0001133228-13-003427.txt : 20130826
0001133228-13-003427.hdr.sgml : 20130826
20130826094259
ACCESSION NUMBER: 0001133228-13-003427
CONFORMED SUBMISSION TYPE: N-PX
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130630
FILED AS OF DATE: 20130826
DATE AS OF CHANGE: 20130826
EFFECTIVENESS DATE: 20130826
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: GABELLI CONVERTIBLE & INCOME SECURITIES FUND INC
CENTRAL INDEX KEY: 0000845611
IRS NUMBER: 133523423
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: N-PX
SEC ACT: 1940 Act
SEC FILE NUMBER: 811-05715
FILM NUMBER: 131059408
BUSINESS ADDRESS:
STREET 1: ONE CORPORATE CENTER
CITY: RYE
STATE: NY
ZIP: 10580
BUSINESS PHONE: 2123098408
MAIL ADDRESS:
STREET 1: ONE CORPORATE CENTER
CITY: RYE YORK
STATE: NY
ZIP: 10580
FORMER COMPANY:
FORMER CONFORMED NAME: GABELLI CONVERTIBLE SECURITIES FUND INC /DE
DATE OF NAME CHANGE: 19970507
FORMER COMPANY:
FORMER CONFORMED NAME: GABELLI SERIES FUNDS INC
DATE OF NAME CHANGE: 19920703
N-PX
1
npx_gabcv.txt
THE GABELLI CONVERTIBLE AND INCOME SECURITIES 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 811-05715
The Gabelli Convertible and Income Securities Fund Inc.
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant's telephone number, including area code: 1-800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2012 - June 30, 2013
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (Sections 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2012 TO JUNE 30, 2013
INVESTMENT COMPANY REPORT
THE COCA-COLA COMPANY
SECURITY 191216100 MEETING TYPE Special
TICKER SYMBOL KO MEETING DATE 10-Jul-2012
ISIN US1912161007 AGENDA 933646385 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
01 TO AMEND ARTICLE FOURTH OF THE Management For For
COMPANY'S RESTATED CERTIFICATE OF
INCORPORATION, AS AMENDED, TO
INCREASE THE AUTHORIZED COMMON
STOCK OF THE COMPANY FROM
5,600,000,000 SHARES, PAR VALUE $.25 PER
SHARE, TO 11,200,000,000 SHARES, PAR
VALUE $.25 PER SHARE, AND TO EFFECT A
SPLIT OF THE ISSUED COMMON STOCK OF
THE COMPANY BY CHANGING EACH ISSUED
SHARE OF COMMON STOCK INTO TWO
SHARES OF COMMON STOCK.
PROGRESS ENERGY, INC.
SECURITY 743263105 MEETING TYPE Annual
TICKER SYMBOL MEETING DATE 06-Aug-2012
ISIN US7432631056 AGENDA 933663987 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A ELECTION OF DIRECTOR: JOHN D. BAKER II Management For For
1B ELECTION OF DIRECTOR: JAMES E. BOSTIC, JR. Management For For
1C ELECTION OF DIRECTOR: HARRIS E. Management For For
DELOACH, JR.
1D ELECTION OF DIRECTOR: JAMES B. HYLER, JR. Management For For
1E ELECTION OF DIRECTOR: WILLIAM D. Management For For
JOHNSON
1F ELECTION OF DIRECTOR: ROBERT W. Management For For
JONES
1G ELECTION OF DIRECTOR: W. STEVEN JONES Management For For
1H ELECTION OF DIRECTOR: MELQUIADES Management For For
MARTINEZ
1I ELECTION OF DIRECTOR: E. MARIE MCKEE Management For For
1J ELECTION OF DIRECTOR: JOHN H. MULLIN, III Management For For
1K ELECTION OF DIRECTOR: CHARLES W. Management For For
PRYOR, JR.
1L ELECTION OF DIRECTOR: CARLOS A. Management For For
SALADRIGAS
1M ELECTION OF DIRECTOR: THERESA M. Management For For
STONE
1N ELECTION OF DIRECTOR: ALFRED C. Management For For
TOLLISON, JR.
02 ADVISORY (NONBINDING) VOTE TO Management Abstain Against
APPROVE THE COMPANY'S EXECUTIVE
COMPENSATION.
03 RATIFICATION OF THE SELECTION OF Management For For
DELOITTE & TOUCHE LLP AS PROGRESS
ENERGY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2012.
04 RE-APPROVE THE MATERIAL TERMS OF Management For For
PERFORMANCE GOALS UNDER THE
COMPNAY'S 2007 EQUITY INCENTIVE PLAN
AS REQUIRED BY SECTION 162(M) OF THE
INTERNAL REVENUE CODE.
JULIUS BAER GRUPPE AG, ZUERICH
SECURITY H4414N103 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 19-Sep-2012
ISIN CH0102484968 AGENDA 704026702 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT BLOCKING OF REGISTERED SHARES IS NOT Non-Voting
A LEGAL REQUIREMENT IN THE SWISS
MARKET,-SPECIFIC POLICIES AT THE
INDIVIDUAL SUB-CUSTODIANS MAY VARY.
UPON RECEIPT OF T-HE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHAR-
ES TO ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF
YOU H-AVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR
CLIENT SERVICE REPRE-SENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF Non-Voting
THE MEETING NOTICE SENT UNDER
MEETING-115043, INCLUDING THE AGENDA.
TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST-BE NOTIFIED TO THE
COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RE-REGISTR-ATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED
AFTER T-HE CUTOFF DATE WILL BE
PROCESSED ON A BEST EFFORT BASIS.
THANK YOU.
1 Creation of authorized share capital for the Management No Action
purpose of the partial financing of the acquisition
of the International Wealth Management
business of Bank of America Merrill Lynch
outside the Unites States
2 Ad-hoc Management No Action
GENERAL MILLS, INC.
SECURITY 370334104 MEETING TYPE Annual
TICKER SYMBOL GIS MEETING DATE 24-Sep-2012
ISIN US3703341046 AGENDA 933676201 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: BRADBURY H. Management For For
ANDERSON
1B. ELECTION OF DIRECTOR: R. KERRY CLARK Management For For
1C. ELECTION OF DIRECTOR: PAUL DANOS Management For For
1D. ELECTION OF DIRECTOR: WILLIAM T. ESREY Management For For
1E. ELECTION OF DIRECTOR: RAYMOND V. Management For For
GILMARTIN
1F. ELECTION OF DIRECTOR: JUDITH RICHARDS Management For For
HOPE
1G. ELECTION OF DIRECTOR: HEIDI G. MILLER Management For For
1H. ELECTION OF DIRECTOR: HILDA OCHOA- Management For For
BRILLEMBOURG
1I. ELECTION OF DIRECTOR: STEVE ODLAND Management For For
1J. ELECTION OF DIRECTOR: KENDALL J. Management For For
POWELL
1K. ELECTION OF DIRECTOR: MICHAEL D. ROSE Management For For
1L. ELECTION OF DIRECTOR: ROBERT L. RYAN Management For For
1M. ELECTION OF DIRECTOR: DOROTHY A. Management For For
TERRELL
2. CAST AN ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION.
3. RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
GENERAL MILLS' INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
THE PROCTER & GAMBLE COMPANY
SECURITY 742718109 MEETING TYPE Annual
TICKER SYMBOL PG MEETING DATE 09-Oct-2012
ISIN US7427181091 AGENDA 933681062 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ANGELA F. BRALY Management For For
1B. ELECTION OF DIRECTOR: KENNETH I. Management For For
CHENAULT
1C. ELECTION OF DIRECTOR: SCOTT D. COOK Management For For
1D. ELECTION OF DIRECTOR: SUSAN DESMOND- Management For For
HELLMANN
1E. ELECTION OF DIRECTOR: ROBERT A. Management For For
MCDONALD
1F. ELECTION OF DIRECTOR: W. JAMES Management For For
MCNERNEY, JR.
1G. ELECTION OF DIRECTOR: JOHNATHAN A. Management For For
RODGERS
1H. ELECTION OF DIRECTOR: MARGARET C. Management For For
WHITMAN
1I. ELECTION OF DIRECTOR: MARY AGNES Management For For
WILDEROTTER
1J. ELECTION OF DIRECTOR: PATRICIA A. Management For For
WOERTZ
1K. ELECTION OF DIRECTOR: ERNESTO Management For For
ZEDILLO
2. RATIFY APPOINTMENT OF THE Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
3. ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION (THE SAY ON PAY VOTE)
4. SHAREHOLDER PROPOSAL #1 - SAY ON Shareholder Against For
POLITICAL CONTRIBUTION (PAGE 67 OF
PROXY STATEMENT)
5. SHAREHOLDER PROPOSAL #2 - PRODUCER Shareholder Against For
RESPONSIBILITY FOR PACKAGING (PAGE 70
OF PROXY STATEMENT)
6. SHAREHOLDER PROPOSAL #3 - ADOPT Shareholder Against For
SIMPLE MAJORITY VOTE (PAGE 72 OF
PROXY STATEMENT)
TELEKOM AUSTRIA AG, WIEN
SECURITY A8502A102 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 23-Oct-2012
ISIN AT0000720008 AGENDA 704070527 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1 Election of 1 member to the supervisory board Management For For
(Mr. Beyrer will resign with effect from 31/10/12,
Mr. Rudolf Kemler is nominated for the election)
CMMT PLEASE NOTE THAT THE MANAGEMENT Non-Voting
MAKES NO RECOMMENDATIONS FOR
RESOLUTION 1. THA-NK YOU
CMMT PLEASE NOTE THAT THE MEETING HAS Non-Voting
BEEN SET UP USING THE RECORD DATE 12
OCT 2012-WHICH AT THIS TIME WE ARE
UNABLE TO SYSTEMATICALLY UPDATE. THE
TRUE RECORD DA-TE FOR THIS MEETING IS
13 OCT 2012. THANK YOU
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO CHANGE IN RECORD DATE FROM 13
OCT 2-012 TO 12 OCT 2012 AND RECEIPT OF
ADDITIONAL COMMENT. IF YOU HAVE
ALREADY SENT-IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM
UNLESS YOU DECIDE TO AMEN-D YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
AMERIGROUP CORPORATION
SECURITY 03073T102 MEETING TYPE Special
TICKER SYMBOL AGP MEETING DATE 23-Oct-2012
ISIN US03073T1025 AGENDA 933684842 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. TO ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF JULY 9, 2012, BY
AND AMONG WELLPOINT, INC., THE
COMPANY AND WELLPOINT MERGER SUB,
INC., AN INDIRECT WHOLLY-OWNED
SUBSIDIARY OF WELLPOINT (AS IT MAY BE
AMENDED FROM TIME TO TIME, THE
"MERGER AGREEMENT").
2. TO APPROVE AN ADJOURNMENT OF THE Management For For
SPECIAL MEETING, IF NECESSARY OR
APPROPRIATE IN THE VIEW OF THE BOARD
OF DIRECTORS, TO SOLICIT ADDITIONAL
PROXIES IN FAVOR OF THE PROPOSAL TO
ADOPT THE MERGER AGREEMENT IF THERE
ARE NOT SUFFICIENT VOTES AT THE TIME
OF SUCH ADJOURNMENT TO ADOPT THE
MERGER AGREEMENT.
3. TO APPROVE, ON A NON-BINDING, Management Abstain Against
ADVISORY BASIS, CERTAIN COMPENSATION
THAT WILL OR MAY BECOME PAYABLE BY
THE COMPANY TO ITS NAMED EXECUTIVE
OFFICERS THAT IS BASED ON OR
OTHERWISE RELATES TO THE MERGER.
NORTHEAST UTILITIES
SECURITY 664397106 MEETING TYPE Annual
TICKER SYMBOL NU MEETING DATE 31-Oct-2012
ISIN US6643971061 AGENDA 933688256 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 RICHARD H. BOOTH For For
2 JOHN S. CLARKESON For For
3 COTTON M. CLEVELAND For For
4 SANFORD CLOUD, JR. For For
5 JAMES S. DISTASIO For For
6 FRANCIS A. DOYLE For For
7 CHARLES K. GIFFORD For For
8 PAUL A. LA CAMERA For For
9 KENNETH R. LEIBLER For For
10 THOMAS J. MAY For For
11 CHARLES W. SHIVERY For For
12 WILLIAM C. VAN FAASEN For For
13 FREDERICA M. WILLIAMS For For
14 DENNIS R. WRAASE For For
2. TO CONSIDER AND APPROVE THE Management Abstain Against
FOLLOWING ADVISORY (NON-BINDING)
PROPOSAL: "RESOLVED, THAT THE
COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS, AS
DISCLOSED PURSUANT TO THE
COMPENSATION DISCLOSURE RULES OF
THE SECURITIES AND EXCHANGE
COMMISSION, INCLUDING THE
COMPENSATION DISCUSSION AND
ANALYSIS, COMPENSATION TABLES AND
ANY RELATED MATERIAL IS HEREBY
APPROVED.
3. TO RE-APPROVE THE MATERIAL TERMS OF Management For For
PERFORMANCE GOALS UNDER THE 2009
NORTHEAST UTILITIES INCENTIVE PLAN AS
REQUIRED BY SECTION 162(M) OF THE
INTERNAL REVENUE CODE.
4. TO RATIFY THE SELECTION OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR
2012.
PERNOD-RICARD, PARIS
SECURITY F72027109 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 09-Nov-2012
ISIN FR0000120693 AGENDA 704074234 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET Non-Voting
THAT THE ONLY VALID VOTE OPTIONS ARE
"FOR"-AND "AGAINST" A VOTE OF "ABSTAIN"
WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT French Resident Shareowners must complete, Non-Voting
sign and forward the Proxy Card-directly to the
sub custodian. Please contact your Client
Service-Representative to obtain the necessary
card, account details and directions.-The
following applies to Non-Resident Shareowners:
Proxy Cards: Voting-instructions will be
forwarded to the Global Custodians that have
become-Registered Intermediaries, on the Vote
Deadline Date. In capacity as-Registered
Intermediary, the Global Custodian will sign the
Proxy Card and-forward to the local custodian. If
you are unsure whether your Global-Custodian
acts as Registered Intermediary, please contact
your representative
CMMT PLEASE NOTE THAT IMPORTANT Non-Voting
ADDITIONAL MEETING INFORMATION IS
AVAILABLE BY-CLICKING ON THE MATERIAL
URL LINK: http://www.journal-
officiel.gouv.fr//pdf/20-
12/1003/201210031205905.pdf AND
https://balo.journal-officiel.gouv.fr/pdf/2012-
/1019/201210191206055.pdf
O.1 Approval of the corporate financial statements for Management For For
the financial year ended June 30, 2012
O.2 Approval of the consolidated financial statements Management For For
for the financial year ended June 30, 2012
O.3 Allocation of income for the financial year ended Management For For
June 30, 2012 and setting the dividend
O.4 Approval of the regulated Agreements pursuant Management For For
to Articles L.225-38 et seq. of the Commercial
Code
O.5 Approval of the commitments pursuant to Article Management For For
L. 225-42-1 of the Commercial Code regarding
Mr. Pierre Pringuet
O.6 Approval of the commitments pursuant to Article Management For For
L. 225-42-1 of the Commercial Code regarding
Mr. Alexandre Ricard
O.7 Ratification of the cooptation of Mrs. Martina Management For For
Gonzalez-Gallarza as Board member.
O.8 Ratification of the cooptation of Mr. Alexandre Management For For
Ricard as Board member
O.9 Renewal of term of Mr. Alexandre Ricard as Management For For
Board member
O.10 Renewal of term of Mr. Pierre Pringuet as Board Management For For
member
O.11 Renewal of term of Mr. Wolfgang Colberg as Management For For
Board member
O.12 Renewal of term of Mr. Cesar Giron as Board Management For For
member
O.13 Renewal of term of Mrs. Martina Gonzalez- Management For For
Gallarza as Board member
O.14 Appointment of Mr. Ian Gallienne as Board Management For For
member
O.15 Setting the annual amount of attendance Management For For
allowances allocated to the Board members
O.16 Authorization to be granted to the Board of Management For For
Directors to trade in Company's shares
E.17 Authorization to be granted to the Board of Management For For
Directors to carry out free allocation of
performance shares to employees and corporate
Executives of the Company and Group
companies
E.18 Authorization to be granted to the Board of Management For For
Directors to grant options entitling to the
subscription for shares of the Company to be
issued or to purchase existing shares of the
Company to employees and corporate
Executives of the Company and Group
companies
E.19 Delegation of authority to be granted to the Board Management Against Against
of Directors to decide to increase share capital by
issuing shares or securities giving access to
capital reserved for members of a company
savings plan with cancellation of preferential
subscription rights in favor of the latter
E.20 Amendment to Article 5 of the bylaws regarding Management For For
the duration of the Company
E.21 Amendment to Article 20 of the bylaws regarding Management For For
the age limit of the Chairman of the Board of
Directors
E.22 Alignment of Article 27 of the bylaws with legal Management For For
and regulatory provisions
E.23 Alignment of Article 32 of the bylaws with legal Management For For
and regulatory provisions
E.24 Alignment of Article 33 of the bylaws with legal Management For For
and regulatory provisions
E.25 Powers to carry out all required legal formalities Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO ADDITION OF URL LINK. IF YOU
HAVE A-LREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DEC-IDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
GENON ENERGY, INC.
SECURITY 37244E107 MEETING TYPE Special
TICKER SYMBOL GEN MEETING DATE 09-Nov-2012
ISIN US37244E1073 AGENDA 933697320 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. TO ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF JULY 20, 2012, BY
AND AMONG NRG ENERGY, INC., PLUS
MERGER CORPORATION AND GENON
ENERGY, INC., AS THE SAME MAY BE
AMENDED FROM TIME TO TIME, A COPY OF
WHICH IS ATTACHED AS ANNEX A TO THE
JOINT PROXY STATEMENT/PROSPECTUS
ACCOMPANYING THIS NOTICE (THE
"MERGER" PROPOSAL).
2. TO CONDUCT AN ADVISORY VOTE ON THE Management Abstain Against
MERGER-RELATED COMPENSATION
ARRANGEMENTS OF OUR NAMED
EXECUTIVE OFFICERS (THE "MERGER-
RELATED COMPENSATION" PROPOSAL).
3. TO APPROVE ANY MOTION TO ADJOURN Management For For
THE GENON SPECIAL MEETING, IF
NECESSARY, TO SOLICIT ADDITIONAL
PROXIES (THE "GENON ADJOURNMENT"
PROPOSAL).
KENEXA CORPORATION
SECURITY 488879107 MEETING TYPE Special
TICKER SYMBOL KNXA MEETING DATE 03-Dec-2012
ISIN US4888791070 AGENDA 933702171 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. THE PROPOSAL TO ADOPT THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED
AS OF AUGUST 25, 2012, BY AND AMONG
INTERNATIONAL BUSINESS MACHINES
CORPORATION, A NEW YORK
CORPORATION ("IBM"), JASMINE
ACQUISITION CORP., A PENNSYLVANIA
CORPORATION AND WHOLLY-OWNED
SUBSIDIARY OF IBM, AND KENEXA
CORPORATION, AS SUCH AGREEMENT MAY
BE AMENDED FROM TIME TO TIME.
2. THE PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING TO A LATER DATE, IF NECESSARY
AND APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IN THE EVENT THERE ARE NOT
SUFFICIENT VOTES IN FAVOR OF THE
MERGER AGREEMENT AT THE TIME OF THE
SPECIAL MEETING.
3. THE PROPOSAL TO APPROVE, ON AN Management Abstain Against
ADVISORY (NON-BINDING) BASIS, CERTAIN
"GOLDEN PARACHUTE" COMPENSATION
THAT MAY BE PAID OR BECOME PAYABLE
TO KENEXA CORPORATION'S NAMED
EXECUTIVE OFFICERS IN CONNECTION
WITH THE MERGER, INCLUDING THE
AGREEMENTS AND UNDERSTANDINGS WITH
KENEXA CORPORATION PURSUANT TO
WHICH SUCH COMPENSATION MAY BE PAID
OR BECOME PAYABLE.
ROBBINS & MYERS, INC.
SECURITY 770196103 MEETING TYPE Special
TICKER SYMBOL RBN MEETING DATE 27-Dec-2012
ISIN US7701961036 AGENDA 933715368 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AUGUST 8, 2012, BY AND
AMONG NATIONAL OILWELL VARCO, INC.,
RAVEN PROCESS CORP., AND ROBBINS &
MYERS, INC. AND APPROVE THE
TRANSACTIONS CONTEMPLATED BY THAT
AGREEMENT.
2. APPROVAL IN AN ADVISORY (NON-BINDING) Management For For
VOTE OF THE COMPENSATION PAID TO THE
COMPANY'S NAMED EXECUTIVE OFFICERS
IN CONNECTION WITH THE MERGER.
3. ANY ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN THE
EVENT THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING OR
ANY ADJOURNMENT TO ADOPT THE
MERGER AGREEMENT.
BECTON, DICKINSON AND COMPANY
SECURITY 075887109 MEETING TYPE Annual
TICKER SYMBOL BDX MEETING DATE 29-Jan-2013
ISIN US0758871091 AGENDA 933718756 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: BASIL L. Management For For
ANDERSON
1B. ELECTION OF DIRECTOR: HENRY P. Management For For
BECTON, JR.
1C. ELECTION OF DIRECTOR: CATHERINE M. Management For For
BURZIK
1D. ELECTION OF DIRECTOR: EDWARD F. Management For For
DEGRAAN
1E. ELECTION OF DIRECTOR: VINCENT A. Management For For
FORLENZA
1F. ELECTION OF DIRECTOR: CLAIRE M. Management For For
FRASER
1G. ELECTION OF DIRECTOR: CHRISTOPHER Management For For
JONES
1H. ELECTION OF DIRECTOR: MARSHALL O. Management For For
LARSEN
1I. ELECTION OF DIRECTOR: ADEL A.F. Management For For
MAHMOUD
1J. ELECTION OF DIRECTOR: GARY A. Management For For
MECKLENBURG
1K. ELECTION OF DIRECTOR: JAMES F. ORR Management For For
1L. ELECTION OF DIRECTOR: WILLARD J. Management For For
OVERLOCK, JR.
1M. ELECTION OF DIRECTOR: REBECCA W. Management For For
RIMEL
1N. ELECTION OF DIRECTOR: BERTRAM L. Management For For
SCOTT
1O. ELECTION OF DIRECTOR: ALFRED SOMMER Management For For
2. RATIFICATION OF SELECTION OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
4. AMENDMENT TO THE COMPANY'S Management Against Against
RESTATED CERTIFICATE OF
INCORPORATION.
5. AMENDMENTS TO THE 2004 EMPLOYEE AND Management Against Against
DIRECTOR EQUITY-BASED COMPENSATION
PLAN.
RALCORP HOLDINGS, INC.
SECURITY 751028101 MEETING TYPE Special
TICKER SYMBOL RAH MEETING DATE 29-Jan-2013
ISIN US7510281014 AGENDA 933723543 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. TO APPROVE THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED AS OF NOVEMBER 26,
2012, AMONG RALCORP HOLDINGS, INC.,
CONAGRA FOODS, INC. AND PHOENIX
ACQUISITION SUB INC., A WHOLLY OWNED
SUBSIDIARY OF CONAGRA FOODS, INC., AS
IT MAY BE AMENDED FROM TIME TO TIME,
PURSUANT TO WHICH PHOENIX
ACQUISITION SUB INC. WILL MERGE WITH
AND INTO RALCORP HOLDINGS, INC.
2. TO APPROVE, ON AN ADVISORY (NON- Management Abstain Against
BINDING) BASIS, THE COMPENSATION THAT
MAY BE PAID OR BECOME PAYABLE TO
RALCORP HOLDINGS, INC.'S NAMED
EXECUTIVE OFFICERS THAT IS BASED ON
OR OTHERWISE RELATES TO THE MERGER
OF PHOENIX ACQUISITION SUB INC. WITH
AND INTO RALCORP HOLDINGS, INC.
3. TO APPROVE THE ADJOURNMENT OF THE Management For For
SPECIAL MEETING TO A LATER DATE OR
TIME, IF NECESSARY OR APPROPRIATE, TO
SOLICIT ADDITIONAL PROXIES IN THE
EVENT THERE ARE INSUFFICIENT VOTES AT
THE TIME OF THE SPECIAL MEETING OR
ANY ADJOURNMENT OR POSTPONEMENT
THEREOF TO APPROVE PROPOSAL 1.
POST HLDGS INC
SECURITY 737446104 MEETING TYPE Annual
TICKER SYMBOL POST MEETING DATE 31-Jan-2013
ISIN US7374461041 AGENDA 933721791 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 GREGORY L. CURL For For
2 WILLIAM H. DANFORTH For For
3 DAVID P. SKARIE For For
2. APPROVAL OF AMENDMENT TO 2012 POST Management For For
HOLDINGS, INC. LONG-TERM INCENTIVE
PLAN.
3. RATIFICATION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING SEPTEMBER 30, 2013.
4. ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION.
5. ADVISORY VOTE ON THE FREQUENCY OF Management Abstain Against
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
ROCKWELL AUTOMATION, INC.
SECURITY 773903109 MEETING TYPE Annual
TICKER SYMBOL ROK MEETING DATE 05-Feb-2013
ISIN US7739031091 AGENDA 933720167 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
A. DIRECTOR Management
1 BARRY C. JOHNSON For For
2 W.T. MCCORMICK, JR. For For
3 KEITH D. NOSBUSCH For For
B. TO APPROVE THE SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS THE CORPORATION'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
C. TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
COMPENSATION OF THE CORPORATION'S
NAMED EXECUTIVE OFFICERS.
ROYAL BANK OF CANADA
SECURITY 780087102 MEETING TYPE Annual and Special Meeting
TICKER SYMBOL RY MEETING DATE 28-Feb-2013
ISIN CA7800871021 AGENDA 933730586 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
01 DIRECTOR Management
1 W.G. BEATTIE For For
2 D.F. DENISON For For
3 P. GAUTHIER For For
4 R.L. GEORGE For For
5 T.J. HEARN For For
6 A.D. LABERGE For For
7 J. LAMARRE For For
8 B.C. LOUIE For For
9 M.H. MCCAIN For For
10 H. MUNROE-BLUM For For
11 G.M. NIXON For For
12 D.P. O'BRIEN For For
13 J.P. REINHARD For For
14 E. SONSHINE For For
15 K.P. TAYLOR For For
16 B.A. VAN KRALINGEN For For
17 V.L. YOUNG For For
02 APPOINTMENT OF DELOITTE LLP AS Management For For
AUDITOR
03 ADVISORY RESOLUTION TO ACCEPT THE Management For For
APPROACH TO EXECUTIVE COMPENSATION
DISCLOSED IN THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR
04 SHAREHOLDER PROPOSAL NO. 1 Shareholder Against For
05 SHAREHOLDER PROPOSAL NO. 2 Shareholder Against For
06 SHAREHOLDER PROPOSAL NO. 3 Shareholder Against For
07 SHAREHOLDER PROPOSAL NO. 4 Shareholder Against For
08 SHAREHOLDER PROPOSAL NO. 5 Shareholder Against For
09 SHAREHOLDER PROPOSAL NO. 6 Shareholder Against For
10 SHAREHOLDER PROPOSAL NO. 7 Shareholder Against For
11 SHAREHOLDER PROPOSAL NO. 8 Shareholder Against For
12 SHAREHOLDER PROPOSAL NO. 9 Shareholder Against For
NATIONAL FUEL GAS COMPANY
SECURITY 636180101 MEETING TYPE Annual
TICKER SYMBOL NFG MEETING DATE 07-Mar-2013
ISIN US6361801011 AGENDA 933726498 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 DAVID C. CARROLL Withheld Against
2 CRAIG G. MATTHEWS Withheld Against
3 DAVID F. SMITH Withheld Against
2. VOTE TO RATIFY Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY APPROVAL OF EXECUTIVE Management Abstain Against
COMPENSATION
COVIDIEN PLC
SECURITY G2554F113 MEETING TYPE Annual
TICKER SYMBOL COV MEETING DATE 20-Mar-2013
ISIN IE00B68SQD29 AGENDA 933727779 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A) ELECTION OF DIRECTOR: JOSE E. ALMEIDA Management For For
1B) ELECTION OF DIRECTOR: JOY A. Management For For
AMUNDSON
1C) ELECTION OF DIRECTOR: CRAIG ARNOLD Management For For
1D) ELECTION OF DIRECTOR: ROBERT H. BRUST Management For For
1E) ELECTION OF DIRECTOR: JOHN M. Management For For
CONNORS, JR.
1F) ELECTION OF DIRECTOR: CHRISTOPHER J. Management For For
COUGHLIN
1G) ELECTION OF DIRECTOR: RANDALL J. Management For For
HOGAN, III
1H) ELECTION OF DIRECTOR: MARTIN D. Management For For
MADAUS
1I) ELECTION OF DIRECTOR: DENNIS H. Management For For
REILLEY
1J) ELECTION OF DIRECTOR: JOSEPH A. Management For For
ZACCAGNINO
2 APPOINT THE INDEPENDENT AUDITORS AND Management For For
AUTHORIZE THE AUDIT COMMITTEE TO SET
THE AUDITORS' REMUNERATION.
3 ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION.
4 APPROVE THE AMENDED AND RESTATED Management Against Against
COVIDIEN STOCK AND INCENTIVE PLAN.
5 AUTHORIZE THE COMPANY AND/OR ANY Management For For
SUBSIDIARY TO MAKE MARKET PURCHASES
OF COMPANY SHARES.
S6 AUTHORIZE THE PRICE RANGE AT WHICH Management For For
THE COMPANY CAN REISSUE SHARES IT
HOLDS AS TREASURY SHARES.
S7 AMEND ARTICLES OF ASSOCIATION TO Management For For
EXPAND THE AUTHORITY TO EXECUTE
INSTRUMENTS OF TRANSFER.
8 ADVISORY VOTE ON THE CREATION OF Management For For
MALLINCKRODT DISTRIBUTABLE RESERVES.
SWISSCOM AG, ITTIGEN
SECURITY H8398N104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 04-Apr-2013
ISIN CH0008742519 AGENDA 704304790 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT BLOCKING OF REGISTERED SHARES IS NOT Non-Voting
A LEGAL REQUIREMENT IN THE SWISS
MARKET,-SPECIFIC POLICIES AT THE
INDIVIDUAL SUB-CUSTODIANS MAY VARY.
UPON RECEIPT OF T-HE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHAR-
ES TO ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF
YOU H-AVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR
CLIENT SERVICE REPRE-SENTATIVE
CMMT PLEASE NOTE THAT THIS IS THE PART II OF Non-Voting
THE MEETING NOTICE SENT UNDER
MEETING-152247, INCLUDING THE AGENDA.
TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST-BE NOTIFIED TO THE
COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RE-REGISTR-ATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED
AFTER T-HE CUTOFF DATE WILL BE
PROCESSED ON A BEST EFFORT BASIS.
THANK YOU
1.1 Approval of the annual report, financial Management No Action
statements of Swisscom Ltd and consolidated
financial statements for fiscal year 2012
1.2 Consultative vote on the 2012 remuneration Management No Action
report
2 Appropriation of retained earnings 2012 and Management No Action
declaration of dividend
3 Discharge of the members of the board of Management No Action
directors and the group executive board
4.1 Re-election of Hansueli Loosli as chairman Management No Action
4.2 Re-election of Michel Gobet Management No Action
4.3 Re-election of Dr Torsten G. Kreindl Management No Action
4.4 Re-election of Richard Roy Management No Action
4.5 Re-election of Theophil Schlatter Management No Action
5 Re-election of the statutory auditors KPMG Ltd, Management No Action
of Muri near Bern
6 Ad-hoc Management No Action
PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION IN RESOLUTION 3. IF
YO-U HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS-YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
THE BANK OF NEW YORK MELLON CORPORATION
SECURITY 064058100 MEETING TYPE Annual
TICKER SYMBOL BK MEETING DATE 09-Apr-2013
ISIN US0640581007 AGENDA 933746262 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: RUTH E. BRUCH Management For For
1B. ELECTION OF DIRECTOR: NICHOLAS M. Management For For
DONOFRIO
1C. ELECTION OF DIRECTOR: GERALD L. Management For For
HASSELL
1D. ELECTION OF DIRECTOR: EDMUND F. KELLY Management For For
1E. ELECTION OF DIRECTOR: RICHARD J. Management For For
KOGAN
1F. ELECTION OF DIRECTOR: MICHAEL J. Management For For
KOWALSKI
1G. ELECTION OF DIRECTOR: JOHN A. LUKE, JR. Management For For
1H. ELECTION OF DIRECTOR: MARK A. Management For For
NORDENBERG
1I. ELECTION OF DIRECTOR: CATHERINE A. Management For For
REIN
1J. ELECTION OF DIRECTOR: WILLIAM C. Management For For
RICHARDSON
1K. ELECTION OF DIRECTOR: SAMUEL C. SCOTT Management For For
III
1L. ELECTION OF DIRECTOR: WESLEY W. VON Management For For
SCHACK
2. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
3. RATIFICATION OF KPMG LLP AS OUR Management For For
INDEPENDENT AUDITOR FOR 2013.
JULIUS BAER GRUPPE AG, ZUERICH
SECURITY H4414N103 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 10-Apr-2013
ISIN CH0102484968 AGENDA 704343540 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 170808 DUE TO
SPLITTING OF-RESOLUTION 4. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED-AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF Non-Voting
THE MEETING NOTICE SENT UNDER
MEETING-150296, INCLUDING THE AGENDA.
TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST-BE NOTIFIED TO THE
COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RE-REGISTR-ATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED
AFTER T-HE CUTOFF DATE WILL BE
PROCESSED ON A BEST EFFORT BASIS.
THANK YOU.
CMMT BLOCKING OF REGISTERED SHARES IS NOT Non-Voting
A LEGAL REQUIREMENT IN THE SWISS
MARKET,-SPECIFIC POLICIES AT THE
INDIVIDUAL SUB-CUSTODIANS MAY VARY.
UPON RECEIPT OF T-HE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHAR-
ES TO ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF
YOU H-AVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR
CLIENT SERVICE REPRE-SENTATIVE.
1.1 Annual report, financial statements and group Management No Action
accounts 2012
1.2 Advisory vote on the remuneration report 2012 Management No Action
2 Appropriation of disposable profit, dissolution and Management No Action
distribution of 'share premium reserve/capital
contribution reserve
3 Discharge of the members of the board of Management No Action
directors and of the executive board
4.1.1 Re-election to the board of directors: Mr Daniel J. Management No Action
Sauter
4.1.2 Re-election to the board of directors: Mrs Claire Management No Action
Giraut
4.1.3 Re-election to the board of directors: Mr Gilbert Management No Action
Achermann
4.1.4 Re-election to the board of directors: Mr Andreas Management No Action
Amschwand
4.1.5 Re-election to the board of directors: Mr Management No Action
Leonhard H. Fischer
4.1.6 Re-election to the board of directors: Mr Gareth Management No Action
Penny
5 Re-election of the auditors / KPMG AG, Zurich Management No Action
6 Ad-hoc Management No Action
BP P.L.C.
SECURITY 055622104 MEETING TYPE Annual
TICKER SYMBOL BP MEETING DATE 11-Apr-2013
ISIN US0556221044 AGENDA 933747923 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. TO RECEIVE THE DIRECTORS' ANNUAL Management For For
REPORT AND ACCOUNTS.
2. TO APPROVE THE DIRECTORS' Management For For
REMUNERATION REPORT.
3. TO RE-ELECT MR. R W DUDLEY AS A Management For For
DIRECTOR.
4. TO RE-ELECT MR. I C CONN AS A DIRECTOR. Management For For
5. TO RE-ELECT DR. B GILVARY AS A Management For For
DIRECTOR.
6. TO RE-ELECT MR. P M ANDERSON AS A Management For For
DIRECTOR.
7. TO RE-ELECT ADMIRAL F L BOWMAN AS A Management For For
DIRECTOR.
8. TO RE-ELECT MR. A BURGMANS AS A Management For For
DIRECTOR.
9. TO RE-ELECT MRS. C B CARROLL AS A Management For For
DIRECTOR.
10. TO RE-ELECT MR. G DAVID AS A DIRECTOR. Management For For
11. TO RE-ELECT MR. I E L DAVIS AS A Management For For
DIRECTOR.
12. TO RE-ELECT PROFESSOR DAME ANN Management For For
DOWLING AS A DIRECTOR.
13. TO RE-ELECT MR. B R NELSON AS A Management For For
DIRECTOR.
14. TO RE-ELECT MR. F P NHLEKO AS A Management For For
DIRECTOR.
15. TO RE-ELECT MR. A B SHILSTON AS A Management For For
DIRECTOR.
16. TO RE-ELECT MR. C-H SVANBERG AS A Management For For
DIRECTOR.
17. TO REAPPOINT ERNST & YOUNG LLP AS Management For For
AUDITORS AND AUTHORIZE THE BOARD TO
FIX THEIR REMUNERATION.
S18 SPECIAL RESOLUTION: TO GIVE LIMITED Management For For
AUTHORITY FOR THE PURCHASE OF ITS
OWN SHARES BY THE COMPANY.
19. TO GIVE LIMITED AUTHORITY TO ALLOT Management For For
SHARES UP TO A SPECIFIED AMOUNT.
S20 SPECIAL RESOLUTION: TO GIVE AUTHORITY Management Against Against
TO ALLOT A LIMITED NUMBER OF SHARES
FOR CASH FREE OF PRE-EMPTION RIGHTS.
S21 SPECIAL RESOLUTION: TO AUTHORIZE THE Management For For
CALLING OF GENERAL MEETINGS
(EXCLUDING ANNUAL GENERAL MEETINGS)
BY NOTICE OF AT LEAST 14 CLEAR DAYS.
DEUTSCHE BANK AG
SECURITY D18190898 MEETING TYPE Special
TICKER SYMBOL DB MEETING DATE 11-Apr-2013
ISIN DE0005140008 AGENDA 933754411 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 2
(APPROPRIATION OF DISTRIBUTABLE
PROFIT) TAKEN BY THE GENERAL MEETING
ON MAY 31, 2012
2 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 5
(ELECTION OF THE AUDITOR FOR THE 2012
FINANCIAL YEAR, INTERIM ACCOUNTS)
TAKEN BY THE GENERAL MEETING ON MAY
31, 2012
3.1 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 9
TAKEN BY THE GENERAL MEETING ON MAY
31, 2012: ELECTION TO THE SUPERVISORY
BOARD: DR. PAUL ACHLEITNER
3.2 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 9
TAKEN BY THE GENERAL MEETING ON MAY
31, 2012: ELECTION TO THE SUPERVISORY
BOARD: MR. PETER LOSCHER
3.3 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 9
TAKEN BY THE GENERAL MEETING ON MAY
31, 2012: ELECTION TO THE SUPERVISORY
BOARD: PROFFESSOR DR. KLAUS RUDIGER
TRUTZSCHLER
4 CM1 Management Abstain
5 CM2 Management Abstain
6 CM3 Management Abstain
DEUTSCHE BANK AG
SECURITY D18190898 MEETING TYPE Special
TICKER SYMBOL DB MEETING DATE 11-Apr-2013
ISIN DE0005140008 AGENDA 933771772 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 2
(APPROPRIATION OF DISTRIBUTABLE
PROFIT) TAKEN BY THE GENERAL MEETING
ON MAY 31, 2012
2 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 5
(ELECTION OF THE AUDITOR FOR THE 2012
FINANCIAL YEAR, INTERIM ACCOUNTS)
TAKEN BY THE GENERAL MEETING ON MAY
31, 2012
3.1 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 9
TAKEN BY THE GENERAL MEETING ON MAY
31, 2012: ELECTION TO THE SUPERVISORY
BOARD: DR. PAUL ACHLEITNER
3.2 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 9
TAKEN BY THE GENERAL MEETING ON MAY
31, 2012: ELECTION TO THE SUPERVISORY
BOARD: MR. PETER LOSCHER
3.3 RESOLUTION PURSUANT TO SECTION 244 Management For For
STOCK CORPORATION ACT CONFIRMING
THE RESOLUTION ON AGENDA ITEM 9
TAKEN BY THE GENERAL MEETING ON MAY
31, 2012: ELECTION TO THE SUPERVISORY
BOARD: PROFFESSOR DR. KLAUS RUDIGER
TRUTZSCHLER
4 CM1 Management Abstain
5 CM2 Management Abstain
6 CM3 Management Abstain
BP P.L.C.
SECURITY 055622104 MEETING TYPE Annual
TICKER SYMBOL BP MEETING DATE 11-Apr-2013
ISIN US0556221044 AGENDA 933773954 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. TO RECEIVE THE DIRECTORS' ANNUAL Management For For
REPORT AND ACCOUNTS.
2. TO APPROVE THE DIRECTORS' Management For For
REMUNERATION REPORT.
3. TO RE-ELECT MR. R W DUDLEY AS A Management For For
DIRECTOR.
4. TO RE-ELECT MR. I C CONN AS A DIRECTOR. Management For For
5. TO RE-ELECT DR. B GILVARY AS A Management For For
DIRECTOR.
6. TO RE-ELECT MR. P M ANDERSON AS A Management For For
DIRECTOR.
7. TO RE-ELECT ADMIRAL F L BOWMAN AS A Management For For
DIRECTOR.
8. TO RE-ELECT MR. A BURGMANS AS A Management For For
DIRECTOR.
9. TO RE-ELECT MRS. C B CARROLL AS A Management For For
DIRECTOR.
10. TO RE-ELECT MR. G DAVID AS A DIRECTOR. Management For For
11. TO RE-ELECT MR. I E L DAVIS AS A Management For For
DIRECTOR.
12. TO RE-ELECT PROFESSOR DAME ANN Management For For
DOWLING AS A DIRECTOR.
13. TO RE-ELECT MR. B R NELSON AS A Management For For
DIRECTOR.
14. TO RE-ELECT MR. F P NHLEKO AS A Management For For
DIRECTOR.
15. TO RE-ELECT MR. A B SHILSTON AS A Management For For
DIRECTOR.
16. TO RE-ELECT MR. C-H SVANBERG AS A Management For For
DIRECTOR.
17. TO REAPPOINT ERNST & YOUNG LLP AS Management For For
AUDITORS AND AUTHORIZE THE BOARD TO
FIX THEIR REMUNERATION.
S18 SPECIAL RESOLUTION: TO GIVE LIMITED Management For For
AUTHORITY FOR THE PURCHASE OF ITS
OWN SHARES BY THE COMPANY.
19. TO GIVE LIMITED AUTHORITY TO ALLOT Management For For
SHARES UP TO A SPECIFIED AMOUNT.
S20 SPECIAL RESOLUTION: TO GIVE AUTHORITY Management Against Against
TO ALLOT A LIMITED NUMBER OF SHARES
FOR CASH FREE OF PRE-EMPTION RIGHTS.
S21 SPECIAL RESOLUTION: TO AUTHORIZE THE Management For For
CALLING OF GENERAL MEETINGS
(EXCLUDING ANNUAL GENERAL MEETINGS)
BY NOTICE OF AT LEAST 14 CLEAR DAYS.
M&T BANK CORPORATION
SECURITY 55261F104 MEETING TYPE Special
TICKER SYMBOL MTB MEETING DATE 16-Apr-2013
ISIN US55261F1049 AGENDA 933739178 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. TO APPROVE THE ISSUANCE OF M&T BANK Management For For
CORPORATION COMMON STOCK TO
HUDSON CITY BANCORP, INC.
STOCKHOLDERS PURSUANT TO THE
AGREEMENT AND PLAN OF MERGER, DATED
AS OF AUGUST 27, 2012, BY AND AMONG
M&T BANK CORPORATION, HUDSON CITY
BANCORP, INC. AND WILMINGTON TRUST
CORPORATION.
2. TO APPROVE CERTAIN AMENDMENTS TO Management For For
THE TERMS OF THE FIXED RATE
CUMULATIVE PERPETUAL PREFERRED
STOCK, SERIES A, PAR VALUE $1.00 PER
SHARE AND LIQUIDATION PREFERENCE
$1,000 PER SHARE, OF M&T BANK
CORPORATION, WHICH ARE REFERRED TO
AS THE SERIES A PREFERRED SHARES,
INCLUDING AMENDMENTS TO THE DIVIDEND
RATE AND THE REDEMPTION PROVISIONS
OF THE SERIES A PREFERRED SHARES.
3. TO APPROVE CERTAIN AMENDMENTS TO Management For For
THE TERMS OF THE FIXED RATE
CUMULATIVE PERPETUAL PREFERRED
STOCK, SERIES C, PAR VALUE $1.00 PER
SHARE AND LIQUIDATION PREFERENCE
$1,000 PER SHARE, OF M&T BANK
CORPORATION, WHICH ARE REFERRED TO
AS THE SERIES C PREFERRED SHARES,
INCLUDING AMENDMENTS TO THE DIVIDEND
RATE AND THE REDEMPTION PROVISIONS
OF THE SERIES C PREFERRED SHARES.
4. TO APPROVE ONE OR MORE Management For For
ADJOURNMENTS OF THE M&T BANK
CORPORATION SPECIAL MEETING OF
SHAREHOLDERS, IF NECESSARY OR
APPROPRIATE, INCLUDING ADJOURNMENTS
TO PERMIT FURTHER SOLICITATION OF
PROXIES IN FAVOR OF THE STOCK
ISSUANCE PROPOSAL, THE SERIES A
PREFERRED SHARE AMENDMENT
PROPOSAL OR THE SERIES C PREFERRED
SHARE AMENDMENT PROPOSAL.
NORTHERN TRUST CORPORATION
SECURITY 665859104 MEETING TYPE Annual
TICKER SYMBOL NTRS MEETING DATE 16-Apr-2013
ISIN US6658591044 AGENDA 933739558 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 LINDA WALKER BYNOE For For
2 NICHOLAS D. CHABRAJA For For
3 SUSAN CROWN For For
4 DIPAK C. JAIN For For
5 ROBERT W. LANE For For
6 EDWARD J. MOONEY For For
7 JOSE LUIS PRADO For For
8 JOHN W. ROWE For For
9 MARTIN P. SLARK For For
10 DAVID H.B. SMITH, JR. For For
11 CHARLES A. TRIBBETT III For For
12 FREDERICK H. WADDELL For For
2. APPROVAL, BY AN ADVISORY VOTE, OF THE Management Abstain Against
2012 COMPENSATION OF THE
CORPORATION'S NAMED EXECUTIVE
OFFICERS.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
KPMG LLP AS THE CORPORATION'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
4. STOCKHOLDER PROPOSAL REGARDING Shareholder Against For
ADDITIONAL DISCLOSURE OF POLITICAL
AND LOBBYING CONTRIBUTIONS, IF
PROPERLY PRESENTED AT THE ANNUAL
MEETING.
M&T BANK CORPORATION
SECURITY 55261F104 MEETING TYPE Annual
TICKER SYMBOL MTB MEETING DATE 16-Apr-2013
ISIN US55261F1049 AGENDA 933742389 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 BRENT D. BAIRD For For
2 C. ANGELA BONTEMPO For For
3 ROBERT T. BRADY For For
4 T.J.CUNNINGHAM III For For
5 MARK J. CZARNECKI For For
6 GARY N. GEISEL For For
7 JOHN D. HAWKE, JR. For For
8 PATRICK W.E. HODGSON For For
9 RICHARD G. KING For For
10 JORGE G. PEREIRA For For
11 MICHAEL P. PINTO For For
12 MELINDA R. RICH For For
13 ROBERT E. SADLER, JR. For For
14 HERBERT L. WASHINGTON For For
15 ROBERT G. WILMERS For For
2. TO APPROVE THE M&T BANK CORPORATION Management For For
EMPLOYEE STOCK PURCHASE PLAN.
3. TO APPROVE THE COMPENSATION OF M&T Management Abstain Against
BANK CORPORATION'S NAMED EXECUTIVE
OFFICERS.
4. TO RECOMMEND THE FREQUENCY OF Management Abstain Against
FUTURE ADVISORY VOTES ON THE
COMPENSATION OF M&T BANK
CORPORATION'S NAMED EXECUTIVE
OFFICERS.
5. TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF M&T BANK
CORPORATION FOR THE YEAR ENDING
DECEMBER 31, 2013.
BELGACOM SA DE DROIT PUBLIC, BRUXELLES
SECURITY B10414116 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 17-Apr-2013
ISIN BE0003810273 AGENDA 704330531 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) MAY
BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
1 Examination of the annual reports of the Board of Non-Voting
Directors of Belgacom SA und-er public law with
regard to the annual accounts and the
consolidated annual a-ccounts at 31 December
2012
2 Examination of the reports of the Board of Non-Voting
Auditors of Belgacom SA under publi-c law with
regard to the annual accounts and of the
Independent Auditors with-regard to the
consolidated annual accounts at 31 December
2012
3 Examination of the information provided by the Non-Voting
Joint Committee
4 Examination of the consolidated annual accounts Non-Voting
at 31 December 2012
5 Ratification of the decisions of the Board of Management No Action
Directors dated 25 October 2012 and 28
February 2013 to recognize for the future, but
suspend the dividend rights that were cancelled
up to then, for the total amount of shares needed
to cover the long-term incentive plans for
employees, tranches 2012 and 2013
6 approval of the annual accounts with regard to Management No Action
the financial year closed on 31 December 2012,
including the following allocation of the results as
specified, For 2012, the gross dividend amounts
to EUR 2.49 per share, entitling shareholders to a
dividend net of withholding tax of EUR 1.8675 per
share, of which an interim dividend of EUR 0.81
(EUR 0.6075 per share net of withholding tax)
was already paid out on 14 December 2012; this
means that a gross dividend of EUR 1.68 per
share (EUR 1.26 per share net of withholding tax)
will be paid on 26 April 2013. The ex-dividend
date is fixed on 23 April 2013, the record date is
25 April 2013
7 Approval of the remuneration report Management No Action
8 Granting of a discharge to the members of the Management No Action
Board of Directors for the exercise of their
mandate during the financial year closed on 31
December 2012
9 Granting of a discharge to the members of the Management No Action
Board of Auditors for the exercise of their
mandate during the financial year closed on 31
December 2012
10 Granting of a discharge to the Independent Management No Action
Auditors Deloitte Statutory Auditors SC sfd
SCRL, represented by Mr. Geert Verstraeten and
Mr. Luc Van Coppenolle, for the exercise of their
mandate during the financial year closed on 31
December 2012
11 To appoint, on nomination by the Board of Management No Action
Directors after recommendation of the
Nomination and Remuneration Committee, Mr.
Guido J.M. Demuynck as Board Member for a
period which will expire at the annual general
meeting of 2019
12 To appoint, on nomination by the Board of Management No Action
Directors after recommendation of the
Nomination and Remuneration Committee, Mrs.
Carine Doutrelepont as Board Member for a
period which will expire at the annual general
meeting of 2016
13 To appoint, on nomination by the Board of Management No Action
Directors after recommendation of the
Nomination and Remuneration Committee, Mr.
Oren G. Shaffer as Board Member for a period
which will expire at the annual general meeting of
2014
14 To set the remuneration for the mandate of Mr. Management No Action
Guido J.M. Demuynck, Mrs. Carine Doutrelepont
and Mr. Oren G. Shaffer as follows: Fixed annual
remuneration of EUR 25,000; Attendance fee of
EUR 5,000 per Board meeting attended;
Attendance fee of EUR 2,500 per Board advisory
committee meeting attended; EUR 2,000 per
year to cover communication costs
15 To appoint Deloitte Bedrijfsrevisoren/Reviseurs Management No Action
d'Entreprises SC sfd SCRL, represented by Mr.
Geert Verstraeten and Mr. Nico Houthaeve, for a
period of three years for an annual audit fee of
298,061 EUR (to be indexed annually)
16 Miscellaneous Non-Voting
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION IN TEXT OF
RESOLUTION-15. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FO-RM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
GAM HOLDING AG, ZUERICH
SECURITY H2878E106 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 17-Apr-2013
ISIN CH0102659627 AGENDA 704344580 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT BLOCKING OF REGISTERED SHARES IS NOT Non-Voting
A LEGAL REQUIREMENT IN THE SWISS
MARKET,-SPECIFIC POLICIES AT THE
INDIVIDUAL SUB-CUSTODIANS MAY VARY.
UPON RECEIPT OF T-HE VOTING
INSTRUCTION, IT IS POSSIBLE THAT A
MARKER MAY BE PLACED ON YOUR SHAR-
ES TO ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF
YOU H-AVE CONCERNS REGARDING YOUR
ACCOUNTS, PLEASE CONTACT YOUR
CLIENT SERVICE REPRE-SENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF Non-Voting
THE MEETING NOTICE SENT UNDER
MEETING-154701, INCLUDING THE AGENDA.
TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST-BE NOTIFIED TO THE
COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RE-REGISTR-ATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED
AFTER T-HE CUTOFF DATE WILL BE
PROCESSED ON A BEST EFFORT BASIS.
THANK YOU.
1 Approval of annual report, parent companys and Management No Action
consolidated financial statements for the year
2011, notice of report of the statutory auditors
2 Appropriation of retained earnings and of capital Management No Action
contribution reserve
3 Discharge of the board of directors and executive Management No Action
board members
4 Capital reduction by cancellation of shares and Management No Action
related amendment of the articles of
incorporation
5.1 Re-election of Mr. Johannes A. De Gier to the Management No Action
board of directors
5.2 Re-election of Mr. Dieter A. Enkelmann to the Management No Action
board of directors
5.3 Re-election of Mr. Hugh Scott-Barrett to the Management No Action
board of directors
5.4 New election of Ms. Tanja Weiher to the board of Management No Action
directors
6 Appointment of the statutory auditors: KPMG AG, Management No Action
Zurich
7 Additional and/or counter-proposals Management No Action
PARMALAT SPA, COLLECCHIO
SECURITY T7S73M107 MEETING TYPE MIX
TICKER SYMBOL MEETING DATE 22-Apr-2013
ISIN IT0003826473 AGENDA 704370864 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT PLEASE NOTE THAT THE ITALIAN Non-Voting
LANGUAGE AGENDA IS AVAILABLE BY
CLICKING ON THE U-RL LINK:
https://materials.proxyvote.com/Approved/99999
Z/19840101/NPS_158820.P-DF
O.1 Approval of the statement of financial position, Management Abstain Against
income statement and accompanying notes at 31
December, 2012, and the related report on
operations. Motion for the appropriation of the
year's net profit. Review of the report of the board
of statutory auditors. Pertinent and related
resolutions
O.2 Approval of the compensation policy, for the Management Abstain Against
purposes of article 123 ter. paragraph 6, of the
uniform financial code and the 2013 to 2015
three year cash incentive plan for the top
management of Parmalat Group. Integration of
the compensation of the board of directors.
Pertinent and related resolutions
O.3 Award of the assignment pursuant to article 13 of Management For For
legislative decree no. 39 2010. Pertinent and
related resolutions
O.4 Election of two statutory auditors pursuant to Management For For
article 2401 of the Italian civil code and election
of the chairman of the board of statutory auditors.
Pertinent and related resolutions
E.1 Amendments to articles 8, 9, 10, 11, 12, 13, 17, Management For For
18, 21 and abolition of article 31 of the bylaws.
Pertinent and related resolutions
GENUINE PARTS COMPANY
SECURITY 372460105 MEETING TYPE Annual
TICKER SYMBOL GPC MEETING DATE 22-Apr-2013
ISIN US3724601055 AGENDA 933737554 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 DR. MARY B. BULLOCK For For
2 PAUL D. DONAHUE For For
3 JEAN DOUVILLE For For
4 THOMAS C. GALLAGHER For For
5 GEORGE C. "JACK" GUYNN For For
6 JOHN R. HOLDER For For
7 JOHN D. JOHNS For For
8 MICHAEL M.E. JOHNS, MD For For
9 R.C. LOUDERMILK, JR. For For
10 WENDY B. NEEDHAM For For
11 JERRY W. NIX For For
12 GARY W. ROLLINS For For
2. ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION.
3. RATIFICATION OF THE SELECTION OF Management For For
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2013.
CRANE CO.
SECURITY 224399105 MEETING TYPE Annual
TICKER SYMBOL CR MEETING DATE 22-Apr-2013
ISIN US2243991054 AGENDA 933747719 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1.1 ELECTION OF DIRECTOR (TERM EXPIRING Management For For
2016): RICHARD S. FORTE
1.2 ELECTION OF DIRECTOR (TERM EXPIRING Management For For
2016): ELLEN MCCLAIN HAIME
1.3 ELECTION OF DIRECTOR (TERM EXPIRING Management For For
2015): RONALD C. LINDSAY
1.4 ELECTION OF DIRECTOR (TERM EXPIRING Management For For
2016): JENNIFER M. POLLINO
1.5 ELECTION OF DIRECTOR (TERM EXPIRING Management For For
2016): JAMES L.L. TULLIS
2. RATIFICATION OF SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT AUDITORS
FOR THE COMPANY FOR 2013.
3. SAY ON PAY - AN ADVISORY VOTE TO Management Abstain Against
APPROVE EXECUTIVE COMPENSATION.
4. APPROVAL OF 2013 STOCK INCENTIVE Management Against Against
PLAN.
WELLS FARGO & COMPANY
SECURITY 949746101 MEETING TYPE Annual
TICKER SYMBOL WFC MEETING DATE 23-Apr-2013
ISIN US9497461015 AGENDA 933743696 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A) ELECTION OF DIRECTOR: JOHN D. BAKER II Management For For
1B) ELECTION OF DIRECTOR: ELAINE L. CHAO Management For For
1C) ELECTION OF DIRECTOR: JOHN S. CHEN Management For For
1D) ELECTION OF DIRECTOR: LLOYD H. DEAN Management For For
1E) ELECTION OF DIRECTOR: SUSAN E. ENGEL Management For For
1F) ELECTION OF DIRECTOR: ENRIQUE Management For For
HERNANDEZ, JR.
1G) ELECTION OF DIRECTOR: DONALD M. JAMES Management For For
1H) ELECTION OF DIRECTOR: CYNTHIA H. Management For For
MILLIGAN
1I) ELECTION OF DIRECTOR: FEDERICO F. Management For For
PENA
1J) ELECTION OF DIRECTOR: HOWARD V. Management For For
RICHARDSON
1K) ELECTION OF DIRECTOR: JUDITH M. Management For For
RUNSTAD
1L) ELECTION OF DIRECTOR: STEPHEN W. Management For For
SANGER
1M) ELECTION OF DIRECTOR: JOHN G. STUMPF Management For For
1N) ELECTION OF DIRECTOR: SUSAN G. Management For For
SWENSON
2. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
3. PROPOSAL TO APPROVE THE COMPANY'S Management Against Against
AMENDED AND RESTATED LONG-TERM
INCENTIVE COMPENSATION PLAN.
4. PROPOSAL TO RATIFY THE APPOINTMENT Management For For
OF KPMG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
5. STOCKHOLDER PROPOSAL TO ADOPT A Shareholder Against For
POLICY REQUIRING AN INDEPENDENT
CHAIRMAN.
6. STOCKHOLDER PROPOSAL TO PROVIDE A Shareholder Against For
REPORT ON THE COMPANY'S LOBBYING
POLICIES AND PRACTICES.
7. STOCKHOLDER PROPOSAL TO REVIEW AND Shareholder Against For
REPORT ON INTERNAL CONTROLS OVER
THE COMPANY'S MORTGAGE SERVICING
AND FORECLOSURE PRACTICES.
THE PNC FINANCIAL SERVICES GROUP, INC.
SECURITY 693475105 MEETING TYPE Annual
TICKER SYMBOL PNC MEETING DATE 23-Apr-2013
ISIN US6934751057 AGENDA 933744561 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A ELECTION OF DIRECTOR: RICHARD O. Management For For
BERNDT
1B ELECTION OF DIRECTOR: CHARLES E. Management For For
BUNCH
1C ELECTION OF DIRECTOR: PAUL W. Management For For
CHELLGREN
1D ELECTION OF DIRECTOR: WILLIAM S. Management For For
DEMCHAK
1E ELECTION OF DIRECTOR: KAY COLES Management For For
JAMES
1F ELECTION OF DIRECTOR: RICHARD B. Management For For
KELSON
1G ELECTION OF DIRECTOR: BRUCE C. Management For For
LINDSAY
1H ELECTION OF DIRECTOR: ANTHONY A. Management For For
MASSARO
1I ELECTION OF DIRECTOR: JANE G. PEPPER Management For For
1J ELECTION OF DIRECTOR: JAMES E. ROHR Management For For
1K ELECTION OF DIRECTOR: DONALD J. Management For For
SHEPARD
1L ELECTION OF DIRECTOR: LORENE K. Management For For
STEFFES
1M ELECTION OF DIRECTOR: DENNIS F. STRIGL Management For For
1N ELECTION OF DIRECTOR: THOMAS J. USHER Management For For
1O ELECTION OF DIRECTOR: GEORGE H. Management For For
WALLS, JR.
1P ELECTION OF DIRECTOR: HELGE H. Management For For
WEHMEIER
2 RATIFICATION OF THE AUDIT COMMITTEE'S Management For For
SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS
PNC'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3 ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
4 A SHAREHOLDER PROPOSAL REGARDING A Shareholder Against For
REPORT ON GREENHOUSE GAS EMISSIONS
OF BORROWERS AND EXPOSURE TO
CLIMATE CHANGE RISK.
THE COCA-COLA COMPANY
SECURITY 191216100 MEETING TYPE Annual
TICKER SYMBOL KO MEETING DATE 24-Apr-2013
ISIN US1912161007 AGENDA 933739596 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: HERBERT A. Management For For
ALLEN
1B. ELECTION OF DIRECTOR: RONALD W. ALLEN Management For For
1C. ELECTION OF DIRECTOR: HOWARD G. Management For For
BUFFETT
1D. ELECTION OF DIRECTOR: RICHARD M. Management For For
DALEY
1E. ELECTION OF DIRECTOR: BARRY DILLER Management For For
1F. ELECTION OF DIRECTOR: HELENE D. GAYLE Management For For
1G. ELECTION OF DIRECTOR: EVAN G. Management For For
GREENBERG
1H. ELECTION OF DIRECTOR: ALEXIS M. Management For For
HERMAN
1I. ELECTION OF DIRECTOR: MUHTAR KENT Management For For
1J. ELECTION OF DIRECTOR: ROBERT A. Management For For
KOTICK
1K. ELECTION OF DIRECTOR: MARIA ELENA Management For For
LAGOMASINO
1L. ELECTION OF DIRECTOR: DONALD F. Management For For
MCHENRY
1M. ELECTION OF DIRECTOR: SAM NUNN Management For For
1N. ELECTION OF DIRECTOR: JAMES D. Management For For
ROBINSON III
1O. ELECTION OF DIRECTOR: PETER V. Management For For
UEBERROTH
1P. ELECTION OF DIRECTOR: JACOB Management For For
WALLENBERG
2. RATIFICATION OF THE APPOINTMENT OF Management For For
ERNST & YOUNG LLP AS INDEPENDENT
AUDITORS.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
4. APPROVE AN AMENDMENT TO THE Management For For
COMPANY'S BY-LAWS TO PERMIT
SHAREOWNERS TO CALL SPECIAL
MEETINGS.
5. SHAREOWNER PROPOSAL REGARDING A Shareholder Against For
BOARD COMMITTEE ON HUMAN RIGHTS.
SJW CORP.
SECURITY 784305104 MEETING TYPE Annual
TICKER SYMBOL SJW MEETING DATE 24-Apr-2013
ISIN US7843051043 AGENDA 933748622 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 K. ARMSTRONG For For
2 W.J. BISHOP For For
3 M.L. CALI For For
4 D.R. KING For For
5 R.B. MOSKOVITZ For For
6 G.E. MOSS For For
7 W.R. ROTH For For
8 R.A. VAN VALER For For
2. TO APPROVE THE AMENDED AND Management For For
RESTATED EXECUTIVE OFFICER SHORT-
TERM INCENTIVE PLAN.
3. TO APPROVE THE AMENDED AND Management For For
RESTATED LONG-TERM INCENTIVE PLAN.
4. RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR
FISCAL YEAR 2013.
GENERAL ELECTRIC COMPANY
SECURITY 369604103 MEETING TYPE Annual
TICKER SYMBOL GE MEETING DATE 24-Apr-2013
ISIN US3696041033 AGENDA 933750196 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
A1 ELECTION OF DIRECTOR: W. GEOFFREY Management For For
BEATTIE
A2 ELECTION OF DIRECTOR: JOHN J. BRENNAN Management For For
A3 ELECTION OF DIRECTOR: JAMES I. CASH, Management For For
JR.
A4 ELECTION OF DIRECTOR: FRANCISCO Management For For
D'SOUZA
A5 ELECTION OF DIRECTOR: MARIJN E. Management For For
DEKKERS
A6 ELECTION OF DIRECTOR: ANN M. FUDGE Management For For
A7 ELECTION OF DIRECTOR: SUSAN Management For For
HOCKFIELD
A8 ELECTION OF DIRECTOR: JEFFREY R. Management For For
IMMELT
A9 ELECTION OF DIRECTOR: ANDREA JUNG Management For For
A10 ELECTION OF DIRECTOR: ROBERT W. LANE Management For For
A11 ELECTION OF DIRECTOR: RALPH S. LARSEN Management For For
A12 ELECTION OF DIRECTOR: ROCHELLE B. Management For For
LAZARUS
A13 ELECTION OF DIRECTOR: JAMES J. MULVA Management For For
A14 ELECTION OF DIRECTOR: MARY L. Management For For
SCHAPIRO
A15 ELECTION OF DIRECTOR: ROBERT J. Management For For
SWIERINGA
A16 ELECTION OF DIRECTOR: JAMES S. TISCH Management For For
A17 ELECTION OF DIRECTOR: DOUGLAS A. Management For For
WARNER III
B1 ADVISORY APPROVAL OF OUR NAMED Management Abstain Against
EXECUTIVES' COMPENSATION
B2 RATIFICATION OF SELECTION OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
C1 CESSATION OF ALL STOCK OPTIONS AND Shareholder Against For
BONUSES
C2 DIRECTOR TERM LIMITS Shareholder Against For
C3 INDEPENDENT CHAIRMAN Shareholder Against For
C4 RIGHT TO ACT BY WRITTEN CONSENT Shareholder Against For
C5 EXECUTIVES TO RETAIN SIGNIFICANT Shareholder Against For
STOCK
C6 MULTIPLE CANDIDATE ELECTIONS Shareholder Against For
SWEDISH MATCH AB, STOCKHOLM
SECURITY W92277115 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 25-Apr-2013
ISIN SE0000310336 AGENDA 704331052 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
1 Opening of the Meeting and election of the Non-Voting
Chairman of the Meeting.: Sven-Unger, attorney
at law, is proposed as the Chairman of the
Meeting
2 Preparation and approval of the voting list Non-Voting
3 Election of one or two persons, to verify the Non-Voting
Minutes
4 Determination of whether the Meeting has been Non-Voting
duly convened
5 Approval of the Agenda Non-Voting
6 Presentation of the Annual Report and the Non-Voting
Auditors' Report, the Consolidated-Financial
Statements and the Auditors' Report on the
Consolidated Financial-Statements for 2012, the
Auditors' Statement regarding compliance with
the-principles for determination of remuneration
to senior executives as well as-the Board of
Directors' motion regarding the allocation of profit
and-explanatory statements. In connection
therewith, the President's address and-the report
regarding the work of the Board of Directors and
the work and-function of the Audit Committee
7 Adoption of the Income Statement and Balance Management No Action
Sheet and of the Consolidated Income Statement
and Consolidated Balance Sheet
8 Resolution in respect of allocation of the Management No Action
Company's profit in accordance with the adopted
Balance Sheet and resolution on record day for
dividend: The Board of Directors proposes that a
dividend be paid to the shareholders in the
amount of 7.30 SEK per share and that the
remaining profits be carried forward. The
proposed record date for entitlement to receive a
cash dividend is April 30, 2013. The dividend is
expected to be paid through Euroclear Sweden
AB, on May 6, 2013
9 Resolution regarding discharge from liability for Management No Action
the Board members and the President
10.a Resolution regarding the reduction of the share Management No Action
capital by way of a recall of repurchased shares,
and the transfer of the reduced amount to a fund
to be used pursuant to a resolution adopted by
the General Meeting; and
10.b Resolution regarding a bonus issue Management No Action
11 Resolution regarding the authorization of the Management No Action
Board of Directors to decide on the acquisition of
shares in the Company
12 Adoption of principles for determination of Management No Action
remuneration payable to senior executives. In
connection therewith the report regarding the
work and function of the Compensation
Committee
13 Determination of the number of members of the Management No Action
Board of Directors to be elected by the Meeting:
The Board of Directors shall comprise seven
members elected by the Annual General Meeting
and no deputies
14 Determination of the remuneration to be paid to Management No Action
the Board of Directors
15 Election of members of the Board, the Chairman Management No Action
of the Board and the Deputy Chairman of the
Board: The following Board members are
proposed for re-election: Andrew Cripps, Karen
Guerra, Conny Karlsson, Robert F. Sharpe, Meg
Tiveus and Joakim Westh. The Nominating
Committee proposes the election of Wenche
Rolfsen as new member of the Board. Conny
Karlsson is proposed to be re-elected as
Chairman of the Board and Andrew Cripps is
proposed to be re-elected as Deputy Chairman of
the Board
16 Determination of the number of Auditors: The Management No Action
Nominating Committee proposes the number of
Auditors shall be one with no Deputy Auditor
17 Determination of the remuneration to be paid to Management No Action
the Auditors
18 Election of Auditors: The Nominating Committee Management No Action
proposes re-election of the accounting firm
KPMG AB, for the period as of the end of the
Annual General Meeting 2013 until the end of the
Annual General Meeting 2014
CORNING INCORPORATED
SECURITY 219350105 MEETING TYPE Annual
TICKER SYMBOL GLW MEETING DATE 25-Apr-2013
ISIN US2193501051 AGENDA 933742911 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JOHN SEELY Management For For
BROWN
1B. ELECTION OF DIRECTOR: STEPHANIE A. Management For For
BURNS
1C. ELECTION OF DIRECTOR: JOHN A. CANNING, Management For For
JR.
1D. ELECTION OF DIRECTOR: RICHARD T. Management For For
CLARK
1E. ELECTION OF DIRECTOR: ROBERT F. Management For For
CUMMINGS
1F. ELECTION OF DIRECTOR: JAMES B. FLAWS Management For For
1G. ELECTION OF DIRECTOR: KURT M. Management For For
LANDGRAF
1H. ELECTION OF DIRECTOR: KEVIN J. MARTIN Management For For
1I. ELECTION OF DIRECTOR: DEBORAH D. Management For For
RIEMAN
1J. ELECTION OF DIRECTOR: HANSEL E. Management For For
TOOKES II
1K. ELECTION OF DIRECTOR: WENDELL P. Management For For
WEEKS
1L. ELECTION OF DIRECTOR: MARK S. Management For For
WRIGHTON
2. ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPANY'S EXECUTIVE COMPENSATION.
3. RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
CORNING'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
PFIZER INC.
SECURITY 717081103 MEETING TYPE Annual
TICKER SYMBOL PFE MEETING DATE 25-Apr-2013
ISIN US7170811035 AGENDA 933743090 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A ELECTION OF DIRECTOR: DENNIS A. Management For For
AUSIELLO
1B ELECTION OF DIRECTOR: M. ANTHONY Management For For
BURNS
1C ELECTION OF DIRECTOR: W. DON Management For For
CORNWELL
1D ELECTION OF DIRECTOR: FRANCES D. Management For For
FERGUSSON
1E ELECTION OF DIRECTOR: WILLIAM H. GRAY, Management For For
III
1F ELECTION OF DIRECTOR: HELEN H. HOBBS Management For For
1G ELECTION OF DIRECTOR: CONSTANCE J. Management For For
HORNER
1H ELECTION OF DIRECTOR: JAMES M. KILTS Management For For
1I ELECTION OF DIRECTOR: GEORGE A. Management For For
LORCH
1J ELECTION OF DIRECTOR: SUZANNE NORA Management For For
JOHNSON
1K ELECTION OF DIRECTOR: IAN C. READ Management For For
1L ELECTION OF DIRECTOR: STEPHEN W. Management For For
SANGER
1M ELECTION OF DIRECTOR: MARC TESSIER- Management For For
LAVIGNE
2 RATIFY THE SELECTION OF KPMG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013
3 ADVISORY APPROVAL OF EXECUTIVE Management Abstain Against
COMPENSATION
4 SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
EXECUTIVE EQUITY RETENTION
5 SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
ACTION BY WRITTEN CONSENT
DIEBOLD, INCORPORATED
SECURITY 253651103 MEETING TYPE Annual
TICKER SYMBOL DBD MEETING DATE 25-Apr-2013
ISIN US2536511031 AGENDA 933744814 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 PATRICK W. ALLENDER For For
2 ROBERTO ARTAVIA For For
3 BRUCE L. BYRNES For For
4 PHILLIP R. COX For For
5 RICHARD L. CRANDALL For For
6 GALE S. FITZGERALD For For
7 ROBERT S. PRATHER, JR. For For
8 RAJESH K. SOIN For For
9 HENRY D.G. WALLACE For For
10 ALAN J. WEBER For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2013.
3. TO APPROVE, ON AN ADVISORY BASIS, Management Abstain Against
NAMED EXECUTIVE OFFICER
COMPENSATION.
JOHNSON & JOHNSON
SECURITY 478160104 MEETING TYPE Annual
TICKER SYMBOL JNJ MEETING DATE 25-Apr-2013
ISIN US4781601046 AGENDA 933745068 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: MARY SUE Management For For
COLEMAN
1B. ELECTION OF DIRECTOR: JAMES G. CULLEN Management For For
1C. ELECTION OF DIRECTOR: IAN E.L. DAVIS Management For For
1D. ELECTION OF DIRECTOR: ALEX GORSKY Management For For
1E. ELECTION OF DIRECTOR: MICHAEL M.E. Management For For
JOHNS
1F. ELECTION OF DIRECTOR: SUSAN L. Management For For
LINDQUIST
1G. ELECTION OF DIRECTOR: ANNE M. Management For For
MULCAHY
1H. ELECTION OF DIRECTOR: LEO F. MULLIN Management For For
1I. ELECTION OF DIRECTOR: WILLIAM D. PEREZ Management For For
1J. ELECTION OF DIRECTOR: CHARLES PRINCE Management For For
1K. ELECTION OF DIRECTOR: A. EUGENE Management For For
WASHINGTON
1L. ELECTION OF DIRECTOR: RONALD A. Management For For
WILLIAMS
2. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
3. RATIFICATION OF APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013
4. SHAREHOLDER PROPOSAL - EXECUTIVES Shareholder Against For
TO RETAIN SIGNIFICANT STOCK
5. SHAREHOLDER PROPOSAL ON POLITICAL Shareholder Against For
CONTRIBUTIONS AND CORPORATE VALUES
6. SHAREHOLDER PROPOSAL ON Shareholder Against For
INDEPENDENT BOARD CHAIRMAN
NRG ENERGY, INC.
SECURITY 629377508 MEETING TYPE Annual
TICKER SYMBOL NRG MEETING DATE 25-Apr-2013
ISIN US6293775085 AGENDA 933746589 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A ELECTION OF DIRECTOR: KIRBYJON H. Management For For
CALDWELL
1B ELECTION OF DIRECTOR: DAVID CRANE Management For For
1C ELECTION OF DIRECTOR: KATHLEEN A. Management For For
MCGINTY
1D ELECTION OF DIRECTOR: EVAN J. Management For For
SILVERSTEIN
1E ELECTION OF DIRECTOR: THOMAS H. Management For For
WEIDEMEYER
2 TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
3 TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR 2013.
KELLOGG COMPANY
SECURITY 487836108 MEETING TYPE Annual
TICKER SYMBOL K MEETING DATE 26-Apr-2013
ISIN US4878361082 AGENDA 933745157 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 GORDON GUND For For
2 MARY LASCHINGER For For
3 A. MCLAUGHLIN KOROLOGOS For For
4 CYNTHIA MILLIGAN For For
2. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
3. APPROVAL OF THE KELLOGG COMPANY Management Against Against
2013 LONG-TERM INCENTIVE PLAN.
4. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
KELLOGG'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL
YEAR 2013.
5. SHAREOWNER PROPOSAL, IF PROPERLY Shareholder Against For
PRESENTED AT THE MEETING, TO REPEAL
CLASSIFIED BOARD.
GATX CORPORATION
SECURITY 361448202 MEETING TYPE Annual
TICKER SYMBOL GMTPR MEETING DATE 26-Apr-2013
ISIN US3614482020 AGENDA 933750576 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: ANNE L. ARVIA Management For For
1.2 ELECTION OF DIRECTOR: ERNST A. HABERLI Management For For
1.3 ELECTION OF DIRECTOR: BRIAN A. KENNEY Management For For
1.4 ELECTION OF DIRECTOR: MARK G. Management For For
MCGRATH
1.5 ELECTION OF DIRECTOR: JAMES B. REAM Management For For
1.6 ELECTION OF DIRECTOR: ROBERT J. Management For For
RITCHIE
1.7 ELECTION OF DIRECTOR: DAVID S. Management For For
SUTHERLAND
1.8 ELECTION OF DIRECTOR: CASEY J. SYLLA Management For For
1.9 ELECTION OF DIRECTOR: PAUL G. Management For For
YOVOVICH
2. RATIFICATION OF THE APPOINTMENT OF Management For For
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
GATX CORPORATION
SECURITY 361448103 MEETING TYPE Annual
TICKER SYMBOL GMT MEETING DATE 26-Apr-2013
ISIN US3614481030 AGENDA 933750576 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: ANNE L. ARVIA Management For For
1.2 ELECTION OF DIRECTOR: ERNST A. HABERLI Management For For
1.3 ELECTION OF DIRECTOR: BRIAN A. KENNEY Management For For
1.4 ELECTION OF DIRECTOR: MARK G. Management For For
MCGRATH
1.5 ELECTION OF DIRECTOR: JAMES B. REAM Management For For
1.6 ELECTION OF DIRECTOR: ROBERT J. Management For For
RITCHIE
1.7 ELECTION OF DIRECTOR: DAVID S. Management For For
SUTHERLAND
1.8 ELECTION OF DIRECTOR: CASEY J. SYLLA Management For For
1.9 ELECTION OF DIRECTOR: PAUL G. Management For For
YOVOVICH
2. RATIFICATION OF THE APPOINTMENT OF Management For For
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
AMERICAN EXPRESS COMPANY
SECURITY 025816109 MEETING TYPE Annual
TICKER SYMBOL AXP MEETING DATE 29-Apr-2013
ISIN US0258161092 AGENDA 933746402 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 C. BARSHEFSKY For For
2 U.M. BURNS For For
3 K.I. CHENAULT For For
4 P. CHERNIN For For
5 A. LAUVERGEON For For
6 T.J. LEONSIS For For
7 R.C. LEVIN For For
8 R.A. MCGINN For For
9 S.J. PALMISANO For For
10 S.S REINEMUND For For
11 D.L. VASELLA For For
12 R.D. WALTER For For
13 R.A. WILLIAMS For For
2. RATIFICATION OF APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION.
4. SHAREHOLDER PROPOSAL RELATING TO Shareholder Against For
SEPARATION OF CHAIRMAN AND CEO
ROLES.
INTERNATIONAL BUSINESS MACHINES CORP.
SECURITY 459200101 MEETING TYPE Annual
TICKER SYMBOL IBM MEETING DATE 30-Apr-2013
ISIN US4592001014 AGENDA 933744004 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: A.J.P. BELDA Management For For
1B. ELECTION OF DIRECTOR: W.R. BRODY Management For For
1C. ELECTION OF DIRECTOR: K.I. CHENAULT Management For For
1D. ELECTION OF DIRECTOR: M.L. ESKEW Management For For
1E. ELECTION OF DIRECTOR: D.N. FARR Management For For
1F. ELECTION OF DIRECTOR: S.A. JACKSON Management For For
1G. ELECTION OF DIRECTOR: A.N. LIVERIS Management For For
1H. ELECTION OF DIRECTOR: W.J. MCNERNEY, Management For For
JR.
1I. ELECTION OF DIRECTOR: J.W. OWENS Management For For
1J. ELECTION OF DIRECTOR: V.M. ROMETTY Management For For
1K. ELECTION OF DIRECTOR: J.E. SPERO Management For For
1L. ELECTION OF DIRECTOR: S. TAUREL Management For For
1M. ELECTION OF DIRECTOR: L.H. ZAMBRANO Management For For
2. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM (PAGE 71)
3. ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION (PAGE 72)
4. STOCKHOLDER PROPOSAL FOR Shareholder Against For
DISCLOSURE OF LOBBYING POLICIES AND
PRACTICES (PAGE 73)
5. STOCKHOLDER PROPOSAL ON THE RIGHT Shareholder Against For
TO ACT BY WRITTEN CONSENT (PAGE 74)
6. STOCKHOLDER PROPOSAL ON Shareholder Against For
INDEPENDENT BOARD CHAIR (PAGE 75)
7. STOCKHOLDER PROPOSAL FOR Shareholder Against For
EXECUTIVES TO RETAIN SIGNIFICANT
STOCK (PAGE 76)
INTERNATIONAL FLAVORS & FRAGRANCES INC.
SECURITY 459506101 MEETING TYPE Annual
TICKER SYMBOL IFF MEETING DATE 30-Apr-2013
ISIN US4595061015 AGENDA 933751655 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: MARCELLO V. Management For For
BOTTOLI
1B. ELECTION OF DIRECTOR: LINDA B. BUCK Management For For
1C. ELECTION OF DIRECTOR: J. MICHAEL COOK Management For For
1D. ELECTION OF DIRECTOR: ROGER W. Management For For
FERGUSON, JR.
1E. ELECTION OF DIRECTOR: ANDREAS FIBIG Management For For
1F. ELECTION OF DIRECTOR: CHRISTINA GOLD Management For For
1G. ELECTION OF DIRECTOR: ALEXANDRA A. Management For For
HERZAN
1H. ELECTION OF DIRECTOR: HENRY W. Management For For
HOWELL, JR.
1I. ELECTION OF DIRECTOR: KATHERINE M. Management For For
HUDSON
1J. ELECTION OF DIRECTOR: ARTHUR C. Management For For
MARTINEZ
1K. ELECTION OF DIRECTOR: DALE F. Management For For
MORRISON
1L. ELECTION OF DIRECTOR: DOUGLAS D. Management For For
TOUGH
2. TO RATIFY SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS IN 2012.
NORTHEAST UTILITIES
SECURITY 664397106 MEETING TYPE Annual
TICKER SYMBOL NU MEETING DATE 01-May-2013
ISIN US6643971061 AGENDA 933752443 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 RICHARD H. BOOTH For For
2 JOHN S. CLARKESON For For
3 COTTON M. CLEVELAND For For
4 SANFORD CLOUD, JR. For For
5 JAMES S. DISTASIO For For
6 FRANCIS A. DOYLE For For
7 CHARLES K. GIFFORD For For
8 PAUL A. LA CAMERA For For
9 KENNETH R. LEIBLER For For
10 THOMAS J. MAY For For
11 CHARLES W. SHIVERY For For
12 WILLIAM C. VAN FAASEN For For
13 FREDERICA M. WILLIAMS For For
14 DENNIS R. WRAASE For For
2. TO CONSIDER AND APPROVE THE Management Abstain Against
FOLLOWING ADVISORY (NON-BINDING)
PROPOSAL: "RESOLVED, THAT THE
COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS, AS
DISCLOSED PURSUANT TO THE
COMPENSATION DISCLOSURE RULES OF
THE SECURITIES AND EXCHANGE
COMMISSION, INCLUDING THE
COMPENSATION DISCUSSION AND
ANALYSIS, COMPENSATION TABLES AND
ANY RELATED MATERIAL IS HEREBY
APPROVED"
3. TO RATIFY THE SELECTION OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR
2013
ROLLS-ROYCE HOLDINGS PLC, LONDON
SECURITY G76225104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 02-May-2013
ISIN GB00B63H8491 AGENDA 704332701 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1 That the directors' report and the audited financial Management For For
statements for the year ended 31 December
2012 be received
2 That the directors' remuneration report for the Management For For
year ended 31 December 2012 be approved
3 That Ian Davis be elected as a director of the Management For For
Company
4 That Jasmin Staiblin be elected as a director of Management For For
the Company
5 That John Rishton be re-elected as a director of Management For For
the Company
6 That Dame Helen Alexander be re-elected as a Management For For
director of the Company
7 That Lewis Booth CBE be re-elected as a director Management For For
of the Company
8 That Sir Frank Chapman be re-elected as a Management For For
director of the Company
9 That Iain Conn be re-elected as a director of the Management For For
Company
10 That James Guyette be re-elected as a director Management For For
of the Company
11 That John McAdam be re-elected as a director of Management For For
the Company
12 That Mark Morris be re-elected as a director of Management For For
the Company
13 That John Neill CBE be re-elected as a director Management For For
of the Company
14 That Colin Smith CBE be re-elected as a director Management For For
of the Company
15 That KPMG Audit Plc be reappointed as the Management For For
Company's auditor to hold office until the
conclusion of the next general meeting at which
financial statements are laid before the Company
16 That the directors be authorised to agree the Management For For
auditor's remuneration
17 That, the directors be and are hereby authorised: Management For For
a)on one or more occasions, to capitalise such
sums as they may determine from time to time
but not exceeding the aggregate nominal sum of
GBP 500 million standing to the credit of the
Company's merger reserve, capital redemption
reserve and/or such other reserves as the
Company may legally use in paying up in full at
par, up to 500 billion non-cumulative redeemable
preference shares in the capital of the Company
with a nominal value of 0.1 pence each (C
Shares) from time to time having the rights and
being subject to the restrictions contained in the
Articles of Association (the Articles) of the
Company from time to time or any other terms
and conditions approved by the directors from
time to time; b) pursuant to Section 551 of the
Companies Act 2006 (the Act), to CONTD
CONT CONTD exercise all powers of the Company to Non-Voting
allot and issue C Shares credited-as fully paid up
to an aggregate nominal amount of GBP 500
million to the-holders of ordinary shares of 20
pence each in the capital of the Company on-the
register of members of the Company on any
dates determined by the-directors from time to
time and on the basis of the number of C Shares
for-every ordinary share held as may be
determined by the directors from time to-time;
and provided that the authority conferred by this
resolution shall-expire at the end of the 2014
AGM of the Company or 15 months after the
date-on which this resolution is passed
(whichever is the earlier) and so that-such
authority shall be additional to, and without
prejudice to, the-unexercised portion of any other
authorities and powers granted to the-directors,
and CONTD
CONT CONTD any resolution passed prior to the date of Non-Voting
passing of this resolution;-and c) to do all acts
and things they may consider necessary or
desirable to-give effect to this resolution and to
satisfy any entitlement to C Shares-howsoever
arising
18 That the Company and any company which is or Management For For
becomes a subsidiary of the Company during the
period to which this resolution is effective be and
is hereby authorised to: a)make donations to
political parties and/or independent election
candidates; b) make donations to political
organisations other than political parties; and c)
incur political expenditure during the period
commencing on the date of this resolution and
ending on the date of the 2014 AGM or 15
months after the date on which this resolution is
passed (whichever is the earlier), provided that in
each case any such donations and expenditure
made by the Company or by any such subsidiary
shall not exceed GBP 25,000 per company and
the aggregate of those made by the Company
and any such subsidiary shall not exceed GBP
50,000. For the purposes of this resolution,
CONTD
CONT CONTD the terms 'political donation', 'political Non-Voting
parties', 'independent-election candidates',
'political organisation' and 'political expenditure'-
have the meanings given by Part 14 of the Act
19 That: a) the first Section 551 amount as defined Management For For
in article 12 of the Articles shall be GBP
124,821,118; and b)the second Section 551
amount as defined in article 12 of the Articles
shall be GBP 249,642,235; and c) the prescribed
period as defined in article 12 of the Articles for
which the authorities conferred by this resolution
are given shall be a period expiring (unless
previously renewed, varied or revoked by the
Company in general meeting) at the end of the
2014 AGM of the Company or 15 months after
the date on which this resolution is passed
(whichever is the earlier)
20 That, subject to the passing of Resolution 19, the Management For For
Section 561 amount as defined in article 12 of the
Articles shall be GBP 18,723,167 and the
prescribed period for which the authority
conferred by this resolution is given shall be a
period expiring (unless previously renewed,
varied or revoked by the Company in general
meeting) at the end of the 2014 AGM of the
Company or 15 months after the date on which
this resolution is passed (whichever is the earlier)
21 That the Company be and is hereby generally Management For For
and unconditionally authorised to make market
purchases (within the meaning of Section 693(4)
of the Act) of its ordinary shares, subject to the
following conditions: a)the maximum aggregate
number of ordinary shares authorised to be
purchased is 187,231,677; b)the minimum price
(exclusive of expenses) which may be paid for an
ordinary share is 20 pence (being the nominal
value of an ordinary share); c) the maximum
price (exclusive of expenses) which may be paid
for each ordinary share is the higher of: i) an
amount equal to 105 per cent of the average of
the middle market quotations for the ordinary
shares as derived from the London Stock
Exchange Daily Official List for the five business
days immediately preceding the day on which an
ordinary share is contracted to be CONTD
CONT CONTD purchased; and ii) an amount equal to Non-Voting
the higher of the price of the-last independent
trade of an ordinary share and the highest
current-independent bid for an ordinary share as
derived from the London Stock-Exchange
Trading System; d)this authority shall expire at
the end of the 2014-AGM of the Company or 15
months from the date of this resolution
(whichever-is the earlier); and e) a contract to
purchase shares under this authority-may be
made prior to the expiry of this authority, and
concluded, in whole or-in part, after the expiry of
this authority
22 That with immediate effect, the amended Articles Management For For
of Association of the Company produced to the
meeting and initialed by the Chairman for the
purpose of identification (the New Articles) be
approved and adopted as the Articles of
Association of the Company, in substitution for
the existing Articles of Association (the Existing
Articles)
PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION OF TEXT IN
RESOLUTION-NO 9. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY-FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
DUKE ENERGY CORPORATION
SECURITY 26441C204 MEETING TYPE Annual
TICKER SYMBOL DUK MEETING DATE 02-May-2013
ISIN US26441C2044 AGENDA 933746705 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 WILLIAM BARNET, III For For
2 G. ALEX BERNHARDT, SR. For For
3 MICHAEL G. BROWNING For For
4 HARRIS E. DELOACH, JR. For For
5 DANIEL R. DIMICCO For For
6 JOHN H. FORSGREN For For
7 ANN M. GRAY For For
8 JAMES H. HANCE, JR. For For
9 JOHN T. HERRON For For
10 JAMES B. HYLER, JR. For For
11 E. MARIE MCKEE For For
12 E. JAMES REINSCH For For
13 JAMES T. RHODES For For
14 JAMES E. ROGERS For For
15 CARLOS A. SALADRIGAS For For
16 PHILIP R. SHARP For For
2. RATIFICATION OF DELOITTE & TOUCHE LLP Management For For
AS DUKE ENERGY CORPORATION'S
INDEPENDENT PUBLIC ACCOUNTANT FOR
2013
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
4. APPROVAL OF THE AMENDED DUKE Management For For
ENERGY CORPORATION EXECUTIVE
SHORT-TERM INCENTIVE PLAN
5. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
SHAREHOLDER ACTION BY WRITTEN
CONSENT
6. SHAREHOLDER PROPOSAL REGARDING AN Shareholder Against For
AMENDMENT TO OUR ORGANIZATIONAL
DOCUMENTS TO REQUIRE MAJORITY
VOTING FOR THE ELECTION OF DIRECTORS
VERIZON COMMUNICATIONS INC.
SECURITY 92343V104 MEETING TYPE Annual
TICKER SYMBOL VZ MEETING DATE 02-May-2013
ISIN US92343V1044 AGENDA 933747872 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A ELECTION OF DIRECTOR: RICHARD L. Management For For
CARRION
1B ELECTION OF DIRECTOR: MELANIE L. Management For For
HEALEY
1C ELECTION OF DIRECTOR: M. FRANCES Management For For
KEETH
1D ELECTION OF DIRECTOR: ROBERT W. LANE Management For For
1E ELECTION OF DIRECTOR: LOWELL C. Management For For
MCADAM
1F ELECTION OF DIRECTOR: SANDRA O. Management For For
MOOSE
1G ELECTION OF DIRECTOR: JOSEPH Management For For
NEUBAUER
1H ELECTION OF DIRECTOR: DONALD T. Management For For
NICOLAISEN
1I ELECTION OF DIRECTOR: CLARENCE OTIS, Management For For
JR.
1J ELECTION OF DIRECTOR: HUGH B. PRICE Management For For
1K ELECTION OF DIRECTOR: RODNEY E. Management For For
SLATER
1L ELECTION OF DIRECTOR: KATHRYN A. Management For For
TESIJA
1M ELECTION OF DIRECTOR: GREGORY D. Management For For
WASSON
02 RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
03 ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION
04 APPROVAL OF LONG-TERM INCENTIVE PLAN Management For For
05 NETWORK NEUTRALITY Shareholder Against For
06 LOBBYING ACTIVITIES Shareholder Against For
07 PROXY ACCESS BYLAWS Shareholder Against For
08 SEVERANCE APPROVAL POLICY Shareholder Against For
09 SHAREHOLDER RIGHT TO CALL A SPECIAL Shareholder Against For
MEETING
10 SHAREHOLDER RIGHT TO ACT BY WRITTEN Shareholder Against For
CONSENT
MUELLER INDUSTRIES, INC.
SECURITY 624756102 MEETING TYPE Annual
TICKER SYMBOL MLI MEETING DATE 02-May-2013
ISIN US6247561029 AGENDA 933773170 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 GREGORY L. CHRISTOPHER For For
2 PAUL J. FLAHERTY For For
3 GENNARO J. FULVIO For For
4 GARY S. GLADSTEIN For For
5 SCOTT J. GOLDMAN For For
6 TERRY HERMANSON For For
2. APPROVE THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT AUDITORS OF
THE COMPANY.
3. TO APPROVE, ON AN ADVISORY BASIS BY Management Abstain Against
NON-BINDING VOTE, EXECUTIVE
COMPENSATION.
UNS ENERGY CORP
SECURITY 903119105 MEETING TYPE Annual
TICKER SYMBOL UNS MEETING DATE 03-May-2013
ISIN US9031191052 AGENDA 933747290 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1 DIRECTOR Management
1 PAUL J. BONAVIA For For
2 LAWRENCE J. ALDRICH For For
3 BARBARA M. BAUMANN For For
4 LARRY W. BICKLE For For
5 ROBERT A. ELLIOTT For For
6 DANIEL W.L. FESSLER For For
7 LOUISE L. FRANCESCONI For For
8 RAMIRO G. PERU For For
9 GREGORY A. PIVIROTTO For For
10 JOAQUIN RUIZ For For
2 RATIFICATION OF SELECTION OF Management For For
INDEPENDENT AUDITOR,
PRICEWATERHOUSECOOPERS, LLP, FOR
THE FISCAL YEAR 2013.
3 ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
CINCINNATI BELL INC.
SECURITY 171871403 MEETING TYPE Annual
TICKER SYMBOL CBBPRB MEETING DATE 03-May-2013
ISIN US1718714033 AGENDA 933752479 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: PHILLIP R. COX Management For For
1B. ELECTION OF DIRECTOR: BRUCE L. BYRNES Management For For
1C. ELECTION OF DIRECTOR: JOHN F. CASSIDY Management For For
1D. ELECTION OF DIRECTOR: JAKKI L. Management For For
HAUSSLER
1E. ELECTION OF DIRECTOR: CRAIG F. MAIER Management For For
1F. ELECTION OF DIRECTOR: ALAN R. Management For For
SCHRIBER
1G. ELECTION OF DIRECTOR: LYNN A. Management For For
WENTWORTH
1H. ELECTION OF DIRECTOR: JOHN M. ZRNO Management For For
1I. ELECTION OF DIRECTOR: THEODORE H. Management For For
TORBECK
2. TO APPROVE, BY NON-BINDING VOTE, Management For For
EXECUTIVE COMPENSATION.
3. RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL 2013.
ELI LILLY AND COMPANY
SECURITY 532457108 MEETING TYPE Annual
TICKER SYMBOL LLY MEETING DATE 06-May-2013
ISIN US5324571083 AGENDA 933750057 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: R. ALVAREZ Management For For
1B. ELECTION OF DIRECTOR: W. BISCHOFF Management For For
1C. ELECTION OF DIRECTOR: R.D. HOOVER Management For For
1D. ELECTION OF DIRECTOR: F.G. Management For For
PRENDERGAST
1E. ELECTION OF DIRECTOR: K.P. SEIFERT Management For For
2. RATIFICATION OF THE APPOINTMENT BY Management For For
THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS OF ERNST & YOUNG LLP AS
PRINCIPAL INDEPENDENT AUDITOR FOR
2013.
3. APPROVE, BY NON-BINDING VOTE, Management Abstain Against
COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
4. REAPPROVE MATERIAL TERMS OF THE Management For For
PERFORMANCE GOALS FOR THE 2002 LILLY
STOCK PLAN.
GREAT PLAINS ENERGY INCORPORATED
SECURITY 391164100 MEETING TYPE Annual
TICKER SYMBOL GXP MEETING DATE 07-May-2013
ISIN US3911641005 AGENDA 933760781 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 TERRY BASSHAM For For
2 DAVID L. BODDE For For
3 R.C. FERGUSON, JR. For For
4 GARY D. FORSEE For For
5 THOMAS D. HYDE For For
6 JAMES A. MITCHELL For For
7 ANN D. MURTLOW For For
8 JOHN J. SHERMAN For For
9 LINDA H. TALBOTT For For
10 ROBERT H. WEST For For
2. TO APPROVE, ON A NON-BINDING ADVISORY Management Abstain Against
BASIS, THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
3. TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR 2013.
CONSOL ENERGY INC.
SECURITY 20854P109 MEETING TYPE Annual
TICKER SYMBOL CNX MEETING DATE 08-May-2013
ISIN US20854P1093 AGENDA 933769335 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 J. BRETT HARVEY For For
2 PHILIP W. BAXTER For For
3 JAMES E. ALTMEYER, SR. For For
4 WILLIAM E. DAVIS For For
5 RAJ K. GUPTA For For
6 DAVID C. HARDESTY, JR. For For
7 JOHN T. MILLS For For
8 WILLIAM P. POWELL For For
9 JOSEPH T. WILLIAMS For For
2. APPROVAL OF THE AMENDED AND Management For For
RESTATED CONSOL ENERGY INC.
EXECUTIVE ANNUAL INCENTIVE PLAN.
3. RATIFICATION OF ANTICIPATED SELECTION Management For For
OF INDEPENDENT AUDITOR: ERNST &
YOUNG LLP.
4. APPROVAL OF COMPENSATION PAID TO Management For For
CONSOL ENERGY INC.'S NAMED
EXECUTIVES.
5. A SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
POLITICAL CONTRIBUTIONS.
6. A SHAREHOLDER PROPOSAL REGARDING A Shareholder Against For
CLIMATE CHANGE REPORT.
BCE INC.
SECURITY 05534B760 MEETING TYPE Annual
TICKER SYMBOL BCE MEETING DATE 09-May-2013
ISIN CA05534B7604 AGENDA 933759598 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
01 DIRECTOR Management
1 B.K. ALLEN For For
2 A. BERARD For For
3 R.A. BRENNEMAN For For
4 S. BROCHU For For
5 R.E. BROWN For For
6 G.A. COPE For For
7 D.F. DENISON For For
8 A.S. FELL For For
9 E.C. LUMLEY For For
10 T.C. O'NEILL For For
11 J. PRENTICE For For
12 R.C. SIMMONDS For For
13 C. TAYLOR For For
14 P.R. WEISS For For
02 APPOINTMENT OF DELOITTE LLP AS Management For For
AUDITORS.
03 RESOLVED, ON AN ADVISORY BASIS AND Management For For
NOT TO DIMINISH THE ROLE AND
RESPONSIBILITIES OF THE BOARD OF
DIRECTORS, THAT THE SHAREHOLDERS
ACCEPT THE APPROACH TO EXECUTIVE
COMPENSATION DISCLOSED IN THE 2013
MANAGEMENT PROXY CIRCULAR DATED
MARCH 7, 2013 DELIVERED IN ADVANCE OF
THE 2013 ANNUAL GENERAL MEETING OF
SHAREHOLDERS OF BCE INC.
4A PROPOSAL NO. 1 EQUITY RATIO Shareholder Against For
4B PROPOSAL NO. 2 CRITICAL MASS OF Shareholder Against For
QUALIFIED WOMEN ON BOARD OF
DIRECTORS
4C PROPOSAL NO. 3 POST-EXECUTIVE Shareholder Against For
COMPENSATION ADVISORY VOTE
DISCLOSURE
4D PROPOSAL NO. 4 RISK MANAGEMENT Shareholder Against For
COMMITTEE
4E PROPOSAL NO. 5 DIVERSITY POLICIES AND Shareholder Against For
INITIATIVES
CVS CAREMARK CORPORATION
SECURITY 126650100 MEETING TYPE Annual
TICKER SYMBOL CVS MEETING DATE 09-May-2013
ISIN US1266501006 AGENDA 933763509 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: C. DAVID BROWN Management For For
II
1B. ELECTION OF DIRECTOR: DAVID W. Management For For
DORMAN
1C. ELECTION OF DIRECTOR: ANNE M. Management For For
FINUCANE
1D. ELECTION OF DIRECTOR: KRISTEN GIBNEY Management For For
WILLIAMS
1E. ELECTION OF DIRECTOR: LARRY J. MERLO Management For For
1F. ELECTION OF DIRECTOR: JEAN-PIERRE Management For For
MILLON
1G. ELECTION OF DIRECTOR: RICHARD J. SWIFT Management For For
1H. ELECTION OF DIRECTOR: WILLIAM C. Management For For
WELDON
1I. ELECTION OF DIRECTOR: TONY L. WHITE Management For For
2. PROPOSAL TO RATIFY INDEPENDENT Management For For
PUBLIC ACCOUNTING FIRM FOR 2013.
3. SAY ON PAY - AN ADVISORY VOTE ON THE Management Abstain Against
APPROVAL OF EXECUTIVE COMPENSATION.
4. AMEND THE COMPANY'S 2007 EMPLOYEE Management For For
STOCK PURCHASE PLAN TO ADD SHARES
TO THE PLAN.
5. AMEND THE COMPANY'S CHARTER TO Management For For
REDUCE VOTING THRESHOLDS IN THE FAIR
PRICE PROVISION.
6. STOCKHOLDER PROPOSAL REGARDING Shareholder Against For
POLITICAL CONTRIBUTIONS AND
EXPENDITURES.
7. STOCKHOLDER PROPOSAL REGARDING Shareholder Against For
POLICY ON ACCELERATED VESTING OF
EQUITY AWARDS UPON A CHANGE IN
CONTROL.
8. STOCKHOLDER PROPOSAL REGARDING Shareholder Against For
LOBBYING EXPENDITURES.
INVESTMENT AB KINNEVIK, STOCKHOLM
SECURITY W4832D128 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 13-May-2013
ISIN SE0000164600 AGENDA 704401102 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
1 Opening of the Annual General Meeting Non-Voting
2 Election of Chairman of the Annual General Non-Voting
Meeting: Wilhelm Luning
3 Preparation and approval of the voting list Non-Voting
4 Approval of the agenda Non-Voting
5 Election of one or two persons to check and Non-Voting
verify the minutes
6 Determination of whether the Annual General Non-Voting
Meeting has been duly convened
7 Remarks by the Chairman of the Board Non-Voting
8 Presentation by the Chief Executive Officer Non-Voting
9 Presentation of the Annual Report and the Non-Voting
Auditor's Report and of the Group-Annual Report
and the Group Auditor's Report
10 Resolution on the adoption of the Profit and Loss Management No Action
Statement and the Balance Sheet and of the
Group Profit and Loss Statement and the Group
Balance Sheet
11 Resolution on the proposed treatment of the Management No Action
Company's earnings as stated in the adopted
Balance Sheet
12 Resolution on the discharge of liability of the Management No Action
directors of the Board and the Chief Executive
Officer
13 Determination of the number of directors of the Management No Action
Board
14 Determination of the remuneration to the Management No Action
directors of the Board and the auditor
15 Election of the directors of the Board and the Management No Action
Chairman of the Board: The Nomination
Committee proposes that the Annual General
Meeting shall, for the period until the close of the
next Annual General Meeting, re-elect Tom
Boardman, Vigo Carlund, Dame Amelia Fawcett,
Wilhelm Klingspor, Erik Mitteregger, Allen
Sangines-Krause and Cristina Stenbeck as
directors of the Board and to elect Lorenzo
Grabau as new director of the Board. The
Nomination Committee proposes that the Annual
General Meeting shall re-elect Cristina Stenbeck
as Chairman of the Board
16 Election of auditor: Deloitte AB Management No Action
17 Approval of the procedure of the Nomination Management No Action
Committee
18 Resolution regarding guidelines for remuneration Management No Action
to senior executives
19.a Resolution regarding incentive programme Management No Action
comprising the following resolution: adoption of
an incentive programme
19.b Resolution regarding incentive programme Management No Action
comprising the following resolution: authorisation
for the Board to resolve on new issue of C-shares
19.c Resolution regarding incentive programme Management No Action
comprising the following resolution: authorisation
for the Board to resolve to repurchase own C-
shares
19.d Resolution regarding incentive programme Management No Action
comprising the following resolution: transfer of B-
shares
20 Resolution to authorise the Board to resolve on Management No Action
repurchase of own shares
21.a PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To instruct the
Board to take appropriate actions in order to
establish a shareholders' association in the
Company
21.b PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To instruct the
Board to prepare a proposal for the Annual
General Meeting 2014 regarding Board
representation for the small and mid-size
shareholders of the Company
21.c PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To instruct the
Board to write to the Swedish government with a
request that an inquiry examination is established
as soon as possible with the instruction to
present a law proposal to revoke the differences
in voting powers between shares in Swedish
limited liability companies
21.d PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Special
examination regarding the Company's external
and internal entertainment"
21.e PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: To adopt a vision
regarding gender equality on every level in the
Company" and "to instruct the Board to establish
a working group assigned to seek to implement
this vision" as well as to "monitor the
development on the ethnicity area" and "account
for its work at the Annual General Meeting each
year
22.a PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine to
distribute the unlisted assets directly to the
shareholders
22.b PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
alternative to divide Kinnevik into two companies:
"Kinnevik Telecom" and "Kinnevik Retail
22.c PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
alternative to divide Kinnevik into two listed
companies: "Kinnevik listed" and "Kinnevik
unlisted
22.d PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
issue to make an extraordinary dividend of SEK
10 and increase the debt ratio
22.e PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Make a more
long-term and more aggressive forecast for the
dividend in Kinnevik
22.f PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
alternative to repurchase large number of shares
without "cancelling them
22.g PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Establish a team
from the major investment companies in Sweden
which shall prepare proposals and measures in
order to eliminate the investment company
discount in each company
22.h PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Contact Warren
Buffett for his advice on how Kinnevik shall meet
the future
22.i PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Examine the
alternative to make Kinnevik's Annual General
Meeting the largest annual general meeting in
Sweden
22.j PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Evaluate which
shareholder benefits that can be offered from
subsidiaries and partly owned companies
22.k PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Make a five item
agenda with concrete measures to eliminate
Kinnesvik's investment company discount
22.l PLEASE NOTE THAT THIS RESOLUTION IS A Shareholder No Action
SHAREHOLDER PROPOSAL: Establish and
write it down on paper that the investment
company discount, the billions in shareholder
value that are lost, is unacceptable, and establish
the goal that the investment company discount
shall be turned into a premium
23 Closing of the Annual General Meeting Non-Voting
PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION OF TEXT IN
RESOLUTION-22.D. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY-FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
ANADARKO PETROLEUM CORPORATION
SECURITY 032511107 MEETING TYPE Annual
TICKER SYMBOL APC MEETING DATE 14-May-2013
ISIN US0325111070 AGENDA 933764715 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: KEVIN P. CHILTON Management For For
1B. ELECTION OF DIRECTOR: LUKE R. CORBETT Management For For
1C. ELECTION OF DIRECTOR: H. PAULETT Management For For
EBERHART
1D. ELECTION OF DIRECTOR: PETER J. FLUOR Management For For
1E. ELECTION OF DIRECTOR: RICHARD L. Management For For
GEORGE
1F. ELECTION OF DIRECTOR: PRESTON M. Management For For
GEREN III
1G. ELECTION OF DIRECTOR: CHARLES W. Management For For
GOODYEAR
1H. ELECTION OF DIRECTOR: JOHN R. GORDON Management For For
1I. ELECTION OF DIRECTOR: ERIC D. MULLINS Management For For
1J. ELECTION OF DIRECTOR: PAULA ROSPUT Management For For
REYNOLDS
1K. ELECTION OF DIRECTOR: R. A. WALKER Management For For
2. RATIFICATION OF APPOINTMENT OF KPMG Management For For
LLP AS INDEPENDENT AUDITOR.
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
4. STOCKHOLDER PROPOSAL - REPORT ON Shareholder Against For
POLITICAL CONTRIBUTIONS.
CONOCOPHILLIPS
SECURITY 20825C104 MEETING TYPE Annual
TICKER SYMBOL COP MEETING DATE 14-May-2013
ISIN US20825C1045 AGENDA 933764842 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: RICHARD L. Management For For
ARMITAGE
1B. ELECTION OF DIRECTOR: RICHARD H. Management For For
AUCHINLECK
1C. ELECTION OF DIRECTOR: JAMES E. Management For For
COPELAND, JR.
1D. ELECTION OF DIRECTOR: JODY L. FREEMAN Management For For
1E. ELECTION OF DIRECTOR: GAY HUEY EVANS Management For For
1F. ELECTION OF DIRECTOR: RYAN M. LANCE Management For For
1G. ELECTION OF DIRECTOR: MOHD H. MARICAN Management For For
1H. ELECTION OF DIRECTOR: ROBERT A. Management For For
NIBLOCK
1I. ELECTION OF DIRECTOR: HARALD J. NORVIK Management For For
1J. ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. Management For For
2. TO RATIFY APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS CONOCOPHILLIPS'
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. ADVISORY APPROVAL OF EXECUTIVE Management Abstain Against
COMPENSATION.
4. REPORT ON GRASSROOTS LOBBYING Shareholder Against For
EXPENDITURES.
5. GREENHOUSE GAS REDUCTION TARGETS. Shareholder Against For
6. GENDER IDENTITY NON-DISCRIMINATION. Shareholder Against For
MORGAN STANLEY
SECURITY 617446448 MEETING TYPE Annual
TICKER SYMBOL MS MEETING DATE 14-May-2013
ISIN US6174464486 AGENDA 933767228 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ERSKINE B. Management For For
BOWLES
1B. ELECTION OF DIRECTOR: HOWARD J. Management For For
DAVIES
1C. ELECTION OF DIRECTOR: THOMAS H. Management For For
GLOCER
1D. ELECTION OF DIRECTOR: JAMES P. Management For For
GORMAN
1E. ELECTION OF DIRECTOR: ROBERT H. HERZ Management For For
1F. ELECTION OF DIRECTOR: C. ROBERT Management For For
KIDDER
1G. ELECTION OF DIRECTOR: KLAUS KLEINFELD Management For For
1H. ELECTION OF DIRECTOR: DONALD T. Management For For
NICOLAISEN
1I. ELECTION OF DIRECTOR: HUTHAM S. Management For For
OLAYAN
1J. ELECTION OF DIRECTOR: JAMES W. OWENS Management For For
1K. ELECTION OF DIRECTOR: O. GRIFFITH Management For For
SEXTON
1L. ELECTION OF DIRECTOR: RYOSUKE Management For For
TAMAKOSHI
1M. ELECTION OF DIRECTOR: MASAAKI TANAKA Management For For
1N. ELECTION OF DIRECTOR: LAURA D. TYSON Management For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT AUDITOR
3. TO APPROVE THE COMPENSATION OF Management Abstain Against
EXECUTIVES AS DISCLOSED IN THE PROXY
STATEMENT (NON-BINDING ADVISORY
RESOLUTION)
4. TO AMEND THE 2007 EQUITY INCENTIVE Management Against Against
COMPENSATION PLAN TO INCREASE
SHARES AVAILABLE FOR GRANT
5. TO AMEND THE 2007 EQUITY INCENTIVE Management For For
COMPENSATION PLAN TO PROVIDE FOR
QUALIFYING PERFORMANCE-BASED LONG-
TERM INCENTIVE AWARDS UNDER SECTION
162(M)
6. TO AMEND THE SECTION 162(M) Management For For
PERFORMANCE FORMULA GOVERNING
ANNUAL INCENTIVE COMPENSATION FOR
CERTAIN OFFICERS
UNITED STATES CELLULAR CORPORATION
SECURITY 911684108 MEETING TYPE Annual
TICKER SYMBOL USM MEETING DATE 14-May-2013
ISIN US9116841084 AGENDA 933786987 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 P.H. DENUIT For For
2. RATIFY ACCOUNTANTS FOR 2013. Management For For
3. 2013 LONG-TERM INCENTIVE PLAN. Management Against Against
4. NON-EMPLOYEE DIRECTOR COMPENSATION Management Against Against
PLAN.
5. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
HALLIBURTON COMPANY
SECURITY 406216101 MEETING TYPE Annual
TICKER SYMBOL HAL MEETING DATE 15-May-2013
ISIN US4062161017 AGENDA 933767317 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: A.M. BENNETT Management For For
1B. ELECTION OF DIRECTOR: J.R. BOYD Management For For
1C. ELECTION OF DIRECTOR: M. CARROLL Management For For
1D. ELECTION OF DIRECTOR: N.K. DICCIANI Management For For
1E. ELECTION OF DIRECTOR: M.S. GERBER Management For For
1F. ELECTION OF DIRECTOR: J.C. GRUBISICH Management For For
1G. ELECTION OF DIRECTOR: A.S. JUM'AH Management For For
1H. ELECTION OF DIRECTOR: D.J. LESAR Management For For
1I. ELECTION OF DIRECTOR: R.A. MALONE Management For For
1J. ELECTION OF DIRECTOR: J.L. MARTIN Management For For
1K. ELECTION OF DIRECTOR: D.L. REED Management For For
2. PROPOSAL FOR RATIFICATION OF THE Management For For
SELECTION OF AUDITORS.
3. ADVISORY APPROVAL OF THE COMPANY'S Management Abstain Against
EXECUTIVE COMPENSATION.
4. PROPOSAL TO AMEND AND RESTATE THE Management For For
HALLIBURTON COMPANY STOCK AND
INCENTIVE PLAN.
5. PROPOSAL ON HUMAN RIGHTS POLICY. Shareholder Against For
STATE STREET CORPORATION
SECURITY 857477103 MEETING TYPE Annual
TICKER SYMBOL STT MEETING DATE 15-May-2013
ISIN US8574771031 AGENDA 933768662 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A ELECTION OF DIRECTOR: K. BURNES Management For For
1B ELECTION OF DIRECTOR: P. COYM Management For For
1C ELECTION OF DIRECTOR: P. DE SAINT- Management For For
AIGNAN
1D ELECTION OF DIRECTOR: A. FAWCETT Management For For
1E ELECTION OF DIRECTOR: L. HILL Management For For
1F ELECTION OF DIRECTOR: J. HOOLEY Management For For
1G ELECTION OF DIRECTOR: R. KAPLAN Management For For
1H ELECTION OF DIRECTOR: R. SERGEL Management For For
1I ELECTION OF DIRECTOR: R. SKATES Management For For
IJ ELECTION OF DIRECTOR: G. SUMME Management For For
IK ELECTION OF DIRECTOR: T. WILSON Management For For
2 TO APPROVE AN ADVISORY PROPOSAL ON Management Abstain Against
EXECUTIVE COMPENSATION.
3 TO RATIFY THE SELECTION OF ERNST & Management For For
YOUNG LLP AS STATE STREET'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2013.
AMERICAN INTERNATIONAL GROUP, INC.
SECURITY 026874784 MEETING TYPE Annual
TICKER SYMBOL AIG MEETING DATE 15-May-2013
ISIN US0268747849 AGENDA 933772560 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ROBERT H. Management For For
BENMOSCHE
1B. ELECTION OF DIRECTOR: W. DON Management For For
CORNWELL
1C. ELECTION OF DIRECTOR: JOHN H. Management For For
FITZPATRICK
1D. ELECTION OF DIRECTOR: WILLIAM G. Management For For
JURGENSEN
1E. ELECTION OF DIRECTOR: CHRISTOPHER S. Management For For
LYNCH
1F. ELECTION OF DIRECTOR: ARTHUR C. Management For For
MARTINEZ
1G. ELECTION OF DIRECTOR: GEORGE L. MILES, JR. Management For For
1H. ELECTION OF DIRECTOR: HENRY S. MILLER Management For For
1I. ELECTION OF DIRECTOR: ROBERT S. Management For For
MILLER
1J. ELECTION OF DIRECTOR: SUZANNE NORA Management For For
JOHNSON
1K. ELECTION OF DIRECTOR: RONALD A. Management For For
RITTENMEYER
1L. ELECTION OF DIRECTOR: DOUGLAS M. Management For For
STEENLAND
1M. ELECTION OF DIRECTOR: THERESA M. Management For For
STONE
2. TO APPROVE THE AMERICAN Management For For
INTERNATIONAL GROUP, INC. 2013 OMNIBUS
INCENTIVE PLAN.
3. TO VOTE UPON A NON-BINDING Management Abstain Against
SHAREHOLDER RESOLUTION TO APPROVE
EXECUTIVE COMPENSATION.
4. TO RECOMMEND, BY NON-BINDING VOTE, Management Abstain Against
THE FREQUENCY OF FUTURE EXECUTIVE
COMPENSATION VOTES.
5. TO ACT UPON A PROPOSAL TO RATIFY THE Management For For
SELECTION OF
PRICEWATERHOUSECOOPERS LLP AS AIG'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
6. TO ACT UPON A SHAREHOLDER PROPOSAL Shareholder Against For
RELATING TO RESTRICTING SERVICE ON
OTHER BOARDS BY DIRECTORS OF AIG.
DR PEPPER SNAPPLE GROUP,INC.
SECURITY 26138E109 MEETING TYPE Annual
TICKER SYMBOL DPS MEETING DATE 16-May-2013
ISIN US26138E1091 AGENDA 933758180 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A ELECTION OF DIRECTOR: JOHN L. ADAMS Management For For
1B ELECTION OF DIRECTOR: RONALD G. Management For For
ROGERS
2 TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2013.
3 RESOLVED, THAT THE COMPENSATION PAID Management Abstain Against
TO NAMED EXECUTIVE OFFICERS WITH
RESPECT TO 2012, AS DISCLOSED
PURSUANT TO THE COMPENSATION
DISCLOSURE RULES AND REGULATIONS OF
THE SECURITIES AND EXCHANGE
COMMISSION, INCLUDING THE
COMPENSATION DISCUSSION AND
ANALYSIS, COMPENSATION TABLES &
NARRATIVE DISCUSSION, IS HEREBY
APPROVED.
4 TO RE-APPROVE THE MANAGEMENT Management For For
INCENTIVE PLAN TO COMPLY WITH SECTION
162(M) OF THE INTERNAL REVENUE CODE
AND THE REGULATIONS PROMULGATED
THEREUNDER.
MARSH & MCLENNAN COMPANIES, INC.
SECURITY 571748102 MEETING TYPE Annual
TICKER SYMBOL MMC MEETING DATE 16-May-2013
ISIN US5717481023 AGENDA 933768989 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ZACHARY W. Management For For
CARTER
1B. ELECTION OF DIRECTOR: OSCAR FANJUL Management For For
1C. ELECTION OF DIRECTOR: DANIEL S. GLASER Management For For
1D. ELECTION OF DIRECTOR: H. EDWARD Management For For
HANWAY
1E. ELECTION OF DIRECTOR: LORD LANG OF Management For For
MONKTON
1F. ELECTION OF DIRECTOR: ELAINE LA ROCHE Management For For
1G. ELECTION OF DIRECTOR: STEVEN A. MILLS Management For For
1H. ELECTION OF DIRECTOR: BRUCE P. NOLOP Management For For
1I. ELECTION OF DIRECTOR: MARC D. OKEN Management For For
1J. ELECTION OF DIRECTOR: MORTON O. Management For For
SCHAPIRO
1K. ELECTION OF DIRECTOR: ADELE SIMMONS Management For For
1L. ELECTION OF DIRECTOR: LLOYD M. YATES Management For For
1M. ELECTION OF DIRECTOR: R. DAVID YOST Management For For
2. ADVISORY (NONBINDING) VOTE TO Management Abstain Against
APPROVE NAMED EXECUTIVE OFFICER
COMPENSATION
3. RATIFICATION OF SELECTION OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
HESS CORPORATION
SECURITY 42809H107 MEETING TYPE Contested-Annual
TICKER SYMBOL HES MEETING DATE 16-May-2013
ISIN US42809H1077 AGENDA 933787648 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 J. KRENICKI For For
2 K. MEYERS For For
3 F.G. REYNOLDS For For
4 W.G. SCHRADER For For
5 M. WILLIAMS For For
2. RATIFICATION OF THE SELECTION OF Management For For
ERNST & YOUNG LLP AS INDEPENDENT
AUDITORS FOR FISCAL YEAR ENDING
DECEMBER 31, 2013.
3. ADVISORY APPROVAL OF THE Management Abstain Against
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
4. APPROVAL OF AN AMENDMENT TO THE Management For For
RESTATED CERTIFICATE OF
INCORPORATION AND BY-LAWS TO
DECLASSIFY THE BOARD.
5. STOCKHOLDER PROPOSAL Shareholder Against For
RECOMMENDING THAT THE BOARD OF
DIRECTORS ADOPT A POLICY THAT
REQUIRES AN INDEPENDENT CHAIRMAN.
6. STOCKHOLDER PROPOSAL Shareholder Against For
RECOMMENDING THAT THE BOARD OF
DIRECTORS TAKE ACTION TO IMPLEMENT A
SIMPLE MAJORITY VOTE STANDARD.
7. STOCKHOLDER PROPOSAL Shareholder Against For
RECOMMENDING THAT THE COMPANY
PROVIDE A REPORT REGARDING POLITICAL
CONTRIBUTIONS.
8. STOCKHOLDER PROPOSAL SUBMITTED BY Shareholder Against For
ELLIOTT ASSOCIATES, L.P. AND ELLIOTT
INTERNATIONAL, L.P. RECOMMENDING THAT
THE COMPANY REPEAL ANY PROVISION OR
AMENDMENT OF THE BY-LAWS ADOPTED
WITHOUT STOCKHOLDER APPROVAL AFTER
FEBRUARY 2, 2011 AND PRIOR TO THE
ANNUAL MEETING.
MONDELEZ INTL, INC
SECURITY 609207105 MEETING TYPE Annual
TICKER SYMBOL MDLZ MEETING DATE 21-May-2013
ISIN US6092071058 AGENDA 933759625 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: STEPHEN F. Management For For
BOLLENBACH
1B. ELECTION OF DIRECTOR: LEWIS W.K. Management For For
BOOTH
1C. ELECTION OF DIRECTOR: LOIS D. JULIBER Management For For
1D. ELECTION OF DIRECTOR: MARK D. Management For For
KETCHUM
1E. ELECTION OF DIRECTOR: JORGE S. Management For For
MESQUITA
1F. ELECTION OF DIRECTOR: FREDRIC G. Management For For
REYNOLDS
1G. ELECTION OF DIRECTOR: IRENE B. Management For For
ROSENFELD
1H. ELECTION OF DIRECTOR: PATRICK T. Management For For
SIEWERT
1I. ELECTION OF DIRECTOR: RUTH J. SIMMONS Management For For
1J ELECTION OF DIRECTOR: RATAN N. TATA Management For For
1K ELECTION OF DIRECTOR: J.F. VAN Management For For
BOXMEER
2. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION
3. RATIFICATION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITORS FOR 2013
4. SHAREHOLDER PROPOSAL: REPORT ON Shareholder Against For
EXTENDED PRODUCER RESPONSIBILITY
5 SHAREHOLDER PROPOSAL: Shareholder Against For
SUSTAINABILITY REPORT ON GENDER
EQUALITY IN THE COMPANY'S SUPPLY
CHAIN
W. R. BERKLEY CORPORATION
SECURITY 084423102 MEETING TYPE Annual
TICKER SYMBOL WRB MEETING DATE 21-May-2013
ISIN US0844231029 AGENDA 933777041 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1.1 ELECTION OF DIRECTOR: W. ROBERT Management For For
BERKLEY, JR.
1.2 ELECTION OF DIRECTOR: RONALD E. Management For For
BLAYLOCK
1.3 ELECTION OF DIRECTOR: MARK E. Management For For
BROCKBANK
1.4 ELECTION OF DIRECTOR: GEORGE G. DALY Management For For
1.5 ELECTION OF DIRECTOR: MARY C. FARRELL Management For For
2. TO CONSIDER AND CAST A NON-BINDING Management For For
ADVISORY VOTE ON A RESOLUTION
APPROVING THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS
PURSUANT TO THE COMPENSATION
DISCLOSURE RULES OF THE SECURITIES
AND EXCHANGE COMMISSION, OR "SAY-ON-
PAY" VOTE.
3. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31,
2013.
JPMORGAN CHASE & CO.
SECURITY 46625H100 MEETING TYPE Annual
TICKER SYMBOL JPM MEETING DATE 21-May-2013
ISIN US46625H1005 AGENDA 933779728 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: JAMES A. BELL Management For For
1B. ELECTION OF DIRECTOR: CRANDALL C. Management For For
BOWLES
1C. ELECTION OF DIRECTOR: STEPHEN B. Management For For
BURKE
1D. ELECTION OF DIRECTOR: DAVID M. COTE Management For For
1E. ELECTION OF DIRECTOR: JAMES S. CROWN Management For For
1F. ELECTION OF DIRECTOR: JAMES DIMON Management For For
1G. ELECTION OF DIRECTOR: TIMOTHY P. Management For For
FLYNN
1H. ELECTION OF DIRECTOR: ELLEN V. FUTTER Management For For
1I. ELECTION OF DIRECTOR: LABAN P. Management For For
JACKSON, JR.
1J. ELECTION OF DIRECTOR: LEE R. RAYMOND Management For For
1K. ELECTION OF DIRECTOR: WILLIAM C. Management For For
WELDON
2. RATIFICATION OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY RESOLUTION TO APPROVE Management Abstain Against
EXECUTIVE COMPENSATION
4. AMENDMENT TO THE FIRM'S RESTATED Management For For
CERTIFICATE OF INCORPORATION TO
AUTHORIZE SHAREHOLDER ACTION BY
WRITTEN CONSENT
5. REAPPROVAL OF KEY EXECUTIVE Management For For
PERFORMANCE PLAN
6. REQUIRE SEPARATION OF CHAIRMAN AND Shareholder Against For
CEO
7. REQUIRE EXECUTIVES TO RETAIN Shareholder Against For
SIGNIFICANT STOCK UNTIL REACHING
NORMAL RETIREMENT AGE
8. ADOPT PROCEDURES TO AVOID HOLDING Shareholder Against For
OR RECOMMENDING INVESTMENTS THAT
CONTRIBUTE TO HUMAN RIGHTS
VIOLATIONS
9. DISCLOSE FIRM PAYMENTS USED DIRECTLY Shareholder Against For
OR INDIRECTLY FOR LOBBYING, INCLUDING
SPECIFIC AMOUNTS AND RECIPIENTS'
NAMES
ROYAL DUTCH SHELL PLC
SECURITY 780259206 MEETING TYPE Annual
TICKER SYMBOL RDSA MEETING DATE 21-May-2013
ISIN US7802592060 AGENDA 933802476 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1 ADOPTION OF ANNUAL REPORT & Management For For
ACCOUNTS
2 APPROVAL OF REMUNERATION REPORT Management For For
3 RE-APPOINTMENT OF JOSEF ACKERMANN Management For For
AS A DIRECTOR OF THE COMPANY
4 RE-APPOINTMENT OF GUY ELLIOTT AS A Management For For
DIRECTOR OF THE COMPANY
5 RE-APPOINTMENT OF SIMON HENRY AS A Management For For
DIRECTOR OF THE COMPANY
6 RE-APPOINTMENT OF CHARLES O. Management For For
HOLLIDAY AS A DIRECTOR OF THE
COMPANY
7 RE-APPOINTMENT OF GERARD Management For For
KLEISTERLEE AS A DIRECTOR OF THE
COMPANY
8 RE-APPOINTMENT OF JORMA OLLILA AS A Management For For
DIRECTOR OF THE COMPANY
9 RE-APPOINTMENT OF SIR NIGEL Management For For
SHEINWALD AS A DIRECTOR OF THE
COMPANY
10 RE-APPOINTMENT OF LINDA G. STUNTZ AS A Management For For
DIRECTOR OF THE COMPANY
11 RE-APPOINTMENT OF PETER VOSER AS A Management For For
DIRECTOR OF THE COMPANY
12 RE-APPOINTMENT OF HANS WIJERS AS A Management For For
DIRECTOR OF THE COMPANY
13 RE-APPOINTMENT OF GERRIT ZALM AS A Management For For
DIRECTOR OF THE COMPANY
14 RE-APPOINTMENT OF AUDITORS Management For For
15 REMUNERATION OF AUDITORS Management For For
16 AUTHORITY TO ALLOT SHARES Management For For
17 DISAPPLICATION OF PRE-EMPTION RIGHTS Management Against Against
18 AUTHORITY TO PURCHASE OWN SHARES Management For For
19 AUTHORITY FOR CERTAIN DONATIONS AND Management For For
EXPENDITURE
KRAFT FOODS GROUP, INC.
SECURITY 50076Q106 MEETING TYPE Annual
TICKER SYMBOL KRFT MEETING DATE 22-May-2013
ISIN US50076Q1067 AGENDA 933755499 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: ABELARDO E. BRU Management For For
1B. ELECTION OF DIRECTOR: JEANNE P. Management For For
JACKSON
1C. ELECTION OF DIRECTOR: E. FOLLIN SMITH Management For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF Management Abstain Against
AN EXECUTIVE COMPENSATION VOTE.
4. APPROVAL OF THE MATERIAL TERMS FOR Management For For
PERFORMANCE-BASED AWARDS UNDER
THE KRAFT FOODS GROUP, INC. 2012
PERFORMANCE INCENTIVE PLAN.
5. RATIFICATION OF THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 28, 2013.
6. SHAREHOLDER PROPOSAL: LABEL Shareholder Against For
GENETICALLY ENGINEERED PRODUCTS.
TURKCELL ILETISIM HIZMETLERI A.S.
SECURITY 900111204 MEETING TYPE Annual
TICKER SYMBOL TKC MEETING DATE 22-May-2013
ISIN US9001112047 AGENDA 933822808 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1 OPENING AND ELECTION OF THE Management For For
PRESIDENCY BOARD.
2 AUTHORIZING THE PRESIDENCY BOARD TO Management For For
SIGN THE MINUTES OF THE MEETING.
6 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2010.
7 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2010 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE.
8 RELEASE OF THE BOARD MEMBER, COLIN J. Management For For
WILLIAMS, FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY IN THE
YEAR 2010.
9 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2010.
13 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2011.
14 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2011 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE.
15 RELEASE OF THE BOARD MEMBERS Management For For
INDIVIDUALLY FROM THE ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2011.
16 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2011.
19 DISCUSSION OF AND APPROVAL OF THE Management For For
ELECTION OF THE INDEPENDENT AUDIT
FIRM APPOINTED BY THE BOARD OF
DIRECTORS PURSUANT TO THE CAPITAL
MARKETS LEGISLATION FOR AUDITING OF
THE ACCOUNTS AND FINANCIALS OF THE
YEAR 2012.
21 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2012.
22 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2012 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE.
23 RELEASE OF THE BOARD MEMBERS Management For For
INDIVIDUALLY FROM THE ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2012.
24 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2012.
25 SUBJECT TO THE APPROVAL OF THE Management For For
MINISTRY OF CUSTOMS AND TRADE AND
CAPITAL MARKETS BOARD; DISCUSSION OF
AND VOTING ON THE AMENDMENT OF
ARTICLES 3, 4, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15,
16, 17, 18, 19, 21, 24, 25 AND 26 TO THE
ARTICLES OF ASSOCIATION OF THE
COMPANY.
26 IN ACCORDANCE WITH ARTICLE 363 OF TCC, Management For For
SUBMITTAL AND APPROVAL OF THE BOARD
MEMBERS ELECTED BY THE BOARD OF
DIRECTORS DUE TO VACANCIES IN THE
BOARD OCCURRED IN THE YEAR 2012.
27 ELECTION OF NEW BOARD MEMBERS IN Management For For
ACCORDANCE WITH RELATED LEGISLATION
AND DETERMINATION OF THE NEWLY
ELECTED BOARD MEMBERS' TERM OF
OFFICE.
28 DETERMINATION OF THE GROSS MONTHLY Management For For
FEES OF THE MEMBERS OF THE BOARD OF
DIRECTORS.
29 DISCUSSION OF AND APPROVAL OF THE Management For For
ELECTION OF THE INDEPENDENT AUDIT
FIRM APPOINTED BY THE BOARD OF
DIRECTORS PURSUANT TO TCC AND THE
CAPITAL MARKETS LEGISLATION FOR
AUDITING OF THE ACCOUNTS AND
FINANCIALS OF THE YEAR 2013.
30 DISCUSSION OF AND APPROVAL OF Management For For
INTERNAL GUIDE ON GENERAL ASSEMBLY
RULES OF PROCEDURES PREPARED BY
THE BOARD OF DIRECTORS.
31 DECISION PERMITTING THE BOARD Management For For
MEMBERS TO, DIRECTLY OR ON BEHALF OF
OTHERS, BE ACTIVE IN AREAS FALLING
WITHIN OR OUTSIDE THE SCOPE OF THE
COMPANY'S OPERATIONS AND TO
PARTICIPATE IN COMPANIES OPERATING IN
THE SAME BUSINESS AND TO PERFORM
OTHER ACTS IN COMPLIANCE WITH
ARTICLES 395 AND 396 OF THE TURKISH
COMMERCIAL CODE.
32 DISCUSSION OF AND APPROVAL OF Management For For
"DIVIDEND POLICY" OF COMPANY
PURSUANT TO THE CORPORATE
GOVERNANCE PRINCIPLES.
34 INFORMING THE GENERAL ASSEMBLY ON Management For For
THE DONATION AND CONTRIBUTION MADE
IN THE YEARS 2011 AND 2012; DISCUSSION
OF AND DECISION ON THE LIMIT OF THE
DONATIONS TO BE MADE IN THE YEAR 2013;
AND DISCUSSION AND APPROVAL OF
DONATION AMOUNT WHICH HAS BEEN
REALIZED FROM THE BEGINNING OF THE
YEAR 2013 TO DATE OF GENERAL
ASSEMBLY.
NEXTERA ENERGY, INC.
SECURITY 65339F101 MEETING TYPE Annual
TICKER SYMBOL NEE MEETING DATE 23-May-2013
ISIN US65339F1012 AGENDA 933777205 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: SHERRY S. Management For For
BARRAT
1B. ELECTION OF DIRECTOR: ROBERT M. BEALL, II Management For For
1C. ELECTION OF DIRECTOR: JAMES L. Management For For
CAMAREN
1D. ELECTION OF DIRECTOR: KENNETH B. DUNN Management For For
1E. ELECTION OF DIRECTOR: LEWIS HAY, III Management For For
1F. ELECTION OF DIRECTOR: TONI JENNINGS Management For For
1G. ELECTION OF DIRECTOR: JAMES L. ROBO Management For For
1H. ELECTION OF DIRECTOR: RUDY E. SCHUPP Management For For
1I. ELECTION OF DIRECTOR: JOHN L. SKOLDS Management For For
1J. ELECTION OF DIRECTOR: WILLIAM H. Management For For
SWANSON
1K. ELECTION OF DIRECTOR: MICHAEL H. Management For For
THAMAN
1L. ELECTION OF DIRECTOR: HANSEL E. Management For For
TOOKES, II
2. RATIFICATION OF APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS NEXTERA
ENERGY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. APPROVAL, AS REQUIRED BY INTERNAL Management For For
REVENUE CODE SECTION 162(M), OF THE
MATERIAL TERMS FOR PAYMENT OF
PERFORMANCE-BASED ANNUAL INCENTIVE
COMPENSATION UNDER THE NEXTERA
ENERGY, INC. 2013 EXECUTIVE ANNUAL
INCENTIVE PLAN.
4. APPROVAL, BY NON-BINDING ADVISORY Management Abstain Against
VOTE, OF NEXTERA ENERGY'S
COMPENSATION OF ITS NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN THE PROXY
STATEMENT.
5. SHAREHOLDER PROPOSAL-POLICY Shareholder Against For
REGARDING STORAGE OF NUCLEAR
WASTE.
DEUTSCHE BANK AG
SECURITY D18190898 MEETING TYPE Annual
TICKER SYMBOL DB MEETING DATE 23-May-2013
ISIN DE0005140008 AGENDA 933813710 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
2 APPROPRIATION OF DISTRIBUTABLE PROFIT Management For For
3 RATIFICATION OF THE ACTS OF Management For For
MANAGEMENT OF THE MANAGEMENT
BOARD FOR THE 2012 FINANCIAL YEAR
4 RATIFICATION OF THE ACTS OF Management For For
MANAGEMENT OF THE SUPERVISORY
BOARD FOR THE 2012 FINANCIAL YEAR
5 ELECTION OF THE AUDITOR FOR THE 2013 Management For For
FINANCIAL YEAR, INTERIM ACCOUNTS
6 AUTHORIZATION TO ACQUIRE OWN SHARES Management For For
FOR TRADING PURPOSES PURSUANT TO Section
71 (1) NO. 7 STOCK CORPORATION ACT
7 AUTHORIZATION TO ACQUIRE OWN SHARES Management Against Against
PURSUANT TO Section 71 (1) NO. 8 STOCK
CORPORATION ACT AS WELL AS FOR THEIR
USE WITH THE POSSIBLE EXCLUSION OF
PRE-EMPTIVE RIGHTS
8 AUTHORIZATION TO USE DERIVATIVES Management For For
WITHIN THE FRAMEWORK OF THE
PURCHASE OF OWN SHARES PURSUANT TO
Section 71 (1) NO. 8 STOCK CORPORATION ACT
9 APPROVAL OF THE COMPENSATION Management For For
SYSTEM FOR THE MANAGEMENT BOARD
MEMBERS
10 AMENDMENTS TO THE ARTICLES OF Management For For
ASSOCIATION REGARDING THE NEW
REGULATION ON SUPERVISORY BOARD
COMPENSATION
11A ELECTION TO THE SUPERVISORY BOARD: Management For For
JOHN CRYAN
11B ELECTION TO THE SUPERVISORY BOARD: Management For For
PROF. DR. HENNING KAGERMANN
11C ELECTION TO THE SUPERVISORY BOARD: Management For For
SUZANNE LABARGE
11D ELECTION TO THE SUPERVISORY BOARD: Management For For
DR. JOHANNES TEYSSEN
11E ELECTION TO THE SUPERVISORY BOARD: Management For For
GEORG F. THOMA
11F ELECTION TO THE SUPERVISORY BOARD: Management For For
TILMAN TODENHOFER
11G ELECTION TO THE SUPERVISORY BOARD: Management For For
DINA DUBLON
12 CANCELLATION OF EXISTING AND Management Against Against
CREATION OF NEW AUTHORIZED CAPITAL
WITH POSSIBILITY OF EXCLUDING
SHAREHOLDERS' PRE-EMPTIVE RIGHTS,
AMENDMENT TO THE ARTICLES OF
ASSOCIATION
13 APPROVAL OF A DOMINATION AGREEMENT Management For For
WITH RREEF MANAGEMENT GMBH
CM1 COUNTER MOTION 1 Management Abstain
CM2 COUNTER MOTION 2 Management Abstain
DEUTSCHE BANK AG
SECURITY D18190898 MEETING TYPE Annual
TICKER SYMBOL DB MEETING DATE 23-May-2013
ISIN DE0005140008 AGENDA 933825917 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
2 APPROPRIATION OF DISTRIBUTABLE PROFIT Management For For
3 RATIFICATION OF THE ACTS OF Management For For
MANAGEMENT OF THE MANAGEMENT
BOARD FOR THE 2012 FINANCIAL YEAR
4 RATIFICATION OF THE ACTS OF Management For For
MANAGEMENT OF THE SUPERVISORY
BOARD FOR THE 2012 FINANCIAL YEAR
5 ELECTION OF THE AUDITOR FOR THE 2013 Management For For
FINANCIAL YEAR, INTERIM ACCOUNTS
6 AUTHORIZATION TO ACQUIRE OWN SHARES Management For For
FOR TRADING PURPOSES PURSUANT TO Section
71 (1) NO. 7 STOCK CORPORATION ACT
7 AUTHORIZATION TO ACQUIRE OWN SHARES Management Against Against
PURSUANT TO Section 71 (1) NO. 8 STOCK
CORPORATION ACT AS WELL AS FOR THEIR
USE WITH THE POSSIBLE EXCLUSION OF
PRE-EMPTIVE RIGHTS
8 AUTHORIZATION TO USE DERIVATIVES Management For For
WITHIN THE FRAMEWORK OF THE
PURCHASE OF OWN SHARES PURSUANT TO
Section 71 (1) NO. 8 STOCK CORPORATION ACT
9 APPROVAL OF THE COMPENSATION Management For For
SYSTEM FOR THE MANAGEMENT BOARD
MEMBERS
10 AMENDMENTS TO THE ARTICLES OF Management For For
ASSOCIATION REGARDING THE NEW
REGULATION ON SUPERVISORY BOARD
COMPENSATION
11A ELECTION TO THE SUPERVISORY BOARD: Management For For
JOHN CRYAN
11B ELECTION TO THE SUPERVISORY BOARD: Management For For
PROF. DR. HENNING KAGERMANN
11C ELECTION TO THE SUPERVISORY BOARD: Management For For
SUZANNE LABARGE
11D ELECTION TO THE SUPERVISORY BOARD: Management For For
DR. JOHANNES TEYSSEN
11E ELECTION TO THE SUPERVISORY BOARD: Management For For
GEORG F. THOMA
11F ELECTION TO THE SUPERVISORY BOARD: Management For For
TILMAN TODENHOFER
11G ELECTION TO THE SUPERVISORY BOARD: Management For For
DINA DUBLON
12 CANCELLATION OF EXISTING AND Management Against Against
CREATION OF NEW AUTHORIZED CAPITAL
WITH POSSIBILITY OF EXCLUDING
SHAREHOLDERS' PRE-EMPTIVE RIGHTS,
AMENDMENT TO THE ARTICLES OF
ASSOCIATION
13 APPROVAL OF A DOMINATION AGREEMENT Management For For
WITH RREEF MANAGEMENT GMBH
CM1 COUNTER MOTION 1 Management Abstain
CM2 COUNTER MOTION 2 Management Abstain
HSBC HOLDINGS PLC
SECURITY 404280406 MEETING TYPE Annual
TICKER SYMBOL HBC MEETING DATE 24-May-2013
ISIN US4042804066 AGENDA 933785656 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. TO RECEIVE THE ANNUAL REPORT AND Management For For
ACCOUNTS 2012
2. TO APPROVE THE DIRECTORS' Management For For
REMUNERATION REPORT FOR 2012
3A. TO RE-ELECT S A CATZ A DIRECTOR Management For For
3B. TO RE-ELECT L M L CHA A DIRECTOR Management For For
3C. TO RE-ELECT M K T CHEUNG A DIRECTOR Management For For
3D. TO ELECT J B COMEY A DIRECTOR Management For For
3E. TO RE-ELECT J D COOMBE A DIRECTOR Management For For
3F. TO RE-ELECT J FABER A DIRECTOR Management For For
3G. TO RE-ELECT R A FAIRHEAD A DIRECTOR Management For For
3H. TO ELECT R FASSBIND A DIRECTOR Management For For
3I. TO RE-ELECT D J FLINT A DIRECTOR Management For For
3J. TO RE-ELECT S T GULLIVER A DIRECTOR Management For For
3K. TO RE-ELECT J W J HUGHES-HALLETT A Management For For
DIRECTOR
3L. TO RE-ELECT W S H LAIDLAW A DIRECTOR Management For For
3M. TO RE-ELECT J P LIPSKY A DIRECTOR Management For For
3N. TO RE-ELECT J R LOMAX A DIRECTOR Management For For
3O. TO RE-ELECT I J MACKAY A DIRECTOR Management For For
3P. TO RE-ELECT SIR SIMON ROBERTSON A Management For For
DIRECTOR
3Q. TO RE-ELECT J L THORNTON A DIRECTOR Management For For
4. TO REAPPOINT THE AUDITOR AT Management For For
REMUNERATION TO BE DETERMINED BY
THE GROUP AUDIT COMMITTEE
5. TO AUTHORISE THE DIRECTORS TO ALLOT Management For For
SHARES
S6. TO DISAPPLY PRE-EMPTION RIGHTS Management Against Against
(SPECIAL RESOLUTION)
7. TO AUTHORISE THE COMPANY TO Management For For
PURCHASE ITS OWN ORDINARY SHARES
S8. TO APPROVE GENERAL MEETINGS (OTHER Management For For
THAN ANNUAL GENERAL MEETINGS) BEING
CALLED ON 14 CLEAR DAYS' NOTICE
(SPECIAL RESOLUTION)
MERCK & CO., INC.
SECURITY 58933Y105 MEETING TYPE Annual
TICKER SYMBOL MRK MEETING DATE 28-May-2013
ISIN US58933Y1055 AGENDA 933782319 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: LESLIE A. BRUN Management For For
1B. ELECTION OF DIRECTOR: THOMAS R. CECH Management For For
1C. ELECTION OF DIRECTOR: KENNETH C. Management For For
FRAZIER
1D. ELECTION OF DIRECTOR: THOMAS H. Management For For
GLOCER
1E. ELECTION OF DIRECTOR: WILLIAM B. Management For For
HARRISON JR.
1F. ELECTION OF DIRECTOR: C. ROBERT Management For For
KIDDER
1G. ELECTION OF DIRECTOR: ROCHELLE B. Management For For
LAZARUS
1H. ELECTION OF DIRECTOR: CARLOS E. Management For For
REPRESAS
1I. ELECTION OF DIRECTOR: PATRICIA F. Management For For
RUSSO
1J. ELECTION OF DIRECTOR: CRAIG B. Management For For
THOMPSON
1K. ELECTION OF DIRECTOR: WENDELL P. Management For For
WEEKS
1L. ELECTION OF DIRECTOR: PETER C. Management For For
WENDELL
2. RATIFICATION OF THE APPOINTMENT OF Management For For
THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2013.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
4. SHAREHOLDER PROPOSAL CONCERNING Shareholder Against For
SHAREHOLDERS' RIGHT TO ACT BY
WRITTEN CONSENT.
5. SHAREHOLDER PROPOSAL CONCERNING Shareholder Against For
SPECIAL SHAREOWNER MEETINGS.
6. SHAREHOLDER PROPOSAL CONCERNING A Shareholder Against For
REPORT ON CHARITABLE AND POLITICAL
CONTRIBUTIONS.
7. SHAREHOLDER PROPOSAL CONCERNING A Shareholder Against For
REPORT ON LOBBYING ACTIVITIES.
TELEKOM AUSTRIA AG, WIEN
SECURITY A8502A102 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 29-May-2013
ISIN AT0000720008 AGENDA 704504302 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 194179 DUE TO
RECEIPT OF S-UPERVISORY NAMES. ALL
VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARD-ED AND YOU
WILL NEED TO REINSTRUCT ON THIS
MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THE MEETING HAS Non-Voting
BEEN SET UP USING THE RECORD DATE 17
MAY 2013-WHICH AT THIS TIME WE ARE
UNABLE TO SYSTEMATICALLY UPDATE. THE
TRUE RECORD DA-TE FOR THIS MEETING IS
19 MAY 2013. THANK YOU
1 Receive financial statements and statutory Non-Voting
reports
2 Approve allocation of income Management For For
3 Approve discharge of management board Management For For
4 Approve discharge of supervisory board Management For For
5 Approve remuneration of supervisory board Management For For
members
6 Ratify auditors Management For For
7.1 Elect Alfred Brogyanyi as supervisory board Management For For
member
7.2 Elect Elisabetta Castiglioni as supervisory board Management For For
member
7.3 Elect Henrietta Egerth-Stadlhuber as supervisory Management For For
board member
7.4 Elect Michael Enzinger as supervisory board Management For For
member
7.5 Elect Oscar Von Hauske Solis as supervisory Management For For
board member
7.6 Elect Rudolf Kemler as supervisory board Management For For
member
7.7 Elect Peter J. Oswald supervisory board member Management For For
7.8 Elect Ronny Pecik as supervisory board member Management For For
7.9 Elect Wolfgang Ruttenstorfer as supervisory Management For For
board member
7.10 Elect Harald Stoeber as supervisory board Management For For
member
8 Receive report on share repurchase program Non-Voting
9 Approve extension of share repurchase program Management For For
and associated share usage authority
10 Amend articles re the company law amendment Management For For
act 2011
CHEVRON CORPORATION
SECURITY 166764100 MEETING TYPE Annual
TICKER SYMBOL CVX MEETING DATE 29-May-2013
ISIN US1667641005 AGENDA 933786874 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: L.F. DEILY Management For For
1B. ELECTION OF DIRECTOR: R.E. DENHAM Management For For
1C. ELECTION OF DIRECTOR: A.P. GAST Management For For
1D. ELECTION OF DIRECTOR: E. HERNANDEZ Management For For
1E. ELECTION OF DIRECTOR: G.L. KIRKLAND Management For For
1F. ELECTION OF DIRECTOR: C.W. MOORMAN Management For For
1G. ELECTION OF DIRECTOR: K.W. SHARER Management For For
1H. ELECTION OF DIRECTOR: J.G. STUMPF Management For For
1I. ELECTION OF DIRECTOR: R.D. SUGAR Management For For
1J. ELECTION OF DIRECTOR: C. WARE Management For For
1K. ELECTION OF DIRECTOR: J.S. WATSON Management For For
2. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
4. APPROVAL OF AMENDMENTS TO LONG- Management Against Against
TERM INCENTIVE PLAN
5. SHALE ENERGY OPERATIONS Shareholder Against For
6. OFFSHORE OIL WELLS Shareholder Against For
7. CLIMATE RISK Shareholder Against For
8. LOBBYING DISCLOSURE Shareholder Against For
9. CESSATION OF USE OF CORPORATE FUNDS Shareholder Against For
FOR POLITICAL PURPOSES
10. CUMULATIVE VOTING Shareholder Against For
11. SPECIAL MEETINGS Shareholder Against For
12. INDEPENDENT DIRECTOR WITH Shareholder Against For
ENVIRONMENTAL EXPERTISE
13. COUNTRY SELECTION GUIDELINES Shareholder Against For
EXXON MOBIL CORPORATION
SECURITY 30231G102 MEETING TYPE Annual
TICKER SYMBOL XOM MEETING DATE 29-May-2013
ISIN US30231G1022 AGENDA 933791243 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 M.J. BOSKIN For For
2 P. BRABECK-LETMATHE For For
3 U.M. BURNS For For
4 L.R. FAULKNER For For
5 J.S. FISHMAN For For
6 H.H. FORE For For
7 K.C. FRAZIER For For
8 W.W. GEORGE For For
9 S.J. PALMISANO For For
10 S.S REINEMUND For For
11 R.W. TILLERSON For For
12 W.C. WELDON For For
13 E.E. WHITACRE, JR. For For
2. RATIFICATION OF INDEPENDENT AUDITORS Management For For
(PAGE 60)
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION (PAGE 61)
4. INDEPENDENT CHAIRMAN (PAGE 63) Shareholder Against For
5. MAJORITY VOTE FOR DIRECTORS (PAGE 64) Shareholder Against For
6. LIMIT DIRECTORSHIPS (PAGE 65) Shareholder Against For
7. REPORT ON LOBBYING (PAGE 66) Shareholder Against For
8. POLITICAL CONTRIBUTIONS POLICY (PAGE Shareholder Against For
67)
9. AMENDMENT OF EEO POLICY (PAGE 69) Shareholder Against For
10. REPORT ON NATURAL GAS PRODUCTION Shareholder Against For
(PAGE 70)
11. GREENHOUSE GAS EMISSIONS GOALS Shareholder Against For
(PAGE 72)
UNITEDHEALTH GROUP INCORPORATED
SECURITY 91324P102 MEETING TYPE Annual
TICKER SYMBOL UNH MEETING DATE 03-Jun-2013
ISIN US91324P1021 AGENDA 933799390 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: WILLIAM C. Management For For
BALLARD, JR.
1B. ELECTION OF DIRECTOR: EDSON BUENO, Management For For
M.D.
1C. ELECTION OF DIRECTOR: RICHARD T. Management For For
BURKE
1D. ELECTION OF DIRECTOR: ROBERT J. Management For For
DARRETTA
1E. ELECTION OF DIRECTOR: STEPHEN J. Management For For
HEMSLEY
1F. ELECTION OF DIRECTOR: MICHELE J. Management For For
HOOPER
1G. ELECTION OF DIRECTOR: RODGER A. Management For For
LAWSON
1H. ELECTION OF DIRECTOR: DOUGLAS W. Management For For
LEATHERDALE
1I. ELECTION OF DIRECTOR: GLENN M. Management For For
RENWICK
1J. ELECTION OF DIRECTOR: KENNETH I. SHINE, Management For For
M.D.
1K. ELECTION OF DIRECTOR: GAIL R. Management For For
WILENSKY, PH.D.
2. ADVISORY APPROVAL OF THE COMPANY'S Management Abstain Against
EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR
THE YEAR ENDING DECEMBER 31, 2013.
4. THE SHAREHOLDER PROPOSAL SET FORTH Shareholder Against For
IN THE PROXY STATEMENT REQUESTING
ADDITIONAL LOBBYING DISCLOSURE, IF
PROPERLY PRESENTED AT THE 2013
ANNUAL MEETING OF SHAREHOLDERS.
DEVON ENERGY CORPORATION
SECURITY 25179M103 MEETING TYPE Annual
TICKER SYMBOL DVN MEETING DATE 05-Jun-2013
ISIN US25179M1036 AGENDA 933803086 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. DIRECTOR Management
1 ROBERT H. HENRY For For
2 JOHN A. HILL For For
3 MICHAEL M. KANOVSKY For For
4 ROBERT A. MOSBACHER, JR For For
5 J. LARRY NICHOLS For For
6 DUANE C. RADTKE For For
7 MARY P. RICCIARDELLO For For
8 JOHN RICHELS For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
3. RATIFY THE APPOINTMENT OF THE Management For For
COMPANY'S INDEPENDENT AUDITORS FOR
2013.
4. REPORT DISCLOSING LOBBYING POLICIES Shareholder Against For
AND PRACTICES.
5. MAJORITY VOTE STANDARD FOR DIRECTOR Shareholder Against For
ELECTIONS.
6. RIGHT TO ACT BY WRITTEN CONSENT. Shareholder Against For
WAL-MART STORES, INC.
SECURITY 931142103 MEETING TYPE Annual
TICKER SYMBOL WMT MEETING DATE 07-Jun-2013
ISIN US9311421039 AGENDA 933799364 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1A. ELECTION OF DIRECTOR: AIDA M. ALVAREZ Management For For
1B. ELECTION OF DIRECTOR: JAMES I. CASH, JR. Management For For
1C. ELECTION OF DIRECTOR: ROGER C. Management For For
CORBETT
1D. ELECTION OF DIRECTOR: DOUGLAS N. DAFT Management For For
1E. ELECTION OF DIRECTOR: MICHAEL T. DUKE Management For For
1F. ELECTION OF DIRECTOR: TIMOTHY P. Management For For
FLYNN
1G. ELECTION OF DIRECTOR: MARISSA A. Management For For
MAYER
1H. ELECTION OF DIRECTOR: GREGORY B. Management For For
PENNER
1I. ELECTION OF DIRECTOR: STEVEN S Management For For
REINEMUND
1J. ELECTION OF DIRECTOR: H. LEE SCOTT, JR. Management For For
1K. ELECTION OF DIRECTOR: JIM C. WALTON Management For For
1L. ELECTION OF DIRECTOR: S. ROBSON Management For For
WALTON
1M. ELECTION OF DIRECTOR: CHRISTOPHER J. Management For For
WILLIAMS
1N. ELECTION OF DIRECTOR: LINDA S. WOLF Management For For
2. RATIFICATION OF ERNST & YOUNG LLP AS Management For For
INDEPENDENT ACCOUNTANTS
3. ADVISORY VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
4. APPROVAL OF THE WAL-MART STORES, INC. Management For For
MANAGEMENT INCENTIVE PLAN, AS
AMENDED
5. SPECIAL SHAREOWNER MEETING RIGHT Shareholder Against For
6. EQUITY RETENTION REQUIREMENT Shareholder Against For
7. INDEPENDENT CHAIRMAN Shareholder Against For
8. REQUEST FOR ANNUAL REPORT ON Shareholder Against For
RECOUPMENT OF EXECUTIVE PAY
PARMALAT SPA, COLLECCHIO
SECURITY T7S73M107 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 14-Jun-2013
ISIN IT0003826473 AGENDA 704506091 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT PLEASE NOTE THAT THIS IS AN Non-Voting
AMENDMENT TO MEETING ID 188715 DUE TO
POSTPONEMENT-OF THE MEETING DATE
FROM 17 MAY 2013 TO 14 JUNE 2013 AND
ADDITION OF RESOLUTI-ON. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WIL-L
NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THE ITALIAN Non-Voting
LANGUAGE AGENDA IS AVAILABLE BY
CLICKING ON THE U-RL LINK:
https://materials.proxyvote.com/Approved/99999
Z/19840101/NPS_168664.P-DF
1 Approval of the statement of financial position, Management For For
income statement and accompanying notes at
December 31, 2012 and the related Report on
Operations. Motion for the appropriation of the
year's net profit. Review of the Report of the
Board of Statutory Auditors. Pertinent and related
resolutions
2 Decision on the substitution of the Member of the Management Against Against
Board of Directors Antonio Sala. Pertinent and
related resolutions
3 Decision on the substitution of the Effective Management Against Against
Statutory Auditor Roberto Cravero. Pertinent and
related resolutions
CMMT PLEASE NOTE THAT THIS IS A REVISION Non-Voting
DUE TO MODIFICATION IN THE TEXT OF
RESOLUT-ION 3. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY-FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
PHILIPPINE LONG DISTANCE TELEPHONE CO.
SECURITY 718252604 MEETING TYPE Consent
TICKER SYMBOL PHI MEETING DATE 14-Jun-2013
ISIN US7182526043 AGENDA 933829030 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. APPROVAL OF THE AUDITED FINANCIAL Management For For
STATEMENTS FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2012 CONTAINED IN
THE COMPANY'S 2012 ANNUAL REPORT.
2A. ELECTION OF DIRECTOR: ARTEMIO V. Management For
PANGANIBAN (INDEPENDENT DIRECTOR)
2B. ELECTION OF DIRECTOR: MR. PEDRO E. Management For
ROXAS (INDEPENDENT DIRECTOR)
2C. ELECTION OF DIRECTOR: MR. ALFRED V. TY Management For
(INDEPENDENT DIRECTOR)
2D. ELECTION OF DIRECTOR: MS. HELEN Y. DEE Management For
2E. ELECTION OF DIRECTOR: ATTY. RAY C. Management For
ESPINOSA
2F. ELECTION OF DIRECTOR: MR. JAMES L. GO Management For
2G. ELECTION OF DIRECTOR: MR. SETSUYA Management For
KIMURA
2H. ELECTION OF DIRECTOR: MR. NAPOLEON L. Management For
NAZARENO
2I. ELECTION OF DIRECTOR: MR. MANUEL V. Management For
PANGILINAN
2J. ELECTION OF DIRECTOR: MR. HIDEAKI Management For
OZAKI
2K. ELECTION OF DIRECTOR: MS. MA. LOURDES Management For
C. RAUSA-CHAN
2L. ELECTION OF DIRECTOR: MR. JUAN B. Management For
SANTOS
2M. ELECTION OF DIRECTOR: MR. TONY TAN Management For
CAKTIONG
3. APPROVAL OF CORPORATE ACTIONS. Management For For
INVESTMENT AB KINNEVIK, STOCKHOLM
SECURITY W4832D128 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 18-Jun-2013
ISIN SE0000164600 AGENDA 704539521 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL
VOTED-ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL
NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE-POSITION TO YOUR CLIENT
SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED-IN ORDER FOR
YOUR VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB Non-Voting
CUSTODIANS IN SWEDEN ACCEPT ABSTAIN
AS A VALID-VOTE OPTION. THANK YOU
1 Opening of the Extraordinary General Meeting Non-Voting
2 Election of Chairman of the Extraordinary Non-Voting
General Meeting
3 Preparation and approval of the voting list Non-Voting
4 Approval of the agenda Non-Voting
5 Election of one or two persons to check and Non-Voting
verify the minutes
6 Determination of whether the Extraordinary Non-Voting
General Meeting has been duly-convened
7 Offer on reclassification of Class A shares into Management No Action
Class B shares
8 Closing of the Extraordinary General Meeting Non-Voting
WEATHERFORD INTERNATIONAL LTD
SECURITY H27013103 MEETING TYPE Annual
TICKER SYMBOL WFT MEETING DATE 20-Jun-2013
ISIN CH0038838394 AGENDA 933820753 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. APPROVE THE 2012 ANNUAL REPORT, THE Management For For
CONSOLIDATED FINANCIAL STATEMENTS
FOR FISCAL YEAR 2012 AND THE
STATUTORY FINANCIAL STATEMENTS OF
WEATHERFORD INTERNATIONAL LTD. FOR
FISCAL YEAR 2012.
2. DISCHARGE THE BOARD OF DIRECTORS Management For For
AND EXECUTIVE OFFICERS FROM LIABILITY
UNDER SWISS LAW FOR THE YEAR ENDED
DECEMBER 31, 2012.
3A. ELECTION OF DIRECTOR: BERNARD J. Management For For
DUROC-DANNER
3B. ELECTION OF DIRECTOR: NICHOLAS F. Management For For
BRADY
3C. ELECTION OF DIRECTOR: DAVID J. BUTTERS Management For For
3D. ELECTION OF DIRECTOR: JOHN D. GASS Management For For
3E. ELECTION OF DIRECTOR: FRANCIS S. Management For For
KALMAN
3F. ELECTION OF DIRECTOR: WILLIAM E. Management For For
MACAULAY
3G. ELECTION OF DIRECTOR: ROBERT K. Management For For
MOSES, JR.
3H. ELECTION OF DIRECTOR: GUILLERMO ORTIZ Management For For
3I. ELECTION OF DIRECTOR: EMYR JONES Management For For
PARRY
3J. ELECTION OF DIRECTOR: ROBERT A. RAYNE Management For For
4. RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM AND ELECT KPMG AG AS
OUR SWISS STATUTORY AUDITOR.
5. APPROVE AMENDMENTS TO Management For For
WEATHERFORD'S ARTICLES OF
ASSOCIATION TO AUTHORIZE ISSUABLE
AUTHORIZED SHARE CAPITAL IN AN
AMOUNT EQUAL TO 18.22% OF CURRENT
STATED CAPITAL AND GRANT AN
AUTHORIZATION OF THE BOARD OF
DIRECTORS TO ISSUE SHARES FROM
AUTHORIZED SHARE CAPITAL FOR THE
PERIOD FROM JUNE 20, 2013 TO JUNE 20,
2015.
6. ADOPT AN ADVISORY RESOLUTION Management Abstain Against
APPROVING THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS.
WEATHERFORD INTERNATIONAL LTD
SECURITY H27013103 MEETING TYPE Annual
TICKER SYMBOL WFT MEETING DATE 20-Jun-2013
ISIN CH0038838394 AGENDA 933844575 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. APPROVE THE 2012 ANNUAL REPORT, THE Management For For
CONSOLIDATED FINANCIAL STATEMENTS
FOR FISCAL YEAR 2012 AND THE
STATUTORY FINANCIAL STATEMENTS OF
WEATHERFORD INTERNATIONAL LTD. FOR
FISCAL YEAR 2012.
2. DISCHARGE THE BOARD OF DIRECTORS Management For For
AND EXECUTIVE OFFICERS FROM LIABILITY
UNDER SWISS LAW FOR THE YEAR ENDED
DECEMBER 31, 2012.
3A. ELECTION OF DIRECTOR: BERNARD J. Management For For
DUROC-DANNER
3B. ELECTION OF DIRECTOR: NICHOLAS F. Management For For
BRADY
3C. ELECTION OF DIRECTOR: DAVID J. BUTTERS Management For For
3D. ELECTION OF DIRECTOR: JOHN D. GASS Management For For
3E. ELECTION OF DIRECTOR: FRANCIS S. Management For For
KALMAN
3F. ELECTION OF DIRECTOR: WILLIAM E. Management For For
MACAULAY
3G. ELECTION OF DIRECTOR: ROBERT K. Management For For
MOSES, JR.
3H. ELECTION OF DIRECTOR: GUILLERMO ORTIZ Management For For
3I. ELECTION OF DIRECTOR: EMYR JONES Management For For
PARRY
3J. ELECTION OF DIRECTOR: ROBERT A. RAYNE Management For For
4. RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM AND ELECT KPMG AG AS
OUR SWISS STATUTORY AUDITOR.
5. APPROVE AMENDMENTS TO Management For For
WEATHERFORD'S ARTICLES OF
ASSOCIATION TO AUTHORIZE ISSUABLE
AUTHORIZED SHARE CAPITAL IN AN
AMOUNT EQUAL TO 18.22% OF CURRENT
STATED CAPITAL AND GRANT AN
AUTHORIZATION OF THE BOARD OF
DIRECTORS TO ISSUE SHARES FROM
AUTHORIZED SHARE CAPITAL FOR THE
PERIOD FROM JUNE 20, 2013 TO JUNE 20,
2015.
6. ADOPT AN ADVISORY RESOLUTION Management Abstain Against
APPROVING THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS.
TURKCELL ILETISIM HIZMETLERI A.S.
SECURITY 900111204 MEETING TYPE Annual
TICKER SYMBOL TKC MEETING DATE 24-Jun-2013
ISIN US9001112047 AGENDA 933849119 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1 OPENING AND ELECTION OF THE Management For For
PRESIDENCY BOARD
2 AUTHORIZING THE PRESIDENCY BOARD TO Management For For
SIGN THE MINUTES OF THE MEETING
6 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2010
7 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2010 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE
8 RELEASE OF THE BOARD MEMBER, COLIN J. Management For For
WILLIAMS, FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY IN THE
YEAR 2010
9 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2010
13 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2011
14 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2011 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE
15 RELEASE OF THE BOARD MEMBERS Management For For
INDIVIDUALLY FROM THE ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2011
16 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2011
19 DISCUSSION OF AND APPROVAL OF THE Management For For
ELECTION OF THE INDEPENDENT AUDIT
FIRM APPOINTED BY THE BOARD OF
DIRECTORS PURSUANT TO THE CAPITAL
MARKETS LEGISLATION FOR AUDITING OF
THE ACCOUNTS AND FINANCIALS OF THE
YEAR 2012
21 REVIEW, DISCUSSION AND APPROVAL OF Management For For
THE BALANCE SHEETS AND PROFITS/LOSS
STATEMENTS RELATING TO FISCAL YEARS
2012
22 DISCUSSION OF AND DECISION ON THE Management For For
BOARD OF DIRECTORS' PROPOSAL
CONCERNING THE DISTRIBUTION OF
DIVIDEND FOR YEAR 2012 AND
DETERMINATION OF THE DIVIDEND
DISTRIBUTION DATE
23 RELEASE OF THE BOARD MEMBERS Management For For
INDIVIDUALLY FROM THE ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2012
24 RELEASE OF THE STATUTORY AUDITORS Management For For
INDIVIDUALLY FROM ACTIVITIES AND
OPERATIONS OF THE COMPANY
PERTAINING TO THE YEARS 2012
25 SUBJECT TO THE APPROVAL OF THE Management For For
MINISTRY OF CUSTOM AND COMMERCIAL
AND CAPITAL MARKETS BOARD;
DISCUSSION OF AND VOTING ON THE
AMENDMENT OF ARTICLES 3, 4, 6, 7, 8, 9, 10,
11, 12, 13, 14, 15, 16, 17, 18, 19, 21, 24, 25 AND
26 TO THE ARTICLES OF ASSOCIATION OF
THE COMPANY
26 IN ACCORDANCE WITH ARTICLE 363 OF TCC, Management For For
SUBMITTAL AND APPROVAL OF THE BOARD
MEMBERS ELECTED BY THE BOARD OF
DIRECTORS DUE TO VACANCIES IN THE
BOARD OCCURRED IN THE YEAR 2012
27 ELECTION OF NEW BOARD MEMBERS IN Management For For
ACCORDANCE WITH RELATED LEGISLATION
AND DETERMINATION OF THE NEWLY
ELECTED BOARD MEMBERS' TERM OF
OFFICE
28 DETERMINATION OF THE GROSS MONTHLY Management For For
FEES OF THE MEMBERS OF THE BOARD OF
DIRECTORS
29 DISCUSSION OF AND APPROVAL OF THE Management For For
ELECTION OF THE INDEPENDENT AUDIT
FIRM APPOINTED BY THE BOARD OF
DIRECTORS PURSUANT TO TCC AND THE
CAPITAL MARKETS LEGISLATION FOR
AUDITING OF THE ACCOUNTS AND
FINANCIALS OF THE YEAR 2013
30 DISCUSSION OF AND APPROVAL OF Management For For
INTERNAL GUIDE ON GENERAL ASSEMBLY
RULES OF PROCEDURES PREPARED BY
THE BOARD OF DIRECTORS
31 DECISION PERMITTING THE BOARD Management For For
MEMBERS TO, DIRECTLY OR ON BEHALF OF
OTHERS, BE ACTIVE IN AREAS FALLING
WITHIN OR OUTSIDE THE SCOPE OF THE
COMPANY'S OPERATIONS AND TO
PARTICIPATE IN COMPANIES OPERATING IN
THE SAME BUSINESS AND TO PERFORM
OTHER ACTS IN COMPLIANCE WITH
ARTICLES 395 AND 396 OF THE TURKISH
COMMERCIAL CODE
32 DISCUSSION OF AND APPROVAL OF Management For For
"DIVIDEND POLICY" OF COMPANY
PURSUANT TO THE CORPORATE
GOVERNANCE PRINCIPLES
34 INFORMING THE GENERAL ASSEMBLY ON Management For For
THE DONATION AND CONTRIBUTION MADE
IN THE YEARS 2011 AND 2012; DISCUSSION
OF AND DECISION ON THE LIMIT OF THE
DONATIONS TO BE MADE IN THE YEAR 2013;
AND DISCUSSION AND APPROVAL OF
DONATION AMOUNT WHICH HAS BEEN
REALIZED FROM THE BEGINNING OF THE
YEAR 2013 TO DATE OF GENERAL
ASSEMBLY
LUFKIN INDUSTRIES, INC.
SECURITY 549764108 MEETING TYPE Special
TICKER SYMBOL LUFK MEETING DATE 27-Jun-2013
ISIN US5497641085 AGENDA 933842812 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- ------------------------------------------------------------ ----------- --------- -----------
1. TO APPROVE THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED AS OF APRIL 5, 2013, BY
AND AMONG GENERAL ELECTRIC
COMPANY, RED ACQUISITION, INC., AND
LUFKIN INDUSTRIES, INC., AS SUCH
AGREEMENT MAY BE AMENDED FROM TIME
TO TIME
2. TO ADJOURN THE SPECIAL MEETING, IF Management For For
NECESSARY, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE MEETING TO
APPROVE THE MERGER AGREEMENT
3. TO APPROVE, ON A NON-BINDING, Management For For
ADVISORY BASIS, THE COMPENSATION
THAT MAY BE PAID OR BECOME PAYABLE
TO LUFKIN INDUSTRIES, INC.'S NAMED
EXECUTIVE OFFICERS IN CONNECTION
WITH THE MERGER
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 The Gabelli Convertible and Income Securities Fund Inc.
By (Signature and Title)* /s/ Bruce N. Alpert
--------------------------------------------
Bruce N. Alpert, Principal Executive Officer
Date 8/6/13
* Print the name and title of each signing officer under his or her
signature.