0000736978-12-000012.txt : 20120829 0000736978-12-000012.hdr.sgml : 20120829 20120829101942 ACCESSION NUMBER: 0000736978-12-000012 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120630 FILED AS OF DATE: 20120829 DATE AS OF CHANGE: 20120829 EFFECTIVENESS DATE: 20120829 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLIPPER FUND INC CENTRAL INDEX KEY: 0000736978 IRS NUMBER: 653893011 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-03931 FILM NUMBER: 121061788 BUSINESS ADDRESS: STREET 1: 2949 E. ELVIRA ROAD STREET 2: SUITE 101 CITY: TUCSON STATE: AZ ZIP: 85756 BUSINESS PHONE: (520)806-7600 MAIL ADDRESS: STREET 1: 2949 E. ELVIRA ROAD STREET 2: SUITE 101 CITY: TUCSON STATE: AZ ZIP: 85756 0000736978 S000010576 CLIPPER FUND INC C000029216 CLIPPER FUND INC CFIMX N-PX 1 clipper_npx_2012.txt CLIPPER FUND 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: 811-03931 Clipper Fund, Inc. __________________________________________________________ (Exact name of registrant as specified in charter) CLIPPER FUND, INC. 2949 East Elvira Road, Suite 101 Tucson, Arizona 85756 __________________________________________________________ (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (800) 432-2504 Date of fiscal year end: 12/31 Date of reporting period: 07/01/2011-06/30/2012 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. Clipper Fund, Inc. ___________________________________________________________ (Registrant) Person signing this Report on Behalf of reporting Registrant: Name: Kenneth C Eich Title: Principal Executive Officer Phone: (520) 806-7600 Signature, Place, and Date of Signing: Kenneth C Eich, Arizona August 29, 2012 ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-03931 Reporting Period: 07/01/2011 - 06/30/2012 Clipper Fund, Inc. ================================= Clipper Fund ================================= ALLEGHANY CORPORATION Ticker: Y Security ID: 017175100 Meeting Date: FEB 06, 2012 Meeting Type: Special Record Date: JAN 04, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with For For Management Acquisition 2 Adjourn Meeting For For Management -------------------------------------------------------------------------------- ALLEGHANY CORPORATION * Ticker: Y Security ID: 017175100 Meeting Date: APR 27, 2012 Meeting Type: Annual Record Date: MAR 14, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John G. Foos For For Management 2 Elect Director William K. Lavin For For Management 3 Elect Director Phillip M. Martineau For For Management 4 Elect Director Raymond L. M. Wong For For Management 5 Approve Omnibus Stock Plan For For Management 6 Ratify Auditors For For Management 7 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation * Notice of Votes made in Non-Conformance of Proxy Policy: By written agreement Davis Advisors delivers a proxy to Alleghany Corporation management empowering them to "Mirror Vote" all shares in excess of 9.9%. -------------------------------------------------------------------------------- AMERICAN EXPRESS COMPANY Ticker: AXP Security ID: 025816109 Meeting Date: APR 30, 2012 Meeting Type: Annual Record Date: MAR 01, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. Barshefsky For For Management 1.2 Elect Director U.M. Burns For For Management 1.3 Elect Director K.I. Chenault For For Management 1.4 Elect Director P. Chernin For For Management 1.5 Elect Director T.J. Leonsis For For Management 1.6 Elect Director J. Leschly For For Management 1.7 Elect Director R.C. Levin For For Management 1.8 Elect Director R.A. McGinn For Withhold Management 1.9 Elect Director E.D. Miller For For Management 1.10 Elect Director S.S. Reinemund For For Management 1.11 Elect Director R.D. Walter For For Management 1.12 Director R.A. Williams For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Provide for Cumulative Voting Against Against Shareholder 6 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- AMERIPRISE FINANCIAL, INC. Ticker: AMP Security ID: 03076C106 Meeting Date: APR 25, 2012 Meeting Type: Annual Record Date: FEB 27, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lon R. Greenberg For For Management 2 Elect Director Warren D. Knowlton For Against Management 3 Elect Director Jeffrey Noddle For Against Management 4 Elect Director Robert F. Sharpe, Jr. For Against Management 5 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 6 Ratify Auditors For For Management -------------------------------------------------------------------------------- BED BATH & BEYOND INC. Ticker: BBBY Security ID: 075896100 Meeting Date: JUN 22, 2012 Meeting Type: Annual Record Date: MAY 04, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Warren Eisenberg For For Management 2 Elect Director Leonard Feinstein For For Management 3 Elect Director Steven H. Temares For For Management 4 Elect Director Dean S. Adler For For Management 5 Elect Director Stanley F. Barshay For For Management 6 Elect Director Klaus Eppler For For Management 7 Elect Director Patrick R. Gaston For For Management 8 Elect Director Jordan Heller For For Management 9 Elect Director Victoria A. Morrison For For Management 10 Ratify Auditors For For Management 11 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 12 Approve Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- BERKSHIRE HATHAWAY INC. Ticker: BRK A Security ID: 084670108 Meeting Date: MAY 05, 2012 Meeting Type: Annual Record Date: MAR 07, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Warren E. Buffett For For Management 1.2 Elect Director Charles T. Munger For For Management 1.3 Elect Director Howard G. Buffett For For Management 1.4 Elect Director Stephen B. Burke For For Management 1.5 Elect Director Susan L. Decker For For Management 1.6 Elect Director William H. Gates, III For For Management 1.7 Elect Director David S. Gottesman For For Management 1.8 Elect Director Charlotte Guyman For For Management 1.9 Elect Director Donald R. Keough For For Management 1.10 Elect Director Thomas S. Murphy For For Management 1.11 Elect Director Ronald L. Olson For For Management 1.12 Elect Director Walter Scott, Jr. For For Management 2 Adopt Policy on Succession Planning Against Against Shareholder -------------------------------------------------------------------------------- BRAZIL PHARMA SA Ticker: BPHA3 BZ Security ID: P1815Q108 Meeting Date: SEP 21, 2011 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles 3, 24, 26 Re: Business For For Management Objective, Legal Reserves, and Other Administrative Revisions; Consolidate Bylaws 2 Elect Alvaro Jose da Silveira as For For Management Director and Alvaro Jose da Silveira Junior as His Alternate -------------------------------------------------------------------------------- BRAZIL PHARMA SA Ticker: BPHA3 BZ Security ID: P1815Q108 Meeting Date: DEC 23, 2011 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve 2:1 Stock Split For For Management 2a Amend Article 5 to Reflect Change in For For Management Number of Shares 2b Amend Article 6 to Reflect Increase in For For Management Authorized Capital 3 Consolidate Company's Bylaws For For Management 4 Amend Stock Option Plan For Against Management -------------------------------------------------------------------------------- BRAZIL PHARMA SA Ticker: BPHA3 BZ Security ID: P1815Q108 Meeting Date: MAR 29, 2012 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Ratify Independent Firm to Appraise For For Management Proposed Transaction 2 Approve Independent Firm's Appraisal For For Management 3 Approve Acquisition Agreement between For For Management the Company and Drogaria Guararapes Brasil S.A. 4 Approve Acquisition of Drogaria For For Management Guararapes Brasil S.A. 5 Amend Article 5 to Reflect Changes in For For Management Capital Due to Acquisition 6 Amend Article 6 to Reflect Changes to For For Management the Company's Authorized Capital 7 Amend Articles 24 and 7 For For Management 8 Consolidate Bylaws For For Management 9 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- BRAZIL PHARMA SA Ticker: BPHA3 BZ Security ID: P1815Q108 Meeting Date: APR 30, 2012 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year Ended Dec. 31, 2011 2 Approve Allocation of Income and For For Management Dividends 3 Approve Remuneration of Company's For For Management Management -------------------------------------------------------------------------------- CANADIAN NATURAL RESOURCES LIMITED Ticker: CNQ Security ID: 136385101 Meeting Date: MAY 03, 2012 Meeting Type: Annual/Special Record Date: MAR 14, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect C.M. Best, N.M. Edwards, T.W. For For Management Faithfull, G.A. Filmon, C.L. Fong, G.D. Giffin, W.A. Gobert, S.W. Laut, K.A.J. MacPhail, A.P. Markin, F.J. McKenna, J.S. Palmer, E.R. Smith, and D.A. Tuer as Directors 1.1 Elect Director Catherine M. Best For For Management 1.2 Elect Director N. Murray Edwards For For Management 1.3 Elect Director Timothy W. Faithfull For For Management 1.4 Elect Director Gary A. Filmon For For Management 1.5 Elect Director Christopher L. Fong For For Management 1.6 Elect Director Gordon D. Giffin For For Management 1.7 Elect Director Wilfred A. Gobert For For Management 1.8 Elect Director Steve W. Laut For For Management 1.9 Elect Director Keith A. J. MacPhail For For Management 1.10 Elect Director Allan P. Markin For For Management 1.11 Elect Director Frank J. McKenna For For Management 1.12 Elect Director James S. Palmer For For Management 1.13 Elect Director Eldon R. Smith For For Management 1.14 Elect Director David A. Tuer For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Amend Articles Re: Preferred Shares For For Management 4 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- CIELO SA Ticker: CIEL3 BZ Security ID: P2859E100 Meeting Date: APR 20, 2012 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Authorize Capitalization of Reserves For For Management for Bonus Issue 2 Amend Corporate Purpose For For Management 3 Amend Articles Re: Novo Mercado For For Management Regulations -------------------------------------------------------------------------------- CIELO SA Ticker: CIEL3 BZ Security ID: P2859E100 Meeting Date: APR 20, 2012 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year Ended Dec. 31, 2011 2 Approve Capital Budget and Allocation For For Management of Income 3 Elect Directors and Approve For For Management Remuneration of Executive Officers, Non-Executive Directors, and Fiscal Council Members -------------------------------------------------------------------------------- COSTCO WHOLESALE CORPORATION Ticker: COST Security ID: 22160K105 Meeting Date: JAN 26, 2012 Meeting Type: Annual Record Date: NOV 21, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James D. Sinegal For For Management 1.2 Elect Director Jeffrey H. Brotman For For Management 1.3 Elect Director Richard A. Galanti For For Management 1.4 Elect Director Daniel J. Evans For For Management 1.5 Elect Director Jeffrey S. Raikes For For Management 2 Ratify Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CVS CAREMARK CORPORATION Ticker: CVS Security ID: 126650100 Meeting Date: MAY 10, 2012 Meeting Type: Annual Record Date: MAR 13, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director C. David Brown, II For For Management 2 Elect Director David W. Dorman For For Management 3 Elect Director Anne M. Finucane For For Management 4 Elect Director Kristen Gibney Williams For For Management 5 Elect Director Marian L. Heard For For Management 6 Elect Director Larry J. Merlo For For Management 7 Elect Director Jean-Pierre Millon For For Management 8 Elect Director C.A. Lance Piccolo For For Management 9 Elect Director Richard J. Swift For For Management 10 Elect Director Tony L. White For For Management 11 Ratify Auditors For For Management 12 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 13 Provide Right to Act by Written Consent For For Management 14 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- DIAGEO PLC Ticker: DGE LN Security ID: G42089113 Meeting Date: OCT 19, 2011 Meeting Type: Annual Record Date: OCT 17, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend For For Management 4 Re-elect Peggy Bruzelius as Director For For Management 5 Re-elect Laurence Danon as Director For For Management 6 Re-elect Lord Davies of Abersoch as For For Management Director 7 Re-elect Betsy Holden as Director For For Management 8 Re-elect Dr Franz Humer as Director For For Management 9 Re-elect Deirdre Mahlan as Director For For Management 10 Re-elect Philip Scott as Director For For Management 11 Re-elect Todd Stitzer as Director For For Management 12 Re-elect Paul Walsh as Director For For Management 13 Reappoint KPMG Audit plc as Auditors For For Management of the Company 14 Authorise Board to Fix Remuneration of For For Management Auditors 15 Authorise Issue of Equity with For For Management Pre-emptive Rights 16 Authorise Issue of Equity without For For Management Pre-emptive Rights 17 Authorise Market Purchase For For Management 18 Authorise EU Political Donations and For For Management Expenditure 19 Authorise the Company to Call EGM with For For Management Two Weeks' Notice -------------------------------------------------------------------------------- EVEREST RE GROUP, LTD. Ticker: RE Security ID: G3223R108 Meeting Date: MAY 09, 2012 Meeting Type: Annual Record Date: MAR 20, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John R. Dunne For For Management 1.2 Elect Director John A. Weber For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- GOOGLE INC. Ticker: GOOG Security ID: 38259P508 Meeting Date: JUN 21, 2012 Meeting Type: Annual Record Date: APR 23, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry Page For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Eric E. Schmidt For For Management 1.4 Elect Director L. John Doerr For Withhold Management 1.5 Elect Director Diane B. Greene For For Management 1.6 Elect Director John L. Hennessy For For Management 1.7 Elect Director Ann Mather For For Management 1.8 Elect Director Paul S. Otellini For Withhold Management 1.9 Elect Director K. Ram Shriram For For Management 1.10 Elect Director Shirley M. Tilghman For For Management 2 Ratify Auditors For For Management 3 Authorize a New Class of Common Stock For Against Management 4 Increase Authorized Common Stock For Against Management 5 Amend Charter to Provide For Class A For For Management Common Holders to Receive Equal Consideration as Class B Common Holders in event of any Merger, Consolidation or Business Combination 6 Approve Omnibus Stock Plan For Against Management 7 Approve Omnibus Stock Plan For Against Management 8 Adopt Proxy Statement Reporting on Against Against Shareholder Political Contributions and Advisory Vote 9 Amend Articles Regarding Arbitration Against Against Shareholder of Shareholder Lawsuits 10 Approve Recapitalization Plan for all Against For Shareholder Stock to have One-vote per Share -------------------------------------------------------------------------------- HARLEY-DAVIDSON, INC. Ticker: HOG Security ID: 412822108 Meeting Date: APR 28, 2012 Meeting Type: Annual Record Date: MAR 08, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barry K. Allen For For Management 1.2 Elect Director R. John Anderson For For Management 1.3 Elect Director Richard I. Beattie For For Management 1.4 Elect Director Martha F. Brooks For For Management 1.5 Elect Director George H. Conrades For For Management 1.6 Elect Director Donald A. James For For Management 1.7 Elect Director Sara L. Levinson For For Management 1.8 Elect Director N. Thomas Linebarger For For Management 1.9 Elect Director George L. Miles, Jr. For For Management 1.10 Elect Director James A. Norling For For Management 1.11 Elect Director Keith E. Wandell For For Management 1.12 Elect Director Jochen Zeitz For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- HEWLETT-PACKARD COMPANY Ticker: HPQ Security ID: 428236103 Meeting Date: MAR 21, 2012 Meeting Type: Annual Record Date: JAN 23, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Marc L. Andreessen For Against Management 2 Elect Director Shumeet Banerji For For Management 3 Elect Director Rajiv L. Gupta For Against Management 4 Elect Director John H. Hammergren For Against Management 5 Elect Director Raymond. J. Lane For Against Management 6 Elect Director Ann M. Livermore For For Management 7 Elect Director G. M. Reiner For For Management 8 Elect Director Patricia. F. Russo For For Management 9 Elect Director G. Kennedy Thompson For Against Management 10 Elect Director Margaret C. Whitman For For Management 11 Elect Director Ralph. V. Whitworth For For Management 12 Ratify Auditors For For Management 13 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 14 Adopt Retention Ratio for Executives Against For Shareholder -------------------------------------------------------------------------------- IRON MOUNTAIN INCORPORATED Ticker: IRM Security ID: 462846106 Meeting Date: JUN 14, 2012 Meeting Type: Annual Record Date: APR 16, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ted R. Antenucci For For Management 1.2 Elect Director Clarke H. Bailey For For Management 1.3 Elect Director Kent P. Dauten For For Management 1.4 Elect Director Paul F. Deninger For For Management 1.5 Elect Director Per-Kristian Halvorsen For For Management 1.6 Elect Director Michael W. Lamach For For Management 1.7 Elect Director Arthur D. Little For For Management 1.8 Elect Director Allan Z. Loren For For Management 1.9 Elect Director C. Richard Reese For For Management 1.10 Elect Director Vincent J. Ryan For For Management 1.11 Elect Director Laurie A. Tucker For For Management 1.12 Elect Director Alfred J. Verrecchia For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- JULIUS BAER GROUP AG Ticker: BAER VX Security ID: H4414N103 Meeting Date: APR 11, 2012 Meeting Type: Annual Record Date: MAR 30, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income and For For Management Dividends of CHF 1.00 per Share 3 Approve Discharge of Board and Senior For For Management Management 4.1.1 Reelect Leonhard Fischer as Director For For Management 4.1.2 Reelect Claire Giraut as Director For For Management 4.2.1 Elect Gilbert Achermann as Director For For Management 4.2.2 Elect Andreas Amschwand as Director For For Management 5 Ratify KPMG AG as Auditors For For Management 6 Approve CHF 204,800 Reduction in Share For For Management Capital via Cancellation of Repurchased Shares -------------------------------------------------------------------------------- LOEWS CORPORATION Ticker: L Security ID: 540424108 Meeting Date: MAY 08, 2012 Meeting Type: Annual Record Date: MAR 14, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lawrence S. Bacow For For Management 2 Elect Director Ann E. Berman For For Management 3 Elect Director Joseph L. Bower For For Management 4 Elect Director Charles M. Diker For For Management 5 Elect Director Jacob A. Frenkel For For Management 6 Elect Director Paul J. Fribourg For For Management 7 Elect Director Walter L. Harris For For Management 8 Elect Director Philip A. Laskawy For For Management 9 Elect Director Ken Miller For For Management 10 Elect Director Gloria R. Scott For For Management 11 Elect Director Andrew H. Tisch For For Management 12 Elect Director James S. Tisch For For Management 13 Elect Director Jonathan M. Tisch For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Amend Stock Option Plan For For Management 16 Approve Executive Incentive Bonus Plan For For Management 17 Ratify Auditors For For Management -------------------------------------------------------------------------------- MERCK & CO., INC. Ticker: MRK Security ID: 58933Y105 Meeting Date: MAY 22, 2012 Meeting Type: Annual Record Date: MAR 23, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Leslie A. Brun For For Management 2 Elect Director Thomas R. Cech For For Management 3 Elect Director Kenneth C. Frazier For For Management 4 Elect Director Thomas H. Glocer For For Management 5 Elect Director William B. Harrison Jr. For For Management 6 Elect Director C. Robert Kidder For For Management 7 Elect Director Rochelle B. Lazarus For For Management 8 Elect Director Carlos E. Represas For For Management 9 Elect Director Patricia F. Russo For For Management 10 Elect Director Craig B. Thompson For For Management 11 Elect Director Wendell P. Weeks For For Management 12 Elect Director Peter C. Wendell For For Management 13 Ratify Auditors For For Management 14 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 15 Provide Right to Act by Written Consent Against For Shareholder 16 Amend Bylaws -- Call Special Meetings Against Against Shareholder 17 Report on Charitable and Political Against Against Shareholder Contributions -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 15, 2011 Meeting Type: Annual Record Date: SEP 02, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Steven A. Ballmer For For Management 2 Elect Director Dina Dublon For For Management 3 Elect Director William H. Gates, III For For Management 4 Elect Director Raymond V. Gilmartin For For Management 5 Elect Director Reed Hastings For For Management 6 Elect Director Maria M. Klawe For For Management 7 Elect Director David F. Marquardt For For Management 8 Elect Director Charles H. Noski For For Management 9 Elect Director Helmut Panke For For Management 10 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 11 Advisory Vote on Say on Pay Frequency One Year One Year Management 12 Ratify Auditors For For Management 13 Amend Bylaws to Establish a Board Against Against Shareholder Committee on Environmental Sustainability -------------------------------------------------------------------------------- RHJ INTERNATIONAL SA Ticker: RHJI BB Security ID: B70883101 Meeting Date: JUN 19, 2012 Meeting Type: Annual Record Date: JUN 05, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Directors' Report on None None Management Consolidated and Unconsolidated Financial Statements 2 Receive Auditors' Report on None None Management Consolidated and Unconsolidated Financial Statements 3 Receive Consolidated Financial None None Management Statements 4 Approve Financial Statements and For For Management Allocation of Income 5 Approve Discharge of Directors For For Management 6 Approve Remuneration of Directors For For Management 7 Approve Discharge of Auditors For For Management 8 Approve Remuneration Report For For Management -------------------------------------------------------------------------------- RHJ INTERNATIONAL SA Ticker: RHJI BB Security ID: B70883101 Meeting Date: JUN 19, 2012 Meeting Type: Special Record Date: JUN 05, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Approve Reduction of Legal Reserves For For Management 1.2 Approve Reduction of Share Premium For For Management Account 1.3 Approve Increase of Available Reserves For For Management by Reducing the Premium Account and the Share Capital 2 Authorize Implementation of Approved For For Management Resolutions and Filing of Required Documents/Formalities at Trade Registry -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Ticker: TXN Security ID: 882508104 Meeting Date: APR 19, 2012 Meeting Type: Annual Record Date: FEB 21, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director R.W. Babb, Jr. For For Management 2 Elect Director D.A. Carp For For Management 3 Elect Director C.S. Cox For For Management 4 Elect Director P.H. Patsley For For Management 5 Elect Director R.E. Sanchez For For Management 6 Elect Director W.R. Sanders For For Management 7 Elect Director R.J. Simmons For For Management 8 Elect Director R.K. Templeton For For Management 9 Elect Director C.T. Whitman For For Management 10 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 11 Ratify Auditors For For Management -------------------------------------------------------------------------------- THE BANK OF NEW YORK MELLON CORPORATION Ticker: BK Security ID: 064058100 Meeting Date: APR 10, 2012 Meeting Type: Annual Record Date: FEB 10, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Ruth E. Bruch For For Management 2 Elect Director Nicholas M. Donofrio For For Management 3 Elect Director Gerald L. Hassell For For Management 4 Elect Director Edmund F. Kelly For For Management 5 Elect Director Richard J. Kogan For For Management 6 Elect Director Michael J. Kowalski For For Management 7 Elect Director John A. Luke, Jr. For For Management 8 Elect Director Mark A. Nordenberg For For Management 9 Elect Director Catherine A. Rein For For Management 10 Elect Director William C. Richardson For For Management 11 Elect Director Samuel C. Scott, III For For Management 12 Elect Director Wesley W. von Schack For For Management 13 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 14 Ratify Auditors For For Management 15 Require Independent Board Chairman Against Against Shareholder 16 Restore or Provide for Cumulative Against Against Shareholder Voting -------------------------------------------------------------------------------- THE GOLDMAN SACHS GROUP, INC. Ticker: GS Security ID: 38141G104 Meeting Date: MAY 24, 2012 Meeting Type: Annual Record Date: MAR 26, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Lloyd C. Blankfein For For Management 2 Elect Director M. Michele Burns For For Management 3 Elect Director Gary D. Cohn For For Management 4 Elect Director Claes Dahlback For For Management 5 Elect Director Stephen Friedman For For Management 6 Elect Director William W. George For For Management 7 Elect Director James A. Johnson For Against Management 8 Elect Director Lakshmi N. Mittal For For Management 9 Elect Director James J. Schiro For For Management 10 Elect Director Debora L. Spar For For Management 11 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 12 Ratify Auditors For For Management 13 Provide for Cumulative Voting Against Against Shareholder 14 Stock Retention/Holding Period Against Against Shareholder 15 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- THE PROCTER & GAMBLE COMPANY Ticker: PG Security ID: 742718109 Meeting Date: OCT 11, 2011 Meeting Type: Annual Record Date: AUG 12, 2011 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Angela F. Braly For For Management 2 Elect Director Kenneth I. Chenault For For Management 3 Elect Director Scott D. Cook For For Management 4 Elect Director Susan Desmond-Hellmann For For Management 5 Elect Director Robert A. McDonald For For Management 6 Elect Director W. James McNerney, Jr. For For Management 7 Elect Director Johnathan A. Rodgers For For Management 8 Elect Director Margaret C. Whitman For For Management 9 Elect Director Mary Agnes Wilderotter For For Management 10 Elect Director Patricia A. Woertz For For Management 11 Elect Director Ernesto Zedillo For For Management 12 Ratify Auditors For For Management 13 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 14 Advisory Vote on Say on Pay Frequency One Year One Year Management 15 Amend Articles of Incorporation For For Management 16 Provide for Cumulative Voting Against Against Shareholder 17 Phase Out Use of Laboratory Animals in Against Against Shareholder Pet Food Product Testing 18 Report on Political Contributions and Against Against Shareholder Provide Advisory Vote -------------------------------------------------------------------------------- TRANSATLANTIC HOLDINGS, INC. * Ticker: TRH Security ID: 893521104 Meeting Date: FEB 06, 2012 Meeting Type: Special Record Date: JAN 04, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management 3 Advisory Vote on Golden Parachutes For For Management * Notice of Votes made in Non-Conformance of Proxy Policy: By written agreement Davis Advisors delivers a proxy to Transatlantic Holdings, Inc. management empowering them to "Mirror Vote" all shares in excess of 9.9%. -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 24, 2012 Meeting Type: Annual Record Date: FEB 24, 2012 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director John D. Baker, II For For Management 2 Elect Director Elaine L. Chao For For Management 3 Elect Director John S. Chen For For Management 4 Elect Director Lloyd H. Dean For For Management 5 Elect Director Susan E. Engel For For Management 6 Elect Director Enrique Hernandez, Jr. For For Management 7 Elect Director Donald M. James For For Management 8 Elect Director Cynthia H. Milligan For For Management 9 Elect Director Nicholas G. Moore For For Management 10 Elect Director Federico F. Pena For For Management 11 Elect Director Philip J. Quigley For For Management 12 Elect Director Judith M. Runstad For For Management 13 Elect Director Stephen W. Sanger For For Management 14 Elect Director John G. Stumpf For For Management 15 Elect Director Susan G. Swenson For For Management 16 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 17 Ratify Auditors For For Management 18 Require Independent Board Chairman Against Against Shareholder 19 Provide for Cumulative Voting Against Against Shareholder 20 Adopt Proxy Access Right Against Against Shareholder 21 Require Audit Committee Review and Against Against Shareholder Report on Controls Related to Loans, Foreclosure and Securitizations ========== END NPX REPORT