0001438934-14-000264.txt : 20140820 0001438934-14-000264.hdr.sgml : 20140820 20140820091853 ACCESSION NUMBER: 0001438934-14-000264 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-Managed Diversified Equity Income Fund CENTRAL INDEX KEY: 0001340736 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-21832 FILM NUMBER: 141053879 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 FORMER COMPANY: FORMER CONFORMED NAME: Eaton Vance Tax-Managed Premium & Dividend Income Fund DATE OF NAME CHANGE: 20051110 FORMER COMPANY: FORMER CONFORMED NAME: Eaton Vance Tax-Managed Premium & Income Opportunities Fund DATE OF NAME CHANGE: 20051005 N-PX 1 brd2k30001340736.txt BRD2K30001340736.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: 811-21832 NAME OF REGISTRANT: Eaton Vance Tax-Managed Diversified Equity 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-Managed Diversified Equity 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: 933908088 -------------------------------------------------------------------------------------------------------------------------- Security: H0023R105 Meeting Type: Special Meeting Date: 10-Jan-2014 Ticker: ACE ISIN: CH0044328745 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. APPROVAL OF THE PAYMENT OF DIVIDENDS FROM Mgmt For For LEGAL RESERVES 2. ELECTION OF HOMBURGER AG AS OUR INDEPENDENT Mgmt For For PROXY UNTIL THE CONCLUSION OF OUR 2014 ORDINARY GENERAL MEETING 3. IF A NEW AGENDA ITEM OR A NEW PROPOSAL FOR Mgmt For For AN EXISTING AGENDA ITEM IS PUT BEFORE THE MEETING I/WE HEREWITH AUTHORIZE AND INSTRUCT THE INDEPENDENT PROXY TO VOTE AS FOLLOWS IN RESPECT OF THE POSITION OF THE BOARD OF DIRECTORS -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- AMERICAN EXPRESS COMPANY Agenda Number: 933945872 -------------------------------------------------------------------------------------------------------------------------- Security: 025816109 Meeting Type: Annual Meeting Date: 12-May-2014 Ticker: AXP ISIN: US0258161092 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY Mgmt For For 1B. ELECTION OF DIRECTOR: URSULA BURNS Mgmt For For 1C. ELECTION OF DIRECTOR: KENNETH CHENAULT Mgmt For For 1D. ELECTION OF DIRECTOR: PETER CHERNIN Mgmt For For 1E. ELECTION OF DIRECTOR: ANNE LAUVERGEON Mgmt For For 1F. ELECTION OF DIRECTOR: THEODORE LEONSIS Mgmt For For 1G. ELECTION OF DIRECTOR: RICHARD LEVIN Mgmt For For 1H. ELECTION OF DIRECTOR: RICHARD MCGINN Mgmt For For 1I. ELECTION OF DIRECTOR: SAMUEL PALMISANO Mgmt For For 1J. ELECTION OF DIRECTOR: STEVEN REINEMUND Mgmt For For 1K. ELECTION OF DIRECTOR: DANIEL VASELLA Mgmt For For 1L. ELECTION OF DIRECTOR: ROBERT WALTER Mgmt For For 1M. ELECTION OF DIRECTOR: RONALD WILLIAMS Mgmt For For 2. RATIFICATION OF APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For COMPENSATION. 4. SHAREHOLDER PROPOSAL RELATING TO ANNUAL Shr Against For DISCLOSURE OF EEO-1 DATA. 5. SHAREHOLDER PROPOSAL RELATING TO REPORT ON Shr Against For PRIVACY, DATA SECURITY AND GOVERNMENT REQUESTS. 6. SHAREHOLDER PROPOSAL RELATING TO ACTION BY Shr For Against WRITTEN CONSENT. 7. SHAREHOLDER PROPOSAL FOR EXECUTIVES TO Shr For Against RETAIN SIGNIFICANT STOCK. -------------------------------------------------------------------------------------------------------------------------- ANADARKO PETROLEUM CORPORATION Agenda Number: 933952651 -------------------------------------------------------------------------------------------------------------------------- Security: 032511107 Meeting Type: Annual Meeting Date: 13-May-2014 Ticker: APC ISIN: US0325111070 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: ANTHONY R. CHASE Mgmt For For 1B. ELECTION OF DIRECTOR: KEVIN P. CHILTON Mgmt For For 1C. ELECTION OF DIRECTOR: H. PAULETT EBERHART Mgmt For For 1D. ELECTION OF DIRECTOR: PETER J. FLUOR Mgmt For For 1E. ELECTION OF DIRECTOR: RICHARD L. GEORGE Mgmt For For 1F. ELECTION OF DIRECTOR: CHARLES W. GOODYEAR Mgmt For For 1G. ELECTION OF DIRECTOR: JOHN R. GORDON Mgmt For For 1H. ELECTION OF DIRECTOR: ERIC D. MULLINS Mgmt For For 1I. ELECTION OF DIRECTOR: R.A. WALKER Mgmt For For 2. RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For INDEPENDENT AUDITOR. 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt Against Against OFFICER COMPENSATION. 4. STOCKHOLDER PROPOSAL - REPORT ON POLITICAL Shr Against For CONTRIBUTIONS. 5. STOCKHOLDER PROPOSAL - REPORT ON CLIMATE Shr Against For CHANGE RISK. -------------------------------------------------------------------------------------------------------------------------- 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" -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- AVALONBAY COMMUNITIES, INC. Agenda Number: 933983048 -------------------------------------------------------------------------------------------------------------------------- Security: 053484101 Meeting Type: Annual Meeting Date: 21-May-2014 Ticker: AVB ISIN: US0534841012 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR GLYN F. AEPPEL Mgmt For For ALAN B. BUCKELEW Mgmt For For BRUCE A. CHOATE Mgmt For For JOHN J. HEALY, JR. Mgmt For For TIMOTHY J. NAUGHTON Mgmt For For LANCE R. PRIMIS Mgmt For For PETER S. RUMMELL Mgmt For For H. JAY SARLES Mgmt For For W. EDWARD WALTER Mgmt For For 2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For LLP AS THE COMPANY'S INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2014. 3. TO ADOPT A RESOLUTION APPROVING, ON A Mgmt For For NON-BINDING ADVISORY BASIS, THE COMPENSATION PAID TO THE COMPANY'S NAMED EXECUTIVE OFFICERS, AS DISCLOSED PURSUANT TO ITEM 402 OF REGULATION S-K, INCLUDING THE COMPENSATION DISCUSSION AND ANALYSIS, COMPENSATION TABLES AND NARRATIVE DISCUSSION SET FORTH IN THE PROXY STATEMENT. 4. TO APPROVE PERFORMANCE GOALS UNDER THE Mgmt For For AVALONBAY COMMUNITIES, INC. 2009 STOCK OPTION AND INCENTIVE PLAN. 5. TO ADOPT A STOCKHOLDER PROPOSAL, IF Shr Against For PROPERLY PRESENTED AT THE MEETING, THAT THE BOARD OF DIRECTORS ADOPT A POLICY ADDRESSING THE SEPARATION OF THE ROLES OF CEO AND CHAIRMAN. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- BHP BILLITON LIMITED Agenda Number: 933882688 -------------------------------------------------------------------------------------------------------------------------- Security: 088606108 Meeting Type: Annual Meeting Date: 21-Nov-2013 Ticker: BHP ISIN: US0886061086 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. TO RECEIVE THE 2013 FINANCIAL STATEMENTS Mgmt For For AND REPORTS FOR BHP BILLITON 2. TO APPOINT KPMG LLP AS THE AUDITOR OF BHP Mgmt For For BILLITON PLC 3. TO AUTHORISE THE RISK AND AUDIT COMMITTEE Mgmt For For TO AGREE TO THE REMUNERATION OF THE AUDITOR OF BHP BILLITON PLC 4. TO RENEW THE GENERAL AUTHORITY TO ISSUE Mgmt For For SHARES IN BHP BILLITON PLC 5. TO APPROVE THE AUTHORITY TO ISSUE SHARES IN Mgmt For For BHP BILLITON PLC FOR CASH 6. TO APPROVE THE REPURCHASE OF SHARES IN BHP Mgmt For For BILLITON PLC 7. TO APPROVE THE 2013 REMUNERATION REPORT Mgmt For For 8. TO ADOPT NEW LONG TERM INCENTIVE PLAN RULES Mgmt For For 9. TO APPROVE GRANTS TO ANDREW MACKENZIE Mgmt For For 10. TO ELECT ANDREW MACKENZIE AS A DIRECTOR OF Mgmt For For BHP BILLITON 11. TO RE-ELECT MALCOLM BROOMHEAD AS A DIRECTOR Mgmt For For OF BHP BILLITON 12. TO RE-ELECT SIR JOHN BUCHANAN AS A DIRECTOR Mgmt For For OF BHP BILLITON 13. TO RE-ELECT CARLOS CORDEIRO AS A DIRECTOR Mgmt For For OF BHP BILLITON 14. TO RE-ELECT DAVID CRAWFORD AS A DIRECTOR OF Mgmt For For BHP BILLITON 15. TO RE-ELECT PAT DAVIES AS A DIRECTOR OF BHP Mgmt For For BILLITON 16. TO RE-ELECT CAROLYN HEWSON AS A DIRECTOR OF Mgmt For For BHP BILLITON 17. TO RE-ELECT LINDSAY MAXSTED AS A DIRECTOR Mgmt For For OF BHP BILLITON 18. TO RE-ELECT WAYNE MURDY AS A DIRECTOR OF Mgmt For For BHP BILLITON 19. TO RE-ELECT KEITH RUMBLE AS A DIRECTOR OF Mgmt For For BHP BILLITON 20. TO RE-ELECT JOHN SCHUBERT AS A DIRECTOR OF Mgmt For For BHP BILLITON 21. TO RE-ELECT SHRITI VADERA AS A DIRECTOR OF Mgmt For For BHP BILLITON 22. TO RE-ELECT JAC NASSER AS A DIRECTOR OF BHP Mgmt For For BILLITON 23. TO ELECT IAN DUNLOP AS A DIRECTOR OF BHP Shr Against For BILLITON (THIS CANDIDATE IS NOT ENDORSED BY THE BOARD) -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- BOSTON PROPERTIES, INC. Agenda Number: 933968298 -------------------------------------------------------------------------------------------------------------------------- Security: 101121101 Meeting Type: Annual Meeting Date: 20-May-2014 Ticker: BXP ISIN: US1011211018 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: CAROL B. EINIGER 1B. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: JACOB A. FRENKEL 1C. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: JOEL I. KLEIN 1D. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: DOUGLAS T. LINDE 1E. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: MATTHEW J. LUSTIG 1F. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: ALAN J. PATRICOF 1G. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: IVAN G. SEIDENBERG 1H. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: OWEN D. THOMAS 1I. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: MARTIN TURCHIN 1J. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: DAVID A. TWARDOCK 1K. ELECTION OF DIRECTOR TO SERVE FOR A Mgmt For For ONE-YEAR TERM: MORTIMER B. ZUCKERMAN 2. TO APPROVE, BY NON-BINDING RESOLUTION, Mgmt For For BOSTON PROPERTIES, INC'S NAMED EXECUTIVE OFFICER COMPENSATION. 3. TO RATIFY THE AUDIT COMMITTEE'S APPOINTMENT Mgmt For For OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. 4. STOCKHOLDER PROPOSAL CONCERNING AN Shr Against For INDEPENDENT BOARD CHAIRMAN, IF PROPERLY PRESENTED AT THE ANNUAL MEETING. 5. STOCKHOLDER PROPOSAL CONCERNING THE Shr For Against ADOPTION OF PROXY ACCESS, IF PROPERLY PRESENTED AT THE ANNUAL MEETING. 6. STOCKHOLDER PROPOSAL CONCERNING A POLICY Shr For Against REGARDING ACCELERATED VESTING OF EQUITY AWARDS OF SENIOR EXECUTIVES UPON A CHANGE IN CONTROL, IF PROPERLY PRESENTED AT THE ANNUAL MEETING. -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- CAMERON INTERNATIONAL CORPORATION Agenda Number: 933961674 -------------------------------------------------------------------------------------------------------------------------- Security: 13342B105 Meeting Type: Annual Meeting Date: 16-May-2014 Ticker: CAM ISIN: US13342B1052 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 ELECTION OF DIRECTOR: H. PAULETT EBERHART Mgmt For For 1.2 ELECTION OF DIRECTOR: PETER J. FLUOR Mgmt For For 1.3 ELECTION OF DIRECTOR: JAMES T. HACKETT Mgmt For For 1.4 ELECTION OF DIRECTOR: JACK B. MOORE Mgmt For For 1.5 ELECTION OF DIRECTOR: MICHAEL E. PATRICK Mgmt For For 1.6 ELECTION OF DIRECTOR: JON ERIK REINHARDSEN Mgmt For For 1.7 ELECTION OF DIRECTOR: BRUCE W. WILKINSON Mgmt For For 2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2014. 3. TO APPROVE, ON AN ADVISORY BASIS, OUR 2013 Mgmt For For EXECUTIVE COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- CANADIAN PACIFIC RAILWAY LIMITED Agenda Number: 933938889 -------------------------------------------------------------------------------------------------------------------------- Security: 13645T100 Meeting Type: Annual Meeting Date: 01-May-2014 Ticker: CP ISIN: CA13645T1003 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 01 APPOINTMENT OF AUDITORS AS NAMED IN THE Mgmt For For MANAGEMENT PROXY CIRCULAR. 02 ADVISORY VOTE ACCEPTING THE CORPORATION'S Mgmt For For APPROACH TO EXECUTIVE COMPENSATION AS DESCRIBED IN THE MANAGEMENT PROXY CIRCULAR. 03 DIRECTOR WILLIAM A. ACKMAN Mgmt For For GARY F. COLTER Mgmt For For ISABELLE COURVILLE Mgmt For For PAUL G. HAGGIS Mgmt For For E. HUNTER HARRISON Mgmt For For PAUL C. HILAL Mgmt For For KRYSTYNA T. HOEG Mgmt For For REBECCA MACDONALD Mgmt For For DR. ANTHONY R. MELMAN Mgmt For For LINDA J. MORGAN Mgmt For For THE HON. JIM PRENTICE Mgmt For For ANDREW F. REARDON Mgmt For For STEPHEN C. TOBIAS Mgmt For For -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- CIE FINANCIERE RICHEMONT SA, BELLEVUE Agenda Number: 704671519 -------------------------------------------------------------------------------------------------------------------------- Security: H25662158 Meeting Type: AGM Meeting Date: 12-Sep-2013 Ticker: ISIN: CH0045039655 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 151735 DUE TO ADDITION OF RESOLUTION. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. 1.1 The Board of Directors proposes that the Mgmt No vote General Meeting, having taken note of the reports of the auditor, approve the consolidated financial statements of the Group, the financial statements of the Company and the directors' report for the business year ended 31 March 2013 1.2 The Board of Directors proposes that the Mgmt No vote 2013 compensation report as per pages 53 to 60 of the Annual Report and Accounts 2013 be ratified 2 Appropriation of profits: At 31 March 2013, Mgmt No vote the retained earnings available for distribution amounted to CHF 2 366 505 209. The Board of Directors proposes that a dividend of CHF 1.00 be paid per Richemont share. This is equivalent to CHF 1.00 per 'A' bearer share in the Company and CHF 0.10 per 'B' registered share in the Company. This represents a total dividend payable of CHF 574 200 000, subject to a waiver by Richemont Employee Benefits Limited, a wholly owned subsidiary, of its entitlement to receive dividends on an estimated 21 million Richemont 'A' shares held in treasury. The Board of Directors proposes that the remaining available retained earnings of the Company at 31 March 2013 after payment of the dividend be carried forward to the following business year. The dividend will be paid on or about 19 September 2013 3 Discharge of the Board of Directors Mgmt No vote 4.1 Re-election of Johann Rupert to the Board Mgmt No vote of Directors to serve for a further term of one year 4.2 Re-election of Dr Franco Cologni to the Mgmt No vote Board of Directors to serve for a further term of one year 4.3 Re-election of Lord Douro to the Board of Mgmt No vote Directors to serve for a further term of one year 4.4 Re-election of Yves-Andre Istel to the Mgmt No vote Board of Directors to serve for a further term of one year 4.5 Re-election of Richard Lepeu to the Board Mgmt No vote of Directors to serve for a further term of one year 4.6 Re-election of Ruggero Magnoni to the Board Mgmt No vote of Directors to serve for a further term of one year 4.7 Re-election of Josua Malherbe to the Board Mgmt No vote of Directors to serve for a further term of one year 4.8 Re-election of Dr Frederick Mostert to the Mgmt No vote Board of Directors to serve for a further term of one year 4.9 Re-election of Simon Murray to the Board of Mgmt No vote Directors to serve for a further term of one year 4.10 Re-election of Alain Dominique Perrin to Mgmt No vote the Board of Directors to serve for a further term of one year 4.11 Re-election of Guillaume Pictet to the Mgmt No vote Board of Directors to serve for a further term of one year 4.12 Re-election of Norbert Platt to the Board Mgmt No vote of Directors to serve for a further term of one year 4.13 Re-election of Alan Quasha to the Board of Mgmt No vote Directors to serve for a further term of one year 4.14 Re-election of Maria Ramos to the Board of Mgmt No vote Directors to serve for a further term of one year 4.15 Re-election of Lord Renwick of Clifton to Mgmt No vote the Board of Directors to serve for a further term of one year 4.16 Re-election of Jan Rupert to the Board of Mgmt No vote Directors to serve for a further term of one year 4.17 Re-election of Gary Saage to the Board of Mgmt No vote Directors to serve for a further term of one year 4.18 Re-election of Jurgen Schrempp to the Board Mgmt No vote of Directors to serve for a further term of one year 4.19 Election of Bernard Fornas to the Board of Mgmt No vote Directors to serve for a further term of one year 4.20 Election of Jean-Blaise Eckert to the Board Mgmt No vote of Directors to serve for a further term of one year 5 Re-appoint of the auditor Mgmt No vote PricewaterhouseCoopers Ltd, Geneva 6 Revisions to the Articles of Association: Mgmt No vote Articles 6, 8, 9, 15, 17, 18, 21, and 35 7 In the case of ad-hoc/Miscellaneous Mgmt No vote shareholder motions proposed during the general meeting, I authorize my proxy to act as follows in accordance with the board of directors. PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting CHANGE IN TEXT OF RESOLUTION 5 -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- COSTCO WHOLESALE CORPORATION Agenda Number: 933909383 -------------------------------------------------------------------------------------------------------------------------- Security: 22160K105 Meeting Type: Annual Meeting Date: 30-Jan-2014 Ticker: COST ISIN: US22160K1051 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR SUSAN L. DECKER Mgmt Withheld Against RICHARD M. LIBENSON Mgmt Withheld Against JOHN W. MEISENBACH Mgmt Withheld Against CHARLES T. MUNGER Mgmt Withheld Against 2. RATIFICATION OF SELECTION OF INDEPENDENT Mgmt For For AUDITORS. 3. APPROVAL, ON AN ADVISORY BASIS, OF Mgmt For For EXECUTIVE COMPENSATION. 4. CONSIDERATION OF SHAREHOLDER PROPOSAL TO Shr For Against CHANGE CERTAIN VOTING REQUIREMENTS. 5. TO AMEND THE ARTICLES OF INCORPORATION TO Shr For CHANGE THE METHOD OF ELECTING DIRECTORS. -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- DEERE & COMPANY Agenda Number: 933914586 -------------------------------------------------------------------------------------------------------------------------- Security: 244199105 Meeting Type: Annual Meeting Date: 26-Feb-2014 Ticker: DE ISIN: US2441991054 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SAMUEL R. ALLEN Mgmt For For 1B. ELECTION OF DIRECTOR: CRANDALL C. BOWLES Mgmt For For 1C. ELECTION OF DIRECTOR: VANCE D. COFFMAN Mgmt For For 1D. ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, Mgmt For For JR. 1E. ELECTION OF DIRECTOR: DIPAK C. JAIN Mgmt For For 1F. ELECTION OF DIRECTOR: CLAYTON M. JONES Mgmt For For 1G. ELECTION OF DIRECTOR: JOACHIM MILBERG Mgmt For For 1H. ELECTION OF DIRECTOR: RICHARD B. MYERS Mgmt For For 1I. ELECTION OF DIRECTOR: GREGORY R. PAGE Mgmt For For 1J. ELECTION OF DIRECTOR: THOMAS H. PATRICK Mgmt For For 1K. ELECTION OF DIRECTOR: SHERRY M. SMITH Mgmt For For 2. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For 3. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For & TOUCHE LLP AS DEERE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2014. -------------------------------------------------------------------------------------------------------------------------- DIAGEO PLC, LONDON Agenda Number: 704697070 -------------------------------------------------------------------------------------------------------------------------- Security: G42089113 Meeting Type: AGM Meeting Date: 19-Sep-2013 Ticker: ISIN: GB0002374006 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Report and accounts 2013 Mgmt For For 2 Directors' remuneration report 2013 Mgmt For For 3 Declaration of final dividend. That a final Mgmt For For dividend be declared on the ordinary shares of 28101/108 pence each ('Ordinary Share(s)') of 29.30 pence per share for the year ended 30 June 2013 4 That PB Bruzelius be re-elected as a Mgmt For For director 5 That LM Danon be re-elected as a director Mgmt For For 6 That Lord Davies be re-elected as a Mgmt For For director 7 That Ho KwonPing be re-elected as a Mgmt For For director 8 That BD Holden be re-elected as a director Mgmt For For 9 That Dr FB Humer be re-elected as a Mgmt For For director 10 That D Mahlan be re-elected as a director Mgmt For For 11 That IM Menezes be re-elected as a director Mgmt For For 12 That PG Scott be re-elected as a director Mgmt For For 13 Appointment of auditor: That KPMG LLP be Mgmt For For appointed as auditor of the company to hold office from the conclusion of this AGM until the conclusion of the next general meeting at which accounts are laid before the company 14 Remuneration of auditor Mgmt For For 15 Authority to allot shares Mgmt For For 16 Disapplication of pre-emption rights Mgmt For For 17 Authority to purchase own Ordinary Shares Mgmt For For 18 Authority to make political donations Mgmt For For and/or to incur political expenditure in the European Union ('EU'): That, in accordance with sections 366 and 367 of the Act, the company and all companies that are at any time during the period for which this resolution has effect subsidiaries of the company be authorised to: a) make political donations (as defined in section 364 of the Act) to political parties (as defined in section 363 of the Act) or independent election candidates (as defined in section 363 of the Act), not exceeding GBP 200,000 in total; and b) make political donations (as defined in section 364 of the Act) to political organisations other than political parties (as defined in section 363 of the Act) not exceeding GBP 200,000 in total; and c) incur political expenditure (as defined in section 365 of the Act) CONTD CONT CONTD not exceeding GBP 200,000 in total; Non-Voting in each case during the period beginning with the date of passing this resolution and ending at the end of next year's AGM or on 18 December 2014, whichever is the sooner, and provided that the aggregate amount of political donations and political expenditure so made and incurred by the company and its subsidiaries pursuant to this resolution shall not exceed GBP 200,000 19 Reduced notice of a general meeting other Mgmt For For than an annual general meeting -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- DUKE ENERGY CORPORATION Agenda Number: 933932926 -------------------------------------------------------------------------------------------------------------------------- Security: 26441C204 Meeting Type: Annual Meeting Date: 01-May-2014 Ticker: DUK ISIN: US26441C2044 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR G. ALEX BERNHARDT, SR. Mgmt For For MICHAEL G. BROWNING Mgmt For For HARRIS E. DELOACH, JR. Mgmt For For DANIEL R. DIMICCO Mgmt For For JOHN H. FORSGREN Mgmt For For LYNN J. GOOD Mgmt For For ANN M. GRAY Mgmt For For JAMES H. HANCE, JR. Mgmt For For JOHN T. HERRON Mgmt For For JAMES B. HYLER, JR. Mgmt For For WILLIAM E. KENNARD Mgmt For For E. MARIE MCKEE Mgmt For For E. JAMES REINSCH Mgmt For For JAMES T. RHODES Mgmt For For CARLOS A. SALADRIGAS Mgmt For For 2. RATIFICATION OF DELOITTE & TOUCHE LLP AS Mgmt For For DUKE ENERGY CORPORATION'S INDEPENDENT PUBLIC ACCOUNTANT FOR 2014 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION 4. APPROVAL OF THE AMENDMENT TO DUKE ENERGY Mgmt For For CORPORATION'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO AUTHORIZE SHAREHOLDER ACTION BY LESS THAN UNANIMOUS WRITTEN CONSENT 5. SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER Shr For Against RIGHT TO CALL A SPECIAL SHAREHOLDER MEETING 6. SHAREHOLDER PROPOSAL REGARDING POLITICAL Shr Against For CONTRIBUTION DISCLOSURE -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- EOG RESOURCES, INC. Agenda Number: 933953792 -------------------------------------------------------------------------------------------------------------------------- Security: 26875P101 Meeting Type: Annual Meeting Date: 01-May-2014 Ticker: EOG ISIN: US26875P1012 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: JANET F. CLARK Mgmt For For 1B. ELECTION OF DIRECTOR: CHARLES R. CRISP Mgmt For For 1C. ELECTION OF DIRECTOR: JAMES C. DAY Mgmt For For 1D. ELECTION OF DIRECTOR: MARK G. PAPA Mgmt For For 1E. ELECTION OF DIRECTOR: H. LEIGHTON STEWARD Mgmt For For 1F. ELECTION OF DIRECTOR: DONALD F. TEXTOR Mgmt For For 1G. ELECTION OF DIRECTOR: WILLIAM R. THOMAS Mgmt For For 1H. ELECTION OF DIRECTOR: FRANK G. WISNER Mgmt For For 2. TO RATIFY THE APPOINTMENT BY THE AUDIT Mgmt For For COMMITTEE OF THE BOARD OF DIRECTORS OF DELOITTE & TOUCHE LLP, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, AS AUDITORS FOR THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2014. 3. TO APPROVE, BY NON-BINDING VOTE, THE Mgmt For For COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 4. STOCKHOLDER PROPOSAL CONCERNING Shr Against For QUANTITATIVE RISK MANAGEMENT REPORTING FOR HYDRAULIC FRACTURING OPERATIONS, IF PROPERLY PRESENTED. 5. STOCKHOLDER PROPOSAL CONCERNING A METHANE Shr Against For EMISSIONS REPORT, IF PROPERLY PRESENTED. -------------------------------------------------------------------------------------------------------------------------- EXPRESS SCRIPTS HOLDING COMPANY Agenda Number: 933941139 -------------------------------------------------------------------------------------------------------------------------- Security: 30219G108 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: ESRX ISIN: US30219G1085 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: GARY G. BENANAV Mgmt For For 1B. ELECTION OF DIRECTOR: MAURA C. BREEN Mgmt For For 1C. ELECTION OF DIRECTOR: WILLIAM J. DELANEY Mgmt For For 1D. ELECTION OF DIRECTOR: NICHOLAS J. LAHOWCHIC Mgmt For For 1E. ELECTION OF DIRECTOR: THOMAS P. MAC MAHON Mgmt For For 1F. ELECTION OF DIRECTOR: FRANK MERGENTHALER Mgmt For For 1G. ELECTION OF DIRECTOR: WOODROW A. MYERS, Mgmt For For JR., MD 1H. ELECTION OF DIRECTOR: JOHN O. PARKER, JR. Mgmt For For 1I. ELECTION OF DIRECTOR: GEORGE PAZ Mgmt For For 1J. ELECTION OF DIRECTOR: WILLIAM L. ROPER, MD, Mgmt For For MPH 1K. ELECTION OF DIRECTOR: SEYMOUR STERNBERG Mgmt For For 2. TO RATIFY THE APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2014. 3. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE Mgmt For For COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- MARATHON OIL CORPORATION Agenda Number: 933933764 -------------------------------------------------------------------------------------------------------------------------- Security: 565849106 Meeting Type: Annual Meeting Date: 30-Apr-2014 Ticker: MRO ISIN: US5658491064 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: GREGORY H. BOYCE Mgmt For For 1B. ELECTION OF DIRECTOR: PIERRE BRONDEAU Mgmt For For 1C. ELECTION OF DIRECTOR: LINDA Z. COOK Mgmt For For 1D. ELECTION OF DIRECTOR: CHADWICK C. DEATON Mgmt For For 1E. ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON Mgmt For For 1F. ELECTION OF DIRECTOR: PHILIP LADER Mgmt For For 1G. ELECTION OF DIRECTOR: MICHAEL E.J. PHELPS Mgmt For For 1H. ELECTION OF DIRECTOR: DENNIS H. REILLEY Mgmt For For 1I. ELECTION OF DIRECTOR: LEE M. TILLMAN Mgmt For For 2. RATIFICATION OF THE SELECTION OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT AUDITOR FOR 2014. 3. BOARD PROPOSAL FOR A NON-BINDING ADVISORY Mgmt For For VOTE TO APPROVE OUR NAMED EXECUTIVE OFFICER COMPENSATION. 4. STOCKHOLDER PROPOSAL SEEKING A REPORT Shr Against For REGARDING THE COMPANY'S LOBBYING ACTIVITIES, POLICIES AND PROCEDURES. 5. STOCKHOLDER PROPOSAL SEEKING A REPORT Shr Against For REGARDING THE COMPANY'S METHANE EMISSIONS. -------------------------------------------------------------------------------------------------------------------------- MCDONALD'S CORPORATION Agenda Number: 933967854 -------------------------------------------------------------------------------------------------------------------------- Security: 580135101 Meeting Type: Annual Meeting Date: 22-May-2014 Ticker: MCD ISIN: US5801351017 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SUSAN E. ARNOLD Mgmt For For 1B. ELECTION OF DIRECTOR: RICHARD H. LENNY Mgmt For For 1C. ELECTION OF DIRECTOR: WALTER E. MASSEY Mgmt For For 1D. ELECTION OF DIRECTOR: CARY D. MCMILLAN Mgmt For For 1E. ELECTION OF DIRECTOR: SHEILA A. PENROSE Mgmt For For 1F. ELECTION OF DIRECTOR: JOHN W. ROGERS, JR. Mgmt For For 1G. ELECTION OF DIRECTOR: ROGER W. STONE Mgmt For For 1H. ELECTION OF DIRECTOR: MILES D. WHITE Mgmt For For 2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION. 3. APPROVAL OF PERFORMANCE GOALS FOR AWARDS Mgmt For For UNDER THE MCDONALD'S CORPORATION 2009 CASH INCENTIVE PLAN. 4. ADVISORY VOTE TO APPROVE THE APPOINTMENT OF Mgmt For For ERNST & YOUNG LLP AS INDEPENDENT AUDITOR FOR 2014. 5. ADVISORY VOTE REQUESTING THE ABILITY FOR Shr For Against SHAREHOLDERS TO ACT BY WRITTEN CONSENT, IF PRESENTED. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- MONSANTO COMPANY Agenda Number: 933907959 -------------------------------------------------------------------------------------------------------------------------- Security: 61166W101 Meeting Type: Annual Meeting Date: 28-Jan-2014 Ticker: MON ISIN: US61166W1018 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: GREGORY H. BOYCE Mgmt For For 1B. ELECTION OF DIRECTOR: LAURA K. IPSEN Mgmt For For 1C. ELECTION OF DIRECTOR: WILLIAM U. PARFET Mgmt For For 1D. ELECTION OF DIRECTOR: GEORGE H. POSTE, Mgmt For For PH.D., D.V.M. 2. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2014. 3. ADVISORY (NON-BINDING) VOTE TO APPROVE Mgmt For For EXECUTIVE COMPENSATION. 4. SHAREOWNER PROPOSAL REQUESTING A REPORT Shr Against For RELATED TO LABELING OF FOOD PRODUCED WITH GENETIC ENGINEERING. 5. SHAREOWNER PROPOSAL REQUESTING A REPORT ON Shr Against For CERTAIN MATTERS RELATED TO GMO PRODUCTS. -------------------------------------------------------------------------------------------------------------------------- MORGAN STANLEY Agenda Number: 933952497 -------------------------------------------------------------------------------------------------------------------------- Security: 617446448 Meeting Type: Annual Meeting Date: 13-May-2014 Ticker: MS ISIN: US6174464486 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: ERSKINE B. BOWLES Mgmt For For 1B. ELECTION OF DIRECTOR: HOWARD J. DAVIES Mgmt For For 1C. ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For 1D. ELECTION OF DIRECTOR: JAMES P. GORMAN Mgmt For For 1E. ELECTION OF DIRECTOR: ROBERT H. HERZ Mgmt For For 1F. ELECTION OF DIRECTOR: C. ROBERT KIDDER Mgmt For For 1G. ELECTION OF DIRECTOR: KLAUS KLEINFELD Mgmt For For 1H. ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For 1I. ELECTION OF DIRECTOR: HUTHAM S. OLAYAN Mgmt For For 1J. ELECTION OF DIRECTOR: JAMES W. OWENS Mgmt For For 1K. ELECTION OF DIRECTOR: O. GRIFFITH SEXTON Mgmt For For 1L. ELECTION OF DIRECTOR: RYOSUKE TAMAKOSHI Mgmt For For 1M. ELECTION OF DIRECTOR: MASAAKI TANAKA Mgmt For For 1N. ELECTION OF DIRECTOR: LAURA D. TYSON Mgmt For For 1O. ELECTION OF DIRECTOR: RAYFORD WILKINS, JR. Mgmt For For 2. TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For TOUCHE LLP AS INDEPENDENT AUDITOR 3. TO APPROVE THE COMPENSATION OF EXECUTIVES Mgmt For For AS DISCLOSED IN THE PROXY STATEMENT (NON-BINDING ADVISORY RESOLUTION) 4. SHAREHOLDER PROPOSAL REGARDING A REPORT ON Shr Against For LOBBYING -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- NIKE, INC. Agenda Number: 933862078 -------------------------------------------------------------------------------------------------------------------------- Security: 654106103 Meeting Type: Annual Meeting Date: 19-Sep-2013 Ticker: NKE ISIN: US6541061031 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR ALAN B. GRAF, JR. Mgmt For For JOHN C. LECHLEITER Mgmt For For PHYLLIS M. WISE Mgmt For For 2. TO HOLD AN ADVISORY VOTE TO APPROVE Mgmt For For EXECUTIVE COMPENSATION. 3. TO RATIFY THE APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 4. TO CONSIDER A SHAREHOLDER PROPOSAL Shr Against For REGARDING POLITICAL CONTRIBUTIONS DISCLOSURE. -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- QUALCOMM INCORPORATED Agenda Number: 933916150 -------------------------------------------------------------------------------------------------------------------------- Security: 747525103 Meeting Type: Annual Meeting Date: 04-Mar-2014 Ticker: QCOM ISIN: US7475251036 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: BARBARA T. ALEXANDER Mgmt For For 1B. ELECTION OF DIRECTOR: DONALD G. CRUICKSHANK Mgmt For For 1C. ELECTION OF DIRECTOR: RAYMOND V. DITTAMORE Mgmt For For 1D. ELECTION OF DIRECTOR: SUSAN HOCKFIELD Mgmt For For 1E. ELECTION OF DIRECTOR: THOMAS W. HORTON Mgmt For For 1F. ELECTION OF DIRECTOR: PAUL E. JACOBS Mgmt For For 1G. ELECTION OF DIRECTOR: SHERRY LANSING Mgmt For For 1H. ELECTION OF DIRECTOR: STEVEN M. MOLLENKOPF Mgmt For For 1I. ELECTION OF DIRECTOR: DUANE A. NELLES Mgmt For For 1J. ELECTION OF DIRECTOR: CLARK T. RANDT, JR. Mgmt For For 1K. ELECTION OF DIRECTOR: FRANCISCO ROS Mgmt For For 1L. ELECTION OF DIRECTOR: JONATHAN J. Mgmt For For RUBINSTEIN 1M. ELECTION OF DIRECTOR: BRENT SCOWCROFT Mgmt For For 1N. ELECTION OF DIRECTOR: MARC I. STERN Mgmt For For 2. TO RATIFY THE SELECTION OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT PUBLIC ACCOUNTANTS FOR OUR FISCAL YEAR ENDING SEPTEMBER 28, 2014. 3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE Mgmt For For COMPENSATION. 4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For ADVISORY VOTES ON EXECUTIVE COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- REGIONS FINANCIAL CORPORATION Agenda Number: 933934893 -------------------------------------------------------------------------------------------------------------------------- Security: 7591EP100 Meeting Type: Annual Meeting Date: 24-Apr-2014 Ticker: RF ISIN: US7591EP1005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: GEORGE W. BRYAN Mgmt For For 1B. ELECTION OF DIRECTOR: CAROLYN H. BYRD Mgmt For For 1C. ELECTION OF DIRECTOR: DAVID J. COOPER, SR. Mgmt For For 1D. ELECTION OF DIRECTOR: DON DEFOSSET Mgmt For For 1E. ELECTION OF DIRECTOR: ERIC C. FAST Mgmt For For 1F. ELECTION OF DIRECTOR: O.B. GRAYSON HALL, Mgmt For For JR. 1G. ELECTION OF DIRECTOR: JOHN D. JOHNS Mgmt For For 1H. ELECTION OF DIRECTOR: CHARLES D. MCCRARY Mgmt For For 1I. ELECTION OF DIRECTOR: JAMES R. MALONE Mgmt For For 1J. ELECTION OF DIRECTOR: RUTH ANN MARSHALL Mgmt For For 1K. ELECTION OF DIRECTOR: SUSAN W. MATLOCK Mgmt For For 1L. ELECTION OF DIRECTOR: JOHN E. MAUPIN, JR. Mgmt For For 1M. ELECTION OF DIRECTOR: LEE J. STYSLINGER III Mgmt For For 2. RATIFICATION OF SELECTION OF INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM. 3. NONBINDING STOCKHOLDER APPROVAL OF Mgmt For For EXECUTIVE COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- ROCKWELL AUTOMATION, INC. Agenda Number: 933910653 -------------------------------------------------------------------------------------------------------------------------- Security: 773903109 Meeting Type: Annual Meeting Date: 04-Feb-2014 Ticker: ROK ISIN: US7739031091 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management A. DIRECTOR STEVEN R. KALMANSON Mgmt Withheld Against JAMES P. KEANE Mgmt Withheld Against DONALD R. PARFET Mgmt Withheld Against B. TO APPROVE THE SELECTION OF DELOITTE & Mgmt For For TOUCHE LLP AS THE CORPORATION'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. C. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS. D. SHAREHOLDER PROPOSAL REQUESTING MAJORITY Shr Against VOTING IN ELECTIONS OF DIRECTORS. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- SIMON PROPERTY GROUP, INC. Agenda Number: 933983199 -------------------------------------------------------------------------------------------------------------------------- Security: 828806109 Meeting Type: Annual Meeting Date: 15-May-2014 Ticker: SPG ISIN: US8288061091 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 ELECTION OF DIRECTOR: MELVYN E. BERGSTEIN Mgmt For For 1.2 ELECTION OF DIRECTOR: LARRY C. GLASSCOCK Mgmt For For 1.3 ELECTION OF DIRECTOR: KAREN N. HORN, PH.D. Mgmt For For 1.4 ELECTION OF DIRECTOR: ALLAN HUBBARD Mgmt For For 1.5 ELECTION OF DIRECTOR: REUBEN S. LEIBOWITZ Mgmt For For 1.6 ELECTION OF DIRECTOR: DANIEL C. SMITH, Mgmt For For PH.D. 1.7 ELECTION OF DIRECTOR: J. ALBERT SMITH, JR. Mgmt For For 2. ADVISORY VOTE ON THE APPROVAL OF EXECUTIVE Mgmt For For COMPENSATION. 3. RATIFICATION AND APPROVAL OF THE AMENDED Mgmt For For AND RESTATED 1998 STOCK INCENTIVE PLAN. 4. RATIFICATION OF ERNST & YOUNG LLP AS Mgmt For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- SUNTRUST BANKS, INC. Agenda Number: 933927052 -------------------------------------------------------------------------------------------------------------------------- Security: 867914103 Meeting Type: Annual Meeting Date: 22-Apr-2014 Ticker: STI ISIN: US8679141031 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: ROBERT M. BEALL, II Mgmt For For 1B. ELECTION OF DIRECTOR: DAVID H. HUGHES Mgmt For For 1C. ELECTION OF DIRECTOR: M. DOUGLAS IVESTER Mgmt For For 1D. ELECTION OF DIRECTOR: KYLE PRECHTL LEGG Mgmt For For 1E. ELECTION OF DIRECTOR: WILLIAM A. Mgmt For For LINNENBRINGER 1F. ELECTION OF DIRECTOR: DONNA S. MOREA Mgmt For For 1G. ELECTION OF DIRECTOR: DAVID M. RATCLIFFE Mgmt For For 1H. ELECTION OF DIRECTOR: WILLIAM H. ROGERS, Mgmt For For JR. 1I. ELECTION OF DIRECTOR: FRANK P. SCRUGGS, JR. Mgmt For For 1J. ELECTION OF DIRECTOR: THOMAS R. WATJEN Mgmt For For 1K. ELECTION OF DIRECTOR: DR. PHAIL WYNN, JR. Mgmt For For 2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For COMPANY'S EXECUTIVE COMPENSATION. 3. TO APPROVE AN AMENDMENT TO THE SUNTRUST Mgmt For For BANKS, INC. 2009 STOCK PLAN. 4. TO APPROVE THE MATERIAL TERMS OF THE Mgmt For For SUNTRUST BANKS, INC. 2009 STOCK PLAN. 5. TO APPROVE THE MATERIAL TERMS OF THE Mgmt For For SUNTRUST BANKS, INC. ANNUAL INCENTIVE PLAN. 6. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For LLP AS OUR INDEPENDENT AUDITOR FOR 2014. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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 CHARLES SCHWAB CORPORATION Agenda Number: 933958209 -------------------------------------------------------------------------------------------------------------------------- Security: 808513105 Meeting Type: Annual Meeting Date: 15-May-2014 Ticker: SCHW ISIN: US8085131055 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: FRANK C. HERRINGER Mgmt For For 1B. ELECTION OF DIRECTOR: STEPHEN T. MCLIN Mgmt For For 1C. ELECTION OF DIRECTOR: ROGER O. WALTHER Mgmt For For 1D. ELECTION OF DIRECTOR: ROBERT N. WILSON Mgmt For For 2. RATIFICATION OF INDEPENDENT AUDITORS Mgmt For For 3. ADVISORY APPROVAL OF NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION 4. STOCKHOLDER PROPOSAL REGARDING POLITICAL Shr Against For CONTRIBUTIONS 5. STOCKHOLDER PROPOSAL REGARDING ANNUAL Shr Against For DISCLOSURE OF EEO-1 DATA 6. STOCKHOLDER PROPOSAL REGARDING ACCELERATED Shr For Against VESTING UPON CHANGE IN CONTROL -------------------------------------------------------------------------------------------------------------------------- THE HERSHEY COMPANY Agenda Number: 933934831 -------------------------------------------------------------------------------------------------------------------------- Security: 427866108 Meeting Type: Annual Meeting Date: 29-Apr-2014 Ticker: HSY ISIN: US4278661081 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR P.M. ARWAY Mgmt For For J.P. BILBREY Mgmt For For R.F. CAVANAUGH Mgmt For For C.A. DAVIS Mgmt For For M.K. HABEN Mgmt For For R.M. MALCOLM Mgmt For For J.M. MEAD Mgmt For For J.E. NEVELS Mgmt For For A.J. PALMER Mgmt For For T.J. RIDGE Mgmt For For D.L. SHEDLARZ Mgmt For For 2. RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For INDEPENDENT AUDITORS FOR 2014. 3. APPROVE, ON A NON-BINDING ADVISORY BASIS, A Mgmt For For RESOLUTION APPROVING EXECUTIVE COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- 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 PROCTER & GAMBLE COMPANY Agenda Number: 933868525 -------------------------------------------------------------------------------------------------------------------------- Security: 742718109 Meeting Type: Annual Meeting Date: 08-Oct-2013 Ticker: PG ISIN: US7427181091 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: ANGELA F. BRALY Mgmt For For 1B. ELECTION OF DIRECTOR: KENNETH I. CHENAULT Mgmt For For 1C. ELECTION OF DIRECTOR: SCOTT D. COOK Mgmt For For 1D. ELECTION OF DIRECTOR: SUSAN Mgmt For For DESMOND-HELLMANN 1E. ELECTION OF DIRECTOR: A.G. LAFLEY Mgmt For For 1F. ELECTION OF DIRECTOR: TERRY J. LUNDGREN Mgmt For For 1G. ELECTION OF DIRECTOR: W. JAMES MCNERNEY, Mgmt For For JR. 1H. ELECTION OF DIRECTOR: MARGARET C. WHITMAN Mgmt For For 1I. ELECTION OF DIRECTOR: MARY AGNES Mgmt For For WILDEROTTER 1J. ELECTION OF DIRECTOR: PATRICIA A. WOERTZ Mgmt For For 1K. ELECTION OF DIRECTOR: ERNESTO ZEDILLO Mgmt For For 2. RATIFY APPOINTMENT OF THE INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM 3. AMEND THE COMPANY'S CODE OF REGULATIONS TO Mgmt For For REDUCE CERTAIN SUPERMAJORITY VOTING REQUIREMENTS 4. APPROVE THE 2013 NON-EMPLOYEE DIRECTORS' Mgmt For For STOCK PLAN 5. ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For (THE SAY ON PAY VOTE) -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- UNILEVER NV, ROTTERDAM Agenda Number: 704725994 -------------------------------------------------------------------------------------------------------------------------- Security: N8981F271 Meeting Type: OGM Meeting Date: 23-Oct-2013 Ticker: ISIN: NL0000009355 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Opening and announcements Non-Voting 2 Report and annual accounts for the period 1 Non-Voting July 2012 - 30 June 2013 3 Composition board Non-Voting 4 Any other business Non-Voting 5 Closing Non-Voting CMMT PLEASE NOTE THAT THIS IS AN INFORMATIONAL Non-Voting MEETING, AS THERE ARE NO PROPOSALS TO BE VOTED ON. SHOULD YOU WISH TO ATTEND THE MEETING PERSONALLY, YOU MAY REQUEST AN ENTRANCE CARD. THANK YOU. PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting ADDITION OF COMMENT. -------------------------------------------------------------------------------------------------------------------------- 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: 933908735 -------------------------------------------------------------------------------------------------------------------------- Security: 92343V104 Meeting Type: Special Meeting Date: 28-Jan-2014 Ticker: VZ ISIN: US92343V1044 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. APPROVE THE ISSUANCE OF UP TO APPROXIMATELY Mgmt For For 1.28 BILLION SHARES OF VERIZON COMMON STOCK TO VODAFONE ORDINARY SHAREHOLDERS IN CONNECTION WITH VERIZON'S ACQUISITION OF VODAFONE'S INDIRECT 45% INTEREST IN VERIZON WIRELESS 2. APPROVE AN AMENDMENT TO ARTICLE 4(A) OF Mgmt For For VERIZON'S RESTATED CERTIFICATE OF INCORPORATION TO INCREASE VERIZON'S AUTHORIZED SHARES OF COMMON STOCK BY 2 BILLION SHARES TO AN AGGREGATE OF 6.25 BILLION AUTHORIZED SHARES OF COMMON STOCK 3. APPROVE THE ADJOURNMENT OF THE SPECIAL Mgmt For For MEETING TO SOLICIT ADDITIONAL VOTES AND PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE ABOVE PROPOSALS -------------------------------------------------------------------------------------------------------------------------- VISA INC. Agenda Number: 933909066 -------------------------------------------------------------------------------------------------------------------------- Security: 92826C839 Meeting Type: Annual Meeting Date: 29-Jan-2014 Ticker: V ISIN: US92826C8394 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: MARY B. CRANSTON Mgmt For For 1B. ELECTION OF DIRECTOR: FRANCISCO JAVIER Mgmt For For FERNANDEZ-CARBAJAL 1C. ELECTION OF DIRECTOR: ALFRED F. KELLY, JR. Mgmt For For 1D. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For 1E. ELECTION OF DIRECTOR: CATHY E. MINEHAN Mgmt For For 1F. ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Mgmt For For 1G. ELECTION OF DIRECTOR: DAVID J. PANG Mgmt For For 1H. ELECTION OF DIRECTOR: CHARLES W. SCHARF Mgmt For For 1I. ELECTION OF DIRECTOR: WILLIAM S. SHANAHAN Mgmt For For 1J. ELECTION OF DIRECTOR: JOHN A.C. SWAINSON Mgmt For For 1K. ELECTION OF DIRECTOR: MAYNARD G. WEBB, JR. Mgmt For For 2. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt For For COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2014. -------------------------------------------------------------------------------------------------------------------------- VODAFONE GROUP PLC, NEWBURY BERKSHIRE Agenda Number: 704601512 -------------------------------------------------------------------------------------------------------------------------- Security: G93882135 Meeting Type: AGM Meeting Date: 23-Jul-2013 Ticker: ISIN: GB00B16GWD56 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Accept Financial Statements and Statutory Mgmt For For Reports 2 Re-elect Gerard Kleisterlee as Director Mgmt For For 3 Re-elect Vittorio Colao as Director Mgmt For For 4 Re-elect Andy Halford as Director Mgmt For For 5 Re-elect Stephen Pusey as Director Mgmt For For 6 Re-elect Renee James as Director Mgmt For For 7 Re-elect Alan Jebson as Director Mgmt For For 8 Re-elect Samuel Jonah as Director Mgmt For For 9 Elect Omid Kordestani as Director Mgmt For For 10 Re-elect Nick Land as Director Mgmt For For 11 Re-elect Anne Lauvergeon as Director Mgmt For For 12 Re-elect Luc Vandevelde as Director Mgmt For For 13 Re-elect Anthony Watson as Director Mgmt For For 14 Re-elect Philip Yea as Director Mgmt For For 15 Approve Final Dividend Mgmt For For 16 Approve Remuneration Report Mgmt For For 17 Reappoint Deloitte LLP as Auditors Mgmt For For 18 Authorise the Audit and Risk Committee to Mgmt For For Fix Remuneration of Auditors 19 Authorise Issue of Equity with Pre-emptive Mgmt For For Rights 20 Authorise Issue of Equity without Mgmt For For Pre-emptive Rights 21 Authorise Market Purchase of Ordinary Mgmt For For Shares 22 Authorise EU Political Donations and Mgmt For For Expenditure 23 Authorise the Company to Call EGM with Two Mgmt For For Weeks' Notice -------------------------------------------------------------------------------------------------------------------------- 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 * 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-Managed Diversified Equity Income Fund By (Signature) /s/ Walter A. Row, III Name Walter A. Row, III Title President Date 08/20/2014