% of the total number of issued shares (excluding
treasury shares) in the capital of the Company
(as calculated in accordance with sub-paragraph
(2) below), of which the aggregate number of
shares to be issued other than on a pro rata
basis to shareholders of the Company CONTD
CONT CONTD shall not exceed 20% of the total number Non-Voting No vote
of issued shares (excluding treasury shares)
in the capital of the Company (as calculated
in accordance with sub-paragraph (2) below);
(2) (subject to such calculation as may be
prescribed by the SGX-ST) for the purpose
of determining the aggregate number of shares
that may be issued under sub-paragraph (1)
above, the total number of issued shares (excluding
treasury shares) shall be based on the total
number of issued shares (excluding treasury
shares) in the capital of the Company at
the time of the passing of this Resolution,
after adjusting for: (a) new shares arising
from the conversion or exercise of any convertible
securities; (b) new shares arising from
exercising share options or vesting of share
awards which are outstanding or subsisting
at the time of the passing of this Resolution;
CONTD
CONT CONTD and (c) any subsequent bonus issue, consolidation Non-Voting No vote
or subdivision of shares; (3) in exercising
the authority conferred by this Resolution,
the Company shall comply with the provisions
of the Listing Manual of the SGX-ST for the
time being in force (unless such compliance
has been waived by the SGX-ST) and the Articles
of Association of the Company; and (4) unless
revoked or varied by the Company in
a general meeting, such authority shall continue
in force until the conclusion of the next Annual
General Meeting of the Company or the date
by which the next Annual General Meeting of
the Company is required by law to be
held, whichever is earlier
10 That the Directors of the Company be authorized Mgmt Against Against
and empowered to offer and grant options
under the Olam Employee Share Option Scheme
("the Scheme") and to issue shares in the
Company to all the holders of options granted
by the Company under the Scheme, whether
granted during the subsistence of this
authority or otherwise, upon the exercise
of such options and in accordance with the
terms and conditions of the Scheme, provided
always that the aggregate number of
additional ordinary shares to be issued pursuant
to the Scheme shall not exceed 15% of the
issued shares (excluding treasury shares)
in the capital of the Company from time to
time CONTD
CONT CONTD and that such authority shall, unless Non-Voting No vote
revoked or varied by the Company in a general
meeting, continue in force until the conclusion
of the Company s next Annual General Meeting
or the date by which the next Annual General
Meeting of the Company is required by
law to be held, whichever is earlier
11 That: (1) for the purposes of the Companies Mgmt For For
Act, Cap. 50 (the "Companies Act"), the
exercise by the Directors of the Company of
all the powers of the Company to purchase
or otherwise acquire ordinary shares in the
capital of the Company (the "Shares") not
exceeding in aggregate the Maximum Limit (as
defined below), at such price(s) as may be
determined by the Directors from time to
time up to the Maximum Price (as defined below),
whether by way of: (a) market purchase(s)
(each a "Market Purchase") on Singapore Exchange
Securities Trading Limited (the "SGX-ST");
and/or (b) off-market purchase(s) (each an
"Off-Market Purchase") in accordance with any
equal access scheme(s) as may be determined
or formulated by the Directors as they consider
fit, which scheme(s) shall satisfy all
the conditions prescribed by the Companies
Act; CONTD
CONT CONTD and otherwise in accordance with all other Non-Voting No vote
laws and regulations, including but
not limited to, the provisions of the Companies
Act and listing rules of the SGX-ST as may
for the time being be applicable, be and is
hereby authorized and approved generally and
unconditionally (the "Share Buyback Mandate");
(2) unless varied or revoked by the members
of the Company in a general meeting, the
authority conferred on the Directors pursuant
to this resolution may be exercised by the
Directors at any time and from time to
time during the period commencing from the
date of the passing of this Ordinary
Resolution 11 and expiring on the earlier of:
(a) the date on which the next annual general
meeting of the Company ("AGM") is held or required
by law to be held; or (b) the date on which
the purchases or acquisitions of Shares
by the Company CONTD
CONT CONTD pursuant to the Share Buyback Mandate Non-Voting No vote
are carried out to the full extent mandated,
whichever is the earlier; and (3) in this resolution:
"Maximum Limit" means that number of
issued Shares representing not more than 10%
of the issued ordinary share capital of the
Company as at the date of the passing of this
Ordinary Resolution 11, unless the Company
has effected a reduction of the share capital
of the Company in accordance with the
applicable provisions of the Companies
Act, at any time during the Relevant Period,
in which event the issued ordinary share capital
of the Company shall be taken to be the amount
of the issued ordinary share capital of the
Company as altered (excluding any treasury
shares that may be held by the Company
from time to time); CONTD
CONT CONTD any Shares which are held as treasury Non-Voting No vote
shares will be disregarded for purposes
of computing the 10% limit; "Relevant Period"
means the period commencing from the
date on which the last AGM was held and expiring
on the date the next AGM is held or is required
by law to be held, whichever is the earlier,
after the date of this resolution; and "Maximum
Price", in relation to a Share to be purchased
or acquired, means the purchase price (excluding
brokerage, stamp duties, commission, applicable
goods and services tax and other related
expenses) which shall not exceed: (a) in the
case of a Market Purchase, 105% of the Average
Closing Price; and (b) in the case of an
Off-Market Purchase pursuant to an equal
access scheme, 120% of the Average Closing
Price, where: "Average Closing Price" means
the average of the closing market prices
CONTD
CONT CONTD of the Shares over the last five Market Non-Voting No vote
Days, on which transactions in the Shares
were recorded, before the day on which the
purchase or acquisition of Shares was made,
or as the case may be, the day of the making
of the offer pursuant to the Off-Market Purchase,
and deemed to be adjusted for any corporate
action that occurs after the relevant five
Market Days; and "day of the making of the
offer" means the day on which the Company announces
its intention to make an offer for an Off-Market
Purchase, stating therein the purchase price
(which shall not be more than the Maximum Price
for an Off- Market Purchase calculated on
the foregoing basis) for each Share and the
relevant terms of the equal access scheme
CONTD
CONT CONTD for effecting the Off-Market Purchase; Non-Voting No vote
and (4) the Directors of the Company and/or
any of them be and are hereby authorized to
complete and do all such acts and things
(including executing such documents as may
be required) as they and/or he may consider
necessary, expedient, incidental or in the
interests of the Company to give effect to
the transactions contemplated and/or
authorized by this resolution
12 That, pursuant to Section 161 of the Companies Mgmt Against Against
Act, Cap. 50, the Directors of the Company
be and are hereby authorized to allot and issue
such number of ordinary shares in the capital
of the Company as may be required to be
allotted and issued from time to time pursuant
to the Olam Scrip Dividend Scheme
--------------------------------------------------------------------------------------------------------------------------
OMV AG, WIEN Agenda Number: 702966978
--------------------------------------------------------------------------------------------------------------------------
Security: A51460110
Meeting Type: OGM
Meeting Date: 17-May-2011
Ticker:
ISIN: AT0000743059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Presentation annual report Mgmt For For
2 Approval of usage of earnings Mgmt For For
3 Approval of discharge of BOD Mgmt For For
4 Approval of discharge of sup.board Mgmt For For
5 Approval of remuneration of supboard Mgmt For For
6 Election auditor Mgmt For For
7 Elections to supboard Mgmt For For
8 Approval of long term incentive plan Mgmt For For
9 Buy back own shares Mgmt For For
10 Usage of bought back shares Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ONO PHARMACEUTICAL CO.,LTD. Agenda Number: 703151996
--------------------------------------------------------------------------------------------------------------------------
Security: J61546115
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3197600004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
ORACLE CORPORATION JAPAN Agenda Number: 702568657
--------------------------------------------------------------------------------------------------------------------------
Security: J6165M109
Meeting Type: AGM
Meeting Date: 26-Aug-2010
Ticker:
ISIN: JP3689500001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
2 Authorize Use of Stock Options for Directors, Mgmt For For
and Allow Corporate Officers to Authorize Use
of Stock Option Plan
--------------------------------------------------------------------------------------------------------------------------
ORICA LTD Agenda Number: 702711777
--------------------------------------------------------------------------------------------------------------------------
Security: Q7160T109
Meeting Type: AGM
Meeting Date: 16-Dec-2010
Ticker:
ISIN: AU000000ORI1
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSALS 4 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY THE
COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON PROPOSAL
(4), YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
THE PASSING OF THE RELEVANT PROPOSAL/S AND
YOU COMPLY WITH THE VOTING EXCLUSION.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 763504 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.
2.1 To re-elect Peter Duncan as a Director Mgmt For For
2.2 To re-elect Garry Hounsell as a Director Mgmt For For
2.3 To re-elect Russell Caplan as a Director Mgmt For For
2.4 To elect Lim Chee Onn as a Director Mgmt For For
2.5 To elect Ian Cockerill as a Director Mgmt For For
3 Amendments to Constitution Mgmt For For
4 Increase in Non-Executive Director Fee Cap Mgmt For For
5 Renewal of Proportional Takeover Provisions Mgmt For For
6 Adoption of Remuneration Report (Non-Binding Mgmt For For
Resolution)
--------------------------------------------------------------------------------------------------------------------------
ORIENTAL LAND CO.,LTD. Agenda Number: 703142050
--------------------------------------------------------------------------------------------------------------------------
Security: J6174U100
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3198900007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ORIGIN ENERGY LTD Agenda Number: 702626079
--------------------------------------------------------------------------------------------------------------------------
Security: Q71610101
Meeting Type: AGM
Meeting Date: 29-Oct-2010
Ticker:
ISIN: AU000000ORG5
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSALS 4, 5, AND 6 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM
THE PASSING OF THE PROPOSAL/S WILL BE DISREGARDED
BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED
BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT
YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN")
ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO,
YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON PROPOSAL (X AND Y), YOU ACKNOWLEDGE
THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER
EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH
THE VOTING EXCLUSION.
2 Re-election of Gordon M Cairns as a Director Mgmt For For
3 Adoption of remuneration report Mgmt For For
4 Increase in aggregate cap of Non-executive Directors' Mgmt For For
remuneration
5 Grant of long term incentives to Mr. Grant A Mgmt For For
King - Managing Director
6 Grant of long term incentives to Ms. Karen A Mgmt For For
Moses Executive Director
7 Adoption of new constitution Mgmt For For
8 Renewal of proportional takeover provisions Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ORION CORPORATION (NEW) Agenda Number: 702785001
--------------------------------------------------------------------------------------------------------------------------
Security: X6002Y112
Meeting Type: AGM
Meeting Date: 31-Mar-2011
Ticker:
ISIN: FI0009014377
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Matters of order for the meeting Non-Voting No vote
3 Election of persons to confirm the minutes and Non-Voting No vote
the persons 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
the list of votes
6 Presentation of the financial staetments 2010, Non-Voting No vote
the report of the board of directors and
the auditor's report
7 Adoption of the financial statements Mgmt For For
8 Decision on the use of the profits shown on Mgmt For For
the balance sheet and the payment of the dividend.
the board proposes that a dividend of EUR 1,20
per share be paid
9 Proposal by the board of directors concerning Mgmt For For
the distribution of distributable
equity. the board proposes that EUR 0,06 per
share be paid as a repayment of capital
10 Decision on the discharge of the members of Mgmt For For
the board of directors and the president and
CEO from liability
11 Decision on the remuneration of the members Mgmt For For
of the board of directors
12 Decision on the number of members of the board Mgmt For For
of directors. the board proposes the
number of members be six
13 Election of the members and the chairman of Mgmt For For
the board of directors. the board proposes
that S. Jalkanen, E. Karvonen, M. Kavetvuo,
H. Syrjanen, H. Westerlund and J.
Ylppo be re-elected and H. Syrjanen be re-elected
as chairman
14 Decision on the remuneration of the auditor Mgmt For For
15 Election of the auditor. the board proposes Mgmt For For
that PricewaterhouseCoopers Oy be elected as
company's auditor
16 Proposal by the board of directors to reduce Mgmt For For
the share premium fund in the balance sheet
17 Closing the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN RESOLUTION 15. 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.
--------------------------------------------------------------------------------------------------------------------------
ORKLA ASA, OSLO Agenda Number: 702888857
--------------------------------------------------------------------------------------------------------------------------
Security: R67787102
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: NO0003733800
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting Take No Action
ID 806543 DUE TO DELETION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting Take No Action
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
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Take No Action
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
1.1 Approval of the financial statements for 2010 Mgmt Take No Action
for Orkla ASA
1.2 Approval of a share dividend for 2010 Mgmt Take No Action
2 Amendment to Article 16, third paragraph, of Mgmt Take No Action
the Articles of Association
3.2 Advisory approval of the Board of Directors' Mgmt Take No Action
statement of guidelines for the pay and other
remuneration of the executive management in
the coming financial year
3.3 Approval of guidelines for share-related incentive Mgmt Take No Action
arrangements
4.ii Authorisation to acquire treasury shares, to Mgmt Take No Action
be utilised to fulfil existing employee incentive
arrangements, and employee incentive arrangements
adopted by the General Meeting in accordance
with item 3.3 of the agenda
4.iii Authorisation to acquire treasury shares, to Mgmt Take No Action
be utilised to acquire shares for cancellation
5 Authorisation for the Board of Directors to Mgmt Take No Action
increase share capital through the subscription
of new shares
6.i Election of members to the Corporate Assembly Mgmt Take No Action
6.ii Election of deputy members to the Corporate Mgmt Take No Action
Assembly
7 Election of members to the Nomination Committee Mgmt Take No Action
8 Approval of the Auditor's remuneration Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
OUTOKUMPU OYJ, ESPOO Agenda Number: 702777294
--------------------------------------------------------------------------------------------------------------------------
Security: X61161109
Meeting Type: AGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: FI0009002422
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 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 annual accounts, the report Non-Voting No vote
of the board of directors and the auditor's
report for the year 2010
7 Adoption of the annual accounts Mgmt For For
8 Resolution on the profit shown on the balance Mgmt For For
sheet and the payment of dividend. The
board proposes a dividend of EUR 0.25 be paid
9 Resolution on the discharge of the members of Mgmt For For
the board of directors
10 Resolution on the remuneration of the members Mgmt For For
of the board of directors
11 Election of members of the board of directors. Mgmt For For
The nomination board proposes that the number
of members be seven and that E. Henkes, O.
Johansson, A. Nilsson-Ehle, J. Pesonen
and O. Vaartimo be re-elected and E. Nilsson
and S. Schalin be elected as new members
12 Resolution on the remuneration of the auditor Mgmt For For
13 Election of auditor. The audit committee proposes Mgmt For For
that KPMG OY AB be elected as the company's
auditor
14 Authorizing the board of directors to decide Mgmt For For
on the repurchase of the company's
own shares
15 Authorizing the board of directors to decide Mgmt For For
on the issuance of shares as well as other
special rights entitling to shares
16 Proposal by a shareholder to elect a nomination Mgmt For For
board
17 Closing of the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
OF AUDITORS' NAME IN RESOLUTION 13 AND RECEIPT
OF ADDITIONAL COMMENT. 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 THE BOARD DOES NOT MAKE ANY Non-Voting No vote
RECOMMENDATION ON RESOLUTION 16. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
OVERSEA-CHINESE BANKING CORPORATION LTD, SINGAPORE Agenda Number: 702877222
--------------------------------------------------------------------------------------------------------------------------
Security: Y64248209
Meeting Type: EGM
Meeting Date: 15-Apr-2011
Ticker:
ISIN: SG1S04926220
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That: (a) for the purposes of Sections 76C and Mgmt For For
76E of the Companies Act, Chapter 50 of
Singapore (the "Companies Act"), the exercise
by the Directors of the Bank of all the powers
of the Bank to purchase or otherwise acquire
issued ordinary shares in the capital of
the Bank ("Ordinary Shares") not exceeding
in aggregate the Maximum Limit (as hereafter
defined), at such price or prices as may
be determined by the Directors from time to
time up to the Maximum Price (as hereafter
defined), whether by way of: (i) market
purchase(s) on the Singapore Exchange Securities
Trading Limited ("SGX-ST") and/or any other
stock exchange on which the Ordinary Shares
may for the time being be listed and quoted
("Other Exchange"); and/or (ii) off-market
purchase(s) (if effected otherwise
than on the SGX-ST or, as the case may be,
Other CONTD
CONT CONTD Exchange) in accordance with any equal Non-Voting No vote
access scheme(s) as may be determined
or formulated by the Directors as they consider
fit, which scheme(s) shall satisfy
all the conditions prescribed by the Companies
Act, and otherwise in accordance with all
other laws and regulations and rules of the
SGX-ST or, as the case may be, Other Exchange
as may for the time being be applicable,
be and is hereby authorised and approved generally
and unconditionally (the "Share Purchase
Mandate"); (b) unless varied or revoked by
the Bank in general meeting, the authority
conferred on the Directors of the Bank pursuant
to the Share Purchase Mandate may be exercised
by the Directors at anytime and from
time to time during the period commencing from
the date of the passing of this Resolution
and expiring on the earliest of: (i) the
date CONTD
CONT CONTD on which the next Annual General Meeting Non-Voting No vote
of the Bank is held; (ii) the date by which
the next Annual General Meeting of the Bank
is required by law to be held; and (iii) the
date on which purchases and acquisitions of
Ordinary Shares pursuant to the Share
Purchase Mandate are carried out to the full
extent mandated; (c) in this Resolution: "Average
Closing Price" means the average of the last
dealt prices of an Ordinary Share for the five
consecutive market days on which the
Ordinary Shares are transacted on the SGX-ST
or, as the case may be, Other Exchange immediately
preceding the date of market purchase by the
Bank or, as the case may be, the date of the
making of the offer pursuant to the off-market
purchase, and deemed to be adjusted in accordance
with the listing rules of the SGX-ST for any
corporate action CONTD
CONT CONTD which occurs after the relevant five-day Non-Voting No vote
period; "date of the making of the offer" means
the date on which the Bank announces its intention
to make an offer for the purchase or acquisition
of Ordinary Shares from holders of Ordinary
Shares, stating therein the purchase price
(which shall not be more than the Maximum
Price) for each Ordinary Share and the relevant
terms of the equal access scheme for effecting
the off-market purchase; "Maximum Limit"
means that number of Ordinary Shares representing
5% of the issued Ordinary Shares as at the
date of the passing of this Resolution (excluding
any Ordinary Shares which are held as
treasury shares as at that date); and
"Maximum Price" in relation to an Ordinary
Share to be purchased or acquired, means the
purchase price (excluding brokerage, commission,
applicable goods CONTD
CONT CONTD and services tax and other related expenses) Non-Voting No vote
which shall not exceed: (i) in the case
of a market purchase of an Ordinary Share,
105% of the Average Closing Price of
the Ordinary Shares; and (ii) in the case of
an off-market purchase of an Ordinary
Share pursuant to an equal access scheme,
110% of the Average Closing Price of the Ordinary
Shares; and (d) the Directors of the
Bank and/or any of them be and are hereby authorised
to complete and do all such acts and things
(including executing such documents as may
be required) as they and/or he may consider
expedient or necessary to give effect to the
transactions contemplated and/or authorised
by this Resolution
2 That pursuant to Rule 16.1 of the Rules of the Mgmt For For
OCBC Share Option Scheme 2001 (the "OCBC SOS
2001"), the extension of the duration of the
OCBC SOS 2001 for a period of 10 years from
3 August 2011 up to 2 August 2021 be and is
hereby approved
--------------------------------------------------------------------------------------------------------------------------
OVERSEA-CHINESE BANKING CORPORATION LTD, SINGAPORE Agenda Number: 702902582
--------------------------------------------------------------------------------------------------------------------------
Security: Y64248209
Meeting Type: AGM
Meeting Date: 15-Apr-2011
Ticker:
ISIN: SG1S04926220
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS.
THANK YOU.
1 Adoption of Reports and Accounts Mgmt For For
2.A Re-appointment of Mr Lee Seng Wee Mgmt For For
2.B Re-appointment of Mr Patrick Yeoh Khwai Hoh Mgmt For For
3.a Re-election of Dr Cheong Choong Kong Mgmt For For
3.b Re-election of Dr Lee Tih Shih Mgmt For For
3.c Re-election of Mr Pramukti Surjaudaja Mgmt For For
4 Re-election of Mr Lai Teck Poh Mgmt For For
5 Approval of final one-tier tax exempt dividend Mgmt For For
6.a Approval of amount proposed as Directors' Fees Mgmt For For
in cash
6.b Approval of allotment and issue of ordinary Mgmt For For
shares to certain non-executive Directors
7 Appointment of Auditors and fixing their remuneration Mgmt For For
8.a Authority to allot and issue ordinary shares Mgmt Against Against
on a pro rata basis
8.b Authority to make or grant instruments that Mgmt Against Against
might or would require ordinary shares to be
issued on a non pro rata basis
9 Authority to grant options and/or rights to Mgmt Against Against
subscribe for ordinary shares and allot and
issue ordinary shares (OCBC Share Option Scheme
2001 and OCBC Employee Share Purchase Plan)
10 Authority to allot and issue ordinary shares Mgmt Against Against
pursuant to OCBC Scrip Dividend Scheme
11 Authority to allot and issue preference shares Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
OZ MINERALS LTD, MELBOURNE VIC Agenda Number: 702961726
--------------------------------------------------------------------------------------------------------------------------
Security: Q7161P106
Meeting Type: AGM
Meeting Date: 18-May-2011
Ticker:
ISIN: AU000000OZL8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 6 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY
THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT
TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
PROPOSAL (6), YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN
BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S
AND YOU COMPLY WITH THE VOTING EXCLUSION.
2.i Re-election of Mr Dean Pritchard as a Director Mgmt For For
2.ii Election of Ms Rebecca McGrath as a Director Mgmt For For
3 Adoption of Remuneration Report(advisory only) Mgmt For For
4 Return of Capital to Shareholders Mgmt For For
5 Consolidation of Shares Mgmt For For
6 Approval of Adjustment of Performance Rights Mgmt For For
7 Adoption of New Constitution Mgmt For For
8 Approval of Proportional Takeover Provisions Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PALADIN ENERGY LTD Agenda Number: 702657858
--------------------------------------------------------------------------------------------------------------------------
Security: Q7264T104
Meeting Type: AGM
Meeting Date: 25-Nov-2010
Ticker:
ISIN: AU000000PDN8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Remuneration Report Mgmt For For
2 Re-election of Director - R Crabb Mgmt For For
3 Election of Director - P Donkin Mgmt For For
4 Election of Director - P Baily Mgmt For For
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.
--------------------------------------------------------------------------------------------------------------------------
PANASONIC CORPORATION Agenda Number: 703112564
--------------------------------------------------------------------------------------------------------------------------
Security: J6354Y104
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3866800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
1.13 Appoint a Director Mgmt For For
1.14 Appoint a Director Mgmt For For
1.15 Appoint a Director Mgmt For For
1.16 Appoint a Director Mgmt For For
1.17 Appoint a Director Mgmt For For
1.18 Appoint a Director Mgmt For For
1.19 Appoint a Director Mgmt For For
1.20 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PARMALAT S P A Agenda Number: 703148797
--------------------------------------------------------------------------------------------------------------------------
Security: T7S73M107
Meeting Type: MIX
Meeting Date: 28-Jun-2011
Ticker:
ISIN: IT0003826473
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 813670 DUE TO RECEIPT OF NAMES OF DIRECTORS
AND AUDITORS AND APPLICATION OF SPIN CONTROL.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN MEETING DATE FROM 25 JUNE 2011 TO 28 JUNE
2011. 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.
O.1 To approve financial statement as of 31-Dec-10 Mgmt For For
and report on management activity. Proposal
of profit allocation. To exam Internal Auditors'
report. Resolutions related thereto
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 3 SLATES Non-Voting No vote
TO BE ELECTED AS DIRECTORS, THERE IS ONLY 1
SLATE AVAILABLE TO BE FILLED AT THE MEETING.
THE STANDING INSTRUCTIONS FOR THIS MEETING
WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 SLATE OF THE 3
SLATES OF DIRECTORS. THANK YOU
O.2.1 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr Against For
The candidate slate for the Board of Directors
presented by Groupe Lactalis SA, holding 33,840,033
odinary shares of Parmalat S.p.A are the following:
Antonio Sala, Marco Reboa, Francesco Gatti,
Francesco Tato, Daniel Jaouen, Marco Jesi,
Olivier Savary, Riccardo Zingales and Ferdinando
Grimaldi Gualtieri
O.2.2 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr No vote
The candidate slate for the Board of Directors
presented by Mackenzie Financial corporation,
holding 135,972,662 ordinary shares, Skagen
As, holding 95,375,464 ordinary shares and
Zenit Asset management holding 34,396,826 ordinary
shares of Parmalat S.p.A are the following:
Rainer Masera, Massimo Rossi, Enrico Salza,
Peter Harf, Gerardus Wenceslaus Ignatius Maria
van Kesteren, Johannees Gerardus Maria Priem,
Dario Trevisan, Marco Pinciroli, Marco Rigotti,
Francesco Daveri and Valter Lazzari
O.2.3 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr No vote
Group of Minority shareholders: Aletti Gestierre
SGR S.p.A, Anima SGR S.p.A, APG Algemene Pensioen
Groep NV, Arca SGR S.p.A, Bancoposta Fondi
SGR, BNP Paribas Investment partners SGR S.p.A,
Eurizon Capital SGR S.p.A, Fideuram gestions
S.p.A, Governance for Owners LLP, Interfund
Sicav, Mediolanum Gestione fondi SGR and Pioneer
investment management SGRpa: The candidate
slate for the Board of Directors presented
by Group of Minority shareholders holding 39,647,014
ordinary shares of Parmalat S.p.A are the following:
Gatetano Mele, Nigel Cooper and Paolo Dal Pino
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 3 SLATES Non-Voting No vote
TO BE ELECTED AS AUDITORS, THERE IS ONLY 1
VACANCY AVAILABLE TO BE FILLED AT THE MEETING.
THE STANDING INSTRUCTIONS FOR THIS MEETING
WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 3 SLATES.
THANK YOU.
O.3.1 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr Against For
The candidate slate for the Internal Auditors
presented by Groupe Lactalis SA, holding 33,840,033
odinary shares of Parmalat S.p.A are the following:
Alfredo Malguzzi (Effective auditor), Roberto
Cravero (Effective auditor), Massimilano Nova
(Effective auditor), Andrea Lionzo (alternate
auditor) and Enrico Cossa (alternate auditor)
O.3.2 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr Against For
The candidate slate for the Internal Auditors
presented by Mackenzie Financial corporation,
holding 135,972,662 ordinary shares, Skagen
As, holding 95,375,464 ordinary shares and
Zenit Asset management holding 34,396,826 ordinary
shares of Parmalat S.p.A are the following:
Giorgio Picone (Effective auditor), Paolo Alinovi
(Effective auditor), Angelo Anedda (Effective
auditor), Andrea Foschi (alternate auditor)
and Cristian Tundo (alternate auditor)
O.3.3 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr Against For
The candidate slates for the Internal Auditors
presented by Group of Minority shareholders
holding 39,647,014 ordinary shares of Parmalat
S.p.A are the following: Mario Stella Richter
(Effective auditor) and Michele Rutigliano
(alternate auditor)
E.1 Proposal to issue ordinary shares, free of payment, Mgmt Against Against
for maximum EUR 90,019,822 by using the allocation
to issue new shares upon partial amendment
of the capital increase resolution approved
by the extraordinary shareholders meeting held
on 01-Mar-05. To modify art. 5 (Stock capital)
of the Bylaw a part from stock capital's nominal
value approved by the shareholders meeting
held on 01-Mar-05. Resolution related thereto
E.2 Proposal to modify art. 8 (Shareholders Meeting), Mgmt For For
9 (Proxy Voting) and 23 (Audit) of the Bylaw
and amendment of the audit paragraph's title.
Resolution related thereto
--------------------------------------------------------------------------------------------------------------------------
PARTNER COMMUNICATIONS COMPANY LTD, ROSH HAAYIN Agenda Number: 702937650
--------------------------------------------------------------------------------------------------------------------------
Security: M78465107
Meeting Type: OGM
Meeting Date: 05-May-2011
Ticker:
ISIN: IL0010834849
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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-appointment of accountant auditors until Mgmt For For
the next AGM
2 Discussion of the auditors' fees in 2010 Mgmt For For
3 Discussion of the financial statements and directors' Mgmt For For
report for the year 2010
4 Re-election of the officiating directors: I. Mgmt For For
Ben Dov, E. Gissin, S. Ness, Y. Shachar and
A. Zeldman and approval of the payment to them
of annual remuneration and meeting
attendance fees and approval of insurance cover
as in resolutions 5 below
5 Extension of insurance cover to 6 months until Mgmt For For
the end of 2011 without change except for a
pct 5 reduction in the proportionate premium
for the extra period, approval of the
purchase of insurance cover during a period
of up to 3 more years without additional general
meeting for a premium not to exceed USD 750,000
a year
6 Approval and ratification of the indemnity undertaking Mgmt For For
issue to the director A. Zeldman in the same
text as continues in force in respect of the
other officiating directors
7 Approval of a framework agreement for the purchase Mgmt For For
from a company owned by the controlling
shareholder of Samsung handsets and repair
services on market terms, in an aggregate amount
of up to USD 550 million a year
--------------------------------------------------------------------------------------------------------------------------
PETROFAC LTD Agenda Number: 702931937
--------------------------------------------------------------------------------------------------------------------------
Security: G7052T101
Meeting Type: AGM
Meeting Date: 13-May-2011
Ticker:
ISIN: GB00B0H2K534
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Report and Accounts Mgmt For For
2 To approve the final dividend Mgmt For For
3 To approve the directors' remuneration report Mgmt For For
4 To appoint Roxanne Decyk as a non-executive Mgmt For For
director
5 To appoint Norman Murray as a non-executive Mgmt For For
director
6 To appoint Andy Inglis as an executive director Mgmt For For
7 To re-appoint Thomas Thune Andersen as a non-executive Mgmt For For
director
8 To re-appoint Stefano Cao as a non-executive Mgmt For For
director
9 To re-appoint Rijnhard Van Tets as a non-executive Mgmt For For
director
10 To re-appoint Ayman Asfari as an executive director Mgmt For For
11 To re-appoint Maroun Semaan as an executive Mgmt For For
director
12 To re-appoint Keith Roberts as an executive Mgmt For For
director
13 To re-appoint Ernst and Young LLP as auditors Mgmt For For
of the Company
14 To authorise the directors to fix the remuneration Mgmt For For
of the auditors
15 To authorise the directors to allot shares Mgmt For For
16 To renew the authority to allot shares without Mgmt For For
rights of pre-emption
17 To authorise the Company to purchase and hold Mgmt For For
its own shares
18 To authorise 14-day notice period for general Mgmt For For
meetings
19 To amend the Articles of Association Mgmt For For
20 To amend the rules of the Deferred Bonus Share Mgmt For For
Plan
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF THE RESOLUTION 9. 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.
--------------------------------------------------------------------------------------------------------------------------
PEUGEOT SA, PARIS Agenda Number: 703016813
--------------------------------------------------------------------------------------------------------------------------
Security: F72313111
Meeting Type: MIX
Meeting Date: 31-May-2011
Ticker:
ISIN: FR0000121501
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0425/201104251101609.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0516/201105161102358.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year 2010
O.3 Allocation of income Mgmt For For
O.4 Special report of the Statutory Auditors on Mgmt For For
the regulated Agreements and Commitments
O.5 Renewal of Mrs. Marie-Helene Roncoroni's term Mgmt For For
as Supervisory Board member
O.6 Renewal of Mr. Jean-Paul Parayre's term as Supervisory Mgmt For For
Board member
O.7 Appointment of Mrs. Pamela Knapp as Supervisory Mgmt For For
Board member
O.8 Renewal of term of the firm Mazars as principal Mgmt For For
Statutory Auditor
O.9 Renewal of term of Mr. Patrick de Cambourg as Mgmt For For
deputy Statutory Auditor
O.10 Appointment of the company Ernst et Young Et Mgmt For For
Autres as principal Statutory Auditor
O.11 Appointment of the company Auditex as deputy Mgmt For For
Statutory Auditor
O.12 Maximum overall amount of attendance allowances Mgmt For For
O.13 Authorization for a share repurchase program Mgmt For For
E.14 Authorization to reduce capital by cancellation Mgmt For For
of shares repurchased by the Company
E.15 Delegation of authority granted to the Executive Mgmt Against Against
Board to issue securities providing direct
or indirect access to capital, while maintaining
preferential subscription rights
E.16 Delegation of authority granted to the Executive Mgmt Against Against
Board to issue securities providing direct
or indirect access to capital, with cancellation
of preferential subscription rights
by way of a public offer
E.17 Delegation of authority granted to the Executive Mgmt Against Against
Board to issue securities providing direct
or indirect access to capital, with cancellation
of preferential subscription rights
by way of an offer pursuant to Article
L.411-2, II of the Monetary and Financial
Code
E.18 Authorization granted to the Executive Board Mgmt Against Against
to increase the number of issuable securities
in case of capital increase
E.19 Delegation of authority granted to the Executive Mgmt For For
Board to carry out share capital increases
reserved for employees
E.20 Delegation of authority granted to the Executive Mgmt Against Against
Board to issue share subscription warrants
during period of public offer involving Company's
securities
E.21 Powers to accomplish all necessary formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
POHJOLA BANK PLC, HELSINKI Agenda Number: 702800043
--------------------------------------------------------------------------------------------------------------------------
Security: X5942F340
Meeting Type: AGM
Meeting Date: 29-Mar-2011
Ticker:
ISIN: FI0009003222
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Calling the meeting to order Non-Voting No vote
3 Election of persons to checking the minutes Non-Voting No vote
and to supervising the vote counting
4 Legality of meeting Non-Voting No vote
5 Recording to those present and confirmation Non-Voting No vote
of voters list
6 Presentation of the financial statements, the Non-Voting No vote
report of the board of directors and
the auditor's report for the year 2010
7 Adoption of the financial statements Mgmt For For
8 Decision on disposal of profit shown by the Mgmt For For
balance sheet and on dividend distribution
the board proposes that a per-share dividend
of EUR 0.40 be paid on A shares and EUR 0.37
on K shares. in addition, the board proposes
that a maximum of EUR 200,000 be available
to the board of directors reserved from the
distributable funds for donations and other
contributions to the public good
9 Decision on discharge from liability of the Mgmt For For
members of the board of directors and the president
and CEO
10 Decision on emoluments payable to the board Mgmt For For
of directors
11 Decision on the number of members of the board Mgmt For For
of directors Op-Pohjola Group Central Cooperative
will propose to the agm that the board of directors
comprise eight members
12 Election of members of the board of directors Mgmt For For
Op-Pohjola Group Central Cooperative
will propose to the AGM that M. Auvinen, J.
Hienonen, S. Kauppi, S. Lahteenmaki, H. Sailas
and T. Von Weymarn be elected to the board
of directors. in addition, the board
of directors has a chairman, R. Karhinen
and a vice chairman, T. Vepsalainen
13 Decision on auditors' remuneration Mgmt For For
14 Election of auditors Op-Pohjola Group Central Mgmt For For
Cooperative will propose to the agm that Kpmg
Oy Ab be elected the company's auditor
15 Decision on alteration of 3,5,10 and 12 of the Mgmt For For
articles of association
16 Authorisation given to the board of directors Mgmt Against Against
to decide on a share issue
17 Closing of the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THE BOARD DOES NOT MAKE ANY Non-Voting No vote
RECOMMENDATION ON RESOLUTIONS 11, 12 AND 14.
THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
PORTUGAL TELECOM SGPS S A Agenda Number: 702929425
--------------------------------------------------------------------------------------------------------------------------
Security: X6769Q104
Meeting Type: AGM
Meeting Date: 06-May-2011
Ticker:
ISIN: PTPTC0AM0009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT VOTING IN PORTUGUESE MEETINGS Non-Voting Take No Action
REQUIRES THE DISCLOSURE OF BENEFICIAL OWNER
INFORMATION, THROUGH DECLARATIONS OF PARTICIPATION
AND VOTING. BROADRIDGE WILL DISCLOSE
THE BENEFICIAL OWNER INFORMATION FOR YOUR
VOTED ACCOUNTS. ADDITIONALLY, PORTUGUESE
LAW DOES NOT PERMIT BENEFICIAL OWNERS
TO VOTE INCONSISTENTLY ACROSS THEIR HOLDINGS.
OPPOSING VOTES MAY BE REJECTED SUMMARILY
BY THE COMPANY HOLDING THIS BALLOT. PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
FOR FURTHER DETAILS.
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting Take No Action
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 23 MAY 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 To resolve on the management report, balance Mgmt Take No Action
sheet and accounts for the year 2010
2 To resolve on the consolidated management report, Mgmt Take No Action
balance sheet and accounts for the year 2010
3 To resolve on the proposal for application of Mgmt Take No Action
profits
4 To resolve on a general appraisal of the company's Mgmt Take No Action
management and supervision
5 To resolve on an amendment to article 13 and Mgmt Take No Action
article 17 of the articles of association
of the company
6 To resolve on the acquisition and disposal of Mgmt Take No Action
own shares
7 To resolve, pursuant to article 8, number 4, Mgmt Take No Action
of the articles of association, on the parameters
applicable in the event of any issuance of
bonds convertible into shares that
may be resolved upon by the board of directors
8 To resolve on the suppression of the pre-emptive Mgmt Take No Action
right of shareholders in the subscription of
any issuance of convertible bonds as referred
to under item 7 hereof as may be resolved upon
by the board of directors
9 To resolve on the issuance of bonds and other Mgmt Take No Action
securities, of whatever nature, by the board
of directors, and notably on the fixing of
the value of such securities, in accordance
with articles 8, number 3 and 15, number 1,
paragraph e), of the articles of association
10 To resolve on the acquisition and disposal of Mgmt Take No Action
own bonds and other own securities
11 To resolve on the statement of the compensation Mgmt Take No Action
committee on the remuneration policy for the
members of the management and supervisory bodies
of the company
12 To resolve on the ratification of the appointment Mgmt Take No Action
of new members of the board of directors to
complete the 2009-2011 term-of-office
--------------------------------------------------------------------------------------------------------------------------
POWER ASSETS HLDGS LTD Agenda Number: 702901299
--------------------------------------------------------------------------------------------------------------------------
Security: Y33549117
Meeting Type: AGM
Meeting Date: 18-May-2011
Ticker:
ISIN: HK0006000050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110404/LTN20110404643.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1 To receive the audited Financial Statements Mgmt For For
and the Reports of the Directors and Auditor
for the year ended 31st December 2010
2 To declare a final dividend Mgmt For For
3.(a) To elect Mr. Fok Kin Ning, Canning as a Director Mgmt For For
3.(b) To elect Mr. Tso Kai Sum as a Director Mgmt For For
3.(c) To elect Mr. Ronald Joseph Arculli as a Director Mgmt For For
3.(d) To elect Mrs. Chow Woo Mo Fong, Susan as a Director Mgmt For For
3.(e) To elect Mr. Andrew John Hunter as a Director Mgmt For For
3.(f) To elect Mr. Kam Hing Lam as a Director Mgmt For For
3.(g) To elect Mr. Holger Kluge as a Director Mgmt For For
3.(h) To elect Mr. Li Tzar Kuoi, Victor as a Director Mgmt For For
3.(i) To elect Mr. George Colin Magnus as a Director Mgmt For For
3.(j) To elect Mr. Yuen Sui See as a Director Mgmt For For
4 To re-appoint KPMG as Auditor of the Company Mgmt For For
and to authorise the Directors to fix the
Auditor's remuneration
5 To pass Resolution 5 of the Notice of Annual Mgmt Against Against
General Meeting ("AGM Notice") - to give a
general mandate to the Directors to issue and
dispose of additional shares not exceeding
20% of the issued share capital of the Company
6 To pass Resolution 6 of the AGM Notice - to Mgmt For For
give a general mandate to the Directors
to repurchase shares not exceeding 10% of the
issued share capital of the Company
7 To pass Resolution 7 of the AGM Notice - to Mgmt Against Against
add the number of shares repurchased
to the general mandate given to the Directors
to issue additional shares
--------------------------------------------------------------------------------------------------------------------------
PPR SA Agenda Number: 702938602
--------------------------------------------------------------------------------------------------------------------------
Security: F7440G127
Meeting Type: MIX
Meeting Date: 19-May-2011
Ticker:
ISIN: FR0000121485
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON
THE MATERIAL URL LINKS: https://balo.journal-
officiel.gouv.fr/pdf/2011/0411/201104111101160.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0427/201104271101636.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year 2010
O.3 Allocation of income and distribution of the Mgmt For For
dividend
O.4 Commitment pursuant to Articles L.225-38 and Mgmt For For
L.225-42-1 of the Commercial Code benefiting
Mr. Jean-Francois Palus
O.5 Authorization to trade Company's shares Mgmt For For
E.6 Authorization to reduce share capital by cancellation Mgmt For For
of shares
E.7 Delegation of authority to be granted to issue Mgmt Against Against
with preferential subscription rights, shares
and/or any securities providing immediate and/or
future access to equity securities and/or securities
entitling to the allotment of debt securities
E.8 Delegation of authority to be granted to increase Mgmt Against Against
share capital of the Company by incorporation
of reserves, profits or issuance premiums
E.9 Delegation of authority to be granted to issue Mgmt Against Against
without preferential subscription
rights and as part of a public offer, shares
and/or any securities providing immediate
and/or future access to equity securities
and/or securities entitling to the allotment
of debt securities
E.10 Delegation of authority to be granted to decide Mgmt Against Against
to increase share capital by issuing without
preferential subscription rights and as part
of an offer pursuant to Article L.411-2,
II of the Monetary and Financial Code, including
to qualified investors or a limited circle
of investors, shares and/or securities
providing access to capital of the Company
and/or issuing securities entitling
to the allotment of debt securities
E.11 Authorization to set the price of issuance of Mgmt Against Against
shares and/or securities providing access
to capital in compliance with specific terms,
within the limit of 10% of capital per
year, as part of a share capital increase by
issuing shares without preferential subscription
rights
E.12 Authorization to increase the number or shares Mgmt Against Against
or securities to be issued in case of capital
increase with or without preferential subscription
rights
E.13 Authorization to increase share capital, in Mgmt Against Against
consideration for in-kind contributions
composed of equity securities or securities
providing access to capital within the limit
of 10% of capital
E.14 Authorization to increase share capital by issuing Mgmt Against Against
without preferential subscription rights
shares or other securities providing access
to capital reserved for employees and senior
employees participating in a savings plan
E.15 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to issue redeemable
share subscription and/or purchase warrants
(BSAAR) in favor of employees and corporate
officers of the group, without shareholders'
preferential subscription rights
OE.16 Powers to accomplish all formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF URL LINKS. 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
--------------------------------------------------------------------------------------------------------------------------
PUBLIC POWER CORPORATION SA (DEH) Agenda Number: 702730195
--------------------------------------------------------------------------------------------------------------------------
Security: X7023M103
Meeting Type: EGM
Meeting Date: 30-Dec-2010
Ticker:
ISIN: GRS434003000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE AN A REPETITIVE
MEETING ON 10 JAN 2011. ALSO, YOUR VOTING INSTRUCTIONS
WILL NOT BE CARRIED OVER TO THE SECOND CALL.
ALL VOTES RECEIVED ON THIS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THE REPETITIVE MEETING. THANK YOU
1. Approval of the transfer of the activities as Mgmt For For
a whole of the general transmission division
of PPC S.A. to a 100o/o subsidiary company
of PPC S.A.
2. Approval of the transfer of the activities as Mgmt For For
a whole of the general distribution division
of PPC S.A., as well as the activity of the
operator of islands network department to a
100o/o subsidiary company of PPC S.A.
--------------------------------------------------------------------------------------------------------------------------
PUBLIC PWR CORP Agenda Number: 703110990
--------------------------------------------------------------------------------------------------------------------------
Security: X7023M103
Meeting Type: OGM
Meeting Date: 30-Jun-2011
Ticker:
ISIN: GRS434003000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Submission and approval of company's and the Mgmt For For
consolidated financial statements
for 2010
2. Distribution of dividend for 2010 Mgmt For For
3. Dismissal of bod and auditors from every compensational Mgmt For For
liability for 2010
4. Approval of bod's salaries and benefits for Mgmt For For
2010 and pre-approval of them for 2010
5. Election of auditors for 2011 and determination Mgmt For For
of their remuneration
6. Modification of company' s association articles Mgmt For For
20,21,23,24,25 26,28,29,30 in accordance
with law 3884/2010 and codification
7. Various issues and announcements Mgmt Against Against
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE AN A REPETITIVE
MEETING ON 11 JUL 2011. ALSO, YOUR VOTING INSTRUCTIONS
WILL NOT BE CARRIED OVER TO THE SECOND CALL.
ALL VOTES RECEIVED ON THIS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THE REPETITIVE MEETING. THANK YOU
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF SECOND CALL COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
QANTAS AIRWAYS LTD Agenda Number: 702617549
--------------------------------------------------------------------------------------------------------------------------
Security: Q77974105
Meeting Type: AGM
Meeting Date: 29-Oct-2010
Ticker:
ISIN: AU000000QAN2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 3 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY
THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT
TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
PROPOSAL (3), YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN
BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S
AND YOU COMPLY WITH THE VOTING EXCLUSION.
2.1 Re-elect Leigh Clifford as a Non Executive Director Mgmt For For
2.2 Re-elect Patricia Cross as a Non Executive Director Mgmt For For
2.3 Re-elect Paul Rayner as a Non Executive Director Mgmt For For
3 Approve the participation of the Chief Executive Mgmt For For
Officer, Alan Joyce, in the Long Term Incentive
Plan
4 Approve the remuneration report Mgmt For For
5 Amend the Constitution Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
QIAGEN NV Agenda Number: 703130625
--------------------------------------------------------------------------------------------------------------------------
Security: N72482107
Meeting Type: AGM
Meeting Date: 30-Jun-2011
Ticker:
ISIN: NL0000240000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED WITH THIS
MEETING. THANK YOU
1 Opening Non-Voting No vote
2 Managing Board Report for the year ended December Non-Voting No vote
31, 2010 ("Fiscal Year 2010")
3 Supervisory Board Report on the Company's Annual Non-Voting No vote
Accounts (the "Annual Accounts") for Fiscal
Year 2010
4 Adoption of the Annual Accounts for Fiscal Year Mgmt For For
2010
5 Reservation and dividend policy Non-Voting No vote
6 Discharge from liability of the Managing Directors Mgmt For For
for the performance of their duties during
Fiscal Year 2010
7 Discharge from liability of the Supervisory Mgmt For For
Directors for the performance of their duties
during Fiscal Year 2010
8.a Re-appointment of the Supervisory Director of Mgmt For For
the Company for a term ending on the date of
the Annual General Meeting in 2012: Prof. Dr.
Detlev Riesner
8.b Re-appointment of the Supervisory Director of Mgmt For For
the Company for a term ending on the date of
the Annual General Meeting in 2012: Dr. Werner
Brandt
8.c Re-appointment of the Supervisory Director of Mgmt For For
the Company for a term ending on the date of
the Annual General Meeting in 2012: Dr. Metin
Colpan
8.d Re-appointment of the Supervisory Director of Mgmt For For
the Company for a term ending on the date of
the Annual General Meeting in 2012: Mr. Erik
Hornnaess
8.e Appointment of the Supervisory Director of the Mgmt For For
Company for a term ending on the date of the
Annual General Meeting in 2012: Dr. Vera Kallmeyer
8.f Re-appointment of the Supervisory Director of Mgmt For For
the Company for a term ending on the date of
the Annual General Meeting in 2012: Prof. Dr.
Manfred Karobath
8.g Re-appointment of the Supervisory Director of Mgmt For For
the Company for a term ending on the date of
the Annual General Meeting in 2012: Mr. Heino
von Prondzynski
8.h Appointment of the Supervisory Director of the Mgmt For For
Company for a term ending on the date of the
Annual General Meeting in 2012: Ms. Elizabeth
E. Tallett
9.a Reappointment of the Managing Director of the Mgmt For For
Company for a term ending on the date of the
Annual General Meeting in 2012: Mr. Peer Schatz
9.b Reappointment of the Managing Director of the Mgmt For For
Company for a term ending on the date of the
Annual General Meeting in 2012: Mr. Roland
Sackers
9.c Reappointment of the Managing Director of the Mgmt For For
Company for a term ending on the date of the
Annual General Meeting in 2012: Dr. Joachim
Schorr
9.d Reappointment of the Managing Director of the Mgmt For For
Company for a term ending on the date of the
Annual General Meeting in 2012: Mr. Bernd Uder
10 Reappointment of Ernst & Young Accountants as Mgmt For For
auditors of the Company for the fiscal year
ending December 31, 2011
11 Authorization of the Managing Board, until December Mgmt For For
30, 2012, to acquire shares in the Company's
own share capital
12 Amendment of the Articles of Association of Mgmt For For
the Company to comply with recent changes in
Dutch corporate law
13 Questions Non-Voting No vote
14 Closing Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
RAIFFEISEN BANK INTERNATIONAL AG, WIEN Agenda Number: 703066565
--------------------------------------------------------------------------------------------------------------------------
Security: A7111G104
Meeting Type: AGM
Meeting Date: 08-Jun-2011
Ticker:
ISIN: AT0000606306
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Presentation of the financial statements and Mgmt For For
management report, consolidated financial
statements and management report for each of
31.12.2010, the proposal for the appropriation
and the report of the supervisory board for
the fiscal year 2010 and the corporate governance
report of the board
2 Resolution on the use of the financial statements Mgmt For For
31.12.2010 reported net income
3 Resolution on the discharge of the executive Mgmt For For
board for fiscal year 2010
4 Resolution on the approval of the supervisory Mgmt For For
board for fiscal year 2010
5 Resolution on the remuneration of the members Mgmt For For
of the supervisory board for fiscal year
2010
6 Appointment of auditors (audit) for the annual Mgmt For For
and consolidated financial statements for
fiscal year 2012
7 Election of a member of the supervisory board Mgmt For For
8 Resolution on the revocation of the still unutilized Mgmt Against Against
portion of the authorization of the
board pursuant to section 169 (authorized capital)
and the issue of authorization for a new
authorized capital in cash and / or in kind
in compliance with the statutory subscription
rights and the corresponding amendment
9 Resolution authorizing the confiscation of capital Mgmt For For
participation and the corresponding amendment
10 Resolution authorizing a transfer of shares Mgmt Against Against
program for members of the board
CMMT Due to changes in the Austrian market, instructions Non-Voting No vote
can only be processed if the depository confirmation
form and letter of attorney form are filled
out, which can usually be found on the company
homepage. Please send us these, completed,
in their original form, by the stated deadline,
to the following address: . Xchanging Transaction
Bank Event Services / CA Processing HV Ausland
Postkorb 44A02C Wilhelm Fay Str.31-37 65936
Frankfurt Germany . Please note: If these
forms are not fully completed and submitted
by the stated deadline, then the instruction
will be rejected.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
RAIFFEISEN INTERNATIONAL BANK-HOLDING AG, WIEN Agenda Number: 702484306
--------------------------------------------------------------------------------------------------------------------------
Security: A7111G104
Meeting Type: OGM
Meeting Date: 08-Jul-2010
Ticker:
ISIN: AT0000606306
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO REMOVAL Non-Voting No vote
OF POA COMMENT. 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.
1 Approve the presentation annual report Mgmt For For
2 Approve to Usage of earnings Mgmt For For
3 Grant discharge to the Board of Director Mgmt For For
4 Grant discharge to the Supervisory Board Mgmt For For
5 Approve the remuneration for Supervisory Board Mgmt For For
6 Election of the Auditor Mgmt For For
7 Approve the buy back of own shares Mgmt For For
8 Amend the Articles of Association in accordance Mgmt For For
with the law on the implementation of the shareholder
rights directive 2009 in sections 3, 4, 6,
8 to 12 and 14 to 18, addition of a new Section
19, and renumbering of the existing sections
19
9 Election of the Supervisory Board Mgmt For For
10 Approve the buy back of own shares Mgmt For For
11 Approve the merger Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
RAKUTEN,INC. Agenda Number: 702844336
--------------------------------------------------------------------------------------------------------------------------
Security: J64264104
Meeting Type: AGM
Meeting Date: 30-Mar-2011
Ticker:
ISIN: JP3967200001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
1.13 Appoint a Director Mgmt For For
1.14 Appoint a Director Mgmt For For
1.15 Appoint a Director Mgmt For For
1.16 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
3 Authorize Use of Stock Options, and Allow Board Mgmt Against Against
to Authorize Use of Stock Option Plan
--------------------------------------------------------------------------------------------------------------------------
RANDGOLD RES LTD Agenda Number: 702900817
--------------------------------------------------------------------------------------------------------------------------
Security: G73740113
Meeting Type: AGM
Meeting Date: 03-May-2011
Ticker:
ISIN: GB00B01C3S32
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the audited financial statements Mgmt For For
of the company for the year ended 31 December
2010
2 To declare a final dividend of USD 0.20 per Mgmt For For
ordinary share recommended by the Directors
in respect of the financial year ended 31 December
2010
3 To approve the Directors' remuneration report Mgmt For For
for the financial year ended 31 December 2010
4 To re-elect Philippe Lietard as a Director of Mgmt For For
the Company
5 To re-elect Mark Bristow as a Director of the Mgmt For For
Company
6 To re-elect Graham Shuttleworth as a Director Mgmt For For
of the Company
7 To re-elect Norborne Cole Jr. as a Director Mgmt For For
of the Company
8 To re-elect Christopher Coleman as a Director Mgmt For For
of the Company
9 To re-elect Kadri Dagdelen as a Director of Mgmt For For
the Company
10 To re-elect Robert Israel as a Director of the Mgmt For For
Company
11 To re-elect Karl Voltaire as a Director of the Mgmt For For
Company
12 To re-appoint BDO LLP as auditor of the Company Mgmt For For
to hold office until the conclusion of
the next annual general meeting of the Company
13 To authorise the Directors to determine the Mgmt For For
remuneration of the auditors
14 To approve fees payable to Directors Mgmt For For
15 Establishment of the Randgold Resources Limited Mgmt For For
Co-investment Plan
16 Authority to allot shares and grant rights to Mgmt Against Against
subscribe for, or convert any security into
shares
17 Authority to disapply pre-emption rights Mgmt For For
18 Authority for the Company to purchase its own Mgmt For For
ordinary shares
19 Adoption of New Articles of Association Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
RAUTARUUKKI OY Agenda Number: 702779793
--------------------------------------------------------------------------------------------------------------------------
Security: X72559101
Meeting Type: AGM
Meeting Date: 23-Mar-2011
Ticker:
ISIN: FI0009003552
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 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 annual accounts, the report Non-Voting No vote
of the board of directors and the auditor's
report for 2010
7 Adoption of the parent company and consolidated Mgmt For For
annual accounts
8 Resolution on the use of the profit shown on Mgmt For For
the balance sheet and the payment of
dividend. The board proposes that a dividend
of EUR 0.60 be paid
9 Resolution on the discharge of the members of Mgmt For For
the board of directors, supervisory
board and Chief Executive Officer from liability
10 Resolution on the remuneration of the board Mgmt For For
of directors
11 Resolution on the number of members of the board Mgmt For For
of directors. The nomination committee proposes
that the number of members of the board remains
at seven
12 Election of members of the board of directors. Mgmt For For
The nomination committee proposes to
re-elect M. Aarni-Sirvio, R. Hanhinen, P. Korhonen,
L. Leino, M. Lievonen, H. Ryopponen and J.
Tuominen, and to elect R. Hanhinen as chairman
and H. Ryopponen as deputy chairman
13 Resolution on the remuneration of the auditor Mgmt For For
14 Election of auditor. The board proposes that Mgmt For For
KPMG Oy Ab be re-elected as company's
auditor
15 Authorising the board of directors to decide Mgmt For For
on the acquisition of the company's
own shares
16 Authorising the board of directors to decide Mgmt Against Against
on the share issue
17 Proposal by solidium oy to establish a nomination Mgmt For For
committee at the annual general meeting
18 Closing of the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THE BOARD DOES NOT MAKE ANY Non-Voting No vote
RECOMMENDATION ON RESOLUTION 17. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
RECKITT BENCKISER GROUP PLC Agenda Number: 702886144
--------------------------------------------------------------------------------------------------------------------------
Security: G74079107
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: GB00B24CGK77
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the 2010 report and financial statements Mgmt For For
2 To approve the Directors' remuneration report Mgmt For For
3 To declare a final dividend Mgmt For For
4 To re-elect Adrian Bellamy Mgmt For For
5 To re-elect Peter Harf Mgmt For For
6 To re-elect Bart Becht Mgmt For For
7 To re-elect Graham Mackay Mgmt For For
8 To elect Liz Doherty Mgmt For For
9 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
auditors
10 To authorise the Directors to determine the Mgmt For For
auditors' remuneration
11 To renew the Directors' authority to allot shares Mgmt Against Against
12 To renew the Directors' power to disapply pre-emption Mgmt For For
rights
13 To renew the Company's authority to purchase Mgmt For For
its own shares
14 To approve the calling of General Meetings on Mgmt For For
14 clear days' notice
15 To approve changes to the rules of the Company's Mgmt For For
Share Plans
--------------------------------------------------------------------------------------------------------------------------
RED ELECTRICA CORPORACION, SA, ALCOBANDAS Agenda Number: 702827772
--------------------------------------------------------------------------------------------------------------------------
Security: E42807102
Meeting Type: OGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: ES0173093115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MEETING DATE HAS BEEN CHANGED FROM 12 APR TO Non-Voting No vote
13 APR. IT IS FORESEEABLE, IN CONSIDERATION
OF THE COMPANY PRESENT SHAREHOLDER STRUCTURE,
THAT THE MEETING WILL BE HELD AT SECOND CALL
- 13 APR 2011.
1 Examination and approval, as the case may be, Mgmt For For
of the Financial Statements (balance sheet,
income statement, statement of changes in equity,
cash flow statement, and notes to financial
statements) and the Management Report of Red
Electrica Corporacion, S.A. for the year ended
December 31, 2010
2 Examination and approval, as the case may be, Mgmt For For
of the Consolidated Financial Statements (consolidated
balance sheet, consolidated income statement,
consolidated overall income statement, consolidated
statement of changes in equity, consolidated
cash flow statement, and notes to the consolidated
financial statements) and the Consolidated
Management Report of the Consolidated Group
of Red Electrica Corporacion, S.A. for the
year ended December 31, 2010
3 Examination and approval, as the case may be, Mgmt For For
of the proposed distribution of income of Red
Electrica Corporacion, S.A. for the year ended
December 31, 2010
4 Examination and approval, as the case may be, Mgmt For For
of the conduct of management by the Board of
Directors of Red Electrica Corporacion, S.A.
in 2010
5 Appointment of the auditors of the Parent Company Mgmt For For
and of the Consolidated Group
6.1 Amendments of adaptation to the latest legislative Mgmt For For
reforms and other amendments of a formal or
stylistic nature to make the wording of the
Corporate Bylaws more precise: amendment of
Article 1 ("Name and legal regime"), Article
6 ("Accounting record of shares"), Article
7 ("Rights attaching to shares"), Article 8
("Increase and reduction of capital stock"),
Article 11 ("Shareholders' Meeting"), Article
12 ("Types of Shareholders' Meetings"), Article
14 ("Quorum"), Article 15 ("Right to information
and attendance of Shareholders' Meetings"),
Article 17 ("Presiding Panel, deliberations"),
Article 18 ("Minutes"), Article 20 ("Board
of Directors"), Article 22 ("Board Committees
and delegation of powers"), Article 23 ("Audit
Committee"), CONTD
CONT CONTD Article 24 ("Appointments and Compensation Non-Voting No vote
Committee"), Article 29 ("Accounts Audit"),
Article 32 ("Rules and method of liquidation"),
and Article 33 ("Scope of these Bylaws") of
the Corporate Bylaws
6.2 Amendment of the Bylaws not only to adapt them Mgmt For For
to the latest legislative reforms, but also
to add flexibility to the venue for holding
Shareholders' Meetings: amendment of Article
13 ("Call to the Shareholders' Meeting") of
the Corporate Bylaws
7.1 Amendments of adaptation to the latest legislative Mgmt For For
reforms and other amendments of a formal or
stylistic nature to make the wording of the
Regulations of the Shareholders' Meeting more
precise: deletion of the introductory paragraph.
Amendment of Article 1 ("Purpose and entry
into force of the Regulations"), Article 2
("Company website"), Article 3 ("Powers of
the Shareholders' Meeting"), Article 6 ("Shareholders'
rights"), Article 8 ("Shareholders' right to
information"), Article 9 ("Right to attend"),
Article 11 ("Quorum"), Article 15 ("Constitution,
deliberation and adoption of resolutions"),
and Article 16 ("Minutes of the Shareholders'
Meeting and certificate") of the Regulations
of the Shareholders' Meeting
7.2 Amendment of the Regulations of the Shareholders' Mgmt For For
Meeting not only to adapt them to the latest
legislative reforms, but also to add flexibility
to the venue for holding Shareholders' Meetings:
amendment of Article 5 ("Call") of the Regulations
of the Shareholders' Meeting
8.1 Authorization for the derivative acquisition Mgmt For For
of treasury stock by the Company or by companies
of the Red Electrica Group and for the direct
award of treasury stock to employees and Executive
Directors of the Company and of the companies
of the Red Electrica Group, as compensation
8.2 Approval of a Compensation Plan for members Mgmt For For
of Management and the Executive Directors of
the Company and of the companies of the Red
Electrica Group
8.3 Revocation of previous authorizations Mgmt For For
9.1 Approval of the report on the compensation policy Mgmt For For
for the Board of Directors of Red Electrica
Corporacion, S.A
9.2 Approval of the compensation of the Board of Mgmt For For
Directors of Red Electrica Corporacion, S.A.
for 2010
10 Delegation of authority to fully implement the Mgmt For For
resolutions adopted at the Shareholders' Meeting
11 Information to the Shareholders' Meeting on Non-Voting No vote
the 2010 Annual Corporate Governance Report
of Red Electrica Corporacion, S.A
12 Information to the Shareholders' Meeting on Non-Voting No vote
the elements contained in the Management Report
relating to Article 116 bis of the Securities
Market Law
--------------------------------------------------------------------------------------------------------------------------
REPSOL YPF S A Agenda Number: 702821225
--------------------------------------------------------------------------------------------------------------------------
Security: E8471S130
Meeting Type: OGM
Meeting Date: 15-Apr-2011
Ticker:
ISIN: ES0173516115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT ADDITIONAL DETAILS/NOTES DIRECTED TO INVESTORS: Non-Voting No vote
PLEASE BE ADVISED THAT ADDITIONAL INFORMATION
CONCERNING ACS, S.A. CAN ALSO BE VIEWED ON
THE COMPANY WEBSITE: http://www.repsol.com/es_en/corporacion/accionistas-e-inversores/
gobierno-corporativo/junta_general_de_accionistas/default.aspx
CMMT ADDITIONAL DETAILS/NOTES DIRECTED TO CUSTODIAN Non-Voting No vote
BANKS: PLEASE BE ADVISED THAT ADDITIONAL INFORMATION
CONCERNING ACS, S.A. CAN ALSO BE VIEWED ON
THE COMPANY WEBSITE: http://www.repsolypf.com
1 Review and approval, if appropriate, of the Mgmt For For
Annual Financial Statements and the Management
Report of Repsol YPF, S.A., of the Consolidated
Annual Financial Statements and the Consolidated
Management Report, for the fiscal year ended
31st December 2010, of the proposal of application
of its earnings
2 Approval of the management by the Board of Directors Mgmt For For
during fiscal year 2010
3 Appointment of the Accounts Auditor of Repsol Mgmt For For
YPF, S.A. and of its Consolidated Group for
the fiscal year 2011
4 Amendment of Articles 9, 11, 19, 24, 27, 29, Mgmt For For
32, 39, 44, 50 and 56 of the Bylaws, and Articles
3, 5, 8, 13, 14 and 15 of General Meeting regulations
5 Amendment of article 52 of the Articles of Association, Mgmt For For
regarding the application of profit/loss of
the fiscal year
6 Amendment of articles 40 and 35 of the Articles Mgmt For For
of Association, regarding the internal positions
and meetings of the Board of Directors
7 Re-election of Mr. Antonio Brufau Niubo as Director Mgmt For For
8 Re-election of Mr. Luis Fernando del Rivero Mgmt For For
Asensio as Director
9 Re-election of Mr. Juan Abello Gallo as Director Mgmt For For
10 Re-election of Mr. Luis Carlos Croissier Batista Mgmt For For
as Director
11 Re-election of Mr. Angel Durandez Adeva as Director Mgmt For For
12 Re-election of Mr. Jose Manuel Loureda Mantinan Mgmt For For
as Director
13 Appointment of Mr. Mario Fernandez Pelaz as Mgmt For For
Director
14 Delivery Plan Shares to the Beneficiaries of Mgmt For For
Multi-Annual Programs
15 Stock Purchase Plan 2011-2012 Mgmt For For
16 Delegation to the Board of Directors of the Mgmt Against Against
power to issue fixed rate securities, convertible
or exchangeable by shares of the Company or
exchangeable by shares of other companies,
as well as warrants (options to subscribe new
shares or to acquire preexisting shares of
the Company). Establishment of the criteria
for the determination of the basis and methods
for the conversion and/or exchange and delegation
to the Board of Directors of the powers to
increase the capital stock in the necessary
amount, as well to exclude, in whole or in
part, the preemptive subscription rights of
shareholders over said issues. Authorisation
to guarantee by the Company of issues made
by its subsidiaries. To leave without effect,
in the portion not used, the seventh resolution
of the Ordinary General Shareholders' Meeting
held on June 16th, 2006
17 Delegation of powers to supplement, develop, Mgmt For For
execute, rectify and formalize the resolutions
adopted by the General Shareholders' Meeting
--------------------------------------------------------------------------------------------------------------------------
RIO TINTO LTD Agenda Number: 702891296
--------------------------------------------------------------------------------------------------------------------------
Security: Q81437107
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: AU000000RIO1
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of reports and financial statements Mgmt For For
2 Approval of the Remuneration report Mgmt For For
3 To re-elect Tom Albanese as a director Mgmt For For
4 To re-elect Robert Brown as a director Mgmt For For
5 To re-elect Vivienne Cox as a director Mgmt For For
6 To re-elect Jan du Plessis as a director Mgmt For For
7 To re-elect Guy Elliott as a director Mgmt For For
8 To re-elect Michael Fitzpatrick as a director Mgmt For For
9 To re-elect Ann Godbehere as a director Mgmt For For
10 To re-elect Richard Goodmanson as a director Mgmt For For
11 To re-elect Andrew Gould as a director Mgmt For For
12 To re-elect Lord Kerr as a director Mgmt For For
13 To re-elect Paul Tellier as a director Mgmt For For
14 To re-elect Sam Walsh as a director Mgmt For For
15 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr For Against
PROPOSAL: To elect Stephen Mayne as a director
16 Re-appointment and remuneration of auditors Mgmt For For
17 Amendments to the rules of the Performance Share Mgmt For For
Plan
18 Renewal of off-market and on-market share buyback Mgmt For For
authorities
--------------------------------------------------------------------------------------------------------------------------
ROCHE HOLDING AG Agenda Number: 702770125
--------------------------------------------------------------------------------------------------------------------------
Security: H69293217
Meeting Type: AGM
Meeting Date: 01-Mar-2011
Ticker:
ISIN: CH0012032048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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
1.1 The Board of Directors proposes that the Annual Non-Voting No vote
Report, Annual Financial Statements and Consolidated
Financial Statements for 2010 be approved
1.2 The Board of Directors proposes that the Remuneration Non-Voting No vote
Report (see Annual Report pages 91-101) be
approved. This document contains the principles
governing the remuneration paid to the Board
of Directors and Corporate Executive Committee
and reports on the amounts paid to the members
of both bodies in 2010. This vote is purely
consultative
2 The Board of Directors proposes that the actions Non-Voting No vote
taken by its members in 2010 be affirmed and
ratified
3 Vote on the appropriation of available earnings Non-Voting No vote
4 Amendment to the articles of incorporation Non-Voting No vote
5.1 The re-election of Prof. Pius Baschera to the Non-Voting No vote
Board for the term as provided by the Articles
of Incorporation
5.2 The re-election of Prof. Bruno Gehrig to the Non-Voting No vote
Board for the term as provided by the Articles
of Incorporation
5.3 The re-election of Mr Lodewijk J.R. de Vink Non-Voting No vote
to the Board for the term as provided by the
Articles of Incorporation
5.4 The re-election of Dr Andreas Oeri to the Board Non-Voting No vote
for the term as provided by the Articles of
Incorporation
5.5 The election of Mr Paul Bulcke to the Board Non-Voting No vote
for the term as provided by the Articles of
Incorporation
5.6 The election of Mr Peter R. Voser to the Board Non-Voting No vote
for the term as provided by the Articles of
Incorporation
5.7 The election of Dr Christoph Franz to the Board Non-Voting No vote
for the term as provided by the Articles of
Incorporation
6 The Board of Directors proposes that KPMG Ltd. Non-Voting No vote
be elected as Statutory Auditors for the 2011
financial year
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF AGENDA. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ROYAL BK SCOTLAND GROUP PLC Agenda Number: 702850276
--------------------------------------------------------------------------------------------------------------------------
Security: G76891111
Meeting Type: AGM
Meeting Date: 19-Apr-2011
Ticker:
ISIN: GB0007547838
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and approve the Report and Accounts Mgmt For For
2 To approve the Remuneration Report Mgmt For For
3 To re-elect Colin Buchan as a director Mgmt For For
4 To re-elect Sandy Crombie as a director Mgmt For For
5 To re-elect Philip Hampton as a director Mgmt For For
6 To re-elect Stephen Hester as a director Mgmt For For
7 To re-elect Penny Hughes as a director Mgmt For For
8 To re-elect John McFarlane as a director Mgmt For For
9 To re-elect Joe MacHale as a director Mgmt For For
10 To re-elect Brendan Nelson as a director Mgmt For For
11 To re-elect Art Ryan as a director Mgmt For For
12 To re-elect Bruce Van Saun as a director Mgmt For For
13 To re-elect Philip Scott as a director Mgmt For For
14 To re-appoint Deloitte LLP as auditors Mgmt For For
15 To authorise the Audit Committee to fix the Mgmt For For
remuneration of the auditors
16 To renew the directors' authority to allot securities Mgmt Against Against
17 To renew the directors' authority to allot shares Mgmt Against Against
on a non-pre-emptive basis
18 To amend the articles of association to facilitate Mgmt Against Against
raising of regulatory capital
19 To authorise the allotment of preference shares Mgmt Against Against
20 To permit the holding of General Meetings at Mgmt For For
14 days' notice
21 To authorise political donations and expenditure Mgmt Against Against
22 To agree amendments to the RBS 2010 Deferral Mgmt For For
Plan
--------------------------------------------------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC Agenda Number: 702962297
--------------------------------------------------------------------------------------------------------------------------
Security: G7690A118
Meeting Type: AGM
Meeting Date: 17-May-2011
Ticker:
ISIN: GB00B03MM408
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That the Company's annual accounts for the financial Mgmt For For
year ended December 31, 2010, together with
the Directors' report and the Auditor's report
on those accounts, be received
2 That the Remuneration Report for the year ended Mgmt For For
December 31, 2010, set out in the Annual Report
and Accounts 2010 and summarised in the Annual
Review and Summary Financial Statements 2010,
be approved
3 That Linda G. Stuntz be appointed as a Director Mgmt For For
of the Company with effect from June 1,2011
4 That Josef Ackermann be re-appointed as a Director Mgmt For For
of the Company
5 That Malcolm Brinded be re-appointed as a Director Mgmt For For
of the Company
6 That Guy Elliott be re-appointed as a Director Mgmt For For
of the Company
7 That Simon Henry be re-appointed as a Director Mgmt For For
of the Company
8 That Charles O. Holliday be re-appointed as Mgmt For For
a Director of the Company
9 That Lord Kerr of Kinlochard be re-appointed Mgmt For For
as a Director of the Company
10 That Gerard Kleisterlee be re-appointed as a Mgmt For For
Director of the Company
11 That Christine Morin-Postel be re-appointed Mgmt For For
as a Director of the Company
12 That Jorma Ollila be re-appointed as a Director Mgmt For For
of the Company
13 That Jeroen van der Veer be re-appointed as Mgmt For For
a Director of the Company
14 That Peter Voser be re-appointed as a Director Mgmt For For
of the Company
15 That Hans Wijers be re-appointed as a Director Mgmt For For
of the Company
16 That PricewaterhouseCoopers LLP be re-appointed Mgmt For For
as Auditors of the Company
17 That the Board be authorised to settle the remuneration Mgmt For For
of the Auditors for 2011
18 That the Board be generally and unconditionally Mgmt Against Against
authorised, in substitution for all subsisting
authorities, to allot shares in the Company,
to grant rights to subscribe for or convert
any security into shares in the Company,
in either case up to a nominal amount of EUR146
million, and to list such shares or rights
on any stock exchange, such authorities to
apply until the end of next year's AGM (or,
if earlier, until the close of business on
August 17, 201 2) (unless previously revoked
or varied by the Company in general meeting)
but, in each case, during this period the Company
may make offers and enter into agreements
which would, or might, require shares to be
allotted or rights to subscribe for
or convert securities into shares to be granted
after the authority ends and the Board may
allot shares or grant CONTD
CONT CONTD rights to subscribe for or convert securities Non-Voting No vote
into shares under any such offer or agreement
as if the authority had not ended
19 That if Resolution 18 is passed, the Board be Mgmt Against Against
given power to allot equity securities
(as defined in the Companies Act 2006) for
cash under the authority given by
that resolution and/or to sell ordinary shares
held by the Company as treasury shares for
cash as if Section 561 of the Companies Act
2006 did not apply to any such allotment
or sale, such power to be limited: (A) to
the allotment of equity securities and sale
of treasury shares for cash in connection
with an offer of, or invitation to apply for,
equity securities: (i) to ordinary shareholders
in proportion (as nearly as may be practicable)
to their existing holdings; and to (ii) holders
of other equity securities, as required by
the rights of those securities or, as the Board
otherwise considers necessary, and so that
the Board may impose any limits or restrictions
and CONTD
CONT CONTD make any arrangements which it considers Non-Voting No vote
necessary or appropriate to deal with treasury
shares, fractional entitlements, record dates,
or legal or practical problems arising in any
overseas territory, the requirements of any
regulatory body or stock exchange or any other
matter whatsoever; and (B) in the case of
the authority granted under Resolution 18 and/or
in the case of any sale of treasury shares
for cash, to the allotment (otherwise than
under paragraph (A) above) of equity securities
or sale of treasury shares up to a nominal
amount of EUR 21 million, such power to apply
until the end of next year's AGM (or, if
earlier, until the close of business on August
17, 2012) but, in each case, during this
period the Company may make offers and enter
into agreements which would, or might, require
equity securities CONTD
CONT CONTD to be allotted (and treasury shares to Non-Voting No vote
be sold) after the power ends, and the Board
may allot equity securities (and sell treasury
shares) under any such offer or agreement
as if the power had not ended
20 That the Company be authorised for the purposes Mgmt For For
of Section 701 of the Companies Act
2006 to make one or more market purchases (as
defined in Section 693(4) of the Companies
Act 2006) of its ordinary shares of EUR 0.07
each ("Ordinary Shares"), such power to be
limited: (A) to a maximum number of 625 million
Ordinary Shares; (B) by the condition that
the minimum price which may be paid for an
Ordinary Share is EUR0.07 and the maximum price
which may be paid for an Ordinary Share
is the higher of (i) an amount equal to 5%
above the average market value of an Ordinary
Share for the five business days immediately
preceding the day on which that Ordinary Share
is contracted to be purchased; (ii) and the
higher of the price of the last independent
trade and the highest current independent bid
on the trading venues where the purchase
CONTD
CONT CONTD is carried out, in each case, exclusive Non-Voting No vote
of expenses; such power to apply until
the end of next year's Annual General Meeting
(or, if earlier, August 17, 2012) but in
each case so that the Company may enter into
a contract to purchase Ordinary Shares
which will or may be completed or executed
wholly or partly after the power ends and the
Company may purchase Ordinary Shares pursuant
to any such contract as if the power had not
ended
21 That, in accordance with Section 366 of the Mgmt Against Against
Companies Act 2006 and in substitution
for any previous authorities given to the Company
(and its subsidiaries), the Company (and
all companies that are subsidiaries of the
Company at any time during the period for
which this resolution has effect) be authorised
to: (A) make political donations to political
organisations other than political parties
not exceeding EUR200,000 in total per annum;
and (B) incur political expenditure not exceeding
EUR200,000 in total per annum, during the
period beginning with the date of the passing
of this resolution and ending on June 30,
2012 or, if earlier, at the conclusion of the
next Annual General Meeting of the Company.
In this resolution, the terms "political
donation", "political parties", CONTD
CONT CONTD "political organisation" and "political Non-Voting No vote
expenditure" have the meanings given to them
by Sections 363 to 365 of the Companies Act
2006
--------------------------------------------------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC, LONDON Agenda Number: 702962247
--------------------------------------------------------------------------------------------------------------------------
Security: G7690A100
Meeting Type: AGM
Meeting Date: 17-May-2011
Ticker:
ISIN: GB00B03MLX29
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Adoption of Annual Report & Accounts Mgmt For For
2 Approval of Remuneration Report Mgmt For For
3 Appointment of Linda G Stuntz as a Director Mgmt For For
of the Company
4 Re-appointment of Josef Ackermann as a Director Mgmt For For
of the Company
5 Re-appointment of Malcolm Brinded as a Director Mgmt For For
of the Company
6 Re-appointment of Guy Elliott as a Director Mgmt For For
of the Company
7 Re-appointment of Simon Henry as a Director Mgmt For For
of the Company
8 Re-appointment of Charles O Holliday as a Director Mgmt For For
of the Company
9 Re-appointment of Lord Kerr of Kinlochard as Mgmt For For
a Director of the Company
10 Re-appointment of Gerard Kleisterlee as a Director Mgmt For For
of the Company
11 Re-appointment of Christine Morin-Postel as Mgmt For For
a Director of the Company
12 Re-appointment of Jorma Ollila as a Director Mgmt For For
of the Company
13 Re-appointment of Jeroen Van Der Veer as a Director Mgmt For For
of the Company
14 Re-appointment of Peter Voser as a Director Mgmt For For
of the Company
15 Re-appointment of Hans Wijers as a Director Mgmt For For
of the Company
16 That PricewaterhouseCoopers LLP be re-appointed Mgmt For For
as Auditors of the Company
17 Remuneration of Auditors Mgmt For For
18 Authority to allot shares Mgmt For For
19 Disapplication of pre-emption rights Mgmt For For
20 Authority to purchase own shares Mgmt For For
21 Authority for certain donations and expenditure Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
ROYAL KPN NV Agenda Number: 702811882
--------------------------------------------------------------------------------------------------------------------------
Security: N4297B146
Meeting Type: AGM
Meeting Date: 06-Apr-2011
Ticker:
ISIN: NL0000009082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting Take No Action
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening and announcements Non-Voting Take No Action
2 Report by the Board of Management for the financial Non-Voting Take No Action
year 2010
3 Proposal to adopt the financial statements for Mgmt Take No Action
the financial year 2010
4 Explanation of the financial and dividend policy Non-Voting Take No Action
5 Proposal to adopt a dividend over the financial Mgmt Take No Action
year 2010
6 Proposal to discharge the members of the Board Mgmt Take No Action
of Management from liability
7 Proposal to discharge the members of the Supervisory Mgmt Take No Action
Board from liability
8 Proposal to appoint the auditor Mgmt Take No Action
9 Proposal to amend the remuneration policy for Mgmt Take No Action
the Board of Management
10 Proposal to amend the remuneration of the Supervisory Mgmt Take No Action
Board
11 Opportunity to make recommendations for the Non-Voting Take No Action
appointment of a member of the Supervisory
Board
12 Proposal to appoint Mr J.B.M. Streppel as member Mgmt Take No Action
of the Supervisory Board
13 Proposal to appoint Mr M. Bischoff as member Mgmt Take No Action
of the Supervisory Board
14 Proposal to appoint Ms C.M. Hooymans as member Mgmt Take No Action
of the Supervisory Board
15 Information on the composition of the Supervisory Non-Voting Take No Action
Board going forward
16 Proposal to authorize the Board of Management Mgmt Take No Action
to resolve that the company may acquire its
own shares
17 Proposal to reduce the capital through cancellation Mgmt Take No Action
of own shares
18 Any other business and closure of the meeting Non-Voting Take No Action
--------------------------------------------------------------------------------------------------------------------------
RWE AG, ESSEN Agenda Number: 702829017
--------------------------------------------------------------------------------------------------------------------------
Security: D6629K109
Meeting Type: AGM
Meeting Date: 20-Apr-2011
Ticker:
ISIN: DE0007037129
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 30 MAR 2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 05 Non-Voting No vote
APR 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING.
1. Presentation of the financial statements and Non-Voting No vote
the abbreviated annual report for the 2010
financial year with the report of the Supervisory
Board, the group financial statements and group
annual report as well as the report on the
control and risk management system, and the
proposals for the appropriation of the distributable
profit by the Board of MDs
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 1,867,493,811.19 as follows:
Payment of a dividend of EUR 3.50 per no-par
share EUR 38,966.69 shall be carried forward
Ex-dividend and payable date: April 21, 2011
3. Ratification of the acts of the Board of MDs Mgmt For For
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Appointment of auditors for the 2011 financial Mgmt For For
year: PricewaterhouseCoopers AG, Essen
6. Appointment of auditors for the review of the Mgmt For For
financial report for the first half of the
2011 financial year: PricewaterhouseCoopers
AG, Essen
7.a. Election to the Supervisory Board: Paul Achleitner Mgmt For For
7.b. Election to the Supervisory Board: Carl-Ludwig Mgmt For For
von Boehm-Benzing
7.c. Election to the Supervisory Board: Roger Graef Mgmt For For
7.d. Election to the Supervisory Board: Frithjof Mgmt For For
Kuehn
7.e. Election to the Supervisory Board: Dagmar Muehlenfeld Mgmt For For
7.f. Election to the Supervisory Board: Manfred Schneider Mgmt For For
7.g. Election to the Supervisory Board: Ekkehard Mgmt For For
D. Schulz
7.h. Election to the Supervisory Board: Wolfgang Mgmt For For
Schuessel
7.i. Election to the Supervisory Board: Ullrich Sierau Mgmt For For
7.j. Election to the Supervisory Board: Dieter Zetsche Mgmt For For
8. Acquisition of own shares The company shall Mgmt For For
be authorized to acquire own shares of up to
10 percent of its share capital, at a price
not deviating more than 10 percent from the
market price of the shares, on or before October
19, 2012. The Board of MDs shall be authorized
to retire 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/or 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
9. Amendment to Section 18 of the articles of association Mgmt For For
in respect of the shareholders' meeting being
authorized to the distribution of profit in
cash instead of a distribution in kind
--------------------------------------------------------------------------------------------------------------------------
RWE AG, ESSEN Agenda Number: 702829029
--------------------------------------------------------------------------------------------------------------------------
Security: D6629K117
Meeting Type: AGM
Meeting Date: 20-Apr-2011
Ticker:
ISIN: DE0007037145
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 30 MAR 2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 05 Non-Voting No vote
APR 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING.
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.
1. Presentation of the financial statements and Non-Voting No vote
the abbreviated annual report for the 2010
financial year with the report of the Supervisory
Board, the group financial statements and group
annual report as well as the report on the
control and risk management system, and the
proposals for the appropriation of the distributable
profit by the Board of MDs
2. Resolution on the appropriation of the distributable Non-Voting No vote
profit of EUR 1,867,493,811.19 as follows:
Payment of a dividend of EUR 3.50 per no-par
share EUR 38,966.69 shall be carried forward
Ex-dividend and payable date: April 21, 2011
3. Ratification of the acts of the Board of MDs Non-Voting No vote
4. Ratification of the acts of the Supervisory Non-Voting No vote
Board
5. Appointment of auditors for the 2011 financial Non-Voting No vote
year: PricewaterhouseCoopers AG, Essen
6. Appointment of auditors for the review of the Non-Voting No vote
financial report for the first half of the
2011 financial year: PricewaterhouseCoopers
AG, Essen
7.a. Election to the Supervisory Board: Paul Achleitner Non-Voting No vote
7.b. Election to the Supervisory Board: Carl-Ludwig Non-Voting No vote
von Boehm-Benzing
7.c. Election to the Supervisory Board: Roger Graef Non-Voting No vote
7.d. Election to the Supervisory Board: Frithjof Non-Voting No vote
Kuehn
7.e. Election to the Supervisory Board: Dagmar Muehlenfeld Non-Voting No vote
7.f. Election to the Supervisory Board: Manfred Schneider Non-Voting No vote
7.g. Election to the Supervisory Board: Ekkehard Non-Voting No vote
D. Schulz
7.h. Election to the Supervisory Board: Wolfgang Non-Voting No vote
Schuessel
7.i. Election to the Supervisory Board: Ullrich Sierau Non-Voting No vote
7.j. Election to the Supervisory Board: Dieter Zetsche Non-Voting No vote
8. Acquisition of own shares The company shall Non-Voting No vote
be authorized to acquire own shares of up to
10 percent of its share capital, at a price
not deviating more than 10 percent from the
market price of the shares, on or before October
19, 2012. The Board of MDs shall be authorized
to retire 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/or 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
9. Amendment to Section 18 of the articles of association Non-Voting No vote
in respect of the shareholders' meeting being
authorized to the distribution of profit in
cash instead of a distribution in kind
--------------------------------------------------------------------------------------------------------------------------
RYANAIR HOLDINGS PLC, DUBLIN Agenda Number: 702563051
--------------------------------------------------------------------------------------------------------------------------
Security: G7727C145
Meeting Type: AGM
Meeting Date: 22-Sep-2010
Ticker:
ISIN: IE00B1GKF381
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the reports and the accounts Mgmt For For
2 Approve the dividend Mgmt For For
3.a Election of Klaus Kirchberger as a Director Mgmt For For
3.b Election of Charles Mccreevy as a Director Mgmt For For
3.c Election of Declan Mckeon as a Director Mgmt For For
4 Authorize the Directors to fix the Auditors Mgmt For For
remuneration
5 Authorize the Director to allot ordinary shares Mgmt Against Against
s.6 Approve the disapplication of statutory pre-emption Mgmt Against Against
rights
s.7 Authorize to repurchase ordinary shares Mgmt For For
s.8 Approve to change the Articles of Association Mgmt For For
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.
--------------------------------------------------------------------------------------------------------------------------
SABMILLER PLC Agenda Number: 702532830
--------------------------------------------------------------------------------------------------------------------------
Security: G77395104
Meeting Type: AGM
Meeting Date: 22-Jul-2010
Ticker:
ISIN: GB0004835483
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive and adopt the financial statements for Mgmt For For
the YE 31 MAR 2010, together with the reports
of the Directors and Auditors therein
2 Receive and approve the Directors' remuneration Mgmt For For
report 2010 contained in the annual report
for the YE 31 MAR 2010
3 Election of Mr. M.H. Armour as a Director of Mgmt For For
the Company
4 Election of Mr. H.A. Willard as a Director of Mgmt For For
the Company
5 Re-elect Mr. J.M. Kahn as a Director of the Mgmt For For
Company
6 Re-elect Mr. P.J. Manser as a Director of the Mgmt For For
Company
7 Re-elect Mr. D.S. Devitre as a Director of the Mgmt For For
Company
8 Re-elect Mr. M.Q. Morland as a Director of the Mgmt For For
Company
9 Re-elect Mr. M.C. Ramaphosa as a Director of Mgmt For For
the Company
10 Re-elect Mr. M.I. Wyman as a Director of the Mgmt For For
Company
11 Declare a final dividend of 51 US cents per Mgmt For For
share
12 Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors
13 Authorize the Directors to determine the remuneration Mgmt For For
of the Auditors
14 Authorize the Directors to allot shares Mgmt Against Against
S.15 Authorize the Directors to allot shares for Mgmt Against Against
cash otherwise than pro rata to all shareholders
S.16 Authorize the Directors to make market purchases Mgmt For For
of ordinary shares of USD 0.10 each in the
capital of the Company
S.17 Approve the calling of general meetings, other Mgmt For For
than an AGM, on not less than 14 clear days'
notice
S.18 Approve the adoption of new Articles of Association Mgmt For For
of the Company
--------------------------------------------------------------------------------------------------------------------------
SAFRAN S A Agenda Number: 702926734
--------------------------------------------------------------------------------------------------------------------------
Security: F4035A557
Meeting Type: MIX
Meeting Date: 21-Apr-2011
Ticker:
ISIN: FR0000073272
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 799613 DUE TO RECEIPT OF ADDITIONAL RESOLUTIONS.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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.
CMMT 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
CMMT 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/2011/0406/201104061101114.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year 2010. Discharge of duties
to the Executive Board and Supervisory Board
members
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year 2010
O.3 Allocation of income and setting the dividend Mgmt For For
O.4 Approval of the Agreements and Undertakings Mgmt For For
pursuant to Articles L. 225-86 and L.225-90-1
of the Commercial Code
E.5 Change in administrative and management mode Mgmt For For
of the Company: adoption of a corporate management
with Board of Directors
E.6 Adoption of the new Statutes following overall Mgmt For For
amendment
E.7 Amendment of the new Statutes to include a voting Mgmt For For
rights limitation
O.8 Appointment of Mr. Jean-Paul Herteman as Board Mgmt For For
member
O.9 Appointment of Mr. Francis Mer as Board member Mgmt For For
O.10 Appointment of Mr. Giovanni Bisignani as Board Mgmt For For
member
O.11 Appointment of Mr. Jean-Lou Chameau as Board Mgmt For For
member
O.12 Appointment of Mrs. Odile Desforges as Board Mgmt For For
member
O.13 Appointment of Mr. Jean-Marc Forneri as Board Mgmt For For
member
O.14 Appointment of Mr. Xavier Lagarde as Board member Mgmt For For
O.15 Appointment of Mr. Michel Lucas as Board member Mgmt For For
O.16 Appointment of Mrs. Elisabeth Lulin as Board Mgmt For For
member
O.17 Appointment of four Board members representative Mgmt For For
of the State
O.18 Appointment of Mr. Christian Halary as Board Mgmt For For
member upon proposal by employee shareholders
of Safran Group
O.19 Appointment of Mr. Marc Aubry as Board member Mgmt For For
upon proposal by employee shareholders of Safran
Group
O.20 Appointment of Mrs. Caroline Gregoire-Sainte Mgmt For For
Marie as Censor
O.21 Setting attendance allowances Mgmt For For
O.22 Authorization to be granted to the Board of Mgmt For For
Directors to trade the Company shares
E.23 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the share capital
by issuing with preferential subscription rights
of shareholders, ordinary shares or securities
giving access to the capital of the Company
E.24 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the share capital
by issuing with cancellation of preferential
subscription rights of shareholders, ordinary
shares or securities giving access to the capital
of the Company by way of a public offer
E.25 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to issue shares of the Company
and securities giving access to the capital
of the Company in the event of public exchange
offer initiated by the Company
E.26 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the share capital
by issuing ordinary shares or securities giving
access to the capital through private investment
pursuant to Article L.411-2, II of the Monetary
and Financial Code with cancellation of preferential
subscription rights of shareholders
E.27 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the number of
issuable securities in the event of capital
increase with or without preferential subscription
rights
E.28 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors in the event of issuance
with cancellation of preferential subscription
rights, of shares or any securities giving
access immediately or in the future to the
capital of the Company, in order to set, within
the limit of 10% of the share capital of the
Company the issue price according to the terms
decided by the General Meeting
E.29 Delegation of powers to be granted to the Board Mgmt Against Against
of Directors to increase the share capital
by issuing ordinary shares, in consideration
for in-kind contributions granted to the Company
and composed of equity securities or securities
giving access to the capital
E.30 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the share capital
by incorporation of reserves, profits or premiums
E.31 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the share capital
by issuing ordinary shares reserved for employees
participating in Safran Group savings plans
E.32 Authorization to be granted to the Board of Mgmt For For
Directors to grant options to subscribe for
or purchase shares to employees and corporate
officers of the Company and companies of Safran
Group
E.33 Overall limitation of issuance authorizations Mgmt For For
E.34 Authorization to be granted to the Board of Mgmt Against Against
Directors to carry out free allocation of Company's
shares existing or to be issued in favor of
employees and corporate officers of the Company
and companies of Safran Group
E.35 Authorization to be granted to the Board of Mgmt For For
Directors to reduce the share capital by cancellation
of treasury shares of the Company
E.36 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to carry out the issuance
of free share subscription warrants in the
event of public offer on the Company
E.37 THIS IS A SHAREHOLDER PROPOSAL WITH THE SUPPORT Shr Against For
OF THE MANAGEMENT. MANAGEMENT RECOMMENDS A
VOTE IN FAVOUR OF THIS RESOLUTION: Amendments
of Article 14.8 of the new Statutes
E.38 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Election of one or several Board
members by the staff of the Company and of
direct and indirect subsidiaries which registered
office is in France
E.39 Powers to accomplish the formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN TEXT OF RESOLUTION E.37. 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.
--------------------------------------------------------------------------------------------------------------------------
SAGE GROUP PLC Agenda Number: 702750680
--------------------------------------------------------------------------------------------------------------------------
Security: G7771K134
Meeting Type: AGM
Meeting Date: 02-Mar-2011
Ticker:
ISIN: GB0008021650
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and consider the audited accounts Mgmt For For
for the year ended 30 September 2010 together
with the reports of the directors and the auditors
2 To declare a final dividend recommended by the Mgmt For For
directors of 5.22p per ordinary share
for the year ended 30 September 2010 to be
paid on 11 March 2011 to members whose names
appear on the register at the close of business
on 11 February 2011
3 To re-elect Mr G S Berruyer as a director Mgmt For For
4 To re-elect Mr D H Clayton as a director Mgmt For For
5 To re-elect Mr P S Harrison as a director Mgmt For For
6 To re-elect Mr A J Hobson as a director Mgmt For For
7 To re-elect Ms T Ingram as a director Mgmt For For
8 To re-elect Ms R Markland as a director Mgmt For For
9 To re-elect Mr I Mason as a director Mgmt For For
10 To re-elect Mr M E Rolfe as a director Mgmt For For
11 To re-elect Mr P L Stobart as a director Mgmt For For
12 To re-appoint Messrs PricewaterhouseCoopers Mgmt For For
LLP as auditors to the Company and to authorise
the directors to determine their remuneration
13 To approve the Remuneration report for the year Mgmt For For
ended 30 September 2010
14 That: (a) the directors be generally and unconditionally Mgmt Against Against
authorised, in accordance with section
551 of the Companies Act 2006, to exercise
all powers of the Company to allot shares in
the Company or grant rights to subscribe
for, or convert any security into, shares
in the Company: (i) up to a maximum nominal
amount of GBP4,397,488 (such amount to be reduced
by the nominal amount of any equity securities
(as defined in section 560 of the Companies
Act 2006) allotted under paragraph (ii) below
in excess of GBP4,397,488); and (ii) comprising
equity securities (as defined in section 560
of the Companies Act 2006) up to a maximum
nominal amount of GBP8,794,977 (such amount
to be reduced by any shares allotted or rights
granted under paragraph (i) above) in connection
with an offer by way of a rights issue: (A)
to holders CONTD
CONT CONTD of ordinary shares in proportion (as nearly Non-Voting No vote
as may be practicable) to their existing
holdings; and (B) to holders of other equity
securities if this is required by the rights
of those securities or, if the directors
consider it necessary, as permitted by
the rights of those securities; and so that
the directors may make such exclusions or other
arrangements as they consider expedient
in relation to treasury shares, fractional
entitlements, record dates, legal or practical
problems under the laws in any territory or
the requirements of any relevant regulatory
body or stock exchange or any other matter;
(b) this authority shall expire at the conclusion
of the next annual general meeting of the
Company or, if earlier, at the close of
business on 31 March 2012; (c) the Company
may, before this authority expires,
make an CONTD
CONT CONTD offer or agreement which would or might Non-Voting No vote
require shares to be allotted or rights to
be granted after it expires and the directors
may allot shares or grant rights in pursuance
of such offer or agreement as if this authority
had not expired; and (d) all previous unutilised
authorities under section 551 of the Companies
Act 2006 shall cease to have effect (save to
the extent that the same are exercisable pursuant
to section 551(7) of the Companies Act 2006
by reason of any offer or agreement made prior
to the date of this resolution which
would or might require shares to be allotted
or rights to be granted on or after that date)
15 That: (a) the directors be given power: (i) Mgmt Against Against
(subject to the passing of resolution
14) to allot equity securities (as defined
in section 560 of the Companies Act 2006)
for cash pursuant to the authority conferred
on them by that resolution under section
551 of that Act; and (ii) to allot equity
securities (as defined in section 560(3)
of that Act (sale of treasury shares for cash));
in either case as if section 561 of that Act
did not apply to the allotment but this power
shall be limited: (A) to the allotment of equity
securities in connection with an offer
or issue of equity securities (but in the
case of the authority granted under resolution
14(a)(ii), by way of rights issue only)
to or in favour of: I. holders of ordinary
shares in proportion (as nearly as may
be practicable) to their existing holdings;
and II. holders CONTD
CONT CONTD of other equity securities if this is Non-Voting No vote
required by the rights of those securities
or, if the directors consider it necessary,
as permitted by the rights of those securities,
and so that the directors may make such
exclusions or other arrangements as
they consider expedient in relation to treasury
shares, fractional entitlements, record dates,
legal or practical problems under the laws
in any territory or the requirements of any
relevant regulatory body or stock exchange
or any other matter; and (B) to the
allotment of equity securities pursuant to
the authority granted under resolution
14(a)(i) and/or by virtue of section 560(3)
of the Companies Act 2006 (in each case otherwise
than under (A) above) up to a maximum nominal
amount of GBP659,623; (b) this power shall
expire at the conclusion of the next general
meeting of CONTD
CONT CONTD the Company or, if earlier, at the close Non-Voting No vote
of business on 31 March 2012; (c) all previous
unutilised authorities under sections 570 and
573 of the Companies Act 2006 shall cease
to have effect; and (d) the Company may,
before this power expires, make an offer
or agreement which would or might require
equity securities to be allotted after it expires
and the directors may allot equity securities
in pursuance of such offer or agreement as
if this power had not expired
16 That in accordance with the Companies Act 2006 Mgmt For For
the Company be and is hereby granted general
and unconditional authority to make one or
more market purchases (within the meaning
of section 693 of the Companies Act 2006) of
ordinary shares in the capital of the Company
on such terms and in such manner as the
directors shall determine PROVIDED THAT: The
maximum number of ordinary shares which may
be acquired pursuant to this authority is
131,736,058 ordinary shares in the
capital of the Company; The minimum price
which may be paid for each such ordinary share
is its nominal value and the maximum price
is the higher of 105% of the average of the
middle market quotations for an ordinary
share as derived from the London Stock Exchange
Daily Official List for the five business
days immediately before the purchase
is made CONTD
CONT CONTD and the amount stipulated by article 5(1) Non-Voting No vote
of the Buy-back and Stabilisation
Regulation 2003 (in each case exclusive of
expenses); This authority shall expire
at the conclusion of the next annual general
meeting of the Company, or, if earlier, at
close of business on 31 March 2012 unless
renewed before that time; and The Company may
make a contract or contracts to purchase ordinary
shares under this authority before its expiry
which will be or may be executed wholly or
partly after expiry of this authority and may
make a purchase of ordinary shares in pursuance
of such contract
17 That with effect from the conclusion of the Mgmt For For
Annual General Meeting the articles
of association produced to the meeting and
initialled by the Chairman of the meeting
for the purpose of identification be adopted
as the articles of association of the Company
in substitution for, and to the exclusion
of, the existing articles of association
18 That a general meeting (other than an annual Mgmt For For
general meeting) may be called on not less
than 14 clear days' notice
19 That the directors or a duly authorised committee Mgmt For For
of the directors be and are hereby authorised
to continue to grant awards over ordinary shares
in the Company under the French appendix
(Appendix 3) to the Sage Group Performance
Share Plan (the "Plan") until the expiry date
of the Plan, which is 2 March 2015
--------------------------------------------------------------------------------------------------------------------------
SAMPO OYJ Agenda Number: 702791600
--------------------------------------------------------------------------------------------------------------------------
Security: X75653109
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: FI0009003305
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Calling the meeting to order Non-Voting No vote
3 Election of persons to scrutinise 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 annual accounts, the Report Non-Voting No vote
of the Board of Directors and the Auditor's
Report for the year 2010
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 that a dividend of EUR 1.15
per share be paid
9 Resolution on the discharge of the members of Mgmt For For
the Board of Directors and the CEO from liability
10 Resolution on the remuneration of the members Mgmt For For
of the Board of Directors
11 Resolution on the number of members of the Board Mgmt For For
of Directors: the Nomination and Compensation
Committee of the Board proposes that the number
of members be eight
12 Election of members of the Board of Directors: Mgmt For For
the Nomination and Compensation Committee of
the Board proposes that A. Brunila, E. Palin-Lehtinen,
J. Pekkarinen, C. Taxell, V-M. Mattila, M.
Vuoria and B. Wahlroos be re-elected and A.
Grate Axen be elected as a new member
13 Resolution on the remuneration of the Auditor Mgmt For For
14 Election of auditor. The Audit Committee of Mgmt For For
the Board proposes that Ernst and Young be
elected as Company's Auditor
15 Authorising the Board of Directors to decide Mgmt For For
on the repurchase of the company's own shares
16 Closing of the meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
SANDS CHINA LTD Agenda Number: 702979951
--------------------------------------------------------------------------------------------------------------------------
Security: G7800X107
Meeting Type: AGM
Meeting Date: 07-Jun-2011
Ticker:
ISIN: KYG7800X1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110420/LTN20110420023.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR ALL
RESOLUTIONS. THANK YOU.
1 To receive the audited consolidated financial Mgmt For For
statements and the reports of the directors
and auditors for the year ended December 31,
2010
2.a To re-elect Mr. Michael Alan Leven as executive Mgmt For For
director
2.b To re-elect Mr. Toh Hup Hock as executive director Mgmt For For
2.c To re-elect Mr. Jeffrey Howard Schwartz as non-executive Mgmt For For
director
2.d To re-elect Mr. David Muir Turnbull as independent Mgmt For For
non-executive director
2.e To re-elect Mr. Iain Ferguson Bruce as independent Mgmt For For
non-executive director
2.f To authorize the board of directors to fix the Mgmt For For
respective directors' remuneration
3 To re-appoint PricewaterhouseCoopers as auditors Mgmt For For
and to authorize the board of directors to
fix their remuneration
4 To give a general mandate to the directors to Mgmt For For
repurchase shares of the Company not
exceeding 10% of the issued share capital of
the Company as at the date of this resolution
5 To give a general mandate to the directors to Mgmt Against Against
issue additional shares of the Company not
exceeding 20% of the issued share capital of
the Company as at the date of this resolution
6 To extend the general mandate granted to the Mgmt Against Against
directors to issue additional shares of
the Company by the aggregate nominal amount
of the shares repurchased by the
Company
--------------------------------------------------------------------------------------------------------------------------
SANOFI-AVENTIS, PARIS Agenda Number: 702847370
--------------------------------------------------------------------------------------------------------------------------
Security: F5548N101
Meeting Type: MIX
Meeting Date: 06-May-2011
Ticker:
ISIN: FR0000120578
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0316/201103161100708.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0413/201104131101269.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year 2010
O.3 Allocation of income and setting the dividend Mgmt For For
O.4 Agreements and Undertakings pursuant to Articles Mgmt For For
L. 225- 38 et seq. of the Commercial Code
O.5 Setting the amount of attendance allowances Mgmt For For
O.6 Ratification of the co-optation of Mrs. Carole Mgmt For For
Piwnica as Board member
O.7 Appointment of Mrs. Suet-Fern Lee as Board member Mgmt For For
O.8 Renewal of Mr. Thierry Desmarest's term as Board Mgmt For For
member
O.9 Renewal of Mr. Igor Landau's term as Board member Mgmt For For
O.10 Renewal of Mr. Gerard Van Kemmel's term as Board Mgmt For For
member
O.11 Renewal of Mr. Serge Weinberg's term as Board Mgmt For For
member
O.12 Renewal of term of the company PricewaterhouseCoopers Mgmt For For
Audit as principal Statutory Auditor
O.13 Appointment of Mr. Yves Nicolas as deputy Statutory Mgmt For For
Auditor
O.14 Authorization to be granted to the Board of Mgmt For For
Directors to trade the Company's shares
E.15 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to decide to increase capital
by issuing - with preferential subscription
rights - shares and/or securities giving access
to the capital of the Company and/or by
issuing securities entitling to the allotment
of debt securities
E.16 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to decide to increase capital
by issuing - without preferential subscription
rights - shares and/or securities giving
access to the capital of the Company and/or
by issuing securities entitling to the allotment
of debt securities by way of a public offer
E.17 Option to issue shares or securities giving Mgmt Against Against
access to the capital without preferential
subscription rights, in consideration for in-kind
contributions of equity securities or securities
giving access to the capital
E.18 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to increase the number
of issuable securities in the event of capital
increase with or without preferential subscription
rights
E.19 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to decide increase the
share capital by incorporation of premiums,
reserves, profits or other amounts
E.20 Delegation of authority to be granted to the Mgmt Against Against
Board of Directors to decide to increase the
share capital by issuing shares or securities
giving access to the capital reserved for
members of savings plans with cancellation
of preferential subscription rights
in favor of the latter
E.21 Delegation of authority to be granted to the Mgmt For For
Board of Directors to grant options to
subscribe for or purchase shares
E.22 Delegation to be granted to the Board of Directors Mgmt For For
to reduce the share capital by cancellation
of treasury shares
E.23 Amendment of Article 11 of the Statutes Mgmt For For
E.24 Amendment of Article 12 of the Statutes Mgmt For For
E.25 Amendment of Article 19 of the Statutes Mgmt For For
E.26 Change in the name of the Company and consequential Mgmt For For
amendment of the Statutes
E.27 Powers for the formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
SANOMA CORPORATION, HELSINKI Agenda Number: 702841859
--------------------------------------------------------------------------------------------------------------------------
Security: X75713119
Meeting Type: AGM
Meeting Date: 05-Apr-2011
Ticker:
ISIN: FI0009007694
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Calling the meeting to order Non-Voting No vote
3 Election of persons to scrutinise the minutes Non-Voting No vote
and to supervise the counting of votes
4 Recording the legality and quorum 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 auditors'
report for the year 2010
7 Adoption of the financial statements 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 pay a dividend
of EUR 1,10 per share and to transfer EUR
550000 to the donation reserve
9 Resolution on the discharge of the members of Mgmt For For
the board of directors and the president and
CEO from liability
10 Resolution on the remuneration of the members Mgmt For For
of the board of directors
11 EMANATED FROM SHAREHOLDERS REPRESENTING MORE Mgmt For For
THAN 10% OF THE SHARES AND VOTING RIGHTS:
Resolution on the number of members of the
board of directors. Shareholders representing
over 10 PCT of shares and votes propose that
the number of board members be ten
12 EMANATED FROM SHAREHOLDERS REPRESENTING MORE Mgmt For For
THAN 10% OF THE SHARES AND VOTING RIGHTS:
Election of members of the board of directors.
Shareholders representing over 10 PCT of
shares and votes propose that for those in
turn to retire J.Erkko and R.Seppala be re-elected
and that N.Mckinstry and K.Oistamo be
elected as new board members for term ending
in the AGM 2014.J.Rauramo, S.Tamminen,
A.Aris, A.Herlin, S.Hamalainen-Lindfors and
S.Kievari shall continue as board members
13 Resolution on the remuneration of the auditor Mgmt For For
14 Election of auditor. The board proposes to elect Mgmt For For
KPMG Oy Ab
15 Authorising the board of directors to decide Mgmt For For
on the repurchase of the company's
own shares
16 Closing of the meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
SANTEN PHARMACEUTICAL CO.,LTD. Agenda Number: 703112716
--------------------------------------------------------------------------------------------------------------------------
Security: J68467109
Meeting Type: AGM
Meeting Date: 22-Jun-2011
Ticker:
ISIN: JP3336000009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4. Approve Provision of Retirement Allowance for Mgmt For For
Retiring Directors
5. Issuance of Rights to Subscribe for New Shares Mgmt Against Against
as Stock Options in favor of the Directors
6. Issuance of Rights to Subscribe for New Shares Mgmt Against Against
as Stock Options in favor of the Corporate
Officers
--------------------------------------------------------------------------------------------------------------------------
SAP AG, WALLDORF/BADEN Agenda Number: 702969140
--------------------------------------------------------------------------------------------------------------------------
Security: D66992104
Meeting Type: AGM
Meeting Date: 25-May-2011
Ticker:
ISIN: DE0007164600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). FOR QUESTIONS
IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF YOU DO
NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 04 MAY 2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 10 Non-Voting No vote
MAY 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED
IN THE BALLOT ON PROXYEDGE.
1. Presentation of the adopted annual financial Non-Voting No vote
statements and the approved group financial
statements, the combined management report
and group management report of SAP AG, including
the Executive Board's explanatory notes relating
to the information provided pursuant to Sections
289 (4) and (5) and 315 (4) of the German Commercial
Code (HGB), and the Supervisory Board's report,
each for fiscal year 2010
2. Resolution on the appropriation of the retained Mgmt For For
earnings of fiscal year 2010
3. Resolution on the formal approval of the acts Mgmt For For
of the Executive Board in fiscal year 2010
4. Resolution on the formal approval of the acts Mgmt For For
of the Supervisory Board in fiscal year 2010
5. Appointment of the auditors of the financial Mgmt For For
statements and group financial statements for
fiscal year 2011
6. Resolution on the amendment to Section 4 of Mgmt For For
the Articles of Incorporation to reflect changes
in the capital structure since the Articles
of Incorporation were last amended as well
as on the cancellation of Contingent Capital
VI and the corresponding amendment to Section
4 of the Articles of Incorporation
7. Resolution on the authorization of the Executive Mgmt Against Against
Board to issue convertible and/or warrant-linked
bonds, the option to exclude shareholders'
subscription rights, the cancellation of Contingent
Capital IV and Contingent Capital IVa, the
creation of new Contingent Capital IV and the
corresponding amendment to Section 4 of the
Articles of Incorporation
8. Resolution on the approval of a Control and Mgmt For For
Profit Transfer Agreement between SAP AG and
a subsidiary
--------------------------------------------------------------------------------------------------------------------------
SAPPORO HOKUYO HOLDINGS,INC. Agenda Number: 703132768
--------------------------------------------------------------------------------------------------------------------------
Security: J69489102
Meeting Type: AGM
Meeting Date: 23-Jun-2011
Ticker:
ISIN: JP3320950003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SCHINDLER HOLDING AG, HERGISWIL Agenda Number: 702796155
--------------------------------------------------------------------------------------------------------------------------
Security: H7258G209
Meeting Type: AGM
Meeting Date: 15-Mar-2011
Ticker:
ISIN: CH0024638196
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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
1a Approval of the 83rd annual report, the financial Non-Voting No vote
statements and the consolidated group financial
statements 2010, and receipt of the reports
of the Statutory Auditors. The Board of Directors
proposes that the General Meeting approves
the annual report, the financial statements
and the consolidated group financial statements
1b Compensation report 2010. The Board of Directors Non-Voting No vote
proposes that the General Meeting acknowledges
the compensation report
2.1 Appropriation of profits as per balance sheet. Non-Voting No vote
The Board of Directors proposes that the General
Meeting approves the specified appropriation
of the 2010 profits as per balance sheet: Ordinary
dividend CHF 2.00 gross per registered share
and bearer participation certificate (previous
year CHF 2.00 each)
2.2 Appropriation of profits as per balance sheet. Non-Voting No vote
The Board of Directors proposes that the General
Meeting approves the specified appropriation
of the 2010 profits as per balance sheet: Additional
dividend CHF 1.00 gross per registered share
and bearer participation certificate, as specified
3 Discharge of the members of the Board of Directors Non-Voting No vote
and of the management. The Board of Directors
proposes that the General Meeting grants discharge
to all members of the Board of Directors and
of the management for the expired financial
year 2010
4.1.1 The Board of Directors proposes that the General Non-Voting No vote
Meeting re-elects Prof. Dr. Pius Baschera,
Zurich the present member of the Board of Directors
for a term of office of 3 years
4.1.2 The Board of Directors proposes that the General Non-Voting No vote
Meeting re-elects Luc Bonnard, Hergiswil the
present member of the Board of Directors for
a term of office of 3 years
4.1.3 The Board of Directors proposes that the General Non-Voting No vote
Meeting re-elects Dr. Hubertus von Grunberg,
Hannover the present member of the Board of
Directors for a term of office of 3 years
4.1.4 The Board of Directors proposes that the General Non-Voting No vote
Meeting re-elects Alfred N. Schindler the present
member of the Board of Directors for a term
of office of 3 years
4.2 Re-election of the Chairman of the Board of Non-Voting No vote
Directors. The Board of Directors proposes
that the General Meeting re-elects Mr. Alfred
N. Schindler, Hergiswil, as Chairman of the
Board of Directors for a term of office of
3 years
4.3 Appointment of the Statutory Auditors for the Non-Voting No vote
financial year 2011. The Board of Directors
proposes that the General Meeting appoints
Ernst & Young Ltd., Basel, as Statutory Auditors
for the financial year 2011
--------------------------------------------------------------------------------------------------------------------------
SCHINDLER HOLDING AG, HERGISWIL Agenda Number: 702812428
--------------------------------------------------------------------------------------------------------------------------
Security: H7258G233
Meeting Type: AGM
Meeting Date: 15-Mar-2011
Ticker:
ISIN: CH0024638212
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 790295 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 729342, 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 Approval of the 83rd annual report, the financial Mgmt Take No Action
statements and the consolidated group financial
statements 2010, and receipt of the reports
of the statutory auditors
1.B Compensation report 2010 Mgmt Take No Action
2.1 Appropriation of profits as per balance sheet: Mgmt Take No Action
ordinary dividend CHF 2.00 gross per registered
share and bearer participation certificate
(previous year CHF 2.00 each)
2.2 Appropriation of profits as per balance sheet: Mgmt Take No Action
additional dividend CHF 1.00 gross per registered
share and bearer participation certificate
3 Discharge of the members of the board of directors Mgmt Take No Action
and of the management
4.1.1 Re-election of member of the board of directors Mgmt Take No Action
for a term of 3 years: Prof. Dr. Pius Baschera,
Zurich
4.1.2 Re-election of member of the board of directors Mgmt Take No Action
for a term of 3 years: Luc Bonnard, Hergiswil
4.1.3 Re-election of member of the board of directors Mgmt Take No Action
for a term of 3 years: Dr. Hubertus Von Gruenberg,
Hannover
4.1.4 Re-election of member of the board of directors Mgmt Take No Action
for a term of 3 years: Alfred N. Schindler,
Hergiswil
4.2 Re-election of the chairman of the board of Mgmt Take No Action
directors for a term of 3 years: Alfred N.
Schindler
4.3 Appointment of the statutory auditors Ernst Mgmt Take No Action
and Young Ltd, Basel, for the financial year
2011
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH AND SOUTHERN ENERGY PLC, PERTH Agenda Number: 702517307
--------------------------------------------------------------------------------------------------------------------------
Security: G7885V109
Meeting Type: AGM
Meeting Date: 22-Jul-2010
Ticker:
ISIN: GB0007908733
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the report and accounts Mgmt For For
2. Approve the remuneration report Mgmt For For
3. Declare a final dividend Mgmt For For
4. Re-appoint Nick Baldwin Mgmt For For
5. Re-appoint Richard Gillingwater Mgmt For For
6. Re-appoint Alistair Phillips-Davies Mgmt For For
7. Re-appoint KPMG Audit Plc as the Auditors Mgmt For For
8. Authorize the Directors to determine the Auditors' Mgmt For For
remuneration
9. Grant authority for the allotment of shares Mgmt Against Against
S.10 Approve to disapply pre-emption rights Mgmt For For
S.11 Authorize the Company to purchase its own Ordinary Mgmt For For
Shares
S.12 Approve the 14 days' notice of general meetings Mgmt For For
S.13 Adopt the new Articles of Association Mgmt For For
14. Authorize the Directors to offer a Scrip Dividend Mgmt Against Against
Scheme
--------------------------------------------------------------------------------------------------------------------------
SENSHU IKEDA HOLDINGS,INC. Agenda Number: 703170287
--------------------------------------------------------------------------------------------------------------------------
Security: J71435101
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3132600002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2 Approve Purchase of Own Class I Shares Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
4.1 Appoint a Supplementary Auditor Mgmt For For
4.2 Appoint a Supplementary Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SERCO GROUP PLC Agenda Number: 702886168
--------------------------------------------------------------------------------------------------------------------------
Security: G80400107
Meeting Type: AGM
Meeting Date: 09-May-2011
Ticker:
ISIN: GB0007973794
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Annual report and accounts for Mgmt For For
the year ended 31 Dec-10
2 To approve the Directors Remuneration Report Mgmt For For
for the year ended 31 December 2010
3 To declare a final dividend on the ordinary Mgmt For For
shares of the Company
4 To elect Paul Brooks as a Non Executive Director Mgmt For For
5 To re elect Alastair Lyons as a Non Executive Mgmt For For
Director
6 To re elect Christopher Hyman as an Executive Mgmt For For
Director
7 To re elect Andrew Jenner as an Executive Director Mgmt For For
8 To re elect David Richardson as a Non Executive Mgmt For For
Director
9 To re elect Leonard Broese van Groenou as a Mgmt For For
Non Executive Director
10 To reappoint Deloitte LLP as auditors of the Mgmt For For
Company
11 That the Directors be authorised to agree the Mgmt For For
remuneration of the auditors
12 To authorise the Company to make market purchases Mgmt For For
of its own shares within the meaning of
Section 693 4 of the Companies Act 2006
13 To authorise the Directors to allot relevant Mgmt For For
securities in accordance with the Companys
Articles of Association
14 To disapply statutory pre emption rights Mgmt For For
15 To authorise the Company or any company which Mgmt For For
is or becomes its subsidiary during the
period to which this resolution has effect
to make political donations
16 That a general meeting other than an annual Mgmt For For
general meeting may be called on not less
than 14 days clear notice
17 To increase the limit on Directors fees Mgmt Against Against
18 To elect Angie Risley as a Non Executive Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SEVEN & I HOLDINGS CO.,LTD. Agenda Number: 703040066
--------------------------------------------------------------------------------------------------------------------------
Security: J7165H108
Meeting Type: AGM
Meeting Date: 26-May-2011
Ticker:
ISIN: JP3422950000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
3. Entrusting to the Company's Board of Directors Mgmt Against Against
determination of the subscription requirements
for the share subscription rights, as stock
options for stock-linked compensation issued
to the executive officers of the Company, as
well as the directors and executive officers
of the Company's subsidiaries
--------------------------------------------------------------------------------------------------------------------------
SGS SA Agenda Number: 702803102
--------------------------------------------------------------------------------------------------------------------------
Security: H7484G106
Meeting Type: AGM
Meeting Date: 15-Mar-2011
Ticker:
ISIN: CH0002497458
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 750820, 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.
CMMT 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.
1 Approval of the 2010 annual report and accounts Mgmt Take No Action
of SGS SA and of the consolidated accounts
of the SGS Group
2 2010 remuneration report (consultative vote) Mgmt Take No Action
3 Release of the members of the Board of directors Mgmt Take No Action
and of the Management
4 Decision on the appropriation of profits resulting Mgmt Take No Action
from the balance sheet of SGS SA
5.A Election of Mr. John Elkann to the Board of Mgmt Take No Action
Directors for a term of three years ending
on the date of the 2014 Annual General Meeting
5.B Election of Dr. Cornelius Grupp to the Board Mgmt Take No Action
of Directors for a term of three years ending
on the date of the 2014 Annual General Meeting
6 Re-election of Deloitte SA, Geneva, as Auditors Mgmt Take No Action
of SGS SA and Group Auditors for the year 2011
7 Amendment of article 5ter of the Articles of Mgmt Take No Action
Incorporation (authorised share capital)
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Take No Action
IN TEXT OF RESOLUTION 2. 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.
--------------------------------------------------------------------------------------------------------------------------
SHANGRI-LA ASIA LTD Agenda Number: 702778931
--------------------------------------------------------------------------------------------------------------------------
Security: G8063F106
Meeting Type: SGM
Meeting Date: 28-Feb-2011
Ticker:
ISIN: BMG8063F1068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110202/LTN20110202398.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTIONS
"1 AND 2". THANK YOU.
1 To re-elect the retiring director, Mr Gregory Mgmt For For
Allan Dogan
2 To confirm, ratify and approve the Agreements Mgmt For For
and the Transactions (both as defined in
the circular to the shareholders of the Company
dated 7 February 2011) and to authorise the
Board of Directors of the Company to take all
such actions as it considers necessary or desirable
to implement and give effect to the Agreements
and the Transactions
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN 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.
--------------------------------------------------------------------------------------------------------------------------
SHANGRI-LA ASIA LTD Agenda Number: 703019819
--------------------------------------------------------------------------------------------------------------------------
Security: G8063F106
Meeting Type: AGM
Meeting Date: 31-May-2011
Ticker:
ISIN: BMG8063F1068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110426/LTN20110426426.pdf
1 To receive, consider and, if thought fit, adopt Mgmt For For
the audited financial statements and
the reports of the directors and the auditor
of the Company for the year ended 31 December
2010
2 To declare a final dividend for the year ended Mgmt For For
31 December 2010
3.A Election of Director: Mr Madhu Rama Chandra Mgmt For For
RAO
3.B Election of Director: Mr KUOK Khoon Loong Edward Mgmt For For
3.C Election of Director: Mr Alexander Reid HAMILTON Mgmt For For
3.D Election of Director: Mr Michael Wing-Nin CHIU Mgmt For For
3.E Election of Director: Professor LI Kwok Cheung Mgmt For For
Arthur
4 To fix the directors' fee (including fees payable Mgmt For For
to members of the audit committee and the
remuneration committee) for the year ending
31 December 2011
5 To re-appoint Messrs PricewaterhouseCoopers Mgmt For For
as the auditor of the Company for the ensuing
year and to authorise the directors of the
Company to fix its remuneration
6.A To approve the 20% new issue general mandate Mgmt Against Against
6.B To approve the 10% share repurchase mandate Mgmt For For
6.C To approve, conditional upon Resolution 6B being Mgmt Against Against
duly passed, the mandate of additional new
issue by the amount repurchased under Resolution
6B
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF CONSERVATIVE 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.
--------------------------------------------------------------------------------------------------------------------------
SHIKOKU ELECTRIC POWER COMPANY,INCORPORATED Agenda Number: 703142531
--------------------------------------------------------------------------------------------------------------------------
Security: J72079106
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3350800003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to: Allow Disclosure of Shareholder Mgmt For For
Meeting Materials on the Internet, Reduce Term
of Office of Directors to One Year, Allow Electronic
Records for BOD Resolution, Adopt Reduction
of Liability System for All Directors and All
Auditors
3. Approve Purchase of Own Shares Mgmt For For
4.1 Appoint a Director Mgmt For For
4.2 Appoint a Director Mgmt For For
4.3 Appoint a Director Mgmt For For
4.4 Appoint a Director Mgmt For For
4.5 Appoint a Director Mgmt For For
4.6 Appoint a Director Mgmt For For
4.7 Appoint a Director Mgmt For For
4.8 Appoint a Director Mgmt For For
4.9 Appoint a Director Mgmt For For
4.10 Appoint a Director Mgmt For For
4.11 Appoint a Director Mgmt For For
4.12 Appoint a Director Mgmt For For
4.13 Appoint a Director Mgmt For For
5.1 Appoint a Corporate Auditor Mgmt For For
5.2 Appoint a Corporate Auditor Mgmt For For
6. Approve Provision of Retirement Allowance for Mgmt Against Against
Retiring Directors and Retiring Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
SHIN-ETSU CHEMICAL CO.,LTD. Agenda Number: 703151302
--------------------------------------------------------------------------------------------------------------------------
Security: J72810120
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3371200001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
4 Allow Board to Authorize Use of Stock Options Mgmt Against Against
5 Approve Extension of Anti-Takeover Defense Measures Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SHIRE PLC Agenda Number: 702877931
--------------------------------------------------------------------------------------------------------------------------
Security: G8124V108
Meeting Type: AGM
Meeting Date: 26-Apr-2011
Ticker:
ISIN: JE00B2QKY057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Company's accounts together with Mgmt For For
the Directors and Auditors reports
2 To approve the remuneration report Mgmt For For
3 To re-elect Matthew Emmens as a Director of Mgmt For For
the Company
4 To re-elect Angus Russell as a Director of the Mgmt For For
Company
5 To re-elect Graham Hetherington as a Director Mgmt For For
of the Company
6 To re-elect David Kappler as a Director of the Mgmt For For
Company
7 To re-elect Patrick Langlois as a Director of Mgmt For For
the Company
8 To re-elect Dr Jeffrey Lelden as a Director Mgmt For For
of the Company
9 To elect Dr David Ginsburg as a Director of Mgmt For For
the Company
10 To elect Anne Minto as a Director of the Company Mgmt For For
11 To re-appoint Deloitte LLP as auditors of the Mgmt For For
Company
12 To authorize the Audit, Compliance & Risk Committee Mgmt For For
to determine the remuneration of the
auditors
13 To authorize the allotment of shares Mgmt Against Against
14 To authorize the disapplication of pre-emption Mgmt For For
rights
15 To authorize market puchases Mgmt For For
16 To adopt new Articles of Association Mgmt For For
17 To approve the notice period for general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SHOWA SHELL SEKIYU K.K. Agenda Number: 702831567
--------------------------------------------------------------------------------------------------------------------------
Security: J75390104
Meeting Type: AGM
Meeting Date: 30-Mar-2011
Ticker:
ISIN: JP3366800005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Supplementary Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors and Mgmt Against Against
Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE AIRLINES LTD Agenda Number: 702538717
--------------------------------------------------------------------------------------------------------------------------
Security: Y7992P128
Meeting Type: EGM
Meeting Date: 27-Jul-2010
Ticker:
ISIN: SG1V61937297
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Authorize the Directors of the Company, for Mgmt For For
the purposes of Sections 76C and 76E of the
Companies Act, Chapter 50 of Singapore [the
Companies Act], to purchase or otherwise acquire
issued ordinary shares in the capital of the
Company [the Shares] not exceeding in aggregate
the Maximum Limit [10% of the total number
of the issued shares as at the date of the
passing of this resolution [excluding any shares
which are held as treasury shares as at that
date]], at such price or prices as may be determined
by the Directors of the Company from time to
time up to the Maximum Price [105% of the average
closing price of the shares], whether by way
of: [i] market purchase[s] on the Singapore
Exchange Securities Trading Limited [SGX-ST];
and/or [ii] off-market purchase[s] [if effected
otherwise than on the SGX-ST] in accordance
with any equal access scheme[s] as may be determined
or formulated by the Directors as they consider
fit , which scheme[s] shall satisfy all the
conditions prescribed by the Companies Act,
and otherwise in accordance with all other
laws and regulations and rules of the SGX-ST
as may for the time being be applicable, [the
Share Buy Back Mandate]; [Authority expires
the earlier of the next AGM of the Company
is held or the date by which the next AGM of
the Company is required by law to be held and
the date on which purchases and acquisitions
of shares pursuant to the share buy back mandate
are carried out to the full extent mandated];
authorize the Directors of the Company and/or
any of them to complete and do all such acts
and things [including executing such documents
as may be required] as they and/or he may consider
expedient or necessary to give effect to the
transactions contemplated and/or authorized
by this resolution
2. Authorize the Company, for the purposes of Chapter Mgmt For For
9 of the listing manual [Chapter 9] of the
SGX-ST, its subsidiaries and associated companies
that are entities at risk [as that term is
used in Chapter 9], or any of them, to enter
into any of the transactions falling within
the types of interested person transactions
as with any party who is of the class of interested
persons as specified, provided that such transactions
are made on normal commercial terms and in
accordance with the review procedures for such
interested person transactions; [Authority
expires at the conclusion of the next AGM of
the Company]; and authorize the Directors of
the Company to complete and do all such acts
and things [including executing all such documents
as may be required] as they may consider expedient
or necessary or in the interests of the Company
to give effect to the IPT Mandate and/or this
Resolution
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE AIRLINES LTD Agenda Number: 702541548
--------------------------------------------------------------------------------------------------------------------------
Security: Y7992P128
Meeting Type: AGM
Meeting Date: 27-Jul-2010
Ticker:
ISIN: SG1V61937297
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive and adopt the Directors' report and Mgmt For For
audited financial statements for the YE 31
MAR 2010 and the Auditors' report thereon
2 Declare a final dividend of 12 cents per ordinary Mgmt For For
share for the YE 31 MAR 2010
3.A Re-elect Mr. David Michael Gonski as a Director, Mgmt For For
who retires by rotation in accordance with
Article 82 of the Company's Articles of Association
3.B Re-elect Mr. James Koh Cher Siang as a Director, Mgmt For For
who retires by rotation in accordance with
Article 82 of the Company's Articles of Association
3.C Re-elect Mrs. Christina Ong as a Director, who Mgmt For For
retires by rotation in accordance with
Article 82 of the Company's Articles of Association
4.A Re-elect Dr. Helmut Gunter Wilhelm Panke as Mgmt For For
a Director, who retires in accordance
with Article 89 of the Company's Articles of
Association
4.B Re-elect Dr. William Fung Kwok Lun as a Director, Mgmt For For
who retires in accordance with Article 89
of the Company's Articles of Association
5 Approve the Directors' fees of up to SGD 1,650,000 Mgmt For For
for the FYE 31 MAR 2011 (FY 2009/2010: SGD
1,650,000)
6 Re-appoint Messrs Ernst & Young LLP as the Auditors Mgmt For For
of the Company and authorize the Directors
to fix their remuneration
7.1 Authorize the Directors of the Company, pursuant Mgmt Against Against
to Section 161 of the Companies Act,
Chapter 50, to issue shares in the capital
of the Company (shares) whether by way
of rights, bonus or otherwise; and/or notice
of AGM (ii) make or grant offers, agreements
or options (collectively, Instruments) that
might or would require shares to be issued,
including but not limited to the creation and
issue of (as well as adjustments to) warrants,
debentures or other instruments convertible
into shares, at any time and upon such terms
and conditions and for such purposes and
to such persons as the Directors may in their
absolute discretion deem fit; and (b) (notwithstanding
the authority conferred by this resolution
may have ceased to be in force) issue shares
in pursuance of any Instrument made CONTD
CONTD CONTD or granted by the Directors while this Non-Voting No vote
resolution was in force, provided that:
(1) the aggregate number of shares to be issued
pursuant to this resolution (including shares
to be issued in pursuance of Instruments
made or granted pursuant to this resolution)
does not exceed 50% of the total number of
issued shares (excluding treasury shares) in
the capital of the Company (as calculated
in accordance with sub-Paragraph (2) below),
of which the aggregate number of shares to
be issued other than on a pro rata basis to
shareholders of the Company (including shares
to be issued in pursuance of Instruments
made or granted pursuant to this resolution)
does not exceed 5% of the total number of
issued shares (excluding treasury shares) in
the capital of the Company (as calculated
in accordance with CONTD
CONTD CONTD sub-Paragraph (2) below); (2) (subject Non-Voting No vote
to such manner of calculation as may be prescribed
by the Singapore Exchange Securities Trading
Limited ("SGX-ST")) for the purpose
of determining the aggregate number of shares
that may be issued under sub-Paragraph
(1) above, the percentage of issued shares
shall be based on the total number of issued
shares (excluding treasury shares)
in the capital of the Company at the time this
resolution is passed, after adjusting for:
(i) new shares arising from the conversion
or exercise of any convertible securities
or share options or vesting of share awards
which are outstanding or subsisting at the
time this resolution is passed; and (ii)
any subsequent bonus issue or consolidation
or subdivision of shares; CONTD
CONTD CONTD Authority expires the earlier of the Non-Voting No vote
conclusion of the next AGM of the Company or
the date of the next AGM of the Company as
required by law
7.2 Authorize the Directors to (a) grant awards Mgmt Against Against
in accordance with the provisions of the SIA
Performance Share Plan ("Performance Share
Plan") and/or the SIA Restricted Share Plan
("Restricted Share Plan"); and (b) allot and
issue from time to time such number of ordinary
shares in the capital of the Company as may
be required to be issued pursuant to the exercise
of options under the SIA Employee Share
Option Plan ("Share Option Plan") and/or such
number of fully paid shares as may be required
to be issued pursuant to the vesting of awards
under the Performance Share Plan and/or the
Restricted Share Plan (the Share Option Plan,
the Performance Share Plan and the Restricted
Share Plan, together the "Share Plans"), provided
that: (1) the maximum number of new ordinary
shares which may be issued pursuant CONTD
CONTD CONTD to the Share Plans shall not exceed 13 Non-Voting No vote
per cent of the total number of issued ordinary
shares (excluding treasury shares) in the capital
of the Company, as determined in accordance
with the Share Plans; and (2) the maximum
number of new ordinary shares under awards
to be granted pursuant to the Performance
Share Plan and the Restricted Share Plan during
the period commencing from the date of this
AGM of the Company and ending on the date of
the next AGM of the Company or the date by
which the next AGM of the Company is required
by law to be held, whichever is the earlier,
shall not exceed 1.5% of the total number
of issued ordinary shares (excluding treasury
shares) in the capital of the Company
preceding the relevant date of grant
8 Transact such other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE PRESS HLDGS LTD Agenda Number: 702703299
--------------------------------------------------------------------------------------------------------------------------
Security: Y7990F106
Meeting Type: AGM
Meeting Date: 01-Dec-2010
Ticker:
ISIN: SG1P66918738
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR ALL RESOLUTIONS.
THANK YOU.
1 To adopt Directors' Report and Audited Accounts Mgmt For For
2 To declare a Final Dividend and a Special Dividend Mgmt For For
3.1 To re-appoint Cham Tao Soon as the Director Mgmt For For
pursuant to Section 153(6) of the Companies
Act, Cap. 50
3.2 To re-appoint Ngiam Tong Dow as the Director Mgmt For For
pursuant to Section 153(6) of Companies Act,
Cap. 50
3.3 To re-appoint Tony Tan Keng Yam as the Director Mgmt For For
pursuant to Section 153(6) of (the Companies
Act, Cap. 50
3.4 To re-appoint Yong Pung How as the Director Mgmt For For
pursuant to Section 153(6) of the Companies
Act, Cap. 50
4.1 To re-elect Chan Heng Loon Alan as the Director Mgmt For For
4.2 To re-elect Ng Ser Miang as the Director Mgmt For For
4.3 To re-elect Chong Siak Ching as the Director Mgmt For For
5 To approve Directors' fees for the financial Mgmt For For
year ended 31 August 2010
6 To approve Directors' fees for the financial Mgmt For For
year ending 31 August 2011
7 To appoint Auditors and authorise Directors Mgmt For For
to fix their remuneration
8 To transact any other business Mgmt For Against
9.1 To approve the Ordinary Resolution pursuant Mgmt For For
to Section 161 of the Companies Act, Cap.
50
9.2 To authorize Directors to grant awards and to Mgmt For For
allot and issue shares in accordance with
the provisions of the SPH Performance Share
Plan
9.3 To approve the renewal of the Share Buy Back Mgmt For For
Mandate
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE TELECOMMUNICATIONS LTD, SINGAPORE Agenda Number: 702534555
--------------------------------------------------------------------------------------------------------------------------
Security: Y79985209
Meeting Type: EGM
Meeting Date: 30-Jul-2010
Ticker:
ISIN: SG1T75931496
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Authorize the Directors of the Company, for Mgmt For For
the purposes of Sections 76C and 76E of the
Companies Act, Chapter 50 of Singapore [the
Companies Act ], to purchase or otherwise acquire
issued ordinary shares in the capital of the
Company [ Shares ] not exceeding in aggregate
the Maximum Limit [as specified], at such price
or prices as may be determined by the Directors
from time to time up to the Maximum Price [as
specified], whether by way of: [i] market purchase[s]
on the Singapore Exchange Securities Trading
Limited [ SGX-ST ] and/or any other stock exchange
on which the Shares may for the time being
be listed and quoted [ Other Exchange ]; and/or
[ii] off-market purchase[s] [if effected otherwise
than on the SGX-ST or, as the case may be,
Other Exchange] in accordance with any equal
access scheme[s] as may be determined or formulated
by the Directors as they consider fit, which
scheme[s] shall satisfy all the conditions
prescribed by the Companies Act, and otherwise
in accordance with all other laws and regulations
and rules of the SGX-ST or, as the case may
be, Other Exchange as may for the time being
be applicable, [the Share Purchase Mandate
]; [the authority conferred on the Directors
of the Company pursuant to the Share Purchase
Mandate may be exercised by the Directors at
any time and from time to time during the period
commencing from the date of the passing of
this Resolution and [Authority expires the
earlier of the conclusion or the date on which
the next AGM of the Company is held; and the
date by which the next AGM of the Company is
required by law to be held]; average closing
price means the average of the last dealt prices
[excluding any transaction that the SGX-ST
or Other Exchange [as the case may be] requires
to be excluded for this purpose] of a Share
for the five consecutive market days on which
the Shares are transacted on the SGX-ST or,
as the case may be, Other Exchange immediately
preceding the date of market purchase by the
Company or, as the case may be, the date of
the making of the offer pursuant to the off-market
purchase, and deemed to be adjusted, in accordance
with the listing rules of the SGX-ST, for any
corporate action which occurs after the relevant
five-day period; date of the making of the
offer means the date on which the Company makes
an offer for the purchase or acquisition of
Shares from holders of Shares, stating therein
the relevant terms of the equal access scheme
for effecting the off-market purchase; Maximum
Limit means that number of issued Shares representing
10% of the total number of issued Shares as
at the date of the passing of this Resolution
[excluding any Shares which are held as treasury
shares as at that date]; and Maximum Price
in relation to a Share to be purchased or acquired,
means the purchase price [excluding brokerage,
commission, applicable goods and services tax
and other related expenses] which shall not
exceed: [i] in the case of a market purchase
of a Share, 105% of the Average Closing Price
of the Shares; and [ii] in the case of an off-market
purchase of a Share pursuant to an equal access
scheme, 110% of the Average Closing Price of
the Shares; and to complete and do all such
acts and things [including executing such documents
as may be required] as they and/or he may consider
expedient or necessary to give effect to the
transactions contemplated and/or authorized
by this Resolution
2 Approve, for the purposes of Rule 10.14 of the Mgmt For For
ASX Listing Rules, the participation by the
Relevant Person in the Relevant Period specified
in paragraph 3.2 of the Circular to Shareholders
and CUFS Holders dated 29 JUN 2010 in the SingTel
Performance Share Plan, on the terms as specified
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE TELECOMMUNICATIONS LTD, SINGAPORE Agenda Number: 702534783
--------------------------------------------------------------------------------------------------------------------------
Security: Y79985209
Meeting Type: AGM
Meeting Date: 30-Jul-2010
Ticker:
ISIN: SG1T75931496
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive and adopt the financial statements for Mgmt For For
the FYE 31 MAR 2010, the Directors' report
and the Auditors' report thereon
2 Declare the final dividend of 8.0 cents per Mgmt For For
share in respect of the FYE 31 MAR 2010
3 Re-elect Mr. Simon Israel, who retires by rotation Mgmt For For
in accordance with Article 97 of the Company's
Articles of Association
4 Approve the payment of Directors' fees by the Mgmt For For
Company of up to SGD 2,450,000 for the FY
ending 31 MAR 2011
5 Re-appoint the Auditors and authorize the Directors Mgmt For For
to fix their remuneration
0 Transact any other business Non-Voting No vote
6 Authorize the Directors to: issue shares in Mgmt Against Against
the capital of the Company shares whether
by way of rights, bonus or otherwise; and/or
make or grant offers, agreements or options
collectively, Instruments that might or would
require shares to be issued, including but
not limited to the creation and issue of
as well as adjustments to warrants, debentures
or other instruments convertible
into shares, at any time and upon such terms
and conditions and for such purposes and
to such persons as the Directors may in their
absolute discretion deem fit; and notwithstanding
the authority conferred by this Resolution
may have ceased to be in force issue shares
in pursuance of any Instrument made or granted
by the Directors while this Resolution
was in force, provided that: the aggregate
number of shares to be issued pursuant to CONTD.
CONT CONTD. this resolution including shares to Non-Voting No vote
be issued in pursuance of Instruments
made or granted pursuant to this Resolution
does not exceed 50% of the total number of
issued shares excluding treasury shares in
the capital of the Company as calculated
in accordance with Sub-Paragraph (II) , of
which the aggregate number of shares to be
issued other than on a pro rata basis to shareholders
of the Company including shares to be issued
in pursuance of Instruments made or
granted pursuant to this Resolution does
not exceed 5% of the total number of issued
shares excluding treasury shares in the capital
of the Company as calculated in accordance
with sub-Paragraph (II) ; subject
to such manner of calculation as may be
prescribed by the Singapore Exchange Securities
Trading Limited SGX-ST for the purpose of
determining the CONTD.
CONT CONTD. aggregate number of shares that may be Non-Voting No vote
issued under this resolution, the percentage
of issued shares shall be based on the total
number of issued shares excluding treasury
shares in the capital of the Company at the
time this Resolution is passed, after adjusting
for: a) new shares arising from the conversion
or exercise of any convertible securities or
share options or vesting of share awards which
are outstanding or subsisting at the time this
Resolution is passed; and b) any subsequent
bonus issue or consolidation or sub-division
of shares; in exercising the authority conferred
by this Resolution, the Company shall
comply with the provisions of the Listing
Manual of the SGX-ST and the rules CONTD.
CONT CONTD. of any other stock exchange on which Non-Voting No vote
the shares of the Company may for the time
being be listed or quoted Other Exchange
for the time being in force unless such
compliance has been waived by the SGX-ST or,
as the case may be, the Other Exchange and
the Articles of Association for the time
being of the Company; and Authority shall
continue in force until the conclusion
of the next AGM of the Company or the date
by which the next AGM of the Company is required
by law to be held
7 Authorize the Directors to allot and issue from Mgmt Against Against
time to time such number of shares in the
capital of the Company as may be required to
be issued pursuant to the exercise of options
under the Singapore Telecom Share Option Scheme
1999 1999 Scheme , provided that the aggregate
number of new shares to be issued pursuant
to the exercise of options granted under the
1999 Scheme shall not exceed 5% of the
total number of issued shares excluding treasury
shares in the capital of the Company from
time to time as calculated in accordance
with the Rules of the 1999 Scheme
8 Authorize the Directors to grant awards in accordance Mgmt Against Against
with the provisions of the SingTel Performance
Share Plan Share Plan and to allot and issue
from time to time such number of shares in
the capital of the Company as may be required
to be issued pursuant to the vesting of awards
under the Share Plan, provided that: i) the
aggregate number of new shares to be issued
pursuant to the exercise of options granted
under the 1999 Scheme and the vesting of
awards granted or to be granted under the
Share Plan shall not exceed 10% of the total
number of issued shares excluding treasury
shares in the capital of the Company from
time to time; and ii) the aggregate number
of new shares under awards to be granted pursuant
to the Share Plan during the period commencing
from CONTD.
CONT CONTD. the date of this AGM of the Company and Non-Voting No vote
ending on the date of the next AGM of the Company
or the date by which the next AGM of the Company
is required by law to be held, whichever
is the earlier, shall not exceed 1% of the
total number of issued shares excluding treasury
shares in the capital of the Company from
time to time
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 4 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED. HENCE,
IF YOU HAVE OBTAINED BENEFIT OR DO EXPECT TO
OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE
(OR VOTE "ABSTAIN") FOR THE RELEVANT
PROPOSAL ITEMS.
--------------------------------------------------------------------------------------------------------------------------
SKANDINAVISKA ENSKILDA BANKEN, STOCKHOLM Agenda Number: 702799808
--------------------------------------------------------------------------------------------------------------------------
Security: W25381141
Meeting Type: AGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: SE0000148884
--------------------------------------------------------------------------------------------------------------------------
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
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
1 Opening of the Meeting Non-Voting No vote
2 The Nomination Committee proposes Sven Unger, Non-Voting No vote
member of the Swedish Bar Association,
as Chairman of the Meeting
3 Preparation and approval of the voting list Non-Voting No vote
4 Approval of the agenda Non-Voting No vote
5 Election of two persons to check the minutes Non-Voting No vote
of the Meeting together with the Chairman
6 Determination of whether the Meeting has been Non-Voting No vote
duly convened
7 Presentation of the Annual Report and the Auditors' Non-Voting No vote
Report as well as the Consolidated Accounts
and the Auditors' Report on the consolidated
accounts
8 The President's speech Non-Voting No vote
9 Adoption of the Profit and Loss Account and Mgmt For For
Balance Sheet as well as the Consolidated
Profit and Loss Account and Consolidated Balance
Sheet
10 Allocation of the Bank's profit as shown in Mgmt For For
the Balance Sheet adopted by the Meeting
11 Discharge from liability of the Members of the Mgmt For For
Board of Directors and the President
12 Information concerning the work of the Nomination Non-Voting No vote
Committee
13 Determination of the number of Directors to Mgmt For For
be elected by the Meeting
14 Approval of the remuneration to the Directors Mgmt For For
elected by the Meeting and the Auditor
15 The Nomination Committee proposes re-election Mgmt For For
of the Directors: Annika Falkengren,
Signhild Arnegard Hansen, Urban Jansson, Tuve
Johannesson, Birgitta Kantola, Tomas
Nicolin, Jesper Ovesen, Carl Wilhelm Ros, Jacob
Wallenberg and Marcus Wallenberg and
new election of Johan H. Andresen, Jr. Marcus
Wallenberg is proposed as Chairman of the Board
of Directors
16 Decision on a Nomination Committee Mgmt For For
17 The Board of Director's proposal on guidelines Mgmt For For
for salary and other remuneration
for the President and other members of the
Group Executive Committee
18.a The Board of Director's proposal on long term Mgmt For For
equity based programmes for 2011: Share
Savings Programme 2011
18.b The Board of Director's proposal on long term Mgmt For For
equity based programmes for 2011: Share
Matching Programme 2011
19.a The Board of Director's proposal on the acquisition Mgmt For For
and sale of the Bank's own Shares: The acquisition
of the Bank's own shares in its securities
business
19.b The Board of Director's proposal on the acquisition Mgmt For For
and sale of the Bank's own Shares: The acquisition
and sale of the Bank's own shares for capital
purposes and for long term equity based
programmes
19.c The Board of Director's proposal on the acquisition Mgmt For For
and sale of the Bank's own Shares: transfer
of the Bank's own shares to participants in
the 2011 long term equity based programmes
20 The Board of Director's proposal on amendment Mgmt For For
to the Articles of Association
21 The Board of Director's proposal on the appointment Mgmt For For
of auditors of foundations that
have delegated their business to the Bank
22 Proposal submitted by a shareholder for an examination Mgmt For For
by a special examiner according to Chapter
10 Section 21 in the Swedish Companies Act
23 Closing of the Annual General Meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
SKY CITY ENTMT GROUP LTD Agenda Number: 702633214
--------------------------------------------------------------------------------------------------------------------------
Security: Q8513Z115
Meeting Type: AGM
Meeting Date: 29-Oct-2010
Ticker:
ISIN: NZSKCE0001S2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Elect Dryden Spring as a Director Mgmt For For
2 Elect Peter Cullinane as a Director Mgmt For For
3 Elect Bruce Carter as a Director Mgmt For For
4 Authorize the Board to Fix the Remuneration Mgmt For For
of the Auditors
--------------------------------------------------------------------------------------------------------------------------
SNAM RETE GAS SPA Agenda Number: 702838244
--------------------------------------------------------------------------------------------------------------------------
Security: T8578L107
Meeting Type: OGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: IT0003153415
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting Take No Action
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 14 APR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. THANK YOU.
1 Balance sheet as 31 December 2010. Consolidated Mgmt Take No Action
balance sheet as of 31 December 2010.
Directors, board of auditors and auditing company's
reportings. Related resolutions
2 Profits allocation and dividend distribution Mgmt Take No Action
3 Amendment to the Snam Rete Gas Spa shareholder's Mgmt Take No Action
meeting regulations
--------------------------------------------------------------------------------------------------------------------------
SOLVAY SA, BRUXELLES Agenda Number: 702844780
--------------------------------------------------------------------------------------------------------------------------
Security: B82095116
Meeting Type: EGM
Meeting Date: 08-Apr-2011
Ticker:
ISIN: BE0003470755
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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
I.1.1 Special report of the Board of Directors relating Non-Voting No vote
to the modification of the purpose of the
corporation Statement summarising the assets
and liabilities of the company on February
28, 2011
I.1.2 Auditor report on the statement summarising Non-Voting No vote
the assets and liabilities of the company on
February 28, 2011
I.1.3 Modification of Article 3 of the by-laws Mgmt Take No Action
2.1 Report of the Board of Directors relating to Non-Voting No vote
the modification of the article 10ter (purchase
and disposal of company's common stock), the
by-laws modifications required by
the law of December 20, 2010 intended to adapt
the Companies Code to the 2007/36 CE directive
dated July 11, 2007 regarding the exercise
of certain shareholder rights for listed companies
and some others modifications to clean up
certains existing articles in the bylaws
2.2 Modification of Article 10 ter Mgmt Take No Action
2.3.1 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
10bis
2.3.2 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
11 alinea 5
2.3.3 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
13bis
2.3.4 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
15
2.3.5 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
16
2.3.6 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
20
2.3.7 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
21
2.3.8 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
33
2.391 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
34
2.392 In addition, the text of this provision must Mgmt Take No Action
comply with the new law allowing for the possibility
of one or more shareholders, who together possess
at least 3% of the equity capital of the
company, to request that items be put on
the agenda for any General Shareholders' Meeting.
It is therefore proposed to revise paragraph
2 and to introduce a new paragraph 3 to Article
34. Paragraphs 2 and 3 of Article 34
of the by-laws would thus read as follows:
The Board of Directors and the Auditors may
call extraordinary shareholders meetings
and prepare their agendas. They shall call
them on the request of shareholders representing
one-fifth of the Corporation's registered capital.
In that case, the shareholders shall indicate
the items to be included on the agenda in their
request for a meeting. One or more shareholders
together CONTD
CONT CONTD possessing at least three percent of the Non-Voting No vote
Corporation's registered capital, under
the conditions set by the Companies Code, may
require that items be placed on the agenda
of any General Shareholders' Meeting and
propose suggested decisions concerning
items on or to be placed on the agenda for
a meeting already convened
2.310 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
36
2.311 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
37
2.312 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
38
23131 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
39
23132 At the end of paragraph 4 of Article 39, a sentence Mgmt Take No Action
as follows should be added: Electronic
votes are added to a secret ballot. The electronic
voting procedures will be explained at the
beginning of each shareholders' meeting
2.314 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
40
2.315 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
41
2.316 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
42
2.317 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
43
2.318 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
45
2.319 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
46
2.320 By-laws modifications based on the law of December Mgmt Take No Action
20, 2010 and up-date of the by-laws. Article
48
III Suspensive condition. The Board of Directors Mgmt Take No Action
invites you to adopt the proposed resolution
referred to under 2.3 above, with effect from
1 January 2012, under the suspensive condition
that the law of December 20, 2010 concerning
the exercise of certain rights of shareholders
in listed companies come into force by that
date
IV Power. It is proposed that the Extraordinary Mgmt Take No Action
General Meeting gives to two Directors
of the company with the position of Chairman
or a Member of the Executive Committee,
with the option of sub-delegated the authority
to ensure implementation of decisions taken,
in finding realization of the condition
and to establish the coordination of statutes.
The Board invites you to adopt this proposal
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting Take No Action
REACH QUORUM, THERE WILL BE A SECOND CALL ON
10 MAY 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. PLEASE BE ALSO ADVISED THAT
YOUR SHARES WILL BE BLOCKED UNTIL THE QUORUM
IS MET OR THE MEETING IS CANCELLED. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Take No Action
OF QUORUM COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
SOLVAY SA, BRUXELLES Agenda Number: 703018071
--------------------------------------------------------------------------------------------------------------------------
Security: B82095116
Meeting Type: EGM
Meeting Date: 10-May-2011
Ticker:
ISIN: BE0003470755
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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
1.1 Special report of the Board of Directors relating Non-Voting No vote
to the modification of the purpose of the
corporation-Statement summarising the assets
and liabilities of the company on
February 28, 2011
1.2 Auditor report on the statement summarising Non-Voting No vote
the assets and liabilities of the company on
February 28, 2011
1.3 Modification of Article 3 of the by-laws. It Mgmt Take No Action
is proposed to adapt the purpose of the corporation
to simplify it and make it more generic and
thus appropriate to cover new activities.
Article 3 of the by-laws would then read as
follows: "The purpose of the Corporation is:
- to hold and manage, directly or indirectly,
interests in companies, enterprises or entities
with the purpose directly or indirectly linked
to manufacture, exploitation, marketing,
research and development of industrial and
commercial activities or services primarily
but not exclusively in the chemicals sector,
its different disciplines and specialties,
and activities that are connected, derived
from and accessory to it as well as activities
in the sector of exploitation and processing
of natural resources, in Belgium and abroad.
- to conduct, both in Belgium CONTD
CONT CONTD and abroad, on its own account or for Non-Voting No vote
third parties, the manufacture, exploitation,
marketing, research and development, handling,
processing, transport and management activities
in the business sectors noted above. In general,
it may exercise any commercial, industrial,
financial or research operations, or those
involving real or moveable property, in Belgium
and abroad, with a direct or indirect
connection or benefiting directly or
indirectly the realization of its corporate
purpose
2.1 Report of the Board of Directors relating to Non-Voting No vote
the modification of the article 10ter (purchase
and disposal of company's common stock), the
by-laws modifications required by
the law of December 20, 2010 intended to adapt
the Companies Code to the 2007/36 CE directive
dated July 11, 2007 regarding the exercise
of certain shareholder rights for listed companies
and some others modifications to clean up
certains existing articles in the bylaws
2.2 Modification of Article 10 ter. It is proposed Mgmt Take No Action
to renew the authorization set up at Article
10 ter for another three-year period, effective
as of the date of publication of the Annexes
in the Moniteur belge of the decision to be
taken by the Extraordinary Shareholders'
Meeting and to put the threshold to 20 % of
the subscribed capital. In Article 10ter of
the by-laws the date of May 13, 2008 will
be replaced by the date of May 10, 2011
2.3.1 Article 10bis. It is proposed to delete this Mgmt Take No Action
provision relating to the authorized
capital which was not renewed in 2010 and of
which the term of June 1, 2010 has expired
2.3.2 Article 11 alinea 5. It is proposed to modify Mgmt Take No Action
paragraph 5 of Article 11 of the by-laws
to bring it into conformity with current usage.
It would thus read as follows : The Board
of Directors shall also have the right, one
month after notice has been given to the defaulting
shareholder, by registered letter or a
process server, to have a broker sell to an
approved purchaser those shares on which
payments for capital calls have not been made.
This sale shall be made on the defaulter's
behalf and at his cost and risk; the price
paid, less costs, shall be paid over to the
Corporation up to the amount owed by
the defaulting shareholder. Should the price
to too low, the latter shall owe the difference,
just as he shall benefit from any surplus.
Certificates of such shares shall have no
value
2.3.3 Article 13bis. Since the provision in point Mgmt Take No Action
2 of Article 13 bis was a transitional
one, it is proposed to delete the text in point
2 of Article 13 bis and to renumber point
"3" as "2". 2 Barring legal exemptions included
in the thresholds stated above, no one can
vote at the General Shareholders' Meeting
of the company a number of votes greater than
that corresponding to the shares he declared
in compliance with the law and the present
articles of association, at least twenty days
before the date of the above Meeting
2.3.4 Article 15. It is proposed to delete the reference Mgmt Take No Action
to the General Shareholders Meeting
of June 2005 and to change the deadline of
reception of any candidate for a term on the
Board of Directors to bring it into
compliance with the schedule of formalities
for meetings under the new regime. It
is proposed that the candidacies for a term
as Board Member must be received in writing
by the company at least forty days before the
General Shareholders' Meeting. Article 15
of the by-laws would thus read: "The Board
Members are nominated by the General Shareholders'
for a term of four years maximum. They are
eligible for reelection. Applications for candidacy
for a term as board member must be received
in writing by the company at least forty
days before the General Shareholders Meeting,
or they shall be deemed inadmissible"
2.3.5 Article 16. It is proposed to repeal Article Mgmt Take No Action
16 of the by-laws, since the provision
is no longer current
2.3.6 Article 20. It is proposed to amplify paragraph Mgmt Take No Action
2 of Article 20 of the by-laws by inserting
the possibility for Board Members, if they
cannot be physically present during deliberations
of the Board, to be able to participate
by telephone, video conference or any other
similar means of communication. Paragraph
2 of Article 20 of the by-laws would thus read
as follows: "Meetings must be convened with
at least five days advance notice, except
in an emergency, an explanation of which must
be put in the minutes. The meetings shall
take place at the place indicated in the notice
calling the meeting. Any Board Member who
cannot be physically present for
deliberations of the Board shall be able to
participate by telephone, video conference
or any other similar means of communication"
2.3.7 Article 21. It is proposed to modify Article Mgmt Take No Action
21 by deleting in paragraph 1 the reference
to article 529 of the Companies Code, which
is of no use and by simplifying paragraph 3
the proxy modes to allow any Board Member who
cannot be physically in attendance to be represented
by one of his colleagues. Paragraph 3
of article 21 of the by-laws would thus read
as follows: "Any Board Member who cannot
be physically in attendance at the meetings
may give his proxy, by mail, telegram, telefax
or electronic mail, to one of his colleagues
on the Board to represent him at a given meeting
of the Board and to vote in his place. In
this case, the Member will be considered present
for the purpose of quorums and votes. However,
no Board member can represent more than one
of his colleagues"
2.3.8 Article 33. It is proposed to add the reference Mgmt Take No Action
to the law to paragraph 1, the shareholders
being required to be in conformity with the
law and the by-laws of the Company. The
first paragraph of Article 33 of the by-laws
would thus read: "Duly constituted shareholders'
meetings shall represent all shareholders.
The shareholders' meeting shall include all
those shareholders who have met their obligations
under the law and the present by-laws"
2.391 Article 34. It is proposed to change the time Mgmt Take No Action
set for the Annual Shareholders'
Meeting to 10:30 a.m. instead of the current
2:30 p.m. Paragraph 1 of the by-laws
would thus be worded as: "The ordinary annual
shareholders' meeting shall be held on
the second Tuesday of May at 10:30 a.m"
2.392 In addition, the text of this provision must Mgmt Take No Action
comply with the new law allowing for the possibility
of one or more shareholders, who together possess
at least 3% of the equity capital of the
company, to request that items be put on
the agenda for any General Shareholders' Meeting.
It is therefore proposed to revise paragraph
2 and to introduce a new paragraph 3 to Article
34. Paragraphs 2 and 3 of Article 34
of the by-laws would thus read as follows:
"The Board of Directors and the Auditors
may call extraordinary shareholders' meetings
and prepare their agendas. They shall call
them on the request of shareholders representing
one-fifth of the Corporation's registered capital.
In that case, the shareholders shall indicate
the items to be included on the agenda in their
request for a meeting. One or more shareholders
together CONTD
CONT CONTD possessing at least three percent of the Non-Voting No vote
Corporation's registered capital, under
the conditions set by the Companies Code, may
require that items be placed on the agenda
of any General Shareholders' Meeting and
propose suggested decisions concerning
items on or to be placed on the agenda for
a meeting already convened"
2.310 Article 36. It is proposed to modify the Article Mgmt Take No Action
36 to bring it into compliance with
the new law that regulates the means of calling
Shareholders' Meetings. This new provision
provides that the notices of meeting should
be sent from now on thirty days at least
before the shareholders' meeting and should
also be published in the media from which we
can reasonably expect a diffusion of information
to the public throughout the European Economic
Area. In addition, notices of meeting will
be sent in the same timeframe to registered
shareholders. Article 36 of the by-laws would
thus read as follows: "Notices convening
Shareholders' Meetings shall contain the agenda
and be communicated by way of an announcement,
at least 30 days before the meeting, published
in the "Moniteur belge" as well as a newspaper
with national circulation CONTD
CONT CONTD and in the media under conditions set Non-Voting No vote
by the Companies Code, it being understood
that if a second notice of meeting is required,
the period may be reduced to at least seventeen
days before the meeting. In addition, notices
shall be addressed, within the same time
frames, to registered shareholders without,
however, there being any need to confirm that
this formality has been accomplished. This
communication is done through regular mail
unless the recipients have individually accepted,
express and in writing, to receive the notices
of meeting through another means of communication"
2.311 Article 37. It is proposed to modify Article Mgmt Take No Action
37 of the by-laws that deals with admission
of shareholders to the Shareholders' Meeting
to bring it into conformity with the new law,
which, from now on, requires registration of
the shares held by the shareholders by the
14th day prior to the meeting. Article 37 of
the by-laws would therefore read as follows:
"In order to attend the meeting, shareholders
must register their shares by midnight (Belgium
time) on the fourteenth day preceding the
meeting. On this registration date, the bearer
shares must be deposited with a financial broker
or registered in the accounts of an approved
depositary or clearing house and the registered
shares must be listed in the Corporation's
ledger of registered shares. The shareholders
shall have to notify the Corporation or the
person so designated, in CONTD
CONT CONTD writing, at the latest the sixth day before Non-Voting No vote
the meeting, of their intention to attend
the meeting, indicating the number of shares
which they shall represent. Voting rights
attached to partially paid shares on which
payments have not been made shall be suspended
for as long as such payments, duly requested
and required, have not been made"
2.312 Article 38. It is proposed to modify Article Mgmt Take No Action
38 to bring it into compliance with the new
provisions related to proxy voting indicated
in the new law. Article 38 of the by-laws
should then read as follows: "Shareholders
shall vote in person or by proxy according
to conditions set by the Companies Code. A
proxy holder may represent several shareholders.
Co-owners, usufructuaries and bare owners
shall ensure that they are respectively represented
by one and the same person. Without prejudice
to the procedures laid down in Article 37,
proxies, whose form is determined by the Board
of Directors, shall be deposited at the
place or places indicated or, if the need arises,
at the electronic mail address indicated
in the notice of the CONTD
CONT CONTD meeting, so that it reaches the company Non-Voting No vote
at least six days before the meeting. At
each general meeting a list of attendance is
required"
23131 Article 39. It is proposed to modify Article Mgmt Take No Action
39 by making reference to the legal provisions
in terms of attendance quorums, voting at the
meeting and specifying that electronic votes
be added to a secret vote. Paragraph 1 of
article 39 of the by-laws should then read
as follows: "The shareholders' meeting
shall be duly convened, unless the law requires
a quorum, regardless of the number of shares
represented. Its decisions shall be taken by
an absolute majority of those voting
unless otherwise provided for in the law
and the by-laws"
23132 At the end of paragraph 4 of Article 39, a sentence Mgmt Take No Action
as follows should be added: "Electronic
votes are added to a secret ballot. The electronic
voting procedures will be explained at the
beginning of each shareholders' meeting"
2.314 Article 40. It is proposed to repeal Article Mgmt Take No Action
40 of the by-laws-redundant with provisions
of the Companies Code and also incomplete
2.315 Article 41. It is proposed to modify this Article, Mgmt Take No Action
as a means of simplification,
as follows: "Barring any legal restrictions,
each share without par value entitles
the holder to one vote"
2.316 Article 42. It is proposed to simplify Article Mgmt Take No Action
42 of the by-laws to make it conform to practice.
Article 42 of the by-laws would therefore read
as follows: "The annual shareholders'
meeting shall be presided over by the
Chairman of the Board of Directors, or, in
his absence, by a Vice-Chairman or a Director
authorized to do so by his colleagues. The
other members of the Board of Directors
shall complete the panel. The Chairman shall
appoint the secretary and designate two shareholders
as tellers"
2.317 Article 43. It is proposed to modify Article Mgmt Take No Action
43 of the by-laws by deleting paragraphs
2 and 9 to conform with the new provisions
regarding registration of shares. It is also
proposed to modify paragraphs 7 and 8 to make
them comply with the provisions of this
new law to allow the Board to extend the
decision on the approval of annual accounts
to five weeks instead of three weeks. Article
43 of the by-laws would therefore read as follows:
"The shareholders' meeting shall address
only those proposals appearing on the agenda.
Apart from the right to extension provided
by article 555 of the Companies Code,
the Board of Directors shall have the right
to adjourn any regular or extraordinary
meeting, whatever the items on the agenda.
It may make use of this right at any time,
but only after the meeting has been called
to order. CONTD
CONT CONTD The meeting shall be notified of the Board's Non-Voting No vote
decision by the Chairman before the meeting
is adjourned; the decision shall be mentioned
in the minutes of the meeting. Adjournment
shall ipso jure imply that any decisions adopted
during the meeting shall be void. Shareholders
shall be called to a new meeting to be held
not more than five weeks later with the same
agenda. Procedures complied with in order
to attend the first meeting remain valid
for the second meeting. The meeting may be
adjourned only once; the second meeting
shall make final decisions"
2.318 Article 45. It is proposed to replace the terms Mgmt Take No Action
"Board Members" by "Board of Directors" in
the second paragraph and also set the deadline
of one month to forty-five days to submit
to the Auditor the annual accounts and the
annual report in compliance with the new
law. Article 45 of the by-laws would
therefore read as follows: "The Corporation's
fiscal year shall begin on January 1 and
end on December 31 every year. Every year,
the Directors shall draw up an inventory and
close the annual accounts. They shall assess
corporate assets and record the necessary
depreciation and amortization. The annual
accounts shall include the balance sheet and
the profit and loss account as well as
the annex. Forty-five days at least before
the general shareholders' meeting, the
Board of Directors shall submit the
above-mentioned documents, CONTD
CONT CONTD along with its management report, to the Non-Voting No vote
Auditors, who shall issue their audit
report as required by law"
2.319 Article 46. It is proposed to modify article Mgmt Take No Action
46 to bring it into compliance with the new
law which provides that documents must be made
available to shareholders at the same
time as the notice of meeting. Additionally,
reference must also be made to the
consolidated accounts in the list of
documents that must be made available to shareholders.
Article 46 of the by-laws would therefore
read as follows: "As soon as the shareholders'
meeting is convened, the shareholders
can consult the following at the principal
place of business: 1. the annual accounts and
the consolidated annual accounts; 2. the
list of public funds, shares, bonds and other
company securities making up the portfolio;
3. the list of holders of partially paid shares
indicating their number of shares and their
place of residence; 4. the Directors' and CONTD
CONT CONTD Auditors' reports. The annual accounts Non-Voting No vote
and reports referred to in sub-paragraph
4 shall be sent to shareholders holding registered
shares along with the notice of the shareholders'
meeting"
2.320 Article 48. It is proposed to modify Article Mgmt Take No Action
48 by deleting the reference to article 619
of the Companies Code. Article 48 of the by-laws
would thus read as follows: "Dividends shall
be paid at the times and places designated
by the Board of Directors but no later than
December 31 following the general shareholders'
meeting. The Board of Directors may also, under
those conditions set in article 618
of the Companies Code, decide to make payments
on dividends in installments"
3 Suspensive condition. The Board of Directors Mgmt Take No Action
invites you to adopt the proposed resolution
referred to under 2.3 above, with effect from
1 January 2012, under the suspensive condition
that the law of December 20, 2010 concerning
the exercise of certain rights of shareholders
in listed companies come into force by that
date
4 Power. It is proposed that the Extraordinary Mgmt Take No Action
General Meeting gives to two Directors
of the company with the position of Chairman
or a Member of the Executive Committee,
with the option of sub-delegated the authority
to ensure implementation of decisions taken,
in finding realization of the condition
and to establish the coordination of statutes.
The Board invites you to adopt this proposal
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting Take No Action
IN TEXT OF RESOLUTION 1.1. 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.
--------------------------------------------------------------------------------------------------------------------------
SOLVAY SA, BRUXELLES Agenda Number: 702959757
--------------------------------------------------------------------------------------------------------------------------
Security: B82095116
Meeting Type: OGM
Meeting Date: 10-May-2011
Ticker:
ISIN: BE0003470755
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Management Reports on the operations for the Non-Voting No vote
2010 fiscal year including the Statement
of Corporate Governance; External Auditor's
report
2 Approval of the Renumeration report It is proposed Mgmt Take No Action
to approve the Remuneration report
set out in Section 6 of the Statement of Corporate
Governance
3 Approval of the Remuneration policy : departure Mgmt Take No Action
from Article 520ter of the Companies Code,
for the years 2011 and 2012 in favor of the
Chairman of the Executive Committee and the
Executive Committee members. In the framework
of Article 520ter of the Companies Code, it
is proposed not to amend the Remuneration
policy for the Chairman of the Executive Committee
and the members of the Executive Committee
for the years 2011 and 2012
4 Consolidated accounts for the 2010 fiscal year Non-Voting No vote
- External Auditor's Report on the consolidated
accounts
5 Approval of the annual accounts for the 2010 Mgmt Take No Action
fiscal year - allocation of profits and
dividend distribution. It is proposed that
the shareholders approve the annual accounts,
the allocation of profits and the gross dividend
distribution for fully-paid shares at EUR 3.0667
or EUR 2.30 (net of Belgian withholding tax).
In view of the EUR 0.90 (net of Belgian withholding
tax) interim dividend paid on January 13,
2011 the balance of the dividend to be distributed
amounts to EUR 1.40 net of Belgian withholding
tax), payable as of May 17, 2011
6.i It is proposed that the shareholders grant discharge Mgmt Take No Action
to the Directors in office during the
2010 fiscal year for operations falling within
that period
6.ii It is proposed that the shareholders grant discharge Mgmt Take No Action
to the External Auditor in office during the
2010 fiscal year for operations falling within
that period
7a.i It is proposed to re-elect successively Mr Charles Mgmt Take No Action
Casimir-Lambert as Directors for a
period of four years. Their term of office
will expire immediately after the Annual
Shareholders' Meeting of May 2015
7a.ii It is proposed to re-elect successively Mr Yves-Thibault Mgmt Take No Action
de Silguy as Directors for a period
of four years. Their term of office will expire
immediately after the Annual Shareholders'
Meeting of May 2015
7b.i Board of Directors; Confirmation of the appointment Mgmt Take No Action
of Charles Casimir-Lambert as
a independent Director within the Board of
Directors (on the basis of the criteria to
be satisfied to be deemed an independent
Director - see the Corporate Governance
report 2010, chapter 4.3.4.). It is proposed
to confirm: Mr Charles Casimir-Lambert as independent
Directors within the Board of Directors.
During its meeting of March 7, 2011, the Works
Council of Solvay S.A Brussels was informed
about it, according to the article 524
of the Companies Code
7b.ii Board of Directors; Confirmation of the appointment Mgmt Take No Action
of Yves-Thibault de Silguy as a independent
Directors within the Board of Directors (on
the basis of the criteria to be satisfied to
be deemed an independent Director - see
the Corporate Governance report 2010, chapter
4.3.4.). It is proposed to confirm: Mr
Yves-Thibault de Silguy as independent Directors
within the Board of Directors. During its meeting
of March 7, 2011, the Works Council of
Solvay S.A Brussels was informed about it,
according to the article 524 of the Companies
Code
7c Appointment of Mrs Evelyn du Monceau as independent Mgmt Take No Action
Director within the Board of Director, this
Director fulfilling the criterion to be considered
as independent Director. It is proposed
to appoint Mrs Evelyn du Monceau as independant
Director within the Board of Directors. During
its meeting of March 7, 2011, the Works
Council of Solvay S.A. Brussels was informed
about it, according to the article 524 of
the Companies Code
8 Any other business Mgmt Take No Action
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Take No Action
IN MEETING TYPE FROM AGM TO OGM. 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.
--------------------------------------------------------------------------------------------------------------------------
SONOVA HLDG AG Agenda Number: 703106890
--------------------------------------------------------------------------------------------------------------------------
Security: H8024W106
Meeting Type: AGM
Meeting Date: 21-Jun-2011
Ticker:
ISIN: CH0012549785
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 750920, 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 Approval of the annual report, of the consolidated Mgmt Take No Action
financial statements, and of the financial
statements of Sonova Holding Ag for 2010/2011,
acknowledgment of the report of the statutory
auditor
1.2 Advisory vote on the compensation report 2010/2011 Mgmt Take No Action
2.1 Appropriation of available earnings and allocation Mgmt Take No Action
to legal reserves from capital contributions
2.2 Approve transfer of CHF 79.8 million from capital Mgmt Take No Action
reserves to free reserves and dividends of
CHF 1.20 per share
3 Discharge of the members of the board of directors Mgmt Take No Action
4 Re-election to the board of directors: Heliane Mgmt Take No Action
Canepa
5 Ratify PricewaterhouseCoopers AG as auditors Mgmt Take No Action
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Take No Action
OF AUDITOR NAME IN RESOLUTION 5. 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.
--------------------------------------------------------------------------------------------------------------------------
STANDARD CHARTERED PLC, LONDON Agenda Number: 702874238
--------------------------------------------------------------------------------------------------------------------------
Security: G84228157
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: GB0004082847
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the report and accounts Mgmt For For
2 To declare the final dividend Mgmt For For
3 To approve the directors' remuneration report Mgmt For For
4 To re-elect Mr S P Bertamini, an executive director Mgmt For For
5 To re-elect Mr J S Bindra, an executive director Mgmt For For
6 To re-elect Mr R Delbridge, a non-executive Mgmt For For
director
7 To re-elect Mr J F T Dundas, a non-executive Mgmt For For
director
8 To re-elect Miss V F Gooding CBE, a non-executive Mgmt For For
director
9 To re-elect Dr Han Seung-soo KBE, a non-executive Mgmt For For
director
10 To re-elect Mr S J Lowth, a non-executive director Mgmt For For
11 To re-elected Mr R H P Markham, a non-executive Mgmt For For
director
12 To re-elect Ms R Markland, a non-executive director Mgmt For For
13 To re-elect Mr R H Meddings, an executive director Mgmt For For
14 To re-elect Mr J G H Paynter, a non-executive Mgmt For For
director
15 To re-elect Mr J W Peace, as Chairman Mgmt For For
16 To re-elect Mr A M G Rees, an executive director Mgmt For For
17 To re-elect Mr P A Sands, an executive director Mgmt For For
18 To re-elect Mr P D Skinner, a non-executive Mgmt For For
director
19 To re-elect Mr O H J Stocken, a non-executive Mgmt For For
director
20 To re-appoint KPMG Audit Plc as Auditor to the Mgmt For For
company from the end of the agm until the end
of next year's agm
21 To authorise the Board to set the auditor's Mgmt For For
fees
22 To authorise the Company and its subsidiaries Mgmt Against Against
to make political donations
23 To authorise the board to allot shares Mgmt Against Against
24 To extend the authority to allot shares Mgmt Against Against
25 To approve the 2011 Standard Chartered Share Mgmt For For
Plan
26 To disapply pre-emption rights Mgmt For For
27 To authorise the Company to buy back its ordinary Mgmt For For
shares
28 To authorise the Company to buy back its preference Mgmt For For
shares
29 To authorise the Company to call a general meeting Mgmt For For
other than an annual general meeting
on not less than 14 clear days' notice
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF AUDITOR NAME IN RESOLUTION 20. 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.
--------------------------------------------------------------------------------------------------------------------------
STARHUB LTD Agenda Number: 702848170
--------------------------------------------------------------------------------------------------------------------------
Security: Y8152F132
Meeting Type: EGM
Meeting Date: 15-Apr-2011
Ticker:
ISIN: SG1V12936232
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That: (1) for the purposes of Sections 76C and Mgmt For For
76E of the Companies Act, Chapter 50 of
Singapore (the "Companies Act"), the exercise
by the Directors of the Company of all the
powers of the Company to purchase or otherwise
acquire issued ordinary shares in the
capital of the Company (the "Shares") not
exceeding in aggregate the Maximum Limit (as
hereafter defined), at such price or prices
as may be determined by the Directors from
time to time up to the Maximum Price (as hereafter
defined), whether by way of: (a) market
purchase(s) on the Singapore Exchange Securities
Trading Limited (the "SGX-ST") transacted
through the SGX-ST's trading system; and/or
(b) off-market purchase(s) (if effected
otherwise than on the SGX-ST) in accordance
with any equal access scheme(s) CONTD
CONT CONTD as may be determined or formulated by Non-Voting No vote
the Directors as they consider fit, which
scheme(s) shall satisfy all the conditions
prescribed by the Companies Act, and
otherwise in accordance with all other laws
and regulations and rules of the
SGX-ST, be and is hereby authorised and approved
generally and unconditionally (the "Share Purchase
Mandate"); (2) unless varied or revoked
by the Company in general meeting, the authority
conferred on the Directors of the Company
pursuant to the Share Purchase Mandate may
be exercised by the Directors at any time and
from time to time during the period commencing
from the date of the passing of this Resolution
and expiring on the earlier of: (a)
the date on which the next Annual General
Meeting of the Company is held; and (b)
the date by which the next Annual General
Meeting CONTD
CONT CONTD of the Company is required by law to be Non-Voting No vote
held; (3) in this Resolution: "Average Closing
Price" means the average of the closing market
prices of a Share over the last five Market
Days, on which the Shares are transacted on
the SGX-ST, immediately preceding the date
of the market purchase by the Company
or, as the case may be, the date of the making
of the offer pursuant to the off-market purchase,
and deemed to be adjusted in accordance with
the rules of the SGX-ST for any corporate
action which occurs after the relevant five-Market
Day period; "date of the making of the offer"
means the date on which the Company makes
an offer for the purchase or acquisition of
Shares from holders of Shares, stating therein
the relevant terms of the equal access
CONTD
CONT CONTD scheme for effecting the off-market purchase; Non-Voting No vote
"Market Day" means a day on which the SGX-ST
is open for trading in securities; "Maximum
Limit" means that number of issued Shares
representing 10% of the issued ordinary shares
of the Company as at the date of the passing
of this Resolution (excluding any Shares
which are held as treasury shares as at that
date); and "Maximum Price", in relation to
a Share to be purchased or acquired, means
the purchase price (excluding related
brokerage, commission, applicable goods and
services tax, stamp duties, clearance fees
and other related expenses) which shall not
exceed: (a) in the case of a market purchase
of a Share, 105% of the Average Closing
Price of the Shares; and CONTD
CONT CONTD (b) in the case of an off-market purchase Non-Voting No vote
of a Share pursuant to an equal access
scheme, 110% of the Average Closing Price of
the Shares; and (4) the Directors of the Company
and/or any of them be and are hereby authorised
to complete and do all such acts and things
(including executing such documents
as may be required) as they and/or he may consider
expedient or necessary to give effect to
the transactions contemplated and/or authorised
by this Resolution
2 (1) approval be and is hereby given, for the Mgmt For For
purposes of Chapter 9 of the Listing Manual
("Chapter 9") of the SGX-ST, for the Company,
its subsidiaries and associated companies that
are entities at risk (as that term is used
in Chapter 9), or any of them, to enter into
any of the transactions falling within
the types of interested person transactions
described in Appendix 1 to the Circular with
any party who is of the class of interested
persons described in Appendix 1 to
the Circular, provided that such transactions
are made on normal commercial terms and in
accordance with the review procedures for
such interested person transactions; CONTD
CONT CONTD (2) the approval given in paragraph (1) Non-Voting No vote
above (the "Shareholders' Mandate") shall,
unless revoked or varied by the Company in
general meeting, continue in force until the
conclusion of the next Annual General Meeting
of the Company; and (3) the Directors of the
Company be and are hereby authorised
to complete and do all such acts and things
(including executing all such documents as
may be required) as they may consider expedient
or necessary or in the interests of the
Company to give effect to the Shareholders'
Mandate and/or this Resolution
--------------------------------------------------------------------------------------------------------------------------
STARHUB LTD Agenda Number: 702848182
--------------------------------------------------------------------------------------------------------------------------
Security: Y8152F132
Meeting Type: AGM
Meeting Date: 15-Apr-2011
Ticker:
ISIN: SG1V12936232
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' Report and Mgmt For For
the Audited Accounts for the financial year
ended 31 December 2010 and the Auditors' Report
therein
2 To re-elect the following Director, who will Mgmt For For
retire by rotation pursuant to Article 93
of the Company's Articles of Association and
who, being eligible, will offer himself for
re-election: Mr. Peter Seah Lim Huat
3 To re-elect the following Director, who will Mgmt For For
retire by rotation pursuant to Article 93
of the Company's Articles of Association and
who, being eligible, will offer himself for
re-election: Mr. Nihal Vijaya Devadas Kaviratne
(Independent Member of Audit Committee)
4 To re-elect the following Director, who will Mgmt For For
retire by rotation pursuant to Article 93
of the Company's Articles of Association and
who, being eligible, will offer himself for
re-election: Mr. Lee Theng Kiat
5 To re-elect the following Director, who will Mgmt For For
retire by rotation pursuant to Article 93
of the Company's Articles of Association and
who, being eligible, will offer himself for
re-election: Mr. Lim Ming Seong
6 To re-elect the following Director, who will Mgmt For For
retire by rotation pursuant to Article 93
of the Company's Articles of Association and
who, being eligible, will offer himself for
re-election: Dr Nasser Marafih
7 To approve the sum of SGD1,165,375 as Directors' Mgmt For For
Fees for the year ended 31 December 2010
(2009: SGD 1,079,000)
8 To declare a final dividend of 5 cents per ordinary Mgmt For For
share for the financial year ended 31 December
2010
9 To re-appoint KPMG LLP as Auditors of the Company Mgmt For For
and authorize the Directors to fix their remuneration
10 That authority be and is hereby given to the Mgmt Against Against
Directors to: (a) (i) issue shares in
the capital of the Company ("shares")whether
by way of rights, bonus or otherwise;
and/or (ii) make or grant offers, agreements
or options (collectively, "Instruments")
that might or would require shares to be
issued, including but not limited to the
creation and issue of (as well as adjustments
to) warrants, debentures or other instruments
convertible into shares, at any time and
upon such terms and conditions and for such
purposes and to such persons as the Directors
may in their absolute discretion deem fit;
and (b) (notwithstanding the authority conferred
by this Resolution may have ceased to be in
force) issue shares in pursuance ofany Instrument
made or granted by the Directors while this
Resolution was in force, provided that:
(1) the CONTD
CONT CONTD aggregate number of shares to be issued Non-Voting No vote
pursuant to this Resolution (including
shares to be issued in pursuance of Instruments
made or granted pursuant to this Resolution)
does not exceed 50% of the total number of
issued shares (excluding treasury shares)
in the capital of the Company (as calculated
in accordance with subparagraph 2 below), of
which the aggregate number of shares to be
issued other than on a pro rata basis to shareholders
of the Company (including shares to be issued
in pursuance of Instruments made or granted
pursuant to this Resolution) does not exceed
15% of the total number of issued shares (excluding
treasury shares) in the capital of the
Company (as calculated in accordance with subparagraph
2 below); (2) (subject to such manner of calculation
as may be prescribed by the Singapore Exchange
CONTD
CONT CONTD Securities Trading Limited ("SGXST")) Non-Voting No vote
for the purpose of determining the aggregate
number of shares that may be issued under subparagraph
1 above, the total number of issued shares
(excluding treasury shares) shall be based
on the total number of issued shares (excluding
treasury shares) in the capital of the
Company, at the time this Resolution is passed,
after adjusting for: (i) new shares
arising from the conversion or exercise of
any convertible securities or share options
or vesting of share awards which are outstanding
or subsisting at the time this Resolution is
passed; and (ii) any subsequent bonus issue,
consolidation or subdivision of shares; (3)
in exercising the authority conferred
by this Resolution, the Company shall
comply with the provisions of the Listing Manual
of the SGX-ST for the time being in force
CONTD
CONT CONTD (unless such compliance has been waived Non-Voting No vote
by the SGX-ST) and the Articles of Association
for the time being of the Company; and (4)
(unless revoked or varied by the Company in
General Meeting) the authority conferred by
this Resolution shall continue in force
until the conclusion of the next Annual
General Meeting of the Company or the date
by which the next Annual General Meeting
of the Company is required by law to be held,
whichever is the earlier
11 That authority be and is hereby given to the Mgmt Against Against
Directors to allot and issue from time
to time such number of ordinary shares in the
capital of the Company as may be required
to be issued pursuant to the exercise of options
granted under the StarHub Pte Ltd Share Option
Plan
12 That approval be and is hereby given to the Mgmt For For
Directors to: (a) offer and grant options in
accordance with the provisions of the StarHub
Share Option Plan 2004 (the "Share Option
Plan") and/or to grant awards in accordance
with the provisions of theStarHub Performance
Share Plan (the "Performance Share Plan")
and/or the StarHub Restricted Stock Plan (the
"Restricted Stock Plan") (the Share Option
Plan, the Performance Share Plan and the Restricted
Stock Plan, together the "Share Plans");
and (b) allot and issue from time to time
such number of ordinary shares in the capital
of the Company as may be required to
be issued pursuant to the exercise of options
under the Share Option Plan and/or such
number of fully paid ordinary shares as may
be required to be issued pursuant to
the vesting of awards under the Performance
CONTD
CONT CONTD Share Plan and/or the Restricted Stock Non-Voting No vote
Plan, provided that the aggregate
number of ordinary shares to be issued pursuant
to the StarHub Pte Ltd Share Option Plan and
the Share Plans shall not exceed 15% of the
total number of issued shares (excluding
treasury shares) in the capital of the
Company from time to time
0 To transact such other business as may be transacted Non-Voting No vote
at an Annual General Meeting of the Company
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF NON-VOTABLE 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.
--------------------------------------------------------------------------------------------------------------------------
STATOIL ASA Agenda Number: 703017714
--------------------------------------------------------------------------------------------------------------------------
Security: R8413J103
Meeting Type: AGM
Meeting Date: 19-May-2011
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 annual general meeting by the Non-Voting No vote
chair of the corporate assembly
2 The board of directors proposes that the general Mgmt Take No Action
meeting elects the chair of the corporate
assembly, Olaug Svarva, as chair of the meeting
3 Approval of the notice and the agenda Mgmt Take No Action
4 Registration of attending shareholders and proxies Non-Voting No vote
5 Election of two persons to co-sign the minutes Mgmt Take No Action
together with the chair of the meeting
6 Approval of the annual report and accounts for Mgmt Take No Action
Statoil ASA and the Statoil group for 2010
including the board of directors' proposal
for distribution of dividend: The board of
directors proposes a total dividend of NOK
6.25 per share for 2010. The dividend accrues
to the shareholders as of 19 May 2011. Expected
payment of dividends is 1 June 2011
7 Declaration on stipulation of salary and other Mgmt Take No Action
remuneration for executive management:
In accordance with section 6-16a of the Public
Limited Companies Act, the board of directors
will prepare a statement regarding the settlement
of salary and other remuneration for executive
management. The content of the statement is
included in note 6 to Statoil's annual report
and accounts for 2010 which have been prepared
in accordance with accounting principles
generally accepted in Norway (NGAAP).
The general meeting will consider the statement
by an advisory vote
8 Determination of remuneration for the company's Mgmt Take No Action
auditor
9 The nomination committee proposes the following Mgmt Take No Action
changes to the remuneration to the corporate
assembly: Chair from NOK 100,000/yearly to
NOK 103,500/yearly, Deputy Chair
from NOK 52,500/yearly to NOK 54,500/yearly,
Members from NOK 37,000/yearly to NOK 38,250/yearly
and Deputy Members from NOK 5,250/meeting
to NOK 5,500/meeting
10 Election of member to the nomination committee: Mgmt Take No Action
Bjorn Stale Haavik has informed that
he wishes to withdraw from the nomination committee.
The nomination committee nominates Ingrid
Rasmussen, Director General, Department for
Economic and Administrative Affairs, Ministry
of Petroleum and Energy, as a new member of
the nomination committee until the annual general
meeting in 2012. For further information,
see the nomination committee's nomination on
www.statoil.com. The other members of the
nomination committee, Olaug Svarva (chair),
Tom Rathke and Live Haukvik Aker, are elected
until the annual general meeting in 2012
11 Determination of remuneration for the nomination Mgmt Take No Action
committee: The nomination committee proposes
the following changes to the remuneration to
the nomination committee: Chair from
NOK 10,000/meeting to NOK 10,400/meeting and
Members from NOK 7,400/meeting to NOK 7,700/meeting
12 The board of directors is authorised on behalf Mgmt Take No Action
of the company to acquire Statoil shares
in the market. The authorisation may be used
to acquire own shares at a total nominal
value of up to NOK 20,000,000. Shares acquired
pursuant to this authorisation may only
be used for sale and transfer to employees
of the Statoil group as part of the group's
share saving plan, as approved by the board
of directors. The minimum and maximum amount
that may be paid per share will be NOK 50
and 500 respectively. The authorisation is
valid until the next annual general meeting,
but not beyond 30 June 2012. This authorisation
replaces the previous authorisation to acquire
own shares for implementation of the share
saving plan for employees granted by the
annual general meeting on 19 May 2010
13 The board of directors of Statoil ASA is hereby Mgmt Take No Action
authorised to acquire Statoil shares in the
market on behalf of the company with a nominal
value of up to NOK 187,500,000. The minimum
and maximum amount that can be paid per share
will be NOK 50 and NOK 500 respectively.
Within these limits, the board of directors
shall itself decide at what price and at what
time such acquisition shall take place. Own
shares acquired pursuant to this authorisation
may only be used for annulment through a reduction
of the company's share capital, pursuant
to the Public Limited Companies Act section
12-1. The authorisation is valid until the
next annual general meeting, but not beyond
30 June 2012
14 The general meeting approves that adjustments Mgmt Take No Action
in the Marketing Instructions for Statoil
ASA, adopted by the general meeting on 25 May
2001, be made to the provisions concerning
reference price for crude oil and NGL, thereby
ensuring Statoil the necessary incentives
to obtain the highest possible value for
the state and Statoil's oil and gas under the
market conditions prevailing at any time.
The adjustments to the Marketing Instructions
as such are made by the state, represented
by the Ministry of Petroleum and Energy
15 Changes to the articles of association: articles Mgmt Take No Action
4, 9 and 11
16 Adopt instruction for the nomination committee: Mgmt Take No Action
In accordance with the proposed change
to the articles of association article 11,
and as recommended by The Norwegian Code of
Practice for Corporate Governance, the board
recommends that the general meeting
adopts the "Instruction for the nomination
committee in Statoil ASA" (to be found on www.statoil.com)
17 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shr Take No Action
Statoil's extraction of tar sands is a strategic
path that: a) has substantial negative climate,
environmental - and social impact, b)
is not in line with Statoil's sustainable
development and environmental goals and values
and c) damages the company's credibility and
reputation, and exposes the shareholders to
economic risks. Extraction of tar sands
is not compatible with the international
ambition to limit global temperature rise below
2 degrees Celsius. It is not in the shareholders'
long term interest that Statoil continues
its extraction of oil from tar sands. Statoil
shall divest from tar sands extraction in Canada
--------------------------------------------------------------------------------------------------------------------------
STORA ENSO CORP Agenda Number: 702791650
--------------------------------------------------------------------------------------------------------------------------
Security: X21349117
Meeting Type: AGM
Meeting Date: 20-Apr-2011
Ticker:
ISIN: FI0009005961
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Matters of order for the meeting Non-Voting No vote
3 Election of persons to confirm the minutes and Non-Voting No vote
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 annual accounts, the report Non-Voting No vote
of the board of directors and the auditor's
report for the year 2010
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 pay a dividend
of EUR 0.25 per share
9 Resolution on the discharge of the members of Mgmt For For
the board of directors and the CEO from liability
10 Resolution on the remuneration of the members Mgmt For For
of the board of directors
11 Resolution on the number of members of the board Mgmt For For
of directors. The nomination board proposes
that the number of board members be seven
12 Election of members of the board of directors. Mgmt For For
The nomination board proposes to re-elect
G. Brock, B. Kantola, M. Makinen, J. Rantanen,
H. Straberg, M. Vuoria and M. Wallenberg
13 Resolution on the remuneration of the auditor Mgmt For For
14 Election of auditor. The board proposes to re-elect Mgmt For For
Deloitte and Touche Oy as auditor
15 Appointment of nomination board Mgmt For For
16 Decision making order Non-Voting No vote
17 Closing of the meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
STRAUMANN HLDG AG Agenda Number: 702798185
--------------------------------------------------------------------------------------------------------------------------
Security: H8300N119
Meeting Type: AGM
Meeting Date: 18-Mar-2011
Ticker:
ISIN: CH0012280076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE NOTICE FOR THIS MEETING Non-Voting No vote
WAS RECEIVED AFTER THE REGISTRATION DEADLINE.
IF YOUR SHARES WERE REGISTERED PRIOR TO THE
DEADLINE OF 18 FEB 2011 [BOOK CLOSING/REGISTRATION
DEADLINE DATE], YOUR VOTING INSTRUCTIONS WILL
BE ACCEPTED FOR THIS MEETING. HOWEVER, VOTING
INSTRUCTIONS FOR SHARES THAT WERE NOT REGISTERED
PRIOR TO THE REGISTRATION DEADLINE WILL NOT
BE ACCEPTED.
CMMT 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.
1 Presentation of the business report 2010 as Non-Voting No vote
well as the report of the auditors
2.1 Approval of the annual report 2010, the annual Mgmt Take No Action
account 2010 as well as the group account 2010
2.2 Approval of the compensation report 2010 Mgmt Take No Action
3 Decision about the appropriation of the balance Mgmt Take No Action
profit and dissolution of legal reserves
4 The board of directors proposes to amend the Mgmt Take No Action
Article 3.1.3 paragraph 5 of the Articles of
Association as specified
5 Discharge of the board of directors Mgmt Take No Action
6.1 Re-election of Gilbert Achermann into the board Mgmt Take No Action
of directors for a one-year term
6.2 Re-election of Dr. Sebastian Burckhardt into Mgmt Take No Action
the board of directors for a one-year term
6.3 Re-election of Dominik Ellenrieder into the Mgmt Take No Action
board of directors for a one-year term
6.4 Re-election of Roland Hess into the board of Mgmt Take No Action
directors for a one-year term
6.5 Re-election Ulrich Looser into the board of Mgmt Take No Action
directors for a one-year term
6.6 Re-election Dr. Beat Luthi into the board of Mgmt Take No Action
directors for a one-year term
6.7 Re-election Stefan Meister into the board of Mgmt Take No Action
directors for a one-year term
6.8 Re-election of Dr. H.C. Thomas Straumann into Mgmt Take No Action
the board of directors for a one-year term
7 The Board of Directors proposes the reappointment Mgmt Take No Action
of PricewaterhouseCoopers AG, Basel, as Statutory
Auditors for a term of one year
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Take No Action
IN BLOCKING CONDITIONS FROM "Y" TO "N". 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.
--------------------------------------------------------------------------------------------------------------------------
SUEZ ENVIRONNEMENT COMPANY, PARIS Agenda Number: 702961966
--------------------------------------------------------------------------------------------------------------------------
Security: F4984P118
Meeting Type: MIX
Meeting Date: 19-May-2011
Ticker:
ISIN: FR0010613471
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2011/0413/201104131101270.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year ended December 31,
2010
O.2 Approval of the consolidated financial statements Mgmt For For
for the financial year ended December
31, 2010
O.3 Allocation of income for the financial year Mgmt For For
ended December 31, 2010
O.4 Option to pay dividend in shares Mgmt For For
O.5 Approval of the regulated Agreements and Commitments Mgmt For For
pursuant to Articles L. 225-38 et seq. and
L.225-42-1 of the Commercial Code
O.6 Ratification of the registered office transfer Mgmt For For
O.7 Ratification of the cooptation of Mrs. Penelope Mgmt For For
Chalmers-Small as Board member
O.8 Appointment of Mrs. Valerie Bernis as Board Mgmt For For
member
O.9 Appointment of Mr. Nicolas Bazire as Board member Mgmt For For
O.10 Appointment of Mr. Jean-Francois Cirelli as Mgmt For For
Board member
O.11 Appointment of Mr. Lorenz d'este as Board member Mgmt For For
O.12 Appointment of Mr. Gerard Lamarche as Board Mgmt For For
member
O.13 Appointment of Mr. Olivier Pirotte as Board Mgmt For For
member
O.14 Authorization to allow the Company to trade Mgmt For For
its own shares
E.15 Authorization to be granted to the Board of Mgmt For For
Directors to reduce share capital by cancellation
of treasury shares of the Company
E.16 Delegation of authority granted to the Board Mgmt Against Against
of Directors to carry out a share capital
increase, with cancellation of preferential
subscription rights, in favor of a given
category (ies) of designated beneficiaries
as part of the implementation of international
employee share ownership and savings plans
of the Suez Environnement Group
E.17 Powers to accomplish all formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SURUGA BANK LTD. Agenda Number: 703132794
--------------------------------------------------------------------------------------------------------------------------
Security: J78400108
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3411000007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
2. Appoint a Corporate Auditor Mgmt For For
3. Approve Provision of Retirement Allowance for Mgmt Against Against
Retiring Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
SUZUKEN CO.,LTD. Agenda Number: 703141313
--------------------------------------------------------------------------------------------------------------------------
Security: J78454105
Meeting Type: AGM
Meeting Date: 28-Jun-2011
Ticker:
ISIN: JP3398000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
2. Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SWEDBANK AB, STOCKHOLM Agenda Number: 702818571
--------------------------------------------------------------------------------------------------------------------------
Security: W9423X102
Meeting Type: AGM
Meeting Date: 25-Mar-2011
Ticker:
ISIN: SE0000242455
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
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
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
1 Opening of the Meeting and address by the Chair Non-Voting No vote
of the Board of Directors
2 Election of the Meeting Chair: The Nomination Non-Voting No vote
Committee proposes that Counsel Claes Beyer
is elected Chair at the Annual General Meeting
3 Preparation and approval of the voting list Non-Voting No vote
4 Approval of the agenda Non-Voting No vote
5 Election of two persons to verify the minutes Non-Voting No vote
6 Decision whether the Meeting has been duly convened Non-Voting No vote
7 a) Presentation of the annual report and the Non-Voting No vote
consolidated accounts for the financial
year 2010; b) Presentation of the auditor's
reports for the Bank and the Group for the
financial year 2010; c) Address by the CEO
8 Adoption of the profit and loss account and Mgmt For For
balance sheet of the Bank and the consolidated
profit and loss account and consolidated balance
sheet for the financial year 2010
9 Approval of the allocation of the Bank's profit Mgmt For For
in accordance with the adopted balance
sheet as well as decision on the record date
for dividends
10 Decision whether to discharge the members of Mgmt For For
the Board of Directors and the CEO from liability
11 Determination of the number of Board members: Mgmt For For
The Nomination Committee proposes that
the number of Board members, which shall be
appointed by the General Meeting, shall
be unchanged at ten
12 Determination of the fees to the Board members Mgmt For For
and the Auditor
13 Election of the Board members and the Chair: Mgmt For For
The Nomination Committee proposes,
for the period until the close of the next
Annual General Meeting, that Ulrika Francke,
Goran Hedman, Lars Idermark, Anders Igel, Helle
Kruse Nielsen, Pia Rudengren, Anders Sundstrom,
Karl-Henrik Sundstrom and Siv Svensson
are re-elected as Board members and that Olav
Fjell be elected as a new Board member. The
Nomination Committee proposes that Lars Idermark
be re-elected as Chair of the Board of
Directors
14 Decision on the Nomination Committee Mgmt For For
15 Decision on amendments of the Articles of Association Mgmt For For
16 Decision on the guidelines for remuneration Mgmt For For
to top executives
17 Decision to acquire own shares in accordance Mgmt For For
with the Securities Market Act
18 Decision on authorization for the Board of Directors Mgmt For For
to decide on acquisitions of own
shares in addition to what is stated in item
17
19.a Performance and share based remuneration program Mgmt For For
for 2010 for the Swedbank Group: Proposal
to approval of the Board of Directors resolution
regarding deferred variable remuneration
in the form of shares under program 2010
19.b Performance and share based remuneration program Mgmt For For
for 2010 for the Swedbank Group: The Board
of Directors' proposal for resolution regarding
transfer of ordinary shares etc
20.a Performance and share based remuneration program Mgmt For For
for 2011 for the Swedbank Group: Proposal
to approval of the Board of Directors' resolution
regarding a collective program for 2011
20.b Performance and share based remuneration program Mgmt For For
for 2011 for the Swedbank Group : Proposal
to approval of the Board of Directors' resolution
regarding deferred variable remuneration in
the form of shares under an individual
program 2011
20.c Performance and share based remuneration program Mgmt For For
for 2011 for the Swedbank Group: The Board
of Directors' proposal for resolution regarding
transfer of ordinary shares etc
21 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Matter submitted by the shareholder
Thorwald Arvidsson regarding suggested proposal
on an investigation in accordance with Chapter
10, Section 21 of the Companies Act
22 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Matter submitted by the shareholder
Thorwald Arvidsson regarding suggested proposal
on evaluation of the "work of equal rights
and ethnicity"
23 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Matter submitted by the shareholder
Thorwald Arvidsson regarding suggested proposal
on distribution of a book to the shareholders
free of charge
24 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Matter submitted by the shareholder
Tommy Jonasson regarding suggested proposal
on allocation of SEK 10m of this year's profit
to an institute with certain duties
25 Closing of the Meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
SWISSCOM AG, ITTIGEN Agenda Number: 702919296
--------------------------------------------------------------------------------------------------------------------------
Security: H8398N104
Meeting Type: AGM
Meeting Date: 20-Apr-2011
Ticker:
ISIN: CH0008742519
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting Take No Action
ID 801546 DUE TO ADDITION AND DELETION OF RESOLUTIONS.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting Take No Action
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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Take No Action
MEETING NOTICE SENT UNDER MEETING 750922, 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 The Board of Directors proposes that the annual Mgmt Take No Action
report, financial statements of Swisscom Ltd
and consolidated financial statements for fiscal
year 2010 be approved
1.2 The Board of Directors proposes that the Shareholders' Mgmt Take No Action
Meeting take affirmatively notice of the 2010
remuneration report by means of a consultative
vote
2.a The Board of Directors proposes a) that the Mgmt Take No Action
retained earnings of fiscal 2010 of CHF 4,841
million be appropriated as follows: Allocation
to reserves from capital contributions CHF
232 million, Allocation to free reserves CHF
622 million, Balance carried forward to new
account CHF 3,987 million
2.b The Board of Directors proposes that a dividend Mgmt Take No Action
of CHF 1,088 million be distributed for the
fiscal 2010 (CHF 21 gross per share). For this
purpose, the Board of Directors proposes converting
CHF 466 million in reserves from capital contributions
into free reserves and distributing these as
dividends together with additional free reserves
amounting to CHF 622 million (CHF 9 per share
from reserves from capital contributions and
CHF 12 gross per share from free reserves)
3 The Board of Directors proposes that discharge Mgmt Take No Action
be granted to the members of the Board of Directors
and the Group Executive Board for the 2010
financial year
4 The Board of Directors proposes that the Articles Mgmt Take No Action
of Incorporation be amended as specified
5.1 The Board of Directors proposes that Dr Anton Mgmt Take No Action
Scherrer be re-elected for a term of office
lasting until 31 August 2011 as a member and
chairman of the Board of Directors
5.2 The Board of Directors proposes that Hansueli Mgmt Take No Action
Loosli be re-elected for a two-year term of
office as a member of the Board of Directors
and that he be elected as chairman of the Board
of Directors as of 1 September 2011
5.3 The Board of Directors proposes that Michel Mgmt Take No Action
Gobet be re-elected for a two-year term of
office as member of the Board of Directors
5.4 The Board of Directors proposes that Dr Torsten Mgmt Take No Action
G. Kreindl be re-elected for a two-year term
of office as a member of the Board of Directors
5.5 The Board of Directors proposes that Richard Mgmt Take No Action
Roy be re-elected for a two-year term of office
as a member of the Board of Directors
5.6 The Board of Directors proposes that Othmar Mgmt Take No Action
Vock be re-elected for a one-year term of office
as a member of the Board of Directors
5.7 The Board of Directors proposes that Theophil Mgmt Take No Action
H. Schlatter be elected for a two-year term
of office as a member of the Board of Directors
6 The Board of Directors proposes that KPMG Ltd, Mgmt Take No Action
of Muri near Bern, be re-elected as statutory
auditors for the fiscal 2011
--------------------------------------------------------------------------------------------------------------------------
SYNGENTA AG Agenda Number: 702839020
--------------------------------------------------------------------------------------------------------------------------
Security: H84140112
Meeting Type: AGM
Meeting Date: 19-Apr-2011
Ticker:
ISIN: CH0011037469
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting Take No Action
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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Take No Action
MEETING NOTICE SENT UNDER MEETING 751532, 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 Approval of the annual report, including the Mgmt Take No Action
annual financial statements and the group consolidated
financial statements for the year 2010
1.2 Consultative vote on the compensation system Mgmt Take No Action
2 Discharge of the members of the board of directors Mgmt Take No Action
and the executive committee
3 Reduction of share capital by cancellation of Mgmt Take No Action
repurchased shares
4.1 Appropriation of available earnings 2010 Mgmt Take No Action
4.2 Conversion and appropriation of reserves from Mgmt Take No Action
capital contributions (dividend from reserves
from capital contributions)
5.1 Re-election of Martin Taylor to the board of Mgmt Take No Action
directors
5.2 Re-election of Peter Thompson to the board of Mgmt Take No Action
directors
5.3 Re-election of Rolf Watter to the board of directors Mgmt Take No Action
5.4 Re-election of Felix A. Weber to the board of Mgmt Take No Action
directors
6 Election of the auditors: Ernst and Young Ag Mgmt Take No Action
7 Ad-hoc Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
SYNTHES INC Agenda Number: 702973579
--------------------------------------------------------------------------------------------------------------------------
Security: 87162M409
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: US87162M4096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting Take No Action
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.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting Take No Action
VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION
NUMBERS "5.1 AND 5.2". THANK YOU.
3 Approval of the report on the financial year, Mgmt Take No Action
the annual accounts and the consolidated accounts
for 2010
5.1 Elections to the Board of Director: Robert Bland Mgmt Take No Action
5.2 Elections to the Board of Director: Amy Wyss Mgmt Take No Action
6 Ratify selection of Ernst & Young as Auditors Mgmt Take No Action
for 2011
--------------------------------------------------------------------------------------------------------------------------
SYSMEX CORPORATION Agenda Number: 703132718
--------------------------------------------------------------------------------------------------------------------------
Security: J7864H102
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3351100007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3. Amend the Compensation to be received by Directors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
T.E.R.N.A.- RETE ELETTRICA NAZIONALE SPA, ROMA Agenda Number: 703017574
--------------------------------------------------------------------------------------------------------------------------
Security: T9471R100
Meeting Type: MIX
Meeting Date: 12-May-2011
Ticker:
ISIN: IT0003242622
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
13 MAY 2011 AT 14.30 (AND A THIRD CALL FOR
EGM ON 14 MAY 2011 AT 11.00). CONSEQUENTLY,
YOUR VOTING INSTRUCTIONS WILL REMAIN VALID
FOR ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://materials.proxyvote.com/Approved/99999Z/19840101/NPS_88029.PDF
O.1 Financial Statement as of December 31, 2010. Mgmt No vote
Reports by the Board of Directors, the Board
of Statutory Auditors and the Independent Auditors.
Related resolutions. Presentation of the Consolidated
Financial Statement as of December 31, 2010
O.2 Allocation of the net income of the fiscal year Mgmt No vote
O.3 Determination of the number of members of the Mgmt No vote
Board of Directors and their term of office
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 3 SLATES Non-Voting No vote
TO BE ELECTED AS DIRECTORS, THERE IS ONLY 1
VACANCY AVAILABLE TO BE FILLED AT THE MEETING.
THE STANDING INSTRUCTIONS FOR THIS MEETING
WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 3 SLATES.
THANK YOU.
O.4.1 Appointment of the members of the Board of Directors: Shr No vote
list presented by Cassa Depositi e Prestiti
- CDP shareholder of Terna with 599,999,999
ordinary shares, equal to 29.86% of the share
capital: Luigi Piergiuseppe Ferdinando Roth,
Flavio Cattaneo, Andrea Camporese, Paolo Dal
Pino, Matteo Del Fante and Michele Polo
O.4.2 Appointment of the members of the Board of Directors: Shr No vote
candidate presented by ENEL S.p.A owner of
more than 1% of Terna's share capital: Simone
Mori
O.4.3 Appointment of the members of the Board of Directors: Shr No vote
list presented by Romano Minozzi, Iris Ceramica
S.p.A, Castellarano Fiandre S.p.A, Fortifer
S.A., A.T.S. Finanziaria s.r.l., Canalfin S.p.A.,
Finanziaria Cer. Castellarano S.p.A and Fincea
S.p.A together holders of 4.858% of Terna:
Romano Minozzi, Fabio Buscarini and Salvatore
Machi
O.5 Appointment of the Chairman of the Board of Mgmt No vote
Directors
O.6 Determination of the remuneration of the members Mgmt No vote
of the Board of Directors
0000 PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES Non-Voting No vote
TO BE ELECTED AS AUDITORS, THERE IS ONLY 1
VACANCY AVAILABLE TO BE FILLED AT THE MEETING.
THE STANDING INSTRUCTIONS FOR THIS MEETING
WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2 SLATES.
THANK YOU
O.7.1 Appointment of the Board of Statutory Auditors: Shr No vote
list presented by Cassa Depositi e Prestiti
- CDP shareholder of Terna with 599,999,999
ordinary shares, equal to 29.86% of the share
capital: Standing Auditors: Alberto Luigi Gusmeroli
and Lorenzo Pozza and Alternate Auditor: Flavio
Pizzini
O.7.2 Appointment of the members of the Board of Directors: Shr No vote
list presented by Romano Minozzi, Iris Ceramica
S.p.A, Castellarano Fiandre S.p.A, Fortifer
S.A., A.T.S. Finanziaria s.r.l., Canalfin S.p.A.,
Finanziaria Cer. Castellarano S.p.A and Fincea
S.p.A together holders of 4.858% of Terna:
Statutory Auditor: Luca Aurelio Guarna and
Standing Auditor: Stefania Bettoni
O.8 Determination of the remuneration of the Statutory Mgmt No vote
Auditors of the Board of Statutory Auditors
O.9 Mandate for the statutory auditing for the 2011 Mgmt No vote
- 2019 period, and consequent resolutions
O.10 Adapting the Regulations of the meetings to Mgmt No vote
the provisions of Legislative Decree No. 27
of January 27, 2010. Amendments to articles1.2,
2.1, 2.2, 3.2, 3.4, 3.5, 4.2, 4.8, 6.4 and
6.6
E.1 Amendments to Art 9.1 and Art 13 of the Corporate Mgmt No vote
Bylaws, respectively, in compliance with the
provisions introduced by Art 1 of Legislative
Decree No. 27 of January 27, 2010 and for the
implementation of the Procedure for Related
Party Transactions under the "Regulations on
provisions relating to Transactions with Related
Parties" (adopted by Consob with Resolution
No. 17221 of March 12, 2010 and as subsequently
amended by Resolution No. 17389 of June 23,
2010) as well as the re-numbering of the individual
paragraphs that make up Art 13
--------------------------------------------------------------------------------------------------------------------------
TAISHO PHARMACEUTICAL CO.,LTD. Agenda Number: 703153205
--------------------------------------------------------------------------------------------------------------------------
Security: J79819108
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3442800003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2 Create a Holding Company by Stock Transfer Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5 Approve Provision of Retirement Allowance for Mgmt Against Against
Deceased Director and Retiring Corporate Auditor
--------------------------------------------------------------------------------------------------------------------------
TAIYO NIPPON SANSO CORPORATION Agenda Number: 703145929
--------------------------------------------------------------------------------------------------------------------------
Security: J55440119
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3711600001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
3. Appoint a Substitute Corporate Auditor Mgmt For For
4. Approve Renewal of Countermeasures to Large-Scale Mgmt For For
Acquisitions of the Company's Shares
--------------------------------------------------------------------------------------------------------------------------
TAKASHIMAYA COMPANY,LIMITED Agenda Number: 703028983
--------------------------------------------------------------------------------------------------------------------------
Security: J81195125
Meeting Type: AGM
Meeting Date: 24-May-2011
Ticker:
ISIN: JP3456000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
4. Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TAKEDA PHARMACEUTICAL COMPANY LIMITED Agenda Number: 703128745
--------------------------------------------------------------------------------------------------------------------------
Security: J8129E108
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3463000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3. Appoint a Corporate Auditor Mgmt For For
4. Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
TEIJIN LIMITED Agenda Number: 703104745
--------------------------------------------------------------------------------------------------------------------------
Security: J82270117
Meeting Type: AGM
Meeting Date: 22-Jun-2011
Ticker:
ISIN: JP3544000007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
3. Approve Retirement Allowance for Retiring Directors Mgmt Against Against
and Corporate Auditors, and Payment of Accrued
Benefits associated with Abolition of Retirement
Benefit System for Current Directors and Corporate
Auditors
--------------------------------------------------------------------------------------------------------------------------
TELE2 AB Agenda Number: 702969544
--------------------------------------------------------------------------------------------------------------------------
Security: W95878117
Meeting Type: AGM
Meeting Date: 16-May-2011
Ticker:
ISIN: SE0000314312
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 788656 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.
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
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
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
1 Opening of the Meeting Non-Voting No vote
2 Election of lawyer Wilhelm Luning as Chairman Non-Voting No vote
of the Annual General Meeting
3 Preparation and approval of the voting list Non-Voting No vote
4 Approval of the agenda Non-Voting No vote
5 Election of one or two persons to check and Non-Voting No vote
verify the minutes
6 Determination of whether the Annual General Non-Voting No vote
Meeting has been duly convened
7 Statement by the Chairman of the Board on the Non-Voting No vote
work of the Board of Directors
8 Presentation by the Chief Executive Officer Non-Voting No vote
9 Presentation of Annual Report, Auditors' Report Non-Voting No vote
and the consolidated financial statements and
the auditors' report on the consolidated financial
statements
10 Resolution on the adoption of the income statement Mgmt For For
and Balance Sheet and of the consolidated income
statement and the consolidated Balance Sheet
11 Resolution on the proposed treatment of the Mgmt For For
Company's unappropriated earnings or accumulated
loss as stated in the adopted Balance Sheet
12 Resolution on the discharge of liability of Mgmt For For
the directors of the Board and the Chief Executive
Officer
13 Determination of the number of directors of Mgmt For For
the Board
14 Determination of the remuneration to the directors Mgmt For For
of the Board and the auditor
15 The Nomination Committee proposes, for the period Mgmt For For
until the close of the next Annual General
Meeting, the re-election of Mia Brunell Livfors,
John Hepburn, Mike Parton, John Shakeshaft,
Cristina Stenbeck, Lars Berg, Erik Mitteregger
and Jere Calmes as directors of the Board.
The Nomination Committee proposes that the
Annual General Meeting shall re-elect Mike
Parton as Chairman of the Board of Directors.
Furthermore, it is proposed that the Board
of Directors at the Constituent Board Meeting
appoints an Audit Committee and a Remuneration
Committee within the Board of Directors. The
Nomination Committee's motivated opinion regarding
proposal of the Board of Directors is available
at the Company's website, www.tele2.com
16 Approval of the procedure of the Nomination Mgmt For For
Committee
17 Resolution regarding Guidelines for remuneration Mgmt For For
to the senior executives
18a Resolution regarding incentive programme comprising Mgmt For For
the following resolution: adoption of an incentive
programme
18b Resolution regarding incentive programme comprising Mgmt Against Against
the following resolution: authorisation to
resolve to issue Class C shares
18c Resolution regarding incentive programme comprising Mgmt For For
the following resolution: authorisation to
resolve to repurchase own Class C shares
18d Resolution regarding incentive programme comprising Mgmt For For
the following resolution: transfer of own Class
B shares
19 Resolution to authorise the Board of Directors Mgmt For For
to resolve on repurchase of own shares
20 Resolution on amendment of the Articles of Association Mgmt For For
21 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Shareholder's proposal to resolve
up on appointing an independent examiner to
investigate the Company's customer policy in
accordance with Chapter 10, Section 21 of the
Companies Act
22 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Shareholder's proposal to resolve
up on appointing an independent examiner to
investigate the Company's investor relations
policy in accordance with Chapter 10, Section
21 of the Companies Act
23 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Shareholder's proposal to establish
a customer ombudsman function
24 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Shareholder's proposal regarding
an annual evaluation of the Company's "work
with gender equality and ethnicity"
25 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Shareholder's proposal regarding
"separate General Meetings"
26 Closing of the Meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
TELECOM CORP NEW ZEALAND LTD Agenda Number: 702583192
--------------------------------------------------------------------------------------------------------------------------
Security: Q89499109
Meeting Type: AGM
Meeting Date: 30-Sep-2010
Ticker:
ISIN: NZTELE0001S4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
0 The Chairman's introduction Non-Voting No vote
0 Addresses to shareholders Non-Voting No vote
0 Shareholder discussion Non-Voting No vote
1 Authorize the Directors to fix the remuneration Mgmt For For
of the Auditors, KPMG
2 Re-elect Dr. Murray Horn as a Director of Telecom Mgmt For For
3 Election of Ms. Sue Sheldon as a Director of Mgmt For For
Telecom
0 Other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
TELECOM ITALIA SPA, MILANO Agenda Number: 702852826
--------------------------------------------------------------------------------------------------------------------------
Security: T92778108
Meeting Type: MIX
Meeting Date: 09-Apr-2011
Ticker:
ISIN: IT0003497168
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
11 APR 2011 (AND A THIRD CALL ON 12 APR 2011).
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL
REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
cmmt PLEASE NOTE THAT THE SHAREHOLDERS WHO INDIVIDUALLY Non-Voting No vote
OR JOINTLY, REPRESENT AT LEAST 2.5 PCT OF THE
CORPORATE CAPITAL, ARE ENTITLED TO REQUEST
BY 10 MARCH 2011, THE INTEGRATION TO THE ITEMS
TO BE DISCUSSED BY QUOTING IN THEIR REQUEST
THE ADDITIONAL PROPOSED SUBJECTS. THE INTEGRATION
IS NOT PERMITTED WITH REGARD TO SUBJECTS ON
WHICH THE SHAREHOLDERS MEETING DELIBERATES
AS PER LAW ON PROPOSAL OF THE BOARD OF DIRECTORS
OR ON THE BASIS OF A PROJECT OR REPORT ARRANGED
BY THEM [DIFFERENT FROM THOSE OF ART. 125 TER,
COMMA I, OF D.LGS N 58 1998 OF TUF]. SHAREHOLDERS
HOLDING INDIVIDUALLY OR JOINTLY AT LEAST 1
PCT OF THE SHARE CAPITAL WITH VOTING RIGHT
ARE ENTITLED TO SUBMIT SLATES. SUBMITTED SLATES
MUST BE DEPOSITED, ALONG WITH THE REQUIRED
DOCUMENTATION, AT THE COMPANY'S REGISTERED
OFFICE BY 15 MARCH 2011. THANK YOU.
a.1 Financial statement as of 31 December 2010. Mgmt For For
Related and consequential resolutions
PLEASE NOTE THAT ALTHOUGH THERE ARE 3 SLATES Non-Voting No vote
TO BE ELECTED, THERE IS ONLY 1 VACANCY AVAILABLE
TO BE FILLED AT THE MEETING. THE STANDING INSTRUCTIONS
FOR THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE ON ONLY 1
OF THE 3 SLATES. THANK YOU
a.2.1 Appointment of the board of directors: List Shr Against For
presented by Telco S.p.A, holding 22.40% of
company stock capital: 1. Mr. Cesar Alierta
Izuel, 2. Mr. Tarak Ben Ammar, 3. Mr. Franco
Bernabe, 4. Mr. Elio Cosimo Catania, 5. Mr.
Jean Paul Fitoussi, 6. Mr. Gabriele Galateri
di Genola, 7. Mr. Julio Linares Lopez, 8. Mr.
Gaetano Micciche, 9. Mr. Aldo Minucci, 10.
Mr. Renato Pagliaro, 11. Mr. Marco Patauno,
12. Mr. Mauro Sentinelli, 13. Mr. Francesco
Coatti, 14. Mr. Filippo Bruno and 15. Mr. Oliviero
Edoardo Pessi
a.2.2 Appointment of the board of directors: List Shr No vote
presented by Findim Group S.p.A. currently
holding 4.90% of company stock capital: 1.
Mr. Gianemilio Osculati, 2.Mr. Paolo Carlo
Renato Dal Pino and 3.Mr. Carlos Manuel De
Lucena e Vasconcelos Cruz
a.2.3 Appointment of the board of directors: List Shr No vote
presented by a group of S.G.R. and some Foreign
Institutional Investors: 1. Mr. Luigi Zingales,
2.Mr. Ferdinando Falco Beccalli and 3.Mr. Francesco
Profumo
a.3 Updating of the economic status of the auditing Mgmt For For
for the period 2011 2018. Related and consequential
resolutions
a.4 Authorisation to purchase and dispose own shares Mgmt For For
a.5 Long term incentive plan 2011. Related and consequential Mgmt For For
resolutions
a.6 Amendments of the meeting regulations. Related Mgmt For For
and consequential resolutions
e.1 Amendments of art 15, 18 and 19 of company's Mgmt For For
corporate bylaws. Related and consequential
resolutions
e.2 Granting authority to increase the corporate Mgmt For For
capital versus payment and free of payment
for a maximum of EUR 15,500,000 in relation
to the long term incentive plan 2011. Related
and consequential resolutions
--------------------------------------------------------------------------------------------------------------------------
TELEFON AB L M ERICSSON Agenda Number: 702842015
--------------------------------------------------------------------------------------------------------------------------
Security: W26049119
Meeting Type: AGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: SE0000108656
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
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
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
1 The Nomination Committee proposes the Chairman Non-Voting No vote
of the Board of Directors, Michael Treschow,
be elected Chairman of the Meeting
2 Preparation and approval of the voting list Non-Voting No vote
3 Approval of the agenda of the Meeting Non-Voting No vote
4 Determination whether the Meeting has been properly Non-Voting No vote
convened
5 Election of two persons approving the minutes Non-Voting No vote
6 Presentation of the annual report, the auditors' Non-Voting No vote
report, the consolidated accounts, the auditors'
report on the consolidated accounts and the
auditors' presentation of the audit work during
2010
7 The President's speech and questions by the Non-Voting No vote
shareholders to the Board of Directors and
the management
8.1 Resolution with respect to: adoption of the Mgmt For For
income statement and the balance sheet, the
consolidated income statement and the consolidated
balance sheet
8.2 Resolution with respect to: discharge of liability Mgmt For For
for the members of the Board of Directors and
the President
8.3 The Board of Directors proposes a dividend of Mgmt For For
SEK 2.25 per share and Monday, April 18, 2011,
as record date for dividend. Assuming this
date will be the record day, Euroclear Sweden
AB is expected to disburse dividends on Thursday,
April 21, 2010
9.1 The number of Board members to be elected by Mgmt For For
the Meeting shall remain twelve and no Deputy
Directors be elected
9.2 The fees to the non-employed Board members and Mgmt For For
to the non-employed members of the Committees
to the Board of Directors elected by the Meeting
be paid as follows: SEK 3,750,000 to the Chairman
of the Board of Directors (unchanged); SEK
825,000 each to the other Board members (previously
SEK 750,000); SEK 350,000 to the Chairman of
the Audit Committee (unchanged); SEK 250,000
each to the other members of the Audit Committee
(unchanged); SEK 200,000 each to the Chairmen
of the Finance and the Remuneration Committee
(previously SEK 125,000); and SEK 175,000 each
to the other members of the Finance and the
Remuneration Committee (previously SEK 125,000).
Fees in the form of synthetic shares: The Nomination
Committee proposes the Directors should be
offered, on unchanged terms, the possibility
to receive part of the fees in respect of their
Board assignment (however, not in respect of
committee work) in the form of synthetic shares.
A synthetic share signifies a right to receive
future payment of an amount corresponding to
the market price of a share of series B in
the Company on NASDAQ OMX Stockholm at the
time of payment. The following principal terms
and conditions shall apply. A nominated Director
shall have the possibility of choosing to receive
the fee in respect of his or her Board assignment,
according to the following four alternatives:
25 percent in cash – 75 percent in synthetic
shares; 50 percent in cash – 50 percent
in synthetic shares; 75 percent in cash –
25 percent in synthetic shares; and 100 percent
in cash. The number of synthetic shares allocated
to the Director shall be based on a volume
weighted average of the market price of shares
of series B on NASDAQ OMX Stockholm during
the five trading days immediately following
the publication of the Company's interim report
for the first quarter of 2011. The synthetic
shares are vested during the term of office,
with 25 percent per quarter of the year. The
synthetic shares entail a right to receive
payment, following the publication of Ericsson's
year-end financial statement in 2016, of a
cash amount per synthetic share corresponding
to the market price of shares of series B in
the Company at the time of payment. Dividend
in respect of shares of series B in the Company,
which the General Meeting of Shareholders has
resolved on during the holding period, shall
be disbursed at the same time as the cash amount.
Should the Director's assignment to the Board
of Directors come to an end not later than
during the third calendar year after the year
in which the General Meeting of Shareholders
resolved on allocation of the synthetic shares,
payment may take place the year after the assignment
came to an end. The number of synthetic shares
may be subject to recalculation in the event
of bonus issues, split, rights issues and similar
measures, under the terms and conditions of
the synthetic shares. The intention is that
the Company's future commitment to pay with
regard to the synthetic shares, as set out
above, should be hedged by the Company, either
through repurchased own shares which are sold
on the market in connection with payments to
the Directors or through a hedging agreement
with a bank. Due to the hedging measures, the
financial difference for the Company, should
all Directors receive part of their fees in
the form of synthetic shares compared with
the fees being paid in cash only, is assessed
to be very limited
9.3 Chairman of the Board of Directors: The Nomination Mgmt For For
Committee proposes Leif Johansson be elected
new Chairman of the Board of Directors (Michael
Treschow, presently Chairman of the Board,
has declined re-election). Other members of
the Board of Directors: The Nomination Committee
proposes re-election of Roxanne S. Austin,
Sir Peter L. Bonfield, Borje Ekholm, Ulf J.
Johansson, Sverker Martin-Lof, Nancy McKinstry,
Anders Nyr n, Carl-Henric Svanberg, Hans Vestberg
and Michelangelo Volpi and election of Jacob
Wallenberg as new Board member (Marcus Wallenberg
has declined re-election)
9.4 Procedure on appointment of the Nomination Committe Mgmt For For
and determination of the assignment of the
Committee: The Nomination Committee proposes
a procedure on appointment of the Nomination
Committee, in substance as follows: The Company
shall have a Nomination Committee of no less
than five members. One member shall be the
chairman of the Board of Directors. Based on
the shareholding statistics the Company receives
from Euroclear Sweden AB as per the last bank
day of the month in which the Annual General
Meeting is held, the Nomination Committee shall,
without unnecessary delay, identify the four
largest shareholders by voting power of the
Company. As soon as reasonably feasible, the
Nomination Committee shall, in a suitable manner,
contact the identified four largest shareholders
and request them, within reasonable time considering
the circumstances, however not exceeding 30
days, to provide in writing to the Nomination
Committee the name of the person the shareholder
wish to appoint member of the Nomination Committee.
The chairman of the Nomination Committee shall
be the member that represents the largest shareholder(s)
by voting power, provided the Nomination Committee
does not unanimously resolve to appoint another
member, appointed by a shareholder, chairman
of the Nomination Committee. In case a shareholder
considers its shareholding in the Company is
of such significance that it justifies a participation
in the Nomination Committee, the shareholder
may inform in writing the Nomination Committee
thereof and in connection hereto adequately
verify its shareholding. Upon receipt of such
a request no later than December 31, and provided
the Nomination Committee considers the reported
shareholding be adequately verified, the Nomination
Committee shall confirm this to the shareholder,
who will then be entitled to appoint a supplemental
member of the Nomination Committee. In case
the Nomination Committee receives a notification
from a shareholder past the date of December
31, no action is required to be taken. The
assignment covers to provide proposals for
chairman at the Annual General Meeting; chairman
of the Board of Directors and other members
of the Board of Directors appointed by the
Annual General Meeting; fees payable to non-employed
members of the Board of Directors; and fees
payable to the auditors as well as, when applicable,
election of auditors. Henceforth, no remuneration
shall be paid to the members of the Nomination
Committee. However, the Company shall bear
the reasonable expenses reasonably related
to the assignment of the Nomination Committee
9.5 Fees payable to the members of the Nomination Mgmt For For
Committee: The Nomination Committee proposes
no remuneration be paid to the Nomination Committee
members
9.6 Fees payable to the Auditor: The Nomination Mgmt For For
Committee proposes, like previous years, the
Auditor fees be paid against approved account
9.7 Election of Auditor: The Nomination Committee Mgmt For For
proposes PricewaterhouseCoopers be appointed
Auditor for the period as of the end of the
Annual General Meeting 2011 until the end of
the Annual General Meeting 2012
10 Guidelines for remuneration to senior management: Mgmt For For
The Board of Directors proposes the Annual
General Meeting resolves on the following guidelines
for remuneration and other employment terms
for the senior management for the period up
to the 2012 Annual General Meeting. The guidelines
proposed do not comprise any material changes
compared to the principles resolved by the
2010 Annual General Meeting. 2011 Remuneration
Policy: Remuneration at Ericsson is based on
the principles of performance, competitiveness
and fairness. These principles and good practice
in Sweden guide our policy to: Attract and
retain highly competent, performing and motivated
people that have the ability, experience and
skill to deliver on the Ericsson strategy;
Encourage behavior consistent with Ericsson's
culture and core values of professionalism,
respect and perseverance; Ensure fairness in
reward by delivering total remuneration that
is appropriate but not excessive; Ensure a
total compensation mix of fixed and variable
remuneration and benefits that reflects the
Company's principles and is competitive where
Ericsson competes for talent; Encourage variable
remuneration which, first, aligns employees
with clear and relevant targets, second, reinforces
performance and, third, enables flexible remuneration
costs; Ensure that all variable remuneration
plans have maximum award and vesting limits;
Encourage employees to deliver sustained performance
and build up a personal shareholding in Ericsson,
aligning the interests of shareholders and
employees; Communicate clearly to both employees
and shareholders how Ericsson translates remuneration
principles and policy into practice. Group
Management: For Group Management consisting
of the Executive Leadership Team, including
the President and CEO, in the following referred
to as the "Group Management", total remuneration
consists of fixed salary, short- and long-term
variable remuneration, pension and other benefits.
Furthermore, the following guidelines apply
for Group Management: Variable remuneration
is through cash and stock-based programs awarded
against specific business targets derived from
the long term business plan approved by the
Board of Directors. Targets may include financial
targets at either corporate or unit level,
operational targets, employee motivation targets
and customer satisfaction targets; With the
current composition of Group Management, the
Company's cost during 2011 for the variable
remuneration of Group Management can, at a
constant share price, amount to between 0 and
150 percent of the aggregate fixed salary cost,
all excluding social security costs; All benefits,
including pension benefits, follow the competitive
practice in the home country taking total compensation
into account. The retirement age is normally
60 to 65 years of age; By way of exception,
additional arrangements can be made when deemed
required. Such additional arrangement shall
be limited in time and shall not exceed a period
of 36 months and two times the remuneration
that the individual concerned would have received
had no additional arrangement been made; The
mutual notice period may be no more than six
months. Upon termination of employment by the
Company, severance pay amounting to a maximum
of 18 months fixed salary is paid. Notice of
termination given by the employee due to significant
structural changes, or other events that in
a determining manner affect the content of
work or the condition for the position, is
equated with notice of termination served by
the Company
11.1 Implementation of the Stock Purchase Plan: All Mgmt For For
employees within the Ericsson Group, except
for what is mentioned in the fourth paragraph
below, will be offered to participate in the
Stock Purchase Plan. Employees who participate
in the Stock Purchase Plan shall, during a
12 month period from the implementation of
the plan, be able to invest up to 7.5 percent
of gross fixed salary in shares of series B
in the Company on NASDAQ OMX Stockholm or in
ADSs on NASDAQ. The CEO shall have the right
to invest up to 10 percent of gross fixed salary
and 10 percent of short term variable remuneration
for purchase of shares. If the purchased shares
are retained by the employee for three years
from the investment date and the employment
with the Ericsson Group continues during that
time, the employee will be given a corresponding
number of shares of series B or ADSs, free
of consideration. Participation in the Stock
Purchase Plan presupposes that such participation
is legally possible in the various jurisdictions
concerned and that the administrative costs
and financial efforts are reasonable in the
opinion of the Company
11.2 Transfer of treasury stock for the Stock Purchase Mgmt For For
Plan: a) Transfer of treasury stock to employees
Transfer of no more than 9,800,000 shares of
series B in the Company may occur on the following
terms and conditions: The right to acquire
shares shall be granted to such persons within
the Ericsson Group covered by the terms and
conditions of the Stock Purchase Plan. Furthermore,
subsidiaries within the Ericsson Group shall
have the right to acquire shares, free of consideration,
and such subsidiaries shall be obligated to
immediately transfer, free of consideration,
shares to their employees covered by the terms
and conditions of the Stock Purchase Plan;
The employee shall have the right to receive
shares during the period when the employee
is entitled to receive shares pursuant to the
terms and conditions of the Stock Purchase
Plan, i.e. during the period from November
2011 up to and including November 2015; Employees
covered by the terms and conditions of the
Stock Purchase Plan shall receive shares of
series B in the Company, free of consideration.
b) Transfer of treasury stock on an exchange
The Company shall have the right to, prior
to the Annual General Meeting in 2012, transfer
no more than 1,900,000 shares of series B in
the Company, in order to cover certain expenses,
mainly social security payments. Transfer of
the shares shall be effected on NASDAQ OMX
Stockholm at a price within the at each time
prevailing price interval for the share
11.3 Equity Swap Agreement with third party in relation Mgmt Against Against
to the Stock Purchase Plan: In the event that
the required majority is not reached under
item 11.2 above, the financial exposure of
the Stock Purchase Plan shall be hedged by
the Company entering into an equity swap agreement
with a third party, under which the third party
shall, in its own name, acquire and transfer
shares in the Company to employees covered
by the Stock Purchase Plan
11.4 Implementation of the Key Contributor Retention Mgmt For For
Plan: In addition to the regular matching of
one share pursuant to the Stock Purchase Plan
described above, up to 10 percent of the employees
(presently approximately 9,000) are selected
as key contributors and will be offered an
additional matching of shares, free of consideration,
within the Key Contributor Retention Plan.
If the shares purchased in accordance with
the terms and conditions of the Stock Purchase
Plan are retained by an employee for three
years from the investment date and the employment
with the Ericsson Group continues during that
time, the employee will be entitled to an additional
matching share, free of consideration, for
every share purchased, in addition to the regular
matching of one share. Participation in the
Key Contributor Retention Plan presupposes
that such participation is legally possible
in the various jurisdictions concerned and
that the administrative costs and financial
efforts are reasonable in the opinion of the
Company. The Board of Directors shall however
be entitled, but not obligated, to arrange
for an alternative cash plan for key contributors
in specific jurisdictions, should any of the
aforementioned presuppositions prove not to
be at hand. Such alternative cash plan shall,
as far as practical correspond to the terms
and conditions of the Key Contributor Retention
Plan
11.5 Transfer of treasury stock for the Key Contributor Mgmt For For
Retention Plan: a) Transfer of treasury stock
to employees Transfer of no more than 6,100,000
shares of series B in the Company may occur
on the following terms and conditions; The
right to acquire shares shall be granted to
such persons within the Ericsson Group covered
by the terms and conditions of the Key Contributor
Retention Plan. Furthermore, subsidiaries within
the Ericsson Group shall have the right to
acquire shares, free of consideration, and
such subsidiaries shall be obligated to immediately
transfer, free of consideration, shares to
their employees covered by the terms and conditions
of the Key Contributor Retention Plan; The
employee shall have the right to receive shares
during the period when the employee is entitled
to receive shares pursuant to the terms and
conditions of the Key Contributor Retention
Plan, i.e. during the period from November
2011 up to and including November 2015; Employees
covered by the terms and conditions of the
Key Contributor Retention Plan shall receive
shares of series B in the Company, free of
consideration. b) Transfer of treasury stock
on an exchange The Company shall have the right
to, prior to the Annual General Meeting in
2012, transfer no more than 1,200,000 shares
of series B in the Company, in order to cover
certain expenses, mainly social security payments.
Transfer of the shares shall be effected on
NASDAQ OMX Stockholm at a price within the
at each time prevailing price interval for
the share
11.6 Equity Swap Agreement with third party in relation Mgmt Against Against
to the Contributor Retention Plan: In the event
that the required majority is not reached under
item 11.5 above, the financial exposure of
the Key Contributor Retention Plan shall be
hedged by the Company entering into an equity
swap agreement with a third party, under which
the third party shall, in its own name, acquire
and transfer shares in the Company to employees
covered by the Key Contributor Retention Plan
11.7 Implementation of the Executive Performance Mgmt For For
Stock Plan: In addition to the regular matching
of shares pursuant to the Stock Purchase Plan
described above, senior managers, up to 0.5
percent of employees (presently approximately
450, although it is anticipated that the number
of participants will be significantly lower)
will be offered an additional matching of shares,
free of consideration, within the Executive
Performance Stock Plan. If the shares purchased
in accordance with the terms and conditions
of the Stock Purchase Plan are retained by
an employee for three years from the investment
date and the employment with the Ericsson Group
continues during that time, the employee will
be entitled to the following matching of shares,
free of consideration, in addition to the regular
matching of one share: The President may be
entitled to an additional performance match
of up to nine shares for each one purchased
; Other senior managers may be entitled to
an additional performance match of up to either
four or six shares for each one purchased;
The nomination of senior managers will be on
the basis of position, seniority and performance
at the discretion of the Remuneration Committee,
which will approve participation and matching
share opportunity. The terms and conditions
of the additional performance match under the
Executive Performance Stock Plan will be based
on the outcome of three targets, which are
independent of each other and have equal weighting:
Up to one third of the award shall vest provided
the compound annual growth rate (CAGR) of consolidated
net sales between year 0 (2010 financial year)
and year 3 (2013 financial year) is between
4 and 10 percent. Matching will begin at a
threshold level of 4 percent CAGR and increase
on a linear scale to full vesting of this third
of the award at 10 percent CAGR; Up to one
third of the award shall vest provided the
compound annual growth rate (CAGR) of consolidated
operating income between year 0 (2010 financial
year) and year 3 (2013 financial year) is between
5 and 15 percent. Income from joint ventures
and restructuring charges will be included
though restructuring charges for 2010 will
be excluded. Matching will begin at a threshold
level of 5 percent CAGR and increase on a linear
scale to full vesting of this third of the
award at 15 percent CAGR; Up to one third of
the award will be based on the cash conversion
during each of the years during the performance
period, calculated as cash flow from operating
activities divided by net income reconciled
to cash. One ninth of the total award will
vest for any year, i.e. financial years 2011,
2012 and 2013, if cash conversion is at or
above 70 percent. The Board of Directors considers
that long-term value creation will be reflected
in the success of these targets, aligning executives
with long-term shareholder interests. There
will be no allocation of shares if none of
the threshold levels have been achieved, i.e.
CAGR is less than 4 percent for net sales and
less than 5 percent for operating income, and
a 70 percent cash conversion has not been achieved
during the performance period. The minimum
matching at the threshold levels is 0. The
maximum number of performance matching shares
- 4 shares, 6 shares and 9 shares respectively
- will be allocated if the maximum performance
levels of CAGR of 10 percent for net sales
and 15 percent for operating income have been
achieved, or exceeded, and a cash conversion
of 70 percent or more has been achieved each
year during the period.Before the number of
performance shares to be matched are finally
determined, the Board of Directors shall examine
whether the performance matching is reasonable
considering the Company's financial results
and position, conditions on the stock market
and other circumstances, and if not, as determined
by the Board of Directors, reduce the number
of performance shares to be matched to the
lower number of shares deemed appropriate by
the Board of Directors. When undertaking its
evaluation of performance outcomes the Board
of Directors will consider, in particular,
the impact of larger acquisitions, divestitures,
the creation of joint ventures and any other
significant capital event on the three targets
on a case by case basis
11.8 Transfer of treasury stock for the Executive Mgmt For For
Performance Stock Plan: a) Transfer of treasury
stock to employees: Transfer of no more than
3,500,000 shares of series B in the Company
may occur on the following terms and conditions:
The right to acquire shares shall be granted
to such persons within the Ericsson Group covered
by the terms and conditions of the Executive
Performance Stock Plan. Furthermore, subsidiaries
within the Ericsson Group shall have the right
to acquire shares, free of consideration, and
such subsidiaries shall be obligated to immediately
transfer, free of consideration, shares to
their employees covered by the terms and conditions
of the Executive Performance Stock Plan; The
employee shall have the right to receive shares
during the period when the employee is entitled
to receive shares pursuant to the terms and
conditions of the Executive Performance Stock
Plan, i.e. during the period from November
2011 up to and including November 2015; Employees
covered by the terms and conditions of the
Executive Performance Stock Plan shall receive
shares of series B in the Company, free of
consideration. b) Transfer of treasury stock
on an exchange:The Company shall have the right
to, prior to the Annual General Meeting in
2012, transfer no more than 900,000 shares
of series B in the Company, in order to cover
certain expenses, mainly social security payments.
Transfer of the shares shall be effected on
NASDAQ OMX Stockholm at a price within the
at each time prevailing price interval for
the share
11.9 Equity Swap Agreement with third party in relation Mgmt Against Against
to the Executive Performance Stock Plan: In
the event that the required majority is not
reached under item 11.8 above, the financial
exposure of the Executive Performance Stock
Plan shall be hedged by the Company entering
into an equity swap agreement with a third
party, under which the third party shall, in
its own name, acquire and transfer shares in
the Company to employees covered by the Executive
Performance Stock Plan. Majority rules: The
resolutions of the Annual General Meeting implementation
of the three plans according to items 11.1,
11.4 and 11.7 above require that more than
half of the votes cast at the General Meeting
approve the proposals. The General Meeting's
resolutions on transfers of treasury stock
to employees and on an exchange according to
items 11.2, 11.5 and 11.8 above, shall be adopted
as one resolution for each of the three items,
and require that shareholders representing
at least nine-tenths of the votes cast as well
as the shares represented at the General Meeting
approve the proposals. A valid resolution in
accordance with the proposals for an equity
swap agreement under items 11.3, 11.6 and 11.9
above requires that more than half of the votes
cast at the General Meeting approve the proposals.
Description of ongoing variable remuneration
programs: The Company's ongoing variable remuneration
programs are described in detail in the Annual
Report 2010 in the note to the Consolidated
Financial Statements, Note C29 and on the Company's
website. The Remuneration Report published
in the Annual Report outlines how the Company
implements its remuneration policy in line
with corporate governance best practice
12 The Board of Directors' proposal for resolution Mgmt For For
on transfer of treasury stock in relation to
the resolutions on the Long-Term Variable Remuneration
Programs 2007, 2008, 2009 and 2010: Background:
The Extraordinary General Meeting 2007 as well
as the Annual General Meetings 2008, 2009 and
2010 resolved on a right for the Company to
transfer in total not more than 14,280,0003
shares of series B in the Company on a stock
exchange to cover certain payments, mainly
social security charges, that may occur in
relation to the Long-Term Variable Remuneration
Programs 2007, 2008, 2009 and 2010. Each resolution
has for legal reasons only been valid up to
the following Annual General Meeting. Resolutions
on transfer of treasury stock for the purpose
of the above mentioned plan and programs have
therefore been repeated at the subsequent Annual
General Meeting. In accordance with the resolutions
on transfer of in total not more than 14,280,000
shares, 504,800 shares of series B have been
transferred up to March 1, 2011. Proposal:
The Board of Directors proposes that the Annual
General Meeting resolve that the Company shall
have the right to transfer, prior to the Annual
General Meeting 2012, not more than 13,775,200
shares of series B in the Company, or the lower
number of shares of series B, which as per
April 13, 2011 remains of the original 14,280,000
shares, for the purpose of covering certain
payments, primarily social security charges
that may occur in relation to the Long-Term
Variable Remuneration Programs 2007, 2008,
2009 and 2010. Transfer of shares shall be
effected on NASDAQ OMX Stockholm at a price
within the, at each time, prevailing price
interval for the share. Majority rules: The
resolution of the Annual General Meeting on
a transfer of treasury stock requires that
shareholders holding at least two-thirds of
the votes cast as well as the shares represented
at the Meeting vote in favor of the proposal
13 The Board of Directors' proposal for resolution Mgmt For For
on amendment of the Articles of Association:
The Board of Directors proposes the Articles
of Association (Article 2) be amended to adjust
the description of the object's of the Company
to the Company's strategy to expand into new
industry segments, such as governments, health
industry, transport, utilities and mobile money
as specified
14 Resolution on Einar Hellbom's proposal for the Mgmt For For
Meeting to delegate to the Board of Directors
to review how shares are to be given equal
voting rights and to present a proposal to
that effect at the next Annual General Meeting
15 Close of the Meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
TELEFONICA SA, MADRID Agenda Number: 702967780
--------------------------------------------------------------------------------------------------------------------------
Security: 879382109
Meeting Type: OGM
Meeting Date: 18-May-2011
Ticker:
ISIN: ES0178430E18
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Review and approval of the individual and consolidated Mgmt For For
annual accounts and the management report,
as well as of the proposed allocation of losses
profits and the management of its board
room
2 Compensation of shareholders, distribution to Mgmt For For
be charged to unrestricted reserves
3.1 Amendment of the art. of the bylaws, art 1,6.2,7,14,16.1,17.4,Mgmt For For
18.4,31bis and 36
3.2 Addition of a new paragraph 5 to art 16 of the Mgmt For For
bylaws
3.3 Addition of a new art.26bis to the bylaws Mgmt For For
4.1 Amendment of the art 5,8.1,11, 13.1 of the G. Mgmt For For
meeting regulations
4.2 Amendment of the art 14.1 of the G. meeting Mgmt For For
regulations
5.1 Re-election of Mr.Isidro Faine Mgmt For For
5.2 Re-election of Mr.Vitalino Manuel Nafria Azanar Mgmt For For
5.3 Re-election of Mr.Julio Linares Mgmt For For
5.4 Re-election of Mr.David Arcolus Mgmt For For
5.5 Re-election of Mr.Carlos Colomer Mgmt For For
5.6 Re-election of Mr.Peter Erskine Mgmt For For
5.7 Re-election of Mr.Alfonso Ferrari Mgmt For For
5.8 Re-election of Mr.A.Massanell Mgmt For For
5.9 Appointment of Chang Xiaobing Mgmt For For
6 Authorization to increase the share capital Mgmt Against Against
pursuant up to 5 year
7 Re-election of auditor Mgmt For For
8 Long term incentive Plan based on Telefonica Mgmt For For
shares to executives team and executives
directors
9 Restricted Share Plan of Telefonica, S.A. Approval Mgmt For For
of a long-term incentive restricted Plan consisting
of the delivery of shares of Telefonica, S.A.
aimed at Employees and Executive Personnel
and linked to their continued employment in
the Telefonica Group
10 Global incentive share purchase Plan of Telefonica, Mgmt For For
S.A. Approval of an incentive share purchase
Global Plan for the Employees of the Telefonica
Group
11 Delegation of powers Mgmt For For
cmmt PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
OF TEXT IN RESOLUTION 9 AND 10. 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.
--------------------------------------------------------------------------------------------------------------------------
TELEKOM AUSTRIA AG, WIEN Agenda Number: 702974735
--------------------------------------------------------------------------------------------------------------------------
Security: A8502A102
Meeting Type: OGM
Meeting Date: 19-May-2011
Ticker:
ISIN: AT0000720008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Presentation annual report Mgmt For For
2 Approval of usage of earnings Mgmt For For
3 Approval of discharge of bod Mgmt For For
4 Approval of discharge of supervisory Board Mgmt For For
5 Approval of remuneration of supervisory Board Mgmt For For
6 Election auditor Mgmt For For
7 Election to the supervisory Board (split) Mgmt For For
8 Report on buy back of own shs Mgmt For For
9 Approval of buyback Mgmt For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF THE RESOLUTION 9. 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.
--------------------------------------------------------------------------------------------------------------------------
TELENOR ASA, FORNEBU Agenda Number: 703038491
--------------------------------------------------------------------------------------------------------------------------
Security: R21882106
Meeting Type: AGM
Meeting Date: 19-May-2011
Ticker:
ISIN: NO0010063308
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 832209 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU
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
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
1 Approval of the notice of the Annual General Mgmt Take No Action
Meeting
2 Election of a representative to sign the minutes Mgmt Take No Action
together with the Chairman of the meeting
3 Approval of the financial statements and report Mgmt Take No Action
from the Board, including distribution of dividends
4 Approval of the remuneration to the company's Mgmt Take No Action
auditor
5 The Board's declaration regarding the determination Mgmt Take No Action
of salary and other remuneration to senior
management
6 Reduction of share capital by cancelling of Mgmt Take No Action
own shares as well as redemption of shares
owned by the Kingdom of Norway through the
Ministry of Trade and Industry and reduction
of other equity
7.i Authorisation to acquire own shares for the Mgmt Take No Action
purpose of cancellation
7.ii Authorisation to acquire own shares for the Mgmt Take No Action
purposes of fulfilling Telenor's obligations
pursuant to option and LTI programmes for senior
employees and general share programmes for
employees
8 Election of shareholder representatives and Mgmt Take No Action
deputy shareholder representatives to the Corporate
Assembly
9 Election of members to the Nomination Committee Mgmt Take No Action
10 Determination of remuneration to the members Mgmt Take No Action
of the Corporate Assembly
--------------------------------------------------------------------------------------------------------------------------
TELIASONERA AB, STOCKHOLM Agenda Number: 702846847
--------------------------------------------------------------------------------------------------------------------------
Security: W95890104
Meeting Type: AGM
Meeting Date: 06-Apr-2011
Ticker:
ISIN: SE0000667925
--------------------------------------------------------------------------------------------------------------------------
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
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
0 Opening of the annual general meeting Non-Voting No vote
1 Election of Chairperson of the meeting: Claes Non-Voting No vote
Beyer, Attorney-at-law
2 Preparation and approval of voting register Non-Voting No vote
3 Adoption of agenda Non-Voting No vote
4 Election of two persons to check the meeting Non-Voting No vote
minutes along with the chairperson
5 Confirmation that the meeting has been duly Non-Voting No vote
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 2010. Speech
by President and CEO Lars Nyberg in connection
herewith and a description of the Board of
Directors work during 2010
7 Resolution to adopt the Income Statement, Balance Mgmt For For
Sheet, Consolidated Statement of Comprehensive
Income and Consolidated Statement of Financial
Position for 2010
8 Resolution concerning appropriation of the Company's Mgmt For For
profits as per the adopted Balance Sheet
and setting of record date for the stock dividend
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 2010
10 Resolution concerning number of board members Mgmt For For
and deputy board members to be elected by
the Annual General Meeting: Eight (8) with
no deputy board members
11 Resolution concerning remuneration to the Board Mgmt For For
of Directors
12 Re-election of Maija-Liisa Friman, Ingrid Jonasson Mgmt For For
Blank, Conny Karlsson, Anders Narvinger,
Timo Peltola, Lars Renstrom, Jon Risfelt and
Per-Arne Sandstrom as the Board of Directors.
The election will be preceded by information
from the Chairperson concerning positions held
in other companies by the candidates
13 Election of chairman of the Board of Directors: Mgmt For For
Anders Narvinger
14 Resolution concerning number of auditors and Mgmt For For
deputy auditors: The number of auditors shall,
until the end of the annual general meeting
2012, be one (1)
15 Resolution concerning remuneration to the auditors Mgmt For For
16 Re-election of PricewaterhouseCoopers until Mgmt For For
the end of the annual general meeting 2012
and election of deputy auditors
17 Election of Nomination Committee: Kristina Ekengren Mgmt For For
(Swedish State), Kari Jarvinen (Finnish
State via Solidium Oy), Thomas Eriksson (Swedbank
Robur Funds), Per Frennberg (Alecta) and
Anders Narvinger (chairman of the Board of
Directors)
18 Proposal regarding guidelines for remuneration Mgmt For For
to the executive management
19 The Board of Directors' proposal for amendment Mgmt For For
in Articles of Association
20 The Board of Directors' proposal for authorization Mgmt For For
to acquire own shares
21.a The Board of Directors' proposal for implementation Mgmt For For
of a long-term incentive program 2011/2014
21.b The Board of Directors' proposal for hedging Mgmt Against Against
arrangements for the program
22 The Board of Directors' proposal for reduction Mgmt For For
of the share capital
23.a Matter submitted by the shareholder Torwald Mgmt For For
Arvidsson regarding announced proposal
that the annual general meeting shall decide
that a special examinations shall
be done in the following respects: the consequences
of the company's independence and freedom of
action having the Swedish State as owner
23.b Matter submitted by the shareholder Torwald Mgmt For For
Arvidsson regarding announced proposal
that the annual general meeting shall decide
that a special examinations shall
be done in the following respects: to what
extent has the current human resourses strategy
harmed the company
23.c Matter submitted by the shareholder Torwald Mgmt For For
Arvidsson regarding announced proposal
that the annual general meeting shall decide
that a special examinations shall
be done in the following respects: the risk
that repeated savings obligations will affect
the company's long-term profitability
24 The board does not make any recommendation: Mgmt For For
Matter submitted by the shareholder
Torwald Arvidsson regarding announced proposal
that the annual general meeting shall authorize
the Board of Directors to initiate
negotiations regarding a transfer of Skanova
on commercial terms
0 Closing of the annual general meeting Non-Voting No vote
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF RESOLUTION 23B. 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.
--------------------------------------------------------------------------------------------------------------------------
TENARIS S A Agenda Number: 703026307
--------------------------------------------------------------------------------------------------------------------------
Security: L90272102
Meeting Type: EGM
Meeting Date: 01-Jun-2011
Ticker:
ISIN: LU0156801721
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 829144 DUE TO DELETION OF RESOLUTION. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1 Adaptation of the Company's Articles of Association Mgmt No vote
to the abolishment of the law of July 31, 1929,
and the termination of the holding company
status thereunder by: (i) the amendment of
article 1 of the Company's Articles of Association
to read as follows: "Tenaris S.A. is a societe
anonyme governed by these Articles of Association
and by the applicable laws and regulations
of the Grand Duchy of Luxembourg" (ii) the
amendment to article 2 of the Company's Articles
of Association by replacing its last paragraph
with the following: In general, the Company
may carry out any permitted activities which
it may deem appropriate or necessary for the
accomplishment of its corporate object
2 Change of the date of the annual general meeting Mgmt No vote
of shareholders so that it be held on the first
Wednesday of May of each year at 11:00 a.m.,
and consequential amendment to article 15 of
the Company's Articles of Association by replacing
its first paragraph with the following: The
annual general meeting shall meet each year
in the city of Luxembourg at the place indicated
in the notices of meeting on the first Wednesday
of May at 11:00 a.m. If such day falls on a
legal or banking holiday in Luxembourg, the
general shareholders meeting shall be held
on the first business day thereafter
--------------------------------------------------------------------------------------------------------------------------
TENARIS S A Agenda Number: 702997783
--------------------------------------------------------------------------------------------------------------------------
Security: L90272102
Meeting Type: AGM
Meeting Date: 01-Jun-2011
Ticker:
ISIN: LU0156801721
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Consideration of the report and certifications Mgmt Take No Action
from the management, from the board of directors
and of the reports from the independent auditors
with respect to the consolidated financial
statements of the company for the fiscal years
that ended on December 31, 2010, 2009 and 2008,
and of the annual financial statements of the
company to December 31, 2010
2 Approval of the consolidated financial statements Mgmt Take No Action
of the company for the fiscal years that ended
on December 31, 2010, 2009 and 2008
3 Approval of the annual financial statements Mgmt Take No Action
of the company to December 31, 2010
4 Allocation of results and approval of the payment Mgmt Take No Action
of dividends for the fiscal year that ended
on December 31, 2010
5 Release from liability for the members of the Mgmt Take No Action
board of directors for serving their term in
office during the fiscal year that ended on
December 31, 2010
6 Election of the members of the board of directors Mgmt Take No Action
7 Remuneration of the members of the board of Mgmt Take No Action
directors
8 Designation of the independent auditors for Mgmt Take No Action
the fiscal year that ended on December 31,
2011, and approval of their compensation
9 Authorization for the board of directors to Mgmt Take No Action
carry out the distribution of all the notices
to the shareholders, including the materials
for the general meeting of shareholders and
the issuance of proxies and annual reports
for the shareholders, by the electronic means
that are allowed by any applicable laws and
regulations
--------------------------------------------------------------------------------------------------------------------------
TESCO PLC, CHESHUNT Agenda Number: 702506607
--------------------------------------------------------------------------------------------------------------------------
Security: G87621101
Meeting Type: AGM
Meeting Date: 02-Jul-2010
Ticker:
ISIN: GB0008847096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the accounts and reports of the Directors Mgmt For For
and the Auditors for the FYE 27 FEB 2010
2 Approve the Directors' remuneration report for Mgmt For For
the FYE 27 FEB 2010
3 Declare the final dividend of 9.16 pence per Mgmt For For
share recommended by the Directors
4 Re-elect Ken Hydon as a Director Mgmt For For
5 Re-elect Tim Mason as a Director Mgmt For For
6 Re-elect Lucy Neville-Rolfe, CMG as a Director Mgmt For For
7 Re-elect David Potts as a Director Mgmt For For
8 Re-elect David Reid as a Director Mgmt For For
9 Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors of the Company, to hold office until
the conclusion of the next general meeting
at which accounts are laid before the Company
10 Approve the remuneration of PricewaterhouseCoopers Mgmt For For
LLP be determined by the Directors
11 Authorize the Directors, in place of the equivalent Mgmt Against Against
authority given to the Directors at the
last AGM (but without prejudice to the continuing
authority of the Directors to allot relevant
securities pursuant to an offer or
agreement made by the Company before the expiry
of the authority pursuant to which such offer
or agreement was made), in accordance with
Section 551 of the Companies Act 2006 (the
Act) to allot: (i) shares in the Company or
grant rights to subscribe for or to convert
any securities into shares in the Company
up to a maximum aggregate nominal amount of
GBP 133,688,202; CONTD..
CONT ..CONTD and in addition (ii) equity securities Non-Voting No vote
of the Company (within the meaning of Section
560 of the Act) in connection with an offer
of such securities by way of a rights
issue up to an aggregate nominal amount of
GBP 133,688,202, Authority shall expire on
the date of the next AGM of the Company
after the passing of this resolution ; and
the Board may allot equity securities in pursuance
of such an offer or agreement as if the authority
conferred had not expired
S.12 Authorize the Directors, subject to and conditional Mgmt Against Against
on the passing of Resolution 11, pursuant
to Section 570 of the Act to allot equity securities
(within the meaning of Section 560 of the
Act) for cash pursuant to the authority
given by Resolution 11 as if sub-Section 1
of Section 561 of the Act did not apply
to any such allotment provided that this power
shall be limited: (i) to the allotment
of equity securities in connection with an
offer of such securities by way of a rights
issue (as defined in Resolution 11; and (ii)
to the allotment (otherwise than pursuant to
sub-Paragraph (i) above) of equity securities
up to an aggregate nominal value of GBP
20,053,230; CONTD..
CONT ..CONTD Authority shall expire on the date Non-Voting No vote
of the next AGM of the Company after the
passing of this resolution and the Board may
allot equity securities in pursuance
of such an offer or agreement as if the power
conferred hereby had not expired
S.13 Authorize the Company, to make market purchases Mgmt For For
(within the meaning of Section 693(4)
of the Act) of Ordinary Shares of 5p each in
the capital of the Company ("Shares") on
such terms as the Directors think fit, and
where such Shares are held as treasury shares,
the Company may use them for the purposes
set out in Section 727 of the Act, including
for the purpose of its Employee Share Schemes,
provided that: a) the maximum number of Shares
which may be purchased is 802,129,223 Shares;
b) the minimum price, exclusive of any expenses,
which may be paid for each Share is 5p; c)
the maximum price, exclusive of any expenses,
which may be paid for each Share is an amount
equal to the higher of: (i) 105% of the
average of the middle market quotations
of a Share as derived from the London Stock
Exchange CONTD
CONT CONTD Daily Official List for the five business Non-Voting No vote
days immediately preceding the day on which
the share is contracted to be purchased; and
(ii) the amount stipulated by Article 5(1)
of the Buy-back and Stabilization Regulation
2003; Authority will expire at the close of
the next AGM of the Company (except in relation
to the purchase of Shares, the contract for
which was concluded before the expiry
of this authority and which will or may be
executed wholly or partly after such expiry)
; the Company may make a contract to purchase
Shares under this authority before the expiry
of the authority which will or may be executed
wholly or partly after the expiry of the authority,
and may make a purchase of Shares in pursuance
of any such contract
14 Authorize, in accordance with Section 366 of Mgmt Against Against
the Act, the Company and all Companies
that are its subsidiaries at any time during
the period for which this resolution has
effect to: (a) make donations to political
parties and/or independent election candidates;
(b) make political donations to political
organizations, other than political parties;
(c) incur political expenditure, during the
period beginning with the date of the passing
of this resolution and ending on the date
of the Company's next AGM, such that the aggregate
of all expenditure under paragraphs (a), (b)
and (c) shall not exceed GBP 100,000
in total
15 Authorize the Directors: (a) to renew and continue Mgmt For For
The Tesco PLC Share Incentive Plan (formerly
the Tesco All Employee Share Ownership Plan)
(SIP) as summarized in Appendix 1 to this
document and to do all acts and things necessary
to carry this into effect; and (b) to adopt
similar plans for overseas employees
subject to such modifications as may be necessary
or desirable to take account of overseas
tax, exchange controls or securities laws
provided that any Ordinary Shares made available
under such further plans are treated as
counting against any limits on individual or
overall participation in the SIP
S.16 Amend the Articles of Association of the Company Mgmt For For
by deleting all the provisions of
the Company's Memorandum of Association which,
by virtue of Section 28 of the Act, are
treated as provisions of the Company's Articles
of Association; and (ii) the Articles of Association
produced to the meeting and signed by the Chairman
of the meeting for the purpose of identification
be adopted as the Articles of Association
of the Company in substitution for, and
to exclusion of the existing Articles of Association
S.17 Approve a general meeting other than an AGM Mgmt For For
may be called on not less than 14 clear days'
notice
--------------------------------------------------------------------------------------------------------------------------
THE 77 BANK,LTD. Agenda Number: 703157037
--------------------------------------------------------------------------------------------------------------------------
Security: J71348106
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3352000008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend Articles to:Establish Articles Related Mgmt For For
to Class A Preferred Shares and Class Shareholders
Meetings(The total number of shares that may
be issued by the Bank shall be 1,344,000,000
shares and the total number of Class A Preferred
Shares that may be issued by the Bank shall
be 1,344,000,000 shares)
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
3.14 Appoint a Director Mgmt For For
3.15 Appoint a Director Mgmt For For
3.16 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF EAST ASIA, LTD, HONG KONG Agenda Number: 702848889
--------------------------------------------------------------------------------------------------------------------------
Security: Y06942109
Meeting Type: AGM
Meeting Date: 19-Apr-2011
Ticker:
ISIN: HK0023000190
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110317/LTN20110317248.pdf
1 To adopt the Audited Accounts and the Report Mgmt For For
of the Directors and the Independent
Auditor's Report for the year ended 31st December,
2010
2 To declare a final dividend of HKD 0.56 per Mgmt For For
share (with scrip option) for the year ended
31st December, 2010
3.a To re-elect Director: Professor Arthur Li Kwok-cheung Mgmt For For
3.b To re-elect Director: Mr. Thomas Kwok Ping-kwong Mgmt For For
3.c To re-elect Director: Mr. Richard Li Tzar-kai Mgmt For For
3.d To re-elect Director: Mr. William Doo Wai-hoi Mgmt For For
3.e To re-elect Director: Mr. Kuok Khoon-ean Mgmt For For
4 To re-appoint KPMG as Auditors of the Bank and Mgmt For For
authorize the Directors to fix their remuneration
5 Special resolution on item 5 (To approve the Mgmt For For
Amendments to the Articles of Association)
6 Ordinary resolution on item 6 (To approve termination Mgmt For For
of the operation of the Staff Share Option
Scheme 2007 and adoption of the Staff Share
Option Scheme 2011)
7 Ordinary resolution on item 7 (To grant a general Mgmt Against Against
mandate to the Directors to issue additional
shares)
8 Ordinary resolution on item 8 (To grant a general Mgmt For For
mandate to the Directors to repurchase the
Bank's own shares)
9 Ordinary resolution on item 9 (To extend the Mgmt Against Against
general mandate granted to the Directors
pursuant to item 7)
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN THE LINK. 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.
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF KYOTO,LTD. Agenda Number: 703146096
--------------------------------------------------------------------------------------------------------------------------
Security: J03990108
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3251200006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF YOKOHAMA,LTD. Agenda Number: 703104808
--------------------------------------------------------------------------------------------------------------------------
Security: J04242103
Meeting Type: AGM
Meeting Date: 21-Jun-2011
Ticker:
ISIN: JP3955400001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
2. Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE CHIBA BANK,LTD. Agenda Number: 703141212
--------------------------------------------------------------------------------------------------------------------------
Security: J05670104
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3511800009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
3. Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE CHUGOKU BANK,LIMITED Agenda Number: 703141236
--------------------------------------------------------------------------------------------------------------------------
Security: J07014103
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3521000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE GUNMA BANK,LTD. Agenda Number: 703132782
--------------------------------------------------------------------------------------------------------------------------
Security: J17766106
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3276400003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3. Approve Payment of Bonuses to Corporate Officers Mgmt Against Against
4. Approve Provision of Retirement Allowance for Mgmt Against Against
Retiring Directors
--------------------------------------------------------------------------------------------------------------------------
THE HACHIJUNI BANK,LTD. Agenda Number: 703141224
--------------------------------------------------------------------------------------------------------------------------
Security: J17976101
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3769000005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE HIROSHIMA BANK,LTD. Agenda Number: 703153039
--------------------------------------------------------------------------------------------------------------------------
Security: J03864105
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3797000001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
3.4 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE HONG KONG AND CHINA GAS COMPANY LIMITED Agenda Number: 703020139
--------------------------------------------------------------------------------------------------------------------------
Security: Y33370100
Meeting Type: AGM
Meeting Date: 03-Jun-2011
Ticker:
ISIN: HK0003000038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110421/LTN20110421590.pdf
1 To receive and consider the statement of accounts Mgmt For For
for the financial year ended 31st December
2010 and the reports of the Directors and Auditors
thereon
2 To declare a final dividend Mgmt For For
3.I To re-elect Dr. the Hon. Lee Shau Kee as Director Mgmt For For
3.II To re-elect Mr. Colin Lam Ko Yin as Director Mgmt For For
3.III To re-elect Dr. the Hon. David Li Kwok Po as Mgmt For For
Director
3.IV To re-elect Mr. Alfred Chan Wing Kin as Director Mgmt For For
4 To re-appoint PricewaterhouseCoopers as Auditors Mgmt For For
and to authorise the Directors to fix their
remuneration
5.I To approve the issue of Bonus Shares Mgmt Against Against
5.II To approve the renewal of the general mandate Mgmt For For
to the Directors for repurchase of Shares
5.III To approve the renewal of the general mandate Mgmt Against Against
to the Directors for the issue of additional
Shares
5.IV To authorise the Board of Directors to allot, Mgmt Against Against
issue or otherwise deal with additional Shares
equal to the number of Shares repurchased under
Resolution 5(II)
5.V To approve the amendments to the Company's Articles Mgmt For For
of Association
--------------------------------------------------------------------------------------------------------------------------
THE ISRAEL CORP Agenda Number: 702697179
--------------------------------------------------------------------------------------------------------------------------
Security: M8785N109
Meeting Type: AGM
Meeting Date: 18-Nov-2010
Ticker:
ISIN: IL0005760173
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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
1.1 Re-appointment of Amir Elstein as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance and
indemnity (remuneration of the Chairman Amir
Elstein will be in accordance with his employment
agreement)
1.2 Re-appointment of Idan Ofer as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance
and indemnity (a report as to the remuneration
of Idan Ofer will be published separately)
1.3 Re-appointment of Ehud Angel as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance
and indemnity
1.4 Re-appointment of Amnon Lion as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance
and indemnity
1.5 Re-appointment of Zeev Nahari as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance and
indemnity
1.6 Re-appointment of Ron Moskovitz as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance and
indemnity
1.7 Re-appointment of Yoav Doppelt as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance and
indemnity
1.8 Re-appointment of Yaakov Amidror as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance and
indemnity
1.9 Re-appointment of Zahavit Cohen as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance and
indemnity
1.10 Re-appointment of Aviad Kaufman as an Officiating Mgmt For For
Director with no change in the entitlement
to annual remuneration, meeting attendance
fees, liability exemption, insurance and
indemnity
2 Appointment of Eitan Raf as an Additional Director Mgmt For For
with the terms as the other Directors
as above
3 Re-appointment of Accountant-Auditors until Mgmt For For
the next AGM and authorization of the Board
to fix their fees
4 Discussion of the Financial Statements and Directors' Mgmt For For
Report for the year 2009
--------------------------------------------------------------------------------------------------------------------------
THE ISRAEL CORPORATION LTD. Agenda Number: 702889936
--------------------------------------------------------------------------------------------------------------------------
Security: M8785N109
Meeting Type: EGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: IL0005760173
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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 Approval of the payment of a bonus in the amount Mgmt Against Against
of NIS 3 million to the chairman Mr. A.
Elshtein in respect of 2010
--------------------------------------------------------------------------------------------------------------------------
THE IYO BANK,LTD. Agenda Number: 703164246
--------------------------------------------------------------------------------------------------------------------------
Security: J25596107
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3149600003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2 Amend Articles to: Adopt Reduction of Liability Mgmt For For
System for Outside Auditors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
3.14 Appoint a Director Mgmt For For
3.15 Appoint a Director Mgmt For For
3.16 Appoint a Director Mgmt For For
3.17 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5 Approve Retirement Allowance for Retiring Directors Mgmt Against Against
and Corporate Auditors, and Payment of Accrued
Benefits associated with Abolition of Retirement
Benefit System for Current Directors
and Corporate Auditors
6 Amend the Compensation to be received by Directors Mgmt For For
and Corporate Auditors
7 Authorize Use of Stock Option Plan for Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
THE SHIZUOKA BANK,LTD. Agenda Number: 703142315
--------------------------------------------------------------------------------------------------------------------------
Security: J74444100
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3351200005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE SWATCH GROUP AG Agenda Number: 703065070
--------------------------------------------------------------------------------------------------------------------------
Security: H83949133
Meeting Type: AGM
Meeting Date: 31-May-2011
Ticker:
ISIN: CH0012255144
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 832726 DUE TO ADDITION OF RESOLUTIONS AND
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.
CMMT 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.
CMMT PLEASE NOTE THAT THE NOTICE FOR THIS MEETING Non-Voting No vote
WAS RECEIVED AFTER THE REGISTRATION DEADLINE.
IF YOUR SHARES WERE REGISTERED PRIOR TO THE
DEADLINE OF 10 MAY 2011 [BOOK CLOSING/REGISTRATION
DEADLINE DATE], YOUR VOTING INSTRUCTIONS WILL
BE ACCEPTED FOR THIS MEETING. HOWEVER, VOTING
INSTRUCTIONS FOR SHARES THAT WERE NOT REGISTERED
PRIOR TO THE REGISTRATION DEADLINE WILL NOT
BE ACCEPTED.
1.1 2010 Annual Report of the Board of Directors Non-Voting No vote
1.2 2010 Financial Statements (Balance Sheet, Income Non-Voting No vote
Statement and Notes) and 2010 Consolidated
Financial Statements
1.3 Statutory Auditors' Report Non-Voting No vote
1.4 Approval of the Reports and the Financial Statements Mgmt Take No Action
2 The Board of Directors recommends that the General Mgmt Take No Action
Meeting shall discharge all members of the
Board of Directors for the financial year 2010
3 The Board of Directors recommends that the General Mgmt Take No Action
Meeting appropriates the 2010 profit of CHF
607,596,832.93 resulting from the balance sheet
(net income as of 31.12.2010 of CHF 581,132,548.68
plus balance brought forward from the previous
year of CHF 26,464,284.25) as follows: Dividend
on share capital of CHF 125,210,250.00 - CHF
1.00 per registered share with a par value
of CHF 0.45, CHF 124,045,000.00 - CHF 5.00
per bearer share with a par value of CHF 2.25,
CHF 154,200,000.00 Allocation to special reserve
CHF 300,000,000.00 Net income brought forward
CHF 29,351,832.93 Total CHF 607,596,832.93
NB: The Group intends not to pay a dividend
to the subsidiaries of which it is a 100% owner
4 The Board of Directors recommends that the General Mgmt Take No Action
Meeting appoints PricewaterhouseCoopers Ltd
for another period of one year as Statutory
Auditors
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting Take No Action
OF COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
THE WHARF (HOLDINGS) LTD Agenda Number: 703020432
--------------------------------------------------------------------------------------------------------------------------
Security: Y8800U127
Meeting Type: AGM
Meeting Date: 07-Jun-2011
Ticker:
ISIN: HK0004000045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110426/LTN20110426489.pdf
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
1 To adopt the Financial Statements and the Reports Mgmt For For
of the Directors and Auditors for the
financial year ended 31 December 2010
2 To declare a final dividend for the financial Mgmt For For
year ended 31 December 2010
3a To re-elect Hon. Paul M. P. Chan, a retiring Mgmt For For
Director, as a Director
3b To re-elect Hon. Vincent K. Fang, a retiring Mgmt For For
Director, as a Director
4 To re-appoint KPMG as Auditors of the Company Mgmt For For
and to authorise the Directors to fix their
remuneration
5 To give a general mandate to the Directors for Mgmt For For
share repurchases by the Company
6 To give a general mandate to the Directors for Mgmt For For
issue of shares
7 To approve the addition of repurchased securities Mgmt For For
to the share issue general mandate stated
under Resolution No. 6
8 To approve the proposed increase in the authorised Mgmt For For
share capital of the Company
9 To approve the proposed share option scheme Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TNT NV, 'S GRAVENHAGE Agenda Number: 702959846
--------------------------------------------------------------------------------------------------------------------------
Security: N86672107
Meeting Type: EGM
Meeting Date: 25-May-2011
Ticker:
ISIN: NL0000009066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening Non-Voting No vote
2 Demerger Mgmt For For
3 Any other business and close Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
TNT NV, 'S GRAVENHAGE Agenda Number: 702969532
--------------------------------------------------------------------------------------------------------------------------
Security: N86672107
Meeting Type: AGM
Meeting Date: 25-May-2011
Ticker:
ISIN: NL0000009066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 811018 DUE TO DELETION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED WITH THIS
MEETING. THANK YOU
1 Opening and announcements Non-Voting No vote
2 Presentation on 2010 performance by Mr M.P. Non-Voting No vote
Bakker, Chief Executive Officer
3 Annual Report 2010 Non-Voting No vote
4 Discussion of the Corporate Governance Chapter Non-Voting No vote
in the Annual Report 2010, chapter 13
5 Adoption of the 2010 financial statements Mgmt For For
6.a Dividend: Discussion of the reserves and dividend Non-Voting No vote
guidelines
6.b Dividend: Appropriation of profit Mgmt For For
7 Release from liability of the members of the Mgmt For For
Board of Management
8 Release from liability of the members of the Mgmt For For
Supervisory Board
9 Supervisory Board: a. Announcement of vacancies Non-Voting No vote
in the Supervisory Board b. Opportunity for
the General Meeting to make recommendations
for the (re)appointment of members of the Supervisory
Board c. Announcement by the Supervisory Board
of the persons nominated for (re)appointment
10 Proposal to reappoint Ms M.E. Harris as a member Mgmt For For
of the Supervisory Board
11 Proposal to reappoint Mr W. Kok as a member Mgmt For For
of the Supervisory Board
12 Proposal to appoint Ms T. Menssen as a member Mgmt For For
of the Supervisory Board
13 Proposal to appoint Mr M.A.M. Boersma as a member Mgmt For For
of the Supervisory Board
14 Announcement of vacancies in the Supervisory Non-Voting No vote
Board as at the close of the Annual General
Meeting of Shareholders in 2012
15 Announcement of the intention of the Supervisory Non-Voting No vote
Board to appoint Mr B.L. Bot as a member of
the Board of Management
16 Announcement of the intention of the Supervisory Non-Voting No vote
Board to appoint each of Mr J.P.P. Bos, Mr
G.T.C.A. Aben and Ms H.W.P.M.A. Verhagen as
a member of the Board of Management
17 Proposal to amend the Articles of Association Mgmt For For
I, regarding amongst other things the abolition
of the large company regime
18 Extension of the designation of the Board of Mgmt Against Against
Management as authorised body to issue ordinary
shares
19 Extension of the designation of the Board of Mgmt Against Against
Management as authorised body to limit or exclude
the pre-emptive right upon the issue of ordinary
shares
20 Authorisation of the Board of Management to Mgmt For For
permit the company acquire its own shares
21 Reduction of the issued capital by cancellation Mgmt For For
of own shares
22 Demerger: a) Presentation of the proposal to Non-Voting No vote
demerge the Express activities, including the
proposal to amend the Articles of Association
II b) Discussion
23 Questions Non-Voting No vote
24 Close Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
TOHO GAS CO.,LTD. Agenda Number: 703133099
--------------------------------------------------------------------------------------------------------------------------
Security: J84850106
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3600200004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2 Amend Articles to: Adopt Reduction of Liability Mgmt For For
System for Outside Directors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
4.4 Appoint a Corporate Auditor Mgmt For For
4.5 Appoint a Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
TORAY INDUSTRIES,INC. Agenda Number: 703115332
--------------------------------------------------------------------------------------------------------------------------
Security: J89494116
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3621000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
3.4 Appoint a Corporate Auditor Mgmt For For
4. Appoint a Substitute Corporate Auditor Mgmt For For
5. Approve Payment of Bonuses to Corporate Officers Mgmt Against Against
6. Approve Retirement Allowance for Retiring Director, Mgmt Against Against
and Payment of Accrued Benefits associated
with Abolition of Retirement Benefit System
for Current Corporate Officers
7. Amend the Compensation to be received by Directors Mgmt For For
and Corporate Auditors
8. Amount and Details of Compensation Concerning Mgmt Against Against
Stock Acquisition Rights as Stock Compensation-type
Stock Options for Directors
--------------------------------------------------------------------------------------------------------------------------
TOTAL S A Agenda Number: 702967514
--------------------------------------------------------------------------------------------------------------------------
Security: F92124100
Meeting Type: MIX
Meeting Date: 13-May-2011
Ticker:
ISIN: FR0000120271
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 789278 DUE TO ADDITION OF A RESOLUTION.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0225/201102251100452.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0413/201104131101217.pdf
CMMT 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.
O.1 Approval of the financial statements of the Mgmt For For
Company
O.2 Approval of the consolidated financial statements Mgmt For For
O.3 Allocation of income and setting the dividend Mgmt For For
O.4 Agreements pursuant to Article L. 225-38 of Mgmt For For
the Commercial Code
O.5 Authorization to the Board of Directors to trade Mgmt For For
the Company's shares
O.6 Renewal of Mrs. Patricia Barbizet's term as Mgmt For For
Board member
O.7 Renewal of Mr. Paul Desmarais Jr.'s term as Mgmt For For
Board member
O.8 Renewal of Mr. Claude Mandil's term as Board Mgmt For For
member
O.9 Appointment of Mrs. Marie-Christine Coisne as Mgmt For For
Board member
O.10 Appointment of Mrs. Barbara Kux as Board member Mgmt For For
E.11 Authorization to award free shares of the Company Mgmt Against Against
to employees of the Group as well as to executive
directors of the Company or group companies
A PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: To approve amendment of article 9
of the articles of association to include a
provision concerning the publication, on the
company website, of the crossing of statutory
thresholds received by the company under this
article 9 of the company's articles of association
--------------------------------------------------------------------------------------------------------------------------
TOYO SEIKAN KAISHA,LTD. Agenda Number: 703133885
--------------------------------------------------------------------------------------------------------------------------
Security: J92289107
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3613400005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2 Amend Articles to: Change Company's Location Mgmt For For
to Shinagawa, Tokyo
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
3.14 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TRANSURBAN GROUP, MELBOURNE VIC Agenda Number: 702617587
--------------------------------------------------------------------------------------------------------------------------
Security: Q9194A106
Meeting Type: OGM
Meeting Date: 26-Oct-2010
Ticker:
ISIN: AU000000TCL6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IF THE CHAIRMAN OF THE MEETINGS IS YOUR PROXY Non-Voting No vote
AND YOU HAVE NOT DIRECTED HIM/HER HOW TO VOTE
ON ITEMS 5 & 6 BELOW, PLEASE MARK THE BOX IN
THIS SECTION. IF YOU DO NOT MARK THIS BOX AND
YOU HAVE NOT DIRECTED YOUR PROXY HOW TO VOTE,
THE CHAIRMAN OF THE MEETINGS WILL NOT CAST
YOUR VOTES ON ITEMS 5 & 6 AND YOUR VOTES WILL
NOT BE COUNTED IN COMPUTING THE REQUIRED MAJORITY
IF A POLL IS CALLED ON THESE ITEMS. THE CHAIRMAN
OF THE MEETINGS INTENDS TO VOTE UNDIRECTED
PROXIES IN FAVOUR OF ITEMS 5 & 6 OF BUSINESS.
2.a Elect Bob Officer as a Director of THL Mgmt For For
2.b Re-elect Geoff Cosgriff as a Director of THL Mgmt For For
2.c Re-elect Jeremy Davis as a Director of THL Mgmt For For
2.d Re-elect Jennifer Eve as a Director of TIL Mgmt For For
3 Adopt the remuneration report (THL only) Mgmt For For
4 Re-appoint PricewaterhouseCoopers as the Auditors Mgmt For For
of TIL (TIL only)
5 Approve the grant of Performance Awards to the Mgmt For For
CEO (THL, TIL & THT)
6 Approve the Non-Executive Director Remuneration Mgmt For For
(THL, TIL & THT)
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN TEXT OF RESOLUTION NUMBER 2.D AND CHANGE
IN VOTING EXCLUSION COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
TREND MICRO INCORPORATED Agenda Number: 702814054
--------------------------------------------------------------------------------------------------------------------------
Security: J9298Q104
Meeting Type: AGM
Meeting Date: 25-Mar-2011
Ticker:
ISIN: JP3637300009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TSUMURA & CO. Agenda Number: 703145955
--------------------------------------------------------------------------------------------------------------------------
Security: J93407120
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3535800001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
3.4 Appoint a Corporate Auditor Mgmt For For
4. Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TUI AG Agenda Number: 702770137
--------------------------------------------------------------------------------------------------------------------------
Security: D8484K166
Meeting Type: AGM
Meeting Date: 09-Feb-2011
Ticker:
ISIN: DE000TUAG000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 774575 DUE TO CHANGE OF CANDIDATE UNDER
PROPOSAL 6.3. CANDIDATE 6.3.1 NO LONGER STANDS
FOR ELECTION AND WILL BE REPLACED BY CANDIDATE
6.3.2. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL NEED
TO REINSTRUCT ON THIS MEETING NOTICE. THANK
YOU
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. 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 approved annual financial Non-Voting No vote
statements for the 2008/10 financial year as
at 30 september 2010, the approved consolidated
financial statements, the summarised management
report and consolidated management report with
a report explaining the information in accordance
with para 289.4 and para 315.4 of the german
commercial code (hgb) and the supervisory board
report. in addition, presentation of the approved,
corrected consolidated financial statements
and the consolidated management reports for
the 2008 financial year as at 31 december 2008
and for the short financial year 2009 as at
30 september 2009
2. Resolution on the use of the net profit available Mgmt For For
for the distribution for the 2009/10 financial
year
3. Resolution on the ratification of the actions Mgmt For For
of the executive board for the 2009/2010 financial
year
4. Resolution on the ratification of the actions Mgmt For For
of the supervisory board for the 2009/2010
financial year
5. Resolution on the appointment of the auditor Mgmt For For
for the 2010/11 financial year
6.1. Election of supervisory board: Anass Houir Alami Mgmt For For
6.2. Election of supervisory board: Prof. Dr. Edgar Mgmt For For
Ernst
6.3.1 Election of supervisory board: Christiane Hoelz Non-Voting No vote
(no longer stands for election)
6.3.2 Election of supervisory board: Christian Strenger Mgmt For For
(replacement for Christiane Hoelz)
6.4. Election of supervisory board: Roberto Lopez Mgmt For For
Abad
6.5. Election of supervisory board: Prof. Dr. Klaus Mgmt For For
Mangold
6.6. Election of supervisory board: Mikhail Noskov Mgmt For For
6.7. Election of supervisory board: Carmen Riu Guell Mgmt For For
6.8. Election of supervisory board: Vladimir Yakushev Mgmt For For
7. Resolution on the authorisation of the executive Mgmt Against Against
board to increase the share capital (authorised
capital) with the option to exclude subscription
rights, for example in the event of a utilisation
against contributions in kind, and cancel the
authorised capital pursuant to para 4.8 of
the tui ag charter (amendment of the charter.)
8. Resolution on the authorisation to acquire and Mgmt For For
use treasury shares in accordance with para
71.1.8 of the companies act (aktg) with potential
exclusion of subscription rights and rights
to tender shares and the possibility to redeem
treasury shares while reducing share capital
--------------------------------------------------------------------------------------------------------------------------
TULLOW OIL PLC Agenda Number: 702932028
--------------------------------------------------------------------------------------------------------------------------
Security: G91235104
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: GB0001500809
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the annual accounts and Mgmt For For
associated reports
2 To declare a final dividend of 4.0p per ordinary Mgmt For For
share
3 To receive and approve the Directors' Remuneration Mgmt For For
Report
4 To elect Tutu Agyare as a Director Mgmt For For
5 To re-elect David Bamford as a Director Mgmt For For
6 To re-elect Graham Martin as a Director Mgmt For For
7 To re-elect Steven McTiernan as a Director Mgmt For For
8 To re-elect Pat Plunkett as a Director Mgmt For For
9 To re-appoint Deloitte LLP as auditors and authorise Mgmt For For
the Directors to determine their remuneration
10 To renew Directors' authority to allot shares Mgmt For For
11 To dis-apply statutory pre-emption rights Mgmt For For
12 To authorise the Company to hold general meetings Mgmt For For
on no less than 14 clear days' notice
--------------------------------------------------------------------------------------------------------------------------
TULLOW OIL PLC Agenda Number: 702981348
--------------------------------------------------------------------------------------------------------------------------
Security: G91235104
Meeting Type: OGM
Meeting Date: 12-May-2011
Ticker:
ISIN: GB0001500809
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To amend the rules of the Tullow Oil 2005 Performance Mgmt For For
Share Plan
--------------------------------------------------------------------------------------------------------------------------
UCB SA, BRUXELLES Agenda Number: 702821403
--------------------------------------------------------------------------------------------------------------------------
Security: B93562120
Meeting Type: EGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: BE0003739530
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 The general meeting resolves to amend the first Mgmt Take No Action
paragraph of article 15 of the articles
of association as follows in order to set the
term of the office of the director up to four
(4) years: The company shall be managed by
a board of directors having at least three
members, whether shareholders or not,
appointed for four years by the general meeting
and at all times subject to dismissal by
the general meeting
2 The general meeting resolves to replace the Mgmt Take No Action
first paragraph of article 20 of the articles
of association by the following text in order
to provide for the incorporation of a remuneration
and nomination committee: The board of
directors creates from amongst its members
consultative committees within the meaning
of the Companies Code and more specifically:
An audit committee in accordance with article
526bis of the Companies Code with, in particular,
the tasks set out in that article; and, A remuneration
and nomination committee in accordance with
article 526quater of the Companies Code with,
in particular, the tasks set out
in that article
3 The general meeting resolves to amend the articles Mgmt Take No Action
of association as follows in order to adapt
them to the future law with regard to the exercise
of some rights of shareholders in listed companies:
Article 34: to replace the current text
by the following: The notice of any general
meeting shall contain the mentions provided
for by article 533bis of the Companies Code.
Notice of meetings shall be given by announcement
inserted in: a) In the "'Moniteur Belge",
at least thirty days before the meeting; b)
In a national paper, at least thirty days
before the meeting; and, c) In media as may
reasonably be relied upon for the effective
dissemination of information to the public
throughout the European Economic Area, ensuring
fast access to the information on a non-discriminatory
basis, at least thirty days before the meeting.
CONTD
CONT CONTD In the event that it is necessary to issue Non-Voting No vote
a further notice of meeting, insofar as (i)
the formalities provided by the above paragraph
have been complied with, (ii) the date
of the second meeting has been indicated in
the first notice of meeting and (iii) the
agenda does not contain any new subject to
be dealt with, the two time limits provided
by the foregoing sub-paragraphs
for the insertion of announcements relating
to the second meeting shall be reduced
to at least seventeen days before the meeting.
Thirty days before the meeting, letters
shall be sent out to registered shareholders,
registered holders or owners of subscription
rights, holders of registered certificates
issued by the company, directors and auditors,
without it being necessary to prove
that this formality has been carried out; these
letters shall be sent CONTD
CONT CONTD by ordinary post unless addresses agree Non-Voting No vote
individually, expressly and in writing to
have notices of meeting sent to them by other
means. The company may not invoice the shareholders
specific costs in consequence of the
application of this article. For a continuous
period beginning on the date of the publication
of the notice of meeting and until the day
of the general meeting, the company shall
make available, on its website, the information
and documents provided by the Companies'
Code. Article 35: to replace the current
text by the following: The shareholders are
admitted to the general meeting and may exercise
their voting rights if they have recorded their
shares on the fourteenth day preceding
the general meeting, at midnight (Belgian
time), either by registration of the shares
in the shareholders' register CONTD
CONT CONTD of registered shares or by registration Non-Voting No vote
in the accounts of an authorized
custody account keeper or clearing institution
or by delivering the bearer shares to a
financial intermediary, regardless of the number
of shares it owns on the date of the general
meeting. The shareholder shall notify
its wish to attend the general meeting at the
latest on the sixth calendar day preceding
the date of the general meeting. Article 36:
the three first paragraphs of this article
are replaced by the following text: Any
shareholder can be represented to the general
meeting by a proxy of his choice. Article
39: the following text is inserted as fourth
paragraph: The minutes of the general meetings
mention for each decision the number of
shares for which votes have been validly
cast, the proportion of the share capital
represented by those CONTD
CONT CONTD votes, the total number of votes validly Non-Voting No vote
cast for and against each decision and,
if applicable, the number of abstentions. This
information are publicized on the website
of the company within the fifteen days following
the general meeting. Article 40: this article
is replaced by the following text: Whatever
are the items on the agenda, the board of directors
has the right to prorogue any ordinary general
or other meeting. It can use this right
at any moment, but only after the opening of
the discussions. Its decision must be
notified to the general meeting before the
closure of the meeting and be mentioned
in the minutes. This notification involves
the annulment of all decisions of whatever
nature adopted in the course of the meeting.
The shareholders must be given notice of a
further meeting five weeks later, with
the CONTD
CONT CONTD same agenda. The formalities completed Non-Voting No vote
to attend the first meeting and, as the case
may be, procurations, will remain valid for
the second meeting. New deposits will be
permitted within the periods laid down by the
statutes. Article 42: the second and fourth
paragraphs of this article are respectively
replaced by the following texts: The documents,
together with the management report of the
board of directors, shall be submitted to the
auditor(s) forty-five (45) days before
the Ordinary General Meeting. The annual accounts
and the other documents listed in article 553
of the Companies Code shall be made available
to the shareholders at the company's registered
office, where they can be consulted and copied
for at least thirty (30) days. Resolution
(i) that the modifications to the Articles
of Association provided CONTD
CONT CONTD for in section 3 shall (a) be made under Non-Voting No vote
the condition precedent that the law implementing
Directive 2007/36/EC on the exercise of certain
rights of shareholders in listed companies
is published in the Belgian State Gazette and
(b) enter into force on the date on which such
law would provide that such modifications
enter into force, it being understood that
this proposed resolution 3 shall not be submitted
to the vote of the extraordinary general meeting
of shareholders in the event that such law
is published before the extraordinary general
meeting which effectively deliberates upon
this item; and (ii) to grant to two directors
of the Company, acting jointly, with the
power to sub-delegate, the power to acknowledge
the realisation of the condition precedent
and to draw up the coordinated text CONTD
CONT CONTD of the articles of association accordingly Non-Voting No vote
4 Resolution to confer to the notary, with the Mgmt Take No Action
right of subdelegate, to the drawing up
of the coordinated articles of association
and to make the formalities with a
guichet d'entreprises and, if necessary, of
the services of the Added Value Tax
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Take No Action
IN MEETING DATE FROM 31 MAR TO 28 APR 2011.
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.
--------------------------------------------------------------------------------------------------------------------------
UCB SA, BRUXELLES Agenda Number: 702900754
--------------------------------------------------------------------------------------------------------------------------
Security: B93562120
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: BE0003739530
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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 Report of the Board of Directors Mgmt No vote
2 Reports of the Auditor Mgmt No vote
3 The General Meeting approves the annual accounts Mgmt No vote
of UCB S.A. at 31.12.2010 and the allocation
of the profits or losses reflected therein
4 The General Meeting gives a discharge to the Mgmt No vote
Directors
5 The General Meeting gives a discharge to the Mgmt No vote
Auditor
6.1 The General Meeting renews the appointment as Mgmt No vote
Director of Evelyn du Monceau, which is due
to expire, for the period of four years as
provided by the Articles of Association
6.2 The General Meeting renews the appointment as Mgmt No vote
Director of Arnoud de Pret, which is due
to expire, for the period of four years as
provided by the Articles of Association
6.3 The General Meeting renews the appointment as Mgmt No vote
Director of Jean-Pierre Kinet, which is due
to expire, for the period of four years as
provided by the Articles of Association
6.4 The General Meeting acknowledges the position Mgmt No vote
of Jean-Pierre Kinet as an independent
Director according to the law, satisfying the
independence criteria provided by law
and by the Board of Directors
6.5 The General Meeting renews the appointment as Mgmt No vote
Director of Thomas Leysen, which is due
to expire, for a period of one year, following
his request to be prolonged for one year only
in view of the new commitments he has taken
on
6.6 The General Meeting acknowledges the position Mgmt No vote
of Thomas Leysen as an independent
Director according to the law, satisfying the
independence criteria provided by law
and by the Board of Directors
6.7 The General Meeting renews the appointment as Mgmt No vote
Director of Gerhard Mayr, which is due to expire,
for the period of four years as provided by
the Articles of Association
6.8 The General Meeting acknowledges that Gerhard Mgmt No vote
Mayr fulfils all independence criteria mentioned
in Article 526ter of the Companies Code and
has the competencies in accounting and
audit matters as required by Article 526bis
2 of same Code. He is reappointed as Independent
Director in the meaning of this legal provision
6.9 The General Meeting renews the appointment as Mgmt No vote
Director of Norman J. Onstein, which is due
to expire, for the period of four years as
provided by the Articles of Association
6.10 The General Meeting acknowledges the position Mgmt No vote
of Norman J. Onstein as an independent
Director according to the law, satisfying the
independence criteria provided by law
and by the Board of Directors
6.11 The General Meeting renews the appointment as Mgmt No vote
Director of Bridget van Rijckevorsel,
which is due to expire, for the period of four
years as provided by the Articles of
Association
7 The General Meeting approves the decision of Mgmt No vote
the Board of Directors to allocate a
number of 300,000 to 375,000 maximum free shares:
of which 150,000 maximum to Senior Executives,
namely to about 33 individuals, according to
allocation criteria linked to the level
of responsibility of those concerned. The allocations
of these free shares will take place on completion
of the condition that the interested parties
remain employed within the UCB Group for
a period of at least 3 years after the grant
of awards; of which 150,000 maximum to Senior
Executives qualifying for the Performance Share
Plan and for which payout will occur after
a three year vesting period and will vary
from 0% to 150% of the granted amount depending
on the level of achievement of the performance
conditions set by the company at the moment
of grant
8 Pursuant to Article 556 of the Belgian Companies Mgmt No vote
Code, the General Shareholders'
meeting provides to Bondholders, in accordance
with the Terms and Conditions of the Hybrid
Bonds, certain rights likely to affect the
Company' assets or which could give rise
to a debt of or a commitment by the Company,
subject to a change of control over the Company.
Pursuant to article 556 of the Belgian Company
Code, the General Shareholders' meeting approves
Condition 4 (h) (Step-up after Change of
Control) of the Terms and Conditions applicable
to the EUR 300 million Fixed-to-Floating Rate
Perpetual Subordinated Securities
issued CONTD
CONT CONTD on 18 March 2011 which provides that, Non-Voting No vote
in case of a change of control (as such
concept is further defined in the Terms and
Conditions) over the Company, the applicable
interest rate shall be increased by 500 basis
points unless the Company elects to repay
the Bonds at that time
--------------------------------------------------------------------------------------------------------------------------
UMICORE GROUP Agenda Number: 702796523
--------------------------------------------------------------------------------------------------------------------------
Security: B95505168
Meeting Type: EGM
Meeting Date: 23-Mar-2011
Ticker:
ISIN: BE0003884047
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 26 APR 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS
THE AGENDA IS AMENDED. PLEASE BE ALSO
ADVISED THAT YOUR SHARES WILL BE BLOCKED UNTIL
THE QUORUM IS MET OR THE MEETING IS CANCELLED.
THANK YOU.
1 The general meeting resolves to cancel the existing Mgmt Take No Action
authorisation as granted to the board of directors
on 24 October 2006. It resolves to grant a
new authorisation to the board of directors
to increase the capital of the company
in one or more times by a maximum amount of
EUR 50,000,000 for a duration of five
years. Accordingly the shareholders' meeting
resolves to replace the provisions of Article
6 of the articles of association
("Authorised Capital") by the following text:
In accordance with the terms of a resolution
adopted at the extraordinary general meeting
held on 23 March 2011 [or, as the case
may be, 26 April 2011], the board of directors
is authorized, for a period of five years
starting on the date the aforementioned
decision is published in the Riders to the
Belgian Official Gazette, to increase the
share capital by a maximum amount of EUR 50,000,000
(fifty million euros) according to the terms
and conditions it shall define. The board may
effect this increase in CONTD
CONT CONTD one or more times, either by contributions Non-Voting No vote
in cash or, subject to legal restrictions,
contributions in kind, as well as by incorporation
of reserves, whether available or unavailable
for distribution, or of share premiums, with
or without issuing new stock. These increases
may give rise to the issuance of shares with
voting rights, of convertible bonds, as well
as of subscription rights or other
securities, whether or not attached to other
stock of the company, or attached to stock
issued by another company. The board may
freely determine whether the new shares shall
be issued in registered or dematerialised
form. On this occasion, the board may, in the
best interests of the company and in accordance
with legal provisions, limit or cancel the
preferential subscription rights of shareholders,
in favour of one or CONTD
CONT CONTD more designated persons who, as the case Non-Voting No vote
may be, are not employed by the company
or its subsidiaries. If the capital increase
includes a share premium, the amount of
this premium shall be allocated to an unavailable
"share premium" reserve, from which it
may not be withdrawn in whole or part except
to be incorporated into the capital by a decision
of the board of directors using, should
the case arise, the authorization conferred
upon it by this Article, or to be reduced
or cancelled by a decision of the general
meeting of shareholders in accordance with
Article 612 of the Companies Code
2 Amendment to Article 16 of the articles of association Mgmt Take No Action
(convening of shareholders' meetings):
the shareholders' meeting resolves to delete
the provisions of the last paragraph of
Article 16, relating to the certificates of
dematerialised securities and to proxies for
shareholders' meetings
3 Amendment to Article 17 of the articles of association Mgmt Take No Action
(admission to shareholders' meetings):
following the introduction of new requirements
relating to the registration of shareholders
as well as to the proxies for shareholders'
meetings, the shareholders' meeting resolves
to replace the provisions of Article 17
by the following provisions: a) Conditions
of admission: The right of a shareholder
to participate and vote in a general meeting
of shareholders is conditional upon the prior
recording of the shares held by this shareholder
on the fourteenth (14th) calendar day at midnight
(Belgian time) before the general meeting
of shareholders (the "Record Date"),
either based on the registration of these shares
in the company's register of registered
shares or based on the entry of such shares
in an account CONTD
CONT CONTD with an authorised account holder or a Non-Voting No vote
clearing institution. The number of shares
held on the day of the general meeting shall
not be taken into account. The shareholder
will notify to the company (or any person thereto
appointed by the company) his/her/its intention
to participate in a general meeting, at the
latest on the sixth (6th) calendar day before
this general meeting, either in writing
or, if the convening notice so allows, by
electronic means, to the address indicated
in the convening notice. The holder of
dematerialised shares will deliver (or have
delivered), at the latest on the same
day a certificate issued by the authorised
account holder or the clearing institution
certifying the number of dematerialised shares
registered in the shareholder's name in
its accounts on the Record Date for CONTD
CONT CONTD which the shareholder has expressed his/her/its Non-Voting No vote
intention to participate in the
general meeting. b) Powers of attorney and
proxies: Shareholders may take part
in, and vote at, meetings of shareholders,
either in person or by appointing a representative,
irrespective of the latter's capacity of
shareholder or not. Unless otherwise provided
by the Companies Code, a shareholder may
only appoint one proxy holder for a given general
meeting of shareholders. The appointment
of a proxy holder by a shareholder is made
in writing or by electronic means and must
be signed by the shareholder, as
the case may be, with an electronic signature
in accordance with the applicable legal requirements.
The notification of the proxy shall be made
in writing or by electronic means and shall
be sent to the address indicated in the
CONTD
CONT CONTD convening notice. The proxy must reach Non-Voting No vote
the company at the latest on the sixth (6th)
calendar day before the general meeting. c)
Admission formalities: Before the
meeting, shareholders or their proxies shall
sign an attendance list indicating their last
name, forename(s), occupation and residence
or registered office, together with the number
of shares with which they are taking part in
the meeting. The representatives of shareholders
who are legal entities shall hand over the
documents establishing their capacity as legal
representative of such legal entities or produce
proof of their capacity of special proxies.
Natural persons who take part in the meeting
in their capacity of shareholders, authorized
representatives or proxies shall produce
proof of their identity
4 Amendment to Article 18 of the articles of association Mgmt Take No Action
(conduct of shareholders' meetings):
following the extension of the legal term to
postpone shareholders' meetings to
five weeks, the shareholders' meeting
resolves to replace the text of the 5th to
the 7th sentences included of the 3rd paragraph
of Article 18 by the following provisions:
A new general meeting will be held five
weeks later with the same agenda. The attendance
formalities must again be complied with
in accordance with the terms and conditions
laid down in Article 17 of the articles of
association
5 Amendment to Article 19 of the articles of association Mgmt Take No Action
(voting): the shareholders' meeting
resolves to replace the text of Article 19
by the following provisions: Votes shall
be cast by a show of hands, roll call,
signed voting slips or by electronic means.
On condition that the board of directors
has made provision to this effect in the notice
of meeting, each shareholder shall be authorized,
before the general meeting, to vote by
correspondence or by electronic means using
a form drawn up by the company and made
available to shareholders. This form shall
include the following: the name, forename(s)
or company name of the shareholder, his/her
address or registered office; the shareholder's
signature, as the case may be under the form
of an CONTD
CONT CONTD electronic signature in compliance with Non-Voting No vote
the legal requirements; the number of votes
which the shareholder wishes to cast at the
general meeting and the nature of the shares
held; the agenda of the general meeting,
indicating the items to be discussed
and the proposals submitted for approval;
the way in which the shareholder votes, or
abstains, in respect of each proposal; the
date by which the form should reach the company.
With regard to distance-voting forms issued
by correspondence, such forms must reach
the company by the sixth (6th) calendar day
preceding the general meeting at the
latest; otherwise they will not be taken into
account. If the convening notice allows distance-voting
by electronic means, the board of directors
CONTD
CONT CONTD shall determine the terms and modalities Non-Voting No vote
relating thereto. In doing so it shall see
to it that the data mentioned under paragraph
3 of Article 19 can duly be introduced,
that the time period defined in the last sentence
of the present paragraph can be verified and
that the capacity and identity of the shareholders
concerned can duly be verified. Any vote issued
by electronic means can be cast until
the day preceding the general meeting of
shareholders. Shareholders who vote by correspondence
or by electronic means must comply with the
record and notice formalities laid down in
Article 17 of the articles of association
6 The general meeting resolves (i) that the modifications Mgmt Take No Action
to the articles of association provided
for under item 2 of the agenda shall (a) be
made under the condition precedent that the
law implementing Directive 2007/36/EC on the
exercise of certain rights of shareholders
in listed companies is published in the Belgian
State Gazette and (b) enter into force on the
date on which such law would provide that
such modifications CONTD
CONT CONTD enter into force, it being understood Non-Voting No vote
that this proposed resolution shall not
be submitted to the vote of the extraordinary
general meeting of shareholders in the event
that such law is published before the extraordinary
general meeting which effectively deliberates
upon this item; and (ii) to grant to two
directors of the company, acting jointly, with
the power to sub-delegate, the power to
acknowledge the realisation of the condition
precedent and to draw up the coordinated
text of the articles of association accordingly
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Take No Action
OF RECORD DATE AND CHANGE IN BLOCKING. 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.
--------------------------------------------------------------------------------------------------------------------------
UMICORE GROUP Agenda Number: 702891436
--------------------------------------------------------------------------------------------------------------------------
Security: B95505168
Meeting Type: MIX
Meeting Date: 26-Apr-2011
Ticker:
ISIN: BE0003884047
--------------------------------------------------------------------------------------------------------------------------
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) MAY
BE 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
O.1 Approval of the statutory annual accounts for Mgmt For For
the financial year ended on 31 December 2010
showing a profit for the financial year in
the amount of EUR 303,720,379.68. Taking
into account the profit of the 2010 financial
year, the profit of EUR 270,401,209.25 carried
forward from the previous financial year,
the allocations to and releases from the unavailable
reserve related to the 2010 movements in the
own shares for a total net amount of EUR
14,216,571.15 and the interim dividend
of EUR 36,799,052.23 paid out in October
2010, the result to be appropriated stands
at EUR 551,539,107.85. Approval of the
proposed appropriation of the result including
the payment of a gross dividend of EUR 0.80
per share (The actual gross dividend amount
(and, subsequently, the balance amount)
per share CONTD
CONT CONTD may fluctuate depending on possible changes Non-Voting No vote
in the number of own shares held by the company
between 26 April 2011 (i.e. the date of the
ordinary shareholders' meeting) and 28
April 2011 at Euronext Brussels closing time
(i.e. the date entitling the holder of Umicore
shares to the dividend (balance) relating
to financial year 2010). The own shares are
not entitled to a dividend.). Taking into
account the gross interim dividend of EUR 0.325
paid in October 2010, a balance gross amount
of EUR 0.475 (The actual gross dividend amount
(and, subsequently, the balance amount) per
share may fluctuate depending on possible
changes in the number of own shares held by
the company between 26 April 2011 (i.e. the
date of the ordinary shareholders'
meeting) and 28 April 2011 at Euronext Brussels
closing time (i.e. the date entitling the
holder of CONTD
CONT CONTD Umicore shares to the dividend (balance) Non-Voting No vote
relating to financial year 2010). The own
shares are not entitled to a dividend.) will
be paid on 4 May 2011
O.2 The general shareholders' meeting grants discharge Mgmt For For
from liability to the directors for the
performance of their mandate during the financial
year 2010
O.3 The general shareholders' meeting grants discharge Mgmt For For
from liability to the statutory auditor
for the performance of its mandate during the
financial year 2010
O.4 Re-election of Mr. Guy Paquot as independent Mgmt For For
director for a period of one year expiring
at the 2012 ordinary general meeting
O.5 Re-election of Mr. Uwe-Ernst Bufe as independent Mgmt For For
director for a period of three years expiring
at the 2014 ordinary general meeting
O.6 Re-election of Mr. Arnoud de Pret as director Mgmt For For
for a period of three years expiring at
the 2014 ordinary general meeting
O.7 Re-election of Mr. Jonathan Oppenheimer as director Mgmt For For
for a period of three years expiring at
the 2014 ordinary general meeting
O.8 Election of Mrs. Ines Kolmsee as independent Mgmt For For
director for a period of three years expiring
at the 2014 ordinary general meeting
O.9 Approval of the board members' remuneration Mgmt For For
proposed for the 2011 financial year consisting
of: at the level of the board of directors:
(1) a fixed fee of EUR 40,000 for the chairman
and EUR 20,000 for each non-executive
director; (2),a fee per attended meeting
of EUR 5,000 for the chairman and EUR 2,5000
for each non-executive director, and (3) by
way of additional fixed remuneration and
without prejudice to Article 520ter paragraph
1 of the Companies Code, a grant of 300 Umicore
shares to the chairman and each non-executive
director; at the level of the audit committee:
(1) a fixed fee of EUR 10,000 for the chairman
of the committee and EUR 5,000 for each other
member, and (2) a fee per attended meeting
of EUR 5,000 for the chairman and EUR 3,000
for each other member; at the level of the
nomination & remuneration CONTD
CONT CONTD committee: a fee per attended meeting Non-Voting No vote
of EUR 5,000 for the chairman of the committee
and EUR 3,000 for each other member
O.10 On motion by the Board of Directors, acting Mgmt For For
upon the proposal of the Audit Committee
and upon nomination by the Works' Council,
the shareholders' meeting resolves to
renew the mandate of the statutory auditor,
PricewaterhouseCoopers BCVBA/SCCRL,
with registered office at 1932 Sint-Stevens-Woluwe,
Woluwe Garden, Woluwedal 18, which expires
today, for a duration of three years, up to
and including the ordinary shareholders'
meeting of 2014. The statutory auditor
will be represented by the BVBA/SPRL Marc
Daelman, represented by Mr Marc Daelman, and
by Mrs Emmanuele Attout and is entrusted with
the audit of the statutory and the consolidated
annual accounts
O.11 The shareholders' meeting resolves to fix the Mgmt For For
remuneration of the statutory auditor for
the financial years 2011 through 2013 at EUR
495,000 each year. This amount will be indexed
each year on the basis of the evolution of
the consumer price index (health index)
E.1 The general meeting resolves to cancel the existing Mgmt Against Against
authorisation as granted to the board of directors
on 24 October 2006. It resolves to grant a
new authorisation to the board of directors
to increase the capital of the company
in one or more times by a maximum amount of
EUR 50,000,000 for a duration of five
years. Accordingly the shareholders' meeting
resolves to replace the provisions of Article
6 of the articles of association
("Authorised Capital") by the following text:
"In accordance with the terms of a resolution
adopted at the extraordinary general meeting
held on 26 April 2011, the board of directors
is authorized, for a period of five years
starting on the date the aforementioned
decision is published in the Riders to the
Belgian Official Gazette, to increase the share
capital by a maximum amount of EUR CONTD
CONT CONTD 50,000,000 (fifty million euros) according Non-Voting No vote
to the terms and conditions it shall define.
The board may effect this increase in one or
more times, either by contributions in
cash or, subject to legal restrictions,
contributions in kind, as well as by
incorporation of reserves, whether available
or unavailable for distribution, or of share
premiums, with or without issuing new
stock. These increases may give rise to the
issuance of shares with voting rights, of
convertible bonds, as well as of subscription
rights or other securities, whether or not
attached to other stock of the company,
or attached to stock issued by another company.
The board may freely determine whether the
new shares shall be issued in registered or
dematerialised form. On this occasion,
the board may, in the best interests of the
company and in CONTD
CONT CONTD accordance with legal provisions, limit Non-Voting No vote
or cancel the preferential subscription
rights of shareholders, in favour of one or
more designated persons who, as the case
may be, are not employed by the company or
its subsidiaries. If the capital increase
includes a share premium, the amount of this
premium shall be allocated to an unavailable
"share premium" reserve, from which it may
not be withdrawn in whole or part except to
be incorporated into the capital by a decision
of the board of directors using, should the
case arise, the authorization conferred
upon it by this Article, or to be reduced
or cancelled by a decision of the general meeting
of shareholders in accordance with Article
612 of the Companies Code
E.2 Amendment to Article 16 of the articles of association Mgmt For For
(convening of shareholders' meetings):
the shareholders' meeting resolves to delete
the provisions of the last paragraph of
Article 16, relating to the certificates of
dematerialised securities and to proxies for
shareholders' meetings
E.3 Amendment to Article 17 of the articles of association Mgmt For For
(admission to shareholders' meetings):
following the introduction of new requirements
relating to the registration of shareholders
as well as to the proxies for shareholders'
meetings, the shareholders' meeting resolves
to replace the provisions of Article 17
by the following provisions: "a) Conditions
of admission The right of a shareholder
to participate and vote in a general meeting
of shareholders is conditional upon the prior
recording of the shares held by this shareholder
on the fourteenth (14th) calendar day at midnight
(Belgian time) before the general meeting
of shareholders (the "Record Date"),
either based on the registration of these shares
in the company's register of registered
shares or based on the entry of such shares
in an account with an CONTD
CONT CONTD authorised account holder or a clearing Non-Voting No vote
institution. The number of shares held
on the day of the general meeting shall not
be taken into account. The shareholder
will notify to the company (or any person thereto
appointed by the company) his/her/its intention
to participate in a general meeting, at the
latest on the sixth (6th) calendar day before
this general meeting, either in writing
or, if the convening notice so allows, by
electronic means, to the address indicated
in the convening notice. The holder of
dematerialised shares will deliver (or have
delivered), at the latest on the same
day a certificate issued by the authorised
account holder or the clearing institution
certifying the number of dematerialised shares
registered in the shareholder's name in
its accounts on the Record Date for which
the shareholder CONTD
CONT CONTD has expressed his/her/its intention to Non-Voting No vote
participate in the general meeting. b)
Powers of attorney and proxies Shareholders
may take part in, and vote at, meetings of
shareholders, either in person or by appointing
a representative, irrespective of the
latter's capacity of shareholder or not. Unless
otherwise provided by the Companies Code, a
shareholder may only appoint one proxy
holder for a given general meeting of shareholders.
The appointment of a proxy holder by a
shareholder is made in writing or by
electronic means and must be signed by the
shareholder, as the case may be, with an
electronic signature in accordance with the
applicable legal requirements. The
notification of the proxy shall be made in
writing or by electronic means and shall
be sent to the address indicated in the convening
notice. The proxy CONTD
CONT CONTD must reach the company at the latest on Non-Voting No vote
the sixth (6th) calendar day before the
general meeting. c) Admission formalities Before
the meeting, shareholders or their proxies
shall sign an attendance list indicating their
last name, forename(s), occupation and residence
or registered office, together with
the number of shares with which they are taking
part in the meeting. The representatives
of shareholders who are legal entities shall
hand over the documents establishing their
capacity as legal representative of such
legal entities or produce proof of their capacity
of special proxies. Natural persons who take
part in the meeting in their capacity of
shareholders, authorized representatives
or proxies shall produce proof of their
identity
E.4 Amendment to Article 18 of the articles of association Mgmt For For
(conduct of shareholders' meetings):
following the extension of the legal term to
postpone shareholders' meetings to
five weeks, the shareholders' meeting
resolves to replace the text of the 5th to
the 7th sentences included of the 3rd paragraph
of Article 18 by the following provisions:
"A new general meeting will be held five
weeks later with the same agenda. The attendance
formalities must again be complied with
in accordance with the terms and conditions
laid down in Article 17 of the articles of
association
E.5 Amendment to Article 19 of the articles of association Mgmt For For
(voting): the shareholders' meeting
resolves to replace the text of Article 19
by the following provisions: "Votes shall
be cast by a show of hands, roll call,
signed voting slips or by electronic means.
On condition that the board of directors
has made provision to this effect in the notice
of meeting, each shareholder shall be authorized,
before the general meeting, to vote by
correspondence or by electronic means using
a form drawn up by the company and made
available to shareholders. This form shall
include the following: the name, forename(s)
or company name of the shareholder, his/her
address or registered office; the shareholder's
signature, as the case may be under the form
of an electronic signature in compliance with
the legal requirements; the CONTD
CONT CONTD number of votes which the shareholder Non-Voting No vote
wishes to cast at the general meeting and
the nature of the shares held; the agenda of
the general meeting, indicating the items to
be discussed and the proposals submitted for
approval; the way in which the shareholder
votes, or abstains, in respect of each proposal;
the date by which the form should reach the
company. With regard to distance-voting
forms issued by correspondence, such forms
must reach the company by the sixth (6th)
calendar day preceding the general meeting
at the latest; otherwise they will not be taken
into account. If the convening notice allows
distance-voting by electronic means, the board
of directors shall determine the terms
and modalities relating thereto. In doing so
it shall see to it that the data mentioned
under paragraph 3 of Article 19 can CONTD
CONT CONTD duly be introduced, that the time period Non-Voting No vote
defined in the last sentence of the present
paragraph can be verified and that the capacity
and identity of the shareholders concerned
can duly be verified. Any vote issued by
electronic means can be cast until the
day preceding the general meeting of shareholders.
Shareholders who vote by correspondence or
by electronic means must comply with the record
and notice formalities laid down in Article
17 of the articles of association
E.6 The general meeting resolves (i) that the modifications Mgmt For For
to the articles of association provided
for under item 2 of the agenda shall (a) be
made under the condition precedent that the
law implementing Directive 2007/36/EC on the
exercise of certain rights of shareholders
in listed companies is published in the Belgian
State Gazette and (b) enter into force on the
date on which such law would provide that
such modifications enter into force, it being
understood that this proposed resolution
shall not be submitted to the vote of the
extraordinary general meeting of shareholders
in the event that such law is published before
the extraordinary general meeting which effectively
deliberates upon this item; and (ii) to grant
to two directors of the company, acting
jointly, with the power to sub-delegate, the
power to CONTD
CONT CONTD acknowledge the realisation of the condition Non-Voting No vote
precedent and to draw up the coordinated
text of the articles of association accordingly
--------------------------------------------------------------------------------------------------------------------------
UMICORE SA, BRUXELLES Agenda Number: 702590034
--------------------------------------------------------------------------------------------------------------------------
Security: B95505168
Meeting Type: EGM
Meeting Date: 06-Oct-2010
Ticker:
ISIN: BE0003884047
--------------------------------------------------------------------------------------------------------------------------
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) MAY BE
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 Authorize the Company to acquire own shares Mgmt Take No Action
in the Company on a regulated market, from
29 OCT 2010 until 28 APR 2012 [included], within
a limit of 10% of the subscribed capital, at
a price per share comprised between four euros
[EUR 4.00] and seventy-five euros [EUR 75.00];
authorize the Company's Subsidiaries to acquire
shares in the Company on a regulated market,
in accordance with the conditions of the authorization
granted to the Company itself
2 Review and discussion of the draft terms of Non-Voting No vote
the contemplated merger between Umicore NV/SA
[absorbing Company] and its 100% subsidiary,
Umicore Oxyde Belgium NV/SA with registered
office in 3550 Heusden-Zolder, Industriezone
Zolder-Lummen Zuid [Company to be absorbed],
as drawn-up by the Boards of Directors of the
merging companies in accordance with Article
719 of the Companies Code; these draft terms
of the merger were drawn-up on 23 AUG 2010
and were lodged with the Clerk's office of
the Commercial Courts of Brussels and Hasselt;
the shareholders are entitled to receiving
a free copy of the merger proposal at the registered
office of Umicore NV/SA
3 Approve the draft terms of the merger dated Mgmt Take No Action
23 AUG 2010, as drawn-up by the Boards of Directors
of Umicore NV/SA [absorbing Company] and Umicore
Oxyde Belgium NV [Company to be absorbed]
4 Approve the transaction whereby Umicore NV/SA Mgmt Take No Action
[absorbing Company] absorbs its 100% subsidiary,
Umicore Oxyde Belgium NV [Company to be absorbed]
through an operation equivalent to a merger
as meant under Article 676, 1 of the Companies
Code; as a result of this transaction all assets
and liabilities of the Company to be absorbed,
without exception or general reservation, will
be transferred to the absorbing Company
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
29 OCT 2010. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. PLEASE BE ALSO ADVISED THAT
YOUR SHARES WILL BE BLOCKED UNTIL THE QUORUM
IS MET OR THE MEETING IS CANCELLED. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
UMICORE SA, BRUXELLES Agenda Number: 702631234
--------------------------------------------------------------------------------------------------------------------------
Security: B95505168
Meeting Type: EGM
Meeting Date: 29-Oct-2010
Ticker:
ISIN: BE0003884047
--------------------------------------------------------------------------------------------------------------------------
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) MAY BE
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 The general meeting authorises the Company to Mgmt Take No Action
acquire own shares in the Company on a regulated
market, from 29 October 2010 until 28 April
2012 (included), within a limit of 10% of the
subscribed capital, at a price per share comprised
between four euros (EUR 4.00) and seventy-five
euros (EUR 75.00); the general meeting authorises
the Company's subsidiaries to acquire shares
in the Company on a regulated market, in accordance
with the conditions of the authorisation granted
to the Company itself
2 Review and discussion of the draft terms of Non-Voting No vote
the contemplated merger between Umicore NV/SA
(absorbing company) and its 100% subsidiary,
Umicore Oxyde Belgium NV/SA with registered
office in 3550 Heusden-Zolder, Industriezone
Zolder-Lummen Zuid (company to be absorbed),
as drawn-up by the boards of directors of the
merging companies in accordance with Article
719 of the Companies Code. These draft terms
of the merger were drawn-up on 23 August 2010
and were lodged with the Clerk's office of
the Commercial Courts of Brussels and Hasselt.
The shareholders are entitled to receiving
a free copy of the merger proposal at the registered
office of Umicore NV/SA
3 The general meeting approves the draft terms Mgmt Take No Action
of the merger dated 23 August 2010, as drawn-up
by the Boards of Directors of Umicore NV/SA
(absorbing Company) and Umicore Oxyde Belgium
NV (Company to be absorbed)
4 The general meeting approves the transaction Mgmt Take No Action
whereby Umicore NV/SA (absorbing Company) absorbs
its 100% subsidiary, Umicore Oxyde Belgium
NV (Company to be absorbed) through an operation
equivalent to a merger as meant under Article
676, 1 of the Companies Code, as a result
of this transaction all assets and liabilities
of the Company to be absorbed, without exception
or general reservation, will be transferred
to the absorbing Company
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Take No Action
IN NUMBERING OF RESOLUTIONS. 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.
--------------------------------------------------------------------------------------------------------------------------
UNIBAIL-RODAMCO SE, PARIS Agenda Number: 702563215
--------------------------------------------------------------------------------------------------------------------------
Security: F95094110
Meeting Type: OGM
Meeting Date: 08-Sep-2010
Ticker:
ISIN: FR0000124711
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2010/0730/201007301004655.pdf
1 Approve, the distribution of an amount withdrawn Mgmt For For
from the account ''contribution
premium''
2 Powers for the formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
UNIBAIL-RODAMCO SE, PARIS Agenda Number: 702841974
--------------------------------------------------------------------------------------------------------------------------
Security: F95094110
Meeting Type: MIX
Meeting Date: 27-Apr-2011
Ticker:
ISIN: FR0000124711
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting No vote
INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINKS: https://balo.journal-officiel.gouv.fr/pdf/2011/0311/201103111100620.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0406/201104061100881.pdf
O.1 Approval of the annual financial statements Mgmt For For
O.2 Approval of the consolidated financial statements Mgmt For For
O.3 Allocation of income and distribution Mgmt For For
O.4 Distribution of an amount from "distributable Mgmt For For
reserves" and from "contribution
premium"
O.5 Regulated Agreements and Undertakings Mgmt For For
O.6 Renewal of Mr. Yves Lyon-Caen's term as Supervisory Mgmt For For
Board member
O.7 Renewal of Mr. Robert Ter Haar's term as Supervisory Mgmt For For
Board member
O.8 Appointment of Mr. Jose Luis Duran as Supervisory Mgmt For For
Board member
O.9 Appointment of Mrs. Marella Moretti as Supervisory Mgmt For For
Board member
O.10 Appointment of Mr. Herbert Schimetschek as Supervisory Mgmt For For
Board member
O.11 Renewal of term of Ernst & Young Audit as principal Mgmt For For
Statutory Auditor
O.12 Appointment of Deloitte & Associes as principal Mgmt For For
Statutory Auditor
O.13 Appointment of Auditex as deputy Statutory Auditor Mgmt For For
O.14 Appointment of Beas as deputy Statutory Auditor Mgmt For For
O.15 Authorization to be granted to the Executive Mgmt For For
Board to allow the Company to trade its
own shares
E.16 Delegation to be granted to the Executive Board Mgmt For For
to reduce the share capital by cancellation
of treasury shares
E.17 Delegation of authority to be granted to the Mgmt Against Against
Executive Board to decide to (i) increase the
share capital by issuing ordinary shares and/or
any securities giving access to the capital
of the Company or Company's subsidiaries with
preferential subscription rights or (ii)
to issue securities entitling to the allotment
of debt securities with preferential subscription
rights
E.18 Delegation of authority to be granted to the Mgmt For For
Executive Board to decide to (i) increase the
share capital by issuing ordinary shares and/or
any securities giving access to the capital
of the Company or Company's subsidiaries with
cancellation of preferential subscription
rights or (ii) to issue securities entitling
to the allotment of debt securities with cancellation
of preferential subscription rights
E.19 Delegation of authority to be granted to the Mgmt Against Against
Executive Board to increase the number of
issuable securities in the event of capital
increase with or without preferential
subscription rights pursuant to 17th and 18th
resolutions
E.20 Delegation of authority to be granted to the Mgmt Against Against
Executive Board to carry out the issuance of
ordinary shares and/or securities giving access
to the capital of the Company, in consideration
for in-kind contributions granted to the
Company within the limit of 10% of the
share capital
E.21 Delegation of authority to the Executive Board Mgmt Against Against
to decide on capital increases by issuing shares
or securities giving access to the capital
of the Company reserved for members of company
savings plans, with cancellation of
preferential subscription rights, in favor
of the latter
E.22 Delegation of authority to be granted to the Mgmt For For
Executive Board to grant Company's
share purchase and/or subscription options
to employees and corporate officers
of the Company and its subsidiaries
O.23 Powers for the formalities Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ADDITIONAL URL. 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.
--------------------------------------------------------------------------------------------------------------------------
UNICHARM CORPORATION Agenda Number: 703141375
--------------------------------------------------------------------------------------------------------------------------
Security: J94104114
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3951600000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Amend Articles to: Approve Minor Revisions, Mgmt For For
Streamline Business Lines.
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
UNICREDIT SPA, ROMA Agenda Number: 702885091
--------------------------------------------------------------------------------------------------------------------------
Security: T95132105
Meeting Type: MIX
Meeting Date: 29-Apr-2011
Ticker:
ISIN: IT0000064854
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO POSTPONEMENT Non-Voting No vote
OF MEETING FROM 27 APR TO 29 APR 2011. 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.
A.1 Presentation of the balance sheet as of 31 December Mgmt For For
2010, along with the board of directors
and auditing company's reports. Report of the
board of auditors. Presentation of the
consolidated balance sheet
A.2 Allocation of profits Mgmt For For
A.3 Appointment of a director to integrate the Board Mgmt For For
of Directors, upon reduction from 23 to 22
of the members of the Board of Directors
A.4 Redetermination of the total emolument to the Mgmt For For
directors for the activities executed by
them within the council committee and within
other bodies of the company
A.5 Integration of the office tenor and of the compensation Mgmt For For
of the auditing company KPMG SPA for
business year 2011 and 2012
A.6 Emolument of the common representative of the Mgmt For For
saving shareholders
A.7 Unicredit meeting regulations amendments to Mgmt For For
art. 1, 2, 3, 4, 5, 7, 8, 9, 10, 11, 12, 16
and 17. Elimination of art. 18 and 19 with
consequential renumbering of the
subsequent articles. Amendment to current Article
22 ( renumbered as 20)
A.8 Group retributive policy Mgmt For For
A.9 Group retributive systems 2011 Mgmt For For
A.10 Shareholding 2011 plan for group Unicredit employees Mgmt For For
E.1 Amendments to art. 1, 2, 3, 5, 6, 7, 8, 9, 10, Mgmt For For
11, 12, 13, 14, 15, 16, 17, 18, 19, 20,
21, 22, 23, 24, 25, 26, 27, 28, 29, 30 and
32 of the corporate bylaws
E.2 Granting authorities to the Board of Directors, Mgmt Against Against
as per art. 2443 of the Italian civil
code, to deliberate, if necessary in more tranches
and for a maximum period of 5 years from
the meeting resolution, a bonus capital
increase, as per art. 2349 of the Italian
civil code, for a maximum par value of EUR
103,000,000 corresponding to a maximum number
of 206,000,000 Unicredit ordinary shares par
value EUR 0.50 each, to allocate to the employees
of the parent company, of its bank and companies
of the group, holding relevant offices
with the purpose of achieving inclusive group
aims. Related statutory amendments
E.3 Granting authorities to the board of directors, Mgmt Against Against
as per art. 2443 of the Italian civil
code, to deliberate, if necessary in more tranches
and for a maximum period of 5 years from
the meeting resolution, a capital increase
versus payment, with the exclusion of the
option right, as per art. 2441, item 8
of the Italian civil code, for a maximum par
value of EUR 34,000,000 in service of right
exercise for subscription of a maximum number
of 68,000,000 Unicredit ordinary shares
par value EUR 0.50 each, to reserve to the
employees of the parent company, of its bank
and companies of the group, holding relevant
offices with the purpose of achieving inclusive
group aims. Related statutory amendments
--------------------------------------------------------------------------------------------------------------------------
UNILEVER NV, ROTTERDAM Agenda Number: 702620015
--------------------------------------------------------------------------------------------------------------------------
Security: N8981F271
Meeting Type: AGM
Meeting Date: 08-Oct-2010
Ticker:
ISIN: NL0000009355
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening and announcements Non-Voting No vote
2 Report and annual accounts for the period 01 Non-Voting No vote
JUL 2009 - 30 JUN 2010
3 Composition board Non-Voting No vote
4 Recent legislative changes registration date Non-Voting No vote
and convocation period
5 Any other business Non-Voting No vote
6 End Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
UNILEVER NV, ROTTERDAM Agenda Number: 702882855
--------------------------------------------------------------------------------------------------------------------------
Security: N8981F271
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: NL0000009355
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED WITH THIS
MEETING. THANK YOU
2 To adopt the Annual Accounts and appropriation Mgmt For For
of the profit for the 2010 financial year
3 To discharge the Executive Directors in office Mgmt For For
in the 2010 financial year for the fulfillment
of their task
4 To discharge the Non-Executive Directors in Mgmt For For
office in the 2010 financial year for the fulfillment
of their task
5 To re-appoint Mr. P G J M Polman as an Executive Mgmt For For
Director
6 To re-appoint Mr. R J-M S Huet as an Executive Mgmt For For
Director
7 To re-appoint Professor L O Fresco as a Non-Executive Mgmt For For
Director
8 To re-appoint Ms. A M Fudge as a Non-Executive Mgmt For For
Director
9 To re-appoint Mr. C E Golden as a Non-Executive Mgmt For For
Director
10 To re-appoint Dr. B E Grote as a Non-Executive Mgmt For For
Director
11 To re-appoint Ms. H Nyasulu as a Non-Executive Mgmt For For
Director
12 To re-appoint The Rt. Hon Sir Malcolm Rifkind Mgmt For For
MP as a Non-Executive Director
13 To re-appoint Mr. K J Storm as a Non-Executive Mgmt For For
Director
14 To re-appoint Mr. M Treschow as a Non-Executive Mgmt For For
Director
15 To re-appoint Mr. P S Walsh as a Non-Executive Mgmt For For
Director
16 To appoint Mr. S Bharti Mittal as a Non-Executive Mgmt For For
Director
17 To authorise the Board of Directors to purchase Mgmt For For
ordinary shares and depositary receipts thereof
in the share capital of the Company
18 To reduce the capital with respect to shares Mgmt For For
and depositary receipts thereof held by the
Company in its own share capital
19 To designate the Board of Directors as the company Mgmt For For
body authorised to issue shares in the Company
20 To appoint PricewaterhouseCoopers Accountants Mgmt For For
N.V. as auditors for the 2011 financial year
--------------------------------------------------------------------------------------------------------------------------
UNITED OVERSEAS BANK LTD, SINGAPORE Agenda Number: 702901287
--------------------------------------------------------------------------------------------------------------------------
Security: V96194127
Meeting Type: AGM
Meeting Date: 29-Apr-2011
Ticker:
ISIN: SG1M31001969
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Financial Statements, the Directors' Mgmt For For
Report and the Auditors' Report for the year
ended31 December 2010
2 To declare a final one-tier tax-exempt dividend Mgmt For For
of 40 cents and a special one-tier tax-exempt
dividend of 10 cents per ordinary share for
the year ended 31 December 2010
3 To approve Directors' fees of SGD 1,380,000 Mgmt For For
for 2010 (2009: SGD 842,500)
4 To approve a fee of SGD 2,500,000 to the Chairman Mgmt For For
of the Bank, Dr Wee Cho Yaw, for the period
from January 2010 to December 2010
5 To re-appoint Messrs Ernst & Young LLP as Auditors Mgmt For For
of the Company and authorise the Directors
to fix their remuneration
6 To re-elect a Director: Mr. Wee Ee Cheong Mgmt For For
7 To re-elect a Director: Mr. Franklin Leo Lavin Mgmt For For
8 To re-elect a Director: Mr. Willie Cheng Jue Mgmt For For
Hiang
9 To re-elect a Director: Mr. Tan Lip-Bu Mgmt For For
10 That pursuant to Section 153(6) of the Companies Mgmt For For
Act, Cap. 50, Dr. Wee Cho Yaw be and is
hereby re-appointed as a Director of the Company
to hold such office until the next Annual
General Meeting of the Company
11 That pursuant to Section 153(6) of the Companies Mgmt For For
Act, Cap. 50, Mr. Ngiam Tong Dow be and is
hereby re-appointed as a Director of the Company
to hold such office until the next Annual
General Meeting of the Company
12 That pursuant to Section 153(6) of the Companies Mgmt For For
Act, Cap. 50, Mr. Professor Cham Tao Soon
be and is hereby re-appointed as a Director
of the Company to hold such office until
the next Annual General Meeting of the Company
13 That pursuant to Section 153(6) of the Companies Mgmt For For
Act, Cap. 50, Mr. Reggie Thein be and is
hereby re-appointed as a Director of the Company
to hold such office until the next Annual General
Meeting of the Company
14 That authority be and is hereby given to the Mgmt Against Against
Directors to: (a) (i) issue ordinary shares
in the capital of the Company ("shares") whether
by way of rights, bonus or otherwise; and/or
(ii) make or grant offers, agreements or
options (collectively, "Instruments") that
might or would require shares to be issued,
including but not limited to the creation and
issue of (as well as adjustments to) warrants,
debentures or other instruments convertible
into shares, at any time and upon such terms
and conditions and for such purposes and to
such persons as the Directors may in their
absolute discretion deem fit; and (b) (notwithstanding
the authority conferred by this Resolution
may have ceased to be in force) issue shares
in pursuance of any Instrument made CONTD
CONT CONTD or granted by the Directors while this Non-Voting No vote
Resolution was in force, provided that:
(1) the aggregate number of ordinary shares
to be issued pursuant to this Resolution
(including shares to be issued in pursuance
of Instruments made or granted pursuant
to this Resolution) does not exceed 50 per
cent of the total number of issued shares,
excluding treasury shares, in the capital
of the Company (as calculated in accordance
with paragraph (2) below), of which the
aggregate number of shares to be issued other
than on a pro-rata basis to shareholders of
the Company (including shares to be issued
in pursuance of Instruments made or granted
pursuant to this Resolution) does not exceed
20 per cent of the total number of issued shares,
excluding treasury shares, in CONTD
CONT CONTD the capital of the Company (as calculated Non-Voting No vote
in accordance with paragraph (2) below); (2)
(subject to such manner of calculation as may
be prescribed by the Singapore Exchange Securities
Trading Limited ("SGX-ST")) for the purpose
of determining the aggregate number of shares
that may be issued under paragraph (1)
above, the percentage of issued shares shall
be based on the total number of issued shares,
excluding treasury shares, in the capital
of the Company at the time this Resolution
is passed, after adjusting for: (i) new
ordinary shares arising from the conversion
or exercise of any convertible securities
or share options or vesting of share awards
which are outstanding or subsisting at the
time this Resolution is passed; and (ii) any
subsequent bonus issue, CONTD
CONT CONTD consolidation or subdivision of shares; Non-Voting No vote
(3) in exercising the authority conferred by
this Resolution, the Company shall comply with
the provisions of the Listing Manual of the
SGX-ST for the time being in force (unless
such compliance has been waived by the
SGX-ST) and the Articles of Association for
the time being of the Company; and (4) (unless
revoked or varied by the Company in general
meeting) the authority conferred by this Resolution
shall continue in force until the conclusion
of the next Annual General Meeting of the
Company or the date by which the next Annual
General Meeting of the Company is required
by law to be held, whichever is earlier
15 That authority be and is hereby given to the Mgmt Against Against
Directors to allot and issue from time
to time such number of ordinary shares as may
be required to be allotted and issued pursuant
to the UOB Scrip Dividend Scheme
16 That (a) authority be and is hereby given to Mgmt Against Against
the Directors to: (i) allot and issue any
of the preference shares referred to in Articles
7A, 7B, 7C, 7D, 7E and/or 7F of the Articles
of Association of the Company; and/or (ii)
make or grant offers, agreements or options
that might or would require the preference
shares referred to in sub-paragraph (i) above
to be issued, at any time and upon such terms
and conditions and for such purposes and to
such persons as the Directors may in their
absolute discretion deem fit and (notwithstanding
that the authority conferred by this Resolution
may have ceased to be in force) to issue
the preference shares referred to in
sub-paragraph (i) above in connection with
any offers, agreements or options made or
granted by the Directors while CONTD
CONT CONTD this Resolution was in force; (b) the Non-Voting No vote
Directors be authorised to do all such things
and execute all such documents as they may
consider necessary or appropriate to give
effect to this Resolution as they may deem
fit; and (c) (unless revoked or varied by
the Company in general meeting) the authority
conferred by this Resolution shall continue
in force until the conclusion of the next
Annual General Meeting of the Company or the
date by which the next Annual General Meeting
of the Company is required by law to be held,
whichever is earlier
--------------------------------------------------------------------------------------------------------------------------
UNITED OVERSEAS BANK LTD, SINGAPORE Agenda Number: 702904334
--------------------------------------------------------------------------------------------------------------------------
Security: V96194127
Meeting Type: EGM
Meeting Date: 29-Apr-2011
Ticker:
ISIN: SG1M31001969
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That: (a) for the purposes of Sections 76C and Mgmt For For
76E of the Companies Act, Chapter 50 of
Singapore (the "Companies Act"), the exercise
by the Directors of the Company of all the
powers of the Company to purchase or otherwise
acquire issued ordinary shares in the
capital of the Company (the "Shares") not
exceeding in aggregate the Maximum Limit (as
hereafter defined), at such price or prices
as may be determined by the Directors of the
Company from time to time up to the Maximum
Price (as hereafter defined), whether by way
of: (i) market purchase(s) on the Singapore
Exchange Securities Trading Limited ("SGX-ST");
and/or (ii) off-market purchase(s) (if effected
otherwise than on SGX-ST) in accordance with
any equal access scheme(s) as may be
determined or formulated by the Directors of
the Company as they consider fit, which
CONTD
CONT CONTD scheme(s) shall satisfy all the conditions Non-Voting No vote
prescribed by the Companies Act, and otherwise
in accordance with all other laws and regulations
and rules of SGX-ST as may for the time
being be applicable, be and is hereby authorised
and approved generally and unconditionally
(the "Share Purchase Mandate"); (b) unless
varied or revoked by the Company in general
meeting, the authority conferred on the
Directors of the Company pursuant to the Share
Purchase Mandate may be exercised by the Directors
of the Company at any time and from time to
time during the period commencing from the
date of the passing of this Resolution
and expiring on the earlier of: (i) the date
on which the next annual general meeting
of the Company ("AGM") is held; and (ii)
the date by which the next AGM is required
by law to be held; (c) in this CONTD
CONT CONTD Resolution: "Relevant Period" means the Non-Voting No vote
period commencing from the date on which the
last AGM was held and expiring on the date
the next AGM is held or is required by law
to be held, whichever is the earlier, after
the date of this Resolution; "Maximum Limit"
means that number of Shares representing
five per cent. (5%) of the total number of
issued Shares (excluding any Shares which
are held as treasury shares) as at the date
of the passing of this Resolution unless
the Company has effected a reduction of the
share capital of the Company in accordance
with the applicable provisions of the Companies
Act, at any time during the Relevant Period,
in which event the issued Shares shall
be taken to be the total number of the issued
Shares as altered by such capital reduction
(excluding any Shares which are held as
CONTD
CONT CONTD treasury shares as at that date); and Non-Voting No vote
"Maximum Price" in relation to a Share to
be purchased or acquired, means the purchase
price (excluding brokerage, commission,
applicable goods and services tax and other
related expenses) which shall not exceed:
(i) in the case of a market purchase
("Market Purchase") of a Share, 105 per cent.
of the Average Closing Price of the Shares;
and (ii) in the case of an off-market purchase
("Off-Market Purchase") of a Share pursuant
to an equal access scheme, 110 per cent. of
the Average Closing Price of the Shares,
where: "Average Closing Price" means the average
of the last dealt prices of the Shares for
the five consecutive market days on which
the Shares were transacted on the SGX-ST immediately
preceding the date of the market purchase
by the Company or, as the case may be, the
CONTD
CONT CONTD date of the making of the offer pursuant Non-Voting No vote
to the Off-Market Purchase, and deemed to
be adjusted in accordance with the listing
rules of the SGX-ST for any corporate action
which occurs after the relevant five-day period;
and "date of the making of the offer" means
the date on which the Company announces
its intention to make an offer for an Off-Market
Purchase, stating therein the purchase price
(which shall not be more than the Maximum Price
calculated on the foregoing basis) for each
Share and the relevant terms of the equal
access scheme for effecting the Off-Market
Purchase; and (d) the Directors of the Company
and/or any of them be and are hereby authorised
to complete and do all such acts and things
(including executing such documents as may
be required) as they and/or he may consider
expedient or necessary to CONTD
CONT CONTD give effect to the transactions contemplated Non-Voting No vote
and/or authorised by this Resolution
--------------------------------------------------------------------------------------------------------------------------
UPM-KYMMENE CORP, HELSINKI Agenda Number: 702779440
--------------------------------------------------------------------------------------------------------------------------
Security: X9518S108
Meeting Type: AGM
Meeting Date: 07-Apr-2011
Ticker:
ISIN: FI0009005987
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 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
consolidated financial statements,
the report of the board of directors and the
auditor's report for the year 2010
7 Adoption of the financial statements and the Mgmt For For
consolidated financial statements
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 pay a dividend
of EUR 0,55 per share
9 Resolution on the discharge of the members of Mgmt For For
the board of directors and the president and
ceo from liability
10 Resolution on the remuneration of the members Mgmt For For
of the board of directors
11 Resolution on the number of members of the board Mgmt For For
of directors. the nomination and corporate
governance committee proposes that number of
the board members be nine
12 Election of members of the board of directors. Mgmt For For
the nomination and corporate governance committee
proposes that B.Wahlroos, B.Brunow, M.Alahuhta,
K.Grotenfelt, W.E.Lane, J.Pesonen,
U.Ranin, V-M.Reinikkala and R.J.Routs be
re-elected
13 Resolution on the remuneration of auditor Mgmt For For
14 Election of auditor. the audit committee proposes Mgmt For For
that PricewaterhouseCoopers Oy be re-elected
15 Authorising the board of directors to decide Mgmt For For
on the acquisition of the company's
own shares
16 Amendment to the terms and conditions of stock Mgmt For For
options 2007
17 Donations for philanthropic or corresponding Mgmt Against Against
purposes
18 Closing of the meeting Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
OF AUDITORS' NAME IN RESOLUTION 14. 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.
--------------------------------------------------------------------------------------------------------------------------
USS CO.,LTD. Agenda Number: 703141022
--------------------------------------------------------------------------------------------------------------------------
Security: J9446Z105
Meeting Type: AGM
Meeting Date: 28-Jun-2011
Ticker:
ISIN: JP3944130008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Appropriation of Retained Earnings Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
2.18 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VERBUND AG Agenda Number: 702853993
--------------------------------------------------------------------------------------------------------------------------
Security: A91460104
Meeting Type: AGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: AT0000746409
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 799671 DUE TO ADDITION OF RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THE MEETING HAS BEEN SET UP Non-Voting No vote
USING THE RECORD DATE 01 APR 2011 WHICH AT
THIS TIME WE ARE UNABLE TO SYSTEMATICALLY UPDATE.
THE TRUE RECORD DATE FOR THIS MEETING IS 03
APR 2011. THANK YOU
1 Presentation of the 2010 financial statements Mgmt For For
and management report of the board and the
corporate governance report, the consolidated
financial statements and management report
and the report of the supervisory board for
fiscal year 2010
2 Resolution on the appropriation of the annual Mgmt For For
results for 2010 reported earnings
3 Resolution on the discharge of the members of Mgmt For For
the board and the supervisory board for fiscal
year 2010
4 Election of the auditors and group auditors Mgmt For For
for fiscal 2011
5.1 Election to the supervisory board Ms. Gabriele Mgmt For For
Payr
5.2 Election to the supervisory board Mr. Peter Mgmt For For
Layr
--------------------------------------------------------------------------------------------------------------------------
VERBUND AG, WIEN Agenda Number: 702600140
--------------------------------------------------------------------------------------------------------------------------
Security: A91460104
Meeting Type: EGM
Meeting Date: 24-Sep-2010
Ticker:
ISIN: AT0000746409
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Authorize the Managing Board, pursuant to Section Mgmt Against Against
169 AktG to increase the capital stock with
the approval of the Supervisory Board until
23 SEP 2015 by up to further EUR 154,100,000.00
by the issue of up to 154,100,000 new
ordinary bearer or registered shares no-par
shares against a cash deposit if need be
in several tranches and to determine the issue
price, the issue terms and further details
concerning the implementation of the capital
increase in agreement with the Supervisory
Board subject to the proviso and on the condition
that the State subscribes for new shares from
the approved Capital in the context of a
capital increase and that, consequently, the
share of the State's investment in the
Company does not fall below 51% of the capital
stock even after the implementation of the
capital increase CONTD..
CONT CONTD..from the approved Capital Section 1 Non-Voting No vote
of the Federal Constitutional Law Bundesverfassungsgesetz
, which governs the ownership structure in
companies belonging to the Austrian electricity
industry Federal Law Gazette No. I 143/1998
, with approval of the Supervisory Board to
exclude the subscription rights
of the shareholders in order to exclude fractional
amounts from the shareholders' subscription
rights, authorize the Supervisory Board to
resolve amendments to the Articles of Incorporation
resulting from the issue of shares from Approved
Capital and amend the Articles of
Incorporation in Section 5 Capital Stock
and Shares by the addition of a new paragraph
5 as specified
--------------------------------------------------------------------------------------------------------------------------
VIENNA INSURANCE GROUP AG WIENER VERSICHERUNG GRUPPE- WIEN Agenda Number: 702942512
--------------------------------------------------------------------------------------------------------------------------
Security: A9T907104
Meeting Type: OGM
Meeting Date: 06-May-2011
Ticker:
ISIN: AT0000908504
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Presentation of the 2010 consolidated financial Mgmt For For
statements, presentation of the audited financial
statements and management report in 2010, the
report of the supervisory board and the corporate
governance report
2 Resolution on the appropriation of the annual Mgmt For For
results for 2010 reported earnings
3 Resolution on the approval of the board and Mgmt For For
the supervisory board for fiscal year 2010
4 Resolution on amendments to the articles of Mgmt For For
association in paragraphs 10, 11, 12, 13 and
21, and the authorization of the board, in
the exercise of shareholder rights with Wiener
St Dtische Versicherung Ag Vienna Insurance
Group, Fn 333376i, changes in statutes of this
society in paragraph s 4, 5, 6, 8, 10, 11,
12, 13, 19 and 21
5 Appointment of the auditor and group auditor Mgmt For For
for the fiscal year 2012
6 Election to the supervisory board Mgmt For For
CMMT PLEASE NOTE THAT THE MEETING SPECIFIC POWER Non-Voting No vote
OF ATTORNEY NEEDS TO BE CORRECTLY FILLED IN
OR YOUR VOTE INSTRUCTION MAY BE REJECTED. THE
BENEFICIAL OWNER NAME MUST CORRESPOND TO THAT
GIVEN ON ACCOUNT SET UP WITH YOUR CUSTODIAN
BANK. ADDITIONALLY, THE SHARE AMOUNT IS THE
SETTLED HOLDING AS OF RECORD DATE. PLEASE CONTACT
YOUR CUSTODIAN BANK IF YOU HAVE ANY QUESTIONS.
THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF POA COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
VIVENDI SA Agenda Number: 702819573
--------------------------------------------------------------------------------------------------------------------------
Security: F97982106
Meeting Type: MIX
Meeting Date: 21-Apr-2011
Ticker:
ISIN: FR0000127771
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT 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
CMMT 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/2011/0304/201103041100553.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0330/201103301100972.pdf
O.1 Approval of the reports and annual financial Mgmt For For
statements for the financial year 2010
O.2 Approval of the reports and consolidated financial Mgmt For For
statements for the financial year 2010
O.3 Approval of the Statutory Auditors' special Mgmt For For
report on new regulated Agreements
and Undertakings concluded during the financial
year 2010
O.4 Allocation of income for the financial year Mgmt For For
2010, setting the dividend and the date
of payment
O.5 Renewal of Mr. Jean-Yves Charlier's term as Mgmt For For
Supervisory Board member
O.6 Renewal of Mr. Henri Lachmann's term as Supervisory Mgmt For For
Board member
O.7 Renewal of Mr. Pierre Rodocanachi's term as Mgmt For For
Supervisory Board member
O.8 Appointment of the company KPMG SA as principal Mgmt For For
statutory auditor
O.9 Appointment of the company KPMG Audit Is SAS Mgmt For For
as deputy statutory auditor
O.10 Authorization to be granted to the Executive Mgmt For For
Board to allow the Company to purchase its
own shares
E.11 Authorization to be granted to the Executive Mgmt For For
Board to reduce the share capital by
cancellation of shares
E.12 Authorization to be granted to the Executive Mgmt For For
Board to grant options to subscribe
for shares of the Company
E.13 Authorization to be granted to the Executive Mgmt For For
Board to carry out the allocation
of performance shares existing or to be issued
E.14 Delegation granted to the Executive Board to Mgmt Against Against
increase capital by issuing ordinary shares
or any securities giving access to the capital
with preferential subscription rights
of shareholders
E.15 Delegation granted to the Executive Board to Mgmt Against Against
increase capital by issuing ordinary shares
or any securities giving access to the capital
without preferential subscription rights
of shareholders
E.16 Authorization to be granted to the Executive Mgmt Against Against
Board to increase the number of issuable securities
in the event of surplus demand with a capital
increase with or without preferential subscription
rights, within the limit of 15% of the original
issuance and within the limits set under the
fourteenth and fifteenth resolutions
E.17 Delegation granted to the Executive Board to Mgmt Against Against
increase the share capital, within the
limit of 10% of the capital and within the
limits set under the fourteenth and fifteenth
resolutions, in consideration for in-kind
contributions of equity securities
or securities giving access to the capital
of third party companies outside of a public
exchange offer
E.18 Delegation granted to the Executive Board to Mgmt Against Against
increase the share capital in favor of employees
and retired employees participating in the
Group Savings Plan
E.19 Delegation granted to the Executive Board to Mgmt Against Against
decide to increase the share capital in
favor of employees of Vivendi foreign subsidiaries
participating in the Group Savings Plan and
to implement any similar plan
E.20 Delegation granted to the Executive Board to Mgmt Against Against
increase the capital by incorporation
of premiums, reserves, profits or other amounts
E.21 Amendment of Article 10 of the Statutes "Organizing Mgmt For For
the Supervisory Board", by adding a new 6th
paragraph: Censors
E.22 Powers to accomplish the formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC, NEWBURY BERKSHIRE Agenda Number: 702501708
--------------------------------------------------------------------------------------------------------------------------
Security: G93882135
Meeting Type: AGM
Meeting Date: 27-Jul-2010
Ticker:
ISIN: GB00B16GWD56
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the Company's accounts and reports of Mgmt For For
the Directors and the Auditor for the YE 31
MAR 2010
2 Re-elect Sir John Bond as a Director Mgmt For For
3 Re-elect John Buchanan as a Director Mgmt For For
4 Re-elect Vittorio Colao as a Director Mgmt For For
5 Re-elect Michel Combes as a Director Mgmt For For
6 Re-elect Andy Halford as a Director Mgmt For For
7 Re-elect Stephen Pusey as a Director Mgmt For For
8 Re-elect Alan Jebson as a Director Mgmt For For
9 Re-elect Samuel Jonah as a Director Mgmt For For
10 Re-elect Nick Land as a Director Mgmt For For
11 Re-elect Anne Lauvergeon as a Director Mgmt For For
12 Re-elect Luc Vandevelde as a Director Mgmt For For
13 Re-elect Anthony Watson as a Director Mgmt For For
14 Re-elect Philip Yea as a Director Mgmt For For
15 Approve a final dividend of 5.65p per ordinary Mgmt For For
share
16 Approve the remuneration report Mgmt For For
17 Re-appoint Deloitte LLP as the Auditors Mgmt For For
18 Authorize the Audit Committee to determine the Mgmt For For
remuneration of the Auditors
19 Authorize the Directors to allot shares Mgmt Against Against
S.20 Authorize the Directors to dis-apply pre-emption Mgmt For For
rights
S.21 Authorize the Company to purchase its own shares Mgmt For For
[Section 701, (Companies Act 2006]
S.22 Adopt new Articles of Association Mgmt For For
S.23 Authorize the calling of a general meeting other Mgmt For For
than an AGM on not less than 14 clear days'
notice
24 Approve the continued operation of the Vodafone Mgmt For For
Share Incentive Plan
--------------------------------------------------------------------------------------------------------------------------
WESFARMERS LTD, PERTH WA Agenda Number: 702629556
--------------------------------------------------------------------------------------------------------------------------
Security: Q95870103
Meeting Type: AGM
Meeting Date: 09-Nov-2010
Ticker:
ISIN: AU000000WES1
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2.a Re-election of Mr. C. B. Carter as a Director Mgmt For For
2.b Re-election of Mr. J. P. Graham as a Director Mgmt For For
2.c Re-election of Mr. A. J. Howarth as a Director Mgmt For For
2.d Election of Mr. W. G. Osborn as a Director Mgmt For For
2.e Election of Ms V. M. Wallace as a Director Mgmt For For
3 Adoption of the remuneration report Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WESFARMERS LTD, PERTH WA Agenda Number: 702631145
--------------------------------------------------------------------------------------------------------------------------
Security: Q95870186
Meeting Type: AGM
Meeting Date: 09-Nov-2010
Ticker:
ISIN: AU00000WESN9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2.a Re-election of Mr. C B Carter as a Director Mgmt For For
2.b Re-election of Mr. J P Graham as a Director Mgmt For For
2.c Re-election of Mr. A J Howarth as a Director Mgmt For For
2.d Election of Mr. W G Osborn as a Director Mgmt For For
2.e Election of Ms. V M Wallace as a Director Mgmt For For
3 Adoption of Remuneration Report Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WESTPAC BANKING CORP, SYDNEY NSW Agenda Number: 702705837
--------------------------------------------------------------------------------------------------------------------------
Security: Q97417101
Meeting Type: AGM
Meeting Date: 15-Dec-2010
Ticker:
ISIN: AU000000WBC1
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSAL 4 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY
THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT
TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
PROPOSAL (4), YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN
BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S
AND YOU COMPLY WITH THE VOTING EXCLUSION.
2 Adoption of Remuneration Report for the year Mgmt For For
ended 30 September 2010 (non- binding resolution)
3.A Re-election of Elizabeth Blomfield Bryan Mgmt For For
3.B Re-election of Peter John Oswin Hawkins Mgmt For For
3.C Re-election of Carolyn Judith Hewson Mgmt For For
4 Grant of equity to Chief Executive Officer Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WHITBREAD Agenda Number: 703094057
--------------------------------------------------------------------------------------------------------------------------
Security: G9606P197
Meeting Type: AGM
Meeting Date: 21-Jun-2011
Ticker:
ISIN: GB00B1KJJ408
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Annual Report and Accounts for Mgmt For For
the year ended 3 March 2011
2 To approve the Remuneration Report Mgmt For For
3 To declare a final dividend of 33.25p per ordinary Mgmt For For
share excluding those shares owned by
shareholders who elect, or have elected, to
participate in the Scrip
4 To elect Ian Cheshire as a director Mgmt For For
5 To elect Andy Harrison as a director Mgmt For For
6 To re-elect Richard Baker as a director Mgmt For For
7 To re-elect Wendy Becker as a director Mgmt For For
8 To re-elect Patrick Dempsey as a director Mgmt For For
9 To re-elect Anthony Habgood as a director Mgmt For For
10 To re-elect Simon Melliss as a director Mgmt For For
11 To re-elect Christopher Rogers as a director Mgmt For For
12 To re-elect Stephen Williams as a director Mgmt For For
13 To re-appoint the auditor Mgmt For For
14 To authorise the Board to set the auditor's Mgmt For For
remuneration
15 To renew the authority given to the Board to Mgmt Against Against
allot shares
16 To approve the Whitbread Sharesave scheme (2011) Mgmt For For
and to authorise the Board to do all acts
and things necessary to establish and carry
it into effect
17 To authorise the Board to establish a further Mgmt For For
employee share scheme (or schemes) for
the benefit of Whitbread Group employees based
outside the UK
18 To renew the authority given to the Board to Mgmt Against Against
allot equity securities for cash other than
on a pro rata basis including authority to
sell treasury shares
19 To give the Company authority to purchase its Mgmt For For
ordinary shares
20 To authorise the Company to call general meetings Mgmt For For
other than an Annual General Meeting
on reduced notice
--------------------------------------------------------------------------------------------------------------------------
WILLIAM DEMANT HLDG AS Agenda Number: 702848803
--------------------------------------------------------------------------------------------------------------------------
Security: K9898W129
Meeting Type: AGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: DK0010268440
--------------------------------------------------------------------------------------------------------------------------
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 PLEASE NOTE THAT IF THE CHAIRMAN OF THE BOARD Non-Voting No vote
OR A BOARD MEMBER IS APPOINTED AS PROXY, WHICH
IS OFTEN THE CASE, CLIENTS CAN ONLY EXPECT
THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE
ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST
VOTES ARE REPRESENTED AT THE MEETING IS TO
SEND YOUR OWN REPRESENTATIVE. THE SUB CUSTODIAN
BANKS OFFER REPRESENTATION SERVICES FOR AN
ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SOME OF SUBCUSTODIANS Non-Voting No vote
IN DENMARK REQUIRE THE SHARES TO BE REGISTERED
IN SEGREGATED ACCOUNTS BY REGISTRATION DEADLINE
IN ORDER TO PROVIDE VOTING SERVICE. PLEASE
CONTACT YOUR GLOBAL CUSTODIAN TO FIND OUT IF
THIS REQUIREMENT APPLIES TO YOUR SHARES AND,
IF SO, YOUR SHARES ARE REGISTERED
IN A SEGREGATED ACCOUNT FOR THIS GENERAL MEETING.
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting No vote
VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION
NUMBERS "4.1 TO 4.4 AND 5". THANK YOU.
1 Report by the Board of Directors Non-Voting No vote
2 Approval of audited Annual Report 2010 Mgmt For For
3 Resolution on allocation of profits acc. to Mgmt For For
the adopted Annual Report
4.1 Re-election of Lars Norby Johansen as a director Mgmt For For
4.2 Re-election of Peter Foss as a director Mgmt For For
4.3 Re-election of Niels B. Christiansen as a director Mgmt For For
4.4 Re-election of Thomas Hofman-Bang as a director Mgmt For For
5 Re-election of Deloitte Statsautoriseret RevisionsaktieselskabMgmt For For
as an auditor
6.a Amendment to Article 8.2 of the Articles of Mgmt For For
Association regarding the agenda for annual
general meetings
6.b Approval of remuneration to the Board of Directors Mgmt For For
for the current year
6.c Amendment to Article 11.11 of the Articles of Mgmt For For
Association based on the proposal in
agenda item 6a
6.d Renewal of the authority to increase the capital, Mgmt Against Against
cf. Articles 6.1 and 6.2 of the Articles of
Association
6.e The Company's acquisition of own shares Mgmt For For
6.f Authority to the chairman of the general meeting Mgmt For For
7 Any other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
WING HANG BANK LTD Agenda Number: 702877703
--------------------------------------------------------------------------------------------------------------------------
Security: Y9588K109
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: HK0302001547
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE Non-Voting No vote
OF "ABSTAIN" WILL BE TREATED THE SAME AS A
"TAKE NO ACTION" VOTE.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting No vote
BY CLICKING ON THE URL LINK: http://www.hkexnews.hk/listedco/listconews/sehk/20110329/LTN20110329371.pdf
1 To adopt the Audited Financial Statements and Mgmt For For
the Report of the Directors and the Independent
Auditor's Report for the year ended 31 December
2010
2 To declare a final dividend of HKD1.08 per share Mgmt For For
(with scrip option) for the year ended 31
December 2010
3.a To re-elect Dr Cheng Hon Kwan as director Mgmt For For
3.b To re-elect Mr TSE Hau Yin Aloysius as director Mgmt For For
4 To authorise the Board of Directors to fix directors' Mgmt For For
fees
5 To re-appoint KPMG as Auditors of the Bank and Mgmt For For
authorise the Board of Directors to
fix their remuneration
6 To grant a general mandate to the Directors Mgmt Against Against
to allot, issue and deal with additional
shares not exceeding 20% of the issued share
capital of the Bank
7 To grant a general mandate to the Directors Mgmt For For
to repurchase shares of the Bank not exceeding
10% of the issued share capital of the Bank
8 To extend the general mandate granted to the Mgmt Against Against
Directors to allot, issue and deal with
additional shares of the Bank pursuant to Resolution
No. 6 above, by the addition of the aggregate
number of shares repurchased under the
authority granted pursuant to Resolution
No. 7 above
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN COMMENT. 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.
--------------------------------------------------------------------------------------------------------------------------
WM MORRISON SUPERMARKETS PLC Agenda Number: 703064787
--------------------------------------------------------------------------------------------------------------------------
Security: G62748119
Meeting Type: AGM
Meeting Date: 09-Jun-2011
Ticker:
ISIN: GB0006043169
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and consider the Directors' report Mgmt For For
and audited financial statements
for the 52 weeks ended 30 January 2011
2 To approve the Directors' remuneration report Mgmt For For
for the 52 weeks ended 30 January 2011
3 To declare a final dividend Mgmt For For
4 To re-elect Sir Ian Gibson Mgmt For For
5 To re-elect Dalton Philips Mgmt For For
6 To re-elect Richard Pennycook Mgmt For For
7 To re-elect Philip Cox Mgmt For For
8 To re-elect Penny Hughes Mgmt For For
9 To re-elect Nigel Robertson Mgmt For For
10 To re-elect Johanna Waterous Mgmt For For
11 To re-appoint KPMG Audit Plc as Auditors of Mgmt For For
the Company
12 To authorise the Directors to fix the remuneration Mgmt For For
of the Auditors
13 To authorise the Company to make market purchases Mgmt For For
of the Company's shares
14 To authorise the Directors to allot securities Mgmt Against Against
15 To authorise the Directors to allot securities Mgmt Against Against
otherwise than in accordance with s.561 Companies
Act 2006
16 To approve the shortening of the period of notice Mgmt For For
for a General Meeting
--------------------------------------------------------------------------------------------------------------------------
WOOLWORTHS LTD Agenda Number: 702701473
--------------------------------------------------------------------------------------------------------------------------
Security: Q98418108
Meeting Type: AGM
Meeting Date: 18-Nov-2010
Ticker:
ISIN: AU000000WOW2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting No vote
PROPOSALS 4 AND 6 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE PASSING
OF THE PROPOSAL/S WILL BE DISREGARDED BY THE
COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD
NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE
THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON PROPOSAL
(4 AND 6), YOU ACKNOWLEDGE THAT YOU HAVE NOT
OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT
BY THE PASSING OF THE RELEVANT PROPOSAL/S AND
YOU COMPLY WITH THE VOTING EXCLUSION.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 752013 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.
2 To adopt the remuneration report for the financial Mgmt For For
year ended 27 June 2010
3.a To elect Ms. (Carla) Jayne Hrdlicka as a Director Mgmt For For
3.b PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: To elect Mr. Stephen Mayne as a Director
3.c To re-elect Mr. Ian John Macfarlane as a Director Mgmt For For
4 Woolworths Long Term Incentive Plan Mgmt For For
5 Alterations to the Constitution Mgmt For For
6 Fees payable to Non-Executive Directors Mgmt For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting No vote
OF TEXT IN RESOLUTIONS 3.C AND 5. 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.
--------------------------------------------------------------------------------------------------------------------------
YAHOO JAPAN CORPORATION Agenda Number: 703145979
--------------------------------------------------------------------------------------------------------------------------
Security: J95402103
Meeting Type: AGM
Meeting Date: 23-Jun-2011
Ticker:
ISIN: JP3933800009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
YAKULT HONSHA CO.,LTD. Agenda Number: 703133760
--------------------------------------------------------------------------------------------------------------------------
Security: J95468120
Meeting Type: AGM
Meeting Date: 22-Jun-2011
Ticker:
ISIN: JP3931600005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Amend Articles to: Reduce Board Size to 15, Mgmt For For
Adopt Reduction of Liability System for
All Directors and All Auditors
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
YARA INTERNATIONAL ASA, OSLO Agenda Number: 702969049
--------------------------------------------------------------------------------------------------------------------------
Security: R9900C106
Meeting Type: AGM
Meeting Date: 10-May-2011
Ticker:
ISIN: NO0010208051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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
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
1 Election of chairperson of the meeting and of Mgmt Take No Action
a person to co-sign the minutes of the general
meeting
2 Approval of the annual accounts and the annual Mgmt Take No Action
report for 2010 for Yara International ASA
and the group, hereunder payment of dividends
3 Guidelines for the remuneration of the members Mgmt Take No Action
of the executive management
4 Determination of remuneration to the auditor Mgmt Take No Action
5 Determination of remuneration to the members Mgmt Take No Action
of the board, members of the compensation committee
and the audit committee for the upcoming period
6 Determination of remuneration to the members Mgmt Take No Action
of the nomination committee for the upcoming
period
7 Instructions for the nomination committee - Mgmt Take No Action
changes to the articles of association and
instructions
8 Online participation at the general meeting Mgmt Take No Action
and electronic voting prior to the meeting
- change to articles of association
9 Capital reduction by means of the cancellation Mgmt Take No Action
of own shares and the redemption of shares
held on behalf of the Norwegian state by the
ministry of trade and industry
10 Power of attorney from the general meeting to Mgmt Take No Action
the board for acquisition of own shares
--------------------------------------------------------------------------------------------------------------------------
YOKOGAWA ELECTRIC CORPORATION Agenda Number: 703128884
--------------------------------------------------------------------------------------------------------------------------
Security: J97272124
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3955000009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Reduction of Capital Surplus and Retained Earnings Mgmt For For
and Disposition of Surplus
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3. Renewal of Countermeasures to Large-scale Acquisition Mgmt Against Against
of Yokogawa Electric Shares (Takeover Defense
Measures)
--------------------------------------------------------------------------------------------------------------------------
ZARDOYA OTIS SA, MADRID Agenda Number: 702972351
--------------------------------------------------------------------------------------------------------------------------
Security: E9853W160
Meeting Type: OGM
Meeting Date: 20-May-2011
Ticker:
ISIN: ES0184933812
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL
ON 23 MAY 2011 AT 12:00 P.M. CONSEQUENTLY,
YOUR VOTING INSTRUCTIONS WILL REMAIN
VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
1 Examination and approval of the annual financial Mgmt For For
statements and the management report
of the Zardoya, and the consolidated group
2 Application of the results Mgmt For For
3 Approval of the management of the Board members Mgmt For For
and ratification of the distribution
of dividends to be charge to the results
4.1 Re-election Mr. Mario Abajo Garcia Mgmt For For
4.2 Re-election Mr. Jose Maria Loizaga Viguri Mgmt For For
4.3 Re-election Mr. Pedro Sainz de Baranda Riva Mgmt For For
4.4 Re-election Euro Syns SA Mgmt For For
4.5 Re-election Mr. Javier Zardoya Arana Mgmt For For
4.6 Re-election Mr. Angelo Mesina Mgmt For For
4.7 Re-election Otis Elevator Company Mgmt For For
4.8 Re-election Mr. Bruno Grob Mgmt For For
4.9 Re-election Mr. Lindsay Harvey Mgmt For For
5 Approval a distribution of a dividend of 0.135 Mgmt For For
Euros per share, to be charge to the results
6 Appointment of auditors Mgmt For For
7 Capital increase, 1 new share per 20 former Mgmt Against Against
share, with charged to voluntary reserves
8 Authorization to purchase treasury share Mgmt For For
9 The report of the amendment of the regulation Mgmt For For
of the board members
10 Any other business Mgmt Against Against
11 Delegation of powers Mgmt For For
12 Approval of the minutes Mgmt For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF THE RESOLUTION 4.3. 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.
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Eaton Vance Tax-Managed Global Dividend Income Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as
specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 10/31
Date of reporting period: 7/1/10-6/30/11
Eaton Vance Tax-Managed Global Dividend Income Fund
--------------------------------------------------------------------------------------------------------------------------
ABBOTT LABORATORIES Agenda Number: 933386319
--------------------------------------------------------------------------------------------------------------------------
Security: 002824100
Meeting Type: Annual
Meeting Date: 29-Apr-2011
Ticker: ABT
ISIN: US0028241000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
R.J. ALPERN Mgmt For For
R.S. AUSTIN Mgmt For For
W.J. FARRELL Mgmt For For
H.L. FULLER Mgmt For For
E.M. LIDDY Mgmt For For
P.N. NOVAKOVIC Mgmt For For
W.A. OSBORN Mgmt For For
S.C. SCOTT III Mgmt For For
G.F. TILTON Mgmt For For
M.D. WHITE Mgmt For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP AS AUDITORS. Mgmt For For
03 SAY ON PAY - AN ADVISORY VOTE ON THE APPROVAL Mgmt For For
OF EXECUTIVE COMPENSATION.
04 SAY WHEN ON PAY - AN ADVISORY VOTE ON THE APPROVAL Mgmt 1 Year For
OF THE FREQUENCY OF SHAREHOLDER VOTES ON EXECUTIVE
COMPENSATION.
05 SHAREHOLDER PROPOSAL - PHARMACEUTICAL PRICING. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 933362042
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 03-Feb-2011
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ACCEPTANCE, IN A NON-BINDING VOTE, OF THE FINANCIAL Mgmt For For
STATEMENTS FOR THE FIFTEEN MONTH PERIOD ENDED
AUGUST 31, 2010 AS PRESENTED
2A RE-APPOINTMENT OF DIRECTOR: CHARLES H. GIANCARLO Mgmt For For
2B RE-APPOINTMENT OF DIRECTOR: DENNIS F. HIGHTOWER Mgmt For For
2C RE-APPOINTMENT OF DIRECTOR: BLYTHE J. MCGARVIE Mgmt For For
2D RE-APPOINTMENT OF DIRECTOR: MARK MOODY-STUART Mgmt For For
2E RE-APPOINTMENT OF DIRECTOR: PIERRE NANTERME Mgmt For For
03 RATIFICATION, IN A NON-BINDING VOTE, OF APPOINTMENT Mgmt For For
OF KPMG AS INDEPENDENT AUDITORS FOR THE 2011
FISCAL YEAR AND AUTHORIZATION, IN A BINDING
VOTE, OF THE BOARD, ACTING THROUGH THE AUDIT
COMMITTEE, TO DETERMINE KPMG'S REMUNERATION
04 APPROVAL, IN A NON-BINDING VOTE, OF THE COMPENSATION Mgmt For For
OF THE NAMED EXECUTIVE OFFICERS
05 RECOMMENDATION, IN A NON-BINDING VOTE, OF THE Mgmt 1 Year Against
FREQUENCY OF SHAREHOLDER VOTES ON EXECUTIVE
COMPENSATION
06 AUTHORIZATION TO HOLD THE 2012 ANNUAL GENERAL Mgmt For For
MEETING OF SHAREHOLDERS OF ACCENTURE PLC AT
A LOCATION OUTSIDE OF IRELAND
07 AUTHORIZATION OF ACCENTURE TO MAKE OPEN-MARKET Mgmt For For
PURCHASES OF ACCENTURE PLC CLASS A ORDINARY
SHARES
08 DETERMINATION OF THE PRICE RANGE AT WHICH ACCENTURE Mgmt For For
PLC CAN RE-ISSUE SHARES THAT IT ACQUIRES AS
TREASURY STOCK
--------------------------------------------------------------------------------------------------------------------------
AIR PRODUCTS AND CHEMICALS, INC. Agenda Number: 933358699
--------------------------------------------------------------------------------------------------------------------------
Security: 009158106
Meeting Type: Annual
Meeting Date: 27-Jan-2011
Ticker: APD
ISIN: US0091581068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
CHADWICK C. DEATON Mgmt For For
MICHAEL J. DONAHUE Mgmt For For
URSULA O. FAIRBAIRN Mgmt For For
LAWRENCE S. SMITH Mgmt For For
02 APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTANTS. RATIFICATION OF APPOINTMENT OF
KPMG LLP, AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR FISCAL YEAR 2011.
03 ADVISORY VOTE ON EXECUTIVE OFFICER COMPENSATION. Mgmt For For
TO APPROVE THE COMPENSATION OF EXECUTIVE OFFICERS.
04 FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt 1 Year Against
TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY
OF ADVISORY VOTE ON EXECUTIVE OFFICER COMPENSATION.
05 APPROVAL OF ANNUAL INCENTIVE PLAN TERMS. TO Mgmt For For
APPROVE THE ANNUAL INCENTIVE PLAN TERMS TO
PERMIT EXCLUSION FROM TAX DEDUCTION LIMITS.
--------------------------------------------------------------------------------------------------------------------------
BHP BILLITON LIMITED Agenda Number: 933334651
--------------------------------------------------------------------------------------------------------------------------
Security: 088606108
Meeting Type: Annual
Meeting Date: 16-Nov-2010
Ticker: BHP
ISIN: US0886061086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO RECEIVE THE 2010 FINANCIAL STATEMENTS AND Mgmt For For
REPORTS FOR BHP BILLITON LIMITED AND BHP BILLITON
PLC
02 TO RE-ELECT DR JOHN BUCHANAN AS A DIRECTOR OF Mgmt For For
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 MR KEITH RUMBLE AS A DIRECTOR OF Mgmt For For
BHP BILLITON LIMITED AND BHP BILLITON PLC
05 TO RE-ELECT DR JOHN SCHUBERT AS A DIRECTOR OF Mgmt For For
BHP BILLITON LIMITED AND BHP BILLITON PLC
06 TO RE-ELECT MR JACQUES NASSER AS A DIRECTOR Mgmt For For
OF BHP BILLITON LIMITED AND BHP BILLITON PLC
07 TO ELECT MR MALCOLM BROOMHEAD AS A DIRECTOR Mgmt For For
OF BHP BILLITON LIMITED AND BHP BILLITON PLC
08 TO ELECT MS CAROLYN HEWSON AS A DIRECTOR OF Mgmt For For
BHP BILLITON LIMITED AND BHP BILLITON PLC
09 TO REAPPOINT KPMG AUDIT PLC AS THE AUDITOR OF Mgmt For For
BHP BILLITON PLC
10 TO RENEW THE GENERAL AUTHORITY TO ISSUE SHARES Mgmt For For
IN BHP BILLITON PLC
11 TO APPROVE THE AUTHORITY TO ISSUE SHARES IN Mgmt For For
BHP BILLITON PLC FOR CASH
12 TO APPROVE THE REPURCHASE OF SHARES IN BHP BILLITON Mgmt For For
PLC
13 TO APPROVE THE 2010 REMUNERATION REPORT Mgmt For For
14 TO APPROVE AMENDMENTS TO THE LONG TERM INCENTIVE Mgmt For For
PLAN
15 TO APPROVE THE GRANT OF AWARDS TO MR MARIUS Mgmt For For
KLOPPERS UNDER THE GIS AND THE LTIP
16 TO APPROVE AMENDMENTS TO THE CONSTITUTION OF Mgmt For For
BHP BILLITON LIMITED
17 TO APPROVE AMENDMENTS TO THE ARTICLES OF ASSOCIATION Mgmt For For
OF BHP BILLITON PLC
--------------------------------------------------------------------------------------------------------------------------
BRITISH AMERN TOB PLC Agenda Number: 702877640
--------------------------------------------------------------------------------------------------------------------------
Security: G1510J102
Meeting Type: AGM
Meeting Date: 28-Apr-2011
Ticker:
ISIN: GB0002875804
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of the 2010 Report and Accounts Mgmt For For
2 Approval of the 2010 Remuneration Report Mgmt For For
3 Declaration of the final dividend for 2010 Mgmt For For
4 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
the companies auditors
5 Authority for the Directors to agree the Auditors' Mgmt For For
remuneration
6 Re-election of Richard Burrows as a Director Mgmt For For
(N)
7 Re-election of Karen de Segundo as a Director Mgmt For For
(C, N, R)
8 Re-election of Nicandro Durante as a Director Mgmt For For
9 Re-election of Robert Lerwill as a Director Mgmt For For
(A, N, R)
10 Re-election of Christine Morin-Postel as a Director Mgmt For For
(A, N, R)
11 Re-election of Gerry Murphy as a Director (C, Mgmt For For
N, R)
12 Re-election of Anthony Ruys as a Director (A, Mgmt For For
N, R)
13 Re-election of Sir Nicholas Scheele as a Director Mgmt For For
(A, N, R)
14 Re-election of Ben Stevens as a Director Mgmt For For
15 Election of John Daly as a Director who has Mgmt For For
been appointed since the last Annual General
Meeting
16 Election of Kieran Poynter as a Director (C, Mgmt For For
N) who has been appointed Since the last Annual
General Meeting
17 Renewal of the Directors' authority to allot Mgmt For For
shares
18 Renewal of the Directors' authority to disapply Mgmt For For
pre-emption rights
19 Authority for the Company to purchase its own Mgmt For For
shares
20 Authority to amend the British American Tobacco Mgmt Against Against
2007 Long Term Incentive Plan
21 Notice period for General Meetings Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF AUDITOR NAME IN RESOLUTION 4. 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.
--------------------------------------------------------------------------------------------------------------------------
CANADIAN NATIONAL RAILWAY COMPANY Agenda Number: 933397235
--------------------------------------------------------------------------------------------------------------------------
Security: 136375102
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: CNI
ISIN: CA1363751027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MICHAEL R. ARMELLINO Mgmt For For
A. CHARLES BAILLIE Mgmt For For
HUGH J. BOLTON Mgmt For For
DONALD J. CARTY Mgmt For For
AMB. GORDON D. GIFFIN Mgmt For For
EDITH E. HOLIDAY Mgmt For For
V.M. KEMPSTON DARKES Mgmt For For
HON. DENIS LOSIER Mgmt For For
HON. EDWARD C. LUMLEY Mgmt For For
DAVID G.A. MCLEAN Mgmt For For
CLAUDE MONGEAU Mgmt For For
JAMES E. O'CONNOR Mgmt For For
ROBERT PACE Mgmt For For
02 APPOINTMENT OF KPMG LLP AS AUDITORS Mgmt For For
03 NON-BINDING ADVISORY RESOLUTION TO ACCEPT THE Mgmt For For
APPROACH TO EXECUTIVE COMPENSATION DISCLOSED
IN THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR, THE FULL TEXT OF WHICH RESOLUTION
IS SET OUT ON P. 6 OF THE ACCOMPANYING MANAGEMENT
INFORMATION CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
CARNIVAL CORPORATION Agenda Number: 933376596
--------------------------------------------------------------------------------------------------------------------------
Security: 143658300
Meeting Type: Annual
Meeting Date: 13-Apr-2011
Ticker: CCL
ISIN: PA1436583006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO RE-ELECT MICKY ARISON AS A DIRECTOR OF CARNIVAL Mgmt For For
CORPORATION AND CARNIVAL PLC.
02 TO RE-ELECT SIR JONATHON BAND AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND CARNIVAL PLC.
03 TO RE-ELECT ROBERT H. DICKINSON AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND CARNIVAL PLC.
04 TO RE-ELECT ARNOLD W. DONALD AS A DIRECTOR OF Mgmt For For
CARNIVAL CORPORATION AND CARNIVAL PLC.
05 TO RE-ELECT PIER LUIGI FOSCHI AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND CARNIVAL PLC.
06 TO RE-ELECT HOWARD S. FRANK AS A DIRECTOR OF Mgmt For For
CARNIVAL CORPORATION AND CARNIVAL PLC.
07 TO RE-ELECT RICHARD J. GLASIER AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND CARNIVAL PLC.
08 TO RE-ELECT MODESTO A. MAIDIQUE AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND CARNIVAL PLC.
09 TO RE-ELECT SIR JOHN PARKER AS A DIRECTOR OF Mgmt For For
CARNIVAL CORPORATION AND CARNIVAL PLC.
10 TO RE-ELECT PETER G. RATCLIFFE AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND CARNIVAL PLC.
11 TO RE-ELECT STUART SUBOTNICK AS A DIRECTOR OF Mgmt For For
CARNIVAL CORPORATION AND CARNIVAL PLC.
12 TO RE-ELECT LAURA WEIL AS A DIRECTOR OF CARNIVAL Mgmt For For
CORPORATION AND CARNIVAL PLC.
13 TO RE-ELECT RANDALL J. WEISENBURGER AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND CARNIVAL PLC.
14 TO RE-ELECT UZI ZUCKER AS A DIRECTOR OF CARNIVAL Mgmt For For
CORPORATION AND CARNIVAL PLC.
15 TO RE-APPOINT THE UK FIRM OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT AUDITORS FOR CARNIVAL PLC
AND TO RATIFY THE SELECTION OF THE U.S. FIRM
OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED CERTIFIED PUBLIC ACCOUNTING FIRM
FOR CARNIVAL CORPORATION.
16 TO AUTHORIZE THE AUDIT COMMITTEE OF CARNIVAL Mgmt For For
PLC TO AGREE THE REMUNERATION OF THE INDEPENDENT
AUDITORS OF CARNIVAL PLC.
17 TO RECEIVE THE UK ACCOUNTS AND REPORTS OF THE Mgmt For For
DIRECTORS AND AUDITORS OF CARNIVAL PLC FOR
THE YEAR ENDED NOVEMBER 30, 2010.
18 TO APPROVE THE FISCAL 2010 COMPENSATION OF THE Mgmt For For
NAMED EXECUTIVE OFFICERS OF CARNIVAL CORPORATION
& PLC.
19 TO DETERMINE HOW FREQUENTLY THE SHAREHOLDERS Mgmt 1 Year For
OF CARNIVAL CORPORATION & PLC SHOULD BE PROVIDED
WITH A NON-BINDING ADVISORY VOTE REGARDING
THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS
OF CARNIVAL CORPORATION & PLC.
20 TO APPROVE THE CARNIVAL PLC DIRECTORS' REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED NOVEMBER 30, 2010.
21 TO APPROVE THE GIVING OF AUTHORITY FOR THE ALLOTMENT Mgmt For For
OF NEW SHARES BY CARNIVAL PLC.
22 TO APPROVE THE DISAPPLICATION OF PRE-EMPTION Mgmt For For
RIGHTS IN RELATION TO THE ALLOTMENT OF NEW
SHARES BY CARNIVAL PLC.
23 TO APPROVE A GENERAL AUTHORITY FOR CARNIVAL Mgmt For For
PLC TO BUY BACK CARNIVAL PLC ORDINARY SHARES
IN THE OPEN MARKET.
24 TO APPROVE THE CARNIVAL CORPORATION 2011 STOCK Mgmt For For
PLAN.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 933419687
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 25-May-2011
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: L.F. DEILY Mgmt For For
1B ELECTION OF DIRECTOR: R.E. DENHAM Mgmt For For
1C ELECTION OF DIRECTOR: R.J. EATON Mgmt For For
1D ELECTION OF DIRECTOR: C. HAGEL Mgmt For For
1E ELECTION OF DIRECTOR: E. HERNANDEZ Mgmt For For
1F ELECTION OF DIRECTOR: G.L. KIRKLAND Mgmt For For
1G ELECTION OF DIRECTOR: D.B. RICE Mgmt For For
1H ELECTION OF DIRECTOR: K.W. SHARER Mgmt For For
1I ELECTION OF DIRECTOR: C.R. SHOEMATE Mgmt For For
1J ELECTION OF DIRECTOR: J.G. STUMPF Mgmt For For
1K ELECTION OF DIRECTOR: R.D. SUGAR Mgmt For For
1L ELECTION OF DIRECTOR: C. WARE Mgmt For For
1M ELECTION OF DIRECTOR: J.S. WATSON Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM.
03 ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION.
05 INDEPENDENT DIRECTOR WITH ENVIRONMENTAL EXPERTISE. Shr Against For
06 HUMAN RIGHTS COMMITTEE. Shr Against For
07 SUSTAINABILITY METRIC FOR EXECUTIVE COMPENSATION. Shr Against For
08 GUIDELINES FOR COUNTRY SELECTION. Shr For Against
09 FINANCIAL RISKS FROM CLIMATE CHANGE. Shr Against For
10 HYDRAULIC FRACTURING. Shr Against For
11 OFFSHORE OIL WELLS. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CMS ENERGY CORPORATION Agenda Number: 933416489
--------------------------------------------------------------------------------------------------------------------------
Security: 125896100
Meeting Type: Annual
Meeting Date: 20-May-2011
Ticker: CMS
ISIN: US1258961002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MERRIBEL S. AYRES Mgmt For For
JON E. BARFIELD Mgmt For For
STEPHEN E. EWING Mgmt For For
RICHARD M. GABRYS Mgmt For For
DAVID W. JOOS Mgmt For For
PHILIP R. LOCHNER, JR. Mgmt For For
MICHAEL T. MONAHAN Mgmt For For
JOHN G. RUSSELL Mgmt For For
KENNETH L. WAY Mgmt For For
JOHN B. YASINSKY Mgmt For For
02 ADVISORY VOTE ON THE COMPENSATION OF THE EXECUTIVE Mgmt For For
OFFICERS.
03 ADVISORY VOTE ON THE FREQUENCY OF A SHAREHOLDER Mgmt 1 Year For
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
04 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM (PRICEWATERHOUSECOOPERS LLP).
05 SHAREHOLDER PROPOSAL - FINANCIAL RISKS OF RELIANCE Shr Against For
ON COAL.
--------------------------------------------------------------------------------------------------------------------------
EXXON MOBIL CORPORATION Agenda Number: 933416908
--------------------------------------------------------------------------------------------------------------------------
Security: 30231G102
Meeting Type: Annual
Meeting Date: 25-May-2011
Ticker: XOM
ISIN: US30231G1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
M.J. BOSKIN Mgmt For For
P. BRABECK-LETMATHE Mgmt For For
L.R. FAULKNER Mgmt For For
J.S. FISHMAN Mgmt For For
K.C. FRAZIER Mgmt For For
W.W. GEORGE Mgmt For For
M.C. NELSON Mgmt For For
S.J. PALMISANO Mgmt For For
S.S REINEMUND Mgmt For For
R.W. TILLERSON Mgmt For For
E.E. WHITACRE, JR. Mgmt For For
02 RATIFICATION OF INDEPENDENT AUDITORS (PAGE 55) Mgmt For For
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION (PAGE Mgmt Against Against
56)
04 FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt 1 Year Against
(PAGE 57)
05 INDEPENDENT CHAIRMAN (PAGE 58) Shr For Against
06 REPORT ON POLITICAL CONTRIBUTIONS (PAGE 59) Shr Against For
07 AMENDMENT OF EEO POLICY (PAGE 61) Shr Against For
08 POLICY ON WATER (PAGE 62) Shr Against For
09 REPORT ON CANADIAN OIL SANDS (PAGE 64) Shr Against For
10 REPORT ON NATURAL GAS PRODUCTION (PAGE 65) Shr Against For
11 REPORT ON ENERGY TECHNOLOGY (PAGE 67) Shr Against For
12 GREENHOUSE GAS EMISSIONS GOALS (PAGE 68) Shr Against For
--------------------------------------------------------------------------------------------------------------------------
FORTUM CORPORATION, ESPOO Agenda Number: 702779464
--------------------------------------------------------------------------------------------------------------------------
Security: X2978Z118
Meeting Type: AGM
Meeting Date: 31-Mar-2011
Ticker:
ISIN: FI0009007132
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 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 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 2010
7 Adoption of the financial statements and consolidated Mgmt For For
financial statements
8 Resolution on the use of the profit shown on Mgmt For For
the balance sheet and the payment of dividend.
the board proposes that a dividend of EUR 1.00
per share be paid
9 Resolution on the discharge from liability of Mgmt For For
the members of the supervisory board, the
members of the board of directors and the managing
director
10 Resolution on the remuneration of the members Mgmt For For
of the supervisory board
11 Resolution on the number of members of the supervisory Mgmt For For
board
12 Election of the chairman, the deputy chairman Mgmt For For
and the members of the supervisory
board
13 Resolution on the remuneration of the members Mgmt For For
of the board of directors
14 Resolution on the number of members of the board Mgmt For For
of directors. the shareholders nomination
committee proposes that the board shall consist
of seven members
15 Election of the chairman, deputy chairman and Mgmt For For
members of the board of directors.
the shareholders nomination committee proposes:
S.Baldauf be elected as chairman, C.Ramm-Schmidt
as deputy chairman, and the members E.Aho,
I.Ervasti-Vaintola, J.Larson be re-elected
and M.Akhtarzand, H-W.Binzel be elected
as new members
16 Resolution on the remuneration of the auditor Mgmt For For
17 Election of auditor. the board proposes that Mgmt For For
Deloitte and Touche Ltd is elected as
the auditor
18 Proposal to dissolve the supervisory board and Mgmt For For
thereto relating proposal to amend the articles
of association the state of Finland and the
Finnish shareholders association propose
to dissolve supervisory board and amend the
articles of association accordingly
19 Proposal by the state of Finland to appoint Mgmt For For
a nomination board
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN AMOUNT IN RESOLUTION 8 AND ADDITION OF COMMENT.
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 THE BOARD DOES NOT MAKE ANY Non-Voting No vote
RECOMMENDATION ON RESOLUTION 15. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
FRESENIUS MED CARE AKTIENGESELLSCHAFT Agenda Number: 702939058
--------------------------------------------------------------------------------------------------------------------------
Security: D2734Z107
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: DE0005785802
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). FOR QUESTIONS
IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE FOR CLARIFICATION. IF YOU DO
NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 21.04.2011, 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 27.04.2011. Non-Voting No vote
FURTHER INFORMATION ON COUNTER PROPOSALS CAN
BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE
REFER TO 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 DIRECTLY AT THE COMPANY'S MEETING. COUNTER
PROPOSALS CANNOT BE REFLECTED IN THE BALLOT
ON PROXYEDGE.
1. Presentation of the annual financial statements Mgmt For For
and consolidated group financial statements
each approved by the Supervisory Board, the
management reports for Fresenius Medical Care
AG & Co. KGaA and the consolidated group, the
report by the General Partner with regard to
the information pursuant to sections 289 (4),
315 (4) of the German Commercial Code (Handelsgesetzbuch
- HGB) and the report of the Supervisory Board
of Fresenius Medical Care AG & Co. KGaA for
fiscal year 2010; resolution on the approval
of the annual financial statements of Fresenius
Medical Care AG & Co. KGaA for fiscal year
2010
2. Resolution on the allocation of distributable Mgmt For For
profit
3. Resolution on the approval of the actions of Mgmt For For
the General Partner
4. Resolution on the approval of the actions of Mgmt For For
the members of the Supervisory Board
5. Resolution on the approval of the revised system Mgmt For For
of compensation of the Management Board members
of the General Partner
6. Election of the auditors and consolidated group Mgmt For For
auditors for fiscal year 2011
7.1 Elections to the Supervisory Board and to the Mgmt Against Against
Joint Committee. All candidates will be elected
individually: Election of Dr Gerd Krick to
the Supervisory Board
7.2 Elections to the Supervisory Board and to the Mgmt Against Against
Joint Committee. All candidates will be elected
individually: Election of Dr Dieter Schenk
to the Supervisory Board
7.3 Elections to the Supervisory Board and to the Mgmt Against Against
Joint Committee. All candidates will be elected
individually: Election of Prof Dr Bernd Fahrholz
to the Supervisory Board
7.4 Elections to the Supervisory Board and to the Mgmt Against Against
Joint Committee. All candidates will be elected
individually: Election of Dr Walter L. Weisman
to the Supervisory Board (additionally nominated
for election into the Joint Committee)
7.5 Elections to the Supervisory Board and to the Mgmt For For
Joint Committee. All candidates will be elected
individually: Election of William P. Johnston
to the Supervisory Board (additionally nominated
for election into the Joint Committee)
7.6 Elections to the Supervisory Board and to the Mgmt For For
Joint Committee. All candidates will be elected
individually: Election of Rolf A. Classon to
the Supervisory Board
8. Resolution on modifications of the remuneration Mgmt For For
of the Supervisory Board and its committees
and on the corresponding amendments to Articles
13 and 13e of the Articles of Association
9. Resolutions on the cancellation of conditional Mgmt For For
capitals and a corresponding amendment to the
Articles of Association as well as on authorizing
the granting of options to managerial staff
members (F hrungskr fte) and members of the
management of Fresenius Medical Care AG & Co.
KGaA or an affiliate (Stock Option Program
2011) and the creation of conditional capital
to provide for the Stock Option Program 2011
and a corresponding amendment to the Articles
of Association
10. Resolution on the authorization to purchase Mgmt For For
and use treasury shares pursuant to section
71 (1) No. 8 AktG and on the exclusion of subscription
rights
--------------------------------------------------------------------------------------------------------------------------
HENKEL AG & CO. KGAA, DUESSELDORF Agenda Number: 702805283
--------------------------------------------------------------------------------------------------------------------------
Security: D32051126
Meeting Type: AGM
Meeting Date: 11-Apr-2011
Ticker:
ISIN: DE0006048432
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting No vote
CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC
ITEMS OF THE AGENDA FOR THE GENERAL MEETING
YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING
RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS
REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING
RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN
SECURITIES TRADING ACT (WHPG). SHOULD YOU HAVE
ANY QUESTIONS OR DOUBTS IN THIS REGARD, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
SO THAT THIS ISSUE CAN BE CLARIFIED. IF YOU
DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT
OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU.
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 21 MAR 11 , 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.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 27 Non-Voting No vote
MAR 2011. FURTHER INFORMATION ON COUNTER PROPOSALS
CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE
(PLEASE REFER TO 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 DIRECTLY AT THE COMPANY'S
MEETING.
1. Presentation of the annual financial statements Non-Voting No vote
and the consolidated financial statements as
endorsed by the supervisory board and of the
management reports relating to Henkel Ag Co
KGAA and TEH Group and the presentation of
the corporate governance.and remuneration reports,
of the information required according to clause
289 (4), clause 315 (4), clause 289 (5) and
clause 315 (2) German commercial code (HGB)
end of the report to the supervisory board
for fiscal 2010. resolution to approve the
annual.financial statements of Henkel Ag Co
KGAA for fiscal 2010
2. Resolution for the appropriation of profit Non-Voting No vote
3. Resolution to approve and ratify the actions Non-Voting No vote
of the personally liable partner
4. Resolution to approve and ratify the actions Non-Voting No vote
of the supervisory board
5. Resolution to approve and ratify the actions Non-Voting No vote
of the shareholders committee
6. Appointment of auditors for the 2011 financial Non-Voting No vote
year: KPMG AG, Berlin
7. Election of Norbert Reithofer to the shareholders' Non-Voting No vote
committee
8. Approval of an amendment to the existing control Non-Voting No vote
and profit transfer agreements with the company's
wholly-owned subsidiaries: a) CHEMPHAR Handels-+Exportgesellschaft
mbH, b) Clynol GmbH, c) Hans Schwarzkopf +
Henkel GmbH, d) Henkel Erste Verwaltungsgesellschaft
mbH, e) Henkel Loctite KID GmbH, f) Henkel
Management AG, g) Henkel Wasch- und Reinigungsmittel
GmbH, h) Indola GmbH, and i) Schwarzkopf +
Henkel GmbH
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORP. Agenda Number: 933380381
--------------------------------------------------------------------------------------------------------------------------
Security: 459200101
Meeting Type: Annual
Meeting Date: 26-Apr-2011
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: W.R. BRODY Mgmt For For
1C ELECTION OF DIRECTOR: K.I. CHENAULT Mgmt For For
1D ELECTION OF DIRECTOR: M.L. ESKEW Mgmt For For
1E ELECTION OF DIRECTOR: S.A. JACKSON Mgmt For For
1F ELECTION OF DIRECTOR: A.N. LIVERIS Mgmt For For
1G ELECTION OF DIRECTOR: W.J. MCNERNEY, JR. Mgmt For For
1H ELECTION OF DIRECTOR: J.W. OWENS Mgmt For For
1I ELECTION OF DIRECTOR: S.J. PALMISANO Mgmt For For
1J ELECTION OF DIRECTOR: J.E. SPERO Mgmt For For
1K ELECTION OF DIRECTOR: S. TAUREL Mgmt For For
1L ELECTION OF DIRECTOR: L.H. ZAMBRANO Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM (PAGE 71)
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION (PAGE Mgmt For For
72)
04 ADVISORY VOTE REGARDING FREQUENCY OF ADVISORY Mgmt 1 Year Against
VOTE ON EXECUTIVE COMPENSATION (PAGE 73)
05 STOCKHOLDER PROPOSAL ON CUMULATIVE VOTING (PAGE Shr Against For
74)
06 STOCKHOLDER PROPOSAL TO REVIEW POLITICAL CONTRIBUTIONS Shr Against For
POLICY (PAGES 74-75)
07 STOCKHOLDER PROPOSAL ON LOBBYING (PAGES 75-76) Shr Against For
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL PWR PLC Agenda Number: 702712781
--------------------------------------------------------------------------------------------------------------------------
Security: G4890M109
Meeting Type: AGM
Meeting Date: 16-Dec-2010
Ticker:
ISIN: GB0006320161
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To: a) approve the combination of the Company Mgmt For For
and GDF SUEZ Energy International
and to authorize the Board of the Company to
take all steps necessary or desirable to
implement the combination; and b) authorize
the Board of the Company to allot the new
ordinary shares to be issued pursuant to
the terms of the combination
2 To approve the grant by the Panel on Takeovers Mgmt For For
and Mergers of a Rule 9 waiver
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 933410297
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 19-May-2011
Ticker: MCD
ISIN: US5801351017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SUSAN E. ARNOLD Mgmt For For
1B ELECTION OF DIRECTOR: RICHARD H. LENNY Mgmt For For
1C ELECTION OF DIRECTOR: CARY D. MCMILLAN Mgmt For For
1D ELECTION OF DIRECTOR: SHEILA A. PENROSE Mgmt For For
1E ELECTION OF DIRECTOR: JAMES A. SKINNER Mgmt For For
02 ADVISORY VOTE ON THE APPROVAL OF THE APPOINTMENT Mgmt For For
OF AN INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM TO SERVE AS INDEPENDENT AUDITORS FOR 2011.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION.
05 ELIMINATE SUPER-MAJORITY VOTING REQUIREMENTS Mgmt For For
IN ARTICLE TWELFTH OF OUR RESTATED CERTIFICATE
OF INCORPORATION BY REPEALING SUCH ARTICLE
(TRANSACTIONS WITH INTERESTED SHAREHOLDERS).
06 ELIMINATE SUPER-MAJORITY VOTING REQUIREMENTS Mgmt For For
IN ARTICLE THIRTEENTH OF OUR RESTATED CERTIFICATE
OF INCORPORATION (BOARD OF DIRECTORS).
07 ELIMINATE SUPER-MAJORITY VOTING REQUIREMENT Mgmt For For
IN ARTICLE FOURTEENTH OF OUR RESTATED CERTIFICATE
OF INCORPORATION (SHAREHOLDER ACTION).
08 ADVISORY VOTE ON SHAREHOLDER PROPOSAL RELATING Shr For Against
TO CLASSIFIED BOARD.
09 ADVISORY VOTE ON SHAREHOLDER PROPOSAL RELATING Shr Against For
TO THE USE OF CONTROLLED ATMOSPHERE STUNNING.
10 ADVISORY VOTE ON SHAREHOLDER PROPOSAL RELATING Shr Against For
TO A REPORT ON CHILDREN'S NUTRITION.
11 ADVISORY VOTE ON SHAREHOLDER PROPOSAL RELATING Shr Against For
TO BEVERAGE CONTAINERS.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 933416744
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 24-May-2011
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: KENNETH C. FRAZIER Mgmt For For
1E ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For
1F ELECTION OF DIRECTOR: STEVEN F. GOLDSTONE Mgmt For For
1G ELECTION OF DIRECTOR: WILLIAM B. HARRISON. JR. Mgmt For For
1H ELECTION OF DIRECTOR: HARRY R. JACOBSON Mgmt For For
1I ELECTION OF DIRECTOR: WILLIAM N. KELLEY Mgmt For For
1J ELECTION OF DIRECTOR: C. ROBERT KIDDER Mgmt For For
1K ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For
1L ELECTION OF DIRECTOR: CARLOS E. REPRESAS Mgmt For For
1M ELECTION OF DIRECTOR: PATRICIA F. RUSSO Mgmt For For
1N ELECTION OF DIRECTOR: THOMAS E. SHENK Mgmt For For
1O ELECTION OF DIRECTOR: ANNE M. TATLOCK Mgmt For For
1P ELECTION OF DIRECTOR: CRAIG B. THOMPSON Mgmt For For
1Q ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
1R 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 2011.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE VOTES Mgmt 1 Year Against
ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
METLIFE, INC. Agenda Number: 933398883
--------------------------------------------------------------------------------------------------------------------------
Security: 59156R108
Meeting Type: Annual
Meeting Date: 26-Apr-2011
Ticker: MET
ISIN: US59156R1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
STEVEN A. KANDARIAN* Mgmt For For
SYLVIA MATHEWS BURWELL# Mgmt For For
EDUARDO CASTRO-WRIGHT# Mgmt For For
CHERYL W. GRISE# Mgmt For For
LULU C. WANG# Mgmt For For
02 PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Mgmt For For
TO DECLASSIFY THE BOARD OF DIRECTORS
03 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT AUDITOR FOR 2011
04 ADVISORY VOTE TO APPROVE THE COMPENSATION PAID Mgmt For For
TO THE COMPANY'S NAMED EXECUTIVE OFFICERS
05 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES TO APPROVE THE COMPENSATION PAID TO THE
COMPANY'S NAMED EXECUTIVE OFFICERS
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 933331011
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 16-Nov-2010
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ELECTION OF DIRECTOR: STEVEN A. BALLMER Mgmt For For
02 ELECTION OF DIRECTOR: DINA DUBLON Mgmt For For
03 ELECTION OF DIRECTOR: WILLIAM H. GATES III Mgmt For For
04 ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN Mgmt For For
05 ELECTION OF DIRECTOR: REED HASTINGS Mgmt For For
06 ELECTION OF DIRECTOR: MARIA M. KLAWE Mgmt For For
07 ELECTION OF DIRECTOR: DAVID F. MARQUARDT Mgmt For For
08 ELECTION OF DIRECTOR: CHARLES H. NOSKI Mgmt For For
09 ELECTION OF DIRECTOR: HELMUT PANKE Mgmt For For
10 RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT AUDITOR
11 SHAREHOLDER PROPOSAL - ESTABLISHMENT OF BOARD Shr Against For
COMMITTEE ON ENVIRONMENTAL SUSTAINABILITY
--------------------------------------------------------------------------------------------------------------------------
NATIONAL GRID PLC, LONDON Agenda Number: 702493177
--------------------------------------------------------------------------------------------------------------------------
Security: G6375K151
Meeting Type: AGM
Meeting Date: 26-Jul-2010
Ticker:
ISIN: GB00B08SNH34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the annual report and accounts Mgmt For For
2 Declare a final dividend Mgmt For For
3 Re-elect Sir John Parker Mgmt For For
4 Re-elect Steve Holliday Mgmt For For
5 Re-elect Ken Harvey Mgmt For For
6 Re-elect Steve Lucas Mgmt For For
7 Re-elect Stephen Pettit Mgmt For For
8 Re-elect Nick Winser Mgmt For For
9 Re-elect George Rose Mgmt For For
10 Re-elect Tom King Mgmt For For
11 Re-elect Maria Richter Mgmt For For
12 Re-elect John Allan Mgmt For For
13 Re-elect Linda Adamany Mgmt For For
14 Re-elect Mark Fairbairn Mgmt For For
15 Re-elect Philip Aiken Mgmt For For
16 Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors
17 Authorize the Directors to set the Auditors' Mgmt For For
remuneration
18 Approve the Directors remuneration report Mgmt For For
19 Authorize the Directors to allot ordinary shares Mgmt For For
S.20 Approve to disapply pre-emptive rights Mgmt For For
S.21 Authorize the Company to purchase its own ordinary Mgmt For For
shares
S.22 Authorize the Directors to hold general meetings Mgmt For For
on 14 clear days' notice
--------------------------------------------------------------------------------------------------------------------------
NESTLE S A Agenda Number: 702847596
--------------------------------------------------------------------------------------------------------------------------
Security: H57312649
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: CH0038863350
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 799253 DUE TO DELETION OF RESOLUTION. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT 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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 741313, 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 Approval of the annual report, the financial Mgmt No vote
statements of Nestle S.A. and the consolidated
financial statements of the Nestle group for
2010
1.2 Acceptance of the Compensation Report 2010 (advisory Mgmt No vote
vote)
2 Release of the members of the Board of Directors Mgmt No vote
and of the Management
3 Appropriation of profits resulting from the Mgmt No vote
balance sheet of Nestle S.A.
4.1.1 Re-election to the Board of Directors: Mr. Paul Mgmt No vote
Bulcke
4.1.2 Re-election to the Board of Directors: Mr. Andreas Mgmt No vote
Koopmann
4.1.3 Re-election to the Board of Directors: Mr. Rolf Mgmt No vote
Hanggi
4.1.4 Re-election to the Board of Directors: Mr. Jean-Pierre Mgmt No vote
Meyers
4.1.5 Re-election to the Board of Directors: Mrs. Mgmt No vote
Naina Lal Kidwai
4.1.6 Re-election to the Board of Directors: Mr. Beat Mgmt No vote
Hess
4.2 Election to the Board of Directors: Ms. Ann Mgmt No vote
Veneman (for a term of three years)
4.3 Re-election of the statutory auditors: KPMG Mgmt No vote
S.A., Geneva branch (for a term of one year)
5 Cancellation of 165 000 000 shares repurchased Mgmt No vote
under the share buy-back programmes, and reduction
of the share capital by CHF 16 500 000
--------------------------------------------------------------------------------------------------------------------------
NORDEA BANK AB, STOCKHOLM Agenda Number: 702809421
--------------------------------------------------------------------------------------------------------------------------
Security: W57996105
Meeting Type: AGM
Meeting Date: 24-Mar-2011
Ticker:
ISIN: SE0000427361
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
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
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
1 Election of a chairman for the general meeting Non-Voting No vote
2 Preparation and approval of the voting list Non-Voting No vote
3 Approval of the agenda Non-Voting No vote
4 Election of at least one minutes checker Non-Voting No vote
5 Determination whether the general meeting has Non-Voting No vote
been duly convened
6 Submission of the annual report and consolidated Non-Voting No vote
accounts, and of the audit report and the
group audit report. In connection herewith:
the chairman's of the board presentation of
the board of directors' work and speech by
the Group CEO
7 Adoption of the income statement and the consolidated Mgmt For For
income statement, and the balance sheet and
the consolidated balance sheet
8 Decision on dispositions of the Company's profit Mgmt For For
according to the adopted balance sheet
9 Decision regarding discharge from liability Mgmt For For
for the members of the board of directors
and the CEO (The auditor recommends discharge
from liability)
10 The board of directors' proposal for a resolution Mgmt For For
on the amendment to articles 8, 10,
11 and 13 of the articles of association
11 Determination of the number of board members Mgmt For For
12 Determination of the number of auditors Mgmt For For
13 Determination of fees for board members and Mgmt For For
auditors
14 Election of board members and chairman of the Mgmt For For
board: for the period until the end of the
next annual general meeting Bjorn Wahlroos,
Stine Bosse, Marie Ehrling, Svein Jacobsen,
Tom Knutzen, Lars G Nordstrom, Sarah Russell,
Bjorn Saven and Kari Stadigh shall be re-elected
as board members. For the period until the
end of the next annual general meeting Bjorn
Wahlroos, shall be elected Chairman
15 Election of auditors Mgmt For For
16 The nomination committee's proposal for a resolution Mgmt For For
on the establishment of a nomination committee
17.a The board of directors' proposal for a resolution Mgmt For For
on authorisation for the board of directors
to decide on a) acquisition of shares in the
Company and
17.b The board of directors' proposal for a resolution Mgmt For For
on authorisation for the board of directors
to decide on b) conveyance of shares in the
Company
18 The board of directors' proposal for a resolution Mgmt For For
on the purchase of own shares according
to chapter 7 section 6 of the Swedish Securities
Market Act (lagen (2007:528) om vardepappersmarknaden)
19 Resolution regarding the guidelines for remuneration Mgmt For For
to the executive officers
20.a The board of directors' proposal for a resolution Mgmt For For
on a Long Term Incentive Programme: Long
Term Incentive Programme
20.b The board of directors' proposal for a resolution Mgmt For For
on a Long Term Incentive Programme: Conveyance
of shares under the Long Term Incentive Programme
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF DIRECTORS' NAMES AND CONSERVATIVE 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.
--------------------------------------------------------------------------------------------------------------------------
NOVARTIS AG Agenda Number: 702775632
--------------------------------------------------------------------------------------------------------------------------
Security: H5820Q150
Meeting Type: AGM
Meeting Date: 22-Feb-2011
Ticker:
ISIN: CH0012005267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 750908, 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.
CMMT 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 The Board of Directors proposes approval of Mgmt Take No Action
the Annual Report, the Financial Statements
of Novartis AG and the Group Consolidated Financial
Statements for the Business Year 2010
A.2 The Board of Directors proposes discharge from Mgmt Take No Action
liability of its members and those of the Executive
Committee for the business year 2010
A.3 The Board of Directors proposes appropriation Mgmt Take No Action
of the available earnings of CHF 7,027,682,826
as: Dividend: CHF 5,452,130,559; Transfer to
free reserves: CHF 1,575,552,267; the total
dividend payment of CHF 5,452,130,559 is equivalent
to a gross dividend of CHF 2.20 per registered
share of CHF 0.50 nominal value entitled to
dividends
A.4 The Board of Directors proposes that the Compensation Mgmt Take No Action
System of Novartis be endorsed (non-binding
consultative vote)
A.5.1 At this Annual General Meeting, Alexandre F. Non-Voting No vote
Jetzer-Chung and Hans-Joerg Rudloff are retiring
from the Board of Directors, having reached
the age limit set in the Articles of Incorporation
A52.1 The Board of Directors proposes the re-election Mgmt Take No Action
of Ann Fudge for a three-year term
A52.2 The Board of Directors proposes the re-election Mgmt Take No Action
of Pierre Landolt for a three-year term
A52.3 The Board of Directors proposes the re-election Mgmt Take No Action
of Ulrich Lehner, Ph.D., for a three-year term
A.5.3 The Board of Directors proposes the election Mgmt Take No Action
of Enrico Vanni, Ph.D., for a three-year term
A.6 The Board of Directors proposes the election Mgmt Take No Action
of PricewaterhouseCoopers as auditor of Novartis
AG for one year
B If shareholders at the Annual General Meeting Mgmt Take No Action
propose additional and/or counterproposals,
I/we instruct the Independent Proxy to vote
according to the proposal of the Board of Directors
--------------------------------------------------------------------------------------------------------------------------
NOVARTIS AG Agenda Number: 702821528
--------------------------------------------------------------------------------------------------------------------------
Security: H5820Q150
Meeting Type: EGM
Meeting Date: 08-Apr-2011
Ticker:
ISIN: CH0012005267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 793761, 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.
A.1.1 Under this item, the Board of Directors proposes Mgmt No vote
approval of the merger agreement between Alcon,
Inc. ("Alcon") and Novartis AG ("Novartis"
or "Company") dated December 14, 2010
A.1.2 Under this item, the Board of Directors proposes Mgmt No vote
the creation of authorised capital through
the issuance of up to 108 million new shares
for the purpose of completing the merger of
Alcon into Novartis by means of the following
new Article 4a of the Articles of Incorporation:
Article 4a Authorised Capital in favor of Alcon,
Inc 1 Up to 8 April 2013, the Board of Directors
shall be authorised to increase the share capital
in connection with the merger of Alcon, Inc.
into the Company by a maximum amount of CHF
54,000,000 nominal value through the issuance
of maximally 108,000,000 fully paid-in registered
shares with a nominal value of CHF 0.50 each.
The pre-emptive rights of the existing shareholders
shall not apply. The Board of Directors shall
determine the issue price in accordance with
the merger agreement between Alcon, Inc. and
Novartis AG dated 14 December 2010. The new
shares shall be entitled to dividends as from
the financial year in which they are issued
and shall be subject to the registration requirements
set forth in Article 5 of the Articles of Incorporation
B If shareholders at the Extraordinary General Mgmt No vote
Meeting propose additional and/or counter-proposals,
l/we instruct the Independent Proxy to vote
according to the proposal of the Board of Directors
--------------------------------------------------------------------------------------------------------------------------
ORACLE CORPORATION Agenda Number: 933328189
--------------------------------------------------------------------------------------------------------------------------
Security: 68389X105
Meeting Type: Annual
Meeting Date: 06-Oct-2010
Ticker: ORCL
ISIN: US68389X1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JEFFREY S. BERG Mgmt Withheld Against
H. RAYMOND BINGHAM Mgmt For For
MICHAEL J. BOSKIN Mgmt For For
SAFRA A. CATZ Mgmt For For
BRUCE R. CHIZEN Mgmt For For
GEORGE H. CONRADES Mgmt For For
LAWRENCE J. ELLISON Mgmt For For
HECTOR GARCIA-MOLINA Mgmt Withheld Against
JEFFREY O. HENLEY Mgmt For For
MARK V. HURD Mgmt For For
DONALD L. LUCAS Mgmt For For
NAOMI O. SELIGMAN Mgmt Withheld Against
02 APPROVE THE ORACLE CORPORATION EXECUTIVE BONUS Mgmt For For
PLAN.
03 APPROVE THE ORACLE CORPORATION AMENDED AND RESTATED Mgmt For For
2000 LONG-TERM EQUITY INCENTIVE PLAN, INCLUDING
AN AMENDMENT TO INCREASE THE AGGREGATE NUMBER
OF SHARES AUTHORIZED FOR ISSUANCE UNDER THE
PLAN BY 419,020,418 SHARES.
04 RATIFY THE SELECTION OF ERNST & YOUNG LLP AS Mgmt For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING MAY 31, 2011.
05 ACT ON A STOCKHOLDER PROPOSAL TO AMEND THE CORPORATE Shr Against For
BYLAWS TO ESTABLISH A BOARD COMMITTEE ON SUSTAINABILITY.
06 ACT ON A STOCKHOLDER PROPOSAL REGARDING MAJORITY Shr Against For
VOTING IN DIRECTOR ELECTIONS.
07 ACT ON A STOCKHOLDER PROPOSAL REGARDING EQUITY Shr For Against
RETENTION.
--------------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 933393744
--------------------------------------------------------------------------------------------------------------------------
Security: 718172109
Meeting Type: Annual
Meeting Date: 11-May-2011
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 Against Against
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 ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION
05 STOCKHOLDER PROPOSAL 1 - FOOD INSECURITY AND Shr Against For
TOBACCO USE
06 STOCKHOLDER PROPOSAL 2 - INDEPENDENT BOARD CHAIR Shr Against For
--------------------------------------------------------------------------------------------------------------------------
PRUDENTIAL FINANCIAL, INC. Agenda Number: 933397336
--------------------------------------------------------------------------------------------------------------------------
Security: 744320102
Meeting Type: Annual
Meeting Date: 10-May-2011
Ticker: PRU
ISIN: US7443201022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: THOMAS J. BALTIMORE, JR. Mgmt For For
1B ELECTION OF DIRECTOR: GORDON M. BETHUNE Mgmt For For
1C ELECTION OF DIRECTOR: GASTON CAPERTON Mgmt For For
1D ELECTION OF DIRECTOR: GILBERT F. CASELLAS Mgmt For For
1E ELECTION OF DIRECTOR: JAMES G. CULLEN Mgmt For For
1F ELECTION OF DIRECTOR: WILLIAM H. GRAY III Mgmt For For
1G ELECTION OF DIRECTOR: MARK B. GRIER Mgmt For For
1H ELECTION OF DIRECTOR: CONSTANCE J. HORNER Mgmt For For
1I ELECTION OF DIRECTOR: MARTINA HUND-MEJEAN Mgmt For For
1J ELECTION OF DIRECTOR: KARL J. KRAPEK Mgmt For For
1K ELECTION OF DIRECTOR: CHRISTINE A. POON Mgmt For For
1L ELECTION OF DIRECTOR: JOHN R. STRANGFELD Mgmt For For
1M ELECTION OF DIRECTOR: JAMES A. UNRUH Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2011.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON FREQUENCY. Mgmt 1 Year For
05 SHAREHOLDER PROPOSAL REGARDING SUPERMAJORITY Shr For For
VOTING.
06 SHAREHOLDER PROPOSAL REGARDING LOBBYING CONTRIBUTIONS Shr Against For
& EXPENDITURES.
--------------------------------------------------------------------------------------------------------------------------
ROCHE HOLDING AG Agenda Number: 702770125
--------------------------------------------------------------------------------------------------------------------------
Security: H69293217
Meeting Type: AGM
Meeting Date: 01-Mar-2011
Ticker:
ISIN: CH0012032048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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
1.1 The Board of Directors proposes that the Annual Non-Voting No vote
Report, Annual Financial Statements and Consolidated
Financial Statements for 2010 be approved
1.2 The Board of Directors proposes that the Remuneration Non-Voting No vote
Report (see Annual Report pages 91-101) be
approved. This document contains the principles
governing the remuneration paid to the Board
of Directors and Corporate Executive Committee
and reports on the amounts paid to the members
of both bodies in 2010. This vote is purely
consultative
2 The Board of Directors proposes that the actions Non-Voting No vote
taken by its members in 2010 be affirmed and
ratified
3 Vote on the appropriation of available earnings Non-Voting No vote
4 Amendment to the articles of incorporation Non-Voting No vote
5.1 The re-election of Prof. Pius Baschera to the Non-Voting No vote
Board for the term as provided by the Articles
of Incorporation
5.2 The re-election of Prof. Bruno Gehrig to the Non-Voting No vote
Board for the term as provided by the Articles
of Incorporation
5.3 The re-election of Mr Lodewijk J.R. de Vink Non-Voting No vote
to the Board for the term as provided by the
Articles of Incorporation
5.4 The re-election of Dr Andreas Oeri to the Board Non-Voting No vote
for the term as provided by the Articles of
Incorporation
5.5 The election of Mr Paul Bulcke to the Board Non-Voting No vote
for the term as provided by the Articles of
Incorporation
5.6 The election of Mr Peter R. Voser to the Board Non-Voting No vote
for the term as provided by the Articles of
Incorporation
5.7 The election of Dr Christoph Franz to the Board Non-Voting No vote
for the term as provided by the Articles of
Incorporation
6 The Board of Directors proposes that KPMG Ltd. Non-Voting No vote
be elected as Statutory Auditors for the 2011
financial year
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF AGENDA. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ROYAL KPN NV Agenda Number: 702811882
--------------------------------------------------------------------------------------------------------------------------
Security: N4297B146
Meeting Type: AGM
Meeting Date: 06-Apr-2011
Ticker:
ISIN: NL0000009082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting No vote
THERE IS A RECORD DATE ASSOCIATED
WITH THIS MEETING. THANK YOU
1 Opening and announcements Non-Voting No vote
2 Report by the Board of Management for the financial Non-Voting No vote
year 2010
3 Proposal to adopt the financial statements for Mgmt For For
the financial year 2010
4 Explanation of the financial and dividend policy Non-Voting No vote
5 Proposal to adopt a dividend over the financial Mgmt For For
year 2010
6 Proposal to discharge the members of the Board Mgmt For For
of Management from liability
7 Proposal to discharge the members of the Supervisory Mgmt For For
Board from liability
8 Proposal to appoint the auditor Mgmt For For
9 Proposal to amend the remuneration policy for Mgmt For For
the Board of Management
10 Proposal to amend the remuneration of the Supervisory Mgmt For For
Board
11 Opportunity to make recommendations for the Non-Voting No vote
appointment of a member of the Supervisory
Board
12 Proposal to appoint Mr J.B.M. Streppel as member Mgmt For For
of the Supervisory Board
13 Proposal to appoint Mr M. Bischoff as member Mgmt For For
of the Supervisory Board
14 Proposal to appoint Ms C.M. Hooymans as member Mgmt For For
of the Supervisory Board
15 Information on the composition of the Supervisory Non-Voting No vote
Board going forward
16 Proposal to authorize the Board of Management Mgmt For For
to resolve that the company may acquire its
own shares
17 Proposal to reduce the capital through cancellation Mgmt For For
of own shares
18 Any other business and closure of the meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
SAMPO OYJ Agenda Number: 702791600
--------------------------------------------------------------------------------------------------------------------------
Security: X75653109
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: FI0009003305
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
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 meeting Non-Voting No vote
2 Calling the meeting to order Non-Voting No vote
3 Election of persons to scrutinise 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 annual accounts, the Report Non-Voting No vote
of the Board of Directors and the Auditor's
Report for the year 2010
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 that a dividend of EUR 1.15
per share be paid
9 Resolution on the discharge of the members of Mgmt For For
the Board of Directors and the CEO from liability
10 Resolution on the remuneration of the members Mgmt For For
of the Board of Directors
11 Resolution on the number of members of the Board Mgmt For For
of Directors: the Nomination and Compensation
Committee of the Board proposes that the number
of members be eight
12 Election of members of the Board of Directors: Mgmt For For
the Nomination and Compensation Committee of
the Board proposes that A. Brunila, E. Palin-Lehtinen,
J. Pekkarinen, C. Taxell, V-M. Mattila, M.
Vuoria and B. Wahlroos be re-elected and A.
Grate Axen be elected as a new member
13 Resolution on the remuneration of the Auditor Mgmt For For
14 Election of auditor. The Audit Committee of Mgmt For For
the Board proposes that Ernst and Young be
elected as Company's Auditor
15 Authorising the Board of Directors to decide Mgmt For For
on the repurchase of the company's own shares
16 Closing of the meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) Agenda Number: 933377106
--------------------------------------------------------------------------------------------------------------------------
Security: 806857108
Meeting Type: Annual
Meeting Date: 06-Apr-2011
Ticker: SLB
ISIN: AN8068571086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: P. CAMUS Mgmt For For
1B ELECTION OF DIRECTOR: P. CURRIE Mgmt For For
1C ELECTION OF DIRECTOR: A. GOULD Mgmt For For
1D ELECTION OF DIRECTOR: T. ISAAC Mgmt For For
1E ELECTION OF DIRECTOR: K.V. KAMATH Mgmt For For
1F ELECTION OF DIRECTOR: N. KUDRYAVTSEV Mgmt For For
1G ELECTION OF DIRECTOR: A. LAJOUS Mgmt For For
1H ELECTION OF DIRECTOR: M.E. MARKS Mgmt For For
1I ELECTION OF DIRECTOR: E. MOLER Mgmt For For
1J ELECTION OF DIRECTOR: L.R. REIF Mgmt For For
1K ELECTION OF DIRECTOR: T.I. SANDVOLD Mgmt For For
1L ELECTION OF DIRECTOR: H. SEYDOUX Mgmt For For
1M ELECTION OF DIRECTOR: P. KIBSGAARD Mgmt For For
1N ELECTION OF DIRECTOR: L.S. OLAYAN Mgmt For For
02 TO APPROVE THE ADVISORY RESOLUTION ON EXECUTIVE Mgmt For For
COMPENSATION.
03 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year Against
VOTES ON EXECUTIVE COMPENSATION.
04 TO APPROVE THE AMENDMENT TO THE COMPANY'S ARTICLES Mgmt For For
OF INCORPORATION TO INCREASE THE AUTHORIZED
COMMON SHARE CAPITAL.
05 TO APPROVE THE AMENDMENTS TO THE COMPANY'S ARTICLES Mgmt For For
OF INCORPORATION TO CLARIFY THE VOTING STANDARD
IN CONTESTED DIRECTOR ELECTIONS AND TO MAKE
CERTAIN OTHER CHANGES.
06 TO APPROVE THE COMPANY'S FINANCIAL STATEMENTS Mgmt For For
AND DECLARATION OF DIVIDENDS.
07 TO APPROVE THE APPOINTMENT OF THE INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
SEADRILL LIMITED, HAMILTON Agenda Number: 702591846
--------------------------------------------------------------------------------------------------------------------------
Security: G7945E105
Meeting Type: AGM
Meeting Date: 24-Sep-2010
Ticker:
ISIN: BMG7945E1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 735476 DUE TO PAST RECORD DATE. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
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 Re-elect John Fredriksen as a Director of the Mgmt Against Against
Company
2 Re-elect Tor Olav Troeim as a Director of the Mgmt Against Against
Company
3 Re-elect Kate Blankenship as a Director of the Mgmt Against Against
Company
4 Re-elect Kjell E. Jacobsen as a Director of Mgmt Against Against
the Company
5 Re-elect Kathrine Fredriksen as a Director of Mgmt Against Against
the Company
6 Re-appoint PricewaterhouseCoopers, as the Auditors Mgmt For For
and authorize the Directors to determine their
remuneration
7 Approve the remuneration of the Company's Board Mgmt For For
of Directors of a total amount of fees not
to exceed USD 650,000 for the YE 31 DEC 2010
--------------------------------------------------------------------------------------------------------------------------
SOUTHERN COPPER CORPORATION Agenda Number: 933408420
--------------------------------------------------------------------------------------------------------------------------
Security: 84265V105
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: SCCO
ISIN: US84265V1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
GERMAN LARREA MOTA-V. Mgmt Withheld Against
OSCAR GONZALEZ ROCHA Mgmt Withheld Against
EMILIO CARRILLO GAMBOA Mgmt For For
ALFREDO CASAR PEREZ Mgmt Withheld Against
LUIS CASTELAZO MORALES Mgmt Withheld Against
E.C. SANCHEZ MEJORADA Mgmt Withheld Against
A. DE LA PARRA ZAVALA Mgmt Withheld Against
X. GARCIA DE QUEVEDO T. Mgmt Withheld Against
G. LARREA MOTA-VELASCO Mgmt Withheld Against
D. MUNIZ QUINTANILLA Mgmt Withheld Against
L.M. PALOMINO BONILLA Mgmt For For
G.PEREZALONSO CIFUENTES Mgmt Withheld Against
JUAN REBOLLEDO GOUT Mgmt Withheld Against
CARLOS RUIZ SACRISTAN Mgmt For For
02 RATIFY THE AUDIT COMMITTEE'S SELECTION OF GALAZ, Mgmt For For
YAMAZAKI, RUIZ URQUIZA, S.C., MEMBER FIRM OF
DELOITTE TOUCHE TOHMATSU LIMITED, AS INDEPENDENT
ACCOUNTANTS FOR 2011.
03 APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION. Mgmt For For
04 RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year For
OF THE ADVISORY VOTE ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
TELEFON AB L M ERICSSON Agenda Number: 702842015
--------------------------------------------------------------------------------------------------------------------------
Security: W26049119
Meeting Type: AGM
Meeting Date: 13-Apr-2011
Ticker:
ISIN: SE0000108656
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
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
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
1 The Nomination Committee proposes the Chairman Non-Voting No vote
of the Board of Directors, Michael Treschow,
be elected Chairman of the Meeting
2 Preparation and approval of the voting list Non-Voting No vote
3 Approval of the agenda of the Meeting Non-Voting No vote
4 Determination whether the Meeting has been properly Non-Voting No vote
convened
5 Election of two persons approving the minutes Non-Voting No vote
6 Presentation of the annual report, the auditors' Non-Voting No vote
report, the consolidated accounts, the auditors'
report on the consolidated accounts and the
auditors' presentation of the audit work during
2010
7 The President's speech and questions by the Non-Voting No vote
shareholders to the Board of Directors and
the management
8.1 Resolution with respect to: adoption of the Mgmt For For
income statement and the balance sheet, the
consolidated income statement and the consolidated
balance sheet
8.2 Resolution with respect to: discharge of liability Mgmt For For
for the members of the Board of Directors and
the President
8.3 The Board of Directors proposes a dividend of Mgmt For For
SEK 2.25 per share and Monday, April 18, 2011,
as record date for dividend. Assuming this
date will be the record day, Euroclear Sweden
AB is expected to disburse dividends on Thursday,
April 21, 2010
9.1 The number of Board members to be elected by Mgmt For For
the Meeting shall remain twelve and no Deputy
Directors be elected
9.2 The fees to the non-employed Board members and Mgmt For For
to the non-employed members of the Committees
to the Board of Directors elected by the Meeting
be paid as follows: SEK 3,750,000 to the Chairman
of the Board of Directors (unchanged); SEK
825,000 each to the other Board members (previously
SEK 750,000); SEK 350,000 to the Chairman of
the Audit Committee (unchanged); SEK 250,000
each to the other members of the Audit Committee
(unchanged); SEK 200,000 each to the Chairmen
of the Finance and the Remuneration Committee
(previously SEK 125,000); and SEK 175,000 each
to the other members of the Finance and the
Remuneration Committee (previously SEK 125,000).
Fees in the form of synthetic shares: The Nomination
Committee proposes the Directors should be
offered, on unchanged terms, the possibility
to receive part of the fees in respect of their
Board assignment (however, not in respect of
committee work) in the form of synthetic shares.
A synthetic share signifies a right to receive
future payment of an amount corresponding to
the market price of a share of series B in
the Company on NASDAQ OMX Stockholm at the
time of payment. The following principal terms
and conditions shall apply. A nominated Director
shall have the possibility of choosing to receive
the fee in respect of his or her Board assignment,
according to the following four alternatives:
25 percent in cash – 75 percent in synthetic
shares; 50 percent in cash – 50 percent
in synthetic shares; 75 percent in cash –
25 percent in synthetic shares; and 100 percent
in cash. The number of synthetic shares allocated
to the Director shall be based on a volume
weighted average of the market price of shares
of series B on NASDAQ OMX Stockholm during
the five trading days immediately following
the publication of the Company's interim report
for the first quarter of 2011. The synthetic
shares are vested during the term of office,
with 25 percent per quarter of the year. The
synthetic shares entail a right to receive
payment, following the publication of Ericsson's
year-end financial statement in 2016, of a
cash amount per synthetic share corresponding
to the market price of shares of series B in
the Company at the time of payment. Dividend
in respect of shares of series B in the Company,
which the General Meeting of Shareholders has
resolved on during the holding period, shall
be disbursed at the same time as the cash amount.
Should the Director's assignment to the Board
of Directors come to an end not later than
during the third calendar year after the year
in which the General Meeting of Shareholders
resolved on allocation of the synthetic shares,
payment may take place the year after the assignment
came to an end. The number of synthetic shares
may be subject to recalculation in the event
of bonus issues, split, rights issues and similar
measures, under the terms and conditions of
the synthetic shares. The intention is that
the Company's future commitment to pay with
regard to the synthetic shares, as set out
above, should be hedged by the Company, either
through repurchased own shares which are sold
on the market in connection with payments to
the Directors or through a hedging agreement
with a bank. Due to the hedging measures, the
financial difference for the Company, should
all Directors receive part of their fees in
the form of synthetic shares compared with
the fees being paid in cash only, is assessed
to be very limited
9.3 Chairman of the Board of Directors: The Nomination Mgmt For For
Committee proposes Leif Johansson be elected
new Chairman of the Board of Directors (Michael
Treschow, presently Chairman of the Board,
has declined re-election). Other members of
the Board of Directors: The Nomination Committee
proposes re-election of Roxanne S. Austin,
Sir Peter L. Bonfield, Borje Ekholm, Ulf J.
Johansson, Sverker Martin-Lof, Nancy McKinstry,
Anders Nyr n, Carl-Henric Svanberg, Hans Vestberg
and Michelangelo Volpi and election of Jacob
Wallenberg as new Board member (Marcus Wallenberg
has declined re-election)
9.4 Procedure on appointment of the Nomination Committe Mgmt For For
and determination of the assignment of the
Committee: The Nomination Committee proposes
a procedure on appointment of the Nomination
Committee, in substance as follows: The Company
shall have a Nomination Committee of no less
than five members. One member shall be the
chairman of the Board of Directors. Based on
the shareholding statistics the Company receives
from Euroclear Sweden AB as per the last bank
day of the month in which the Annual General
Meeting is held, the Nomination Committee shall,
without unnecessary delay, identify the four
largest shareholders by voting power of the
Company. As soon as reasonably feasible, the
Nomination Committee shall, in a suitable manner,
contact the identified four largest shareholders
and request them, within reasonable time considering
the circumstances, however not exceeding 30
days, to provide in writing to the Nomination
Committee the name of the person the shareholder
wish to appoint member of the Nomination Committee.
The chairman of the Nomination Committee shall
be the member that represents the largest shareholder(s)
by voting power, provided the Nomination Committee
does not unanimously resolve to appoint another
member, appointed by a shareholder, chairman
of the Nomination Committee. In case a shareholder
considers its shareholding in the Company is
of such significance that it justifies a participation
in the Nomination Committee, the shareholder
may inform in writing the Nomination Committee
thereof and in connection hereto adequately
verify its shareholding. Upon receipt of such
a request no later than December 31, and provided
the Nomination Committee considers the reported
shareholding be adequately verified, the Nomination
Committee shall confirm this to the shareholder,
who will then be entitled to appoint a supplemental
member of the Nomination Committee. In case
the Nomination Committee receives a notification
from a shareholder past the date of December
31, no action is required to be taken. The
assignment covers to provide proposals for
chairman at the Annual General Meeting; chairman
of the Board of Directors and other members
of the Board of Directors appointed by the
Annual General Meeting; fees payable to non-employed
members of the Board of Directors; and fees
payable to the auditors as well as, when applicable,
election of auditors. Henceforth, no remuneration
shall be paid to the members of the Nomination
Committee. However, the Company shall bear
the reasonable expenses reasonably related
to the assignment of the Nomination Committee
9.5 Fees payable to the members of the Nomination Mgmt For For
Committee: The Nomination Committee proposes
no remuneration be paid to the Nomination Committee
members
9.6 Fees payable to the Auditor: The Nomination Mgmt For For
Committee proposes, like previous years, the
Auditor fees be paid against approved account
9.7 Election of Auditor: The Nomination Committee Mgmt For For
proposes PricewaterhouseCoopers be appointed
Auditor for the period as of the end of the
Annual General Meeting 2011 until the end of
the Annual General Meeting 2012
10 Guidelines for remuneration to senior management: Mgmt For For
The Board of Directors proposes the Annual
General Meeting resolves on the following guidelines
for remuneration and other employment terms
for the senior management for the period up
to the 2012 Annual General Meeting. The guidelines
proposed do not comprise any material changes
compared to the principles resolved by the
2010 Annual General Meeting. 2011 Remuneration
Policy: Remuneration at Ericsson is based on
the principles of performance, competitiveness
and fairness. These principles and good practice
in Sweden guide our policy to: Attract and
retain highly competent, performing and motivated
people that have the ability, experience and
skill to deliver on the Ericsson strategy;
Encourage behavior consistent with Ericsson's
culture and core values of professionalism,
respect and perseverance; Ensure fairness in
reward by delivering total remuneration that
is appropriate but not excessive; Ensure a
total compensation mix of fixed and variable
remuneration and benefits that reflects the
Company's principles and is competitive where
Ericsson competes for talent; Encourage variable
remuneration which, first, aligns employees
with clear and relevant targets, second, reinforces
performance and, third, enables flexible remuneration
costs; Ensure that all variable remuneration
plans have maximum award and vesting limits;
Encourage employees to deliver sustained performance
and build up a personal shareholding in Ericsson,
aligning the interests of shareholders and
employees; Communicate clearly to both employees
and shareholders how Ericsson translates remuneration
principles and policy into practice. Group
Management: For Group Management consisting
of the Executive Leadership Team, including
the President and CEO, in the following referred
to as the "Group Management", total remuneration
consists of fixed salary, short- and long-term
variable remuneration, pension and other benefits.
Furthermore, the following guidelines apply
for Group Management: Variable remuneration
is through cash and stock-based programs awarded
against specific business targets derived from
the long term business plan approved by the
Board of Directors. Targets may include financial
targets at either corporate or unit level,
operational targets, employee motivation targets
and customer satisfaction targets; With the
current composition of Group Management, the
Company's cost during 2011 for the variable
remuneration of Group Management can, at a
constant share price, amount to between 0 and
150 percent of the aggregate fixed salary cost,
all excluding social security costs; All benefits,
including pension benefits, follow the competitive
practice in the home country taking total compensation
into account. The retirement age is normally
60 to 65 years of age; By way of exception,
additional arrangements can be made when deemed
required. Such additional arrangement shall
be limited in time and shall not exceed a period
of 36 months and two times the remuneration
that the individual concerned would have received
had no additional arrangement been made; The
mutual notice period may be no more than six
months. Upon termination of employment by the
Company, severance pay amounting to a maximum
of 18 months fixed salary is paid. Notice of
termination given by the employee due to significant
structural changes, or other events that in
a determining manner affect the content of
work or the condition for the position, is
equated with notice of termination served by
the Company
11.1 Implementation of the Stock Purchase Plan: All Mgmt For For
employees within the Ericsson Group, except
for what is mentioned in the fourth paragraph
below, will be offered to participate in the
Stock Purchase Plan. Employees who participate
in the Stock Purchase Plan shall, during a
12 month period from the implementation of
the plan, be able to invest up to 7.5 percent
of gross fixed salary in shares of series B
in the Company on NASDAQ OMX Stockholm or in
ADSs on NASDAQ. The CEO shall have the right
to invest up to 10 percent of gross fixed salary
and 10 percent of short term variable remuneration
for purchase of shares. If the purchased shares
are retained by the employee for three years
from the investment date and the employment
with the Ericsson Group continues during that
time, the employee will be given a corresponding
number of shares of series B or ADSs, free
of consideration. Participation in the Stock
Purchase Plan presupposes that such participation
is legally possible in the various jurisdictions
concerned and that the administrative costs
and financial efforts are reasonable in the
opinion of the Company
11.2 Transfer of treasury stock for the Stock Purchase Mgmt For For
Plan: a) Transfer of treasury stock to employees
Transfer of no more than 9,800,000 shares of
series B in the Company may occur on the following
terms and conditions: The right to acquire
shares shall be granted to such persons within
the Ericsson Group covered by the terms and
conditions of the Stock Purchase Plan. Furthermore,
subsidiaries within the Ericsson Group shall
have the right to acquire shares, free of consideration,
and such subsidiaries shall be obligated to
immediately transfer, free of consideration,
shares to their employees covered by the terms
and conditions of the Stock Purchase Plan;
The employee shall have the right to receive
shares during the period when the employee
is entitled to receive shares pursuant to the
terms and conditions of the Stock Purchase
Plan, i.e. during the period from November
2011 up to and including November 2015; Employees
covered by the terms and conditions of the
Stock Purchase Plan shall receive shares of
series B in the Company, free of consideration.
b) Transfer of treasury stock on an exchange
The Company shall have the right to, prior
to the Annual General Meeting in 2012, transfer
no more than 1,900,000 shares of series B in
the Company, in order to cover certain expenses,
mainly social security payments. Transfer of
the shares shall be effected on NASDAQ OMX
Stockholm at a price within the at each time
prevailing price interval for the share
11.3 Equity Swap Agreement with third party in relation Mgmt Against Against
to the Stock Purchase Plan: In the event that
the required majority is not reached under
item 11.2 above, the financial exposure of
the Stock Purchase Plan shall be hedged by
the Company entering into an equity swap agreement
with a third party, under which the third party
shall, in its own name, acquire and transfer
shares in the Company to employees covered
by the Stock Purchase Plan
11.4 Implementation of the Key Contributor Retention Mgmt For For
Plan: In addition to the regular matching of
one share pursuant to the Stock Purchase Plan
described above, up to 10 percent of the employees
(presently approximately 9,000) are selected
as key contributors and will be offered an
additional matching of shares, free of consideration,
within the Key Contributor Retention Plan.
If the shares purchased in accordance with
the terms and conditions of the Stock Purchase
Plan are retained by an employee for three
years from the investment date and the employment
with the Ericsson Group continues during that
time, the employee will be entitled to an additional
matching share, free of consideration, for
every share purchased, in addition to the regular
matching of one share. Participation in the
Key Contributor Retention Plan presupposes
that such participation is legally possible
in the various jurisdictions concerned and
that the administrative costs and financial
efforts are reasonable in the opinion of the
Company. The Board of Directors shall however
be entitled, but not obligated, to arrange
for an alternative cash plan for key contributors
in specific jurisdictions, should any of the
aforementioned presuppositions prove not to
be at hand. Such alternative cash plan shall,
as far as practical correspond to the terms
and conditions of the Key Contributor Retention
Plan
11.5 Transfer of treasury stock for the Key Contributor Mgmt For For
Retention Plan: a) Transfer of treasury stock
to employees Transfer of no more than 6,100,000
shares of series B in the Company may occur
on the following terms and conditions; The
right to acquire shares shall be granted to
such persons within the Ericsson Group covered
by the terms and conditions of the Key Contributor
Retention Plan. Furthermore, subsidiaries within
the Ericsson Group shall have the right to
acquire shares, free of consideration, and
such subsidiaries shall be obligated to immediately
transfer, free of consideration, shares to
their employees covered by the terms and conditions
of the Key Contributor Retention Plan; The
employee shall have the right to receive shares
during the period when the employee is entitled
to receive shares pursuant to the terms and
conditions of the Key Contributor Retention
Plan, i.e. during the period from November
2011 up to and including November 2015; Employees
covered by the terms and conditions of the
Key Contributor Retention Plan shall receive
shares of series B in the Company, free of
consideration. b) Transfer of treasury stock
on an exchange The Company shall have the right
to, prior to the Annual General Meeting in
2012, transfer no more than 1,200,000 shares
of series B in the Company, in order to cover
certain expenses, mainly social security payments.
Transfer of the shares shall be effected on
NASDAQ OMX Stockholm at a price within the
at each time prevailing price interval for
the share
11.6 Equity Swap Agreement with third party in relation Mgmt Against Against
to the Contributor Retention Plan: In the event
that the required majority is not reached under
item 11.5 above, the financial exposure of
the Key Contributor Retention Plan shall be
hedged by the Company entering into an equity
swap agreement with a third party, under which
the third party shall, in its own name, acquire
and transfer shares in the Company to employees
covered by the Key Contributor Retention Plan
11.7 Implementation of the Executive Performance Mgmt For For
Stock Plan: In addition to the regular matching
of shares pursuant to the Stock Purchase Plan
described above, senior managers, up to 0.5
percent of employees (presently approximately
450, although it is anticipated that the number
of participants will be significantly lower)
will be offered an additional matching of shares,
free of consideration, within the Executive
Performance Stock Plan. If the shares purchased
in accordance with the terms and conditions
of the Stock Purchase Plan are retained by
an employee for three years from the investment
date and the employment with the Ericsson Group
continues during that time, the employee will
be entitled to the following matching of shares,
free of consideration, in addition to the regular
matching of one share: The President may be
entitled to an additional performance match
of up to nine shares for each one purchased
; Other senior managers may be entitled to
an additional performance match of up to either
four or six shares for each one purchased;
The nomination of senior managers will be on
the basis of position, seniority and performance
at the discretion of the Remuneration Committee,
which will approve participation and matching
share opportunity. The terms and conditions
of the additional performance match under the
Executive Performance Stock Plan will be based
on the outcome of three targets, which are
independent of each other and have equal weighting:
Up to one third of the award shall vest provided
the compound annual growth rate (CAGR) of consolidated
net sales between year 0 (2010 financial year)
and year 3 (2013 financial year) is between
4 and 10 percent. Matching will begin at a
threshold level of 4 percent CAGR and increase
on a linear scale to full vesting of this third
of the award at 10 percent CAGR; Up to one
third of the award shall vest provided the
compound annual growth rate (CAGR) of consolidated
operating income between year 0 (2010 financial
year) and year 3 (2013 financial year) is between
5 and 15 percent. Income from joint ventures
and restructuring charges will be included
though restructuring charges for 2010 will
be excluded. Matching will begin at a threshold
level of 5 percent CAGR and increase on a linear
scale to full vesting of this third of the
award at 15 percent CAGR; Up to one third of
the award will be based on the cash conversion
during each of the years during the performance
period, calculated as cash flow from operating
activities divided by net income reconciled
to cash. One ninth of the total award will
vest for any year, i.e. financial years 2011,
2012 and 2013, if cash conversion is at or
above 70 percent. The Board of Directors considers
that long-term value creation will be reflected
in the success of these targets, aligning executives
with long-term shareholder interests. There
will be no allocation of shares if none of
the threshold levels have been achieved, i.e.
CAGR is less than 4 percent for net sales and
less than 5 percent for operating income, and
a 70 percent cash conversion has not been achieved
during the performance period. The minimum
matching at the threshold levels is 0. The
maximum number of performance matching shares
- 4 shares, 6 shares and 9 shares respectively
- will be allocated if the maximum performance
levels of CAGR of 10 percent for net sales
and 15 percent for operating income have been
achieved, or exceeded, and a cash conversion
of 70 percent or more has been achieved each
year during the period.Before the number of
performance shares to be matched are finally
determined, the Board of Directors shall examine
whether the performance matching is reasonable
considering the Company's financial results
and position, conditions on the stock market
and other circumstances, and if not, as determined
by the Board of Directors, reduce the number
of performance shares to be matched to the
lower number of shares deemed appropriate by
the Board of Directors. When undertaking its
evaluation of performance outcomes the Board
of Directors will consider, in particular,
the impact of larger acquisitions, divestitures,
the creation of joint ventures and any other
significant capital event on the three targets
on a case by case basis
11.8 Transfer of treasury stock for the Executive Mgmt For For
Performance Stock Plan: a) Transfer of treasury
stock to employees: Transfer of no more than
3,500,000 shares of series B in the Company
may occur on the following terms and conditions:
The right to acquire shares shall be granted
to such persons within the Ericsson Group covered
by the terms and conditions of the Executive
Performance Stock Plan. Furthermore, subsidiaries
within the Ericsson Group shall have the right
to acquire shares, free of consideration, and
such subsidiaries shall be obligated to immediately
transfer, free of consideration, shares to
their employees covered by the terms and conditions
of the Executive Performance Stock Plan; The
employee shall have the right to receive shares
during the period when the employee is entitled
to receive shares pursuant to the terms and
conditions of the Executive Performance Stock
Plan, i.e. during the period from November
2011 up to and including November 2015; Employees
covered by the terms and conditions of the
Executive Performance Stock Plan shall receive
shares of series B in the Company, free of
consideration. b) Transfer of treasury stock
on an exchange:The Company shall have the right
to, prior to the Annual General Meeting in
2012, transfer no more than 900,000 shares
of series B in the Company, in order to cover
certain expenses, mainly social security payments.
Transfer of the shares shall be effected on
NASDAQ OMX Stockholm at a price within the
at each time prevailing price interval for
the share
11.9 Equity Swap Agreement with third party in relation Mgmt Against Against
to the Executive Performance Stock Plan: In
the event that the required majority is not
reached under item 11.8 above, the financial
exposure of the Executive Performance Stock
Plan shall be hedged by the Company entering
into an equity swap agreement with a third
party, under which the third party shall, in
its own name, acquire and transfer shares in
the Company to employees covered by the Executive
Performance Stock Plan. Majority rules: The
resolutions of the Annual General Meeting implementation
of the three plans according to items 11.1,
11.4 and 11.7 above require that more than
half of the votes cast at the General Meeting
approve the proposals. The General Meeting's
resolutions on transfers of treasury stock
to employees and on an exchange according to
items 11.2, 11.5 and 11.8 above, shall be adopted
as one resolution for each of the three items,
and require that shareholders representing
at least nine-tenths of the votes cast as well
as the shares represented at the General Meeting
approve the proposals. A valid resolution in
accordance with the proposals for an equity
swap agreement under items 11.3, 11.6 and 11.9
above requires that more than half of the votes
cast at the General Meeting approve the proposals.
Description of ongoing variable remuneration
programs: The Company's ongoing variable remuneration
programs are described in detail in the Annual
Report 2010 in the note to the Consolidated
Financial Statements, Note C29 and on the Company's
website. The Remuneration Report published
in the Annual Report outlines how the Company
implements its remuneration policy in line
with corporate governance best practice
12 The Board of Directors' proposal for resolution Mgmt For For
on transfer of treasury stock in relation to
the resolutions on the Long-Term Variable Remuneration
Programs 2007, 2008, 2009 and 2010: Background:
The Extraordinary General Meeting 2007 as well
as the Annual General Meetings 2008, 2009 and
2010 resolved on a right for the Company to
transfer in total not more than 14,280,0003
shares of series B in the Company on a stock
exchange to cover certain payments, mainly
social security charges, that may occur in
relation to the Long-Term Variable Remuneration
Programs 2007, 2008, 2009 and 2010. Each resolution
has for legal reasons only been valid up to
the following Annual General Meeting. Resolutions
on transfer of treasury stock for the purpose
of the above mentioned plan and programs have
therefore been repeated at the subsequent Annual
General Meeting. In accordance with the resolutions
on transfer of in total not more than 14,280,000
shares, 504,800 shares of series B have been
transferred up to March 1, 2011. Proposal:
The Board of Directors proposes that the Annual
General Meeting resolve that the Company shall
have the right to transfer, prior to the Annual
General Meeting 2012, not more than 13,775,200
shares of series B in the Company, or the lower
number of shares of series B, which as per
April 13, 2011 remains of the original 14,280,000
shares, for the purpose of covering certain
payments, primarily social security charges
that may occur in relation to the Long-Term
Variable Remuneration Programs 2007, 2008,
2009 and 2010. Transfer of shares shall be
effected on NASDAQ OMX Stockholm at a price
within the, at each time, prevailing price
interval for the share. Majority rules: The
resolution of the Annual General Meeting on
a transfer of treasury stock requires that
shareholders holding at least two-thirds of
the votes cast as well as the shares represented
at the Meeting vote in favor of the proposal
13 The Board of Directors' proposal for resolution Mgmt For For
on amendment of the Articles of Association:
The Board of Directors proposes the Articles
of Association (Article 2) be amended to adjust
the description of the object's of the Company
to the Company's strategy to expand into new
industry segments, such as governments, health
industry, transport, utilities and mobile money
as specified
14 Resolution on Einar Hellbom's proposal for the Mgmt For For
Meeting to delegate to the Board of Directors
to review how shares are to be given equal
voting rights and to present a proposal to
that effect at the next Annual General Meeting
15 Close of the Meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
TELIASONERA AB, STOCKHOLM Agenda Number: 702846847
--------------------------------------------------------------------------------------------------------------------------
Security: W95890104
Meeting Type: AGM
Meeting Date: 06-Apr-2011
Ticker:
ISIN: SE0000667925
--------------------------------------------------------------------------------------------------------------------------
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
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting No vote
ACCEPT ABSTAIN AS A VALID VOTE OPTION. THANK
YOU
0 Opening of the annual general meeting Non-Voting No vote
1 Election of Chairperson of the meeting: Claes Non-Voting No vote
Beyer, Attorney-at-law
2 Preparation and approval of voting register Non-Voting No vote
3 Adoption of agenda Non-Voting No vote
4 Election of two persons to check the meeting Non-Voting No vote
minutes along with the chairperson
5 Confirmation that the meeting has been duly Non-Voting No vote
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 2010. Speech
by President and CEO Lars Nyberg in connection
herewith and a description of the Board of
Directors work during 2010
7 Resolution to adopt the Income Statement, Balance Mgmt For For
Sheet, Consolidated Statement of Comprehensive
Income and Consolidated Statement of Financial
Position for 2010
8 Resolution concerning appropriation of the Company's Mgmt For For
profits as per the adopted Balance Sheet
and setting of record date for the stock dividend
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 2010
10 Resolution concerning number of board members Mgmt For For
and deputy board members to be elected by
the Annual General Meeting: Eight (8) with
no deputy board members
11 Resolution concerning remuneration to the Board Mgmt For For
of Directors
12 Re-election of Maija-Liisa Friman, Ingrid Jonasson Mgmt For For
Blank, Conny Karlsson, Anders Narvinger,
Timo Peltola, Lars Renstrom, Jon Risfelt and
Per-Arne Sandstrom as the Board of Directors.
The election will be preceded by information
from the Chairperson concerning positions held
in other companies by the candidates
13 Election of chairman of the Board of Directors: Mgmt For For
Anders Narvinger
14 Resolution concerning number of auditors and Mgmt For For
deputy auditors: The number of auditors shall,
until the end of the annual general meeting
2012, be one (1)
15 Resolution concerning remuneration to the auditors Mgmt For For
16 Re-election of PricewaterhouseCoopers until Mgmt For For
the end of the annual general meeting 2012
and election of deputy auditors
17 Election of Nomination Committee: Kristina Ekengren Mgmt For For
(Swedish State), Kari Jarvinen (Finnish
State via Solidium Oy), Thomas Eriksson (Swedbank
Robur Funds), Per Frennberg (Alecta) and
Anders Narvinger (chairman of the Board of
Directors)
18 Proposal regarding guidelines for remuneration Mgmt For For
to the executive management
19 The Board of Directors' proposal for amendment Mgmt For For
in Articles of Association
20 The Board of Directors' proposal for authorization Mgmt For For
to acquire own shares
21.a The Board of Directors' proposal for implementation Mgmt Against Against
of a long-term incentive program 2011/2014
21.b The Board of Directors' proposal for hedging Mgmt Against Against
arrangements for the program
22 The Board of Directors' proposal for reduction Mgmt For For
of the share capital
23.a Matter submitted by the shareholder Torwald Mgmt Against Against
Arvidsson regarding announced proposal
that the annual general meeting shall decide
that a special examinations shall
be done in the following respects: the consequences
of the company's independence and freedom of
action having the Swedish State as owner
23.b Matter submitted by the shareholder Torwald Mgmt Against Against
Arvidsson regarding announced proposal
that the annual general meeting shall decide
that a special examinations shall
be done in the following respects: to what
extent has the current human resourses strategy
harmed the company
23.c Matter submitted by the shareholder Torwald Mgmt Against Against
Arvidsson regarding announced proposal
that the annual general meeting shall decide
that a special examinations shall
be done in the following respects: the risk
that repeated savings obligations will affect
the company's long-term profitability
24 The board does not make any recommendation: Mgmt Against Against
Matter submitted by the shareholder
Torwald Arvidsson regarding announced proposal
that the annual general meeting shall authorize
the Board of Directors to initiate
negotiations regarding a transfer of Skanova
on commercial terms
0 Closing of the annual general meeting Non-Voting No vote
PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN THE TEXT OF RESOLUTION 23B. 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.
--------------------------------------------------------------------------------------------------------------------------
THE PROGRESSIVE CORPORATION Agenda Number: 933390899
--------------------------------------------------------------------------------------------------------------------------
Security: 743315103
Meeting Type: Annual
Meeting Date: 29-Apr-2011
Ticker: PGR
ISIN: US7433151039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: STUART B. BURGDOERFER Mgmt For For
1B ELECTION OF DIRECTOR: CHARLES A. DAVIS Mgmt For For
02 TO APPROVE AN AMENDMENT TO THE COMPANY'S CODE Mgmt For For
OF REGULATIONS ALLOWING OUR BOARD OF DIRECTORS
TO AMEND THE CODE OF REGULATIONS TO THE EXTENT
PERMITTED BY OHIO LAW.
03 TO CAST AN ADVISORY VOTE ON THE COMPANY'S EXECUTIVE Mgmt For For
COMPENSATION PROGRAM.
04 TO CAST AN ADVISORY VOTE ON THE FREQUENCY OF Mgmt 1 Year For
THE SHAREHOLDER VOTE ON THE COMPANY'S EXECUTIVE
COMPENSATION PROGRAM.
05 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2011.
--------------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC. Agenda Number: 933446533
--------------------------------------------------------------------------------------------------------------------------
Security: 872540109
Meeting Type: Annual
Meeting Date: 14-Jun-2011
Ticker: TJX
ISIN: US8725401090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOSE B. ALVAREZ Mgmt For For
1B ELECTION OF DIRECTOR: ALAN M. BENNETT Mgmt For For
1C ELECTION OF DIRECTOR: BERNARD CAMMARATA Mgmt For For
1D ELECTION OF DIRECTOR: DAVID T. CHING Mgmt For For
1E ELECTION OF DIRECTOR: MICHAEL F. HINES Mgmt For For
1F ELECTION OF DIRECTOR: AMY B. LANE Mgmt For For
1G ELECTION OF DIRECTOR: CAROL MEYROWITZ Mgmt For For
1H ELECTION OF DIRECTOR: JOHN F. O'BRIEN Mgmt For For
1I ELECTION OF DIRECTOR: WILLOW B. SHIRE Mgmt For For
02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP.
03 TO APPROVE, ON AN ADVISORY BASIS, THE OVERALL Mgmt For For
COMPENSATION OF TJX'S NAMED EXECUTIVE OFFICERS.
04 TO RECOMMEND, ON AN ADVISORY BASIS, THE FREQUENCY Mgmt 1 Year For
OF ADVISORY VOTES ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
U.S. BANCORP Agenda Number: 933382676
--------------------------------------------------------------------------------------------------------------------------
Security: 902973304
Meeting Type: Annual
Meeting Date: 19-Apr-2011
Ticker: USB
ISIN: US9029733048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DOUGLAS M. BAKER, JR. Mgmt For For
1B ELECTION OF DIRECTOR: Y. MARC BELTON Mgmt For For
1C ELECTION OF DIRECTOR: VICTORIA BUYNISKI GLUCKMAN Mgmt For For
1D ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR. Mgmt For For
1E ELECTION OF DIRECTOR: RICHARD K. DAVIS Mgmt For For
1F ELECTION OF DIRECTOR: JOEL W. JOHNSON Mgmt For For
1G ELECTION OF DIRECTOR: OLIVIA F. KIRTLEY Mgmt For For
1H ELECTION OF DIRECTOR: JERRY W. LEVIN Mgmt For For
1I ELECTION OF DIRECTOR: DAVID B. O'MALEY Mgmt For For
1J ELECTION OF DIRECTOR: O'DELL M. OWENS, M.D., Mgmt For For
M.P.H.
1K ELECTION OF DIRECTOR: RICHARD G. REITEN Mgmt For For
1L ELECTION OF DIRECTOR: CRAIG D. SCHNUCK Mgmt For For
1M ELECTION OF DIRECTOR: PATRICK T. STOKES Mgmt For For
02 RATIFICATION OF SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS OUR INDEPENDENT AUDITOR FOR THE 2011 FISCAL
YEAR.
03 ADVISORY VOTE TO APPROVE THE COMPENSATION OF Mgmt For For
OUR EXECUTIVES DISCLOSED IN THE PROXY STATEMENT.
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year Against
VOTES ON EXECUTIVE COMPENSATION.
05 SHAREHOLDER PROPOSAL: ANNUAL ADVISORY VOTE ON Shr Against For
DIRECTOR COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
UNION PACIFIC CORPORATION Agenda Number: 933408189
--------------------------------------------------------------------------------------------------------------------------
Security: 907818108
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: UNP
ISIN: US9078181081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: A.H. CARD, JR. Mgmt For For
1B ELECTION OF DIRECTOR: E.B. DAVIS, JR. Mgmt For For
1C ELECTION OF DIRECTOR: T.J. DONOHUE Mgmt For For
1D ELECTION OF DIRECTOR: A.W. DUNHAM Mgmt For For
1E ELECTION OF DIRECTOR: J.R. HOPE Mgmt For For
1F ELECTION OF DIRECTOR: C.C. KRULAK Mgmt For For
1G ELECTION OF DIRECTOR: M.R. MCCARTHY Mgmt For For
1H ELECTION OF DIRECTOR: M.W. MCCONNELL Mgmt For For
1I ELECTION OF DIRECTOR: T.F. MCLARTY III Mgmt For For
1J ELECTION OF DIRECTOR: S.R. ROGEL Mgmt For For
1K ELECTION OF DIRECTOR: J.H. VILLARREAL Mgmt For For
1L ELECTION OF DIRECTOR: J.R. YOUNG Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
03 AN ADVISORY VOTE ON EXECUTIVE COMPENSATION ("SAY Mgmt For For
ON PAY").
04 AN ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION ("SAY
ON FREQUENCY").
5A COMPANY PROPOSAL TO AMEND THE COMPANY'S ARTICLES Mgmt For For
OF INCORPORATION TO REDUCE SHAREHOLDER VOTING
REQUIREMENTS RELATED TO: ACTIONS ADVERSELY
AFFECTING PREFERRED STOCK.
5B COMPANY PROPOSAL TO AMEND THE COMPANY'S ARTICLES Mgmt For For
OF INCORPORATION TO REDUCE SHAREHOLDER VOTING
REQUIREMENTS RELATED TO: REMOVAL OF DIRECTORS.
5C COMPANY PROPOSAL TO AMEND THE COMPANY'S ARTICLES Mgmt For For
OF INCORPORATION TO REDUCE SHAREHOLDER VOTING
REQUIREMENTS RELATED TO: CHANGING THE AUTHORIZED
AMOUNT OF CAPITAL STOCK.
06 SHAREHOLDER PROPOSAL REGARDING AN INDEPENDENT Shr Against For
DIRECTOR TO SERVE AS CHAIRMAN OF THE BOARD
IF PROPERLY PRESENTED AT THE ANNUAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
UNITED TECHNOLOGIES CORPORATION Agenda Number: 933375722
--------------------------------------------------------------------------------------------------------------------------
Security: 913017109
Meeting Type: Annual
Meeting Date: 13-Apr-2011
Ticker: UTX
ISIN: US9130171096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: LOUIS R. CHENEVERT Mgmt For For
1B ELECTION OF DIRECTOR: JOHN V. FARACI Mgmt For For
1C ELECTION OF DIRECTOR: JEAN-PIERRE GARNIER Mgmt For For
1D ELECTION OF DIRECTOR: JAMIE S. GORELICK Mgmt For For
1E ELECTION OF DIRECTOR: EDWARD A. KANGAS Mgmt For For
1F ELECTION OF DIRECTOR: ELLEN J. KULLMAN Mgmt For For
1G ELECTION OF DIRECTOR: CHARLES R. LEE Mgmt For For
1H ELECTION OF DIRECTOR: RICHARD D. MCCORMICK Mgmt For For
1I ELECTION OF DIRECTOR: HAROLD MCGRAW III Mgmt For For
1J ELECTION OF DIRECTOR: RICHARD B. MYERS Mgmt For For
1K ELECTION OF DIRECTOR: H. PATRICK SWYGERT Mgmt For For
1L ELECTION OF DIRECTOR: ANDRE VILLENEUVE Mgmt For For
1M ELECTION OF DIRECTOR: CHRISTINE TODD WHITMAN Mgmt For For
02 APPOINTMENT OF THE FIRM OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT AUDITOR
03 APPROVAL OF AMENDMENT TO 2005 LONG-TERM INCENTIVE Mgmt For For
PLAN
04 ADVISORY VOTE ON COMPENSATION OF NAMED EXECUTIVE Mgmt For For
OFFICERS
05 ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTE Mgmt 1 Year
ON COMPENSATION OF NAMED EXECUTIVE OFFICERS
06 SHAREOWNER PROPOSAL CONCERNING ADDITIONAL SHARE Shr For Against
RETENTION REQUIREMENT FOR SENIOR EXECUTIVES
--------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC Agenda Number: 933299681
--------------------------------------------------------------------------------------------------------------------------
Security: 92857W209
Meeting Type: Annual
Meeting Date: 27-Jul-2010
Ticker: VOD
ISIN: US92857W2098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO RECEIVE THE COMPANY'S ACCOUNTS AND REPORTS Mgmt For For
OF THE DIRECTORS AND THE AUDITORS FOR THE YEAR
ENDED 31 MARCH 2010
02 TO RE-ELECT SIR JOHN BOND AS A DIRECTOR (MEMBER Mgmt For For
OF THE NOMINATIONS AND GOVERNANCE COMMITTEE)
03 TO RE-ELECT JOHN BUCHANAN AS A DIRECTOR (MEMBER Mgmt For For
OF THE AUDIT COMMITTEE, MEMBER OF THE NOMINATIONS
AND GOVERNANCE COMMITTEE)
04 TO RE-ELECT VITTORIO COLAO AS A DIRECTOR Mgmt For For
05 TO RE-ELECT MICHEL COMBES AS A DIRECTOR Mgmt For For
06 TO RE-ELECT ANDY HALFORD AS A DIRECTOR Mgmt For For
07 TO RE-ELECT STEPHEN PUSEY AS A DIRECTOR Mgmt For For
08 TO RE-ELECT ALAN JEBSON AS A DIRECTOR (MEMBER Mgmt For For
OF THE AUDIT COMMITTEE)
09 TO RE-ELECT SAMUEL JONAH AS A DIRECTOR (MEMBER Mgmt For For
OF THE REMUNERATION COMMITTEE)
10 TO RE-ELECT NICK LAND AS A DIRECTOR (MEMBER Mgmt For For
OF THE AUDIT COMMITTEE)
11 TO RE-ELECT ANNE LAUVERGEON AS A DIRECTOR (MEMBER Mgmt For For
OF THE AUDIT COMMITTEE)
12 TO RE-ELECT LUC VANDEVELDE AS A DIRECTOR (MEMBER Mgmt For For
OF THE NOMINATIONS AND GOVERNANCE COMMITTEE,
MEMBER OF THE REMUNERATION COMMITTEE)
13 TO RE-ELECT ANTHONY WATSON AS A DIRECTOR (MEMBER Mgmt For For
OF THE REMUNERATION COMMITTEE)
14 TO RE-ELECT PHILIP YEA AS A DIRECTOR (MEMBER Mgmt For For
OF THE REMUNERATION COMMITTEE)
15 TO APPROVE A FINAL DIVIDEND OF 5.65P PER ORDINARY Mgmt For For
SHARE
16 TO APPROVE THE REMUNERATION REPORT Mgmt For For
17 TO RE-APPOINT DELOITTE LLP AS AUDITORS Mgmt For For
18 TO AUTHORISE THE AUDIT COMMITTEE TO DETERMINE Mgmt For For
THE REMUNERATION OF THE AUDITORS
19 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
S20 TO AUTHORISE THE DIRECTORS TO DIS-APPLY PRE-EMPTION Mgmt For For
RIGHTS (SPECIAL RESOLUTION)
S21 TO AUTHORISE THE COMPANY'S TO PURCHASE ITS OWN Mgmt For For
SHARES (SECTION 701, COMPANIES ACT 2006) (SPECIAL
RESOLUTION)
S22 TO ADOPT NEW ARTICLES OF ASSOCIATION (SPECIAL Mgmt For For
RESOLUTION)
S23 TO AUTHORISE THE CALLING OF A GENERAL MEETING Mgmt For For
OTHER THAN AN ANNUAL GENERAL MEETING ON NOT
LESS THAN 14 CLEAR DAYS' NOTICE (SPECIAL RESOLUTION)
24 TO APPROVE THE CONTINUED OPERATION OF THE VODAFONE Mgmt For For
SHARE INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
ZURICH FINL SVCS Agenda Number: 702821213
--------------------------------------------------------------------------------------------------------------------------
Security: H9870Y105
Meeting Type: AGM
Meeting Date: 31-Mar-2011
Ticker:
ISIN: CH0011075394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 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.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 795595, 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 Approval of the annual report, the Annual financial Mgmt Take No Action
statements and the consolidated financial statements
for 2010
1.2 Advisory vote on the remuneration system according Mgmt Take No Action
to the remuneration report
2.1 Appropriation of available earnings for 2010, Mgmt Take No Action
allocation to reserves from capital contributions
2.2 Allocation to and appropriation of reserves Mgmt Take No Action
from capital contributions
3 Discharge of members of the board of directors Mgmt Take No Action
and of the group executive committee
4.1 Change to the articles of incorporation.(deletion Mgmt Take No Action
of article 25 para. 2)
4.2 Change to the articles of incorporation. (deletion Mgmt Take No Action
of article 27bis)
5.1.1 Re-election of Mr Manfred Gentz Mgmt Take No Action
5.1.2 Re-election of Mr Fred Kindle Mgmt Take No Action
5.1.3 Re-election of Mr Tom De Swaan Mgmt Take No Action
5.2 Re-election of auditors Pricewaterhouse Coopers Mgmt Take No Action
Ltd, Zurich
6 Ad-hoc Mgmt Take No Action
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number N/A
Parametric Structured Commodity Strategy Fund, a series of Eaton Vance Mutual Funds Trust
(Exact name of registrant as
specified in charter)
Two International Place, Boston, Massachusetts, 02110
(Address of principal executive offices)
(Zip code)
Maureen A. Gemma, Esq.
Two International Place, Boston, Massachusetts, 02110
(Name and address of agent
for service)
Registrant's telephone number, including area code: (617) 482-8260
Date of fiscal year end: 12/31
Date of reporting period: 5/25/11-6/30/11
Parametric Structured Commodity Strategy Fund
--------------------------------------------------------------------------------------------------------------------------
During the period, the Fund held no securities which required a proxy vote.
* 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 Mutual Funds Trust
By (Signature) /s/ Duncan W. Richardson
Name Duncan W. Richardson
Title President
Date 08/24/2011