0001193125-21-329400.txt : 20211115 0001193125-21-329400.hdr.sgml : 20211115 20211115124453 ACCESSION NUMBER: 0001193125-21-329400 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210630 FILED AS OF DATE: 20211115 DATE AS OF CHANGE: 20211115 EFFECTIVENESS DATE: 20211115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Virtus Total Return Fund Inc. CENTRAL INDEX KEY: 0000836412 IRS NUMBER: 133474242 STATE OF INCORPORATION: MD FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-05620 FILM NUMBER: 211408340 BUSINESS ADDRESS: STREET 1: 101 MUNSON STREET CITY: GREENFIELD STATE: MA ZIP: 01301 BUSINESS PHONE: 800-272-2700 MAIL ADDRESS: STREET 1: 101 MUNSON STREET CITY: GREENFIELD STATE: MA ZIP: 01301 FORMER COMPANY: FORMER CONFORMED NAME: VIRTUS GLOBAL DIVIDEND & INCOME FUND INC. DATE OF NAME CHANGE: 20160929 FORMER COMPANY: FORMER CONFORMED NAME: VIRTUS GLOBAL DIVIDEND & INCOME FUND DATE OF NAME CHANGE: 20160929 FORMER COMPANY: FORMER CONFORMED NAME: ZWEIG TOTAL RETURN FUND INC DATE OF NAME CHANGE: 19920703 N-PX 1 d219031dnpx.txt VIRTUS TOTAL RETURN FUND INC ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ----------------- FORM N-PX ----------------- ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act File Number: 811-05620 VIRTUS TOTAL RETURN FUND INC. (FKA VIRTUS GLOBAL DIVIDEND & INCOME FUND INC.) (exact name of registrant as specified in charter) 101 Munson Street, Greenfield, MA 01301 (Address of principal executive offices) Jennifer Fromm, Esq., Virtus Investment Partners, Inc., One Financial Plaza, Hartford, CT 06103 (Name and Address of agent for service) Registrant's telephone number, including area code: 800-243-1574 Date of Fiscal Year End: 11/30 Date of Reporting Period: 07/01/2020 - 06/30/2021 ================================================================================ ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-05620 Reporting Period: 07/01/2020 - 06/30/2021 Virtus Total Return Fund Inc. ======================== Virtus Total Return Fund Inc. ========================= AENA S.M.E. SA Ticker: AENA Security ID: E526K0106 Meeting Date: OCT 29, 2020 Meeting Type: Annual Record Date: OCT 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Standalone Financial Statements For For Management 2 Approve Consolidated Financial For For Management Statements 3 Approve Allocation of Income and For For Management Dividends 4 Approve Non-Financial Information For For Management Statement 5 Approve Reclassification of Voluntary For For Management Reserves to Capitalization Reserves 6 Approve Discharge of Board For For Management 7.1 Reelect Amancio Lopez Seijas as For For Management Director 7.2 Reelect Jaime Terceiro Lomba as For For Management Director 7.3 Elect Irene Cano Piquero as Director For For Management 7.4 Elect Francisco Javier Marin San For For Management Andres as Director 8 Authorize Share Repurchase Program For For Management 9 Advisory Vote on Remuneration Report For For Management 10 Approve Principles for Climate Change For For Management Action and Environmental Governance 11 Approve Instructions to the Board to Against For Shareholder Present the Climate Action Plan at the 2021 AGM and Updated Climate Action Reports at the AGM that May be Held as from 2022 (Inclusive) and to Submit them to a Consultative Vote as a Separate Agenda Item 12 Add New Article 50 bis Against For Shareholder 13 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- AENA S.M.E. SA Ticker: AENA Security ID: E526K0106 Meeting Date: APR 27, 2021 Meeting Type: Annual Record Date: APR 22, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Standalone Financial Statements For For Management 2 Approve Consolidated Financial For For Management Statements 3 Approve Treatment of Net Loss For For Management 4 Approve Non-Financial Information For For Management Statement 5 Approve Discharge of Board For For Management 6 Ratify Appointment of and Elect Juan For For Management Rio Cortes as Director 7.1 Amend Articles Re: Allow Shareholder For For Management Meetings to be Held in Virtual-Only Format 7.2 Amend Articles Re: Board Competences For For Management and Board Committees 7.3 Amend Articles Re: Board Committees, For For Management Remuneration and Climate Action Plan 8 Amend Articles of General Meeting For For Management Regulations Re: Allow Shareholder Meetings to be Held in Virtual-Only Format 9 Advisory Vote on Remuneration Report For For Management 10 Advisory Vote on Company's Climate For For Management Action Plan 11 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- AEROPORTS DE PARIS SA Ticker: ADP Security ID: F00882104 Meeting Date: MAY 11, 2021 Meeting Type: Annual/Special Record Date: MAY 07, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Article 19 of Bylaws Re: For For Management Alternate Auditor 2 Approve Financial Statements and For For Management Statutory Reports 3 Approve Consolidated Financial For For Management Statements and Statutory Reports 4 Approve Treatment of Losses For For Management 5 Approve Transaction with the French For For Management State 6 Approve Transaction with Grand Paris For For Management 7 Approve Transaction with Societe du For For Management Grand Paris 8 Approve Transaction with Societe Royal For For Management Schiphol Group 9 Approve Transaction with the French For For Management State 10 Authorize Repurchase of Up to 10 For Against Management Percent of Issued Share Capital 11 Approve Compensation of Corporate For For Management Officers 12 Approve Compensation of Augustin de For For Management Romanet, Chairman and CEO 13 Approve Remuneration Policy of Board For For Management Members 14 Approve Remuneration Policy of For For Management Chairman and CEO 15 Ratify Appointment of Jean-Benoit For Against Management Albertini as Director 16 Ratify Appointment of Severin Cabannes For For Management as Director 17 Ratify Appointment of Robert Carsouw For Against Management as Director 18 Renew Appointment of Ernst & Young For For Management Audit as Auditor 19 Renew Appointment of Deloitte & For For Management Associes as Auditor 20 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- AMEREN CORPORATION Ticker: AEE Security ID: 023608102 Meeting Date: MAY 06, 2021 Meeting Type: Annual Record Date: MAR 09, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Warner L. Baxter For For Management 1b Elect Director Cynthia J. Brinkley For For Management 1c Elect Director Catherine S. Brune For For Management 1d Elect Director J. Edward Coleman For For Management 1e Elect Director Ward H. Dickson For For Management 1f Elect Director Noelle K. Eder For For Management 1g Elect Director Ellen M. Fitzsimmons For For Management 1h Elect Director Rafael Flores For For Management 1i Elect Director Richard J. Harshman For For Management 1j Elect Director Craig S. Ivey For For Management 1k Elect Director James C. Johnson For For Management 1l Elect Director Steven H. Lipstein For For Management 1m Elect Director Leo S. Mackay, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- AMERICAN ELECTRIC POWER COMPANY, INC. Ticker: AEP Security ID: 025537101 Meeting Date: APR 20, 2021 Meeting Type: Annual Record Date: FEB 22, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nicholas K. Akins For For Management 1.2 Elect Director David J. Anderson For For Management 1.3 Elect Director J. Barnie Beasley, Jr. For For Management 1.4 Elect Director Art A. Garcia For For Management 1.5 Elect Director Linda A. Goodspeed For For Management 1.6 Elect Director Thomas E. Hoaglin For For Management 1.7 Elect Director Sandra Beach Lin For For Management 1.8 Elect Director Margaret M. McCarthy For For Management 1.9 Elect Director Stephen S. Rasmussen For For Management 1.10 Elect Director Oliver G. Richard, III For For Management 1.11 Elect Director Daryl Roberts For For Management 1.12 Elect Director Sara Martinez Tucker For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- AMERICAN TOWER CORPORATION Ticker: AMT Security ID: 03027X100 Meeting Date: MAY 26, 2021 Meeting Type: Annual Record Date: MAR 29, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Thomas A. Bartlett For For Management 1b Elect Director Raymond P. Dolan For For Management 1c Elect Director Kenneth R. Frank For For Management 1d Elect Director Robert D. Hormats For For Management 1e Elect Director Gustavo Lara Cantu For For Management 1f Elect Director Grace D. Lieblein For For Management 1g Elect Director Craig Macnab For For Management 1h Elect Director JoAnn A. Reed For For Management 1i Elect Director Pamela D.A. Reeve For For Management 1j Elect Director David E. Sharbutt For For Management 1k Elect Director Bruce L. Tanner For For Management 1l Elect Director Samme L. Thompson For For Management 2 Ratify Deloitte & Touche LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting 5 Establish a Board Committee on Human Against Against Shareholder Rights -------------------------------------------------------------------------------- AMERICAN WATER WORKS COMPANY, INC. Ticker: AWK Security ID: 030420103 Meeting Date: MAY 12, 2021 Meeting Type: Annual Record Date: MAR 17, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jeffrey N. Edwards For For Management 1b Elect Director Martha Clark Goss For For Management 1c Elect Director Veronica M. Hagen For For Management 1d Elect Director Kimberly J. Harris For For Management 1e Elect Director Julia L. Johnson For For Management 1f Elect Director Patricia L. Kampling For For Management 1g Elect Director Karl F. Kurz For For Management 1h Elect Director Walter J. Lynch For For Management 1i Elect Director George MacKenzie For For Management 1j Elect Director James G. Stavridis For For Management 1k Elect Director Lloyd M. Yates For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- ATLANTIA SPA Ticker: ATL Security ID: T05404107 Meeting Date: OCT 30, 2020 Meeting Type: Special Record Date: OCT 21, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director For For Management 1 Approve Cancellation of Capital For For Management Authorization Approved on August 8, 2013; Amend Company Bylaws Re: Article 6 2 Amend Company Bylaws Re: Articles 6, For For Management 20, 23, and 32 3 Approve Partial and Proportional For For Management Demerger Plan of Atlantia SpA in Favor of Autostrade Concessioni e Costruzioni SpA; Amend Company Bylaws Re: Article 6 -------------------------------------------------------------------------------- ATLANTIA SPA Ticker: ATL Security ID: T05404107 Meeting Date: MAR 29, 2021 Meeting Type: Special Record Date: MAR 18, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Extension of the Deadline for For For Management the Fulfilment of the Condition Precedent Provided for by Article 7.1 (ix) of the Plan for the Partial and Proportional Demerger of Atlantia SpA in Favor of Autostrade Concessioni e Costruzioni SpA -------------------------------------------------------------------------------- ATLANTIA SPA Ticker: ATL Security ID: T05404107 Meeting Date: APR 28, 2021 Meeting Type: Annual/Special Record Date: APR 19, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Accept Financial Statements and For For Management Statutory Reports 1b Approve Allocation of Income For For Management 2a.1 Slate 1 Submitted by Sintonia SpA None For Shareholder 2a.2 Slate 2 Submitted by Institutional None Against Shareholder Investors (Assogestioni) 2b Approve Internal Auditors' Remuneration For For Management 3.1 Elect Nicola Verdicchio as Director None Against Shareholder 3.2 Elect Andrea Brentan as Director None For Shareholder 4 Approve Stock Grant Plan 2021-2023 For For Management 5a Approve Remuneration Policy For For Management 5b Approve Second Section of the For Against Management Remuneration Report A Deliberations on Possible Legal Action None Against Management Against Directors if Presented by Shareholders 1a Amend Company Bylaws Re: Article 8 For For Management 1b Amend Company Bylaws Re: Article 20 For For Management 1c Amend Company Bylaws Re: Article 23 For For Management 1d Amend Company Bylaws Re: Articles 26 For For Management and 28 -------------------------------------------------------------------------------- ATLANTIA SPA Ticker: ATL Security ID: T05404107 Meeting Date: MAY 31, 2021 Meeting Type: Ordinary Shareholders Record Date: MAY 20, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Disposal of the Entire Stake For For Management held in Autostrade per l'Italia SpA by Atlantia SpA -------------------------------------------------------------------------------- ATMOS ENERGY CORPORATION Ticker: ATO Security ID: 049560105 Meeting Date: FEB 03, 2021 Meeting Type: Annual Record Date: DEC 11, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director J. Kevin Akers For For Management 1b Elect Director Robert W. Best For For Management 1c Elect Director Kim R. Cocklin For For Management 1d Elect Director Kelly H. Compton For For Management 1e Elect Director Sean Donohue For For Management 1f Elect Director Rafael G. Garza For For Management 1g Elect Director Richard K. Gordon For For Management 1h Elect Director Robert C. Grable For For Management 1i Elect Director Nancy K. Quinn For For Management 1j Elect Director Richard A. Sampson For For Management 1k Elect Director Stephen R. Springer For For Management 1l Elect Director Diana J. Walters For For Management 1m Elect Director Richard Ware, II For For Management 1n Elect Director Frank Yoho For For Management 2 Amend Omnibus Stock Plan For For Management 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- AUCKLAND INTERNATIONAL AIRPORT LTD. Ticker: AIA Security ID: Q06213146 Meeting Date: OCT 22, 2020 Meeting Type: Annual Record Date: OCT 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Julia Hoare as Director For For Management 2 Authorize Board to Fix Remuneration of For For Management the Auditors -------------------------------------------------------------------------------- CANADIAN PACIFIC RAILWAY LIMITED Ticker: CP Security ID: 13645T100 Meeting Date: APR 21, 2021 Meeting Type: Annual/Special Record Date: FEB 26, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Ratify Deloitte LLP as Auditors For For Management 2 Advisory Vote on Executive For For Management Compensation Approach 3.1 Elect Director John Baird For For Management 3.2 Elect Director Isabelle Courville For For Management 3.3 Elect Director Keith E. Creel For For Management 3.4 Elect Director Gillian (Jill) H. Denham For For Management 3.5 Elect Director Edward R. Hamberger For For Management 3.6 Elect Director Rebecca MacDonald For For Management 3.7 Elect Director Edward L. Monser For For Management 3.8 Elect Director Matthew H. Paull For For Management 3.9 Elect Director Jane L. Peverett For For Management 3.10 Elect Director Andrea Robertson For For Management 3.11 Elect Director Gordon T. Trafton For For Management 4 Approve Share Split For For Management 5 SP: Hold an Annual Non-Binding For For Shareholder Advisory Vote on Climate Change -------------------------------------------------------------------------------- CELLNEX TELECOM SA Ticker: CLNX Security ID: E2R41M104 Meeting Date: JUL 20, 2020 Meeting Type: Annual Record Date: JUL 15, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated and Standalone For For Management Financial Statements 2 Approve Non-Financial Information For For Management Statement 3 Approve Allocation of Income For For Management 4 Approve Discharge of Board For For Management 5 Approve Dividends For For Management 6 Renew Appointment of Deloitte as For For Management Auditor 7.1 Approve Grant of Shares to CEO For For Management 7.2 Approve Extraordinary Bonus for CEO For For Management 8.1 Maintain Number of Directors at 12 For For Management 8.2 Reelect Concepcion del Rivero Bermejo For For Management as Director 8.3 Ratify Appointment of and Elect Franco For For Management Bernabe as Director 8.4 Ratify Appointment of and Elect Mamoun For For Management Jamai as Director 8.5 Ratify Appointment of and Elect For For Management Christian Coco as Director 9 Authorize Increase in Capital up to 50 For For Management Percent via Issuance of Equity or Equity-Linked Securities, Excluding Preemptive Rights of up to 10 Percent 10 Authorize Issuance of Convertible For For Management Bonds, Debentures, Warrants, and Other Debt Securities with Exclusion of Preemptive Rights up to 10 Percent of Capital 11 Authorize Board to Ratify and Execute For For Management Approved Resolutions 12 Advisory Vote on Remuneration Report For For Management -------------------------------------------------------------------------------- CELLNEX TELECOM SA Ticker: CLNX Security ID: E2R41M104 Meeting Date: MAR 26, 2021 Meeting Type: Annual Record Date: MAR 19, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated and Standalone For For Management Financial Statements 2 Approve Non-Financial Information For For Management Statement 3 Approve Treatment of Net Loss For For Management 4 Approve Discharge of Board For For Management 5.1 Approve Annual Maximum Remuneration For For Management 5.2 Approve Remuneration Policy For For Management 6 Approve Grant of Shares to CEO For For Management 7.1 Fix Number of Directors at 11 For For Management 7.2 Ratify Appointment of and Elect For For Management Alexandra Reich as Director 8.1 Amend Articles For For Management 8.2 Remove Articles For For Management 8.3 Renumber Article 27 as New Article 21 For For Management 8.4 Amend Article 5 For For Management 8.5 Amend Article 10 For For Management 8.6 Amend Articles and Add New Article 13 For For Management 8.7 Amend Articles For For Management 8.8 Add New Article 15 For For Management 9.1 Amend Articles of General Meeting For For Management Regulations Re: Technical Adjustments 9.2 Amend Articles of General Meeting For For Management Regulations Re: Remote Voting 9.3 Add New Article 15 to General Meeting For For Management Regulations 10 Approve Capital Raising For For Management 11 Authorize Increase in Capital up to 50 For For Management Percent via Issuance of Equity or Equity-Linked Securities, Excluding Preemptive Rights of up to 10 Percent 12 Authorize Issuance of Convertible For For Management Bonds, Debentures, Warrants, and Other Debt Securities with Exclusion of Preemptive Rights up to 10 Percent of Capital 13 Authorize Board to Ratify and Execute For For Management Approved Resolutions 14 Advisory Vote on Remuneration Report For For Management -------------------------------------------------------------------------------- CENTERPOINT ENERGY, INC. Ticker: CNP Security ID: 15189T107 Meeting Date: APR 23, 2021 Meeting Type: Annual Record Date: FEB 26, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Leslie D. Biddle For For Management 1b Elect Director Milton Carroll For For Management 1c Elect Director Wendy Montoya Cloonan For For Management 1d Elect Director Earl M. Cummings For For Management 1e Elect Director David J. Lesar For For Management 1f Elect Director Martin H. Nesbitt For For Management 1g Elect Director Theodore F. Pound For For Management 1h Elect Director Phillip R. Smith For For Management 1i Elect Director Barry T. Smitherman For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CHENIERE ENERGY, INC. Ticker: LNG Security ID: 16411R208 Meeting Date: MAY 13, 2021 Meeting Type: Annual Record Date: MAR 29, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director G. Andrea Botta For For Management 1b Elect Director Jack A. Fusco For For Management 1c Elect Director Vicky A. Bailey For For Management 1d Elect Director Nuno Brandolini For For Management 1e Elect Director David B. Kilpatrick For For Management 1f Elect Director Sean T. Klimczak For For Management 1g Elect Director Andrew Langham For For Management 1h Elect Director Donald F. Robillard, Jr. For For Management 1i Elect Director Neal A. Shear For For Management 1j Elect Director Andrew J. Teno For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- CLEAR CHANNEL OUTDOOR HOLDINGS, INC. Ticker: CCO Security ID: 18453H106 Meeting Date: MAY 05, 2021 Meeting Type: Annual Record Date: MAR 09, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director C. William Eccleshare For For Management 1.2 Elect Director Lisa Hammitt For For Management 1.3 Elect Director Mary Teresa Rainey For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- CMS ENERGY CORPORATION Ticker: CMS Security ID: 125896100 Meeting Date: MAY 07, 2021 Meeting Type: Annual Record Date: MAR 09, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jon E. Barfield For For Management 1b Elect Director Deborah H. Butler For For Management 1c Elect Director Kurt L. Darrow For For Management 1d Elect Director William D. Harvey For For Management 1e Elect Director Garrick J. Rochow For For Management 1f Elect Director John G. Russell For For Management 1g Elect Director Suzanne F. Shank For For Management 1h Elect Director Myrna M. Soto For For Management 1i Elect Director John G. Sznewajs For For Management 1j Elect Director Ronald J. Tanski For For Management 1k Elect Director Laura H. Wright For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Report on Costs and Benefits of Against Against Shareholder Environmental Related Expenditures -------------------------------------------------------------------------------- CROWN CASTLE INTERNATIONAL CORP. Ticker: CCI Security ID: 22822V101 Meeting Date: MAY 21, 2021 Meeting Type: Annual Record Date: MAR 22, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director P. Robert Bartolo For For Management 1b Elect Director Jay A. Brown For For Management 1c Elect Director Cindy Christy For For Management 1d Elect Director Ari Q. Fitzgerald For For Management 1e Elect Director Andrea J. Goldsmith For For Management 1f Elect Director Lee W. Hogan For For Management 1g Elect Director Tammy K. Jones For For Management 1h Elect Director J. Landis Martin For For Management 1i Elect Director Anthony J. Melone For For Management 1j Elect Director W. Benjamin Moreland For For Management 1k Elect Director Kevin A. Stephens For For Management 1l Elect Director Matthew Thornton, III For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- DOMINION ENERGY, INC. Ticker: D Security ID: 25746U109 Meeting Date: MAY 05, 2021 Meeting Type: Annual Record Date: MAR 05, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director James A. Bennett For For Management 1B Elect Director Robert M. Blue For For Management 1C Elect Director Helen E. Dragas For For Management 1D Elect Director James O. Ellis, Jr. For For Management 1E Elect Director D. Maybank Hagood For For Management 1F Elect Director Ronald W. Jibson For For Management 1G Elect Director Mark J. Kington For For Management 1H Elect Director Joseph M. Rigby For For Management 1I Elect Director Pamela J. Royal For For Management 1J Elect Director Robert H. Spilman, Jr. For For Management 1K Elect Director Susan N. Story For For Management 1L Elect Director Michael E. Szymanczyk For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Report on Lobbying Payments and Policy Against Against Shareholder 5 Require Independent Board Chair Against For Shareholder 6 Amend Proxy Access Right Against Against Shareholder -------------------------------------------------------------------------------- DTE ENERGY COMPANY Ticker: DTE Security ID: 233331107 Meeting Date: MAY 20, 2021 Meeting Type: Annual Record Date: MAR 23, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gerard M. Anderson For For Management 1.2 Elect Director David A. Brandon For For Management 1.3 Elect Director Charles G. McClure, Jr. For For Management 1.4 Elect Director Gail J. McGovern For For Management 1.5 Elect Director Mark A. Murray For For Management 1.6 Elect Director Gerardo Norcia For For Management 1.7 Elect Director Ruth G. Shaw For For Management 1.8 Elect Director Robert C. Skaggs, Jr. For For Management 1.9 Elect Director David A. Thomas For For Management 1.10 Elect Director Gary H. Torgow For For Management 1.11 Elect Director James H. Vandenberghe For For Management 1.12 Elect Director Valerie M. Williams For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Report on Political Contributions Against Against Shareholder 6 Report on Costs and Benefits of Against Against Shareholder Environmental Related Expenditures -------------------------------------------------------------------------------- EDISON INTERNATIONAL Ticker: EIX Security ID: 281020107 Meeting Date: APR 22, 2021 Meeting Type: Annual Record Date: MAR 01, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jeanne Beliveau-Dunn For For Management 1b Elect Director Michael C. Camunez For For Management 1c Elect Director Vanessa C.L. Chang For For Management 1d Elect Director James T. Morris For For Management 1e Elect Director Timothy T. O'Toole For For Management 1f Elect Director Pedro J. Pizarro For For Management 1g Elect Director Carey A. Smith For For Management 1h Elect Director Linda G. Stuntz For For Management 1i Elect Director William P. Sullivan For For Management 1j Elect Director Peter J. Taylor For For Management 1k Elect Director Keith Trent For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Qualified Employee Stock For For Management Purchase Plan 5 Amend Proxy Access Right Against Against Shareholder -------------------------------------------------------------------------------- EDP-ENERGIAS DE PORTUGAL SA Ticker: EDP Security ID: X67925119 Meeting Date: APR 14, 2021 Meeting Type: Annual Record Date: APR 07, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Individual and Consolidated For For Management Financial Statements and Statutory Reports 2 Approve Allocation of Income For For Management 3.1 Appraise Management of Company and For For Management Approve Vote of Confidence to Management Board 3.2 Appraise Supervision of Company and For For Management Approve Vote of Confidence to Supervisory Board 3.3 Appraise Work Performed by Statutory For For Management Auditor and Approve Vote of Confidence to Statutory Auditor 4 Authorize Repurchase and Reissuance of For For Management Shares 5 Authorize Repurchase and Reissuance of For For Management Repurchased Debt Instruments 6 Authorize Increase in Capital Up to 10 For For Management Percent via Issuance of Equity or Equity-Linked Securities without Preemptive Rights 7 Amend Articles For For Management 8 Eliminate Preemptive Rights For For Management 9 Approve Statement on Remuneration For For Management Policy Applicable to Executive Board 10 Approve Statement on Remuneration For For Management Policy Applicable to Other Corporate Bodies 11.1 Elect Corporate Bodies for 2021-2023 For For Management Term 11.2 Appoint PricewaterhouseCoopers & For For Management Associados - Sociedade de Revisores de Contas, Lda. as Auditor and Aurelio Adriano Rangel Amado as Alternate for 2021-2023 Term 11.3 Elect General Meeting Board for For For Management 2021-2023 Term 11.4 Elect Remuneration Committee for For For Management 2021-2023 Term 11.5 Approve Remuneration of Remuneration For For Management Committee Members 11.6 Elect Environment and Sustainability For For Management Board for 2021-2023 Term -------------------------------------------------------------------------------- EMERA INCORPORATED Ticker: EMA Security ID: 290876101 Meeting Date: MAY 20, 2021 Meeting Type: Annual Record Date: MAR 22, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Scott C. Balfour For For Management 1.2 Elect Director James V. Bertram For For Management 1.3 Elect Director Henry E. Demone For For Management 1.4 Elect Director Kent M. Harvey For For Management 1.5 Elect Director B. Lynn Loewen For For Management 1.6 Elect Director John B. Ramil For For Management 1.7 Elect Director Andrea S. Rosen For For Management 1.8 Elect Director Richard P. Sergel For For Management 1.9 Elect Director M. Jacqueline Sheppard For For Management 1.10 Elect Director Karen H. Sheriff For For Management 1.11 Elect Director Jochen E. Tilk For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Authorize Board to Fix Remuneration of For For Management Auditors 4 Advisory Vote on Executive For For Management Compensation Approach 5 Amend Stock Option Plan For For Management -------------------------------------------------------------------------------- ENBRIDGE INC. Ticker: ENB Security ID: 29250N105 Meeting Date: MAY 05, 2021 Meeting Type: Annual Record Date: MAR 09, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pamela L. Carter For For Management 1.2 Elect Director Marcel R. Coutu For For Management 1.3 Elect Director Susan M. Cunningham For For Management 1.4 Elect Director Gregory L. Ebel For For Management 1.5 Elect Director J. Herb England For For Management 1.6 Elect Director Gregory J. Goff For For Management 1.7 Elect Director V. Maureen Kempston For For Management Darkes 1.8 Elect Director Teresa S. Madden For For Management 1.9 Elect Director Al Monaco For For Management 1.10 Elect Director Stephen S. Poloz For For Management 1.11 Elect Director Dan C. Tutcher For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- ENEL SPA Ticker: ENEL Security ID: T3679P115 Meeting Date: MAY 20, 2021 Meeting Type: Annual Record Date: MAY 11, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income For For Management 3 Authorize Share Repurchase Program and For For Management Reissuance of Repurchased Shares 4 Approve Long-Term Incentive Plan For For Management 5.1 Approve Remuneration Policy For For Management 5.2 Approve Second Section of the For For Management Remuneration Report A Deliberations on Possible Legal Action None Against Management Against Directors if Presented by Shareholders -------------------------------------------------------------------------------- ESSENTIAL UTILITIES, INC. Ticker: WTRG Security ID: 29670G102 Meeting Date: MAY 05, 2021 Meeting Type: Annual Record Date: MAR 08, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Elizabeth B. Amato For For Management 1.2 Elect Director Christopher H. Franklin For For Management 1.3 Elect Director Daniel J. Hilferty For For Management 1.4 Elect Director Francis O. Idehen For For Management 1.5 Elect Director Edwina Kelly For For Management 1.6 Elect Director Ellen T. Ruff For For Management 1.7 Elect Director Lee C. Stewart For For Management 1.8 Elect Director Christopher C. Womack For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Proxy Access Right For For Management -------------------------------------------------------------------------------- FLUGHAFEN ZUERICH AG Ticker: FHZN Security ID: H26552135 Meeting Date: APR 22, 2021 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports (Non-Voting) 2 Receive Auditor's Report (Non-Voting) None None Management 3 Accept Financial Statements and For For Management Statutory Reports 4 Approve Remuneration Report For For Management (Non-Binding) 5 Approve Discharge of Board of Directors For For Management 6 Approve Allocation of Income and For For Management Omission of Dividends 7.1 Approve Remuneration of Board of For For Management Directors in the Amount of CHF 1.7 Million 7.2 Approve Remuneration of Executive For For Management Committee in the Amount of CHF 5.5 Million 8.1.1 Reelect Guglielmo Brentel as Director For For Management 8.1.2 Reelect Josef Felder as Director For For Management 8.1.3 Reelect Stephan Gemkow as Director For For Management 8.1.4 Reelect Corine Mauch as Director For For Management 8.1.5 Reelect Andreas Schmid as Director For For Management 8.2 Elect Andreas Schmid as Board Chairman For For Management 8.3.1 Appoint Vincent Albers as Member of For For Management the Nomination and Compensation Committee 8.3.2 Appoint Guglielmo Brentel as Member of For For Management the Nomination and Compensation Committee 8.3.3 Appoint Eveline Saupper as Member of For For Management the Nomination and Compensation Committee 8.3.4 Appoint Andreas Schmid as Non-Voting For For Management Member of the Nomination and Compensation Committee 8.4 Designate Marianne Sieger as For For Management Independent Proxy 8.5 Ratify Ernst & Young AG as Auditors For For Management 9 Transact Other Business (Voting) For Against Management -------------------------------------------------------------------------------- FORTIS INC. Ticker: FTS Security ID: 349553107 Meeting Date: MAY 06, 2021 Meeting Type: Annual Record Date: MAR 19, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tracey C. Ball For For Management 1.2 Elect Director Pierre J. Blouin For For Management 1.3 Elect Director Paul J. Bonavia For For Management 1.4 Elect Director Lawrence T. Borgard For For Management 1.5 Elect Director Maura J. Clark For For Management 1.6 Elect Director Margarita K. Dilley For For Management 1.7 Elect Director Julie A. Dobson For For Management 1.8 Elect Director Lisa L. Durocher For For Management 1.9 Elect Director Douglas J. Haughey For For Management 1.10 Elect Director David G. Hutchens For For Management 1.11 Elect Director Gianna M. Manes For For Management 1.12 Elect Director Jo Mark Zurel For For Management 2 Approve Deloitte LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- FRONTERA ENERGY CORPORATION Ticker: FEC Security ID: 35905B107 Meeting Date: MAY 19, 2021 Meeting Type: Annual Record Date: APR 09, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Fix Number of Directors at Seven For For Management 2.1 Elect Director Luis Fernando Alarcon For For Management Mantilla 2.2 Elect Director W. Ellis Armstrong For For Management 2.3 Elect Director Rene Burgos Diaz For For Management 2.4 Elect Director Orlando Cabrales Segovia For For Management 2.5 Elect Director Gabriel de Alba For For Management 2.6 Elect Director Russell Ford For For Management 2.7 Elect Director Veronique Giry For For Management 3 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration -------------------------------------------------------------------------------- IBERDROLA SA Ticker: IBE Security ID: E6165F166 Meeting Date: JUN 17, 2021 Meeting Type: Annual Record Date: JUN 11, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated and Standalone For For Management Financial Statements 2 Approve Consolidated and Standalone For For Management Management Reports 3 Approve Non-Financial Information For For Management Statement 4 Approve Discharge of Board For For Management 5 Amend Articles Re: Update of the Name For For Management of the Governance and Sustainability System and Incorporation of Other Technical Improvements 6 Amend Article 10 to Reflect Changes in For For Management Capital 7 Amend Articles Re: New Regulations For For Management Regarding Long-Term Involvement of Shareholders 8 Amend Articles Re: Allow Shareholder For For Management Meetings to be Held in Virtual-Only Format 9 Amend Article 32 Re: Climate Action For For Management Plan 10 Amend Articles Re: Meetings of Board For For Management of Directors and its Committees 11 Amend Articles Re: Annual Financial For For Management and Non-Financial Information 12 Amend Articles Re: Technical For For Management Improvements 13 Amend Articles of General Meeting For For Management Regulations Re: Update of the Name of the Governance and Sustainability System and Incorporation of Other Technical Improvements 14 Amend Articles of General Meeting For For Management Regulations Re: New Regulations Regarding Long-Term Involvement of Shareholders 15 Amend Articles of General Meeting For For Management Regulations Re: Allow Shareholder Meetings to be Held in Virtual-Only Format 16 Approve Remuneration Policy For For Management 17 Approve Allocation of Income and For For Management Dividends 18 Approve Scrip Dividends For For Management 19 Approve Scrip Dividends For For Management 20 Reelect Juan Manuel Gonzalez Serna as For For Management Director 21 Reelect Francisco Martinez Corcoles as For For Management Director 22 Ratify Appointment of and Elect Angel For For Management Jesus Acebes Paniagua as Director 23 Fix Number of Directors at 14 For For Management 24 Authorize Issuance of Non-Convertible For For Management Bonds/Debentures and/or Other Debt Securities up to EUR 30 Billion and Issuance of Notes up to EUR 6 Billion 25 Authorize Board to Ratify and Execute For For Management Approved Resolutions 26 Advisory Vote on Remuneration Report For For Management 27 Advisory Vote on Company's Climate For For Management Action Plan -------------------------------------------------------------------------------- NATIONAL GRID PLC Ticker: NG Security ID: G6S9A7120 Meeting Date: JUL 27, 2020 Meeting Type: Annual Record Date: JUL 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Final Dividend For For Management 3 Re-elect Sir Peter Gershon as Director For For Management 4 Re-elect John Pettigrew as Director For For Management 5 Re-elect Andy Agg as Director For For Management 6 Re-elect Nicola Shaw as Director For For Management 7 Re-elect Mark Williamson as Director For For Management 8 Re-elect Jonathan Dawson as Director For For Management 9 Re-elect Therese Esperdy as Director For For Management 10 Re-elect Paul Golby as Director For For Management 11 Elect Liz Hewitt as Director For For Management 12 Re-elect Amanda Mesler as Director For For Management 13 Re-elect Earl Shipp as Director For For Management 14 Re-elect Jonathan Silver as Director For For Management 15 Reappoint Deloitte LLP as Auditors For For Management 16 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 17 Approve Remuneration Report For For Management 18 Authorise EU Political Donations and For For Management Expenditure 19 Authorise Issue of Equity For For Management 20 Reapprove Share Incentive Plan For For Management 21 Reapprove Sharesave Plan For For Management 22 Approve Increase in Borrowing Limit For For Management 23 Authorise Issue of Equity without For For Management Pre-emptive Rights 24 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 25 Authorise Market Purchase of Ordinary For For Management Shares 26 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- NATIONAL GRID PLC Ticker: NG Security ID: G6S9A7120 Meeting Date: APR 22, 2021 Meeting Type: Special Record Date: APR 20, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Acquisition of PPL WPD For For Management Investments Limited 2 Approve Increase in Borrowing Limit For For Management Under the Company's Articles of Association -------------------------------------------------------------------------------- NEXTERA ENERGY, INC. Ticker: NEE Security ID: 65339F101 Meeting Date: MAY 20, 2021 Meeting Type: Annual Record Date: MAR 23, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sherry S. Barrat For For Management 1b Elect Director James L. Camaren For For Management 1c Elect Director Kenneth B. Dunn For For Management 1d Elect Director Naren K. Gursahaney For For Management 1e Elect Director Kirk S. Hachigian For For Management 1f Elect Director Amy B. Lane For For Management 1g Elect Director David L. Porges For For Management 1h Elect Director James L. Robo For For Management 1i Elect Director Rudy E. Schupp For For Management 1j Elect Director John L. Skolds For For Management 1k Elect Director Lynn M. Utter For For Management 1l Elect Director Darryl L. Wilson For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management 5 Provide Right to Act by Written Consent Against Against Shareholder -------------------------------------------------------------------------------- NORFOLK SOUTHERN CORPORATION Ticker: NSC Security ID: 655844108 Meeting Date: MAY 13, 2021 Meeting Type: Annual Record Date: MAR 05, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Thomas D. Bell, Jr. For For Management 1b Elect Director Mitchell E. Daniels, Jr. For For Management 1c Elect Director Marcela E. Donadio For For Management 1d Elect Director John C. Huffard, Jr. For For Management 1e Elect Director Christopher T. Jones For For Management 1f Elect Director Thomas C. Kelleher For For Management 1g Elect Director Steven F. Leer For For Management 1h Elect Director Michael D. Lockhart For For Management 1i Elect Director Amy E. Miles For For Management 1j Elect Director Claude Mongeau For For Management 1k Elect Director Jennifer F. Scanlon For For Management 1l Elect Director James A. Squires For For Management 1m Elect Director John R. Thompson For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Proxy Access Right Against For Shareholder 5 Report on Corporate Climate Lobbying Against For Shareholder Aligned with Paris Agreement -------------------------------------------------------------------------------- ONEOK, INC. Ticker: OKE Security ID: 682680103 Meeting Date: MAY 26, 2021 Meeting Type: Annual Record Date: MAR 29, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian L. Derksen For For Management 1.2 Elect Director Julie H. Edwards For For Management 1.3 Elect Director John W. Gibson For For Management 1.4 Elect Director Mark W. Helderman For For Management 1.5 Elect Director Randall J. Larson For For Management 1.6 Elect Director Steven J. Malcolm For For Management 1.7 Elect Director Jim W. Mogg For For Management 1.8 Elect Director Pattye L. Moore For For Management 1.9 Elect Director Eduardo A. Rodriguez For For Management 1.10 Elect Director Gerald B. Smith For For Management 1.11 Elect Director Terry K. Spencer For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- ORSTED A/S Ticker: ORSTED Security ID: K7653Q105 Meeting Date: MAR 01, 2021 Meeting Type: Annual Record Date: FEB 22, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Report of Board None None Management 2 Accept Financial Statements and For For Management Statutory Reports 3 Approve Remuneration Report (Advisory For For Management Vote) 4 Approve Discharge of Management and For For Management Board 5 Approve Allocation of Income and For For Management Dividends of DKK 11.50 Per Share 6 Authorize Share Repurchase Program For For Management 7.1 Approve Director Indemnification Scheme For For Management 7.2 Approve Guidelines for Incentive-Based For For Management Compensation for Executive Management and Board 7.3 Allow Shareholder Meetings to be Held For For Management by Electronic Means Only 7.4 Authorize Editorial Changes to Adopted For For Management Resolutions in Connection with Registration with Danish Authorities 8 Other Proposals from Shareholders None None Management (None Submitted) 9.1 Determine Number of Members (8) and For For Management Deputy Members of Board 9.2 Reelect Thomas Thune Andersen (Chair) For For Management as Director 9.3 Reelect Lene Skole (Vice Chair) as For For Management Director 9.4a Reelect Lynda Armstrong as Director For For Management 9.4b Reelect Jorgen Kildah as Director For For Management 9.4c Reelect Peter Korsholm as Director For For Management 9.4d Reelect Dieter Wemmer as Director For For Management 9.4e Elect Julia King as New Director For For Management 9.4f Elect Henrik Poulsen as New Director For For Management 10 Approve Remuneration of Directors; For For Management Approve Remuneration for Committee Work 11 Ratify PricewaterhouseCoopers as For For Management Auditors 12 Other Business None None Management -------------------------------------------------------------------------------- PEMBINA PIPELINE CORPORATION Ticker: PPL Security ID: 706327103 Meeting Date: MAY 07, 2021 Meeting Type: Annual Record Date: MAR 19, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Randall J. Findlay For For Management 1.2 Elect Director Anne-Marie N. Ainsworth For For Management 1.3 Elect Director Cynthia Carroll For For Management 1.4 Elect Director Michael H. Dilger For For Management 1.5 Elect Director Robert G. Gwin For For Management 1.6 Elect Director Maureen E. Howe For For Management 1.7 Elect Director Gordon J. Kerr For For Management 1.8 Elect Director David M.B. LeGresley For For Management 1.9 Elect Director Leslie A. O'Donoghue For For Management 1.10 Elect Director Bruce D. Rubin For For Management 1.11 Elect Director Henry W. Sykes For For Management 2 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED Ticker: PEG Security ID: 744573106 Meeting Date: APR 20, 2021 Meeting Type: Annual Record Date: FEB 19, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ralph Izzo For For Management 1.2 Elect Director Shirley Ann Jackson For For Management 1.3 Elect Director Willie A. Deese For For Management 1.4 Elect Director David Lilley For For Management 1.5 Elect Director Barry H. Ostrowsky For For Management 1.6 Elect Director Scott G. Stephenson For For Management 1.7 Elect Director Laura A. Sugg For For Management 1.8 Elect Director John P. Surma For For Management 1.9 Elect Director Susan Tomasky For For Management 1.10 Elect Director Alfred W. Zollar For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Approve Non-Employee Director For For Management Restricted Stock Plan 5 Approve Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- SEMPRA ENERGY Ticker: SRE Security ID: 816851109 Meeting Date: MAY 14, 2021 Meeting Type: Annual Record Date: MAR 19, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Alan L. Boeckmann For For Management 1b Elect Director Andres Conesa For For Management 1c Elect Director Maria Contreras-Sweet For For Management 1d Elect Director Pablo A. Ferrero For For Management 1e Elect Director William D. Jones For For Management 1f Elect Director Jeffrey W. Martin For For Management 1g Elect Director Bethany J. Mayer For For Management 1h Elect Director Michael N. Mears For For Management 1i Elect Director Jack T. Taylor For For Management 1j Elect Director Cynthia L. Walker For For Management 1k Elect Director Cynthia J. Warner For For Management 1l Elect Director James C. Yardley For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Proxy Access Right Against For Shareholder 5 Report on Corporate Climate Lobbying Against Against Shareholder Aligned with Paris Agreement -------------------------------------------------------------------------------- SPIRE, INC. Ticker: SR Security ID: 84857L101 Meeting Date: JAN 28, 2021 Meeting Type: Annual Record Date: NOV 30, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mark A. Borer For For Management 1.2 Elect Director Maria V. Fogarty For For Management 1.3 Elect Director Stephen S. Schwartz For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- SYDNEY AIRPORT Ticker: SYD Security ID: Q8808P103 Meeting Date: MAY 21, 2021 Meeting Type: Annual Record Date: MAY 19, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Remuneration Report For For Management 2 Elect Grant Fenn as Director For For Management 3 Elect Abi Cleland as Director For For Management 4 Approve Grant of 407,727 Rights to For For Management Geoff Culbert 5 Approve Grant of 182,927 Rights to For For Management Geoff Culbert 1 Elect Russell Balding as Director For For Management -------------------------------------------------------------------------------- TARGA RESOURCES CORP. Ticker: TRGP Security ID: 87612G101 Meeting Date: MAY 25, 2021 Meeting Type: Annual Record Date: MAR 29, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Beth A. Bowman For For Management 1.2 Elect Director Lindsey M. Cooksen For For Management 1.3 Elect Director Robert B. Evans For For Management 1.4 Elect Director Joe Bob Perkins For For Management 1.5 Elect Director Ershel C. Redd, Jr. For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Increase Authorized Common Stock For For Management -------------------------------------------------------------------------------- TC ENERGY CORPORATION Ticker: TRP Security ID: 87807B107 Meeting Date: MAY 07, 2021 Meeting Type: Annual Record Date: MAR 22, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephan Cretier For For Management 1.2 Elect Director Michael R. Culbert For For Management 1.3 Elect Director Susan C. Jones For For Management 1.4 Elect Director Randy Limbacher For For Management 1.5 Elect Director John E. Lowe For For Management 1.6 Elect Director David MacNaughton For For Management 1.7 Elect Director Francois L. Poirier For For Management 1.8 Elect Director Una Power For For Management 1.9 Elect Director Mary Pat Salomone For For Management 1.10 Elect Director Indira V. Samarasekera For For Management 1.11 Elect Director D. Michael G. Stewart For For Management 1.12 Elect Director Siim A. Vanaselja For For Management 1.13 Elect Director Thierry Vandal For For Management 2 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach 4 Amend By-law Number 1 For For Management -------------------------------------------------------------------------------- THE SOUTHERN COMPANY Ticker: SO Security ID: 842587107 Meeting Date: MAY 26, 2021 Meeting Type: Annual Record Date: MAR 29, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Janaki Akella For For Management 1b Elect Director Juanita Powell Baranco For For Management 1c Elect Director Henry A. Clark, III For For Management 1d Elect Director Anthony F. Earley, Jr. For For Management 1e Elect Director Thomas A. Fanning For For Management 1f Elect Director David J. Grain For For Management 1g Elect Director Colette D. Honorable For For Management 1h Elect Director Donald M. James For For Management 1i Elect Director John D. Johns For For Management 1j Elect Director Dale E. Klein For For Management 1k Elect Director Ernest J. Moniz For For Management 1l Elect Director William G. Smith, Jr. For For Management 1m Elect Director E. Jenner Wood, III For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Omnibus Stock Plan For For Management 4 Ratify Deloitte & Touche LLP as For For Management Auditors 5 Reduce Supermajority Vote Requirement For For Management -------------------------------------------------------------------------------- TRANSURBAN GROUP LTD. Ticker: TCL Security ID: Q9194A106 Meeting Date: OCT 08, 2020 Meeting Type: Annual Record Date: OCT 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 2a Elect Terence Bowen as Director For For Management 2b Elect Neil Chatfield as Director For For Management 2c Elect Jane Wilson as Director For For Management 3 Approve Remuneration Report For For Management 4 Approve Grant of Performance Awards to For For Management Scott Charlton -------------------------------------------------------------------------------- UNION PACIFIC CORPORATION Ticker: UNP Security ID: 907818108 Meeting Date: MAY 13, 2021 Meeting Type: Annual Record Date: MAR 16, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Andrew H. Card, Jr. For For Management 1b Elect Director William J. DeLaney For For Management 1c Elect Director David B. Dillon For For Management 1d Elect Director Lance M. Fritz For For Management 1e Elect Director Deborah C. Hopkins For For Management 1f Elect Director Jane H. Lute For For Management 1g Elect Director Michael R. McCarthy For For Management 1h Elect Director Thomas F. McLarty, III For For Management 1i Elect Director Jose H. Villarreal For For Management 1j Elect Director Christopher J. Williams For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management 5 Approve Nonqualified Employee Stock For For Management Purchase Plan 6 Report on EEO Against For Shareholder 7 Publish Annually a Report Assessing Against For Shareholder Diversity and Inclusion Efforts 8 Annual Vote and Report on Climate Against Against Shareholder Change -------------------------------------------------------------------------------- VINCI SA Ticker: DG Security ID: F5879X108 Meeting Date: APR 08, 2021 Meeting Type: Annual/Special Record Date: APR 06, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated Financial For For Management Statements and Statutory Reports 2 Approve Financial Statements and For For Management Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 2.04 per Share 4 Reelect Yannick Assouad as Director For For Management 5 Reelect Graziella Gavezotti as Director For For Management 6 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 7 Approve Remuneration Policy of For For Management Directors 8 Approve Remuneration Policy of Xavier For For Management Huillard, Chairman and CEO 9 Approve Compensation Report of For For Management Corporate Officers 10 Approve Compensation of Xavier For For Management Huillard, Chairman and CEO 11 Approve Company's Environmental For For Management Transition Plan 12 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 13 Authorize Capitalization of Reserves For For Management for Bonus Issue or Increase in Par Value 14 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 300 Million 15 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 150 Million 16 Approve Issuance of Equity or For For Management Equity-Linked Securities for Private Placements, up to Aggregate Nominal Amount of EUR 150 Million 17 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Under Items 14-16 18 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 19 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 20 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans Reserved for Employees of International Subsidiaries 21 Authorize up to 1 Percent of Issued For For Management Capital for Use in Restricted Stock Plans 22 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- XCEL ENERGY INC. Ticker: XEL Security ID: 98389B100 Meeting Date: MAY 19, 2021 Meeting Type: Annual Record Date: MAR 22, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lynn Casey For For Management 1b Elect Director Ben Fowke For For Management 1c Elect Director Robert Frenzel For For Management 1d Elect Director Netha Johnson For For Management 1e Elect Director Patricia Kampling For For Management 1f Elect Director George Kehl For For Management 1g Elect Director Richard O'Brien For For Management 1h Elect Director Charles Pardee For For Management 1i Elect Director Christopher Policinski For For Management 1j Elect Director James Prokopanko For For Management 1k Elect Director David Westerlund For For Management 1l Elect Director Kim Williams For For Management 1m Elect Director Timothy Wolf For For Management 1n Elect Director Daniel Yohannes For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Report on Costs and Benefits of Against Against Shareholder Climate-Related Activities ========== END NPX REPORT 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) Virtus Total Return Fund Inc. By: /s/ George R. Aylward -------------------------- George R. Aylward, President Date: November 11, 2021