UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-06574 --------------------------------------------- The Latin American Discovery Fund, Inc. -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 1221 Avenue of the Americas, New York, New York 10020 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Amy Doberman, Esq. Managing Director Morgan Stanley Investment Advisors Inc. 1221 Avenue of the Americas New York, New York 10020 -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 800-869-6397 ------------ Date of fiscal year end: 12/31 ----- Date of reporting period: 7/1/05 - 6/30/06 ---------------- ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-06574 Reporting Period: 07/01/2005 - 06/30/2006 The Latin America Discovery Fund, Inc. =================== THE LATIN AMERICAN DISCOVERY FUND, INC. ==================== ALL AMERICA LATINA LOGISTICASA Ticker: Security ID: BRALLLCDAM10 Meeting Date: APR 4, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Company Bylaws to Comply with For Did Not Management Updated BOVESPA Regulations Re: Level 2 Vote Corporate Governance Practices -------------------------------------------------------------------------------- ALL AMERICA LATINA LOGISTICASA Ticker: Security ID: BRALLLCDAM10 Meeting Date: JUN 16, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Protocol and Justification for For For Management the Incorporation of All of Brasil Ferrovias S.A. and Novoeste Brasil S.A.'s Shares by the Company 2 Ratify Appraisal Firms For For Management 3 Approve Appraisal Reports For For Management 4 Approve Acquisition of Brasil Ferrovias For For Management and Novoeste 5 Amend Article 5 to Reflect Change in For For Management Capital Resulting from the Acquisition 6 Authorize Board to Ratify and Execute For For Management Approved Resolutions 7 Authorize the Executive Board to Provide For For Management an Appraisal Value for Dissident Shareholders Should Any Shareholders So Dissent 8 Elect Directors For For Management -------------------------------------------------------------------------------- ALL AMERICA LATINA LOGISTICASA Ticker: Security ID: BRALLLCDAM10 Meeting Date: MAR 27, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For Did Not Management Reports for Fiscal Year Ended 12-31-05 Vote 2 Approve Allocation of Income and For Did Not Management Dividends Vote 3 Elect Directors and Supervisory Board For Did Not Management Members Vote 4 Approve Remuneration of Directors For Did Not Management Vote 5 Amend Company Bylaws to Comply with For Did Not Management Updated BOVESPA Regulations Re: Level 2 Vote Corporate Governance Practices -------------------------------------------------------------------------------- BANCO BRADESCO S.A. Ticker: Security ID: BRBBDCACNPR8 Meeting Date: MAR 27, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports and Approve Allocation of Income 2 Elect Directors For For Management 3 Elect Supervisory Board Members For For Management 4 Approve Aggregate Annual Remuneration of For For Management Directors 5 Cancel Company Treasury Shares and For For Management Transfrom the Ethics Committee into a Statutory Body 6 Amend Articles Re: Modifications in the For For Management Previous Item -------------------------------------------------------------------------------- BANCO ITAU HOLDING FINANCEIRA(FRMLY BANCO ITAU S.A.) Ticker: Security ID: BRITAUACNPR3 Meeting Date: APR 26, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Allocation of Income For For Management 3 Elect Directors For For Management 4 Elect Supervisory Board Members For For Management 5 Approve Remuneration of Directors and For For Management Supervisory Board Members 6a Amend Bylaws Re: Committees and Age Limit For Against Management for Board of Directors 6b Amend Stock Option Plan to Reflect the For Against Management Renaming of the Compensation Committee Pursuant to Item 6a Above 7 Designate Newspaper to Publish Meeting For For Management Announcements -------------------------------------------------------------------------------- BRASIL TELECOM SA(FORMERLY TELEPAR, TELECOM. DO PARANA) Ticker: Security ID: BRBRTOACNPR5 Meeting Date: APR 28, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Civil Liability Suit For Abstain Management 3 Approve Allocation of Income and For For Management Dividends 4 Elect Supervisory Board Members and Fix For For Management their Remuneration 5 Elect Directors Pursuant to Vacancy For For Management 1 Approve Remuneration of Directors For For Management 2 Approve Civil Liability Suit Re: For Abstain Management Management Actions Prior to Fiscal Year 2005 3 Approve Increase in Authorized Capital For For Management and Amend Article 6 4 Amend Bylaws and Authorize their For For Management Consolidation 5 Authorize Issuance of Debentures For For Management -------------------------------------------------------------------------------- BRASIL TELECOM SA(FORMERLY TELEPAR, TELECOM. DO PARANA) Ticker: Security ID: BRBRTOACNPR5 Meeting Date: SEP 30, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Replacement of Current Board For For Management Members with New Board Members 2 Elect Chairman and Co-Chairman of the For For Management Board -------------------------------------------------------------------------------- BRASKEM S.A. (FRMRLY. COPENE-PETROQUIMICA DO NORDESTE) Ticker: Security ID: BRBRKMACNPA4 Meeting Date: OCT 3, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Directors in Light of Resignations For Did Not Management Vote -------------------------------------------------------------------------------- CEMEX S.A. Ticker: CX Security ID: 151290889 Meeting Date: APR 27, 2006 Meeting Type: Special Record Date: MAR 23, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 PROPOSAL TO SPLIT EACH OF THE COMPANY S For For Management ORDINARY COMMON SHARES SERIES A AND SERIES B SHARES AND AMEND ARTICLE 6 OF THE COMPANY S BY-LAWS. 2 PROPOSAL TO CHANGE THE COMPANY S BY-LAWS. For For Management 3 APPOINTMENT OF DELEGATES TO FORMALIZE THE For For Management RESOLUTIONS ADOPTED AT THE MEETING AND THE CHANGES IN THE COMPANY S BY-LAWS OR ESTATUTOS SOCIALES, IF APPLICABLE. 4 APPROVAL OF THE FINANCIAL STATEMENTS FOR For For Management THE FISCAL YEAR ENDED DECEMBER 31, 2005. 5 ALLOCATION OF PROFITS AND THE MAXIMUM For For Management AMOUNT OF FUNDS TO BE USED FOR THE PURCHASE OF COMPANY SHARES. 6 PROPOSAL TO INCREASE THE CAPITAL STOCK OF For For Management THE COMPANY IN ITS VARIABLE PORTION. 7 APPOINTMENT OF DIRECTORS AND STATUTORY For For Management AUDITORS, AND PRESIDENT OF THE AUDIT COMMITTEE AND SOCIETAL PRACTICES. 8 COMPENSATION OF DIRECTORS, STATUTORY For For Management AUDITORS AND AUDIT AND SOCIETAL PRACTICES COMMITTEE. 9 APPOINTMENT OF DELEGATES TO FORMALIZE THE For For Management RESOLUTIONS ADOPTED AT THE MEETING. -------------------------------------------------------------------------------- CEMEX S.A. Ticker: CXMBF Security ID: MXP225611567 Meeting Date: APR 27, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve 1:2 Class A and B Shares Stock For For Management Split 2 Amend Articles Re: Compliance with For For Management Mexican Securities Regulations Passed December 30 2005 3 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting -------------------------------------------------------------------------------- CEMEX S.A. Ticker: CXMBF Security ID: MXP225611567 Meeting Date: APR 27, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for 2005 2 Approve Allocation of Income; Set Maximum For For Management Amount for Share Repurchase 3 Approve Variable Capital Increase Through For For Management Capitalization of Accumulated Profits Account 4 Elect Directors, Supervisory Board For For Management Members, and Chairman of the Audit and Corporate Practices Committee 5 Approve Remuneration of Directors, For For Management Supervisory Board, and Audit and Corporate Practices Committee 6 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting -------------------------------------------------------------------------------- CEMEX S.A. Ticker: Security ID: MXP225611567 Meeting Date: JUN 12, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend CPO Prospectus (Cemex.CPO) and For Did Not Management Trust Deed 111033-9 with The National Vote Bank of Mexico Re: 2:1 Stock Split on Class and Class B Shares Approved at April 27,2006 EGM 2 Designate Inspector or Shareholder For Did Not Management Representative(s) of Minutes of Meeting Vote 3 Approve Minutes of Meeting For Did Not Management Vote -------------------------------------------------------------------------------- COMPANHIA DE CONCESSOES RODOVIARIAS Ticker: Security ID: BRCCROACNOR2 Meeting Date: MAR 29, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Fiscal Year Ended Dec. 31, 2005 2 Approve Revision to Capital Budget For For Management 3 Approve Allocation of Income For For Management 4 Fix Number of Directors For For Management 5 Elect Directors For For Management 6 Approve Remuneration of Directors For For Management 7 Approve Installation of the Supervisory For For Management Board -------------------------------------------------------------------------------- COMPANHIA DE CONCESSOES RODOVIARIAS Ticker: Security ID: BRCCROACNOR2 Meeting Date: NOV 16, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Long-term Incentive Plan For Against Management -------------------------------------------------------------------------------- COMPANHIA SIDERURGICA NACIONAL (CSN) Ticker: Security ID: BRCSNAACNOR6 Meeting Date: JUL 7, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Cancel 14,849,099 Company Treasury Shares For Did Not Management Without Reduction in Capital Vote 2 Amend Arts. 5 and 7 to Reflect Changes in For Did Not Management Capital Following the Previous Item Vote -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIO Security ID: 204412100 Meeting Date: APR 27, 2006 Meeting Type: Special Record Date: APR 11, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPRECIATION OF THE MANAGEMENTS REPORT For For Management AND ANALYSIS, DISCUSSION AND VOTE ON THE FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005 2 PROPOSAL FOR THE DESTINATION OF PROFITS For For Management OF THE SAID FISCAL YEAR AND APPROVAL OF THE INVESTMENT BUDGET FOR THE COMPANY, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT 3 APPOINTMENT OF THE MEMBERS OF THE FISCAL For For Management COUNCIL 4 ESTABLISHMENT OF THE REMUNERATION OF THE For For Management SENIOR MANAGEMENT AND FISCAL COUNCIL MEMBERS 5 PROPOSAL FOR A FORWARD SPLIT, ALL AS MORE For For Management FULLY DESCRIBED IN THE PROXY STATEMENT 6 PROPOSAL TO MODIFY THE COMPANY S BY-LAWS, For For Management RELATED TO SECTION II AND SUBSECTION IV OF CHAPTER IV, IN RELATION TO THE ADVISORY COMMITTEES, IN THE FOLLOWING TERMS: A) CHANGE OF THE HEADING OF ARTICLE 15; B) AMENDMENT TO ARTICLE 16; C) ADD ITEM IV TO ARTICLE 7 CONSOLIDATION OF THE AMENDMENTS TO CVRD S For For Management BY-LAWS, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIO Security ID: 204412209 Meeting Date: APR 27, 2006 Meeting Type: Special Record Date: APR 11, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPRECIATION OF THE MANAGEMENTS REPORT For For Management AND ANALYSIS, DISCUSSION AND VOTE ON THE FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005 2 PROPOSAL FOR THE DESTINATION OF PROFITS For For Management OF THE SAID FISCAL YEAR AND APPROVAL OF THE INVESTMENT BUDGET FOR THE COMPANY, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT 3 APPOINTMENT OF THE MEMBERS OF THE FISCAL For For Management COUNCIL 4 ESTABLISHMENT OF THE REMUNERATION OF THE For For Management SENIOR MANAGEMENT AND FISCAL COUNCIL MEMBERS 5 PROPOSAL FOR A FORWARD SPLIT, ALL AS MORE For For Management FULLY DESCRIBED IN THE PROXY STATEMENT 6 PROPOSAL TO MODIFY THE COMPANY S BY-LAWS, For For Management RELATED TO SECTION II AND SUBSECTION IV OF CHAPTER IV, IN RELATION TO THE ADVISORY COMMITTEES, IN THE FOLLOWING TERMS: A) CHANGE OF THE HEADING OF ARTICLE 15; B) AMENDMENT TO ARTICLE 16; C) ADD ITEM IV TO ARTICLE 7 CONSOLIDATION OF THE AMENDMENTS TO CVRD S For For Management BY-LAWS, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIODF Security ID: BRVALEACNPA3 Meeting Date: APR 27, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Allocation of Income and Capital For For Management Budget for 2006 3 Elect Supervisory Board Members For For Management 4 Approve Remuneration of Directors and For For Management Supervisory Board Members 1 Approve 1:2 Stock Split and Amend Bylaws For For Management Accordingly 2 Amend Chapter IV of the Company's Bylaws For For Management Re: Advisory Committees 3 Consolidate Bylaws Pursuant to Approved For For Management Amendments at the EGMs Held on Aug. 18, 2004, April 27, 2005, and July 19, 2005 as well as the Modifications in Items 1 and 2 of the Special Meeting Agenda -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIO Security ID: 204412100 Meeting Date: JUL 19, 2005 Meeting Type: Special Record Date: JUN 28, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 THE PROPOSAL TO AMEND THE COMPANY S For For Management BY-LAWS. 2 THE REPLACEMENT OF A MEMBER OF A FISCAL For For Management COUNCIL, AND HIS RESPECTIVE SUBSTITUTE, NOMINATED BY THE CONTROLLING SHAREHOLDER. -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIODF Security ID: BRVALEACNPA3 Meeting Date: JUL 19, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Bylaws Re: Improving Corporate For Did Not Management Governance Practices Vote 2 Elect Supervisory Board Member and For Did Not Management Alternate Vote -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIO.PR Security ID: 204412100 Meeting Date: MAR 31, 2006 Meeting Type: Special Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPROVE THE TERMS, CONDITIONS AND For For Management REASONS (THE PROTOCOLO E JUSTIFICACAO ) FOR THE MERGER OF ALL THE SHARES OF THE CAPITAL STOCK OF CAEMI - MINERACAO E METALURGIA S.A. (CAEMI)) INTO THE ASSETS OF CVRD IN ORDER TO CONVERT THE FORMER INTO A WHOLLY-OWNED 2 TO RATIFY THE APPOINTMENT OF THE EXPERTS For For Management WHO PREPARED THE VALUE APPRAISAL OF THE PREFERRED SHARES ISSUED BY CAEMI TO BE MERGED INTO CVRD ASSETS. 3 TO DECIDE ON THE APPRAISAL REPORT, For For Management PREPARED BY THE EXPERTS. 4 TO APPROVE THE MERGER OF ALL OF THE For For Management SHARES ISSUED BY CAEMI INTO THE ASSETS OF THE CVRD. 5 TO APPROVE CVRD CAPITAL INCREASE WITHIN For For Management THE ISSUANCE OF 64,151,361 PREFERRED CLASS A SHARES, TO BE PAID-IN WITH THE SHARES OF CAEMI TO BE MERGED INTO THE COMPANY S ASSETS, AND THE CONSEQUENT CHANGE OF THE CAPUT OF ARTICLE 5 OF THE CVRD S BY-LAWS. -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIO.PR Security ID: 204412209 Meeting Date: MAR 31, 2006 Meeting Type: Special Record Date: MAR 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPROVE THE TERMS, CONDITIONS AND For For Management REASONS (THE PROTOCOLO E JUSTIFICACAO ) FOR THE MERGER OF ALL THE SHARES OF THE CAPITAL STOCK OF CAEMI - MINERACAO E METALURGIA S.A. (CAEMI)) INTO THE ASSETS OF CVRD IN ORDER TO CONVERT THE FORMER INTO A WHOLLY-OWNED 2 TO RATIFY THE APPOINTMENT OF THE EXPERTS For For Management WHO PREPARED THE VALUE APPRAISAL OF THE PREFERRED SHARES ISSUED BY CAEMI TO BE MERGED INTO CVRD ASSETS. 3 TO DECIDE ON THE APPRAISAL REPORT, For For Management PREPARED BY THE EXPERTS. 4 TO APPROVE THE MERGER OF ALL OF THE For For Management SHARES ISSUED BY CAEMI INTO THE ASSETS OF THE CVRD. 5 TO APPROVE CVRD CAPITAL INCREASE WITHIN For For Management THE ISSUANCE OF 64,151,361 PREFERRED CLASS A SHARES, TO BE PAID-IN WITH THE SHARES OF CAEMI TO BE MERGED INTO THE COMPANY S ASSETS, AND THE CONSEQUENT CHANGE OF THE CAPUT OF ARTICLE 5 OF THE CVRD S BY-LAWS. -------------------------------------------------------------------------------- COMPANHIA VALE DO RIO DOCE Ticker: RIODF Security ID: BRVALEACNPA3 Meeting Date: MAR 31, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Protocol and Justification Re: For For Management Incorporation of Shares of Caemi Mineracao e Metalurgia SA 2 Ratify Firm Appointed to Perform Shares For For Management Appraisal Valuation Report 3 Approve Appraisal Report For For Management 4 Approve Incorporation of Caemi's Shares For For Management into Company 5 Approve Capital Increase Through For For Management Incorporation of Caemi's Shares and Issuance of 64.15 Million of Preference A Shares without Preemptive Rights; Amend Article 5 -------------------------------------------------------------------------------- COMPANIA DE MINAS BUENAVENTURA S.A. Ticker: BVN Security ID: 204448104 Meeting Date: MAR 30, 2006 Meeting Type: Annual Record Date: MAR 10, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE ANNUAL REPORT, BALANCE For For Management SHEET, PROFIT AND LOSS STATEMENT AND OTHER FINANCIAL STATEMENTS OF THE YEAR ENDED DECEMBER 31, 2005. 2 DELEGATION TO THE AUDIT COMMITTEE OF THE For For Management DESIGNATION OF THE EXTERNAL AUDITORS FOR THE YEAR 2006. 3 DISTRIBUTION OF DIVIDENDS. For For Management -------------------------------------------------------------------------------- CORPORACION GEO S A DE CV Ticker: Security ID: MXP3142C1177 Meeting Date: APR 21, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles Re: Compliance with For For Management Mexican Securities Regulations Passed December 30, 2005 2 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 3 Approve Minutes of Meeting For For Management -------------------------------------------------------------------------------- CORPORACION GEO S A DE CV Ticker: Security ID: MXP3142C1177 Meeting Date: APR 21, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Present Financial Statements and For For Management Statutory Reports Including Audit Committee's Report for Fiscal Year Ended 12-31-05 2 Accept Financial Statements and Statutory For For Management Reports 3 Approve Discharge of Management For For Management 4 Approve Allocation of Income For For Management 5 Elect Directors, Supervisory Board, and For For Management Board Secretary 6 Elect Chairman to Audit Committee and For For Management Corporate Practices Committee 7 Approve Remuneration of Directors, For For Management Supervisory Board, and Board Secretary 8 Set Aggregate Nominal Amount of Share For For Management Repurchase Reserve 9 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 10 Approve Minutes of Meeting For For Management -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: CPL Security ID: 126153105 Meeting Date: APR 20, 2006 Meeting Type: Special Record Date: MAR 30, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 PRESENTATION OF THE MANAGEMENT REPORT, For For Management EXAMINE, DISCUSS AND VOTE ON THE COMPANY S FINANCIAL STATEMENTS, THE REPORT OF THE INDEPENDENT AUDITORS AND THE REPORT OF THE FISCAL COUNCIL FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005. 2 APPROVE THE PROPOSAL FOR THE For For Management APPROPRIATION OF THE NET INCOME FOR THE FISCAL YEAR 2005 AND THE DIVIDEND DISTRIBUTION. -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: Security ID: BRCPFEACNOR0 Meeting Date: APR 20, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Allocation of Income and For For Management Dividends -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: CPL Security ID: 126153105 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: APR 6, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 ELECTION OF MEMBERS FOR THE BOARD OF For For Management DIRECTORS. 2 ESTABLISHMENT OF MANAGEMENT S GLOBAL For For Management COMPENSATION FOR FOLLOWING FISCAL YEAR. 3 ELECTION OF MEMBERS FOR THE FISCAL For For Management COUNCIL. 4 ESTABLISHMENT OF FISCAL COUNCIL S For For Management COMPENSATION FOR FOLLOWING FISCAL YEAR. 5 AMENDMENT OF THE COMPANY S BY-LAWS, IN For For Management ORDER TO PROMOTE ALL CHANGES REQUIRED BY THE RULES APPLICABLE TO COMPANIES LISTED IN THE NOVO MERCADO SEGMENT OF THE SAO PAULO STOCK EXCHANGE (BOLSA DE VALORES DE SAO PAULO, OR BOVESPA). -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: Security ID: BRCPFEACNOR0 Meeting Date: APR 28, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Principal and Alternates Members of For For Management Board of Directors 2 Approve Aggregate Remuneration of For For Management Directors 3 Elect Supervisory Board Members and For For Management Alternates; Fix Their Remuneration 4 Amend Articles 5, 8, 10, 12, 14, 16, 16, For For Management 17, 18, 19, 21, 23, 25, 28, 37, 38, 40, 41, 42, 44, and 46 of Bylaws to Comply with Bovespa's Novo Mercado Regulations -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: Security ID: BRCPFEACNOR0 Meeting Date: APR 28, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Directors For For Management 2 Approve Remuneration of Directors For For Management 3 Elect Supervisory Board Members and Fix For For Management their Remuneration 4 Amend Bylaws Pursuant to the New Novo For Against Management Mercado Regulations -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: CPL Security ID: 126153105 Meeting Date: NOV 23, 2005 Meeting Type: Special Record Date: NOV 2, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 EXAMINE, DISCUSS AND APPROVE THE PRIVATE For For Management PROTOCOL AND JUSTIFICATION INSTRUMENT FOR THE INCORPORATION OF SHARES OF COMPANHIA PAULISTA DE FORCA ELUZ BY THE COMPANY, ENTERED INTO BY MANAGEMENT OF THE COMPANY, CPFL PAULISTA AND COMPANHIA PIRATININGA DE FORCA 2 RATIFY THE DECISION OF HIRING BANCO For For Management PACTUAL IN ORDER TO PREPARE THE VALUATION REPORTS OF THE NET EQUITY OF THE COMPANY AND CPFL PAULISTA AND CPFL PIRATININGA, AT JUNE 30, 2005, AS MORE FULLY DESCRIBED IN THE NOTICE OF MEETING 3 APPROVE THE VALUATION REPORTS REFERRED IN For For Management ITEM (2) ABOVE. 4 APPROVE THE INCORPORATION OF SHARES OF For For Management CPFL PAULISTA BY THE COMPANY, WITH THE CONSEQUENTLY STOCK TRANSFER TO APPROPRIATE REGISTRATION AND TRANSFORMATION OF CPFL PAULISTA INTO A FULLY-OWNED SUBSIDIARY OF THE COMPANY. 5 AUTHORIZE THE ACCOMPLISHMENT OF THE For For Management INCREASE IN COMPANY S CAPITAL STOCK, BY THE INCLUSION OF ALL SHARES OWNED BY NON-CONTROLLING SHAREHOLDERS OF CPFL PAULISTA AND THE CONSEQUENT MODIFICATION OF THE ARTICLE 5TH OF THE COMPANY S BYLAWS. 6 AUTHORIZE COMPANY S MANAGEMENT TO MAKE For For Management ARRANGEMENTS AND TO TAKE ANY NECESSARY MEASURE TO THE IMPLEMENTATION OF THE INCORPORATION OF SHARES SUBJECT OF THIS CURRENT CONVENING NOTICE. -------------------------------------------------------------------------------- CPFL ENERGIA S A Ticker: Security ID: BRCPFEACNOR0 Meeting Date: NOV 23, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Instrument for Protocol and For For Management Justification of Incorporation of Companhia Paulista de Forca e Luz's Shares by the Company and Transform it into Wholly-Owned Subsidiary 2 Ratify Banco Pactual S.A. to Conduct the For For Management Appraisal Reports for the Company and CPFL Paulista's Net Equity 3 Approve Appraisal Reports For For Management 4 Approve Incorporation of the CPFL For For Management Paulista's Shares by the Company and Consequent Transformation of CPFL Paulista into Wholly-Owned Subsidiary 5 Approve Increase in the Company's Capital For For Management Through the Incorporation of Shares Held by CPFL Paulista's Non-controlling Shareholders and Amend Art. 5 6 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- CREDICORP LTD. Ticker: BAP Security ID: G2519Y108 Meeting Date: MAR 31, 2006 Meeting Type: Annual Record Date: FEB 15, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 CONSIDERATION AND APPROVAL OF THE ANNUAL For For Management REPORT OF THE COMPANY FOR THE FINANCIAL STATEMENTS ENDED DECEMBER 31, 2005. 2 CONSIDERATION AND APPROVAL OF THE AUDITED For For Management CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY AND ITS SUBSIDIARIES FOR THE FINANCIAL YEAR ENDED DECEMBER 31, 2005, INCLUDING THE REPORT OF THE INDEPENDENT AUDITORS OF THE COMPANY THEREON. 3 DESIGNATION OF INDEPENDENT AUDITORS OF For For Management THE COMPANY FOR THE 2006 CALENDAR YEAR AS PROPOSED BY THE AUDIT COMMITTEE AND AUTHORIZATION FOR THE BOARD OF DIRECTORS TO APPROVE THEIR FEES. -------------------------------------------------------------------------------- EDP ENERGIAS DO BRASIL SA Ticker: Security ID: BRENBRACNOR2 Meeting Date: SEP 14, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Directors and Fix their For Did Not Management Remuneration Vote -------------------------------------------------------------------------------- EMBRAER, EMPRESA BRASILEIRA DE AERONAUTICA Ticker: ERJ Security ID: 29081M102 Meeting Date: MAR 31, 2006 Meeting Type: Special Record Date: MAR 7, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPOINTMENT OF THE COMPANIES RESPONSIBLE For For Management FOR THE PREPARATION OF THE VALUATION REPORTS OF THE COMPANY AND OF RIO HAN TO WIT: I) VALUATION OF THE SHAREHOLDERS EQUITY VALUE; II) VALUATION BASED ON THE COMPANY S AND RIO HAN S RESPECTIVE SHAREHOLDERS EQUITY; 2 APPROVAL OF THE VALUATION REPORTS For For Management PREPARED BY THE COMPANIES REFERRED TO IN ITEM 1 ABOVE. 3 APPROVAL OF THE PROTOCOL AND For For Management JUSTIFICATION OF MERGER OF EMBRAER WITH AND INTO RIO HAN AND ALL EXHIBITS THERETO ( MERGER AGREEMENT ), WHICH WAS PREPARED AS SET FORTH IN ARTICLES 224 AND 225 OF LAW NO. 6,404/76 AND OF INSTRUCTION CVM NO. 319/99 AND WHICH C 4 APPROVAL OF THE MERGER OF THE COMPANY For For Management WITH AND INTO RIO HAN, PURSUANT TO THE TERMS OF THE PROTOCOL AND OTHER RELATED DOCUMENTS. -------------------------------------------------------------------------------- EMPRESAS ICA S. A. Ticker: Security ID: MXP371491046 Meeting Date: JUL 14, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Increase in Variable Portion of For Did Not Management Capital Through Issuance of Shares Vote Withouth Preemptive Rights 2 Approve Public Offer of New Shares in For Did Not Management Mexican Market and Distribution on Other Vote Markets 3 Amend Article 6 to Reflect Changes in For Did Not Management Capital Vote 4 Authorize Board to Ratify and Execute For Did Not Management Approved Resolutions; Designate Inspector Vote or Shareholder Representative(s) of Minutes of Meeting -------------------------------------------------------------------------------- ENERSIS S.A. Ticker: ENI Security ID: 29274F104 Meeting Date: MAR 21, 2006 Meeting Type: Annual Record Date: FEB 21, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF ENERSIS ANNUAL REPORT, For For Management BALANCE SHEET, FINANCIAL STATEMENTS AND REPORT FROM THE AUDITORS AND INSPECTORS. 2 PROFITS DISTRIBUTION FOR THE PERIOD AND For For Management DIVIDENDS PAYMENT. 3 SETTING OF DIRECTORS REMUNERATION. For For Management 4 SETTING OF REMUNERATION OF DIRECTORS AND For For Management AUDIT COMMITTEE AND DEFINITION OF THEIR BUDGETS FOR YEAR 2006 AND 2005. 5 APPOINTMENT OF INDEPENDENT EXTERNAL For For Management AUDITORS. 6 APPOINTMENT OF ACCOUNTS INSPECTORS, For For Management INCLUDING TWO DEPUTIES AND SETTING OF THEIR REMUNERATIONS. 7 APPOINTMENT OF PRIVATE RATING AGENCIES. For For Management 8 APPROVAL OF COMPANY S INVESTMENTS AND For For Management FINANCE POLICY. 9 AMENDING OF THE COMPANY S BY-LAWS, ALL AS For For Management MORE FULLY DESCRIBED IN THE NOTICE OF MEETING. 10 OTHER NECESSARY RESOLUTIONS FOR THE For Against Management PROPER IMPLEMENTATION OF AGREEMENTS OR REFORMS. -------------------------------------------------------------------------------- FOMENTO ECONOMICO MEXICANO S.A. (FEMSA) Ticker: FMX Security ID: 344419106 Meeting Date: MAR 10, 2006 Meeting Type: Annual Record Date: FEB 8, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 REPORT OF THE BOARD OF DIRECTORS; For For Management PRESENTATION OF THE FINANCIAL STATEMENTS OF FOMENTO ECONOMICO MEXICANO, S.A. DE C.V., FOR THE 2005 FISCAL YEAR, AND THE REPORT OF THE EXAMINER PURSUANT TO ARTICLE 172 OF THE GENERAL LAW OF COMMERCIAL COMPANIES ( LEY GENE 2 APPLICATION OF THE RESULTS FOR THE 2005 For Against Management FISCAL YEAR, INCLUDING THE PAYMENT OF A CASH DIVIDEND, IN MEXICAN PESOS. 3 PROPOSAL TO DETERMINE THE MAXIMUM AMOUNT For For Management TO BE USED IN THE SHARE REPURCHASE PROGRAM. 4 ELECTION OF MEMBERS OF THE BOARD OF For For Management DIRECTORS AND EXAMINERS, AND RESOLUTION WITH RESPECT TO THEIR REMUNERATION. 5 APPOINTMENT OF COMMITTEES. For For Management 6 APPOINTMENT OF DELEGATES FOR THE For For Management SHAREHOLDERS MEETING. 7 MINUTES OF THE SHAREHOLDERS MEETING. For For Management -------------------------------------------------------------------------------- GERDAU S.A. Ticker: Security ID: BRGGBRACNOR1 Meeting Date: APR 27, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Allocation of Income For For Management 3 Elect Directors and Fix their For For Management Remuneration 4 Elect Supervisory Board Members and Fix For For Management their Remuneration 5 Amend Article 2 Pursuant to the Company's For For Management Restructuring in 2005 6 Amend Article 4 to Reflect Changes in For Abstain Management Capital 7 Amend Article 5 Re: the Requirement for For For Management Board Members to Submit a Consent Form Regarding their Adherence to Bovespa's Level 1 Corporate Governance Listing Segment 8 Approve Cancellation of Series 13 For For Management Debenture Issuance 9 Consolidate Bylaws in Light of the For Abstain Management Proposed Amendments 10 Re-ratify the Inclusion of the Real For For Management Estate Property in the EGM Minutes for May 31, 1995 and June 30, 1997 -------------------------------------------------------------------------------- GERDAU S.A. Ticker: Security ID: BRGGBRACNPR8 Meeting Date: APR 27, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Allocation of Income For For Management 3 Elect Directors and Fix their For For Management Remuneration 4 Elect Supervisory Board Members and Fix For For Management their Remuneration 5 Amend Article 2 Pursuant to the Company's For For Management Restructuring in 2005 6 Amend Article 4 to Reflect Changes in For Abstain Management Capital 7 Amend Article 5 Re: the Requirement for For For Management Board Members to Submit a Consent Form Regarding their Adherence to Bovespa's Level 1 Corporate Governance Listing Segment 8 Approve Cancellation of Series 13 For For Management Debenture Issuance 9 Consolidate Bylaws in Light of the For Abstain Management Proposed Amendments 10 Re-ratify the Inclusion of the Real For For Management Estate Property in the EGM Minutes for May 31, 1995 and June 30, 1997 -------------------------------------------------------------------------------- GERDAU S.A. Ticker: Security ID: BRGGBRACNOR1 Meeting Date: DEC 30, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Article 2 Re: Corporate Purpose For For Management 2 Approve 2005 Executive Stock Option Plan For Against Management 3 Consolidate Amendments to the Articles For For Management -------------------------------------------------------------------------------- GRUPO FINANCIERO BANORTE S.A. Ticker: Security ID: MXP370711014 Meeting Date: OCT 6, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Distribution of Cash Dividend For For Management 2 Approve Increase in Variable Portion of For For Management Capital 3 Elect Supervisory Board and Fix Their For For Management Remuneration 4 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 5 Approve Minutes of Meeting For For Management -------------------------------------------------------------------------------- GRUPO MEXICO SA DE CV (FM. NUEVA GR. MEXICO SACV) Ticker: Security ID: MXP370841019 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Individual and Consolidated For For Management Financial Statements and Statutory Reports for Grupo Mexico and its Subsidiaries for Fiscal Year Ended 12-31-05; Accept Report From Supervisory Board 2 Accept Audit Committee Report For For Management 3 Approve Allocation of Income For For Management 4 Elect Members to the Board, Supervisory For For Management Board, Executive Committee, Audit Committee and Corporate Practices Committee 5 Approve Remuneration of Directors, Board For For Management Committees and Supervisory Board 6 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting 1 Amend Articles Re: Compliance with For For Management Mexican Securities Regulations Passed December 30 2005 2 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting -------------------------------------------------------------------------------- ITAUSA, INVESTIMENTOS ITAU S.A. Ticker: Security ID: BRITSAACNPR7 Meeting Date: APR 28, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Fiscal Year Ended 12-31-05 2 Approve Allocation of Income For For Management 3 Elect Members to the Board of Directors For For Management 4 Elect Supervisory Board Members For For Management 5 Approve Aggregate Remuneration of Board For For Management Members, Executive Officer Board, and Supervisory Board 6 Cancel 73.5 Million Company Treasury For For Management Shares 7 Authorize Capital Increase to BRL 5.1 For For Management Billion from BRL 5 Billion Via Capitalization of Profit Reserves 8 Amend Article 3 to Reflect Changes in For For Management Capital and Article 9 and 10 to Consolidate Both Disclosure Committee and Negotiation Committee 9 Approve Capital Increase for Private For For Management Placement to BRL 5.2 Billion from BRL 5.1 Billion Through Issuance of 13.88 Million Shares at BRL 7.2 Per Share 10 Designate Newspaper to Publish Meeting For For Management Announcements -------------------------------------------------------------------------------- KIMBERLY CLARK DE MEXICO S.A. DE C.V. Ticker: Security ID: MXP606941179 Meeting Date: MAR 1, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Individual and Consolidated For Did Not Management Financial Statements and Statutory Vote Report; Approve Allocation of Income 2 Approve Series A, B, and Special Series T For Did Not Management Cash Dividend of MXN 2.24 Per Share Vote 3 Elect Members to Management Board, For Did Not Management Supervisory Board, and Their Respective Vote Alternates 4 Approve Remuneration of Mangement Board, For Did Not Management Committees' Members, Supervisory Board, Vote and Respective Alternates 5 Accept Report Regarding Share Repurchase; For Did Not Management Approve MXN 160,022.26 Reduction in Vote Variable Portion of Capital Through Cancellation of 19.5 Million Ordinary Class II Shares; Set Aggregate Nominal Amount of Share Repurchase Program 6 Approve Conversion of Class II Shares For Did Not Management Representatives of Variable Portion of Vote Capital Into Class I Representative fo Fixed Portion of Capital Through Reduction in Variable Capital and Subsequent Increase in Fixed Capital 7 Amend Articles Re: Modify Business Lines For Did Not Management Vote 8 Amend Articles Re: Compliance With New For Did Not Management Mexican Securities Regulations of Vote 12-30-05 9 Approve Merger by Absorption of Promotora For Did Not Management de Eficiencia, S.C Vote 10 Designate Inspector or Shareholder For Did Not Management Representative(s) of Minutes of Meeting Vote -------------------------------------------------------------------------------- KLABIN SA, BRASIL (FORMELY INDUSTRIAS KLABIN DE PAPEL E CE Ticker: Security ID: BRKLBNACNPR9 Meeting Date: MAR 20, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports, Management Report for Fiscal Year Ended 12-31-05 2 Approve Allocation of Income and For For Management Dividends 3 Elect Members of the Board of Directors For For Management 4 Approve Remuneration of Directors For For Management 5 Elect Supervisory Board Members and Fix For For Management Their Remuneration 6 Other Business For Against Management -------------------------------------------------------------------------------- LAN AIRLINES S.A(FRMELY LAN CHILE S.A AND LINEA AEREA NACIONAL CHILE SA) Ticker: LFL Security ID: 501723100 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: MAR 30, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE REPORT, BALANCE SHEET AND For For Management FINANCIAL STATEMENTS OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005. 2 APPROVAL OF THE DISTRIBUTION OF DIVIDEND For For Management OF NO LESS THAN THE MINIMUM 30% REQUIRED TO BE CHARGED TO THE EARNINGS FOR FISCAL YEAR 2005, INCLUDING IN THIS SUM THE PROVISIONAL DIVIDENDS OF US$ 0.11430 AND US$0.10975 PER SHARE PAID IN THE MONTHS OF SEPTEMBER 3 ELECTION OF THE BOARD OF DIRECTORS. For For Management 4 DETERMINATION OF THE COMPENSATION FOR THE For For Management BOARD OF DIRECTORS FOR FISCAL YEAR 2006. 5 DETERMINATION OF THE COMPENSATION FOR THE For For Management DIRECTOR S COMMITTEE AND THEIR BUDGET FOR FISCAL YEAR 2006. 6 DESIGNATION OF EXTERNAL AUDITORS; For For Management DESIGNATION OF RISK ASSESSORS; ACCOUNTS OF THE MATTERS REFERRED TO IN ARTICLE 44 OF LAW 18046 ON CORPORATIONS. 7 INFORMATION REGARDING THE COST OF For For Management PROCESSING, PRINTING AND DISTRIBUTION OF THE INFORMATION AS REFERRED TO IN CIRCULAR N. 1494 OF THE SUPERINTENDENCE OF SECURITIES AND INSURANCE. 8 ANY OTHER MATTER OF PUBLIC INTEREST THAT For Against Management SHOULD BE KNOWN FOR THE SHAREHOLDERS MEETING. -------------------------------------------------------------------------------- LOJAS ARAPUA Ticker: Security ID: BRLOARACNPR4 Meeting Date: JUN 19, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For Did Not Management Reports for Fiscal Year Ended 12-31-05 Vote 2 Approve Allocation of Income For Did Not Management Vote 3 Approve Global Remuneration of Directors For Did Not Management Vote 4 Elect Finance Committee For Did Not Management Vote -------------------------------------------------------------------------------- LOJAS RENNER Ticker: Security ID: BRLRENACNOR1 Meeting Date: MAR 21, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Fiscal Year Ended Dec. 31, 2005 2 Approve Allocation of Income and For For Management Dividends 3 Elect Directors and Fix their For For Management Remuneration -------------------------------------------------------------------------------- NATURA COSMETICOS SA, SAO PAULO Ticker: Security ID: BRNATUACNOR6 Meeting Date: MAR 29, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Fiscal Year Ended 12-31-05 2 Approve Capital Budget, Allocation of For For Management Income, Dividends Paid and Interest on Capital 3 Elect Members of Board of Directors For For Management 4 Approve Remuneration of Directors For For Management 5 Designate Newspaper to Publish Meeting For For Management Announcements 1 Approve 5-for-1 Stock Split For For Management 2 Amend Articles 5 and 6 Re: Reflect Stock For For Management Split 3 Amend Article 1 Re: Compliance with For For Management Updates to BOVESPA Novo Mercado Listing Requirements; Consolidation of Amendments 4 Approve Amended and Restated Articles of For For Management Incorporation -------------------------------------------------------------------------------- PERDIGAO S.A. Ticker: Security ID: BRPRGAACNPR1 Meeting Date: MAR 8, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Conversion of all of the For Did Not Management Company's Preferred Shares into Common Vote Shares -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PBR Security ID: 71654V408 Meeting Date: APR 3, 2006 Meeting Type: Annual Record Date: MAR 3, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE MANAGEMENT REPORT, For For Management FINANCIAL STATEMENTS AND AUDIT COMMITTEE S OPINION FOR THE FISCAL YEAR 2005. 2 APPROVAL OF THE CAPITAL EXPENDITURE For For Management BUDGET FOR THE FISCAL YEAR 2006. 3 APPROVAL OF THE DISTRIBUTION OF RESULTS For For Management FOR THE FISCAL YEAR 2005. 4 APPROVAL OF THE ELECTION OF MEMBERS OF For For Management THE BOARD OF DIRECTORS. 5 APPROVAL OF THE ELECTION OF CHAIRMAN OF For For Management THE BOARD OF DIRECTORS. 6 APPROVAL OF THE ELECTION OF MEMBERS OF For For Management THE FISCAL COUNCIL AND THEIR RESPECTIVE SUBSTITUTES. 7 APPROVAL OF THE ESTABLISHMENT OF THE For Against Management MANAGEMENT COMPENSATION, AS WELL AS THEIR PARTICIPATION IN THE PROFITS PURSUANT TO ARTICLES 41 AND 56 OF THE COMPANY S BYLAWS, AS WELL OF MEMBERS OF THE FISCAL COUNCIL. 8 APPROVAL OF THE INCREASE IN THE CAPITAL For For Management STOCK THROUGH THE INCORPORATION OF PART OF THE REVENUE RESERVES CONSTITUTED IN PREVIOUS FISCAL YEARS AMOUNTING TO R$ 15.352 MILLION, INCREASING THE CAPITAL STOCK FROM R$ 32,896 MILLION TO R$ 48.248 MILLION WITHOUT -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: Security ID: BRPETRACNPR6 Meeting Date: APR 3, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Capital Budget For For Management 3 Approve Allocation of Income For For Management 4 Elect Directors For For Management 5 Elect Board Chairman For For Management 6 Elect Supervisory Board Members and their For For Management Alternates 7 Approve Remuneration of Directors, For Against Management Including Participation in the Company's Profit and Approve Supervisory Board's Remuneration 8 Approve Increase in Capital from BRL For For Management 32.896 Million to BRL 48.248 Million through Capitalization of Reserves, Without Issuance -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PBR Security ID: 71654V408 Meeting Date: AUG 30, 2005 Meeting Type: Special Record Date: AUG 9, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE PROTOCOL AND For For Management JUSTIFICATION OF THE OPERATION FOR THE PARTIAL AND DISPROPORTIONAL SPINNING OFF OF DOWNSTREAM PARTICIPACOES LTDA AND THE INCORPORATION OF THE DIVESTED PORTION BY PETROLEO BRASILEIRO S.A. - PETROBRAS , DATED JULY 31, 2005 2 RATIFICATION AND NOMINATION OF THE For For Management SPECIALIZED COMPANY FOR APPRAISING THE ASSETS TO BE SPUN OFF AND SUBSEQUENTLY INCORPORATED 3 APPROVAL OF THE VALUATION REPORT OF THE For For Management SPUN OFF PORTION TO BE INCORPORATED BY PETROBRAS 4 APPROVAL OF THE SPINNING OFF FOLLOWED BY For For Management INCORPORATION OF THE ASSETS OF THE DIVESTED PART OF THE COMPANY ACCORDING TO THE PROCEDURE IN THE DOCUMENT TO WHICH ITEM 1 ABOVE REFERS 5 AUTHORIZATION FOR THE EXECUTIVE BOARD TO For For Management PRACTICE ALL NECESSARY ACTS FOR THE EXECUTION OF THE ABOVE ITEMS 6 APPROVAL OF THE ELECTION OF JOSE SERGIO For For Management GABRIELLI DE AZEVEDO, CHIEF EXECUTIVE OFFICER, AS A MEMBER OF THE BOARD OF DIRECTORS OF THE COMPANY -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PBR Security ID: 71654V408 Meeting Date: JUL 22, 2005 Meeting Type: Special Record Date: JUN 29, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE 300% STOCK SPLIT OF For For Management COMPANY SHARES, RESULTING IN THE DISTRIBUTION, AT NO COST, OF 3 (THREE) NEW SHARES OF THE SAME TYPE FOR 1 (ONE) SHARE HELD ON AUGUST 31, 2005, AS SET FORTH IN THE COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH. 2 APPROVAL TO CHANGE ARTICLE 4 OF THE For For Management COMPANY S BYLAWS IN LIGHT OF ITEM I, AS SET FORTH IN THE COMPANY S NOTICE OF MEETING ENCLOSED HEREWITH. -------------------------------------------------------------------------------- PETROLEO BRASILEIRO Ticker: PBR Security ID: 71654V408 Meeting Date: MAY 22, 2006 Meeting Type: Special Record Date: MAY 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 APPROVAL OF THE PROTOCOL AND For For Management JUSTIFICATION OF THE INCORPORATION OF THE SHARES OF PETROBRAS QUIMICA S.A. - PETROQUISA BY PETROLEO BRASILEIRO S.A. 2 RATIFICATION AND APPOINTMENT OF A For For Management SPECIALIZED FIRM TO EVALUATE THE SHAREHOLDERS EQUITY AND BOOK VALUE OF PETROBRAS 3 APPROVAL OF THE VALUATION OF THE For For Management SHAREHOLDERS EQUITY AND BOOK VALUE REPORT OF PETROBRAS 4 APPROVAL OF THE VALUATION OF THE For For Management SHAREHOLDERS EQUITY BOOK VALUE AND NET BOOK ASSETS OF PETROQUISA 5 RATIFICATION AND APPOINTMENT OF A For For Management SPECIALIZED FIRM TO UNDERTAKE AN ECONOMIC AND FINANCIAL VALUATION OF PETROBRAS 6 APPROVAL OF THE ECONOMIC AND FINANCIAL For For Management VALUATION OF PETROBRAS 7 APPROVAL OF THE INCORPORATION OF THE For For Management TOTAL NUMBER OF PETROQUISA SHARES HELD BY MINORITY SHAREHOLDERS INTO PETROBRAS EQUITY 8 APPROVAL OF THE ALTERATIONS TO PETROBRAS For For Management BYLAWS AS PROVIDED FOR IN THE PROTOCOL AND JUSTIFICATION OF THE INCORPORATION OF THE SHARES OF PETROBRAS QUIMICA S.A. - PETROQUISA BY PETROLEO BRASILEIRO S.A. - PETROBRAS 9 AUTHORIZATION FOR THE EXECUTIVE BOARD TO For For Management PRACTICE ALL THE ACTS NEEDED FOR THE EXECUTION OF THE ABOVE ACTIONS -------------------------------------------------------------------------------- TENARIS SA, LUXEMBOURG Ticker: TS Security ID: 88031M109 Meeting Date: JUN 7, 2006 Meeting Type: Annual Record Date: APR 27, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 CONSIDERATION OF THE BOARD OF DIRECTORS For For Management AND INDEPENDENT AUDITOR S REPORTS ON THE CONSOLIDATED FINANCIAL STATEMENTS. 2 CONSIDERATION OF THE BOARD OF DIRECTORS For For Management AND INDEPENDENT AUDITOR S REPORTS ON THE UNCONSOLIDATED ANNUAL ACCOUNTS. 3 ALLOCATION OF RESULTS AND APPROVAL OF For For Management DIVIDEND PAYMENT. 4 DISCHARGE TO THE MEMBERS OF THE BOARD OF For For Management DIRECTORS. 5 ELECTION OF THE BOARD OF DIRECTORS For For Management MEMBERS. 6 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management TO DELEGATE THE DAY-TO-DAY MANAGEMENT OF THE COMPANY S BUSINESS AND THE POWER TO REPRESENT THE COMPANY AS ADMINISTRATEUR DELEGUE (CHIEF EXECUTIVE OFFICER) TO MR. PAOLO ROCCA. 7 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management TO APPOINT ANY OR ALL OF ITS MEMBERS AS THE COMPANY S ATTORNEYS-IN-FACT. 8 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management TO CAUSE THE DISTRIBUTION OF ALL SHAREHOLDER COMMUNICATIONS. 9 BOARD OF DIRECTORS COMPENSATION. For For Management 10 Ratify Auditors For For Management 11 AMENDMENT OF ARTICLE 11 OF THE ARTICLES For For Management OF ASSOCIATION. -------------------------------------------------------------------------------- TERNIUM S A Ticker: TX Security ID: 880890108 Meeting Date: JUN 7, 2006 Meeting Type: Annual Record Date: MAY 1, 2006 # Proposal Mgt Rec Vote Cast Sponsor 1 CONSIDERATION OF THE BOARD OF DIRECTORS For For Management AND INDEPENDENT 0UDITOR S REPORTS ON THE CONSOLIDATED FINANCIAL STATEMENTS. APPROVAL OF THE COMPANY S CONSOLIDATED FINANCIAL STATEMENTS AS OF, AND FOR THE FISCAL YEAR ENDED, DECEMBER 31, 2005. 2 CONSIDERATION OF THE BOARD OF DIRECTORS For For Management AND INDEPENDENT AUDITOR S REPORTS ON THE UNCONSOLIDATED ANNUAL ACCOUNTS. APPROVAL OF THE COMPANY S UNCONSOLIDATED ANNUAL ACCOUNTS AS OF, AND FOR THE FISCAL YEAR ENDED, DECEMBER 31, 2005. 3 ALLOCATION OF RESULTS. For For Management 4 DISCHARGE TO THE MEMBERS OF THE BOARD OF For For Management DIRECTORS AND TO THE FORMER MEMBERS OF THE BOARD OF DIRECTORS MESSRS. CARLOS M. FRANCK AND FERNANDO R. MANTILLA FOR THE EXERCISE OF THEIR MANDATE THROUGHOUT THE YEAR ENDED DECEMBER 31, 2005. 5 ELECTION OF THE BOARD OF DIRECTORS For For Management MEMBERS. 6 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management TO DELEGATE THE DAY-TO-DAY MANAGEMENT OF THE COMPANY S BUSINESS TO ONE OR MORE OF ITS MEMBERS. 7 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management TO APPOINT ONE OR MORE OF ITS MEMBERS AS THE COMPANY S ATTORNEY-IN-FACT. 8 BOARD OF DIRECTORS COMPENSATION. For For Management 9 Ratify Auditors For For Management -------------------------------------------------------------------------------- TRACTEBEL ENERGIA S.A. (FORMERLY CENTRAIS GERADORAS DO SUL B Ticker: Security ID: BRTBLEACNOR2 Meeting Date: APR 26, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1a Amend Articles 1, 13, 16, 20, 21, 29, 30, For For Management 32, 35, 36, 37, 38, and 41 Re: Compliance with Novo Mercado Regulations 1.1b Amend Paragraph 15 of Article 19 and For For Management Paragraphs 2 and 3 of Article 30 Re: Preparation of Six-Month Period Financial Statements and Authorization to the Board to Pay Interim Dividends 1.2 Other Business For Against Management 2 Accept Financial Statements and Statutory For For Management Reports for Fiscal Year Ended 12-31-05 3 Approve Allocation of Income and For For Management Dividends 4 Approve Employee Profit Sharing For Against Management Distribution for 2005 5 Approve Global Remuneration of Directors For For Management 6 Elect Member of the Board of Directors For For Management and Alternates 7 Elect Supervisory Board Members and For For Management Alternates 8 Other Business For Against Management -------------------------------------------------------------------------------- UNIBANCO UNIAO DE BANCOS BRASILEIROS S.A. Ticker: Security ID: BRUBBRCDAM14 Meeting Date: APR 12, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Fiscal Year Ended 12-31-05 2 Approve Allocation of Income For For Management 3 Elect Members to the Board of Directors For For Management 4 Approve Remuneration of Members of the For For Management Board of Directors, Executive Maganement Officers, and Audit Committee Members 5 Amend Articles 16 and 21 Re: Transfer For For Management Responsibilities to the Executive Officer Committee from the Board of Directors 6 Amend Byllaws Chapter II 'Executive For For Management Management' and Chapter IV 'Board of Directors' 7 Consolidate Amendments to Articles For For Management 8 Other Business For Against Management -------------------------------------------------------------------------------- UNIBANCO UNIAO DE BANCOS BRASILEIROS S.A. Ticker: Security ID: BRUBBRCDAM14 Meeting Date: JUN 29, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Elimination of Risk Reserves For Did Not Management Exchange Transactions Vote 2 Amend Criteria Established to Allocate For Did Not Management Reserves to Guarantee an Adequate Vote Operational Edge; Set Maximum Limit of Reserves 3 Amend Article 44 of Bylaws to Improve its For Did Not Management Wording and to Conform to the Current Vote Requirement of Law 6404/76 4 Eliminate Executive Vice-President For Did Not Management Directorship Position Vote 5 Consolidate Amendments to Articles For Did Not Management Vote 6 Other Business For Did Not Management Vote -------------------------------------------------------------------------------- URBI DESARROLLOS URBANOS S ADE C V Ticker: Security ID: MX01UR000007 Meeting Date: APR 28, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Subdivision of Shares For Abstain Management 2 Amend Articles Re: Reflect Change in For Abstain Management Number of Shares in Article 8 as a Result of Share Subdivision in Item 1 3 Accept Financial Statements and Statutory For For Management Reports 4 Elect Directors, Supervisory Board For For Management Members, and Respective Alternates; Approve Their Remuneration 5 Set Aggregate Nominal Amount of Share For For Management Repurchase Reserve 6 Designate Inspector or Shareholder For For Management Representative(s) of Minutes of Meeting -------------------------------------------------------------------------------- VIVO PARTICIPACOES SA (FRMLY TELESP CELULAR PARTICIPACOES) Ticker: Security ID: BRTSPPACNOR3 Meeting Date: APR 12, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Fiscal Year Ended 12-31-05 and Approve Financial Statements of Merged Companies Tele Sudeste Celular Participacoes SA, Tele Leste Celular Participacoes SA, and Celular CRT Participacoes SA 2 Approve Allocation of Income and For For Management Dividends Distribution of Merged Companies: Tele Sudeste Celular Participacoes and Celular CRT Participacoes 3 Elect Members of the Board of Directors For For Management 4 Elect Supervisory Board Members For For Management 5 Approve Annual Global Remuneration of For For Management Directors and Supervisory Board 6 Amend Articles 4, 17, 20, 22, and 23 of For For Management Bylaws 7 Consolidate Amendments to Bylaws For For Management -------------------------------------------------------------------------------- VIVO PARTICIPACOES SA (FRMLY TELESP CELULAR PARTICIPACOES) Ticker: Security ID: BRTSPPACNPR0 Meeting Date: APR 12, 2006 Meeting Type: Annual/Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports for Fiscal Year Ended 12-31-05 and Approve Financial Statements of Merged Companies Tele Sudeste Celular Participacoes SA, Tele Leste Celular Participacoes SA, and Celular CRT Participacoes SA 2 Approve Allocation of Income and For For Management Dividends Distribution of Merged Companies: Tele Sudeste Celular Participacoes and Celular CRT Participacoes 3 Elect Members of the Board of Directors For For Management 4 Elect Supervisory Board Members For For Management 5 Approve Annual Global Remuneration of For For Management Directors and Supervisory Board 6 Amend Articles 4, 17, 20, 22, and 23 of For For Management Bylaws 7 Consolidate Amendments to Bylaws For For Management -------------------------------------------------------------------------------- VIVO PARTICIPACOES SA (FRMLY TELESP CELULAR PARTICIPACOES) Ticker: Security ID: BRVIVOACNOR1 Meeting Date: APR 24, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles 4, 17, 20, 22, and 23 of For Did Not Management the Bylaws Vote 2 Consolidate Bylaws For Did Not Management Vote -------------------------------------------------------------------------------- VIVO PARTICIPACOES SA (FRMLY TELESP CELULAR PARTICIPACOES) Ticker: Security ID: BRVIVOACNPR8 Meeting Date: APR 24, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles 4, 17, 20, 22, and 23 of For Did Not Management the Bylaws Vote 2 Consolidate Bylaws For Did Not Management Vote -------------------------------------------------------------------------------- VIVO PARTICIPACOES SA (FRMLY TELESP CELULAR PARTICIPACOES) Ticker: TCP Security ID: 87952L108 Meeting Date: FEB 22, 2006 Meeting Type: Special Record Date: DEC 20, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO APPROVE THE FINANCIAL STATEMENTS OF For For Management TELESP CELULAR PARTICIPACOES S.A. DATED AS OF SEPTEMBER 30, 2005. 2 TO APPROVE A CAPITAL REDUCTION FOR THE For For Management PURPOSES OF ABSORBING THE EXISTING LOSSES WITH POSSIBILITY OF DISTRIBUTING DIVIDENDS. 3 TO APPROVE THE TERMS AND CONDITIONS OF For For Management (I) THE MERGER, OF ALL SHARES OF TCO, IN ORDER TO CONVERT IT INTO A WHOLLY-OWNED SUBSIDIARY; AND (II) THE MERGER, INTO THE COMPANY, TSD, TLE AND CRTPART. 4 TO RATIFY THE APPOINTMENT OF TCO, TSD, For For Management TLE AND CRTPART (I) THE FIRM DELOITTE TOUCHE TOHMATSU, FOR PREPARATION OF THE STATUTORY BOOK VALUE REPORT, (II) THE SPECIALIZED FIRM OF GOLDMAN SACHS & COMPANHIA, FOR THE VALUATION OF THE SHAREHOLDERS EQUITY AND (II 5 TO APPROVE THE REPORTS REFERRED TO IN For For Management ITEM (D) ABOVE. 6 TO APPROVE THE EXCHANGE RATIO OF THE For For Management SHARES ISSUED BY TCO, TSD, TLE AND CRTPART FOR SHARES TO BE ISSUED BY THE COMPANY. 7 TO APPROVE A CAPITAL INCREASE IN For For Management CONNECTION WITH THE MERGER 8 TO CHANGE THE CORPORATE NAME OF THE For For Management COMPANY TO VIVO PARTICIPACOES S.A. -------------------------------------------------------------------------------- VIVO PARTICIPACOES SA (FRMLY TELESP CELULAR PARTICIPACOES) Ticker: Security ID: BRTSPPACNOR3 Meeting Date: FEB 22, 2006 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and Statutory For For Management Reports 2 Approve Reduction in Capital in Order to For For Management Absorb the Existing Losses 3 Approve Incorporation Protocol Relating For For Management to the Company's Incorporation of Tele Centro Oeste Celular Participacoes S.A., Tele Sudeste Celular Participacoes S.A., Tele Leste Celular Participacoes S.A., and Celular CRT Participacoes S.A. 4 Ratify Appraisal Firms For For Management 5 Approve Appraisal Reports For For Management 6 Approve Exchange Ratio Pursuant to the For For Management Incorporation 7 Approve Increase in Capital Pursuant to For For Management the Incorporation 8 Change Company Name to Vivo Participacoes For For Management S.A. -------------------------------------------------------------------------------- VIVO PARTICIPACOES SA (FRMLY TELESP CELULAR PARTICIPACOES) Ticker: TCP Security ID: 87952L108 Meeting Date: SEP 28, 2005 Meeting Type: Special Record Date: AUG 26, 2005 # Proposal Mgt Rec Vote Cast Sponsor 1 TO AMEND THE WORDING OF ARTICLE 9 OF THE For For Management BYLAWS, WHICH SHALL HEREINAFTER READ AS FOLLOWS: ART. 9 - THE EXECUTION OF AGREEMENTS WITH RELATED PARTIES THE TERMS AND CONDITIONS OF WHICH ARE MORE BURDENSOME TO THE COMPANY THAN THOSE USUALLY ADOPTED ON THE MA -------------------------------------------------------------------------------- VIVO PARTICIPACOES SA (FRMLY TELESP CELULAR PARTICIPACOES) Ticker: Security ID: BRTSPPACNPR0 Meeting Date: SEP 28, 2005 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Ratify Election of Directors For For Management 2 Ratify Amendment to Article 5 to Reflect For For Management Changes in Capital 3 Amend Article 9 Re: Related-Party For For Management Transactions 4 Consolidate Bylaws For For Management -------------------------------------------------------------------------------- WAL-MART DE MEXICO S.A. DE C.V. (FRMRLY. CIFRA S.A.) Ticker: WMMVF Security ID: MXP810081010 Meeting Date: FEB 28, 2006 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Chairman's Report For For Management 2 Accept Audit Committe's Report For For Management 3 Accept Supervisory Board Report For For Management 4 Accept Financial Statements for Fiscal For For Management Year Ended December 2005 5 Present Report on the Share Repurchase For For Management Reserves 6 Approve Cancellation of 201.5 Million For For Management Company Treasury Shares 7 Approve Modifications to Article 5 in the For For Management Bylaws Re: Changes in Variable and Fixed Capital 8 Approve Allocation of Income For For Management 9 Approve Dividend of MXN 0.38 per Share or For For Management Stock Calculated as of March 22, 2006 10 Approve MXN 3.28 Million Variable Capital For For Management Increase Through Issuance of 164.3 Million Common Shares To Be Paid Back as Dividends at MXN 20 per Share 11 Accept Report Re: Employee Stock Purchase For For Management Plan 12 Accept Report Re: Wal-Mart de Mexico For For Management Foundation 13 Approve Discharge of the Board of For For Management Directors 14 Elect or Ratify Members of the Board of For For Management Directors and Supervisory Board 15 Approve Minutes of Meeting For For Management ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant): The Latin American Discovery Fund, Inc. ------------------------------------------------------------------ By (Signature and Title): /s/ Ronald E. Robison President and Principal Executive Officer - Office of the Funds --------------------------------------------------------------- Date August 28, 2006 --------------------------------------------------------------------------- 2