UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-22047
NAME OF REGISTRANT: CALAMOS GLOBAL DYNAMIC INCOME
FUND
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 2020 Calamos Court
Naperville, IL 60563-2787
NAME AND ADDRESS OF AGENT FOR SERVICE: John P. Calamos, Sr., President
Calamos Advisors LLC
2020 Calamos Court
Naperville, IL 60563-2787
REGISTRANT'S TELEPHONE NUMBER: (630) 245-7200
DATE OF FISCAL YEAR END: 10/31
DATE OF REPORTING PERIOD: 07/01/2010 - 06/30/2011
Calamos Global Dynamic Income Fund
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3M COMPANY Agenda Number: 933390407
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Security: 88579Y101
Meeting Type: Annual
Meeting Date: 10-May-2011
Ticker: MMM
ISIN: US88579Y1010
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: LINDA G. ALVARADO Mgmt For For
1B ELECTION OF DIRECTOR: GEORGE W. BUCKLEY Mgmt For For
1C ELECTION OF DIRECTOR: VANCE D. COFFMAN Mgmt For For
1D ELECTION OF DIRECTOR: MICHAEL L. ESKEW Mgmt For For
1E ELECTION OF DIRECTOR: W. JAMES FARRELL Mgmt For For
1F ELECTION OF DIRECTOR: HERBERT L. HENKEL Mgmt For For
1G ELECTION OF DIRECTOR: EDWARD M. LIDDY Mgmt For For
1H ELECTION OF DIRECTOR: ROBERT S. MORRISON Mgmt For For
1I ELECTION OF DIRECTOR: AULANA L. PETERS Mgmt For For
1J ELECTION OF DIRECTOR: ROBERT J. ULRICH Mgmt For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS 3M'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
03 AN ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 AN ADVISORY VOTE ON THE FREQUENCY OF ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION.
05 STOCKHOLDER PROPOSAL ON POLITICAL CONTRIBUTIONS. Shr Against For
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ABB LTD Agenda Number: 702941522
--------------------------------------------------------------------------------------------------------------------------
Security: H0010V101
Meeting Type: AGM
Meeting Date: 29-Apr-2011
Ticker:
ISIN: CH0012221716
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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 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 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 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 Take No Action
VOTE 'IN FAVOR' OR 'ABSTAIN' FOR ALL THE RESOLUTIONS.
THANK YOU.
2.1 Approval of the annual report, the consolidated Mgmt Take No Action
financial statements, and the annual financial
statements for 2010
2.2 Consultative vote on the 2010 remuneration report Mgmt Take No Action
3 Discharge of the Board of Directors and the Mgmt Take No Action
persons entrusted with management
4 Appropriation of available earnings and conversion Mgmt Take No Action
of capital contribution reserve
5 Creation of additional contingent share capital Mgmt Take No Action
in connection with employee participation
6 Renewal of authorized share capital Mgmt Take No Action
7.1.1 Re-election to the Board of Directors: Roger Mgmt Take No Action
Agnelli
7.1.2 Re-election to the Board of Directors: Louis Mgmt Take No Action
R. Hughes
7.1.3 Re-election to the Board of Directors: Hans Mgmt Take No Action
Ulrich Marki
7.1.4 Re-election to the Board of Directors: Michel Mgmt Take No Action
de Rosen
7.1.5 Re-election to the Board of Directors: Michael Mgmt Take No Action
Treschow
7.1.6 Re-election to the Board of Directors: Jacob Mgmt Take No Action
Wallenberg
7.1.7 Re-election to the Board of Directors: Hubertus Mgmt Take No Action
von Grunberg
7.2 Election to the Board of Directors: Ying Yeh Mgmt Take No Action
8 Re-election of the auditors: Ernst & Young AG Mgmt Take No Action
9 Ad-hoc Motions Mgmt Take No Action
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ABBOTT LABORATORIES Agenda Number: 933386319
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Security: 002824100
Meeting Type: Annual
Meeting Date: 29-Apr-2011
Ticker: ABT
ISIN: US0028241000
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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
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ACCENTURE PLC Agenda Number: 933362042
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Security: G1151C101
Meeting Type: Annual
Meeting Date: 03-Feb-2011
Ticker: ACN
ISIN: IE00B4BNMY34
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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 3 Years For
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
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ACERGY SA, LUXEMBOURG Agenda Number: 702729065
--------------------------------------------------------------------------------------------------------------------------
Security: L00306AB3
Meeting Type: EGM
Meeting Date: 20-Dec-2010
Ticker:
ISIN: XS0267243417
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 The sole purpose of the meeting is to appoint Mgmt Take No Action
Mr. Bob Long as the ninth director of the Board
of Subsea 78.A
PLEASE NOTE THAT THIS IS AN INFORMATION MEETING. Non-Voting Take No Action
SHOULD YOU WISH TO ATTEND THE MEETING PERSONALLY,
YOU MAY APPLY FOR AN ENTRANCE CARD BY CONTACTING
YOUR CLIENT REPRESENTATIVE. THANK YOU
PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting Take No Action
OF INFORMATION MEETING 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.
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AFLAC INCORPORATED Agenda Number: 933383616
--------------------------------------------------------------------------------------------------------------------------
Security: 001055102
Meeting Type: Annual
Meeting Date: 02-May-2011
Ticker: AFL
ISIN: US0010551028
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DANIEL P. AMOS Mgmt For For
1B ELECTION OF DIRECTOR: JOHN SHELBY AMOS II Mgmt Against Against
1C ELECTION OF DIRECTOR: PAUL S. AMOS II Mgmt For For
1D ELECTION OF DIRECTOR: MICHAEL H. ARMACOST Mgmt For For
1E ELECTION OF DIRECTOR: KRISS CLONINGER III Mgmt For For
1F ELECTION OF DIRECTOR: ELIZABETH J. HUDSON Mgmt For For
1G ELECTION OF DIRECTOR: DOUGLAS W. JOHNSON Mgmt For For
1H ELECTION OF DIRECTOR: ROBERT B. JOHNSON Mgmt For For
1I ELECTION OF DIRECTOR: CHARLES B. KNAPP Mgmt For For
1J ELECTION OF DIRECTOR: E. STEPHEN PURDOM, M.D. Mgmt For For
1K ELECTION OF DIRECTOR: BARBARA K. RIMER, DRPH Mgmt For For
1L ELECTION OF DIRECTOR: MARVIN R. SCHUSTER Mgmt For For
1M ELECTION OF DIRECTOR: DAVID GARY THOMPSON Mgmt For For
1N ELECTION OF DIRECTOR: ROBERT L. WRIGHT Mgmt For For
1O ELECTION OF DIRECTOR: TAKURO YOSHIDA Mgmt For For
02 TO CONSIDER THE FOLLOWING NON-BINDING ADVISORY Mgmt For For
PROPOSAL: RESOLVED, THAT THE SHAREHOLDERS APPROVE
THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE
OFFICERS, AS DESCRIBED IN THE COMPENSATION
DISCUSSION AND ANALYSIS, EXECUTIVE COMPENSATION
TABLES AND ACCOMPANYING NARRATIVE DISCLOSURE
IN THE PROXY STATEMENT.
03 NON-BINDING, ADVISORY VOTE ON THE FREQUENCY Mgmt 1 Year For
OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION.
04 RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY
FOR THE YEAR ENDING DECEMBER 31, 2011.
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ALCON, INC. Agenda Number: 933310512
--------------------------------------------------------------------------------------------------------------------------
Security: H01301102
Meeting Type: Special
Meeting Date: 16-Aug-2010
Ticker: ACL
ISIN: CH0013826497
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): ENRICO VANNI
1B REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): NORMAN WALKER
1C REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): PAUL CHOFFAT
1D REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): URS BAERLOCHER
1E REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): JACQUES SEYDOUX
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ALCON, INC. Agenda Number: 933315170
--------------------------------------------------------------------------------------------------------------------------
Security: H01301102
Meeting Type: Special
Meeting Date: 16-Aug-2010
Ticker: ACL
ISIN: CH0013826497
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): ENRICO VANNI
1B REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): NORMAN WALKER
1C REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): PAUL CHOFFAT
1D REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): URS BAERLOCHER
1E REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Mgmt Against Against
(CONDITIONAL RESOLUTION AS SET FORTH IN THE
INVITATION): JACQUES SEYDOUX
--------------------------------------------------------------------------------------------------------------------------
ALSTOM, PARIS Agenda Number: 703050916
--------------------------------------------------------------------------------------------------------------------------
Security: F0259M475
Meeting Type: MIX
Meeting Date: 28-Jun-2011
Ticker:
ISIN: FR0010220475
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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/2011/0509/201105091102076.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0610/201106101103537.pdf
O.1 Approval of the corporate financial statements Mgmt For For
and operations for the financial year
ended March 31, 2011
O.2 Approval of the consolidated financial statements Mgmt For For
and operations for the financial year
ended March 31, 2011
O.3 Allocation of income Mgmt For For
O.4 Renewal of term of Mr. Patrick Kron as Board Mgmt For For
member
O.5 Renewal of term of Mrs. Candace Beinecke as Mgmt For For
Board member
O.6 Renewal of term of Mr. Jean-Martin Folz as Board Mgmt For For
member
O.7 Renewal of term of Mr. James W. Leng as Board Mgmt For For
member
O.8 Renewal of term of Mr. Klaus Mangold as Board Mgmt For For
member
O.9 Renewal of term of Mr. Alan Thomson as Board Mgmt For For
member
O.10 Authorization to be granted to the Board of Mgmt For For
Directors to trade Company's shares
E.11 Authorization to be granted to the Board of Mgmt For For
Directors to reduce capital by cancellation
of shares
E.12 Powers to implement decisions of the General Mgmt For For
Meeting and to accomplish all formalities
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.
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 933435566
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 07-Jun-2011
Ticker: AMZN
ISIN: US0231351067
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JEFFREY P. BEZOS Mgmt For For
1B ELECTION OF DIRECTOR: TOM A. ALBERG Mgmt For For
1C ELECTION OF DIRECTOR: JOHN SEELY BROWN Mgmt For For
1D ELECTION OF DIRECTOR: WILLIAM B. GORDON Mgmt For For
1E ELECTION OF DIRECTOR: ALAIN MONIE Mgmt For For
1F ELECTION OF DIRECTOR: JONATHAN J. RUBINSTEIN Mgmt For For
1G ELECTION OF DIRECTOR: THOMAS O. RYDER Mgmt For For
1H ELECTION OF DIRECTOR: PATRICIA Q. STONESIFER Mgmt For For
02 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS OUR INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2011.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 3 Years For
VOTES ON EXECUTIVE COMPENSATION.
05 SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER OWNERSHIP Shr Against For
THRESHOLD FOR CALLING A SPECIAL MEETING OF
SHAREHOLDERS.
06 SHAREHOLDER PROPOSAL REGARDING AN ASSESSMENT Shr Against For
AND REPORT CONCERNING CLIMATE CHANGE.
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AMERICA MOVIL, S.A.B. DE C.V. Agenda Number: 933435338
--------------------------------------------------------------------------------------------------------------------------
Security: 02364W105
Meeting Type: Special
Meeting Date: 27-Apr-2011
Ticker: AMX
ISIN: US02364W1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OR, AS THE CASE MAY BE, REELECTION Mgmt Abstain
OF THE MEMBERS OF THE BOARD OF DIRECTORS OF
THE COMPANY THAT THE HOLDERS OF THE SERIES
"L" SHARES ARE ENTITLED TO APPOINT. ADOPTION
OF RESOLUTIONS THEREON.
02 APPOINTMENT OF DELEGATES TO EXECUTE, AND IF, Mgmt Abstain
APPLICABLE, FORMALIZE THE RESOLUTIONS ADOPTED
BY THE MEETING. ADOPTION OF RESOLUTIONS THEREON.
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AMERICAN INTERNATIONAL GROUP, INC. Agenda Number: 933420058
--------------------------------------------------------------------------------------------------------------------------
Security: 026874784
Meeting Type: Annual
Meeting Date: 11-May-2011
Ticker: AIG
ISIN: US0268747849
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROBERT H. BENMOSCHE Mgmt For For
1B ELECTION OF DIRECTOR: W. DON CORNWELL Mgmt For For
1C ELECTION OF DIRECTOR: JOHN H. FITZPATRICK Mgmt For For
1D ELECTION OF DIRECTOR: LAURETTE T. KOELLNER Mgmt For For
1E ELECTION OF DIRECTOR: DONALD H. LAYTON Mgmt For For
1F ELECTION OF DIRECTOR: CHRISTOPHER S. LYNCH Mgmt For For
1G ELECTION OF DIRECTOR: ARTHUR C. MARTINEZ Mgmt Against Against
1H ELECTION OF DIRECTOR: GEORGE L. MILES, JR. Mgmt For For
1I ELECTION OF DIRECTOR: HENRY S. MILLER Mgmt For For
1J ELECTION OF DIRECTOR: ROBERT S. MILLER Mgmt For For
1K ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Mgmt For For
1L ELECTION OF DIRECTOR: MORRIS W. OFFIT Mgmt For For
1M ELECTION OF DIRECTOR: RONALD A. RITTENMEYER Mgmt For For
1N ELECTION OF DIRECTOR: DOUGLAS M. STEENLAND Mgmt For For
02 TO APPROVE A NON-BINDING SHAREHOLDER RESOLUTION Mgmt For For
ON EXECUTIVE COMPENSATION
03 TO AMEND AIG'S AMENDED AND RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO RESTRICT CERTAIN TRANSFERS
OF AIG COMMON STOCK IN ORDER TO PROTECT AIG'S
TAX ATTRIBUTES
04 TO RATIFY THE AMERICAN INTERNATIONAL GROUP, Mgmt For For
INC. TAX ASSET PROTECTION PLAN
05 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS AIG'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2011
06 SHAREHOLDER PROPOSAL RELATING TO RESTRICTING Shr Against For
HEDGING TRANSACTIONS
--------------------------------------------------------------------------------------------------------------------------
ANGLO AMERN PLC Agenda Number: 702853400
--------------------------------------------------------------------------------------------------------------------------
Security: G03764134
Meeting Type: AGM
Meeting Date: 21-Apr-2011
Ticker:
ISIN: GB00B1XZS820
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the financial statements of the Company Mgmt For For
and the Group and the reports of the directors
and auditors for the year ended 31 December
2010
2 To declare a final dividend of 40 US cents per Mgmt For For
ordinary share, payable on 28 April 2011 to
those shareholders registered at the close
of business on 1 April 2011
3 To elect Mr Phuthuma Nhleko as a director of Mgmt For For
the Company
4 To re-elect Cynthia Carroll as a director of Mgmt For For
the Company
5 To re-elect David Challen as a director of the Mgmt For For
Company
6 To re-elect Sir CK Chow as a director of the Mgmt For For
Company
7 To re-elect Sir Philip Hampton as a director Mgmt For For
of the Company
8 To re-elect Rene Medori as a director of the Mgmt For For
Company
9 To re-elect Ray O'Rourke as a director of the Mgmt For For
Company
10 To re-elect Sir John Parker as a director of Mgmt For For
the Company
11 To re-elect Mamphela Ramphele as a director Mgmt For For
of the Company
12 To re-elect Jack Thompson as a director of the Mgmt For For
Company
13 To re-elect Peter Woicke as a director of the Mgmt For For
Company
14 To re-appoint Deloitte LLP as auditors of the Mgmt For For
Company for the ensuing year
15 To authorise the directors to determine the Mgmt For For
remuneration of the auditors
16 To approve the directors' remuneration report Mgmt For For
for the year ended 31 December 2010 set out
in the Annual Report
17 To resolve that the rules of the Anglo American Mgmt For For
Long Term Incentive Plan 2011 produced to the
meeting and for the purposes of identification
initialled by the chairman (the 'Plan') be
approved, and the directors' adoption of the
Plan be authorised
18 To resolve that the authority conferred on the Mgmt For For
directors by Article 9.2 of the Company's
Articles of Association be renewed for the
period ending at the conclusion of the Annual
General Meeting in 2012 or on 30 June 2012,
whichever is the earlier, and for
such period the Section 551 Amount shall be
USD 72.5 million. Such authority shall be in
substitution for all previous authorities
pursuant to Section 551 of the Companies Act
2006
19 To resolve that subject to the passing of Resolution Mgmt For For
18 above, the power conferred on the directors
by Article 9.3 of the Company's Articles of
Association be renewed for the period
referred to in Resolution 18 and for such
period the Section 561 Amount shall be USD
36.2 million. Such authority shall be in substitution
for all previous powers pursuant to Section
561 of the Companies Act 2006
20 To resolve that the Company be and is generally Mgmt For For
and unconditionally authorised for
the purpose of Section 701 of the Companies
Act 2006 to make market purchases (within
the meaning of Section 693 of the Companies
Act 2006) of ordinary shares of 54 86/91
US cents each in the capital of the Company
provided that: a) the maximum number of ordinary
shares of 54 86/91 US cents each in the capital
of the Company authorised to be acquired is
197.9 million; b) the minimum price which
may be paid for an ordinary share is 54 86/91
US cents, which amount shall be exclusive of
expenses; c) the maximum price which may
be paid for an ordinary share is an amount
(exclusive of expenses) equal to the higher
of 105% of the average of the middle market
quotation for an ordinary share, as derived
from the London CONTD
CONT CONTD Stock Exchange Daily Official List, for Non-Voting No vote
the five business days immediately
preceding the day on which such ordinary share
is contracted to be purchased and the highest
current bid as stipulated by Article 5(1) of
the Buy-back and Stabilisation Regulations
2003; and d) the authority hereby conferred
shall expire at the conclusion of the Annual
General Meeting of the Company to be held in
2012 (except in relation to the purchase of
ordinary 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
21 That a general meeting other than an annual Mgmt For For
general meeting may be called on not less
than 14 clear days' notice
--------------------------------------------------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------------------------------------------------
APACHE CORPORATION Agenda Number: 933423395
--------------------------------------------------------------------------------------------------------------------------
Security: 037411105
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: APA
ISIN: US0374111054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ELECTION OF DIRECTOR: G. STEVEN FARRIS Mgmt For For
02 ELECTION OF DIRECTOR: RANDOLPH M. FERLIC Mgmt For For
03 ELECTION OF DIRECTOR: A.D. FRAZIER, JR. Mgmt For For
04 ELECTION OF DIRECTOR: JOHN A. KOCUR Mgmt For For
05 RATIFICATION OF ERNST & YOUNG AS APACHE'S INDEPENDENT Mgmt For For
AUDITORS
06 ADVISORY VOTE ON COMPENSATION OF APACHE'S NAMED Mgmt For For
EXECUTIVE OFFICERS
07 TO RECOMMEND THE FREQUENCY OF ADVISORY VOTE Mgmt 1 Year For
ON COMPENSATION OF APACHE'S NAMED EXECUTIVE
OFFICERS
08 APPROVAL OF AMENDMENT TO APACHE'S RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO AUTHORIZE ADDITIONAL COMMON
STOCK
09 APPROVAL OF AMENDMENT TO APACHE'S RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO AUTHORIZE ADDITIONAL PREFERRED
STOCK
10 APPROVAL OF APACHE'S 2011 OMNIBUS EQUITY COMPENSATION Mgmt For For
PLAN
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 933364755
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 23-Feb-2011
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM V. CAMPBELL Mgmt For For
MILLARD S. DREXLER Mgmt For For
ALBERT A. GORE, JR. Mgmt For For
STEVEN P. JOBS Mgmt For For
ANDREA JUNG Mgmt For For
ARTHUR D. LEVINSON Mgmt For For
RONALD D. SUGAR Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2011.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF THE ADVISORY Mgmt 1 Year For
VOTE ON EXECUTIVE COMPENSATION.
05 SHAREHOLDER PROPOSAL REGARDING SUCCESSION PLANNING, Shr Against For
IF PROPERLY PRESENTED AT THE MEETING.
06 SHAREHOLDER PROPOSAL REGARDING MAJORITY VOTING, Shr Against For
IF PROPERLY PRESENTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
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 For For
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
ASAHI BREWERIES,LTD. Agenda Number: 702816313
--------------------------------------------------------------------------------------------------------------------------
Security: J02100113
Meeting Type: AGM
Meeting Date: 25-Mar-2011
Ticker:
ISIN: JP3116000005
--------------------------------------------------------------------------------------------------------------------------
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. Approval of absorption-type demerger agreement Mgmt For For
3. Amend Articles to: Change Official Company Name Mgmt For For
to Asahi Group Holdings,Ltd., Expand Business
Lines
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
5.1 Appoint a Corporate Auditor Mgmt For For
5.2 Appoint a Corporate Auditor Mgmt For For
5.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ASICS CORPORATION Agenda Number: 703134178
--------------------------------------------------------------------------------------------------------------------------
Security: J03234150
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3118000003
--------------------------------------------------------------------------------------------------------------------------
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 Approve Renewal of Anti-Takeover Defense Measures Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
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 For For
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 For For
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 For For
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
ASX LTD Agenda Number: 702581958
--------------------------------------------------------------------------------------------------------------------------
Security: Q0604U105
Meeting Type: AGM
Meeting Date: 29-Sep-2010
Ticker:
ISIN: AU000000ASX7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the financial statements, the Directors' Non-Voting No vote
report and the Auditor's report for ASX
and its controlled entities for the YE 30 JUN
2010
2 Receive the financial report and the Auditor's Non-Voting No vote
report for the National Guarantee Fund
for the YE 30 JUN 2010
3 Adopt the remuneration report for the YE 30 Mgmt For For
JUN 2010
4.a Re-elect Mr. David Gonski AC as a Director of Mgmt For For
ASX, who retires by rotation
4.b Re-elect Mr. Shane Finemore as a Director of Mgmt For For
ASX, who retires by rotation
4.c Election of Ms. Jillian Broadbent AO as a Director Mgmt For For
of ASX
S.5 Amend the Company's Constitution, by making Mgmt For For
the amendments contained in the document
tabled at the AGM and signed by the Chair of
the meeting for the purposes of identification
--------------------------------------------------------------------------------------------------------------------------
AT&T INC. Agenda Number: 933378437
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Annual
Meeting Date: 29-Apr-2011
Ticker: T
ISIN: US00206R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Mgmt For For
1B ELECTION OF DIRECTOR: GILBERT F. AMELIO Mgmt For For
1C ELECTION OF DIRECTOR: REUBEN V. ANDERSON Mgmt For For
1D ELECTION OF DIRECTOR: JAMES H. BLANCHARD Mgmt For For
1E ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For
1F ELECTION OF DIRECTOR: JAMES P. KELLY Mgmt For For
1G ELECTION OF DIRECTOR: JON C. MADONNA Mgmt For For
1H ELECTION OF DIRECTOR: LYNN M. MARTIN Mgmt For For
1I ELECTION OF DIRECTOR: JOHN B. MCCOY Mgmt For For
1J ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For
1K ELECTION OF DIRECTOR: MATTHEW K. ROSE Mgmt For For
1L ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS. Mgmt For For
03 APPROVE 2011 INCENTIVE PLAN. Mgmt For For
04 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
05 ADVISORY VOTE ON FREQUENCY OF VOTE ON EXECUTIVE Mgmt 3 Years For
COMPENSATION.
06 POLITICAL CONTRIBUTIONS. Shr Against For
07 SPECIAL STOCKHOLDER MEETINGS. Shr Against For
08 WRITTEN CONSENT. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
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 For For
in accordance with the limitations set out
in the Notice of Meeting
13 To authorise the directors to allot equity securities Mgmt For For
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
--------------------------------------------------------------------------------------------------------------------------
AVON PRODUCTS, INC. Agenda Number: 933394190
--------------------------------------------------------------------------------------------------------------------------
Security: 054303102
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: AVP
ISIN: US0543031027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
W. DON CORNWELL Mgmt For For
V. ANN HAILEY Mgmt For For
FRED HASSAN Mgmt For For
ANDREA JUNG Mgmt For For
MARIA ELENA LAGOMASINO Mgmt For For
ANN S. MOORE Mgmt For For
PAUL S. PRESSLER Mgmt For For
GARY M. RODKIN Mgmt For For
PAULA STERN Mgmt For For
LAWRENCE A. WEINBACH Mgmt For For
02 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
03 HOLD AN ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt 1 Year For
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
04 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
05 APPROVE AMENDMENTS TO OUR RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION AND BY-LAWS.
--------------------------------------------------------------------------------------------------------------------------
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 Abstain Against
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 For For
21 Disapplication of pre-emption rights Mgmt For For
22 Purchase own shares Mgmt For For
23 Notice of general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BANCO SANTANDER SA, SANTANDER Agenda Number: 703057237
--------------------------------------------------------------------------------------------------------------------------
Security: E19790109
Meeting Type: OGM
Meeting Date: 17-Jun-2011
Ticker:
ISIN: ES0113900J37
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Annual accounts and corporate management. review Mgmt For For
and approve the annual accounts, including
the balance sheet, profit and loss account,
revenues and expenses report, statement of
changes in net worth, cash flow statement and
notes to the accounts, of Banco Santander,
S.A. and its consolidated Group. All of the
foregoing with reference to the fiscal year
ended 31 December 2010
1.2 Review and approve, as the case may be, the Mgmt For For
company management for the fiscal year 2010
2 Application of 2010 profits Mgmt For For
3.1 Reappointment of Dona Ana Patricia Botin Sanz Mgmt For For
de Sautuola y O Shea
3.2 Reappointment of Don Rodrigo Echenique Gordillo Mgmt For For
3.3 Reappointment of Lord Burns Mgmt For For
3.4 Reappointment of Assicurazioni Generali, S.p.A. Mgmt Abstain Against
4 Reappointment of auditors for the fiscal year Mgmt For For
2011
5.1 Articles of association amend articles 8, about Mgmt For For
capital calls, 11, about multiple ownership,
15, about exclusion of preferential rights,
16, about capital reduction, 18, about
convertible and exchangeable bonds
5.2 Amend articles 20, about competences, 24, about Mgmt For For
GM convening, 25, about general meetings,
26, about attendance rights, 28, about date
and venue, 30, about list of attendants, 34,
about distance voting, 35, about adoption of
agreements, 42, about qualitative composition
of the board, 53, about the audit and compliance
committee, 55, about period of appointment,
59, about transparency of the remuneration
regime, 61, about the corporate web site
5.3 Amend articles 62, about preparation of the Mgmt For For
annual accounts, and 69, aboutnassets and
liabilities
6.1 General meeting regulations amend the preamble Mgmt For For
and article 2, about the general meeting
of shareholders
6.2 Amend articles 4, about GM convening, 5, about Mgmt For For
GM announcement, 8, about proxy, and inclusion
of a new article 6A, about the electronic shareholder
forum
6.3 Amend articles 12, about the general meeting. Mgmt For For
19, about proposals. 21, about voting, and
the additional provision, about distance attendance
on real time
7 Delegate powers to the board to execute the Mgmt For For
resolution of the general meeting about a capital
increase, in conformity with section 297.1.a
of the capital companies act
8.1 Increase the corporate capital for the amount Mgmt For For
to be set under the terms of the agreement,
through the issue of new ordinary shares with
a nominal value of 0.5 Euros each, with no
share premium, of the same class and series
as the ones currently outstanding, by charging
the voluntary reserves resulting from non distributed
earnings. Acquisition of rights at a secured
price. Full subscription not required.
delegate powers to the board, with authority
to depute to the executive committee, to
set those terms and conditions for the capital
increase that are not established by the general
meeting, to take any necessary actions for
its execution, to restate paragraphs 1 and
2 of article 5 of the articles of association
in order to bring them into line with the
new corporate capital amount, and to execute
any necessary public or CONTD
CONT CONTD private instruments related to the increase. Non-Voting No vote
request from the relevant bodies, both in
Spain or abroad, the listing of the new shares
in Madrid, Barcelona, Bilbao and Valencia
stock exchanges, and their trading through
the Stock Exchange Linking Service, SIBE or
Mercado Continuo, as well as in the stock
exchanges of other countries where Banco Santander
shares are traded, namely Lisbon, London,
Milan, Buenos Aires, Mexico and ADSs in New
York
8.2 Increase the corporate capital for the amount Mgmt For For
to be set under the terms of the agreement,
through the issue of new ordinary shares with
a nominal value of 0.5 Euros each, with no
share premium, of the same class and series
as the ones currently outstanding, by charging
the voluntary reserves resulting from non distributed
earnings. Acquisition of rights at a secured
price. Full subscription not required.
delegate powers to the board, with authority
to depute to the executive committee, to
set those terms and conditions for the capital
increase that are not established by the general
meeting, to take any necessary actions for
its execution, to restate paragraphs 1 and
2 of article 5 of the articles of association
in order to bring them into line with the
new corporate capital amount, and to execute
any necessary public or CONTD
CONT CONTD private instruments related to the increase. Non-Voting No vote
request from the relevant bodies, both in
Spain or abroad, the listing of the new shares
in Madrid, Barcelona, Bilbao and Valencia
stock exchanges, and their trading through
the Stock Exchange Linking Service, SIBE or
Mercado Continuo, as well as in the stock
exchanges of other countries where Banco Santander
shares are traded, namely Lisbon, London,
Milan, Buenos Aires, Mexico and ADSs in New
York
9.1 Delegate powers to the Board to issue fixed Mgmt For For
income securities, or any instruments
of a similar nature, including warrants, convertible
and exchangeable for Company shares.
Set the criteria to establish the base and
types of the conversion and, or exchange,
delegating powers to the Board to increase
the capital for the necessary amount, excluding,
if necessary, the preferential subscription
rights for Shareholders. Render void the authority
granted in the agenda point 8.II of the General
Meeting held on 11 June 2010
9.2 Delegate powers to the Board to issue fixed Mgmt For For
income securities or any instruments
of a similar nature, including covered bonds,
promissory notes and warrants, not convertible
into shares
10.1 Approve the sixth cycle of the share plan linked Mgmt For For
to targets
10.2 Approve the second cycle of the deferred and Mgmt For For
conditional distribution share plan
10.3 Approve the first cycle of the deferred and Mgmt For For
conditional variable remuneration plan
10.4 Approve an incentive program for employees of Mgmt For For
Santander UK plc. and other companies of
the Group in the United Kingdom, consisting
of stock options on shares of the bank and
linked to the contribution of regular cash
payments and certain continuance requirements
11 Grant to the board of directors the authority Mgmt For For
to construe, rectify, complete, execute and
develop the agreements adopted by the meeting,
and to proceed to their public recording,
including the authority to depute the powers
granted to the board by the general meeting
12 Report on the remuneration policy for Directors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 933398491
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 11-May-2011
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MUKESH D. AMBANI Mgmt For For
1B ELECTION OF DIRECTOR: SUSAN S. BIES Mgmt For For
1C ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. Mgmt For For
1D ELECTION OF DIRECTOR: VIRGIS W. COLBERT Mgmt For For
1E ELECTION OF DIRECTOR: CHARLES K. GIFFORD Mgmt For For
1F ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, JR. Mgmt For For
1G ELECTION OF DIRECTOR: D. PAUL JONES, JR. Mgmt For For
1H ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For
1I ELECTION OF DIRECTOR: THOMAS J. MAY Mgmt For For
1J ELECTION OF DIRECTOR: BRIAN T. MOYNIHAN Mgmt For For
1K ELECTION OF DIRECTOR: DONALD E. POWELL Mgmt For For
1L ELECTION OF DIRECTOR: CHARLES O. ROSSOTTI Mgmt For For
1M ELECTION OF DIRECTOR: ROBERT W. SCULLY Mgmt For For
02 AN ADVISORY (NON-BINDING) "SAY ON PAY" VOTE Mgmt For For
TO APPROVE EXECUTIVE COMPENSATION.
03 AN ADVISORY (NON-BINDING) VOTE ON THE FREQUENCY Mgmt 1 Year For
OF FUTURE ADVISORY "SAY ON PAY" VOTES.
04 RATIFICATION OF THE REGISTERED INDEPENDENT PUBLIC Mgmt For For
ACCOUNTING FIRM FOR 2011.
05 STOCKHOLDER PROPOSAL - DISCLOSURE OF GOVERNMENT Shr Against For
EMPLOYMENT.
06 STOCKHOLDER PROPOSAL - STOCKHOLDER ACTION BY Shr Against For
WRITTEN CONSENT.
07 STOCKHOLDER PROPOSAL - MORTGAGE SERVICING OPERATIONS. Shr Against For
08 STOCKHOLDER PROPOSAL - GRASSROOTS LOBBYING. Shr Against For
09 STOCKHOLDER PROPOSAL - OTC DERIVATIVES TRADING. Shr Against For
10 STOCKHOLDER PROPOSAL - CUMULATIVE VOTING IN Shr Against For
CONTESTED ELECTIONS.
11 STOCKHOLDER PROPOSAL - RECOUPMENT OF INCENTIVE Shr Against For
COMPENSATION.
12 STOCKHOLDER PROPOSAL - PROHIBITION OF CERTAIN Shr Against For
RELOCATION BENEFITS.
--------------------------------------------------------------------------------------------------------------------------
BASF SE Agenda Number: 702877929
--------------------------------------------------------------------------------------------------------------------------
Security: D06216317
Meeting Type: AGM
Meeting Date: 06-May-2011
Ticker:
ISIN: DE000BASF111
--------------------------------------------------------------------------------------------------------------------------
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 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 of Non-Voting No vote
BASF SE and the BASF Group for the financial
year 2010; presentation of the Management's
analyses of BASF SE and the BASF Group for
the financial year 2010 including the explanatory
reports on the data according to Section 289
(4) and Section 315 (4) of the German Commercial
Code; presentation of the Report of the Supervisory
Board
2. Adoption of a resolution on the appropriation Mgmt For For
of profit
3. Adoption of a resolution giving formal approval Mgmt For For
to the actions of the members of the Supervisory
Board
4. Adoption of a resolution giving formal approval Mgmt For For
to the actions of the members of the Board
of Executive Directors
5. Election of the auditor for the financial year Mgmt For For
2011
6. By-election to the Supervisory Board: Ms. Anke Mgmt For For
Schaeferkordt
7. Adoption of a resolution on the change of the Mgmt For For
remuneration of the Audit Committee of the
Supervisory Board and the corresponding amendment
of the Statutes
8. Approval of a control and profit and loss transfer Mgmt For For
agreement between BASF SE and Styrolution GmbH
9. Approval of a control and profit and loss transfer Mgmt For For
agreement between BASF SE and BASF US Verwaltung
GmbH
--------------------------------------------------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------------------------------------------------
BHP BILLITON LTD Agenda Number: 702616612
--------------------------------------------------------------------------------------------------------------------------
Security: Q1498M100
Meeting Type: AGM
Meeting Date: 16-Nov-2010
Ticker:
ISIN: AU000000BHP4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the 2010 financial statements and reports Mgmt For For
for BHP Billiton Limited and BHP Billiton
Plc
2 Re-elect Dr. John Buchanan as a Director of Mgmt For For
BHP Billiton Limited and BHP Billiton
Plc
3 Re-elect Mr. David Crawford as a Director of Mgmt For For
BHP Billiton Limited and BHP Billiton Plc
4 Re-elect Mr. Keith Rumble as a Director of BHP Mgmt For For
Billiton Limited and BHP Billiton Plc
5 Re-elect Dr. John Schubert as a Director of Mgmt For For
BHP Billiton Limited and BHP Billiton
Plc
6 Re-elect Mr. Jacques Nasser as a Director of Mgmt For For
BHP Billiton Limited and BHP Billiton Plc
7 Election Mr. Malcolm Broomhead as a Director Mgmt For For
of BHP Billiton Limited and BHP Billiton Plc
8 Election Ms. Carolyn Hewson as a Director of Mgmt For For
BHP Billiton Limited and BHP Billiton Plc
9 Re-appoint KPMG Audit Plc as the Auditor of Mgmt For For
BHP Billiton Plc
10 Approve to renew the general authority to issue Mgmt For For
shares in BHP Billiton Plc
11 Approve to issue shares in BHP Billiton Plc Mgmt For For
for cash
12 Approve to repurchase the shares in BHP Billiton Mgmt For For
Plc
13 Approve the 2010 remuneration report Mgmt For For
14 Approve the amendments to the Long Term Incentive Mgmt For For
Plan
15 Approve the grant of awards to Mr. Marius Kloppers Mgmt For For
under the GIS and the LTIP
16 Approve the amendments to the Constitution of Mgmt For For
BHP Billiton Limited
17 Approve the amendments to the Articles of Association Mgmt For For
of BHP Billiton Plc
--------------------------------------------------------------------------------------------------------------------------
BHP BILLITON PLC Agenda Number: 702617599
--------------------------------------------------------------------------------------------------------------------------
Security: G10877101
Meeting Type: AGM
Meeting Date: 21-Oct-2010
Ticker:
ISIN: GB0000566504
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the financial statements for BHP Billiton Mgmt For For
Plc and BHP Billiton Limited for the
YE 30 JUN 2010, together with the Directors'
report and the Auditor's report, as specified
in the annual report
2 Re-elect Dr John Buchanan as a Director of each Mgmt For For
of BHP Billiton Plc and BHP Billiton Limited,
who retires by rotation
3 Re-elect Mr David Crawford as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited has served on the Board for more than
9 years, in accordance with the Board's policy
4 Re-elect Mr Keith Rumble as a Director of each Mgmt For For
of BHP Billiton Plc and BHP Billiton Limited,
who retires by rotation
5 Re-elect Dr John Schubert as a Director of each Mgmt For For
of BHP Billiton Plc and BHP Billiton Limited,
has served on the Board for more than 9 years,
in accordance with the Board's policy
6 Re-elect Mr Jacques Nasser as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited, who retires by rotation
7 Appoint Mr Malcolm Broomhead as a Director by Mgmt For For
the Board of BHP Billiton Plc and BHP Billiton
Limited
8 Appoint Ms Carolyn Hewson as a Director by the Mgmt For For
Board of BHP Billiton Plc and BHP Billiton
Limited
9 Re-appoint KPMG Audit Plc as the Auditor of Mgmt For For
BHP Billiton Plc and authorize the Directors
to agree their remuneration
10 Grant authority to allot shares in BHP Billiton Mgmt For For
Plc or to grant rights to subscribe for
or to convert any security into shares in BHP
Billiton Plc'rights' conferred on the
Directors by Article 9 of BHP Billiton Plc's
Articles of Association in accordance
with Section 551 of the United Kingdom Companies
Act 2006 be renewed for the period ending on
the later of the conclusion of the AGM
of BHP Billiton Plc and the AGM of BHP Billiton
Limited in 2011 provided that this authority
shall allow BHP Billiton Plc before the expiry
of this authority to make offers or agreements
which would or might require shares in BHP
Billiton Plc to be allotted, or rights to be
granted, after such expiry and, notwithstanding
such expiry, the Directors may allot shares
in BHP Billiton Plc, or grant rights, in CONTD.
CONT CONTD. pursuance of such offers or agreements Non-Voting No vote
and for such period the Section 551
amount under the United Kingdom Companies
Act 2006 shall be USD 277,983,328, this authority
is in substitution for all previous authorities
conferred on the Directors in accordance
with Section 551 of the United Kingdom
Companies Act 2006, but without prejudice to
any allotment of shares or grant of rights
already made or offered or agreed to be made
pursuant to such authorities
11 Authorize the Directors, pursuant to Section Mgmt For For
570 of the United Kingdom Companies
Act 2006, to allot equity securities as defined
in Section 560 of the United Kingdom Companies
Act 2006 for cash and/or to allot equity
securities which are held by BHP Billiton
Plc as treasury shares pursuant to the authority
given by Item 10 and the power conferred on
the Directors by Article 9 of BHP Billiton
Plc's Articles of Association as if section
561 of the United Kingdom Companies Act 2006
did not apply to any such allotment, provided
that this power shall be limited to the allotment
of equity securities: a) in connection
with a rights issue or other issue the subject
of an offer or invitation, open for acceptance
for a period fixed by the Directors, to
i) holders of ordinary shares on the register
on a record date CONTD.
CONT CONTD. fixed by the Directors in proportion Non-Voting No vote
as nearly as may be practicable to their
respective holdings and ii) other persons so
entitled by virtue of the rights attaching
to any other equity securities held by them,
but in both cases subject to such exclusions
or other arrangements as the Directors may
consider necessary or expedient to deal with
treasury shares, fractional entitlements
or securities represented by depositary receipts
or having regard to any legal or practical
problems under the laws of, or the
requirements of any regulatory body or stock
exchange in, any territory or otherwise
howsoever; and b) otherwise than pursuant to
this resolution, up to an aggregate nominal
amount of USD 55,778,030; CONTD.
CONT CONTD. Authority shall expire on the later Non-Voting No vote
of the conclusion of the AGM of BHP Billiton
Plc and the AGM of BHP Billiton Limited in
2011 provided that this authority shall
allow BHP Billiton Plc before the expiry of
this authority to make offers or agreements
which would or might require equity securities
to be allotted after such expiry and, notwithstanding
such expiry, the Directors may allot equity
securities in pursuance of such offers or
agreements
12 Authorize BHP Billiton Plc, in accordance with Mgmt For For
Article 6 of its Articles of Association
and Section 701 of the United Kingdom Companies
Act 2006 to make market purchases as defined
in Section 693 of that Act of ordinary shares
of USD 0.50 nominal value each in the capital
of BHP Billiton Plc'shares' provided that:
a) the maximum aggregate number of shares hereby
authorized to be purchased will be 223,112,120,
representing 10% of BHP Billiton Plc's issued
share capital; b) the minimum price that may
be paid for each share is USD 0.50, being
the nominal value of such a share; c) the maximum
price that may be paid for any share is
not more than 5% above the average of the middle
market quotations for a share taken from the
London Stock Exchange Daily CONTD.
CONT CONTD. Official List for the 5 business days Non-Voting No vote
immediately preceding the date of purchase
of the shares; Authority expire on the later
of the AGM of BHP Billiton Plc and the AGM
of BHP Billiton Limited in 2011 provided
that BHP Billiton Plc may enter into a contract
or contracts for the purchase of shares
before the expiry of this authority which would
or might be completed wholly or partly after
such expiry and may make a purchase of shares
in pursuance of any such contract or
contracts
13 Approve the remuneration report for the YE 30 Mgmt For For
JUN 2010
14 Approve the BHP Billiton Limited Long Term Incentive Mgmt For For
Plan, as amended in the manner as specified
and the BHP Billiton Plc Long Term Incentive
Plan, as amended in the manner as specified
15 Approve the grant of Deferred Shares and Options Mgmt For For
under the BHP Billiton Limited Group
Incentive Scheme and the grant of Performance
Shares under the BHP Billiton Limited Long
Term Incentive Plan to Executive Director,
Mr Marius Kloppers, in the manner as
specified
16 Amend the Constitution of BHP Billiton Limited, Mgmt For For
with effect from the close of the 2010 AGM
of BHP Billiton Limited, in the manner outlined
in the Explanatory Notes and Appendix
2 to this Notice of Meeting and as specified
in the amended Constitution tabled by the Chair
of the meeting and signed for the purposes
of identification
17 Amend the Articles of Association of BHP Billiton Mgmt For For
Plc including certain provisions of the
Memorandum of Association deemed by the United
Kingdom Companies Act 2006 to be incorporated
into the Articles of Association, with effect
from the close of the 2010 AGM of BHP Billiton
Limited, in the manner outlined in the Explanatory
Notes and Appendix 2 to this Notice of Meeting
and as specified in the amended Articles of
Association and the amended Memorandum
of Association tabled by the Chair of the meeting
and signed for the purposes of identification
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN TEXT OF RESOLUTION NUMBER 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.
--------------------------------------------------------------------------------------------------------------------------
BNP PARIBAS, PARIS Agenda Number: 702830604
--------------------------------------------------------------------------------------------------------------------------
Security: F1058Q238
Meeting Type: MIX
Meeting Date: 11-May-2011
Ticker:
ISIN: FR0000131104
--------------------------------------------------------------------------------------------------------------------------
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/2011/0309/201103091100594.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
ended December 31, 2010 and distribution
of the dividend
O.4 Special report of the Statutory Auditors on Mgmt For For
the Agreements and Undertakings pursuant
to Articles L.225-38 et seq. of the Commercial
Code, including those concluded between a company
and its corporate officers and also between
companies of a group and mutual corporate
managers
O.5 Authorization for BNP Paribas to repurchase Mgmt For For
its own shares
O.6 Renewal of Mr. Jean-Francois Lepetit's term Mgmt For For
as Board member
O.7 Renewal of Mrs. Helene Ploix's term as Board Mgmt For For
member
O.8 Renewal of Mr. Baudouin Prot's term as Board Mgmt For For
member
O.9 Renewal of Mrs. DanielaWeber-Rey's term as Board Mgmt For For
member
O.10 Appointment of Mrs. Fields Wicker-Miurin as Mgmt For For
Board member
E.11 Approval of the merger-absorption of Banque Mgmt For For
de Bretagne by BNP Paribas
E.12 Approval of the simplified cross-border merger Mgmt For For
of BNP Paribas International BV by BNP Paribas
SA
E.13 Approval of the merger-absorption of the company Mgmt For For
Cerenicim by BNP Paribas
E.14 Approval of the merger-absorption of the company Mgmt For For
SAS Noria by BNP Paribas
E.15 Authorization to carry out allocations of performance Mgmt For For
shares in favor of employees and corporate
officers of the group
E.16 Authorization to grant options to subscribe Mgmt For For
for or purchase shares in favor of employees
and corporate officers of the group
E.17 Authorization to be granted to the Board of Mgmt For For
Directors to reduce the capital by cancellation
of shares
E.18 Powers for the formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BOUYGUES SA Agenda Number: 702819547
--------------------------------------------------------------------------------------------------------------------------
Security: F11487125
Meeting Type: MIX
Meeting Date: 21-Apr-2011
Ticker:
ISIN: FR0000120503
--------------------------------------------------------------------------------------------------------------------------
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/2011/0304/201103041100547.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0401/201104011100932.pdf
O.1 Approval of the annual corporate financial statements Mgmt For For
and operations for the financial year 2010
O.2 Approval of the consolidated financial statements Mgmt For For
and operations for the financial year
2010
O.3 Allocation of income and setting the dividend Mgmt For For
O.4 Approval of the regulated Agreements and Undertakings Mgmt For For
O.5 Renewal of Mrs. Patricia Barbizet's term as Mgmt Abstain Against
Board member
O.6 Renewal of Mr. Herve Le Bouc's term as Board Mgmt For For
member
O.7 Renewal of Mr. Helman le Pas de Secheval's term Mgmt For For
as Board member
O.8 Renewal of Mr. Nonce Paolini's term as Board Mgmt For For
member
O.9 Authorization granted to the Board of Directors Mgmt For For
to allow the Company to trade its own shares
E.10 Authorization granted to the Board of Directors Mgmt For For
to reduce the share capital by cancellation
of treasury shares held by the Company
E.11 Delegation of authority granted to the Board Mgmt For For
of Directors to increase the share capital
with preferential subscription rights, by issuing
shares or securities giving access to shares
of the Company or a subsidiary's
E.12 Delegation of authority granted to the Board Mgmt For For
of Directors to increase the share capital
by incorporation of premiums, reserves or profits
E.13 Delegation of authority granted to the Board Mgmt For For
of Directors to increase the share capital
by way of a public offer with cancellation
of preferential subscription rights, by
issuing shares or securities giving access
to shares of the Company or a subsidiary's
E.14 Delegation of authority granted to the Board Mgmt For For
of Directors to issue, by way of an offer pursuant
to Article L.411-2, II of the Monetary and
Financial Code, shares and securities giving
access to the capital of the Company with
cancellation of preferential subscription
rights of shareholders
E.15 Authorization granted to the Board of Directors Mgmt For For
to set the issue price of equity securities
to be issued immediately or in the future without
preferential subscription rights,
according to the terms decided by the
General Meeting, by way of a public offer
or an offer pursuant to Article L.411-2,
II of the Monetary and Financial Code
E.16 Authorization granted to the Board of Directors Mgmt For For
to increase the number of securities to
be issued in the event of capital increase
with or without preferential subscription
rights
E.17 Delegation of powers granted to the Board of Mgmt For For
Directors to increase the share capital, in
consideration for in-kind contributions granted
to the Company and composed of equity securities
or securities giving access to the capital
of another company, outside of public exchange
offer
E.18 Delegation of authority granted to the Board Mgmt For For
of Directors to increase the share capital,
without preferential subscription rights, in
consideration for contributions of securities
in case or public exchange offer initiated
by the Company
E.19 Delegation of authority granted to the Board Mgmt For For
of Directors to issue shares as a result of
the issuance of securities by a subsidiary,
giving access to shares of the Company
E.20 Delegation of authority granted to the Board Mgmt For For
of Directors to issue any securities
entitling to the allotment of debts securities
E.21 Delegation of authority granted to the Board Mgmt For For
of Directors to increase the share capital
in favor of employees or corporate officers
of the Company or related companies participating
in a company savings plan
E.22 Authorization granted to the Board of Directors Mgmt For For
to grant options to subscribe for or purchase
shares
E.23 Delegation of authority granted to the Board Mgmt For For
of Directors to issue equity warrants during
a public offer involving stocks of the Company
E.24 Authorization granted to the Board of Directors Mgmt For For
to increase the share capital during a public
offer involving stocks of the Company
E.25 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 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.
--------------------------------------------------------------------------------------------------------------------------
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 For For
to a specified amount
19 To give authority to allot a limited number Mgmt For For
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 933386701
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 03-May-2011
Ticker: BMY
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: L. ANDREOTTI Mgmt For For
1B ELECTION OF DIRECTOR: L.B. CAMPBELL Mgmt For For
1C ELECTION OF DIRECTOR: J.M. CORNELIUS Mgmt For For
1D ELECTION OF DIRECTOR: L.J. FREEH Mgmt For For
1E ELECTION OF DIRECTOR: L.H. GLIMCHER, M.D. Mgmt For For
1F ELECTION OF DIRECTOR: M. GROBSTEIN Mgmt For For
1G ELECTION OF DIRECTOR: L. JOHANSSON Mgmt For For
1H ELECTION OF DIRECTOR: A.J. LACY Mgmt For For
1I ELECTION OF DIRECTOR: V.L. SATO, PH.D. Mgmt For For
1J ELECTION OF DIRECTOR: E. SIGAL, M.D., PH.D. Mgmt For For
1K ELECTION OF DIRECTOR: T.D. WEST, JR. Mgmt For For
1L ELECTION OF DIRECTOR: R.S. WILLIAMS, M.D. Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED Mgmt For For
EXECUTIVE OFFICERS
04 ADVISORY VOTE ON THE FREQUENCY OF THE ADVISORY Mgmt 3 Years For
VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS
05 EXECUTIVE COMPENSATION DISCLOSURE Shr Against For
06 SHAREHOLDER ACTION BY WRITTEN CONSENT Shr Against For
07 PHARMACEUTICAL PRICE RESTRAINT Shr Against For
--------------------------------------------------------------------------------------------------------------------------
BRITISH SKY BROADCASTING GROUP PLC Agenda Number: 702600594
--------------------------------------------------------------------------------------------------------------------------
Security: G15632105
Meeting Type: AGM
Meeting Date: 22-Oct-2010
Ticker:
ISIN: GB0001411924
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the financial statements for the YE Mgmt For For
30 JUN 2010, together with the report of
the Directors and Auditors thereon
2 Declare a final dividend for the YE 30 JUN 2010 Mgmt For For
3 Re-appoint Jeremy Darroch as a Director Mgmt For For
4 Re-appoint Andrew Griffith as a Director Mgmt For For
5 Re-appoint James Murdoch as a Director Member Mgmt For For
of The Bigger Picture Committee
6 Re-appoint Daniel Rimer as a Director Member Mgmt For For
of Remuneration Committee
7 Re-appoint David F. DeVoe as a Director Mgmt For For
8 Re-appoint Allan Leighton as a Director Member Mgmt For For
of Audit Committee
9 Re-appoint Arthur Siskind as a Director Member Mgmt For For
of Corporate Governance and Nominations Committee
10 Re-appoint David Evans as a Director Member Mgmt For For
of Remuneration Committee
11 Re-appoint Deloitte LLP as the Auditors of the Mgmt For For
Company and to authorize the Directors to
agree their remuneration
12 Approve the report on Directors' remuneration Mgmt For For
for the YE 30 JUN 2010
13 Authorize the Company and its subsidiaries to Mgmt For For
make political donations and incur political
expenditure
14 Authorize the Directors to allot shares under Mgmt For For
Section 551 of the Companies Act 2006
S.15 Approve to disapply statutory pre-emption rights Mgmt For For
S.16 Approve to allow the Company to hold general Mgmt For For
meetings other than annual general meetings
on 14 days' notice
--------------------------------------------------------------------------------------------------------------------------
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 For For
5. Issuance of Share Options as Stock Options without Mgmt For For
Compensation
--------------------------------------------------------------------------------------------------------------------------
CAP GEMINI SA, PARIS Agenda Number: 702922368
--------------------------------------------------------------------------------------------------------------------------
Security: F13587120
Meeting Type: MIX
Meeting Date: 26-May-2011
Ticker:
ISIN: FR0000125338
--------------------------------------------------------------------------------------------------------------------------
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/2011/0406/201104061101097.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0509/201105091102011.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 Regulated Agreements Mgmt For For
O.4 Allocation of income and dividend Mgmt For For
O.5 Attendance allowances allocated to the Board Mgmt For For
members
O.6 Authorization for a share repurchase program Mgmt For For
- within the limit of a maximum number of
shares equal to 10% of its share capital
E.7 Authorization granted to the Board of Directors Mgmt For For
to cancel shares repurchased by the Company
under the share repurchase program
E.8 Delegation of powers granted to the Board of Mgmt For For
Directors to carry out a capital increase reserved
for members of company savings plans of the
Capgemini Group
E.9 Delegation of powers granted to the Board of Mgmt For For
Directors to carry out a capital increase reserved
for employees of some foreign subsidiaries
under similar conditions than those offered
under the previous resolution
E.10 Delegation of powers granted to the Board of Mgmt For For
Directors to issue redeemable share subscription
and/or purchase warrants (BSAAR) in favor of
employees and corporate officers of the Company
and of its subsidiaries without
shareholders' preferential subscription rights
E.11 Authorization granted to the Board of Directors Mgmt For For
to carry out an allocation of shares under
performance condition to employees and corporate
officers of the Company and its French and
foreign subsidiaries
E.12 Amendment of Article 11 of the Statutes to allow Mgmt For For
the appointment of a shareholder employee
as Board member
E.13 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 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.
--------------------------------------------------------------------------------------------------------------------------
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.
--------------------------------------------------------------------------------------------------------------------------
CHECK POINT SOFTWARE TECHNOLOGIES LTD. Agenda Number: 933435592
--------------------------------------------------------------------------------------------------------------------------
Security: M22465104
Meeting Type: Annual
Meeting Date: 24-May-2011
Ticker: CHKP
ISIN: IL0010824113
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
GIL SHWED Mgmt For For
MARIUS NACHT Mgmt For For
JERRY UNGERMAN Mgmt For For
DAN PROPPER Mgmt For For
DAVID RUBNER Mgmt For For
DR. TAL SHAVIT Mgmt For For
02 RE-ELECTION OF TWO OUTSIDE DIRECTORS: IRWIN Mgmt For For
FEDERMAN AND RAY ROTHROCK.
03 TO RATIFY THE APPOINTMENT AND COMPENSATION OF Mgmt For For
KOST, FORER, GABBAY & KASIERER, A MEMBER OF
ERNST & YOUNG GLOBAL, AS CHECK POINT'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2011.
04 TO AMEND THE FEE STRUCTURE FOR CHECK POINT'S Mgmt For For
DIRECTORS.
05 TO APPROVE COMPENSATION TO CHECK POINT'S CHIEF Mgmt For For
EXECUTIVE OFFICER WHO IS ALSO THE CHAIRMAN
OF THE BOARD OF DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
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 Against For
09 FINANCIAL RISKS FROM CLIMATE CHANGE. Shr Against For
10 HYDRAULIC FRACTURING. Shr Against For
11 OFFSHORE OIL WELLS. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 933332265
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102
Meeting Type: Annual
Meeting Date: 18-Nov-2010
Ticker: CSCO
ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: CAROL A. BARTZ Mgmt For For
1B ELECTION OF DIRECTOR: M. MICHELE BURNS Mgmt For For
1C ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS Mgmt For For
1D ELECTION OF DIRECTOR: LARRY R. CARTER Mgmt For For
1E ELECTION OF DIRECTOR: JOHN T. CHAMBERS Mgmt For For
1F ELECTION OF DIRECTOR: BRIAN L. HALLA Mgmt For For
1G ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY Mgmt For For
1H ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH Mgmt For For
1I ELECTION OF DIRECTOR: RODERICK C. MCGEARY Mgmt For For
1J ELECTION OF DIRECTOR: MICHAEL K. POWELL Mgmt For For
1K ELECTION OF DIRECTOR: ARUN SARIN Mgmt For For
1L ELECTION OF DIRECTOR: STEVEN M. WEST Mgmt For For
1M ELECTION OF DIRECTOR: JERRY YANG Mgmt For For
02 TO APPROVE A NON-BINDING ADVISORY RESOLUTION Mgmt For For
REGARDING EXECUTIVE COMPENSATION.
03 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS CISCO'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
JULY 30, 2011.
04 PROPOSAL SUBMITTED BY A SHAREHOLDER TO AMEND Shr Against For
CISCO'S BYLAWS TO ESTABLISH A BOARD COMMITTEE
ON ENVIRONMENTAL SUSTAINABILITY.
05 PROPOSAL SUBMITTED BY SHAREHOLDERS REQUESTING Shr Against For
THE BOARD TO PUBLISH A REPORT TO SHAREHOLDERS,
WITHIN SIX MONTHS, PROVIDING A SUMMARIZED LISTING
AND ASSESSMENT OF CONCRETE STEPS CISCO COULD
REASONABLY TAKE TO REDUCE THE LIKELIHOOD THAT
ITS BUSINESS PRACTICES MIGHT ENABLE OR ENCOURAGE
THE VIOLATION OF HUMAN RIGHTS, AS SET FORTH
IN THE ACCOMPANYING PROXY STATEMENT.
06 PROPOSAL SUBMITTED BY A SHAREHOLDER REQUESTING Shr Against For
THAT CISCO ADOPT AND IMPLEMENT A POLICY RESTRICTING
CERTAIN SALES IN CHINA, ADOPT A RELATED OVERSIGHT
AND COMPLIANCE SYSTEM WITH RESPECT TO HUMAN
RIGHTS IMPACTS AND PROVIDE PUBLIC DISCLOSURE
OF CISCO'S SALES TO CHINA AND CERTAIN OTHER
GOVERNMENTS, AS SET FORTH IN THE ACCOMPANYING
PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
CITIGROUP INC. Agenda Number: 933378336
--------------------------------------------------------------------------------------------------------------------------
Security: 172967101
Meeting Type: Annual
Meeting Date: 21-Apr-2011
Ticker: C
ISIN: US1729671016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ALAIN J.P. BELDA Mgmt For For
1B ELECTION OF DIRECTOR: TIMOTHY C. COLLINS Mgmt For For
1C ELECTION OF DIRECTOR: JERRY A. GRUNDHOFER Mgmt For For
1D ELECTION OF DIRECTOR: ROBERT L. JOSS Mgmt For For
1E ELECTION OF DIRECTOR: MICHAEL E. O'NEILL Mgmt For For
1F ELECTION OF DIRECTOR: VIKRAM S. PANDIT Mgmt For For
1G ELECTION OF DIRECTOR: RICHARD D. PARSONS Mgmt For For
1H ELECTION OF DIRECTOR: LAWRENCE R. RICCIARDI Mgmt For For
1I ELECTION OF DIRECTOR: JUDITH RODIN Mgmt For For
1J ELECTION OF DIRECTOR: ROBERT L. RYAN Mgmt For For
1K ELECTION OF DIRECTOR: ANTHONY M. SANTOMERO Mgmt For For
1L ELECTION OF DIRECTOR: DIANA L. TAYLOR Mgmt For For
1M ELECTION OF DIRECTOR: WILLIAM S. THOMPSON, JR. Mgmt For For
1N ELECTION OF DIRECTOR: ERNESTO ZEDILLO Mgmt For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Mgmt For For
AS CITI'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2011.
03 PROPOSAL TO APPROVE AN AMENDMENT TO THE CITIGROUP Mgmt For For
2009 STOCK INCENTIVE PLAN.
04 APPROVAL OF CITI'S 2011 EXECUTIVE PERFORMANCE Mgmt For For
PLAN.
05 ADVISORY VOTE ON CITI'S 2010 EXECUTIVE COMPENSATION. Mgmt For For
06 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION.
07 PROPOSAL TO APPROVE THE REVERSE STOCK SPLIT Mgmt For For
EXTENSION.
08 STOCKHOLDER PROPOSAL REGARDING POLITICAL NON-PARTISANSHIP.Shr Against For
09 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
POLITICAL CONTRIBUTIONS.
10 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RESTORING TRUST AND CONFIDENCE IN THE FINANCIAL
SYSTEM.
11 STOCKHOLDER PROPOSAL REQUESTING THAT STOCKHOLDERS Shr Against For
HOLDING 15% OR ABOVE HAVE THE RIGHT TO CALL
SPECIAL STOCKHOLDER MEETINGS.
12 STOCKHOLDER PROPOSAL REQUESTING THAT THE AUDIT Shr Against For
COMMITTEE CONDUCT AN INDEPENDENT REVIEW AND
REPORT ON CONTROLS RELATED TO LOANS, FORECLOSURES,
AND SECURITIZATIONS.
--------------------------------------------------------------------------------------------------------------------------
CNOOC LTD Agenda Number: 702697282
--------------------------------------------------------------------------------------------------------------------------
Security: Y1662W117
Meeting Type: EGM
Meeting Date: 24-Nov-2010
Ticker:
ISIN: HK0883013259
--------------------------------------------------------------------------------------------------------------------------
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/20101103/LTN20101103035.pdf
CMMT PLEASE NOTE THAT EUROCLEAR DOES NOT OFFER ANY Non-Voting No vote
VOTING SERVICES ON THIS ISSUE. THIS NOTICE
IS SENT FOR INFORMATION PURPOSES ONLY. BY DEFAULT
EOC WILL TAKE NO ACTION.
1 To approve the Non-exempt Continuing Connected Mgmt For For
Transactions
2 To approve the Proposed Caps for each category Mgmt For For
of the Non-exempt Continuing Connected Transactions
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.
--------------------------------------------------------------------------------------------------------------------------
CNOOC LTD Agenda Number: 702926998
--------------------------------------------------------------------------------------------------------------------------
Security: Y1662W117
Meeting Type: AGM
Meeting Date: 27-May-2011
Ticker:
ISIN: HK0883013259
--------------------------------------------------------------------------------------------------------------------------
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/20110407/LTN20110407065.pdf
A1 To receive and consider the audited Statement Mgmt For For
of Accounts together with the Report of the
Directors and Independent Auditors' Report
thereon for the year ended 31 December 2010
A2 To declare a final dividend for the year ended Mgmt For For
31 December 2010
A3I To re-elect Mr. Wang Yilin as Non-executive Mgmt For For
Director
A3II To re-elect Mr. Li Fanrong as Executive Director Mgmt For For
A3III To re-elect Mr. Lawrence J. Lau as Independent Mgmt For For
Non-executive Director
A3IV To re-elect Mr. Wang Tao as Independent Non-executive Mgmt For For
Director
A3V To authorise the Board of Directors to fix the Mgmt For For
remuneration of each of the Directors
A4 To re-appoint the Company's independent auditors Mgmt For For
and to authorise the Board of Directors to
fix their remuneration
B1 To grant a general mandate to the Directors Mgmt For For
to repurchase shares in the capital of
the Company not exceeding 10% of the share
capital of the Company in issue as at the
date of passing of this resolution
B2 To grant a general mandate to the Directors Mgmt For For
to allot, issue and deal with additional
shares in the capital of the Company not exceeding
20% of the share capital of the Company
in issue as at the date of passing of this
resolution
B3 To extend the general mandate granted to the Mgmt For For
Directors to allot, issue and deal with
shares in the capital of the Company by the
aggregate number of shares repurchased,
which shall not exceed 10% of the share capital
of the Company in issue as at the date of
passing of this resolution
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF ACTUAL RECORD DATE AND CHANGE IN DIRECTOR
NAME FOR RESOLUTION NO. A3.1. 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.
--------------------------------------------------------------------------------------------------------------------------
COCHLEAR LTD Agenda Number: 702606813
--------------------------------------------------------------------------------------------------------------------------
Security: Q25953102
Meeting Type: AGM
Meeting Date: 19-Oct-2010
Ticker:
ISIN: AU000000COH5
--------------------------------------------------------------------------------------------------------------------------
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 Receive the financial report, the Directors' Mgmt For For
report and the Auditor's report in respect
of the year ended 30 JUN 2010
2.1 Adopt the remuneration report Mgmt For For
3.1 Re-elect Mr. Donal O'Dwyer as a Director of Mgmt For For
the Company
3.2 Re-elect Prof. Edward Byrne, AO as a Director Mgmt For For
of the Company
3.3 Re-elect Mrs. Yasmin Allen as a Director of Mgmt For For
the Company
4 Approve to issue, allocate or transfer of securities Mgmt For For
to the Chief Executive Officer/President,
Dr. Christopher Roberts under the Cochlear
Executive Long Term Incentive Plan
--------------------------------------------------------------------------------------------------------------------------
COMPANHIA DE BEBIDAS DAS AMERS - AMBEV Agenda Number: 702885433
--------------------------------------------------------------------------------------------------------------------------
Security: P0273S127
Meeting Type: AGM
Meeting Date: 29-Apr-2011
Ticker:
ISIN: BRAMBVACNPR1
--------------------------------------------------------------------------------------------------------------------------
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 THE PREFERRED SHAREHOLDERS Non-Voting No vote
CAN VOTE ON ITEM III AND IV ONLY. THANK YOU.
CMMT PLEASE NOTE THAT SHAREHOLDERS SUBMITTING A VOTE Non-Voting No vote
TO ELECT A MEMBER MUST INCLUDE THE NAME
OF THE CANDIDATE TO BE ELECTED. IF INSTRUCTIONS
TO VOTE ON THIS ITEM IS RECEIVED WITHOUT
A CANDIDATE'S NAME, YOUR VOTE WILL BE PROCESSED
IN FAVOR OR AGAINST OF THE DEFAULT COMPANY'S
CANDIDATE. THANK YOU.
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND 'AGAINST' Non-Voting No vote
IN THE SAME AGENDA ITEM ARE NOT ALLOWED.
ONLY VOTES IN FAVOR AND/OR ABSTAIN OR AGAINST
AND/OR ABSTAIN ARE ALLOWED. THANK YOU
I To receive the accounts of the board of directors, Non-Voting No vote
examine, discuss and vote on the financial
statements regarding the 2010 fiscal year
II To resolve regarding the allocation of the net Non-Voting No vote
profit from the fiscal year that ended on
December 31, 2010, as well as to ratify the
distribution of interest on shareholder
equity and dividends approved by the board
of directors at meetings held on March
1, 2010, September 27, 2010, October 26 and
27, 2010, and February 28, 2011
III To elect the members of the board of directors Mgmt For For
IV To elect the members of the fiscal committee Mgmt For For
of the company and their respective
substitutes
V To ratify the amounts paid as aggregate remuneration Non-Voting No vote
attributed to the managers of the company
for the fiscal year that ended on December
31, 2010, and to establish the aggregate remuneration
of the managers and members of the finance
committee of the company for the 2011 fiscal
year
--------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 933398732
--------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 11-May-2011
Ticker: COP
ISIN: US20825C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RICHARD L. ARMITAGE Mgmt For For
1B ELECTION OF DIRECTOR: RICHARD H. AUCHINLECK Mgmt For For
1C ELECTION OF DIRECTOR: JAMES E. COPELAND, JR. Mgmt For For
1D ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Mgmt For For
1E ELECTION OF DIRECTOR: RUTH R. HARKIN Mgmt For For
1F ELECTION OF DIRECTOR: HAROLD W. MCGRAW III Mgmt For For
1G ELECTION OF DIRECTOR: JAMES J. MULVA Mgmt For For
1H ELECTION OF DIRECTOR: ROBERT A. NIBLOCK Mgmt For For
1I ELECTION OF DIRECTOR: HARALD J. NORVIK Mgmt For For
1J ELECTION OF DIRECTOR: WILLIAM K. REILLY Mgmt For For
1K ELECTION OF DIRECTOR: VICTORIA J. TSCHINKEL Mgmt For For
1L ELECTION OF DIRECTOR: KATHRYN C. TURNER Mgmt For For
1M ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. Mgmt For For
02 PROPOSAL TO RATIFY APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS CONOCOPHILLIPS' INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2011.
03 ADVISORY APPROVAL OF EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTE Mgmt 1 Year
ON EXECUTIVE COMPENSATION.
05 APPROVAL OF 2011 OMNIBUS STOCK AND PERFORMANCE Mgmt For For
INCENTIVE PLAN.
06 GENDER EXPRESSION NON-DISCRIMINATION. Shr Against For
07 POLITICAL CONTRIBUTIONS. Shr Against For
08 REPORT ON GRASSROOTS LOBBYING EXPENDITURES. Shr Against For
09 ACCIDENT RISK MITIGATION. Shr Against For
10 COMPANY ENVIRONMENTAL POLICY (LOUISIANA WETLANDS). Shr Against For
11 GREENHOUSE GAS REDUCTION TARGETS. Shr Against For
12 REPORT ON FINANCIAL RISKS FROM CLIMATE CHANGE. Shr Against For
13 CANADIAN OIL SANDS. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
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.
--------------------------------------------------------------------------------------------------------------------------
DANAHER CORPORATION Agenda Number: 933405741
--------------------------------------------------------------------------------------------------------------------------
Security: 235851102
Meeting Type: Annual
Meeting Date: 10-May-2011
Ticker: DHR
ISIN: US2358511028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: H. LAWRENCE CULP, JR. Mgmt For For
1B ELECTION OF DIRECTOR: MITCHELL P. RALES Mgmt For For
1C ELECTION OF DIRECTOR: ELIAS A. ZERHOUNI, M.D. Mgmt For For
02 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS DANAHER'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2011.
03 TO APPROVE AN AMENDMENT TO DANAHER'S RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO DECLASSIFY
THE BOARD OF DIRECTORS.
04 TO APPROVE AN AMENDMENT TO DANAHER'S RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO ALLOW HOLDERS
OF TWENTY-FIVE PERCENT (25%) OR MORE OF DANAHER'S
SHARES TO CALL A SPECIAL MEETING OF SHAREHOLDERS.
05 TO APPROVE AMENDMENTS TO DANAHER'S 2007 STOCK Mgmt For For
INCENTIVE PLAN AND MATERIAL TERMS OF PLAN PERFORMANCE
GOALS.
06 TO APPROVE AN ADVISORY VOTE ON THE COMPANY'S Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
07 TO APPROVE AN ADVISORY VOTE ON THE FREQUENCY Mgmt 1 Year For
OF FUTURE SHAREHOLDER ADVISORY VOTES ON THE
COMPANY'S EXECUTIVE OFFICER COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
DANONE, PARIS Agenda Number: 702819600
--------------------------------------------------------------------------------------------------------------------------
Security: F12033134
Meeting Type: MIX
Meeting Date: 28-Apr-2011
Ticker:
ISIN: FR0000120644
--------------------------------------------------------------------------------------------------------------------------
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/2011/0304/201103041100550.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 for the financial year Mgmt For For
ended December 31, 2010 and setting the
dividend at EUR 1.30 per share
O.4 Ratification of the co-optation of Mr. Yoshihiro Mgmt For For
Kawabata as Board member
O.5 Renewal of Mr. Bruno Bonnell's term as Board Mgmt For For
member
O.6 Renewal of Mr. Bernard Hours's term as Board Mgmt For For
member
O.7 Renewal of Mr. Yoshihiro Kawabata's term as Mgmt For For
Board member
O.8 Renewal of Mr. Jacques Vincent's term as Board Mgmt For For
member
O.9 Appointment of Mrs. Isabelle Seillier as Board Mgmt For For
member
O.10 Appointment of Mr. Jean-Michel Severino as Board Mgmt For For
member
O.11 Approval of the Agreements referred to in the Mgmt For For
Statutory Auditors' special report
O.12 Approval of the Agreements and Undertakings Mgmt For For
pursuant to Articles L.225-38 and L.225-42-l
of the Commercial Code relating to Mr. Bernard
Hours
O.13 Authorization to be granted to the Board of Mgmt For For
Directors to purchase, hold or transfer
Company's shares
E.14 Delegation of authority to the Board of Directors Mgmt For For
to issue ordinary shares of the Company and
securities giving access to the capital of
the Company, with preferential subscription
rights of shareholders
E.15 Delegation of authority to the Board of Directors Mgmt For For
to issue ordinary shares of the Company and
securities giving access to the capital of
the Company, with cancellation of preferential
subscription rights of shareholders, but with
obligation to grant a priority right
E.16 Delegation of authority to the Board of Directors Mgmt For For
in the event of capital increase with or
with cancellation of preferential subscription
rights of shareholders to increase the
amount of issuable securities
E.17 Delegation of authority to the Board of Directors Mgmt For For
to issue ordinary shares and securities
giving access to the capital of the Company,
in the event of public exchange offer initiated
by the Company
E.18 Delegation of powers to the Board of Directors Mgmt For For
to issue 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.19 Delegation of authority to the Board of Directors Mgmt For For
to increase the Company's capital by incorporation
of reserves, profits or premiums or other amounts
which capitalization is authorized
E.20 Delegation of authority to the Board of Directors Mgmt For For
to carry out capital increases reserved
for employees participating in a company savings
plan and/or transfers of reserved securities
E.21 Authorization granted to the Board of Directors Mgmt For For
to reduce capital by cancellation
of shares
E.22 Powers for formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DELL INC. Agenda Number: 933291750
--------------------------------------------------------------------------------------------------------------------------
Security: 24702R101
Meeting Type: Annual
Meeting Date: 12-Aug-2010
Ticker: DELL
ISIN: US24702R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JAMES W. BREYER Mgmt For For
DONALD J. CARTY Mgmt For For
MICHAEL S. DELL Mgmt For For
WILLIAM H. GRAY, III Mgmt For For
JUDY C. LEWENT Mgmt For For
THOMAS W. LUCE, III Mgmt For For
KLAUS S. LUFT Mgmt For For
ALEX J. MANDL Mgmt For For
SHANTANU NARAYEN Mgmt For For
SAM NUNN Mgmt For For
H. ROSS PEROT, JR. Mgmt For For
02 RATIFICATION OF INDEPENDENT AUDITOR Mgmt For For
03 AMENDMENT OF CERTIFICATE OF INCORPORATION TO Mgmt For For
ELIMINATE SUPERMAJORITY VOTE PROVISIONS
SH1 REIMBURSEMENT OF PROXY EXPENSES Shr Against For
SH2 ADVISORY VOTE ON EXECUTIVE COMPENSATION Shr Against For
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE BOERSE Agenda Number: 702878058
--------------------------------------------------------------------------------------------------------------------------
Security: D1882G119
Meeting Type: AGM
Meeting Date: 12-May-2011
Ticker:
ISIN: DE0005810055
--------------------------------------------------------------------------------------------------------------------------
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 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.
1. Presentation of the approved annual and consolidated Non-Voting No vote
annual financial statements, the management
report of Deutsche Boerse Aktiengesellschaft
and the Group management report as at 31 December
2010, the report of the Supervisory Board,
the explanatory report of the Executive Board
on disclosures pursuant to sections 289 (4)
and (5), 315 (2) no. 5 and (4) of the German
Commercial Code (Handelsgesetzbuch - HGB) and
the proposal for the use of unappropriated
profits
2. Use of unappropriated profits Mgmt For For
3. Resolution to approve the acts of the members Mgmt For For
of the Executive Board
4. Resolution to approve the acts of the members Mgmt For For
of the Supervisory Board
5. Rescission of the existing Authorized Capital Mgmt For For
I, creation of a new Authorized Capital I with
the option of excluding subscription rights
and amendments to the Articles of Incorporation
6. Authorization to acquire own shares even under Mgmt For For
the exclusion of rights of tender in accordance
with section 71 (1) no. 8 of the AktG and to
use them, even under the exclusion of subscription
rights, including authorization to redeem acquired
own shares and to implement a capital reduction
and to rescind the existing authorization to
acquire own shares
7. Authorization to use derivatives in the acquisition Mgmt For For
of own shares in accordance with section 71
(1) no. 8 of the AktG and to exclude subscription
rights and tender rights including the authorization
to cancel acquired own shares and to implement
a capital reduction
8. Amendments of paragraph 18 of the Articles of Mgmt For For
Incorporation
9. Election of the auditor and Group auditor for Mgmt For For
financial year 2011 as well as the auditor
for the review of the condensed financial statements
and the interim management report for the first
half of financial year 2011
--------------------------------------------------------------------------------------------------------------------------
DEVON ENERGY CORPORATION Agenda Number: 933435491
--------------------------------------------------------------------------------------------------------------------------
Security: 25179M103
Meeting Type: Annual
Meeting Date: 08-Jun-2011
Ticker: DVN
ISIN: US25179M1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ROBERT H. HENRY Mgmt For For
JOHN A. HILL Mgmt For For
MICHAEL M. KANOVSKY Mgmt For For
ROBERT A. MOSBACHER, JR Mgmt For For
J. LARRY NICHOLS Mgmt For For
DUANE C. RADTKE Mgmt For For
MARY P. RICCIARDELLO Mgmt For For
JOHN RICHELS Mgmt For For
02 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
03 ADVISORY VOTE ON THE FREQUENCY OF AN ADVISORY Mgmt 1 Year For
VOTE ON EXECUTIVE COMPENSATION.
04 AMEND THE RESTATED CERTIFICATE OF INCORPORATION Mgmt For For
TO ELIMINATE SUPERMAJORITY VOTING PROVISIONS.
05 AMEND AND RESTATE THE RESTATED CERTIFICATE OF Mgmt For For
INCORPORATION TO REMOVE UNNECESSARY AND OUTDATED
PROVISIONS.
06 RATIFY THE APPOINTMENT OF THE COMPANY'S INDEPENDENT Mgmt For For
AUDITORS FOR 2011.
07 SHAREHOLDER ACTION BY WRITTEN CONSENT. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
DIAGEO PLC Agenda Number: 702606368
--------------------------------------------------------------------------------------------------------------------------
Security: G42089113
Meeting Type: AGM
Meeting Date: 14-Oct-2010
Ticker:
ISIN: GB0002374006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the report and accounts 2010 Mgmt For For
2 Approve the Directors' remuneration report 2010 Mgmt For For
3 Declare the final dividend Mgmt For For
4 Re-elect PB Bruzelius as a Director Mgmt Abstain Against
5 Re-elect LM Danon as a Director Mgmt For For
6 Re-elect BD Holden as a Director Mgmt For For
7 Re-elect Lord Hollick as a Director Mgmt For For
8 Re-elect Dr FB Humer as a Director Mgmt For For
9 Re-elect PG Scott as a Director Mgmt For For
10 Re-elect HT Stitzer as a Director Mgmt For For
11 Re-elect PA Walker as a Director Mgmt For For
12 Re-elect PS Walsh as a Director Mgmt For For
13 Election of Lord Davies as a Director Mgmt For For
14 Election of DA Mahlan as a Director Mgmt For For
15 Re-appoint the Auditor Mgmt For For
16 Approve the remuneration of Auditor Mgmt For For
17 Authorize to allot shares Mgmt For For
18 Approve the disapplication of pre-emption rights Mgmt For For
19 Authorize to purchase own ordinary shares Mgmt For For
20 Authorize to make political donations and/or Mgmt For For
to incur political expenditure in the EU
21 Amend the Diageo Plc 2001 Share Incentive Plan Mgmt For For
22 Adopt the Diageo Plc 2010 Sharesave Plan Mgmt For For
23 Authorize to establish International share plans Mgmt For For
24 Approve the reduced notice of a general meeting Mgmt For For
other than an AGM
--------------------------------------------------------------------------------------------------------------------------
DUKE ENERGY CORPORATION Agenda Number: 933388539
--------------------------------------------------------------------------------------------------------------------------
Security: 26441C105
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: DUK
ISIN: US26441C1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM BARNET, III Mgmt For For
G. ALEX BERNHARDT, SR. Mgmt For For
MICHAEL G. BROWNING Mgmt For For
DANIEL R. DIMICCO Mgmt For For
JOHN H. FORSGREN Mgmt For For
ANN MAYNARD GRAY Mgmt For For
JAMES H. HANCE, JR. Mgmt For For
E. JAMES REINSCH Mgmt For For
JAMES T. RHODES Mgmt For For
JAMES E. ROGERS Mgmt For For
PHILIP R. SHARP Mgmt For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP AS DUKE Mgmt For For
ENERGY CORPORATION'S INDEPENDENT PUBLIC ACCOUNTANT
FOR 2011
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF AN ADVISORY Mgmt 1 Year For
VOTE ON EXECUTIVE COMPENSATION
05 SHAREHOLDER PROPOSAL RELATING TO PREPARATION Shr Against For
OF A REPORT ON DUKE ENERGY CORPORATION'S GLOBAL
WARMING-RELATED LOBBYING ACTIVITIES
06 SHAREHOLDER PROPOSAL REGARDING THE ISSUANCE Shr Against For
OF A REPORT ON THE FINANCIAL RISKS OF CONTINUED
RELIANCE ON COAL
07 SHAREHOLDER PROPOSAL REGARDING AN AMENDMENT Shr Against For
TO OUR ORGANIZATIONAL DOCUMENTS TO REQUIRE
MAJORITY VOTING FOR THE ELECTION OF DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
E. I. DU PONT DE NEMOURS AND COMPANY Agenda Number: 933385521
--------------------------------------------------------------------------------------------------------------------------
Security: 263534109
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: DD
ISIN: US2635341090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RICHARD H. BROWN Mgmt For For
1B ELECTION OF DIRECTOR: ROBERT A. BROWN Mgmt For For
1C ELECTION OF DIRECTOR: BERTRAND P. COLLOMB Mgmt For For
1D ELECTION OF DIRECTOR: CURTIS J. CRAWFORD Mgmt For For
1E ELECTION OF DIRECTOR: ALEXANDER M. CUTLER Mgmt For For
1F ELECTION OF DIRECTOR: ELEUTHERE I. DU PONT Mgmt For For
1G ELECTION OF DIRECTOR: MARILLYN A. HEWSON Mgmt For For
1H ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For
1I ELECTION OF DIRECTOR: ELLEN J. KULLMAN Mgmt For For
1J ELECTION OF DIRECTOR: WILLIAM K. REILLY Mgmt For For
02 ON RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 ON AMENDED EQUITY AND INCENTIVE PLAN Mgmt For For
04 TO APPROVE, BY ADVISORY VOTE, EXECUTIVE COMPENSATION Mgmt For For
05 TO RECOMMEND, BY ADVISORY VOTE, THE FREQUENCY Mgmt 1 Year For
OF EXECUTIVE COMPENSATION VOTES
06 ON SPECIAL SHAREOWNER MEETINGS Shr Against For
07 ON GENETICALLY ENGINEERED SEED Shr Against For
08 ON EXECUTIVE COMPENSATION REPORT Shr Against For
--------------------------------------------------------------------------------------------------------------------------
EATON CORPORATION Agenda Number: 933385230
--------------------------------------------------------------------------------------------------------------------------
Security: 278058102
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: ETN
ISIN: US2780581029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: GEORGE S. BARRETT Mgmt For For
1B ELECTION OF DIRECTOR: TODD M. BLUEDORN Mgmt For For
1C ELECTION OF DIRECTOR: NED C. LAUTENBACH Mgmt For For
1D ELECTION OF DIRECTOR: GREGORY R. PAGE Mgmt For For
02 APPROVING AMENDMENTS TO THE AMENDED REGULATIONS Mgmt For For
TO PROVIDE FOR THE ANNUAL ELECTION OF ALL DIRECTORS.
IMPLEMENTATION OF THIS PROPOSAL 2 IS CONDITIONED
UPON THE APPROVAL OF PROPOSAL 3.
03 APPROVING AMENDMENTS TO THE AMENDED AND RESTATED Mgmt For For
ARTICLES OF INCORPORATION AND THE AMENDED REGULATIONS
TO ELIMINATE CUMULATIVE VOTING IN THE ELECTION
OF DIRECTORS.
04 RATIFYING THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS INDEPENDENT AUDITOR FOR 2011.
05 APPROVING, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION. Mgmt For For
06 TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year For
OF FUTURE NON-BINDING EXECUTIVE COMPENSATION
VOTES.
--------------------------------------------------------------------------------------------------------------------------
EBAY INC. Agenda Number: 933401010
--------------------------------------------------------------------------------------------------------------------------
Security: 278642103
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: EBAY
ISIN: US2786421030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: FRED D. ANDERSON Mgmt For For
1B ELECTION OF DIRECTOR: EDWARD W. BARNHOLT Mgmt For For
1C ELECTION OF DIRECTOR: SCOTT D. COOK Mgmt For For
1D ELECTION OF DIRECTOR: JOHN J. DONAHOE Mgmt For For
02 ADVISORY VOTE ON COMPENSATION OF OUR NAMED EXECUTIVE Mgmt For For
OFFICERS.
03 ADVISORY VOTE ON THE FREQUENCY OF THE ADVISORY Mgmt 1 Year For
VOTE ON COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
04 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT AUDITORS FOR OUR FISCAL
YEAR ENDING DECEMBER 31, 2011.
05 STOCKHOLDER PROPOSAL REGARDING SUPERMAJORITY Shr Against For
STOCKHOLDER VOTING STANDARDS.
--------------------------------------------------------------------------------------------------------------------------
ELEKTA AB Agenda Number: 702583205
--------------------------------------------------------------------------------------------------------------------------
Security: W2479G107
Meeting Type: AGM
Meeting Date: 21-Sep-2010
Ticker:
ISIN: SE0000163628
--------------------------------------------------------------------------------------------------------------------------
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 Non-Voting No vote
2 Election of lawyer Bertil Villard the Chairman Non-Voting No vote
of the Meeting
3 Preparation and approval of the list of shareholders Non-Voting No vote
entitled to vote at the meeting
4 Approval of the agenda Non-Voting No vote
5 Election of 1 or 2 minutes-checkers Non-Voting No vote
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 and the consolidated accounts and the
Auditors' report for the Group
8 Address by the President and Chief Executive Non-Voting No vote
Officer and report on the work of the Board
of Directors and Committees of the Board of
Directors by the Chairman of the Board
9 Adopt the balance sheet and income statement Mgmt For For
and the consolidated balance sheet and consolidated
income statement
10 Approve that the Company's unappropriated earnings, Mgmt For For
SEK 1,492,022,364 an amount representing SEK
3 per share should be distributed as dividend
to the shareholders and that the remaining
unappropriated earnings shall be carried forward,
record day for the dividends is proposed to
be 24 SEP 2010
11 Grant discharge to the Members of the Board Mgmt For For
of Directors and Chief Executive Officer from
personal liability
12 Receive the report on the work of the Nomination Non-Voting No vote
Committee
13 Approve that the Board of directors shall consist Mgmt For For
of 8 Members, without Deputy Members
14 Approve that a remuneration shall be paid to Mgmt For For
the Board at a total of SEK 2,890,000 of which
SEK 625,000 to the Chairman of the Board, SEK
310,000 to each of the External Members of
the Board, SEK 70,000 shall be paid to the
Chairman of the Company's Compensation Committee
and SEK 35,000 to any other Member of said
Committee, SEK 120,000 shall be paid to the
Chairman of the Company's Audit Committee and
SEK 60,000 to any other Member of said Committee
that no remuneration shall be paid to the Members
of the Board that are employed by the Company
and that the remuneration to the Auditors be
paid according to an approved account
15 Election of Akbar Seddigh, Hans Barella, Luciano Mgmt For For
Cattani, Vera Kallmeyer, Tommy H Karlsson,
Laurent Leksell and Birgitta Stymne G ransson
as Board members and that Jan Secher is elected
as a new Member of the Board, Akbar Seddigh
is proposed to be re-elected, Chairman of the
Board Carl G. Palmstierna has declined re-election
and any Deputy Board Members
16 Approve the specified guidelines for remuneration Mgmt For For
and other terms of employment for the executive
management of the Group, the guidelines will
be valid for employment agreements entered
into after the meeting and for any changes
made to existing employment agreements thereafter,
it is proposed that the Board is given the
possibility to deviate from the below stated
guidelines in individual cases where specific
reasons or requirements exist, in accordance
with the revised Swedish Code of Corporate
Governance [sw Svensk kod for bolagsstyrning],
the Board of Directors has considered imposing
restrictions on variable remuneration of the
executive management, the Board of Director's
assessment is that the current structure and
policy for remuneration of executive management
fulfills the primary intentions of the restrictions;
to ensure that variable compensation is linked
to both short- and long-term target fulfillment
and that performance on which compensation
is based proves to be sustainable over time,
and that the introduction of such restrictions
is not necessary at the present time, as specified
17a Authorize the Board during the period until Mgmt For For
the next AGM to decide, on 1 or more occasions,
on acquisition of a maximum number of own shares
to the extent that after purchase the Company
holds not more than 10% of the total number
of shares in the Company the repurchase shall
be carried out on the NASDAQ OMX Stockholm
at a price that is within the registered price
interval (spread) at any given time, meaning
the interval between the highest bid price
and the lowest ask price, and in other respects
in accordance with the rules of NASDAQ OMX
Stockholm at any given time, the purpose of
the repurchase of own shares is firstly to
align the Company's capital structure to the
Company's capital requirements and, where appropriate,
to enable share transfers in conjunction with
the financing of company acquisitions and other
types of strategic investments and acquisitions,
an additional objective is to facilitate hedging
of costs and delivery in relation to the Performance
Share Program 2010 proposed under point 18
17b Authorize the Board, during the period until Mgmt For For
the next AGM to decide, on one or more occasions,
on the transfer of shares in the Company, the
shares may only be transferred in conjunction
with the financing of company acquisitions
and other types of strategic investments and
acquisitions, and the transfers may not exceed
the maximum number of treasury shares held
by the Company at any given time, in conjunction
with the acquisition of companies or operations,
share transfers may be executed waiving the
shareholders' preferential rights and at a
price that is within the so called spread (see
above) at the time of the decision regarding
the transfer and in accordance with the rules
of NASDAQ OMX Stockholm at any given time,
payment for shares transferred in this manner
may be made in cash or through a non-cash issue
or offsetting of claims against the Company,
or on other specific terms, the reason for
the Board's authorization to waive the shareholders'
preferential rights is, where appropriate,
to be able to transfer shares in conjunction
with the financing of any company acquisitions
and other types of strategic investments and
acquisitions in a cost-efficient manner
17c Approve the transfer of own shares, in the maximum Mgmt For For
number of 110,700, to the employees in accordance
with the Performance Share Program 2010; authorize
the Board, on 1 or more occasions, during the
period until the next AGM, to decide to on
NASDAQ OMX Stockholm, transfer no more than
15,250 shares, out of the holding of 110,700
shares, in order to cover certain payment,
mainly social security payment the transfer
may be effected with waiver of the shareholders
preferential rights and to a price within the
so-called spread at the time of the decision
on transfer and in accordance with the rules
of the NASDAQ OMX Stockholm at any given time
17d Authorize the Board during the period until Mgmt For For
the next AGM to decide, on one or more occasions,
on the transfer of not more than 32,000 shares
of the holding of 232,000 shares on NASDAQ
OMX Stockholm, with reference to the Performance
Share Program 2009, to cover certain expenditures,
mainly social security contributions. Transfers
may be executed at a price that is within the
so-called spread (see above) at the time of
the decision regarding the transfer and in
accordance with the rules of NASDAQ OMX Stockholm
at any given time
18 Approve a resolution regarding a Performance Mgmt For For
Share Program for 2010, the terms of the proposed
Performance Share Program 2010 are in all material
respects the same as the terms of the Performance
Share Program 2009, as specified
19 Approve that the nomination committee proposes Mgmt For For
that the Meeting resolves that a nomination
committee should be appointed through a procedure
whereby the chairman of the Board, before the
end of the second quarter of the financial
year, contacts three to five representatives
for the, as per the last banking day in September,
largest holders of voting rights of A and B
shares, those representatives shall together
with the chairman of the Board constitute the
nomination committee and fulfil its obligations
in accordance with the Swedish Code of Corporate
Governance (sw. Svensk kod for bolagsstyrning),
the entitlement shall be based on Euroclear
Sweden AB's list of shareholders (by group
of owners) on the last banking day in September,
and on other reliable information provided
to the Company on such date, the names of the
members of the nomination committee shall be
published as soon as they have been appointed,
however, not later than six months before the
next AGM, the nomination committee shall appoint
a chairman of the nomination committee among
its members, the term of office for the nomination
committee ends when a new nomination committee
has been appointed, no remuneration shall be
paid for the performance of the work in the
nomination committee; however, the company
shall pay all such necessary costs which may
arise in the performance of the assignment,
if any of the larger shareholders sell their
shares in the Company before the nomination
committee has fulfilled its assignment, the
member that has been appointed by such a shareholder
shall, if the nomination committee so decides,
be replaced by a representative of the shareholder
with the largest holding of voting rights after
those who are already represented in the nomination
committee, if a member of the nomination committee
no longer represents the shareholder that appointed
him/her, before the assignment of the nomination
committee has been fulfilled, then he/she should
be replaced, if the shareholder so wishes,
by a new representative appointed by that shareholder,
the nomination committee is entitled to, if
deemed appropriate, to co-opt a member to the
committee who are appointed by a shareholder
that after the constituting of the committee,
have come to be among the shareholders with
the five largest shareholdings in the company
and that have not already appointed a member
to the committee. Such co-opted member does
not participate in the nomination committee's
decisions
20 Adjournment Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 933376635
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 18-Apr-2011
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR FOR THREE-YEAR TERM: M.L. Mgmt For For
ESKEW
1B ELECTION OF DIRECTOR FOR THREE-YEAR TERM: A.G. Mgmt For For
GILMAN
1C ELECTION OF DIRECTOR FOR THREE-YEAR TERM: K.N. Mgmt For For
HORN
1D ELECTION OF DIRECTOR FOR THREE-YEAR TERM: J.C. Mgmt For For
LECHLEITER
02 RATIFICATION OF THE APPOINTMENT BY THE AUDIT Mgmt For For
COMMITTEE OF THE BOARD OF DIRECTORS OF ERNST
& YOUNG LLP AS PRINCIPAL INDEPENDENT AUDITOR
FOR 2011.
03 APPROVE, BY NON-BINDING VOTE, 2010 COMPENSATION Mgmt For For
PAID TO THE COMPANY'S NAMED EXECUTIVE OFFICERS.
04 RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year For
OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION.
05 APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION Mgmt For For
TO PROVIDE FOR ANNUAL ELECTION OF ALL DIRECTORS.
06 APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION Mgmt For For
TO ELIMINATE ALL SUPERMAJORITY VOTING REQUIREMENTS.
07 APPROVE THE EXECUTIVE OFFICER INCENTIVE PLAN. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
EMC CORPORATION Agenda Number: 933387929
--------------------------------------------------------------------------------------------------------------------------
Security: 268648102
Meeting Type: Annual
Meeting Date: 04-May-2011
Ticker: EMC
ISIN: US2686481027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MICHAEL W. BROWN Mgmt For For
1B ELECTION OF DIRECTOR: RANDOLPH L. COWEN Mgmt For For
1C ELECTION OF DIRECTOR: MICHAEL J. CRONIN Mgmt For For
1D ELECTION OF DIRECTOR: GAIL DEEGAN Mgmt For For
1E ELECTION OF DIRECTOR: JAMES S. DISTASIO Mgmt For For
1F ELECTION OF DIRECTOR: JOHN R. EGAN Mgmt For For
1G ELECTION OF DIRECTOR: EDMUND F. KELLY Mgmt For For
1H ELECTION OF DIRECTOR: WINDLE B. PRIEM Mgmt For For
1I ELECTION OF DIRECTOR: PAUL SAGAN Mgmt For For
1J ELECTION OF DIRECTOR: DAVID N. STROHM Mgmt For For
1K ELECTION OF DIRECTOR: JOSEPH M. TUCCI Mgmt For For
02 RATIFICATION OF THE SELECTION BY THE AUDIT COMMITTEE Mgmt For For
OF PRICEWATERHOUSECOOPERS LLP AS EMC'S INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER
31, 2011, AS DESCRIBED IN EMC'S PROXY STATEMENT.
03 APPROVAL OF THE EMC CORPORATION AMENDED AND Mgmt For For
RESTATED 2003 STOCK PLAN, AS DESCRIBED IN EMC'S
PROXY STATEMENT.
04 APPROVAL OF AN AMENDMENT TO EMC'S BYLAWS TO Mgmt For For
REDUCE THE PERCENTAGE OF SHARES REQUIRED FOR
SHAREHOLDERS TO CALL A SPECIAL MEETING OF SHAREHOLDERS,
AS DESCRIBED IN EMC'S PROXY STATEMENT.
05 ADVISORY VOTE ON EXECUTIVE COMPENSATION, AS Mgmt For For
DESCRIBED IN EMC'S PROXY STATEMENT.
06 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION, AS DESCRIBED
IN EMC'S PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
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 No vote
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 No vote
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 For For
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 For For
3 Determination of the number of the Board of Mgmt For For
Directors' members
4 Determination of the Directors' term Mgmt For For
0 PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES Non-Voting No vote
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 No vote
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 For Against
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 For For
Directors
7 Determination of the remuneration of the Chairman Mgmt For For
of the Board of Directors and of the Directors
0 PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES Non-Voting No vote
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 Abstain Against
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 For Against
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 For For
Statutory Auditors
10 Determination of the remuneration of the Chairman Mgmt For For
of the Board of Statutory Auditors and of the
effective Statutory Auditors
11 Compensation of the Court of Auditors' Representative Mgmt For For
in charge of the financial monitoring of Eni
--------------------------------------------------------------------------------------------------------------------------
EXELON CORPORATION Agenda Number: 933389517
--------------------------------------------------------------------------------------------------------------------------
Security: 30161N101
Meeting Type: Annual
Meeting Date: 03-May-2011
Ticker: EXC
ISIN: US30161N1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOHN A. CANNING, JR. Mgmt For For
1B ELECTION OF DIRECTOR: M. WALTER D'ALESSIO Mgmt For For
1C ELECTION OF DIRECTOR: NICHOLAS DEBENEDICTIS Mgmt For For
1D ELECTION OF DIRECTOR: NELSON A. DIAZ Mgmt For For
1E ELECTION OF DIRECTOR: SUE L. GIN Mgmt For For
1F ELECTION OF DIRECTOR: ROSEMARIE B. GRECO Mgmt For For
1G ELECTION OF DIRECTOR: PAUL L. JOSKOW Mgmt For For
1H ELECTION OF DIRECTOR: RICHARD W. MIES Mgmt For For
1I ELECTION OF DIRECTOR: JOHN M. PALMS Mgmt For For
1J ELECTION OF DIRECTOR: WILLIAM C. RICHARDSON Mgmt For For
1K ELECTION OF DIRECTOR: THOMAS J. RIDGE Mgmt For For
1L ELECTION OF DIRECTOR: JOHN W. ROGERS, JR. Mgmt For For
1M ELECTION OF DIRECTOR: JOHN W. ROWE Mgmt For For
1N ELECTION OF DIRECTOR: STEPHEN D. STEINOUR Mgmt For For
1O ELECTION OF DIRECTOR: DON THOMPSON Mgmt For For
02 THE RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS EXELON'S INDEPENDENT ACCOUNTANT FOR THE
YEAR 2011
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF THE ADVISORY Mgmt 1 Year For
VOTE ON EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
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 For For
56)
04 FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt 3 Years For
(PAGE 57)
05 INDEPENDENT CHAIRMAN (PAGE 58) Shr Against For
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
--------------------------------------------------------------------------------------------------------------------------
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 For For
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 For For
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 For For
to issue shares of theCompany 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 For For
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 For For
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 For For
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 For For
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 For For
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 For For
E.19 Delegation of authority to the Board of Directors Mgmt For For
to issue securities entitling to the
allotment of debt securities
E.20 Delegation of authority to the Board of Directors Mgmt For For
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.
--------------------------------------------------------------------------------------------------------------------------
FRANKLIN RESOURCES, INC. Agenda Number: 933367371
--------------------------------------------------------------------------------------------------------------------------
Security: 354613101
Meeting Type: Annual
Meeting Date: 15-Mar-2011
Ticker: BEN
ISIN: US3546131018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SAMUEL H. ARMACOST Mgmt For For
1B ELECTION OF DIRECTOR: CHARLES CROCKER Mgmt For For
1C ELECTION OF DIRECTOR: JOSEPH R. HARDIMAN Mgmt For For
1D ELECTION OF DIRECTOR: CHARLES B. JOHNSON Mgmt For For
1E ELECTION OF DIRECTOR: GREGORY E. JOHNSON Mgmt For For
1F ELECTION OF DIRECTOR: RUPERT H. JOHNSON, JR. Mgmt For For
1G ELECTION OF DIRECTOR: MARK C. PIGOTT Mgmt For For
1H ELECTION OF DIRECTOR: CHUTTA RATNATHICAM Mgmt For For
1I ELECTION OF DIRECTOR: PETER M. SACERDOTE Mgmt For For
1J ELECTION OF DIRECTOR: LAURA STEIN Mgmt For For
1K ELECTION OF DIRECTOR: ANNE M. TATLOCK Mgmt For For
1L ELECTION OF DIRECTOR: GEOFFREY Y. YANG Mgmt For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING SEPTEMBER 30, 2011.
03 TO APPROVE AN AMENDMENT AND RESTATEMENT OF THE Mgmt For For
FRANKLIN RESOURCES, INC. 2002 UNIVERSAL STOCK
INCENTIVE PLAN TO INCREASE THE NUMBER OF AUTHORIZED
SHARES OF COMMON STOCK AVAILABLE FOR ISSUANCE
BY 10,000,000 SHARES.
04 TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION Mgmt For For
OF THE COMPANY'S EXECUTIVE OFFICERS.
05 ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTES Mgmt 3 Years For
ON THE COMPENSATION OF THE COMPANY'S EXECUTIVE
OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
FRONTIER COMMUNICATIONS CORP Agenda Number: 933394570
--------------------------------------------------------------------------------------------------------------------------
Security: 35906A108
Meeting Type: Annual
Meeting Date: 12-May-2011
Ticker: FTR
ISIN: US35906A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
LEROY T. BARNES, JR. Mgmt For For
PETER C.B. BYNOE Mgmt For For
JERI B. FINARD Mgmt For For
EDWARD FRAIOLI Mgmt For For
JAMES S. KAHAN Mgmt For For
PAMELA D.A. REEVE Mgmt For For
HOWARD L. SCHROTT Mgmt For For
LARRAINE D. SEGIL Mgmt For For
MARK SHAPIRO Mgmt For For
MYRON A. WICK, III Mgmt For For
MARY AGNES WILDEROTTER Mgmt For For
02 TO CONSIDER AND VOTE UPON AN ADVISORY PROPOSAL Mgmt For For
ON EXECUTIVE COMPENSATION.
03 TO CONSIDER AND VOTE UPON AN ADVISORY PROPOSAL Mgmt 1 Year For
ON THE FREQUENCY OF THE EXECUTIVE COMPENSATION
ADVISORY PROPOSAL.
04 TO CONSIDER AND VOTE UPON A STOCKHOLDER PROPOSAL, Shr Against For
IF PRESENTED AT THE MEETING.
05 TO RATIFY THE SELECTION OF KPMG LLP AS OUR INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2011.
--------------------------------------------------------------------------------------------------------------------------
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 Abstain Against
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 Abstain Against
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 For For
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 For For
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
GENERAL DYNAMICS CORPORATION Agenda Number: 933387854
--------------------------------------------------------------------------------------------------------------------------
Security: 369550108
Meeting Type: Annual
Meeting Date: 04-May-2011
Ticker: GD
ISIN: US3695501086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MARY T. BARRA Mgmt For For
1B ELECTION OF DIRECTOR: NICHOLAS D. CHABRAJA Mgmt For For
1C ELECTION OF DIRECTOR: JAMES S. CROWN Mgmt For For
1D ELECTION OF DIRECTOR: WILLIAM P. FRICKS Mgmt For For
1E ELECTION OF DIRECTOR: JAY L. JOHNSON Mgmt For For
1F ELECTION OF DIRECTOR: GEORGE A. JOULWAN Mgmt For For
1G ELECTION OF DIRECTOR: PAUL G. KAMINSKI Mgmt For For
1H ELECTION OF DIRECTOR: JOHN M. KEANE Mgmt For For
1I ELECTION OF DIRECTOR: LESTER L. LYLES Mgmt For For
1J ELECTION OF DIRECTOR: WILLIAM A. OSBORN Mgmt For For
1K ELECTION OF DIRECTOR: ROBERT WALMSLEY Mgmt For For
02 SELECTION OF INDEPENDENT AUDITORS. Mgmt For For
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON FREQUENCY OF FUTURE EXECUTIVE Mgmt 3 Years For
COMPENSATION ADVISORY VOTES.
05 SHAREHOLDER PROPOSAL WITH REGARD TO A HUMAN Shr Against For
RIGHTS POLICY.
06 SHAREHOLDER PROPOSAL WITH REGARD TO SPECIAL Shr Against For
SHAREHOLDER MEETINGS.
--------------------------------------------------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY Agenda Number: 933387664
--------------------------------------------------------------------------------------------------------------------------
Security: 369604103
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: GE
ISIN: US3696041033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A1 ELECTION OF DIRECTOR: W. GEOFFREY BEATTIE Mgmt For For
A2 ELECTION OF DIRECTOR: JAMES I. CASH, JR. Mgmt For For
A3 ELECTION OF DIRECTOR: ANN M. FUDGE Mgmt For For
A4 ELECTION OF DIRECTOR: SUSAN HOCKFIELD Mgmt For For
A5 ELECTION OF DIRECTOR: JEFFREY R. IMMELT Mgmt For For
A6 ELECTION OF DIRECTOR: ANDREA JUNG Mgmt For For
A7 ELECTION OF DIRECTOR: ALAN G. (A.G.) LAFLEY Mgmt For For
A8 ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For
A9 ELECTION OF DIRECTOR: RALPH S. LARSEN Mgmt For For
A10 ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For
A11 ELECTION OF DIRECTOR: JAMES J. MULVA Mgmt For For
A12 ELECTION OF DIRECTOR: SAM NUNN Mgmt For For
A13 ELECTION OF DIRECTOR: ROGER S. PENSKE Mgmt For For
A14 ELECTION OF DIRECTOR: ROBERT J. SWIERINGA Mgmt For For
A15 ELECTION OF DIRECTOR: JAMES S. TISCH Mgmt For For
A16 ELECTION OF DIRECTOR: DOUGLAS A. WARNER III Mgmt For For
B1 RATIFICATION OF KPMG Mgmt For For
B2 ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION Mgmt For For
B3 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION
C1 SHAREOWNER PROPOSAL: CUMULATIVE VOTING Shr Against For
C2 SHAREOWNER PROPOSAL: FUTURE STOCK OPTIONS Shr Against For
C3 SHAREOWNER PROPOSAL: WITHDRAW STOCK OPTIONS Shr Against For
GRANTED TO EXECUTIVES
C4 SHAREOWNER PROPOSAL: CLIMATE CHANGE RISK DISCLOSURE Shr Against For
C5 SHAREOWNER PROPOSAL: TRANSPARENCY IN ANIMAL Shr Against For
RESEARCH
--------------------------------------------------------------------------------------------------------------------------
GOLDCORP INC. Agenda Number: 933409701
--------------------------------------------------------------------------------------------------------------------------
Security: 380956409
Meeting Type: Annual and Special
Meeting Date: 18-May-2011
Ticker: GG
ISIN: CA3809564097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A DIRECTOR
IAN W. TELFER Mgmt For For
DOUGLAS M. HOLTBY Mgmt For For
CHARLES A. JEANNES Mgmt For For
JOHN P. BELL Mgmt For For
LAWRENCE I. BELL Mgmt For For
BEVERLEY A. BRISCOE Mgmt For For
PETER J. DEY Mgmt For For
P. RANDY REIFEL Mgmt For For
A. DAN ROVIG Mgmt For For
KENNETH F. WILLIAMSON Mgmt For For
B IN RESPECT OF THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP, CHARTERED ACCOUNTANTS, AS AUDITORS
OF THE COMPANY AND AUTHORIZING THE DIRECTORS
TO FIX THEIR REMUNERATION;
C A RESOLUTION APPROVING AN AMENDED AND RESTATED Mgmt For For
STOCK OPTION PLAN FOR THE COMPANY;
D A RESOLUTION AMENDING ARTICLES OF THE COMPANY Mgmt For For
TO INCREASE THE MAXIMUM NUMBER OF DIRECTORS
FROM 10 TO 12;
E THE SHAREHOLDER PROPOSAL ATTACHED AS SCHEDULE Shr Against For
"C" TO THE MANAGEMENT INFORMATION CIRCULAR
ACCOMPANYING THIS VOTING INSTRUCTION FORM.
--------------------------------------------------------------------------------------------------------------------------
GOOGLE INC. Agenda Number: 933424373
--------------------------------------------------------------------------------------------------------------------------
Security: 38259P508
Meeting Type: Annual
Meeting Date: 02-Jun-2011
Ticker: GOOG
ISIN: US38259P5089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
LARRY PAGE Mgmt For For
SERGEY BRIN Mgmt For For
ERIC E. SCHMIDT Mgmt For For
L. JOHN DOERR Mgmt For For
JOHN L. HENNESSY Mgmt For For
ANN MATHER Mgmt For For
PAUL S. OTELLINI Mgmt For For
K. RAM SHRIRAM Mgmt For For
SHIRLEY M. TILGHMAN Mgmt For For
02 THE RATIFICATION OF ERNST & YOUNG LLP AS GOOGLE'S Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2011.
03 THE APPROVAL OF AN AMENDMENT TO GOOGLE'S 2004 Mgmt For For
STOCK PLAN TO INCREASE THE NUMBER OF AUTHORIZED
SHARES OF CLASS A COMMON STOCK ISSUABLE UNDER
THE PLAN BY 1,500,000.
04 THE APPROVAL OF 2010 COMPENSATION AWARDED TO Mgmt For For
NAMED EXECUTIVE OFFICERS.
05 THE FREQUENCY OF FUTURE STOCKHOLDER ADVISORY Mgmt 3 Years For
VOTES REGARDING COMPENSATION AWARDED TO NAMED
EXECUTIVE OFFICERS.
06 A STOCKHOLDER PROPOSAL REGARDING THE FORMATION Shr Against For
OF A BOARD COMMITTEE ON SUSTAINABILITY, IF
PROPERLY PRESENTED AT THE MEETING.
07 A STOCKHOLDER PROPOSAL REGARDING THE ADOPTION Shr Against For
OF A SIMPLE MAJORITY VOTING STANDARD FOR STOCKHOLDER
MATTERS, IF PROPERLY PRESENTED AT THE MEETING.
08 A STOCKHOLDER PROPOSAL REGARDING A CONFLICT Shr Against For
OF INTEREST AND CODE OF CONDUCT COMPLIANCE
REPORT, IF PROPERLY PRESENTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
HALLIBURTON COMPANY Agenda Number: 933402668
--------------------------------------------------------------------------------------------------------------------------
Security: 406216101
Meeting Type: Annual
Meeting Date: 19-May-2011
Ticker: HAL
ISIN: US4062161017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: A.M. BENNETT Mgmt For For
1B ELECTION OF DIRECTOR: J.R. BOYD Mgmt For For
1C ELECTION OF DIRECTOR: M. CARROLL Mgmt For For
1D ELECTION OF DIRECTOR: N.K. DICCIANI Mgmt For For
1E ELECTION OF DIRECTOR: S.M. GILLIS Mgmt For For
1F ELECTION OF DIRECTOR: A.S. JUM'AH Mgmt For For
1G ELECTION OF DIRECTOR: D.J. LESAR Mgmt For For
1H ELECTION OF DIRECTOR: R.A. MALONE Mgmt For For
1I ELECTION OF DIRECTOR: J.L. MARTIN Mgmt For For
1J ELECTION OF DIRECTOR: D.L. REED Mgmt For For
02 PROPOSAL FOR RATIFICATION OF THE SELECTION OF Mgmt For For
AUDITORS.
03 PROPOSAL FOR ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 PROPOSAL FOR ADVISORY VOTE ON THE FREQUENCY Mgmt 1 Year For
OF AN ADVISORY VOTE ON EXECUTIVE COMPENSATION.
05 PROPOSAL ON HUMAN RIGHTS POLICY. Shr Against For
06 PROPOSAL ON POLITICAL CONTRIBUTIONS. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
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 For For
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 For For
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 For For
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.
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 933380115
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 25-Apr-2011
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: GORDON M. BETHUNE Mgmt For For
1B ELECTION OF DIRECTOR: KEVIN BURKE Mgmt For For
1C ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For
1D ELECTION OF DIRECTOR: DAVID M. COTE Mgmt For For
1E ELECTION OF DIRECTOR: D. SCOTT DAVIS Mgmt For For
1F ELECTION OF DIRECTOR: LINNET F. DEILY Mgmt For For
1G ELECTION OF DIRECTOR: JUDD GREGG Mgmt For For
1H ELECTION OF DIRECTOR: CLIVE R. HOLLICK Mgmt For For
1I ELECTION OF DIRECTOR: GEORGE PAZ Mgmt For For
1J ELECTION OF DIRECTOR: BRADLEY T. SHEARES Mgmt For For
02 APPROVAL OF INDEPENDENT ACCOUNTANTS. Mgmt For For
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF THE ADVISORY Mgmt 1 Year For
VOTE ON EXECUTIVE COMPENSATION.
05 2011 STOCK INCENTIVE PLAN OF HONEYWELL INTERNATIONAL Mgmt For For
INC. AND ITS AFFILIATES.
06 HONEYWELL INTERNATIONAL INC. INCENTIVE COMPENSATION Mgmt For For
PLAN FOR EXECUTIVE EMPLOYEES, AMENDED AND RESTATED
EFFECTIVE AS OF JANUARY 1, 2011.
07 SHAREHOLDER ACTION BY WRITTEN CONSENT. Shr Against For
08 SPECIAL SHAREOWNER MEETINGS. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
HONG KONG EXCHANGES & CLEARING LTD Agenda Number: 702919638
--------------------------------------------------------------------------------------------------------------------------
Security: Y3506N139
Meeting Type: AGM
Meeting Date: 20-Apr-2011
Ticker:
ISIN: HK0388045442
--------------------------------------------------------------------------------------------------------------------------
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/20110316/LTN20110316321.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 Accounts for the year Mgmt For For
ended 31 December 2010 together with the Reports
of the Directors and Auditor thereon
2 To declare a final dividend of HKD 2.31 per Mgmt For For
share
3.a To elect Dr Kwok Chi Piu, Bill as Director Mgmt For For
3.b To elect Mr Lee Kwan Ho, Vincent Marshall as Mgmt For For
Director
4 To re-appoint PricewaterhouseCoopers as Auditor Mgmt For For
and to authorise the Directors to
fix their remuneration
5 To grant a general mandate to the Directors Mgmt For For
to repurchase shares of Hkex, not exceeding
10% of the issued share capital of Hkex as
at the date of this Resolution
6 To grant a general mandate to the Directors Mgmt For For
to allot, issue and deal with additional
shares of Hkex, not exceeding 10% (5% where
the shares are to be allotted for cash) of
the issued share capital of Hkex as at the
date of this Resolution, and the discount for
any shares to be issued shall not exceed 5%
7.a To approve the remuneration of HKD 550,000 and Mgmt For For
HKD 385,000 per annum be payable to the
Chairman and each of the other non-executive
Directors respectively
7.b To approve, in addition to the attendance fee Mgmt For For
of HKD 2,500 per meeting, the remuneration
of HKD 100,000 and HKD 70,000 per annum be
payable to the chairman and each of
the other members (excluding executive Director)
of certain Board committees respectively
8 To approve the amendments to the Articles of Mgmt For For
Association relating to Hkex's corporate
communications
9 To approve the amendments to the Articles of Mgmt For For
Association relating to the notice period
for shareholders' nomination of Directors
10 To approve the amendments to the Articles of Mgmt For For
Association relating to minor housekeeping
amendments
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
--------------------------------------------------------------------------------------------------------------------------
HTC CORP Agenda Number: 703110647
--------------------------------------------------------------------------------------------------------------------------
Security: Y3732M103
Meeting Type: AGM
Meeting Date: 15-Jun-2011
Ticker:
ISIN: TW0002498003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 834998 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 IN CASES WHERE THE CLIENT INSTRUCTS Non-Voting No vote
US TO VOTE AGAINST ANY PROPOSAL TO BE DISCUSSED
AT A SHAREHOLDERS MEETING AND THE VOTING WITH
RESPECT TO SUCH PROPOSAL IS DONE BY BALLOT,
WE OR OUR DESIGNEE WILL FILL OUT THE BALLOT
IN RESPECT OF SUCH PROPOSAL IN ACCORDANCE WITH
THE CLIENTS INSTRUCTIONS. HOWEVER, IF THE VOTING
AT THE SHAREHOLDERS MEETING IS DONE BY ACCLAMATION,
WE/OUR DESIGNEE WILL NOT TAKE ANY ACTION IN
RESPECT OF THE RELEVANT PROPOSAL. THANK YOU
A.1 The 2010 business operations Non-Voting No vote
A.2 The 2010 audited reports Non-Voting No vote
A.3 The status of buyback treasury stock Non-Voting No vote
A.4 The revision of conditions for buyback stock Non-Voting No vote
of transferring to employees
B.1 The 2010 business reports and financial statements Mgmt For For
B.2 The 2010 profit distribution proposed cash dividend: Mgmt For For
TWD37 per share
B.3 The issuance of new shares from retained earnings Mgmt For For
and staff bonus. Proposed stock dividend: 50
for 1,000 shs held
B.4 The revision to the Articles of incorporation Mgmt For For
B.5 The revision to the procedures of asset acquisition Mgmt For For
or disposal
B.6.1 The election of director: David Bruce Yoffie, Mgmt For For
ID: 19540707DA
B.6.2 The election of supervisor: Jerry H C Chu, ID: Mgmt For For
A121108388
B.7 The proposal to release the prohibition on directors Mgmt For For
from participation in competitive business
B.8 Extraordinary motions Mgmt For Against
--------------------------------------------------------------------------------------------------------------------------
ILLINOIS TOOL WORKS INC. Agenda Number: 933390306
--------------------------------------------------------------------------------------------------------------------------
Security: 452308109
Meeting Type: Annual
Meeting Date: 06-May-2011
Ticker: ITW
ISIN: US4523081093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SUSAN CROWN Mgmt For For
1B ELECTION OF DIRECTOR: DON H. DAVIS, JR. Mgmt For For
1C ELECTION OF DIRECTOR: ROBERT C. MCCORMACK Mgmt Against Against
1D ELECTION OF DIRECTOR: ROBERT S. MORRISON Mgmt For For
1E ELECTION OF DIRECTOR: JAMES A. SKINNER Mgmt For For
1F ELECTION OF DIRECTOR: DAVID B. SMITH, JR. Mgmt For For
1G ELECTION OF DIRECTOR: DAVID B. SPEER Mgmt For For
1H ELECTION OF DIRECTOR: PAMELA B. STROBEL Mgmt For For
1I ELECTION OF DIRECTOR: KEVIN M. WARREN Mgmt For For
1J ELECTION OF DIRECTOR: ANRE D. WILLIAMS Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS ITW'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2011.
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 APPROVAL OF THE ILLINOIS TOOL WORKS INC. 2011 Mgmt For For
CASH INCENTIVE PLAN.
06 RE-APPROVAL OF THE PERFORMANCE FACTORS AND AWARD Mgmt For For
LIMITS UNDER THE 2011 LONG-TERM INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
INTEL CORPORATION Agenda Number: 933403812
--------------------------------------------------------------------------------------------------------------------------
Security: 458140100
Meeting Type: Annual
Meeting Date: 19-May-2011
Ticker: INTC
ISIN: US4581401001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY Mgmt For For
1B ELECTION OF DIRECTOR: SUSAN L. DECKER Mgmt For For
1C ELECTION OF DIRECTOR: JOHN J. DONAHOE Mgmt For For
1D ELECTION OF DIRECTOR: REED E. HUNDT Mgmt For For
1E ELECTION OF DIRECTOR: PAUL S. OTELLINI Mgmt For For
1F ELECTION OF DIRECTOR: JAMES D. PLUMMER Mgmt For For
1G ELECTION OF DIRECTOR: DAVID S. POTTRUCK Mgmt For For
1H ELECTION OF DIRECTOR: JANE E. SHAW Mgmt For For
1I ELECTION OF DIRECTOR: FRANK D. YEARY Mgmt For For
1J ELECTION OF DIRECTOR: DAVID B. YOFFIE Mgmt For For
02 RATIFICATION OF SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR CURRENT YEAR
03 AMENDMENT AND EXTENSION OF THE 2006 EQUITY INCENTIVE Mgmt For For
PLAN
04 AMENDMENT AND EXTENSION OF THE 2006 STOCK PURCHASE Mgmt For For
PLAN
05 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
06 ADVISORY VOTE ON THE FREQUENCY OF HOLDING FUTURE Mgmt 1 Year
ADVISORY VOTES ON EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
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 3 Years For
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
--------------------------------------------------------------------------------------------------------------------------
JAPAN TOBACCO INC. Agenda Number: 703140955
--------------------------------------------------------------------------------------------------------------------------
Security: J27869106
Meeting Type: AGM
Meeting Date: 24-Jun-2011
Ticker:
ISIN: JP3726800000
--------------------------------------------------------------------------------------------------------------------------
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 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
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 933382854
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: JNJ
ISIN: US4781601046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MARY SUE COLEMAN Mgmt For For
1B ELECTION OF DIRECTOR: JAMES G. CULLEN Mgmt For For
1C ELECTION OF DIRECTOR: IAN E.L. DAVIS Mgmt For For
1D ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS Mgmt For For
1E ELECTION OF DIRECTOR: SUSAN L. LINDQUIST Mgmt For For
1F ELECTION OF DIRECTOR: ANNE M. MULCAHY Mgmt For For
1G ELECTION OF DIRECTOR: LEO F. MULLIN Mgmt For For
1H ELECTION OF DIRECTOR: WILLIAM D. PEREZ Mgmt For For
1I ELECTION OF DIRECTOR: CHARLES PRINCE Mgmt For For
1J ELECTION OF DIRECTOR: DAVID SATCHER Mgmt For For
1K ELECTION OF DIRECTOR: WILLIAM C. WELDON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2011
03 ADVISORY VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION Mgmt For For
04 ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTE Mgmt 1 Year For
ON NAMED EXECUTIVE OFFICER COMPENSATION
05 SHAREHOLDER PROPOSAL ON PHARMACEUTICAL PRICE Shr Against For
RESTRAINT
06 SHAREHOLDER PROPOSAL ON AMENDMENT TO COMPANY'S Shr Against For
EQUAL EMPLOYMENT OPPORTUNITY POLICY
07 SHAREHOLDER PROPOSAL ON ADOPTING NON-ANIMAL Shr Against For
METHODS FOR TRAINING
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 933404028
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 17-May-2011
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: CRANDALL C. BOWLES Mgmt For For
1B ELECTION OF DIRECTOR: STEPHEN B. BURKE Mgmt For For
1C ELECTION OF DIRECTOR: DAVID M. COTE Mgmt For For
1D ELECTION OF DIRECTOR: JAMES S. CROWN Mgmt For For
1E ELECTION OF DIRECTOR: JAMES DIMON Mgmt For For
1F ELECTION OF DIRECTOR: ELLEN V. FUTTER Mgmt For For
1G ELECTION OF DIRECTOR: WILLIAM H. GRAY, III Mgmt For For
1H ELECTION OF DIRECTOR: LABAN P. JACKSON, JR. Mgmt For For
1I ELECTION OF DIRECTOR: DAVID C. NOVAK Mgmt For For
1J ELECTION OF DIRECTOR: LEE R. RAYMOND Mgmt For For
1K ELECTION OF DIRECTOR: WILLIAM C. WELDON Mgmt For For
02 APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
04 ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTE Mgmt 1 Year For
ON EXECUTIVE COMPENSATION
05 APPROVAL OF AMENDMENT TO LONG-TERM INCENTIVE Mgmt For For
PLAN
06 POLITICAL NON-PARTISANSHIP Shr Against For
07 SHAREHOLDER ACTION BY WRITTEN CONSENT Shr Against For
08 MORTGAGE LOAN SERVICING Shr Against For
09 POLITICAL CONTRIBUTIONS Shr Against For
10 GENOCIDE-FREE INVESTING Shr Against For
11 INDEPENDENT LEAD DIRECTOR Shr Against For
--------------------------------------------------------------------------------------------------------------------------
JULIUS BAER GRUPPE AG, ZUERICH Agenda Number: 702847534
--------------------------------------------------------------------------------------------------------------------------
Security: H4414N103
Meeting Type: AGM
Meeting Date: 07-Apr-2011
Ticker:
ISIN: CH0102484968
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 798734 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 THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 798818, 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 Annual report, financial statements and group Mgmt Take No Action
accounts for the year 2010, report of the statutory
auditors
2 Allocation of share premium reserves Mgmt Take No Action
3.1 Appropriation of disposable profit, dissolution Mgmt Take No Action
and distribution of share premium reserves
3.2 Disposal from balance sheet item share premium Mgmt Take No Action
reserves for the purpose of share repurchases
4 Discharge of the members of the board of directors Mgmt Take No Action
and of the executive board
5.1.1 Re-election of Peter Kuepfer (1 year) to the Mgmt Take No Action
board of directors
5.1.2 Re-election of Charles Stonehill (3 years) to Mgmt Take No Action
the board of directors
5.2 New election of Heinrich Baumann (3 years) to Mgmt Take No Action
the board of directors
6 The Board of Directors proposes that KPMG AG, Mgmt Take No Action
Zurich, be elected as Statutory Auditors for
another one-year period
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Take No Action
OF AUDITOR NAME. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
KIMBERLY-CLARK CORPORATION Agenda Number: 933377550
--------------------------------------------------------------------------------------------------------------------------
Security: 494368103
Meeting Type: Annual
Meeting Date: 21-Apr-2011
Ticker: KMB
ISIN: US4943681035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOHN R. ALM Mgmt For For
1B ELECTION OF DIRECTOR: JOHN F. BERGSTROM Mgmt For For
1C ELECTION OF DIRECTOR: ABELARDO E. BRU Mgmt For For
1D ELECTION OF DIRECTOR: ROBERT W. DECHERD Mgmt For For
1E ELECTION OF DIRECTOR: THOMAS J. FALK Mgmt For For
1F ELECTION OF DIRECTOR: MAE C. JEMISON, M.D. Mgmt For For
1G ELECTION OF DIRECTOR: JAMES M. JENNESS Mgmt For For
1H ELECTION OF DIRECTOR: NANCY J. KARCH Mgmt For For
1I ELECTION OF DIRECTOR: IAN C. READ Mgmt For For
1J ELECTION OF DIRECTOR: LINDA JOHNSON RICE Mgmt For For
1K ELECTION OF DIRECTOR: MARC J. SHAPIRO Mgmt For For
1L ELECTION OF DIRECTOR: G. CRAIG SULLIVAN Mgmt For For
02 RATIFICATION OF AUDITORS Mgmt For For
03 APPROVAL OF THE 2011 OUTSIDE DIRECTORS' COMPENSATION Mgmt For For
PLAN
04 APPROVAL OF THE 2011 EQUITY PARTICIPATION PLAN Mgmt For For
05 ADVISORY VOTE ON EXECUTIVE COMPENSATION PROGRAM Mgmt For For
06 ADVISORY VOTE ON THE FREQUENCY OF AN ADVISORY Mgmt 1 Year For
VOTE ON EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
KOMATSU LTD. Agenda Number: 703112742
--------------------------------------------------------------------------------------------------------------------------
Security: J35759125
Meeting Type: AGM
Meeting Date: 22-Jun-2011
Ticker:
ISIN: JP3304200003
--------------------------------------------------------------------------------------------------------------------------
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. Appoint a Corporate Auditor Mgmt For For
4. Approve Payment of Bonuses to Directors Mgmt For For
5. Giving the Board of Directors the Authority Mgmt For For
to Issue Stock Acquisition Rights as Stock-Based
Remuneration to Employees of the Company and
Directors of Major Subsidiaries of the Company
--------------------------------------------------------------------------------------------------------------------------
KONAMI CORPORATION Agenda Number: 703142442
--------------------------------------------------------------------------------------------------------------------------
Security: J35996107
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3300200007
--------------------------------------------------------------------------------------------------------------------------
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
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
--------------------------------------------------------------------------------------------------------------------------
KONECRANES OYJ Agenda Number: 702793642
--------------------------------------------------------------------------------------------------------------------------
Security: X4550J108
Meeting Type: AGM
Meeting Date: 31-Mar-2011
Ticker:
ISIN: FI0009005870
--------------------------------------------------------------------------------------------------------------------------
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 - Review by the CEO
7 Adoption of the annual accounts Mgmt For For
8 The Board of Directors proposes to the General Mgmt For For
Meeting that a dividend of EUR 1.00 per share
be paid from the distributable assets of the
parent Company. Dividend will be paid to shareholders
who on the record date of the dividend payment
5 April 2011 are registered as shareholders
in the Company's shareholders' register maintained
by Euroclear Finland Ltd. The dividend shall
be paid on 13 April 2011
9 Resolution on the discharge of the members of Mgmt For For
the Board of Directors and the CEO from liability
10 The Nomination and Compensation Committee of Mgmt For For
the Board of Directors proposes to the General
Meeting that the annual remuneration payable
to the members of the Board of Directors to
be elected for a term of office ending at the
end of the Annual General Meeting 2012 be the
same as in 2010 as follows: Chairman of the
Board EUR 100,000, Vice Chairman of the Board
EUR 64,000, and other Board members EUR 40,000.
The Committee furthermore proposes that 40
per cent of the annual remuneration be paid
in Konecranes shares purchased on the market
on behalf of the Board members. The remuneration
may also be paid by transferring treasury shares
based on the authorization given to the Board
of Directors by the General Meeting. In case
such purchase of shares cannot be carried out
due to reasons related to either the Company
or a Board member, the annual remuneration
shall be paid entirely in cash. In addition,
the Chairman of the Board, the Vice Chairman
of the Board, and other Board members are entitled
to a compensation of EUR 1,500 per attended
Board committee meeting. No remuneration will
be paid to Board members employed by the Company.
Travel expenses will be compensated against
receipt
11 The Nomination and Compensation Committee of Mgmt For For
the Board of Directors proposes to the General
Meeting that the number of members of the Board
of Directors shall be eight (8)
12 The Nomination and Compensation Committee of Mgmt For For
the Board of Directors proposes to the General
Meeting that of the current Board members Mr.
Svante Adde, Mr. Kim Gran, Mr. Stig Gustavson,
Mr. Tapani Jarvinen, Mr. Matti Kavetvuo, Ms.
Malin Persson, and Mr. Mikael Silvennoinen
be re-elected Board members for a term of office
ending at the end of the Annual General Meeting
2012. The Nomination and Compensation Committee
furthermore proposes that Ms. Nina Kopola,
Executive Vice President and President Dynea
Europe, shall be elected new Board member for
the same term of office. All candidates have
been presented in the stock exchange release
given on 2 February 2011 and on the Company's
website www.konecranes.com. All the candidates
have given their consent to the election
13 The Audit Committee of the Board of Directors Mgmt For For
proposes to the General Meeting that the remuneration
for the auditor be paid according to the auditor's
reasonable invoice
14 According to the Articles of Association, the Mgmt For For
auditors are elected to office until further
notice. The Audit Committee of the Board of
Directors proposes to the General Meeting that
Ernst & Young Oy continues as the Company's
auditor. Ernst & Young Oy has told the Company
that APA Roger Rejstrom is going to continue
as the auditor with the principal responsibility
15 Acquisitions have already for a long time been Non-Voting No vote
a key element in Konecranes' strategy. The
current market situation may open up new interesting
M&A opportunities for the Company. In this
environment it may be in the interest of the
Company to be able to offer stock-for-stock
for target companies or otherwise arrange share
issues, should feasible opportunities arise.
In this environment it may also be in the interest
of the Company and its shareholders that own
shares can be repurchased to develop the Company's
capital structure. It may also be in the interest
of the Company to be able to accept own shares
as pledge. In order to provide the Company
with means to act swiftly should feasible opportunities
arise, the Board of Directors proposes to the
General Meeting that the Board of Directors
be granted authorizations to issue shares and
special rights entitling to shares, to repurchase
shares and accept own shares as pledge, and
to transfer own shares as set forth below.
While this introduction describes the main
purpose of the proposed authorizations, this
introduction is not intended to be exhaustive
and the proposed authorizations shall be interpreted
in accordance with their respective wording
16 The Board of Directors proposes to the General Mgmt For For
Meeting that the Board of Directors be authorized
to decide on the repurchase of the Company's
own shares and/or on the acceptance as pledge
of the Company's own shares as follows. The
amount of own shares to be repurchased and/or
accepted as pledge shall not exceed 6,000,000
shares in total, which corresponds to approximately
9.6% of all of the shares in the Company. However,
the Company together with its subsidiaries
cannot at any moment own and/or hold as pledge
more than 10 per cent of all the shares in
the Company. Only the unrestricted equity of
the Company can be used to repurchase own shares
on the basis of the authorization. Own shares
can be repurchased at a price formed in public
trading on the date of the repurchase or otherwise
at a price formed on the market. The Board
of Directors decides how own shares will be
repurchased and/or accepted as pledge. Own
shares can be repurchased using, inter alia,
derivatives. Own shares can be repurchased
otherwise than in proportion to the shareholdings
of the shareholders (directed repurchase).
Own shares can be repurchased to limit the
dilutive effects of share issues carried out
in connection with possible acquisitions, to
develop the Company's capital structure, to
be transferred in connection with possible
acquisitions, to pay remuneration to Board
members or to be cancelled, provided that the
repurchase is in the interest of the Company
and its shareholders. The authorization is
effective until the end of the next Annual
General Meeting, however no longer than until
30 September 2012
17 The Board of Directors proposes to the General Mgmt For For
Meeting that the Board of Directors be authorized
to decide on the issuance of shares as well
as the issuance of special rights entitling
to shares referred to in chapter 10 section
1 of the Finnish Companies Act as follows.
The amount of shares to be issued based on
this authorization shall not exceed 9,000,000
shares, which corresponds to approximately
14.5% of all of the shares in the Company.
The Board of Directors decides on all the conditions
of the issuance of shares and of special rights
entitling to shares. The issuance of shares
and of special rights entitling to shares may
be carried out in deviation from the shareholders'
pre-emptive rights (directed issue). However,
the authorization cannot be used for incentive
arrangements. The authorization is effective
until the end of the next Annual General Meeting,
however no longer than until 30 September 2012
18 The Board of Directors proposes to the General Mgmt For For
Meeting that the Board of Directors be authorized
to decide on the transfer of the Company's
own shares as follows. The authorization is
limited to a maximum of 6,000,000 shares, which
corresponds to approximately 9.6% of all the
shares in the Company. The Board of Directors
decides on all the conditions of the transfer
of own shares. The transfer of shares may be
carried out in deviation from the shareholders'
pre-emptive rights (directed issue). The Board
of Directors can also use this authorization
to grant special rights concerning the Company's
own shares, referred to in Chapter 10 of the
Companies Act. However, the authorization cannot
be used for incentive arrangements. This authorization
shall be effective until the next Annual General
Meeting of Shareholders, however no longer
than until 30 September 2012
19 Closing of the meeting Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
KRONES AG, NEUTRAUBLING Agenda Number: 703070766
--------------------------------------------------------------------------------------------------------------------------
Security: D47441171
Meeting Type: AGM
Meeting Date: 15-Jun-2011
Ticker:
ISIN: DE0006335003
--------------------------------------------------------------------------------------------------------------------------
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 25MAY11 , 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 31.05.2011. 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 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 16,612,612.26 as follows: Payment
of a dividend of EUR 0.40 per no-par share
EUR 4,545,551.86 shall be carried forward Ex-dividend
and payable date: June 16, 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.a Election to the Supervisory Board: Norman Kronseder Mgmt For For
5.b Election to the Supervisory Board: Jochen Klein Mgmt For For
5.c Election to the Supervisory Board: Philipp Graf Mgmt For For
von und zu Lerchenfeld
5.d Election to the Supervisory Board: Ernst Baumann Mgmt For For
5.e Election to the Supervisory Board: Petra Schadeberg-HermannMgmt For For
6. Resolution on the creation of authorized capital Mgmt For For
and the corresponding amendment to the articles
of association The Board of MDs shall be authorized,
with the consent of the Supervisory Board,
to increase the company's share capital by
up to EUR 10,000,000 through the issue of new
bearer no-par shares against payment in cash,
on or before June 15, 2016 (authorized capital).
Shareholders shall be granted subscription
rights except for residual amounts
7. Resolution on the amendment to Section 15 of Mgmt For For
the articles of association, in respect of
each member of the Supervisory Board receiving
an a fixed annual remuneration of EUR 20,000,
the chairman receiving three times and the
deputy one and a half times the amount. Expanses
for meetings shall be refunded either through
a lump sum of EUR 1,000 or in cases were the
expenses exaggerate EUR 1,000, the amount will
be re-funded after evidence
8. Appointment of auditors for the 2011 financial Mgmt For For
year: KPMG Bayerische Treuhandgesellschaft
AG, Regensburg
--------------------------------------------------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION Agenda Number: 933383147
--------------------------------------------------------------------------------------------------------------------------
Security: 539830109
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: LMT
ISIN: US5398301094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD Mgmt For For
1B ELECTION OF DIRECTOR: ROSALIND G. BREWER Mgmt For For
1C ELECTION OF DIRECTOR: DAVID B. BURRITT Mgmt For For
1D ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Mgmt For For
1E ELECTION OF DIRECTOR: THOMAS J. FALK Mgmt For For
1F ELECTION OF DIRECTOR: GWENDOLYN S. KING Mgmt For For
1G ELECTION OF DIRECTOR: JAMES M. LOY Mgmt For For
1H ELECTION OF DIRECTOR: DOUGLAS H. MCCORKINDALE Mgmt For For
1I ELECTION OF DIRECTOR: JOSEPH W. RALSTON Mgmt For For
1J ELECTION OF DIRECTOR: ANNE STEVENS Mgmt For For
1K ELECTION OF DIRECTOR: ROBERT J. STEVENS Mgmt For For
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITORS
03 MANAGEMENT PROPOSAL ADOPT THE LOCKHEED MARTIN Mgmt For For
CORPORATION 2011 INCENTIVE PERFORMANCE AWARD
PLAN
04 PROPOSAL TO APPROVE THE COMPENSATION OF NAMED Mgmt For For
EXECUTIVE OFFICERS
05 PROPOSAL ON THE FREQUENCY OF HOLDING FUTURE Mgmt 1 Year For
VOTES ON THE COMPENSATION OF NAMED EXECUTIVE
OFFICERS
06 STOCKHOLDER PROPOSAL ALLOW STOCKHOLDERS TO ACT Shr Against For
BY WRITTEN CONSENT IN LIEU OF A MEETING
--------------------------------------------------------------------------------------------------------------------------
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 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 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.
--------------------------------------------------------------------------------------------------------------------------
MAKITA CORPORATION Agenda Number: 703141096
--------------------------------------------------------------------------------------------------------------------------
Security: J39584107
Meeting Type: AGM
Meeting Date: 28-Jun-2011
Ticker:
ISIN: JP3862400003
--------------------------------------------------------------------------------------------------------------------------
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
3. Appoint a Corporate Auditor Mgmt For For
4. Approve Payment of Bonuses to Corporate Officers Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MAN SE, MUENCHEN Agenda Number: 703099069
--------------------------------------------------------------------------------------------------------------------------
Security: D51716104
Meeting Type: AGM
Meeting Date: 27-Jun-2011
Ticker:
ISIN: DE0005937007
--------------------------------------------------------------------------------------------------------------------------
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 06.06.2011 , 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 12.06.2011. 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 adopted annual financial Non-Voting No vote
statements of MAN SE and the approved consolidated
financial statements for the year ending December
31, 2010, in addition to the management report
of MAN SE and the MAN Group management report
for the 2010 fiscal year as well as the explanatory
report on disclosures in accordance with sections
289 (4) and 315 (4) of the Handelsgesetzbuch
(HGB - German Commercial Code) and the report
of the Supervisory Board
2. Appropriation of MAN SE's net retained profits Mgmt For For
3. Approval of the actions of part of the Executive Mgmt For For
Board
4. Approval of the Supervisory Board's actions Mgmt For For
5. Remuneration system for Executive Board members Mgmt For For
6.1 Elections to the Supervisory Board: Michael Mgmt For For
Behrendt
6.2 Elections to the Supervisory Board: Jochem Heizmann Mgmt For For
6.3 Elections to the Supervisory Board: Ferdinand Mgmt For For
K. Piech
6.4 Elections to the Supervisory Board: Dieter Poetsch Mgmt For For
6.5 Elections to the Supervisory Board: Angelika Mgmt For For
Pohlenz
6.6 Elections to the Supervisory Board: Ekkehard Mgmt For For
D. Schulz
6.7 Elections to the Supervisory Board: Rupert Stadler Mgmt For For
6.8 Elections to the Supervisory Board: Martin Winterkorn Mgmt For For
6.9 Elections to the Supervisory Board: Dr. jur. Mgmt For For
Thomas Kremer (alternate member)
7. Remuneration of the first Supervisory Board Mgmt For For
of MAN SE
8. Appointment of auditors for the 2011 fiscal Mgmt For For
year
--------------------------------------------------------------------------------------------------------------------------
MANULIFE FINANCIAL CORPORATION Agenda Number: 933395700
--------------------------------------------------------------------------------------------------------------------------
Security: 56501R106
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: MFC
ISIN: CA56501R1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
LINDA B. BAMMANN Mgmt For For
JOSEPH P. CARON Mgmt For For
JOHN M. CASSADAY Mgmt For For
GAIL C.A. COOK-BENNETT Mgmt For For
THOMAS P. D'AQUINO Mgmt For For
RICHARD B. DEWOLFE Mgmt For For
ROBERT E. DINEEN, JR. Mgmt For For
DONALD A. GULOIEN Mgmt For For
SCOTT M. HAND Mgmt For For
ROBERT J. HARDING Mgmt For For
LUTHER S. HELMS Mgmt For For
DONALD R. LINDSAY Mgmt For For
LORNA R. MARSDEN Mgmt For For
JOHN R.V. PALMER Mgmt For For
HUGH W. SLOAN, JR. Mgmt For For
02 APPOINTMENT OF ERNST & YOUNG LLP AS AUDITORS. Mgmt For For
03 ADVISORY RESOLUTION ACCEPTING APPROACH TO EXECUTIVE Mgmt For For
COMPENSATION.
4A SHAREHOLDER PROPOSAL NO. 1. Shr Against For
4B SHAREHOLDER PROPOSAL NO. 2. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
MARATHON OIL CORPORATION Agenda Number: 933383907
--------------------------------------------------------------------------------------------------------------------------
Security: 565849106
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: MRO
ISIN: US5658491064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: GREGORY H. BOYCE Mgmt For For
1B ELECTION OF DIRECTOR: PIERRE BRONDEAU Mgmt For For
1C ELECTION OF DIRECTOR: CLARENCE P. CAZALOT, JR. Mgmt For For
1D ELECTION OF DIRECTOR: DAVID A. DABERKO Mgmt For For
1E ELECTION OF DIRECTOR: WILLIAM L. DAVIS Mgmt For For
1F ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON Mgmt For For
1G ELECTION OF DIRECTOR: PHILIP LADER Mgmt For For
1H ELECTION OF DIRECTOR: CHARLES R. LEE Mgmt For For
1I ELECTION OF DIRECTOR: MICHAEL E.J. PHELPS Mgmt For For
1J ELECTION OF DIRECTOR: DENNIS H. REILLEY Mgmt For For
1K ELECTION OF DIRECTOR: SETH E. SCHOFIELD Mgmt For For
1L ELECTION OF DIRECTOR: JOHN W. SNOW Mgmt For For
1M ELECTION OF DIRECTOR: THOMAS J. USHER Mgmt For For
02 RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT AUDITOR FOR 2011.
03 BOARD PROPOSAL TO AMEND OUR BY-LAWS TO LOWER Mgmt For For
THE THRESHOLD FOR STOCKHOLDERS TO CALL SPECIAL
MEETINGS.
04 BOARD PROPOSAL FOR A NON-BINDING ADVISORY VOTE Mgmt For For
ON OUR EXECUTIVE COMPENSATION.
05 BOARD PROPOSAL TO SELECT THE DESIRED FREQUENCY Mgmt 1 Year For
OF NON-BINDING ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
06 STOCKHOLDER PROPOSAL SEEKING A SAFETY REPORT Shr Against For
OUTLINING THE COMPANY'S STEPS TO REDUCE THE
RISK OF ACCIDENTS.
--------------------------------------------------------------------------------------------------------------------------
MEDTRONIC, INC. Agenda Number: 933309139
--------------------------------------------------------------------------------------------------------------------------
Security: 585055106
Meeting Type: Annual
Meeting Date: 25-Aug-2010
Ticker: MDT
ISIN: US5850551061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
RICHARD H. ANDERSON Mgmt For For
DAVID L. CALHOUN Mgmt For For
VICTOR J. DZAU, M.D. Mgmt For For
WILLIAM A. HAWKINS Mgmt For For
SHIRLEY A. JACKSON, PHD Mgmt For For
JAMES T. LENEHAN Mgmt For For
DENISE M. O'LEARY Mgmt For For
KENDALL J. POWELL Mgmt For For
ROBERT C. POZEN Mgmt For For
JEAN-PIERRE ROSSO Mgmt For For
JACK W. SCHULER Mgmt For For
2 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS MEDTRONIC'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
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 Against Against
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 3 Years For
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
--------------------------------------------------------------------------------------------------------------------------
MOTOROLA MOBILITY HOLDINGS, INC. Agenda Number: 933386787
--------------------------------------------------------------------------------------------------------------------------
Security: 620097105
Meeting Type: Annual
Meeting Date: 09-May-2011
Ticker: MMI
ISIN: US6200971058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SANJAY K. JHA Mgmt For For
1B ELECTION OF DIRECTOR: JON E. BARFIELD Mgmt For For
1C ELECTION OF DIRECTOR: WILLIAM R. HAMBRECHT Mgmt For For
1D ELECTION OF DIRECTOR: JEANNE P. JACKSON Mgmt For For
1E ELECTION OF DIRECTOR: KEITH A. MEISTER Mgmt For For
1F ELECTION OF DIRECTOR: THOMAS J. MEREDITH Mgmt For For
1G ELECTION OF DIRECTOR: DANIEL A. NINIVAGGI Mgmt For For
1H ELECTION OF DIRECTOR: JAMES R. STENGEL Mgmt For For
1I ELECTION OF DIRECTOR: ANTHONY J. VINCIQUERRA Mgmt For For
1J ELECTION OF DIRECTOR: ANDREW J. VITERBI Mgmt For For
02 ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE Mgmt For For
COMPENSATION.
03 ADVISORY APPROVAL OF THE FREQUENCY OF FUTURE Mgmt 1 Year For
STOCKHOLDER VOTES ON EXECUTIVE COMPENSATION.
04 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2011.
--------------------------------------------------------------------------------------------------------------------------
MOTOROLA SOLUTIONS, INC. Agenda Number: 933386852
--------------------------------------------------------------------------------------------------------------------------
Security: 620076307
Meeting Type: Annual
Meeting Date: 02-May-2011
Ticker: MSI
ISIN: US6200763075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: GREGORY Q. BROWN Mgmt For For
1B ELECTION OF DIRECTOR: WILLIAM J. BRATTON Mgmt For For
1C ELECTION OF DIRECTOR: DAVID W. DORMAN Mgmt For For
1D ELECTION OF DIRECTOR: MICHAEL V. HAYDEN Mgmt For For
1E ELECTION OF DIRECTOR: VINCENT J. INTRIERI Mgmt Against Against
1F ELECTION OF DIRECTOR: JUDY C. LEWENT Mgmt For For
1G ELECTION OF DIRECTOR: SAMUEL C. SCOTT III Mgmt For For
1H ELECTION OF DIRECTOR: JOHN A. WHITE Mgmt For For
02 ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE Mgmt For For
COMPENSATION.
03 RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 1 Year For
OF ADVISORY VOTES ON THE COMPANY'S EXECUTIVE
COMPENSATION.
04 REAPPROVAL OF MATERIAL TERMS FOR PERFORMANCE-BASED Mgmt For For
AWARDS UNDER THE MOTOROLA SOLUTIONS OMNIBUS
INCENTIVE PLAN OF 2006.
05 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2011.
06 SHAREHOLDER PROPOSAL RE: HUMAN RIGHTS POLICY. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
MOTOROLA, INC. Agenda Number: 933338736
--------------------------------------------------------------------------------------------------------------------------
Security: 620076109
Meeting Type: Special
Meeting Date: 29-Nov-2010
Ticker: MOT
ISIN: US6200761095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
EFFECT, IN ITS DISCRETION PRIOR TO DECEMBER
31, 2011, A REVERSE STOCK SPLIT OF THE OUTSTANDING
AND TREASURY COMMON STOCK OF MOTOROLA, AT A
REVERSE STOCK SPLIT RATIO OF AT LEAST 1-FOR-3
AND OF UP TO 1-FOR-7, AS DETERMINED BY THE
BOARD OF DIRECTORS.
02 APPROVAL OF A CORRESPONDING AMENDMENT TO MOTOROLA'S Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO EFFECT
THE REVERSE STOCK SPLIT AND TO REDUCE PROPORTIONATELY
THE TOTAL NUMBER OF SHARES OF COMMON STOCK
THAT MOTOROLA IS AUTHORIZED TO ISSUE, SUBJECT
TO THE BOARD OF DIRECTORS' AUTHORITY TO ABANDON
SUCH AMENDMENT.
--------------------------------------------------------------------------------------------------------------------------
MTU AERO ENGINES HOLDING AG, MUENCHEN Agenda Number: 702875038
--------------------------------------------------------------------------------------------------------------------------
Security: D5565H104
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: DE000A0D9PT0
--------------------------------------------------------------------------------------------------------------------------
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 management report for MTU
Aero Engines Holding AG, the approved consolidated
financial statements and group management report
for the financial year 2010, the Supervisory
Board Report and the Explanatory Report of
the Management Board regarding the statements
pursuant to Sec. 289(4) and (5) and Sec. 315(4)
of the German Commercial Code
2. Resolution on the appropriation of net profit Mgmt For For
3. Resolution to approve the actions of the members Mgmt For For
of the Management Board in the financial year
2010
4. Resolution to approve the actions of the members Mgmt For For
of the Supervisory Board in the financial year
2010
5. Appointment of the auditor for the financial Mgmt For For
year 2011
6. Resolution on a new Authorized Capital II; amendment Mgmt For For
of Sec. 4(6) of the Articles of Association
7. Resolution on a new Authorized Capital III; Mgmt For For
amendment of Sec. 4(7)-(9) of the Articles
of Association
--------------------------------------------------------------------------------------------------------------------------
MURATA MANUFACTURING COMPANY,LTD. Agenda Number: 703128896
--------------------------------------------------------------------------------------------------------------------------
Security: J46840104
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3914400001
--------------------------------------------------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------------------------------------------------
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 Take No Action
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 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 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
--------------------------------------------------------------------------------------------------------------------------
NEWS CORPORATION Agenda Number: 933324232
--------------------------------------------------------------------------------------------------------------------------
Security: 65248E203
Meeting Type: Annual
Meeting Date: 15-Oct-2010
Ticker: NWS
ISIN: US65248E2037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOSE MARIA AZNAR Mgmt For For
NATALIE BANCROFT Mgmt For For
PETER L. BARNES Mgmt For For
CHASE CAREY Mgmt For For
KENNETH E. COWLEY Mgmt For For
DAVID F. DEVOE Mgmt For For
VIET DINH Mgmt For For
SIR R.I. EDDINGTON Mgmt For For
ANDREW S.B. KNIGHT Mgmt For For
JAMES R. MURDOCH Mgmt For For
K. RUPERT MURDOCH Mgmt For For
LACHLAN K. MURDOCH Mgmt For For
THOMAS J. PERKINS Mgmt For For
ARTHUR M. SISKIND Mgmt For For
JOHN L. THORNTON Mgmt For For
02 RATIFICATION OF ERNST & YOUNG LLP AS THE COMPANY'S Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING JUNE 30, 2011.
03 RE-APPROVAL OF MATERIAL TERMS UNDER THE COMPANY'S Mgmt For For
LONG-TERM INCENTIVE PLAN FOR PAYMENT OF PERFORMANCE-BASED
COMPENSATION UNDER SECTION 162(M) OF THE INTERNAL
REVENUE CODE.
04 STOCKHOLDER PROPOSAL - ESTABLISHMENT OF A HUMAN Shr Against For
RIGHTS COMMITTEE.
05 STOCKHOLDER PROPOSAL - SHAREHOLDER SAY ON PAY. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
NEXANS, PARIS Agenda Number: 703016015
--------------------------------------------------------------------------------------------------------------------------
Security: F65277109
Meeting Type: MIX
Meeting Date: 31-May-2011
Ticker:
ISIN: FR0000044448
--------------------------------------------------------------------------------------------------------------------------
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/2011/0422/201104221101519.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0513/201105131102347.pdf
O.1 Approval of the corporate financial statements Mgmt For For
for the financial year ended December 31,
2010 - Management report - Discharge of duties
to the Board members
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
and setting the dividend
O.4 Approval of the Agreements pursuant to Article Mgmt For For
L. 225-38 of the Commercial Code
O.5 Renewal of Mr. Gianpaolo Caccini's term as Board Mgmt For For
member
O.6 Renewal of Mr. Georges Chodron de Courcel's Mgmt Abstain Against
term as Board member
O.7 Renewal of Mr. Jerome Gallot's term as Board Mgmt For For
member
O.8 Renewal of Mr. Nicolas de Tavernost's term as Mgmt For For
Board member
O.9 Appointment of Mrs. Mouna Sepehri as Board member Mgmt For For
O.10 Appointment of Mr. Cyrille Duval as Board member Mgmt For For
O.11 Appointment of Mr. Robert Brunck as Board member Mgmt For For
O.12 Appointment of Mr. Francisco Perez as Board Mgmt For For
member
O.13 Authorization to be granted to the Board of Mgmt For For
Directors to trade shares of the Company
E.14 Delegation of authority to be granted to the Mgmt For For
Board of Directors to carry out allocations
of performance shares existing or to be issued
to of employees of the staff and corporate
officers of the Group or to some of them, within
the limit of a nominal amount of EUR 156,000
subject to the performance conditions
established by the Board
E.15 Delegation of authority to be granted to the Mgmt For For
Board of Directors to carry out free allocations
of shares existing or to be issued to members
of the staff or to some of them within the
limit of a nominal amount of EUR 14,000
E.16 Delegation of authority to be granted to the Mgmt For For
Board of Directors 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, within the limit of EUR 400,000
E.17 Amendment of Article 12, paragraph 1 of the Mgmt For For
Statutes ("Term of office of Board members
- Age limit")
E.18 Amendment of Article 12, paragraph 3 of the Mgmt For For
Statutes ("Term of office of Board members
- Age limit")
O.19 Powers to accomplish all necessary formalities 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.
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 933315548
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 20-Sep-2010
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JILL K. CONWAY Mgmt For For
ALAN B. GRAF, JR. Mgmt For For
JOHN C. LECHLEITER Mgmt For For
PHYLLIS M. WISE Mgmt For For
02 TO RE-APPROVE AND AMEND THE NIKE, INC. EXECUTIVE Mgmt For For
PERFORMANCE SHARING PLAN.
03 TO RE-APPROVE AND AMEND THE NIKE, INC. 1990 Mgmt For For
STOCK INCENTIVE PLAN.
04 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
--------------------------------------------------------------------------------------------------------------------------
NIKON CORPORATION Agenda Number: 703146135
--------------------------------------------------------------------------------------------------------------------------
Security: 654111103
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3657400002
--------------------------------------------------------------------------------------------------------------------------
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
4. Approve Retirement Allowance for Retiring Directors Mgmt For For
and Retiring Corporate Auditors, and Payment
of Accrued Benefits associated with Abolition
of Retirement Benefit System for Current Directors
and Current Corporate Auditors
5. Approve Payment of Bonuses to Directors Mgmt For For
6. Amend the Compensation to be received by Directors Mgmt For For
and Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
NINTENDO CO.,LTD. Agenda Number: 703142252
--------------------------------------------------------------------------------------------------------------------------
Security: J51699106
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3756600007
--------------------------------------------------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------------------------------------------------
NOBLE CORPORATION Agenda Number: 933425248
--------------------------------------------------------------------------------------------------------------------------
Security: H5833N103
Meeting Type: Annual
Meeting Date: 29-Apr-2011
Ticker: NE
ISIN: CH0033347318
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
LAWRENCE J. CHAZEN Mgmt For For
JON A. MARSHALL Mgmt For For
MARY P. RICCIARDELLO Mgmt For For
2 APPROVAL OF THE 2010 ANNUAL REPORT, THE CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY FOR FISCAL
YEAR 2010 AND THE STATUTORY FINANCIAL STATEMENTS
OF THE COMPANY FOR FISCAL YEAR 2010
3 APPROVAL OF THE CREATION OF A RESERVE THROUGH Mgmt For For
APPROPRIATION OF RETAINED EARNINGS
4 APPROVAL OF A CAPITAL REDUCTION BY CANCELLATION Mgmt For For
OF CERTAIN SHARES HELD IN TREASURY
5 APPROVAL OF AN EXTENSION OF BOARD AUTHORITY Mgmt For For
TO ISSUE AUTHORIZED SHARE CAPITAL UNTIL APRIL
28, 2013
6 APPROVAL OF A RETURN OF CAPITAL IN THE FORM Mgmt For For
OF A PAR VALUE REDUCTION IN AN AMOUNT EQUAL
TO SWISS FRANCS 0.52 PER SHARE
7 APPROVAL OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2011 AND THE ELECTION
OF PRICEWATERHOUSECOOPERS AG AS STATUTORY AUDITOR
FOR A ONE-YEAR TERM
8 APPROVAL OF THE DISCHARGE OF THE MEMBERS OF Mgmt For For
THE BOARD OF DIRECTORS AND THE EXECUTIVE OFFICERS
OF THE COMPANY FOR FISCAL YEAR 2010
9 APPROVAL, ON AN ADVISORY BASIS, OF THE COMPENSATION Mgmt For For
OF THE COMPANY'S NAMED EXECUTIVE OFFICERS
10 ADVISORY VOTE ON FREQUENCY OF THE EXECUTIVE Mgmt 3 Years For
COMPENSATION ADVISORY VOTE
--------------------------------------------------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------------------------------------------------
NOMURA RESEARCH INSTITUTE,LTD. Agenda Number: 703128733
--------------------------------------------------------------------------------------------------------------------------
Security: J5900F106
Meeting Type: AGM
Meeting Date: 23-Jun-2011
Ticker:
ISIN: JP3762800005
--------------------------------------------------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------------------------------------------------
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)
--------------------------------------------------------------------------------------------------------------------------
OCCIDENTAL PETROLEUM CORPORATION Agenda Number: 933401060
--------------------------------------------------------------------------------------------------------------------------
Security: 674599105
Meeting Type: Annual
Meeting Date: 06-May-2011
Ticker: OXY
ISIN: US6745991058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SPENCER ABRAHAM Mgmt For For
1B ELECTION OF DIRECTOR: HOWARD I. ATKINS Mgmt For For
1C ELECTION OF DIRECTOR: STEPHEN I. CHAZEN Mgmt For For
1D ELECTION OF DIRECTOR: EDWARD P. DJEREJIAN Mgmt For For
1E ELECTION OF DIRECTOR: JOHN E. FEICK Mgmt For For
1F ELECTION OF DIRECTOR: MARGARET M. FORAN Mgmt For For
1G ELECTION OF DIRECTOR: CARLOS M. GUTIERREZ Mgmt For For
1H ELECTION OF DIRECTOR: RAY R. IRANI Mgmt For For
1I ELECTION OF DIRECTOR: AVEDICK B. POLADIAN Mgmt For For
1J ELECTION OF DIRECTOR: RODOLFO SEGOVIA Mgmt For For
1K ELECTION OF DIRECTOR: AZIZ D. SYRIANI Mgmt For For
1L ELECTION OF DIRECTOR: ROSEMARY TOMICH Mgmt For For
1M ELECTION OF DIRECTOR: WALTER L. WEISMAN Mgmt For For
02 RATIFICATION OF SELECTION OF KPMG AS INDEPENDENT Mgmt For For
AUDITORS.
03 ADVISORY VOTE APPROVING EXECUTIVE COMPENSATION. Mgmt For For
04 ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTE Mgmt 1 Year Against
ON EXECUTIVE COMPENSATION.
05 REPORT ON POLITICAL EXPENDITURES AND SPENDING Shr Against For
PROCESSES.
06 REQUIRED NOMINATION OF DIRECTOR WITH ENVIRONMENTAL Shr Against For
EXPERTISE.
--------------------------------------------------------------------------------------------------------------------------
OLYMPUS CORPORATION Agenda Number: 703142240
--------------------------------------------------------------------------------------------------------------------------
Security: J61240107
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3201200007
--------------------------------------------------------------------------------------------------------------------------
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: Representative Director to Mgmt For For
Convene and Chair a Shareholders Meeting
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
4. Appoint a Corporate Auditor Mgmt For For
5. Appoint a Substitute Corporate Auditor Mgmt For For
6. Amend the Compensation to be received by Directors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
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 For For
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 For For
JEFFREY O. HENLEY Mgmt For For
MARK V. HURD Mgmt For For
DONALD L. LUCAS Mgmt For For
NAOMI O. SELIGMAN Mgmt For For
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 Against For
RETENTION.
--------------------------------------------------------------------------------------------------------------------------
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 Abstain Against
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
--------------------------------------------------------------------------------------------------------------------------
PEPSICO, INC. Agenda Number: 933392069
--------------------------------------------------------------------------------------------------------------------------
Security: 713448108
Meeting Type: Annual
Meeting Date: 04-May-2011
Ticker: PEP
ISIN: US7134481081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: S.L. BROWN Mgmt For For
1B ELECTION OF DIRECTOR: I.M. COOK Mgmt For For
1C ELECTION OF DIRECTOR: D. DUBLON Mgmt For For
1D ELECTION OF DIRECTOR: V.J. DZAU Mgmt For For
1E ELECTION OF DIRECTOR: R.L. HUNT Mgmt For For
1F ELECTION OF DIRECTOR: A. IBARGUEN Mgmt For For
1G ELECTION OF DIRECTOR: A.C. MARTINEZ Mgmt Against Against
1H ELECTION OF DIRECTOR: I.K. NOOYI Mgmt For For
1I ELECTION OF DIRECTOR: S.P. ROCKEFELLER Mgmt For For
1J ELECTION OF DIRECTOR: J.J. SCHIRO Mgmt For For
1K ELECTION OF DIRECTOR: L.G. TROTTER Mgmt For For
1L ELECTION OF DIRECTOR: D. VASELLA Mgmt For For
02 APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE Mgmt For For
COMPENSATION.
03 RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Mgmt 3 Years For
OF EXECUTIVE COMPENSATION VOTES.
04 APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS Mgmt For For
FOR FISCAL YEAR 2011.
05 APPROVAL OF AMENDMENT TO ARTICLES OF INCORPORATION Mgmt For For
TO IMPLEMENT MAJORITY VOTING FOR DIRECTORS
IN UNCONTESTED ELECTIONS.
06 SHAREHOLDER PROPOSAL - RIGHT TO CALL SPECIAL Shr Against For
SHAREHOLDER MEETINGS. (PROXY STATEMENT P.63)
07 SHAREHOLDER PROPOSAL - POLITICAL CONTRIBUTIONS Shr Against For
REPORT (PROXY STATEMENT P.65)
--------------------------------------------------------------------------------------------------------------------------
PETROCHINA CO LTD Agenda Number: 702887855
--------------------------------------------------------------------------------------------------------------------------
Security: Y6883Q104
Meeting Type: AGM
Meeting Date: 18-May-2011
Ticker:
ISIN: CNE1000003W8
--------------------------------------------------------------------------------------------------------------------------
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/LTN20110331790.pdf
1 To consider and approve the Report of the Board Mgmt For For
of Directors of the Company for the year
2010
2 To consider and approve the Report of the Supervisory Mgmt For For
Committee of the Company for the year
2010
3 To consider and approve the Audited Financial Mgmt For For
Statements of the Company for the year 2010
4 To consider and approve the declaration and Mgmt For For
payment of the final dividends for the year
ended 31 December 2010 in the amount and in
the manner recommended by the Board
of Directors
5 To consider and approve the authorisation of Mgmt For For
the Board of Directors to determine
the distribution of interim dividends for the
year 2011
6 To consider and approve the continuation of Mgmt For For
appointment of PricewaterhouseCoopers,
Certified Public Accountants, as the international
auditors of the Company and PricewaterhouseCoopers
Zhong Tian CPAs Company Limited, Certified
Public Accountants, as the domestic auditors
of the Company, for the year 2011 and
to authorise the Board of Directors to fix
their remuneration
7.A To consider and approve the election of Mr Jiang Mgmt For For
Jiemin as Director of the Company
7.B To consider and approve the election of Mr Zhou Mgmt For For
Jiping as Director of the Company
7.C To consider and approve the election of Mr Wang Mgmt For For
Yilin as Director of the Company
7.D To consider and approve the election of Mr Li Mgmt For For
Xinhua as Director of the Company
7.E To consider and approve the election of Mr Liao Mgmt For For
Yongyuan as Director of the Company
7.F To consider and approve the election of Mr Wang Mgmt For For
Guoliang as Director of the Company
7.G To consider and approve the election of Mr Wang Mgmt For For
Dongjin as Director of the Company
7.H To consider and approve the election of Mr Yu Mgmt For For
Baocai as Director of the Company
7.I To consider and approve the election of Mr Ran Mgmt For For
Xinquan as Director of the Company
7.J To consider and approve the election of Mr Liu Mgmt For For
Hongru as independent Director of the Company
7.K To consider and approve the election of Mr Franco Mgmt For For
Bernabe as independent Director of the
Company
7.L To consider and approve the election of Mr Li Mgmt For For
Yongwu as independent Director of the Company
7.M To consider and approve the election of Mr Cui Mgmt For For
Junhui as independent Director of the Company
7.N To consider and approve the election of Mr Chen Mgmt For For
Zhiwu as independent Director of the Company
8.A To consider and approve the election of Mr Chen Mgmt For For
Ming as Supervisor of the Company
8.B To consider and approve the election of Mr Guo Mgmt For For
Jinping as Supervisor of the Company
8.C To consider and approve the election of Mr Wen Mgmt For For
Qingshan as Supervisor of the Company
8.D To consider and approve the election of Mr Sun Mgmt For For
Xianfeng as Supervisor of the Company
8.E To consider and approve the election of Mr Li Mgmt For For
Yuan as independent Supervisor of the Company
8.F To consider and approve the election of Mr Wang Mgmt For For
Daocheng as independent Supervisor of
the Company
9 To consider and approve, by way of special resolution, Mgmt For For
to grant a general mandate to the Board
of Directors to separately or concurrently
issue, allot and deal with additional domestic
shares and overseas listed foreign shares
in the Company not exceeding 20% of each of
its existing domestic shares and overseas
listed foreign shares of the Company in issue
10 To consider and approve, by way of special resolution, Mgmt For For
to unconditionally grant a general mandate
to determine and handle the issue of debt of
financing instruments of the Company
in the outstanding balance amount of up to
RMB100 billion, upon such terms and conditions
to be determined by the Board of Director
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.
--------------------------------------------------------------------------------------------------------------------------
PETROLEUM GEO-SVCS ASA Agenda Number: 702960180
--------------------------------------------------------------------------------------------------------------------------
Security: R69628114
Meeting Type: AGM
Meeting Date: 11-May-2011
Ticker:
ISIN: NO0010199151
--------------------------------------------------------------------------------------------------------------------------
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 Approval of the calling notice and agenda Mgmt Take No Action
2 Election of person to countersign the minutes Mgmt Take No Action
3 Approval of the director's report and financial Mgmt Take No Action
statements of Petroleum Geo-Services ASA and
the group for 2010
4 Approval of the auditors fee for 2010 Mgmt Take No Action
5.1 Election of board of director: Francis Robert Mgmt Take No Action
Gugen (Chairperson)
5.2 Election of board of director: Harald Norvik Mgmt Take No Action
(Vice Chairperson)
5.3 Election of board of director: Daniel J. Piette Mgmt Take No Action
5.4 Election of board of director: Holly Van Deursen Mgmt Take No Action
5.5 Election of board of director: Annette Malm Mgmt Take No Action
Justad
5.6 Election of board of director: Carol Bell Mgmt Take No Action
5.7 Election of board of director: Ingar Skaug Mgmt Take No Action
6.1 Nomination committee - election of member: Roger Mgmt Take No Action
O Neil (Chairperson)
6.2 Nomination committee - election of member: C. Mgmt Take No Action
Maury Devine
6.3 Nomination committee - election of member: Hanne Mgmt Take No Action
Harlem
7.1 Approval of the board members and nomination Mgmt Take No Action
committee members fees: Motion to approve board
members and nomination committee members fee
7.2 Approval of the board members and nomination Mgmt Take No Action
committee members fees: Motion to approve the
principles for the shareholders elected board
members fees for the period 11 May 2011 to
the annual general meeting 2012
7.3 Approval of the board members and nomination Mgmt Take No Action
committee members fees: Motion to approve the
principles for the fees for the members of
the nomination committee for the period 11
May 2011 to the annual general meeting 2012
8 Statement from the board regarding remuneration Mgmt Take No Action
principles for senior executives
9 Authorization to acquire treasury shares Mgmt Take No Action
10 Approval of share option plan Mgmt Take No Action
11.1 Motion to authorize the company's board of directors Mgmt Take No Action
to increase the share capital: General authorization
to issue new shares
11.2 Motion to authorize the company's board of directors Mgmt Take No Action
to increase the share capital: Authorization
to issue new shares in connection with share
option program
12 Motion to authorize the company's board of directors Mgmt Take No Action
to issue convertible loans
13 Indemnification of board of directors Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 933392196
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103
Meeting Type: Annual
Meeting Date: 28-Apr-2011
Ticker: PFE
ISIN: US7170811035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DENNIS A. AUSIELLO Mgmt For For
1B ELECTION OF DIRECTOR: MICHAEL S. BROWN Mgmt For For
1C ELECTION OF DIRECTOR: M. ANTHONY BURNS Mgmt For For
1D ELECTION OF DIRECTOR: W. DON CORNWELL Mgmt For For
1E ELECTION OF DIRECTOR: FRANCES D. FERGUSSON Mgmt For For
1F ELECTION OF DIRECTOR: WILLIAM H. GRAY III Mgmt For For
1G ELECTION OF DIRECTOR: CONSTANCE J. HORNER Mgmt For For
1H ELECTION OF DIRECTOR: JAMES M. KILTS Mgmt For For
1I ELECTION OF DIRECTOR: GEORGE A. LORCH Mgmt For For
1J ELECTION OF DIRECTOR: JOHN P. MASCOTTE Mgmt For For
1K ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Mgmt For For
1L ELECTION OF DIRECTOR: IAN C. READ Mgmt For For
1M ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Mgmt For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2011.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY Mgmt 2 Years For
VOTES ON EXECUTIVE COMPENSATION.
05 SHAREHOLDER PROPOSAL REGARDING PUBLICATION OF Shr Against For
POLITICAL CONTRIBUTIONS
06 SHAREHOLDER PROPOSAL REGARDING PUBLIC POLICY Shr Against For
INITIATIVES.
07 SHAREHOLDER PROPOSAL REGARDING PHARMACEUTICAL Shr Against For
PRICE RESTRAINTS.
08 SHAREHOLDER PROPOSAL REGARDING ACTION BY WRITTEN Shr Against For
CONSENT.
09 SHAREHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER Shr Against For
MEETINGS.
10 SHAREHOLDER PROPOSAL REGARDING ANIMAL RESEARCH Shr Against For
--------------------------------------------------------------------------------------------------------------------------
PHILIPS ELECTRS N V Agenda Number: 702796206
--------------------------------------------------------------------------------------------------------------------------
Security: N6817P109
Meeting Type: AGM
Meeting Date: 31-Mar-2011
Ticker:
ISIN: NL0000009538
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING IS NOT A REQUIREMENT IMPOSED BY ROYAL Non-Voting No vote
PHILIPS ELECTRONICS. PLEASE NOTE THAT BLOCKING
CONDITIONS MAY APPLY DEPENDING ON THE SYSTEMS
OF THE CUSTODIAN BANK(S).
CMMT VOTE INSTRUCTIONS RECEIVED AFTER VOTE DEADLINE Non-Voting No vote
DATE ARE CONSIDERED LATE. LATE VOTES ARE PROCESSED
ON A BEST EFFORT BASIS.
1 President's Speech Non-Voting No vote
2.a Proposal to adopt the 2010 financial statements Mgmt For For
2.b Explanation of policy on additions to reserves Non-Voting No vote
and dividends
2.c Proposal to adopt a dividend of EUR 0.75 per Mgmt For For
common share in cash or shares, at the option
of the shareholder, against the net income
for 2010 of the Company
2.d Proposal to discharge the members of the Board Mgmt For For
of Management for their responsibilities
2.e Proposal to discharge the members of the Supervisory Mgmt For For
Board for their responsibilities
3.a Proposal to appoint Mr F.A. van Houten as President/CEO Mgmt For For
and member of the Board of Management of the
Company with effect from April 1, 2011
3.b Proposal to appoint Mr R.H. Wirahadiraksa as Mgmt For For
member of the Board of Management of the Company
with effect from April 1, 2011
3.c Proposal to appoint Mr P.A.J. Nota as member Mgmt For For
of the Board of Management of the Company with
effect from April 1, 2011
4.a Proposal to re-appoint Mr C.J.A. van Lede as Mgmt For For
a member of the Supervisory Board of the Company
with effect from March 31, 2011
4.b Proposal to re-appoint Mr J.M. Thompson as a Mgmt For For
member of the Supervisory Board of the Company
with effect from March 31, 2011
4.c Proposal to re-appoint Mr H. von Prondzynski Mgmt For For
as a member of the Supervisory Board of the
Company with effect from March 31, 2011
4.d Proposal to appoint Mr J.P. Tai as a member Mgmt For For
of the Supervisory Board of the Company with
effect from March 31, 2011
5 Proposal to re-appoint KPMG Accountants N.V. Mgmt For For
as external auditor of the Company
6.a Proposal to authorize the Board of Management Mgmt For For
for a period of 18 months, per March 31, 2011,
as the body which is authorized, with the approval
of the Supervisory Board, to issue shares or
grant rights to acquire shares within the limits
laid down in the Articles of Association of
the Company. The authorization referred to
will be limited to a maximum of 10% of the
number of issued shares per March 31, 2011,
plus 10% of the issued capital per that same
date in connection with or on the occasion
of mergers and acquisitions
6.b Proposal to authorize the Board of Management Mgmt For For
for a period of 18 months, per March 31, 2011,
as the body which is authorized, with the approval
of the Supervisory Board, to restrict or exclude
the pre-emption rights accruing to Shareholders
7 Proposal to authorize the Board of Management Mgmt For For
for a period of 18 months, per March 31, 2011,
within the limits of the law and the Articles
of Association, to acquire, with the approval
of the Supervisory Board, for valuable consideration,
on the stock exchange or otherwise, shares
in the Company at a price between, on the one
hand, an amount equal to the par value of the
shares and, on the other hand, an amount equal
to 110% of the market price of these shares
on the Official Segment of Euronext Amsterdam;
the market 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.
The maximum number of shares the Company may
hold, will not exceed 10% of the issued share
capital per March 31, 2011, which number may
be increased by 10% of the issued capital as
of that same date in connection with the execution
of share repurchase programs for capital reduction
purposes
8 Any other business Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
PORSCHE AUTOMOBIL HLDG SE Agenda Number: 702652529
--------------------------------------------------------------------------------------------------------------------------
Security: D6240C122
Meeting Type: AGM
Meeting Date: 30-Nov-2010
Ticker:
ISIN: DE000PAH0038
--------------------------------------------------------------------------------------------------------------------------
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 09.11.2010, WHEREAS THE MEETING
HAS BEEN SETUP USING THE ACTUAL RECORD DATE
- 1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT
ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH
THE GERMAN LAW. THANK YOU
1. Receive Financial Statements and Statutory Reports Non-Voting No vote
for Fiscal 2009/2010
2. Approve Allocation of Income and Dividends of Non-Voting No vote
EUR 0.094 per Ordinary Share and EUR 0.10 per
Preferred Share
3. Approve Discharge of Management Board for Fiscal Non-Voting No vote
2009/2010
4. Approve Discharge of Supervisory Board for Fiscal Non-Voting No vote
2009/2010
5. Ratify Ernst & Young GmbH as Auditors for the Non-Voting No vote
Abbreviated Fiscal Year Aug. 1, 2010 to Dec.
31, 2010
6. Approve EUR 2.5 Billion Increase in Share Capital Non-Voting No vote
via the Issuance of New Ordinary and Preferred
Shares
7. Special resolution of the preferred share-holders: Mgmt For For
Confirm Resolution of Common Shareholders in
Item 6
8. Approve Issuance of Warrants/Bonds with Warrants Non-Voting No vote
Attached/Convertible Bonds with Partial Exclusion
of Preemptive Rights up to Aggregate Nominal
Amount of EUR 2.5 Billion
9. Special resolution of the preferred shareholders: Mgmt For For
Confirm Resolution of Common Shareholders in
Item 8
10. Approve Creation of EUR 87.5 Million Pool of Non-Voting No vote
Capital with Partial Exclusion of Preemptive
Rights
11. Special resolution of the preferred share-holders: Mgmt For For
Confirm Resolution of Common Shareholders in
Item 10
12. Approve Creation of EUR 87.5 Million Pool of Non-Voting No vote
Capital without Preemptive Rights
13. Special resolution of the preferred shareholders: Mgmt For For
Confirm Resolution of Common Shareholders in
Item 12
--------------------------------------------------------------------------------------------------------------------------
PORSCHE AUTOMOBIL HOLDING SE, STUTTGART Agenda Number: 703144232
--------------------------------------------------------------------------------------------------------------------------
Security: D6240C122
Meeting Type: AGM
Meeting Date: 17-Jun-2011
Ticker:
ISIN: DE000PAH0038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting No vote
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD.
THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting No vote
MEETING IS 27 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 02.06.2011. 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 adopted annual financial Non-Voting No vote
statements, the approved consolidated financial
statements as well as the combined management
report for the company and the corporate group,
the proposal of the executive board for the
application of the balance sheet profit and
the report of the supervisory board for the
fiscal year 2010 (1 August 2010 through 31December
2010)
2. Application of the balance sheet profit Non-Voting No vote
3. Exoneration of the members of the executive Non-Voting No vote
board
4. Exoneration of the members of the supervisory Non-Voting No vote
board
5.A The auditor for the fiscal year 2011: Ernst Non-Voting No vote
& Young GmbH Wirtschaftsprufungsgesellschaft,
Stuttgart
5.B The auditor for the audit like review of the Non-Voting No vote
condensed financial statements and the interim
management report as parts of the financial
report for the first half 2011
5.C By way of precaution, in the event that the Non-Voting No vote
planned merger of the company into Volkswagen
AG according to the German Transformation Act
requires the audit of the closing balance sheet,
as the auditor of such closing balance sheet
of the company
6.A The authorization to issue convertible bonds, Non-Voting No vote
participation rights or profit sharing bonds
or a combination of these instruments resolved
upon at the General Shareholders' Meeting on
30 November 2010 is repealed
6.B The conditional capital resolved upon by the Non-Voting No vote
General Shareholders' Meeting on 30 November
2010 is repealed and section 4 para. 4 of the
articles of association is cancelled
6.C The authorization to increase the capital resolved Non-Voting No vote
upon by the General Shareholders' Meeting on
30 November 2010 is repealed and section 4
para. 3 of the articles of association is cancelled
--------------------------------------------------------------------------------------------------------------------------
POWER FINANCIAL CORPORATION Agenda Number: 933412758
--------------------------------------------------------------------------------------------------------------------------
Security: 73927C100
Meeting Type: Annual
Meeting Date: 12-May-2011
Ticker: POFNF
ISIN: CA73927C1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J. BRIAN AUNE Mgmt Withheld Against
MARC A. BIBEAU Mgmt For For
ANDRE DESMARAIS Mgmt Withheld Against
PAUL DESMARAIS, SR. Mgmt Withheld Against
PAUL DESMARAIS, JR. Mgmt Withheld Against
GERALD FRERE Mgmt Withheld Against
ANTHONY R. GRAHAM Mgmt For For
ROBERT GRATTON Mgmt For For
V. PETER HARDER Mgmt Withheld Against
DONALD F. MAZANKOWSKI Mgmt For For
RAYMOND L. MCFEETORS Mgmt For For
JERRY E.A. NICKERSON Mgmt For For
R. JEFFREY ORR Mgmt For For
MICHEL PLESSIS-BELAIR Mgmt Withheld Against
HENRI-PAUL ROUSSEAU Mgmt For For
LOUISE ROY Mgmt For For
RAYMOND ROYER Mgmt For For
T. TIMOTHY RYAN, JR. Mgmt For For
AMAURY DE SEZE Mgmt Withheld Against
EMOKE J.E. SZATHMARY Mgmt For For
02 APPOINTMENT OF DELOITTE & TOUCHE LLP AS AUDITORS. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PRIDE INTERNATIONAL, INC. Agenda Number: 933460622
--------------------------------------------------------------------------------------------------------------------------
Security: 74153QAG7
Meeting Type: Consent
Meeting Date: 27-May-2011
Ticker:
ISIN: US74153QAG73
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 THE AMENDMENTS Mgmt For 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.
--------------------------------------------------------------------------------------------------------------------------
PUMA AG RUDOLF DASSLER SPORT, HERZOGENAURACH Agenda Number: 702814612
--------------------------------------------------------------------------------------------------------------------------
Security: D62318148
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: DE0006969603
--------------------------------------------------------------------------------------------------------------------------
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 24 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 30 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 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 of the board of MDs with
the essential facts of the control and risk
management system in respect of the reporting
process
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 75,000,000 as follows: a) payment
of a dividend of EUR 1.80 per no-par share
b) EUR 48,034,432.20 shall be carried forward
ex-dividend and payable date: April 15, 2011
3. Resolution on the approval 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. Appointment of auditors for the 2011 financial Mgmt For For
year: Pricewater-houseCoopers AG, Frankfurt
6. Approval of the transformation of the company Mgmt For For
into a European company (Societas Euro-pea)
by the name of Puma SE
--------------------------------------------------------------------------------------------------------------------------
QUALCOMM, INCORPORATED Agenda Number: 933365947
--------------------------------------------------------------------------------------------------------------------------
Security: 747525103
Meeting Type: Annual
Meeting Date: 08-Mar-2011
Ticker: QCOM
ISIN: US7475251036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
BARBARA T. ALEXANDER Mgmt For For
STEPHEN M. BENNETT Mgmt For For
DONALD G. CRUICKSHANK Mgmt For For
RAYMOND V. DITTAMORE Mgmt For For
THOMAS W. HORTON Mgmt For For
IRWIN MARK JACOBS Mgmt For For
PAUL E. JACOBS Mgmt For For
ROBERT E. KAHN Mgmt For For
SHERRY LANSING Mgmt For For
DUANE A. NELLES Mgmt For For
FRANCISCO ROS Mgmt For For
BRENT SCOWCROFT Mgmt For For
MARC I. STERN Mgmt For For
02 TO APPROVE THE 2006 LONG-TERM INCENTIVE PLAN, Mgmt For For
AS AMENDED, WHICH INCLUDES AN INCREASE IN THE
SHARE RESERVE BY 65,000,000 SHARES.
03 TO APPROVE AN AMENDMENT TO THE 2001 EMPLOYEE Mgmt For For
STOCK PURCHASE PLAN TO INCREASE THE SHARE RESERVE
BY 22,000,000 SHARES.
04 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT PUBLIC ACCOUNTANTS FOR
OUR FISCAL YEAR ENDING SEPTEMBER 25, 2011.
05 TO HOLD AN ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
06 TO HOLD AN ADVISORY VOTE ON THE FREQUENCY OF Mgmt 3 Years For
FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION.
07 TO ACT ON A STOCKHOLDER PROPOSAL, IF PROPERLY Shr Against For
PRESENTED AT THE ANNUAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON COMPANY Agenda Number: 933437940
--------------------------------------------------------------------------------------------------------------------------
Security: 755111507
Meeting Type: Annual
Meeting Date: 26-May-2011
Ticker: RTN
ISIN: US7551115071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: VERNON E. CLARK Mgmt For For
1B ELECTION OF DIRECTOR: JOHN M. DEUTCH Mgmt For For
1C ELECTION OF DIRECTOR: STEPHEN J. HADLEY Mgmt For For
1D ELECTION OF DIRECTOR: FREDERIC M. POSES Mgmt For For
1E ELECTION OF DIRECTOR: MICHAEL C. RUETTGERS Mgmt For For
1F ELECTION OF DIRECTOR: RONALD L. SKATES Mgmt For For
1G ELECTION OF DIRECTOR: WILLIAM R. SPIVEY Mgmt For For
1H ELECTION OF DIRECTOR: LINDA G. STUNTZ Mgmt For For
1I ELECTION OF DIRECTOR: WILLIAM H. SWANSON Mgmt For For
02 ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
03 ADVISORY VOTE ON FREQUENCY OF FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION
04 RATIFICATION OF INDEPENDENT AUDITORS Mgmt For For
05 SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER ACTION Shr Against For
BY WRITTEN CONSENT
06 SHAREHOLDER PROPOSAL REGARDING EXECUTIVE STOCK Shr Against For
RETENTION
07 SHAREHOLDER PROPOSAL REGARDING LOBBYING EXPENSES Shr Against For
08 SHAREHOLDER PROPOSAL REGARDING SUPPLEMENTAL Shr Against For
EXECUTIVE RETIREMENT PLANS
--------------------------------------------------------------------------------------------------------------------------
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
RIO TINTO PLC Agenda Number: 702872549
--------------------------------------------------------------------------------------------------------------------------
Security: G75754104
Meeting Type: AGM
Meeting Date: 14-Apr-2011
Ticker:
ISIN: GB0007188757
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of the 2010 Annual report 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 Against For
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 and amendments to the Share Ownership Mgmt For For
Plan
19 General authority to allot shares Mgmt For For
20 Disapplication of pre-emption rights Mgmt For For
21 Authority to purchase Rio Tinto plc shares Mgmt For For
22 Notice period for general meetings other than Mgmt For For
annual general meetings
--------------------------------------------------------------------------------------------------------------------------
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 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 For For
--------------------------------------------------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------------------------------------------------
SAMSUNG ELECTRS LTD Agenda Number: 702799377
--------------------------------------------------------------------------------------------------------------------------
Security: Y74718100
Meeting Type: AGM
Meeting Date: 18-Mar-2011
Ticker:
ISIN: KR7005930003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of financial statements Mgmt For For
2 Approval of remuneration for director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
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 2 Years For
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.
--------------------------------------------------------------------------------------------------------------------------
SCHRODERS Agenda Number: 702873971
--------------------------------------------------------------------------------------------------------------------------
Security: G7860B102
Meeting Type: AGM
Meeting Date: 05-May-2011
Ticker:
ISIN: GB0002405495
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Report and Accounts Mgmt For For
2 Final dividend Mgmt For For
3 Remuneration report Mgmt For For
4 Re-elect Michael Dobson Mgmt For For
5 Re-elect Massimo Tosato Mgmt For For
6 Re-elect Andrew Beeson Mgmt For For
7 Re-elect Bruno Schroder Mgmt For For
8 Re-appoint PricewaterhouseCoopers LLP as auditors Mgmt For For
9 Authority for the Directors to fix the auditors' Mgmt For For
remuneration
10 Authority to allot shares Mgmt For For
11 Adoption of Schroders Equity Compensation Plan Mgmt For For
2011
12 Adoption of Schroders Share Option Plan 2011 Mgmt For For
13 Authority to purchase own shares Mgmt For For
14 Notice of general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SGL CARBON SE, WIESBADEN Agenda Number: 702858474
--------------------------------------------------------------------------------------------------------------------------
Security: D6949M108
Meeting Type: AGM
Meeting Date: 03-May-2011
Ticker:
ISIN: DE0007235301
--------------------------------------------------------------------------------------------------------------------------
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 12 APR 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 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 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 reports 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 7,600,000 as follows: The amount
shall be carried forward
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 2010 financial Mgmt For For
year: Ernst + Young GmbH, Frankfurt
6. Election of Edwin Eichler to the Supervisory Mgmt For For
Board
7. Resolution on the creation of a new authorized Mgmt For For
capital II/2011 for the issue of shares to
employees, and the corresponding amendment
to the articles of association The Board of
MDs shall be authorized, with the consent of
the Supervisory Board, to increase the company's
share capital by up to EUR 5,120,000 through
the issue of up to 2,000,000 new bearer no-par
shares against payment in cash or kind, on
or before May 2, 2016. Shareholders subscription
rights shall be excluded
8. Amendments to the articles of association a) Mgmt For For
Section 15(3) shall be revoked b) Section 12(2)
shall be amended in respect of the chairman
of the personnel and strategy/ technology committee
receiving a remuneration of EUR 3,000 and the
chairman of the examination board EUR 5,000
per meeting
--------------------------------------------------------------------------------------------------------------------------
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
SIEMENS A G Agenda Number: 702738545
--------------------------------------------------------------------------------------------------------------------------
Security: D69671218
Meeting Type: AGM
Meeting Date: 25-Jan-2011
Ticker:
ISIN: DE0007236101
--------------------------------------------------------------------------------------------------------------------------
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. To receive and consider the Report of the supervisory Non-Voting No vote
Board, the corporate Governance Report and
the Compensation Report as well as the Compliance
Report for fiscal year 2010
2. To receive and consider the adopted Annual Financial Non-Voting No vote
Statements of Siemens AG and the approved Consolidated
Financial Statements, together with the Combined
Management's Discussion and Analysis of Siemens
AG and the Siemens Group, including the Explanatory
Report on the information required pursuant
to section 289 (4) and (5) and section 315
(4) of the German Code (HGB) as of September
30, 2010
3. To resolve on the allocation of net income of Mgmt For For
siemens AG to pay a dividend
4. To ratify the acts of the members of the Managing Mgmt For For
Board
5. To ratify the acts of the members of the Supervisory Mgmt For For
Board
6. To resolve on the approval of the compensation Mgmt For For
system for Managing Board members
7. To resolve on the appointment of independent Mgmt For For
auditors for the audit of the Annual Financial
Statements and the Consolidated Financial Statements
and for the review of the Interim Financial
Statements
8. To resolve on the authorization to repurchase Mgmt For For
and use Siemens shares and to exclude shareholders'
subscription and tender rights
9. To resolve on the authorization to use derivatives Mgmt For For
in connection with the repurchase of Siemens
shares pursuant to section 71 (1), no. 8, of
the German Corporation Act (AktG), and to exclude
shareholders' subscription and tender rights
10. To resolve on the creation of an Authorized Mgmt For For
Capital 2011 reserved for the issuance to employees
with shareholders' subscription rights excluded,
and related amendments to the Articles of Association
11. To resolve on the adjustment of Supervisory Mgmt For For
Board compensation and the related amendments
to the Articles of Association
12. To resolve on the approval of a profit-and-loss Mgmt For For
transfer agreement between Siemens AG and a
subsidiary
13. To resolve on the authorization of the managing Mgmt For For
Board to issue convertible bonds and/or warrant
bonds and exclude shareholders' subscription
rights, and to resolve on the creation of a
Conditional Capital 2011 and related amendments
to the Articles of Association
14. PLEASE NOTE THAT THIS IS A SHAREHOLDERS PROPOSAL: Shr Against For
Resolution on an amendment to section 2 of
the Articles of Association of Siemens AG
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE EXCHANGE LTD Agenda Number: 702606801
--------------------------------------------------------------------------------------------------------------------------
Security: Y79946102
Meeting Type: AGM
Meeting Date: 07-Oct-2010
Ticker:
ISIN: SG1J26887955
--------------------------------------------------------------------------------------------------------------------------
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 FYE 30
JUN 2010 and the Auditor's report thereon
2 Declare a one-tier tax exempt final dividend Mgmt For For
amounting to 15.75 cents per share for
the FYE 30 JUN 2010; (FY 2009: 15.5 cents per
share)
3 Re-appoint Mr. J.Y. Pillay as a Director, pursuant Mgmt For For
to Section 153(6) of the Companies Act, Chapter
50 of Singapore, to hold office from the date
of this AGM until the next AGM of the Company
4 Re-appoint Mr. Robert Owen as a Director, pursuant Mgmt For For
to Section 153(6) of the Companies Act, Chapter
50 of Singapore, to hold office from the date
of this AGM until the next AGM of the Company
5 Re-elect Mr. Chew Choon Seng as a Director, Mgmt For For
who retires by rotation under Article 99A
of the Company's Articles of Association (the
"Articles")
6 Re-elect Mr. Loh Boon Chye as a Director, who Mgmt For For
retires by rotation under Article 99A
of the Company's Articles of Association (the
"Articles")
7 Re-elect Mr. Ng Kee Choe as a Director, who Mgmt For For
retires by rotation under Article 99A of the
Company's Articles of Association (the "Articles")
8 Re-elect Mr. Magnus Bocker, who will cease to Mgmt For For
hold office under Article 104 of the Articles
9 Approve the sum of SGD 750,000 to be paid to Mgmt For For
the Chairman as Director's fees, and the provision
to him of transport benefits, including a car
and a driver, for the FYE 30 JUN 2011; (FY
2010: up to SGD 750,000 and transport benefits,
including a car and a driver)
10 Approve the sum of up to SGD 1,200,000 to be Mgmt For For
paid to all Directors (other than the Chairman
and the Chief Executive Officer) as Directors'
fees for the FYE 30 JUN 2011; (FY 2010: up
to SGD 1,200,000)
11 Re-appoint Messrs PricewaterhouseCoopers LLP Mgmt For For
as the Auditor of the Company and authorize
the Directors to fix their remuneration
12 Appointment of Mr. Thaddeus Beczak as a Director Mgmt For For
of the Company pursuant to Article 104 of
the Articles
13 Authorize the Directors of the Company to: a) Mgmt For For
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)(not withstanding 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: CONTD
CONTD CONTD 1) the aggregate number of shares to be Non-Voting No vote
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 10% 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); 2) (subject to such manner of
calculation as may be CONTD
CONTD CONTD prescribed by the Singapore Exchange Securities Non-Voting No vote
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 3) in exercising the authority conferred by Non-Voting No vote
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 Monetary
Authority of Singapore) 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 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
0 Transact such other business Non-Voting No vote
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
IN TEXT OF RESOLUTION NUMBER 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.
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE EXCHANGE LTD Agenda Number: 702612260
--------------------------------------------------------------------------------------------------------------------------
Security: Y79946102
Meeting Type: EGM
Meeting Date: 07-Oct-2010
Ticker:
ISIN: SG1J26887955
--------------------------------------------------------------------------------------------------------------------------
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 (the "Companies Act"),
to purchase or otherwise acquire issued ordinary
shares in the capital of the Company ("Shares")
not exceeding in aggregate the Maximum Percentage
(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 securities
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, 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
date of the passing of this Resolution and
expiring on the earlier of: i) the date on
which the next AGM of the Company is held;
and ii) the date by which the next AGM of the
Company is required by law to be held; c) in
this Resolution: "Average Closing Price" means
the average of the closing market prices of
a Share over the five consecutive trading days
on which the Shares are transacted on the SGX-ST
or, as the case may be, Other Exchange 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 listing rules 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 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 Percentage" 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, 110% of the Average Closing Price
of the Shares; and d) 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 authorised by this Resolution
--------------------------------------------------------------------------------------------------------------------------
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 For For
to make political donations
23 To authorise the board to allot shares Mgmt For For
24 To extend the authority to allot shares Mgmt For For
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.
--------------------------------------------------------------------------------------------------------------------------
STRYKER CORPORATION Agenda Number: 933388490
--------------------------------------------------------------------------------------------------------------------------
Security: 863667101
Meeting Type: Annual
Meeting Date: 26-Apr-2011
Ticker: SYK
ISIN: US8636671013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
HOWARD E. COX, JR. Mgmt For For
SRIKANT M. DATAR, PH.D. Mgmt For For
ROCH DOLIVEUX, DVM Mgmt For For
LOUISE L. FRANCESCONI Mgmt For For
ALLAN C. GOLSTON Mgmt For For
HOWARD L. LANCE Mgmt For For
STEPHEN P. MACMILLAN Mgmt For For
WILLIAM U. PARFET Mgmt For For
RONDA E. STRYKER Mgmt For For
02 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2011.
03 APPROVAL OF THE 2011 LONG-TERM INCENTIVE PLAN. Mgmt For For
04 APPROVAL OF THE 2011 PERFORMANCE INCENTIVE AWARD Mgmt For For
PLAN.
05 APPROVAL, IN AN ADVISORY VOTE, OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
06 RECOMMENDATION, IN AN ADVISORY VOTE, OF THE Mgmt 1 Year For
FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
07 SHAREHOLDER PROPOSAL, IF PROPERLY PRESENTED Shr Against For
AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
SUBSEA 7 S A Agenda Number: 703065955
--------------------------------------------------------------------------------------------------------------------------
Security: L00306AB3
Meeting Type: AGM
Meeting Date: 27-May-2011
Ticker:
ISIN: XS0267243417
--------------------------------------------------------------------------------------------------------------------------
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
1 To consider (i) the management reports of the Non-Voting No vote
Board of Directors of the Company in
respect of the unconsolidated and consolidated
financial statements of the Company
and (ii) the reports of Deloitte S.A., Luxembourg,
Authorised Statutory Auditor ("Reviseur d'entreprises
agree") on the unconsolidated and
consolidated financial statements of the Company,
for the fiscal year ended November 30, 2010
2 To approve the unconsolidated financial statements Non-Voting No vote
of the Company for the fiscal year ended
November 30, 2010
3 To approve the consolidated financial statements Non-Voting No vote
of the Company for the fiscal year ended
November 30, 2010
4 To approve the allocation of profits to the Non-Voting No vote
legal reserve and the carry forward reserve
5 To discharge the Board of Directors of the Company Non-Voting No vote
in respect of the proper performance of their
duties for the fiscal year ended November 30,
2010
6 To authorise the Company, or any wholly-owned Non-Voting No vote
subsidiary or subsubsidiary, to purchase Common
Shares of the Company up to a maximum of 10%
of the issued Common Shares net of the Common
Shares previously repurchased and still held,
at a price reflecting such open market price
and on such other terms as shall be determined
by the Board of Directors of the Company, provided
(a) the maximum price to be paid for such
Common Shares shall not exceed the average
closing price for such Common Shares on the
Oslo Bors for the five most recent trading
days prior to such purchase and b) the minimum
price to be paid for such Common Shares
shall not be less than the par value (i.e.
USD2.00 per share) thereof and further
provided such purchases are in conformity
with Article 49-2 of the Luxembourg Company
Law, such authorisation CONTD
CONT CONTD being granted for purchases completed Non-Voting No vote
on or before May 26, 2016
7 To elect Deloitte S.A., Luxembourg as Authorised Non-Voting No vote
Statutory Auditor ("Reviseur d'entreprises
agree") to audit the unconsolidated and consolidated
financial statements of the Company, for a
term to expire at the next Annual General
Meeting of Shareholders
--------------------------------------------------------------------------------------------------------------------------
SUNCOR ENERGY INC. Agenda Number: 933395508
--------------------------------------------------------------------------------------------------------------------------
Security: 867224107
Meeting Type: Annual
Meeting Date: 03-May-2011
Ticker: SU
ISIN: CA8672241079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MEL E. BENSON Mgmt For For
DOMINIC D'ALESSANDRO Mgmt For For
JOHN T. FERGUSON Mgmt For For
W. DOUGLAS FORD Mgmt For For
RICHARD L. GEORGE Mgmt For For
PAUL HASELDONCKX Mgmt For For
JOHN R. HUFF Mgmt For For
JACQUES LAMARRE Mgmt For For
BRIAN F. MACNEILL Mgmt For For
MAUREEN MCCAW Mgmt For For
MICHAEL W. O'BRIEN Mgmt For For
JAMES W. SIMPSON Mgmt For For
EIRA THOMAS Mgmt For For
02 RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS AUDITOR OF SUNCOR ENERGY INC. FOR THE ENSUING
YEAR AND AUTHORIZE THE DIRECTORS TO FIX THEIR
REMUNERATION AS SUCH.
03 TO ACCEPT THE APPROACH TO EXECUTIVE COMPENSATION Mgmt For For
DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY
CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
SUZUKI MOTOR CORPORATION Agenda Number: 703112843
--------------------------------------------------------------------------------------------------------------------------
Security: J78529138
Meeting Type: AGM
Meeting Date: 29-Jun-2011
Ticker:
ISIN: JP3397200001
--------------------------------------------------------------------------------------------------------------------------
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. Approve Payment of Bonuses to Corporate Officers Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SYMANTEC CORPORATION Agenda Number: 933315978
--------------------------------------------------------------------------------------------------------------------------
Security: 871503108
Meeting Type: Annual
Meeting Date: 20-Sep-2010
Ticker: SYMC
ISIN: US8715031089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: STEPHEN M. BENNETT Mgmt For For
1B ELECTION OF DIRECTOR: MICHAEL A. BROWN Mgmt For For
1C ELECTION OF DIRECTOR: WILLIAM T. COLEMAN III Mgmt For For
1D ELECTION OF DIRECTOR: FRANK E. DANGEARD Mgmt For For
1E ELECTION OF DIRECTOR: GERALDINE B. LAYBOURNE Mgmt For For
1F ELECTION OF DIRECTOR: DAVID L. MAHONEY Mgmt For For
1G ELECTION OF DIRECTOR: ROBERT S. MILLER Mgmt For For
1H ELECTION OF DIRECTOR: ENRIQUE SALEM Mgmt For For
1I ELECTION OF DIRECTOR: DANIEL H. SCHULMAN Mgmt For For
1J ELECTION OF DIRECTOR: JOHN W. THOMPSON Mgmt For For
1K ELECTION OF DIRECTOR: V. PAUL UNRUH Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE 2011 FISCAL YEAR.
03 AMENDMENT TO OUR 2004 EQUITY INCENTIVE PLAN, Mgmt For For
AS AMENDED, TO INCREASE THE NUMBER OF AUTHORIZED
SHARES ISSUABLE BY 55,000,000.
04 AMENDMENT TO OUR 2008 EMPLOYEE STOCK PURCHASE Mgmt For For
PLAN, TO INCREASE NUMBER OF AUTHORIZED SHARES
ISSUABLE THEREUNDER BY 20,000,000.
--------------------------------------------------------------------------------------------------------------------------
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 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 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
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 933330398
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 12-Nov-2010
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOHN M. CASSADAY Mgmt For For
1B ELECTION OF DIRECTOR: MANUEL A. FERNANDEZ Mgmt For For
1C ELECTION OF DIRECTOR: HANS-JOACHIM KOERBER Mgmt For For
1D ELECTION OF DIRECTOR: JACKIE M. WARD Mgmt For For
02 TO APPROVE AN AMENDMENT TO THE SYSCO CORPORATION Mgmt For For
1974 EMPLOYEES' STOCK PURCHASE PLAN TO RESERVE
5,000,000 ADDITIONAL SHARES OF SYSCO CORPORATION
COMMON STOCK FOR ISSUANCE UNDER THE PLAN.
03 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS SYSCO'S INDEPENDENT ACCOUNTANTS FOR FISCAL
2011.
--------------------------------------------------------------------------------------------------------------------------
T. ROWE PRICE GROUP, INC. Agenda Number: 933376609
--------------------------------------------------------------------------------------------------------------------------
Security: 74144T108
Meeting Type: Annual
Meeting Date: 14-Apr-2011
Ticker: TROW
ISIN: US74144T1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: EDWARD C. BERNARD Mgmt For For
1B ELECTION OF DIRECTOR: JAMES T. BRADY Mgmt For For
1C ELECTION OF DIRECTOR: J. ALFRED BROADDUS, JR. Mgmt For For
1D ELECTION OF DIRECTOR: DONALD B. HEBB, JR. Mgmt For For
1E ELECTION OF DIRECTOR: JAMES A.C. KENNEDY Mgmt For For
1F ELECTION OF DIRECTOR: ROBERT F. MACLELLAN Mgmt For For
1G ELECTION OF DIRECTOR: BRIAN C. ROGERS Mgmt For For
1H ELECTION OF DIRECTOR: DR. ALFRED SOMMER Mgmt For For
1I ELECTION OF DIRECTOR: DWIGHT S. TAYLOR Mgmt For For
1J ELECTION OF DIRECTOR: ANNE MARIE WHITTEMORE Mgmt For For
02 TO APPROVE, BY A NON-BINDING ADVISORY VOTE, Mgmt For For
THE COMPENSATION PAID BY THE COMPANY TO ITS
NAMED EXECUTIVE OFFICERS.
03 RECOMMEND, BY NON-BINDING ADVISORY VOTE, FREQUENCY Mgmt 1 Year For
OF VOTING BY HOLDERS ON COMPENSATION PAID BY
COMPANY TO EXECUTIVE OFFICERS.
04 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2011.
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MFG CO LTD Agenda Number: 703051944
--------------------------------------------------------------------------------------------------------------------------
Security: Y84629107
Meeting Type: AGM
Meeting Date: 09-Jun-2011
Ticker:
ISIN: TW0002330008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT IN CASES WHERE THE CLIENT INSTRUCTS Non-Voting No vote
US TO VOTE AGAINST ANY PROPOSAL TO BE DISCUSSED
AT A SHAREHOLDERS MEETING AND THE VOTING WITH
RESPECT TO SUCH PROPOSAL IS DONE BY BALLOT,
WE OR OUR DESIGNEE WILL FILL OUT THE BALLOT
IN RESPECT OF SUCH PROPOSAL IN ACCORDANCE WITH
THE CLIENTS INSTRUCTIONS. HOWEVER, IF THE VOTING
AT THE SHAREHOLDERS MEETING IS DONE BY ACCLAMATION,
WE/OUR DESIGNEE WILL NOT TAKE ANY ACTION IN
RESPECT OF THE RELEVANT PROPOSAL. THANK
YOU
A.1 The 2010 business operations Non-Voting No vote
A.2 The 2010 audited reports Non-Voting No vote
B.1 The 2010 business reports and financial statements Mgmt For For
B.2 The 2010 profit distribution. Proposed cash Mgmt For For
dividend: TWD 3 per share
B.3 The revision to the procedures of monetary loans, Mgmt For For
endorsement and guarantee
B.4 Resolution of the spin off tsmc's solar business Mgmt For For
and solid state lighting business(become 100pct
owned subsidiaries by tsmc), according to
the local regulations,if shareholder does not
agree the resolution of the spin off, he/she
can submit a dissension in written before shareholders'meeting.
with company confirmation,their proposed resolution
of spin off tsmc's solar business and solid
state lighting business applies to above mentioned
regulations
B.5.1 The election of independent director: Gregory Mgmt For For
C.Chow/Shareholder No.: 214553970
B.5.2 The election of independent director: Kok-Choo Mgmt For For
Chen/Shareholder No.: 9546
B.6 Extraordinary motions Mgmt For Against
CMMT PLEASE NOTE IF YOU WISH TO DISSENT PLEASE CONTACT Non-Voting No vote
YOUR GLOBAL CUSTODIAN. THANK YOU.
CMMT PLEASE NOTE THERE ARE TWO PARTS TO THIS MEETING Non-Voting No vote
ANNUAL SHAREHOLDER MEETING AS WELL AS MERGER
OR SPIN OFF. PLEASE CONTACT YOUR GLOBAL CUSTODIAN
CLIENT IF YOU WISH TO PARTICIPATE IN THE SPIN
OFF EVENT.
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.
--------------------------------------------------------------------------------------------------------------------------
TARGET CORPORATION Agenda Number: 933437837
--------------------------------------------------------------------------------------------------------------------------
Security: 87612E106
Meeting Type: Annual
Meeting Date: 08-Jun-2011
Ticker: TGT
ISIN: US87612E1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROXANNE S. AUSTIN Mgmt For For
1B ELECTION OF DIRECTOR: CALVIN DARDEN Mgmt For For
1C ELECTION OF DIRECTOR: MARY N. DILLON Mgmt For For
1D ELECTION OF DIRECTOR: JAMES A. JOHNSON Mgmt For For
1E ELECTION OF DIRECTOR: MARY E. MINNICK Mgmt For For
1F ELECTION OF DIRECTOR: ANNE M. MULCAHY Mgmt For For
1G ELECTION OF DIRECTOR: DERICA W. RICE Mgmt For For
1H ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt For For
1I ELECTION OF DIRECTOR: GREGG W. STEINHAFEL Mgmt For For
1J ELECTION OF DIRECTOR: JOHN G. STUMPF Mgmt For For
1K ELECTION OF DIRECTOR: SOLOMON D. TRUJILLO Mgmt For For
02 COMPANY PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS.
03 COMPANY PROPOSAL TO APPROVE THE TARGET CORPORATION Mgmt For For
2011 LONG-TERM INCENTIVE PLAN.
04 COMPANY PROPOSAL TO CAST A NON-BINDING ADVISORY Mgmt For For
VOTE ON EXECUTIVE COMPENSATION ("SAY-ON-PAY").
05 COMPANY PROPOSAL TO CAST A NON-BINDING ADVISORY Mgmt 1 Year For
VOTE ON THE FREQUENCY OF SAY-ON-PAY VOTES.
06 SHAREHOLDER PROPOSAL ON COMPENSATION BENCHMARKING. Shr Against For
07 SHAREHOLDER PROPOSAL ON ELECTRONICS RECYCLING. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
TECHNIP NEW Agenda Number: 702858688
--------------------------------------------------------------------------------------------------------------------------
Security: F90676101
Meeting Type: MIX
Meeting Date: 28-Apr-2011
Ticker:
ISIN: FR0000131708
--------------------------------------------------------------------------------------------------------------------------
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/2011/0323/201103231100803.pdf
AND https://balo.journal-officiel.gouv.fr/pdf/2011/0411/201104111101149.pdf
O.1 Approval of the annual financial statements Mgmt For For
for the financial year ended on December
31, 2010
O.2 Allocation of income for the financial year Mgmt For For
ended December 31, 2010; setting the dividend
and date of payment
O.3 Approval of the consolidated financial statements Mgmt For For
for the financial year ended on December
31, 2010
O.4 Approval of the special report of the Statutory Mgmt For For
Auditors on regulated Agreements pursuant
to Articles L. 225-38 et seq. of the Commercial
Code
O.5 Ratification of the co-optation of Ms. Marie-Ange Mgmt For For
Debon as Board member
O.6 Renewal of Mr. Thierry Pilenko's term as Board Mgmt For For
member
O.7 Renewal of Mr. Olivier Appert's term as Board Mgmt For For
member
O.8 Renewal of Mr. Pascal Colombani's term as Board Mgmt For For
member
O.9 Renewal of Mr. John O'Leary's term as Board Mgmt For For
member
O.10 Appointment of C. Maury Devine as Board member Mgmt For For
O.11 Appointment of Ms. Leticia Costa as Board member Mgmt For For
O.12 Authorization granted to the Board of Directors Mgmt For For
to purchase shares of the Company
E.13 Delegation of authority to the Board of Directors Mgmt For For
to increase share capital and issue securities
entitling to the allotment of debt securities
while maintaining shareholders' preferential
subscription rights
E.14 Delegation of authority to the Board of Directors Mgmt For For
to increase capital and issue securities
entitling to the allotment of debt securities
without shareholders' preferential subscription
rights (with option to grant a priority
period) and by way of a public offer
E.15 Delegation of authority to the Board of Directors Mgmt For For
to increase capital and issue securities
entitling to the allotment of debt securities
without shareholders' preferential subscription
rights (with option to grant a priority
period) and through private investment
E.16 Authorization granted to the Board of Directors Mgmt For For
to carry out allocations of performance shares,
on one hand to staff members employed by Technip
and, on the other hand to related companies'
staff members and corporate officers pursuant
to Article L.225-197-2 of the Commercial Code
E.17 Authorization granted to the Board of Directors Mgmt For For
to carry out allocations of performance shares
to the Chairman of the Board of Directors and/or
the Executive Officer of Technip, corporate
officer of the Company and main officers
of the Group
E.18 Authorization granted to the Board of Directors Mgmt For For
to carry out an allocation of options to subscribe
for or purchase shares, on one hand to Technip's
staff members and, on the other hand to related
companies' staff members and corporate
officers pursuant to Article L.225-180 of the
Commercial Code
E.19 Authorization granted to the Board of Directors Mgmt For For
to carry out an allocation of options to subscribe
for or purchase shares to the Chairman of the
Board of Directors and/or the Executive Officer
of Technip, corporate officer of the Company
and main officers of the Group
E.20 Delegation of authority to the Board of Directors Mgmt For For
to increase share capital in favor of members
of a company savings plan
OE21 Powers to accomplish 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.
--------------------------------------------------------------------------------------------------------------------------
TECK RESOURCES LIMITED Agenda Number: 933389062
--------------------------------------------------------------------------------------------------------------------------
Security: 878742204
Meeting Type: Annual
Meeting Date: 20-Apr-2011
Ticker: TCK
ISIN: CA8787422044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
I. ABE Mgmt For For
M.M. ASHAR Mgmt For For
J.B. AUNE Mgmt For For
J.H. BENNETT Mgmt For For
H.J. BOLTON Mgmt For For
F.P. CHEE Mgmt For For
J.L. COCKWELL Mgmt For For
N.B. KEEVIL Mgmt For For
N.B. KEEVIL III Mgmt For For
T. KURIYAMA Mgmt For For
D.R. LINDSAY Mgmt For For
J.G. RENNIE Mgmt For For
W.S.R. SEYFFERT Mgmt For For
C.M. THOMPSON Mgmt For For
02 TO APPOINT PRICEWATERHOUSECOOPERS LLP AS AUDITORS Mgmt For For
AND TO AUTHORIZE THE DIRECTORS TO FIX THE AUDITORS'
REMUNERATION.
03 TO APPROVE THE ADVISORY RESOLUTION ON THE CORPORATION'S Mgmt For For
APPROACH TO 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 For For
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 For For
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF NEW YORK MELLON CORPORATION Agenda Number: 933386371
--------------------------------------------------------------------------------------------------------------------------
Security: 064058100
Meeting Type: Annual
Meeting Date: 12-Apr-2011
Ticker: BK
ISIN: US0640581007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RUTH E. BRUCH Mgmt For For
1B ELECTION OF DIRECTOR: NICHOLAS M. DONOFRIO Mgmt For For
1C ELECTION OF DIRECTOR: GERALD L. HASSELL Mgmt For For
1D ELECTION OF DIRECTOR: EDMUND F. KELLY Mgmt For For
1E ELECTION OF DIRECTOR: ROBERT P. KELLY Mgmt For For
1F ELECTION OF DIRECTOR: RICHARD J. KOGAN Mgmt For For
1G ELECTION OF DIRECTOR: MICHAEL J. KOWALSKI Mgmt For For
1H ELECTION OF DIRECTOR: JOHN A. LUKE, JR Mgmt For For
1I ELECTION OF DIRECTOR: MARK A. NORDENBERG Mgmt For For
1J ELECTION OF DIRECTOR: CATHERINE A. REIN Mgmt For For
1K ELECTION OF DIRECTOR: WILLIAM C. RICHARDSON Mgmt For For
1L ELECTION OF DIRECTOR: SAMUEL C. SCOTT III Mgmt For For
1M ELECTION OF DIRECTOR: JOHN P. SURMA Mgmt For For
1N ELECTION OF DIRECTOR: WESLEY W. VON SCHACK Mgmt For For
02 PROPOSAL TO APPROVE THE ADVISORY (NON-BINDING) Mgmt For For
RESOLUTION RELATING TO 2010 EXECUTIVE COMPENSATION.
03 PROPOSAL TO RECOMMEND, BY NON-BINDING VOTE, Mgmt 1 Year For
THE FREQUENCY OF STOCKHOLDER ADVISORY VOTE
ON EXECUTIVE COMPENSATION.
04 PROPOSAL TO APPROVE AMENDED AND RESTATED LONG-TERM Mgmt For For
INCENTIVE PLAN.
05 PROPOSAL TO APPROVE AMENDED AND RESTATED EXECUTIVE Mgmt For For
INCENTIVE COMPENSATION PLAN.
06 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
07 STOCKHOLDER PROPOSAL WITH RESPECT TO CUMULATIVE Shr Against For
VOTING.
--------------------------------------------------------------------------------------------------------------------------
THE BOEING COMPANY Agenda Number: 933387397
--------------------------------------------------------------------------------------------------------------------------
Security: 097023105
Meeting Type: Annual
Meeting Date: 02-May-2011
Ticker: BA
ISIN: US0970231058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOHN E. BRYSON Mgmt For For
1B ELECTION OF DIRECTOR: DAVID L. CALHOUN Mgmt For For
1C ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR. Mgmt For For
1D ELECTION OF DIRECTOR: LINDA Z. COOK Mgmt For For
1E ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Mgmt For For
1F ELECTION OF DIRECTOR: EDMUND P. GIAMBASTIANI, Mgmt For For
JR.
1G ELECTION OF DIRECTOR: EDWARD M. LIDDY Mgmt For For
1H ELECTION OF DIRECTOR: JOHN F. MCDONNELL Mgmt For For
1I ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR. Mgmt For For
1J ELECTION OF DIRECTOR: SUSAN C. SCHWAB Mgmt For For
1K ELECTION OF DIRECTOR: RONALD A. WILLIAMS Mgmt For For
1L ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI Mgmt For For
02 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
03 RECOMMEND THE FREQUENCY OF ADVISORY VOTES ON Mgmt 3 Years For
EXECUTIVE COMPENSATION.
04 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT AUDITOR FOR 2011.
05 INDEPENDENT MONITORING OF THE HUMAN RIGHTS CODE. Shr Against For
06 REPORT ON POLITICAL ACTIVITY. Shr Against For
07 ACTION BY WRITTEN CONSENT. Shr Against For
08 CHANGE OWNERSHIP THRESHOLD TO CALL SPECIAL MEETINGS. Shr Against For
09 INDEPENDENT CHAIRMAN. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 933380418
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 27-Apr-2011
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: HERBERT A. ALLEN Mgmt For For
1B ELECTION OF DIRECTOR: RONALD W. ALLEN Mgmt For For
1C ELECTION OF DIRECTOR: HOWARD G. BUFFETT Mgmt For For
1D ELECTION OF DIRECTOR: BARRY DILLER Mgmt For For
1E ELECTION OF DIRECTOR: EVAN G. GREENBERG Mgmt For For
1F ELECTION OF DIRECTOR: ALEXIS M. HERMAN Mgmt For For
1G ELECTION OF DIRECTOR: MUHTAR KENT Mgmt For For
1H ELECTION OF DIRECTOR: DONALD R. KEOUGH Mgmt For For
1I ELECTION OF DIRECTOR: MARIA ELENA LAGOMASINO Mgmt For For
1J ELECTION OF DIRECTOR: DONALD F. MCHENRY Mgmt For For
1K ELECTION OF DIRECTOR: SAM NUNN Mgmt For For
1L ELECTION OF DIRECTOR: JAMES D. ROBINSON III Mgmt For For
1M ELECTION OF DIRECTOR: PETER V. UEBERROTH Mgmt For For
1N ELECTION OF DIRECTOR: JACOB WALLENBERG Mgmt Against Against
1O ELECTION OF DIRECTOR: JAMES B. WILLIAMS Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITORS
03 APPROVAL OF THE PERFORMANCE MEASURES AVAILABLE Mgmt For For
UNDER THE PERFORMANCE INCENTIVE PLAN OF THE
COCA-COLA COMPANY TO PRESERVE THE TAX DEDUCTIBILITY
OF THE AWARDS
04 APPROVAL OF THE PERFORMANCE MEASURES AVAILABLE Mgmt For For
UNDER THE COCA-COLA COMPANY 1989 RESTRICTED
STOCK AWARD PLAN TO PRESERVE THE TAX DEDUCTIBILITY
OF THE AWARDS
05 ADVISORY VOTE ON EXECUTIVE COMPENSATION (SAY Mgmt For For
ON PAY VOTE)
06 ADVISORY VOTE ON THE FREQUENCY OF HOLDING THE Mgmt 1 Year For
SAY ON PAY VOTE
07 SHAREOWNER PROPOSAL REGARDING A REPORT ON BISPHENOL-A Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE DOW CHEMICAL COMPANY Agenda Number: 933392057
--------------------------------------------------------------------------------------------------------------------------
Security: 260543103
Meeting Type: Annual
Meeting Date: 12-May-2011
Ticker: DOW
ISIN: US2605431038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ARNOLD A. ALLEMANG Mgmt For For
1B ELECTION OF DIRECTOR: JACQUELINE K. BARTON Mgmt For For
1C ELECTION OF DIRECTOR: JAMES A. BELL Mgmt For For
1D ELECTION OF DIRECTOR: JEFF M. FETTIG Mgmt For For
1E ELECTION OF DIRECTOR: BARBARA H. FRANKLIN Mgmt For For
1F ELECTION OF DIRECTOR: JENNIFER M. GRANHOLM Mgmt For For
1G ELECTION OF DIRECTOR: JOHN B. HESS Mgmt For For
1H ELECTION OF DIRECTOR: ANDREW N. LIVERIS Mgmt For For
1I ELECTION OF DIRECTOR: PAUL POLMAN Mgmt For For
1J ELECTION OF DIRECTOR: DENNIS H. REILLEY Mgmt For For
1K ELECTION OF DIRECTOR: JAMES M. RINGLER Mgmt Against Against
1L ELECTION OF DIRECTOR: RUTH G. SHAW Mgmt For For
1M ELECTION OF DIRECTOR: PAUL G. STERN Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE Mgmt 3 Years For
COMPENSATION.
05 STOCKHOLDER PROPOSAL ON SHAREHOLDER ACTION BY Shr Against For
WRITTEN CONSENT.
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 933405397
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 06-May-2011
Ticker: GS
ISIN: US38141G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: LLOYD C. BLANKFEIN Mgmt For For
1B ELECTION OF DIRECTOR: JOHN H. BRYAN Mgmt For For
1C ELECTION OF DIRECTOR: GARY D. COHN Mgmt For For
1D ELECTION OF DIRECTOR: CLAES DAHLBACK Mgmt For For
1E ELECTION OF DIRECTOR: STEPHEN FRIEDMAN Mgmt For For
1F ELECTION OF DIRECTOR: WILLIAM W. GEORGE Mgmt For For
1G ELECTION OF DIRECTOR: JAMES A. JOHNSON Mgmt For For
1H ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For
1I ELECTION OF DIRECTOR: LAKSHMI N. MITTAL Mgmt For For
1J ELECTION OF DIRECTOR: JAMES J. SCHIRO Mgmt For For
02 ADVISORY VOTE ON EXECUTIVE COMPENSATION MATTERS Mgmt For For
(SAY ON PAY)
03 ADVISORY VOTE ON THE FREQUENCY OF SAY ON PAY Mgmt 1 Year For
04 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR OUR 2011 FISCAL YEAR
05 SHAREHOLDER PROPOSAL REGARDING CUMULATIVE VOTING Shr Against For
06 SHAREHOLDER PROPOSAL REGARDING SPECIAL SHAREOWNER Shr Against For
MEETINGS
07 SHAREHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION Shr Against For
AND LONG-TERM PERFORMANCE
08 SHAREHOLDER PROPOSAL REGARDING A REPORT ON SENIOR Shr Against For
EXECUTIVE COMPENSATION
09 SHAREHOLDER PROPOSAL REGARDING A REPORT ON CLIMATE Shr Against For
CHANGE RISK DISCLOSURE
10 SHAREHOLDER PROPOSAL REGARDING A REPORT ON POLITICAL Shr Against For
CONTRIBUTIONS
--------------------------------------------------------------------------------------------------------------------------
THE HARTFORD FINANCIAL SVCS GROUP, INC. Agenda Number: 933412493
--------------------------------------------------------------------------------------------------------------------------
Security: 416515104
Meeting Type: Annual
Meeting Date: 18-May-2011
Ticker: HIG
ISIN: US4165151048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROBERT B. ALLARDICE, III Mgmt For For
1B ELECTION OF DIRECTOR: TREVOR FETTER Mgmt For For
1C ELECTION OF DIRECTOR: PAUL G. KIRK, JR. Mgmt For For
1D ELECTION OF DIRECTOR: LIAM E. MCGEE Mgmt For For
1E ELECTION OF DIRECTOR: KATHRYN A. MIKELLS Mgmt For For
1F ELECTION OF DIRECTOR: MICHAEL G. MORRIS Mgmt For For
1G ELECTION OF DIRECTOR: THOMAS A. RENYI Mgmt For For
1H ELECTION OF DIRECTOR: CHARLES B. STRAUSS Mgmt For For
1I ELECTION OF DIRECTOR: H. PATRICK SWYGERT Mgmt For For
02 RATIFICATION OF 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 MANAGEMENT PROPOSAL TO APPROVE ON A NON-BINDING, Mgmt For For
ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS
04 MANAGEMENT PROPOSAL TO SELECT, ON A NON-BINDING Mgmt 1 Year For
ADVISORY BASIS, THE PREFERRED FREQUENCY FOR
THE ADVISORY VOTE ON NAMED EXECUTIVE OFFICER
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY Agenda Number: 933321375
--------------------------------------------------------------------------------------------------------------------------
Security: 742718109
Meeting Type: Annual
Meeting Date: 12-Oct-2010
Ticker: PG
ISIN: US7427181091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ANGELA F. BRALY Mgmt For For
1B ELECTION OF DIRECTOR: KENNETH I. CHENAULT Mgmt For For
1C ELECTION OF DIRECTOR: SCOTT D. COOK Mgmt For For
1D ELECTION OF DIRECTOR: RAJAT K. GUPTA Mgmt For For
1E ELECTION OF DIRECTOR: ROBERT A. MCDONALD Mgmt For For
1F ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR. Mgmt For For
1G ELECTION OF DIRECTOR: JOHNATHAN A. RODGERS Mgmt For For
1H ELECTION OF DIRECTOR: MARY A. WILDEROTTER Mgmt For For
1I ELECTION OF DIRECTOR: PATRICIA A. WOERTZ Mgmt For For
1J ELECTION OF DIRECTOR: ERNESTO ZEDILLO Mgmt For For
02 RATIFY APPOINTMENT OF THE INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
03 SHAREHOLDER PROPOSAL - CUMULATIVE VOTING Shr Against 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 TRAVELERS COMPANIES, INC. Agenda Number: 933414714
--------------------------------------------------------------------------------------------------------------------------
Security: 89417E109
Meeting Type: Annual
Meeting Date: 26-May-2011
Ticker: TRV
ISIN: US89417E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ALAN L. BELLER Mgmt For For
1B ELECTION OF DIRECTOR: JOHN H. DASBURG Mgmt For For
1C ELECTION OF DIRECTOR: JANET M. DOLAN Mgmt For For
1D ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Mgmt For For
1E ELECTION OF DIRECTOR: JAY S. FISHMAN Mgmt For For
1F ELECTION OF DIRECTOR: LAWRENCE G. GRAEV Mgmt For For
1G ELECTION OF DIRECTOR: PATRICIA L. HIGGINS Mgmt For For
1H ELECTION OF DIRECTOR: THOMAS R. HODGSON Mgmt For For
1I ELECTION OF DIRECTOR: CLEVE L. KILLINGSWORTH, Mgmt For For
JR.
1J ELECTION OF DIRECTOR: DONALD J. SHEPARD Mgmt For For
1K ELECTION OF DIRECTOR:LAURIE J. THOMSEN Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS TRAVELERS' INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2011.
03 NON-BINDING VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
04 NON-BINDING VOTE ON THE FREQUENCY OF FUTURE Mgmt 3 Years For
VOTES ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 933369440
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 23-Mar-2011
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: SUSAN E. ARNOLD Mgmt For For
1B ELECTION OF DIRECTOR: JOHN E. BRYSON Mgmt For For
1C ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For
1D ELECTION OF DIRECTOR: JUDITH L. ESTRIN Mgmt For For
1E ELECTION OF DIRECTOR: ROBERT A. IGER Mgmt For For
1F ELECTION OF DIRECTOR: STEVEN P. JOBS Mgmt Against Against
1G ELECTION OF DIRECTOR: FRED H. LANGHAMMER Mgmt For For
1H ELECTION OF DIRECTOR: AYLWIN B. LEWIS Mgmt For For
1I ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For
1J ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1K ELECTION OF DIRECTOR: JOHN E. PEPPER, JR. Mgmt For For
1L ELECTION OF DIRECTOR: SHERYL K. SANDBERG Mgmt For For
1M ELECTION OF DIRECTOR: ORIN C. SMITH Mgmt For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE COMPANY'S REGISTERED PUBLIC ACCOUNTANTS
FOR 2011.
03 TO APPROVE THE 2011 STOCK INCENTIVE PLAN. Mgmt For For
04 TO APPROVE THE ADVISORY RESOLUTION ON EXECUTIVE Mgmt For For
COMPENSATION.
05 TO APPROVE HOLDING AN ADVISORY VOTE ON EXECUTIVE Mgmt 1 Year For
COMPENSATION EVERY ONE, TWO OR THREE YEARS,
AS INDICATED.
06 TO APPROVE THE SHAREHOLDER PROPOSAL RELATING Shr Against For
TO PERFORMANCE TESTS FOR RESTRICTED STOCK UNITS.
--------------------------------------------------------------------------------------------------------------------------
TIM PARTICIPACOES SA, RIO DE JANEIRO, RJ Agenda Number: 703100785
--------------------------------------------------------------------------------------------------------------------------
Security: P91536204
Meeting Type: SGM
Meeting Date: 22-Jun-2011
Ticker:
ISIN: BRTCSLACNPR7
--------------------------------------------------------------------------------------------------------------------------
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 THE PREFERRED SHAREHOLDERS Non-Voting No vote
CAN VOTE ON ITEM 1 ONLY. THANK YOU.
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND 'AGAINST' Non-Voting No vote
IN THE SAME AGENDA ITEM ARE NOT ALLOWED.
ONLY VOTES IN FAVOR AND/OR ABSTAIN OR AGAINST
AND/ OR ABSTAIN ARE ALLOWED. THANK YOU
1 As a result of the listing of the company on Mgmt For For
the special listing segment called the
Novo Mercado of the BM and Fbovespa, Bolsa
De Valores, Mercadorias e Futuros S.A., from
here onwards the BM and Fbovespa, to ratify
the resolution that approves the conversion
of all of the preferred shares into common
shares of the company in the proportion of
0.8406 common shares newly issued by the company
for each preferred share
--------------------------------------------------------------------------------------------------------------------------
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 Abstain Against
Board member
O.7 Renewal of Mr. Paul Desmarais Jr.'s term as Mgmt Abstain Against
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 For For
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
--------------------------------------------------------------------------------------------------------------------------
TOYOTA MOTOR CORPORATION Agenda Number: 703112576
--------------------------------------------------------------------------------------------------------------------------
Security: J92676113
Meeting Type: AGM
Meeting Date: 17-Jun-2011
Ticker:
ISIN: JP3633400001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting No vote
1. Approve Distribution of Surplus Mgmt For For
2. Approve Partial Amendment of the Articles of Mgmt For For
Incorporation: Allow Discontinue The position
of the Senior Managing Director, Allow Reduce
the number of directors of the board
3.1 Election of a Director Mgmt For For
3.2 Election of a Director Mgmt For For
3.3 Election of a Director Mgmt For For
3.4 Election of a Director Mgmt For For
3.5 Election of a Director Mgmt For For
3.6 Election of a Director Mgmt For For
3.7 Election of a Director Mgmt For For
3.8 Election of a Director Mgmt For For
3.9 Election of a Director Mgmt For For
3.10 Election of a Director Mgmt For For
3.11 Election of a Director Mgmt For For
4.1 Election of a Corporate Auditor Mgmt For For
4.2 Election of a Corporate Auditor Mgmt For For
4.3 Election of a Corporate Auditor Mgmt For For
4.4 Election of a Corporate Auditor Mgmt For For
5. Approve Revision of the Amount of Remuneration Mgmt For For
for Directors
6. Approve Payment of Executive Bonuses Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
UBISOFT ENTMT SA Agenda Number: 702464950
--------------------------------------------------------------------------------------------------------------------------
Security: F9396N106
Meeting Type: MIX
Meeting Date: 02-Jul-2010
Ticker:
ISIN: FR0000054470
--------------------------------------------------------------------------------------------------------------------------
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 Approve the financial statements for the FYE Mgmt For For
on 31 MAR 2010, discharge of duties to
the Board Members
O.2 Approve the allocation of income for the FYE Mgmt For For
on 31 MAR 2010
O.3 Approve the consolidated financial statements Mgmt For For
for the FYE on 31 MAR 2010
O.4 Approve the Agreements and undertakings pursuant Mgmt For For
to Articles L.225-40 et seq. of the Commercial
Code
O.5 Appointment of the Company MB AUDIT as principal Mgmt For For
Statutory Auditor, in substitution of
the Company AUDIT AMLD SARL
O.6 Appointment of Mr. Roland Travers as deputy Mgmt For For
Statutory Auditor, in substitution
of Mr. Pierre BORIE
O.7 Authorize to purchase, keep or transfer shares Mgmt For For
Ubisoft Entertainment SA
O.8 Grant powers for the formalities Mgmt For For
E.9 Authorize the Board of Directors to reduce the Mgmt For For
share capital by cancellation of shares
E.10 Authorize the Board of Directors to increase Mgmt For For
the share capital by incorporation
of reserves, profits, premiums or other funding
which capitalization is permitted
E.11 Authorize the Board of Directors to increase Mgmt For For
the share capital by issuing shares and
or any securities giving access to the capital
with preferential subscription rights
E.12 Authorize the Board of Directors to increase Mgmt For For
the share capital by issuing shares and
or any securities giving access to the capital
with cancellation of preferential subscription
rights by way of public offer
E.13 Authorize the Board of Directors to increase Mgmt For For
the share capital by issuing shares and/or
any securities giving access to the 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.14 Authorize the Board of Directors to determine, Mgmt For For
within the limit of 10% of the share capital
per year, the issue price of common shares
or any securities giving access to the capital,
in case of issuance without preferential
subscription rights by a public offer
and or by offer pursuant to Article L.411-2,
II of the Monetary and Financial Code
E.15 Authorize the Board of Directors to issue common Mgmt For For
shares and securities giving access to common
shares, in consideration for contributions
in kind granted to the Company and composed
of equity securities or securities giving access
to the capital
E.16 Authorize the Board of Directors to increase Mgmt For For
the share capital by issuing shares reserved
for members of a Savings Plan of the Group
E.17 Authorize the Board of Directors to grant options Mgmt For For
to subscribe for and or purchase common
shares
E.18 Approve the overall limitation of capital increases Mgmt For For
E.19 Approve the harmonization of the statutes with Mgmt For For
the legal provisions, relating to the voting
terms and participation to the General Meetings
amendment of Article 14 of the Statutes
E.20 Grant powers for the formalities Mgmt For For
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/2010/0528/201005281002737.pdf
--------------------------------------------------------------------------------------------------------------------------
UNILEVER PLC Agenda Number: 702887184
--------------------------------------------------------------------------------------------------------------------------
Security: G92087165
Meeting Type: AGM
Meeting Date: 11-May-2011
Ticker:
ISIN: GB00B10RZP78
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Report and Accounts for the year Mgmt For For
ended 31 December 2010
2 To approve the Directors' Remuneration Report Mgmt For For
for the year ended 31 December 2010
3 To re-elect Mr P G J M Polman as a Director Mgmt For For
4 To re-elect Mr R J-M S Huet as a Director Mgmt For For
5 To re-elect Professor L O Fresco as a Director Mgmt For For
6 To re-elect Ms A M Fudge as a Director Mgmt For For
7 To re-elect Mr C E Golden as a Director Mgmt For For
8 To re-elect Dr B E Grote as a Director Mgmt For For
9 To re-elect Ms H Nyasulu as a Director Mgmt For For
10 To re-elect The Rt Hon Sir Malcolm Rifkind MP Mgmt For For
as a Director
11 To re-elect Mr K J Storm as a Director Mgmt For For
12 To re-elect Mr M Treschow as a Director Mgmt For For
13 To re-elect Mr P Walsh as a Director Mgmt For For
14 To elect Mr S Bharti Mittal as a Director Mgmt For For
15 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
Auditors of the Company
16 To authorise the Directors to fix the remuneration Mgmt For For
of the Auditors
17 To renew the authority to Directors to issue Mgmt For For
shares
18 To renew the authority to Directors to disapply Mgmt For For
pre-emption rights
19 To renew the authority to the Company to purchase Mgmt For For
its own shares
20 To authorise Political Donations and Expenditure Mgmt For For
21 To shorten the Notice period for General Meetings Mgmt For For
22 To amend the Articles of Association in relation Mgmt For For
to the Directors' power to borrow money and
give security
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION Non-Voting No vote
IN TEXT OF RESOLUTIONS 14 AND 20 AND CHANGE
IN MEETING DATE FROM 09 MAY 2011 TO 11 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.
--------------------------------------------------------------------------------------------------------------------------
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 Against For
RETENTION REQUIREMENT FOR SENIOR EXECUTIVES
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 933414295
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 23-May-2011
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: WILLIAM C. BALLARD, JR. Mgmt For For
1B ELECTION OF DIRECTOR: RICHARD T. BURKE Mgmt For For
1C ELECTION OF DIRECTOR: ROBERT J. DARRETTA Mgmt For For
1D ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY Mgmt For For
1E ELECTION OF DIRECTOR: MICHELE J. HOOPER Mgmt For For
1F ELECTION OF DIRECTOR: RODGER A. LAWSON Mgmt For For
1G ELECTION OF DIRECTOR: DOUGLAS W. LEATHERDALE Mgmt For For
1H ELECTION OF DIRECTOR: GLENN M. RENWICK Mgmt For For
1I ELECTION OF DIRECTOR: KENNETH I. SHINE, M.D. Mgmt For For
1J ELECTION OF DIRECTOR: GAIL R. WILENSKY, PH.D. Mgmt For For
02 APPROVAL, BY A NON-BINDING ADVISORY VOTE, OF Mgmt For For
EXECUTIVE COMPENSATION.
03 RECOMMENDATION, BY A NON-BINDING ADVISORY VOTE, Mgmt 1 Year For
OF THE FREQUENCY OF HOLDING A SAY-ON-PAY VOTE.
04 APPROVAL OF THE UNITEDHEALTH GROUP 2011 INCENTIVE Mgmt For For
STOCK PLAN.
05 APPROVAL OF AN AMENDMENT TO THE UNITEDHEALTH Mgmt For For
GROUP 1993 EMPLOYEE STOCK PURCHASE PLAN TO
INCREASE THE NUMBER OF SHARES OF COMMON STOCK
ISSUABLE THEREUNDER.
06 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR
THE YEAR ENDING DECEMBER 31, 2011.
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 933387830
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 05-May-2011
Ticker: VZ
ISIN: US92343V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RICHARD L. CARRION Mgmt For For
1B ELECTION OF DIRECTOR: M. FRANCES KEETH Mgmt For For
1C ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For
1D ELECTION OF DIRECTOR: LOWELL C. MCADAM Mgmt For For
1E ELECTION OF DIRECTOR: SANDRA O. MOOSE Mgmt For For
1F ELECTION OF DIRECTOR: JOSEPH NEUBAUER Mgmt For For
1G ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For
1H ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Mgmt For For
1I ELECTION OF DIRECTOR: HUGH B. PRICE Mgmt For For
1J ELECTION OF DIRECTOR: IVAN G. SEIDENBERG Mgmt For For
1K ELECTION OF DIRECTOR: RODNEY E. SLATER Mgmt For For
1L ELECTION OF DIRECTOR: JOHN W. SNOW Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
03 ADVISORY VOTE RELATED TO EXECUTIVE COMPENSATION Mgmt For For
04 ADVISORY VOTE RELATED TO FUTURE VOTES ON EXECUTIVE Mgmt 1 Year For
COMPENSATION
05 DISCLOSE PRIOR GOVERNMENT SERVICE Shr Against For
06 PERFORMANCE STOCK UNIT PERFORMANCE THRESHOLDS Shr Against For
07 CUMULATIVE VOTING Shr Against For
08 SHAREHOLDER RIGHT TO CALL A SPECIAL MEETING Shr Against 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 For For
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
--------------------------------------------------------------------------------------------------------------------------
WAL-MART DE MEXICO S A DE C V Agenda Number: 702803380
--------------------------------------------------------------------------------------------------------------------------
Security: P98180105
Meeting Type: OGM
Meeting Date: 10-Mar-2011
Ticker:
ISIN: MXP810081010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
I Report from the board of directors Mgmt For For
II Report from the general director Mgmt For For
III Report from the audit and corporate practices Mgmt For For
committees
IV Approval of the financial information to December Mgmt For For
31, 2010
V Report regarding the situation of the share Mgmt For For
repurchase fund
VI Approval of the plan to cancel shares repurchased Mgmt For For
by the company that are currently treasury
shares
VII Amendment of section 5 of the Corporate Bylaw Mgmt For For
VIII Approval of the plan for allocation of results Mgmt For For
for the period from January 1 to December
31, 2010
IX Approval of the plan for the payment of a dividend Mgmt For For
of MXN 0.38 per share and the payment of an
extraordinary dividend of MXN 0.17 per share
X Report regarding the fulfillment of fiscal obligations Mgmt For For
XI Report regarding the personnel share plan Mgmt For For
XII Report from the Wal Mart De Mexico Foundation Mgmt For For
XIII Ratification of the acts of the board of directors Mgmt For For
during 2010
XIV Appointment or ratification of the members of Mgmt For For
the board of directors
XV Appointment or ratification of the chairpersons Mgmt For For
of the audit and corporate practices committees
XVI Approval of the resolutions that are contained Mgmt For For
in the minutes of the general meeting that
is held
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting No vote
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.
--------------------------------------------------------------------------------------------------------------------------
WAL-MART STORES, INC. Agenda Number: 933425236
--------------------------------------------------------------------------------------------------------------------------
Security: 931142103
Meeting Type: Annual
Meeting Date: 03-Jun-2011
Ticker: WMT
ISIN: US9311421039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: AIDA M. ALVAREZ Mgmt For For
1B ELECTION OF DIRECTOR: JAMES W. BREYER Mgmt For For
1C ELECTION OF DIRECTOR: M. MICHELE BURNS Mgmt For For
1D ELECTION OF DIRECTOR: JAMES I. CASH, JR. Mgmt For For
1E ELECTION OF DIRECTOR: ROGER C. CORBETT Mgmt For For
1F ELECTION OF DIRECTOR: DOUGLAS N. DAFT Mgmt For For
1G ELECTION OF DIRECTOR: MICHAEL T. DUKE Mgmt For For
1H ELECTION OF DIRECTOR: GREGORY B. PENNER Mgmt For For
1I ELECTION OF DIRECTOR: STEVEN S REINEMUND Mgmt For For
1J ELECTION OF DIRECTOR: H. LEE SCOTT, JR. Mgmt For For
1K ELECTION OF DIRECTOR: ARNE M. SORENSON Mgmt For For
1L ELECTION OF DIRECTOR: JIM C. WALTON Mgmt For For
1M ELECTION OF DIRECTOR: S. ROBSON WALTON Mgmt For For
1N ELECTION OF DIRECTOR: CHRISTOPHER J. WILLIAMS Mgmt For For
1O ELECTION OF DIRECTOR: LINDA S. WOLF Mgmt For For
02 RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT Mgmt For For
ACCOUNTANTS
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 GENDER IDENTITY NON-DISCRIMINATION POLICY Shr Against For
06 POLITICAL CONTRIBUTIONS REPORT Shr Against For
07 SPECIAL SHAREOWNER MEETINGS Shr Against For
08 REQUIRE SUPPLIER(S) TO PUBLISH AN ANNUAL SUSTAINABILITY Shr Against For
REPORT
09 CLIMATE CHANGE RISK DISCLOSURE Shr Against For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 933389151
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 03-May-2011
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOHN D. BAKER II Mgmt For For
1B ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For
1C ELECTION OF DIRECTOR: LLOYD H. DEAN Mgmt For For
1D ELECTION OF DIRECTOR: SUSAN E. ENGEL Mgmt For For
1E ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR. Mgmt For For
1F ELECTION OF DIRECTOR: DONALD M. JAMES Mgmt For For
1G ELECTION OF DIRECTOR: MACKEY J. MCDONALD Mgmt For For
1H ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Mgmt For For
1I ELECTION OF DIRECTOR: NICHOLAS G. MOORE Mgmt For For
1J ELECTION OF DIRECTOR: PHILIP J. QUIGLEY Mgmt For For
1K ELECTION OF DIRECTOR: JUDITH M. RUNSTAD Mgmt For For
1L ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt For For
1M ELECTION OF DIRECTOR: JOHN G. STUMPF Mgmt For For
1N ELECTION OF DIRECTOR: SUSAN G. SWENSON Mgmt For For
02 PROPOSAL TO APPROVE AN ADVISORY RESOLUTION TO Mgmt For For
APPROVE THE NAMED EXECUTIVES' COMPENSATION.
03 ADVISORY PROPOSAL ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES REGARDING NAMED EXECUTIVES'
COMPENSATION.
04 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP Mgmt For For
AS INDEPENDENT AUDITORS FOR 2011.
05 STOCKHOLDER PROPOSAL REGARDING AN AMENDMENT Shr Against For
TO THE COMPANY'S BY-LAWS TO ALLOW HOLDERS OF
10% OF THE COMPANY'S COMMON STOCK TO CALL SPECIAL
MEETINGS OF STOCKHOLDERS.
06 STOCKHOLDER PROPOSAL TO PROVIDE FOR CUMULATIVE Shr Against For
VOTING IN CONTESTED DIRECTOR ELECTIONS.
07 STOCKHOLDER PROPOSAL REGARDING THE ADOPTION Shr Against For
OF A POLICY TO REQUIRE AN INDEPENDENT CHAIRMAN.
08 STOCKHOLDER PROPOSAL REGARDING AN ADVISORY VOTE Shr Against For
ON DIRECTOR COMPENSATION.
09 STOCKHOLDER PROPOSAL REGARDING AN INVESTIGATION Shr Against For
AND REPORT ON INTERNAL CONTROLS FOR MORTGAGE
SERVICING OPERATIONS.
--------------------------------------------------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------------------------------------------------
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
* 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) CALAMOS GLOBAL DYNAMIC INCOME FUND
By (Signature) /s/ John P. Calamos, Sr.
Name John P. Calamos, Sr.
Title President
Date 08/31/2011