N-PX 1 balancedcapfinal.txt BR BALANCED CAPITAL FUND, INC. 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 811-02405 Name of Fund: BlackRock Balanced Capital Fund, Inc. Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809 Name and address of agent for service: Anne Ackerley, Chief Executive Officer, BlackRock Balanced Capital Fund, Inc., 40 East 52(nd) Street, New York City, NY 10022. Registrant's telephone number, including area code: (800) 441-7762 Date of fiscal year end: 09/30 Date of reporting period: 07/01/2008 -- 06/30/2009 Item 1 -- Proxy Voting Record -- Attached hereto. 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. BlackRock Balanced Capital Fund, Inc. By: /s/ Anne Ackerley Anne Ackerley Chief Executive Officer of BlackRock Balanced Capital Fund, Inc. Date: August 14, 2009 ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-02405 Reporting Period: 07/01/2008 - 06/30/2009 BlackRock Balanced Capital Fund, Inc. ==================== BLACKROCK BALANCED CAPITAL FUND, INC. ===================== ACCENTURE LTD Ticker: ACN Security ID: G1150G111 Meeting Date: FEB 12, 2009 Meeting Type: Annual Record Date: DEC 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: CHARLES H. GIANCARLO 2 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: DINA DUBLON 3 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: WILLIAM D. GREEN 4 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: NOBUYUKI IDEI 5 RE-APPOINTMENT TO THE BOARD OF For For Management DIRECTORS: MARJORIE MAGNER 6 RATIFY AUDITORS For For Management -------------------------------------------------------------------------------- ACE LTD. Ticker: ACE Security ID: G0070K103 Meeting Date: JUL 14, 2008 Meeting Type: Annual Record Date: MAY 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 ELECTION OF DIRECTOR: MICHAEL G. ATIEH For For Management TO TERM EXPIRING IN 2009. 2 ELECTION OF DIRECTOR: MARY A. CIRILLO For For Management TO TERM EXPIRING IN 2009. 3 ELECTION OF DIRECTOR: BRUCE L. CROCKETT For For Management TO TERM EXPIRING IN 2009. 4 ELECTION OF DIRECTOR: THOMAS J. NEFF TO For For Management TERM EXPIRING IN 2009. 5 ELECTION OF DIRECTOR: GARY M. STUART TO For For Management TERM EXPIRING IN 2009. 6 ELECTION OF DIRECTOR: ROBERT M. For For Management HERNANDEZ TO TERM EXPIRING IN 2010. 7 ELECTION OF DIRECTOR: PETER MENIKOFF TO For For Management TERM EXPIRING IN 2010. 8 ELECTION OF DIRECTOR: ROBERT RIPP TO For For Management TERM EXPIRING IN 2010. 9 ELECTION OF DIRECTOR: DERMOT F. SMURFIT For For Management TO TERM EXPIRING IN 2010. 10 ELECTION OF DIRECTOR: EVAN G. GREENBERG For For Management TO TERM EXPIRING IN 11 ELECTION OF DIRECTOR: JOHN A. KROL TO For For Management TERM EXPIRING IN 2011. 12 ELECTION OF DIRECTOR: LEO F. MULLIN TO For For Management TERM EXPIRING IN 2011. 13 ELECTION OF DIRECTOR: OLIVIER STEIMER For For Management TO TERM EXPIRING IN 2011. 14 APPROVAL OF THE AMENDMENT (THE For For Management DE-REGISTRATION AMENDMENT ) TO THE COMPANY S MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION TO PERMIT THE DEREGISTRATION OF THE COMPANY FROM THE CAYMAN ISLANDS 15 APPROVAL OF THE AMENDMENT (THE For For Management FINANCIAL STATEMENT AMENDMENT ) TO THE COMPANY S ARTICLES OF ASSOCIATION TO REQUIRE THE COMPANY TO PREPARE AND PROVIDE TO SHAREHOLDERS NOT LESS THAN ANNUALLY AN UNCONSOLIDATED BALANCE SHEET OF THE COMPANY 16 APPROVAL OF AMENDMENTS TO THE ARTICLES For For Management OF ASSOCIATION WHICH WILL HAVE THE EFFECT OF INCREASING THE PAR VALUE OF THE ORDINARY SHARES FROM $0.041666667 TO AN AMOUNT IN SWISS FRANCS EQUAL TO $11,000,000,000 DIVIDED BY THE NUMBER OF OUR ORDINARY SHARES 17 APPROVAL OF THE COMPANY S For For Management DE-REGISTRATION FROM THE CAYMAN ISLANDS AND CONTINUATION IN SWITZERLAND (THE CONTINUATION ) 18 APPROVAL OF THE NAME OF THE COMPANY For For Management 19 APPROVAL OF THE CHANGE OF THE PURPOSE For For Management OF THE COMPANY 20 APPROVAL OF THE REARRANGEMENT OF THE For For Management COMPANY S EXISTING SHARE CAPITAL 21 APPROVAL OF THE COMPANY S ARTICLES OF For For Management ASSOCIATION 22 CONFIRMATION OF SWISS LAW AS THE For For Management AUTHORITATIVE LEGISLATION GOVERNING THE COMPANY 23 CONFIRMATION OF THE PRINCIPAL PLACE OF For For Management BUSINESS OF THE COMPANY AS ZURICH, SWITZERLAND 24 RATIFY AUDITORS For For Management 25 APPROVAL OF THE COMPANY S 2004 For For Management LONG-TERM INCENTIVE PLAN AS AMENDED THROUGH THE FOURTH AMENDMENT 26 RATIFY AUDITORS For For Management 27 APPROVAL OF PAYMENT OF A DIVIDEND For For Management THROUGH A REDUCTION OF THE PAR VALUE OF OUR SHARES IN AN AMOUNT EQUAL TO THE SWISS FRANC EQUIVALENT OF $0.87, CONVERTED INTO SWISS FRANCS -------------------------------------------------------------------------------- AMERISOURCEBERGEN CORP Ticker: ABC Security ID: 03073E105 Meeting Date: FEB 19, 2009 Meeting Type: Annual Record Date: DEC 22, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Richard C. Gozon For For Management 2 Elect Director Michael J. Long For For Management 3 Elect Director J. Lawrence Wilson For For Management 4 Ratify Auditors For For Management 5 Amend Omnibus Stock Plan For For Management 6 Submit Shareholder Rights Plan (Poison Against For Shareholder Pill) to Shareholder Vote -------------------------------------------------------------------------------- BANK OF AMERICA CORP. Ticker: BAC Security ID: 060505104 Meeting Date: DEC 5, 2008 Meeting Type: Special Record Date: OCT 10, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with For For Management Acquisition 2 Amend Omnibus Stock Plan For For Management 3 Increase Authorized Common Stock For For Management 4 Adjourn Meeting For For Management -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: NOV 13, 2008 Meeting Type: Annual Record Date: SEP 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Carol A. Bartz For For Management 2 Elect Director M. Michele Burns For For Management 3 Elect Director Michael D. Capellas For For Management 4 Elect Director Larry R. Carter For For Management 5 Elect Director John T. Chambers For For Management 6 Elect Director Brian L. Halla For For Management 7 Elect Director John L. Hennessy For For Management 8 Elect Director Richard M. Kovacevich For For Management 9 Elect Director Roderick C. McGeary For For Management 10 Elect Director Michael K. Powell For For Management 11 Elect Director Steven M. West For For Management 12 Elect Director Jerry Yang For Against Management 13 Ratify Auditors For For Management 14 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 15 Report on Internet Fragmentation Against Against Shareholder -------------------------------------------------------------------------------- ELECTRONIC ARTS INC. Ticker: ERTS Security ID: 285512109 Meeting Date: JUL 31, 2008 Meeting Type: Annual Record Date: JUN 9, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Leonard S. Coleman For For Management 2 Elect Director Gary M. Kusin For For Management 3 Elect Director Gregory B. Maffei For For Management 4 Elect Director Vivek Paul For For Management 5 Elect Director Lawrence F. Probst III For For Management 6 Elect Director John S. Riccitiello For For Management 7 Elect Director Richard A. Simonson For For Management 8 Elect Director Linda J. Srere For For Management 9 Amend Omnibus Stock Plan For For Management 10 Amend Qualified Employee Stock Purchase For For Management Plan 11 Ratify Auditors For For Management -------------------------------------------------------------------------------- FEDEX CORPORATION Ticker: FDX Security ID: 31428X106 Meeting Date: SEP 29, 2008 Meeting Type: Annual Record Date: AUG 4, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director James L. Barksdale For For Management 2 Elect Director August A. Busch IV For For Management 3 Elect Director John A. Edwardson For For Management 4 Elect Director Judith L. Estrin For For Management 5 Elect Director J.R. Hyde, III For For Management 6 Elect Director Shirley A. Jackson For For Management 7 Elect Director Steven R. Loranger For For Management 8 Elect Director Gary W. Loveman For For Management 9 Elect Director Frederick W. Smith For For Management 10 Elect Director Joshua I. Smith For For Management 11 Elect Director Paul S. Walsh For For Management 12 Elect Director Peter S. Willmott For For Management 13 Amend Omnibus Stock Plan For For Management 14 Ratify Auditors For For Management 15 Require Independent Board Chairman Against Against Shareholder 16 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation -------------------------------------------------------------------------------- GENERAL MILLS, INC. Ticker: GIS Security ID: 370334104 Meeting Date: SEP 22, 2008 Meeting Type: Annual Record Date: JUL 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Bradbury H. Anderson For For Management 2 Elect Director Paul Danos For For Management 3 Elect Director William T. Esrey For For Management 4 Elect Director Raymond V. Gilmartin For For Management 5 Elect Director Judith Richards Hope For For Management 6 Elect Director Heidi G. Miller For For Management 7 Elect Director Hilda Ochoa-Brillembourg For For Management 8 Elect Director Steve Odland For For Management 9 Elect Director Kendall J. Powell For For Management 10 Elect Director Lois E. Quam For For Management 11 Elect Director Michael D. Rose For For Management 12 Elect Director Robert L. Ryan For For Management 13 Elect Director Dorothy A. Terrell For For Management 14 Ratify Auditors For For Management -------------------------------------------------------------------------------- HEWLETT-PACKARD COMPANY Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 18, 2009 Meeting Type: Annual Record Date: JAN 20, 2009 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lawrence T. Babbio, Jr. For For Management 2 Elect Director Sari M. Baldauf For For Management 3 Elect Director Rajiv L. Gupta For For Management 4 Elect Director John H. Hammergren For For Management 5 Elect Director Mark V. Hurd For For Management 6 Elect Director Joel Z. Hyatt For For Management 7 Elect Director John R. Joyce For For Management 8 Elect Director Robert L. Ryan For For Management 9 Elect Director Lucille S. Salhany For For Management 10 Elect Director G. Kennedy Thompson For For Management 11 Ratify Auditors For For Management -------------------------------------------------------------------------------- LEGG MASON, INC. Ticker: LM Security ID: 524901105 Meeting Date: JUL 22, 2008 Meeting Type: Annual Record Date: MAY 23, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis R. Beresford For For Management 1.2 Elect Director W. Allen Reed For For Management 1.3 Elect Director Roger W. Schipke For For Management 1.4 Elect Director Nicholas J. St.George For For Management 1.5 Elect Director Mark R. Fetting For For Management 1.6 Elect Director Scott C. Nuttall For For Management 2 Ratify Auditors For For Management 3 Require Independent Board Chairman Against Against Shareholder 4 Advisory Vote to Ratify Named Executive Against For Shareholder Officers' Compensation -------------------------------------------------------------------------------- MICRON TECHNOLOGY, INC. Ticker: MU Security ID: 595112103 Meeting Date: DEC 11, 2008 Meeting Type: Annual Record Date: OCT 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Teruaki Aoki For For Management 2 Elect Director Steven R. Appleton For For Management 3 Elect Director James W. Bagley For For Management 4 Elect Director Robert L. Bailey For For Management 5 Elect Director Mercedes Johnson For For Management 6 Elect Director Lawrence N. Mondry For For Management 7 Elect Director Robert E. Switz For For Management 8 Amend Omnibus Stock Plan For For Management 9 Ratify Auditors For For Management -------------------------------------------------------------------------------- MICROSOFT CORP. Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 19, 2008 Meeting Type: Annual Record Date: SEP 5, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Steven A. Ballmer For For Management 2 Elect Director James I. Cash, Jr. For For Management 3 Elect Director Dina Dublon For For Management 4 Elect Director William H. Gates, III For For Management 5 Elect Director Raymond V. Gilmartin For For Management 6 Elect Director Reed Hastings For For Management 7 Elect Director David F. Marquardt For For Management 8 Elect Director Charles H. Noski For For Management 9 Elect Director Helmut Panke For For Management 10 Approve Executive Incentive Bonus Plan For For Management 11 Amend Non-Employee Director Omnibus For For Management Stock Plan 12 Ratify Auditors For For Management 13 Adopt Policies to Protect Freedom of Against Against Shareholder Access to the Internet 14 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights 15 Report on Charitable Contributions Against Against Shareholder -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PBR Security ID: 71654V408 Meeting Date: NOV 24, 2008 Meeting Type: Special Record Date: OCT 30, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Absorption of 17 de Maio For For Management Participacoes SA 2 Appoint Independent Firm to Appraise For For Management Proposed Absorption -------------------------------------------------------------------------------- SYNOPSYS, INC. Ticker: SNPS Security ID: 871607107 Meeting Date: FEB 27, 2009 Meeting Type: Annual Record Date: DEC 31, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Aart J. De Geus For For Management 1.2 Elect Director Alfred Castino For For Management 1.3 Elect Director Chi-Foon Chan For For Management 1.4 Elect Director Bruce R. Chizen For For Management 1.5 Elect Director Deborah A. Coleman For For Management 1.6 Elect Director John Schwarz For For Management 1.7 Elect Director Sasson Somekh For For Management 1.8 Elect Director Roy Vallee For For Management 1.9 Elect Director Steven C. Walske For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- TRANSOCEAN INC. Ticker: RIG Security ID: G90073100 Meeting Date: DEC 8, 2008 Meeting Type: Special Record Date: OCT 27, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE MERGER TRANSACTION TO For For Management BE EFFECTED BY THE SCHEMES OF ARRANGEMENT, ATTACHED TO THE ACCOMPANYING PROXY STATEMENT AS ANNEX B. 2 APPROVAL OF THE MOTION TO ADJOURN THE For For Management MEETING TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE MEETING TO APPROVE THE MERGER TRANSACTION. -------------------------------------------------------------------------------- UNILEVER N.V. Ticker: UN Security ID: 904784709 Meeting Date: OCT 29, 2008 Meeting Type: Special Record Date: SEP 24, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Appointment of Paul Polman as For Did Not Vote Management Executive Director -------------------------------------------------------------------------------- WEATHERFORD INTERNATIONAL LTD Ticker: WFT Security ID: G95089101 Meeting Date: FEB 17, 2009 Meeting Type: Court Record Date: DEC 15, 2008 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Reincorporation through Scheme For For Management of Arrangement with Subsiadiary 2 Adjourn Meeting For For Management 3 Transact Other Business (Non-Voting) None None Management -------------------------------------------------------------------------------- YAHOO!, INC. Ticker: YHOO Security ID: 984332106 Meeting Date: AUG 1, 2008 Meeting Type: Proxy Contest Record Date: JUN 3, 2008 # Proposal Mgt Rec Vote Cast Sponsor Management Proxy (White Card) 1.1 Elect Director Roy J. Bostock For For Management 1.2 Elect Director Ronald W. Burkle For For Management 1.3 Elect Director Eric Hippeau For For Management 1.4 Elect Director Vyomesh Joshi For For Management 1.5 Elect Director Arthur H. Kern For For Management 1.6 Elect Director Robert A. Kotick For For Management 1.7 Elect Director Mary Agnes Wilderotter For For Management 1.8 Elect Director Gary L. Wilson For For Management 1.9 Elect Director Jerry Yang For For Management 2 Ratify Auditors For For Management 3 Pay For Superior Performance Against Against Shareholder 4 Adopt Policies to Protect Freedom of Against Against Shareholder Access to the Internet 5 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Human Rights # Proposal Diss Rec Vote Cast Sponsor Dissident Proxy (Gold Card) 1.1 Elect Director Lucian A. Bebchuk For None Shareholder 1.2 Elect Director Frank J. Biondi, Jr. For None Shareholder 1.3 Elect Director John H. Chapple For None Shareholder 1.4 Elect Director Mark Cuban For None Shareholder 1.5 Elect Director Adam Dell For None Shareholder 1.6 Elect Director Carl C. Icahn For None Shareholder 1.7 Elect Director Keith A, Meister For None Shareholder 1.8 Elect Director Edward H. Meyer For None Shareholder 1.9 Elect Director Brian S. Posner For None Shareholder 2 Ratify Auditors For None Management 3 Pay For Superior Performance For None Shareholder 4 Adopt Policies to Protect Freedom of Against None Shareholder Access to the Internet 5 Amend Bylaws to Establish a Board Against None Shareholder Committee on Human Rights ========== END NPX REPORT