0001438934-14-000262.txt : 20140820 0001438934-14-000262.hdr.sgml : 20140820 20140820091854 ACCESSION NUMBER: 0001438934-14-000262 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140630 FILED AS OF DATE: 20140820 DATE AS OF CHANGE: 20140820 EFFECTIVENESS DATE: 20140820 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EATON VANCE TAX ADVANTAGED GLOBAL DIVIDEND INCOME FUND CENTRAL INDEX KEY: 0001270523 IRS NUMBER: 000000000 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-21470 FILM NUMBER: 141053880 BUSINESS ADDRESS: STREET 1: TWO INTERNATIONAL PLACE CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-482-8260 MAIL ADDRESS: STREET 1: TWO INTERNATIONAL PLACE CITY: BOSTON STATE: MA ZIP: 02110 N-PX 1 brd2k30001270523.txt BRD2K30001270523.TXT 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: 811-21470 NAME OF REGISTRANT: Eaton Vance Tax-Advantaged Global Dividend Income Fund ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: Two International Place Boston, MA 02110 NAME AND ADDRESS OF AGENT FOR SERVICE: Maureen A. Gemma, Esq. Two International Place Boston, MA 02110 REGISTRANT'S TELEPHONE NUMBER: 617-482-8260 DATE OF FISCAL YEAR END: 10/31 DATE OF REPORTING PERIOD: 07/01/2013 - 06/30/2014 Eaton Vance Tax-Advantaged Global Dividend Income Fund -------------------------------------------------------------------------------------------------------------------------- ABBOTT LABORATORIES Agenda Number: 933934641 -------------------------------------------------------------------------------------------------------------------------- Security: 002824100 Meeting Type: Annual Meeting Date: 25-Apr-2014 Ticker: ABT ISIN: US0028241000 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR R.J. ALPERN Mgmt For For R.S. AUSTIN Mgmt For For S.E. BLOUNT Mgmt For For W.J. FARRELL Mgmt For For E.M. LIDDY Mgmt For For N. MCKINSTRY Mgmt For For P.N. NOVAKOVIC Mgmt For For W.A. OSBORN Mgmt For For S.C. SCOTT III Mgmt For For G.F. TILTON Mgmt For For M.D. WHITE Mgmt For For 2. RATIFICATION OF ERNST & YOUNG LLP AS Mgmt For For AUDITORS 3. SAY ON PAY - AN ADVISORY VOTE TO APPROVE Mgmt For For EXECUTIVE COMPENSATION 4. SHAREHOLDER PROPOSAL - GENETICALLY MODIFIED Shr Against For INGREDIENTS 5. SHAREHOLDER PROPOSAL - LOBBYING DISCLOSURE Shr Against For 6. SHAREHOLDER PROPOSAL - INCENTIVE Shr For Against COMPENSATION -------------------------------------------------------------------------------------------------------------------------- ACCENTURE PLC Agenda Number: 933911592 -------------------------------------------------------------------------------------------------------------------------- Security: G1151C101 Meeting Type: Annual Meeting Date: 30-Jan-2014 Ticker: ACN ISIN: IE00B4BNMY34 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. TO ACCEPT, IN A NON-BINDING VOTE, THE Mgmt For For COMPANY'S IRISH FINANCIAL STATEMENTS FOR THE TWELVE-MONTH PERIOD ENDED AUGUST 31, 2013, AS PRESENTED. 2A. RE-APPOINTMENT OF THE BOARD OF DIRECTOR: Mgmt For For JAIME ARDILA 2B. RE-APPOINTMENT OF THE BOARD OF DIRECTOR: Mgmt For For CHARLES H. GIANCARLO 2C. RE-APPOINTMENT OF THE BOARD OF DIRECTOR: Mgmt For For WILLIAM L. KIMSEY 2D. RE-APPOINTMENT OF THE BOARD OF DIRECTOR: Mgmt For For BLYTHE J. MCGARVIE 2E. RE-APPOINTMENT OF THE BOARD OF DIRECTOR: Mgmt For For MARK MOODY-STUART 2F. RE-APPOINTMENT OF THE BOARD OF DIRECTOR: Mgmt For For PIERRE NANTERME 2G. RE-APPOINTMENT OF THE BOARD OF DIRECTOR: Mgmt For For GILLES C. PELISSON 2H. RE-APPOINTMENT OF THE BOARD OF DIRECTOR: Mgmt For For WULF VON SCHIMMELMANN 3. TO RATIFY, IN A NON-BINDING VOTE, THE Mgmt For For APPOINTMENT OF KPMG AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF ACCENTURE PLC FOR A TERM EXPIRING AT OUR ANNUAL GENERAL MEETING OF SHAREHOLDERS IN 2015 AND TO AUTHORIZE, IN A BINDING VOTE, THE BOARD, ACTING THROUGH THE AUDIT COMMITTEE, TO DETERMINE KPMG'S REMUNERATION. 4. TO APPROVE, IN A NON-BINDING VOTE, THE Mgmt For For COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 5. TO GRANT THE BOARD THE AUTHORITY TO ISSUE Mgmt For For SHARES UNDER IRISH LAW. 6. TO GRANT THE BOARD THE AUTHORITY TO OPT-OUT Mgmt For For OF STATUTORY PRE-EMPTION RIGHTS UNDER IRISH LAW. 7. TO APPROVE A CAPITAL REDUCTION AND CREATION Mgmt For For OF DISTRIBUTABLE RESERVES UNDER IRISH LAW. 8. TO AUTHORIZE HOLDING THE 2015 ANNUAL Mgmt For For GENERAL MEETING OF SHAREHOLDERS OF ACCENTURE PLC AT A LOCATION OUTSIDE OF IRELAND AS REQUIRED UNDER IRISH LAW. 9. TO AUTHORIZE ACCENTURE TO MAKE OPEN-MARKET Mgmt For For PURCHASES OF ACCENTURE PLC CLASS A ORDINARY SHARES UNDER IRISH LAW. 10. TO DETERMINE THE PRICE RANGE AT WHICH Mgmt For For ACCENTURE PLC CAN RE-ISSUE SHARES THAT IT ACQUIRES AS TREASURY STOCK UNDER IRISH LAW. -------------------------------------------------------------------------------------------------------------------------- ACE LIMITED Agenda Number: 933981133 -------------------------------------------------------------------------------------------------------------------------- Security: H0023R105 Meeting Type: Annual Meeting Date: 15-May-2014 Ticker: ACE ISIN: CH0044328745 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. APPROVAL OF THE ANNUAL REPORT, STANDALONE Mgmt For For FINANCIAL STATEMENTS AND CONSOLIDATED FINANCIAL STATEMENTS OF ACE LIMITED FOR THE YEAR ENDED DECEMBER 31, 2013 2. ALLOCATION OF DISPOSABLE PROFIT Mgmt For For 3. DISCHARGE OF THE BOARD OF DIRECTORS Mgmt For For 4A. ELECTION OF DIRECTOR: JOHN EDWARDSON Mgmt For For 4B. ELECTION OF DIRECTOR: KIMBERLY ROSS Mgmt For For 4C. ELECTION OF DIRECTOR: ROBERT SCULLY Mgmt For For 4D. ELECTION OF DIRECTOR: DAVID SIDWELL Mgmt For For 4E. ELECTION OF DIRECTOR: EVAN G. GREENBERG Mgmt For For 4F. ELECTION OF DIRECTOR: ROBERT M. HERNANDEZ Mgmt For For 4G. ELECTION OF DIRECTOR: MICHAEL G. ATIEH Mgmt For For 4H. ELECTION OF DIRECTOR: MARY A. CIRILLO Mgmt For For 4I. ELECTION OF DIRECTOR: MICHAEL P. CONNORS Mgmt For For 4J. ELECTION OF DIRECTOR: PETER MENIKOFF Mgmt For For 4K. ELECTION OF DIRECTOR: LEO F. MULLIN Mgmt For For 4L. ELECTION OF DIRECTOR: EUGENE B. SHANKS, JR. Mgmt For For 4M. ELECTION OF DIRECTOR: THEODORE E. SHASTA Mgmt For For 4N. ELECTION OF DIRECTOR: OLIVIER STEIMER Mgmt For For 5. ELECTION OF EVAN G. GREENBERG AS THE Mgmt For For CHAIRMAN OF THE BOARD OF DIRECTORS UNTIL OUR NEXT ANNUAL GENERAL MEETING 6A. ELECTION OF THE COMPENSATION COMMITTEE OF Mgmt For For THE BOARD OF DIRECTOR: MICHAEL P. CONNORS 6B. ELECTION OF THE COMPENSATION COMMITTEE OF Mgmt For For THE BOARD OF DIRECTOR: MARY A. CIRILLO 6C. ELECTION OF THE COMPENSATION COMMITTEE OF Mgmt For For THE BOARD OF DIRECTOR: JOHN EDWARDSON 6D. ELECTION OF THE COMPENSATION COMMITTEE OF Mgmt For For THE BOARD OF DIRECTOR: ROBERT M. HERNANDEZ 7. ELECTION OF HAMBURGER AG AS INDEPENDENT Mgmt For For PROXY UNTIL THE CONCLUSION OF OUR NEXT ANNUAL GENERAL MEETING 8A. ELECTION OF PRICEWATERHOUSECOOPERS AG Mgmt For For (ZURICH) AS OUR STATUTORY AUDITOR UNTIL OUR NEXT ANNUAL GENERAL MEETING 8B. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM PRICEWATERHOUSECOOPERS LLP (UNITED STATES) FOR PURPOSES OF UNITED STATES SECURITIES LAW REPORTING FOR THE YEAR ENDING DECEMBER 31, 2014 8C. ELECTION OF BDO AG (ZURICH) AS SPECIAL Mgmt For For AUDITING FIRM UNTIL OUR NEXT ANNUAL GENERAL MEETING 9. AMENDMENT OF THE ARTICLES OF ASSOCIATION Mgmt For For RELATING TO AUTHORIZED SHARE CAPITAL FOR GENERAL PURPOSES 10. APPROVAL OF THE PAYMENT OF A DISTRIBUTION Mgmt For For TO SHAREHOLDERS THROUGH REDUCTION OF THE PAR VALUE OF OUR SHARES, SUCH PAYMENT TO BE MADE IN FOUR QUARTERLY INSTALLMENTS AT SUCH TIMES DURING THE PERIOD THROUGH OUR NEXT ANNUAL GENERAL MEETING AS SHALL BE DETERMINED BY THE BOARD OF DIRECTORS 11. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 12. IF A NEW AGENDA ITEM OR A NEW PROPOSAL FOR Mgmt Against Against AN EXISTING AGENDA ITEM IS PUT BEFORE THE MEETING, I/WE HEREBY AUTHORIZE AND INSTRUCT THE INDEPENDENT PROXY TO VOTE AS FOLLOWS: MARK "FOR" TO VOTE IN ACCORDANCE WITH THE POSITION OF THE BOARD OF DIRECTORS; MARK "AGAINST" TO VOTE AGAINST NEW ITEMS AND PROPOSALS; MARK "ABSTAIN" TO ABSTAIN -------------------------------------------------------------------------------------------------------------------------- ADIDAS AG, HERZOGENAURACH Agenda Number: 705054182 -------------------------------------------------------------------------------------------------------------------------- Security: D0066B185 Meeting Type: AGM Meeting Date: 08-May-2014 Ticker: ISIN: DE000A1EWWW0 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please note that by judgement of OLG Non-Voting Cologne rendered on June 6, 2012, any shareholder who holds an aggregate total of 3 percent or more of the outstanding share capital must register under their beneficial owner details before the appropriate deadline to be able to vote. Failure to comply with the declaration requirements as stipulated in section 21 of the Securities Trade Act (WpHG) may prevent the shareholder from voting at the general meetings. Therefore, your custodian may request that we register beneficial owner data for all voted accounts with the respective sub custodian. If you require further information whether or not such BO registration will be conducted for your custodians accounts, please contact your CSR. The sub custodians have advised that voted Non-Voting shares are not blocked for trading purposes i.e. they are only unavailable for settlement. Registered shares will be deregistered at the deregistration date by the sub custodians. In order to deliver/settle a voted position before the deregistration date a voting instruction cancellation and de-registration request needs to be sent to your CSR or Custodian. Please contact your CSR for further information. The Vote/Registration Deadline as displayed Non-Voting on ProxyEdge is subject to change and will be updated as soon as Broadridge receives confirmation from the sub custodians regarding their instruction deadline. For any queries please contact your Client Services Representative. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 23 Non-Voting APR 2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. Presentation of the adopted annual Non-Voting financial statements of adidas AG and of the approved consolidated financial statements as of December 31, 2013, of the combined management report of adidas AG and of the adidas Group, the Explanatory Report of the Executive Board on the disclosures pursuant to sections 289 sections 4 and 5, 315 section 4 German Commercial Code (Handelsgesetzbuch - HGB) as well as of the Supervisory Board Report for the 2013 financial year 2. Resolution on the appropriation of retained Mgmt For For earnings : The distributable profit of EUR 424,075,538.71 shall be appropriated as follows: payment of a dividend of EUR 1.50 per no-par share EUR 110,251,259.71 shall be carried forward ex-dividend and payable date: May 9, 2014 3. Resolution on the ratification of the Mgmt For For actions of the Executive Board for the 2013 financial year 4. Resolution on the ratification of the Mgmt For For actions of the Supervisory Board for the 2013 financial year 5.1 Election of the Supervisory Board: Dr. Mgmt For For Stefan Jentzsch 5.2 Election of the Supervisory Board: Mr. Mgmt For For Herbert Kauffmann 5.3 Election of the Supervisory Board: Mr. Igor Mgmt For For Landau 5.4 Election of the Supervisory Board: Mr. Mgmt For For Willi Schwerdtle 5.5 Election of the Supervisory Board: Mrs. Mgmt For For Katja Kraus 5.6 Election of the Supervisory Board: Mrs. Mgmt For For Kathrin Menges 6. Resolution on the amendment of section 18 Mgmt For For (Compensation of the Supervisory Board) of the Articles of Association 7. Resolution on the revocation of the Mgmt For For authorisation to issue bonds with warrants and/or convertible bonds of May 6, 2010. Resolution on the authorisation to issue bonds with warrants and/or convertible bonds, the exclusion of shareholders' subscription rights and the simultaneous creation of a contingent capital as well as the amendment to the Articles of Association 8. Resolution on granting the authorisation to Mgmt For For repurchase and to use treasury shares pursuant to section 71 section 1 number 8 AktG including the authorisation to exclude tender and subscription rights as well as to cancel repurchased shares and to reduce the capital; revocation of the existing authorisation 9. Resolution on granting the authorisation to Mgmt For For use equity derivatives in connection with the acquisition of treasury shares pursuant to section 71 section 1 number 8 AktG while excluding shareholders' tender and subscription rights; revocation of the existing authorisation 10.1 Appointment of the auditor and the Group Mgmt For For auditor for the 2014 financial year as well as, if applicable, of the auditor for the review of the first half year financial report: KPMG AG Wirtschaftsprufungsgesellschaft, Berlin, is appointed as auditor of the annual financial statements and the consolidated financial statements for the 2014 financial year 10.2 Appointment of the auditor and the Group Mgmt For For auditor for the 2014 financial year as well as, if applicable, of the auditor for the review of the first half year financial report: KPMG AG Wirtschaftsprufungsgesellschaft, Berlin, is appointed for the audit review of the financial statements and interim management report for the first six months of the 2014 financial year, if applicable -------------------------------------------------------------------------------------------------------------------------- AFLAC INCORPORATED Agenda Number: 933939956 -------------------------------------------------------------------------------------------------------------------------- Security: 001055102 Meeting Type: Annual Meeting Date: 05-May-2014 Ticker: AFL ISIN: US0010551028 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: DANIEL P. AMOS Mgmt For For 1B. ELECTION OF DIRECTOR: JOHN SHELBY AMOS II Mgmt For For 1C. ELECTION OF DIRECTOR: PAUL S. AMOS II Mgmt For For 1D. ELECTION OF DIRECTOR: W. PAUL BOWERS Mgmt For For 1E. ELECTION OF DIRECTOR: KRISS CLONINGER III Mgmt For For 1F. ELECTION OF DIRECTOR: ELIZABETH J. HUDSON Mgmt For For 1G. ELECTION OF DIRECTOR: DOUGLAS W. JOHNSON Mgmt For For 1H. ELECTION OF DIRECTOR: ROBERT B. JOHNSON Mgmt For For 1I. ELECTION OF DIRECTOR: CHARLES B. KNAPP Mgmt For For 1J. ELECTION OF DIRECTOR: BARBARA K. RIMER, Mgmt For For DRPH 1K. ELECTION OF DIRECTOR: MELVIN T. STITH Mgmt For For 1L. ELECTION OF DIRECTOR: DAVID GARY THOMPSON Mgmt For For 1M. ELECTION OF DIRECTOR: TAKURO YOSHIDA Mgmt For For 2. TO CONSIDER THE FOLLOWING NON-BINDING Mgmt Against Against ADVISORY PROPOSAL: "RESOLVED, THAT THE SHAREHOLDERS APPROVE THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS, PURSUANT TO THE COMPENSATION DISCLOSURE RULES OF THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING AS DISCLOSED IN THE COMPENSATION DISCUSSION AND ANALYSIS, EXECUTIVE COMPENSATION TABLES AND ACCOMPANYING NARRATIVE DISCUSSION IN THE PROXY STATEMENT" 3. TO CONSIDER AND ACT UPON THE RATIFICATION Mgmt For For OF THE APPOINTMENT OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2014 -------------------------------------------------------------------------------------------------------------------------- ALLIANZ SE, MUENCHEN Agenda Number: 705077623 -------------------------------------------------------------------------------------------------------------------------- Security: D03080112 Meeting Type: AGM Meeting Date: 07-May-2014 Ticker: ISIN: DE0008404005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please note that by judgement of OLG Non-Voting Cologne rendered on June 6, 2013, any shareholder who holds an aggregate total of 3 percent or more of the outstanding share capital must register under their beneficial owner details before the appropriate deadline to be able to vote. Failure to comply with the declaration requirements as stipulated in section 21 of the Securities Trade Act (WpHG) may prevent the shareholder from voting at the general meetings. Therefore, your custodian may request that we register beneficial owner data for all voted accounts with the respective sub custodian. If you require further information whether or not such BO registration will be conducted for your custodians accounts, please contact your CSR. The sub-custodian banks optimized their Non-Voting processes and established solutions, which do not require share blocking. Registered shares will be deregistered according to trading activities or at the deregistration date by the sub custodians. In order to deliver/settle a voted position before the deregistration date a voting instruction cancellation and de-registration request needs to be sent. Please contact your CSR for further information. The Vote/Registration Deadline as displayed Non-Voting on ProxyEdge is subject to change and will be updated as soon as Broadridge receives confirmation from the sub custodians regarding their instruction deadline. For any queries please contact your Client Services Representative. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 22.04.2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. Presentation of the approved Annual Non-Voting Financial Statements and the approved Consolidated Financial Statements as of December 31, 2013, and of the Management Reports for Allianz SE and for the Group, the Explanatory Reports on the information pursuant to section 289 (4), 315 (4) and section 289 (5) of the German Commercial Code (HGB), as well as the Report of the Supervisory Board for fiscal year 2013 2. Appropriation of net earnings Mgmt For For 3. Approval of the actions of the members of Mgmt For For the Management Board 4. Approval of the actions of the members of Mgmt For For the Supervisory Board 5. By- Election to the Supervisory Board: Jim Mgmt For For Hagemann Snabe 6. Creation of an Authorized Capital 2014/I, Mgmt For For cancellation of the Authorized Capital 2010/I and corresponding amendment to the Statutes 7. Creation of an Authorized Capital 2014/II Mgmt For For for the issuance of shares to employees, cancellation of the Authorized Capital 2010/II and corresponding amendment to the Statutes 8. Approval of a new authorization to issue Mgmt For For bonds carrying conversion and/or option rights as well as convertible participation rights, cancellation of the current authorization to issue bonds carrying conversion and/or option rights, unless fully utilized, amendment of the existing Conditional Capital 2010 and corresponding amendment of the Statutes 9. Authorization to acquire treasury shares Mgmt For For for trading purposes 10. Authorization to acquire and utilize Mgmt For For treasury shares for other purposes 11. Authorization to use derivatives in Mgmt For For connection with the acquisition of treasury shares pursuant to Section 71 (1) no. 8 AktG 12. Approval to amend existing company Mgmt For For agreements -------------------------------------------------------------------------------------------------------------------------- AMAZON.COM, INC. Agenda Number: 933970510 -------------------------------------------------------------------------------------------------------------------------- Security: 023135106 Meeting Type: Annual Meeting Date: 21-May-2014 Ticker: AMZN ISIN: US0231351067 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: JEFFREY P. BEZOS Mgmt For For 1B. ELECTION OF DIRECTOR: TOM A. ALBERG Mgmt For For 1C. ELECTION OF DIRECTOR: JOHN SEELY BROWN Mgmt For For 1D. ELECTION OF DIRECTOR: WILLIAM B. GORDON Mgmt For For 1E. ELECTION OF DIRECTOR: JAMIE S. GORELICK Mgmt For For 1F. ELECTION OF DIRECTOR: ALAIN MONIE Mgmt For For 1G. ELECTION OF DIRECTOR: JONATHAN J. Mgmt For For RUBINSTEIN 1H. ELECTION OF DIRECTOR: THOMAS O. RYDER Mgmt For For 1I. ELECTION OF DIRECTOR: PATRICIA Q. Mgmt For For STONESIFER 2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For YOUNG LLP AS INDEPENDENT AUDITORS 3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 4. SHAREHOLDER PROPOSAL REGARDING A REPORT Shr Against For CONCERNING CORPORATE POLITICAL CONTRIBUTIONS -------------------------------------------------------------------------------------------------------------------------- ANALOG DEVICES, INC. Agenda Number: 933920072 -------------------------------------------------------------------------------------------------------------------------- Security: 032654105 Meeting Type: Annual Meeting Date: 12-Mar-2014 Ticker: ADI ISIN: US0326541051 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A) ELECTION OF DIRECTOR: RAY STATA Mgmt For For 1B) ELECTION OF DIRECTOR: VINCENT T. ROCHE Mgmt For For 1C) ELECTION OF DIRECTOR: RICHARD M. BEYER Mgmt For For 1D) ELECTION OF DIRECTOR: JAMES A. CHAMPY Mgmt For For 1E) ELECTION OF DIRECTOR: JOHN C. HODGSON Mgmt For For 1F) ELECTION OF DIRECTOR: YVES-ANDRE ISTEL Mgmt For For 1G) ELECTION OF DIRECTOR: NEIL NOVICH Mgmt For For 1H) ELECTION OF DIRECTOR: F. GRANT SAVIERS Mgmt For For 1I) ELECTION OF DIRECTOR: KENTON J. SICCHITANO Mgmt For For 1J) ELECTION OF DIRECTOR: LISA T. SU Mgmt For For 2) TO APPROVE, BY NON-BINDING "SAY-ON-PAY" Mgmt For For VOTE, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS, AS DESCRIBED IN THE COMPENSATION DISCUSSION AND ANALYSIS, EXECUTIVE COMPENSATION ... (DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL) 3) TO APPROVE THE AMENDED AND RESTATED ANALOG Mgmt For For DEVICES, INC. 2006 STOCK INCENTIVE PLAN. 4) TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2014 FISCAL YEAR. -------------------------------------------------------------------------------------------------------------------------- ANHEUSER-BUSCH INBEV SA, BRUXELLES Agenda Number: 705080947 -------------------------------------------------------------------------------------------------------------------------- Security: B6399C107 Meeting Type: MIX Meeting Date: 30-Apr-2014 Ticker: ISIN: BE0003793107 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) MAY BE REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED A.1 Deciding that all outstanding subscription Mgmt For For rights granted to Directors (including former Directors) of the Company and certain executives (including former executives) will be automatically converted into stock options, so that, upon exercise, existing shares instead of new shares will be delivered, with effect on 1 May 2014; accordingly, acknowledging that all subscription rights outstanding on 1 May 2014 will become without object, with effect on the same date; confirming that the terms and conditions of such replacement stock options will be identical to those of such subscription rights, including regarding the exercise price and the exercise conditions and periods, except to the extent strictly needed to take into account that existing shares instead of new shares will be delivered; deciding that such replacement CONTD CONT CONTD stock options will continue to grant Non-Voting their holders a right of early exercise in the event contemplated by Article 501, second indent, of the Companies Code (i.e., in relation to certain capital increases), in the same manner as the subscription rights did A.2.a Special report by the Board of Directors on Non-Voting the authorised capital, drawn up in accordance with Article 604 of the Companies Code A.2.b Cancelling the unused portion of the Mgmt For For existing authorised capital, granting a renewed authorisation to the Board of Directors to increase the capital in accordance with Article 6 of the articles of association, in one or more transactions, by the issuance of a number of shares, or financial instruments giving right to a number of shares, which will represent not more than 3% of the shares issued as at 30 April 2014, and modifying Article 6 of the articles of association accordingly. Such authorisation is granted for a period of five years as from the date of publication of this modification to the articles of association in the Belgian State Gazette (Moniteur Belge /Belgisch Staatsblad) B.1.a Renewing, for a period of five years as Mgmt Against Against from 30 April 2014, the authorisation to the Board of Directors to purchase the Company's own shares up to maximum 20 per cent of the issued shares for a unitary price which will not be lower than one euro (EUR 1,-) and not higher than 20 % above the highest closing price in the last twenty trading days of the shares on Euronext Brussels preceding the acquisition. The previous authorization expired on 28 April 2014 B.1.b Replacing Article 10 of the articles of Mgmt Against Against association by the following text: "Article 10.-ACQUISITION AND DISPOSAL OF OWN SHARES The company may, without any prior authorisation of the Shareholders' Meeting, in accordance with article 620 of the Companies Code and under the conditions provided for by law, acquire, on or outside the stock exchange, its own shares up to a maximum of 20% of the issued shares of the company for a unitary price which will not be lower than one euro (EUR 1,-) and not higher than 20 % above the highest closing price on Euronext Brussels in the last twenty trading days preceding the acquisition. The company may, without any prior authorisation of the Shareholders' Meeting, in accordance with article 622, section 2, 1 of the Companies Code, dispose, on or outside the stock exchange, of the shares CONTD CONT CONTD of the company which were acquired by Non-Voting the company under the conditions determined by the Board of Directors. The authorisations set forth in the preceding paragraphs also extend to acquisitions and disposals of shares of the company by direct subsidiaries of the company made in accordance with article 627 of the Companies Code. The authorisations set forth in this article were granted for a period of five (5) years as from the extraordinary shareholders' meeting of thirty April two thousand and fourteen C.1 Management report by the Board of Directors Non-Voting on the accounting year ended on 31 December 2013 C.2 Report by the statutory auditor on the Non-Voting accounting year ended on 31 December 2013 C.3 Communication of the consolidated annual Non-Voting accounts relating to the accounting year ended on 31 December 2013, as well as the management report by the Board of Directors and the report by the statutory auditor on the consolidated annual accounts C.4 Approving the statutory annual accounts Mgmt For For relating to the accounting year ended on 31 December 2013, including the following allocation of the result: (as specified) On a per share basis, this represents a gross dividend for 2013 of EUR 2.05 giving right to a dividend net of Belgian withholding tax of EUR 1.5375 per share (in case of 25% Belgian withholding tax) and of EUR 2.05 per share (in case of exemption from Belgian withholding tax). Taking into account the gross interim dividend of EUR 0.60 per share paid in November 2013, a balance gross amount of EUR 1.45 will be payable as from 8 May 2014, i.e. a balance dividend net of Belgian withholding tax of EUR 1.0875 per share (in case of 25% Belgian withholding tax) and of EUR 1.45 per share (in case of exemption from Belgian withholding tax). The actual gross CONTD CONT CONTD dividend amount (and, subsequently, Non-Voting the balance amount) may fluctuate depending on possible changes in the number of own shares held by the Company on the dividend payment date C.5 Granting discharge to the Directors for the Mgmt For For performance of their duties during the accounting year ended on 31 December 2013 C.6 Granting discharge to the statutory auditor Mgmt For For for the performance of his duties during the accounting year ended on 31 December 2013 C.7.a Renewing the appointment as independent Mgmt Against Against director of Mr. Kees Storm, for a period of one year ending after the shareholders' meeting which will be asked to approve the accounts for the year 2014. The Company's Corporate Governance Charter provides that the term of office of directors shall end immediately after the annual shareholders' meeting following their 70th birthday, except as provided by the Board of Directors in special cases. The Board considers that an exception to such age limit is justified for Mr. Storm considering the key role that he has played and continues to play as independent director. Mr. Storm complies with the functional, family and financial criteria of independence as provided for in Article 526ter of the Companies Code and in the Company's Corporate Governance Charter, except for the requirement CONTD CONT CONTD not to have been a non-executive Non-Voting director of the company for more than three successive terms (Article 526ter, par. 1, 2). Except when legally required to apply the definition of Article 526ter, par. 1, 2, the Board proposes to consider that Mr. Storm continues to qualify as independent director. The Board is of the opinion that the quality and independence of the contribution of Mr. Storm to the functioning of the Board has not been influenced by the length of his tenure. Mr. Storm has acquired a superior understanding of the Company's business, its underlying strategy and specific culture, in particular in his capacity of chairman of the Board, and in light of his particular experience, reputation and background it is in the Company's best interests to renew him as an independent director for an additional term CONTD CONT CONTD of one year. Moreover, Mr. Storm Non-Voting expressly stated and the Board is of the opinion that he does not have any relationship with any company which could compromise his independence C.7.b Renewing the appointment as independent Mgmt For For director of Mr. Mark Winkelman, for a period of 1 year ending after the shareholders' meeting which will be asked to approve the accounts for the year 2014. Mr. Winkelman complies with the functional, family and financial criteria of independence as provided for in Article 526ter of the Companies Code and in the Company's Corporate Governance Charter, except for the requirement not to have been a non-executive director of the company for more than three successive terms (Article 526ter, par. 1, 2). Except when legally required to apply the definition of Article 526ter, par. 1, 2, the Board proposes to consider that Mr. Winkelman continues to qualify as independent director. The Board is of the opinion that the quality and independence of the contribution of Mr. Winkelman to the CONTD CONT CONTD functioning of the Board has not been Non-Voting influenced by the length of his tenure. Mr. Winkelman has acquired a superior understanding of the Company's business, its underlying strategy and specific culture, and in light of his particular experience, reputation and background it is in the Company's best interests to renew him as an independent director for an additional term of one year. Moreover, Mr. Winkelman expressly stated and the Board is of the opinion that he does not have any relationship with any company which could compromise his independence C.7.c Renewing the appointment as director of Mr. Mgmt Against Against Alexandre Van Damme, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017 C.7.d Renewing the appointment as director of Mr. Mgmt Against Against Gregoire de Spoelberch, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017 C.7.e Renewing the appointment as director of Mr. Mgmt Against Against Carlos Alberto da Veiga Sicupira, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017 C.7.f Renewing the appointment as director of Mr. Mgmt Against Against Marcel Herrmann Telles, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017 C.7.g Acknowledging the end of mandate as Mgmt Against Against director of Mr. Jorge Paulo Lemann and appointing as director Mr. Paulo Lemann as his successor, for a period of four years ending after the shareholders meeting which will be asked to approve the accounts for the year 2017. Mr. Paulo Lemann, a Brazilian citizen, graduated from Faculdade Candido Mendes in Rio de Janeiro, Brazil with a B.A. in Economics. Mr. Lemann interned at PriceWaterhouse in 1989 and was employed as an Analyst at Andersen Consulting from 1990 to 1991. From 1992 to 1995, he performed equity analysis while at Banco Marka (Rio de Janeiro). Mr. Lemann performed equity analysis for Dynamo Asset Management (Rio de Janeiro) from 1995 to 1996. From 1997 to 2004, he started the hedge fund investment effort at Tinicum Inc., a New York based investment office that advised the CONTD CONT CONTD Synergy Fund of Funds where he served Non-Voting as Portfolio Manager. In May 2005, Mr. Lemann founded Pollux Capital and is currently the Portfolio Manager. Mr. Lemann is a board member of Lojas Americanas, the Lemann Foundation and Ambev C.7.h Acknowledging the end of mandate as Mgmt Against Against director of Mr. Roberto Moses Thompson Motta and appointing as director Mr. Alexandre Behring as his successor, for a period of four years ending after the shareholders meeting which will be asked to approve the accounts for the year 2017. Mr. Behring, a Brazilian citizen, received a BS in Electric Engineering from Pontificia Universidade Catolica in Rio de Janeiro and an MBA from Harvard Graduate School of Business, having graduated as a Baker Scholar and a Loeb Scholar. He is a co-founder and the Managing Partner of 3G Capital, a global investment firm with offices in New York and Rio de Janeiro, since 2004. Mr. Behring serves on Burger King's Board as Chairman since October 2010, following Burger King's acquisition by 3G Capital, and has become Chairman of H.J. Heinz, following the CONTD CONT CONTD closing of such company's acquisition Non-Voting by Berkshire Hathaway and 3G Capital in June 2013. Additionally, Mr. Behring served as a Director, and member of the Compensation and Operations Committees of the Board of CSX Corporation, a leading U.S. rail-based transportation company, from 2008 to 2011. Previously, Mr. Behring spent approximately 10 years at GP Investments, one of Latin America's premier private-equity firms, including eight years as a partner and member of the firm's Investment Committee. He served for seven years, from 1998 through 2004, as a Director and CEO of Latin America's largest railroad, ALL (America Latina Logistica). Mr. Behring was a co-founder and partner in Modus OSI Technologies, a technology firm with offices in Florida and Sao Paulo, from 1989 to 1993 C.7.i Appointing as independent director Mr. Elio Mgmt For For Leoni Sceti, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017. Mr Leoni Sceti is an Italian citizen, living in the UK. He graduated Magma Cum Laude in Economics from LUISS in Rome, where he passed the Dottore Commercialista post graduate bar exam. Mr. Sceti is currently CEO of Iglo Group, a European food business whose brands are Birds Eye, Findus (in Italy) and Iglo. He has over 20 years' experience in the FMCG and media sectors. He served as CEO of EMI Music from 2008 to 2010. Prior to EMI, Mr. Sceti had an international career in marketing and held senior leadership roles at Procter & Gamble and Reckitt Benckiser. Mr. Sceti is also a private investor in technology start-ups, and is currently CONTD CONT CONTD Chairman of Zeebox Ltd, Chairman of Non-Voting LSG holdings, and a Counsellor at One Young World. Mr. Elio Leoni Sceti complies with the functional, family and financial criteria of independence as provided for in Article 526ter of the Companies Code and in the Company's Corporate Governance Charter. Moreover, Mr. Elio Leoni Sceti expressly stated and the Board is of the opinion that he does not have any relationship with any company which could compromise his independence C.7.j Appointing as director Mrs. Maria Asuncion Mgmt Against Against Aramburuzabala Larregui, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017. Mrs. Aramburuzabala was proposed for appointment as director in accordance with the terms of the combination of ABI with Grupo Modelo. Mrs. Aramburuzabala is a citizen of Mexico and holds a degree in Accounting from ITAM (Instituto Tecnologico Autonomo de Mexico). She has served as CEO of Tresalia Capital since 1996. She is also on the Boards of KIO Networks, Abilia, Red Universalia, Grupo Modelo, Grupo Financiero Banamex, Banco Nacional de Mexico, non-executive Director of Fresnillo plc, Medica Sur, Latin America Conservation Council, Calidad de Vida, Progreso y Desarrollo para la Ciudad de Mexico and an Advisory Board member CONTD CONT CONTD of the Instituto Tecnologico Autonomo Non-Voting de Mexico, School of Business C.7.k Appointing as director Mr. Valentin Diez Mgmt Against Against Morodo, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017. Mr. Diez was proposed for appointment as director in accordance with the terms of the combination of ABI with Grupo Modelo. Born in 1940, Mr. Valentin Diez has exceeded the age limit of 70 years for directors as set forth in the Company's Corporate Governance Charter. The Board considers however that an exception to this age limit is justified for Mr. Diez considering the key role that he has played and continues to play within Grupo Modelo as well as his exceptional business experience and reputation, amongst others in the beer sector and industry at large. Mr. Diez is a citizen of Mexico and holds a degree in Business Administration from the CONTD CONT CONTD Universidad Iberoamericana and Non-Voting participated in postgraduate courses at the University of Michigan. He is currently President of Grupo Nevadi International, Chairman of the Consejo Empresarial Mexicano de Comercio Exterior, Inversion y Tecnologia, AC (COMCE) and Chairman of that organization's Mexico-Spain Bilateral Committee. He is a member of the Board of Directors of Grupo Modelo, Vice President of Kimberly Clark de Mexico and Grupo Aeromexico. He is member of the Board of Grupo Financiero Banamex, Acciones y Valores Banamex, Grupo Dine, Mexichem, OHL Mexico, Zara Mexico, Telefonica Moviles Mexico, Banco Nacional de Comercio Exterior, S.N.C. (Bancomext), ProMexico and the Instituto de Empresa, Madrid. He is member of the Consejo Mexicano de Hombres de Negocios and Chairman of the Instituto Mexicano para la CONTD CONT CONTD Competitividad, IMCO. He is Chairman Non-Voting of the Assembly of Associates of the Universidad Iberoamericana, and Founder and Chairman of the Diez Morodo Foundation, which encourages social, sporting, educational and philanthropic causes. Mr. Diez is also a member of the Board of the Museo Nacional de las Artes, MUNAL in Mexico and member of the International Trustees of the Museo del Prado in Madrid, Spain C.8.a Approving the remuneration report for the Mgmt Against Against financial year 2013 as set out in the 2013 annual report, including the executive remuneration policy. The 2013 annual report and remuneration report containing the executive remuneration policy can be reviewed as indicated at the end of this notice C.8.b Deciding to grant and, pursuant to Article Mgmt Against Against 554, indent 7, of the Companies Code, to expressly approve the grant of 15,000 stock options to each of the current Directors of the Company, being all non-executive Directors, for the performance of their mandate during the financial year 2013. However, the number of stock options amounts to 20,000 for the Chairman of the Audit Committee and to 30,000 for the Chairman of the Board of Directors. The main features of these stock options can be summarised as follows: each stock option confers the right to purchase one existing ordinary share of the Company, with the same rights (including dividend rights) as the other existing shares. Each stock option is granted for no consideration. Its exercise price equals the closing price of the Company share on Euronext Brussels on 29 April CONTD CONT CONTD 2014. All stock options have a term Non-Voting of ten years as from their granting and become exercisable five years after their granting. At the end of the ten year term, the stock options that have not been exercised will automatically become null and void D.1 Granting powers to Mr. Benoit Loore, VP Mgmt For For Corporate Governance, with power to substitute and without prejudice to other delegations of powers to the extent applicable, for (i) the implementation of resolution A.1 regarding the change in relation to outstanding subscription rights, (ii) the restatements of the articles of association as a result of all changes referred to above, the signing of the restated articles of association and their filings with the clerk's office of the Commercial Court of Brussels, and (iii) any other filings and publication formalities in relation to the above resolutions -------------------------------------------------------------------------------------------------------------------------- APPLE INC. Agenda Number: 933915564 -------------------------------------------------------------------------------------------------------------------------- Security: 037833100 Meeting Type: Annual Meeting Date: 28-Feb-2014 Ticker: AAPL ISIN: US0378331005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR WILLIAM CAMPBELL Mgmt For For TIMOTHY COOK Mgmt For For MILLARD DREXLER Mgmt For For AL GORE Mgmt For For ROBERT IGER Mgmt For For ANDREA JUNG Mgmt For For ARTHUR LEVINSON Mgmt For For RONALD SUGAR Mgmt For For 2. THE AMENDMENT OF THE COMPANY'S RESTATED Mgmt For For ARTICLES OF INCORPORATION (THE "ARTICLES") TO FACILITATE THE IMPLEMENTATION OF MAJORITY VOTING FOR THE ELECTION OF DIRECTORS IN AN UNCONTESTED ELECTION BY ELIMINATING ARTICLE VII, WHICH RELATES TO THE TERM OF DIRECTORS AND THE TRANSITION FROM A CLASSIFIED BOARD OF DIRECTORS TO A DECLASSIFIED STRUCTURE 3. THE AMENDMENT OF THE ARTICLES TO ELIMINATE Mgmt For For THE "BLANK CHECK" AUTHORITY OF THE BOARD TO ISSUE PREFERRED STOCK 4. THE AMENDMENT OF THE ARTICLES TO ESTABLISH Mgmt For For A PAR VALUE FOR THE COMPANY'S COMMON STOCK OF $0.00001 PER SHARE 5. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014 6. A NON-BINDING ADVISORY RESOLUTION TO Mgmt For For APPROVE EXECUTIVE COMPENSATION 7. THE APPROVAL OF THE APPLE INC. 2014 Mgmt For For EMPLOYEE STOCK PLAN 8. A SHAREHOLDER PROPOSAL BY JOHN HARRINGTON Shr Against For AND NORTHSTAR ASSET MANAGEMENT INC. ENTITLED "BOARD COMMITTEE ON HUMAN RIGHTS" TO AMEND THE COMPANY'S BYLAWS 9. A SHAREHOLDER PROPOSAL BY THE NATIONAL Shr Against For CENTER FOR PUBLIC POLICY RESEARCH OF A NON-BINDING ADVISORY RESOLUTION ENTITLED "REPORT ON COMPANY MEMBERSHIP AND INVOLVEMENT WITH CERTAIN TRADE ASSOCIATIONS AND BUSINESS ORGANIZATIONS" 10. A SHAREHOLDER PROPOSAL BY CARL ICAHN OF A Shr Against For NON-BINDING ADVISORY RESOLUTION THAT THE COMPANY COMMIT TO COMPLETING NOT LESS THAN $50 BILLION OF SHARE REPURCHASES DURING ITS 2014 FISCAL YEAR (AND INCREASE THE AUTHORIZATION UNDER ITS CAPITAL RETURN PROGRAM ACCORDINGLY) 11. A SHAREHOLDER PROPOSAL BY JAMES MCRITCHIE Shr Against For OF A NON-BINDING ADVISORY RESOLUTION ENTITLED "PROXY ACCESS FOR SHAREHOLDERS" -------------------------------------------------------------------------------------------------------------------------- ASTELLAS PHARMA INC. Agenda Number: 705323981 -------------------------------------------------------------------------------------------------------------------------- Security: J03393105 Meeting Type: AGM Meeting Date: 18-Jun-2014 Ticker: ISIN: JP3942400007 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Mgmt For For 2.2 Appoint a Director Mgmt For For 2.3 Appoint a Director Mgmt For For 2.4 Appoint a Director Mgmt For For 2.5 Appoint a Director Mgmt For For 2.6 Appoint a Director Mgmt For For 2.7 Appoint a Director Mgmt For For 3.1 Appoint a Corporate Auditor Mgmt For For 3.2 Appoint a Corporate Auditor Mgmt For For 4 Approve Payment of Bonuses to Directors Mgmt For For 5 Approve Details of Compensation as Mgmt For For Stock-Linked Compensation Type Stock Options for Directors -------------------------------------------------------------------------------------------------------------------------- ASTRAZENECA PLC, LONDON Agenda Number: 705053407 -------------------------------------------------------------------------------------------------------------------------- Security: G0593M107 Meeting Type: AGM Meeting Date: 24-Apr-2014 Ticker: ISIN: GB0009895292 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To receive the Companys Accounts and the Mgmt For For Reports of the Directors and Auditor for the year ended 31 December 2013 2 To confirm dividends Mgmt For For 3 To appoint KPMG LLP London as Auditor Mgmt For For 4 To authorise the Directors to agree the Mgmt For For remuneration of the Auditor 5A To elect or re-elect Leif Johansson as a Mgmt For For Director 5B To elect or re-elect Pascal Soriot as a Mgmt For For Director 5C To elect or re-elect Marc Dunoyer as a Mgmt For For Director 5D To elect or re-elect Genevieve Berger as a Mgmt For For Director 5E To elect or re-elect Bruce Burlington as a Mgmt For For Director 5F To elect or re-elect Ann Cairns as a Mgmt For For Director 5G To elect or re-elect Graham Chipchase as a Mgmt For For Director 5H To elect or re-elect Jean-Philippe Courtois Mgmt Against Against as a Director 5I To elect or re-elect Rudy Markham as a Mgmt For For Director 5J To elect or re-elect Nancy Rothwell as a Mgmt For For Director 5K To elect or re-elect Shriti Vadera as a Mgmt For For Director 5L To elect or re-elect John Varley as a Mgmt For For Director 5M To elect or re-elect Marcus Wallenberg as a Mgmt For For Director 6 To approve the Annual Report on Mgmt Against Against Remuneration for the year ended 31 December 2013 7 To approve the Directors Remuneration Mgmt Abstain Against Policy 8 To authorise limited EU political donations Mgmt For For 9 To authorise the Directors to allot shares Mgmt For For 10 To authorise the Directors to disapply Mgmt For For pre-emption rights 11 To authorise the Company to purchase its Mgmt For For own shares 12 To reduce the notice period for general Mgmt For For meetings 13 To approve the AstraZeneca 2014 Performance Mgmt For For Share Plan -------------------------------------------------------------------------------------------------------------------------- AUTONATION, INC. Agenda Number: 933946660 -------------------------------------------------------------------------------------------------------------------------- Security: 05329W102 Meeting Type: Annual Meeting Date: 06-May-2014 Ticker: AN ISIN: US05329W1027 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A ELECTION OF DIRECTOR: MIKE JACKSON Mgmt For For 1B ELECTION OF DIRECTOR: ROBERT J. BROWN Mgmt For For 1C ELECTION OF DIRECTOR: RICK L. BURDICK Mgmt For For 1D ELECTION OF DIRECTOR: DAVID B. EDELSON Mgmt For For 1E ELECTION OF DIRECTOR: ROBERT R. GRUSKY Mgmt For For 1F ELECTION OF DIRECTOR: MICHAEL LARSON Mgmt For For 1G ELECTION OF DIRECTOR: MICHAEL E. MAROONE Mgmt For For 1H ELECTION OF DIRECTOR: CARLOS A. MIGOYA Mgmt For For 1I ELECTION OF DIRECTOR: G. MIKE MIKAN Mgmt For For 1J ELECTION OF DIRECTOR: ALISON H. ROSENTHAL Mgmt For For 2 RATIFICATION OF THE SELECTION OF KPMG LLP Mgmt For For AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014 3 APPROVAL OF ADVISORY RESOLUTION ON Mgmt For For EXECUTIVE COMPENSATION 4 APPROVAL OF AUTONATION, INC. 2014 Mgmt For For NON-EMPLOYEE DIRECTOR EQUITY PLAN 5 ADOPTION OF STOCKHOLDER PROPOSAL REGARDING Shr For Against AN INDEPENDENT BOARD CHAIRMAN 6 ADOPTION OF STOCKHOLDER PROPOSAL REGARDING Shr Against For POLITICAL CONTRIBUTIONS -------------------------------------------------------------------------------------------------------------------------- AXA SA, PARIS Agenda Number: 704974701 -------------------------------------------------------------------------------------------------------------------------- Security: F06106102 Meeting Type: MIX Meeting Date: 23-Apr-2014 Ticker: ISIN: FR0000120628 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 24 Mar 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0221/201402211400330.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0324/201403241400743.pdf AND CHANGE IN RECORD DATE FROM 16 APRIL 14 TO 15 APRIL 14. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU O.1 Approval of the corporate financial Mgmt For For statements for the financial year ended December 31, 2013 O.2 Approval of the consolidated financial Mgmt For For statements for the financial year ended December 31, 2013 O.3 Allocation of income for the financial year Mgmt For For ended December 31, 2013 and setting the dividend of Euro 0.81 per share O.4 Advisory vote on the compensation of the Mgmt For For CEO O.5 Advisory vote on the compensation of the Mgmt For For Deputy Chief Executive Office O.6 Approval of the special report of the Mgmt For For Statutory Auditors on the regulated agreements O.7 Approval of regulated commitments pursuant Mgmt Against Against to Article L.225-42-1 of the Commercial Code benefiting Mr. Henri de Castries O.8 Approval of regulated commitments pursuant Mgmt For For to Article L.225-42-1 of the Commercial Code benefiting Mr. Denis Duverne O.9 Renewal of term of Mr. Henri de Castries as Mgmt Against Against Board member O.10 Renewal of term of Mr. Norbert Mgmt For For Dentressangle as Board member O.11 Renewal of term of Mr. Denis Duverne as Mgmt For For Board member O.12 Renewal of term of Mrs. Isabelle Kocher as Mgmt For For Board member O.13 Renewal of term of Mrs. Suet Fern Lee as Mgmt For For Board member O.14 Setting the amount of attendance allowances Mgmt For For to be allocated to the Board of Directors O.15 Authorization granted to the Board of Mgmt For For Directors to purchase common shares of the Company E.16 Delegation of powers granted to the Board Mgmt For For of Directors to increase share capital by issuing common shares or securities entitling to common shares of the Company reserved for members of a company savings plan without shareholders' preferential subscription rights E.17 Delegation of powers granted to the Board Mgmt For For of Directors to increase share capital by issuing common shares without shareholders' preferential subscription rights in favor of a category of designated beneficiaries E.18 Authorization granted to the Board of Mgmt For For Directors to grant share subscription or purchase options to employees and eligible corporate officers of AXA Group with waiver by shareholders of their preferential subscription rights to shares to be issued due to the exercise of stock options E.19 Authorization granted to the Board of Mgmt Against Against Directors to allocate free existing shares or shares to be issued subject to performance conditions to employees and eligible corporate officers of AXA Group with waiver by shareholders of their preferential subscription rights to shares to be issued, in case of allocation of shares to be issued E.20 Authorization granted to the Board of Mgmt For For Directors to reduce share capital by cancellation of common shares E.21 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Agenda Number: 933948070 -------------------------------------------------------------------------------------------------------------------------- Security: 060505104 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: BAC ISIN: US0605051046 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SHARON L. ALLEN Mgmt For For 1B. ELECTION OF DIRECTOR: SUSAN S. BIES Mgmt For For 1C. ELECTION OF DIRECTOR: JACK O. BOVENDER, JR. Mgmt For For 1D. ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. Mgmt For For 1E. ELECTION OF DIRECTOR: PIERRE J.P. DE WECK Mgmt For For 1F. ELECTION OF DIRECTOR: ARNOLD W. DONALD Mgmt For For 1G. ELECTION OF DIRECTOR: CHARLES K. GIFFORD Mgmt For For 1H. ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, Mgmt For For JR. 1I. ELECTION OF DIRECTOR: LINDA P. HUDSON Mgmt For For 1J. ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For 1K. ELECTION OF DIRECTOR: THOMAS J. MAY Mgmt For For 1L. ELECTION OF DIRECTOR: BRIAN T. MOYNIHAN Mgmt For For 1M. ELECTION OF DIRECTOR: LIONEL L. NOWELL, III Mgmt For For 1N. ELECTION OF DIRECTOR: CLAYTON S. ROSE Mgmt For For 1O. ELECTION OF DIRECTOR: R. DAVID YOST Mgmt For For 2. AN ADVISORY (NON-BINDING) RESOLUTION TO Mgmt For For APPROVE EXECUTIVE COMPENSATION (SAY ON PAY). 3. RATIFICATION OF THE APPOINTMENT OF OUR Mgmt For For REGISTERED INDEPENDENT PUBLIC ACCOUNTING FIRM FOR 2014. 4. APPROVAL OF AMENDMENT TO THE SERIES T Mgmt For For PREFERRED STOCK. 5. STOCKHOLDER PROPOSAL - CUMULATIVE VOTING IN Shr Against For DIRECTOR ELECTIONS. 6. STOCKHOLDER PROPOSAL - PROXY ACCESS. Shr Against For 7. STOCKHOLDER PROPOSAL - CLIMATE CHANGE Shr Against For REPORT. 8. STOCKHOLDER PROPOSAL - LOBBYING REPORT. Shr Against For -------------------------------------------------------------------------------------------------------------------------- BASF SE, LUDWIGSHAFEN/RHEIN Agenda Number: 705064145 -------------------------------------------------------------------------------------------------------------------------- Security: D06216317 Meeting Type: AGM Meeting Date: 02-May-2014 Ticker: ISIN: DE000BASF111 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please note that by judgement of OLG Non-Voting Cologne rendered on June 6, 2013, any shareholder who holds an aggregate total of 3 percent or more of the outstanding share capital must register under their beneficial owner details before the appropriate deadline to be able to vote. Failure to comply with the declaration requirements as stipulated in section 21 of the Securities Trade Act (WpHG) may prevent the shareholder from voting at the general meetings. Therefore, your custodian may request that we register beneficial owner data for all voted accounts with the respective sub custodian. If you require further information whether or not such BO registration will be conducted for your custodians accounts, please contact your CSR. The sub-custodian banks optimized their Non-Voting processes and established solutions, which do not require share blocking. Registered shares will be deregistered according to trading activities or at the deregistration date by the sub custodians. In order to deliver/settle a voted position before the deregistration date a voting instruction cancellation and de-registration request needs to be sent. Please contact your CSR for further information. The Vote/Registration Deadline as displayed Non-Voting on ProxyEdge is subject to change and will be updated as soon as Broadridge receives confirmation from the sub custodians regarding their instruction deadline. For any queries please contact your Client Services Representative. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 17.04.2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. Presentation of the approved Financial Non-Voting Statements of BASF SE and the approved Consolidated Financial Statements of the BASF Group for the financial year 2013; presentation of the Management's Analyses of BASF SE and the BASF Group for the financial year 2013 including the explanatory reports on the data according to Section 289 (4) and Section 315 (4) of the German Commercial Code; presentation of the Report of the Supervisory Board 2. Adoption of a resolution on the Mgmt For For appropriation of profit 3. Adoption of a resolution giving formal Mgmt For For approval to the actions of the members of the Supervisory Board 4. Adoption of a resolution giving formal Mgmt For For approval to the actions of the members of the Board of Executive Directors 5. Election of the auditor for the financial Mgmt For For year 2014: KPMG AG 6.1 Election of Supervisory Board members: Dame Mgmt For For Alison J. Carnwath 6.2 Election of Supervisory Board members: Mgmt For For Prof. Dr. Francois Diederich 6.3 Election of Supervisory Board members: Mgmt Against Against Michael Diekmann 6.4 Election of Supervisory Board members: Mgmt For For Franz Fehrenbach 6.5 Election of Supervisory Board members: Dr. Mgmt For For Juergen Hambrecht 6.6 Election of Supervisory Board members: Anke Mgmt For For Schaeferkordt 7. Resolution on the creation of new Mgmt For For authorized capital and amendment of the Statutes 8.1 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF Plant Science Company GmbH on December 13, 2013, will be approved 8.2 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF Pigment GmbH on December 13, 2013, will be approved 8.3 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit and loss transfer agreement that was concluded between BASF SE and BASF Immobilien-Gesellschaft mbH on December 13, 2013, will be approved 8.4 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit and loss transfer agreement that was concluded between BASF SE and BASF Handels- und Exportgesellschaft mbH on December 13, 2013, will be approved 8.5 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit and loss transfer agreement that was concluded between BASF SE and LUWOGE GmbH on December 6, 2013, will be approved 8.6 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit and loss transfer agreement that was concluded between BASF SE and BASF Schwarzheide GmbH on November 28, 2013/December 13, 2013, will be approved 8.7 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF Coatings GmbH on October 24, 2013/ December 13, 2013, will be approved 8.8 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF Polyurethanes GmbH on October 29, 2013/ December 13, 2013, will be approved 8.9 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF New Business GmbH on December 13, 2013, will be approved -------------------------------------------------------------------------------------------------------------------------- BAYER AG, LEVERKUSEN Agenda Number: 704996668 -------------------------------------------------------------------------------------------------------------------------- Security: D0712D163 Meeting Type: AGM Meeting Date: 29-Apr-2014 Ticker: ISIN: DE000BAY0017 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please note that by judgement of OLG Non-Voting Cologne rendered on June 6, 2013, any shareholder who holds an aggregate total of 3 percent or more of the outstanding share capital must register under their beneficial owner details before the appropriate deadline to be able to vote. Failure to comply with the declaration requirements as stipulated in section 21 of the Securities Trade Act (WpHG) may prevent the shareholder from voting at the general meetings. Therefore, your custodian may request that we register beneficial owner data for all voted accounts with the respective sub custodian. If you require further information whether or not such BO registration will be conducted for your custodians accounts, please contact your CSR. The sub-custodian banks optimized their Non-Voting processes and established solutions, which do not require share blocking. Registered shares will be deregistered according to trading activities or at the deregistration date by the sub custodians. In order to deliver/settle a voted position before the deregistration date a voting instruction cancellation and de-registration request needs to be sent. Please contact your CSR for further information. The Vote/Registration Deadline as displayed Non-Voting on ProxyEdge is subject to change and will be updated as soon as Broadridge receives confirmation from the sub custodians regarding their instruction deadline. For any queries please contact your Client Services Representative. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 14.04.2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. Presentation of the adopted annual Mgmt For For financial statements and the approved consolidated financial statements, the Combined Management Report, the report of the Supervisory Board, the explanatory report by the Board of Management on takeover- related information,and the proposal by the Board of Management on the use of the distributable profit for the fiscal year 2013, and resolution on the use of the distributable profit 2. Ratification of the actions of the members Mgmt For For of the Board of Management 3. Ratification of the actions of the members Mgmt For For of the Supervisory Board 4.1 Supervisory Board elections: Dr. rer. nat. Mgmt For For Simone Bagel-Trah 4.2 Supervisory Board elections: Prof. Dr. Dr. Mgmt For For h. c. mult. Ernst-Ludwig Winnacker 5. Cancellation of the existing Authorized Mgmt For For Capital I, creation of new Authorized Capital I with the option to disapply subscription rights and amendment of Article 4(2) of the Articles of Incorporation 6. Cancellation of the existing Authorized Mgmt For For Capital II, creation of new Authorized Capital II with the option to disapply subscription rights and amendment of Article 4(3) of the Articles of Incorporation 7. Authorization to issue bonds with warrants Mgmt For For or convertible bonds, profit participation certificates or income bonds (or a combination of these instruments) and to disapply subscription rights, creation of new conditional capital while canceling the existing conditional capital and amendment of Article 4(4) of the Articles of Incorporation 8.1 Authorization to acquire and use own shares Mgmt For For with the potential disapplication of subscription and other tender rights; use of derivatives in the course of the acquisition: Acquisition of own Shares 8.2 Authorization to acquire and use own shares Mgmt For For with the potential disapplication of subscription and other tender rights; use of derivatives in the course of the acquisition: Use of Derivatives 9.1 Approval of the control and profit and loss Mgmt For For transfer agreements between the Company and eight group companies (limited liability companies): Control and Profit and Loss Transfer Agreement between Bayer AG and Bayer Business Services GmbH 9.2 Approval of the control and profit and loss Mgmt For For transfer agreements between the Company and eight group companies (limited liability companies): Control and Profit and Loss Transfer Agreement between Bayer AG and Bayer Technology Services GmbH 9.3 Approval of the control and profit and loss Mgmt For For transfer agreements between the Company and eight group companies (limited liability companies): Control and Profit and Loss Transfer Agreement between Bayer AG and Bayer US IP GmbH 9.4 Approval of the control and profit and loss Mgmt For For transfer agreements between the Company and eight group companies (limited liability companies): Control and Profit and Loss Transfer Agreement between Bayer AG and Bayer Bitterfeld GmbH 9.5 Approval of the control and profit and loss Mgmt For For transfer agreements between the Company and eight group companies (limited liability companies): Control and Profit and Loss Transfer Agreement between Bayer AG and Bayer Innovation GmbH 9.6 Approval of the control and profit and loss Mgmt For For transfer agreements between the Company and eight group companies (limited liability companies): Control and Profit and Loss Transfer Agreement between Bayer AG and Bayer Real Estate GmbH 9.7 Approval of the control and profit and loss Mgmt For For transfer agreements between the Company and eight group companies (limited liability companies): Control and Profit and Loss Transfer Agreement between Bayer AG and Erste K-W-A Beteiligungsgesellschaft mbH 9.8 Approval of the control and profit and loss Mgmt For For transfer agreements between the Company and eight group companies (limited liability companies): Control and Profit and Loss Transfer Agreement between Bayer AG and Zweite K-W-A Beteiligungsgesellschaft mbH 10. Election of the auditor of the financial Mgmt For For statements and for the review of the half-yearly financial report: PricewaterhouseCoopers Aktiengesellschaft -------------------------------------------------------------------------------------------------------------------------- BEZEQ THE ISRAELI TELECOMMUNICATION CORP. LTD., TE Agenda Number: 704680330 -------------------------------------------------------------------------------------------------------------------------- Security: M2012Q100 Meeting Type: EGM Meeting Date: 27-Aug-2013 Ticker: ISIN: IL0002300114 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT AS A CONDITION OF VOTING, ISRAELI MARKET Non-Voting REGULATIONS REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL 1 Approval of the distribution between the Mgmt For For shareholders of the company in an amount of NIS 969 million: Ex-date 3 September, payment 15 September. The dividend is 0.3555092 NIS per share CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting RECEIPT OF DIVIDEND AMOUNTS IN RES. NO.1. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- BEZEQ THE ISRAELI TELECOMMUNICATION CORP. LTD., TE Agenda Number: 704675428 -------------------------------------------------------------------------------------------------------------------------- Security: M2012Q100 Meeting Type: EGM Meeting Date: 03-Sep-2013 Ticker: ISIN: IL0002300114 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT AS A CONDITION OF VOTING, ISRAELI MARKET Non-Voting REGULATIONS REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST IN THIS COMPANY. SHOULD EITHER BE THE CASE, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL 1 Approval of the company's policy for Mgmt For For remuneration of senior executives -------------------------------------------------------------------------------------------------------------------------- BEZEQ THE ISRAELI TELECOMMUNICATION CORP. LTD., TE Agenda Number: 704902306 -------------------------------------------------------------------------------------------------------------------------- Security: M2012Q100 Meeting Type: EGM Meeting Date: 27-Jan-2014 Ticker: ISIN: IL0002300114 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT 22 JAN 2014: AS A CONDITION OF VOTING, Non-Voting ISRAELI MARKET REGULATIONS REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE A) A PERSONAL INTEREST IN THIS COMPANY B) ARE A FOREIGN CONTROLLING SHAREHOLDER IN THIS COMPANY C) ARE A FOREIGN SENIOR OFFICER OF THIS COMPANY D) THAT YOU ARE A FOREIGN INSTITUTIONAL CLIENT, JOINT INVESTMENT FUND MANAGER OR TRUST FUND BY VOTING THROUGH THE PROXY EDGE PLATFORM YOU ARE CONFIRMING THE ANSWER FOR A, B AND C TO BE NO AND THE ANSWER FOR D TO BE YES. SHOULD THIS NOT BE THE CASE PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR VOTE INSTRUCTIONS ACCORDINGLY 1 Re-appointment of the external director Mgmt For For Yitzhak Edelman for an additional 3 year statutory period 2 Approval of the purchase from owners of Mgmt For For control by DBS of an additional quantity of Yesmaxtotal Converters at a total cost of USD 14.49 million during a period up to 30th June 2015. approval of increase in the above price up to 2.42 pct. in the event of increase in the price of converters in the world market. receipt of an additional 60 days suppliers credit 3 Approval of the purchase of power units at Mgmt For For a total cost of USD 196,500 CMMT 22 JAN 2014: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO CHANGE IN TEXT OF COMMENT. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- BEZEQ THE ISRAELI TELECOMMUNICATION CORP. LTD., TE Agenda Number: 704954951 -------------------------------------------------------------------------------------------------------------------------- Security: M2012Q100 Meeting Type: EGM Meeting Date: 19-Mar-2014 Ticker: ISIN: IL0002300114 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT AS A CONDITION OF VOTING, ISRAELI MARKET Non-Voting REGULATIONS REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE A) A PERSONAL INTEREST IN THIS COMPANY B) ARE A FOREIGN CONTROLLING SHAREHOLDER IN THIS COMPANY C) ARE A FOREIGN SENIOR OFFICER OF THIS COMPANY D) THAT YOU ARE A FOREIGN INSTITUTIONAL CLIENT, JOINT INVESTMENT FUND MANAGER OR TRUST FUND BY VOTING THROUGH THE PROXY EDGE PLATFORM YOU ARE CONFIRMING THE ANSWER FOR A,B AND C TO BE NO AND THE ANSWER FOR D TO BE YES. SHOULD THIS NOT BE THE CASE PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR VOTE INSTRUCTIONS ACCORDINGLY CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION ON THIS MEETING 1 Approval of an addition to the senior Mgmt For For officers remuneration policy 2 Approval of targets for entitlement to Mgmt For For annual bonus for the company CEO for the year 2014 CMMT 07 MAR 2014: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO MEETING DATE HAS BEEN POSTPONED FROM 11 MAR 2014 TO 19 MAR 2014. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- BEZEQ THE ISRAELI TELECOMMUNICATION CORP. LTD., TE Agenda Number: 705013314 -------------------------------------------------------------------------------------------------------------------------- Security: M2012Q100 Meeting Type: EGM Meeting Date: 27-Mar-2014 Ticker: ISIN: IL0002300114 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT AS A CONDITION OF VOTING, ISRAELI MARKET Non-Voting REGULATIONS REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE A) A PERSONAL INTEREST IN THIS COMPANY B) ARE A FOREIGN CONTROLLING SHAREHOLDER IN THIS COMPANY C) ARE A FOREIGN SENIOR OFFICER OF THIS COMPANY D) THAT YOU ARE A FOREIGN INSTITUTIONAL CLIENT, JOINT INVESTMENT FUND MANAGER OR TRUST FUND BY VOTING THROUGH THE PROXY EDGE PLATFORM YOU ARE CONFIRMING THE ANSWER FOR A,B AND C TO BE NO AND THE ANSWER FOR D TO BE YES. SHOULD THIS NOT BE THE CASE PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR VOTE INSTRUCTIONS ACCORDINGLY 1 Approval of the distribution between the Mgmt For For shareholders of the company in an amount of NIS 802 million. ex-date 6 April, payment 23 April -------------------------------------------------------------------------------------------------------------------------- BEZEQ THE ISRAELI TELECOMMUNICATION CORP. LTD., TE Agenda Number: 705092942 -------------------------------------------------------------------------------------------------------------------------- Security: M2012Q100 Meeting Type: EGM Meeting Date: 30-Apr-2014 Ticker: ISIN: IL0002300114 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 297594 DUE TO RECEIPT OF DIRECTOR NAME AND CHANGE IN SEQUENCE OF DIRECTOR NAMES. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT AS A CONDITION OF VOTING, ISRAELI MARKET Non-Voting REGULATIONS REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE A) A PERSONAL INTEREST IN THIS COMPANY B) ARE A FOREIGN CONTROLLING SHAREHOLDER IN THIS COMPANY C) ARE A FOREIGN SENIOR OFFICER OF THIS COMPANY D) THAT YOU ARE A FOREIGN INSTITUTIONAL CLIENT, JOINT INVESTMENT FUND MANAGER OR TRUST FUND BY VOTING THROUGH THE PROXY EDGE PLATFORM YOU ARE CONFIRMING THE ANSWER FOR A,B AND C TO BE NO AND THE ANSWER FOR D TO BE YES. SHOULD THIS NOT BE THE CASE PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR VOTE INSTRUCTIONS ACCORDINGLY 1 DISCUSSION OF THE FINANCIAL STATEMENTS AND Mgmt Abstain Against DIRECTORS REPORT FOR THE YEAR 2013 2.1 RE-APPOINTMENT OF THE OFFICIATING DIRECTOR: Mgmt For For SAUL ELOVITCH 2.2 RE-APPOINTMENT OF THE OFFICIATING DIRECTOR: Mgmt For For OR ELOVITCH 2.3 RE-APPOINTMENT OF THE OFFICIATING DIRECTOR: Mgmt For For ORNA ELOVITCH-PELED 2.4 RE-APPOINTMENT OF THE OFFICIATING DIRECTOR: Mgmt For For AMIKAM SHORER 2.5 RE-APPOINTMENT OF THE OFFICIATING DIRECTOR: Mgmt For For FELIX COHEN 2.6 RE-APPOINTMENT OF THE OFFICIATING DIRECTOR: Mgmt For For ELDAD BEN MOSHE 2.7 RE-APPOINTMENT OF THE OFFICIATING DIRECTOR: Mgmt For For JOSHUA ROSENSWEIG 2.8 RE-APPOINTMENT OF THE OFFICIATING DIRECTOR: Mgmt For For RAMI NUMKIN (EMPLOYEE REPRESENTATIVE) 3 RE-APPOINTMENT OF ACCOUNTANT-AUDITORS UNTIL Mgmt For For THE NEXT AGM AND AUTHORIZATION OF THE BOARD TO FIX THEIR FEES 4 APPROVAL OF A BONUS FOR THE PREVIOUS CEO IN Mgmt For For AN AMOUNT EQUAL TO HIS SALARY DURING 3.5 MONTHS IN 2013 TOTALING NIS 654,000 -------------------------------------------------------------------------------------------------------------------------- BIOGEN IDEC INC. Agenda Number: 933996247 -------------------------------------------------------------------------------------------------------------------------- Security: 09062X103 Meeting Type: Annual Meeting Date: 12-Jun-2014 Ticker: BIIB ISIN: US09062X1037 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: CAROLINE D. DORSA Mgmt For For 1B. ELECTION OF DIRECTOR: STELIOS PAPADOPOULOS Mgmt For For 1C. ELECTION OF DIRECTOR: GEORGE A. SCANGOS Mgmt For For 1D. ELECTION OF DIRECTOR: LYNN SCHENK Mgmt For For 1E. ELECTION OF DIRECTOR: ALEXANDER J. DENNER Mgmt For For 1F. ELECTION OF DIRECTOR: NANCY L. LEAMING Mgmt For For 1G. ELECTION OF DIRECTOR: RICHARD C. MULLIGAN Mgmt For For 1H. ELECTION OF DIRECTOR: ROBERT W. PANGIA Mgmt For For 1I. ELECTION OF DIRECTOR: BRIAN S. POSNER Mgmt For For 1J. ELECTION OF DIRECTOR: ERIC K. ROWINSKY Mgmt For For 1K. ELECTION OF DIRECTOR: STEPHEN A. SHERWIN Mgmt For For 2. TO RATIFY THE SELECTION OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS BIOGEN IDEC INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. 3. SAY ON PAY - AN ADVISORY VOTE ON EXECUTIVE Mgmt For For COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- BNP PARIBAS SA, PARIS Agenda Number: 705027604 -------------------------------------------------------------------------------------------------------------------------- Security: F1058Q238 Meeting Type: MIX Meeting Date: 14-May-2014 Ticker: ISIN: FR0000131104 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 11 APR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0312/201403121400612.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0411/201404111401069.pdf, CHANGE IN RECORD DATE FROM 07 MAY TO 08 MAY 2014 AND MODIFICATION TO THE TEXT OF RESOLUTION O.13. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU O.1 Approval of the annual corporate financial Mgmt For For statements for the 2013 financial year O.2 Approval of the consolidated financial Mgmt For For statements for the 2013 financial year O.3 Allocation of income for the financial year Mgmt For For ended on December 31th, 2013 and dividend distribution O.4 Special report of the statutory auditors on Mgmt For For the agreements and commitments pursuant to articles l.225-38 et seq. Of the commercial code O.5 Authorization granted to BNP Paribas to Mgmt For For repurchase its own shares O.6 Renewal of term of Mr. Jean-Francois Mgmt For For Lepetit as board member O.7 Renewal of term of Mr. Baudouin Prot as Mgmt For For board member O.8 Renewal of term of Mrs. Fields Mgmt For For Wicker-Miurin as board member O.9 Ratification of the cooptation of Mrs. Mgmt For For Monique Cohen as board member and renewal of her term O.10 Appointment of Mrs. Daniela Schwarzer as Mgmt For For board member O.11 Advisory vote on the compensation owed or Mgmt For For paid to Mr. Baudouin Prot, chairman of the board of directors for the 2013 financial year - recommendation referred to in to paragraph 24.3 of the code AFEP-MEDEF O.12 Advisory vote on the compensation owed or Mgmt For For paid to Mr. Jean-Laurent Bonnafe, CEO, for the 2013 financial year - recommendation referred to in to paragraph 24.3 of the code AFEP-MEDEF O.13 Advisory vote on the compensation owed or Mgmt For For paid to Mr. Georges Chodron de Courcel, Mr. Philippe Bordenave and Mr. Francois Villeroy de Galhau, managing directors for the 2013 financial year - recommendation referred to in paragraph 24.3 of the code AFEP-MEDEF O.14 Advisory vote on the total amount of Mgmt For For compensation of any kind paid to executive officers and certain categories of staff during the 2013 financial year-article l.511-73 of the monetary and financial code O.15 Setting the limitation on the variable part Mgmt For For of the compensation of executive officers and certain categories of staff-article l.511-78 of the monetary and financial code E.16 Issuance of common shares and securities Mgmt For For giving access to capital or entitling to debt securities while maintaining preferential subscription rights E.17 Issuance of common shares and securities Mgmt For For giving access to capital or entitling to debt securities with the cancellation of preferential subscription rights E.18 Issuance of common shares and securities Mgmt For For giving access to capital with the cancellation of preferential subscription rights, in consideration for stocks contributed within the framework of public exchange offers E.19 Issuance of common shares or securities Mgmt For For giving access to capital with the cancellation of preferential subscription rights, in consideration for stock contribution up to 10% of capital E.20 Overall limitation on issuance Mgmt For For authorizations with the cancellation of preferential subscription rights E.21 Capital increase by incorporation of Mgmt For For reserves or profits, share or contribution premiums E.22 Overall limitation on issuance Mgmt For For authorizations with or without preferential subscription rights E.23 Authorization to be granted to the board of Mgmt For For directors to carry out transactions reserved for members of the company savings plan of BNP Paribas group which may take the form of capital increases and/or sales of reserved stocks E.24 Authorization to be granted to the board of Mgmt For For directors to reduce capital by cancellation of shares E.25 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- BRITISH AMERICAN TOBACCO PLC, LONDON Agenda Number: 705060503 -------------------------------------------------------------------------------------------------------------------------- Security: G1510J102 Meeting Type: AGM Meeting Date: 30-Apr-2014 Ticker: ISIN: GB0002875804 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Accept Financial Statements and Statutory Mgmt For For Reports 2 Approve Remuneration Policy Mgmt For For 3 Approve Remuneration Report Mgmt For For 4 Approve Final Dividend Mgmt For For 5 Re-appoint PricewaterhouseCoopers LLP as Mgmt For For Auditors 6 Authorise Board to Fix Remuneration of Mgmt For For Auditors 7 Re-elect Richard Burrows as Director Mgmt For For 8 Re-elect Karen de Segundo as Director Mgmt For For 9 Re-elect Nicandro Durante as Director Mgmt For For 10 Re-elect Ann Godbehere as Director Mgmt For For 11 Re-elect Christine Morin-Postel as Director Mgmt For For 12 Re-elect Gerry Murphy as Director Mgmt For For 13 Re-elect Kieran Poynter as Director Mgmt For For 14 Re-elect Ben Stevens as Director Mgmt For For 15 Re-elect Richard Tubb as Director Mgmt For For 16 Elect Savio Kwan as Director Mgmt For For 17 Authorise Issue of Equity with Pre-emptive Mgmt For For Rights 18 Authorise Issue of Equity without Mgmt For For Pre-emptive Rights 19 Authorise Market Purchase of Ordinary Mgmt For For Shares 20 Approve EU Political Donations and Mgmt For For Expenditure 21 Authorise the Company to Call EGM with Two Mgmt For For Weeks' Notice -------------------------------------------------------------------------------------------------------------------------- BT GROUP PLC, LONDON Agenda Number: 704532856 -------------------------------------------------------------------------------------------------------------------------- Security: G16612106 Meeting Type: AGM Meeting Date: 17-Jul-2013 Ticker: ISIN: GB0030913577 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Report and accounts Mgmt For For 2 Remuneration report Mgmt For For 3 Final dividend Mgmt For For 4 Re-elect Sir Michael Rake Mgmt For For 5 Re-elect Ian Livingston Mgmt For For 6 Re-elect Tony Chanmugam Mgmt For For 7 Re-elect Gavin Patterson Mgmt For For 8 Re-elect Tony Ball Mgmt For For 9 Re-elect the Rt Hon Patricia Hewitt Mgmt For For 10 Re-elect Phil Hodkinson Mgmt For For 11 Re-elect Karen Richardson Mgmt For For 12 Re-elect Nick Rose Mgmt For For 13 Re-elect Jasmine Whitbread Mgmt For For 14 Auditors re-appointment: Mgmt For For PricewaterhouseCoopers LLP 15 Auditors remuneration Mgmt For For 16 Authority to allot shares Mgmt For For 17 Authority to allot shares for cash Mgmt For For 18 Authority to purchase own shares Mgmt For For 19 14 days notice of meetings Mgmt For For 20 Political donations Mgmt For For CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting RECEIPT OF AUDITOR NAME. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- C.H. ROBINSON WORLDWIDE, INC. Agenda Number: 933945187 -------------------------------------------------------------------------------------------------------------------------- Security: 12541W209 Meeting Type: Annual Meeting Date: 08-May-2014 Ticker: CHRW ISIN: US12541W2098 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SCOTT P. ANDERSON Mgmt For For 1B. ELECTION OF DIRECTOR: ROBERT EZRILOV Mgmt For For 1C. ELECTION OF DIRECTOR: WAYNE M. FORTUN Mgmt For For 1D. ELECTION OF DIRECTOR: MARY J STEELE Mgmt For For GUILFOILE 1E. ELECTION OF DIRECTOR: JODEE A. KOZLAK Mgmt For For 1F. ELECTION OF DIRECTOR: REBECCA KOENIG ROLOFF Mgmt For For 1G. ELECTION OF DIRECTOR: BRIAN P. SHORT Mgmt For For 2. TO APPROVE, BY NON-BINDING VOTE, NAMED Mgmt For For EXECUTIVE OFFICER COMPENSATION. 3. RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt For For TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. -------------------------------------------------------------------------------------------------------------------------- CATERPILLAR INC. Agenda Number: 934004805 -------------------------------------------------------------------------------------------------------------------------- Security: 149123101 Meeting Type: Annual Meeting Date: 11-Jun-2014 Ticker: CAT ISIN: US1491231015 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: DAVID L. CALHOUN Mgmt For For 1B. ELECTION OF DIRECTOR: DANIEL M. DICKINSON Mgmt For For 1C. ELECTION OF DIRECTOR: JUAN GALLARDO Mgmt For For 1D. ELECTION OF DIRECTOR: JESSE J. GREENE, JR. Mgmt For For 1E. ELECTION OF DIRECTOR: JON M. HUNTSMAN, JR. Mgmt For For 1F. ELECTION OF DIRECTOR: PETER A. MAGOWAN Mgmt For For 1G. ELECTION OF DIRECTOR: DENNIS A. MUILENBURG Mgmt For For 1H. ELECTION OF DIRECTOR: DOUGLAS R. OBERHELMAN Mgmt For For 1I. ELECTION OF DIRECTOR: WILLIAM A. OSBORN Mgmt For For 1J. ELECTION OF DIRECTOR: EDWARD B. RUST, JR. Mgmt For For 1K. ELECTION OF DIRECTOR: SUSAN C. SCHWAB Mgmt For For 1L. ELECTION OF DIRECTOR: MILES D. WHITE Mgmt For For 2. RATIFY THE APPOINTMENT OF THE INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For 4. APPROVE THE CATERPILLAR INC. 2014 LONG-TERM Mgmt For For INCENTIVE PLAN. 5. APPROVE THE CATERPILLAR INC. EXECUTIVE Mgmt For For SHORT-TERM INCENTIVE PLAN. 6. STOCKHOLDER PROPOSAL - REVIEW OF GLOBAL Shr Against For CORPORATE STANDARDS. 7. STOCKHOLDER PROPOSAL - SALES TO SUDAN. Shr Against For 8. STOCKHOLDER PROPOSAL - CUMULATIVE VOTING. Shr Against For -------------------------------------------------------------------------------------------------------------------------- CELGENE CORPORATION Agenda Number: 934002837 -------------------------------------------------------------------------------------------------------------------------- Security: 151020104 Meeting Type: Annual Meeting Date: 18-Jun-2014 Ticker: CELG ISIN: US1510201049 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR ROBERT J. HUGIN Mgmt For For R.W. BARKER, D. PHIL. Mgmt For For MICHAEL D. CASEY Mgmt For For CARRIE S. COX Mgmt For For RODMAN L. DRAKE Mgmt For For M.A. FRIEDMAN, M.D. Mgmt For For GILLA KAPLAN, PH.D. Mgmt For For JAMES J. LOUGHLIN Mgmt For For ERNEST MARIO, PH.D. Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. 3. AMENDMENT OF THE COMPANY'S CERTIFICATE OF Mgmt For For INCORPORATION TO INCREASE THE AUTHORIZED NUMBER OF SHARES OF COMMON STOCK AND TO EFFECT A STOCK SPLIT. 4. APPROVAL OF AN AMENDMENT OF THE COMPANY'S Mgmt Against Against 2008 STOCK INCENTIVE PLAN. 5. APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE Mgmt For For COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 6. STOCKHOLDER PROPOSAL DESCRIBED IN MORE Shr Against For DETAIL IN THE PROXY STATEMENT. -------------------------------------------------------------------------------------------------------------------------- CHEVRON CORPORATION Agenda Number: 933978011 -------------------------------------------------------------------------------------------------------------------------- Security: 166764100 Meeting Type: Annual Meeting Date: 28-May-2014 Ticker: CVX ISIN: US1667641005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: L.F. DEILY Mgmt For For 1B. ELECTION OF DIRECTOR: R.E. DENHAM Mgmt For For 1C. ELECTION OF DIRECTOR: A.P. GAST Mgmt For For 1D. ELECTION OF DIRECTOR: E. HERNANDEZ, JR. Mgmt For For 1E. ELECTION OF DIRECTOR: J.M. HUNTSMAN, JR. Mgmt For For 1F. ELECTION OF DIRECTOR: G.L. KIRKLAND Mgmt For For 1G. ELECTION OF DIRECTOR: C.W. MOORMAN Mgmt For For 1H. ELECTION OF DIRECTOR: K.W. SHARER Mgmt For For 1I. ELECTION OF DIRECTOR: J.G. STUMPF Mgmt For For 1J. ELECTION OF DIRECTOR: R.D. SUGAR Mgmt For For 1K. ELECTION OF DIRECTOR: C. WARE Mgmt For For 1L. ELECTION OF DIRECTOR: J.S. WATSON Mgmt For For 2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION 4. CHARITABLE CONTRIBUTIONS DISCLOSURE Shr Against For 5. LOBBYING DISCLOSURE Shr Against For 6. SHALE ENERGY OPERATIONS Shr Against For 7. INDEPENDENT CHAIRMAN Shr Against For 8. SPECIAL MEETINGS Shr For Against 9. INDEPENDENT DIRECTOR WITH ENVIRONMENTAL Shr Against For EXPERTISE 10. COUNTRY SELECTION GUIDELINES Shr For Against -------------------------------------------------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Agenda Number: 933882157 -------------------------------------------------------------------------------------------------------------------------- Security: 17275R102 Meeting Type: Annual Meeting Date: 19-Nov-2013 Ticker: CSCO ISIN: US17275R1023 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: CAROL A. BARTZ Mgmt For For 1B. ELECTION OF DIRECTOR: MARC BENIOFF Mgmt For For 1C. ELECTION OF DIRECTOR: GREGORY Q. BROWN Mgmt For For 1D. ELECTION OF DIRECTOR: M. MICHELE BURNS Mgmt For For 1E. ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS Mgmt For For 1F. ELECTION OF DIRECTOR: JOHN T. CHAMBERS Mgmt For For 1G. ELECTION OF DIRECTOR: BRIAN L. HALLA Mgmt For For 1H. ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY Mgmt For For 1I. ELECTION OF DIRECTOR: DR. KRISTINA M. Mgmt For For JOHNSON 1J. ELECTION OF DIRECTOR: RODERICK C. MCGEARY Mgmt For For 1K. ELECTION OF DIRECTOR: ARUN SARIN Mgmt For For 1L. ELECTION OF DIRECTOR: STEVEN M. WEST Mgmt For For 2. APPROVAL OF AMENDMENT AND RESTATEMENT OF Mgmt For For THE 2005 STOCK INCENTIVE PLAN. 3. APPROVAL, ON AN ADVISORY BASIS, OF Mgmt For For EXECUTIVE COMPENSATION. 4. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For AS CISCO'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2014. 5. APPROVAL TO HAVE CISCO HOLD A COMPETITION Shr Against For FOR GIVING PUBLIC ADVICE ON THE VOTING ITEMS IN THE PROXY FILING FOR CISCO'S 2014 ANNUAL SHAREOWNERS MEETING. -------------------------------------------------------------------------------------------------------------------------- CITIGROUP INC. Agenda Number: 933933637 -------------------------------------------------------------------------------------------------------------------------- Security: 172967424 Meeting Type: Annual Meeting Date: 22-Apr-2014 Ticker: C ISIN: US1729674242 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: MICHAEL L. CORBAT Mgmt For For 1B. ELECTION OF DIRECTOR: DUNCAN P. HENNES Mgmt For For 1C. ELECTION OF DIRECTOR: FRANZ B. HUMER Mgmt For For 1D. ELECTION OF DIRECTOR: EUGENE M. MCQUADE Mgmt For For 1E. ELECTION OF DIRECTOR: MICHAEL E. O'NEILL Mgmt For For 1F. ELECTION OF DIRECTOR: GARY M. REINER Mgmt For For 1G. ELECTION OF DIRECTOR: JUDITH RODIN Mgmt For For 1H. ELECTION OF DIRECTOR: ROBERT L. RYAN Mgmt For For 1I. ELECTION OF DIRECTOR: ANTHONY M. SANTOMERO Mgmt For For 1J. ELECTION OF DIRECTOR: JOAN E. SPERO Mgmt For For 1K. ELECTION OF DIRECTOR: DIANA L. TAYLOR Mgmt For For 1L. ELECTION OF DIRECTOR: WILLIAM S. THOMPSON, Mgmt For For JR. 1M. ELECTION OF DIRECTOR: JAMES S. TURLEY Mgmt For For 1N. ELECTION OF DIRECTOR: ERNESTO ZEDILLO PONCE Mgmt For For DE LEON 2. PROPOSAL TO RATIFY THE SELECTION OF KPMG Mgmt For For LLP AS CITI'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. ADVISORY APPROVAL OF CITI'S 2013 EXECUTIVE Mgmt For For COMPENSATION. 4. APPROVAL OF THE CITIGROUP 2014 STOCK Mgmt For For INCENTIVE PLAN. 5. STOCKHOLDER PROPOSAL REQUESTING THAT Shr Against For EXECUTIVES RETAIN A SIGNIFICANT PORTION OF THEIR STOCK UNTIL REACHING NORMAL RETIREMENT AGE. 6. STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For LOBBYING AND GRASSROOTS LOBBYING CONTRIBUTIONS. 7. STOCKHOLDER PROPOSAL REQUESTING THAT THE Shr Against For BOARD INSTITUTE A POLICY TO MAKE IT MORE PRACTICAL TO DENY INDEMNIFICATION FOR DIRECTORS. 8. STOCKHOLDER PROPOSAL REQUESTING PROXY Shr Against For ACCESS FOR SHAREHOLDERS. -------------------------------------------------------------------------------------------------------------------------- COMCAST CORPORATION Agenda Number: 933967563 -------------------------------------------------------------------------------------------------------------------------- Security: 20030N101 Meeting Type: Annual Meeting Date: 21-May-2014 Ticker: CMCSA ISIN: US20030N1019 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR KENNETH J. BACON Mgmt For For SHELDON M. BONOVITZ Mgmt For For EDWARD D. BREEN Mgmt For For JOSEPH J. COLLINS Mgmt For For J. MICHAEL COOK Mgmt For For GERALD L. HASSELL Mgmt For For JEFFREY A. HONICKMAN Mgmt For For EDUARDO G. MESTRE Mgmt For For BRIAN L. ROBERTS Mgmt For For RALPH J. ROBERTS Mgmt For For JOHNATHAN A. RODGERS Mgmt For For DR. JUDITH RODIN Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF OUR Mgmt For For INDEPENDENT AUDITORS 3. APPROVAL, ON AN ADVISORY BASIS, OF OUR Mgmt For For EXECUTIVE COMPENSATION 4. TO PREPARE AN ANNUAL REPORT ON LOBBYING Shr Against For ACTIVITIES 5. TO PROHIBIT ACCELERATED VESTING UPON A Shr For Against CHANGE IN CONTROL -------------------------------------------------------------------------------------------------------------------------- COMPASS GROUP PLC, CHERTSEY SURREY Agenda Number: 704900530 -------------------------------------------------------------------------------------------------------------------------- Security: G23296182 Meeting Type: AGM Meeting Date: 06-Feb-2014 Ticker: ISIN: GB0005331532 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To receive and adopt the Directors' Annual Mgmt For For Report and Accounts and the Auditor's Report thereon for the financial year ended 30 September 2013 2 To receive and adopt the Remuneration Mgmt For For Policy set out on pages 57 to 64 of the Directors' Remuneration Report contained within the Annual Report and Accounts for the financial year ended 30 September 2013, such Remuneration Policy to take effect from the date on which this Resolution is passed 3 To receive and adopt the Directors' Mgmt For For Remuneration Report (other than the Remuneration Policy referred to in Resolution 2 above) contained within the Annual Report and Accounts for the financial year ended 30 September 2013 4 To declare a final dividend of 16 pence per Mgmt For For ordinary share in respect of the financial year ended 30 September 2013 5 To elect Paul Walsh as a Director of the Mgmt For For Company 6 To re-elect Dominic Blakemore as a Director Mgmt For For of the Company 7 To re-elect Richard Cousins as a Director Mgmt For For of the Company 8 To re-elect Gary Green as a Director of the Mgmt For For Company 9 To re-elect Andrew Martin as a Director of Mgmt For For the Company 10 To re-elect John Bason as a Director of the Mgmt For For Company 11 To re-elect Susan Murray as a Director of Mgmt For For the Company 12 To re-elect Don Robert as a Director of the Mgmt For For Company 13 To re-elect Sir Ian Robinson as a Director Mgmt For For of the Company 14 To re-appoint Deloitte LLP as the Company's Mgmt For For Auditor until the conclusion of the next Annual General Meeting of the Company 15 To authorise the Directors to agree the Mgmt For For Auditor's remuneration 16 To authorise the Company and any company Mgmt For For which is, or becomes, a subsidiary of the Company during the period to which this Resolution relates to: 16.1 make donations to political parties or independent election candidates; 16.2 make donations to political organisations other than political parties; and 16.3 incur political expenditure, during the period commencing on the date of this Resolution and ending on the date of the Company's next Annual General Meeting, provided that any such donations and expenditure made by the Company, or by any such subsidiary, shall not exceed GBP 100,000 per company and, together with those made by any such subsidiary and the Company, shall not exceed in aggregate GBP 100,000. Any terms used in this Resolution which are defined in Part 14 of the Companies Act 2006 shall bear the same CONTD CONT CONTD meaning for the purposes of this Non-Voting Resolution 16 17 To renew the power conferred on the Mgmt For For Directors by Article 12 of the Company's Articles of Association for a period expiring at the end of the next Annual General Meeting of the Company after the date on which this Resolution is passed or, if earlier, 5 May 2015; for that period the section 551 amount shall be GBP 59,913,600 and, in addition, the section 551 amount shall be increased by GBP 59,913,600, provided that the Directors' power in respect of such latter amount shall only be used in connection with a rights issue: 17.1 to holders of ordinary shares in proportion (as nearly as may be practicable) to their existing holdings; and 17.2 to holders of other equity securities as required by the rights of those securities or as the Board otherwise considers necessary, and that the Directors may impose any limits or CONTD CONT CONTD restrictions and make any Non-Voting arrangements which they consider necessary to deal with fractional entitlements, legal or practical problems under the laws of, or the requirements of, any relevant regulatory body or stock exchange, any territory, or any matter whatsoever 18 To renew, subject to the passing of Mgmt For For Resolution 17 above, the power conferred on the Directors by Article 13 of the Company's Articles of Association, such authority to apply until the conclusion of the next Annual General Meeting of the Company after the date on which this Resolution is passed or, if earlier, 5 May 2015 and for that period the section 561 amount is GBP 8,987,040 19 To generally and unconditionally authorise Mgmt For For the Company, pursuant to and in accordance with section 701 of the Companies Act 2006, to make market purchases (within the meaning of section 693(4) of that Act) of ordinary shares of 10 pence each in the capital of the Company subject to the following conditions: 19.1 the maximum aggregate number of ordinary shares hereby authorised to be purchased is 179,740,800; 19.2 the minimum price (excluding expenses) which may be paid for each ordinary share is 10 pence; 19.3 the maximum price (excluding expenses) which may be paid for each ordinary share in respect of a share contracted to be purchased on any day, does not exceed the higher of (1) an amount equal to 105% of the average of the middle market quotations for an ordinary share as derived from the London Stock Exchange Daily CONTD CONT CONTD Official List for the five business Non-Voting days immediately preceding the day on which the purchase is made and (2) the higher of the price of the last independent trade and the highest current independent bid for an ordinary share as derived from the London Stock Exchange Trading System; and 19.4 this authority shall expire, unless previously renewed, varied or revoked by the Company, at the conclusion of the next Annual General Meeting of the Company or 5 August 2015, whichever is the earlier (except in relation to the purchase of ordinary shares, the contract for which was concluded prior to the expiry of this authority and which will or may be executed wholly or partly after the expiry of this authority) 20 To authorise the Directors to call a Mgmt For For general meeting of the Company, other than an Annual General Meeting, on not less than 14 clear days' notice, provided that this authority shall expire at the conclusion of the next Annual General Meeting of the Company after the date of the passing of this Resolution -------------------------------------------------------------------------------------------------------------------------- COMPASS GROUP PLC, CHERTSEY SURREY Agenda Number: 705309587 -------------------------------------------------------------------------------------------------------------------------- Security: G23296182 Meeting Type: OGM Meeting Date: 11-Jun-2014 Ticker: ISIN: GB0005331532 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 APPROVE AND ADOPT NEW ARTICLES OF Mgmt For For ASSOCIATION 2 APPROVE RETURN OF CASH, CAPITALISATION OF Mgmt For For RESERVES, GRANT DIRECTORS AUTHORITY TO ALLOT B SHARES AND C SHARES (FOR FULL TEXT SEE NOTICE OF MEETING) 3 AUTHORITY TO ALLOT SHARES Mgmt For For 4 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For 5 AUTHORITY TO PURCHASE OWN SHARES Mgmt For For -------------------------------------------------------------------------------------------------------------------------- CORNING INCORPORATED Agenda Number: 933931215 -------------------------------------------------------------------------------------------------------------------------- Security: 219350105 Meeting Type: Annual Meeting Date: 29-Apr-2014 Ticker: GLW ISIN: US2193501051 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: STEPHANIE A. BURNS Mgmt For For 1B. ELECTION OF DIRECTOR: JOHN A. CANNING, JR. Mgmt For For 1C. ELECTION OF DIRECTOR: RICHARD T. CLARK Mgmt For For 1D. ELECTION OF DIRECTOR: ROBERT F. CUMMINGS, Mgmt For For JR. 1E. ELECTION OF DIRECTOR: JAMES B. FLAWS Mgmt For For 1F. ELECTION OF DIRECTOR: DEBORAH A. HENRETTA Mgmt For For 1G. ELECTION OF DIRECTOR: KURT M. LANDGRAF Mgmt For For 1H. ELECTION OF DIRECTOR: KEVIN J. MARTIN Mgmt For For 1I. ELECTION OF DIRECTOR: DEBORAH D. RIEMAN Mgmt For For 1J. ELECTION OF DIRECTOR: HANSEL E. TOOKES II Mgmt For For 1K. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For 1L. ELECTION OF DIRECTOR: MARK S. WRIGHTON Mgmt For For 2. ADVISORY VOTE TO APPROVE THE COMPANY'S Mgmt For For EXECUTIVE COMPENSATION. 3. APPROVAL OF THE ADOPTION OF THE 2014 Mgmt For For VARIABLE COMPENSATION PLAN. 4. RATIFY THE APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS CORNING'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. -------------------------------------------------------------------------------------------------------------------------- COVIDIEN PLC Agenda Number: 933918128 -------------------------------------------------------------------------------------------------------------------------- Security: G2554F113 Meeting Type: Annual Meeting Date: 19-Mar-2014 Ticker: COV ISIN: IE00B68SQD29 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A) ELECTION OF DIRECTOR: JOSE E. ALMEIDA Mgmt For For 1B) ELECTION OF DIRECTOR: JOY A. AMUNDSON Mgmt For For 1C) ELECTION OF DIRECTOR: CRAIG ARNOLD Mgmt For For 1D) ELECTION OF DIRECTOR: ROBERT H. BRUST Mgmt For For 1E) ELECTION OF DIRECTOR: CHRISTOPHER J. Mgmt For For COUGHLIN 1F) ELECTION OF DIRECTOR: RANDALL J. HOGAN, III Mgmt For For 1G) ELECTION OF DIRECTOR: MARTIN D. MADAUS Mgmt For For 1H) ELECTION OF DIRECTOR: DENNIS H. REILLEY Mgmt For For 1I) ELECTION OF DIRECTOR: STEPHEN H. RUSCKOWSKI Mgmt For For 1J) ELECTION OF DIRECTOR: JOSEPH A. ZACCAGNINO Mgmt For For 2) APPROVE, IN A NON-BINDING ADVISORY VOTE, Mgmt For For THE APPOINTMENT OF THE INDEPENDENT AUDITORS AND AUTHORIZE, IN A BINDING VOTE, THE AUDIT COMMITTEE TO SET THE AUDITORS' REMUNERATION. 3) APPROVE, IN A NON-BINDING ADVISORY VOTE, Mgmt For For THE COMPENSATION OF NAMED EXECUTIVE OFFICERS. 4) AUTHORIZE THE COMPANY AND/OR ANY SUBSIDIARY Mgmt For For TO MAKE MARKET PURCHASES OF COMPANY SHARES. S5) DETERMINE THE PRICE RANGE AT WHICH THE Mgmt For For COMPANY CAN REISSUE SHARES IT HOLDS AS TREASURY SHARES. 6) RENEW THE DIRECTORS' AUTHORITY TO ISSUE Mgmt Against Against SHARES. S7) RENEW THE DIRECTORS' AUTHORITY TO ISSUE Mgmt Against Against SHARES FOR CASH WITHOUT FIRST OFFERING THEM TO EXISTING SHAREHOLDERS. -------------------------------------------------------------------------------------------------------------------------- DANAHER CORPORATION Agenda Number: 933967513 -------------------------------------------------------------------------------------------------------------------------- Security: 235851102 Meeting Type: Annual Meeting Date: 06-May-2014 Ticker: DHR ISIN: US2358511028 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: H. LAWRENCE CULP, JR. Mgmt For For 1B. ELECTION OF DIRECTOR: DONALD J. EHRLICH Mgmt For For 1C. ELECTION OF DIRECTOR: LINDA HEFNER FILLER Mgmt For For 1D. ELECTION OF DIRECTOR: TERI LIST-STOLL Mgmt For For 1E. ELECTION OF DIRECTOR: WALTER G. LOHR, JR. Mgmt For For 1F. ELECTION OF DIRECTOR: MITCHELL P. RALES Mgmt For For 1G. ELECTION OF DIRECTOR: STEVEN M. RALES Mgmt For For 1H. ELECTION OF DIRECTOR: JOHN T. SCHWIETERS Mgmt For For 1I. ELECTION OF DIRECTOR: ALAN G. SPOON Mgmt For For 1J. ELECTION OF DIRECTOR: ELIAS A. ZERHOUNI, Mgmt For For M.D. 2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For LLP AS DANAHER'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION. 4. TO ACT UPON A SHAREHOLDER PROPOSAL Shr Against For REQUESTING THAT DANAHER ISSUE A REPORT DISCLOSING ITS POLITICAL EXPENDITURE POLICIES AND DIRECT AND INDIRECT POLITICAL EXPENDITURES. 5. TO ACT UPON SHAREHOLDER PROPOSAL REQUESTING Shr For Against THAT DANAHER ADOPT A POLICY REQUIRING THE CHAIR OF BOARD OF DIRECTORS BE INDEPENDENT. -------------------------------------------------------------------------------------------------------------------------- DEUTSCHE TELEKOM AG, BONN Agenda Number: 705123684 -------------------------------------------------------------------------------------------------------------------------- Security: D2035M136 Meeting Type: AGM Meeting Date: 15-May-2014 Ticker: ISIN: DE0005557508 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management PLEASE NOTE THAT BY JUDGEMENT OF OLG Non-Voting COLOGNE RENDERED ON JUNE 6, 2012, ANY SHAREHOLDER WHO HOLDS AN AGGREGATE TOTAL OF 3 PERCENT OR MORE OF THE OUTSTANDING SHARE CAPITAL MUST REGISTER UNDER THEIR BENEFICIAL OWNER DETAILS BEFORE THE APPROPRIATE DEADLINE TO BE ABLE TO VOTE. FAILURE TO COMPLY WITH THE DECLARATION REQUIREMENTS AS STIPULATED IN SECTION 21 OF THE SECURITIES TRADE ACT (WPHG) MAY PREVENT THE SHAREHOLDER FROM VOTING AT THE GENERAL MEETINGS. THEREFORE, YOUR CUSTODIAN MAY REQUEST THAT WE REGISTER BENEFICIAL OWNER DATA FOR ALL VOTED ACCOUNTS WITH THE RESPECTIVE SUB CUSTODIAN. IF YOU REQUIRE FURTHER INFORMATION WHETHER OR NOT SUCH BO REGISTRATION WILL BE CONDUCTED FOR YOUR CUSTODIANS ACCOUNTS, PLEASE CONTACT YOUR CSR. THE SUB CUSTODIANS HAVE ADVISED THAT VOTED Non-Voting SHARES ARE NOT BLOCKED FOR TRADING PURPOSES I.E. THEY ARE ONLY UNAVAILABLE FOR SETTLEMENT. REGISTERED SHARES WILL BE DEREGISTERED AT THE DEREGISTRATION DATE BY THE SUB CUSTODIANS. IN ORDER TO DELIVER/SETTLE A VOTED POSITION BEFORE THE DEREGISTRATION DATE A VOTING INSTRUCTION CANCELLATION AND DE-REGISTRATION REQUEST NEEDS TO BE SENT TO YOUR CSR OR CUSTODIAN. PLEASE CONTACT YOUR CSR FOR FURTHER INFORMATION. THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES REPRESENTATIVE. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 30042014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. SUBMISSIONS TO THE SHAREHOLDERS' MEETING Non-Voting PURSUANT TO SECTION 176 (1) SENTENCE 1 OF THE GERMAN STOCK CORPORATION ACT (AKTIENGESETZ - AKTG) 2. RESOLUTION ON THE APPROPRIATION OF NET Mgmt For For INCOME 3. RESOLUTION ON THE APPROVAL OF THE ACTIONS Mgmt For For OF THE MEMBERS OF THE BOARD OF MANAGEMENT FOR THE 2013 FINANCIAL YEAR 4. RESOLUTION ON THE APPROVAL OF THE ACTIONS Mgmt For For OF THE MEMBERS OF THE SUPERVISORY BOARD FOR THE 2013 FINANCIAL YEAR 5. RESOLUTION ON THE APPOINTMENT OF THE Mgmt For For INDEPENDENT AUDITOR AND THE GROUP AUDITOR FOR THE 2014 FINANCIAL YEAR AS WELL AS THE INDEPENDENT AUDITOR TO REVIEW THE CONDENSED FINANCIAL STATEMENTS AND THE INTERIM MANAGEMENT REPORT (SECTION 37W, SECTION 37Y NO. 2 GERMAN SECURITIES TRADING ACT (WERTPAPIERHANDELSGESETZ - WPHG)) IN THE 2014 FINANCIAL YEAR: PRICEWATERHOUSECOOPERS 6. ELECTION OF A SUPERVISORY BOARD MEMBER: MR. Mgmt Against Against JOHANNES GEISMANN 7. ELECTION OF A SUPERVISORY BOARD MEMBER: MR. Mgmt For For LARS HINRICHS 8. ELECTION OF A SUPERVISORY BOARD MEMBER: MR. Mgmt Against Against DR. ULRICH SCHROEDER 9. ELECTION OF A SUPERVISORY BOARD MEMBER: MR. Mgmt For For KARL-HEINZ STREIBICH 10. AUTHORIZATION TO ISSUE BONDS WITH WARRANTS, Mgmt For For CONVERTIBLE BONDS, PROFIT PARTICIPATION RIGHTS AND/OR PARTICIPATING BONDS (OR COMBINATIONS OF THESE INSTRUMENTS) WITH THE OPTION OF EXCLUDING SUBSCRIPTION RIGHTS, CREATION OF NEW CONTINGENT CAPITAL WITH THE CANCELATION OF THE CONTINGENT CAPITAL PURSUANT TO SECTION 5 (4) OF THE ARTICLES OF INCORPORATION AND CORRESPONDING AMENDMENT TO SECTION 5 OF THE ARTICLES OF INCORPORATION (CONTINGENT CAPITAL 2014) -------------------------------------------------------------------------------------------------------------------------- DISCOVER FINANCIAL SERVICES Agenda Number: 933944250 -------------------------------------------------------------------------------------------------------------------------- Security: 254709108 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: DFS ISIN: US2547091080 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: JEFFREY S. ARONIN Mgmt For For 1B. ELECTION OF DIRECTOR: MARY K. BUSH Mgmt For For 1C. ELECTION OF DIRECTOR: GREGORY C. CASE Mgmt For For 1D. ELECTION OF DIRECTOR: CANDACE H. DUNCAN Mgmt For For 1E. ELECTION OF DIRECTOR: CYNTHIA A. GLASSMAN Mgmt For For 1F. ELECTION OF DIRECTOR: RICHARD H. LENNY Mgmt For For 1G. ELECTION OF DIRECTOR: THOMAS G. MAHERAS Mgmt For For 1H. ELECTION OF DIRECTOR: MICHAEL H. MOSKOW Mgmt For For 1I. ELECTION OF DIRECTOR: DAVID W. NELMS Mgmt For For 1J. ELECTION OF DIRECTOR: MARK A. THIERER Mgmt For For 1K. ELECTION OF DIRECTOR: LAWRENCE A. WEINBACH Mgmt For For 2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION. 3. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For OUR OMNIBUS INCENTIVE PLAN. 4. TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. -------------------------------------------------------------------------------------------------------------------------- DOLLAR GENERAL CORPORATION Agenda Number: 933972261 -------------------------------------------------------------------------------------------------------------------------- Security: 256677105 Meeting Type: Annual Meeting Date: 29-May-2014 Ticker: DG ISIN: US2566771059 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: WARREN F. BRYANT Mgmt For For 1B. ELECTION OF DIRECTOR: MICHAEL M. CALBERT Mgmt For For 1C. ELECTION OF DIRECTOR: SANDRA B. COCHRAN Mgmt For For 1D. ELECTION OF DIRECTOR: RICHARD W. DREILING Mgmt For For 1E. ELECTION OF DIRECTOR: PATRICIA D. Mgmt For For FILI-KRUSHEL 1F. ELECTION OF DIRECTOR: WILLIAM C. RHODES, Mgmt For For III 1G. ELECTION OF DIRECTOR: DAVID B. RICKARD Mgmt For For 2. TO APPROVE, ON AN ADVISORY (NONBINDING) Mgmt For For BASIS, THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY STATEMENT. 3. TO RATIFY ERNST & YOUNG LLP AS THE Mgmt For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2014. -------------------------------------------------------------------------------------------------------------------------- EBAY INC. Agenda Number: 933949919 -------------------------------------------------------------------------------------------------------------------------- Security: 278642103 Meeting Type: Annual Meeting Date: 13-May-2014 Ticker: EBAY ISIN: US2786421030 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR FRED D. ANDERSON Mgmt For For EDWARD W. BARNHOLT Mgmt For For SCOTT D. COOK Mgmt For For JOHN J. DONAHOE Mgmt For For 2 TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 3 TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For OUR 2008 EQUITY INCENTIVE AWARD PLAN. 4 TO RATIFY THE APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT AUDITORS FOR OUR FISCAL YEAR ENDING DECEMBER 31, 2014. 5 TO CONSIDER A STOCKHOLDER PROPOSAL Shr For Against SUBMITTED BY JOHN CHEVEDDEN REGARDING STOCKHOLDER ACTION BY WRITTEN CONSENT WITHOUT A MEETING, IF PROPERLY PRESENTED BEFORE THE MEETING. 6 PROPOSAL WITHDRAWN Shr Abstain Against -------------------------------------------------------------------------------------------------------------------------- EDISON INTERNATIONAL Agenda Number: 933932370 -------------------------------------------------------------------------------------------------------------------------- Security: 281020107 Meeting Type: Annual Meeting Date: 24-Apr-2014 Ticker: EIX ISIN: US2810201077 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: JAGJEET S. BINDRA Mgmt For For 1B. ELECTION OF DIRECTOR: VANESSA C.L. CHANG Mgmt For For 1C. ELECTION OF DIRECTOR: FRANCE A. CORDOVA Mgmt Abstain Against 1D. ELECTION OF DIRECTOR: THEODORE F. CRAVER, Mgmt For For JR. 1E. ELECTION OF DIRECTOR: BRADFORD M. FREEMAN Mgmt For For 1F. ELECTION OF DIRECTOR: LUIS G. NOGALES Mgmt For For 1G. ELECTION OF DIRECTOR: RICHARD T. Mgmt For For SCHLOSBERG, III 1H. ELECTION OF DIRECTOR: LINDA G. STUNTZ Mgmt For For 1I. ELECTION OF DIRECTOR: THOMAS C. SUTTON Mgmt For For 1J. ELECTION OF DIRECTOR: ELLEN O. TAUSCHER Mgmt For For 1K. ELECTION OF DIRECTOR: PETER J. TAYLOR Mgmt For For 1L. ELECTION OF DIRECTOR: BRETT WHITE Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 3. ADVISORY VOTE TO APPROVE THE COMPANY'S Mgmt For For EXECUTIVE COMPENSATION 4. SHAREHOLDER PROPOSAL REGARDING AN Shr For Against INDEPENDENT BOARD CHAIRMAN -------------------------------------------------------------------------------------------------------------------------- EMERSON ELECTRIC CO. Agenda Number: 933908292 -------------------------------------------------------------------------------------------------------------------------- Security: 291011104 Meeting Type: Annual Meeting Date: 04-Feb-2014 Ticker: EMR ISIN: US2910111044 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR D.N. FARR* Mgmt For For H. GREEN* Mgmt For For C.A. PETERS* Mgmt For For J.W. PRUEHER* Mgmt For For A.A. BUSCH III# Mgmt For For J.S. TURLEY# Mgmt For For 2. APPROVAL, BY NON-BINDING ADVISORY VOTE, OF Mgmt For For EMERSON ELECTRIC CO. EXECUTIVE COMPENSATION. 3. RATIFICATION OF KPMG LLP AS INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM. 4. APPROVAL OF THE STOCKHOLDER PROPOSAL Shr Against For REQUESTING ISSUANCE OF A SUSTAINABILITY REPORT AS DESCRIBED IN THE PROXY STATEMENT. 5. APPROVAL OF THE STOCKHOLDER PROPOSAL Shr Against For REQUESTING ISSUANCE OF A POLITICAL CONTRIBUTIONS REPORT AS DESCRIBED IN THE PROXY STATEMENT. 6. APPROVAL OF THE STOCKHOLDER PROPOSAL Shr Against For REQUESTING ISSUANCE OF A LOBBYING REPORT AS DESCRIBED IN THE PROXY STATEMENT. -------------------------------------------------------------------------------------------------------------------------- EXXON MOBIL CORPORATION Agenda Number: 933975154 -------------------------------------------------------------------------------------------------------------------------- Security: 30231G102 Meeting Type: Annual Meeting Date: 28-May-2014 Ticker: XOM ISIN: US30231G1022 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR M.J. BOSKIN Mgmt For For P. BRABECK-LETMATHE Mgmt For For U.M. BURNS Mgmt For For L.R. FAULKNER Mgmt For For J.S. FISHMAN Mgmt For For H.H. FORE Mgmt For For K.C. FRAZIER Mgmt For For W.W. GEORGE Mgmt For For S.J. PALMISANO Mgmt For For S.S REINEMUND Mgmt For For R.W. TILLERSON Mgmt For For W.C. WELDON Mgmt For For 2. RATIFICATION OF INDEPENDENT AUDITORS Mgmt For For 3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 4. MAJORITY VOTE FOR DIRECTORS Shr Against For 5. LIMIT DIRECTORSHIPS Shr Against For 6. AMENDMENT OF EEO POLICY Shr Against For 7. REPORT ON LOBBYING Shr Against For 8. GREENHOUSE GAS EMISSIONS GOALS Shr Against For -------------------------------------------------------------------------------------------------------------------------- FACEBOOK INC. Agenda Number: 933958324 -------------------------------------------------------------------------------------------------------------------------- Security: 30303M102 Meeting Type: Annual Meeting Date: 22-May-2014 Ticker: FB ISIN: US30303M1027 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR MARC L. ANDREESSEN Mgmt For For ERSKINE B. BOWLES Mgmt For For S.D. DESMOND-HELLMANN Mgmt For For DONALD E. GRAHAM Mgmt For For REED HASTINGS Mgmt For For SHERYL K. SANDBERG Mgmt Withheld Against PETER A. THIEL Mgmt For For MARK ZUCKERBERG Mgmt Withheld Against 2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For LLP AS FACEBOOK, INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. 3. A STOCKHOLDER PROPOSAL REGARDING CHANGE IN Shr For Against STOCKHOLDER VOTING. 4. A STOCKHOLDER PROPOSAL REGARDING LOBBYING Shr Against For EXPENDITURES. 5. A STOCKHOLDER PROPOSAL REGARDING POLITICAL Shr Against For CONTRIBUTIONS. 6. A STOCKHOLDER PROPOSAL REGARDING CHILDHOOD Shr Against For OBESITY AND FOOD MARKETING TO YOUTH. 7. A STOCKHOLDER PROPOSAL REGARDING AN ANNUAL Shr Against For SUSTAINABILITY REPORT. -------------------------------------------------------------------------------------------------------------------------- FMC TECHNOLOGIES, INC. Agenda Number: 933963147 -------------------------------------------------------------------------------------------------------------------------- Security: 30249U101 Meeting Type: Annual Meeting Date: 02-May-2014 Ticker: FTI ISIN: US30249U1016 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: CLARENCE P. CAZALOT, Mgmt For For JR. 1B. ELECTION OF DIRECTOR: ELEAZAR DE CARVALHO Mgmt For For FILHO 1C. ELECTION OF DIRECTOR: C. MAURY DEVINE Mgmt For For 1D. ELECTION OF DIRECTOR: CLAIRE S. FARLEY Mgmt For For 1E. ELECTION OF DIRECTOR: JOHN T. GREMP Mgmt For For 1F. ELECTION OF DIRECTOR: THOMAS M. HAMILTON Mgmt For For 1G. ELECTION OF DIRECTOR: PETER MELLBYE Mgmt For For 1H. ELECTION OF DIRECTOR: JOSEPH H. NETHERLAND Mgmt For For 1I. ELECTION OF DIRECTOR: RICHARD A. PATTAROZZI Mgmt For For 2. RATIFY THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. ADVISORY APPROVAL OF 2013 EXECUTIVE Mgmt For For COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- FREEPORT-MCMORAN COPPER & GOLD INC. Agenda Number: 933842230 -------------------------------------------------------------------------------------------------------------------------- Security: 35671D857 Meeting Type: Annual Meeting Date: 16-Jul-2013 Ticker: FCX ISIN: US35671D8570 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR RICHARD C. ADKERSON Mgmt For For ROBERT J. ALLISON, JR. Mgmt For For ALAN R. BUCKWALTER, III Mgmt For For ROBERT A. DAY Mgmt For For JAMES C. FLORES Mgmt For For GERALD J. FORD Mgmt For For THOMAS A. FRY, III Mgmt For For H. DEVON GRAHAM, JR. Mgmt For For CHARLES C. KRULAK Mgmt For For BOBBY LEE LACKEY Mgmt For For JON C. MADONNA Mgmt For For DUSTAN E. MCCOY Mgmt For For JAMES R. MOFFETT Mgmt For For B.M. RANKIN, JR. Mgmt For For STEPHEN H. SIEGELE Mgmt For For 2 APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt Against Against COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 3 RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 4 STOCKHOLDER PROPOSAL REGARDING THE Shr Against For SELECTION OF A CANDIDATE WITH ENVIRONMENTAL EXPERTISE TO BE RECOMMENDED FOR ELECTION TO THE BOARD OF DIRECTORS. 5 STOCKHOLDER PROPOSAL REGARDING THE Shr For Against REQUIREMENT THAT OUR CHAIRMAN OF THE BOARD OF DIRECTORS BE AN INDEPENDENT MEMBER OF THE BOARD OF DIRECTORS. 6 STOCKHOLDER PROPOSAL REGARDING THE ADOPTION Shr Against For BY THE BOARD OF DIRECTORS OF A POLICY ON BOARD DIVERSITY. 7 STOCKHOLDER PROPOSAL REGARDING THE Shr For Against AMENDMENT OF OUR BYLAWS TO PERMIT STOCKHOLDERS HOLDING 15% OF OUR OUTSTANDING COMMON STOCK TO CALL A SPECIAL MEETING OF STOCKHOLDERS. -------------------------------------------------------------------------------------------------------------------------- FREEPORT-MCMORAN COPPER & GOLD INC. Agenda Number: 933999180 -------------------------------------------------------------------------------------------------------------------------- Security: 35671D857 Meeting Type: Annual Meeting Date: 17-Jun-2014 Ticker: FCX ISIN: US35671D8570 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR RICHARD C. ADKERSON Mgmt For For ROBERT J. ALLISON, JR. Mgmt For For ALAN R. BUCKWALTER, III Mgmt For For ROBERT A. DAY Mgmt For For JAMES C. FLORES Mgmt For For GERALD J. FORD Mgmt For For THOMAS A. FRY, III Mgmt For For H. DEVON GRAHAM, JR. Mgmt For For LYDIA H. KENNARD Mgmt For For CHARLES C. KRULAK Mgmt For For BOBBY LEE LACKEY Mgmt For For JON C. MADONNA Mgmt For For DUSTAN E. MCCOY Mgmt For For JAMES R. MOFFETT Mgmt For For STEPHEN H. SIEGELE Mgmt For For FRANCES FRAGOS TOWNSEND Mgmt For For 2 APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt Against Against COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 3 RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 4 APPROVAL OF THE FREEPORT-MCMORAN COPPER & Mgmt For For GOLD INC. ANNUAL INCENTIVE PLAN. 5 STOCKHOLDER PROPOSAL REGARDING THE Shr Against For SELECTION OF A CANDIDATE WITH ENVIRONMENTAL EXPERTISE TO BE RECOMMENDED FOR ELECTION TO THE BOARD OF DIRECTORS. -------------------------------------------------------------------------------------------------------------------------- GILEAD SCIENCES, INC. Agenda Number: 933943006 -------------------------------------------------------------------------------------------------------------------------- Security: 375558103 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: GILD ISIN: US3755581036 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: JOHN F. COGAN Mgmt For For 1B. ELECTION OF DIRECTOR: ETIENNE F. DAVIGNON Mgmt For For 1C. ELECTION OF DIRECTOR: CARLA A. HILLS Mgmt For For 1D. ELECTION OF DIRECTOR: KEVIN E. LOFTON Mgmt For For 1E. ELECTION OF DIRECTOR: JOHN W. MADIGAN Mgmt For For 1F. ELECTION OF DIRECTOR: JOHN C. MARTIN Mgmt For For 1G. ELECTION OF DIRECTOR: NICHOLAS G. MOORE Mgmt For For 1H. ELECTION OF DIRECTOR: RICHARD J. WHITLEY Mgmt For For 1I. ELECTION OF DIRECTOR: GAYLE E. WILSON Mgmt For For 1J. ELECTION OF DIRECTOR: PER WOLD-OLSEN Mgmt For For 2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For LLP BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF GILEAD FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. 3. TO VOTE ON A PROPOSED AMENDMENT TO GILEAD'S Mgmt Against Against RESTATED CERTIFICATE OF INCORPORATION TO DESIGNATE DELAWARE CHANCERY COURT AS THE EXCLUSIVE FORUM FOR CERTAIN LEGAL ACTIONS. 4. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS PRESENTED IN THE PROXY STATEMENT. 5. TO VOTE ON A STOCKHOLDER PROPOSAL, IF Shr Against For PROPERLY PRESENTED AT THE MEETING, REQUESTING THAT THE BOARD ADOPT A POLICY THAT THE CHAIRMAN OF THE BOARD OF DIRECTORS BE AN INDEPENDENT DIRECTOR. 6. TO VOTE ON A STOCKHOLDER PROPOSAL, IF Shr For Against PROPERLY PRESENTED AT THE MEETING, REQUESTING THAT THE BOARD TAKE STEPS TO PERMIT STOCKHOLDER ACTION BY WRITTEN CONSENT. 7. TO VOTE ON A STOCKHOLDER PROPOSAL, IF Shr Against For PROPERLY PRESENTED AT THE MEETING, REQUESTING THAT THE BOARD ADOPT A POLICY THAT INCENTIVE COMPENSATION FOR THE CHIEF EXECUTIVE OFFICER INCLUDE NON-FINANCIAL MEASURES BASED ON PATIENT ACCESS TO GILEAD'S MEDICINES. -------------------------------------------------------------------------------------------------------------------------- GOOGLE INC. Agenda Number: 933948359 -------------------------------------------------------------------------------------------------------------------------- Security: 38259P508 Meeting Type: Annual Meeting Date: 14-May-2014 Ticker: GOOG ISIN: US38259P5089 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR LARRY PAGE Mgmt For For SERGEY BRIN Mgmt Withheld Against ERIC E. SCHMIDT Mgmt For For L. JOHN DOERR Mgmt For For DIANE B. GREENE Mgmt For For JOHN L. HENNESSY Mgmt For For ANN MATHER Mgmt For For PAUL S. OTELLINI Mgmt For For K. RAM SHRIRAM Mgmt For For SHIRLEY M. TILGHMAN Mgmt For For 2. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For ERNST & YOUNG LLP AS GOOGLE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. 3. THE APPROVAL OF 2013 COMPENSATION AWARDED Mgmt For For TO NAMED EXECUTIVE OFFICERS. 4. A STOCKHOLDER PROPOSAL REGARDING EQUAL Shr For Against SHAREHOLDER VOTING, IF PROPERLY PRESENTED AT THE MEETING. 5. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For REPORT, IF PROPERLY PRESENTED AT THE MEETING. 6. A STOCKHOLDER PROPOSAL REGARDING THE Shr For Against ADOPTION OF A MAJORITY VOTE STANDARD FOR THE ELECTION OF DIRECTORS, IF PROPERLY PRESENTED AT THE MEETING. 7. A STOCKHOLDER PROPOSAL REGARDING TAX POLICY Shr Against For PRINCIPLES, IF PROPERLY PRESENTED AT THE MEETING. 8. A STOCKHOLDER PROPOSAL REGARDING AN Shr For Against INDEPENDENT CHAIRMAN OF THE BOARD POLICY, IF PROPERLY PRESENTED AT THE MEETING. -------------------------------------------------------------------------------------------------------------------------- HEWLETT-PACKARD COMPANY Agenda Number: 933921098 -------------------------------------------------------------------------------------------------------------------------- Security: 428236103 Meeting Type: Annual Meeting Date: 19-Mar-2014 Ticker: HPQ ISIN: US4282361033 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: M.L. ANDREESSEN Mgmt For For 1B. ELECTION OF DIRECTOR: S. BANERJI Mgmt For For 1C. ELECTION OF DIRECTOR: R.R. BENNETT Mgmt For For 1D. ELECTION OF DIRECTOR: R.L. GUPTA Mgmt For For 1E. ELECTION OF DIRECTOR: R.J. LANE Mgmt For For 1F. ELECTION OF DIRECTOR: A.M. LIVERMORE Mgmt For For 1G. ELECTION OF DIRECTOR: R.E. OZZIE Mgmt For For 1H. ELECTION OF DIRECTOR: G.M. REINER Mgmt For For 1I. ELECTION OF DIRECTOR: P.F. RUSSO Mgmt For For 1J. ELECTION OF DIRECTOR: J.A. SKINNER Mgmt For For 1K. ELECTION OF DIRECTOR: M.C. WHITMAN Mgmt For For 1L. ELECTION OF DIRECTOR: R.V. WHITWORTH Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING OCTOBER 31, 2014. 3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION. 4. STOCKHOLDER PROPOSAL RELATED TO THE Shr Against For FORMATION OF A HUMAN RIGHTS COMMITTEE. -------------------------------------------------------------------------------------------------------------------------- HONDA MOTOR CO.,LTD. Agenda Number: 705324022 -------------------------------------------------------------------------------------------------------------------------- Security: J22302111 Meeting Type: AGM Meeting Date: 13-Jun-2014 Ticker: ISIN: JP3854600008 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Mgmt For For 2.2 Appoint a Director Mgmt For For 2.3 Appoint a Director Mgmt For For 2.4 Appoint a Director Mgmt For For 2.5 Appoint a Director Mgmt For For 2.6 Appoint a Director Mgmt For For 2.7 Appoint a Director Mgmt For For 2.8 Appoint a Director Mgmt For For 2.9 Appoint a Director Mgmt For For 2.10 Appoint a Director Mgmt For For 2.11 Appoint a Director Mgmt For For 2.12 Appoint a Director Mgmt For For 2.13 Appoint a Director Mgmt For For -------------------------------------------------------------------------------------------------------------------------- IMI PLC, BIRMINGHAM Agenda Number: 704938197 -------------------------------------------------------------------------------------------------------------------------- Security: G47152106 Meeting Type: OGM Meeting Date: 13-Feb-2014 Ticker: ISIN: GB0004579636 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Special resolution to approve the New Mgmt For For Articles of Association 2 Ordinary resolution to capitalise reserves Mgmt For For and grant directors authority to allot B Shares and C Shares 3 Ordinary resolution to grant directors Mgmt For For authority to allot securities 4 Special resolution to disapply pre-emption Mgmt For For rights 5 Special resolution to authorise market Mgmt For For purchases -------------------------------------------------------------------------------------------------------------------------- IMPERIAL TOBACCO GROUP PLC, BRISTOL Agenda Number: 704891008 -------------------------------------------------------------------------------------------------------------------------- Security: G4721W102 Meeting Type: AGM Meeting Date: 05-Feb-2014 Ticker: ISIN: GB0004544929 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Annual Report and Accounts Mgmt For For 2 Directors' Remuneration Report Mgmt For For 3 Directors' Remuneration Policy Mgmt For For 4 To declare a final dividend Mgmt For For 5 To re-elect Dr K M Burnett Mgmt For For 6 To re-elect Mrs A J Cooper Mgmt For For 7 To re-elect Mr D J Haines Mgmt For For 8 To re-elect Mr M H C Herlihy Mgmt For For 9 To re-elect Ms S E Murray Mgmt For For 10 To re-elect Mr M R Phillips Mgmt For For 11 To elect Mr O R Tant Mgmt For For 12 To re-elect Mr M D Williamson Mgmt For For 13 To re-elect Mr M I Wyman Mgmt For For 14 Re-appointment of Auditors: Mgmt For For PricewaterhouseCoopers LLP 15 Remuneration of Auditors Mgmt For For 16 Donations to political organisations Mgmt For For 17 Authority to allot securities Mgmt For For 18 Disapplication of pre-emption rights Mgmt For For 19 Purchase of own shares Mgmt For For 20 Notice period for general meetings Mgmt For For CMMT 13 DEC 13: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO RECEIPT OF AUDITOR NAME. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- IMPREGILO SPA, MILANO Agenda Number: 704689718 -------------------------------------------------------------------------------------------------------------------------- Security: T31500175 Meeting Type: MIX Meeting Date: 12-Sep-2013 Ticker: ISIN: IT0003865570 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT "PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting AGENDA IS AVAILABLE BY CLICKING ON THE URL LINK: https://materials.proxyvote.com/Approved/99 999Z/19840101/NPS_177170.PDF" O.1 Appointment of three directors Mgmt Against Against E.1 Merger through incorporation of Salini Mgmt For For S.p.A. into IMPREGILO S.p.A., capital reduction of IMPREGILO S.p.A.. any adjournment thereof E.2 Proxy to the board of directors concerning Mgmt For For the capital increase. Amendment of art. 7 of the statute. any adjournment thereof E.3 Proxy to the board of directors concerning Mgmt For For the capital increase issuing convertible bonds. Amendment of art. 7 of the statute. any adjournment thereof E.4 Amendment of art. 33 of the statute. any Mgmt For For adjournment thereof E.5 Amendment of art. 14 of the statute. any Mgmt Against Against adjournment thereof -------------------------------------------------------------------------------------------------------------------------- INDUSTRIA DE DISENO TEXTIL S.A., ARTEIXO, LA COROG Agenda Number: 704613783 -------------------------------------------------------------------------------------------------------------------------- Security: E6282J109 Meeting Type: AGM Meeting Date: 16-Jul-2013 Ticker: ISIN: ES0148396015 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting NOT REACH QUORUM, THERE WILL BE A SECOND CALL ON 17 JUL 2013. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU. 1 Approve individual financial statements Mgmt For For 2 Approve consolidated financial statements, Mgmt For For and discharge of board 3 Approve updated balance sheets to benefit Mgmt For For from new tax regulation 4 Approve allocation of income and dividends Mgmt For For 5 Approve long term incentive plan Mgmt For For 6 Authorize share repurchase program Mgmt For For 7 Advisory vote on remuneration policy report Mgmt For For 8 Authorize board to ratify and execute Mgmt For For approved resolutions CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting CHANGE IN RECORD DATE FROM 11 JUL 2013 TO 09 JUL 2013. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- INTERCONTINENTAL HOTELS GROUP PLC, WINDSOR Agenda Number: 705387808 -------------------------------------------------------------------------------------------------------------------------- Security: G4804L130 Meeting Type: OGM Meeting Date: 30-Jun-2014 Ticker: ISIN: GB00B85KYF37 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 CONSOLIDATION OF SHARE CAPITAL Mgmt For For 2 AUTHORITY TO PURCHASE OWN SHARES Mgmt For For -------------------------------------------------------------------------------------------------------------------------- INTERNATIONAL PAPER COMPANY Agenda Number: 933972362 -------------------------------------------------------------------------------------------------------------------------- Security: 460146103 Meeting Type: Annual Meeting Date: 12-May-2014 Ticker: IP ISIN: US4601461035 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: DAVID J. BRONCZEK Mgmt For For 1B. ELECTION OF DIRECTOR: AHMET C. DORDUNCU Mgmt For For 1C. ELECTION OF DIRECTOR: JOHN V. FARACI Mgmt For For 1D. ELECTION OF DIRECTOR: ILENE S. GORDON Mgmt For For 1E. ELECTION OF DIRECTOR: JAY L. JOHNSON Mgmt For For 1F. ELECTION OF DIRECTOR: STACEY J. MOBLEY Mgmt For For 1G. ELECTION OF DIRECTOR: JOAN E. SPERO Mgmt For For 1H. ELECTION OF DIRECTOR: JOHN L. TOWNSEND, III Mgmt For For 1I. ELECTION OF DIRECTOR: JOHN F. TURNER Mgmt For For 1J. ELECTION OF DIRECTOR: WILLIAM G. WALTER Mgmt For For 1K. ELECTION OF DIRECTOR: J. STEVEN WHISLER Mgmt For For 2 RATIFICATION OF DELOITTE & TOUCHE LLP AS Mgmt For For THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014 3 RE-APPROVAL OF MATERIAL TERMS OF Mgmt For For PERFORMANCE GOALS FOR QUALIFIED PERFORMANCE-BASED AWARDS UNDER THE INTERNATIONAL PAPER COMPANY AMENDED AND RESTATED 2009 INCENTIVE COMPENSATION PLAN 4 A NON-BINDING RESOLUTION TO APPROVE THE Mgmt For For COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS, AS DISCUSSED UNDER THE HEADING "COMPENSATION DISCUSSION & ANALYSIS" 5 SHAREOWNER PROPOSAL CONCERNING AN Shr Against For INDEPENDENT BOARD CHAIRMAN -------------------------------------------------------------------------------------------------------------------------- INTESA SANPAOLO SPA, TORINO/MILANO Agenda Number: 705131439 -------------------------------------------------------------------------------------------------------------------------- Security: T55067101 Meeting Type: MIX Meeting Date: 08-May-2014 Ticker: ISIN: IT0000072618 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting AGENDA IS AVAILABLE BY CLICKING ON THE URL LINK: https://materials.proxyvote.com/Approved/99 999Z/19840101/NPS_201859.PDF O.1 INTEGRATION OF THE LEGAL RESERVE; COVERAGE Mgmt For For OF THE LOSS FOR 2013; DISTRIBUTION OF PART OF THE EXTRAORDINARY RESERVE TO THE SHAREHOLDERS O.2.a REMUNERATION, INVESTMENT PLAN AND OWN Mgmt For For SHARES: REPORT ON REMUNERATION: RESOLUTION PURSUANT TO ART. 123-TER, PARAGRAPH 6 OF LEGISLATIVE DECREE NO. 58/1998 O.2.b REMUNERATION, INVESTMENT PLAN AND OWN Mgmt Against Against SHARES: PROPOSAL FOR APPROVAL OF THE DISCLOSURE DOCUMENT DRAWN UP IN ACCORDANCE WITH ARTICLE 84-BIS OF CONSOB REGULATION NO. 11971 OF 14 MAY 1999, AS SUBSEQUENTLY AMENDED AND INTEGRATED, CONCERNING THE INVESTMENT PLAN BASED ON FINANCIAL INSTRUMENTS OF INTESA SANPAOLO S.P.A. O.2.c REMUNERATION, INVESTMENT PLAN AND OWN Mgmt Against Against SHARES: PURCHASE AND DISPOSAL OF OWN SHARES E.1 PROPOSAL FOR AMENDMENT OF ARTICLE 5 (SHARE Mgmt Against Against CAPITAL) OF THE ARTICLES OF ASSOCIATION, IN RELATION TO THE INVESTMENT PLAN BASED ON FINANCIAL INSTRUMENTS REFERRED TO UNDER ORDINARY PART 2 B) ABOVE E.2 PROPOSAL TO AUTHORISE THE MANAGEMENT BOARD Mgmt Against Against TO INCREASE THE SHARE CAPITAL PURSUANT TO ART. 2349, PARAGRAPH 1, AND ART. 2441, PARAGRAPH 8, OF THE ITALIAN CIVIL CODE FOR THE PURPOSES OF IMPLEMENTING THE INVESTMENT PLAN BASED ON FINANCIAL INSTRUMENTS REFERRED TO UNDER ORDINARY PART 2 B) ABOVE, AND CONSEQUENT AMENDMENT OF ARTICLE 5 (SHARE CAPITAL) OF THE ARTICLES OF ASSOCIATION -------------------------------------------------------------------------------------------------------------------------- JAPAN TOBACCO INC. Agenda Number: 705335594 -------------------------------------------------------------------------------------------------------------------------- Security: J27869106 Meeting Type: AGM Meeting Date: 24-Jun-2014 Ticker: ISIN: JP3726800000 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2 Amend Articles to: Change Fiscal Year End Mgmt For For to December 31, Change Record Date for Interim Dividends to June 30 3.1 Appoint a Director Mgmt For For 3.2 Appoint a Director Mgmt For For 3.3 Appoint a Director Mgmt For For 3.4 Appoint a Director Mgmt For For 3.5 Appoint a Director Mgmt For For 3.6 Appoint a Director Mgmt For For 3.7 Appoint a Director Mgmt For For 3.8 Appoint a Director Mgmt For For 4 Appoint a Substitute Corporate Auditor Mgmt For For 5 Shareholder Proposal: Approve Appropriation Shr Against For of Surplus 6 Shareholder Proposal: Approve Purchase of Shr For Against Own Shares 7 Shareholder Proposal: Amend Articles of Shr For Against Incorporation 8 Shareholder Proposal: Cancellation of all Shr For Against existing Treasury Shares 9 Shareholder Proposal: Amend Articles of Shr Against For Incorporation -------------------------------------------------------------------------------------------------------------------------- JOHNSON & JOHNSON Agenda Number: 933933548 -------------------------------------------------------------------------------------------------------------------------- Security: 478160104 Meeting Type: Annual Meeting Date: 24-Apr-2014 Ticker: JNJ ISIN: US4781601046 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: MARY SUE COLEMAN Mgmt For For 1B. ELECTION OF DIRECTOR: JAMES G. CULLEN Mgmt For For 1C. ELECTION OF DIRECTOR: IAN E.L. DAVIS Mgmt For For 1D. ELECTION OF DIRECTOR: ALEX GORSKY Mgmt For For 1E. ELECTION OF DIRECTOR: SUSAN L. LINDQUIST Mgmt For For 1F. ELECTION OF DIRECTOR: MARK B. MCCLELLAN Mgmt For For 1G. ELECTION OF DIRECTOR: ANNE M. MULCAHY Mgmt For For 1H. ELECTION OF DIRECTOR: LEO F. MULLIN Mgmt For For 1I. ELECTION OF DIRECTOR: WILLIAM D. PEREZ Mgmt For For 1J. ELECTION OF DIRECTOR: CHARLES PRINCE Mgmt For For 1K. ELECTION OF DIRECTOR: A. EUGENE WASHINGTON Mgmt For For 1L. ELECTION OF DIRECTOR: RONALD A. WILLIAMS Mgmt For For 2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION 3. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014 4. SHAREHOLDER PROPOSAL - EXECUTIVES TO RETAIN Shr For Against SIGNIFICANT STOCK -------------------------------------------------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Agenda Number: 933970089 -------------------------------------------------------------------------------------------------------------------------- Security: 46625H100 Meeting Type: Annual Meeting Date: 20-May-2014 Ticker: JPM ISIN: US46625H1005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: LINDA B. BAMMANN Mgmt For For 1B. ELECTION OF DIRECTOR: JAMES A. BELL Mgmt For For 1C. ELECTION OF DIRECTOR: CRANDALL C. BOWLES Mgmt For For 1D. ELECTION OF DIRECTOR: STEPHEN B. BURKE Mgmt For For 1E. ELECTION OF DIRECTOR: JAMES S. CROWN Mgmt For For 1F. ELECTION OF DIRECTOR: JAMES DIMON Mgmt For For 1G. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN Mgmt For For 1H. ELECTION OF DIRECTOR: LABAN P. JACKSON, JR. Mgmt For For 1I. ELECTION OF DIRECTOR: MICHAEL A. NEAL Mgmt For For 1J. ELECTION OF DIRECTOR: LEE R. RAYMOND Mgmt For For 1K. ELECTION OF DIRECTOR: WILLIAM C. WELDON Mgmt For For 2. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 3. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For PUBLIC ACCOUNTING FIRM 4. LOBBYING REPORT - REQUIRE ANNUAL REPORT ON Shr Against For LOBBYING 5. SPECIAL SHAREOWNER MEETINGS - REDUCE Shr For Against THRESHOLD TO 15% RATHER THAN 20% AND REMOVE PROCEDURAL PROVISIONS 6. CUMULATIVE VOTING - REQUIRE CUMULATIVE Shr Against For VOTING FOR DIRECTORS RATHER THAN ONE-SHARE ONE-VOTE -------------------------------------------------------------------------------------------------------------------------- KINGFISHER PLC, LONDON Agenda Number: 705255164 -------------------------------------------------------------------------------------------------------------------------- Security: G5256E441 Meeting Type: AGM Meeting Date: 12-Jun-2014 Ticker: ISIN: GB0033195214 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 THAT THE AUDITED ACCOUNTS FOR THE YEAR Mgmt For For ENDED 1 FEBRUARY 2014 TOGETHER WITH THE DIRECTORS' AND AUDITOR'S REPORT THEREON BE RECEIVED 2 THAT THE DIRECTORS' REMUNERATION POLICY, Mgmt For For THE FULL TEXT OF WHICH IS CONTAINED ON PAGES 49 TO 58 OF THE ANNUAL REPORT AND ACCOUNTS FOR THE FINANCIAL YEAR ENDED 1 FEBRUARY 2014 BE RECEIVED AND APPROVED, SUCH DIRECTORS' REMUNERATION POLICY TO TAKE EFFECT ON THE DATE OF ITS ADOPTION, BEING 12 JUNE 2014 3 THAT THE DIRECTORS' REMUNERATION REPORT Mgmt For For (EXCLUDING THE DIRECTORS' REMUNERATION POLICY) SET OUT ON PAGES 59 TO 68 OF THE ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 1 FEBRUARY 2014 BE RECEIVED AND APPROVED 4 THAT A FINAL DIVIDEND OF 6.78 PENCE PER Mgmt For For ORDINARY SHARE BE DECLARED FOR PAYMENT ON 16 JUNE 2014 TO THOSE SHAREHOLDERS ON THE REGISTER AT THE CLOSE OF BUSINESS ON 16 MAY 2014 5 THAT DANIEL BERNARD BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 6 THAT ANDREW BONFIELD BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 7 THAT PASCAL CAGNI BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 8 THAT CLARE CHAPMAN BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 9 THAT SIR IAN CHESHIRE BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 10 THAT ANDERS DAHLVIG BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 11 THAT JANIS KONG BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 12 THAT KEVIN O'BYRNE BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 13 THAT MARK SELIGMAN BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 14 THAT PHILIPPE TIBLE BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 15 THAT KAREN WITTS BE RE-APPOINTED AS A Mgmt For For DIRECTOR OF THE COMPANY 16 THAT DELOITTE LLP BE RE-APPOINTED AS Mgmt For For AUDITOR OF THE COMPANY TO HOLD OFFICE UNTIL THE CONCLUSION OF THE NEXT GENERAL MEETING AT WHICH ACCOUNTS ARE LAID BEFORE THE COMPANY 17 THAT THE AUDIT COMMITTEE OF THE BOARD BE Mgmt For For AUTHORISED TO DETERMINE THE REMUNERATION OF THE AUDITOR 18 THAT IN ACCORDANCE WITH SECTION 366 OF THE Mgmt For For COMPANIES ACT 2006, THE COMPANY AND ITS SUBSIDIARIES ARE HEREBY AUTHORISED, AT ANY TIME DURING THE PERIOD FOR WHICH THIS RESOLUTION HAS EFFECT, TO: I) MAKE POLITICAL DONATIONS TO POLITICAL PARTIES, POLITICAL ORGANISATIONS OTHER THAN POLITICAL PARTIES AND/OR INDEPENDENT ELECTION CANDIDATES NOT EXCEEDING GBP 75,000 IN TOTAL; AND II) INCUR POLITICAL EXPENDITURE NOT EXCEEDING GBP 75,000 IN TOTAL, PROVIDED THAT THE AGGREGATE AMOUNT OF ANY SUCH DONATIONS AND EXPENDITURE SHALL NOT EXCEED GBP 75,000 DURING THE PERIOD FROM THE DATE OF THIS RESOLUTION UNTIL THE CONCLUSION OF THE NEXT AGM OF THE COMPANY OR, IF EARLIER, ON 1 AUGUST 2015. FOR THE PURPOSE OF THIS RESOLUTION, THE TERMS 'POLITICAL DONATIONS', 'POLITICAL PARTIES', 'INDEPENDENT ELECTION CANDIDATES', 'POLITICAL ORGANISATIONS' AND CONTD CONT CONTD 'POLITICAL EXPENDITURE' HAVE THE Non-Voting MEANINGS SET OUT IN SECTIONS 363 TO 365 OF THE COMPANIES ACT 2006 19 THAT THE DIRECTORS BE GENERALLY AND Mgmt For For UNCONDITIONALLY AUTHORISED, PURSUANT TO SECTION 551 OF THE COMPANIES ACT 2006, TO ALLOT SHARES IN THE COMPANY, AND TO GRANT RIGHTS TO SUBSCRIBE FOR OR TO CONVERT ANY SECURITY INTO SHARES IN THE COMPANY: I) UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP 124,494,647; AND II) COMPRISING EQUITY SECURITIES (AS DEFINED IN SECTION 560(1) OF THE COMPANIES ACT 2006) UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP 248,989,295 (INCLUDING WITHIN SUCH LIMIT ANY SHARES ISSUED OR RIGHTS GRANTED UNDER PARAGRAPH I) ABOVE) IN CONNECTION WITH AN OFFER BY WAY OF A RIGHTS ISSUE: A) TO ORDINARY SHAREHOLDERS IN PROPORTION (AS NEARLY AS MAY BE PRACTICABLE) TO THEIR EXISTING HOLDINGS; AND B) TO HOLDERS OF OTHER EQUITY SECURITIES AS REQUIRED BY THE RIGHTS OF THOSE SECURITIES OR, IF THE DIRECTORS CONSIDER IT NECESSARY, AS CONTD CONT CONTD PERMITTED BY THE RIGHTS OF THOSE Non-Voting SECURITIES, AND SO THAT THE DIRECTORS MAY IMPOSE ANY LIMITS OR RESTRICTIONS AND MAKE ANY ARRANGEMENTS WHICH THEY CONSIDER NECESSARY OR APPROPRIATE TO DEAL WITH TREASURY SHARES, FRACTIONAL ENTITLEMENTS, RECORD DATES, LEGAL, REGULATORY OR PRACTICAL PROBLEMS IN, OR UNDER THE LAWS OF, ANY TERRITORY OR ANY OTHER MATTER. SUCH AUTHORITY SHALL APPLY (UNLESS PREVIOUSLY RENEWED, VARIED OR REVOKED BY THE COMPANY IN GENERAL MEETING) UNTIL THE CONCLUSION OF THE NEXT AGM OF THE COMPANY (OR IF EARLIER, UNTIL THE CLOSE OF BUSINESS ON 1 AUGUST 2015), BUT IN EACH CASE, SO THAT THE COMPANY MAY MAKE OFFERS OR ENTER INTO ANY AGREEMENTS DURING THIS PERIOD WHICH WOULD OR MIGHT REQUIRE RELEVANT SECURITIES TO BE ALLOTTED OR RIGHTS TO SUBSCRIBE FOR OR CONVERT ANY SECURITY SHARES INTO SHARES TO BE GRANTED CONTD CONT CONTD AFTER EXPIRY OF THIS AUTHORITY AND Non-Voting THE DIRECTORS MAY ALLOT RELEVANT SECURITIES AND GRANT SUCH RIGHTS IN PURSUANCE OF THAT OFFER OR AGREEMENT AS IF THIS AUTHORITY HAD NOT EXPIRED 20 THAT, SUBJECT TO THE PASSING OF RESOLUTION Mgmt For For 19, THE DIRECTORS BE AND ARE HEREBY GENERALLY AND UNCONDITIONALLY EMPOWERED PURSUANT TO SECTION 570 OF THE COMPANIES ACT 2006 TO ALLOT EQUITY SECURITIES (AS DEFINED IN SECTION 560(2) OF THE COMPANIES ACT 2006) FOR CASH UNDER THE AUTHORITY GIVEN BY THAT RESOLUTION AND/OR WHERE THE ALLOTMENT IS TREATED AS AN ALLOTMENT OF EQUITY SECURITIES UNDER SECTION 560(3) OF THE COMPANIES ACT 2006, AS IF SECTION 561 OF THE COMPANIES ACT 2006 DID NOT APPLY TO SUCH ALLOTMENT, PROVIDED THAT THIS POWER SHALL BE LIMITED: I) IN THE CASE OF THE AUTHORITY GRANTED UNDER PARAGRAPH I) OF RESOLUTION 19, TO THE ALLOTMENT (OTHERWISE THAN UNDER PARAGRAPH I) ABOVE) OF EQUITY SECURITIES UP TO A NOMINAL VALUE OF GBP 18,674,197; II) TO THE ALLOTMENT OF EQUITY SECURITIES IN CONNECTION WITH AN OFFER OF EQUITY CONTD CONT CONTD SECURITIES (BUT IN CASE OF THE Non-Voting AUTHORITY GRANTED UNDER PARAGRAPH II) OF RESOLUTION 19, BY WAY OF A RIGHTS ISSUE ONLY): A) TO ORDINARY SHAREHOLDERS IN PROPORTION (AS NEARLY AS MAY BE PRACTICABLE) TO THEIR RESPECTIVE EXISTING HOLDINGS; AND B) TO HOLDERS OF OTHER EQUITY SECURITIES, AS REQUIRED BY THE RIGHTS OF THOSE SECURITIES OR, AS THE DIRECTORS OTHERWISE CONSIDER NECESSARY, AND SO THAT THE DIRECTORS MAY IMPOSE ANY LIMITS OR RESTRICTIONS AND MAKE ANY ARRANGEMENTS WHICH THEY CONSIDER NECESSARY OR APPROPRIATE TO DEAL WITH TREASURY SHARES, FRACTIONAL ENTITLEMENTS, RECORD DATES, LEGAL, REGULATORY OR PRACTICAL PROBLEMS IN, OR UNDER THE LAWS OF, ANY TERRITORY OR ANY OTHER MATTER. SUCH AUTHORITIES SHALL APPLY UNTIL THE CONCLUSION OF THE NEXT AGM (OR IF EARLIER, THE CLOSE OF BUSINESS ON 1 AUGUST 2015) BUT IN EACH CASE, SO CONTD CONT CONTD THAT THE COMPANY MAY MAKE OFFERS OR Non-Voting ENTER INTO ANY AGREEMENTS DURING THE PERIOD WHICH WOULD OR MIGHT REQUIRE EQUITY SECURITIES TO BE ALLOTTED AFTER THE EXPIRY OF THIS AUTHORITY AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES IN PURSUANCE OF THAT OFFER OR AGREEMENT AS IF THIS AUTHORITY HAD NOT EXPIRED 21 THAT THE COMPANY BE GENERALLY AND Mgmt For For UNCONDITIONALLY AUTHORISED TO MAKE MARKET PURCHASES (WITHIN THE MEANING OF SECTION 693(4) OF THE COMPANIES ACT 2006) OF ITS ORDINARY SHARES OF 15 5/7 PENCE EACH IN THE CAPITAL OF THE COMPANY PROVIDED THAT: I) THE MAXIMUM NUMBER OF ORDINARY SHARES THAT MAY BE PURCHASED UNDER THIS AUTHORITY IS 237,671,600, BEING JUST UNDER 10% OF THE COMPANY'S ISSUED SHARE CAPITAL AS AT 17 APRIL 2014; II) THE MINIMUM PRICE (EXCLUSIVE OF ALL EXPENSES) WHICH MAY BE PAID FOR AN ORDINARY SHARE IS 15 5/7 PENCE; IIIa) THE MAXIMUM PRICE (EXCLUSIVE OF ALL EXPENSES) WHICH MAY BE PAID FOR EACH ORDINARY SHARE IS THE HIGHER OF: THE AMOUNT EQUAL TO 105% OF THE AVERAGE OF THE MIDDLE MARKET QUOTATIONS OF AN ORDINARY SHARE OF THE COMPANY AS DERIVED FROM THE LONDON STOCK EXCHANGE DAILY OFFICIAL LIST FOR THE FIVE BUSINESS CONTD CONT CONTD DAYS IMMEDIATELY PRECEDING THE DAY ON Non-Voting WHICH THE ORDINARY SHARE IS CONTRACTED TO BE PURCHASED; AND IIIb) THE AMOUNT EQUAL TO THE HIGHER OF THE PRICE OF THE LAST INDEPENDENT TRADE OF AN ORDINARY SHARE AND THE HIGHEST CURRENT INDEPENDENT BID FOR AN ORDINARY SHARE AS STIPULATED BY ARTICLE 5(1) OF THE BUY BACK AND STABILISATION REGULATIONS 2003 (IN EACH CASE EXCLUSIVE OF ALL EXPENSES); IV) THIS AUTHORITY SHALL EXPIRE AT THE CONCLUSION OF THE NEXT AGM (OR, IF EARLIER, THE CLOSE OF BUSINESS ON 1 AUGUST 2015); AND V) A CONTRACT TO PURCHASE ORDINARY SHARES UNDER THIS AUTHORITY MAY BE MADE PRIOR TO THE EXPIRY OF THIS AUTHORITY, AND CONCLUDED IN WHOLE OR IN PART AFTER THE EXPIRY OF THIS AUTHORITY 22 THAT A GENERAL MEETING OTHER THAN AN ANNUAL Mgmt For For GENERAL MEETING MAY BE CALLED ON NOT LESS THAN 14 CLEAR DAYS' NOTICE 23 THAT WITH EFFECT FROM THE END OF THE Mgmt For For MEETING THE COMPANY'S ARTICLES OF ASSOCIATION PRODUCED TO THE MEETING AND INITIALLED BY THE CHAIRMAN OF THE MEETING FOR THE PURPOSE OF IDENTIFICATION BE ADOPTED AS THE ARTICLES OF ASSOCIATION OF THE COMPANY IN SUBSTITUTION FOR, AND TO THE EXCLUSION OF, THE EXISTING ARTICLES OF ASSOCIATION 24 THAT: (I) THE KINGFISHER INCENTIVE SHARE Mgmt For For PLAN (THE KISP), THE PRINCIPAL TERMS OF WHICH ARE SUMMARISED ON PAGES 7 TO 9 OF THIS NOTICE AND THE RULES OF WHICH ARE PRODUCED TO THE MEETING AND INITIALLED BY THE CHAIRMAN FOR THE PURPOSE OF IDENTIFICATION, BE AND IS HEREBY APPROVED AND THAT THE DIRECTORS BE AUTHORISED TO DO ALL ACTS AND THINGS WHICH THEY MAY CONSIDER NECESSARY OR EXPEDIENT TO CARRY THE KISP INTO EFFECT; (II) THE DIRECTORS BE AND ARE HEREBY ALSO AUTHORISED TO APPROVE SCHEDULES TO THE RULES OF THE KISP, MODIFYING THE RULES OF THE KISP TO APPLY IN ANY OVERSEAS JURISDICTIONS TO TAKE ACCOUNT OF LOCAL TAX, EXCHANGE CONTROL OR SECURITIES LAWS, PROVIDED THAT ANY ORDINARY SHARES MADE AVAILABLE UNDER SUCH SCHEDULES ARE TREATED AS COUNTING AGAINST ANY LIMITS ON INDIVIDUAL OR OVERALL PARTICIPATION IN THE KISP -------------------------------------------------------------------------------------------------------------------------- LAGARDERE SCA, PARIS Agenda Number: 705056693 -------------------------------------------------------------------------------------------------------------------------- Security: F5485U100 Meeting Type: AGM Meeting Date: 06-May-2014 Ticker: ISIN: FR0000130213 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 14 APR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0321/201403211400736.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0414/201404141401105.pdf. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. 1 Approval of the annual corporate financial Mgmt For For statements for the financial year ended on December 31, 2013 2 Approval of the consolidated financial Mgmt For For statements for the financial year ended on December 31, 2013 3 Exceptional distribution of an amount of Mgmt For For EUR 6.00 per share taken out of the account Share Premium 4 Allocation of income; setting the dividend Mgmt For For at EUR 10.30 per share, including EUR 1.30 as regular and EUR 9.00 as exceptional, the latter amount being part of an interim payment decided at the end of May 2013 5 Authorization to be granted to the Mgmt For For Management Board for an 18-month period to trade in Company's shares 6 Issuance of a notice on the compensation Mgmt For For owed or paid to Mr. Arnaud Lagardere, CEO for the 2013 financial year 7 Issuance of a notice on the compensation Mgmt For For owed or paid to Mr. Dominique D'Hinnin, Mr. Thierry Funck-Brentano and Mr. Pierre Leroy, Managing Directors for the 2013 financial year 8 Renewal of term of Mr. Xavier de Sarrau as Mgmt For For Supervisory Board member for a four-year period 9 Renewal of term of Mrs. Martine Chene as Mgmt For For Supervisory Board member for a three-year period 10 Renewal of term of Mr. Francois David as Mgmt For For Supervisory Board member for a three-year period 11 Renewal of term of Mr. Pierre Lescure as Mgmt For For Supervisory Board member for a two-year period 12 Renewal of term of Mr. Jean-Claude Magendie Mgmt For For as Supervisory Board member for a four-year period 13 Renewal of term of Mr. Javier Monzon as Mgmt For For Supervisory Board member for a three-year period 14 Renewal of term of Mr. Patrick Valroff as Mgmt For For Supervisory Board member for a four-year period 15 Appointment of Mr. Yves Guillemot as Mgmt Against Against Supervisory Board member for a four-year period, in substitution for Mr. Antoine Arnault resigning 16 Renewal of term of the company Mazars as Mgmt For For principal Statutory Auditor. Appointment of Mr. Thierry Colin as deputy Statutory Auditor for a six-year period 17 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- LENOVO GROUP LTD, HONG KONG Agenda Number: 704975436 -------------------------------------------------------------------------------------------------------------------------- Security: Y5257Y107 Meeting Type: EGM Meeting Date: 18-Mar-2014 Ticker: ISIN: HK0992009065 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A Non-Voting VOTE OF "ABSTAIN" WILL BE TREATED THE SAME AS A "TAKE NO ACTION" VOTE. CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS: http://www.hkexnews.hk/listedco/listconews/ SEHK/2014/0223/LTN20140223007.pdf AND http://www.hkexnews.hk/listedco/listconews/ SEHK/2014/0223/LTN20140223009.pdf 1 Ordinary Resolution in relation to the Mgmt For For Revised Supply Annual Caps and the Revised Royalty Annual Caps (as defined in the circular of the Company dated 24 February 2014) -------------------------------------------------------------------------------------------------------------------------- LYONDELLBASELL INDUSTRIES N.V. Agenda Number: 933954287 -------------------------------------------------------------------------------------------------------------------------- Security: N53745100 Meeting Type: Annual Meeting Date: 16-Apr-2014 Ticker: LYB ISIN: NL0009434992 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. TO ELECT JAGJEET S. BINDRA, CLASS I Mgmt For For DIRECTOR, TO SERVE UNTIL THE ANNUAL GENERAL MEETING IN 2017 1B. TO ELECT MILTON CARROLL, CLASS I DIRECTOR, Mgmt For For TO SERVE UNTIL THE ANNUAL GENERAL MEETING IN 2017 1C. TO ELECT CLAIRE S. FARLEY, CLASS I Mgmt For For DIRECTOR, TO SERVE UNTIL THE ANNUAL GENERAL MEETING IN 2017 1D. TO ELECT RUDY VAN DER MEER, CLASS I Mgmt For For DIRECTOR, TO SERVE UNTIL THE ANNUAL GENERAL MEETING IN 2017 1E. TO ELECT ISABELLA D. GOREN, CLASS II Mgmt For For DIRECTOR, TO SERVE UNTIL THE ANNUAL GENERAL MEETING IN 2015 1F. TO ELECT NANCE K. DICCIANI, CLASS III Mgmt For For DIRECTOR, TO SERVE UNTIL THE ANNUAL GENERAL MEETING IN 2016 2A. TO ELECT MANAGING DIRECTOR TO SERVE A Mgmt For For FOUR-YEAR TERM: KARYN F. OVELMEN 2B. TO ELECT MANAGING DIRECTOR TO SERVE A Mgmt For For FOUR-YEAR TERM: CRAIG B. GLIDDEN 2C. TO ELECT MANAGING DIRECTOR TO SERVE A Mgmt For For FOUR-YEAR TERM: BHAVESH V. PATEL 2D. TO ELECT MANAGING DIRECTOR TO SERVE A Mgmt For For FOUR-YEAR TERM: PATRICK D. QUARLES 2E. TO ELECT MANAGING DIRECTOR TO SERVE A Mgmt For For FOUR-YEAR TERM: TIMOTHY D. ROBERTS 3. ADOPTION OF ANNUAL ACCOUNTS FOR 2013 Mgmt For For 4. DISCHARGE FROM LIABILITY OF SOLE MEMBER OF Mgmt For For THE MANAGEMENT BOARD 5. DISCHARGE FROM LIABILITY OF MEMBERS OF THE Mgmt For For SUPERVISORY BOARD 6. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 7. APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For ACCOUNTANTS N.V. AS OUR AUDITOR FOR THE DUTCH ANNUAL ACCOUNTS 8. RATIFICATION AND APPROVAL OF DIVIDENDS IN Mgmt For For RESPECT OF THE 2013 FISCAL YEAR 9. ADVISORY (NON-BINDING) VOTE APPROVING Mgmt For For EXECUTIVE COMPENSATION 10. APPROVAL TO REPURCHASE UP TO 10% OF ISSUED Mgmt For For SHARE CAPITAL 11. APPROVAL TO CANCEL UP TO 10% OF ISSUED Mgmt For For SHARE CAPITAL HELD IN TREASURY -------------------------------------------------------------------------------------------------------------------------- MACY'S INC. Agenda Number: 933983125 -------------------------------------------------------------------------------------------------------------------------- Security: 55616P104 Meeting Type: Annual Meeting Date: 16-May-2014 Ticker: M ISIN: US55616P1049 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Mgmt For For 1B. ELECTION OF DIRECTOR: DEIRDRE P. CONNELLY Mgmt For For 1C. ELECTION OF DIRECTOR: MEYER FELDBERG Mgmt For For 1D. ELECTION OF DIRECTOR: SARA LEVINSON Mgmt For For 1E. ELECTION OF DIRECTOR: TERRY J. LUNDGREN Mgmt For For 1F. ELECTION OF DIRECTOR: JOSEPH NEUBAUER Mgmt For For 1G. ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For 1H. ELECTION OF DIRECTOR: PAUL C. VARGA Mgmt For For 1I. ELECTION OF DIRECTOR: CRAIG E. WEATHERUP Mgmt For For 1J. ELECTION OF DIRECTOR: MARNA C. WHITTINGTON Mgmt For For 2. THE PROPOSED RATIFICATION OF THE Mgmt For For APPOINTMENT OF KPMG LLP AS MACY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 31, 2015. 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION. 4. APPROVAL OF MACY'S AMENDED AND RESTATED Mgmt For For 2009 OMNIBUS INCENTIVE COMPENSATION PLAN. -------------------------------------------------------------------------------------------------------------------------- MERCK & CO., INC. Agenda Number: 933975180 -------------------------------------------------------------------------------------------------------------------------- Security: 58933Y105 Meeting Type: Annual Meeting Date: 27-May-2014 Ticker: MRK ISIN: US58933Y1055 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: LESLIE A. BRUN Mgmt For For 1B. ELECTION OF DIRECTOR: THOMAS R. CECH Mgmt For For 1C. ELECTION OF DIRECTOR: KENNETH C. FRAZIER Mgmt For For 1D. ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For 1E. ELECTION OF DIRECTOR: WILLIAM B. HARRISON Mgmt For For JR. 1F. ELECTION OF DIRECTOR: C. ROBERT KIDDER Mgmt For For 1G. ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For 1H. ELECTION OF DIRECTOR: CARLOS E. REPRESAS Mgmt For For 1I. ELECTION OF DIRECTOR: PATRICIA F. RUSSO Mgmt For For 1J. ELECTION OF DIRECTOR: CRAIG B. THOMPSON Mgmt For For 1K. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For 1L. ELECTION OF DIRECTOR: PETER C. WENDELL Mgmt For For 2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION. 3. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 4. SHAREHOLDER PROPOSAL CONCERNING Shr For Against SHAREHOLDERS' RIGHT TO ACT BY WRITTEN CONSENT. 5. SHAREHOLDER PROPOSAL CONCERNING SPECIAL Shr For Against SHAREOWNER MEETINGS. -------------------------------------------------------------------------------------------------------------------------- METLIFE, INC. Agenda Number: 933951471 -------------------------------------------------------------------------------------------------------------------------- Security: 59156R108 Meeting Type: Annual Meeting Date: 22-Apr-2014 Ticker: MET ISIN: US59156R1086 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: CHERYL W. GRISE Mgmt For For 1B. ELECTION OF DIRECTOR: CARLOS M. GUTIERREZ Mgmt For For 1C. ELECTION OF DIRECTOR: R. GLENN HUBBARD Mgmt For For 1D. ELECTION OF DIRECTOR: STEVEN A. KANDARIAN Mgmt For For 1E. ELECTION OF DIRECTOR: JOHN M. KEANE Mgmt For For 1F. ELECTION OF DIRECTOR: ALFRED F. KELLY, JR. Mgmt For For 1G. ELECTION OF DIRECTOR: WILLIAM E. KENNARD Mgmt For For 1H. ELECTION OF DIRECTOR: JAMES M. KILTS Mgmt For For 1I. ELECTION OF DIRECTOR: CATHERINE R. KINNEY Mgmt For For 1J. ELECTION OF DIRECTOR: DENISE M. MORRISON Mgmt For For 1K. ELECTION OF DIRECTOR: KENTON J. SICCHITANO Mgmt For For 1L. ELECTION OF DIRECTOR: LULU C. WANG Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For & TOUCHE LLP AS INDEPENDENT AUDITOR FOR 2014. 3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For PAID TO THE COMPANY'S NAMED EXECUTIVE OFFICERS. 4. APPROVAL OF THE METLIFE, INC. 2015 STOCK Mgmt For For AND INCENTIVE COMPENSATION PLAN. 5. APPROVAL OF THE METLIFE, INC. 2015 Mgmt For For NON-MANAGEMENT DIRECTOR STOCK COMPENSATION PLAN. -------------------------------------------------------------------------------------------------------------------------- MICROSOFT CORPORATION Agenda Number: 933883185 -------------------------------------------------------------------------------------------------------------------------- Security: 594918104 Meeting Type: Annual Meeting Date: 19-Nov-2013 Ticker: MSFT ISIN: US5949181045 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. ELECTION OF DIRECTOR: STEVEN A. BALLMER Mgmt For For 2. ELECTION OF DIRECTOR: DINA DUBLON Mgmt For For 3. ELECTION OF DIRECTOR: WILLIAM H. GATES III Mgmt For For 4. ELECTION OF DIRECTOR: MARIA M. KLAWE Mgmt For For 5. ELECTION OF DIRECTOR: STEPHEN J. LUCZO Mgmt For For 6. ELECTION OF DIRECTOR: DAVID F. MARQUARDT Mgmt For For 7. ELECTION OF DIRECTOR: CHARLES H. NOSKI Mgmt For For 8. ELECTION OF DIRECTOR: HELMUT PANKE Mgmt For For 9. ELECTION OF DIRECTOR: JOHN W. THOMPSON Mgmt For For 10. APPROVE MATERIAL TERMS OF THE PERFORMANCE Mgmt For For CRITERIA UNDER THE EXECUTIVE OFFICER INCENTIVE PLAN 11. ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For 12. RATIFICATION OF DELOITTE & TOUCHE LLP AS Mgmt For For OUR INDEPENDENT AUDITOR FOR FISCAL YEAR 2014 -------------------------------------------------------------------------------------------------------------------------- MITSUBISHI ELECTRIC CORPORATION Agenda Number: 705352071 -------------------------------------------------------------------------------------------------------------------------- Security: J43873116 Meeting Type: AGM Meeting Date: 27-Jun-2014 Ticker: ISIN: JP3902400005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1.1 Appoint a Director Mgmt For For 1.2 Appoint a Director Mgmt For For 1.3 Appoint a Director Mgmt For For 1.4 Appoint a Director Mgmt For For 1.5 Appoint a Director Mgmt For For 1.6 Appoint a Director Mgmt For For 1.7 Appoint a Director Mgmt For For 1.8 Appoint a Director Mgmt Against Against 1.9 Appoint a Director Mgmt Against Against 1.10 Appoint a Director Mgmt For For 1.11 Appoint a Director Mgmt For For 1.12 Appoint a Director Mgmt For For -------------------------------------------------------------------------------------------------------------------------- MITSUBISHI UFJ FINANCIAL GROUP,INC. Agenda Number: 705378304 -------------------------------------------------------------------------------------------------------------------------- Security: J44497105 Meeting Type: AGM Meeting Date: 27-Jun-2014 Ticker: ISIN: JP3902900004 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Mgmt For For 2.2 Appoint a Director Mgmt For For 2.3 Appoint a Director Mgmt For For 2.4 Appoint a Director Mgmt For For 2.5 Appoint a Director Mgmt For For 2.6 Appoint a Director Mgmt For For 2.7 Appoint a Director Mgmt For For 2.8 Appoint a Director Mgmt For For 2.9 Appoint a Director Mgmt For For 2.10 Appoint a Director Mgmt For For 2.11 Appoint a Director Mgmt For For 2.12 Appoint a Director Mgmt For For 2.13 Appoint a Director Mgmt For For 2.14 Appoint a Director Mgmt For For 2.15 Appoint a Director Mgmt For For 3 Appoint a Corporate Auditor Mgmt Against Against 4 Amend the Compensation to be received by Mgmt For For Directors -------------------------------------------------------------------------------------------------------------------------- MIZUHO FINANCIAL GROUP,INC. Agenda Number: 705343109 -------------------------------------------------------------------------------------------------------------------------- Security: J4599L102 Meeting Type: AGM Meeting Date: 24-Jun-2014 Ticker: ISIN: JP3885780001 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt Against Against 2 Amend Articles to: Establish the Articles Mgmt For For Related to Company with Committees, Reduce Capital Shares to be issued to 52,214,752,000 shares, Eliminate the Articles Related to Class XIII preferred stock, Eliminate the Articles Related to Allowing the Board of Directors to Authorize the Company to Purchase Own Shares, Allow The Director concurrently serving as President and Executive Officer to Convene and Chair a Shareholders Meeting, Reduce Term of Office of Directors to One Year, Allow the Board of Directors to Authorize Use of Approve Appropriation of Surplus 3.1 Appoint a Director Mgmt For For 3.2 Appoint a Director Mgmt For For 3.3 Appoint a Director Mgmt For For 3.4 Appoint a Director Mgmt For For 3.5 Appoint a Director Mgmt For For 3.6 Appoint a Director Mgmt For For 3.7 Appoint a Director Mgmt For For 3.8 Appoint a Director Mgmt For For 3.9 Appoint a Director Mgmt For For 3.10 Appoint a Director Mgmt For For 3.11 Appoint a Director Mgmt Against Against 3.12 Appoint a Director Mgmt For For 3.13 Appoint a Director Mgmt For For 4 Shareholder Proposal: Amend Articles of Shr Against For Incorporation (Preparation of an evaluation report in an appropriate manner) 5 Shareholder Proposal: Approve Appropriation Shr For Against of Surplus 6 Shareholder Proposal: Amend Articles of Shr Against For Incorporation (Statement of concurrent offices) 7 Shareholder Proposal: Amend Articles of Shr For Against Incorporation (Exercise of voting rights of shares held for strategic reasons) 8 Shareholder Proposal: Amend Articles of Shr Against For Incorporation (Prohibition of discrimination against foreigners) 9 Shareholder Proposal: Amend Articles of Shr Against For Incorporation (Assignment of identification numbers) 10 Shareholder Proposal: Amend Articles of Shr Against For Incorporation (Commitment to refrain from undermining shareholders or providing loans to anti-social elements) 11 Shareholder Proposal: Amend Articles of Shr Against For Incorporation (Disclosure of exercise of voting rights by shareholders with fiduciary responsibility) 12 Shareholder Proposal: Amend Articles of Shr Against For Incorporation (Prohibition of displaying fictitious orders and manipulating stock prices for Green Sheet issues, and disclosure of correct information) -------------------------------------------------------------------------------------------------------------------------- MOHAWK INDUSTRIES, INC. Agenda Number: 933954718 -------------------------------------------------------------------------------------------------------------------------- Security: 608190104 Meeting Type: Annual Meeting Date: 15-May-2014 Ticker: MHK ISIN: US6081901042 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR MR. ILL Mgmt For For MR. LORBERBAUM Mgmt For For DR. SMITH BOGART Mgmt For For 2. THE RATIFICATION OF THE SELECTION OF KPMG Mgmt For For LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION, AS DISCLOSED IN THE COMPANY'S PROXY STATEMENT FOR THE 2014 ANNUAL MEETING OF STOCKHOLDERS -------------------------------------------------------------------------------------------------------------------------- MONDELEZ INTERNATIONAL, INC. Agenda Number: 933952360 -------------------------------------------------------------------------------------------------------------------------- Security: 609207105 Meeting Type: Annual Meeting Date: 21-May-2014 Ticker: MDLZ ISIN: US6092071058 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Mgmt For For 1B. ELECTION OF DIRECTOR: LEWIS W.K. BOOTH Mgmt For For 1C. ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For 1D. ELECTION OF DIRECTOR: MARK D. KETCHUM Mgmt For For 1E. ELECTION OF DIRECTOR: JORGE S. MESQUITA Mgmt For For 1F. ELECTION OF DIRECTOR: NELSON PELTZ Mgmt For For 1G. ELECTION OF DIRECTOR: FREDRIC G. REYNOLDS Mgmt For For 1H. ELECTION OF DIRECTOR: IRENE B. ROSENFELD Mgmt For For 1I. ELECTION OF DIRECTOR: PATRICK T. SIEWERT Mgmt For For 1J. ELECTION OF DIRECTOR: RUTH J. SIMMONS Mgmt For For 1K. ELECTION OF DIRECTOR: RATAN N. TATA Mgmt For For 1L. ELECTION OF DIRECTOR: JEAN-FRANCOIS M.L. Mgmt For For VAN BOXMEER 2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 3. APPROVE MONDELEZ INTERNATIONAL, INC. Mgmt For For AMENDED AND RESTATED 2005 PERFORMANCE INCENTIVE PLAN 4. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR FISCAL YEAR ENDING DECEMBER 31, 2014 5. SHAREHOLDER PROPOSAL: REPORT ON PACKAGING Shr Against For -------------------------------------------------------------------------------------------------------------------------- NATIONAL GRID PLC, LONDON Agenda Number: 704601081 -------------------------------------------------------------------------------------------------------------------------- Security: G6375K151 Meeting Type: AGM Meeting Date: 29-Jul-2013 Ticker: ISIN: GB00B08SNH34 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To receive the Annual Report and Accounts Mgmt For For 2 To declare a final dividend Mgmt For For 3 To re-elect Sir Peter Gershon Mgmt For For 4 To re-elect Steve Holliday Mgmt For For 5 To re-elect Andrew Bonfield Mgmt For For 6 To re-elect Tom King Mgmt For For 7 To re-elect Nick Winser Mgmt For For 8 To re-elect Philip Aiken Mgmt For For 9 To re-elect Nora Mead Brownell Mgmt For For 10 To elect Jonathan Dawson Mgmt For For 11 To re-elect Paul Golby Mgmt For For 12 To re-elect Ruth Kelly Mgmt For For 13 To re-elect Maria Richter Mgmt For For 14 To elect Mark Williamson Mgmt For For 15 To re-appoint the auditors Mgmt For For PricewaterhouseCoopers LLP 16 To authorise the Directors to set the Mgmt For For auditors' remuneration 17 To approve the Directors' Remuneration Mgmt For For Report 18 To authorise the Directors to allot Mgmt For For ordinary shares 19 To disapply pre-emption rights Mgmt For For 20 To authorise the Company to purchase its Mgmt For For own ordinary shares 21 To authorise the Directors to hold general Mgmt For For meetings on 14 clear days' notice -------------------------------------------------------------------------------------------------------------------------- NATIXIS, PARIS Agenda Number: 704625168 -------------------------------------------------------------------------------------------------------------------------- Security: F6483L100 Meeting Type: OGM Meeting Date: 31-Jul-2013 Ticker: ISIN: FR0000120685 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting SHAREOWNERS ONLY: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 013/0624/201306241303639.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: https://balo.journal-officiel.gouv.fr/pdf/2 013/0715/201307151304119.pdf. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. 1 Allocating the total amount of the account Mgmt For For Residual Retained Earnings to the account Other reserves 2 Exceptional distribution in cash Mgmt For For 3 Appointment of Mr. Nicolas de Tavernost as Mgmt Against Against Director 4 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- NATIXIS, PARIS Agenda Number: 705046111 -------------------------------------------------------------------------------------------------------------------------- Security: F6483L100 Meeting Type: OGM Meeting Date: 20-May-2014 Ticker: ISIN: FR0000120685 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. 1 Approve financial statements and statutory Mgmt For For reports 2 Approve consolidated financial statements Mgmt For For and statutory reports 3 Approve allocation of income and dividends Mgmt For For of EUR 0.16 per share 4 Approve auditors' special report on Mgmt For For related-party transactions 5 Approve amendment N1 to severance payment Mgmt For For agreement and non-competition agreement with Laurent Mignon 6 Advisory vote on compensation of Francois Mgmt For For Perol, Chairman 7 Advisory vote on compensation of Laurent Mgmt Against Against Mignon, CEO 8 Advisory vote on the overall envelope of Mgmt For For compensation of certain senior management, responsible officers and the risk-takers 9 Set limit for variable remuneration of Mgmt For For certain senior management, responsible officers and the risk-takers 10 Ratify appointment of Michel Grass as Mgmt Against Against director 11 Authorize repurchase of upto 10 percent of Mgmt For For issued share capital 12 Authorize filing of required Mgmt For For documents/other formalities CMMT 05 MAY 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: http://www.journal-officiel.gouv.fr//pdf/20 14/0411/201404111401063.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF BALO LINK AND ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0505/201405051401632.pdf AND CHANGE IN MEETING TYPE TO OGM. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU -------------------------------------------------------------------------------------------------------------------------- NESTLE SA, CHAM UND VEVEY Agenda Number: 705020763 -------------------------------------------------------------------------------------------------------------------------- Security: H57312649 Meeting Type: AGM Meeting Date: 10-Apr-2014 Ticker: ISIN: CH0038863350 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting AGENDA AND MEETING ATTENDANCE REQUESTS ONLY. PLEASE ENSURE THAT YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION OF SHARES IN PART 1 OF THE MEETING. IT IS A MARKET REQUIREMENT FOR MEETINGS OF THIS TYPE THAT THE SHARES ARE REGISTERED AND MOVED TO A REGISTERED LOCATION AT THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION FOLLOWING A TRADE. THEREFORE WHILST THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT ARE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED FOR SETTLEMENT. DEREGISTRATION CAN AFFECT THE VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGARDING YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE 1.1 Approval of the Annual Report, the Mgmt For For financial statements of Nestle S.A. and the consolidated financial statements of the Nestle Group for 2013 1.2 Acceptance of the Compensation Report 2013 Mgmt For For (advisory vote) 2 Release of the members of the Board of Mgmt For For Directors and of the Management 3 Appropriation of profits resulting from the Mgmt For For balance sheet of Nestle S.A. (proposed dividend) for the financial year 2013 4 Revision of the Articles of Association. Mgmt For For Adaptation to new Swiss Company Law 5.1.1 Re-election to the Board of Directors: Mr Mgmt For For Peter Brabeck-Letmathe 5.1.2 Re-election to the Board of Directors: Mr Mgmt For For Paul Bulcke 5.1.3 Re-election to the Board of Directors: Mr Mgmt For For Andreas Koopmann 5.1.4 Re-election to the Board of Directors: Mr Mgmt For For Rolf Hanggi 5.1.5 Re-election to the Board of Directors: Mr Mgmt For For Beat Hess 5.1.6 Re-election to the Board of Directors: Mr Mgmt For For Daniel Borel 5.1.7 Re-election to the Board of Directors: Mr Mgmt For For Steven G. Hoch 5.1.8 Re-election to the Board of Directors: Ms Mgmt For For Naina Lal Kidwai 5.1.9 Re-election to the Board of Directors: Ms Mgmt For For Titia de Lange 5.110 Re-election to the Board of Directors: Mr Mgmt For For Jean-Pierre Roth 5.111 Re-election to the Board of Directors: Ms Mgmt For For Ann M. Veneman 5.112 Re-election to the Board of Directors: Mr Mgmt For For Henri de Castries 5.113 Re-election to the Board of Directors: Ms Mgmt For For Eva Cheng 5.2 Election of the Chairman of the Board of Mgmt For For Directors: Mr Peter Brabeck-Letmathe 5.3.1 Election of the member of the Compensation Mgmt For For Committee: Mr Beat Hess 5.3.2 Election of the member of the Compensation Mgmt For For Committee: Mr Daniel Borel 5.3.3 Election of the member of the Compensation Mgmt For For Committee: Mr Andreas Koopmann 5.3.4 Election of the member of the Compensation Mgmt For For Committee: Mr Jean-Pierre Roth 5.4 Re-election of the statutory auditors KPMG Mgmt For For SA, Geneva branch 5.5 Election of the Independent Representative Mgmt For For Hartmann Dreyer, Attorneys-at-Law CMMT In the event of a new or modified proposal Non-Voting by a shareholder during the General Meeting, I instruct the independent representative to vote according to the following instruction: INSTRUCT "FOR" ON ONE RESOLUTION AMONG 6.1, 6.2 AND 6.3 TO SHOW WHICH VOTING OPTION YOU CHOOSE IN THE EVENT OF NEW OR MODIFIED PROPOSALS. INSTRUCT "CLEAR" ON THE REMAINING TWO RESOLUTIONS 6.1 Vote in accordance with the proposal of the Mgmt No vote Board of Directors 6.2 Vote against the proposal of the Board of Shr No vote Directors 6.3 Abstain Shr For Against -------------------------------------------------------------------------------------------------------------------------- NETFLIX, INC. Agenda Number: 933995889 -------------------------------------------------------------------------------------------------------------------------- Security: 64110L106 Meeting Type: Annual Meeting Date: 09-Jun-2014 Ticker: NFLX ISIN: US64110L1061 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR REED HASTINGS Mgmt Withheld Against JAY C. HOAG Mgmt Withheld Against A. GEORGE (SKIP) BATTLE Mgmt Withheld Against 2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2014. 3. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For EXECUTIVE OFFICER COMPENSATION. 4. TO APPROVE THE COMPANY'S PERFORMANCE BONUS Mgmt For For PLAN. 5. CONSIDERATION OF A STOCKHOLDER PROPOSAL TO Shr For Against REPEAL THE COMPANY'S CLASSIFIED BOARD, IF PROPERLY PRESENTED AT THE MEETING. 6. CONSIDERATION OF A STOCKHOLDER PROPOSAL Shr For Against REGARDING MAJORITY VOTE STANDARD IN DIRECTOR ELECTIONS, IF PROPERLY PRESENTED AT THE MEETING. 7. CONSIDERATION OF A STOCKHOLDER PROPOSAL Shr For Against REGARDING RIGHT TO VOTE REGARDING POISON PILLS, IF PROPERLY PRESENTED AT THE MEETING. 8. CONSIDERATION OF A STOCKHOLDER PROPOSAL Shr For Against REGARDING CONFIDENTIAL VOTING, IF PROPERLY PRESENTED AT THE MEETING. 9. CONSIDERATION OF A STOCKHOLDER PROPOSAL Shr For Against REGARDING AN INDEPENDENT BOARD CHAIR, IF PROPERLY PRESENTED AT THE MEETING. -------------------------------------------------------------------------------------------------------------------------- NEXTERA ENERGY, INC. Agenda Number: 933956611 -------------------------------------------------------------------------------------------------------------------------- Security: 65339F101 Meeting Type: Annual Meeting Date: 22-May-2014 Ticker: NEE ISIN: US65339F1012 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SHERRY S. BARRAT Mgmt For For 1B. ELECTION OF DIRECTOR: ROBERT M. BEALL, II Mgmt For For 1C. ELECTION OF DIRECTOR: JAMES L. CAMAREN Mgmt For For 1D. ELECTION OF DIRECTOR: KENNETH B. DUNN Mgmt For For 1E. ELECTION OF DIRECTOR: KIRK S. HACHIGIAN Mgmt For For 1F. ELECTION OF DIRECTOR: TONI JENNINGS Mgmt For For 1G. ELECTION OF DIRECTOR: JAMES L. ROBO Mgmt For For 1H. ELECTION OF DIRECTOR: RUDY E. SCHUPP Mgmt For For 1I. ELECTION OF DIRECTOR: JOHN L. SKOLDS Mgmt For For 1J. ELECTION OF DIRECTOR: WILLIAM H. SWANSON Mgmt For For 1K. ELECTION OF DIRECTOR: HANSEL E. TOOKES, II Mgmt For For 2. RATIFICATION OF APPOINTMENT OF DELOITTE & Mgmt For For TOUCHE LLP AS NEXTERA ENERGY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. APPROVAL, BY NON-BINDING ADVISORY VOTE, OF Mgmt For For NEXTERA ENERGY'S COMPENSATION OF ITS NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY STATEMENT. 4. SHAREHOLDER PROPOSAL - ELIMINATE Shr For Against SUPERMAJORITY VOTE REQUIREMENTS IN ARTICLES OF INCORPORATION AND BYLAWS. -------------------------------------------------------------------------------------------------------------------------- NIPPON TELEGRAPH AND TELEPHONE CORPORATION Agenda Number: 705343274 -------------------------------------------------------------------------------------------------------------------------- Security: J59396101 Meeting Type: AGM Meeting Date: 26-Jun-2014 Ticker: ISIN: JP3735400008 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Mgmt For For 2.2 Appoint a Director Mgmt For For 2.3 Appoint a Director Mgmt For For 2.4 Appoint a Director Mgmt For For 2.5 Appoint a Director Mgmt For For 2.6 Appoint a Director Mgmt For For 2.7 Appoint a Director Mgmt For For 2.8 Appoint a Director Mgmt For For 2.9 Appoint a Director Mgmt For For 2.10 Appoint a Director Mgmt For For 2.11 Appoint a Director Mgmt For For 3.1 Appoint a Corporate Auditor Mgmt For For 3.2 Appoint a Corporate Auditor Mgmt For For -------------------------------------------------------------------------------------------------------------------------- NOKIA CORP, ESPOO Agenda Number: 705276839 -------------------------------------------------------------------------------------------------------------------------- Security: X61873133 Meeting Type: AGM Meeting Date: 17-Jun-2014 Ticker: ISIN: FI0009000681 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 312177 DUE TO RECEIPT OF DIRECTOR NAMES. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT A POA IS NEEDED TO APPOINT OWN Non-Voting REPRESENTATIVE BUT IS NOT NEEDED IF A FINNISH SUB/BANK IS APPOINTED EXCEPT IF THE SHAREHOLDER IS FINNISH THEN A POA WOULD STILL BE REQUIRED. CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTIONS 8, 10, 11, 12.1 TO 12.9, 13 AND 14. THANK YOU. 1 OPENING OF THE MEETING Non-Voting 2 MATTERS OF ORDER FOR THE MEETING Non-Voting 3 ELECTION OF THE PERSONS TO CONFIRM THE Non-Voting MINUTES AND TO VERIFY THE COUNTING OF VOTES 4 RECORDING THE LEGAL CONVENING OF THE Non-Voting MEETING AND QUORUM 5 RECORDING THE ATTENDANCE AT THE MEETING AND Non-Voting ADOPTION OF THE LIST OF VOTES 6 PRESENTATION OF THE ANNUAL ACCOUNTS, THE Non-Voting REVIEW BY THE BOARD OF DIRECTORS AND THE AUDITOR'S REPORT FOR THE YEAR 2013 7 ADOPTION OF THE ANNUAL ACCOUNTS Mgmt For For 8 RESOLUTION ON THE USE OF THE PROFIT SHOWN Mgmt For For ON THE BALANCE SHEET AND THE PAYMENT OF DIVIDEND: THE BOARD PROPOSES TO THE ANNUAL GENERAL MEETING THAT AN ORDINARY DIVIDEND OF EUR 0.11 PER SHARE BE PAID FOR THE FISCAL YEAR 2013. IN ADDITION THE BOARD PROPOSES THAT IN LINE WITH THE CAPITAL STRUCTURE OPTIMIZATION PROGRAM DECIDED BY THE BOARD A SPECIAL DIVIDEND OF EUR 0.26 PER SHARE BE PAID. THE AGGREGATE DIVIDEND WOULD BE PAID TO SHAREHOLDERS REGISTERED IN THE REGISTER OF SHAREHOLDERS OF THE COMPANY ON THE RECORD DATE OF THE DIVIDEND PAYMENT, JUNE 23, 2014. THE BOARD PROPOSES THAT THE DIVIDEND WILL BE PAID ON OR ABOUT JULY 3, 2014 9 RESOLUTION ON THE DISCHARGE OF THE MEMBERS Mgmt For For OF THE BOARD OF DIRECTORS AND THE PRESIDENT AND CEO FROM LIABILITY 10 RESOLUTION ON THE REMUNERATION OF THE Mgmt For For MEMBERS OF THE BOARD OF DIRECTORS 11 RESOLUTION ON THE NUMBER OF MEMBERS OF THE Mgmt For For BOARD OF DIRECTORS. THE BOARD'S CORPORATE GOVERNANCE AND NOMINATION COMMITTEE PROPOSES TO THE ANNUAL GENERAL MEETING THAT THE NUMBER OF BOARD MEMBERS BE NINE 12.1 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: VIVEK BADRINATH 12.2 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: BRUCE BROWN 12.3 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: ELIZABETH DOHERTY 12.4 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: JOUKO KARVINEN 12.5 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: MARTEN MICKOS 12.6 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: ELIZABETH NELSON 12.7 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: RISTO SIILASMAA 12.8 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: KARI STADIGH 12.9 ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: DENNIS STRIGL 13 RESOLUTION ON THE REMUNERATION OF THE Mgmt For For AUDITOR 14 ELECTION OF AUDITOR. THE BOARD'S AUDIT Mgmt For For COMMITTEE PROPOSES TO THE ANNUAL GENERAL MEETING THAT PRICEWATERHOUSECOOPERS OY BE RE-ELECTED AS THE AUDITOR OF THE COMPANY FOR THE FISCAL YEAR 2014 15 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For RESOLVE TO REPURCHASE THE COMPANY'S OWN SHARES 16 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For RESOLVE ON THE ISSUANCE OF SHARES AND SPECIAL RIGHTS ENTITLING TO SHARES 17 CLOSING OF THE MEETING Non-Voting -------------------------------------------------------------------------------------------------------------------------- NORDEA BANK AB, STOCKHOLM Agenda Number: 704980487 -------------------------------------------------------------------------------------------------------------------------- Security: W57996105 Meeting Type: AGM Meeting Date: 20-Mar-2014 Ticker: ISIN: SE0000427361 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 279293 DUE TO CHANGE IN THE VOTING STATUS OF RESOLUTION 22. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting AN AGAINST VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF PARTICIPANTS TO PASS A RESOLUTION 1 Election of a chairman for the general Non-Voting meeting: Eva Hagg, member of the Swedish Bar Association 2 Preparation and approval of the voting list Non-Voting 3 Approval of the agenda Non-Voting 4 Election of at least one minutes checker Non-Voting 5 Determination whether the general meeting Non-Voting has been duly convened 6 Submission of the annual report and Non-Voting consolidated accounts, and of the audit report and the group audit report In connection herewith: speech by the Group CEO 7 Adoption of the income statement and the Non-Voting consolidated income statement, and the balance sheet and the consolidated balance sheet 8 Decision on dispositions of the Company's Mgmt For For profit according to the adopted balance sheet: The board of directors and the CEO propose a dividend of 0.43 EURO per share, and further, that the record date for dividend should be 25 March 2014. With this record date, the dividend is scheduled to be sent out by Euroclear Sweden AB on 1 April 2014 9 Decision regarding discharge from liability Mgmt For For for the members of the board of directors and the CEO (The auditor recommends discharge from liability) 10 Determination of the number of board Mgmt For For members: The nomination committee's proposal: The number of board members shall, for the period until the end of the next annual general meeting, be nine 11 Determination of the number of auditors: Mgmt For For The nomination committee's proposal: The number of auditors shall, for the period until the end of the next annual general meeting, be one 12 Determination of fees for board members and Mgmt For For auditors: The nomination committee's proposal: The fees for the board of directors shall amount to 259,550 Euro for the chairman, 123,250 Euro for the vice chairman and 80,250 Euro per member for the other members. In addition, fees shall be payable for committee work in the remuneration committee, the audit committee and the risk committee amounting to 21,350 Euro for the committee chairman and 15,150 Euro for the other members. Remuneration is not paid to members who are employees of the Nordea Group. The nomination committee's proposal: Fees to the auditors shall be payable as per approved invoice 13 Election of board members and chairman of Mgmt For For the board: The nomination committee's proposal: For the period until the end of the next annual general meeting Bjorn Wahlroos, Marie Ehrling, Elisabeth Grieg, Svein Jacobsen, Tom Knutzen, Lars G Nordstrom, Sarah Russell and Kari Stadigh shall be re-elected as board members and Robin Lawther shall be elected as board member. For the period until the end of the next annual general meeting Bjorn Wahlroos shall be re-elected chairman 14 Election of auditors: The nomination Mgmt For For committee's proposal: For the period until the end of the next annual general meeting KPMG AB shall be re-elected auditor 15 Resolution on establishment of a nomination Mgmt For For committee 16 Resolution on authorization for the board Mgmt For For of directors to decide on issue of convertible instruments in the Company 17.a Resolution on authorization for the board Mgmt For For of directors to decide on: Acquisition of shares in the Company 17.b Resolution on authorization for the board Mgmt For For of directors to decide on: Conveyance of shares in the Company 18 Resolution on purchase of own shares Mgmt For For according to chapter 7 section 6 of the Swedish Securities Market Act (lagen (2007:528) om vardepappersmarknaden) 19 Resolution on guidelines for remuneration Mgmt For For to the executive officers 20 Resolution on a maximum ratio between the Mgmt For For fixed and the variable component of the total remuneration 21 Resolution on a special examination Mgmt Against Against according to chapter 10 section 21 of the Swedish Companies Act at the proposal of the shareholder Thorwald Arvidsson 22 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: Resolution to assign the board of directors/CEO to take the initiative to an integration institute in Landskrona - Ven - Copenhagen and to give a first contribution in a suitable manner, at the proposal of the shareholder Tommy Jonasson -------------------------------------------------------------------------------------------------------------------------- NOVARTIS AG, BASEL Agenda Number: 704953238 -------------------------------------------------------------------------------------------------------------------------- Security: H5820Q150 Meeting Type: AGM Meeting Date: 25-Feb-2014 Ticker: ISIN: CH0012005267 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting AGENDA AND MEETING ATTENDANCE REQUESTS ONLY. PLEASE ENSURE THAT YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION OF SHARES IN PART 1 OF THE MEETING. IT IS A MARKET REQUIREMENT FOR MEETINGS OF THIS TYPE THAT THE SHARES ARE REGISTERED AND MOVED TO A REGISTERED LOCATION AT THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION FOLLOWING A TRADE. THEREFORE WHILST THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT ARE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED FOR SETTLEMENT. DEREGISTRATION CAN AFFECT THE VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGARDING YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE 1 Approval of the Annual Report, the Mgmt For For Financial Statements of Novartis AG and the Group Consolidated Financial Statements for the Business Year 2013 2 Discharge from Liability of the Members of Mgmt Against Against the Board of Directors and the Executive Committee 3 Appropriation of Available Earnings of Mgmt For For Novartis AG and Declaration of Dividend: CHF 2.45 per share 4.1 Advisory Vote on Total Compensation for Mgmt Against Against Members of the Board of Directors from the Annual General Meeting 2014 to the Annual General Meeting 2015 4.2 Advisory Vote on Total Compensation for Mgmt For For Members of the Executive Committee for the Performance Cycle Ending in 2013 5.1 Re-election of Joerg Reinhardt, Ph.D., and Mgmt For For election as Chairman of the Board of Directors 5.2 Re-election of Dimitri Azar, M.D., MBA Mgmt For For 5.3 Re-election of Verena A. Briner, M.D. Mgmt For For 5.4 Re-election of Srikant Datar, Ph.D. Mgmt For For 5.5 Re-election of Ann Fudge Mgmt For For 5.6 Re-election of Pierre Landolt, Ph.D. Mgmt For For 5.7 Re-election of Ulrich Lehner, Ph.D. Mgmt For For 5.8 Re-election of Andreas von Planta, Ph.D. Mgmt For For 5.9 Re-election of Charles L. Sawyers, M.D. Mgmt For For 5.10 Re-election of Enrico Vanni, Ph.D. Mgmt For For 5.11 Re-election of William T. Winters Mgmt For For 6.1 Election of Srikant Datar, Ph.D., as member Mgmt Against Against of the Compensation Committee 6.2 Election of Ann Fudge as member of the Mgmt For For Compensation Committee 6.3 Election of Ulrich Lehner, Ph.D., as member Mgmt Against Against of the Compensation Committee 6.4 Election of Enrico Vanni, Ph.D., as member Mgmt Against Against of the Compensation Committee 7 Re-election of the Auditor: Mgmt For For PricewaterhouseCoopers AG 8 Election of lic. iur. Peter Andreas Zahn, Mgmt For For Advokat, Basel, as the Independent Proxy 9 In the case of ad-hoc/Miscellaneous Mgmt Abstain Against shareholder motions proposed during the general meeting, I authorize my proxy to act as follows in accordance with the board of directors -------------------------------------------------------------------------------------------------------------------------- NXP SEMICONDUCTOR NV Agenda Number: 933943892 -------------------------------------------------------------------------------------------------------------------------- Security: N6596X109 Meeting Type: Special Meeting Date: 28-Mar-2014 Ticker: NXPI ISIN: NL0009538784 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. PROPOSAL TO APPOINT MR. E. MEURICE AS Mgmt For For NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM APRIL 1, 2014 -------------------------------------------------------------------------------------------------------------------------- NXP SEMICONDUCTOR NV Agenda Number: 934014945 -------------------------------------------------------------------------------------------------------------------------- Security: N6596X109 Meeting Type: Annual Meeting Date: 20-May-2014 Ticker: NXPI ISIN: NL0009538784 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 2C. ADOPTION OF THE 2013 FINANCIAL STATEMENTS Mgmt For For 2D. GRANTING DISCHARGE TO THE DIRECTORS FOR Mgmt For For THEIR MANAGEMENT DURING THE PAST FINANCIAL YEAR 3A. PROPOSAL TO RE-APPOINT MR. RICHARD L. Mgmt For For CLEMMER AS EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3B. PROPOSAL TO RE-APPOINT SIR PETER BONFIELD Mgmt For For AS NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3C. PROPOSAL TO RE-APPOINT MR. JOHANNES P. HUTH Mgmt Against Against AS NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3D. PROPOSAL TO RE-APPOINT MR. KENNETH A. Mgmt For For GOLDMAN AS NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3E. PROPOSAL TO RE-APPOINT DR. MARION HELMES AS Mgmt For For NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3F. PROPOSAL TO RE-APPOINT MR. JOSEPH KAESER AS Mgmt For For NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3G. PROPOSAL TO RE-APPOINT MR. IAN LORING AS Mgmt For For NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3H. PROPOSAL TO RE-APPOINT MR. ERIC MEURICE AS Mgmt For For NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3I. PROPOSAL TO RE-APPOINT MS. JULIE SOUTHERN Mgmt For For AS NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM MAY 20, 2014 3J. PROPOSAL TO APPOINT DR. RICK TSAI AS Mgmt For For NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH EFFECT FROM JULY 1, 2014 4. AUTHORISATION TO REPURCHASE SHARES IN THE Mgmt For For COMPANY'S CAPITAL 5. AUTHORISATION TO CANCEL REPURCHASED SHARES Mgmt For For IN THE COMPANY'S CAPITAL -------------------------------------------------------------------------------------------------------------------------- OCCIDENTAL PETROLEUM CORPORATION Agenda Number: 933956724 -------------------------------------------------------------------------------------------------------------------------- Security: 674599105 Meeting Type: Annual Meeting Date: 02-May-2014 Ticker: OXY ISIN: US6745991058 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SPENCER ABRAHAM Mgmt For For 1B. ELECTION OF DIRECTOR: HOWARD I. ATKINS Mgmt For For 1C. ELECTION OF DIRECTOR: EUGENE L. BATCHELDER Mgmt For For 1D. ELECTION OF DIRECTOR: STEPHEN I. CHAZEN Mgmt For For 1E. ELECTION OF DIRECTOR: EDWARD P. DJEREJIAN Mgmt For For 1F. ELECTION OF DIRECTOR: JOHN E. FEICK Mgmt For For 1G. ELECTION OF DIRECTOR: MARGARET M. FORAN Mgmt For For 1H. ELECTION OF DIRECTOR: CARLOS M. GUTIERREZ Mgmt For For 1I. ELECTION OF DIRECTOR: WILLIAM R. KLESSE Mgmt For For 1J. ELECTION OF DIRECTOR: AVEDICK B. POLADIAN Mgmt For For 1K. ELECTION OF DIRECTOR: ELISSE B. WALTER Mgmt For For 2. ONE-YEAR WAIVER OF DIRECTOR AGE RESTRICTION Mgmt For For FOR EDWARD P.DJEREJIAN, AN INDEPENDENT DIRECTOR. 3. ADVISORY VOTE APPROVING EXECUTIVE Mgmt For For COMPENSATION. 4. ABILITY OF STOCKHOLDERS TO ACT BY WRITTEN Mgmt For For CONSENT. 5. SEPARATION OF THE ROLES OF THE CHAIRMAN OF Mgmt For For THE BOARD AND THE CHIEF EXECUTIVE OFFICER. 6. RATIFICATION OF INDEPENDENT AUDITORS. Mgmt For For 7. EXECUTIVES TO RETAIN SIGNIFICANT STOCK. Shr For Against 8. REVIEW LOBBYING AT FEDERAL, STATE, LOCAL Shr Against For LEVELS. 9. QUANTITATIVE RISK MANAGEMENT REPORTING FOR Shr Against For HYDRAULIC FRACTURING OPERATIONS. 10. FUGITIVE METHANE EMISSIONS AND FLARING Shr Against For REPORT. -------------------------------------------------------------------------------------------------------------------------- ORACLE CORPORATION Agenda Number: 933878300 -------------------------------------------------------------------------------------------------------------------------- Security: 68389X105 Meeting Type: Annual Meeting Date: 31-Oct-2013 Ticker: ORCL ISIN: US68389X1054 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR JEFFREY S. BERG Mgmt Withheld Against H. RAYMOND BINGHAM Mgmt Withheld Against MICHAEL J. BOSKIN Mgmt Withheld Against SAFRA A. CATZ Mgmt For For BRUCE R. CHIZEN Mgmt Withheld Against GEORGE H. CONRADES Mgmt Withheld Against LAWRENCE J. ELLISON Mgmt For For HECTOR GARCIA-MOLINA Mgmt Withheld Against JEFFREY O. HENLEY Mgmt Withheld Against MARK V. HURD Mgmt For For NAOMI O. SELIGMAN Mgmt Withheld Against 2 ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt Against Against COMPENSATION. ` 3 APPROVAL OF AMENDMENT TO THE LONG-TERM Mgmt For For EQUITY INCENTIVE PLAN. 4 RATIFICATION OF THE SELECTION OF ERNST & Mgmt For For YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2014. 5 STOCKHOLDER PROPOSAL REGARDING ESTABLISHING Shr Against For A BOARD COMMITTEE ON HUMAN RIGHTS. 6 STOCKHOLDER PROPOSAL REGARDING INDEPENDENT Shr For Against BOARD CHAIRMAN. 7 STOCKHOLDER PROPOSAL REGARDING VOTE Shr Against For TABULATION. 8 STOCKHOLDER PROPOSAL REGARDING MULTIPLE Shr For Against PERFORMANCE METRICS. 9 STOCKHOLDER PROPOSAL REGARDING QUANTIFIABLE Shr For Against PERFORMANCE METRICS. -------------------------------------------------------------------------------------------------------------------------- PANDORA A/S, GLOSTRUP Agenda Number: 704976692 -------------------------------------------------------------------------------------------------------------------------- Security: K7681L102 Meeting Type: AGM Meeting Date: 19-Mar-2014 Ticker: ISIN: DK0060252690 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT IN THE MAJORITY OF MEETINGS THE VOTES ARE Non-Voting CAST WITH THE REGISTRAR WHO WILL FOLLOW CLIENT INSTRUCTIONS. IN A SMALL PERCENTAGE OF MEETINGS THERE IS NO REGISTRAR AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE BOARD OR A BOARD MEMBER AS PROXY. CLIENTS CAN ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE REPRESENTED AT THE MEETING IS TO SEND YOUR OWN REPRESENTATIVE OR ATTEND THE MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR AN ADDED FEE IF REQUESTED. THANK YOU CMMT PLEASE BE ADVISED THAT SPLIT AND PARTIAL Non-Voting VOTING IS NOT AUTHORISED FOR A BENEFICIAL OWNER IN THE DANISH MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN FOR FURTHER INFORMATION. 1 Receive report of board Non-Voting 2 Accept financial statements and statutory Mgmt For For reports 3.1 Approve remuneration of directors for 2013 Mgmt For For 3.2 Approve remuneration of directors for 2014 Mgmt For For 4 Approve allocation of income and dividends Mgmt For For of DKK 6.50 per share 5 Approve Discharge of Management and Board Mgmt For For 6a1 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER (Kjeld Beyer) PROPOSAL: Approve amendments to company's notices convening annual general meetings 6a2 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER (Kjeld Beyer) PROPOSAL: Approve changes to company's website 6a3 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER (Kjeld Beyer) PROPOSAL: Provide meal to shareholder at agm 6b1 Approve DKK 2 million reduction in share Mgmt For For capital via share cancellation and amendment of article 4.1 in the Company's Articles of Association 6b2a Amend articles re: editorial Mgmt For For amendments:Articles 4.4 and 4.4.a 6b2b Amend articles re: share registrar:Articles Mgmt For For 6.4 and 6.8 6b2c Amend articles re: attending general Mgmt For For meeting:Article 9.4 6b2d Amend articles re: postal vote Mgmt For For deadline:Article 9.6 6b2e Amend articles re: board of Mgmt For For directors:Article 11.1 6b2f Approve publication of information in Mgmt For For English :Article 15.1 6b3 Approve amendments to remuneration policy Mgmt For For 6b4 Approve amendments to guidelines on Mgmt For For incentive payment 6b5 Authorize editorial changes to adopted Mgmt For For resolutions in connection with registration with Danish authorities 7a Re-elect Marcello Bottoli as director Mgmt For For 7b Re-elect Christian Frigast as director Mgmt For For 7c Re-elect Bjorn Gulden as director Mgmt For For 7d Re-elect Andrea Alvey as director Mgmt For For 7e Re-elect Torben Sorensen as director Mgmt For For 7f Re-elect Nikolaj Vejlsgaard as director Mgmt For For 7g Re-elect Ronica Wang as director Mgmt For For 7h Re-elect Anders Boyer-Sogaard as director Mgmt For For 7i Elect Per Bank as new director Mgmt For For 7j Elect Michael Sorensen as new director Mgmt For For 8 Re-election of Ernst & Young P/S Mgmt Abstain Against 9 Other business Non-Voting CMMT 27 FEB 2014: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO MODIFICATION TO THE TEXT OF RESOLUTIONS 6B1, 6B2F AND 8. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- PHILLIPS 66 Agenda Number: 933944010 -------------------------------------------------------------------------------------------------------------------------- Security: 718546104 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: PSX ISIN: US7185461040 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: WILLIAM R. LOOMIS, Mgmt For For JR. 1B. ELECTION OF DIRECTOR: GLENN F. TILTON Mgmt For For 1C. ELECTION OF DIRECTOR: MARNA C. WHITTINGTON Mgmt For For 2. PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt For For & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR PHILLIPS 66 FOR 2014. 3. SAY ON PAY - AN ADVISORY (NON-BINDING) VOTE Mgmt For For ON THE APPROVAL OF EXECUTIVE COMPENSATION. 4. GREENHOUSE GAS REDUCTION GOALS. Shr Against For -------------------------------------------------------------------------------------------------------------------------- PPG INDUSTRIES, INC. Agenda Number: 933927191 -------------------------------------------------------------------------------------------------------------------------- Security: 693506107 Meeting Type: Annual Meeting Date: 17-Apr-2014 Ticker: PPG ISIN: US6935061076 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR STEPHEN F. ANGEL Mgmt For For HUGH GRANT Mgmt For For MICHELE J. HOOPER Mgmt For For 2. PROPOSAL TO APPROVE THE COMPENSATION OF THE Mgmt For For COMPANY'S NAMED EXECUTIVE OFFICERS ON AN ADVISORY BASIS. 3. PROPOSAL TO APPROVE AN AMENDMENT TO THE Mgmt For For COMPANY'S ARTICLES OF INCORPORATION TO REPLACE THE SUPERMAJORITY VOTING REQUIREMENTS. 4. PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 5. SHAREHOLDER PROPOSAL FOR AN INDEPENDENT Shr Against For BOARD CHAIRMAN. -------------------------------------------------------------------------------------------------------------------------- PRUDENTIAL PLC, LONDON Agenda Number: 705233815 -------------------------------------------------------------------------------------------------------------------------- Security: G72899100 Meeting Type: AGM Meeting Date: 15-May-2014 Ticker: ISIN: GB0007099541 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 312974 DUE TO CHANGE IN DIRECTOR NAMES AND SEQUENCE OF DIRECTOR NAMES. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. 1 TO RECEIVE AND CONSIDER THE ACCOUNTS, Mgmt For For STRATEGIC REPORT, DIRECTORS' REMUNERATION REPORT, DIRECTORS' REPORT AND THE AUDITORS' REPORT (THE ANNUAL REPORT) 2 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For POLICY 3 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For REPORT (OTHER THAN THE DIRECTORS' REMUNERATION POLICY) 4 TO DECLARE A FINAL DIVIDEND OF 23.84 PENCE Mgmt For For PER ORDINARY SHARE OF THE COMPANY 5 TO ELECT MR PIERRE-OLIVIER BOUEE AS A Mgmt For For DIRECTOR 6 TO ELECT MS JACQUELINE HUNT AS A DIRECTOR Mgmt For For 7 TO ELECT MR ANTHONY NIGHTINGALE AS A Mgmt For For DIRECTOR 8 TO ELECT MS ALICE SCHROEDER AS A DIRECTOR Mgmt For For 9 TO RE-ELECT SIR HOWARD DAVIES AS A DIRECTOR Mgmt For For 10 TO RE-ELECT MS ANN GODBEHERE AS A DIRECTOR Mgmt For For 11 TO RE-ELECT MR ALEXANDER JOHNSTON AS A Mgmt For For DIRECTOR 12 TO RE-ELECT MR PAUL MANDUCA AS A DIRECTOR Mgmt For For 13 TO RE-ELECT MR MICHAEL MCLINTOCK AS A Mgmt For For DIRECTOR 14 TO RE-ELECT MR KAIKHUSHRU NARGOLWALA AS A Mgmt For For DIRECTOR 15 TO RE-ELECT MR NICOLAOS NICANDROU AS A Mgmt For For DIRECTOR 16 TO RE-ELECT MR PHILIP REMNANT AS A DIRECTOR Mgmt For For 17 TO RE-ELECT MR BARRY STOWE AS A DIRECTOR Mgmt For For 18 TO RE-ELECT MR TIDJANE THIAM AS A DIRECTOR Mgmt For For 19 TO RE-ELECT LORD TURNBULL AS A DIRECTOR Mgmt For For 20 TO RE-ELECT MR MICHAEL WELLS AS A DIRECTOR Mgmt For For 21 TO APPOINT KPMG LLP AS THE COMPANY'S Mgmt For For AUDITOR 22 TO AUTHORISE THE DIRECTORS TO DETERMINE THE Mgmt For For AMOUNT OF THE AUDITOR'S REMUNERATION 23 RENEWAL OF THE AUTHORITY TO MAKE POLITICAL Mgmt For For DONATIONS 24 RENEWAL OF AUTHORITY TO ALLOT ORDINARY Mgmt For For SHARES 25 RENEWAL OF EXTENSION OF AUTHORITY TO ALLOT Mgmt For For ORDINARY SHARES TO INCLUDE REPURCHASED SHARES 26 RENEWAL OF AUTHORITY TO ALLOT PREFERENCE Mgmt For For SHARES 27 RENEWAL OF AUTHORITY FOR DISAPPLICATION OF Mgmt For For PRE-EMPTION RIGHTS 28 RENEWAL OF AUTHORITY FOR PURCHASE OF OWN Mgmt For For SHARES 29 RENEWAL OF AUTHORITY IN RESPECT OF NOTICE Mgmt For For FOR GENERAL MEETINGS -------------------------------------------------------------------------------------------------------------------------- RANGE RESOURCES CORPORATION Agenda Number: 933965456 -------------------------------------------------------------------------------------------------------------------------- Security: 75281A109 Meeting Type: Annual Meeting Date: 20-May-2014 Ticker: RRC ISIN: US75281A1097 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: ANTHONY V. DUB Mgmt For For 1B. ELECTION OF DIRECTOR: V. RICHARD EALES Mgmt For For 1C. ELECTION OF DIRECTOR: ALLEN FINKELSON Mgmt For For 1D. ELECTION OF DIRECTOR: JAMES M. FUNK Mgmt For For 1E. ELECTION OF DIRECTOR: JONATHAN S. LINKER Mgmt For For 1F. ELECTION OF DIRECTOR: MARY RALPH LOWE Mgmt For For 1G. ELECTION OF DIRECTOR: KEVIN S. MCCARTHY Mgmt For For 1H. ELECTION OF DIRECTOR: JOHN H. PINKERTON Mgmt For For 1I. ELECTION OF DIRECTOR: JEFFREY L. VENTURA Mgmt For For 2. A PROPOSAL TO APPROVE THE COMPENSATION Mgmt For For PHILOSOPHY, POLICIES AND PROCEDURES DESCRIBED IN THE COMPENSATION DISCUSSION AND ANALYSIS. 3. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AS OF AND FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. 4. STOCKHOLDER PROPOSAL - A PROPOSAL Shr Against For REQUESTING A REPORT REGARDING FUGITIVE METHANE EMISSIONS. -------------------------------------------------------------------------------------------------------------------------- RECKITT BENCKISER GROUP PLC, SLOUGH Agenda Number: 705110257 -------------------------------------------------------------------------------------------------------------------------- Security: G74079107 Meeting Type: AGM Meeting Date: 07-May-2014 Ticker: ISIN: GB00B24CGK77 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 THAT THE COMPANY'S ACCOUNTS AND THE REPORTS Mgmt For For OF THE DIRECTORS AND THE AUDITORS FOR THE YEAR ENDED 31 DECEMBER 2013 BE RECEIVED 2 THAT THE DIRECTORS' REMUNERATION POLICY AS Mgmt For For SET OUT ON PAGES 35 TO 40 OF THE ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2013 BE APPROVED 3 THAT THE DIRECTORS' REMUNERATION REPORT Mgmt Abstain Against (EXCLUDING THE DIRECTORS' REMUNERATION POLICY) FOR THE YEAR ENDED 31 DECEMBER 2013 BE APPROVED 4 THAT THE FINAL DIVIDEND RECOMMENDED BY THE Mgmt For For DIRECTORS OF 77P PER ORDINARY SHARE FOR THE YEAR ENDED 31 DECEMBER 2013 BE DECLARED PAYABLE AND PAID ON 29 MAY 2014 TO ALL SHAREHOLDERS ON THE REGISTER AT THE CLOSE OF BUSINESS ON 21 FEBRUARY 2014 5 THAT ADRIAN BELLAMY (MEMBER OF THE Mgmt For For NOMINATION AND REMUNERATION COMMITTEES) BE RE-ELECTED AS A DIRECTOR 6 THAT PETER HARF (MEMBER OF THE NOMINATION Mgmt For For COMMITTEE) BE RE-ELECTED AS A DIRECTOR 7 THAT ADRIAN HENNAH BE RE-ELECTED AS A Mgmt For For DIRECTOR 8 THAT KENNETH HYDON (MEMBER OF THE AUDIT AND Mgmt For For NOMINATION COMMITTEES) BE RE-ELECTED AS A DIRECTOR 9 THAT RAKESH KAPOOR (MEMBER OF THE Mgmt For For NOMINATION COMMITTEE) BE RE-ELECTED AS A DIRECTOR 10 THAT ANDRE LACROIX (MEMBER OF THE AUDIT AND Mgmt For For NOMINATION COMMITTEES) BE RE-ELECTED AS A DIRECTOR 11 THAT JUDITH SPRIESER (MEMBER OF THE Mgmt For For NOMINATION AND REMUNERATION COMMITTEES) BE RE-ELECTED AS A DIRECTOR 12 THAT WARREN TUCKER (MEMBER OF THE AUDIT AND Mgmt For For NOMINATION COMMITTEES) BE RE-ELECTED AS A DIRECTOR 13 THAT NICANDRO DURANTE (MEMBER OF THE Mgmt For For NOMINATION COMMITTEE), WHO WAS APPOINTED TO THE BOARD SINCE THE DATE OF THE LAST AGM, BE ELECTED AS A DIRECTOR 14 THAT PRICEWATERHOUSECOOPERS LLP BE Mgmt For For RE-APPOINTED AUDITORS OF THE COMPANY TO HOLD OFFICE UNTIL THE CONCLUSION OF THE NEXT GENERAL MEETING AT WHICH ACCOUNTS ARE LAID BEFORE THE COMPANY 15 THAT THE DIRECTORS BE AUTHORISED TO FIX THE Mgmt For For REMUNERATION OF THE AUDITORS 16 THAT IN ACCORDANCE WITH S366 AND S367 OF Mgmt For For THE COMPANIES ACT 2006 (THE 2006 ACT) THE COMPANY AND ANY UK REGISTERED COMPANY WHICH IS OR BECOMES A SUBSIDIARY OF THE COMPANY DURING THE PERIOD TO WHICH THIS RESOLUTION RELATES BE AUTHORISED TO: A) MAKE POLITICAL DONATIONS TO POLITICAL PARTIES AND/OR INDEPENDENT ELECTION CANDIDATES UP TO A TOTAL AGGREGATE AMOUNT OF GBP 50,000; B) MAKE POLITICAL DONATIONS TO POLITICAL ORGANISATIONS OTHER THAN POLITICAL PARTIES UP TO A TOTAL AGGREGATE AMOUNT OF GBP 50,000; AND C) INCUR POLITICAL EXPENDITURE UP TO A TOTAL AGGREGATE AMOUNT OF GBP 50,000 DURING THE PERIOD FROM THE DATE OF THIS RESOLUTION UNTIL THE CONCLUSION OF THE NEXT AGM OF THE COMPANY IN 2015, PROVIDED THAT THE TOTAL AGGREGATE AMOUNT OF ALL SUCH DONATIONS AND EXPENDITURE INCURRED BY THE COMPANY AND ITS UK SUBSIDIARIES IN SUCH CONTD CONT CONTD PERIOD SHALL NOT EXCEED GBP 50,000. Non-Voting FOR THE PURPOSE OF THIS RESOLUTION, THE TERMS 'POLITICAL DONATIONS', 'POLITICAL PARTIES', 'INDEPENDENT ELECTION CANDIDATES', 'POLITICAL ORGANISATIONS' AND 'POLITICAL EXPENDITURE' HAVE THE MEANINGS SET OUT IN S363 TO S365 OF THE 2006 ACT 17 THAT THE DIRECTORS BE GENERALLY AND Mgmt For For UNCONDITIONALLY AUTHORISED TO EXERCISE ALL THE POWERS OF THE COMPANY TO ALLOT SHARES OR GRANT RIGHTS TO SUBSCRIBE FOR OR CONVERT ANY SECURITY INTO SHARES OF THE COMPANY UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP 20,800,000 AND SO THAT THE DIRECTORS MAY IMPOSE ANY LIMITS OR RESTRICTIONS AND MAKE ANY ARRANGEMENTS WHICH IT CONSIDERS NECESSARY OR APPROPRIATE TO DEAL WITH TREASURY SHARES, FRACTIONAL ENTITLEMENTS, RECORD DATES, LEGAL, REGULATORY OR PRACTICAL PROBLEMS IN, OR UNDER THE LAWS OF, ANY TERRITORY OR ANY OTHER MATTER, SUCH AUTHORITIES TO APPLY UNTIL THE END OF NEXT YEAR'S AGM (OR, IF EARLIER, UNTIL THE CLOSE OF BUSINESS ON 30 JUNE 2015), SAVE THAT UNDER SUCH AUTHORITY THE COMPANY MAY MAKE OFFERS AND ENTER INTO AGREEMENTS DURING THE RELEVANT PERIOD WHICH WOULD, OR MIGHT, REQUIRE SHARES CONTD CONT CONTD TO BE ALLOTTED OR RIGHTS TO SUBSCRIBE Non-Voting FOR OR CONVERT SECURITIES INTO SHARES TO BE GRANTED AFTER THE AUTHORITY ENDS AND THE DIRECTORS MAY ALLOT SHARES OR GRANT RIGHTS TO SUBSCRIBE FOR OR CONVERT SECURITIES INTO SHARES UNDER ANY SUCH OFFER OR AGREEMENT AS IF THE AUTHORITY HAD NOT ENDED 18 THAT IF RESOLUTION 17 IS PASSED, THE Mgmt For For DIRECTORS BE GIVEN POWER TO ALLOT EQUITY SECURITIES (AS DEFINED IN THE 2006 ACT) FOR CASH UNDER THE AUTHORITY GIVEN BY THAT RESOLUTION AND/OR TO SELL ORDINARY SHARES HELD BY THE COMPANY AS TREASURY SHARES FOR CASH AS IF S561 OF THE 2006 ACT DID NOT APPLY TO ANY SUCH ALLOTMENT OR SALE, SUCH POWER TO BE LIMITED: A) TO THE ALLOTMENT OF EQUITY SECURITIES AND SALE OF TREASURY SHARES FOR CASH IN CONNECTION WITH AN OFFER OF, OR INVITATION TO APPLY FOR, EQUITY SECURITIES TO SHAREHOLDERS IN PROPORTION (AS NEARLY AS MAY BE PRACTICABLE) TO THEIR EXISTING HOLDINGS AND THAT THE DIRECTORS MAY IMPOSE ANY LIMITS OR RESTRICTIONS AND MAKE ANY ARRANGEMENTS WHICH THEY CONSIDER NECESSARY OR APPROPRIATE TO DEAL WITH TREASURY SHARES, FRACTIONAL ENTITLEMENTS, RECORD DATES, LEGAL, REGULATORY OR PRACTICAL CONTD CONT CONTD PROBLEMS IN, OR UNDER THE LAWS OF, Non-Voting ANY TERRITORY OR ANY OTHER MATTER; AND B) IN THE CASE OF THE AUTHORITY GRANTED UNDER PARAGRAPH (A) OF THIS RESOLUTION AND/OR IN THE CASE OF ANY TRANSFER OF TREASURY SHARES WHICH IS TREATED AS AN ALLOTMENT OF EQUITY SECURITIES UNDER S560(3) OF THE 2006 ACT, TO THE ALLOTMENT (OTHERWISE THAN UNDER PARAGRAPH (A) ABOVE) OF EQUITY SECURITIES UP TO A NOMINAL AMOUNT OF GBP 3,500,000 SUCH POWER TO APPLY UNTIL THE END OF NEXT YEAR'S AGM (OR, IF EARLIER, UNTIL THE CLOSE OF BUSINESS ON 30 JUNE 2015) BUT DURING THIS PERIOD THE COMPANY MAY MAKE OFFERS, AND ENTER INTO AGREEMENTS, WHICH WOULD, OR MIGHT, REQUIRE EQUITY SECURITIES TO BE ALLOTTED (AND TREASURY SHARES TO BE SOLD) AFTER THE POWER ENDS AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES UNDER ANY SUCH OFFER OR AGREEMENT AS IF THE POWER HAD CONTD CONT CONTD NOT EXPIRED Non-Voting 19 THAT THE COMPANY BE AND IT IS HEREBY Mgmt For For GENERALLY AND UNCONDITIONALLY AUTHORISED FOR THE PURPOSES OF S701 OF THE 2006 ACT TO MAKE MARKET PURCHASES (WITHIN THE MEANING OF S693(4) OF THE 2006 ACT) OF ORDINARY SHARES OF 10P EACH IN THE CAPITAL OF THE COMPANY (ORDINARY SHARES) PROVIDED THAT: A) THE MAXIMUM NUMBER OF ORDINARY SHARES WHICH MAY BE PURCHASED IS 73,000,000 ORDINARY SHARES (REPRESENTING LESS THAN 10% OF THE COMPANY'S ISSUED ORDINARY SHARE CAPITAL AS AT 7 MARCH 2014); B) THE MAXIMUM PRICE AT WHICH ORDINARY SHARES MAY BE PURCHASED IS AN AMOUNT EQUAL TO THE HIGHER OF (I) 5% ABOVE THE AVERAGE OF THE MIDDLE MARKET QUOTATIONS FOR THE ORDINARY SHARES AS TAKEN FROM THE LONDON STOCK EXCHANGE DAILY OFFICIAL LIST FOR THE FIVE BUSINESS DAYS PRECEDING THE DATE OF PURCHASE; AND (II) THAT STIPULATED BY ARTICLE 5(1) OF THE EU CONTD CONT CONTD BUYBACK AND STABILISATION REGULATIONS Non-Voting 2003 (NO. 2273/2003); AND THE MINIMUM PRICE IS 10P PER ORDINARY SHARE, IN BOTH CASES EXCLUSIVE OF EXPENSES; C) THE AUTHORITY TO PURCHASE CONFERRED BY THIS RESOLUTION SHALL EXPIRE ON THE EARLIER OF 30 JUNE 2015 OR ON THE DATE OF THE AGM OF THE COMPANY IN 2015 SAVE THAT THE COMPANY MAY, BEFORE SUCH EXPIRY, ENTER INTO A CONTRACT TO PURCHASE ORDINARY SHARES UNDER WHICH SUCH PURCHASE WILL OR MAY BE COMPLETED OR EXECUTED WHOLLY OR PARTLY AFTER THE EXPIRATION OF THIS AUTHORITY AND MAY MAKE A PURCHASE OF ORDINARY SHARES IN PURSUANCE OF ANY SUCH CONTRACT; AND D) ALL ORDINARY SHARES PURCHASED PURSUANT TO THE SAID AUTHORITY SHALL BE EITHER: I) CANCELLED IMMEDIATELY UPON COMPLETION OF THE PURCHASE; OR II) HELD, SOLD, TRANSFERRED OR OTHERWISE DEALT WITH AS TREASURY SHARES IN ACCORDANCE WITH CONTD CONT CONTD THE PROVISIONS OF THE 2006 ACT Non-Voting 20 THAT A GENERAL MEETING OTHER THAN AN AGM Mgmt For For MAY BE CALLED ON NOT LESS THAN 14 CLEAR DAYS' NOTICE -------------------------------------------------------------------------------------------------------------------------- REYNOLDS AMERICAN INC. Agenda Number: 933941759 -------------------------------------------------------------------------------------------------------------------------- Security: 761713106 Meeting Type: Annual Meeting Date: 08-May-2014 Ticker: RAI ISIN: US7617131062 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF CLASS I DIRECTOR: SUSAN M. Mgmt For For CAMERON 1B. ELECTION OF CLASS I DIRECTOR: LUC JOBIN Mgmt For For 1C. ELECTION OF CLASS I DIRECTOR: NANA MENSAH Mgmt For For 1D. ELECTION OF CLASS I DIRECTOR: RONALD S. Mgmt For For ROLFE 1E. ELECTION OF CLASS I DIRECTOR: JOHN J. Mgmt For For ZILLMER 1F. ELECTION OF CLASS II DIRECTOR: SIR NICHOLAS Mgmt For For SCHEELE 2. APPROVAL OF THE REYNOLDS AMERICAN INC. Mgmt For For AMENDED AND RESTATED 2009 OMNIBUS INCENTIVE COMPENSATION PLAN 3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For OF NAMED EXECUTIVE OFFICERS 4. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For AS INDEPENDENT AUDITORS 5. SHAREHOLDER PROPOSAL ON DISCLOSURE OF Shr Against For LOBBYING POLICIES AND PRACTICES 6. SHAREHOLDER PROPOSAL ON ANIMAL TESTING Shr Against For -------------------------------------------------------------------------------------------------------------------------- ROYAL PHILIPS NV, EINDHOVEN Agenda Number: 704976832 -------------------------------------------------------------------------------------------------------------------------- Security: N6817P109 Meeting Type: AGM Meeting Date: 01-May-2014 Ticker: ISIN: NL0000009538 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 President's Speech Non-Voting 2a Receive explanation on the implementation Non-Voting of the remuneration policy 2b Receive explanation on policy on additions Non-Voting to reserves and dividends 2c Proposal to adopt financial statements Mgmt For For 2d Proposal to adopt a dividend of EUR 0.80 Mgmt For For per share 2e Proposal to discharge the members of the Mgmt For For Board of Management for their responsibilities 2f Proposal to discharge the members of the Mgmt For For Supervisory Board for their responsibilities 3 Proposal to appoint Ms Orit Gadiesh as Mgmt For For member the Supervisory Board 4 Proposal to re-appoint KPMG as external Mgmt For For auditor for an interim period of one year 5a Proposal to authorize the Board of Mgmt For For Management for a period of 18 months, per May 1, 2014, as the body which is authorized, with the approval of the Supervisory Board, to issue shares or grant rights to acquire shares, up to a maximum of 10% of the number of issued shares as of May 1, 2014, plus 10% of the issued capital as of that same date in connection with or on the occasion of mergers, acquisitions and/or strategic alliances 5b Proposal to authorize the Board of Mgmt For For Management for a period of 18 months, per May 1, 2014, as the body which is authorized, with the approval of the Supervisory Board, to restrict or exclude the pre-emption rights accruing to Shareholders 6 Proposal to authorize the Board of Mgmt For For Management for a period of 18 months, effective May 1, 2014, within the limits of the law and the Articles of Association, to acquire, with the approval of the Supervisory Board, for valuable consideration, on the stock exchange or otherwise, shares in the company, not exceeding 10% of the issued share capital as of May 1, 2014, which number may be increased by 10% of the issued capital as of that same date in connection with the execution of share repurchase programs for capital reduction purposes 7 Proposal to cancel common shares in the Mgmt For For share capital of the company held or to be acquired by the company 8 Any other business Non-Voting -------------------------------------------------------------------------------------------------------------------------- SANOFI SA, PARIS Agenda Number: 705027654 -------------------------------------------------------------------------------------------------------------------------- Security: F5548N101 Meeting Type: OGM Meeting Date: 05-May-2014 Ticker: ISIN: FR0000120578 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 14 APR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0312/201403121400621.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0414/201404141401110.pdf. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU 1 Approval of the annual corporate financial Mgmt For For statements for the 2013 financial year 2 Approval of the consolidated financial Mgmt For For statements for the 2013 financial year 3 Allocation of income and setting the Mgmt For For dividend 4 Agreements and commitments pursuant to Mgmt For For Articles L.225-38 et seq. of the Commercial Code 5 Renewal of term of Mr. Christopher Mgmt For For Viehbacher as Board member 6 Renewal of term of Mr. Robert Castaigne as Mgmt For For Board member 7 Renewal of term of Mr. Christian Mulliez as Mgmt For For Board member 8 Appointment of Mr. Patrick Kron as Board Mgmt For For member 9 Review of the compensation owed or paid to Mgmt For For Mr. Serge Weinberg, Chairman of the Board of Directors for the financial year ended on December 31st, 2013 10 Review of the compensation owed or paid to Mgmt For For Mr. Christopher Viehbacher, CEO for the financial year ended on December 31st, 2013 11 Authorization to be granted to the Board of Mgmt For For Directors to trade in Company's shares 12 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- SAP AG, WALLDORF/BADEN Agenda Number: 705161103 -------------------------------------------------------------------------------------------------------------------------- Security: D66992104 Meeting Type: AGM Meeting Date: 21-May-2014 Ticker: ISIN: DE0007164600 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. PLEASE NOTE THAT THE TRUE RECORD DATE FOR Non-Voting THIS MEETING IS 30 APR 2014, WHEREAS THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD DATE-1 BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GERMAN LAW. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 06 Non-Voting MAY 2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. PRESENTATION OF THE ADOPTED ANNUAL Non-Voting FINANCIAL STATEMENTS AND THE APPROVED GROUP ANNUAL FINANCIAL STATEMENTS, THE COMBINED MANAGEMENT REPORT AND GROUP MANAGEMENT REPORT OF SAP AG, INCLUDING THE EXECUTIVE BOARD'S EXPLANATORY NOTES RELATING TO THE INFORMATION PROVIDED PURSUANT TO SECTIONS 289 (4) AND (5) AND 315 (4) OF THE GERMAN COMMERCIAL CODE (HANDELSGESETZBUCH; "HGB"), AND THE SUPERVISORY BOARD'S REPORT, EACH FOR FISCAL YEAR 2013 2. RESOLUTION ON THE APPROPRIATION OF THE Mgmt For For RETAINED EARNINGS OF FISCAL YEAR 2013: THE DISTRIBUTABLE PROFIT IN THE AMOUNT OF EUR 7,595,363,764.58 SHALL BE APPROPRIATED AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 1 PER NO-PAR SHARE EUR 6,001,620,574.58 SHALL BE CARRIED FORWARD EUR 400,000,000 EX-DIVIDEND AND PAYABLE DATE: MAY 22, 2014 3. RESOLUTION ON THE FORMAL APPROVAL OF THE Mgmt For For ACTS OF THE EXECUTIVE BOARD IN FISCAL YEAR 2013 4. RESOLUTION ON THE FORMAL APPROVAL OF THE Mgmt For For ACTS OF THE SUPERVISORY BOARD IN FISCAL YEAR 2013 5. APPOINTMENT OF THE AUDITORS OF THE Mgmt For For FINANCIAL STATEMENTS AND GROUP ANNUAL FINANCIAL STATEMENTS FOR FISCAL YEAR 2014: KPMG AG 6.1 RESOLUTION ON THE APPROVAL OF TWO AMENDMENT Mgmt For For AGREEMENTS TO EXISTING CONTROL AND PROFIT AND LOSS TRANSFER AGREEMENTS BETWEEN SAP AG AND TWO SUBSIDIARIES: THE AMENDMENT AGREEMENT TO THE CONTROL AND PROFIT AND LOSS TRANSFER AGREEMENT WITH SAP ERSTE BETEILIGUNGS-UND VERMOGENSVERWALTUNGS GMBH DATED MARCH 18, 2014 IS APPROVED 6.2 RESOLUTION ON THE APPROVAL OF TWO AMENDMENT Mgmt For For AGREEMENTS TO EXISTING CONTROL AND PROFIT AND LOSS TRANSFER AGREEMENTS BETWEEN SAP AG AND TWO SUBSIDIARIES: THE AMENDMENT AGREEMENT TO THE CONTROL AND PROFIT AND LOSS TRANSFER AGREEMENT WITH SAP ZWEITE BETEILIGUNGS-UND VERMOGENSVERWALTUNGS GMBH DATED MARCH 18, 2014 IS APPROVED 7. RESOLUTION ON THE APPROVAL OF A CONTROL AND Mgmt For For PROFIT AND LOSS TRANSFER AGREEMENT BETWEEN SAP AG AND A SUBSIDIARY 8.1 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt For For COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: THE CONVERSION PLAN DATED MARCH 21, 2014 (DEEDS OF NOTARY PUBLIC DR HOFFMANN-REMY, WITH OFFICE IN HEIDELBERG, NOTARY'S OFFICE 5 OF HEIDELBERG, ROLL OF DEEDS NO. 5 UR 493/2014 AND 500/2014) CONCERNING THE CONVERSION OF SAP AG TO A EUROPEAN COMPANY (SOCIETAS EUROPAEA, SE) IS APPROVED; THE ARTICLES OF INCORPORATION OF SAP SE ATTACHED TO THE CONVERSION PLAN AS AN ANNEX ARE ADOPTED; WITH REGARD TO SECTION 4 (1) AND (5) THROUGH (8) OF THE ARTICLES OF INCORPORATION OF SAP SE, SECTION 3.5 OF THE CONVERSION PLAN SHALL APPLY 8.2.1 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt Against Against COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: PROF. DR. H. C. MULT. HASSO PLATTNER 8.2.2 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt Against Against COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: PEKKA ALA-PIETILAE 8.2.3 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt For For COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: PROF. ANJA FELDMANN 8.2.4 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt Against Against COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: PROF. DR. WILHELM HAARMANN 8.2.5 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt For For COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: BERNARD LIAUTAUD 8.2.6 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt Against Against COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: DR. H. C. HARTMUT MEHDORN 8.2.7 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt Against Against COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: DR. ERHARD SCHIPPOREIT 8.2.8 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt Against Against COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: JIM HAGEMANN SNABE 8.2.9 CONVERSION WITH CHANGE OF LEGAL FORM OF THE Mgmt For For COMPANY TO A EUROPEAN COMPANY (SE) AND ELECTIONS TO THE FIRST SUPERVISORY BOARD OF SAP SE: PROF. DR-ING. E. H. KLAUS WUCHERER -------------------------------------------------------------------------------------------------------------------------- SCOR SE, PUTEAUX Agenda Number: 705089553 -------------------------------------------------------------------------------------------------------------------------- Security: F15561677 Meeting Type: MIX Meeting Date: 06-May-2014 Ticker: ISIN: FR0010411983 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 18 APR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK:https://balo.journal-officiel.gouv.fr/ pdf/2014/0331/201403311400865.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0418/201404181401197.pdf. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU O.1 Approval of the reports and corporate Mgmt For For financial statements for the financial year ended on December 31st, 2013 O.2 Allocation of income and setting the Mgmt For For dividend for the financial year ended on December 31st, 2013 O.3 Approval of the reports and consolidated Mgmt For For financial statements for the financial year ended on December 31st, 2013 O.4 Approval of the agreements referred to in Mgmt For For the Statutory Auditors' special report pursuant to Articles L.225-38 et seq. of the Commercial Code O.5 Review of the compensation owed or paid to Mgmt Against Against Mr. Denis Kessler, CEO for the financial year ended on December 31st, 2013 O.6 Setting the total amount of attendance Mgmt For For allowances to be allocated to directors O.7 Renewal of term of Mr. Kevin J. Knoer as Mgmt For For Director O.8 Renewal of term of the company EY Audit as Mgmt For For principal Statutory Auditor O.9 Renewal of term of the company Mazars as Mgmt For For principal Statutory Auditor O.10 Appointment of Mr. Pierre Planchon as Mgmt For For deputy Statutory Auditor O.11 Appointment of Mr. Lionel Gotlieb as deputy Mgmt For For Statutory Auditor O.12 Authorization granted to the Board of Mgmt For For Directors to trade in Company's shares O.13 Powers to carry out all legal formalities Mgmt For For E.14 Delegation of authority granted to the Mgmt For For Board of Directors to decide to incorporate reserves, profits or premiums into the capital E.15 Delegation of authority granted to the Mgmt For For Board of Directors to decide to issue shares and/or securities giving access to capital or entitling to a debt security while maintaining preferential subscription rights E.16 Delegation of authority granted to the Mgmt For For Board of Directors to decide to issue shares and/or securities giving access to capital or entitling to a debt security via public offering with cancellation of preferential subscription rights E.17 Delegation of authority granted to the Mgmt For For Board of Directors to decide to issue shares and/or securities giving access to capital or entitling to a debt security via an offer pursuant to Article L.411-2, II of the Monetary and Financial Code with cancellation of preferential subscription rights E.18 Delegation of authority granted to the Mgmt For For Board of Directors to decide to issue shares and/or securities giving access to capital or entitling to a debt security with cancellation of preferential subscription rights, in consideration for shares contributed to the Company in the context of any public exchange offer launched by the Company E.19 Delegation of powers granted to the Board Mgmt For For of Directors to decide to issue shares and/or securities giving access to capital of the Company or entitling to a debt security, in consideration for in-kind contributions of securities granted to the Company limited to 10% of its capital without preferential subscription rights E.20 Authorization granted to the Board of Mgmt For For Directors to increase the number of securities, in case of capital increase with or without preferential subscription rights E.21 Delegation of authority granted to the Mgmt Against Against Board of Directors to issue securities giving access to capital of the Company with cancellation of shareholders' preferential subscription rights in favor of a category of beneficiaries ensuring the underwriting of equity securities of the Company E.22 Authorization granted to the Board of Mgmt For For Directors to reduce share capital by cancellation of treasury shares E.23 Authorization granted to the Board of Mgmt Against Against Directors to grant share subscription and/or purchase options with cancellation of shareholders' preferential subscription rights to employees and executive corporate officers E.24 Authorization granted to the Board of Mgmt Against Against Directors to allocate free common shares of the Company with cancellation of shareholders' preferential subscription rights to employees and executive corporate officers E.25 Delegation of authority to the Board of Mgmt For For Directors to carry out a share capital increase by issuing shares reserved for members of savings plans with cancellation of preferential subscription rights in favor of the latter E.26 Aggregate ceiling on capital increases Mgmt For For E.27 Powers to carry out all legal formalities. Mgmt For For -------------------------------------------------------------------------------------------------------------------------- SEMPRA ENERGY Agenda Number: 933945923 -------------------------------------------------------------------------------------------------------------------------- Security: 816851109 Meeting Type: Annual Meeting Date: 09-May-2014 Ticker: SRE ISIN: US8168511090 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: ALAN L. BOECKMANN Mgmt For For 1B. ELECTION OF DIRECTOR: JAMES G. BROCKSMITH Mgmt For For JR. 1C. ELECTION OF DIRECTOR: KATHLEEN L. BROWN Mgmt For For 1D. ELECTION OF DIRECTOR: PABLO A. FERRERO Mgmt For For 1E. ELECTION OF DIRECTOR: WILLIAM D. JONES Mgmt For For 1F. ELECTION OF DIRECTOR: WILLIAM G. OUCHI Mgmt For For 1G. ELECTION OF DIRECTOR: DEBRA L. REED Mgmt For For 1H. ELECTION OF DIRECTOR: WILLIAM C. RUSNACK Mgmt For For 1I. ELECTION OF DIRECTOR: WILLIAM P. RUTLEDGE Mgmt For For 1J. ELECTION OF DIRECTOR: LYNN SCHENK Mgmt For For 1K. ELECTION OF DIRECTOR: JACK T. TAYLOR Mgmt For For 1L. ELECTION OF DIRECTOR: LUIS M. TELLEZ Mgmt For For 1M. ELECTION OF DIRECTOR: JAMES C. YARDLEY Mgmt For For 2. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For PUBLIC ACCOUNTING FIRM. 3. ADVISORY APPROVAL OF OUR EXECUTIVE Mgmt For For COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- SHIRE PLC Agenda Number: 933962171 -------------------------------------------------------------------------------------------------------------------------- Security: 82481R106 Meeting Type: Annual Meeting Date: 29-Apr-2014 Ticker: SHPG ISIN: US82481R1068 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. TO RECEIVE THE COMPANY'S ANNUAL REPORT AND Mgmt For For ACCOUNTS FOR THE YEAR ENDED DECEMBER 31, 2013. 2. TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For REPORT, EXCLUDING THE DIRECTORS' REMUNERATION POLICY, SET OUT ON PAGES 64 TO 90 OF THE 2013 ANNUAL REPORT AND ACCOUNTS, FOR THE YEAR ENDED DECEMBER 31, 2013. 3. TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For POLICY, SET OUT ON PAGES 66 TO 74 OF THE DIRECTORS' REMUNERATION REPORT, WHICH TAKES EFFECT ON JANUARY 1, 2015. 4. TO ELECT DOMINIC BLAKEMORE AS A DIRECTOR. Mgmt For For 5. TO RE-ELECT WILLIAM BURNS AS A DIRECTOR. Mgmt For For 6. TO RE-ELECT DR. STEVEN GILLIS AS A Mgmt For For DIRECTOR. 7. TO RE-ELECT DR. DAVID GINSBURG AS A Mgmt For For DIRECTOR. 8. TO RE-ELECT DAVID KAPPLER AS A DIRECTOR. Mgmt For For 9. TO RE-ELECT SUSAN KILSBY AS A DIRECTOR. Mgmt For For 10. TO RE-ELECT ANNE MINTO AS A DIRECTOR. Mgmt For For 11. TO RE-ELECT DR. FLEMMING ORNSKOV AS A Mgmt For For DIRECTOR. 12. TO RE-ELECT DAVID STOUT AS A DIRECTOR. Mgmt For For 13. TO RE-APPOINT DELOITTE LLP AS THE COMPANY'S Mgmt For For AUDITOR UNTIL THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY. 14. TO AUTHORIZE THE AUDIT, COMPLIANCE & RISK Mgmt For For COMMITTEE TO DETERMINE THE REMUNERATION OF THE AUDITOR. 15. THAT SANCTION BE AND IS HEREBY GIVEN TO THE Mgmt For For DIRECTORS OF THE COMPANY PERMITTING THE AGGREGATE PRINCIPAL AMOUNT AT ANY TIME OUTSTANDING IN RESPECT OF MONEYS BORROWED (AS DEFINED IN THE COMPANY'S ARTICLES OF ASSOCIATION (THE "ARTICLES")) BY THE GROUP (AS DEFINED IN THE ARTICLES) TO EXCEED THE LIMIT IMPOSED BY ARTICLE 107 OF THE ARTICLES PROVIDED THAT THE SANCTION HEREBY GIVEN SHALL NOT EXTEND TO PERMIT THE AGGREGATE PRINCIPAL AMOUNT AT ANY TIME OUTSTANDING IN RESPECT OF MONEYS BORROWED BY THE GROUP TO EXCEED A SUM EQUAL TO U.S. $12,000,000,000. 16. THAT THE AUTHORITY TO ALLOT RELEVANT Mgmt For For SECURITIES (AS DEFINED IN THE ARTICLES OF ASSOCIATION ("ARTICLES")) CONFERRED ON THE DIRECTORS BY ARTICLE 10 PARAGRAPH (B) OF THE ARTICLES BE RENEWED AND FOR THIS PURPOSE THE AUTHORISED ALLOTMENT AMOUNT SHALL BE: (A) 9,813,055 OF RELEVANT SECURITIES; AND (B) SOLELY IN CONNECTION WITH AN ALLOTMENT PURSUANT TO AN OFFER BY WAY OF A RIGHTS ISSUE, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 17. THAT SUBJECT TO THE PASSING OF RESOLUTION Mgmt For For 16, THE AUTHORITY TO ALLOT EQUITY SECURITIES (AS DEFINED IN THE COMPANY'S ARTICLES OF ASSOCIATION (THE "ARTICLES")) WHOLLY FOR CASH, CONFERRED ON THE DIRECTORS BY ARTICLE 10 PARAGRAPH (D) OF THE ARTICLES, BE RENEWED AND FOR THIS PURPOSE THE NON PRE-EMPTIVE AMOUNT (AS DEFINED IN THE ARTICLES) SHALL BE 1,494,561 AND THE ALLOTMENT PERIOD SHALL BE THE PERIOD COMMENCING ON APRIL 29, 2014, AND ENDING ON THE EARLIER OF JULY 28, 2015, OR THE CONCLUSION OF THE ANNUAL GENERAL MEETING OF THE COMPANY TO BE HELD IN 2015. 18. THAT THE COMPANY BE AND IS HEREBY GENERALLY Mgmt For For AND UNCONDITIONALLY AUTHORIZED: (A) PURSUANT TO ARTICLE 57 OF THE COMPANIES (JERSEY) LAW 1991 TO MAKE MARKET PURCHASES OF ORDINARY SHARES IN THE CAPITAL OF THE COMPANY, AND (B) PURSUANT TO ARTICLE 58A OF THE COMPANIES (JERSEY) LAW 1991, TO HOLD AS TREASURY SHARES ANY ORDINARY SHARES PURCHASED PURSUANT TO THE AUTHORITY CONFERRED BY PARAGRAPH (A) OF THIS RESOLUTION, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 19. TO APPROVE THAT A GENERAL MEETING OF THE Mgmt For For COMPANY, OTHER THAN AN ANNUAL GENERAL MEETING, MAY BE CALLED ON NOT LESS THAT 14 CLEAR DAYS' NOTICE. -------------------------------------------------------------------------------------------------------------------------- SIEMENS AG, MUENCHEN Agenda Number: 704888859 -------------------------------------------------------------------------------------------------------------------------- Security: D69671218 Meeting Type: AGM Meeting Date: 28-Jan-2014 Ticker: ISIN: DE0007236101 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please note that by judgement of OLG Non-Voting Cologne rendered on June 6, 2013, any shareholder who holds an aggregate total of 3 percent or more of the outstanding share capital must register under their beneficial owner details before the appropriate deadline to be able to vote. Failure to comply with the declaration requirements as stipulated in section 21 of the Securities Trade Act (WpHG) may prevent the shareholder from voting at the general meetings. Therefore, your custodian may request that we register beneficial owner data for all voted accounts with the respective sub custodian. If you require further information whether or not such BO registration will be conducted for your custodians accounts, please contact your CSR. The sub-custodian banks optimized their Non-Voting processes and established solutions, which do not require any flagging or blocking. These optimized processes avoid any settlement conflicts. The sub custodians have advised that voted shares are not blocked for trading purposes i.e. they are only unavailable for settlement. Registered shares will be deregistered at the deregistration date by the sub custodians. In order to deliver/settle a voted position before the deregistration date a voting instruction cancellation and de-registration request needs to be sent. Please contact your CSR for further information. The Vote/Registration Deadline as displayed Non-Voting on ProxyEdge is subject to change and will be updated as soon as Broadridge receives confirmation from the sub custodians regarding their instruction deadline. For any queries please contact your Client Services Representative. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 13.01.2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. To receive and consider the adopted Annual Non-Voting Financial Statements of Siemens AG and the approved Consolidated Financial Statements, together with the Combined Management Report of Siemens AG and the Siemens Group, including the Explanatory Report on the information required pursuant to Section 289 (4) and (5) and Section 315 (4) of the German Commercial Code (HGB) as of September 30, 2013, as well as the Report of the Supervisory Board, the Corporate Governance Report, the Compensation Report and the Compliance Report for fiscal year 2013 2. Resolution on the Appropriation of the Mgmt For For Distributable Profit The distributable profit of EUR 2,643,000,000.00 as follows: Payment of a dividend of EUR 3.00 per no-par share for the 2012/2014 financial year. EUR 109,961,760.00 shall be carried forward. Ex-dividend and payable date: January 29, 2014 3. To ratify the acts of the members of the Mgmt For For Managing Board 4. To ratify the acts of the members of the Mgmt For For Supervisory Board 5. To resolve on the approval of the system of Mgmt For For Managing Board compensation 6. To resolve on the appointment of Mgmt For For independent auditors for the audit of the Annual Financial Statements and the Consolidated Financial Statements and for the review of the Interim Financial Statements: Ernst & Young GmbH 7. To resolve on a by-election to the Mgmt For For Supervisory Board: Jim Hagemann Snabe 8. To resolve on the creation of an Authorized Mgmt For For Capital 2014 against contributions in cash and / or contributions in kind with the option of excluding subscription rights, and related amendments to the Articles of Association 9. To resolve on the cancelation of the Mgmt For For authorization to issue convertible bonds and / or warrant bonds dated January 25, 2011 and of the Conditional Capital 2011 as well as on the creation of a new authorization of the Managing Board to issue convertible bonds and / or warrant bonds and to exclude shareholders subscription rights, and on the creation of a Conditional Capital 2014 and related amendments to the Articles of Association 10. To resolve on the cancelation of Mgmt For For Conditional Capital no longer required and related amendments to the Articles of Association 11. To resolve on the adjustment of Supervisory Mgmt For For Board compensation and related amendments to the Articles of Association -------------------------------------------------------------------------------------------------------------------------- SKANDINAVISKA ENSKILDA BANKEN, STOCKHOLM Agenda Number: 704982811 -------------------------------------------------------------------------------------------------------------------------- Security: W25381141 Meeting Type: AGM Meeting Date: 25-Mar-2014 Ticker: ISIN: SE0000148884 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting AN AGAINST VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF PARTICIPANTS TO PASS A RESOLUTION. 1 Opening of the Meeting Non-Voting 2 Election of Chairman of the Meeting: Sven Non-Voting Unger, member of the Swedish Bar Association 3 Preparation and approval of the voting list Non-Voting 4 Approval of the agenda Non-Voting 5 Election of two persons to check the Non-Voting minutes of the Meeting together with the Chairman 6 Determination of whether the Meeting has Non-Voting been duly convened 7 Presentation of the Annual Report and the Non-Voting Auditors' Report as well as the Consolidated Accounts and the Auditors' Report on the Consolidated Accounts 8 The President's speech Non-Voting 9 Adoption of the Profit and Loss Account and Mgmt For For Balance Sheet as well as the Consolidated Profit and Loss Account and Consolidated Balance Sheet 10 Allocation of the Bank's profit as shown in Mgmt For For the Balance Sheet adopted by the Meeting: The Board of Directors proposes a dividend of SEK 4 per share and Friday, 28 March 2014 as record date for the dividend. If the Meeting decides according to the proposal the dividend is expected to be distributed by Euroclear on Wednesday, 2 April 2014 11 Discharge from liability of the Members of Mgmt For For the Board of Directors and the President 12 Information concerning the work of the Non-Voting Nomination Committee 13 Determination of the number of Directors Mgmt For For and Auditors to be elected by the Meeting: The Nomination Committee proposes 11 Directors and one Auditor 14 Approval of the remuneration to the Mgmt For For Directors and the Auditor elected by the Meeting 15 Election of Directors as well as Chairman Mgmt For For of the Board of Directors: The Nomination Committee proposes re-election of the Directors Johan H. Andresen, Signhild Arnegard Hansen, Samir Brikho, Annika Falkengren, Winnie Fok, Urban Jansson, Birgitta Kantola, Tomas Nicolin, Sven Nyman, Jesper Ovesen and Marcus Wallenberg for the period up to and including the Annual General Meeting 2015. Marcus Wallenberg is proposed as Chairman of the Board of Directors. Jacob Wallenberg has declared that he is not available for re-election 16 Election of Auditor: The Nomination Mgmt For For Committee proposes re-election of the registered public accounting firm PricewaterhouseCoopers AB for the period up to and including the Annual General Meeting 2015. Main responsible will be Authorised Public Accountant Peter Nyllinge 17 The Board of Director's proposal on Mgmt For For guidelines for salary and other remuneration for the President and members of the Group Executive Committee 18a The Board of Director's proposal on Mgmt For For long-term equity programmes for 2014: SEB Share Deferral Programme (SDP) 2014 for the Group Executive Committee and certain other senior managers and other key employees with critical competences 18b The Board of Director's proposal on Mgmt For For long-term equity programmes for 2014: SEB Share Matching Programme (SMP) 2014 for selected key business employees with critical competences 18c The Board of Director's proposal on Mgmt For For long-term equity programmes for 2014: SEB all Employee Programme (AEP) 2014 for all employees in most of the countries where SEB operates 19a The Board of Director's proposal on the Mgmt For For acquisition and sale of the Bank's own shares:acquisition of the Bank's own shares in its securities business 19b The Board of Director's proposal on the Mgmt For For acquisition and sale of the Bank's own shares: acquisition and sale of the Bank's own shares for capital purposes and for long-term equity programmes 19c The Board of Director's proposal on the Mgmt For For acquisition and sale of the Bank's own shares: transfer of the Bank's own shares to participants in the 2014 long-term equity programmes 20 The Board of Director's proposal on maximum Mgmt For For ratio between fixed and variable component of the total remuneration for certain employees 21 The Board of Director's proposal on the Mgmt For For appointment of auditors of foundations that have delegated their business to the Bank 22 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Abstain Against SHAREHOLDER PROPOSAL: Proposal from the shareholder Tommy Jonasson to assign to the Board of Directors/the President to take initiative to an integration institute in Landskrona- Ven - Copenhagen and to give a first contribution in a suitable manner 23 Closing of the Annual General Meeting Non-Voting -------------------------------------------------------------------------------------------------------------------------- SOCIETE GENERALE SA, PARIS Agenda Number: 705040094 -------------------------------------------------------------------------------------------------------------------------- Security: F43638141 Meeting Type: MIX Meeting Date: 20-May-2014 Ticker: ISIN: FR0000130809 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 18 APR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0317/201403171400671.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0418/201404181401211.pdf AND CHANGE IN MEETING TYPE FROM EGM TO MIX. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. O.1 Approval of the consolidated financial Mgmt For For statements for the 2013 financial year O.2 Approval of the annual corporate financial Mgmt For For statements for the 2013 financial year O.3 Allocation of the 2013 income-Setting the Mgmt For For dividend O.4 Regulated agreements and commitments Mgmt For For O.5 Review of the compensation owed or paid to Mgmt For For Mr. Frederic Oudea, Chairman and CEO for the 2013 financial year O.6 Review of the compensation owed or paid to Mgmt For For Mr. Severin Cabannes, Mr. Jean-Francois Sammarcelli and Mr. Bernardo Sanchez Incera, Managing Directors for the 2013 financial year O.7 Review on the compensation paid to the Mgmt For For persons referred to in Article L.511-71 of the Monetary and Financial Code O.8 Authorization to bring the variable part of Mgmt For For the total compensation of the persons referred to Article L.511-71 of the Monetary and Financial Code up to twice the fixed compensation O.9 Renewal of term of Mr. Robert Castaigne as Mgmt For For Board member O.10 Appointment of Mr. Lorenzo Bini Smaghi as Mgmt For For Board member O.11 Authorization granted to the Board of Mgmt For For Directors to trade in Company's shares up to 5% of the capital E.12 Delegation of authority granted to the Mgmt For For Board of Directors for a 26-month period to increase share capital while maintaining preferential subscription rights (i) by issuing common shares or any securities giving access to capital of the Company or subsidiaries for a maximum share issue nominal amount of Euros 399 million, or 39.97% of capital, with the amounts set in the 13th to 18th resolutions being deducted from this amount, (ii) and/or by incorporation for a maximum nominal amount of Euros 550 million E.13 Delegation of authority granted to the Mgmt For For Board of Directors for a 26-month period to increase share capital with cancellation of preferential subscription rights via public offering by issuing common shares or any securities giving access to capital of the Company or subsidiaries for a maximum share issue nominal amount of Euros 99.839 million, or 10% of capital, with deduction of this amount from the amount set in the 12th resolution and the amounts sets in the 14th and 16th resolutions being deducted from this amount E.14 Authorization granted to the Board of Mgmt For For Directors for a 26-month period to increase the number of securities to be issued in case of oversubscription during a capital increase carried out with or without preferential subscription rights up to 15% of the initial issue and within the ceilings set under the 12th and 13th resolutions E.15 Delegation of authority granted to the Mgmt For For Board of Directors for a 26-month period to increase share capital up to 10% of capital and within the ceilings set under the 12th and 13th resolutions, in consideration for in-kind contributions granted to the Company and comprised of equity securities or securities giving access to capital, outside of a public exchange offer initiated by the Company E.16 Delegation of authority granted to the Mgmt For For Board of Directors for a 26-month period to issue subordinated bonds convertible into shares of the Company, in case the Common EquityTier 1 ( CET1 ) ratio of the Group would be less than 5.125% ("obligations convertibles contingents"-Contingent convertible bonds) with cancellation of preferential subscription rights via private placement pursuant to Article L.411-2, II of the Monetary and Financial Code, up to 10% of capital and within the ceilings set under the 12th and 13th resolutions E.17 Delegation of authority granted to the Mgmt Against Against Board of Directors for a 26-month period to carry out capital increases or sales of shares with cancellation of preferential subscription rights reserved for members of a Company Savings Plan or Group Savings Plan up to 2% of the capital and within the ceiling set under the 12th resolution E.18 Authorization granted to the Board of Mgmt Against Against Directors for a 26-month period to allocate free performance shares existing or to be issued, with cancellation of preferential subscription rights, to employees up to 2% of the capital and within the ceiling set under the 12th resolution E.19 Authorization granted to the Board of Mgmt For For Directors to cancel treasury shares of the Company up to 5% per 24-month period E.20 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- SOTHEBY'S Agenda Number: 934017713 -------------------------------------------------------------------------------------------------------------------------- Security: 835898107 Meeting Type: Annual Meeting Date: 29-May-2014 Ticker: BID ISIN: US8358981079 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR JOHN M. ANGELO Mgmt For For JESSICA M. BIBLIOWICZ Mgmt For For KEVIN C. CONROY Mgmt For For DOMENICO DE SOLE Mgmt For For THE DUKE OF DEVONSHIRE Mgmt For For DANIEL S. LOEB Mgmt For For DANIEL MEYER Mgmt For For ALLEN QUESTROM Mgmt For For OLIVIER REZA Mgmt For For WILLIAM F. RUPRECHT Mgmt For For MARSHA E. SIMMS Mgmt For For ROBERT S. TAUBMAN Mgmt For For DIANA L. TAYLOR Mgmt For For DENNIS M. WEIBLING Mgmt For For HARRY J. WILSON Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For & TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. APPROVAL, ON AN ADVISORY BASIS, OF THE 2013 Mgmt For For COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. -------------------------------------------------------------------------------------------------------------------------- SSE PLC, PERTH Agenda Number: 704618808 -------------------------------------------------------------------------------------------------------------------------- Security: G8842P102 Meeting Type: AGM Meeting Date: 25-Jul-2013 Ticker: ISIN: GB0007908733 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Receive the Report and Accounts Mgmt For For 2 Approve the Remuneration Report Mgmt For For 3 Declare a final dividend Mgmt For For 4 Re-appoint Katie Bickerstaffe Mgmt For For 5 Re-appoint Jeremy Beeton Mgmt For For 6 Re-appoint Lord Smith of Kelvin Mgmt For For 7 Re-appoint Gregor Alexander Mgmt For For 8 Re-appoint Alistair Phillips-Davies Mgmt For For 9 Re-appoint Lady Rice Mgmt For For 10 Re-appoint Richard Gillingwater Mgmt For For 11 Re-appoint Thomas Thune Andersen Mgmt For For 12 Appoint KPMG LLP as Auditor Mgmt For For 13 Authorise the Directors to determine the Mgmt For For Auditor's remuneration 14 Authorise allotment of shares Mgmt For For 15 To disapply pre-emption rights Mgmt For For 16 To empower the Company to purchase its own Mgmt For For Ordinary Shares 17 To approve 14 days' notice of general Mgmt For For meetings -------------------------------------------------------------------------------------------------------------------------- STATOIL ASA, STAVANGER Agenda Number: 705233803 -------------------------------------------------------------------------------------------------------------------------- Security: R8413J103 Meeting Type: AGM Meeting Date: 14-May-2014 Ticker: ISIN: NO0010096985 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AMENDMENT TO MID Non-Voting 258962 DUE TO CHANGE IN DIRECTORS' NAME IN RESOLUTION 12.L. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT Non-Voting NEED TO BE RE-REGISTERED IN THE BENEFICIAL OWNERS NAME TO BE ALLOWED TO VOTE AT MEETINGS. SHARES WILL BE TEMPORARILY TRANSFERRED TO A SEPARATE ACCOUNT IN THE BENEFICIAL OWNER'S NAME ON THE PROXY DEADLINE AND TRANSFERRED BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE DAY AFTER THE MEETING. CMMT BLOCKING SHOULD ALWAYS BE APPLIED, RECORD Non-Voting DATE OR NOT. CMMT PLEASE NOTE THAT THE BOARD OF DIRECTORS Non-Voting RECOMMENDS THE GENERAL MEETING TO VOTE AGAINST THE SHAREHOLDER PROPOSALS: 7, 8 AND 19 3 ELECTION OF CHAIR FOR THE MEETING: OLAUG Mgmt No vote SVARVA 4 APPROVAL OF THE NOTICE AND THE AGENDA Mgmt No vote 5 ELECTION OF TWO PERSONS TO CO-SIGN THE Mgmt No vote MINUTES TOGETHER WITH THE CHAIR OF THE MEETING 6 APPROVAL OF THE ANNUAL REPORT AND ACCOUNTS Mgmt No vote FOR STATOIL ASA AND THE STATOIL GROUP FOR 2013, INCLUDING THE BOARD OF DIRECTORS' PROPOSAL FOR DISTRIBUTION OF DIVIDEND: THE BOARD OF DIRECTORS PROPOSES A TOTAL DIVIDEND OF NOK 7.00 PER SHARE FOR 2013. THE DIVIDEND ACCRUES TO THE SHAREHOLDERS AS OF 14 MAY 2014, WITH EXPECTED DIVIDEND PAYMENT ON 28 MAY 2014 7 PROPOSAL SUBMITTED BY A SHAREHOLDER Shr No vote REGARDING STATOIL'S ACTIVITIES IN CANADA 8 PROPOSAL SUBMITTED BY A SHAREHOLDER Shr No vote REGARDING STATOIL'S ACTIVITIES IN THE ARCTIC 9 REPORT ON CORPORATE GOVERNANCE Mgmt No vote 10 DECLARATION ON STIPULATION OF SALARY AND Mgmt No vote OTHER REMUNERATION FOR EXECUTIVE MANAGEMENT 11 APPROVAL OF REMUNERATION FOR THE COMPANY'S Mgmt No vote EXTERNAL AUDITOR FOR 2013 12.A ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER OLAUG SVARVA (RE-ELECTION, NOMINATED AS CHAIR) 12.B ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER IDAR KREUTZER (RE-ELECTION, NOMINATED AS DEPUTY CHAIR) 12.C ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER KARIN ASLAKSEN (RE-ELECTION) 12.D ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER GREGER MANNSVERK (RE-ELECTION) 12.E ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER STEINAR OLSEN (RE-ELECTION) 12.F ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER INGVALD STROMMEN (RE-ELECTION) 12.G ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER RUNE BJERKE (RE-ELECTION) 12.H ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER SIRI KALVIG (RE-ELECTION) 12.I ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER BARBRO HAETTA (RE-ELECTION) 12.J ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER TERJE VENOLD (NEW ELECTION) 12.K ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER TONE LUNDE BAKKER (NEW ELECTION) 12.L ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER KJERSTI KLEVEN (NEW MEMBER) 12.1 ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: DEPUTY MEMBER: ARTHUR SLETTEBERG (RE-ELECTION) 12.2 ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: DEPUTY MEMBER: BASSIM HAJ (RE-ELECTION) 12.3 ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: DEPUTY MEMBER: NINA KIVIJERVI JONASSEN (NEW ELECTION) 12.4 ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: DEPUTY MEMBER: BIRGITTE VARTDAL (NEW ELECTION) 13 DETERMINATION OF REMUNERATION FOR THE Mgmt No vote CORPORATE ASSEMBLY 14.A ELECTION OF MEMBER TO THE NOMINATION Mgmt No vote COMMITTEE: CHAIR OLAUG SVARVA (RE-ELECTION) 14.B ELECTION OF MEMBER TO THE NOMINATION Mgmt No vote COMMITTEE: MEMBER TOM RATHKE (RE-ELECTION) 14.C ELECTION OF MEMBER TO THE NOMINATION Mgmt No vote COMMITTEE: MEMBER ELISABETH BERGE WITH PERSONAL DEPUTY MEMBER JOHAN A. ALSTAD (RE-ELECTION) 14.D ELECTION OF MEMBER TO THE NOMINATION Mgmt No vote COMMITTEE: MEMBER TONE LUNDE BAKKER (NEW ELECTION) 15 DETERMINATION OF REMUNERATION FOR THE Mgmt No vote NOMINATION COMMITTEE 16 AUTHORISATION TO DISTRIBUTE DIVIDEND BASED Mgmt No vote ON APPROVED ANNUAL ACCOUNTS FOR 2013 17 AUTHORISATION TO ACQUIRE STATOIL ASA SHARES Mgmt No vote IN THE MARKET IN ORDER TO CONTINUE OPERATION OF THE SHARE SAVING PLAN FOR EMPLOYEES 18 AUTHORISATION TO ACQUIRE STATOIL ASA SHARES Mgmt No vote IN THE MARKET FOR SUBSEQUENT ANNULMENT 19 PROPOSAL SUBMITTED BY A SHAREHOLDER Shr No vote REGARDING STATOIL'S ACTIVITIES -------------------------------------------------------------------------------------------------------------------------- SVENSKA CELLULOSA SCA AB, STOCKHOLM Agenda Number: 705007195 -------------------------------------------------------------------------------------------------------------------------- Security: W90152120 Meeting Type: AGM Meeting Date: 10-Apr-2014 Ticker: ISIN: SE0000112724 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting AN AGAINST VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF PARTICIPANTS TO PASS A RESOLUTION. 1 Opening of the meeting and election of Sven Non-Voting Unger, attorney at law, as chairman of the meeting 2 Preparation and approval of the voting list Non-Voting 3 Election of two persons to check the Non-Voting minutes 4 Determination of whether the meeting has Non-Voting been duly convened 5 Approval of the agenda Non-Voting 6 Presentation of the annual report and the Non-Voting auditor's report and the consolidated financial statements and the auditor's report on the consolidated financial statements 7 Speeches by the chairman of the board of Non-Voting directors and the president 8.a Resolution on: Adoption of the income Mgmt For For statement and balance sheet, and of the consolidated income statement and the consolidated balance sheet 8.b Resolution on: Appropriations of the Mgmt For For company's earnings under the adopted balance sheet and record date for dividend: The board of directors proposes a dividend of SEK 4.75 per share and that the record date for the dividend be Tuesday, 15 April 2014 8.c Resolution on: Discharge from personal Mgmt For For liability of the directors and the president 9 Resolution on the number of directors shall Mgmt For For be nine and no deputy directors 10 Resolution on the number of auditors shall Mgmt For For be one and no deputy auditors 11 Resolution on the remuneration to be paid Mgmt Against Against to the board of directors and the Auditors 12 Election of directors, deputy directors and Mgmt For For chairman of the board of directors: Re-election of Par Boman, Rolf Borjesson, Jan Johansson, Leif Johansson, Sverker Martin-Lof, Bert Nordberg, Anders Nyren, Louise Julian Svanberg and Barbara Milian Thoralfsson as directors and Sverker Martin-Lof as a chairman of the board of directors 13 Election of auditors and deputy auditors: Mgmt For For PricewaterhouseCoopers AB 14 Resolution on guidelines for remuneration Mgmt Against Against for the senior management 15 Closing of the meeting Non-Voting -------------------------------------------------------------------------------------------------------------------------- SVENSKA HANDELSBANKEN AB, STOCKHOLM Agenda Number: 704992824 -------------------------------------------------------------------------------------------------------------------------- Security: W90937181 Meeting Type: AGM Meeting Date: 26-Mar-2014 Ticker: ISIN: SE0000193120 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting AN AGAINST VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF PARTICIPANTS TO PASS A RESOLUTION. CMMT PLEASE NOTE THAT BOARD DOES NOT MAKE ANY Non-Voting RECOMMENDATION ON RESOLUTIONS 21 AND 22. THE STANDING INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED. THANK YOU. 1 Opening of the meeting Non-Voting 2 Election of the chairman of the meeting: Non-Voting The nomination committee proposes that Mr Sven Unger should be chairman of the meeting 3 Establishment and approval of the list of Non-Voting voters 4 Approval of the agenda Non-Voting 5 Election of two persons to countersign the Non-Voting minutes 6 Determining whether the meeting has been Non-Voting duly called 7.a A presentation of the annual accounts and Non-Voting auditors' report, as well as the consolidated annual accounts and the auditors' report for the Group, for 2013. In connection with this: a presentation of the past year's work by the Board and its committees 7.b A presentation of the annual accounts and Non-Voting auditors' report, as well as the consolidated annual accounts and the auditors' report for the Group, for 2013. In connection with this: a speech by the Group Chief Executive, and any questions from shareholders to the Board and management of the Bank 7.c A presentation of the annual accounts and Non-Voting auditors' report, as well as the consolidated annual accounts and the auditors' report for the Group, for 2013. In connection with this: a presentation of audit work during 2013 8 Resolutions concerning adoption of the Mgmt For For income statement and the balance sheet, as well as the consolidated income statement and consolidated balance sheet 9 Resolution on the allocation of the Bank's Mgmt For For profits in accordance with the adopted balance sheet and also concerning the record day: The Board proposes a dividend of SEK 16.50 per share, including an ordinary dividend of SEK 11.50 per share, and that Monday, 31 March 2014 be the record day for the receiving of dividends. If the meeting resolves in accordance with the proposal, Euroclear expects to distribute the dividend on Thursday, 3 April 2014 10 Resolution on release from liability for Mgmt For For the members of the Board and the Group Chief Executive for the period referred to in the financial reports 11 Authorisation for the Board to resolve on Mgmt For For acquisition and divestment of shares in the Bank 12 Acquisition of shares in the Bank for the Mgmt For For Bank's trading book pursuant to Chapter 7, Section 6 of the Swedish Securities Market Act 13 The Board's proposal to issue convertible Mgmt For For bonds to employees 14 Determining the number of members of the Mgmt For For Board to be appointed by the meeting: The nomination committee proposes that the meeting resolve that the Board consist of ten (10) members 15 Determining the number of auditors to be Mgmt For For appointed by the meeting: The nomination committee proposes that the meeting appoint two registered auditing companies as auditors 16 Deciding fees for Board members and Mgmt Against Against auditors, and decision on indemnity undertaking for Board members 17 Election of the Board members and the Mgmt Against Against Chairman of the Board: The nomination committee proposes the re-election of Jon Fredrik Baksaas, Par Boman, Tommy Bylund, Jan Johansson, Ole Johansson, Fredrik Lundberg, Sverker Martin-Lof, Anders Nyren, Bente Rathe and Charlotte Skog. Lone Fonss Schroder has declined re-election. In addition, the nomination committee proposes the re-election of Anders Nyren as Chairman of the Board 18 Election of auditors: The nomination Mgmt For For committee proposes that the meeting re-elect KPMG AB and Ernst & Young AB as auditors for the period until the end of the AGM to be held in 2015. These two auditing companies have announced that, should they be elected, they will appoint the same auditors to be auditors in charge as in 2013: Mr Stefan Holmstrom (authorised public accountant) will be appointed as auditor in charge for KPMG AB, and Mr Erik Astrom (authorised public accountant) will be appointed as auditor in charge for Ernst & Young AB 19 The Board's proposal concerning guidelines Mgmt For For for compensation to senior management 20 The Board's proposal concerning the Mgmt For For appointment of auditors in foundations without own management 21 Shareholder's proposal that the annual Mgmt Abstain Against general meeting shall adopt a certain policy 22 Shareholder's proposal regarding a decision Mgmt Abstain Against to take the initiative to establish an integration institute 23 Closing of the meeting Non-Voting -------------------------------------------------------------------------------------------------------------------------- SWEDBANK AB, STOCKHOLM Agenda Number: 704972961 -------------------------------------------------------------------------------------------------------------------------- Security: W9423X102 Meeting Type: AGM Meeting Date: 19-Mar-2014 Ticker: ISIN: SE0000242455 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting AN AGAINST VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF PARTICIPANTS TO PASS A RESOLUTION CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT PLEASE NOTE THAT THE BOARD MAKES NO Non-Voting RECOMMENDATION ON RESOLUTIONS 22 AND 23. THE STANDING INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED. THANK YOU. 1 Opening of the Meeting and address by the Non-Voting Chair of the Board of Directors 2 Election of the Meeting Chair: The Non-Voting Nomination Committee proposes that Advokat Claes Zettermarck is elected Chair of the Meeting 3 Preparation and approval of the voting list Non-Voting 4 Approval of the agenda Non-Voting 5 Election of two persons to verify the Non-Voting minutes 6 Decision whether the Meeting has been duly Non-Voting convened 7 a) Presentation of the annual report and Non-Voting the consolidated accounts for the financial year 2013; b) Presentation of the auditor's reports for the bank and the group for the financial year 2013; c) Address by the CEO 8 Adoption of the profit and loss account and Non-Voting balance sheet of the bank and the consolidated profit and loss account and consolidated balance sheet for the financial year 2013 9 Approval of the allocation of the bank's Mgmt For For profit in accordance with the adopted balance sheet as well as decision on the record date for dividends. The Board of Directors proposes that of the amount approximately SEK 33 511m at the disposal of the Meeting, approximately SEK 11 100m is distributed as dividends to holders of ordinary shares and the balance, approximately SEK 22 411m, is carried forward. The proposal is based on all ordinary shares outstanding as of 31 December 2013. The proposal could be changed in the event of additional share repurchases or if treasury shares are disposed of before the record day. A dividend of SEK 10.10 for each ordinary share is proposed. The proposed record date is 24 March, 2014. With this record date, the dividend is expected to be paid through Euroclear on 27 March, 2014 10 Decision whether to discharge the members Mgmt For For of the Board of Directors and the CEO from liability 11 Determination of the number of Board Mgmt For For members. The Nomination Committee proposes that the number of Board members, which shall be appointed by the Meeting, shall be nine 12 Determination of the remuneration to the Mgmt For For Board members and the Auditor 13 Election of the Board members and the Mgmt For For Chair: The Nomination Committee proposes, for the period until the close of the next AGM, that the following Board members are re-elected: Ulrika Francke, Goran Hedman, Lars Idermark, Anders Igel, Pia Rudengren, Anders Sundstrom, Karl-Henrik Sundstrom and Siv Svensson. The Nomination Committee proposes Maj-Charlotte Wallin as new member of the Board of Directors for the period until the close of the next AGM. The Nomination Committee proposes that Anders Sundstrom be elected as Chair of the Board of Directors 14 Election of Auditor: The Nomination Mgmt For For Committee proposes that the registered public accounting firm Deloitte AB be elected as auditor for the period until the end of the 2018 Annual General Meeting 15 Decision on the Nomination Committee Mgmt For For 16 Decision on the guidelines for remuneration Mgmt For For to top executives 17 Decision on amendments to the Articles of Mgmt For For Association. As a consequence of the mandatory conversion of preference shares to ordinary shares during the year, the Board of Directors now proposes to remove the sections regarding, and all references to, preference shares in the Articles of Association. The Board of Directors is also proposing to the AGM 2014 to remove C-shares from the Articles of Association since no such shares have been issued. This results in changes in the Articles of Association Section 3 ("Share capital etc") so that only the first paragraph is kept and that a new paragraph is included which states that the shares each entitles to one vote and also that Section 14 ("Right to dividends, etc") is removed in its entirety 18 Decision to acquire own shares in Mgmt For For accordance with the Securities Market Act 19 Decision on authorization for the Board of Mgmt For For Directors to decide on acquisitions of own shares in addition to what is stated in item 18 20 Decision on authorization for the Board of Mgmt For For Directors to decide on issuance of convertibles 21.a Approval of the resolution of the Board of Mgmt For For Directors on a common program (Eken 2014) 21.b Approval of the resolution of the Board of Mgmt For For Directors of Swedbank regarding deferred variable remuneration in the form of shares (or another financial instrument in the bank) under IP 2014 21.c Decision regarding transfer of own ordinary Mgmt For For shares (or another financial instrument in the bank) 22 Matter submitted by the shareholder Mgmt Against Against Thorwald Arvidsson regarding suggested proposal on an examination through a special examiner in accordance with Chapter 10, Section 21 of the Companies Act 23 Matter submitted by the shareholder Tommy Mgmt Abstain Against Jonasson on the shareholder's suggested proposal regarding an initiative for an integration institute 24 Closing of the meeting Non-Voting -------------------------------------------------------------------------------------------------------------------------- SWISS RE AG, ZUERICH Agenda Number: 705055564 -------------------------------------------------------------------------------------------------------------------------- Security: H8431B109 Meeting Type: AGM Meeting Date: 11-Apr-2014 Ticker: ISIN: CH0126881561 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 297147 DUE TO CHANGE IN RECORD DATE AND ADDITION OF RESOLUTION 7. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting AGENDA AND MEETING ATTENDANCE REQUESTS ONLY. PLEASE ENSURE THAT YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION OF SHARES IN PART 1 OF THE MEETING. IT IS A MARKET REQUIREMENT FOR MEETINGS OF THIS TYPE THAT THE SHARES ARE REGISTERED AND MOVED TO A REGISTERED LOCATION AT THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION FOLLOWING A TRADE. THEREFORE WHILST THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT ARE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED FOR SETTLEMENT. DEREGISTRATION CAN AFFECT THE VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGARDING YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE 1.1 Annual Report, annual and consolidated Mgmt For For financial statements for the 2013 financial year: Consultative vote on the Compensation Report 1.2 Annual Report, annual and consolidated Mgmt For For financial statements for the 2013 financial year: Approval of the Annual Report, annual and consolidated financial statements for the 2013 financial year 2 Allocation of disposable profit Mgmt For For 3.1 Ordinary dividend by way of a withholding Mgmt For For tax exempt repayment of legal reserves from capital contributions of CHF 3.85 per share and a prior reclassification into other reserves 3.2 Special dividend by way of a withholding Mgmt For For tax exempt repayment of legal reserves from capital contributions of CHF 4.15 per share and a prior reclassification into other reserves 4 Discharge of the members of the Board of Mgmt For For Directors 5.1.1 Re-election of Walter B. Kielholz as member Mgmt For For of the Board of Directors and election as Chairman of the Board of Directors in the same vote 5.1.2 Re-election of Raymund Breu to the Board of Mgmt For For Directors 5.1.3 Re-election of Mathis Cabiallavetta to the Mgmt For For Board of Directors 5.1.4 Re-election of Raymond K.F. Chien to the Mgmt For For Board of Directors 5.1.5 Re-election of Renato Fassbind to the Board Mgmt For For of Directors 5.1.6 Re-election of Mary Francis to the Board of Mgmt For For Directors 5.1.7 Re-election of Rajna Gibson Brandon to the Mgmt For For Board of Directors 5.1.8 Re-election of C. Robert Henrikson to the Mgmt For For Board of Directors 5.1.9 Re-election of Hans Ulrich Maerki to the Mgmt For For Board of Directors 5110 Re-election of Carlos E. Represas to the Mgmt For For Board of Directors 5111 Re-election of Jean-Pierre Roth to the Mgmt For For Board of Directors 5112 Election of Susan L. Wagner to the Board of Mgmt For For Directors 5.2.1 Election of Renato Fassbind to the Mgmt For For Compensation Committee 5.2.2 Election of C. Robert Henrikson to the Mgmt For For Compensation Committee 5.2.3 Election of Hans Ulrich Maerki to the Mgmt For For Compensation Committee 5.2.4 Election of Carlos E. Represas to the Mgmt For For Compensation Committee 5.3 Election of the Independent Proxy: The Mgmt For For Board of Directors proposes that Proxy Voting Services GmbH, Zurich, be elected as Independent Proxy for a one-year term of office until completion of the next ordinary Shareholders' Meeting 5.4 Re-election of the Auditor: The Board of Mgmt For For Directors proposes that PricewaterhouseCoopers Ltd ("PwC"), Zurich, be re-elected as Auditor for a one-year term of office 6 Amendment of the Articles of Association: Mgmt For For Article 95 (3) of the Swiss Federal Constitution 7 Ad-hoc Mgmt Abstain For -------------------------------------------------------------------------------------------------------------------------- TAKEDA PHARMACEUTICAL COMPANY LIMITED Agenda Number: 705351954 -------------------------------------------------------------------------------------------------------------------------- Security: J8129E108 Meeting Type: AGM Meeting Date: 27-Jun-2014 Ticker: ISIN: JP3463000004 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2 Amend Articles to: Allow Representative Mgmt For For Director to Convene and Chair a Shareholders Meeting, Approve Minor Revisions 3.1 Appoint a Director Mgmt For For 3.2 Appoint a Director Mgmt For For 3.3 Appoint a Director Mgmt For For 3.4 Appoint a Director Mgmt For For 3.5 Appoint a Director Mgmt For For 3.6 Appoint a Director Mgmt For For 3.7 Appoint a Director Mgmt For For 3.8 Appoint a Director Mgmt For For 3.9 Appoint a Director Mgmt For For 3.10 Appoint a Director Mgmt For For 4 Appoint a Substitute Corporate Auditor Mgmt For For 5 Amend the Compensation to be received by Mgmt For For Directors 6 Approve Payment of Bonuses to Directors Mgmt For For 7 Amend the Compensation including Stock Mgmt For For Options to be received by Directors -------------------------------------------------------------------------------------------------------------------------- TELEFON AB L.M.ERICSSON, KISTA Agenda Number: 705029331 -------------------------------------------------------------------------------------------------------------------------- Security: W26049119 Meeting Type: AGM Meeting Date: 11-Apr-2014 Ticker: ISIN: SE0000108656 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 279825 DUE TO CHANGE IN THE VOTING STATUS OF RESOLUTIONS "13 TO 16". ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting AN AGAINST VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF PARTICIPANTS TO PASS A RESOLUTION 1 Election of the Chairman Advokat Sven Unger Non-Voting of the Annual General Meeting 2 Preparation and approval of the voting list Non-Voting 3 Approval of the agenda of the Annual Non-Voting General Meeting 4 Determination whether the Annual General Non-Voting Meeting has been properly convened 5 Election of two persons approving the Non-Voting minutes 6 Presentation of the annual report, the Non-Voting Auditors' report, the consolidated accounts, the Auditors' report on the consolidated accounts and the Auditors report whether the guidelines for remuneration to group management have been complied with, as well as the auditors' presentation of the audit work during 2013 7 The President's speech and questions from Non-Voting the shareholders to the Board of Directors and the management 8.1 Resolution with respect to: Adoption of the Mgmt For For income statement and the balance sheet, the consolidated income statement and the consolidated balance sheet 8.2 Resolution with respect to: Discharge of Mgmt For For liability for the members of the Board of Directors and the President 8.3 Resolution with respect to: The Mgmt For For appropriation of the profit in accordance with the approved balance sheet and determination of the record date for dividend: The Board of Directors proposes a dividend of SEK 3 per share and Wednesday, April 16, 2014, as record date for dividend. Assuming this date will be the record day, Euroclear Sweden AB is expected to disburse dividends on Wednesday, April 23, 2014 9.1 Presentation of the proposals of the Mgmt For For Nomination Committee, election of the Board of Directors etc: Determination of the number of Board members and deputies of the Board of Directors to be elected by the Annual General Meeting According to the articles of association, the Board shall consist of no less than five and no more than twelve Board members, with no more than six deputies. The Nomination Committee proposes that the number of Board members elected by the Annual General Meeting of shareholders remain twelve and that no deputies be elected 9.2 Presentation of the proposals of the Mgmt For For Nomination Committee, election of the Board of Directors etc: Determination of the fees payable to members of the Board of Directors elected by the Annual General Meeting and members of the Committees of the Board of Directors elected by the Annual General Meeting 9.3 Presentation of the proposals of the Mgmt For For Nomination Committee, election of the Board of Directors etc: Election of the Chairman of the Board of Directors, other Board members and deputies of the Board of Directors: The Nomination Committee proposes that the following persons be elected Board members: Chairman of the Board: re-election: Leif Johansson. Other Board members: re-election: Roxanne S. Austin, Sir Peter L. Bonfield, Nora Denzel, Borje Ekholm, Alexander Izosimov, Ulf J. Johansson, Sverker Martin-Lof, Kristin Skogen Lund, Hans Vestberg, Jacob Wallenberg and Par Ostberg 9.4 Presentation of the proposals of the Mgmt For For Nomination Committee, election of the Board of Directors etc: Determination of the fees payable to the auditor The Nomination Committee proposes, like previous years, that the auditor fees be paid against approved account 9.5 Presentation of the proposals of the Mgmt For For Nomination Committee, election of the Board of Directors etc: Determination of the number of auditors According to the articles of association, the company shall have no less than one and no more than three registered public accounting firms as auditor. The Nomination Committee proposes that the company should have one registered public accounting firm as auditor 9.6 Presentation of the proposals of the Mgmt For For Nomination Committee, election of the Board of Directors etc: Election of auditor The Nomination Committee proposes that PricewaterhouseCoopers AB be appointed auditor for the period as of the end of the Annual General Meeting 2014 until the end of the Annual General Meeting 2015 10 Resolution on the Guidelines for Mgmt For For remuneration to Group management 11.1 Long-Term Variable Compensation Program Mgmt For For 2014: Resolution on implementation of the Stock Purchase Plan 11.2 Long-Term Variable Compensation Program Mgmt For For 2014: Resolution on transfer of treasury stock for the Stock Purchase Plan 11.3 Long-Term Variable Compensation Program Mgmt Against Against 2014: Resolution on Equity Swap Agreement with third party in relation to the Stock Purchase Plan 11.4 Long-Term Variable Compensation Program Mgmt For For 2014: Resolution on implementation of the Key Contributor Retention Plan 11.5 Long-Term Variable Compensation Program Mgmt For For 2014: Resolution on transfer of treasury stock for the Key Contributor Retention Plan 11.6 Long-Term Variable Compensation Program Mgmt Against Against 2014: Resolution on Equity Swap Agreement with third party in relation to the Key Contributor Retention Plan 11.7 Long-Term Variable Compensation Program Mgmt For For 2014: Resolution on implementation of the Executive Performance Stock Plan 11.8 Long-Term Variable Compensation Program Mgmt For For 2014: Resolution on transfer of treasury stock for the Executive Performance Stock Plan 11.9 Long-Term Variable Compensation Program Mgmt Against Against 2014:Resolution on Equity Swap Agreement with third party in relation to the Executive Performance Stock Plan 12 Resolution on transfer of treasury stock in Mgmt For For relation to the resolutions on the Long-Term Variable Remuneration Programs 2010, 2011, 2012 and 2013 CMMT PLEASE NOTE THAT THE RESOLUTIONS "13 TO 16" Non-Voting ARE THE SHAREHOLDER PROPOSALS. HOWEVER, MANAGEMENT MAKES NO RECOMMENDATION 13 Resolution on proposal from the Shareholder Mgmt For For Einar Hellbom that the Annual General Meeting resolve to delegate to the Board of Directors to review how shares are to be given equal voting rights and to present a proposal to that effect at the Annual General Meeting 2015 14.1 Resolution on proposal from the Shareholder Mgmt Against Against Thorwald Arvidsson that the Annual General Meeting resolve to delegate to the Board of Directors: To take necessary action to create a shareholders' association in the company 14.2 Resolution on proposal from the Shareholder Mgmt Against Against Thorwald Arvidsson that the Annual General Meeting resolve to delegate to the Board of Directors: To write to the Government of Sweden, requesting a prompt appointment of a commission instructed to propose legislation on the abolishment of voting power differences in Swedish limited liability companies 14.3 Resolution on proposal from the Shareholder Mgmt Against Against Thorwald Arvidsson that the Annual General Meeting resolve to delegate to the Board of Directors: To prepare a proposal regarding board representation for the small and midsize shareholders 15 Resolution on proposal from the Shareholder Mgmt Against Against Thorwald Arvidsson to amend the articles of association 16 Resolution on proposal from the Shareholder Mgmt Against Against Thorwald Arvidsson for an examination through a special examiner under the Swedish Companies Act (2005:551), chapter 10, section 21, (Sw. sarskild granskning) to make clear whether the company has acted contrary to sanctions resolved by relevant international bodies. The audit should primarily concern the company's exports to Iran 17 Closing of the Annual General Meeting Non-Voting -------------------------------------------------------------------------------------------------------------------------- TELSTRA CORPORATION LTD, MELBOURNE VIC Agenda Number: 704706603 -------------------------------------------------------------------------------------------------------------------------- Security: Q8975N105 Meeting Type: AGM Meeting Date: 15-Oct-2013 Ticker: ISIN: AU000000TLS2 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting PROPOSALS 4 AND 5 AND VOTES CAST BY ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE PROPOSAL/S WILL BE DISREGARDED BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSALS. BY VOTING (FOR OR AGAINST) ON PROPOSALS (4 AND 5), YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSALS AND YOU COMPLY WITH THE VOTING EXCLUSION. 3.a Election of Director: Mr Chin Hu Lim Mgmt For For 3.b Re-election of Director: Dr Nora Mgmt For For Scheinkestel 4 Grant of Performance Rights Mgmt For For 5 Remuneration Report Mgmt For For CMMT 09 OCT 13: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO CHANGE IN THE RECORD DATE FROM 13 OCT 13 TO 11 OCT 13. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU -------------------------------------------------------------------------------------------------------------------------- THE BOEING COMPANY Agenda Number: 933932368 -------------------------------------------------------------------------------------------------------------------------- Security: 097023105 Meeting Type: Annual Meeting Date: 28-Apr-2014 Ticker: BA ISIN: US0970231058 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: DAVID L. CALHOUN Mgmt For For 1B. ELECTION OF DIRECTOR: ARTHUR D. COLLINS, Mgmt For For JR. 1C. ELECTION OF DIRECTOR: LINDA Z. COOK Mgmt For For 1D. ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Mgmt For For 1E. ELECTION OF DIRECTOR: EDMUND P. Mgmt For For GIAMBASTIANI, JR. 1F. ELECTION OF DIRECTOR: LAWRENCE W. KELLNER Mgmt For For 1G. ELECTION OF DIRECTOR: EDWARD M. LIDDY Mgmt For For 1H. ELECTION OF DIRECTOR: W. JAMES MCNERNEY, Mgmt For For JR. 1I. ELECTION OF DIRECTOR: SUSAN C. SCHWAB Mgmt For For 1J. ELECTION OF DIRECTOR: RONALD A. WILLIAMS Mgmt For For 1K. ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI Mgmt For For 2. APPROVE, ON AN ADVISORY BASIS, NAMED Mgmt For For EXECUTIVE OFFICER COMPENSATION. 3. APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For THE BOEING COMPANY 2003 INCENTIVE STOCK PLAN. 4. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For LLP AS INDEPENDENT AUDITOR FOR 2014. 5. REPORT TO DISCLOSE LOBBYING. Shr Against For 6. RIGHT TO ACT BY WRITTEN CONSENT. Shr For Against 7. INDEPENDENT BOARD CHAIRMAN. Shr Against For -------------------------------------------------------------------------------------------------------------------------- THE HOME DEPOT, INC. Agenda Number: 933970382 -------------------------------------------------------------------------------------------------------------------------- Security: 437076102 Meeting Type: Annual Meeting Date: 22-May-2014 Ticker: HD ISIN: US4370761029 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: F. DUANE ACKERMAN Mgmt For For 1B. ELECTION OF DIRECTOR: FRANCIS S. BLAKE Mgmt For For 1C. ELECTION OF DIRECTOR: ARI BOUSBIB Mgmt For For 1D. ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN Mgmt For For 1E. ELECTION OF DIRECTOR: J. FRANK BROWN Mgmt For For 1F. ELECTION OF DIRECTOR: ALBERT P. CAREY Mgmt For For 1G. ELECTION OF DIRECTOR: ARMANDO CODINA Mgmt For For 1H. ELECTION OF DIRECTOR: HELENA B. FOULKES Mgmt For For 1I. ELECTION OF DIRECTOR: WAYNE M. HEWETT Mgmt For For 1J. ELECTION OF DIRECTOR: KAREN L. KATEN Mgmt For For 1K. ELECTION OF DIRECTOR: MARK VADON Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For 3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 4. SHAREHOLDER PROPOSAL REGARDING SPECIAL Shr For Against SHAREHOLDER MEETINGS 5. SHAREHOLDER PROPOSAL REGARDING EMPLOYMENT Shr Against For DIVERSITY REPORT -------------------------------------------------------------------------------------------------------------------------- THE PNC FINANCIAL SERVICES GROUP, INC. Agenda Number: 933934576 -------------------------------------------------------------------------------------------------------------------------- Security: 693475105 Meeting Type: Annual Meeting Date: 22-Apr-2014 Ticker: PNC ISIN: US6934751057 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: RICHARD O. BERNDT Mgmt For For 1B. ELECTION OF DIRECTOR: CHARLES E. BUNCH Mgmt For For 1C. ELECTION OF DIRECTOR: PAUL W. CHELLGREN Mgmt For For 1D. ELECTION OF DIRECTOR: WILLIAM S. DEMCHAK Mgmt For For 1E. ELECTION OF DIRECTOR: ANDREW T. FELDSTEIN Mgmt For For 1F. ELECTION OF DIRECTOR: KAY COLES JAMES Mgmt For For 1G. ELECTION OF DIRECTOR: RICHARD B. KELSON Mgmt For For 1H. ELECTION OF DIRECTOR: ANTHONY A. MASSARO Mgmt For For 1I. ELECTION OF DIRECTOR: JANE G. PEPPER Mgmt For For 1J. ELECTION OF DIRECTOR: DONALD J. SHEPARD Mgmt For For 1K. ELECTION OF DIRECTOR: LORENE K. STEFFES Mgmt For For 1L. ELECTION OF DIRECTOR: DENNIS F. STRIGL Mgmt For For 1M. ELECTION OF DIRECTOR: THOMAS J. USHER Mgmt For For 1N. ELECTION OF DIRECTOR: GEORGE H. WALLS, JR. Mgmt For For 1O. ELECTION OF DIRECTOR: HELGE H. WEHMEIER Mgmt For For 2. RATIFICATION OF THE AUDIT COMMITTEE'S Mgmt For For SELECTION OF PRICEWATERHOUSECOOPERS LLP AS PNC'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION. 4. A SHAREHOLDER PROPOSAL REGARDING A REPORT Shr Against For ON GREENHOUSE GAS EMISSIONS OF BORROWERS AND EXPOSURE TO CLIMATE CHANGE RISK. -------------------------------------------------------------------------------------------------------------------------- THE PROGRESSIVE CORPORATION Agenda Number: 933954340 -------------------------------------------------------------------------------------------------------------------------- Security: 743315103 Meeting Type: Annual Meeting Date: 16-May-2014 Ticker: PGR ISIN: US7433151039 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: STUART B. BURGDOERFER Mgmt For For 1B. ELECTION OF DIRECTOR: CHARLES A. DAVIS Mgmt For For 1C. ELECTION OF DIRECTOR: LAWTON W. FITT Mgmt For For 1D. ELECTION OF DIRECTOR: JEFFREY D. KELLY Mgmt For For 1E. ELECTION OF DIRECTOR: HEIDI G. MILLER, Mgmt For For PH.D. 1F. ELECTION OF DIRECTOR: PATRICK H. NETTLES, Mgmt For For PH.D. 1G. ELECTION OF DIRECTOR: GLENN M. RENWICK Mgmt For For 2. CAST AN ADVISORY VOTE TO APPROVE OUR Mgmt For For EXECUTIVE COMPENSATION PROGRAM. 3. RATIFY THE APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. -------------------------------------------------------------------------------------------------------------------------- THE WALT DISNEY COMPANY Agenda Number: 933918736 -------------------------------------------------------------------------------------------------------------------------- Security: 254687106 Meeting Type: Annual Meeting Date: 18-Mar-2014 Ticker: DIS ISIN: US2546871060 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SUSAN E. ARNOLD Mgmt For For 1B. ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For 1C. ELECTION OF DIRECTOR: JACK DORSEY Mgmt For For 1D. ELECTION OF DIRECTOR: ROBERT A. IGER Mgmt For For 1E. ELECTION OF DIRECTOR: FRED H. LANGHAMMER Mgmt For For 1F. ELECTION OF DIRECTOR: AYLWIN B. LEWIS Mgmt For For 1G. ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For 1H. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For 1I. ELECTION OF DIRECTOR: SHERYL K. SANDBERG Mgmt For For 1J. ELECTION OF DIRECTOR: ORIN C. SMITH Mgmt For For 2. TO RATIFY THE APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S REGISTERED PUBLIC ACCOUNTANTS FOR 2014. 3. TO APPROVE THE ADVISORY RESOLUTION ON Mgmt For For EXECUTIVE COMPENSATION. 4. TO APPROVE AN AMENDMENT TO THE COMPANY'S Mgmt For For RESTATED CERTIFICATE OF INCORPORATION. 5. TO APPROVE THE SHAREHOLDER PROPOSAL Shr For Against RELATING TO PROXY ACCESS. 6. TO APPROVE THE SHAREHOLDER PROPOSAL Shr For Against RELATING TO ACCELERATION OF EQUITY AWARDS. -------------------------------------------------------------------------------------------------------------------------- TOTAL SA, COURBEVOIE Agenda Number: 705121197 -------------------------------------------------------------------------------------------------------------------------- Security: F92124100 Meeting Type: MIX Meeting Date: 16-May-2014 Ticker: ISIN: FR0000120271 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 282282 DUE TO ADDITION OF RESOLUTIONS A, B, C, D AND E. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: http://www.journal-officiel.gouv.fr//pdf/20 14/0407/201404071400940.pdf CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. O.1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For STATEMENTS FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31, 2013 O.2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For STATEMENTS FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31, 2013 O.3 ALLOCATION OF INCOME AND SETTING THE Mgmt For For DIVIDEND O.4 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For DIRECTORS TO TRADE IN THE COMPANY'S SHARES O.5 RENEWAL OF TERM OF MRS. PATRICIA BARBIZET Mgmt For For AS BOARD MEMBER O.6 RENEWAL OF TERM OF MRS. MARIE-CHRISTINE Mgmt For For COISNE-ROQUETTE AS BOARD MEMBER O.7 RENEWAL OF TERM OF MR. PAUL DESMARAIS, JR. Mgmt Against Against AS BOARD MEMBER O.8 RENEWAL OF TERM OF MRS. BARBARA KUX AS Mgmt For For BOARD MEMBER O.9 REVIEWING THE ELEMENTS OF COMPENSATION OWED Mgmt For For OR PAID TO MR. CHRISTOPHE DE MARGERIE, CEO, FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31, 2013 E.10 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE CAPITAL WHILE MAINTAINING THE SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS EITHER BY ISSUING COMMON SHARES AND/OR ANY SECURITIES GIVING ACCESS TO CAPITAL OF THE COMPANY, OR BY INCORPORATING RESERVES, PROFITS, PREMIUMS OR OTHERWISE E.11 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE CAPITAL EITHER BY ISSUING COMMON SHARES OR ANY SECURITIES GIVING ACCESS TO CAPITAL WITH THE CANCELLATION OF PREFERENTIAL SUBSCRIPTION RIGHTS E.12 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED, IN CASE OF CAPITAL INCREASE WITHOUT SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS E.13 DELEGATION OF POWERS GRANTED TO THE BOARD Mgmt For For OF DIRECTORS TO INCREASE CAPITAL EITHER BY ISSUING COMMON SHARES OR ANY SECURITIES GIVING ACCESS TO CAPITAL, IN CONSIDERATION FOR IN-KIND CONTRIBUTIONS GRANTED TO THE COMPANY, WITH THE WAIVER BY SHAREHOLDERS OF THEIR PREFERENTIAL SUBSCRIPTION RIGHT TO SHARES ISSUED AS CONSIDERATION FOR CONTRIBUTIONS IN KIND E.14 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE CAPITAL PURSUANT TO ARTICLES L.3332-18 ET SEQ. OF THE CODE OF LABOR, WITH THE WAIVER BY SHAREHOLDERS OF THEIR PREFERENTIAL SUBSCRIPTION RIGHT TO SHARES ISSUED DUE TO THE SUBSCRIPTION FOR SHARES BY EMPLOYEES OF THE GROUP E.15 DELEGATION OF POWERS GRANTED TO THE BOARD Mgmt For For OF DIRECTORS TO CARRY OUT CAPITAL INCREASES RESERVED FOR CATEGORIES OF BENEFICIARIES AS PART OF A TRANSACTION RESERVED FOR EMPLOYEES WITH THE CANCELLATION OF PREFERENTIAL SUBSCRIPTION RIGHTS E.16 AUTHORIZATION TO ALLOCATE BONUS SHARES OF Mgmt Against Against THE COMPANY TO EMPLOYEES OF THE GROUP AND CORPORATE OFFICERS OF THE COMPANY OR COMPANIES OF THE GROUP, WITH THE WAIVER BY SHAREHOLDERS OF THEIR PREFERENTIAL SUBSCRIPTION RIGHT TO SHARES ISSUED IN FAVOR OF BENEFICIARIES OF SHARE ALLOCATIONS E.17 AMENDMENT TO ARTICLE 11 OF THE BYLAWS FOR Mgmt For For THE PURPOSE OF ESTABLISHING THE TERMS OF APPOINTMENT OF THE BOARD MEMBER(S)REPRESENTING EMPLOYEES UNDER THE ACT OF JUNE 14TH, 2013 ON SECURING EMPLOYMENT, AND INTEGRATING TECHNICAL AMENDMENTS ON SOME PROVISIONS RELATING TO BOARD MEMBERS REPRESENTING EMPLOYEE SHAREHOLDERS E.18 AMENDMENT TO ARTICLE 12 OF THE BYLAWS TO Mgmt For For BRING THE AGE LIMIT OF THE CHAIRMAN OF THE BOARD OF DIRECTORS TO 70 E.19 AMENDMENT TO ARTICLE 15 OF THE BYLAWS TO Mgmt For For BRING THE AGE LIMIT OF THE GENERAL MANAGER TO 67 E.20 AMENDMENT TO ARTICLE 17 OF THE BYLAWS TO Mgmt For For COMPLY WITH THE ORDINANCE OF DECEMBER 9TH, 2010 TRANSPOSING THE EUROPEAN DIRECTIVE ON SHAREHOLDERS' RIGHTS TO BE REPRESENTED BY ANY PERSON OF THEIR CHOICE AT GENERAL MEETINGS A PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: DISTRIBUTION OF A QUARTERLY NEWSLETTER BY EMPLOYEES DIRECTORS AND DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS B PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: COMPONENTS OF REMUNERATION OF CORPORATE OFFICERS AND EMPLOYEES RELATED TO INDUSTRIAL SAFETY INDICATORS C PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: ESTABLISHING INDIVIDUAL SHAREHOLDING D PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: INCLUDING THE EMPLOYEE DIRECTOR OR EMPLOYEES DIRECTORS IN THE ORGANIZATION OF THE BOARD OF DIRECTORS E PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: DISTRIBUTION OF ATTENDANCE ALLOWANCES -------------------------------------------------------------------------------------------------------------------------- TOYOTA MOTOR CORPORATION Agenda Number: 705323880 -------------------------------------------------------------------------------------------------------------------------- Security: J92676113 Meeting Type: AGM Meeting Date: 17-Jun-2014 Ticker: ISIN: JP3633400001 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Mgmt For For 2.2 Appoint a Director Mgmt For For 2.3 Appoint a Director Mgmt For For 2.4 Appoint a Director Mgmt For For 2.5 Appoint a Director Mgmt For For 2.6 Appoint a Director Mgmt For For 2.7 Appoint a Director Mgmt For For 2.8 Appoint a Director Mgmt For For 2.9 Appoint a Director Mgmt For For 2.10 Appoint a Director Mgmt For For 2.11 Appoint a Director Mgmt For For 2.12 Appoint a Director Mgmt For For 2.13 Appoint a Director Mgmt Against Against 2.14 Appoint a Director Mgmt For For 2.15 Appoint a Director Mgmt For For 3.1 Appoint a Corporate Auditor Mgmt For For 3.2 Appoint a Corporate Auditor Mgmt Against Against 4 Appoint a Substitute Corporate Auditor Mgmt For For 5 Approve Payment of Bonuses to Directors Mgmt For For 6 Approve Delegation of Authority to the Mgmt For For Board of Directors to Determine Details of Disposition of Own Shares through a Third Party Allotment -------------------------------------------------------------------------------------------------------------------------- UBS AG, ZUERICH UND BASEL Agenda Number: 705092978 -------------------------------------------------------------------------------------------------------------------------- Security: H89231338 Meeting Type: AGM Meeting Date: 07-May-2014 Ticker: ISIN: CH0024899483 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting AGENDA AND MEETING ATTENDANCE REQUESTS ONLY. PLEASE ENSURE THAT YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION OF SHARES IN PART 1 OF THE MEETING. IT IS A MARKET REQUIREMENT FOR MEETINGS OF THIS TYPE THAT THE SHARES ARE REGISTERED AND MOVED TO A REGISTERED LOCATION AT THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION FOLLOWING A TRADE. THEREFORE WHILST THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT ARE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED FOR SETTLEMENT. DEREGISTRATION CAN AFFECT THE VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGARDING YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE 1.1. APPROVAL OF ANNUAL REPORT AND GROUP AND Mgmt For For PARENT BANK FINANCIAL STATEMENTS 1.2. ADVISORY VOTE ON THE COMPENSATION REPORT Mgmt For For 2013 2. APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For OF CHF 0.25 PER SHARE FROM CAPITAL CONTRIBUTION RESERVE 3. DISCHARGE OF THE MEMBERS OF THE BOARD OF Mgmt For For DIRECTORS AND THE GROUP EXECUTIVE BOARD FOR THE FINANCIAL YEAR 2013 4. AMENDMENTS TO THE ARTICLES OF ASSOCIATION Mgmt Against Against IN ACCORDANCE WITH THE NEW ORDINANCE AGAINST EXCESSIVE COMPENSATION IN LISTED STOCK CORPORATIONS 5. ADVISORY VOTE ON THE EU CAPITAL Mgmt For For REQUIREMENTS DIRECTIVE OF 2013 (CRD IV) 6.1.1 RE-ELECTION OF AXEL A. WEBER AS CHAIRMAN OF Mgmt For For THE BOARD OF DIRECTORS 6.1.2 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: MICHEL DEMARE 6.1.3 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: DAVID SIDWELL 6.1.4 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: RETO FRANCIONI 6.1.5 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: ANN F. GODBEHERE 6.1.6 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: AXEL P. LEHMANN 6.1.7 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: HELMUT PANKE 6.1.8 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: WILLIAM G. PARRETT 6.1.9 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: ISABELLE ROMY 6.110 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: BEATRICE WEDER DI MAURO 6.111 RE-ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: JOSEPH YAM 6.2.1 ELECTION OF MEMBER OF THE HUMAN RESOURCES Mgmt For For AND COMPENSATION COMMITTEE: ANN F. GODBEHERE 6.2.2 ELECTION OF MEMBER OF THE HUMAN RESOURCES Mgmt For For AND COMPENSATION COMMITTEE: MICHEL DEMARE 6.2.3 ELECTION OF MEMBER OF THE HUMAN RESOURCES Mgmt For For AND COMPENSATION COMMITTEE: HELMUT PANKE 6.2.4 ELECTION OF MEMBER OF THE HUMAN RESOURCES Mgmt For For AND COMPENSATION COMMITTEE: RETO FRANCIONI 6.3 ELECTION OF THE INDEPENDENT PROXY: ADB Mgmt For For ALTORFER DUSS AND BEILSTEIN AG, ZURICH 6.4 RE-ELECTION OF THE AUDITORS: ERNST AND Mgmt For For YOUNG LTD, BASEL 7. AD-HOC Mgmt Against Against CMMT 30 APR 2014: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO MODIFICATION TO NUMBERING OF RESOLUTIONS 6.1.1 TO 6.4 AND CHANGE IN TEXT OF RESOLUTION 2. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- UNIONE DI BANCHE ITALIANE SPA, BERGAMO Agenda Number: 705087080 -------------------------------------------------------------------------------------------------------------------------- Security: T1681V104 Meeting Type: MIX Meeting Date: 30-Apr-2014 Ticker: ISIN: IT0003487029 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting NOT REACH QUORUM, THERE WILL BE A SECOND CALL ON 10 MAY 2014 AT 09:30. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. PLEASE BE ALSO ADVISED THAT YOUR SHARES WILL BE BLOCKED UNTIL THE QUORUM IS MET OR THE MEETING IS CANCELLED. THANK YOU. CMMT ONLY SHAREHOLDERS THAT HAVE BEEN REGISTERED Non-Voting IN THE COMPANYS BOOKS 90 DAYS PRIOR TO THE MTG DATE ARE ELIGIBLE TO ATTEND AND PARTICIPATE IN THE MTG E.1 Amendment of articles 1 (Company's Mgmt No vote constitution, name, duration and legal office), 4 (company's purpose), 5, 9, 10, 11, 12, 13, 15, 18 (stock capital, shareholders and shares), 22, 24, 26, 28, 29 (shareholders' meeting), 30, 31, 32, 34, 35, 36, 37, 38, 39, 41 (Managing Board), 42, 43 (Delegated Manager), 45, 46, 47, 48, 49 (Surveillance Council), 50 (General Management), 51 (Board of Arbitrators), 52 (Balance sheet, profits and reserves) of the Bylaws and proposal to introduce transitory norms in the company's Bylaws, namely from no. 1 to no. 7, resolutions related thereto O.1 Proposal of profit allocation and dividend Mgmt No vote distribution, upon analysis of the balance sheet and of the consolidated balance sheet as of 31 December 2013 O.2 To integrate the Board of Arbitrators Mgmt No vote O.3 To state Surveillance Councilors' Mgmt No vote additional emolument to fulfil the office of Supervisory Board as per Legislative Decree 231/2011 O.4 To adopt new shareholders' meeting Mgmt No vote regulation O.5 Rewarding report Mgmt No vote O.6 Proposal concerning the rewarding policies Mgmt No vote in favor of Managers O.7 Incentive Plan 2014 based on financial Mgmt No vote instruments: proposal to enhance a part of the variable emolument of significant personnel, through the assigning of UBI BANCA's ordinary shares O.8 Motivated recommendation for the Mgmt No vote implementation of the relationship between variable and fixed component of the emolument up to 2:1, limited to members of the subsidiary UBI Pramerica SGR S.P.A. CMMT 07 APR 2014: SHAREHOLDERS HOLDING LESS THAN Non-Voting "250" SHARES (MINIMUM AMOUNT TO ATTEND THE MEETING) MAY GRANT A PROXY TO ANOTHER SHAREHOLDER ENTITLED TO LEGAL ASSISTANCE OR GROUP THEM TO REACH AT LEAST THAT NUMBER, GIVING REPRESENTATION TO A SHAREHOLDER OF THE GROUPED OR OTHER PERSONAL SHAREHOLDER ENTITLED TO ATTEND THE MEETING. CMMT 07 APR 2014: PLEASE NOTE THAT THE ITALIAN Non-Voting LANGUAGE AGENDA IS AVAILABLE BY CLICKING ON THE URL LINK: https://materials.proxyvote.com/Approved/99 999Z/19840101/NPS_201094.PDF CMMT 07 APR 2014: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO RECEIPT OF ADDITIONAL COMMENTS. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- UNITED TECHNOLOGIES CORPORATION Agenda Number: 933936378 -------------------------------------------------------------------------------------------------------------------------- Security: 913017109 Meeting Type: Annual Meeting Date: 28-Apr-2014 Ticker: UTX ISIN: US9130171096 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: LOUIS R. CHENEVERT Mgmt For For 1B. ELECTION OF DIRECTOR: JOHN V. FARACI Mgmt For For 1C. ELECTION OF DIRECTOR: JEAN-PIERRE GARNIER Mgmt For For 1D. ELECTION OF DIRECTOR: JAMIE S. GORELICK Mgmt For For 1E. ELECTION OF DIRECTOR: EDWARD A. KANGAS Mgmt For For 1F. ELECTION OF DIRECTOR: ELLEN J. KULLMAN Mgmt For For 1G. ELECTION OF DIRECTOR: MARSHALL O. LARSEN Mgmt For For 1H. ELECTION OF DIRECTOR: HAROLD MCGRAW III Mgmt For For 1I. ELECTION OF DIRECTOR: RICHARD B. MYERS Mgmt For For 1J. ELECTION OF DIRECTOR: H. PATRICK SWYGERT Mgmt For For 1K. ELECTION OF DIRECTOR: ANDRE VILLENEUVE Mgmt For For 1L. ELECTION OF DIRECTOR: CHRISTINE TODD Mgmt For For WHITMAN 2. APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP Mgmt For For AS INDEPENDENT AUDITOR FOR 2014 3. APPROVE AN AMENDMENT AND RESTATEMENT OF THE Mgmt For For 2005 LONG-TERM INCENTIVE PLAN, INCLUDING APPROVAL OF ADDITIONAL SHARES FOR FUTURE AWARDS 4. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For OF OUR NAMED EXECUTIVE OFFICERS -------------------------------------------------------------------------------------------------------------------------- VERIZON COMMUNICATIONS INC, NEW YORK, NY Agenda Number: 705041971 -------------------------------------------------------------------------------------------------------------------------- Security: 92343V104 Meeting Type: AGM Meeting Date: 01-May-2014 Ticker: ISIN: US92343V1044 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Elect Director Shellye L. Archambeau Mgmt For For 1.2 Elect Director Richard L. Carrion Mgmt For For 1.3 Elect Director Melanie L. Healey Mgmt For For 1.4 Elect Director M. Frances Keeth Mgmt For For 1.5 Elect Director Robert W. Lane Mgmt For For 1.6 Elect Director Lowell C. McAdam Mgmt For For 1.7 Elect Director Donald T. Nicolaisen Mgmt For For 1.8 Elect Director Clarence Otis, Jr. Mgmt For For 1.9 Elect Director Rodney E. Slater Mgmt For For 1.10 Elect Director Kathryn A. Tesija Mgmt For For 1.11 Elect Director Gregory D. Wasson Mgmt For For 2 Ratification of Appointment of Independent Mgmt For For Registered Public Accounting Firm 3 Advisory Vote to Approve Executive Mgmt For For Compensation 4 Proposal to Implement Proxy Access Mgmt For For 5 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: Network Neutrally 6 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: Lobbying Activities 7 PLEASE NOTE THAT THIS RESOLUTION IS A Shr For Against SHAREHOLDER PROPOSAL: Severance Approval Policy 8 PLEASE NOTE THAT THIS RESOLUTION IS A Shr For Against SHAREHOLDER PROPOSAL: Shareholder Right to Call a Special Meeting 9 PLEASE NOTE THAT THIS RESOLUTION IS A Shr For Against SHAREHOLDER PROPOSAL: Shareholder Right to Act by Written Consent 10 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: Proxy Voting Authority CMMT 26 MAR 2014: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE MODIFICATION OF TEXT OF RESOLUTION 6. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU -------------------------------------------------------------------------------------------------------------------------- VERIZON COMMUNICATIONS INC. Agenda Number: 933936607 -------------------------------------------------------------------------------------------------------------------------- Security: 92343V104 Meeting Type: Annual Meeting Date: 01-May-2014 Ticker: VZ ISIN: US92343V1044 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SHELLYE L. ARCHAMBEAU Mgmt For For 1B. ELECTION OF DIRECTOR: RICHARD L. CARRION Mgmt For For 1C. ELECTION OF DIRECTOR: MELANIE L. HEALEY Mgmt For For 1D. ELECTION OF DIRECTOR: M. FRANCES KEETH Mgmt For For 1E. ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For 1F. ELECTION OF DIRECTOR: LOWELL C. MCADAM Mgmt For For 1G. ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For 1H. ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Mgmt For For 1I. ELECTION OF DIRECTOR: RODNEY E. SLATER Mgmt For For 1J. ELECTION OF DIRECTOR: KATHRYN A. TESIJA Mgmt For For 1K. ELECTION OF DIRECTOR: GREGORY D. WASSON Mgmt For For 2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM 3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 4. PROPOSAL TO IMPLEMENT PROXY ACCESS Mgmt For For 5. NETWORK NEUTRALITY Shr Against For 6. LOBBYING ACTIVITIES Shr Against For 7. SEVERANCE APPROVAL POLICY Shr For Against 8. SHAREHOLDER RIGHT TO CALL A SPECIAL MEETING Shr For Against 9. SHAREHOLDER RIGHT TO ACT BY WRITTEN CONSENT Shr For Against 10. PROXY VOTING AUTHORITY Shr Against For -------------------------------------------------------------------------------------------------------------------------- VINCI SA, RUEIL MALMAISON Agenda Number: 705009834 -------------------------------------------------------------------------------------------------------------------------- Security: F5879X108 Meeting Type: MIX Meeting Date: 15-Apr-2014 Ticker: ISIN: FR0000125486 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 26 MAR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0307/201403071400438.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0326/201403261400737.pdf. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU O.1 Approval of the consolidated financial Mgmt For For statements for the financial year ended on December 31, 2013 O.2 Approval of the annual corporate financial Mgmt For For statements for the financial year ended on December 31, 2013 O.3 Allocation of income for the financial year Mgmt For For ended on December 31, 2013 O.4 Renewal of term of Mr. Xavier Huillard as Mgmt Against Against board member for a four-year period O.5 Renewal of term of Mr. Yves-Thibault de Mgmt For For Silguy as board member for a four-year period O.6 Renewal of term of Mr. Henri Saint Olive as Mgmt For For board member for a four-year period O.7 Renewal of term of Qatari Diar Real Estate Mgmt For For Investment Company as board member for a four-year period O.8 Appointment of Mrs. Marie-Christine Mgmt For For Lombardas board member for a four-year period O.9 Renewing the delegation of powers to the Mgmt For For board of directors to allow the company to purchase its own shares O.10 Approval of the commitments made by the Mgmt For For company in favor of Mr. Xavier Huillard regarding retirement O.11 Approval of the commitment made by the Mgmt Against Against company in favor of Mr. Xavier Huillard regarding compensation for termination of his term of office O.12 Approval of the service agreement entered Mgmt Against Against into between VINCI and the company YTSeuropaconsultants O.13 Review of the components of the Mgmt For For compensation owed or paid to the Chairman-CEO for the 2013 financial year E.14 Renewing the authorization granted to the Mgmt For For board of directors to reduce share capital by cancellation of VINCI shares by the company E.15 Delegation of authority to the board of Mgmt Against Against directors to carry out capital increases reserved for employees of the company and companies of the VINCI group as part of savings plans E.16 Delegation of authority granted to the Mgmt Against Against board of directors to carry out capital increases reserved for a category of beneficiaries in order to provide employees of certain foreign subsidiaries benefits similar to those offered to employees directly or indirectly participating in an employee shareholding funds (FCPE) through a savings plan with cancellation of preferential subscription rights E.17 Amendment to article 11 of the bylaws Mgmt For For "board of directors" in order to establish the terms to appoint directors representing employees pursuant to the provisions of June 14, 2013 act regarding employment security E.18 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- VIVENDI SA, PARIS Agenda Number: 705255405 -------------------------------------------------------------------------------------------------------------------------- Security: F97982106 Meeting Type: MIX Meeting Date: 24-Jun-2014 Ticker: ISIN: FR0000127771 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 30 MAY 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0505/201405051401583.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION TO TEXT OF RESOLUTION O.7 AND RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0530/201405301402624.pdf.IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU O.1 APPROVAL OF THE REPORTS AND ANNUAL Mgmt For For CORPORATE FINANCIAL STATEMENTS FOR THE 2013 FINANCIAL YEAR O.2 APPROVAL OF THE REPORTS AND CONSOLIDATED Mgmt For For FINANCIAL STATEMENTS FOR THE 2013 FINANCIAL YEAR O.3 APPROVAL OF THE SPECIAL REPORT OF THE Mgmt For For STATUTORY AUDITORS ON THE REGULATED AGREEMENTS AND COMMITMENTS O.4 ALLOCATION OF INCOME FOR THE 2013 FINANCIAL Mgmt For For YEAR, DISTRIBUTION OF THE DIVIDEND AT EUR 1 PER SHARE BY ALLOCATING SHARE PREMIUMS, AND SETTING THE PAYMENT DATE O.5 ADVISORY REVIEW ON THE COMPENSATION OWED OR Mgmt For For PAID TO MR. JEAN-FRANCOIS DUBOS, CHAIRMAN OF THE EXECUTIVE BOARD FOR THE 2013 FINANCIAL YEAR O.6 ADVISORY REVIEW ON THE COMPENSATION OWED OR Mgmt For For PAID TO MR. PHILIPPE CAPRON, EXECUTIVE BOARD MEMBER (UNTIL DECEMBER 31ST, 2013) FOR THE 2013 FINANCIAL YEAR O.7 RENEWAL OF TERM OF MRS. ALIZA JABES AS Mgmt For For SUPERVISORY BOARD MEMBER O.8 RENEWAL OF TERM OF MR. DANIEL CAMUS AS Mgmt For For SUPERVISORY BOARD MEMBER O.9 APPOINTMENT OF MRS. KATIE JACOBS STANTON AS Mgmt For For SUPERVISORY BOARD MEMBER O.10 APPOINTMENT OF MRS. VIRGINIE MORGON AS Mgmt For For SUPERVISORY BOARD MEMBER O.11 APPOINTMENT OF MR. PHILIPPE BENACIN AS Mgmt For For SUPERVISORY BOARD MEMBER O.12 AUTHORIZATION GRANTED TO THE EXECUTIVE Mgmt For For BOARD TO ALLOW THE COMPANY TO PURCHASE ITS OWN SHARES E.13 AUTHORIZATION GRANTED TO THE EXECUTIVE Mgmt For For BOARD TO REDUCE SHARE CAPITAL BY CANCELLATION OF SHARES E.14 AUTHORIZATION GRANTED TO THE EXECUTIVE Mgmt For For BOARD TO CARRY OUT THE ALLOTMENT OF FREE SHARES EXISTING OR TO BE ISSUED, CONDITIONAL OR NOT, TO EMPLOYEES OF THE COMPANY AND AFFILIATED COMPANIES AND CORPORATE OFFICERS WITHOUT SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS IN CASE OF ALLOTMENT OF NEW SHARES E.15 DELEGATION GRANTED TO THE EXECUTIVE BOARD Mgmt For For TO DECIDE TO INCREASE SHARE CAPITAL IN FAVOR OF EMPLOYEES AND RETIRED EMPLOYEES WHO ARE PARTICIPATING IN A GROUP SAVINGS PLAN WITH CANCELLATION OF SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS E.16 DELEGATION GRANTED TO THE EXECUTIVE BOARD Mgmt For For TO DECIDE TO INCREASE SHARE CAPITAL IN FAVOR OF EMPLOYEES OF FOREIGN SUBSIDIARIES OF VIVENDI WHO ARE PARTICIPATING IN A GROUP SAVINGS PLAN AND TO IMPLEMENT ANY SIMILAR PLAN WITH CANCELLATION OF SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS E.17 ESTABLISHING THE TERMS AND CONDITIONS FOR Mgmt For For APPOINTING SUPERVISORY BOARD MEMBERS REPRESENTING EMPLOYEES IN COMPLIANCE WITH THE PROVISIONS OF ACT OF JUNE 14TH, 2013 RELATING TO EMPLOYMENT SECURITY AND CONSEQUENTIAL AMENDMENT TO ARTICLE 8 OF THE BYLAWS " SUPERVISORY BOARD MEMBERS ELECTED BY EMPLOYEES E.18 POWERS TO CARRY OUT ALL FORMALITIES Mgmt For For -------------------------------------------------------------------------------------------------------------------------- VODAFONE GROUP PLC Agenda Number: 933909701 -------------------------------------------------------------------------------------------------------------------------- Security: 92857W209 Meeting Type: Special Meeting Date: 28-Jan-2014 Ticker: VOD ISIN: US92857W2098 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management C1 FOR THE COURT MEETING SCHEME. Mgmt For For G1 TO APPROVE THE VERIZON WIRELESS TRANSACTION Mgmt For For AND THE VODAFONE ITALY TRANSACTION. G2 TO APPROVE THE NEW ARTICLES OF ASSOCIATION, Mgmt For For THE CAPITAL REDUCTIONS, THE RETURN OF VALUE AND THE SHARE CONSOLIDATION AND CERTAIN RELATED MATTERS PURSUANT TO THE SCHEME. G3 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For OWN SHARES. G4 TO AUTHORISE THE DIRECTORS TO TAKE ALL Mgmt For For NECESSARY AND APPROPRIATE ACTIONS IN RELATION TO RESOLUTIONS 1-3. -------------------------------------------------------------------------------------------------------------------------- VODAFONE GROUP PLC, NEWBURY BERKSHIRE Agenda Number: 704896565 -------------------------------------------------------------------------------------------------------------------------- Security: G93882135 Meeting Type: CRT Meeting Date: 28-Jan-2014 Ticker: ISIN: GB00B16GWD56 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT ABSTAIN IS NOT A VALID Non-Voting VOTE OPTION FOR THIS MEETING TYPE. PLEASE CHOOSE BETWEEN "FOR" AND "AGAINST" ONLY. SHOULD YOU CHOOSE TO VOTE ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR ISSUERS AGENT. 1 To approve the proposed Scheme referred to Mgmt For For in the Circular dated on or about 10 December 2013 -------------------------------------------------------------------------------------------------------------------------- VODAFONE GROUP PLC, NEWBURY BERKSHIRE Agenda Number: 704896541 -------------------------------------------------------------------------------------------------------------------------- Security: G93882135 Meeting Type: OGM Meeting Date: 28-Jan-2014 Ticker: ISIN: GB00B16GWD56 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To approve the Verizon Wireless Transaction Mgmt For For and the Vodafone Italy Transaction 2 To approve the New Articles of Association, Mgmt For For the Capital Reductions, the Return of Value and the Share Consolidation and certain related matters pursuant to the Scheme 3 To authorise the Company to purchase Its Mgmt For For own shares 4 To authorise the Directors to take all Mgmt For For necessary and appropriate actions in relation to Resolutions 1-3 -------------------------------------------------------------------------------------------------------------------------- WELLS FARGO & COMPANY Agenda Number: 933937089 -------------------------------------------------------------------------------------------------------------------------- Security: 949746101 Meeting Type: Annual Meeting Date: 29-Apr-2014 Ticker: WFC ISIN: US9497461015 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A) ELECTION OF DIRECTOR: JOHN D. BAKER II Mgmt For For 1B) ELECTION OF DIRECTOR: ELAINE L. CHAO Mgmt For For 1C) ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For 1D) ELECTION OF DIRECTOR: LLOYD H. DEAN Mgmt For For 1E) ELECTION OF DIRECTOR: SUSAN E. ENGEL Mgmt For For 1F) ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, Mgmt For For JR. 1G) ELECTION OF DIRECTOR: DONALD M. JAMES Mgmt For For 1H) ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Mgmt For For 1I) ELECTION OF DIRECTOR: FEDERICO F. PENA Mgmt For For 1J) ELECTION OF DIRECTOR: JAMES H. QUIGLEY Mgmt For For 1K) ELECTION OF DIRECTOR: JUDITH M. RUNSTAD Mgmt For For 1L) ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt For For 1M) ELECTION OF DIRECTOR: JOHN G. STUMPF Mgmt For For 1N) ELECTION OF DIRECTOR: SUSAN G. SWENSON Mgmt For For 2. VOTE ON AN ADVISORY RESOLUTION TO APPROVE Mgmt For For EXECUTIVE COMPENSATION. 3. RATIFY THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 4. ADOPT A POLICY TO REQUIRE AN INDEPENDENT Shr Against For CHAIRMAN. 5. REVIEW AND REPORT ON INTERNAL CONTROLS OVER Shr Against For THE COMPANY'S MORTGAGE SERVICING AND FORECLOSURE PRACTICES. -------------------------------------------------------------------------------------------------------------------------- WPP PLC, ST HELIER Agenda Number: 705411611 -------------------------------------------------------------------------------------------------------------------------- Security: G9788D103 Meeting Type: AGM Meeting Date: 25-Jun-2014 Ticker: ISIN: JE00B8KF9B49 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 329223 DUE TO CHANGE IN SEQUENCE OF RESOLUTION 6, 7 & 8. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. 1 ORDINARY RESOLUTION TO RECEIVE AND APPROVE Mgmt For For THE AUDITED ACCOUNTS 2 ORDINARY RESOLUTION TO DECLARE A FINAL Mgmt For For DIVIDEND 3 ORDINARY RESOLUTION TO APPROVE THE Mgmt For For IMPLEMENTATION REPORT OF THE COMPENSATION COMMITTEE 4 ORDINARY RESOLUTION TO APPROVE THE Mgmt For For EXECUTIVE REMUNERATION POLICY 5 ORDINARY RESOLUTION TO APPROVE THE Mgmt For For SUSTAINABILITY REPORT OF THE DIRECTORS 6 ORDINARY RESOLUTION TO RE-ELECT ROGER Mgmt For For AGNELLI AS A DIRECTOR 7 ORDINARY RESOLUTION TO RE-ELECT DR JACQUES Mgmt For For AIGRAIN AS A DIRECTOR 8 ORDINARY RESOLUTION TO RE-ELECT COLIN DAY Mgmt For For AS A DIRECTOR 9 ORDINARY RESOLUTION TO RE-ELECT PHILIP Mgmt For For LADER AS A DIRECTOR 10 ORDINARY RESOLUTION TO RE-ELECT RUIGANG LI Mgmt For For AS A DIRECTOR 11 ORDINARY RESOLUTION TO RE-ELECT MARK READ Mgmt For For AS A DIRECTOR 12 ORDINARY RESOLUTION TO RE-ELECT PAUL Mgmt For For RICHARDSON AS A DIRECTOR 13 ORDINARY RESOLUTION TO RE-ELECT JEFFREY Mgmt For For ROSEN AS A DIRECTOR 14 ORDINARY RESOLUTION TO RE-ELECT HUGO SHONG Mgmt For For AS A DIRECTOR 15 ORDINARY RESOLUTION TO RE-ELECT TIMOTHY Mgmt For For SHRIVER AS A DIRECTOR 16 ORDINARY RESOLUTION TO RE-ELECT SIR MARTIN Mgmt For For SORRELL AS A DIRECTOR 17 ORDINARY RESOLUTION TO RE-ELECT SALLY Mgmt For For SUSMAN AS A DIRECTOR 18 ORDINARY RESOLUTION TO RE-ELECT SOLOMON Mgmt For For TRUJILLO AS A DIRECTOR 19 ORDINARY RESOLUTION TO ELECT DR JOHN HOOD Mgmt For For AS A DIRECTOR 20 ORDINARY RESOLUTION TO ELECT CHARLENE Mgmt For For BEGLEY AS A DIRECTOR 21 ORDINARY RESOLUTION TO ELECT NICOLE Mgmt For For SELIGMAN AS A DIRECTOR 22 ORDINARY RESOLUTION TO ELECT DANIELA Mgmt For For RICCARDI AS A DIRECTOR 23 ORDINARY RESOLUTION TO RE-APPOINT THE Mgmt For For AUDITORS AND AUTHORISE THE DIRECTORS TO DETERMINE THEIR REMUNERATION 24 ORDINARY RESOLUTION TO AUTHORISE THE Mgmt For For DIRECTORS TO ALLOT RELEVANT SECURITIES 25 ORDINARY RESOLUTION TO APPROVE AN INCREASE Mgmt For For IN THE NON-EXECUTIVE DIRECTORS' FEES TO GBP 3M 26 SPECIAL RESOLUTION TO AUTHORISE THE COMPANY Mgmt For For TO PURCHASE ITS OWN SHARES 27 SPECIAL RESOLUTION TO AUTHORISE THE Mgmt For For DISAPPLICATION OF PRE-EMPTION RIGHTS * Management position unknown
SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Eaton Vance Tax-Advantaged Global Dividend Income Fund By (Signature) /s/ Walter A. Row, III Name Walter A. Row, III Title President Date 08/20/2014