0001571049-13-000687.txt : 20130830 0001571049-13-000687.hdr.sgml : 20130830 20130830105130 ACCESSION NUMBER: 0001571049-13-000687 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130630 FILED AS OF DATE: 20130830 DATE AS OF CHANGE: 20130830 EFFECTIVENESS DATE: 20130830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LATIN AMERICAN DISCOVERY FUND, INC. CENTRAL INDEX KEY: 0000884461 IRS NUMBER: 521774878 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-06574 FILM NUMBER: 131071279 BUSINESS ADDRESS: STREET 1: 522 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212 296-6963 MAIL ADDRESS: STREET 1: 522 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: LATIN AMERICAN DISCOVERY FUND INC DATE OF NAME CHANGE: 19920901 N-PX 1 t1300284_npx.htm N-PX

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)
522 Fifth Avenue,  New York, New York   10036
(Address of principal executive offices) (Zip code)

Stefanie V. Chang Yu, Esq.

Managing Director

Morgan Stanley Investment Management Inc.

522 Fifth Avenue

New York, New York 10036

(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: 7/1/12 – 6/30/13
                   

 

 

 
 

 

******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-06574
Reporting Period: 07/01/2012 - 06/30/2013
The Latin America Discovery Fund, Inc.









=================== The Latin American Discovery Fund, Inc. ====================


ALMACENES EXITO S.A.

Ticker:       EXITO          Security ID:  P3782F107
Meeting Date: MAR 19, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Verify Quorum                           None      None         Management
2     Approve Meeting Agenda                  For       For          Management
3     Elect Meeting Approval Committee        For       For          Management
4     Accept Board and Chairman's Report      For       For          Management
5     Present Individual and Consolidated     For       For          Management
      Financial Statements and Statutory
      Reports
6     Present Auditor's Report                For       For          Management
7     Approve Management Report, Financial    For       For          Management
      Statements and Statutory Reports
8     Approve Plan to Implement NIIF as per   For       For          Management
      Law 2784
9.1   Approve Allocation of Income            For       For          Management
9.2   Approve Donations                       For       Abstain      Management
10    Other Business                          For       Against      Management


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AMIL PARTICIPACOES S.A.

Ticker:       AMIL3          Security ID:  P0R997100
Meeting Date: NOV 14, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Appoint Goldman Sachs do Brasil Banco   For       For          Management
      Multiplo S.A. to Prepare Valuation
      Report for Tender Offer
1b    Appoint UBS Brasil Servicos de          For       Did Not Vote Management
      Assessoria Financeira Ltda to Prepare
      Valuation Report for Tender Offer
1c    Appoint Deutsche Bank S.A. - Banco      For       Against      Management
      Alemao to Prepare Valuation Report for
      Tender Offer
2     Approve Increase in Board Size and      For       Against      Management
      Elect Board Members
3     Amend Article 42                        For       For          Management
4     Amend Articles 11, 12, 14, 15, 16, 17,  For       Against      Management
      and 18


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AMIL PARTICIPACOES S.A.

Ticker:       AMIL3          Security ID:  P0R997100
Meeting Date: NOV 28, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Company's Delisting from Novo   For       For          Management
      Mercado Segment and  the Sao Paulo
      Stock Exchange


--------------------------------------------------------------------------------

AMIL PARTICIPACOES S.A.

Ticker:       AMIL3          Security ID:  P0R997100
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors                         For       For          Management
4     Approve Remuneration of Company's       For       Against      Management
      Management


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BANCO BRADESCO S.A.

Ticker:       BBDC4          Security ID:  P1808G117
Meeting Date: MAR 11, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3.1   Elect Lazaro de Mello Brandao as        For       For          Management
      Director
3.2   Elect Antonio Bornia as Director        For       For          Management
3.3   Elect Mario Silveira Teixeira Junior    For       For          Management
      as Director
3.4   Elect Joao Aguiar Alvarez as Director   For       For          Management
3.5   Elect Denise Aguiar Alvarez as Director For       For          Management
3.6   Elect Luiz Carlos Trabucco Cappi as     For       For          Management
      Director
3.7   Elect Carlos Alberto Rodrigues          For       For          Management
      Guilherme as Director
3.8   Elect Milton Matsumoto as Director      For       For          Management
3.9   Elect All Directors Presented under     For       For          Management
      Items 3.1-3.8
4.1   Elect Nelson Lopes de Oliveira as       For       For          Management
      Fiscal Council Member
4.2   Elect Joao Carlos de Oliveira as        For       For          Management
      Fiscal Council Member
4.3   Elect Jorge Tadeu Pinto de Figueiredo   For       For          Management
      as Alternate Fiscal Council Member
4.4   Elect Renaud Roberto Teixeira as        For       For          Management
      Alternate Fiscal Council Member
4.5   Elect All Fiscal Council Members        For       For          Management
      Presented under Items 4.1-4.4
5     Approve Remuneration of Company's       For       Against      Management
      Management


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BANREGIO GRUPO FINANCIERO SAB DE CV

Ticker:       GFREGIOO       Security ID:  P1610L106
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  APR 17, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Approve Individual and Consolidated     For       For          Management
      Financial Statements for Fiscal Year
      2012, Including External Auditors
1.2   Approve Board's Opinion on CEO's Report For       For          Management
1.3   Approve Board's Report on Principal     For       For          Management
      Policies and Accounting Criteria and
      Disclosure
1.4   Approve Board's Report on Operations    For       For          Management
      and Activities
1.5   Approve Report of Audit and Corporate   For       For          Management
      Governance Committees' Chairman
2     Present Report of Compliance with       For       For          Management
      Fiscal Obligations
3     Approve Allocation of Income            For       For          Management
4     Approve Cash Dividends                  For       For          Management
5     Approve Report on Share Repurchase      For       For          Management
      Policies and Set Maximum Amount for
      Share Repurchase Reserve
6     Approve Discharge of Board of Directors For       For          Management
7     Elect Directors, Qualify Independent    For       Abstain      Management
      Directors, Elect Chairman and
      Secretary of Board of Directors, and
      Elect Chairman and Members of Audit
      and Corporate Practices Committees;
      Approve Their Remuneration
8     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
9     Approve Minutes of Meeting              For       For          Management


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BR MALLS PARTICIPACOES S.A.

Ticker:       BRML3          Security ID:  P1908S102
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends


--------------------------------------------------------------------------------

BR MALLS PARTICIPACOES S.A.

Ticker:       BRML3          Security ID:  P1908S102
Meeting Date: MAY 15, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize Capitalization of Reserves    For       For          Management
      Without Issuance of Shares
2     Amend Articles to Reflect Changes in    For       For          Management
      Capital
3     Amend Article 19                        For       For          Management


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BRASIL PHARMA SA

Ticker:       BPHA3          Security ID:  P1815Q108
Meeting Date: MAY 13, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Approve Remuneration of Company's       For       For          Management
      Management
4     Elect Directors, Chairman, and Vice     For       For          Management
      Chairman


--------------------------------------------------------------------------------

BRASIL PHARMA SA

Ticker:       BPHA3          Security ID:  P1815Q108
Meeting Date: MAY 13, 2013   Meeting Type: Special
Record Date:  APR 26, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Ratify Independent Firm to Appraise     For       For          Management
      Proposed Transaction
2     Approve Independent Firm's Appraisal    For       For          Management
3     Approve Acquisition Agreement between   For       For          Management
      the Company and Sant'ana S.A. Drogaria
      Farmacias
4     Approve Share Exchange Ratio            For       For          Management
5     Approve Acquisition of Sant'ana S.A.    For       For          Management
      Drogaria Farmacias
6     Amend Article 5 to Reflect Changes in   For       For          Management
      Capital Due to Acquisition
7     Amend Article 6 to Reflect Changes to   For       For          Management
      the Company's Authorized Capital
8     Change Company's Name                   For       For          Management
9     Consolidate Bylaws                      For       For          Management
10    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

BRF - BRASIL FOODS SA

Ticker:       BRFS3          Security ID:  P1905C100
Meeting Date: DEC 18, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Appoint Independent Firm to Appraise    For       For          Management
      Proposed Absorptions
2     Approve Independent Firm's Appraisal    For       For          Management
3     Approve Agreement to Absorb Sadia S.A.  For       For          Management
      and Heloisa Industria e Comercio de
      Produtos Lacteos Ltda.
4     Amend Articles                          For       For          Management


--------------------------------------------------------------------------------

BRF - BRASIL FOODS SA

Ticker:       BRFS3          Security ID:  P1905C100
Meeting Date: APR 09, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements and        For       For          Management
      Allocation of Income
2     Ratify Board of Directors               For       For          Management
      Deliberations Re: Allocation of
      Dividends
3     Approve Dividends                       For       For          Management
4     Fix Number of Directors                 For       For          Management
5     Elect Directors                         For       For          Management
6     Elect Board Chairman and Vice-Chairman  For       For          Management
7     Elect Fiscal Council and Audit          For       For          Management
      Committee Members


--------------------------------------------------------------------------------

BRF - BRASIL FOODS SA

Ticker:       BRFS3          Security ID:  P1905C100
Meeting Date: APR 09, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Company Name                      For       For          Management
2     Approve Remuneration of Company's       For       For          Management
      Management
3     Amend Stock Option Plan                 For       For          Management


--------------------------------------------------------------------------------

BTG PACTUAL GROUP

Ticker:       BBTG11         Security ID:  G16634126
Meeting Date: APR 30, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles 5 and 24                 For       For          Management


--------------------------------------------------------------------------------

BTG PACTUAL GROUP

Ticker:       BBTG11         Security ID:  G16634126
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors                         For       For          Management
4     Approve Remuneration of Company's       For       Against      Management
      Management


--------------------------------------------------------------------------------

CCR S.A.

Ticker:       CCRO3          Security ID:  P1413U105
Meeting Date: APR 18, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Capital Budget for Upcoming     For       For          Management
      Fiscal Year
3     Approve Allocation of Income and        For       For          Management
      Dividends
4     Fix Number of Directors and Fiscal      For       For          Management
      Council Members and Elect Board and
      Fiscal Council Members
5     Install Fiscal Council                  For       For          Management
6     Approve Remuneration of Company's       For       Against      Management
      Management


--------------------------------------------------------------------------------

CEMEX LATAM HOLDINGS SA

Ticker:                      Security ID:  E28096100
Meeting Date: MAY 15, 2013   Meeting Type: Annual
Record Date:  MAY 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Financial Statements            For       For          Management
2     Approve Discharge of Board              For       For          Management
3     Approve Treatment of Net Loss           For       For          Management
4     Approve Remuneration of Directors       For       For          Management
5     Authorize Share Repurchase Program      For       For          Management
6     Authorize Issuance of Convertible       For       For          Management
      Bonds, Debentures, Warrants, and Other
      Debt Securities with Preemptive Rights
      up to EUR 1 Billion
7     Authorize Increase in Capital up to 50  For       For          Management
      Percent via Issuance of Equity or
      Equity-Linked Securities with
      Preemptive Rights
8     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
9     Approve Minutes of Meeting              None      None         Management


--------------------------------------------------------------------------------

CEMEX SAB DE CV

Ticker:       CX             Security ID:  151290889
Meeting Date: MAR 21, 2013   Meeting Type: Annual/Special
Record Date:  FEB 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year 2012
      in Accordance with Mexican Securities
      Market Law; Accept Board Opinion on
      CEO Report; Present Reports of Audit
      and Corporate Practices Committees,
      Receive Report on Tax Obligations
2     Approve Allocation of Income            For       For          Management
3     Authorize Increase in Variable Portion  For       For          Management
      of Capital via Capitalization of
      Reserves and Issuance  of Treasury
      Shares
4     Elect Directors, and Chairmen and       For       Abstain      Management
      Members of Audit, Corporate Practices
      and Finance Committees
5     Approve Remuneration of Directors and   For       For          Management
      Members of Audit, Corporate Practices
      and Finance Committees
6     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
1     Authorize Issuance of Convertible       For       For          Management
      Debentures without Preemptive Rights
2     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

CENCOSUD S.A.

Ticker:       CENCOSUD       Security ID:  P2205J100
Meeting Date: NOV 20, 2012   Meeting Type: Special
Record Date:  NOV 14, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Present Report on Acquisition of        For       For          Management
      Carrefour
2     Approve Increase in Capital Up to a     For       For          Management
      Maximum of $ 1.5 Billion or Amount
      Approved by General Meeting
3     Approve Assignment of Portion of        For       For          Management
      Increase in Capital for Compensation
      Plan of Employee's of Company and
      Subsidiaries in Accordance With
      Article 24 of Law No. 18.046
4     Amend Articles to Reflect Changes in    For       For          Management
      Capital
5     Adopt All Agreements that are           For       For          Management
      Necessary to Execute Approved
      Resolutions


--------------------------------------------------------------------------------

CFR PHARMACEUTICALS SA

Ticker:       CFR            Security ID:  P2388K106
Meeting Date: APR 26, 2013   Meeting Type: Special
Record Date:  APR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Increase in Capital via         For       For          Management
      Issuance up to Maximum of 725 Million
      Shares
2     Amend Articles to Reflect Changes in    For       For          Management
      Capital
3     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

CFR PHARMACEUTICALS SA

Ticker:       CFR            Security ID:  P2388K106
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  APR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Annual Report, Financial         For       For          Management
      Statements and External Auditors'
      Report for Fiscal Year 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Approve Dividends Policy                For       For          Management
4     Present Report on Board's Expenses      For       For          Management
5     Approve Remuneration of Directors       For       For          Management
6     Elect External Auditors                 For       For          Management
7     Receive Special Auditors' Report        None      None         Management
      Regarding Related-Party Transactions
8     Approve Remuneration and Budget of      For       For          Management
      Directors' Committee
9     Designate Risk Assessment Companies     For       For          Management
10    Designate Newspaper to Publish Meeting  For       For          Management
      Announcements
11    Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

COMPANHIA DE BEBIDAS DAS AMERICAS - AMBEV

Ticker:       AMBV4          Security ID:  20441W203
Meeting Date: APR 29, 2013   Meeting Type: Annual/Special
Record Date:  APR 12, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         None      None         Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        None      None         Management
      Dividends
3     Elect Fiscal Council Members and        For       For          Management
      Alternates
4     Approve Remuneration of Company's       None      None         Management
      Management
1     Amend Articles to Reflect Changes in    None      None         Management
      Capital


--------------------------------------------------------------------------------

CORPBANCA

Ticker:       CORPBANCA      Security ID:  ADPV02736
Meeting Date: MAR 07, 2013   Meeting Type: Annual
Record Date:  MAR 01, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Annual Report, Financial         For       For          Management
      Statements, and Audit Report and Notes
      for Fiscal Year 2012
2     Elect External Auditors for Fiscal      For       For          Management
      Year 2013
3     Elect Directors                         For       Abstain      Management
4     Approve Remuneration of Directors       For       For          Management
5     Receive Special Auditors' Report        None      None         Management
      Regarding Related-Party Transactions
6     Approve Allocation of 50 Percent of     For       For          Management
      Net Income of CLP 60.04 Billion in
      Dividend Form
7     Fix and Approve Company's Future        For       For          Management
      Dividend Policy Which Will Allocate at
      Least 50 Percent of Net Income
8     Approve Remuneration, and Budget of     For       For          Management
      Director-Audit Committee; Receive
      Activity Reports of Director-Audit
      Committee
9     Designate Newspaper to Publish Meeting  For       For          Management
      Announcements


--------------------------------------------------------------------------------

CREDICORP LTD.

Ticker:       BAP            Security ID:  G2519Y108
Meeting Date: MAR 26, 2013   Meeting Type: Annual
Record Date:  FEB 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Annual Reports                  None      None         Management
2     Approve Individual and Consolidated     For       For          Management
      Financial Statements and Statutory
      Reports
3     Approve Remuneration of Directors       For       For          Management
4     Appoint Ernst & Young Global as         For       For          Management
      External Auditors and Authorize Board
      to Fix Their Remuneration
5     Present Payment of Dividends of USD of  None      None         Management
      2.60 per Share
6     Present Allocation of Income            None      None         Management


--------------------------------------------------------------------------------

DEUTSCHE BANK MEXICO - CONCENTRADORA FIBRA HOTELERA SA DE CV

Ticker:       FIHO12         Security ID:  P3515D148
Meeting Date: APR 24, 2013   Meeting Type: Annual
Record Date:  APR 16, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Open Meeting                            For       For          Management
2     Approve Audited Financial Statements    For       Abstain      Management
      for Fiscal Year 2012
3     Elect or Ratify Members of Trust        For       Abstain      Management
      Technical Committee
4     Authorize Issuance of Real Estate       For       Abstain      Management
      Trust Certificates
5     Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

DIAGNOSTICOS DA AMERICA SA

Ticker:       DASA3          Security ID:  P3589C109
Meeting Date: NOV 30, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Agreement to Absorb Cytolab -   For       For          Management
      Laboratorio de Anatomia Patologica,
      Citologia Diagnostica e Analises
      Clinicas Ltda
2     Appoint Independent Firm to Appraise    For       For          Management
      Proposed Transaction
3     Approve Independent Firm's Appraisal    For       For          Management
4     Approve Absorption of  Cytolab -        For       For          Management
      Laboratorio de Anatomia Patologica,
      Citologia Diagnostica e Analises
      Clinicas Ltda


--------------------------------------------------------------------------------

DIAGNOSTICOS DA AMERICA SA

Ticker:       DASA3          Security ID:  P3589C109
Meeting Date: APR 22, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Capital Budget and Allocation   For       For          Management
      of Income
3     Elect Directors                         For       For          Management
4     Approve Remuneration of Company's       For       For          Management
      Management


--------------------------------------------------------------------------------

DIAGNOSTICOS DA AMERICA SA

Ticker:       DASA3          Security ID:  P3589C109
Meeting Date: APR 22, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles Re: Statutory Audit      For       For          Management
      Committee


--------------------------------------------------------------------------------

EMPRESA NACIONAL DE ELECTRICIDAD SA ENDESA

Ticker:       ENDESA         Security ID:  P3710M109
Meeting Date: APR 15, 2013   Meeting Type: Annual
Record Date:  APR 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Annual Report, Financial         For       For          Management
      Statements and Reports of External
      Auditors and Auditors for Fiscal Year
      2012
2     Approve Allocation of Income and        For       For          Management
      Distribution of Dividends
3     Present Dividend Policy and             None      None         Management
      Distribution Procedures
4     Approve Investment and Financing Policy For       For          Management
5     Approve Remuneration of Directors       For       For          Management
6     Approve Remuneration and Budget of      For       For          Management
      Directors' Committee for 2103
7     Present Report of Directors' Committee  None      None         Management
8     Elect External Auditor                  For       For          Management
9     Elect Two Auditors and their            For       For          Management
      Respective Alternates; Approve their
      Remuneration
10    Receive Special Auditors' Report        None      None         Management
      Regarding Related-Party Transactions
11    Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

EMPRESA NACIONAL DE ELECTRICIDAD SA ENDESA

Ticker:       ENDESA         Security ID:  29244T101
Meeting Date: APR 15, 2013   Meeting Type: Annual
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Annual Report, Financial         For       For          Management
      Statements and Reports of External
      Auditors and Auditors for Fiscal Year
      2012
2     Approve Allocation of Income and        For       For          Management
      Distribution of Dividends
3     Present Dividend Policy and             None      None         Management
      Distribution Procedures
4     Approve Investment and Financing Policy For       For          Management
5     Approve Remuneration of Directors       For       For          Management
6     Approve Remuneration and Budget of      For       For          Management
      Directors' Committee for 2013
7     Present Report of Directors' Committee  None      None         Management
8     Elect External Auditor                  For       For          Management
9     Elect Two Auditors and their            For       For          Management
      Respective Alternates; Approve their
      Remuneration
10    Receive Special Auditors' Report        None      None         Management
      Regarding Related-Party Transactions
11    Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

EMPRESAS ICA SAB DE CV

Ticker:       ICA            Security ID:  P37149104
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year 2012
2     Receive CEO's Report and External       For       For          Management
      Auditor's Report
3     Receive Board's Opinion on Report       For       For          Management
      Presented by CEO; Receive Report of
      Audit and Corporate Practice Committee
      Chairmen; Present Report on Adherence
      to Fiscal Obligations
4     Approve Reports Related to Items 1 and  For       For          Management
      2
5     Approve Allocation of Income, Increase  For       For          Management
      in Reserves, Approve Share Repurchase
      Reserve Fund; Distribution of Dividends
6     Elect Directors and Chairmen of         For       Abstain      Management
      Special Committees
7     Approve Remuneration of Directors and   For       For          Management
      Members of Special Committee
8     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

FOMENTO ECONOMICO MEXICANO SAB DE CV (FEMSA)

Ticker:       FEMSAUBD       Security ID:  344419106
Meeting Date: MAR 15, 2013   Meeting Type: Annual
Record Date:  FEB 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Report of Board of Directors on  For       For          Management
      Financial Statements and Statutory
      Reports for Fiscal Year 2012, Receive
      CEO's Report and Audit and Corporate
      Practices Committees Chairmen Report
2     Accept Report on Adherence to Fiscal    For       For          Management
      Obligations
3     Approve Allocation of Income and        For       For          Management
      Distribution of Cash Dividends
4     Set Aggregate Nominal Share Repurchase  For       For          Management
      Reserve to a Maximum Amount of up to
      MXN 3 Billion
5     Elect Directors and Secretaries,        For       For          Management
      Verify Independence of Directors, and
      Approve their Remuneration
6     Elect Members and Chairmen of Finance   For       For          Management
      and Planning Committee, Audit
      Committee and Corporate Practices
      Committee; Approve Their Remuneration
7     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
8     Approve Minutes of Meeting              For       For          Management


--------------------------------------------------------------------------------

GERDAU S.A.

Ticker:       GGBR4          Security ID:  P2867P113
Meeting Date: APR 19, 2013   Meeting Type: Annual
Record Date:  APR 17, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors and Approve             For       Against      Management
      Remuneration of Executive Officers and
      Non-Executive Directors
4     Elect Fiscal Council Members and        For       For          Management
      Approve their Remuneration


--------------------------------------------------------------------------------

GRUPO DE INVERSIONES SURAMERICANA SA

Ticker:       GRUPOSURA      Security ID:  P4950L108
Meeting Date: MAR 21, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Verify Quorum                           None      None         Management
2     Elect Meeting Approval Committee        For       For          Management
3     Present Board of Directors' and         For       For          Management
      Chairman's Report
4     Present Financial Statements            For       For          Management
5     Present Auditor's Report                For       For          Management
6     Approve Financial Statements and        For       For          Management
      Statutory Reports
7     Approve Allocation of Income            For       For          Management
8     Approve Remuneration of Directors and   For       For          Management
      Auditors
9     Elect Auditors for 2013-2015            For       Abstain      Management
10    Amend Bylaws                            For       For          Management
11    Other Business                          For       Against      Management


--------------------------------------------------------------------------------

GRUPO FINANCIERO BANORTE S.A.B. DE C.V.

Ticker:       GFNORTEO       Security ID:  P49501201
Meeting Date: OCT 11, 2012   Meeting Type: Special
Record Date:  SEP 28, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Cash Dividends of MXN 0.183     For       For          Management
      Per Share
2     Present External Auditor's Report on    None      None         Management
      Fiscal Obligations
3     Designate Inspector or Shareholder      For       For          Management
      Representative(s) of Minutes of Meeting
4     Approve Minutes of Meeting              For       For          Management


--------------------------------------------------------------------------------

GRUPO FINANCIERO BANORTE S.A.B. DE C.V.

Ticker:       GFNORTEO       Security ID:  P49501201
Meeting Date: JAN 22, 2013   Meeting Type: Special
Record Date:  JAN 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Article 2 of Bylaws               For       For          Management
2     Approve Modifications of Shared         For       For          Management
      Responsibility Agreement
3     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
4     Approve Minutes of Meeting              For       For          Management


--------------------------------------------------------------------------------

GRUPO FINANCIERO BANORTE S.A.B. DE C.V.

Ticker:       GFNORTEO       Security ID:  P49501201
Meeting Date: JAN 22, 2013   Meeting Type: Special
Record Date:  JAN 09, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Cash Dividends of MXN 0.549     For       For          Management
      Per Share
2     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
3     Approve Minutes of Meeting              For       For          Management


--------------------------------------------------------------------------------

GRUPO FINANCIERO BANORTE SAB DE CV

Ticker:       GFNORTEO       Security ID:  P49501201
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year 2012
2     Approve Allocation of Income            For       For          Management
3.a1  Elect Guillermo Ortiz Martinez as       For       For          Management
      Board Chairman
3.a2  Elect Bertha Gonzalez Moreno as         For       For          Management
      Director
3.a3  Elect David Villarreal Montemayor as    For       For          Management
      Director
3.a4  Elect Manuel Saba Ades as Director      For       For          Management
3.a5  Elect Alfredo Elias Ayub as Director    For       For          Management
3.a6  Elect Herminio Blanco Mendoza as        For       For          Management
      Director
3.a7  Elect Everardo Elizondo Almaguer as     For       For          Management
      Director
3.a8  Elect Patricia Armendariz Guerra as     For       For          Management
      Director
3.a9  Elect Armando Garza Sada as Director    For       For          Management
3.a10 Elect Hector Reyes Retana as Director   For       For          Management
3.a11 Elect Juan Carlos Braniff Hierro as     For       For          Management
      Director
3.a12 Elect Alejandro Burillo Azcarraga as    For       For          Management
      Director
3.a13 Elect Miguel Aleman Magnani as Director For       For          Management
3.a14 Elect Enrique Castillo Sanchez          For       For          Management
      Mejorada as Director
3.a15 Elect Alejandro Valenzuela del Rio as   For       For          Management
      Director
3.a16 Elect Jesus O. Garza Martinez as        For       For          Management
      Alternate Director
3.a17 Elect Juan Antonio Gonzalez Moreno as   For       For          Management
      Alternate Director
3.a18 Elect Jose G. Garza Montemayor as       For       For          Management
      Alternate Director
3.a19 Elect Alberto Saba Ades as Alternate    For       For          Management
      Director
3.a20 Elect Isaac Becker Kabacnik as          For       For          Management
      Alternate Director
3.a21 Elect Manuel Aznar Nicolin as           For       For          Management
      Alternate Director
3.a22 Elect Ramon A. Leal Chapa as Alternate  For       For          Management
      Director
3.a23 Elect Julio Cesar Mendez Rubio as       For       For          Management
      Alternate Director
3.a24 Elect Guillermo Mascarenas Milmo as     For       For          Management
      Alternate Director
3.a25 Elect Javier Molinar Horcasitas as      For       For          Management
      Alternate Director
3.a26 Elect Jose Marcos Ramirez Miguel as     For       For          Management
      Alternate Director
3.b   Approve Directors Liability and         For       For          Management
      Indemnification
3.c   Elect Hector Avila Flores as Board      For       For          Management
      Secretary; Elect Jose Morales Martinez
      as Undersecretary Who Will Not Be Part
      of Board
4     Approve Remuneration of Directors       For       For          Management
5.a   Elect Hector Reyes Retana as Chairman   For       For          Management
      of Audit and Corporate Practices
      Committee
5.b   Elect Herminio Blanco Mendoza as        For       For          Management
      Member of Audit and Corporate
      Practices Committee
5.c   Elect Manuel Aznar Nicolin as Member    For       For          Management
      of Audit and Corporate Practices
      Committee
5.d   Elect Patricia Armendariz Guerra as     For       For          Management
      Member of Audit and Corporate
      Practices Committee
5.e   Elect Julio Cesar Mendez Rubio as       For       For          Management
      Member of Audit and Corporate
      Practices Committee
6.a   Elect Juan Carlos Braniff Hierro as     For       For          Management
      Chairman of Risk Policies Committee
6.b   Elect Alfredo Elias Ayub as Member of   For       For          Management
      Risk Policies Committee
6c    Elect Everardo Elizondo Almaguer as     For       For          Management
      Member of Risk Policies Committee
6d    Elect Manuel Aznar Nicolin as Member    For       For          Management
      of Risk Policies Committee
6e    Elect Alejandro Valenzuela del Rio as   For       For          Management
      Member of Risk Policies Committee
6f    Elect Manuel Romo Villafuerte as        For       For          Management
      Member of Risk Policies Committee
6g    Elect Fernando Solis Soberon as Member  For       For          Management
      of Risk Policies Committee
6h    Elect Gerardo Zamora Nanez as Member    For       For          Management
      of Risk Policies Committee
6i    Elect Marcos Ramirez Miguel as Member   For       For          Management
      of Risk Policies Committee
6j    Elect David Aaron Margolin Schabes as   For       For          Management
      Secretary of Risk Policies Committee
7     Approve Report on Share Repurchase;     For       For          Management
      Set Aggregate Nominal Amount of Share
      Repurchase Program
8     Approve Modification to Integration     For       For          Management
      and Duties of Regional Boards
9     Authorize Board to Obtain               For       For          Management
      Certification of Company Bylaws
10    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
11    Approve Minutes of Meeting              For       For          Management


--------------------------------------------------------------------------------

GRUPO FINANCIERO BANORTE SAB DE CV

Ticker:       GFNORTEO       Security ID:  P49501201
Meeting Date: APR 26, 2013   Meeting Type: Special
Record Date:  APR 15, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Article 2 of Bylaws Re:           For       For          Management
      Exclusion of Ixe Banco and Fincasa
      Hipotecaria; Change Company Names from
      Ixe Soluciones to Solida
      Administradora de Portafolios SOFOM
      and from Ixe Fondos to Operadora de
      Fondos Banorte Ixe
2     Approve Text and Subscribe New          For       For          Management
      Agreement of Shared Responsibilities
      Including all of Grupo Financiero
      Banorte's Entities
3     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
4     Approve Minutes of Meeting              For       For          Management


--------------------------------------------------------------------------------

GRUPO FINANCIERO SANTANDER MEXICO SAB DE CV

Ticker:       SANMEXB        Security ID:  40053C105
Meeting Date: APR 18, 2013   Meeting Type: Annual/Special
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year 2012
2     Approve Allocation of Income            For       For          Management
3     Accept Report on Adherence to Fiscal    For       For          Management
      Obligations
4     Approve Dividends                       For       For          Management
5     Accept Chairman's and CEO's Report for  For       For          Management
      Fiscal Year 2012
6     Accept Board's Opinion on President's   For       For          Management
      and CEO's Report
7     Accept Board Report on Major            For       For          Management
      Accounting and Disclosure Criteria and
      Policies
8     Accept Board Report on Audit and        For       For          Management
      Corporate Governance Committees'
      Activities during Fiscal Year 2012
9     Accept Report on Board Operations and   For       For          Management
      Activities
10    Elect and Ratify Directors and Their    For       Abstain      Management
      Respective Alternate Representatives
      of Class F and B Shareholders; Fix
      Their Remuneration
11    Elect Chairman of Audit Committee and   For       Abstain      Management
      Chairman of Corporate Practice,
      Nomination and Remuneration Committee
12    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
1     Elect or Ratify Directors Representing  For       Abstain      Management
      Class B Shares
2     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

GRUPO TELEVISA SAB

Ticker:       TLEVISACPO     Security ID:  40049J206
Meeting Date: APR 02, 2013   Meeting Type: Annual/Special
Record Date:  MAR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect or Ratify Directors Representing  For       Abstain      Management
      Series L Shareholders
2     Authorize Board to Ratify and Execute   For       Abstain      Management
      Approved Resolutions
1     Elect or Ratify Directors Representing  For       Abstain      Management
      Series D Shareholders
2     Authorize Board to Ratify and Execute   For       Abstain      Management
      Approved Resolutions
1     Approve Financial Statements and        For       For          Management
      Statutory Reports as Required by
      Article 28 of Mexican Securities Law,
      Approve Financial Statements for
      Fiscal Year 2012; Approve Discharge of
      Directors, CEO and Board Committees
2     Present Report on Compliance with       For       For          Management
      Fiscal Obligations
3     Approve Allocation of Income for        For       For          Management
      Fiscal Year 2012
4     Set Aggregate Nominal Amount for Share  For       For          Management
      Repurchase and Receive Report on
      Board's Decision on Share Repurchase,
      Sale of Treasury Shares, and Share Plan
5     Elect or Ratify Members of Board,       For       Abstain      Management
      Secretary and Other Officers
6     Elect or Ratify Members of Executive    For       Abstain      Management
      Committee
7     Elect or Ratify Chairman of Audit       For       Abstain      Management
      Committee and Corporate Practices
      Committee
8     Approve Remuneration of Board Members,  For       For          Management
      Executive, Audit and Corporate
      Practices Committees, and Secretary
9     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

IOCHPE MAXION S.A.

Ticker:       MYPK3          Security ID:  P58749105
Meeting Date: APR 16, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors                         For       Against      Management
4     Approve Remuneration of Company's       For       For          Management
      Management


--------------------------------------------------------------------------------

IOCHPE MAXION S.A.

Ticker:       MYPK3          Security ID:  P58749105
Meeting Date: APR 26, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize Capitalization of Reserves    For       For          Management
      without Issuance of Shares
2     Approve Increase in Authorized Capital  For       For          Management


--------------------------------------------------------------------------------

ITAU UNIBANCO HOLDING SA

Ticker:       ITUB4          Security ID:  P5968U113
Meeting Date: APR 19, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3.1   Elect Alfredo Egydio Arruda Villela     For       For          Management
      Filho as Director
3.2   Elect Alfredo Egydio Setubal as         For       For          Management
      Director
3.3   Elect Candido Botelho Bracher as        For       For          Management
      Director
3.4   Elect Demosthenes Madureira de Pinho    For       For          Management
      Neto as Director
3.5   Elect Gustavo Jorge Laboissiere Loyola  For       For          Management
      as Independent Director
3.6   Elect Henri Penchas as Director         For       For          Management
3.7   Elect Israel Vainboim as Independent    For       For          Management
      Director
3.8   Elect Nildemar Secches as Independent   For       For          Management
      Director
3.9   Elect Pedro Luiz Bodin Moraes as        For       For          Management
      Independent Director
3.10  Elect Pedro Moreira Salles as Director  For       For          Management
3.11  Elect Ricardo Villela Marino as         For       For          Management
      Director
3.12  Elect Roberto Egydio Setubal as         For       For          Management
      Director
4.1   Elect Alberto Sozin Furuguem as Fiscal  For       For          Management
      Council Member
4.2   Elect Iran Siqueira Lima as Fiscal      For       For          Management
      Council Member
4.3   Elect Joao Costa as Alternate Fiscal    For       For          Management
      Council Member
4.4   Elect Jose Caruso Cruz Henriques as     For       For          Management
      Alternate Fiscal Council Member
5     Approve Remuneration of Company's       For       Against      Management
      Management


--------------------------------------------------------------------------------

LOJAS ARAPUA S.A

Ticker:                      Security ID:  P6327T102
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income            For       For          Management
3     Approve Remuneration of Company's       For       For          Management
      Management
4     Elect Fiscal Council Members            For       For          Management


--------------------------------------------------------------------------------

LOJAS ARAPUA S.A

Ticker:                      Security ID:  P6327T102
Meeting Date: MAY 09, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Directors                         For       Abstain      Management


--------------------------------------------------------------------------------

MEXICHEM S.A.B. DE C.V.

Ticker:       MEXCHEM        Security ID:  P57908132
Meeting Date: SEP 18, 2012   Meeting Type: Special
Record Date:  SEP 10, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Issuance of Shares without      For       For          Management
      Preemptive Rights to Increase Variable
      Portion of Capital Through Public
      Offering in Accordance With Article 53
      of Mexican Securities Law
2     Approve Public Offering of Shares       For       For          Management
3     Designate Delegates to Formalize        For       For          Management
      Resolutions Approved at this Meeting


--------------------------------------------------------------------------------

MEXICHEM S.A.B. DE C.V.

Ticker:       MEXCHEM        Security ID:  P57908132
Meeting Date: NOV 22, 2012   Meeting Type: Special
Record Date:  NOV 13, 2012

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Cash Dividends Up to a Maximum  For       For          Management
      of MXN 0.48 Per Share
2     Designate Delegates to Formalize        For       For          Management
      Resolutions at this Meeting


--------------------------------------------------------------------------------

MEXICHEM SAB DE CV

Ticker:       MEXCHEM        Security ID:  P57908132
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  APR 18, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Board of Directors, Audit        For       For          Management
      Committee and Corporate Practice
      Committee Reports, CEO's Report on
      Compliance of Fiscal Obligations and
      Individual and Consolidated Financial
      Statements for Fiscal Year 2012
2     Present Audit and Corporate Practices   For       For          Management
      Committees' Reports
3     Approve Allocation of Income            For       For          Management
4     Elect or Ratify Directors and           For       Abstain      Management
      Alternates; Elect Secretary, Deputy
      Secretary; Elect Audit and Corporate
      Practices Committees Members and
      Secretaries
5     Approve Remuneration of Directors, and  For       For          Management
      Audit and Corporate Practices
      Committees Members
6     Set Maximum Nominal Amount of Share     For       For          Management
      Repurchase Reserve
7     Accept Report on Adoption or            For       For          Management
      Modification of Policies in Share
      Repurchases of Company
8     Amend Company Bylaws                    For       Abstain      Management
9     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

MILLS ESTRUTURAS E SERVICOS DE ENGENHARIA LTD

Ticker:       MILS3          Security ID:  P6799C108
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Capital Budget for Upcoming     For       For          Management
      Fiscal Year
3     Approve Allocation of Income and        For       For          Management
      Dividends
4     Elect Fiscal Council Members            For       For          Management
5     Approve Remuneration of Company's       For       For          Management
      Management


--------------------------------------------------------------------------------

PACIFIC RUBIALES ENERGY CORP.

Ticker:       PRE            Security ID:  69480U206
Meeting Date: MAY 30, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors at Twelve       For       For          Management
2a    Elect Director Jose Francisco Arata     For       For          Management
2b    Elect Director Miguel de la Campa       For       For          Management
2c    Elect Director German Efromovich        For       For          Management
2d    Elect Director Serafino Iacono          For       For          Management
2e    Elect Director Augusto Lopez            For       For          Management
2f    Elect Director Hernan Martinez          For       For          Management
2g    Elect Director Dennis Mills             For       For          Management
2h    Elect Director Ronald Pantin            For       For          Management
2i    Elect Director Victor Rivera            For       For          Management
2j    Elect Director Miguel Rodriguez         For       For          Management
2k    Elect Director Francisco Sole           For       For          Management
2l    Elect Director Neil Woodyer             For       For          Management
3     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration
4     Approve Advance Notice Policy           For       For          Management


--------------------------------------------------------------------------------

PARQUE ARAUCO SA

Ticker:       PARAUCO        Security ID:  P76328106
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  APR 19, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      2012; Receive External Auditor's Report
2     Elect Directors                         For       Abstain      Management
3     Approve Remuneration of Directors for   For       For          Management
      Fiscal Year 2013 and Accept Expense
      Report of Board of Directors for
      Fiscal Year 2012
4     Present Report Re: Directors'           None      None         Management
      Committee Activities and Expenses; Fix
      Their Remuneration and Budget
5     Receive Special Auditors' Report        None      None         Management
      Regarding Related-Party Transactions
6     Elect External Auditors                 For       For          Management
7     Designate Risk Assessment Companies     For       For          Management
8     Designate Newspaper to Publish Meeting  For       For          Management
      Announcements
9     Approve Allocation of Income and        For       For          Management
      Dividend Policy
10    Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

PDG REALTY S.A EMPREENDIMENTOS E PARTICIPACOES

Ticker:       PDGR3          Security ID:  P7649U108
Meeting Date: JUL 12, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Private Issuance of Warrants    For       For          Management
2     Authorize Issuance of Shares with       For       For          Management
      Preemptive Rights
3     Approve Issuance of Convertible         For       For          Management
      Debentures
4     Amend Articles  7, 10, 17, 38, and 39   For       For          Management


--------------------------------------------------------------------------------

PDG REALTY S.A EMPREENDIMENTOS E PARTICIPACOES

Ticker:       PDGR3          Security ID:  P7649U108
Meeting Date: JAN 18, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Change Location of Company Headquarters For       For          Management
2     Amend Article 17 Re: Size of Executive  For       For          Management
      Committee
3     Consolidate Bylaws                      For       For          Management


--------------------------------------------------------------------------------

PDG REALTY S.A EMPREENDIMENTOS E PARTICIPACOES

Ticker:       PDGR3          Security ID:  P7649U108
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors                         For       For          Management
4     Elect Fiscal Council Members            For       For          Management
5     Approve Remuneration of Company's       For       Against      Management
      Management


--------------------------------------------------------------------------------

PDG REALTY S.A EMPREENDIMENTOS E PARTICIPACOES

Ticker:       PDGR3          Security ID:  P7649U108
Meeting Date: MAY 13, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles to Reflect Changes in    For       For          Management
      Capital
2     Amend Article 17                        For       For          Management
3     Consolidate Bylaws                      For       For          Management


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO SA-PETROBRAS

Ticker:       PETR4          Security ID:  P78331132
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  APR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Capital Budget for Upcoming     For       For          Management
      Fiscal Year
3     Approve Allocation of Income and        For       For          Management
      Dividends
4a    Elect Directors Appointed by            For       For          Management
      Controlling Shareholder
4b    Elect Directors Appointed by Minority   For       For          Management
      Shareholders
5     Elect Board Chairman Appointed by       For       For          Management
      Controlling Shareholder
6a    Elect Fiscal Council Members Appointed  For       For          Management
      by Controlling Shareholder
6b    Elect Fiscal Council Members Appointed  For       For          Management
      by Minority Shareholders
7     Approve Remuneration of Company's       For       For          Management
      Management


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO SA-PETROBRAS

Ticker:       PETR4          Security ID:  P78331140
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:  APR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Capital Budget for Upcoming     For       For          Management
      Fiscal Year
3     Approve Allocation of Income and        For       For          Management
      Dividends
4a    Elect Directors Appointed by            For       For          Management
      Controlling Shareholder
4b    Elect Directors Appointed by Minority   For       For          Management
      Shareholders
5     Elect Board Chairman Appointed by       For       For          Management
      Controlling Shareholder
6a    Elect Fiscal Council Members Appointed  For       For          Management
      by Controlling Shareholder
6b    Elect Fiscal Council Members Appointed  For       For          Management
      by Minority Shareholders
7     Approve Remuneration of Company's       For       For          Management
      Management


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO SA-PETROBRAS

Ticker:       PETR4          Security ID:  P78331132
Meeting Date: APR 29, 2013   Meeting Type: Special
Record Date:  APR 25, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize Capitalization of Reserves    For       For          Management


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO SA-PETROBRAS

Ticker:       PETR4          Security ID:  71654V101
Meeting Date: APR 29, 2013   Meeting Type: Annual/Special
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Capital Budget for Upcoming     For       For          Management
      Fiscal Year
3     Approve Allocation of Income and        For       For          Management
      Dividends
4a    Elect Directors Appointed by            For       For          Management
      Controlling Shareholder
4b    Elect Directors Appointed by Minority   For       For          Management
      Shareholders
5     Elect Board Chairman Appointed by       For       For          Management
      Controlling Shareholder
6a    Elect Fiscal Council Members Appointed  For       For          Management
      by Controlling Shareholder
6b    Elect Fiscal Council Members Appointed  For       For          Management
      by Minority Shareholders
7     Approve Remuneration of Company's       For       For          Management
      Management
1     Authorize Capitalization of Reserves    For       For          Management


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO SA-PETROBRAS

Ticker:       PETR4          Security ID:  71654V408
Meeting Date: APR 29, 2013   Meeting Type: Annual/Special
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Capital Budget for Upcoming     For       For          Management
      Fiscal Year
3     Approve Allocation of Income and        For       For          Management
      Dividends
4a    Elect Directors Appointed by            For       For          Management
      Controlling Shareholder
4b    Elect Directors Appointed by Minority   For       For          Management
      Shareholders
5     Elect Board Chairman Appointed by       For       For          Management
      Controlling Shareholder
6a    Elect Fiscal Council Members Appointed  For       For          Management
      by Controlling Shareholder
6b    Elect Fiscal Council Members Appointed  For       For          Management
      by Minority Shareholders
7     Approve Remuneration of Company's       For       For          Management
      Management
1     Authorize Capitalization of Reserves    For       For          Management


--------------------------------------------------------------------------------

PROMOTORA Y OPERADORA DE INFRAESTRUCTURA SAB DE CV

Ticker:       PINFRA         Security ID:  P7925L103
Meeting Date: MAR 08, 2013   Meeting Type: Special
Record Date:  FEB 28, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Tax Report on Adherence to      For       For          Management
      Fiscal Obligations Pursuant to Article
      86 of Income Tax
2     Elect or Ratify Directors and Chairmen  For       Abstain      Management
      of Audit and Corporate Practices
      Committees
3     Approve Remuneration of Directors for   For       For          Management
      Fiscal Year 2013
4     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

PROMOTORA Y OPERADORA DE INFRAESTRUCTURA SAB DE CV

Ticker:       PINFRA         Security ID:  P7925L103
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  APR 22, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Board of Directors Report       For       For          Management
      Pursuant to Article 28 Fraction IV of
      Mexican Securities Market Law
2     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year 2012
3     Approve Allocation of Income            For       For          Management
4     Elect or Ratify Directors and Chairmen  For       Abstain      Management
      of Audit and Corporate Governance
      Committees
5     Approve Remuneration of Directors       For       For          Management
6     Set Aggregate Nominal Amount of Share   For       For          Management
      Repurchase Reserve; Approve Report on
      Share Repurchase Program
7     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


--------------------------------------------------------------------------------

RAIA DROGASIL S.A

Ticker:       RADL3          Security ID:  P7987N104
Meeting Date: NOV 30, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Agreement to Absorb Raia S.A.   For       For          Management
2     Appoint Independent Firm to Appraise    For       For          Management
      Proposed Transaction
3     Approve Independent Firm's Appraisal    For       For          Management
4     Approve Absorption of Raia S.A.         For       For          Management
5     Approve Board Previous Resolutions Re:  For       For          Management
      Absorption
6     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
7     Elect Directors                         For       For          Management


--------------------------------------------------------------------------------

RAIA DROGASIL S.A

Ticker:       RADL3          Security ID:  P7987N104
Meeting Date: APR 29, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors                         For       For          Management
4     Approve Remuneration of Company's       For       For          Management
      Management


--------------------------------------------------------------------------------

RAIA DROGASIL S.A

Ticker:       RADL3          Security ID:  P7987N104
Meeting Date: APR 29, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles                          For       For          Management


--------------------------------------------------------------------------------

SACI FALABELLA

Ticker:       FALABELLA      Security ID:  P3880F108
Meeting Date: APR 30, 2013   Meeting Type: Annual
Record Date:  APR 24, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Annual Report, Financial        For       For          Management
      Statements and External Auditors'
      Report for Fiscal Year 2012
2     Approve Allocation of Income            For       For          Management
3     Approve Dividends Policy                For       For          Management
4     Approve Remuneration of Directors       For       For          Management
5     Elect External Auditors and Risk        For       For          Management
      Assessment Companies
6     Designate Newspaper to Publish Meeting  For       For          Management
      Announcements
7     Approve Special Auditors' Report        For       For          Management
      Regarding Related-Party Transactions
8     Approve Remuneration and Budget of      For       For          Management
      Directors' Committee; Receive
      Directors Committee's Report
9     Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

SOCIEDAD MATRIZ SAAM SA

Ticker:                      Security ID:  P8717W109
Meeting Date: APR 26, 2013   Meeting Type: Annual
Record Date:  APR 20, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Consolidated Financial          For       For          Management
      Statements and Auditor's Report for
      Fiscal Year 2012
2     Approve Allocation of Income and        For       For          Management
      Distribution of Dividend of CLP 0.003
      Per Share
3     Elect Directors                         For       Abstain      Management
4     Approve Remuneration of Directors for   For       For          Management
      Fiscal Year 2013
5     Approve Remuneration of Directors'      For       For          Management
      Committee and Their Budget
6     Present Report of Directors' Committee  For       For          Management
7     Elect External Auditors and Designate   For       For          Management
      Risk Assessment Companies
8     Receive Special Auditors' Report        None      None         Management
      Regarding Related-Party Transactions
9     Designate Newspaper to Publish Meeting  For       For          Management
      Announcements
10    Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

SOCIEDAD QUIMICA Y MINERA DE CHILE SA SQM

Ticker:       SQM-B          Security ID:  833635105
Meeting Date: APR 25, 2013   Meeting Type: Annual
Record Date:  APR 08, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Annual Report, Financial         For       For          Management
      Statements, Internal Statutory
      Auditors' Report and External
      Auditors' Reports, and Statutory
      Reports for Fiscal Year 2012
2     Elect External Auditors and Internal    For       For          Management
      Statutory Auditors
3     Approve Special Auditors' Report        For       For          Management
      Regarding Related-Party Transactions
4     Approve Investment and Financing Policy For       For          Management
5     Approve Allocation of Income and        For       For          Management
      Dividends, and Dividend Policy
6     Receive Report on Board's Expenses      For       For          Management
7     Elect Directors and Fix Their           For       Abstain      Management
      Remuneration
8     Receive Issues Related to Directors'    For       For          Management
      and Audit Committees
9     Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

ULTRAPAR PARTICIPACOES S.A.

Ticker:       UGPA3          Security ID:  P94396127
Meeting Date: JUL 12, 2012   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Acquisition of Temmar -         For       For          Management
      Terminal Maritimo do Maranhao S.A.


--------------------------------------------------------------------------------

ULTRAPAR PARTICIPACOES S.A.

Ticker:       UGPA3          Security ID:  P94396127
Meeting Date: APR 10, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors                         For       For          Management
4     Approve Remuneration of Company's       For       For          Management
      Management
5     Elect Fiscal Council Members            For       For          Management


--------------------------------------------------------------------------------

VALE S.A.

Ticker:       VALE5          Security ID:  P9661Q148
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors                         For       For          Management
4     Elect Fiscal Council Members            For       For          Management
5     Approve Remuneration of Company's       For       Against      Management
      Management


--------------------------------------------------------------------------------

VALE S.A.

Ticker:       VALE5          Security ID:  P9661Q155
Meeting Date: APR 17, 2013   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
2     Approve Allocation of Income and        For       For          Management
      Dividends
3     Elect Directors                         For       For          Management
4     Elect Fiscal Council Members            For       For          Management
5     Approve Remuneration of Company's       For       Against      Management
      Management


--------------------------------------------------------------------------------

VALE S.A.

Ticker:       VALE5          Security ID:  91912E105
Meeting Date: APR 17, 2013   Meeting Type: Annual/Special
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
1.2   Approve Allocation of Income and        For       For          Management
      Dividends
1.3   Elect Directors                         For       For          Management
1.4   Elect Fiscal Council Members            For       For          Management
1.5   Approve Remuneration of Company's       For       Withhold     Management
      Management
2.1   Amend Articles                          For       For          Management
2.2   Consolidate Bylaws                      For       For          Management


--------------------------------------------------------------------------------

VALE S.A.

Ticker:       VALE5          Security ID:  91912E204
Meeting Date: APR 17, 2013   Meeting Type: Annual/Special
Record Date:  MAR 11, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year
      Ended Dec. 31, 2012
1.2   Approve Allocation of Income and        For       For          Management
      Dividends
1.3   Elect Directors                         For       For          Management
1.4   Elect Fiscal Council Members            For       For          Management
1.5   Approve Remuneration of Company's       For       Withhold     Management
      Management
2.1   Amend Articles                          For       For          Management
2.2   Consolidate Bylaws                      For       For          Management


--------------------------------------------------------------------------------

VALE S.A.

Ticker:       VALE5          Security ID:  P9661Q148
Meeting Date: MAY 07, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles                          For       For          Management
2     Consolidate Bylaws                      For       For          Management


--------------------------------------------------------------------------------

VALE S.A.

Ticker:       VALE5          Security ID:  P9661Q155
Meeting Date: MAY 07, 2013   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Articles                          For       For          Management
2     Consolidate Bylaws                      For       For          Management


--------------------------------------------------------------------------------

WAL-MART DE MEXICO SAB DE CV

Ticker:       WALMEXV        Security ID:  P98180105
Meeting Date: MAR 14, 2013   Meeting Type: Special
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Consolidate Bylaws                      For       Abstain      Management
2     Authorize Board to Ratify and Execute   For       Abstain      Management
      Approved Resolutions


--------------------------------------------------------------------------------

WAL-MART DE MEXICO SAB DE CV

Ticker:       WALMEXV        Security ID:  P98180105
Meeting Date: MAR 14, 2013   Meeting Type: Annual
Record Date:  MAR 06, 2013

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Board of Directors Report        For       For          Management
2     Accept CEO's Report                     For       For          Management
3     Accept Report of Audit and Corporate    For       For          Management
      Governance Committees
4     Approve Financial Statements for        For       For          Management
      Fiscal Year 2012
5     Approve Allocation of Income for        For       For          Management
      Fiscal Year 2012
6     Approve Ordinary Dividend of MXN 0.46   For       For          Management
      Per Share and Extraordinary Dividends
      of MXN 0.29 and MXN 0.17 per Share
7     Accept Report on Share Repurchase       For       For          Management
      Reserves and Authorize Repurchase of
      MXN 5 Billion of Shares
8     Approve to Cancel Company Treasury      For       For          Management
      Shares
9     Accept Report on Adherence to Fiscal    For       For          Management
      Obligations
10    Accept Report Re: Employee Stock        For       For          Management
      Purchase Plan
11    Accept Report Re: Wal-Mart de Mexico    For       For          Management
      Foundation
12    Ratify Board of Directors' Actions for  For       For          Management
      Fiscal Year 2012
13    Elect or Ratify Directors               For       Abstain      Management
14    Elect Chairmen of Audit and Corporate   For       Abstain      Management
      Governance Committees
15    Approve Remuneration of Directors and   For       For          Management
      Officials
16    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions

========== 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/ Arthur Lev

Arthur Lev

President and Principal Executive Officer

 

 

Date August 28, 2013

 

* Print the name and title of each signing officer under his or her signature.