EX-22 3 ex22-320.txt CAPITAL APPRECIATION SHAREHOLDER VOTE SHAREHOLDER MEETING Oppenheimer Capital Appreciation Fund On November 22, 2002, the initial shareholder meeting was held at which shareholders elected all of the nominated Trustees and approved proposals 2(a) - 2(d), 2(f), 2(i) and 2(j), 3(a) - 3(d) and 4 as described in the Trust's proxy statement for the meeting. The initial meeting was adjourned until December 18, 2002 with respect to proposals 2(e), 2(g) and 2(h) in order to solicit addition votes. On December 18, 2002, shareholders approved proposals 2(e), 2(g) and 2(h) as described in the Trust's proxy statement for that meeting. The following is a report of the votes cast at the meetings: -------------------------------------------------------------------------------- PROPOSAL NO.1 1. The twelve persons named below to serve as Trustee of the Fund until their successors are elected and shall qualify:
NOMINEE FOR WITHHELD TOTAL -------------------------------------------------------------------------------- Leon Levy* 94,011,274.662 3,463,642.662 97,474,917.324 Donald W. Spiro 94,202,655.174 3,272,262.150 97,474,917.324 John V. Murphy 94,039,849.423 3,435,067.901 97,474,917.324 Robert G. Galli 94,304,895.405 3,170,021.919 97,474,917.324 Phillip A. Griffiths 94,465,790.326 3,009,126.998 97,474,917.324 Benjamin Lipstein* 94,128,273.556 3,346,643.768 97,474,917.324 Joel W. Motley 94,343,602.930 3,131,314.394 97,474,917.324 Elizabeth B. Moynihan* 94,248,413.333 3,226,503.991 97,474,917.324 Kenneth A. Randall 94,317,230.179 3,157,687.145 97,474,917.324 Edward V. Regan 94,331,204.164 3,143,713.160 97,474,917.324 Russell S. Reynolds, Jr. 94,362,502.585 3,112,414.739 97,474,917.324 Clayton K. Yeutter 94,256,885.508 3,218,031.816 97,474,917.324
*Messrs. Levy and Lipstein and Ms. Moynihan resigned from the Board of Trustees effective January 1, 2003, March 31, 2003 and July 31, 2003, respectively. Each was elected at the above referenced meeting and served until their respective dates of resignation.
BROKER FOR AGAINST ABSTAIN NON-VOTES TOTAL -------------------------------------------------------------------------------------------------------------- PROPOSAL NOS. 2(A) THROUGH 2(J) 2(A) Eliminate the Fund's fundamental investment policy with respect to purchasing securities on margin: 83,805,624.192 7,985,628.141 3,537,719.991 2,145,945.000 97,474,917.324 2(B)Amend the Fund's fundamental investment policy with respect to investing in real estate: 69,735,567.196 22,555,819.265 3,037,585.863 2,145,945.000 97,474,917.324 2(C) Eliminate the Fund's fundamental investment policy with respect to purchasing securities of issuers in which officers or trustees have interest: 81,373,425.919 10,293,106.872 3,662,439.533 2,145,945.000 97,474,917.324 2(D)Eliminate the Fund's fundamental investment policy with respect to investing in oil, gas or other mineral exploration or development programs: 68,071,702.221 23,679,735.814 3,577,534.289 2,145,945.000 97,474,917.324 2(E) Eliminate the Fund's fundamental investment policy with respect to investing in a company for the purpose of acquiring control: 69,011,000.925 25,027,274.195 3,762,695.884 983,116.000 98,784,087.004 2(F) Replacement of the fundamental investment policy with respect to investing in other investment companies with a non-fundamental investment policy: 85,647,032.724 6,061,944.189 3,619,995.411 2,145,945.000 97,474,917.324 2(G)Amend the Fund's fundamental investment policy with respect to borrowing: 67,603,572.411 26,626,207.596 3,571,190.997 983,116.000 98,784,087.004 2(H)Eliminate the Fund's fundamental investment policy with respect to pledging or mortgaging assets: 67,573,287.758 26,633,567.545 3,594,115.701 983,116.000 98,784,087.004 2(I) Amend the Fund's fundamental investment policy with respect to lending: 66,781,867.602 24,937,951.207 3,609,153.515 2,145,945.000 97,474,917.324 2(J) Amend the Fund's fundamental investment policy with respect investing in commodities: 66,809,144.418 24,964,978.386 3,554,849.520 2,145,945.000 97,474,917.324 -------------------------------------------------------------------------------------------------------------- PROPOSAL NOS. 3(A) THROUGH 3(D) 3. Approval authorizing the Fund's Trustees to adopt an Amended and Restated Declaration of Trust: (A) Future amendments of the Declaration of Trust: 67,157,257.198 23,541,858.835 4,629,856.291 2,145,945.000 97,474,917.324 (B) Reorganization of the Trust or its series or class: 85,567,665.971 5,104,564.424 4,656,741.929 2,145,945.000 97,474,917.324 (C) Involuntary redemptions: 84,268,992.778 6,112,107.112 4,947,872.434 2,145,945.000 97,474,917.324 (D) Other changes under the new Declaration of Trust: 66,923,919.972 23,612,418.953 4,792,633.399 2,145,945.000 97,474,917.324 -------------------------------------------------------------------------------------------------------------- PROPOSAL NO. 4 Approval of an Amended and Restated Class B 12b-1 Distribution and Service Plan and Agreement (Class C shareholders only): 5,766,111.980 366,912.404 483,534.895 1,492,358.000 8,108,917.279