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: 811-21745
NAME OF REGISTRANT: Eaton Vance Tax-Managed Global
Buy-Write Opportunities
Fund
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: Two International Place
Boston, MA 02110
NAME AND ADDRESS OF AGENT FOR SERVICE: Maureen A. Gemma, Esq.
Two International Place
Boston, MA 02110
REGISTRANT'S TELEPHONE NUMBER: 617-482-8260
DATE OF FISCAL YEAR END: 12/31
DATE OF REPORTING PERIOD: 07/01/2012 - 06/30/2013
Eaton Vance Tax-Managed Global Buy-Write Opportunities Fund
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3M COMPANY Agenda Number: 933754966
--------------------------------------------------------------------------------------------------------------------------
Security: 88579Y101
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: MMM
ISIN: US88579Y1010
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LINDA G. ALVARADO Mgmt For For
1B. ELECTION OF DIRECTOR: VANCE D. COFFMAN Mgmt For For
1C. ELECTION OF DIRECTOR: MICHAEL L. ESKEW Mgmt For For
1D. ELECTION OF DIRECTOR: W. JAMES FARRELL Mgmt For For
1E. ELECTION OF DIRECTOR: HERBERT L. HENKEL Mgmt For For
1F. ELECTION OF DIRECTOR: MUHTAR KENT Mgmt For For
1G. ELECTION OF DIRECTOR: EDWARD M. LIDDY Mgmt For For
1H. ELECTION OF DIRECTOR: ROBERT S. MORRISON Mgmt For For
1I. ELECTION OF DIRECTOR: AULANA L. PETERS Mgmt For For
1J. ELECTION OF DIRECTOR: INGE G. THULIN Mgmt For For
1K. ELECTION OF DIRECTOR: ROBERT J. ULRICH Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS 3M'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
3. ADVISORY APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION.
4. STOCKHOLDER PROPOSAL ON ACTION BY WRITTEN Shr Against For
CONSENT.
5. STOCKHOLDER PROPOSAL ON PROHIBITING Shr Against For
POLITICAL SPENDING FROM CORPORATE TREASURY
FUNDS.
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ABB LTD, ZUERICH Agenda Number: 704363605
--------------------------------------------------------------------------------------------------------------------------
Security: H0010V101
Meeting Type: AGM
Meeting Date: 25-Apr-2013
Ticker:
ISIN: CH0012221716
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 153198,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
2.1 Approval of the annual report, the Mgmt For For
consolidated financial statements, and the
annual financial statements for 2012
2.2 Consultative vote on the 2012 remuneration Mgmt For For
report
3 Discharge of the board of directors and the Mgmt For For
persons entrusted with management
4 Appropriation of available earnings and Mgmt For For
distribution of capital contribution
reserve
5 Renewal of authorized share capital Mgmt For For
6.1 Re-election to the board of directors: Mgmt For For
Roger Agnelli
6.2 Re-election to the board of directors: Mgmt For For
Louis R. Hughes
6.3 Re-election to the board of directors: Hans Mgmt For For
Ulrich Maerki
6.4 Re-election to the board of directors: Mgmt For For
Michel De Rosen
6.5 Re-election to the board of directors: Mgmt For For
Michael Treschow
6.6 Re-election to the board of directors: Mgmt For For
Jacob Wallenberg
6.7 Re-election to the board of directors: Ying Mgmt For For
Yeh
6.8 Re-election to the board of directors: Mgmt For For
Hubertus Von Gruenberg
7 Re-election of the auditors / Ernst and Mgmt For For
Young AG
8 Ad hoc Mgmt Against Against
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ABBOTT LABORATORIES Agenda Number: 933743672
--------------------------------------------------------------------------------------------------------------------------
Security: 002824100
Meeting Type: Annual
Meeting Date: 26-Apr-2013
Ticker: ABT
ISIN: US0028241000
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
R.J. ALPERN Mgmt For For
R.S. AUSTIN Mgmt For For
S.E. BLOUNT Mgmt For For
W.J. FARRELL Mgmt For For
E.M. LIDDY Mgmt For For
N. MCKINSTRY Mgmt For For
P.N. NOVAKOVIC Mgmt For For
W.A. OSBORN Mgmt For For
S.C. SCOTT III Mgmt For For
G.F. TILTON Mgmt For For
M.D. WHITE Mgmt For For
2. RATIFICATION OF DELOITTE & TOUCHE LLP AS Mgmt For For
AUDITORS
3. SAY ON PAY - AN ADVISORY VOTE TO APPROVE Mgmt For For
EXECUTIVE COMPENSATION
4. SHAREHOLDER PROPOSAL - GENETICALLY MODIFIED Shr Against For
INGREDIENTS
5. SHAREHOLDER PROPOSAL - LOBBYING DISCLOSURE Shr Against For
6. SHAREHOLDER PROPOSAL - INDEPENDENT BOARD Shr Against For
CHAIR
7. SHAREHOLDER PROPOSAL - EQUITY RETENTION AND Shr Against For
HEDGING
8. SHAREHOLDER PROPOSAL - INCENTIVE Shr Against For
COMPENSATION
9. SHAREHOLDER PROPOSAL - ACCELERATED VESTING Shr Against For
OF AWARDS UPON CHANGE IN CONTROL
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ABBVIE INC. Agenda Number: 933751869
--------------------------------------------------------------------------------------------------------------------------
Security: 00287Y109
Meeting Type: Annual
Meeting Date: 06-May-2013
Ticker: ABBV
ISIN: US00287Y1091
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
WILLIAM H.L. BURNSIDE Mgmt For For
EDWARD J. RAPP Mgmt For For
ROY S. ROBERTS Mgmt For For
2. RATIFICATION OF ERNST & YOUNG LLP AS Mgmt For For
AUDITORS OF ABBVIE FOR 2013.
3. SAY ON PAY - AN ADVISORY VOTE ON THE Mgmt For For
APPROVAL OF EXECUTIVE COMPENSATION.
4. SAY WHEN ON PAY - AN ADVISORY VOTE ON THE Mgmt 1 Year For
FREQUENCY OF THE ADVISORY STOCKHOLDER VOTE
TO APPROVE EXECUTIVE COMPENSATION.
5. APPROVAL OF THE ABBVIE 2013 INCENTIVE STOCK Mgmt For For
PROGRAM.
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ABERCROMBIE & FITCH CO. Agenda Number: 933827808
--------------------------------------------------------------------------------------------------------------------------
Security: 002896207
Meeting Type: Annual
Meeting Date: 20-Jun-2013
Ticker: ANF
ISIN: US0028962076
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES B. BACHMANN Mgmt For For
1B. ELECTION OF DIRECTOR: MICHAEL E. GREENLEES Mgmt For For
1C. ELECTION OF DIRECTOR: KEVIN S. HUVANE Mgmt For For
1D. ELECTION OF DIRECTOR: MICHAEL S. JEFFRIES Mgmt For For
1E. ELECTION OF DIRECTOR: JOHN W. KESSLER Mgmt For For
1F. ELECTION OF DIRECTOR: CRAIG R. STAPLETON Mgmt For For
2. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING FEBRUARY 1,
2014.
4. STOCKHOLDER PROPOSAL ON A POLICY REGARDING Shr Against For
ACCELERATED VESTING OF EQUITY AWARDS OF
SENIOR EXECUTIVES UPON A CHANGE OF CONTROL,
IF STOCKHOLDER PROPOSAL IS PROPERLY
PRESENTED AT THE ANNUAL MEETING.
5. STOCKHOLDER PROPOSAL REGARDING ADOPTION OF Shr Against For
A "SPECIFIC PERFORMANCE POLICY", IF
STOCKHOLDER PROPOSAL IS PROPERLY PRESENTED
AT THE ANNUAL MEETING.
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ACCENTURE PLC Agenda Number: 933722945
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Security: G1151C101
Meeting Type: Annual
Meeting Date: 06-Feb-2013
Ticker: ACN
ISIN: IE00B4BNMY34
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. ACCEPTANCE, IN A NON-BINDING VOTE, OF THE Mgmt For For
FINANCIAL STATEMENTS FOR THE TWELVE MONTH
PERIOD ENDED AUGUST 31, 2012 AS PRESENTED
2A. RE-APPOINTMENT OF THE DIRECTOR: WILLIAM L. Mgmt For For
KIMSEY
2B. RE-APPOINTMENT OF THE DIRECTOR: ROBERT I. Mgmt For For
LIPP
2C. RE-APPOINTMENT OF THE DIRECTOR: PIERRE Mgmt For For
NANTERME
2D. RE-APPOINTMENT OF THE DIRECTOR: GILLES C. Mgmt For For
PELISSON
2E. RE-APPOINTMENT OF THE DIRECTOR: WULF VON Mgmt For For
SCHIMMELMANN
3. RATIFICATION, IN A NON-BINDING VOTE, OF Mgmt For For
APPOINTMENT OF KPMG AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
2013 FISCAL YEAR AND AUTHORIZATION, IN A
BINDING VOTE, OF THE BOARD, ACTING THROUGH
THE AUDIT COMMITTEE, TO DETERMINE KPMG'S
REMUNERATION
4. APPROVAL, IN A NON-BINDING VOTE, OF THE Mgmt For For
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS
5. APPROVAL OF AN AMENDMENT TO THE ACCENTURE Mgmt For For
PLC 2010 SHARE INCENTIVE PLAN
6. AUTHORIZATION TO HOLD THE 2014 ANNUAL Mgmt For For
GENERAL MEETING OF SHAREHOLDERS OF
ACCENTURE PLC AT A LOCATION OUTSIDE OF
IRELAND
7. AUTHORIZATION OF ACCENTURE TO MAKE Mgmt For For
OPEN-MARKET PURCHASES OF ACCENTURE PLC
CLASS A ORDINARY SHARES
8. DETERMINATION OF THE PRICE RANGE AT WHICH Mgmt For For
ACCENTURE PLC CAN RE-ISSUE SHARES THAT IT
ACQUIRES AS TREASURY STOCK
9. SHAREHOLDER PROPOSAL: REPORT ON LOBBYING Shr Against For
PRACTICES
--------------------------------------------------------------------------------------------------------------------------
ACCIONA SA, MADRID Agenda Number: 704466300
--------------------------------------------------------------------------------------------------------------------------
Security: E0008Z109
Meeting Type: OGM
Meeting Date: 05-Jun-2013
Ticker:
ISIN: ES0125220311
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 06 JUN 2013. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
1 Review and approval of the annual financial Mgmt For For
statements of the company and its
consolidated group
2 Review and approval of the management Mgmt For For
report
3 Income allocation Mgmt For For
4 Re-election of auditors: Acciona, SA and Mgmt For For
his group
5.1 Amendment art 31 Mgmt For For
5.2 Approval of the board remuneration Mgmt For For
6.1 Re-election of Consuelo Crespo Bofill as a Mgmt For For
board member
6.2 Re-election of Carlos Espinose De Los Mgmt For For
Monteros as a board member
6.3 Appointment of Juan Carlos Garay Ibargaray Mgmt For For
as a board member
7.1 Approval of giving shares and rights to the Mgmt For For
board as part of their remuneration
7.2 Extension of the time to deliver shares and Mgmt For For
options to 2014
8 Approval of the memory for sustainability Mgmt For For
9 Consultative report on the remuneration Mgmt For For
policy of the board members
10 Delegation of powers Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN TEXT OF RESOLUTIONS 6.1 TO 6.3.
IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
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ACCOR SA, COURCOURONNES Agenda Number: 704330478
--------------------------------------------------------------------------------------------------------------------------
Security: F00189120
Meeting Type: MIX
Meeting Date: 25-Apr-2013
Ticker:
ISIN: FR0000120404
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0318/201303181300797.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0405/201304051301125.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year, 2012
O.3 Allocation of income and distribution of Mgmt For For
the dividend
O.4 Renewal of term of Mrs. Sophie Gasperment Mgmt For For
as Board member
O.5 Renewal of term of Mr. Patrick Sayer as Mgmt For For
Board member
O.6 Appointment of Mr. Nadra Moussalem as Board Mgmt For For
member
O.7 Renewal of term of Deloitte & Associes as Mgmt For For
principal Statutory Auditor
O.8 Renewal of term of Ernst & Young et Autres Mgmt For For
as principal Statutory Auditor
O.9 Renewal of term of Beas SARL as deputy Mgmt For For
Statutory Auditor
O.10 Renewal of term of Auditex as deputy Mgmt For For
Statutory Auditor
O.11 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
E.12 Authorization to the Board of Directors to Mgmt For For
reduce capital by cancellation of shares
E.13 Delegation of authority to the Board of Mgmt For For
Directors to carry out capital increases by
issuing shares or securities giving access
to share capital while maintaining
preferential subscription rights
E.14 Delegation of authority to the Board of Mgmt For For
Directors to carry out capital increases by
issuing shares or securities giving access
to share capital with cancellation of
preferential subscription rights by public
offering
E.15 Delegation of authority to the Board of Mgmt For For
Directors to carry out capital increases by
issuing shares or securities giving access
to share capital with cancellation of
preferential subscription rights through
reserved offer
E.16 Delegation of authority to the Board of Mgmt For For
Directors to increase the number of
issuable securities in case of capital
increase with or without preferential
subscription rights
E.17 Delegation of powers to the Board of Mgmt For For
Directors to carry out capital increases by
issuing shares or securities, in
consideration for in-kind contributions
granted to the Company
E.18 Delegation of powers to the Board of Mgmt For For
Directors to carry out capital increases by
incorporation of reserves, profits or
premiums
E.19 Limitation of the total amount of capital Mgmt For For
increases that may be carried out pursuant
to previous delegations
E.20 Delegation of authority to the Board of Mgmt For For
Directors to issue shares or securities
giving access to share capital in favor of
employees who are members of a Company
Savings Plan
E.21 Authorization to the Board of Directors to Mgmt For For
grant share subscription or purchase
options to employees and corporate officers
E.22 Authorization to the Board of Directors to Mgmt For For
carry out free allocations of shares to
employees and corporate officers
E.23 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ACE LIMITED Agenda Number: 933802022
--------------------------------------------------------------------------------------------------------------------------
Security: H0023R105
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: ACE
ISIN: CH0044328745
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF ROBERT M. HERNANDEZ Mgmt For For
1.2 ELECTION OF PETER MENIKOFF Mgmt For For
1.3 ELECTION OF ROBERT RIPP Mgmt For For
1.4 ELECTION OF THEODORE E. SHASTA Mgmt For For
2. AMENDMENT TO THE ARTICLES OF ASSOCIATION TO Mgmt For For
DECLASSIFY THE BOARD OF DIRECTORS
3.1 APPROVAL OF THE ANNUAL REPORT Mgmt For For
3.2 APPROVAL OF THE STATUTORY FINANCIAL Mgmt For For
STATEMENTS OF ACE LIMITED
3.3 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
4. ALLOCATION OF DISPOSABLE PROFIT Mgmt For For
5. DISCHARGE OF THE BOARD OF DIRECTORS Mgmt For For
6.1 ELECTION OF PRICEWATERHOUSECOOPERS AG Mgmt For For
(ZURICH) AS OUR STATUTORY AUDITOR UNTIL OUR
NEXT ANNUAL ORDINARY GENERAL MEETING
6.2 RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
PRICEWATERHOUSECOOPERS LLP (UNITED STATES)
FOR PURPOSES OF UNITED STATES SECURITIES
LAW REPORTING FOR THE YEAR ENDING DECEMBER
31, 2013
6.3 ELECTION OF BDO AG (ZURICH) AS SPECIAL Mgmt For For
AUDITING FIRM UNTIL OUR NEXT ANNUAL
ORDINARY GENERAL MEETING
7. APPROVAL OF ACE LIMITED 2004 LONG-TERM Mgmt For For
INCENTIVE PLAN AS AMENDED THROUGH THE SIXTH
AMENDMENT
8. APPROVAL OF THE PAYMENT OF A DISTRIBUTION Mgmt For For
TO SHAREHOLDERS THROUGH REDUCTION OF THE
PAR VALUE OF OUR SHARES, SUCH PAYMENT TO BE
MADE IN FOUR QUARTERLY INSTALLMENTS AT SUCH
TIMES DURING THE PERIOD THROUGH OUR NEXT
ANNUAL GENERAL MEETING AS SHALL BE
DETERMINED BY THE BOARD OF DIRECTORS
9. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
ACTAVIS, INC. Agenda Number: 933763434
--------------------------------------------------------------------------------------------------------------------------
Security: 00507K103
Meeting Type: Annual
Meeting Date: 10-May-2013
Ticker: ACT
ISIN: US00507K1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JACK MICHELSON Mgmt For For
1B. ELECTION OF DIRECTOR: RONALD R. TAYLOR Mgmt For For
1C. ELECTION OF DIRECTOR: ANDREW L. TURNER Mgmt For For
1D. ELECTION OF DIRECTOR: PAUL M. BISARO Mgmt For For
1E. ELECTION OF DIRECTOR: CHRISTOPHER W. BODINE Mgmt For For
1F. ELECTION OF DIRECTOR: MICHEL J. FELDMAN Mgmt For For
1G. ELECTION OF DIRECTOR: FRED G. WEISS Mgmt For For
2. TO APPROVE, ON AN ADVISORY BASIS, NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
3. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
4. TO VOTE ON A PROPOSAL SUBMITTED BY A Shr Against For
STOCKHOLDER TO REQUEST THAT THE COMPANY
ADOPT A POLICY REQUIRING ITS SENIOR
EXECUTIVES TO RETAIN A SIGNIFICANT
PERCENTAGE OF THE COMPANY SHARES THEY
ACQUIRE THROUGH THE COMPANY'S EQUITY
COMPENSATION PROGRAMS UNTIL REACHING
RETIREMENT AGE.
--------------------------------------------------------------------------------------------------------------------------
ADECCO SA, CHESEREX Agenda Number: 704355963
--------------------------------------------------------------------------------------------------------------------------
Security: H00392318
Meeting Type: AGM
Meeting Date: 18-Apr-2013
Ticker:
ISIN: CH0012138605
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 168803
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
1.1 Approval of the Annual Report 2012 Mgmt For For
1.2 Advisory Vote on the Remuneration Report Mgmt For For
2012
2.1 Appropriation of Available Earnings 2012 Mgmt For For
2.2 Allocation of the Reserve from Capital Mgmt For For
Contributions to Free Reserves and
Distribution of Dividend
3 Granting of Discharge to the Members of the Mgmt For For
Board of Directors
4.1 Re-elect Mr Rolf Dorig as member of the Mgmt For For
Board of Directors for a new tenure of one
year ending at the next Annual General
Shareholders' Meeting
4.2 Re-elect Mr Dominique-Jean Chertier as Mgmt For For
member of the Board of Directors for a new
tenure of one year ending at the next
Annual General Shareholders' Meeting
4.3 Re-elect Mr Alexander Gut as member of the Mgmt For For
Board of Directors for a new tenure of one
year ending at the next Annual General
Shareholders' Meeting
4.4 Re-elect Mr Andreas Jacobs as member of the Mgmt For For
Board of Directors for a new tenure of one
year ending at the next Annual General
Shareholders ' Meeting
4.5 Re-elect Mr Didier Lamouche as member of Mgmt For For
the Board of Directors for a new tenure of
one year ending at the next Annual General
Shareholders ' Meeting
4.6 Re-elect Mr Thomas O'Neill as member of the Mgmt For For
Board of Directors for a new tenure of one
year ending at the next Annual General
Shareholders' Meeting
4.7 Re-elect Mr David Prince as member of the Mgmt For For
Board of Directors for a new tenure of one
year ending at the next Annual General
Shareholders' Meeting
4.8 Re-elect Ms Wanda Rapaczynski as member of Mgmt For For
the Board of Directors for a new tenure of
one year ending at the next Annual General
Shareholders' Meeting
5 The Board of Directors proposes to re-elect Mgmt For For
Ernst & Young Ltd, Zurich, as Auditors for
the business year 2013
6 Additional and/or counter proposals Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
ADIDAS AG, HERZOGENAURACH Agenda Number: 704430824
--------------------------------------------------------------------------------------------------------------------------
Security: D0066B185
Meeting Type: AGM
Meeting Date: 08-May-2013
Ticker:
ISIN: DE000A1EWWW0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading purposes
i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain registered up until meeting
date. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 23 Non-Voting
APR 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the financial statements Non-Voting
and annual report for the 2012 financial
year with the report of the Supervisory
Board, the group financial statements and
group annual report for the 2011 and 2012
financial year as well as the report by the
Board of MDs pursuant to Sections 289(4)
and 315(4) of the German Commercial Code
2. Resolution on the appropriation of the Mgmt Take No Action
distributable profit of EUR 606,494,956.33
as follows: Payment of a dividend of EUR
1.35 per no-par share EUR 324,053,105.23
shall be carried forward Ex-dividend and
payable date: May 9, 2013
3. Ratification of the acts of the Board of Mgmt Take No Action
MDs
4. Ratification of the acts of the Supervisory Mgmt Take No Action
Board
5. Approval of a) the amendments to the Mgmt Take No Action
existing Control and profit transfer
agreement with the company s subsidiary
adidas Insurance + Risk Consultants GmbH b)
the amendments to the existing Control and
profit transfer agreement with the company
s subsidiary adidas
Beteiligungsgesellschaft mbH
6. Resolution on the revocation of the Mgmt Take No Action
existing authorized capital, the creation
of new authorized capital, and the
corresponding amendment to the articles of
association The authorization given by the
2009 AGM to in-crease the share capital by
up to EUR 50,000,000 shall be revoked. The
Board of MDs shall be authorized, with the
consent of the Supervisory Board, to
increase the share capital by up to EUR
50,000,000 through the issue of new shares
against contributions in cash, for a period
of five years, effective from the
registration of this authorization in the
commercial register (authorized capital
2013/I). Shareholders subscription rights
may be excluded for residual amounts
7. Resolution on the revocation of the Mgmt Take No Action
existing authorized capital, the creation
of new authorized capital, and the
corresponding amendment to the articles of
association The authorization given by the
2011 AGM to in-crease the share capital by
up to EUR 25,000,000 shall be revoked. The
Board of MDs shall be authorized, with the
consent of the Supervisory Board, to
increase the share capital by up to EUR
25,000,000 through the issue of new shares
against contributions in kind, for a period
of three years, effective from the
registration of this authorization in the
commercial register (authorized capital
2013/II). Shareholders subscription rights
may be excluded
8. Resolution on the revocation of the Mgmt Take No Action
existing authorized capital, the creation
of new authorized capital, and the
corresponding amendment to the articles of
association The authorization given by the
2010 AGM to in-crease the share capital by
up to EUR 20,000,000 shall be revoked. The
Board of MDs shall be authorized, with the
consent of the Supervisory Board, to
increase the share capital by up to EUR
20,000,000 through the issue of new shares
against contributions in cash, for a period
of five years, effective from the
registration of this authorization in the
commercial register (authorized capital
2013/I). Shareholders shall be granted
subscription rights except for residual
amounts and for a capital increase of up to
10 percent of the share capital if the
shares are issued at a price not materially
below their market price
9.a Appointment of auditors: Audit of the Mgmt Take No Action
financial statements for the 2013 financial
year: KPMG AG, Berlin
9.b Appointment of auditors: Review of the Mgmt Take No Action
interim financial statements for the first
half of the 2013 financial year: KPMG AG,
Berlin
--------------------------------------------------------------------------------------------------------------------------
AEROPORTS DE PARIS ADP, PARIS Agenda Number: 704306251
--------------------------------------------------------------------------------------------------------------------------
Security: F00882104
Meeting Type: OGM
Meeting Date: 16-May-2013
Ticker:
ISIN: FR0010340141
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0306/201303061300568.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0424/201304241301487.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
1 Approval of the corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
3 Allocation of income for the financial year Mgmt For For
ended December 31, 2012and setting the
dividend
4 Approval of the agreements entered in with Mgmt For For
Schiphol Group pursuant to Articles
L.225-38 et seq. of the Commercial Code
5 Approval of the agreements entered in with Mgmt For For
the French State pursuant to Articles
L.225-38 et seq. of the Commercial Code
6 Authorization to be granted to the Board of Mgmt For For
Directors to trade in shares of the Company
pursuant to Article L.225-209 of the
Commercial Code
7 Ratification of the cooptation of Mrs. Els Mgmt For For
de Groot as Board member
8 Ratification of the cooptation of Mr. Mgmt For For
Augustin de Romanet de Beaune as Board
member
9 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AFFILIATED MANAGERS GROUP, INC. Agenda Number: 933810536
--------------------------------------------------------------------------------------------------------------------------
Security: 008252108
Meeting Type: Annual
Meeting Date: 11-Jun-2013
Ticker: AMG
ISIN: US0082521081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: SAMUEL T. BYRNE Mgmt For For
1B. ELECTION OF DIRECTOR: DWIGHT D. CHURCHILL Mgmt For For
1C. ELECTION OF DIRECTOR: SEAN M. HEALEY Mgmt For For
1D. ELECTION OF DIRECTOR: HAROLD J. MEYERMAN Mgmt For For
1E. ELECTION OF DIRECTOR: WILLIAM J. NUTT Mgmt For For
1F. ELECTION OF DIRECTOR: TRACY P. PALANDJIAN Mgmt For For
1G. ELECTION OF DIRECTOR: RITA M. RODRIGUEZ Mgmt For For
1H. ELECTION OF DIRECTOR: PATRICK T. RYAN Mgmt For For
1I. ELECTION OF DIRECTOR: JIDE J. ZEITLIN Mgmt For For
2. TO APPROVE THE 2013 INCENTIVE STOCK AWARD Mgmt For For
PLAN.
3. TO APPROVE, BY A NON-BINDING ADVISORY VOTE, Mgmt For For
THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. TO RATIFY THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE CURRENT FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
AGEAS NV, BRUXELLES Agenda Number: 704301922
--------------------------------------------------------------------------------------------------------------------------
Security: B0148L138
Meeting Type: EGM
Meeting Date: 28-Mar-2013
Ticker:
ISIN: BE0974264930
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
1 Opening Non-Voting
2.1 Amendments to the articles of association: Mgmt For For
Article 5: Proposal to cancel 9,165,454 own
shares acquired by the company in
accordance with article 620 section 1 of
the Companies Code. The cancellation will
be imputed on the unavailable reserve
created for such acquisition as required by
article 623 of the Companies Code followed
by a decrease of the paid up capital for an
amount of EUR 8.40 per share and for the
balance by a decrease with EUR 12.08 per
share of the issue premium account. Article
5 of the Articles of Association will be
accordingly modified and worded as
specified. The general meeting resolves to
delegate all powers to the Company
Secretary, acting individually, with the
possibility of sub-delegation, in order to
take all measures and carry out all actions
required for the execution of the decision
of cancellation
2.2.1 Amendments to the articles of association: Non-Voting
Article 6: Communication of the special
report by the Board of Directors on the use
and purpose of the authorized capital
prepared in accordance with article 604 of
the Belgian Companies Code
2.2.2 Amendments to the articles of association: Mgmt For For
Article 6: Proposal to (i) authorize the
Board of Directors to increase the company
capital by a maximum amount of EUR
193,200,000 to issue shares as mentioned in
the special report by the Board of
Directors and to consequently cancel the
unused balance of the authorized capital,
as mentioned in article 6 a) of the
Articles of Association, existing at the
date of the publication in the Belgian
State Gazette of the amendment to the
Articles of Association of the company
resolved by the Extraordinary General
Meeting of Shareholders which will
deliberate this point and (ii) modify
paragraph a) of article 6 of the Articles
of Association accordingly, as set out in
the special report by the Board of
Directors
3.1 Acquisition and Disposal of ageas SA/NV Mgmt For For
shares: Proposal to authorize the Board of
Directors of the company and the Boards of
its direct subsidiaries for a period of 18
months starting after the close of the
General Meeting which will deliberate upon
this item, to acquire ageas SA/NV shares
representing up to a maximum of 10% of the
issued share capital, for a consideration
equivalent to the closing price of the
ageas SA/NV share on Euronext on the day
immediately preceding the acquisition, plus
a maximum of fifteen per cent (15%) or
minus a maximum of fifteen per cent (15%)
3.2 Acquisition and Disposal of ageas SA/NV Mgmt For For
shares: Proposal to authorize the Board of
Directors of the company and the Boards of
its direct subsidiaries for a period of 18
months starting after the close of the
General Meeting which will deliberate upon
this item, to dispose of ageas SA/NV shares
under the conditions it will determine
4 Closing Non-Voting
--------------------------------------------------------------------------------------------------------------------------
AGEAS NV, BRUXELLES Agenda Number: 704370648
--------------------------------------------------------------------------------------------------------------------------
Security: B0148L138
Meeting Type: MIX
Meeting Date: 24-Apr-2013
Ticker:
ISIN: BE0974264930
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE.
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
2.1.3 Proposal to approve the statutory annual Mgmt For For
accounts of the company for the financial
year 2012
2.1.4 Proposal to approve the result Mgmt For For
appropriation of the company for the
financial year 2011
2.2.2 Proposal to adopt a gross dividend for the Mgmt For For
2012 financial year of EUR 1.20 per Ageas
SA/NV share; the dividend will be payable
as from 6 May 2013
2.3.1 Proposal to discharge the members of the Mgmt For For
Board of Directors for the financial year
2012
2.3.2 Proposal to discharge the auditor for the Mgmt For For
financial year 2012
3.2 Proposal to approve the remuneration report Mgmt For For
3.3 Remuneration of the Chairman of the Board Mgmt For For
of Directors. Proposal to approve the
remuneration of the Chairman of the Board
of Directors as follows: a fixed annual
retainer of EUR 90,000 and an attendance
fee per Board meeting remaining unchanged
at EUR 2,500
4.1 Proposal to appoint, subject to approval of Mgmt For For
the National Bank of Belgium, Mrs Jane
Murphy as a non-executive member of the
Board of Directors of the company, for a
period of 3 years, until the close of the
Ordinary General Meeting of Shareholders in
2016. Jane Murphy complies with the
criteria set out in article 526ter of the
Belgian Companies Code and will qualify as
independent director within the meaning of
this article
4.2 Proposal to appoint, subject to approval of Mgmt For For
the National Bank of Belgium, Mr Steve
Broughton as a non-executive member of the
Board of Directors of the company, for a
period of 3 years, until the close of the
Ordinary General Meeting of Shareholders in
2016. Mr Steve Broughton complies with the
criteria set out in article 526ter of the
Belgian Companies Code and will qualify as
independent director within the meaning of
this article
4.3 Proposal to re-appoint Mr Bart De Smet as a Mgmt For For
member of the Board of Directors, for a
period of 4 years, until the close of the
Ordinary General Meeting of Shareholders in
2017. Mr Bart De Smet carries out the
function of executive director and holds
the title of Chief Executive Officer in
accordance with the Articles of Association
4.4 Proposal to re-appoint, Mr Shaoliang Jin as Mgmt For For
an independent non-executive member of the
Board of Directors of the company, for a
period of 3 years, until the close of the
Ordinary General Meeting of Shareholders in
2016
5.1 Amendments to the Articles of Association: Mgmt For For
Article 5
5.2.2 Amendments to the Articles of Association: Mgmt For For
Article 6. Proposal to (i) authorize the
Board of Directors to increase the company
capital by a maximum amount of EUR
193,200,000 to issue shares as mentioned in
the special report by the Board of
Directors and to consequently cancel the
unused balance of the authorized capital,
as mentioned in article 6 a) of the
Articles of Association, existing at the
date of the publication in the Belgian
State Gazette of the amendment to the
Articles of Association of the company
resolved by the Extraordinary General
Meeting of Shareholders which will
deliberate this point and (ii) modify
paragraph a) of article 6 of the Articles
of Association accordingly, as set out in
the special report by the Board of
Directors
6.1 Proposal to authorize the Board of Mgmt For For
Directors of the company and the Boards of
its direct subsidiaries for a period of 18
months starting after the close of the
General Meeting which will deliberate upon
this item, to acquire Ageas SA/NV shares
representing up to a maximum of 10% of the
issued share capital, for a consideration
equivalent to the closing price of the
Ageas SA/NV share on Euronext on the day
immediately preceding the acquisition, plus
a maximum of fifteen per cent (15%) or
minus a maximum of fifteen per cent (15%)
6.2 Proposal to authorize the Board of Mgmt For For
Directors of the company and the Boards of
its direct subsidiaries for a period of 18
months starting after the close of the
General Meeting which will deliberate upon
this item, to dispose of Ageas SA/NV shares
under the conditions it will determine
--------------------------------------------------------------------------------------------------------------------------
AGILENT TECHNOLOGIES, INC. Agenda Number: 933732023
--------------------------------------------------------------------------------------------------------------------------
Security: 00846U101
Meeting Type: Annual
Meeting Date: 20-Mar-2013
Ticker: A
ISIN: US00846U1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ELECTION OF DIRECTOR: PAUL N. CLARK Mgmt For For
02 ELECTION OF DIRECTOR: JAMES G. CULLEN Mgmt For For
03 ELECTION OF DIRECTOR: TADATAKA YAMADA, M.D. Mgmt For For
2 TO RATIFY THE AUDIT AND FINANCE COMMITTEE'S Mgmt For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP
AS AGILENT'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
3 TO APPROVE THE COMPENSATION OF AGILENT'S Mgmt For For
NAMED EXECUTIVE OFFICERS.
4 TO CONSIDER A STOCKHOLDER PROPOSAL, IF Shr For Against
PROPERLY PRESENTED AT THE ANNUAL MEETING,
TO REPEAL THE CLASSIFIED BOARD STRUCTURE.
--------------------------------------------------------------------------------------------------------------------------
AIR PRODUCTS AND CHEMICALS, INC. Agenda Number: 933716827
--------------------------------------------------------------------------------------------------------------------------
Security: 009158106
Meeting Type: Annual
Meeting Date: 24-Jan-2013
Ticker: APD
ISIN: US0091581068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM L. DAVIS III Mgmt For For
1B. ELECTION OF DIRECTOR: W. DOUGLAS FORD Mgmt For For
1C. ELECTION OF DIRECTOR: EVERT HENKES Mgmt For For
1D. ELECTION OF DIRECTOR: MARGARET G. MCGLYNN Mgmt For For
2. APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTANTS. RATIFICATION OF
APPOINTMENT OF KPMG LLP, AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR FISCAL
YEAR 2013.
3. ADVISORY VOTE ON EXECUTIVE OFFICER Mgmt For For
COMPENSATION. TO APPROVE THE COMPENSATION
OF NAMED EXECUTIVE OFFICERS.
4. APPROVAL OF AMENDMENT TO THE LONG-TERM Mgmt For For
INCENTIVE PLAN. TO APPROVE THE LONG-TERM
INCENTIVE PLAN, INCLUDING TO INCREASE THE
NUMBER OF SHARES AUTHORIZED FOR USE UNDER
THE PLAN. THE BOARD OF DIRECTORS
RECOMMENDS YOU VOTE "AGAINST"
THE FOLLOWING PROPOSAL
5. SHAREHOLDER PROPOSAL TO REPEAL CLASSIFIED Shr For Against
BOARD.
--------------------------------------------------------------------------------------------------------------------------
AISIN SEIKI CO.,LTD. Agenda Number: 704561617
--------------------------------------------------------------------------------------------------------------------------
Security: J00714105
Meeting Type: AGM
Meeting Date: 18-Jun-2013
Ticker:
ISIN: JP3102000001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
--------------------------------------------------------------------------------------------------------------------------
AKZO NOBEL NV, AMSTERDAM Agenda Number: 704329209
--------------------------------------------------------------------------------------------------------------------------
Security: N01803100
Meeting Type: OGM
Meeting Date: 26-Apr-2013
Ticker:
ISIN: NL0000009132
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Opening Non-Voting
2 Report of the Board of Management for the Non-Voting
financial year 2012
3.a Financial Statements, result and dividend: Mgmt For For
Adoption of the 2012 Financial Statements
of the Company
3.b Financial Statements, result and dividend: Mgmt For For
Result allocation
3.c Financial Statements, result and dividend: Non-Voting
Discussion on the dividend policy
3.d Financial Statements, result and dividend: Mgmt For For
Adoption of the dividend proposal
4.a Discharge from liability of the members of Mgmt For For
the Board of Management in office in 2012
for the performance of their duties in 2012
4.b Discharge from liability of the members of Mgmt For For
the Supervisory Board in office in 2012 for
the performance of their duties in 2012
5.a Amendments to the Remuneration Policy for Mgmt For For
the Board of Management: Change in the
short term incentive performance metrics
5.b Amendments to the Remuneration Policy for Mgmt For For
the Board of Management: Continuation of
the performance share plan (long term
incentive) with an additional performance
target
6.a Authorization for the Board of Management: Mgmt For For
to issue shares
6.b Authorization for the Board of Management: Mgmt For For
to restrict or exclude the pre-emptive
rights of the shareholders
7 Authorization for the Board of Management Mgmt For For
to acquire common shares in the share
capital of the Company on behalf of the
Company
8 Any other business and closing Non-Voting
--------------------------------------------------------------------------------------------------------------------------
ALLERGAN, INC. Agenda Number: 933747618
--------------------------------------------------------------------------------------------------------------------------
Security: 018490102
Meeting Type: Annual
Meeting Date: 30-Apr-2013
Ticker: AGN
ISIN: US0184901025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DAVID E.I. PYOTT Mgmt For For
1B ELECTION OF DIRECTOR: MICHAEL R. GALLAGHER Mgmt For For
1C ELECTION OF DIRECTOR: DEBORAH DUNSIRE, M.D. Mgmt For For
1D ELECTION OF DIRECTOR: DAWN HUDSON Mgmt For For
1E ELECTION OF DIRECTOR: TREVOR M. JONES, Mgmt For For
PH.D.
1F ELECTION OF DIRECTOR: LOUIS J. LAVIGNE, JR. Mgmt For For
1G ELECTION OF DIRECTOR: PETER J. MCDONNELL, Mgmt For For
M.D.
1H ELECTION OF DIRECTOR: TIMOTHY D. PROCTOR Mgmt For For
1I ELECTION OF DIRECTOR: RUSSELL T. RAY Mgmt For For
2 RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
3 ADVISORY VOTE ON THE COMPENSATION OF OUR Mgmt For For
NAMED EXECUTIVE OFFICERS
4 APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
OUR AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION
5.1 STOCKHOLDER PROPOSAL #1 - RIGHT TO ACT BY Shr Against For
WRITTEN CONSENT
5.2 STOCKHOLDER PROPOSAL #2 - DISCLOSURE OF Shr Against For
LOBBYING PRACTICES
--------------------------------------------------------------------------------------------------------------------------
ALLIANZ SE, MUENCHEN Agenda Number: 704355076
--------------------------------------------------------------------------------------------------------------------------
Security: D03080112
Meeting Type: AGM
Meeting Date: 07-May-2013
Ticker:
ISIN: DE0008404005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information. Please also note the
following link:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_160726.PDF
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading purposes
i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 22 Non-Voting
APR 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the approved Annual Non-Voting
Financial Statements and the approved
Consolidated Financial Statements as of
December 31, 2012, and of the Management
Reports for Allianz SE and for the Group,
the Explanatory Reports on the information
pursuant to Section 289(4), 315(4) and
Section 289 (5) of the German Commercial
Code (HGB), as well as the Report of the
Supervisory Board for fiscal year 2012
2. Appropriation of net earnings Mgmt Take No Action
3. Approval of the actions of the members of Mgmt Take No Action
the Management Board
4. Approval of actions of the members of the Mgmt Take No Action
Supervisory Board
5. By-election to the Supervisory Board Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
ALPS ELECTRIC CO.,LTD. Agenda Number: 704561530
--------------------------------------------------------------------------------------------------------------------------
Security: J01176114
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3126400005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Expand Business Lines, Mgmt For For
Adopt Reduction of Liability System for
Outside Directors and Outside Corporate
Auditors
2 Decrease in Amount of Capital Reserves and Mgmt For For
Approval of the Proposed Appropriation of
Surplus
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5 Appoint a Substitute Corporate Auditor Mgmt For For
6 Approve Provision of Retirement Allowance Mgmt Against Against
for Retiring Directors
--------------------------------------------------------------------------------------------------------------------------
AMADEUS IT HOLDING SA Agenda Number: 704508324
--------------------------------------------------------------------------------------------------------------------------
Security: E04908112
Meeting Type: OGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: ES0109067019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 20 JUN 2013. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
1 Review and approval of the annual financial Mgmt For For
statements and the management report of the
company and its consolidated group
2 Income allocation Mgmt For For
3 Review and approval of the board management Mgmt For For
4 Re-election of auditors:Deloitte Mgmt For For
5.1 Re-election of Clara Furse as independent Mgmt For For
board member
5.2 Re-election of Mr. Guillermo de la Dehesa Mgmt For For
Romero as independent board member
6 Consultative report on the remuneration Mgmt For For
policy of the board members
7 Board member remuneration Mgmt For For
8 Authorization to the board for the Mgmt For For
acquisition of treasury shares
9 Delegation of powers Mgmt For For
CMMT THE SHAREHOLDERS HOLDING LESS THAN 300 Non-Voting
SHARES (MINIMUM AMOUNT TO ATTEND THE
MEETING) MAY GRANT A PROXY TO ANOTHER
SHAREHOLDER ENTITLED TO LEGAL ASSISTANCE OR
GROUP THEM TO REACH AT LEAST THAT NUMBER,
GIVING REPRESENTATION TO A SHAREHOLDER OF
THE GROUPED OR OTHER PERSONAL SHAREHOLDER
ENTITLED TO ATTEND THE MEETING.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN TEXT OF RESOLUTION 5.2. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 933782612
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: AMZN
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JEFFREY P. BEZOS Mgmt For For
1B. ELECTION OF DIRECTOR: TOM A. ALBERG Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN SEELY BROWN Mgmt For For
1D. ELECTION OF DIRECTOR: WILLIAM B. GORDON Mgmt For For
1E. ELECTION OF DIRECTOR: JAMIE S. GORELICK Mgmt For For
1F. ELECTION OF DIRECTOR: ALAIN MONIE Mgmt For For
1G. ELECTION OF DIRECTOR: JONATHAN J. Mgmt For For
RUBINSTEIN
1H. ELECTION OF DIRECTOR: THOMAS O. RYDER Mgmt For For
1I. ELECTION OF DIRECTOR: PATRICIA Q. Mgmt For For
STONESIFER
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. SHAREHOLDER PROPOSAL REGARDING A REPORT Shr Against For
CONCERNING CORPORATE POLITICAL
CONTRIBUTIONS
--------------------------------------------------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY Agenda Number: 933746402
--------------------------------------------------------------------------------------------------------------------------
Security: 025816109
Meeting Type: Annual
Meeting Date: 29-Apr-2013
Ticker: AXP
ISIN: US0258161092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
C. BARSHEFSKY Mgmt For For
U.M. BURNS Mgmt For For
K.I. CHENAULT Mgmt For For
P. CHERNIN Mgmt For For
A. LAUVERGEON Mgmt For For
T.J. LEONSIS Mgmt For For
R.C. LEVIN Mgmt For For
R.A. MCGINN Mgmt For For
S.J. PALMISANO Mgmt For For
S.S REINEMUND Mgmt For For
D.L. VASELLA Mgmt For For
R.D. WALTER Mgmt For For
R.A. WILLIAMS Mgmt For For
2. RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2013.
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. SHAREHOLDER PROPOSAL RELATING TO SEPARATION Shr Against For
OF CHAIRMAN AND CEO ROLES.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN TOWER CORPORATION Agenda Number: 933777457
--------------------------------------------------------------------------------------------------------------------------
Security: 03027X100
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: AMT
ISIN: US03027X1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RAYMOND P. DOLAN Mgmt For For
1B. ELECTION OF DIRECTOR: RONALD M. DYKES Mgmt For For
1C. ELECTION OF DIRECTOR: CAROLYN F. KATZ Mgmt For For
1D. ELECTION OF DIRECTOR: GUSTAVO LARA CANTU Mgmt For For
1E. ELECTION OF DIRECTOR: JOANN A. REED Mgmt For For
1F. ELECTION OF DIRECTOR: PAMELA D.A. REEVE Mgmt For For
1G. ELECTION OF DIRECTOR: DAVID E. SHARBUTT Mgmt For For
1H. ELECTION OF DIRECTOR: JAMES D. TAICLET, JR. Mgmt For For
1I. ELECTION OF DIRECTOR: SAMME L. THOMPSON Mgmt For For
2. TO RATIFY THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPANY'S EXECUTIVE COMPENSATION.
4. TO APPROVE AN AMENDMENT TO THE COMPANY'S Mgmt For For
AMENDED AND RESTATED BY-LAWS TO REDUCE THE
OWNERSHIP THRESHOLD REQUIRED TO CALL A
SPECIAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
AMERISOURCEBERGEN CORPORATION Agenda Number: 933725890
--------------------------------------------------------------------------------------------------------------------------
Security: 03073E105
Meeting Type: Annual
Meeting Date: 28-Feb-2013
Ticker: ABC
ISIN: US03073E1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: STEVEN H. COLLIS Mgmt For For
1.2 ELECTION OF DIRECTOR: DOUGLAS R. CONANT Mgmt For For
1.3 ELECTION OF DIRECTOR: RICHARD W. GOCHNAUER Mgmt For For
1.4 ELECTION OF DIRECTOR: RICHARD C. GOZON Mgmt For For
1.5 ELECTION OF DIRECTOR: EDWARD E. HAGENLOCKER Mgmt For For
1.6 ELECTION OF DIRECTOR: KATHLEEN W. HYLE Mgmt For For
1.7 ELECTION OF DIRECTOR: MICHAEL J. LONG Mgmt For For
1.8 ELECTION OF DIRECTOR: HENRY W. MCGEE Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
AMGEN INC. Agenda Number: 933774968
--------------------------------------------------------------------------------------------------------------------------
Security: 031162100
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: AMGN
ISIN: US0311621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DR. DAVID BALTIMORE Mgmt For For
1B. ELECTION OF DIRECTOR: MR. FRANK J. BIONDI, Mgmt For For
JR.
1C. ELECTION OF DIRECTOR: MR. ROBERT A. BRADWAY Mgmt For For
1D. ELECTION OF DIRECTOR: MR. FRANCOIS DE Mgmt For For
CARBONNEL
1E. ELECTION OF DIRECTOR: DR. VANCE D. COFFMAN Mgmt For For
1F. ELECTION OF DIRECTOR: MR. ROBERT A. ECKERT Mgmt For For
1G. ELECTION OF DIRECTOR: DR. REBECCA M. Mgmt For For
HENDERSON
1H. ELECTION OF DIRECTOR: MR. FRANK C. Mgmt For For
HERRINGER
1I. ELECTION OF DIRECTOR: DR. TYLER JACKS Mgmt For For
1J. ELECTION OF DIRECTOR: DR. GILBERT S. OMENN Mgmt For For
1K. ELECTION OF DIRECTOR: MS. JUDITH C. PELHAM Mgmt For For
1L. ELECTION OF DIRECTOR: MR. LEONARD D. Mgmt For For
SCHAEFFER
1M. ELECTION OF DIRECTOR: DR. RONALD D. SUGAR Mgmt For For
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2013.
3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE Mgmt For For
COMPENSATION.
4. APPROVAL OF OUR PROPOSED AMENDED AND Mgmt For For
RESTATED 2009 EQUITY INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
ANADARKO PETROLEUM CORPORATION Agenda Number: 933764715
--------------------------------------------------------------------------------------------------------------------------
Security: 032511107
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: APC
ISIN: US0325111070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: KEVIN P. CHILTON Mgmt For For
1B. ELECTION OF DIRECTOR: LUKE R. CORBETT Mgmt For For
1C. ELECTION OF DIRECTOR: H. PAULETT EBERHART Mgmt For For
1D. ELECTION OF DIRECTOR: PETER J. FLUOR Mgmt For For
1E. ELECTION OF DIRECTOR: RICHARD L. GEORGE Mgmt For For
1F. ELECTION OF DIRECTOR: PRESTON M. GEREN III Mgmt For For
1G. ELECTION OF DIRECTOR: CHARLES W. GOODYEAR Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN R. GORDON Mgmt For For
1I. ELECTION OF DIRECTOR: ERIC D. MULLINS Mgmt For For
1J. ELECTION OF DIRECTOR: PAULA ROSPUT REYNOLDS Mgmt For For
1K. ELECTION OF DIRECTOR: R. A. WALKER Mgmt For For
2. RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT AUDITOR.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. STOCKHOLDER PROPOSAL - REPORT ON POLITICAL Shr Against For
CONTRIBUTIONS.
--------------------------------------------------------------------------------------------------------------------------
ANALOGIC CORPORATION Agenda Number: 933718326
--------------------------------------------------------------------------------------------------------------------------
Security: 032657207
Meeting Type: Annual
Meeting Date: 22-Jan-2013
Ticker: ALOG
ISIN: US0326572072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: BERNARD C. BAILEY Mgmt For For
1B. ELECTION OF DIRECTOR: JEFFREY P. BLACK Mgmt For For
1C. ELECTION OF DIRECTOR: JAMES W. GREEN Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES J. JUDGE Mgmt For For
1E. ELECTION OF DIRECTOR: KEVIN C. MELIA Mgmt For For
1F. ELECTION OF DIRECTOR: MICHAEL T. MODIC Mgmt For For
1G. ELECTION OF DIRECTOR: FRED B. PARKS Mgmt For For
1H. ELECTION OF DIRECTOR: SOPHIE V. VANDEBROEK Mgmt For For
1I. ELECTION OF DIRECTOR: EDWARD F. VOBORIL Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING JULY 31,
2013
3. TO HOLD AN ADVISORY VOTE ON EXECUTIVE Mgmt For For
COMPENSATION ("SAY-ON-PAY")
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 933725042
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 27-Feb-2013
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
WILLIAM CAMPBELL Mgmt For For
TIMOTHY COOK Mgmt For For
MILLARD DREXLER Mgmt For For
AL GORE Mgmt For For
ROBERT IGER Mgmt For For
ANDREA JUNG Mgmt For For
ARTHUR LEVINSON Mgmt For For
RONALD SUGAR Mgmt For For
2. AMENDMENT OF APPLE'S RESTATED ARTICLES OF Mgmt For For
INCORPORATION TO (I) ELIMINATE CERTAIN
LANGUAGE RELATING TO TERM OF OFFICE OF
DIRECTORS IN ORDER TO FACILITATE THE
ADOPTION OF MAJORITY VOTING FOR ELECTION OF
DIRECTORS, (II) ELIMINATE "BLANK CHECK"
PREFERRED STOCK, (III) ESTABLISH A PAR
VALUE FOR COMPANY'S COMMON STOCK OF
$0.00001 PER SHARE AND (IV) MAKE OTHER
CHANGES.
3. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
4. A NON-BINDING ADVISORY RESOLUTION TO Mgmt For For
APPROVE EXECUTIVE COMPENSATION.
5. A SHAREHOLDER PROPOSAL ENTITLED "EXECUTIVES Shr Against For
TO RETAIN SIGNIFICANT STOCK."
6. A SHAREHOLDER PROPOSAL ENTITLED "BOARD Shr Against For
COMMITTEE ON HUMAN RIGHTS."
--------------------------------------------------------------------------------------------------------------------------
ARCHER-DANIELS-MIDLAND COMPANY Agenda Number: 933690807
--------------------------------------------------------------------------------------------------------------------------
Security: 039483102
Meeting Type: Annual
Meeting Date: 01-Nov-2012
Ticker: ADM
ISIN: US0394831020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: A.L. BOECKMANN Mgmt For For
1B. ELECTION OF DIRECTOR: G.W. BUCKLEY Mgmt For For
1C. ELECTION OF DIRECTOR: M.H. CARTER Mgmt For For
1D. ELECTION OF DIRECTOR: T. CREWS Mgmt For For
1E. ELECTION OF DIRECTOR: P. DUFOUR Mgmt For For
1F. ELECTION OF DIRECTOR: D.E. FELSINGER Mgmt For For
1G. ELECTION OF DIRECTOR: A. MACIEL Mgmt For For
1H. ELECTION OF DIRECTOR: P.J. MOORE Mgmt For For
1I. ELECTION OF DIRECTOR: T.F. O'NEILL Mgmt For For
1J. ELECTION OF DIRECTOR: D. SHIH Mgmt For For
1K. ELECTION OF DIRECTOR: K.R. WESTBROOK Mgmt For For
1L. ELECTION OF DIRECTOR: P.A. WOERTZ Mgmt For For
2. RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS INDEPENDENT AUDITORS FOR THE SIX-MONTH
PERIOD ENDING DECEMBER 31, 2012.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
4. STOCKHOLDER'S PROPOSAL REGARDING SPECIAL Shr Against For
SHAREOWNER MEETINGS.
--------------------------------------------------------------------------------------------------------------------------
ARCHER-DANIELS-MIDLAND COMPANY Agenda Number: 933759396
--------------------------------------------------------------------------------------------------------------------------
Security: 039483102
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: ADM
ISIN: US0394831020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: A.L. BOECKMANN Mgmt For For
1B. ELECTION OF DIRECTOR: G.W. BUCKLEY Mgmt For For
1C. ELECTION OF DIRECTOR: M.H. CARTER Mgmt For For
1D. ELECTION OF DIRECTOR: T.K. CREWS Mgmt For For
1E. ELECTION OF DIRECTOR: P. DUFOUR Mgmt For For
1F. ELECTION OF DIRECTOR: D.E. FELSINGER Mgmt For For
1G. ELECTION OF DIRECTOR: A. MACIEL Mgmt For For
1H. ELECTION OF DIRECTOR: P.J. MOORE Mgmt For For
1I. ELECTION OF DIRECTOR: T.F. O'NEILL Mgmt For For
1J. ELECTION OF DIRECTOR: D. SHIH Mgmt For For
1K. ELECTION OF DIRECTOR: K.R. WESTBROOK Mgmt For For
1L. ELECTION OF DIRECTOR: P.A. WOERTZ Mgmt For For
2. RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS INDEPENDENT AUDITORS FOR THE YEAR ENDING
DECEMBER 31, 2013.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ARM HOLDINGS PLC, CAMBRIDGE Agenda Number: 704336925
--------------------------------------------------------------------------------------------------------------------------
Security: G0483X122
Meeting Type: AGM
Meeting Date: 02-May-2013
Ticker:
ISIN: GB0000595859
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Annual Report and Accounts Mgmt For For
for the financial year ended 31 December
2012
2 To declare a final dividend Mgmt For For
3 To approve the Remuneration report Mgmt For For
4 To re-elect Sir John Buchanan as a director Mgmt For For
5 To re-elect Warren East as a director Mgmt For For
6 To re-elect Andy Green as a director Mgmt For For
7 To re-elect Larry Hirst as a director Mgmt For For
8 To re-elect Mike Muller as a director Mgmt For For
9 To re-elect Kathleen O'Donovan as a Mgmt For For
director
10 To re-elect Janice Roberts as a director Mgmt For For
11 To re-elect Philip Rowley as a director Mgmt For For
12 To re-elect Tim Score as a director Mgmt For For
13 To re-elect Simon Segars as a director Mgmt For For
14 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
auditors of the Company
15 To authorise the directors' to fix the Mgmt For For
remuneration of the auditors
16 To approve the new Long Term Incentive Plan Mgmt For For
17 To grant the directors authority to allot Mgmt For For
shares
18 To disapply pre-emption rights Mgmt For For
19 To authorise the Company to make market Mgmt For For
purchases of its own shares
20 To authorise the Company to hold general Mgmt For For
meetings on 14 days' notice
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RESOLUTION 18. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
ASAHI GLASS COMPANY,LIMITED Agenda Number: 704301528
--------------------------------------------------------------------------------------------------------------------------
Security: J02394120
Meeting Type: AGM
Meeting Date: 28-Mar-2013
Ticker:
ISIN: JP3112000009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Approve delegation to the board of Mgmt For For
directors of the decision on matters
concerning the offering of stock
acquisition rights issued as stock options
to employees of the Company and directors
and employees of the Company's subsidiaries
--------------------------------------------------------------------------------------------------------------------------
ASICS CORPORATION Agenda Number: 704561910
--------------------------------------------------------------------------------------------------------------------------
Security: J03234150
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3118000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Amend the Compensation to be received by Mgmt For For
Directors
5 Granting of Stock Options (Stock Mgmt For For
Acquisition Rights) as Compensation to
Directors (Excluding Outside Directors)
--------------------------------------------------------------------------------------------------------------------------
ASSICURAZIONI GENERALI SPA, TRIESTE Agenda Number: 704382148
--------------------------------------------------------------------------------------------------------------------------
Security: T05040109
Meeting Type: MIX
Meeting Date: 27-Apr-2013
Ticker:
ISIN: IT0000062072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 171153 DUE TO RECEIPT OF SLATES
FOR DIRECTORS NAMES. ALL VOTES RECEIVED ON
THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS
MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_158167.PDF
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL OF EGM WILL BE HELD ON 29 APR 2013 AT
9:00 HRS, SECOND CALL OF OGM WILL BE HELD
ON 30 APR 2013 AT 9:00 HRS AND THIRD CALL
OF EGM WILL BE HELD ON 30 APR 2013 AT 9:00
HRS. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
O.1 Financial statements as at 31 December Mgmt For For
2012, use of profit for year and
distribution of dividend: related and
ensuing resolutions; delegation of powers
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS BOARD OF DIRECTORS,
THERE IS ONLY 1 SLATE AVAILABLE TO BE
FILLED AT THE MEETING. THE STANDING
INSTRUCTIONS FOR THIS MEETING WILL BE
DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 SLATE OF THE 2
SLATES. THANK YOU.
O.2.1 Appointment of Board of Directors for the Shr Against For
financial years ending on 31 December 2013,
2014 and 2015, after determination of the
number of Directors to be appointed;
related and ensuing resolutions: List
submitted by Mediobanca S.p.A. 1. Gabriele
Galateri di Genola 2. Vincent Bollore 3.
Francesco Gaetano Caltagirone 4. Mario
Greco 5. Ornella Barra 6. Alberta Figari 7.
Lorenzo Pellicioli 8. Sabrina Pucci 9.
Clemente Rebecchini 10. Paolo Scaroni 11.
Francesco Coatti
O.2.2 Appointment of Board of Directors for the Shr No vote
financial years ending on 31 December 2013,
2014 and 2015, after determination of the
number of Directors to be appointed;
related and ensuing resolutions: List
Submitted by Assogestioni 1. Sapienza Paola
2. Carraro Carlo 3. Calari Cesare
O.3 Determination of fees payable to members of Mgmt For For
the Board of Directors for the financial
years ending on 31 December 2013, 2014 and
2015: related and ensuing resolutions
O.4 Remuneration report pursuant to s. 123-ter Mgmt For For
of Legislative Decree no. 58/1998 (CFBA)
and art. 24 of ISVAP Regulation no.
39/2011: related and ensuing resolutions
O.5 Allocation of financial instruments to the Mgmt For For
Group CEO and senior executives of the
Company, with related authorisation for the
purchase and disposal of the Companys own
shares for the purpose of the said
allocation: related and ensuing
resolutions; delegation of powers
O.6 Approval of a new Long-Term Incentive Plan Mgmt For For
pursuant to s. 114-bis of the CFBA: related
and ensuing resolutions; delegation of
powers
O.7 Authorisation to purchase and dispose of Mgmt For For
the Company's own shares for the purposes
of the Long Term Incentive Plan: related
and ensuing resolutions; delegation of
powers
E.8 Proposed delegation to the Board of Mgmt For For
Directors pursuant to s. 2443 of the Civil
Code, for the period of 5 years from the
date of the resolution, of power to
increase the share capital by means of a
free issue in tranches, pursuant to s. 2439
of the Civil Code, for the purposes of the
new Long-Term Incentive Plan: related and
ensuing resolutions; delegation of powers
E.9 Amendment of articles 3 (Company's Mgmt For For
registered office), 4 (Implementation of
IVASS supervisory provisions), 32 (Sole
responsibilities of the Board of
Directors), 39 (Representation of the
Company) and 40 (Company Signature);
deletion of art. 38 (Management) of the
Articles of Association; consequent
renumbering of the amended Articles of
Association; related and ensuing
resolutions; delegation of powers
--------------------------------------------------------------------------------------------------------------------------
ASTELLAS PHARMA INC. Agenda Number: 704538101
--------------------------------------------------------------------------------------------------------------------------
Security: J03393105
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3942400007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors Mgmt Against Against
5 Provision of Remuneration to Directors for Mgmt Against Against
Stock Option Scheme as Stock-Linked
Compensation Plan
--------------------------------------------------------------------------------------------------------------------------
ASTRAZENECA PLC, LONDON Agenda Number: 704386211
--------------------------------------------------------------------------------------------------------------------------
Security: G0593M107
Meeting Type: AGM
Meeting Date: 25-Apr-2013
Ticker:
ISIN: GB0009895292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Company's Accounts and the Mgmt For For
Reports of the Directors and Auditor for
the year ended 31 December 2012
2 To confirm the first interim dividend of Mgmt For For
USD0.90 (58.1 pence, SEK 6.26) per ordinary
share and to confirm as the final dividend
for 2012 the second interim dividend of
USD1.90 (120.5 pence, SEK 12.08) per
ordinary share
3 To reappoint KPMG Audit Plc London as Mgmt For For
Auditor
4 To authorise the Directors to agree the Mgmt For For
remuneration of the Auditor
5A To re-elect Leif Johansson as a Director Mgmt For For
5B To elect Pascal Soriot as a Director Mgmt For For
5C To re-elect Simon Lowth as a Director Mgmt For For
5D To re-elect Genevieve Berger as a Director Mgmt For For
5E To re-elect Bruce Burlington as a Director Mgmt For For
5F To re-elect Graham Chipchase as a Director Mgmt For For
5G To re-elect Jean-Philippe Courtois as a Mgmt For For
Director
5H To re-elect Rudy Markham as a Director Mgmt For For
5I To re-elect Nancy Rothwell as a Director Mgmt For For
5J To re-elect Shriti Vadera as a Director Mgmt For For
5K To re-elect John Varley as a Director Mgmt For For
5L To re-elect Marcus Wallenberg as a Director Mgmt For For
6 To approve the Directors' Remuneration Mgmt For For
Report for the year ended 31 December 2012
7 To authorise limited EU political donations Mgmt For For
8 To authorise the Directors to allot shares Mgmt For For
9 To authorise the Directors to disapply pre Mgmt For For
emption rights
10 To authorise the Company to purchase its Mgmt For For
own shares
11 To reduce the notice period for general Mgmt For For
meetings
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
REMOVAL OF RECORD DATE. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT RETURN
THIS PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
AT&T INC. Agenda Number: 933744016
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Annual
Meeting Date: 26-Apr-2013
Ticker: T
ISIN: US00206R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Mgmt For For
1B. ELECTION OF DIRECTOR: GILBERT F. AMELIO Mgmt For For
1C. ELECTION OF DIRECTOR: REUBEN V. ANDERSON Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES H. BLANCHARD Mgmt For For
1E. ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For
1F. ELECTION OF DIRECTOR: SCOTT T. FORD Mgmt For For
1G. ELECTION OF DIRECTOR: JAMES P. KELLY Mgmt For For
1H. ELECTION OF DIRECTOR: JON C. MADONNA Mgmt For For
1I. ELECTION OF DIRECTOR: MICHAEL B. Mgmt For For
MCCALLISTER
1J. ELECTION OF DIRECTOR: JOHN B. MCCOY Mgmt For For
1K. ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For
1L. ELECTION OF DIRECTOR: MATTHEW K. ROSE Mgmt For For
1M. ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
AUDITORS.
3. ADVISORY APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION.
4. APPROVE STOCK PURCHASE AND DEFERRAL PLAN. Mgmt For For
5. POLITICAL CONTRIBUTIONS REPORT. Shr Against For
6. LEAD BATTERIES REPORT. Shr Against For
7. COMPENSATION PACKAGES. Shr Against For
8. INDEPENDENT BOARD CHAIRMAN. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
ATOS, BEZONS Agenda Number: 704454999
--------------------------------------------------------------------------------------------------------------------------
Security: F06116101
Meeting Type: MIX
Meeting Date: 29-May-2013
Ticker:
ISIN: FR0000051732
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0424/201304241301515.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO RECEIPT OF
ADDITIONAL URL:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0510/201305101302000.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the annual corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income from the financial Mgmt For For
year ended December 31, 2012 and payment of
dividend
O.4 Option for the payment of dividend in Mgmt For For
shares
O.5 Setting attendance allowances annual total Mgmt For For
amount
O.6 Renewal of term of Mrs. Aminata Niane as Mgmt For For
Board Member
O.7 Renewal of term of Mr. Vernon Sankey as Mgmt For For
Board Member
O.8 Appointment of Mrs. Lynn Sharp Paine as Mgmt For For
Board Member
O.9 Election of a Board Member representing Mgmt For For
employee shareholders: Appointment of Mrs.
Jean Fleming
O.10 Election of a Board Member representing Mgmt For For
employee shareholders: Appointment of Mr.
Daniel Gargot
O.11 Election of a Board Member representing Mgmt For For
employee shareholders: Appointment of Mr.
Denis Lesieur
O.12 Authorization granted to the Board of Mgmt For For
Directors to purchase, retain or transfer
shares of the Company
E.13 Authorization granted to the Board of Mgmt For For
Directors to reduce share capital via
cancellation of treasury shares
E.14 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital of
the Company, with cancellation of the
preferential subscription right in favor of
employees of the Company and affiliated
companies
E.15 Authorization granted to the Board of Mgmt For For
Directors to carry out free allocation of
shares to employees and corporate officers
of the Company and/or affiliated companies
E.16 Amendment to Article 15 of the bylaws- Mgmt For For
Board Member's shares
E.17 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
AVALONBAY COMMUNITIES, INC. Agenda Number: 933787080
--------------------------------------------------------------------------------------------------------------------------
Security: 053484101
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: AVB
ISIN: US0534841012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
GLYN F. AEPPEL Mgmt For For
ALAN B. BUCKELEW Mgmt For For
BRUCE A. CHOATE Mgmt For For
JOHN J. HEALY, JR. Mgmt For For
TIMOTHY J. NAUGHTON Mgmt For For
LANCE R. PRIMIS Mgmt For For
PETER S. RUMMELL Mgmt For For
H. JAY SARLES Mgmt For For
W. EDWARD WALTER Mgmt For For
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT AUDITORS
FOR THE YEAR ENDING DECEMBER 31, 2013.
3. TO ADOPT A RESOLUTION APPROVING, ON A Mgmt For For
NON-BINDING ADVISORY BASIS, THE
COMPENSATION PAID TO THE COMPANY'S NAMED
EXECUTIVE OFFICERS, AS DISCLOSED PURSUANT
TO ITEM 402 OF REGULATION S-K, INCLUDING
THE COMPENSATION DISCUSSION AND ANALYSIS,
COMPENSATION TABLES AND NARRATIVE
DISCUSSION SET FORTH IN THE PROXY
STATEMENT.
4. TO APPROVE AN AMENDMENT TO THE COMPANY'S Mgmt For For
AMENDED AND RESTATED ARTICLES OF AMENDMENT,
AS AMENDED, TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF THE COMPANY'S COMMON
STOCK, PAR VALUE $.01 PER SHARE, BY 140
MILLION SHARES.
--------------------------------------------------------------------------------------------------------------------------
BALLY TECHNOLOGIES, INC. Agenda Number: 933702032
--------------------------------------------------------------------------------------------------------------------------
Security: 05874B107
Meeting Type: Annual
Meeting Date: 04-Dec-2012
Ticker: BYI
ISIN: US05874B1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: W. ANDREW MCKENNA Mgmt For For
1B. ELECTION OF DIRECTOR: DAVID ROBBINS Mgmt For For
2. TO APPROVE THE ADVISORY RESOLUTION ON Mgmt For For
EXECUTIVE COMPENSATION.
3. TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING JUNE 30, 2013.
--------------------------------------------------------------------------------------------------------------------------
BANCO BILBAO VIZCAYA ARGENTARIA SA, BILBAO Agenda Number: 704267322
--------------------------------------------------------------------------------------------------------------------------
Security: E11805103
Meeting Type: OGM
Meeting Date: 14-Mar-2013
Ticker:
ISIN: ES0113211835
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 15 MAR 2013. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
1 Examination and approval of financial Mgmt For For
statements (balance sheet, income
statement, statement of changes in equity,
cash flow statement and notes) and
Management Reports of Banco Bilbao Vizcaya
Argentaria, SA and its consolidated group.
Implementation of the outcome. Approval of
corporate management. All for the year
ended December 31, 2011
2.1 Reappointment of D. Francisco Gonzalez Mgmt For For
Rodriguez as a Board of Director
2.2 Reappointment of D. Angel Cano Fernandez as Mgmt For For
a Board of Director
2.3 Reappointment of D. Ramon Bustamante y de Mgmt For For
la Mora as a Board of Director
2.4 Reappointment of D. Ignacio Ferrero Jordi Mgmt For For
as a Board of Director
3 Adoption of Common Merger of societies Mgmt For For
Banco Bilbao Vizcaya Argentaria, SA
(acquiring company) and Unnim Banc, SA,
Sole Society (acquired company). Approval
as the merger balance sheet balance Banco
Bilbao Vizcaya Argentaria, SA ended
December 31, 2012, verified by the auditor
of the Company. Approval of the merger
between Banco Bilbao Vizcaya Argentaria, SA
(acquiring company) and Unnim Banc, SA,
Sole Society (acquired company) in
accordance with the provisions of the said
common merger project approved and signed
by the boards of the companies involved.
Foster fusion of special tax regime under
Chapter VIII of Title VII of the
Consolidated Corporation Tax Law, approved
by Legislative Royal Decree 4/2004, of
March 5
4.1 Approve two capital increases against Mgmt For For
reserves in order to attend the shareholder
compensation scheme: Increased capital by
the amount determined under the terms of
the agreement, by issuing new ordinary
shares of forty nine (0.49) cents nominal
value each, without premium, in the same
class and series that are currently
outstanding, charged to reserves from
retained earnings. Express provision for
the possibility of incomplete subscription
of the capital. Delegation of powers to the
Board of Directors to fix the conditions
the increase in all matters not covered by
this General Meeting, perform the acts
required for implementation, adapt the
wording of Article 5 of the Bylaws to the
new share capital. Application to the
competent bodies, national and
international, for admission to trading of
the new shares on the Stock CONTD
CONT CONTD Exchanges of Madrid, Barcelona, Non-Voting
Bilbao and Valencia, through the Automated
Quotation System (Continuous Market) and
the Stock foreign securities that are
listed in the shares of Banco Bilbao
Vizcaya Argentaria, SA, in the manner
required by each one of them
4.2 Approve two capital increases against Mgmt For For
reserves in order to attend the shareholder
compensation scheme: Increased capital by
the amount determined under the terms of
the agreement, by issuing new ordinary
shares of forty nine (0.49) cents nominal
value each, without premium, in the same
class and series that are currently
outstanding, charged to reserves from
retained earnings. Express provision for
the possibility of incomplete subscription
of the capital. Delegation of powers to the
Board of Directors to fix the conditions
the increase in all matters not covered by
this General Meeting, perform the acts
required for implementation, adapt the
wording of Article 5 of the Bylaws to the
new share capital. Application to the
competent bodies, national and
international, for admission to trading of
the new shares on the Stock CONTD
CONT CONTD Exchanges of Madrid, Barcelona, Non-Voting
Bilbao and Valencia, through the Automated
Quotation System (Continuous Market) and
the Stock foreign securities that are
listed in the shares of Banco Bilbao
Vizcaya Argentaria, SA, in the manner
required by each one of them
5 Approve a system of variable remuneration Mgmt For For
in shares for the year 2013, for the
members of its management team, including
executive directors and members of senior
management
6 Reappointment of Banco Bilbao Vizcaya Mgmt For For
Argentaria, SA auditors and its
consolidated group for the year 2013
7 Approval of the corporate website Mgmt For For
(www.bbva.com)
8 Delegation of powers to the Board of Mgmt For For
Directors, with power of substitution, to
execute, correct, interpret and implement
the resolutions adopted by the General
Meeting
9 Report advisory vote on the remuneration Mgmt For For
policy of the Board of Directors of BBVA
CMMT THE SHAREHOLDERS HOLDING LESS THAN 500 Non-Voting
SHARES (MINIMUM AMOUNT TO ATTEND THE
MEETING) MAY GRANT A PROXY TO ANOTHER
SHAREHOLDER ENTITLED TO LEGAL ASSISTANCE OR
GROUP THEM TO REACH AT LEAST THAT NUMBER,
GIVING REPRESENTATION TO A SHAREHOLDER OF
THE GROUPED OR OTHER PERSONAL SHAREHOLDER
ENTITLED TO ATTEND THE MEETING.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF ADDITIONAL COMMENT AND
MODIFICATION IN TEXT OF RES. 2.1 TO 2.4. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BANCO SANTANDER SA, SANTANDER Agenda Number: 704280445
--------------------------------------------------------------------------------------------------------------------------
Security: E19790109
Meeting Type: OGM
Meeting Date: 22-Mar-2013
Ticker:
ISIN: ES0113900J37
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.A Examination and, if appropriate, approval Mgmt For For
of the annual accounts (balance sheet,
profit and loss statement, statement of
recognised income and expense, statement of
changes in total equity, cash flow
statement, and notes) of Banco Santander,
S.A. and its consolidated Group, all with
respect to the Financial Year ended 31
December 2012
1.B Examination and, if appropriate, approval Mgmt For For
of the corporate management for Financial
Year 2012
2 Application of results obtained during Mgmt For For
Financial Year 2012
3.A Re-election of Mr Guillermo de la Dehesa Mgmt For For
Romero
3.B Re-election of Mr Abel Matutes Juan Mgmt For For
3.C Re-election of Mr Angel Jado Becerro de Mgmt For For
Bengoa
3.D Re-election of Mr Javier Botin-Sanz de Mgmt For For
Sautuola y O'Shea
3.E Re-election of Ms Isabel Tocino Mgmt For For
Biscarolasaga
3.F Re-election of Mr Fernando de Asua Alvarez Mgmt For For
4 Re-election of the Auditor for Financial Mgmt For For
Year 2013: Deloitte, S.L., with a
registered office in Madrid, at Plaza Pablo
Ruiz Picasso, 1, Torre Picasso, and Tax ID
Code B-79104469
5 Approval of the corporate website Mgmt For For
(www.santander.com) for purposes of section
11 bis of the Spanish Capital Corporations
Law (Ley de Sociedades de Capital)
6 Merger of Banco Santander, S.A. and Banco Mgmt For For
Espanol de Credito, S.A. ("Banesto").
Approval of the merger by absorption of
Banesto by Banco Santander, with
termination of the absorbed company and the
en bloc transfer of its assets and
liabilities, by universal succession, to
the absorbing company, with the express
provision that the exchange be covered by
the delivery of treasury shares by Banco
Santander in accordance with the draft
terms of merger formulated by the
respective Boards of Directors of such
companies as included on their respective
websites, and for such purpose: (a)
Approval of the common draft terms of
merger between Banco Santander and Banesto,
and approval of the balance sheet of Banco
Santander ended as of 31 December 2012 as
the merger balance sheet. (b) Approval of
the resolution on the merger by absorption
of Banesto by Banco Santander, with
termination of the former by means of
dissolution without liquidation and the en
bloc transfer of all of its assets and
liabilities to the latter, which shall
acquire them by universal succession,
expressly providing that the exchange shall
be covered by means of the delivery of
treasury shares of Banco Santander, all in
compliance with the provisions of the
common draft terms of merger. (c) Adherence
of the transaction to the tax regime
established in chapter VIII of title VII of
the Restated Text of the Company Income Tax
Act (Ley del Impuesto sobre Sociedades) and
section 3 of additional provision two
thereof, as well as in section 45,
paragraph 1. B.) 10. of the Restated Text
of the Asset Transfer and Documentary Stamp
Tax Act (Ley del Impuesto sobre
Transmisiones Patrimoniales y Actos
Juridicos Documentados)
7 Merger of Banco Santander, S.A. and Banco Mgmt For For
Banif, S.A. Unipersonal ("Banif"). Approval
of the merger by absorption of Banif by
Banco Santander, with termination of the
absorbed company and the en bloc transfer
of its assets and liabilities, by universal
succession, to the absorbing company, in
accordance with the draft terms of merger
formulated by the respective Boards of
Directors of such companies as included on
the website of Banco Santander and
deposited with the Commercial Registry of
Madrid, and for such purpose: (a) Approval
of the common terms of merger between Banco
Santander and Banif, and approval of the
balance sheet of Banco Santander ended as
of 31 December 2012 as the merger balance
sheet. (b) Approval of the merger by
absorption of Banif by Banco Santander,
with termination of the former by means of
dissolution without liquidation and the en
bloc transfer of all of its assets and
liabilities to the latter, which shall
acquire them by universal succession, all
in compliance with the provisions of the
common draft terms of merger. (c) Adherence
of the transaction to the tax regime
established in chapter VIII of title VII of
the Restated Text of the Company Income Tax
Act and section 3 of additional provision
two thereof, as well as in section 45,
paragraph 1. B.) 10. of the Restated Text
of the Asset Transfer and Documentary Stamp
Tax Act
8.A Director remuneration system: amendment of Mgmt For For
article 58 concerning compensation of
directors and determination of its amount
by the General Shareholders' Meeting
8.B Amendment of article 61 (website) Mgmt For For
9 Delegation to the Board of Directors of the Mgmt For For
power to carry out the resolution to be
adopted by the shareholders at the Meeting
to increase the share capital pursuant to
the provisions of section 297.1.a) of the
Spanish Capital Corporations Law, depriving
of effect the authorisation granted by
means of resolution Seven II) adopted by
the shareholders at the Ordinary General
Shareholders' Meeting of 30 March 2012
10 Authorisation to the Board of Directors Mgmt For For
such that, pursuant to the provisions of
section 297.1.b) of the Spanish Capital
Corporations Law, it may increase the share
capital on one or more occasions and at any
time, within a period of three years, by
means of cash contributions and by a
maximum nominal amount of 2,634,670,786
Euros, all upon such terms and conditions
as it deems appropriate, depriving of
effect, to the extent of the unused amount,
the authorisation granted under resolution
Eight II) adopted at the Ordinary General
Shareholders' Meeting of 30 March 2012.
Delegation of the power to exclude
pre-emptive rights, as provided by section
506 of the Spanish Capital Corporations Law
11.A Increase in share capital by such amount as Mgmt For For
may be determined pursuant to the terms of
the resolution, by means of the issuance of
new ordinary shares having a par value of
one-half (0.5) euro each, with no share
premium, of the same class and series as
those that are currently outstanding, with
a charge to reserves. Offer to acquire free
allotment rights (derechos de asignacion
gratuita) at a guaranteed price and power
to use voluntary reserves from retained
earnings for such purpose. Express
provision for the possibility of less than
full allotment. Delegation of powers to the
Board of Directors, which may in turn
delegate such powers to the Executive
Committee, to establish the terms and
conditions of the increase as to all
matters not provided for by the
shareholders at this General Shareholders'
Meeting, to take such actions as may be
required for implementation thereof, to
amend the text of sections 1 and 2 of
article 5 of the Bylaws to reflect the new
amount of share capital, and to execute
such public and private documents as may be
necessary to carry out the increase.
Application to the appropriate domestic and
foreign authorities for admission to
trading of the new shares on the Madrid,
Barcelona, Bilbao and Valencia Stock
Exchanges through Spain's Automated
Quotation System (Continuous Market) and on
the foreign Stock Exchanges on which the
shares of Banco Santander are listed
(Lisbon, London, Milan, Buenos Aires,
Mexico and, through ADSs, on the New York
Stock Exchange) in the manner required by
each of such Stock Exchanges
11.B Increase in share capital by such amount as Mgmt For For
may be determined pursuant to the terms of
the resolution by means of the issuance of
new ordinary shares having a par value of
one-half (0.5) euro each, with no share
premium, of the same class and series as
those that are currently outstanding, with
a charge to reserves. Offer to acquire free
allotment rights at a guaranteed price.
Express provision for the possibility of
less than full allotment. Delegation of
powers to the Board of Directors, which may
in turn delegate such powers to the
Executive Committee, to establish the terms
and conditions of the increase as to all
matters not provided for by the
shareholders at this General Shareholders'
Meeting, to take such actions as may be
required for implementation hereof, to
amend the text of sections 1 and 2 of
article 5 of the Bylaws to reflect the new
amount of share capital, and to execute
such public and private documents as may be
necessary to carry out the increase.
Application to the appropriate domestic and
foreign authorities for admission to
trading of the new shares on the Madrid,
Barcelona, Bilbao and Valencia Stock
Exchanges through Spain's Automated
Quotation System (Continuous Market) and on
the foreign Stock Exchanges on which the
shares of Banco Santander are listed
(Lisbon, London, Milan, Buenos Aires,
Mexico and, through ADSs, on the New York
Stock Exchange) in the manner required by
each of such Stock Exchanges
11.C Increase in share capital by such amount as Mgmt For For
may be determined pursuant to the terms of
the resolution by means of the issuance of
new ordinary shares having a par value of
one-half (0.5) euro each, with no share
premium, of the same class and series as
those that are currently outstanding, with
a charge to reserves. Offer to acquire free
allotment rights at a guaranteed price.
Express provision for the possibility of
less than full allotment. Delegation of
powers to the Board of Directors, which may
in turn delegate such powers to the
Executive Committee, to establish the terms
and conditions of the increase as to all
matters not provided for by the
shareholders at this General Shareholders'
Meeting, to take such actions as may be
required for implementation hereof, to
amend the text of sections 1 and 2 of
article 5 of the Bylaws to reflect the new
amount of share capital and to execute such
public and private documents as may be
necessary to carry out the increase.
Application to the appropriate domestic and
foreign authorities for admission to
trading of the new shares on the Madrid,
Barcelona, Bilbao and Valencia Stock
Exchanges through Spain's Automated
Quotation System (Continuous Market) and on
the foreign Stock Exchanges on which the
shares of Banco Santander are listed
(Lisbon, London, Milan, Buenos Aires,
Mexico and, through ADSs, on the New York
Stock Exchange) in the manner required by
each of such Stock Exchanges
11.D Increase in share capital by such amount as Mgmt For For
may be determined pursuant to the terms of
the resolution by means of the issuance of
new ordinary shares having a par value of
one-half (0.5) euro each, with no share
premium, of the same class and series as
those that are currently outstanding, with
a charge to reserves. Offer to acquire free
allotment rights at a guaranteed price.
Express provision for the possibility of
less than full allotment. Delegation of
powers to the Board of Directors, which may
in turn delegate such powers to the
Executive Committee, to establish the terms
and conditions of the increase as to all
matters not provided for by the
shareholders at this General Shareholders'
Meeting, to take such actions as may be
required for implementation hereof, to
amend the text of sections 1 and 2 of
article 5 of the Bylaws to reflect the new
amount of share capital and to execute such
public and private documents as may be
necessary to carry out the increase.
Application to the appropriate domestic and
foreign authorities for admission to
trading of the new shares on the Madrid,
Barcelona, Bilbao and Valencia Stock
Exchanges through Spain's Automated
Quotation System (Continuous Market) and on
the foreign Stock Exchanges on which the
shares of Banco Santander are listed
(Lisbon, London, Milan, Buenos Aires,
Mexico and, through ADSs, on the New York
Stock Exchange) in the manner required by
each of such Stock Exchanges
12.A Delegation to the Board of Directors of the Mgmt For For
power to issue fixed-income securities,
preferred interests or debt instruments of
a similar nature (including warrants) that
are convertible into and/or exchangeable
for shares of the Company. Establishment of
the standards for determining the basis and
methods for the conversion and/or exchange
and grant to the Board of Directors of the
power to increase share capital by the
required amount, as well as to exclude the
pre-emptive rights of shareholders. To
deprive of effect, to the extent not used,
the delegation of powers approved by
resolution Ten A II) of the shareholders
acting at the Ordinary General
Shareholders' Meeting of 30 March 2012
12.B Delegation to the Board of Directors of the Mgmt For For
power to issue fixed-income securities,
preferred interests or debt instruments of
a similar nature (including certificates,
promissory notes and warrants) that are not
convertible into shares
13.A Approval, under items Thirteen A and Mgmt For For
Thirteen B, of the application of new plans
or cycles for the delivery of Santander
shares for implementation by the Bank and
by companies of the Santander Group and
linked to certain continuity requirements
and the progress of the Group, and, under
item Thirteen C, of the application of a
plan for employees of Santander UK plc. and
other companies of the Group in the United
Kingdom: Third cycle of the Deferred and
Conditional Variable Remuneration Plan
(Plan de Retribucion Variable Diferida y
Condicionada)
13.B Approval, under items Thirteen A and Mgmt For For
Thirteen B, of the application of new plans
or cycles for the delivery of Santander
shares for implementation by the Bank and
by companies of the Santander Group and
linked to certain continuity requirements
and the progress of the Group, and, under
item Thirteen C, of the application of a
plan for employees of Santander UK plc. and
other companies of the Group in the United
Kingdom: Fourth cycle of the Deferred and
Conditional Delivery Share Plan (Plan de
Acciones de Entrega Diferida y
Condicionada)
13.C Approval, under items Thirteen A and Mgmt For For
Thirteen B, of the application of new plans
or cycles for the delivery of Santander
shares for implementation by the Bank and
by companies of the Santander Group and
linked to certain continuity requirements
and the progress of the Group, and, under
item Thirteen C, of the application of a
plan for employees of Santander UK plc. and
other companies of the Group in the United
Kingdom: Plan for employees of Santander UK
plc. and other companies of the Group in
the United Kingdom by means of options on
shares of the Bank linked to the
contribution of periodic monetary amounts
and to certain continuity requirements
14 Authorisation to the Board of Directors to Mgmt For For
interpret, remedy, supplement, carry out
and further develop the resolutions adopted
by the shareholders at the Meeting, as well
as to delegate the powers received from the
shareholders at the Meeting, and grant of
powers to convert such resolutions into
notarial instruments
15 Annual report on director remuneration Mgmt For For
policy
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 933759017
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: BAC
ISIN: US0605051046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: SHARON L. ALLEN Mgmt For For
1B. ELECTION OF DIRECTOR: SUSAN S. BIES Mgmt For For
1C. ELECTION OF DIRECTOR: JACK O. BOVENDER, JR. Mgmt For For
1D. ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. Mgmt For For
1E. ELECTION OF DIRECTOR: ARNOLD W. DONALD Mgmt For For
1F. ELECTION OF DIRECTOR: CHARLES K. GIFFORD Mgmt For For
1G. ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, Mgmt For For
JR.
1H. ELECTION OF DIRECTOR: LINDA P. HUDSON Mgmt For For
1I. ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For
1J. ELECTION OF DIRECTOR: THOMAS J. MAY Mgmt For For
1K. ELECTION OF DIRECTOR: BRIAN T. MOYNIHAN Mgmt For For
1L. ELECTION OF DIRECTOR: LIONEL L. NOWELL, III Mgmt For For
1M. ELECTION OF DIRECTOR: R. DAVID YOST Mgmt For For
2. AN ADVISORY (NON-BINDING) VOTE TO APPROVE Mgmt For For
EXECUTIVE COMPENSATION (SAY ON PAY).
3. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For
REGISTERED INDEPENDENT PUBLIC ACCOUNTING
FIRM FOR 2013.
4. STOCKHOLDER PROPOSAL - REPORT ON POLITICAL Shr Against For
CONTRIBUTIONS.
5. STOCKHOLDER PROPOSAL - PROXY ACCESS. Shr Against For
6. STOCKHOLDER PROPOSAL - MULTIPLE BOARD Shr Against For
SERVICE.
7. STOCKHOLDER PROPOSAL - POLITICAL Shr Against For
CONTRIBUTIONS.
8. STOCKHOLDER PROPOSAL - MORTGAGE SERVICING. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
BARCLAYS PLC, LONDON Agenda Number: 704338462
--------------------------------------------------------------------------------------------------------------------------
Security: G08036124
Meeting Type: AGM
Meeting Date: 25-Apr-2013
Ticker:
ISIN: GB0031348658
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That the Reports of the Directors and Mgmt For For
Auditors and the audited accounts of the
Company for the year ended 31 December
2012, now laid before the meeting, be
received
2 That the Remuneration Report for the year Mgmt For For
ended 31 December 2012, now laid before the
meeting, be approved
3 That Sir David Walker be appointed a Mgmt For For
Director of the Company
4 That Tim Breedon be appointed a Director of Mgmt For For
the Company
5 That Antony Jenkins be appointed a Director Mgmt For For
of the Company
6 That Diane de Saint Victor be appointed a Mgmt For For
Director of the Company
7 That David Booth be reappointed a Director Mgmt For For
of the Company
8 That Fulvio Conti be reappointed a Director Mgmt For For
of the Company
9 That Simon Fraser be reappointed a Director Mgmt For For
of the Company
10 That Reuben Jeffery III be reappointed a Mgmt For For
Director of the Company
11 That Chris Lucas be reappointed a Director Mgmt For For
of the Company
12 That Dambisa Moyo be reappointed a Director Mgmt For For
of the Company
13 That Sir Michael Rake be reappointed a Mgmt For For
Director of the Company
14 That Sir John Sunderland be reappointed a Mgmt For For
Director of the Company
15 That PricewaterhouseCoopers LLP, Chartered Mgmt For For
Accountants and Statutory Auditors, be
reappointed as auditors of the Company to
hold office from the conclusion of this
meeting until the conclusion of the next
AGM at which accounts are laid before the
Company
16 That the Directors be authorised to set the Mgmt For For
remuneration of the auditors
17 That, in accordance with section 366 of the Mgmt For For
Companies Act 2006 (the 'Act') the Company
and any company which, at any time during
the period for which this resolution has
effect, is a subsidiary of the Company, be
and are hereby authorised to: (a) make
political donations to political
organisations not exceeding GBP 25,000 in
total; and (b) incur political expenditure
not exceeding GBP 100,000 in total, in each
case during the period commencing on the
date of this resolution and ending on the
date of the AGM of the Company to be held
in 2014 or on 30 June 2014, whichever is
the earlier, provided that the maximum
amounts referred to in (a) and (b) may
consist of sums in any currency converted
into Sterling at such rate as the Board may
in its absolute discretion determine. For
the purposes of this resolution, the terms
'political donations', 'political
organisations' and 'political expenditure'
shall have the meanings given to them in
sections 363 to 365 of the Act
18 That, in substitution for all existing Mgmt For For
authorities but without prejudice to any
authority granted pursuant to resolution 20
(if passed), the Directors be and are
hereby generally and unconditionally
authorised pursuant to section 551 of the
Act to exercise all the powers of the
Company to: (a) allot shares (as defined in
section 540 of the Act) in the Company or
grant rights to subscribe for or to convert
any security into shares in the Company up
to an aggregate nominal amount of GBP
1,111,721,894, USD 77,500,000, EUR
40,000,000 and YEN 4,000,000,000; and (b)
allot equity securities (as defined in
section 560 of the Act) up to an aggregate
nominal amount of GBP 2,143,443,788 (such
amount to be reduced by the aggregate
nominal amount of ordinary shares allotted
or rights to subscribe for or to convert
any securities into ordinary shares in the
Company granted under paragraph (a) of this
resolution 18) in connection with an offer
by way of a rights issue: (i) to ordinary
shareholders in proportion (as nearly as
may be practicable) to their existing
holdings; and (ii) to holders of other
equity securities (as defined in section
560 of the Act) as required by the rights
of those securities, or subject to such
rights, as the Directors otherwise consider
necessary, and so that the Directors may
impose any limits or restrictions and make
any arrangements which they consider
necessary or appropriate to deal with
treasury shares, fractional entitlements,
record dates, legal, regulatory or
practical problems in, or under the laws
of, any territory or any other matter, such
authorities to apply (unless previously
renewed, varied or revoked by the Company
in General Meeting) for the period expiring
at the end of the AGM of the Company to be
held in 2014 or until the close of business
on 30 June 2014, whichever is the earlier
but, in each case, so that the Company may
make offers and enter into agreements
before the authority expires which would,
or might require shares to be allotted or
rights to subscribe for or to convert any
security into shares to be granted after
the authority expires and the Directors may
allot shares or grant such rights under any
such offer or agreement as if the authority
had not expired
19 That, in substitution for all existing Mgmt For For
powers but without prejudice to any power
granted pursuant to resolution 21 (if
passed), and subject to the passing of
resolution 18, the Directors be generally
empowered pursuant to section 570 of the
Act to allot equity securities (as defined
in section 560 of the Act) for cash,
pursuant to the authority granted by
resolution 18 and/or where the allotment
constitutes an allotment of equity
securities by virtue of section 560(3) of
the Act, in each case free of the
restriction in section 561 of the Act, such
power to be limited: (a) to the allotment
of equity securities in connection with an
offer of equity securities (but in the case
of an allotment pursuant to the authority
granted by paragraph (b) of resolution 18,
such power shall be limited to the
allotment of equity securities in
connection with an offer by way of a rights
issue only): (i) to ordinary shareholders
in proportion (as nearly as may be
practicable) to their existing holdings;
and (ii) to holders of other equity
securities (as defined in section 560 of
the Act), as required by the rights of
those securities or, subject to such
rights, as the Directors otherwise consider
necessary, and so that the Directors may
impose any limits or restrictions and make
any arrangements which they consider
necessary or appropriate to deal with
treasury shares, fractional entitlements,
record dates, legal, regulatory or
practical problems in, or under the laws
of, any territory or any other matter; and
(b) to the allotment of equity securities,
pursuant to the authority granted by
paragraph (a) of resolution 18 and/or an
allotment which constitutes an allotment of
equity securities by virtue of section
560(3) of the Act (in each case otherwise
than in the circumstances set out in
paragraph (a) of this resolution) up to a
nominal amount of GBP 160,758,284
representing no more than 5% of the issued
ordinary share capital as at 28 February
2013; compliance with that limit shall be
calculated, in the case of equity
securities which are rights to subscribe
for, or to convert securities into,
ordinary shares (as defined in section 560
of the Act) by reference to the aggregate
nominal amount of relevant shares which may
be allotted pursuant to such rights, such
power to apply (unless previously renewed,
varied or revoked by the Company in General
Meeting) until the end of the Company's
next AGM after this resolution is passed
(or, if earlier, until the close of
business on 30 June 2014) but so that the
Company may make offers and enter into
agreements before the power expires which
would, or might, require equity securities
to be allotted after the power expires and
the Directors may allot equity securities
under any such offer or agreement as if the
power had not expired
20 That, in addition to any authority granted Mgmt For For
pursuant to resolution 18 (if passed), the
Directors be and are hereby generally and
unconditionally authorised pursuant to
section 551 of the Act to exercise all the
powers of the Company to allot shares (as
defined in section 540 of the Act) in the
Company or grant rights to subscribe for or
to convert any security into shares in the
Company up to an aggregate nominal amount
of GBP 825,000,000 in relation to any issue
by the Company or any member of the
Barclays Group of contingent equity
conversion notes that automatically convert
into or are exchanged for ordinary shares
in the Company in prescribed circumstances
('ECNs') where the Directors consider that
such an issuance of ECNs would be desirable
in connection with, or for the purposes of,
complying with or maintaining compliance
with the regulatory capital requirements or
targets applicable to the Barclays Group
from time to time, such authority to apply
(unless previously renewed, varied or
revoked by the Company in General Meeting)
until the end of the AGM of the Company to
be held in 2014 (or, if earlier, until the
close of business on 30 June 2014) but so
that the Company may make offers and enter
into agreements before the authority
expires which would, or might require
shares to be allotted or rights to
subscribe for or to convert any security
into shares to be granted after the
authority expires and the Directors may
allot shares or grant such rights under any
such offer or agreement as if the authority
had not expired
21 That, in addition to the power granted Mgmt For For
pursuant to resolution 19 (if passed), and
subject to the passing of resolution 20,
the Directors be generally empowered
pursuant to section 570 of the Act to allot
equity securities (as defined in section
560 of the Act) for cash pursuant to the
authority granted by resolution 20, free of
the restriction in section 561 of the Act,
such power to apply (unless previously
renewed, varied or revoked by the Company
in General Meeting) until the end of the
AGM of the Company to be held in 2014 (or,
if earlier, until the close of business on
30 June 2014) but so that the Company may
make offers and enter into agreements
before the power expires which would, or
might, require equity securities to be
allotted after the power expires and the
Directors may allot equity securities under
any such offer or agreement as if the power
had not expired
22 That the Company be generally and Mgmt For For
unconditionally authorised for the purposes
of section 701 of the Act to make market
purchases (within the meaning of section
693 of the Act) on the London Stock
Exchange of up to an aggregate of
1,286,066,272 ordinary shares of 25p each
in its capital, and may hold such shares as
treasury shares, provided that: (a) the
minimum price (exclusive of expenses) which
may be paid for each ordinary share is not
less than 25p; (b) the maximum price
(exclusive of expenses) which may be paid
for each ordinary share shall not be more
than the higher of: (i) 105% of the average
of the market values of the ordinary shares
(as derived from the Daily Official List of
the London Stock Exchange) for the five
business days immediately preceding the
date on which the purchase is made; and
(ii) that stipulated by Article 5(1) of the
Buy-back and Stabilisation Regulation (EC
2273/2003); and (c) unless previously
renewed, varied or revoked by the Company
in General Meeting, the authority conferred
by this resolution shall expire at the end
of the AGM of the Company to be held in
2014 or the close of business on 30 June
2014, whichever is the earlier (except in
relation to any purchase of shares the
contract for which was concluded before
such date and which would or might be
executed wholly or partly after such date)
23 That the Directors be and are hereby Mgmt For For
authorised to call general meetings (other
than an AGM) on not less than 14 clear
days' notice, such authority to expire at
the end of the AGM of the Company to be
held in 2014 or the close of business on 30
June 2014, whichever is the earlier
24 That the Directors be authorised to Mgmt For For
exercise the power contained in Article 132
of the Company's Articles of Association so
that, to the extent and on such terms and
conditions determined by the Directors, the
holders of ordinary shares be permitted to
elect to receive new ordinary shares
credited as fully paid instead of cash in
respect of all or part of any future
dividend (including any interim dividend),
declared or paid by the Directors or
declared by the Company in general meeting
(as the case may be), during the period
commencing on the date of this resolution
and ending on the earlier of 24 April 2018
and the beginning of the fifth AGM of the
Company following the date of this
resolution to the extent that the Directors
decide, at their discretion, to offer a
scrip dividend alternative in respect of
such dividend
25 That, subject to the passing of resolution Mgmt For For
24, article 132 of the Articles of
Association of the Company be and is hereby
altered by inserting the following as a new
article 132.10 immediately after the
full-stop at the end of article 132.9.2:
"For the purposes of this article 132, each
participant in the Company's dividend
reinvestment plan for holders of ordinary
shares (a "DRIP participant" and the "DRIP"
respectively) at midnight (UK time) on an
effective date to be determined at the
discretion of the board in connection with
the commencement of the Company's scrip
dividend programme (the "effective time")
(and whether or not the DRIP shall
subsequently be terminated or suspended)
shall be deemed to have elected to receive
ordinary shares, credited as fully paid,
instead of cash, on the terms and subject
to the conditions of the Company's scrip
dividend programme as from time to time in
force, in respect of the whole of each
dividend payable (but for such election)
after the effective time (and whether such
dividend is declared before, at or after
such an effective time) in respect of which
the right to receive such ordinary shares
instead of cash is made available, until
such time as such deemed election mandate
is revoked or deemed to be revoked in
accordance with the procedure established
by the board. The deemed election provided
for in the foregoing provision of this
article 132.10 shall not apply if and to
the extent that the board so determines at
any time and from time to time either for
all cases or in relation to any person or
class of persons or any holding of any
person or class of persons."
--------------------------------------------------------------------------------------------------------------------------
BASF SE, LUDWIGSHAFEN/RHEIN Agenda Number: 704328548
--------------------------------------------------------------------------------------------------------------------------
Security: D06216317
Meeting Type: AGM
Meeting Date: 26-Apr-2013
Ticker:
ISIN: DE000BASF111
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodians accounts,
please contact your CSR for more
information. Please consider the following
link:
https://materials.proxyvote.com/Approved/99
999Z/19840101/OTHER_153994.PDF
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
11.04.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the approved Financial Non-Voting
Statements of BASF SE and the approved
Consolidated Financial Statements of the
BASF Group for the financial year 2012;
presentation of the Managements Analyses of
BASF SE and the BASF Group for the
financial year 2012 including the
explanatory reports on the data according
to Section 289 (4) and Section 315 (4) of
the German Commercial Code; presentation of
the Report of the Supervisory Board
2. Adoption of a resolution on the Mgmt Take No Action
appropriation of profit
3. Adoption of a resolution giving formal Mgmt Take No Action
approval to the actions of the members of
the Supervisory Board
4. Adoption of a resolution giving formal Mgmt Take No Action
approval to the actions of the members of
the Board of Executive Directors
5. Election of the auditor for the financial Mgmt Take No Action
year 2013: KPMG AG
--------------------------------------------------------------------------------------------------------------------------
BAYER AG, LEVERKUSEN Agenda Number: 704304031
--------------------------------------------------------------------------------------------------------------------------
Security: D0712D163
Meeting Type: AGM
Meeting Date: 26-Apr-2013
Ticker:
ISIN: DE000BAY0017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodians accounts,
please contact your CSR for more
information. Please also have a look at the
following link:
https://materials.proxyvote.com/Approved/99
999Z/19840101/OTHER_153994.PDF
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
11.04.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the adopted annual Mgmt Take No Action
financial statements and the approved
consolidated financial statements, the
Combined Management Report, the report of
the Supervisory Board, the explanatory
report by the Board of Management on
takeover-related information and the
proposal by the Board of Management on the
use of the distributable profit for the
fiscal year 2012. Resolution on the use of
the distributable profit.
2. Ratification of the actions of the members Mgmt Take No Action
of the Board of Management
3. Ratification of the actions of the members Mgmt Take No Action
of the Supervisory Board
4. Approval of the Control and Profit and Loss Mgmt Take No Action
Transfer Agreement between the Company and
Bayer Beteiligungsverwaltung Goslar GmbH
5. Election of the auditor of the financial Mgmt Take No Action
statements and for the review of the
half-yearly financial report
--------------------------------------------------------------------------------------------------------------------------
BB&T CORPORATION Agenda Number: 933742985
--------------------------------------------------------------------------------------------------------------------------
Security: 054937107
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: BBT
ISIN: US0549371070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JOHN A. ALLISON IV Mgmt For For
JENNIFER S. BANNER Mgmt For For
K. DAVID BOYER, JR. Mgmt For For
ANNA R. CABLIK Mgmt For For
RONALD E. DEAL Mgmt For For
JAMES A. FAULKNER Mgmt For For
I. PATRICIA HENRY Mgmt For For
JOHN P. HOWE III, M.D. Mgmt For For
ERIC C. KENDRICK Mgmt For For
KELLY S. KING Mgmt For For
LOUIS B. LYNN Mgmt For For
EDWARD C. MILLIGAN Mgmt For For
CHARLES A. PATTON Mgmt For For
NIDO R. QUBEIN Mgmt For For
TOLLIE W. RICH, JR. Mgmt For For
THOMAS E. SKAINS Mgmt For For
THOMAS N. THOMPSON Mgmt For For
EDWIN H. WELCH, PH.D. Mgmt For For
STEPHEN T. WILLIAMS Mgmt For For
2. TO RATIFY THE REAPPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
CORPORATION'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. TO VOTE ON AN ADVISORY RESOLUTION TO Mgmt For For
APPROVE BB&T'S OVERALL PAY-FOR-PERFORMANCE
EXECUTIVE COMPENSATION PROGRAM, COMMONLY
REFERRED TO AS A "SAY ON PAY" VOTE.
4. TO VOTE ON A SHAREHOLDER PROPOSAL Shr Against For
REQUESTING REPORTS WITH RESPECT TO BB&T'S
POLITICAL CONTRIBUTIONS AND RELATED
POLICIES AND PROCEDURES.
5. TO VOTE ON A SHAREHOLDER PROPOSAL REGARDING Shr Against For
MAJORITY VOTING IN DIRECTOR ELECTIONS.
--------------------------------------------------------------------------------------------------------------------------
BB&T CORPORATION Agenda Number: 933743355
--------------------------------------------------------------------------------------------------------------------------
Security: 054937107
Meeting Type: Special
Meeting Date: 23-Apr-2013
Ticker: BBT
ISIN: US0549371070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO APPROVE AMENDMENTS TO THE RESTATED Mgmt For For
ARTICLES OF INCORPORATION, AS AMENDED, OF
BB&T TO CHANGE THE PAYMENT DATES OF ITS
PREFERRED STOCK DIVIDENDS TO CONFORM WITH
THE PAYMENT DATE OF ITS COMMON STOCK
DIVIDENDS AND CONFORM PREFERRED STOCK
RECORD DATES.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Mgmt For For
MEETING FOR ANY REASON.
--------------------------------------------------------------------------------------------------------------------------
BELGACOM SA DE DROIT PUBLIC, BRUXELLES Agenda Number: 704330531
--------------------------------------------------------------------------------------------------------------------------
Security: B10414116
Meeting Type: AGM
Meeting Date: 17-Apr-2013
Ticker:
ISIN: BE0003810273
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
1 Examination of the annual reports of the Non-Voting
Board of Directors of Belgacom SA under
public law with regard to the annual
accounts and the consolidated annual
accounts at 31 December 2012
2 Examination of the reports of the Board of Non-Voting
Auditors of Belgacom SA under public law
with regard to the annual accounts and of
the Independent Auditors with regard to the
consolidated annual accounts at 31 December
2012
3 Examination of the information provided by Non-Voting
the Joint Committee
4 Examination of the consolidated annual Non-Voting
accounts at 31 December 2012
5 Ratification of the decisions of the Board Mgmt For For
of Directors dated 25 October 2012 and 28
February 2013 to recognize for the future,
but suspend the dividend rights that were
cancelled up to then, for the total amount
of shares needed to cover the long-term
incentive plans for employees, tranches
2012 and 2013
6 approval of the annual accounts with regard Mgmt For For
to the financial year closed on 31 December
2012, including the following allocation of
the results as specified, For 2012, the
gross dividend amounts to EUR 2.49 per
share, entitling shareholders to a dividend
net of withholding tax of EUR 1.8675 per
share, of which an interim dividend of EUR
0.81 (EUR 0.6075 per share net of
withholding tax) was already paid out on 14
December 2012; this means that a gross
dividend of EUR 1.68 per share (EUR 1.26
per share net of withholding tax) will be
paid on 26 April 2013. The ex-dividend date
is fixed on 23 April 2013, the record date
is 25 April 2013
7 Approval of the remuneration report Mgmt For For
8 Granting of a discharge to the members of Mgmt For For
the Board of Directors for the exercise of
their mandate during the financial year
closed on 31 December 2012
9 Granting of a discharge to the members of Mgmt For For
the Board of Auditors for the exercise of
their mandate during the financial year
closed on 31 December 2012
10 Granting of a discharge to the Independent Mgmt For For
Auditors Deloitte Statutory Auditors SC sfd
SCRL, represented by Mr. Geert Verstraeten
and Mr. Luc Van Coppenolle, for the
exercise of their mandate during the
financial year closed on 31 December 2012
11 To appoint, on nomination by the Board of Mgmt For For
Directors after recommendation of the
Nomination and Remuneration Committee, Mr.
Guido J.M. Demuynck as Board Member for a
period which will expire at the annual
general meeting of 2019
12 To appoint, on nomination by the Board of Mgmt For For
Directors after recommendation of the
Nomination and Remuneration Committee, Mrs.
Carine Doutrelepont as Board Member for a
period which will expire at the annual
general meeting of 2016
13 To appoint, on nomination by the Board of Mgmt For For
Directors after recommendation of the
Nomination and Remuneration Committee, Mr.
Oren G. Shaffer as Board Member for a
period which will expire at the annual
general meeting of 2014
14 To set the remuneration for the mandate of Mgmt For For
Mr. Guido J.M. Demuynck, Mrs. Carine
Doutrelepont and Mr. Oren G. Shaffer as
follows: Fixed annual remuneration of EUR
25,000; Attendance fee of EUR 5,000 per
Board meeting attended; Attendance fee of
EUR 2,500 per Board advisory committee
meeting attended; EUR 2,000 per year to
cover communication costs
15 To appoint Deloitte Mgmt For For
Bedrijfsrevisoren/Reviseurs d'Entreprises
SC sfd SCRL, represented by Mr. Geert
Verstraeten and Mr. Nico Houthaeve, for a
period of three years for an annual audit
fee of 298,061 EUR (to be indexed annually)
16 Miscellaneous Non-Voting
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN TEXT OF RESOLUTION 15. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BERKSHIRE HATHAWAY INC. Agenda Number: 933747529
--------------------------------------------------------------------------------------------------------------------------
Security: 084670702
Meeting Type: Annual
Meeting Date: 04-May-2013
Ticker: BRKB
ISIN: US0846707026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
WARREN E. BUFFETT Mgmt For For
CHARLES T. MUNGER Mgmt For For
HOWARD G. BUFFETT Mgmt For For
STEPHEN B. BURKE Mgmt For For
SUSAN L. DECKER Mgmt For For
WILLIAM H. GATES III Mgmt For For
DAVID S. GOTTESMAN Mgmt For For
CHARLOTTE GUYMAN Mgmt For For
DONALD R. KEOUGH Mgmt For For
THOMAS S. MURPHY Mgmt For For
RONALD L. OLSON Mgmt For For
WALTER SCOTT, JR. Mgmt For For
MERYL B. WITMER Mgmt For For
2. SHAREHOLDER PROPOSAL REGARDING GREENHOUSE Shr Against For
GAS AND OTHER AIR EMISSIONS.
--------------------------------------------------------------------------------------------------------------------------
BHP BILLITON PLC, LONDON Agenda Number: 704060754
--------------------------------------------------------------------------------------------------------------------------
Security: G10877101
Meeting Type: AGM
Meeting Date: 25-Oct-2012
Ticker:
ISIN: GB0000566504
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Financial statements and reports Mgmt For For
2 To elect Pat Davies as a Director of each Mgmt For For
of BHP Billiton Plc and BHP Billiton
Limited
3 To re-elect Malcolm Broomhead as a Director Mgmt For For
of each of BHP Billiton Plc and BHP
Billiton Limited
4 To re-elect Sir John Buchanan as a Director Mgmt For For
of each of BHP Billiton Plc and BHP
Billiton Limited
5 To re-elect Carlos Cordeiro as a Director Mgmt For For
of each of BHP Billiton Plc and BHP
Billiton Limited
6 To re-elect David Crawford as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited
7 To re-elect Carolyn Hewson as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited
8 To re-elect Marius Kloppers as a Director Mgmt For For
of each of BHP Billiton Plc and BHP
Billiton Limited
9 To re-elect Lindsay Maxsted as a Director Mgmt For For
of each of BHP Billiton Plc and BHP
Billiton Limited
10 To re-elect Wayne Murdy as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited
11 To re-elect Keith Rumble as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited
12 To re-elect John Schubert as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited
13 To re-elect Shriti Vadera as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited
14 To re-elect Jac Nasser as a Director of Mgmt For For
each of BHP Billiton Plc and BHP Billiton
Limited
15 That KPMG Audit Plc be reappointed as the Mgmt For For
auditor of BHP Billiton Plc and that the
Directors be authorised to agree their
remuneration
16 General authority to issue shares in BHP Mgmt For For
Billiton Plc
17 Issuing shares in BHP Billiton Plc for cash Mgmt For For
18 Repurchase of shares in BHP Billiton Plc Mgmt For For
(and cancellation of shares in BHP Billiton
Plc purchased by BHP Billiton Limited)
19 Remuneration Report Mgmt For For
20 Approval of grant of Long-Term Incentive Mgmt For For
Performance Shares to Executive Director -
Marius Kloppers
--------------------------------------------------------------------------------------------------------------------------
BIOMARIN PHARMACEUTICAL INC. Agenda Number: 933765046
--------------------------------------------------------------------------------------------------------------------------
Security: 09061G101
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: BMRN
ISIN: US09061G1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
JEAN-JACQUES BIENAIME Mgmt No vote
MICHAEL GREY Mgmt No vote
ELAINE J. HERON Mgmt No vote
PIERRE LAPALME Mgmt No vote
V. BRYAN LAWLIS Mgmt No vote
RICHARD A. MEIER Mgmt No vote
ALAN J. LEWIS Mgmt No vote
WILLIAM D. YOUNG Mgmt No vote
KENNETH M. BATE Mgmt No vote
2 TO APPROVE AN AMENDMENT TO BIOMARIN'S 2006 Mgmt No vote
SHARE INCENTIVE PLAN TO INCREASE THE
AGGREGATE NUMBER OF SHARES OF COMMON STOCK
AUTHORIZED FOR ISSUANCE UNDER SUCH PLAN
FROM 23,000,000 TO 31,000,000 AND TO MAKE
CERTAIN OTHER MODIFICATIONS TO SUCH PLAN AS
DISCLOSED IN ITS PROXY STATEMENT.
3 TO VOTE ON AN ADVISORY BASIS TO APPROVE THE Mgmt No vote
COMPENSATION OF BIOMARIN'S NAMED EXECUTIVE
OFFICERS, AS DISCLOSED IN ITS PROXY
STATEMENT.
4 TO RATIFY THE SELECTION OF KPMG LLP AS THE Mgmt No vote
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR BIOMARIN FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
BNP PARIBAS SA, PARIS Agenda Number: 704322748
--------------------------------------------------------------------------------------------------------------------------
Security: F1058Q238
Meeting Type: MIX
Meeting Date: 15-May-2013
Ticker:
ISIN: FR0000131104
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0313/201303131300703.pdf . PLEASE NOTE
THAT THIS IS A REVISION DUE TO CHANGE IN
NUMBERING OF RESOLUTION TO O.2 AND ADDITION
OF URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0412/201304121301275.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year 2012
O.3 Allocation of income for the financial year Mgmt For For
ended December 31, 2012 and distribution of
the dividend
O.4 Special report of the Statutory Auditors on Mgmt For For
the agreements and commitments pursuant to
Articles L.225-38 et seq. of the Commercial
Code
O.5 Agreement entered in between BNP Paribas Mgmt For For
and Mr. Jean-Laurent Bonnafe, Managing
Director
O.6 Authorization for BNP Paribas to repurchase Mgmt For For
its own shares
O.7 Renewal of term of Mr. Jean-Laurent Bonnafe Mgmt For For
as Board member
O.8 Renewal of term of Mr. Michel Tilmant as Mgmt For For
Board member
O.9 Renewal of term of Mr. Emiel Van Broekhoven Mgmt For For
as Board member
O.10 Appointment of Mr. Christophe de Margerie Mgmt For For
as Board member
O.11 Appointment of Mrs. Marion Guillou as Board Mgmt For For
member
O.12 Legal filing of reports and documents by Mgmt For For
the Statutory Auditors at the court
registry
E.13 Simplifying, adapting and harmonizing the Mgmt For For
bylaws with the law
E.14 Authorization to be granted to the Board of Mgmt For For
Directors to reduce capital by cancellation
of shares
E.15 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BOLIDEN AB, STOCKHOLM Agenda Number: 704373389
--------------------------------------------------------------------------------------------------------------------------
Security: W17218103
Meeting Type: AGM
Meeting Date: 03-May-2013
Ticker:
ISIN: SE0000869646
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 154765 DUE TO CHANGE IN VOTING
STATUS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) IS REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN Non-Voting
SWEDEN ACCEPT ABSTAIN AS A VALID VOTE
OPTION. THANK YOU
1 Opening of the Annual General Meeting Non-Voting
2 Election of the Chairman of the Meeting: Non-Voting
The Nomination Committee proposes that
Anders Ullberg be elected Chairman of the
meeting
3 Preparation and approval of the voting Non-Voting
register
4 Approval of the agenda Non-Voting
5 Election of two persons to verify the Non-Voting
minutes together with the Chairman
6 Determination whether the Meeting has been Non-Voting
duly convened
7 Presentation of the annual report and Non-Voting
auditors' report as well as the
consolidated financial statements and
auditors' report for the Group
8 Report on the work of the Board of Non-Voting
Directors, its Remuneration Committee and
its Audit Committee
9 The President's address Non-Voting
10 Report on the audit work during 2012 Non-Voting
11 Resolutions regarding adoption of the Mgmt For For
income statement and balance sheet as well
as the consolidated income statement and
consolidated balance sheet
12 Resolution regarding appropriation of the Mgmt For For
company's profit in accordance with the
adopted balance sheet and determination of
the record day for the right to receive
dividend: The Board of Directors proposes a
dividend to the shareholders of SEK 4 per
share and that Wednesday, May 8, 2013 shall
be the record date for the right to receive
dividends. Provided the Annual General
Meeting resolves in accordance with the
proposal, the dividend is expected to be
distributed through Euroclear Sweden AB on
Tuesday, May 14, 2013
13 Resolution regarding discharge from Mgmt For For
liability of the members of the Board of
Directors and the President
14 Report on the work of the Nomination Non-Voting
Committee
15 Resolution on the number of Board members Mgmt For For
and auditors to be appointed by the Annual
General Meeting: The Nomination Committee
proposes the appointment of eight Board
members and one registered accounting firm
as auditor
16 Resolution on fees for the Board of Mgmt For For
Directors
17 Election of the Members and Chairman of the Mgmt For For
Board of Directors: The Nomination
Committee proposes re-election of Board
members Marie Berglund, Staffan Bohman,
Lennart Evrell, Ulla Litzen, Michael G:son
Low, Leif Ronnback and Anders Ullberg and
that Tom Erixon is elected as new Board
member. Tom Erixon, aged 52, LL.B, MBA, has
broad experience from senior operational
positions as well as from management
consulting. Since 2011 he is the President
and CEO of Ovako, prior to which he worked
for over ten years in a range of senior
managerial positions within Sandvik,
including as CEO of Sandvik Coromant. The
Nomination Committee also proposes
re-election of Anders Ullberg as Chairman
of the Board of Directors
18 Resolution on fees for the auditor Mgmt For For
19 Resolution on the appointment of auditor: Mgmt For For
The Nomination Committee proposes
re-election of Ernst & Young AB as auditor
for the period until the next Annual
General Meeting
20 Resolution regarding guidelines for Mgmt For For
compensation for the Group Management
21 Election of members of the Nomination Mgmt For For
Committee: The Nomination Committee
proposes that Jan Andersson (Swedbank Robur
Fonder), Thomas Ehlin (Nordeas Fonder),
Lars-Erik Forsgardh, Anders Oscarsson (AMF)
and Anders Ullberg (Chairman of the Board
of Directors) are appointed as new
Nomination Committee members
22 Closing of the Annual General Meeting Non-Voting
--------------------------------------------------------------------------------------------------------------------------
BP PLC, LONDON Agenda Number: 704310870
--------------------------------------------------------------------------------------------------------------------------
Security: G12793108
Meeting Type: AGM
Meeting Date: 11-Apr-2013
Ticker:
ISIN: GB0007980591
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Directors' Annual Report and Mgmt For For
Accounts
2 To approve the Directors' Remuneration Mgmt For For
Report
3 To re-elect Mr R W Dudley as a Director Mgmt For For
4 To re-elect Mr I C Conn as a Director Mgmt For For
5 To re-elect Dr B Gilvary as a Director Mgmt For For
6 To re-elect Mr P M Anderson as a Director Mgmt For For
7 To re-elect Admiral F L Bowman as a Mgmt For For
Director
8 To re-elect Mr A Burgmans as a Director Mgmt For For
9 To re-elect Mrs C B Carroll as a Director Mgmt For For
10 To re-elect Mr G David as a Director Mgmt For For
11 To re-elect Mr I E L Davis as a Director Mgmt For For
12 To re-elect Professor Dame Ann Dowling as a Mgmt For For
Director
13 To re-elect Mr B R Nelson as a Director Mgmt For For
14 To re-elect Mr F P Nhleko as a Director Mgmt For For
15 To re-elect Mr A B Shilston as a Director Mgmt For For
16 To re-elect Mr C-H Svanberg as a Director Mgmt For For
17 To reappoint Ernst and Young LLP as Mgmt For For
auditors and authorize the Board to fix
their remuneration
18 Special Resolution: to give limited Mgmt For For
authority for the purchase of its own
shares by the Company
19 To give limited authority to allot shares Mgmt For For
up to a specified amount
20 Special Resolution: to give authority to Mgmt For For
allot a limited number of shares for cash
free of pre-emption rights
21 Special Resolution: to authorize the Mgmt For For
calling of general meetings (excluding
Annual General Meetings) by notice of at
least 14 clear days
--------------------------------------------------------------------------------------------------------------------------
BRITISH AMERICAN TOBACCO PLC Agenda Number: 704346976
--------------------------------------------------------------------------------------------------------------------------
Security: G1510J102
Meeting Type: AGM
Meeting Date: 25-Apr-2013
Ticker:
ISIN: GB0002875804
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of the 2012 Report and Accounts Mgmt For For
2 Approval of the 2012 Remuneration Report Mgmt For For
3 To declare a final dividend of 92.7p per Mgmt For For
ordinary share in respect of the year ended
31 December 2012, payable on 8 May 2013 to
shareholders on the register at the close
of business on 15 March 2013
4 Re-appointment of the Auditors: Mgmt For For
PricewaterhouseCoopers LLP
5 Authority for the Directors to agree the Mgmt For For
Auditor's remuneration
6 Re-election of Richard Burrows as a Mgmt For For
Director (N)
7 Re-election of John Daly as a Director Mgmt For For
8 Re-election of Karen de Segundo as a Mgmt For For
Director (C, N)
9 Re-election of Nicandro Durante as a Mgmt For For
Director
10 Re-election of Ann Godbehere as a Director Mgmt For For
(A, N, R)
11 Re-election of Christine Morin-Postel as a Mgmt For For
Director (C, N, R)
12 Re-election of Gerry Murphy as a Director Mgmt For For
(N, R)
13 Re-election of Kieran Poynter as a Director Mgmt For For
(A N R)
14 Re-election of Anthony Ruys as a Director Mgmt For For
(A, N)
15 Re-election of Ben Stevens as a Director Mgmt For For
16 Election of Richard Tubb as a Director (C, Mgmt For For
N) who has been appointed since the last
Annual General Meeting
17 Renewal of the Director's authority to Mgmt For For
allot shares
18 Renewal of the Director's authority to Mgmt For For
disapply pre-emption rights
19 Authority for the Company to purchase its Mgmt For For
own shares
20 Authority to make donations to political Mgmt For For
organisations and to incur political
expenditure
21 Notice period for General Meetings Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RESOLUTIONS NO. 3 AND 16.
IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BRITISH LAND CO PLC R.E.I.T., LONDON Agenda Number: 703934136
--------------------------------------------------------------------------------------------------------------------------
Security: G15540118
Meeting Type: AGM
Meeting Date: 13-Jul-2012
Ticker:
ISIN: GB0001367019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the audited Accounts of the Mgmt For For
Company for the year ended 31 March 2012,
and the Directors' Report thereon
2 To approve the Directors' Remuneration Mgmt For For
Report on pages 82 to 96 of the Annual
Report and Accounts for the year ended 31
March 2012
3 To re-elect Aubrey Adams as a Director of Mgmt For For
the Company with effect from the end of the
meeting
4 To re-elect Lucinda Bell as a Director of Mgmt For For
the Company with effect from the end of the
meeting
5 To re-elect Simon Borrows as a Director of Mgmt For For
the Company with effect from the end of the
meeting
6 To re-elect Chris Gibson-Smith as a Mgmt For For
Director of the Company with effect from
the end of the meeting
7 To re-elect John Gildersleeve as a Director Mgmt For For
of the Company with effect from the end of
the meeting
8 To re-elect Chris Grigg as a Director of Mgmt For For
the Company with effect from the end of the
meeting
9 To re-elect Dido Harding as a Director of Mgmt For For
the Company with effect from the end of the
meeting
10 To re-elect William Jackson as a Director Mgmt For For
of the Company with effect from the end of
the meeting
11 To re-elect Charles Maudsley as a Director Mgmt For For
of the Company with effect from the end of
the meeting
12 To re-elect Richard Pym as a Director of Mgmt For For
the Company with effect from the end of the
meeting
13 To re-elect Tim Roberts as a Director of Mgmt For For
the Company with effect from the end of the
meeting
14 To re-elect Stephen Smith as a Director of Mgmt For For
the Company with effect from the end of the
meeting
15 To re-elect Lord Turnbull as a Director of Mgmt For For
the Company with effect from the end of the
meeting
16 To re-appoint Deloitte LLP as the auditor Mgmt For For
of the Company with effect from the end of
the meeting
17 To authorise the Directors to agree the Mgmt For For
auditor's remuneration
18 That the Company and any company which is Mgmt For For
or becomes a subsidiary of the Company
during the period to which this resolution
relates be and are hereby authorised to:
(a) make donations to political parties and
independent election candidates; (b) make
donations to political organisations other
than political parties; and (c) incur
political expenditure, during the period
commencing on the date of this resolution
and ending on the date of the Company's
next annual general meeting, provided that
in each case any such donation and
expenditure made by the Company or by any
such subsidiary shall not exceed GBP 20,000
per company and together those made by any
subsidiary and the Company shall not exceed
in aggregate GBP 20,000. Any terms used in
this resolution which are defined in Part
14 of the Companies Act 2006 shall bear
CONTD
CONT CONTD the same meaning for the purposes of Non-Voting
this resolution
19 That: (a) the Directors be generally and Mgmt For For
unconditionally authorised pursuant to
section 551 of the Companies Act 2006 (the
2006 Act) to: (i) allot shares in the
Company, and to grant rights to subscribe
for or to convert any security into shares
in the Company: A. up to an aggregate
nominal amount of GBP 74,078,663; and B.
comprising equity securities (as defined in
the 2006 Act) up to an aggregate nominal
amount of GBP 148,157,327 (including within
the applicable limit any shares issued or
rights granted under paragraph A. above),
in connection with an offer by way of a
rights issue: i. to holders of ordinary
shares in proportion (as nearly as may be
practicable) to their existing holdings;
and ii. to people who are holders of other
equity securities if this is required by
the rights of those securities or, if the
CONTD
CONT CONTD Directors consider it necessary, as Non-Voting
permitted by the rights of those
securities, and so that the Directors may
impose any limits or restrictions and make
any arrangements which they consider
necessary or appropriate to deal with
treasury shares, fractional entitlements,
record dates, legal, regulatory or
practical problems in, or under the laws
of, any territory or any other matter; for
a period expiring (unless previously
renewed, varied or revoked by the Company
in general meeting) at the end of the next
annual general meeting of the Company after
the date on which this resolution is
passed; and (ii) make an offer or agreement
which would or might require shares to be
allotted, or rights to subscribe for or
convert any security into shares to be
granted, after expiry of this authority and
the Directors may allot CONTD
CONT CONTD shares and grant rights in pursuance Non-Voting
of that offer or agreement as if this
authority had not expired; (b) subject to
paragraph (c) below, all existing
authorities given to the Directors pursuant
to section 551 of the 2006 Act be revoked
by this; and (c) paragraph (b) above shall
be without prejudice to the continuing
authority of the Directors to allot shares,
or grant rights to subscribe for or convert
any security into shares, pursuant to an
offer or agreement made by the Company
before the expiry of the authority pursuant
to which such offer or agreement was made
20 That, subject to the passing of resolution Mgmt For For
19 in the Notice of the annual general
meeting of the Company to be held on Friday
13 July 2012 (the Notice), and in place of
the existing power given to them pursuant
to the special resolution of the Company
passed on 15 July 2011, the Directors be
generally empowered pursuant to section 570
and section 573 of the Companies Act 2006
(the 2006 Act) to allot equity securities
(as defined in the 2006 Act) for cash,
pursuant to the authority conferred by
resolution 19 in the Notice as if section
561(1) of the 2006 Act did not apply to the
allotment. This power: (a) expires (unless
previously renewed, varied or revoked by
the Company in general meeting) at the end
of the next annual general meeting of the
Company after the date on which this
resolution is passed, but the Company may
CONTD
CONT CONTD make an offer or agreement which Non-Voting
would or might require equity securities to
be allotted after expiry of this power and
the Directors may allot equity securities
in pursuance of that offer or agreement as
if this power had not expired; (b) shall be
limited to the allotment of equity
securities in connection with an offer of
equity securities (but in the case of the
authority granted under resolution 19
(a)(i)B by way of a rights issue only): i.
to the ordinary Shareholders in proportion
(as nearly as may be practicable) to their
existing holdings; and ii. to people who
hold other equity securities, if this is
required by the rights of those securities
or, if the Directors consider it necessary,
as permitted by the rights of those
securities, and so that the Directors may
impose any limits or restrictions and make
CONTD
CONT CONTD any arrangements which they consider Non-Voting
necessary or appropriate to deal with
treasury shares, fractional entitlements,
record dates, legal, regulatory or
practical problems in, or under the laws
of, any territory or any other matter; and
(c) in the case of the authority granted
under resolution 19 (a)(i)A shall be
limited to the allotment of equity
securities for cash otherwise than pursuant
to paragraph (b) up to an aggregate nominal
amount of GBP 11,111,799. This power
applies in relation to a sale of shares
which is an allotment of equity securities
by virtue of section 560(3) of the 2006 Act
as if in the first paragraph of this
resolution the words "pursuant to the
authority conferred by resolution 19 in the
Notice" were omitted
21 That the Company be and is hereby generally Mgmt For For
and unconditionally authorised to make
market purchases (within the meaning of
section 693(4) of the Companies Act 2006)
of its ordinary shares of 25 pence each,
subject to the following conditions: (a)
the maximum number of ordinary shares
authorised to be purchased is 88,894,396;
(b) the minimum price (exclusive of
expenses) which may be paid for an ordinary
share is 25 pence; (c) the maximum price
(exclusive of expenses) which may be paid
for each ordinary share is the higher of:
(i) an amount equal to 105 per cent. of the
average of the middle market quotations of
an ordinary share of the Company as derived
from the London Stock Exchange Daily
Official List for the five business days
immediately preceding the day on which the
ordinary share is contracted to be
purchased; CONTD
CONT CONTD and (ii) an amount equal to the Non-Voting
higher of the price of the last independent
trade of an ordinary share and the highest
current independent bid for an ordinary
share as derived from the London Stock
Exchange Trading System ("SETS"); (d) this
authority shall expire at the close of the
next annual general meeting of the Company
or, if earlier, at the close of business on
13 January 2014; and (e) a contract to
purchase shares under this authority may be
made before the expiry of this authority,
and concluded in whole or in part after the
expiry of this authority
22 That a general meeting of the Company, Mgmt For For
other than an annual general meeting, may
be called on not less than 14 clear days'
notice
--------------------------------------------------------------------------------------------------------------------------
BRITISH SKY BROADCASTING GROUP PLC, ISLEWORTH MIDD Agenda Number: 704068584
--------------------------------------------------------------------------------------------------------------------------
Security: G15632105
Meeting Type: AGM
Meeting Date: 01-Nov-2012
Ticker:
ISIN: GB0001411924
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the financial statements for the Mgmt For For
year ended 30 June 2012, together with the
reports of the Directors and Auditors
thereon
2 To declare a final dividend for the year Mgmt For For
ended 30 June 2012 of 16.20 pence for each
ordinary share in the capital of the
Company
3 To reappoint Tracy Clarke as a Director Mgmt For For
4 To reappoint Jeremy Darroch as a Director Mgmt For For
5 To reappoint David F. DeVoe as a Director Mgmt For For
6 To reappoint Nicholas Ferguson as a Mgmt For For
Director
7 To reappoint Martin Gilbert as a Director Mgmt For For
8 To reappoint Andrew Griffith as a Director Mgmt For For
9 To reappoint Andrew Higginson as a Director Mgmt For For
10 To reappoint Thomas Mockridge as a Director Mgmt For For
11 To reappoint James Murdoch as a Director Mgmt For For
12 To reappoint Matthieu Pigasse as a Director Mgmt For For
13 To reappoint Daniel Rimer as a Director Mgmt For For
14 To reappoint Arthur Siskind as a Director Mgmt For For
15 To reappoint Lord Wilson of Dinton as a Mgmt For For
Director
16 To reappoint Deloitte LLP as Auditors of Mgmt For For
the Company and to authorise the Directors
to agree their remuneration
17 To approve the report on Directors' Mgmt For For
remuneration for the year ended 30 June
2012
18 That, in accordance with sections 366 and Mgmt For For
367 of the Companies Act 2006, the Company
and all companies that are subsidiaries of
the Company at the time at which this
Resolution is passed or at any time during
the period for which this Resolution has
effect are generally and unconditionally
authorised to: (a) make political donations
to political parties or independent
election candidates, not exceeding GBP
100,000 in total; (b) make political
donations to political organisations other
than political parties, not exceeding GBP
100,000 in total; and (c) incur political
expenditure, not exceeding GBP 100,000 in
total, (as such terms are defined in the
Companies Act 2006) during the period
beginning with the date of the passing of
this Resolution and ending on 31 December
2013 or, if sooner, the conclusion of the
annual general meeting of the Company to be
held in 2013, provided that the authorised
sum referred to in paragraphs (a), (b) and
(c) above may be comprised of one or more
amounts in different currencies which, for
the purposes of calculating the said sum,
shall be converted into pounds sterling at
the exchange rate published in the London
edition of the Financial Times on the day
on which the relevant donation is made or
expenditure incurred (or the first business
day thereafter) or, if earlier, on the day
in which the Company enters into any
contract or undertaking in relation to the
same
19 That the Directors be generally and Mgmt For For
unconditionally authorised pursuant to and
in accordance with section 551 of the
Companies Act 2006 to exercise all the
powers of the Company to allot shares in
the Company and to grant rights to
subscribe for, or to convert any security
into, shares in the Company (Rights) up to
a maximum nominal amount of GBP 273,000,000
(being approximately 33% of the issued
ordinary share capital of the Company),
provided that this authority shall expire
at the conclusion of the annual general
meeting of the Company to be held in 2013,
save that the Company shall be entitled to
make offers or agreements before the expiry
of this authority which would or might
require shares to be allotted or Rights to
be granted after such expiry and the
Directors shall be entitled to allot shares
and grant Rights pursuant to any such
offers or agreements as if this authority
had not expired; and all unexercised
authorities previously granted to the
Directors to allot shares and grant Rights
be and are hereby revoked
20 That, (a) subject to the passing of Mgmt For For
Resolution 19 set out above, the Directors
be empowered pursuant to section 570 and
section 573 of the Companies Act 2006 to
allot equity securities, within the meaning
of section 560 of that Act, for cash
pursuant to the authority conferred by
Resolution 18, as if section 561 (1) of
that Act did not apply to any such
allotment, provided that this power shall
be limited to: (i) the allotment of equity
securities in connection with a rights
issue; and (ii) the allotment to any person
or persons (otherwise than in connection
with a rights issue) of equity securities
up to an aggregate nominal amount of GBP
41,000,000 (being approximately 5% of the
issued ordinary share capital of the
Company); (b) the power given by this
resolution shall expire upon the expiry of
the authority conferred by Resolution 18
set out above, save that the Directors
shall be entitled to make offers or
agreements before the expiry of such power
which would or might require equity
securities to be allotted after such expiry
and the Directors shall be entitled to
allot equity securities pursuant to any
such offers or agreements as if the power
conferred hereby had not expired; and (c)
for the purposes of this Resolution,
"rights issue" means a rights issue, open
offer or other offer of equity securities
open for acceptance for a period fixed by
the Directors to holders of equity
securities on the register on a fixed
record date where the equity securities
respectively attributable to the interests
of such holders are proportionate (as
nearly as may be practicable) to their
respective holdings of such equity
securities or in accordance with the rights
attached thereto (but subject to such
exclusions or other arrangements as the
Directors may deem necessary or expedient
in relation to treasury shares, fractional
entitlements or legal or practical problems
under the laws of, or the requirements, of
any recognised body or any stock exchange
in, any territory or by virtue of shares
being represented by depositary receipts or
any other matter)
21 That until the conclusion of the annual Mgmt For For
general meeting of the Company in 2013, a
general meeting of the Company, other than
an annual general meeting of the Company,
may be called on not less than 14 clear
days' notice
22 That, subject to and conditional on the Mgmt For For
passing of Resolutions 23 and 24 set out
below, the Company be and is hereby
generally and unconditionally authorised
for the purpose of section 701 of the
Companies Act 2006 to make market purchases
(within the meaning of section 693(4) of
the Companies Act 2006) of its ordinary
shares of GBP 0.50 each on such terms and
in such manner as the Directors may from
time to time determine provided that: (a)
the maximum number of ordinary shares
authorised to be purchased is 248,313,994
(representing approximately 14.99% of the
Company's issued share capital as at 17
September 2012); (b) the minimum price
(excluding expenses) which may be paid for
each ordinary share is GBP 0.50; (c) the
maximum price (excluding expenses) which
may be paid for each ordinary share is the
higher of: (i) 105% of the average of the
middle market quotations for an ordinary
share in the Company as derived from the
London Stock Exchange Daily Official List
for the five business days immediately
preceding the day on which such share is
contracted to be purchased; and (ii) the
amount stipulated by Article 5(1) of the EU
Buyback and Stabilisation Regulation (being
the higher of the price of the last
independent trade of an ordinary share and
the highest current independent bid for an
ordinary share on the trading venue where
the purchase is carried out); (d) the
authority hereby conferred shall, unless
previously varied, revoked or renewed,
expire on the date on which the annual
general meeting of the Company is held in
2013 or, if earlier, when the Company has
repurchased such number of ordinary shares
as shall result in the aggregate total
payment by the Company to shareholders of
GBP 500,000,000 pursuant to market
purchases made under this authority and
off-market purchases made pursuant to the
authority granted by Resolution 23; and (e)
the Company may, before the expiry of the
authority granted by this resolution, enter
into a contract to purchase ordinary shares
which will or may be executed wholly or
partly after the expiry of such authority
23 That, subject to and conditional upon the Mgmt For For
passing of Resolution 22 set out above and
Resolution 24 set out below, the terms of
the agreement between the Company, BSkyB
Holdco Inc., News Corporation and News UK
Nominees Limited dated 25 July 2012 (a copy
of which has been produced to the meeting
and made available at the Company's
registered office for not less than 15 days
ending with the date of this meeting)
pursuant to which the Company may make
off-market purchases (as defined by section
693(2) of the Companies Act 2006) of its
ordinary shares of GBP 0.50 each from BSkyB
Holdco Inc. (as beneficial owner) and News
UK Nominees Limited (as legal owner), be
and are hereby approved and authorised for
the purposes of section 694 of the
Companies Act 2006 and that: (a) the
Company be and is hereby authorised to make
such off-market purchases from News UK
Nominees Limited, provided that this
authority shall expire on the date on which
the annual general meeting of the Company
is held in 2013 or, if earlier, when the
Company has repurchased such number of
ordinary shares as shall result in the
aggregate total payment by the Company to
shareholders of GBP 500,000,000 pursuant to
off-market purchases made pursuant to this
authority and market purchases made under
the authority granted by Resolution 22; and
(b) the Company may, before expiry of the
authority granted by this resolution enter
into a contract to purchase ordinary shares
which will be executed wholly or partly
after the expiry of such authority
24 That subject to and conditional upon the Mgmt For For
passing of Resolutions 22 and 23 set out
above, the agreement between the Company,
BSkyB Holdco Inc., News Corporation and
News UK Nominees Limited dated 25 July 2012
(a copy of which has been produced to the
meeting) pursuant to which the Company may
make off-market purchases (as defined by
section 693(2) of the Companies Act 2006)
of its ordinary shares of GBP 0.50 each
from BSkyB Holdco Inc. (as beneficial
owner) and News UK Nominees Limited (as
legal owner), be and is hereby approved and
that the Directors be and are hereby
authorised to take all such steps as may be
necessary or desirable in relation thereto
and to carry the same into effect
--------------------------------------------------------------------------------------------------------------------------
BROADCOM CORPORATION Agenda Number: 933766593
--------------------------------------------------------------------------------------------------------------------------
Security: 111320107
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: BRCM
ISIN: US1113201073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
R.J. FINOCCHIO, JR. Mgmt For For
NANCY H. HANDEL Mgmt For For
EDDY W. HARTENSTEIN Mgmt For For
MARIA M. KLAWE, PH.D. Mgmt For For
JOHN E. MAJOR Mgmt For For
SCOTT A. MCGREGOR Mgmt For For
WILLIAM T. MORROW Mgmt For For
HENRY SAMUELI, PH.D. Mgmt For For
ROBERT E. SWITZ Mgmt For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
BROTHER INDUSTRIES,LTD. Agenda Number: 704573737
--------------------------------------------------------------------------------------------------------------------------
Security: 114813108
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3830000000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BT GROUP PLC, LONDON Agenda Number: 703845620
--------------------------------------------------------------------------------------------------------------------------
Security: G16612106
Meeting Type: AGM
Meeting Date: 11-Jul-2012
Ticker:
ISIN: GB0030913577
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That the accounts and reports of the Mgmt For For
directors and the auditors for the year
ended 31 March 2012 be received
2 That the directors' remuneration report for Mgmt For For
the year ended 31 March 2012 be approved
3 That the final dividend of 5.7 pence per Mgmt For For
share recommended by the directors be
declared to be payable on 3 September 2012
to holders of ordinary shares registered at
the close of business on 10 August 2012
4 That Sir Michael Rake be re-elected as a Mgmt For For
director
5 That Ian Livingston be re-elected as a Mgmt For For
director
6 That Tony Chanmugam be re-elected as a Mgmt For For
director
7 That Gavin Patterson be re-elected as a Mgmt For For
director
8 That Tony Ball be re-elected as a director Mgmt For For
9 That the Rt Hon Patricia Hewitt be Mgmt For For
re-elected as a director
10 That Phil Hodkinson be re-elected as a Mgmt For For
director
11 That Nick Rose be re-elected as a director Mgmt For For
12 That Jasmine Whitbread be re-elected as a Mgmt For For
director
13 That Karen Richardson be elected as a Mgmt For For
director
14 That PricewaterhouseCoopers LLP be Mgmt For For
re-appointed auditors of the Company, to
hold office until the end of the next
general meeting at which accounts are laid
before the Company
15 That the directors be authorised to decide Mgmt For For
the auditors' remuneration
16 Authority to allot shares Mgmt For For
17 Authority to allot shares for cash Mgmt For For
18 Authority to purchase own shares Mgmt For For
19 Authority to call a general meeting on 14 Mgmt For For
days' notice
20 Authority for political donations Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CAMPBELL SOUP COMPANY Agenda Number: 933694552
--------------------------------------------------------------------------------------------------------------------------
Security: 134429109
Meeting Type: Annual
Meeting Date: 14-Nov-2012
Ticker: CPB
ISIN: US1344291091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
EDMUND M. CARPENTER Mgmt For For
PAUL R. CHARRON Mgmt For For
BENNETT DORRANCE Mgmt For For
LAWRENCE C. KARLSON Mgmt For For
RANDALL W. LARRIMORE Mgmt For For
MARY ALICE D. MALONE Mgmt For For
SARA MATHEW Mgmt For For
DENISE M. MORRISON Mgmt For For
CHARLES R. PERRIN Mgmt For For
A. BARRY RAND Mgmt For For
NICK SHREIBER Mgmt For For
TRACEY T. TRAVIS Mgmt For For
ARCHBOLD D. VAN BEUREN Mgmt For For
LES C. VINNEY Mgmt For For
CHARLOTTE C. WEBER Mgmt For For
2 RATIFICATION OF APPOINTMENT OF THE Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
3 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CANON INC. Agenda Number: 704289962
--------------------------------------------------------------------------------------------------------------------------
Security: J05124144
Meeting Type: AGM
Meeting Date: 28-Mar-2013
Ticker:
ISIN: JP3242800005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
2.18 Appoint a Director Mgmt For For
2.19 Appoint a Director Mgmt For For
2.20 Appoint a Director Mgmt For For
2.21 Appoint a Director Mgmt For For
3 Approve Payment of Accrued Benefits Mgmt For For
associated with Abolition of Retirement
Benefit System for Current Directors
4 Amend the Compensation to be received by Mgmt For For
Directors
5 Approve Payment of Bonuses to Directors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CAP GEMINI SA, PARIS Agenda Number: 704377399
--------------------------------------------------------------------------------------------------------------------------
Security: F13587120
Meeting Type: MIX
Meeting Date: 23-May-2013
Ticker:
ISIN: FR0000125338
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0403/201304031301104.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO RECEIPT OF
ADDITIONAL URL:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0506/201305061301896.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year 2012
O.3 Regulated agreements Mgmt For For
O.4 Allocation of income and dividend Mgmt For For
O.5 Renewal of term of Mr. Daniel Bernard as Mgmt For For
Board member
O.6 Renewal of term of Mr. Bernard Liautaud as Mgmt For For
Board member
O.7 Renewal of term of Mr. Pierre Pringuet as Mgmt For For
Board member
O.8 Authorization for the implementation of a Mgmt For For
share repurchase program allowing the
Company to repurchase its own shares for an
18-month period within the limit of a
maximum number of shares equal to 10% of
share capital, for a maximum total amount
of EUR 970 million at a maximum price of
EUR 55.00 per share
E.9 Authorization granted to the Board of Mgmt For For
Directors for a 24-month period to cancel
shares repurchased by the Company under
share repurchase programs
E.10 Authorization granted to the Board of Mgmt For For
Directors for an 18-month period to carry
out within the limit of 1% of capital, the
allocation of performance shares existing
or to be issued (and, in this case carrying
full waiver by shareholders of their
preferential subscription rights in favor
of allocation beneficiaries) to employees
of the staff and corporate officers of the
Company and French and foreign subsidiaries
E.11 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CAPITAL & COUNTIES PROPERTIES PLC, LONDON Agenda Number: 704364962
--------------------------------------------------------------------------------------------------------------------------
Security: G19406100
Meeting Type: AGM
Meeting Date: 03-May-2013
Ticker:
ISIN: GB00B62G9D36
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the accounts and the reports of Mgmt For For
the Directors and the Auditors for the year
ended 31 December 2012
2 To declare a final dividend of 1.0 pence Mgmt For For
per ordinary share
3 To re-elect Ian Durant as a Director Mgmt For For
(Chairman)
4 To re-elect Ian Hawksworth as a Director Mgmt For For
(Executive)
5 To re-elect Soumen Das as a Director Mgmt For For
(Executive)
6 To re-elect Gary Yardley as a Director Mgmt For For
(Executive)
7 To re-elect Graeme Gordon as a Director Mgmt For For
(Non-executive)
8 To re-elect Ian Henderson as a Director Mgmt For For
(Non-executive)
9 To re-elect Andrew Huntley as a Director Mgmt For For
(Non-executive)
10 To elect Demetra Pinsent as a Director Mgmt For For
(Non-executive)
11 To re-elect Henry Staunton as a Director Mgmt For For
(Non-executive)
12 To re-elect Andrew Strang as a Director Mgmt For For
(Non-executive)
13 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
Auditors
14 To authorise the Audit Committee to Mgmt For For
determine the Auditors' remuneration
15 To approve the Directors' Remuneration Mgmt For For
Report for the year ended 31 December 2012
16 To authorise the Directors to allot shares Mgmt For For
(S.551)
17 To disapply the preemption provisions of Mgmt For For
Section 561(1) of the Companies Act 2006,
to the extent specified
18 To authorise the Company to purchase its Mgmt For For
own shares
19 To allow General meetings (other than AGMs) Mgmt For For
to be held on 14 days' notice
--------------------------------------------------------------------------------------------------------------------------
CARMAX, INC. Agenda Number: 933822896
--------------------------------------------------------------------------------------------------------------------------
Security: 143130102
Meeting Type: Annual
Meeting Date: 24-Jun-2013
Ticker: KMX
ISIN: US1431301027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RONALD E. BLAYLOCK Mgmt For For
1B ELECTION OF DIRECTOR: RAKESH GANGWAL Mgmt For For
1C ELECTION OF DIRECTOR: MITCHELL D. STEENROD Mgmt For For
1D ELECTION OF DIRECTOR: THOMAS G. STEMBERG Mgmt For For
2 TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
3 TO APPROVE, IN AN ADVISORY (NON-BINDING) Mgmt For For
VOTE, THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
4 TO APPROVE AMENDMENTS TO THE CARMAX, INC. Mgmt For For
ARTICLES OF INCORPORATION TO DECLASSIFY THE
BOARD OF DIRECTORS.
5 TO APPROVE AMENDMENTS TO THE CARMAX, INC. Mgmt For For
ARTICLES OF INCORPORATION TO UPDATE AND
MODIFY CERTAIN PROVISIONS RELATING TO
INDEMNIFICATION.
--------------------------------------------------------------------------------------------------------------------------
CARNIVAL CORPORATION Agenda Number: 933736716
--------------------------------------------------------------------------------------------------------------------------
Security: 143658300
Meeting Type: Annual
Meeting Date: 17-Apr-2013
Ticker: CCL
ISIN: PA1436583006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TO RE-ELECT MICKY ARISON AS A DIRECTOR OF Mgmt For For
CARNIVAL CORPORATION AND AS A DIRECTOR OF
CARNIVAL PLC.
2. TO RE-ELECT SIR JONATHON BAND AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND AS A DIRECTOR
OF CARNIVAL PLC.
3. TO RE-ELECT ARNOLD W. DONALD AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND AS A DIRECTOR
OF CARNIVAL PLC.
4. TO RE-ELECT PIER LUIGI FOSCHI AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND AS A DIRECTOR
OF CARNIVAL PLC.
5. TO RE-ELECT HOWARD S. FRANK AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND AS A DIRECTOR
OF CARNIVAL PLC.
6. TO RE-ELECT RICHARD J. GLASIER AS A Mgmt For For
DIRECTOR OF CARNIVAL CORPORATION AND AS A
DIRECTOR OF CARNIVAL PLC.
7. TO RE-ELECT DEBRA KELLY-ENNIS AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND AS A DIRECTOR
OF CARNIVAL PLC.
8. TO RE-ELECT SIR JOHN PARKER AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND AS A DIRECTOR
OF CARNIVAL PLC.
9. TO RE-ELECT STUART SUBOTNICK AS A DIRECTOR Mgmt For For
OF CARNIVAL CORPORATION AND AS A DIRECTOR
OF CARNIVAL PLC.
10. TO RE-ELECT LAURA WEIL AS A DIRECTOR OF Mgmt For For
CARNIVAL CORPORATION AND AS A DIRECTOR OF
CARNIVAL PLC.
11. TO RE-ELECT RANDALL J. WEISENBURGER AS A Mgmt For For
DIRECTOR OF CARNIVAL CORPORATION AND AS A
DIRECTOR OF CARNIVAL PLC.
12. TO RE-APPOINT THE UK FIRM OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
AUDITORS FOR CARNIVAL PLC AND TO RATIFY THE
SELECTION OF THE U.S. FIRM OF
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED CERTIFIED PUBLIC
ACCOUNTING FIRM FOR CARNIVAL CORPORATION.
13. TO AUTHORIZE THE AUDIT COMMITTEE OF Mgmt For For
CARNIVAL PLC TO AGREE THE REMUNERATION OF
THE INDEPENDENT AUDITORS OF CARNIVAL PLC.
14. TO RECEIVE THE UK ACCOUNTS AND REPORTS OF Mgmt For For
THE DIRECTORS AND AUDITORS OF CARNIVAL PLC
FOR THE YEAR ENDED NOVEMBER 30, 2012 (IN
ACCORDANCE WITH LEGAL REQUIREMENTS
APPLICABLE TO UK COMPANIES).
15. TO APPROVE THE FISCAL 2012 COMPENSATION OF Mgmt For For
THE NAMED EXECUTIVE OFFICERS OF CARNIVAL
CORPORATION & PLC (IN ACCORDANCE WITH LEGAL
REQUIREMENTS APPLICABLE TO U.S. COMPANIES).
16. TO APPROVE THE CARNIVAL PLC DIRECTORS' Mgmt For For
REMUNERATION REPORT FOR THE YEAR ENDED
NOVEMBER 30, 2012 (IN ACCORDANCE WITH LEGAL
REQUIREMENTS APPLICABLE TO UK COMPANIES).
17. TO APPROVE THE GIVING OF AUTHORITY FOR THE Mgmt For For
ALLOTMENT OF NEW SHARES BY CARNIVAL PLC (IN
ACCORDANCE WITH CUSTOMARY PRACTICE FOR UK
COMPANIES).
18. TO APPROVE THE DISAPPLICATION OF Mgmt For For
PRE-EMPTION RIGHTS IN RELATION TO THE
ALLOTMENT OF NEW SHARES BY CARNIVAL PLC (IN
ACCORDANCE WITH CUSTOMARY PRACTICE FOR UK
COMPANIES).
19. TO APPROVE A GENERAL AUTHORITY FOR CARNIVAL Mgmt For For
PLC TO BUY BACK CARNIVAL PLC ORDINARY
SHARES IN THE OPEN MARKET (IN ACCORDANCE
WITH LEGAL REQUIREMENTS APPLICABLE TO UK
COMPANIES DESIRING TO IMPLEMENT SHARE BUY
BACK PROGRAMS).
--------------------------------------------------------------------------------------------------------------------------
CARREFOUR SA, PARIS Agenda Number: 704330428
--------------------------------------------------------------------------------------------------------------------------
Security: F13923119
Meeting Type: MIX
Meeting Date: 23-Apr-2013
Ticker:
ISIN: FR0000120172
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0318/201303181300795.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0408/201304081301199.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year, 2012
O.3 Allocation of income and setting the Mgmt For For
dividend
O.4 Renewal of term of Mr. Sebastien Bazin as Mgmt For For
Board member
O.5 Renewal of term of Mr. Thierry Breton as Mgmt For For
Board member
O.6 Renewal of term of Mr. Charles Edelstenne Mgmt For For
as Board member
O.7 Renewal of term of Mrs. Anne-Claire Mgmt For For
Taittinger as Board member
O.8 Authorization granted for an 18-month Mgmt For For
period to the Board of Directors to trade
in Company's shares
E.9 Amendment to Article 20 of the Bylaws Mgmt For For
E.10 Authorization granted for a 24-month period Mgmt For For
to the Board of Directors to reduce share
capital by cancellation of shares
E.11 Delegation of authority granted for a Mgmt For For
26-month period to the Board of Directors
to issue shares and securities giving
access to capital, as well as securities
entitling to the allotment of debt
securities while maintaining shareholders'
preferential subscription rights for a
maximum nominal amount of Euros five
hundred (500) million
E.12 Delegation of authority granted for a Mgmt For For
26-month period to the Board of Directors
to issue shares and securities giving
access to capital, as well as securities
entitling to the allotment of debt
securities with cancellation of
shareholders' preferential subscription
rights through a public offer for a maximum
nominal amount of Euros ninety (90) million
E.13 Delegation of authority granted for a Mgmt For For
26-month period to the Board of Directors
to issue shares and securities giving
access to capital, as well as securities
entitling to the allotment of debt
securities with cancellation of
shareholders' preferential subscription
rights through an offer pursuant to Article
L.411-2, II of the Monetary and Financial
Code for a maximum nominal amount of Euros
ninety (90) million
E.14 Delegation of powers granted for a 26-month Mgmt For For
period to the Board of Directors to issue
shares and/or securities giving access to
capital within the limit of 10% of capital,
in consideration for in-kind contributions
granted to the Company
E.15 Delegation of authority granted for a Mgmt For For
26-month period to the Board of Directors
to issue shares and/or securities giving
access to capital with cancellation of
preferential subscription rights, in case
of public exchange offer initiated by the
Company on securities of another company
for a maximum nominal amount of Euros
ninety (90) million
E.16 Delegation of authority granted for a Mgmt For For
26-month period to the Board of Directors
to increase share capital by incorporating
reserves, profits or premiums for a maximum
nominal amount of Euros five hundred (500)
million
E.17 Delegation of authority granted for a Mgmt For For
maximum period of 26 months to the Board of
Directors to increase share capital with
cancellation of preferential subscription
rights in favor of members of a company
savings plan for a maximum nominal amount
of Euros thirty-five (35) million
--------------------------------------------------------------------------------------------------------------------------
CASIO COMPUTER CO.,LTD. Agenda Number: 704578395
--------------------------------------------------------------------------------------------------------------------------
Security: J05250139
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3209000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Establish Articles Mgmt For For
Related to Record Date for Interim
Dividends
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
4 Approve Retirement Allowance for Retiring Mgmt Against Against
Directors and Payment of Accrued Benefits
associated with Abolition of Retirement
Benefit System for Current Directors
--------------------------------------------------------------------------------------------------------------------------
CATERPILLAR INC. Agenda Number: 933809937
--------------------------------------------------------------------------------------------------------------------------
Security: 149123101
Meeting Type: Annual
Meeting Date: 12-Jun-2013
Ticker: CAT
ISIN: US1491231015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
DAVID L. CALHOUN Mgmt For For
DANIEL M. DICKINSON Mgmt For For
JUAN GALLARDO Mgmt For For
DAVID R. GOODE Mgmt For For
JESSE J. GREENE, JR. Mgmt For For
JON M. HUNTSMAN, JR. Mgmt For For
PETER A. MAGOWAN Mgmt For For
DENNIS A. MUILENBURG Mgmt For For
DOUGLAS R. OBERHELMAN Mgmt For For
WILLIAM A. OSBORN Mgmt For For
CHARLES D. POWELL Mgmt For For
EDWARD B. RUST, JR. Mgmt For For
SUSAN C. SCHWAB Mgmt For For
JOSHUA I. SMITH Mgmt For For
MILES D. WHITE Mgmt For For
2. RATIFY THE APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
4. STOCKHOLDER PROPOSAL - DIRECTOR ELECTION Shr For Against
MAJORITY VOTE STANDARD.
5. STOCKHOLDER PROPOSAL - STOCKHOLDER ACTION Shr Against For
BY WRITTEN CONSENT.
6. STOCKHOLDER PROPOSAL - EXECUTIVE STOCK Shr Against For
RETENTION.
7. STOCKHOLDER PROPOSAL - SUSTAINABILITY Shr Against For
MEASURE IN EXECUTIVE COMPENSATION.
8. STOCKHOLDER PROPOSAL - REVIEW OF GLOBAL Shr Against For
CORPORATE STANDARDS.
9. STOCKHOLDER PROPOSAL - SALES TO SUDAN. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CBRE GROUP, INC. Agenda Number: 933759702
--------------------------------------------------------------------------------------------------------------------------
Security: 12504L109
Meeting Type: Annual
Meeting Date: 09-May-2013
Ticker: CBG
ISIN: US12504L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
RICHARD C. BLUM Mgmt For For
BRANDON B. BOZE Mgmt For For
CURTIS F. FEENY Mgmt For For
BRADFORD M. FREEMAN Mgmt For For
MICHAEL KANTOR Mgmt For For
FREDERIC V. MALEK Mgmt For For
JANE J. SU Mgmt For For
ROBERT E. SULENTIC Mgmt For For
LAURA D. TYSON Mgmt For For
GARY L. WILSON Mgmt For For
RAY WIRTA Mgmt For For
2. RATIFICATION OF KPMG LLP AS OUR INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
CELGENE CORPORATION Agenda Number: 933806866
--------------------------------------------------------------------------------------------------------------------------
Security: 151020104
Meeting Type: Annual
Meeting Date: 12-Jun-2013
Ticker: CELG
ISIN: US1510201049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ROBERT J. HUGIN Mgmt For For
R.W. BARKER, D. PHIL. Mgmt For For
MICHAEL D. CASEY Mgmt For For
CARRIE S. COX Mgmt For For
RODMAN L. DRAKE Mgmt For For
M.A. FRIEDMAN, M.D. Mgmt For For
GILLA KAPLAN, PH.D. Mgmt For For
JAMES J. LOUGHLIN Mgmt For For
ERNEST MARIO, PH.D. Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
3. APPROVAL OF THE AMENDMENT AND RESTATEMENT Mgmt For For
OF THE COMPANY'S 2008 STOCK INCENTIVE PLAN.
4. APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
5. STOCKHOLDER PROPOSAL DESCRIBED IN MORE Shr Against For
DETAIL IN THE PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
CENTRAL JAPAN RAILWAY COMPANY Agenda Number: 704578650
--------------------------------------------------------------------------------------------------------------------------
Security: J05523105
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3566800003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CENTRICA PLC, WINDSOR BERKSHIRE Agenda Number: 704354416
--------------------------------------------------------------------------------------------------------------------------
Security: G2018Z143
Meeting Type: AGM
Meeting Date: 13-May-2013
Ticker:
ISIN: GB00B033F229
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the report and accounts Mgmt For For
2 To approve the remuneration report Mgmt For For
3 To declare a final dividend Mgmt For For
4 To reappoint Sir Roger Carr Mgmt For For
5 To reappoint Sam Laidlaw Mgmt For For
6 To reappoint Phil Bentley Mgmt For For
7 To reappoint Margherita Della Valle Mgmt For For
8 To reappoint Mary Francis Mgmt For For
9 To reappoint Mark Hanafin Mgmt For For
10 To reappoint Lesley Knox Mgmt For For
11 To reappoint Nick Luff Mgmt For For
12 To reappoint Ian Meakins Mgmt For For
13 To reappoint Paul Rayner Mgmt For For
14 To reappoint Chris Weston Mgmt For For
15 To reappoint the auditors Mgmt For For
16 To authorise the directors to determine the Mgmt For For
auditors remuneration
17 Authority for political donations and Mgmt For For
political expenditure in the European Union
18 Authority to allot shares Mgmt For For
19 Authority to disapply pre-emption rights Mgmt For For
20 Authority to purchase own shares Mgmt For For
21 Notice of general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CGG, MASSY Agenda Number: 704346382
--------------------------------------------------------------------------------------------------------------------------
Security: F2349S108
Meeting Type: MIX
Meeting Date: 03-May-2013
Ticker:
ISIN: FR0000120164
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0325/201303251300916.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO MODIFICATION
OF TEXT IN RESOLUTION NO O.7 AND ADDITION
OF URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0415/201304151301321.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Allocation of income Mgmt For For
O.3 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.4 Renewal of term of Mr. Loren Carroll as Mgmt For For
Board member
O.5 Renewal of term of Mr. Terence Young as Mgmt For For
Board member
O.6 Ratification of the cooptation of Mrs. Mgmt For For
Agnes Lemarchand as Board member
O.7 Renewal of term of Mrs. Agnes Lemarchand as Mgmt For For
Board member
O.8 Renewal of term of Ernst & Young as Mgmt For For
principal Statutory Auditor
O.9 Renewal of term of Mazars as principal Mgmt For For
Statutory Auditor
O.10 Renewal of term of the company Auditex as Mgmt For For
deputy Statutory Auditor
O.11 Renewal of term of Mr. Patrick de Cambourg Mgmt For For
as deputy Statutory Auditor
O.12 Setting attendance allowances Mgmt For For
O.13 Authorization to be granted to the Board of Mgmt For For
Directors to purchase shares of the Company
O.14 Agreements and financial commitments Mgmt For For
pursuant to Article L.225-38 the Commercial
Code
O.15 Agreements and commitments regarding the Mgmt For For
remuneration of corporate officers pursuant
to Article L.225-38 the Commercial Code
O.16 Approval of the regulated agreement Mgmt For For
pursuant to Article L.225-42-1 of the
Commercial Code between the Company and Mr.
Jean-Georges Malcor
E.17 Amendment to Article 3 of the Bylaws to Mgmt For For
change the corporate name
E.18 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital by
issuing shares or any other securities
giving access to capital while maintaining
preferential subscription rights
E.19 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital by
issuing shares or any other securities
giving access to capital with cancellation
of preferential subscription rights in the
context of a public offer
E.20 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital by
issuing shares or any other securities
giving access to capital with cancellation
of preferential subscription rights which
may be carried out only through private
placement
E.21 Establishing the issue price in case of Mgmt For For
cancellation of preferential subscription
rights pursuant to the nineteenth and
twentieth resolutions up to the limit of
10% of capital
E.22 Delegation granted to the Board of Mgmt For For
Directors to increase the number of
issuable securities pursuant to the
eighteenth, nineteenth and twentieth
resolutions
E.23 Delegation of authority to increase capital Mgmt For For
by incorporation of reserves, profits or
premiums
E.24 Authorization granted to the Board of Mgmt For For
Directors to increase share capital up to
the limit of 10%, in consideration for
in-kind contributions
E.25 Delegation to the Board of Directors to Mgmt For For
increase share capital by issuing shares or
securities giving access to capital of the
Company in favor of members of a Company
Savings Plan
E.26 Authorization granted to the Board of Mgmt For For
Directors to grant share subscription
and/or purchase options to employees of the
Company and affiliated companies pursuant
to Article L.225-180 of the Commercial Code
- with the exception of corporate officers
(CEO and managing directors) and other
members of the Corporate Committee of the
Company
E.27 Authorization granted to the Board of Mgmt For For
Directors to grant share subscription
and/or purchase options to corporate
officers (CEO and managing directors) and
to members of Corporate Committee of the
Company
E.28 Authorization and delegation to the Board Mgmt For For
of Directors to reduce share capital by
cancellation of treasury shares repurchased
under the authorization to repurchase
shares of the Company
E.29 Delegation of authority to issue securities Mgmt For For
entitling to the allotment of debt
securities
E.30 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 933786874
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 29-May-2013
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: L.F. DEILY Mgmt For For
1B. ELECTION OF DIRECTOR: R.E. DENHAM Mgmt For For
1C. ELECTION OF DIRECTOR: A.P. GAST Mgmt For For
1D. ELECTION OF DIRECTOR: E. HERNANDEZ Mgmt For For
1E. ELECTION OF DIRECTOR: G.L. KIRKLAND Mgmt For For
1F. ELECTION OF DIRECTOR: C.W. MOORMAN Mgmt For For
1G. ELECTION OF DIRECTOR: K.W. SHARER Mgmt For For
1H. ELECTION OF DIRECTOR: J.G. STUMPF Mgmt For For
1I. ELECTION OF DIRECTOR: R.D. SUGAR Mgmt For For
1J. ELECTION OF DIRECTOR: C. WARE Mgmt For For
1K. ELECTION OF DIRECTOR: J.S. WATSON Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4. APPROVAL OF AMENDMENTS TO LONG-TERM Mgmt For For
INCENTIVE PLAN
5. SHALE ENERGY OPERATIONS Shr Against For
6. OFFSHORE OIL WELLS Shr Against For
7. CLIMATE RISK Shr Against For
8. LOBBYING DISCLOSURE Shr Against For
9. CESSATION OF USE OF CORPORATE FUNDS FOR Shr Against For
POLITICAL PURPOSES
10. CUMULATIVE VOTING Shr Against For
11. SPECIAL MEETINGS Shr Against For
12. INDEPENDENT DIRECTOR WITH ENVIRONMENTAL Shr Against For
EXPERTISE
13. COUNTRY SELECTION GUIDELINES Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHIYODA CORPORATION Agenda Number: 704595769
--------------------------------------------------------------------------------------------------------------------------
Security: J06237101
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3528600004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to:Streamline Business Mgmt For For
Lines, Adopt Reduction of Liability System
for All Directors and All Corporate
Auditors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
4 Appoint a Corporate Auditor Mgmt For For
5 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CHRISTIAN DIOR SA Agenda Number: 704062253
--------------------------------------------------------------------------------------------------------------------------
Security: F26334106
Meeting Type: MIX
Meeting Date: 26-Oct-2012
Ticker:
ISIN: FR0000130403
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT French Resident Shareowners must complete, Non-Voting
sign and forward the Proxy Card directly to
the sub custodian. Please contact your
Client Service Representative to obtain the
necessary card, account details and
directions. The following applies to
Non-Resident Shareowners: Proxy Cards:
Voting instructions will be forwarded to
the Global Custodians that have become
Registered Intermediaries, on the Vote
Deadline Date. In capacity as Registered
Intermediary, the Global Custodian will
sign the Proxy Card and forward to the
local custodian. If you are unsure whether
your Global Custodian acts as Registered
Intermediary, please contact your
representative
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINKS:
https://balo.journal-officiel.gouv.fr/pdf/2
012/0919/201209191205809.pdf AND
https://balo.journal-officiel.gouv.fr/pdf/2
012/1005/201210051205930.pdf
O.1 Approval of the annual corporate financial Mgmt For For
statements for the financial year ended
April 30, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
April 30, 2012
O.3 Approval of regulated agreements Mgmt For For
O.4 Allocation and distribution of income Mgmt For For
O.5 Authorization to the Board of Directors to Mgmt For For
trade company's shares
E.6 Delegation of authority granted to the Mgmt For For
Board of Directors to carry out capital
increases by incorporation of profits,
premiums, reserves and others
E.7 Authorization to the Board of Directors to Mgmt For For
reduce capital by cancellation of shares
E.8 Delegation of authority granted to the Mgmt For For
Board of Directors to carry out capital
increases by issuing shares while
maintaining shareholders' preferential
subscription rights
E.9 Delegation of authority granted to the Mgmt For For
Board of Directors to carry out shared
capital increases under a public exchange
offer without shareholders 'preferential
subscription rights
E.10 Delegation of authority to the Board of Mgmt For For
Directors to carry out shared capital
increases without preferential subscription
rights by private placement for the benefit
of qualified investors or a restricted
circle of investors
E.11 Authorization to be granted to the Board of Mgmt For For
Directors to set the price of issuances of
shares or securities when increasing
capital without shareholders' preferential
subscription rights within the limit of 10%
of capital per year
E.12 Delegation of authority to the Board of Mgmt For For
Directors to carry out increase of the
amount of issuances in case of
oversubscription
E.13 Delegation of authority granted to the Mgmt For For
Board of Directors to carry out capital
increases, in consideration for
contributions of securities under a public
exchange offer initiated by the Company
E.14 Delegation of authority granted to the Mgmt For For
Board of Directors to carry out capital
increases, in consideration for in-kind
contributions granted to the Company
E.15 Delegation of authority to the Board of Mgmt For For
Directors to carry out capital increases to
the benefits of employees of the company's
savings plan
E.16 Setting an overall limitation for capital Mgmt For For
increases decided under delegations of
competencies
E.17 Authorization granted to the Board of Mgmt For For
Directors to carry out allocation of free
shares to employees and directors
E.18 The shareholders' meeting resolves to set Mgmt For For
the age limit for the term of chief
executive officer and executive vice
presidents to 70 years and to amend
accordingly article number 15 of the
bylaws. The shareholders' meeting resolves
to change the opening date and the end date
of the company fiscal year from July 1st to
June 30 and to amend Article number 24 of
the bylaws, as follows: Article 24 fiscal
year: the fiscal year shall commence on
July 1st and end on June 30 of every year
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
ADDITION OF URL LINK AND CHANGE IN TEXT OF
RES. 18. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FORM
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CHUGAI PHARMACEUTICAL CO.,LTD. Agenda Number: 704301148
--------------------------------------------------------------------------------------------------------------------------
Security: J06930101
Meeting Type: AGM
Meeting Date: 27-Mar-2013
Ticker:
ISIN: JP3519400000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CINCINNATI FINANCIAL CORPORATION Agenda Number: 933746286
--------------------------------------------------------------------------------------------------------------------------
Security: 172062101
Meeting Type: Annual
Meeting Date: 27-Apr-2013
Ticker: CINF
ISIN: US1720621010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
WILLIAM F. BAHL Mgmt For For
GREGORY T. BIER Mgmt For For
LINDA CLEMENT-HOLMES Mgmt For For
DIRK J. DEBBINK Mgmt For For
STEVEN J. JOHNSTON Mgmt For For
KENNETH C. LICHTENDAHL Mgmt For For
W. RODNEY MCMULLEN Mgmt For For
GRETCHEN W. PRICE Mgmt For For
JOHN J. SCHIFF, JR. Mgmt For For
THOMAS R. SCHIFF Mgmt For For
DOUGLAS S. SKIDMORE Mgmt For For
KENNETH W. STECHER Mgmt For For
JOHN F. STEELE, JR. Mgmt For For
LARRY R. WEBB Mgmt For For
E. ANTHONY WOODS Mgmt For For
2. RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
3. A NONBINDING PROPOSAL TO APPROVE Mgmt For For
COMPENSATION FOR THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. A SHAREHOLDER PROPOSAL TO REQUIRE Shr Against For
SUSTAINABILITY REPORTING, IF INTRODUCED AT
THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
CIRRUS LOGIC, INC. Agenda Number: 933657340
--------------------------------------------------------------------------------------------------------------------------
Security: 172755100
Meeting Type: Annual
Meeting Date: 26-Jul-2012
Ticker: CRUS
ISIN: US1727551004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JOHN C. CARTER Mgmt For For
TIMOTHY R. DEHNE Mgmt For For
JASON P. RHODE Mgmt For For
ALAN R. SCHUELE Mgmt For For
WILLIAM D. SHERMAN Mgmt For For
SUSAN WANG Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING MARCH 30, 2013.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 933691708
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102
Meeting Type: Annual
Meeting Date: 15-Nov-2012
Ticker: CSCO
ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: CAROL A. BARTZ Mgmt For For
1B. ELECTION OF DIRECTOR: MARC BENIOFF Mgmt For For
1C. ELECTION OF DIRECTOR: M. MICHELE BURNS Mgmt For For
1D. ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS Mgmt For For
1E. ELECTION OF DIRECTOR: LARRY R. CARTER Mgmt For For
1F. ELECTION OF DIRECTOR: JOHN T. CHAMBERS Mgmt For For
1G. ELECTION OF DIRECTOR: BRIAN L. HALLA Mgmt For For
1H. ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY Mgmt For For
1I ELECTION OF DIRECTOR: DR. KRISTINA M. Mgmt For For
JOHNSON
1J. ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH Mgmt For For
1K. ELECTION OF DIRECTOR: RODERICK C. MCGEARY Mgmt For For
1L. ELECTION OF DIRECTOR: ARUN SARIN Mgmt For For
1M. ELECTION OF DIRECTOR: STEVEN M. WEST Mgmt For For
2. APPROVAL OF AMENDMENT AND RESTATEMENT OF Mgmt For For
THE EXECUTIVE INCENTIVE PLAN.
3. APPROVAL, ON AN ADVISORY BASIS, OF Mgmt For For
EXECUTIVE COMPENSATION.
4. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS CISCO'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL 2013.
5. APPROVAL TO HAVE CISCO'S BOARD ADOPT A Shr Against For
POLICY TO HAVE AN INDEPENDENT BOARD
CHAIRMAN WHENEVER POSSIBLE.
6. APPROVAL TO REQUEST CISCO MANAGEMENT TO Shr Against For
PREPARE A REPORT ON "CONFLICT MINERALS" IN
CISCO'S SUPPLY CHAIN.
--------------------------------------------------------------------------------------------------------------------------
CITRIX SYSTEMS, INC. Agenda Number: 933787092
--------------------------------------------------------------------------------------------------------------------------
Security: 177376100
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: CTXS
ISIN: US1773761002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MARK B. TEMPLETON Mgmt For For
1B. ELECTION OF DIRECTOR: STEPHEN M. DOW Mgmt For For
1C. ELECTION OF DIRECTOR: GODFREY R. SULLIVAN Mgmt For For
2. APPROVAL OF AN AMENDMENT TO THE AMENDED AND Mgmt For For
RESTATED 2005 EQUITY INCENTIVE PLAN
3. APPROVAL OF AN AMENDED AND RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO DECLASSIFY
THE BOARD OF DIRECTORS
4. RATIFICATION OF ERNST & YOUNG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013
5. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF THE COMPANY'S NAMED EXECUTIVE OFFICERS
--------------------------------------------------------------------------------------------------------------------------
CLIFFS NATURAL RESOURCES INC. Agenda Number: 933764664
--------------------------------------------------------------------------------------------------------------------------
Security: 18683K101
Meeting Type: Annual
Meeting Date: 07-May-2013
Ticker: CLF
ISIN: US18683K1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: J.A. CARRABBA Mgmt For For
1B. ELECTION OF DIRECTOR: S.M. CUNNINGHAM Mgmt For For
1C. ELECTION OF DIRECTOR: B.J. ELDRIDGE Mgmt For For
1D. ELECTION OF DIRECTOR: A.R. GLUSKI Mgmt For For
1E. ELECTION OF DIRECTOR: S.M. GREEN Mgmt For For
1F. ELECTION OF DIRECTOR: J.K. HENRY Mgmt For For
1G. ELECTION OF DIRECTOR: J.F. KIRSCH Mgmt For For
1H. ELECTION OF DIRECTOR: F.R. MCALLISTER Mgmt For For
1I. ELECTION OF DIRECTOR: R.K. RIEDERER Mgmt For For
1J. ELECTION OF DIRECTOR: T.W. SULLIVAN Mgmt For For
2. APPROVAL OF AN AMENDMENT TO OUR SECOND Mgmt For For
AMENDED ARTICLES OF INCORPORATION TO ADOPT
MAJORITY VOTING IN UNCONTESTED DIRECTOR
ELECTIONS (IMPLEMENTATION OF THIS PROPOSAL
2 IS CONDITIONED UPON THE APPROVAL OF
PROPOSALS 3 AND 4)
3. APPROVAL OF AN AMENDMENT TO OUR SECOND Mgmt For For
AMENDED ARTICLES OF INCORPORATION TO
ELIMINATE CUMULATIVE VOTING IN DIRECTOR
ELECTIONS (IMPLEMENTATION OF THIS PROPOSAL
3 IS CONDITIONED UPON THE APPROVAL OF
PROPOSALS 2 AND 4)
4. APPROVAL OF AN AMENDMENT TO OUR REGULATIONS Mgmt For For
TO ADD A PROVISION TO ALLOW THE BOARD TO
AMEND THE REGULATIONS TO THE EXTENT
PERMITTED UNDER OHIO LAW (IMPLEMENTATION OF
THIS PROPOSAL 4 IS CONDITIONED UPON THE
APPROVAL OF PROPOSALS 2 AND 3)
5. APPROVAL, ON AN ADVISORY BASIS, OF OUR Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION
6. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
DELOITTE & TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF CLIFFS
TO SERVE FOR THE 2013 FISCAL YEAR
--------------------------------------------------------------------------------------------------------------------------
CME GROUP INC. Agenda Number: 933784781
--------------------------------------------------------------------------------------------------------------------------
Security: 12572Q105
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: CME
ISIN: US12572Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
TERRENCE A. DUFFY Mgmt For For
CHARLES P. CAREY Mgmt For For
MARK E. CERMAK Mgmt For For
MARTIN J. GEPSMAN Mgmt For For
LEO MELAMED Mgmt For For
JOSEPH NICIFORO Mgmt For For
C.C. ODOM II Mgmt For For
JOHN F. SANDNER Mgmt For For
DENNIS A. SUSKIND Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE ON THE COMPENSATION OF OUR Mgmt For For
NAMED EXECUTIVE OFFICERS.
4. SHAREHOLDER PROPOSAL REGARDING PROXY Shr Against For
ACCESS.
--------------------------------------------------------------------------------------------------------------------------
CMS ENERGY CORPORATION Agenda Number: 933777318
--------------------------------------------------------------------------------------------------------------------------
Security: 125896100
Meeting Type: Annual
Meeting Date: 17-May-2013
Ticker: CMS
ISIN: US1258961002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JON E. BARFIELD Mgmt For For
1B. ELECTION OF DIRECTOR: STEPHEN E. EWING Mgmt For For
1C. ELECTION OF DIRECTOR: RICHARD M. GABRYS Mgmt For For
1D. ELECTION OF DIRECTOR: WILLIAM D. HARVEY Mgmt For For
1E. ELECTION OF DIRECTOR: DAVID W. JOOS Mgmt For For
1F. ELECTION OF DIRECTOR: PHILIP R. LOCHNER, Mgmt For For
JR.
1G. ELECTION OF DIRECTOR: MICHAEL T. MONAHAN Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN G. RUSSELL Mgmt For For
1I. ELECTION OF DIRECTOR: KENNETH L. WAY Mgmt For For
1J. ELECTION OF DIRECTOR: LAURA H. WRIGHT Mgmt For For
1K. ELECTION OF DIRECTOR: JOHN B. YASINSKY Mgmt For For
2. ADVISORY VOTE TO APPROVE THE CORPORATION'S Mgmt For For
EXECUTIVE COMPENSATION.
3. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
(PRICEWATERHOUSECOOPERS LLP).
--------------------------------------------------------------------------------------------------------------------------
COACH, INC. Agenda Number: 933690287
--------------------------------------------------------------------------------------------------------------------------
Security: 189754104
Meeting Type: Annual
Meeting Date: 07-Nov-2012
Ticker: COH
ISIN: US1897541041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LEW FRANKFORT Mgmt For For
SUSAN KROPF Mgmt For For
GARY LOVEMAN Mgmt For For
IVAN MENEZES Mgmt For For
IRENE MILLER Mgmt For For
MICHAEL MURPHY Mgmt For For
STEPHANIE TILENIUS Mgmt For For
JIDE ZEITLIN Mgmt For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL YEAR 2013
3. TO APPROVE, ON A NON-BINDING ADVISORY Mgmt For For
BASIS, THE COMPANY'S EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
COCA-COLA WEST COMPANY,LIMITED Agenda Number: 704306491
--------------------------------------------------------------------------------------------------------------------------
Security: J0814U109
Meeting Type: AGM
Meeting Date: 26-Mar-2013
Ticker:
ISIN: JP3293200006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Approve the Share Exchange Agreement Mgmt For For
between the Company and Minami Kyushu
Coca-Cola Bottling Co.,Ltd.
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
COGNIZANT TECHNOLOGY SOLUTIONS CORP. Agenda Number: 933793045
--------------------------------------------------------------------------------------------------------------------------
Security: 192446102
Meeting Type: Annual
Meeting Date: 04-Jun-2013
Ticker: CTSH
ISIN: US1924461023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MAUREEN Mgmt For For
BREAKIRON-EVANS
1B. ELECTION OF DIRECTOR: JOHN E. KLEIN Mgmt For For
1C. ELECTION OF DIRECTOR: LAKSHMI NARAYANAN Mgmt For For
2. APPROVAL OF THE COMPENSATION OF OUR NAMED Mgmt For For
EXECUTIVE OFFICERS, DISCLOSED PURSUANT TO
ITEM 402 OF REGULATION S-K.
3. AMENDMENT OF OUR RESTATED CERTIFICATE OF Mgmt For For
INCORPORATION, AS AMENDED, TO PROVIDE THAT
ALL DIRECTORS ELECTED AT OR AFTER THE 2014
ANNUAL MEETING OF STOCKHOLDERS BE ELECTED
ON AN ANNUAL BASIS.
4. APPROVAL OF THE AMENDMENT AND RESTATEMENT Mgmt For For
OF THE 2004 EMPLOYEE STOCK PURCHASE PLAN.
5. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31, 2013.
6. STOCKHOLDER PROPOSAL REQUESTING THAT THE Shr For Against
BOARD OF DIRECTORS TAKE THE STEPS NECESSARY
TO PERMIT STOCKHOLDER ACTION BY WRITTEN
CONSENT.
--------------------------------------------------------------------------------------------------------------------------
COLGATE-PALMOLIVE COMPANY Agenda Number: 933756477
--------------------------------------------------------------------------------------------------------------------------
Security: 194162103
Meeting Type: Annual
Meeting Date: 10-May-2013
Ticker: CL
ISIN: US1941621039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: NIKESH ARORA Mgmt For For
1B ELECTION OF DIRECTOR: JOHN T. CAHILL Mgmt For For
1C ELECTION OF DIRECTOR: IAN COOK Mgmt For For
1D ELECTION OF DIRECTOR: HELENE D. GAYLE Mgmt For For
1E ELECTION OF DIRECTOR: ELLEN M. HANCOCK Mgmt For For
1F ELECTION OF DIRECTOR: JOSEPH JIMENEZ Mgmt For For
1G ELECTION OF DIRECTOR: RICHARD J. KOGAN Mgmt For For
1H ELECTION OF DIRECTOR: DELANO E. LEWIS Mgmt For For
1I ELECTION OF DIRECTOR: J. PEDRO REINHARD Mgmt For For
1J ELECTION OF DIRECTOR: STEPHEN I. SADOVE Mgmt For For
2. RATIFY SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS COLGATE'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
4. APPROVE THE COLGATE-PALMOLIVE COMPANY 2013 Mgmt For For
INCENTIVE COMPENSATION PLAN.
5. STOCKHOLDER PROPOSAL ON EXECUTIVE STOCK Shr Against For
RETENTION REQUIREMENT.
--------------------------------------------------------------------------------------------------------------------------
COMCAST CORPORATION Agenda Number: 933764739
--------------------------------------------------------------------------------------------------------------------------
Security: 20030N101
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: CMCSA
ISIN: US20030N1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
KENNETH J. BACON Mgmt No vote
SHELDON M. BONOVITZ Mgmt No vote
JOSEPH J. COLLINS Mgmt No vote
J. MICHAEL COOK Mgmt No vote
GERALD L. HASSELL Mgmt No vote
JEFFREY A. HONICKMAN Mgmt No vote
EDUARDO G. MESTRE Mgmt No vote
BRIAN L. ROBERTS Mgmt No vote
RALPH J. ROBERTS Mgmt No vote
JOHNATHAN A. RODGERS Mgmt No vote
DR. JUDITH RODIN Mgmt No vote
2. RATIFICATION OF THE APPOINTMENT OF OUR Mgmt No vote
INDEPENDENT AUDITORS
3. TO PROHIBIT ACCELERATED VESTING UPON A Shr No vote
CHANGE IN CONTROL
4. TO ADOPT A RECAPITALIZATION PLAN Shr No vote
--------------------------------------------------------------------------------------------------------------------------
COMPAGNIE GENERALE DES ETABLISSEMENTS MICHELIN Agenda Number: 704294367
--------------------------------------------------------------------------------------------------------------------------
Security: F61824144
Meeting Type: MIX
Meeting Date: 17-May-2013
Ticker:
ISIN: FR0000121261
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0301/201303011300519.pdf
E.1 Amendments to the bylaws of the Company Mgmt For For
regarding the term of office of Supervisory
Board members
E.2 Authorization to be granted to the Chairman Mgmt For For
of the Executive Board to reduce capital by
cancellation of shares
O.3 Approval of the corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.4 Allocation of income for the 2012 financial Mgmt For For
year and setting the dividend with option
for payment in shares
O.5 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.6 Regulated agreements Mgmt For For
O.7 Authorization to be granted to the Chairman Mgmt For For
of the Executive Board to allow the Company
to trade in its own shares under a share
repurchase program with a maximum purchase
price of EUR 100 per share, except during
periods of public offer
O.8 Renewal of term of Mrs. Barbara Dalibard as Mgmt For For
Supervisory Board member
O.9 Renewal of term of Mr. Louis Gallois as Mgmt For For
Supervisory Board member
O.10 Appointment of Mrs. Anne-Sophie de La Bigne Mgmt For For
as Supervisory Board member
O.11 Appointment of Mr. Jean-Pierre Duprieu as Mgmt For For
Supervisory Board member
O.12 Appointment of Mr. Olivier Bazil as Mgmt For For
Supervisory Board member
O.13 Appointment of Mr. Michel Rollier as Mgmt For For
Supervisory Board member
O.14 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
COMPUWARE CORPORATION Agenda Number: 933667529
--------------------------------------------------------------------------------------------------------------------------
Security: 205638109
Meeting Type: Annual
Meeting Date: 28-Aug-2012
Ticker: CPWR
ISIN: US2056381096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
DENNIS W. ARCHER Mgmt For For
GURMINDER S. BEDI Mgmt For For
WILLIAM O. GRABE Mgmt For For
FREDERICK A. HENDERSON Mgmt For For
PETER KARMANOS, JR. Mgmt For For
FAYE ALEXANDER NELSON Mgmt For For
ROBERT C. PAUL Mgmt For For
GLENDA D. PRICE Mgmt For For
W. JAMES PROWSE Mgmt For For
G. SCOTT ROMNEY Mgmt For For
RALPH J. SZYGENDA Mgmt For For
2. A NON-BINDING PROPOSAL TO RATIFY THE Mgmt For For
APPOINTMENT OF DELOITTE & TOUCHE LLP, OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM, TO AUDIT OUR CONSOLIDATED FINANCIAL
STATEMENTS FOR THE FISCAL YEAR ENDING MARCH
31, 2013.
3. A NON-BINDING PROPOSAL TO RATIFY THE RIGHTS Mgmt For For
AGREEMENT, DATED OCTOBER 25, 2000, AS
AMENDED ON MARCH 9, 2012.
4. A PROPOSAL TO APPROVE THE AMENDMENT TO THE Mgmt For For
RESTATED ARTICLES OF INCORPORATION TO ADOPT
A MAJORITY VOTE STANDARD FOR THE ELECTION
OF DIRECTORS.
5. A NON-BINDING PROPOSAL TO APPROVE THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
CONAGRA FOODS, INC. Agenda Number: 933675576
--------------------------------------------------------------------------------------------------------------------------
Security: 205887102
Meeting Type: Annual
Meeting Date: 21-Sep-2012
Ticker: CAG
ISIN: US2058871029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MOGENS C. BAY Mgmt For For
STEPHEN G. BUTLER Mgmt For For
STEVEN F. GOLDSTONE Mgmt For For
JOIE A. GREGOR Mgmt For For
RAJIVE JOHRI Mgmt For For
W.G. JURGENSEN Mgmt For For
RICHARD H. LENNY Mgmt For For
RUTH ANN MARSHALL Mgmt For For
GARY M. RODKIN Mgmt For For
ANDREW J. SCHINDLER Mgmt For For
KENNETH E. STINSON Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
INDEPENDENT AUDITOR
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
CONCUR TECHNOLOGIES, INC. Agenda Number: 933730536
--------------------------------------------------------------------------------------------------------------------------
Security: 206708109
Meeting Type: Annual
Meeting Date: 13-Mar-2013
Ticker: CNQR
ISIN: US2067081099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
GORDON EUBANKS Mgmt For For
2. APPROVAL OF AMENDED AND RESTATED 2007 Mgmt For For
EQUITY INCENTIVE PLAN
3. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
4. APPROVAL OF, BY NON-BINDING VOTE, EXECUTIVE Mgmt For For
COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 933764842
--------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: COP
ISIN: US20825C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RICHARD L. ARMITAGE Mgmt For For
1B. ELECTION OF DIRECTOR: RICHARD H. AUCHINLECK Mgmt For For
1C. ELECTION OF DIRECTOR: JAMES E. COPELAND, Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: JODY L. FREEMAN Mgmt For For
1E. ELECTION OF DIRECTOR: GAY HUEY EVANS Mgmt For For
1F. ELECTION OF DIRECTOR: RYAN M. LANCE Mgmt For For
1G. ELECTION OF DIRECTOR: MOHD H. MARICAN Mgmt For For
1H. ELECTION OF DIRECTOR: ROBERT A. NIBLOCK Mgmt For For
1I. ELECTION OF DIRECTOR: HARALD J. NORVIK Mgmt For For
1J. ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. Mgmt For For
2. TO RATIFY APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS CONOCOPHILLIPS' INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION.
4. REPORT ON GRASSROOTS LOBBYING EXPENDITURES. Shr Against For
5. GREENHOUSE GAS REDUCTION TARGETS. Shr Against For
6. GENDER IDENTITY NON-DISCRIMINATION. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CONSOLIDATED EDISON, INC. Agenda Number: 933770732
--------------------------------------------------------------------------------------------------------------------------
Security: 209115104
Meeting Type: Annual
Meeting Date: 20-May-2013
Ticker: ED
ISIN: US2091151041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: KEVIN BURKE Mgmt For For
1B. ELECTION OF DIRECTOR: VINCENT A. CALARCO Mgmt For For
1C. ELECTION OF DIRECTOR: GEORGE CAMPBELL, JR. Mgmt For For
1D. ELECTION OF DIRECTOR: GORDON J. DAVIS Mgmt For For
1E. ELECTION OF DIRECTOR: MICHAEL J. DEL Mgmt For For
GIUDICE
1F. ELECTION OF DIRECTOR: ELLEN V. FUTTER Mgmt For For
1G. ELECTION OF DIRECTOR: JOHN F. HENNESSY III Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN F. KILLIAN Mgmt For For
1I. ELECTION OF DIRECTOR: EUGENE R. MCGRATH Mgmt For For
1J. ELECTION OF DIRECTOR: SALLY H. PINERO Mgmt For For
1K. ELECTION OF DIRECTOR: MICHAEL W. RANGER Mgmt For For
1L. ELECTION OF DIRECTOR: L. FREDERICK Mgmt For For
SUTHERLAND
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
ACCOUNTANTS.
3. APPROVAL OF THE COMPANY'S LONG TERM Mgmt For For
INCENTIVE PLAN.
4. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
5. END PRACTICE OF BENCHMARKING THE CEOS TOTAL Shr Against For
COMPENSATION TO THAT OF CEOS OF PEER
COMPANIES.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 933659798
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Annual
Meeting Date: 27-Jul-2012
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
BARRY A. FROMBERG Mgmt For For
JEANANNE K. HAUSWALD Mgmt For For
PAUL L. SMITH Mgmt For For
2. PROPOSAL TO RATIFY THE SELECTION OF KPMG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING FEBRUARY 28, 2013
3. PROPOSAL TO APPROVE, BY AN ADVISORY VOTE, Mgmt For For
THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS AS DISCLOSED IN THE
PROXY STATEMENT
4. PROPOSAL TO APPROVE THE AMENDMENT AND Mgmt For For
RESTATEMENT OF THE COMPANY'S ANNUAL
MANAGEMENT INCENTIVE PLAN
5. PROPOSAL TO APPROVE THE AMENDMENT AND Mgmt For For
RESTATEMENT OF THE COMPANY'S LONG-TERM
STOCK INCENTIVE PLAN
6. STOCKHOLDER PROPOSAL CONCERNING "EQUAL Shr Against For
SHAREHOLDER VOTING"
7. STOCKHOLDER PROPOSAL CONCERNING "MULTIPLE Shr Against For
PERFORMANCE METRICS"
--------------------------------------------------------------------------------------------------------------------------
COOPER INDUSTRIES PLC Agenda Number: 933692748
--------------------------------------------------------------------------------------------------------------------------
Security: G24140108
Meeting Type: Special
Meeting Date: 26-Oct-2012
Ticker: CBE
ISIN: IE00B40K9117
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TO APPROVE THE SCHEME OF ARRANGEMENT. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
COOPER INDUSTRIES PLC Agenda Number: 933692736
--------------------------------------------------------------------------------------------------------------------------
Security: G24140111
Meeting Type: Special
Meeting Date: 26-Oct-2012
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. APPROVAL OF THE SCHEME OF ARRANGEMENT. Mgmt For For
2. CANCELLATION OF COOPER SHARES PURSUANT TO Mgmt For For
THE SCHEME OF ARRANGEMENT.
3. DIRECTORS' AUTHORITY TO ALLOT SECURITIES Mgmt For For
AND APPLICATION OF RESERVES.
4. AMENDMENT TO ARTICLES OF ASSOCIATION. Mgmt For For
5. CREATION OF DISTRIBUTABLE RESERVES OF NEW Mgmt For For
EATON.
6. APPROVAL ON AN ADVISORY BASIS OF SPECIFIED Mgmt For For
COMPENSATORY ARRANGEMENTS BETWEEN COOPER
AND ITS NAMED EXECUTIVES.
7. ADJOURNMENT OF THE EXTRAORDINARY GENERAL Mgmt For For
MEETING.
--------------------------------------------------------------------------------------------------------------------------
CORNING INCORPORATED Agenda Number: 933742911
--------------------------------------------------------------------------------------------------------------------------
Security: 219350105
Meeting Type: Annual
Meeting Date: 25-Apr-2013
Ticker: GLW
ISIN: US2193501051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JOHN SEELY BROWN Mgmt For For
1B. ELECTION OF DIRECTOR: STEPHANIE A. BURNS Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN A. CANNING, JR. Mgmt For For
1D. ELECTION OF DIRECTOR: RICHARD T. CLARK Mgmt For For
1E. ELECTION OF DIRECTOR: ROBERT F. CUMMINGS Mgmt For For
1F. ELECTION OF DIRECTOR: JAMES B. FLAWS Mgmt For For
1G. ELECTION OF DIRECTOR: KURT M. LANDGRAF Mgmt For For
1H. ELECTION OF DIRECTOR: KEVIN J. MARTIN Mgmt For For
1I. ELECTION OF DIRECTOR: DEBORAH D. RIEMAN Mgmt For For
1J. ELECTION OF DIRECTOR: HANSEL E. TOOKES II Mgmt For For
1K. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
1L. ELECTION OF DIRECTOR: MARK S. WRIGHTON Mgmt For For
2. ADVISORY VOTE TO APPROVE THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
3. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS CORNING'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
--------------------------------------------------------------------------------------------------------------------------
COVIDIEN PLC Agenda Number: 933727779
--------------------------------------------------------------------------------------------------------------------------
Security: G2554F113
Meeting Type: Annual
Meeting Date: 20-Mar-2013
Ticker: COV
ISIN: IE00B68SQD29
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A) ELECTION OF DIRECTOR: JOSE E. ALMEIDA Mgmt For For
1B) ELECTION OF DIRECTOR: JOY A. AMUNDSON Mgmt For For
1C) ELECTION OF DIRECTOR: CRAIG ARNOLD Mgmt For For
1D) ELECTION OF DIRECTOR: ROBERT H. BRUST Mgmt For For
1E) ELECTION OF DIRECTOR: JOHN M. CONNORS, JR. Mgmt For For
1F) ELECTION OF DIRECTOR: CHRISTOPHER J. Mgmt For For
COUGHLIN
1G) ELECTION OF DIRECTOR: RANDALL J. HOGAN, III Mgmt For For
1H) ELECTION OF DIRECTOR: MARTIN D. MADAUS Mgmt For For
1I) ELECTION OF DIRECTOR: DENNIS H. REILLEY Mgmt For For
1J) ELECTION OF DIRECTOR: JOSEPH A. ZACCAGNINO Mgmt For For
2 APPOINT THE INDEPENDENT AUDITORS AND Mgmt For For
AUTHORIZE THE AUDIT COMMITTEE TO SET THE
AUDITORS' REMUNERATION.
3 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
4 APPROVE THE AMENDED AND RESTATED COVIDIEN Mgmt For For
STOCK AND INCENTIVE PLAN.
5 AUTHORIZE THE COMPANY AND/OR ANY SUBSIDIARY Mgmt For For
TO MAKE MARKET PURCHASES OF COMPANY SHARES.
S6 AUTHORIZE THE PRICE RANGE AT WHICH THE Mgmt For For
COMPANY CAN REISSUE SHARES IT HOLDS AS
TREASURY SHARES.
S7 AMEND ARTICLES OF ASSOCIATION TO EXPAND THE Mgmt For For
AUTHORITY TO EXECUTE INSTRUMENTS OF
TRANSFER.
8 ADVISORY VOTE ON THE CREATION OF Mgmt For For
MALLINCKRODT DISTRIBUTABLE RESERVES.
--------------------------------------------------------------------------------------------------------------------------
CREDIT AGRICOLE SA, MONTROUGE Agenda Number: 704331468
--------------------------------------------------------------------------------------------------------------------------
Security: F22797108
Meeting Type: MIX
Meeting Date: 23-May-2013
Ticker:
ISIN: FR0000045072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
http://www.journal-officiel.gouv.fr//pdf/20
13/0318/201303181300745.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO RECEIPT OF
ADDITIONAL URL:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0506/201305061301751.pdf AND CHANGE IN
TEXT OF RESOLUTION O.12. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the annual corporate financial Mgmt For For
statements for the financial year, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year, 2012
O.3 Allocation of income for the financial Mgmt For For
year, 2012
O.4 Agreement regarding security lending by Mgmt For For
Credit Agricole S.A. to Emporiki
O.5 Agreement regarding the participation of Mgmt For For
Credit Agricole S.A. in the capital
increase of Banco Espirito Santo
O.6 Agreement regarding the repurchase of Mgmt For For
shareholding of Sacam International in
Emporiki
O.7 Agreement regarding the creation of a Mgmt For For
Securitization Mutual Fund for liquidity
O.8 Approval of regulated commitments pursuant Mgmt For For
to the provisions of Article L.225-42-1 of
the Commercial Code in favor of Mr. Xavier
Musca
O.9 Renewal of term of Mr. Jean-Marie Sander as Mgmt For For
Board member
O.10 Renewal of term of Mr. Philippe Brassac as Mgmt For For
Board member
O.11 Renewal of term of Mrs. Veronique Flachaire Mgmt For For
as Board member
O.12 Renewal of term of Mr. Christian Talgorn as Mgmt For For
Board member
O.13 Appointment of Mrs. Pascale Berger as Board Mgmt For For
member, in substitution for Mrs. Carole
Giraud
O.14 Setting the amount of attendance allowances Mgmt For For
allocated to the Board members
O.15 Authorization to be granted to the Board of Mgmt For For
Directors to purchase ordinary shares of
the Company
E.16 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase share
capital by issuing ordinary shares and/or
securities giving access to ordinary shares
while maintaining preferential subscription
rights
E.17 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase share
capital by issuing ordinary shares and/or
securities giving access to ordinary shares
with cancellation of preferential
subscription rights outside of public
offering
E.18 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase share
capital by issuing ordinary shares and/or
securities giving access to ordinary shares
with cancellation of preferential
subscription rights by public offering
E.19 Authorization to be granted to the Board of Mgmt For For
Directors to increase the amount of the
initial issuance, in case of issuance of
ordinary shares or securities giving access
to ordinary shares with or without
preferential subscription rights decided
under the 16th, 17th, 18th, 20th, 21st,
25th and 26th resolutions
E.20 Delegation of authority to be granted to Mgmt For For
the Board of Directors to issue ordinary
shares and/or securities giving access to
ordinary shares with cancellation of
preferential subscription rights, in
consideration for in-kind contributions
granted to the Company and comprised of
equity securities or securities giving
access to capital, outside of public
exchange offer
E.21 Authorization to be granted to the Board of Mgmt For For
Directors to set the issue price of
ordinary shares or any securities giving
access to ordinary shares in case of
cancellation of preferential subscription
rights within the annual limit of 5% of
capital
E.22 Overall limitation of issuance Mgmt For For
authorization with or without preferential
subscription rights
E.23 Delegation of authority to be granted to Mgmt For For
the Board of Directors to issue securities
entitling to the allotment of debt
securities
E.24 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase share
capital by incorporation of reserves,
profits, premiums or other amounts
E.25 Authorization to be granted to the Board of Mgmt For For
Directors to increase share capital by
issuing ordinary shares with cancellation
of preferential subscription rights
reserved for employees of Credit Agricole
Group who are members of a company savings
plan
E.26 Authorization to be granted to the Board of Mgmt For For
Directors to increase share capital by
issuing ordinary shares with cancellation
of preferential subscription rights
reserved for the company Credit Agricole
International Employees
E.27 Authorization to be granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of ordinary shares
E.28 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CREDIT SAISON CO.,LTD. Agenda Number: 704574878
--------------------------------------------------------------------------------------------------------------------------
Security: J7007M109
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3271400008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CREE, INC. Agenda Number: 933686137
--------------------------------------------------------------------------------------------------------------------------
Security: 225447101
Meeting Type: Annual
Meeting Date: 23-Oct-2012
Ticker: CREE
ISIN: US2254471012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
CHARLES M. SWOBODA Mgmt For For
CLYDE R. HOSEIN Mgmt For For
ROBERT A. INGRAM Mgmt For For
FRANCO PLASTINA Mgmt For For
ALAN J. RUUD Mgmt For For
ROBERT L. TILLMAN Mgmt For For
HARVEY A. WAGNER Mgmt For For
THOMAS H. WERNER Mgmt For For
2. APPROVAL OF AMENDMENT TO THE 2004 LONG-TERM Mgmt For For
INCENTIVE COMPENSATION PLAN.
3. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING JUNE 30, 2013.
4. ADVISORY (NONBINDING) VOTE TO APPROVE Mgmt For For
EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
CRH PLC Agenda Number: 704379975
--------------------------------------------------------------------------------------------------------------------------
Security: G25508105
Meeting Type: AGM
Meeting Date: 08-May-2013
Ticker:
ISIN: IE0001827041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Consideration of financial statements and Mgmt For For
Reports of Directors and Auditors
2 Declaration of a dividend Mgmt For For
3 Consideration of Report on Directors' Mgmt For For
Remuneration
4.A Re-election of Director: E.J. Bartschi Mgmt For For
4.B Re-election of Director: M.C. Carton Mgmt For For
4.C Re-election of Director: W.P. Egan Mgmt For For
4.D Re-election of Director: U-H. Felcht Mgmt For For
4.E Re-election of Director: N. Hartery Mgmt For For
4.F Re-election of Director: J.M. de Jong Mgmt For For
4.G Re-election of Director: J.W. Kennedy Mgmt For For
4.H Re-election of Director: M. Lee Mgmt For For
4.I Re-election of Director: H.A. McSharry Mgmt For For
4.J Re-election of Director: A. Manifold Mgmt For For
4.K Re-election of Director: D.N. O'Connor Mgmt For For
4.L Re-election of Director: M.S. Towe Mgmt For For
5 Remuneration of Auditors Mgmt For For
6 Disapplication of pre-emption rights Mgmt For For
7 Authority to purchase own Ordinary Shares Mgmt For For
8 Authority to re-issue Treasury Shares Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 933753306
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: D.M. ALVARADO Mgmt For For
1B. ELECTION OF DIRECTOR: J.B. BREAUX Mgmt For For
1C. ELECTION OF DIRECTOR: P.L. CARTER Mgmt For For
1D. ELECTION OF DIRECTOR: S.T. HALVERSON Mgmt For For
1E. ELECTION OF DIRECTOR: E.J. KELLY, III Mgmt For For
1F. ELECTION OF DIRECTOR: G.H. LAMPHERE Mgmt For For
1G. ELECTION OF DIRECTOR: J.D. MCPHERSON Mgmt For For
1H. ELECTION OF DIRECTOR: T.T. O'TOOLE Mgmt For For
1I. ELECTION OF DIRECTOR: D.M. RATCLIFFE Mgmt For For
1J. ELECTION OF DIRECTOR: D.J. SHEPARD Mgmt For For
1K. ELECTION OF DIRECTOR: M.J. WARD Mgmt For For
1L. ELECTION OF DIRECTOR: J.C. WATTS, JR. Mgmt For For
1M. ELECTION OF DIRECTOR: J.S. WHISLER Mgmt For For
2. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
3. TO CONSIDER AN ADVISORY RESOLUTION TO Mgmt For For
APPROVE COMPENSATION FOR THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
CVS CAREMARK CORPORATION Agenda Number: 933763509
--------------------------------------------------------------------------------------------------------------------------
Security: 126650100
Meeting Type: Annual
Meeting Date: 09-May-2013
Ticker: CVS
ISIN: US1266501006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: C. DAVID BROWN II Mgmt For For
1B. ELECTION OF DIRECTOR: DAVID W. DORMAN Mgmt For For
1C. ELECTION OF DIRECTOR: ANNE M. FINUCANE Mgmt For For
1D. ELECTION OF DIRECTOR: KRISTEN GIBNEY Mgmt For For
WILLIAMS
1E. ELECTION OF DIRECTOR: LARRY J. MERLO Mgmt For For
1F. ELECTION OF DIRECTOR: JEAN-PIERRE MILLON Mgmt For For
1G. ELECTION OF DIRECTOR: RICHARD J. SWIFT Mgmt For For
1H. ELECTION OF DIRECTOR: WILLIAM C. WELDON Mgmt For For
1I. ELECTION OF DIRECTOR: TONY L. WHITE Mgmt For For
2. PROPOSAL TO RATIFY INDEPENDENT PUBLIC Mgmt For For
ACCOUNTING FIRM FOR 2013.
3. SAY ON PAY - AN ADVISORY VOTE ON THE Mgmt For For
APPROVAL OF EXECUTIVE COMPENSATION.
4. AMEND THE COMPANY'S 2007 EMPLOYEE STOCK Mgmt For For
PURCHASE PLAN TO ADD SHARES TO THE PLAN.
5. AMEND THE COMPANY'S CHARTER TO REDUCE Mgmt For For
VOTING THRESHOLDS IN THE FAIR PRICE
PROVISION.
6. STOCKHOLDER PROPOSAL REGARDING POLITICAL Shr Against For
CONTRIBUTIONS AND EXPENDITURES.
7. STOCKHOLDER PROPOSAL REGARDING POLICY ON Shr Against For
ACCELERATED VESTING OF EQUITY AWARDS UPON A
CHANGE IN CONTROL.
8. STOCKHOLDER PROPOSAL REGARDING LOBBYING Shr Against For
EXPENDITURES.
--------------------------------------------------------------------------------------------------------------------------
CYPRESS SEMICONDUCTOR CORPORATION Agenda Number: 933761391
--------------------------------------------------------------------------------------------------------------------------
Security: 232806109
Meeting Type: Annual
Meeting Date: 10-May-2013
Ticker: CY
ISIN: US2328061096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
T.J. RODGERS Mgmt For For
W. STEVE ALBRECHT Mgmt For For
ERIC A. BENHAMOU Mgmt For For
LLOYD CARNEY Mgmt For For
JAMES R. LONG Mgmt For For
J. DANIEL MCCRANIE Mgmt For For
J.D. SHERMAN Mgmt For For
WILBERT VAN DEN HOEK Mgmt For For
2 THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2013.
3 ANNUAL ADVISORY VOTE TO APPROVE THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
4 APPROVAL OF THE AMENDED AND RESTATED 2013 Mgmt For For
STOCK PLAN WHICH: (I) RENAMES PLAN, (II)
EXTENDS TERM OF PLAN, (III) LIMITS
NON-EMPLOYEE DIRECTOR EQUITY AWARDS, (IV)
SEEKS STOCKHOLDER APPROVAL FOR
PERFORMANCE-BASED AWARDS UNDER SECTION
162(M) OF IRS CODE, AND (V) REDUCES NUMBER
OF OPTIONS/RSUS THAT MAY BE GRANTED TO AN
INDIVIDUAL IN A GIVEN FISCAL YEAR.
5 APPROVAL OF THE AMENDED AND RESTATED Mgmt For For
EMPLOYEE STOCK PURCHASE PLAN WHICH EXTENDS
THE TERM OF THE PLAN AND PROVIDES FOR
PARTICIPATION BY NON-U.S. EMPLOYEES.
--------------------------------------------------------------------------------------------------------------------------
DAICEL CORPORATION Agenda Number: 704563255
--------------------------------------------------------------------------------------------------------------------------
Security: J08484149
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3485800001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DAIICHI SANKYO COMPANY,LIMITED Agenda Number: 704561465
--------------------------------------------------------------------------------------------------------------------------
Security: J11257102
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3475350009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
DAIKIN INDUSTRIES,LTD. Agenda Number: 704573662
--------------------------------------------------------------------------------------------------------------------------
Security: J10038115
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3481800005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
3 Appoint a Substitute Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
DAIMLER AG, STUTTGART Agenda Number: 704293238
--------------------------------------------------------------------------------------------------------------------------
Security: D1668R123
Meeting Type: AGM
Meeting Date: 10-Apr-2013
Ticker:
ISIN: DE0007100000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodians accounts,
please contact your CSR for more
information. Please also have a look at the
following link:
https://materials.proxyvote.com/Approved/99
999Z/19840101/OTHER_153994.PDF
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain blocked up until meeting date.
If you are considering settling a traded
voted position prior to the meeting date of
this event, please contact your CSR or
custodian to ensure your shares have been
deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
26.03.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the adopted financial Non-Voting
statements of Daimler AG, the approved
consolidated financial statements, the
combined management report for Daimler AG
and the Group with the explanatory reports
on the information required pursuant to
Section 289, Subsections 4 and 5, Section
315, Subsection 4 of the German Commercial
Code (Handelsgesetzbuch), and the report of
the Supervisory Board for the financial
year 2012
2. Resolution on the allocation of Mgmt Take No Action
distributable profit
3. Resolution on ratification of Board of Mgmt Take No Action
Management members actions in the 2012
financial year
4. Resolution on ratification of Supervisory Mgmt Take No Action
Board members actions in the 2012 financial
year
5. Resolution on the appointment of auditors Mgmt Take No Action
for the Company and the Group for the 2013
financial year
6.a Resolution on the election of new members Mgmt Take No Action
of the Supervisory Board: Sari Baldauf
6.b Resolution on the election of new members Mgmt Take No Action
of the Supervisory Board: Dr. Juergen
Hambrecht
6.c Resolution on the election of new members Mgmt Take No Action
of the Supervisory Board: Andrea Jung
--------------------------------------------------------------------------------------------------------------------------
DAITO TRUST CONSTRUCTION CO.,LTD. Agenda Number: 704573410
--------------------------------------------------------------------------------------------------------------------------
Security: J11151107
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3486800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DANA HOLDING CORP Agenda Number: 933747389
--------------------------------------------------------------------------------------------------------------------------
Security: 235825205
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: DAN
ISIN: US2358252052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
VIRGINIA A. KAMSKY Mgmt For For
TERRENCE J. KEATING Mgmt For For
JOSEPH C. MUSCARI Mgmt For For
S.B. SCHWARZWAELDER Mgmt For For
RICHARD F. WALLMAN Mgmt For For
KEITH E. WANDELL Mgmt For For
ROGER J. WOOD Mgmt For For
2. APPROVAL OF A NON-BINDING, ADVISORY Mgmt For For
PROPOSAL APPROVING EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
4. CONSIDERATION OF A SHAREHOLDER PROPOSAL Shr Against For
REGARDING EXECUTIVE STOCK RETENTION.
--------------------------------------------------------------------------------------------------------------------------
DANSKE BANK AS, COPENHAGEN Agenda Number: 704277145
--------------------------------------------------------------------------------------------------------------------------
Security: K22272114
Meeting Type: AGM
Meeting Date: 18-Mar-2013
Ticker:
ISIN: DK0010274414
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) IS REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT PLEASE NOTE THAT IF THE CHAIRMAN OF THE Non-Voting
BOARD OR A BOARD MEMBER IS APPOINTED AS
PROXY, WHICH IS OFTEN THE CASE, CLIENTS CAN
ONLY EXPECT THEM TO ACCEPT PRO-MANAGEMENT
VOTES. THE ONLY WAY TO GUARANTEE THAT
ABSTAIN AND/OR AGAINST VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR
OWN REPRESENTATIVE. THE SUB CUSTODIAN BANKS
OFFER REPRESENTATION SERVICES FOR AN ADDED
FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SOME OF Non-Voting
SUBCUSTODIANS IN DENMARK REQUIRE THE SHARES
TO BE REGISTERED IN SEGREGATED ACCOUNTS BY
REGISTRATION DEADLINE IN ORDER TO PROVIDE
VOTING SERVICE. PLEASE CONTACT YOUR GLOBAL
CUSTODIAN TO FIND OUT IF THIS REQUIREMENT
APPLIES TO YOUR SHARES AND, IF SO, YOUR
SHARES ARE REGISTERED IN A SEGREGATED
ACCOUNT FOR THIS GENERAL MEETING.
A The Board of Directors report on the Mgmt For For
company's activities in 2012
B Approval of Annual Report 2012 Mgmt For For
C Approval of the Board of Directors proposal Mgmt For For
for allocation of Danske Bank A/Ss profit
of DKK 4,632 million
D.1 Proposal by the Board of Directors to elect Mgmt For For
a Board of Directors consisting of eight
members elected by the general meeting
D.2.a Re-election of member to the Board of Mgmt For For
Directors: Ole Andersen
D.2.b Re-election of member to the Board of Mgmt For For
Directors: Niels B. Christiansen
D.2.c Re-election of member to the Board of Mgmt For For
Directors: Urban Backstrom
D.2.d Re-election of member to the Board of Mgmt For For
Directors: Jorn P. Jensen
D.2.e Re-election of member to the Board of Mgmt For For
Directors: Trond O. Westlie
D.2.f Election of member to the Board of Mgmt For For
Directors: Lars Forberg
D.2.g Election of member to the Board of Mgmt For For
Directors: Carol Sergeant
D.2.h Election of member to the Board of Mgmt For For
Directors: Jim Hagemann Snabe
D.2.i Election of member to the Board of Mgmt For For
Directors: Egon Geertsen
E Re-election of KPMG Statsautoriseret Mgmt For For
Revisionspartnerselskab
F Proposal by the Board of Directors to amend Mgmt For For
the Articles of Association: Proposal to
adjust the Board of Directors existing
authority to increase the company's share
capital
G Proposal to renew and prolong the Board of Mgmt For For
Directors existing authority to acquire own
shares
H Approval of the Board of Directors Mgmt For For
remuneration
I.1 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: Proposal from a group
of shareholders that: The general meeting
express its support for the imposition of a
tax on speculation (FTT)
I.2 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: Proposal from a group
of shareholders that: Danske Bank do not
introduce new fees for customers whose
total volume of business with the Bank
amounts to less than DKK 60,000
I.3 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: Proposal from a group
of shareholders that: The salaries of the
Executive Board members develop in line
with that of the other employees
J PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: Proposal from a
shareholder that Eivind Kolding, Chairman
of the Executive Board, be replaced
--------------------------------------------------------------------------------------------------------------------------
DASSAULT SYSTEMES SA, VELIZY VILLACOUBLAY Agenda Number: 704377488
--------------------------------------------------------------------------------------------------------------------------
Security: F2457H100
Meeting Type: MIX
Meeting Date: 30-May-2013
Ticker:
ISIN: FR0000130650
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0403/201304031301073.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO RECEIPT OF
ADDITIONAL URL:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0506/201305061301889.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the annual corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income Mgmt For For
O.4 Option for payment of the dividend in Mgmt For For
shares
O.5 Regulated agreements Mgmt For For
O.6 Appointment of Mrs. Odile Desforges as Mgmt For For
Board member
O.7 Authorization to the Board of Directors to Mgmt For For
purchase shares of Dassault Systemes SA
E.8 Authorization granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of shares previously
repurchased under the share repurchase
program
E.9 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital by
issuing shares or securities giving access
to capital of the Company and to issue
securities entitling to the allotment of
debt securities while maintaining
shareholders' preferential subscription
rights
E.10 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital by
issuing shares or securities giving access
to capital of the Company and to issue
securities entitling to the allotment of
debt securities with cancellation of
shareholders' preferential subscription
rights and through public offering
E.11 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital by
issuing shares or securities giving access
to capital of the Company and to issue
securities entitling to the allotment of
debt securities with cancellation of
shareholders' preferential subscription
rights as part of an offer through private
placement pursuant to Article L.411-2, II
of the Monetary and Financial Code
E.12 Delegation of authority granted to the Mgmt For For
Board of Directors to issue redeemable
share subscription and/or purchase warrants
("BSAAR") in favor of employees and
corporate officers of the Company and its
subsidiaries with cancellation of
shareholders' preferential subscription
rights in favor of the latter
E.13 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital by
incorporation of reserves, profits or
premiums
E.14 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital
within the limit of 10% of share capital,
in consideration for in-kind contributions
granted to the Company and comprised of
equity securities or securities giving
access to capital
E.15 Authorization granted to the Board of Mgmt For For
Directors to grant shares of the Company to
employees and corporate officers of the
Company and affiliated companies
E.16 Authorization granted to the Board of Mgmt For For
Directors to grant share subscription or
purchase options to employees and corporate
officers of the Company and affiliated
companies
E.17 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital in
favor of members of a company savings plan
O.E18 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DAVITA HEALTHCARE PARTNERS, INC. Agenda Number: 933811730
--------------------------------------------------------------------------------------------------------------------------
Security: 23918K108
Meeting Type: Annual
Meeting Date: 17-Jun-2013
Ticker: DVA
ISIN: US23918K1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PAMELA M. ARWAY Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES G. BERG Mgmt For For
1C. ELECTION OF DIRECTOR: CAROL ANTHONY Mgmt For For
DAVIDSON
1D. ELECTION OF DIRECTOR: PAUL J. DIAZ Mgmt For For
1E. ELECTION OF DIRECTOR: PETER T. GRAUER Mgmt For For
1F. ELECTION OF DIRECTOR: ROBERT J. MARGOLIS Mgmt For For
1G. ELECTION OF DIRECTOR: JOHN M. NEHRA Mgmt For For
1H. ELECTION OF DIRECTOR: WILLIAM L. ROPER Mgmt For For
1I. ELECTION OF DIRECTOR: KENT J. THIRY Mgmt For For
1J. ELECTION OF DIRECTOR: ROGER J. VALINE Mgmt For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2013.
3. TO HOLD AN ADVISORY VOTE ON EXECUTIVE Mgmt Against Against
COMPENSATION.
4. TO ADOPT AND APPROVE AN AMENDMENT TO OUR Mgmt For For
2011 INCENTIVE AWARD PLAN, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
5. TO CONSIDER AND VOTE UPON A STOCKHOLDER Shr For Against
PROPOSAL, IF PROPERLY PRESENTED AT THE
ANNUAL MEETING, REGARDING EXECUTIVE PAY.
6. TO CONSIDER AND VOTE UPON A STOCKHOLDER Shr Against For
PROPOSAL, IF PROPERLY PRESENTED AT THE
ANNUAL MEETING, REGARDING LOBBYING.
--------------------------------------------------------------------------------------------------------------------------
DELTA LLOYD N.V., AMSTERDAM Agenda Number: 704408752
--------------------------------------------------------------------------------------------------------------------------
Security: N25633103
Meeting Type: AGM
Meeting Date: 23-May-2013
Ticker:
ISIN: NL0009294552
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
3a Adoption of the 2012 financial statements Mgmt For For
and treatment of the loss
3c Proposal to pay a dividend from the Mgmt For For
reserves: It is proposed, on the basis of
the operational result after tax and
non-controlling interests, to distribute an
amount of EUR 180.6 million as a dividend
charged to the freely-distributable
reserves, representing EUR 1.03 per
ordinary share. After deduction of the
interim dividend of EUR 0.42 per ordinary
share paid on 30 August 2012, the final
dividend is EUR 0.61 per ordinary share. A
shareholder can elect to have the dividend
paid out either wholly in cash or wholly in
shares. The stock dividend will have
approximately the same value as the cash
dividend plus a premium of 4% and will be
charged against the share premium reserve
4a Discharge from liability of the members of Mgmt For For
the Executive Board
4b Discharge from liability of the members of Mgmt For For
the Supervisory Board
5d Appointment of Ms Clara C. Streit as a Mgmt For For
member of the Supervisory Board
6 Adoption of a change to the remuneration Mgmt For For
policy for the members of the Executive
Board
7 Amendment of the Articles of Association Mgmt For For
8a Renewal of the designation of the Executive Mgmt For For
Board as the body authorised to issue
ordinary shares
8b Renewal of the designation of the Executive Mgmt For For
Board as the body authorised to restrict or
exclude pre-emptive rights on the issue of
ordinary shares
9 Authorisation of the Executive Board to Mgmt For For
acquire, on the company's behalf, ordinary
shares and depositary receipts in the
company's own capital
--------------------------------------------------------------------------------------------------------------------------
DENSO CORPORATION Agenda Number: 704573648
--------------------------------------------------------------------------------------------------------------------------
Security: J12075107
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3551500006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE BANK AG, FRANKFURT AM MAIN Agenda Number: 704312874
--------------------------------------------------------------------------------------------------------------------------
Security: D18190898
Meeting Type: EGM
Meeting Date: 11-Apr-2013
Ticker:
ISIN: DE0005140008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodians accounts,
please contact your CSR for more
information. Please note the following
link:
https://materials.proxyvote.com/Approved/99
999Z/19840101/OTHER_153994.PDF
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain blocked up until meeting date.
If you are considering settling a traded
voted position prior to the meeting date of
this event, please contact your CSR or
custodian to ensure your shares have been
deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
27.03.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Resolution pursuant to paragraph 244 Stock Mgmt Take No Action
Corporation Act confirming the resolution
on Agenda Item 2 (Appropriation of
distributable profit) taken by the General
Meeting on May 31, 2012
2. Resolution pursuant to paragraph 244 Stock Mgmt Take No Action
Corporation Act confirming the resolution
on Agenda Item 5 (Election of the auditor
for the 2012 financial year, interim
accounts) taken by the General Meeting on
May 31, 2012
3.1 Resolution pursuant to paragraph 244 Stock Mgmt Take No Action
Corporation Act confirming the resolution
on Agenda Item 9 (Election to the
Supervisory Board) taken by the General
Meeting on May 31, 2012: Dr. Paul
Achleitner
3.2 Resolution pursuant to paragraph 244 Stock Mgmt Take No Action
Corporation Act confirming the resolution
on Agenda Item 9 (Election to the
Supervisory Board) taken by the General
Meeting on May 31, 2012: Peter Loescher
3.3 Resolution pursuant to paragraph 244 Stock Mgmt Take No Action
Corporation Act confirming the resolution
on Agenda Item 9 (Election to the
Supervisory Board) taken by the General
Meeting on May 31, 2012: Prof. Dr. Klaus
Ruediger Truetzschler
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE BANK AG, FRANKFURT AM MAIN Agenda Number: 704443504
--------------------------------------------------------------------------------------------------------------------------
Security: D18190898
Meeting Type: AGM
Meeting Date: 23-May-2013
Ticker:
ISIN: DE0005140008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodians accounts,
please contact your CSR for more
information. Please note the following
link:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_160726.PDF
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
08.05.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the established Annual Non-Voting
Financial Statements and Management Report
(including the explanatory report on
disclosures pursuant to Paragraph 289 (4)
German Commercial Code) for the 2012
financial year, the approved Consolidated
Financial Statements and Management Report
(including the explanatory report on
disclosures pursuant to Paragraph 315 (4)
German Commercial Code)
2. Appropriation of distributable profit Mgmt Take No Action
3. Ratification of the acts of management of Mgmt Take No Action
the members of the Management Board for the
2012 financial year
4. Ratification of the acts of management of Mgmt Take No Action
the members of the Supervisory Board for
the 2012 financial year
5. Election of the auditor for the 2013 Mgmt Take No Action
financial year, interim accounts: KPMG AG
6. Authorization to acquire own shares for Mgmt Take No Action
trading purposes pursuant to Paragraph 71
(1) No. 7 Stock Corporation Act
7. Authorization to acquire own shares Mgmt Take No Action
pursuant to Paragraph 71 (1) No. 8 Stock
Corporation Act as well as for their use
with the possible exclusion of pre-emptive
rights
8. Authorization to use derivatives within the Mgmt Take No Action
framework of the purchase of own shares
pursuant to Paragraph 71 (1) No. 8 Stock
Corporation Act
9. Approval of the compensation system for the Mgmt Take No Action
Management Board members
10. Amendments to the Articles of Association Mgmt Take No Action
regarding the new regulation on Supervisory
Board compensation
11.1 Election to the Supervisory Board: Mr. John Mgmt Take No Action
Cryan
11.2 Election to the Supervisory Board: Mr Mgmt Take No Action
Professor Dr. Henning Kagermann
11.3 Election to the Supervisory Board: Ms. Mgmt Take No Action
Suzanne Labarge
11.4 Election to the Supervisory Board: Mr Dr. Mgmt Take No Action
Johannes Teyssen
11.5 Election to the Supervisory Board: Mr. Mgmt Take No Action
Georg F. Thoma
11.6 Election to the Supervisory Board: Mr Mgmt Take No Action
Tilman Todenhoefer
11.7 Election to the Supervisory Board: Ms. Dina Mgmt Take No Action
Dublon
12. Cancellation of an existing authorized Mgmt Take No Action
capital, creation of new authorized capital
for capital increases in cash and/or in
kind (with the possibility of excluding
shareholders pre-emptive rights, also in
accordance with Paragraph 186 (3) sentence
4 Stock Corporation Act) and amendment to
the Articles of Association
13. Approval to conclude a domination agreement Mgmt Take No Action
between Deutsche Bank Aktiengesellschaft
(as the parent company) and RREEF
Management GmbH
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE BOERSE AG, FRANKFURT AM MAIN Agenda Number: 704355519
--------------------------------------------------------------------------------------------------------------------------
Security: D1882G119
Meeting Type: AGM
Meeting Date: 15-May-2013
Ticker:
ISIN: DE0005810055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading purposes
i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain registered up until meeting
date. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 30 Non-Voting
APR 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the approved annual and Non-Voting
consolidated annual financial statements,
the combined management report of Deutsche
Borse Aktiengesellschaft and the Group as
at 31 December 2012, the report of the
Supervisory Board, the explanatory report
of the Executive Board on disclosures
pursuant to sections 289 (4) and (5), 315
(2) no. 5 and (4) of the German Commercial
Code (Handelsgesetzbuch - HGB) and the
proposal for the use of unappropriated
profits
2. Use of unappropriated profits: The Mgmt Take No Action
Executive Board and the Supervisory Board
propose that the unappropriated profits
disclosed in the approved annual financial
statements as at 31 December 2012 totalling
EUR 400,000,000.00 be used as follows: to
pay a dividend of EUR 2.10 for each share
carrying dividend rights, i. e. EUR
386,508,177.30 in total; and to allocate
EUR 13,491,822.70 to "other retained
earnings". The proposal for the use of
unappropriated profits takes into account
the own shares held either directly or
indirectly by the Company that do not carry
dividend rights in accordance with section
71b of the German Stock Corporation Act
(Aktiengesetz - AktG). The number of shares
carrying dividend rights may change prior
to the Annual General Meeting. In such
cases, the proposal made to the Annual
General Meeting with regard to the use of
unappropriated profits, which shall be
based on an unchanged distribution of EUR
2.10 for each share carrying dividend
rights, shall be adjusted as appropriate
3. Resolution to approve the acts of the Mgmt Take No Action
members of the Executive Board
4. Resolution to approve the acts of the Mgmt Take No Action
members of the Supervisory Board
5. Authorisation to acquire and use own shares Mgmt Take No Action
in accordance with section 71 (1) no. 8 of
the AktG and to exclude subscription rights
and tender rights
6. Authorisation to use derivatives in the Mgmt Take No Action
acquisition of own shares in accordance
with section 71 (1) no. 8 of the AktG and
to exclude subscription rights and tender
rights
7. Amendment of section 6 of the Articles of Mgmt Take No Action
Incorporation
8. Election of the auditor and Group auditor Mgmt Take No Action
for financial year 2013 as well as the
auditor for the review of the condensed
financial statements and the interim
management report for the first half of
financial year 2013: KPMG AG
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE POST AG, BONN Agenda Number: 704437789
--------------------------------------------------------------------------------------------------------------------------
Security: D19225107
Meeting Type: AGM
Meeting Date: 29-May-2013
Ticker:
ISIN: DE0005552004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading purposes
i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain registered up until meeting
date. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 14 Non-Voting
MAY 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the adopted annual Non-Voting
financial statements and approved
consolidated financial statements, of the
management reports for the Company and the
Group with the explanatory report on
information in accordance with Sections 289
(4), 315 (4) of the German Commercial Code
(Handelsgesetzbuch, "HGB") and in
accordance with Section 289 (5) HGB and of
the report by the Supervisory Board for
fiscal year 2012
2. Appropriation of available net earnings Mgmt Take No Action
3. Approval of the actions of the members of Mgmt Take No Action
the Board of Management
4. Approval of the actions of the members of Mgmt Take No Action
the Supervisory Board
5. Appointment of the independent auditors for Mgmt Take No Action
fiscal year 2013 and the independent
auditors for the audit review of the
Group's condensed financial statements and
the interim management report as of June
30, 2013: PricewaterhouseCoopers AG,
Wirtschaftsprufungsgesellschaft, Dusseldorf
6. Creation of an Authorized Capital 2013 and Mgmt Take No Action
authorization to exclude subscription
rights as well as amendment of the Articles
of Association: Report of the Board of
Management to the Annual General Meeting on
Item 6 of the Agenda pursuant to Sections
203 (1) and (2) and 186 (4) sentence 2 AktG
7. Authorization to issue bonds with warrants, Mgmt Take No Action
convertible bonds and/or participating
bonds and profit participation certificates
(or combinations of these instruments) and
to exclude subscription rights together
with concurrent creation of a contingent
capital as well as amendment of the
Articles of Association: a) Authorization
to issue bonds with warrants, convertible
bonds and/or participating bonds and profit
participation certificates aa) Nominal
amount, authorization period, number of
shares bb) Subscription rights and
exclusion of subscription rights cc)
Warrant right dd) Conversion right ee)
Warrant or conversion obligation, right to
delivery of shares ff) Warrant or
conversion price gg) Further structuring
options; b) Contingent capital c) Amendment
to the Articles of Association; Report of
the Board of Management to the Annual
General Meeting on item 7 of the agenda
pursuant to Section 221 (4) sentence 2 and
Section 186 (4) sentence 2 AktG
8. Election to the Supervisory Board: Prof. Mgmt Take No Action
Dr. Wulf von Schimmelmann
9. Change to the remuneration of the Mgmt Take No Action
Supervisory Board
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE TELEKOM AG, BONN Agenda Number: 704385839
--------------------------------------------------------------------------------------------------------------------------
Security: D2035M136
Meeting Type: AGM
Meeting Date: 16-May-2013
Ticker:
ISIN: DE0005557508
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading purposes
i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain registered up until meeting
date. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 01 Non-Voting
MAY 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Submissions to the shareholders' meeting Non-Voting
pursuant to section 176 (1) sentence 1 of
the AktG (Aktiengesetz - German Stock
Corporation Act)
2. Resolution on the appropriation of net Mgmt Take No Action
income
3. Resolution on the approval of the actions Mgmt Take No Action
of the members of the Board of Management
for the 2012 financial year
4. Resolution on the approval of the actions Mgmt Take No Action
of the members of the Supervisory Board for
the 2012 financial year
5. Resolution on the appointment of the Mgmt Take No Action
independent auditor and the Group auditor
for the 2013 financial year as well as the
independent auditor to review the condensed
financial statements and the interim
management report pursuant to section 37w,
section 37y no. 2 WpHG
(Wertpapierhandelsgesetz - German
Securities Trading Act) in the 2013
financial year: PricewaterhouseCoopers
Aktiengesellschaft
Wirtschaftsprufungsgesellschaft, Frankfurt
am Main
6. Election of a Supervisory Board member: Ms. Mgmt Take No Action
Sari Baldauf
7. Election of a Supervisory Board member: Mgmt Take No Action
Prof. Ulrich Lehner
8. Resolution on the amendment to Supervisory Mgmt Take No Action
Board remuneration and the related
amendment to section 13 Articles of
Incorporation
9. Resolution on the cancellation of Mgmt Take No Action
contingent capital II and the related
amendment to section 5 Articles of
Incorporation
10. Resolution on the cancellation of Mgmt Take No Action
authorized capital 2009/I and the creation
of authorized capital 2013 for cash and/or
non-cash contributions, with the
authorization to exclude subscription
rights and the relevant amendment to the
Articles of Incorporation
11. Resolution on approval of a control and Mgmt Take No Action
profit and loss transfer agreement with
PASM Power and Air Condition Solution
Management GmbH
12. Resolution regarding approval of the Mgmt Take No Action
amendment to the profit and loss transfer
agreement with GMG Generalmietgesellschaft
mbH
13. Resolution regarding approval of the Mgmt Take No Action
amendment to the profit and loss transfer
agreement with DeTeMedien, Deutsche Telekom
Medien GmbH
14. Resolution regarding approval of the Mgmt Take No Action
amendment to the control agreement with GMG
Generalmietgesellschaft mbH
15. Resolution regarding approval of the Mgmt Take No Action
amendment to the control agreement with
DeTeMedien, Deutsche Telekom Medien GmbH
--------------------------------------------------------------------------------------------------------------------------
DOMINION RESOURCES, INC. Agenda Number: 933752289
--------------------------------------------------------------------------------------------------------------------------
Security: 25746U109
Meeting Type: Annual
Meeting Date: 03-May-2013
Ticker: D
ISIN: US25746U1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM P. BARR Mgmt For For
1B. ELECTION OF DIRECTOR: PETER W. BROWN, M.D. Mgmt For For
1C. ELECTION OF DIRECTOR: HELEN E. DRAGAS Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Mgmt For For
1E. ELECTION OF DIRECTOR: THOMAS F. FARRELL II Mgmt For For
1F. ELECTION OF DIRECTOR: JOHN W. HARRIS Mgmt For For
1G. ELECTION OF DIRECTOR: ROBERT S. JEPSON, JR. Mgmt For For
1H. ELECTION OF DIRECTOR: MARK J. KINGTON Mgmt For For
1I. ELECTION OF DIRECTOR: PAMELA J. ROYAL, M.D. Mgmt For For
1J. ELECTION OF DIRECTOR: ROBERT H. SPILMAN, Mgmt For For
JR.
1K. ELECTION OF DIRECTOR: MICHAEL E. SZYMANCZYK Mgmt For For
1L. ELECTION OF DIRECTOR: DAVID A. WOLLARD Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
AUDITORS FOR 2013
3. ADVISORY VOTE ON APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION (SAY ON PAY)
4. APPROVAL OF AMENDMENT TO BYLAWS TO ALLOW Mgmt For For
SHAREHOLDERS TO CALL SPECIAL MEETINGS
5. REPORT ON FUTURE POLICY TO END USE OF Shr Against For
MOUNTAINTOP REMOVAL COAL
6. SUSTAINABILITY AS A PERFORMANCE MEASURE FOR Shr Against For
EXECUTIVE COMPENSATION
7. POLICY RELATED TO MINIMIZING STORAGE OF Shr Against For
NUCLEAR WASTE IN SPENT FUEL POOLS
8. REPORT ON THE FINANCIAL RISKS TO DOMINION Shr Against For
POSED BY CLIMATE CHANGE
--------------------------------------------------------------------------------------------------------------------------
DOVER CORPORATION Agenda Number: 933749131
--------------------------------------------------------------------------------------------------------------------------
Security: 260003108
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: DOV
ISIN: US2600031080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: D.H. BENSON Mgmt For For
1B. ELECTION OF DIRECTOR: R.W. CREMIN Mgmt For For
1C. ELECTION OF DIRECTOR: J-P.M. ERGAS Mgmt For For
1D. ELECTION OF DIRECTOR: P.T. FRANCIS Mgmt For For
1E. ELECTION OF DIRECTOR: K.C. GRAHAM Mgmt For For
1F. ELECTION OF DIRECTOR: M.F. JOHNSTON Mgmt For For
1G. ELECTION OF DIRECTOR: R.A. LIVINGSTON Mgmt For For
1H. ELECTION OF DIRECTOR: R.K. LOCHRIDGE Mgmt For For
1I. ELECTION OF DIRECTOR: B.G. RETHORE Mgmt For For
1J. ELECTION OF DIRECTOR: M.B. STUBBS Mgmt For For
1K. ELECTION OF DIRECTOR: S.M. TODD Mgmt For For
1L. ELECTION OF DIRECTOR: S.K. WAGNER Mgmt For For
1M. ELECTION OF DIRECTOR: M.A. WINSTON Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2013.
3. TO APPROVE, ON AN ADVISORY BASIS, NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
4. TO CONSIDER A SHAREHOLDER PROPOSAL Shr Against For
REGARDING THE ADOPTION OF A SIMPLE MAJORITY
VOTING STANDARD FOR SHAREHOLDER MATTERS, IF
PROPERLY PRESENTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
DOWA HOLDINGS CO.,LTD. Agenda Number: 704573597
--------------------------------------------------------------------------------------------------------------------------
Security: J12432126
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3638600001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
3 Appoint a Substitute Outside Corporate Mgmt For For
Auditor
--------------------------------------------------------------------------------------------------------------------------
DUKE ENERGY CORPORATION Agenda Number: 933746705
--------------------------------------------------------------------------------------------------------------------------
Security: 26441C204
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: DUK
ISIN: US26441C2044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
WILLIAM BARNET, III Mgmt For For
G. ALEX BERNHARDT, SR. Mgmt For For
MICHAEL G. BROWNING Mgmt For For
HARRIS E. DELOACH, JR. Mgmt For For
DANIEL R. DIMICCO Mgmt For For
JOHN H. FORSGREN Mgmt For For
ANN M. GRAY Mgmt For For
JAMES H. HANCE, JR. Mgmt For For
JOHN T. HERRON Mgmt For For
JAMES B. HYLER, JR. Mgmt For For
E. MARIE MCKEE Mgmt For For
E. JAMES REINSCH Mgmt For For
JAMES T. RHODES Mgmt For For
JAMES E. ROGERS Mgmt For For
CARLOS A. SALADRIGAS Mgmt For For
PHILIP R. SHARP Mgmt For For
2. RATIFICATION OF DELOITTE & TOUCHE LLP AS Mgmt For For
DUKE ENERGY CORPORATION'S INDEPENDENT
PUBLIC ACCOUNTANT FOR 2013
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4. APPROVAL OF THE AMENDED DUKE ENERGY Mgmt For For
CORPORATION EXECUTIVE SHORT-TERM INCENTIVE
PLAN
5. SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER Shr Against For
ACTION BY WRITTEN CONSENT
6. SHAREHOLDER PROPOSAL REGARDING AN AMENDMENT Shr Against For
TO OUR ORGANIZATIONAL DOCUMENTS TO REQUIRE
MAJORITY VOTING FOR THE ELECTION OF
DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
E.ON SE, DUESSELDORF Agenda Number: 704344922
--------------------------------------------------------------------------------------------------------------------------
Security: D24914133
Meeting Type: AGM
Meeting Date: 03-May-2013
Ticker:
ISIN: DE000ENAG999
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
https://materials.proxyvote.com/Approved/99
999Z/19840101/OTHER_153994.PDF
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
18.04.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the adopted Annual Non-Voting
Financial Statements and the approved
Consolidated Financial Statements for the
2012 financial year, along with the
Management Report Summary for E.ON SE and
the E.ON Group and the Report of the
Supervisory Board as well as the
Explanatory Report of the Board of
Management regarding the statements
pursuant to Sections 289 para. 4, 315 para.
4 and Section 289 para. 5 German Commercial
Code (Handelsgesetzbuch-HGB)
2. Appropriation of balance sheet profits from Mgmt Take No Action
the 2012 financial year
3. Discharge of the Board of Management for Mgmt Take No Action
the 2012 financial year
4. Discharge of the Supervisory Board for the Mgmt Take No Action
2012 financial year
5.a Election of the auditor for the 2013 Mgmt Take No Action
financial year as well as for the
inspection of financial statements:
Election of PricewaterhouseCoopers
Aktiengesellschaft
Wirtschaftspruefungsgesellschaft,
Duesseldorf, as the auditor for the annual
as well as the consolidated financial
statements for the 2013 financial year.
5.b Election of the auditor for the 2013 Mgmt Take No Action
financial year as well as for the
inspection of financial statements:
Election of PricewaterhouseCoopers
Aktiengesellschaft
Wirtschaftspruefungsgesellschaft,
Duesseldorf, as the auditor for the
inspection of the abbreviated financial
statements and the interim management
report for the first half of the 2013
financial year
6.a Election of the Supervisory Board: Ms Mgmt Take No Action
Baroness Denise Kingsmill CBE
6.b Election of the Supervisory Board: Mr Prof. Mgmt Take No Action
Dr. Ulrich Lehner
6.c Election of the Supervisory Board: Mr Rene Mgmt Take No Action
Obermann
6.d Election of the Supervisory Board: Ms Dr. Mgmt Take No Action
Karen de Segundo
6.e Election of the Supervisory Board: Mr Dr. Mgmt Take No Action
Theo Siegert
6.f Election of the Supervisory Board: Mr Mgmt Take No Action
Werner Wenning
7. Approval of the compensation system Mgmt Take No Action
applying to the members of the Board of
Management
8. Remuneration of the first Supervisory Board Mgmt Take No Action
of E.ON SE
--------------------------------------------------------------------------------------------------------------------------
EAST JAPAN RAILWAY COMPANY Agenda Number: 704561782
--------------------------------------------------------------------------------------------------------------------------
Security: J1257M109
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3783600004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
5 Shareholder Proposal: Partial amendment to Shr Against For
the Articles of Incorporation (1)
6 Shareholder Proposal: Establishment of a Shr Against For
Committee for Development of Recovery Plans
7 Shareholder Proposal: Partial amendment to Shr Against For
the Articles of Incorporation (2)
8 Shareholder Proposal: Establishment of a Shr Against For
Special Committee for Compliance
Surveillance
9 Shareholder Proposal: Partial amendment to Shr Against For
the Articles of Incorporoation (3)
10 Shareholder Proposal: Partial amendment to Shr Against For
the Articles of Incorporation (4)
11.1 Shareholder Proposal: Dismisal of Director Shr Against For
11.2 Shareholder Proposal: Dismisal of Director Shr Against For
11.3 Shareholder Proposal: Dismisal of Director Shr Against For
11.4 Shareholder Proposal: Dismisal of Director Shr Against For
11.5 Shareholder Proposal: Dismisal of Director Shr Against For
12 Shareholder Proposal: Reduction of Shr Against For
remuneration to Directors and Corporate
Auditors
13 Shareholder Proposal: Proposal for Shr Against For
appropriation of retained earnings
--------------------------------------------------------------------------------------------------------------------------
EASTMAN CHEMICAL COMPANY Agenda Number: 933763573
--------------------------------------------------------------------------------------------------------------------------
Security: 277432100
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: EMN
ISIN: US2774321002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: GARY E. ANDERSON Mgmt For For
1.2 ELECTION OF DIRECTOR: BRETT D. BEGEMANN Mgmt For For
1.3 ELECTION OF DIRECTOR: STEPHEN R. DEMERITT Mgmt For For
1.4 ELECTION OF DIRECTOR: ROBERT M. HERNANDEZ Mgmt For For
1.5 ELECTION OF DIRECTOR: JULIE F. HOLDER Mgmt For For
1.6 ELECTION OF DIRECTOR: RENEE J. HORNBAKER Mgmt For For
1.7 ELECTION OF DIRECTOR: LEWIS M. KLING Mgmt For For
1.8 ELECTION OF DIRECTOR: DAVID W. RAISBECK Mgmt For For
2. ADVISORY APPROVAL OF EXECUTIVE COMPENSATION Mgmt For For
AS DISCLOSED IN PROXY STATEMENT
3. RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
AUDITORS
4. ADVISORY VOTE ON STOCKHOLDER PROPOSAL Shr Against For
REQUESTING THAT THE BOARD OF DIRECTORS TAKE
STEPS NECESSARY TO PERMIT STOCKHOLDERS TO
ACT BY WRITTEN CONSENT
--------------------------------------------------------------------------------------------------------------------------
EATON CORPORATION Agenda Number: 933689575
--------------------------------------------------------------------------------------------------------------------------
Security: 278058102
Meeting Type: Special
Meeting Date: 26-Oct-2012
Ticker: ETN
ISIN: US2780581029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. ADOPTING THE TRANSACTION AGREEMENT, DATED Mgmt For For
MAY 21, 2012, AMONG EATON CORPORATION,
COOPER INDUSTRIES PLC, NEW EATON
CORPORATION (F/K/A ABEIRON LIMITED),
ABEIRON II LIMITED (F/K/A COMDELL LIMITED),
TURLOCK B.V. AND TURLOCK CORPORATION, AS
AMENDED BY AMENDMENT NO. 1 TO THE
TRANSACTION AGREEMENT, DATED JUNE 22, 2012,
AND APPROVING THE MERGER.
2. APPROVING THE REDUCTION OF CAPITAL OF NEW Mgmt For For
EATON TO ALLOW THE CREATION OF
DISTRIBUTABLE RESERVES OF NEW EATON WHICH
ARE REQUIRED UNDER IRISH LAW IN ORDER TO
ALLOW NEW EATON TO MAKE DISTRIBUTIONS AND
TO PAY DIVIDENDS AND REPURCHASE OR REDEEM
SHARES FOLLOWING COMPLETION OF THE
TRANSACTION.
3. APPROVING, ON AN ADVISORY BASIS, SPECIFIED Mgmt For For
COMPENSATORY ARRANGEMENTS BETWEEN EATON AND
ITS NAMED EXECUTIVE OFFICERS RELATING TO
THE TRANSACTION AGREEMENT.
4. APPROVING ANY MOTION TO ADJOURN THE SPECIAL Mgmt For For
MEETING, OR ANY ADJOURNMENTS THEREOF, TO
ANOTHER TIME OR PLACE IF NECESSARY OR
APPROPRIATE, ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
EATON CORPORATION PLC Agenda Number: 933749143
--------------------------------------------------------------------------------------------------------------------------
Security: G29183103
Meeting Type: Annual
Meeting Date: 24-Apr-2013
Ticker: ETN
ISIN: IE00B8KQN827
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GEORGE S. BARRETT Mgmt For For
1B. ELECTION OF DIRECTOR: TODD M. BLUEDORN Mgmt For For
1C. ELECTION OF DIRECTOR: CHRISTOPHER M. CONNOR Mgmt For For
1D. ELECTION OF DIRECTOR: MICHAEL J. CRITELLI Mgmt For For
1E. ELECTION OF DIRECTOR: ALEXANDER M. CUTLER Mgmt For For
1F. ELECTION OF DIRECTOR: CHARLES E. GOLDEN Mgmt For For
1G. ELECTION OF DIRECTOR: LINDA A. HILL Mgmt For For
1H. ELECTION OF DIRECTOR: ARTHUR E. JOHNSON Mgmt For For
1I. ELECTION OF DIRECTOR: NED C. LAUTENBACH Mgmt For For
1J. ELECTION OF DIRECTOR: DEBORAH L. MCCOY Mgmt For For
1K. ELECTION OF DIRECTOR: GREGORY R. PAGE Mgmt For For
1L. ELECTION OF DIRECTOR: GERALD B. SMITH Mgmt For For
2. APPROVING THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITOR FOR 2013 AND
AUTHORIZING THE AUDIT COMMITTEE OF THE
BOARD OF DIRECTORS TO SET ITS REMUNERATION.
3. APPROVING THE SENIOR EXECUTIVE INCENTIVE Mgmt For For
COMPENSATION PLAN.
4. APPROVING THE EXECUTIVE STRATEGIC INCENTIVE Mgmt For For
PLAN.
5. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
6. AUTHORIZING THE COMPANY AND OR ANY Mgmt For For
SUBSIDIARY OF THE COMPANY TO MAKE OVERSEAS
MARKET PURCHASES OF COMPANY SHARES.
7. AUTHORIZING THE PRICE RANGE AT WHICH THE Mgmt For For
COMPANY CAN REISSUE SHARES THAT IT HOLDS AS
TREASURY SHARES.
--------------------------------------------------------------------------------------------------------------------------
EBARA CORPORATION Agenda Number: 704583233
--------------------------------------------------------------------------------------------------------------------------
Security: J12600128
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3166000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
EBAY INC. Agenda Number: 933756934
--------------------------------------------------------------------------------------------------------------------------
Security: 278642103
Meeting Type: Annual
Meeting Date: 18-Apr-2013
Ticker: EBAY
ISIN: US2786421030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DAVID M. MOFFETT Mgmt For For
1B. ELECTION OF DIRECTOR: RICHARD T. Mgmt For For
SCHLOSBERG, III
1C. ELECTION OF DIRECTOR: THOMAS J. TIERNEY Mgmt For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. STOCKHOLDER PROPOSAL REGARDING CORPORATE Shr Against For
LOBBYING DISCLOSURE.
4. STOCKHOLDER PROPOSAL REGARDING PRIVACY AND Shr Against For
DATA SECURITY.
5. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITORS FOR OUR FISCAL YEAR
ENDING DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
EDISON INTERNATIONAL Agenda Number: 933744725
--------------------------------------------------------------------------------------------------------------------------
Security: 281020107
Meeting Type: Annual
Meeting Date: 25-Apr-2013
Ticker: EIX
ISIN: US2810201077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAGJEET S. BINDRA Mgmt For For
1B. ELECTION OF DIRECTOR: VANESSA C.L. CHANG Mgmt For For
1C. ELECTION OF DIRECTOR: FRANCE A. CORDOVA Mgmt For For
1D. ELECTION OF DIRECTOR: THEODORE F. CRAVER, Mgmt For For
JR.
1E. ELECTION OF DIRECTOR: BRADFORD M. FREEMAN Mgmt For For
1F. ELECTION OF DIRECTOR: LUIS G. NOGALES Mgmt For For
1G. ELECTION OF DIRECTOR: RONALD L. OLSON Mgmt For For
1H. ELECTION OF DIRECTOR: RICHARD T. Mgmt For For
SCHLOSBERG, III
1I. ELECTION OF DIRECTOR: THOMAS C. SUTTON Mgmt For For
1J. ELECTION OF DIRECTOR: PETER J. TAYLOR Mgmt For For
1K. ELECTION OF DIRECTOR: BRETT WHITE Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
3. ADVISORY VOTE TO APPROVE THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION
4. SHAREHOLDER PROPOSAL REGARDING AN Shr Against For
INDEPENDENT BOARD CHAIRMAN
--------------------------------------------------------------------------------------------------------------------------
EDWARDS LIFESCIENCES CORPORATION Agenda Number: 933767420
--------------------------------------------------------------------------------------------------------------------------
Security: 28176E108
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: EW
ISIN: US28176E1082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ROBERT A. INGRAM Mgmt For For
1B. ELECTION OF DIRECTOR: WILLIAM J. LINK Mgmt For For
1C. ELECTION OF DIRECTOR: WESLEY W. VON SCHACK Mgmt For For
2. APPROVAL OF THE AMENDMENT AND RESTATEMENT Mgmt For For
OF THE LONG-TERM STOCK INCENTIVE
COMPENSATION PROGRAM
3. APPROVAL OF THE AMENDMENT AND RESTATEMENT Mgmt For For
OF THE U.S. EMPLOYEE STOCK PURCHASE PLAN
4. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
5. RATIFICATION OF APPOINTMENT OF THE Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
6. APPROVAL OF AMENDMENTS TO THE RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO DECLASSIFY
THE BOARD
7. APPROVAL OF AN AMENDMENT TO THE RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO ELIMINATE
THE SUPERMAJORITY VOTING PROVISION
8. ADVISORY VOTE TO APPROVE THE STOCKHOLDER Shr Against For
PROPOSAL REGARDING SPECIAL MEETINGS OF
STOCKHOLDERS
--------------------------------------------------------------------------------------------------------------------------
EISAI CO.,LTD. Agenda Number: 704515103
--------------------------------------------------------------------------------------------------------------------------
Security: J12852117
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3160400002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Allow Use of Treasury Mgmt For For
Shares for Odd-Lot Purchases
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 933750057
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 06-May-2013
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: R. ALVAREZ Mgmt For For
1B. ELECTION OF DIRECTOR: W. BISCHOFF Mgmt For For
1C. ELECTION OF DIRECTOR: R.D. HOOVER Mgmt For For
1D. ELECTION OF DIRECTOR: F.G. PRENDERGAST Mgmt For For
1E. ELECTION OF DIRECTOR: K.P. SEIFERT Mgmt For For
2. RATIFICATION OF THE APPOINTMENT BY THE Mgmt For For
AUDIT COMMITTEE OF THE BOARD OF DIRECTORS
OF ERNST & YOUNG LLP AS PRINCIPAL
INDEPENDENT AUDITOR FOR 2013.
3. APPROVE, BY NON-BINDING VOTE, COMPENSATION Mgmt For For
PAID TO THE COMPANY'S NAMED EXECUTIVE
OFFICERS.
4. REAPPROVE MATERIAL TERMS OF THE PERFORMANCE Mgmt For For
GOALS FOR THE 2002 LILLY STOCK PLAN.
--------------------------------------------------------------------------------------------------------------------------
EMC CORPORATION Agenda Number: 933748747
--------------------------------------------------------------------------------------------------------------------------
Security: 268648102
Meeting Type: Annual
Meeting Date: 01-May-2013
Ticker: EMC
ISIN: US2686481027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MICHAEL W. BROWN Mgmt For For
1B. ELECTION OF DIRECTOR: RANDOLPH L. COWEN Mgmt For For
1C. ELECTION OF DIRECTOR: GAIL DEEGAN Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES S. DISTASIO Mgmt For For
1E. ELECTION OF DIRECTOR: JOHN R. EGAN Mgmt For For
1F. ELECTION OF DIRECTOR: EDMUND F. KELLY Mgmt For For
1G. ELECTION OF DIRECTOR: JAMI MISCIK Mgmt For For
1H. ELECTION OF DIRECTOR: WINDLE B. PRIEM Mgmt For For
1I. ELECTION OF DIRECTOR: PAUL SAGAN Mgmt For For
1J. ELECTION OF DIRECTOR: DAVID N. STROHM Mgmt For For
1K. ELECTION OF DIRECTOR: JOSEPH M. TUCCI Mgmt For For
2. RATIFICATION OF THE SELECTION BY THE AUDIT Mgmt For For
COMMITTEE OF PRICEWATERHOUSECOOPERS LLP AS
EMC'S INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2013, AS DESCRIBED
IN EMC'S PROXY STATEMENT.
3. ADVISORY APPROVAL OF OUR EXECUTIVE Mgmt For For
COMPENSATION, AS DESCRIBED IN EMC'S PROXY
STATEMENT.
4. APPROVAL OF THE EMC CORPORATION AMENDED AND Mgmt For For
RESTATED 2003 STOCK PLAN, AS DESCRIBED IN
EMC'S PROXY STATEMENT.
5. APPROVAL OF THE EMC CORPORATION AMENDED AND Mgmt For For
RESTATED 1989 EMPLOYEE STOCK PURCHASE PLAN,
AS DESCRIBED IN EMC'S PROXY STATEMENT.
6. APPROVAL OF AMENDMENTS TO EMC'S ARTICLES OF Mgmt For For
ORGANIZATION AND BYLAWS TO ALLOW
SHAREHOLDERS TO ACT BY WRITTEN CONSENT BY
LESS THAN UNANIMOUS APPROVAL, AS DESCRIBED
IN EMC'S PROXY STATEMENT.
7. TO ACT UPON A SHAREHOLDER PROPOSAL RELATING Shr Against For
TO POLITICAL CONTRIBUTIONS, AS DESCRIBED IN
EMC'S PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
ENEL S.P.A., ROMA Agenda Number: 704391476
--------------------------------------------------------------------------------------------------------------------------
Security: T3679P115
Meeting Type: OGM
Meeting Date: 30-Apr-2013
Ticker:
ISIN: IT0003128367
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 171755 DUE TO RECEIPT OF SLATES
FOR INTERNAL AUDITOR NAMES. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1 Financial statements as of December 31st, Mgmt For For
2012. Reports of the board of directors, of
the board of statutory auditors and of the
external auditor. Related resolutions.
Presentation of the consolidated financial
statements for the year ended December
31st, 2012
2 Allocation of the annual net income Mgmt For For
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS AUDITORS, THERE IS
ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE
MEETING. THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 1
SLATE OF THE 2 SLATES. THANK YOU.
3.1 Election of the board of statutory Shr Against For
auditors: List presented by Ministero
dell'Economia e delle Finanze representing
31.24% of company stock capital: Effective
Auditors: 1. Lidia D'Alessio 2. Gennaro
Mariconda; Alternate Auditors: 1. Giulia De
Martino 2. Pierpaolo Singer
3.2 Election of the board of statutory Shr No vote
auditors: List presented by Aletti
Gestielle SGR SpA, Allianz Global Investors
Italia SGR SpA, Anima SGR SpA, APG
Alegemene Pensioen Groep NV; Arca SGR SpA,
BNP Paribas Investment Partners SpA, Ersel
Asset Management SGR SpA, Eurizon Capital
SA, Eurizon Capital SA, SpA, FIL Investment
International, Fideuram Investimenti SGR
SpA, Fideuram Gestions SA, Interfund Sicav,
Mediolanum Gestione FondiSGR SpA,
Madiolanum Internation Funds Limited,
Pioneer Asset Management SA, Pioneer
Investment Management SGR SpA, and UBI
Pramerica SGR Spa representing 1.07% of
company stock capital: Effective Auditors:
1. Sergio Duca; Alternate Auditors: 1.
Franco Luciano Tutino
4 Determination of the compensation of the Mgmt For For
regular members of the board of statutory
auditors
5 Remuneration report Mgmt For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION OF AMENDMENT COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ENGILITY HOLDINGS, INC. Agenda Number: 933781583
--------------------------------------------------------------------------------------------------------------------------
Security: 29285W104
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: EGL
ISIN: US29285W1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
DARRYLL J. PINES Mgmt For For
WILLIAM G. TOBIN Mgmt For For
2. TO RATIFY THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER
31, 2013
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4. ADVISORY VOTE TO APPROVE THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES TO APPROVE NAMED
EXECUTIVE OFFICER COMPENSATION
5. TO APPROVE THE ENGILITY HOLDINGS, INC. Mgmt For For
AMENDED AND RESTATED 2012 CASH INCENTIVE
PLAN
6. TO APPROVE THE ENGILITY HOLDINGS, INC. Mgmt For For
AMENDED AND RESTATED 2012 LONG TERM
PERFORMANCE PLAN
--------------------------------------------------------------------------------------------------------------------------
ENI SPA, ROMA Agenda Number: 703951271
--------------------------------------------------------------------------------------------------------------------------
Security: T3643A145
Meeting Type: MIX
Meeting Date: 16-Jul-2012
Ticker:
ISIN: IT0003132476
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING IDS 100002 AND 101648 DUE TO OGM
AND EGM CHANGED TO MIX MEETING. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_133197.PDF
E.1 Cancellation of Eni treasury shares, Mgmt For For
without reduction of the share capital,
subject to elimination of the par value of
the shares and consequent amendments to
article 5.1 of the By-laws; related and
consequent resolutions
O.1 New buy-back plan of Eni shares; related Mgmt For For
and consequent resolutions
--------------------------------------------------------------------------------------------------------------------------
ENI SPA, ROMA Agenda Number: 704380031
--------------------------------------------------------------------------------------------------------------------------
Security: T3643A145
Meeting Type: OGM
Meeting Date: 10-May-2013
Ticker:
ISIN: IT0003132476
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Eni S.P.A. Financial Statements at December Mgmt Take No Action
31, 2012 related resolutions Eni
Consolidated Financial Statements at
December 31, 2012 reports of the directors,
of the board of statutory auditors and of
the audit firm
2 Allocation of net profit Mgmt Take No Action
3 Remuneration report: Policy on remuneration Mgmt Take No Action
4 Authorisation of buy-back plan of Eni Mgmt Take No Action
shares after first cancelling the previous
buy-back plan authorised by the
shareholders' meeting on July 16, 2012,
with respect to that portion not
implemented related and consequent
resolutions
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_161709.PDF
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF ADDITIONAL URL LINKS. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
EQUIFAX INC. Agenda Number: 933751794
--------------------------------------------------------------------------------------------------------------------------
Security: 294429105
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: EFX
ISIN: US2944291051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES E. COPELAND, Mgmt For For
JR.
1B. ELECTION OF DIRECTOR: ROBERT D. DALEO Mgmt For For
1C. ELECTION OF DIRECTOR: WALTER W. DRIVER, JR. Mgmt For For
1D. ELECTION OF DIRECTOR: MARK L. FEIDLER Mgmt For For
1E. ELECTION OF DIRECTOR: L. PHILLIP HUMANN Mgmt For For
1F. ELECTION OF DIRECTOR: SIRI S. MARSHALL Mgmt For For
1G. ELECTION OF DIRECTOR: JOHN A. MCKINLEY Mgmt For For
1H. ELECTION OF DIRECTOR: RICHARD F. SMITH Mgmt For For
1I. ELECTION OF DIRECTOR: MARK B. TEMPLETON Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS EQUIFAX'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
3. APPROVAL OF THE AMENDED AND RESTATED 2008 Mgmt For For
OMNIBUS INCENTIVE PLAN.
4. APPROVAL OF THE MATERIAL TERMS OF Mgmt For For
PERFORMANCE GOALS UNDER THE OMNIBUS PLAN.
5. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
EUROPEAN AERONAUTIC DEFENCE AND SPACE NV, SCHIPHOL Agenda Number: 704274478
--------------------------------------------------------------------------------------------------------------------------
Security: F17114103
Meeting Type: EGM
Meeting Date: 27-Mar-2013
Ticker:
ISIN: NL0000235190
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Opening and general introductory statements Non-Voting
2 Presentation, including a Report of the Non-Voting
Board of Directors in respect of the
proposed change of the Company's governance
and shareholding structure
3 Discussion of all Agenda items Non-Voting
4.1 Amendment of the Company's Articles of Mgmt For For
Association
4.2 Authorisation for the Board of Directors to Mgmt For For
repurchase up to 15% of the Company's
issued and outstanding share capital (i.e.
issued share capital excluding shares held
by the Company or its subsidiaries) (the
"share buyback programme")
4.3 Cancellation of shares repurchased by the Mgmt For For
Company pursuant to the share buyback
Programme
4.4 Appointment of Mr Thomas Enders as the Mgmt For For
Executive Member of the Board of Directors
4.5 Appointment of Mr Manfred Bischoff as a Mgmt For For
non-Executive Member of the Board of
Directors
4.6 Appointment of Mr Ralph D. Crosby, Jr. as a Mgmt For For
non-Executive Member of the Board of
Directors
4.7 Appointment of Mr Hans-Peter Keitel as a Mgmt For For
non-Executive Member of the Board of
Directors
4.8 Appointment of Mr Hermann-Josef Lamberti as Mgmt For For
a non-Executive Member of the Board of
Directors
4.9 Appointment of Mrs Anne Lauvergeon as a Mgmt For For
non-Executive Member of the Board of
Directors
4.10 Appointment of Mr Lakshmi N. Mittal as a Mgmt For For
non-Executive Member of the Board of
Directors
4.11 Appointment of Sir John Parker as a Mgmt For For
non-Executive Member of the Board of
Directors
4.12 Appointment of Mr Michel Pebereau as a Mgmt For For
non-Executive Member of the Board of
Directors
4.13 Appointment of Mr Josep Pique i Camps as a Mgmt For For
non-Executive Member of the Board of
Directors
4.14 Appointment of Mr Denis Ranque as a Mgmt For For
non-Executive Member of the Board of
Directors
4.15 Appointment of Mr Jean-Claude Trichet as a Mgmt For For
non-Executive Member of the Board of
Directors
5 Closing of the Meeting Non-Voting
--------------------------------------------------------------------------------------------------------------------------
EUROPEAN AERONAUTIC DEFENCE AND SPACE NV, SCHIPHOL Agenda Number: 704462770
--------------------------------------------------------------------------------------------------------------------------
Security: N3114C808
Meeting Type: AGM
Meeting Date: 29-May-2013
Ticker:
ISIN: NL0000235190
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Opening and general introductory statements Non-Voting
2.1 Presentation by the Chairman and the Chief Non-Voting
Executive Officer, including report by the
Board of Directors in respect of the:
Corporate governance statement
2.2 Presentation by the Chairman and the Chief Non-Voting
Executive Officer, including report by the
Board of Directors in respect of the:
Policy on dividend
2.3 Presentation by the Chairman and the Chief Non-Voting
Executive Officer, including report by the
Board of Directors in respect of the:
Report on the business and financial
results of 2012
3 Discussion of all Agenda items Non-Voting
4.1 Vote on the resolution in respect of the: Mgmt For For
Adoption of the audited accounts for the
financial year of 2012
4.2 Vote on the resolution in respect of the: Mgmt For For
Approval of the result allocation and
distribution
4.3 Vote on the resolution in respect of the: Mgmt For For
Release from liability of the current and
former Members of the Board of Directors
4.4 Vote on the resolution in respect of the: Mgmt For For
Appointment of Ernst & Young Accountants
L.L.P. as co-auditor for the financial year
2013
4.5 Vote on the resolution in respect of the: Mgmt For For
Appointment of KPMG Accountants N.V. as
co-auditor for the financial year 2013
4.6 Vote on the resolution in respect of the: Mgmt For For
Adoption of the compensation and
remuneration policy of the Members of the
Board of Directors
4.7 Vote on the resolution in respect of the: Mgmt For For
Delegation to the Board of Directors of
powers to issue shares, to grant rights to
subscribe for shares and to limit or
exclude preferential subscription rights of
existing shareholders
4.8 Vote on the resolution in respect of the: Mgmt For For
Cancellation of shares repurchased by the
Company
4.9 Vote on the resolution in respect of the: Mgmt For For
Renewal of the authorisation for the Board
of Directors to repurchase shares of the
Company
5 Closing of the meeting Non-Voting
--------------------------------------------------------------------------------------------------------------------------
EXPEDITORS INT'L OF WASHINGTON, INC. Agenda Number: 933763395
--------------------------------------------------------------------------------------------------------------------------
Security: 302130109
Meeting Type: Annual
Meeting Date: 01-May-2013
Ticker: EXPD
ISIN: US3021301094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PETER J. ROSE Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT R. WRIGHT Mgmt For For
1C. ELECTION OF DIRECTOR: MARK A. EMMERT Mgmt For For
1D. ELECTION OF DIRECTOR: R. JORDAN GATES Mgmt For For
1E. ELECTION OF DIRECTOR: DAN P. KOURKOUMELIS Mgmt For For
1F. ELECTION OF DIRECTOR: MICHAEL J. MALONE Mgmt For For
1G. ELECTION OF DIRECTOR: JOHN W. MEISENBACH Mgmt For For
1H. ELECTION OF DIRECTOR: LIANE J. PELLETIER Mgmt For For
1I. ELECTION OF DIRECTOR: JAMES L.K. WANG Mgmt For For
1J. ELECTION OF DIRECTOR: TAY YOSHITANI Mgmt For For
2. TO APPROVE, ON A NON-BINDING BASIS, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
3. TO APPROVE AND RATIFY THE ADOPTION OF THE Mgmt For For
2013 STOCK OPTION PLAN.
4. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
5. THE SHAREHOLDER PROPOSAL REGARDING Shr Against For
EXECUTIVES TO RETAIN SIGNIFICANT STOCK.
--------------------------------------------------------------------------------------------------------------------------
EXPERIAN PLC, ST HELLIER Agenda Number: 703918310
--------------------------------------------------------------------------------------------------------------------------
Security: G32655105
Meeting Type: AGM
Meeting Date: 18-Jul-2012
Ticker:
ISIN: GB00B19NLV48
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of the report and financial Mgmt For For
statements
2 Approval of the report on directors' Mgmt For For
remuneration
3 To elect Brian Cassin as a director of the Mgmt For For
Company
4 To re-elect Fabiola Arredondo as a director Mgmt For For
of the Company
5 To re-elect Chris Callero as a director of Mgmt For For
the Company
6 To re-elect Roger Davis as a director of Mgmt For For
the Company
7 To re-elect Alan Jebson as a director of Mgmt For For
the Company
8 To re-elect Sir John Peace as a director of Mgmt For For
the Company
9 To re-elect Don Robert as a director of the Mgmt For For
Company
10 To re-elect Sir Alan Rudge as a director of Mgmt For For
the Company
11 To re-elect Judith Sprieser as a director Mgmt For For
of the Company
12 To re-elect David Tyler as a director of Mgmt For For
the Company
13 To re-elect Paul Walker as a director of Mgmt For For
the Company
14 Re-appointment of auditors Mgmt For For
15 Directors' authority to determine the Mgmt For For
auditors' remuneration
16 Directors' authority to allot relevant Mgmt For For
securities
17 Directors' authority to disapply Mgmt For For
pre-emption rights
18 Directors' authority to purchase the Mgmt For For
Company's own shares
--------------------------------------------------------------------------------------------------------------------------
EXPERIAN PLC, ST HELLIER Agenda Number: 704151935
--------------------------------------------------------------------------------------------------------------------------
Security: G32655105
Meeting Type: EGM
Meeting Date: 20-Nov-2012
Ticker:
ISIN: GB00B19NLV48
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To approve the Transaction Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
EXXON MOBIL CORPORATION Agenda Number: 933791243
--------------------------------------------------------------------------------------------------------------------------
Security: 30231G102
Meeting Type: Annual
Meeting Date: 29-May-2013
Ticker: XOM
ISIN: US30231G1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
M.J. BOSKIN Mgmt For For
P. BRABECK-LETMATHE Mgmt For For
U.M. BURNS Mgmt For For
L.R. FAULKNER Mgmt For For
J.S. FISHMAN Mgmt For For
H.H. FORE Mgmt For For
K.C. FRAZIER Mgmt For For
W.W. GEORGE Mgmt For For
S.J. PALMISANO Mgmt For For
S.S REINEMUND Mgmt For For
R.W. TILLERSON Mgmt For For
W.C. WELDON Mgmt For For
E.E. WHITACRE, JR. Mgmt For For
2. RATIFICATION OF INDEPENDENT AUDITORS (PAGE Mgmt For For
60)
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION (PAGE 61)
4. INDEPENDENT CHAIRMAN (PAGE 63) Shr Against For
5. MAJORITY VOTE FOR DIRECTORS (PAGE 64) Shr Against For
6. LIMIT DIRECTORSHIPS (PAGE 65) Shr Against For
7. REPORT ON LOBBYING (PAGE 66) Shr Against For
8. POLITICAL CONTRIBUTIONS POLICY (PAGE 67) Shr Against For
9. AMENDMENT OF EEO POLICY (PAGE 69) Shr Against For
10. REPORT ON NATURAL GAS PRODUCTION (PAGE 70) Shr Against For
11. GREENHOUSE GAS EMISSIONS GOALS (PAGE 72) Shr Against For
--------------------------------------------------------------------------------------------------------------------------
FACEBOOK INC. Agenda Number: 933811538
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 11-Jun-2013
Ticker: FB
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MARC L. ANDREESSEN Mgmt For For
ERSKINE B. BOWLES Mgmt For For
S.D. DESMOND-HELLMANN Mgmt For For
DONALD E. GRAHAM Mgmt For For
REED HASTINGS Mgmt For For
SHERYL K. SANDBERG Mgmt For For
PETER A. THIEL Mgmt For For
MARK ZUCKERBERG Mgmt For For
2. TO APPROVE, ON A NON-BINDING ADVISORY Mgmt For For
BASIS, THE COMPENSATION OF FACEBOOK, INC.'S
NAMED EXECUTIVE OFFICERS.
3. TO VOTE, ON A NON-BINDING ADVISORY BASIS, Mgmt 1 Year Against
WHETHER A NON-BINDING ADVISORY VOTE ON THE
COMPENSATION PROGRAM FOR FACEBOOK, INC.'S
NAMED EXECUTIVE OFFICERS SHOULD BE HELD
EVERY ONE, TWO OR THREE YEARS.
4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS FACEBOOK, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
FANUC CORPORATION Agenda Number: 704583221
--------------------------------------------------------------------------------------------------------------------------
Security: J13440102
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3802400006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Streamline Business Mgmt For For
Lines, Allow Use of Electronic Systems for
Public Notifications, Increase Board Size
to 18, Adopt Reduction of Liability System
for Outside Directors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
3.14 Appoint a Director Mgmt For For
3.15 Appoint a Director Mgmt For For
3.16 Appoint a Director Mgmt For For
3.17 Appoint a Director Mgmt For For
3.18 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
FAST RETAILING CO.,LTD. Agenda Number: 704154208
--------------------------------------------------------------------------------------------------------------------------
Security: J1346E100
Meeting Type: AGM
Meeting Date: 22-Nov-2012
Ticker:
ISIN: JP3802300008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
2.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
FERROVIAL SA, MADRID Agenda Number: 704305134
--------------------------------------------------------------------------------------------------------------------------
Security: E49512119
Meeting Type: OGM
Meeting Date: 22-Mar-2013
Ticker:
ISIN: ES0118900010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN MEETING DATE FROM 21 MAR TO 22
MAR 2013. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FORM
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
1 Review and approval of the annual accounts, Mgmt For For
balance sheet, income statement, statement
of changes in equity, statement of cash
flows and memory-and the individual
management report of Ferrovial, SA, as well
as the consolidated financial statements
and the management report of the
consolidated group for the year ended
December 31, 2012
2.1 Application of the profit for 2012 Mgmt For For
2.2 Dividend distribution charged to Mgmt For For
unrestricted reserves
3 Review and approval of the management by Mgmt For For
the Board of Directors in 2012
4 Re-election of auditors of the Company and Mgmt For For
its consolidated group
5.1 Re-election of D. Rafael del Pino y Mgmt For For
Calvo-Sotelo
5.2 Re-election of D. Santiago Bergareche Mgmt For For
Busquet
5.3 Re-election of D. Joaquin Ayuso Garcia Mgmt For For
5.4 Re-election of D. Inigo Meiras Amusco Mgmt For For
5.5 Re-election of D. Jaime Carvajal Urquijo Mgmt For For
5.6 Re-election of Baela Portman, SL Mgmt For For
5.7 Re-election of D. Juan Arena de la Mora Mgmt For For
5.8 Re-election of D. Gabriele Burgio Mgmt For For
5.9 Re-election of Ms. Maria del Pino y Calvo Mgmt For For
Sotelo
5.10 Re-election of D. Santiago Fernandez Mgmt For For
Valbuena
5.11 Re-election of D. Jose Fernando Mgmt For For
Sanchez-Junco Mans
5.12 Re-election of Karlovy, SL Mgmt For For
6.1 Approval of a plan to deliver shares of the Mgmt For For
Company to members of the Board of
Directors who perform executive functions
6.2 Approval of a plan to deliver shares of the Mgmt For For
Company to members of senior management
7 Authorization to the Board of Directors to Mgmt For For
acquire treasury stock directly or through
group companies
8 Delegation of powers for the formalization, Mgmt For For
registration and implementation of the
resolutions adopted by the Board.
Empowerment to formalize the filing of
annual accounts referred to in Article 279
of the Ley de Sociedades de Capital
9 Annual report on director compensation Mgmt For For
(Article 61 ter of the Ley del Mercado de
Valores)
10 Information on amendments made to the Non-Voting
Regulations of the Board of Directors
11 Information used by the Board of Directors Non-Voting
of the powers delegated by the agreement
6th General Meeting of the Company held on
October 22, 2009 (delegation to the Board
of Directors, among others, of the power to
issue bonds, notes and other fixed-income
securities, both simple as convertible and
/ or exchangeable and warrants and
preferred shares)
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 162836 DUE TO CHANGE IN AGENDA.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
FIAT SPA, TORINO Agenda Number: 704324639
--------------------------------------------------------------------------------------------------------------------------
Security: T4210N122
Meeting Type: OGM
Meeting Date: 09-Apr-2013
Ticker:
ISIN: IT0001976403
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 163483 DUE TO SPLITTING OF
RESOLUTION. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/AR_156977.PDF
1 Motion for Approval of the Statutory Mgmt For For
Financial Statements and Allocation of 2012
Net Result
2.1 Compensation Policy pursuant to Article Mgmt For For
123-ter of Legislative Decree 58/98
2.2 Authorization for the Purchase and Disposal Mgmt For For
of Own Shares
--------------------------------------------------------------------------------------------------------------------------
FIDELITY NAT'L INFORMATION SERVICES INC Agenda Number: 933784565
--------------------------------------------------------------------------------------------------------------------------
Security: 31620M106
Meeting Type: Annual
Meeting Date: 29-May-2013
Ticker: FIS
ISIN: US31620M1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: STEPHAN A. JAMES Mgmt For For
1B. ELECTION OF DIRECTOR: FRANK R. MARTIRE Mgmt For For
1C. ELECTION OF DIRECTOR: GARY A. NORCROSS Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES B. STALLINGS, Mgmt For For
JR.
2. ADVISORY VOTE ON FIDELITY NATIONAL Mgmt For For
INFORMATION SERVICES, INC. EXECUTIVE
COMPENSATION.
3. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
THE FIS 2008 OMNIBUS INCENTIVE PLAN.
4. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2013 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
FIFTH THIRD BANCORP Agenda Number: 933740474
--------------------------------------------------------------------------------------------------------------------------
Security: 316773100
Meeting Type: Annual
Meeting Date: 16-Apr-2013
Ticker: FITB
ISIN: US3167731005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DARRYL F. ALLEN Mgmt For For
1B. ELECTION OF DIRECTOR: B. EVAN BAYH III Mgmt For For
1C. ELECTION OF DIRECTOR: ULYSSES L. BRIDGEMAN Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: EMERSON L. BRUMBACK Mgmt For For
1E. ELECTION OF DIRECTOR: JAMES P. HACKETT Mgmt For For
1F. ELECTION OF DIRECTOR: GARY R. HEMINGER Mgmt For For
1G. ELECTION OF DIRECTOR: JEWELL D. HOOVER Mgmt For For
1H. ELECTION OF DIRECTOR: WILLIAM M. ISAAC Mgmt For For
1I. ELECTION OF DIRECTOR: KEVIN T. KABAT Mgmt For For
1J. ELECTION OF DIRECTOR: MITCHEL D. Mgmt For For
LIVINGSTON, PH.D.
1K. ELECTION OF DIRECTOR: MICHAEL B. Mgmt For For
MCCALLISTER
1L. ELECTION OF DIRECTOR: HENDRIK G. MEIJER Mgmt For For
1M. ELECTION OF DIRECTOR: JOHN J. SCHIFF, JR. Mgmt For For
1N. ELECTION OF DIRECTOR: MARSHA C. WILLIAMS Mgmt For For
02. APPROVAL OF THE APPOINTMENT OF THE FIRM OF Mgmt For For
DELOITTE & TOUCHE LLP TO SERVE AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE COMPANY FOR THE YEAR 2013.
03. AN ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
04. AN ADVISORY VOTE TO DETERMINE WHETHER THE Mgmt 1 Year For
SHAREHOLDER VOTE ON THE COMPENSATION OF THE
COMPANY'S EXECUTIVES WILL OCCUR EVERY 1, 2,
OR 3 YEARS.
--------------------------------------------------------------------------------------------------------------------------
FIRST HORIZON NATIONAL CORPORATION Agenda Number: 933746503
--------------------------------------------------------------------------------------------------------------------------
Security: 320517105
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: FHN
ISIN: US3205171057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROBERT B. CARTER Mgmt For For
1B ELECTION OF DIRECTOR: JOHN C. COMPTON Mgmt For For
1C ELECTION OF DIRECTOR: MARK A. EMKES Mgmt For For
1D ELECTION OF DIRECTOR: CORYDON J. GILCHRIST Mgmt For For
1E ELECTION OF DIRECTOR: VICKY B. GREGG Mgmt For For
1F ELECTION OF DIRECTOR: D. BRYAN JORDAN Mgmt For For
1G ELECTION OF DIRECTOR: R. BRAD MARTIN Mgmt For For
1H ELECTION OF DIRECTOR: SCOTT M. NISWONGER Mgmt For For
1I ELECTION OF DIRECTOR: VICKI R. PALMER Mgmt For For
1J ELECTION OF DIRECTOR: COLIN V. REED Mgmt For For
1K ELECTION OF DIRECTOR: LUKE YANCY III Mgmt For For
2 APPROVAL OF AN ADVISORY RESOLUTION TO Mgmt For For
APPROVE EXECUTIVE COMPENSATION.
3 RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For
AUDITORS.
--------------------------------------------------------------------------------------------------------------------------
FIRST REPUBLIC BANK Agenda Number: 933768218
--------------------------------------------------------------------------------------------------------------------------
Security: 33616C100
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: FRC
ISIN: US33616C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JAMES H. HERBERT, II Mgmt For For
K. AUGUST-DEWILDE Mgmt For For
THOMAS J. BARRACK, JR. Mgmt For For
F.J. FAHRENKOPF, JR. Mgmt For For
WILLIAM E. FORD Mgmt For For
L. MARTIN GIBBS Mgmt For For
SANDRA R. HERNANDEZ Mgmt For For
PAMELA J. JOYNER Mgmt For For
REYNOLD LEVY Mgmt For For
JODY S. LINDELL Mgmt For For
GEORGE G.C. PARKER Mgmt For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
OUR INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2013.
3. TO APPROVE, BY ADVISORY (NON-BINDING) VOTE, Mgmt For For
THE COMPENSATION OF OUR EXECUTIVE OFFICERS
(A "SAY ON PAY" VOTE).
--------------------------------------------------------------------------------------------------------------------------
FOCUS MEDIA HOLDING LIMITED Agenda Number: 933705420
--------------------------------------------------------------------------------------------------------------------------
Security: 34415V109
Meeting Type: Annual
Meeting Date: 10-Dec-2012
Ticker: FMCN
ISIN: US34415V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RE-ELECTION OF DAQING QI Mgmt For For
2 RECEIPT OF THE FINANCIAL STATEMENTS Mgmt For For
3 APPROVAL AND AUTHORIZATION RE: 2013 Mgmt For For
EMPLOYEE SHARE OPTION PLAN
4 APPOINTMENT OF DELOITTE Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
FOCUS MEDIA HOLDING LIMITED Agenda Number: 933774362
--------------------------------------------------------------------------------------------------------------------------
Security: 34415V109
Meeting Type: Special
Meeting Date: 29-Apr-2013
Ticker: FMCN
ISIN: US34415V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
S1 AS A SPECIAL RESOLUTION, AUTHORIZE AND Mgmt For For
APPROVE THE AGREEMENT AND PLAN OF MERGER
DATED AS OF DECEMBER 19, 2012 (THE "MERGER
AGREEMENT") AMONG GIOVANNA PARENT LIMITED,
GIOVANNA ACQUISITION LIMITED ("MERGER SUB")
AND THE COMPANY, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
O2 AS AN ORDINARY RESOLUTION, INSTRUCT THE Mgmt For For
CHAIRMAN OF THE EXTRAORDINARY GENERAL
MEETING TO ADJOURN THE EXTRAORDINARY
GENERAL MEETING IN ORDER TO ALLOW THE
COMPANY TO SOLICIT ADDITIONAL PROXIES IN
THE EVENT THAT THERE ARE INSUFFICIENT
PROXIES RECEIVED AT THE TIME OF THE
EXTRAORDINARY GENERAL MEETING TO PASS THE
SPECIAL RESOLUTION IN PROPOSAL 1, ABOVE.
--------------------------------------------------------------------------------------------------------------------------
FORD MOTOR COMPANY Agenda Number: 933751720
--------------------------------------------------------------------------------------------------------------------------
Security: 345370860
Meeting Type: Annual
Meeting Date: 09-May-2013
Ticker: F
ISIN: US3453708600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: STEPHEN G. BUTLER Mgmt For For
1B. ELECTION OF DIRECTOR: KIMBERLY A. CASIANO Mgmt For For
1C. ELECTION OF DIRECTOR: ANTHONY F. EARLEY, Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: EDSEL B. FORD II Mgmt For For
1E. ELECTION OF DIRECTOR: WILLIAM CLAY FORD, Mgmt For For
JR.
1F. ELECTION OF DIRECTOR: RICHARD A. GEPHARDT Mgmt For For
1G. ELECTION OF DIRECTOR: JAMES H. HANCE, JR. Mgmt For For
1H. ELECTION OF DIRECTOR: WILLIAM W. HELMAN IV Mgmt For For
1I. ELECTION OF DIRECTOR: JON M. HUNTSMAN, JR. Mgmt For For
1J. ELECTION OF DIRECTOR: RICHARD A. MANOOGIAN Mgmt For For
1K. ELECTION OF DIRECTOR: ELLEN R. MARRAM Mgmt For For
1L. ELECTION OF DIRECTOR: ALAN MULALLY Mgmt For For
1M. ELECTION OF DIRECTOR: HOMER A. NEAL Mgmt For For
1N. ELECTION OF DIRECTOR: GERALD L. SHAHEEN Mgmt For For
1O. ELECTION OF DIRECTOR: JOHN L. THORNTON Mgmt For For
2. RATIFICATION OF SELECTION OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
3. SAY ON PAY - AN ADVISORY VOTE TO APPROVE Mgmt For For
THE COMPENSATION OF THE NAMED EXECUTIVES.
4. APPROVAL OF THE TERMS OF THE COMPANY'S Mgmt For For
ANNUAL INCENTIVE COMPENSATION PLAN.
5. APPROVAL OF THE TERMS OF THE COMPANY'S 2008 Mgmt For For
LONG-TERM INCENTIVE PLAN.
6. APPROVAL OF THE TAX BENEFIT PRESERVATION Mgmt For For
PLAN.
7. RELATING TO CONSIDERATION OF A Shr Against For
RECAPITALIZATION PLAN TO PROVIDE THAT ALL
OF THE COMPANY'S OUTSTANDING STOCK HAVE ONE
VOTE PER SHARE.
8. RELATING TO ALLOWING HOLDERS OF 10% OF Shr Against For
OUTSTANDING COMMON STOCK TO CALL SPECIAL
MEETING OF SHAREHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
FORTUM CORPORATION, ESPOO Agenda Number: 704320756
--------------------------------------------------------------------------------------------------------------------------
Security: X2978Z118
Meeting Type: AGM
Meeting Date: 09-Apr-2013
Ticker:
ISIN: FI0009007132
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
CMMT PLEASE NOTE THAT PROPOSALS 10, 11 AND 12 Non-Voting
ARE MADE BY THE NOMINATION BOARD THAT
CONSISTS OF THE 3 SHAREHOLDERS WHOSE SHARES
REPRESENTS THE LARGEST NUMBER OF VOTES OF
ALL SHARES IN THE COMPANY ON 1 NOVEMBER
2012. THE MANAGEMENT WILL NOT GIVE ANY
VOTING RECOMMENDATIONS. THANK YOU
1 Opening of the meeting Non-Voting
2 Calling the meeting to order Non-Voting
3 Election of persons to scrutinize the Non-Voting
minutes and to supervise the counting of
votes
4 Recording the legality of the meeting Non-Voting
5 Recording the attendance at the meeting and Non-Voting
adoption of the list of votes
6 Presentation of the financial statements, Non-Voting
the consolidated financial statements, the
operating and financial review and the
auditor's report for the year 2012
7 Adoption of the financial statements and Mgmt For For
consolidated financial statements
8 Resolution on the use of the profit shown Mgmt For For
on the balance sheet and the payment of
dividend. The board proposes that a
dividend of EUR 1,00 per share will be paid
9 Resolution of the discharge from liability Mgmt For For
of the members of the board of directors
and the managing director
10 Resolution on the remuneration of the Mgmt For For
members of the board of directors
11 Resolution on the number of members of the Mgmt For For
board of directors. The shareholders'
nomination board proposes that the board
shall consist of seven (7) members
12 Election of the chairman, deputy chairman Mgmt For For
and members of the board of directors. The
shareholders' nomination board proposes
that S. Baldauf be re-elected as chairman
and C. Ramm-Schmidt be re-elected as deputy
chairman and that M. Akhtarzand, H-W.
Binzel, I. Ervasti-Vaintola, K. Ignatius
and J. Larson be re-elected as members
13 Resolution on the remuneration of the Mgmt For For
auditor
14 Election of auditor. On the recommendation Mgmt For For
of the audit and risk committee, the board
proposes that Deloitte and Touche Ltd,
Chartered Public Accountants is elected as
the auditor
15 Establishing of shareholders' nomination Mgmt For For
board. The board proposes that the general
meeting would resolve to establish a
permanent shareholders' nomination board
16 Closing of the meeting Non-Voting
--------------------------------------------------------------------------------------------------------------------------
FRANCE TELECOM SA, PARIS Agenda Number: 704354769
--------------------------------------------------------------------------------------------------------------------------
Security: F4113C103
Meeting Type: MIX
Meeting Date: 28-May-2013
Ticker:
ISIN: FR0000133308
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0327/201303271300944.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO CHANGE IN
RECORD DATE FROM 22 APR TO 22 MAY 2013 AND
RECEIPT OF ADDITIONAL URL:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0503/201305031301684.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the annual corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income for the financial year Mgmt For For
ended December 31, 2012 as shown in the
financial statements
O.4 Agreements pursuant to Article L.225-38 of Mgmt For For
the Commercial Code - Approval of the
agreement entered in with Thales and Caisse
des Depots et Consignations regarding
Cloudwatt
O.5 Appointment of Fonds Strategique Mgmt For For
d'Investissement as new Board member
O.6 Authorization to be granted to the Board of Mgmt For For
Directors to purchase or transfer shares of
the Company
E.7 Changing the corporate name and Mgmt For For
consequential amendment to Articles 1 and 3
of the bylaws
E.8 Amendment to Article 13 of the bylaws, Mgmt For For
deleting obsolete provisions
E.9 Amendment to point 2 of Article 13 of the Mgmt For For
bylaws, terms for the election of Board
members representing personnel
E.10 Amendment to point 3 of Article 13 of the Mgmt For For
bylaws, terms for the election of the Board
member representing employee shareholders
E.11 Delegation of authority to the Board of Mgmt For For
Directors to issue shares of the Company
and securities giving access to shares of
the Company or of one of its subsidiaries
while maintaining shareholders'
preferential subscription rights
E.12 Delegation of authority to the Board of Mgmt For For
Directors to issue shares of the Company
and securities giving access to shares of
the Company or of one of its subsidiaries
with cancellation of shareholders'
preferential subscription rights through
public offering
E.13 Delegation of authority to the Board of Mgmt For For
Directors to issue shares of the Company
and securities giving access to shares of
the Company or of one of its subsidiaries
with cancellation of shareholders'
preferential subscription rights through an
offer pursuant to Article L.411-2, II of
the Monetary and Financial Code
E.14 Authorization to the Board of Directors to Mgmt For For
increase the number of issuable securities
in case of capital increase
E.15 Delegation of authority to the Board of Mgmt For For
Directors to issue shares and securities
giving access to shares with cancellation
of shareholders' preferential subscription
rights, in case of public exchange offer
initiated by the Company
E.16 Delegation of powers to the Board of Mgmt For For
Directors to issue shares and securities
giving access to shares with cancellation
of shareholders' preferential subscription
rights, in consideration for in-kind
contributions granted to the Company and
comprised of equity securities or
securities giving access to capital
E.17 Delegation of powers to the Board of Mgmt For For
Directors to issue shares reserved for
persons having signed a liquidity contract
with the Company as holders of shares or
options to subscribe for shares of the
company Orange Holding S.A, previously
Orange S.A., with cancellation of
shareholders' preferential subscription
rights
E.18 Overall limitation on authorizations Mgmt For For
E.19 Delegation of authority to the Board of Mgmt For For
Directors to increase capital of the
Company by incorporation of reserves,
profits or premiums
E.20 Delegation of authority to the Board of Mgmt For For
Directors to carry out capital increases
reserved for members of savings plans with
cancellation of shareholders' preferential
subscription rights
E.21 Authorization to the Board of Directors to Mgmt For For
reduce capital by cancellation of shares
E.22 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
FRANKLIN RESOURCES, INC. Agenda Number: 933728947
--------------------------------------------------------------------------------------------------------------------------
Security: 354613101
Meeting Type: Annual
Meeting Date: 13-Mar-2013
Ticker: BEN
ISIN: US3546131018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: SAMUEL H. ARMACOST Mgmt For For
1B. ELECTION OF DIRECTOR: PETER K. BARKER Mgmt For For
1C. ELECTION OF DIRECTOR: CHARLES CROCKER Mgmt For For
1D. ELECTION OF DIRECTOR: CHARLES B. JOHNSON Mgmt For For
1E. ELECTION OF DIRECTOR: GREGORY E. JOHNSON Mgmt For For
1F. ELECTION OF DIRECTOR: RUPERT H. JOHNSON, Mgmt For For
JR.
1G. ELECTION OF DIRECTOR: MARK C. PIGOTT Mgmt For For
1H. ELECTION OF DIRECTOR: CHUTTA RATNATHICAM Mgmt For For
1I. ELECTION OF DIRECTOR: LAURA STEIN Mgmt For For
1J. ELECTION OF DIRECTOR: ANNE M. TATLOCK Mgmt For For
1K. ELECTION OF DIRECTOR: GEOFFREY Y. YANG Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING SEPTEMBER
30, 2013.
3. STOCKHOLDER PROPOSAL ON GENOCIDE-FREE Shr Against For
INVESTING.
--------------------------------------------------------------------------------------------------------------------------
FUJIKURA LTD. Agenda Number: 704573636
--------------------------------------------------------------------------------------------------------------------------
Security: J14784128
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3811000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Reduction of capital reserve and legal Mgmt For For
reserve
2 Approve Appropriation of Surplus Mgmt For For
3 Amend Articles to:Streamline Business Lines Mgmt For For
4.1 Appoint a Director Mgmt For For
4.2 Appoint a Director Mgmt For For
4.3 Appoint a Director Mgmt For For
4.4 Appoint a Director Mgmt For For
4.5 Appoint a Director Mgmt For For
4.6 Appoint a Director Mgmt For For
4.7 Appoint a Director Mgmt For For
4.8 Appoint a Director Mgmt For For
4.9 Appoint a Director Mgmt For For
5.1 Appoint a Corporate Auditor Mgmt For For
5.2 Appoint a Corporate Auditor Mgmt For For
6 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
GAM HOLDING AG, ZUERICH Agenda Number: 704344580
--------------------------------------------------------------------------------------------------------------------------
Security: H2878E106
Meeting Type: AGM
Meeting Date: 17-Apr-2013
Ticker:
ISIN: CH0102659627
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 154701,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
1 Approval of annual report, parent companys Mgmt For For
and consolidated financial statements for
the year 2011, notice of report of the
statutory auditors
2 Appropriation of retained earnings and of Mgmt For For
capital contribution reserve
3 Discharge of the board of directors and Mgmt For For
executive board members
4 Capital reduction by cancellation of shares Mgmt For For
and related amendment of the articles of
incorporation
5.1 Re-election of Mr. Johannes A. De Gier to Mgmt For For
the board of directors
5.2 Re-election of Mr. Dieter A. Enkelmann to Mgmt For For
the board of directors
5.3 Re-election of Mr. Hugh Scott-Barrett to Mgmt For For
the board of directors
5.4 New election of Ms. Tanja Weiher to the Mgmt For For
board of directors
6 Appointment of the statutory auditors: KPMG Mgmt For For
AG, Zurich
7 Additional and/or counter-proposals Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
GAP INC. Agenda Number: 933779665
--------------------------------------------------------------------------------------------------------------------------
Security: 364760108
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: GPS
ISIN: US3647601083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ADRIAN D.P. BELLAMY Mgmt For For
1B. ELECTION OF DIRECTOR: DOMENICO DE SOLE Mgmt For For
1C. ELECTION OF DIRECTOR: ROBERT J. FISHER Mgmt For For
1D. ELECTION OF DIRECTOR: WILLIAM S. FISHER Mgmt For For
1E. ELECTION OF DIRECTOR: ISABELLA D. GOREN Mgmt For For
1F. ELECTION OF DIRECTOR: BOB L. MARTIN Mgmt For For
1G. ELECTION OF DIRECTOR: JORGE P. MONTOYA Mgmt For For
1H. ELECTION OF DIRECTOR: GLENN K. MURPHY Mgmt For For
1I. ELECTION OF DIRECTOR: MAYO A. SHATTUCK III Mgmt For For
1J. ELECTION OF DIRECTOR: KATHERINE TSANG Mgmt For For
2. RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
FEBRUARY 1, 2014.
3. ADVISORY VOTE TO APPROVE THE OVERALL Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
GAS NATURAL SDG SA, BARCELONA Agenda Number: 704326291
--------------------------------------------------------------------------------------------------------------------------
Security: E5499B123
Meeting Type: OGM
Meeting Date: 16-Apr-2013
Ticker:
ISIN: ES0116870314
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 17 APR 2013. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
1 Examination and approval, if appropriate, Mgmt For For
of the Annual Accounts and Management
Report of Gas Natural SDG, SA for the year
ended December 31, 2012
2 Examination and approval, if applicable, of Mgmt For For
the Consolidated Financial Statements and
the Group Management Report Consolidated
Gas Natural SDG, SA for the year ended
December 31, 2012
3 Examination and approval, if any, of the Mgmt For For
proposed distribution of profit for 2012
4 Examination and approval, if applicable, of Mgmt For For
the management of the Board of Directors in
2012
5 Reelection of the auditors of the Company Mgmt For For
and its Consolidated Group for the year
2013: PricewaterhouseCoopers
6.1 Reappointment and, if applicable, Mgmt For For
appointment of Don Salvador Gabarro Serra
6.2 Reappointment and, if applicable, Mgmt For For
appointment of Don Emiliano Lopez Achurra
6.3 Reappointment and, if applicable, Mgmt For For
appointment of Don Juan Rosell Lastortras
7 Advisory Vote in relation to the annual Mgmt For For
remuneration of the members of the Board of
Directors
8 Delegations of powers to supplement, Mgmt For For
develop, execute, interpret, rectify and
formalize the resolutions adopted by the
General Meeting
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF AUDITORS NAME AND MODIFICATION
OF THE TEXT IN RESOLUTION NO. 6.3. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
GDF SUEZ SA, PARIS Agenda Number: 704384344
--------------------------------------------------------------------------------------------------------------------------
Security: F42768105
Meeting Type: MIX
Meeting Date: 23-Apr-2013
Ticker:
ISIN: FR0010208488
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 168611 DUE TO ADDITION OF
RESOLUTION. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINKS:
http://www.journal-officiel.gouv.fr//pdf/20
13/0311/201303111300591.pdf AND
https://balo.journal-officiel.gouv.fr/pdf/2
013/0405/201304051301066.pdf
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
O.1 Approval of the transactions and annual Mgmt For For
corporate financial statements for the
financial year ended December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income and setting the Mgmt For For
dividend for the financial year 2012
O.4 Approval of the regulated agreements Mgmt For For
pursuant to Article L.225-38 of the
Commercial Code
O.5 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
O.6 Ratification of the appointment of Mrs. Mgmt For For
Ann-Kristin Achleitner as Board member
O.7 Appointment of Mr. Jonathan Reynolds as Mgmt For For
Board member representing employee
shareholders pursuant to Article 13.3 2 of
the bylaws
O.8 Appointment of Mrs. Caroline Simon as Board Mgmt For For
member representing employee shareholders
pursuant to Article 13.3 2 of the bylaws
A PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: Given the unfavorable
economic environment, and to minimize the
use of debt while increasing the capacity
of the Group's investment, proposal to
replace the dividend set under the 3rd
resolution by dividends for the financial
year 2012 set at EUR 083 per share,
including the interim dividend of EUR 0.83
per share already paid on October 25, 2012
E.9 Delegation of authority to the Board of Mgmt For For
Directors to decide to increase share
capital by issuing shares with cancellation
of preferential subscription rights in
favor of employees participating in GDF
SUEZ Group savings plans
E.10 Delegation of authority to the Board of Mgmt For For
Directors to decide to increase share
capital by issuing shares with cancellation
of preferential subscription rights in
favor of any entities formed within the
framework of the implementation of the GDF
SUEZ Group International Employee Share
Ownership
E.11 Authorization to be granted to the Board of Mgmt For For
Directors to carry out free allocations of
existing shares of the Company to employees
of the Company and employees and corporate
officers of the companies of the Group
(with the exception of corporate officers
of the Company)
E.12 Authorization to be granted to the Board of Mgmt For For
Directors to carry out free allocations of
existing shares of the Company to some
employees of the Company and some employees
and corporate officers of affiliated
companies or groups(with the exception of
corporate officers of the Company)
E.13 Amendment to Article 13.3 1 of the bylaws Mgmt For For
(Composition of the Board of Directors)
E.14 Powers to carry out decisions of the Mgmt For For
General Meeting and legal formalities
--------------------------------------------------------------------------------------------------------------------------
GENERAL DYNAMICS CORPORATION Agenda Number: 933750691
--------------------------------------------------------------------------------------------------------------------------
Security: 369550108
Meeting Type: Annual
Meeting Date: 01-May-2013
Ticker: GD
ISIN: US3695501086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MARY T. BARRA Mgmt For For
1B. ELECTION OF DIRECTOR: NICHOLAS D. CHABRAJA Mgmt For For
1C. ELECTION OF DIRECTOR: JAMES S. CROWN Mgmt For For
1D. ELECTION OF DIRECTOR: WILLIAM P. FRICKS Mgmt For For
1E. ELECTION OF DIRECTOR: PAUL G. KAMINSKI Mgmt For For
1F. ELECTION OF DIRECTOR: JOHN M. KEANE Mgmt For For
1G. ELECTION OF DIRECTOR: LESTER L. LYLES Mgmt For For
1H. ELECTION OF DIRECTOR: PHEBE N. NOVAKOVIC Mgmt For For
1I. ELECTION OF DIRECTOR: WILLIAM A. OSBORN Mgmt For For
1J. ELECTION OF DIRECTOR: ROBERT WALMSLEY Mgmt For For
2. SELECTION OF INDEPENDENT AUDITORS. Mgmt For For
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. SHAREHOLDER PROPOSAL WITH REGARD TO Shr Against For
LOBBYING DISCLOSURE.
5. SHAREHOLDER PROPOSAL WITH REGARD TO A HUMAN Shr Against For
RIGHTS POLICY.
--------------------------------------------------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY Agenda Number: 933750196
--------------------------------------------------------------------------------------------------------------------------
Security: 369604103
Meeting Type: Annual
Meeting Date: 24-Apr-2013
Ticker: GE
ISIN: US3696041033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A1 ELECTION OF DIRECTOR: W. GEOFFREY BEATTIE Mgmt For For
A2 ELECTION OF DIRECTOR: JOHN J. BRENNAN Mgmt For For
A3 ELECTION OF DIRECTOR: JAMES I. CASH, JR. Mgmt For For
A4 ELECTION OF DIRECTOR: FRANCISCO D'SOUZA Mgmt For For
A5 ELECTION OF DIRECTOR: MARIJN E. DEKKERS Mgmt For For
A6 ELECTION OF DIRECTOR: ANN M. FUDGE Mgmt For For
A7 ELECTION OF DIRECTOR: SUSAN HOCKFIELD Mgmt For For
A8 ELECTION OF DIRECTOR: JEFFREY R. IMMELT Mgmt For For
A9 ELECTION OF DIRECTOR: ANDREA JUNG Mgmt For For
A10 ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For
A11 ELECTION OF DIRECTOR: RALPH S. LARSEN Mgmt For For
A12 ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For
A13 ELECTION OF DIRECTOR: JAMES J. MULVA Mgmt For For
A14 ELECTION OF DIRECTOR: MARY L. SCHAPIRO Mgmt For For
A15 ELECTION OF DIRECTOR: ROBERT J. SWIERINGA Mgmt For For
A16 ELECTION OF DIRECTOR: JAMES S. TISCH Mgmt For For
A17 ELECTION OF DIRECTOR: DOUGLAS A. WARNER III Mgmt For For
B1 ADVISORY APPROVAL OF OUR NAMED EXECUTIVES' Mgmt For For
COMPENSATION
B2 RATIFICATION OF SELECTION OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
C1 CESSATION OF ALL STOCK OPTIONS AND BONUSES Shr Against For
C2 DIRECTOR TERM LIMITS Shr Against For
C3 INDEPENDENT CHAIRMAN Shr Against For
C4 RIGHT TO ACT BY WRITTEN CONSENT Shr Against For
C5 EXECUTIVES TO RETAIN SIGNIFICANT STOCK Shr Against For
C6 MULTIPLE CANDIDATE ELECTIONS Shr Against For
--------------------------------------------------------------------------------------------------------------------------
GENUINE PARTS COMPANY Agenda Number: 933737554
--------------------------------------------------------------------------------------------------------------------------
Security: 372460105
Meeting Type: Annual
Meeting Date: 22-Apr-2013
Ticker: GPC
ISIN: US3724601055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
DR. MARY B. BULLOCK Mgmt For For
PAUL D. DONAHUE Mgmt For For
JEAN DOUVILLE Mgmt For For
THOMAS C. GALLAGHER Mgmt For For
GEORGE C. "JACK" GUYNN Mgmt For For
JOHN R. HOLDER Mgmt For For
JOHN D. JOHNS Mgmt For For
MICHAEL M.E. JOHNS, MD Mgmt For For
R.C. LOUDERMILK, JR. Mgmt For For
WENDY B. NEEDHAM Mgmt For For
JERRY W. NIX Mgmt For For
GARY W. ROLLINS Mgmt For For
2. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
3. RATIFICATION OF THE SELECTION OF ERNST & Mgmt For For
YOUNG LLP AS THE COMPANY'S INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
GILEAD SCIENCES, INC. Agenda Number: 933759031
--------------------------------------------------------------------------------------------------------------------------
Security: 375558103
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: GILD
ISIN: US3755581036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JOHN F. COGAN Mgmt For For
ETIENNE F. DAVIGNON Mgmt For For
CARLA A. HILLS Mgmt For For
KEVIN E. LOFTON Mgmt For For
JOHN W. MADIGAN Mgmt For For
JOHN C. MARTIN Mgmt For For
NICHOLAS G. MOORE Mgmt For For
RICHARD J. WHITLEY Mgmt For For
GAYLE E. WILSON Mgmt For For
PER WOLD-OLSEN Mgmt For For
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP BY THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF GILEAD FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2013.
3. TO APPROVE A RESTATEMENT OF GILEAD Mgmt For For
SCIENCES, INC.'S 2004 EQUITY INCENTIVE
PLAN.
4. TO APPROVE AN AMENDMENT TO GILEAD'S Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION.
5. TO APPROVE, ON THE ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF GILEAD'S NAMED EXECUTIVE
OFFICERS AS PRESENTED IN THE PROXY
STATEMENT.
6. TO VOTE ON A STOCKHOLDER PROPOSAL Shr Against For
REQUESTING THAT THE BOARD ADOPT A POLICY
THAT THE CHAIRMAN OF THE BOARD OF DIRECTORS
BE AN INDEPENDENT DIRECTOR, IF PROPERLY
PRESENTED AT THE MEETING.
7. TO VOTE ON A STOCKHOLDER PROPOSAL Shr Against For
REQUESTING THAT THE BOARD TAKE STEPS TO
PERMIT STOCKHOLDER ACTION BY WRITTEN
CONSENT, IF PROPERLY PRESENTED AT THE
MEETING.
--------------------------------------------------------------------------------------------------------------------------
GLAXOSMITHKLINE PLC, BRENTFORD MIDDLESEX Agenda Number: 704337597
--------------------------------------------------------------------------------------------------------------------------
Security: G3910J112
Meeting Type: AGM
Meeting Date: 01-May-2013
Ticker:
ISIN: GB0009252882
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' Report Mgmt For For
and the Financial Statements for the year
ended 31 December 2012
2 To approve the Remuneration Report for the Mgmt For For
year ended 31 December 2012
3 To elect Lynn Elsenhans as a Director Mgmt For For
4 To elect Jing Ulrich as a Director Mgmt For For
5 To elect Hans Wijers as a Director Mgmt For For
6 To re-elect Sir Christopher Gent as a Mgmt For For
Director
7 To re-elect Sir Andrew Witty as a Director Mgmt For For
8 To re-elect Professor Sir Roy Anderson as a Mgmt For For
Director
9 To re-elect Dr Stephanie Burns as a Mgmt For For
Director
10 To re-elect Stacey Cartwright as a Director Mgmt For For
11 To re-elect Simon Dingemans as a Director Mgmt For For
12 To re-elect Judy Lewent as a Director Mgmt For For
13 To re-elect Sir Deryck Maughan as a Mgmt For For
Director
14 To re-elect Dr Daniel Podolsky as a Mgmt For For
Director
15 To re-elect Dr Moncef Slaoui as a Director Mgmt For For
16 To re-elect Tom de Swaan as a Director Mgmt For For
17 To re-elect Sir Robert Wilson as a Director Mgmt For For
18 To authorise the Audit & Risk Committee to Mgmt For For
re-appoint PricewaterhouseCoopers LLP as
the auditors to the company to hold office
from the end of the meeting to the end of
the next meeting at which accounts are laid
before the company
19 To authorise the Audit & Risk Committee to Mgmt For For
determine the remuneration of the auditors
20 Donations to political organizations and Mgmt For For
political expenditure
21 Authority to allot shares Mgmt For For
22 Disapplication of pre-emption rights Mgmt For For
23 Purchase of own shares by the company Mgmt For For
24 Exemption from statement of the name of the Mgmt For For
senior statutory auditor in published
copies of the auditors' reports
25 Reduced notice of a general meeting other Mgmt For For
than an Annual General Meeting
--------------------------------------------------------------------------------------------------------------------------
GLENCORE INTERNATIONAL PLC, ST HELIER Agenda Number: 704452642
--------------------------------------------------------------------------------------------------------------------------
Security: G39420107
Meeting Type: AGM
Meeting Date: 16-May-2013
Ticker:
ISIN: JE00B4T3BW64
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Company's accounts and the Mgmt For For
reports of the Directors and auditors for
the year ended 31 December 2012 (the "2012
Annual Report")
2 To declare a final dividend of USD0.1035 Mgmt For For
per ordinary share for the year ended 31
December 2012 which the Directors propose,
and the shareholders resolve, is to be paid
only from the capital contribution reserves
of the Company
3 To re-elect Ivan Glasenberg (Chief Mgmt For For
Executive Officer) as a Director
4 To re-elect Anthony Hayward (Senior Mgmt For For
Independent Non-Executive Director) as a
Director
5 To re-elect Leonhard Fischer (Independent Mgmt For For
Non-Executive Director) as a Director
6 To re-elect William Macaulay (Independent Mgmt For For
Non-Executive Director) as a Director
7 Subject to the Company's merger with Mgmt For For
Xstrata plc (the "Merger") becoming
effective and Sir John Bond being appointed
as a Director, to elect Sir John Bond
(Independent Non-Executive Chairman) as a
Director
8 Subject to the Merger becoming effective Mgmt For For
and Sir Steve Robson being appointed as a
Director, to elect Sir Steve Robson
(Independent Non-Executive Director) as a
Director
9 Subject to the Merger becoming effective Mgmt For For
and Ian Strachan being appointed as a
Director, to elect Ian Strachan
(Independent Non-Executive Director) as a
Director
10 Subject to the Merger becoming effective Mgmt For For
and Con Fauconnier being appointed as a
Director, to elect Con Fauconnier
(Independent Non-Executive Director) as a
Director
11 Subject to the Merger becoming effective Mgmt For For
and Peter Hooley being appointed as a
Director, to elect Peter Hooley
(Independent Non-Executive Director) as a
Director
12 Subject to the Merger having not become Mgmt For For
effective, to re-elect Simon Murray
(Independent Non-Executive Chairman) as a
Director
13 Subject to the Merger having not become Mgmt For For
effective, to re-elect Steven Kalmin (Chief
Financial Officer) as a Director
14 Subject to the Merger having not become Mgmt For For
effective, to re-elect Peter Coates
(Director) as a Director
15 Subject to the Merger having not become Mgmt For For
effective, to re-elect Li Ning (Independent
Non-Executive Director) as a Director
16 To approve the Directors' Remuneration Mgmt For For
Report on pages 93 to 100 of the 2012
Annual Report
17 To reappoint Deloitte LLP as the Company's Mgmt For For
auditors to hold office until the
conclusion of the next general meeting at
which accounts are laid
18 To authorise the audit committee to fix the Mgmt For For
remuneration of the auditors
19 To renew the authority conferred on the Mgmt For For
Directors to allot shares or grant rights
to subscribe for or to convert any security
into shares
20 Subject to and conditionally upon the Mgmt For For
passing of resolution 19, to empower the
Directors to allot equity securities
21 The Company be and is hereby generally and Mgmt For For
unconditionally authorised pursuant to
Article 57 of the Companies (Jersey) Law
1991 (the "Companies Law") to make market
purchases of ordinary shares
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
http://www.hkexnews.hk/listedco/listconews/
sehk/2013/0423/LTN20130423193.pdf AND
http://www.hkexnews.hk/listedco/listconews/
sehk/2013/0423/LTN20130423183.pdf
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
ADDITION OF COMMENT. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT RETURN
THIS PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
GOOGLE INC. Agenda Number: 933801905
--------------------------------------------------------------------------------------------------------------------------
Security: 38259P508
Meeting Type: Annual
Meeting Date: 06-Jun-2013
Ticker: GOOG
ISIN: US38259P5089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LARRY PAGE Mgmt For For
SERGEY BRIN Mgmt For For
ERIC E. SCHMIDT Mgmt For For
L. JOHN DOERR Mgmt For For
DIANE B. GREENE Mgmt For For
JOHN L. HENNESSY Mgmt For For
ANN MATHER Mgmt For For
PAUL S. OTELLINI Mgmt For For
K. RAM SHRIRAM Mgmt For For
SHIRLEY M. TILGHMAN Mgmt For For
2. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS GOOGLE'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2013.
3. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON LEAD BATTERIES IN GOOGLE'S SUPPLY CHAIN,
IF PROPERLY PRESENTED AT THE MEETING.
4. A STOCKHOLDER PROPOSAL REGARDING EQUAL Shr Against For
SHAREHOLDER VOTING, IF PROPERLY PRESENTED
AT THE MEETING.
5. A STOCKHOLDER PROPOSAL REGARDING EXECUTIVE Shr Against For
STOCK RETENTION, IF PROPERLY PRESENTED AT
THE MEETING.
6. A STOCKHOLDER PROPOSAL REGARDING SUCCESSION Shr Against For
PLANNING, IF PROPERLY PRESENTED AT THE
MEETING.
--------------------------------------------------------------------------------------------------------------------------
GREENHILL & CO., INC. Agenda Number: 933737237
--------------------------------------------------------------------------------------------------------------------------
Security: 395259104
Meeting Type: Annual
Meeting Date: 11-Apr-2013
Ticker: GHL
ISIN: US3952591044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ROBERT F. GREENHILL Mgmt For For
SCOTT L. BOK Mgmt For For
ROBERT T. BLAKELY Mgmt For For
JOHN C. DANFORTH Mgmt For For
STEVEN F. GOLDSTONE Mgmt For For
STEPHEN L. KEY Mgmt For For
KAREN P. ROBARDS Mgmt For For
2. APPROVAL, BY NON-BINDING VOTE, OF Mgmt For For
GREENHILL'S EXECUTIVE COMPENSATION.
3. APPROVAL OF THE CONTINUED USE OF CERTAIN Mgmt For For
PERFORMANCE CRITERIA UNDER GREENHILL'S
EQUITY INCENTIVE PLAN.
4. RATIFICATION OF THE SELECTION OF ERNST & Mgmt For For
YOUNG LLP TO SERVE AS GREENHILL'S AUDITORS
FOR THE YEAR ENDING DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
GROUPE BRUXELLES LAMBERT SA, BRUXELLES Agenda Number: 704345710
--------------------------------------------------------------------------------------------------------------------------
Security: B4746J115
Meeting Type: OGM
Meeting Date: 23-Apr-2013
Ticker:
ISIN: BE0003797140
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
1 Management report of the Board of Directors Non-Voting
and reports of the Statutory Auditor on the
financial year 2012
2.1 Financial Statements for the year ended 31 Non-Voting
December 2012: Presentation of the
consolidated financial statements for the
year ended 31 December 2012
2.2 Financial Statements for the year ended 31 Mgmt For For
December 2012: Approval of annual accounts
for the year ended 31 December 2012
3 Discharge of the Directors : Proposal for Mgmt For For
the discharge to be granted to the
Directors for duties performed during the
year ended 31 December 2012
4 Discharge of the Statutory Auditor : Mgmt For For
Proposal for the discharge to be granted to
the Statutory Auditor for duties performed
during the year ended 31 December 2012
5.1.1 Proposal to re-elect for a four-year term, Mgmt For For
in their capacity as Director, whose
current term of office expires at the end
of this General Shareholders' Meeting:
Victor Delloye
5.1.2 Proposal to re-elect for a four-year term, Mgmt For For
in their capacity as Director, whose
current term of office expires at the end
of this General Shareholders' Meeting:
Maurice Lippens
5.1.3 Proposal to re-elect for a four-year term, Mgmt For For
in their capacity as Director, whose
current term of office expires at the end
of this General Shareholders' Meeting:
Michel Plessis-Belair
5.1.4 Proposal to re-elect for a four-year term, Mgmt For For
in their capacity as Director, whose
current term of office expires at the end
of this General Shareholders' Meeting:
Amaury de Seze
5.1.5 Proposal to re-elect for a four-year term, Mgmt For For
in their capacity as Director, whose
current term of office expires at the end
of this General Shareholders' Meeting: Jean
Stephenne
5.1.6 Proposal to re-elect for a four-year term, Mgmt For For
in their capacity as Director, whose
current term of office expires at the end
of this General Shareholders' Meeting:
Arnaud Vial
5.2.1 Proposal to appoint for a four-year term as Mgmt For For
Director: Christine Morin-Postel
5.2.2 Proposal to appoint for a four-year term as Mgmt For For
Director: Martine Verluyten
5.3.1 Proposal to establish in accordance with Mgmt For For
Article 526ter of the Companies Code, the
independence of the following Director,
subject to their appointment as Director
referred to in the above item. These
persons meet the different criteria laid
down in Article 526ter of the Companies
Code, included in the GBL Corporate
Governance Charter: Christine Morin-Postel
5.3.2 Proposal to establish in accordance with Mgmt For For
Article 526ter of the Companies Code, the
independence of the following Director,
subject to their appointment as Director
referred to in the above item. These
persons meet the different criteria laid
down in Article 526ter of the Companies
Code, included in the GBL Corporate
Governance Charter: Jean Stephenne
5.3.3 Proposal to establish in accordance with Mgmt For For
Article 526ter of the Companies Code, the
independence of the following Director,
subject to their appointment as Director
referred to in the above item. These
persons meet the different criteria laid
down in Article 526ter of the Companies
Code, included in the GBL Corporate
Governance Charter: Martine Verluyten
5.4 Proposal to renew the mandate of the Mgmt For For
Statutory Auditor, Deloitte Reviseurs
d'Entreprises SC s.f.d. SCRL, represented
by Michel Denayer, for a term of three
years and to set this company's fees at EUR
75,000 a year, which amount is non
indexable and exclusive of VAT
6 Proposal to approve the Board of Directors' Mgmt For For
remuneration report for the year 2012
7.1 Proposal to approve the new option plan on Mgmt For For
shares, referred to in the remuneration
report in accordance with which the members
of the Executive Management and the
personnel may receive, as of 2013, options
relating to existing shares of a subsidiary
or sub-subsidiary of the company. These
options may be exercised or transferred
upon the expiration of a period of three
years after their granting pursuant to
Article 520ter of the Companies Code
7.2 To the extent necessary, proposal to Mgmt For For
approve all clauses of the aforementioned
plan and all agreements between the company
and the holders of options, giving these
holders the right to exercise or to
transfer their options prior to the
expiration of the aforementioned period of
three years in case of a change of control
in the company, pursuant to Articles 520ter
and 556 of the Companies Code
7.3 Proposal to set the maximum value of the Mgmt For For
shares to be acquired by the subsidiary or
sub-subsidiary in 2013 in the framework of
the aforementioned plan at EUR 13.5 million
7.4 Report of the Board of Directors drawn up Mgmt For For
pursuant to Article 629 of the Companies
Code with respect to the security referred
to in the proposal of the following
resolution
7.5 Pursuant to Article 629 of the Companies Mgmt For For
Code, to the extent necessary, proposal to
approve the grant by GBL of a security to a
bank with respect to the credit granted by
that bank to the subsidiary or
sub-subsidiary of GBL, permitting the
latter to acquire shares in GBL in the
framework of the aforementioned plan
8 Miscellaneous Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
H.J. HEINZ COMPANY Agenda Number: 933666010
--------------------------------------------------------------------------------------------------------------------------
Security: 423074103
Meeting Type: Annual
Meeting Date: 28-Aug-2012
Ticker: HNZ
ISIN: US4230741039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: W.R. JOHNSON Mgmt For For
1B. ELECTION OF DIRECTOR: C.E. BUNCH Mgmt For For
1C. ELECTION OF DIRECTOR: L.S. COLEMAN, JR. Mgmt For For
1D. ELECTION OF DIRECTOR: J.G. DROSDICK Mgmt For For
1E. ELECTION OF DIRECTOR: E.E. HOLIDAY Mgmt For For
1F. ELECTION OF DIRECTOR: C. KENDLE Mgmt For For
1G. ELECTION OF DIRECTOR: D.R. O'HARE Mgmt For For
1H. ELECTION OF DIRECTOR: N. PELTZ Mgmt For For
1I. ELECTION OF DIRECTOR: D.H. REILLEY Mgmt For For
1J. ELECTION OF DIRECTOR: L.C. SWANN Mgmt For For
1K. ELECTION OF DIRECTOR: T.J. USHER Mgmt For For
1L. ELECTION OF DIRECTOR: M.F. WEINSTEIN Mgmt For For
2. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
3. APPROVAL OF THE H.J. HEINZ COMPANY FY2013 Mgmt For For
STOCK INCENTIVE PLAN
4. RE-APPROVAL OF THE PERFORMANCE MEASURES Mgmt For For
INCLUDED IN THE H.J. HEINZ COMPANY FY03
STOCK INCENTIVE PLAN
5. ADVISORY APPROVAL OF THE COMPANY'S NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
H.J. HEINZ COMPANY Agenda Number: 933766377
--------------------------------------------------------------------------------------------------------------------------
Security: 423074103
Meeting Type: Special
Meeting Date: 30-Apr-2013
Ticker: HNZ
ISIN: US4230741039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TO APPROVE AND ADOPT THE MERGER AGREEMENT Mgmt For For
DATED AS OF FEBRUARY 13, 2013, AS AMENDED
BY THE AMENDMENT TO AGREEMENT AND PLAN OF
MERGER, DATED AS OF MARCH 4, 2013, AND AS
MAY BE FURTHER AMENDED FROM TIME TO TIME,
AMONG H.J. HEINZ COMPANY, HAWK ACQUISITION
HOLDING CORPORATION AND HAWK ACQUISITION
SUB, INC.
2. TO ADJOURN THE SPECIAL MEETING, IF Mgmt For For
NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN
FAVOR OF THE PROPOSAL TO APPROVE AND ADOPT
THE MERGER AGREEMENT IF THERE ARE NOT
SUFFICIENT VOTES AT THE TIME OF SUCH
ADJOURNMENT TO APPROVE AND ADOPT PROPOSAL
1.
3. TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, CERTAIN COMPENSATION THAT WILL OR
MAY BE PAID BY H.J. HEINZ COMPANY TO ITS
NAMED EXECUTIVE OFFICERS THAT IS BASED ON
OR OTHERWISE RELATES TO THE MERGER.
--------------------------------------------------------------------------------------------------------------------------
HAKUHODO DY HOLDINGS INCORPORATED Agenda Number: 704588536
--------------------------------------------------------------------------------------------------------------------------
Security: J19174101
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3766550002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3 Approve Payment of Bonuses to Directors Mgmt Against Against
4 Approve Provision of Retirement Allowance Mgmt Against Against
for Directors
--------------------------------------------------------------------------------------------------------------------------
HALLIBURTON COMPANY Agenda Number: 933767317
--------------------------------------------------------------------------------------------------------------------------
Security: 406216101
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: HAL
ISIN: US4062161017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: A.M. BENNETT Mgmt No vote
1B. ELECTION OF DIRECTOR: J.R. BOYD Mgmt No vote
1C. ELECTION OF DIRECTOR: M. CARROLL Mgmt No vote
1D. ELECTION OF DIRECTOR: N.K. DICCIANI Mgmt No vote
1E. ELECTION OF DIRECTOR: M.S. GERBER Mgmt No vote
1F. ELECTION OF DIRECTOR: J.C. GRUBISICH Mgmt No vote
1G. ELECTION OF DIRECTOR: A.S. JUM'AH Mgmt No vote
1H. ELECTION OF DIRECTOR: D.J. LESAR Mgmt No vote
1I. ELECTION OF DIRECTOR: R.A. MALONE Mgmt No vote
1J. ELECTION OF DIRECTOR: J.L. MARTIN Mgmt No vote
1K. ELECTION OF DIRECTOR: D.L. REED Mgmt No vote
2. PROPOSAL FOR RATIFICATION OF THE SELECTION Mgmt No vote
OF AUDITORS.
3. ADVISORY APPROVAL OF THE COMPANY'S Mgmt No vote
EXECUTIVE COMPENSATION.
4. PROPOSAL TO AMEND AND RESTATE THE Mgmt No vote
HALLIBURTON COMPANY STOCK AND INCENTIVE
PLAN.
5. PROPOSAL ON HUMAN RIGHTS POLICY. Shr No vote
--------------------------------------------------------------------------------------------------------------------------
HANESBRANDS INC. Agenda Number: 933734685
--------------------------------------------------------------------------------------------------------------------------
Security: 410345102
Meeting Type: Annual
Meeting Date: 03-Apr-2013
Ticker: HBI
ISIN: US4103451021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LEE A. CHADEN Mgmt For For
BOBBY J. GRIFFIN Mgmt For For
JAMES C. JOHNSON Mgmt For For
JESSICA T. MATHEWS Mgmt For For
J. PATRICK MULCAHY Mgmt For For
RONALD L. NELSON Mgmt For For
RICHARD A. NOLL Mgmt For For
ANDREW J. SCHINDLER Mgmt For For
ANN E. ZIEGLER Mgmt For For
2. TO APPROVE THE AMENDED AND RESTATED Mgmt For For
HANESBRANDS INC. OMNIBUS INCENTIVE PLAN
3. TO APPROVE, BY A NON-BINDING, ADVISORY Mgmt For For
VOTE, EXECUTIVE COMPENSATION AS DESCRIBED
IN THE PROXY STATEMENT FOR THE ANNUAL
MEETING
4. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS HANESBRANDS'
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR HANESBRANDS' 2013 FISCAL YEAR
--------------------------------------------------------------------------------------------------------------------------
HANKYU HANSHIN HOLDINGS,INC. Agenda Number: 704530559
--------------------------------------------------------------------------------------------------------------------------
Security: J18439109
Meeting Type: AGM
Meeting Date: 14-Jun-2013
Ticker:
ISIN: JP3774200004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
HASBRO, INC. Agenda Number: 933787244
--------------------------------------------------------------------------------------------------------------------------
Security: 418056107
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: HAS
ISIN: US4180561072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
BASIL L. ANDERSON Mgmt For For
ALAN R. BATKIN Mgmt For For
FRANK J. BIONDI, JR. Mgmt For For
KENNETH A. BRONFIN Mgmt For For
JOHN M. CONNORS, JR. Mgmt For For
MICHAEL W.O. GARRETT Mgmt For For
LISA GERSH Mgmt For For
BRIAN D. GOLDNER Mgmt For For
JACK M. GREENBERG Mgmt For For
ALAN G. HASSENFELD Mgmt For For
TRACY A. LEINBACH Mgmt For For
EDWARD M. PHILIP Mgmt For For
ALFRED J. VERRECCHIA Mgmt For For
2. THE ADOPTION, ON AN ADVISORY BASIS, OF A Mgmt For For
RESOLUTION APPROVING THE COMPENSATION OF
THE NAMED EXECUTIVE OFFICERS OF HASBRO,
INC., AS DESCRIBED IN THE "COMPENSATION
DISCUSSION AND ANALYSIS" AND "EXECUTIVE
COMPENSATION" SECTIONS OF THE 2013 PROXY
STATEMENT.
3. APPROVAL OF AMENDMENTS TO THE RESTATED 2003 Mgmt For For
STOCK INCENTIVE PERFORMANCE PLAN.
4. RATIFICATION OF THE SELECTION OF KPMG LLP Mgmt For For
AS HASBRO, INC.'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL 2013.
5. TO CONSIDER AND VOTE UPON A SHAREHOLDER Shr Against For
PROPOSAL ENTITLED "SUPPLIER SUSTAINABILITY
REPORTING."
--------------------------------------------------------------------------------------------------------------------------
HCC INSURANCE HOLDINGS, INC. Agenda Number: 933785428
--------------------------------------------------------------------------------------------------------------------------
Security: 404132102
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: HCC
ISIN: US4041321021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
EMMANUEL T. BALLASES Mgmt For For
JUDY C. BOZEMAN Mgmt For For
FRANK J. BRAMANTI Mgmt For For
WALTER M. DUER Mgmt For For
JAMES C. FLAGG, PH.D. Mgmt For For
THOMAS M. HAMILTON Mgmt For For
LESLIE S. HEISZ Mgmt For For
JOHN N. MOLBECK JR. Mgmt For For
ROBERT A. ROSHOLT Mgmt For For
J. MIKESELL THOMAS Mgmt For For
CHRISTOPHER JB WILLIAMS Mgmt For For
2. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS.
3. RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
4. APPROVAL OF THE HCC INSURANCE HOLDINGS, Mgmt For For
INC. 2013 EMPLOYEE STOCK PURCHASE PLAN.
5. RE-APPROVAL OF THE MATERIAL TERMS OF THE Mgmt For For
PERFORMANCE GOALS UNDER THE HCC INSURANCE
HOLDINGS, INC. 2008 FLEXIBLE INCENTIVE
PLAN.
--------------------------------------------------------------------------------------------------------------------------
HEINEKEN HOLDING NV, AMSTERDAM Agenda Number: 704320287
--------------------------------------------------------------------------------------------------------------------------
Security: N39338194
Meeting Type: AGM
Meeting Date: 25-Apr-2013
Ticker:
ISIN: NL0000008977
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Report for the 2012 financial year Non-Voting
2 Adoption of the financial statements for Mgmt For For
the 2012 financial year
3 Announcement of the appropriation of the Non-Voting
balance of the income statement pursuant to
the provisions in Article 10, paragraph 6,
of the Articles of Association
4 Discharge of the members of the Board of Mgmt For For
Directors
5a Authorisation of the Board of Directors to Mgmt For For
acquire own shares
5b Authorisation of the Board of Directors to Mgmt For For
issue (rights to) shares
5c Authorisation of the Board of Directors to Mgmt For For
restrict or exclude shareholders'
pre-emptive rights
6a Composition of the Board of Directors: Mgmt For For
Re-appointment of Mr M. Das as a
non-executive member of the Board of
Directors
6b Composition of the Board of Directors: Mgmt For For
Appointment of Mr A.A.C. de Carvalho as a
non-executive member of the Board of
Directors
--------------------------------------------------------------------------------------------------------------------------
HEINEKEN NV, AMSTERDAM Agenda Number: 704320299
--------------------------------------------------------------------------------------------------------------------------
Security: N39427211
Meeting Type: AGM
Meeting Date: 25-Apr-2013
Ticker:
ISIN: NL0000009165
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
- Opening Non-Voting
1.a Report for the financial year 2012 Non-Voting
1.b Adoption of the financial statements for Mgmt For For
the financial year 2012
1.c Decision on the appropriation of the Mgmt For For
balance of the income statement in
accordance with Article 12 paragraph 7 of
the Company's Articles of Association
1.d Discharge of the members of the Executive Mgmt For For
Board
1.e Discharge of the members of the Supervisory Mgmt For For
Board
2.a Authorisation of the Executive Board to Mgmt For For
acquire own shares
2.b Authorisation of the Executive Board to Mgmt For For
issue (rights to) shares
2.c Authorisation of the Executive Board to Mgmt For For
restrict or exclude shareholders'
pre-emptive rights
3 Extraordinary share award Executive Board Mgmt For For
4.a Re-appointment of Mr. J.F.M.L. van Boxmeer Mgmt For For
as member of the Executive Board
4.b Retention shares Mr. J.F.M.L. van Boxmeer Mgmt For For
5.a Re-appointment of Mr. M. Das as member (and Mgmt For For
delegated member) of the Supervisory Board
5.b Re-appointment of Mr. V.C.O.B.J. Navarre as Mgmt For For
member of the Supervisory Board
5.c Appointment of Mr. H. Scheffers as member Mgmt For For
of the Supervisory Board
- Closing Non-Voting
--------------------------------------------------------------------------------------------------------------------------
HEIWA REAL ESTATE CO.,LTD. Agenda Number: 704573927
--------------------------------------------------------------------------------------------------------------------------
Security: J19278100
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3834800009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors Mgmt Against Against
5 Approve Continuance of the Policy Regarding Mgmt Against Against
Large-scale Purchases of the Company's
Shares
--------------------------------------------------------------------------------------------------------------------------
HENKEL AG & CO. KGAA, DUESSELDORF Agenda Number: 704307342
--------------------------------------------------------------------------------------------------------------------------
Security: D32051126
Meeting Type: AGM
Meeting Date: 15-Apr-2013
Ticker:
ISIN: DE0006048432
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THESE SHARES HAVE NO Non-Voting
VOTING RIGHTS, SHOULD YOU WISH TO ATTEND
THE MEETING PERSONALLY, YOU MAY APPLY FOR
AN ENTRANCE CARD. THANK YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR Non-Voting
THIS MEETING IS 25 MAR 2013, WHEREAS THE
MEETING HAS BEEN SETUP USING THE ACTUAL
RECORD DATE-1 BUSINESS DAY. THIS IS DONE TO
ENSURE THAT ALL POSITIONS REPORTED ARE IN
CONCURRENCE WITH THE GERMAN LAW. THANK YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 31 Non-Voting
MAR 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the annual financial Non-Voting
statements and the consolidated financial
statements, each as endorsed by the
Supervisory Board, presentation of the
management reports relating to Henkel AG &
Co. KGaA and the Group, including the
corporate governance/corporate management
and remuneration reports and the
information required according to Section
289 (4), Section 315 (4), Section 289 (5)
and Section 315 (2) of the German
Commercial Code [HGB], and presentation of
the report of the Supervisory Board for
fiscal 2012. Resolution to approve the
annual financial statements of Henkel AG &
Co. KGaA for fiscal 2012
2. Resolution for the appropriation of profit Non-Voting
3. Resolution to approve and ratify the Non-Voting
actions of the Personally Liable Partner
4. Resolution to approve and ratify the Non-Voting
actions of the Supervisory Board
5. Resolution to approve and ratify the Non-Voting
actions of the Shareholders' Committee
6. Appointment of the auditor of the annual Non-Voting
financial statements and the consolidated
financial statements and the examiner for
the financial review of interim financial
reports for fiscal 2013: KPMG AG, Berlin
7. Shareholders' Committee by-election: Herr Non-Voting
Jean-Francois van Boxmeer
8. Amendment to Article 12 (1) of the Articles Non-Voting
of Association (Composition of the
Supervisory Board)
--------------------------------------------------------------------------------------------------------------------------
HEWLETT-PACKARD COMPANY Agenda Number: 933731615
--------------------------------------------------------------------------------------------------------------------------
Security: 428236103
Meeting Type: Annual
Meeting Date: 20-Mar-2013
Ticker: HPQ
ISIN: US4282361033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: M.L. ANDREESSEN Mgmt For For
1B. ELECTION OF DIRECTOR: S. BANERJI Mgmt For For
1C. ELECTION OF DIRECTOR: R.L. GUPTA Mgmt For For
1D. ELECTION OF DIRECTOR: J.H. HAMMERGREN Mgmt For For
1E. ELECTION OF DIRECTOR: R.J. LANE Mgmt For For
1F. ELECTION OF DIRECTOR: A.M. LIVERMORE Mgmt For For
1G. ELECTION OF DIRECTOR: G.M. REINER Mgmt For For
1H. ELECTION OF DIRECTOR: P.F. RUSSO Mgmt For For
1I. ELECTION OF DIRECTOR: G.K. THOMPSON Mgmt For For
1J. ELECTION OF DIRECTOR: M.C. WHITMAN Mgmt For For
1K. ELECTION OF DIRECTOR: R.V. WHITWORTH Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING OCTOBER 31,
2013.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
4. AMEND HP'S AMENDED AND RESTATED BYLAWS TO Mgmt For For
PERMIT STOCKHOLDER PROXY ACCESS.
5. APPROVAL OF THE SECOND AMENDED AND RESTATED Mgmt For For
HEWLETT-PACKARD COMPANY 2004 STOCK
INCENTIVE PLAN.
6. STOCKHOLDER PROPOSAL RELATING TO THE Shr Against For
FORMATION OF A HUMAN RIGHTS COMMITTEE.
7. STOCKHOLDER PROPOSAL ENTITLED "2013 Shr Against For
HEWLETT-PACKARD RESOLUTION ON HUMAN RIGHTS
POLICY."
8. STOCKHOLDER PROPOSAL ENTITLED "EXECUTIVES Shr Against For
TO RETAIN SIGNIFICANT STOCK."
--------------------------------------------------------------------------------------------------------------------------
HISAMITSU PHARMACEUTICAL CO.,INC. Agenda Number: 704474535
--------------------------------------------------------------------------------------------------------------------------
Security: J20076121
Meeting Type: AGM
Meeting Date: 23-May-2013
Ticker:
ISIN: JP3784600003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Increase Board Size to Mgmt For For
12, Appoint an Executive Vice President
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
4 Approve Provision of Retirement Allowance Mgmt Against Against
for Directors
--------------------------------------------------------------------------------------------------------------------------
HOLOGIC, INC. Agenda Number: 933727072
--------------------------------------------------------------------------------------------------------------------------
Security: 436440101
Meeting Type: Annual
Meeting Date: 11-Mar-2013
Ticker: HOLX
ISIN: US4364401012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
DAVID R. LAVANCE, JR. Mgmt For For
ROBERT A. CASCELLA Mgmt For For
GLENN P. MUIR Mgmt For For
SALLY W. CRAWFORD Mgmt For For
NANCY L. LEAMING Mgmt For For
LAWRENCE M. LEVY Mgmt For For
CHRISTIANA STAMOULIS Mgmt For For
ELAINE S. ULLIAN Mgmt For For
WAYNE WILSON Mgmt For For
2. TO APPROVE THE HOLOGIC, INC. AMENDED AND Mgmt For For
RESTATED 2008 EQUITY INCENTIVE PLAN.
3. A NON-BINDING ADVISORY RESOLUTION TO Mgmt For For
APPROVE EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
HONDA MOTOR CO.,LTD. Agenda Number: 704541526
--------------------------------------------------------------------------------------------------------------------------
Security: J22302111
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3854600008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
4 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
HONEYWELL INTERNATIONAL INC. Agenda Number: 933739368
--------------------------------------------------------------------------------------------------------------------------
Security: 438516106
Meeting Type: Annual
Meeting Date: 22-Apr-2013
Ticker: HON
ISIN: US4385161066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GORDON M. BETHUNE Mgmt For For
1B. ELECTION OF DIRECTOR: KEVIN BURKE Mgmt For For
1C. ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID M. COTE Mgmt For For
1E. ELECTION OF DIRECTOR: D. SCOTT DAVIS Mgmt For For
1F. ELECTION OF DIRECTOR: LINNET F. DEILY Mgmt For For
1G. ELECTION OF DIRECTOR: JUDD GREGG Mgmt For For
1H. ELECTION OF DIRECTOR: CLIVE HOLLICK Mgmt For For
1I. ELECTION OF DIRECTOR: GRACE D. LIEBLEIN Mgmt For For
1J. ELECTION OF DIRECTOR: GEORGE PAZ Mgmt For For
1K. ELECTION OF DIRECTOR: BRADLEY T. SHEARES Mgmt For For
1L. ELECTION OF DIRECTOR: ROBIN L. WASHINGTON Mgmt For For
2. APPROVAL OF INDEPENDENT ACCOUNTANTS. Mgmt For For
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. INDEPENDENT BOARD CHAIRMAN. Shr Against For
5. RIGHT TO ACT BY WRITTEN CONSENT. Shr Against For
6. ELIMINATE ACCELERATED VESTING IN A CHANGE Shr Against For
IN CONTROL.
--------------------------------------------------------------------------------------------------------------------------
HSBC HOLDINGS PLC, LONDON Agenda Number: 704486477
--------------------------------------------------------------------------------------------------------------------------
Security: G4634U169
Meeting Type: SGM
Meeting Date: 20-May-2013
Ticker:
ISIN: GB0005405286
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOT THAT THIS IS AN INFORMATION Non-Voting
MEETING ONLY FOR HONG KONG SHAREHOLDERS.
THERE ARE NO VOTABLE RESOLUTIONS. IF YOU
WISH TO ATTEND PLEASE PERSONALLY, YOU MAY
APPLY FOR AN ENTRANCE CARD BY CONTACTING
YOUR CLIENT REPRESENTATIVE. THANK YOU
1 To discuss the 2012 results and other Non-Voting
matters of interest
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN INFORMATION MEETING COMMENT.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
HSBC HOLDINGS PLC, LONDON Agenda Number: 704375080
--------------------------------------------------------------------------------------------------------------------------
Security: G4634U169
Meeting Type: AGM
Meeting Date: 24-May-2013
Ticker:
ISIN: GB0005405286
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
http://www.hkexnews.hk/listedco/listconews/
sehk/2013/0402/LTN201304021682.pdf AND
http://www.hkexnews.hk/listedco/listconews/
sehk/2013/0402/LTN201304021651.pdf
1 To receive the Annual Report and Accounts Mgmt For For
2012
2 To approve the Directors' Remuneration Mgmt For For
Report for 2012
3.a To re-elect S A Catz a Director Mgmt For For
3.b To re-elect L M L Cha a Director Mgmt For For
3.c To re-elect M K T Cheung a Director Mgmt For For
3.d To elect J B Comey a Director Mgmt For For
3.e To re-elect J D Coombe a Director Mgmt For For
3.f To re-elect J Faber a Director Mgmt For For
3.g To re-elect R A Fairhead a Director Mgmt For For
3.h To elect R Fassbind a Director Mgmt For For
3.i To re-elect D J Flint a Director Mgmt For For
3.j To re-elect S T Gulliver a Director Mgmt For For
3.k To re-elect J W J Hughes-Hallett a Director Mgmt For For
3.l To re-elect W S H Laidlaw a Director Mgmt For For
3.m To re-elect J P Lipsky a Director Mgmt For For
3.n To re-elect J R Lomax a Director Mgmt For For
3.o To re-elect I J Mackay a Director Mgmt For For
3.p To re-elect Sir Simon Robertson a Director Mgmt For For
3.q To re-elect J L Thornton a Director Mgmt For For
4 To reappoint the Auditor at remuneration to Mgmt For For
be determined by the Group Audit Committee:
KPMG Audit Plc
5 To authorise the Directors to allot shares Mgmt For For
6 To disapply pre-emption rights Mgmt For For
7 To authorise the Company to purchase its Mgmt For For
own ordinary shares
8 To approve general meetings (other than Mgmt For For
annual general meetings) being called on 14
clear days' notice
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN TEXT OF RESOLUTIONS 6, 8,
COMMENT AND RECEIPT OF AUDITOR NAME. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
HUDSON CITY BANCORP, INC. Agenda Number: 933738467
--------------------------------------------------------------------------------------------------------------------------
Security: 443683107
Meeting Type: Special
Meeting Date: 18-Apr-2013
Ticker: HCBK
ISIN: US4436831071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. THE ADOPTION OF THE AGREEMENT AND PLAN OF Mgmt For For
MERGER, DATED AS OF AUGUST 27, 2012 (THE
"MERGER AGREEMENT"), BY AND AMONG M&T BANK
CORPORATION, HUDSON CITY BANCORP, INC. AND
WILMINGTON TRUST CORPORATION (THE "MERGER"
PROPOSAL).
2. THE APPROVAL, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, OF THE COMPENSATION TO BE PAID TO
HUDSON CITY BANCORP INC.'S NAMED EXECUTIVE
OFFICERS THAT IS BASED ON OR OTHERWISE
RELATES TO THE MERGER PURSUANT TO THE
MERGER AGREEMENT (THE "MERGER-RELATED NAMED
EXECUTIVE OFFICER COMPENSATION" PROPOSAL).
3. THE APPROVAL OF ONE OR MORE ADJOURNMENTS OF Mgmt For For
THE HUDSON CITY BANCORP, INC. SPECIAL
MEETING, IF NECESSARY OR APPROPRIATE,
INCLUDING ADJOURNMENTS TO PERMIT FURTHER
SOLICITATION OF PROXIES IN FAVOR OF THE
ADOPTION OF THE MERGER AGREEMENT (THE
"HUDSON CITY ADJOURNMENT" PROPOSAL).
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 933738861
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104
Meeting Type: Annual
Meeting Date: 18-Apr-2013
Ticker: HBAN
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
DON M. CASTO III Mgmt For For
ANN B. CRANE Mgmt For For
STEVEN G. ELLIOTT Mgmt For For
MICHAEL J. ENDRES Mgmt For For
JOHN B. GERLACH, JR. Mgmt For For
PETER J. KIGHT Mgmt For For
JONATHAN A. LEVY Mgmt For For
RICHARD W. NEU Mgmt For For
DAVID L. PORTEOUS Mgmt For For
KATHLEEN H. RANSIER Mgmt For For
STEPHEN D. STEINOUR Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. AN ADVISORY RESOLUTION TO APPROVE, ON A Mgmt For For
NON-BINDING BASIS, THE COMPENSATION OF
EXECUTIVES AS DISCLOSED IN THE ACCOMPANYING
PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
ICAP PLC Agenda Number: 703906858
--------------------------------------------------------------------------------------------------------------------------
Security: G46981117
Meeting Type: AGM
Meeting Date: 11-Jul-2012
Ticker:
ISIN: GB0033872168
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the financial statements for the Mgmt For For
year ended 31 March 2012
2 To declare a final dividend of 16.00p per Mgmt For For
ordinary share
3 To re-elect Charles Gregson Mgmt For For
4 To re-elect Michael Spencer Mgmt For For
5 To re-elect John Nixon Mgmt For For
6 To re-elect Iain Torrens Mgmt For For
7 To re-elect Hsieh Fu Hua Mgmt For For
8 To re-elect Diane Schueneman Mgmt For For
9 To re-elect John Sievwright Mgmt For For
10 To re-elect Robert Standing Mgmt For For
11 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
auditors of the Company
12 To authorise the directors to set the Mgmt For For
remuneration of the auditors of the Company
13 To approve the remuneration report Mgmt For For
14 To authorise the directors to allot shares Mgmt For For
15 To disapply pre-emption rights Mgmt For For
16 To authorise the Company to make market Mgmt For For
purchases of the Company's shares
17 To authorise the Company to make political Mgmt For For
donations
18 To authorise the Company to call general Mgmt For For
meetings on 14 clear days' notice
19 To approve the ICAP plc 2013 Bonus Share Mgmt For For
Matching Plan
--------------------------------------------------------------------------------------------------------------------------
IDEMITSU KOSAN CO.,LTD. Agenda Number: 704578268
--------------------------------------------------------------------------------------------------------------------------
Security: J2388K103
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3142500002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
IHI CORPORATION Agenda Number: 704578434
--------------------------------------------------------------------------------------------------------------------------
Security: J2398N105
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3134800006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
IMAX CORPORATION Agenda Number: 933811057
--------------------------------------------------------------------------------------------------------------------------
Security: 45245E109
Meeting Type: Annual and Special
Meeting Date: 11-Jun-2013
Ticker: IMAX
ISIN: CA45245E1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RICHARD L. GELFOND Mgmt For For
MICHAEL MACMILLAN Mgmt For For
I. MARTIN POMPADUR Mgmt For For
BRADLEY J. WECHSLER Mgmt For For
02 IN RESPECT OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS AUDITORS OF
THE COMPANY AND AUTHORIZING THE DIRECTORS
TO FIX THEIR REMUNERATION. NOTE: VOTING
WITHHOLD IS THE EQUIVALENT TO VOTING
ABSTAIN.
03 IN RESPECT OF THE APPROVAL OF CERTAIN Mgmt For For
AMENDMENTS TO THE ARTICLES OF AMALGAMATION
OF THE COMPANY. NOTE: VOTING WITHHOLD IS
THE EQUIVALENT TO VOTING ABSTAIN.
04 IN RESPECT OF THE CONFIRMATION OF CERTAIN Mgmt For For
AMENDMENTS TO BY-LAW NO. 1 OF THE COMPANY
AS OUTLINED IN APPENDIX "A" TO THE PROXY
CIRCULAR AND PROXY STATEMENT. NOTE: VOTING
WITHHOLD IS THE EQUIVALENT TO VOTING
ABSTAIN.
05 IN RESPECT OF THE APPROVAL OF THE COMPANY'S Mgmt For For
2013 LONG-TERM INCENTIVE PLAN AS OUTLINED
IN APPENDIX "B" TO THE PROXY CIRCULAR AND
PROXY STATEMENT. NOTE: VOTING WITHHOLD IS
THE EQUIVALENT TO VOTING ABSTAIN.
06 ADVISORY RESOLUTION TO APPROVE THE Mgmt For For
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN THE ACCOMPANYING
PROXY CIRCULAR AND PROXY STATEMENT. NOTE:
VOTING ABSTAIN IS THE EQUIVALENT TO VOTING
WITHHOLD.
--------------------------------------------------------------------------------------------------------------------------
IMERYS, PARIS Agenda Number: 704331470
--------------------------------------------------------------------------------------------------------------------------
Security: F49644101
Meeting Type: MIX
Meeting Date: 25-Apr-2013
Ticker:
ISIN: FR0000120859
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0318/201303181300726.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0405/201304051301113.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of management and the corporate Mgmt For For
financial statements for the financial year
ended December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income - Setting the dividend Mgmt For For
for the financial year ended December 31,
2012
O.4 Presentation of the special report of the Mgmt For For
Statutory Auditors on the agreements and
commitments pursuant to Articles L.225-38
et seq. of the Commercial Code
O.5 Renewal of term of Mr. Ian Gallienne as Mgmt For For
Board member
O.6 Renewal of term of Mrs. Fatine Layt as Mgmt For For
Board member
O.7 Renewal of term of Mr. Robert Peugeot as Mgmt For For
Board member
O.8 Renewal of term of Mr. Olivier Pirotte as Mgmt For For
Board member
O.9 Renewal of term of Mr. Amaury de Seze as Mgmt For For
Board member
O.10 Ratification of the appointment of Mrs. Mgmt For For
Marion Guillou as Board member
O.11 Appointment of Mrs. Marie-Francoise Walbaum Mgmt For For
as Board member
O.12 Authorization to allow the Company to Mgmt For For
purchase its own shares
E.13 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital by
issuing shares or securities giving
immediate or future access to capital while
maintaining preferential subscription
rights
E.14 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital by
issuing shares or securities giving
immediate or future access to capital with
cancellation of preferential subscription
rights
E.15 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital by
issuing shares or securities giving
immediate or future access to capital with
cancellation of preferential subscription
rights as part of an offer through private
placement pursuant to Article L.411-2, II
of the Monetary and Financial Code
E.16 Delegation of authority to the Board of Mgmt For For
Directors to increase the number of
issuable securities in case of capital
increase with or without preferential
subscription rights
E.17 Authorization granted to the Board of Mgmt For For
Directors to set the issue price of
ordinary shares or securities giving access
to capital, in case of cancellation of
shareholders' preferential subscription
rights and within the limit of 10% of share
capital per year
E.18 Delegation of powers to the Board of Mgmt For For
Directors to increase share capital, in
consideration for in-kind contributions
comprised of equity securities or
securities giving immediate or future
access to capital with cancellation of
shareholders' preferential subscription
rights and within the limit of 10% of share
capital per year
E.19 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital of the
Company by incorporation of reserves,
profits, merger or contribution premiums or
other amounts
E.20 Delegation of authority to the Board of Mgmt For For
Directors to issue securities entitling to
the allotment of debt securities
E.21 Overall limitation of the nominal amount of Mgmt For For
capital increases and debt securities
issues that may result from the
aforementioned authorizations and
delegations
E.22 Delegation of authority to the Board of Mgmt For For
Directors to increase share capital by
issuing shares or securities giving access
to capital reserved for members of a
Company or Group savings plan with
cancellation of preferential subscription
rights
E.23 Delegation of authority granted to the Mgmt For For
Board of Directors to issue share
subscription and/or purchase warrants (BSA)
in favor of employees and corporate
officers of the Company and its
subsidiaries or to some classes of them
with cancellation of preferential
subscription rights
E.24 Authorization granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of treasury shares
E.25 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
IMPERIAL TOBACCO GROUP PLC Agenda Number: 704209433
--------------------------------------------------------------------------------------------------------------------------
Security: G4721W102
Meeting Type: AGM
Meeting Date: 30-Jan-2013
Ticker:
ISIN: GB0004544929
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Report and Accounts Mgmt For For
2 Directors' Remuneration Report Mgmt For For
3 To declare a final dividend Mgmt For For
4 To re-elect Dr K M Burnett Mgmt For For
5 To re-elect Mrs A J Cooper Mgmt For For
6 To re-elect Mr R Dyrbus Mgmt For For
7 To elect Mr D J Haines Mgmt For For
8 To re-elect Mr M H C Herlihy Mgmt For For
9 To re-elect Ms S E Murray Mgmt For For
10 To re-elect Mr I J G Napier Mgmt For For
11 To elect Mr M R Phillips Mgmt For For
12 To re-elect Mr B Setrakian Mgmt For For
13 To re-elect Mr M D Williamson Mgmt For For
14 To re-elect Mr M I Wyman Mgmt For For
15 That PricewaterhouseCoopers LLP be Mgmt For For
reappointed as Auditor of the Company to
hold office until the conclusion of the
next general meeting at which accounts are
laid before the Company
16 Remuneration of Auditors Mgmt For For
17 Donations to political organisations Mgmt For For
18 Authority to allot securities Mgmt For For
19 Share Matching Scheme renewal Mgmt For For
20 Long Term Incentive Plan renewal Mgmt For For
21 International Sharesave Plan renewal Mgmt For For
22 Disapplication of pre-emption rights Mgmt For For
23 Purchase of own shares Mgmt For For
24 That a general meeting of the Company other Mgmt For For
than an AGM of the Company may be called on
not less than 14 clear days' notice
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN TEXT OF RESOLUTION 11. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
INDRA SISTEMAS SA, MADRID Agenda Number: 704547085
--------------------------------------------------------------------------------------------------------------------------
Security: E6271Z155
Meeting Type: OGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: ES0118594417
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the Individual and Consolidated Mgmt For For
Financial Statements and the Management
Report for the 2012 fiscal year as well as
proposed allocation of earnings
2 Approval of Management by the Board of Mgmt For For
Directors during the fiscal year ended 31
December, 2012
3 Appointment of auditors for the individual Mgmt For For
and consolidated Financial Statements and
Management Report for fiscal 2012: in
accordance with Article 264.1 of the LSC
and with the proposal of the Audit and
Compliance Committee, re-elect the firm
KPMG Auditores, S.L. as auditor of the
individual and consolidated Financial
Statements and Management Report of the
Company for fiscal 2013
4.1 Determination of the number of members of Mgmt For For
the Board of Directors
4.2 Re-election of Mr. Luis Lada Diaz as Mgmt For For
independent director
4.3 Re-election of Mrs. Monica de Oriol e Icaza Mgmt For For
as independent director
4.4 Re-election of Mr. Alberto Terol Esteban as Mgmt For For
independent director
4.5 Re-election of Casa Grande de Cartagena, Mgmt For For
S.L.U. as proprietary director
4.6 Re-election of Mr. Juan March de la Lastra Mgmt For For
as proprietary director
4.7 Appointment of Mr. Santos Martinez-Conde y Mgmt For For
Gutierrez-Barquin as proprietary director
5 2012 Annual Report on Remuneration for Mgmt For For
Directors and Senior Management
6 Amendment of Article 27 of the Bylaws Mgmt For For
regarding Board remuneration
7 Remuneration of the Board of Directors Mgmt For For
8 Information submitted to the Meeting Mgmt For For
regarding changes made to the Board Rules
9 Approval and delegation of authority to Mgmt For For
formalize, enter and carry out the
resolutions adopted at the Meeting
--------------------------------------------------------------------------------------------------------------------------
ING GROEP NV, AMSTERDAM Agenda Number: 704084526
--------------------------------------------------------------------------------------------------------------------------
Security: N4578E413
Meeting Type: EGM
Meeting Date: 21-Nov-2012
Ticker:
ISIN: NL0000303600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN INFORMATION Non-Voting
MEETING. SHOULD YOU WISH TO ATTEND THE
MEETING PERSONALLY, YOU MAY APPLY FOR AN
ENTRANCE CARD BY CONTACTING YOUR CLIENT
REPRESENTATIVE. THANK YOU
1 Opening and announcements Non-Voting
2 Announcement of activities of the Stichting Non-Voting
ING Aandelen
3 Any other business and closing Non-Voting
--------------------------------------------------------------------------------------------------------------------------
ING GROEP NV, AMSTERDAM Agenda Number: 704355191
--------------------------------------------------------------------------------------------------------------------------
Security: N4578E413
Meeting Type: AGM
Meeting Date: 13-May-2013
Ticker:
ISIN: NL0000303600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Opening remarks and announcements Non-Voting
2.A Report of the Executive Board for 2012 Non-Voting
2.B Report of the Supervisory Board for 2012 Non-Voting
2.C Annual Accounts for 2012 Mgmt For For
2.D Discontinuation of the Dutch translation of Non-Voting
the Annual Report with effect from the 2013
Annual Report
3 Profit retention and distribution policy Non-Voting
4 Remuneration report Non-Voting
5 Corporate governance Non-Voting
6 Sustainability Non-Voting
7.A Discharge of the members of the Executive Mgmt For For
Board in respect of their duties performed
during the year 2012
7.B Discharge of the members of the Supervisory Mgmt For For
Board in respect of their duties performed
during the year 2012
8 Appointment of the auditor: Ernst & Young Mgmt For For
9.A Composition of the Executive Board: Mgmt For For
Re-appointment of Jan Hommen
9.B Composition of the Executive Board: Mgmt For For
Re-appointment of Patrick Flynn
9.C Composition of the Executive Board: Mgmt For For
Appointment of Ralph Hamers
10.A Composition of the Supervisory Board: Mgmt For For
Re-appointment of Jeroen van der Veer
10.B Composition of the Supervisory Board: Mgmt For For
Re-appointment of Tineke Bahlmann
10.C Composition of the Supervisory Board: Mgmt For For
Appointment of Carin Gorter
10.D Composition of the Supervisory Board: Mgmt For For
Appointment of Hermann-Josef Lamberti
10.E Composition of the Supervisory Board: Mgmt For For
Appointment of Isabel Martin Castella
11.A Authorisation to issue ordinary shares with Mgmt For For
or without pre-emptive rights
11.B Authorisation to issue ordinary shares with Mgmt For For
or without pre-emptive rights in connection
with a merger, a takeover of a business or
a company, or, if necessary in the opinion
of the Executive Board and the Supervisory
Board, for the safeguarding or conservation
of the Company's capital position
12.A Authorisation to acquire ordinary shares or Mgmt For For
depositary receipts for ordinary shares in
the Company's own capital
12.B Authorisation to acquire ordinary shares or Mgmt For For
depositary receipts for ordinary shares in
the Company's own capital in connection
with a major capital restructuring
13 Any other business and conclusion Non-Voting
--------------------------------------------------------------------------------------------------------------------------
INTEL CORPORATION Agenda Number: 933758611
--------------------------------------------------------------------------------------------------------------------------
Security: 458140100
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: INTC
ISIN: US4581401001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY Mgmt For For
1B. ELECTION OF DIRECTOR: ANDY D. BRYANT Mgmt For For
1C. ELECTION OF DIRECTOR: SUSAN L. DECKER Mgmt For For
1D. ELECTION OF DIRECTOR: JOHN J. DONAHOE Mgmt For For
1E. ELECTION OF DIRECTOR: REED E. HUNDT Mgmt For For
1F. ELECTION OF DIRECTOR: JAMES D. PLUMMER Mgmt For For
1G. ELECTION OF DIRECTOR: DAVID S. POTTRUCK Mgmt For For
1H. ELECTION OF DIRECTOR: FRANK D. YEARY Mgmt For For
1I. ELECTION OF DIRECTOR: DAVID B. YOFFIE Mgmt For For
2. RATIFICATION OF SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE CURRENT YEAR
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. APPROVAL OF AMENDMENT AND EXTENSION OF THE Mgmt For For
2006 EQUITY INCENTIVE PLAN
5. STOCKHOLDER PROPOSAL TITLED "EXECUTIVES TO Shr Against For
RETAIN SIGNIFICANT STOCK"
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORP. Agenda Number: 933744004
--------------------------------------------------------------------------------------------------------------------------
Security: 459200101
Meeting Type: Annual
Meeting Date: 30-Apr-2013
Ticker: IBM
ISIN: US4592001014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: A.J.P. BELDA Mgmt For For
1B. ELECTION OF DIRECTOR: W.R. BRODY Mgmt For For
1C. ELECTION OF DIRECTOR: K.I. CHENAULT Mgmt For For
1D. ELECTION OF DIRECTOR: M.L. ESKEW Mgmt For For
1E. ELECTION OF DIRECTOR: D.N. FARR Mgmt For For
1F. ELECTION OF DIRECTOR: S.A. JACKSON Mgmt For For
1G. ELECTION OF DIRECTOR: A.N. LIVERIS Mgmt For For
1H. ELECTION OF DIRECTOR: W.J. MCNERNEY, JR. Mgmt For For
1I. ELECTION OF DIRECTOR: J.W. OWENS Mgmt For For
1J. ELECTION OF DIRECTOR: V.M. ROMETTY Mgmt For For
1K. ELECTION OF DIRECTOR: J.E. SPERO Mgmt For For
1L. ELECTION OF DIRECTOR: S. TAUREL Mgmt For For
1M. ELECTION OF DIRECTOR: L.H. ZAMBRANO Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM (PAGE 71)
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
(PAGE 72)
4. STOCKHOLDER PROPOSAL FOR DISCLOSURE OF Shr Against For
LOBBYING POLICIES AND PRACTICES (PAGE 73)
5. STOCKHOLDER PROPOSAL ON THE RIGHT TO ACT BY Shr Against For
WRITTEN CONSENT (PAGE 74)
6. STOCKHOLDER PROPOSAL ON INDEPENDENT BOARD Shr Against For
CHAIR (PAGE 75)
7. STOCKHOLDER PROPOSAL FOR EXECUTIVES TO Shr Against For
RETAIN SIGNIFICANT STOCK (PAGE 76)
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL GAME TECHNOLOGY Agenda Number: 933728529
--------------------------------------------------------------------------------------------------------------------------
Security: 459902102
Meeting Type: Annual
Meeting Date: 05-Mar-2013
Ticker: IGT
ISIN: US4599021023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
PAGET L. ALVES Mgmt No vote
JANICE CHAFFIN Mgmt No vote
GREG CREED Mgmt No vote
PATTI S. HART Mgmt No vote
ROBERT J. MILLER Mgmt No vote
DAVID E. ROBERSON Mgmt No vote
VINCENT L. SADUSKY Mgmt No vote
PHILIP G. SATRE Mgmt No vote
2. APPROVAL OF THE AMENDMENTS TO THE Mgmt No vote
INTERNATIONAL GAME TECHNOLOGY 2002 STOCK
INCENTIVE PLAN
3. AN ADVISORY VOTE TO APPROVE INTERNATIONAL Mgmt No vote
GAME TECHNOLOGY'S EXECUTIVE COMPENSATION
4. RATIFICATION OF THE APPOINTMENT OF Mgmt No vote
PRICEWATERHOUSECOOPERS LLP AS IGT'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING SEPTEMBER
30, 2013
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL PAPER COMPANY Agenda Number: 933779362
--------------------------------------------------------------------------------------------------------------------------
Security: 460146103
Meeting Type: Annual
Meeting Date: 13-May-2013
Ticker: IP
ISIN: US4601461035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DAVID J. BRONCZEK Mgmt For For
1B. ELECTION OF DIRECTOR: AHMET C. DORDUNCU Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN V. FARACI Mgmt For For
1D. ELECTION OF DIRECTOR: ILENE S. GORDON Mgmt For For
1E. ELECTION OF DIRECTOR: STACEY J. MOBLEY Mgmt For For
1F. ELECTION OF DIRECTOR: JOAN E. SPERO Mgmt For For
1G. ELECTION OF DIRECTOR: JOHN L. TOWNSEND, III Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN F. TURNER Mgmt For For
1I. ELECTION OF DIRECTOR: WILLIAM G. WALTER Mgmt For For
1J. ELECTION OF DIRECTOR: J. STEVEN WHISLER Mgmt For For
2. RATIFICATION OF DELOITTE & TOUCHE LLP AS Mgmt For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013
3. AMENDMENT OF THE COMPANY'S RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION REGARDING
SHAREOWNER ACTION BY WRITTEN CONSENT
4. A NON-BINDING RESOLUTION TO APPROVE THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS, AS DISCLOSED UNDER THE
HEADING "COMPENSATION DISCUSSION &
ANALYSIS"
5. SHAREOWNER PROPOSAL CONCERNING A POLICY ON Shr Against For
ACCELERATED VESTING OF EQUITY AWARDS OF
SENIOR EXECUTIVES UPON A CHANGE IN CONTROL
--------------------------------------------------------------------------------------------------------------------------
INTERTEK GROUP PLC, LONDON Agenda Number: 704336937
--------------------------------------------------------------------------------------------------------------------------
Security: G4911B108
Meeting Type: AGM
Meeting Date: 17-May-2013
Ticker:
ISIN: GB0031638363
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Annual Report and Accounts Mgmt For For
for the year ended 31 December 2012
2 To approve the Remuneration Report for the Mgmt For For
year ended 31 December 2012
3 To approve the payment of a final dividend Mgmt For For
of 28p per ordinary share
4 To re-elect Sir David Reid as a Director Mgmt For For
5 To re-elect Edward Astle as a Director Mgmt For For
6 To re-elect Alan Brown as a Director Mgmt For For
7 To re-elect Wolfhart-Hauser as a Director Mgmt For For
8 To re-elect Christopher Knight as a Mgmt For For
Director
9 To elect Louise Makin as a Director Mgmt For For
10 To re-elect Lloyd Pitchford as a Director Mgmt For For
11 To re-elect Michael Wareing as a Director Mgmt For For
12 To elect Lena Wilson as a Director Mgmt For For
13 To re-appoint KPMG Audit Plc as Auditor to Mgmt For For
the Company
14 To authorise the Directors to determine the Mgmt For For
remuneration of the Auditor
15 To authorise the Directors to allot Mgmt For For
relevant securities
16 To authorise EU political donations and Mgmt For For
expenditure
17 To authorise the Directors to allot Mgmt For For
relevant securities other than pro rata
18 To authorise the Company to buy back its Mgmt For For
own shares
19 To authorise the Company to hold general Mgmt For For
meetings (other than AGMs) on 14 clear
days' notice
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN THE TEXT OF RESOLUTIONS 15,
16, 17 AND 18. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
INTESA SANPAOLO SPA, TORINO/MILANO Agenda Number: 704072519
--------------------------------------------------------------------------------------------------------------------------
Security: T55067101
Meeting Type: EGM
Meeting Date: 29-Oct-2012
Ticker:
ISIN: IT0000072618
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_142562.PDF
1 Amendments to Articles 5 (Share capital), 7 Mgmt For For
(Shareholders' Meeting), 9 (Right to attend
and vote in the Shareholders' Meeting), 10
(Chair and conduct of the Meeting.
Secretary), 13 (Management Board), 15
(Remuneration of members of the Management
Board who are appointed to particular
positions), 16 (Meetings and resolutions of
the Management Board), 17 (Powers of the
Management Board), 18 (Chairman of the
Management Board), 22 (Supervisory Board),
23 (Election of the Supervisory Board), 24
(Meetings and resolutions of the
Supervisory Board), 25 (Competence of the
Supervisory Board), 27 (General Managers),
29 (Savings shares); insertion of the new
Article 36 (Provisions on gender balance in
the structure of the administrative and
control bodies. Additional amendments to
the Articles of Association introduced by
the CONTD
CONT CONTD Shareholders' Meeting on 29 October Non-Voting
2012)
--------------------------------------------------------------------------------------------------------------------------
INTESA SANPAOLO SPA, TORINO/MILANO Agenda Number: 704365750
--------------------------------------------------------------------------------------------------------------------------
Security: T55067101
Meeting Type: OGM
Meeting Date: 22-Apr-2013
Ticker:
ISIN: IT0000072618
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 175635 DUE TO RECEIPT OF AN
ADDITIONAL SLATE FOR SUPERVISORS' NAMES.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK
YOU.
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_157523.PDF
1 Proposal for allocation of net income Mgmt For For
relating to the financial statements as at
31 December 2012 and distribution of
dividends
2.A Resolution with respect to the Supervisory Mgmt For For
Board : Determination of the number of
Supervisory Board members for financial
years 2013/2014/2015
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 3 Non-Voting
SLATES TO BE ELECTED AS SUPERVISORS, THERE
IS ONLY 1 VACANCY AVAILABLE TO BE FILLED AT
THE MEETING. THE STANDING INSTRUCTIONS FOR
THIS MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 1
OF THE 3 SLATES. THANK YOU.
2.B.1 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Resolution with respect to the
Supervisory Board : Appointment of
Supervisory Board members for financial
years 2013/2014/2015 (on the basis of lists
of candidates submitted by shareholders,
pursuant to Art. 23 of the Articles of
Association): List presented by Compagnia
di San Paolo and Fondazione Cariplo,
representing 14.666% of company stock
capital: 1. Giovanni Bazoli, 2. Jean Paul
Fitoussi, 3. Gianfranco Carbonato, 4.
Rossella Locatelli, 5. Beatrice Ramasco, 6.
Giulio Lubatti, 7. Carlo Corradini, 8.
Monica Schiraldi, 9. Giuseppe Berta, 10.
Franco Dalla Sega, 11. Pietro Garibaldi,
12. Piergiuseppe Dolcini, 13. Marcella
Sarale, 14. Luca Galli, 15. Carla Alberta
Federica Bianchin, 16. Fabrizio Gnocchi and
17. Luigi Attanasio
2.B.2 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr No vote
PROPOSAL: Resolution with respect to the
Supervisory Board : Appointment of
Supervisory Board members for financial
years 2013/2014/2015 (on the basis of lists
of candidates submitted by shareholders,
pursuant to Art. 23 of the Articles of
Association): List presented by Fondazione
Cassa di Risparmio di Padova e Rovigo, Ente
Cassa di Risparmio di Firenze and
Fondazione Cassa di Risparmio in Bologna
representing 9.859% of company stock
capital: 1. Mario Bertolissi, 2. Jacopo
Mazzei, 3. Gianluigi Baccolini, 4. Edoardo
Gaffeo, 5. Francesco Bianchi, 6. Cristina
Finocchi Mahne, 7. Stefano Caselli, 8.
Marina Manna, 9. Giuseppe Rogantini Picco
and 10. Andrea Cammelli
2.B.3 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr No vote
PROPOSAL: Resolution with respect to the
Supervisory Board : Appointment of
Supervisory Board members for financial
years 2013/2014/2015 (on the basis of lists
of candidates submitted by shareholders,
pursuant to Art. 23 of the Articles of
Association): Submission of the third list
of candidates for the posts of supervisory
board members by Aletti Gestielle SGR
S.p.A. fund manager of Gestielle Obiettivo
Internazionale, Gestielle Obiettivo Italia
and Gestielle Obiettivo Europa; Allianz
Global Investors Italia SGR S.p.A. fund
manager of Allianz Azioni Italia All Stars;
Anima SGR S.p.A. fund manager of Prima Geo
Italia and Anima Italia; Arca SGR S.p.A.
fund manager of Arca Azioni Italia and Arca
BB; BancoPosta Fondi SGR S.p.A. fund
manager of BancoPosta Mix 1, BancoPosta Mix
2, BancoPosta Azionario Euro and BancoPosta
Azionario Internazionale; BNP Paribas
Investment Partners SGR S.p.A. fund manager
of BNL Azioni Italia; Eurizon Capital SGR
S.p.A. fund manager of Eurizon Azioni
Internazionali, Eurizon Azioni Area Euro,
Eurizon Azionario Internazionale Etico,
Eurizon Azioni Europa, Eurizon Azioni
Finanza, Eurizon Diversificato Etico,
Eurizon Azioni Italia and Malatesta
Azionario Europa; Eurizon Capital SA fund
manager of EIS - Flexible Beta Total
Return, EEF - Equity Europe and EEF -
Equity Italy; Fideuram Investimenti SGR
S.p.A. fund manager of Fideuram Italia;
Fideuram Gestions SA fund manager of
Fideuram Fund Equity Europe, Fideuram Fund
Equity Italy, Fonditalia Equity Italy and
Fonditalia Euro Financials; Interfund Sicav
fund manager of Interfund Equity Italy;
Mediolanum Gestioni Fondi SGR S.p.A. fund
manager of Mediolanum Flessibile Italia;
Mediolanum International Funds Limited fund
manager of Challenge Funds; Pioneer Asset
Management SA; Pioneer Investment
Management SGRp.A. Fund manager of Pioneer
Italia Azionario Crescita and Fondo Pioneer
Italia Obbl. Piu a distrib., holding a
total of 91,192,224 shares, representing
0.588% of the ordinary share capital: 1.
Rosalba Casiraghi, 2. Marco Mangiagalli, 3.
Laura Cioli and 4. Chiara Mosca
2.C Resolution with respect to the Supervisory Mgmt For For
Board : Election of the Chairman and Deputy
Chairpersons of the Supervisory Board for
financial years 2013/2014/2015 (pursuant to
Art. 23.8 of the Articles of Association)
2.D Resolution with respect to the Supervisory Mgmt For For
Board : Determination of remuneration due
to Supervisory Board members (pursuant to
Art. 23.13 of the Articles of Association)
3.A Remuneration and own shares: Remuneration Mgmt For For
policy for Management Board Members
3.B Remuneration and own shares: Report on Mgmt For For
Remuneration: resolution pursuant to Art.
123-ter paragraph 6 of Legislative Decree
58/1998
3.C Remuneration and own shares: Proposal to Mgmt For For
approve the Incentive System based on
financial instruments and to authorise the
purchase and use of own shares
--------------------------------------------------------------------------------------------------------------------------
INTU PROPERTIES PLC, LONDON Agenda Number: 704332600
--------------------------------------------------------------------------------------------------------------------------
Security: G18687106
Meeting Type: AGM
Meeting Date: 08-May-2013
Ticker:
ISIN: GB0006834344
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Company's accounts and the Mgmt For For
reports of the Directors and the Auditors
for the year ended 31 December 2012
2 To declare a final dividend of 10 pence per Mgmt For For
ordinary Share
3 To elect Adele Anderson as a Director Mgmt For For
(Non-executive)
4 To re-elect Patrick Burgess as a Director Mgmt For For
(Chairman)
5 To re-elect John Whittaker as a Director Mgmt For For
(Deputy Chairman)
6 To re-elect David Fischel as a Director Mgmt For For
(Chief Executive)
7 To re-elect Matthew Roberts as a Director Mgmt For For
(Finance Director)
8 To re-elect Richard Gordon as a Director Mgmt For For
(Non-executive)
9 To re-elect Andrew Huntley as a Director Mgmt For For
(Non-executive)
10 To re-elect Louise Patten as a Director Mgmt For For
(Non-executive)
11 To re-elect Rob Rowley as a Director Mgmt For For
(Non-executive)
12 To re-elect Neil Sachdev as a Director Mgmt For For
(Non-Executive)
13 To re-elect Andrew Strang as a Director Mgmt For For
(Non-Executive)
14 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
Auditors and to authorise the Audit
Committee to determine their remuneration
15 To approve the Directors' Remuneration Mgmt For For
Report for the year ended 31 December 2012
(Ordinary Resolution)
16 To authorise the Directors to allot the Mgmt For For
unissued share capital for a period
expiring at the conclusion of the Annual
General Meeting of the Company to be held
in 2014 or 30 June 2014 if earlier
(Ordinary Resolution)
17 To dis-apply the pre-emption provisions of Mgmt For For
section 561(1) of the Companies Act 2006,
to the extent specified (Special
Resolution)
18 To authorise the Company to purchase its Mgmt For For
own shares (Special Resolution)
19 To approve the Performance Share plan 2013, Mgmt For For
as set out in the Notice of Annual General
Meeting dated 18 March 2013 (Ordinary
Resolution)
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RESOLUTION 1. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
INVESTOR AB, STOCKHOLM Agenda Number: 704326695
--------------------------------------------------------------------------------------------------------------------------
Security: W48102128
Meeting Type: AGM
Meeting Date: 15-Apr-2013
Ticker:
ISIN: SE0000107419
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 158309 DUE TO CHANGE IN VOTING
STATUS. ALL VOTES RECEIVED ON THE PREVIOUS
MEETING WILL BE DISREGARDED AND YOU WILL
NEED TO REINSTRUCT ON THIS MEETING NOTICE.
THANK YOU.
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) IS REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN Non-Voting
SWEDEN ACCEPT ABSTAIN AS A VALID VOTE
OPTION. THANK YOU
1 Election of the Chairman of the Meeting: Non-Voting
Sven Unger, member of the Swedish Bar
Association, as Chairman of the Meeting
2 Drawing up and approval of the voting list Non-Voting
3 Approval of the agenda Non-Voting
4 Election of one or two persons to attest to Non-Voting
the accuracy of the minutes
5 Determination of whether the Meeting has Non-Voting
been duly convened
6 Presentation of the parent company's annual Non-Voting
report and the auditors' report, as well as
of the consolidated financial statements
and the auditors' report for the Investor
Group
7 The President's address Non-Voting
8 Report on the work of the Board of Non-Voting
Directors, the Remuneration Committee, the
Audit Committee and the Finance and Risk
Committee
9 Resolutions regarding adoption of the Mgmt For For
income statement and the balance sheet for
the parent company, as well as of the
consolidated income statement and the
consolidated balance sheet for the Investor
Group
10 Resolution regarding discharge from Mgmt For For
liability of the Members of the Board of
Directors and the President
11 Resolution regarding disposition of Mgmt For For
Investor's earnings in accordance with the
approved balance sheet and determination of
a record date for dividends: The Board of
Directors and the President propose a
dividend to the shareholders of SEK 7.00
per share and that Thursday, April 18,
2013, shall be the record date for receipt
of the dividend. Should the Meeting decide
in favor of the proposal, payment of the
dividend is expected to be made by
Euroclear Sweden AB on Tuesday, April 23,
2013
12.A Decisions on: The number of Members and Mgmt For For
Deputy Members of the Board of Directors
who shall be appointed by the Meeting:
Thirteen Members of the Board of Directors
and no Deputy Members of the Board of
Directors
12.B Decisions on: The number of Auditors and Mgmt For For
Deputy Auditors who shall be appointed by
the Meeting: One registered auditing
company
13.A Decisions on: The compensation that shall Mgmt For For
be paid to the Board of Directors
13.B Decisions on: The compensation that shall Mgmt For For
be paid to the Auditors
14 Election of Chairman of the Board of Mgmt For For
Directors, other Members and Deputy Members
of the Board of Directors: The following
persons are proposed for re-election as
Members of the Board of Directors: Dr.
Josef Ackermann, Gunnar Brock, Sune
Carlsson, Borje Ekholm, Tom Johnstone,
Carola Lemne, Grace Reksten Skaugen, O.
Griffith Sexton, Hans Straberg, Lena
Treschow Torell, Jacob Wallenberg, Marcus
Wallenberg and Peter Wallenberg Jr. Jacob
Wallenberg is proposed to be re-elected as
Chairman of the Board of Directors
15 Election of Auditors and Deputy Auditors: Mgmt For For
The registered auditing company Deloitte AB
is proposed to be elected as Auditor for
the period until the end of the Annual
General Meeting 2014. Deloitte AB has
informed that, subject to the approval of
the proposal from the Nomination Committee
regarding Auditor, the Authorized Public
Accountant Thomas Stromberg will be the
auditor in charge for the audit
16.A Proposals for resolution on: Guidelines for Mgmt For For
salary and on other remuneration for the
President and other Members of the
Management Group
16.B Proposals for resolution on: A long-term Mgmt For For
variable remuneration program for the
Members of the Management Group and other
employees
17.A Proposals for resolution on: Purchase and Mgmt For For
transfer of own shares in order to give the
Board of Directors wider freedom of action
in the work with the Company's capital
structure, in order to enable transfer of
own shares according to 17B below, and in
order to secure the costs connected to the
long-term variable remuneration program and
the allocation of synthetic shares as part
of the remuneration to the Board of
Directors
17.B Proposals for resolution on: Transfer of Mgmt For For
own shares in order to enable the Company
to transfer own shares to employees who
participate in the long-term variable
remuneration program 2013
18 Conclusion of the Meeting Non-Voting
--------------------------------------------------------------------------------------------------------------------------
ISETAN MITSUKOSHI HOLDINGS LTD. Agenda Number: 704545788
--------------------------------------------------------------------------------------------------------------------------
Security: J25038100
Meeting Type: AGM
Meeting Date: 24-Jun-2013
Ticker:
ISIN: JP3894900004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
3 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
ISUZU MOTORS LIMITED Agenda Number: 704578446
--------------------------------------------------------------------------------------------------------------------------
Security: J24994105
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3137200006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JAPAN REAL ESTATE INVESTMENT CORPORATION Agenda Number: 704261130
--------------------------------------------------------------------------------------------------------------------------
Security: J27523109
Meeting Type: EGM
Meeting Date: 19-Mar-2013
Ticker:
ISIN: JP3027680002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Amend Articles to: Approve Minor Revisions Mgmt For For
2 Appoint an Executive Director Mgmt For For
3 Appoint a Supplementary Executive Director Mgmt For For
4.1 Appoint a Supervisory Director Mgmt For For
4.2 Appoint a Supervisory Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JAPAN TOBACCO INC. Agenda Number: 704545776
--------------------------------------------------------------------------------------------------------------------------
Security: J27869106
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3726800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Shareholder Proposal:Dividend Proposal Shr Against For
5 Shareholder Proposal:Share Buy-back Shr Against For
6 Shareholder Proposal:Partial Amendments to Shr Against For
the Articles of Incorporation
7 Shareholder Proposal:Cancellation of All Shr Against For
Existing Treasury Shares
--------------------------------------------------------------------------------------------------------------------------
JC DECAUX SA, NEUILLY SUR SEINE Agenda Number: 704466564
--------------------------------------------------------------------------------------------------------------------------
Security: F5333N100
Meeting Type: MIX
Meeting Date: 15-May-2013
Ticker:
ISIN: FR0000077919
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 175212 DUE TO ADDITION OF
RESOLUTIONS. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0429/201304291301633.pdf
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year 2012
O.3 Allocation of income Mgmt For For
O.4 Non-tax deductible expenses and Mgmt For For
expenditures pursuant to Article 39-4 of
the General Tax Code
O.5 Renewal of term of Mr. Pierre-Alain Mgmt For For
Pariente as Supervisory Board member
O.6 Appointment of Mr. Michel Bleitrach as new Mgmt For For
Supervisory Board member
O.7 Appointment of Mrs. Alexia Decaux-Lefort as Mgmt For For
new Supervisory Board member
O.8 Appointment of Mr. Gerard Degonse as new Mgmt For For
Supervisory Board member
O.9 Setting attendance allowances amount Mgmt For For
O.10 Special report of the Statutory Auditors on Mgmt For For
the regulated agreements pursuant to
Articles L.225-86 et seq. of the Commercial
Code
O.11 Authorization to be granted to the Mgmt For For
Executive Board to trade in Company's
shares
E.12 Delegation of authority to be granted to Mgmt For For
the Executive Board to decide to issue
shares and/or securities giving access to
capital of the Company while maintaining
preferential subscription rights
E.13 Delegation of authority to be granted to Mgmt For For
the Executive Board to decide to issue
shares and/or securities giving access to
capital of the Company with cancellation of
preferential subscription rights by public
offering
E.14 Delegation of authority to be granted to Mgmt For For
the Executive Board to decide to issue
shares and/or securities giving access to
capital of the Company with cancellation of
preferential subscription rights through
private placement pursuant to Article
L.411-2, II of the Monetary and Financial
Code
E.15 Authorization to issue shares or securities Mgmt For For
giving access to capital without
preferential subscription rights, in
consideration for in-kind contribution of
equity securities or securities giving
access to capital
E.16 Delegation of authority to be granted to Mgmt For For
the Executive Board to decide to increase
share capital by incorporation of reserves,
profits, premiums or other amounts
E.17 Delegation of authority to be granted to Mgmt For For
the Executive Board to increase the number
of issuable securities (over-allotment
option) in case of capital increase with or
without preferential subscription rights
E.18 Delegation of authority to be granted to Mgmt For For
the Executive Board to decide to increase
share capital by issuing shares or
securities giving access to capital
reserved for members of company savings
plans with cancellation of preferential
subscription rights in favor of the latter
E.19 Delegation of authority to be granted to Mgmt For For
the Executive Board to grant share
subscription or purchase options with
cancellation of preferential subscription
rights to employees and corporate officers
of the group or to some of them
E.20 Delegation of authority to be granted to Mgmt For For
the Executive Board to grant free shares
existing or to be issued with cancellation
of preferential subscription rights to
employees and corporate officers of the
group or to some of them
E.21 Delegation of authority to be granted to Mgmt For For
the Executive Board to reduce capital by
cancellation of treasury shares
E.22 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JDS UNIPHASE CORPORATION Agenda Number: 933692368
--------------------------------------------------------------------------------------------------------------------------
Security: 46612J507
Meeting Type: Annual
Meeting Date: 14-Nov-2012
Ticker: JDSU
ISIN: US46612J5074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RICHARD E. BELLUZZO Mgmt For For
1B. ELECTION OF DIRECTOR: HAROLD L. COVERT Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT PUBLIC ACCOUNTING FIRM FOR JDS
UNIPHASE CORPORATION FOR THE FISCAL YEAR
ENDING JUNE 29, 2013.
3. TO APPROVE, BY NON-BINDING ADVISORY VOTE, Mgmt For For
THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
4. TO APPROVE AN AMENDMENT TO OUR CERTIFICATE Mgmt For For
OF INCORPORATION TO ELIMINATE THE
CLASSIFIED STRUCTURE OF THE BOARD OF
DIRECTORS.
5. TO APPROVE AMENDMENTS TO OUR AMENDED AND Mgmt For For
RESTATED 2003 EQUITY INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
JFE HOLDINGS,INC. Agenda Number: 704541502
--------------------------------------------------------------------------------------------------------------------------
Security: J2817M100
Meeting Type: AGM
Meeting Date: 20-Jun-2013
Ticker:
ISIN: JP3386030005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
5 Approve Continuance of the Policy Regarding Mgmt For For
Large-scale Purchases of the Company's
Shares
--------------------------------------------------------------------------------------------------------------------------
JGC CORPORATION Agenda Number: 704578117
--------------------------------------------------------------------------------------------------------------------------
Security: J26945105
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3667600005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 933745068
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 25-Apr-2013
Ticker: JNJ
ISIN: US4781601046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MARY SUE COLEMAN Mgmt For For
1B. ELECTION OF DIRECTOR: JAMES G. CULLEN Mgmt For For
1C. ELECTION OF DIRECTOR: IAN E.L. DAVIS Mgmt For For
1D. ELECTION OF DIRECTOR: ALEX GORSKY Mgmt For For
1E. ELECTION OF DIRECTOR: MICHAEL M.E. JOHNS Mgmt For For
1F. ELECTION OF DIRECTOR: SUSAN L. LINDQUIST Mgmt For For
1G. ELECTION OF DIRECTOR: ANNE M. MULCAHY Mgmt For For
1H. ELECTION OF DIRECTOR: LEO F. MULLIN Mgmt For For
1I. ELECTION OF DIRECTOR: WILLIAM D. PEREZ Mgmt For For
1J. ELECTION OF DIRECTOR: CHARLES PRINCE Mgmt For For
1K. ELECTION OF DIRECTOR: A. EUGENE WASHINGTON Mgmt For For
1L. ELECTION OF DIRECTOR: RONALD A. WILLIAMS Mgmt For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
3. RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013
4. SHAREHOLDER PROPOSAL - EXECUTIVES TO RETAIN Shr Against For
SIGNIFICANT STOCK
5. SHAREHOLDER PROPOSAL ON POLITICAL Shr Against For
CONTRIBUTIONS AND CORPORATE VALUES
6. SHAREHOLDER PROPOSAL ON INDEPENDENT BOARD Shr Against For
CHAIRMAN
--------------------------------------------------------------------------------------------------------------------------
JOHNSON CONTROLS, INC. Agenda Number: 933717639
--------------------------------------------------------------------------------------------------------------------------
Security: 478366107
Meeting Type: Annual
Meeting Date: 23-Jan-2013
Ticker: JCI
ISIN: US4783661071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
DAVID P. ABNEY Mgmt For For
JULIE L. BUSHMAN Mgmt For For
EUGENIO CLARIOND Mgmt For For
JEFFREY A. JOERRES Mgmt For For
2. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS AS INDEPENDENT
AUDITORS FOR 2013.
3. APPROVE THE PROPOSED RESTATEMENT OF THE Mgmt For For
RESTATED ARTICLES OF INCORPORATION.
4. APPROVE THE JOHNSON CONTROLS, INC. 2012 Mgmt For For
OMNIBUS INCENTIVE PLAN.
5. APPROVE ON AN ADVISORY BASIS NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
6. CONSIDER A SHAREHOLDER PROPOSAL FOR AN Shr Against For
INDEPENDENT CHAIR OF THE BOARD OF
DIRECTORS.
7. CONSIDER A SHAREHOLDER PROPOSAL TO PERMIT Shr Against For
SHAREHOLDER ACTION BY WRITTEN CONSENT.
--------------------------------------------------------------------------------------------------------------------------
JOHNSON MATTHEY PLC, LONDON Agenda Number: 703942208
--------------------------------------------------------------------------------------------------------------------------
Security: G51604109
Meeting Type: AGM
Meeting Date: 25-Jul-2012
Ticker:
ISIN: GB0004764071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That the Company's annual accounts for the Mgmt For For
year ended 31st March 2012 together with
the directors' report and the auditor's
report on those accounts be received
2 That the directors' remuneration report for Mgmt For For
the year ended 31st March 2012 and the
auditor's report on the auditable part of
the directors' remuneration report be
received and approved
3 That a final dividend of 40 pence per Mgmt For For
ordinary share in respect of the year ended
31st March 2012 be declared and payable to
members on the register at the close of
business on 3rd August 2012
4 That Mr TEP Stevenson be re-elected a Mgmt For For
director of the Company
5 That Mr NAP Carson be re-elected a director Mgmt For For
of the Company
6 That Mr AM Ferguson be re-elected a Mgmt For For
director of the Company
7 That Mr RJ MacLeod be re-elected a director Mgmt For For
of the Company
8 That Mr LC Pentz be re-elected a director Mgmt For For
of the Company
9 That Mr MJ Roney be re-elected a director Mgmt For For
of the Company
10 That Mr WF Sandford be re-elected a Mgmt For For
director of the Company
11 That Mrs DC Thompson be re-elected a Mgmt For For
director of the Company
12 That KPMG Audit Plc be re-appointed as Mgmt For For
auditor of the Company to hold office from
the conclusion of this meeting until the
conclusion of the next general meeting at
which accounts are laid before the Company
13 That the remuneration of the auditor be Mgmt For For
determined by the directors
14 That in accordance with sections 366 and Mgmt For For
367 of the Companies Act 2006 (the "2006
Act"), the Company and all companies which
are subsidiaries of the Company during the
period when this Resolution 14 has effect
be generally and unconditionally authorised
in aggregate to: (a) make political
donations to political parties or
independent election candidates, as defined
in the 2006 Act, not exceeding GBP 50,000
in total; (b) make political donations to
political organisations other than
political parties, as defined in the 2006
Act, not exceeding GBP 50,000 in total; and
(c) incur political expenditure, as defined
in the 2006 Act, not exceeding GBP 50,000
in total during the period beginning with
the date of the passing of this Resolution
and ending on 31st July 2013 or, if sooner,
the conclusion of the next annual general
CONTD
CONT CONTD meeting of the Company after the Non-Voting
passing of this resolution provided that
the combined aggregate amount of donations
made and expenditure incurred pursuant to
this authority shall not exceed GBP 50,000
and that the authorised sums referred to in
paragraphs (a), (b) and (c) above may be
comprised of one or more amounts in
different currencies which, for the
purposes of calculating the said sums,
shall be converted into pounds sterling at
the exchange rate published in the London
edition of the Financial Times on the date
on which the relevant donation is made or
expenditure incurred (or the first business
day thereafter) or, if earlier, on the day
on which the Company enters into any
contract or undertaking in relation to the
same
15 That the directors be and they are hereby Mgmt For For
generally and unconditionally authorised in
accordance with section 551 of the
Companies Act 2006 (the "2006 Act") to
exercise all the powers of the Company to
allot shares in the Company and to grant
rights to subscribe for, or to convert any
security into, shares in the Company
("Rights"): (a) up to an aggregate nominal
amount of GBP 71,558,579; and (b) up to a
further aggregate nominal amount of GBP
71,558,579 provided that (i) they are
equity securities (within the meaning of
section 560(1) of the 2006 Act) and (ii)
they are offered by way of a rights issue
in favour of the holders of ordinary shares
on the register of members at such record
date(s) as the directors may determine
where the equity securities respectively
attributable to the interests of the
ordinary CONTD
CONT CONTD shareholders are proportionate (as Non-Voting
nearly as may be practicable) to the
respective numbers of ordinary shares held
or deemed to be held by them on any such
record date(s), subject to such exclusions
or other arrangements as the directors may
deem necessary or expedient to deal with
treasury shares, fractional entitlements or
legal or practical problems arising under
the laws of any overseas territory or the
requirements of any regulatory body or
stock exchange or by virtue of shares being
represented by depositary receipts or any
other matter provided that this authority
shall expire at the conclusion of the next
annual general meeting of the Company after
the passing of this resolution or, if
earlier, on 25th October 2013, save that
the Company shall be entitled to make
offers or agreements before the expiry of
CONTD
CONT CONTD such authority which would or might Non-Voting
require shares to be allotted or Rights to
be granted after such expiry and the
directors shall be entitled to allot shares
and grant Rights pursuant to any such offer
or agreement as if this authority had not
expired; and all unexercised authorities
previously granted to the directors to
allot shares and grant Rights be and are
hereby revoked
16 (a) That a special dividend of 100 pence Mgmt For For
per ordinary share be declared and payable
to members on the register at the close of
business on 3rd August 2012; and (b) That,
subject to and conditional upon admission
of the New Ordinary Shares to the Official
List of the United Kingdom Listing
Authority and to trading on the London
Stock Exchange becoming effective
("Admission"), every 22 ordinary shares of
100 pence each in the capital of the
Company as at 5.00 pm on 3rd August 2012 be
consolidated into 21 ordinary shares of 104
16/21 pence each (each a "New Ordinary
Share") and all fractional entitlements
arising from the consolidation of the
issued ordinary shares of 100 pence each in
the capital of the Company shall be
aggregated into New Ordinary Shares and, as
soon as possible after Admission, sold in
the open market at CONTD
CONT CONTD the best price reasonably obtainable Non-Voting
and the aggregate proceeds (net of
expenses) remitted to those entitled
17 That, subject to the passing of Resolution Mgmt For For
15, the directors be and they are hereby
empowered pursuant to sections 570 and 573
of the Companies Act 2006 (the "2006 Act")
to allot equity securities (within the
meaning of section 560 of the 2006 Act) for
cash either pursuant to the authority
conferred by Resolution 15 or by way of a
sale of treasury shares as if section
561(1) of the 2006 Act did not apply to any
such allotment, provided that this power
shall be limited to: (a) the allotment of
equity securities in connection with an
offer of securities (but in the case of the
authority granted under paragraph (b) of
Resolution 15 by way of a rights issue
only) in favour of the holders of ordinary
shares on the register of members at such
record date(s) as the directors may
determine where the equity securities CONTD
CONT CONTD respectively attributable to the Non-Voting
interests of the ordinary shareholders are
proportionate (as nearly as may be
practicable) to the respective numbers of
ordinary shares held or deemed to be held
by them on any such record date(s), subject
to such exclusions or other arrangements as
the directors may deem necessary or
expedient to deal with treasury shares,
fractional entitlements or legal or
practical problems arising under the laws
of any overseas territory or the
requirements of any regulatory body or
stock exchange or by virtue of shares being
represented by depositary receipts or any
other matter; and (b) the allotment to any
person or persons of equity securities,
otherwise than pursuant to paragraph (a)
above, up to an aggregate nominal value of
GBP 11,033,680 and this power shall expire
upon the expiry of CONTD
CONT CONTD the general authority conferred by Non-Voting
Resolution 15, save that the Company shall
be entitled to make offers or agreements
before the expiry of such authority which
would or might require equity securities to
be allotted after such expiry and the
directors shall be entitled to allot equity
securities pursuant to any such offer or
agreement as if this authority had not
expired
18 That the Company be generally and Mgmt For For
unconditionally authorised to make market
purchases (within the meaning of section
693(4) of the Companies Act 2006) of its
own ordinary shares on such terms and in
such manner as the directors may from time
to time determine, provided that: (a) the
maximum aggregate number of ordinary shares
hereby authorised to be purchased is
20,491,774 (representing approximately 10%
of the Company's issued ordinary share
capital (excluding treasury shares)
immediately after the share consolidation
pursuant to Resolution 16 or, if Resolution
16 is not passed, 21,467,573 existing
ordinary shares of 100 pence ("Existing
Ordinary Shares") representing
approximately 10% of the issued ordinary
share capital of the Company as at 18th
June 2012 (the latest practicable date
prior to publication of this CONTD
CONT CONTD Notice of Annual General Meeting)); Non-Voting
(b) the minimum price which may be paid for
an ordinary share is 104 16/21 pence
(excluding expenses) or, if Resolution 16
is not passed, the minimum price which may
be paid for an Existing Ordinary Share is
100 pence (excluding expenses); (c) the
maximum price which may be paid for an
ordinary share is an amount equal to 105%
of the average of the middle market
quotations for an ordinary share in the
Company as derived from the London Stock
Exchange Daily Official List for the five
business days immediately preceding the day
on which the ordinary share is contracted
to be purchased (excluding expenses); and
(d) unless previously renewed, revoked or
varied by the Company in general meeting,
the authority hereby conferred shall expire
at the conclusion of the next annual
general CONTD
CONT CONTD meeting of the Company after the Non-Voting
passing of this resolution or, if earlier,
on 25th October 2013, but a contract or
contracts of purchase may be made before
such expiry which will or may be executed
wholly or partly thereafter and a purchase
of shares may be made in pursuance of any
such contract
19 That a general meeting of the Company other Mgmt For For
than an annual general meeting may be
called on not less than 14 clear days'
notice
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 933779728
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES A. BELL Mgmt For For
1B. ELECTION OF DIRECTOR: CRANDALL C. BOWLES Mgmt For For
1C. ELECTION OF DIRECTOR: STEPHEN B. BURKE Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID M. COTE Mgmt For For
1E. ELECTION OF DIRECTOR: JAMES S. CROWN Mgmt For For
1F. ELECTION OF DIRECTOR: JAMES DIMON Mgmt For For
1G. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN Mgmt For For
1H. ELECTION OF DIRECTOR: ELLEN V. FUTTER Mgmt For For
1I. ELECTION OF DIRECTOR: LABAN P. JACKSON, JR. Mgmt For For
1J. ELECTION OF DIRECTOR: LEE R. RAYMOND Mgmt For For
1K. ELECTION OF DIRECTOR: WILLIAM C. WELDON Mgmt For For
2. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. AMENDMENT TO THE FIRM'S RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO AUTHORIZE
SHAREHOLDER ACTION BY WRITTEN CONSENT
5. REAPPROVAL OF KEY EXECUTIVE PERFORMANCE Mgmt For For
PLAN
6. REQUIRE SEPARATION OF CHAIRMAN AND CEO Shr Against For
7. REQUIRE EXECUTIVES TO RETAIN SIGNIFICANT Shr Against For
STOCK UNTIL REACHING NORMAL RETIREMENT AGE
8. ADOPT PROCEDURES TO AVOID HOLDING OR Shr Against For
RECOMMENDING INVESTMENTS THAT CONTRIBUTE TO
HUMAN RIGHTS VIOLATIONS
9. DISCLOSE FIRM PAYMENTS USED DIRECTLY OR Shr Against For
INDIRECTLY FOR LOBBYING, INCLUDING SPECIFIC
AMOUNTS AND RECIPIENTS' NAMES
--------------------------------------------------------------------------------------------------------------------------
JULIUS BAER GRUPPE AG, ZUERICH Agenda Number: 704026702
--------------------------------------------------------------------------------------------------------------------------
Security: H4414N103
Meeting Type: EGM
Meeting Date: 19-Sep-2012
Ticker:
ISIN: CH0102484968
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 115043,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
1 Creation of authorized share capital for Mgmt Take No Action
the purpose of the partial financing of the
acquisition of the International Wealth
Management business of Bank of America
Merrill Lynch outside the Unites States
2 Ad-hoc Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
JULIUS BAER GRUPPE AG, ZUERICH Agenda Number: 704343540
--------------------------------------------------------------------------------------------------------------------------
Security: H4414N103
Meeting Type: AGM
Meeting Date: 10-Apr-2013
Ticker:
ISIN: CH0102484968
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 170808 DUE TO SPLITTING OF
RESOLUTION 4. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 150296,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
1.1 Annual report, financial statements and Mgmt For For
group accounts 2012
1.2 Advisory vote on the remuneration report Mgmt For For
2012
2 Appropriation of disposable profit, Mgmt For For
dissolution and distribution of 'share
premium reserve/capital contribution
reserve
3 Discharge of the members of the board of Mgmt For For
directors and of the executive board
4.1.1 Re-election to the board of directors: Mr Mgmt For For
Daniel J. Sauter
4.1.2 Re-election to the board of directors: Mrs Mgmt For For
Claire Giraut
4.1.3 Re-election to the board of directors: Mr Mgmt For For
Gilbert Achermann
4.1.4 Re-election to the board of directors: Mr Mgmt For For
Andreas Amschwand
4.1.5 Re-election to the board of directors: Mr Mgmt For For
Leonhard H. Fischer
4.1.6 Re-election to the board of directors: Mr Mgmt For For
Gareth Penny
5 Re-election of the auditors / KPMG AG, Mgmt For For
Zurich
6 Ad-hoc Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
JUPITER TELECOMMUNICATIONS CO.,LTD. Agenda Number: 704317937
--------------------------------------------------------------------------------------------------------------------------
Security: J28710101
Meeting Type: AGM
Meeting Date: 27-Mar-2013
Ticker:
ISIN: JP3392750000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KAMIGUMI CO.,LTD. Agenda Number: 704587495
--------------------------------------------------------------------------------------------------------------------------
Security: J29438116
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3219000001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines, Mgmt For For
Adopt Reduction of Liability System for
Outside Directors, Establish Record Date
for Interim Dividends, Chairperson to
Convene and Chair a Board Meeting
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KANEKA CORPORATION Agenda Number: 704574486
--------------------------------------------------------------------------------------------------------------------------
Security: J2975N106
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3215800008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
2 Appoint a Substitute Corporate Auditor Mgmt For For
3 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
4 Approve Continuance of the Policy Regarding Mgmt Against Against
Large-scale Purchases of the Company's
Shares
--------------------------------------------------------------------------------------------------------------------------
KANSAS CITY SOUTHERN Agenda Number: 933761416
--------------------------------------------------------------------------------------------------------------------------
Security: 485170302
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: KSU
ISIN: US4851703029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
TERRENCE P. DUNN Mgmt For For
ANTONIO O. GARZA, JR. Mgmt For For
DAVID L. STARLING Mgmt For For
2. RATIFICATION OF THE AUDIT COMMITTEE'S Mgmt For For
SELECTION OF KPMG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013.
3. RE-APPROVAL OF THE MATERIAL TERMS OF THE Mgmt For For
PERFORMANCE MEASURES UNDER THE KANSAS CITY
SOUTHERN 2008 STOCK OPTION AND PERFORMANCE
AWARD PLAN FOR PURPOSES OF SECTION 162(M)
OF THE INTERNAL REVENUE CODE.
4. ADVISORY (NON-BINDING) VOTE APPROVING THE Mgmt For For
2012 COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
5. CONSIDER AND ACT ON A STOCKHOLDER PROPOSAL Shr For Against
TO ELECT EACH DIRECTOR ANNUALLY.
--------------------------------------------------------------------------------------------------------------------------
KAO CORPORATION Agenda Number: 704289998
--------------------------------------------------------------------------------------------------------------------------
Security: J30642169
Meeting Type: AGM
Meeting Date: 26-Mar-2013
Ticker:
ISIN: JP3205800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KAWASAKI HEAVY INDUSTRIES,LTD. Agenda Number: 704574727
--------------------------------------------------------------------------------------------------------------------------
Security: J31502107
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3224200000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to:Adopt Reduction of Mgmt For For
Liability System for Outside Directors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
5 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KBC GROUPE SA, BRUXELLES Agenda Number: 704376210
--------------------------------------------------------------------------------------------------------------------------
Security: B5337G162
Meeting Type: MIX
Meeting Date: 02-May-2013
Ticker:
ISIN: BE0003565737
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
A.1 Review of the combined annual report of the Non-Voting
Board of Directors of KBC Group NV on the
company and consolidated annual accounts
for the financial year ending on 31
December 2012
A.2 Review of the auditor's reports on the Non-Voting
company and the consolidated annual
accounts of KBC Group NV for the financial
year ending on 31 December 2012
A.3 Review of the consolidated annual accounts Non-Voting
of KBC Group NV for the financial year
ending on 31 December 2012
A.4 Motion to approve the company annual Mgmt For For
accounts of KBC Group NV for the financial
year ending on 31 December 2012
A.5 Motion to approve the proposed profit Mgmt For For
appropriation of KBC Group NV for the
financial year ending on 31 December 2012;
motion to pay a gross dividend of 1 EUR per
share
A.6 Motion to approve the remuneration report Mgmt For For
of KBC Group NV for the financial year
ending on 31 December 2012, as included in
the combined annual report of the Board of
Directors of KBC Group NV under point 1 of
this agenda
A.7 Motion to grant discharge to the directors Mgmt For For
of KBC Group NV for the performance of
their mandate during the 2012 financial
year
A.8 Motion to grant discharge to the auditor of Mgmt For For
KBC Group NV for the performance of his
mandate during the 2012 financial year
A.9 In accordance with the proposal from the Mgmt For For
Audit, Risk and Compliance Committee,
motion to renew the auditor's mandate of
Ernst & Young Bedrijfsrevisoren BCVBA,
represented by Mr Pierre Vanderbeek and/or
Mr Peter Telders for the statutory period
of three years, i.e. until after the Annual
General Meeting of 2016; motion to set the
remuneration at 83 823 EUR a year, adjusted
annually according to the consumer price
index
A.10a Motion to reappoint Mr Alain Tytgadt as Mgmt For For
director for a period of four years, i.e.
until the close of the Annual General
Meeting of 2017
A.10b Motion to reappoint Mr Philippe Vlerick as Mgmt For For
director for a period of four years, i.e.
until the close of the Annual General
Meeting of 2017
A.10c Motion to reappoint Mr Dirk Heremans as Mgmt For For
independent director within the meaning of
and in line with the criteria set out in
Article 526ter of the Companies Code for a
term of one year, i.e. until the close of
the Annual General Meeting of 2014
A.11 Motion to grant authority to the Board of Mgmt For For
Directors of KBC Group NV, with the
possibility of further delegation, to
acquire over a five year period a maximum
of two hundred and fifty thousand KBC Group
NV shares. The shares may be acquired at a
price per share that may not be higher than
the last closing price on Euronext Brussels
before the date of acquisition plus ten per
cent, and may not be lower than one euro.
Within the confines of the law, this
authorisation is valid for all acquisitions
for a consideration, in the broadest sense
of the term, on or off the exchange
A.12 Other business Non-Voting
E.I.a Review and discussion of the merger Non-Voting
proposal of 13 February 2013 regarding the
merger between KBC Group NV and KBC Global
Services NV, with registered office at 1080
Brussels, Havenlaan 2, drawn up by the
management bodies of the companies involved
in the merger, and which is available free
of charge to the shareholders
E.I.b Motion to approve the merger proposal of 13 Mgmt For For
February 2013, as drawn up by the
management bodies of the companies involved
in the merger
E.I.c Motion to approve the operation whereby KBC Mgmt For For
Group NV takes over KBC Global Services NV
by means of a transaction equivalent to a
merger by acquisition within the meaning of
Article 676,1 of the Companies Code, and
through which (i) all the assets and
liabilities of KBC Global Services NV,
without exception or reservation, will be
transferred by way of universal transfer to
KBC Group NV and (ii) KBC Global Services
NV will accordingly be dissolved without
liquidation
E.I.d Motion, following the aforementioned merger Mgmt For For
by acquisition of KBC Global Services NV,
to change the purpose of KBC Group NV by
scrapping paragraph three of Article 2 of
the Articles of Association, namely "The
company may do everything that directly or
indirectly can contribute to the
realisation of its purpose in the widest
sense", and replacing it with the specified
text, taken from the purpose of KBC Global
Services NV
E.IIa Review of the report of the Board of Non-Voting
Directors drawn up in accordance with (i)
Article 604, paragraph two, of the
Companies Code with a view to renewing the
authorisation to increase capital and (ii)
Article 604, in conjunction with Article
607, of the Companies Code with a view to
renewing the authorisation to increase
capital following notification from the
Financial Services and Markets Authority
with regard to public bids
E.IIb Motion to replace paragraphs three through Mgmt For For
five of Article 5 of the Articles of
Association with effect from 1 January 2014
with the following text: "Insofar as the
law allows, the shares shall be in
registered or book-entry form. At the
request and expense of the shareholder,
shares may be converted from one form into
another in accordance with the legal
requirements. The register of registered
shares can be kept in electronic form. Up
to 31 December 2013, bearer shares shall be
converted into book-entry shares by
operation of the law as soon as they are
admitted to trading on a regulated market
as defined by Article 2,3, of the Act of 2
August 2002 on the supervision of the
financial sector and financial services (or
any provision replacing this article) and
held in a custody account."
E.IIc Motion to renew the authorisation granted Mgmt For For
to the Board of Directors to increase the
capital, as currently specified in Articles
7A and 7B of the Articles of Association,
and to bring the authorisation to seven
hundred million Euros (700,000,000 EUR),
for a further period of five years starting
from the date of publication of the
amendment to the Articles of Association
decided upon by the Extraordinary General
Meeting of 2 May 2013, and in this regard
at the same time to authorise the Board of
Directors to determine the dividend
entitlement of the new shares to be issued.
Accordingly, motion to amend Articles 7A
and 7B of the Articles of Association
E.IId Motion to renew for a period of three years Mgmt For For
starting from 2 May 2013 the special
authorisation granted to the Board of
Directors, as currently set out in Article
7C of the Articles of Association, to carry
out capital increases subject to the limits
of the authorisation detailed in Articles
7A and 7B, even after the date of receipt
of notification from the Financial Services
and Markets Authority that it has been
apprised of a public bid for the securities
of the company. Motion to amend Article 7C
of the Articles of Association
E.IIe Motion to replace Article 11bis of the Mgmt For For
Articles of Association, with effect from 1
January 2014, with the specified text
E.IIf Motion to replace the second paragraph of Mgmt For For
Article 21 of the Articles of Association
with the specified text
E.IIg Motion to replace Article 27 of the Mgmt For For
Articles of Association, with effect from 1
January 2014, with the specified text
E.IIh Motion to add to Article 42 of the Articles Mgmt For For
of Association the specified transitional
provision
E.IIi Motion to grant authorisation to Mgmt For For
co-ordinate, sign and submit the Articles
of Association after taking the decisions
to amend them with respect to the draft
resolutions mentioned under agenda points d
sub I and b, c, d, e, f, g and h sub II,
whereby for the amendments to the Articles
proposed under agenda points b, e and g sub
II both the old and the new version will be
included
E.IIj Motion to grant authorisation to draw up, Mgmt For For
sign and submit a second co-ordinated
version of the Articles of Association,
which will be valid from 1 January 2014,
after taking the decisions to amend them
with respect to the draft resolutions
mentioned under agenda points b, e and g
sub II, if necessary omitting the last
paragraph of the new Articles 5 and 11bis
E.IIk Motion to grant authorisation for the Mgmt For For
implementation of the decisions taken and
the completion of the formalities relating
to the Crossroads Bank for Enterprises
(Kruispuntbank van Ondernemingen) and the
tax authorities
--------------------------------------------------------------------------------------------------------------------------
KDDI CORPORATION Agenda Number: 704538238
--------------------------------------------------------------------------------------------------------------------------
Security: J31843105
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3496400007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KEIO CORPORATION Agenda Number: 704578648
--------------------------------------------------------------------------------------------------------------------------
Security: J32190126
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3277800003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
2.18 Appoint a Director Mgmt For For
3 Approve Policy regarding Large-scale Mgmt Against Against
Purchases of Company Shares
--------------------------------------------------------------------------------------------------------------------------
KERRY GROUP PLC Agenda Number: 704383708
--------------------------------------------------------------------------------------------------------------------------
Security: G52416107
Meeting Type: AGM
Meeting Date: 01-May-2013
Ticker:
ISIN: IE0004906560
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Report and Accounts Mgmt For For
2 Declaration of Dividend Mgmt For For
3 To re-elect Mr Sean Bugler Mgmt For For
4.A To re-elect Mr Denis Buckley Mgmt For For
4.B To re-elect Mr Gerry Behan Mgmt For For
4.C To re-elect Mr Kieran Breen Mgmt For For
4.D To re-elect Mr Denis Carroll Mgmt For For
4.E To re-elect Mr Michael Dowling Mgmt For For
4.F To re-elect Mr Patrick Flahive Mgmt For For
4.G To re-elect Ms Joan Garahy Mgmt For For
4.H To re-elect Mr Flor Healy Mgmt For For
4.I To re-elect Mr James Kenny Mgmt For For
4.J To re-elect Mr Stan McCarthy Mgmt For For
4.K To re-elect Mr Brian Mehigan Mgmt For For
4.L To re-elect Mr Gerard O'Hanlon Mgmt For For
4.M To re-elect Mr Michael Teahan Mgmt For For
4.N To re-elect Mr Philip Toomey Mgmt For For
4.O To re-elect Mr Denis Wallis Mgmt For For
5 Remuneration of Auditors Mgmt For For
6 Remuneration Report Mgmt For For
7 Section 20 Authority Mgmt For For
8 Disapplication of Section 23 Mgmt For For
9 To authorise company to make market Mgmt For For
purchases of its own shares
10 Adoption of Kerry Group plc 2013 Long Term Mgmt For For
Incentive Plan
11 To approve the proposed amendment to the Mgmt For For
Articles of Association
--------------------------------------------------------------------------------------------------------------------------
KEYCORP Agenda Number: 933772801
--------------------------------------------------------------------------------------------------------------------------
Security: 493267108
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: KEY
ISIN: US4932671088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
EDWARD P. CAMPBELL Mgmt For For
JOSEPH A. CARRABBA Mgmt For For
CHARLES P. COOLEY Mgmt For For
ALEXANDER M. CUTLER Mgmt For For
H. JAMES DALLAS Mgmt For For
ELIZABETH R. GILE Mgmt For For
RUTH ANN M. GILLIS Mgmt For For
WILLIAM G. GISEL, JR. Mgmt For For
RICHARD J. HIPPLE Mgmt For For
KRISTEN L. MANOS Mgmt For For
BETH E. MOONEY Mgmt For For
BARBARA R. SNYDER Mgmt For For
2 RATIFICATION OF THE APPOINTMENT OF Mgmt For For
INDEPENDENT AUDITOR ERNST & YOUNG LLP.
3 ADVISORY APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION.
4 APPROVAL OF KEYCORP 2013 EQUITY Mgmt For For
COMPENSATION PLAN.
--------------------------------------------------------------------------------------------------------------------------
KEYENCE CORPORATION Agenda Number: 704028732
--------------------------------------------------------------------------------------------------------------------------
Security: J32491102
Meeting Type: AGM
Meeting Date: 12-Sep-2012
Ticker:
ISIN: JP3236200006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KEYENCE CORPORATION Agenda Number: 704546805
--------------------------------------------------------------------------------------------------------------------------
Security: J32491102
Meeting Type: AGM
Meeting Date: 13-Jun-2013
Ticker:
ISIN: JP3236200006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KIMBERLY-CLARK CORPORATION Agenda Number: 933742214
--------------------------------------------------------------------------------------------------------------------------
Security: 494368103
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: KMB
ISIN: US4943681035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JOHN R. ALM Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN F. BERGSTROM Mgmt For For
1C. ELECTION OF DIRECTOR: ABELARDO E. BRU Mgmt For For
1D. ELECTION OF DIRECTOR: ROBERT W. DECHERD Mgmt For For
1E. ELECTION OF DIRECTOR: THOMAS J. FALK Mgmt For For
1F. ELECTION OF DIRECTOR: FABIAN T. GARCIA Mgmt For For
1G. ELECTION OF DIRECTOR: MAE C. JEMISON, M.D. Mgmt For For
1H. ELECTION OF DIRECTOR: JAMES M. JENNESS Mgmt For For
1I. ELECTION OF DIRECTOR: NANCY J. KARCH Mgmt For For
1J. ELECTION OF DIRECTOR: IAN C. READ Mgmt For For
1K. ELECTION OF DIRECTOR: LINDA JOHNSON RICE Mgmt For For
1L. ELECTION OF DIRECTOR: MARC J. SHAPIRO Mgmt For For
2. RATIFICATION OF AUDITORS Mgmt For For
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
KIRBY CORPORATION Agenda Number: 933759168
--------------------------------------------------------------------------------------------------------------------------
Security: 497266106
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: KEX
ISIN: US4972661064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: C. SEAN DAY Mgmt For For
1.2 ELECTION OF DIRECTOR: WILLIAM M. LAMONT, Mgmt For For
JR.
1.3 ELECTION OF DIRECTOR: WILLIAM M. WATERMAN Mgmt For For
2. RATIFICATION OF THE SELECTION OF KPMG LLP Mgmt For For
AS KIRBY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE ON THE APPROVAL OF THE Mgmt For For
COMPENSATION OF KIRBY'S NAMED EXECUTIVE
OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
KIRIN HOLDINGS COMPANY,LIMITED Agenda Number: 704306489
--------------------------------------------------------------------------------------------------------------------------
Security: 497350108
Meeting Type: AGM
Meeting Date: 28-Mar-2013
Ticker:
ISIN: JP3258000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Change Company's Mgmt For For
Location to Nakano-ku
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
4 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
--------------------------------------------------------------------------------------------------------------------------
KOBE STEEL,LTD. Agenda Number: 704578319
--------------------------------------------------------------------------------------------------------------------------
Security: J34555144
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3289800009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
2 Approve Policy regarding Large-scale Mgmt Against Against
Purchases of Company Shares
--------------------------------------------------------------------------------------------------------------------------
KOMATSU LTD. Agenda Number: 704538149
--------------------------------------------------------------------------------------------------------------------------
Security: J35759125
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3304200003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors Mgmt Against Against
5 Giving the Board of Directors the Authority Mgmt For For
to Issue Stock Acquisition Rights as
Stock-Based Remuneration to Employees of
the Company and Directors of Major
Subsidiaries of the Company
--------------------------------------------------------------------------------------------------------------------------
KONAMI CORPORATION Agenda Number: 704578624
--------------------------------------------------------------------------------------------------------------------------
Security: J35996107
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3300200007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
3 Continuation and Partial Revision of the Mgmt Against Against
Countermeasures to Large-Scale Acquisitions
of KONAMI CORPORATION Shares (Takeover
Defense Measures)
--------------------------------------------------------------------------------------------------------------------------
KONE OYJ, HELSINKI Agenda Number: 704069548
--------------------------------------------------------------------------------------------------------------------------
Security: X4551T105
Meeting Type: EGM
Meeting Date: 24-Oct-2012
Ticker:
ISIN: FI0009013403
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
1 Opening of the meeting Non-Voting
2 Calling the meeting to order Non-Voting
3 Election of persons to scrutinize the Non-Voting
minutes and to supervise the counting of
votes
4 Recording the legality of the meeting Non-Voting
5 Recording the attendance at the meeting and Non-Voting
adoption of the list of votes
6 Resolution on the payment of extra dividend Mgmt For For
the board proposes that an extra dividend
of EUR 1.495 be paid for each class a share
and EUR 1.50 for each class b share
7 Closing of the meeting Non-Voting
--------------------------------------------------------------------------------------------------------------------------
KONICA MINOLTA HOLDINGS, INC. Agenda Number: 704183134
--------------------------------------------------------------------------------------------------------------------------
Security: J36060119
Meeting Type: EGM
Meeting Date: 11-Dec-2012
Ticker:
ISIN: JP3300600008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Change Official Company Mgmt For For
Name to KONICA MINOLTA, INC., Streamline
Business Lines
--------------------------------------------------------------------------------------------------------------------------
KONICA MINOLTA HOLDINGS, INC. Agenda Number: 704530383
--------------------------------------------------------------------------------------------------------------------------
Security: J36060119
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3300600008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE AHOLD NV Agenda Number: 704305261
--------------------------------------------------------------------------------------------------------------------------
Security: N0139V142
Meeting Type: AGM
Meeting Date: 17-Apr-2013
Ticker:
ISIN: NL0006033250
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Opening Non-Voting
2 Report of the Corporate Executive Board for Non-Voting
financial year 2012
3 Explanation of policy on additions to Non-Voting
reserves and dividends
4 Proposal to adopt 2012 financial statements Mgmt For For
5 Proposal to determine the dividend over Mgmt For For
financial year 2012: EUR 0,44 per share
6 Discharge of liability of the members of Mgmt For For
the Corporate Executive Board
7 Discharge of liability of the members of Mgmt For For
the Supervisory Board
8 Proposal to appoint Mr. J.H.M. Hommen as a Mgmt For For
member of the Supervisory Board, with
effect from October 1, 2013
9 Proposal to appoint Mr. D.C. Doijer for a Mgmt For For
new term as a member of the Supervisory
Board, with effect from April 17, 2013
10 Proposal to appoint Mrs. S.M. Shern for a Mgmt For For
new term as a member of the Supervisory
Board, with effect from April 17, 2013
11 Proposal to appoint Mr. B.J. Noteboom for a Mgmt For For
new term as a member of the Supervisory
Board, with effect from April 17, 2013
12 Proposal to amend the Remuneration Policy Mgmt For For
for the Corporate Executive Board members
13 Proposal to amend the remuneration of the Mgmt For For
Supervisory Board
14 Proposal to amend the Articles of Mgmt For For
Association: Articles 5.9, 5.10, 41.1, 45,
9.2, 9.4-9.18, 14.1, 29.1, 7.1, 8.3,
28.1-28.4, 29.1-29.5, 42.4, 17.2-17.5,
22.7, 22.8, 36.3, 37.2, 37.5-37.10, 20.4,
20.6 and 23.5-23.7 and 39.11
15 Proposal to appoint PricewaterhouseCoopers Mgmt For For
Accountants N.V. as external auditor of the
Company for financial year 2013
16 Proposal to authorize the Corporate Mgmt For For
Executive Board for a period of 18 months,
i.e. until and including October 17, 2014,
to issue common shares or grant rights to
acquire common shares up to a maximum of
10% of the issued share capital, subject to
the approval of the Supervisory Board
17 Proposal to authorize the Corporate Mgmt For For
Executive Board for a period of 18 months,
i.e. until and including October 17, 2014,
to restrict or exclude, subject to the
approval of the Supervisory Board,
preemptive rights in relation to the issue
of common shares or the granting of rights
to acquire common shares
18 Proposal to authorize the Corporate Mgmt For For
Executive Board for a period of 18 months,
i.e. until and including October 17, 2014,
to acquire shares in the Company, subject
to the approval of the Supervisory Board,
up to a maximum of 10% of the issued share
capital at the date of acquisition. Shares
may be acquired at the stock exchange or
otherwise, at a price (i) for common shares
between par value and 110% of the opening
price at Euronext Amsterdam N.V. at the
date of the acquisition, and (ii) for the
cumulative preferred financing shares
between par value and 110% of the amount
paid up (including share premium) on the
relevant shares, provided that the Company
together with its subsidiaries will not
hold more than 10% of the issued share
capital in the Company
19 Proposal to cancel common shares in the Mgmt For For
share capital of the Company held or to be
acquired by the Company. The number of
shares that will be cancelled shall be
determined by the Corporate Executive Board
20 Closing Non-Voting
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF DIVIDEND AMOUNT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
KRAFT FOODS GROUP, INC. Agenda Number: 933755499
--------------------------------------------------------------------------------------------------------------------------
Security: 50076Q106
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: KRFT
ISIN: US50076Q1067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ABELARDO E. BRU Mgmt For For
1B. ELECTION OF DIRECTOR: JEANNE P. JACKSON Mgmt For For
1C. ELECTION OF DIRECTOR: E. FOLLIN SMITH Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF AN Mgmt 1 Year For
EXECUTIVE COMPENSATION VOTE.
4. APPROVAL OF THE MATERIAL TERMS FOR Mgmt For For
PERFORMANCE-BASED AWARDS UNDER THE KRAFT
FOODS GROUP, INC. 2012 PERFORMANCE
INCENTIVE PLAN.
5. RATIFICATION OF THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITORS FOR THE FISCAL YEAR
ENDING DECEMBER 28, 2013.
6. SHAREHOLDER PROPOSAL: LABEL GENETICALLY Shr Against For
ENGINEERED PRODUCTS.
--------------------------------------------------------------------------------------------------------------------------
KURITA WATER INDUSTRIES LTD. Agenda Number: 704587318
--------------------------------------------------------------------------------------------------------------------------
Security: J37221116
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3270000007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Reduce Term of Office of Mgmt For For
Directors to One Year, Adopt Reduction of
Liability System for Outside Directors and
Outside Corporate Auditors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
4 Appoint a Corporate Auditor Mgmt For For
5 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KYOCERA CORPORATION Agenda Number: 704583245
--------------------------------------------------------------------------------------------------------------------------
Security: J37479110
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3249600002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Adopt Reduction of Mgmt For For
Liability System for Outside Directors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
L-3 COMMUNICATIONS HOLDINGS, INC. Agenda Number: 933750146
--------------------------------------------------------------------------------------------------------------------------
Security: 502424104
Meeting Type: Annual
Meeting Date: 30-Apr-2013
Ticker: LLL
ISIN: US5024241045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: CLAUDE R. CANIZARES Mgmt For For
1B. ELECTION OF DIRECTOR: THOMAS A. CORCORAN Mgmt For For
1C. ELECTION OF DIRECTOR: LLOYD W. NEWTON Mgmt For For
1D. ELECTION OF DIRECTOR: VINCENT PAGANO, JR. Mgmt For For
1E. ELECTION OF DIRECTOR: ALAN H. WASHKOWITZ Mgmt For For
2. APPROVAL OF THE AMENDMENT TO THE L-3 Mgmt For For
COMMUNICATIONS HOLDINGS, INC. AMENDED AND
RESTATED 2008 LONG TERM PERFORMANCE PLAN.
3. APPROVAL OF THE AMENDMENT AND RESTATEMENT Mgmt For For
OF THE COMPANY'S AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION TO PROVIDE FOR
PHASED-IN BOARD DECLASSIFICATION.
4. AMENDMENT AND RESTATEMENT OF AMENDED AND Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
REMOVE CERTAIN SUPERMAJORITY PROVISIONS.
5. APPROVAL OF THE AMENDMENT AND RESTATEMENT Mgmt For For
OF THE COMPANY'S AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION TO PERMIT
SHAREHOLDERS TO TAKE ACTION BY WRITTEN
CONSENT.
6. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
7. ADVISORY VOTE ON EXECUTIVE COMPENSATION: TO Mgmt For For
APPROVE, IN A NON-BINDING, ADVISORY VOTE,
THE COMPENSATION PAID TO OUR NAMED
EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
LABORATORY CORP. OF AMERICA HOLDINGS Agenda Number: 933756643
--------------------------------------------------------------------------------------------------------------------------
Security: 50540R409
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: LH
ISIN: US50540R4092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: KERRII B. ANDERSON Mgmt For For
1B. ELECTION OF DIRECTOR: JEAN-LUC BELINGARD Mgmt For For
1C. ELECTION OF DIRECTOR: DAVID P. KING Mgmt For For
1D. ELECTION OF DIRECTOR: WENDY E. LANE Mgmt For For
1E. ELECTION OF DIRECTOR: ROBERT E. Mgmt For For
MITTELSTAEDT, JR.
1F. ELECTION OF DIRECTOR: PETER M. NEUPERT Mgmt For For
1G. ELECTION OF DIRECTOR: ARTHUR H. RUBENSTEIN, Mgmt For For
MBBCH
1H. ELECTION OF DIRECTOR: ADAM H. SCHECHTER Mgmt For For
1I. ELECTION OF DIRECTOR: M. KEITH WEIKEL, Mgmt For For
PH.D.
1J. ELECTION OF DIRECTOR: R. SANDERS WILLIAMS, Mgmt For For
M.D.
2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE Mgmt For For
COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS LABORATORY
CORPORATION OF AMERICA HOLDINGS'
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2013.
--------------------------------------------------------------------------------------------------------------------------
LAFARGE SA, PARIS Agenda Number: 704330404
--------------------------------------------------------------------------------------------------------------------------
Security: F54432111
Meeting Type: MIX
Meeting Date: 07-May-2013
Ticker:
ISIN: FR0000120537
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0318/201303181300792.pdf . PLEASE NOTE
THAT THIS IS A REVISION DUE TO CHANGE IN
RECORD DATE AND ADDITION OF URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0415/201304151301332.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the annual corporate financial Mgmt For For
statements for the financial year 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year 2012
O.3 Allocation of income and setting the Mgmt For For
dividend
O.4 Approval of a new regulated agreement: Mgmt For For
transaction between Orascom Construction
Industries S.A.E. and the Company
O.5 Approval of the commitments pursuant to Mgmt For For
Article L.225-42-1 of the Commercial Code
benefiting Mr. Bruno Lafont
O.6 Renewal of term of Mr. Bruno Lafont as Mgmt For For
Board member
O.7 Renewal of term of Mr. Philippe Charrier as Mgmt For For
Board member
O.8 Renewal of term of Mr. Oscar Fanjul as Mgmt For For
Board member
O.9 Renewal of term of Mr. Juan Gallardo as Mgmt For For
Board member
O.10 Renewal of term of Mrs. Helene Ploix as Mgmt For For
Board member
O.11 Authorization to allow the Company to Mgmt For For
purchase its own shares. to allow the
Company to buy and purchase its own shares
O.12 Authorization to the Board of Directors to Mgmt For For
issue bonds without giving rise to the
allotment of securities with the same
characteristics or a capital increase
E.13 Delegation of authority granted to the Mgmt For For
Board of Directors to issue securities
other than shares entitling to the
allotment of debt securities and without
giving rise to Company's capital increase
E.14 Delegation of authority granted to the Mgmt For For
Board of Directors to issue shares and
securities giving access to capital of the
Company while maintaining shareholders'
preferential subscription rights
E.15 Delegation of authority granted to the Mgmt For For
Board of Directors to issue shares and
securities giving access to capital of the
Company with cancellation of shareholders'
preferential subscription rights
E.16 Delegation of authority granted to the Mgmt For For
Board of Directors to issue shares and
securities giving access to capital of the
Company with cancellation of shareholders'
preferential subscription rights through an
offer pursuant to Article L.411-2, II of
the Monetary and Financial Code
E.17 Delegation granted to the Board of Mgmt For For
Directors to issue shares and securities
giving access to capital of the Company, in
consideration for in-kind contributions
E.18 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase the
number of issuable securities in case of
capital increase with or without
preferential subscription rights
E.19 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital by
incorporation of reserves, profits,
premiums or other amounts
E.20 Authorization to the Board of Directors to Mgmt For For
reduce capital by cancellation of shares
E.21 Authorization to the Board of Directors to Mgmt For For
carry out free allocation of shares
existing or to be issued with cancellation
of shareholders' preferential subscription
rights
E.22 Authorization to the Board of Directors to Mgmt For For
grant share subscription and/or purchase
options with cancellation of shareholders'
preferential subscription rights
E.23 Delegation of powers to the Board of Mgmt For For
Directors to decide to issue shares and/or
securities giving access to capital of the
Company in favor of members of a company
savings plan with cancellation of
preferential subscription rights
E.24 Delegation of powers to the Board of Mgmt For For
Directors to carry out capital increases
reserved for a class of beneficiaries in
the context of a transaction reserved for
employees with cancellation of preferential
subscription rights
E.25 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
LAZARD LTD Agenda Number: 933754043
--------------------------------------------------------------------------------------------------------------------------
Security: G54050102
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: LAZ
ISIN: BMG540501027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LAURENT MIGNON Mgmt For For
RICHARD D. PARSONS Mgmt For For
HAL S. SCOTT Mgmt For For
2. RATIFICATION OF APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS LAZARD LTD'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013
AND AUTHORIZATION OF LAZARD LTD'S BOARD OF
DIRECTORS, ACTING BY THE AUDIT COMMITTEE,
TO SET THEIR REMUNERATION.
3. NON-BINDING ADVISORY VOTE REGARDING Mgmt For For
EXECUTIVE COMPENSATION.
4. NON-BINDING SHAREHOLDER PROPOSAL REGARDING Shr Against For
THE SEPARATION OF OUR CHAIRMAN AND CHIEF
EXECUTIVE OFFICER POSITIONS.
--------------------------------------------------------------------------------------------------------------------------
LEGRAND SA, LIMOGES Agenda Number: 704366118
--------------------------------------------------------------------------------------------------------------------------
Security: F56196185
Meeting Type: MIX
Meeting Date: 24-May-2013
Ticker:
ISIN: FR0010307819
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0329/201303291301032.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO RECEIPT OF
ADDITIONAL URL:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0506/201305061301895.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income and setting the Mgmt For For
dividend
O.4 Ratification of the temporary appointment Mgmt For For
of Mr. Dongsheng Li as Board member, in
substitution for Mr. Mattia Caprioli who
was resigning
O.5 Appointment of Mrs. Annalisa Loustau Elia Mgmt For For
as Board member
O.6 Authorization granted to the Board of Mgmt For For
Directors to allow the Company to trade its
own shares
E.7 Authorization granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of shares
E.8 Authorization granted to the Board of Mgmt For For
Directors to decide on granting share
subscription or purchase options to staff
members and/or corporate officer of the
Company or affiliated companies or to some
of them, carrying waiver by shareholders of
their preferential subscription rights to
shares to be issued due to exercising of
subscription options
E.9 Authorization granted to the Board of Mgmt For For
Directors to decide granting free shares to
staff members and/or corporate officer of
the Company or affiliated companies or to
some of them, carrying waiver by
shareholders of their preferential
subscription rights to shares to be issued
due to allocations of free shares
E.10 Delegation of authority granted to the Mgmt For For
Board of Directors to decide on issuing
shares or securities giving access to
capital with cancellation of shareholders'
preferential subscription rights in favor
of members of a Company or Group savings
plan
E.11 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
LINCOLN NATIONAL CORPORATION Agenda Number: 933781608
--------------------------------------------------------------------------------------------------------------------------
Security: 534187109
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: LNC
ISIN: US5341871094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM J. AVERY Mgmt For For
1B. ELECTION OF DIRECTOR: WILLIAM H. CUNNINGHAM Mgmt For For
1C. ELECTION OF DIRECTOR: WILLIAM PORTER PAYNE Mgmt For For
1D. ELECTION OF DIRECTOR: PATRICK S. PITTARD Mgmt For For
2. RATIFICATION OF ERNST & YOUNG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. TO APPROVE AN ADVISORY RESOLUTION ON THE Mgmt For For
COMPANY'S EXECUTIVE COMPENSATION AS
DISCLOSED IN THE PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
LINDE AG, MUENCHEN Agenda Number: 704513870
--------------------------------------------------------------------------------------------------------------------------
Security: D50348107
Meeting Type: AGM
Meeting Date: 29-May-2013
Ticker:
ISIN: DE0006483001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR Non-Voting
THIS MEETING IS 08.05.2013, WHEREAS THE
MEETING HAS BEEN SETUP USING THE ACTUAL
RECORD DATE-1 BUSINESS DAY. THIS IS DONE TO
ENSURE THAT ALL POSITIONS REPORTED ARE IN
CONCURRENCE WITH THE GERMAN LAW. THANK YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
14.05.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the financial statements Non-Voting
and annual report for the 2012 financial
year with the report of the Supervisory
Board, the group financial statements, the
group annual report, and the report
pursuant to Sections 289(4) and 315(4) of
the German Commercial Code
2. Resolution on the appropriation of the Mgmt For For
distributable profit of EUR 500,010,213.60
as follows: Payment of a dividend of EUR
2.70 per no-par share Ex-dividend and
payable date: May 30, 2013
3. Ratification of the acts of the Board of Mgmt For For
MDs
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Appointment of auditors for the 2013 Mgmt For For
financial year: KPMG AG
Wirtschaftsprufungsgesellschaft, Berlin
6. Resolution on the revocation of the Mgmt For For
existing authorized capital I, the creation
of a new authorized capital I, and the
corresponding amendment to the articles of
association. The existing authorized
capital I shall be revoked. The Board of
MDs shall be authorized, with the consent
of the Supervisory Board, to increase the
share capital by up to EUR 47,000,000
through the issue of up to 18,359.375 new
bearer no-par shares against contributions
in cash and/or kind, on or before May 28,
2018 (authorized capital I). Shareholders
shall be granted subscription rights except
for residual amounts, for the granting of
such rights to holders of option or
conversion rights, for a capital increase
of up to 10 pct. of the share capital
against contributions in cash if the shares
are issued at a price not materially below
their market price, for the issue of shares
against contributions in kind, and for the
issue of employee shares of up to EUR
3,500,000
7. Resolution on the authorization to issue Mgmt For For
convertible and/or warrant bonds, the
creation of contingent capital, and the
corresponding amendment to the articles of
association. The existing authorization
given by the shareholder's meeting of May
4, 2010, to issue bonds and create
contingent capital shall be revoked. The
Board of MDs shall be authorized, with the
consent of the Supervisory Board, to issue
bearer or registered bonds of up to EUR
3,500,000,000 conferring conversion and/or
option rights for shares of the company, on
or before May 28, 2018. Shareholders shall
be granted subscription rights except for
residual amounts, for the issue of bonds
conferring conversion and/or option rights
for shares of the company of up to 10 pct.
of the share capital at a price not
materially below their theoretical market
value, and for the granting of such rights
to holders of conversion or option rights.
The company's share capital shall be
increased accordingly by up to EUR
47,000,000 through the issue of up to
18,359,375 new no-par shares, insofar as
conversion and/or option rights are
exercised (contingent capital 2013)
8. Resolution on the revocation of the Mgmt For For
existing contingent capital 2002 and the
corresponding amendment to the articles of
association
9.1 Elections to the Supervisory Board: Mgmt For For
Ann-Kristin Achleitner
9.2 Elections to the Supervisory Board: Clemens Mgmt For For
Boersig
9.3 Elections to the Supervisory Board: Michael Mgmt For For
Diekmann
9.4 Elections to the Supervisory Board: Franz Mgmt For For
Fehrenbach
9.5 Elections to the Supervisory Board: Mgmt For For
Klaus-Peter Mueller
9.6 Elections to the Supervisory Board: Manfred Mgmt For For
Schneider
9.7 Elections to the Supervisory Board, Mgmt For For
Substitute member: Mathias Otto
9.8 Elections to the Supervisory Board, Mgmt For For
Substitute member: Guenter Hugger
10.1 Resolution on further amendments of the Mgmt For For
Articles of Association: Resolution on the
amendment of number 2.1 of the Articles of
Association (Object of the Company)
10.2 Resolution on further amendments of the Mgmt For For
Articles of Association: Resolution on the
amendment of number 7.1 of the Articles of
Association (Composition of the Supervisory
Board)
10.3 Resolution on further amendments of the Mgmt For For
Articles of Association: Resolution on the
amendment of number 11 of the Articles of
Association (Remuneration of the
Supervisory Board)
10.4 Resolution on further amendments of the Mgmt For For
Articles of Association: Resolution on the
amendment of number 17.1 of the Articles of
Association (Announcements of the Company)
--------------------------------------------------------------------------------------------------------------------------
LINKEDIN CORPORATION Agenda Number: 933814065
--------------------------------------------------------------------------------------------------------------------------
Security: 53578A108
Meeting Type: Annual
Meeting Date: 13-Jun-2013
Ticker: LNKD
ISIN: US53578A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
A. GEORGE "SKIP" BATTLE Mgmt For For
MICHAEL J. MORITZ Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS OF LINKEDIN CORPORATION
FOR THE FISCAL YEAR ENDING DECEMBER 31,
2013.
--------------------------------------------------------------------------------------------------------------------------
LKQ CORPORATION Agenda Number: 933752621
--------------------------------------------------------------------------------------------------------------------------
Security: 501889208
Meeting Type: Annual
Meeting Date: 06-May-2013
Ticker: LKQ
ISIN: US5018892084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
A. CLINTON ALLEN Mgmt For For
KEVIN F. FLYNN Mgmt For For
RONALD G. FOSTER Mgmt For For
JOSEPH M. HOLSTEN Mgmt For For
BLYTHE J. MCGARVIE Mgmt For For
PAUL M. MEISTER Mgmt For For
JOHN F. O'BRIEN Mgmt For For
GUHAN SUBRAMANIAN Mgmt For For
ROBERT L. WAGMAN Mgmt For For
WILLIAM M. WEBSTER, IV Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF LKQ CORPORATION
FOR THE FISCAL YEAR ENDING DECEMBER 31,
2013.
3. APPROVAL OF THE MATERIAL TERMS OF THE Mgmt For For
PERFORMANCE GOALS UNDER THE LKQ CORPORATION
1998 EQUITY INCENTIVE PLAN TO PERMIT
CERTAIN PAYMENTS UNDER THE PLAN TO QUALIFY
AS TAX-DEDUCTIBLE PERFORMANCE BASED
COMPENSATION, AS DESCRIBED IN THE PROXY
STATEMENT FOR THE ANNUAL MEETING.
4. APPROVAL OF AN AMENDMENT TO THE LKQ Mgmt For For
CORPORATION CERTIFICATE OF INCORPORATION TO
INCREASE THE NUMBER OF AUTHORIZED SHARES OF
COMMON STOCK FROM 500,000,000 TO
1,000,000,000, AS DESCRIBED IN THE PROXY
STATEMENT FOR THE ANNUAL MEETING.
5. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt For For
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS OF LKQ CORPORATION.
--------------------------------------------------------------------------------------------------------------------------
LLOYDS BANKING GROUP PLC, EDINBURGH Agenda Number: 704375749
--------------------------------------------------------------------------------------------------------------------------
Security: G5533W248
Meeting Type: AGM
Meeting Date: 16-May-2013
Ticker:
ISIN: GB0008706128
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Report and accounts Mgmt For For
2 Directors' remuneration report Mgmt For For
3 To elect Lord Blackwell as a director of Mgmt For For
the Company
4 To elect Ms C J Fairbairn as a director of Mgmt For For
the Company
5 To elect Mr N L Luff as a director of the Mgmt For For
Company
6 To re-elect Sir Winfried Bischoff as a Mgmt For For
director of the Company
7 To re-elect Mr M G Culmer as a director of Mgmt For For
the Company
8 To re-elect Ms A M Frew as a director of Mgmt For For
the Company
9 To re-elect Mr A Horta-Osorio as a director Mgmt For For
of the Company
10 To re-elect Mr D L Roberts as a director of Mgmt For For
the Company
11 To re-elect Mr A Watson as a director of Mgmt For For
the Company
12 To re-elect Ms S V Weller as a director of Mgmt For For
the Company
13 Re-appointment of the auditors: Mgmt For For
PricewaterhouseCoopers LLP
14 Auditors' remuneration Mgmt For For
15 Authority for the Company and its Mgmt For For
subsidiaries to make political donations or
incur political expenditure
16 Directors' authority to allot shares Mgmt For For
17 Limited disapplication of pre-emption Mgmt For For
rights
18 Authority to purchase ordinary shares Mgmt For For
19 Authority to purchase preference shares Mgmt For For
20 Notice period Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN TEXT OF RESOLUTION 9. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
LLOYDS BANKING GROUP PLC, EDINBURGH Agenda Number: 704448732
--------------------------------------------------------------------------------------------------------------------------
Security: G5533W248
Meeting Type: OGM
Meeting Date: 16-May-2013
Ticker:
ISIN: GB0008706128
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Directors authority to allot shares in Mgmt For For
relation to the issue of Regulatory Capital
Convertible Instruments
2 Limited disapplication of pre- emption Mgmt For For
rights in relation to the issue of
Regulatory Capital Convertible Instruments
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN MEETING TYPE FROM EGM TO OGM. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
LOWE'S COMPANIES, INC. Agenda Number: 933791546
--------------------------------------------------------------------------------------------------------------------------
Security: 548661107
Meeting Type: Annual
Meeting Date: 31-May-2013
Ticker: LOW
ISIN: US5486611073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
RAUL ALVAREZ Mgmt For For
DAVID W. BERNAUER Mgmt For For
LEONARD L. BERRY Mgmt For For
PETER C. BROWNING Mgmt For For
RICHARD W. DREILING Mgmt For For
DAWN E. HUDSON Mgmt For For
ROBERT L. JOHNSON Mgmt For For
MARSHALL O. LARSEN Mgmt For For
RICHARD K. LOCHRIDGE Mgmt For For
ROBERT A. NIBLOCK Mgmt For For
ERIC C. WISEMAN Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL 2013.
3. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
4. SHAREHOLDER PROPOSAL REGARDING EXECUTIVE Shr Against For
STOCK RETENTION REQUIREMENTS.
--------------------------------------------------------------------------------------------------------------------------
LVMH MOET HENNESSY LOUIS VUITTON SA, PARIS Agenda Number: 704323118
--------------------------------------------------------------------------------------------------------------------------
Security: F58485115
Meeting Type: MIX
Meeting Date: 18-Apr-2013
Ticker:
ISIN: FR0000121014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0313/201303131300596.pdf PLEASE NOTE
THAT THIS IS A REVISION DUE TO RECEIPT OF
ARTICLE NUMBER IN RESOLUTION E.24 AND
ADDITION OF URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0329/201303291300933.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Approval of the regulated agreements Mgmt For For
O.4 Allocation of income and distribution of Mgmt For For
the dividend
O.5 Renewal of term of Mr. Bernard Arnault as Mgmt For For
Board member
O.6 Renewal of term of Mrs. Bernadette Chirac Mgmt For For
as Board member
O.7 Renewal of term of Mr. Nicholas Clive Worms Mgmt For For
as Board member
O.8 Renewal of term of Mr. Charles de Croisset Mgmt For For
as Board member
O.9 Renewal of term of Mr. Francesco Trapani as Mgmt For For
Board member
O.10 Renewal of term of Mr. Hubert Vedrine as Mgmt For For
Board member
O.11 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
E.12 Authorization to be granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of shares
E.13 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase capital
by incorporation of reserves, profits,
premiums or other amounts
E.14 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase share
capital while maintaining preferential
subscription rights
E.15 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase share
capital without preferential subscription
rights by public offering
E.16 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase share
capital without preferential subscription
rights through an offer as private
placement to qualified investors or a
limited group of investors
E.17 Authorization to be granted to the Board of Mgmt For For
Directors to set the issue price of shares
and/or securities giving access to capital
according to specific terms within the
limit of 10% of capital per year, in case
of share capital increase via an issuance
without preferential subscription rights to
shares
E.18 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase the
amount of issuances in case of surplus
demands
E.19 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase capital
in the context of a public exchange offer
E.20 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase capital,
in consideration for in-kind contributions
E.21 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase capital
with cancellation of preferential
subscription rights in favor of employees
of the Group
E.22 Setting an overall ceiling for capital Mgmt For For
increases decided in accordance with the
delegations of authority
E.23 Authorization to be granted to the Board of Mgmt For For
Directors to allocate free shares to
employees and corporate officers of the
Group
E.24 Amendment to the Bylaws: 18 and 19 Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MABUCHI MOTOR CO.,LTD. Agenda Number: 704315717
--------------------------------------------------------------------------------------------------------------------------
Security: J39186101
Meeting Type: AGM
Meeting Date: 28-Mar-2013
Ticker:
ISIN: JP3870000001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3 Authorize Use of Stock Option Plan for Mgmt For For
Directors, apart from the Regular
Remunerations
--------------------------------------------------------------------------------------------------------------------------
MACY'S INC. Agenda Number: 933789591
--------------------------------------------------------------------------------------------------------------------------
Security: 55616P104
Meeting Type: Annual
Meeting Date: 17-May-2013
Ticker: M
ISIN: US55616P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Mgmt For For
1B. ELECTION OF DIRECTOR: DEIRDRE P. CONNELLY Mgmt For For
1C. ELECTION OF DIRECTOR: MEYER FELDBERG Mgmt For For
1D. ELECTION OF DIRECTOR: SARA LEVINSON Mgmt For For
1E. ELECTION OF DIRECTOR: TERRY J. LUNDGREN Mgmt For For
1F. ELECTION OF DIRECTOR: JOSEPH NEUBAUER Mgmt For For
1G. ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For
1H. ELECTION OF DIRECTOR: PAUL C. VARGA Mgmt For For
1I. ELECTION OF DIRECTOR: CRAIG E. WEATHERUP Mgmt For For
1J. ELECTION OF DIRECTOR: MARNA C. WHITTINGTON Mgmt For For
2. THE PROPOSED RATIFICATION OF THE Mgmt For For
APPOINTMENT OF KPMG LLP AS MACY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING FEBRUARY 1,
2014.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
MAKITA CORPORATION Agenda Number: 704574676
--------------------------------------------------------------------------------------------------------------------------
Security: J39584107
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3862400003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
MAN SE, MUENCHEN Agenda Number: 704462883
--------------------------------------------------------------------------------------------------------------------------
Security: D51716104
Meeting Type: AGM
Meeting Date: 06-Jun-2013
Ticker:
ISIN: DE0005937007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
PLEASE NOTE THAT THE TRUE RECORD DATE FOR Non-Voting
THIS MEETING IS 16 MAY 2013, WHEREAS THE
MEETING HAS BEEN SETUP USING THE ACTUAL
RECORD DATE-1 BUSINESS DAY. THIS IS DONE TO
ENSURE THAT ALL POSITIONS REPORTED ARE IN
CONCURRENCE WITH THE GERMAN LAW. THANK YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 22 Non-Voting
MAY 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the adopted annual Non-Voting
financial statements of MAN SE and the
approved consolidated financial statements
for the year ending December 31, 2012, in
addition to the management report of MAN SE
and the MAN Group management report for the
2012 fiscal year as well as the explanatory
report on information in accordance with
sections 289 (4) and 315 (4) of the
Handelsgesetzbuch (HGB - German Commercial
Code) and the report of the Supervisory
Board
2. Appropriation of MAN SE's net retained Mgmt For For
profits
3. Approval of the Executive Board's actions Mgmt For For
4. Approval of the Supervisory Board's actions Mgmt For For
5.a Election of a member of the Supervisory Mgmt For For
Board: Dr. h.c. Leif Oestling
5.b Election of a member of the Supervisory Mgmt For For
Board: Prof. Dr. rer. pol. Horst Neumann
(substitution)
6. Amendment to the Articles of Association Mgmt For For
regarding the location of the Annual
General Meeting: Article 13
7. Appointment of auditors for the 2013 fiscal Mgmt For For
year: PricewaterhouseCoopers AG
8. Approval of the conclusion of a domination Mgmt For For
and profit and loss transfer agreement:
Truck & Bus GmbH and MAN SE
--------------------------------------------------------------------------------------------------------------------------
MAPFRE, SA, MADRID Agenda Number: 704272133
--------------------------------------------------------------------------------------------------------------------------
Security: E3449V125
Meeting Type: OGM
Meeting Date: 09-Mar-2013
Ticker:
ISIN: ES0124244E34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR
ALL RESOLUTIONS. THANK YOU.
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 10 MAR 2013. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
1 Approve the individual and consolidated Mgmt For For
Financial Statements for financial year
2012
2 Approve the Board of Directors' management Mgmt For For
during financial year 2012
3 Ratify the appointment of Mr. Jose Ignacio Mgmt For For
Goirigolzarri as Director, agreed by the
Board of Directors on 26th July 2012 by
co-optation to fill the vacancy resulting
from the stepping down of Mr. Rodrigo de
Rato y Figaredo, and elect him for a
four-year period
4 Ratify the appointment of Mr. Manuel Mgmt For For
Lagares Gomez-Abascal as Director, agreed
by the Board of Directors on 26th July 2012
by co-optation to fill the vacancy
resulting from the stepping down of Mr.
Jose Antonio Moral Santin, and elect him
for a four-year period
5 Ratify the appointment of Mr. Esteban Mgmt For For
Pedrayes Larrauri as Director, agreed by
the Board of Directors on 9th May 2012 by
co-optation to fill the vacancy resulting
from the stepping down of Mr. Jose Manuel
Martinez Martinez, and elect him for a
four-year period
6 Appoint Ms. Adriana Casademont i Ruhi as Mgmt For For
Director for a four year period
7 Appoint Mr. Rafael Casas Gutierrez as Mgmt For For
Director for a four year period
8 Approve the distribution of earnings Mgmt For For
corresponding to financial year 2012
proposed by the Board of Directors, and
accordingly distribute a total dividend of
EUR 0.11 gross per share to shares numbers
1 to 3,079,553,273, both inclusive. Part of
this dividend, in the sum of EUR 0.04 gross
per share, was paid out following a
resolution passed by the Board of Directors
on 26th October 2012, and the rest, up to
the agreed total of EUR 0.07 gross per
share, shall be paid on a date to be
determined by the Board of Directors,
within the period from 1st May to 30th June
2013
9 Include a new article 33 bis in the Mgmt For For
Corporate Bylaws, which shall read as
follows: "Article 33 bis The General
Shareholders' Meeting may resolve the
distribution of earnings, either against
the year's results or against freely
distributable reserves, or against the
share premium, both totally or partially in
kind, provided the assets or securities to
be distributed are homogeneous and liquid
enough or distributable, considering in any
case that the latter case is applicable
when referring to securities that are
admitted or are going to be admitted to
trading in a regulated market when the
agreement comes into force or when the
company provides adequate liquidity
guarantees within a maximum period of one
year. The assets or securities cannot be
distributed at a value below that recorded
in the company's balance sheet. The terms
contained in the previous paragraph shall
also be applicable to the return of
contributions in the event of share capital
reduction
10 Authorise the Board of Directors so that it Mgmt For For
may, pursuant to article 297 of the Recast
Spanish Companies Act, during the five
years following the date of this
resolution, increase the share capital once
or several times by up to a maximum of EUR
153,977,663.65, equivalent to 50% of the
share capital. The Board of Directors shall
freely determine the form and conditions of
any capital increases pursuant to this
authorisation, and may resolve to: issue
the shares with or without voting rights,
and even with a share premium; exclude,
either in whole or in part, the pre-emptive
right of shareholders and, where necessary,
of holders of the Company's convertible
bonds, pursuant to article 506 of the
Recast Spanish Companies Act and similar
provisions; and amend, where necessary,
article 5 of the Corporate Bylaws to adapt
it to the amount of the resulting share
capital. This authorisation involves the
withdrawal of the authority granted on 10th
March 2012. The Board of Directors is
likewise authorised to delegate the powers
granted by virtue of this resolution to the
Steering Committee, pursuant to Article
249.2 of the Recast Spanish Companies Act
11 Request that the shares that the company Mgmt For For
issues as a result of the share capital
increases carried out by the Board of
Directors under the authorisation referred
to in the preceding paragraph be listed for
trading on the Stock Exchange, pursuant to
Article 27 b) of the Stock Exchange
Regulations, as worded in Royal Decree
1,536/81, and in the same terms and
conditions as provided for under the said
Article. It is explicitly agreed that, in
the event of a subsequent application to
exclude the shares from being listed, such
decision will be made with the same
formalities, and in this case the interests
of the shareholders who did not vote in
favour of or who opposed the resolution,
will be guaranteed. The passing of a
decision to officially allow listing will
amount to a declaration to abide by any
rules that may be in force or that may be
laid down in the future relating to
Securities and Stock Markets, and
especially those referring to trading,
listing and delisting
12 Grant to the Board of Directors the Mgmt For For
necessary powers to issue bonds, securities
or other type of fixed-income debentures
(hereafter, the "Securities") according to
the following terms and conditions: The
Securities may consist in senior bonds or
debentures, convertible into newly issued
shares or exchangeable into issued stock of
the Company, as well as into warrants or
any other instruments that, directly or
indirectly, may confer the right to
subscribe or acquire shares of the Company,
either newly issued or currently
outstanding shares. Delegate the broadest
powers to the Board of Directors to issue
the Securities and set the features and
conditions of each issuance, in particular,
including but not limited to, the
following: - determine the face value, rate
of issue, premiums and strike price,
currency of the issue, form of
representation, interest rate and
redemption; - establish anti-dilution
provisions, subordination provisions; grant
guarantees, of a real or a personal nature,
of compliance with the obligations arising
from the issuance; commission the granting
of guarantees to third parties; - establish
a syndicate of noteholders, draw up its
internal rules and appoint a commissioner
thereto; establish, in the event that the
issuance is convertible and exchangeable,
that the issuer reserves the right to
decide, at any moment, that the securities
are converted or exchanged into newly
issued shares, outstanding shares, or a
combination of both. - request the
admission to trading of the Securities in
all types of markets, regulated or not,
national or foreign; resolve the exclusion,
total or partial, of the pre-emptive
subscription right of shareholders and
holders of convertible bonds, warrants and
any other similar debentures, when so
required in the Company's interest; -
increase the share capital to the amount
required to respond to the requests of
conversion and/or exercise of the share
subscription right to the extent that the
amount of these increases, together with
all other amounts agreed pursuant to the
authorisation granted by the General
Shareholders' Meeting of the Company, does
not exceed half of the share capital;
modify the article in the Corporate Bylaws
referring to the share capital amount. In
the event that convertible or exchangeable
securities or debentures are issued, the
following criteria shall be applied in
order to determine the conversion and
exchange bases and methods: the conversion
or exchange relation shall be fixed,
fixed-income securities shall be valued at
face value and the shares at the fixed rate
determined by the Board of Directors, or at
a rate determined according to the
quotation price in the Stock Exchange of
the shares of the Company on the date(s) or
in the period(s) taken as reference, which
are established in the same resolution of
the Board; in any case, the price of the
shares shall not be below the highest
between (i) the arithmetic average of the
closing prices of the shares of the Company
on the Spanish Continuous Market during the
period determined by the Board of
Directors, which shall not exceed three
months or be less than fifteen days, prior
to the date on which the meeting of the
Board of Directors is held, at which the
issuance of Securities is approved, and
(ii) the closing price of the shares on the
same Spanish Continuous Market the day
prior to that on which the meeting of the
Board of Directors is held, at which the
issuance of Securities is approved by
virtue of this delegation. Within the
limits established in the preceding
paragraph, the broadest powers shall be
conferred on the Board of Directors to
develop and set the conversion and exchange
bases and methods. The issuance shall be
effected once or several times, at any
moment, within a maximum period of five
years as from the date of adoption of this
resolution. The total maximum amount of the
issuance that is agreed pursuant to this
delegation shall be two thousand million
Euros or its equivalent in other
currencies. Likewise, the Board of
Directors is authorised to delegate in
favour of the Steering Committee, pursuant
to article 249.2 of the Recast Spanish
Companies Act, the powers conferred by
virtue of this agreement
13 Authorise the Board of Directors so that, Mgmt For For
pursuant to the provisions of article 146
and similar provisions of the Recast
Spanish Companies Act, the Company may
proceed, directly or through subsidiaries,
to acquire treasury stock, subject to the
following limits and requirements: Methods:
acquisition via contract of purchase, or
via any other inter vivos act for a
consideration, of shares that are free of
any liens or encumbrances. Maximum number
of shares that may be acquired: shares
whose nominal value, added to those already
owned by the Company and its subsidiaries,
does not exceed 10% of the share capital of
MAPFRE, S.A. Minimum and maximum
acquisition price: 90% and 110%,
respectively, of the share's market price
on the date of acquisition. Term of the
authorisation: five years as from the date
of the resolution herein. This
authorisation involves the withdrawal of
the authority granted on 10th March 2012.
The Board of Directors is likewise
authorised to delegate the powers granted
by virtue of this resolution to the
Steering Committee, pursuant to Article
249.2 of the Recast Spanish Companies Act
14 Endorse the Report on the Directors' Mgmt For For
Remuneration Policy that is submitted to
the General Shareholders' Meeting for
consultation purposes. Said Report on the
Directors' Remuneration Policy has been
reported on favourably by the Appointments
and Remuneration Committee
15 Extend the appointment of Ernst & Young, Mgmt For For
S.L. as the Company's Accounts Audit firm,
both for the Individual Financial
Statements and for the Consolidated
Financial Statements for a new one-year
period, that is, for financial year 2013,
although the appointment may be revoked by
the General Shareholders' Meeting before
the end of said period if a justifiable
reason for doing so exists
16 Confer the broadest powers on the Board of Mgmt For For
Directors so that, with regard to the
preceding capital increase resolution and
the issuance of bonds or debentures,
convertible or not, or any other type of
fixed-income securities passed by this
General Shareholders' Meeting, it may: a)
Complete, in general terms, the preceding
resolutions in any matters necessary for
them to be valid and enforceable. b)
Delegate the powers it deems appropriate to
the Company's Steering Committee or to
members of the Board of Directors
17 Delegate the broadest powers in favour of Mgmt For For
the Chairman and Secretary of the Board of
Directors, so that they may individually,
before a Notary Public, execute the
preceding resolutions and record them as a
public deed via any public or private
document insofar as it is necessary, until
their recording at the Registrar of
Companies; they are likewise entitled to
amend, clarify, rectify and correct these
resolutions in accordance with any
observations made by the Registrar of
Companies when assessing them and thus
ensure that they are registered in full, or
in part, as set out in Article 63 of the
Rules governing the Registrar of Companies
18 Authorise the Board of Directors to clarify Mgmt For For
and interpret the preceding resolutions
19 Thank those involved in the management of Mgmt For For
the company for their loyal cooperation
during this financial year
CMMT PLEASE NOTE THAT VOTES OTHER THAN FOR WILL Non-Voting
NOT BE COUNTED UNLESS YOU ARE COMPLETING A
POSTAL CARD.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF ADDITIONAL COMMENT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
MARATHON PETROLEUM CORPORATION Agenda Number: 933746313
--------------------------------------------------------------------------------------------------------------------------
Security: 56585A102
Meeting Type: Annual
Meeting Date: 24-Apr-2013
Ticker: MPC
ISIN: US56585A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
EVAN BAYH Mgmt For For
WILLIAM L. DAVIS Mgmt For For
THOMAS J. USHER Mgmt For For
2. RATIFICATION OF THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT AUDITOR FOR 2013.
3. ADVISORY APPROVAL OF THE COMPANY'S 2013 Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION.
4. APPROVAL OF AMENDMENT TO RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO ELIMINATE
THE CLASSIFICATION OF THE BOARD OF
DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
MARKS AND SPENCER GROUP PLC Agenda Number: 703906226
--------------------------------------------------------------------------------------------------------------------------
Security: G5824M107
Meeting Type: AGM
Meeting Date: 10-Jul-2012
Ticker:
ISIN: GB0031274896
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive Annual Report and Accounts Mgmt For For
2 Approve the Remuneration report Mgmt For For
3 Declare final dividend Mgmt For For
4 Elect Vindi Banga Mgmt For For
5 Elect Miranda Curtis Mgmt For For
6 Re-elect Marc Bolland Mgmt For For
7 Re-elect Kate Bostock Mgmt For For
8 Re-elect Jeremy Darroch Mgmt For For
9 Re-elect John Dixon Mgmt For For
10 Re-elect Martha Lane Fox Mgmt For For
11 Re-elect Steven Holliday Mgmt For For
12 Re-elect Jan du Plessis Mgmt For For
13 Re-elect Steven Sharp Mgmt For For
14 Re-elect Alan Stewart Mgmt For For
15 Re-elect Robert Swannell Mgmt For For
16 Re-elect Laura Wade Gery Mgmt For For
17 Re appoint PwC as auditors Mgmt For For
18 Authorise Audit Committe to determine Mgmt For For
auditors remuneration
19 Authorise allotment of shares Mgmt For For
20 Disapply pre emption rights Mgmt For For
21 Authorise purchase of own shares Mgmt For For
22 Call general meetings on 14 days notice Mgmt For For
23 Authorise the Company and its subsidiaries Mgmt For For
to make political donations
24 Approve renewal of the SIP Mgmt For For
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN THE TEXT OF RESOLUTION
23.IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
MARRIOTT INTERNATIONAL, INC. Agenda Number: 933782244
--------------------------------------------------------------------------------------------------------------------------
Security: 571903202
Meeting Type: Annual
Meeting Date: 10-May-2013
Ticker: MAR
ISIN: US5719032022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: J.W. MARRIOTT, JR. Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN W. MARRIOTT III Mgmt For For
1C. ELECTION OF DIRECTOR: MARY K. BUSH Mgmt For For
1D. ELECTION OF DIRECTOR: FREDERICK A. Mgmt For For
HENDERSON
1E. ELECTION OF DIRECTOR: LAWRENCE W. KELLNER Mgmt For For
1F. ELECTION OF DIRECTOR: DEBRA L. LEE Mgmt For For
1G. ELECTION OF DIRECTOR: GEORGE MUNOZ Mgmt For For
1H. ELECTION OF DIRECTOR: HARRY J. PEARCE Mgmt For For
1I. ELECTION OF DIRECTOR: STEVEN S REINEMUND Mgmt For For
1J. ELECTION OF DIRECTOR: W. MITT ROMNEY Mgmt For For
1K. ELECTION OF DIRECTOR: LAWRENCE M. SMALL Mgmt For For
1L. ELECTION OF DIRECTOR: ARNE M. SORENSON Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL 2013.
3. AN ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
MARSH & MCLENNAN COMPANIES, INC. Agenda Number: 933768989
--------------------------------------------------------------------------------------------------------------------------
Security: 571748102
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: MMC
ISIN: US5717481023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ZACHARY W. CARTER Mgmt For For
1B. ELECTION OF DIRECTOR: OSCAR FANJUL Mgmt For For
1C. ELECTION OF DIRECTOR: DANIEL S. GLASER Mgmt For For
1D. ELECTION OF DIRECTOR: H. EDWARD HANWAY Mgmt For For
1E. ELECTION OF DIRECTOR: LORD LANG OF MONKTON Mgmt For For
1F. ELECTION OF DIRECTOR: ELAINE LA ROCHE Mgmt For For
1G. ELECTION OF DIRECTOR: STEVEN A. MILLS Mgmt For For
1H. ELECTION OF DIRECTOR: BRUCE P. NOLOP Mgmt For For
1I. ELECTION OF DIRECTOR: MARC D. OKEN Mgmt For For
1J. ELECTION OF DIRECTOR: MORTON O. SCHAPIRO Mgmt For For
1K. ELECTION OF DIRECTOR: ADELE SIMMONS Mgmt For For
1L. ELECTION OF DIRECTOR: LLOYD M. YATES Mgmt For For
1M. ELECTION OF DIRECTOR: R. DAVID YOST Mgmt For For
2. ADVISORY (NONBINDING) VOTE TO APPROVE NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION
3. RATIFICATION OF SELECTION OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
--------------------------------------------------------------------------------------------------------------------------
MARUBENI CORPORATION Agenda Number: 704545930
--------------------------------------------------------------------------------------------------------------------------
Security: J39788138
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3877600001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
2.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MARVELL TECHNOLOGY GROUP LTD. Agenda Number: 933818140
--------------------------------------------------------------------------------------------------------------------------
Security: G5876H105
Meeting Type: Annual
Meeting Date: 26-Jun-2013
Ticker: MRVL
ISIN: BMG5876H1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DR. SEHAT SUTARDJA Mgmt For For
1B. ELECTION OF DIRECTOR: DR. JUERGEN GROMER Mgmt For For
1C. ELECTION OF DIRECTOR: DR. JOHN G. KASSAKIAN Mgmt For For
1D. ELECTION OF DIRECTOR: ARTURO KRUEGER Mgmt For For
1E. ELECTION OF DIRECTOR: DR. RANDHIR THAKUR Mgmt For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
3. TO RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
OUR AUDITORS AND INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM, AND TO AUTHORIZE
THE AUDIT COMMITTEE, ACTING ON BEHALF OF
THE BOARD OF DIRECTORS, TO FIX THE
REMUNERATION OF THE AUDITORS AND
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM, IN BOTH CASES FOR THE FISCAL YEAR
ENDING FEBRUARY 1, 2014.
--------------------------------------------------------------------------------------------------------------------------
MASTERCARD INCORPORATED Agenda Number: 933809761
--------------------------------------------------------------------------------------------------------------------------
Security: 57636Q104
Meeting Type: Annual
Meeting Date: 18-Jun-2013
Ticker: MA
ISIN: US57636Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RICHARD Mgmt For For
HAYTHORNTHWAITE
1B. ELECTION OF DIRECTOR: AJAY BANGA Mgmt For For
1C. ELECTION OF DIRECTOR: SILVIO BARZI Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID R. CARLUCCI Mgmt For For
1E. ELECTION OF DIRECTOR: STEVEN J. FREIBERG Mgmt For For
1F. ELECTION OF DIRECTOR: NANCY J. KARCH Mgmt For For
1G. ELECTION OF DIRECTOR: MARC OLIVIE Mgmt For For
1H. ELECTION OF DIRECTOR: RIMA QURESHI Mgmt For For
1I. ELECTION OF DIRECTOR: JOSE OCTAVIO REYES Mgmt For For
LAGUNES
1J. ELECTION OF DIRECTOR: MARK SCHWARTZ Mgmt For For
1K. ELECTION OF DIRECTOR: JACKSON P. TAI Mgmt For For
1L. ELECTION OF DIRECTOR: EDWARD SUNING TIAN Mgmt For For
2. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION
3. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
--------------------------------------------------------------------------------------------------------------------------
MAZDA MOTOR CORPORATION Agenda Number: 704587382
--------------------------------------------------------------------------------------------------------------------------
Security: J41551102
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3868400007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 933781999
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: MCD
ISIN: US5801351017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WALTER E. MASSEY Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN W. ROGERS, JR. Mgmt For For
1C. ELECTION OF DIRECTOR: ROGER W. STONE Mgmt For For
1D. ELECTION OF DIRECTOR: MILES D. WHITE Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE TO APPROVE THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS INDEPENDENT AUDITOR
FOR 2013.
4. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL Shr Against For
REQUESTING AN ANNUAL REPORT ON EXECUTIVE
COMPENSATION, IF PRESENTED.
5. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL Shr Against For
REQUESTING AN EXECUTIVE STOCK RETENTION
POLICY, IF PRESENTED.
6. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL Shr Against For
REQUESTING A HUMAN RIGHTS REPORT, IF
PRESENTED.
7. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL Shr Against For
REQUESTING A NUTRITION REPORT, IF
PRESENTED.
--------------------------------------------------------------------------------------------------------------------------
MCKESSON CORPORATION Agenda Number: 933661399
--------------------------------------------------------------------------------------------------------------------------
Security: 58155Q103
Meeting Type: Annual
Meeting Date: 25-Jul-2012
Ticker: MCK
ISIN: US58155Q1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ANDY D. BRYANT Mgmt For For
1B. ELECTION OF DIRECTOR: WAYNE A. BUDD Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN H. HAMMERGREN Mgmt For For
1D. ELECTION OF DIRECTOR: ALTON F. IRBY III Mgmt For For
1E. ELECTION OF DIRECTOR: M. CHRISTINE JACOBS Mgmt For For
1F. ELECTION OF DIRECTOR: MARIE L. KNOWLES Mgmt For For
1G. ELECTION OF DIRECTOR: DAVID M. LAWRENCE, Mgmt For For
M.D.
1H. ELECTION OF DIRECTOR: EDWARD A. MUELLER Mgmt For For
1I. ELECTION OF DIRECTOR: JANE E. SHAW, PH.D. Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
4. STOCKHOLDER PROPOSAL ON ACTION BY WRITTEN Shr Against For
CONSENT OF STOCKHOLDERS.
5. STOCKHOLDER PROPOSAL ON AN INDEPENDENT Shr Against For
BOARD CHAIRMAN.
6. STOCKHOLDER PROPOSAL ON SIGNIFICANT Shr Against For
EXECUTIVE STOCK RETENTION UNTIL REACHING
NORMAL RETIREMENT AGE.
7. STOCKHOLDER PROPOSAL ON ACCELERATED VESTING Shr Against For
OF EQUITY AWARDS.
--------------------------------------------------------------------------------------------------------------------------
MEDTRONIC, INC. Agenda Number: 933668040
--------------------------------------------------------------------------------------------------------------------------
Security: 585055106
Meeting Type: Annual
Meeting Date: 23-Aug-2012
Ticker: MDT
ISIN: US5850551061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
RICHARD H. ANDERSON Mgmt For For
VICTOR J. DZAU, M.D. Mgmt For For
OMAR ISHRAK Mgmt For For
SHIRLEY ANN JACKSON PHD Mgmt For For
MICHAEL O. LEAVITT Mgmt For For
JAMES T. LENEHAN Mgmt For For
DENISE M. O'LEARY Mgmt For For
KENDALL J. POWELL Mgmt For For
ROBERT C. POZEN Mgmt For For
JACK W. SCHULER Mgmt For For
2 TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
3 A NON-BINDING ADVISORY VOTE TO APPROVE Mgmt For For
EXECUTIVE COMPENSATION (A "SAY-ON-PAY"
VOTE).
4 TO AMEND THE COMPANY'S ARTICLES OF Mgmt For For
INCORPORATION TO PROVIDE FOR MAJORITY VOTE
IN UNCONTESTED ELECTIONS OF DIRECTORS.
5 TO APPROVE THE PROXY ACCESS SHAREHOLDER Shr Against For
PROPOSAL.
6 TO APPROVE ADOPTION OF A SIMPLE MAJORITY Shr For Against
SHAREHOLDER PROPOSAL.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 933782319
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 28-May-2013
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LESLIE A. BRUN Mgmt For For
1B. ELECTION OF DIRECTOR: THOMAS R. CECH Mgmt For For
1C. ELECTION OF DIRECTOR: KENNETH C. FRAZIER Mgmt For For
1D. ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For
1E. ELECTION OF DIRECTOR: WILLIAM B. HARRISON Mgmt For For
JR.
1F. ELECTION OF DIRECTOR: C. ROBERT KIDDER Mgmt For For
1G. ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For
1H. ELECTION OF DIRECTOR: CARLOS E. REPRESAS Mgmt For For
1I. ELECTION OF DIRECTOR: PATRICIA F. RUSSO Mgmt For For
1J. ELECTION OF DIRECTOR: CRAIG B. THOMPSON Mgmt For For
1K. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
1L. ELECTION OF DIRECTOR: PETER C. WENDELL Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. SHAREHOLDER PROPOSAL CONCERNING Shr Against For
SHAREHOLDERS' RIGHT TO ACT BY WRITTEN
CONSENT.
5. SHAREHOLDER PROPOSAL CONCERNING SPECIAL Shr Against For
SHAREOWNER MEETINGS.
6. SHAREHOLDER PROPOSAL CONCERNING A REPORT ON Shr Against For
CHARITABLE AND POLITICAL CONTRIBUTIONS.
7. SHAREHOLDER PROPOSAL CONCERNING A REPORT ON Shr Against For
LOBBYING ACTIVITIES.
--------------------------------------------------------------------------------------------------------------------------
METLIFE, INC. Agenda Number: 933758368
--------------------------------------------------------------------------------------------------------------------------
Security: 59156R108
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: MET
ISIN: US59156R1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: R. GLENN HUBBARD Mgmt For For
1.2 ELECTION OF DIRECTOR: STEVEN A. KANDARIAN Mgmt For For
1.3 ELECTION OF DIRECTOR: JOHN M. KEANE Mgmt For For
1.4 ELECTION OF DIRECTOR: ALFRED F. KELLY, JR. Mgmt For For
1.5 ELECTION OF DIRECTOR: JAMES M. KILTS Mgmt For For
1.6 ELECTION OF DIRECTOR: CATHERINE R. KINNEY Mgmt For For
1.7 ELECTION OF DIRECTOR: HUGH B. PRICE Mgmt For For
1.8 ELECTION OF DIRECTOR: KENTON J. SICCHITANO Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT AUDITOR FOR
2013
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
PAID TO THE COMPANY'S NAMED EXECUTIVE
OFFICERS
--------------------------------------------------------------------------------------------------------------------------
METROPCS COMMUNICATIONS, INC. Agenda Number: 933748204
--------------------------------------------------------------------------------------------------------------------------
Security: 591708102
Meeting Type: Special
Meeting Date: 24-Apr-2013
Ticker: PCS
ISIN: US5917081029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TO APPROVE THE STOCK ISSUANCE PROPOSAL Mgmt For For
2. TO APPROVE THE RECAPITALIZATION PROPOSAL Mgmt For For
3. TO APPROVE THE DECLASSIFICATION PROPOSAL Mgmt For For
4. TO APPROVE THE DEUTSCHE TELEKOM DIRECTOR Mgmt For For
DESIGNATION PROPOSAL
5. TO APPROVE THE DIRECTOR REMOVAL PROPOSAL Mgmt For For
6. TO APPROVE THE DEUTSCHE TELEKOM APPROVALS Mgmt For For
PROPOSAL
7. TO APPROVE THE CALLING OF STOCKHOLDER Mgmt For For
MEETING PROPOSAL
8. TO APPROVE THE ACTION BY WRITTEN CONSENT Mgmt For For
PROPOSAL
9. TO APPROVE THE BYLAW AMENDMENTS PROPOSAL Mgmt For For
10. TO APPROVE THE GOVERNING LAW AND EXCLUSIVE Mgmt For For
FORUM PROPOSAL
11. TO APPROVE THE CHANGE IN CONTROL PAYMENTS Mgmt For For
PROPOSAL
12. TO APPROVE THE ADJOURNMENT PROPOSAL Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 933691784
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 28-Nov-2012
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. ELECTION OF DIRECTOR: STEVEN A. BALLMER Mgmt For For
2. ELECTION OF DIRECTOR: DINA DUBLON Mgmt For For
3. ELECTION OF DIRECTOR: WILLIAM H. GATES III Mgmt For For
4. ELECTION OF DIRECTOR: MARIA M. KLAWE Mgmt For For
5. ELECTION OF DIRECTOR: STEPHEN J. LUCZO Mgmt For For
6. ELECTION OF DIRECTOR: DAVID F. MARQUARDT Mgmt For For
7. ELECTION OF DIRECTOR: CHARLES H. NOSKI Mgmt For For
8. ELECTION OF DIRECTOR: HELMUT PANKE Mgmt For For
9. ELECTION OF DIRECTOR: JOHN W. THOMPSON Mgmt For For
10. ADVISORY VOTE ON NAMED EXECUTIVE OFFICER Mgmt For For
COMPENSATION (THE BOARD RECOMMENDS A VOTE
FOR THIS PROPOSAL)
11. APPROVAL OF EMPLOYEE STOCK PURCHASE PLAN Mgmt For For
(THE BOARD RECOMMENDS A VOTE FOR THIS
PROPOSAL)
12. RATIFICATION OF DELOITTE & TOUCHE LLP AS Mgmt For For
OUR INDEPENDENT AUDITOR FOR FISCAL YEAR
2013 (THE BOARD RECOMMENDS A VOTE FOR THIS
PROPOSAL)
13. SHAREHOLDER PROPOSAL - ADOPT CUMULATIVE Shr Against For
VOTING (THE BOARD RECOMMENDS A VOTE AGAINST
THIS PROPOSAL)
--------------------------------------------------------------------------------------------------------------------------
MINEBEA CO.,LTD. Agenda Number: 704578371
--------------------------------------------------------------------------------------------------------------------------
Security: J42884130
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3906000009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MITSUBISHI CORPORATION Agenda Number: 704545978
--------------------------------------------------------------------------------------------------------------------------
Security: J43830116
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3898400001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
3 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
MITSUBISHI GAS CHEMICAL COMPANY,INC. Agenda Number: 704578193
--------------------------------------------------------------------------------------------------------------------------
Security: J43959113
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3896800004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Clarify Articles Related Mgmt For For
to Substitute Corporate Auditors
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
5 Decision on Reserved Retirement Benefits Mgmt Against Against
for Directors
--------------------------------------------------------------------------------------------------------------------------
MITSUBISHI MATERIALS CORPORATION Agenda Number: 704561542
--------------------------------------------------------------------------------------------------------------------------
Security: J44024107
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3903000002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
2 Appoint a Corporate Auditor Mgmt For For
3 Approve Renewal of Countermeasures to Mgmt Against Against
Large-Scale Acquisitions of the Company's
Shares
--------------------------------------------------------------------------------------------------------------------------
MITSUBISHI TANABE PHARMA CORPORATION Agenda Number: 704545827
--------------------------------------------------------------------------------------------------------------------------
Security: J4448H104
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3469000008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MIZUHO FINANCIAL GROUP,INC. Agenda Number: 704573787
--------------------------------------------------------------------------------------------------------------------------
Security: J4599L102
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3885780001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Acquisition of Thirteenth Series Class XIII Mgmt For For
Preferred Stock
3 Amend Articles to: Approve Revisions Mgmt For For
Related to the New Capital Adequacy
Requirements (Basel III), Decrease Capital
Shares to be issued to 52,251,442,000 shs.
in accordance with a Reduction to be Caused
in the Total Number of each of the Classes
of Shares
4.1 Appoint a Director Mgmt For For
4.2 Appoint a Director Mgmt For For
4.3 Appoint a Director Mgmt For For
4.4 Appoint a Director Mgmt For For
4.5 Appoint a Director Mgmt For For
4.6 Appoint a Director Mgmt For For
4.7 Appoint a Director Mgmt For For
4.8 Appoint a Director Mgmt For For
4.9 Appoint a Director Mgmt For For
5 Appoint a Corporate Auditor Mgmt For For
6 Shareholder Proposal: Partial amendment to Shr For Against
the Articles of Incorporation
7 Shareholder Proposal: Partial amendment to Shr Against For
the Articles of Incorporation (Proposal to
provide financing to railway business
operators to set up security video cameras
inside trains)
8 Shareholder Proposal: Partial amendment to Shr For Against
the Articles of Incorporation (Exercise of
voting rights of shares held for strategic
reasons)
9 Shareholder Proposal: Partial amendment to Shr Against For
the Articles of Incorporation (Concerning
disclosure of policy and results of officer
training)
10 Shareholder Proposal: Partial amendment to Shr For Against
the Articles of Incorporation (Resolution
of general meeting of shareholders for
retained earnings)
11 Shareholder Proposal: Partial amendment to Shr Against For
the Articles of Incorporation (Request to
disclose an action seeking revocation of a
resolution by a general meeting of
shareholders, or any other actions similar
thereto, which may be brought against
companies in which the group invested or
provided financing for)
12 Shareholder Proposal: Partial amendment to Shr For Against
the Articles of Incorporation (Disclosure
of compensation paid to each officer)
13 Shareholder Proposal: Partial amendment to Shr For Against
the Articles of Incorporation (Disclosure
of an evaluation report at the time of an
IPO)
14 Shareholder Proposal: Partial amendment to Shr Against For
the Articles of Incorporation (Holding of
seminars for investors)
--------------------------------------------------------------------------------------------------------------------------
MOLEX INCORPORATED Agenda Number: 933686098
--------------------------------------------------------------------------------------------------------------------------
Security: 608554101
Meeting Type: Annual
Meeting Date: 26-Oct-2012
Ticker: MOLX
ISIN: US6085541018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MICHELLE L. COLLINS Mgmt For For
FRED L. KREHBIEL Mgmt For For
DAVID L. LANDSITTEL Mgmt For For
JOE W. LAYMON Mgmt For For
JAMES S. METCALF Mgmt For For
2. RATIFICATION OF THE SELECTION OF ERNST & Mgmt For For
YOUNG LLP AS THE INDEPENDENT AUDITOR FOR
FISCAL YEAR 2013.
--------------------------------------------------------------------------------------------------------------------------
MONDELEZ INTL, INC Agenda Number: 933759625
--------------------------------------------------------------------------------------------------------------------------
Security: 609207105
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: MDLZ
ISIN: US6092071058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Mgmt For For
1B. ELECTION OF DIRECTOR: LEWIS W.K. BOOTH Mgmt For For
1C. ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For
1D. ELECTION OF DIRECTOR: MARK D. KETCHUM Mgmt For For
1E. ELECTION OF DIRECTOR: JORGE S. MESQUITA Mgmt For For
1F. ELECTION OF DIRECTOR: FREDRIC G. REYNOLDS Mgmt For For
1G. ELECTION OF DIRECTOR: IRENE B. ROSENFELD Mgmt For For
1H. ELECTION OF DIRECTOR: PATRICK T. SIEWERT Mgmt For For
1I. ELECTION OF DIRECTOR: RUTH J. SIMMONS Mgmt For For
1J ELECTION OF DIRECTOR: RATAN N. TATA Mgmt For For
1K ELECTION OF DIRECTOR: J.F. VAN BOXMEER Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
3. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS OUR INDEPENDENT AUDITORS FOR 2013
4. SHAREHOLDER PROPOSAL: REPORT ON EXTENDED Shr Against For
PRODUCER RESPONSIBILITY
5 SHAREHOLDER PROPOSAL: SUSTAINABILITY REPORT Shr Against For
ON GENDER EQUALITY IN THE COMPANY'S SUPPLY
CHAIN
--------------------------------------------------------------------------------------------------------------------------
MONSANTO COMPANY Agenda Number: 933717920
--------------------------------------------------------------------------------------------------------------------------
Security: 61166W101
Meeting Type: Annual
Meeting Date: 31-Jan-2013
Ticker: MON
ISIN: US61166W1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DAVID L. CHICOINE, Mgmt For For
PH.D.
1B. ELECTION OF DIRECTOR: ARTHUR H. HARPER Mgmt For For
1C. ELECTION OF DIRECTOR: GWENDOLYN S. KING Mgmt For For
1D. ELECTION OF DIRECTOR: JON R. MOELLER Mgmt For For
2. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL 2013.
3. ADVISORY, (NON-BINDING) VOTE TO APPROVE Mgmt For For
EXECUTIVE COMPENSATION.
4. APPROVAL OF AMENDMENT TO THE AMENDED AND Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION OF
THE COMPANY TO DECLASSIFY THE BOARD.
5. SHAREOWNER PROPOSAL REQUESTING A REPORT ON Shr Against For
CERTAIN MATTERS RELATED TO GMO PRODUCTS.
--------------------------------------------------------------------------------------------------------------------------
MOODY'S CORPORATION Agenda Number: 933739370
--------------------------------------------------------------------------------------------------------------------------
Security: 615369105
Meeting Type: Annual
Meeting Date: 16-Apr-2013
Ticker: MCO
ISIN: US6153691059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: BASIL L. ANDERSON Mgmt For For
1B. ELECTION OF DIRECTOR: DARRELL DUFFIE, PH.D. Mgmt For For
1C. ELECTION OF DIRECTOR: RAYMOND W. MCDANIEL, Mgmt For For
JR.
2. APPROVAL OF THE AMENDED AND RESTATED 2001 Mgmt For For
MOODY'S CORPORATION KEY EMPLOYEES' STOCK
INCENTIVE PLAN.
3. APPROVAL OF THE AMENDED AND RESTATED 1998 Mgmt For For
MOODY'S CORPORATION NON-EMPLOYEE DIRECTORS'
STOCK INCENTIVE PLAN.
4. APPROVAL OF AMENDMENTS TO THE MOODY'S Mgmt For For
CORPORATION RESTATED CERTIFICATE OF
INCORPORATION TO DECLASSIFY THE BOARD OF
DIRECTORS AND PROVIDE FOR ANNUAL ELECTION
OF ALL DIRECTORS.
5. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF THE COMPANY FOR 2013.
6. ADVISORY RESOLUTION APPROVING EXECUTIVE Mgmt For For
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
MORGAN STANLEY Agenda Number: 933767228
--------------------------------------------------------------------------------------------------------------------------
Security: 617446448
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: MS
ISIN: US6174464486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ERSKINE B. BOWLES Mgmt For For
1B. ELECTION OF DIRECTOR: HOWARD J. DAVIES Mgmt For For
1C. ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES P. GORMAN Mgmt For For
1E. ELECTION OF DIRECTOR: ROBERT H. HERZ Mgmt For For
1F. ELECTION OF DIRECTOR: C. ROBERT KIDDER Mgmt For For
1G. ELECTION OF DIRECTOR: KLAUS KLEINFELD Mgmt For For
1H. ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For
1I. ELECTION OF DIRECTOR: HUTHAM S. OLAYAN Mgmt For For
1J. ELECTION OF DIRECTOR: JAMES W. OWENS Mgmt For For
1K. ELECTION OF DIRECTOR: O. GRIFFITH SEXTON Mgmt For For
1L. ELECTION OF DIRECTOR: RYOSUKE TAMAKOSHI Mgmt For For
1M. ELECTION OF DIRECTOR: MASAAKI TANAKA Mgmt For For
1N. ELECTION OF DIRECTOR: LAURA D. TYSON Mgmt For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS INDEPENDENT AUDITOR
3. TO APPROVE THE COMPENSATION OF EXECUTIVES Mgmt For For
AS DISCLOSED IN THE PROXY STATEMENT
(NON-BINDING ADVISORY RESOLUTION)
4. TO AMEND THE 2007 EQUITY INCENTIVE Mgmt For For
COMPENSATION PLAN TO INCREASE SHARES
AVAILABLE FOR GRANT
5. TO AMEND THE 2007 EQUITY INCENTIVE Mgmt For For
COMPENSATION PLAN TO PROVIDE FOR QUALIFYING
PERFORMANCE-BASED LONG-TERM INCENTIVE
AWARDS UNDER SECTION 162(M)
6. TO AMEND THE SECTION 162(M) PERFORMANCE Mgmt For For
FORMULA GOVERNING ANNUAL INCENTIVE
COMPENSATION FOR CERTAIN OFFICERS
--------------------------------------------------------------------------------------------------------------------------
MS&AD INSURANCE GROUP HOLDINGS,INC. Agenda Number: 704574905
--------------------------------------------------------------------------------------------------------------------------
Security: J4687C105
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3890310000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NEC CORPORATION Agenda Number: 704561516
--------------------------------------------------------------------------------------------------------------------------
Security: J48818124
Meeting Type: AGM
Meeting Date: 24-Jun-2013
Ticker:
ISIN: JP3733000008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
2 Appoint a Corporate Auditor Mgmt For For
3 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
NESTLE SA, CHAM UND VEVEY Agenda Number: 704321532
--------------------------------------------------------------------------------------------------------------------------
Security: H57312649
Meeting Type: AGM
Meeting Date: 11-Apr-2013
Ticker:
ISIN: CH0038863350
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 151749,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
1.1 Approval of the Annual Report, the Mgmt No vote
financial statements of Nestle S.A. and the
consolidated financial statements of the
Nestle Group for 2012
1.2 Acceptance of the Compensation Report 2012 Mgmt No vote
(advisory vote)
2 Release of the members of the Board of Mgmt No vote
Directors and of the Management
3 Appropriation of profits resulting from the Mgmt No vote
balance sheet of Nestle S.A. (proposed
dividend) for the financial year 2012
4.1.1 Re-elections to the Board of Directors: Mr. Mgmt No vote
Peter Brabeck-Letmathe
4.1.2 Re-elections to the Board of Directors: Mr. Mgmt No vote
Steven G. Hoch
4.1.3 Re-elections to the Board of Directors: Ms. Mgmt No vote
Titia de Lange
4.1.4 Re-elections to the Board of Directors: Mr. Mgmt No vote
Jean-Pierre Roth
4.2 Election to the Board of Directors Ms. Eva Mgmt No vote
Cheng
4.3 Re-election of the statutory auditors KPMG Mgmt No vote
SA, Geneva branch
CMMT IN THE EVENT OF A NEW OR MODIFIED PROPOSAL Non-Voting
BY A SHAREHOLDER DURING THE GENERAL
MEETING, I INSTRUCT THE INDEPENDENT
REPRESENTATIVE TO VOTE ACCORDING TO THE
FOLLOWING INSTRUCTION: 1 OPTION EITHER 5.A,
5.B OR 5.C NEED TO BE INSTRUCTED (WITH YES)
TO SHOW, WHICH VOTING OPTION INVESTOR CHOSE
IN THE EVENT OF NEW OR MODIFIED PROPOSALS
5.A MANAGEMENT RECOMMENDS A FOR VOTE ON THIS Shr No vote
PROPOSAL: Vote in accordance with the
proposal of the Board of Directors
5.B Vote against the proposal of the Board of Shr No vote
Directors
5.C Abstain Shr No vote
--------------------------------------------------------------------------------------------------------------------------
NEWMONT MINING CORPORATION Agenda Number: 933744559
--------------------------------------------------------------------------------------------------------------------------
Security: 651639106
Meeting Type: Annual
Meeting Date: 24-Apr-2013
Ticker: NEM
ISIN: US6516391066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: B.R. BROOK Mgmt For For
1B. ELECTION OF DIRECTOR: J.K. BUCKNOR Mgmt For For
1C. ELECTION OF DIRECTOR: V.A. CALARCO Mgmt For For
1D. ELECTION OF DIRECTOR: J.A. CARRABBA Mgmt For For
1E. ELECTION OF DIRECTOR: N. DOYLE Mgmt For For
1F. ELECTION OF DIRECTOR: G.J. GOLDBERG Mgmt For For
1G. ELECTION OF DIRECTOR: V.M. HAGEN Mgmt For For
1H. ELECTION OF DIRECTOR: J. NELSON Mgmt For For
1I. ELECTION OF DIRECTOR: D.C. ROTH Mgmt For For
1J. ELECTION OF DIRECTOR: S.R. THOMPSON Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT AUDITORS FOR 2013.
3. ADVISORY RESOLUTION TO APPROVE NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
4. APPROVE THE 2013 STOCK INCENTIVE PLAN. Mgmt For For
5. APPROVE THE PERFORMANCE PAY PLAN. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NEXT PLC, LEICESTER Agenda Number: 704445027
--------------------------------------------------------------------------------------------------------------------------
Security: G6500M106
Meeting Type: AGM
Meeting Date: 16-May-2013
Ticker:
ISIN: GB0032089863
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 188614 DUE TO INTERCHANGE IN
NUMBERING OF RESOLUTIONS. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1 To receive and adopt the accounts and Mgmt For For
reports
2 To approve the remuneration report Mgmt For For
3 To declare a final dividend of 74p per Mgmt For For
share
4 To re-elect John Barton as a director Mgmt For For
5 To re-elect Christos Angelides as a Mgmt For For
director
6 To re-elect Steve Barber as a director Mgmt For For
7 To re-elect Christine Cross as a director Mgmt For For
8 To re-elect Jonathan Dawson as a director Mgmt For For
9 To re-elect David Keens as a director Mgmt For For
10 To elect Caroline Goodall as a director Mgmt For For
11 To re-elect Francis Salway as a director Mgmt For For
12 To re-elect Andrew Varley as a director Mgmt For For
13 To re-elect Simon Wolfson as a director Mgmt For For
14 To re-appoint Ernst & Young LLP as auditors Mgmt For For
and authorise the directors to set their
remuneration
15 Directors' authority to allot shares Mgmt For For
16 Authority to disapply pre-emption rights Mgmt For For
17 Authority for on-market purchase of own Mgmt For For
shares
18 Authority for off-market purchase of own Mgmt For For
shares
19 Notice period for general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 933673471
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 20-Sep-2012
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ALAN B. GRAF, JR. Mgmt For For
JOHN C. LECHLEITER Mgmt For For
PHYLLIS M. WISE Mgmt For For
2. TO HOLD AN ADVISORY VOTE TO APPROVE Mgmt For For
EXECUTIVE COMPENSATION.
3. TO AMEND THE ARTICLES OF INCORPORATION TO Mgmt For For
INCREASE THE NUMBER OF AUTHORIZED SHARES OF
COMMON STOCK.
4. TO RE-APPROVE AND AMEND THE NIKE, INC. Mgmt For For
LONG-TERM INCENTIVE PLAN.
5. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
6. TO CONSIDER A SHAREHOLDER PROPOSAL Shr Against For
REGARDING POLITICAL CONTRIBUTIONS
DISCLOSURE.
--------------------------------------------------------------------------------------------------------------------------
NIKON CORPORATION Agenda Number: 704583283
--------------------------------------------------------------------------------------------------------------------------
Security: 654111103
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3657400002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
NIPPON BUILDING FUND INC. Agenda Number: 704224865
--------------------------------------------------------------------------------------------------------------------------
Security: J52088101
Meeting Type: EGM
Meeting Date: 14-Mar-2013
Ticker:
ISIN: JP3027670003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Amend Articles to: Approve Minor Revisions Mgmt For For
2 Appoint an Executive Director Mgmt For For
3 Appoint a Supplementary Executive Director Mgmt For For
4.1 Appoint a Supervisory Director Mgmt For For
4.2 Appoint a Supervisory Director Mgmt For For
4.3 Appoint a Supervisory Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NIPPON STEEL & SUMITOMO METAL CORPORATION Agenda Number: 704573573
--------------------------------------------------------------------------------------------------------------------------
Security: J55999122
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3381000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NIPPON YUSEN KABUSHIKI KAISHA Agenda Number: 704573965
--------------------------------------------------------------------------------------------------------------------------
Security: J56515133
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3753000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NISOURCE INC. Agenda Number: 933768650
--------------------------------------------------------------------------------------------------------------------------
Security: 65473P105
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: NI
ISIN: US65473P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
I1 ELECTION OF DIRECTOR: RICHARD A. ABDOO Mgmt For For
I2 ELECTION OF DIRECTOR: ARISTIDES S. CANDRIS Mgmt For For
I3 ELECTION OF DIRECTOR: SIGMUND L. CORNELIUS Mgmt For For
I4 ELECTION OF DIRECTOR: MICHAEL E. JESANIS Mgmt For For
I5 ELECTION OF DIRECTOR: MARTY R. KITTRELL Mgmt For For
I6 ELECTION OF DIRECTOR: W. LEE NUTTER Mgmt For For
I7 ELECTION OF DIRECTOR: DEBORAH S. PARKER Mgmt For For
I8 ELECTION OF DIRECTOR: ROBERT C. SKAGGS, JR. Mgmt For For
I9 ELECTION OF DIRECTOR: TERESA A. TAYLOR Mgmt For For
I10 ELECTION OF DIRECTOR: RICHARD L. THOMPSON Mgmt For For
I11 ELECTION OF DIRECTOR: CAROLYN Y. WOO Mgmt For For
II TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS.
III TO CONSIDER ADVISORY APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION.
IV TO CONSIDER A STOCKHOLDER PROPOSAL Shr Against For
REGARDING ACTION BY WRITTEN CONSENT.
V TO CONSIDER A STOCKHOLDER PROPOSAL Shr Against For
REGARDING A POLICY TO END BENCHMARKING CEO
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
NISSHINBO HOLDINGS INC. Agenda Number: 704588663
--------------------------------------------------------------------------------------------------------------------------
Security: J57333106
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3678000005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Amend Articles to: Expand Business Lines Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
3 Appoint a Substitute Corporate Auditor Mgmt For For
4 Authorize Use of Stock Option Plan for Mgmt For For
Directors, apart from the Regular
Remunerations
5 Authorize Use of Stock Options Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NISSIN FOODS HOLDINGS CO.,LTD. Agenda Number: 704574462
--------------------------------------------------------------------------------------------------------------------------
Security: J58063124
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3675600005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Renewal of Countermeasures to Mgmt Against Against
Large-Scale Acquisitions of the Company's
Shares
--------------------------------------------------------------------------------------------------------------------------
NITTO DENKO CORPORATION Agenda Number: 704561580
--------------------------------------------------------------------------------------------------------------------------
Security: J58472119
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3684000007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Approve Payment of Bonuses to Directors Mgmt Against Against
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
4 Approve Details of Compensation as Stock Mgmt Against Against
Options for Directors
--------------------------------------------------------------------------------------------------------------------------
NOMURA REAL ESTATE HOLDINGS,INC. Agenda Number: 704578179
--------------------------------------------------------------------------------------------------------------------------
Security: J5893B104
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3762900003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Adopt Reduction of Mgmt For For
Liability System for Outside Directors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5 Amend the Compensation to be received by Mgmt For For
Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
NOMURA RESEARCH INSTITUTE,LTD. Agenda Number: 704561453
--------------------------------------------------------------------------------------------------------------------------
Security: J5900F106
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3762800005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NORDSTROM, INC. Agenda Number: 933764955
--------------------------------------------------------------------------------------------------------------------------
Security: 655664100
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: JWN
ISIN: US6556641008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PHYLLIS J. CAMPBELL Mgmt For For
1B. ELECTION OF DIRECTOR: MICHELLE M. EBANKS Mgmt For For
1C. ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: ROBERT G. MILLER Mgmt For For
1E. ELECTION OF DIRECTOR: BLAKE W. NORDSTROM Mgmt For For
1F. ELECTION OF DIRECTOR: ERIK B. NORDSTROM Mgmt For For
1G. ELECTION OF DIRECTOR: PETER E. NORDSTROM Mgmt For For
1H. ELECTION OF DIRECTOR: PHILIP G. SATRE Mgmt For For
1I. ELECTION OF DIRECTOR: B. KEVIN TURNER Mgmt For For
1J. ELECTION OF DIRECTOR: ROBERT D. WALTER Mgmt For For
1K. ELECTION OF DIRECTOR: ALISON A. WINTER Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. APPROVAL OF AN AMENDMENT TO THE NORDSTROM, Mgmt For For
INC. 2010 EQUITY INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
NORTHERN TRUST CORPORATION Agenda Number: 933739558
--------------------------------------------------------------------------------------------------------------------------
Security: 665859104
Meeting Type: Annual
Meeting Date: 16-Apr-2013
Ticker: NTRS
ISIN: US6658591044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LINDA WALKER BYNOE Mgmt For For
NICHOLAS D. CHABRAJA Mgmt For For
SUSAN CROWN Mgmt For For
DIPAK C. JAIN Mgmt For For
ROBERT W. LANE Mgmt For For
EDWARD J. MOONEY Mgmt For For
JOSE LUIS PRADO Mgmt For For
JOHN W. ROWE Mgmt For For
MARTIN P. SLARK Mgmt For For
DAVID H.B. SMITH, JR. Mgmt For For
CHARLES A. TRIBBETT III Mgmt For For
FREDERICK H. WADDELL Mgmt For For
2. APPROVAL, BY AN ADVISORY VOTE, OF THE 2012 Mgmt For For
COMPENSATION OF THE CORPORATION'S NAMED
EXECUTIVE OFFICERS.
3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE CORPORATION'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2013.
4. STOCKHOLDER PROPOSAL REGARDING ADDITIONAL Shr Against For
DISCLOSURE OF POLITICAL AND LOBBYING
CONTRIBUTIONS, IF PROPERLY PRESENTED AT THE
ANNUAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
NORTHROP GRUMMAN CORPORATION Agenda Number: 933768802
--------------------------------------------------------------------------------------------------------------------------
Security: 666807102
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: NOC
ISIN: US6668071029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WESLEY G. BUSH Mgmt No vote
1B. ELECTION OF DIRECTOR: VICTOR H. FAZIO Mgmt No vote
1C. ELECTION OF DIRECTOR: DONALD E. FELSINGER Mgmt No vote
1D. ELECTION OF DIRECTOR: STEPHEN E. FRANK Mgmt No vote
1E. ELECTION OF DIRECTOR: BRUCE S. GORDON Mgmt No vote
1F. ELECTION OF DIRECTOR: MADELEINE A. KLEINER Mgmt No vote
1G. ELECTION OF DIRECTOR: KARL J. KRAPEK Mgmt No vote
1H. ELECTION OF DIRECTOR: RICHARD B. MYERS Mgmt No vote
1I. ELECTION OF DIRECTOR: AULANA L. PETERS Mgmt No vote
1J. ELECTION OF DIRECTOR: GARY ROUGHEAD Mgmt No vote
1K. ELECTION OF DIRECTOR: THOMAS M. SCHOEWE Mgmt No vote
1L. ELECTION OF DIRECTOR: KEVIN W. SHARER Mgmt No vote
2. PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, Mgmt No vote
THE COMPENSATION OF NAMED EXECUTIVE
OFFICERS.
3. PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt No vote
DELOITTE & TOUCHE LLP AS THE COMPANY'S
INDEPENDENT AUDITOR FOR FISCAL YEAR ENDING
DECEMBER 31, 2013.
4. SHAREHOLDER PROPOSAL REGARDING ADDITIONAL Shr No vote
DISCLOSURE OF LOBBYING ACTIVITIES.
5. SHAREHOLDER PROPOSAL REGARDING INDEPENDENT Shr No vote
BOARD CHAIRMAN.
--------------------------------------------------------------------------------------------------------------------------
NOVARTIS AG, BASEL Agenda Number: 704248803
--------------------------------------------------------------------------------------------------------------------------
Security: H5820Q150
Meeting Type: AGM
Meeting Date: 22-Feb-2013
Ticker:
ISIN: CH0012005267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 151755,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
A.1 Approval of the Annual Report, the Mgmt No vote
Financial Statements of Novartis AG and the
Group Consolidated Financial Statements for
the Business Year 2012: Under this item,
the Board of Directors proposes approval of
the Annual Report the Financial Statements
of Novartis AG and the Group Consolidated
Financial Statements for the Business Year
2012
A.2 Discharge from Liability of the Members of Mgmt No vote
the Board of Directors and the Executive
Committee: Under this item, the Board of
Directors proposes discharge from liability
of its members and those of the Executive
Committee for the business year 2012
A.3 Appropriation of Available Earnings of Mgmt No vote
Novartis AG and Declaration of Dividend:
Under this item, the Board of Directors
proposes to use the available earnings of
Novartis AG of 2012 for the purpose of
distributing a gross dividend of CHF 2.30
per share as follows This will result in a
payout ratio of 65% of the Group's
consolidated net income expressed in
USD.(as specified) Payout ratio is
calculated by converting into USD the
proposed total gross dividend amount in CHF
at the CHF-USD exchange rate of December
31, 2012 based on an estimated number of
shares outstanding on dividend payment date
and dividing it by the USD consolidated net
income attributable to shareholders of
Novartis AG based on the 2012 Novartis
Group consolidated financial statements. No
dividend will be declared on treasury
shares held by Novartis AG and certain
other treasury shares held by other Group
companies
A.4 Consultative Vote on the Compensation Mgmt No vote
System: Under this item, the Board of
Directors proposes that the newly proposed
Compensation System of Novartis be endorsed
(non-binding consultative vote)
A.5.1 Election of Verena A. Briner, M.D: Under Mgmt No vote
this item, the Board of Directors proposes
the election of Verena A. Briner, M.D., for
a three-year term
A.5.2 Election of Joerg Reinhardt, Ph.D: Under Mgmt No vote
this item, the Board of Directors proposes
the election of Joerg Reinhardt Ph.D., for
a term of office beginning on August 1,
2013 and ending on the day of the Annual
General Meeting in 2016
A.5.3 Election of Charles L. Sawyers, M.D: Under Mgmt No vote
this item, the Board of Directors proposes
the election of Charles L. Sawyers, M.D.,
for a three-year term
A.5.4 Election of William T. Winters: Under this Mgmt No vote
item, the Board of Directors proposes the
election of William T. Winters for a
three-year term
A.6 Appointment of the Auditor: Under this Mgmt No vote
item, the Board of Directors proposes the
re-election of PricewaterhouseCoopers AG as
auditor of Novartis AG for one year
B If additional and/or counter-proposals are Mgmt No vote
proposed at the Annual General Meeting
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RESOLUTION A.3. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
NSK LTD. Agenda Number: 704573698
--------------------------------------------------------------------------------------------------------------------------
Security: J55505101
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3720800006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NTT DATA CORPORATION Agenda Number: 704546122
--------------------------------------------------------------------------------------------------------------------------
Security: J59386102
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3165700000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Consolidate Trading Unit Mgmt For For
under Regulatory Requirements
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NTT URBAN DEVELOPMENT CORPORATION Agenda Number: 704538226
--------------------------------------------------------------------------------------------------------------------------
Security: J5940Z104
Meeting Type: AGM
Meeting Date: 18-Jun-2013
Ticker:
ISIN: JP3165690003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines, Mgmt For For
Adopt Restriction to the Rights for Odd-Lot
Shares
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NUANCE COMMUNICATIONS, INC. Agenda Number: 933717677
--------------------------------------------------------------------------------------------------------------------------
Security: 67020Y100
Meeting Type: Annual
Meeting Date: 25-Jan-2013
Ticker: NUAN
ISIN: US67020Y1001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PAUL A. RICCI Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT G. TERESI Mgmt For For
1C. ELECTION OF DIRECTOR: ROBERT J. FRANKENBERG Mgmt For For
1D. ELECTION OF DIRECTOR: KATHARINE A. MARTIN Mgmt For For
1E. ELECTION OF DIRECTOR: PATRICK T. HACKETT Mgmt For For
1F. ELECTION OF DIRECTOR: WILLIAM H. JANEWAY Mgmt For For
1G. ELECTION OF DIRECTOR: MARK B. MYERS Mgmt For For
1H. ELECTION OF DIRECTOR: PHILIP J. QUIGLEY Mgmt For For
1I. ELECTION OF DIRECTOR: MARK R. LARET Mgmt For For
2. TO APPROVE AN AMENDMENT TO THE AMENDED AND Mgmt For For
RESTATED 2000 STOCK PLAN.
3. TO APPROVE NON-BINDING ADVISORY RESOLUTION Mgmt For For
REGARDING EXECUTIVE COMPENSATION.
4. TO RATIFY THE APPOINTMENT OF BDO USA, LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING SEPTEMBER 30, 2013.
--------------------------------------------------------------------------------------------------------------------------
NUCOR CORPORATION Agenda Number: 933765399
--------------------------------------------------------------------------------------------------------------------------
Security: 670346105
Meeting Type: Annual
Meeting Date: 09-May-2013
Ticker: NUE
ISIN: US6703461052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
PETER C. BROWNING Mgmt For For
CLAYTON C. DALEY, JR. Mgmt For For
DANIEL R. DIMICCO Mgmt For For
JOHN J. FERRIOLA Mgmt For For
HARVEY B. GANTT Mgmt For For
VICTORIA F. HAYNES, PHD Mgmt For For
BERNARD L. KASRIEL Mgmt For For
CHRISTOPHER J. KEARNEY Mgmt For For
RAYMOND J. MILCHOVICH Mgmt For For
JOHN H. WALKER Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS NUCOR'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31, 2013
3. APPROVAL OF THE SENIOR OFFICERS ANNUAL AND Mgmt For For
LONG-TERM INCENTIVE PLANS
4. APPROVAL OF THE AMENDMENT OF NUCOR'S Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
REDUCE THE SUPERMAJORITY VOTING THRESHOLDS
5. APPROVAL OF THE AMENDMENT OF NUCOR'S BYLAWS Mgmt For For
TO REDUCE THE SUPERMAJORITY VOTING
THRESHOLDS
6. STOCKHOLDER PROPOSAL REGARDING MAJORITY Shr Against For
VOTE
7. STOCKHOLDER PROPOSAL REGARDING REPORT ON Shr Against For
LOBBYING ACTIVITIES
--------------------------------------------------------------------------------------------------------------------------
NXP SEMICONDUCTOR NV Agenda Number: 933819976
--------------------------------------------------------------------------------------------------------------------------
Security: N6596X109
Meeting Type: Annual
Meeting Date: 30-May-2013
Ticker: NXPI
ISIN: NL0009538784
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1B. ADOPTION OF THE ANNUAL ACCOUNTS Mgmt For For
2A. GRANTING DISCHARGE TO THE DIRECTORS FOR Mgmt For For
THEIR MANAGEMENT DURING THE PAST FINANCIAL
YEAR
3A. PROPOSAL TO RE-APPOINT MR. R.L. CLEMMER AS Mgmt For For
EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3B. PROPOSAL TO RE-APPOINT SIR PETER BONFIELD Mgmt For For
AND NON-EXECUTIVE DIRECTOR OF THE COMPANY
WITH EFFECT FROM MAY 30, 2013
3C. PROPOSAL TO RE-APPOINT MR. J.P. HUTH AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3D. PROPOSAL TO RE-APPOINT MR. R. MACKENZIE AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3E. PROPOSAL TO RE-APPOINT MR. E. DURBAN AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3F. PROPOSAL TO RE-APPOINT MR. K.A. GOLDMAN AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3G. PROPOSAL TO RE-APPOINT MR. J. KAESER AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3H. PROPOSAL TO RE-APPOINT MR. I. LORING AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3I. PROPOSAL TO RE-APPOINT MR. M. PLANTEVIN AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3J. PROPOSAL TO RE-APPOINT MR. V. BHATIA AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
3K. PROPOSAL TO APPOINT MR. J.-P. SAAD AS Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY WITH
EFFECT FROM MAY 30, 2013
4. AUTHORIZATION TO REPURCHASE SHARES IN THE Mgmt For For
COMPANY'S CAPITAL
--------------------------------------------------------------------------------------------------------------------------
OBIC CO.,LTD. Agenda Number: 704583194
--------------------------------------------------------------------------------------------------------------------------
Security: J5946V107
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3173400007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve the Corrected Financial Statements Mgmt For For
for the 45th Term (From April 1, 2011 to
March 31, 2012)
2 Approve Appropriation of Surplus Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
OJI HOLDINGS CORPORATION Agenda Number: 704574400
--------------------------------------------------------------------------------------------------------------------------
Security: J6031N109
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3174410005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
2.1 Appoint a Corporate Auditor Mgmt For For
2.2 Appoint a Corporate Auditor Mgmt For For
2.3 Appoint a Corporate Auditor Mgmt For For
3 Approve Retirement Allowance for Retiring Mgmt Against Against
Corporate Auditors, and Payment of Accrued
Benefits associated with Abolition of
Retirement Benefit System for Current
Corporate Auditors
4 Shareholder Proposal: Remove Directors Shr Against For
--------------------------------------------------------------------------------------------------------------------------
OKUMA CORPORATION Agenda Number: 704588031
--------------------------------------------------------------------------------------------------------------------------
Security: J60966116
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3172100004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
OMNICOM GROUP INC. Agenda Number: 933785531
--------------------------------------------------------------------------------------------------------------------------
Security: 681919106
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: OMC
ISIN: US6819191064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JOHN D. WREN Mgmt For For
1B. ELECTION OF DIRECTOR: BRUCE CRAWFORD Mgmt For For
1C. ELECTION OF DIRECTOR: ALAN R. BATKIN Mgmt For For
1D. ELECTION OF DIRECTOR: MARY C. CHOKSI Mgmt For For
1E. ELECTION OF DIRECTOR: ROBERT CHARLES CLARK Mgmt For For
1F. ELECTION OF DIRECTOR: LEONARD S. COLEMAN, Mgmt For For
JR.
1G. ELECTION OF DIRECTOR: ERROL M. COOK Mgmt For For
1H. ELECTION OF DIRECTOR: SUSAN S. DENISON Mgmt For For
1I. ELECTION OF DIRECTOR: MICHAEL A. HENNING Mgmt For For
1J. ELECTION OF DIRECTOR: JOHN R. MURPHY Mgmt For For
1K. ELECTION OF DIRECTOR: JOHN R. PURCELL Mgmt For For
1L. ELECTION OF DIRECTOR: LINDA JOHNSON RICE Mgmt For For
1M. ELECTION OF DIRECTOR: GARY L. ROUBOS Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT AUDITORS FOR THE 2013
FISCAL YEAR.
3. COMPANY PROPOSAL TO APPROVE THE OMNICOM Mgmt For For
GROUP INC. 2013 INCENTIVE AWARD PLAN.
4. ADVISORY VOTE ON THE COMPANY'S EXECUTIVE Mgmt For For
COMPENSATION.
5. SHAREHOLDER PROPOSAL REGARDING ANNUAL Shr Against For
DISCLOSURE OF EEO-1 DATA.
6. SHAREHOLDER PROPOSAL REGARDING STOCK Shr Against For
RETENTION.
--------------------------------------------------------------------------------------------------------------------------
OMRON CORPORATION Agenda Number: 704545877
--------------------------------------------------------------------------------------------------------------------------
Security: J61374120
Meeting Type: AGM
Meeting Date: 20-Jun-2013
Ticker:
ISIN: JP3197800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
ONWARD HOLDINGS CO.,LTD. Agenda Number: 704468277
--------------------------------------------------------------------------------------------------------------------------
Security: J30728109
Meeting Type: AGM
Meeting Date: 23-May-2013
Ticker:
ISIN: JP3203500008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Determination of Amounts of Remuneration Mgmt For For
for Directors by Stock Acquisition Rights
as Stock Compensation-Type Stock Options
and the Details thereof
--------------------------------------------------------------------------------------------------------------------------
ORACLE CORPORATION Agenda Number: 933690302
--------------------------------------------------------------------------------------------------------------------------
Security: 68389X105
Meeting Type: Annual
Meeting Date: 07-Nov-2012
Ticker: ORCL
ISIN: US68389X1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
JEFFREY S. BERG Mgmt For For
H. RAYMOND BINGHAM Mgmt For For
MICHAEL J. BOSKIN Mgmt For For
SAFRA A. CATZ Mgmt For For
BRUCE R. CHIZEN Mgmt For For
GEORGE H. CONRADES Mgmt For For
LAWRENCE J. ELLISON Mgmt For For
HECTOR GARCIA-MOLINA Mgmt For For
JEFFREY O. HENLEY Mgmt For For
MARK V. HURD Mgmt For For
DONALD L. LUCAS Mgmt For For
NAOMI O. SELIGMAN Mgmt For For
2 ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3 APPROVAL OF INCREASE IN SHARES UNDER THE Mgmt For For
DIRECTORS' STOCK PLAN.
4 RATIFICATION OF THE SELECTION OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2013.
5 STOCKHOLDER PROPOSAL REGARDING MULTIPLE Shr Against For
PERFORMANCE METRICS.
6 STOCKHOLDER PROPOSAL REGARDING INDEPENDENT Shr Against For
BOARD CHAIRMAN.
7 STOCKHOLDER PROPOSAL REGARDING EQUITY Shr Against For
RETENTION POLICY.
8 STOCKHOLDER PROPOSAL REGARDING EQUITY Shr Against For
ACCELERATION UPON A CHANGE IN CONTROL OF
ORACLE.
--------------------------------------------------------------------------------------------------------------------------
ORIX CORPORATION Agenda Number: 704573749
--------------------------------------------------------------------------------------------------------------------------
Security: J61933123
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3200450009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
1.13 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
OTSUKA CORPORATION Agenda Number: 704294987
--------------------------------------------------------------------------------------------------------------------------
Security: J6243L107
Meeting Type: AGM
Meeting Date: 27-Mar-2013
Ticker:
ISIN: JP3188200004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3 Approve Provision of Retirement Allowance Mgmt Against Against
for Retiring Directors
--------------------------------------------------------------------------------------------------------------------------
OWENS-ILLINOIS, INC. Agenda Number: 933767103
--------------------------------------------------------------------------------------------------------------------------
Security: 690768403
Meeting Type: Annual
Meeting Date: 17-May-2013
Ticker: OI
ISIN: US6907684038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JAY L. GELDMACHER Mgmt For For
ALBERT P.L. STROUCKEN Mgmt For For
DENNIS K. WILLIAMS Mgmt For For
THOMAS L. YOUNG Mgmt For For
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. TO APPROVE, BY ADVISORY VOTE, THE COMPANY'S Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PACIFIC METALS CO.,LTD. Agenda Number: 704588738
--------------------------------------------------------------------------------------------------------------------------
Security: J63481105
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3448000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
2 Allow Board to Authorize Use of Free Share Mgmt Against Against
Options as Anti-Takeover Defense Measure
--------------------------------------------------------------------------------------------------------------------------
PALL CORPORATION Agenda Number: 933706206
--------------------------------------------------------------------------------------------------------------------------
Security: 696429307
Meeting Type: Annual
Meeting Date: 12-Dec-2012
Ticker: PLL
ISIN: US6964293079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: AMY E. ALVING Mgmt For For
1B ELECTION OF DIRECTOR: ROBERT B. COUTTS Mgmt For For
1C ELECTION OF DIRECTOR: MARK E. GOLDSTEIN Mgmt For For
1D ELECTION OF DIRECTOR: CHERYL W. GRISE Mgmt For For
1E ELECTION OF DIRECTOR: RONALD L. HOFFMAN Mgmt For For
1F ELECTION OF DIRECTOR: LAWRENCE D. KINGSLEY Mgmt For For
1G ELECTION OF DIRECTOR: DENNIS N. LONGSTREET Mgmt For For
1H ELECTION OF DIRECTOR: B. CRAIG OWENS Mgmt For For
1I ELECTION OF DIRECTOR: KATHARINE L. PLOURDE Mgmt For For
1J ELECTION OF DIRECTOR: EDWARD TRAVAGLIANTI Mgmt For For
1K ELECTION OF DIRECTOR: BRET W. WISE Mgmt For For
2 RATIFY THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2013.
3 PROPOSAL TO APPROVE AMENDMENTS TO THE Mgmt For For
COMPANY'S BY-LAWS.
4 PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, Mgmt For For
THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
PARKER-HANNIFIN CORPORATION Agenda Number: 933691683
--------------------------------------------------------------------------------------------------------------------------
Security: 701094104
Meeting Type: Annual
Meeting Date: 24-Oct-2012
Ticker: PH
ISIN: US7010941042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ROBERT G. BOHN Mgmt For For
LINDA S. HARTY Mgmt For For
WILLIAM E. KASSLING Mgmt For For
ROBERT J. KOHLHEPP Mgmt For For
KLAUS-PETER MULLER Mgmt For For
CANDY M. OBOURN Mgmt For For
JOSEPH M. SCAMINACE Mgmt For For
WOLFGANG R. SCHMITT Mgmt For For
AKE SVENSSON Mgmt For For
JAMES L. WAINSCOTT Mgmt For For
DONALD E. WASHKEWICZ Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JUNE 30, 2013.
3. APPROVAL OF, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
4. APPROVAL OF THE AMENDED AND RESTATED Mgmt For For
PARKER-HANNIFIN CORPORATION 2009 OMNIBUS
STOCK INCENTIVE PLAN.
5. SHAREHOLDER PROPOSAL TO AMEND OUR CODE OF Shr Against For
REGULATIONS TO SEPARATE THE ROLES OF
CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE
OFFICER.
--------------------------------------------------------------------------------------------------------------------------
PEPCO HOLDINGS, INC. Agenda Number: 933772825
--------------------------------------------------------------------------------------------------------------------------
Security: 713291102
Meeting Type: Annual
Meeting Date: 17-May-2013
Ticker: POM
ISIN: US7132911022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JACK B. DUNN, IV Mgmt For For
H. RUSSELL FRISBY, JR. Mgmt For For
TERENCE C. GOLDEN Mgmt For For
PATRICK T. HARKER Mgmt For For
FRANK O. HEINTZ Mgmt For For
BARBARA J. KRUMSIEK Mgmt For For
GEORGE F. MACCORMACK Mgmt For For
LAWRENCE C. NUSSDORF Mgmt For For
PATRICIA A. OELRICH Mgmt For For
JOSEPH M. RIGBY Mgmt For For
FRANK K. ROSS Mgmt For For
PAULINE A. SCHNEIDER Mgmt For For
LESTER P. SILVERMAN Mgmt For For
2. A PROPOSAL TO APPROVE, ON AN ADVISORY Mgmt For For
BASIS, THE COMPANY'S EXECUTIVE
COMPENSATION.
3. A PROPOSAL TO RATIFY THE APPOINTMENT, BY Mgmt For For
THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS, OF PRICEWATERHOUSECOOPERS LLP AS
THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR 2013.
--------------------------------------------------------------------------------------------------------------------------
PEPSICO, INC. Agenda Number: 933748521
--------------------------------------------------------------------------------------------------------------------------
Security: 713448108
Meeting Type: Annual
Meeting Date: 01-May-2013
Ticker: PEP
ISIN: US7134481081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: S.L. BROWN Mgmt For For
1B. ELECTION OF DIRECTOR: G.W. BUCKLEY Mgmt For For
1C. ELECTION OF DIRECTOR: I.M. COOK Mgmt For For
1D. ELECTION OF DIRECTOR: D. DUBLON Mgmt For For
1E. ELECTION OF DIRECTOR: V.J. DZAU Mgmt For For
1F. ELECTION OF DIRECTOR: R.L. HUNT Mgmt For For
1G. ELECTION OF DIRECTOR: A. IBARGUEN Mgmt For For
1H. ELECTION OF DIRECTOR: I.K. NOOYI Mgmt For For
1I. ELECTION OF DIRECTOR: S.P. ROCKEFELLER Mgmt For For
1J. ELECTION OF DIRECTOR: J.J. SCHIRO Mgmt For For
1K. ELECTION OF DIRECTOR: L.G. TROTTER Mgmt For For
1L. ELECTION OF DIRECTOR: D. VASELLA Mgmt For For
1M. ELECTION OF DIRECTOR: A. WEISSER Mgmt For For
2. RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS
FOR FISCAL YEAR 2013.
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PERKINELMER, INC. Agenda Number: 933738708
--------------------------------------------------------------------------------------------------------------------------
Security: 714046109
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: PKI
ISIN: US7140461093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PETER BARRETT Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT F. FRIEL Mgmt For For
1C. ELECTION OF DIRECTOR: NICHOLAS A. LOPARDO Mgmt For For
1D. ELECTION OF DIRECTOR: ALEXIS P. MICHAS Mgmt For For
1E. ELECTION OF DIRECTOR: JAMES C. MULLEN Mgmt For For
1F. ELECTION OF DIRECTOR: VICKI L. SATO, PH.D Mgmt For For
1G. ELECTION OF DIRECTOR: KENTON J. SICCHITANO Mgmt For For
1H. ELECTION OF DIRECTOR: PATRICK J. SULLIVAN Mgmt For For
2. TO RATIFY THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS PERKINELMER'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
CURRENT FISCAL YEAR.
3. TO APPROVE, BY NON-BINDING ADVISORY VOTE, Mgmt For For
OUR EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PERNOD-RICARD, PARIS Agenda Number: 704074234
--------------------------------------------------------------------------------------------------------------------------
Security: F72027109
Meeting Type: MIX
Meeting Date: 09-Nov-2012
Ticker:
ISIN: FR0000120693
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT French Resident Shareowners must complete, Non-Voting
sign and forward the Proxy Card directly to
the sub custodian. Please contact your
Client Service Representative to obtain the
necessary card, account details and
directions. The following applies to
Non-Resident Shareowners: Proxy Cards:
Voting instructions will be forwarded to
the Global Custodians that have become
Registered Intermediaries, on the Vote
Deadline Date. In capacity as Registered
Intermediary, the Global Custodian will
sign the Proxy Card and forward to the
local custodian. If you are unsure whether
your Global Custodian acts as Registered
Intermediary, please contact your
representative
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
http://www.journal-officiel.gouv.fr//pdf/20
12/1003/201210031205905.pdf AND
https://balo.journal-officiel.gouv.fr/pdf/2
012/1019/201210191206055.pdf
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year ended
June 30, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
June 30, 2012
O.3 Allocation of income for the financial year Mgmt For For
ended June 30, 2012 and setting the
dividend
O.4 Approval of the regulated Agreements Mgmt For For
pursuant to Articles L.225-38 et seq. of
the Commercial Code
O.5 Approval of the commitments pursuant to Mgmt For For
Article L. 225-42-1 of the Commercial Code
regarding Mr. Pierre Pringuet
O.6 Approval of the commitments pursuant to Mgmt For For
Article L. 225-42-1 of the Commercial Code
regarding Mr. Alexandre Ricard
O.7 Ratification of the cooptation of Mrs. Mgmt For For
Martina Gonzalez-Gallarza as Board member.
O.8 Ratification of the cooptation of Mr. Mgmt For For
Alexandre Ricard as Board member
O.9 Renewal of term of Mr. Alexandre Ricard as Mgmt For For
Board member
O.10 Renewal of term of Mr. Pierre Pringuet as Mgmt For For
Board member
O.11 Renewal of term of Mr. Wolfgang Colberg as Mgmt For For
Board member
O.12 Renewal of term of Mr. Cesar Giron as Board Mgmt For For
member
O.13 Renewal of term of Mrs. Martina Mgmt For For
Gonzalez-Gallarza as Board member
O.14 Appointment of Mr. Ian Gallienne as Board Mgmt For For
member
O.15 Setting the annual amount of attendance Mgmt For For
allowances allocated to the Board members
O.16 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
E.17 Authorization to be granted to the Board of Mgmt For For
Directors to carry out free allocation of
performance shares to employees and
corporate Executives of the Company and
Group companies
E.18 Authorization to be granted to the Board of Mgmt For For
Directors to grant options entitling to the
subscription for shares of the Company to
be issued or to purchase existing shares of
the Company to employees and corporate
Executives of the Company and Group
companies
E.19 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to
increase share capital by issuing shares or
securities giving access to capital
reserved for members of a company savings
plan with cancellation of preferential
subscription rights in favor of the latter
E.20 Amendment to Article 5 of the bylaws Mgmt For For
regarding the duration of the Company
E.21 Amendment to Article 20 of the bylaws Mgmt For For
regarding the age limit of the Chairman of
the Board of Directors
E.22 Alignment of Article 27 of the bylaws with Mgmt For For
legal and regulatory provisions
E.23 Alignment of Article 32 of the bylaws with Mgmt For For
legal and regulatory provisions
E.24 Alignment of Article 33 of the bylaws with Mgmt For For
legal and regulatory provisions
E.25 Powers to carry out all required legal Mgmt For For
formalities
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
ADDITION OF URL LINK. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT RETURN
THIS PROXY FORM UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 933743090
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103
Meeting Type: Annual
Meeting Date: 25-Apr-2013
Ticker: PFE
ISIN: US7170811035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DENNIS A. AUSIELLO Mgmt For For
1B ELECTION OF DIRECTOR: M. ANTHONY BURNS Mgmt For For
1C ELECTION OF DIRECTOR: W. DON CORNWELL Mgmt For For
1D ELECTION OF DIRECTOR: FRANCES D. FERGUSSON Mgmt For For
1E ELECTION OF DIRECTOR: WILLIAM H. GRAY, III Mgmt For For
1F ELECTION OF DIRECTOR: HELEN H. HOBBS Mgmt For For
1G ELECTION OF DIRECTOR: CONSTANCE J. HORNER Mgmt For For
1H ELECTION OF DIRECTOR: JAMES M. KILTS Mgmt For For
1I ELECTION OF DIRECTOR: GEORGE A. LORCH Mgmt For For
1J ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Mgmt For For
1K ELECTION OF DIRECTOR: IAN C. READ Mgmt For For
1L ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt For For
1M ELECTION OF DIRECTOR: MARC TESSIER-LAVIGNE Mgmt For For
2 RATIFY THE SELECTION OF KPMG LLP AS Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2013
3 ADVISORY APPROVAL OF EXECUTIVE COMPENSATION Mgmt For For
4 SHAREHOLDER PROPOSAL REGARDING EXECUTIVE Shr Against For
EQUITY RETENTION
5 SHAREHOLDER PROPOSAL REGARDING ACTION BY Shr Against For
WRITTEN CONSENT
--------------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 933754182
--------------------------------------------------------------------------------------------------------------------------
Security: 718172109
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: PM
ISIN: US7181721090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: HAROLD BROWN Mgmt For For
1B. ELECTION OF DIRECTOR: MATHIS CABIALLAVETTA Mgmt For For
1C. ELECTION OF DIRECTOR: ANDRE CALANTZOPOULOS Mgmt For For
1D. ELECTION OF DIRECTOR: LOUIS C. CAMILLERI Mgmt For For
1E. ELECTION OF DIRECTOR: J. DUDLEY FISHBURN Mgmt For For
1F. ELECTION OF DIRECTOR: JENNIFER LI Mgmt For For
1G. ELECTION OF DIRECTOR: GRAHAM MACKAY Mgmt For For
1H. ELECTION OF DIRECTOR: SERGIO MARCHIONNE Mgmt For For
1I. ELECTION OF DIRECTOR: KALPANA MORPARIA Mgmt For For
1J. ELECTION OF DIRECTOR: LUCIO A. NOTO Mgmt For For
1K. ELECTION OF DIRECTOR: ROBERT B. POLET Mgmt For For
1L. ELECTION OF DIRECTOR: CARLOS SLIM HELU Mgmt For For
1M. ELECTION OF DIRECTOR: STEPHEN M. WOLF Mgmt For For
2. RATIFICATION OF THE SELECTION OF Mgmt For For
INDEPENDENT AUDITORS
3. ADVISORY RESOLUTION APPROVING EXECUTIVE Mgmt For For
COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
PHILLIPS 66 Agenda Number: 933753560
--------------------------------------------------------------------------------------------------------------------------
Security: 718546104
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: PSX
ISIN: US7185461040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GREG C. GARLAND Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN E. LOWE Mgmt For For
2. PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt For For
& YOUNG LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR PHILLIPS 66 FOR
2013.
3. PROPOSAL TO APPROVE ADOPTION OF THE 2013 Mgmt For For
OMNIBUS STOCK AND PERFORMANCE INCENTIVE
PLAN OF PHILLIPS 66.
4. SAY ON PAY - AN ADVISORY VOTE ON THE Mgmt For For
APPROVAL OF EXECUTIVE COMPENSATION.
5. SAY WHEN ON PAY - AN ADVISORY VOTE ON THE Mgmt 1 Year For
FREQUENCY OF STOCKHOLDER VOTES ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PPR SA, PARIS Agenda Number: 704481578
--------------------------------------------------------------------------------------------------------------------------
Security: F7440G127
Meeting Type: MIX
Meeting Date: 18-Jun-2013
Ticker:
ISIN: FR0000121485
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0503/201305031301814.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO RECEIPT OF
ADDITIONAL URL:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0527/201305271302669.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
E.1 Amendment to Article 2 of the Bylaws of the Mgmt For For
Company-Corporate Name
E.2 Amendment to Article 8 of the Bylaws of the Mgmt For For
Company - Rights attached to each share
E.3 Amendment to Article 22 of the Bylaws of Mgmt For For
the Company - Corporate financial
statements
O.4 Approval of the annual corporate financial Mgmt For For
statements for the financial year 2012
O.5 Approval of the consolidated financial Mgmt For For
statements for the financial year 2012
O.6 Allocation of income and distribution of Mgmt For For
the dividend
O.7 Renewal of term of Mr. Francois Jean-Henri Mgmt For For
Pinault as Director
O.8 Renewal of term of Mr. Baudouin Prot as Mgmt For For
Director
O.9 Renewal of term of Mrs. Patricia Barbizet Mgmt For For
as Director
O.10 Renewal of term of Mr. Jean-Francois Palus Mgmt For For
as Director
O.11 Agreements pursuant to Articles L.225-38 et Mgmt For For
seq. of the Commercial Code
O.12 Commitment pursuant to Articles L.225-38 Mgmt For For
and L.225-42-1 of the Commercial Code
regarding Mr. Jean-Francois Palus
O.13 Authorization granted to the Board of Mgmt For For
Directors for an 18-month period to allow
the Company to trade its own shares
E.14 Authorization to reduce capital by Mgmt For For
cancellation of shares
E.15 Delegation of authority for a 26-month Mgmt For For
period to be granted to issue shares or
other securities with preferential
subscription rights
E.16 Delegation of authority for a 26-month Mgmt For For
period to increase share capital by
incorporation of reserves, profits or
premiums
E.17 Delegation of authority for a 26-month Mgmt For For
period to be granted to issue shares or
other securities with cancellation of
preferential subscription rights through
public offering
E.18 Delegation of authority for a 26-month Mgmt For For
period to be granted to issue shares or
other securities with cancellation of
preferential subscription rights through
private placement
E.19 Authorization to set the issue price of Mgmt For For
shares and/or securities giving access to
capital under certain conditions, up to the
limit of 10% of capital per year in case of
a capital increase by issuing shares-with
cancellation of preferential subscription
rights
E.20 Authorization to increase the number of Mgmt For For
shares or securities to be issued in case
of capital increase with or without
preferential subscription rights
E.21 Authorization to increase share capital, in Mgmt For For
consideration for in-kind contributions
comprised of equity securities or
securities giving access to capital up to a
limit of 10% of capital
E.22 Authorization to increase share capital by Mgmt For For
issuing shares or other securities giving
access to capital with cancellation of
preferential subscription rights reserved
for employees and former employees who are
members of a savings plan
E.23 Authorization granted to the Board of Mgmt For For
Directors to carry out free allocations of
shares existing and/or to be issued to
employees and corporate officers, carrying
waiver by shareholders of their
preferential subscription rights
OE.24 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PRICELINE.COM INCORPORATED Agenda Number: 933805080
--------------------------------------------------------------------------------------------------------------------------
Security: 741503403
Meeting Type: Annual
Meeting Date: 06-Jun-2013
Ticker: PCLN
ISIN: US7415034039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
TIM ARMSTRONG Mgmt For For
HOWARD W. BARKER, JR. Mgmt For For
JEFFERY H. BOYD Mgmt For For
JAN L. DOCTER Mgmt For For
JEFFREY E. EPSTEIN Mgmt For For
JAMES M. GUYETTE Mgmt For For
NANCY B. PERETSMAN Mgmt For For
THOMAS E. ROTHMAN Mgmt For For
CRAIG W. RYDIN Mgmt For For
2. TO RATIFY THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2013.
3. TO APPROVE ON AN ADVISORY BASIS THE Mgmt For For
COMPENSATION PAID BY THE COMPANY TO ITS
NAMED EXECUTIVE OFFICERS.
4. TO APPROVE AN AMENDMENT TO THE COMPANY'S Mgmt For For
1999 OMNIBUS PLAN TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR ISSUANCE UNDER THE
PLAN BY 2,400,000 SHARES AND CERTAIN OTHER
AMENDMENTS TO THE PLAN.
5. TO CONSIDER AND VOTE UPON A NON-BINDING Shr For Against
STOCKHOLDER PROPOSAL REQUESTING THAT THE
COMPANY'S BOARD OF DIRECTORS ADOPT A POLICY
LIMITING THE ACCELERATION OF VESTING OF
EQUITY AWARDS GRANTED TO SENIOR EXECUTIVES
IN THE EVENT OF A CHANGE IN CONTROL OF THE
COMPANY.
--------------------------------------------------------------------------------------------------------------------------
PRINCIPAL FINANCIAL GROUP, INC. Agenda Number: 933781622
--------------------------------------------------------------------------------------------------------------------------
Security: 74251V102
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: PFG
ISIN: US74251V1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MICHAEL T. DAN Mgmt For For
1B ELECTION OF DIRECTOR: C. DANIEL GELATT Mgmt For For
1C ELECTION OF DIRECTOR: SANDRA L. HELTON Mgmt For For
1D ELECTION OF DIRECTOR: LARRY D. ZIMPLEMAN Mgmt For For
2 ANNUAL ELECTION OF DIRECTORS Mgmt For For
3 ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4 RATIFICATION OF INDEPENDENT AUDITORS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PRUDENTIAL FINANCIAL, INC. Agenda Number: 933771289
--------------------------------------------------------------------------------------------------------------------------
Security: 744320102
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: PRU
ISIN: US7443201022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: THOMAS J. BALTIMORE, Mgmt For For
JR.
1B. ELECTION OF DIRECTOR: GORDON M. BETHUNE Mgmt For For
1C. ELECTION OF DIRECTOR: GASTON CAPERTON Mgmt For For
1D. ELECTION OF DIRECTOR: GILBERT F. CASELLAS Mgmt For For
1E. ELECTION OF DIRECTOR: JAMES G. CULLEN Mgmt For For
1F. ELECTION OF DIRECTOR: WILLIAM H. GRAY III Mgmt For For
1G. ELECTION OF DIRECTOR: MARK B. GRIER Mgmt For For
1H. ELECTION OF DIRECTOR: CONSTANCE J. HORNER Mgmt For For
1I. ELECTION OF DIRECTOR: MARTINA HUND-MEJEAN Mgmt For For
1J. ELECTION OF DIRECTOR: KARL J. KRAPEK Mgmt For For
1K. ELECTION OF DIRECTOR: CHRISTINE A. POON Mgmt For For
1L. ELECTION OF DIRECTOR: JOHN R. STRANGFELD Mgmt For For
1M. ELECTION OF DIRECTOR: JAMES A. UNRUH Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2013.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. SHAREHOLDER PROPOSAL REGARDING WRITTEN Shr Against For
CONSENT.
--------------------------------------------------------------------------------------------------------------------------
PRUDENTIAL PLC, LONDON Agenda Number: 704408978
--------------------------------------------------------------------------------------------------------------------------
Security: G72899100
Meeting Type: AGM
Meeting Date: 16-May-2013
Ticker:
ISIN: GB0007099541
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Directors' Report and the Mgmt For For
Financial Statements
2 To approve the Directors' Remuneration Mgmt For For
Report
3 To declare a final dividend of 20.79 pence Mgmt For For
per ordinary share of the Company
4 To elect Mr Philip Remnant as a director Mgmt For For
5 To re-elect Sir Howard Davies as a director Mgmt For For
6 To re-elect Mr Robert Devey as a director Mgmt For For
7 To re-elect Mr John Foley as a director Mgmt For For
8 To re-elect Mr Michael Garrett as a Mgmt For For
director
9 To re-elect Ms Ann Godbehere as a director Mgmt For For
10 To re-elect Mr Alexander Johnston as a Mgmt For For
director
11 To re-elect Mr Paul Manduca as a director Mgmt For For
12 To re-elect Mr Michael McLintock as a Mgmt For For
director
13 To re-elect Mr Kaikhushru Nargolwala as a Mgmt For For
director
14 To re-elect Mr Nicolaos Nicandrou as a Mgmt For For
director
15 To re-elect Mr Barry Stowe as a director Mgmt For For
16 To re-elect Mr Tidjane Thiam as a director Mgmt For For
17 To re-elect Lord Turnbull as a director Mgmt For For
18 To re-elect Mr Michael Wells as a director Mgmt For For
19 To re-appoint KPMG Audit Plc as auditor Mgmt For For
20 To authorise the directors to determine the Mgmt For For
amount of the auditor's remuneration
21 Renewal of authority to make political Mgmt For For
donations
22 Renewal of authority to allot ordinary Mgmt For For
shares
23 Extension of authority to allot ordinary Mgmt For For
shares to include repurchased shares
24 Adoption of the rules of the Prudential Mgmt For For
2013 Savings-Related Share Option Scheme
25 Adoption of the Prudential Long Term Mgmt For For
Incentive Plan
26 Renewal of authority for disapplication of Mgmt For For
pre-emption rights
27 Renewal of authority for purchase of own Mgmt For For
shares
28 Renewal of authority in respect of notice Mgmt For For
for general meetings
--------------------------------------------------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INC. Agenda Number: 933740195
--------------------------------------------------------------------------------------------------------------------------
Security: 744573106
Meeting Type: Annual
Meeting Date: 16-Apr-2013
Ticker: PEG
ISIN: US7445731067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ALBERT R. GAMPER, JR. Mgmt For For
1B. ELECTION OF DIRECTOR: WILLIAM V. HICKEY Mgmt For For
1C. ELECTION OF DIRECTOR: RALPH IZZO Mgmt For For
1D. ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON Mgmt For For
1E. ELECTION OF DIRECTOR: DAVID LILLEY Mgmt For For
1F. ELECTION OF DIRECTOR: THOMAS A. RENYI Mgmt For For
1G. ELECTION OF DIRECTOR: HAK CHEOL SHIN Mgmt For For
1H. ELECTION OF DIRECTOR: RICHARD J. SWIFT Mgmt For For
1I. ELECTION OF DIRECTOR: SUSAN TOMASKY Mgmt For For
1J. ELECTION OF DIRECTOR: ALFRED W. ZOLLAR Mgmt For For
2. ADVISORY VOTE ON THE APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION.
3. APPROVAL OF AMENDMENT AND RESTATEMENT OF Mgmt For For
2004 LONG-TERM INCENTIVE PLAN.
4. APPROVAL OF AMENDMENT AND RESTATEMENT OF Mgmt For For
EMPLOYEE STOCK PURCHASE PLAN.
5. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT AUDITOR FOR THE
YEAR 2013.
6. STOCKHOLDER PROPOSAL ON SIMPLE MAJORITY Shr For Against
VOTE REQUIREMENT.
--------------------------------------------------------------------------------------------------------------------------
PULTEGROUP, INC. Agenda Number: 933773144
--------------------------------------------------------------------------------------------------------------------------
Security: 745867101
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: PHM
ISIN: US7458671010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
BRIAN P. ANDERSON Mgmt For For
BRYCE BLAIR Mgmt For For
RICHARD J. DUGAS, JR. Mgmt For For
THOMAS FOLLIARD Mgmt For For
CHERYL W. GRISE Mgmt For For
ANDRE J. HAWAUX Mgmt For For
DEBRA J. KELLY-ENNIS Mgmt For For
PATRICK J. O'LEARY Mgmt For For
JAMES J. POSTL Mgmt For For
2. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
3. AN ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
4. APPROVAL OF OUR 2013 SENIOR MANAGEMENT Mgmt For For
INCENTIVE PLAN.
5. APPROVAL OF OUR 2013 STOCK INCENTIVE PLAN. Mgmt For For
6. APPROVAL OF AN AMENDMENT TO EXTEND THE TERM Mgmt For For
OF OUR AMENDED AND RESTATED SECTION 382
RIGHTS AGREEMENT.
7. A SHAREHOLDER PROPOSAL REQUESTING THE Shr For Against
ELECTION OF DIRECTORS BY A MAJORITY, RATHER
THAN PLURALITY, VOTE, IF PROPERLY PRESENTED
AT THE MEETING.
8. A SHAREHOLDER PROPOSAL REGARDING THE USE OF Shr For Against
PERFORMANCE BASED OPTIONS, IF PROPERLY
PRESENTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
QUALCOMM INCORPORATED Agenda Number: 933726397
--------------------------------------------------------------------------------------------------------------------------
Security: 747525103
Meeting Type: Annual
Meeting Date: 05-Mar-2013
Ticker: QCOM
ISIN: US7475251036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: BARBARA T. ALEXANDER Mgmt For For
1B ELECTION OF DIRECTOR: DONALD G. CRUICKSHANK Mgmt For For
1C ELECTION OF DIRECTOR: RAYMOND V. DITTAMORE Mgmt For For
1D ELECTION OF DIRECTOR: SUSAN HOCKFIELD Mgmt For For
1E ELECTION OF DIRECTOR: THOMAS W. HORTON Mgmt For For
1F ELECTION OF DIRECTOR: PAUL E. JACOBS Mgmt For For
1G ELECTION OF DIRECTOR: SHERRY LANSING Mgmt For For
1H ELECTION OF DIRECTOR: DUANE A. NELLES Mgmt For For
1I ELECTION OF DIRECTOR: FRANCISCO ROS Mgmt For For
1J ELECTION OF DIRECTOR: BRENT SCOWCROFT Mgmt For For
1K ELECTION OF DIRECTOR: MARC I. STERN Mgmt For For
02 TO APPROVE THE 2006 LONG-TERM INCENTIVE Mgmt For For
PLAN, AS AMENDED, WHICH INCLUDES AN
INCREASE IN THE SHARE RESERVE BY 90,000,000
SHARES.
03 TO RATIFY THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT PUBLIC ACCOUNTANTS FOR OUR
FISCAL YEAR ENDING SEPTEMBER 29, 2013.
04 ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON COMPANY Agenda Number: 933806967
--------------------------------------------------------------------------------------------------------------------------
Security: 755111507
Meeting Type: Annual
Meeting Date: 30-May-2013
Ticker: RTN
ISIN: US7551115071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES E. CARTWRIGHT Mgmt For For
1B. ELECTION OF DIRECTOR: VERNON E. CLARK Mgmt For For
1C. ELECTION OF DIRECTOR: STEPHEN J. HADLEY Mgmt For For
1D. ELECTION OF DIRECTOR: MICHAEL C. RUETTGERS Mgmt For For
1E. ELECTION OF DIRECTOR: RONALD L. SKATES Mgmt For For
1F. ELECTION OF DIRECTOR: WILLIAM R. SPIVEY Mgmt For For
1G. ELECTION OF DIRECTOR: LINDA G. STUNTZ Mgmt For For
1H. ELECTION OF DIRECTOR: WILLIAM H. SWANSON Mgmt For For
2. ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
3. RATIFICATION OF INDEPENDENT AUDITORS Mgmt For For
4. SHAREHOLDER PROPOSAL REGARDING POLITICAL Shr Against For
EXPENDITURES
5. SHAREHOLDER PROPOSAL REGARDING ACTION BY Shr Against For
WRITTEN CONSENT
6. SHAREHOLDER PROPOSAL REGARDING SUPPLEMENTAL Shr Against For
EXECUTIVE RETIREMENT PLANS
7. SHAREHOLDER PROPOSAL REGARDING ACCELERATED Shr Against For
VESTING OF EQUITY AWARDS UPON A CHANGE IN
CONTROL
--------------------------------------------------------------------------------------------------------------------------
RECKITT BENCKISER GROUP PLC, SLOUGH Agenda Number: 704365813
--------------------------------------------------------------------------------------------------------------------------
Security: G74079107
Meeting Type: AGM
Meeting Date: 02-May-2013
Ticker:
ISIN: GB00B24CGK77
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That the Company's accounts and the reports Mgmt For For
of the Directors and the Auditors for the
year ended 31 December 2012 be received
2 That the Directors' Remuneration Report for Mgmt For For
the year ended 31 December 2012 be approved
3 That the final dividend recommended by the Mgmt For For
Directors of 78p per ordinary share for the
year ended 31 December 2012 be declared
payable and paid on 30 May 2013 to all
Shareholders on the register at the close
of business on 22 February 2013
4 That Adrian Bellamy (member of the Mgmt For For
Nomination and Remuneration Committees) be
re-elected as a Director
5 That Peter Harf (member of the Nomination Mgmt For For
Committee) be re-elected as a Director
6 That Richard Cousins (member of the Mgmt For For
Remuneration Committee) be re-elected as a
Director
7 That Kenneth Hydon (member of the Audit and Mgmt For For
Nomination Committees) be re-elected as a
Director
8 That Rakesh Kapoor (member of the Mgmt For For
Nomination Committee) be re-elected as a
Director
9 That Andre Lacroix (member of the Audit Mgmt For For
Committee) be re-elected as a Director
10 That Graham MacKay (member of the Mgmt For For
Nomination and Remuneration Committees) be
re-elected as a Director
11 That Judith Sprieser (member of the Mgmt For For
Nomination and Remuneration Committees) be
re-elected as a Director
12 That Warren Tucker (member of the Audit Mgmt For For
Committee) be re-elected as a Director
13 That Adrian Hennah, who was appointed to Mgmt For For
the Board since the date of the last AGM,
be elected as a Director
14 That PricewaterhouseCoopers LLP be Mgmt For For
re-appointed Auditors of the Company to
hold office until the conclusion of the
next general meeting at which accounts are
laid before the Company
15 That the Directors be authorised to fix the Mgmt For For
remuneration of the Auditors
16 That in accordance with s366 and s367 of Mgmt For For
the Companies Act 2006 (the 2006 Act) the
Company and any UK registered company which
is or becomes a subsidiary of the Company
during the period to which this resolution
relates be authorised to: a) make political
donations to political parties and/or
independent election candidates up to a
total aggregate amount of GBP 50,000; b)
make political donations to political
organisations other than political parties
up to a total aggregate amount of GBP
50,000; and c) incur political expenditure
up to a total aggregate amount of GBP
50,000 during the period from the date of
this resolution until the conclusion of the
next AGM of the Company in 2014, provided
that the total aggregate amount of all such
donations and expenditure incurred by the
Company and its UK subsidiaries in such
period shall not exceed GBP 50,000. For the
purpose of this resolution, the terms
'political donations', 'political parties',
'independent election candidates',
'political organisations' and 'political
expenditure' have the meanings set out in
s363 to s365 of the 2006 Act
17 That the Directors be generally and Mgmt For For
unconditionally authorised to exercise all
the powers of the Company to allot shares
or grant rights to subscribe for or convert
any security into shares of the Company: a)
up to a nominal amount of GBP 21,000,000
(such amount to be reduced by the nominal
amount allotted or granted under paragraph
(b) below in excess of such sum); and b)
comprising equity securities (as defined in
s560(1) of the 2006 Act) up to a nominal
amount of GBP 47,800,000 (such amount to be
reduced by any allotments or grants made
under paragraph (a) above) in connection
with an offer by way of a rights issue: i)
to Shareholders in proportion (as nearly as
may be practicable) to their existing
holdings; and ii) to holders of other
equity securities as required by the rights
of those securities or as the Directors
otherwise consider necessary, and so that
the Directors may impose any limits or
restrictions and make any arrangements
which it considers necessary or appropriate
to deal with treasury shares, fractional
entitlements, record dates, legal,
regulatory or practical problems in, or
under the laws of, any territory or any
other matter, such authorities to apply
until the end of next year's AGM (or, if
earlier, until the close of business on 30
June 2014), but, in each case, so that the
Company may make offers and enter into
agreements during the relevant period which
would, or might, require shares to be
allotted or rights to subscribe for or
convert securities into shares to be
granted after the authority ends and the
Directors may allot shares or grant rights
to subscribe for or convert securities into
shares under any such offer or agreement as
if the authority had not ended
18 That if resolution 17 is passed, the Mgmt For For
Directors be given power to allot equity
securities (as defined in the 2006 Act) for
cash under the authority given by that
resolution and/or to sell ordinary shares
held by the Company as treasury shares for
cash as if s561 of the 2006 Act did not
apply to any such allotment or sale, such
power to be limited: a) to the allotment of
equity securities and sale of treasury
shares for cash in connection with an offer
of, or invitation to apply for, equity
securities (but in the case of the
authority granted under paragraph (b) of
resolution 17, by way of a rights issue
only): i) to Shareholders in proportion (as
nearly as may be practicable) to their
existing holdings; and ii ) to holders of
other equity securities, as required by the
rights of those securities or, as the
Directors otherwise consider necessary, and
so that the Directors may impose any limits
or restrictions and make any arrangements
which they consider necessary or
appropriate to deal with treasury shares,
fractional entitlements, record dates,
legal, regulatory or practical problems in,
or under the laws of, any territory or any
other matter; and b) in the case of the
authority granted under paragraph (a) of
this resolution and/or in the case of any
transfer of treasury shares which is
treated as an allotment of equity
securities under s560(3) of the 2006 Act,
to the allotment (otherwise than under
paragraph (a) above) of equity securities
up to a nominal amount of GBP 3,500,000
such power to apply until the end of next
year's AGM (or, if earlier, until the close
of business on 30 June 2014) but during
this period the Company may make offers,
and enter into agreements, which would, or
might, require equity securities to be
allotted (and treasury shares to be sold)
after the power ends and the Directors may
allot equity securities under any such
offer or agreement as if the power had not
expired
19 That the Company be and it is hereby Mgmt For For
generally and unconditionally authorised
for the purposes of s701 of the 2006 Act to
make market purchases (within the meaning
of s693(4) of the 2006 Act) of ordinary
shares of 10p each in the capital of the
Company (ordinary shares) provided that: a)
the maximum number of ordinary shares which
may be purchased is 73,000,000 ordinary
shares (representing less than 10% of the
Company's issued ordinary share capital as
at 8 March 2013); b) the maximum price at
which ordinary shares may be purchased is
an amount equal to the higher of (i) 5%
above the average of the middle market
quotations for the ordinary shares as taken
from the London Stock Exchange Daily
Official List for the five business days
preceding the date of purchase; and (ii)
that stipulated by article 5(1) of the EU
Buyback and Stabilisation Regulations 2003
(No. 2273/2003); and the minimum price is
10p per ordinary share, in both cases
exclusive of expenses; c) the authority to
purchase conferred by this resolution shall
expire on the earlier of 30 June 2014 or on
the date of the AGM of the Company in 2014
save that the Company may, before such
expiry, enter into a contract to purchase
ordinary shares under which such purchase
will or may be completed or executed wholly
or partly after the expiration of this
authority and may make a purchase of
ordinary shares in pursuance of any such
contract; and d) all ordinary shares
purchased pursuant to the said authority
shall be either: i) cancelled immediately
upon completion of the purchase; or ii)
held, sold, transferred or otherwise dealt
with as treasury shares in accordance with
the provisions of the 2006 Act
20 That a general meeting other than an AGM Mgmt For For
may be called on not less than 14 clear
days' notice
--------------------------------------------------------------------------------------------------------------------------
RESOLUTION LIMITED, ST. PETER PORT Agenda Number: 704280952
--------------------------------------------------------------------------------------------------------------------------
Security: G7521S122
Meeting Type: OGM
Meeting Date: 20-Mar-2013
Ticker:
ISIN: GG00B62W2327
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That the Articles of Incorporation produced Mgmt For For
to the meeting, and initialled by the
chairman of the meeting for the purpose of
identification, be adopted as the new
Articles of Incorporation in substitution
for, and to the exclusion of, the existing
Articles of Incorporation
--------------------------------------------------------------------------------------------------------------------------
RESOLUTION LIMITED, ST. PETER PORT Agenda Number: 704423160
--------------------------------------------------------------------------------------------------------------------------
Security: G7521S122
Meeting Type: AGM
Meeting Date: 16-May-2013
Ticker:
ISIN: GG00B62W2327
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Directors' Report and Mgmt For For
Accounts for the financial year ended 31
December 2012 together with the report of
the auditors of the Company
2 To approve the Directors' Remuneration Mgmt For For
Report for the financial year ended 31
December 2012
3 To re-appoint Ernst & Young LLP as auditors Mgmt For For
of the Company until the conclusion of the
next Annual General Meeting of the Company
4 To authorise the Board to determine the Mgmt For For
remuneration of the auditors of the Company
for 2013
5 To elect David Allvey as a Director of the Mgmt For For
Company
6 To elect Andy Briggs as a Director of the Mgmt For For
Company
7 To re-elect Mel Carvill as a Director of Mgmt For For
the Company
8 To elect Clive Cowdery as a Director of the Mgmt For For
Company
9 To elect Peter Gibbs as a Director of the Mgmt For For
Company
10 To re-elect Phil Hodkinson as a Director of Mgmt For For
the Company
11 To elect Nick Lyons as a Director of the Mgmt For For
Company
12 To elect Robin Phipps as a Director of the Mgmt For For
Company
13 To elect Belinda Richards as a Director of Mgmt For For
the Company
14 To elect Karl Sternberg as a Director of Mgmt For For
the Company
15 To elect John Tiner as a Director of the Mgmt For For
Company
16 To elect Tim Tookey as a Director of the Mgmt For For
Company
17 To re-elect Tim Wade as a Director of the Mgmt For For
company
18 To elect Sir Malcolm Williamson as a Mgmt For For
Director of the Company
19 To declare a final dividend of 14.09p per Mgmt For For
share on the ordinary shares of the Company
20 To authorise the Board to issue ordinary Mgmt For For
shares in accordance with Article 4.12 of
the Articles of Incorporation of the
Company
21 To amend the Friends Life Group plc Mgmt For For
Deferred Share Award Plan 2010 (the 'DSAP')
22 To authorise the Remuneration Committee of Mgmt For For
the Board to establish International share
plans based on the DSAP
23 To amend the Friends Life Group plc Long Mgmt For For
Term Incentive Plan ("LTIP")
24 To approve the Resolution Limited Sharesave Mgmt For For
Plan 2013 (the "Sharesave Plan")
25 To authorise the Remuneration Committee of Mgmt For For
the Board to establish International share
plans based on the Sharesave Plan
26 To authorise the Board to dis-apply Mgmt For For
pre-emption rights in accordance with
Article 4.12 of the Articles of
Incorporation of the Company
27 To authorise the Board to make market Mgmt For For
acquisitions of ordinary shares
28 To approve amendments to the Articles of Mgmt For For
Incorporation of the Company
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION OF TEXT IN RESOLUTION 15. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
RICOH COMPANY,LTD. Agenda Number: 704573814
--------------------------------------------------------------------------------------------------------------------------
Security: J64683105
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3973400009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
RIO TINTO PLC, LONDON Agenda Number: 704326998
--------------------------------------------------------------------------------------------------------------------------
Security: G75754104
Meeting Type: AGM
Meeting Date: 18-Apr-2013
Ticker:
ISIN: GB0007188757
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of the 2012 Annual report Mgmt For For
2 Approval of the Remuneration report Mgmt For For
3 To re-elect Robert Brown as a director Mgmt For For
4 To re-elect Vivienne Cox as a director Mgmt For For
5 To re-elect Jan du Plessis as a director Mgmt For For
6 To re-elect Guy Elliott as a director Mgmt For For
7 To re-elect Michael Fitzpatrick as a Mgmt For For
director
8 To re-elect Ann Godbehere as a director Mgmt For For
9 To re-elect Richard Goodmanson as a Mgmt For For
director
10 To re-elect Lord Kerr as a director Mgmt For For
11 To re-elect Chris Lynch as a director Mgmt For For
12 To re-elect Paul Tellier as a director Mgmt For For
13 To re-elect John Varley as a director Mgmt For For
14 To re-elect Sam Walsh as a director Mgmt For For
15 Re-appointment of auditors: To re-appoint Mgmt For For
PricewaterhouseCoopers LLP as auditors of
the Company to hold office until the
conclusion of the next annual general
meeting at which accounts are laid before
the Company
16 Remuneration of auditors Mgmt For For
17 Approval of the Performance Share Plan 2013 Mgmt For For
18 General authority to allot shares Mgmt For For
19 Disapplication of pre-emption rights Mgmt For For
20 Authority to purchase Rio Tinto plc shares Mgmt For For
21 Notice period for general meetings other Mgmt For For
than annual general meetings
--------------------------------------------------------------------------------------------------------------------------
RIVERBED TECHNOLOGY, INC. Agenda Number: 933782674
--------------------------------------------------------------------------------------------------------------------------
Security: 768573107
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: RVBD
ISIN: US7685731074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: MARK A. FLOYD Mgmt For For
1.2 ELECTION OF DIRECTOR: CHRISTOPHER J. Mgmt For For
SCHAEPE
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF RIVERBED TECHNOLOGY,
INC. FOR ITS FISCAL YEAR ENDING DECEMBER
31, 2013.
3. TO APPROVE, ON A NON-BINDING ADVISORY Mgmt For For
BASIS, THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS AS DESCRIBED IN THE
PROXY STATEMENT.
4. TO APPROVE AN AMENDMENT TO OUR 2006 Mgmt For For
EMPLOYEE STOCK PURCHASE PLAN (THE "ESPP")
TO INCREASE THE NUMBER OF AUTHORIZED SHARES
AVAILABLE FOR GRANT UNDER THE ESPP.
--------------------------------------------------------------------------------------------------------------------------
ROBERT HALF INTERNATIONAL INC. Agenda Number: 933801931
--------------------------------------------------------------------------------------------------------------------------
Security: 770323103
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: RHI
ISIN: US7703231032
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ANDREW S. BERWICK, JR. Mgmt For For
HAROLD M. MESSMER, JR. Mgmt For For
BARBARA J. NOVOGRADAC Mgmt For For
ROBERT J. PACE Mgmt For For
FREDERICK A. RICHMAN Mgmt For For
M. KEITH WADDELL Mgmt For For
2. RATIFICATION OF APPOINTMENT OF AUDITOR. Mgmt For For
3. PROPOSAL REGARDING ANNUAL PERFORMANCE BONUS Mgmt For For
PLAN.
4. PROPOSAL REGARDING STOCK INCENTIVE PLAN. Mgmt For For
5. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
ROCHE HOLDING AG, BASEL Agenda Number: 704258537
--------------------------------------------------------------------------------------------------------------------------
Security: H69293217
Meeting Type: AGM
Meeting Date: 05-Mar-2013
Ticker:
ISIN: CH0012032048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THESE SHARES HAVE NO Non-Voting
VOTING RIGHTS, SHOULD YOU WISH TO ATTEND
THE MEETING PERSONALLY, YOU MAY APPLY FOR
AN ENTRANCE CARD BY CONTACTING YOUR CLIENT
REPRESENTATIVE. THANK YOU
1.1 Accept Financial Statements and Statutory Non-Voting
Reports
1.2 Approve Remuneration Report Non-Voting
2 Approve Discharge of Board and Senior Non-Voting
Management
3 Approve Allocation of Income and Dividends Non-Voting
of CHF 7.35 per Share and Non-Voting Equity
Security
4.1 Re-elect Andreas Oeri as Director Non-Voting
4.2 Re-elect Pius Baschera as Director Non-Voting
4.3 Re-elect Paul Bulcke as Director Non-Voting
4.4 Re-elect William Burns as Director Non-Voting
4.5 Re-elect Christoph Franz as Director Non-Voting
4.6 Re-elect De Anne Julius as Director Non-Voting
4.7 Re-elect Arthur Levinson as Director Non-Voting
4.8 Re-elect Peter Voser as Director Non-Voting
4.9 Re-elect Beatrice Weder di Mauro as Non-Voting
Director
4.10 Elect Severin Schwan as Director Non-Voting
5 Ratify KPMG Ltd. as Auditors Non-Voting
--------------------------------------------------------------------------------------------------------------------------
ROCKWELL COLLINS, INC. Agenda Number: 933719708
--------------------------------------------------------------------------------------------------------------------------
Security: 774341101
Meeting Type: Annual
Meeting Date: 07-Feb-2013
Ticker: COL
ISIN: US7743411016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
J.A. EDWARDSON Mgmt For For
A.J. POLICANO Mgmt For For
J.L. TURNER Mgmt For For
2. TO CONSIDER AND VOTE ON A NON-BINDING Mgmt For For
RESOLUTION TO APPROVE THE COMPENSATION OF
EXECUTIVE OFFICERS AND RELATED DISCLOSURES.
3. FOR THE SELECTION OF DELOITTE & TOUCHE LLP Mgmt For For
AS OUR AUDITORS FOR FISCAL YEAR 2013.
4. TO CONSIDER AND VOTE TO APPROVE THE 2013 Mgmt For For
EMPLOYEE STOCK PURCHASE PLAN.
5. TO CONSIDER AND VOTE UPON THE NON-BINDING Shr For
SHAREOWNER PROPOSAL TO REPEAL OUR
CLASSIFIED BOARD OF DIRECTORS STRUCTURE.
--------------------------------------------------------------------------------------------------------------------------
ROLLS-ROYCE HOLDINGS PLC, LONDON Agenda Number: 704332701
--------------------------------------------------------------------------------------------------------------------------
Security: G76225104
Meeting Type: AGM
Meeting Date: 02-May-2013
Ticker:
ISIN: GB00B63H8491
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That the directors' report and the audited Mgmt For For
financial statements for the year ended 31
December 2012 be received
2 That the directors' remuneration report for Mgmt For For
the year ended 31 December 2012 be approved
3 That Ian Davis be elected as a director of Mgmt For For
the Company
4 That Jasmin Staiblin be elected as a Mgmt For For
director of the Company
5 That John Rishton be re-elected as a Mgmt For For
director of the Company
6 That Dame Helen Alexander be re-elected as Mgmt For For
a director of the Company
7 That Lewis Booth CBE be re-elected as a Mgmt For For
director of the Company
8 That Sir Frank Chapman be re-elected as a Mgmt For For
director of the Company
9 That Iain Conn be re-elected as a director Mgmt For For
of the Company
10 That James Guyette be re-elected as a Mgmt For For
director of the Company
11 That John McAdam be re-elected as a Mgmt For For
director of the Company
12 That Mark Morris be re-elected as a Mgmt For For
director of the Company
13 That John Neill CBE be re-elected as a Mgmt For For
director of the Company
14 That Colin Smith CBE be re-elected as a Mgmt For For
director of the Company
15 That KPMG Audit Plc be reappointed as the Mgmt For For
Company's auditor to hold office until the
conclusion of the next general meeting at
which financial statements are laid before
the Company
16 That the directors be authorised to agree Mgmt For For
the auditor's remuneration
17 That, the directors be and are hereby Mgmt For For
authorised: a)on one or more occasions, to
capitalise such sums as they may determine
from time to time but not exceeding the
aggregate nominal sum of GBP 500 million
standing to the credit of the Company's
merger reserve, capital redemption reserve
and/or such other reserves as the Company
may legally use in paying up in full at
par, up to 500 billion non-cumulative
redeemable preference shares in the capital
of the Company with a nominal value of 0.1
pence each (C Shares) from time to time
having the rights and being subject to the
restrictions contained in the Articles of
Association (the Articles) of the Company
from time to time or any other terms and
conditions approved by the directors from
time to time; b) pursuant to Section 551 of
the Companies Act 2006 (the Act), to CONTD
CONT CONTD exercise all powers of the Company to Non-Voting
allot and issue C Shares credited as fully
paid up to an aggregate nominal amount of
GBP 500 million to the holders of ordinary
shares of 20 pence each in the capital of
the Company on the register of members of
the Company on any dates determined by the
directors from time to time and on the
basis of the number of C Shares for every
ordinary share held as may be determined by
the directors from time to time; and
provided that the authority conferred by
this resolution shall expire at the end of
the 2014 AGM of the Company or 15 months
after the date on which this resolution is
passed (whichever is the earlier) and so
that such authority shall be additional to,
and without prejudice to, the unexercised
portion of any other authorities and powers
granted to the directors, and CONTD
CONT CONTD any resolution passed prior to the Non-Voting
date of passing of this resolution; and c)
to do all acts and things they may consider
necessary or desirable to give effect to
this resolution and to satisfy any
entitlement to C Shares howsoever arising
18 That the Company and any company which is Mgmt For For
or becomes a subsidiary of the Company
during the period to which this resolution
is effective be and is hereby authorised
to: a)make donations to political parties
and/or independent election candidates; b)
make donations to political organisations
other than political parties; and c) incur
political expenditure during the period
commencing on the date of this resolution
and ending on the date of the 2014 AGM or
15 months after the date on which this
resolution is passed (whichever is the
earlier), provided that in each case any
such donations and expenditure made by the
Company or by any such subsidiary shall not
exceed GBP 25,000 per company and the
aggregate of those made by the Company and
any such subsidiary shall not exceed GBP
50,000. For the purposes of this
resolution, CONTD
CONT CONTD the terms 'political donation', Non-Voting
'political parties', 'independent election
candidates', 'political organisation' and
'political expenditure' have the meanings
given by Part 14 of the Act
19 That: a) the first Section 551 amount as Mgmt For For
defined in article 12 of the Articles shall
be GBP 124,821,118; and b)the second
Section 551 amount as defined in article 12
of the Articles shall be GBP 249,642,235;
and c) the prescribed period as defined in
article 12 of the Articles for which the
authorities conferred by this resolution
are given shall be a period expiring
(unless previously renewed, varied or
revoked by the Company in general meeting)
at the end of the 2014 AGM of the Company
or 15 months after the date on which this
resolution is passed (whichever is the
earlier)
20 That, subject to the passing of Resolution Mgmt For For
19, the Section 561 amount as defined in
article 12 of the Articles shall be GBP
18,723,167 and the prescribed period for
which the authority conferred by this
resolution is given shall be a period
expiring (unless previously renewed, varied
or revoked by the Company in general
meeting) at the end of the 2014 AGM of the
Company or 15 months after the date on
which this resolution is passed (whichever
is the earlier)
21 That the Company be and is hereby generally Mgmt For For
and unconditionally authorised to make
market purchases (within the meaning of
Section 693(4) of the Act) of its ordinary
shares, subject to the following
conditions: a)the maximum aggregate number
of ordinary shares authorised to be
purchased is 187,231,677; b)the minimum
price (exclusive of expenses) which may be
paid for an ordinary share is 20 pence
(being the nominal value of an ordinary
share); c) the maximum price (exclusive of
expenses) which may be paid for each
ordinary share is the higher of: i) an
amount equal to 105 per cent of the average
of the middle market quotations for the
ordinary shares as derived from the London
Stock Exchange Daily Official List for the
five business days immediately preceding
the day on which an ordinary share is
contracted to be CONTD
CONT CONTD purchased; and ii) an amount equal to Non-Voting
the higher of the price of the last
independent trade of an ordinary share and
the highest current independent bid for an
ordinary share as derived from the London
Stock Exchange Trading System; d)this
authority shall expire at the end of the
2014 AGM of the Company or 15 months from
the date of this resolution (whichever is
the earlier); and e) a contract to purchase
shares under this authority may be made
prior to the expiry of this authority, and
concluded, in whole or in part, after the
expiry of this authority
22 That with immediate effect, the amended Mgmt For For
Articles of Association of the Company
produced to the meeting and initialed by
the Chairman for the purpose of
identification (the New Articles) be
approved and adopted as the Articles of
Association of the Company, in substitution
for the existing Articles of Association
(the Existing Articles)
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION OF TEXT IN RESOLUTION NO 9. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC, LONDON Agenda Number: 704450535
--------------------------------------------------------------------------------------------------------------------------
Security: G7690A100
Meeting Type: AGM
Meeting Date: 21-May-2013
Ticker:
ISIN: GB00B03MLX29
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Adoption of Annual Report and Accounts Mgmt For For
2 Approval of Remuneration Report Mgmt For For
3 Re-appointment of Josef Ackermann as a Mgmt For For
Director of the Company
4 Re-appointment of Guy Elliott as a Director Mgmt For For
of the Company
5 Re-appointment of Simon Henry as a Director Mgmt For For
of the Company
6 Re-appointment of Charles O Holliday as a Mgmt For For
Director of the Company
7 Re-appointment of Gerard Kleisterlee as a Mgmt For For
Director of the Company
8 Re-appointment of Jorma Ollila as a Mgmt For For
Director of the Company
9 Re-appointment of Sir Nigel Sheinwald as a Mgmt For For
Director of the Company
10 Re-appointment of Linda G Stuntz as a Mgmt For For
Director of the Company
11 Re-appointment of Peter Voser as a Director Mgmt For For
of the Company
12 Re-appointment of Hans Wijers as a Director Mgmt For For
of the Company
13 Re-appointment of Gerrit Zalm as a Director Mgmt For For
of the Company
14 Re-appointment of Auditors: Mgmt For For
PricewaterhouseCoopers LLP
15 Remuneration of Auditors Mgmt For For
16 Authority to allot shares Mgmt For For
17 Disapplication of pre-emption rights Mgmt For For
18 Authority to purchase own shares Mgmt For For
19 Authority for certain donations and Mgmt For For
expenditure
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF AUDITOR NAME AND CHANGE IN
MEETING TIME FROM 0900HRS TO 10.00HRS. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC, LONDON Agenda Number: 704450547
--------------------------------------------------------------------------------------------------------------------------
Security: G7690A118
Meeting Type: AGM
Meeting Date: 21-May-2013
Ticker:
ISIN: GB00B03MM408
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Adoption of Annual Report and Accounts Mgmt For For
2 Approval of Remuneration Report Mgmt For For
3 Re-appointment of Josef Ackermann as a Mgmt For For
Director of the Company
4 Re-appointment of Guy Elliott as a Director Mgmt For For
of the Company
5 Re-appointment of Simon Henry as a Director Mgmt For For
of the Company
6 Re-appointment of Charles O Holliday as a Mgmt For For
Director of the Company
7 Re-appointment of Gerard Kleisterlee as a Mgmt For For
Director of the Company
8 Re-appointment of Jorma Ollila as a Mgmt For For
Director of the Company
9 Re-appointment of Sir Nigel Sheinwald as a Mgmt For For
Director of the Company
10 Re-appointment of Linda G Stuntz as a Mgmt For For
Director of the Company
11 Re-appointment of Peter Voser as a Director Mgmt For For
of the Company
12 Re-appointment of Hans Wijers as a Director Mgmt For For
of the Company
13 Re-appointment of Gerrit Zalm as a Director Mgmt For For
of the Company
14 Re-appointment of Auditors Mgmt For For
15 Remuneration of Auditors Mgmt For For
16 Authority to allot shares Mgmt For For
17 Disapplication of pre-emption rights Mgmt For For
18 Authority to purchase own shares Mgmt For For
19 Authority for certain donations and Mgmt For For
expenditure
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
CHANGE IN MEETING TIME FROM 09:00 TO 10:00.
IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
RYDER SYSTEM, INC. Agenda Number: 933749244
--------------------------------------------------------------------------------------------------------------------------
Security: 783549108
Meeting Type: Annual
Meeting Date: 03-May-2013
Ticker: R
ISIN: US7835491082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR FOR A 3-YEAR TERM OF Mgmt For For
OFFICE EXPIRING AT THE 2016 ANNUAL MEETING:
ROBERT J. ECK
1B. ELECTION OF DIRECTOR FOR A 3-YEAR TERM OF Mgmt For For
OFFICE EXPIRING AT THE 2016 ANNUAL MEETING:
TAMARA L. LUNDGREN
1C. ELECTION OF DIRECTOR FOR A 3-YEAR TERM OF Mgmt For For
OFFICE EXPIRING AT THE 2016 ANNUAL MEETING:
EUGENE A. RENNA
1D. ELECTION OF DIRECTOR FOR A 3-YEAR TERM OF Mgmt For For
OFFICE EXPIRING AT THE 2016 ANNUAL MEETING:
ABBIE J. SMITH
1E. ELECTION OF DIRECTOR FOR A 2-YEAR TERM OF Mgmt For For
OFFICE EXPIRING AT THE 2015 ANNUAL MEETING:
ROBERT E. SANCHEZ
1F. ELECTION OF DIRECTOR FOR A 1-YEAR TERM OF Mgmt For For
OFFICE EXPIRING AT THE 2014 ANNUAL MEETING:
MICHAEL F. HILTON
2. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS INDEPENDENT REGISTERED CERTIFIED PUBLIC
ACCOUNTING FIRM FOR THE 2013 FISCAL YEAR.
3. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
4. APPROVAL OF AN AMENDMENT TO THE ARTICLES OF Mgmt For For
INCORPORATION AND BY-LAWS TO DECLASSIFY THE
BOARD.
5. A SHAREHOLDER PROPOSAL TO ELIMINATE ALL Shr Against For
SUPERMAJORITY VOTE PROVISIONS IN THE
ARTICLES OF INCORPORATION AND BY-LAWS.
--------------------------------------------------------------------------------------------------------------------------
SAGE GROUP PLC Agenda Number: 704227746
--------------------------------------------------------------------------------------------------------------------------
Security: G7771K134
Meeting Type: AGM
Meeting Date: 01-Mar-2013
Ticker:
ISIN: GB0008021650
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and consider the audited Mgmt For For
accounts for the year ended 30 September
2012 together with the reports of the
directors and the auditors
2 To declare a final dividend recommended by Mgmt For For
the directors of 6.67p per ordinary share
for the year ended 30 September 2012 to be
paid on 8 March 2013 to members whose names
appear on the register at the close of
business on 15 February 2013
3 To elect Mr D H Brydon as a director Mgmt For For
4 To re-elect Mr G S Berruyer as a director Mgmt For For
5 To re-elect Mr P S Harrison as a director Mgmt For For
6 To re-elect Ms T Ingram as a director Mgmt For For
7 To re-elect Ms R Markland as a director Mgmt For For
8 To re-elect Mr I Mason as a director Mgmt For For
9 To re-elect Mr M E Rolfe as a director Mgmt For For
10 To re-appoint Messrs PricewaterhouseCoopers Mgmt For For
LLP as auditors to the Company
11 To authorise the directors to determine the Mgmt For For
remuneration of the auditors to the Company
12 To approve the Remuneration report for the Mgmt For For
year ended 30 September 2012
13 That: (a) the directors be authorised to Mgmt For For
allot shares in the Company or grant rights
to subscribe for, or convert any security
into, shares in the Company: (i) in
accordance with article 7 of the Company's
articles of association, up to a maximum
nominal amount of GBP 4,008,667 (such
amount to be reduced by the nominal amount
of any equity securities (as defined in
article 8 of the Company's articles of
association) allotted under paragraph (ii)
below in excess of GBP 4,008,667), and (ii)
comprising equity securities (as defined in
article 8 of the Company's articles of
association) up to a maximum nominal amount
of GBP 8,017,334 (such amount to be reduced
by any shares allotted or rights granted
under paragraph (i) above) in connection
with an offer by way of a rights issue (as
defined in article 8 of the Company's CONTD
CONT CONTD articles of association); (b) this Non-Voting
authority shall expire at the conclusion of
the next annual general meeting of the
Company after the passing of this
resolution, or, if earlier, at the close of
business on 31 March 2014; and (c) all
previous unutilised authorities under
section 551 of the Companies Act 2006 shall
cease to have effect (save to the extent
that the same are exercisable pursuant to
section 551(7) of the Companies Act 2006 by
reason of any offer or agreement made prior
to the date of this resolution which would
or might require shares to be allotted or
rights to be granted on or after that date)
14 That: (a) in accordance with article 8 of Mgmt For For
the Company's articles of association, the
directors be given power to allot equity
securities for cash; (b) the power under
paragraph (a) above (other than in
connection with a rights issue, as defined
in article 8 of the Company's articles of
association) shall be limited to the
allotment of equity securities having a
nominal amount not exceeding in aggregate
GBP 601,902; (c) this authority shall
expire at the conclusion of the next annual
general meeting of the Company after the
passing of this resolution or, if earlier,
at the close of business on 31 March 2014;
and (d) all previous unutilised authorities
under sections 570 and 573 of the Companies
Act 2006 shall cease to have effect
15 That in accordance with the Companies Act Mgmt For For
2006 the Company be and is hereby granted
general and unconditional authority to make
one or more market purchases (within the
meaning of section 693 of the Companies Act
2006) of ordinary shares in the capital of
the Company on such terms and in such
manner as the directors shall determine
provided that: (a) The maximum number of
ordinary shares which may be acquired
pursuant to this authority is 120,380,408
ordinary shares in the capital of the
Company; (b) The minimum price which may be
paid for each such ordinary share is its
nominal value and the maximum price is the
higher of 105% of the average of the middle
market quotations for an ordinary share as
derived from the London Stock Exchange
Daily Official List for the five business
days immediately before the purchase is
CONTD
CONT CONTD made and the amount stipulated by Non-Voting
article 5(1) of the Buy-back and
Stabilisation Regulation 2003 (in each case
exclusive of expenses); (c) This authority
shall expire at the conclusion of the next
annual general meeting of the Company, or,
if earlier, at close of business on 31
March 2014 unless renewed before that time;
and (d) The Company may make a contract or
contracts to purchase ordinary shares under
this authority before its expiry which will
be or may be executed wholly or partly
after expiry of this authority and may make
a purchase of ordinary shares in pursuance
of such contract
16 That a general meeting (other than an Mgmt For For
annual general meeting) may be called on
not less than 14 clear days' notice
17 That the limit on directors' fees set out Mgmt For For
in Article 58 of the Company's articles of
association be and is hereby amended by
ordinary resolution of the Company, as
provided for in the terms of the said
Article 58, from GBP 750,000 to GBP
1,000,000 per annum
--------------------------------------------------------------------------------------------------------------------------
SAGE GROUP PLC, NEWCASTLE UPON TYNE Agenda Number: 704500746
--------------------------------------------------------------------------------------------------------------------------
Security: G7771K134
Meeting Type: OGM
Meeting Date: 03-Jun-2013
Ticker:
ISIN: GB0008021650
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To authorise the Company to undertake a Mgmt For For
consolidation of its entire ordinary share
capital
2 To grant authority for the Company to make Mgmt For For
market purchases
3 To empower the directors to allot shares Mgmt For For
4 To empower the directors to allot equity Mgmt For For
securities for cash
--------------------------------------------------------------------------------------------------------------------------
SANKYO CO.,LTD. Agenda Number: 704595771
--------------------------------------------------------------------------------------------------------------------------
Security: J67844100
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3326410002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SANOFI SA, PARIS Agenda Number: 704317684
--------------------------------------------------------------------------------------------------------------------------
Security: F5548N101
Meeting Type: MIX
Meeting Date: 03-May-2013
Ticker:
ISIN: FR0000120578
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0311/201303111300671.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0412/201304121301265.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year 2012
O.3 Allocation of income and setting the Mgmt For For
dividend
O.4 Appointment of Mrs. Fabienne Lecorvaisier Mgmt For For
as Board member
O.5 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
E.6 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to issue
shares and/or securities giving access to
capital of the Company and/or entitling to
the allotment of debts securities while
maintaining preferential subscription
rights
E.7 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to issue
shares and/or securities giving access to
capital of the Company and/or entitling to
the allotment of debts securities with
cancellation of preferential subscription
rights by public offering
E.8 Authorization to the Board of Directors to Mgmt For For
issue shares or securities giving access to
capital without preferential subscription
rights, in consideration for in-kind
contributions of equity securities or
securities giving access to capital
E.9 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase the
number of issuable securities in case of
capital increase with or without
preferential subscription rights
E.10 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to
increase share capital by incorporation of
reserves, profits, premiums or other
amounts
E.11 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to issue
shares or securities giving access to
capital reserved for members of savings
plans with cancellation of preferential
subscription rights in favor of the latter
E.12 Delegation of authority to be granted to Mgmt For For
the Board of Directors to carry out free
allocations of shares existing or to be
issued without preferential subscription
rights in favor of employees and corporate
officers of the Company or affiliated
companies or groups
E.13 Delegation of authority to be granted to Mgmt For For
the Board of Directors to grant share
subscription or purchase options without
preferential subscription rights
E.14 Delegation to be granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of treasury shares
E.15 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) Agenda Number: 933739382
--------------------------------------------------------------------------------------------------------------------------
Security: 806857108
Meeting Type: Annual
Meeting Date: 10-Apr-2013
Ticker: SLB
ISIN: AN8068571086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PETER L.S. CURRIE Mgmt For For
1B. ELECTION OF DIRECTOR: TONY ISAAC Mgmt For For
1C. ELECTION OF DIRECTOR: K. VAMAN KAMATH Mgmt For For
1D. ELECTION OF DIRECTOR: PAAL KIBSGAARD Mgmt For For
1E. ELECTION OF DIRECTOR: NIKOLAY KUDRYAVTSEV Mgmt For For
1F. ELECTION OF DIRECTOR: ADRIAN LAJOUS Mgmt For For
1G. ELECTION OF DIRECTOR: MICHAEL E. MARKS Mgmt For For
1H. ELECTION OF DIRECTOR: LUBNA S. OLAYAN Mgmt For For
1I. ELECTION OF DIRECTOR: L. RAFAEL REIF Mgmt For For
1J. ELECTION OF DIRECTOR: TORE I. SANDVOLD Mgmt For For
1K. ELECTION OF DIRECTOR: HENRI SEYDOUX Mgmt For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPANY'S EXECUTIVE COMPENSATION.
3. TO APPROVE THE COMPANY'S 2012 FINANCIAL Mgmt For For
STATEMENTS AND DECLARATIONS OF DIVIDENDS.
4. TO APPROVE THE APPOINTMENT OF THE Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
5. TO APPROVE THE ADOPTION OF THE 2013 Mgmt For For
SCHLUMBERGER OMNIBUS INCENTIVE PLAN.
6. TO APPROVE THE ADOPTION OF AN AMENDMENT AND Mgmt For For
RESTATEMENT OF THE SCHLUMBERGER DISCOUNT
STOCK PURCHASE PLAN.
--------------------------------------------------------------------------------------------------------------------------
SCOR SE, PUTEAUX Agenda Number: 704337369
--------------------------------------------------------------------------------------------------------------------------
Security: F15561677
Meeting Type: MIX
Meeting Date: 25-Apr-2013
Ticker:
ISIN: FR0010411983
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0320/201303201300839.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0329/201303291300997.pdf AND
https://balo.journal-officiel.gouv.fr/pdf/2
013/0410/201304101301236.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the reports and corporate Mgmt For For
financial statements for the financial year
ended December 31, 2012
O.2 Allocation of income and setting the Mgmt For For
dividend for the financial year ended
December 31, 2012
O.3 Approval of the reports and consolidated Mgmt For For
financial statements for the financial year
ended December 31, 2012
O.4 Approval of the agreements referred to in Mgmt For For
the special report of the Statutory
Auditors pursuant to Article L.225-86 of
the Commercial Code
O.5 Renewal of term of Mr. Gerard Andreck as Mgmt For For
Board member
O.6 Renewal of term of Mr. Charles Gave as Mgmt For For
Board member
O.7 Appointment of Mr. Thierry Derez as Board Mgmt For For
member
O.8 Appointment of Mrs. Fields Wicker-Miurin as Mgmt For For
Board member
O.9 Appointment of Mrs. Kory Sorenson as Board Mgmt For For
member
O.10 Appointment of Mr. Andreas Brandstetter as Mgmt For For
Board member
O.11 Authorization granted to the Board of Mgmt For For
Directors to trade in Company's shares
O.12 Powers to carry out all legal formalities Mgmt For For
E.13 Delegation of authority granted to the Mgmt For For
Board of Directors to decide on
incorporating reserves, profits or premiums
to capital
E.14 Delegation of authority granted to the Mgmt For For
Board of Directors to decide to issue
shares and/or securities giving access to
capital or entitling to a debt security
while maintaining preferential subscription
rights
E.15 Delegation of authority granted to the Mgmt For For
Board of Directors to decide to issue
shares and/or securities giving access to
capital or entitling to a debt security
with cancellation of preferential
subscription rights by public offering
E.16 Delegation of authority granted to the Mgmt For For
Board of Directors to decide to issue
shares and/or securities giving access to
capital or entitling to a debt security
with cancellation of preferential
subscription rights as part of an offer
pursuant to Article L.411-2, II of the
Monetary and Financial Code
E.17 Delegation of authority granted to the Mgmt For For
Board of Directors to decide to issue
shares and/or securities giving access to
capital of the Company or entitling to a
debt security with cancellation of
preferential subscription rights, in
consideration for securities brought to the
Company in case of any public exchange
offer initiated by the Company
E.18 Delegation of powers granted to the Board Mgmt For For
of Directors to issue shares and/or
securities giving access to capital of the
Company or entitling to a debt security
within the limit of 10% of share capital
without preferential subscription rights,
in consideration for in-kind contributions
granted to the Company and comprised of
equity securities or securities giving
access to capital
E.19 Authorization granted to the Board of Mgmt For For
Directors to increase the number of
issuable securities in case of capital
increase with or without preferential
subscription rights
E.20 Delegation of authority granted to the Mgmt For For
Board of Directors to securities giving
access to capital of the Company with
cancellation of preferential subscription
rights in favor of a category of persons
ensuring the underwriting of equity
securities of the Company
E.21 Authorization granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of treasury shares
E.22 Authorization granted to the Board of Mgmt For For
Directors to grant share subscription
and/or purchase options with cancellation
of preferential subscription rights in
favor of employees and executive corporate
officers
E.23 Authorization granted to the Board of Mgmt For For
Directors to allocate free ordinary shares
of the Company with cancellation of
preferential subscription rights in favor
of employees and executive corporate
officers
E.24 Delegation of authority to the Board of Mgmt For For
Directors to carry out share capital
increase by issuing shares reserved for
members of savings plans with cancellation
of preferential subscription rights in
favor of the latter
E.25 Overall ceiling of capital increases Mgmt For For
E.26 Extending the life of the Company and Mgmt For For
consequential amendment to Article 5 of the
bylaws of the Company
E.27 Changing the expiration rules of Board Mgmt For For
members' terms and consequential amendment
to Article 10-I of the bylaws of the
Company
E.28 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SEALED AIR CORPORATION Agenda Number: 933775275
--------------------------------------------------------------------------------------------------------------------------
Security: 81211K100
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: SEE
ISIN: US81211K1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 ELECTION OF HANK BROWN AS A DIRECTOR. Mgmt No vote
02 ELECTION OF MICHAEL CHU AS A DIRECTOR. Mgmt No vote
03 ELECTION OF LAWRENCE R. CODEY AS A Mgmt No vote
DIRECTOR.
04 ELECTION OF PATRICK DUFF AS A DIRECTOR. Mgmt No vote
05 ELECTION OF WILLIAM V. HICKEY AS A Mgmt No vote
DIRECTOR.
06 ELECTION OF JACQUELINE B. KOSECOFF AS A Mgmt No vote
DIRECTOR.
07 ELECTION OF KENNETH P. MANNING AS A Mgmt No vote
DIRECTOR.
08 ELECTION OF WILLIAM J. MARINO AS A Mgmt No vote
DIRECTOR.
09 ELECTION OF JEROME A. PERIBERE AS A Mgmt No vote
DIRECTOR.
10 ELECTION OF RICHARD L. WAMBOLD AS A Mgmt No vote
DIRECTOR.
11 ELECTION OF JERRY R. WHITAKER AS A Mgmt No vote
DIRECTOR.
12 APPROVAL OF THE AMENDED 2005 CONTINGENT Mgmt No vote
STOCK PLAN OF SEALED AIR CORPORATION.
13 APPROVAL OF THE AMENDED PERFORMANCE-BASED Mgmt No vote
COMPENSATION PROGRAM OF SEALED AIR
CORPORATION.
14 ADVISORY VOTE TO APPROVE OUR EXECUTIVE Mgmt No vote
COMPENSATION.
15 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt No vote
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
SECOM CO.,LTD. Agenda Number: 704573939
--------------------------------------------------------------------------------------------------------------------------
Security: J69972107
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3421800008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Adopt Reduction of Mgmt For For
Liability System for Outside Directors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
4 Appoint a Corporate Auditor Mgmt For For
5 Approve Provision of Retirement Allowance Mgmt Against Against
for Retiring Directors
6 Approve Provision of Retirement Allowance Mgmt Against Against
for Retiring Corporate Auditors
7 Approve Payment of Accrued Benefits Mgmt Against Against
associated with Abolition of Retirement
Benefit System for Current Directors
8 Approve Payment of Accrued Benefits Mgmt Against Against
associated with Abolition of Retirement
Benefit System for Current Corporate
Auditors
--------------------------------------------------------------------------------------------------------------------------
SEKISUI CHEMICAL CO.,LTD. Agenda Number: 704578218
--------------------------------------------------------------------------------------------------------------------------
Security: J70703137
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3419400001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Issuance of Share Acquisition Mgmt For For
Rights as Stock Options
--------------------------------------------------------------------------------------------------------------------------
SEVEN & I HOLDINGS CO.,LTD. Agenda Number: 704468289
--------------------------------------------------------------------------------------------------------------------------
Security: J7165H108
Meeting Type: AGM
Meeting Date: 23-May-2013
Ticker:
ISIN: JP3422950000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
3 Entrusting to the Company's Board of Mgmt For For
Directors determination of the subscription
requirements for the share subscription
rights, as stock options for stock-linked
compensation issued to the executive
officers of the Company, as well as the
directors and executive officers of the
Company's subsidiaries.
--------------------------------------------------------------------------------------------------------------------------
SHIN-ETSU CHEMICAL CO.,LTD. Agenda Number: 704583574
--------------------------------------------------------------------------------------------------------------------------
Security: J72810120
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3371200001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Extension of Anti-Takeover Defense Mgmt Against Against
Measures
--------------------------------------------------------------------------------------------------------------------------
SHINSEI BANK,LIMITED Agenda Number: 704541538
--------------------------------------------------------------------------------------------------------------------------
Security: J7385L103
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3729000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SHOWA DENKO K.K. Agenda Number: 704301516
--------------------------------------------------------------------------------------------------------------------------
Security: J75046136
Meeting Type: AGM
Meeting Date: 27-Mar-2013
Ticker:
ISIN: JP3368000000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SHUTTERFLY, INC. Agenda Number: 933782321
--------------------------------------------------------------------------------------------------------------------------
Security: 82568P304
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: SFLY
ISIN: US82568P3047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ERIC J. KELLER Mgmt For For
1B. ELECTION OF DIRECTOR: NANCY J. SCHOENDORF Mgmt For For
1C. ELECTION OF DIRECTOR: MICHAEL P. ZEISSER Mgmt For For
2. TO APPROVE THE AMENDMENT OF SHUTTERFLY'S Mgmt For For
2006 EQUITY INCENTIVE PLAN SUCH THAT THE
NUMBER OF SHARES AVAILABLE FOR ISSUANCE
THEREUNDER WILL INCREASE BY 1,200,000
SHARES ON JANUARY 1, 2014 AND JANUARY 1,
2015.
3. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF SHUTTERFLY'S NAMED
EXECUTIVE OFFICERS.
4. TO RATIFY THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS SHUTTERFLY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER
31, 2013.
--------------------------------------------------------------------------------------------------------------------------
SIEMENS AG, MUENCHEN Agenda Number: 704206855
--------------------------------------------------------------------------------------------------------------------------
Security: D69671218
Meeting Type: AGM
Meeting Date: 23-Jan-2013
Ticker:
ISIN: DE0007236101
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
This is a general meeting for registered Non-Voting
shares. For German registered shares, the
shares have to be registered within the
company's shareholder book. Depending on
the processing of the local sub custodian
if a client wishes to withdraw its voting
instruction due to intentions to trade/lend
their stock, a Take No Action vote must be
received by the vote deadline as displayed
on ProxyEdge to facilitate de-registration
of shares from the company's shareholder
book. Any Take No Action votes received
after the vote deadline will only be
forwarded and processed on a best effort
basis. Please contact your client services
representative if you require further
information. Thank you.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
08.01.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. To receive and consider the adopted Annual Non-Voting
Financial Statements of Siemens AG and the
approved Consolidated Financial Statements,
together with the Combined Management
Report of Siemens AG and the Siemens Group,
including the Explanatory Report on the
information required pursuant to Section
289 (4) and (5) and Section 315 (4) of the
German Commercial Code (HGB) as of
September 30, 2012, as well as the Report
of the Supervisory Board, the Corporate
Governance Report, the Compensation Report,
and the Compliance Report for fiscal year
2012
2. To resolve on the appropriation of net Mgmt For For
income of Siemens AG to pay a dividend
3. To ratify the acts of the members of the Mgmt For For
Managing Board
4. To ratify the acts of the members of the Mgmt For For
Supervisory Board
5. To resolve on the appointment of Ernst & Mgmt For For
Young GmbH Wirtschaftsprufungsgesellschaft,
Stuttgart as the independent auditors for
the audit of the Annual Financial
Statements and the Consolidated Financial
Statements and for the review of the
Interim Financial Statements
6 A. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Dr. Josef Ackermann
6 B. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Gerd von
Brandenstein
6 C. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Dr. Gerhard Cromme
6 D. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Michael Diekmann
6 E. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Dr. Hans Michael
Gaul
6 F. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Prof. Dr. Peter
Gruss
6 G. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Dr. Nicola
Leibinger-Kammueller
6 H. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Gerard Mestrallet
6 I. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Gueler Sabanci
6 J. To resolve on the election of new member to Mgmt For For
the Supervisory Board: Werner Wenning
7. To resolve on the approval of a settlement Mgmt For For
agreement with a former member of the
Managing Board
8. To resolve on the approval of the Spin-off Mgmt For For
and Transfer Agreement between Siemens AG
and OSRAM Licht AG, Munich, dated November
28, 2012
PLEASE NOTE THAT THE DISCLOSURE OF THE Non-Voting
BENEFICIAL OWNER DATA WILL BE REQUIRED WHEN
EXCEEDING A CERTAIN LIMIT OF SHARE HOLDINGS
OF THE STATUTORY SHARE CAPITAL. THEREFORE
BROADRIDGE WILL BE DISCLOSING THE
BENEFICIAL OWNER DATA FOR ALL VOTED
ACCOUNTS TO THE RESPECTIVE LOCAL SUB
CUSTODIAN. PLEASE NOTE THAT DEPENDING ON
THE PROCESSING OF THE LOCAL SUB CUSTODIAN
BLOCKING MAY APPLY. THE VOTE DEADLINE AS
DISPLAYED ON PROXYEDGE IS SUBJECT TO CHANGE
AND WILL BE UPDATED AS SOON AS BROADRIDGE
HAS OBTAINED ALL LOCAL SUB CUSTODIANS'
CONFIRMATIONS REGARDING THEIR DEADLINE FOR
INSTRUCTIONS. FOR ANY QUERIES PLEASE
CONTACT YOUR CLIENT SERVICES
REPRESENTATIVE. THANK YOU.
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF ADDITIONAL COMMENT AND CHANGE IN
BLOCKING INDICATOR FROM "N" TO "Y". IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
Please be advised that the major German Non-Voting
custodian banks - BNP Paribas, Bank of New
York Mellon, Citi and Deutsche Bank - as
well as Siemens AG should like to clarify
that voted shares are NOT blocked for
trading purposes i.e. they are only
unavailable for settlement. In order to
deliver/settle a voted position before the
17 January 2013 start of business, a voting
instruction cancellation and de-register
request simply needs to be sent to your
Custodian.
--------------------------------------------------------------------------------------------------------------------------
SIMON PROPERTY GROUP, INC. Agenda Number: 933761670
--------------------------------------------------------------------------------------------------------------------------
Security: 828806109
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: SPG
ISIN: US8288061091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MELVYN E. BERGSTEIN Mgmt For For
1B. ELECTION OF DIRECTOR: LARRY C. GLASSCOCK Mgmt For For
1C. ELECTION OF DIRECTOR: KAREN N. HORN, PH.D. Mgmt For For
1D. ELECTION OF DIRECTOR: ALLAN HUBBARD Mgmt For For
1E. ELECTION OF DIRECTOR: REUBEN S. LEIBOWITZ Mgmt For For
1F. ELECTION OF DIRECTOR: DANIEL C. SMITH, Mgmt For For
PH.D.
1G. ELECTION OF DIRECTOR: J. ALBERT SMITH, JR. Mgmt For For
2. ANNUAL ADVISORY VOTE TO APPROVE THE Mgmt For For
COMPANY'S EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
--------------------------------------------------------------------------------------------------------------------------
SIX FLAGS ENTERTAINMENT CORPORATION Agenda Number: 933753990
--------------------------------------------------------------------------------------------------------------------------
Security: 83001A102
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: SIX
ISIN: US83001A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
JOHN W. BAKER Mgmt For For
KURT M. CELLAR Mgmt For For
CHARLES A. KOPPELMAN Mgmt For For
JON L. LUTHER Mgmt For For
USMAN NABI Mgmt For For
STEPHEN D. OWENS Mgmt For For
JAMES REID-ANDERSON Mgmt For For
RICHARD W. ROEDEL Mgmt For For
2 RATIFICATION OF KPMG LLP AS THE COMPANY'S Mgmt For For
INDEPENDENT PUBLIC ACCOUNTING FIRM FOR THE
YEAR ENDING DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
SLM CORPORATION Agenda Number: 933797132
--------------------------------------------------------------------------------------------------------------------------
Security: 78442P106
Meeting Type: Annual
Meeting Date: 30-May-2013
Ticker: SLM
ISIN: US78442P1066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ANN TORRE BATES Mgmt For For
1B. ELECTION OF DIRECTOR: W.M. DIEFENDERFER III Mgmt For For
1C. ELECTION OF DIRECTOR: DIANE SUITT GILLELAND Mgmt For For
1D. ELECTION OF DIRECTOR: EARL A. GOODE Mgmt For For
1E. ELECTION OF DIRECTOR: RONALD F. HUNT Mgmt For For
1F. ELECTION OF DIRECTOR: ALBERT L. LORD Mgmt For For
1G. ELECTION OF DIRECTOR: BARRY A. MUNITZ Mgmt For For
1H. ELECTION OF DIRECTOR: HOWARD H. NEWMAN Mgmt For For
1I. ELECTION OF DIRECTOR: FRANK C. PULEO Mgmt For For
1J. ELECTION OF DIRECTOR: WOLFGANG SCHOELLKOPF Mgmt For For
1K. ELECTION OF DIRECTOR: STEVEN L. SHAPIRO Mgmt For For
1L. ELECTION OF DIRECTOR: ANTHONY P. Mgmt For For
TERRACCIANO
1M. ELECTION OF DIRECTOR: BARRY L. WILLIAMS Mgmt For For
2. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
4. STOCKHOLDER PROPOSAL REGARDING DISCLOSURE Shr Against For
OF LOBBYING EXPENDITURES AND CONTRIBUTIONS.
--------------------------------------------------------------------------------------------------------------------------
SMC CORPORATION Agenda Number: 704578345
--------------------------------------------------------------------------------------------------------------------------
Security: J75734103
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3162600005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
3 Approve Provision of Retirement Allowance Mgmt Against Against
for Retiring Directors
--------------------------------------------------------------------------------------------------------------------------
SNAM S.P.A., SAN DONATO MILANESE Agenda Number: 703949911
--------------------------------------------------------------------------------------------------------------------------
Security: T8578L107
Meeting Type: EGM
Meeting Date: 30-Jul-2012
Ticker:
ISIN: IT0003153415
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_134772.PDF
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 31 JUL 2012 (AND A THIRD CALL ON 01
AUG 2012). CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED. THANK
YOU.
1 Proposal to withdraw own shares with Mgmt For For
previous cancellation of their par value.
Amendments to art. 5.1 of the company
by-laws
--------------------------------------------------------------------------------------------------------------------------
SNAM S.P.A., SAN DONATO MILANESE Agenda Number: 704293935
--------------------------------------------------------------------------------------------------------------------------
Security: T8578L107
Meeting Type: MIX
Meeting Date: 25-Mar-2013
Ticker:
ISIN: IT0003153415
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 160559 DUE TO RECEIPT OF SLATES
FOR DIRECTOR AND AUDITORS NAMES. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 26 MAR 2013 (AND A THIRD CALL ON 27
MAR 2013 ONLY FOR EGM). CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_154269.PDF
E.1 Amendments of Articles 2, 5, 6 and 17 of Mgmt No vote
the Bylaws
E.2 Amendments of Articles 9 and 12 of the Mgmt No vote
Bylaws
E.3 Amendments of Articles 13, 16, and 20 of Mgmt No vote
the Bylaws
O.1 Separate financial statements of Snam Mgmt No vote
S.p.A. as at 31 December 2012. Consolidated
financial statements as at 31 December
2012. Reports from the Directors, the Board
of Statutory Auditors and the External
Auditors. Related resolutions
O.2 Allocation of the period profits and Mgmt No vote
dividend distribution
O.3 Compensation policy pursuant to Article Mgmt No vote
123-ter of Legislative Decree No. 58 of 24
February 1998
O.4 Determination of the number of members of Mgmt No vote
the Board of Directors
O.5 Determination of the term of office of the Mgmt No vote
Directors
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS DIRECTORS, THERE IS
ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE
MEETING. THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 1
SLATE OF THE 2 SLATES. THANK YOU.
O.6.1 Appointment of the Directors: List Shr No vote
presented by CDP RETI SRL representing 30%
of company stock capital: 1. Lorenzo Bini
Smaghi 2. Calro Malacarne 3.Roberta Melfa
4.Andrea Novelli 5. Alberto Clo'
(Independent) 6. Pia Saraceno (Independent)
O.6.2 Appointment of the Directors: List Shr No vote
presented by Aletti Gestielle SGR S.p.A;
Anima SGR S.p.A.; APG Algemene Pensioen
Groep NV; Arca SGR S.p.A.; BNP Paribas
Investment Partners SGR S.p.A.; Ersel Asset
Management SGR S.p.A; Eurizon Capital SGR
S.p.A.; Eurizon Capital SA; Fideuram
Investimenti SGR S.p.A; Fideuram Gestions
SA; Interfund Sicav; Mediolanum Gestioni
Fondi SGR S.p.A.; Mediolanum International
Funds Limited; Pioneer Asset Management SA;
Pioneer Investment Management SGRp.A.
representing 1.055% of company stock
capital: 1. Elisabetta Olivieri
(Independent) 2. Sabrina Bruno
(Independent) 3. Francesco Gori
(Independent)
O.7 Appointment of the Chairman of the Board of Mgmt No vote
Directors
O.8 Determination of the remuneration of the Mgmt No vote
Directors
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS AUDITORS, THERE IS
ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE
MEETING. THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 1
SLATE OF THE 2 SLATES. THANK YOU.
O.9.1 PLEASE NOTE THAT THIS RESOLUTION IS A Shr No vote
SHAREHOLDER PROPOSAL: Appointment of the
Statutory Auditors: List presented by CDP
RETI SRL representing 30% of company stock
capital: Effective Auditors 1. Leo Amato 2.
Stefania Chiaruttini Alternate Auditor 1.
Maria Gimigliano
O.9.2 PLEASE NOTE THAT THIS RESOLUTION IS A Shr No vote
SHAREHOLDER PROPOSAL: Appointment of the
Statutory Auditors: List presented by
Aletti Gestielle SGR S.p.A; Anima SGR
S.p.A.; APG Algemene Pensioen Groep NV;
Arca SGR S.p.A.; BNP Paribas Investment
Partners SGR S.p.A.; Ersel Asset Management
SGR S.p.A; Eurizon Capital SGR S.p.A.;
Eurizon Capital SA; Fideuram Investimenti
SGR S.p.A; Fideuram Gestions SA; Interfund
Sicav; Mediolanum Gestioni Fondi SGR
S.p.A.; Mediolanum International Funds
Limited; Pioneer Asset Management SA;
Pioneer Investment Management SGRp.A.
representing 1.055% of company stock
capital: Effective Auditors 1.Massimo Gatto
Alternate Auditor 1. Luigi Rinaldi
O.10 Appointment of the Chairman of the Board of Mgmt No vote
Statutory Auditors
O.11 Determination of the remuneration of the Mgmt No vote
Chairman of the Board of Statutory Auditors
and of the effective auditors
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RES. O.9.2. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
SNAP-ON INCORPORATED Agenda Number: 933747694
--------------------------------------------------------------------------------------------------------------------------
Security: 833034101
Meeting Type: Annual
Meeting Date: 25-Apr-2013
Ticker: SNA
ISIN: US8330341012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: JOHN F. FIEDLER Mgmt For For
1.2 ELECTION OF DIRECTOR: JAMES P. HOLDEN Mgmt For For
1.3 ELECTION OF DIRECTOR: W. DUDLEY LEHMAN Mgmt For For
1.4 ELECTION OF DIRECTOR: EDWARD H. RENSI Mgmt For For
2. PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt For For
DELOITTE & TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2013.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF SNAP-ON INCORPORATED'S NAMED EXECUTIVE
OFFICERS, AS DISCLOSED IN "COMPENSATION
DISCUSSION AND ANALYSIS" AND "EXECUTIVE
COMPENSATION INFORMATION" IN THE PROXY
STATEMENT.
4. PROPOSAL TO AMEND THE COMPANY'S AMENDED AND Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
ALLOW DECLASSIFICATION OF THE BOARD OF
DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
SOFTBANK CORP. Agenda Number: 704573903
--------------------------------------------------------------------------------------------------------------------------
Security: J75963108
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3436100006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Streamline Business Mgmt For For
Lines
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
4.4 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SOLVAY SA, BRUXELLES Agenda Number: 704424908
--------------------------------------------------------------------------------------------------------------------------
Security: B82095116
Meeting Type: OGM
Meeting Date: 14-May-2013
Ticker:
ISIN: BE0003470755
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
1 Management Report on operations for 2012 Non-Voting
including the Declaration of Corporate
Governance and External Auditor's Report.
The Board of Directors drew up a management
report on operations for the year
2012-including the Declaration of Corporate
Governance, in which all legally required
elements are addressed. The Board reviewed
the External Auditor's report and issued no
special comments in that regard
2 Approval of compensation report. It is Mgmt For For
proposed to approve the compensation report
found in chapter 6 of the Declaration of
Corporate Governance
3 Consolidated accounts from 2012 - External Non-Voting
Audit Report on the consolidated accounts.
The consolidated accounts from 2012 were
verified and approved by the Board of
Directors. The Board reviewed the Auditor's
report and issued no comments in that
regard
4 Approval of annual accounts from 2012 - Mgmt For For
Distribution of earnings and setting of
dividend. It is proposed to approve the
annual accounts as well as the distribution
of earnings for the year and maintain the
gross dividend per entirely liberated share
at 3.20 EUR, or 2.40 EUR net. After
deduction of the prepayment of 0.90 EUR net
paid on January 17, 2013, the balance of
the dividend will amount to 1.50 EUR net,
payable as of May 21, 2013
5.a Discharge of liability to be given to Board Mgmt For For
members and to the Auditor for operations
for the year 2012. It is proposed to
discharge liability of Board members
5.b Discharge of liability to be given to Board Mgmt For For
members and to the Auditor for operations
for the year 2012. It is proposed to
discharge liability of the External Auditor
6.a.1 Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
reelect successively the Chevalier Guy de
Selliers de Moranville for a four-year term
as Board member. The terms will expire at
the end of the General Shareholders'
Meeting in May 2017
6.a.2 Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
reelect successively Mr. Nicolas Boel for a
four-year term as Board member. The terms
will expire at the end of the General
Shareholders' Meeting in May 2017
6.a.3 Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
reelect successively Mr. Bernard de
Laguiche for a four-year term as Board
member. The terms will expire at the end of
the General Shareholders' Meeting in May
2017
6.a.4 Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
reelect successively the Baron Herve
Coppens d'Eeckenbrugge for a four-year term
as Board member. The terms will expire at
the end of the General Shareholders'
Meeting in May 2017
6.a.5 Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
reelect successively Mrs. Evelyn du Monceau
for a four-year term as Board member. The
terms will expire at the end of the General
Shareholders' Meeting in May 2017
6.a.6 Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
reelect successively Mr. Jean-Pierre
Clamadieu for a four-year term as Board
member. The terms will expire at the end of
the General Shareholders' Meeting in May
2017
6.b.1 Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
confirm the designation of Baron Herve
Coppens d'Eeckenbrugge as independent Board
member on the Board of Directors
6.b.2 Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
confirm the designation of Mrs. Evelyn du
Monceau as independent Board member on the
Board of Directors
6.c Board of Directors: Term Non-Voting
renewals-Nominations. Mr. Jean van
Zeebroeck, who has reached the age limit
for members, is resigning his position as
Board member. The Assembly takes note of
the resignation of Mr. van Zeebroeck from
his seat on the board and acknowledges that
the remainder of his term will not be
filled
6.d Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
designate Mrs. Francoise de Viron as a
Board member for a four-year term that will
expire at the end of the General
Shareholders' Meeting in May 2017
6.e Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
designate Mrs. Francoise de Viron as an
independent Board member on the Board of
Directors
6.f Board of Directors: Term Mgmt For For
renewals-Nominations. Mrs. Petra Mateos'
term expires at the end of the current
meeting and she does not wish to stand for
reelection. It is proposed to designate
Mrs. Amparo Moraleda as a Board member for
a four-year term to fill the seat left
vacant. Her term will expire at the end of
the General Shareholders' Meeting in May
2017
6.g Board of Directors: Term Mgmt For For
renewals-Nominations. It is proposed to
designate Mrs. Amparo Moraleda as an
independent Board member on the Board of
Directors
7.a.1 External Auditor: Term renewal of the Mgmt For For
External Auditor. The term of the External
Auditor will expire at the end of this
meeting. It is proposed to renew the term
of the audit firm Deloitte Belgium SCRL,
whose headquarters is located at 1831
Diegem, Berkenlaan 8, as External Auditor
for the company for a period of three
years. The appointment of External Auditor
will end at the close of the General
Shareholders' Meeting in May 2016. During
this period, Deloitte Belgium will be
represented by Mr. Eric Nys
7.a.2 External Auditor: Term renewal of the Mgmt For For
External Auditor The term of the External
Auditor will expire at the end of this
meeting. It is proposed to renew the term
of the audit firm Deloitte Belgium SCRL,
whose headquarters is located at 1831
Diegem, Berkenlaan 8, as External Auditor
for the company for a period of three
years. The appointment of External Auditor
will end at the close of the General
Shareholders' Meeting in May 2016. If for
any reason the representative of Deloitte
Belgium would not be able to fulfill his
duties, Deloitte Belgium would be
represented by Mr. Frank Verhaegen
7.b Setting auditors' fees It is proposed to Mgmt For For
set the annual fees for the Solvay SA
External Auditor, which include an audit of
the statutory accounts as well as an audit
of the Group consolidation, at 1,146,300
EUR
8 Miscellaneous Non-Voting
--------------------------------------------------------------------------------------------------------------------------
SONY FINANCIAL HOLDINGS INC. Agenda Number: 704573888
--------------------------------------------------------------------------------------------------------------------------
Security: J76337104
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3435350008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
STANDARD CHARTERED PLC, LONDON Agenda Number: 704375092
--------------------------------------------------------------------------------------------------------------------------
Security: G84228157
Meeting Type: AGM
Meeting Date: 08-May-2013
Ticker:
ISIN: GB0004082847
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the company's annual report and Mgmt For For
accounts for the financial year ended
31Dec2012 together with the reports of the
directors and auditors
2 To Declare a final dividend of 56.77 US Mgmt For For
cents per ordinary share for the year ended
31Dec2012
3 To approve the directors' remuneration Mgmt For For
report for the year ended 31Dec2012, as set
out on pages 160 to 185 of the annual
report and accounts
4 To elect, Mr O P Bhatt who has been Mgmt For For
appointed as a non-executive director by
the board since the last AGM of the company
5 To elect, Dr L C Y Cheung who has been Mgmt For For
appointed as a nonexecutive director by the
board since the last AGM of the company
6 To elect, Mrs M Ewing who has been Mgmt For For
appointed as a non-executive director by
the board since the last AGM of the company
7 To elect, Dr L H Thunell who has been Mgmt For For
appointed as a nonexecutive director by the
board since the last AGM of the company
8 To re-elect Mr S P Bertamini, an executive Mgmt For For
director
9 To re-elect Mr J S Bindra, an executive Mgmt For For
director
10 To re-elect Mr J F T Dundas, a Mgmt For For
non-executive director
11 To re-elect Dr Han Seung-soo KBE, a Mgmt For For
non-executive director
12 To re-elect Mr S J Lowth, a non-executive Mgmt For For
director
13 To re-elect Mr R H P Markham, a Mgmt For For
non-executive director
14 To re-elect Ms R Markland, a non-executive Mgmt For For
director
15 To re-elect Mr R H Meddings, an executive Mgmt For For
director
16 To re-elect Mr J G H Paynter, a Mgmt For For
non-executive director
17 To re-elect Sir John Peace, as chairman Mgmt For For
18 To re-elect Mr A M G Rees, an executive Mgmt For For
director
19 To re-elect Mr P A Sands, an executive Mgmt For For
director
20 To re-elect Mr V Shankar, an executive Mgmt For For
director
21 To re-elect Mr P D Skinner, a non-executive Mgmt For For
director
22 To re-elect Mr O H J Stocken, a Mgmt For For
non-executive director
23 To re-appoint KPMG Audit Plc as auditor to Mgmt For For
the company from the end of the AGM until
the end of next year's AGM
24 To authorise the board to set the auditor's Mgmt For For
fees
25 To authorise the company and its Mgmt For For
subsidiaries to make political donations
26 To authorise the board to allot shares Mgmt For For
27 To extend the authority to allot shares Mgmt For For
28 To authorise the board to allot equity Mgmt For For
securities
29 To authorise the company to buy back its Mgmt For For
ordinary shares
30 To authorise the company to buy back its Mgmt For For
preference shares
31 That a general meeting other than an annual Mgmt For For
general meeting may be called on not less
than 14 clear days' notice
32 That the rules of the standard chartered Mgmt For For
2013 sharesave plan
PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
MODIFICATION OF TEXT IN RESOLUTION NO'S 2
AND 23. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT RETURN THIS PROXY FORM
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
STANDARD LIFE PLC, EDINBURGH Agenda Number: 704376931
--------------------------------------------------------------------------------------------------------------------------
Security: G84278103
Meeting Type: AGM
Meeting Date: 14-May-2013
Ticker:
ISIN: GB00B16KPT44
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and consider the Annual Report Mgmt For For
and Accounts for 2012
2 To approve the Directors' remuneration Mgmt For For
report
3 To declare a final dividend for 2012 Mgmt For For
4 To declare a special dividend Mgmt For For
5 To re-appoint PricewaterhouseCoopers LLP as Mgmt For For
auditors
6 To authorise the Directors to set the Mgmt For For
auditors' fees
7.A To re-elect Gerry Grimstone Mgmt For For
7.B To re-elect Colin Buchan Mgmt For For
7.C To re-elect Pierre Danon Mgmt For For
7.D To re-elect Crawford Gillies Mgmt For For
7.E To re-elect David Grigson Mgmt For For
7.F To re-elect Jacqueline Hunt Mgmt For For
7.G To re-elect David Nish Mgmt For For
7.H To re-elect John Paynter Mgmt For For
7.I To re-elect Lynne Peacock Mgmt For For
7.J To re-elect Keith Skeoch Mgmt For For
8 To elect Noel Harwerth Mgmt For For
9 To authorise the Directors to issue further Mgmt For For
shares
10 To disapply share pre-emption rights Mgmt For For
11 To give authority for the Company to buy Mgmt For For
back shares
12 To provide limited authority to make Mgmt For For
political donations and to incur political
expenditure
13 To allow the Company to call general Mgmt For For
meetings on 14 days' notice
--------------------------------------------------------------------------------------------------------------------------
STANLEY BLACK & DECKER, INC Agenda Number: 933750920
--------------------------------------------------------------------------------------------------------------------------
Security: 854502101
Meeting Type: Annual
Meeting Date: 16-Apr-2013
Ticker: SWK
ISIN: US8545021011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
GEORGE W. BUCKLEY Mgmt For For
PATRICK D. CAMPBELL Mgmt For For
CARLOS M. CARDOSO Mgmt For For
ROBERT B. COUTTS Mgmt For For
B.H. GRISWOLD, IV Mgmt For For
JOHN F. LUNDGREN Mgmt For For
ANTHONY LUISO Mgmt For For
MARIANNE M. PARRS Mgmt For For
ROBERT L. RYAN Mgmt For For
2. APPROVE THE STANLEY BLACK & DECKER 2013 Mgmt For For
LONG-TERM INCENTIVE PLAN.
3. APPROVE THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT AUDITORS FOR
THE COMPANY'S 2013 FISCAL YEAR.
4. APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
STATE STREET CORPORATION Agenda Number: 933768662
--------------------------------------------------------------------------------------------------------------------------
Security: 857477103
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: STT
ISIN: US8574771031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: K. BURNES Mgmt No vote
1B ELECTION OF DIRECTOR: P. COYM Mgmt No vote
1C ELECTION OF DIRECTOR: P. DE SAINT-AIGNAN Mgmt No vote
1D ELECTION OF DIRECTOR: A. FAWCETT Mgmt No vote
1E ELECTION OF DIRECTOR: L. HILL Mgmt No vote
1F ELECTION OF DIRECTOR: J. HOOLEY Mgmt No vote
1G ELECTION OF DIRECTOR: R. KAPLAN Mgmt No vote
1H ELECTION OF DIRECTOR: R. SERGEL Mgmt No vote
1I ELECTION OF DIRECTOR: R. SKATES Mgmt No vote
IJ ELECTION OF DIRECTOR: G. SUMME Mgmt No vote
IK ELECTION OF DIRECTOR: T. WILSON Mgmt No vote
2 TO APPROVE AN ADVISORY PROPOSAL ON Mgmt No vote
EXECUTIVE COMPENSATION.
3 TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt No vote
LLP AS STATE STREET'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
YEAR ENDING DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
STICHTING ADMINISTRATIEKANTOOR UNILEVER,ROTTERDAM Agenda Number: 704055436
--------------------------------------------------------------------------------------------------------------------------
Security: N8981F271
Meeting Type: AGM
Meeting Date: 24-Oct-2012
Ticker:
ISIN: NL0000009355
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN INFORMATION Non-Voting
MEETING. SHOULD YOU WISH TO ATTEND THE
MEETING PERSONALLY, YOU MAY APPLY FOR AN
ENTRANCE CARD BY CONTACTING YOUR CLIENT
REPRESENTATIVE. THANK YOU
1 Open Meeting Non-Voting
2 Receive Report of Management Board Non-Voting
3 Receive Information on Board Composition Non-Voting
4 Allow Questions Non-Voting
5 Close Meeting Non-Voting
--------------------------------------------------------------------------------------------------------------------------
STMICROELECTRONICS NV, LUCHTHAVEN SCHIPHOL Agenda Number: 704472315
--------------------------------------------------------------------------------------------------------------------------
Security: N83574108
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: NL0000226223
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Opening Non-Voting
2 Report of the Managing Board on our 2012 Non-Voting
financial year
3 Report of the Supervisory Board on our 2012 Non-Voting
financial year
4.a Adoption of our statutory annual accounts Mgmt For For
for our 2012 financial year
4.b Dividend policy Non-Voting
4ci Allocation of result Mgmt For For
4cii Adoption of a dividend Mgmt For For
4.d Discharge of the sole member of our Mgmt For For
Managing Board
4.e Discharge of the members of our Supervisory Mgmt For For
Board
5 Approval of the stock-based portion of the Mgmt For For
compensation of our President and CEO
6 Amendment of the compensation of the Mgmt For For
members of our Supervisory Board
7.a Appointment of member of our Supervisory Mgmt For For
Board: Janet G. Davidson
7.b Appointment of member of our Supervisory Mgmt For For
Board: Alessandro Ovi
8 Approval of our new four-year Unvested Mgmt For For
Stock Award Plan for the Management and Key
Employees
9 Authorization to our Managing Board, for Mgmt For For
eighteen months as of our 2013 AGM, to
repurchase our shares, subject to the
approval of our Supervisory Board
10 Question time Non-Voting
11 Close Non-Voting
--------------------------------------------------------------------------------------------------------------------------
SUMITOMO CHEMICAL COMPANY,LIMITED Agenda Number: 704545764
--------------------------------------------------------------------------------------------------------------------------
Security: J77153120
Meeting Type: AGM
Meeting Date: 20-Jun-2013
Ticker:
ISIN: JP3401400001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
2 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SUMITOMO CORPORATION (SUMITOMO SHOJI KAISHA,LTD.) Agenda Number: 704545966
--------------------------------------------------------------------------------------------------------------------------
Security: J77282119
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3404600003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Adopt Reduction of Mgmt For For
Liability System for Outside Directors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors Mgmt Against Against
6 Amend the Compensation to be received by Mgmt For For
Directors
7 Amend the Compensation to be received by Mgmt For For
Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
SUMITOMO HEAVY INDUSTRIES,LTD. Agenda Number: 704578357
--------------------------------------------------------------------------------------------------------------------------
Security: J77497113
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3405400007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SUMITOMO METAL MINING CO.,LTD. Agenda Number: 704561554
--------------------------------------------------------------------------------------------------------------------------
Security: J77712123
Meeting Type: AGM
Meeting Date: 24-Jun-2013
Ticker:
ISIN: JP3402600005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Substitute Corporate Auditor Mgmt For For
4 Approve Renewal of Countermeasures to Mgmt Against Against
Large-Scale Acquisitions of the Company's
Shares
5 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
SUMITOMO MITSUI FINANCIAL GROUP,INC. Agenda Number: 704595808
--------------------------------------------------------------------------------------------------------------------------
Security: J7771X109
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3890350006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS THE 11th ANNUAL Non-Voting
GENERAL SHAREHOLDERS MEETING AND THE CLASS
SHAREHOLDERS MEETING OF SHAREHOLDERS OF
ORDINARY SHARES (PLEASE REFER TO THE
ATTACHED PDF FILES.)
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Approve Revisions Mgmt For For
Related to the New Capital Adequacy
Requirements (Basel III), Decrease Capital
Shares to be issued to 3,000,564,000 shs.
in accordance with a Reduction to be Caused
in the Total Number of each of the Classes
of Shares, Eliminate Articles Related to
Type 6 Preferred Stocks(PLEASE NOTE THAT
THIS IS THE CONCURRENT AGENDA ITEM FOR THE
CLASS SHAREHOLDERS MEETING OF SHAREHOLDERS
OF ORDINARY SHARES.)
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
5 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SUMITOMO REALTY & DEVELOPMENT CO.,LTD. Agenda Number: 704579828
--------------------------------------------------------------------------------------------------------------------------
Security: J77841112
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3409000001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
4 Approve Renewal of Countermeasures to Mgmt Against Against
Large-Scale Acquisitions of the Company's
Shares
--------------------------------------------------------------------------------------------------------------------------
SUNCOR ENERGY INC. Agenda Number: 933754118
--------------------------------------------------------------------------------------------------------------------------
Security: 867224107
Meeting Type: Annual
Meeting Date: 30-Apr-2013
Ticker: SU
ISIN: CA8672241079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MEL E. BENSON Mgmt For For
DOMINIC D'ALESSANDRO Mgmt For For
JOHN T. FERGUSON Mgmt For For
W. DOUGLAS FORD Mgmt For For
PAUL HASELDONCKX Mgmt For For
JOHN R. HUFF Mgmt For For
JACQUES LAMARRE Mgmt For For
MAUREEN MCCAW Mgmt For For
MICHAEL W. O'BRIEN Mgmt For For
JAMES W. SIMPSON Mgmt For For
EIRA M. THOMAS Mgmt For For
STEVEN W. WILLIAMS Mgmt For For
02 RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS AUDITOR OF SUNCOR ENERGY INC. FOR
THE ENSUING YEAR AND AUTHORIZE THE
DIRECTORS TO FIX THEIR REMUNERATION AS
SUCH.
03 TO APPROVE THE INCREASE IN THE NUMBER OF Mgmt For For
COMMON SHARES OF SUNCOR ENERGY INC.
RESERVED FOR ISSUANCE PURSUANT TO THE
SUNCOR ENERGY INC. STOCK OPTION PLAN BY AN
ADDITIONAL 23,000,000 COMMON SHARES, AS
DESCRIBED IN THE ACCOMPANYING MANAGEMENT
PROXY CIRCULAR.
04 TO ACCEPT THE APPROACH TO EXECUTIVE Mgmt For For
COMPENSATION DISCLOSED IN THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
SUNTRUST BANKS, INC. Agenda Number: 933738669
--------------------------------------------------------------------------------------------------------------------------
Security: 867914103
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: STI
ISIN: US8679141031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ROBERT M. BEALL, II Mgmt For For
1B. ELECTION OF DIRECTOR: ALSTON D. CORRELL Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFREY C. CROWE Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID H. HUGHES Mgmt For For
1E. ELECTION OF DIRECTOR: M. DOUGLAS IVESTER Mgmt For For
1F. ELECTION OF DIRECTOR: KYLE PRECHTL LEGG Mgmt For For
1G. ELECTION OF DIRECTOR: WILLIAM A. Mgmt For For
LINNENBRINGER
1H. ELECTION OF DIRECTOR: DONNA S. MOREA Mgmt For For
1I. ELECTION OF DIRECTOR: DAVID M. RATCLIFFE Mgmt For For
1J. ELECTION OF DIRECTOR: WILLIAM H. ROGERS, Mgmt For For
JR.
1K. ELECTION OF DIRECTOR: FRANK W. SCRUGGS Mgmt For For
1L. ELECTION OF DIRECTOR: THOMAS R. WATJEN Mgmt For For
1M. ELECTION OF DIRECTOR: DR. PHAIL WYNN, JR. Mgmt For For
2. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
3. PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt For For
& YOUNG LLP AS INDEPENDENT AUDITORS FOR
2013.
--------------------------------------------------------------------------------------------------------------------------
SUPERVALU INC. Agenda Number: 933653075
--------------------------------------------------------------------------------------------------------------------------
Security: 868536103
Meeting Type: Annual
Meeting Date: 17-Jul-2012
Ticker: SVU
ISIN: US8685361037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DONALD R. CHAPPEL Mgmt For For
1B. ELECTION OF DIRECTOR: IRWIN S. COHEN Mgmt For For
1C. ELECTION OF DIRECTOR: RONALD E. DALY Mgmt For For
1D. ELECTION OF DIRECTOR: SUSAN E. ENGEL Mgmt For For
1E. ELECTION OF DIRECTOR: PHILIP L. FRANCIS Mgmt For For
1F. ELECTION OF DIRECTOR: EDWIN C. GAGE Mgmt For For
1G. ELECTION OF DIRECTOR: CRAIG R. HERKERT Mgmt For For
1H. ELECTION OF DIRECTOR: STEVEN S. ROGERS Mgmt For For
1I. ELECTION OF DIRECTOR: MATTHEW E. RUBEL Mgmt For For
1J. ELECTION OF DIRECTOR: WAYNE C. SALES Mgmt For For
1K. ELECTION OF DIRECTOR: KATHI P. SEIFERT Mgmt For For
2. RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS
3. TO APPROVE, BY NON-BINDING VOTE, THE Mgmt For For
EXECUTIVE COMPENSATION AS DISCLOSED IN THE
PROXY STATEMENT
4. TO APPROVE THE SUPERVALU INC. 2012 STOCK Mgmt For For
PLAN
5. TO APPROVE THE AMENDMENT OF THE DIRECTORS' Mgmt For For
DEFERRED COMPENSATION PLAN
6. TO APPROVE THE AMENDMENT TO THE RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO REDUCE THE
SUPERMAJORITY VOTING THRESHOLDS
7. TO APPROVE THE AMENDMENT TO THE RESTATED Mgmt For For
BYLAWS TO REDUCE THE SUPERMAJORITY VOTING
THRESHOLDS
8. TO APPROVE THE AMENDMENT TO THE RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO CHANGE THE
PAR VALUE OF THE COMMON STOCK
--------------------------------------------------------------------------------------------------------------------------
SUZUKI MOTOR CORPORATION Agenda Number: 704561629
--------------------------------------------------------------------------------------------------------------------------
Security: J78529138
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3397200001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
3 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
4 Grant of Stock Options as Compensation Mgmt For For
(Stock Acquisition Rights) to Directors
--------------------------------------------------------------------------------------------------------------------------
SWISS LIFE HOLDING AG, ZUERICH Agenda Number: 704368910
--------------------------------------------------------------------------------------------------------------------------
Security: H7354Q135
Meeting Type: AGM
Meeting Date: 23-Apr-2013
Ticker:
ISIN: CH0014852781
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 171815 DUE TO AN ADDITIONAL
RESOLUTION. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING ID
152233, INCLUDING THE AGENDA. TO VOTE IN
THE UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
1.1 Annual Report 2012 (Review of Operations, Mgmt For For
Consolidated Financial Statements and
Annual Financial Statements)
1.2 Compensation Report Mgmt For For
2.1 Appropriation of profit 2012 Mgmt For For
2.2 Distribution out of the capital Mgmt For For
contribution reserves
3 Discharge of the members of the Board of Mgmt For For
Directors
4 Amendment of the Articles of Association Mgmt For For
relating to the increase in conditional
capital: Article 4.9
5.1 Re-election to the Board of Directors: Mgmt For For
Peter Quadri
5.2 Election to the Board of Directors: Ueli Mgmt For For
Dietiker
5.3 Election to the Board of Directors: Frank Mgmt For For
W. Keuper
5.4 Election to the Board of Directors: Klaus Mgmt For For
Tschutscher
6 Election of the Statutory Auditor: Mgmt For For
PricewaterhouseCoopers Ltd
7 Additional and/or Counter-Proposals Mgmt Against Against
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RESOLUTION 4. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 933692786
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 14-Nov-2012
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JONATHAN GOLDEN Mgmt For For
1B. ELECTION OF DIRECTOR: JOSEPH A. HAFNER, JR. Mgmt For For
1C. ELECTION OF DIRECTOR: NANCY S. NEWCOMB Mgmt For For
2. TO APPROVE, BY ADVISORY VOTE, THE Mgmt For For
COMPENSATION PAID TO SYSCO'S NAMED
EXECUTIVE OFFICERS, AS DISCLOSED IN SYSCO'S
2012 PROXY STATEMENT.
3. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS SYSCO'S INDEPENDENT ACCOUNTANTS FOR
FISCAL 2013.
--------------------------------------------------------------------------------------------------------------------------
T&D HOLDINGS, INC. Agenda Number: 704574018
--------------------------------------------------------------------------------------------------------------------------
Security: J86796109
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3539220008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Increase Board Size to Mgmt For For
12
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
T-MOBILE US, INC. Agenda Number: 933828254
--------------------------------------------------------------------------------------------------------------------------
Security: 872590104
Meeting Type: Annual
Meeting Date: 04-Jun-2013
Ticker: TMUS
ISIN: US8725901040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
W. MICHAEL BARNES Mgmt For For
SRIKANT DATAR Mgmt For For
LAWRENCE H. GUFFEY Mgmt For For
TIMOTHEUS HOTTGES Mgmt For For
RAPHAEL KUBLER Mgmt For For
THORSTEN LANGHEIM Mgmt For For
JOHN J. LEGERE Mgmt For For
RENE OBERMANN Mgmt For For
JAMES N. PERRY, JR. Mgmt For For
TERESA A. TAYLOR Mgmt For For
KELVIN R. WESTBROOK Mgmt For For
2. RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2013.
3. APPROVAL OF THE T-MOBILE US, INC. 2013 Mgmt For For
OMNIBUS INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MFG. CO. LTD. Agenda Number: 933825474
--------------------------------------------------------------------------------------------------------------------------
Security: 874039100
Meeting Type: Annual
Meeting Date: 11-Jun-2013
Ticker: TSM
ISIN: US8740391003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) TO ACCEPT 2012 BUSINESS REPORT AND Mgmt For
FINANCIAL STATEMENTS.
2) TO APPROVE THE PROPOSAL FOR DISTRIBUTION OF Mgmt For
2012 PROFITS.
3) TO REVISE THE FOLLOWING INTERNAL RULES: A) Mgmt For
PROCEDURES FOR ACQUISITION OR DISPOSAL OF
ASSETS; B) PROCEDURES FOR LENDING FUNDS TO
OTHER PARTIES; C) PROCEDURES FOR
ENDORSEMENT AND GUARANTEE.
--------------------------------------------------------------------------------------------------------------------------
TAIYO YUDEN CO.,LTD. Agenda Number: 704578369
--------------------------------------------------------------------------------------------------------------------------
Security: J80206113
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3452000007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TAKARA HOLDINGS INC. Agenda Number: 704579892
--------------------------------------------------------------------------------------------------------------------------
Security: J80733108
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3459600007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
5 Allow Board to Authorize Use of Free Share Mgmt Against Against
Options as Anti-Takeover Defense Measure
--------------------------------------------------------------------------------------------------------------------------
TAKEDA PHARMACEUTICAL COMPANY LIMITED Agenda Number: 704574498
--------------------------------------------------------------------------------------------------------------------------
Security: J8129E108
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3463000004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
TARGET CORPORATION Agenda Number: 933808163
--------------------------------------------------------------------------------------------------------------------------
Security: 87612E106
Meeting Type: Annual
Meeting Date: 12-Jun-2013
Ticker: TGT
ISIN: US87612E1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ROXANNE S. AUSTIN Mgmt For For
1B. ELECTION OF DIRECTOR: DOUGLAS M. BAKER, JR. Mgmt For For
1C. ELECTION OF DIRECTOR: HENRIQUE DE CASTRO Mgmt For For
1D. ELECTION OF DIRECTOR: CALVIN DARDEN Mgmt For For
1E. ELECTION OF DIRECTOR: MARY N. DILLON Mgmt For For
1F. ELECTION OF DIRECTOR: JAMES A. JOHNSON Mgmt For For
1G. ELECTION OF DIRECTOR: MARY E. MINNICK Mgmt For For
1H. ELECTION OF DIRECTOR: ANNE M. MULCAHY Mgmt For For
1I. ELECTION OF DIRECTOR: DERICA W. RICE Mgmt For For
1J. ELECTION OF DIRECTOR: GREGG W. STEINHAFEL Mgmt For For
1K. ELECTION OF DIRECTOR: JOHN G. STUMPF Mgmt For For
1L. ELECTION OF DIRECTOR: SOLOMON D. TRUJILLO Mgmt For For
2. COMPANY PROPOSAL TO RATIFY THE APPOINTMENT Mgmt For For
OF ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
3. COMPANY PROPOSAL TO APPROVE, ON AN ADVISORY Mgmt For For
BASIS, OUR EXECUTIVE COMPENSATION
("SAY-ON-PAY").
4. SHAREHOLDER PROPOSAL TO ADOPT A POLICY FOR Shr Against For
AN INDEPENDENT CHAIRMAN.
5. SHAREHOLDER PROPOSAL ON ELECTRONICS Shr Against For
RECYCLING.
--------------------------------------------------------------------------------------------------------------------------
TDK CORPORATION Agenda Number: 704574599
--------------------------------------------------------------------------------------------------------------------------
Security: J82141136
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3538800008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
TEAM HEALTH HOLDINGS, INC. Agenda Number: 933777192
--------------------------------------------------------------------------------------------------------------------------
Security: 87817A107
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: TMH
ISIN: US87817A1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
H. LYNN MASSINGALE, MD Mgmt For For
NEIL P. SIMPKINS Mgmt For For
EARL P. HOLLAND Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT PUBLIC
ACCOUNTING FIRM FOR 2013.
3. APPROVAL OF TEAM HEALTH HOLDINGS, INC. Mgmt For For
AMENDED AND RESTATED 2009 STOCK INCENTIVE
PLAN.
4. APPROVAL OF TEAM HEALTH HOLDINGS, INC. Mgmt For For
AMENDED AND RESTATED ANNUAL MANAGEMENT
INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
TECHNIP (EX-TECHNIP-COFLEXIP), PARIS Agenda Number: 704337371
--------------------------------------------------------------------------------------------------------------------------
Security: F90676101
Meeting Type: MIX
Meeting Date: 25-Apr-2013
Ticker:
ISIN: FR0000131708
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0320/201303201300812.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0405/201304051301123.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the annual corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Allocation of income for the financial year Mgmt For For
ended December 31, 2012, setting the
dividend and payment date
O.3 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.4 Special report of the Statutory Auditors on Mgmt For For
the regulated agreements
O.5 Ratification of the cooptation of Mrs. Mgmt For For
Alexandra Bech Gjorv as Board member
O.6 Renewal of term of Mrs. Alexandra Bech Mgmt For For
Gjorv as Board member
O.7 Renewal of term of Mrs. Marie-Ange Debon as Mgmt For For
Board member
O.8 Renewal of term of Mr. Gerard Hauser as Mgmt For For
Board member
O.9 Renewal of term of Mr. Joseph Rinaldi as Mgmt For For
Board member
O.10 Appointment of Mrs. Manisha Girotra as Mgmt For For
Board member
O.11 Appointment of Mr. Pierre-Jean Sivignon as Mgmt For For
Board member
O.12 Attendance allowances Mgmt For For
O.13 Authorization to be granted to the Board of Mgmt For For
Directors to purchase shares of the Company
E.14 Authorization granted to the Board of Mgmt For For
Directors to carry out the allocation of
performance shares in favor of employees of
Technip on the one hand and on the other
hand, to employees and corporate officers
of subsidiaries of the Group
E.15 Authorization granted to the Board of Mgmt For For
Directors to carry out the allocation of
performance shares in favor of the Chairman
of the Board of Directors and/or CEO, and
main executive officers of the Group
E.16 Authorization granted to the Board of Mgmt For For
Directors to carry out the allocation of
share subscription and/or purchase options
in favor of employees of Technip on the one
hand and on the other hand, to employees
and corporate officers of subsidiaries of
the Group
E.17 Authorization granted to the Board of Mgmt For For
Directors to carry out the allocation of
share subscription and/or purchase options
in favor of the Chairman of the Board of
Directors and/or CEO, and main executive
officers of the Group
E.18 Delegation of authority to the Board of Mgmt For For
Directors to decide to increase share
capital in favor of members of a company
savings plan with cancellation of
shareholders' preferential subscription
rights
O.E19 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TELEFONICA SA, MADRID Agenda Number: 704482594
--------------------------------------------------------------------------------------------------------------------------
Security: 879382109
Meeting Type: OGM
Meeting Date: 30-May-2013
Ticker:
ISIN: ES0178430E18
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 31 MAY 2013. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU.
I Examination and approval, if applicable, of Mgmt For For
the Individual Annual Accounts, the
Consolidated Financial Statements
(Consolidated Annual Accounts) and the
Management Report of Telefonica, S.A. and
of its Consolidated Group of Companies, as
well as of the proposed allocation of the
profits/losses of Telefonica, S.A. and the
management of its Board of Directors, all
with respect to Fiscal Year 2012
II.1 Re-election of Mr. Jose Maria Abril Perez Mgmt For For
as a Director
II.2 Re-election of Mr. Jose Fernando de Almansa Mgmt For For
Moreno-Barreda as a Director
II.3 Re-election of Ms. Eva Castillo Sanz as a Mgmt For For
Director
II.4 Re-election of Mr. Luiz Fernando Furlan as Mgmt For For
a Director
II.5 Re-election of Mr. Francisco Javier de Paz Mgmt For For
Mancho as a Director
II.6 Ratification of Mr. Santiago Fernandez Mgmt For For
Valbuena as a Director
III To re-elect as Auditor of Telefonica, S.A. Mgmt For For
and its Consolidated Group of Companies for
fiscal year 2013 the firm Ernst & Young,
S.L., with registered office in Madrid, at
Plaza Pablo Ruiz Picasso, 1, and Tax
Identification Code (C.I.F.) B-78970506
IV.1 Amendment of Articles 17 (in connection Mgmt For For
with a part of its content which will
become a new Article 20), and 20 bis of the
By-Laws (which becomes the new Article 25),
and addition of two new Articles, numbered
32 and 40, to improve the regulations of
the governing bodies of Telefonica S.A
IV.2 Amendment of Articles 16, 18, 18 bis and 21 Mgmt For For
of the By-Laws (which become Articles 17,
22, 4 and 26, respectively) and addition of
two new Articles, numbered 43 and 44, with
a view to bringing the provisions of the
By-Laws into line with the latest
legislative changes
IV.3 Approval of a consolidated text of the Mgmt For For
By-Laws with a view to systematizing and
standardizing its content, incorporating
the amendments approved, and renumbering
sequentially the titles, sections, and
articles into which it is divided
V Amendment and approval of the Consolidated Mgmt For For
Regulations for the General Shareholders'
Meeting
VI Shareholder Compensation. Distribution of Mgmt For For
dividends with a charge to unrestricted
reserves
VII Delegation to the Board of Directors of the Mgmt For For
power to issue debentures, bonds, notes and
other fixed-income securities, be they
simple, exchangeable and/or convertible,
granting the Board, in the last case, the
power to exclude the pre-emptive rights of
shareholders, as well as the power to issue
preferred shares and the power to guarantee
issuances by companies of the Group
VIII Delegation of powers to formalize, Mgmt For For
interpret, correct and implement the
resolutions adopted by the shareholders at
the General Shareholders' Meeting
IX Consultative vote on the Report on Director Mgmt For For
Compensation Policy of Telefonica, S.A.
--------------------------------------------------------------------------------------------------------------------------
TENET HEALTHCARE CORPORATION Agenda Number: 933753661
--------------------------------------------------------------------------------------------------------------------------
Security: 88033G407
Meeting Type: Annual
Meeting Date: 03-May-2013
Ticker: THC
ISIN: US88033G4073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JOHN ELLIS "JEB" BUSH Mgmt For For
1B. ELECTION OF DIRECTOR: TREVOR FETTER Mgmt For For
1C. ELECTION OF DIRECTOR: BRENDA J. GAINES Mgmt For For
1D. ELECTION OF DIRECTOR: KAREN M. GARRISON Mgmt For For
1E. ELECTION OF DIRECTOR: EDWARD A. KANGAS Mgmt For For
1F. ELECTION OF DIRECTOR: J. ROBERT KERREY Mgmt For For
1G. ELECTION OF DIRECTOR: RICHARD R. PETTINGILL Mgmt For For
1H. ELECTION OF DIRECTOR: RONALD A. RITTENMEYER Mgmt For For
1I. ELECTION OF DIRECTOR: JAMES A. UNRUH Mgmt For For
2. PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, Mgmt For For
THE COMPANY'S EXECUTIVE COMPENSATION.
3. PROPOSAL TO RATIFY THE SELECTION OF Mgmt For For
DELOITTE & TOUCHE LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR THE YEAR
ENDING DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
TERUMO CORPORATION Agenda Number: 704574513
--------------------------------------------------------------------------------------------------------------------------
Security: J83173104
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3546800008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors Mgmt Against Against
6 Approve Details of Compensation as Stock Mgmt For For
Options for Directors
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 933737693
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104
Meeting Type: Annual
Meeting Date: 18-Apr-2013
Ticker: TXN
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: R.W. BABB, JR. Mgmt For For
1B. ELECTION OF DIRECTOR: M.A. BLINN Mgmt For For
1C. ELECTION OF DIRECTOR: D.A. CARP Mgmt For For
1D. ELECTION OF DIRECTOR: C.S. COX Mgmt For For
1E. ELECTION OF DIRECTOR: P.H. PATSLEY Mgmt For For
1F. ELECTION OF DIRECTOR: R.E. SANCHEZ Mgmt For For
1G. ELECTION OF DIRECTOR: W.R. SANDERS Mgmt For For
1H. ELECTION OF DIRECTOR: R.J. SIMMONS Mgmt For For
1I. ELECTION OF DIRECTOR: R.K. TEMPLETON Mgmt For For
1J. ELECTION OF DIRECTOR: C.T. WHITMAN Mgmt For For
2. BOARD PROPOSAL REGARDING ADVISORY APPROVAL Mgmt For For
OF THE COMPANY'S EXECUTIVE COMPENSATION.
3. BOARD PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2013.
--------------------------------------------------------------------------------------------------------------------------
TEXTRON INC. Agenda Number: 933746060
--------------------------------------------------------------------------------------------------------------------------
Security: 883203101
Meeting Type: Annual
Meeting Date: 24-Apr-2013
Ticker: TXT
ISIN: US8832031012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: SCOTT C. DONNELLY Mgmt For For
1B. ELECTION OF DIRECTOR: KATHLEEN M. BADER Mgmt For For
1C. ELECTION OF DIRECTOR: R. KERRY CLARK Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES T. CONWAY Mgmt For For
1E. ELECTION OF DIRECTOR: IVOR J. EVANS Mgmt For For
1F. ELECTION OF DIRECTOR: LAWRENCE K. FISH Mgmt For For
1G. ELECTION OF DIRECTOR: PAUL E. GAGNE Mgmt For For
1H. ELECTION OF DIRECTOR: DAIN M. HANCOCK Mgmt For For
1I. ELECTION OF DIRECTOR: LORD POWELL OF Mgmt For For
BAYSWATER KCMG
1J. ELECTION OF DIRECTOR: LLOYD G. TROTTER Mgmt For For
1K. ELECTION OF DIRECTOR: JAMES L. ZIEMER Mgmt For For
2. APPROVAL OF THE ADVISORY (NON-BINDING) Mgmt For For
RESOLUTION TO APPROVE EXECUTIVE
COMPENSATION.
3. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
4. SHAREHOLDER PROPOSAL TO REQUIRE THE COMPANY Shr Against For
TO HAVE, WHENEVER POSSIBLE, AN INDEPENDENT
CHAIRMAN OF THE BOARD WHO HAS NOT
PREVIOUSLY SERVED AS AN EXECUTIVE OFFICER
OF THE COMPANY.
--------------------------------------------------------------------------------------------------------------------------
THE ALLSTATE CORPORATION Agenda Number: 933779540
--------------------------------------------------------------------------------------------------------------------------
Security: 020002101
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: ALL
ISIN: US0200021014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: F. DUANE ACKERMAN Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT D. BEYER Mgmt For For
1C. ELECTION OF DIRECTOR: KERMIT R. CRAWFORD Mgmt For For
1D. ELECTION OF DIRECTOR: JACK M. GREENBERG Mgmt For For
1E. ELECTION OF DIRECTOR: HERBERT L. HENKEL Mgmt For For
1F. ELECTION OF DIRECTOR: RONALD T. LEMAY Mgmt For For
1G. ELECTION OF DIRECTOR: ANDREA REDMOND Mgmt For For
1H. ELECTION OF DIRECTOR: H. JOHN RILEY, JR. Mgmt For For
1I. ELECTION OF DIRECTOR: JOHN W. ROWE Mgmt For For
1J. ELECTION OF DIRECTOR: JUDITH A. SPRIESER Mgmt For For
1K. ELECTION OF DIRECTOR: MARY ALICE TAYLOR Mgmt For For
1L. ELECTION OF DIRECTOR: THOMAS J. WILSON Mgmt For For
2. ADVISORY VOTE TO APPROVE THE EXECUTIVE Mgmt For For
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS.
3. APPROVE THE 2013 EQUITY INCENTIVE PLAN. Mgmt For For
4. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS ALLSTATE'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTANT FOR 2013.
5. STOCKHOLDER PROPOSAL ON EQUITY RETENTION BY Shr Against For
SENIOR EXECUTIVES.
6. STOCKHOLDER PROPOSAL ON REPORTING LOBBYING Shr Against For
EXPENDITURES.
--------------------------------------------------------------------------------------------------------------------------
THE CHUBB CORPORATION Agenda Number: 933747430
--------------------------------------------------------------------------------------------------------------------------
Security: 171232101
Meeting Type: Annual
Meeting Date: 30-Apr-2013
Ticker: CB
ISIN: US1712321017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A) ELECTION OF DIRECTOR: ZOE BAIRD BUDINGER Mgmt For For
1B) ELECTION OF DIRECTOR: SHEILA P. BURKE Mgmt For For
1C) ELECTION OF DIRECTOR: JAMES I. CASH, JR. Mgmt For For
1D) ELECTION OF DIRECTOR: JOHN D. FINNEGAN Mgmt For For
1E) ELECTION OF DIRECTOR: LAWRENCE W. KELLNER Mgmt For For
1F) ELECTION OF DIRECTOR: MARTIN G. MCGUINN Mgmt For For
1G) ELECTION OF DIRECTOR: LAWRENCE M. SMALL Mgmt For For
1H) ELECTION OF DIRECTOR: JESS SODERBERG Mgmt For For
1I) ELECTION OF DIRECTOR: DANIEL E. SOMERS Mgmt For For
1J) ELECTION OF DIRECTOR: WILLIAM C. WELDON Mgmt For For
1K) ELECTION OF DIRECTOR: JAMES M. ZIMMERMAN Mgmt For For
1L) ELECTION OF DIRECTOR: ALFRED W. ZOLLAR Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITOR.
3. ADVISORY VOTE ON THE COMPENSATION PAID TO Mgmt For For
THE CORPORATION'S NAMED EXECUTIVE OFFICERS.
4. SHAREHOLDER PROPOSAL REGARDING POLITICAL Shr Against For
CONTRIBUTIONS AND RELATED EXPENDITURES.
5. SHAREHOLDER PROPOSAL REGARDING PREPARATION Shr Against For
OF AN ANNUAL SUSTAINABILITY REPORT.
--------------------------------------------------------------------------------------------------------------------------
THE CLOROX COMPANY Agenda Number: 933692825
--------------------------------------------------------------------------------------------------------------------------
Security: 189054109
Meeting Type: Annual
Meeting Date: 14-Nov-2012
Ticker: CLX
ISIN: US1890541097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: DANIEL BOGGAN, JR. Mgmt For For
1B ELECTION OF DIRECTOR: RICHARD H. CARMONA Mgmt For For
1C ELECTION OF DIRECTOR: TULLY M. FRIEDMAN Mgmt For For
1D ELECTION OF DIRECTOR: GEORGE J. HARAD Mgmt For For
1E ELECTION OF DIRECTOR: DONALD R. KNAUSS Mgmt For For
1F ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1G ELECTION OF DIRECTOR: EDWARD A. MUELLER Mgmt For For
1H ELECTION OF DIRECTOR: PAMELA THOMAS-GRAHAM Mgmt For For
1I ELECTION OF DIRECTOR: CAROLYN M. TICKNOR Mgmt For For
2. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
3. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM.
4. TO APPROVE THE AMENDED AND RESTATED 2005 Mgmt For For
STOCK INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 933646385
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Special
Meeting Date: 10-Jul-2012
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO AMEND ARTICLE FOURTH OF THE COMPANY'S Mgmt Against Against
RESTATED CERTIFICATE OF INCORPORATION, AS
AMENDED, TO INCREASE THE AUTHORIZED COMMON
STOCK OF THE COMPANY FROM 5,600,000,000
SHARES, PAR VALUE $.25 PER SHARE, TO
11,200,000,000 SHARES, PAR VALUE $.25 PER
SHARE, AND TO EFFECT A SPLIT OF THE ISSUED
COMMON STOCK OF THE COMPANY BY CHANGING
EACH ISSUED SHARE OF COMMON STOCK INTO TWO
SHARES OF COMMON STOCK.
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 933739596
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 24-Apr-2013
Ticker: KO
ISIN: US1912161007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: HERBERT A. ALLEN Mgmt For For
1B. ELECTION OF DIRECTOR: RONALD W. ALLEN Mgmt For For
1C. ELECTION OF DIRECTOR: HOWARD G. BUFFETT Mgmt For For
1D. ELECTION OF DIRECTOR: RICHARD M. DALEY Mgmt For For
1E. ELECTION OF DIRECTOR: BARRY DILLER Mgmt For For
1F. ELECTION OF DIRECTOR: HELENE D. GAYLE Mgmt For For
1G. ELECTION OF DIRECTOR: EVAN G. GREENBERG Mgmt For For
1H. ELECTION OF DIRECTOR: ALEXIS M. HERMAN Mgmt For For
1I. ELECTION OF DIRECTOR: MUHTAR KENT Mgmt For For
1J. ELECTION OF DIRECTOR: ROBERT A. KOTICK Mgmt For For
1K. ELECTION OF DIRECTOR: MARIA ELENA Mgmt For For
LAGOMASINO
1L. ELECTION OF DIRECTOR: DONALD F. MCHENRY Mgmt For For
1M. ELECTION OF DIRECTOR: SAM NUNN Mgmt For For
1N. ELECTION OF DIRECTOR: JAMES D. ROBINSON III Mgmt For For
1O. ELECTION OF DIRECTOR: PETER V. UEBERROTH Mgmt For For
1P. ELECTION OF DIRECTOR: JACOB WALLENBERG Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. APPROVE AN AMENDMENT TO THE COMPANY'S Mgmt For For
BY-LAWS TO PERMIT SHAREOWNERS TO CALL
SPECIAL MEETINGS.
5. SHAREOWNER PROPOSAL REGARDING A BOARD Shr Against For
COMMITTEE ON HUMAN RIGHTS.
--------------------------------------------------------------------------------------------------------------------------
THE DOW CHEMICAL COMPANY Agenda Number: 933758609
--------------------------------------------------------------------------------------------------------------------------
Security: 260543103
Meeting Type: Annual
Meeting Date: 09-May-2013
Ticker: DOW
ISIN: US2605431038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ARNOLD A. ALLEMANG Mgmt For For
1B. ELECTION OF DIRECTOR: AJAY BANGA Mgmt For For
1C. ELECTION OF DIRECTOR: JACQUELINE K. BARTON Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES A. BELL Mgmt For For
1E. ELECTION OF DIRECTOR: JEFF M. FETTIG Mgmt For For
1F. ELECTION OF DIRECTOR: ANDREW N. LIVERIS Mgmt For For
1G. ELECTION OF DIRECTOR: PAUL POLMAN Mgmt For For
1H. ELECTION OF DIRECTOR: DENNIS H. REILLEY Mgmt For For
1I. ELECTION OF DIRECTOR: JAMES M. RINGLER Mgmt For For
1J. ELECTION OF DIRECTOR: RUTH G. SHAW Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. STOCKHOLDER PROPOSAL ON EXECUTIVE STOCK Shr Against For
RETENTION.
--------------------------------------------------------------------------------------------------------------------------
THE ESTEE LAUDER COMPANIES INC. Agenda Number: 933691277
--------------------------------------------------------------------------------------------------------------------------
Security: 518439104
Meeting Type: Annual
Meeting Date: 09-Nov-2012
Ticker: EL
ISIN: US5184391044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ROSE MARIE BRAVO Mgmt For For
PAUL J. FRIBOURG Mgmt For For
MELLODY HOBSON Mgmt For For
IRVINE O. HOCKADAY, JR. Mgmt For For
BARRY S. STERNLICHT Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. AMENDMENT TO THE CERTIFICATE OF Mgmt For For
INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED COMMON SHARES.
4. RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT AUDITORS FOR THE 2013 FISCAL
YEAR.
--------------------------------------------------------------------------------------------------------------------------
THE GOODYEAR TIRE & RUBBER COMPANY Agenda Number: 933750374
--------------------------------------------------------------------------------------------------------------------------
Security: 382550101
Meeting Type: Annual
Meeting Date: 15-Apr-2013
Ticker: GT
ISIN: US3825501014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A) ELECTION OF DIRECTOR: WILLIAM J. CONATY Mgmt For For
1B) ELECTION OF DIRECTOR: JAMES A. FIRESTONE Mgmt For For
1C) ELECTION OF DIRECTOR: WERNER GEISSLER Mgmt For For
1D) ELECTION OF DIRECTOR: PETER S. HELLMAN Mgmt For For
1E) ELECTION OF DIRECTOR: RICHARD J. KRAMER Mgmt For For
1F) ELECTION OF DIRECTOR: W. ALAN MCCOLLOUGH Mgmt For For
1G) ELECTION OF DIRECTOR: JOHN E. MCGLADE Mgmt For For
1H) ELECTION OF DIRECTOR: RODERICK A. PALMORE Mgmt For For
1I) ELECTION OF DIRECTOR: SHIRLEY D. PETERSON Mgmt For For
1J) ELECTION OF DIRECTOR: STEPHANIE A. STREETER Mgmt For For
1K) ELECTION OF DIRECTOR: THOMAS H. WEIDEMEYER Mgmt For For
1L) ELECTION OF DIRECTOR: MICHAEL R. WESSEL Mgmt For For
2) ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3) APPROVE THE ADOPTION OF THE 2013 Mgmt For For
PERFORMANCE PLAN.
4) APPROVE AMENDMENTS TO THE CODE OF Mgmt For For
REGULATIONS TO REDUCE THE VOTE REQUIRED TO
REMOVE DIRECTORS.
5) APPROVE AMENDMENTS TO THE ARTICLES OF Mgmt For For
INCORPORATION TO REDUCE THE VOTE REQUIRED
FOR CERTAIN BUSINESS COMBINATION
TRANSACTIONS.
6) APPROVE AMENDMENTS TO THE ARTICLES OF Mgmt For For
INCORPORATION TO ELIMINATE CUMULATIVE
VOTING IN THE ELECTION OF DIRECTORS.
7) APPROVE AN AMENDMENT TO THE CODE OF Mgmt For For
REGULATIONS TO EXTEND THE TIME TO CALL
SPECIAL MEETINGS.
8) APPROVE AN AMENDMENT TO THE CODE OF Mgmt For For
REGULATIONS TO "OPT OUT" OF THE OHIO
CONTROL SHARE ACQUISITION LAW.
9) RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
THE GUNMA BANK,LTD. Agenda Number: 704574816
--------------------------------------------------------------------------------------------------------------------------
Security: J17766106
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3276400003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE HACHIJUNI BANK,LTD. Agenda Number: 704578496
--------------------------------------------------------------------------------------------------------------------------
Security: J17976101
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3769000005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Adopt Reduction of Mgmt For For
Liability System for Outside Directors
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE HARTFORD FINANCIAL SVCS GROUP, INC. Agenda Number: 933770718
--------------------------------------------------------------------------------------------------------------------------
Security: 416515104
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: HIG
ISIN: US4165151048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ROBERT B. ALLARDICE, Mgmt No vote
III
1B. ELECTION OF DIRECTOR: TREVOR FETTER Mgmt No vote
1C. ELECTION OF DIRECTOR: PAUL G. KIRK, JR. Mgmt No vote
1D. ELECTION OF DIRECTOR: LIAM E. MCGEE Mgmt No vote
1E. ELECTION OF DIRECTOR: KATHRYN A. MIKELLS Mgmt No vote
1F. ELECTION OF DIRECTOR: MICHAEL G. MORRIS Mgmt No vote
1G. ELECTION OF DIRECTOR: THOMAS A. RENYI Mgmt No vote
1H. ELECTION OF DIRECTOR: CHARLES B. STRAUSS Mgmt No vote
1I. ELECTION OF DIRECTOR: H. PATRICK SWYGERT Mgmt No vote
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt No vote
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2013
3. MANAGEMENT PROPOSAL TO APPROVE, ON A Mgmt No vote
NON-BINDING ADVISORY BASIS, THE
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS AS DISCLOSED IN THE
COMPANY'S PROXY STATEMENT
--------------------------------------------------------------------------------------------------------------------------
THE HIROSHIMA BANK,LTD. Agenda Number: 704584867
--------------------------------------------------------------------------------------------------------------------------
Security: J03864105
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3797000001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 933779259
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: F. DUANE ACKERMAN Mgmt For For
1B. ELECTION OF DIRECTOR: FRANCIS S. BLAKE Mgmt For For
1C. ELECTION OF DIRECTOR: ARI BOUSBIB Mgmt For For
1D. ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN Mgmt For For
1E. ELECTION OF DIRECTOR: J. FRANK BROWN Mgmt For For
1F. ELECTION OF DIRECTOR: ALBERT P. CAREY Mgmt For For
1G. ELECTION OF DIRECTOR: ARMANDO CODINA Mgmt For For
1H. ELECTION OF DIRECTOR: BONNIE G. HILL Mgmt For For
1I. ELECTION OF DIRECTOR: KAREN L. KATEN Mgmt For For
1J. ELECTION OF DIRECTOR: MARK VADON Mgmt For For
2. PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG Mgmt For For
LLP
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. APPROVAL OF THE MATERIAL TERMS OF OFFICER Mgmt For For
PERFORMANCE GOALS UNDER THE MANAGEMENT
INCENTIVE PLAN
5. APPROVAL OF THE AMENDED AND RESTATED 2005 Mgmt For For
OMNIBUS STOCK INCENTIVE PLAN
6. SHAREHOLDER PROPOSAL REGARDING EMPLOYMENT Shr Against For
DIVERSITY REPORT
7. SHAREHOLDER PROPOSAL REGARDING STORMWATER Shr Against For
MANAGEMENT POLICY
--------------------------------------------------------------------------------------------------------------------------
THE INTERPUBLIC GROUP OF COMPANIES, INC. Agenda Number: 933787232
--------------------------------------------------------------------------------------------------------------------------
Security: 460690100
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: IPG
ISIN: US4606901001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOCELYN CARTER-MILLER Mgmt For For
1B ELECTION OF DIRECTOR: JILL M. CONSIDINE Mgmt For For
1C ELECTION OF DIRECTOR: RICHARD A. GOLDSTEIN Mgmt For For
1D ELECTION OF DIRECTOR: MARY J. Mgmt For For
STEELE-GUILFOILE
1E ELECTION OF DIRECTOR: H. JOHN GREENIAUS Mgmt For For
1F ELECTION OF DIRECTOR: DAWN HUDSON Mgmt For For
1G ELECTION OF DIRECTOR: WILLIAM T. KERR Mgmt For For
1H ELECTION OF DIRECTOR: MICHAEL I. ROTH Mgmt For For
1I ELECTION OF DIRECTOR: DAVID M. THOMAS Mgmt For For
2 CONFIRM THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INTERPUBLIC'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2013
3 ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4 SHAREHOLDER PROPOSAL ENTITLED "ANNUAL Shr Against For
DISCLOSURE OF EEO-1 DATA"
5 SHAREHOLDER PROPOSAL ENTITLED "LIMIT Shr Against For
ACCELERATED EXECUTIVE PAY"
--------------------------------------------------------------------------------------------------------------------------
THE JAPAN STEEL WORKS,LTD. Agenda Number: 704563142
--------------------------------------------------------------------------------------------------------------------------
Security: J27743103
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3721400004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
--------------------------------------------------------------------------------------------------------------------------
THE MCGRAW-HILL COMPANIES, INC. Agenda Number: 933766959
--------------------------------------------------------------------------------------------------------------------------
Security: 580645109
Meeting Type: Annual
Meeting Date: 01-May-2013
Ticker: MHP
ISIN: US5806451093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PEDRO ASPE Mgmt For For
1B. ELECTION OF DIRECTOR: SIR WINFRIED BISCHOFF Mgmt For For
1C. ELECTION OF DIRECTOR: WILLIAM D. GREEN Mgmt For For
1D. ELECTION OF DIRECTOR: CHARLES E. HALDEMAN, Mgmt For For
JR.
1E. ELECTION OF DIRECTOR: LINDA KOCH LORIMER Mgmt For For
1F. ELECTION OF DIRECTOR: HAROLD MCGRAW III Mgmt For For
1G. ELECTION OF DIRECTOR: ROBERT P. MCGRAW Mgmt For For
1H. ELECTION OF DIRECTOR: HILDA Mgmt For For
OCHOA-BRILLEMBOURG
1I. ELECTION OF DIRECTOR: SIR MICHAEL RAKE Mgmt For For
1J. ELECTION OF DIRECTOR: EDWARD B. RUST, JR. Mgmt For For
1K. ELECTION OF DIRECTOR: KURT L. SCHMOKE Mgmt For For
1L. ELECTION OF DIRECTOR: SIDNEY TAUREL Mgmt For For
1M. ELECTION OF DIRECTOR: RICHARD E. THORNBURGH Mgmt For For
2. VOTE TO AMEND THE COMPANY'S RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO CHANGE THE
NAME OF THE COMPANY TO "MCGRAW HILL
FINANCIAL, INC." FROM "THE MCGRAW-HILL
COMPANIES, INC."
3. VOTE TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
EXECUTIVE COMPENSATION PROGRAM FOR THE
COMPANY'S NAMED EXECUTIVE OFFICERS
4. VOTE TO RATIFY THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013
5. SHAREHOLDER PROPOSAL REQUESTING SHAREHOLDER Shr Against For
ACTION BY WRITTEN CONSENT
--------------------------------------------------------------------------------------------------------------------------
THE PNC FINANCIAL SERVICES GROUP, INC. Agenda Number: 933744561
--------------------------------------------------------------------------------------------------------------------------
Security: 693475105
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: PNC
ISIN: US6934751057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RICHARD O. BERNDT Mgmt For For
1B ELECTION OF DIRECTOR: CHARLES E. BUNCH Mgmt For For
1C ELECTION OF DIRECTOR: PAUL W. CHELLGREN Mgmt For For
1D ELECTION OF DIRECTOR: WILLIAM S. DEMCHAK Mgmt For For
1E ELECTION OF DIRECTOR: KAY COLES JAMES Mgmt For For
1F ELECTION OF DIRECTOR: RICHARD B. KELSON Mgmt For For
1G ELECTION OF DIRECTOR: BRUCE C. LINDSAY Mgmt For For
1H ELECTION OF DIRECTOR: ANTHONY A. MASSARO Mgmt For For
1I ELECTION OF DIRECTOR: JANE G. PEPPER Mgmt For For
1J ELECTION OF DIRECTOR: JAMES E. ROHR Mgmt For For
1K ELECTION OF DIRECTOR: DONALD J. SHEPARD Mgmt For For
1L ELECTION OF DIRECTOR: LORENE K. STEFFES Mgmt For For
1M ELECTION OF DIRECTOR: DENNIS F. STRIGL Mgmt For For
1N ELECTION OF DIRECTOR: THOMAS J. USHER Mgmt For For
1O ELECTION OF DIRECTOR: GEORGE H. WALLS, JR. Mgmt For For
1P ELECTION OF DIRECTOR: HELGE H. WEHMEIER Mgmt For For
2 RATIFICATION OF THE AUDIT COMMITTEE'S Mgmt For For
SELECTION OF PRICEWATERHOUSECOOPERS LLP AS
PNC'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3 ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4 A SHAREHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON GREENHOUSE GAS EMISSIONS OF BORROWERS
AND EXPOSURE TO CLIMATE CHANGE RISK.
--------------------------------------------------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY Agenda Number: 933681062
--------------------------------------------------------------------------------------------------------------------------
Security: 742718109
Meeting Type: Annual
Meeting Date: 09-Oct-2012
Ticker: PG
ISIN: US7427181091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ANGELA F. BRALY Mgmt For For
1B. ELECTION OF DIRECTOR: KENNETH I. CHENAULT Mgmt For For
1C. ELECTION OF DIRECTOR: SCOTT D. COOK Mgmt For For
1D. ELECTION OF DIRECTOR: SUSAN Mgmt For For
DESMOND-HELLMANN
1E. ELECTION OF DIRECTOR: ROBERT A. MCDONALD Mgmt For For
1F. ELECTION OF DIRECTOR: W. JAMES MCNERNEY, Mgmt For For
JR.
1G. ELECTION OF DIRECTOR: JOHNATHAN A. RODGERS Mgmt For For
1H. ELECTION OF DIRECTOR: MARGARET C. WHITMAN Mgmt For For
1I. ELECTION OF DIRECTOR: MARY AGNES Mgmt For For
WILDEROTTER
1J. ELECTION OF DIRECTOR: PATRICIA A. WOERTZ Mgmt For For
1K. ELECTION OF DIRECTOR: ERNESTO ZEDILLO Mgmt For For
2. RATIFY APPOINTMENT OF THE INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION Mgmt For For
(THE SAY ON PAY VOTE)
4. SHAREHOLDER PROPOSAL #1 - SAY ON POLITICAL Shr Against For
CONTRIBUTION (PAGE 67 OF PROXY STATEMENT)
5. SHAREHOLDER PROPOSAL #2 - PRODUCER Shr Against For
RESPONSIBILITY FOR PACKAGING (PAGE 70 OF
PROXY STATEMENT)
6. SHAREHOLDER PROPOSAL #3 - ADOPT SIMPLE Shr For Against
MAJORITY VOTE (PAGE 72 OF PROXY STATEMENT)
--------------------------------------------------------------------------------------------------------------------------
THE SWATCH GROUP AG, NEUENBURG Agenda Number: 704446497
--------------------------------------------------------------------------------------------------------------------------
Security: H83949141
Meeting Type: OGM
Meeting Date: 29-May-2013
Ticker:
ISIN: CH0012255151
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Annual report 2012: 2012 annual report of Mgmt Take No Action
the board of directors, 2012 financial
statements (balance sheet, income statement
and notes) and 2012 consolidated financial
statements, statutory auditors report,
approval of the reports and the financial
statements
2 Discharge of the board of directors Mgmt Take No Action
3 Resolution for the appropriation of the net Mgmt Take No Action
income
4 Re-election to the board of directors Mgmt Take No Action
(Esther Grether, Nayla Hayek, Georges N.
Hayek, Ernst Tanner, Claude Nicollier and
Jean-Pierre Roth)
5 Nomination of the statutory auditors / Mgmt Take No Action
PricewaterhouseCoopers Ltd
6 In the case of ad-hoc shareholder motions Mgmt Take No Action
proposed during the general meeting, I
authorize my proxy to act as follows in
accordance with the board of directors
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN MEETING TYPE FROM AGM TO OGM. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 933727109
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 06-Mar-2013
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: SUSAN E. ARNOLD Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For
1C. ELECTION OF DIRECTOR: JUDITH L. ESTRIN Mgmt For For
1D. ELECTION OF DIRECTOR: ROBERT A. IGER Mgmt For For
1E. ELECTION OF DIRECTOR: FRED H. LANGHAMMER Mgmt For For
1F. ELECTION OF DIRECTOR: AYLWIN B. LEWIS Mgmt For For
1G. ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For
1H. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1I. ELECTION OF DIRECTOR: SHERYL K. SANDBERG Mgmt For For
1J. ELECTION OF DIRECTOR: ORIN C. SMITH Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
REGISTERED PUBLIC ACCOUNTANTS FOR 2013.
3. TO APPROVE THE TERMS OF THE COMPANY'S Mgmt For For
AMENDED AND RESTATED 2002 EXECUTIVE
PERFORMANCE PLAN, AS AMENDED.
4. TO APPROVE THE ADVISORY RESOLUTION ON Mgmt For For
EXECUTIVE COMPENSATION.
5. TO APPROVE THE SHAREHOLDER PROPOSAL Shr Against For
RELATING TO PROXY ACCESS.
6. TO APPROVE THE SHAREHOLDER PROPOSAL Shr Against For
RELATING TO FUTURE SEPARATION OF CHAIRMAN
AND CHIEF EXECUTIVE OFFICER.
--------------------------------------------------------------------------------------------------------------------------
THE WESTERN UNION COMPANY Agenda Number: 933793867
--------------------------------------------------------------------------------------------------------------------------
Security: 959802109
Meeting Type: Annual
Meeting Date: 30-May-2013
Ticker: WU
ISIN: US9598021098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DINYAR S. DEVITRE Mgmt For For
1B. ELECTION OF DIRECTOR: BETSY D. HOLDEN Mgmt For For
1C. ELECTION OF DIRECTOR: WULF VON SCHIMMELMANN Mgmt For For
1D. ELECTION OF DIRECTOR: SOLOMON D. TRUJILLO Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
3. RATIFICATION OF SELECTION OF AUDITORS Mgmt For For
4. APPROVAL OF AMENDMENTS TO THE COMPANY'S Mgmt For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO PROVIDE STOCKHOLDERS THE
RIGHT TO CALL SPECIAL MEETINGS OF
STOCKHOLDERS
5. STOCKHOLDER PROPOSAL REGARDING POLITICAL Shr Against For
CONTRIBUTIONS
--------------------------------------------------------------------------------------------------------------------------
THE WILLIAMS COMPANIES, INC. Agenda Number: 933780303
--------------------------------------------------------------------------------------------------------------------------
Security: 969457100
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: WMB
ISIN: US9694571004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ALAN S. ARMSTRONG Mgmt No vote
1B ELECTION OF DIRECTOR: JOSEPH R. CLEVELAND Mgmt No vote
1C ELECTION OF DIRECTOR: KATHLEEN B. COOPER Mgmt No vote
1D ELECTION OF DIRECTOR: JOHN A. HAGG Mgmt No vote
1E ELECTION OF DIRECTOR: JUANITA H. HINSHAW Mgmt No vote
1F ELECTION OF DIRECTOR: RALPH IZZO Mgmt No vote
1G ELECTION OF DIRECTOR: FRANK T. MACINNIS Mgmt No vote
1H ELECTION OF DIRECTOR: STEVEN W. NANCE Mgmt No vote
1I ELECTION OF DIRECTOR: MURRAY D. SMITH Mgmt No vote
1J ELECTION OF DIRECTOR: JANICE D. STONEY Mgmt No vote
1K ELECTION OF DIRECTOR: LAURA A. SUGG Mgmt No vote
02 RATIFICATION OF ERNST & YOUNG LLP AS Mgmt No vote
AUDITORS FOR 2013.
03 APPROVAL, BY NONBINDING ADVISORY VOTE, OF Mgmt No vote
THE COMPANY'S EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
THE YOKOHAMA RUBBER COMPANY,LIMITED Agenda Number: 704312216
--------------------------------------------------------------------------------------------------------------------------
Security: J97536122
Meeting Type: AGM
Meeting Date: 28-Mar-2013
Ticker:
ISIN: JP3955800002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Amend the Compensation to be received by Mgmt For For
Directors
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 933783056
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: C. MARTIN HARRIS Mgmt For For
1B. ELECTION OF DIRECTOR: JUDY C. LEWENT Mgmt For For
1C. ELECTION OF DIRECTOR: JIM P. MANZI Mgmt For For
1D. ELECTION OF DIRECTOR: LARS R. SORENSEN Mgmt For For
1E. ELECTION OF DIRECTOR: ELAINE S. ULLIAN Mgmt For For
1F. ELECTION OF DIRECTOR: MARC N. CASPER Mgmt For For
1G. ELECTION OF DIRECTOR: NELSON J. CHAI Mgmt For For
1H. ELECTION OF DIRECTOR: TYLER JACKS Mgmt For For
2. AN ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
3. APPROVAL AND ADOPTION OF THE THERMO FISHER Mgmt For For
SCIENTIFIC 2013 STOCK INCENTIVE PLAN.
4. APPROVAL AND ADOPTION OF THE THERMO FISHER Mgmt For For
SCIENTIFIC 2013 ANNUAL INCENTIVE PLAN.
5. RATIFICATION OF THE AUDIT COMMITTEE'S Mgmt For For
SELECTION OF PRICEWATERHOUSECOOPERS LLP AS
THE COMPANY'S INDEPENDENT AUDITORS FOR
2013.
--------------------------------------------------------------------------------------------------------------------------
TIFFANY & CO. Agenda Number: 933770681
--------------------------------------------------------------------------------------------------------------------------
Security: 886547108
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: TIF
ISIN: US8865471085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MICHAEL J. KOWALSKI Mgmt No vote
1B ELECTION OF DIRECTOR: ROSE MARIE BRAVO Mgmt No vote
1C ELECTION OF DIRECTOR: GARY E. COSTLEY Mgmt No vote
1D ELECTION OF DIRECTOR: LAWRENCE K. FISH Mgmt No vote
1E ELECTION OF DIRECTOR: ABBY F. KOHNSTAMM Mgmt No vote
1F ELECTION OF DIRECTOR: CHARLES K. MARQUIS Mgmt No vote
1G ELECTION OF DIRECTOR: PETER W. MAY Mgmt No vote
1H ELECTION OF DIRECTOR: WILLIAM A. SHUTZER Mgmt No vote
1I ELECTION OF DIRECTOR: ROBERT S. SINGER Mgmt No vote
2 APPROVAL OF THE APPOINTMENT BY THE BOARD OF Mgmt No vote
DIRECTORS OF PRICEWATERHOUSECOOPERS LLP AS
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
JANUARY 31, 2014.
3 APPROVAL OF THE COMPENSATION PAID TO THE Mgmt No vote
COMPANY'S NAMED EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
TIME WARNER CABLE INC Agenda Number: 933770643
--------------------------------------------------------------------------------------------------------------------------
Security: 88732J207
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: TWC
ISIN: US88732J2078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: CAROLE BLACK Mgmt No vote
1B. ELECTION OF DIRECTOR: GLENN A. BRITT Mgmt No vote
1C. ELECTION OF DIRECTOR: THOMAS H. CASTRO Mgmt No vote
1D. ELECTION OF DIRECTOR: DAVID C. CHANG Mgmt No vote
1E. ELECTION OF DIRECTOR: JAMES E. COPELAND, Mgmt No vote
JR.
1F. ELECTION OF DIRECTOR: PETER R. HAJE Mgmt No vote
1G. ELECTION OF DIRECTOR: DONNA A. JAMES Mgmt No vote
1H. ELECTION OF DIRECTOR: DON LOGAN Mgmt No vote
1I. ELECTION OF DIRECTOR: N.J. NICHOLAS, JR. Mgmt No vote
1J. ELECTION OF DIRECTOR: WAYNE H. PACE Mgmt No vote
1K. ELECTION OF DIRECTOR: EDWARD D. SHIRLEY Mgmt No vote
1L. ELECTION OF DIRECTOR: JOHN E. SUNUNU Mgmt No vote
2. RATIFICATION OF INDEPENDENT REGISTERED Mgmt No vote
PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt No vote
OFFICER COMPENSATION.
4. STOCKHOLDER PROPOSAL ON DISCLOSURE OF Shr No vote
LOBBYING ACTIVITIES.
5. STOCKHOLDER PROPOSAL ON ACCELERATED VESTING Shr No vote
OF EQUITY AWARDS IN A CHANGE IN CONTROL.
--------------------------------------------------------------------------------------------------------------------------
TIME WARNER INC. Agenda Number: 933774956
--------------------------------------------------------------------------------------------------------------------------
Security: 887317303
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: TWX
ISIN: US8873173038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES L. BARKSDALE Mgmt For For
1B. ELECTION OF DIRECTOR: WILLIAM P. BARR Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFREY L. BEWKES Mgmt For For
1D. ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Mgmt For For
1E. ELECTION OF DIRECTOR: ROBERT C. CLARK Mgmt For For
1F. ELECTION OF DIRECTOR: MATHIAS DOPFNER Mgmt For For
1G. ELECTION OF DIRECTOR: JESSICA P. EINHORN Mgmt For For
1H. ELECTION OF DIRECTOR: FRED HASSAN Mgmt For For
1I. ELECTION OF DIRECTOR: KENNETH J. NOVACK Mgmt For For
1J. ELECTION OF DIRECTOR: PAUL D. WACHTER Mgmt For For
1K. ELECTION OF DIRECTOR: DEBORAH C. WRIGHT Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
AUDITORS.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. APPROVAL OF THE TIME WARNER INC. 2013 STOCK Mgmt For For
INCENTIVE PLAN.
--------------------------------------------------------------------------------------------------------------------------
TITAN INTERNATIONAL, INC. Agenda Number: 933771114
--------------------------------------------------------------------------------------------------------------------------
Security: 88830M102
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: TWI
ISIN: US88830M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MAURICE TAYLOR, JR. Mgmt No vote
2. TO RATIFY THE SELECTION OF GRANT THORNTON Mgmt No vote
LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013
3. TO APPROVE TITAN INTERNATIONAL, INC. Mgmt No vote
SHORT-TERM INCENTIVE PLAN
4. TO APPROVE A NON-BINDING ADVISORY Mgmt No vote
RESOLUTION ON EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
TOBU RAILWAY CO.,LTD. Agenda Number: 704585251
--------------------------------------------------------------------------------------------------------------------------
Security: J84162148
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3597800006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines Mgmt For For
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
3.12 Appoint a Director Mgmt For For
3.13 Appoint a Director Mgmt For For
3.14 Appoint a Director Mgmt For For
3.15 Appoint a Director Mgmt For For
4 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TOKYO ELECTRON LIMITED Agenda Number: 704545954
--------------------------------------------------------------------------------------------------------------------------
Security: J86957115
Meeting Type: AGM
Meeting Date: 21-Jun-2013
Ticker:
ISIN: JP3571400005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Allow Disclosure of Mgmt For For
Shareholder Meeting Materials on the
Internet
2 Amend Articles to: Increase Auditors Board Mgmt For For
Size to 5
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
3.10 Appoint a Director Mgmt For For
3.11 Appoint a Director Mgmt For For
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
TORAY INDUSTRIES,INC. Agenda Number: 704574436
--------------------------------------------------------------------------------------------------------------------------
Security: J89494116
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3621000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
--------------------------------------------------------------------------------------------------------------------------
TOSHIBA CORPORATION Agenda Number: 704561592
--------------------------------------------------------------------------------------------------------------------------
Security: J89752117
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3592200004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
1.13 Appoint a Director Mgmt For For
1.14 Appoint a Director Mgmt For For
1.15 Appoint a Director Mgmt For For
1.16 Appoint a Director Mgmt For For
2 Shareholder Proposal : Amendments to the Shr For Against
Articles of Incorporation Regarding
Exercise of Voting Rights at General
Meetings of Shareholders
--------------------------------------------------------------------------------------------------------------------------
TOSOH CORPORATION Agenda Number: 704578167
--------------------------------------------------------------------------------------------------------------------------
Security: J90096116
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3595200001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
1.13 Appoint a Director Mgmt For For
2 Appoint a Corporate Auditor Mgmt For For
3.1 Appoint a Substitute Corporate Auditor Mgmt For For
3.2 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TOTAL SA, COURBEVOIE Agenda Number: 704387477
--------------------------------------------------------------------------------------------------------------------------
Security: F92124100
Meeting Type: MIX
Meeting Date: 17-May-2013
Ticker:
ISIN: FR0000120271
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 170136 DUE TO ADDITION OF
RESOLUTIONS. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0408/201304081301115.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO CHANGE IN
TEXT OF RESOLUTIONS O.7, E.11 AND E.12.
THANK YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income and setting the Mgmt For For
dividend
O.4 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
O.5 Renewal of term of Mr. Thierry Desmarest as Mgmt For For
Board member
O.6 Renewal of term of Mr. Gunnar Brock as Mgmt For For
Board member
O.7 Renewal of term of Mr. Gerard Lamarche as Mgmt For For
Board member
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
CANDIDATES TO BE ELECTED AS DIRECTORS,
THERE IS ONLY 1 VACANCY AVAILABLE TO BE
FILLED AT THE MEETING. THE STANDING
INSTRUCTIONS FOR THIS MEETING WILL BE
DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2
DIRECTORS. THANK YOU.
O.8 Appointment of Mr. Charles Keller as Board Mgmt For For
member representing employee shareholders
pursuant to Article 11 of the bylaws
O.9 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Appointment of Mr. Philippe
Marchandise as Board member representing
employee shareholders pursuant to Article
11 of the bylaws
O.10 Attendance allowances allocated to the Mgmt For For
Board of Directors
E.11 Authorization to grant Company's share Mgmt For For
subscription and/or purchase options to
some employees of the Group and corporate
officers of the company or Group companies
with cancellation of shareholders'
preferential subscription rights to shares
issued following the exercise of share
subscription options
E.12 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital
under the conditions provided in Articles
L.3332-18 et seq. of the Code of Labor with
cancellation of shareholders' preferential
subscription rights to shares issued due to
the subscription of shares by employees of
the Group
A PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr For Against
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Creation of an Independent Ethics Committee
B PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Corporate officers and employees
compensation components related to
industrial safety indicators
C PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Total's commitment in favor of the
Diversity Label
D PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Presence of an Employees' Representative in
the compensation Committee
E PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Developing individual shareholding
--------------------------------------------------------------------------------------------------------------------------
TOYO SEIKAN GROUP HOLDINGS,LTD. Agenda Number: 704584641
--------------------------------------------------------------------------------------------------------------------------
Security: J92289107
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3613400005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TOYO SUISAN KAISHA,LTD. Agenda Number: 704588613
--------------------------------------------------------------------------------------------------------------------------
Security: 892306101
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3613000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
2.17 Appoint a Director Mgmt For For
3 Appoint a Substitute Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
TOYODA GOSEI CO.,LTD. Agenda Number: 704575440
--------------------------------------------------------------------------------------------------------------------------
Security: J91128108
Meeting Type: AGM
Meeting Date: 19-Jun-2013
Ticker:
ISIN: JP3634200004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
3 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Bonuses to Directors and Mgmt For For
Corporate Auditors
5 Approve Retirement Allowance for Retiring Mgmt Against Against
Directors and Corporate Auditors, and
Payment of Accrued Benefits associated with
Abolition of Retirement Benefit System for
Current Directors and Corporate Auditors
6 Amend the Compensation to be received by Mgmt For For
Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
TOYOTA INDUSTRIES CORPORATION Agenda Number: 704538137
--------------------------------------------------------------------------------------------------------------------------
Security: J92628106
Meeting Type: AGM
Meeting Date: 13-Jun-2013
Ticker:
ISIN: JP3634600005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
3 Approve Payment of Bonuses to Directors Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
TOYOTA MOTOR CORPORATION Agenda Number: 704538012
--------------------------------------------------------------------------------------------------------------------------
Security: J92676113
Meeting Type: AGM
Meeting Date: 14-Jun-2013
Ticker:
ISIN: JP3633400001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
2.13 Appoint a Director Mgmt For For
2.14 Appoint a Director Mgmt For For
2.15 Appoint a Director Mgmt For For
2.16 Appoint a Director Mgmt For For
3 Amend Articles to: Adopt Reduction of Mgmt For For
Liability System for Outside Directors,
Revision Reduction of Liability System for
Outside Corporate Auditors
4 Approve Payment of Bonuses to Corporate Mgmt Against Against
Officers
--------------------------------------------------------------------------------------------------------------------------
TREND MICRO INCORPORATED Agenda Number: 704294925
--------------------------------------------------------------------------------------------------------------------------
Security: J9298Q104
Meeting Type: AGM
Meeting Date: 26-Mar-2013
Ticker:
ISIN: JP3637300009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
3.4 Appoint a Corporate Auditor Mgmt For For
4 Amend the Compensation to be received by Mgmt For For
Directors
--------------------------------------------------------------------------------------------------------------------------
U.S. BANCORP Agenda Number: 933744460
--------------------------------------------------------------------------------------------------------------------------
Security: 902973304
Meeting Type: Annual
Meeting Date: 16-Apr-2013
Ticker: USB
ISIN: US9029733048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DOUGLAS M. BAKER, JR. Mgmt For For
1B. ELECTION OF DIRECTOR: Y. MARC BELTON Mgmt For For
1C. ELECTION OF DIRECTOR: VICTORIA BUYNISKI Mgmt For For
GLUCKMAN
1D. ELECTION OF DIRECTOR: ARTHUR D. COLLINS, Mgmt For For
JR.
1E. ELECTION OF DIRECTOR: RICHARD K. DAVIS Mgmt For For
1F. ELECTION OF DIRECTOR: ROLAND A. HERNANDEZ Mgmt For For
1G. ELECTION OF DIRECTOR: DOREEN WOO HO Mgmt For For
1H. ELECTION OF DIRECTOR: JOEL W. JOHNSON Mgmt For For
1I. ELECTION OF DIRECTOR: OLIVIA F. KIRTLEY Mgmt For For
1J. ELECTION OF DIRECTOR: JERRY W. LEVIN Mgmt For For
1K. ELECTION OF DIRECTOR: DAVID B. O'MALEY Mgmt For For
1L. ELECTION OF DIRECTOR: O'DELL M. OWENS, Mgmt For For
M.D., M.P.H.
1M. ELECTION OF DIRECTOR: CRAIG D. SCHNUCK Mgmt For For
1N. ELECTION OF DIRECTOR: PATRICK T. STOKES Mgmt For For
2. RATIFICATION OF SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT AUDITOR FOR THE 2013
FISCAL YEAR.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR EXECUTIVES DISCLOSED IN THE PROXY
STATEMENT.
4. SHAREHOLDER PROPOSAL: ADOPTION OF A POLICY Shr Against For
REQUIRING THAT THE CHAIRMAN OF THE BOARD BE
AN INDEPENDENT DIRECTOR.
--------------------------------------------------------------------------------------------------------------------------
UCB SA, BRUXELLES Agenda Number: 704282475
--------------------------------------------------------------------------------------------------------------------------
Security: B93562120
Meeting Type: EGM
Meeting Date: 25-Mar-2013
Ticker:
ISIN: BE0003739530
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
1 Special Report by the Board of Directors on Non-Voting
the use and purpose of the authorized
capital prepared in accordance with article
604 of the Belgian Companies Code
2 The General Meeting resolves to grant the Mgmt For For
power to increase the share capital to the
Board of Directors. Therefore, the General
Meeting resolves to add the following text
as section 2 to article 6: The Board of
Directors is authorized to increase the
Company's share capital by an amount not
exceeding five hundred million euros (EUR
500 000 000) in one or more operations,
including by way of the issuance of
warrants or convertible bonds. The Board of
Directors is expressly authorized to make
use of this mandate for the following
operations: 1. A capital increase or the
issuance of convertible bonds or warrants
with cancellation or limitation of the
preferential subscription rights of the
existing shareholders. 2. A capital
increase or the issuance of convertible
bonds CONTD
CONT CONTD with cancellation or limitation of Non-Voting
the preferential subscription rights of the
existing shareholders for the benefit of
one or more specific persons who are not
employees of the Company or of its
subsidiaries. 3. A capital increase by
incorporation of reserves and/or share
premiums. Any such capital increase may
take any and all form, including, but not
limited to, contributions in cash or in
kind, with or without share premium, the
incorporation of reserves and/or share
premiums, to the maximum extent permitted
by the law. Any use of the mandate granted
in this section may only occur via special
majority in the Board of Directors, namely
a majority of independent directors on the
one hand and a majority of directors
representing the Reference Shareholder on
the other hand. Reference CONTD
CONT CONTD Shareholder for the purposes of this Non-Voting
section shall mean the person or persons
representing any Company that did a
notification pursuant to article 74 of the
Law of 1 April 2007 relating to public
takeovers. The mandate to the Board of
Directors pursuant to this section is
granted for a period of five years as from
the date of its publication
3 The General Meeting resolves to grant the Mgmt For For
power to increase the share capital to the
Board of Directors in case of a public
take-over bid on securities of the Company.
Therefore, the General Meeting resolves to
add the following text as section 3 to
article 6: The Board of Directors is
expressly authorized, in case of a public
take-over bid on securities of the Company,
to increase the capital by an amount not
exceeding five hundred million euros (EUR
500 000 000), in one or more operations,
including by way of the issuance of
warrants or convertible bonds, in the
manner and under the conditions set out in
article 607 of the Companies Code and in
the same ways and modalities provided in
the preceding section. The mandate to the
Board of Directors pursuant to this section
is granted for a period of three years as
from the date of its publication. CONTD
CONT CONTD The total amount of the share capital Non-Voting
increased by means of this section and
section 2 above may not exceed five hundred
million euros (EUR 500 000 000). The Board
of Directors is empowered, with full power
of substitution, to amend the Articles of
Association to reflect the capital
increases resulting from the exercise of
its powers pursuant to this section and
section 2 above
4 The General Meeting resolves to replace Mgmt For For
article 11 a) second paragraphs with the
following text: Shares are registered or
dematerialized shares, at the request of
the shareholder, and in accordance with the
law. Transitional provision: Until 1
January 2014, fully paid shares is
registered, dematerialized or bearer
shares, at the request of the shareholder,
according to the law. Bearer shares of the
Company already issued and registered on a
custody account or an investment account on
1 January 2008 will exist under the
dematerialized form as from that date.
Other bearer shares will automatically be
converted into dematerialized shares, as
from their registration on a custody
account or an investment account as from 1
January 2008
5 The General Meeting resolves to replace Mgmt For For
paragraph 3 of article 12 of the Articles
of Association until the end of this
article by the following text, in order to
renew the authorization of the General
Meeting given to the Board of Directors
relating to the acquisition and transfer of
own shares: The Board of Directors is
authorized to acquire, on or outside of the
stock exchange, by way of purchase,
exchange, contribution or any other kind of
acquisition, directly or indirectly, the
maximum number of Company's shares
permitted by law for a price or an exchange
value per share of maximum the highest
price of the Company's share on Euronext
Brussels on the day of the acquisition and
minimum one euro (EUR 1). This mandate is
granted for a period of five years as of
the date of the General Meeting that
approved it. The Board of Directors is
authorized to acquire, on or outside of the
stock exchange, CONTD
CONT CONTD by way of purchase, exchange, Non-Voting
contribution or any other kind of
acquisition, directly or indirectly, the
Company's shares in accordance with the
Companies Code if such acquisition is
necessary to avoid serious and imminent
prejudice to the Company. This mandate is
granted for a period of three years as from
the date of its publication. The Board of
Directors is authorized to transfer, on or
outside of the stock exchange, by way of
sale, exchange, contribution or any other
kind of transfer, directly or indirectly,
the Company's own shares in accordance with
article 622, section 2, section 1, of the
Companies Code. This mandate is granted for
an unlimited duration in time. For the
avoidance of doubt, this mandate includes
the transfer necessary to avoid serious and
imminent prejudice to the Company. CONTD
CONT CONTD The Board of Directors is authorized Non-Voting
to transfer, on the stock exchange or
through a public offer, directly or
indirectly, the Company's shares in
accordance with article 622, section 2,
section 2, 2, of the Companies Code if such
transfer is necessary to avoid serious and
imminent prejudice to the Company. This
mandate is granted for a period of three
years as from the date of its publication.
The mandates granted to the Board of
Directors pursuant to this article extend
to any acquisitions or transfers of the
Company's shares, directly or indirectly,
undertaken by the Company's direct
subsidiaries, as defined in article 627 of
that Code
6 As the above resolution has not been Mgmt For For
approved, the General Meeting resolves to
modify the limitations stipulated on the
acquisition of own shares during the
shareholders' meeting of 6 November 2009,
as such modification will enable UCB SA to
monetize the options it currently holds in
UCB SA shares at better prices, compared to
what would be possible under the current
2009 shareholders' meeting resolution.
Therefore, the General Meeting resolves to
renew the authorization granted in 2009 and
to grant the power to the Board of
Directors to acquire, on or outside of the
stock exchange, by way of purchase,
exchange, contribution or any other kind of
acquisition, directly or indirectly, the
maximum number of Company's shares
permitted by law, for a price or an
exchange value per share of maximum the
highest price of the CONTD
CONT CONTD Company's share on Euronext Brussels Non-Voting
on the day of the acquisition and minimum
one euro (EUR 1). This mandate is granted
for a period of five years as of the date
of the General Meeting that approved it
7 The General Meeting resolves to add the Mgmt For For
following text as last paragraph of article
14 of the Articles of Association: The
share register or bond register(s) of the
Company may be held either on paper or via
whatever electronic or dematerialized means
as are legally permissible at any given
point in time
8 The General Meeting resolves to replace the Mgmt For For
second paragraph of article 19 of the
Articles of Association by the following
text: Copies or extracts of the minutes to
be produced in court or elsewhere shall be
signed by either the Chair, or two
Directors, or the Secretary General, or the
General Counsel
9 The General Meeting resolves to replace the Mgmt For For
second bullet of article 20 of Articles of
Association by the following text to
reflect the extension of this committee's
scope of competences: A Governance,
Nomination & Compensation Committee in
accordance with article 526quater of the
Companies Code with, in particular, the
tasks set out in that article
10 The General Meeting resolves to replace the Mgmt For For
second paragraph of article 36 of the
Articles of Association by the following
text in order to align it with the current
text of the companies' Code: The Board of
Directors can determine the form of
proxies, which must be received by the
Company at least six days before the date
of the meeting
11 The General Meeting resolves to replace the Mgmt For For
current article 37 by the following text:
The General Meeting shall be chaired by the
Chair of the Board of Directors, whom
failing by a Deputy Chair, and should none
of them be able to attend, by another
Director. The Chair shall appoint the
Secretary, who may but does not have to be
a shareholder, and choose two scrutinizers,
who may but do not have to be shareholders
and who, together with the Directors
present, shall constitute the Bureau
12 The General Meeting resolves to add the Mgmt For For
following text in the second paragraph of
article 38 of the Articles of Association,
between "his voting rights shall fall below
one of the limits specified above" and
"These notifications will occur": The same
notification requirements will apply to any
instrument, option, future, swap, interest
term agreement and other derivative
granting its holder the right to acquire
existing securities carrying voting rights
pursuant to a formal agreement (i.e. an
agreement that is binding pursuant to the
applicable law) and only on the holders'
own initiative. In order for the
notification requirements to apply, the
holder must either have an unconditional
right to acquire existing securities
carrying voting rights or be able to make
free use of its right to acquire them CONTD
CONT CONTD A right to acquire securities Non-Voting
carrying voting rights is considered to be
unconditional if it depends merely on an
event that can be caused to happen or
prevented from happening by the holder of
the right
--------------------------------------------------------------------------------------------------------------------------
UCB SA, BRUXELLES Agenda Number: 704378935
--------------------------------------------------------------------------------------------------------------------------
Security: B93562120
Meeting Type: MIX
Meeting Date: 25-Apr-2013
Ticker:
ISIN: BE0003739530
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
A.1 Report of the Board of Directors Non-Voting
A.2 Report of the auditor Non-Voting
A.3 Presentation of the consolidated annual Non-Voting
accounts of the UCB Group as of 31 December
2012
A.4 The Meeting approves the annual accounts of Mgmt For For
UCB SA at 31 December 2012 and the
allocation of the profits reflected therein
A.5 The Meeting approves the remuneration Mgmt For For
report
A.6 The Meeting gives a discharge to the Mgmt For For
directors for the exercise of their mandate
during the financial year closed on 31
December 2012
A.7 The Meeting gives a discharge to the Mgmt For For
auditor for the exercise of its mandate
during the financial year closed on 31
December 2012
A.8.1 The Meeting reappoints Roch Doliveux as a Mgmt For For
director for a period of four years as
provided by the articles of association
A.8.2 The Meeting reappoints Albrecht De Graeve Mgmt For For
as a director for a period of four years as
provided by the articles of association
A.8.3 The Meeting acknowledges the position of Mgmt For For
Albrecht De Graeve as an independent
director according to the independence
criteria provided by law and by the Board
of Directors. Albrecht De Graeve complies
with the independency requirements set out
in article 526ter of the Belgian Companies'
Code
A.8.4 The Meeting reappoints Peter Fellner(*) as Mgmt For For
a director for a period of four years as
provided by the articles of association
A.9 The General Meeting fixes the annual Mgmt For For
emoluments of the Chairman of the Board of
Directors at EUR 210,000, of the Vice Chair
at EUR 105,000 and of the Directors at EUR
70,000. The Chairman's annual emoluments
include his presence fees. The presence
fees of the Vice Chair and of the members
of the Board of Directors remain unchanged
at respectively EUR 1,500 and EUR 1,000 per
meeting. The General Meeting fixes the
annual additional remuneration of the Chair
and members of the Board Committees as
follows: EUR 30,000 for the Chair and EUR
20,000 for the members of the Audit
Committee,EUR 20,000 for the Chair and EUR
15,000 for the members of the Governance,
Nomination and Compensation Committee
(GNCC) and EUR 30,000 for the Chair and EUR
20,000 for the members of the Scientific
Committee
A.10 The Meeting approves the decision of the Mgmt For For
Board of Directors to allocate an estimated
number of 315,000 free shares:-of which an
estimated number of 105,000 shares to
Senior Executives, namely to about 58
individuals, according to allocation
criteria of those concerned. The
allocations of these free shares will take
place on completion of the condition that
the interested parties remain employed
within the UCB Group for a period of at
least 3 years after the grant of awards;-of
which an estimated number of 210,000 shares
to Senior Executives for the Performance
Share Plan, namely to about 58 individuals,
according to allocation criteria of those
concerned. Pay-out will occur after a three
year vesting period and will vary from 0%
to 150% of the granted amount depending on
the level of achievement of the performance
conditions set by the Board of UCB SA at
the moment of grant
A.11 It is proposed to increase the number of Mgmt For For
shares reserved under the Plan from 500,000
to 1,000,000 in order to enable US UCB
employees to continue buying UCB shares
with a discount within a tax favorable plan
A.12 Pursuant to article 556 of the Companies' Mgmt For For
Code, the Meeting approves: (i) condition 6
(e) (i) of the Terms and Conditions of the
EMTN Program (Redemption at the Option of
Noteholders-Upon a Change of Control
(Change of Control Put)), in respect of any
series of notes to which such condition is
made applicable being issued under the
Program within the 12 months following the
2013 Shareholders Meeting, under which any
and all of the holders of the relevant
notes can, in certain circumstances when a
change of control of UCB SA occurs, require
UCB SA as issuer, or UCB SA as guarantor in
the case of notes issued by UCB Lux S.A.,
to redeem that note on the change of
control put date at the put redemption
amount together, if appropriate, with
interest accrued to that change of control
put date, following a change of control of
UCB SA; (ii) any other provision of the
EMTN Program or notes issued under the EMTN
Program granting rights to third parties
which could affect an obligation on UCB SA
where in each case the exercise of these
rights is dependent on the occurrence of a
change of control; and (iii) condition 6
(e) (i) of the Terms and Conditions of the
EMTN Program (Redemption at the Option of
Noteholders-Upon a Change of Control
(Change of Control Put)), in relation to
the EUR 250,000,000 3.75% notes due 2020
issued pursuant to the EMTN Program by the
Company on or around 27 March 2013
A.13 Pursuant to article 556 of the Company Mgmt For For
Code, the Meeting approves the provision
granting to holders of bonds and/or
convertible bonds that the company has
issued or may issue on a stand-alone basis,
from 1 April 2013 until 31 July 2013, in
one or several offerings and tranches,
denominated either in EURO or in any other
currency, with maturities not exceeding 10
years, (i) the right to obtain the
redemption, or the right to require the
repurchase, of such bonds and/or
convertible bonds at a price not in excess
of 100% of the outstanding principal amount
plus accrued and unpaid interest, and (ii),
in the case of convertible bonds, the right
to convert the bonds at a conversion price
adjusted downwards in accordance with
market standard change of control
adjustment provisions, in each case in the
event of a take-over bid or a change of
control of UCB SA, as would be provided in
the terms and conditions relating to such
bonds and/or convertible bonds
A.14 Pursuant to article 556 of the Companies' Mgmt For For
Code, the Meeting approves the change of
control clause in the Finance Contract
whereby the loan, together with accrued
interest and all other amounts accrued and
outstanding thereunder, could in certain
circumstances become immediately due and
payable-at the discretion of the European
Investment Bank-following a change of
control of UCB SA, provided that the UCB SA
effectively enters into the Finance
Contract
E.1 Special Report by the Board of Directors on Non-Voting
the use and purpose of the authorized
capital prepared in accordance with article
604 of the Belgian Companies' Code
E.2 Amendment of article 6 of the Articles of Mgmt For For
Association by adding a section 2 to this
article. The current sole paragraph will
become section 1 of article 6
E.3 Further amendment of article 6 of the Mgmt For For
Articles of Association by adding an
additional section 3 to this article
E.4 Modification of article 11 a) of the Mgmt For For
Articles of Association by replacing it
with the below text, adding a transitional
provision
E.5 Replacing paragraph 3 until the end of Mgmt For For
article 12 in the Articles of Association
by a new wording
E.6 Resolution only to be voted in case Mgmt For For
resolution E.5 is not accepted
E.7 Adding a paragraph to article 14 of the Mgmt For For
Articles of Association
E.8 Modification of the second paragraph of Mgmt For For
article 19 of the Articles of Association
E.9 Modification of the second bullet of Mgmt For For
article 20 of the Articles of Association
where the Remuneration and Nomination
Committee's scope of competences is
extended with Governance
E.10 Modification of the second paragraph of Mgmt For For
article 36 of the Articles of Association,
to align with the current text of the
Company Code
E.11 Modification of article 37 of the Articles Mgmt For For
of Association
E.12 Adding a text to the second paragraph of Mgmt For For
article 38 of the Articles of Association
--------------------------------------------------------------------------------------------------------------------------
UMICORE SA, BRUXELLES Agenda Number: 704383114
--------------------------------------------------------------------------------------------------------------------------
Security: B95505168
Meeting Type: MIX
Meeting Date: 30-Apr-2013
Ticker:
ISIN: BE0003884047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) MAY BE REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
O.1 Receive directors and auditors reports Non-Voting
O.2 Approve remuneration report Mgmt For For
O.3 Approve financial statements, allocation of Mgmt For For
income, and dividends of EUR 1.00 per share
O.4 Receive consolidated financial statements Non-Voting
and statutory reports
O.5 Approve discharge of directors Mgmt For For
O.6 Approve discharge of auditors Mgmt For For
O.7.1 Re-elect Isabelle Bouillot as director Mgmt For For
O.7.2 Re-elect Shohei Naito as director Mgmt For For
O.7.3 Elect Frans Van Daele as independent Mgmt For For
director
O.7.4 Elect Barabara Kux as independent director Mgmt For For
O.7.5 Approve remuneration of directors Mgmt For For
E.1 Authorize repurchase of up to 10 percent of Mgmt For For
issued share capital
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL FOR EGM RESOLUTION ON 23 MAY 2013 AT
15:00. THANK YOU.
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF ADDITIONAL COMMENT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
UNICHARM CORPORATION Agenda Number: 704589564
--------------------------------------------------------------------------------------------------------------------------
Security: J94104114
Meeting Type: AGM
Meeting Date: 26-Jun-2013
Ticker:
ISIN: JP3951600000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Amend Articles to: Expand Business Lines Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
UNICREDIT SPA, ROMA Agenda Number: 704457577
--------------------------------------------------------------------------------------------------------------------------
Security: T960AS101
Meeting Type: MIX
Meeting Date: 11-May-2013
Ticker:
ISIN: IT0004781412
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 180031 DUE TO RECEIPT OF SLATES
FOR AUDITORS NAMES. ALL VOTES RECEIVED ON
THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS
MEETING NOTICE. THANK YOU.
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL
LINK:
https://materials.proxyvote.com/Approved/99
999Z/19840101/NPS_161734.PDF
O.1 Approval of UniCredit S.p.A. 2012 Mgmt For For
individual financial statement,
reclassification of the net assets reserves
and re-statement of the so-called "negative
reserves"; presentation of the consolidated
financial statement; completion of the
legal reserve; cancellation of the
so-called "negative reserves" for the
components not subject to variations
through final coverage of same;
reallocation of the 2011 loss
O.2 Allocation of the UniCredit S.p.A. 2012 Mgmt For For
operating result of the year; distribution
of dividend drawn up from Company reserves
from profit
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
SLATES TO BE ELECTED AS AUDITORS, THERE IS
ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE
MEETING. THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED AND, IF YOU
CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 1
SLATE OF THE 2 SLATES. THANK YOU.
O.3.1 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For
SHAREHOLDER PROPOSAL: Appointment of the
Board of Statutory Auditors and of the
Substitute Statutory Auditors. Appointment
of the Chairman of the Board of Statutory
Auditors: List 1 filed by: Fondazione Cassa
di Risparmio di Verona Vicenza Belluno e
Ancona. The percentage of share capital
indicated by such person, for the purpose
of filing the list, amounts to 3.533% of
the ordinary share capital corresponding to
no. 204,508,472 ordinary shares. Permanent
Auditors 1. Giovanni Battista Alberti 2.
Cesare Bisoni 3. Enrico Laghi 4. Maria
Rosaria De Simone 5. Alessandro Trotter;
Substitute Auditors 1. Federica Bonato 2.
Paolo Domenico Sfameni 3. Guido Paolucci 4.
Franco Luciano Tutino
O.3.2 PLEASE NOTE THAT THIS RESOLUTION IS A Shr No vote
SHAREHOLDER PROPOSAL: Appointment of the
Board of Statutory Auditors and of the
Substitute Statutory Auditors. Appointment
of the Chairman of the Board of Statutory
Auditors: List 2 filed by: - Allianz Global
Investors Italia SGR S.p.A. gestore del
fondo Allianz Azioni Italia All Stars,
Anima SGR S.p.A. gestore dei fondi Prima
Geo Italia e Anima Italia, APG Algemene
Pensioen Groep NV gestore dei fondi
Stichting Depositary APG Developed Markets
Equity Pool, Arca SGR S.p.A. gestore dei
fondi Arca Azioni Italia e Arca BB,
BancoPosta Fondi S.p.A. SGR gestore dei
fondi BancoPosta Mix 1, BancoPosta Mix 2,
BancoPosta Azionario Euro e BancoPosta
Azionario Internazionale, BNP Paribas
Investment Partners SGR S.p.A. gestore del
fondo BNL Azioni Italia, Ersel Asset
Management SGR S.p.A. gestore del fondo
Fondersel P.M.I., Eurizon Capital SGR
S.p.A. gestore dei fondi: Eurizon Azioni
Italia, Eurizon Azioni Internazionali,
Eurizon Azioni Area Euro, Eurizon Azionario
Internazionale Etico, Eurizon Azioni
Europa, Eurizon Azioni Finanza, Eurizon
Diversificato Etico e Malatesta Azionario
Europa, Eurizon Capital SA gestore dei
fondi EEF - Equity Europe, EIS - PB Equity
EUR, EEF - Equity Italy, EIS - Europe
Equities, EMAF - Dynamic, Rossini Lux Fund
- Azionario Euro, Rossini Lux Fund -
Bilanciato, EEF - Equity Financial LTE, EEF
Equity Europe LTE, EEF - Equity Euro LTE e
EEF - Equity Italy LTE, FIL Investments
International gestore dei fondi Fid
Funds-Italy, Fideuram Investimenti SGR
S.p.A. gestore del fondo Fideuram Italia,
Fideuram Gestions SA gestore dei fondi
Fideuram Fund Equity Europe, Fideuram Fund
Equity Italy e Fonditalia Equity Italy,
Interfund Sicav gestore del fondo Interfund
Equity Italy, Kairos Partners SGR S.p.A.
gestore di Kairos Italia - Fondo
Speculativo e del comparto Europa di Kairos
Investment Sicav, Mediolanum Gestione Fondi
SGRp.A. gestore del fondo Mediolanum
Flessibile Italia, Mediolanum International
Funds Limited gestore dei fondi Challenge
Funds, Pioneer Investment Management
SGRp.A. gestore dei fondi Pioneer Italia
Obbl. Piu a distrib. e Pioneer Italia
Azionario Crescita, Pioneer Asset
Management SA. The percentage of share
capital indicated by such persons, for the
purpose of filing the list, cumulatively
amounts to 1.12 % of the ordinary share
capital corresponding to no. 64,828,623
ordinary shares. Permanent Auditors 1.
Maurizio Lauri 2. Maria Enrica Spinardi;
Substitute Auditors 1. Marco Lacchini 2.
Beatrice Lombardini
O.4 Determination of the remuneration due to Mgmt For For
the Board of Statutory Auditors, for each
year in office
O.5 Appointment of the Directors necessary to Mgmt For For
complete the Board of Directors and
authorization of competing activities
according to Sec. 2390 of the Italian Civil
Code
O.6 Restatement of the remuneration expected to Mgmt For For
the Directors for their activities carried
out within the Board Committees and other
Company bodies, per each year of office
O.7 2013 Group Compensation Policy Mgmt For For
O.8 2013 Group Incentive System Mgmt For For
O.9 2013 UniCredit Group Employee Share Mgmt For For
Ownership Plan
E.1 Amendments to Clauses 5, 6, 10, 11, 12, 14, Mgmt For For
20, 30 and 32 of the Articles of
Association
E.2 Delegation to the Board of Directors, under Mgmt For For
the provisions of Sec. 2443 of the Italian
Civil Code, of the authority to resolve, on
one or more occasions for a maximum period
of five years starting from the date of the
shareholders' resolution, to carry out a
free capital increase, as allowed by Sec.
2349 of the Italian Civil Code, for a
maximum amount of EUR 143,214,140.73
corresponding to up to 42,200,000 UniCredit
ordinary shares, to be granted to the
personnel of the Holding Company and of the
Group banks and companies who hold
positions of particular importance for the
purpose of achieving the Group's overall
objectives; consequent amendments to the
Articles of Association
--------------------------------------------------------------------------------------------------------------------------
UNILEVER NV, ROTTERDAM Agenda Number: 704379064
--------------------------------------------------------------------------------------------------------------------------
Security: N8981F271
Meeting Type: AGM
Meeting Date: 15-May-2013
Ticker:
ISIN: NL0000009355
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive Report of Management Board Non-Voting
2 Approve Financial Statements and Allocation Mgmt For For
of Income
3 Approve Discharge of Executive Board Mgmt For For
Members
4 Approve Discharge of Non Executive Board Mgmt For For
Members
5 Re-elect P.G.J.M. Polman as CEO to Board of Mgmt For For
Directors
6 Re-elect R.J.M.S. Huet as CFO to Board of Mgmt For For
Directors
7 Re-elect L.O. Fresco to Board of Directors Mgmt For For
8 Re-elect A.M. Fudge to Board of Directors Mgmt For For
9 Re-elect C.E. Golden to Board of Directors Mgmt For For
10 Re-elect B.E. Grote to Board of Directors Mgmt For For
11 Re-elect H. Nyasulu to Board of Directors Mgmt For For
12 Re-elect M. Rifkind to Board of Directors Mgmt For For
13 Re-elect K.J. Storm to Board of Directors Mgmt For For
14 Re-elect M. Treschow to Board of Directors Mgmt For For
15 Re-elect P.S. Walsh to Board of Directors Mgmt For For
16 Elect L. M. Cha to Board of Directors Mgmt For For
17 Elect M. Ma to Board of Directors Mgmt For For
18 Elect J. Rishton to Board of Directors Mgmt For For
19 Ratify PricewaterhouseCoopers Accountants Mgmt For For
NV as Auditors
20 Grant Board authority to issue shares up to Mgmt For For
10 percent of Issued Capital Plus
additional 10 percent in case of
takeover/merger and restricting/excluding
preemptive rights
21 Authorize Repurchase of up to 10 Percent of Mgmt For For
Issued Share Capital
22 Approve authorization to cancel Ordinary Mgmt For For
Shares
23 Allow Questions and Close Meeting Non-Voting
--------------------------------------------------------------------------------------------------------------------------
UNITED INTERNET AG, MONTABAUR Agenda Number: 704386021
--------------------------------------------------------------------------------------------------------------------------
Security: D8542B125
Meeting Type: AGM
Meeting Date: 23-May-2013
Ticker:
ISIN: DE0005089031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading purposes
i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain registered up until meeting
date. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 08 Non-Voting
MAY 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the financial statements Non-Voting
and annual report for the 2012 financial
year with the report of the Supervisory
Board, the group financial statements and
annual report, the reports pursuant to
Sections 289(4) and 315(4) of the German
Commercial Code, and the corporate
governance and remuneration reports
2. Resolution on the appropriation of the Mgmt Take No Action
distributable profit of EUR 189,128,458.36
as follows: Payment of a dividend of EUR
0.30 per share EUR 130,928,458.36 shall be
carried forward Ex-dividend and payable
date: May 24, 2013
3. Ratification of the acts of the Board of Mgmt Take No Action
MDs
4. Ratification of the acts of the Supervisory Mgmt Take No Action
Board
5. Appointment of auditors for the 2013 Mgmt Take No Action
financial year: Ernst & Young GmbH,
Eschborn
6. Authorization to acquire own shares The Mgmt Take No Action
company shall be authorized to acquire own
shares of up to 10 percent of its share
capital, at prices neither below 10 percent
of, nor more than 10 percent above, the
market price of the shares, on or before
November 23, 2014. The Board of MDs shall
be authorized to use the shares for all
legally permissible purposes, especially to
dispose of the shares in a manner other
than the stock exchange or a rights
offering if they are sold at a price not
materially below their market price, to use
the shares within the scope of stock option
plans or for satisfying option or
conversion rights, and to retire the
shares. Shareholders. subscription rights
shall be excluded
7. Approval of the profit transfer agreement Mgmt Take No Action
with the company's wholly-owned subsidiary,
1+1 Telecom Service Holding Montabaur GmbH,
effective until at least December 31, 2018
--------------------------------------------------------------------------------------------------------------------------
UNITED PARCEL SERVICE, INC. Agenda Number: 933754548
--------------------------------------------------------------------------------------------------------------------------
Security: 911312106
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: UPS
ISIN: US9113121068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: F. DUANE ACKERMAN Mgmt For For
1B. ELECTION OF DIRECTOR: MICHAEL J. BURNS Mgmt For For
1C. ELECTION OF DIRECTOR: D. SCOTT DAVIS Mgmt For For
1D. ELECTION OF DIRECTOR: STUART E. EIZENSTAT Mgmt For For
1E. ELECTION OF DIRECTOR: MICHAEL L. ESKEW Mgmt For For
1F. ELECTION OF DIRECTOR: WILLIAM R. JOHNSON Mgmt For For
1G. ELECTION OF DIRECTOR: CANDACE KENDLE Mgmt For For
1H. ELECTION OF DIRECTOR: ANN M. LIVERMORE Mgmt For For
1I. ELECTION OF DIRECTOR: RUDY H.P. MARKHAM Mgmt For For
1J. ELECTION OF DIRECTOR: CLARK T. RANDT, JR. Mgmt For For
1K. ELECTION OF DIRECTOR: CAROL B. TOME Mgmt For For
1L. ELECTION OF DIRECTOR: KEVIN M. WARSH Mgmt For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS UPS'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR THE YEAR ENDING
DECEMBER 31, 2013.
3. SHAREOWNER PROPOSAL ON LOBBYING DISCLOSURE. Shr Against For
4. SHAREOWNER PROPOSAL TO REDUCE THE VOTING Shr Against For
POWER OF CLASS A STOCK FROM 10 VOTES PER
SHARE TO ONE VOTE PER SHARE.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 933799390
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 03-Jun-2013
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM C. BALLARD, Mgmt For For
JR.
1B. ELECTION OF DIRECTOR: EDSON BUENO, M.D. Mgmt For For
1C. ELECTION OF DIRECTOR: RICHARD T. BURKE Mgmt For For
1D. ELECTION OF DIRECTOR: ROBERT J. DARRETTA Mgmt For For
1E. ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY Mgmt For For
1F. ELECTION OF DIRECTOR: MICHELE J. HOOPER Mgmt For For
1G. ELECTION OF DIRECTOR: RODGER A. LAWSON Mgmt For For
1H. ELECTION OF DIRECTOR: DOUGLAS W. Mgmt For For
LEATHERDALE
1I. ELECTION OF DIRECTOR: GLENN M. RENWICK Mgmt For For
1J. ELECTION OF DIRECTOR: KENNETH I. SHINE, Mgmt For For
M.D.
1K. ELECTION OF DIRECTOR: GAIL R. WILENSKY, Mgmt For For
PH.D.
2. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR
THE YEAR ENDING DECEMBER 31, 2013.
4. THE SHAREHOLDER PROPOSAL SET FORTH IN THE Shr Against For
PROXY STATEMENT REQUESTING ADDITIONAL
LOBBYING DISCLOSURE, IF PROPERLY PRESENTED
AT THE 2013 ANNUAL MEETING OF SHAREHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
UNY GROUP HOLDINGS CO.,LTD. Agenda Number: 704449708
--------------------------------------------------------------------------------------------------------------------------
Security: J94368149
Meeting Type: AGM
Meeting Date: 16-May-2013
Ticker:
ISIN: JP3949600005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines, Mgmt For For
Change Fiscal Year End to the last day of
February, Change Record Date for
Mid-Dividends to the last day of August
3.1 Appoint a Director Mgmt For For
3.2 Appoint a Director Mgmt For For
3.3 Appoint a Director Mgmt For For
3.4 Appoint a Director Mgmt For For
3.5 Appoint a Director Mgmt For For
3.6 Appoint a Director Mgmt For For
3.7 Appoint a Director Mgmt For For
3.8 Appoint a Director Mgmt For For
3.9 Appoint a Director Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
USS CO.,LTD. Agenda Number: 704573535
--------------------------------------------------------------------------------------------------------------------------
Security: J9446Z105
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3944130008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
2.11 Appoint a Director Mgmt For For
2.12 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
3.3 Appoint a Corporate Auditor Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VEOLIA ENVIRONNEMENT SA, PARIS Agenda Number: 704344528
--------------------------------------------------------------------------------------------------------------------------
Security: F9686M107
Meeting Type: MIX
Meeting Date: 14-May-2013
Ticker:
ISIN: FR0000124141
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0322/201303221300897.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0426/201304261301627.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year 2012
O.3 Approval of non-tax deductible expenses and Mgmt For For
expenditures pursuant to Article 39-4 of
the General Tax Code
O.4 Allocation of income for the financial year Mgmt For For
2012 and payment of the dividend
O.5 Option for payment of the dividend in Mgmt For For
shares
O.6 Approval of the regulated agreements Mgmt For For
pursuant to the provisions of Articles
L.225-38 and L.225-40 to L.225-42 of the
Commercial Code
O.7 Approval of a regulated agreement including Mgmt For For
commitments in favor of Mr. Antoine Frerot
pursuant to the provisions of Article
L.225-42-1 of the Commercial Code
O.8 Renewal of term of Caisse des depots et Mgmt For For
consignations represented by Mr. Olivier
Mareuse as Board member
O.9 Renewal of term of Mr. Paolo Scaroni as Mgmt For For
Board member
O.10 Ratification of the cooptation and renewal Mgmt For For
of term of Mrs. Marion Guillou as Board
member
O.11 Renewal of term of the company KPMG SA as Mgmt For For
principal Statutory Auditor
O.12 Appointment of the company KPMG Audit ID as Mgmt For For
deputy Statutory Auditor, in substitution
for Mr. Philippe Mathis
O.13 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
E.14 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to
increase share capital by issuing shares or
securities giving access to capital
reserved for members of company savings
plans with cancellation of preferential
subscription rights in favor of the latter
E.15 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to
increase share capital by issuing shares
reserved for a category of persons with
cancellation of preferential subscription
rights in favor of the latter
E.16 Amendment to Article 12 the bylaws Mgmt For For
regarding Vice-Chairman's duties
OE.17 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 933747872
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: VZ
ISIN: US92343V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RICHARD L. CARRION Mgmt For For
1B ELECTION OF DIRECTOR: MELANIE L. HEALEY Mgmt For For
1C ELECTION OF DIRECTOR: M. FRANCES KEETH Mgmt For For
1D ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For
1E ELECTION OF DIRECTOR: LOWELL C. MCADAM Mgmt For For
1F ELECTION OF DIRECTOR: SANDRA O. MOOSE Mgmt For For
1G ELECTION OF DIRECTOR: JOSEPH NEUBAUER Mgmt For For
1H ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For
1I ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Mgmt For For
1J ELECTION OF DIRECTOR: HUGH B. PRICE Mgmt For For
1K ELECTION OF DIRECTOR: RODNEY E. SLATER Mgmt For For
1L ELECTION OF DIRECTOR: KATHRYN A. TESIJA Mgmt For For
1M ELECTION OF DIRECTOR: GREGORY D. WASSON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
04 APPROVAL OF LONG-TERM INCENTIVE PLAN Mgmt For For
05 NETWORK NEUTRALITY Shr Against For
06 LOBBYING ACTIVITIES Shr Against For
07 PROXY ACCESS BYLAWS Shr Against For
08 SEVERANCE APPROVAL POLICY Shr Against For
09 SHAREHOLDER RIGHT TO CALL A SPECIAL MEETING Shr Against For
10 SHAREHOLDER RIGHT TO ACT BY WRITTEN CONSENT Shr Against For
--------------------------------------------------------------------------------------------------------------------------
VIRGIN MEDIA INC Agenda Number: 933821678
--------------------------------------------------------------------------------------------------------------------------
Security: 92769L101
Meeting Type: Special
Meeting Date: 04-Jun-2013
Ticker: VMED
ISIN: US92769L1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. PROPOSAL TO ADOPT THE MERGER AGREEMENT, Mgmt For For
DATED AS OF FEBRUARY 5, 2013, AS AMENDED
FROM TIME TO TIME, WITH LIBERTY GLOBAL,
INC. AND CERTAIN AFFILIATES.
2. PROPOSAL TO APPROVE, ON AN ADVISORY Mgmt For For
NON-BINDING BASIS, THE COMPENSATION THAT
MAY BE PAID OR BECOME PAYABLE TO VIRGIN
MEDIA'S NAMED EXECUTIVE OFFICERS IN
CONNECTION WITH THE VIRGIN MEDIA MERGERS
PROVIDED FOR IN THE MERGER AGREEMENT.
3. PROPOSAL TO ADJOURN THE SPECIAL MEETING TO Mgmt For For
A LATER DATE IF THERE ARE INSUFFICIENT
VOTES TO APPROVE PROPOSAL 1 AT THE TIME OF
THE SPECIAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC, NEWBURY BERKSHIRE Agenda Number: 703887729
--------------------------------------------------------------------------------------------------------------------------
Security: G93882135
Meeting Type: AGM
Meeting Date: 24-Jul-2012
Ticker:
ISIN: GB00B16GWD56
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Accept Financial Statements and Statutory Mgmt For For
Reports
2 Re-elect Gerard Kleisterlee as Director Mgmt For For
3 Re-elect Vittorio Colao as Director Mgmt For For
4 Re-elect Andy Halford as Director Mgmt For For
5 Re-elect Stephen Pusey as Director Mgmt For For
6 Re-elect Renee James as Director Mgmt For For
7 Re-elect Alan Jebson as Director Mgmt For For
8 Re-elect Samuel Jonah as Director Mgmt For For
9 Re-elect Nick Land as Director Mgmt For For
10 Re-elect Anne Lauvergeon as Director Mgmt For For
11 Re-elect Luc Vandevelde as Director Mgmt For For
12 Re-elect Anthony Watson as Director Mgmt For For
13 Re-elect Philip Yea as Director Mgmt For For
14 Approve Final Dividend Mgmt For For
15 Approve Remuneration Report Mgmt For For
16 Reappoint Deloitte LLP as Auditors Mgmt For For
17 Authorise the Audit and Risk Committee to Mgmt For For
Fix Remuneration of Auditors
18 Authorise Issue of Equity with Pre-emptive Mgmt For For
Rights
19 Authorise Issue of Equity without Mgmt For For
Pre-emptive Rights
20 Authorise Market Purchase of Ordinary Mgmt For For
Shares
21 Authorise EU Political Donations and Mgmt For For
Expenditure
22 Authorise the Company to Call EGM with Two Mgmt For For
Weeks' Notice
--------------------------------------------------------------------------------------------------------------------------
WAL-MART STORES, INC. Agenda Number: 933799364
--------------------------------------------------------------------------------------------------------------------------
Security: 931142103
Meeting Type: Annual
Meeting Date: 07-Jun-2013
Ticker: WMT
ISIN: US9311421039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: AIDA M. ALVAREZ Mgmt For For
1B. ELECTION OF DIRECTOR: JAMES I. CASH, JR. Mgmt For For
1C. ELECTION OF DIRECTOR: ROGER C. CORBETT Mgmt For For
1D. ELECTION OF DIRECTOR: DOUGLAS N. DAFT Mgmt For For
1E. ELECTION OF DIRECTOR: MICHAEL T. DUKE Mgmt For For
1F. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN Mgmt For For
1G. ELECTION OF DIRECTOR: MARISSA A. MAYER Mgmt For For
1H. ELECTION OF DIRECTOR: GREGORY B. PENNER Mgmt For For
1I. ELECTION OF DIRECTOR: STEVEN S REINEMUND Mgmt For For
1J. ELECTION OF DIRECTOR: H. LEE SCOTT, JR. Mgmt For For
1K. ELECTION OF DIRECTOR: JIM C. WALTON Mgmt For For
1L. ELECTION OF DIRECTOR: S. ROBSON WALTON Mgmt For For
1M. ELECTION OF DIRECTOR: CHRISTOPHER J. Mgmt For For
WILLIAMS
1N. ELECTION OF DIRECTOR: LINDA S. WOLF Mgmt For For
2. RATIFICATION OF ERNST & YOUNG LLP AS Mgmt For For
INDEPENDENT ACCOUNTANTS
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4. APPROVAL OF THE WAL-MART STORES, INC. Mgmt For For
MANAGEMENT INCENTIVE PLAN, AS AMENDED
5. SPECIAL SHAREOWNER MEETING RIGHT Shr Against For
6. EQUITY RETENTION REQUIREMENT Shr Against For
7. INDEPENDENT CHAIRMAN Shr Against For
8. REQUEST FOR ANNUAL REPORT ON RECOUPMENT OF Shr Against For
EXECUTIVE PAY
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 933750209
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 10-May-2013
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: BRADBURY H. ANDERSON Mgmt For For
1B. ELECTION OF DIRECTOR: FRANK M. CLARK, JR. Mgmt For For
1C. ELECTION OF DIRECTOR: PATRICK W. GROSS Mgmt For For
1D. ELECTION OF DIRECTOR: VICTORIA M. HOLT Mgmt For For
1E. ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For
1F. ELECTION OF DIRECTOR: W. ROBERT REUM Mgmt For For
1G. ELECTION OF DIRECTOR: DAVID P. STEINER Mgmt For For
1H. ELECTION OF DIRECTOR: THOMAS H. WEIDEMEYER Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG, LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. APPROVAL OF OUR EXECUTIVE COMPENSATION. Mgmt For For
4. STOCKHOLDER PROPOSAL REGARDING A Shr Against For
REQUIREMENT FOR SENIOR EXECUTIVES TO HOLD A
SIGNIFICANT PERCENTAGE OF EQUITY AWARDS
UNTIL RETIREMENT, IF PROPERLY PRESENTED AT
THE MEETING.
5. STOCKHOLDER PROPOSAL REGARDING DISCLOSURE Shr Against For
OF POLITICAL CONTRIBUTIONS, IF PROPERLY
PRESENTED AT THE MEETING.
6. STOCKHOLDER PROPOSAL REGARDING COMPENSATION Shr Against For
BENCHMARKING CAP, IF PROPERLY PRESENTED AT
THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 933743696
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 23-Apr-2013
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A) ELECTION OF DIRECTOR: JOHN D. BAKER II Mgmt No vote
1B) ELECTION OF DIRECTOR: ELAINE L. CHAO Mgmt No vote
1C) ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt No vote
1D) ELECTION OF DIRECTOR: LLOYD H. DEAN Mgmt No vote
1E) ELECTION OF DIRECTOR: SUSAN E. ENGEL Mgmt No vote
1F) ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, Mgmt No vote
JR.
1G) ELECTION OF DIRECTOR: DONALD M. JAMES Mgmt No vote
1H) ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Mgmt No vote
1I) ELECTION OF DIRECTOR: FEDERICO F. PENA Mgmt No vote
1J) ELECTION OF DIRECTOR: HOWARD V. RICHARDSON Mgmt No vote
1K) ELECTION OF DIRECTOR: JUDITH M. RUNSTAD Mgmt No vote
1L) ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt No vote
1M) ELECTION OF DIRECTOR: JOHN G. STUMPF Mgmt No vote
1N) ELECTION OF DIRECTOR: SUSAN G. SWENSON Mgmt No vote
2. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt No vote
COMPENSATION.
3. PROPOSAL TO APPROVE THE COMPANY'S AMENDED Mgmt No vote
AND RESTATED LONG-TERM INCENTIVE
COMPENSATION PLAN.
4. PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG Mgmt No vote
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
5. STOCKHOLDER PROPOSAL TO ADOPT A POLICY Shr No vote
REQUIRING AN INDEPENDENT CHAIRMAN.
6. STOCKHOLDER PROPOSAL TO PROVIDE A REPORT ON Shr No vote
THE COMPANY'S LOBBYING POLICIES AND
PRACTICES.
7. STOCKHOLDER PROPOSAL TO REVIEW AND REPORT Shr No vote
ON INTERNAL CONTROLS OVER THE COMPANY'S
MORTGAGE SERVICING AND FORECLOSURE
PRACTICES.
--------------------------------------------------------------------------------------------------------------------------
WINDSTREAM CORPORATION Agenda Number: 933756946
--------------------------------------------------------------------------------------------------------------------------
Security: 97381W104
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: WIN
ISIN: US97381W1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: CAROL B. ARMITAGE Mgmt For For
1B. ELECTION OF DIRECTOR: SAMUEL E. BEALL, III Mgmt For For
1C. ELECTION OF DIRECTOR: DENNIS E. FOSTER Mgmt For For
1D. ELECTION OF DIRECTOR: FRANCIS X. FRANTZ Mgmt For For
1E. ELECTION OF DIRECTOR: JEFFERY R. GARDNER Mgmt For For
1F. ELECTION OF DIRECTOR: JEFFREY T. HINSON Mgmt For For
1G. ELECTION OF DIRECTOR: JUDY K. JONES Mgmt For For
1H. ELECTION OF DIRECTOR: WILLIAM A. MONTGOMERY Mgmt For For
1I. ELECTION OF DIRECTOR: ALAN L. WELLS Mgmt For For
2. TO VOTE ON AN ADVISORY (NON-BINDING) Mgmt For For
RESOLUTION ON EXECUTIVE COMPENSATION
3. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS WINDSTREAM'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTANT
FOR 2013
4. STOCKHOLDER PROPOSAL - PROHIBITION ON Shr For Against
ACCELERATED VESTING OF RESTRICTED STOCK
5. STOCKHOLDER PROPOSAL - TRANSPARENCY AND Shr Against For
ACCOUNTABILITY IN CORPORATE SPENDING ON
POLITICAL ACTIVITIES
6. STOCKHOLDER PROPOSAL - SIMPLE MAJORITY VOTE Shr For Against
RIGHT
--------------------------------------------------------------------------------------------------------------------------
WOLSELEY PLC, ST HELIER Agenda Number: 704145463
--------------------------------------------------------------------------------------------------------------------------
Security: G9736L108
Meeting Type: AGM
Meeting Date: 29-Nov-2012
Ticker:
ISIN: JE00B3YWCQ29
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the company's annual report and Mgmt For For
accounts for the year ended 31 July 2012
2 To approve the directors remuneration Mgmt For For
report for the year ended 31 July 2012
3 To declare a final dividend of 40 pence per Mgmt For For
ordinary share for the year ended 31 July
2012
4 To re-elect Ms Tessa Bamford as a director Mgmt For For
5 To re-elect Mr Michael Clarke as a director Mgmt For For
6 To re-elect Mr Gareth Davis as a director Mgmt For For
7 To re-elect Mr Andrew Duff as a director Mgmt For For
8 To re-elect Mr John Martin as a director Mgmt For For
9 To re-elect Mr Ian Meakins as a director Mgmt For For
10 To re-elect Mr Frank Roach as a director Mgmt For For
11 To re-elect Mr Michael Wareing as a Mgmt For For
director
12 To re-appoint the auditors Mgmt For For
13 To authorise the directors to determine the Mgmt For For
remuneration of the auditors
14 To give limited authority to incur Mgmt For For
political expenditure and to make political
donations
15 To give limited powers to the directors to Mgmt For For
allot equity securities
16 To give limited powers to the directors to Mgmt For For
allot equity securities for cash without
the application of pre-emption rights
17 To give limited authority for the directors Mgmt For For
to purchase ordinary shares
18 To approve a special dividend and Mgmt For For
associated share consolidation
19 To approve the adoption of the Wolseley Mgmt For For
group long term incentive plan 2012
20 To approve the adoption of the Wolseley Mgmt For For
group executive share option plan 2012
--------------------------------------------------------------------------------------------------------------------------
WOLTERS KLUWER N.V., ALPHEN AAN DEN RIJN Agenda Number: 704324499
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV09931
Meeting Type: AGM
Meeting Date: 24-Apr-2013
Ticker:
ISIN: NL0000395903
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
3.b Proposal to adopt the financial statements Mgmt For For
for 2012 as included in the annual report
for 2012
3.c Proposal to distribute a dividend of EUR Mgmt For For
0.69 per ordinary share
4.a Proposal to release the members of the Mgmt For For
Executive Board from liability for the
exercise of their duties, as stipulated in
Article 28 of the Articles of Association
4.b Proposal to release the members of the Mgmt For For
Supervisory Board from liability for the
exercise of their duties, as stipulated in
Article 28 of the Articles of Association
5.a Proposal to reappoint Mr. P.N. Wakkie as Mgmt For For
member of the Supervisory Board
5.b Proposal to reappoint Ms. B.M. Dalibard as Mgmt For For
member of the Supervisory Board
5.c Proposal to reappoint Mr. L.P Forman as Mgmt For For
member of the Supervisory Board
6 Proposal to appoint Mr. K.B. Entricken as Mgmt For For
member of the Executive Board
7 Proposal to amend the Articles of Mgmt For For
Association: Definitions a, b, c, d, e, f,
g, h, i, j, l, m, n, o, p and q, article 3,
article 4, article 5, article 12, article
13, article 14, article 15, article 17,
article 19, article 24, article 27, article
33, article 37 and article 38
8.a Proposal to extend the authority of the Mgmt For For
Executive Board to issue shares and/or
grant rights to subscribe for shares
8.b Proposal to extend the authority of the Mgmt For For
Executive Board to restrict or exclude
statutory pre-emptive rights
9 Proposal to authorize the Executive Board Mgmt For For
to acquire own shares
10 Proposal to appoint the external auditor: Mgmt For For
KPMG Accountants N.V.
--------------------------------------------------------------------------------------------------------------------------
WPX ENERGY, INC. Agenda Number: 933777572
--------------------------------------------------------------------------------------------------------------------------
Security: 98212B103
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: WPX
ISIN: US98212B1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JOHN A. CARRIG Mgmt For For
1B ELECTION OF DIRECTOR: HENRY E. LENTZ Mgmt For For
1C ELECTION OF DIRECTOR: WILLIAM G. LOWRIE Mgmt For For
2 AN ADVISORY VOTE ON THE APPROVAL OF Mgmt For For
EXECUTIVE COMPENSATION.
3 AN ADVISORY VOTE ON THE APPROVAL OF THE Mgmt 1 Year For
FREQUENCY OF SHAREHOLDER VOTES ON EXECUTIVE
COMPENSATION.
4 PROPOSAL TO APPROVE THE WPX ENERGY, INC. Mgmt For For
2013 INCENTIVE PLAN.
5 PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt For For
& YOUNG LLP AS THE INDEPENDENT PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR THE
YEAR ENDING DECEMBER 31, 2013.
--------------------------------------------------------------------------------------------------------------------------
XSTRATA PLC, LONDON Agenda Number: 703958972
--------------------------------------------------------------------------------------------------------------------------
Security: G9826T102
Meeting Type: OGM
Meeting Date: 12-Jul-2012
Ticker:
ISIN: GB0031411001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN INFORMATION Non-Voting
MEETING. SHOULD YOU WISH TO ATTEND THE
MEETING PERSONALLY, YOU MAY APPLY FOR AN
ENTRANCE CARD BY CONTACTING YOUR CLIENT
REPRESENTATIVE. THANK YOU
CMMT PLEASE NOTE THAT THE DECISION OF Non-Voting
ADJOURNMENT WILL BE MADE AT THE MEETING.
THANK YOU
1 Any other business Non-Voting
--------------------------------------------------------------------------------------------------------------------------
XSTRATA PLC, LONDON Agenda Number: 704015468
--------------------------------------------------------------------------------------------------------------------------
Security: G9826T102
Meeting Type: OGM
Meeting Date: 07-Sep-2012
Ticker:
ISIN: GB0031411001
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That, subject to and conditional upon the Mgmt For For
passing of resolution 2 set out in the
notice of the New Xstrata General Meeting,
for the purposes of giving effect to the
Scheme: (a) the directors of the Company be
authorised to take all such actions as they
may consider necessary or appropriate for
carrying the Scheme into full effect; (b)
the re-classification of the ordinary
shares of the Company and the Reduction of
Capital (including any reversals or
contingencies associated therewith) be
approved; (c) the capitalisation of the
reserve arising from the Reduction of
Capital in paying up the New Xstrata Shares
to be allotted to Glencore International
plc (or its nominee(s)) be approved; (d)
the directors of the Company be authorised
to allot the New Xstrata Shares to Glencore
International plc (or its nominee(s)) as
referred to in paragraph (c) above; and (e)
the amendments to the articles of
association of the Company be approved
2 That, subject to and conditional upon the Mgmt For For
passing of resolution 1 set out in the
notice of the New Xstrata General Meeting
and the passing of the resolution set out
in the notice of the Court Meeting: 2.1 the
Amended Management Incentive Arrangements,
as defined in the Supplementary Circular,
be approved and the directors of the
Company be authorised to do or procure to
be done all such acts and things on behalf
of the Company as they consider necessary
or expedient for the purpose of giving
effect to such arrangements; and 2.2 the
New Xstrata 2012 Plan, as defined in the
Supplementary Circular, be adopted and that
the directors of the Company be authorised
to do or procure to be done all such acts
and things on behalf of the Company as they
consider necessary or expedient for the
purpose of giving effect to the New Xstrata
2012 Plan
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XSTRATA PLC, LONDON Agenda Number: 703964432
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Security: G9826T102
Meeting Type: CRT
Meeting Date: 07-Sep-2012
Ticker:
ISIN: GB0031411001
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT ABSTAIN IS NOT A VALID Non-Voting
VOTE OPTION FOR THIS MEETING TYPE. PLEASE
CHOOSE BETWEEN ""FOR"" AND ""AGAINST""
ONLY. SHOULD YOU CHOOSE TO VOTE ABSTAIN FOR
THIS MEETING THEN YOUR VOTE WILL BE
DISREGARDED BY THE ISSUER OR ISSUERS AGENT.
1 For the purpose of considering and, if Mgmt For For
thought fit, approving, with or without
modification, the Scheme referred to in the
notice convening the Court Meeting
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XSTRATA PLC, LONDON Agenda Number: 704126730
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Security: G9826T102
Meeting Type: CRT
Meeting Date: 20-Nov-2012
Ticker:
ISIN: GB0031411001
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT ABSTAIN IS NOT A VALID Non-Voting
VOTE OPTION FOR THIS MEETING TYPE. PLEASE
CHOOSE BETWEEN "FOR" AND "AGAINST" ONLY.
SHOULD YOU CHOOSE TO VOTE ABSTAIN FOR THIS
MEETING THEN YOUR VOTE WILL BE DISREGARDED
BY THE ISSUER OR ISSUERS AGENT.
1 To approve the said New Scheme subject to Mgmt For For
the Revised Management Incentive
Arrangements Resolution to be proposed at
the Further Xstrata General Meeting being
passed
2 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: To approve the said New Scheme
subject to the Revised Management Incentive
Arrangements Resolution to be proposed at
the Further Xstrata General Meeting not
being passed
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XSTRATA PLC, LONDON Agenda Number: 704123443
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Security: G9826T102
Meeting Type: OGM
Meeting Date: 20-Nov-2012
Ticker:
ISIN: GB0031411001
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 That, for the purposes of giving effect to Mgmt For For
the New Scheme:(a) the directors of the
Company be authorised to take all such
actions as they may consider necessary or
appropriate for carrying the New Scheme
into full effect; (b) the re-classification
of the ordinary shares of the Company and
the Reduction of Capital (including any
reversals or contingencies associated
therewith) be approved; (c) the
capitalisation of the reserve arising from
the Reduction of Capital in paying up the
Further Xstrata Shares to be allotted to
Glencore International plc (or its
nominee(s)) be approved; (d) the directors
of the Company be authorised to allot the
New Xstrata Shares to Glencore
International plc (or its nominee(s)) as
referred to in paragraph (c) above; and (e)
the amendments to the articles of
association of the Company be approved
2 That: 2.1 the Revised Management Incentive Mgmt For For
Arrangements, as defined in the New Scheme
Circular, be approved and the directors of
the Company be authorised to do or procure
to be done all such acts and things on
behalf of the Company as they consider
necessary or expedient for the purpose of
giving effect to such arrangements; and
2.2 the Revised New Xstrata 2012 Plan, as
defined in the New Scheme Circular, be
adopted and that the directors of the
Company be authorised to do or procure to
be done all such acts and things on behalf
of the Company as they consider necessary
or expedient for the purpose of giving
effect to the Revised New Xstrata 2012 Plan
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YAKULT HONSHA CO.,LTD. Agenda Number: 704579880
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Security: J95468120
Meeting Type: AGM
Meeting Date: 25-Jun-2013
Ticker:
ISIN: JP3931600005
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
1.13 Appoint a Director Mgmt For For
1.14 Appoint a Director Mgmt For For
1.15 Appoint a Director Mgmt For For
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YAMADA DENKI CO.,LTD. Agenda Number: 704530547
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Security: J95534103
Meeting Type: AGM
Meeting Date: 27-Jun-2013
Ticker:
ISIN: JP3939000000
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Approve Payment of Accrued Benefits Mgmt Against Against
associated with Abolition of Retirement
Benefit System for Current Directors
5 Approve Amount and Details of Compensation Mgmt For For
Concerning Share Acquisition Rights as
Stock Compensation-type Stock Options for
Directors
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YAMAHA MOTOR CO.,LTD. Agenda Number: 704294949
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Security: J95776126
Meeting Type: AGM
Meeting Date: 26-Mar-2013
Ticker:
ISIN: JP3942800008
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Mgmt For For
2.2 Appoint a Director Mgmt For For
2.3 Appoint a Director Mgmt For For
2.4 Appoint a Director Mgmt For For
2.5 Appoint a Director Mgmt For For
2.6 Appoint a Director Mgmt For For
2.7 Appoint a Director Mgmt For For
2.8 Appoint a Director Mgmt For For
2.9 Appoint a Director Mgmt For For
2.10 Appoint a Director Mgmt For For
3.1 Appoint a Corporate Auditor Mgmt For For
3.2 Appoint a Corporate Auditor Mgmt For For
4 Appoint a Substitute Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors Mgmt Against Against
6 Approve Renewal of Countermeasures to Mgmt For For
Large-Scale Acquisitions of the Company's
Shares
7 Shareholder Proposal : Approve Shr Against For
Appropriation of Surplus
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YUM! BRANDS, INC. Agenda Number: 933770996
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Security: 988498101
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: YUM
ISIN: US9884981013
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MICHAEL J. CAVANAGH Mgmt No vote
1B. ELECTION OF DIRECTOR: DAVID W. DORMAN Mgmt No vote
1C. ELECTION OF DIRECTOR: MASSIMO FERRAGAMO Mgmt No vote
1D. ELECTION OF DIRECTOR: MIRIAN M. Mgmt No vote
GRADDICK-WEIR
1E. ELECTION OF DIRECTOR: J. DAVID GRISSOM Mgmt No vote
1F. ELECTION OF DIRECTOR: BONNIE G. HILL Mgmt No vote
1G. ELECTION OF DIRECTOR: JONATHAN S. LINEN Mgmt No vote
1H. ELECTION OF DIRECTOR: THOMAS C. NELSON Mgmt No vote
1I. ELECTION OF DIRECTOR: DAVID C. NOVAK Mgmt No vote
1J. ELECTION OF DIRECTOR: THOMAS M. RYAN Mgmt No vote
1K. ELECTION OF DIRECTOR: JING-SHYH S. SU Mgmt No vote
1L. ELECTION OF DIRECTOR: ROBERT D. WALTER Mgmt No vote
2. RATIFICATION OF INDEPENDENT AUDITORS. Mgmt No vote
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt No vote
COMPENSATION.
4. RE-APPROVAL OF PERFORMANCE MEASURES OF YUM! Mgmt No vote
BRANDS, INC. LONG TERM INCENTIVE PLAN.
5. SHAREHOLDER PROPOSAL REGARDING PACKAGING Shr No vote
RECYCLING.
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ZIONS BANCORPORATION Agenda Number: 933777661
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Security: 989701107
Meeting Type: Annual
Meeting Date: 24-May-2013
Ticker: ZION
ISIN: US9897011071
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JERRY C. ATKIN Mgmt For For
1B ELECTION OF DIRECTOR: R.D. CASH Mgmt For For
1C ELECTION OF DIRECTOR: PATRICIA FROBES Mgmt For For
1D ELECTION OF DIRECTOR: J. DAVID HEANEY Mgmt For For
1E ELECTION OF DIRECTOR: ROGER B. PORTER Mgmt For For
1F ELECTION OF DIRECTOR: STEPHEN D. QUINN Mgmt For For
1G ELECTION OF DIRECTOR: HARRIS H. SIMMONS Mgmt For For
1H ELECTION OF DIRECTOR: L.E. SIMMONS Mgmt For For
1I ELECTION OF DIRECTOR: SHELLEY THOMAS Mgmt For For
WILLIAMS
1J ELECTION OF DIRECTOR: STEVEN C. WHEELWRIGHT Mgmt For For
2 RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
3 APPROVAL, ON A NONBINDING ADVISORY BASIS, Mgmt For For
OF THE COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS
4 TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF THE SHAREHOLDER NON-BINDING
VOTE TO APPROVE EXECUTIVE COMPENSATION.
5 THAT THE SHAREHOLDERS REQUEST THE BOARD OF Shr Against For
DIRECTORS TO ESTABLISH A POLICY REQUIRING
THAT THE BOARD'S CHAIRMAN BE AN
"INDEPENDENT DIRECTOR."
* Management position unknown
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) Eaton Vance Tax-Managed Global Buy-Write Opportunities Fund
By (Signature) /s/ Walter A. Row, III
Name Walter A. Row, III
Title President
Date 08/16/2013