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: 811-21470
NAME OF REGISTRANT: Eaton Vance Tax-Advantaged
Global Dividend Income Fund
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 255 State Street
Boston, MA 02109
NAME AND ADDRESS OF AGENT FOR SERVICE: Alan R. Dynner, Esq.
255 State Street
Boston , MA 02109
REGISTRANT'S TELEPHONE NUMBER: 617-482-8260
DATE OF FISCAL YEAR END: 10/31
DATE OF REPORTING PERIOD: 07/01/2006 - 06/30/2007
Eaton Vance Tax-Advantaged Global Dividend Income Fund
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AEGON N V Agenda Number: 701169472
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Security: N00927298
Meeting Type: AGM
Meeting Date: 25-Apr-2007
Ticker:
ISIN: NL0000303709
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Non-Votable
IN STATUS OF BLOCKING OF JOB AND MEETING CHANGED
TO ISSUER PAY MEETING AND ADDITIONAL COMMENT.
PLEASE NOTE THAT THE NEW CUT-OFF IS 11 APR
2007. 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. Open the meetingOpening of the meeting by the Non-Voting Non-Votable
Chairman, Mr. D.G. Eustace. The draft minutes
of the AGM of April 25, 2006 were published
on AEGON s corporate website on July 24, 2006
and have been available for comments since
then. After having incorporated remarks made
by various shareholders, the minutes were signed
by the Chairman and the Secretary on October
30, 2006 and have been available on AEGON s
corporate website, www.aegon.com as from the
same date.
2. Proposal to adopt the Annual Accounts 2006 Discussion Mgmt Non-Votable
on the Annual Report 2006, including the Supervisory
Board report, the Executive Board report and
the Annual Accounts 2006. Since no significant
changes in AEGON s Corporate Governance (as
described in the 2006 Annual Report) have been
effectuated in the year under review, Corporate
Governance is not a separate item on this year
s agenda. It is proposed that shareholders
adopt the Annual Accounts for the year 2006.
3. AEGON s dividend policy was explained and discussed Mgmt Non-Votable
during the AGMs in 2005 and 2006. This policy
has not changed. The policy aims to pay adequate
and growing dividends to the holders of common
shares, depending on the cash flow and capital
position. The cash flow is determined by the
ability of the operating companies to pay out
dividends to the holding company, while maintaining
strong capitalization of the operating companies.
The capital position is determined by the relative
size of the capital components, such as shareholders
; equity and junior subordinated perpetual
securities. It is proposed that the final dividend
of EUR 0.31 per common share for the financial
year 2006 be approved. The proposal comprises
a total dividend of EUR 0.55 per common share.
After taking into account the interim dividend
of EUR 0.24 per common share, paid in September
2006, the final dividend for the financial
year 2006 will be EUR 0.31 per common share.
The final dividend will be paid entirely in
cash or entirely in common shares at the option
of the shareholder. The value of the final
dividend in stock will be approximately 95%
of the value of the final dividend in cash.
The stock fraction for the final dividend in
common shares will be determined by the Executive
Board, based upon the average price of the
AEGON share as quoted on the Euronext Amsterdam
Exchange, calculated over the five trading
days from May 10, 2007 through May 16, 2007.
4. It is proposed that the Executive Board members Mgmt Non-Votable
be released from liability for their duties,
insofar as the exercise of such duties is reflected
in the Annual Report 2006 or has otherwise
been disclosed to shareholders prior to the
adoption of the Annual Accounts 2006.
5. It is proposed that the Supervisory Board members Mgmt Take No Action
be released from liability for their duties,
insofar as the exercise of such duties is reflected
in the Annual Report 2006 or has otherwise
been disclosed to shareholders prior to the
adoption of the Annual Accounts 2006.
6. It is proposed, in accordance with the advice Mgmt Take No Action
of the Audit Committee, that Ernst & Young
be appointed as the independent auditor for
the Annual Accounts 2007.
7. It is proposed to adopt a new Remuneration Policy Mgmt Take No Action
for the members of the Executive Board. The
current Remuneration Policy was adopted by
shareholders in 2004 for the three year period
2004 through 2006. Its term was extended until
the 2007 AGM, pending the adoption of a new
Remuneration Policy. For the current Remuneration
Policy, please refer to the Annual Report for
2006, page 76. The proposed new Remuneration
Policy for the members of the Executive Board
is attached to this agenda. Upon adoption by
shareholders it will be retroactively effective
as from January 1, 2007.
8. The interim dividend 2006 has been paid in cash Mgmt Take No Action
or in shares at the option of shareholders.
In our press release of September 15, 2006,
declaring this interim dividend, we also announced
that the shares to be issued as a consequence
of stock dividend payments would be repurchased
in the market, in order to neutralize the dilution
effect of the interim dividend in stock. In
October 2006, the repurchase of 11,600,000
common shares was completed and it is now proposed
to withdraw these common shares and to reduce
the paid in capital accordingly.
9. The Executive Board proposes, as previously Mgmt Take No Action
approved by the Supervisory Board, to amend
the Articles of Incorporation of AEGON N.V.
The amendment mainly deals with incorporating
new legal provisions aimed at facilitating
electronic communication with shareholders.
The complete text of the proposed amendment
and the explanation are enclosed with this
agenda.
10. It is proposed that Mr. A.R. Wynaendts be reappointed Mgmt Take No Action
as a member of the Executive Board for another
term of four years as of April 25, 2007. According
to the appointment schedule of the Executive
Board, his term of office will expire in 2007.
He is eligible for reappointment and is willing
to remain on the Executive Board. Information
regarding Mr. Wynaendts is available on page
8 of this agenda.
11. It is proposed that Mr. L.M. van Wijk be reappointed Mgmt Take No Action
as a member of the Supervisory Board for another
term of four years as of April 25, 2007, his
four-year term of office expiring as per that
date. He is eligible for reappointment and
is willing to remain on the Supervisory Board.
Information regarding Mr. Van Wijk is available
on page 9 of this agenda.
12. It is proposed that Mrs. K.M.H. Peijs be appointed Mgmt Take No Action
as a member of the Supervisory Board as of
April 25, 2007, for a term of four years. Information
regarding Mrs. Peijs is available on page 10
of this agenda.
13. It is proposed that Mr. A. Burgmans be appointed Mgmt Take No Action
as a member of the Supervisory Board as of
April 25, 2007, for a term of four years. Information
regarding Mr. Burgmans is available on page
11 of this agenda.
14. It is proposed that the following Resolution Mgmt Take No Action
be taken: The General Meeting of Shareholders
hereby resolves to authorize the Executive
Board, for a period of eighteen (18) months
and effective April 25, 2007, as the company
body which, subject to the approval of the
Supervisory Board, shall be authorized to decide
on the issuance of common shares in the Company
and the granting of rights to acquire common
shares in the Company. This authority shall
be limited annually to 10% of the capital,
plus 10% of the capital if the issuance or
the granting of rights occurs on the occasion
of the acquisition of an enterprise or a corporation.
The term capital means the total par value
of common shares issued at the time this authorization
is used for the first time in any calendar
year. This Authorization may only be withdrawn
by the General Meeting of Shareholders on a
proposal of the Executive Board, previously
approved by the Supervisory Board.
15. It is proposed that the following Resolution Mgmt Take No Action
be taken: The General Meeting of Shareholders
hereby resolves to authorize the Executive
Board, for a period of eighteen (18) months
and effective April 25, 2007, as the company
body which, subject to the approval of the
Supervisory Board, shall be authorized to restrict
or exclude pre-emptive rights of existing shareholders
upon the issuance of common shares or the granting
of rights to subscribe for common shares in
the Company, provided that this shall be limited
annually to 10% of the capital, plus 10% of
the capital if the issuance occurs on the occasion
of the acquisition of an enterprise or a corporation.
The term capital means the total par value
of the common shares issued at the time this
authorization is used for the first time in
any calendar year. This Authorization may only
be withdrawn by the General Meeting of Shareholders
on a proposal of the Executive Board, previously
approved by the Supervisory Board.
16. It is proposed that the following Resolution Mgmt Take No Action
be taken: The General Meeting of Shareholders
resolves to authorize the Executive Board,
for a period of eighteen (18) months and effective
April 25, 2007, to issue common shares and/or
to grant rights to subscribe for common shares
to employees of AEGON N.V. and/or companies
with which AEGON N.V. forms a group, based
on a group-wide incentive plan or the Remuneration
Policy for the Executive Board, as adopted.
This authorization shall be limited annually
to 1% of the total nominal amount of the common
shares outstanding at the time that this authorization
is used for the first time in any calendar
year. This Authorization may only be withdrawn
by the General Meeting of Shareholders on a
proposal of the Executive Board, previously
approved by the Supervisory Board.
17. It is proposed that the following Resolution Mgmt Take No Action
be taken: The General Meeting of Shareholders
resolves to authorize the Executive Board for
a period of eighteen (18) months to acquire,
for a consideration, shares in AEGON s own
capital. The number of shares that may be so
acquired shall not exceed the maximum number
permitted by law and the Articles of Incorporation.
Common shares may only be acquired at a price
not higher than 10% above the quoted local
market price immediately prior to the acquisition.
Preferred shares may only be acquired at a
price not higher than 10% above the average
paid-in amount on the preferred shares being
acquired, to be increased with dividend accrued
but not yet paid at the time of the acquisition.
18. Any other business Non-Voting Non-Votable
19. Closing of the meeting Non-Voting Non-Votable
PLEASE NOTE THAT SHARE BLOCKING IS NOT APPLICABLE Non-Voting Non-Votable
FOR THIS AGM IN 2007. THE EXECUTIVE BOARD OF
AEGON NV HAS SET A RECORD DATE TO 26 APR 2007.
THANK YOU.
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ALLIANZ SE, MUENCHEN Agenda Number: 701178988
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Security: D03080112
Meeting Type: OGM
Meeting Date: 02-May-2007
Ticker:
ISIN: DE0008404005
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED Non-Voting Non-Votable
DEPENDING ON SOME SUBCUSTODIANS PROCESSING
IN THE MARKET. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. Presentation of the approved annual financial Non-Voting Non-Votable
statements and the approved consolidated financial
statements as of and for the FYE 31 DEC 2006,
and of the Management reports for Allianz SE
and for the group as well as the report of
the Supervisory Board for the FY 2006
2. Appropriation of Net Earnings Mgmt For For
3. Approval of the actions of the Members of the Mgmt For For
Board of Management of Allianz AG and of the
Members of the Board of Management of Allianz
SE
4. Approval of the Actions of the Members of the Mgmt For For
Supervisory Board of Allianz AG and of the
Members of the Supervisory Board of Allianz
SE
5.1 Elect Dr. Wulf H. Bernotat, Essen as a Member Mgmt For For
to the Supervisory Board
5.2 Elect Dr. Gerhard Cromme, Essen as a Member Mgmt For For
of the Supervisory Board
5.3 Elect Dr. Franz B. Humer, Basel as a Member Mgmt For For
of the Supervisory Board
5.4 Elect Prof. Dr. Renate Kocher, Konstanz as a Mgmt For For
Member of the Supervisory Board
5.5 Elect Mr. Igor Landau, Paris, France as a Member Mgmt For For
of the Supervisory Board
5.6 Elect Dr. Henning Schulte-Noelle, Munich as Mgmt For For
a Member of the Supervisory Board
5.7 Elect Dr. Jurgen Than, Hofheim a. Ts., as a Mgmt For For
substitute Member for the shareholder representatives
of the Supervisory Board of Allianz SE
5.8 Elect Mr. Jean-Jacques Cette, Gentilly, France Mgmt For For
as a Member of the Supervisory Board
5.9 Elect Mr. Claudia Eggert-Lehmann, Hagen as a Mgmt For For
Member of the Supervisory Board
5.10 Elect Mr. Godfrey Robert Hayward, Ashford, Kent, Mgmt For For
UK as a Member of the Supervisory Board
5.11 Elect Mr. Peter Kossubek, Bayerbach as a Member Mgmt For For
of the Supervisory Board
5.12 Elect Mr. Jorg Reinbrecht, Berlin as a Member Mgmt For For
of the Supervisory Board
5.13 Elect Mr. Rolf Zimmermann, Frankfurt am Main Mgmt For For
as a Member of the Supervisory Board
5.14 Elect Mr. Claudine Lutz, Strasbourg, France, Mgmt For For
employee assurance Generales de France S.A.,
France, as substitute member for Mr. Jean-Jacques
Cette
5.15 Elect Mr. Christian Hohn, Munich, employee and Mgmt For For
works council member released of normal duties
Dresdner Bank AG, as substitute member for
Mr. Claudia Eggert-Lehmann
5.16 Elect Mr. Evan Hall, Bristol, United Kingdom, Mgmt For For
employee Allianz Cornhill Insurance Plc, United
Kingdom, as substitute member for Mr. Godfrey
Robert Hayward
5.17 Elect Mr. Marlene Wendler, Karlsruhe, employee Mgmt For For
Allianz Private Krankenversicherungs-Aktiengesellschaft,
as substitute member for Mr. Peter Kossubek
5.18 Elect Mr. Frank Lehmhagen, Neu Wulmstorf, employee Mgmt For For
Vereinte Dienstleistungsgewerkschaft ver.di,
as substitute member for Mr. Jorg Reinbrecht
5.19 Elect Mr. Heinz Konig, Dobel, employee and works Mgmt For For
council member released of normal duties Allianz
Beratungs-und Vetriebs-AG, as substitute member
for Mr. Rolf Zimmermann
6. Remuneration of the first Supervisory Board Mgmt For For
of Allianz SE
7. Consent to the conveyance of information to Mgmt For For
shareholders by remote data transmission and
corresponding amendment to the statutes
8. Authorization to acquire treasury shares for Mgmt For For
trading purposes
9. Authorization to acquire and utilize treasury Mgmt Against Against
shares for other purposes
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ALLIED IRISH BANKS PLC Agenda Number: 701200418
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Security: G02072117
Meeting Type: OGM
Meeting Date: 09-May-2007
Ticker:
ISIN: IE0000197834
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AGM. THANK YOU. Non-Voting Non-Votable
1. Receive the report and accounts Mgmt For For
2. Declare a final dividend Mgmt For For
3.A Re-appoint Mr. Adrian Burke as a Director Mgmt For For
3.B Re-appoint Mr. Kieran Crowley as a Director Mgmt For For
3.C Re-appoint Mr. Colm Doherty as a Director Mgmt For For
3.D Re-appoint Mr. Donal Forde as a Director Mgmt For For
3.E Re-appoint Mr. Dermot Gleeson as a Director Mgmt For For
3.F Re-appoint Mr. Don Godson as a Director Mgmt For For
3.G Re-appoint Ms. Anne Maher as a Director Mgmt For For
3.H Re-appoint Mr. Daniel O Connor as a Director Mgmt For For
3.I Re-appoint Mr. John O Donnell as a Director Mgmt For For
3.J Re-appoint Mr. Sean O Driscoll as a Director Mgmt For For
3.K Re-appoint Mr. Jim O Leary as a Director Mgmt For For
3.L Re-appoint Mr. Eugene J. Sheehy as a Director Mgmt For For
3.M Re-appoint Mr. Bernard Somers as a Director Mgmt For For
3.N Re-appoint Mr. Michael J. Sullivan as a Director Mgmt For For
3.O Re-appoint Mr. Robert G. Wilmers as a Director Mgmt For For
3.P Re-appoint Ms. Jennifer Winter as a Director Mgmt For For
4. Authorize the Director to determine the remuneration Mgmt For For
of the Auditor
5. Approve to renew authority for the Company to Mgmt For For
make market purchases of the Company s shares
6. Approve to set the price range for the off market Mgmt For For
re-issue of treasury shares
7. Approve to renew the Directors authority to Mgmt For For
allot shares
8. Approve to renew the Directors authority to Mgmt For For
allot shares for cash on a non pre-emptive
basis
9. Amend the rules of the AIB Group Performance Mgmt For For
Share Plan 2005
10. PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Approve to remove KPMG as the Auditor
11. PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: Appoint Mr. Niall Murphy as a Director
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ALTANA AG, BAD HOMBURG Agenda Number: 701180325
--------------------------------------------------------------------------------------------------------------------------
Security: D03304108
Meeting Type: AGM
Meeting Date: 03-May-2007
Ticker:
ISIN: DE0007600801
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting Non-Votable
MEETING IS 12 APR 07, 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.
1. Presentation of the financial statements and Non-Voting Non-Votable
annual report for the 2006 FY with the report
of the Supervisory Board, the group financial
statements and group annual report
2. Resolutions on the appropriation of the distribution Mgmt For For
profit of EUR 4,732,340,361.60 as follows:
payment of the regular dividend of EUR 1.30,
as follows: a special dividend of EUR 33, and
a bonus dividend of EUR 0.50 per share; ex-dividend
and payable date: 04 MAY 2007
3. Ratification of the acts of the Board of Managing Mgmt For For
Directors
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5.1. Elect Mr. Helmut Eschwey as a member of the Mgmt For For
Supervisory Board
5.2 Elect Mr. Fritz Froehlich as a member of the Mgmt For For
Supervisory Board
5.3 Elect Mr. Werner Spinner as a member of the Mgmt For For
Supervisory Board
5.4 Elect Mr. Carl Voigt as a member of the Supervisory Mgmt For For
Board
6. Appointment of the Auditors for the 2007 FY: Mgmt For For
PricewaterhouseCoopers AG
7. Amendments to the Articles of Association in Mgmt For For
respect of the transfer of the domicile of
the Company from BAD HOM BURG to Wesel
8. Amendments to the Articles of Association in Mgmt For For
respect of the adjustments of the object of
the Company
9. Amendments to the Articles of Association in Mgmt For For
respect of the adjustments of the Supervisory
Board remuneration; As of the 2007 fin yr the
fixed remuneration shall be increased to EUR
35,000 per member and the variable remuneration
adjusted to EUR 100 per EUR 1 million of the
Company's EBIT increase of 4% of the shares
capital, up to a maximum of EUR 35,000
10. Amendments to the Articles of Association in Mgmt For For
respect of the right of the Chairman of the
shareholders, meeting to limit time allotted
to the shareholders for questions and remarks
11. Sundry amendments to the Articles of Association Mgmt For For
12. Authorization to acquire own shareholders Mgmt For For
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ALTRIA GROUP, INC. Agenda Number: 932652349
--------------------------------------------------------------------------------------------------------------------------
Security: 02209S103
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: MO
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ELIZABETH E. BAILEY Mgmt For For
HAROLD BROWN Mgmt For For
MATHIS CABIALLAVETTA Mgmt For For
LOUIS C. CAMILLERI Mgmt For For
J. DUDLEY FISHBURN Mgmt For For
ROBERT E.R. HUNTLEY Mgmt For For
THOMAS W. JONES Mgmt For For
GEORGE MUNOZ Mgmt For For
LUCIO A. NOTO Mgmt For For
JOHN S. REED Mgmt For For
STEPHEN M. WOLF Mgmt For For
02 RATIFICATION OF THE SELECTION OF INDEPENDENT Mgmt For For
AUDITORS
03 STOCKHOLDER PROPOSAL 1 - CUMULATIVE VOTING Shr For Against
04 STOCKHOLDER PROPOSAL 2 - INFORMING CHILDREN Shr Against For
OF THEIR RIGHTS IF FORCED TO INCUR SECONDHAND
SMOKE
05 STOCKHOLDER PROPOSAL 3 - STOP ALL COMPANY-SPONSORED Shr Against For
CAMPAIGNS ALLEGEDLY ORIENTED TO PREVENT YOUTH
FROM SMOKING
06 STOCKHOLDER PROPOSAL 4 - GET OUT OF TRADITIONAL Shr Against For
TOBACCO BUSINESS BY 2010
07 STOCKHOLDER PROPOSAL 5 - ANIMAL WELFARE POLICY Shr Against For
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AMEREN CORPORATION Agenda Number: 932641473
--------------------------------------------------------------------------------------------------------------------------
Security: 023608102
Meeting Type: Annual
Meeting Date: 24-Apr-2007
Ticker: AEE
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
STEPHEN F. BRAUER Mgmt For For
SUSAN S. ELLIOTT Mgmt For For
GAYLE P.W. JACKSON Mgmt For For
JAMES C. JOHNSON Mgmt For For
RICHARD A. LIDDY Mgmt For For
GORDON R. LOHMAN Mgmt For For
CHARLES W. MUELLER Mgmt For For
DOUGLAS R. OBERHELMAN Mgmt For For
GARY L. RAINWATER Mgmt For For
HARVEY SALIGMAN Mgmt For For
PATRICK T. STOKES Mgmt For For
JACK D. WOODARD Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTANTS
03 SHAREHOLDER PROPOSAL RELATING TO REPORT ON CALLAWAY Shr Against For
PLANT RELEASES
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AMERICAN INTERNATIONAL GROUP, INC. Agenda Number: 932677187
--------------------------------------------------------------------------------------------------------------------------
Security: 026874107
Meeting Type: Annual
Meeting Date: 16-May-2007
Ticker: AIG
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MARSHALL A. COHEN Mgmt For For
MARTIN S. FELDSTEIN Mgmt For For
ELLEN V. FUTTER Mgmt For For
STEPHEN L. HAMMERMAN Mgmt For For
RICHARD C. HOLBROOKE Mgmt For For
FRED H. LANGHAMMER Mgmt For For
GEORGE L. MILES, JR. Mgmt For For
MORRIS W. OFFIT Mgmt For For
JAMES F. ORR III Mgmt For For
VIRGINIA M. ROMETTY Mgmt For For
MARTIN J. SULLIVAN Mgmt For For
MICHAEL H. SUTTON Mgmt For For
EDMUND S.W. TSE Mgmt For For
ROBERT B. WILLUMSTAD Mgmt For For
FRANK G. ZARB Mgmt For For
02 RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS AIG S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2007.
03 ADOPTION OF THE AMERICAN INTERNATIONAL GROUP, Mgmt For For
INC. 2007 STOCK INCENTIVE PLAN.
04 SHAREHOLDER PROPOSAL RELATING TO PERFORMANCE-BASED Shr For Against
STOCK OPTIONS.
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AON CORPORATION Agenda Number: 932680463
--------------------------------------------------------------------------------------------------------------------------
Security: 037389103
Meeting Type: Annual
Meeting Date: 18-May-2007
Ticker: AOC
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
PATRICK G. RYAN Mgmt For For
GREGORY C. CASE Mgmt For For
EDGAR D. JANNOTTA Mgmt For For
JAN KALFF Mgmt For For
LESTER B. KNIGHT Mgmt For For
J. MICHAEL LOSH Mgmt For For
R. EDEN MARTIN Mgmt For For
ANDREW J. MCKENNA Mgmt For For
ROBERT S. MORRISON Mgmt For For
RICHARD B. MYERS Mgmt For For
RICHARD C. NOTEBAERT Mgmt For For
JOHN W. ROGERS, JR. Mgmt For For
GLORIA SANTONA Mgmt For For
CAROLYN Y. WOO Mgmt For For
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS AON S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
ASTRAZENECA PLC Agenda Number: 701176869
--------------------------------------------------------------------------------------------------------------------------
Security: G0593M107
Meeting Type: AGM
Meeting Date: 26-Apr-2007
Ticker:
ISIN: GB0009895292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the Company s accounts and reports of Mgmt For For
the Directors and the Auditor for the YE 31
DEC 2006
2. Approve to confirm dividends Mgmt For For
3. Re-appoint KPMG Audit Plc, London as the Auditor Mgmt For For
4. Authorize the Directors to agree the remuneration Mgmt For For
of the Auditor
5.A Re-elect Mr. Louis Schweitzer as a Director Mgmt For For
5.B Re-elect Mr. Hakan Mogren as a Director Mgmt For For
5.C Re-elect Mr. David R. Brennan as a Director Mgmt For For
5.D Re-elect Mr. John Patterson as a Director Mgmt For For
5.E Re-elect Mr. Jonathon Symonds as a Director, Mgmt For For
in accordance with the Article 65 of the Company
s Articles of Association
5.F Re-elect Mr. John Buchanan as a Director Mgmt For For
5.G Re-elect Ms. Jane Henney as a Director Mgmt For For
5.H Re-elect Ms. Michele Hooper as a Director Mgmt For For
5.I Re-elect Mr. Joe Jimenez as a Director Mgmt For For
5.J Re-elect Dame Nancy Rothwell F as a Director Mgmt For For
5.K Re-elect Mr. John Varely as a Director Mgmt For For
5.L Re-elect Mr. Marcus Wallenberg as a Director Mgmt For For
6. Approve the Directors remuneration report for Mgmt For For
the YE 31 DEC 2006
7. Grant authority to the limited EU Political Mgmt For For
donations
8. Authorize the Directors to allot unissued shares Mgmt For For
S.9 Authorize the Directors to dissaply pre-emption Mgmt For For
rights
S.10 Authorize the Company to purchase its own shares Mgmt For For
S.11 Grant authority to the electronic communications Mgmt For For
with shareholders
--------------------------------------------------------------------------------------------------------------------------
AT&T INC. Agenda Number: 932552551
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Special
Meeting Date: 21-Jul-2006
Ticker: T
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVE ISSUANCE OF AT&T COMMON SHARES REQUIRED Mgmt For For
TO BE ISSUED PURSUANT TO THE MERGER AGREEMENT,
DATED AS OF MARCH 4, 2006, BY AND AMONG BELLSOUTH
CORPORATION, AT&T INC. AND ABC CONSOLIDATION
CORP., AS IT MAY BE AMENDED.
--------------------------------------------------------------------------------------------------------------------------
AT&T INC. Agenda Number: 932646360
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Annual
Meeting Date: 27-Apr-2007
Ticker: T
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A01 ELECTION OF DIRECTOR: WILLIAM F. ALDINGER III Mgmt For For
A02 ELECTION OF DIRECTOR: GILBERT F. AMELIO Mgmt For For
A03 ELECTION OF DIRECTOR: REUBEN V. ANDERSON Mgmt For For
A04 ELECTION OF DIRECTOR: JAMES H. BLANCHARD Mgmt For For
A05 ELECTION OF DIRECTOR: AUGUST A. BUSCH III Mgmt For For
A06 ELECTION OF DIRECTOR: JAMES P. KELLY Mgmt For For
A07 ELECTION OF DIRECTOR: CHARLES F. KNIGHT Mgmt For For
A08 ELECTION OF DIRECTOR: JON C. MADONNA Mgmt For For
A09 ELECTION OF DIRECTOR: LYNN M. MARTIN Mgmt For For
A10 ELECTION OF DIRECTOR: JOHN B. MCCOY Mgmt For For
A11 ELECTION OF DIRECTOR: MARY S. METZ Mgmt For For
A12 ELECTION OF DIRECTOR: TONI REMBE Mgmt For For
A13 ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For
A14 ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Mgmt For For
A15 ELECTION OF DIRECTOR: LAURA D ANDREA TYSON Mgmt For For
A16 ELECTION OF DIRECTOR: PATRICIA P. UPTON Mgmt For For
A17 ELECTION OF DIRECTOR: EDWARD E. WHITACRE, JR. Mgmt For For
B02 RATIFY APPOINTMENT OF INDEPENDENT AUDITORS Mgmt For For
B03 APPROVE THE AT&T SEVERANCE POLICY Mgmt For For
C04 STOCKHOLDER PROPOSAL A Shr Against For
C05 STOCKHOLDER PROPOSAL B Shr For Against
C06 STOCKHOLDER PROPOSAL C Shr For Against
C07 STOCKHOLDER PROPOSAL D Shr For Against
C08 STOCKHOLDER PROPOSAL E Shr For Against
--------------------------------------------------------------------------------------------------------------------------
AVALONBAY COMMUNITIES, INC. Agenda Number: 932666641
--------------------------------------------------------------------------------------------------------------------------
Security: 053484101
Meeting Type: Annual
Meeting Date: 16-May-2007
Ticker: AVB
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
BRYCE BLAIR Mgmt For For
BRUCE A. CHOATE Mgmt For For
JOHN J. HEALY, JR. Mgmt For For
GILBERT M. MEYER Mgmt For For
TIMOTHY J. NAUGHTON Mgmt For For
LANCE R. PRIMIS Mgmt For For
H. JAY SARLES Mgmt For For
ALLAN D. SCHUSTER Mgmt For For
AMY P. WILLIAMS Mgmt For For
02 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS THE COMPANY S INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2007.
--------------------------------------------------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION Agenda Number: 932644481
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2007
Ticker: BAC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: WILLIAM BARNET, III Mgmt For For
1B ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. Mgmt For For
1C ELECTION OF DIRECTOR: JOHN T. COLLINS Mgmt For For
1D ELECTION OF DIRECTOR: GARY L. COUNTRYMAN Mgmt For For
1E ELECTION OF DIRECTOR: TOMMY R. FRANKS Mgmt For For
1F ELECTION OF DIRECTOR: CHARLES K. GIFFORD Mgmt For For
1G ELECTION OF DIRECTOR: W. STEVEN JONES Mgmt For For
1H ELECTION OF DIRECTOR: KENNETH D. LEWIS Mgmt For For
1I ELECTION OF DIRECTOR: MONICA C. LOZANO Mgmt For For
1J ELECTION OF DIRECTOR: WALTER E. MASSEY Mgmt For For
1K ELECTION OF DIRECTOR: THOMAS J. MAY Mgmt For For
1L ELECTION OF DIRECTOR: PATRICIA E. MITCHELL Mgmt For For
1M ELECTION OF DIRECTOR: THOMAS M. RYAN Mgmt For For
1N ELECTION OF DIRECTOR: O. TEMPLE SLOAN, JR. Mgmt For For
1O ELECTION OF DIRECTOR: MEREDITH R. SPANGLER Mgmt For For
1P ELECTION OF DIRECTOR: ROBERT L. TILLMAN Mgmt For For
1Q ELECTION OF DIRECTOR: JACKIE M. WARD Mgmt For For
02 RATIFICATION OF THE INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM FOR 2007
03 STOCKHOLDER PROPOSAL - STOCK OPTIONS Shr Against For
04 STOCKHOLDER PROPOSAL - NUMBER OF DIRECTORS Shr Against For
05 STOCKHOLDER PROPOSAL - INDEPENDENT BOARD CHAIRMAN Shr Against For
--------------------------------------------------------------------------------------------------------------------------
BANK OF MONTREAL Agenda Number: 932625354
--------------------------------------------------------------------------------------------------------------------------
Security: 063671101
Meeting Type: Annual
Meeting Date: 01-Mar-2007
Ticker: BMO
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ROBERT M. ASTLEY Mgmt For For
STEPHEN E. BACHAND Mgmt For For
DAVID R. BEATTY Mgmt For For
ROBERT CHEVRIER Mgmt For For
GEORGE A. COPE Mgmt For For
WILLIAM A. DOWNE Mgmt For For
RONALD H. FARMER Mgmt For For
DAVID A. GALLOWAY Mgmt For For
HAROLD N. KVISLE Mgmt For For
EVA LEE KWOK Mgmt For For
BRUCE H. MITCHELL Mgmt For For
PHILIP S. ORSINO Mgmt For For
MARTHA C. PIPER Mgmt For For
J. ROBERT S. PRICHARD Mgmt For For
JEREMY H. REITMAN Mgmt For For
GUYLAINE SAUCIER Mgmt For For
NANCY C. SOUTHERN Mgmt For For
02 APPOINTMENT OF AUDITOR Mgmt For For
03 APPROVE AMENDMENTS TO THE STOCK OPTION PLAN Mgmt For For
04 SHAREHOLDER PROPOSAL NO. 1 Shr Against For
05 SHAREHOLDER PROPOSAL NO. 2 Shr Against For
06 SHAREHOLDER PROPOSAL NO. 3 Shr Against For
07 SHAREHOLDER PROPOSAL NO. 4 Shr Against For
08 SHAREHOLDER PROPOSAL NO. 5 Shr Against For
09 SHAREHOLDER PROPOSAL NO. 6 Shr Against For
10 SHAREHOLDER PROPOSAL NO. 7 Shr Against For
11 SHAREHOLDER PROPOSAL NO. 8 Shr Against For
12 SHAREHOLDER PROPOSAL NO. 9 Shr Against For
13 SHAREHOLDER PROPOSAL NO. 10 Shr Against For
14 SHAREHOLDER PROPOSAL NO. 11 Shr Against For
15 SHAREHOLDER PROPOSAL NO. 12 Shr Against For
16 SHAREHOLDER PROPOSAL NO. 13. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
BARCLAYS PLC Agenda Number: 701183434
--------------------------------------------------------------------------------------------------------------------------
Security: G08036124
Meeting Type: AGM
Meeting Date: 26-Apr-2007
Ticker:
ISIN: GB0031348658
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the Directors and the Auditors reports Mgmt For For
and the audited accounts for the YE 31 DEC
2006
2. Approve the Directors remuneration report for Mgmt For For
the YE 31 DEC 2006
3. Re-elect Mr. Marcus Agius as a Director of the Mgmt For For
Company
4. Re-elect Mr. Frederik Seegers as a Director Mgmt For For
of the Company
5. Re-elect Mr. Christopher Lucas as a Director Mgmt For For
of the Company
6. Re-elect Mr. Stephen Russell as a Director of Mgmt For For
the Company
7. Re-elect Mr. Richard Leigh Clifford as a Director Mgmt For For
of the Company
8. Re-elect Sir Andhrew Likierman as a Director Mgmt For For
of the Company
9. Re-elect Mr. John Varley as a Director of the Mgmt For For
Company
10. Re-elect Sir Nigel Rudd as a Director of the Mgmt For For
Company
11. Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors of the Company
12. Authorize the Directors to set the remuneration Mgmt For For
of the Auditors
13. Authorize Barclays Bank PLC to make EU political Mgmt For For
donations
14. Approve to renew the authority given to the Mgmt For For
Directors to allot securities
S.15 Approve to renew the authority given to the Mgmt For For
Directors to allot securities for cash other
than on a pro-rate basis to shareholders and
to sell treasury shares
S.16 Approve to renew the Company s authority to Mgmt For For
purchase its own shares
S.17 Adopt the new Articles of Association of the Mgmt For For
Company
--------------------------------------------------------------------------------------------------------------------------
BASF AKTIENGESELLSCHAFT Agenda Number: 701173940
--------------------------------------------------------------------------------------------------------------------------
Security: D06216101
Meeting Type: AGM
Meeting Date: 26-Apr-2007
Ticker:
ISIN: DE0005151005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting Non-Votable
MEETING IS APRIL 05, 2007 , 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
1. Presentation of the financial statements of Non-Voting Non-Votable
BASF Aktiengesellschaft and the BASF group
consolidated financial statements for 2006;
presentation of the report of the Supervisory
Board.
2. Approve the adoption of a resolution on the Mgmt For For
appropriation of profit.
3. Approve the adoption of a resolution giving Mgmt For For
formal approval to the actions of the Supervisory
Board.
4. Approve the adoption of a resolution giving Mgmt For For
formal approval to the actions of the Board
of Executive Directors.
5. Election of an auditor for the financial year Mgmt For For
2007.
6. Approve the authorization to buy back shares Mgmt For For
and put them to further use including the authorization
to redeem bought-back shares and reduce capital.
7. Approve the conversion of BASF Aktiengesellschaft Mgmt For For
into a European company (Societas Europaea,
SE).
COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS Non-Voting Non-Votable
MEETING. A LINK TO THE COUNTER PROPOSAL INFORMATION
IS AVAILABLE IN 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 AT THE COMPANYS MEETING.
--------------------------------------------------------------------------------------------------------------------------
BCE INC. Agenda Number: 932699652
--------------------------------------------------------------------------------------------------------------------------
Security: 05534B760
Meeting Type: Special
Meeting Date: 06-Jun-2007
Ticker: BCE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
A. B RARD Mgmt For For
R.A. BRENNEMAN Mgmt For For
R.J. CURRIE Mgmt For For
A.S. FELL Mgmt For For
D. SOBLE KAUFMAN Mgmt For For
B.M. LEVITT Mgmt For For
E.C. LUMLEY Mgmt For For
J. MAXWELL Mgmt For For
J.H. MCARTHUR Mgmt For For
T.C. O'NEILL Mgmt For For
J.A. PATTISON Mgmt For For
R.C. POZEN Mgmt For For
M.J. SABIA Mgmt For For
P.M. TELLIER Mgmt For For
V.L. YOUNG Mgmt For For
02 DELOITTE & TOUCHE LLP AS AUDITORS. Mgmt For For
03 APPROVING THE SPECIAL RESOLUTION, THE FULL TEXT Mgmt For For
OF WHICH IS REPRODUCED AS SCHEDULE A TO THE
ACCOMPANYING MANAGEMENT PROXY CIRCULAR, TO
APPROVE THE NAME CHANGE OF THE CORPORATION.
04 APPROVING THE RESOLUTION, THE FULL TEXT OF WHICH Mgmt For For
IS REPRODUCED AS SCHEDULE B TO THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR, TO APPROVE AMENDMENTS
TO THE CORPORATION S EQUITY-BASED COMPENSATION
PLANS.
--------------------------------------------------------------------------------------------------------------------------
BELL ALIANT REGL COMMUNICATIONS INCOME FD Agenda Number: 701242618
--------------------------------------------------------------------------------------------------------------------------
Security: 07786J202
Meeting Type: AGM
Meeting Date: 16-May-2007
Ticker:
ISIN: US07786J2024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Elect Mr. Lawson Hunter-Trustee as a Director Mgmt For For
1.2 Elect Mr. Edward Reevey-Trustee as a Director Mgmt For For
1.3 Elect Mr. Louis Tanguay-Trustee as a Director Mgmt For For
1.4 Elect Mr. Charles White-Trustee as a Director Mgmt For For
1.5 Elect Mr. Victor Young-Trustee as a Director Mgmt For For
1.6 Elect Mr. Robert Dexter as a Director Mgmt For For
1.7 Elect Mr. Edward Reevey as a Director Mgmt For For
1.8 Elect Mr. Louis Tanguay as a Director Mgmt For For
1.9 Elect Mr. Charles White as a Director Mgmt For For
1.10 Elect Mr. Stephen Wetmore as a Director Mgmt For For
2. Appoint Deloittee & Touche LLP as the Auditors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BELLSOUTH CORPORATION Agenda Number: 932551511
--------------------------------------------------------------------------------------------------------------------------
Security: 079860102
Meeting Type: Special
Meeting Date: 21-Jul-2006
Ticker: BLS
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Mgmt For For
AS OF MARCH 4, 2006, AS AMENDED, AMONG BELLSOUTH,
AT&T INC. AND A WHOLLY-OWNED SUBSIDIARY OF
AT&T INC.
--------------------------------------------------------------------------------------------------------------------------
BNP PARIBAS, PARIS Agenda Number: 701207412
--------------------------------------------------------------------------------------------------------------------------
Security: F1058Q238
Meeting Type: AGM
Meeting Date: 15-May-2007
Ticker:
ISIN: FR0000131104
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
French Resident Shareowners must complete, sign Non-Voting Non-Votable
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
PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting Non-Votable
YOU.
O.1 Approve the consolidated balance sheet at 31 Mgmt For For
DEC 2006 and the consolidated profit and loss
account for 2006, prepared in accordance with
the International Accounting Standards (IFRS)
adopted by the European Union
O.2 Approve the Bank s balance sheet at 31 DEC 2006 Mgmt For For
and the profit and loss account for the year
then ended, prepared in accordance with French
Accounting Standards and the net income figure
of EUR 5,375,377,317.47
O.3 Approve to appropriation of net income as specified; Mgmt For For
the total dividend of EUR 2,891,923,319.00
to be paid to BNP Paribas shareholders corresponds
to a dividend of EUR 3.10 per share with a
par value of EUR 2.00; authorize the Board
of Directors to credit dividends payable on
shares held in treasury stock to un appropriated
retained earnings the proposed dividend is
eligible for the tax allowance granted to individuals
domiciled for tax purposes in France as provided
for by Article 158-3-2 of the French Tax Code;
authorize the Board of Directors to deduct
from unappropriated retained earnings the amount
necessary to pay the specified dividend on
shares issued on the exercise of Stock Options
prior to the ex-dividend date
O.4 Receive the terms of the Auditors special report Mgmt For For
on transactions and agreements governed by
Article L. 225-38 of the French Commercial
Code and approve the transactions and agreements
entered into during the year, as approved in
advance by the Board of Directors and as specified
O.5 Authorize the Board, in accordance with Article Mgmt For For
L. 225-209 ET SEQ of the French Commercial
Code, to buy back a number of shares representing
up to 10% of the bank s issued capital, i.e.,
a maximum of 93,287,849 shares at 22 JAN 2007;
these shares may be acquired for the purposes
as specified; the shares may be purchased at
any time, unless a public offer is made in
respect of the bank s shares, subject to the
applicable regulations, and by any appropriate
method, including in the form of block purchases
or by means of derivative instruments traded
on a regulated market or over the-counter;
the price at which shares may be acquired under
this authorization may not exceed EUR 105 per
share, representing a maximum purchase price
of EUR 9,795,224,145 based on the bank s issued
capital at 22 JAN 2007; this price may, however,
be adjusted to take into account the effects
of any corporate actions; authorize the Board
of Directors, with the option of delegating
said powers subject to compliance with the
applicable law, to use this authorization and,
in particular, to place orders on the stock
exchange, enter into all agreements regarding
the keeping of share purchase and sale registers,
to carry out all formalities and make all declarations
O.6 Ratify the Board of Directors 08 MAR 2007 appointment Mgmt For For
of Mr. Suzanne Berger Keniston as a Director
authority expires at the close of general
meeting called in 2008 and approve the 2007
financial statements
O.7 Approve to renew Mr. Louis Schweitzer s as a Mgmt For For
Director for a period of 3 years, expiring
at the close of the general meeting to be called
in 20I0 and approve the 2009 financial statements
O.8 Authorize the bearer of an original, copy or Mgmt For For
extract of the minutes of this meeting to carry
out all legal and administrative formalities
and to make all filings and publish all notices
required by the applicable Law
E.9 Amend the 38-month authorization given in the Mgmt For For
15th resolution adopted by the EGM of 18 MAY
2005; the amendment is to provide for the early
termination of the applicable vesting and holding
periods in the event of disability of a beneficiary,
in accordance with Act 1770-2006 of 30 DEC
2006 relating to the promotion of employee
profit-sharing and share ownership
E.10 Amend the 26-month authorization given to the Mgmt For For
Board of Directors in the 22nd resolution adopted
by the EGM of 23 MAY 2006 to increase the bank
s capital via the issue of shares reserved
for Members of the BNP Paribas Corporate Savings
Plan as specified
E.11 Authorize the Board of Directors in accordance Mgmt For For
with Article L.225-209 of the French Commercial
Code, to cancel, on one or several occasions,
some or all of the BNP Paribas shares that
the bank currently holds or that it may acquire
in accordance with the conditions laid down
by the OGM, provided that the number of shares
cancelled in any 24 month period does not exceed
10% of the total number of shares outstanding;
the difference between the purchase price of
the cancelled shares and their par value will
be deducted from additional paid-in capital
and reserves available for distribution, with
an amount corresponding to 10% of the capital
reduction being deducted from the Legal Reserve;
authorize the Board of Directors to implement
this authorization, carry out all acts, formalities
and declarations, including the amendment of
the Articles of Association, and generally,
do all that is necessary, with the option of
delegating said powers subject to compliance
with the applicable law; authority expires
at the end of 18 months; in addition, authorize
the Board of Directors, in accordance with
Article L. 225-204 of the French Commercial
Code, to reduce BNP Paribas capital by canceling
the 2,638,403 BNP Paribas shares acquired following
the full asset transfer that took place in
connection with the Merger of Societe Centrale
D Investissements into BNP Paribas on 23 MAY
2006; authorize the Board of Directors for
an I8-month period to deduct the difference
between the carrying amount of the cancelled
shares and their par value from additional
paid-in capital and reserves available for
distribution, with an amount corresponding
to 10% of the capital reduction being deducted
from the legal reserve
E.12 Approve the merger in accordance with the specified Non-Voting Non-votable
terms and conditions, to be carried out by
BNL transferring to BNP Paribas all of its
assets, in return for BNP Paribas assuming
all of BNL s liabilities; authorize the Board
of Directors to carry out a capital increase
in connection with the merger, whereby BNL
shareholders will be granted a total number
of BNP Paribas shares with a par value of EUR
2 each, ranging from 402,735 to 1,539,740 (representing
between EUR 805,470 and EUR 3,079,480) depending
on the number of BNL shares held by third parties
on the merger completion date; these newly-issued
shares will be allocated based on a ratio of
one (1) BNP Paribas share for 27 BNL shares
at the merger completion date, taking into
account the fact that no BNL shares held by
BNP Paribas will be exchanged for the Bank
s own shares, in accordance with Article L.
236-3 of the French Commercial Code; approve
the completion date for said merger, as specified
in the draft merger agreement; as from the
merger completion date - which must be no later
than 31 DEC 2007 - all operations carried out
by BNL will be considered for accounting purposes
as having been performed by BNP Paribas; notes
that the difference between the value of the
transferred net assets at 31 DEC 2006, corresponding
to BNP Paribas share of the underlying net
assets (representing between EUR 4,415 million
and EUR 4,476 million) and the estimated carrying
amount of BNP Paribas interest in BNL as recorded
in BNP Paribas accounts at the merger completion
date, represents a technical merger goodwill
of between EUR 4,536 million and EUR 4,597
million; approve any adjustments to be made
to the above-mentioned technical merger goodwill
based on the actual amount of the net assets
transferred and the carrying amount of BNP
Paribas interest in BNL at the merger completion
date, and approves the allocation of the adjusted
technical merger goodwill as provided for in
the draft merger agreement; approve that, as
from the merger completion date, the new shares
to be issued as consideration for the assets
transferred to BNP Paribas in connection with
the merger will carry the same rights and be
subject to the same legal requirements as existing
shares, and that an application will be made
for them to be listed on the Euro list market
of Euro next Paris (Compartment A); authorize
the Board of Directors to sell all the BNP
Paribas shares corresponding to fractions of
shares as provided for in the draft merger
agreement; approve that the difference between
the amount corresponding to the portion of
the net assets transferred to BNP Paribas held
by shareholders other than BNP Paribas and
BNL at the merger completion date, and the
aggregate par value of the shares remitted
as consideration for said asset transfer (representing
between EUR 14.7 million and EUR 57.4 million)
will be credited to a merger premium account
to which all shareholders shall have equivalent
rights; authorize (i) the adjustment of said
premium at the merger completion date in order
to reflect the definitive value of the net
assets transferred to BNP Paribas and the number
of BNP Paribas shares actually issued, and
(ii) the allocation of the adjusted merger
premium, as provided for in the draft merger
agreement; as a result of the merger of BNL
into BNP Paribas, approves the dissolution
of BNL without liquidation at the merger completion
date, and as from that date the replacement
of BNL by BNP Paribas in relation to all of
BNL s rights and obligations; as a result of
the merger of BNL into BNP Paribas and subject
to the terms and conditions of the draft merger
agreement, authorizes BNP Paribas to take over
BNL s commitments arising from the stock options
awarded to the Employees and Corporate Officers
of BNL and its subsidiaries under the Stock
Option Plans listed in the appendix to the
draft merger agreement; approve the Auditors
special report, resolves to waive in favour
of holders of the above stock options, all
pre-emptive rights to subscribe for the shares
to be issued on exercise of the options; grant
full powers to the Board of Directors to use
this authorization, with the option of delegating
said powers subject to compliance with the
applicable law; this includes (i) placing on
record the number and par value of the shares
to be issued on completion of the merger and,
where appropriate, the exercise of options,
(ii) carrying out the formalities related to
the corresponding capital increases, (iii)
amending the bank s Articles of Association
accordingly, and (iv) more generally, taking
any and all measures and carrying out any and
all formalities appropriate or necessary in
relation to the transaction
E.13 Approve: the terms of the merger agreement and Non-Voting Non-Votable
authorizes the merger of Compagnie Immobiliere
de France into BNP Paribas; the transfer of
Compagnie Immobiliere de France s entire asset
base to BNP Paribas; notes that since the draft
merger agreement was filed with the Paris Commercial
Court, BNP Paribas has held all of the shares
making up the capital of Compagnie Immobiliere
de France and consequently the merger will
not lead to an increase in BNP Paribas share
capital nor to an exchange of Compagnie Immobiliere
de France shares for BNP Paribas shares, in
accordance with Article L.236-II of the French
Commercial Code; the amount of the assets transferred
by Compagnie Immobiliere de France and the
valuation thereof, as well as the amount of
the technical merger goodwill and its allocation
as provided for in the merger agreement; as
a result of the foregoing and subject to the
conditions precedent provided for in the merger
agreement, Compagnie Immobiliere de France
will be automatically dissolved without liquidation
and BNP Paribas will simply replace Compagnie
Immobiliere de France in relation to all of
its rights and obligations and authorize the
Board of Directors to record the fulfillment
of the conditions precedent set out in the
merger agreement and to take any and all measures
and carry out any and all formalities appropriate
or necessary in relation to the transaction,
with the option of delegating said powers to
the Chief Executive Officer
E.14 Approve; the terms of the merger agreement and Non-Voting Non-Votable
authorizes the merger of Societe Immobiliere
du 36 avenue de l Opera into BNP Paribas; the
transfer of Societe Immobiliere du 36 avenue
de l Opera s entire asset base to BNP Paribas;
notes that since the draft merger agreement
was filed with the Paris Commercial Court,
BNP Paribas has held all of the shares making
up the capital of Societe Immobiliere du 36
avenue de l Opera and consequently the merger
will not lead to an increase in BNP Paribas
share capital nor to an exchange of Societe
Immobiliere du 36 avenue de l Opera shares
for BNP Paribas shares, in accordance with
Article L.236- II of the French Commercial
Code; the amount of the assets transferred
by Societe Immobiliere du 36 avenue de l Opera
and the valuation thereof, as well as the amount
of the technical merger goodwill and its allocation
as provided for in the merger agreement; that,
as a result of the foregoing, Societe Immobiliere
du 36 avenue de l Opera is dissolved without
liquidation as from the date of this Meeting
and that BNP Paribas will henceforth simply
replace Societe Immobiliere du 36 avenue de
l Opera in relation to all of its rights and
obligations and authorize the Board of Directors
to take any and all measures and carry out
any and all formalities appropriate or necessary
in relation to the transaction, with the option
of delegating said powers to the Chief Executive
Officer
E.15 Approve: the terms of the merger agreement and Non-Voting Non-Votable
authorizes the merger of CAPEFI into BNP Paribas;
the transfer of CAPEFI s entire asset base
to BNP Paribas; notes that since the draft
merger agreement was filed with the Paris Commercial
Court, BNP Paribas has held all of the shares
making up the capital of CAPEFI and consequently
the merger will not lead to an increase in
BNP Paribas share capital nor to an exchange
of CAPEFI shares for BNP Paribas shares, in
accordance with Article L.236- II of the French
Commercial Code; the amount of the assets transferred
by CAPEFI and the valuation thereof, as well
as the amount of the technical merger goodwill
and its allocation as provided for in the merger
agreement; that, as a result of the foregoing,
CAPEFI is dissolved without liquidation as
from the date of this meeting and BNP Paribas
will henceforth simply replace CAPEFI in relation
to all of its rights and obligations; authorize
the Board of Directors to take any and all
measures and carry out any and all formalities
appropriate or necessary in relation to the
transaction, with the option of delegating
said powers to the Chief Executive Officer
E.16 Amend the bank s Articles of Association in Mgmt For For
accordance with Decree No. 2006-1566 of 11
DEC 2006 which amends the terms and conditions
relating to attendance at shareholders meetings
provided for in the Decree of 23 MAR 1967 concerning
commercial Companies; consequently, Article
18 of Section V of the Articles of Association
is amended to read as specified
E.17 Authorize the bearer of an original, copy or Mgmt For For
extract of the minutes of this Meeting to carry
out all legal and administrative formalities
and to make all filings and publish all notices
required the applicable Law
--------------------------------------------------------------------------------------------------------------------------
BOSTON PROPERTIES, INC. Agenda Number: 932674698
--------------------------------------------------------------------------------------------------------------------------
Security: 101121101
Meeting Type: Annual
Meeting Date: 15-May-2007
Ticker: BXP
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MORTIMER B. ZUCKERMAN Mgmt Withheld Against
CAROL B. EINIGER Mgmt Withheld Against
RICHARD E. SALOMON Mgmt Withheld Against
02 TO CONSIDER AND ACT UPON A PROPOSAL TO APPROVE Mgmt For For
THE SECOND AMENDMENT AND RESTATEMENT OF THE
BOSTON PROPERTIES, INC. 1997 STOCK OPTION AND
INCENTIVE PLAN.
03 TO RATIFY THE AUDIT COMITTEE S APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS BOSTON PROPERTIES,
INC. S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31,
2007.
04 TO CONSIDER AND ACT UPON A STOCKHOLDER PROPOSAL Shr For Against
CONCERNING THE ANNUAL ELECTION OF DIRECTORS,
IF PROPERLY PRESENTED AT THE ANNUAL MEETING.
05 TO CONSIDER AND ACT UPON A STOCKHOLDER PROPOSAL Shr Against For
CONCERNING ENERGY EFFICIENCY, IF PROPERLY PRESENTED
AT THE ANNUAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
BOUYGUES, PARIS Agenda Number: 701166971
--------------------------------------------------------------------------------------------------------------------------
Security: F11487125
Meeting Type: EGM
Meeting Date: 26-Apr-2007
Ticker:
ISIN: FR0000120503
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A Verification Period exists in France. Verification Non-Voting Non-Votable
Period: Registered Shares: 1 to 5 days prior
to the meeting date, depends on company s by-laws.
Bearer Shares: 6 days prior to the meeting
date. French Resident Shareowners must complete,
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. Trades/Vote Instructions:
Since France maintains a Verification Period,
for vote instructions submitted that have a
trade transacted (sell) for either the full
security position or a partial amount after
the vote instruction has been submitted and
the Global Custodian advises of the position
change via the account position collection
process, There is a process in effect which
will advise the Global Custodian of the new
account position available for voting. This
will ensure that the local custodian is instructed
to amend the vote instruction and release the
shares for settlement of the sale transaction.
This procedure pertains to sale transactions
with a settlement date prior to Meeting Date
+ 1
PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting Non-Votable
YOU.
O.1 Receive the reports of the Board of Directors, Mgmt For For
the Chairman of the Board of Directors and
the Auditors, approve the Company s financial
statements for the YE 2006, as presented, showing
net earnings of EUR 603,396,472.57, grant permanent
discharge to the Directors for the performance
of their duties during the said FY
O.2 Receive the reports of the Board of Directors, Mgmt For For
the Chairman of the Board of Directors and
the Auditors, approve the consolidated financial
statements for the said financial year, in
the form presented to the meeting, showing
net earnings Group Share of EUR 1,246,000,000.00
O.3 Approve the distributable income of EUR 838,625,254.57 Mgmt For For
be appropriated as follows: dividends: EUR
16,738,879.15, a dividend of EUR 0.05 per share,
additional dividend: EUR 384,994,220.45, a
net dividend of 1.15 per share the balance
will be allocated to the retained earnings
account: EUR 436,892,154.97 the shareholders
will receive a net dividend of EUR 1.20 per
share and will entitle natural persons fiscally
domiciliated in France, to the 40% allowance
this dividend will be paid on 03 MAR 2007 in
the event that the Company holds some of its
own shares on such date, the amount of the
unpaid dividend on such shares shall be allocated
to the retained earnings account as required
ByLaw
O.4 Receive the special report of the Auditors on Mgmt Against Against
Agreements governed by Article L. 225-38 of
the French Commercial Code and the agreements
referred to therein
O.5 Ratify the co-optation of Mr. Patrick Kron as Mgmt Against Against
a Director, to replace Mr. Alain Pouyat, for
the remainder of Mr. Alain Pouyat s term of
office, until the ordinary shareholders meeting
and approve the financial statements for the
FY 2009
O.6 Approve to renew the appointment of Mr. Lucien Mgmt Against Against
Douroux as a Director for a 3-year period
O.7 Approve to renew the appointment of Mr. Jean Mgmt Against Against
Peyrelevade as a Director for a 3-year period
O.8 Approve to renew the appointment of the Company Mgmt Against Against
SCDM as a Director for a 3-year period
O.9 Elect Mr. Thierry Jourdaine as a Director Member Mgmt Against Against
of the Supervisory Board of 1 of the Investment
Funds representing the Employees who are shareholders,
subject to the adoption by the shareholders
meeting of Resolution E.27, his term of office
will last 3 years; if such resolution is not
approved, it will last 2 years
O.10 Elect Mr. Jean-Michel Gras as a Director Member Mgmt Against Against
of the Supervisory Board of 1 of the Investment
Funds representing the Employees who are shareholders,
subject to the adoption by the shareholders
meeting of Resolution E.27, his term of office
will last 3 years; if such resolution is not
approved, it will last 2 years
O.11 Appoint Mr. Alain Pouyat as a Control Agent, Mgmt For For
for a 3-year period
O.12 Authorize the Board of Directors to buy back Mgmt Against Against
the Company s shares on the open market, subject
to the conditions described below: maximum
purchase price: EUR 80.00, minimum sale price:
EUR 30.00, maximum number of shares to be acquired:
10% of the share capital, maximum funds invested
in the share buybacks: EUR 1,500,000,000.00;
Authority expires on 18-month period; it
supersedes the unused fraction of any and all
earlier delegations to the same effect; and
to take all necessary measures and accomplish
all necessary formalities
E.13 Authorize the Board of Directors to decide on Mgmt For For
1 or more capital increases, in France or abroad,
by issuance, with the shareholders preferred
subscription rights maintained, of Company
s ordinary shares or securities giving access
to ordinary shares of the Company or a Company
controlled by it over 50%; the maximal nominal
amount of capital increases to be carried out
under this delegation of authority shall not
exceed EUR 150,000,000.00; the nominal amount
of debt securities issued shall not exceed
EUR 5,000,000,000.00; Authority expires on
26 month period; it supersedes the unused
fraction of any and all earlier delegations
to the same effect; and to take all necessary
measures and accomplish all necessary formalities
E.14 Authorize the Board of Directors all powers Mgmt For For
in order to decide on 1 or more capital increases,
up to a maximum nominal amount of EUR 4,000,000,000.00,
by way of capitalizing reserves, profits, premiums
or other means, provided that such capitalization
is allowed ByLaw and under the By-Laws, by
issuing bonus shares or raising the par value
of existing shares, or by a combination of
these methods; Authority expires on 26-month
perioda; it supersedes the unused fraction
of any and all earlier delegations to the same
effect; and to take all necessary measures
and accomplish all necessary formalities
E.15 Authorize the Board of Directors to decide on Mgmt For For
1 or more capital increases, in France or Abroad,
by issuance, with cancellation of the shareholders
preferred subscription rights, of Company
s ordinary shares or securities giving access
to ordinary shares of the Company or a Company
controlled by it over 50%; the maximal nominal
amount of capital increases to be carried out
under this delegation of authority shall not
exceed EUR 150,000,000.00; the nominal amount
shall count against the overall ceiling set
forth in the Resolution E.13 the nominal amount
of debt securities issued shall not exceed
EUR 5,000,000,000.00; Authority expires on
26 month period; it supersedes the unused
fraction of any and all earlier delegations
to the same effect; and to take all necessary
measures and accomplish all necessary formalities
E.16 Approve to resolve that the Board of Directors Mgmt For For
may decide, for each of the issues decided
in accordance with the Resolutions E.13 and
E.15, to increase the number of securities
to be issued, at the same price as the initial
issue, within 30 days of the closing of the
subscription period and up to a maximum of
15% of the initial issue; Authority expires
on 26-month period
E.17 Authorize the Board of Directors, for each of Mgmt Against Against
the issues decided in accordance with the Resolution
E.15, for a 26-month period and within the
limit of 10% of the Company s share capital
over a 12-month period; to set the issue price
of the capital securities and, or securities
to be issued , by way of a public offering,
in accordance with the terms and conditions
determined by the shareholders meeting; and
to take all necessary measures and accomplish
all necessary formalities
E.18 Authorize the Board of Directors, on the basis Mgmt For For
and conditions of the Resolution E.15, to increase
the share capital, up to 10% of the share capital,
by way of issuing ordinary shares or securities
giving access to the capital, in consideration
for the contributions in kind granted to the
Company and comprised of capital securities
giving access to share capital; this amount
shall count against the overall ceiling set
forth in the Resolution E.13; Authority expires
on 26-month period; it supersedes the unused
fraction of any and all earlier delegations
to the same effect; and to take all necessary
measures and accomplish all necessary formalities
E.19 Authorize the Board of Directors to decide, Mgmt Against Against
on the basis and conditions of the Resolution
E.15, on the issuance of Company s ordinary
shares or securities giving access to the Company
s share capital, in consideration for securities
tendered in a public exchange offer initiated
in France or Abroad by the Company concerning
the shares of another Company; the amount of
capital increases to be carried out by virtue
of the present resolution shall count against
the overall ceiling set forth in the Resolution
E.13; Authority expires on 26-month period;
it supersedes the unused fraction of any and
all earlier delegations to the same effect;
and to take all necessary measures and accomplish
all necessary formalities
E.20 Authorize the Board of Directors to decide, Mgmt Against Against
at its sole discretion, on 1 or more capital
increases, in favour of Employees and Corporate
Officers of the Company and related Companies
who are Members of a Company Savings Plan;
Authority expires on 26-month period; and
for an amount that shall not exceed 10% of
the Company capital; this amount shall not
count against the overall ceiling set forth
in the Resolution E.13, nor the ceilings set
forth in the Resolutions E.14 and E.24; it
supersedes the unused fraction of any and all
earlier delegations to the same effect; and
to take all necessary measures and accomplish
all necessary formalities
E.21 Authorize the Board of Directors to issue ordinary Mgmt Against Against
shares of Bouygues consequently to the issue
of securities issued by any Company in which
Bouygues holds directly or indirectly more
than the half of the capital and authorizes
the resulting capital increases; these securites
shall be issued by the subsidiaries and shall
give access to ordinary shares of the Company;
they can be issued on 1 or more occasions,
in France, Abroad and, or in the International
Market; the shareholders meeting decides to
cancel the shareholders ; preferential subscription
rights to the securities issued by the subsidiaries;
the ceiling of the nominal amount of the capital
increase of the Company, resulting from all
the issuances carried out accordingly to the
present delegation, shall count against the
overall ceiling set forth in Resolution E.13;
and to take all necessary measures and accomplish
all necessary formalities; Authority expires
on 26-month period; it supersedes any and
all earlier delegations to the same effect
E.22 Authorize the Board of Directors to make use, Mgmt Against Against
in the event of a public offer concerning the
Company s securities, of the delegations and
authorizations granted to the Board by the
present shareholders meeting to increase the
share capital accordingly to the Resolutions
E.13, E.14, E.15, E.16, E.17, E.18, E.19, E.20,
E.21 and E.24; Authority expires on 18-month
period
E.23 Authorize the Board of Directors to proceed, Mgmt Against Against
in 1 or more issues, in the event of a public
offer concerning the Company s securities,
with the issuance of warrants to subscribe
to shares in the Company and to be granted
free of charge to all the shareholders of the
Company; the maximum nominal amount of capital
increase shall not exceed EUR 400,000,000.00;
this amount shall not count against the global
ceiling fixed in Resolution E.13; and to take
all necessary measures and accomplish all necessary
formalities; Authority expires on 18-month
period; it supersedes any and all earlier
delegations to the same effect
E.24 Authorize the Board of Directors to grant, for Mgmt Against Against
free, on 1 or more occasions, existing or future
shares in favour of the Employees or the Corporate
Officers of Bouygues and related Companies;
they may not represent more than 10% of the
share capital; this amount shall not count
against the ceiling fixed in the Resolution
E.20, nor against the overall ceiling set forth
in the Resolution E.13; and to take all necessary
measures and accomplish all necessary formalities;
Authority expires on 38-month period; it
supersedes the fraction unused of any and all
earlier delegation to the same effect
E.25 Authorize the Board of Directors to decide, Mgmt For For
on 1 or more occasions, at its sole discretion,
in France or abroad, the share capital up to
a maximum nominal amount of EUR 5,000,000,000.00,
on the issuance of any securities giving right
to the allocation of Debt securities; and to
take all necessary measures and accomplish
all necessary formalities; Authority expires
on 26-month period; it supersedes any and
all earlier delegations to the same effect
E.26 Authorize the Board of Directors to reduce the Mgmt For For
share capital, on 1 or more occasions, at its
sole discretion, by canceling all or part of
the shares held by the Company in connection
with various Stock Repurchase Plans, up to
a maximum of 10% of the share capital over
a 24-month period; and to take all necessary
measures and accomplish al necessary formalities;
Authority expires on 18-month period; it
supersedes any and all earlier delegations
to the same effect
E.27 Amend the Articles 13 composition of the Board Mgmt For For
of Directors and 19 of the ByLaws
E.28 Grant full powers to the bearer of an original, Mgmt For For
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed ByLaw
--------------------------------------------------------------------------------------------------------------------------
BP P.L.C. Agenda Number: 932640837
--------------------------------------------------------------------------------------------------------------------------
Security: 055622104
Meeting Type: Annual
Meeting Date: 12-Apr-2007
Ticker: BP
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO RECEIVE THE DIRECTORS ANNUAL REPORT AND Mgmt For For
ACCOUNTS
02 TO APPROVE THE DIRECTORS REMUNERATION REPORT Mgmt For For
03 DIRECTOR
DR D C ALLEN Mgmt For For
LORD BROWNE Mgmt For For
MR A BURGMANS Mgmt For For
SIR WILLIAM CASTELL Mgmt For For
MR I C CONN Mgmt For For
MR E B DAVIS, JR Mgmt For For
MR D J FLINT Mgmt For For
DR B E GROTE Mgmt For For
DR A B HAYWARD Mgmt For For
MR A G INGLIS Mgmt For For
DR D S JULIUS Mgmt For For
SIR TOM MCKILLOP Mgmt For For
MR J A MANZONI Mgmt For For
DR W E MASSEY Mgmt For For
SIR IAN PROSSER Mgmt For For
MR P D SUTHERLAND Mgmt For For
19 TO RE-APPOINT ERNST & YOUNG LLP AS AUDITORS Mgmt For For
AND AUTHORIZE THE BOARD TO SET THEIR REMUNERATION
20 TO GIVE LIMITED AUTHORITY TO MAKE POLITICAL Mgmt For For
DONATIONS AND INCUR POLITICAL EXPENDITURE
21 TO AUTHORIZE THE USE OF ELECTRONIC COMMUNICATIONS Mgmt For For
S22 SPECIAL RESOLUTION: TO GIVE LIMITED AUTHORITY Mgmt For For
FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY
23 TO GIVE AUTHORITY TO ALLOT SHARES UP TO A SPECIFIED Mgmt For For
AMOUNT
S24 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO ALLOT Mgmt For For
A LIMITED NUMBER OF SHARES FOR CASH FREE OF
PRE-EMPTION RIGHTS
--------------------------------------------------------------------------------------------------------------------------
BT GROUP PLC, LONDON Agenda Number: 700994583
--------------------------------------------------------------------------------------------------------------------------
Security: G16612106
Meeting Type: AGM
Meeting Date: 12-Jul-2006
Ticker:
ISIN: GB0030913577
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the accounts and reports of the Directors Mgmt For For
and the Auditors for the YE 31 MAR 2006
2. Approve the Directors remuneration report for Mgmt For For
the YE 31 MAR 2006
3. Declare the final dividend of 7.6 pence per Mgmt For For
share recommended by the Directors, payable
on 11 SEP 2006 to holders of ordinary shares
registered at the close of business on 18 AUG
2006
4. Elect Sir Anthony Greener as a Director Mgmt For For
5. Re-elect Mr. Maarten Van Den Bergh as a Director Mgmt For For
6. Re-elect Mr. Clayton Brendish as a Director Mgmt For For
7. Elect Mr. Matti Alahuhta as a Director Mgmt For For
8. Elect Mr. Phil Hodkinson as a Director Mgmt For For
9. Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors of the Company, until the conclusion
of the next general meeting at which the accounts
are laid before the Company
10. Authorize the Directors to decide the Auditors Mgmt For For
remuneration
11. Approve to renew the authority and power conferred Mgmt For For
on the Directors in relation to the Section
80 amount by Article 74 of the Company s Articles
of Association; Authority expires on 11 OCT
2007 ; and for that period the Section 80 amount
shall be GBP 137 million
S.12 Approve to extend the authority and power conferred Mgmt For For
on the Directors by Article 74 of the Company
s Articles of Association be: to any sale of
shares which the Company may hold as treasury
shares; and renew until 11 OCT 2007 and for
that the period the Section 89 amount shall
be GBP 21 million
S.13 Authorize the Company, to make market purchases Mgmt For For
Section 163(3) of the Companies Act 1985
of up to a maximum number of 834 million shares
of 5p each in the capital of the Company, at
a minimum price of 5p and up to 105% of the
average middle market quotations of shares
derived from the London Stock Exchange Daily
Official List, over the previous 5 business
days; Authority expires the earlier of the
close of the AGM of the Company or 11 OCT 2007
; the Company, before the expiry, may make
a contract to purchase ordinary shares which
will or may be executed wholly or partly after
such expiry
14. Authorize the British Telecommunications PLC, Mgmt For For
a wholly-owned subsidiary of the Company, to
make donations to EU European Union political
organizations, not exceeding GBP 1,00,000 in
total; Authority expires at the conclusion
of AGM in 2007
--------------------------------------------------------------------------------------------------------------------------
CAIRN ENERGY PLC, EDINBURGH Agenda Number: 701152542
--------------------------------------------------------------------------------------------------------------------------
Security: G64399101
Meeting Type: EGM
Meeting Date: 22-Mar-2007
Ticker:
ISIN: GB0032399312
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
S.1 Approve: the sub-division of ordinary shares, Mgmt For For
reclassification of 1 in every 2 intermediate
shares as a B share, further share capital
sub-division and consolidation, off market
contingent buy back authority and approval;
to alter the Articles of Association, amendments
to the authorities granted at the 2006 AGM
to allot shares and sell treasury shares and
authority for market purchases
--------------------------------------------------------------------------------------------------------------------------
CAIRN ENERGY PLC, EDINBURGH Agenda Number: 701217401
--------------------------------------------------------------------------------------------------------------------------
Security: G17528236
Meeting Type: AGM
Meeting Date: 17-May-2007
Ticker:
ISIN: GB00B1RZDL64
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the report and accounts for the YE 31 Mgmt For For
DEC 2006
2. Approve the Directors remuneration report contained Mgmt For For
in the reports and accounts
3. Re-appoint Ernst & Young LLP as the Auditors Mgmt For For
and authorize the Directors to fix their remuneration
4. Elect Mr. Jann Brown as a Director Mgmt For For
5. Elect Mr. Simon Thomson as a Director Mgmt For For
6. Re-elect Mr. Malcolm Thoms as a Director Mgmt For For
7. Re-elect Mr. Mark Tyndall as a Director Mgmt For For
8. Re-elect Mr. Hamish Grossart as a Director Mgmt For For
9. Re-elect Mr. Ed Story as a Director Mgmt For For
10. Authorize the Company the Issue of Equity or Mgmt For For
Equity-Linked Securities with pre-emptive rights
up to aggregate nominal amount of GBP 2,674,197.85
S.11 Authorize the Company the Issue of Equity or Mgmt For For
Equity-Linked Securities without pre-emptive
rights up to aggregate nominal amount of GBP
401,169.80
S.12 Authorize the Company to make market purchase Mgmt For For
of 19,543,989 ordinary shares
S.13 Approve the contract under which the Company Mgmt For For
will purchase all of the deferred share capital
of the Company and authorize the Company pursuant
to Section 164 of the Companies Act 1985
S.14 Amend Articles of Association of the Company Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CEMEX, S.A.B. DE C.V. Agenda Number: 932578012
--------------------------------------------------------------------------------------------------------------------------
Security: 151290889
Meeting Type: Special
Meeting Date: 31-Aug-2006
Ticker: CX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 PRESENTATION, DISCUSSION AND APPROVAL OF THE Mgmt For For
PROJECT THAT MODIFIES THE ISSUANCE DEED OF
THE ORDINARY PARTICIPATION CERTIFICATES DENOMINATED
CEMEX.CPO , AS WELL AS THE TRUST AGREEMENT
NUMBER 111033-9 EXECUTED BY BANCO NACIONAL
DE MEXICO, S.A. AS CEMEX.CPO TRUSTEE, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
CEMEX, S.A.B. DE C.V. Agenda Number: 932606570
--------------------------------------------------------------------------------------------------------------------------
Security: 151290889
Meeting Type: Annual
Meeting Date: 07-Dec-2006
Ticker: CX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 CONSIDERATION AND, IF APPLICABLE, AUTHORIZATION Mgmt For For
OF A TRANSACTION, AFTER HEARING A REPORT BY
THE CHIEF EXECUTIVE OFFICER AND THE OPINION
OF THE BOARD OF DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
CEMEX, S.A.B. DE C.V. Agenda Number: 932673874
--------------------------------------------------------------------------------------------------------------------------
Security: 151290889
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: CX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 PRESENTATION OF THE REPORT BY THE CHIEF EXECUTIVE Mgmt For For
OFFICER, INCLUDING THE COMPANY S FINANCIAL
STATEMENTS, REPORT OF VARIATIONS OF CAPITAL
STOCK, AND PRESENTATION OF THE REPORT BY THE
BOARD OF DIRECTORS, FOR THE FISCAL YEAR ENDED
DECEMBER 31, 2006, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
02 PROPOSAL FOR: (I) THE ALLOCATION OF PROFITS Mgmt For For
AND (II) THE MAXIMUM AMOUNT OF FUNDS TO BE
USED FOR THE PURCHASE OF COMPANY SHARES.
03 PROPOSAL TO INCREASE THE CAPITAL STOCK OF THE Mgmt For For
COMPANY IN ITS VARIABLE PORTION THROUGH CAPITALIZATION
CHARGED AGAINST RETAINED EARNINGS, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
04 APPOINTMENT OF DIRECTORS, AND MEMBERS AND PRESIDENT Mgmt For For
OF THE AUDIT AND CORPORATE PRACTICES COMMITTEE,
ACCORDING TO THE PROPOSAL OF SHAREHOLDERS SUBMITTED
FOR CONSIDERATION AT THE MEETING.
05 COMPENSATION OF DIRECTORS AND MEMBERS OF THE Mgmt For For
AUDIT AND CORPORATE PRACTICES COMMITTEE, ACCORDING
TO THE PROPOSAL OF SHAREHOLDERS SUBMITTED FOR
CONSIDERATION AT THE MEETING.
06 APPOINTMENT OF DELEGATES TO FORMALIZE THE RESOLUTIONS Mgmt For For
ADOPTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 932647007
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 25-Apr-2007
Ticker: CVX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: S.H. ARMACOST Mgmt For For
1B ELECTION OF DIRECTOR: L.F. DEILY Mgmt For For
1C ELECTION OF DIRECTOR: R.E. DENHAM Mgmt For For
1D ELECTION OF DIRECTOR: R.J. EATON Mgmt For For
1E ELECTION OF DIRECTOR: S. GINN Mgmt For For
1F ELECTION OF DIRECTOR: F.G. JENIFER Mgmt For For
1G ELECTION OF DIRECTOR: S. NUNN Mgmt For For
1H ELECTION OF DIRECTOR: D.J. O REILLY Mgmt For For
1I ELECTION OF DIRECTOR: D.B. RICE Mgmt For For
1J ELECTION OF DIRECTOR: P.J. ROBERTSON Mgmt For For
1K ELECTION OF DIRECTOR: K.W. SHARER Mgmt For For
1L ELECTION OF DIRECTOR: C.R. SHOEMATE Mgmt For For
1M ELECTION OF DIRECTOR: R.D. SUGAR Mgmt For For
1N ELECTION OF DIRECTOR: C. WARE Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 PROPOSAL TO AMEND CHEVRON S RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO REPEAL THE SUPERMAJORITY
VOTE PROVISIONS
04 ADOPT POLICY AND REPORT ON HUMAN RIGHTS Shr Against For
05 ADOPT GOALS AND REPORT ON GREENHOUSE GAS EMISSIONS Shr Against For
06 ADOPT POLICY AND REPORT ON ANIMAL WELFARE Shr Against For
07 RECOMMEND AMENDMENT TO THE BY-LAWS TO SEPARATE Shr For Against
THE CEO/CHAIRMAN POSITIONS
08 AMEND THE BY-LAWS REGARDING THE STOCKHOLDER Shr Against For
RIGHTS PLAN POLICY
09 REPORT ON HOST COUNTRY ENVIRONMENTAL LAWS Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CHUBB CORPORATION Agenda Number: 932655737
--------------------------------------------------------------------------------------------------------------------------
Security: 171232101
Meeting Type: Annual
Meeting Date: 24-Apr-2007
Ticker: CB
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ZOE BAIRD Mgmt For For
SHEILA P. BURKE Mgmt For For
JAMES I. CASH, JR. Mgmt For For
JOEL J. COHEN Mgmt For For
JOHN D. FINNEGAN Mgmt For For
KLAUS J. MANGOLD Mgmt For For
SIR D.G. SCHOLEY, CBE Mgmt For For
LAWRENCE M. SMALL Mgmt For For
DANIEL E. SOMERS Mgmt For For
KAREN HASTIE WILLIAMS Mgmt For For
ALFRED W. ZOLLAR Mgmt For For
02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS INDEPENDENT AUDITOR.
03 TO VOTE ON THE ADOPTION OF AN AMENDMENT TO THE Mgmt For For
CHUBB CORPORATION RESTATED CERTIFICATE OF INCORPORATION.
04 TO VOTE ON A SHAREHOLDER PROPOSAL REGARDING Shr Against For
POLITICAL CONTRIBUTIONS.
--------------------------------------------------------------------------------------------------------------------------
CIE FINANCIERE RICHEMONT SA, GENEVE Agenda Number: 701046612
--------------------------------------------------------------------------------------------------------------------------
Security: H25662141
Meeting Type: AGM
Meeting Date: 14-Sep-2006
Ticker:
ISIN: CH0012731458
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. Receive the financial statements and statutory Mgmt Take No Action
reports
2. Approve the allocation of income and dividends Mgmt Take No Action
of EUR 0.05 per A bearer share and EUR 0.005
per B registered share
3. Grant discharge to the Board and Senior Management Mgmt Take No Action
4. Approve to change the location of registered Mgmt Take No Action
office/headquarters to Geneva
5.1 Re-elect Mr. Johann Rupert as a Director Mgmt Take No Action
5.2 Re-elect Mr. Jean Aeschimann as a Director Mgmt Take No Action
5.3 Re-elect Dr. Franco Cologni as a Director Mgmt Take No Action
5.4 Re-elect Mr. Lord Douro as a Director Mgmt Take No Action
5.5 Re-elect Mr. Yves Istel as a Director Mgmt Take No Action
5.6 Re-elect Mr. Richard Lepeu as a Director Mgmt Take No Action
5.7 Re-elect Mr. Simon Murray as a Director Mgmt Take No Action
5.8 Re-elect Mr. Alain Dominique Perrin as a Director Mgmt Take No Action
5.9 Re-elect Mr. Norbert Platt as a Director Mgmt Take No Action
5.10 Re-elect Mr. Alan Quasha as a Director Mgmt Take No Action
5.11 Re-elect Mr. Lord Renwick of Clifton as a Director Mgmt Take No Action
5.12 Re-elect Prof. Juergen Schrempp as a Director Mgmt Take No Action
5.13 Re-elect Ms. Martha Wikstrom as a Director Mgmt Take No Action
5.14 Elect Mr. Ruggero Magnoni as a Director Mgmt Take No Action
5.15 Elect Mr. Jan Rupert as a Director Mgmt Take No Action
6. Appoint PricewaterhouseCoopers as the Auditors Mgmt Take No Action
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Non-Votable
IN MEETING TIME. 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.
--------------------------------------------------------------------------------------------------------------------------
CITIGROUP INC. Agenda Number: 932641562
--------------------------------------------------------------------------------------------------------------------------
Security: 172967101
Meeting Type: Annual
Meeting Date: 17-Apr-2007
Ticker: C
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: C. MICHAEL ARMSTRONG. Mgmt For For
1B ELECTION OF DIRECTOR: ALAIN J.P. BELDA. Mgmt For For
1C ELECTION OF DIRECTOR: GEORGE DAVID. Mgmt For For
1D ELECTION OF DIRECTOR: KENNETH T. DERR. Mgmt For For
1E ELECTION OF DIRECTOR: JOHN M. DEUTCH. Mgmt For For
1F ELECTION OF DIRECTOR: ROBERTO HERNANDEZ RAMIREZ. Mgmt For For
1G ELECTION OF DIRECTOR: KLAUS KLEINFELD. Mgmt For For
1H ELECTION OF DIRECTOR: ANDREW N. LIVERIS. Mgmt For For
1I ELECTION OF DIRECTOR: ANNE MULCAHY. Mgmt For For
1J ELECTION OF DIRECTOR: RICHARD D. PARSONS. Mgmt For For
1K ELECTION OF DIRECTOR: CHARLES PRINCE. Mgmt For For
1L ELECTION OF DIRECTOR: JUDITH RODIN. Mgmt For For
1M ELECTION OF DIRECTOR: ROBERT E. RUBIN. Mgmt For For
1N ELECTION OF DIRECTOR: FRANKLIN A. THOMAS. Mgmt For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Mgmt For For
AS CITIGROUP S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2007.
03 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PRIOR GOVERNMENTAL SERVICE OF CERTAIN INDIVIDUALS.
04 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
POLITICAL CONTRIBUTIONS.
05 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CHARITABLE CONTRIBUTIONS.
06 SHAREOWNER PROPOSAL REQUESTING AN ADVISORY RESOLUTION Shr For Against
TO RATIFY EXECUTIVE COMPENSATION.
07 STOCKHOLDER PROPOSAL REQUESTING THAT CEO COMPENSATION Shr Against For
BE LIMITED TO NO MORE THAN 100 TIMES THE AVERAGE
COMPENSATION PAID TO WORLDWIDE EMPLOYEES.
08 STOCKHOLDER PROPOSAL REQUESTING THAT THE CHAIRMAN Shr Against For
OF THE BOARD HAVE NO MANAGEMENT DUTIES, TITLES
OR RESPONSIBILITIES.
09 STOCKHOLDER PROPOSAL REQUESTING THAT STOCK OPTIONS Shr Against For
BE SUBJECT TO A FIVE-YEAR SALES RESTRICTION.
10 STOCKHOLDER PROPOSAL REQUESTING CUMULATIVE VOTING. Shr Against For
11 STOCKHOLDER PROPOSAL REQUESTING THAT STOCKHOLDERS Shr For Against
HAVE THE RIGHT TO CALL SPECIAL SHAREHOLDER
MEETINGS.
--------------------------------------------------------------------------------------------------------------------------
COINMACH SERVICE CORP. Agenda Number: 932564621
--------------------------------------------------------------------------------------------------------------------------
Security: 19259W206
Meeting Type: Annual
Meeting Date: 27-Jul-2006
Ticker: DRA
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
STEPHEN R. KERRIGAN Mgmt Withheld Against
JAMES N. CHAPMAN Mgmt Withheld Against
DAVID A. DONNINI Mgmt Withheld Against
WOODY M. MCGEE Mgmt For For
BRUCE V. RAUNER Mgmt Withheld Against
JOHN R. SCHEESSELE Mgmt For For
WILLIAM M. KELLY Mgmt For For
02 RATIFICATION OF ERNST & YOUNG LLP TO SERVE AS Mgmt For For
INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING
MARCH 31, 2007.
03 IN THEIR DISCRETION, PROXIES HAVE AUTHORITY Mgmt Against Against
TO VOTE UPON SUCH OTHER MATTERS AS MAY PROPERLY
COME BEFORE THE ANNUAL MEETING OR OF ANY ADJOURNMENT
OR POSTPONEMENT THEREOF.
--------------------------------------------------------------------------------------------------------------------------
COMPASS GROUP PLC Agenda Number: 701132374
--------------------------------------------------------------------------------------------------------------------------
Security: G23296182
Meeting Type: AGM
Meeting Date: 16-Feb-2007
Ticker:
ISIN: GB0005331532
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and adopt the financial statements of Mgmt For For
the Company for the FYE 30 SEP 2006 and the
reports of the Directors and the Auditors thereon
2. Approve the Directors remuneration report for Mgmt For For
the FYE 30 SEP 2006
3. Declare a final dividend of 6.7 pence per share Mgmt For For
on each of the Company s ordinary shares for
the FYE 30 SEP 2006; subject to passing of
this resolution, the final dividend will be
paid on 05 MAR 2007 to shareholders on the
register at the close of business on 09 FEB
2007
4. Elect Mr. Richard Cousins as a Director Mgmt For For
5. Elect Sir Ian Robinson as a Director Mgmt For For
6. Elect Mr. Gary Green as a Director Mgmt For For
7. Re-elect Mr. Andrew Martin as a Director, who Mgmt For For
retires by rotation
8. Re-appoint Deloitte & Touche LLP as the Auditors Mgmt For For
of the Company
9. Authorize the Directors to determine the Auditors Mgmt For For
remuneration
10. Authorize the Company and any Company, which Mgmt For For
is or becomes a subsidiary of the Company during
the period to which this resolution relates,
to make donations to EU political organizations
and incur EU political expenditure provided
that any such donations and expenditure made
by the Company together with those made by
any subsidiary Company while it is a subsidiary
of the Company shall not exceed in aggregate
GBP 125,000 during that period; Authority
expires at the next AGM
11. Authorize the Directors to allot relevant securities Mgmt For For
pursuant to Article 11 of the Company s Articles
of Association and Section 80 of the Companies
Act 1985 the Act up to a maximum nominal
amount of GBP 68,700,000; this represents 687
million ordinary shares of 10 pence each in
the capital of the Company which is approximately
one- third of the Company s issued share capital
as at 13 DEC 2006; the Company does not currently
hold any shares as treasury shares; Authority
expires the earlier of the conclusion of the
next AGM of the Company to be held in 2008
or 15 MAY 2008; whilst the Directors have
no current plans to utilize this authority
they consider its renewal appropriate in order
to retain maximum flexibility to take advantage
of business opportunities as they arise
s.12 Approve, subject to the passing of Resolution Mgmt For For
11 above, to renew the power conferred on the
Directors by Article 12 of the Company s Articles
of Association to issue equity securities of
the Company for cash without application of
the pre-emption rights pursuant to Article
12 of the Company s Articles of Association
and Section 89 of the Companies Act 1985; other
than in connection with a rights, scrip dividend,
or other similar issue, up to maximum nominal
amount of GBP 10,300,000 the section 89 amount;
this represent 103 million ordinary shares
of 10 pence each in the capital of the Company,
which is approximately 5 % of the Company s
issued ordinary share capital as at 13 DEC
2006; Authority expires the earlier of the
conclusion of the AGM of the Company to be
held in 2008 or 15 MAY 2008; whilst the Directors
have no current plans to utilize this authority
they consider its renewal appropriate in order
to retain maximum flexibility to take advantage
of business opportunities as they arise
s.13 Authorize the Company, pursuant to Article 58 Mgmt For For
of the Company s Articles of Association and
in accordance with Section 166 of the Companies
Act 1985, to make market purchases Section
163 of that Act of up to 206 million ordinary
shares of 10 pence each in the capital of the
Company, at a minimum price of 10 pence and
the maximum price exclusive of expenses which
may be paid for each ordinary share which is
the higher of 105% of the average of the middle
market quotations for such shares derived from
the London Stock Exchange Daily Official List,
over the previous 5 business days and an amount
equal to the higher of the price of the last
independent trade and an amount equal to the
higher of the price of the last independent
trade and the highest current independent bid
as derived form the London Stock Exchange Trading
System SETS; Authority expires the earlier
of the conclusion of the next AGM of the Company
or 15 AUG 2008; the Company, before the expiry,
may make a contract to purchase ordinary shares
which will or may be executed wholly or partly
after such expiry
--------------------------------------------------------------------------------------------------------------------------
COOPER INDUSTRIES, LTD. Agenda Number: 932641005
--------------------------------------------------------------------------------------------------------------------------
Security: G24182100
Meeting Type: Annual
Meeting Date: 24-Apr-2007
Ticker: CBE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
S.G. BUTLER Mgmt For For
D.F. SMITH Mgmt For For
G.B. SMITH Mgmt For For
M.S. THOMPSON Mgmt For For
L.D. KINGSLEY Mgmt For For
02 APPOINT ERNST & YOUNG LLP AS INDEPENDENT AUDITORS Mgmt For For
FOR THE YEAR ENDING 12/31/2007.
03 AMENDMENT TO COOPER S BYE-LAWS TO INCREASE AUTHORIZED Mgmt For For
SHARES.
04 SHAREHOLDER PROPOSAL REQUESTING COOPER TO IMPLEMENT Shr Against For
A CODE OF CONDUCT BASED ON INTERNATIONAL LABOR
ORGANIZATION HUMAN RIGHTS STANDARDS.
--------------------------------------------------------------------------------------------------------------------------
CREDIT AGRICOLE S A EXTENDIBLE MEDIUM TERM NTS BOOK ENTRY 144A Agenda Number: 701177316
--------------------------------------------------------------------------------------------------------------------------
Security: F22797108
Meeting Type: AGM
Meeting Date: 23-May-2007
Ticker:
ISIN: FR0000045072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Verification Period: Registered Shares: 1 to Non-Voting Non-Votable
5 days prior to the meeting date, depends on
company s by-laws. Bearer Shares: 6 days prior
to the meeting date. French Resident Shareowners
must complete, 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. Trades/Vote Instructions:
Since France maintains a Verification Period,
for vote instructions submitted that have a
trade transacted (sell) for either the full
security position or a partial amount after
the vote instruction has been submitted and
the Global Custodian advises of the position
change via the account position collection
process, There is a process in effect which
will advise the Global Custodian of the new
account position available for voting. This
will ensure that the local custodian is instructed
to amend the vote instruction and release the
shares for settlement of the sale transaction.
This procedure pertains to sale transactions
with a settlement date prior to Meeting Date
+ 1
PLEASE NOTE THAT THIS IS AN MIX MEETING. THANK Non-Voting Non-Votable
YOU
O.1 Receive the reports of the Board of Directors Mgmt For For
and the Auditors, approves the Company s financial
statements for the YE 31 DEC 2006, as presented,
approves the expenses and charges that were
not tax-deductible of EUR 67,996.00 with a
corresponding tax of EUR 23,411.00
O.2 Receive the reports of the Board of Directors Mgmt For For
and the Auditors and approves the consolidated
financial statements for the said financial
year in the form presented to the meeting
O.3 Acknowledges that the net result for the 2006 Mgmt For For
FY amounts to EUR 2,956,817,535.03 and that
the prior retained earnings amount to EUR 1,175,667,403.22
I.E.A total of EUR 4,132,484,938.25, Consequently
it resolves that the distributable income for
the FY be appropriated as follows: to the global
dividend EUR 1, 894,112,710.65, to the retained
earnings EUR 2,238,372,227.60, the shareholders
will receive a net dividend of EUR 1.15 per
share, and will entitle to the 40 percent deduction
provided by the French tax code this dividend
will be paid on 29 MAY 2007, In the event that
the Credit Agricole S.A. holds some of its
own shares on the day the dividend are paid,
the amount of the unpaid dividend on such shares
shall be allocated to the retained earnings
account, as required by Law
O.4 Approve, the special report of the Auditors Mgmt For For
on agreements governed by Articles L.225-38
ET SEQ, of the French Commercial Code, the
report and the agreements referred to therein
O.5 Ratify the co-optation of Mr. Jean-Paul Chifflet Mgmt Against Against
as a Director, to replace Mr. Yves Couturier
who resigned, For the remainder of Mr. Yves
Couturier s term of office that is until the
ordinary shareholders meeting called to approve
the financial statements for the FYE 31 DEC
2006
O.6 Appoint Mr. Jean-PaulChifflet as a Director Mgmt Against Against
for a 3-year period
O.7 Appoint Mr. Pierre Bru as a Director for a 3-year Mgmt Against Against
period
O.8 Appoint Mr. Alain David as a Director for a Mgmt Against Against
3-year period
O.9 Appoint Mr. Bruno De Laage as a Director for Mgmt Against Against
a 3-year period
O.10 Approve the resignation of Mr. Roger Gobin as Mgmt Against Against
Director and decides to appoint as Director
Mr. Dominique Lefebvre for the remainder of
Mr. Roger Gobin s term of office
O.11 Approve the resignation of Mr.Corrado Passera Mgmt Against Against
as Director and decides to appoint as director
for the remainder of Mr. Corrado Passera s
term of office
O.12 Approve to award total annual fees of EUR 950,000.00 Mgmt For For
to the Directors
O.13 Authorize the Board of Directors, to trade in Mgmt Against Against
the Company s shares on the stock market subject
to the conditions described below; Maximum
number of shares to be held by the Company:
10% of the share capital 164,705,453 shares,
however the number of shares acquired by the
Company with a view to their retention or their
subsequent delivery in payment or exchange
as part of a merger, divestment or capital
contribution cannot exceed 5% of its capital,
maximum funds invested in the share buybacks:
EUR 3,000,000,000.00, this authorization is
given for an 18-month period, it supersedes
the one granted by the OGM of 17 MAY 2006,
the shareholders meeting delegates all powers
to the Board of Directors to take all necessary
measures and accomplish all necessary formalities
E.14 Authorize the Board of Directors the necessary Mgmt For For
powers to decide on one or more capital increases,
in France or abroad of maximum nominal amount
of EUR 2,500,000,000.00, by issuance, with
preferred subscription rights maintained of
common shares of the Company and, or any other
securities giving access to the capital, the
maximum nominal amount of debt securities which
may be issued shall not exceed EUR 5,000,000,000.00,
this authorization is granted for a 26-month
period it supersedes the unused fraction of
the authorization granted by the EGM of 17
MAY 2006, the shareholders meeting delegates
all powers to the Board of Directors to take
all necessary measures and accomplish all necessary
formalities
E.15 Authorize the Board of Directors the necessary Mgmt For For
powers to decide on one or more capital increases
in France or abroad by issuance with cancellation
of the preferential subscription rights of
common shares of the Company and or any securities
giving access to the capital, the maximum nominal
amount of capital increases to be carried out
by virtue of the present delegation of authority
shall not exceed - EUR 1,000,000,000.00 in
the event of an issuance with a right to a
subscription priority period, - EUR 500,000,000.00
in the event of an issuance with no right to
a subscription priority period, the maximum
nominal amount of debt securities which may
be issued shall not exceed EUR 5,000,000,000.00
the whole within the limit of the unused fraction
of the ceilings set forth in Resolution No.14
any issuance carried out by virtue of the present
delegation shall count against said ceilings,
this authorization is granted for a 26-month
period, it supersedes the fraction unused of
the authorization granted by the EGM of 17
MAY 2006, the shareholders meeting delegates
all powers to the Board of Directors to take
all necessary measures and accomplish all necessary
formalities
E.16 Authorize the Board of Directors, may decide Mgmt For For
to increase, when it notices an excess demand,
the number of securities to be issued for each
one of the issuances with or without preferential
subscription rights decided by virtue of the
Resolution No.14, No.15, No.20, No.21 and No.22
of the present EGM at the same price as the
initial issue, within 30 days of the closing
of the subscription period and up to a maximum
of 15% of the initial issue, the maximum nominal
amount of the capital increases with or without
preferential subscription right to be carried
out accordingly with the present delegation
the capital increases authorized by Resolutions
No.20, No.21 and No.22 being excluded, shall
count against the overall ceilings of capital
increase set forth in Resolutions No.14 and
No.15, this delegation is granted for a 26-month
period, the shareholders meeting delegates
all powers to the Board Directors to take all
necessary measures and accomplish all necessary
formalities
E.17 Authorize the Board of Directors to increase Mgmt For For
the share capital without preferred subscription
rights up to 10% of the share capital in consideration
for the contributions in kind granted to the
Company and comprised of capital securities
or securities giving access to share capital,
the maximal amount of capital increases to
be carried out under this delegation of authority
shall count against the limit of the overall
ceilings set forth in Resolutions No.14 and
No.15, authorization is granted for a 26-month
period, the shareholders meeting delegates
all powers to the Board of Directors to take
all necessary measures and accomplish all necessary
formalities
E.18 Authorize the Board of Directors for a 26-month Mgmt Against Against
period and within the limit of 5% of the Company
s share capital per year to set the issue price
of the ordinary shares or securities giving
access to the capital if the preferential subscription
right is cancelled in accordance with the terms
conditions determined by the shareholders
meeting
E.19 Authorize the Board of Directors all powers Mgmt For For
in order to increase the share capital in one
or more occasions up to a maximum nominal amount
of EUR 3,000,000,000.00 by way of capitalizing
reserves, profits, premiums or other means,
provide that such capitalization is allowed
By Law and under the By-Laws, by issuing bonus
shares or raising the par value of existing
shares or by a combination of these methods,
this amount is independent of the overall value
set forth in Resolutions No.14 and No.15, this
authorization is given for a 26-month period
it supersedes the fraction unused of the authorization
granted by the shareholders meeting of 17
May 2006, the shareholders meeting delegates
all powers to the Board of Directors to take
all necessary measures and accomplish all necessary
formalities
E.20 Authorize the Board of Directors to increase Mgmt For For
the share capital on one or more occasions
at its sole discretion in favour of the group
Credit Agricole s employees Members of a Company
Savings Plan, this delegation is given for
a 26-month period and for a nominal amount
that shall not exceed EUR 150,000,000.00 it
superseded the authorization granted by the
shareholder s meeting of 17 May 2006 in its
Resolution No.26 except for the capital increases
already decided by the Board of Directors and
that have not been carried out yet, the shareholders
meeting delegates all powers to the Board
of Directors to take all necessary measures
and accomplish all necessary formalities
E.21 Authorize the Board of Directors to increase Mgmt For For
the share capital on one or more occasions
by way of issuing new shares in favour of the
Company Credit Agricole International employees,
this delegation is given for an 18-month period
and for a nominal amount that shall not exceed
EUR 40,000,000.00, The shareholders meeting
delegates all powers to the Board of Directors
to take all necessary measures and accomplish
all necessary formalities
E.22 Authorize the Board of Directors to increase Mgmt Against Against
the share capital on one or more occasions
in favour of the employees of some of the Group
Credit Agricole S.A. s legal entities established
in the United States Members of a GroupSavings
Plan in the United States, this delegation
is given for a nominal amount that shall not
exceed EUR 40,000,000.00 the shareholders
meeting delegates all powers to the Board of
Directors to take all necessary measures and
accomplish all necessary formalities
E.23 Authorize the Board of Directors to reduce the Mgmt For For
share capital on one or more occasions and
at its sole discretion by canceling all or
part of the shares held by the Company in connection
with the Stock Repurchase Plan set forth in
Resolution No.13 or in previous authorizations
up to a maximum of 10% of the share capital
over a 24-month period, this authorization
is given for a 24-month period it supersedes
the authorization granted by the shareholders
meeting of 17 MAY 2006, the shareholders
meeting delegates all powers to the Board of
Directors to take all necessary measures and
accomplish all necessary formalities
E.24 Amend Article number 23 of the Bylaws to comply Mgmt For For
with the Decree No. 2006-1566 of 11 DEC 2006
modifying the Decree No.67-23 of 23 MAR 1967
trading Companies
E.25 Grant full powers to the bearer of an original Mgmt For For
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed By Law
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Non-Votable
IN THE NUMBERING OF THE RESOLUTIONS. ALSO NOTE
THE NEW CUT-OFF DATE IS 16 MAY 2007. 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.
--------------------------------------------------------------------------------------------------------------------------
DEAN FOODS COMPANY Agenda Number: 932691226
--------------------------------------------------------------------------------------------------------------------------
Security: 242370104
Meeting Type: Annual
Meeting Date: 18-May-2007
Ticker: DF
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ALAN J. BERNON Mgmt For For
GREGG L. ENGLES Mgmt For For
RONALD KIRK Mgmt For For
02 APPROVAL OF A NEW EQUITY INCENTIVE PLAN. Mgmt Against Against
03 PROPOSAL TO RATIFY DELOITTE & TOUCHE LLP AS Mgmt For For
INDEPENDENT AUDITOR.
04 STOCKHOLDER PROPOSAL REGARDING SEPARATION OF Shr For Against
THE CHIEF EXECUTIVE OFFICER AND CHAIRMAN OF
THE BOARD ROLES.
--------------------------------------------------------------------------------------------------------------------------
DEERE & COMPANY Agenda Number: 932622928
--------------------------------------------------------------------------------------------------------------------------
Security: 244199105
Meeting Type: Annual
Meeting Date: 28-Feb-2007
Ticker: DE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For
1B ELECTION OF DIRECTOR: ANTONIO MADERO B. Mgmt For For
1C ELECTION OF DIRECTOR: AULANA L. PETERS Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL 2007
--------------------------------------------------------------------------------------------------------------------------
DEVELOPERS DIVERSIFIED REALTY CORP. Agenda Number: 932666502
--------------------------------------------------------------------------------------------------------------------------
Security: 251591103
Meeting Type: Annual
Meeting Date: 08-May-2007
Ticker: DDR
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO FIX THE NUMBER OF DIRECTORS AT NINE. Mgmt For For
02 DIRECTOR
DEAN S. ADLER Mgmt For For
TERRANCE R. AHERN Mgmt For For
ROBERT H. GIDEL Mgmt For For
VICTOR B. MACFARLANE Mgmt For For
CRAIG MACNAB Mgmt Withheld Against
SCOTT D. ROULSTON Mgmt For For
BARRY A. SHOLEM Mgmt For For
WILLIAM B. SUMMERS, JR. Mgmt For For
SCOTT A. WOLSTEIN Mgmt For For
03 TO APPROVE AN AMENDMENT TO THE COMPANY S AMENDED Mgmt For For
AND RESTATED ARTICLES OF INCORPORATION TO INCREASE
THE NUMBER OF AUTHORIZED COMMON SHARES OF THE
COMPANY FROM 200,000,000 TO 300,000,000, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
04 TO APPROVE AN AMENDMENT TO THE COMPANY S CODE Mgmt For For
OF REGULATIONS TO AUTHORIZE THE COMPANY TO
NOTIFY SHAREHOLDERS OF RECORD OF SHAREHOLDER
MEETINGS BY ELECTRONIC OR OTHER MEANS OF COMMUNICATION
AUTHORIZED BY THE SHAREHOLDERS.
05 TO APPROVE AN AMENDMENT TO THE COMPANY S CODE Mgmt For For
OF REGULATIONS TO AUTHORIZE SHAREHOLDERS AND
OTHER PERSONS ENTITLED TO VOTE AT SHAREHOLDER
MEETINGS TO APPOINT PROXIES BY ELECTRONIC OR
OTHER VERIFIABLE COMMUNICATIONS.
06 TO APPROVE AN AMENDMENT TO THE COMPANY S CODE Mgmt For For
OF REGULATIONS TO AUTHORIZE THE COMPANY TO
ISSUE SHARES WITHOUT PHYSICAL CERTIFICATES.
07 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE COMPANY S INDEPENDENT ACCOUNTANTS
FOR THE COMPANY S FISCAL YEAR ENDING DECEMBER
31, 2007.
--------------------------------------------------------------------------------------------------------------------------
DIAGEO PLC Agenda Number: 701065371
--------------------------------------------------------------------------------------------------------------------------
Security: G42089113
Meeting Type: AGM
Meeting Date: 17-Oct-2006
Ticker:
ISIN: GB0002374006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the Directors and the Auditor s reports Mgmt For For
and the accounts for the YE 30 JUN 2006
2. Approve the Directors remuneration report for Mgmt For For
the YE 30 JUN 2006
3. Approve the final dividend of 19.15 pence per Mgmt For For
ordinary share
4. Re-elect Lord Hollick of Notting Hill as a Director Mgmt For For
5. Re-elect Mr. H. Todd Stitzer as a Director Mgmt For For
6. Re-elect Mr. Paul S. Walsh as a Director Mgmt For For
7. Re-elect Mr. Laurence M. Danon as a Director Mgmt For For
8. Re-appoint KPMG Audit Plc as the Auditor of Mgmt For For
the Company until the conclusion of the next
AGM at which the accounts are laid before the
Company and authorize the Board to determine
their remuneration
9. Authorize the Directors, in substitution for Mgmt For For
all other such authorities, to any issue of
relevant securities Section 80 of the Companies
Act 1985 as amended made or offered or agreed
to be made pursuant to such authorities prior
to this resolution being passed, to allot relevant
securities up to an aggregate nominal amount
of GBP 268,684,000 for the purposes and on
the terms of the Article 10(B) of the Company
s Article of Association Authority expires
the earlier of the conclusion of the next AGM
of the Company or 16 JAN 2008
S.10 Authorize the Directors, for the purposes and Mgmt For For
on the terms of Article 10(C) of the Company
s Articles of Association, pursuant to Section
95 of the Companies Act 1985 as amended ,
to allot equity securities Section 94 of that
Act for cash pursuant to the authority conferred
by the previous resolution and/or where such
allotment constitutes an allotment of equity
securities by virtue of Section 94(3A) of that
Act, disapplying Section 89(1) of that Act,
provided that this power is limited to the
allotment of equity securities; Authority
expires the earlier of the conclusion of the
next AGM of the Company or on 16 JAN 2008 ;
and the Directors may so allot in accordance
with Article 10(C) the Section 95 prescribed
amount referred to in Article 10 (c) shall
be GBP 44,140,000
S.11 Authorize the Company for the purposes of Section Mgmt For For
166 of the Companies Act 1985 as amended
to make market purchases Section 163 of that
Act of up to 278,571,000 of its ordinary shares
of 28 101/108 pence each, at a minimum price
of 28 101/108 pence and the maximum price which
may be paid is an amount equal to 105% of the
average middle market quotations for an ordinary
shares as derived from the London Stock Exchange
Daily Official List, over the previous 5 business
days; Authority expires the earlier of the
conclusion of the next AGM or on 16 JAN 2008
; the Company, before the expiry, may make
a contract to purchase ordinary shares which
will or may be executed wholly or partly after
such expiry
12. Authorize the Company, for the purposes of Section Mgmt For For
347C of the Companies Act 1985 as amended
to make donations to EU political organizations
Section 347(A) of that Act not exceeding
GBP 200,000 in total and to incur EU political
expenditure Section 347(A) of that Act not
exceeding GBP 200,000 in total during the beginning
with the date of passing of this resolution
and ending at the end of the next AGM of the
Company or on 16 JAN 2008; and approve the
aggregate amount of the donations made and
political expenditure incurred by the Company
pursuant to this resolution shall not exceed
GBP 200,000
13. Approve and adopt the Diageo Plc 2006 Irish Mgmt For For
Profit Sharing Scheme as specified; and authorize
the Board to do all acts and things which it
may consider necessary or desirable to carry
the same into effect and to make such changes
as it may consider appropriate for that purpose,
including making any changes required by the
Irish Revenue Commissioners
14. Amend the Diageo Executive Share Option Plan Mgmt For For
as specified
--------------------------------------------------------------------------------------------------------------------------
DRAX GROUP PLC, SELBY Agenda Number: 701065775
--------------------------------------------------------------------------------------------------------------------------
Security: G2904K101
Meeting Type: EGM
Meeting Date: 06-Oct-2006
Ticker:
ISIN: GB00B0MBCM68
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve, subject to and conditional upon the Mgmt For For
admission of the new ordinary shares as specified
to the Official List of the United Kingdom
Listing Authority and to trading on the London
Stock Exchange becoming effective: a) all the
ordinary shares of 10 pence each in the capital
of the Company which at 4:30 p.m. on 06 OCT
2006 or such other time and date as the Directors
of the Company may determine are shown in
the books of the Company as authorized whether
issued or unissued shall be sub-divided into
new ordinary shares of 10/29 pence each in
the capital of the Company the Intermediate
Shares ; b) immediately thereafter: i) all
intermediate shares that are unissued shall
be consolidated into new ordinary shares of
11 1/29 pence each in the capital of the Company
the Unissued New Ordinary Shares , provided
that, where such consolidation would otherwise
result in a fraction of an unissued new ordinary
share, that number of Intermediate Shares which
would otherwise constitute such fraction shall
be cancelled pursuant to Section 121(2)(e)
of the Companies Act 1985; and ii) all Intermediate
Shares that are in issue shall be consolidated
into new ordinary shares of 11 1/29 pence each
in the capital of the Company the New Ordinary
Shares , provided that, where such consolidation
results in any member being entitled to a fraction
of a new ordinary share, such fraction shall,
so far as possible, be aggregated with the
fractions of a new ordinary share to which
other members of the Company may be entitled
and authorize the Directors of the Company
to sell or appoint any other person to sell
to any person , on behalf of the relevant Members,
all the new ordinary shares representing such
fractions at the best price reasonably obtainable
in the market at the time of, or shortly after,
the instruction to sell is given, and to distribute
the proceeds of sale net of expenses in due
proportion among the relevant members entitled
thereto save that any fraction of a penny
which would otherwise be payable shall be rounded
up or down in accordance with the usual practice
of the registrar of the Company and authorize
any Director of the Company or any person
appointed by the Directors of the Company
to execute an instrument of transfer in respect
of such shares on behalf of the relevant Members
and to do all acts and things as the Directors
consider necessary or expedient to effect the
transfer of such shares to, or in accordance
with the Directions of, any buyer of any such
shares
2. Authorize the Company, subject to and conditional Mgmt For For
on the passing of Resolution 1 above and the
same becoming effective, in substitution for
all such existing authorities, to make one
or more market purchases Section 163(3) of
the Companies Act 1985 up to 36,800,000 of
new ordinary shares on such terms and in such
manner as the Directors of the Company may
from time to time determine, at a minimum price
which may be paid for a new ordinary share
shall be the nominal amount of such new ordinary
share and up to 105% of the average middle
market quotations for a new ordinary share
as derived from the London Stock Exchange Daily
Official List for the 5 business days in respect
of which such Daily Official List is published
immediately preceding the day on which the
share is contracted to be purchased; Authority
expires the earlier of the conclusion of the
AGM of the Company in 2007 or on 12 AUG 2007
; and the Company, before the expiry, may make
a contract to purchase its own shares which
will or may be executed wholly or partially
after the expiry
--------------------------------------------------------------------------------------------------------------------------
DRAX GROUP PLC, SELBY Agenda Number: 701182088
--------------------------------------------------------------------------------------------------------------------------
Security: G2904K119
Meeting Type: AGM
Meeting Date: 26-Apr-2007
Ticker:
ISIN: GB00B1FGRL99
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and adopt the Company s Report and the Mgmt For For
accounts for the YE 31 DEC 2006
2. Approve the Directors remuneration report for Mgmt For For
the YE 31 DEC 2006 contained within the report
and accounts
3. Declare a final dividend of 9.1pence per share Mgmt For For
4. Re-elect Mr. Mike Grasby as a Director of the Mgmt For For
Company
5. Re-elect Mr. Gordon Horsfield as a Director Mgmt For For
of the Company
6. Re-appoint Deloitte & Touche LLP as the Auditors Mgmt For For
of the Company to hold Office from the conclusion
of the meeting until the conclusion of the
next AGM
7. Authorize the Directors to determine the Auditors Mgmt For For
remuneration
8. Approve the proposed amendments to the Executive Mgmt For For
Share Incentive Plan ESIP as specified in
the draft rules of the ESIP produced to the
meeting and initialled by the Chairman of the
meeting for the purpose of identification
9. Authorize the Company, subject to and conditional Mgmt For For
upon admission of the new ordinary shares as
specified to the official list of the United
Kingdom Listing authority and to trading on
the London stock Exchange becoming effective:
a) all the ordinary shares of 11 1/29 pence
each in the capital of the Company which at
4.30pm on 27 APR 2007 or such other time and
date as the Directors of the Company may determine
as specified, whether issued or unissued, shall
be sub-divided into new ordinary shares of
5/29 pence each in the capital of the Company
the intermediate shares; b) authorize the
Directors of the Company: i) all intermediate
shares that are unissued shall be consolidated
into new ordinary shares of 11 16/29 pence
each in the capital of the Company the Unissued
New Ordinary Shares provided that where such
consolidation would otherwise result in a fraction
of an unissued new ordinary share, that number
of intermediate shares which would otherwise
constitute such fraction shall be cancelled
pursuant to Section 121(2)(e) of the Companies
Act 1985 the Act; and ii) all intermediate
shares that are in issue shall be consolidated
into new ordinary shares of 11 16/29 pence
each in the capital of the Company the New
Ordinary Shares, provided that, where such
consolidation results in any Member being entitled
to a fraction of a new ordinary share, such
fraction shall so far as possible, be aggregated
with the fractions of a new ordinary share
to which other Members of the Company may be
entitled and to sell or appoint any other
person to sell to any person, on behalf of
the relevant Members, all the new ordinary
shares representing such fractions at the best
price reasonably obtainable in the market at
the time of, or shortly after; the instruction
to sell is given, and, subject to Article 45.1.1of
the Company s Articles of Association to distribute
the proceeds of sale net of expenses in due
proportion among the relevant Members entitled
thereto save that any fraction of a penny
which would otherwise be payable shall be rounded
up or down in accordance with the usual practice
of the registrar of the Company and that authorize
the Director of the Company or any person
appointed by the Directors of the Company)
to execute an instrument of transfer in respect
of such shares on behalf of the relevant Members
and to do all acts and things as the directors
consider necessary or expedient to effect the
transfer of such shares to or in accordance
with the directions of any buyer of any such
shares
10. Authorize the Directors in accordance with Section Mgmt For For
80 of the Companies Act 1985, to allot relevant
securities Section 80(2) up to an aggregate
nominal amount of GBP 13,569,514; Authority
expires at the conclusion of the AGM of the
Company in 2008 or 15 months; and the Directors
may allot relevant securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
11. Authorize the Company to make donations to EU Mgmt For For
political organizations and to incur EU political
expenditure in an aggregate amount not exceeding
GBP 100,000 beginning on the date of this resolution
and ending at the conclusion of the AGM of
the Company in 2008 unless previously renewed,
varied or revoked by the Company in general
meeting
12 Authorize the Company Drax Power Limited being Mgmt For For
a wholly-owned subsidiary to make donations
to EU political organizations and to incur
EU political expenditure in an aggregate amount
not exceeding GBP 100,000 beginning on the
date of this resolution and Authority expires
at the conclusion of the AGM of the Company
in 2008 unless previously renewed, varied
or revoked by the Company in general meeting;
for the purposes of resolutions 11 and 12 the
expressions donations , EU political organizations
and EU political expenditure have the meanings
as specified in Part XA of the Act as amended
by the political parties, election and referendums
Act 2000
S.13 Authorize the Directors pursuant to Section Mgmt For For
95 of the Act, to allot equity securities Section
94 for cash pursuant to the authority conferred
by Resolution 10, and to transfer equity securities Section
94 of the Act disapplying the statutory pre-emption
rights Section 89(1), provided that this
power is limited to the allotment of equity
securities: a) in connection with a rights
issue in favor of ordinary shareholders; b)
up to an aggregate nominal amount of GBP 2,035,427;
Authority expires the earlier of the conclusion
of the next AGM of the Company or 15 months;
and the Directors may allot equity securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.14 Authorize the Company, to make market purchases Mgmt For For
Section 163(3) of the Act of up to 35,200,000
ordinary shares 10% of the issued share capital,
the minimum price exclusive of expenses which
may be paid for a new ordinary share shall
be the nominal amount of such New Ordinary
Share exclusive of expenses; and not more
than 105% above the average market value for
such shares derived from the London Stock Exchange
Daily Official List, for the 5 business days
preceding the date of purchase; Authority
expires at the conclusion of the next AGM of
the Company or 15 months; the Company, before
the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
S.15 Approve the draft regulations produced to the Mgmt For For
meeting and signed by the Chairman for the
purposes of identification be adopted as the
Articles of Association of the Company in
substitution for and to the exclusion of all
the existing Articles of Association with
effect from the conclusion of the meeting
--------------------------------------------------------------------------------------------------------------------------
E.ON AKTIENGESELLSCHAFT EON, DUESSELDORF Agenda Number: 701168874
--------------------------------------------------------------------------------------------------------------------------
Security: D24909109
Meeting Type: OGM
Meeting Date: 03-May-2007
Ticker:
ISIN: DE0007614406
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting Non-Votable
MEETING IS 12 APR 2007, 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.
1 Presentation of the financial statements and Non-Voting Non-Votable
annual report for the 2006 FY with the report
of the Supervisory Board, the Group financial
statements and the Group annual report
2 Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 2,209,650,851.15 as follows:
payment of a dividend of EUR 3.35 per entitled
share; ex-dividend and payable date: 04 MAY
07
3. Ratification of the acts of the Board of Managing Mgmt For For
Directors
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Renewal of the authorization to acquire own Mgmt For For
shares; the Board of Managing Directors shall
be authorized to acquire shares of the Company
of up to 10% of its share capital, on or before
03 NOV 2008; the shares may be acquired through
the stock exchange at a price neither more
than 10% above nor more than 20% below the
market price of the shares, by way of a public
repurchase offer to all shareholders or by
means of a public offer for the exchange of
liquid shares which are admitted to trading
on an organized market at a price not differing
more than 20% from the market price of the
shares, and by using derivatives in the form
of call or put options if the exercise price
is neither more than 10% above nor more than
20% below the market price of the shares; the
Board of Managing Directors shall be authorized
to dispose of the shares in a manner other
than the stock exchange or an offer to all
shareholders if the shares are sold at a price
not materially below their market price, to
use the shares in connection with mergers and
acquisitions or for satisfying existing convertible
or option rights, to offer the shares to executives
and employees of the Company and its affiliates,
and to retire the shares
6. Appointment of the Auditors for the 2007 FY: Mgmt For For
PricewaterhouseCoopers AG, Duesseldorf
--------------------------------------------------------------------------------------------------------------------------
EDISON INTERNATIONAL Agenda Number: 932647021
--------------------------------------------------------------------------------------------------------------------------
Security: 281020107
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: EIX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J.E. BRYSON Mgmt For For
V.C.L. CHANG Mgmt For For
F.A. CORDOVA Mgmt For For
C.B. CURTIS Mgmt For For
B.M. FREEMAN Mgmt For For
L.G. NOGALES Mgmt For For
R.L. OLSON Mgmt For For
J.M. ROSSER Mgmt For For
R.T. SCHLOSBERG, III Mgmt For For
R.H. SMITH Mgmt For For
T.C. SUTTON Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT Mgmt For For
PUBLIC ACCOUNTING FIRM.
03 MANAGEMENT PROPOSAL TO APPROVE THE EDISON INTERNATIONAL Mgmt For For
2007 PERFORMANCE INCENTIVE PLAN.
04 SHAREHOLDER PROPOSAL REGARDING PERFORMANCE-BASED Shr Against For
STOCK OPTIONS.
--------------------------------------------------------------------------------------------------------------------------
ELISA CORPORATION, HELSINKI Agenda Number: 701295847
--------------------------------------------------------------------------------------------------------------------------
Security: X1949T102
Meeting Type: EGM
Meeting Date: 28-Jun-2007
Ticker:
ISIN: FI0009007884
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Non-Votable
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
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting Non-Votable
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. Approve to decrease the Share Premium Fund recorded Mgmt For For
in the balance sheet by moving all the funds
in the Share Premium Fund recorded in the balance
sheet on 31 December 2006 to the invested free
equity fund
2. Authorize the Board of Directors for the payment Mgmt For For
of additional dividends to the maximum amount
of EUR 165,000,000 in addition to the resolution
to pay dividends made by the AGM of shareholders
on 19 MAR 2007; and the dividend may be paid
in one or several installments
--------------------------------------------------------------------------------------------------------------------------
EMERSON ELECTRIC CO. Agenda Number: 932615959
--------------------------------------------------------------------------------------------------------------------------
Security: 291011104
Meeting Type: Annual
Meeting Date: 06-Feb-2007
Ticker: EMR
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
C. FERNANDEZ G Mgmt Withheld Against
W. J. GALVIN Mgmt For For
R. L. RIDGWAY Mgmt For For
R. L. STEPHENSON Mgmt For For
02 RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
--------------------------------------------------------------------------------------------------------------------------
ENEL ENTE NAZIONALE PER L'ENERGIA ELETTRICA SPA, ROMA Agenda Number: 701218617
--------------------------------------------------------------------------------------------------------------------------
Security: T3679P115
Meeting Type: OGM
Meeting Date: 23-May-2007
Ticker:
ISIN: IT0003128367
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN MIX. THANK YOU. Non-Voting Non-Votable
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting Non-Votable
REACH QUORUM, THERE WILL BE A SECOND CALL FOR
OGM ON 25 MAY 2007, FOR EGM ON 24 MAY 2007
AND THIRD CALL FOR EMG ON 25 MAY 2007 . CONSEQUENTLY,
YOUR VOTING INSTRUCTIONS WILL REMAIN VALID
FOR ALL CALLS UNLESS THE AGENDA IS AMENDED.
PLEASE BE ALSO ADVISED THAT YOUR SHARES WILL
BE BLOCKED UNTIL THE QUORUM IS MET OR THE MEETING
IS CANCELLED. THANK YOU.
O.1 Receive the financial statement at 31 DEC 06, Mgmt Take No Action
report of the Board of Directors, Auditors
and Independent Auditors; inherent resolutions
related to financial statement as at 31 DEC
2006
O.2 Approve the allocation of the net profit Mgmt Take No Action
O.3 Appoint the Board of Statutory Auditors Mgmt Take No Action
O.4 Approve the emoluments of the Board of Auditors Mgmt Take No Action
O.5 Approve the extension of the Audit mandate for Mgmt Take No Action
the years 2008-2009 and 2010
O.6 Approve the Stock Option Plan reserved to the Mgmt Take No Action
Company Managers of Enel Spa and to those of
the consolidated Companies, as per Article
2359 of the Companies Constitution
E.1 Amend Articles No. 14.3, 14.5 and 20.4 of the Mgmt Take No Action
By-Laws as per the Legislative Law No. 262
of 29 DEC 2006 No. 303
E.2 Authorize the Board of Directors to increase Mgmt Take No Action
the share capital reserved to the Stock Option
Plan 2007 up to maximum EUR 27,920,000 by issue
of ordinary shares to the Company s Managers
and to those of the consolidated Companies,
to be offered in option without the rights
of option as per Article 2441, last Paragraph
of Companies Constitution, as per Article 134,
Paragraph 2 of the Legislative Decree No. 58
of 24 FEB 1998; inherent and consequent resolution;
amend the Article 5 of the By-Laws
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Non-Votable
OF RECORD DATE AND CHANGE IN THE SECOND CALL
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.
--------------------------------------------------------------------------------------------------------------------------
ENI SPA, ROMA Agenda Number: 701211790
--------------------------------------------------------------------------------------------------------------------------
Security: T3643A145
Meeting Type: OGM
Meeting Date: 24-May-2007
Ticker:
ISIN: IT0003132476
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting Non-Votable
YOU.
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Non-Votable
IN MEETING DATE. PLEASE ALSO NOTE THE NEW CUT-OFF
DATE IS 23 MAY 2007. 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 Approve the financial statement of the Incorporated Mgmt Take No Action
Company Enifin S.P.A as at 31 DEC 2006; receive
the reports of the Board of Directors, of the
Statutory Auditors and of the Auditing firm;
appropriation of net income
O.2 Approve the financial statements of the Incorporated Mgmt Take No Action
Eni Portugal Investment S.P.A as at 31 DEC
2006; receive the reports of the Board of Directors,
of the Statutory Auditors and of the Auditing
firm; appropriation of net income
O.3 Approve the financial statements and consolidated Mgmt Take No Action
balance sheet of Eni SPA as at 31 DEC 2006;
receive the reports of the Board of Directors,
of the Statutory Auditors and of the Auditing
firm
O.4 Approve the appropriation of net income Mgmt Take No Action
O.5 Approve the authorization for the acquisition Mgmt Take No Action
of own shares, after having revoked the remaining
part related to the authorization for the acquisition
of own shares resolved by the meeting called
on 25 MAY 2006
O.6 Approve the extension of the Audit mandate given Mgmt Take No Action
to PricewaterhouseCoopers S.P.A for the 3 years
2007-2009 confirmed by the meeting called on
28 MAY 2004
E.1 Amend Articles No. 6.2, 13, 17, 24 and 28 of Mgmt Take No Action
the By-Laws
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting Non-Votable
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.
--------------------------------------------------------------------------------------------------------------------------
ENTERGY CORPORATION Agenda Number: 932645142
--------------------------------------------------------------------------------------------------------------------------
Security: 29364G103
Meeting Type: Annual
Meeting Date: 04-May-2007
Ticker: ETR
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: M.S. BATEMAN Mgmt For For
1B ELECTION OF DIRECTOR: W.F. BLOUNT Mgmt For For
1C ELECTION OF DIRECTOR: S.D. DEBREE Mgmt For For
1D ELECTION OF DIRECTOR: G.W. EDWARDS Mgmt For For
1E ELECTION OF DIRECTOR: A.M. HERMAN Mgmt For For
1F ELECTION OF DIRECTOR: D.C. HINTZ Mgmt For For
1G ELECTION OF DIRECTOR: J.W. LEONARD Mgmt For For
1H ELECTION OF DIRECTOR: S.L. LEVENICK Mgmt For For
1I ELECTION OF DIRECTOR: J.R. NICHOLS Mgmt For For
1J ELECTION OF DIRECTOR: W.A. PERCY, II Mgmt For For
1K ELECTION OF DIRECTOR: W.J. TAUZIN Mgmt For For
1L ELECTION OF DIRECTOR: S.V. WILKINSON Mgmt For For
02 RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTANTS FOR 2007.
03 SHAREHOLDER PROPOSAL RELATING TO POLITICAL CONTRIBUTION Shr Against For
POLICY.
04 SHAREHOLDER PROPOSAL RELATING TO LIMITATIONS Shr Against For
ON MANAGEMENT COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
EXELON CORPORATION Agenda Number: 932660562
--------------------------------------------------------------------------------------------------------------------------
Security: 30161N101
Meeting Type: Annual
Meeting Date: 08-May-2007
Ticker: EXC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: MR. N. DEBENEDICTIS Mgmt For For
1B ELECTION OF DIRECTOR: MS. SUE L. GIN Mgmt For For
1C ELECTION OF DIRECTOR: MR. W.C. RICHARDSON PHD Mgmt For For
1D ELECTION OF DIRECTOR: MR. THOMAS J. RIDGE Mgmt For For
1E ELECTION OF DIRECTOR: MR. DON THOMPSON Mgmt For For
1F ELECTION OF DIRECTOR: MR. STEPHEN D. STEINOUR Mgmt For For
02 RATIFICATION OF INDEPENDENT ACCOUNTANT Mgmt For For
03 AMENDMENT TO ARTICLES OF INCORPORATION TO ALLOW Mgmt For For
FOR THE ANNUAL ELECTION OF ALL DIRECTORS BEGINNING
IN 2008
04 SHAREHOLDER PROPOSAL TO REQUIRE SHAREHOLDER Shr For Against
APPROVAL OF FUTURE EXECUTIVE SEVERANCE BENEFITS
--------------------------------------------------------------------------------------------------------------------------
FPL GROUP, INC. Agenda Number: 932601897
--------------------------------------------------------------------------------------------------------------------------
Security: 302571104
Meeting Type: Annual
Meeting Date: 15-Dec-2006
Ticker: FPL
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
0A DIRECTOR
SHERRY S. BARRAT Mgmt For For
ROBERT M. BEALL, II Mgmt For For
J. HYATT BROWN Mgmt Withheld Against
JAMES L. CAMAREN Mgmt For For
J. BRIAN FERGUSON Mgmt For For
LEWIS HAY, III Mgmt For For
RUDY E. SCHUPP Mgmt For For
MICHAEL H. THAMAN Mgmt For For
HANSEL E. TOOKES II Mgmt For For
PAUL R. TREGURTHA Mgmt For For
0B RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2006.
--------------------------------------------------------------------------------------------------------------------------
FPL GROUP, INC. Agenda Number: 932671678
--------------------------------------------------------------------------------------------------------------------------
Security: 302571104
Meeting Type: Annual
Meeting Date: 25-May-2007
Ticker: FPL
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
SHERRY S. BARRAT Mgmt For For
ROBERT M. BEALL, II Mgmt For For
J. HYATT BROWN Mgmt Withheld Against
JAMES L. CAMAREN Mgmt For For
J. BRIAN FERGUSON Mgmt For For
LEWIS HAY, III Mgmt For For
TONI JENNINGS Mgmt For For
OLIVER D. KINGSLEY, JR. Mgmt For For
RUDY E. SCHUPP Mgmt For For
MICHAEL H. THAMAN Mgmt For For
HANSEL E. TOOKES, II Mgmt For For
PAUL R. TREGURTHA Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR 2007.
03 APPROVAL OF THE 2007 NON-EMPLOYEE DIRECTORS Mgmt For For
STOCK PLAN.
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN COPPER & GOLD INC. Agenda Number: 932632525
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Special
Meeting Date: 14-Mar-2007
Ticker: FCX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVAL OF THE PROPOSED AMENDMENT TO THE FREEPORT-MCMORANMgmt For For
COPPER & GOLD INC. CERTIFICATE OF INCORPORATION
TO INCREASE THE AUTHORIZED NUMBER OF SHARES
OF FREEPORT-MCMORAN CAPITAL STOCK TO 750,000,000,
TO INCREASE THE AUTHORIZED NUMBER OF SHARES
OF CLASS B COMMON STOCK TO 700,000,000, ALL
AS MORE FULLY DESCRIBED IN THE JOINT PROXY
STATEMENT/PROSPECTUS DATED FEBRUARY 12, 2007.
02 APPROVAL OF THE PROPOSED ISSUANCE OF SHARES Mgmt For For
OF FREEPORT-MCMORAN COMMON STOCK IN CONNECTION
WITH THE TRANSACTION CONTEMPLATED BY THE AGREEMENT
AND PLAN OF MERGER, DATED AS OF NOVEMBER 18,
2006, AMONG FREEPORT-MCMORAN, PHELPS DODGE
CORPORATION AND PANTHER ACQUISITION CORPORATION.
03 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Mgmt For For
IF NECESSARY, TO PERMIT SOLICITATION OF ADDITIONAL
PROXIES IN FAVOR OF EACH OF PROPOSAL 1 AND
PROPOSAL 2.
--------------------------------------------------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY Agenda Number: 932635862
--------------------------------------------------------------------------------------------------------------------------
Security: 369604103
Meeting Type: Annual
Meeting Date: 25-Apr-2007
Ticker: GE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A DIRECTOR
JAMES I. CASH, JR. Mgmt For For
SIR WILLIAM M. CASTELL Mgmt For For
ANN M. FUDGE Mgmt For For
CLAUDIO X. GONZALEZ Mgmt Withheld Against
SUSAN HOCKFIELD Mgmt For For
JEFFREY R. IMMELT Mgmt For For
ANDREA JUNG Mgmt For For
ALAN G.(A.G.) LAFLEY Mgmt For For
ROBERT W. LANE Mgmt For For
RALPH S. LARSEN Mgmt For For
ROCHELLE B. LAZARUS Mgmt For For
SAM NUNN Mgmt For For
ROGER S. PENSKE Mgmt For For
ROBERT J. SWIERINGA Mgmt For For
DOUGLAS A. WARNER III Mgmt For For
ROBERT C. WRIGHT Mgmt For For
B RATIFICATION OF KPMG Mgmt For For
C ADOPTION OF MAJORITY VOTING FOR DIRECTORS Mgmt For For
D APPROVAL OF 2007 LONG TERM INCENTIVE PLAN Mgmt For For
E APPROVAL OF MATERIAL TERMS OF SENIOR OFFICER Mgmt For For
PERFORMANCE GOALS
01 CUMULATIVE VOTING Shr For Against
02 CURB OVER-EXTENDED DIRECTORS Shr For Against
03 ONE DIRECTOR FROM THE RANKS OF RETIREES Shr Against For
04 INDEPENDENT BOARD CHAIRMAN Shr For Against
05 ELIMINATE DIVIDEND EQUIVALENTS Shr For Against
06 REPORT ON CHARITABLE CONTRIBUTIONS Shr Against For
07 GLOBAL WARMING REPORT Shr Against For
08 ETHICAL CRITERIA FOR MILITARY CONTRACTS Shr Against For
09 REPORT ON PAY DIFFERENTIAL Shr Against For
--------------------------------------------------------------------------------------------------------------------------
GENUINE PARTS COMPANY Agenda Number: 932637359
--------------------------------------------------------------------------------------------------------------------------
Security: 372460105
Meeting Type: Annual
Meeting Date: 23-Apr-2007
Ticker: GPC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DR. MARY B. BULLOCK Mgmt For For
RICHARD W. COURTS II Mgmt For For
JEAN DOUVILLE Mgmt For For
THOMAS C. GALLAGHER Mgmt For For
GEORGE C. "JACK" GUYNN Mgmt For For
JOHN D. JOHNS Mgmt For For
MICHAEL M.E. JOHNS, MD Mgmt For For
J. HICKS LANIER Mgmt Withheld Against
WENDY B. NEEDHAM Mgmt For For
JERRY W. NIX Mgmt For For
LARRY L. PRINCE Mgmt For For
GARY W. ROLLINS Mgmt For For
LAWRENCE G. STEINER Mgmt For For
02 AMEND THE GENUINE PARTS COMPANY AMENDED AND Mgmt For For
RESTATED ARTICLES OF INCORPORATION TO ELIMINATE
ALL SHAREHOLDER SUPERMAJORITY VOTING PROVISIONS.
03 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2007.
--------------------------------------------------------------------------------------------------------------------------
HBOS PLC Agenda Number: 701172633
--------------------------------------------------------------------------------------------------------------------------
Security: G4364D106
Meeting Type: AGM
Meeting Date: 25-Apr-2007
Ticker:
ISIN: GB0030587504
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the accounts and reports of the Directors Mgmt For For
and the Auditors for the YE 31 DEC 2006
2. Declare a final dividend of 27.9 pence per HBOS Mgmt For For
ordinary share for the YE 31 DEC 2006 and approve
to pay it on 14 MAY 2007 to holders of HBOS
ordinary shares on the register on 16 MAR 2007
in respect of each HBOS ordinary share
3. Elect Ms. Jo Dawson as a Director Mgmt For For
4. Elect Mr. Benny Higgins as a Director Mgmt For For
5. Elect Mr. Richard Cousins as a Director Mgmt For For
6. Re-elect Mr. Anthony Hobson as a Director Mgmt For For
7. Re-elect Ms. Kate Nealon as a Director Mgmt For For
8. Approve the report of the Board in relation Mgmt For For
to remuneration policy and practice for the
YE 31 DEC 2006
9. Re-appoint KPMG Audit Plc as the Auditors of Mgmt For For
the Company until the conclusion of the next
general meeting of the Company at which accounts
are laid before shareholders and authorize
the Audit Committee to determine their remuneration
10. Amend the Rules of the HBOS Plc Long Term Executive Mgmt For For
Bonus Plan the Plan, as specified and authorize
the Directors to make such modifications to
the Rules as they may consider necessary and
do all acts and things necessary to implement
the amendment as specified
11. Authorize the Company, in accordance with Section Mgmt For For
347C of the Companies Act 1985 the Act, to:
a) make donations to EU Political Organizations
not exceeding GBP 100,000 in total; and b)
incur EU Political Expenditure not exceeding
GBP 100,000 in total in each case during the
period commencing on the date of this resolution;
Authority expires the earlier of the conclusion
of the Company s AGM in 2008 or on 25 JUL 2008
12. Authorize the Directors, for the purpose of Mgmt For For
Section 80 of the Companies Act 1985 the Act,
to allot relevant securities as defined in
the Section up to an aggregate nominal amount
of GBP 313,782,380 in respect of HBOS ordinary
shares; and GBP 2,900,834,400, GBP 3,000,000,000,
USD 4,998,500,000, AUD 1,000,000,000, and CAD
1,000,000,000 in respect of HBOS preference
shares; Authority expires the earlier of the
conclusion of the AGM of the Company in 2008
or on 25 JUL 2008; and the Directors may allot
relevant securities after the expiry of this
authority in pursuance of such an offer or
agreement made prior to such expiry
S.13 Authorize the Directors to allot equity securities Mgmt For For
Section 94 of the Companies Act 1985 the
Act, entirely paid for in cash: i) of an unlimited
amount in connection with a rights issue as
defined in Article 21.7 of the Company s Articles
of Association; ii) in addition of an aggregate
nominal amount of GBP 47,067,357 free of the
restrictions in Section 89(1) of the Act and,
in connection with such power; Authority expires
the earlier of the date of the AGM of the Company
in 2008 or 25 JUL 2008; and the Directors
may allot equity securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry; in
working out of the maximum amount of equity
securities for the purpose of Section (II)
of this resolution, the nominal value of rights
to subscribe for shares or to convert any securities
into shares will be taken as the nominal value
of the shares which would be allotted if the
subscription or conversion takes place
S.14 Authorize the Company, for the purposes of Section Mgmt For For
166 of the Companies Act 1985 the Act, to
make market purchases Section 163 of the Act
of up to 376,115,726 ordinary shares of the
capital of the Company and, where shares are
held as treasury shares, to use them, inter
alia, for the purposes of employee share plans
operated by the Company, at a minimum price
of 25p nominal value of each share and up to
105% of the average middle market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; Authority expires the earlier
of the conclusion of the AGM of the Company
in 2008 or 25 JUL 2008; the Company, before
the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
--------------------------------------------------------------------------------------------------------------------------
HEALTH MANAGEMENT ASSOCIATES, INC. Agenda Number: 932685033
--------------------------------------------------------------------------------------------------------------------------
Security: 421933102
Meeting Type: Annual
Meeting Date: 15-May-2007
Ticker: HMA
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM J. SCHOEN Mgmt For For
JOSEPH V. VUMBACCO Mgmt For For
KENT P. DAUTEN Mgmt For For
DONALD E. KIERNAN Mgmt For For
ROBERT A. KNOX Mgmt For For
WILLIAM E. MAYBERRY, MD Mgmt For For
VICKI A. O'MEARA Mgmt For For
WILLIAM C. STEERE, JR. Mgmt For For
R.W. WESTERFIELD, PH.D. Mgmt For For
02 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2007.
--------------------------------------------------------------------------------------------------------------------------
IMPERIAL TOBACCO GROUP PLC Agenda Number: 701118792
--------------------------------------------------------------------------------------------------------------------------
Security: G4721W102
Meeting Type: AGM
Meeting Date: 30-Jan-2007
Ticker:
ISIN: GB0004544929
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the statutory Mgmt For For
reports
2. Approve the Directors remuneration report Mgmt For For
3. Declare a final dividend of 43.5 pence per ordinary Mgmt For For
share
4. Re-elect Mr. Anthony G.L. Alexander as a Director Mgmt For For
5. Elect Dr. Ken M. Burnett as a Director Mgmt For For
6. Re-elect Mr. David Cresswell as a Director Mgmt For For
7. Elect Mr. Charles F. Knott as a Director Mgmt For For
8. Re-elect Mr. Iain J.G. Napier as a Director Mgmt For For
9. Re-elect Dr. Frank A. Rogerson as a Director Mgmt For For
10. Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors of the Company
11. Authorize the Board to fix the remuneration Mgmt For For
of the Auditors
12. Authorize the Company to make EU Political Organization Mgmt For For
donations up to GBP 25,000 and incur EU Political
expenditure up to GBP 25,000
13. Authorize Imperial Tobacco Limited to make EU Mgmt For For
Political Organization donations up to GBP
25,000 and incur EU Political expenditure up
to GBP 25,000
14. Authorize Imperial Tobacco International Limited Mgmt For For
to make EU Political Organization donations
up to GBP 25,000 and incur EU Political expenditure
up to GBP 25,000
15. Authorize Van Nelle Tabak Nederland B.V. to Mgmt For For
make EU Political Organization donations up
to GBP 25,000 and incur EU Political expenditure
up to GBP 25,000
16. Authorize Imperial Tobacco Polska S.A. to make Mgmt For For
EU Political Organization donations up to GBP
25,000 and incur EU Political expenditure up
to GBP 25,000
17. Authorize Reemtsma Cigarettenfabriken GmbH to Mgmt For For
make EU Political Organization donations up
to GBP 25,000 and incur EU Political expenditure
up to GBP 25,000
18. Authorize Ets L. Lacroix Fils NV/SA to make Mgmt For For
EU Political Organization donations up to GBP
25,000 and incur EU Political expenditure up
to GBP 25,000
19. Grant authority to issue equity or equity-linked Mgmt For For
securities with pre-emptive rights up to an
aggregate nominal amount of GBP 24,300,000
S.20 Grant authority, subject to the passing of Resolution Mgmt For For
19, to issue equity or equity-linked securities
without pre-emptive rights up to an aggregate
nominal amount of GBP 3,645,000
S.21 Grant authority for the market purchase of 72,900,000 Mgmt For For
ordinary shares
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL BUSINESS MACHINES CORP Agenda Number: 932642944
--------------------------------------------------------------------------------------------------------------------------
Security: 459200101
Meeting Type: Annual
Meeting Date: 24-Apr-2007
Ticker: IBM
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
C. BLACK Mgmt For For
K.I. CHENAULT Mgmt For For
J. DORMANN Mgmt For For
M.L. ESKEW Mgmt For For
S.A. JACKSON Mgmt For For
M. MAKIHARA Mgmt For For
L.A. NOTO Mgmt For For
J.W. OWENS Mgmt For For
S.J. PALMISANO Mgmt For For
J.E. SPERO Mgmt For For
S. TAUREL Mgmt For For
L.H. ZAMBRANO Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
03 AMENDMENT TO CERTIFICATE TO ELIMINATE STATUTORY Mgmt For For
SUPERMAJORITY VOTING: MERGER OR CONSOLIDATION
04 AMENDMENT TO CERTIFICATE TO ELIMINATE STATUTORY Mgmt For For
SUPERMAJORITY VOTING: DISPOSITION OF ALL OR
SUBSTANTIALLY ALL OF THE ASSETS OF THE CORPORATION
OUTSIDE THE ORDINARY COURSE OF BUSINESS
05 AMENDMENT TO CERTIFICATE TO ELIMINATE STATUTORY Mgmt For For
SUPERMAJORITY VOTING: PLAN FOR THE EXCHANGE
OF SHARES OF THE CORPORATION
06 AMENDMENT TO CERTIFICATE TO ELIMINATE STATUTORY Mgmt For For
SUPERMAJORITY VOTING: AUTHORIZATION OF DISSOLUTION
OF THE CORPORATION
07 STOCKHOLDER PROPOSAL ON: CUMULATIVE VOTING Shr For Against
08 STOCKHOLDER PROPOSAL ON: PENSION AND RETIREMENT Shr Against For
MEDICAL
09 STOCKHOLDER PROPOSAL ON: EXECUTIVE COMPENSATION Shr For Against
10 STOCKHOLDER PROPOSAL ON: OFFSHORING Shr Against For
11 STOCKHOLDER PROPOSAL ON: MAJORITY VOTING FOR Shr Against For
DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 932642514
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: JNJ
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MARY S. COLEMAN Mgmt For For
JAMES G. CULLEN Mgmt For For
MICHAEL M.E. JOHNS Mgmt For For
ARNOLD G. LANGBO Mgmt For For
SUSAN L. LINDQUIST Mgmt For For
LEO F. MULLIN Mgmt For For
CHRISTINE A. POON Mgmt For For
CHARLES PRINCE Mgmt For For
STEVEN S REINEMUND Mgmt For For
DAVID SATCHER Mgmt For For
WILLIAM C. WELDON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
03 PROPOSAL ON MAJORITY VOTING REQUIREMENTS FOR Shr Against For
DIRECTOR NOMINEES
04 PROPOSAL ON SUPPLEMENTAL RETIREMENT PLAN Shr For Against
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 932660120
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 15-May-2007
Ticker: JPM
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
CRANDALL C. BOWLES Mgmt For For
STEPHEN B. BURKE Mgmt For For
JAMES S. CROWN Mgmt For For
JAMES DIMON Mgmt For For
ELLEN V. FUTTER Mgmt For For
WILLIAM H. GRAY, III Mgmt For For
LABAN P. JACKSON, JR. Mgmt For For
ROBERT I. LIPP Mgmt For For
DAVID C. NOVAK Mgmt For For
LEE R. RAYMOND Mgmt For For
WILLIAM C. WELDON Mgmt For For
02 APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 STOCK OPTIONS Shr Against For
04 PERFORMANCE-BASED RESTRICTED STOCK Shr For Against
05 EXECUTIVE COMPENSATION APPROVAL Shr For Against
06 SEPARATE CHAIRMAN Shr Against For
07 CUMULATIVE VOTING Shr For Against
08 MAJORITY VOTING FOR DIRECTORS Shr Against For
09 POLITICAL CONTRIBUTIONS REPORT Shr Against For
10 SLAVERY APOLOGY REPORT Shr Against For
--------------------------------------------------------------------------------------------------------------------------
KINGFISHER PLC Agenda Number: 701231627
--------------------------------------------------------------------------------------------------------------------------
Security: G5256E441
Meeting Type: AGM
Meeting Date: 31-May-2007
Ticker:
ISIN: GB0033195214
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve and adopt the financial statements and Mgmt For For
the statutory reports
2. Approve the Directors remuneration report Mgmt For For
3. Declare the final Dividend of 6.8 pence per Mgmt For For
ordinary share
4. Elect Mr. M. Daniel Bernard as a Director Mgmt For For
5. Elect Mrs. Janis Kong as a Director Mgmt For For
6. Re-elect Mr. Phil Bentley as a Director Mgmt For For
7. Re-elect Mr. John Nelson as a Director Mgmt For For
8. Re-elect Mr. Michael Hepher as a Director Mgmt For For
9. Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors and authorize the Board to determine
their remuneration
10. Grant authority to issue the equity or equity-linked Mgmt For For
securities with pre-emptive rights up to an
aggregate nominal amount of GBP 104,267,996
11. Authorize the Company to make EU Political Organization Mgmt For For
Donations and to incur EU Political Expenditure
up to GBP 75,000
S.12 Grant authority to issue the equity or equity-linked Mgmt For For
securities without pre-emptive rights up to
a nominal value of 5% of the issued share capital
of the Company
S.13 Grant authority to purchase 235,920,341 ordinary Mgmt For For
shares for market purchase
--------------------------------------------------------------------------------------------------------------------------
LEGAL & GENERAL GROUP PLC Agenda Number: 701214328
--------------------------------------------------------------------------------------------------------------------------
Security: G54404127
Meeting Type: AGM
Meeting Date: 16-May-2007
Ticker:
ISIN: GB0005603997
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the report and the accounts for the Mgmt For For
YE 31 DEC 2006
2. Declare a final dividend of 3.81p per ordinary Mgmt For For
share
3. Re-elect Mr. R. H. P. Marhkham as a Director, Mgmt For For
who retires in accordance with Article 85
4. Re-elect Mr. C. R. R. Avery as a Director, who Mgmt For For
retires by rotation
5. Re-elect Mr. J. B. Pollock as a Director, who Mgmt For For
retires by rotation
6. Re-elect Dr. R. H. Schmitz as a Director, who Mgmt For For
retires by rotation
7. Re-elect Mr. J. M. Strachan as a Director, who Mgmt For For
retires by rotation
8. Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Auditors of the Company to hold office until
the conclusion of the next general meeting
at which accounts are laid before the Company
9. Authorize the Directors to determine the Auditor Mgmt For For
s remuneration
10. Approve the Directors report on remuneration Mgmt For For
as specified
11. Authorize the Directors, pursuant to Section Mgmt For For
80 of the Companies Act 1985, to allot relevant
securities Section 80 of the Act up to an
aggregate nominal amount of GBP 8,165,650 5%
of the issued share capital of the Company
as at 13 MAR 2007; Authority expires the
earlier of the next AGM of the Company in 2008
or 30 JUN 2008; and the Company may make allotments
during the relevant period which may be exercised
after the relevant period
S.12 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 11, and pursuant to Section 95
of the Companies Act 1985, to allot equity
securities Section 94 of the Act for cash
pursuant to the authority conferred by Resolution
11 and/or where such allotment constitutes
an allotment of equity securities by virtue
of Section 94(3A), dis-applying the statutory
preemption rights Section 89(1), provided
that this power is limited to the allotment
of equity securities: a) in connection with
a rights issue in favor of shareholders; b)
up to an aggregate nominal amount of GBP 8,165,650
5% of the issued share capital of the Company
as at 31 MAR 2008; Authority expires the
earlier of the conclusion of the next AGM of
the Company in 2008 or 30 JUN 2008; and the
Directors may allot equity securities after
the expiry of this authority in pursuance of
such an offer or agreement made prior to such
expiry
S.13 Authorize the Company, pursuant to Article 7 Mgmt For For
of the Articles of Association of the Company
and for the purpose of Section 166 of the Companies
Act 1985, to make market purchases of any of
its ordinary shares of up to 653,252,004 ordinary
shares 10% of the issued share capital of
the Company, at a minimum price of 2.5p and
up to 105% of the average middle market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; Authority expires the earlier
of the conclusion of the next AGM of the Company
in 2008 or 30 JUN 2008; the Company, before
the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
--------------------------------------------------------------------------------------------------------------------------
LINCOLN NATIONAL CORPORATION Agenda Number: 932666615
--------------------------------------------------------------------------------------------------------------------------
Security: 534187109
Meeting Type: Annual
Meeting Date: 10-May-2007
Ticker: LNC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM J. AVERY Mgmt For For
WILLIAM H. CUNNINGHAM Mgmt For For
WILLIAM P. PAYNE Mgmt For For
PATRICK S. PITTARD Mgmt For For
JILL S. RUCKELSHAUS Mgmt For For
02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP, Mgmt For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
03 TO APPROVE AN AMENDMENT AND RESTATEMENT OF THE Mgmt For For
LINCOLN NATIONAL CORPORATION AMENDED AND RESTATED
INCENTIVE COMPENSATION PLAN.
04 TO APPROVE THE LINCOLN NATIONAL CORPORATION Mgmt For For
STOCK OPTION PLAN FOR NON-EMPLOYEE DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
MARATHON OIL CORPORATION Agenda Number: 932645003
--------------------------------------------------------------------------------------------------------------------------
Security: 565849106
Meeting Type: Annual
Meeting Date: 25-Apr-2007
Ticker: MRO
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR FOR A ONE-YEAR TERM: CHARLES Mgmt For For
F. BOLDEN, JR.
1B ELECTION OF DIRECTOR FOR A ONE-YEAR TERM: CHARLES Mgmt For For
R. LEE
1C ELECTION OF DIRECTOR FOR A ONE-YEAR TERM: DENNIS Mgmt For For
H. REILLEY
1D ELECTION OF DIRECTOR FOR A ONE-YEAR TERM: JOHN Mgmt For For
W. SNOW
1E ELECTION OF DIRECTOR FOR A ONE-YEAR TERM: THOMAS Mgmt For For
J. USHER
02 RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
INDEPENDENT AUDITOR FOR 2007.
03 APPROVAL OF 2007 INCENTIVE COMPENSATION PLAN. Mgmt For For
04 BOARD PROPOSAL TO AMEND THE RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION AND BY-LAWS TO ELIMINATE THE
SUPERMAJORITY VOTE PROVISION.
05 BOARD PROPOSAL TO AMEND THE RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK.
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 932674511
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 24-May-2007
Ticker: MCD
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: EDWARD A. BRENNAN Mgmt For For
1B ELECTION OF DIRECTOR: WALTER E. MASSEY Mgmt For For
1C ELECTION OF DIRECTOR: JOHN W. ROGERS, JR. Mgmt For For
1D ELECTION OF DIRECTOR: ROGER W. STONE Mgmt For For
02 APPROVAL OF THE INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 SHAREHOLDER PROPOSAL RELATING TO LABELING OF Shr Against For
GENETICALLY MODIFIED PRODUCTS
04 SHAREHOLDER PROPOSAL RELATING TO LABOR STANDARDS Shr Against For
--------------------------------------------------------------------------------------------------------------------------
MERRILL LYNCH & CO., INC. Agenda Number: 932645940
--------------------------------------------------------------------------------------------------------------------------
Security: 590188108
Meeting Type: Annual
Meeting Date: 27-Apr-2007
Ticker: MER
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOHN D. FINNEGAN Mgmt For For
JOSEPH W. PRUEHER Mgmt For For
ANN N. REESE Mgmt For For
02 RATIFY APPOINTMENT OF DELOITTE & TOUCHE LLP Mgmt For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
03 INSTITUTE CUMULATIVE VOTING Shr For Against
04 SUBMIT NAMED EXECUTIVE OFFICERS COMPENSATION Shr For Against
TO SHAREHOLDERS FOR ANNUAL RATIFICATION
05 ADOPT POLICY THAT SIGNIFICANT PORTION OF FUTURE Shr For Against
EQUITY COMPENSATION BE PERFORMANCE-VESTING
SHARES
--------------------------------------------------------------------------------------------------------------------------
MITTAL STEEL COMPANY N.V., ROTTERDAM Agenda Number: 701070649
--------------------------------------------------------------------------------------------------------------------------
Security: N5765E108
Meeting Type: EGM
Meeting Date: 30-Oct-2006
Ticker:
ISIN: NL0000361947
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting Non-Votable
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION
DATE SET ON 23 OCT 2006 SHARES CAN BE TRADED
THEREAFTER. THANK YOU
1. Opening Non-Voting Non-Votable
2. Approve the proposal by the Managing Board to Mgmt Take No Action
appoint Mr. Lakshmi N. Mittal and Mrs. Vanisha
Mittal Bhatia as Directors A and Messrs.
Lewis B. Kaden, Wilbur L. Ross, Jr., Narayanan
Vaghul, Francois H. Pinault, Joseph Kinsch,
Jose Ramon Alvarez Rendueles, Sergio Silva
de Freitas, Georges Schmit, Edmond Pachura,
Michel Angel Marti, Manuel Fernandez Lopez,
Jean-Pierre Hansen, John O. Castegnaro, Antoine
Spillmann, H.R.H. Prince Guillaume de Luxembourg
and Romain Zaleski as Directors C , all for
a three year term, such appointments starting
on the day after the day of the EGM and ending
on the day of the AGM of shareholders to be
held in 2009
3. Questions / any other item with permission of Mgmt Take No Action
the Chairman
4. Closing Non-Voting Non-Votable *
--------------------------------------------------------------------------------------------------------------------------
NESTE OIL Agenda Number: 701148947
--------------------------------------------------------------------------------------------------------------------------
Security: X5688A109
Meeting Type: AGM
Meeting Date: 21-Mar-2007
Ticker:
ISIN: FI0009013296
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting Non-Votable
ID 360810 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.
IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting Non-Votable
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. SHOULD YOU HAVE ANY QUESTIONS, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
AT ADP. THANK YOU
MARKET RULES REQUIRE ADP TO DISCLOSE BENEFICIAL Non-Voting Non-Votable
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 ADP CLIENT SERVICE REPRESENTATIVE.
THIS INFORMATION IS REQUIRED IN ORDER FOR
ADP TO LODGE YOUR VOTE
1.1 Receive the financial statements and statutory Non-Voting Non-Votable
reports
1.2 Receive the Auditor s report Non-Voting Non-Votable
1.3 Receive the Supervisory Board s statement on Non-Voting Non-Votable
financial statements and the Auditor s report
1.4 Approve the financial statements and the statutory Mgmt For For
reports
1.5 Approve the allocation of income and dividends Mgmt For For
of EUR 0.90 per share
1.6 Grant discharge to the Supervisory Board, Board Mgmt For For
of Directors and the President
1.7 Approve the remuneration of the Supervisory Mgmt Against Against
Board, Board of Directors and the Auditors
1.8 Approve to fix the number of Supervisory Board Mgmt For For
Members
1.9 Approve to fix the number of Members of the Mgmt For For
Board Directors
1.10 Elect the Supervisory Board Members Mgmt For For
1.11 Elect the Members of the Board of Directors Mgmt For For
1.12 Elect Ernst Young Oy as the Auditor Mgmt For For
2. Amend Articles of Association to comply with Mgmt For For
New Finnish Companies Act
3. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
Approve the Finnish state covering establishment
of AGM s Nomination Committee
4. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
Approve to abolish the Supervisory Board
--------------------------------------------------------------------------------------------------------------------------
NESTLE SA, CHAM UND VEVEY Agenda Number: 701158051
--------------------------------------------------------------------------------------------------------------------------
Security: H57312466
Meeting Type: AGM
Meeting Date: 19-Apr-2007
Ticker:
ISIN: CH0012056047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST Registration Take No Action *
BE NOTIFIED TO THE COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RECORD DATE. PLEASE ADVISE
US NOW IF YOU INTEND TO VOTE. NOTE THAT THE
COMPANY REGISTRAR HAS DISCRETION OVER GRANTING
VOTING RIGHTS. ONCE THE AGENDA IS AVAILABLE,
A SECOND NOTIFICATION WILL BE ISSUED REQUESTING
YOUR VOTING INSTRUCTIONS
PLEASE NOTE: ONLY SHARES LISTED AS REGISTERED Non-Voting Non-Votable
IN THE COMPANY S REGISTER OF SHAREHOLDERS CARRY
A VOTING RIGHT. ORDERS FOR REGISTRATION OR
RE-REGISTRATION WITH THE PURPOSE OF VOTING
AT THE MEETING HAVE TO BE PLACED A SUFFICIENT
AMOUNT OF TIME PRIOR TO THE RECORD DATE. WE
CANNOT GUARANTEE FOR ANY REGISTRATIONS TO BE
COMPLETED IN DUE TIME. THANK YOU.
PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting Non-Votable
--------------------------------------------------------------------------------------------------------------------------
NESTLE SA, CHAM UND VEVEY Agenda Number: 701161678
--------------------------------------------------------------------------------------------------------------------------
Security: H57312466
Meeting Type: OGM
Meeting Date: 19-Apr-2007
Ticker:
ISIN: CH0012056047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable
IN THIS MARKET. PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Non-Votable
MEETING NOTICE SENT UNDER MEETING 365869, 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. Approve the annual report, annual financial Mgmt Take No Action
statements of Nestle Ag and consolidated financial
statements of 2006 of Nestle Group: reports
of the Auditors
2. Grant discharge to the Board of Directors and Mgmt Take No Action
the Executive Board
3. Approve the appropriation of the balance sheet Mgmt Take No Action
of Nestle Ag
4. Approve the reduction of the share capital and Mgmt Take No Action
amend the Article 5 of the Articles of Incorporation
5.1 Re-elect Mr. Peter Brabeck-Letmathe as a Board Mgmt Take No Action
of Director
5.2 Re-elect Mr. Edward George Lord George as Mgmt Take No Action
a Board of Director
--------------------------------------------------------------------------------------------------------------------------
PRUDENTIAL FINANCIAL, INC. Agenda Number: 932651880
--------------------------------------------------------------------------------------------------------------------------
Security: 744320102
Meeting Type: Annual
Meeting Date: 08-May-2007
Ticker: PRU
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
FREDERIC K. BECKER Mgmt For For
GORDON M. BETHUNE Mgmt For For
GASTON CAPERTON Mgmt For For
GILBERT F. CASELLAS Mgmt For For
JAMES G. CULLEN Mgmt For For
WILLIAM H. GRAY III Mgmt For For
JON F. HANSON Mgmt For For
CONSTANCE J. HORNER Mgmt For For
KARL J. KRAPEK Mgmt For For
CHRISTINE A. POON Mgmt For For
ARTHUR F. RYAN Mgmt For For
JAMES A. UNRUH Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT AUDITOR FOR THE YEAR ENDING
DECEMBER 31, 2007.
--------------------------------------------------------------------------------------------------------------------------
PUBLISHING AND BROADCASTING LIMITED PBL Agenda Number: 701068872
--------------------------------------------------------------------------------------------------------------------------
Security: Q7788C108
Meeting Type: AGM
Meeting Date: 26-Oct-2006
Ticker:
ISIN: AU000000PBL6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and approve the consolidated financial Non-Voting Non-Votable
statements of the Company and its controlled
entities, and the reports of the Directors
and the Auditors for the FYE 30 JUN 2006
2.A Elect Mr. Christopher Corrigan as a Director, Mgmt For For
who retires in accordance with the Clause 6.1(e)
of the Company s Constitution
2.B Elect Mr. Geoffrey Dixon as a Director, who Mgmt For For
retires in accordance with the Clause 6.1(e)
of the Company s Constitution
2.C Elect Mr. Michael Johnston as a Director, who Mgmt For For
retires in accordance with the Clause 6.1(e)
of the Company s Constitution
2.D Elect Mr. David Lowy as a Director, who retires Mgmt For For
in accordance with the Clause 6.1(e) of the
Company s Constitution
2.E Elect Mr. Christopher Mackay as a Director, Mgmt For For
who retires in accordance with the Clause 6.1(e)
of the Company s Constitution
2.F Re-elect Mr. Rowen Craigie as a Director, who Mgmt For For
retires by rotation in accordance with the
Clause 6.1(f) of the Company s Constitution
2.G Re=elect Mr. Richard Turner as a Director, who Mgmt For For
retires by rotation in accordance with the
Clause 6.1(f) of the Company s Constitution
3.A Approve, for the purpose of ASX Listing Rule Mgmt For For
10.14, to the acquisition of 300,000 ordinary
shares in the Company by Mr. Christopher Anderson
under and in accordance with the PBL Executive
Share Plan
3.B Approve, for the purpose of ASX Listing Rule Mgmt For For
10.14, to the acquisition of 1,300,000 ordinary
shares in the Company by Mr. John Alexander
under and in accordance with the PBL Executive
Share Plan
3.C Approve, for the purpose of ASX Listing Rule Mgmt For For
10.14, to the acquisition of 850,000 ordinary
shares in the Company by Mr. Rowen Craigie
under and in accordance with the PBL Executive
Share Plan
4. Adopt the remuneration report for the YE 30 Mgmt For For
JUN 2006
5. Approve, for the purpose of ASX Listing Rule Mgmt For For
10.11, the issue of 5,400,000 fully paid ordinary
shares in the capital of PBL to Ancarac Pty
Limited ABN 80 055 253 891, a Company controlled
by Mr. James Packer, a Director of PBL, on
the terms set out as specified
--------------------------------------------------------------------------------------------------------------------------
REED ELSEVIER NV Agenda Number: 701176833
--------------------------------------------------------------------------------------------------------------------------
Security: N73430105
Meeting Type: AGM
Meeting Date: 18-Apr-2007
Ticker:
ISIN: NL0000349488
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting Non-Votable
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION
DATE SET ON 11 APR 2007. SHARES CAN BE TRADED
THEREAFTER. THANK YOU
1. Opening Non-Voting Non-Votable
2. Receive the report by the Board of Management Mgmt Take No Action
for 2006
3. Approve to determine the annual accounts for Mgmt Take No Action
2006
4.A Grant discharge to the Board of Management Mgmt Take No Action
4.B Grant discharge to the Supervisory Board Mgmt Take No Action
5. Approve the dividend Mgmt Take No Action
6. Appoint Deloitte Accountants BV as the external Mgmt Take No Action
accountant
7. Approve the alteration in the Board of Management Mgmt Take No Action
8. Approve the alterations in the Supervisory Board Mgmt Take No Action
9. Approve the alteration of Remuneration Policy Mgmt Take No Action
10. Amend the Articles of Association Mgmt Take No Action
11. Approve the temporary consolidation of share Mgmt Take No Action
capital and amend the Articles of Association
12. Authorize the Board of Management to purchase Mgmt Take No Action
own shares
13.A Appoint the authorized body to issue shares Mgmt Take No Action
and grant rights to take shares
13.B Appoint the authorized body to restrict or exclude Mgmt Take No Action
the pre-emptive rights
14. Any other business Non-Voting Non-Votable
15. Close Non-Voting Non-Votable
--------------------------------------------------------------------------------------------------------------------------
REED ELSEVIER NV Agenda Number: 701188193
--------------------------------------------------------------------------------------------------------------------------
Security: N73430105
Meeting Type: AGM
Meeting Date: 18-Apr-2007
Ticker:
ISIN: NL0000349488
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting Non-Votable
ID 371162 DUE TO ADDITIONAL RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting Non-Votable
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION
DATE SET ON 11 APR 2007. SHARES CAN BE TRADED
THEREAFTER. THANK YOU
1. Opening Non-Voting Non-Votable
2. Receive the report by the Board of Management Mgmt Take No Action
for 2006
3. Approve to determine the annual accounts for Mgmt Take No Action
2006
4.A Grant discharge to the Board of Management Mgmt Take No Action
4.B Grant discharge to the Supervisory Board Mgmt Take No Action
5. Approve the dividend of EUR 0.406 per ordinary Mgmt Take No Action
share
6. Appoint Deloitte Accountants BV as the External Mgmt Take No Action
Accountant
7.1 Re-appoint Mr. J. H. M. Hommen to the Supervisory Mgmt Take No Action
Board
7.2 Re-appoint Mr. Lord C. M. Sharman to the Supervisory Mgmt Take No Action
Board
7.3 Re-appoint Mr. R. W. H. Stomberg to the Supervisory Mgmt Take No Action
Board
7.4 Re-appoint Mr. R. B. Polet to the Supervisory Mgmt Take No Action
Board
8.1 Re-appoint Mr. M. H. Armour to the Executive Mgmt Take No Action
Board
8.2 Re-appoint Mr. E. N. Engstrom to the Executive Mgmt Take No Action
Board
9. Approve the alteration of Remuneration Policy Mgmt Take No Action
10. Amend the Articles of Association Mgmt Take No Action
11. Approve the share consolidation and amend the Mgmt Take No Action
Articles of Association
12. Authorize the Board of Management to purchase Mgmt Take No Action
own shares
13.A Approve the designation of the Combined Board Mgmt Take No Action
as the Authorized Body to issue shares and
grant rights to take shares
13.B Approve the designation of the Combined Board Mgmt Take No Action
as the Authorized Body to restrict or cancel
the pre-emptive rights
14. Any other business Non-Voting Non-Votable
15. Close Non-Voting Non-Votable
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH AND SOUTHERN ENERGY PLC Agenda Number: 701025389
--------------------------------------------------------------------------------------------------------------------------
Security: G7885V109
Meeting Type: AGM
Meeting Date: 27-Jul-2006
Ticker:
ISIN: GB0007908733
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the reports Mgmt For For
of the Directors and the Auditors for the FYE
31 MAR 2006
2. Approve the remuneration report of the Board Mgmt For For
for the FYE 31 MAR 2006
3. Declare a final dividend for the YE 31 MAR 2006 Mgmt For For
of 32.7 pence per ordinary share
4. Re-elect Mr. Gregor Alexander as a Director Mgmt For For
of the Company
5. Re-elect Mr. David Payne as a Director of the Mgmt For For
Company
6. Re-elect Mr. Susan Rice as a Director of the Mgmt For For
Company
7. Appoint KPMG Audit PLC as the Auditor of the Mgmt For For
Company, until the conclusion of the next general
meeting at which financial statements are laid
before the Company
8. Authorize the Directors to determine the Auditors Mgmt For For
remuneration
9. Authorize the Directors, for the purpose of Mgmt For For
Section 80 of the Companies Act 1985, to allot
relevant securities as defined within that
Section up to an aggregate nominal amount
of GBP 143,380,318; Authority expires at the
conclusion of the next AGM of the Company ;
and the Directors may allot relevant securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.10 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 9 and pursuant to Section 95
of the Companies Act 1985 the Act , to allot
equity securities Section 94 of the Act for
cash pursuant to the authority conferred by
Resolution 9, disapplying the statutory pre-emption
rights Section 89(1) of the Act , provided
that this power is limited to the allotment
of equity securities: a) in connection with
a rights issue in favor of ordinary shareholders;
and b) up to an aggregate nominal amount of
GBP 21,507,047; Authority expires at the conclusion
of the next AGM of the Company ; and Directors
may allot equity securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.11 Authorize the Company, pursuant to the Article Mgmt For For
12 of the Articles of Association and for the
purpose of Section 166 of the Companies Act
1985 the Act , to make 1 or more market purchases
Section 163(3) of the Act of up to 86,028,191
ordinary shares, representing 10% of the Company
s issued ordinary share capital, of 50p each
in the capital of the Company, at a minimum
price is 50p and the maximum price is not more
than 5% above the average middle market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; Authority expires the earlier
of the conclusion of the Company next AGM
or 15 months from the date of passing of this
resolution ; and the Company, before the expiry,
may make a contract to purchase ordinary shares
which will or may be executed wholly or partly
after such expiry
12. Approve the Scottish Southern Energy Plc Performance Mgmt For For
Share Plan the PSP as specified and authorize
the Directors to do all such acts and things
as they may consider necessary or expedient
to give full effect to the PSP
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH PWR PLC Agenda Number: 701026684
--------------------------------------------------------------------------------------------------------------------------
Security: G7932E126
Meeting Type: AGM
Meeting Date: 26-Jul-2006
Ticker:
ISIN: GB00B125RK88
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the financial statements and the Statutory Mgmt For For
reports
2. Approve the remuneration report Mgmt For For
3. Elect Mr. Philip Bowman as Director Mgmt For For
4. Re-elect Mr. Charles Smith as a Director Mgmt For For
5. Re-elect Mr. Nick Rose as a Director Mgmt For For
6. Re-appoint Deloitte Touche LLP as the Auditors Mgmt For For
of the Company
7. Authorize the Board to fix the remuneration Mgmt For For
of the Auditors
8. Approve the Long Term Incentive Plan 2006 Mgmt For For
9. Approve EU Political Organizations Donations Mgmt For For
up to GBP 80,000 and to incur EU Political
expenditure up to GBP 20,000
10. Grant authority to issue equity or equity-linked Mgmt For For
Securities with pre-emptive rights up to aggregate
nominal amount of GBP 208,039,563
S.11 Grant authority to issue equity or equity-linked Mgmt For For
Securities without pre-emptive rights up to
aggregate nominal amount of GBP 31,205,934
S.12 Grant authority to 148,599,688 Ordinary Shares Mgmt For For
for market purchase
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH PWR PLC Agenda Number: 701153001
--------------------------------------------------------------------------------------------------------------------------
Security: G7932E126
Meeting Type: EGM
Meeting Date: 30-Mar-2007
Ticker:
ISIN: GB00B125RK88
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
S.1 Approve the Scheme of Arrangement dated 26 FEB Mgmt For For
2007 the Scheme, between the Company and
the Scheme Shareholders as specified in the
Scheme, for the purposes of identification
signed by the Chairman of the meeting in its
original form or with or subject to any modification,
addition or condition approved or imposed by
the Court and authorize the Directors of the
Company to take all such action as they may
consider necessary or appropriate for carrying
the Scheme into effect; for the purpose of
giving effect to the Scheme, subject to the
Scheme being sanctioned by the Court: at the
Reorganization Record Time as specified in
the Scheme each of the Scheme Shares as specified
in the Scheme be subdivided and reclassified
as specified; with effect from the subdivision
and reclassification referred to in this resolution
above, the Article 5 of the Scottish Power
Articles as specified in the Scheme shall
be replaced with the new Article 5 as specified;
with effect from the Effective Date (as defined
in the Scheme), the capital of the Company
be reduced by canceling and extinguishing all
the Al Shares; subject to and forth with upon
the capital reduction of the Al Shares referred
to in this resolution taking effect and notwithstanding
any other provision in the Scottish Power Articles:
the authorized share capital of the Company
be increased to its former amount by the creation
of such number of New Scottish Power Shares
as specified in the Scheme as shall be equal
to the aggregate number of Al Shares cancelled
pursuant to this resolution above; the reserve
arising in the books of the Company as a result
of the capital reduction of the Al Shares be
capitalized and applied by the Company in paying
up in full at par the New Scottish Power Shares
created pursuant to this resolution above,
which shall be allotted and issued free from
all liens, charges, encumbrances, rights of
pre-emption and any other third policy rights
of any nature whatsoever credited as fully
paid to Iberdrola, S.A. Iberdrola and/or
its nominee in accordance with the terms of
the Scheme; and authorize the Directors of
the Company for the purposes of and in accordance
with the Section 80 of the Companies Act 1985
to give effect to this resolution and accordingly
to allot the New Scottish Power Shares referred
to in this resolution above, provided that
the maximum aggregate nominal amount of shares
which may be allotted hereunder and under this
resolution below is GBP 1,500,000,000.84, Authority
expires on 26 FEB 2010 and this authority
shall be in addition and without prejudice
to any other authority under the said Section
80 previously granted and in force on the date
on which this resolution is passed; forthwith
and contingently upon the increase in authorized
share capital referred to in this resolution,
the Scottish Power Articles as amended in
the form referred to in this resolution above
shall be further amended by the deletion of
new the Article 5 referred to this resolution
above and its replacement with the Article
5 as specified; forthwith and contingently
upon the capital reduction of the Al Shares
referred to in this resolution and the issue
of new Scottish Power Shares to Iberdrola and/or
its nominee pursuant to this resolution, the
issued ordinary share capital of the Company
shall be reduced by canceling and extinguishing
all the A2 Shares; forthwith and contingently
upon the capital reduction of the A2 Shares
referred to in this resolution taking effect
and notwithstanding any other provision in
the Scottish Power Articles: the authorized
share capital of the Company shall be increased
to its former amount by the creation of such
number of New Scottish Power Shares as shall
be equal to the aggregate number of A2 Shares
cancelled pursuant to this resolution; the
reserve arising in the books of account of
the Company as a result of the capital reduction
of the A2 Shares shall be capitalized and applied
by the Company in paying up in full at par
the New Scottish Power Shares created pursuant
this resolution which shall be allotted and
issued free from all liens, charges, encumbrances,
rights of pre-emption and any other third party
rights of any nature whatsoever credited as
fully paid to Iberdrola and /or its nominee
in accordance with the terms of the Scheme;
and authorize the Directors of the Company
for the purposes of and in accordance with
Section 80 of the Companies Act 1985 to give
effect to this resolution and accordingly to
allot the New Scottish Power Shares referred
to this resolution above, provided that the
maximum aggregate nominal amount of shares
which may be allotted hereunder and under this
resolution is GBP1,500,000,000.84, Authority
expires on 26 FEB 2010 and this authority
shal1 be in addition and without prejudice
to any other authority under the said Section
80 previously granted and in force on the date
on which this resolution is passed; forthwith
and contingently upon the increase in authorized
share capital referred to in this resolution,
the Scottish Power Articles as amended in
the form referred to this resolution above
shall be further amended by the deletion of
new Article 5 referred to this resolution above
and its replacement with the new Article as
specified; CONTD..
CONTD.. forthwith and contingently upon the Non-Voting Non-Votable
capital reduction of the A1 and A2 Shares referred
to in this resolution and the issue of New
Scottish Power shares to Iberdrola and/or its
nominee pursuant to this resolution, the issued
ordinary share capital of the Company shall
be reduced by canceling and extinguishing all
the A3 shares; forthwith and contingently upon
the capital reduction of the A3 shares referred
to in this resolution taking effect and notwithstanding
any other provision in the Scottish Power Articles:
the authorized share capital of the Company
shall be increased to its former amount by
the creation of such number of New Scottish
Power Shares as shall be equal to the aggregate
number of A3 Shares cancelled pursuant to this
resolution; the reserve arising in the books
of account of the Company as a result of the
capital reduction of the A3 Shares shall be
capitalized and applied by the Company in paying
up in full at par the New Scottish Power Shares
created pursuant this resolution which shall
be allotted and issued free from all liens,
charges, encumbrances, rights of pre-emption
and any other third party rights of any nature
whatsoever credited as fully paid to Iberdrola
and /or its nominee in accordance with the
terms of the Scheme; and authorize the Directors
of the Company for the purposes of and in accordance
with Section 80 of the Companies Act 1985 to
give effect to this resolution and accordingly
to allot the New Scottish Power Shares referred
to this resolution above, provided that the
maximum aggregate nominal amount of shares
which may be allotted hereunder and under this
resolution is GBP1,500,000,000.84, Authority
expires on 26 FEB 2010 and this authority
shal1 be in addition and without prejudice
to any other authority under the said Section
80 previously granted and in force on the date
on which this resolution is passed; forthwith
and contingently upon the increase in authorized
share capital referred to in this resolution,
the Scottish Power Articles as amended in
the form referred to this resolution above
shall be further amended by the deletion of
new Article 5 referred to this resolution above
and its replacement with the new Article as
specified
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH PWR PLC Agenda Number: 701158188
--------------------------------------------------------------------------------------------------------------------------
Security: G7932E126
Meeting Type: CRT
Meeting Date: 30-Mar-2007
Ticker:
ISIN: GB00B125RK88
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the Scheme of Arrangement dated 26 FEB Mgmt For For
2007 the Scheme , between the Company and
the Scheme Shareholders as defined in the Scheme,
as specified, authorize the Directors of the
Company to take all such actions as they consider
necessary or appropriate for carrying the Scheme
into effect
--------------------------------------------------------------------------------------------------------------------------
SIMON PROPERTY GROUP, INC. Agenda Number: 932667186
--------------------------------------------------------------------------------------------------------------------------
Security: 828806109
Meeting Type: Annual
Meeting Date: 10-May-2007
Ticker: SPG
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
BIRCH BAYH Mgmt For For
MELVYN E. BERGSTEIN Mgmt For For
LINDA WALKER BYNOE Mgmt For For
KAREN N. HORN Mgmt For For
REUBEN S. LEIBOWITZ Mgmt For For
J. ALBERT SMITH, JR. Mgmt For For
PIETER S. VAN DEN BERG Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007.
03 TO CONSIDER AND VOTE ON A STOCKHOLDER PROPOSAL Shr For Against
TO LINK PAY TO PERFORMANCE.
04 TO CONSIDER AND VOTE ON A STOCKHOLDER PROPOSAL Shr For Against
REGARDING AN ADVISORY STOCKHOLDER VOTE ON EXECUTIVE
COMPENSATION.
05 TO CONSIDER AND VOTE ON A STOCKHOLDER PROPOSAL Shr For Against
REGARDING STOCKHOLDER APPROVAL OF FUTURE SEVERANCE
AGREEMENTS.
--------------------------------------------------------------------------------------------------------------------------
SL GREEN REALTY CORP. Agenda Number: 932689055
--------------------------------------------------------------------------------------------------------------------------
Security: 78440X101
Meeting Type: Annual
Meeting Date: 24-May-2007
Ticker: SLG
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
EDWIN THOMAS BURTON III Mgmt For For
02 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31,
2007.
03 TO AUTHORIZE AND APPROVE OUR AMENDED AND RESTATED Mgmt For For
2005 STOCK OPTION AND INCENTIVE PLAN IN ORDER
TO INCREASE THE NUMBER OF SHARES THAT MAY BE
ISSUED PURSUANT TO SUCH PLAN.
04 TO AUTHORIZE AND APPROVE ARTICLES OF AMENDMENT Mgmt For For
AND RESTATEMENT OF OUR ARTICLES OF INCORPORATION
IN ORDER TO (I) INCREASE THE NUMBER OF AUTHORIZED
SHARES OF COMMON STOCK AND (II) MAKE VARIOUS
MINISTERIAL CHANGES TO OUR CURRENT ARTICLES
OF INCORPORATION.
--------------------------------------------------------------------------------------------------------------------------
SOCIETE GENERALE, PARIS Agenda Number: 701158063
--------------------------------------------------------------------------------------------------------------------------
Security: F43638141
Meeting Type: MIX
Meeting Date: 14-May-2007
Ticker:
ISIN: FR0000130809
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A Verification Period exists in France. Please Non-Voting Non-Votable
see http://ics.adp.com/marketguide for complete
information. Verification Period: Registered
Shares: 1 to 5 days prior to the meeting date,
depends on company s by-laws. Bearer Shares:
6 days prior to the meeting date. French Resident
Shareowners must complete, 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: ADP will forward
voting instructions to the Global Custodians
that have become Registered Intermediaries,
on ADP 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
ADP. Trades/Vote Instructions: Since France
maintains a Verification Period, for vote instructions
submitted that have a trade transacted (sell)
for either the full security position or a
partial amount after the vote instruction has
been submitted to ADP and the Global Custodian
advises ADP of the position change via the
account position collection process, ADP has
a process in effect which will advise the Global
Custodian of the new account position available
for voting. This will ensure that the local
custodian is instructed to amend the vote instruction
and release the shares for settlement of the
sale transaction. This procedure pertains to
sale transactions with a settlement date prior
to Meeting Date + 1
O.1 Receive the reports of the Board of Directors Mgmt For For
and the Auditors and approve the Company s
financial statements for the YE on 31 DEC 2006,
as presented, showing net income for the FY
of EUR 4,033,004,633.91
O.2 Approve the recommendations of the Board of Mgmt For For
Directors and the income for the FY be appropriated
as follows: net income: EUR 4,033,004,633.91
to the legal reserve: EUR 2,033,925.38; balance:
EUR 4,030,970,708.53 to the retained earnings:
EUR 5,601,517,874.38; distributable income:
EUR 9,632,488,582.91 to the retained earnings:
EUR 1,631,562,986.13 dividend: EUR 2,399,407,722.40
the shareholders will receive a net dividend
of EUR 5.20 per share, of a par value of EUR
1.25 and will entitle to the 40% deduction
provided by the Article 158-3 of the French
Tax Code; this dividend will be paid on 21
MAY 2007; following this appropriation: the
reserves will amount to EUR 2,037,473,283.89
the retained earnings will amount to EUR 7,233,080,860.51,
as required by Law
O.3 Approve the reports of the Board of Directors Mgmt For For
and the Auditors, approve the consolidated
financial statements for the said FYE on 31
DEC 2006, in the form presented to the meeting
O.4 Approve the special report of the Auditors on Mgmt For For
agreements governed by the Article l.225-38
of the French Commercial Code, approve the
agreement as presented in this report
O.5 Approve the special report of the Auditors on Mgmt For For
agreements governed by Articles l.225-22-1
and l.225-42-1 of the French Commercial Code,
approve the agreement, as presented in this
report and the ones entered into and which
remained in force during the FY
O.6 Appoint Mr. Daniel Bouton as a Director for Mgmt For For
a 4-year period
O.7 Appoint Mr. Anthony Wyand as a Director for Mgmt Against Against
a 4-year period
O.8 Appoint Mr. Jean-Martin Folz as a Director for Mgmt For For
a 4-year period
O.9 Approve to award total annual fees of EUR 780,000.00 Mgmt For For
to the Directors
O.10 Authorize the Board of Directors, to trade in Mgmt Against Against
the Company s shares on the stock market, subject
to the conditions described below: maximum
purchase price: EUR 200.00, minimum sale price:
EUR 80.00, maximum number of shares to be acquired:
10 per cent of the share capital, maximum funds
invested in the share buy backs: EUR 9,229,452,600.00,
i.e. 46,147,263 shares, it supersedes the remaining
period of the authorization granted by the
combined shareholders meeting of 30 MAY 2006
in its Resolution 14; Authority expires after
the end of 18-month period; and to take all
necessary measures and accomplish all necessary
formalities
E.11 Approve to bring the Article 14 of the Bylaws, Mgmt For For
concerning the terms and conditions to participate
in the shareholders meetings, into conformity
with the Decree No. 67-236 of 23 MAR 1967,
modified by the Decree No. 2006-1566 of 11
DEC 2006
E.12 Approve the Directors appointed by the ordinary Mgmt For For
shareholders meeting must hold a minimum of
600 shares consequently it decides to amend
the Article 7 of the Bylaws - Directors
E.13 Grant full powers to the bearer of an original, Mgmt For For
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed by Law
--------------------------------------------------------------------------------------------------------------------------
SOUTHERN COPPER CORPORATION Agenda Number: 932665271
--------------------------------------------------------------------------------------------------------------------------
Security: 84265V105
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: PCU
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
EMILIO CARRILLO GAMBOA Mgmt Withheld Against
ALFREDO CASAR PEREZ Mgmt Withheld Against
J.F. COLLAZO GONZALEZ Mgmt Withheld Against
X.G. DE QUEVEDO TOPETE Mgmt Withheld Against
OSCAR GONZALEZ ROCHA Mgmt Withheld Against
J.E. GONZALEZ FELIX Mgmt Withheld Against
HAROLD S. HANDELSMAN Mgmt For For
GERMAN L. MOTA-VELASCO Mgmt Withheld Against
GENARO L. MOTA-VELASCO Mgmt Withheld Against
ARMANDO ORTEGA GOMEZ Mgmt Withheld Against
JUAN REBOLLEDO GOUT Mgmt Withheld Against
L.M. PALOMINO BONILLA Mgmt For For
G.P. CIFUENTES Mgmt For For
CARLOS RUIZ SACRISTAN Mgmt For For
02 APPROVE AN AMENDMENT TO OUR BY-LAWS PROPOSING Mgmt For For
TO ELIMINATE THE PROVISIONS THAT HAVE BEEN
MADE EXTRANEOUS OR INCONSISTENT WITH OUR AMENDED
AND RESTATED CERTIFICATE OF INCORPORATION,
AS AMENDED, AS A RESULT OF THE ELIMINATION
OF OUR CLASS A COMMON STOCK.
03 RATIFY THE AUDIT COMMITTEE S SELECTION OF PRICEWATERHOUSECOOPERSMgmt For For
S.C. AS INDEPENDENT ACCOUNTANTS FOR 2007.
--------------------------------------------------------------------------------------------------------------------------
STATOIL ASA Agenda Number: 701188179
--------------------------------------------------------------------------------------------------------------------------
Security: R8412T102
Meeting Type: OGM
Meeting Date: 15-May-2007
Ticker:
ISIN: NO0010096985
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting Non-Votable
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
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting Non-Votable
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 general meeting by the Chair Non-Voting Non-Votable
of the Corporate Assembly
2. Approve the registration of attending shareholders Non-Voting Non-Votable
and proxies
3. Elect the Chair of the meeting Mgmt For For
4. Elect a person to co-sign the minutes together Mgmt For For
with the Chair of the meeting
5. Approve the notice and the agenda Mgmt For For
6. Approve the annual reports and accounts for Mgmt For For
Statoil ASA and the Statoil Group for 2006,
including the Board of Directors and the distribution
of the dividend
7. Approve to determine the remuneration for the Mgmt For For
Companys Auditor
8. Declare the stipulation of salary and other Mgmt For For
remuneration for Top Management
9. Grant authority to acquire Statoil shares in Mgmt For For
the market for subsequent annulment
10. Grant authority to acquire Statoil shares in Mgmt For For
the market in order to continue implementation
of the Share Saving Plan for Employees
PLEASE NOTE THAT THIS IS AN AGM. THANK YOU. Non-Voting Non-Votable
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting Non-Votable
IN MEETING TYPE. 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.
--------------------------------------------------------------------------------------------------------------------------
TELIASONERA AB Agenda Number: 701180402
--------------------------------------------------------------------------------------------------------------------------
Security: W95890104
Meeting Type: AGM
Meeting Date: 24-Apr-2007
Ticker:
ISIN: SE0000667925
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting Non-Votable
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.
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting Non-Votable
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.
PLEASE NOTE THAT IT IS NOT POSSIBLE TO VOTE Non-Voting Non-Votable
ABSTAIN FOR THE RESOLUTIONS OF THIS MEETING.
THANK YOU.
1. Elect Mr. Sven Unger as a Chairman at the meeting Mgmt For For
2. Elect 2 persons to check the meeting minutes Mgmt For For
along with the Chairperson
3. Approve the voting register Mgmt For For
4. Adopt the agenda Mgmt For For
5. Approve to confirm that the meeting has been Mgmt For For
duly and properly convened
6. Receive the annual report and the Auditor s Mgmt Abstain Against
report, consolidated financial statements and
the Group Auditor s report for 2006; speech
by President Mr. Anders Igel in connection
herewith and a description of the Board of
Directors work during 2006
7. Adopt the income statement, balance sheet, consolidated Mgmt For For
income statement and consolidated balance sheet
8. Approve the dividend of SEK 6.30 per share be Mgmt For For
distributed to the shareholders and that 27
APR 2007 be set as the record date for the
dividend; if the AGM adopts this, it is estimated
that disbursement from VPC AB will take place
on 03 MAY 2007
9. Grant discharge the Members of the Board of Mgmt For For
Directors and the President from personal liability
for the administration of the Company in 2006
10. Approve the number of Board Members at seven Mgmt For For
and no Deputes
11. Approve the remuneration to the Board of Directors Mgmt For For
until the next AGM would be SEK 900,000 to
the Chairman, SEK 400,000 to each other Board
Member elected by the AGM; the Chairman of
the Board s Audit Committee would receive remuneration
of SEK 150,000 and other Members of the Audit
Committee would receive SEK 100,000 each and
the Chairman of the Board s Remuneration Committee
would receive SEK 40,000 and other Members
of the Remuneration Committee would receive
SEK 20,000 each
12. Re-elect Messrs. Maija-Liisa Friman, Conny Karlsson, Mgmt For For
Lars G. Nordstrom, Timo Peltola, Jon Risfelt,
Caroline Sundewall and Tom Von Weymarn; and
the election will be preceded by information
from the Chairperson concerning positions held
in other Companies by the candidates
13. Elect Mr. Tom Von Weymarn as the Chairman of Mgmt For For
the Board of Director s
14. Elect Messrs. Jonas Iversen, Swedish state, Mgmt For For
Markku Tapio Finnish state, K.G. Lindvall
Robur, Lennart Ribohn SEB as the Nomination
Committee
15. Approve the guidelines for remuneration of the Mgmt For For
Executive Management as specified
16. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
to oblige the Board of Directors to employ
at least 1customerombudsman
17. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
that AGM take place at the same time in both
Stockholm and Helsinki
18. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr For Against
that also the shareholders with few and medium
number of shares shall be represented in the
Nomination Committee
19. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
that the instructions for the Nomination Committee
should clearly state that the Committee in
its work should aim at increased equality between
men and women
20. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
that the AGM authorize and instructs the Management
and Board of Directors of TeliaSonera to enlist
the good offices of the Swedish Ambassador
to the United States and the United States
Ambassador to Sweden to assist them in crafting
a settlement with Murray Swanson and the Sonera
US Management Team that fairly respects and
recognizes their contributions to TeliaSonera
and that is consistent with TeliaSonera s Shared
Values and Business Ethics as well as all applicable
organization for cooperation and development
guidelines closing of the AGM
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF NOVA SCOTIA Agenda Number: 932627726
--------------------------------------------------------------------------------------------------------------------------
Security: 064149107
Meeting Type: Annual
Meeting Date: 06-Mar-2007
Ticker: BNS
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RONALD A. BRENNEMAN Mgmt For For
C.J. CHEN Mgmt For For
N. ASHLEIGH EVERETT Mgmt For For
JOHN C. KERR Mgmt For For
HON. MICHAEL J.L. KIRBY Mgmt For For
LAURENT LEMAIRE Mgmt For For
JOHN T. MAYBERRY Mgmt For For
HON.BARBARA J.MCDOUGALL Mgmt For For
ELIZABETH PARR-JOHNSTON Mgmt For For
A.E. ROVZAR DE LA TORRE Mgmt For For
ARTHUR R.A. SCACE Mgmt For For
GERALD W. SCHWARTZ Mgmt For For
ALLAN C. SHAW Mgmt For For
PAUL D. SOBEY Mgmt For For
BARBARA S. THOMAS Mgmt For For
RICHARD E. WAUGH Mgmt For For
02 APPOINTMENT OF KPMG LLP AS AUDITORS Mgmt For For
03 CONFIRMATION OF AN AMENDMENT TO SECTION 3.14 Mgmt For For
OF BY-LAW NO. 1
04 AMENDMENT OF STOCK OPTION PLAN TO REFLECT CHANGES Mgmt For For
IN RESPECT OF THE PLAN S AMENDMENT PROVISIONS
AND THE EXPIRY OF OPTIONS DURING BLACKOUT PERIODS
05 SHAREHOLDER PROPOSAL NO. 1 Shr Against For
06 SHAREHOLDER PROPOSAL NO. 2 Shr Against For
07 SHAREHOLDER PROPOSAL NO. 3 Shr Against For
08 SHAREHOLDER PROPOSAL NO. 4 Shr Against For
09 SHAREHOLDER PROPOSAL NO. 5 Shr Against For
10 SHAREHOLDER PROPOSAL NO. 6 Shr Against For
11 SHAREHOLDER PROPOSAL NO. 7 Shr Against For
12 SHAREHOLDER PROPOSAL NO. 8 Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE SOUTHERN COMPANY Agenda Number: 932676565
--------------------------------------------------------------------------------------------------------------------------
Security: 842587107
Meeting Type: Annual
Meeting Date: 23-May-2007
Ticker: SO
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J.P. BARANCO Mgmt For For
D.J. BERN Mgmt For For
F.S. BLAKE Mgmt For For
T.F. CHAPMAN Mgmt For For
H.W. HABERMEYER, JR. Mgmt For For
D.M. JAMES Mgmt For For
J.N. PURCELL Mgmt For For
D.M. RATCLIFFE Mgmt For For
W.G. SMITH, JR. Mgmt For For
G.J. ST. PE Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2007
03 STOCKHOLDER PROPOSAL ON ENVIRONMENTAL REPORT Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE STANLEY WORKS Agenda Number: 932655674
--------------------------------------------------------------------------------------------------------------------------
Security: 854616109
Meeting Type: Annual
Meeting Date: 25-Apr-2007
Ticker: SWK
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOHN G. BREEN Mgmt Withheld Against
VIRGIS W. COLBERT Mgmt Withheld Against
JOHN F. LUNDGREN Mgmt Withheld Against
02 TO APPROVE ERNST & YOUNG LLP AS INDEPENDENT Mgmt For For
AUDITORS FOR THE YEAR 2007.
03 TO VOTE ON A SHAREHOLDER PROPOSAL URGING THE Shr For Against
BOARD OF DIRECTORS TO TAKE THE NECESSARY STEPS
TO REQUIRE THAT ALL MEMBERS OF THE BOARD OF
DIRECTORS BE ELECTED ANNUALLY.
--------------------------------------------------------------------------------------------------------------------------
THE TRAVELERS COMPANIES, INC. Agenda Number: 932651359
--------------------------------------------------------------------------------------------------------------------------
Security: 89417E109
Meeting Type: Annual
Meeting Date: 01-May-2007
Ticker: TRV
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ALAN L. BELLER Mgmt For For
JOHN H. DASBURG Mgmt For For
JANET M. DOLAN Mgmt For For
KENNETH M. DUBERSTEIN Mgmt For For
JAY S. FISHMAN Mgmt For For
LAWRENCE G. GRAEV Mgmt For For
PATRICIA L. HIGGINS Mgmt For For
THOMAS R. HODGSON Mgmt For For
C.L. KILLINGSWORTH, JR. Mgmt For For
ROBERT I. LIPP Mgmt For For
BLYTHE J. MCGARVIE Mgmt For For
GLEN D. NELSON, MD Mgmt For For
LAURIE J. THOMSEN Mgmt For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Mgmt For For
AS TRAVELERS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2007.
03 PROPOSAL TO APPROVE AN AMENDMENT TO OUR ARTICLES Mgmt Against Against
OF INCORPORATION TO REQUIRE A MAJORITY VOTE
FOR THE ELECTION OF DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
TOTAL S.A. Agenda Number: 932691769
--------------------------------------------------------------------------------------------------------------------------
Security: 89151E109
Meeting Type: Annual
Meeting Date: 11-May-2007
Ticker: TOT
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 APPROVAL OF PARENT COMPANY FINANCIAL STATEMENTS Mgmt For For
O2 APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
O3 ALLOCATION OF EARNINGS, DECLARATION OF DIVIDEND Mgmt For For
O4 AGREEMENTS COVERED BY ARTICLE L. 225-38 OF THE Mgmt For For
FRENCH COMMERCIAL CODE
O5 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For
TRADE SHARES OF THE COMPANY
O6 RENEWAL OF THE APPOINTMENT OF MR. THIERRY DESMAREST Mgmt Against Against
AS A DIRECTOR
O7 RENEWAL OF THE APPOINTMENT OF MR. THIERRY DE Mgmt Against Against
RUDDER AS A DIRECTOR
O8 RENEWAL OF THE APPOINTMENT OF MR. SERGE TCHURUK Mgmt Against Against
AS A DIRECTOR
O9 APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Mgmt Against Against
SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF
THE ARTICLES OF ASSOCIATION
O10 APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Mgmt Against For
SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF
THE ARTICLES OF ASSOCIATION
O11 APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Mgmt Against For
SHAREHOLDERS IN APPLICATION OF ARTICLE 11 OF
THE ARTICLES OF ASSOCIATION
O12 DETERMINATION OF THE TOTAL AMOUNT OF DIRECTORS Mgmt For For
COMPENSATION
E13 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Mgmt For For
OF DIRECTORS TO INCREASE CAPITAL BY ISSUING
COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS
TO CAPITAL WHILE MAINTAINING SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS
E14 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Mgmt Against Against
OF DIRECTORS TO INCREASE CAPITAL BY ISSUING
COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS
TO CAPITAL WITHOUT PREFERENTIAL SUBSCRIPTION
RIGHTS
E15 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Mgmt For For
OF DIRECTORS TO INCREASE CAPITAL UNDER THE
CONDITIONS PROVIDED FOR IN ARTICLE 443-5 OF
THE FRENCH LABOR CODE
E16 AUTHORIZATION TO GRANT SUBSCRIPTION OR PURCHASE Mgmt For For
OPTIONS FOR THE COMPANY S STOCK TO CERTAIN
EMPLOYEES OF THE GROUP AS WELL AS TO THE MANAGEMENT
OF THE COMPANY OR OF OTHER GROUP COMPANIES
E17 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO REDUCE CAPITAL BY CANCELING SHARES
E18 AMENDMENT OF ARTICLE 13, PARAGRAPH 2, OF THE Mgmt For For
COMPANY S ARTICLES OF ASSOCIATION WITH REGARD
TO THE METHODS THAT MAY BE USED TO PARTICIPATE
IN BOARD OF DIRECTORS MEETINGS
E19 AMENDMENT OF ARTICLE 17-2 OF THE COMPANY S ARTICLES Mgmt For For
OF ASSOCIATION TO TAKE INTO ACCOUNT NEW RULES
FROM THE DECREE OF DECEMBER 11, 2006 RELATING
TO THE COMPANY S BOOK-BASED SYSTEM FOR RECORDING
SHARES FOR SHAREHOLDERS WISHING TO PARTICIPATE
IN ANY FORM WHATSOEVER IN A GENERAL MEETING
OF THE COMPANY
E20 AMENDMENT OF ARTICLE 17-2 OF THE COMPANY S ARTICLES Mgmt For For
OF ASSOCIATION TO TAKE INTO ACCOUNT RULES RELATING
TO ELECTRONIC SIGNATURES IN THE EVENT OF A
VOTE CAST VIA TELECOMMUNICATION
A NEW PROCEDURE TO NOMINATE THE EMPLOYEE-SHAREHOLDER Mgmt For
DIRECTOR
B AUTHORIZATION TO GRANT RESTRICTED SHARES OF Mgmt For
THE COMPANY TO GROUP EMPLOYEES
C AMENDMENT OF ARTICLE 18, PARAGRAPH 7 OF THE Mgmt For
COMPANY S ARTICLES OF ASSOCIATION IN VIEW OF
DELETING THE STATUTORY CLAUSE LIMITING VOTING
RIGHTS
--------------------------------------------------------------------------------------------------------------------------
UBS AG Agenda Number: 701043680
--------------------------------------------------------------------------------------------------------------------------
Security: H89231338
Meeting Type: AGM
Meeting Date: 18-Apr-2007
Ticker:
ISIN: CH0024899483
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST Registration Take No Action *
BE NOTIFIED TO THE COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RECORD DATE. PLEASE ADVISE
US NOW IF YOU INTEND TO VOTE. NOTE THAT THE
COMPANY REGISTRAR HAS DISCRETION OVER GRANTING
VOTING RIGHTS. ONCE THE AGENDA IS AVAILABLE,
A SECOND NOTIFICATION WILL BE ISSUED REQUESTING
YOUR VOTING INSTRUCTIONS.
--------------------------------------------------------------------------------------------------------------------------
UBS AG Agenda Number: 701175297
--------------------------------------------------------------------------------------------------------------------------
Security: H89231338
Meeting Type: AGM
Meeting Date: 18-Apr-2007
Ticker:
ISIN: CH0024899483
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable
IN THIS MARKET. PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Non-Votable
MEETING NOTICE SENT UNDER MEETING 332438, 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. Receive the annual report, the Group and Parent Mgmt Take No Action
Company accounts for FY 2006, reports of the
Group and the Statutory Auditors
2. Approve the appropriation of retained earnings Mgmt Take No Action
and dividend for FY 2006
3. Grant discharge to the Members of the Board Mgmt Take No Action
of Directors and the Group Executive Board
4.1.1 Re-elect Mr. Stephan Haeringer as a Board Member Mgmt Take No Action
4.1.2 Re-elect Mr. Helmut Panke as a Board Member Mgmt Take No Action
4.1.3 Re-elect Mr. Peter Spuhler as a Board Member Mgmt Take No Action
4.2. Elect Mr. Sergio Marchionne as a new Board Member Mgmt Take No Action
4.3 Elect the Group and Statutory Auditors Mgmt Take No Action
5.1 Approve the cancellation of shares repurchased Mgmt Take No Action
under the 2006/2007 Share Buyback Program and
amend Article 4 Paragraph 1 of the Articles
of Association as specified
5.2 Approve a new Share Buyback Program for 2007-2010 Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
UNITED UTILITIES PLC Agenda Number: 701028486
--------------------------------------------------------------------------------------------------------------------------
Security: G92806101
Meeting Type: AGM
Meeting Date: 28-Jul-2006
Ticker:
ISIN: GB0006462336
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the report and the accounts Mgmt For For
2. Declare a final dividend of 29.58 pence per Mgmt For For
ordinary share
3. Approve the Directors remuneration report Mgmt For For
4. Re-appoint Mr. Philip Green as a Director Mgmt For For
5. Re-appoint Mr. Paul Heiden as a Director Mgmt For For
6. Re-appoint Sir Peter Middleton as a Director Mgmt For For
7. Re-appoint Mr. Gordon Waters as a Director Mgmt For For
8. Re-appoint Deloitte Touche LLP as the Auditors Mgmt For For
of the Company
9. Authorize the Board to fix the remuneration Mgmt For For
of the Auditors
10. Grant authority to issue the equity or equity-linked Mgmt For For
securities with pre-emptive rights up to aggregate
nominal amount of GBP 243,424,573
S.11 Grant authority to issue the equity or equity-linked Mgmt For For
securities without pre-emptive rights up to
aggregate nominal amount of GBP 43,778,771
S.12 Grant authority to make market purchases of Mgmt For For
87,557,542 ordinary shares by the Company
13. Amend the United Utilities PLC and rules of Mgmt For For
the Performance Share Plan
14. Amend the United Utilities PLC and rules of Mgmt For For
the International Plan
--------------------------------------------------------------------------------------------------------------------------
VEOLIA ENVIRONNEMENT, PARIS Agenda Number: 701204620
--------------------------------------------------------------------------------------------------------------------------
Security: F9686M107
Meeting Type: MIX
Meeting Date: 10-May-2007
Ticker:
ISIN: FR0000124141
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
French Resident Shareowners must complete, sign Non-Voting Non-Votable
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.
O.1 Receive the report of the Chairman of the Board Mgmt For For
of Directors on the work of the Board and on
the Internal Audit procedures, the Management
report of the Board of Directors and the report
of the Auditors; Approval the Company s financial
statements for the FY 2006
O.2 Approval of the consolidated financial statements Mgmt For For
for the FY drawn up in accordance with the
provision of Articles L. 233-16 ET SEQ of the
French Commercial Code as specified
O.3 Approval of the charges and expenses covered Mgmt For For
by the Articles 39-4 of the French General
Tax Code amounted to EUR 2,415,732.00
O.4 Approve the recommendations of the Board of Mgmt For For
Directors and resolves that the income for
the FY be appropriated as follows: earnings
for the FY: EUR 414,945,460.00, prior retained
earnings: EUR 732,650,010.00, total: EUR 1,147,595,470.00,
allocation: legal reserve: EUR 20,747,273.00,
dividends: EUR 417,240,854.00, retained earnings:
EUR 709,607,342.00, the shareholders will receive
a net dividend of EUR 1.05 per share for 397,372,242
shares, and will entitle to the 40% deduction
provided by the French Tax Code, this dividend
will be paid on 15 MAY 2007, in the event that
the Company holds some of its own shares on
such date, the amount of the unpaid dividend
on such shares shall be allocated to the retained
earnings account, as required by Law
O.5 Approval, of the agreements and commitments Mgmt Against Against
in accordance with the Article L.225-40 of
the Commercial Law and the special report of
the Auditors on agreements and Commitments
Governed by Article L. 225-38 of the France
Commercial Code
O.6 Appoint Mr. Paolo Scaroni as a Director, to Mgmt For For
replace Mr. Arthur Laffer, for the remainder
of Mr. Arthur Laffer s until the shareholders
meeting called to approve the financial statements
for the FY 2008
O.7 Ratify the nomination of Mr. Augustin De Romanet Mgmt Against Against
De Beaune, as a Member of the Board of Directors,
done by this one in its meeting of the 29 MAR
2007, as a substitute of Mr. Francis Mayer
O.8 Appoint the Company KPMG SA, Member of the Compagnie Mgmt For For
Regionale De Versailles , as the permanent
Statutory Auditor
O.9 Appoint Mr. Philippe Mathis, of the Compagnie Mgmt For For
Regionale De Paris, as the substitute Statutory
Auditor
O.10 Authorize the Board of Directors to trade in Mgmt Against Against
the Company s shares on the stock market, subject
to the conditions described below: maximum
purchase price: EUR 90.00, maximum number of
shares to be acquired: 10% of the number of
shares comprising the Company capital, i.e,
412,626,550 shares, the number of shares acquired
by the Company with a view to their retention
or their subsequent delivery in payment or
exchange as part of a merger, divestment or
capital contribution cannot exceed 5% of its
capital, maximum funds invested in the share
buybacks: EUR 1,500,000,000.00, this authorization
is given for an 18-month period, it supersedes
the fraction unused of any and all effect,
to take all necessary measures and accomplish
all necessary formalities
E.11 Authorize the Board of Directors its authority Mgmt For For
to decide on a share capital increase, on 1
or more occasions, by way of issuing shares
and securities giving access to the capital
in favour of Members of 1 or more Company Savings
Plans, this delegation is given for a 26-month
period and for a maximum amount that shall
not exceed 1% of the share capital, the maximum
nominal amount of capital increases to be carriedout
by virtue of the present resolution shall count
against the overall ceiling provided for in
Resolution 17 approved by the EGM of 11 MAY
2006 or in an earlier resolution to the same
effect, to take all necessary measures and
accomplish all necessary formalities, this
delegation of powers supersedes the fraction
unused of any and all earlier delegations to
the same effect
E.12 Authorize the Board of Directors with necessary Mgmt For For
powers to increase the share capital, on 1
or more occasions, by issuing shares for a
total number of shares which shall not exceed
2% of the share capital, the maximum nominal
amount of capital increases which may be carried
out by virtue of the present delegation shall
count against the overall ceiling set forth
in the Resolution 17, approved by the EGM of
11 MAY 2006 or against the overall ceiling
set forth in any later resolution to the same
effect, the shareholders meeting decides to
cancel the shareholders preferential subscription
rights in favour of any Company held by a credit
institution which will implement a structured
offer of shares in favour of employees and
corporate officers of companies related to
the Company, located outside France, the purpose
is to subscribe the issuers shares as this
subscription will allow the employees and corporate
officers to benefit from the same employee
shareholding formula as the ones of veolia
environment group, this authorization is granted
for an 18-month period
E.13 Authorize the Board of Directors to grant, for Mgmt Against Against
free, on one or more occasions, existing or
future shares, in favour of the employees or
the corporate officers of the company and related
companies, they may not represent more than
0.5% of the share capital
E.14 Amend the Paragraph 3 of the Article 22 of the Mgmt For For
By-laws
E.15 Authorize the Board of Directors to issue in Mgmt Against Against
one or several times, Company shares equity
warrants and their free allocation to all of
the company shareholders
E.16 Authorize the Board of Directors to carry out Mgmt Against Against
the authorizations and delegations which were
granted to it in the Resolution 10, 11, 12
and 13 of this meeting and of the Resolutions
17, 18, 19, 20, 22, 24 and 26 voted by the
EGM of the 11 MAY 2006
O.E17 Power for formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 932647401
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 03-May-2007
Ticker: VZ
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JAMES R. BARKER Mgmt For For
1B ELECTION OF DIRECTOR: RICHARD L. CARRION 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: SANDRA O. MOOSE Mgmt For For
1F ELECTION OF DIRECTOR: JOSEPH NEUBAUER Mgmt For For
1G ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For
1H ELECTION OF DIRECTOR: THOMAS H. O BRIEN 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: IVAN G. SEIDENBERG Mgmt For For
1L ELECTION OF DIRECTOR: WALTER V. SHIPLEY Mgmt For For
1M ELECTION OF DIRECTOR: JOHN W. SNOW Mgmt For For
1N ELECTION OF DIRECTOR: JOHN R. STAFFORD Mgmt For For
1O ELECTION OF DIRECTOR: ROBERT D. STOREY Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM.
03 ELIMINATE STOCK OPTIONS Shr Against For
04 SHAREHOLDER APPROVAL OF FUTURE SEVERANCE AGREEMENTS Shr For Against
05 COMPENSATION CONSULTANT DISCLOSURE Shr For Against
06 ADVISORY VOTE ON EXECUTIVE COMPENSATION Shr For Against
07 LIMIT SERVICE ON OUTSIDE BOARDS Shr Against For
08 SHAREHOLDER APPROVAL OF FUTURE POISON PILL Shr Against For
09 REPORT ON CHARITABLE CONTRIBUTIONS Shr Against For
--------------------------------------------------------------------------------------------------------------------------
VINCI SA, RUEIL MALMAISON Agenda Number: 701197180
--------------------------------------------------------------------------------------------------------------------------
Security: F5879X108
Meeting Type: AGM
Meeting Date: 10-May-2007
Ticker:
ISIN: FR0000125486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
French Resident Shareowners must complete, sign Non-Voting Non-Votable
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.
PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting Non-Votable
YOU.
O.1 Approve the reports of the Board of Directors Mgmt For For
and the Auditors, the Company s financial statements
for the YE 31 DEC and also charges that were
not tax-deduct able (article 39.4 of the French
General Tax Code)
O.2 Receive the reports of the Board of Directors Mgmt For For
and the Auditors, the consolidated financial
statements for the said FY as specified the
net consolidated earnings (group share) of
EUR 1,240,350,000.00
O.3 Approve the recommendations of the Board of Mgmt For For
Directors and the appropriation of the income
for the FY: net earnings for the FY amounting
to EUR 1,434,998,264.10, plus the retained
earnings of EUR2,821,139,674.56, represent
a distributable income of EUR 4,256,137,938.66
interim dividends: EUR 200,568,188.75, additional
dividend: EUR 417,718,218.60, legal reserve:
EUR 19,337,596.00, retained earnings: EUR 3,618,513,935.31,
total: EUR 4,256,137,938.66 it is reminded
that an interim dividend of EUR 0.85 was already
paid on 21 SEP 2006, eligible for the 40 %
allowance, the number of shares comprising
the share capital and carrying rights to the
2006 dividend is 237,998,079, in the event
that the company holds a number of own shares
different from 5,932,402 on such date, the
amount of the unpaid dividend on such shares
shall be allocated to the retained earnings
account, as required by law, it is reminded
that for the last three financial years, the
dividends paid were as follows: EUR 2.36 for
FY 2003 with a tax credit of EUR 1.18 EUR 1.20
for the FY 2004 with a tax credit of EUR 0.60
and eligible for the 50% allowance and EUR
2.30 for FY 2004 eligible for the 50% allowance
EUR 0.70 for FY 2005 Eligible for the 50 %
allowance and EUR 1.30 for FY 2005 eligible
for the 40% allowance
O.4 Appoint Mrs. Pascale Sourisse as a Director Mgmt For For
for a 4-year period in place of Mr. Willy Stricker,
until the shareholders meeting to be called
to approve the financial statements for FY
2006
O.5 Appoint Mr. Robert Castaigne as a Director, Mgmt For For
in place of Mr. Serge Michel, until the shareholders
meeting called to the financial statements
for the FY 2006, the shareholders meeting renews
the appointment of Mr. Robert Castaigne as
a Director for a 4-year period
O.6 Appoint Mr. Jean-Bernard Levy as a Director, Mgmt For For
in place of Mr. Bernard Val, until the shareholders
meeting called upon the financial statements
for the FY 2006 and it renews the appointment
of Mr. Jean-Bernard Levy as a Director for
a 4-year period
O.7 Appoint Deloitte ET Associes as statutory auditor Mgmt For For
until the general meeting, which will deliberate
upon the annual financial statements for the
FY 2012
O.8 Appoint KPMG SA to replace the Firm Salustro Mgmt For For
Reydel as statutory Auditor until the general
meeting which will deliberate upon the annual
financial statements for FY 2012
O.9 Appoint Beas Sarl as a Deputy Auditor until Mgmt For For
the general meeting, which will deliberate
upon the annual financial statements for FY
2012
O.10 Appoint Mr. Philippe Mathis to replace Mr. Francois Mgmt For For
Pavart as Deputy Auditor until the general
meeting, which will deliberate upon the annual
financial statements for FY 2012
O.11 Authorize the Board of Directors to buy back Mgmt For For
the company s shares on the open market, subject
to the conditions described below: Maximum
purchase price: EUR 180.00 (EUR 90.00 if the
shareholders meeting adopts the resolution
no.26), maximum number of shares to be acquired:
10% of the number of shares comprising the
share capital, maximum funds invested in the
share buybacks: EUR 3,500,000,000.00 authority
expires at the end of 18-month period
O.12 Receive the report of the auditors on agreements Mgmt For For
governed by Article L. 225-38 ET SEQ. of the
French Commercial Code and approve the shareholders
agreement authorized by the board of directors
of 12 DEC 2006 and entered into on 18 DEC 2006
between VINCI and ASF holding
O.13 Receive the report of the auditors on agreements Mgmt For For
governed by articles L. 225-38 ET SEQ. of the
French Commercial Code and approve the catering
agreement and authorize the Board of Directors
of 5 SEP 2006 and entered into on the same
day between Vinci and Society Gastronomique
De L etoile
O.14 Receive the report of the auditors on agreements Mgmt For For
governed by article L. 225-38 ET SEQ. of the
French Commercial Code and approve the Board
of Directors 27 JUN 2006 in favour of the Chairman
of the Board of Directors in connection with
an additional retirement pension
E.15 Authorize the Board of Directors with all powers Mgmt For For
to reduce the share capital, on one or more
occasions and at its sole discretion, by canceling
the shares held by the Company in connection
with a Stock Repurchase Plan, up to a maximum
of 10% of the number of shares comprising the
share capital over a 24-month period; authority
expires at the end of 18-month period
E.16 Authorize the Board of Directors to increase Mgmt For For
the capital, at its sole discretion, on one
or more occasions, in France or Abroad, by
a maximum nominal amount of EUR 200,000,000.00
by issuance with the shareholders preferred
subscription rights maintained of common shares
and securities giving access to the capital
of the Company and, or its subsidiaries, the
maximum nominal amount of capital increases
carried out by virtue of the Resolutions no.
16, 18, 19, 20 and 25 shall not exceed EUR
200,000,000.00, the overall maximum nominal
amount of debt securities which may be issued
shall not exceed EUR 5,000,000,000.00, the
nominal amount of issuances of debt securities
to be carried out by virtue of the Resolutions
no.18, 19, 20 and 25 shall count against this
amount, authority expires at the end of 26-month
period
E.17 Authorize the Board of Directors in order to Mgmt For For
increase the share capital, in one or more
occasions and at its sole discretion, by a
nominal amount which shall not exceed the overall
amount of the sums which can be capitalized,
by way of capitalizing reserves, profits or
share premiums, by issuing bonus shares or
raising the par value of existing shares, or
by a combination of these methods; authority
expires at the end of 29-month period
E.18 Authorize the Board of Directors to proceed Mgmt For For
at its sole discretion, in one or more issues,
in France or abroad, with the issuance of into
new and, or future shares (ocean) of the Company
and, or its subsidiaries; the fix as follows
the maximum amounts pertaining to the issuances
which way be carried out by virtue of the present
Delegation: the maximum nominal amount of capital
increases to be carried out by virtue of the
Resolutions no. 18 and 19 is set at EUR 100,000,000.00,
the nominal amount of capital increases to
be carried out by virtue of the Resolutions
no. 16, 18, 19, 20 and 25 shall not exceed
EUR 200,000,000.00, the maximum nominal amount
of the bonds to be issued is set at EUR 3,00,000,000.,00;
the nominal amount of issuances of debt securities
to be carried out by virtue of the Resolution
no. 19 shall count against this amount, the
nominal amount of issuances of debt securities
to be carried out by virtue of the Resolutions
no. 16, 18, 19, 20 and 25 shall not exceed
EUR 5,000,000,000.00; authority expires at
the end of a 26-month period
E.19 Authorize the Board of Directors to proceed Mgmt For For
at its sole discretion, in one or more issues,
in France or Abroad, with the issuance of any
debt securities giving access to the capital
of the Company and, or its subsidiaries others
than the ones issued by virtue of the Resolution
No. 18; the Board of Directors may also proceed
with the issuance of bonds giving the right
to the holders to subscribe debt securities
giving access to the capital; these securities
for securities tendered in a public exchange
offer; the shareholders meeting decides to
fix as follows the maximum amounts pertaining
to the issuances which may be carried out by
virtue of the present delegation : the maximum
nominal amount of capital increases to be carried
out by virtue of the Resolutions no. 18 and
19 is set at EUR 100,000,000.00, the nominal
amount of capital increases to be carried out
by virtue of the Resolutions no. 16, 18, 19,
20 and 25 shall not exceed EUR 200,000,000.00,
the maximum nominal amount of the debt securities
giving access to the capital to be issued is
set at EUR 3,000,000,000.00; the nominal amount
of issuances of bonds to be carried out by
virtue of the Resolution no. 18 shall count
against this amount, the nominal amount of
issuances of debt securities to be carried
out by virtue of the Resolution NO. 16, 18,
19, 20 and shall not exceed EUR 5,000,000,000.00;
authority expires at the end of 26-month period
E.20 Authorize the Board of Directors may decide, Mgmt For For
if it notices an excess demand in the event
of a capital increase decided in accordance
with the Resolutions no. 16, 18 and 19, to
increase the number of securities to be issued,
at the same price as the initial issue, within
30 days of the closing of the subscription
period and up to a maximum of 15 % of the initial
issue; authority expires at the end of 26-month
period
E.21 Authorize the Board of Directors to increase Mgmt For For
the share capital, up to 10 % of the share
capital, by way of issuing shares and securities
giving access to the capital, in consideration
for the contributions in kind granted to the
Company and comprised of capital securities
or securities or securities giving access to
share capital; authority expires at the end
of 26-month period
E.22 Authorize the Board of Directors to increase Mgmt For For
the share capital, on one or more occasions,
at its sole discretion, in favour of employees
of the Company and the subsidiaries of VINCI
Group who are Members of a Company Savings
Plan; authority expires at the end of 26-month
period and for a total number of shares comprising
the share capital
E.23 Authorize the Board of Directors to take necessary Mgmt For For
powers to increase the capital, at its sole
discretion on one or more occasions, by issuance
of common shares in the Company, the shareholders
meeting decides to cancel the shareholders
preferential subscription rights in favour
of financial institutions or Companies specifically
created in order to implement the same kind
of Wage Savings Scheme to the profit of employees
of some foreign subsidiaries as the group s
French and foreign Companies savings plans
in force; authority expires at the end of
18-month period and for a total number of
shares that shall not exceed 2% of the number
of shares comprising the share capital, the
shareholders meeting delegates all powers to
the Board of Directors to take all necessary
measures and accomplish all necessary formalities
E.24 Authorize the Board of Directors to proceed Mgmt For For
at its sole discretion in one or more issues,
by way of a public offering or not, in France
or abroad, with the issuance of securities
giving right to the allocation of debt securities,
the maximum nominal amount of issuances to
be carried out by virtue of the present resolution
is set at EUR 5,000,000.00, the shareholders
meeting delegates all powers to the Board of
Directors to take all necessary measures and
accomplish all necessary formalities
E.25 Authorize the Board of Directors to proceed, Mgmt For For
in one or more issues in France or abroad,
with the issuance of bonds with redeemable
warrants to subscribe and, or to purchase shares
(OBSAAR), the total nominal amount of OBSAAR
which may be carried out by virtue of the present
delegation shall not exceed EUR 1,000,000,000.00
consequently, the shareholders meeting authorizes
the Board of Directors to increase the capital
by a maximum nominal value of EUR 20,000,000.00,
the shareholders meeting resolves to have the
preferential subscription rights of the shareholders
to the profit of the credit institutions or
investment service suppliers which have taken
pat in the financing of Vinci and the French
or foreign companies it controls since 1 JAN
2002, up to an amount of EUR 20,000,000.00
at least the shareholders meeting delegates
all powers to the board of directors to take
all necessary measures and accomplish all necessary
formalities authority expires at the end of
18-month period
E.26 Approve to divide into 2 the share par value Mgmt For For
and consequently, to proceed with the exchange
of 1 existing share for 2 new shares of a par
value of EUR 2.50, the shareholders meeting
delegates all powers to the Board of Directors
to take all necessary measures and accomplish
all necessary formalities and to amend Articles
no.6 (share capital) and 11 (Board of Directors)
of the By Laws
E.27 Adopt law No. 2006-1770 of 30 DEC 2006 for the Mgmt For For
participation and employee shareholding development
resolves to amend Article 11 of the By Laws
Board of Directors
E.28 Adopt decree of 11 DEC 2006 modifying the decree Mgmt For For
of 23 MAR 1967 on trading Companies, resolves
to amend Article 17 of the By Laws shareholders
meetings
E.29 Adopt decree of 11 DEC 2006 modifying the decree Mgmt For For
of 23 MAR 1967 on Trading Companies, resolves
to amend Article 10 A of the By Laws holding
of the capital
E.30 Grant full powers to the bearer of an original, Mgmt For For
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed By Law
--------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC Agenda Number: 932558438
--------------------------------------------------------------------------------------------------------------------------
Security: 92857W100
Meeting Type: Special
Meeting Date: 25-Jul-2006
Ticker: VOD
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
E1 TO APPROVE THE RETURN OF CAPITAL BY WAY OF A Mgmt For For
B SHARE SCHEME AND SHARE CONSOLIDATION AND
THE CONSEQUENTIAL AMENDMENT TO THE ARTICLES
OF ASSOCIATION
A1 TO RECEIVE THE REPORT OF THE DIRECTORS AND FINANCIAL Mgmt For For
STATEMENTS
A2 DIRECTOR
SIR JOHN BOND, 2,3 Mgmt For For
ARUN SARIN, 2 Mgmt For For
THOMAS GEITNER Mgmt For For
DR MICHAEL BOSKIN, 1,3 Mgmt For For
LORD BROERS, 1,2 Mgmt For For
JOHN BUCHANAN, 1 Mgmt For For
ANDREW HALFORD Mgmt For For
PROF J. SCHREMPP, 2,3 Mgmt For For
LUC VANDEVELDE, 3 Mgmt For For
PHILIP YEA, 3 Mgmt For For
ANNE LAUVERGEON Mgmt For For
ANTHONY WATSON Mgmt For For
A14 TO APPROVE A FINAL DIVIDEND OF 3.87P PER ORDINARY Mgmt For For
SHARE
A15 TO APPROVE THE REMUNERATION REPORT Mgmt For For
A16 TO RE-APPOINT DELOITTE & TOUCHE LLP AS AUDITORS Mgmt For For
A17 TO AUTHORISE THE AUDIT COMMITTEE TO DETERMINE Mgmt For For
THE REMUNERATION OF THE AUDITORS
A18 TO ADOPT NEW ARTICLES OF ASSOCIATION + Mgmt For For
A19 TO AUTHORISE DONATIONS UNDER THE POLITICAL PARTIES, Mgmt For For
ELECTIONS AND REFERENDUMS ACT 2000
A20 TO RENEW AUTHORITY TO ALLOT SHARES UNDER ARTICLE Mgmt For For
16.2 OF THE COMPANY S ARTICLES OF ASSOCIATION
A21 TO RENEW AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
UNDER ARTICLE 16.3 OF THE COMPANY S ARTICLES
OF ASSOCIATION +
A22 TO AUTHORISE THE COMPANY S PURCHASE OF ITS OWN Mgmt For For
SHARES (SECTION 166, COMPANIES ACT 1985) +
--------------------------------------------------------------------------------------------------------------------------
WILLIS GROUP HOLDINGS LIMITED Agenda Number: 932650597
--------------------------------------------------------------------------------------------------------------------------
Security: G96655108
Meeting Type: Annual
Meeting Date: 25-Apr-2007
Ticker: WSH
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: GORDON M. BETHUNE. Mgmt For For
1B ELECTION OF DIRECTOR: WILLIAM W. BRADLEY. Mgmt For For
1C ELECTION OF DIRECTOR: JOSEPH A. CALIFANO JR. Mgmt For For
1D ELECTION OF DIRECTOR: ANNA C. CATALANO. Mgmt For For
1E ELECTION OF DIRECTOR: ERIC G. FRIBERG. Mgmt For For
1F ELECTION OF DIRECTOR: SIR ROY GARDNER. Mgmt For For
1G ELECTION OF DIRECTOR: SIR JEREMY HANLEY. Mgmt For For
1H ELECTION OF DIRECTOR: WENDY E. LANE. Mgmt For For
1I ELECTION OF DIRECTOR: JAMES F. MCCANN. Mgmt For For
1J ELECTION OF DIRECTOR: JOSEPH J. PLUMERI. Mgmt For For
1K ELECTION OF DIRECTOR: DOUGLAS B. ROBERTS. Mgmt For For
02 REAPPOINTMENT AND REMUNERATION OF DELOITTE & Mgmt For For
TOUCHE AS INDEPENDENT AUDITORS.
--------------------------------------------------------------------------------------------------------------------------
WINDSTREAM CORPORATION Agenda Number: 932658202
--------------------------------------------------------------------------------------------------------------------------
Security: 97381W104
Meeting Type: Annual
Meeting Date: 09-May-2007
Ticker: WIN
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
S.E. "SANDY" BEALL, III Mgmt For For
DENNIS E. FOSTER Mgmt For For
FRANCIS X. FRANTZ Mgmt For For
JEFFERY R. GARDNER Mgmt For For
JEFFREY T. HINSON Mgmt For For
JUDY K. JONES Mgmt For For
WILLIAM A. MONTGOMERY Mgmt For For
FRANK E. REED Mgmt For For
02 APPROVE THE WINDSTREAM PERFORMANCE INCENTIVE Mgmt For For
COMPENSATION PLAN
03 RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS WINDSTREAM S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANT FOR 2007
04 REQUIRED EQUITY AWARDS TO BE HELD Shr Against For
--------------------------------------------------------------------------------------------------------------------------
WOLTERS KLUWER NV Agenda Number: 701176821
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV09931
Meeting Type: AGM
Meeting Date: 20-Apr-2007
Ticker:
ISIN: NL0000395903
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting Non-Votable
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION
DATE SET ON 29 MAR 2007. SHARES CAN BE TRADED
THEREAFTER. THANK YOU.
1. Opening Non-Voting Non-Votable
2.a Receive the report of the Executive Board for Non-Voting Non-Votable
2006
2.b Receive the report of the Supervisory Board Non-Voting Non-Votable
for 2006
3.a Receive the policy on additions to reserves Non-Voting Non-Votable
and dividends
3.b Adopt the financial statements and annual reports Mgmt Take No Action
for 2006
3.c Approve to distribute a dividend of EUR 0.58 Mgmt Take No Action
per ordinary share in cash, or at the option
if the holders of ordinary shares, in the form
of ordinary shares
4.a Approve to release the Members of the Executive Mgmt Take No Action
Board from liability for the exercise of their
duties, as stipulated in Article 28 of the
Articles of Association
4.b Approve to release the Members of the Supervisory Mgmt Take No Action
Board from liability for the exercise of their
duties, as stipulated in Article 28 of the
Articles of Association
5. Amend the Articles of Association Mgmt Take No Action
6. Appoint Mr. B. F. J. A. Angelici as a Member Mgmt Take No Action
of the Supervisory Board
7. Appoint Mr. J. J. Lynch, Jr. as a Member of Mgmt Take No Action
the Executive Board
8. Approve to determine the remuneration of the Mgmt Take No Action
Members of the Supervisory Board
9. Amend the Remuneration Policy and long-term Mgmt Take No Action
Incentive Plan of the Executive Board
10.a Authorize the Executive Board to issue shares Mgmt Take No Action
and/or grant rights to subscribe for shares
10.b Authorize the Executive Board to restrict or Mgmt Take No Action
exclude pre-emptive rights
11. Authorize the Executive Board to acquire own Mgmt Take No Action
shares
12. Any other business Non-Voting Non-Votable
13. Closing Non-Voting Non-Votable
--------------------------------------------------------------------------------------------------------------------------
WOLTERS KLUWER NV Agenda Number: 701192899
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV09931
Meeting Type: AGM
Meeting Date: 20-Apr-2007
Ticker:
ISIN: NL0000395903
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting Non-Votable
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION
DATE SET ON 29 MAR 2007. SHARES CAN BE TRADED
THEREAFTER. THANK YOU.
1. Opening Non-Voting Non-Votable
2.a Receive the report of the Executive Board for Non-Voting Non-Votable
2006
2.b Receive the report of the Supervisory Board Non-Voting Non-Votable
for 2006
3.a Receive the policy on additions to reserves Non-Voting Non-Votable
and dividends
3.b Adopt the financial statements and annual reports Mgmt Take No Action
for 2006
3.c Approve to distribute a dividend of EUR 0.58 Mgmt Take No Action
per ordinary share in cash, or at the option
if the holders of ordinary shares, in the form
of ordinary shares
4.a Approve to release the Members of the Executive Mgmt Take No Action
Board from liability for the exercise of their
duties, as stipulated in Article 28 of the
Articles of Association
4.b Approve to release the Members of the Supervisory Mgmt Take No Action
Board from liability for the exercise of their
duties, as stipulated in Article 28 of the
Articles of Association
5. Amend the Articles of Association Mgmt Take No Action
6. Appoint Mr. B. F. J. A. Angelici as a Member Mgmt Take No Action
of the Supervisory Board
7. Appoint Mr. J. J. Lynch, Jr. as a Member of Mgmt Take No Action
the Executive Board
8. Approve to determine the remuneration of the Mgmt Take No Action
Members of the Supervisory Board
9. Amend the Remuneration Policy and long-term Mgmt Take No Action
Incentive Plan of the Executive Board
10.a Authorize the Executive Board to issue shares Mgmt Take No Action
and/or grant rights to subscribe for shares
10.b Authorize the Executive Board to restrict or Mgmt Take No Action
exclude pre-emptive rights
11. Authorize the Executive Board to acquire own Mgmt Take No Action
shares
12. Any other business Non-Voting Non-Votable *
13. Closing Non-Voting Non-Votable *
--------------------------------------------------------------------------------------------------------------------------
WYETH Agenda Number: 932650434
--------------------------------------------------------------------------------------------------------------------------
Security: 983024100
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: WYE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: ROBERT ESSNER Mgmt For For
1B ELECTION OF DIRECTOR: JOHN D. FEERICK Mgmt For For
1C ELECTION OF DIRECTOR: FRANCES D. FERGUSSON, Mgmt For For
PH.D.
1D ELECTION OF DIRECTOR: VICTOR F. GANZI Mgmt For For
1E ELECTION OF DIRECTOR: ROBERT LANGER, SC.D. Mgmt For For
1F ELECTION OF DIRECTOR: JOHN P. MASCOTTE Mgmt For For
1G ELECTION OF DIRECTOR: RAYMOND J. MCGUIRE Mgmt For For
1H ELECTION OF DIRECTOR: MARY LAKE POLAN, M.D., Mgmt For For
PH.D., M.P.H.
1I ELECTION OF DIRECTOR: BERNARD POUSSOT Mgmt For For
1J ELECTION OF DIRECTOR: GARY L. ROGERS Mgmt For For
1K ELECTION OF DIRECTOR: IVAN G. SEIDENBERG Mgmt For For
1L ELECTION OF DIRECTOR: WALTER V. SHIPLEY Mgmt For For
1M ELECTION OF DIRECTOR: JOHN R. TORELL III Mgmt For For
02 VOTE TO RATIFY PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007
03 VOTE TO AMEND THE CERTIFICATE OF INCORPORATION Mgmt For For
TO ELIMINATE SUPERMAJORITY VOTE REQUIREMENTS
04 VOTE TO AMEND AND RESTATE THE 2005 STOCK INCENTIVE Mgmt For For
PLAN FOR TAX COMPLIANCE
05 DISCLOSURE OF ANIMAL WELFARE POLICY Shr Against For
06 REPORT ON LIMITING SUPPLY OF PRESCRIPTION DRUGS Shr Against For
IN CANADA
07 DISCLOSURE OF POLITICAL CONTRIBUTIONS Shr Against For
08 RECOUPMENT OF INCENTIVE BONUSES Shr For Against
09 INTERLOCKING DIRECTORSHIPS Shr Against For
10 PROPOSAL WITHDRAWN. NON-VOTABLE REQUIRED Mgmt Abstain
11 SEPARATING THE ROLES OF CHAIRMAN AND CEO Shr For Against
12 STOCKHOLDER ADVISORY VOTE ON COMPENSATION Shr For Against
--------------------------------------------------------------------------------------------------------------------------
ZURICH FINANCIAL SERVICES, ZUERICH Agenda Number: 701118742
--------------------------------------------------------------------------------------------------------------------------
Security: H9870Y105
Meeting Type: AGM
Meeting Date: 03-Apr-2007
Ticker:
ISIN: CH0011075394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST Registration Take No Action *
BE NOTIFIED TO THE COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RECORD DATE. PLEASE ADVISE
US NOW IF YOU INTEND TO VOTE. NOTE THAT THE
COMPANY REGISTRAR HAS DISCRETION OVER GRANTING
VOTING RIGHTS. ONCE THE AGENDA IS AVAILABLE,
A SECOND NOTIFICATION WILL BE ISSUED REQUESTING
YOUR VOTING INSTRUCTIONS.
--------------------------------------------------------------------------------------------------------------------------
ZURICH FINANCIAL SERVICES, ZUERICH Agenda Number: 701155029
--------------------------------------------------------------------------------------------------------------------------
Security: H9870Y105
Meeting Type: AGM
Meeting Date: 03-Apr-2007
Ticker:
ISIN: CH0011075394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting Non-Votable
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting Non-Votable
MEETING NOTICE SENT UNDER MEETING 352659, 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 ADP CUTOFF DATE
WILL BE PROCESSED ON A BEST EFFORT BASIS. THANK
YOU.
1. Approve the annual report, the annual financial Mgmt Take No Action
statements and the consolidated financial statements
for 2006
2. Approve the appropriation of available earnings Mgmt Take No Action
of Zurich Financial Services for 2006
3. Approve to release the Members of the Board Mgmt Take No Action
of Directors and the Group Executive Committee
4. Approve to increase the contingent share capital Mgmt Take No Action
and to change the Articles of Incorporation
Article 5ter Paragraph 2A
5.1.1 Re-elect Mr. Armin Meyer to the Board of Directors Mgmt Take No Action
5.1.2 Re-elect Mr. Rolf Watter to the Board of Directors Mgmt Take No Action
5.2 Re-elect the Statutory Auditors and the Group Mgmt Take No Action
Auditors
PLEASE NOTE THAT VOTING RIGHT IS GRANTED TO Non-Voting Non-Votable
NOMINEE SHARES (REGISTRATION) BY THIS ISSUER
COMPANY. HOWEVER; THE ISSUER GIVES (OR LIMITS
THE) VOTING RIGHT UP TO 200,000 SHARES IN THE
ABSENCE OF A NOMINEE CONTRACT. THANK YOU.
* 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-Advantaged Global Dividend Income Fund
By (Signature) /s/ Duncan W. Richardson
Name Duncan W. Richardson
Title President
Date 08/24/2007