0001206774-13-002585.txt : 20130730 0001206774-13-002585.hdr.sgml : 20130730 20130730101051 ACCESSION NUMBER: 0001206774-13-002585 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130630 FILED AS OF DATE: 20130730 DATE AS OF CHANGE: 20130730 EFFECTIVENESS DATE: 20130730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HSBC ADVISOR FUNDS TRUST CENTRAL INDEX KEY: 0001010296 IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-07583 FILM NUMBER: 13994283 BUSINESS ADDRESS: STREET 1: C/O CITI STREET 2: 3435 STELZER RD CITY: COLUMBUS STATE: OH ZIP: 43219-3035 BUSINESS PHONE: (617) 470-8000 MAIL ADDRESS: STREET 1: C/O CITI STREET 2: 3435 STELZER ROAD CITY: COLUMBUS STATE: OH ZIP: 43219-3035 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC ADVISOR FUNDS TRUST DATE OF NAME CHANGE: 19960403 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC INVESTMENT MANAGEMENT TRUST DATE OF NAME CHANGE: 19960308 0001010296 S000009285 Opportunity Fund C000025347 Class I Shares RESCX N-PX 1 hsbcadvisorfundtrust_npx.htm ANNUAL REPORT OF PROXY VOTING RECORD

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number    811-07583
 
HSBC Advisor Funds Trust
(Exact name of registrant as specified in charter)
 
3435 Stelzer Road
Columbus, Ohio 43219-3035
(Address of principal executive offices)
 
Richard Fabietti
HSBC Global Asset Management (USA) Inc.
452 Fifth Avenue, New York, New York 10018
(Name and address of agent for service)
 
Registrant’s telephone number, including area code:   1-800-782-8183
 
Date of fiscal year end:   October 31
 
Date of reporting period:   July 1, 2012 through June 30, 2013

Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.



******************************* FORM N-PX REPORT *******************************

ICA File Number: 811-07583
Reporting Period: 07/01/2012 - 06/30/2013
HSBC Advisor Funds Trust









======================= HSBC Core Plus Fixed Income Fund =======================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.



================= HSBC Opportunity Fund (Class I Shares Only) ==================


ALLIANCE DATA SYSTEMS CORPORATION

Ticker:       ADS            Security ID:  018581108
Meeting Date: JUN 06, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Lawrence M. Benveniste   For       For          Management
1.2   Elect Director D. Keith Cobb            For       For          Management
1.3   Elect Director Kenneth R. Jensen        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Declassify the Board of Directors       For       For          Management
4     Provide Right to Call Special Meeting   For       For          Management
5     Ratify Auditors                         For       For          Management


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

AMERICAN EAGLE OUTFITTERS, INC.

Ticker:       AEO            Security ID:  02553E106
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert L. Hanson         For       For          Management
1.2   Elect Director Thomas R. Ketteler       For       For          Management
1.3   Elect Director Cary D. McMillan         For       For          Management
1.4   Elect Director David M. Sable           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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


ARCOS DORADOS HOLDINGS INC

Ticker:       ARCO           Security ID:  G0457F107
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       Against      Management
      Statutory Reports (Voting)
2     Ratify Ernst & Young as Auditors and    For       Against      Management
      Authorize Board to Fix Their
      Remuneration
3.1   Elect Annette Franqui as a Director     For       Withhold     Management
3.2   Elect Carlos Hernandez-Artigas as a     For       Withhold     Management
      Director
3.3   Elect Alejandro Ramirez Magana as a     For       For          Management
      Director


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

ARTHROCARE CORPORATION

Ticker:       ARTC           Security ID:  043136100
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 27, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Christian P. Ahrens      For       For          Management
1.2   Elect Director Gregory A. Belinfanti    For       For          Management
1.3   Elect Director Barbara D. Boyan         For       For          Management
1.4   Elect Director David Fitzgerald         For       For          Management
1.5   Elect Director James G. Foster          For       For          Management
1.6   Elect Director Terrence E. Geremski     For       For          Management
1.7   Elect Director Tord B. Lendau           For       For          Management
1.8   Elect Director Peter L. Wilson          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

ATMEL CORPORATION

Ticker:       ATML           Security ID:  049513104
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Steven Laub              For       For          Management
1.2   Elect Director Tsung-Ching Wu           For       For          Management
1.3   Elect Director David Sugishita          For       For          Management
1.4   Elect Director Papken Der Torossian     For       For          Management
1.5   Elect Director Jack L. Saltich          For       For          Management
1.6   Elect Director Charles Carinalli        For       For          Management
1.7   Elect Director Edward Ross              For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


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


AUTODESK, INC.

Ticker:       ADSK           Security ID:  052769106
Meeting Date: JUN 13, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Carl Bass                For       For          Management
1b    Elect Director Crawford W. Beveridge    For       For          Management
1c    Elect Director J. Hallam Dawson         For       For          Management
1d    Elect Director Thomas Georgens          For       For          Management
1e    Elect Director Per-Kristian Halvorsen   For       Against      Management
1f    Elect Director Mary T. McDowell         For       For          Management
1g    Elect Director Lorrie M. Norrington     For       For          Management
1h    Elect Director Stacy J. Smith           For       For          Management
1i    Elect Director Steven M. West           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


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

AVAGO TECHNOLOGIES LIMITED

Ticker:       AVGO           Security ID:  Y0486S104
Meeting Date: APR 10, 2013   Meeting Type: Annual
Record Date:  FEB 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Hock E. Tan              For       For          Management
1b    Elect Director John T. Dickson          For       For          Management
1c    Elect Director James V. Diller          For       For          Management
1d    Elect Director Kenneth Y. Hao           For       For          Management
1e    Elect Director John Min-Chih Hsuan      For       Against      Management
1f    Elect Director Justine F. Lien          For       For          Management
1g    Elect Director Donald Macleod           For       For          Management
2     Reappoint PricewaterhouseCoopers LLP    For       For          Management
      as Auditors and Authorize Board to Fix
      Their Remuneration
3     Approve Issuance of Shares without      For       For          Management
      Preemptive Rights
4     Approve Repurchase of Up to 10 Percent  For       For          Management
      of Issued Capital


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

AXIALL CORPORATION

Ticker:       AXLL           Security ID:  05463D100
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 29, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Paul D. Carrico          For       For          Management
1.2   Elect Director T. Kevin DeNicola        For       For          Management
1.3   Elect Director Patrick J. Fleming       For       For          Management
1.4   Elect Director Robert M. Gervis         For       For          Management
1.5   Elect Director Victoria F. Haynes       For       For          Management
1.6   Elect Director Stephen E. Macadam       For       For          Management
1.7   Elect Director William L. Mansfield     For       For          Management
1.8   Elect Director Michael H. McGarry       For       For          Management
1.9   Elect Director Mark L. Noetzel          For       For          Management
1.10  Elect Director Robert Ripp              For       For          Management
1.11  Elect Director David N. Weinstein       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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


BE AEROSPACE, INC.

Ticker:       BEAV           Security ID:  073302101
Meeting Date: JUL 25, 2012   Meeting Type: Annual
Record Date:  MAY 29, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard G. Hamermesh     For       For          Management
1.2   Elect Director Amin J. Khoury           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Change Company Name                     For       For          Management
4     Ratify Auditors                         For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management


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

BEACON ROOFING SUPPLY, INC.

Ticker:       BECN           Security ID:  073685109
Meeting Date: FEB 13, 2013   Meeting Type: Annual
Record Date:  DEC 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert R. Buck           For       For          Management
1.2   Elect Director Paul M. Isabella         For       For          Management
1.3   Elect Director Richard W. Frost         For       For          Management
1.4   Elect Director James J. Gaffney         For       For          Management
1.5   Elect Director Peter M. Gotsch          For       For          Management
1.6   Elect Director Neil S. Novich           For       For          Management
1.7   Elect Director Stuart A. Randle         For       For          Management
1.8   Elect Director Wilson B. Sexton         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

BEST BUY CO., INC.

Ticker:       BBY            Security ID:  086516101
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Bradbury H. Anderson     For       For          Management
1b    Elect Director Sanjay Khosla            For       For          Management
1c    Elect Director Allen U. Lenzmeier       For       Against      Management
1d    Elect Director Hatim A. Tyabji          For       For          Management
1e    Elect Director Russell P. Fradin        For       For          Management
1f    Elect Director Hubert Joly              For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management


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


CELANESE CORPORATION

Ticker:       CE             Security ID:  150870103
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  FEB 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jay V. Ihlenfeld         For       For          Management
1b    Elect Director Mark C. Rohr             For       For          Management
1c    Elect Director Farah M. Walters         For       For          Management
1d    Elect Director Edward G. Galante        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

COMERICA INCORPORATED

Ticker:       CMA            Security ID:  200340107
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph W. Babb, Jr.       For       For          Management
1.2   Elect Director Roger A. Cregg           For       For          Management
1.3   Elect Director T. Kevin DeNicola        For       For          Management
1.4   Elect Director Jacqueline P. Kane       For       For          Management
1.5   Elect Director Richard G. Lindner       For       For          Management
1.6   Elect Director Alfred A. Piergallini    For       For          Management
1.7   Elect Director Robert S. Taubman        For       For          Management
1.8   Elect Director Reginald M. Turner, Jr.  For       For          Management
1.9   Elect Director Nina G. Vaca             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


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

CONCUR TECHNOLOGIES, INC.

Ticker:       CNQR           Security ID:  206708109
Meeting Date: MAR 13, 2013   Meeting Type: Annual
Record Date:  JAN 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gordon Eubanks           For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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


CONSOL ENERGY INC.

Ticker:       CNX            Security ID:  20854P109
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director J. Brett Harvey          For       For          Management
1.2   Elect Director Philip W. Baxter         For       For          Management
1.3   Elect Director James E. Altmeyer, Sr.   For       For          Management
1.4   Elect Director William E. Davis         For       For          Management
1.5   Elect Director Raj K. Gupta             For       For          Management
1.6   Elect Director David C. Hardesty, Jr.   For       For          Management
1.7   Elect Director John T. Mills            For       For          Management
1.8   Elect Director William P. Powell        For       For          Management
1.9   Elect Director Joseph T. Williams       For       For          Management
2     Amend Executive Incentive Bonus Plan    For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Report on Political Contributions       Against   Against      Shareholder
6     Report on Climate Change                Against   Against      Shareholder


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

COVANCE INC.

Ticker:       CVD            Security ID:  222816100
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph L. Herring        For       For          Management
1.2   Elect Director John McCartney           For       For          Management
1.3   Elect Director Bradley T. Sheares       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Auditors                         For       For          Management


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

COVENTRY HEALTH CARE, INC.

Ticker:       CVH            Security ID:  222862104
Meeting Date: NOV 21, 2012   Meeting Type: Special
Record Date:  OCT 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Adjourn Meeting                         For       For          Management
3     Advisory Vote on Golden Parachutes      For       Against      Management


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


CRANE CO.

Ticker:       CR             Security ID:  224399105
Meeting Date: APR 22, 2013   Meeting Type: Annual
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard S. Forte         For       For          Management
1.2   Elect Director Ellen McClain Haime      For       For          Management
1.3   Elect Director Ronald C. Lindsay        For       For          Management
1.4   Elect Director Jennifer M. Pollino      For       For          Management
1.5   Elect Director James L.L. Tullis        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


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

CROWN HOLDINGS, INC.

Ticker:       CCK            Security ID:  228368106
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  MAR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jenne K. Britell         For       For          Management
1.2   Elect Director John W. Conway           For       For          Management
1.3   Elect Director Arnold W. Donald         For       For          Management
1.4   Elect Director William G. Little        For       For          Management
1.5   Elect Director Hans J. Loliger          For       For          Management
1.6   Elect Director James H. Miller          For       For          Management
1.7   Elect Director Josef M. Muller          For       For          Management
1.8   Elect Director Thomas A. Ralph          For       For          Management
1.9   Elect Director Hugues du Rouret         For       For          Management
1.10  Elect Director Jim L. Turner            For       For          Management
1.11  Elect Director William S. Urkiel        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Omnibus Stock Plan              For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

CUBIST PHARMACEUTICALS, INC.

Ticker:       CBST           Security ID:  229678107
Meeting Date: JUN 12, 2013   Meeting Type: Annual
Record Date:  APR 16, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael Bonney           For       For          Management
1.2   Elect Director Mark Corrigan            For       For          Management
1.3   Elect Director Alison Lawton            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
4     Amend Bylaws to Make Changes Related    For       For          Management
      to Cubist's Recent Separation of the
      Roles of Chief Executive Officer and
      President
5     Amend Bylaws Regarding the Conduct of   For       For          Management
      Stockholder Meetings
6     Amend the Charter to Give the CEO       For       For          Management
      Authority to Call Special Meetings
7     Ratify Auditors                         For       For          Management


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


CYTEC INDUSTRIES INC.

Ticker:       CYT            Security ID:  232820100
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  FEB 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Chris A. Davis           For       For          Management
1b    Elect Director Shane D. Fleming         For       For          Management
1c    Elect Director Louis L. Hoynes, Jr.     For       For          Management
1d    Elect Director William P. Powell        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

DENBURY RESOURCES INC.

Ticker:       DNR            Security ID:  247916208
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Wieland F. Wettstein     For       For          Management
1.2   Elect Director Michael L. Beatty        For       For          Management
1.3   Elect Director Michael B. Decker        For       For          Management
1.4   Elect Director Ronald G. Greene         For       For          Management
1.5   Elect Director Gregory L. McMichael     For       For          Management
1.6   Elect Director Kevin O. Meyers          For       For          Management
1.7   Elect Director Phil Rykhoek             For       For          Management
1.8   Elect Director Randy Stein              For       For          Management
1.9   Elect Director Laura A. Sugg            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Nonqualified Employee Stock       For       For          Management
      Purchase Plan
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management


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

DENTSPLY INTERNATIONAL INC.

Ticker:       XRAY           Security ID:  249030107
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paula H. Cholmondeley    For       For          Management
1b    Elect Director Michael J. Coleman       For       For          Management
1c    Elect Director John C. Miles, II        For       For          Management
1d    Elect Director John L. Miclot           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Report on Political Contributions       Against   For          Shareholder


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


ELAN CORPORATION PLC

Ticker:       DRX            Security ID:  284131208
Meeting Date: DEC 12, 2012   Meeting Type: Special
Record Date:  NOV 09, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Demerger                        For       For          Management


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

EVEREST RE GROUP, LTD.

Ticker:       RE             Security ID:  G3223R108
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dominic J. Addesso       For       For          Management
1.2   Elect Director John J. Amore            For       For          Management
1.3   Elect Director John R. Dunne            For       For          Management
1.4   Elect Director Joseph V. Taranto        For       For          Management
1.5   Elect Director John A. Weber            For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


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

FIRST REPUBLIC BANK

Ticker:       FRC            Security ID:  33616C100
Meeting Date: MAY 14, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James H. Herbert, II     For       For          Management
1.2   Elect Director Katherine August-deWilde For       For          Management
1.3   Elect Director Thomas J. Barrack, Jr.   For       For          Management
1.4   Elect Director Frank J. Fahrenkopf, Jr. For       For          Management
1.5   Elect Director William E. Ford          For       Withhold     Management
1.6   Elect Director L. Martin Gibbs          For       For          Management
1.7   Elect Director Sandra R. Hernandez      For       For          Management
1.8   Elect Director Pamela J. Joyner         For       For          Management
1.9   Elect Director Reynold Levy             For       For          Management
1.10  Elect Director Jody S. Lindell          For       For          Management
1.11  Elect Director George G.C. Parker       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


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


FLEETCOR TECHNOLOGIES, INC.

Ticker:       FLT            Security ID:  339041105
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald F. Clarke         For       Withhold     Management
1.2   Elect Director Richard Macchia          For       Withhold     Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management


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

FOOT LOCKER, INC.

Ticker:       FL             Security ID:  344849104
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ken C. Hicks             For       For          Management
1.2   Elect Director Guillermo G. Marmol      For       For          Management
1.3   Elect Director Dona D. Young            For       For          Management
1.4   Elect Director Maxine Clark             For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Declassify the Board of Directors       Against   For          Shareholder


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

FORTINET, INC.

Ticker:       FTNT           Security ID:  34959E109
Meeting Date: JUN 20, 2013   Meeting Type: Annual
Record Date:  APR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ming Hsieh               For       For          Management
1.2   Elect Director Christopher B. Paisley   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Executive Incentive Bonus Plan  For       For          Management


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


GENPACT LIMITED

Ticker:       G              Security ID:  G3922B107
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect N.V. Tyagarajan as Director       For       For          Management
1.2   Elect Robert G. Scott as Director       For       For          Management
1.3   Elect John W. Barter as Director        For       For          Management
1.4   Elect Amit Chandra as Director          For       For          Management
1.5   Elect Laura Conigliaro as Director      For       For          Management
1.6   Elect David Humphrey as Director        For       For          Management
1.7   Elect Jagdish Khattar as Director       For       For          Management
1.8   Elect James C. Madden as Director       For       For          Management
1.9   Elect Mark Nunnelly as Director         For       For          Management
1.10  Elect Mark Verdi as Director            For       For          Management
2     Ratify KPMG as Auditors                 For       For          Management


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

GENWORTH FINANCIAL, INC.

Ticker:       GNW            Security ID:  37247D106
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William H. Bolinder      For       For          Management
1.2   Elect Director G. Kent Conrad           For       For          Management
1.3   Elect Director Nancy J. Karch           For       For          Management
1.4   Elect Director Thomas J. McInerney      For       For          Management
1.5   Elect Director Christine B. Mead        For       For          Management
1.6   Elect Director David M. Moffett         For       For          Management
1.7   Elect Director Thomas E. Moloney        For       For          Management
1.8   Elect Director James A. Parke           For       For          Management
1.9   Elect Director James S. Riepe           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

GEORGIA GULF CORPORATION

Ticker:       GGC            Security ID:  373200302
Meeting Date: JAN 10, 2013   Meeting Type: Special
Record Date:  NOV 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Issue Shares in Connection with         For       For          Management
      Acquisition
2     Increase Authorized Common Stock        For       For          Management
3     Amend Omnibus Stock Plan                For       Against      Management
4     Adjourn Meeting                         For       For          Management


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


GNC HOLDINGS, INC.

Ticker:       GNC            Security ID:  36191G107
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Philip E. Mallott        For       For          Management
1.2   Elect Director C. Scott O'Hara          For       For          Management
1.3   Elect Director Richard J. Wallace       For       For          Management
2     Eliminate Class of Common Stock         For       For          Management
3     Establish Range For Board Size          For       For          Management
4     Declassify the Board of Directors       For       For          Management
5     Amendment to Delete Various Provisions  For       For          Management
      Related to the Company's Former
      'Sponsors' which are Now Inapplicable
6     Provide Right to Act by Written Consent For       For          Management
7     Ratify Auditors                         For       For          Management
8     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

HERTZ GLOBAL HOLDINGS, INC.

Ticker:       HTZ            Security ID:  42805T105
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Barry H. Beracha         For       For          Management
1.2   Elect Director Brian A. Bemasek         For       For          Management
1.3   Elect Director George W. Tamke          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management


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

HOLOGIC, INC.

Ticker:       HOLX           Security ID:  436440101
Meeting Date: MAR 11, 2013   Meeting Type: Annual
Record Date:  JAN 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David R. LaVance, Jr.    For       For          Management
1.2   Elect Director Robert A. Cascella       For       For          Management
1.3   Elect Director Glenn P. Muir            For       For          Management
1.4   Elect Director Sally W. Crawford        For       For          Management
1.5   Elect Director Nancy L. Leaming         For       For          Management
1.6   Elect Director Lawrence M. Levy         For       For          Management
1.7   Elect Director Christiana Stamoulis     For       For          Management
1.8   Elect Director Elaine S. Ullian         For       For          Management
1.9   Elect Director Wayne Wilson             For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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


HUBBELL INCORPORATED

Ticker:       HUB.B          Security ID:  443510201
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Carlos M. Cardoso        For       For          Management
1.2   Elect Director Lynn J. Good             For       For          Management
1.3   Elect Director Anthony J. Guzzi         For       For          Management
1.4   Elect Director Neal J. Keating          For       For          Management
1.5   Elect Director John F. Malloy           For       For          Management
1.6   Elect Director Andrew McNally, IV       For       For          Management
1.7   Elect Director David G. Nord            For       For          Management
1.8   Elect Director Timothy H. Powers        For       For          Management
1.9   Elect Director G. Jackson Ratcliffe     For       For          Management
1.10  Elect Director Carlos A. Rodriguez      For       For          Management
1.11  Elect Director John G. Russell          For       For          Management
1.12  Elect Director Richard J. Swift         For       For          Management
2     Ratify Auditors                         For       For          Management


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

HUNTSMAN CORPORATION

Ticker:       HUN            Security ID:  447011107
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nolan D. Archibald       For       For          Management
1.2   Elect Director M. Anthony Burns         For       For          Management
1.3   Elect Director Jon M. Huntsman, Jr.     For       For          Management
1.4   Elect Director Robert J. Margetts       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Declassify the Board of Directors       Against   For          Shareholder


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

IDEX CORPORATION

Ticker:       IEX            Security ID:  45167R104
Meeting Date: APR 09, 2013   Meeting Type: Annual
Record Date:  FEB 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ernest J. Mrozek         For       For          Management
1.2   Elect Director David C. Parry           For       For          Management
1.3   Elect Director Livingston L.            For       For          Management
      Satterthwaite
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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


IDEXX LABORATORIES, INC.

Ticker:       IDXX           Security ID:  45168D104
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jonathan W. Ayers        For       For          Management
1.2   Elect Director Robert J. Murray         For       For          Management
1.3   Elect Director M. Anne Szostak          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

IHS INC.

Ticker:       IHS            Security ID:  451734107
Meeting Date: APR 10, 2013   Meeting Type: Annual
Record Date:  FEB 14, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Roger Holtback           For       For          Management
1.2   Elect Director Jean-Paul Montupet       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

JABIL CIRCUIT, INC.

Ticker:       JBL            Security ID:  466313103
Meeting Date: JAN 24, 2013   Meeting Type: Annual
Record Date:  NOV 26, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Martha F. Brooks         For       For          Management
1.2   Elect Director Mel S. Lavitt            For       For          Management
1.3   Elect Director Timothy L. Main          For       For          Management
1.4   Elect Director Mark T. Mondello         For       For          Management
1.5   Elect Director Lawrence J. Murphy       For       For          Management
1.6   Elect Director Frank A. Newman          For       For          Management
1.7   Elect Director Steven A. Raymund        For       For          Management
1.8   Elect Director Thomas A. Sansone        For       For          Management
1.9   Elect Director David M. Stout           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management
5     Other Business                          For       Against      Management


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

JARDEN CORPORATION

Ticker:       JAH            Security ID:  471109108
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 05, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ian G. H. Ashken         For       For          Management
1.2   Elect Director William P. Lauder        For       For          Management
1.3   Elect Director Robert L. Wood           For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Ratify Auditors                         For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
6     Declassify the Board of Directors       Against   For          Shareholder


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


JDS UNIPHASE CORPORATION

Ticker:       JDSU           Security ID:  46612J507
Meeting Date: NOV 14, 2012   Meeting Type: Annual
Record Date:  SEP 17, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard E. Belluzzo      For       For          Management
1.2   Elect Director Harold L. Covert         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Amend Omnibus Stock Plan                For       For          Management


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

JONES LANG LASALLE INCORPORATED

Ticker:       JLL            Security ID:  48020Q107
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Hugo Bague               For       For          Management
1b    Elect Director Colin Dyer               For       For          Management
1c    Elect Director Dame DeAnne Julius       For       For          Management
1d    Elect Director Kate S. Lavelle          For       For          Management
1e    Elect Director Ming Lu                  For       For          Management
1f    Elect Director Martin H. Nesbitt        For       For          Management
1g    Elect Director Sheila A. Penrose        For       For          Management
1h    Elect Director David B. Rickard         For       For          Management
1i    Elect Director Roger T. Staubach        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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

LANDSTAR SYSTEM, INC.

Ticker:       LSTR           Security ID:  515098101
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Homaira Akbari           For       For          Management
1.2   Elect Director Diana M. Murphy          For       For          Management
1.3   Elect Director Larry J. Thoele          For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Non-Employee Director           For       For          Management
      Restricted Stock Plan


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


LAZARD LTD

Ticker:       LAZ            Security ID:  G54050102
Meeting Date: APR 23, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Laurent Mignon as Director        For       For          Management
1.2   Elect Richard D. Parsons as Director    For       For          Management
1.3   Elect Hal S. Scott as Director          For       For          Management
2     Approve Deloitte & Touche LLP as        For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Require Independent Board Chairman      Against   For          Shareholder


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

LKQ CORPORATION

Ticker:       LKQ            Security ID:  501889208
Meeting Date: MAY 06, 2013   Meeting Type: Annual
Record Date:  MAR 07, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director A. Clinton Allen         For       For          Management
1.2   Elect Director Kevin F. Flynn           For       For          Management
1.3   Elect Director Ronald G. Foster         For       For          Management
1.4   Elect Director Joseph M. Holsten        For       For          Management
1.5   Elect Director Blythe J. McGarvie       For       For          Management
1.6   Elect Director Paul M. Meister          For       For          Management
1.7   Elect Director John F. O'Brien          For       For          Management
1.8   Elect Director Guhan Subramanian        For       For          Management
1.9   Elect Director Robert L. Wagman         For       For          Management
1.10  Elect Director William M. Webster, IV   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Increase Authorized Common Stock        For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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


MANCHESTER UNITED PLC

Ticker:       MANU           Security ID:  G5784H106
Meeting Date: JUN 17, 2013   Meeting Type: Annual
Record Date:  APR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Avram Glazer as Director          For       Against      Management
1.2   Elect Joel Glazer as Director           For       Against      Management
1.3   Elect Edward Woodward as Director       For       Against      Management
1.4   Elect Richard Arnold as Director        For       Against      Management
1.5   Elect Michael Bolingbroke as Director   For       Against      Management
1.6   Elect Kevin Glazer as Director          For       Against      Management
1.7   Elect Bryan Glazer as Director          For       Against      Management
1.8   Elect Darcie Glazer Kassewitz as        For       Against      Management
      Director
1.9   Elect Edward Glazer as Director         For       Against      Management
1.10  Elect Robert Leitao as Director         For       For          Management
1.11  Elect Manu Sawhney as Director          For       For          Management
1.12  Elect John Hooks as Director            For       For          Management


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

MARTIN MARIETTA MATERIALS, INC.

Ticker:       MLM            Security ID:  573284106
Meeting Date: MAY 23, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. Howard Nye            For       For          Management
1.2   Elect Director Laree E. Perez           For       For          Management
1.3   Elect Director Dennis L. Rediker        For       For          Management
2     Adopt Majority Voting for Uncontested   For       For          Management
      Election of Directors
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

MCDERMOTT INTERNATIONAL, INC.

Ticker:       MDR            Security ID:  580037109
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John F. Bookout, III     For       For          Management
1.2   Elect Director Roger A. Brown           For       For          Management
1.3   Elect Director Stephen G. Hanks         For       For          Management
1.4   Elect Director Stephen M. Johnson       For       For          Management
1.5   Elect Director D. Bradley McWilliams    For       For          Management
1.6   Elect Director  William H. Schumann,    For       For          Management
      III
1.7   Elect Director Mary L. Shafer-Malicki   For       For          Management
1.8   Elect Director  David A. Trice          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management


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


METTLER-TOLEDO INTERNATIONAL INC.

Ticker:       MTD            Security ID:  592688105
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Robert F. Spoerry        For       For          Management
1.2   Elect Director Wah-Hui Chu              For       For          Management
1.3   Elect Director Francis A. Contino       For       For          Management
1.4   Elect Director Olivier A. Filliol       For       For          Management
1.5   Elect Director Michael A. Kelly         For       For          Management
1.6   Elect Director Martin D. Madaus         For       For          Management
1.7   Elect Director Hans Ulrich Maerki       For       For          Management
1.8   Elect Director George M. Milne, Jr.     For       For          Management
1.9   Elect Director Thomas P. Salice         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


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

MICHAEL KORS HOLDINGS LTD.

Ticker:       KORS           Security ID:  G60754101
Meeting Date: AUG 08, 2012   Meeting Type: Annual
Record Date:  JUN 15, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect M. William Benedetto as Director  For       For          Management
2b    Elect Stephen F. Reitman as a Director  For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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

NUANCE COMMUNICATIONS, INC.

Ticker:       NUAN           Security ID:  67020Y100
Meeting Date: JAN 25, 2013   Meeting Type: Annual
Record Date:  DEC 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paul A. Ricci            For       For          Management
1b    Elect Director Robert G. Teresi         For       For          Management
1c    Elect Director Robert J. Frankenberg    For       For          Management
1d    Elect Director Katharine A. Martin      For       For          Management
1e    Elect Director Patrick T. Hackett       For       For          Management
1f    Elect Director William H. Janeway       For       For          Management
1g    Elect Director Mark B. Myers            For       For          Management
1h    Elect Director Philip J. Quigley        For       For          Management
1i    Elect Director Mark R. Laret            For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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


NVR, INC.

Ticker:       NVR            Security ID:  62944T105
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C.E. Andrews             For       For          Management
1.2   Elect Director Robert C. Butler         For       For          Management
1.3   Elect Director Timothy M. Donahue       For       For          Management
1.4   Elect Director Thomas D. Eckert         For       For          Management
1.5   Elect Director Alfred E. Festa          For       For          Management
1.6   Elect Director Ed Grier                 For       For          Management
1.7   Elect Director Manual H. Johnson        For       For          Management
1.8   Elect Director Mel Martinez             For       For          Management
1.9   Elect Director William A. Moran         For       For          Management
1.10  Elect Director David A. Preiser         For       For          Management
1.11  Elect Director W. Grady Rosier          For       For          Management
1.12  Elect Director Dwight C. Schar          For       For          Management
1.13  Elect Director Paul W. Whetsell         For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

NXP SEMICONDUCTORS NV

Ticker:       NXPI           Security ID:  N6596X109
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  MAY 02, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Open Meeting                            None      None         Management
2a    Adopt Financial Statements and          For       For          Management
      Statutory Reports
2b    Receive Explanation on Company's        None      None         Management
      Reserves and Dividend Policy
2c    Approve Discharge of Board of Directors For       For          Management
3a    Elect R.L. Clemmer as Director          For       For          Management
3b    Elect Peter Bonfield as Director        For       For          Management
3c    Elect J.P. Huth as Director             For       For          Management
3d    Elect E. Durban as Director             For       For          Management
3e    Elect K.A. Goldman as Director          For       For          Management
3f    Elect J. Kaeser as Director             For       For          Management
3g    Elect I. Loring as Director             For       For          Management
3h    Elect M. Plantevin as Director          For       For          Management
3i    Elect V. Bhatia as Director             For       For          Management
3j    Elect R. MacKenzie as Director          For       For          Management
3k    Elect Jean-Pierre Saad as Director      For       For          Management
4     Authorize Repurchase of Up to 50        For       For          Management
      Percent of Issued Share Capital
5     Other Business (Non-Voting)             None      None         Management


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

OWENS CORNING

Ticker:       OC             Security ID:  690742101
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:  FEB 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph F. Hake            For       For          Management
1.2   Elect Director J. Brian Ferguson        For       For          Management
1.3   Elect Director F. Philip Handy          For       For          Management
1.4   Elect Director Michael H. Thaman        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
4     Approve Omnibus Stock Plan              For       For          Management
5     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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


PACKAGING CORPORATION OF AMERICA

Ticker:       PKG            Security ID:  695156109
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Cheryl K. Beebe          For       For          Management
1.2   Elect Director Hasan Jameel             For       For          Management
1.3   Elect Director Mark W. Kowlzan          For       For          Management
1.4   Elect Director Robert C. Lyons          For       For          Management
1.5   Elect Director Samuel M. Mencoff        For       For          Management
1.6   Elect Director Roger B. Porter          For       For          Management
1.7   Elect Director Thomas S. Souleles       For       For          Management
1.8   Elect Director Paul T. Stecko           For       For          Management
1.9   Elect Director James D. Woodrum         For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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

QLIK TECHNOLOGIES INC.

Ticker:       QLIK           Security ID:  74733T105
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 21, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John Gavin, Jr.          For       For          Management
1.2   Elect Director Alexander Ott            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

RALCORP HOLDINGS, INC.

Ticker:       RAH            Security ID:  751028101
Meeting Date: JAN 29, 2013   Meeting Type: Special
Record Date:  DEC 28, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Advisory Vote on Golden Parachutes      For       Against      Management
3     Adjourn Meeting                         For       For          Management


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


RAYMOND JAMES FINANCIAL, INC.

Ticker:       RJF            Security ID:  754730109
Meeting Date: FEB 21, 2013   Meeting Type: Annual
Record Date:  DEC 14, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Shelley G. Broader       For       For          Management
1.2   Elect Director Francis S. Godbold       For       For          Management
1.3   Elect Director H. William Habermeyer,   For       For          Management
      Jr.
1.4   Elect Director Chet Helck               For       For          Management
1.5   Elect Director Thomas A. James          For       For          Management
1.6   Elect Director Gordon L. Johnson        For       For          Management
1.7   Elect Director Paul C. Reilly           For       For          Management
1.8   Elect Director Robert P. Saltzman       For       For          Management
1.9   Elect Director Hardwick Simmons         For       For          Management
1.10  Elect Director Susan N. Story           For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

RIVERBED TECHNOLOGY, INC.

Ticker:       RVBD           Security ID:  768573107
Meeting Date: MAY 22, 2013   Meeting Type: Annual
Record Date:  MAR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark A. Floyd            For       For          Management
1.2   Elect Director Christopher J. Schaepe   For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


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

ROCKWOOD HOLDINGS, INC.

Ticker:       ROC            Security ID:  774415103
Meeting Date: MAY 21, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Seifi Ghasemi            For       For          Management
1.2   Elect Director Sheldon R. Erikson       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


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


ROWAN COMPANIES PLC

Ticker:       RDC            Security ID:  G7665A101
Meeting Date: JUL 25, 2012   Meeting Type: Annual
Record Date:  JUN 04, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Re-elect Thomas R. Hix as Director      For       For          Management
2     Re-elect Suzanne P. Nimocks as Director For       For          Management
3     Re-elect P. Dexter Peacock as Director  For       For          Management
4     Appoint Deloitte & Touche LLP as U.S.   For       For          Management
      Auditors
5     Appoint Deloitte & Touche UK LLP as     For       For          Management
      U.K. Auditors
6     Authorize Board to Fix Remuneration of  For       For          Management
      Auditors
7     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

ROWAN COMPANIES PLC

Ticker:       RDC            Security ID:  G7665A101
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  MAR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect William T. Fox, III  as Director  For       For          Management
2     Elect Sir Graham Hearne as Director     For       For          Management
3     Elect  H. E. Lentz as Director          For       For          Management
4     Ratify Deloitte & Touche LLP as our     For       For          Management
      U.S. Auditors
5     Reappoint Deloitte & Touche U.K LLP as  For       For          Management
      our U.K. Auditors
6     Authorize the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
7     Approve Omnibus Stock Plan              For       For          Management
8     Approve Remuneration Report             For       For          Management
9     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

SBA COMMUNICATIONS CORPORATION

Ticker:       SBAC           Security ID:  78388J106
Meeting Date: MAY 09, 2013   Meeting Type: Annual
Record Date:  MAR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kevin L. Beebe           For       For          Management
1.2   Elect Director Jack Langer              For       For          Management
1.3   Elect Director Jeffrey A. Stoops        For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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


SERVICE CORPORATION INTERNATIONAL

Ticker:       SCI            Security ID:  817565104
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alan R. Buckwalter       For       For          Management
1.2   Elect Director Victor L. Lund           For       For          Management
1.3   Elect Director John W. Mecom, Jr.       For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

SIGNET JEWELERS LIMITED

Ticker:       SIG            Security ID:  G81276100
Meeting Date: JUN 14, 2013   Meeting Type: Annual
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Dale W. Hilpert as Director       For       For          Management
1b    Elect H. Todd Stitzer as Director       For       For          Management
1c    Elect Marianne Parrs as Director        For       For          Management
1d    Elect Michael W. Barnes as Director     For       For          Management
1e    Elect Russell Walls as Director         For       For          Management
1f    Elect Thomas Plaskett as Director       For       For          Management
1g    Elect Virginia Drosos as Director       For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

SKYWORKS SOLUTIONS, INC.

Ticker:       SWKS           Security ID:  83088M102
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  MAR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director David J. McLachlan       For       For          Management
1.2   Elect Director David J. Aldrich         For       For          Management
1.3   Elect Director Kevin L. Beebe           For       For          Management
1.4   Elect Director Timothy R. Furey         For       For          Management
1.5   Elect Director Balakrishnan S. Iyer     For       For          Management
1.6   Elect Director Thomas C. Leonard        For       For          Management
1.7   Elect Director David P. McGlade         For       For          Management
1.8   Elect Director Robert A. Schriesheim    For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management


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


TESORO CORPORATION

Ticker:       TSO            Security ID:  881609101
Meeting Date: MAY 01, 2013   Meeting Type: Annual
Record Date:  MAR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rodney F. Chase          For       For          Management
1.2   Elect Director Gregory J. Goff          For       For          Management
1.3   Elect Director Robert W. Goldman        For       For          Management
1.4   Elect Director Steven H. Grapstein      For       For          Management
1.5   Elect Director David Lilley             For       For          Management
1.6   Elect Director Mary Pat McCarthy        For       For          Management
1.7   Elect Director J.W. Nokes               For       For          Management
1.8   Elect Director Susan Tomasky            For       For          Management
1.9   Elect Director Michael E. Wiley         For       For          Management
1.10  Elect Director Patrick Y. Yang          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Auditors                         For       For          Management


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

THE TIMKEN COMPANY

Ticker:       TKR            Security ID:  887389104
Meeting Date: MAY 07, 2013   Meeting Type: Annual
Record Date:  FEB 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John M. Ballbach         For       For          Management
1.2   Elect Director Phillip R. Cox           For       For          Management
1.3   Elect Director Diane C. Creel           For       For          Management
1.4   Elect Director James W. Griffith        For       For          Management
1.5   Elect Director John A. Luke, Jr.        For       For          Management
1.6   Elect Director Joseph W. Ralston        For       For          Management
1.7   Elect Director John P. Reilly           For       For          Management
1.8   Elect Director Frank C. Sullivan        For       For          Management
1.9   Elect Director John M. Timken, Jr.      For       For          Management
1.10  Elect Director Ward J. Timken           For       For          Management
1.11  Elect Director Ward J. Timken, Jr.      For       For          Management
1.12  Elect Director Jacqueline F. Woods      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Reduce Supermajority Vote Requirement   For       For          Management
5     Reduce Supermajority Vote Requirement   For       For          Management
6     Request Board Spin-off of Steel         Against   For          Shareholder
      Business


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

TRACTOR SUPPLY COMPANY

Ticker:       TSCO           Security ID:  892356106
Meeting Date: MAY 02, 2013   Meeting Type: Annual
Record Date:  MAR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James F. Wright          For       For          Management
1.2   Elect Director Johnston C. Adams        For       For          Management
1.3   Elect Director Peter D. Bewley          For       For          Management
1.4   Elect Director Jack C. Bingleman        For       For          Management
1.5   Elect Director Richard W. Frost         For       For          Management
1.6   Elect Director Cynthia T. Jamison       For       For          Management
1.7   Elect Director George MacKenzie         For       For          Management
1.8   Elect Director Edna K. Morris           For       For          Management
1.9   Elect Director Gregory A. Sandfort      For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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


TRANSDIGM GROUP INCORPORATED

Ticker:       TDG            Security ID:  893641100
Meeting Date: MAR 06, 2013   Meeting Type: Annual
Record Date:  JAN 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mervin Dunn              For       For          Management
1.2   Elect Director Michael S. Graff         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Declassify the Board of Directors       None      For          Shareholder


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

UNITED RENTALS, INC.

Ticker:       URI            Security ID:  911363109
Meeting Date: MAY 08, 2013   Meeting Type: Annual
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jenne K. Britell         For       For          Management
1.2   Elect Director Jose B. Alvarez          For       For          Management
1.3   Elect Director Bobby J. Griffin         For       For          Management
1.4   Elect Director Michael J. Kneeland      For       For          Management
1.5   Elect Director Pierre E. Leroy          For       For          Management
1.6   Elect Director Singleton B. McAllister  For       For          Management
1.7   Elect Director Brian D. McAuley         For       For          Management
1.8   Elect Director John S. McKinney         For       For          Management
1.9   Elect Director James H. Ozanne          For       For          Management
1.10  Elect Director Jason D. Papastavrou     For       For          Management
1.11  Elect Director Filippo Passerini        For       For          Management
1.12  Elect Director Donald C. Roof           For       For          Management
1.13  Elect Director Keith Wimbush            For       For          Management
2     Ratify Auditors                         For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

URBAN OUTFITTERS, INC.

Ticker:       URBN           Security ID:  917047102
Meeting Date: MAY 28, 2013   Meeting Type: Annual
Record Date:  MAR 13, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Scott A. Belair          For       For          Management
1.2   Elect Director Robert H. Strouse        For       For          Management
1.3   Elect Director Margaret A. Hayne        For       For          Management
2     Amend Omnibus Stock Plan                For       Against      Management
3     Eliminate Cumulative Voting and Adopt   For       For          Management
      Majority Vote Standard
4     Ratify Auditors                         For       For          Management
5     Require Independent Board Chairman      Against   Against      Shareholder
6     Adopt Policy and Report on Board        Against   Against      Shareholder
      Diversity


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


VOLCANO CORPORATION

Ticker:       VOLC           Security ID:  928645100
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAR 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Kieran T. Gallahue       For       For          Management
1.2   Elect Director Alexis V. Lukianov       For       For          Management
1.3   Elect Director Eric J. Topol            For       For          Management
2     Authorize Board to Fill Vacancies       For       For          Management
3     Amend Omnibus Stock Plan                For       For          Management
4     Approve Conversion of Securities        For       For          Management
5     Ratify Auditors                         For       For          Management
6     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation


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

WASTE CONNECTIONS, INC.

Ticker:       WCN            Security ID:  941053100
Meeting Date: JUN 14, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director Edward E. 'Ned' Guillet  For       For          Management
2     Elect Director Ronald J. Mittelstaedt   For       For          Management
3     Ratify Auditors                         For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Reduce Supermajority Vote Requirement   For       For          Management


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

WESCO INTERNATIONAL, INC.

Ticker:       WCC            Security ID:  95082P105
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 04, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sandra Beach Lin         For       For          Management
1.2   Elect Director Robert J. Tarr, Jr.      For       For          Management
1.3   Elect Director Stephen A. Van Oss       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Auditors                         For       For          Management
6     Declassify the Board of Directors       Against   For          Shareholder


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


WILLIAMS-SONOMA, INC.

Ticker:       WSM            Security ID:  969904101
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Laura J. Alber           For       For          Management
1.2   Elect Director Adrian D.P. Bellamy      For       For          Management
1.3   Elect Director Rose Marie Bravo         For       For          Management
1.4   Elect Director Mary Ann Casati          For       For          Management
1.5   Elect Director Patrick J. Connolly      For       For          Management
1.6   Elect Director Adrian T. Dillon         For       For          Management
1.7   Elect Director Anthony A. Greener       For       For          Management
1.8   Elect Director Ted W. Hall              For       For          Management
1.9   Elect Director Michael R. Lynch         For       For          Management
1.10  Elect Director Lorraine Twohill         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management




=============== International Equity Fund (Class I Shares Only) ================

There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
========== END NPX REPORT



SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)   HSBC Advisor Funds Trust
 
By (Signature and Title)*   /s/ Richard A. Fabietti
  Richard A. Fabietti, President
 
Date:   July 24, 2013

* Print the name and title of each signing officer under his or her signature.