N-PX 1 brd0310001396502.txt BRD0310001396502 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: 811-22056 NAME OF REGISTRANT: John Hancock Tax-Advantaged Global Shareholder Yield Fund ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 601 Congress Street Boston, MA 02210 NAME AND ADDRESS OF AGENT FOR SERVICE: Charles Rizzo 601 Congress Street Boston, MA 02210 REGISTRANT'S TELEPHONE NUMBER: 617-663-3000 DATE OF FISCAL YEAR END: 10/31 DATE OF REPORTING PERIOD: 07/01/2013 - 06/30/2014 JHF TAX-ADV GLOB SHRHLDR YLD -------------------------------------------------------------------------------------------------------------------------- ABBVIE INC. Agenda Number: 933942725 -------------------------------------------------------------------------------------------------------------------------- Security: 00287Y109 Meeting Type: Annual Meeting Date: 09-May-2014 Ticker: ABBV ISIN: US00287Y1091 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR ROBERT J. ALPERN Mgmt For For EDWARD M. LIDDY Mgmt For For FREDERICK H. WADDELL Mgmt For For 2. RATIFICATION OF ERNST & YOUNG LLP AS Mgmt For For ABBVIE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. SAY ON PAY - AN ADVISORY VOTE ON THE Mgmt For For APPROVAL OF EXECUTIVE COMPENSATION. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- ALTRIA GROUP, INC. Agenda Number: 933956801 -------------------------------------------------------------------------------------------------------------------------- Security: 02209S103 Meeting Type: Annual Meeting Date: 14-May-2014 Ticker: MO ISIN: US02209S1033 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: GERALD L. BALILES Mgmt For For 1B. ELECTION OF DIRECTOR: MARTIN J. BARRINGTON Mgmt For For 1C. ELECTION OF DIRECTOR: JOHN T. CASTEEN III Mgmt For For 1D. ELECTION OF DIRECTOR: DINYAR S. DEVITRE Mgmt For For 1E. ELECTION OF DIRECTOR: THOMAS F. FARRELL II Mgmt For For 1F. ELECTION OF DIRECTOR: THOMAS W. JONES Mgmt For For 1G. ELECTION OF DIRECTOR: DEBRA J. KELLY-ENNIS Mgmt For For 1H. ELECTION OF DIRECTOR: W. LEO KIELY III Mgmt For For 1I. ELECTION OF DIRECTOR: KATHRYN B. MCQUADE Mgmt For For 1J. ELECTION OF DIRECTOR: GEORGE MUNOZ Mgmt For For 1K. ELECTION OF DIRECTOR: NABIL Y. SAKKAB Mgmt For For 2. RATIFICATION OF THE SELECTION OF Mgmt For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For OF THE COMPANY'S NAMED EXECUTIVE OFFICERS 4. SHAREHOLDER PROPOSAL - PREPARATION OF Shr Against For HEALTH EFFECT AND CESSATION MATERIALS FOR POOR AND LESS FORMALLY EDUCATED TOBACCO CONSUMERS 5. SHAREHOLDER PROPOSAL - DISCLOSURE OF Shr Against For LOBBYING POLICIES AND PRACTICES -------------------------------------------------------------------------------------------------------------------------- AMEREN CORPORATION Agenda Number: 933933485 -------------------------------------------------------------------------------------------------------------------------- Security: 023608102 Meeting Type: Annual Meeting Date: 24-Apr-2014 Ticker: AEE ISIN: US0236081024 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR WARNER L. BAXTER Mgmt For For CATHERINE S. BRUNE Mgmt For For ELLEN M. FITZSIMMONS Mgmt For For WALTER J. GALVIN Mgmt For For RICHARD J. HARSHMAN Mgmt For For GAYLE P.W. JACKSON Mgmt For For JAMES C. JOHNSON Mgmt For For STEVEN H. LIPSTEIN Mgmt For For PATRICK T. STOKES Mgmt For For THOMAS R. VOSS Mgmt For For STEPHEN R. WILSON Mgmt For For JACK D. WOODARD Mgmt For For 2 NON-BINDING ADVISORY APPROVAL OF Mgmt For For COMPENSATION OF THE EXECUTIVES DISCLOSED IN THE PROXY STATEMENT. 3 APPROVAL OF THE 2014 OMNIBUS INCENTIVE Mgmt For For COMPENSATION PLAN. 4 RATIFICATION OF THE APPOINTMENT OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. 5 SHAREHOLDER PROPOSAL REGARDING HAVING AN Shr Against For INDEPENDENT BOARD CHAIRMAN. 6 SHAREHOLDER PROPOSAL REGARDING A REPORT ON Shr For Against LOBBYING. 7 SHAREHOLDER PROPOSAL REGARDING A REPORT ON Shr Against For GREENHOUSE GAS EMISSIONS. -------------------------------------------------------------------------------------------------------------------------- ANHEUSER-BUSCH INBEV SA, BRUXELLES Agenda Number: 705080947 -------------------------------------------------------------------------------------------------------------------------- Security: B6399C107 Meeting Type: MIX Meeting Date: 30-Apr-2014 Ticker: ISIN: BE0003793107 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) MAY BE REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED A.1 Deciding that all outstanding subscription Mgmt For For rights granted to Directors (including former Directors) of the Company and certain executives (including former executives) will be automatically converted into stock options, so that, upon exercise, existing shares instead of new shares will be delivered, with effect on 1 May 2014; accordingly, acknowledging that all subscription rights outstanding on 1 May 2014 will become without object, with effect on the same date; confirming that the terms and conditions of such replacement stock options will be identical to those of such subscription rights, including regarding the exercise price and the exercise conditions and periods, except to the extent strictly needed to take into account that existing shares instead of new shares will be delivered; deciding that such replacement CONTD CONT CONTD stock options will continue to grant Non-Voting their holders a right of early exercise in the event contemplated by Article 501, second indent, of the Companies Code (i.e., in relation to certain capital increases), in the same manner as the subscription rights did A.2.a Special report by the Board of Directors on Non-Voting the authorised capital, drawn up in accordance with Article 604 of the Companies Code A.2.b Cancelling the unused portion of the Mgmt For For existing authorised capital, granting a renewed authorisation to the Board of Directors to increase the capital in accordance with Article 6 of the articles of association, in one or more transactions, by the issuance of a number of shares, or financial instruments giving right to a number of shares, which will represent not more than 3% of the shares issued as at 30 April 2014, and modifying Article 6 of the articles of association accordingly. Such authorisation is granted for a period of five years as from the date of publication of this modification to the articles of association in the Belgian State Gazette (Moniteur Belge /Belgisch Staatsblad) B.1.a Renewing, for a period of five years as Mgmt Against Against from 30 April 2014, the authorisation to the Board of Directors to purchase the Company's own shares up to maximum 20 per cent of the issued shares for a unitary price which will not be lower than one euro (EUR 1,-) and not higher than 20 % above the highest closing price in the last twenty trading days of the shares on Euronext Brussels preceding the acquisition. The previous authorization expired on 28 April 2014 B.1.b Replacing Article 10 of the articles of Mgmt Against Against association by the following text: "Article 10.-ACQUISITION AND DISPOSAL OF OWN SHARES The company may, without any prior authorisation of the Shareholders' Meeting, in accordance with article 620 of the Companies Code and under the conditions provided for by law, acquire, on or outside the stock exchange, its own shares up to a maximum of 20% of the issued shares of the company for a unitary price which will not be lower than one euro (EUR 1,-) and not higher than 20 % above the highest closing price on Euronext Brussels in the last twenty trading days preceding the acquisition. The company may, without any prior authorisation of the Shareholders' Meeting, in accordance with article 622, section 2, 1 of the Companies Code, dispose, on or outside the stock exchange, of the shares CONTD CONT CONTD of the company which were acquired by Non-Voting the company under the conditions determined by the Board of Directors. The authorisations set forth in the preceding paragraphs also extend to acquisitions and disposals of shares of the company by direct subsidiaries of the company made in accordance with article 627 of the Companies Code. The authorisations set forth in this article were granted for a period of five (5) years as from the extraordinary shareholders' meeting of thirty April two thousand and fourteen C.1 Management report by the Board of Directors Non-Voting on the accounting year ended on 31 December 2013 C.2 Report by the statutory auditor on the Non-Voting accounting year ended on 31 December 2013 C.3 Communication of the consolidated annual Non-Voting accounts relating to the accounting year ended on 31 December 2013, as well as the management report by the Board of Directors and the report by the statutory auditor on the consolidated annual accounts C.4 Approving the statutory annual accounts Mgmt For For relating to the accounting year ended on 31 December 2013, including the following allocation of the result: (as specified) On a per share basis, this represents a gross dividend for 2013 of EUR 2.05 giving right to a dividend net of Belgian withholding tax of EUR 1.5375 per share (in case of 25% Belgian withholding tax) and of EUR 2.05 per share (in case of exemption from Belgian withholding tax). Taking into account the gross interim dividend of EUR 0.60 per share paid in November 2013, a balance gross amount of EUR 1.45 will be payable as from 8 May 2014, i.e. a balance dividend net of Belgian withholding tax of EUR 1.0875 per share (in case of 25% Belgian withholding tax) and of EUR 1.45 per share (in case of exemption from Belgian withholding tax). The actual gross CONTD CONT CONTD dividend amount (and, subsequently, Non-Voting the balance amount) may fluctuate depending on possible changes in the number of own shares held by the Company on the dividend payment date C.5 Granting discharge to the Directors for the Mgmt For For performance of their duties during the accounting year ended on 31 December 2013 C.6 Granting discharge to the statutory auditor Mgmt For For for the performance of his duties during the accounting year ended on 31 December 2013 C.7.a Renewing the appointment as independent Mgmt Against Against director of Mr. Kees Storm, for a period of one year ending after the shareholders' meeting which will be asked to approve the accounts for the year 2014. The Company's Corporate Governance Charter provides that the term of office of directors shall end immediately after the annual shareholders' meeting following their 70th birthday, except as provided by the Board of Directors in special cases. The Board considers that an exception to such age limit is justified for Mr. Storm considering the key role that he has played and continues to play as independent director. Mr. Storm complies with the functional, family and financial criteria of independence as provided for in Article 526ter of the Companies Code and in the Company's Corporate Governance Charter, except for the requirement CONTD CONT CONTD not to have been a non-executive Non-Voting director of the company for more than three successive terms (Article 526ter, par. 1, 2). Except when legally required to apply the definition of Article 526ter, par. 1, 2, the Board proposes to consider that Mr. Storm continues to qualify as independent director. The Board is of the opinion that the quality and independence of the contribution of Mr. Storm to the functioning of the Board has not been influenced by the length of his tenure. Mr. Storm has acquired a superior understanding of the Company's business, its underlying strategy and specific culture, in particular in his capacity of chairman of the Board, and in light of his particular experience, reputation and background it is in the Company's best interests to renew him as an independent director for an additional term CONTD CONT CONTD of one year. Moreover, Mr. Storm Non-Voting expressly stated and the Board is of the opinion that he does not have any relationship with any company which could compromise his independence C.7.b Renewing the appointment as independent Mgmt For For director of Mr. Mark Winkelman, for a period of 1 year ending after the shareholders' meeting which will be asked to approve the accounts for the year 2014. Mr. Winkelman complies with the functional, family and financial criteria of independence as provided for in Article 526ter of the Companies Code and in the Company's Corporate Governance Charter, except for the requirement not to have been a non-executive director of the company for more than three successive terms (Article 526ter, par. 1, 2). Except when legally required to apply the definition of Article 526ter, par. 1, 2, the Board proposes to consider that Mr. Winkelman continues to qualify as independent director. The Board is of the opinion that the quality and independence of the contribution of Mr. Winkelman to the CONTD CONT CONTD functioning of the Board has not been Non-Voting influenced by the length of his tenure. Mr. Winkelman has acquired a superior understanding of the Company's business, its underlying strategy and specific culture, and in light of his particular experience, reputation and background it is in the Company's best interests to renew him as an independent director for an additional term of one year. Moreover, Mr. Winkelman expressly stated and the Board is of the opinion that he does not have any relationship with any company which could compromise his independence C.7.c Renewing the appointment as director of Mr. Mgmt Against Against Alexandre Van Damme, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017 C.7.d Renewing the appointment as director of Mr. Mgmt Against Against Gregoire de Spoelberch, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017 C.7.e Renewing the appointment as director of Mr. Mgmt Against Against Carlos Alberto da Veiga Sicupira, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017 C.7.f Renewing the appointment as director of Mr. Mgmt Against Against Marcel Herrmann Telles, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017 C.7.g Acknowledging the end of mandate as Mgmt Against Against director of Mr. Jorge Paulo Lemann and appointing as director Mr. Paulo Lemann as his successor, for a period of four years ending after the shareholders meeting which will be asked to approve the accounts for the year 2017. Mr. Paulo Lemann, a Brazilian citizen, graduated from Faculdade Candido Mendes in Rio de Janeiro, Brazil with a B.A. in Economics. Mr. Lemann interned at PriceWaterhouse in 1989 and was employed as an Analyst at Andersen Consulting from 1990 to 1991. From 1992 to 1995, he performed equity analysis while at Banco Marka (Rio de Janeiro). Mr. Lemann performed equity analysis for Dynamo Asset Management (Rio de Janeiro) from 1995 to 1996. From 1997 to 2004, he started the hedge fund investment effort at Tinicum Inc., a New York based investment office that advised the CONTD CONT CONTD Synergy Fund of Funds where he served Non-Voting as Portfolio Manager. In May 2005, Mr. Lemann founded Pollux Capital and is currently the Portfolio Manager. Mr. Lemann is a board member of Lojas Americanas, the Lemann Foundation and Ambev C.7.h Acknowledging the end of mandate as Mgmt Against Against director of Mr. Roberto Moses Thompson Motta and appointing as director Mr. Alexandre Behring as his successor, for a period of four years ending after the shareholders meeting which will be asked to approve the accounts for the year 2017. Mr. Behring, a Brazilian citizen, received a BS in Electric Engineering from Pontificia Universidade Catolica in Rio de Janeiro and an MBA from Harvard Graduate School of Business, having graduated as a Baker Scholar and a Loeb Scholar. He is a co-founder and the Managing Partner of 3G Capital, a global investment firm with offices in New York and Rio de Janeiro, since 2004. Mr. Behring serves on Burger King's Board as Chairman since October 2010, following Burger King's acquisition by 3G Capital, and has become Chairman of H.J. Heinz, following the CONTD CONT CONTD closing of such company's acquisition Non-Voting by Berkshire Hathaway and 3G Capital in June 2013. Additionally, Mr. Behring served as a Director, and member of the Compensation and Operations Committees of the Board of CSX Corporation, a leading U.S. rail-based transportation company, from 2008 to 2011. Previously, Mr. Behring spent approximately 10 years at GP Investments, one of Latin America's premier private-equity firms, including eight years as a partner and member of the firm's Investment Committee. He served for seven years, from 1998 through 2004, as a Director and CEO of Latin America's largest railroad, ALL (America Latina Logistica). Mr. Behring was a co-founder and partner in Modus OSI Technologies, a technology firm with offices in Florida and Sao Paulo, from 1989 to 1993 C.7.i Appointing as independent director Mr. Elio Mgmt For For Leoni Sceti, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017. Mr Leoni Sceti is an Italian citizen, living in the UK. He graduated Magma Cum Laude in Economics from LUISS in Rome, where he passed the Dottore Commercialista post graduate bar exam. Mr. Sceti is currently CEO of Iglo Group, a European food business whose brands are Birds Eye, Findus (in Italy) and Iglo. He has over 20 years' experience in the FMCG and media sectors. He served as CEO of EMI Music from 2008 to 2010. Prior to EMI, Mr. Sceti had an international career in marketing and held senior leadership roles at Procter & Gamble and Reckitt Benckiser. Mr. Sceti is also a private investor in technology start-ups, and is currently CONTD CONT CONTD Chairman of Zeebox Ltd, Chairman of Non-Voting LSG holdings, and a Counsellor at One Young World. Mr. Elio Leoni Sceti complies with the functional, family and financial criteria of independence as provided for in Article 526ter of the Companies Code and in the Company's Corporate Governance Charter. Moreover, Mr. Elio Leoni Sceti expressly stated and the Board is of the opinion that he does not have any relationship with any company which could compromise his independence C.7.j Appointing as director Mrs. Maria Asuncion Mgmt Against Against Aramburuzabala Larregui, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017. Mrs. Aramburuzabala was proposed for appointment as director in accordance with the terms of the combination of ABI with Grupo Modelo. Mrs. Aramburuzabala is a citizen of Mexico and holds a degree in Accounting from ITAM (Instituto Tecnologico Autonomo de Mexico). She has served as CEO of Tresalia Capital since 1996. She is also on the Boards of KIO Networks, Abilia, Red Universalia, Grupo Modelo, Grupo Financiero Banamex, Banco Nacional de Mexico, non-executive Director of Fresnillo plc, Medica Sur, Latin America Conservation Council, Calidad de Vida, Progreso y Desarrollo para la Ciudad de Mexico and an Advisory Board member CONTD CONT CONTD of the Instituto Tecnologico Autonomo Non-Voting de Mexico, School of Business C.7.k Appointing as director Mr. Valentin Diez Mgmt Against Against Morodo, for a period of four years ending after the shareholders' meeting which will be asked to approve the accounts for the year 2017. Mr. Diez was proposed for appointment as director in accordance with the terms of the combination of ABI with Grupo Modelo. Born in 1940, Mr. Valentin Diez has exceeded the age limit of 70 years for directors as set forth in the Company's Corporate Governance Charter. The Board considers however that an exception to this age limit is justified for Mr. Diez considering the key role that he has played and continues to play within Grupo Modelo as well as his exceptional business experience and reputation, amongst others in the beer sector and industry at large. Mr. Diez is a citizen of Mexico and holds a degree in Business Administration from the CONTD CONT CONTD Universidad Iberoamericana and Non-Voting participated in postgraduate courses at the University of Michigan. He is currently President of Grupo Nevadi International, Chairman of the Consejo Empresarial Mexicano de Comercio Exterior, Inversion y Tecnologia, AC (COMCE) and Chairman of that organization's Mexico-Spain Bilateral Committee. He is a member of the Board of Directors of Grupo Modelo, Vice President of Kimberly Clark de Mexico and Grupo Aeromexico. He is member of the Board of Grupo Financiero Banamex, Acciones y Valores Banamex, Grupo Dine, Mexichem, OHL Mexico, Zara Mexico, Telefonica Moviles Mexico, Banco Nacional de Comercio Exterior, S.N.C. (Bancomext), ProMexico and the Instituto de Empresa, Madrid. He is member of the Consejo Mexicano de Hombres de Negocios and Chairman of the Instituto Mexicano para la CONTD CONT CONTD Competitividad, IMCO. He is Chairman Non-Voting of the Assembly of Associates of the Universidad Iberoamericana, and Founder and Chairman of the Diez Morodo Foundation, which encourages social, sporting, educational and philanthropic causes. Mr. Diez is also a member of the Board of the Museo Nacional de las Artes, MUNAL in Mexico and member of the International Trustees of the Museo del Prado in Madrid, Spain C.8.a Approving the remuneration report for the Mgmt Against Against financial year 2013 as set out in the 2013 annual report, including the executive remuneration policy. The 2013 annual report and remuneration report containing the executive remuneration policy can be reviewed as indicated at the end of this notice C.8.b Deciding to grant and, pursuant to Article Mgmt Against Against 554, indent 7, of the Companies Code, to expressly approve the grant of 15,000 stock options to each of the current Directors of the Company, being all non-executive Directors, for the performance of their mandate during the financial year 2013. However, the number of stock options amounts to 20,000 for the Chairman of the Audit Committee and to 30,000 for the Chairman of the Board of Directors. The main features of these stock options can be summarised as follows: each stock option confers the right to purchase one existing ordinary share of the Company, with the same rights (including dividend rights) as the other existing shares. Each stock option is granted for no consideration. Its exercise price equals the closing price of the Company share on Euronext Brussels on 29 April CONTD CONT CONTD 2014. All stock options have a term Non-Voting of ten years as from their granting and become exercisable five years after their granting. At the end of the ten year term, the stock options that have not been exercised will automatically become null and void D.1 Granting powers to Mr. Benoit Loore, VP Mgmt For For Corporate Governance, with power to substitute and without prejudice to other delegations of powers to the extent applicable, for (i) the implementation of resolution A.1 regarding the change in relation to outstanding subscription rights, (ii) the restatements of the articles of association as a result of all changes referred to above, the signing of the restated articles of association and their filings with the clerk's office of the Commercial Court of Brussels, and (iii) any other filings and publication formalities in relation to the above resolutions -------------------------------------------------------------------------------------------------------------------------- APPLE INC. Agenda Number: 933915564 -------------------------------------------------------------------------------------------------------------------------- Security: 037833100 Meeting Type: Annual Meeting Date: 28-Feb-2014 Ticker: AAPL ISIN: US0378331005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR WILLIAM CAMPBELL Mgmt For For TIMOTHY COOK Mgmt For For MILLARD DREXLER Mgmt For For AL GORE Mgmt For For ROBERT IGER Mgmt For For ANDREA JUNG Mgmt For For ARTHUR LEVINSON Mgmt For For RONALD SUGAR Mgmt For For 2. THE AMENDMENT OF THE COMPANY'S RESTATED Mgmt For For ARTICLES OF INCORPORATION (THE "ARTICLES") TO FACILITATE THE IMPLEMENTATION OF MAJORITY VOTING FOR THE ELECTION OF DIRECTORS IN AN UNCONTESTED ELECTION BY ELIMINATING ARTICLE VII, WHICH RELATES TO THE TERM OF DIRECTORS AND THE TRANSITION FROM A CLASSIFIED BOARD OF DIRECTORS TO A DECLASSIFIED STRUCTURE 3. THE AMENDMENT OF THE ARTICLES TO ELIMINATE Mgmt For For THE "BLANK CHECK" AUTHORITY OF THE BOARD TO ISSUE PREFERRED STOCK 4. THE AMENDMENT OF THE ARTICLES TO ESTABLISH Mgmt For For A PAR VALUE FOR THE COMPANY'S COMMON STOCK OF $0.00001 PER SHARE 5. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014 6. A NON-BINDING ADVISORY RESOLUTION TO Mgmt For For APPROVE EXECUTIVE COMPENSATION 7. THE APPROVAL OF THE APPLE INC. 2014 Mgmt For For EMPLOYEE STOCK PLAN 8. A SHAREHOLDER PROPOSAL BY JOHN HARRINGTON Shr Against For AND NORTHSTAR ASSET MANAGEMENT INC. ENTITLED "BOARD COMMITTEE ON HUMAN RIGHTS" TO AMEND THE COMPANY'S BYLAWS 9. A SHAREHOLDER PROPOSAL BY THE NATIONAL Shr Against For CENTER FOR PUBLIC POLICY RESEARCH OF A NON-BINDING ADVISORY RESOLUTION ENTITLED "REPORT ON COMPANY MEMBERSHIP AND INVOLVEMENT WITH CERTAIN TRADE ASSOCIATIONS AND BUSINESS ORGANIZATIONS" 10. A SHAREHOLDER PROPOSAL BY CARL ICAHN OF A Shr Against For NON-BINDING ADVISORY RESOLUTION THAT THE COMPANY COMMIT TO COMPLETING NOT LESS THAN $50 BILLION OF SHARE REPURCHASES DURING ITS 2014 FISCAL YEAR (AND INCREASE THE AUTHORIZATION UNDER ITS CAPITAL RETURN PROGRAM ACCORDINGLY) 11. A SHAREHOLDER PROPOSAL BY JAMES MCRITCHIE Shr Against For OF A NON-BINDING ADVISORY RESOLUTION ENTITLED "PROXY ACCESS FOR SHAREHOLDERS" -------------------------------------------------------------------------------------------------------------------------- ARTHUR J. GALLAGHER & CO. Agenda Number: 933955950 -------------------------------------------------------------------------------------------------------------------------- Security: 363576109 Meeting Type: Annual Meeting Date: 13-May-2014 Ticker: AJG ISIN: US3635761097 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SHERRY S. BARRAT Mgmt For For 1B. ELECTION OF DIRECTOR: WILLIAM L. BAX Mgmt For For 1C. ELECTION OF DIRECTOR: FRANK E. ENGLISH, JR. Mgmt For For 1D. ELECTION OF DIRECTOR: J. PATRICK GALLAGHER, Mgmt For For JR. 1E. ELECTION OF DIRECTOR: ELBERT O. HAND Mgmt For For 1F. ELECTION OF DIRECTOR: DAVID S. JOHNSON Mgmt For For 1G. ELECTION OF DIRECTOR: KAY W. MCCURDY Mgmt For For 1H. ELECTION OF DIRECTOR: NORMAN L. ROSENTHAL Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF Mgmt For For INDEPENDENT AUDITOR 3. APPROVAL OF ARTHUR J. GALLAGHER & CO. 2014 Mgmt For For LONG-TERM INCENTIVE PLAN 4. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For OF OUR NAMED EXECUTIVE OFFICERS -------------------------------------------------------------------------------------------------------------------------- ASTRAZENECA PLC Agenda Number: 933945264 -------------------------------------------------------------------------------------------------------------------------- Security: 046353108 Meeting Type: Annual Meeting Date: 24-Apr-2014 Ticker: AZN ISIN: US0463531089 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. TO RECEIVE THE COMPANY'S ACCOUNTS AND THE Mgmt For For REPORTS OF THE DIRECTORS AND AUDITOR FOR THE YEAR ENDED 31 DECEMBER 2013 2. TO CONFIRM DIVIDENDS Mgmt For For 3. TO APPOINT KPMG LLP, LONDON AS AUDITOR Mgmt For For 4. TO AUTHORISE THE DIRECTORS TO AGREE TO THE Mgmt For For REMUNERATION OF THE AUDITOR 5A. ELECTION OF DIRECTOR: LEIF JOHANSSON Mgmt For For 5B. ELECTION OF DIRECTOR: PASCAL SORIOT Mgmt For For 5C. ELECTION OF DIRECTOR: MARC DUNOYER Mgmt For For 5D. ELECTION OF DIRECTOR: GENEVIEVE BERGER Mgmt For For 5E. ELECTION OF DIRECTOR: BRUCE BURLINGTON Mgmt For For 5F. ELECTION OF DIRECTOR: ANN CAIRNS Mgmt For For 5G. ELECTION OF DIRECTOR: GRAHAM CHIPCHASE Mgmt For For 5H. ELECTION OF DIRECTOR: JEAN-PHILIPPE Mgmt Against Against COURTOIS 5I. ELECTION OF DIRECTOR: RUDY MARKHAM Mgmt For For 5J. ELECTION OF DIRECTOR: NANCY ROTHWELL Mgmt For For 5K. ELECTION OF DIRECTOR: SHRITI VADERA Mgmt For For 5L. ELECTION OF DIRECTOR: JOHN VARLEY Mgmt For For 5M. ELECTION OF DIRECTOR: MARCUS WALLENBERG Mgmt For For 6. TO APPROVE THE ANNUAL REPORT ON Mgmt Against Against REMUNERATION FOR THE YEAR ENDED 31 DECEMBER 2013 7. TO APPROVE THE DIRECTORS' REMUNERATION Mgmt Abstain Against POLICY 8. TO AUTHORISE LIMITED EU POLITICAL DONATIONS Mgmt For For 9. TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For 10. TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For PRE-EMPTION RIGHTS 11. TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For OWN SHARES 12. TO REDUCE THE NOTICE PERIOD FOR GENERAL Mgmt For For MEETINGS 13. TO APPROVE THE ASTRAZENECA 2014 PERFORMANCE Mgmt For For SHARE PLAN -------------------------------------------------------------------------------------------------------------------------- AT&T INC. Agenda Number: 933930807 -------------------------------------------------------------------------------------------------------------------------- Security: 00206R102 Meeting Type: Annual Meeting Date: 25-Apr-2014 Ticker: T ISIN: US00206R1023 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Mgmt For For 1B. ELECTION OF DIRECTOR: REUBEN V. ANDERSON Mgmt For For 1C. ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For 1D. ELECTION OF DIRECTOR: SCOTT T. FORD Mgmt For For 1E. ELECTION OF DIRECTOR: JAMES P. KELLY Mgmt For For 1F. ELECTION OF DIRECTOR: JON C. MADONNA Mgmt For For 1G. ELECTION OF DIRECTOR: MICHAEL B. Mgmt For For MCCALLISTER 1H. ELECTION OF DIRECTOR: JOHN B. MCCOY Mgmt For For 1I. ELECTION OF DIRECTOR: BETH E. MOONEY Mgmt For For 1J. ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For 1K. ELECTION OF DIRECTOR: MATTHEW K. ROSE Mgmt For For 1L. ELECTION OF DIRECTOR: CYNTHIA B. TAYLOR Mgmt For For 1M. ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON Mgmt For For 2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For AUDITORS. 3. ADVISORY APPROVAL OF EXECUTIVE Mgmt For For COMPENSATION. 4. APPROVE SEVERANCE POLICY. Mgmt For For 5. POLITICAL REPORT. Shr For Against 6. LOBBYING REPORT. Shr For Against 7. WRITTEN CONSENT. Shr For Against -------------------------------------------------------------------------------------------------------------------------- AUTOMATIC DATA PROCESSING, INC. Agenda Number: 933881080 -------------------------------------------------------------------------------------------------------------------------- Security: 053015103 Meeting Type: Annual Meeting Date: 12-Nov-2013 Ticker: ADP ISIN: US0530151036 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR ELLEN R. ALEMANY Mgmt For For GREGORY D. BRENNEMAN Mgmt For For LESLIE A. BRUN Mgmt For For RICHARD T. CLARK Mgmt For For ERIC C. FAST Mgmt For For LINDA R. GOODEN Mgmt For For R. GLENN HUBBARD Mgmt For For JOHN P. JONES Mgmt For For CARLOS A. RODRIGUEZ Mgmt For For GREGORY L. SUMME Mgmt For For 2. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For 3. APPOINTMENT OF DELOITTE & TOUCHE LLP. Mgmt For For 4. RE-APPROVAL OF PERFORMANCE-BASED PROVISIONS Mgmt For For OF THE AUTOMATIC DATA PROCESSING, INC. 2008 OMNIBUS AWARD PLAN. -------------------------------------------------------------------------------------------------------------------------- BAE SYSTEMS PLC, LONDON Agenda Number: 705080391 -------------------------------------------------------------------------------------------------------------------------- Security: G06940103 Meeting Type: AGM Meeting Date: 07-May-2014 Ticker: ISIN: GB0002634946 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Report and Accounts Mgmt For For 2 Remuneration Policy Mgmt For For 3 Remuneration Report Mgmt For For 4 Final Dividend Mgmt For For 5 Re-elect Paul Anderson Mgmt For For 6 Re-elect Harriet Green Mgmt For For 7 Re-elect Ian King Mgmt For For 8 Re-elect Peter Lynas Mgmt For For 9 Re-elect Paula Rosput Reynolds Mgmt For For 10 Re-elect Nicholas Rose Mgmt For For 11 Re-elect Carl Symon Mgmt For For 12 Elect Sir Roger Carr Mgmt For For 13 Elect Jerry DeMuro Mgmt For For 14 Elect Christopher Grigg Mgmt For For 15 Elect Ian Tyler Mgmt For For 16 Appoint KPMG LLP as Auditors Mgmt For For 17 Remuneration of auditors Mgmt For For 18 Political donations up to specified limits Mgmt For For 19 Long-term Incentive Plan 2014 Mgmt For For 20 Authority to allot new shares Mgmt For For 21 Disapplication of pre-emption rights Mgmt For For 22 Purchase own shares Mgmt For For 23 Notice of general meetings Mgmt For For -------------------------------------------------------------------------------------------------------------------------- BASF SE, LUDWIGSHAFEN/RHEIN Agenda Number: 705064145 -------------------------------------------------------------------------------------------------------------------------- Security: D06216317 Meeting Type: AGM Meeting Date: 02-May-2014 Ticker: ISIN: DE000BASF111 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please note that by judgement of OLG Non-Voting Cologne rendered on June 6, 2013, any shareholder who holds an aggregate total of 3 percent or more of the outstanding share capital must register under their beneficial owner details before the appropriate deadline to be able to vote. Failure to comply with the declaration requirements as stipulated in section 21 of the Securities Trade Act (WpHG) may prevent the shareholder from voting at the general meetings. Therefore, your custodian may request that we register beneficial owner data for all voted accounts with the respective sub custodian. If you require further information whether or not such BO registration will be conducted for your custodians accounts, please contact your CSR. The sub-custodian banks optimized their Non-Voting processes and established solutions, which do not require share blocking. Registered shares will be deregistered according to trading activities or at the deregistration date by the sub custodians. In order to deliver/settle a voted position before the deregistration date a voting instruction cancellation and de-registration request needs to be sent. Please contact your CSR for further information. The Vote/Registration Deadline as displayed Non-Voting on ProxyEdge is subject to change and will be updated as soon as Broadridge receives confirmation from the sub custodians regarding their instruction deadline. For any queries please contact your Client Services Representative. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 17.04.2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. Presentation of the approved Financial Non-Voting Statements of BASF SE and the approved Consolidated Financial Statements of the BASF Group for the financial year 2013; presentation of the Management's Analyses of BASF SE and the BASF Group for the financial year 2013 including the explanatory reports on the data according to Section 289 (4) and Section 315 (4) of the German Commercial Code; presentation of the Report of the Supervisory Board 2. Adoption of a resolution on the Mgmt For For appropriation of profit 3. Adoption of a resolution giving formal Mgmt For For approval to the actions of the members of the Supervisory Board 4. Adoption of a resolution giving formal Mgmt For For approval to the actions of the members of the Board of Executive Directors 5. Election of the auditor for the financial Mgmt For For year 2014: KPMG AG 6.1 Election of Supervisory Board members: Dame Mgmt For For Alison J. Carnwath 6.2 Election of Supervisory Board members: Mgmt For For Prof. Dr. Francois Diederich 6.3 Election of Supervisory Board members: Mgmt Against Against Michael Diekmann 6.4 Election of Supervisory Board members: Mgmt For For Franz Fehrenbach 6.5 Election of Supervisory Board members: Dr. Mgmt For For Juergen Hambrecht 6.6 Election of Supervisory Board members: Anke Mgmt For For Schaeferkordt 7. Resolution on the creation of new Mgmt For For authorized capital and amendment of the Statutes 8.1 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF Plant Science Company GmbH on December 13, 2013, will be approved 8.2 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF Pigment GmbH on December 13, 2013, will be approved 8.3 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit and loss transfer agreement that was concluded between BASF SE and BASF Immobilien-Gesellschaft mbH on December 13, 2013, will be approved 8.4 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit and loss transfer agreement that was concluded between BASF SE and BASF Handels- und Exportgesellschaft mbH on December 13, 2013, will be approved 8.5 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit and loss transfer agreement that was concluded between BASF SE and LUWOGE GmbH on December 6, 2013, will be approved 8.6 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit and loss transfer agreement that was concluded between BASF SE and BASF Schwarzheide GmbH on November 28, 2013/December 13, 2013, will be approved 8.7 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF Coatings GmbH on October 24, 2013/ December 13, 2013, will be approved 8.8 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF Polyurethanes GmbH on October 29, 2013/ December 13, 2013, will be approved 8.9 Resolution on the approval of the Mgmt For For conclusion of nine amendment agreements on existing control and profit transfer agreements: The amendment agreement on the control and profit transfer agreement that was concluded between BASF SE and BASF New Business GmbH on December 13, 2013, will be approved -------------------------------------------------------------------------------------------------------------------------- BHP BILLITON LTD, MELBOURNE VIC Agenda Number: 704745756 -------------------------------------------------------------------------------------------------------------------------- Security: Q1498M100 Meeting Type: AGM Meeting Date: 21-Nov-2013 Ticker: ISIN: AU000000BHP4 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting PROPOSALS 7, 8 AND 9 AND VOTES CAST BY ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE PROPOSAL/S WILL BE DISREGARDED BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON PROPOSALS (7, 8 AND 9), YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE VOTING EXCLUSION. 1 To receive the 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 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 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: To elect Ian Dunlop as a Director of BHP Billiton -------------------------------------------------------------------------------------------------------------------------- BRITISH AMERICAN TOBACCO PLC, LONDON Agenda Number: 705060503 -------------------------------------------------------------------------------------------------------------------------- Security: G1510J102 Meeting Type: AGM Meeting Date: 30-Apr-2014 Ticker: ISIN: GB0002875804 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Accept Financial Statements and Statutory Mgmt For For Reports 2 Approve Remuneration Policy Mgmt For For 3 Approve Remuneration Report Mgmt For For 4 Approve Final Dividend Mgmt For For 5 Re-appoint PricewaterhouseCoopers LLP as Mgmt For For Auditors 6 Authorise Board to Fix Remuneration of Mgmt For For Auditors 7 Re-elect Richard Burrows as Director Mgmt For For 8 Re-elect Karen de Segundo as Director Mgmt For For 9 Re-elect Nicandro Durante as Director Mgmt For For 10 Re-elect Ann Godbehere as Director Mgmt For For 11 Re-elect Christine Morin-Postel as Director Mgmt For For 12 Re-elect Gerry Murphy as Director Mgmt For For 13 Re-elect Kieran Poynter as Director Mgmt For For 14 Re-elect Ben Stevens as Director Mgmt For For 15 Re-elect Richard Tubb as Director Mgmt For For 16 Elect Savio Kwan as Director Mgmt For For 17 Authorise Issue of Equity with Pre-emptive Mgmt For For Rights 18 Authorise Issue of Equity without Mgmt For For Pre-emptive Rights 19 Authorise Market Purchase of Ordinary Mgmt For For Shares 20 Approve EU Political Donations and Mgmt For For Expenditure 21 Authorise the Company to Call EGM with Two Mgmt For For Weeks' Notice -------------------------------------------------------------------------------------------------------------------------- CENTRICA PLC, WINDSOR BERKSHIRE Agenda Number: 705076342 -------------------------------------------------------------------------------------------------------------------------- Security: G2018Z143 Meeting Type: AGM Meeting Date: 12-May-2014 Ticker: ISIN: GB00B033F229 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To receive the Report and Accounts Mgmt For For 2 To approve the Remuneration Policy Mgmt For For 3 To approve the Directors Annual Mgmt For For Remuneration Report 4 To declare a final dividend Mgmt For For 5 To re-appoint Rick Haythornthwaite Mgmt For For 6 To re-appoint Sam Laidlaw Mgmt For For 7 To re-appoint Margherita Della Valle Mgmt For For 8 To re-appoint Mary Francis Mgmt For For 9 To re-appoint Mark Hanafin Mgmt For For 10 To re-appoint Lesley Knox Mgmt For For 11 To re-appoint Mike Linn Mgmt For For 12 To re-appoint Nick Luff Mgmt For For 13 To re-appoint Ian Meakins Mgmt For For 14 To re-appoint Paul Rayner Mgmt For For 15 To re-appoint Chris Weston Mgmt For For 16 To re-appoint the Auditors Mgmt For For 17 To authorise the Directors to determine the Mgmt For For Auditors remuneration 18 Authority for political donations and Mgmt For For political expenditure in the European Union 19 Authority to allot shares Mgmt For For 20 Authority to disapply pre-emption rights Mgmt For For 21 Authority to purchase own shares Mgmt For For 22 Notice of general meetings Mgmt For For -------------------------------------------------------------------------------------------------------------------------- CENTURYLINK, INC. Agenda Number: 933986068 -------------------------------------------------------------------------------------------------------------------------- Security: 156700106 Meeting Type: Annual Meeting Date: 28-May-2014 Ticker: CTL ISIN: US1567001060 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR VIRGINIA BOULET Mgmt For For PETER C. BROWN Mgmt For For RICHARD A. GEPHARDT Mgmt For For W. BRUCE HANKS Mgmt For For GREGORY J. MCCRAY Mgmt For For C.G. MELVILLE, JR. Mgmt For For FRED R. NICHOLS Mgmt For For WILLIAM A. OWENS Mgmt For For HARVEY P. PERRY Mgmt For For GLEN F. POST, III Mgmt For For MICHAEL J. ROBERTS Mgmt For For LAURIE A. SIEGEL Mgmt For For JOSEPH R. ZIMMEL Mgmt For For 2. RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Mgmt For For INDEPENDENT AUDITOR FOR 2014. 3. RATIFY A PROXY ACCESS BYLAW AMENDMENT. Mgmt For For 4. ADVISORY VOTE REGARDING OUR EXECUTIVE Mgmt For For COMPENSATION. 5. SHAREHOLDER PROPOSAL REGARDING EQUITY Shr For Against RETENTION. -------------------------------------------------------------------------------------------------------------------------- CME GROUP INC. Agenda Number: 933975673 -------------------------------------------------------------------------------------------------------------------------- Security: 12572Q105 Meeting Type: Annual Meeting Date: 21-May-2014 Ticker: CME ISIN: US12572Q1058 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: TERRENCE A. DUFFY Mgmt For For 1B. ELECTION OF DIRECTOR: PHUPINDER S. GILL Mgmt For For 1C. ELECTION OF DIRECTOR: TIMOTHY S. BITSBERGER Mgmt For For 1D. ELECTION OF DIRECTOR: CHARLES P. CAREY Mgmt For For 1E. ELECTION OF DIRECTOR: DENNIS H. CHOOKASZIAN Mgmt For For 1F. ELECTION OF DIRECTOR: MARTIN J. GEPSMAN Mgmt For For 1G. ELECTION OF DIRECTOR: LARRY G. GERDES Mgmt For For 1H. ELECTION OF DIRECTOR: DANIEL R. GLICKMAN Mgmt For For 1I. ELECTION OF DIRECTOR: J. DENNIS HASTERT Mgmt For For 1J. ELECTION OF DIRECTOR: LEO MELAMED Mgmt For For 1K. ELECTION OF DIRECTOR: WILLIAM P. MILLER II Mgmt For For 1L. ELECTION OF DIRECTOR: JAMES E. OLIFF Mgmt For For 1M. ELECTION OF DIRECTOR: EDEMIR PINTO Mgmt For For 1N. ELECTION OF DIRECTOR: ALEX J. POLLOCK Mgmt For For 1O. ELECTION OF DIRECTOR: JOHN F. SANDNER Mgmt For For 1P. ELECTION OF DIRECTOR: TERRY L. SAVAGE Mgmt For For 1Q. ELECTION OF DIRECTOR: WILLIAM R. SHEPARD Mgmt For For 1R. ELECTION OF DIRECTOR: DENNIS A. SUSKIND Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For YOUNG AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. ADVISORY VOTE ON THE COMPENSATION OF OUR Mgmt For For NAMED EXECUTIVE OFFICERS. 4. APPROVAL OF AN AMENDMENT TO THE CME GROUP Mgmt For For INC. DIRECTOR STOCK PLAN. 5. APPROVAL OF AN AMENDMENT TO THE CME GROUP Mgmt For For INC. INCENTIVE PLAN FOR OUR NAMED EXECUTIVE OFFICERS. 6. APPROVAL OF AN AMENDMENT TO THE CME GROUP Mgmt For For INC. CERTIFICATE OF INCORPORATION TO MODIFY THE DIRECTOR ELECTION RIGHTS OF CERTAIN CLASS B SHAREHOLDERS RESULTING IN A REDUCTION IN THE NUMBER OF "CLASS B DIRECTORS" FROM SIX TO THREE. -------------------------------------------------------------------------------------------------------------------------- COMMONWEALTH BANK OF AUSTRALIA, SYDNEY NSW Agenda Number: 704753842 -------------------------------------------------------------------------------------------------------------------------- Security: Q26915100 Meeting Type: AGM Meeting Date: 08-Nov-2013 Ticker: ISIN: AU000000CBA7 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting PROPOSALS 3, 4, 5.a AND 5.b AND VOTES CAST BY ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE PROPOSALS WILL BE DISREGARDED BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSALS. BY VOTING (FOR OR AGAINST) ON PROPOSALS (3, 4, 5.a AND 5.b), YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSALS AND YOU COMPLY WITH THE VOTING EXCLUSION. 2.a Re-election of Director, Sir John Anderson Mgmt For For 2.b Re-election of Director, Mr Brian Long Mgmt For For 2.c Re-election of Director, Ms Jane Hemstritch Mgmt For For 3 Remuneration Report Mgmt For For 4 Grant of Securities to Ian Mark Narev under Mgmt For For the Group Leadership Reward Plan 5.a Approval of Selective Buy-Back Agreements - Mgmt For For PERLS V 5.b Approval of Selective Capital Reduction - Mgmt For For PERLS V CMMT 30 OCT 13: PLEASE NOTE THAT ANY HOLDERS OF Non-Voting PERLS V AND ITS ASSOCIATE ARE EXCLUDED TO VOTE ON RESOLUTION 5A. THANK YOU. CMMT 30 OCT 13: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO ADDITION OF COMMENT. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- COMPASS GROUP PLC, CHERTSEY SURREY Agenda Number: 704900530 -------------------------------------------------------------------------------------------------------------------------- Security: G23296182 Meeting Type: AGM Meeting Date: 06-Feb-2014 Ticker: ISIN: GB0005331532 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To receive and adopt the Directors' Annual Mgmt For For Report and Accounts and the Auditor's Report thereon for the financial year ended 30 September 2013 2 To receive and adopt the Remuneration Mgmt For For Policy set out on pages 57 to 64 of the Directors' Remuneration Report contained within the Annual Report and Accounts for the financial year ended 30 September 2013, such Remuneration Policy to take effect from the date on which this Resolution is passed 3 To receive and adopt the Directors' Mgmt For For Remuneration Report (other than the Remuneration Policy referred to in Resolution 2 above) contained within the Annual Report and Accounts for the financial year ended 30 September 2013 4 To declare a final dividend of 16 pence per Mgmt For For ordinary share in respect of the financial year ended 30 September 2013 5 To elect Paul Walsh as a Director of the Mgmt For For Company 6 To re-elect Dominic Blakemore as a Director Mgmt For For of the Company 7 To re-elect Richard Cousins as a Director Mgmt For For of the Company 8 To re-elect Gary Green as a Director of the Mgmt For For Company 9 To re-elect Andrew Martin as a Director of Mgmt For For the Company 10 To re-elect John Bason as a Director of the Mgmt For For Company 11 To re-elect Susan Murray as a Director of Mgmt For For the Company 12 To re-elect Don Robert as a Director of the Mgmt For For Company 13 To re-elect Sir Ian Robinson as a Director Mgmt For For of the Company 14 To re-appoint Deloitte LLP as the Company's Mgmt For For Auditor until the conclusion of the next Annual General Meeting of the Company 15 To authorise the Directors to agree the Mgmt For For Auditor's remuneration 16 To authorise the Company and any company Mgmt For For which is, or becomes, a subsidiary of the Company during the period to which this Resolution relates to: 16.1 make donations to political parties or independent election candidates; 16.2 make donations to political organisations other than political parties; and 16.3 incur political expenditure, during the period commencing on the date of this Resolution and ending on the date of the Company's next Annual General Meeting, provided that any such donations and expenditure made by the Company, or by any such subsidiary, shall not exceed GBP 100,000 per company and, together with those made by any such subsidiary and the Company, shall not exceed in aggregate GBP 100,000. Any terms used in this Resolution which are defined in Part 14 of the Companies Act 2006 shall bear the same CONTD CONT CONTD meaning for the purposes of this Non-Voting Resolution 16 17 To renew the power conferred on the Mgmt For For Directors by Article 12 of the Company's Articles of Association for a period expiring at the end of the next Annual General Meeting of the Company after the date on which this Resolution is passed or, if earlier, 5 May 2015; for that period the section 551 amount shall be GBP 59,913,600 and, in addition, the section 551 amount shall be increased by GBP 59,913,600, provided that the Directors' power in respect of such latter amount shall only be used in connection with a rights issue: 17.1 to holders of ordinary shares in proportion (as nearly as may be practicable) to their existing holdings; and 17.2 to holders of other equity securities as required by the rights of those securities or as the Board otherwise considers necessary, and that the Directors may impose any limits or CONTD CONT CONTD restrictions and make any Non-Voting arrangements which they consider necessary to deal with fractional entitlements, legal or practical problems under the laws of, or the requirements of, any relevant regulatory body or stock exchange, any territory, or any matter whatsoever 18 To renew, subject to the passing of Mgmt For For Resolution 17 above, the power conferred on the Directors by Article 13 of the Company's Articles of Association, such authority to apply until the conclusion of the next Annual General Meeting of the Company after the date on which this Resolution is passed or, if earlier, 5 May 2015 and for that period the section 561 amount is GBP 8,987,040 19 To generally and unconditionally authorise Mgmt For For the Company, pursuant to and in accordance with section 701 of the Companies Act 2006, to make market purchases (within the meaning of section 693(4) of that Act) of ordinary shares of 10 pence each in the capital of the Company subject to the following conditions: 19.1 the maximum aggregate number of ordinary shares hereby authorised to be purchased is 179,740,800; 19.2 the minimum price (excluding expenses) which may be paid for each ordinary share is 10 pence; 19.3 the maximum price (excluding expenses) which may be paid for each ordinary share in respect of a share contracted to be purchased on any day, does not exceed the higher of (1) an amount equal to 105% of the average of the middle market quotations for an ordinary share as derived from the London Stock Exchange Daily CONTD CONT CONTD Official List for the five business Non-Voting days immediately preceding the day on which the purchase is made and (2) the higher of the price of the last independent trade and the highest current independent bid for an ordinary share as derived from the London Stock Exchange Trading System; and 19.4 this authority shall expire, unless previously renewed, varied or revoked by the Company, at the conclusion of the next Annual General Meeting of the Company or 5 August 2015, whichever is the earlier (except in relation to the purchase of ordinary shares, the contract for which was concluded prior to the expiry of this authority and which will or may be executed wholly or partly after the expiry of this authority) 20 To authorise the Directors to call a Mgmt For For general meeting of the Company, other than an Annual General Meeting, on not less than 14 clear days' notice, provided that this authority shall expire at the conclusion of the next Annual General Meeting of the Company after the date of the passing of this Resolution -------------------------------------------------------------------------------------------------------------------------- COMPASS GROUP PLC, CHERTSEY SURREY Agenda Number: 705309587 -------------------------------------------------------------------------------------------------------------------------- Security: G23296182 Meeting Type: OGM Meeting Date: 11-Jun-2014 Ticker: ISIN: GB0005331532 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 APPROVE AND ADOPT NEW ARTICLES OF Mgmt For For ASSOCIATION 2 APPROVE RETURN OF CASH, CAPITALISATION OF Mgmt For For RESERVES, GRANT DIRECTORS AUTHORITY TO ALLOT B SHARES AND C SHARES (FOR FULL TEXT SEE NOTICE OF MEETING) 3 AUTHORITY TO ALLOT SHARES Mgmt For For 4 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For 5 AUTHORITY TO PURCHASE OWN SHARES Mgmt For For -------------------------------------------------------------------------------------------------------------------------- CONOCOPHILLIPS Agenda Number: 933946305 -------------------------------------------------------------------------------------------------------------------------- Security: 20825C104 Meeting Type: Annual Meeting Date: 13-May-2014 Ticker: COP ISIN: US20825C1045 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: RICHARD L. ARMITAGE Mgmt For For 1B. ELECTION OF DIRECTOR: RICHARD H. AUCHINLECK Mgmt For For 1C. ELECTION OF DIRECTOR: CHARLES E. BUNCH Mgmt For For 1D. ELECTION OF DIRECTOR: JAMES E. COPELAND, Mgmt For For JR. 1E. ELECTION OF DIRECTOR: JODY L. FREEMAN Mgmt For For 1F. ELECTION OF DIRECTOR: GAY HUEY EVANS Mgmt For For 1G. ELECTION OF DIRECTOR: RYAN M. LANCE Mgmt For For 1H. ELECTION OF DIRECTOR: ROBERT A. NIBLOCK Mgmt For For 1I. ELECTION OF DIRECTOR: HARALD J. NORVIK Mgmt For For 1J. ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. Mgmt For For 2. RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS Mgmt For For CONOCOPHILLIPS' INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. ADVISORY APPROVAL OF EXECUTIVE Mgmt For For COMPENSATION. 4. APPROVAL OF 2014 OMNIBUS STOCK AND Mgmt For For PERFORMANCE INCENTIVE PLAN OF CONOCOPHILLIPS. 5. REPORT ON LOBBYING EXPENDITURES. Shr For Against 6. GREENHOUSE GAS REDUCTION TARGETS. Shr For Against -------------------------------------------------------------------------------------------------------------------------- DAIMLER AG, STUTTGART Agenda Number: 704986035 -------------------------------------------------------------------------------------------------------------------------- Security: D1668R123 Meeting Type: AGM Meeting Date: 09-Apr-2014 Ticker: ISIN: DE0007100000 -------------------------------------------------------------------------------------------------------------------------- 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 meeting. Therefore, your custodian may request that Broadridge registers 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. Counter proposals may be submitted until Non-Voting 25.03.2014. Further information on counter proposals can be found directly on the issuer’s website (please refer to the material URL section of the application. If you wish to act on these items, you will need to request a Meeting Attend and vote your shares directly at the company’s meeting. Counter proposals cannot be reflected in the ballot on ProxyEdge. 1. Presentation of the adopted financial Non-Voting statements of Daimler AG, the approved consolidated financial statements, the combined management report for Daimler AG and the Group with the explanatory reports on the information required pursuant to Section 289, Subsections 4 and 5, Section 315, Subsection 4 of the German Commercial Code (Handelsgesetzbuch), and the report of the Supervisory Board for the 2013 financial year 2. Resolution on the allocation of Mgmt For For distributable profit 3. Resolution on ratification of Board of Mgmt For For Management members' actions in the 2013 financial year 4. Resolution on ratification of Supervisory Mgmt For For Board members' actions in the 2013 financial year 5. Resolution on the appointment of auditors Mgmt For For for the Company and the Group for the 2014 financial year 6. Resolution on the approval of the Mgmt For For remuneration system for the members of the Board of Management 7.1 Resolution on the election of new members Mgmt For For of the Supervisory Board: Dr.-Ing. Bernd Bohr 7.2 Resolution on the election of new members Mgmt For For of the Supervisory Board: Joe Kaeser 7.3 Resolution on the election of new members Mgmt For For of the Supervisory Board: Dr. Ing. e.h. Dipl.-Ing. Bernd Pischetsrieder 8. Resolution on the creation of a new Mgmt For For Approved Capital 2014 (Genehmigtes Kapital 2014) and a related amendment to the Articles of Incorporation 9. Resolution on the adjustment of the Mgmt For For Supervisory Board remuneration and a related amendment to the Articles of Incorporation 10. Resolution on the approval of the Mgmt For For conclusion of amendment agreements to existing control and profit transfer agreements with subsidiaries 11. Resolution on the approval of agreements on Mgmt For For the termination of existing control and profit transfer agreements and conclusion of new control and profit transfer agreements with subsidiaries -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- DEUTSCHE POST AG, BONN Agenda Number: 705165365 -------------------------------------------------------------------------------------------------------------------------- Security: D19225107 Meeting Type: AGM Meeting Date: 27-May-2014 Ticker: ISIN: DE0005552004 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please note that by judgement of OLG Non-Voting Cologne rendered on June 6, 2012, any shareholder who holds an aggregate total of 3 percent or more of the outstanding share capital must register under their beneficial owner details before the appropriate deadline to be able to vote. Failure to comply with the declaration requirements as stipulated in section 21 of the Securities Trade Act (WpHG) may prevent the shareholder from voting at the general meetings. Therefore, your custodian may request that we register beneficial owner data for all voted accounts with the respective sub custodian. If you require further information whether or not such BO registration will be conducted for your custodians accounts, please contact your CSR. The sub-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 12.05.2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. Presentation of the adopted annual Mgmt No vote financial statements and approved consolidated financial statements, of the management reports for the Company and the Group with the explanatory report on information in accordance with Sections 289 (4), 315 (4) of the German Commercial Code (Handelsgesetzbuch, HGB) and in accordance with Section 289 (5) HGB and of the report by the Supervisory Board for fiscal year 2013 2. Appropriation of available net earnings Mgmt For For 3. Approval of the actions of the members of Mgmt For For the Board of Management 4. Approval of the actions of the members of Mgmt For For the Supervisory Board 5. Appointment of the independent auditors for Mgmt For For fiscal year 2014 and the independent auditors for the audit review of the Group's condensed financial statements and the interim management report as of June 30, 2014: PricewaterhouseCoopers AG 6. Authorization to purchase own shares Mgmt For For pursuant to Section 71 (1) No. 8 German Stock Corporation Act (Aktiengesetz, AktG) and on the use of own shares as well as on the exclusion of subscription rights 7. Authorization to use derivatives to Mgmt For For purchase own shares 8. Authorization to issue subscription rights Mgmt For For to members of management of the Company's majority-owned enterprises and to executives of the Company and of its majority-owned enterprises, creation of a contingent capital against noncash contributions (Contingent Capital 2014) as well as amendment to the Articles of Association 9.1 Elections to the Supervisory Board: Prof. Mgmt For For Dr. Henning Kagermann 9.2 Elections to the Supervisory Board: Ms. Mgmt For For Simone Menne 9.3 Elections to the Supervisory Board: Dr. Mgmt For For Ulrich Schroeder 9.4 Elections to the Supervisory Board: Dr. Mgmt For For Stefan Schulte 10. Approval of the amendment to control and/or Mgmt For For profit and loss transfer agreements between Deutsche Post AG and Group companies -------------------------------------------------------------------------------------------------------------------------- DEUTSCHE TELEKOM AG, BONN Agenda Number: 705123684 -------------------------------------------------------------------------------------------------------------------------- Security: D2035M136 Meeting Type: AGM Meeting Date: 15-May-2014 Ticker: ISIN: DE0005557508 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management PLEASE NOTE THAT BY JUDGEMENT OF OLG Non-Voting COLOGNE RENDERED ON JUNE 6, 2012, ANY SHAREHOLDER WHO HOLDS AN AGGREGATE TOTAL OF 3 PERCENT OR MORE OF THE OUTSTANDING SHARE CAPITAL MUST REGISTER UNDER THEIR BENEFICIAL OWNER DETAILS BEFORE THE APPROPRIATE DEADLINE TO BE ABLE TO VOTE. FAILURE TO COMPLY WITH THE DECLARATION REQUIREMENTS AS STIPULATED IN SECTION 21 OF THE SECURITIES TRADE ACT (WPHG) MAY PREVENT THE SHAREHOLDER FROM VOTING AT THE GENERAL MEETINGS. THEREFORE, YOUR CUSTODIAN MAY REQUEST THAT WE REGISTER BENEFICIAL OWNER DATA FOR ALL VOTED ACCOUNTS WITH THE RESPECTIVE SUB CUSTODIAN. IF YOU REQUIRE FURTHER INFORMATION WHETHER OR NOT SUCH BO REGISTRATION WILL BE CONDUCTED FOR YOUR CUSTODIANS ACCOUNTS, PLEASE CONTACT YOUR CSR. THE SUB CUSTODIANS HAVE ADVISED THAT VOTED Non-Voting SHARES ARE NOT BLOCKED FOR TRADING PURPOSES I.E. THEY ARE ONLY UNAVAILABLE FOR SETTLEMENT. REGISTERED SHARES WILL BE DEREGISTERED AT THE DEREGISTRATION DATE BY THE SUB CUSTODIANS. IN ORDER TO DELIVER/SETTLE A VOTED POSITION BEFORE THE DEREGISTRATION DATE A VOTING INSTRUCTION CANCELLATION AND DE-REGISTRATION REQUEST NEEDS TO BE SENT TO YOUR CSR OR CUSTODIAN. PLEASE CONTACT YOUR CSR FOR FURTHER INFORMATION. THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES REPRESENTATIVE. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 30042014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. SUBMISSIONS TO THE SHAREHOLDERS' MEETING Non-Voting PURSUANT TO SECTION 176 (1) SENTENCE 1 OF THE GERMAN STOCK CORPORATION ACT (AKTIENGESETZ - AKTG) 2. RESOLUTION ON THE APPROPRIATION OF NET Mgmt For For INCOME 3. RESOLUTION ON THE APPROVAL OF THE ACTIONS Mgmt For For OF THE MEMBERS OF THE BOARD OF MANAGEMENT FOR THE 2013 FINANCIAL YEAR 4. RESOLUTION ON THE APPROVAL OF THE ACTIONS Mgmt For For OF THE MEMBERS OF THE SUPERVISORY BOARD FOR THE 2013 FINANCIAL YEAR 5. RESOLUTION ON THE APPOINTMENT OF THE Mgmt For For INDEPENDENT AUDITOR AND THE GROUP AUDITOR FOR THE 2014 FINANCIAL YEAR AS WELL AS THE INDEPENDENT AUDITOR TO REVIEW THE CONDENSED FINANCIAL STATEMENTS AND THE INTERIM MANAGEMENT REPORT (SECTION 37W, SECTION 37Y NO. 2 GERMAN SECURITIES TRADING ACT (WERTPAPIERHANDELSGESETZ - WPHG)) IN THE 2014 FINANCIAL YEAR: PRICEWATERHOUSECOOPERS 6. ELECTION OF A SUPERVISORY BOARD MEMBER: MR. Mgmt Against Against JOHANNES GEISMANN 7. ELECTION OF A SUPERVISORY BOARD MEMBER: MR. Mgmt For For LARS HINRICHS 8. ELECTION OF A SUPERVISORY BOARD MEMBER: MR. Mgmt Against Against DR. ULRICH SCHROEDER 9. ELECTION OF A SUPERVISORY BOARD MEMBER: MR. Mgmt For For KARL-HEINZ STREIBICH 10. AUTHORIZATION TO ISSUE BONDS WITH WARRANTS, Mgmt For For CONVERTIBLE BONDS, PROFIT PARTICIPATION RIGHTS AND/OR PARTICIPATING BONDS (OR COMBINATIONS OF THESE INSTRUMENTS) WITH THE OPTION OF EXCLUDING SUBSCRIPTION RIGHTS, CREATION OF NEW CONTINGENT CAPITAL WITH THE CANCELATION OF THE CONTINGENT CAPITAL PURSUANT TO SECTION 5 (4) OF THE ARTICLES OF INCORPORATION AND CORRESPONDING AMENDMENT TO SECTION 5 OF THE ARTICLES OF INCORPORATION (CONTINGENT CAPITAL 2014) -------------------------------------------------------------------------------------------------------------------------- DIAGEO PLC Agenda Number: 933869084 -------------------------------------------------------------------------------------------------------------------------- Security: 25243Q205 Meeting Type: Annual Meeting Date: 19-Sep-2013 Ticker: DEO ISIN: US25243Q2057 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. REPORT AND ACCOUNTS 2013. Mgmt For 2. DIRECTORS' REMUNERATION REPORT 2013. Mgmt For 3. DECLARATION OF FINAL DIVIDEND. Mgmt For 4. RE-ELECTION OF PB BRUZELIUS AS A DIRECTOR. Mgmt For (AUDIT, NOMINATION & REMUNERATION COMMITTEE) 5. RE-ELECTION OF LM DANON AS A DIRECTOR. Mgmt For (AUDIT, NOMINATION & REMUNERATION COMMITTEE) 6. RE-ELECTION OF LORD DAVIES AS A DIRECTOR. Mgmt For (AUDIT, NOMINATION, REMUNERATION(CHAIRMAN OF THE COMMITTEE)) 7. RE-ELECTION OF HO KWONPING AS A DIRECTOR. Mgmt For (AUDIT, NOMINATION & REMUNERATION COMMITTEE) 8. RE-ELECTION OF BD HOLDEN AS A DIRECTOR. Mgmt For (AUDIT, NOMINATION & REMUNERATION COMMITTEE) 9. RE-ELECTION OF DR FB HUMER AS A DIRECTOR. Mgmt For (NOMINATION COMMITTEE(CHAIRMAN OF THE COMMITTEE)) 10. RE-ELECTION OF D MAHLAN AS A DIRECTOR. Mgmt For (EXECUTIVE COMMITTEE) 11. RE-ELECTION OF IM MENEZES AS A DIRECTOR. Mgmt For (EXECUTIVE COMMITTEE(CHAIRMAN OF THE COMMITTEE)) 12. RE-ELECTION OF PG SCOTT AS A DIRECTOR. Mgmt For (AUDIT(CHAIRMAN OF THE COMMITTEE), NOMINATION, REMUNERATION COMMITTEE) 13. APPOINTMENT OF AUDITOR. Mgmt For 14. REMUNERATION OF AUDITOR. Mgmt For 15. AUTHORITY TO ALLOT SHARES. Mgmt For 16. DISAPPLICATION OF PRE-EMPTION RIGHTS. Mgmt For 17. AUTHORITY TO PURCHASE OWN ORDINARY SHARES. Mgmt For 18. AUTHORITY TO MAKE POLITICAL DONATIONS Mgmt For AND/OR TO INCUR POLITICAL EXPENDITURE IN THE EU. 19. REDUCED NOTICE OF A GENERAL MEETING OTHER Mgmt For THAN AN ANNUAL GENERAL MEETING. -------------------------------------------------------------------------------------------------------------------------- DIAMOND OFFSHORE DRILLING, INC. Agenda Number: 933974063 -------------------------------------------------------------------------------------------------------------------------- Security: 25271C102 Meeting Type: Annual Meeting Date: 20-May-2014 Ticker: DO ISIN: US25271C1027 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: JAMES S. TISCH Mgmt Against Against 1B. ELECTION OF DIRECTOR: MARC EDWARDS Mgmt Against Against 1C. ELECTION OF DIRECTOR: JOHN R. BOLTON Mgmt For For 1D. ELECTION OF DIRECTOR: CHARLES L. FABRIKANT Mgmt For For 1E. ELECTION OF DIRECTOR: PAUL G. GAFFNEY II Mgmt For For 1F. ELECTION OF DIRECTOR: EDWARD GREBOW Mgmt For For 1G. ELECTION OF DIRECTOR: HERBERT C. HOFMANN Mgmt Against Against 1H. ELECTION OF DIRECTOR: KENNETH I. SIEGEL Mgmt Against Against 1I. ELECTION OF DIRECTOR: CLIFFORD M. SOBEL Mgmt For For 1J. ELECTION OF DIRECTOR: ANDREW H. TISCH Mgmt Against Against 1K. ELECTION OF DIRECTOR: RAYMOND S. TROUBH Mgmt For For 2 RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY FOR FISCAL YEAR 2014. 3 TO APPROVE, ON AN ADVISORY BASIS, EXECUTIVE Mgmt For For COMPENSATION. 4 TO APPROVE THE COMPANY'S AMENDED AND Mgmt For For RESTATED INCENTIVE COMPENSATION PLAN FOR EXECUTIVE OFFICERS. 5 TO APPROVE THE COMPANY'S EQUITY INCENTIVE Mgmt For For COMPENSATION PLAN. 6 SHAREHOLDER PROPOSAL: BOARD DIVERSITY. Shr For Against -------------------------------------------------------------------------------------------------------------------------- DOMINION RESOURCES, INC. Agenda Number: 933952055 -------------------------------------------------------------------------------------------------------------------------- Security: 25746U109 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: D ISIN: US25746U1097 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: WILLIAM P. BARR Mgmt For For 1B. ELECTION OF DIRECTOR: PETER W. BROWN, M.D. Mgmt For For 1C. ELECTION OF DIRECTOR: HELEN E. DRAGAS Mgmt For For 1D. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Mgmt For For 1E. ELECTION OF DIRECTOR: THOMAS F. FARRELL II Mgmt For For 1F. ELECTION OF DIRECTOR: JOHN W. HARRIS Mgmt Against Against 1G. ELECTION OF DIRECTOR: MARK J. KINGTON Mgmt For For 1H. ELECTION OF DIRECTOR: PAMELA J. ROYAL, M.D. Mgmt For For 1I. ELECTION OF DIRECTOR: ROBERT H. SPILMAN, Mgmt For For JR. 1J. ELECTION OF DIRECTOR: MICHAEL E. SZYMANCZYK Mgmt For For 1K. ELECTION OF DIRECTOR: DAVID A. WOLLARD Mgmt For For 2. RATIFICATION OF APPOINTMENT OF THE Mgmt For For INDEPENDENT AUDITORS FOR 2014 3. ADVISORY VOTE ON APPROVAL OF EXECUTIVE Mgmt For For COMPENSATION (SAY ON PAY) 4. APPROVAL OF THE 2014 INCENTIVE COMPENSATION Mgmt For For PLAN 5. EXECUTIVES TO RETAIN SIGNIFICANT STOCK Shr For Against 6. REPORT ON FINANCIAL RISKS TO DOMINION POSED Shr For Against BY CLIMATE CHANGE 7. REPORT ON METHANE EMISSIONS Shr For Against 8. REPORT ON LOBBYING Shr Against For 9. REPORT ON ENVIRONMENTAL AND CLIMATE CHANGE Shr For Against IMPACTS OF BIOMASS 10. ADOPT QUANTITATIVE GOALS FOR REDUCING Shr For Against GREENHOUSE GAS EMISSIONS -------------------------------------------------------------------------------------------------------------------------- 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 For Against CONTRIBUTION DISCLOSURE -------------------------------------------------------------------------------------------------------------------------- E. I. DU PONT DE NEMOURS AND COMPANY Agenda Number: 933935338 -------------------------------------------------------------------------------------------------------------------------- Security: 263534109 Meeting Type: Annual Meeting Date: 23-Apr-2014 Ticker: DD ISIN: US2635341090 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: LAMBERTO ANDREOTTI Mgmt For For 1B. ELECTION OF DIRECTOR: RICHARD H. BROWN Mgmt For For 1C. ELECTION OF DIRECTOR: ROBERT A. BROWN Mgmt For For 1D. ELECTION OF DIRECTOR: BERTRAND P. COLLOMB Mgmt For For 1E. ELECTION OF DIRECTOR: CURTIS J. CRAWFORD Mgmt For For 1F. ELECTION OF DIRECTOR: ALEXANDER M. CUTLER Mgmt For For 1G. ELECTION OF DIRECTOR: ELEUTHERE I. DU PONT Mgmt For For 1H. ELECTION OF DIRECTOR: MARILLYN A. HEWSON Mgmt For For 1I. ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For 1J. ELECTION OF DIRECTOR: ELLEN J. KULLMAN Mgmt For For 1K. ELECTION OF DIRECTOR: LEE M. THOMAS Mgmt For For 1L. ELECTION OF DIRECTOR: PATRICK J. WARD Mgmt For For 2. ON RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For PUBLIC ACCOUNTING FIRM 3. TO APPROVE, BY ADVISORY VOTE, EXECUTIVE Mgmt For For COMPENSATION 4. ON POLITICAL SPENDING Shr Against For 5. ON HERBICIDE USE Shr Against For 6. ON PLANT CLOSURE Shr Against For 7. ON ACCELERATION OF EQUITY AWARDS Shr For Against -------------------------------------------------------------------------------------------------------------------------- ELECTRICITE DE FRANCE SA, PARIS Agenda Number: 705183553 -------------------------------------------------------------------------------------------------------------------------- Security: F2940H113 Meeting Type: MIX Meeting Date: 15-May-2014 Ticker: ISIN: FR0010242511 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 282636 DUE TO ADDITION OF RESOLUTIONS A, O.19. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE 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 PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0418/201404181401205.pdf O.1 APPROVAL OF THE ANNUAL CORPORATE FINANCIAL Mgmt For For STATEMENTS FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31, 2013 O.2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For STATEMENTS FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31, 2013 O.3 ALLOCATION OF INCOME FOR THE FINANCIAL YEAR Mgmt For For ENDED ON DECEMBER 31, 2013 AND SETTING THE DIVIDEND A PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31ST, 2013 AND SETTING THE DIVIDEND - RESOLUTION SUBMITTED BY THE SUPERVISORY BOARD OF FCPE ACTIONS EDF AND REVIEWED BY THE BOARD OF DIRECTORS OF EDF DURING ITS MEETING OF APRIL 1ST, 2014 AND DID NOT APPROVE IT O.4 PAYMENT OF INTERIM DIVIDEND IN SHARES - Mgmt For For DELEGATION OF POWERS TO THE BOARD OF DIRECTORS O.5 AGREEMENTS PURSUANT TO ARTICLE L.225-38 OF Mgmt For For THE COMMERCIAL CODE O.6 REVIEWING THE ELEMENTS OF COMPENSATION OWED Mgmt For For OR PAID TO HENRI PROGLIO, CEO FOR THE 2013 FINANCIAL YEAR O.7 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For DIRECTORS TO TRADE IN COMPANY'S SHARES E.8 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For DIRECTORS TO ISSUE SHARES OR SECURITIES WHILE MAINTAINING SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS E.9 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For DIRECTORS TO ISSUE SHARES OR SECURITIES WITH THE CANCELLATION OF SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS VIA PUBLIC OFFERINGS E.10 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For DIRECTORS TO ISSUE SHARES OR SECURITIES WITH THE CANCELLATION OF SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS VIA OFFERS PURSUANT TO ARTICLE L.411-2, II OF THE MONETARY AND FINANCIAL CODE E.11 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For INCREASE THE NUMBER OF SECURITIES TO BE ISSUED IN CASE OF CAPITAL INCREASE WITH OR WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS E.12 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For DIRECTORS TO INCREASE SHARE CAPITAL BY INCORPORATION OF RESERVES, PROFITS, PREMIUMS OR OTHER AMOUNTS FOR WHICH CAPITALIZATION IS ALLOWED E.13 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For DIRECTORS TO INCREASE SHARE CAPITAL, IN CONSIDERATION FOR SECURITIES TENDERED IN A PUBLIC EXCHANGE OFFER INITIATED BY THE COMPANY E.14 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For INCREASE SHARE CAPITAL, IN CONSIDERATION FOR IN-KIND CONTRIBUTIONS GRANTED TO THE COMPANY E.15 DELEGATION OF POWERS TO THE BOARD OF Mgmt For For DIRECTORS TO INCREASE SHARE CAPITAL IN FAVOR OF MEMBERS OF SAVINGS PLANS WITH THE CANCELLATION OF PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOR OF THE LATTER E.16 AUTHORIZATION TO THE BOARD OF DIRECTORS TO Mgmt For For REDUCE CAPITAL BY CANCELLATION OF TREASURY SHARES. E.17 AMENDMENT TO ARTICLE 10 OF THE BYLAWS Mgmt Against Against OE.18 POWERS TO CARRY OUT ALL LEGAL FORMALITIES Mgmt For For O.19 RATIFICATION OF THE APPOINTMENT OF MRS. Mgmt Against Against COLETTE LEWINER AS DIRECTOR, REPLACING MRS. MIREILLE FAUGERE -------------------------------------------------------------------------------------------------------------------------- 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 For Against REQUESTING ISSUANCE OF A SUSTAINABILITY REPORT AS DESCRIBED IN THE PROXY STATEMENT. 5. APPROVAL OF THE STOCKHOLDER PROPOSAL Shr For Against REQUESTING ISSUANCE OF A POLITICAL CONTRIBUTIONS REPORT AS DESCRIBED IN THE PROXY STATEMENT. 6. APPROVAL OF THE STOCKHOLDER PROPOSAL Shr For Against REQUESTING ISSUANCE OF A LOBBYING REPORT AS DESCRIBED IN THE PROXY STATEMENT. -------------------------------------------------------------------------------------------------------------------------- GLAXOSMITHKLINE PLC, BRENTFORD MIDDLESEX Agenda Number: 705069664 -------------------------------------------------------------------------------------------------------------------------- Security: G3910J112 Meeting Type: AGM Meeting Date: 07-May-2014 Ticker: ISIN: GB0009252882 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To receive the 2013 Annual Report Mgmt For For 2 To approve the Annual Remuneration Report Mgmt For For 3 To approve the Remuneration Policy Mgmt For For 4 To re-elect Sir Christopher Gent as a Mgmt For For Director 5 To re-elect Sir Andrew Witty as a Director Mgmt For For 6 To re-elect Professor Sir Roy Anderson as a Mgmt For For Director 7 To re-elect Dr Stephanie Burns as a Mgmt For For Director 8 To re-elect Stacey Cartwright as a Director Mgmt For For 9 To re-elect Simon Dingemans as a Director Mgmt For For 10 To re-elect Lynn Elsenhans as a Director Mgmt For For 11 To re-elect Judy Lewent as a Director Mgmt For For 12 To re-elect Sir Deryck Maughan as a Mgmt For For Director 13 To re-elect Dr Daniel Podolsky as a Mgmt For For Director 14 To re-elect Dr Moncef Slaoui as a Director Mgmt For For 15 To re-elect Tom de Swaan as a Director Mgmt For For 16 To re-elect Jing Ulrich as a Director Mgmt For For 17 To re-elect Hans Wijers as a Director Mgmt For For 18 To re-appoint auditors: Mgmt For For PricewaterhouseCoopers LLP 19 To determine remuneration of auditors Mgmt For For 20 To authorise the company and its Mgmt For For subsidiaries to make donations to political organisations and incur political expenditure 21 To authorise allotment of shares Mgmt For For 22 To disapply pre-emption rights Mgmt For For 23 To authorise the company to purchase its Mgmt For For own shares 24 To authorise exemption from statement of Mgmt For For name of senior statutory auditor 25 To authorise reduced notice of a general Mgmt For For meeting other than an AGM -------------------------------------------------------------------------------------------------------------------------- HONEYWELL INTERNATIONAL INC. Agenda Number: 933934526 -------------------------------------------------------------------------------------------------------------------------- Security: 438516106 Meeting Type: Annual Meeting Date: 28-Apr-2014 Ticker: HON ISIN: US4385161066 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: GORDON M. BETHUNE Mgmt For For 1B. ELECTION OF DIRECTOR: KEVIN BURKE Mgmt For For 1C. ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For 1D. ELECTION OF DIRECTOR: DAVID M. COTE Mgmt For For 1E. ELECTION OF DIRECTOR: D. SCOTT DAVIS Mgmt For For 1F. ELECTION OF DIRECTOR: LINNET F. DEILY Mgmt For For 1G. ELECTION OF DIRECTOR: JUDD GREGG Mgmt For For 1H. ELECTION OF DIRECTOR: CLIVE HOLLICK Mgmt For For 1I. ELECTION OF DIRECTOR: GRACE D. LIEBLEIN Mgmt For For 1J. ELECTION OF DIRECTOR: GEORGE PAZ Mgmt For For 1K. ELECTION OF DIRECTOR: BRADLEY T. SHEARES Mgmt For For 1L. ELECTION OF DIRECTOR: ROBIN L. WASHINGTON Mgmt For For 2. APPROVAL OF INDEPENDENT ACCOUNTANTS. Mgmt For For 3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION. 4. INDEPENDENT BOARD CHAIRMAN. Shr For Against 5. RIGHT TO ACT BY WRITTEN CONSENT. Shr For Against 6. ELIMINATE ACCELERATED VESTING IN A CHANGE Shr For Against IN CONTROL. 7. POLITICAL LOBBYING AND CONTRIBUTIONS. Shr For Against -------------------------------------------------------------------------------------------------------------------------- IMPERIAL TOBACCO GROUP PLC, BRISTOL Agenda Number: 704891008 -------------------------------------------------------------------------------------------------------------------------- Security: G4721W102 Meeting Type: AGM Meeting Date: 05-Feb-2014 Ticker: ISIN: GB0004544929 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Annual Report and Accounts Mgmt For For 2 Directors' Remuneration Report Mgmt For For 3 Directors' Remuneration Policy Mgmt For For 4 To declare a final dividend Mgmt For For 5 To re-elect Dr K M Burnett Mgmt For For 6 To re-elect Mrs A J Cooper Mgmt For For 7 To re-elect Mr D J Haines Mgmt For For 8 To re-elect Mr M H C Herlihy Mgmt For For 9 To re-elect Ms S E Murray Mgmt For For 10 To re-elect Mr M R Phillips Mgmt For For 11 To elect Mr O R Tant Mgmt For For 12 To re-elect Mr M D Williamson Mgmt For For 13 To re-elect Mr M I Wyman Mgmt For For 14 Re-appointment of Auditors: Mgmt For For PricewaterhouseCoopers LLP 15 Remuneration of Auditors Mgmt For For 16 Donations to political organisations Mgmt For For 17 Authority to allot securities Mgmt For For 18 Disapplication of pre-emption rights Mgmt For For 19 Purchase of own shares Mgmt For For 20 Notice period for general meetings Mgmt For For CMMT 13 DEC 13: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO RECEIPT OF AUDITOR NAME. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- INTEGRYS ENERGY GROUP, INC. Agenda Number: 933937421 -------------------------------------------------------------------------------------------------------------------------- Security: 45822P105 Meeting Type: Annual Meeting Date: 15-May-2014 Ticker: TEG ISIN: US45822P1057 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR WILLIAM J. BRODSKY Mgmt For For ALBERT J. BUDNEY, JR. Mgmt For For ELLEN CARNAHAN Mgmt For For MICHELLE L. COLLINS Mgmt For For K.M. HASSELBLAD-PASCALE Mgmt For For JOHN W. HIGGINS Mgmt For For PAUL W. JONES Mgmt For For HOLLY KELLER KOEPPEL Mgmt For For MICHAEL E. LAVIN Mgmt For For WILLIAM F. PROTZ, JR. Mgmt For For CHARLES A. SCHROCK Mgmt For For 2. THE APPROVAL OF A NON-BINDING ADVISORY Mgmt For For RESOLUTION TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 3. THE APPROVAL OF THE INTEGRYS ENERGY GROUP Mgmt For For 2014 OMNIBUS INCENTIVE COMPENSATION PLAN. 4. THE RATIFICATION OF THE SELECTION OF Mgmt For For DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR INTEGRYS ENERGY GROUP AND ITS SUBSIDIARIES FOR 2014. -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- KIMBERLY-CLARK CORPORATION Agenda Number: 933931253 -------------------------------------------------------------------------------------------------------------------------- Security: 494368103 Meeting Type: Annual Meeting Date: 01-May-2014 Ticker: KMB ISIN: US4943681035 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: JOHN R. ALM Mgmt For For 1B. ELECTION OF DIRECTOR: JOHN F. BERGSTROM Mgmt For For 1C. ELECTION OF DIRECTOR: ABELARDO E. BRU Mgmt For For 1D. ELECTION OF DIRECTOR: ROBERT W. DECHERD Mgmt For For 1E. ELECTION OF DIRECTOR: THOMAS J. FALK Mgmt For For 1F. ELECTION OF DIRECTOR: FABIAN T. GARCIA Mgmt For For 1G. ELECTION OF DIRECTOR: MAE C. JEMISON, M.D. Mgmt For For 1H. ELECTION OF DIRECTOR: JAMES M. JENNESS Mgmt For For 1I. ELECTION OF DIRECTOR: NANCY J. KARCH Mgmt For For 1J. ELECTION OF DIRECTOR: IAN C. READ Mgmt For For 1K. ELECTION OF DIRECTOR: LINDA JOHNSON RICE Mgmt For For 1L. ELECTION OF DIRECTOR: MARC J. SHAPIRO Mgmt For For 2. RATIFICATION OF AUDITORS Mgmt For For 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION 4. STOCKHOLDER PROPOSAL REGARDING THE RIGHT TO Shr For Against ACT BY WRITTEN CONSENT -------------------------------------------------------------------------------------------------------------------------- LOCKHEED MARTIN CORPORATION Agenda Number: 933939778 -------------------------------------------------------------------------------------------------------------------------- Security: 539830109 Meeting Type: Annual Meeting Date: 24-Apr-2014 Ticker: LMT ISIN: US5398301094 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: DANIEL F. AKERSON Mgmt For For 1B. ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD Mgmt For For 1C. ELECTION OF DIRECTOR: ROSALIND G. BREWER Mgmt For For 1D. ELECTION OF DIRECTOR: DAVID B. BURRITT Mgmt For For 1E. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Mgmt For For 1F. ELECTION OF DIRECTOR: THOMAS J. FALK Mgmt For For 1G. ELECTION OF DIRECTOR: MARILLYN A. HEWSON Mgmt For For 1H. ELECTION OF DIRECTOR: GWENDOLYN S. KING Mgmt For For 1I. ELECTION OF DIRECTOR: JAMES M. LOY Mgmt For For 1J. ELECTION OF DIRECTOR: DOUGLAS H. Mgmt For For MCCORKINDALE 1K. ELECTION OF DIRECTOR: JOSEPH W. RALSTON Mgmt For For 1L. ELECTION OF DIRECTOR: ANNE STEVENS Mgmt For For 2. RATIFICATION OF APPOINTMENT OF ERNST & Mgmt For For YOUNG LLP AS INDEPENDENT AUDITORS FOR 2014 3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For OF OUR NAMED EXECUTIVE OFFICERS ("SAY-ON-PAY") 4. MANAGEMENT PROPOSAL TO AMEND THE 2011 Mgmt For For INCENTIVE PERFORMANCE AWARD PLAN TO AUTHORIZE AND RESERVE 4,000,000 ADDITIONAL SHARES 5. STOCKHOLDER PROPOSAL - RIGHT TO ACT BY Shr For Against WRITTEN CONSENT 6. STOCKHOLDER PROPOSAL - ADOPT A POLICY Shr For Against REQUIRING SENIOR EXECUTIVES TO RETAIN A SIGNIFICANT PERCENTAGE OF EQUITY COMPENSATION UNTIL RETIREMENT 7. STOCKHOLDER PROPOSAL - AMEND THE Shr Against For CORPORATION'S CLAWBACK POLICY FOR EXECUTIVE INCENTIVE COMPENSATION -------------------------------------------------------------------------------------------------------------------------- LORILLARD, INC. Agenda Number: 933972641 -------------------------------------------------------------------------------------------------------------------------- Security: 544147101 Meeting Type: Annual Meeting Date: 15-May-2014 Ticker: LO ISIN: US5441471019 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 ELECTION OF DIRECTOR: DIANNE NEAL BLIXT Mgmt For For 1.2 ELECTION OF DIRECTOR: ANDREW H. CARD, JR. Mgmt For For 1.3 ELECTION OF DIRECTOR: VIRGIS W. COLBERT Mgmt For For 1.4 ELECTION OF DIRECTOR: DAVID E.R. DANGOOR Mgmt For For 1.5 ELECTION OF DIRECTOR: MURRAY S. KESSLER Mgmt For For 1.6 ELECTION OF DIRECTOR: JERRY W. LEVIN Mgmt For For 1.7 ELECTION OF DIRECTOR: RICHARD W. ROEDEL Mgmt For For 2. ADVISORY VOTE TO APPROVE THE COMPANY'S Mgmt For For EXECUTIVE COMPENSATION. 3. APPROVAL OF THE 2008 INCENTIVE COMPENSATION Mgmt For For PLAN AS AMENDED AND RESTATED. 4. TO RATIFY 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. 5. SHAREHOLDER PROPOSAL ON DISCLOSURE OF Shr For Against LOBBYING POLICIES AND PRACTICES. 6. SHAREHOLDER PROPOSAL ON ADDITIONAL Shr Against For DISCLOSURE OF THE HEALTH RISKS OF SMOKING. -------------------------------------------------------------------------------------------------------------------------- MATTEL, INC. Agenda Number: 933955897 -------------------------------------------------------------------------------------------------------------------------- Security: 577081102 Meeting Type: Annual Meeting Date: 16-May-2014 Ticker: MAT ISIN: US5770811025 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: MICHAEL J. DOLAN Mgmt For For 1B. ELECTION OF DIRECTOR: TREVOR A. EDWARDS Mgmt For For 1C. ELECTION OF DIRECTOR: DR. FRANCES D. Mgmt For For FERGUSSON 1D. ELECTION OF DIRECTOR: DOMINIC NG Mgmt For For 1E. ELECTION OF DIRECTOR: VASANT M. PRABHU Mgmt For For 1F. ELECTION OF DIRECTOR: DR. ANDREA L. RICH Mgmt For For 1G. ELECTION OF DIRECTOR: DEAN A. SCARBOROUGH Mgmt For For 1H. ELECTION OF DIRECTOR: CHRISTOPHER A. Mgmt For For SINCLAIR 1I. ELECTION OF DIRECTOR: BRYAN G. STOCKTON Mgmt For For 1J. ELECTION OF DIRECTOR: DIRK VAN DE PUT Mgmt For For 1K. ELECTION OF DIRECTOR: KATHY WHITE LOYD Mgmt For For 2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION, AS DESCRIBED IN THE MATTEL, INC. PROXY STATEMENT. 3. RATIFICATION OF THE SELECTION OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS MATTEL, INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2014. 4. STOCKHOLDER PROPOSAL REGARDING AN Shr Against For INDEPENDENT BOARD CHAIRMAN. -------------------------------------------------------------------------------------------------------------------------- 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. -------------------------------------------------------------------------------------------------------------------------- MICROCHIP TECHNOLOGY INCORPORATED Agenda Number: 933856936 -------------------------------------------------------------------------------------------------------------------------- Security: 595017104 Meeting Type: Annual Meeting Date: 16-Aug-2013 Ticker: MCHP ISIN: US5950171042 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR STEVE SANGHI Mgmt For For MATTHEW W. CHAPMAN Mgmt For For L.B. DAY Mgmt For For ALBERT J. HUGO-MARTINEZ Mgmt For For WADE F. MEYERCORD Mgmt For For 2. PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt For For & YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF MICROCHIP FOR THE FISCAL YEAR ENDING MARCH 31, 2014. 3. PROPOSAL TO APPROVE, ON AN ADVISORY Mgmt For For (NON-BINDING) BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVES. -------------------------------------------------------------------------------------------------------------------------- MUENCHENER RUECKVERSICHERUNGS-GESELLSCHAFT AKTIENG Agenda Number: 705061238 -------------------------------------------------------------------------------------------------------------------------- Security: D55535104 Meeting Type: AGM Meeting Date: 30-Apr-2014 Ticker: ISIN: DE0008430026 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please note that by judgement of OLG Non-Voting Cologne rendered on June 6, 2012, any shareholder who holds an aggregate total of 3 percent or more of the outstanding share capital must register under their beneficial owner details before the appropriate deadline to be able to vote. Failure to comply with the declaration requirements as stipulated in section 21 of the Securities Trade Act (WpHG) may prevent the shareholder from voting at the general meetings. Therefore, your custodian may request that we register beneficial owner data for all voted accounts with the respective sub custodian. If you require further information whether or not such BO registration will be conducted for your custodians accounts, please contact your CSR. The sub custodians have advised that voted Non-Voting shares are not blocked for trading purposes i.e. they are only unavailable for settlement. Registered shares will be deregistered at the deregistration date by the sub custodians. In order to deliver/settle a voted position before the deregistration date a voting instruction cancellation and de-registration request needs to be sent to your CSR or Custodian. Please contact your CSR for further information. The Vote/Registration Deadline as displayed Non-Voting on ProxyEdge is subject to change and will be updated as soon as Broadridge receives confirmation from the sub custodians regarding their instruction deadline. For any queries please contact your Client Services Representative. ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 15 Non-Voting APR 2014. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1. Financial statements and annual report a) Non-Voting presentation of the corporate governance report and the remuneration report for the 2013 financial year b) presentation of the financial statements and annual report for the 2013 financial year with the report of the supervisory board, the group financial statements, the group annual report, and the report pursuant to sections 289(4) and 315(4) of the German commercial code 2. Resolution on the Appropriation of the Mgmt For For Distributable profit. The distributable profit of EUR 1,300,223,787 shall be appropriated as follows: Payment of a dividend of EUR 7.25 per no-par share EUR 33,361,926.25 shall be carried forward ex-dividend and payable date: May 2, 2014 3. Ratification of the Acts of the Board of Mgmt For For MDs 4. Ratification of the Acts of the Supervisory Mgmt For For Board 5. Resolution on the Approval of the Mgmt For For Compensation System for the Members of the Board of MDs. The compensation system for the members of the Board of MDs shall be approved 6.1 Acquisition of own shares The company shall Mgmt For For be authorized to acquire own shares of up to 10 pct. of its share capital at a price not more than 10 pct. above, nor more than 20 pct. below, the market price of the shares, on or before April 29, 2019. The Board of MDs shall be authorized to use the shares for all legally permissible purposes, especially to use the shares for the flotation of foreign stock exchanges or for mergers and acquisitions, to sell the shares to a third party in a manner other than the stock exchange or an offer to all shareholders, to use the shares for the fulfilment of option or conversion rights, to offer the shares to employees of the company and its affiliates, and to retire the shares 6.2 Resolution on the authorization to purchase Non-Voting and use own shares and the possibility of subscription and tender rights exclusion: The purchase is made by the Board of Management aa) over the stock exchange or bb) by a letter addressed to all shareholders offer to buy or cc) by means of a addressed to all stockholders solicitation of sale offers (sale call), or dd) by a letter addressed to all shareholders exchange offer for shares in a for purposes of Section 3 para 2 AktG boerse-listed company 6.3 Resolution on the authorization to purchase Non-Voting and use own shares and the possibility of subscription and tender rights exclusion: The Executive Board is authorized shares of the Company that are acquired on the basis of the above or previously granted authorizations or under paragraph 71d sentence 5 AktG and were to use for all legally permissible purposes 6.4 Resolution on the authorization to purchase Non-Voting and use own shares and the possibility of subscription and tender rights exclusion: The Supervisory Board is authorized shares of the Company acquired 71d sentence 5 AktG basis of the above or previously granted authorizations or under paragraph or have been, be appropriated as follows: You can board members of the Company will pay for as allowance. This applies in particular to the extent that board members are obliged under the rules to be allowance or to invest a part of the next billing variable remuneration in shares of the Company with blockage period. If this obligation relates to a portion of the variable remuneration, which is determined based on a multi-year basis, amounts to be agreed upon minimum holding period about two years, in all other cases, approximately four years. At the time of transmission or at the beginning of the measurement period of the respective variable allowance component on the board must consist. The details of the remuneration of Executive Board members are determined by the Supervisory Board. These include rules about the treatment of holding periods in special cases , such as in retirement , unemployment or death 6.5 Resolution on the authorization to purchase Non-Voting and use own shares and the possibility of subscription and tender rights exclusion: The price at which the treasury shares in accordance with lit when the authorization. c) aa is executed on or sold in accordance lit. c ) cc to be sold , may have been identified by auction price of shares in the company at the Xetra trading on the Frankfurt Stock Exchange on the day of exchange introduction or binding agreement with the third party is (excluding incidental costs) . In addition, in these cases the sum of the shares sold, together with the shares , which were during the term of this authorization under exclusion of subscription rights in direct or corresponding application of Section 186 paragraph 3 sentence issued or sold 4 AktG or issuable , the overall limit of 10% of the share capital is not about to rise , neither at the time of this authorization becomes effective nor at the time of the issue or the divestiture of the shares 6.6 Resolution on the authorization to purchase Non-Voting and use own shares and the possibility of subscription and tender rights exclusion: If replaced by a comparable successor system to the Xetra trading, also in this authorization, it takes the place of the Xetra trading system 6.7 Resolution on the authorization to purchase Non-Voting and use own shares and the possibility of subscription and tender rights exclusion: The authorizations in accordance with lit. c) and d) can one or more occasions, in whole or in part, individually or be exploited in common, the appropriations under clauses. c) bb, cc, dd or ee also by dependent or majority owned by the company or companies on their behalf or on behalf of the Company acting third party 6.8 Resolution on the authorization to purchase Non-Voting and use own shares and the possibility of subscription and tender rights exclusion: The right of stockholders to such shares of the Company shall be excluded insofar as these shares pursuant to the authorizations in lit. c) aa, bb, cc, dd, ee or d) are used. About it, the Management Board is authorized, in case of a divestiture of own shares by offer to stockholders to grant the holders of bonds with conversion or option rights issued by the Company or Group companies a right to purchase the shares to the extent that as after exercising their conversion or option rights would be entitled, the subscription rights of stockholders is excluded to this extent 6.9 Resolution on the authorization to purchase Non-Voting and use own shares and the possibility of subscription and tender rights exclusion: The authorization is valid until 29 April 2019. Upon the effectiveness of this new authorization by the Annual General Meeting on 20 April 2011 decided authorization to acquire treasury shares cancelled 7.1 Approval of the use of derivatives (call Mgmt For For and put options) for the purpose of acquiring own shares as item 6 7.2 Resolution on the authorization to purchase Non-Voting own shares using derivatives and for the possibility of subscription and tender rights exclusion: The use of derivatives may be used in one of the below aa ), bb ) or cc) or in a combination of these possibilities take place : aa) The issuance or purchase of the derivatives can be performed via the Eurex Germany or LIFFE ( or comparable successor system ) . In this case, the Company shall inform the stockholders before the planned issue or the proposed acquisition of the derivatives in the company news. There can be different prices elected (without extra costs) to different expiration dates for the derivatives also with the simultaneous issuance or time the same acquisition. bb) The issue of put options (put options ) , the purchase of call options ( call options) , the conclusion of forward purchase or a combination of these derivatives and their respective performance can also be outside the specified under aa ) exchange performed when the in exercise of the derivatives have been acquired to the Company shares to be delivered before about the exchange to the stock exchange at the time of the then current stock exchange price of the shares in Xetra trading on the Frankfurt Stock Exchange . cc) The concluding option shops can be offered to all stockholders publicly , or options business can with a bank or a company under section 53 paragraph 1 sentence 1 or section 53b para 1 sentence 1 or section 7 of the Banking Act (KWG) methods businesses ( Issuing Company ) concluded with the obligation to offer all stockholders to purchase these options. The Company may, derivatives lit in the aforementioned cases . aa ) to cc ) only buy back each 7.3 Resolution on the authorization to purchase Non-Voting own shares using derivatives and for the possibility of subscription and tender rights exclusion: The exercise price of the options or may be used in fulfilment of forward purchases payable purchase price (excluding incidental expenses) for one shares in the case of lit. b ) aa and bb determined on the day of the conclusion of the derivative on business by the auction price for shares in the company at the Xetra trading on the Frankfurt Stock Exchange at most 10% more and be less than 20% . If own shares using options is equal to that of the Company for the shares to be paid purchase price (excluding incidental expenses) agreed in the option exercise price . The acquisition price paid by the Company for options ( no extra cost ) is not over and the premium received by the company realisable price for options may not be (without extra costs) under the established using recognized theoretical market value of the option , in its determination of , among other agreed exercise price must also be noted . The agreed by the Company in forward purchase forward rate should not be much above the theoretical futures price calculated using recognized actuarial methods to be considered in the determination of which , among other things , the current stock exchange price and the maturity of the forward purchase 7.4 Resolution on the authorization to purchase Non-Voting own shares using derivatives and for the possibility of subscription and tender rights exclusion: The exercise price of the options (no extra cost) for a share may, in the case of lit. b) cc the arithmetic mean of the closing prices for shares in the company at the Xetra trading on the Frankfurt Stock Exchange on 5, 4 and 3 Over and below the trading day prior to the day of publication of the offer by more than 10% to more than 20%. If the offer is over records to all stockholders, the tender rights of stockholders may be excluded insofar as the allocation will be based on quotas. A preferred offer for the conclusion of option shops and a preferential allotment of options can be for small share amounts (options up to 100 shares per shareholder) 7.5 Resolution on the authorization to purchase Non-Voting own shares using derivatives and for the possibility of subscription and tender rights exclusion: The term of the derivatives in each case is longer than 18 months and shall be so determined that the acquisition of shares in the exercise of the derivatives later than until 29. Takes place April 2019. The use of derivatives are allowed to own shares up to a maximum of 5% of the time the resolution of the General Meeting's share capital is acquired. Is that existing at the time of the initial capital is less exercising this authority, this shall prevail 7.6 Resolution on the authorization to purchase Non-Voting own shares using derivatives and for the possibility of subscription and tender rights exclusion: Will the acquisition of treasury shares derivatives according to lit. b) aa or bb, the stockholders in corresponding application of Section 186 paragraph 3 sentence 4 AktG no claim is to take out such derivative shops with society. A right of stockholders to conclude derivative shops also have no, as according to lit the conclusion of derivative shops. b) cc is provided based a preferential offer or a preferential allotment for the conclusion of derivative shops to small share amounts. Stockholders have a right to tender their shares in the Company if the Company is only obliged them opposite from the derivative shops to purchase the shares 7.7 Resolution on the authorization to purchase Non-Voting own shares using derivatives and for the possibility of subscription and tender rights exclusion: The Company may terminate the authorization in whole or in COMPONENTS, one or more times, for one or more purposes to exercise, but they can also be dependent or majority-owned by the Company or related companies for its or their behalf are run by third parties 7.8 Resolution on the authorization to purchase Non-Voting own shares using derivatives and for the possibility of subscription and tender rights exclusion: For the rest, the provisos and the use of the authorization granted under agenda item 6 will apply 8.1 Election to the Supervisory Board: Mgmt For For Ann-Kristin Achleitner 8.2 Election to the Supervisory Board: Benita Mgmt For For Ferrero-Waldner 8.3 Election to the Supervisory Board: Ursula Mgmt For For Gather 8.4 Election to the Supervisory Board: Peter Mgmt For For Gruss 8.5 Election to the Supervisory Board: Gerd Mgmt For For Haeusler 8.6 Election to the Supervisory Board: Henning Mgmt Against Against Kagermann 8.7 Election to the Supervisory Board: Wolfgang Mgmt Against Against Mayrhuber 8.8 Election to the Supervisory Board: Bernd Mgmt Against Against Pischetsrieder 8.9 Election to the Supervisory Board: Anton Mgmt For For van Rossum 8.10 Election to the Supervisory Board: Ron Mgmt Against Against Sommer 9.1 Resolution on the adjustment of existing Mgmt For For profit transfer agreements: The agreement with the company's wholly-owned subsidiary, Mr Beteiligungen 1 GmbH, on amendments to the existing profit transfer agreement shall be approved 9.2 Resolution on the adjustment of existing Mgmt For For profit transfer agreements: The agreement with the company's wholly-owned subsidiary, Silvanus Vermoegensverwaltungsgesellschaft mbH, on amendments to the existing profit transfer agreement shall be approved 9.3 Resolution on the adjustment of existing Mgmt For For profit transfer agreements: The agreement with the company's wholly-owned subsidiary, Mr Rent-Investment GmbH, on amendments to the existing profit transfer agreement shall be approved 9.4 Resolution on the adjustment of existing Mgmt For For profit transfer agreements: The agreement with the company's wholly-owned subsidiary, Mr Beteiligungen 14 GmbH, on amendments to the existing profit transfer agreement shall be approved 9.5 Resolution on the adjustment of existing Mgmt For For profit transfer agreements: The agreement with the company's wholly-owned subsidiary, Mr Beteiligungen 15 GmbH, on amendments to the existing profit transfer agreement shall be approved 9.6 Resolution on the adjustment of existing Mgmt For For profit transfer agreements: The agreement with the company's wholly-owned subsidiary, Mr Beteiligungen 16 GmbH, on amendments to the existing profit transfer agreement shall be approved 9.7 Resolution on the adjustment of existing Mgmt For For profit transfer agreements: The agreement with the company's wholly-owned subsidiary, Schloss Hohenkammer GmbH, on amendments to the existing profit transfer agreement shall be approved -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- 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 -------------------------------------------------------------------------------------------------------------------------- ORKLA ASA, OSLO Agenda Number: 705053786 -------------------------------------------------------------------------------------------------------------------------- Security: R67787102 Meeting Type: AGM Meeting Date: 10-Apr-2014 Ticker: ISIN: NO0003733800 -------------------------------------------------------------------------------------------------------------------------- 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 SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT Non-Voting NEED TO BE RE-REGISTERED IN THE BENEFICIAL OWNERS NAME TO BE ALLOWED TO VOTE AT MEETINGS. SHARES WILL BE TEMPORARILY TRANSFERRED TO A SEPARATE ACCOUNT IN THE BENEFICIAL OWNER'S NAME ON THE PROXY DEADLINE AND TRANSFERRED BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE DAY AFTER THE MEETING. CMMT BLOCKING SHOULD ALWAYS BE APPLIED, RECORD Non-Voting DATE OR NOT. 1 Opening of the meeting by the Chair of the Mgmt No vote Board of Directors and election of the meeting chair. The Board of Directors proposes that Idar Kreutzer be elected as meeting chair 2 Approval of the financial statements for Mgmt No vote 2013 for Orkla ASA and the Orkla Group and the annual report of the Board of Directors, including approval of a share dividend for 2013 of NOK 2.50 per share, except for shares owned by the Group 3.2 Advisory approval of the Board of Mgmt No vote Directors' statement of guidelines for the pay and other remuneration of the executive management in the coming financial year 3.3 Approval of guidelines for share-related Mgmt No vote incentive arrangements in the coming financial year 5.ii Authorisation to acquire treasury shares to Mgmt No vote be utilised to fulfil existing employee incentive arrangements and incentive arrangements adopted by the General Meeting in accordance with item 3.3 of the agenda 5.iii Authorisation to acquire treasury shares Mgmt No vote for cancellation 6 Minimum notice of an Extraordinary General Mgmt No vote Meeting 7.1 Election of member of the Board of Mgmt No vote Directors: Stein Erik Hagen 7.2 Election of member of the Board of Mgmt No vote Directors: Grace Reksten Skaugen 7.3 Election of member of the Board of Mgmt No vote Directors: Jo Lunder 7.4 Election of member of the Board of Mgmt No vote Directors: Ingrid Jonasson Blank 7.5 Election of member of the Board of Mgmt No vote Directors: Lisbeth Valther Pallesen 7.6 Election of member of the Board of Mgmt No vote Directors: Lars Dahlgren 7.7 Election of member of the Board of Mgmt No vote Directors: Nils Selte 8.1 Election of the Chair of the Board of Mgmt No vote Directors: Stein Erik Hagen 8.2 Election of the Deputy Chair of the Board Mgmt No vote of Directors: Grace Reksten Skaugen 9.1 Election of member of the Nomination Mgmt No vote Committee: Leiv Askvig 9.2 Election of member of the Nomination Mgmt No vote Committee: Anders Christian Stray Ryssdal 9.3 Election of member of the Nomination Mgmt No vote Committee: Karin Bing Orgland 10 Election of the Chair of the Nomination Mgmt No vote Committee 11 Remuneration of members of the Board of Mgmt No vote Directors 12 Approval of the Auditor's fee Mgmt No vote -------------------------------------------------------------------------------------------------------------------------- PEARSON PLC, LONDON Agenda Number: 705067002 -------------------------------------------------------------------------------------------------------------------------- Security: G69651100 Meeting Type: AGM Meeting Date: 25-Apr-2014 Ticker: ISIN: GB0006776081 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Receipt of financial statements Mgmt For For 2 Final dividend Mgmt For For 3 Re-election of David Arculus Mgmt For For 4 Re-election of Vivienne Cox Mgmt For For 5 Re-election of John Fallon Mgmt For For 6 Re-election of Robin Freestone Mgmt For For 7 Re-election of Ken Hydon Mgmt For For 8 Re-election of Josh Lewis Mgmt For For 9 Re-election of Glen Moreno Mgmt For For 10 Re-appointment of Linda Lorimer Mgmt For For 11 Re-appointment of Harish Manwani Mgmt For For 12 Approval of directors remuneration policy Mgmt For For 13 Approval of annual remuneration report Mgmt Against Against 14 Re-appointment of auditor: Mgmt For For PricewaterhouseCoopers LLP 15 Remuneration of auditors Mgmt For For 16 Allotment of shares Mgmt For For 17 Waiver of pre-emption rights Mgmt For For 18 Authority to purchase own shares Mgmt For For 19 Notice of meetings Mgmt For For 20 Extension of the Worldwide Save for Shares Mgmt For For Plan CMMT 16 APR 2014: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO RECEIPT OF AUDITOR NAME IN RESOLUTION 14. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- PEPSICO, INC. Agenda Number: 933945860 -------------------------------------------------------------------------------------------------------------------------- Security: 713448108 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: PEP ISIN: US7134481081 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SHONA L. BROWN Mgmt For For 1B. ELECTION OF DIRECTOR: GEORGE W. BUCKLEY Mgmt For For 1C. ELECTION OF DIRECTOR: IAN M. COOK Mgmt For For 1D. ELECTION OF DIRECTOR: DINA DUBLON Mgmt For For 1E. ELECTION OF DIRECTOR: RONA A. FAIRHEAD Mgmt For For 1F. ELECTION OF DIRECTOR: RAY L. HUNT Mgmt For For 1G. ELECTION OF DIRECTOR: ALBERTO IBARGUEN Mgmt For For 1H. ELECTION OF DIRECTOR: INDRA K. NOOYI Mgmt For For 1I. ELECTION OF DIRECTOR: SHARON PERCY Mgmt For For ROCKEFELLER 1J. ELECTION OF DIRECTOR: JAMES J. SCHIRO Mgmt For For 1K. ELECTION OF DIRECTOR: LLOYD G. TROTTER Mgmt For For 1L. ELECTION OF DIRECTOR: DANIEL VASELLA Mgmt For For 1M. ELECTION OF DIRECTOR: ALBERTO WEISSER Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2014. 3. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For EXECUTIVE COMPENSATION. 4. APPROVAL OF THE MATERIAL TERMS OF THE Mgmt For For PERFORMANCE GOALS OF THE PEPSICO, INC. EXECUTIVE INCENTIVE COMPENSATION PLAN. 5. POLICY REGARDING APPROVAL OF POLITICAL Shr Against For CONTRIBUTIONS. 6. POLICY REGARDING EXECUTIVE RETENTION OF Shr For Against STOCK. -------------------------------------------------------------------------------------------------------------------------- PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 933946444 -------------------------------------------------------------------------------------------------------------------------- Security: 718172109 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: PM ISIN: US7181721090 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: HAROLD BROWN Mgmt For For 1B. ELECTION OF DIRECTOR: ANDRE CALANTZOPOULOS Mgmt For For 1C. ELECTION OF DIRECTOR: LOUIS C. CAMILLERI Mgmt For For 1D. ELECTION OF DIRECTOR: JENNIFER LI Mgmt For For 1E. ELECTION OF DIRECTOR: SERGIO MARCHIONNE Mgmt Against Against 1F. ELECTION OF DIRECTOR: KALPANA MORPARIA Mgmt For For 1G. ELECTION OF DIRECTOR: LUCIO A. NOTO Mgmt For For 1H. ELECTION OF DIRECTOR: ROBERT B. POLET Mgmt For For 1I. ELECTION OF DIRECTOR: CARLOS SLIM HELU Mgmt For For 1J. ELECTION OF DIRECTOR: STEPHEN M. WOLF Mgmt For For 2. RATIFICATION OF THE SELECTION OF Mgmt For For INDEPENDENT AUDITORS 3. ADVISORY VOTE APPROVING EXECUTIVE Mgmt For For COMPENSATION 4. SHAREHOLDER PROPOSAL 1 - LOBBYING Shr For Against 5. SHAREHOLDER PROPOSAL 2 - ANIMAL TESTING Shr Against For -------------------------------------------------------------------------------------------------------------------------- PHILIPPINE LONG DISTANCE TELEPHONE CO. Agenda Number: 934023576 -------------------------------------------------------------------------------------------------------------------------- Security: 718252604 Meeting Type: Annual Meeting Date: 10-Jun-2014 Ticker: PHI ISIN: US7182526043 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. APPROVAL OF THE AUDITED FINANCIAL Mgmt For For STATEMENTS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2013 CONTAINED IN THE COMPANY'S 2013 ANNUAL REPORT. 2. DIRECTOR MR. A.V. PANGANIBAN Mgmt For For MR. PEDRO E. ROXAS Mgmt For For MR. ALFRED V. TY Mgmt For For MS. HELEN Y. DEE Mgmt For For ATTY. RAY C. ESPINOSA Mgmt For For MR. JAMES L. GO Mgmt For For MR. SETSUYA KIMURA Mgmt For For MR. N.L. NAZARENO Mgmt For For MR. M.V. PANGILINAN Mgmt For For MR. HIDEAKI OZAKI Mgmt For For MS. MA. L.C. RAUSA-CHAN Mgmt For For MR. JUAN B. SANTOS Mgmt For For MR. TONY TAN CAKTIONG Mgmt For For 3. APPROVAL OF AMENDMENT TO THE THIRD ARTICLE Mgmt For For OF THE ARTICLES OF INCORPORATION TO INDICATE THAT THE PLACE WHERE THE PRINCIPAL OFFICE OF THE COMPANY IS TO BE ESTABLISHED OR LOCATED IS AT RAMON COJUANGCO BUILDING, MAKATI AVENUE, MAKATI CITY. -------------------------------------------------------------------------------------------------------------------------- POTASH CORPORATION OF SASKATCHEWAN INC. Agenda Number: 933945377 -------------------------------------------------------------------------------------------------------------------------- Security: 73755L107 Meeting Type: Annual and Special Meeting Date: 15-May-2014 Ticker: POT ISIN: CA73755L1076 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 01 DIRECTOR C.M. BURLEY Mgmt For For D.G. CHYNOWETH Mgmt For For W.J. DOYLE Mgmt For For J.W. ESTEY Mgmt For For G.W. GRANDEY Mgmt For For C.S. HOFFMAN Mgmt For For D.J. HOWE Mgmt For For A.D. LABERGE Mgmt For For C.E. MADERE Mgmt For For K.G. MARTELL Mgmt For For J.J. MCCAIG Mgmt For For M. MOGFORD Mgmt For For E. VIYELLA DE PALIZA Mgmt For For 02 THE APPOINTMENT OF DELOITTE LLP AS AUDITORS Mgmt For For OF THE CORPORATION. 03 THE RESOLUTION (ATTACHED AS APPENDIX B TO Mgmt For For THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR) APPROVING THE ADOPTION OF A NEW PERFORMANCE OPTION PLAN, THE FULL TEXT OF WHICH IS ATTACHED AS APPENDIX C TO THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. 04 THE ADVISORY RESOLUTION ACCEPTING THE Mgmt For For CORPORATION'S APPROACH TO EXECUTIVE COMPENSATION DISCLOSED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. -------------------------------------------------------------------------------------------------------------------------- PPL CORPORATION Agenda Number: 933969682 -------------------------------------------------------------------------------------------------------------------------- Security: 69351T106 Meeting Type: Annual Meeting Date: 21-May-2014 Ticker: PPL ISIN: US69351T1060 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: FREDERICK M. BERNTHAL Mgmt For For 1B. ELECTION OF DIRECTOR: JOHN W. CONWAY Mgmt For For 1C. ELECTION OF DIRECTOR: PHILIP G. COX Mgmt For For 1D. ELECTION OF DIRECTOR: STEVEN G. ELLIOTT Mgmt For For 1E. ELECTION OF DIRECTOR: LOUISE K. GOESER Mgmt For For 1F. ELECTION OF DIRECTOR: STUART E. GRAHAM Mgmt For For 1G. ELECTION OF DIRECTOR: STUART HEYDT Mgmt For For 1H. ELECTION OF DIRECTOR: RAJA RAJAMANNAR Mgmt For For 1I. ELECTION OF DIRECTOR: CRAIG A. ROGERSON Mgmt For For 1J. ELECTION OF DIRECTOR: WILLIAM H. SPENCE Mgmt For For 1K. ELECTION OF DIRECTOR: NATICA VON ALTHANN Mgmt For For 1L. ELECTION OF DIRECTOR: KEITH H. WILLIAMSON Mgmt For For 2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION 3. RATIFICATION OF THE APPOINTMENT OF Mgmt For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 4. SHAREOWNER PROPOSAL - REQUEST FOR POLITICAL Shr For Against SPENDING REPORT 5. SHAREOWNER PROPOSAL - SPECIAL SHAREOWNER Shr For Against MEETINGS -------------------------------------------------------------------------------------------------------------------------- R.R. DONNELLEY & SONS COMPANY Agenda Number: 933985674 -------------------------------------------------------------------------------------------------------------------------- Security: 257867101 Meeting Type: Annual Meeting Date: 22-May-2014 Ticker: RRD ISIN: US2578671016 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: THOMAS J. QUINLAN III Mgmt For For 1B. ELECTION OF DIRECTOR: SUSAN M. CAMERON Mgmt For For 1C. ELECTION OF DIRECTOR: RICHARD L. CRANDALL Mgmt For For 1D. ELECTION OF DIRECTOR: SUSAN M. GIANINNO Mgmt For For 1E. ELECTION OF DIRECTOR: JUDITH H. HAMILTON Mgmt For For 1F. ELECTION OF DIRECTOR: JEFFREY M. KATZ Mgmt For For 1G. ELECTION OF DIRECTOR: RICHARD K. PALMER Mgmt For For 1H. ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For 1I. ELECTION OF DIRECTOR: MICHAEL T. RIORDAN Mgmt For For 1J. ELECTION OF DIRECTOR: OLIVER R. SOCKWELL Mgmt For For 2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION. 3. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For PUBLIC ACCOUNTING FIRM. -------------------------------------------------------------------------------------------------------------------------- REGAL ENTERTAINMENT GROUP Agenda Number: 933946191 -------------------------------------------------------------------------------------------------------------------------- Security: 758766109 Meeting Type: Annual Meeting Date: 07-May-2014 Ticker: RGC ISIN: US7587661098 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR STEPHEN A. KAPLAN Mgmt For For JACK TYRRELL Mgmt For For NESTOR R. WEIGAND, JR. Mgmt For For 2. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt For For COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 3. RATIFICATION OF THE AUDIT COMMITTEE'S Mgmt For For SELECTION OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 1, 2015. -------------------------------------------------------------------------------------------------------------------------- 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 For Against LOBBYING POLICIES AND PRACTICES 6. SHAREHOLDER PROPOSAL ON ANIMAL TESTING Shr Against For -------------------------------------------------------------------------------------------------------------------------- ROYAL DUTCH SHELL PLC Agenda Number: 933990699 -------------------------------------------------------------------------------------------------------------------------- Security: 780259206 Meeting Type: Annual Meeting Date: 20-May-2014 Ticker: RDSA ISIN: US7802592060 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. RECEIPT OF ANNUAL REPORT & ACCOUNTS Mgmt For For 2. APPROVAL OF DIRECTORS' REMUNERATION POLICY Mgmt For For 3. APPROVAL OF DIRECTORS' REMUNERATION REPORT Mgmt For For 4. APPOINTMENT OF EULEEN GOH AS A DIRECTOR OF Mgmt For For THE COMPANY 5. APPOINTMENT OF PATRICIA A. WOERTZ AS A Mgmt For For DIRECTOR OF THE COMPANY 6. RE-APPOINTMENT OF DIRECTOR: BEN VAN BEURDEN Mgmt For For 7. RE-APPOINTMENT OF DIRECTOR: GUY ELLIOTT Mgmt For For 8. RE-APPOINTMENT OF DIRECTOR: SIMON HENRY Mgmt For For 9. RE-APPOINTMENT OF DIRECTOR: CHARLES O. Mgmt For For HOLLIDAY 10. RE-APPOINTMENT OF DIRECTOR: GERARD Mgmt For For KLEISTERLEE 11. RE-APPOINTMENT OF DIRECTOR: JORMA OLLILA Mgmt For For 12. RE-APPOINTMENT OF DIRECTOR: SIR NIGEL Mgmt For For SHEINWALD 13. RE-APPOINTMENT OF DIRECTOR: LINDA G. STUNTZ Mgmt For For 14. RE-APPOINTMENT OF DIRECTOR: HANS WIJERS Mgmt For For 15. RE-APPOINTMENT OF DIRECTOR: GERRIT ZALM Mgmt For For 16. RE-APPOINTMENT OF AUDITORS Mgmt For For 17. REMUNERATION OF AUDITORS Mgmt For For 18. AUTHORITY TO ALLOT SHARES Mgmt For For 19. DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For 20. AUTHORITY TO PURCHASE OWN SHARES Mgmt For For 21. APPROVAL OF LONG-TERM INCENTIVE PLAN Mgmt For For 22. APPROVAL OF DEFERRED BONUS PLAN Mgmt For For 23. APPROVAL OF RESTRICTED SHARE PLAN Mgmt For For 24. AUTHORITY FOR CERTAIN DONATIONS AND Mgmt For For EXPENDITURE -------------------------------------------------------------------------------------------------------------------------- SANOFI SA, PARIS Agenda Number: 705027654 -------------------------------------------------------------------------------------------------------------------------- Security: F5548N101 Meeting Type: OGM Meeting Date: 05-May-2014 Ticker: ISIN: FR0000120578 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 14 APR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0312/201403121400621.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0414/201404141401110.pdf. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU 1 Approval of the annual corporate financial Mgmt For For statements for the 2013 financial year 2 Approval of the consolidated financial Mgmt For For statements for the 2013 financial year 3 Allocation of income and setting the Mgmt For For dividend 4 Agreements and commitments pursuant to Mgmt For For Articles L.225-38 et seq. of the Commercial Code 5 Renewal of term of Mr. Christopher Mgmt For For Viehbacher as Board member 6 Renewal of term of Mr. Robert Castaigne as Mgmt For For Board member 7 Renewal of term of Mr. Christian Mulliez as Mgmt For For Board member 8 Appointment of Mr. Patrick Kron as Board Mgmt For For member 9 Review of the compensation owed or paid to Mgmt For For Mr. Serge Weinberg, Chairman of the Board of Directors for the financial year ended on December 31st, 2013 10 Review of the compensation owed or paid to Mgmt For For Mr. Christopher Viehbacher, CEO for the financial year ended on December 31st, 2013 11 Authorization to be granted to the Board of Mgmt For For Directors to trade in Company's shares 12 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- SCOR SE, PUTEAUX Agenda Number: 705089553 -------------------------------------------------------------------------------------------------------------------------- Security: F15561677 Meeting Type: MIX Meeting Date: 06-May-2014 Ticker: ISIN: FR0010411983 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 18 APR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK:https://balo.journal-officiel.gouv.fr/ pdf/2014/0331/201403311400865.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0418/201404181401197.pdf. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU O.1 Approval of the reports and corporate Mgmt For For financial statements for the financial year ended on December 31st, 2013 O.2 Allocation of income and setting the Mgmt For For dividend for the financial year ended on December 31st, 2013 O.3 Approval of the reports and consolidated Mgmt For For financial statements for the financial year ended on December 31st, 2013 O.4 Approval of the agreements referred to in Mgmt For For the Statutory Auditors' special report pursuant to Articles L.225-38 et seq. of the Commercial Code O.5 Review of the compensation owed or paid to Mgmt For For Mr. Denis Kessler, CEO for the financial year ended on December 31st, 2013 O.6 Setting the total amount of attendance Mgmt For For allowances to be allocated to directors O.7 Renewal of term of Mr. Kevin J. Knoer as Mgmt For For Director O.8 Renewal of term of the company EY Audit as Mgmt For For principal Statutory Auditor O.9 Renewal of term of the company Mazars as Mgmt For For principal Statutory Auditor O.10 Appointment of Mr. Pierre Planchon as Mgmt For For deputy Statutory Auditor O.11 Appointment of Mr. Lionel Gotlieb as deputy Mgmt For For Statutory Auditor O.12 Authorization granted to the Board of Mgmt For For Directors to trade in Company's shares O.13 Powers to carry out all legal formalities Mgmt For For E.14 Delegation of authority granted to the Mgmt For For Board of Directors to decide to incorporate reserves, profits or premiums into the capital E.15 Delegation of authority granted to the Mgmt For For Board of Directors to decide to issue shares and/or securities giving access to capital or entitling to a debt security while maintaining preferential subscription rights E.16 Delegation of authority granted to the Mgmt For For Board of Directors to decide to issue shares and/or securities giving access to capital or entitling to a debt security via public offering with cancellation of preferential subscription rights E.17 Delegation of authority granted to the Mgmt For For Board of Directors to decide to issue shares and/or securities giving access to capital or entitling to a debt security via an offer pursuant to Article L.411-2, II of the Monetary and Financial Code with cancellation of preferential subscription rights E.18 Delegation of authority granted to the Mgmt For For Board of Directors to decide to issue shares and/or securities giving access to capital or entitling to a debt security with cancellation of preferential subscription rights, in consideration for shares contributed to the Company in the context of any public exchange offer launched by the Company E.19 Delegation of powers granted to the Board Mgmt For For of Directors to decide to issue shares and/or securities giving access to capital of the Company or entitling to a debt security, in consideration for in-kind contributions of securities granted to the Company limited to 10% of its capital without preferential subscription rights E.20 Authorization granted to the Board of Mgmt For For Directors to increase the number of securities, in case of capital increase with or without preferential subscription rights E.21 Delegation of authority granted to the Mgmt For For Board of Directors to issue securities giving access to capital of the Company with cancellation of shareholders' preferential subscription rights in favor of a category of beneficiaries ensuring the underwriting of equity securities of the Company E.22 Authorization granted to the Board of Mgmt For For Directors to reduce share capital by cancellation of treasury shares E.23 Authorization granted to the Board of Mgmt For For Directors to grant share subscription and/or purchase options with cancellation of shareholders' preferential subscription rights to employees and executive corporate officers E.24 Authorization granted to the Board of Mgmt For For Directors to allocate free common shares of the Company with cancellation of shareholders' preferential subscription rights to employees and executive corporate officers E.25 Delegation of authority to the Board of Mgmt For For Directors to carry out a share capital increase by issuing shares reserved for members of savings plans with cancellation of preferential subscription rights in favor of the latter E.26 Aggregate ceiling on capital increases Mgmt For For E.27 Powers to carry out all legal formalities. Mgmt For For -------------------------------------------------------------------------------------------------------------------------- SEVERN TRENT PLC, BIRMIMGHAM Agenda Number: 704621019 -------------------------------------------------------------------------------------------------------------------------- Security: G8056D159 Meeting Type: AGM Meeting Date: 17-Jul-2013 Ticker: ISIN: GB00B1FH8J72 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Receive the Report and Accounts Mgmt For For 2 Declare a final dividend Mgmt For For 3 Approve the Directors remuneration report Mgmt For For 4 Reappoint Tony Ballance Mgmt For For 5 Reappoint Bernard Bulkin Mgmt For For 6 Reappoint Richard Davey Mgmt For For 7 Reappoint Andrew Duff Mgmt For For 8 Reappoint Gordon Fryett Mgmt For For 9 Reappoint Martin Kane Mgmt For For 10 Reappoint Martin Lamb Mgmt For For 11 Reappoint Michael McKeon Mgmt For For 12 Reappoint Baroness Noakes Mgmt For For 13 Reappoint Andy Smith Mgmt For For 14 Reappoint Tony Wray Mgmt For For 15 Reappoint auditors Mgmt For For 16 Authorise directors to determine auditors Mgmt For For remuneration 17 Authorise political donations Mgmt For For 18 Authorise allotment of shares Mgmt For For 19 Disapply pre-emption rights Mgmt For For 20 Authorise purchase of own shares Mgmt For For 21 Reduce notice period for general meetings Mgmt For For -------------------------------------------------------------------------------------------------------------------------- SSE PLC, PERTH Agenda Number: 704618808 -------------------------------------------------------------------------------------------------------------------------- Security: G8842P102 Meeting Type: AGM Meeting Date: 25-Jul-2013 Ticker: ISIN: GB0007908733 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Receive the Report and Accounts Mgmt For For 2 Approve the Remuneration Report Mgmt For For 3 Declare a final dividend Mgmt For For 4 Re-appoint Katie Bickerstaffe Mgmt For For 5 Re-appoint Jeremy Beeton Mgmt For For 6 Re-appoint Lord Smith of Kelvin Mgmt For For 7 Re-appoint Gregor Alexander Mgmt For For 8 Re-appoint Alistair Phillips-Davies Mgmt For For 9 Re-appoint Lady Rice Mgmt For For 10 Re-appoint Richard Gillingwater Mgmt For For 11 Re-appoint Thomas Thune Andersen Mgmt For For 12 Appoint KPMG LLP as Auditor Mgmt For For 13 Authorise the Directors to determine the Mgmt For For Auditor's remuneration 14 Authorise allotment of shares Mgmt For For 15 To disapply pre-emption rights Mgmt For For 16 To empower the Company to purchase its own Mgmt For For Ordinary Shares 17 To approve 14 days' notice of general Mgmt For For meetings -------------------------------------------------------------------------------------------------------------------------- STATOIL ASA, STAVANGER Agenda Number: 705233803 -------------------------------------------------------------------------------------------------------------------------- Security: R8413J103 Meeting Type: AGM Meeting Date: 14-May-2014 Ticker: ISIN: NO0010096985 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AMENDMENT TO MID Non-Voting 258962 DUE TO CHANGE IN DIRECTORS' NAME IN RESOLUTION 12.L. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting BENEFICIAL OWNER INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR YOUR VOTE TO BE LODGED CMMT SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT Non-Voting NEED TO BE RE-REGISTERED IN THE BENEFICIAL OWNERS NAME TO BE ALLOWED TO VOTE AT MEETINGS. SHARES WILL BE TEMPORARILY TRANSFERRED TO A SEPARATE ACCOUNT IN THE BENEFICIAL OWNER'S NAME ON THE PROXY DEADLINE AND TRANSFERRED BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE DAY AFTER THE MEETING. CMMT BLOCKING SHOULD ALWAYS BE APPLIED, RECORD Non-Voting DATE OR NOT. CMMT PLEASE NOTE THAT THE BOARD OF DIRECTORS Non-Voting RECOMMENDS THE GENERAL MEETING TO VOTE AGAINST THE SHAREHOLDER PROPOSALS: 7, 8 AND 19 3 ELECTION OF CHAIR FOR THE MEETING: OLAUG Mgmt No vote SVARVA 4 APPROVAL OF THE NOTICE AND THE AGENDA Mgmt No vote 5 ELECTION OF TWO PERSONS TO CO-SIGN THE Mgmt No vote MINUTES TOGETHER WITH THE CHAIR OF THE MEETING 6 APPROVAL OF THE ANNUAL REPORT AND ACCOUNTS Mgmt No vote FOR STATOIL ASA AND THE STATOIL GROUP FOR 2013, INCLUDING THE BOARD OF DIRECTORS' PROPOSAL FOR DISTRIBUTION OF DIVIDEND: THE BOARD OF DIRECTORS PROPOSES A TOTAL DIVIDEND OF NOK 7.00 PER SHARE FOR 2013. THE DIVIDEND ACCRUES TO THE SHAREHOLDERS AS OF 14 MAY 2014, WITH EXPECTED DIVIDEND PAYMENT ON 28 MAY 2014 7 PROPOSAL SUBMITTED BY A SHAREHOLDER Shr No vote REGARDING STATOIL'S ACTIVITIES IN CANADA 8 PROPOSAL SUBMITTED BY A SHAREHOLDER Shr No vote REGARDING STATOIL'S ACTIVITIES IN THE ARCTIC 9 REPORT ON CORPORATE GOVERNANCE Mgmt No vote 10 DECLARATION ON STIPULATION OF SALARY AND Mgmt No vote OTHER REMUNERATION FOR EXECUTIVE MANAGEMENT 11 APPROVAL OF REMUNERATION FOR THE COMPANY'S Mgmt No vote EXTERNAL AUDITOR FOR 2013 12.A ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER OLAUG SVARVA (RE-ELECTION, NOMINATED AS CHAIR) 12.B ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER IDAR KREUTZER (RE-ELECTION, NOMINATED AS DEPUTY CHAIR) 12.C ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER KARIN ASLAKSEN (RE-ELECTION) 12.D ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER GREGER MANNSVERK (RE-ELECTION) 12.E ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER STEINAR OLSEN (RE-ELECTION) 12.F ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER INGVALD STROMMEN (RE-ELECTION) 12.G ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER RUNE BJERKE (RE-ELECTION) 12.H ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER SIRI KALVIG (RE-ELECTION) 12.I ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER BARBRO HAETTA (RE-ELECTION) 12.J ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER TERJE VENOLD (NEW ELECTION) 12.K ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER TONE LUNDE BAKKER (NEW ELECTION) 12.L ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: MEMBER KJERSTI KLEVEN (NEW MEMBER) 12.1 ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: DEPUTY MEMBER: ARTHUR SLETTEBERG (RE-ELECTION) 12.2 ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: DEPUTY MEMBER: BASSIM HAJ (RE-ELECTION) 12.3 ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: DEPUTY MEMBER: NINA KIVIJERVI JONASSEN (NEW ELECTION) 12.4 ELECTION OF MEMBER TO THE CORPORATE Mgmt No vote ASSEMBLY: DEPUTY MEMBER: BIRGITTE VARTDAL (NEW ELECTION) 13 DETERMINATION OF REMUNERATION FOR THE Mgmt No vote CORPORATE ASSEMBLY 14.A ELECTION OF MEMBER TO THE NOMINATION Mgmt No vote COMMITTEE: CHAIR OLAUG SVARVA (RE-ELECTION) 14.B ELECTION OF MEMBER TO THE NOMINATION Mgmt No vote COMMITTEE: MEMBER TOM RATHKE (RE-ELECTION) 14.C ELECTION OF MEMBER TO THE NOMINATION Mgmt No vote COMMITTEE: MEMBER ELISABETH BERGE WITH PERSONAL DEPUTY MEMBER JOHAN A. ALSTAD (RE-ELECTION) 14.D ELECTION OF MEMBER TO THE NOMINATION Mgmt No vote COMMITTEE: MEMBER TONE LUNDE BAKKER (NEW ELECTION) 15 DETERMINATION OF REMUNERATION FOR THE Mgmt No vote NOMINATION COMMITTEE 16 AUTHORISATION TO DISTRIBUTE DIVIDEND BASED Mgmt No vote ON APPROVED ANNUAL ACCOUNTS FOR 2013 17 AUTHORISATION TO ACQUIRE STATOIL ASA SHARES Mgmt No vote IN THE MARKET IN ORDER TO CONTINUE OPERATION OF THE SHARE SAVING PLAN FOR EMPLOYEES 18 AUTHORISATION TO ACQUIRE STATOIL ASA SHARES Mgmt No vote IN THE MARKET FOR SUBSEQUENT ANNULMENT 19 PROPOSAL SUBMITTED BY A SHAREHOLDER Shr No vote REGARDING STATOIL'S ACTIVITIES -------------------------------------------------------------------------------------------------------------------------- SVENSKA 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 Against Against general meeting shall adopt a certain policy 22 Shareholder's proposal regarding a decision Mgmt Against Against to take the initiative to establish an integration institute 23 Closing of the meeting Non-Voting -------------------------------------------------------------------------------------------------------------------------- SWISSCOM AG, ITTIGEN Agenda Number: 705042202 -------------------------------------------------------------------------------------------------------------------------- Security: H8398N104 Meeting Type: AGM Meeting Date: 07-Apr-2014 Ticker: ISIN: CH0008742519 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 291331 DUE TO ADDITION OF RESOLUTION 9. 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 Approval of the annual report, financial Mgmt For For statement of Swisscom LTD and consolidated financial statement for financial year 2013 1.2 Consultative vote on the remuneration Mgmt For For report 2013 2 Appropriation of retained earnings 2013 and Mgmt For For declaration of dividend: Approve Allocation of Income and Dividends of CHF 22 per Share 3 Discharge of the members of the board of Mgmt For For directors and the group executive board 4.1 Modification of the articles of Mgmt For For incorporation, especially to the ordinance against excessive remuneration in listed companies (OAER): General modifications to the articles of incorporation 4.2 Modification of the articles of Mgmt Against Against incorporation, especially to the ordinance against excessive remuneration in listed companies (OAER): Provisions of the articles of incorporation on remuneration and approval procedures 4.3 Modification of the articles of Mgmt For For incorporation, especially to the ordinance against excessive remuneration in listed companies (OAER): Further articles of incorporation provisions according to Article 12 OAER 5.1 Re-election of Barbara Frei as member to Mgmt For For the board of directors 5.2 Re-election of Hugo Gerber as member to the Mgmt For For board of directors 5.3 Re-election of Michel Gobet as member to Mgmt For For the board of directors 5.4 Re-election of Torsten G. Kreindl as member Mgmt For For to the board of directors 5.5 Re-election of Catherine Muehlemann as Mgmt For For member to the board of directors 5.6 Re-election of Theophil Schlatter as member Mgmt For For to the board of directors 5.7 Election of Frank Esser as member to the Mgmt For For board of directors 5.8 Re-election of Hansueli Loosli as member to Mgmt For For the board of directors 5.9 Re-election of Hansueli Loosli as chairman Mgmt For For as member to the board of directors 6.1 Election of Barbara Frei as remuneration Mgmt For For committee member 6.2 Election of Torsten G. Kreindl as Mgmt For For remuneration committee member 6.3 Election of Hansueli Loosli as remuneration Mgmt For For committee member 6.4 Election of Theophil Schlatter as Mgmt For For remuneration committee member 6.5 Election of Hans Werder as remuneration Mgmt For For committee member 7 Election of the independent proxy: Reber Mgmt For For Rechtsanwaelte 8 Re-election of the statutory auditors: KPMG Mgmt For For AG 9 Additional and/or counter-proposals Mgmt Abstain For -------------------------------------------------------------------------------------------------------------------------- T.E.R.N.A.- RETE ELETTRICA NAZIONALE SPA, ROMA Agenda Number: 705254390 -------------------------------------------------------------------------------------------------------------------------- Security: T9471R100 Meeting Type: MIX Meeting Date: 27-May-2014 Ticker: ISIN: IT0003242622 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 318182 DUE TO RECEIPT OF SLATES FOR DIRECTORS' AND AUDITORS' NAMES. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting AGENDA IS AVAILABLE BY CLICKING ON THE URL LINK: https://materials.proxyvote.com/Approved/99 999Z/19840101/NPS_203913.PDF E.1 PROPOSAL, AS PER ART. 2367 OF THE ITALIAN Mgmt Against Against CIVIL CODE FROM CASSA DEPOSITI E PRESTITI S.P.A., CONCERNING REASONS FOR DIRECTORS' INELIGIBILITY OR DECADENCE AND REQUIREMENTS OF HONORABILITY. TO AMEND ART. 15.1 (BOARD OF DIRECTORS AND REQUIREMENTS OF HONORABILITY, PROFESSIONALISM AND INDEPENDENCE) AND REPLACEMENT OF ART. 15.2 (BOARD OF DIRECTORS AND REQUIREMENTS OF HONORABILITY) E.2 TO ADJUST TO ARTICLES 4.1 (COMPANY OBJECT), Mgmt For For 10 (PARTICIPATION TO SHAREHOLDERS' MEETING), 14.3 (BOARD OF DIRECTORS' APPOINTMENT), 15.5 (EXECUTIVE DIRECTORS)AND 26.2 (EFFECTIVE AND TEMPORARY AUDITORS) OF THE BY-LAWS CONSEQUENT TO RESOLUTIONS OF AEEG NO. ARG/COM 153/11 AND 142/2013/R/EEL WITH WHICH AEGG REGULATED THE PROCEDURES OF CERTIFICATION OF THE MANAGER OF ELECTRIC ENERGY TRANSMISSION AND ADOPTED THE FINAL DECISION OF TERNA S.P.A. CERTIFICATION, AS 'TRANSMISSION SYSTEM MANAGER' O.1 BALANCE SHEET AS OF 31 DECEMBER 2013. BOARD Mgmt For For OF DIRECTORS, INTERNAL AND EXTERNAL AUDITORS' REPORTS. RELATED RESOLUTIONS. CONSOLIDATED BALANCE SHEET AS OF 31 DECEMBER 2013 O.2 PROFIT ALLOCATION Mgmt For For O.3 TO STATE BOARD OF DIRECTORS' NUMBER AND Mgmt For For TERM OF OFFICE CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting SLATES TO BE ELECTED AS BOARD OF DIRECTORS, THERE IS ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE MEETING. THE STANDING INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 1 SLATE OF THE 2 SLATES. THANK YOU. O.4.1 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr No vote PROPOSAL:TO APPOINT DIRECTORS: LIST PRESENTED BY CASSA DEPOSITI E PRESTITI S.P.A., REPRESENTING 29.851PCT OF THE COMPANY STOCK CAPITAL:-CATIA BASTIOLI-MATTEO DEL FANTE-SIMONA CAMERANO -CARLO GANDOLFO CERAMI-FABIO CORSICO-STEFANO SAGLIA O.4.2 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr For Against PROPOSAL:TO APPOINT DIRECTORS: LIST PRESENTED BY ANIMA SGR S.P.A., ARCA SGR S.P.A., EURIZON CAPITAL SGR S.P.A., EURIZON CAPITAL SA, ETICA SGR S.P.A., FIDEURAM ASSET MANAGEMENT (IRELAND) LIMITED, FIDEURAM INVESTIMENTI SGR S.P.A., GENERALI INVESTMENTS EUROPE S.P.A. SGR, INTERFUND SICAV, PIONEER ASSET MANAGEMENT SA, PIONEER INVESTMENT MANAGEMENT SGRPA, APG ASSET MANAGEMENT NV, MEDIOLANUM GESTIONE FONDI SGR S.P.A. E MEDIOLANUM INTERNATIONAL FUNDS LIMITED, REPRESENTING 3.37PCT OF THE COMPANY STOCK CAPITAL:-CESARE CALARI -GABRIELLA PORCELLI-LUCA DEL FABBRO O.5 TO APPOINT BOARD OF DIRECTORS' CHAIRMAN Mgmt For For O.6 TO STATE BOARD OF DIRECTORS' EMOLUMENT Mgmt For For CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting OPTIONS TO INDICATE A PREFERENCE ON THIS RESOLUTION, ONLY ONE CAN BE SELECTED. THE STANDING INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 1 OF THE 2 OPTIONS BELOW, YOUR OTHER VOTES MUST BE EITHER AGAINST OR ABSTAIN. THANK YOU. O.7.1 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For PROPOSAL: TO APPOINT INTERNAL AUDITORS: LIST PRESENTED BY CASSA DEPOSITI E PRESTITI S.P.A., REPRESENTING 29.851PCT OF THE COMPANY STOCK CAPITAL: EFFECTIVE AUDITORS-VINCENZO SIMONE-MARIA ALESSANDRA ZUNINO DE PIGNIER ALTERNATE AUDITORS-RENATA MARIA RICOTTI-CESARE FELICE MANTEGAZZA O.7.2 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr For Against PROPOSAL: TO APPOINT INTERNAL AUDITORS: LIST PRESENTED BY ANIMA SGR S.P.A., ARCA SGR S.P.A., EURIZON CAPITAL SGR S.P.A., EURIZON CAPITAL SA, ETICA SGR S.P.A., FIDEURAM ASSET MANAGEMENT (IRELAND) LIMITED, FIDEURAM INVESTIMENTI SGR S.P.A., GENERALI INVESTMENTS EUROPE S.P.A. SGR, INTERFUND SICAV, PIONEER ASSET MANAGEMENT SA, PIONEER INVESTMENT MANAGEMENT SGRPA, APG ASSET MANAGEMENT NV, MEDIOLANUM GESTIONE FONDI SGR S.P.A. E MEDIOLANUM INTERNATIONAL FUNDS LIMITED, REPRESENTING 3.37PCT OF THE COMPANY STOCK CAPITAL: EFFECTIVE AUDITOR -RICCARDO ENRICO MARIA SCHIOPPO ALTERNATE AUDITOR-RAFFAELLA ANNAMARIA PAGANI O.8 TO STATE INTERNAL AUDITORS' EMOLUMENT Mgmt For For O.9 RESOLUTIONS CONCERNING EMOLUMENT OF Mgmt For For DIRECTORS WITH POWERS AS PER ITEM 5 QUINQUIES OF ART. 23 BIS OF LEGISLATIVE DECREE NO. 201/2011 (CONVERTED WITH AMENDMENTS OF ART. 1, COMMA 1, LEGISLATIVE DECREE NO. 214/2011) INTRODUCED BY ART. 84 TER, ITEM 1, OF THE LEGISLATIVE DECREE NO. 69/2013 (CONVERTED WITH AMENDMENTS INTO LEGISLATIVE DECREE NO. 98/2013) O.10 YEARLY REWARDING REPORT: CONSULTATION ON Mgmt Against Against REWARDING POLICY AS PER ART. 123 TER, ITEM 6, OF THE LEGISLATIVE DECREE NO. 58/1998 -------------------------------------------------------------------------------------------------------------------------- TECO ENERGY, INC. Agenda Number: 933927331 -------------------------------------------------------------------------------------------------------------------------- Security: 872375100 Meeting Type: Annual Meeting Date: 30-Apr-2014 Ticker: TE ISIN: US8723751009 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 ELECTION OF DIRECTOR: JAMES L. FERMAN, JR. Mgmt For For 1.2 ELECTION OF DIRECTOR: EVELYN V. FOLLIT Mgmt For For 1.3 ELECTION OF DIRECTOR: JOHN B. RAMIL Mgmt For For 1.4 ELECTION OF DIRECTOR: TOM L. RANKIN Mgmt For For 1.5 ELECTION OF DIRECTOR: WILLIAM D. ROCKFORD Mgmt For For 1.6 ELECTION OF DIRECTOR: PAUL L. WHITING Mgmt For For 2 RATIFICATION OF THE SELECTION OF Mgmt For For PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT AUDITOR FOR 2014. 3 ADVISORY APPROVAL OF THE COMPANY'S Mgmt Against Against EXECUTIVE COMPENSATION. 4 APPROVAL OF THE MATERIAL TERMS FOR PAYMENT Mgmt For For OF PERFORMANCE-BASED ANNUAL INCENTIVE COMPENSATION UNDER THE COMPANY'S ANNUAL INCENTIVE PLAN. 5 APPROVAL OF PERFORMANCE CRITERIA UNDER THE Mgmt For For COMPANY'S 2010 EQUITY INCENTIVE PLAN, AS AMENDED. 6 APPROVAL OF THE SHAREHOLDER PROPOSAL Shr For Against REQUESTING ISSUANCE OF A POLITICAL CONTRIBUTIONS REPORT AS DESCRIBED IN THE PROXY STATEMENT. -------------------------------------------------------------------------------------------------------------------------- TELSTRA CORPORATION LTD, MELBOURNE VIC Agenda Number: 704706603 -------------------------------------------------------------------------------------------------------------------------- Security: Q8975N105 Meeting Type: AGM Meeting Date: 15-Oct-2013 Ticker: ISIN: AU000000TLS2 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting PROPOSALS 4 AND 5 AND VOTES CAST BY ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE PROPOSAL/S WILL BE DISREGARDED BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSALS. BY VOTING (FOR OR AGAINST) ON PROPOSALS (4 AND 5), YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSALS AND YOU COMPLY WITH THE VOTING EXCLUSION. 3.a Election of Director: Mr Chin Hu Lim Mgmt For For 3.b Re-election of Director: Dr Nora Mgmt For For Scheinkestel 4 Grant of Performance Rights Mgmt For For 5 Remuneration Report Mgmt For For CMMT 09 OCT 13: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO CHANGE IN THE RECORD DATE FROM 13 OCT 13 TO 11 OCT 13. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU -------------------------------------------------------------------------------------------------------------------------- THE COCA-COLA COMPANY Agenda Number: 933928256 -------------------------------------------------------------------------------------------------------------------------- Security: 191216100 Meeting Type: Annual Meeting Date: 23-Apr-2014 Ticker: KO ISIN: US1912161007 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: HERBERT A. ALLEN Mgmt For For 1B. ELECTION OF DIRECTOR: RONALD W. ALLEN Mgmt For For 1C. ELECTION OF DIRECTOR: ANA BOTIN Mgmt For For 1D. ELECTION OF DIRECTOR: HOWARD G. BUFFETT Mgmt For For 1E. ELECTION OF DIRECTOR: RICHARD M. DALEY Mgmt For For 1F. ELECTION OF DIRECTOR: BARRY DILLER Mgmt For For 1G. ELECTION OF DIRECTOR: HELENE D. GAYLE Mgmt For For 1H. ELECTION OF DIRECTOR: EVAN G. GREENBERG Mgmt For For 1I. ELECTION OF DIRECTOR: ALEXIS M. HERMAN Mgmt For For 1J. ELECTION OF DIRECTOR: MUHTAR KENT Mgmt For For 1K. ELECTION OF DIRECTOR: ROBERT A. KOTICK Mgmt For For 1L. ELECTION OF DIRECTOR: MARIA ELENA Mgmt For For LAGOMASINO 1M. ELECTION OF DIRECTOR: SAM NUNN Mgmt For For 1N. ELECTION OF DIRECTOR: JAMES D. ROBINSON III Mgmt For For 1O. ELECTION OF DIRECTOR: PETER V. UEBERROTH Mgmt For For 2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 3. APPROVAL OF THE COCA-COLA COMPANY 2014 Mgmt For For EQUITY PLAN 4. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For YOUNG LLP AS INDEPENDENT AUDITORS 5. SHAREOWNER PROPOSAL REGARDING AN Shr For Against INDEPENDENT BOARD CHAIRMAN -------------------------------------------------------------------------------------------------------------------------- THE DOW CHEMICAL COMPANY Agenda Number: 933951786 -------------------------------------------------------------------------------------------------------------------------- Security: 260543103 Meeting Type: Annual Meeting Date: 15-May-2014 Ticker: DOW ISIN: US2605431038 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: ARNOLD A. ALLEMANG Mgmt For For 1B. ELECTION OF DIRECTOR: AJAY BANGA Mgmt For For 1C. ELECTION OF DIRECTOR: JACQUELINE K. BARTON Mgmt For For 1D. ELECTION OF DIRECTOR: JAMES A. BELL Mgmt For For 1E. ELECTION OF DIRECTOR: JEFF M. FETTIG Mgmt For For 1F. ELECTION OF DIRECTOR: ANDREW N. LIVERIS Mgmt For For 1G. ELECTION OF DIRECTOR: PAUL POLMAN Mgmt For For 1H. ELECTION OF DIRECTOR: DENNIS H. REILLEY Mgmt For For 1I. ELECTION OF DIRECTOR: JAMES M. RINGLER Mgmt For For 1J. ELECTION OF DIRECTOR: RUTH G. SHAW Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For COMPENSATION. 4. APPROVAL OF THE AMENDED AND RESTATED 2012 Mgmt For For STOCK INCENTIVE PLAN. 5. STOCKHOLDER PROPOSAL ON STOCKHOLDER ACTION Shr For Against BY WRITTEN CONSENT. 6. STOCKHOLDER PROPOSAL ON EXECUTIVE STOCK Shr For Against RETENTION. -------------------------------------------------------------------------------------------------------------------------- THE SOUTHERN COMPANY Agenda Number: 933980737 -------------------------------------------------------------------------------------------------------------------------- Security: 842587107 Meeting Type: Annual Meeting Date: 28-May-2014 Ticker: SO ISIN: US8425871071 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: J.P. BARANCO Mgmt For For 1B. ELECTION OF DIRECTOR: J.A. BOSCIA Mgmt For For 1C. ELECTION OF DIRECTOR: H.A. CLARK III Mgmt For For 1D. ELECTION OF DIRECTOR: T.A. FANNING Mgmt For For 1E. ELECTION OF DIRECTOR: D.J. GRAIN Mgmt For For 1F. ELECTION OF DIRECTOR: V.M. HAGEN Mgmt For For 1G. ELECTION OF DIRECTOR: W.A. HOOD, JR. Mgmt For For 1H. ELECTION OF DIRECTOR: L.P. HUDSON Mgmt For For 1I. ELECTION OF DIRECTOR: D.M. JAMES Mgmt For For 1J. ELECTION OF DIRECTOR: D.E. KLEIN Mgmt For For 1K. ELECTION OF DIRECTOR: W.G. SMITH, JR. Mgmt For For 1L. ELECTION OF DIRECTOR: S.R. SPECKER Mgmt For For 1M. ELECTION OF DIRECTOR: E.J. WOOD III Mgmt Against Against 2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For & TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICERS' COMPENSATION 4. STOCKHOLDER PROPOSAL ON AN INDEPENDENT Shr For Against BOARD CHAIR -------------------------------------------------------------------------------------------------------------------------- TIME WARNER INC. Agenda Number: 933995891 -------------------------------------------------------------------------------------------------------------------------- Security: 887317303 Meeting Type: Annual Meeting Date: 13-Jun-2014 Ticker: TWX ISIN: US8873173038 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: JAMES L. BARKSDALE Mgmt For For 1B. ELECTION OF DIRECTOR: WILLIAM P. BARR Mgmt For For 1C. ELECTION OF DIRECTOR: JEFFREY L. BEWKES Mgmt For For 1D. ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Mgmt For For 1E. ELECTION OF DIRECTOR: ROBERT C. CLARK Mgmt For For 1F. ELECTION OF DIRECTOR: MATHIAS DOPFNER Mgmt For For 1G. ELECTION OF DIRECTOR: JESSICA P. EINHORN Mgmt For For 1H. ELECTION OF DIRECTOR: CARLOS M. GUTIERREZ Mgmt For For 1I. ELECTION OF DIRECTOR: FRED HASSAN Mgmt For For 1J. ELECTION OF DIRECTOR: KENNETH J. NOVACK Mgmt For For 1K. ELECTION OF DIRECTOR: PAUL D. WACHTER Mgmt For For 1L. ELECTION OF DIRECTOR: DEBORAH C. WRIGHT Mgmt For For 2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For AUDITOR. 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION. 4. SHAREHOLDER PROPOSAL ON INDEPENDENT Shr Against For CHAIRMAN OF THE BOARD. -------------------------------------------------------------------------------------------------------------------------- TOTAL SA, COURBEVOIE Agenda Number: 705121197 -------------------------------------------------------------------------------------------------------------------------- Security: F92124100 Meeting Type: MIX Meeting Date: 16-May-2014 Ticker: ISIN: FR0000120271 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 282282 DUE TO ADDITION OF RESOLUTIONS A, B, C, D AND E. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: http://www.journal-officiel.gouv.fr//pdf/20 14/0407/201404071400940.pdf CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. O.1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For STATEMENTS FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31, 2013 O.2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For STATEMENTS FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31, 2013 O.3 ALLOCATION OF INCOME AND SETTING THE Mgmt For For DIVIDEND O.4 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For DIRECTORS TO TRADE IN THE COMPANY'S SHARES O.5 RENEWAL OF TERM OF MRS. PATRICIA BARBIZET Mgmt For For AS BOARD MEMBER O.6 RENEWAL OF TERM OF MRS. MARIE-CHRISTINE Mgmt For For COISNE-ROQUETTE AS BOARD MEMBER O.7 RENEWAL OF TERM OF MR. PAUL DESMARAIS, JR. Mgmt Against Against AS BOARD MEMBER O.8 RENEWAL OF TERM OF MRS. BARBARA KUX AS Mgmt For For BOARD MEMBER O.9 REVIEWING THE ELEMENTS OF COMPENSATION OWED Mgmt For For OR PAID TO MR. CHRISTOPHE DE MARGERIE, CEO, FOR THE FINANCIAL YEAR ENDED ON DECEMBER 31, 2013 E.10 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE CAPITAL WHILE MAINTAINING THE SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS EITHER BY ISSUING COMMON SHARES AND/OR ANY SECURITIES GIVING ACCESS TO CAPITAL OF THE COMPANY, OR BY INCORPORATING RESERVES, PROFITS, PREMIUMS OR OTHERWISE E.11 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE CAPITAL EITHER BY ISSUING COMMON SHARES OR ANY SECURITIES GIVING ACCESS TO CAPITAL WITH THE CANCELLATION OF PREFERENTIAL SUBSCRIPTION RIGHTS E.12 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED, IN CASE OF CAPITAL INCREASE WITHOUT SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS E.13 DELEGATION OF POWERS GRANTED TO THE BOARD Mgmt For For OF DIRECTORS TO INCREASE CAPITAL EITHER BY ISSUING COMMON SHARES OR ANY SECURITIES GIVING ACCESS TO CAPITAL, IN CONSIDERATION FOR IN-KIND CONTRIBUTIONS GRANTED TO THE COMPANY, WITH THE WAIVER BY SHAREHOLDERS OF THEIR PREFERENTIAL SUBSCRIPTION RIGHT TO SHARES ISSUED AS CONSIDERATION FOR CONTRIBUTIONS IN KIND E.14 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE CAPITAL PURSUANT TO ARTICLES L.3332-18 ET SEQ. OF THE CODE OF LABOR, WITH THE WAIVER BY SHAREHOLDERS OF THEIR PREFERENTIAL SUBSCRIPTION RIGHT TO SHARES ISSUED DUE TO THE SUBSCRIPTION FOR SHARES BY EMPLOYEES OF THE GROUP E.15 DELEGATION OF POWERS GRANTED TO THE BOARD Mgmt For For OF DIRECTORS TO CARRY OUT CAPITAL INCREASES RESERVED FOR CATEGORIES OF BENEFICIARIES AS PART OF A TRANSACTION RESERVED FOR EMPLOYEES WITH THE CANCELLATION OF PREFERENTIAL SUBSCRIPTION RIGHTS E.16 AUTHORIZATION TO ALLOCATE BONUS SHARES OF Mgmt Against Against THE COMPANY TO EMPLOYEES OF THE GROUP AND CORPORATE OFFICERS OF THE COMPANY OR COMPANIES OF THE GROUP, WITH THE WAIVER BY SHAREHOLDERS OF THEIR PREFERENTIAL SUBSCRIPTION RIGHT TO SHARES ISSUED IN FAVOR OF BENEFICIARIES OF SHARE ALLOCATIONS E.17 AMENDMENT TO ARTICLE 11 OF THE BYLAWS FOR Mgmt For For THE PURPOSE OF ESTABLISHING THE TERMS OF APPOINTMENT OF THE BOARD MEMBER(S)REPRESENTING EMPLOYEES UNDER THE ACT OF JUNE 14TH, 2013 ON SECURING EMPLOYMENT, AND INTEGRATING TECHNICAL AMENDMENTS ON SOME PROVISIONS RELATING TO BOARD MEMBERS REPRESENTING EMPLOYEE SHAREHOLDERS E.18 AMENDMENT TO ARTICLE 12 OF THE BYLAWS TO Mgmt For For BRING THE AGE LIMIT OF THE CHAIRMAN OF THE BOARD OF DIRECTORS TO 70 E.19 AMENDMENT TO ARTICLE 15 OF THE BYLAWS TO Mgmt For For BRING THE AGE LIMIT OF THE GENERAL MANAGER TO 67 E.20 AMENDMENT TO ARTICLE 17 OF THE BYLAWS TO Mgmt For For COMPLY WITH THE ORDINANCE OF DECEMBER 9TH, 2010 TRANSPOSING THE EUROPEAN DIRECTIVE ON SHAREHOLDERS' RIGHTS TO BE REPRESENTED BY ANY PERSON OF THEIR CHOICE AT GENERAL MEETINGS A PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: DISTRIBUTION OF A QUARTERLY NEWSLETTER BY EMPLOYEES DIRECTORS AND DIRECTOR REPRESENTING EMPLOYEE SHAREHOLDERS B PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: COMPONENTS OF REMUNERATION OF CORPORATE OFFICERS AND EMPLOYEES RELATED TO INDUSTRIAL SAFETY INDICATORS C PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: ESTABLISHING INDIVIDUAL SHAREHOLDING D PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: INCLUDING THE EMPLOYEE DIRECTOR OR EMPLOYEES DIRECTORS IN THE ORGANIZATION OF THE BOARD OF DIRECTORS E PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: DISTRIBUTION OF ATTENDANCE ALLOWANCES -------------------------------------------------------------------------------------------------------------------------- UNILEVER PLC, LONDON Agenda Number: 705094491 -------------------------------------------------------------------------------------------------------------------------- Security: G92087165 Meeting Type: AGM Meeting Date: 14-May-2014 Ticker: ISIN: GB00B10RZP78 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 Mgmt For For DECEMBER 2013 2 APPROVAL OF THE DIRECTORS' REMUNERATION Mgmt For For POLICY 3 APPROVAL OF THE DIRECTORS' REMUNERATION Mgmt For For REPORT (EXCLUDING THE DIRECTORS' REMUNERATION POLICY) 4 RE-ELECTION OF EXECUTIVE DIRECTOR: MR P G J Mgmt For For M POLMAN 5 RE-ELECTION OF EXECUTIVE DIRECTOR: MR R J-M Mgmt For For S HUET 6 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: MRS Mgmt For For L M CHA 7 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: Mgmt For For PROFESSOR L O FRESCO 8 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: MS A Mgmt For For M FUDGE 9 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: DR B Mgmt For For E GROTE 10 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: MS M Mgmt For For MA 11 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: MS H Mgmt For For NYASULU 12 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: THE Mgmt For For RT HON SIR MALCOLM RIFKIND MP 13 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: MR J Mgmt For For RISHTON 14 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: MR K Mgmt For For J STORM 15 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: MR M Mgmt For For TRESCHOW 16 RE-ELECTION OF NON-EXECUTIVE DIRECTOR: MR P Mgmt For For S WALSH 17 ELECTION OF NON-EXECUTIVE DIRECTOR: MR F Mgmt For For SIJBESMA 18 TO APPOINT KPMG LLP AS AUDITOR OF THE Mgmt For For COMPANY TO HOLD OFFICE UNTIL THE CONCLUSION OF THE NEXT GENERAL MEETING AT WHICH ACCOUNTS ARE LAID BEFORE THE MEMBERS 19 TO AUTHORISE THE DIRECTORS TO FIX THE Mgmt For For REMUNERATION OF THE AUDITOR 20 DIRECTORS' AUTHORITY TO ISSUE SHARES Mgmt For For 21 DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For 22 COMPANY'S AUTHORITY TO PURCHASE ITS OWN Mgmt For For SHARES 23 POLITICAL DONATIONS AND EXPENDITURE Mgmt For For 24 THAT A GENERAL MEETING OTHER THAN AN ANNUAL Mgmt For For GENERAL MEETING MAY BE CALLED ON NOT LESS THAN 14 CLEAR DAYS' NOTICE -------------------------------------------------------------------------------------------------------------------------- UNITED UTILITIES GROUP PLC, WARRINGTON Agenda Number: 704624522 -------------------------------------------------------------------------------------------------------------------------- Security: G92755100 Meeting Type: AGM Meeting Date: 26-Jul-2013 Ticker: ISIN: GB00B39J2M42 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To receive the financial statements and the Mgmt For For reports of the directors and auditor for the year ended 31 March 2013 2 To declare a final dividend of 22.88p per Mgmt For For ordinary share 3 To approve the directors' remuneration Mgmt For For report for the year ended 31 March 2013 4 To reappoint Dr John McAdam as a director Mgmt For For 5 To reappoint Steve Mogford as a director Mgmt For For 6 To reappoint Russ Houlden as a director Mgmt For For 7 To reappoint Dr Catherine Bell as a Mgmt For For director 8 To elect Brian May as a director Mgmt For For 9 To reappoint Nick Salmon as a director Mgmt For For 10 To reappoint Sara Weller as a director Mgmt For For 11 To appoint KPMG LLP as the auditor Mgmt For For 12 To authorise the directors to set the Mgmt For For auditor's remuneration 13 To authorise the directors to allot shares Mgmt For For 14 To disapply statutory pre-emption rights Mgmt For For 15 To authorise the company to make market Mgmt For For purchases of its own shares 16 To approve the rules of the United Mgmt For For Utilities Group PLC long term plan 2013 17 To authorise the directors to call general Mgmt For For meetings on not less than 14 clear days' notice 18 To authorise political donations and Mgmt For For political expenditure -------------------------------------------------------------------------------------------------------------------------- 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 For Against SHAREHOLDER PROPOSAL: Network Neutrally 6 PLEASE NOTE THAT THIS RESOLUTION IS A Shr For Against 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 -------------------------------------------------------------------------------------------------------------------------- VERIZON COMMUNICATIONS INC. Agenda Number: 933936607 -------------------------------------------------------------------------------------------------------------------------- Security: 92343V104 Meeting Type: Annual Meeting Date: 01-May-2014 Ticker: VZ ISIN: US92343V1044 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: SHELLYE L. ARCHAMBEAU Mgmt For For 1B. ELECTION OF DIRECTOR: RICHARD L. CARRION Mgmt For For 1C. ELECTION OF DIRECTOR: MELANIE L. HEALEY Mgmt For For 1D. ELECTION OF DIRECTOR: M. FRANCES KEETH Mgmt For For 1E. ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For 1F. ELECTION OF DIRECTOR: LOWELL C. MCADAM Mgmt For For 1G. ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For 1H. ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Mgmt For For 1I. ELECTION OF DIRECTOR: RODNEY E. SLATER Mgmt For For 1J. ELECTION OF DIRECTOR: KATHRYN A. TESIJA Mgmt For For 1K. ELECTION OF DIRECTOR: GREGORY D. WASSON Mgmt For For 2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For REGISTERED PUBLIC ACCOUNTING FIRM 3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For COMPENSATION 4. PROPOSAL TO IMPLEMENT PROXY ACCESS Mgmt For For 5. NETWORK NEUTRALITY Shr For Against 6. LOBBYING ACTIVITIES Shr For Against 7. SEVERANCE APPROVAL POLICY Shr For Against 8. SHAREHOLDER RIGHT TO CALL A SPECIAL MEETING Shr For Against 9. SHAREHOLDER RIGHT TO ACT BY WRITTEN CONSENT Shr For Against 10. PROXY VOTING AUTHORITY Shr Against For -------------------------------------------------------------------------------------------------------------------------- VINCI SA, RUEIL MALMAISON Agenda Number: 705009834 -------------------------------------------------------------------------------------------------------------------------- Security: F5879X108 Meeting Type: MIX Meeting Date: 15-Apr-2014 Ticker: ISIN: FR0000125486 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 26 MAR 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0307/201403071400438.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0326/201403261400737.pdf. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU O.1 Approval of the consolidated financial Mgmt For For statements for the financial year ended on December 31, 2013 O.2 Approval of the annual corporate financial Mgmt For For statements for the financial year ended on December 31, 2013 O.3 Allocation of income for the financial year Mgmt For For ended on December 31, 2013 O.4 Renewal of term of Mr. Xavier Huillard as Mgmt Against Against board member for a four-year period O.5 Renewal of term of Mr. Yves-Thibault de Mgmt For For Silguy as board member for a four-year period O.6 Renewal of term of Mr. Henri Saint Olive as Mgmt For For board member for a four-year period O.7 Renewal of term of Qatari Diar Real Estate Mgmt For For Investment Company as board member for a four-year period O.8 Appointment of Mrs. Marie-Christine Mgmt For For Lombardas board member for a four-year period O.9 Renewing the delegation of powers to the Mgmt For For board of directors to allow the company to purchase its own shares O.10 Approval of the commitments made by the Mgmt For For company in favor of Mr. Xavier Huillard regarding retirement O.11 Approval of the commitment made by the Mgmt Against Against company in favor of Mr. Xavier Huillard regarding compensation for termination of his term of office O.12 Approval of the service agreement entered Mgmt Against Against into between VINCI and the company YTSeuropaconsultants O.13 Review of the components of the Mgmt For For compensation owed or paid to the Chairman-CEO for the 2013 financial year E.14 Renewing the authorization granted to the Mgmt For For board of directors to reduce share capital by cancellation of VINCI shares by the company E.15 Delegation of authority to the board of Mgmt Against Against directors to carry out capital increases reserved for employees of the company and companies of the VINCI group as part of savings plans E.16 Delegation of authority granted to the Mgmt Against Against board of directors to carry out capital increases reserved for a category of beneficiaries in order to provide employees of certain foreign subsidiaries benefits similar to those offered to employees directly or indirectly participating in an employee shareholding funds (FCPE) through a savings plan with cancellation of preferential subscription rights E.17 Amendment to article 11 of the bylaws Mgmt For For "board of directors" in order to establish the terms to appoint directors representing employees pursuant to the provisions of June 14, 2013 act regarding employment security E.18 Powers to carry out all legal formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- VIVENDI SA, PARIS Agenda Number: 705255405 -------------------------------------------------------------------------------------------------------------------------- Security: F97982106 Meeting Type: MIX Meeting Date: 24-Jun-2014 Ticker: ISIN: FR0000127771 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting ONLY VALID VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT 30 MAY 2014: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://balo.journal-officiel.gouv.fr/pdf/2 014/0505/201405051401583.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION TO TEXT OF RESOLUTION O.7 AND RECEIPT OF ADDITIONAL URL: http://www.journal-officiel.gouv.fr//pdf/20 14/0530/201405301402624.pdf.IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU O.1 APPROVAL OF THE REPORTS AND ANNUAL Mgmt For For CORPORATE FINANCIAL STATEMENTS FOR THE 2013 FINANCIAL YEAR O.2 APPROVAL OF THE REPORTS AND CONSOLIDATED Mgmt For For FINANCIAL STATEMENTS FOR THE 2013 FINANCIAL YEAR O.3 APPROVAL OF THE SPECIAL REPORT OF THE Mgmt For For STATUTORY AUDITORS ON THE REGULATED AGREEMENTS AND COMMITMENTS O.4 ALLOCATION OF INCOME FOR THE 2013 FINANCIAL Mgmt For For YEAR, DISTRIBUTION OF THE DIVIDEND AT EUR 1 PER SHARE BY ALLOCATING SHARE PREMIUMS, AND SETTING THE PAYMENT DATE O.5 ADVISORY REVIEW ON THE COMPENSATION OWED OR Mgmt For For PAID TO MR. JEAN-FRANCOIS DUBOS, CHAIRMAN OF THE EXECUTIVE BOARD FOR THE 2013 FINANCIAL YEAR O.6 ADVISORY REVIEW ON THE COMPENSATION OWED OR Mgmt For For PAID TO MR. PHILIPPE CAPRON, EXECUTIVE BOARD MEMBER (UNTIL DECEMBER 31ST, 2013) FOR THE 2013 FINANCIAL YEAR O.7 RENEWAL OF TERM OF MRS. ALIZA JABES AS Mgmt For For SUPERVISORY BOARD MEMBER O.8 RENEWAL OF TERM OF MR. DANIEL CAMUS AS Mgmt For For SUPERVISORY BOARD MEMBER O.9 APPOINTMENT OF MRS. KATIE JACOBS STANTON AS Mgmt For For SUPERVISORY BOARD MEMBER O.10 APPOINTMENT OF MRS. VIRGINIE MORGON AS Mgmt For For SUPERVISORY BOARD MEMBER O.11 APPOINTMENT OF MR. PHILIPPE BENACIN AS Mgmt For For SUPERVISORY BOARD MEMBER O.12 AUTHORIZATION GRANTED TO THE EXECUTIVE Mgmt For For BOARD TO ALLOW THE COMPANY TO PURCHASE ITS OWN SHARES E.13 AUTHORIZATION GRANTED TO THE EXECUTIVE Mgmt For For BOARD TO REDUCE SHARE CAPITAL BY CANCELLATION OF SHARES E.14 AUTHORIZATION GRANTED TO THE EXECUTIVE Mgmt For For BOARD TO CARRY OUT THE ALLOTMENT OF FREE SHARES EXISTING OR TO BE ISSUED, CONDITIONAL OR NOT, TO EMPLOYEES OF THE COMPANY AND AFFILIATED COMPANIES AND CORPORATE OFFICERS WITHOUT SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS IN CASE OF ALLOTMENT OF NEW SHARES E.15 DELEGATION GRANTED TO THE EXECUTIVE BOARD Mgmt For For TO DECIDE TO INCREASE SHARE CAPITAL IN FAVOR OF EMPLOYEES AND RETIRED EMPLOYEES WHO ARE PARTICIPATING IN A GROUP SAVINGS PLAN WITH CANCELLATION OF SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS E.16 DELEGATION GRANTED TO THE EXECUTIVE BOARD Mgmt For For TO DECIDE TO INCREASE SHARE CAPITAL IN FAVOR OF EMPLOYEES OF FOREIGN SUBSIDIARIES OF VIVENDI WHO ARE PARTICIPATING IN A GROUP SAVINGS PLAN AND TO IMPLEMENT ANY SIMILAR PLAN WITH CANCELLATION OF SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS E.17 ESTABLISHING THE TERMS AND CONDITIONS FOR Mgmt For For APPOINTING SUPERVISORY BOARD MEMBERS REPRESENTING EMPLOYEES IN COMPLIANCE WITH THE PROVISIONS OF ACT OF JUNE 14TH, 2013 RELATING TO EMPLOYMENT SECURITY AND CONSEQUENTIAL AMENDMENT TO ARTICLE 8 OF THE BYLAWS " SUPERVISORY BOARD MEMBERS ELECTED BY EMPLOYEES E.18 POWERS TO CARRY OUT ALL FORMALITIES Mgmt For For -------------------------------------------------------------------------------------------------------------------------- VODAFONE GROUP PLC, 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 -------------------------------------------------------------------------------------------------------------------------- WASTE MANAGEMENT, INC. Agenda Number: 933944476 -------------------------------------------------------------------------------------------------------------------------- Security: 94106L109 Meeting Type: Annual Meeting Date: 13-May-2014 Ticker: WM ISIN: US94106L1098 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. ELECTION OF DIRECTOR: BRADBURY H. ANDERSON Mgmt For For 1B. ELECTION OF DIRECTOR: FRANK M. CLARK, JR. Mgmt For For 1C. ELECTION OF DIRECTOR: PATRICK W. GROSS Mgmt For For 1D. ELECTION OF DIRECTOR: VICTORIA M. HOLT Mgmt For For 1E. ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For 1F. ELECTION OF DIRECTOR: W. ROBERT REUM Mgmt For For 1G. ELECTION OF DIRECTOR: DAVID P. STEINER Mgmt For For 1H. ELECTION OF DIRECTOR: THOMAS H. WEIDEMEYER Mgmt For For 2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For YOUNG, LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 3. APPROVAL OF OUR EXECUTIVE COMPENSATION. Mgmt For For 4. APPROVAL OF OUR 2014 STOCK INCENTIVE PLAN. Mgmt For For 5. STOCKHOLDER PROPOSAL REGARDING DISCLOSURE Shr For Against OF POLITICAL CONTRIBUTIONS, IF PROPERLY PRESENTED AT THE MEETING. -------------------------------------------------------------------------------------------------------------------------- WELLS FARGO & COMPANY Agenda Number: 933937089 -------------------------------------------------------------------------------------------------------------------------- Security: 949746101 Meeting Type: Annual Meeting Date: 29-Apr-2014 Ticker: WFC ISIN: US9497461015 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A) ELECTION OF DIRECTOR: JOHN D. BAKER II Mgmt For For 1B) ELECTION OF DIRECTOR: ELAINE L. CHAO Mgmt For For 1C) ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For 1D) ELECTION OF DIRECTOR: LLOYD H. DEAN Mgmt For For 1E) ELECTION OF DIRECTOR: SUSAN E. ENGEL Mgmt For For 1F) ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, Mgmt For For JR. 1G) ELECTION OF DIRECTOR: DONALD M. JAMES Mgmt For For 1H) ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Mgmt For For 1I) ELECTION OF DIRECTOR: FEDERICO F. PENA Mgmt For For 1J) ELECTION OF DIRECTOR: JAMES H. QUIGLEY Mgmt For For 1K) ELECTION OF DIRECTOR: JUDITH M. RUNSTAD Mgmt For For 1L) ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt For For 1M) ELECTION OF DIRECTOR: JOHN G. STUMPF Mgmt For For 1N) ELECTION OF DIRECTOR: SUSAN G. SWENSON Mgmt For For 2. VOTE ON AN ADVISORY RESOLUTION TO APPROVE Mgmt For For EXECUTIVE COMPENSATION. 3. RATIFY THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. 4. ADOPT A POLICY TO REQUIRE AN INDEPENDENT Shr Against For CHAIRMAN. 5. REVIEW AND REPORT ON INTERNAL CONTROLS OVER Shr For Against THE COMPANY'S MORTGAGE SERVICING AND FORECLOSURE PRACTICES. -------------------------------------------------------------------------------------------------------------------------- WESTPAC BANKING CORP, SYDNEY NSW Agenda Number: 704845176 -------------------------------------------------------------------------------------------------------------------------- Security: Q97417101 Meeting Type: AGM Meeting Date: 13-Dec-2013 Ticker: ISIN: AU000000WBC1 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting PROPOSALS 2, 3, 4A AND 4B AND VOTES CAST BY ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE PROPOSALS WILL BE DISREGARDED BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSALS. BY VOTING (FOR OR AGAINST) ON THE ABOVE MENTIONED PROPOSALS, YOU ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE RELEVANT PROPOSALS AND YOU COMPLY WITH THE VOTING EXCLUSION. 2 Remuneration Report Mgmt For For 3 Grant of equity to the Chief Executive Mgmt For For Officer 4.a Selective buy-back of Westpac Stapled Mgmt For For Preferred Securities II: Buy-back on Mandatory Conversion Date 4.b Selective buy-back of Westpac Stapled Mgmt For For Preferred Securities II: Buy-back before Mandatory Conversion Date 5.a Re-election of Elizabeth Bryan as a Mgmt For For Director 5.b Re-election of Peter Hawkins as a Director Mgmt For For 5.c Election of Ewen Crouch as a Director Mgmt For For 5.d Election of Peter Marriott as a Director Mgmt For For 6 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: Election of David Barrow as a Director CMMT 06 DEC 13: DELETION OF COMMENT Non-Voting CMMT 06 DEC 13: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO DELETION OF COMMENT. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. -------------------------------------------------------------------------------------------------------------------------- WM MORRISON SUPERMARKETS PLC, BRADFORD Agenda Number: 705184113 -------------------------------------------------------------------------------------------------------------------------- Security: G62748119 Meeting Type: AGM Meeting Date: 05-Jun-2014 Ticker: ISIN: GB0006043169 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 TO RECEIVE AND CONSIDER THE STRATEGIC Mgmt For For REPORT, THE DIRECTORS' REPORT AND AUDITED FINANCIAL STATEMENTS FOR THE 52 WEEKS ENDED 2 FEBRUARY 2014 2 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For REPORT (OTHER THAN THE PART CONTAINING THE DIRECTORS' REMUNERATION POLICY) FOR THE 52 WEEKS ENDED 2 FEBRUARY 2014 3 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For POLICY WHICH IS CONTAINED IN THE DIRECTORS' REMUNERATION REPORT 4 TO DECLARE A FINAL DIVIDEND OF 9.16P PER Mgmt For For SHARE PAYABLE ON 11 JUNE 2014 TO ORDINARY SHAREHOLDERS ON THE REGISTER OF MEMBERS AT THE CLOSE OF BUSINESS ON 9 MAY 2014 5 TO RE-ELECT SIR IAN GIBSON AS A DIRECTOR Mgmt For For 6 TO RE-ELECT DALTON PHILIPS AS A DIRECTOR Mgmt For For 7 TO RE-ELECT TREVOR STRAIN AS A DIRECTOR Mgmt For For 8 TO RE-ELECT PHILIP COX AS A DIRECTOR Mgmt For For 9 TO RE-ELECT RICHARD GILLINGWATER AS A Mgmt For For DIRECTOR 10 TO RE-ELECT PENNY HUGHES AS A DIRECTOR Mgmt For For 11 TO RE-ELECT JOHANNA WATEROUS AS A DIRECTOR Mgmt For For 12 TO APPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For AUDITORS OF THE COMPANY TO HOLD OFFICE FROM THE CONCLUSION OF THIS MEETING UNTIL THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING AT WHICH ACCOUNTS ARE LAID BEFORE THE COMPANY 13 TO AUTHORISE THE DIRECTORS TO FIX THE Mgmt For For REMUNERATION OF THE AUDITORS 14 THAT THE COMPANY BE GENERALLY AND Mgmt For For UNCONDITIONALLY AUTHORISED FOR THE PURPOSES OF SECTION 701 OF THE COMPANIES ACT 2006 (THE "ACT") TO MAKE MARKET PURCHASES (AS DEFINED IN SECTION 693(4) OF THE ACT) ON THE LONDON STOCK EXCHANGE OF ORDINARY SHARES OF 10P EACH IN THE CAPITAL OF THE COMPANY ("ORDINARY SHARES") ON SUCH TERMS AS THE DIRECTORS SEE FIT PROVIDED THAT: (I) THE MAXIMUM AGGREGATE NUMBER OF ORDINARY SHARES HEREBY AUTHORISED TO BE PURCHASED IS 233,506,772 ORDINARY SHARES (II) THE MINIMUM PRICE (EXCLUDING EXPENSES) WHICH MAY BE PAID FOR EACH ORDINARY SHARE IS ITS PAR VALUE (III) THE MAXIMUM PRICE (EXCLUDING EXPENSES) WHICH MAY BE PAID FOR EACH ORDINARY SHARE IS AN AMOUNT EQUAL TO THE HIGHER OF (A) 5% ABOVE THE AVERAGE OF THE MIDDLE MARKET QUOTATIONS FOR THE ORDINARY SHARES AS DERIVED FROM THE DAILY OFFICIAL LIST OF THE CONTD CONT CONTD LONDON STOCK EXCHANGE PLC FOR THE 5 Non-Voting BUSINESS DAYS BEFORE THE PURCHASE IS MADE AND (B) THE VALUE OF AN ORDINARY SHARE CALCULATED ON THE BASIS OF THE HIGHER OF THE PRICE QUOTED FOR THE LAST INDEPENDENT TRADE AND THE HIGHEST CURRENT INDEPENDENT BID FOR ANY NUMBER OF ORDINARY SHARES ON THE TRADING VENUE WHERE THE PURCHASE IS CARRIED OUT (IV) THE AUTHORITY HEREBY CONFERRED SHALL EXPIRE AT THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OR, IF EARLIER, ON 30 JUNE 2015 (UNLESS RENEWED, VARIED OR REVOKED BY THE COMPANY PRIOR TO OR ON THAT DATE); AND (V) THE COMPANY MAY MAKE A CONTRACT TO PURCHASE ITS OWN SHARES UNDER THE AUTHORITY HEREBY CONFERRED PRIOR TO THE EXPIRY OF SUCH AUTHORITY AND MAY AFTER SUCH EXPIRY MAKE A PURCHASE OF ITS OWN SHARES IN PURSUANCE OF SUCH CONTRACT AS IF THIS AUTHORITY HAD NOT EXPIRED 15 THAT THE DIRECTORS BE GENERALLY AND Mgmt For For UNCONDITIONALLY AUTHORISED IN ACCORDANCE WITH SECTION 551 OF THE COMPANIES ACT 2006 (THE "ACT"), IN SUBSTITUTION FOR ALL EXISTING AUTHORITIES TO THE EXTENT UNUSED, TO EXERCISE ALL POWERS OF THE COMPANY TO ALLOT RELEVANT SECURITIES (AS DEFINED IN THE ACT) UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP 77,000,000, PROVIDED THAT THIS AUTHORITY SHALL, EXPIRE AT THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OR, IF EARLIER, ON 30 JUNE 2015 (UNLESS RENEWED, VARIED OR REVOKED BY THE COMPANY PRIOR TO OR ON THAT DATE), SAVE THAT THE COMPANY MAY, BEFORE SUCH EXPIRY, MAKE AN OFFER OR AGREEMENT WHICH WOULD OR MIGHT REQUIRE RELEVANT SECURITIES TO BE ALLOTTED AFTER SUCH EXPIRY AND THE DIRECTORS MAY ALLOT RELEVANT SECURITIES IN PURSUANCE OF SUCH OFFER OR AGREEMENT AS IF THE AUTHORITY CONFERRED BY THIS CONTD CONT CONTD RESOLUTION HAD NOT EXPIRED Non-Voting 16 THAT, SUBJECT TO THE PASSING OF RESOLUTION Mgmt For For 15 ABOVE, THE DIRECTORS BE GIVEN THE GENERAL POWER PURSUANT TO SECTIONS 570(1) AND 573 OF THE COMPANIES ACT 2006 (THE "ACT") TO ALLOT EQUITY SECURITIES (AS DEFINED BY SECTION 560 OF THE ACT) OF THE COMPANY FOR CASH PURSUANT TO THE AUTHORITY CONFERRED BY RESOLUTION 15 ABOVE OR SELL RELEVANT SECURITIES (AS DEFINED IN THE ACT) HELD BY THE COMPANY AS TREASURY SHARES FOR CASH, IN EITHER SUCH CASE AS IF SECTION 561 OF THE ACT DID NOT APPLY TO ANY SUCH ALLOTMENT OR SALE, PROVIDED THAT THIS POWER SHALL BE LIMITED TO THE ALLOTMENT OF EQUITY SECURITIES FOR CASH AND THE SALE OF TREASURY SHARES FOR CASH: (I) IN CONNECTION WITH OR PURSUANT TO AN OFFER OR INVITATION IN FAVOUR OF HOLDERS OF ORDINARY SHARES IN PROPORTION (AS NEARLY AS PRACTICABLE) TO THE RESPECTIVE NUMBER OF ORDINARY SHARES CONTD CONT CONTD HELD BY THEM ON THE RECORD DATE FOR Non-Voting SUCH ALLOTMENT OF SALE (AND HOLDERS OF ANY OTHER CLASS OF EQUITY SECURITIES ENTITLED TO PARTICIPATE THEREIN OR IF THE DIRECTORS CONSIDER IT NECESSARY, AS PERMITTED BY THE RIGHTS OF THOSE SECURITIES) BUT SUBJECT TO SUCH EXCLUSIONS OR OTHER ARRANGEMENTS AS THE DIRECTORS MAY CONSIDER NECESSARY OR APPROPRIATE TO DEAL WITH FRACTIONAL ENTITLEMENTS, TREASURY SHARES, RECORD DATES OR LEGAL, REGULATORY OR PRACTICAL DIFFICULTIES WHICH MAY ARISE UNDER THE LAWS OF OR THE REQUIREMENTS OF ANY REGULATORY BODY OR STOCK EXCHANGE IN ANY TERRITORY OR ANY OTHER MATTER WHATSOEVER AND (II) (OTHERWISE THAN PURSUANT TO PARAGRAPH (I) OF THIS RESOLUTION 16) UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP 11,600,000, AND SHALL EXPIRE AT THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OR, IF EARLIER, ON 30 JUNE 2015 CONTD CONT CONTD UNLESS RENEWED, VARIED OR REVOKED BY Non-Voting THE COMPANY PRIOR TO OR ON SUCH DATE) SAVE THAT THE COMPANY MAY, BEFORE SUCH EXPIRY, MAKE AN OFFER OR AGREEMENT WHICH WOULD OR MIGHT REQUIRE EQUITY SECURITIES TO BE ALLOTTED FOR CASH, OR TREASURY SHARES SOLD AFTER SUCH EXPIRY AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES IN PURSUANCE OF ANY SUCH OFFER OR AGREEMENT NOTWITHSTANDING THAT THE POWER CONFERRED BY THIS RESOLUTION HAS EXPIRED 17 THAT A GENERAL MEETING, OTHER THAN AN Mgmt For For ANNUAL GENERAL MEETING, MAY BE CALLED ON NOT LESS THAN 14 CLEAR DAYS' NOTICE -------------------------------------------------------------------------------------------------------------------------- YARA INTERNATIONAL ASA, OSLO Agenda Number: 705152736 -------------------------------------------------------------------------------------------------------------------------- Security: R9900C106 Meeting Type: AGM Meeting Date: 05-May-2014 Ticker: ISIN: NO0010208051 -------------------------------------------------------------------------------------------------------------------------- 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 SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT Non-Voting NEED TO BE RE-REGISTERED IN THE BENEFICIAL OWNERS NAME TO BE ALLOWED TO VOTE AT MEETINGS. SHARES WILL BE TEMPORARILY TRANSFERRED TO A SEPARATE ACCOUNT IN THE BENEFICIAL OWNER'S NAME ON THE PROXY DEADLINE AND TRANSFERRED BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE DAY AFTER THE MEETING. CMMT BLOCKING SHOULD ALWAYS BE APPLIED, RECORD Non-Voting DATE OR NOT. 1 OPENING OF THE AGM, APPROVAL OF MEETING Mgmt No vote NOTICE AND AGENDA 2 ELECTION OF CHAIRPERSON AND A PERSON TO Mgmt No vote CO-SIGN THE MINUTES. THE BOARD PROPOSES THAT KETIL E. BOE, PARTNER IN THE LAW FIRM WIKBORG, REIN AND CO IS ELECTED AS CHAIRPERSON 3 APPROVAL OF THE ANNUAL ACCOUNTS AND THE Mgmt No vote ANNUAL REPORT FOR 2013 FOR YARA INTERNATIONAL ASA AND THE GROUP, INCLUDING DISTRIBUTION OF DIVIDENDS. THE BOARD PROPOSES THAT A DIVIDEND OF NOK 10 PER SHARE IS PAID FOR THE FINANCIAL YEAR 2013 4 STATEMENT REGARDING DETERMINATION OF SALARY Mgmt No vote AND OTHER REMUNERATION TO THE EXECUTIVE MANAGEMENT OF THE COMPANY 5 REPORT ON CORPORATE GOVERNANCE Mgmt No vote 6 AUDITOR'S FEES FOR 2013 Mgmt No vote 7 REMUNERATION TO THE MEMBERS OF THE BOARD, Mgmt No vote MEMBERS OF THE COMPENSATION COMMITTEE AND MEMBERS OF THE AUDIT COMMITTEE FOR THE PERIOD UNTIL THE NEXT ANNUAL GENERAL MEETING 8 REMUNERATION TO THE MEMBERS OF THE Mgmt No vote NOMINATION COMMITTEE FOR THE PERIOD UNTIL THE NEXT ANNUAL GENERAL MEETING 9 ELECTION OF MEMBERS OF THE BOARD :LEIF Mgmt No vote TEKSUM, HILDE MERETE AASHEIM, HILDE BAKKEN ,GEIR ISAKSEN ,JOHN THUESTAD 10 ELECTION OF MEMBERS OF THE NOMINATION Mgmt No vote COMMITTEE :TOM KNOFF (CHAIR) ,THORUNN KATHRINE BAKKE ,ANN KRISTIN BRAUTASET ,ANNE CARINE TANUM 11 CHANGES TO THE ARTICLES OF ASSOCIATION Mgmt No vote REGARDING RETIREMENT AGE FOR MEMBERS OF THE BOARD OF DIRECTORS 12 CAPITAL REDUCTION BY CANCELLATION OF OWN Mgmt No vote SHARES AND BY REDEMPTION OF SHARES HELD ON BEHALF OF THE NORWEGIAN STATE BY THE MINISTRY OF TRADE, INDUSTRY AND FISHERIES 13 POWER OF ATTORNEY TO THE BOARD REGARDING Mgmt No vote ACQUISITION OF OWN SHARES CMMT 15 APR 2014: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO RECEIPT OF DIRECTOR AND NOMINATION COMMITTEE NAMES. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. * 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) John Hancock Tax-Advantaged Global Shareholder Yield Fund By (Signature) /s/ Andrew G. Arnott Name Andrew G. Arnott Title President Date 08/19/2014